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Priest Movie Script

Writer(s) : Cory Goodman

Genres : Action, Horror, Sci-Fi

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                                    PRIEST



                                  Written by

                                 Cory Goodman

                         

                         

                         
          "I Pass the vale. I breast the steep.
          I bear the cross: the cross bears me."
          -- John Charles Earle
          Oxford Book Of Mystical Verse
                         

                         

                         FADE IN:
          THE MOON. So fat and full in the night sky you can reach out
          and touch it.

          HICKS W. 0.
          This is what's known: There has always
          been man...and there have always been
          vampires.
          BLACK SHAPES swoop past the moonscape, vicious looking things.
          Much shrieking and wailing.
          Atop a STONE ZIGGURAT -- We see a GROUP OF MEN -- AZTEC
          WARRIORS readying themselves with PRIMITIVE WEAPONS --
          SLINGS, BOWS, SPEARS. Tonight they know they will die.

                         HICKS (CONT'D)
          Since the beginning -- the two have been
          locked forever in combat... The vampires
          were quicker, stronger and had the gift
          of flight.
          Quick glimpses of a bloody, brutal battle. Men screaming.
          Talons ripping. FIERY ARROWS launched against an unseen enemy.

          WHOOSH!
          With a HOWL, we see A MAN plucked off the ground, his body
          disappearing in the night. THE IMAGE DISSOLVES as -- the sky
          turns bright, the moon becoming a familiar ball of yellow gas.

                         HICKS (CONT'D)
          But man had the sun.
          THE CAMERA TILTS DOWN to find another GROUP OF MEN -- more
          sophisticated than the first. Makeshift weapons made of metal
          and steel slung across their backs glinting in the sunlight.
          They stand before AN EARTHEN STRUCTURE, looks like a GIANT WASP
          NEST. Unsheathing their weapons, they step grimly inside.
          We HEAR a HISSING WAIL and the wielding of steel.

          HXCKS (V.0.) (CONT'D)
          And so it went like this over many years.
          As man and vampire both evolved -- the
          wars became bloodier.
          From afar, we see GIANT STACKS OF CORPSES as hydraulic
          machines stack the black bodies into pyres as big as
          buildings, smoke rising to the sky in twisting columns.

          A LONE MAN

                         

                         

                         

                         

          2.
          Stands at the base of one of the mammoth pyres. Even from
          this angle we sens e his quiet dignity.

          HICKS (V.0.) (CONT'D)
          Then came THE PRIESTS --
          The Man turns and we see his face is shadowed by a large
          CROSS TATTOO, cutting across his eyes and down the center.

          HICKS (V.0.) (CONT'D)
          -- Specially trained warriors in the art
          of vampire combat. They single-handedly
          turned the tide for the humans.
          Quick glimpses of a GROUP OF PRIESTS battling a FURY OF
          VAMPIRES (we still do not get a good look at them). Their
          technique is otherworldy -- combining the brutality of a
          Maori Warrior. with the grace of a Samurai.
           The--combat-is intense. Glorious. An explosion of blood and
          s b m i l

           HICKS (V.0.) (CONT'D)
          Over time the vampire threat faded. The
          once fierce race now fatally diminished.
          A shadow of what they once. were.
          Through heavy smoke, we see a pile of VAMPIRE CORPSES, a
          ragged collection of fangs and claws.

          HICKS (V.0.) (CONT'D)
          The remaining vampires were put Into
          camps and -- by decree of the High
          Clergy the Priests disbanded. The
          former warriors to be integrated as
          members of regular society.
          We see a WAX SEAL pressed onto an ancient parchment. The
          document carefully rolled and stored in an ORNATE CHAMBER.

          HICKS (V.0.) (CONT'D)
          The human race thrived in relative
          quiet. The vampire menace quickly
          forgotten for other, more modern
          threats.

                         (BEAT)
          And the few surviving Priests faded Into
          quiet obscurity.
          The chamber is closed. We see an encrusted key turning in a
          heavy set lock and we --

          FADE TO BLACK.

                         

                         

                         

                         
          .s.
          Our story begins with the rusty SCRAPE of a windmill...

                         FADE IN:

          EXT. THE WASTELAND - DAY

          Dust swirls in nasty tangles.
          A LONE MALE FIGURE moves across the plain, long and lean in
          overalls. AARON PACE. Shadows flicker across his sunburned
          face, the windmill looming above him.
          in his hands is an ELECTRONIC DEVICE, he plunges it into the
          earth. It makes a series of CLICKING SOUNDS, reading the soil.
          Aaron looks up to see the silhouette of a WOMAN standing in
          the doorway of his CABIN.
          He smiles, waving to her. His wife.

          INT. OUTPOST 10 (NURSERY).- DUSK

          A pioneer's wood cabin.
          Aaron sits surrounded, a lattice work of vines covering the
          walls and floors in beautiful patterns. Not a trace of soil
          anywhere in the room, everything hydroponically grown.

          SHANNON (O.S.)
          Supper's on!
          He smiles, studying a. stunning RUBY RED FLOWER, separate from
          the others. His crown jewel. He closes the door and enters --

                         THE KITCHEN
          SHANNON PACE carries a bowl filled with a steaming green
          broth, placing it on the dinner table, moving aside a tiny
          FIGURINE OF JESUS. The surrounding furniture cluttered with
          religious knickknacks.

                         SHANNON (CONT'D)
          You been spending an awful lot of time
          behind that door. Makes a woman
          suspicious.

                         AARON
          Special project. It's taking a little
          more time than I thought.

                         SHANNON
          Nothing special about milkweed. Unless
          you like a thorn in the finger.

                         

                         

                         

                         

          4.

                         I AARON
          It's not Milkweed. Not this year.

                         SHANNON
          What is it?

                         AARON
          You'll see.
          His eyes skate to her face moving in for the kiss -- but he's

                         INTERRUPTED BY

          LUCY (0.S.)
          Yuck. Pershing-stew again.
          Their DAUGHTER (13). Already a heartbreaker. This girl is
          too young, too pretty to be out here in the badlands.

                         LUCY (CONT'D)
          I can't do it anymore. This outpost.
          Being all cooped up like this. I'm going

                         CRAZYL

                         AARON
          Honey...we know this hasn't been easy for
          you -- In two years someone else'll study
          the soil and this'll be their outpost.
          But for right now -- this is my job.

                         LUCY
          I don't know what it's like to have a
          best friend. To have any friends. I
          want to have a crush. I want secrets.

                         (SIMPLY)
          I want a life.
          Shannon looks at her husband. She knew this day would come.

                         SHANNON
          Aaron. She's thirteen -- She should be
          with children her own age.
          Aaron lets out a breath.

                         AARON
          Okay. Next year, we'll figure out a way
          to get you to a school close by. In
          town.

                         LUCY

                         BUT

                         

                         

                         

                         

          5.

                         AARON
          N year -- that's still plenty of time
          for you to have a "crush".
          Lucy deflates, knowing this is as good as it's going to get
          for awhile. Aaron takes her hand.

                         AARON (CONT'D)
          Tomorrow I'm heading in town to file.
          You come with, help your old man out, get
          a change of scenery. OK?

                         (BEAT)
          Now c'mon, stew's getting cold. Bow your
          heads and say grace.
          The family clasps hands. Whatever their differences, there's
          a bond here.

                         LUCY
          Dear Lord we thank you for what we are
          about to receive. Blessing us with your
          gifts...
          She.speaks with her eyes clenched shut, words spoken
          sincerely, nothing perfunctory about it. She's a believer.

                         LUCY (CONT'D)
          We thank you for the earth and the sky and
          for your bounty through Christ our Lord --
          She.stops, opening her eyes -- staring at the plates and
          glasses on the table.
          They're RATTLING.

           LU C Y (CONT'D)
          Daddy?

                         AA RON
          Shh.
          He cocks his ear, heading a low rumble.
          Although he's never heard the sound before...he knows it can'
          only mean one thing.
          Trying to remain calm, Aaron goes to the window.

          OUT THE WINDOW
          Framed by a BLOOD MOON hanging over the horizon, a DOZEN BLACK
          MOTORCYCLES race across the plain, ENGINES thundering.

                         

                         

                         

                         

          6.
          The Jesus figurine falls off the table, SHATTERING to the
          floor.
          Aaron looks at Shannon, an expression on his face she hasn't
          seen before -

                         AARON (CONT'D)
          Get the boards)

                         LUCY

                         (ALARMED)
          What's going on?
          Aaron doesn't answer, Shannon helping him position pre-cut
          planks across every window and door. Each with an iron-cross
          strut for support

          EXT. OUTPOST 10 - SAME

           The CYCLES circle the house, kicking up dust in sheets.

          INT.. OUTPOST 10 - SAME

          The ROAR of the engines fills the house as Aaron pulls a
          POWERFUL LOOKING GUN from the drawer. He drops it, obviously
          not familiar with firearms.

                         AARON
          Get by me.
          Shannon-and Lucy crouch at his feet.

          EXT. OUTPOST 10 - SAME

          The cycles cut their engines, headlights centered on the
          house. A blistering spotlight.
          It's quiet.
          The RIDERS step from their machines. We don't get a look at
          their faces as one by one they LEAP onto the house and
          windmill, SKITTERING across the walls and roof like spiders.
          The blades of the windmill slowly come to a stop.
          11U. OUTPOST 10 r- SAME
          The power goes out, everything going black.

                         LUCY

                         (TERRIFIED)
          Daddy?

                         

                         

                         

                         

          7.
          We hear the Riders crawling over the outside of the house.
          Snarling, howling, making terrifying sounds.
          Then the worst sound of all. Wood being torn apart.
          BLAM! BLAN! Aaron SHOOTS like crazy, the white light MUZZLE
          FLASHES providing glimpses of SHAPES moving inside the house.
          BLACK BODIES blown back. Shrieking. Everything happening
          lightening fast.
          Finally, the gun clicks empty and we're plunged back into
          darkness.

          THE LIGHTS COME BACK ON
          Aaron is still standing, the house in shambles around him.
          He's alone.

                         AARON

          SHANNON!
          From outside we hear the cycles revving.
          Aaron runs to the door. Rips off the board in time to see --

          EXT. OUTPOST 10 - SAME

          The motorcycles racing away, a cloud of dust in their wake.
          Aaron runs after but TRIPS on --

                         SHANNON
          Her body lying in the dirt, head lurching at an obscene'
          angle. He brushes back her hair --
          ere' g UNCT_URE MABKS in hem neck.
          Crying, he cradles his, wife. Feverishly looking around for

                         AARON

          LUCY!
          He keeps screaming but it's no use -- as the-motorcycles fade
          in the night he knows --
          They've taken her.
          The CAMERA TILTS to the MOON hanging above the plain. it
          turns BLACK as we now find ourselves peering into --

                         

                         

                         

                         

          8.

          EXT.. CITY FIVE/DISTRICT TWELVE - DUSK

          The lip of an ENORMOUS SMOKESTACK. One of hundreds. A
          seemingly endless brick forest reaching to a sky heavy with
          soot and ash, while below, miles of FACTORIES stretch and
          stretch.

          A STEAM WHISTLE BLOWS
          Quitting time. Hundreds of WORKERS trail listlessly from a
          massive brick and stone COMPLEX. Grey faces betraying
          another day's toll.

          A TATTOOED FIGURE
          moves through the crowd, people stepping out of his way.
          They do this not out of respect. . .but fear.
          We don't get a good look at him. Just FLASHES --
          Shaved head.
          Eyes like nail guns.
          Tendons clenching over muscle.
          As he walks,people whisper. He hears all of it.
          He heads into the streets. CITIZENS hurry by, some with.
          surgical masks over their mouths. There's a pale, sickliness
          to them. Malignant.
          The Figure suddenly stops. He cocks his bald head --
          Something's caught his attention...

          EXT. ALLEY - NIGHT

          We move through trash and shadow finding --
          A gang of FACTORY WORKERS, uniformed, surrounding a GIRL

          (12).
          Their LEADER holds her close, BUTCHER KNIFE at her
          throat. Mouth at her ear.

                         LEADER
          Go ahead ...scream.

                         (SMILES)
          Scream for daddy.
          He hears a noise, looks up and sees a SILHOUETTE standing at
          the head of the alley.

                         

                         

                         

                         

          9.

                         LEADER (CONT'D)
          Looks like daddy's already here.
          (points the knife)
          Well, then. Come on daddy...make it
          better.
          The Figure steps into a pool of white light, giving us our
          first good look at him --
          A LAL RGE AK CROSS TATTOO shadows most of his-- a e. Across
          the eyes and down the center.
          The Mark Of The Priest.

                         LEADER (CONT'D)

                         (LAUGHS)
          A Priest! Well, lookie here.. We got us
          a real life war-hero boysl Heard you
          guys were real baddasses.
          The Workers all pull out large knives.

                         LEADER (CONT'D)
          Guess we'll find out.
          They move in on Priest, chemicals burning in their blood,
          mouths leering.
          Priest folds his hands into the prayer position.
          The Workers look at each other. Laugh.

                         WORKER #1-
          What's he gonna do. . .BLESS us to death?
          VOOMI -- There's a whirling SNARL of sound -- the sonic
          equivalent of a back flip and --
          Pries is holding their knives.
          Before they can react, he throws the knives into their feet.
          They HOWL, pinned to the concrete.
          Scared, the leader clutches the girl, pressing against the
          brick wall as Priest moves towards him.

                         LEADER
          This ain't the war no more. You got no
          right meddlin'.

                         (BEAT)
          You don't belong here -- You ain't one of
          us.

                         

                         

                         

                         

          10.
          And with that he RAISES the blade to the girl's throat --

                         C
          WHOOSHI A sudden RUSH OF AIR. The leader looks at the
          girl's neck, his blade's gone.
          So is his hand.
          Priest holds the severed limb, its fingers still clutching
          the blade. The Leader collapses, a Holy Shitl expression
          frozen on his face.

                         THE GIRL
          Gawks at Priest, possibly more frightened of him than the
          workers.
          He turns to her, wanting to comfort her but not knowing how --
          She flinches and runs away, disappearing into the street.
          A BEAT as Priest pries the butcher blade from the hand,
          wiping it off. Tucks it in his waistband.
          He moves on.

          EXT. CHURCH (ESTABLISHING) - NIGHT

          Gone to seed. The once proud house of God now a sad
          collection of moldering stone and cracked stained glass.

          INT. CHURCH

          PUSH past row after row of empty pews.
          We stop on the CONFESSIONAL BOOTH -- a foot sticking out from
          the door --

          INSIDE THE BOOTH
          FATHER KOEPPEN, body skinny and ravaged. The old man pours
          himself a drink and downs it. Coughing.
          The confessional door opens, someone steps inside the other
          booth. We can't see who it is.

                         FIGURE'
          Bless me Father for I have
          sinned...again.
          The voice is like gravel from the bottom of a deep well.
          Quietly commanding. Koeppen knows it well.

                         

                         

                         

                         

          11.

                         KOEPPEN
          I caught the ambulance picking up what
          was left of the factory boys...figured it
          was your handywork.
          The Shape leans forward, we see it is Priest.

                         PRIEST
          This time there was a little girl.

                         KOEPPEN
          if this keeps occurring it'll be
          .impossible to keep it from the Clergy.
          You'll get us both excommunicated.
          Priest gazes into the vestibule, his voice almost a whisper.

                         PRIEST
          I want to see the other Priests.

                         KOEPPEN
          You know you can't. The Clergy forbids it.

                         PRIEST
          Why?

                         KOEPPEN
          They have their reasons.
          Priest flicks his eyes over Koeppen as if he could see
          through the vestibule, but his expression doesn't change.

                         PRIEST
          And their reasons for building more and
          more factories? The sky is turning black.

                         KOEPPEN
          Since when is. industriousness a sin? Did
          Jesus not teach us to be productive?

                         (BEAT)
          As your appointed counselor take my
          advice, . .Relax -- Take up a hobby, pick a
          vice. Make friends.

                         PRIEST
          You're my friend.

                         KOEPPEN
          I'm a wicked old man who'd sell his
          parish for a pint of whiskey.
          Priest seems to deflate, his hard shell cracking.

                         

                         

                         

                         

          12.

                         PRIEST
          I don't know what's happening to me. (7,
          Questions. Doubts. I'm not sure what it
          is.
          Koeppen slides the vestibule open so they are now face to face.

                         KOEPPEN
          The devil comes in many shapes.
          Do yourself a favor, keep your head
          down. Be smart. And most of all
          remember your oath...
          He hands Priest a set of ROSARY BEADS.

                         KOEPPEN (CONT'D)
          "To go against the Church is to go
          against God".
          This statement has always been the boilerplate of Priest's
          existence -- but tonight, it Just sounds like empty dogma. He
          squeezes his eyes shut, clutching the,rosary as we CUT TO:

          INT. LOBBY OF TENAMENT BUILDING - NIGHT

          Garbage litters the floor. The sound of water dripping.
          Priest stands, waiting for the lift to arrive.
          A BOY AND HIS MOTHER wait too. The boy stares at Priest,
          fascinated, his mother doing her best to pretend not to
          notice him.
          The elevator arrives and they step inside.

          INT. LIFT - MOMENTS LATER

          As it rises, a single bulb flickers above. Buzzing.
          The boy continues to stare at Priest, bewitched by the tattoo.

                         BOY

                         (TO PRIEST)
          Did it hurt?
          The lift grinds to a stop. The mother quickly pulls her son
          out as the door rolls open, glaring at Priest, disappearing
          down a dark corridor.
          And only now does Priest answer.

                         

                         

                         

                         

          13.

                         PRIEST

                         (SOFTLY)
          Yes.
          The lift door clatters shut.

                         CUT TO:

          INT. PRIEST'S APARTMENT - NIGHT

          Sparse, containing only what's needed.
          Priest peels off his shirt revealing a constellation of old
          battle scars -- Punctures. Scratches. Bite marks. His skin
          showing the early signs of aging.
          He goes to the lone decoration in his apartment --

          A FADED PHOTO OF THE PACE FAMILY
          He takes the picture off the wall, studying it. The image
          bringing him peace.
          From the streets below, the sound of a GUNSHOT.
          He looks at the rosary beads, still in his hand.
          He turns out the light.

                         CUT TO:

          INT. BEDROOM - 3 AM

          Unable to sleep, Priest sits on the edge of his bed. Praying.
          There's a knock at the door.

                         PRIEST
          Who is it?

          MESSENGER (0. S.)
          Messenger.
          Priest opens the door. A MESSENGER holds up a PUNCH CARD.

          MESSENGER (CONY ' D)
          I gota Priority Punch. Originated in the
          wasteland.
          Priest takes the card, the man writing up a receipt.

                         

                         

                         

                         

          14.

          INT. PRIEST'S APARTMENT - MOMENTS LATER

          Priest goes to a WOODEN BOX, feeding the punch card into it.
          A Rube Goldberg-like device of PULLEYS and WINCHES squeaks to-
          life, like a sail, a SCREEN rises and Aaron appears, his image
          a smudge. He looks awful. A man at the end of himself.

                         AARON

                         (FILTERED)
          L-Lucy's gone. They t-took her. I tried
          to stop 'em.
          I knowouu're..."retired". But can you
          find her? Find her before --.

                         (SOBS)
          They killed Shannon.
          The screen goes blank.
          Priest shuts his eyes, making the sign of the cross.
          His hand curls into a fist.

          EXT. CLERGY CITY (ESTABLISHING) - LATER THAT NIGHT

          Magnificent.
          At the Cities center, a municipal of baroque BASILICAS AND
          .CHURCHES -- all safely walled off from the rest of the
          metropolis.

          INT. CLERGY CHAMBER - NIGHT

          Giant shafts of moonlight hit a marbled floor.
          Priest and Father Koeppen are led by FOUR OFFICERS before A
          TRIBUNAL OF MONSIGNORS (all at least in their 70's). They
          sit behind a giant table cloaked in the florid robes of their
          religion. Men of scripture, creed and doctrine.
          Priest kneels, bowing his head.

                         PRIEST
          Thank you for meeting with me on such
          short notice, Monsignors.
          Even the Monsignors are uneasy'around Priest. Their leader,
          ORELAS, leans forward, addressing him.

                         MONSIGNOR ORELAS
          Father Koeppen notified us of the
          situation. Our prayers are with your
          family.

                         

                         

                         

                         

          15.

                         PRIEST
          I come before you because I would like my
          authority to be reinstated.

                         MONSIGNOR ORELAS
          On what grounds?
          Priest is taken aback.

                         PRIEST
          She's my blood, Monsignor.

                         MONSIGNOR ORELAS
          The proper authorities are handling the
          situation. I'm sure they'll.do a fine job.

                         PRIEST
          The proper authorities?

                         MONSIGNOR ORELAS
          All occurrences of vampire. disobedience
          and felonies are strictly a Federal
          matter now.

                         (BEAT)
          You Priests did too good a job. The
          vampire population is classified as
          endangered. They're protected.

                         PRIEST
          But Monsignor...they are the enemy.

                         MONSIGNOR ORELAS
          Were.the enemy. The war ended a long
          time ago.

                         PRIEST
          Not so long that we should forget what
          they are capable of.

                         MONSIGNOR ORELAS
          You would do well to remember the words
          of our Savior: Turn the other cheek.
          Embrace your enemies.

                         (BEAT)
          It is not our place to interfere --- or
          yours.
          Priest looks up, obviously in great turmoil.

                         PRIEST-
          I can be of.great service to the
          investigation. I -can

                         

                         

                         

                         

          16.
          0 The tribunal shifts uncomfortably, intimidated by Priest.
          Orelas stands.

                         MONSIGNOR ORELAS
          You forget yourself, Priest...
          It has been brought to our attention that
          you have engaged in a number of
          transgressions. Tell me...do you feel
          yourself to be above God?

                         PRIEST
          No, Monsignor.

                         MONSIGNOR ORELAS
          Engaging in any kind of practice is
          sacrilege -- You bring shame upon our
          house.
          Priest turns the full force of his gaze on him.

                         PRIEST
          "Let your light shine before men, that
          they may see your good works and glorify
          your Father which is in Heaven" --

                         MATTHEW 5:16

                         €�
          The Monsignor POUNDS the table.

                         MONSIGNOR ORELAS
          You dare quote scripture to met
          Questioning the . authority. of the Clergy
          is forbidden1 If you engage in another
          transgression.you will be stripped from
          the Order and excommunicated immediately.
          Do I make myself clear?

                         PRIEST
          Yes, sir.'

                         MONSIGNOR ORELAS
          I said do I make myself clear,. Father.

                         PRIEST
          Yes, Monsignor.

                         MONSIGNOR ORELAS
          You're a soldier. God's soldier-- Act
          like one.

                         (BEAT)
          Remember your vow: "To go against the
          Church is to go against God".

                         0
          The officers start to lead Priest and Koeppen out the chamber,

                         

                         

                         

                         

          17.

          MONSIGNOR ORELAS (CONT'D)
          -- Eather..Kam, please stay behind
          for a moment, a .we have something we need
          to discuss.
          Off Koeppen's expression we CUT TO:

          EXT. SOUP KITCHEN - ESTABLISHING

          HOMELESS stand single file, wrapped around the corner, black
          flakes of ash drifting down as they await tonight's supper.

          INT. SOUP KITCHEN - NIGHT

          Priest sits alone, rosary beads clutched in his hands. He
          looks up to find Koeppen, the old man staggering as he downs
          an EXPENSIVE BOTTLE OF WHISKEY, three sheets to the wind.

                         KOEPPEN
          I knew I'd find you here.
          He sits, pouring himself another drink, toasting the poor
          souls at the surrounding tables.

                         KOEPPEN (CONT'D)
          How many nights in this very spot? You
          with your endless questions on the nature
          of suffering-Me with none of the
          answers.
          Priest doesn't even acknowledge him, lost in his thoughts.

                         KOEPPEN (CONT'D)
          Well, now I'm the one with a question.
          This one's a riddle.

                         (BEAT)
          What is greater than God-but more evil
          than the Devil? The poor have it, the
          rich need it -- and if you eat
          it...you'll die.
          Priest looks, up, his eyes cold.

                         PRIEST
          Why won't they listen to me?
          A beat. Koeppen takes another drink.

                         KOEPPEN
          Okay. I'm going to.give you one more
          riddle and if you listen close - you might
          just hear an answer to your question.
          (clears his throat)

                         (MORE)

                         

                         

                         

                         

          18.

                         KOEPPEN (CONT'D)
          How can a man who spent his whole life
          searching for devils miss the ones
          staring him in the face?
          From behind, a CLICKING sound.
          Priest turns to find an OFFICER standing, LASER-GUIDED
          SHOTGUN pointed at him. The soup kitchen suddenly deathly
          quiet.

                         KOEPPEN (CONT'D)
          The Church feels it's better to keep you
          under its care...at least until this
          trouble with your niece blows over..

                         PRIEST
          You know I can't do that.

                         KOEPPEN
          That's what I figured.

          TEN TROOPERS IN FULL RIOT GEAR STORM IN
          Jackboots CLACKING, they form a circle around Priest and
          Koeppen. Guns SNAP into place, laser points dotting his body.
          Priest looks at Koeppen -- betrayed.

                         PRIEST
          Why?

                         KOEPPEN

                         (TOASTING RUEFULLY)
          "To go against the Church is to go
          against God'.
          Priest looks around the room -- FAMILIES AND HOMELESS huddle
          at the surrounding tables, terrified.
          There's only one thing left for him to do.

                         PRIEST
          Then ...I go against God.
          In an eyeblink --
          Priest strips the gun from the nearby officer, CRACKING it
          against the trooper's head, his attack graceful and precise --
          a whirlwind of PINPOINTED BLOWS and SHATTERED BONES.
          When it's over, eleven troopers lie on the ground writhing.
          Everything goes quiet.

                         

                         

                         

                         

          19.

          ANGLE ON: A LITTLE BOY
          He breaks, from his father.'' knee, slowly moving towards the
          window, drawn by a FLICKERING SHADOW.
          His mouth drops open as --

          WHAM! -- TWENTY MORE TROOPERS
          PUNCH through the windows in unison, showering everybody with
          glass! BULLETS whistle through the air, everyone SCREAMING
          as they scramble for cover. The father diving for his son.

                         PRIEST
          Folds his hands into the prayer position.
          VOONI There's a POP OF AIR and ---

                         '

                         SILENCE
          The: troopers look around confused -- their guns have
          disappeared.

          A...,

          ON A NEARBY TABLE
          A neat pile of shotguns sit, every FIRED BULLET collected
          harmlessly in a clean circle around them ...as if picked out
          of thin air.

          THE LITTLE BOY
          is somehow back with his father, the two safely holding
          hands, staring stupidly at each other.
          Priest is gone.

                         KOEPPE4
          Looks at his fancy whiskey bottle, inside now floats Priest's
          ROSARY BEADS. He fishes them from the bottle, hand shaking.

                         KOEPPEN
          Heaven help us.
          He takes a swig.

                         CUT TO:

          INT. CHURCH - NIGHT

          The STRIKE of a match -- a prayer candle is lit, glowing in
          the darkness.

                         

                         

                         

                         

          20.

          AT THE ALTAR
          Priest kneels, eyes clenched shut in prayer. A large
          figurine of Jesus on the cross looms over him. The Christ is
          expressive -- He suffers.

                         PRIEST
          oh my God...I am sorry for. having offended
          you. it was never my intention to do so...
          His words continue OVER

          EXT. STORAGE UNIT - NIGHT

          Priest standing in front of a STEEL DOOR. Hasn't been opened
          for some time.

          PRIEST (O.S.)
          I want so much to firmly resolve with the
          help of your grace to sin no more and to
          .avoid the near occasions of sin.

          INT. STORAGE UNIT - NIGHT

          The DOOR slides open just a crack. A sliver of light landing
          on a piece of BLACK SCULPTED METAL.

          PRIEST W.S. CONT'D)
          But I can't.

          EXT. STORAGE UNIT NIGHT

          An ENGINE ROARS, RUMBLES, idling... a throaty GURGLE... Priest
          pulls out on a

                         BLACK MOTORCYCLE
          if this thing were a horse it'd be the ultimate stallion--
          Pulse engine. Nitrous. The works. A panel of black titanium
          solar cells covers the bike like armor.
          He races onto the street.

          EXT. STREET - NIGHT

          Sheets of rain fall like lead. Pooling in the gutters.

          PRIEST (O.S.)
          All I can do is ask for forgiveness for
          what is yet to come...

                         

                         

                         

                         

          21.
          The cycle knifes through the city. Expertly working his way
          through congested streets. Moving past tent cities,
          stockyards and rusty industrial machinery.

          EXT. CITY LIMIT - NIGHT

          We see a MASSIVE WALL -- A hundred feet high, surrounding the
          city. Priest pulls up to a CHECKPOINT TOWER. A PHALANX OF
          GUARDS with big shotguns at the ready, snapping into place.
          Mugs like anvils.

          PRIEST (O.S.)
          I now know the devil lives within me.
          The sins coming all too easy...
          Still on his bike, Priest's foot touches the ground, blocking
          our view as we CUT TO:

          EXT. CITY LIMIT - MOMENTS LATER

          THE MASSIVE DOOR/WALL sliding open with a KLANG1 revealing
          the wasteland.

          PRIEST (0.3.)
          And all too frequently.
          Priest REVS his bike, gunning out the doors. UNCONSCIOUS
          BODIES left in his wake.

                         CUT TO:

          EXT. WASTELAND - DAY

          Blazing sun. An endless plain of cracked earth. Nothing
          around anywhere...

                         VROOMI
          Priest's cycle streaks across the salt flats. It's glorious.

          EXT. WASTELAND - LATER

          Priest rides past a line of ANCIENT STATUES dominating the
          landscape, each representing one of the seven deadly sins,
          sentinels marking the boundary into the deep wasteland.
          He FLOORS it, the bike PUNCHING for the horizon, a thick plume
          of dust funneling behind it...

                         CUT TO:

                         

                         

                         

                         

          22.

          EXT. OUTPOST 10 - NIGHT

          It's quiet, Just the sound of the rusty windmill. The only
          light provided by the moon reflecting off Priest's cycle,
          he's just arrived.
           He crouches, examining,a fresh TIRE TREAD. He stares, taking in
          the landscap e, feeling it.
          Then he steps inside the cabin --

          INT. OUTPOST 10

          It looks like a war zone. Splintered furniture everywhere,
          sprays of dried, black blood over the floorboards.
          He brushes away rubble and finds a DRESS, Shannon's. Putting
          his face to it, he inhales, his expression softening.

                         BEHIND HIM
          Quietly, A COWBOY HAT and a SHOTGUN BARREL emerge from a hole
          in the floor.

                         COWBOY HAT
          Alright, now -- Not another step.
           Climbing out from the hole, both barrels pointed, is SHERIFF
          HICKS (22). You could say the name fits. But you'd only be
          half right.

                         HICKS
          Thought you'd come back for a souvenir,
          hub? You gotta be the dumbest
          bloodsucker I ever come across.
          Priest steps into a pool of moonlight, illuminating his face.

                         PRIEST
          If I was a vampire you'd be dead already.
          The cross tattoo, a striking image. Hicks stares, pushing
          his hat back on his forehead.

                         HICKS
          I'll be dammed.
          He casually spits some ATOMIC CHAW, hitting the floorboards
          with a SIZZLE.

                         CUT TO:

                         

                         

                         

                         

          23.

          EXT. HALBRIDGE - NIGHT

          Hicks and Priest ride in tandem across the plain. Hicks'
          bike a standard police vehicle, nothing fancy but reliable.
          They head towards town, passing aWOODEN SIGN`--

                         HALBRIDGE

          EXT. HALERIDGE (MAIN STREET) - NIGHT

          At a glance this seems like one of those frontier towns from
          an old western.
          TOWNSPEOPLE gather around a SNAKE-OIL SALESMAN, the man
          pitching his wares before a painted van reading DR. TOMLIN'S
          MEDICINE SHOW. TRANCE MUSIC wafts from the nearby saloon.

          SNAKE OIL SALESMAN
          Do I ask for three dollars?' Do I ask for
          two dollars? No folks! ONE dollar! One
          piece of tin and protection is yours!

          PRIEST AND HICKS
          Pull up in front of the Jail. Hicks eyes the salesman,
          coolly dismounts and adjusts his hat.

                         HICKS
          •Scuse me a minute,
          He heads towards the crowd, the salesman continuing his pitch.

          SNAKE OIL SALESMAN
          Vampires are a deadly lot! YOU could be
          next I I seen a Blackblood bite a man
          like a gingersnap! The only sure way to
          be safe is a bag of DR. TOMLIN' S WONDER

                         POWDERT
          (holds up a sack)
          If you care about your loved ones then
          you MUST have this amazing elixir in your
          homes tonight --
          WHOOSH! A KNIFE slices through the air, spears the sack and
          pins it to a nearby wall with a THUNK.
          Hicks steps to the front of the crowd. it's his knife.

                         HICKS
          You best get in that van and clear on
          out, mister.

                         

                         

                         

                         

          24.

          SNAKE OIL SALESMAN
          For what reasons? I'm a legitimate
          business man.
          Hicks PULLS his SIX-SHOOTER, cocks it.

                         HICKS
          I got six right here.

          SNAKE OIL SALESMAN
          Sheriff, I am shocked you can be.so
          cavalier with the safety of your

                         TOWNFOLK --
          HAM! A bullet blows out the van's headlight.

                         HICKS
          That's one.
          KAPOW! The windshield cracks like a spiderweb.

                         HICKS (CONT'D)
          Two.
          Immediately, the salesman quickly packs up his wares,
          scrambling for the van door. As he gets in, he catches a
          look at Priest, pauses a moment, then starts up the vehicle
          and quickly PEELS away.
          Hicks pulls the knife from the wall, holds the bag up to the
          crowd.

                         HICKS (CONT'D)
          Now you all listen up. This bag ain't
          good fornothin' but linin' that man's
          pockets with your hard earned money.
          Much shuffling amongst the people -- they trust in their
          sheriff but they're frightened. An older man named, CROCKER,
          steps up.

                         CROCKER
          You don't know'that. You're just a kid.

                         HICKS
          I seen enough two-bit hustlers and carry
          barkers. He ain't no better.

                         CROCKER
          But what if he's right?
          Hicks tosses the sack to Crocker.

                         

                         

                         

                         

          25.

                         HICKS
          Take a look.
          (Crocker does, the contents
          spilling to the ground)
          Ain't nothin' but sand, flour and maybe 'a
          little garlic.. Oldest trick in the

                         WASTELAND:

                         (TO EVERYONE)
          Now I don't blame you for bein' afraid.
          But those vampires headed clear .on out
          and they ain't comin' back.

                         WOMAN
          And what about the girl?
          Hicks pauses. This is not easily said.

                         HICKS
          I filed a report with the Cities last
          night. I'm sure they're Join' all they
          can.
          The townspeople mutter amongst themselves. Hicks looks over
          to Priest, a GROUP OF CHILDREN have already gathered,.
          pointing and whispering at him.

          INT. SHERIFF'S STATION - A FEW MINUTES LATER

          A hole in the wall. A few wanted posters and postal warrants
          tacked up on a board beside asingle jail cell.
          Hicks leads Priest inside.

                         HICKS
          I've already had one of the boys send for
          your brother. We got him put up at
          Paddy's place.
          Priest gazes out . the; window. A group of TOWNSPEOPLE are
          milling out front, staring at him.. He pulls down the shade.

          HICKS (CONT' D)
          You're gonna have to excuse the
          attention.. We don't get strangers `round
          here too much -- "Specially no Priest.
          'Course we ain't never had no vampire
          attack in.these parts before.
          (eyeing Priest.)
          But then you're just here to perform the
          service, right?
          Priest doesn't reply, staring at a yellowed wanted poster.

                         

                         

                         

                         

          26.

                         HICKS (CONT'D)
          Never much of a believer myself. I
          figure I got one bullet to shoot. I'm
          gonna shoot it my way... not how some BOOK
          tells me to.

                         (SPITS)
          But I do hear things...it true what they
          may about you folks?

                         (BEAT)
          You can fold time?
          At that, Priest turns, looking at Hicks. Before he can
          answer the door opens and --

                         AARON
          comes through, looking older than the last time we saw him.
          Seeing Priest, his face cracks, smiling for the first time in
          days.

                         AARON
          You came.
          Overcome, he wraps his arms around his brother, embracing.
          him. Priest hugs him back.

          EXT. CEMETARY ' - DAY

          A BLIND GRAVEDIGGER plays an old.SQQUEEZEBOX, hands expertly
          working the bellows. He's done this for every.,funeral in
          Halbridge for the last fifty years. The sad music drifts
          across the wasteland.

                         SHANNON'S COFFIN
          Lies in a freshly dug hole. Priest sprinkles dirt across.the
          casket, offering prayers.
          Aaron watches,. silently. A GROUP OF TOWNSPEOPLE encircle the
          grave. Everyone wearing black goggles for protection from
          the swirling dust.

                         HICKS
          Stands apart from the others, hat in his hands. His eyes
          focused on Priest. Not even watching as --
          Aaron plants the RUBY RED FLOWER at the head of the grave.
          Its glorious color almost obscene in this barren wasteland.

                         CUT TO:

                         

                         

                         

                         

          27.

          INT. PADDY'S PLACE - DAY

          A DOG rests lazily in front of a rotating fan.
          PADDY'S a bear of a man, the town bachelor. He plops down two
          bowls of brown stew before a waiting and hungry Aaron and
          Priest, The gruel smells foul, tastes fouler.

                         PADDY
          Jackrabbit Stew. Never served no man of
          the cloth before. Hope you like it
          spicy, Father!
          He stands over both of them, eager for a response. Priest
          takes a sip, grimaces, tries his best to smile but fails
          hideously.

                         PRIEST
          .Delicious

                         PADDY
          (slaps him on the back)
          `Course it isl it was me Ma's recipe.
          As Paddy jubilantly walks away, Priest puts the bowl on the
          floor and the dog pads over, eagerly lapping it up. Aaron
          smiles.

                         AARON
          How come you never came round more? You
          know you were always welcome.

                         PRIEST
          I know.

                         AARON
          After the war was over we figured you'd
          stay with us. Shannon was real fond of
          you. Lucy too. She was always asking
          about you.
          Uncomfortable with the conversation, Priest pulls out a map,
          unrolling it onto the wooden table. He moves his finger
          across the paper.

                         PRIEST
          The pack headed in this direction.
          There's a reservation up that way so
          that's where I'll start.

                         AARON
          if anyone finds out you're doing this --

                         

                         

                         

                         

          28.
          o r PRIEST
          You're my brother.
          Aaron nods. This is enough,

          PRIEST (CONT' D)
          I'll find her.

                         AARON
          And you' 11 bring her back to me.
          Something in Priest's face darkens. He doesn't answer, not
          able to look his brother in the eye.

                         CUT TO:

          INT. GUN SHOP - DAY

          A SHOPCLERK mops the floor, guns of all types lining his
          walls. Everything from old Smith and Wesson's to the latest
          and most powerful hand cannons.
          With a jingle, the door opens revealing Priest. The clerk
          smiles. All he needs is one look and he knows -- This guy's
          good for business.

                         CLERK
          Good afternoon, sir! How may I be of
          service?

                         PRIEST
          I need bullets.

                         CLERK
          How many?

                         PRIEST
          How many do you have?
          The clerk laughs... then realizes he's serious.

                         CLERK
          No offense, Father. You got a permit,
          right?

                         PRIEST
          I have this.
          He pulls out a sack of coins, it hits the counter with a
          solid THUD.
          The clerk smiles wider..

                         

                         

                         

                         

          29.

          ,S,

          INT. PADDY'S PLACE - NIGHT

          Hundreds of bullets all orderly lined on a table top.
          Priest site with his back to us, hunched over a candle.
          We're unable to see what he's doing. Aaron picks up a
          bullet, twirling it in the light.

                         AARON
          Maybe if I knew how to use these she'd
          still be alive.

                         PRIEST
          Sometimes things just happen. Fault's
          got nothing to do with it.

                         AARON
          Funny. I'm the one who used to say that.
          You were the one who always said
          everything was God's will.
          Priest takes the bullet from him.

                         PRIEST
          I'm not so sure anymore.
          There's a KNOCK at the door. Aaron opens it slightly. It's
          Sheriff Hicks.

                         HICKS
          Aaron.

                         AARON
          Sheriff.

                         HICKS
          You mind if I have a word-with your
          brother?
          An awkward BEAT as the two stare at each other. Both knowing
          what the other's thinking.

          PRIEST (0.S.
          It's alright. Let him in.
          Eyeing Priest, Aaron lets the Sheriff in, shutting the door
          behind him as he leaves. The vibe in the room is
          uncomfortable -- Priest not even acknowledging Hicks.

                         HICKS
          I'm sure you're well aware of the Vampire
          Protection Act.

                         (MORE)

                         

                         

                         

                         

          30.

                         HICKS (CONT'D)
          it strictly states it is forbidden for
          anyone to hunt vampires anymore.

                          C
          Priest doesn't say anything, he just keeps working.

                         HICKS (CONT'D)
          These days, things go through proper
          channels. Paperwork drawn up.
          investigators called in. Procedures
          followed.
          (spits, a wad of tobacco)
          'Course we both know after a week, girls
          taken by vampires either and up dead or
          worse -- turned.

                         (THINKS)
          I'm sure you also wouldn't be surprised
          to know my office's'been contacted. I'm
          supposed to arrest you on sight.
          He pulls a SHINY OBJECT from his pocket, puts it on the table
          beside Priest.

                         HICKS (CONT'D)
          On the other hand -- if I go after Lucy
          there'll be a warrant on mybead
          too...and that'll put us in the same
          briar patch.

                         O
          Priest looks at the object -- It's Hicks' sheriff's badae.
          Five points glowing brightly in the candlelight.

                         HICKS (CONT'D)
          We leave at sun up.
          Priest turns. A moment as each man studies the other.

                         PRIEST
          Why?

                         HICKS
          We're the only chance she's got.
          Priest picks a bullet from the table, a carefully notched
          CROSS now in its tip (this is what he's been doing). He
          SNAPS it in the air.

                         PHHHHTTI
          Hick's knife FLIES across the room, PINNING the bullet to the
          wall. A thin trickle of gun powder leaks from its casing,
          spilling to the floor. The kid's fast.

                         PRIEST
          How you with a gun?

                         

                         

                         

                         

          31.

                         HICKS
          Better than I am with a knife.
          Priest considers this.

                         PRIEST
          I'll be there.
          Nothing more needing to be said, Hicks turns to walk out,
          stops at the door.

                         HICKS
          What's with all the bullets anyway? I
          thought Priests don't use firearms.

                         PRIEST
          We don't.

                         (BEAT)
          They're for you.
          Hicks nods, realizing Priest was ahead of him the whole time.

          INT. BEDROOM NIGHT

          Moonlight streams through an open window.
          Priest places his bible on the nightstand and crouches beside
          the:.bed, closing his eyes. Hands clasped.

                         PRIEST
          Our Father who art in Heaven, hallowed be
          thy name. Thy Kingdom come Thy will be
          done on earth as it is in heaven...
          As he continues THE CAMERA slowly moves OUT THE WINDOW and
          into the night, moving across HALBRIDGE.

          PRIEST (O.S.) (CONT'D)
          Forgive us our trespasses as we forgive
          those that trespass against us and lead
          us not into temptation but deliver us
          from evil.
          We see the TOWNSPEOPLE: lock their doors, bolting the
          shutters, tucking their children in safely for the night.

          PRIEST (O.S.) (CONT'D)
          For thine is the kingdom and the power and
          the glory, forever and ever. Amen.
          And now the camera stops on a LARGE SHADOWY FIGURE perched on a
          nearby roofline.

                         

                         

                         

                         

          32.
          The only thing we can see of it is a DUSTER illuminated by
          the SOFT GLOW OF A LIT CHEROOT...the Figure watches Priest as
          he finishes his prayer and blows out a candle.
          Silently, the Figure takes off. Flying into the night.

                         CUT TO:

          EXT. WASTELAND - DAWN

          The sky is brightening, the edge of the world turning white.

          EXT. CENETARY - SAME

          Sunlight hits Shannon's grave, the CROSS MARKER casting a
          shadow, the once glorious red flower already withered.
          Aaron watches the sunrise, some other time he would've been
          moved by the sight, maybe even cried. This morning... nothing.
          Priest is beside him.

                         AARON
          You never talked much about the war
          but I know you saw things. Bad things.

                         PRIEST
          Yes.

                         AARON
          What'd you do...to make yourself unsee
          `em? To make it stop playing in your
          head?

                         PRIEST
          I prayed.

                         AARON
          Did it help?
          Priest doesn't answer, the question hanging overhead, a dark
          cloud.

                         AARON (CONT'D)
          I never used to be much on faith. You

                         KNOW THAT

                         (THINKS)
          But then Lucy was born. .and as soon as I
          saw her I knew. I Just knew -�- There's
          no way something so perfect came from me.
          She was a gift. From God.
          (looks at Priest)
          You find her. Whatever it takes. Find
          Lucy.

                         

                         

                         

                         

          33.
          Priest nods, his brother's eyes burning into him. Hearing the
          sound of an engine, both men turn to find Hicks pulling up.

                         HICKS
          Didn't mean to be late -- My deputies are
          a little green about keepin' the peace
          all by their lonesome. Needed a pep
          talk.

                         (TO PRIEST)
          Figure I'll ride point. I know my way
          `round the Wasteland better than just
          `bout anyone. '
          Without so much as a word, Priest climbs on his cycle and
          kick starts it, the engine REVVING to life.
          VROOMI off he goes. Hicks can't help but laugh.

                         HICKS (CONT'D)

                         (TO AARON)
          Real charmer, your brother.

                         AARON
          That's just his way. Don't pay it no
          mind.

                         (BEAT)
          You just bring back my baby.
          Hicks nods. Then he REVS the throttle, speeding after Priest.
          Aaron.,.watching until their cycles are just distant specs.

                         CUT TO:

          EXT. WASTELAND - DAY

          A SERIES OF SHOTS as Priest and Hicks BLAST across the barren
          wasteland. They make a strange pair, not exactly Butch and

                         SUNDANCE:
          A. THUNDERING past Strange ROCK FORMATIONS, bizarre shadows
          cast across the plains.
          B. A group of WANDERING MONKS, holy men carrying offerings to
          the desert, bow as they race by.
          C.- We.see a PHOTO OF LUCY now stuck to Hicks' windscreen.

                          CUT TO:

          EXT. BLUFF - LATER

          Astride their bikes, Priest and Hicks, look down at a valley.
          A SERIES OF ADOBES sit clustered in the basin. CRYPTS.

                         

                         

                         

                         

          34.

                         HICKS
          The Nightshade Reservation.. Ain't
          nothin' but red-outs and rejects.
          They're a fallen tribe.

                         PRIEST
          Either way. We have two hours to get in
          and out.

                         HICKS
          What happens in two hours?

                         PRIEST
          Sundown.
          Hicks looks up at the sky. The sun tilting towards the
          horizon.

                         CUT TO:

          EXT. NIGHTSHADE RESERVATION - 60 MINUTES `TIL SUNDOWN

          Priest and Hicks enter engines idling, flocks of chickens run
          riot underneath their tires CLUCKING. wildly. Crumbling
          structures. Squalor.

                         HICKS
          This is how most of the reservations are
          these days.
          We see faces peering out from wooden slats. Gaunt,: lifeless
          eyes. These'are FAMILIARS.

                         PRIEST
          Familiars are illegal.

                         HICKS
          Nobody really enforces it. most come
          from the fringes. Drifters. They're
          creepy as all hell -- but harmless.
          They turn off their bikes and dismout. Hicks stepping
          awkwardly between the chickens.
          A MALE FAMILIAR stands with a butcher knife over a basin.
          His gaze is slack -- More dead than alive. He picks up a
          chicken and CHOP1 off goes its head, blood draining into the
          container.
          His voice a hissing rasp.

                         S

                         

                         

                         

                         

          35.

                         FAMILIAR
          Good afternoon, Sheriff... Father. What
          brings you to Nightshade?

                         HICKS
          We're looking for a Vamp Pack. They
          woulda' came through here a couple nights
          ago.

                         FAMILIAR
          Nobody comes through Nightshade. That's
          the way we like it. Nice and quiet.

                         HICKS
          Then you won't mind if we have a look
          around?
          The Familiar picks up another chicken. Raises the butcher
          knife.

                         FAMILIAR
          Not at all.
          CHOPI The head clatters to the ground.

                         CUT TO:

          EXT. NIGHTSHADE RESERVATION - 30 MINUTES TIL' SUNDOWN

          Priest and Hicks move through the reservation looking for
          clues. Priest goes to the nearest structure, TWO EYES peer
          from a tiny slat. The CRYPT'S FAMILIAR.

                         PRIEST
          We're not going to find anything out
          here...We have to get into the crypts.

                         HICKS
          Not supposed: to do that without a warrant --
          BAMI -- Priest kicks the door in.
          We hear the Familiar SCREECH as Priest steps inside --

          INT. CRYPT - CONTINUOUS

          The light of the sun's never been in here. Probably should
          have stayed this way. Tiny bones-cover the entire floor.,
          excrement smearing the walls.
          The Crypt Familiar cowers-in the corner, shielding his eyes
          from-the light. His body'fishbelly white and sickly.

                         

                         

                         

                         

          36.

                         CRYPT FAMILIAR
          (hissing).
          Got Got You must got Master will be
          angry!
          Nicks is grimacing from the stench. He looks at Priest, not
          happy as he approaches a STONE SARCOPHAGUS. Running his hand
          over it.

                         PRIEST
          Where's the girl?

                         CRYPT FAMILIAR
          PLEEASE please got

                         PRIEST
          No? Maybe your Master will know.

                         CRYPT FAMILIAR
          NOt NOI THE MASTER CANNOT BE DISTURBEDI
          Priest rests his hand against the. atone slab covering.the
          tomb. It must weigh 200 pounds. He moves the slab. Just a
          centimeter -- but the Familiar screeches.

                         PRIEST
          Wh re is she?

                         CRYPT FAMILIAR

                         (SOBBING)
          Please. Please don't hurtmy Master.

                         PRIEST
          Your.Master'll be dead.
          He shoves the slab more, the light rays hanging just outside
          the edge.
          And now The Familiar begins to laugh, a horrible rattling
          sound. Something in his mood has shifted.

                         CRYPT FAMILIAR
          No, i don't think so.
          Hearing a noise, Hicks turns, witnessing a horrible sight
          moving towards him

          THE NIGHTSHADE FAMILIARS
          About ten of them. Real Night Of The Living Dead stuff.
          Makeshift weapons in their hands:. Scythes, Slingblades,
          Buzzsaws.

                         

                         

                         

                         

          3.7.
          Before Hicks can react --

                         A FAMILIAR
          Attacks, BUTCHER BLADE raised. CHOP! the blade buries itself
          in Hicks' arm!

                         HICKS
          Lets loose with a mean roundhouse. Plugging him in the
          chest. in one quick motion he rips the butcher blade from
          his arm, flinging it at the nearest

                         FAMILIAR
          The blade lodges in his skull and he drops like a sack.
          These guys move surprisingly fast -- Hicks is already
          surrounded. He hears a whistling noise as

          A BUZZSAW BLADE
          knifes through the air heading straight for him. He DUCKS,
          the blade whistling past, sawtoothing into the torso of
          another Familiar.

                         HICKS
          Pulls off his COWBOY HAT. Activating a release. With a
          CLICK! thousands- of needle--like teat ext e d fro the brim.
          With deadly accuracy, he flings the hat: It FLASHES through
          the air, DAIS'iWHEELING around a Familiar's neck, pinpricking
          his skin and finally whirling back to Hicks' band likean
          obedient pup.
          A BEAT as the Familiar stands, mouth agape. Then with a wet
          SNAP his head rolls off his shoulders, THUDDING in the dirt.
          Hicks falls to the ground, his wound starting to get the best
          of him. He musters up his strength for another hat attack
          but before he can --

                         PRIEST
          Leaps in front. Blocking his way.

                         PRIEST
          Not yet.
          With a HORRIBLE SCREECH the Familiars attack, LAUNCHING at
          Priest and Hicks. Blades in the air.

                         

                         

                         

                         

          38.
          Priest CHARGES into the frenzy. A juggernaut. His movements
          clean and calculated, bones breaking around him with a wet
          snap, bodies THUDDING at his feet.
          When the dust clears, Priest stands alone... and he is holding
          their weapons.

                         PRIEST (CONT'D)
          Now we can do this easy --
          He tosses the BUTCHER KNIFE, it sticks in the ground a
          hairline from a Familiar's head.

                         PRIEST (CONTID)
          Or we can do this HARD --
          Priest flings another BLADE. This one PLANTS in the leg of
          the Familiar. He HOWLS.

                         PRIEST (CONT'D)
          Where is she?

                         THE FAMILIAR

                         (CACKLING)
          You're too late, Priest --
          He points to the horizon, the last rays of daylight
          disappearing.

                         CRYPT FAMILIAR
          It's our time now.
          We hear a LOW RUMBLE from inside the crypts. Priest looks at
          Hicks, a feeling of dark electricity in the air, anticipation.

                         PRIEST
          They get your gun arm?

                         HICKS
          Why?

                         PRIEST
          You're gonna need it.

                         CUT TO:

          INT. CRYPTS - SAME TIME


          MULTIPLE SHOTS OF
          SLABS on each sarcophagus sliding open. SHAPES roiling in
          the blackness inside. The sound of dark, mewling things.
          Things already sensing trouble in their midsts.

                         

                         

                         

                         

          39.

          EXT. NIGHTSHADE RESERVATION - SAME TIME


                         CRYPT FAMILIAR

          THE MASTERS ARE AWAKING

                         BLACK SHAPES
          BURST from the crypt doorways SCREECHING as they fly into the
          air. Circling above the reservation like a nest of angry
          hornets. Disturbed.
          WHOOSH! One of the figures SWOOPS low, touching to the
          ground. Giving us our first good look at a vampire;
          Wet, white skin.
          Insect clicking claws.
          Black eyes.
          Fangs.
          More creature than human.
          The vampire cackles, sounds like dried paper, its voice a
          series of teeth clicking hisses. as it eyes Priest angrily.

                         LEAD VAMPIRE
          What are you doing here,. Priest... haven't
          you already done enough?

                         PRIEST
          We don't want a fight. We're just
          looking for the girl.
          The vampire sneers and as it speaks the following -- one
          by one, the OTHERS drop from the sky, flanking him. They're
          scraggly, a little undernourished.

                         LEAD VAMPIRE
          Look at us -- Living in ruin, forced to
          feed off the blood of animals. We once
          scoured 'this land. We were warriors...we
          were Gods!

                         PRIEST
          You were murderers.

                         LEAD VAMPIRE
          We were what nature made us.
          (flashes his fangs)
          I recommend you leave immediately...You
          are not welcome here.

                         

                         

                         

                         

          40.
          ONE BLACK FIGURE still flies above. Like a vulture, it
          circles Hicks. Marking him.

                         PRIEST
          We're not going anywhere until you tell
          us where she is.

                         LEAD VAMPIRE
          Then you aren't going anywhere,.
          If there was a tumbleweed in the vicinity this is when it would
          blow by. A tense BEAT then. . .Priest pulls out a BLACK BOOK.

                         PRIEST
          ,,Yea though r walk through the Valley Of The
          Shadow Of Death x will fear no Evil -- "
          The vampires laugh. Fangs glinting.

                         LEAD VAMPIRE
          --'Your words mean nothing to us, Priest.
          And now we see the book's actually hollow on the inside,
          filled with dozens of .little STAR-METAL CROSSES.

                         PRIEST

                         1 - 6 (WHISPERS)
          Forgive me.
          in one quick motion Priest scoops a handful, snapping his

                         WRIST AND

                         THE CROSSES
          CUT through the air, heading straight for the BLACK FIGURE.
          S t SOUEAL.S as the metals; it like hot goals through
          1 err tC erina it apart, the pieces raining' down around
           Hicks, crashing to the ground.
          And then all hell breaks loose.
          The Nightshade Vampires hiss. Bearing their fangs like
          cobras and taking to the air with a SHRIEK. Attacking.
          Frightened beyond shit-all-belief -- Hicks FIRES wildly,
          chasing the creatures with his gunfire. His bullets
          whistling harmlessly through the air.
          WHOOSH! A vampire swoops towards him, fangs bared, claws
          ready to rip.

                         PRIEST

                         

                         

                         

                         

          41.
          Leaps at the creature just in time, driving it to the ground.
          in one brutal motion he. straddles it, twisting its head at a
          horrible angle.
          He turns to Hicks.

                         PRIEST (CONT'D)

          FOCUS.
          And with that he's gone, rolling across the ground like a
          boulder and LEAPING at TWO DARTING VAMPIRES.

                         HICKS
          Dazed, watches as the vampire's body erupts with death
          spasms, arms and legs kicking the air in a violent frenzy
          until finally all life drains away.

                         HICKS
          (under his breath)
          Jesus.
          Another VAMPIRE careens towards him. Coming in low, crawling
          across the ground on all fours. Fangs dripping.
          Hicks FIRES off a mess of bullets, peppering the creature as
          it flails backwards screeching. He snaps out the empty
          shells, reloading almost supernaturally fast, firing off a
          shot that SPLITS the Vampire's throat.
          He twirls the gun, flipping it into his holster.
          This leaves only

          THE LEAD VAMPIRE
          Perched atop his crypt like a gargoyle, raging at Priest and
          Hicks from the depths of hell with at HORRIBLE SHRIEK.
          In full fury, he LEAPS and flies away, the sounds of his
          torment echoing throughout the canyon as he vanishes into the
          night sky.

                         HICKS (CONT'D)
          Should we go after him?

                         PRIEST
          No need. He'll the at first light.
          Priest goes to the Familiars still lying on the ground.
          They're sobbing, having lost everything in the world that
          mattered. Completely wrecked. He grabs one by the scruff of
          the neck.

                         

                         

                         

                         

          42.

                         10 PRIEST (CONT'D)
          No more masters. Just you and me.
          He raises a knife, pressing it to the Familiar's skin.

                         FAMILIAR
          (frightened beyond belief)
          -- The metal beast! She's in the metal
          beast!

                         PRIEST
          Make 'sense.

                         FAMILIAR

                         (JABBERING)
          The smoke. Look for the smoke --

                         SHARP CLAWS
          Suddenly RIP across Priest's back! It's the Lead Vampire,
          back for more. Claws digging into flesh.
          Priest wrenches around and the two go at it. A fierce, feral
          battle. The Vampire's fangs chattering inches from his neck.
          Their bodies lock in a horrible struggle, rolling across the
          Familiars. The Vampire's claws CHURNING into their bodies,
          killing them instantly.

                         THE VAMPIRE
          Throws Priest into a crypt, SMASHING him through the wall,
          flying in after him. We hear the sounds of a BATTLE ROYALE
          from inside. WHUMPI WHUMPI WHUMP! The walls buckle outward,
          sounds like the fury of all hell being unleashed.
          Then, suddenly, and'more disturbingly...,s „ g.
          Hicks takes a step towards the crypt. Gun leveled. But --

                         PRIEST
          Emerges through the hole, exhausted, the LEAD VAMPIRE'S HEAD in
          his hand dangling by its hair.
          He tosses the head and it rolls to Hicks' feet, fangs flashing
          up at him. Hicks stares at the ghastly visage. Unnerved.

                         CUT TO:

                         €�

                         

                         

                         

                         

          43.

          EXT. NIGHTSHADE RESERVATION - LATER

          A giant PYRE lights up the night, fed with the bodies of both
          Familiars and Vampires, Priest and Hicks silhouetted against
          the flames.
          The two are silent, grimly going about their task -- It's
          obvious the skirmish has affected Hicks. Priest notices.

                         PRIEST
          How's your arm?

                         HICKS
          Lucky I guess. The blade didn't go that
          deep.
          (fingering the bandage)
          Don't know what got into those Familiars
          to attack like that. They're usually
          harmless.
          Priest finds a KNIPE clutched in a dead Familiar's hand,
          tucks it in his waistband.

                         PRIEST
          Usually.
          A BEAT as they listen to the popping of the fire. A tension
          hanging between them. Then -

                         HICKS
          You did this on purpose, didn't you? You
          knew we wouldn't. be out before sundown.
          You wanted this to happen.

                         PRIEST
          You don't have the stomach for it --head
          back to Haibridge right now.
          Hicks glares at Priest.

                         HICKS
          The stomach I got. I was in the Rangers
          two years. Even fought in the Boondock
          Uprising...I saw some crazy things.

                         HORRIBLE THINGS

                         (SOFTER)
          I just ain't never seen anything like
          this.

                         PRIEST
          Killing a vampire isn't like killing a
          man. They come at'you like an animal.
          Tooth for tooth.

          .(MORE)

                         

                         

                         

                         

          44.

          'PRIEST (CON'Y'' D)
          Claw for claw -- Blood, skin, bones.
          6 They take all of it.

                         (BEAT)
          If you let `em.
          Hicks studies Priest, in the firelight he looks tired. Old
          even.

                         HICKS
          it comes easy to you... don't it?

                         PRIEST
          What?

                         HICKS
          Killin'.

                         PRIEST
          it just comes. Easy's got nothing to do
          with it.
          He pokes at the fire, it CRACKLES, feeding off the bodies.
          Something about the battle's opened him up. His guard's down.

          PRIEST (CONT' D)
          I take no pleasure in it. Killing. I
          know I've done more than my share --
          Whatever they do to me I have it coming.

                         HICKS

                         (REALIZING)
          You think they took her because of
          you... don't you?
          Priest stands. Cracks his neck.

                         PRIEST
          Give me your gun.

                         HICKS
          What?

                         PRIEST
          Give me your gun.

                         HICKS
          Why? You gonna shoot me now?
          Priest's stare is piercing. A pause then Hicks pulls his six
          shooter, handing it to him. Priest checks the chambers,
          giving it a quick spin.

                         0

                         

                         

                         

                         

          45.

                         PRIEST
          Don't anticipate the trajectory of your
          target. Know it.
          He stomps his foot into the fire, launching a GLOWING COAL OF
          ASH into the air. Priest quickly raises the gun and FIRES,
          the ash explodes, raining fiery red sparks.

                         HICKS
          You're teaching me to shoot?

                         PRIEST
          I'm teaching you to kill vampires. No
          more wild shots --

                         HICKS
          My ass I In case you didn't notice I was
          pretty damn good out there! And I sure
          as hell didn't see you doin' much when I
          had that blade buried in my arm.

                         (SPITS)
          Must've been too busy "focusing".
          Priest hands the gun back to Hicks.

                         PRIEST
          There's always-two points. A and B.
          Know the points and you'll know your
          target.

                         HICKS
          Ain't nothin' but a bunch of bullshit.

                         PRIEST
          I see ten crypts ...but only eight
          vampires. We find the missing, we'll
          find-Lucy.' What's the next nearest town?

                         HICKS
          Jericho. It's clear across the Plains.
          Gonna be a rough ride.

                         PRIEST
          Then you better get a good night's sleep.
          This bunch was easy, their bloodlines
          watered down by man.

                         (BEAT)
          Whoever took Lucy was a whole different
          breed.
          He tosses another body on the fire, tiny sparks floating into
          the night as --

                         

                         

                         

                         

          46.
          We hear the Banshee call of a STEAM WHISTLE, sharp and shrill
          as we CUT TO:

          EXT. DUNKIRK RAIL - NIGHT


          A STEAM LOCOMOTIVE
          Bearing down like death itself, teeth of the behemoth's grill
          leering: like a skull. Thick clouds of heavy smoke burst from
          its blast pipe, rails SQUEALING as the train RACES past.
          There re no Windows, just an unblinking black juggernaut,
          midnight willed into.a steel and iron frame. Terrifying.

          INT. TRAIN - CONTINUOUS

          As the cars BLAST PAST THE CAMERA we see each is filled with
          rows of BLACK COFFINS. A TALL FIGURE walks between them,
          wearing a BLACK TOP HAT AND CAPE.
          We only see 12im from behind.
          PALE ARMS reach from within the coffins, fingers touching the
          hem of the Figure's cape as he walks past.
          • A FAMILIAR approaches.

                         FAMILIAR
          A man came on board at the last stop.
          Says he has something for you.
          The Figure nods. We-FOLLOW as he continues to the back of
          --- the car, sliding open the door

          INT. DINING CAR - CONTINUOUS

          Fine china on oak tables. The SNAKE OIL SALESMAN we saw back
          in Halbridge sits, nervously, in a plush chair. Candles
          light the car, casting the room in a surreal flicker.

          SNAKE OIL SALESMAN
          You told me tQ come to you if I had any
          information.

                         (SMILES)
          I have some.
          Silently, the Figure sits down across from him.

          SNAKE OIL SALESMAN (CONT'D)
          But before I tell you...and I hate to bring
          this, up -- there is the small matter
          regarding compensation.

                         (LEANING FORWARD)

                         (MORE)

                         

                         

                         

                         

          47.

          SNAKE OIL SALESMAN (CONT'D)
          Now your group's been REAL good for
          business so, of course, I'm willing to cut
          you a deal
          The Figure suddenly. LUNGES, grabbing the salesman by the
          throat, teeth clicking inches from the man's neck. WE STILL

          DO NOT SEE HIS FACE.

                         BLACK HAT
          I can SMELL the blood racing through your
          veins... Smells like dinner.
          The salesman starts to shake.

          SNAKE OIL SALESMAN

                         (VOICE QUAVERING)
          A-After you snatched that girl outside
          Haibridge...two nights later -- a Priest
          s-showed up.

                         BLACK HAT
          A Priest?

          SNAKE OIL SALESMAN
          He was meetin' with the local sheriff. A
          real shitkicker -- Booted me out of town
          before I could make a single sell.
          A pause..,.and then the Figure laughs. The salesman not sure
          how to react.

          SNAKE OIL SALESMAN (CONT'D)
          W-What's so funny?
          The Figure BURIES his teeth in the man's neck, taking a deep,
          deep drink, having his fill, dropping the body to the floor
          with a thud.
          THE CAMERA CONTINUES TO FOLLOW as the Figure walks to the
          back of the car, sliding open the door --

          INT. ASSEMBLY CAR - CONTINUOUS

          A sliver of light lands on

                         LUCY
          Lying on the floor, her face streaked with tears. Vestiges
          of the girl we met earlier already lost.

                         LUCY
          I won't tell anyone if you let me out...I
          promise.

                         (MORE)

                         

                         

                         

                         

          48.

                         LUCY (CONT'D)

                         (NODS)
          10 I won't even go to the police.

                         BLACK HAT
          You're in here for your own
          protection...If I let you out of this car
          you'll be torn apart a piece at a time.
          He walks to her, face still hidden in shadow. She starts to
          cry, pulling back to the wall. Angry.

                         LUCY
          My uncle's a Priestl one of the best.
          Hooll corns after youl
          The Figure laughs. Bending down to her level --

                         BLACK HAT
          I'm absolutely counting on it.
           And now we get our first look at her captor. A cross tattoo
          h s adows his face.
           The mark of the Priest.

                          CUT TO:

           EXT. CEMETARY (HALBRIDGE) - DAY

          ENGINES SCREAMING Priest and Hicks BLAZE across the playa.

          A SERIES OF SHOTS
          WE WATCH as the sun crests the horizon and rises quickly
          across the sky. Clouds whip past at incredible speeds, time
          unfolding like a hallucinogenic until we're faced with --

                         THE PLAINS
          They sit parked on a bluff, the emptiness making Hick's eyes
          ache. A more desolate view couldn't be found in all of hell.

                         HICKS
          Walkin' Pete talked about this place --
          said it. used to be really somethin'.
          Everythin' growin' green as a goddamn
          dollar bill.
          (snorts).
          'Course we had to go and screw it up by
          poisonin' everythin' -- nothin' pretty
          survives this world ...nothin' decent
          anyways.

                         (FROWNS)
          Just wish I could'a seen it.

                         

                         

                         

                         

          49.
          Priest pulls out a canteen of water, takes a sip. Hands it
          k7) to Hicks.

                         PRIEST
          How's your arm?

                         HICKS
          (hiding it from him)
          Sore. Cut's still open.
          As Hicks hands the canteen back, Priest suddenly grabs his arm
          it's completely healed. Not even a scar.

                         PRIEST
          You're a halfbreed.
          A BEAT as Hicks looks to the ground, when he speaks, it's in
          a voice just below his breath.

                         HICKS
          My grandmother... she was raped. Nobody
          knows -- It's recessive in my family. No
          bloodthirst. No light sensitivity. I'm
          not proud... but it's a part of me. Ain't
          nothin' I can do.
          (looks at Priest)
          I woulda told you...just didn't want you
          treatin' me no different.
          It hangs there. the'silence stretching like a rope,then
          Priest REVS his cycle; a flurry ofdust kicking up as he speeds
          away. HOLD ON HICKS -- Eyes stinging, he watches Priest.
          Finally he starts his bike, following.

          EXT. WASTELAND (THE PLAINS) - DAY


          A SERIES OF SHOTS AS -
          A. Priest inspects a TIRE TREAD in the sand, a cluster of
          clouds gathering in the sky behind him.
          B. A PAIR OF CRACKED BLACK GOGGLES half-buried in the dust.
          The kind used by a motorcycle rider.
          C. Hicks pulls a TORN PIECE OF CLOTHING (LUCY'SDRESS?)
          stashed in a rock crevice, he holds it up to Priest, GUNNING
          his engine as we CUT TO --

                         

                         

                         

                         

          50.

          EXT. WASTELAND (THE PLAINS) - LATER

          Priest and Hicks' BARRELING through the dust. Up ahead,
          something materializes in the desert --

          A TIN STRUCTURE
          Must be a mirage. Hicks blinks, can't believe his eyes. It
          looks abandoned.

                         HICKS
          Gotta be a desert rat.
          They park their bikes about twenty feet from the rickety
          structure, Hicks stepping off his bike and approaching.
          Carefully.

                         HICKS (CONT'D)
          Let me do the talkin'. The sun has a way
          of cookin' these people's brains so they
          ain't quite right -
          BANG! A rifle shot kicks up dust at Hicks' feet.

          VOICE (0.3.)
          Hold it right there, mistert
          Hicks freezes.
          A BEAT as. the front of the shack shows only a doorway hidden
          in shadow...thenan OLD MAN emerges, Rifle in hand. He COCKS
          it, making a bead for Hick's head.

                         OLD MAN
          Take another step and you'll be meetin'
          the Lord directly.

                         HICKS
          Easy now old timer. I'm a sheriff.
          The old man snorts, spitting a thick stream of tobacco,. it
          sizzles when it hits the dust.

                         OLD MAN
          Ain't no law out here but my own.
          Calm and cool, Priest shifts in his seat, drawing his gaze.

          THE MAN'S EYES WIDEN
          Seeing Priest clearly now for the first time.

                         

                         

                         

                         

          51.

          OLD MAN (CONT'D)
          Praise The Lord.
          Total attitude adjustment. He lowers the Rifle and smiles --
          revealing a gap tooth smile wide enough to drive a herd of
          cattle through.

                         CUT TO:

          INT. TIN SHACK - DAY

          A dusty PHONOGRAPH playing a recording of an old-time
          spiritual, the record warped from the heat, distorting the
          voice as THE CAMERA PANS PAST hundreds of homemade CRUCIFIXES
          haphazardly nailed across the wall.

                         OLD MAN
          Cleaned the place up a bit. Been years
          since I had any kind of company 'sides
          jackrabbits but I knew you was comity' --
          Dreams don't lie.'
          Ignoring Hicks, the old man pours BLACK TEA into a rusty can,
          handing it to Priest.

          OLD MAN (CON'S I D)
          Most people don't remember what you folk
          done -- Don' t WANT to remember. But I
          do. I know what you can do.
          (making the sign of the cross)
          You are God's mighty sword fused into
          flesh. One of the chosen.. Touched by
          His very ha nd so peace could finally come
          to this cur sed land.
          Hicks snorts.

                         HICKS
          Sounds like a bunch of religious mumbo
          jumbo to me.
          The old man stares fixedly at Priest.

                         OLD MAN
          Now you tell the Clergy this here is an
          authentic miracle, I want it registered.
          It's mine.

                         PRIEST
          Miracle?

                         

                         

                         

                         

          52.

                         OLD MAN
          The Angels. Never seen so many loot
          souls, breaks my heart just to think of
          it. This ain't no place for nothin'
          divine.
          The man's fevered belief unsettles Priest, he's unsure how to
          respond.

                         PRIEST
          You saw angels?

                         OLD MAN
          Sure as chit.

                         PRIEST
          How many?

                         OLD MAN
          Don't know, too many to count. Hundreds.
          Thousands. Some nights the sky was so
          thick you couldn't see the stars.
          His eyes suddenly light up, remembering something.
          i OLD MAN (CONT'D)
          Here! Look at this --
          He goes to a shelf, it's been turned into a MAKESHIFT SHRINE --
          rw=ging through a jumbled collection of crucifixes, yellowed
          photographs, collected junk.
          He pulls out a GLASS JAR containing SOMETHING MISSHAPEN
          floating in murky water, the old man proudly showing it to
          Priest and Hicks.

                         HICKS
          What is it?

                         OLD MAN
          It's their spoor! They'd be flyin' above
          and this stuff would drop from the sky
          like manna.

                         HICKS
          That's angel shit?

                         OLD MAN
          Scooped it up myself.
          (offering it to Hicks)
          You wanna hold it?
          Hicks backs away, shaking his head.

                         

                         

                         

                         

          53.

          OLD MAN (CONT'D)
          Suit yourself.
          Priest still doesn't know what to make of the man but he
          senses something to be gained. He tries changing the subject.

                         PRIEST
          These angels...di.d you ever see them
          during the day?

                         OLD MAN
          No, I reckon'. that's when they'd go back
          home for some shut eye -- Gettin' the
          world ready for the rapture takes a lot
          of work. Praise God.

                         PRIEST
          Home?

                         OLD MAN
          The castle -
          .:,He:points out the window, far away, atop a craggy peak sits
          the -remains of a CASTLE --

          OLD MAN (CONT'D)
          Beautiful place. Wonder of the world. I
          used to watch `em every night, takin' to
          the sky in all of God's glory,

                         (LEANS FORWARD)
          I never would disturb `em though. God's
          children like their privacy.
          He winks, smiling that crazy smile. Priest considers the
          possibility of a lead here -- but Hicks just gazes at the old
          man like he's nuts as we CUT TO:

          EXT. TIT' SHACK - LATER

          The boys mounting up their bikes, about to head out. The old man
          approaches Priest.

                         OLD MAN
          Wait! I want you to have somethin'
          before you go
          He presses a HOMEMADE CROSS into Priest's hand. It's a real
          beauty, flecked with colored stones. A lot of love and care
          went into this one.

                         

                         

                         

                         

          54.

          OLD MAN (CONT' D)
          Remember, a man comes into this world
          with one thing. His soul. He's lucky if
          he's still got it when he leaves.
          Priest pockets the cross, REVVING his cycle and with a final
          nod -- he and Hicks speed into the wasteland. The old man
          watches, his cracked face squinting as the sun flashes off
          the metal of the machines.

                         CUT TO:

          EXT. DUNKIRK RAIL (WASTELAND) - DAY

          The vampire train shooting down the track, blown tumbleweeds
          catching the scrub brush as it races by.

          INT. TRAIN CAR - SAME TIME

          Lucy is on her knees, scratching her nails against the wood
          floor. Testing it. Splintery shards come up in tiny clusters.
          From outside,.:the sound of a padlock opening, a chain
          dropping to the floor. Lucy quickly sits, making innocent.
          A SERVANT FAMILIAR enters, carrying a tray of food, his eyes
          grotesquely roam Lucy's body.
          Lucy smiles sweetly, taking the tray.

                         LUCY
          Thank you.
          The Familiar turns to leave.
          WHAPI Lucy SLAMS the tray over his head and he collapses to
          the floor.
          She makes a run for it. But the Familiar manages to grab her
          ankle.knocking her down, she kicks at him as he holds fast,
          hissing.
          Two more FAMILIARS run in and grab her arms, wrestling her to
          the floor. She struggles furiously but it's no use, she
          screams as we CUT TO:

          EXT. CASTLE - LATER

          A sad collection of crumbling stone walls and turrets. All the
          more surreal for rising up in the absolute nothing of the
          wasteland.

                         €�

                         

                         

                         

                         

          55.
          Priest and Hicks stand, surveying the ancient ruin. Hicks
          can't help but laugh.

                         HICKS

                         (SARCASTIC)
          Yep. Truly a wonder of the world...good
          thing we listened to the fossil. Don't
          know how we'd find Lucy without him.

                         PRIEST
          Vampires sometimes use abandoned
          structures as a perch.
          (looks at Hicks)
          Watch for booby traps.
          And with that he enters the--

          EXT. CASTLE COURTYARD - CONTINUOUS

          Desert shrubs sprout like weeds between the stones, once
          proud turrets rotting to dust, everything bleached by the
          weather. Whatever this place was -- the desert owns it now.

                         HICKS
          Why we listen' to that crackpot? Crazy
          fucker's so blinded by faith he's
          batahit. That's called a zealot in my.
          book.

                         (BEAT)
          I'm startin' to think you might be one
          yourself. You ever think bout that?
          Priest doesn't respond, squinting his eyes.
          At the opposite end of the courtyard is an opening. It
          leads into a CHAMBER of some kind.

          INT. CASTLE CHAMBER - CONTINUOUS

          Musty. Cool. Dark. Walls rising high into a cone as
          sunlight streams in from an opening in the top. Hicks and
          Priest enter, stepping carefully over PILES OF (GARBAGE
          littering the floor.

                         HICKS
          This is bullshit. Lucy's been gone five
          days'-- every stupid minute we waste here
          is a minute more she gets farther-away.
          Priest turns and sees a STONE STAIRCASE, uneven steps leading.
          downwards...too dark to tell where though.

                         

                         

                         

                         

          56.

                         PRIEST
          Stay here. If anything comes up the
          steps that isn't me -- Shoot it.
          Before Hicks can reply,.Priest heads down the stairs, darkness
          swallowing him with every step.

                         HICKS
          Great.

          DOWN THE STAIRS
          The air seems thicker here, the darkness claustrophobic.
          Enveloping. It takes a moment for Priests' eyes to adjust.

                         A CATACOMB
          Actually more a cave. Miles and miles. Twisting, jagged and
          moist. Endless corners, weaving into a dark and hideous maze.
          Priest heads into it

          INT. CASTLE CHAMBER - SAME

          Frustrated, Hicks kicks at the garbage.
          There's something underneath.
          He brushes aside the refuse, uncovering a . bunch' of SMALL
          WHITE SHAPES, breath catching as he realizes what it is:
          Bones.

          INT. CATACOMB - SAME

          It's quiet.
          Priest moves through the darkness, footsteps not even a
          whisper, heading deeper and deeper into the labyrinth as

          INT. CASTLE CHAMBER - SAMB

          Hicks is now at the chamber wall,'running his hand along it,
          feels grooves lining its surface.
          Stepping back, he sees they form an image-of some kind. Hard
          to make it out in the darkness.
          He leafs through the garbage, pulling out a piece of BROKEN

                         GLASS AS

                         

                         

                         

                         

          57.

          INT. CATACOMB - SAME

          Priest turns a jagged corner and looks down the longest, most
          narrow tunnel yet. A light shines at the end. A TORCH.
          Flickering gently.
          A SHADOW brushes past the light, moving so fast it barely
          registers. Could just be a trick of the eye. Or not.
          Priest moves towards it.

          IT. CASTLE CHAMBER - SAME
          Hicks angles the broken glass under the light, reflecting a
          faint beam onto the wall, revealing a HUGE CARVING cut into

                         THE STONE:
          1L0Z.J.PIf .! i
          Primitive but very creepy. We linger on the image, the
          terror of the people, the viciousness of the creature. Truly
          horrific.

          INT. CATACOMB - SAME

          Quiet. Just the low how], of a breeze moving through the
          tunnel.
          Priest walks into an ANIMAL PEN of sorts, a hay-like
          substance covering the floor, the smell of something bestial.
          He,covers his nose, looking around, something in the corner
          catching his eye ---

                         TWO BODIES
          splayed across the ground like rag dolls. He crouches to
          take a closer look...

          WHAM!
          SOMETHING. barrels into him with superhuman force!
          Acting on instinct, Priest FOLDS AND ROLLS. Kicking the
          thing off him and PUSHING off the wall for a blistering
          recovery.
          Whatever it is, it's fast. Quickly countering for every move
          he gives, neither able to get the upper hand. Too dark to
          make out what it is.
          Priest locks his arms around the shape's arms, SLAb24=G it
          against the wall, illuminating it under the torch light.

          IT'S A FEMALE PRIEST

                         

                         

                         

                         

          58.
          o A BEAT as they stand staring at each other, unsure what to
          say. The cross tattoo covers her face, shadowing fierce
          eyes. Every inch a warrior.
          Time seems to stop for these two. Their whole dark history
          their bend -- passing between them in one glance.

                         PRIESTESS
          How did you find me?
          Priest doesn't reply. She narrows her eyes, suspicious.

                         PRIESTESS (CONT'D)
          Did the Clergy send you?

                         PRIEST
          No.

                         (BEAT)
          Why would they?
          She nods towards the bodies, we now see tb=1re.-VAMPIRZ-

          CORPSES.

                         PRIESTESS
          I've been busy.
          Off Priest's reaction we CUT TO:

          INT. CASTLE CHAMBER - SAME TIME

          Hicks looking up to see the light; from the hole in the
          geilingwinkinc_out. The sun is setting.
          Slipping, he drops the piece og glass, cutting his finger.
          Drawing blood.

                         HICKS
          Shit.
          He wipes the blood on his pants, not noticing as a A LARGE
          SHAPE looms in the archway behind him...

          INT. CATACOMB - SAME

          The two warriors eye each other, the. air heavy between them.

                         PRIESTESS
          If you didn't come for me...why are you
          here?

                         PRIEST
          I should be asking you the same question.

                         

                         

                         

                         

          59.
          The bestial smell stings their nostrils, smells good.

                         PRIESTESS
          There's another one around here
          somewhere.

                         PRIEST
          Where?

                         PRIESTESS
          I don't know...but it's not like the
          others.
          They're interrupted by the sound of GUNFIRE echoing off the
          tunnel walls. Priest turns.

                         PRIEST
          Hicks.
          He starts down the tunnel. The Priestess quickly following.

          INT. STAIRS LEADING INTO THE CATACOMB - NIGHT

          Hicks is sprawled at the base of the stairs, bloodied and
          bruised. Both guns pointed at

          THE TOP OF THE STAIRS
          SOMETHING is lurking. A hulking shadow, sounds like a rabid
          bull. We catch the TIP OF A CLAW scraping at the stone floor.
          Priest approaches from down the tunnel, senses on full alert.

                         PRIEST
          It's too big to fit down here. That's
          why you're still alive.

                         HICKS
          What the hell is that thing?I

                         HICKS
          I'm not stupid. Vampires don't look like
          that.

          PRIESTESS (0.8.)
          They used to.
          The Priestess steps out from behind Priest. Startling Hicks.

                         

                         

                         

                         

          60.

                         HICKS
          Who the hell are you?! (7,
          She doesn't even bother to respond,.just shooting a look as
          the two warriors bound

          UP THE STEPS
          Charging into battle. Priest BURSTS from the stairway
          LEAPING up and over as the Priestess rolls off to the side.
          He-lands beside her, the two turning to face down --

                         THE VAMPIRE
          A fearsome creature -- much more terrifying than the
          Nightshade variety. Bigger, more ferocious. The ancient
          cousin to the more modern vampire.
          The beast opens its mouth and lets loose with a SCREAM, its
          breath vile.

                         THE PRIESTS
          Split up. The Priestess LEAPING to the stone wall and
          climbing up the rock. Priest goes the opposite way, ROLLING
          across the floor, keeping low.

                         I

                         THE VAMPIRE
          With a screech, goes for the Priestess. Crawling up the wall,
          hunched like a rat, talons ferociously . digging, into: rock.
          Coordinating an attack wordlessly, the Priests make their move:

                         THE PRIESTESS
          Lets go of the wall, PLUMMETING straight towards the vampire,
          the creature FLASHING its fangs in anticipation.

                         PRIEST
          Leaps from below, darting up the rock, taking advantage of
          the distraction, landing on the creature's back and wrapping
          his arms around its neck. Going for the deathlock.
          With a SHRIEK the creature WHIPS its head with crack force
          sending Priest flying. The Priestess, still in mid-drop,
          CATCHES him and they both hit the ground with their feet.

                         PRIESTESS
          Should we lead it into open air? More
          room to. maneuver.

                         

                         

                         

                         

          61.

                         PRIEST
          Better to keep it contained.
          The vampire's lathered into an animal frenzy now, wailing and
          scuttling around the circular wall in crazy patterns.
          Suddenly -- with a stone shattering BOOM! it BURSTS through
          the hole, FLYING out into the night.

                         PRIESTESS
          Or not.
          They race outside.

          EXT. CASTLE COURTYARD - CONTINUOUS

          The Priests look up to find the vampire clawed around a
          turret, shadowed in the moonlight.
          WHOOSH!. Great leathery wings unfold from its back as it
          SWOOPS low, coming in for the'kill.

                         PRIEST
          Darts behind a boulder just in time. The creature's talons
          SCRAPING at the rock before it soars back to the sky,
          He pulls out his bible, grabbing and tossing a handful of --

                         THROWING CROSSES
          CUTTING through the air, sparkling in the moonlight,
          beautiful. BUT
          They BOUNCE harmlessly off the creature's wings, knifing back
          to the ground, imbedding deep in the stone, Priest having to
          nimbly: dodge his own weaponry.
          THE CREATURE HOWLS! Blazing straight for him.
          Undaunted. Priest looks at the Priestess and folds his hands
          into the prayer position, leveling his breath, pulse slowing
          as the screaming beast bares down like a freight train!

                         THE PRIESTESS
          Quickly scoops up TWO LARGE ROCKS -- HURTLING them towards
          the vampire. HER EYES LOCK WITH PRIEST'S as she too folds
          her hand, into the prayer position.

          RY „NG GOES BLACK
          Silence. Then --

                         

                         

                         

                         

          62.
          The sound of a heartbeat.
          The juncture between instants. A fissure.
          A BRIGHT FLASH -- we see Priest LEAPING through the air --
          EVERYTHING AROUND HIM FROZEN -- the creature, the rocks, the
          Priestess.

          EVERYTHING GOES BI CK
          A BRIGHT FLASH again -- and now Priest is using the frozen
          rocks as STEPS -- LAUNCHING his body until he is above the

                         CREATURE --

          �1�_ M, .Q
          A BRIGHT FLASH again -- and now Priest is ON the behemoth, he
          pulls out the FAMILIAR'S KNIFE, twirling it in his hand --
          EVERYTHING GOES BLACx
          And WHAM1 we fuse back into real time as the creature CRASHES
          to the ground. Its DECAPITATED HEAD rolling to a stop, face
          frozen in a horrible rictus.

                         A BEAT

                         O
          as the world seems to hold its breath then --
          Priest lands in a crouch, dropping next to the Priestess, her
          hands still locked in the prayer position. She turns to him.

                         PRIESTESS
          Not bad.
          Suddenly the CREATURE'S BODY erupts into ablistering death
          spasm! Talons clacking like STRAIGHT RAZORS, flailing
          dangerously close to the two of them.

                         BAMI
          A single bullet. pierces its heart and the body collapses with
          a THUD. Once and for all -- dead.
          ANGLE ON HICKS in the archway, smoke coming off his gun. He
          looks at the Priests.

                         HICKS
          Point A...meet point fuckin' B.
          He smiles, twirling his six shooters back into their holsters.

                         CUT TO:

                         

                         

                         

                         

          63.

          EXT. COURTYARD - LATER

          Hicks examining the fallen creature, poking at the carcass
          with his gun. In some crazy, distant way he's related to
          this thing.
          He raises his hand, comparing it to the beast's talon.
          Shakes his head.

          ATOP THE CASTLE WALL
          Priest and the Priestess stare out at the Wasteland,
          uncomfortable with looking at each other.

                         PRIEST
          This was a Pureblood.

                         PRIESTESS
          we both know that's impossible -- They
          haven't existed for a millennium.

                         (BEAT)
          What's going on here?

                         PRIEST
          .I don't know.
          A BEAT filled with awkward silence -- when the Priestess
          kt� speaks it comes as a relief for both. An unloosening of
          things long held tight.

                         PRIESTESS
          Sector Seven was the only place I could
          find work. Waste Management.

                         (BEAT)
          Nobody else would hire me. %No
          applicable skills.&

                         PRIEST
          I heard that one too.

                         PRIESTESS
          A week ago, a family camping out on the
          Perimeter approached me --.Told me
          vampires were terrorizing their village
          and that the government wouldn't do
          anything about it.

                         PRIEST
          Did you go to The Clergy?

                         PRIESTESS
          They wouldn't see me,

                         (LOOKS DOWN)

                         (MORE)

                         

                         

                         

                         

          64.

                         PRIESTESS (CONT'D)
          By the time I got to the village it was
          completely razed. Nothing left. Women.
          Children. All dead ...they didn't even
          bother to feed.

                         (BEAT)
          I've been on their trail ever
          since...could be the same group who took
          your niece.

                         PRIEST
          Could be.
          The Priestess glances towards Hicks.

                          PRIESTESS
          Does the lawman know what you'll do if
          you find her?

                         PRIEST
          He knows.

                         PRIESTESS
          He'll try to stop you.

                         PRIEST
          He won't be able to.
          She pauses a moment, regarding him.

                         PRIESTESS
          You know, some nights I still dream we're
          back on the frontlines ... I wake up, I'm
          sweating... my muscles all clenched like
          I'm ready for something -- But I don't
          know what.

                         PRIEST
          Me too.

                         PRIESTESS
          Nights like that ...I don't go back to
          sleep.

                         (BEAT)
          But on other nights ...the good nights
          I dream about other things.

                         PRIEST
          ..Like what?

                         PRIESTESS
          You.
          Priest stares at her, not sure what to say. Lucky for him,
          the moment gets interrupted by --

                         

                         

                         

                         

          65.

                         HICKS
          (shouting from below)
          - Hey.you guys better get a look at thisl
          The warriors lock eyes, knowing something's been started --
          but.unsure of what.
          They head down the stone steps.

                         CUT TO:

          EXT COURTYARD - MOMENTS LATER
          Hicks is lifting up one of the creature's wings. There's
          some sort of BLACK MARK on its skin.

                         PRIESTESS
          it must be a birthmark of some kind.

                         HICKS
          That ain't no birthmark -- it's a brand.
          The Priestess studies the mark, something about it making her
          skin crawl. Maybe because it's in'theshape of a top hat.

                         PRIESTESS
          There's something else you need to see...

                         CUT TO:

          INT. ,CATACOMB

          Carrying a torch, the Priestess. leads Priest and Hicks
          through the maze, the deeper they go the more subterranean it
          feels. Bowels of the earth.

                         PRIESTESS
          I found this just before I was attacked -

          AN UNDERGROUND CHAMBER
          Huge. Cavernous. Our group appearing as tiny shapes set
          against the awesome scale of the place. Hundreds of LARGE
          HOLES gouged into the walls, stretching as far as torchlight
          allows. An incredible sight.

                         PRIEST
          It's a tomb. Big enough for an army.

                         HICKS
          Guess they're not as endangered as
          everyone thought.

                         (MORE)

                         

                         

                         

                         

          66.

          A HICKS (CONT'D)

                         (BEAT)
          0 But where'd they go?.
          We hear a LOUD SHRIEK - and a MASSIVE SWARM OF BATS sweep
          through the depths of the chamber, black wings fluttering.

                         PRIEST
          Only one way to find out...

          INT. CAVE - LATER

          Our group moving deeper into the dark cavern, a moan of wind
          echoing off the gorge wail behind them, massive black
          stalactites hanging overhead. Very creepy.
          They move quickly, Priest ahead of the other two. Hicks
          gazes at the Priestess, admiring her body. Any man would.
          He works up his courage and approaches her. Quietly.

                         HICKS
          Are Priests allowed to, you know...have
          relations?

                         PRIESTESS
          We take a vow of celibacy at inception.
          Hicks can't be sure -- did she just look at Priest when she
          said that?

                         HICKS
          Look...I was uh, wondering --. how did he
          do that little stunt back there?

                         PRIESTESS
          All Priests can do it.

                         HICKS
          Including you?
          She nods.

                         HICKS (CONT'D)
          So what's the trick?

                         PRIESTESS
          No trick. You just have to remember.

                         HICKS
          Remember... what?

                         PRIESTESS
          Time is relative.

                         

                         

                         

                         

          67.
          Priest snaps up his hand, cutting off their conversation,
          something strange up ahead -- He slowly moves forward, the
          tunnel sharply dropping, feeding into a --

                         HUGE CHAMBER
          Not like the cave, this is more earthen. Like the inside of a
          wasp nest, curved walls made of dirt and spit, Priest covering
          his nose and mouth as he's hit with a massive stench.

          A GIANT SHADOW
          Looms before him, we_don't see what it is.
          As the Priestess and Hicks enter the chamber, Hicks coughs,
          reeling from the smell, the Priestess wrapping a cloth around
          her mouth -- the CAMERA focusing only on theirexpressions as
          they take in the horrible spectacle before them.

                         PRIEST
          You said the next nearest town was
          Jericho.

                         HICKS
          Yeah.

                         PRIEST
          Then we better go see.

                         HICKS
          . See what?

                         PRIESTESS
          -- What they left of it.
          PUSH IN ON HICKS -- knots of rope tightening in his
          stomach... only now realizing how truly black the path before
          him will be.

                         CUT TO:

          EXT. DUNKIRK RAIL - DAY

          The NIGHT TRAIN thundering across the rails, almost obscene
          in the bright sunlight. An intruder from the darkness
          We hear a SCRATCHING sound, something scraping. Heavy
          breathing as we MOVE INTO...

          INT. ASSEMBLY CAR - SAME

          THE SERVANT FAMILIAR slides the door open, carrying food for
          Lucy, no tray this time.

                         

                         

                         

                         

          68.
          But she's not there.
          He SCREECHES, dropping the-food as he runs to a HOLE ripped in
          the wood floor, smatterings of blood around the edges. It's
          not very big, just enough for a small body to fit through.
          The Familiar sticks his head through the opening and -,-

                         RAILROAD TRACKS
          CLACK past at a furious speed, inches from his head! The
          noise is deafening..

          LUCY (0.S.)
          Hey...
          The Familiar turns -- Lucy's perched inside one of the JOISTS
          lining the underside of the train.
          KRACKI- She lets loose with a well-placed KICK, snapping his
          head back so he catches on the track. With ascream, he's
          quickly SUCKED out the train, pulverized on the track.
          Lucy's covers her mouth, her nails an ugly bloody mass.
          She's come this far, time to go the rest.
          She manages to carefully crawl from joist to joist, moving
          along the underside of the train, her body just centimeters
          from the passing track.

                         OHB SLIPS
          Catching herself just in time. Her eyelids practically
          brushing the wood.
          Taking a deep breath, she manages to hoist herself through
          the rest of the way finally making it to the CABOOSE.
          She pulls herself up onto the back of the car. Now what? The
          train is blazing past the wasteland at an incredible speed.
          Only one thing to do.
          She makes the sign of the cross, closes her eyes and JUMPS

          EXT WASTELAND (EDGE OF THE PLAINS) - DAY
          A dustorm.
          The plain's a shifting veil of sand, parting to reveal a
          vista of dunes, wind shipping across them.

                         

                         

                         

                         

          69.
          As quickly as it opened the veil closes again, shifting to
          reveal OUR TRIO plowing through, blast goggles and
          respirators covering their faces. The Priestess riding a
          cycle identical to Priest's.
          In the distance we can make out a cluster of structures as
          they arrive at Jericho.

          EXT. JERICHO - DAY

          Riding into town. The storm making it difficult to see
          anything as they idle onto main street. It's deserted -- The
          only sound a saloon door creaking noisily in the wind.
          Ominous signs left in the vampires' wake are everywhere --

          BROKEN DOORS, SHATTERED WINDOWS, OVERTURNED VEHICLES.

                         PRIEST
          We separate. Go through each building,
          see what we find.

                         HICKS
          I'll start with the sheriff.

                         PRIESTESS
          Be careful. Just because it's daylight
          doesn't mean it's safe.
          Hicks nods, tightening the twin BANDOLEERS across his chest.

          EXT. JAIL DAY

          Everything is eerily quiet, just the sound of the wind.
          Hicks crouches just outside the door, examining SPENT SHELL
          CASINGS littering the walkway. He pulls out his six-shooter,
          pushing the door open with his gun, stepping inside --

          INT. JAIL CONTINUOUS

          The place is a mess.
          DUST BLOWN IN FROM THE STORM COVERS EVERYTHING, broken
          furniture scattered everywhere, glass littering the floor.
          Whatever went down here -- someone put up a hell of a fight.

                         HICKS
          'Damn.
          He shakes his head, heading towards the holding area as --

                         

                         

                         

                         

          70.

          INT. BROTHEL - SAME TIME

          The Priestess walks in, flurries of yellow dust swirling in
          her wake, filling the room.
          if the jail was a disaster zone, this place is just plain
          creepy. Red sofas, red curtains, hell, even red wine.
          Everything set up for a great time...just no people.
          A PIANO sits nestled in the corner, she walks to it and runs
          her finger across the dust covered keys.
          It comes up wet and red. Blood.

          MUSIC SUDDENLY BURSTS FROM THE PIANO
          The plinking keys playing by themselves, activated by
          pneumatic pegs on a rotating paper roll, filling the lonely
          room with tin-pan music.

          INT. BEDROOM - DAY

          The sound of a record skipping.
          Priest steps through a doorway, the door already ripped off
          its hinges. Broken furniture and glass.
          It's obvious a FAMILY lived here, children's clothes and
          wooden toys messily strewn across the floor.
          He walks to an OLD PHONOGRAPH sitting on the windowsill,
          still playing, placing the needle back in its cradle.
          That's when so=thing out the window ratchgo hiseve...

          EXT. JERICHO/MAIN STREET DAY

          Hicks, done searching, meets up with the Priestess in the
          middle of the street, he's pretty disturbed. Wind howling
          around him.

                         HICKS
          There ain't nobody left. Nobody.

                         PRIESTESS

                         (OMINOUS)
          Too many mouths to feed.

                         HICKS
          Where's Priest?

                         

                         

                         

                         

          71.
          But the Priestess's already focused on something else, gazing
          at something behind the general store. He turns to see what
          it is.

                         PRIEST
          On the ground KNEELING. Head down, engaging in some kind of
          prayer.
          THE CAMERA FOLLOWS as they slowly approach, wondering what
          the hell is going on. As they get closer they see the full

                         PICTURE:
          Before Priest are THREE LARGE WOODEN CROSSES, A NAKED BODY ON
          EACH, crucified. Because of the swirling sand it's hard to
          make out their faces but it's obvious the poor souls are
          already dead.
          Immediately the Priestess drops beside Priest, joining him --
          And it is only now that we get a good look at the crucifieds'

                         FACES
          They're Priests.

                         CUT TO:

          EXT. SOMEWHERE IN THE WASTELANDS - DAY

          Bare feet running on the salt-flats.
          It's Lucy. Covered in dirt, battered and bruised but
          chugging along. There is absolutely NOTHING out here, only

                         LUCY AND

          A BLACK FIGURE DROPS SILENTLY FROM THE SKY BEHIND HER
          it wears a BLACK COAT, fluttering in the wind as it touches
          down, the fabric cascading across the earth in long dark folds.
          The Figure's face is completely covered by a BLACK COWBOY
          HAT. The only thing we can see is a CHEROOT Sticking out
          from where the mouth would be.
          A brief moment as the tip of the cigar glows, a puff of smoke
          exhaled. It drops to the ground, silver spurs making a
          slight CHING sound as a BLACK BOOT stamps it out.
          Lucy hears the sound and turns just in time to see -
          y I ATHICK CHAIN __SHOOTING OUT from within the Fiaure',
          coat. a HUGE METAL_ FINGERED CLAW at use ! The claw SLAMS
          into Lucy, thick fingers CLAMPING around her, knocking her to

                         THE GROUND

                         

                         

                         

                         

          72.
          She digs her nails into the earth but it's no use as the chain
          DRAGS her backwards and she quickly-disappears INTO the coat
          with a SCREAM. The folds enveloping her in a dark embrace.
          In one graceful sweep, the Black Figure leaps to the sky.
          Quickly disappearing.
          We see the cheroot on the ground. Spent. The only evidence
          that anyone or anything was ever out here at all.

                         DISSOLVE TO:

          EXT. JERICHO - DAY

          Caught between sheets of swirling dust and.sand, the images
          like hallucinations, moments of ritual and grief --
          A. The crucified Priests taken down from their crosses,
          their naked bodies like ragdolls.
          B. The corpses now wrapped in white cloth, carefully placed
          amongst the makeshift pyre.
          C. Flames engulfing the bodies, a twisty column of smoke
          rising, the sun and clouds painting the sky pink and gold.
          OUR TRIO stands before the pyre gazing into the fire, it Pops
          consuming more of the bodies, if the Priests listen close
          enough they can hear the end of an era.

                         HICKS
          Don't make no sense. What were they
          doin' out here?

                         PRIESTESS
          The same thing as us.

                         (BEAT)
          Someone's drawing us out.

                         HICKS
          Who?
          The Priests just stare into the fire, not having any idea.

                         HICKS (CONT'D)
          I imagine you'll have to go back to the
          Cities, inform the Clergy.
          A sudden silence.

                         PRIEST
          We're not going back.

                         

                         

                         

                         

          73.
          The Priestess looks at him, he speaks for her as well but
          she's still shocked to hear the words out loud. A lifetime
          of conditioning..

                         PRIESTESS
          We'll burn for this.

                         PRIEST
          (looking at the pyre)
          We already are.
          Something in the flames catches the Priestess's eye, in the
          charred remains of one of the corpses -- SOMETHING'S GLOWING.
          She wraps her arm, plunging her hand through the bones,
          pulling out the object. Quickly, she tosses it into a'barrel
          of water. it hisses, steam rising as it cools.
          Priest reaches into the barrel, his hand emerging with a

          METAL SPIKE.

                         HICKS
          It's a railroad spike. My pop used to
          work boxcars before they shut down -- Why
          the hell would anyone wanna swallow that?
          A beat as Priest puts it together.

                         PRIEST
          He wanted us to find it. It's a clue.

                         PRIESTESS
          Where's the closest track?

          CUT TO.

          INT. JAIL DAY

          Hicks pulls a LARGE MAP off the wall, blowing off a layer of
          dust, drawing a line across the paper with his finger.

                         HICKS
          The Dunkirk Line. It starts all the way
          in the backcountry, bought the ore from
          the deep mines. There were about five
          stops along the route. I think.
          He draws several Xs along the line. His hand coming to a
          stop on a particular forboding PATCH OF MOUNTAINS.

                         

                         

                         

                         

          74.

                         HICKS (CONT'D)
          Looks like Jericho was, the last town it
          glances before'. heading around the Linwood
          Mountains...Then it goes to the last stop.

                         PRIEST
          Where?
          He draws one final X at the end of the line. Looks up.

                         HICKS
          The Cities.
          So there it is. The Priestess narrows her eyes.

                         PRIESTESS
          They must have been picking up different
          factions along the way. Moving during
          the day, feeding at night.

                         HICKS
          But headin' to the Cities is suicide.
          The sun will kill `em -- there's nowhere
          to hide.
          Priest gazes at the map, deeply troubled.

                         PRIEST
          They won't have to.
          And with the SHRIEK of the train whistle we CUT TO:

          EXT. WASTELAND (DUNKIRK RAIL) - DAY

          The Night Train barreling down the track, blasting along on
          its grim trajectory. Suddenly --

                         THE CAMERA
          Overtakes the train. Snaking along the rail at an incredible
          speed, leaving the train in its tracks (sorry) as it blisters
          across the Wasteland through craggy mountains and finally
          ending up in

          THE CITIES.
          And it is only now that we see exactly what Priest means.
          THICK CLOUD OF INDUSTRIAL SMOKE covers the metropolis.
          There is no sun.

                         CUT TO:

                         

                         

                         

                         

          75.

          INT. TRAIN CAR


                         V-)
          A BLACK COWBOY HAT coolly tilted down, exposing .a cheroot
          clutched between thin lips. A trail of smoke lazily floats
          upwards.

                         DARK FIGEMH
          A fine catch yes?
          (the voice is oily, a dark

                         WHISPER)
          She'd be dead if not for me...swallowed
          by the wasteland.
          We see Lucy on the floor at the Figure's feet, his pale hand
          runs calmly through her hair.
          From the shadows, Black Hat steps forward, looking down at
          Lucy. She struggles but the hand tightens its grip.

                         BLACK HAT
          What do you want for her?
          And now her captor lifts his hat -- revealing paper-thin
          skin, eyes like black coal. This is RUNE, a bounty hunter.

                         RUNE
          You know what r want.
          Black Hat's eyes flick upwards, glinting in the. candlelight.

                         BLACK HAT
          Don't. go too far, Rune.

                         RUNE
          He comes for her still.

                         BLACK HAT
          Of course he does.

                         RUNE
          Let me have him.

                         BLACK HAT
          No.
          Rune smiles,'revealing an impressive set of vampire fangs.

                         RUNE'
          I'm sure she'll fetch a nice price out
          In the zone -- they don't care what
          condition their meat's in...as long as
          it's easy to chew.

                         

                         

                         

                         

          76.
          Black Hat eyes him.

                         BLACK HAT
          Don't get involved in this.

                         RUNE
          I was involved long before you showed
          up.

                         (SEETHING)
          I've been waiting years for a chance at
          him...and now that he's here I find x
          have to ask a Prime permission...
          Like a snake, a finger of the claw emerges from the folds of
          his jacket, wrapping itself around Lucy's neck.

                         RUNE (CONT'D)
          My how things have changed.
          Ever so slightly, the metal finger SQUEEZES Lucy's throat,
          choking her.

                         RUNE (CONT'D)
          I never cared about your war. Never got
          Involved. Us halfbreeds. We were
          exiles -- rejected by both humans and
          vampires. All we wanted was a quiet
          place. But he wiped out my whole tribe.

                         (BEAT)
          Maybe it's time to return the favor.
          The metal finger wraps TIGHTEtR, Lucy gasps, the "tension
          becoming unbearable until finally

                         BLACK HAT
          Fine. He's Yours.
          As if on command, the finger retreats back into the jacket,
          Lucy COLLAPSING to the floor coughing and choking.

                         RUNE
          And -- she's yours.
          He laughs, sounds like a death rattle, dropping the cigar to
          the floor, spurs chiming as he walks out the car door, long
          dark coat fluttering behind him, disappearing into the night.

                         BLACK HAT
          Annoyed, picks up the still burning cigar, squeezing it in
          his hand. He turns to Lucy.

                         

                         

                         

                         

          77.

                         BLACK HAT
          And as for you uy dear...You're more
          trouble than I anticipated. Must be your
          uncle's blood in you.

                         (BEAT)
          A shame he'll never see what you'll
          become. I would've loved to see his face.
          And then he is upon her, saliva mixing with blood as he drinks.

                         CUT TO:

          EXT. WASTELAND - DAY

          ROAR1 Our trio plow through the scrubby desert growth, chewing
          up the dirt. The blood of their machines at full boil..

          A SERIES OF INTERCUT SHOTS
          The VAMPIRE TRAIN chugging along on its dark course, heading
          for the Cities.
          �Our'crew hellbent on stopping `em. The two locked on a fated
          path, blurring across the landscape as the sun crests across
          the sky DISSOLVING INTO:

          EXT. WASTELAND - DUSK

          Twilight.
          Hicks and the two Priests ride past tumbleweed drifts, the
          surrounding desertscape golden in the fading light.
          Ahead a forboding series of CRAGGY MOUNTAINS, awaits, a
          WINDING TRAIL criss-crossing through the peaks.
          They stop, their machines idling next to each other, taking
          stock of the huge task _be€ore' them.

                         HICKS
          Beggar's Pass...it ain't gonna be easy.
          As if on cue the last rays of the sun wink out behind the
          mountain.

          EXT. BEGGAR'S PASS NIGHT


          QUICK SHOTS AS THEY HEAD DEEP INTO THE MOUNTAIN

                         

                         

                         

                         

          78.
          Headlight crossbeams leading the way, their cycles navigate
          the twisty trail, cutting across sheer canyon walls, teetering
          on the brink of an abyss, rock slides a constant threat.

                         CUT TO:

          EXT. BEGGAR'S PASS CAMP - LATE NIGHT

          They've set up camp for the night on the lip of a ridge.
          Hicks and the Priestess sit by a fire dunking their feet in a
          nearby stream, the wear and tear of their journey evident on
          the sheriff's face.
          Priest lies close by, asleep.

                         HICKS
          If we push it hard we'll gain two days on
          'em. Should be enough to get us a jump.

                         PRIESTESS
          We'need more than a jump. We need a
          miracle.

                         HICKS
          That's the funny thing about time --
          He dips his hand in the water and raises it, letting the
          liquid leak from between his fingers.

                         HICKS (CONT'D)
          It's always runin' right through my
          fingers.

                         PRIESTESS
          You should try harder, sheriff.
          She cups her hand in the water, bringing it to her lips for a
          drink. Hicks smiles, leaning forward, something on his mind.

                         HICKS
          You ever regret it? Bein' a Priest?

                         PRIESTESS
          No.

                         HICKS
          What about a husband, children...A
          family?

                         PRIESTESS
          I've had a family -- just not the kind
          you're familiar with.

                         

                         

                         

                         

          79.
          Hicks glances at Priest.

                         HICKS
          What? You mean Mr. Laffs over there?

                         PRIESTESS
          He's not so bad once you get to know him.
          A beat, Hick's expression becoming serious.

                         HICKS
          He's going to kill her, isn't he? If.
          she's turned.

                         PRIESTESS
          Yes.

                         HICKS
          There's things that can be done. She
          doesn't have to die.

                         PRIESTESS
          She's his bloodline... and he's a Priest.
          It's the only way.
          Hicks tosses the rest of his food into the fire, troubled,
          but he knows there's no point in discussing it any
          further... for now.

                         HICKS
          And how many of you Priests are left now?
          A long moment before she speaks.

                         PRIESTESS
          Two.
          Hicks doesn't know what to Say-,,

                         HICKS
          .I'm sorry.,

                         PRIESTESS
          Yes.
          She nods, though in affirmation of what Hicks's isn't sure.
          He watches her as she stares'into the fire. We FADE TO BLACK:

          INT. VAMPIRE HIVE - DREAM SEQUENCE/FLASHEIACK

          It's dark.

                         

                         

                         

                         

          80.
          A GROUP OF PRIESTS (OUR TWO amongst them) move silently
          through a DEEP TRENCH, moist earthen walls rising around
          them, the air putrid with stink, mud clinging to their feet.
          Last: in the line, is a particularly FEARSOME PRIEST ...unlike
          the others, he's smiling, enjoying the action.
          As a cohesive unit, the Priests, climb up from the trench,
          scaling through the muck. They find themselves at the base
          of the hive, looking around at a chilling sight --

          THOUSANDS OF HONEYCOMBS
          stretching endlessly, rising high above in a cone. THOUSANDS

          OF SLEEPING VAMPIRES.
          OUR PRIEST, motions with his hand to the others, giving
          precise instructions, their movements well coordinated.
          He stops. Hearing a sound...a faint but incr.
          A BEAT as the Priestess looks at the others.

                         PRIESTESS
          They know we're here.
          From under the earth A HAND SHOOTS UP, grabbing onto a
          Priest's leg, pulling him down. Suddenly DOZENS OF VAMPIRES
          emerge, seemingly birthed from the soil. The warriors fight
          valiantly. Fiercely. But it's too much. Most are quickly
          cut down.

                         PRIEST
          Retreat!

                         FEARSOME PRIEST
          Battles like a tiger, grappling with TWo VAMPIRES, their claws
          at his throat, fangs inches from his face. A couple of quick
          moves and - before you realize how - the vanires lay dead.
          He quickly joins the surviving Priests as they run through the
          hive, a dizzying maze of MUDDY TUNNELS AND TRENCHES.

          FEARSOME SUDDENLY STOPS
          A BLACK TOP HAT lying on the ground catching his eye, must be
          the last remanent of a dandy gentleman. He picks it up,
          admiring the souvenir. Puts it on his head.
          The Priestess races by, shooting him a we don't have time
          for this' look. He STOPS her, grabbing her shoulder

                         

                         

                         

                         

          81.

                         FEARSOME PRIEST

                         (WINKS)
          What do you think -- Am I a "Dapper Dan"?
          She glares, running ahead to join the group. Fearsome just
          smiles, taking off the hat.

          FEARSOME PRIEST (CONT'D)
          Guess not.
          From within the hive comes a MIGHTY SHRIEK -- and now
          Fearsome starts to run, trying to catch the others as they
          scramble for daylight. The exit just in sight.
          At the last second --
          He's pulled back by a clutch of SCREECHING HUNGRY CLAWS. The
          hat still gripped tightly in his hand as he's dragged away.
          our two Priests reach for him but it's too late ...He
          disappears into the darkness as we CUT BACK TO:

          EXT. BEGGAR'S PASS CAMP - NIGHT

          Priest WAKING UP, breath catching in his throat.
          He looks over to find the Priestess working on her cycle,
          unable to sleep. There's a tension in the air, the sense of
          something about to break as he joins her.

                         PRIESTESS
          Why would the Clergy forbid us from
          seeing each other?

                         PRIEST
          Maybe they were scared of what we could
          do.

                         PRIESTESS
          Or what we would do.

                         (PAUSE)
          We both know there's something inside the
          Order that's off. Even if we don't know
          what it is.

                         PRIEST
          With or without the Clergy...we're still
          Priests. And we're the only ones who can
          stop that train.

                         PRIESTESS
          If we survive this we need to expose them
          for what they are.

                         

                         

                         

                         

          82.

                         PRIEST

                         (PAUSE)
          We won' t survive this.
          She puts down her tools, staring fixedly at him.

                         PRIESTESS
          You scared to die?_

                         PRIEST
          No.

                         PRIESTESS
          I believed in Heaven my whole life.
          Believed everything we were taught -- And
          now...when it's finally my time...no more
          faith. They took it away from me.
          Priest gazes at her, trying his best to be comforting.

                         PRIEST
          Whatever happens. .. Wherever it is we go.
          We'll go together.
          At that.exact moment something inside Priest shifts just a
          little bit, a door opens -- never to be shut again.

                         PRIEST (CONT'D)
          What in greater than God but more evil
          than the Devil? The poor have it, the
          rich need it -- and if you eat
          it...you'lldie.

                         PRIESTESS
          What?

                         PRIEST
          It's a riddle.
          The Priestess thinks about it.

          PRIESTESS.
          Nothing. That's the answer.

                         (BEAT)
          Nothing is greater than God. Nothing is
          more evil than the devil. The poor have
          nothing, the rich need nothing. And if
          you eat nothing... you'll die.
          It's said that warriors can become close friends only when they
          see each other's hearts -- Priest now knows this to be true.

                         

                         

                         

                         

          83.

                         -PRIEST
          What you said before...about those nights
          when you were dreaming of me --

                         PRIESTESS
          The good nights.

                         PRIEST
          Yes. The good nights. Do you think
          maybe tonight...

                         PRIESTESS
          Could be one of those nights?
          She smiles.
          And then Priest does the most amazing thing. . .he smiles back.
          Things happen fast -- He finds himself planting his mouth on
          hers... the years of conditioning, all the ritual and
          tradition falling away in a flash.
          And it is here, together in this place, where they feel like
          they finally truly belong.
          The last two.

                         DISSOLVE TO:

          EXT. BEGGAR'S PASS, DAWN

          A blanket of mist covers everything in a grey haze. Morning
          has come.

          A QUICK SERIES OF SHOTS
          As our trio forges onward and upward, the trail more
          treacherous with every twisty ridge, the overhangs looming
          ominously as they head deeper into the mountain.

          EXT. BEGGAR'S PASS - LATER

          The final climb.
          Yawning crevices, the wind moaning as it whistles between the
          canyon walls.
          Carefully they ride across DEVIL'S BRIDGE, a finger of stone,
          just wide enough for the cycles, on either side a straight
          drop to, oblivion. The peak of the mountain Just ahead.

                         

                         

                         

                         

          84.
          The Priestess is in front leading the charge, closely
          followed by Hicks. Priest brings up the rear, he stops just
          past the bridge, looks around.
          Something's wrong.

                         HICKS
          I- ee itl
          Hicks points, reaching the top of the mountain.

          IN THE DISTANCE
          A long black line snakes along the rail, puffs of heavy smoke
          lining its path; The Night Train.
          They're ahead of it. Barely.
          In his excitement, Hicks thunders ahead, starting the descent
          down the other side. The Priestess turns to shout back to
          Priest.
          But he's gone.
          Off her reaction we CUT TO:

          EXT. CREVASSE - DAY

          Tall rock walls flank Priest on. either side, the surrounding
          mist hanging in the air in cloudlike wisps. Slowly he walks
          through the canyon, senses fully attuned. It's quiet.

                         PRIEST
          I know you're there.
          A slight sound, the mist whipping into a pool as if something
          just moved through it. Priest quickly turns but there's
          nothing there.

          A GROUP OF ROCKS
          Tumble down the cliff. Again Priest abruptly turns
          but...still nothing there.

                         PRIEST (CONT'D)
          Show yourself.
          A BEAT as he stands in the ether, waiting. Then --
          WHOOSH! Qurye -M
           onen. ieadjna straight-for pi=.

                         0

                         

                         

                         

                         

          $5.
          Just in time -- he DIVES, the claw BITING into a rock behind
          him, the chain quickly snapping back, disappearing into the fog.

          RU11TE (O. S. )
          (voice like the mist itself)
          I've waited a long time for this Priest.

                         PRIEST
          This isn't the time to settle old scores,
          Rune.

          RUNE (0. S. )
          I disagree... This is the perfer, time.
          WOOSH! Like lightning, the claw LASHES out, appearing from.
          nowhere. Priest JUMPS and it CHOMPS into the ground where he
          was standing. He lands on top of the chain, backflipping as
          it retracts back. Gearing up for another attack.
          RUNE (0.s.) (CONT'D)
          You've lost a step Priest...I never came
          this close before.

                         PRIEST
          I'm older now.
          We can almost bear Rune smile.

          RUNE (0.8.)
          Not me.
          And now THE CHAIN comes from a different direction, WRAPPING
          around Priest like a snake, the metal cutting into his body,
          snapping a ribt
          Yelling, Priest GRABS the chain, PULLING with everything he's
          got. Rune flies from the mist, dragged by Priest, crashing
          at his feet. The chain SNAPS and Priest BREAKS from the
          coils, grabbing Rune by the jacket, picking him up.
          Rune flashes his fangs and scissors his legs across Priest's
          stomach, the razor sharp roweled SPURS slicing his flesh,
          tearing the muscle, Priest SCREAMS, a hot rush of, blood
          staining the desert floor.
          Rune leaps away, landing ontop a boulder.

                         RUNE (CONT'D)
          You can't outrun the past, Priest... the
          things you did.

                         PRIEST
          It was a war, Rune.

                         

                         

                         

                         

          86.

                         RUNE
          It still is
          He launches at Priest, duster fluttering like wings. The two
          grapple, Rune's fangs brushing Priest's neck.
          It's a savage battle, Priest's muscles and laser-like focus
          the only thing keeping him alive as Rune flies back across
          the canyon, landing against the rock wall like.a spider.
          Hunched, ready to strike BUT --

                         THE PRIESTESS
          Appears from within the mist, already in mid-leap, she lands
          beside Priest. The two together, a formidable presence.
          But Rune's a tough customer, he readies himself for another
          attack.
          ough h2 mist a single CLICKING sound.
          Rune looks over, sees --

                         HICKS
          Six-shooter pointed right at him.

                         6
          A beat as the two sides stare at each other in standoff. The
          air between them vibrating with energy. Crackling. Rune
          considering his options.

          RUNE (CONP' D)

                         (HISSING)
          Another time, Priest.
          He skitters up the rock face, disappearing into the mist.

          HAM!
          Hicks fires a single shot, the echo ringing through the canyon.

                         RUNE'S BODY
          Drops from the fog, hitting the ground with a thud. Dead.
          And now Hicks turns -- points his revolver at Priest.
          Catching both he and the Priestess by surprise.

                         HICKS
          Tell me you won't kill her.
          Priest doesn't reply.

                         

                         

                         

                         

          87.

                         HICKS (CONT'D)
          Tell me...or I'll shoot you where you
          stand.

                         PRIEST
          Finally showing your true colors.
          A beat. The Priestess looks at Hicks.

                         PRIESTESS
          What's he talking about?

                         PRIEST
          He's a halfbreed.
          Hicks cocks the gun.

                         HICKS
          Don't turn this into somethin' it's not.

                         PRIEST
          You've been itching to do this since
          Nightshade.

                         HICKS
          She's your kin, goddamit!

                         PRIEST
          if she's turned...she's nobody's kin.

                         HICKS
          Things can be done. Things to lessen the
          thirst. She can have a normal life, she
          doesn't have to die.
          Priest nods grimly.

                         PRIEST
          It's our way.

                         HICKS
          And what is that? Some special Priest
          code of honor? You don't get it. Your
          "way' -- It's over!

                         PRIEST
          Shoot me and it won't matter if you find
          Lucy. You won't stop that train -- and
          you won't save her.
          The Priestess steps between them, looks at Hicks.

                         

                         

                         

                         

          88.

                         PRIESTESS
          He's right. We need to be together on
          this... it's the only shot we have.
          Hicks thinks about it, knows she's right. A tense beat then

                         HICKS
          This ain't done.
          He lowers his gun and walks away.
          The two warriors stand together, the Priestess gazing at
          Priest...hedoesn't return it.
          Without a word, he heads back to his cycle.
          She doesn't see as his hand touches his stomach.
          It comes up red.

                         CUT TO:

          EXT. BEGGAR'S PASS - DAY

          The Trio BLAST down the rock face, descending down the mountain
          at a furious clip. The Priestess looks at the train off in the
          distance, it's now much closer, passing the mountain.
          They've lost their edge.

                         HICKS

                         C'MONL
          He GUNS the throttle and his bike BLAZES forward, wheels
          thundering across the earth, the ROAR of engines filling our
          head becoming --

          EXT. DUNKIRK RAIL - SAME TIME

          The mad CLATTER of the train as it barrels down the tracks.

          EXT. BEGGAR'S PASS DAY

          The assault begins.
          Our trio finishes their descent, BLASTING onto the

                         SALT FLATS
          wheels kicking up sheets of sand and grit, spattering their
          faces. The train dead in their sites.

                         

                         

                         

                         

          89.

                         HICKS

                         (SHOUTING)
          You think they see us?
          As if in response the locomotive belches a thick cloud of
          .black smoke, a door sliding open from one of the cars.
          A BEAT as everyone holds their breath, wondering what's going
          to emerge --

                         VR0000000000MI
          SIX BLACK MOTORCYCLES (the same ones who kidnapped Lucy) fly
          out from within the car! Vampires covered in rider leather,
          protected from the sun, heads obscured by BLAST HELMETS.
          Priest turns to the other two.

                         PRIEST
          Make sure you get on that train,

                         (BEAT)
          I'll catch up.
          'Before they can respond, he banks his cycle to the left.

          THE VAMPIRE RIDERS
          Take the bait, going for Priest. They gun their cycles,
          engines.WHINING as they rev forward, their LEADER unleashing
          a chain, swirling it above his head.
          With a SNAP he lashes it at Priest, the chain catching in his
          wheel, the sound of metal grinding as

                         PRIEST
          is thrown! His beloved bike FLIPPING across the desert in
          wild arcs. He hits the earth with a painful skid, using the
          momentum to roll back onto his feet.
          He checks his stomach, the wound's of enina t,}g xnorA, staining
          his shirt bright red. No time for first aid as he turns just
          in time to see

                         TWO RIDERS
          Throwing a STEEL CHAIN to the other, pulling the line taut,
          ready to take him out. Approaching fast.

                         PRIEST

                         

                         

                         

                         

          90.
          At the last second, DUCKS, grabbing onto. the chain, swinging
          himself around in a graceful arc and KICKING his legs into a
          split. WHAM! his feet SLAM the two cyclists off their bikes
          and into the dirt.
          He lands back on the ground in a crouch, the steel chain
          tight in his grip -- Ready for battle.
          And he gets it.

          THE OTHER FOUR RIDERS
          Circle Priest, surrounding him, the ROAR of their engines
          like massive power drills.

                         PRIEST
          Snaps the chain above his head, bullwhip style, LASHING out.
          The sound of metal shredding as it tangles in Rider #1's
          handlebars, the bike SWEEPING into the other, CRASHING in a
          tangled mess.
          With a SNARL the fallen riders LAUNCH at Priest. These
          vampires are different than the Nightshade tribe. Stronger,
          quicker. Squat bodies of clenched muscles and fangs.

          A BRUTAL FIGHT
          Spinning, twisting, kicking, gnashing. Bodies locked in deep
          combat as Priest fends off the ferocious attackers. War
          cries WHOOPING, the OTHERS TWO RIDERS continue to circle the
          gladiators, dust kicking from their wheels.

                         PRIEST
          Rips the BLAST HELMETS off his two attackers. With a
          SCREECH, their faces burn, bodies instantly SLACKENING in the
          harsh sun.
          Priest CRUNCHES a vampire in the ribs, knocking the creature
          off his bike. In a flash, he FLINGS.a helmet into the
          housing of the last cycle, the bike nosedives, sending the
          rider across the desert.
          Eyes brimming with renewed fury, Priest picks up the cycle,
          VROOOOMI! GUNNING the throttle, mod. ROCKETING towards the
          train...

          EXT. VAMPIRE TRAIN - SAME TIME

          Hicks and the Priestess are riding right beside the colossus,
          the sound incredible as the cars rattle across the tracks.
          Carefully, they pull up to the caboose.

                         

                         

                         

                         

          91.

                         PRIESTESS
          (shouting to be heard)
          You ready?
          Hicks nods, maneuvering to the side of his bike and jumping
          to the Priestess's, his cycle crashing into the dirt as he
          LEAPS onto the back of the train.

                         PRIESTESS (CONTIB)
          I'm going for the engine. Find Lucy.
          (about to speed off, stops)
          Before he does.
          Hicks nods, knowing this'll probably be the last time he sees
          her.
          And with that, she throttles forward, disappearing.
          Alone, Hicks takes a deep breath, looks at --

          THE TRAIN CAR DOOR
          Who knows what horrors lie behind it? He pops a WAD OF
          ATOMIC CRAW in his mouth and pulls his six shooters.

                         HICKS
          My.tuxn now, Priest.
          BAMI He kicks the door in

          INT VAMPIRE TRAIN CAR - SAME
          Sunlight bursts into the darkened chamber, but only reaching
          4 so far, as if the sun itself were scared to enter.
          Hicks rolls in, guns at the ready. It takes a moment for his
          eyes to adjust but when they do he finds a series of OLD
          WOODEN COFFINS stacked atop one another like cargo.
          He quickly moves through the car, careful not to disturb
          anything. We FOLLOW with him as he exits, entering --

          INT. BLACK STEEL ENCLOSURE - CONTINUOUS

          Designed so one can move between the cars without exposure to
          the sun, making the train a world of eternal midnight.
          Carefully, Hicks opens the next compartment's door.,.

          INT. TRAIN CAR - CONTINUOUS

          It's pitch black.

                         

                         

                         

                         

          92.
          The only thing we can make out is a LARGE CAGE, what's inside
          impossible to see in the darkness, just a GIANT HULKING C
          SHADOW. Its steady, hefty breathing letting us know whatever
          it is, it's asleep.
          Hicks covers his nose from the bestial smell, the cage taking
          up so much room he is forced to press himself against the
          bars, his body just inches from the thing inside.

          THE TWITCH OF BLACK LEATHER WINGS
          Makes Hicks stop in his tracks, silently praying to whoever's
          listening.
          A long moment...and then the steady breathing begins again.
          Whew. Hicks continues through the cabin, finally making it
          to the door as --

          EXT. VAMPIRE TRAIN - DAY

          The Priestess, engine at full boil, makes her way up the
          train, eyes on the engine up ahead.

          ACROSS THE BODY OF THE TRAIN
          A long line of tiny SLATS open up, RIFLE BARRELS quickly
          emerging, snapping into place with a click. BLAM! BLAMI
          BLAM! The guns FIRE AWAY, bullets blasting all around the
          Priestess, missing her by millimeters.
          She flicks down a TOGGLE SWITCH, there's a mighty roar, a
          massive surge of power and WHOOSH! she ROCKETS forward. The
          bullets chewing up the dirt behind her!

                         PRIEST
          Seemingly from out of nowhere, motors up to the train car
          riding the vampire cycle. He grabs onto a gun barrel and
          SWINGS into an arc, lifting himself off the bike and -

          EXT. TRAIN ROOF - SAME TIME

          Lands on the roof of the train. Hard.

          EXT. BELOW THE TRAIN - SAME TIME

          The cycle quickly ripped apart as it falls under the
          juggernaut, getting crushed, sparks flying off the rails.

                         

                         

                         

                         

          93.

          EXT. TRAIN ROOF - SAME TIME

          Priest collapses against the metal, the strain beginning to
          wear, he blinks up at the sky, close to passing out.
          Suddenly a FIGURE steps in front of him, blotting out the
          sun. Priest squints, unable to trust his eyes, he must be

                         HALLUCINATING --
          IT'S BLACK HAT. He looks down at Priest, bowing with a
          slight flourish.

                         BLACK HAT
          "And the third day He shall rise again.
          Priest can't believe it, seeing his long dead comrade, his
          face etched with shock, all he can do is ask --

                         PRIEST
          .How?
          Black Hat smiles, baring hi fangs.

                         BLACK HAT
          Oh ye of little faith.
          The understanding hits Priest immediately, crashing over him
          like a wave.

                         PRIEST
          .They turned you.

                         BLACK HAT
          No, Priest...I turned them.
          He smiles wider as we CROSSCUT TO:

          INT. VAMPIRE TRAIN - SAME TIME

          Hicks still hunting for Lucy, making his way to the next car.
          He slides open the door, stepping carefully inside,
          candlelight softly illuminating the space.
          He's greeted by a sight that makes his blood freeze:

          DOZENS OF OPEN COFFINS FILL THE CAR
          Long black boxes lined in orderly rows, flickering light
          bouncing warmly off their mahogany casings -- The sound of
          DEEP TORTURED BREATHING lets us know the OCCUPANTS are asleep.

                         

                         

                         

                         

          94.

                         HICKS

                         0
          (under his breath)
          Shit.
          Gritting his teeth, he walks between the rows, quiet as
          possible. The interiors of the coffins are dark, hard to see
          what's lying inside, just that horrible breathing sound.
          As Hicks moves past, his body brushes the wood, the space so
          very tight.
          WHAM! The train CATCHES the rail and the car shakes,
          KNOCKING HIM INTO A COFFIN! Jarring it.
          He stops. Holding his breath...but
          Nothing happens.
          A quick Hail Mary (the man becoming more of a convert with
          every step) and he continues on.
          He doesn't notice as behind hi a PX rises from one of
          the, coffins

                         CROSSCUT TO:

          EXT. TRAIN ROOF -SAME TIME

          Priest and Black Hat eye each other, landscape whipping past
          at a furious rate, the train blasting along the tracks.

                         BLACK HAT
          Lost souls abandoned by divinity. No
          belief, no voice to guide them through
          the wilderness. Sound familiar?
          Priest doesn't reply, warily eyeing him.

          BLACK HAT (CONT'D)
          Lack of faith. That's what I found in my
          new brethren And so it was I
          discovered my true calling -- To teach.
          To lead.

                         PRIEST
          By murdering innocents?

                         BLACK HAT
          By drawing a once great race back to
          their"nature. By helping them discover'
          the mastery within themselves.

                         (BEAT)

                         (MORE)

                         

                         

                         

                         

          95.

          BLACK HAT (CONTID)
          By putting them in touch with a higher
          power.

                         PRIEST
          who?

                         BLACK HAT
          Me.
          Something in the distance catches Priest's eye, a BLACK SPEC
          on the horizon -- It's The Cities. His jaw tightens, he
          knows there isn't much time.

                         PRIEST
          So this is how you go about it? One by
          one killing every last remaining Priest?

                         BLACK HAT
          It was the only way. The Cities are
          defenseless now...no one left to stop us
          from entering our Eden. But I was kind --
          I gave every last one the choice I never
          had.

                         (SMILES)
          Now it's your turn.
          Almost imperceptibly the two make a shift in their postures,
          the tension between the two warming up. Two warriors
          steeling for a fight.

          BLACK HAT (CONT'D)
          it's better to be with your enemies than
          to be alone, Priest. Humanity had its
          chance.

                         (BEAT)
          It's time to make way for new blood.
          Priest lowers his head, when he raises it, his reply comes
          easy and without hesitation.

                         PRIEST
          Yours.

          WE HEAR A HUM
          Molecules and electrons bursting from their orbits, the roar
          of the train gently subsiding as if the universe itself wants
          to leave these two room to battle.
          And before anyone knows it, they're already mid-fight. The
          SLAM and COLLISION of bodies giving way to the graceful sweep
          and echo of Priest combat.

                         

                         

                         

                         

          96.
          Then as combustibly fast as it started -- the tableau drops.
          They stand, wind whipping around them in lethal currents,
          Black Hat having to shout to be heard.

                         BLACK HAT
          They taught us God created man in His
          image. . .but they lied. Man created God
          in a image -- And so, like man, God is
          weak. Corrupt. Merciless.
          He wipes away a streak of blood from his cheek.

          BLACK HAT (CONT'D)
          Who do you fight for, Priest? The
          Order's collapsed. The Church nothing
          but a line of decrepit, ruined old men.
          Charlatans.

                         (SMILES)
          How do you think I'm getting into the
          cities?
          Priest's face drops.

                         PRIEST
          I don't believe you.

                         BLACK HAT
          Your faith has failed you Priest.

                         (BEAT)
          Join me. Join me and have the best of
          both worlds --Walk in the sun. Stalk in
          the night. Why pray to a God when you
          can BE one?

                         PRIEST
          With ferocious instinct, he launches forward, feet digging
          into the metal.
          The two bodies COLLIDE w th Mic impact. Rolling across the
          roof, bodies twisting to the edge before FLIPPING onto the
          next car.
          The warriors rise, locked in a furious coil.as WHOOSHI train
          car after train car passes beneath them. Each leaping at
          j ust the right moment to land onto the next.
          But Priest is,outmatched.
          As they hit the final car, Priest flies across the roof
          catching the edge with his hand just before he goes over, his
          body dangling over the side. Exhausted and bloodied.

                         

                         

                         

                         

          97.
          Black Hat calmly approaches, his foot dangerously close to
          Priest's hand. The landscape below-whipping past at an
          incredible speed.

                         BLACK HAT
          Your problem is you keep looking to God
          for-your power -- But I know the real
          truth.

                         (BEAT)
          You've been praying to an empty sky.
          And now he SWIPES his foot across the roof, knocking off
          Priest's hand as one would swat a bug. Priest falls below,
          getting caught under the train and quickly dragged under.

          BLACK HAT (CONT' D)
          But you know that now.

                         CROSSCUT TO:

          EXT. TRAIN - SAME TIME

          The Priestess, cycle at full throttle, racing beside the
          TRAIN ENGINE. Up close it's a real mechanical monster, black
          metal and heat fused into a superpowered nightmare. The hull
          completely covered. Impervious.

                         MASSIVE PISTONS
          Pump up and down furiously, moving so fast they blur, turning
          the-giant DRIVE WHEELS that power the locomotive. ANGRY
          BLASTS OF STEAM vent whi te hot from between the wheels, just
          missing the Priestess.
          She reaches into her pack and lugs out a CROWBAR, pulling up
          to the beast and managing to stick it between the pistons
          hoping to jam up the works.
          The machine chews it up like candy.

                         CROSSCUT TO:

          INT. TRAIN COFFIN CAR - SAME TIME

          Hicks is almost at the door, hand reaching for the handle.
          He hears a RUSTLING sound and turns to look behind him...
          But there's nothing, just the open coffins.
          Turning back, Hicks catches his breath:

                         

                         

                         

                         

          98.
          A VAMPIRE hangs upside down from the ceiling, blocking the
          door. Its red eyes snap in anticipation, a shiny BLACK
          PROBOSCIS darting from its mouth!
          Hicks SPITS a wad of ATOMIC CRAW at the creature. It
          RIEKSI dropping to the floor, writhing. The sick smell of
          cooked flesh filling the car.

          HICKS LOOKS BEHIND HIM
          DOZENS OF VAMPIRES ARE NOW AWAKE. Sitting up in their
          coffins, the foul creatures all blood-eyeing Hicks like the
          dinner he most surely is.

                         HICKS
          Shit.
          With a WAIL, the vampires quickly scramble from their coffins,
          sharp talons scratching at the wood, snapping the planks.
          Desperate, he wrenches open the door, darting into --

          INT. STEEL ENCLOSURE - CONTINUOUS

          and manages to SLAM the door behind him just in time as the
          hungry beings CRASH against itl

                         A
          He wedges a knife in the door-handle, bashing it with his
          revolver, jamming the door trapped shut.
          He turns to head to the next car but there's a THICK CHAIN
          AND PADLOCK wrapped around the door, aWILD-EYED FAMILIAR
          peering out from inside the door window. Hicks SHOOTS the
          padlock but no luck, it doesn't break.
          He's trapped.

          THE DOOR BEHIND HICKS BUCKLES ON ITS HINGES
          It'll hold. . .but not for long.

          EXT. UNDERNEATH THE TRAIN - SAME TIME

          Priest is still alive. Barely.
          He hangs in tatters, desperately clinging to the
          undercarriage, face and body punched with bruises and blood.
          Jaw set, he begins to move through the undercarriage, hand
          over hand, every movement sheer agony.

                         

                         

                         

                         

          99.

          INT. METAL ENCLOSURE - SAME TIME

          Hicks stares at the door as it starts to BREAK from its
          hinges. He trains his gun on it, a feeble gesture --- but it's
          all he's got left.
          Then there's a horrible SCREECH.

                         HICKS TURNS
          The WILD-EYED FAMILIAR charges, attacking from behind, having
          unlocked the chain and opened the door. He SCREAMS, sinking
          a KNIFE in Hicks' side!
          Hicks spins, slamming his attacker in the nose with a palm
          heel strike, knocking the Familiar out instantly.
          Hicks pulls the knife out, blood flowering across his shirt
          as the vampires continue to PUMMEL the door behind, him.
          He trips over the chain and staggers into --

          INT. ASSEMBLY CAR - CONTINUOUS

          Collapsing to the floor, he presses his body against the door
          to close it.

          HIS EYES SEARCH THE CAR
          It's bare. Absolutely nothing in here. A single candle
          burns: ,on the floor, dimly illuminating the room.
          Weakly, he crosses the space and goes to the next door. This
          one's got a THICK PADLOCK too,.

                         HICKS
          'Dam.
          He site on the floor, breathing hard, knowing this is as far
          as he goes.
          Gradually another sound becomes audible. Hicks listens,
          nervous. He holds his breath straining to hear.
          It's someone else's BREATHING.

          IN THE CORNER
          A HUNCHED FIGURE sits...its back to him. Hidden'in shadow.
          Hicks levels his gun, slowly moving towards the shape, the
          candlelight giving him a glimpse of its face.
          He can hardly believe it

                         

                         

                         

                         

          100.

                         HICKS (CONT'D)
          Lucy?
          it is.
           That's when he sees something. Glinting in the darkness,
          just below her lip.
          Something sharp.

                          CUT TO:

          EXT. VAMPIRE TRAIN - SAME TIME


          THE STEAM WHISTLE BLASTS
          Howling across the wasteland, the train now racing even
          faster, furnace cranking out flame like Dante's inferno, the
          Priestess furiously keeping pace with the engine, desperately
          looking for a way in.
          There is none.
          She looks up ahead.

          THE SKYLINE,OF THE CITIES
          Smudged like a greasestain, looms large across the horizon,
          right in the train's path.
          She squints up to the sky, analyzing the sun, making a quick
          series of calculationsin her head. Trajectory. Timing.
          Then she looks at the train. Smiles.
          She flicks the Nitros Toggle one last time. Her bike ROCKETS
          past the train engine, speeding into a curtain of dust.
          Disappearing...

          INT. ASSEMBLY CAR - SAME TIME

          Hicks crouches beside Lucy, his gun trained on her.
          She site listlessly, her skin pale, eyes lost on the wall in
          front of her.

                         HICKS
          Lucy, my name is Sheriff Hicks...I'm here
          to take you home.
          No response. She seems almost catatonic. He reaches into
          his pocket, pulling out her photograph, showing it to her.

                         

                         

                         

                         

          101.

                         HICKS (CONT'D)
          I'm here with your uncle.
          That gets her attention, she looks at Hicks -- And she looks
          scared.

          WHAP!1
          The car door outside finally starts to give freely, metal
          breaking open. The sound of SQUEALING vampires.
          Hicks runs to.the car door, in one quick motion, SCOOPING up
          the chain and WRAPPING it around the handle, TYING IT TIGHT
          just as --

                         A TALON
          Reaches through the opening, long bony fingers swiping at
          Hicks like switchblades as he falls backwards, pain shooting
          up his body.
          ANOTHER ARM breaks through the small window, clawing at the
          air, the door BANGING REPEATEDLY against the chain.
          Hicks places himself between Lucy and the door, not noticing
          as she eyes the blood soaking through his shirt.

                         HICKS (CONT'D)
          Stay behind me. I'll hold `em off as
          long as I can
          BLAMI BL.AM! Hicks FIRES, bullets peppering the creatures as
          they HOWL -- but they keep at it, the thick chain stretched
          tight, ready to snap.

                         ONE VAMPIRE
          Manages to scramble through, it charges at Hicks, fangs
          glistening. BAMI With a twitch, it collapses in a heap, a
          well placed bullet between the eyes.

          EXT.-THE CITIES - SAME TIME

          A MASSIVE GATE, not, opened for decades slowly GRINDS open, a
          complex series of CHAINS and WINCHES scraping to life. The'
          Cities now open to the approaching vampire train.

          EXT. TRAIN SAME TIME

          The SCREAM of the whistle like victory as the locomotive
          approaches the city limits, sending up a giant plume of
          billowing steam.

                         

                         

                         

                         

          102.
          The sky above already starting to cloud black as --

          INT. ASSEMBLY CAR - SAME TIME

          Hicks continues to FIRE, the vampires seconds from entering
          the car.
          He turns to look back at Lucy. But she's gone.

                         HICKS
          Lucy?
          WHAM! A WOODEN. PLANK slams him over the head, knocking the
          gun from his hand. Woozy, he spins around to find Lucy
          standing over him, holding the plank above her head.
          He scoots back just as WHAM! the plank comes back down again,
          splintering apart across the floor.

                         HICKS (CONT'D)
          Lucy, wait
          She doesn't, jabbing at him with the broken plank, he dodges
          it, barely, but she keeps coming.

                         HICKS (CONT'D)

                         :71
          Lucy, don't do this!
          The girl's just too fast. She keeps pushing him backwards
          until he's dangerously close to the vampire's clawing hands..
          Hick's closes his eyes, knowing this is it...

                         A FIST
          PUNCHES through a BOARDED UP HOLE in the floor (the one
          through which Lucy escaped before), wood splintering into
          tiny shards.
          Hicks takes advantage of the distraction and SLUGS Lucy,
          knocking her unconscious.
          He dives for his gun, scooping it up and leveling it at the
          hole, ready to fire at whatever's coming through...

                         IT'S PRIEST
          He sticks his head through the opening, having been drawn by
          the sound of gunfire. Hicks can't believe it.

                         PRIEST
          (reaching for Lucy)
          Give her to me! Hurry!

                         

                         

                         

                         

          103.
          Hicks thinks about it, unsure.

                         PRIEST (CONT'D)
          -- They'11.get through the door any
          second! Give her to mei
          Screeching, ANOTHER VAMPIRE makes it through the opening,
          Hicks quickly taking him down in one crack shot.
          He picks Lucy up, handing her to Priest.
          Priest disappears with her, Hicks climbing down behind just
          as -- the chain finally SNAPS and the door BURSTS open with
          screeching vampires!
          Hicks BLASTS away but there's too many of them, they keep
          coming. He drops into the hole --

          EXT. UNDERNEATH THE TRAIN - CONTINUOUS

          Landing in the undercarriage. Coming face to face with the
          speeding track, everything shaking like an earthquake.

                         A VAMPIRE
          Jabs its head through the hole, teeth chattering-- but the
          creature can't go any further, the sunlight already making
          its skin smoke.
          On his back, Hicks worms his way down,. following Priest.as
          they climb up a LADDER attached to the side of the train.

          EXT. TRAIN CONTINUOUS'

          They work their way up the side, making it to the roof,
          exhausted. Priest carrying the still unconscious Lucy.

                         HICKS
          We should jump!

                         PRIEST
          Not until we stop the trains
          But now Hicks isn't even looking at him, his attention caught
          up in the horrible sight waiting ahead of them.

                         HICKS

                         (SWALLOWS)
          Too late.

                         THE CITYSCAPE

                         

                         

                         

                         

          104.
          t Towers above as the train approaches, so close the smell of
          sulphur and carbon clogs their noses.
          But that's when something catches Hicks' eye...up ahead on
          the tracks --
          Someone stands. awaiting the train.
          IT'S THE PRIESTESS -- Standing defiant as the train barrels
          towards her. An ant in front of a battleship.
          She sees Hicks and Priest-on top of the train, Lucy with them.
          Taking one last look at Priest -- she smiles.
          And spreads her arms open.

                         ON PRIEST
          Horrified, realizing what she's going to do...and powerless
          to stop her.

                         PRIEST
          What happens next happens fast:
          Priest GRABS Hicks, folding his body around both he and Lucy,
          hands coming together in prayer, feet leaving the train as --
          E ERYTH ggas BLACK
          The sound of a heartbeat.A threshold. A zone of transition.
          A BRIGHT FLASH -- we see the TRAIN collide with the.
          Priestess. The massive grill of the engine CRUMPLING AROUND
          HER as if smashing into a building.
          She doesn't move.
          A BRIGHT FLASH -- one by one the train cars SLAM into each
          other, the cars JUMPING the rails.
          MMMM gQES BLACK
          A BRIGHT FLASH -- and now Priest is falling through the air, his
          body shielding Hicks and Lucy, train care skipping across the
          earth, careening through the air.

                         

                         

                         

                         

          105.
          And WHAM! we FUSE back into real time as train cars CRASH
          down, sheets of dust clouding the sky in a roiling storm of
          debris and shrapnel, until finally...it all comes to a stop.
          It's quiet.
          We move through the swirling sand until we find --

                         PRIEST
          He stands, bruised and bloody, staring at the sky. Watching.
          A dazed Hicks beside him, Lucy in his arms as she comes to.
          A HORRENDOUS SCREECH fills the air.
          Led by the Purebloods, HUNDREDS OF VAMPIRES fly out from
          within the broken cars, taking to the sky in a massive black
          swarm, tangling together in flowing shapes. Beautiful.
          Terrifying.
          Then in one horrible instant --
          They TURN as if guided by an unseen hand, flying towards the
          Cities. Sensing the blood that awaits.

                         HICKS

                         (HORRIFIED)
          They're gonna make it.
          The creatures arctowards the metropolis,the city within

                         THEIR REACH:
          Priest studies the sky and all at once...he knows.

                         PRIEST
          No, they're not.

                         THE SUN
          PUNCHES through the teeming mass.
          A few rays at first, but then more and more,-cracking through
          the black tide like shattered glass.
          Hicks' eyes, widen, witnessing an amazing eight as the
          vampires' bodies collectively BLACKEN and SHRIVEL the swarm
          withering... quickly becoming nothing more than husks.
          Floating black kites.
          Hicks and Priest stand, surrounded by the epic destruction,
          fire and smoke casting everything in a surreal haze.

                         

                         

                         

                         

          106.

                         HICKS
          You knew they wouldn't make it.
          A long time before Priest answers.

                         PRIEST
          She knew.
          He turns to THE ENGINE -- its grinning teeth grill CAVED IN
          as if smashed by the very hand of God.

                         THE PRIESTESS
          Lies before it. Somehow not a scratch on her...But
          something's wrong -- something inside her broken, something
          elemental. She doesn't have much time.
          Priest kneels beside her, taking her hand. Trying to be
          strong for her.

                         PRIEST (CONT'D)
          Do you want me to?

                         PRIESTESS

                         O
          Priest lowers his head. The following having been spoken by
          him all too often.

                         PRIEST
          "You shall wash me and I shall be made
          whiter than snow. Glory be to the Father
          and to the Son and to the Holy Spirit...
          The words are heavy, each harder than the next.

                         PRIEST (CONT'D)
          -- As it was in the beginning, is now and
          ever shall be. World without end."

                         (BEAT)
          Amen.

          IN THE DISTANCE
          A FIGURE escapes through the dust, lurching towards the
          Cities,-- It's Black Hat.

                         PRIEST
          sees him but chooses to stay with the Priestess, brushing the
          hair from her face.

                         

                         

                         

                         

          107.

                         PRIESTESS
          I wish we could've had more time.

                         PRIEST
          .Me too.
          She reaches up, placing her hand on his chest.

                         PRIESTESS
          Wherever it is we go -- we go together,
          right?
          She smiles weakly... but Priest can see she's scared.
          He gives her one last kiss, cradling her body, sand circling
          them as she draws her final breath.

                         CUT TO:

          EXT. THE WASTELAND - DUSK

          The sun setting on the horizon.
          A nearby PYRE consumes the last of the Priestess' body as Priest
          saddles up on a vampire bike, the flames rising behind him.
          Hicks approaches, Lucy huddled in a blanket, shivering.
          The two men exchange a look, the snap and flash of the fire
          reflecting in their eyes.

                         HICKS
          When you're finished -- You know where to
          find me.
          A tense beat then
          Priest GUNS the engine. Hicks and Lucy watching as he blazes
          towards the Cities, the sky above the color of hellfire.

                         CUT TO:

          EXT. THE CITIES NIGHT

          The sound of a CHOIR.
          The soaring, ethereal tones carrying us through the forest of
          BRICK SMOKESTACKS-- finally coming to rest on A GIANT CROSS
          atop a mosaic BASILLICA, the colored tiles black with ash.
          We're back in CLERGY CITY.

                         

                         

                         

                         

          108.

          INT. CLERGY CATHEDRAL - NIGHT

          Evening mass. The place is packed, every pew filled with

          WORSHIPERS.

          CROSSCUT TO.,

          INT. CLERGY CHAMBER - SAME

          Shadows and light.
          A cabal of MONSIGNORS stand shrouded in white robes, awaiting
          to be anointed by ORELAS. A private ceremony.

                         CROSSCUT TO:

          INT. CATHEDRAL - SAME

          A LINE OF CHILDREN kneel before the altar, the MONSIGNOR
          raising the Host, offering communion.
          He suddenly stops, his expression dropping as

                         PRIEST
          Slowly makes his way down the aisle, bruised and bloodied,
          his very presence a direct affront to this place. A woman
          GASPS, somebody faints.

                         CROSSCUT TO:

          INT. CHAMBER - SAME

          Orelas dips his hand in water, touching a Monsignor's forehead.

                         ORELAS
          Ecces Agnes Dei, ecces qui tollit peccata
          mundi.

          THERE'S A LOUD CRASH
          Everyone turns to see the massive chamber doors BURSTING
          inwards! THE BODIES OF TWO GUARDS skidding across the marble
          floor.

          PRIEST ENTERS THE CHAMBER
          A true force of nature now, coming like the Fourth Horseman.
          Grief and betrayal stoking his anger higher, a blaze igniting
          behind his eyes.

                         BLACK HAT

                         

                         

                         

                         

          109.
          Steps from the shadows. Deep wounds line his face, the cross
          tattoo now gouged and distorted with blood -- He smiles.

                         BLACK HAT
          I'm afraid you're too late, Priest.

                         THE MONSIGNORS
          Shed their robes, revealing fresh BITE MARKS on their necks.
          Orelas' new-found fangs glint in the candlelight.

                         ORELAS
          And why shouldn't we live forever?

                         (HISSES)
          We're God's very voice. His vessel!

                         PRIEST
          Stands shell shocked, the level of betrayal staggering.

          BLACK HAT ATTACKS
          SLAMMING.into him, the two warriors going at it in a brutal
          battle, the vampire raking his claws across Priest's face,
          drawing blood.

                         PRIEST
          Sends him sailing through the air, Black Hat crashing into a
          collection of CANDLE HOLDERS, an ancient TAPESTRY catching
          fire, flames quickly spreading to the other fabrics -- The
          chamber erupting in an orange blaze!

          THE MONSIGNORS SHRIEK
          Bodies contorting in grotesque shapes as they BECOME.
          Black Hat stands triumphant, flames rising behind him.

                         BLACK HAT
          With them I can start anew! You can't
          stop it --

                         (SMILES)
          Must be God's will.
          He flies across the room, BARRELING into Priest with
          everything he's got, DIGGING a hand into Priest's wound.

          BLACK HAT (CONT'D)
          "I looked and beheld a pale horse and His
          name that sat on him was Death" --

                         

                         

                         

                         

          110.
          Priest coughs up blood. Black Hat smiles, wrapping a hand
          around Priest's. throat, LIFTING him off the floor, SQUEEZING
          the life from him,

          BLACK HAT (CONT'D)
          "And all hell followed with him."
          He raises his head back, ready to sink his teeth. Priest too
          exhausted to fight back. This is it.
          Prom a b= --

          THE GIANT GOLD CROSS
          Breaks from the wall with a GROAN, PLUMMETING towards them.
          Black Hat stops, his eyes snapping upward.
          At the last second --

                         PRIEST
          WRENCHES himself from,Black Hat's grip, tumbling. across the
          floor.
           WHAPI The cross S LM onto Black Hat, pulverizing hi !

                         €�
          Chunks of glass and stone rain down around Priest, the
          chamber starting to COLLAPSE. Diving, he barely makes it
          out, the rotunda .CRASHING down behind him.,
          The Monsignors lunge but Priest manages to jam the doors
          shut, locking them in. They BASH against the door, SHRIEKING
          horribly, the chamber now an oven.
          Priest presses against the door, it SPLINTERS all around him,
          the terrible sound RISING until finally
          it stops.

                         PRIEST

                         (WHISPERS)
          Forgive me.
          He collapses, making the sign of the cross.

                         CUT TO:

          EXT. CLERGY CATHEDRAL - MOMENTS LATER

          Complete chaos.

                         

                         

                         

                         
          PEOPLE stream out of the massive doorway, stampeding down the
          stairs, the giant structure enveloped in smoke and flame.
          Priest looks up to find FATHER KOEPPEN. The old man staring
          .at him. A lost soul.

                         KOEPPEN
          Am I next?
          Priest approaches -- Koeppen closing his eyes, ready for the
          blow he knows is to come.
          But Priest only lifts the man's head, studying his neck.
          He's clean.
          And without a single word -- Priest just walks away.
          When Koeppen opens his eyes, he's a new man -- a man absolved.
          With renewed energy, he looks to the crowd around him. And
          for the first moment in a long time ...He believes.

                         KOEPPEN (CONT'D)

                         (CALLING OUT)
          People don't run! God is here for youl
          He wants you to STOPI Stop and ask
          yourself a question
          And the people DO stop, looking to him, the panic leaving
          their eyes...

                         KOEPPEN (CONT'D)
          Ask yourselves -- Where am I going?
          At this, Priest turns, the question catching him as well.
          And it's only now he realizes --
          He has no answer.

                         CUT TO:

          EXT. OUTPOST 10 - DAWN

          The windmill.
          Its rusty blades scrape along, the metal catching the first
          rays of the day.
          AARON PACE is already up, working on rebuilding his house.
          He stops, gazing off in the distance.

                         

                         

                         

                         

          112.

          ON THE HORIZON
          A cycle. Two black specs riding it. Hicks and Lucy.
          Dropping his tools, he runs to meet it.

                         CUT TO:

          INT. OUTPOST 10 - SEVERAL DAYS LATER - NIGHT

          Time has passed. The moon shines through an open doorway.
          Lucy lies in bed, Aaron spoon feeding her a warm broth. He
          smiles, Lucy reluctant to smile back, still uncomfortable
          with her teeth.
          But eventually -- for her father...she manages it.

                         HICKS
          Leans against the backwall watching. Lucy glances his
          way... then shyly looks away.

                         AARON
          I can't thank you enough for what you've
          done, sheriff.

                         T I

                         HICKS
          Just make sure she keeps on the tea.
          It's a special brew -- lessens the
          bloodthirst...something my granddad
          taught me.
          Aaron nods hopefully, squeezing his. daughter's hand.

                         CUT TO:

          EXT. OUTPOST 10 - LATER

          A full moon.
          Hicks stands on the porch, enjoying the breeze as he pops a
          wad of chaw in his mouth.
          A MOVEMENT out in the darkness catches his attention.

          IN THE DISTANCE

                         A FIGURE
          Stands astride a motorcycle, shadowed in the moonlight.

                         0

                         

                         

                         

                         

          113.
          Hicks approaches, the wind kicking up, whistling through the
          emptiness. Even though he can't see him -- Hicks knows who
          it is.

                         HICKS
          It doesn't have to be like this.
          Priest just stands, staring.
          Hick's hand curls around the revolver.
          Priest looks to the cabin, the challenge hanging in the air

                         THEN
          He steps from the bike, advancing towards Hicks.
          Hicks pulls his gun, leveling it.
          Priest keeps coming, the wind blowing harder as he
          approaches. A feeling of inevitability.
          Hicks stands his ground, cocking his gun.

                         HICKS (CONT'D)
          D= I t- -make dQ this.

                         PRIEST
          Stares into his eyes and --
          Something passes between them something so strong and
          personal it transcends emotion.
          Hicks FIRES!
          But Priest is pone.
          Hicks looks around --
          There's no sign of him, not even the bike.

                         HICKS (CONT'D)

                         (REALIZING)

                         SHIT
          He RACES back to the cabin...

          INT. OUTPOST 10 - SAME

          Hicks BURSTS through the doorway, finding

          LUCY AND AARON

                         

                         

                         

                         

          114.
          Sitting peacefully on the bed together, just as he left them.
          Aaron holds up the cup, turning it over.

                         AARON
          All done.

                         (BEAT)
          We heard you fire your gun. is
          everything OK?
          A beat -- then Hicks nods.

                         HICKS
          Nothing to worry about, just a coyote.
          Aaron smiles, happy enough to be with Lucy.

                         AARON
          Well ...we're all God's creatures.
          Hicks turns, ready to leave, but something on the table
          catches his eye

          THE DESERT RAT' S HOMEMADE CROSS
          He picks it up, turning it in his hand, the colored stones
          0 catching the moonlight...How the hell did it get there?

                         AARON (CONT'D)
          Don't forget your cross -- It's
          beautiful.
          A flicker of a smile crosses Hick's face, realizing.

                         HICKS

                         ACTUALLY --

                         (BEAT)
          I think it's for you...and Lucy.

                         CUT TO:

          EXT. WASTELAND - NIGHT

          Alone in the darkness, Priest sits on his cycle, his hand
          clutching the WELL-WORN PHOTO OF THE PACE FAMILY.
          His eyes shift, gazing into the distance at the outpost, a
          warm glow emanating from within the cabin.
          He places the photo in his pocket. The wind making a high,
          lonely sound.

                         VRR00000MI                         

                         

          115.
          Priest streaks into the night, bathed in moonlight,
          desolation opening around him.
          He disappears into the emptiness.

                         CUT TO:

          EXT. WASTELAND - NIGHT

          The vampire train.
          A car lies half-buried in the sand, mangled cage within.

          A BLACK CLAW
          Emerges from inside, clamping onto metal, something dragging
          itself out into the moonlight.
          It's a PUREBLOOD.
          With a SCREECH it takes to the night sky, massive black wings
          fluttering, arcing towards the twinkling metropolis.



                         FADE OUT