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Speed Racer Movie Script

Writer(s) : Larry Wachowski, Andy Wachowski

Genres : Action, Family

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                                SPEED RACER



                                Written by
          
                          Larry & Andy Wachowski




                                                        1st Draft

                                                January 4th, 2007

          

          

          

          

          INT. ELEMENTARY SCHOOL CLASSROOM - DAY - PAST

          A battered sneaker tattooed with doodles of speeding cars
          and checkered flags and the words "Start Your Engines!"
          Beats up and down, a sewing machine needle of anxious,
          restless, adolescent energy.
          A pencil fills in the oval of a standardized test form,
          then hesitates, twitching with the speed of a humming
          bird wing caught between two fingers, then is quickly
          erased as a different answer is chosen.
          The form sheet is filled with smudges of uncertainty.
          A ten year old boy stares at the next question.

          TEST QUESTION

          Grace buys a bag of 240
          jellybeans. There are 35 yellow
          ones, 52 red ones, 63 green ones,
          26 white ones, 41 blue ones and 40
          black ones. If Grace wants to eat
          one of each while keeping her eyes
          closed, what is the minimum number
          she will have to eat?

          His mouth tries to makes sense of the question but it's
          not working.

          He looks around at the other students quietly, diligently
          filling in their ovals while he fidgets, his leg beating,
          his pencil fluttering, a pot jiggling its lid, about to
          boil over.

          He reads the question again. Greek. Chinese. Meaningless.
          He looks up at the clock. The second hand sweeps towards
          the 12. Then back at the test.

          Something suddenly clicks.

           He stares at the clock, pencil poised, waiting until the
          second hand hits the 12 and he's off-
          Filling in the ovals faster than it seems he could
          possibly be reading the questions.

          INT. TEACHER'S OFFICE - DAY - PAST

          Mrs. Racer sits across the desk from Speed's teacher.

          MOM

          DISTRACTED

          

          

          

          

          2.

          CONTINUED:

          TEACHER
          No, that's not exactly right. Your
          son seems to be interested in only
          one thing.
          Mom knows what's coming.

          TEACHER (CONT'D)
          All he talks about, all he seems
          capable of thinking about is
          automobile racing.

          MOM
          Well you know, his father designs
          racing cars.

          TEACHER
          And where is your husband?

          MOM
          He's-working. He couldn't make
          it.

          TEACHER
          Perhaps the apple hasn't fallen
          very far from the tree.
          Mom is uncomfortable with that truth while the Teacher
          glances back to her records.

          TEACHER (CONT'D)
          Is your husband's name Rex?

          MOM
          No, Rex is his older brother. Why?

          TEACHER
          This is the test he turned in last
          week.
          She holds up the Scantron test that Speed was working on.
          The bottom half of the ovals are filled in to spell out:

          "GO REX GO!"

          INT. ELEMENTARY SCHOOL CLASSROOM - DAY - PAST

          Speed has finished filling in the test and is now drawing
          pictures in the corner of the test booklet.
          He is drawing little race cars,. He flips a few of the
          pages and we see a quick moment of his animation as two
          cars collide.

          

          

          

          

          3.

          CONTINUED:
          He continues to draw as the background of the classroom
          fades to white behind him, becoming the black corner that
          he is drawing on.
          We watch the race going on in his head as hand-drawn cars
          battle each other heading for a photo-finish. Speed
          makes the car noise himself including the jumping sound
          as two cars try to block the Mach 5, smashing into one
          another as --
          The Mach 5 jumps over and through the fiery crash,
          crossing the finish line still in the air.
          Speed is lost in slow-motion revelry, making the sound of
          the roaring crowd.
          The teacher hears him and looks up, frowning as she sees
          him lost in his fantasy world.
          A little girl with a pink barrette also hears him turning
          to watch him, a smile creeping across her face; there is
          no one in the entire school like him.
          The teacher is about to say something when the bell
          rings.
          Speed snaps out of his fantasy and leaps up, in motion
          before anyone else.

          TEACHER
          Alright, pencils down, bring your

          TESTS--
          Thwack! Speed slaps his down and is already heading for
          the door.

          TEACHER (CONT'D)
          --to my desk.
          Ham! The door slams open and Speed shoots out.

          TEACHER (CONT'D)
          Speed Racer, slow down!

          EXT. ELEMENTARY SCHOOL

          Speed slides down the railing on his butt, a perpetual
          motion machine as he scans the street, smiling as he sees-
          Across the street, leaning against his hot rod, his big
          brother, Rex Racer.

          

          

          

          

          4.

          CONTINUED:
          He pauses crossing the street letting two impossibly cool
          cars pass by.
          Here we begin to see the unique and individualized nature
          of the automobile in the world of Speed Racer. In this
          world, the grocery store parking lot looks like a car
          collector show; vintage and concept cars are as
          ubiquitous as the Camry is in our world.
          Speed dashes across the street, a tight parabolic arc
          around the car, his little head sticking up like a shark
          fin circling until--
          The car door pops open and snaps shut.
          The seat-belt clicks into place before Rex even has a
          chance to move. He leans over and looks in the window.
          Speed smiles.

          REX
          .I take it you're ready to go?
          Speed nods. Rex climbs in beside him.

          REX (CONT'D)
          So, who was school?

          YOUNG SPEED
          Fine. Are you going to the track?
          Mom said you were. You don't have
          to drop me off, I could just go
          with you.

          REX
          No way.
          He starts the car and roadster growls to life.

          YOUNG SPEED
          Oh, come on, take me with you.
          Come on, please.

          REX
          I can't, Speed. Pops would kill
          me.

          YOUNG SPEED
          He doesn't have to know. I won't
          say anything. Nobody will know.
          Come on, please, Rex, pleaseplease
          pleasepleasepleeeease.
          Rex sighs, knowing there's no way he can with this.

          

          

          

          

          5

          CONTINUED: (2)

          REX
          Are you wearing the socks?
          Lickety-split, Speed sticks his sneaker up against the
          dash board and pulls back his pant leg revealing--
          A bright red sock.

          REX (CONT'D)
          You roll us again and this'll be
          the last time? Deal?
          A ten year old's grin spreads ear to ear.

          YOUNG SPEED
          Deal.

          INT. THUNDERHEAD LOCKER ROOM - NIGHT - PRESENT

          A lone figure sits on a bench away from us; his racing
          suit is unzipped to the waist and he sits with his head
          down as though he was praying.
          He is wearing a pair of bright red socks.
          After a moment, he pulls his boots on, zips up his suit
          and stands looking into the locker.
          Propped against this gloves is a photo of Rex.
          This is Speed ten years later. He takes the photo and
          slides it into one of the zippered pockets of his suit.
          He grabs his gloves and slams the locker shut.

          EXT. THUNDERHEAD RACEWAY - NIGHT - PAST

          The first gen T-180 screams along the metal raceway.

          INT. CAR

          Speed sits in Rex's lap, wearing a too-big helmet,
          giggling with a child's mad glee as he steers.

          EXT. THUNDERHEAD RACEWAY - NIGHT

          The car.banks up a wall and roars down, swooping past.

          

          

          

          

          6.

          INT. CAR

          Speed screeches as though riding a roller coaster.

          REX
          Feel that shimmy? That's your hind
          legs trying to outrun you're
          front.

          SPEED
          What do I do?

          REX
          Stop steering and start driving.
          Speed gets serious, his lips tightening the way a hand
          knots into a fist.

           REX (CONT'D)
          This ain't no dead piece a metal.
          A car's a living breathing thing.
          She's alive. You can feel her
          talking to you, telling you what
          she wants, what she needs. You
          just gotta listen.
          Speed tries to listen.

           REX (CONT'D)
           Close your eyes and listen.
          Speed does.

           REX (CONT'D)
          They say that Ben burns drove the
          last lap of the '68 Vanderbilt Cup
          with his eye closed.

          SPEED
          No way!

          REX
          No? Well maybe you can't hear it
          then. Maybe. you ought to start
          hitting those books--

          SPEED
          No! I hear it!

          REX
          That so? Okay Mr. Burns, you tell
          me when to gas it for the jump.

          

          

          

          

          7.

          CONTINUED:
          Speed concentrates..

           REX (CONT'D)
          Now?

           SPEED
          Uh-uh.
          The jump glides towards them as the tires seem to whisper
          to Speed.

          SPEED (CONT'D)
          Now!
          Rex smiles, hitting the gas, launching the car into the
          air where it seems to hang fora moment before rushing
          down at us as we cut--

          EXT. THUNDERHEAD RACEWAY -= NIGHT - PRESENT

          The modern T-180's come flying overhead, slamming down
          against the metal track, scattering bright bursts of
          shooting sparks in their wake.

          INT. MEDIA ROW

          A long stretch of identical glass cubicles that look down
          at the raceway, where announcer's from all over the globe
          provide color commentary for race fans.
          Thunderhead is a relatively small track and the media-row
          should reflect that while it's big enough to be covered
          in several different languages, it is not nearly as
          important as the majors.

          LOCAL ANNOUNCER
          --local fan favorite, Speed racer
          is just gobbling up this track,
          slipping car after car--

          HAROLD LEDERMAN ANNOUNCER
          --no one seems able to lay a glove
          on this kid--

          AUSTRALIAN ANNOUNCER
          --clearly a rising star, with
          several big wins since turning
          pro, though he remains without a
          major sponsor--

          

          

          

          

          8.

          CONTINUED:

          CHINESE ANNOUNCER
          --a win tonight could put him
          within range of qualifying for the
          Grand Prix--

          FRENCH ANNOUNCER
          --let us hope he does not make the
          same mistakes that his older
          brother made--

          INT. CAR

          Inside the cockpit of a racing car that feels more like a
          fighter jet, Speed does the thing he was born to do.
          Though the vibrations are enough to rattle molars loose,
          there is a calmness, a preternatural ease in Speed's
          manner that suggests this maelstrom of velocity is where
          he belongs.
          He hears a voice in his headset.

          SPARKY
          Head's up,.Speed! Seven o'clock. I
          got Snake drafting.Pitter-pat.
          Speed looks into his mirror and sees a car with orange
          and black markings, stacked up tight behind another car.

          SPEED
          I got him.

          EXT. TECH PIT

          It is smaller than a typical crew pit since the cars
          don't really pit. There is a panel like a sound mixing
          board filled with needled gauges and green-barred light
          meters.
          Sparky is watching through binoculars.

          SPARKY
          I figure he'll slingshot after you
          in the next turn.

          SPEED
          I'm ready.

          

          

          

          

          9.

          EXT. THUNDERHEAD RACEWAY - NIGHT

          The cars explode into the next turn when Snake uses the
          draft to slingshot by the car ahead of him--
          Hurling like a bullet straight at Speed as--
          Speed thumbs a button on his steering wheel causing jacks
          to shoot out of the bottom of the car and sending it up
          into the air just as--
          Snake flies under it, careening into the bottom of the
          turn too tightly, bouncing of the rail, out of control,
          ricochetting back at Speed as--
          He turns his wheels, catching a part of Snake's car with
          the grace of a bull-fighter, sending it spinning away
          towards the other cars while--
          Speed rockets free--
          Eliciting a huge roar from the crowd.

          EXT. TECH PIT

          Sparky smiles.

          SPARKY
          Great move, Speed. Careful on the
          butterfly coming up. You may wanna
          ease up--

          SPEED
          Not this time, Sparky.

          EXT. THUNDERHEAD RACEWAY - NIGHT

          Speed careens through a butterfly turn like there was a
          slot-guide in the track causing another crowd roar.
          They can feel that something special might be happening.

          EXT. TECH PIT

          Sparky checks his stop watch.

          SPARKY
          Holy canoli, Speed, You know who
          you're racing?

          

          

          

          

          10.

          CONTINUED:
          He can see him.

          SPEED
          Yeah...
          Just ahead, the ghost of his brother's car launches up
          the second jump and when ti comes down we are back in the
          past.

          EXT. THUNDERHEAD RACEWAY - NIGHT - PAST

          Rex drives the older model T-180, a man on a mission,
          dominating the race exactly like Speed.

          EXT. GRANDSTANDS

          Pops stands watching the race through binoculars Young
          Spped is beside him.

          YOUNG SPEED
          Rex's gonna win, ain't he, Pops?
          Pops checks his watch but almost can't believe it. He
          goes back to his binoculars.

          YOUNG SPEED (CONT'D)
          He's gonna win it. He's gonna set
          the course record. Nobody's gonna
          catch him.

          POPS
          Quiet, Speed! There's a lotta race
          to run.

          YOUNG SPPED
          No way. It's over. My brother's
          the best racer in the world.
          Everybody else is running for
          second.
          The cars rocket through the twisted mobius of steel.

          EXT. CREW PIT

          Blackjack Benelli grabs one of the crew chief, knotting
          his fists in the fabric of the path-covered cover alts.

          BLACKJACK BENELLI
          I told you to take him out!

          

          

          

          

          11.

          CONTINUED:

          CREW CHIEF #1
          We're trying, sir. He's just too
          fast.

          EXT. THUNDERHEAD RACEWAY

          Rex blazes by, the track rattling like a metal roller-
          coaster, opening an even bigger lead.
          As we move around Rex's car, we see suddenly there is
          someone right behind him, a ghost car--
          Speed.
          As Speed makes his move, he pulls us back into the
          present.

          INT. MEDIA ROW - PRESENT

          The buzz is palpable.

          LOCAL ANNOUNCER
          --it's unbelievable folks, no
          one's seen moves like this, since
          that remarkable night eight years

          AGO--

          HAROLD LEDERMAN ANNOUNCER
          --there's no doubt in my mind,
          he's gunning for it--

          AUSTRALIAN ANNOUNCER
          --driving like a man possessed, a
          man haunted by his past---

          CHINESE ANNOUNCER
          --a record that has stood for
          eight years set by.his,older--

          FRENCH ANNOUNCER
          --he is not alone out there, he is
          chasing someone, he is chasing the
          ghost of Rex Racer--

          EXT. GRANDSTANDS

          in the glass of Pop's binos we can see the dim reflection
          of the two brothers racing.

          

          

          

          

          12.

          CONTINUED:
          Pops stands beside Mom. He is still watching the race
          with his trusty binos though he is now a little older,
          plumper and balder..
          He clicks his stopwatch, checking it at the same time
          that Sprittle checks his. Sprittle stands on the chair
          next to him.

          SPRITTLE
          Jeepers, he could do it, Pops. He
          could really do it, couldn't he?
          Pops goes back to his binos.

          SPRITTLE (CONT'D)
          What if he does? What if he does
          it, Pops?

          POPS
          Sssh!

          SPRITTLE
          I don't know if I can watch
          this...
          He holds the binos as though afraid to look when--
          A hairy hand comes in and takes them away.
          Chim-chim, sitting on the chair next to Sprittle, puts
          the binos to his eyes.
          Speed flies through a piece of tricky track drawing
          another cheer.
          Sprittle grabs the binos back just as the beautiful young
          woman, standing on the other side of Pops, lowers her.
          Trixie chews at her lip, feeling a knot twist into her
          gut.

          EXT. SUBURBAN STREET- DAY - PAST

          The little girl wearing the pink barrette is walking with
          a pack of girls, their little mouths as sharp as razors.
          In the distance we hear a high-pitched motorized whine.

          BLONDE PACK LEADER
          My Daddy told me he used to work
          for the Mishida Motorwerks but he
          quit.

          (MORE)

          

          

          

          

          13.

          CONTINUED:

          BLONDE PACK LEADER (CONT'D)
          My daddy said that was a
          completely crazy thing to do. He
          says the whole family is crazy.

          TRIXIE
          Speed's not crazy.

          BLONDE PACK LEADER
          No, he's just dumb. Probably the
          dumbest kid in class. Ms.
          Waterstraat had me alphabetize the
          IRB tests and you wouldn't believe
          what that retard did--
          Sock!
          Trixie decks her to the shock of the rest of the pack
          just as the whine grows very loud and--
          Speed comes rounding the bend on a little go-cart,
          wearing his too-big helmet making his big head seem
          ridiculously enormous.
          Zipping past, he suddenly notices the girl in the pink
          barrette standing over another girl; there is something
          about her--
          Maybe it's way she's got her fists up, like a boy, or
          maybe it's the. way her jaw is set, ready to take on

          ANYONE--
          Whatever it is, when their eyes suddenly meet, he finds
          he is unable to look away--
          Staring at her, as he drives off the road, crashing
          through a hedge and tumbling down a hill.

          TRIXIE
          Speed!
          She runs to help him.
          He is laying sprawled out, his car on its side, wheels
          still spinning.

          TRIXIE (CONT'D)
          Are you alright?
          He's a bit groggy.

          SPEED
          .who are you?

          TRIXIE
          I'm Trixie. I'm in your class.

          

          

          

          

          14.

          CONTINUED: (2)

          SPEED
          .oh .yeah.
          He stares at her for a minute, powder-puffs of clouds
          floating about her head.

          SPEED (CONT'D)
          He, would you like to see my car

          COLLECTION
          She smiles.

          TRIXIE
          I'd love to.

          INT. POP'S GARAGE

          Pops and Rex are working on the T-180. Rex is in a wife-
          beater, up to his elbows in axel grease.
          The sound of an angry bee hive fills the room as Speed
          drives up through the big open door.

          SPEED
          Hey, Rex. Hey Pops.

          RE X
          Hey, Speedy.

          POPS
          Who's your friend?

          SPEED
          Her name's Trixie. She's in my
          class.

          TRIXIE
          Hi.

          POPS
          Pleasure to meet you, young lady.

          SPEED
          Hey pops, a guy wanted me to give
          this to you. He said he was a big
          fan.
          He hands him the package and Pops smiles.

          POPS
          A fan, is it? Not often we get
          someone with such good taste
          around here. Where is he?

          

          

          

          

          15.

          CONTINUED:

          SPEED
          He was in a hurry. Driving a '68
          Fendersin. Sweet set. of wheels.
          The car description rings a bell for Rex.

          REX
          Let me see that.
          He grabs the box, then holds it to his ear.
          It's ticking.
          He jams it into the go-cart, against the pedal and slaps
          it in reverse.
          The go--.cart shoots out of the garage and down the
          driveway until--
          It explodes, an enormous fireball ballooning up past the
          tree tops.
          Trixie's eyes flash with excitement.

          TRIXIE
          Cool beans!

          EXT. THUNDERHEAD RACEWAY - NIGHT - PRESENT

          Feeling the storm of emotions that she knows Speed must
          be feeling, she takes a deep breath and raises the binos
          back up.
          Through the magnifying lenses we see Speed flying around
          the track.

          INT. MEDIA ROW

          They are riding the story like Speed is driving the
          track.

          LOCAL ANNOUNCER
          --no one from these parts will
          forget the tragic story of Rex

          RACER--

          HAROLD LEDERMAN ANNOUNCER
          --he nearly ruined racing--

          AUSTRALIAN ANNOUNCER
          --single-handedly tried to save

          RACING--

          

          

          

          

          16.

          CONTINUED:

          CHINESE ANNOUNCER
          --one of the greatest scandals in
          the history of the sport--

          FRENCH ANNOUNCER
          --it is always the brightest star
          that burn out the fastest--

          EXT. THUNDERHEAD RACEWAY - NIGHT

          Speed blister through the high-banked slalom and it seems
          at first that he is all alone but then we see the trace
          effect as we realize that the two cars are making
          perfectly identical moves until--
          They bank into a straightaway, splitting apart, like a
          shadow suddenly cut free as both cars accelerate--
          Neck and neck, the past a mirror of the present.

          YOUNG SPEED (V.0.)
          Can I go with you, Re

          INT. REX'S ROOM - NIGHT - PAST

          Young Speed watches as Rex packs his bags.

          REX
          Not this time, Speedy.

          SPEED
          When are you coming back?

          REX
          I don't know. I don't know.
          He snaps the bag shut.

          REX (CONT'D)
          Look, Speed... one day people
          might say things about me. No
          matter what they say, I hop... I
          just hope you never believe them.

          SPEED
          I won't.
          He hugs his little brother, knowing it might be for the
          last time.

          

          

          

          

          17.

          INT. RACER LIVING ROOM

          Rex heads for the door but Pops is waiting for him.

          POPS
          So, you're quitting?

          REX
          I have to.

          POPS
          No you don't. This is a choice.
          You're selling out, walking away
          from everything we've built here.

          REX
          I'm done arguing with you Pops.
          He turns back towards the door.

          POPS
          Don't you walk away from me!

          REX
          You can't tell me what to do. It's
          my life to live.
          He takes hold of the doorknob.

          POPS
          If you walk out that door, you
          better not ever come back!
          The door slams in response.

          EXT. THUNDERHEAD RACEWAY - NIGHT PRESENT

          Speed and the ghost of his brother cross, switching
          positions as the memories come faster and faster.

          INT. RACER LIVING ROOM - NIGHT - PAST

          Speed sits on the floor, glued to the television,

          ON
          watching a big race that Rex is in. Mom and Pops are
          the couch behind him.
          All of them sit in.a suspended state, a fist of tension
          squeezing the breath out of them. One the screen, is a
          cloud of smoke billowing from a tangle of metal.

          

          

          

          

          18.

          CONTINUED:

          RALLY ANNOUNCER (V.0.)
          Rex Racer riving the black and red
          Uniron car, got in a tangle with
          Richenhbach, who had been favored
          to win--

          COLOR ANNOUNCER (V.O.)
          That was no tangle, he took
          Richenbach out--

          RALLY ANNOUNCER
          We don't know that but I imagine
          the WRL will be reviewing this
          crash.

          COLOR ANNOUNCER
          That's the third DNF crash Racer's
          been involved in! Review it? Heck,
          the oughta just suspend him.

          POPS
          Turn it off, Speed! I don't want
          you watching this anymore.

          EXT. THUNDERHEAD RACEWAY - NIGHT - PRESENT

          Speed tightens his grip on the wheel.

          INT. YOUNG SPEED'S BEDROOM

          Speed is hidden beneath the blankets, the sound of a
          small portable television barely audible.

          RACE ANNOUNCER
          Rex Racer almost took Yokima's
          head off wit that jump!

          RACE COMMENTATOR
          There's absolutely no doubt in my
          mind that Rex Racer is the
          dirtiest driver in the world.
          Lit by the soft glow of the small tv, Speed blinks and
          the first tears slip silently down his cheeks.

          EXT. THUNDERHEAD RACEWAY - NIGHT - PRESENT

          His jaw locks, as he remains trapped between two
          different forces.

          

          

          

          

          19.

          EXT. SCHOOL YARD - DAY - PAST

          Young Speed is clobbering a kid who is twice his size. A
          teacher finally pulls them apart.

          BIG MOUTH
          I just told him the truth! His
          crum-bum brother doesn't belong on
          a racetrack-- he belongs in jail!
          Speed tears free and torpedoes Big Mouth again.

          EXT. THUNDERHEAD RACEWAY - NIGHT - PRESENT

          The two cars continue to dance around each other.

          INT. MEDIA ROW


          LOCAL ANNOUNCER
          --the trial of Rex Racer shook the
          World Racing League to tis very

          FOUNDATION---

          HAROLD LEDERMAN ANNOUNCER
          --once a rat, always a rat and in
          my book Rex Racer's nuthin' but a

          RAT--

          AUSTRALIAN ANNOUNCER
          --the indictment brought down
          perennial racing powerhouse

          UNIROYAL--

          CHINESE ANNOUNCER
          --Uniroyal was linked to the
          notorious fixer Blackjack Benelli--

          FRENCH ANNOUNCER
          --still in prison to this day,
          Benelli was rumored to be behind
          the Casa Cristo tragedy--
          The two cars swerve, heading for a collision as we cut--

          INT. RACER LIVING ROOM - NIGHT - PAST

          Mom, Pops, Sparky, Trixie and Speed are all watching the
          race on the television.

          

          

          

          

          20.

          CONTINUED:
          Something happens and Mom drops her glass. It shatters
          but no one seems to notice.
          Young Speed is transfixed by the horror of what is
          playing out, the images of fire and flashing lights,
          reflecting in his eyes.

          CASA CRISTO ANNOUNCER
          This has to be one of the worst
          crashes I have ever seen--

          CASA CRISTO COMMENTATOR
          Terrible, just terrible---

          CASA CRISTO ANNOUNCER
          There is still no sign of the
          driver, Rex Racer.

          EXT. THUNDERHEAD RACEWAY -- NIGHT - PRESENT

          Speed presses down on the accelerator and starts to gain,
          fighting the emotion welling behind his eyes.

          INT. YOUNG SPEED'S BEDROOM - PAST

          Held by his mother, Speed sobs and sobs while Pops stands
          helplessly at the door.

          EXT. THUNDERHEAD RACEWAY - NIGHT - PRESENT

          Speed again pulls even with Rex as the finish line comes
          into view.

          TNT. MEDIA ROW

          LOCAL ANNOUNCER
          --he's comin'hard, it's gonna be

          CLOSE--

          HAROLD LEDERMAN ANNOUNCER
          --forget the past, he's sayin',
          this is my night--

          AUSTRALIAN ANNOUNCER
          --there's a new Racer in town--

          CHINESE ANNOUNCER
          --poised to wipe the slate clean--

          

          

          

          

          21.

          CONTINUED:

          FRENCH ANNOUNCER
          --escaping the dark shadow of his
          older brother--
          The checkered flag goes up, ready as the two cars come
          screaming towards the finish line--
          The large digital clock seemingly synchronized with the
          past as--.
          Speed looks over at the ghost car, the faintest smile on
          his lips as he sees his older brother and then--
          Takes his foot off the accelerator, letting Rex's car
          surge ahead, crossing just before Speed.
          The time is just over the record causing disappointment
          to ripple through the crowd except for--
          The Racer family who seem both relived and happy.

          SPRITTLE
          Come on, Let's go! Victory Lane!

          INT. MEDIA ROW

          They seem exhausted.

          FRENCH ANNOUNCER
          Zut alors! What a race!

          CHINESE ANNOUNCER
          --by a cat's whisker--

          AUSTRALIAN ANNOUNCER
          --the record still stands--

          HAROLD LEDERMAN ANNOUNCER
          --looked like he pulled up to me--

          LOCAL ANNOUNCER
          --Folks, I knew Rex Racer and if
          he's up there somewhere watching
          this race, you can bet your ass,
          he's damn proud of his little
          brother.

          INT. RACER X'S PENTHOUSE - NIGHT

          Walls of glass overlooking a galaxy of.twinkling
          cityscape; a penthouse created as a diamond is created,
          every face a perfect stroke of precision.

          

          

          

          

          22.

          CONTINUED:
          A beautiful woman wearing nerdy-glasses sits watching the
          television from the leather banquette. She has a body
          made of the same kind of lines that a sports car or a
          high-heel has, lines that make your head turn.
          This is Minx.
          Beside her is a brooding, muscled man, his attention
          we don't
          riveted as Speed pulls into Victory Lane. Though
          see his face, this is Racer X.

          MINX
          He' going to be very good.

          RACER X
          No. He's going to be the best.
          The crowd swarms around Speed's car.

          RACER X (CONT'D)
          If they don't destroy him first.

          EXT. RACER HOUSE - MORNING

          The phone is ringing.

          INT. KITCHEN

          to the
          Mom is. cooking breakfast. Before she can get
          phone, Sprittle grabs it.

          SPRITTLE
          Racer residence.

          CORPORATE AGENT
          Good morning, I was hoping to
          speak with Speed racer.

          SPRITTLE
          He's not interested.
          He hangs up.

          MOM
          Sprittle!

           SPR ITTLE
          It's true!

          MOM
          That's not for you to say.

          

          

          

          

          23

          CONTINUED:

          SPRITTLE
          Speed's gotta drive for Pops!

          MOM
          That's for Speeed to decide.
          The phone rings again. Sprittle grabs it quickly.

          SPRITTLE
          Hello?

          CORPORATE AGENT #2
          Is this the Racer residence?
          He glances at Mom.

          SPRITTLE
          Nope.
          He hangs up. Shrugs.

           SPRITTLE (CONT'D)
          Wrong number.

          INT. PARENTS BEDROOM

          Pops is doing his exercises in his gray sweats.

          INT. SPEED'S ROOM


          BEN
          Speed now sleeps in Rex's old room. The poster of
          Burns is still tacked to the wall above the bed.
          Mom opens the door.

          MOM
          Come on, Champ. Rise and shine.
          Breakfast's ready.
          to the
          Speed's hair.seems to remain asleep, still molded
          pillow as he tries to push himself up.

          SPEED
          .I'm up, I'm up.

          INT. KITCHEN


          THE
          Mom spatulas another short stack of pancakes from
          griddle and shovels them like coal into the blazing maw
          of a locomotive, dumping them onto the plates of Sprittle
          and Chim-chim.

          

          

          

          

          24.

          CONTINUED:
          They eat ravenously, trying to secretly steal food from
          each other's plates while Pops reads from the Racing
          News.

          POPS
          "It was a virtuoso display of
          talent, the likes of which has not
          been seen at Thunderhead since
          Racer the elder dropped jaws eight.
          years ago. Now, as we once again,
          pull our collective jaws up from
          the floor, we have to ask, will it
          be different this time, or will

          TRAGEDY--

          MOM
          That's enough of that, Hon.
          Pops puts down the paper and Sparky picks it up.

          SPARKY
          I just can't believe there wasn't
          one mention of Racer motors in
          there.

          POPS
          That's because the Sponsors run
          the media, Sparky.
          Trixie enters through the back door.

          TRIXIE
          Mornin' everyone. Is Speed up yet?
          Speed stumbles in the door.

          SPEED
          .in spirit anyway.

          TRIXIE
          Hey superstar, did you see the
          papers? They're all in love with
          you.

          SPEED
          Really?
          He sits, grabbing the paper.

          SPARKY
          Yeah, but there sure is a lot of
          speculation about which team's
          going to pick him up

          

          

          

          

          25.

          CONTINUED: (2)

          SPEED
          .really?
          Speed starts to read and suddenly the room begins to
          rumble, glasses shaking, plates rattling.

          POPS
          What the--?

          SPRITTLE
          Earthquake!
          He and Chim-chim begin wailing in panic.

          SPRITTLE (CONT'D)
          Quick, under the table! Into the
          door-frame!

          POPS
          Sprittle calm down!

          SPEEED
          Pops the kitchen's the most
          dangerous room in a house during
          an earthquake!
          The whole table shivers and it seems the hanging ceiling
          light might shake free when the tremor begins to subside.
          Sprittle and Chim-chim, wearing a pot and a metal
          colander for protection, look around, expecting something
          bad to happen.
          The house becomes pin-prick quiet when--
          The doorbell rings.

          INT. LIVING ROOM

          Pops opens the door to a face full of turbine exhaust
          from the private K-Harrier jet parked on their front
          lawn.
          On their doorstep is an extremely well dressed older man
          carrying a bouquet of flowers and box of cigars.
          His smile is as bright and shiny as a surgeon's scalpel.
          He says, "Good morning, Mr. And Mrs. Racer" but no once
          can hear him over the howl of the turbines.
          He gestures, asking permission to come in. Pops lets him
          by and closes the door, immediately reducing the noise.

          

          

          

          

          26.

          CONTINUED:

          WELL DRESSED MAN
          Mr. And Mrs. Racer, I hope you
          will forgive this imposition.
          He hands her the beautiful bouquet of flowers.

          WELL DRESSED MAN (CONT'D)
          These are Blue-belles from EDEN
          Inc. I'm told the will bloom at
          least three times, each time a
          different color.
          .Mom "ohhhs" her appreciation, while he hands over the box
          of cigars.

          WELL DRESSED MAN (CONT'D)
          And Mr. Racer these are for you,
          straight form the Isle of Kamut.
          Hand-rolled. Premium blend.
          They glance at each other, a bit takenaback.

          POPS
          Uh, thanks but... who are you?
          He seems to rise up an inch taller as he introduces
          himself.

          WELL DRESSED MAN
          I am E.P. Arnold Remmingtonton
          Esquire, President and Chairman of
          Remmington Industries and it is my
          honor to meet you both.
          He reaches for Pops' free hand.

          REMMINGTON
          Mr. Racer, I have been an ardent
          admirer of your work for years. I
          remember the first time I saw the
          prototype for the Mach-1, I told
          everyone that it didn't belong on
          a race track, it belonged in an
          art museum.
          Pops chuckles.

          POPS
          Yeah, she was a beaut.

          REMMINGTON
          No, sir. She was a revelation.
          He suddenly smells the pancakes.

          

          

          

          

          27.

          CONTINUED: (2)

          REMMINGTON (CONT'D)
          Oh, dear. I interrupted your
          breakfast. Is that pancakes, I
          smell?

          MOM
          Are you hungry, Mr. Remmington?

          REMMINGTON
          A figure like mine requires
          constant attention, Mrs. Racer.

          MOM
          Do you like pancakes?

          REMMINGTON
          When I was a child we used to say,
          "pankuken zin liesben."
          Neither of them speak German.

          REMMINGTON (CONT'D)
          Pancakes are love.

          INT. KITCHEN

          Remmington stuff another forkful into his mouth and moans
          his appreciation.
          Sprittle and Chim--chim sit on either side of him, their
          gunsel eyes train on his every move.

          REMMINGTON
          Gorgeous, Mrs. Racer. Superb
          density. Hints of vanilla.
          Cinnamon. Absolutely gorgeous.

          MOM
          I'm glad you like them.

          REMMINGTON
          Like them? I want to-buy your
          recipe.
          He takes out his hand held computer and beings making
          notes.

          MOM
          I can give you the recipe, Mr.
          Remmington.

          

          

          

          

          28.

          CONTINUED:

          REMMINGTON
          Nonsense. Cenestro Foods, a sub-
          division of Remmington Industries
          is planning a new range of home-
          cooked meals for travelers and
          this is just the kind of magic
          we're looking for. I'll have my
          attorney draw up the paperwork.
          Mom looks at Pops feeling flattered but again a distinct
          discomfort.

          REMMINGTON (CONT'D)
          Now, then. We all know the reason
          I'm here is because of you, Speed.
          I was watching last night and I
          have to tell you young man, you
          gave me goosebumps. I know at
          once, this was no mere driver I
          was watching. This was an artist.
          Speed's ears go a bit red.

          SPEED
          Driver's only as good as the car.

          REMMINGTON
          I appreciate modesty, Speed but I
          do not exaggerate when is ay that
          you are a genius. Watching you
          reminded me of why I love racing
          and I am grateful for that. Thank
          you.

          SPEED
          You're welcome, I guess.

          REMMINGTON
          I imagine the phone has been
          ringing off the hook.

          SPRITTLE
          Speed's not interest in driving
          for you or any other sponsor.

          REMMINGTON
          Is this your manager then?

          MOM
          He's our youngest. Sprittle.

          REMMINGTON
          Nice to meet you, youngster.

          

          

          

          

          29.

          CONTINUED: (2)
          Remmington offers his hand but Sprittle doesn't take it.

          SPRITTLE
          We got out eye on you, Mister.

          REMMINGTON
          Excellent. The first thing I want
          to make perfectly clear is that I
          have no intention whatsoever of
          trying to get Speed away from
          Racer motors. What you have here
          is what teams spend years and
          millions of dollars trying to
          achieve: chemistry. Car designer,
          mechanic and driver all coming
          together in perfect, harmony. I
          wouldn't dare touch a thing.

          SPEED
          Well, excuse me for asking, but
          what do you want?

          REMMINGTON
          To help. I want to make sure you
          have access to whatever resources
          you need to continue doing exactly
          what you are doing.

          POPS
          I assume, Mr. Remmington that you
          are not talking about
          philanthropy.
          Remmington chuckles.

          REMMINGTON
          I like when my partners have a
          sense of humor. And that's what
          I'm talking about. A partnership.
          An alliance between your amazing
          family and mine. That's exactly
          what Remmington Industries is to
          me, a family. Like yours. Just a
          little bigger.
          Pops isn't exactly buying it.

          POPS
          No offense, Remmington but Racer
          Motors runs as an independent.

          REMMINGTON
          None taken. I completely
          understand. I sympathize.

          (MORE)

          

          

          

          

          30.

          CONTINUED: (3)

           REMMINGTON (CONT'D)
          Strike that-- I sympathize. You
          may think of R. I. As a huge
          corporate conglomerate but I will
          have you know sire, that I still
          remember working all night on a
          Commodore 64 in the basement of my
          foster parents' home. I build R.I.
          From below the ground up. So while
          Remmington Industries may look
          like a Major Sponsor to you, it
          remains in my heart as independent
          to me as the first day I quit my
          job at GloBocom to work for
          myself.
          They're 're stunned into silence, while Remmington
          presses on.

          REMMINGTON (CONT'D)
          Now I've had this wonderful
          opportunity to meet your family.
          All I am asking is for you to
          please give me the chance to
          introduce you to.mine.

          EXT. COSMOPOLIS - DAY

          The K-Harrier drifts through the polygonal mountain range
          where glittering minarets of steel and glass crown
          towering cathedrals of commerce.
          Helicopters swarm like pollinating bees in summer field.
          The vista is filled with the icons of every conceivable
          business in very conceivable language. It is a landscape
          that merges the pop-art sensibility of Warhol with the
          urban sprawl of Blade Runner.

          INT. K-HARRIER.

          Wood paneled elegance surround the family who sit in
          overstuffed seats as soft and padded as clouds.
          They can't help but gawk out the windows as they float
          through the city.

          MOM
          I've never flown so low through
          the city.

          REMMINGTON
          Special permit. Only six of them
          are granted a year.

          

          

          

          

          31.

          CONTINUED:
          Sprittle and Chim-chim are gawking at something else: the
          vertical pull-out drawer lined with every kind candy in
          the world.

          FLIGHT ATTENDANT
          Take whatever you like.
          He looks at her for a moment like is in love, then turns
          back to the drawer where he and Chim-chim lunge for it,
          pushing each other back.

          POPS
          Sprittle!

          SPRITTLE
          She said we could!
          Pop growls at him, his eyes telling them they'd better
          not take more than one piece.
          Hang-dogged heads, they each grab one piece of candy?

          POPS
          What do you say?

          SPRITTLE
          Thank you.
          She closes the drawer, their eyes seen through the racks,
          watching paradise disappear as though a mirage.

          SPARKY
          Hey, there's the Grand Prix
          Coliseum!
          Sprittle and Chim-chim rush to Sparky's window. They can
          see the entire track and even from this height it seems
          enormous.
          Sprittle turns to Remmington.

          SPRITTLE
          My brother's going to win the
          Grand Prix one day.
          Remmington's eyes glint.

          REMMINGTON
          No doubt in my mind; young man.
          Given the right circumstances, I
          have no doubt whatsoever.

          

          

          

          

          32.

          EXT. REMMINGTON INDUSTRIES

          Power gleams off every surface and line of the strata-
          scape.
          The K-Harrier glides gracefully down to the private
          landing pad.

          INT. HANGER/FOYER

          An entourage of assistants wait like puppies at the door.
          Among them is a gorgeous woman with the kind of smile
          that puts people immediately at ease.

          REMMINGTON
          This is Gennie. She's our Talent
          Manager. Ask for anything, her
          job's to make it come true.

          GENNIE
          Hi, Speed. Welcome to Remmington.
          He shakes her hand while she signals to another man who
          immediately begins scanning speed with an electronic
          measuring device.

          SPEED
          What's this?

          REMMINGTON
          To make an informed decision
          you'll need to understand how we
          take care of our drivers.
          The tailor finishes quickly as an electric cart, the kind
          designed for a group tour pulls up.

          REMMINGTON (CONT'D)
          All abroad.

          SPRITTLE
          Cool!.
          They climb on and the driver pulls into the tramway.

          INT. TRAMWAY

          These well lit hallways are extra wide with lots of
          colored guide lines on the floor like. in a hospital.

          

          

          

          

          33.

          CONTINUED:
          There are a lot of signs, directional and advertisements
          hawking the widely varied Remmington products.
          The red lines lead to doors emblazoned with "Restricted
          Access."
          There is a fair bit of hustle and bustle, like a busy
          street as golf carts, seg-ways and motorized scooter zip
          to and fro. No one walks.

          REMMINGTON
          Remmington Tower is the crown
          jewel among the properties that I
          control. It functions as the
          corporate headquarters for he top
          twelve divisions of our parent
          corp. One big industries family.
          The turn a corner heading for a large set of doors with
          the double "R" logo of Remmington Racecars.

           REMMINGTON (CONT'D)
          Of all the 143 companies that I
          control, none of them is as dear
          to my heart as the T-180 division.
          The door opens as they enter---

          INT. REMMINGTON CAR MUSEUM

          Cars from the golden Age through to the present surround
          the pathway, dangling in midair or mounted in situ-
          dioramas, each carefully lit with spotlights like works
          of art or precious gems.

          REMMINGTON
          I've always felt that it is
          impossible to peer into the window
          of Tomorrow without a clear view
          of the Past.

          SPRITTLE
          That's the Crystal Horse with the
          Apache Super--Charger!

          REMINGTON
          Winner of the Grand Prix in '69,
          ' 70 and '73.

          

          

          

          

          34.

          CONTINUED:

          SPRITTLE
          No. Wrong. '72. '71 was the
          Vundervopper with the K-2 twin
          turbine and '73 was the Kenobe
          Motorstar re-built with a VC
          ;triple chamber.
          Remmington considers arguing.

          SPEED
          Don't bother. He's never wrong.
          They pass out of the museum.

          INT. TRAMWAY

          The hall widens allowing a special lane that leads out
          onto an observation deck that over looks the main T-180
          factory.
          The bank of windows overlooks the enormous facility. It
          is a state of the art assembly line that rises
          vertically, instead of horizontally. The chassis arrives
          at the bottom and is born up by a mechanical arm,
          rotating as each platform assembles the next piece.
          The far wall is nothing but glass providing a sun-
          drappled_vista of Cosmopolis.

          REMINGTON
          Our vertically integrated plant is
          the fastest in the world. From
          initial carbon bond to finished
          car in 36 hours. How long does it
          take at Racer Motors?

          SPARKY
          Several weeks at least.
          Remmington turns to Pops.

          REMINGTON
          This kind of production facility
          could be at your disposal, Mr.
          Racer.
          The cart motor hums and slides back onto the tramway.

          

          

          

          

          35.

          INT. ENERGY-CELL THEATRE

          The next viewing stage is a window into the vacuumed-
          sealed laboratory where they construct the "engine" that
          powers the T-180's turbine.
          It looks like an operating theatre with several robotic
          arms and a cluster of auto-surgeons operating inside
          sealed perspec chambers.

          REMMINGTON
          This is our operating theater
          where our patented Refusion Energy
          Distributor Network is installed
          in the turbine drive.
          Sparky's eye light up.

          SPARKY
          Is that an inner-positive
          transponder?

          REMMINGTON
          It is indeed.
          Sparky shoots a look at Pops.

          REMMINGTON (CONT'D)
          We control the only transponder
          foundry in the world outside of
          Mushi Motors in Taiobi.
          The window suddenly turns into a mirror.

          REMMINGTON (CONT'D)
          Oops. Sorry. Trade Secrets.

          INT. TRAMWAY

          The cart arrives at an elevator station, and the driver
          presses a signal control the doors opening immediately.

          INT. ELEVATOR

          The driver punches in a floor and door direction code
          (north, south, east, west) and the elevator begins to
          rise while the dais in the floor begins to spin aligning
          them with a different door.

          

          

          

          

          36.

          CONTINUED:

          REMMINGTON
          Now, I'll take you up to the Team
          Remmington training facility.
          The west door opens and the cart glides out into a new
          tramway which is not as industrial feeling as the first
          one, decorated with a vinyl wainscotting and slightly up-
          graded lights.
          The higher you go in the Remmington Tower, the nicer the
          halls are decorated.

          INT. TRAINING AQUARIUM

          The cart glides by a series of windows that reveal the
          rigorous training systems invented to test the drivers.
          The first is a multi-level, state-of-the-art fitness
          facility in which the far wall again looks out into
          Cosmopolis. Beyond the standard health club fare, there
          is a Martial Arts gymnastics group in a standing pyramid.
          There is also a range of strange devices ranging from the
          retro steamer boxes, medicine balls and vibrating belts
          to the hyper-modern triple axis gyro harness.

          REMMINGTON
          As you know, a T-180 driver's got
          to be in peak physical condition.
          Across from the gym is a smaller window where the typical
          anaerobic test is being conducted on a female driver. She
          is running on a treadmill with lost of wires hooked up to
          her while several doctors not their approval at the read-
          outs.

          REMMINGTON (CONT'D)
          No expense is spared to make sure
          that when our driver's suit up
          they are as perfectly tuned as the
          machines they are controlling.
          The next window is a massive centrifuge; a huge
          mechanical arm whipping around a small capsule that
          blasts past the window.

          REMMINGTON (CONT'D)
          The best driver must be able to
          withstand over 4-Gs of force in a
          typical race.

          

          

          

          

          37.

          CONTINUED:
          On the opposite wall is the vibration chamber. A man is
          strapped to a chair that is vibrating so hard you expect
          his eyeballs to rattle out.
          The next window is an underwater tank where a man is
          driving in a mock up cockpit, executing peddle maneuvers
          and gear shifts.

          REMINGTON (CONT'D)
          The will to win is nothing without
          the will to prepare and at Team
          Remmington we prepare our drivers
          for any eventuality and every
          possible condition.
          The final window is the weather chamber where a driver is
          again in a mock cockpit, blue-lipped and shivering while
          snow and wind buffet him.

          INT. ELEVATOR

          The doors open and the craft glides in.

          REMMINGTON
          I hope I didn't care you, Speed
          with how hard we push our team. I
          just wanted you to see how serious
          we are committed to winning.

          SPEED
          I get that.

          REMMINGTON
          Good. But also understand that
          R.I. Isn't all work and no play.
          The door opens revealing the Drivers' Club.

          INT. DRIVERS' CLUB

          A swanky Playboy-style casino club where, stylishly
          dressed male and female drivers are catered to by
          beautiful male and female "hostesses."
          Sprittle's eyes almost pop out.

          SPRITTLE
          That's Cannonball Taylor!
          Speed urns and sees the Captain of the Remmington Team.

          

          

          

          

          38

          CONTINUED:

          REMMINGTON
          Stop the cart. Jack! Jack, come
          here. There's someone I want you
          to meet.
          Cannonball saunters over, wearing his two goiter-sized,
          diamond-encrusted champion rings.

          REMMINGTON (CONT'D)
          Speed Racer allow me to introduce
          two-time Grand Prix Winner, five
          time WRL Champion and future Hall
          of Famer, Jack Cannonball Taylor.

          SPEED
          Honor to meet you.

          CANONBALL
          Caught that Thunderhead replay.
          Nice piece of work.

          SPEED
          Wow, thanks.

          CANONBALL
          There was a rumor you might be
          visiting.

          SPEED
          It's pretty impressive.

          CANONBALL
          Only thing I cared about was that
          wall over there.
          He gestures to a special wall fitted with the trophies
          and medals won by team Remmington through the years.

          CANONBALL (CONT'D)
          That' what sold me. You want to
          win in this league, you're talking
          to the right guy.
          Remmington beams.

          REMMINGTON
          Thanks, Jack.
          Jack nods and the cart pulls away but not before Jack
          shoots a backward glance at Speed that feels like a shank
          in a prison yard.

          

          

          

          

          39.

          INT. PENTHOUSE

          The doors open and Remmington leads the family into the
          penthouse suite leaving the cart behind. Standard jaw-
          dropping view, decorated in an upscale masculine
          aesthetic.
          Sparky whistles and whispers to Speed.

          SPARKY
          Long way from Nob Hill, eh?

          REMMINGTON
          We treat our thoroughbreds the way
          they deserve to be treated.
          He guides them into the room gesturing or demonstrating
          all of the amenities.

          REMMINGTON (CONT'D)
          There's full maid service of
          course with a personal chef and a
          masseuse available 24/7.
          The staff arrives, wheeling in several racks of clothes:
          daywear, sportswear, racing uniforms and stylish evening
          wear.
          Gennie holds up one of the suit to Speed.

          GENNIE
          Should be perfect. Try it on.

          TRIXIE
          Mmm hmm!

          SPEED
          .okay.
          He heads to the bathroom.
          Taking Mom by the elbow, Remmington gestures to the
          sitting area over-looking Cosmopolis.

          REMMINGTON
          So Mrs. Racer, what do you think
          about my family? Impressed?

          MOM
          You could say that.

          

          

          

          

          40.

          CONTINUED:

          REMMINGTON
          Good. I want you to understand the
          possibilities that exist for your
          son right now.
          Pops furrows his brow.

          REMMINGTON (CONT'D)
          What's wrong Mr. Racer?

          POPS
          To be honest, Remmington, I'm
          feeling more intimidated than
          impressed. This kind of company
          scares me. People like you have
          way too much money and when
          someone has this kind of money,
          they start thinking that the rules
          everyone else is playing by don't
          mean squat to them.
          Remmington remains skillfully unfazed.

          POPS (CONT'D)
          However, my sons are the most
          important thing I've ever done in
          my life, besides marrying my best
          friend and if Speed wants us to
          figure out some kind of...
          "alliance" then you can bet your
          ass we'll be in business.
          Speed steps out of the bathroom. His boyishness has faded
          away as he suddenly seems very much a man. Gennie smile
          approvingly.

          TRIXIE
          Hubba hubba.
          He walks over to the sitting area.

          MOM
          Oh honey, you looks so handsome.

          SPEED
          Yeah?

          REMMINGTON
          Very sharp, Speed. Suits you
          perfectly. Regardless of what
          happens, I want you to have all of
          it. A gift.

          

          

          

          

          41.

          CONTINUED: (2)

          SPEED
          Thanks, Mr. Remmington.

          REMMINGTON
          So, how are you feeling Speed?
          Speed isn't sure. He looks at Trixie and Sparky and then
          at his parents.

          SPEED
          It's very... impressive.
          Remmington smiles.

          REMMINGTON
          You think that maybe there's
          something that could work out
          here?
          Everyone waits, staring at him.

          SPEED
          I guess I'd like to think about
          it, if I .could.
          has really
          Remmington's a fisherman not sure if the hook
          been set.

          REMMINGTON
          This isn't the kind of offer I go
          around making ever day, son.

          SPEED
          I understand that, sir...
          He looks to Pops then takes a deep breath as though
          trying to find his resolve.

          SPEED (CONT'D)
          So if I had to give an answer now
          then, to be honest--

          REMMINGTON
          Stop. Right there. You're right.
          You should think about it. I'm
          sure you're feeling a bit
          overwhelmed. You should take a
          little time. Think about what you
          saw and heard here and we'll get
          together early next week. Deal?
          He reaches his hand out and Speed takes it with some
          obvious relief.

          

          

          

          

          42.

          CONTINUED: (3)

          SPEED
          Deal.

          INT. CRUNCHER BLOCK'S OFFICE

          WHACK! WHACK! WHACK! A thug soundly slaps the face ofa
          handsome Japanese man.
          When the beating is over, the Japanese man slumps
          forward, his arms behind his back.

          CRUNCHER
          Ithought we had a deal...
          When he hears the voice, he lifts his head and we see a
          huge man with a body like a cement-lined safe, sitting
          behind a desk, lighting a cigar.
          This well-dressed fixer is Cruncher Block.

          CRUNCHER (CONT'D)
          I thought we were friends.
          He blows a cloud of smoke and watches it float up to the
          chandelier which is jiggling steadily.

          CRUNCHER (CONT'D)
          Maybe where you come from, this is
          how you treat your friends, but
          'round here we don't take to
          kindly to this kind of thing, do
          we fellas?
          Thug #1 steps in and wails away on him again.

          THUG #1
          You hurt our feelings!

          CRUNCHER
          Problem is, I like you Katsu.
          Cruncher grins, his teeth like stacked dice.

          CRUNCHER (CONT'D)
          And I got a real soft spot in my
          heart for that sister of yours.
           He begins opening a large package wrapped with butcher
          paper. -Inside is a bloody rack of ribs.

          

          

          

          

          43.

          CONTINUED:

          CRUNCHER (CONT'D)
          Normally in a situation such as
          this we would be pouring you a
          nice comfy pair of cement shoes,
          but...
          He stands and goes to the large glowing fish tank that is
          behind the desk.

          CRUNCHER (CONT'D)
          I think I got another solution..
          He dips the bloody meat into the tank filled with
          piranha. The water foams as the carnivorous fish shred
          flesh from bone.

          CRUNCHER (CONT'D)
          How're my babies doing? Huh?
          Hungry? Ready for seconds? Boys!
          They grab Katsu and haul him to the fishtank.

          KATSU
          No!

          THUG #2
          Hope dem fishes like Japanese.

          KATSU
          No, please!

          THUG #1
          Gonna be hard to drive with
          skellie hands.
          Cruncher takes hold of Katsu's jaw.

          CRUNCHER
          You even think about turning rat
          and next time it's your sister
          going in there.

          A
          They begin forcing his hand into the tank when suddenly
          red light begins flashing.
          Everyone freezes.
          Cruncher grabs the phone on his desk.

          CRUNCHER (CONT'D)
          What?!

          

          

          

          

          44.

          INT.'TRUCK CAB

          We realize that Cruncher's office is in the trailer of a
          semi-truck which is cruising down an empty rural highway.

          TRUCK DRIVER
          Someone's tailing us.

          INT. CRUNCHER BLOCK'S OFFICE

          Cruncher signals to the man at the far end of the room
          who is guarding the door. The guard slides open a peek-a-
          boo slot and sees a pair of headlights.

          CRUNCHER
          is it him?

          DOOR GUARD
          It could be.
          Cruncher goes to the phone.

          CRUNCHER
          Can you see him yet?

          TRUCK DRIVER
          Here he comes--
          The car pulls up even with the cab and the driver feels
          his gut clench as he recognizes the infamous car of Racer

          X.

          TRUCK DRIVER (CONT'D)
          Oh God...

          CRUNCHER
          Get him!
          Everyone leaps into action, shoving Katsu back into a
          chair. Filling their fists with guns, sliding open murder
          holes slots at a variety of heights. Cruncher barks into
          the phone.

          CRUNCHER (CONT'D)
          Crush him!

          INT. TRUCK CAB

          The driver screws his jaw tight and throws the wheel to
          smash into the smaller car--

          

          

          

          

          45.

          CONTINUED:
          But the little black tinted bug flits away with
          effortless ease, dancing out in front of the truck.

          INT. CRUNCHER BLOCK'S OFFICE

          Cruncher flips over the top of his desk revealing the
          controls for a mini-machine gun located on the bottom of
          the truck.
          He grabs the controls which are linked to an infrared
          sighting camera.

          CRUNCHER
          Where is he?

          INT. TRUCK CAB

          The driver watches the red tail-lights glowing like demon
          eyes.

          TRUCK DRIVER
          He's out front.

          INT. CRUNCHER BLOCK'S OFFICE

          Cruncher, hits another button and he front grill of the
          truck opens, dropping the lower half like the double-
          hinged jaw of a snake.
          An Apache helicopter-style rocket launcher thrusts out of
          the darkness.
          Cruncher sights the car.

          CRUNCHER
          Gotcha.
          He fires a mini-rocket straight at the manta-finned car--
          But with a quick feint left the rocket skims by,
          exploding further down the highway.
          Something flashes on the back car as hidden tubes iris
          open and the barrels of several weapons extend out.

          TRUCK DRIVER
          Here he comes!
          Cruncher fires again, the red rocket just missing,
          rending open the tree line with a fireball.

          

          

          

          

          46.

          CONTINUED:
          The little car drops back alongside the truck and fires,
          bullets bursting tires and puncturing through the walls
          of the truck. The truck lurches as the thugs fire wildly
          at the black car.
          Cruncher tries to site the machine gun but just as he
          opens fire--
          The black car slows, drawing the chasing gun fire until
          Cruncher shoots his own tires.

          CRUNCHER
          Aww, I thought you fixed that!
          The black car fires again, bullets ricocheting inside,
          puncturing a hole in the fish tank.

          THUG #1
          Boss!

          CRUNCHER
          My babies!
          He runs to the fish tank and tries to stop the water
          pouring out of the hole. He sticks his finger in and the
          fish immediately attack.
          He shrieks withdrawing his finger.

          CRUNCHER (CONT'D)
          Vinny put your finger in there!
          Vinny doesn't want to.

          CRUNCHER (CONT'D)
          Do it!

          INT. TRUCK CAB

          The truck swerves as the driver struggles to control the
          behemoth wobbling on its blown tires.

          TRUCK DRIVER
          We can't take another hit boss!

          INT. CRUNCHER BLOCK'S OFFICE

          Cruncher thinks fast over Vinny's screams. He looks at
          Katsu and immediately knows what he has to do.

          

          

          

          

          47.

          CONTINUED:

          CRUNCHER
          Pull over but don't stop.

          EXT. LONELY HIGHWAY

          The truck slows, easing onto the shoulder as the black
          car follows.
          The back of the truck slides up and the gangsters toss
          Katsu out, leaving him behind with a spray of gravel.
          Katsu looks up into the glaring lights of the black car.
          A car door opens. Boots crunch gravel as someone walks
          toward us silhouetted by car lights. It is the masked
          racer himself---
          Racer x.

          INT. RACER X'S CAR

          Katsu is in the passenger seat as the car hums quietly
          down the empty highway.

          KATSU
          Thank you. You saved my life.

          RACER X
          I didn't save anything worth
          saving unless you get smart. Real
          fast.
          Racer talks without looking at him.

          RACER X (CONT'D)
          You thought you could take on the
          Cartel. You can't. Not without
          help.

          KATSU
          I don't know what'you're talking
          about.

          RACER X
          You won the Cortex Invitational
          and you weren't supposed to. You
          did it to save Okamoto
          Engineering.

          KATSU
          It has belonged to my family for
          five generations.

          

          

          

          

          48.

          CONTINUED:

          RACER X
          And now someone else wants it. The
          only way you can stop it from
          happening is to talk to the
          authorities.

          KATSU
          There is nothing to talk about.

          RACER X
          You have been on cruncher Block's
          leash for.so long maybe you forgot
          how it feels to stand up and be a
          man. The only way you'll ever stop
          these people is to bring them to
          justice.

          KATSU
          Justice/ That's a commodity I
          don't waste money on.
          Racer X immediately pulls his car over.

          RACER X
          Get out.
          Wearing his smirk like a cheap suit, Katsu gets out.

          KATSU
          I'll see you at Fuji.

          RACER X
          You won't finish. When you lose,
          if you can still dial a phone,
          call this number.
          He hands him a card. The card reads; CHIEF INSPECTOR

          DETECTOR.

          INT. ELEMENTARY SCHOOL CLASSROOM


          KID
          Sprittle is working hard on a test when he hears the
          behind him whisper.

          DANNY
          Hey monkey-lover, show me your
          test or I'll kick your ass after
          school.

          SPRITTLE
          Sorry. Cheaters never prosper.
          The kid to the left chimes in.

          

          

          

          

          49.

          CONTINUED:

          MALCOM
          Spriiiitle, when Chim-chim's bad,
          do you spank the monkey?

          SPRITTLE
          No, your mother does it for me.
          Malcom almost swallows his tongue as several other kids
          snicker..

          TEACHER
          All right! Malcom! Danny!
          Sprittle! To the Principal's
          office. March!
          There is a chorus of, "I didn't do it, awwww, not fair."

          TEACHER (CONT'D)
          Now!

          EXT. ELEMENTARY SCHOOL.

          The same school that Speed attended but now where Rex
          used to wait, Speed is leaning against the Mach-5. Chim-
          chim is sitting next to him.
          The bell rings and the students begin piling out. When
          the last few tumble down the stairs, Chim-chim emits a
          small, sad whine.

          SPEED
          Looks like someone's in trouble
          again.

          INT. MACH 5

          It's later and they're driving home. Sprittle stares out
          the window, mumbling, identifying make, model, and
          engines of passing cars.

          SPEED
          Want to talk about it?
          Sprittle shakes his head.

          SPRITTLE
          K-W Integral 4-door with twin-cam
          turbine...C-foster-K 1200,
          modified split-rail and
          supershocks...

          

          

          

          

          50.

          CONTINUED:

          SPEED
          Was it that Stanton kid again? Did
          he say something? If you want to
          kick his butt--?
          He shakes his head again.

          SPRITTLE
          .it doesn't seem fair that I get
          in trouble, when they always start
          it.

          SPEED
          It's not fair. But that's what
          bullies do. They make the world
          unfair.

          SPRITTLE
          That sucks.

          SPEED
          Yes, it does.

          SPRITTLE
          What can I do about it?

          SPEED
          You ignore 'em when you can, fight
          'em when you can't.

          SPRITTLE
          Those choices suck too.

          SPEED
          Yeah, but just try to keep one
          thing in mind.

          SPRITTLE
          What?

          SPEED
          Bullies come and go but a family
          can torture you forever.
          Chim-chim gives Sprittle a wet-willy.

          SPRITTLE
          Heeeeeey!
          Speed laughs as Chim-chim howls and then puts his arm
          around Sprittle.

          

          

          

          

          51.

          CONTINUED: (2)

          SPEED
          But no joke, you just say the
          word, little brother and we got
          your back, right Chim-chim?
          Chim-chim grunts.

          SPRITTLE
          Thanks guys.

          INT. REMMINGTON INDUSTRIES T-180 FACTORY

          Remmington watches a GRX rolling off the assembly line.
          With him is Mr. Mushi, a businessman with eyes as sharp
          as broken glass.

          REMMINGTON
           The new GRX has a super charged
           inner-positive transporter and
           will be capable of speeds in
           excess off 800 kilometers an hour.
          Mushi nods.

          MUSHI
          If such a car were to win the
          Grand Prix this year, one would
          expect the demand for transponders
          to increase dramatically.

          REMMINGTON
          One would expect.

          MUSHI
          And if a single company gained
          control of all the transponder
          foundries in the world, one might
          expect that company to do very
          well for itself.

          REMMINGTON
          You know what I want and I know
          that for the last few years you
          have been trying to buy out your
          main rival Tetsua Okamoto. The
          question is, can we make a deal?
          The car rotates, rising up on its mechanical arm, a
          cybernetic giant, exercising its might.

          

          

          

          

          52.

          CONTINUED:

          MUSHI
          Deliver Okamoto at that price and
          the Taiobi Transponder foundry is
          yours.

          REMMINGTON
          Done.
          Remington smiles as they shake hands.

          INT. MACH 5

          Speed and Trixie lie with seats all the way back,

          CAR-
          watching the sinking sun tye-dye the sky behind the
          scape of freeways.

          TRIXIE
          You're really considering signing
          with Remmington.

          SPEED
          I just said it was tempting.

          TRIXIE
          Why?

          SPEED
          Well, they got a really good team..
          Cannonball Taylor, Markie
          Manifold. They win a lot of
          Majors.

          TRIXIE
          Since when did winning become so
          important?

          SPEED
          It is important. You gotta win if
          you want to keep driving and that's
          what I want to do. It's the only
          thing I really know how to do. When
          I'm driving, I feel like that's the
          only time my life makes sense.
          She moves closer to him.

          TRIXIE
          You mean, this doesn't make sense
          to you?

          SPEED
          Okay, besides being with you.

          

          

          

          

          53.

          CONTINUED:

          TRIXIE
          So you like being with me?

          SPEED
          You know I do.

          TRIXIE
          Sometimes I do, sometimes I'm not
          so sure.

          SPEED
          What?

          TRIXIE
          Sometimes around your family, you
          seem distant, not like this and I
          wonder why.

          SPEED
          Come on, you know how I've felt
          about you since I was ten years
          old.

          TRIXIE
          I guess so, I just wish you
          weren't so shy about it.

          SPEED
          What do you want me to do? Kiss
          you in front of everyone at the
          end of a big race?

          TRIXIE
          Would that be so terrible?

          SPEED
          I don't know. Maybe we should
          practice first.

          TRIXIE
          Maybe we should.
          They start to kiss when they hear a muted voice.

          SPRITTLE
          Oh God! I'm gonna hurl! Huuuurrrl!

          TRIXIE
          Sprittle?

          SPEED
          No!

          

          

          

          

          54.

          CONTINUED: (2)
          Speed jumps out of the car.

          SPEED (CONT'D)
          He did not!
          He throws open the trunk, revealing Sprittle and Chim-chim
          who shrieks.

          SPEED (CONT'D)
          Sprittle!

          SPRITTLE
          It wasn't my idea!

          SPEED
          Oh no?

          SPRITTLE
          It was his!
          He points at Chim-chim who shakes his head wildly, pointing
          back at Sprittle.

          TRIXIE
          Wait till we tell Pops.

          SPRITTLE
          No! Don't do that! We're sorry. We
          couldn't sleep. We just wanted to
          hang out. We didn't know you were
          going to In-spew-ration Point. By
          the way, Cootie-shots.
          Sprittle and Chim-chim immediately cover one shoulder
          giving themselves a cootie-shot.

          SPEED
          I'm taking you home.

          SPRITTLE
          Wait, wait, wait--
          Speed slams•the trunk shut so we hear Sprittle voice muffled

          SPRITTLE (CONT'D)
          Can we stop for ice cream first?

          INT. RACER GARAGE

          Close on a curving piece of bodywork that Pops is
          sanding. When he looks up, Speed is in the room.

          

          

          

          

          55.

          CONTINUED:
          He is carrying a brown paper sack.

          POPS
          Morning, Speed.

          SPEED
          Pops.

          POPS
          So, today's the big day.
          Speed nods. Pops puts down his tools.

          POPS (CONT'D)
          I know this is a tremendous
          opportunity for you.

          SPEED
          It could be for you too.

          POPS
          Could be, could be. But,
          regardless, this is really all
          about you. It' your decision and I
          want you to know, no matter what
          you decide, I'm behind you.

          SPEED
          Thanks, Pops.
          The room begins to shake.

          POPS
          I think your ride's here.

          INT. K--HARRIER


          LIKE
          Speed stares out the window, chewing on his decision
          a dog worrying a bone.

          INT. REMMINGTON INDUSTRIES LANDING DOCK


          IS
          Gennie greets Speed as he debarks from the plane. He
          carrying his brown sack.

          

          

          

          

          56.

          CONTINUED:

          GENNIE
          Speed, so nice to see you again.
          Her,eyes and the softness of her touch elevate flirting
          to something that is equal parts art and science.

          GENNIE (CONT'D)
          Mr. Remmington is so excited about
          this meeting. He hasn't talked
          about anything else all week.
          Speed sighs.

          INT. K-HARRIER

          The cabin is dark and still. Slowly, almost supernaturally,
          a drawer begins to slide open.
          Two heads pop up. Sprittle and Chim-chim are wearing cat-
          burglar clothes with matching ski-masks.
          The coast is clear, so they sneak over to the galley.
          They stare at the drawer like a safe-cracker eyeing the
          dial of a combination lock.
          Sprittle carefully pulls back the latch springing the drawer.
          It slides open, lit internally, candy gleaming like jewels.
          The breath rushes out of them.

          INT. REMMINGTON'S OFFICE

          The office sits atop the strata-scraper, surrounded by
          commanding views of Cosmopolis.
          Speed arrives via the elevator and Remmington breaks into
          a beaming. smile.

          REMMINGTON
          Speed!
          Gennie leaves speed, returning to the elevator, as
          Remmington crosses to him.
          He hugs him

          REMMINGTON (CONT'D)
          Welcome back! Come. Sit. Sit.

          

          

          

          

          57.

          CONTINUED:
          In the center of the room is a small cluster of extremely
          comfortable chairs in which they sit.
          Above them a multifaceted skylight glitters like a cut
          gem under the streaming rays of sunlight. In the center
          of the sky light is the R.I. Logo casting a great shadow
          on the floor.

          REMMINGTON (CONT'D)
          Can I get you something to drink?
          Water? Bubbly? A shot of rye?
          Speed smiles sheepishly.

          SPEED
          No... I'm okay.

          REMMINGTON
          So, I can see you have given some
          serious thought to this thing.

          SPEED
          I have, yes sir.

          REMMINGTON
          Good. That means that you
          understand that we are talking
          about not just your future, but
          your family's future.

          SPEED
          .my family means a lot to me.

          REMMINGTON
          I know. I can tell. That's why
          this is so important. Because you
          can help them. All you have to say
          is yes. That is all I need to hear
          and I can make so many things
          happen for you, and your family.
          Are you ready for that? Are you
          ready to say yes, Speed?

          INT. K-HARRIER

          Candy wrappers are scattered everywhere as they lay
          motionless in an overdose coma.
          When they hear someone coming Sprittle manages to lift
          his head and crawl to the window.

          

          

          

          

          58.

          CONTINUED:
          A cleaning man is rising up on a cherry picker with a
          cart full of cleaning supplies.

          SPRITTLE
          Uh-oh.
          He looks back at their mess.

          SPRITTLE (CONT'D)
          jig's up.
          A moment later the door opens and the cleaning man enters..

          CLEANING MAN
          Holy cooly:
          He grabs for his radio.

           CLEANING MAN (CONT'D)
          Hey, this is Marvin down at the
          landing pad. I think we got mice
          again.
          As he talks, two shadows slip quietly out the door behind
          him.

          INT. REMMINGTON'S OFFICE

          Speed realizes that this is the threshold.

          SPEED
          This isn't an easy decision for
          me, Mr. Remmington. For my family,
          racing is everything. We eat,
          drink, think and breathe racing.
          There is nothing more perfect than
          a picnic at Thunderhead. I mean, I
          was taught to drive before I could
          walk. But when my brother died,
          all that went away. I can't tell
          you how painful that was. It
          nearly killed all of us.
          Especially Pops. He didn't set
          foot in his shop for over a year.
          As the memory comes to life, we see the images in flashback.

          

          

          

          

          59.

          CONTINUED:

          SPEED (CONT'D)
          But one night when I was still
          pretty young. I couldn't sleep and
          I went into the living room and
          there was Pops, in his beat up
          robe, watching some old race
          recordings.
          The blue tv light of Speed's memory fills his eyes.

          SPEED (CONT'D)
          So I sat with him watching of Ben
          Burns coming round the last turn
          of he '43 Prix and all of a sudden
          Pops started screaming, and then I
          started screaming, and as Burns
          and Dugazi duked it out, heading
          for the finish, we were cheering
          our heads off and the second the
          black and white came down, we
          looked at each other and right
          there we realized the naked truth;
          racing is in our blood.
          Flashback ends.

          SPEED (CONT'D)
          But for Pops, it isn't just a
          sport. It's way more important
          than that. It's like a religion
          and in our house, the Major
          Sponsors are kinda like the devil.
          The coldness in Remmington's eyes belies his smile.

          SPEED (CONT'D)
          I don't mean to offend you sir and
          I do appreciate your offer, it's
          just, I guess I understand his
          -point of view and after all we've
          been through, I don't think this
          kind of deal is for me.
          Remmington chuckles.

          REMMINGTON
          You poor, naive, chump.
          He chuckles again.

          

          

          

          

          60.

          CONTINUED: (2)

          REMMINGTON (CONT'D)
          I'm going to pretend I didn't hear
          that load of sickening schmaltz
          and I am going to give you a bit
          of an education. At the end of it
          if you're smart, you'll thank me
          and hen you'll sign that contract.

          INT. TRAMWAY

          Sprittle and Chim-chim are joy riding in the maintenance
          cart, weaving back an forth, wiping people out.
          Chim-chim screams with glee.

          INT. REMMINGTON'S OFFICE

          They stand before an enlarged black and white photograph
          of five tycoons, smoking cigars, dressed in turn of the
          century tycoon finery, their well-fed faces bright with
          fatuous, self-satisfied smiles.

          REMMINGTON
          Look. There is the true spirit of
          the golden age of racing. Benjamin
          Braddack, Diamond Dave Tweksbury,
          Reginald White, Oliver Potter, and
          George Wheeler. The five most
          powerful men in the world at the
          turn of the last century.
          As he talks we flash back to jittery old footage and
          photographs of the golden era.

          REMMINGTON (CONT'D)
          For all intensive purposes they
          created the modern automotive
          industry. But the true stroke of
          their genius was the invention of
          the WRL, the world's first racing
          league.
          Remmington leads Speed past several personal mementos
          including the first motor of his first car, the first
          milk bottle from victory lane,.a black and white from an
          important race.
          In front of an enlarged picture of Ben Burns from the
          infamous '43 Prix is a twisted and scorched piece of
          metal set on a pedestal like a gorgeous piece of art.

          

          

          

          

          61.

          CONTINUED:

          REMMINGTON (CONT'D)
          Interesting that you and your
          father were so moved by the '43
          Prix. One of the great finishes in
          the history of racing, right?
          Everyone remembers Burns and
          Dugazi slugging it out, but who
          remembers Carl Potts? Driving a
          rebuilt Wittigan for Iodyne .
          Industries, Potts spun out in the
          second lap and went down as a DNF.
          A forgettable and pathetic finish.
          So bad, that afterwards Iodyne
          stock dropped six points.
          Again we see the history told in flashback.

          REMMINGTON (CONT'D)
          Meanwhile, Ben Burns sat guzzling
          cold fresh milk in victory lane, a
          thousand cameras taking his
          picture, Sirrus Aeronautics saw
          almost a twelve point gain which
          immediately block Penninsula Power
          Cell from being able to afford the
          price of a complete take-over.
          This put Joel Goldman, the CEO of
          Iodyne Inc. in the exact position
          he wanted to be in. By first
          buying controlling interest in his
          own company at a devalued price,
          he then brokered a merger with
          Sirrus that immediately sent
          Iodyne into the gains record book--
          the only record book that matters.
          Look out that window, there isn't
          a single plane or helicopter or K-
          Harrier that isn't powered by
          Iodyne fuel cells. That's what
          racing is about. It has nothing to
          do with cars, or drivers. All that
          matters is power and the
          unassailable might of money.
          His greed is as tangible as any drug.

          INT. TRAMWAY

          A security guard glides out of one of the red secured
          area doors on a segway.

          

          

          

          

          62.

          CONTINUED:
          His radio buzzes "perps last seen tramway four, driving a
          maintenance cart."
          The doors start to close when Sprittle and Chim-chim jump
          out and sneak inside.

          INT. REMMINGTON'S OFFICE

          Speed doesn't want to hear any more of this, but,
          Remmington is far from done.

          REMMINGTON
          Do you understand? Burns knew he
          was going to win. It was already
          decided. A week before the Prix,
          Goldman and Sirrus met with
          several other major players at the
          Carlyle Hotel. They met there as
          they had for years, just as their
          fathers had met, and as their sons
          and heirs will still meet. They
          met to negotiate the finish order
          of the Grand Prix. No race is more
          important and no race is more
          controlled. That year Goldman was
          supposed to win, but he knew if he
          sold his win to Sirrus, whatever
          that win might be worth, was
          nothing compared to what could be
          gained.
          He turns back to the twisted piece of crash metal.

          REMMINGTON (CONT'D)
          That's why I paid three million
          dollars for this burnt and twisted
          piece of metal. Because it reminds
          me of what really matters. This is
          the true heart of racing boy! This
          is my religion!
          Speed is aghast.

           REMMINGTON (CONT'D)
          You don't know how many times I
          have seen that same cow-eyed "say
          it isn't so" look of disbelief.
          Every bumpkin who comes in from
          the sticks looks exactly like you
          do now. I won't bother proving it
          to you.

          

          

          

          

          63.

          CONTINUED:

          REMMINGTON (CONT'D)
          If you walk away from me, if you
          walk out of.this deal, you'll know
          how true it is soon enough. So,
          last chance. What's it going to
          be, Speed? Your father's little
          fantasy bubble? Or are you going
          to join the rest of us adults,
          here in reality?

          INT. TRAMWAY

          Several technician carts and trollies carrying auto parts
          pass by a single lab technician who staggers, drunkenly
          up to a red restricted area window.
          Sprittle peaks out of the lower half of the lab coat,
          Chim-chim wearing the helmet, balances on his shoulder.
          In the window they see a lab where they are testing a
          "spear---hook;" a secret attacking device that shoots out
          from one car and grabs hold of the undercarriage of
          another car.
          As they realize what they are looking at, a security goon
          comes gliding up behind them on his seg-way.

          INT. REMMINGTON'S OFFICE

          Speed hands him the brown paper bag.

          REMMINGTON
          What's this?
          He looks and sees the shoes and suit.

          SPEED
          If that's your idea of racing, you
          can keep it.

          REMMINGTON
          Listen to me and listen good kid,
          because I'm going to give you one
          more history lesson. You're going
          to go to Fuji--
          In quick, collage cuts we see --

          

          

          

          

          64.

          EXT. FUJI HELEXICON

          A gorgeous blimp shot of the race track which takes up an
          entire island of Hawaii-like archipelago.
          The track weaves in and out of the lush tropical
          landscape set against the ocean shimmering with sequins
          of sunlight.

          EXT. STARTING LINE

          Speed grips the steering wheel, revving the engine which
          rattles the car like thunder shaking the sky as-- The
          countdown finishes and as the cars explode forward, we
          cut back--

          INT. REMMINGTON'S OFFICE


          REMMINGTON
          But you won't win. You won't
          place.
          More collage cuts--

          INT. FUJI ANNOUNCER'S BOOTH


          FUJI ANNOUNCER
          Speed Racer's making his move,
          gunning for the lead--

          EXT. HELEXICON TRACK

          The Ghost sees Speed rushing up behind him.

          GRAY GHOST
          We got ourselves a real race here!
          The two cars start dancing around each other; like two
          boxers sizing each other up.

          GRAY GHOST (CONT'D)
          Here we go, here we go.
          Wham. Ghost throws the first punch which Speed tries to
          slip but, the Ghost anticipates his move and slams Speed
          hard.

          

          

          

          

          65.

          CONTINUED:

          GRAY GHOST (CONT'D)
          Come on! Show me something! Show
          me what you got!
          Speed ducks down the bank, working each wheel into a
          hyper drift, reversing their position--
          Locking the Ghost up and sending both cars spinning.

          GRAY GHOST (CONT'D)
          Ohhhh yeah! Yeeeeeahhhhh!

          INT. FUJI ANNOUNCER'S BOOTH


          FUJI ANNOUNCER
          The Gray Ghost unloads a round-
          house, Speed counters, smashing,
          banging, bumping-

          EXT. HELEXICON TRACK

          Weaving back and fourth behind Speed, the Gray Ghost
          attacks with phantom punches that come out of nowhere.

          GRAY GHOST
          Here I come, kid! Watch out. Here
          I am! Nope--I'm over here!
          Wham! Wham! Speed tries to counter punch and the Ghost
          slips under.

          GRAY GHOST (CONT'D)
          You can't.touch me! I'm here! I'm
          gone!
          Speed is thrown back into the pack of cars that quickly
          swallow him up where he is--
          Crunched into the wall by the Zokeo Communications car,
          pinned until--
          Racer X slams into the Zokeo car, freeing Speed but
          causing several cars tp swerve wildly at which point--
          The Three Roses car torpedoes Katsu's car--
          Bursting into a blizzard of metal snowflakes while--

          

          

          

          

          66.

          INT. LUXURY BOOTH

          Horuko jumps up, terrified for her brother as--

          EXT. HELEXICON TRACK

          Racer X roars past the debris and the bouncing rubber
          cocoons.

          EXT. UPPER BOX GRAND STANDS

          Cruncher accepts the congratulations of the goon beside
          him.

          INT. REMMINGTON'S OFFICE


          REMMINGTON DRIVER
          I guarantee you right now, you
          won't even finish the race.

          EXT. HELEXICON TRACK

          Another molar-cracking hit as Speed avoids the concrete,
          pylon but is then slammed by the Zokeo car--
          Underneath both cars, a spear-hook shoots out from a
          hidden sleeve, harpooning the under-carriage of the Mach

          5--

          SPARKY
          Speed, get out of there!

          SPEED
          I can't! I can't move!
          The two cars head toward the final jump, locked in some
          strange embrace--
          They lunge awkwardly, crashing on top of one another as--
          Inside Speed's car, his face plate seals and the kwiksave-
          foam explodes, swallowing him, as the car tumbles--
          Disintegrating into a cloud of smoke and glittering
          debris.

          

          

          

          

          67.

          EXT. GRANDSTANDS

          The Racer family is frozen. Their faces awash with fear
          and disappointment while--

          INT. HELEXICON PENTHOUSE

          Remmington eases back, a fatuous, self-satisfied smile
          spreading with a crocodile's grace.

          INT. REMMINGTON'S OFFICE


          REMMINGTON
          Soon after that there will be
          litigation against some of your
          father's designs.

          EXT. RACER HOUSE

          It is pouring rain as a large cab pulls up to drop off
          the entire Racer family still wearing their island
          clothes.
          A dour-faced man beneath an umbrella is waiting for them.

          DOUR FACE
          Are you Pops Racer of Racer Motors-

          POPS
          Yeah, but I'm still on vacation-

          DOUR FACE
          You are hereby served a summons.

          POPS
          What?

          DOUR FACE
          You are being sued for IP
          infringement by Janus Automakers.

          SPEED
          That's ridiculous!

          DOUR FACE
          That's for a jury to decide.

          

          

          

          

          68.

          INT. REMMINGTON'S OFFICE


          REMMINGTON
          The legitimacy of the lawsuits
          won't matter. They will be enough
          to discredit his company. Whatever
          contracts he has, he'll lose.
          Within a year he will be filing
          for bankruptcy. After that, you
          and the rest of your pathetic
          family will be history.
          The threat hangs in the air like a loaded gun between
          them.

          SPEED
          Pops was right. You are the devil.
          The elevator suddenly opens with the security goon
          carrying Sprittle and Chim-chim by the scruff of their
          necks.

          SPRITTLE
          Speed!

          SPEED
          Sprittle?

          SECURITY GOON
          Mr. Remmington I caught these two
          snooping in a restricted area.

          REMMINGTON DRIVER
          Get this Racer trash out of my
          building.

          SPEED
          I'll see you at Fuji.
          Speed turns and heads for the elevator.

          REMMINGTON DRIVER
          Yes and then you'll realize that
          you just made the biggest mistake
          of your life!

          TNT. RACER KITCHEN -MORNING
          Close up on The Racing News that Sparky is reading from.
          The main headline: ANOTHER DIRTY RACER?

          

          

          

          

          69.

          CONTINUED:

          SPARKY
          ". .controversy surrounds Racer
          Motors now embroiled in IP
          litigation and while evidence
          remains inconclusive whether or
          not Speed used an illegal device,
          the Fuji Helexicon seems destined
          to become another mark of shame
          added to the notorious Racer
          family legacy, a legacy that has
          forever tainted the integrity of
          this beloved sport."

          MOM
          Sparky. That's enough.

          SPARKY
          Sorry ma'am.

          SPRITTLE
          I'm going to send that guy some
          Chim-chim cookies.
          Chim-chim guffaws.

          POPS
          You'll do no such thing.

          SPRITTLE
          We gotta do something, Pops.
          Speed steps into the doorway.

          SPEED
          This is exactly what he said would
          happen if I didn't drive for him.

          SPARKY
          You mean Remmington?

          SPEED
          He said it'd get worse and worse
          and by the end of the year you'd
          be filing for bankruptcy, Pops.

          SPRITTLE
          Okay, he's definitely gettin' some
          monkey cookies.

          MOM
          Sprittle!

          

          

          

          

          70.

          CONTINUED: (2

          POPS
          He was just trying to scare you,
          son. They tried the same thing
          with Rex. If it's a fight they
          want, it's a fight they'll get.

          SPEED
          How? What can we do? How can we
          fight this?
          He tosses the newspaper.

          POPS
          The truth will come out.

          SPEED
          The truth? Don't be naive, Pops.
          He leaves.

          INT. SPEED'S ROOM

          The Ben Burns poster is ripped from the wall. Speed wads
          its up and throws it into the garbage.
          He sinks down to his bed, a sense of powerlessness
          crushing the life out of him.
          Mom taps and then cracks the door.

          MOM
          Speed? Are you okay?

          SPEED
          .I don't know.
          She comes in and sits beside him, putting her arm around
          him.

          MOM
          It'll be okay. We'll get through
          it.

          SPEED
          I don't know, mom. I might have
          really messed things up.

          MOM
          How?

          SPEED
          By not joining Remmington.

          

          

          

          

          71.

          CONTINUED:

          MOM
          Don't be silly. You'd have never
          been happy driving for that
          terrible man.

          SPEED
          But maybe racing isn't about being
          happy. Maybe Remmington's right
          and it's all about business and
          anyone who doesn't understand that
          is just a chump.

          MOM
          Now you listen to me, young man.
          What you do behind the wheel of a
          racecar has nothing to do with
          business. Before you could even
          talk, you were making noises that
          sounded like a car engine. We
          used to tell people you were
          speaking car-ese. We used to try
          to take you to the park but you
          never wanted to get out of the
          car.

          SPEED
          .I loved that old wagon.

          MOM
          And do you remember the time Rex
          took you out to Thunderhead and
          let you drive--
          Speed smiles.

          SPEED
          And I turned it over.

          MOM
          My heart still pounds just
          thinking about it.

          SPEED
          Rex told me the only reason we
          survived was because I was wearing
          red socks.

          MOM
          I thought your father was going to
          have a stroke when you walked in
          the door with that crazy smile.

          

          

          

          

          72.

          INT. RACER LIVING ROOM - PAST

          Ten year old Speed comes in the door, leading Rex,
          wearing a small bandage on his forehead, smiling, a big
          black gap where his two front teeth should be.

          MOM
          I don't think I ever saw you as
          happy as you were telling anybody
          who asked, how you lost your two
          front teeth in your first crash.

          INT. SPEED'S ROOM - PRESENT


          MOM
          Speed, when I watch you do some of
          the things you do, I feel like I'm
          watching someone paint or play
          music. When I go to the races, I
          go to watch you make art and it's
          beautiful and inspiring and
          everything that art should be,
          even though there are times when I
          have to close my eyes. But then
          there are other times, when you
          just take my breath away and it's
          at those moments, when I feel your
          father's chest swell and I know
          he's smiling, trying to pretend he
          doesn't have tears in his eyes, I
          just go to pieces.

          SPEED
          Why?

          MOM
          Because I am so impossibly proud
          to be your mother. And even
          though your father doesn't say it,
          he is too.
          She puts her arms around him.

          MOM (CONT'D)
          Don't worry. We'll figure this
          out. We just have to stick
          together. Something good will
          happen. You'll see.
          Ding dong. The front doorbell chimes.

          

          

          

          

          73.

          INT. RACER LIVING ROOM - DAY

          Sprittle opens the door revealing Inspector Detector of
          the Corporate Investigation Bureau who looks older and
          harder than when we saw him in the flashbacks
          Behind him is Racer X.
          Sprittle sees the masked racer and screams.
          Chim-Chim screams. They look at each other screaming and
          then slam the door.
          They begin running around, flailing like Chicken Little,
          waving their arms in panic.

          SPRITTLE

          RACER HEX! THE HARBINGER OF BOOM!

          RUN FOR YOUR LIVES!
          Popsstorms into the room.

          POPS
          What are you two squawking about?
          They dive behind the couch but peek out as Pops heads for
          the door.

          SPRITTLE
          Pops, whatever you do, don't open
          the door!

          EXT. RACER HOUSE

          Racer X doesn't like it.

          RACER X
          This is a bad idea.

          INSPECTOR DETECTOR
          If it was any other driver, you'd
          be here.
          Popsopens the door and Racer X sets his jaw.

          POPS
          Inspector Detector?

          INSPECTOR DETECTOR
          Good morning, Mr.. Racer. I know
          it's been a long time--

          

          

          

          

          74.

          CONTINUED:
          He extends his hand and Pop shakes it.

          POPS
          Ten years.

          INSPECTOR DETECTOR
          Yes. I'm sorry for this
          intrusion, but I was hoping to
          have a word with you and Speed.
          Pops eyes the masked racer.

          INSPECTOR DETECTOR (CONT'D)
          It's important.

          INT. RACER LIVING ROOM - DAY

          Mom serves coffee and cookies.

          INSPECTOR DETECTOR
          We've been after Remmington for
          years for dozens of capital
          corporate crimes including WRL
          fixing but we haven't had the
          evidence we need to convict him.
          Until now.
          Sprittle and Chim-chim peek up from behind the couch as
          Mom offers the masked racer a cup of coffee.

          MOM
          Here you are, Mr. X.
          Sprittle points at Racer X.

          SPRITTLE
          What's he doing here?

          INSPECTOR DETECTOR
          Racer X works closely with our WRL
          corporate crimes division, helping
          us recruit drivers like you,
          Speed. Most of the media, which
          you are now seeing is controlled
          by the Major Sponsors and they
          have done their best to paint him
          as a menace to the sport. The
          truth is he's our most valuable
          weapon against these villains.

          SPEEED
          Why does he always wear that mask?

          

          

          

          

          75.

          CONTINUED:

          INSPECTOR DETECTOR
          If any of, you actually knew his
          identity, you would become targets
          for his enemies which include some
          of the most vicious Fixers in the
          world.
          Gulp. They both sink back down behind the couch.

          SPEED
          What do you want with me?

          INSPECTOR DETECTOR
          You're familiar with the driver
          Katsu Okamoto?

          SPEED
          Of course.

          INSPECTOR DETECTOR
          For years he has been contracted
          by a Fixer named Cruncher Block
          who we know works for Remmington.
          Recently, Katsu has been forced to
          lose races that have led to a
          droop in the stock price of
          Okamoto Engineering. We believe
          this is a part of a corporate
          strategy to allow Mushi motors to
          buy control of Okamoto. Katsu
          doesn't want this to happen and he
          began resisting, thinking.that he
          could do it on his own. After
          Fuji, he realized he needed help.

          POPS
          ,Why help him?

          INSPECTOR DETECTOR
          Because he has a file with enough
          information to connect Block to
          Remmington which could put both of
          them behind bars for the rest of
          their lives. The problem is, he
          won't give us the file unless we
          help him stop the take over of his
          family's company.

          SPEED
          How?

          

          

          

          

          76.

          CONTINUED: (2)

          INSPECTOR DETECTOR
          There is an up-coming race that
          Katsu believes if he can win, it
          will catapult Okamoto Engineering
          back into the spotlight and double
          the cost of the buy out which
          should kill it.

          SPEED
          But there aren't any more races
          left except for the Grand Prix and
          we both failed to qualify.
          Inspector takes a big breath.

          INSPECTOR DETECTOR
          There aren't any track races.
          This is a cross-country rally.

          SPARKY
          You mean The Crucible?

          POPS
          What?!

          INSPECTOR DETECTOR
          I know it seems cruel of me to
          ask, but Katsu made it clear that
          he had to have Speed an X on his
          team or there would be no deal.

          POPS
          Absolutely out of the question.

          INSPECTOR DETECTOR
          You'll have the support of the
          entire C.I.B--

          POPS
          No! Rally racing is a back alley
          sport full of jackals, head-
          hunters and thugs! I'm sorry,
          Inspector but I lost one son to
          that death-trap. I won't lose
          another.

          INSPECTOR DETECTOR
          I understand. If you change your

          MIND--
          He starts to take out his card.

          POPS
          Keep your card, Chief Inspector.

          

          

          

          

          77.

          CONTINUED: (3)
          Speed looks at Pops, then realizes that Racer X is
          staring straight at him.

          EXT. INSPIRATION POINT - NIGHT

          It is raining, the cockpit bubble smeared with the
          distant traffic lights.

          SPEED
          And the way he was looking at me,
          I don't know...I just gotta do
          something.

          TRIXIE
          But Pops will never let you go.

          SPEED
          He won't if I ask him.

          TRIXIE
          Speed Racer what are you thinking?

          SPEED
          You weren't in Remmington's
          office, Trix. You don't know what
          it was like. It felt as though he
          had his hand inside my chest and
          he was trying to crush everything
          in my life that mattered to me.

          TRIXIE
          I hate him. I'm picturing his
          heart clogging with cholesterol
          right now.

          SPEED
          No joke, Trix. If you could have
          been in that room, you'd want to
          do anything you could to take this
          guy down.
          She looks straight into his eyes and he doesn't have to
          say anything else.

          TRIXIE
          All right. Let's do it. You're
          going to need an alibi. We'll say
          we're going skiing.

          SPEED
          What? No way!

          

          

          

          

          78.

          CONTINUED:

          TRIXIE
          You're going to need my help.
          Casa Cristo is a rally. I can
          spot from a 'copter.

          SPEED
          Trixie, this isn't a game. These
          people play rough.

          TRIXIE
          I know. That's why I'm coming with
          you. And if you even try to argue
          with me, I'll tell Pops right now
          and he won't let you out of his
          sight.

          SPEED
          You would, wouldn't you?
          He looks into her eyes and knows the answer.

          SPEED (CONT'D)
          Well...I guess we're going skiing.
          She smiles.

          INT. REMMINGTON'S OFFICE

          Remmington sits surrounded by the legal equivalent of
          knights, bishops and rooks while Mr. Mushi sits across
          from him supported by his own retinue.
          Behind them, Cannonball Taylor blasts through the test
          course fast enough to coax a low rumble from the sound
          barrier.

          REMMINGTON
          As I'm sure you're aware, the
          Okamoto stock fell another four
          points yesterday. In the next few
          days it will hit bottom and they
          will have to sell.
          The car roars through its elliptical path like a circling
          electron binding the two tycoons together.

          MUSHI
          This could be a most profitable
          year for Remmington.
          Remmington can't hide the glow.

          

          

          

          

          79.

          CONTINUED:

          REMMINGTON
          Mushi won't do too badly either.
          Mushi nods.
          Cannonball circles, everything in apparent harmony until
          Gennie leans in and whispers.

          GENNIE.
          I know this is terrible timing
          sir, but I've just received
          confirmation of several last
          minute entries to the Casa Cristo

          5000.

          REMMINGTON
          Who?

          GENNIE
          You're not going to like it.

          INT. CASA CRISTO BLIMP

          The two announcers beam into the camera.

          ANNOUNCER
          We're just minutes away from the
          start of the 82nd annual Casa
          Cristo Classic, the grand dame of
          cross-country, the second oldest
          rally race in the world, spanning
          two continents, three climate
          changes and five thousand
          kilometers of the most winding and
          treacherous roads ever raced.
          Heturns to his colleague.

          ANNOUNCER (CONT'D)
          With me again is five time Casa
          Cristo champion, Johnny "Goodboy"
          Jones.

          JOHNNY
          Always great to be here. Such a
          beautiful city.

          ANNOUNCER
          One of the most romantic cities in
          the world.

          

          

          

          

          80.

          INT. HOTEL

          A bell man carefully unloads a cart. On top of the stack
          of suitcases is a gold fish bowl with a single ugly
          piranha.
          Cruncher stands at the window balcony looking out over
          the white-washed city.

          BELLMAN
          Is there anything else I can do
          for you, sir?

          CRUNCHER
          Yeah ...I wanna send someone a
          present.

          INT. CASA CRISTO BLIMP


          ANNOUNCER
          Safety has been the primary
          concern for Casa Cristo officials,
          especially the last few years.

          JOHNNY
          That's right Bob. There were a
          number of fatalities several years
          ago. It really had a bad
          reputation for a while.

          ANNOUNCER
          Fans started calling it "The
          Crucible."

          JOHNNY
          Most of the T-180 drivers wouldn't
          come near it.

          ANNOUNCER
          But you look today, we've got some
          major names like Millie "the
          mouse" Manno, Snake Oiler and
          Katsu Okamoto as well as the young
          rising star Speed Racer. Not to
          mention, the shadow that seems to
          hang over every major race these
          days, the masked racer that some
          fans call the Harbinger of Boom.
          What's your take on Racer X?

          

          

          

          

          81.

          CONTINUED:

          JOHNNY
          Obviously he is an extremely
          talented and disciplined driver.

          ANNOUNCER
          But is he a head hunter?

          JOHNNY
          I think he drives like he'is not
          always interested in winning.

          ANNOUNCER
          Nuff' said.

          JOHNNY
          But remember Colton, these are
          standard road cars, not T-180s. I
          know a lot of T-180 drivers who I
          raced against who expected to win
          but found out racing a few laps on
          a track is a totally different
          animal than a cross-country rally.

          ANNOUNCER
          The marathon as opposed to the
          sprint?

          JOHNNY
          Exactly. This isn't just about
          going fast. It's about endurance.
          More than anything, winning Casa
          Cristo is a test of will.

          INT. MACH 5

          Speed grips his steering wheel like it was the handle of
          a weapon.

          INT. INSPECTOR'S OFFICE

          Inspector extends his hand which Speed grips tightly.

          INSPECTOR DETECTOR
          Speed, I want you to understand
          how much the C.I.B. appreciates
          your help on this.

          SPEED
          I'm not doing this to help C.I.B.
          I don't know anything about
          corporate crimes and honestly, if
          I did, it wouldn't really matter.

          (MORE)

          

          

          

          

          82.

          CONTINUED:

          SPEED (CONT'D)
          I'm doing this because someone is
          trying to hurt my family and I'm
          going to do everything I can to
          hurt him back.
          The masked racer is unable to mask his smile.

          INT. CASA CRISTO BLIMP


          ANNOUNCER
          The reason.T-180 drivers have
          always come to Casa Cristo is
          because the winner is
          automatically offered an
          invitation to the Grand Prix next
          week. A hold over from the days
          when rally racing was far more
          popular then track racing.

          JOHNNY.
          Gosh how things have changed.

          INT. KATSU'S CAR

          The leather of his gloves creak as he wrings his steering
          wheel.

          'INT. HOTEL SUITE

          The doorbell rings and Katsu goes to it.
          A hotel bellman surrounded by Katsu's bodyguards is
          smiling.

          SECURITY GUARD
          He says it's for Horuko, from an
          admirer.
          Katsu looks at the ribboned box as the guard runs his
          metal detector over it.

          HORUKO
          You see how we have to live?
          He ignores her, turning away as she starts to open it.
          She screams.
          Inside the goldfish bowl the piranha shreds a piece of
          meat that could be a finger, staining-the water red.

          

          

          

          

          83.

          INT. CASA CRISTO BLIMP


          JOHNNY
          To compete in this race, you
          really have to have a killer
          instinct. Any sign of weakness or
          timidness is like blood in the
          water and you'll see how fast this
          race turns into a feeding frenzy.

          INT. RACER X'S CAR

          Racer X calmly checks his car's vitals as he revs his
          engine.

          INT. C.I.B. DESIGN LAB

          Racer X leads Speed and Inspector Detector through the
          lab to where Minx is working.

          RACER X
          We're going to need some insurance
          for this race.
          Minx clicks away at a keyboard while a digital Mach 5
          rotates on a screen.

          RACER X (CONT'D)
          Minx builds my cars.

          SPEED
          Nice to meet ya.
          She purrs in response.
          Racer X nods and she uses the computer to illustrate her
          modifications.

          MINX
          Their cars will probably be
          equipped with secret weapons so we
          have modified your car to try to
          counter their attacks. The "A"
          button will operate your normal
          jump-jacks.
          The Mach 5 flips over on the screen highlighting the
          newly installed jump-jacks.

          

          

          

          

          84.

          CONTINUED:

          MINX (CONT'D)
          "B" will seal your cockpit, which
          we've fortified with a bulletproof
          polymer.
          Gun-bots fire digital bullets at the Mach 5 which
          ricochet off the blueprint glass.

          MINX (CONT'D)
          "C" will inflate an emergency
          hexadyno spare after any blowout.
          Avatar vandals slash the Mach 5's tires, which explode
          then re-inflate.

          MINX (CONT'D)
          "D" will activate these zircon
          tipped saw blades that will cut
          through anything that tries to
          attach itself to you.
          The Mach 5 opens like a Swiss army knife.

          MINX (CONT'D)
          "E" will project the tire
          crampons.
          The image zooms in on the newly equipped cat-claw tires.

          MINX (CONT'D)
          And "F" will launch a remote
          control homing bird that is
          capable of transmitting QTVR
          footage anywhere you are.
          A final click demonstrates the capabilities of the Mach
          5's homing bird.

          INT. CASA CRISTO BLIMP


          ANNOUNCER
          Every race fan has heard the
          rumors of spearhooks, tire shanks
          and battery boosters.

          JOHNNY
          The league has done a tremendous
          job to clean rally racing up.
          While it's true there have been a
          few bad apples, on the'whole most
          teams stay within league rules.
          He winks into the camera.

          

          

          

          

          85.

          CONTINUED:

          JOHNNY (CONT'D)
          Or at least try not to get caught.

          EXT. STARTING LINE

          We glide through the lines of race cars with x-ray vision
          cam, revealing hidden weapons; spring loaded Ben-Hur tire
          shredders, all manner of grabbers and grapplers as well
          as bladders filled with oil or grease.

          INT. RACER DEN

          Sprittle and Chim-chim are settling in on the couch; a
          big bag of potato chips and ice filled glasses of coke.
          The Casa Cristo is about to begin.

          POPS
          Sprittle!
          Faster than a blink Sprittle grabs the remote and changes
          the channel to "Unser Charly," a German sitcom starring a
          monkey.

          POPS (CONT'D)
          What are you doing?

          SPRITTLE
          Just watching a little TV, Pops.
          Pops looks at the TV suspiciously, then back at his son.

          SPRITTLE (CONT'D)
          It's his favorite show.

          POPS
          It's in German!

          SPRITTLE
          Not the monkey parts.
          chim-chim smiles.

          POPS
          Oh no you don't. You are not
          watching that race. Out you go.
          Outside. Get some exercise. You're
          too pale.

          

          

          

          

          86.

          TNT. CASACRISTO BLIMP

          ANNOUNCER
          The moment the Queen of Casa
          Cristo sees the sun, she'll signal
          the start of the race.

          EXT. DESERT VISTA

          The horizon glows brighter, whispy clouds slowly soaking
          up the blood-orange light.

          TNT. HOTEL SUITE
          They speak in Japanese.

          HORUKO
          This is wrong.what you are trying
          to do.

          KATSU
          I have no choice. Their price is
          an insult to four generations of
          our family.

          HORUKO
          And if you die? Will then the
          price be high enough?

          EXT. RAMPART

          The Queen sees the sun about to break.

          INT. MACH 5

          Speed revs his engine, a bomb ready to blow.

          EXT. CASA CRISTO MEMORIAL

          A large memorial commemorates all the drivers who died
          during this race: "In memory of those who gave
          everything for their love of this sport."
          Trixie stands beside Speed, both of them staring at the
          name carved into the bronze plaque; Rex Racer.

          

          

          

          

          87.

          CONTINUED:

          SPEED
          I understand it now, Trix. I know
          why he left us.
          She looks at him.

          SPEED (CONT'D)
          He was trying to change this
          rotten business and they killed
          him for it.

          EXT. RAMPART

          The Queen raises a starter's pistol.

          INT. CRUNCHER'S HOTEL ROOM

          Snake Oiler and his two HydroCell team-mates meet with
          Cruncher and his gang, including Vinny "Three-Fingers,"
          his hand still bandaged.

          SNAKE
          This is supposed to be my race!
          I'm supposed to win! I got the
          green light! They. promised I'd
          get to go to the Grand Prix! For
          eight years I've played by the
          rules! This is supposed to be my
          race!

          CRUNCHER
          Enough! I can't stand the
          whining!

          VINNY
          Like a baby needing its diaper
          changed.
          Snake works his jaw looking for the right comeback.

          CRUNCHER
          It's simple. We have a team of
          wild cards. The problem is these
          wild cards are better drivers than
          you.

          SNAKE
          Like hell they are!

          CRUNCHER
          Prove it. Take out Katsu. The
          other two will quit.

          

          

          

          

          88.

          CONTINUED:
          Snake seethes.

          SNAKE
          You just watch me. Come on!
          He and his boys storm out, slamming the door behind them.

          EXT. RAMPART

          The sun cracks the horizon and the Queen fires the gun.
          All at once tires explode into a wail of rubber burning
          agony, smoke billowing from the sound of their screams.
          The cars shoot down through the corridor of the small
          streets like shotgun pellets through a barrel.

          EXT. CASA CRISTO

          The cars roar through the streets to the cheers of the
          locals, while above, team helicopters circle with the
          industriousness of bees.

          INT. HELICPOTER

          Trixie speaks into her headset.

          TRIXIE
          Katsu, HydroCell's coming up on•
          your left.
          The HydroCell cars jostle their way towards Katsu, Speed
          and Racer X.

          INT. RACER X'S CAR


          RACER X
          I got him.

          INT. HOTEL SUITE

          Racer X and Speed are escorted by Okamoto security into
          the room.
          Speed notices Horuko standing on the balcony and is
          struck by her beauty.
          Katsu bows.

          

          

          

          

          89.

          CONTINUED:

          KATSU
          It is such an extraordinary honor
          to have such talent on my team.

          RACER X
          Let's skip the niceties and cut to
          the chase.
          Katsuarches an eyebrow.

          RACER X (CONT'D)
          The only reason we're here is
          because you needed two outsiders
          and because the Chief Inspector
          believes you'll turn over your.
          file on Remmington and Block.
          Racer X eyes him.

          RACER X (CONT'D)
          I don't believe it. I don't trust
          anyone who needs this kind of deal
          before they'll bring a criminal to
          justice.
          The accusation hangs in the air.

          RACER X (CONT'D)
          But I'm willing to take a chance
          that you'll prove me wrong.

          KATSU
          You won't regret your decision.

          RACER X
          We'll see. Until then you have my
          word that I will do everything.I
          can to make sure you checker at
          Bartimaeus.
          Katsu smiles.

          EXT. CASA CRISTO


          KNOCKING
          Racer X smashes into one of the HydroCell team,
          him into a series of billboards.
          Katsu again smiles.

          KATSU
          Arrigato, X. Arrigato.

          

          

          

          

          90:

          INT. HOTEL SUITE

          They stand around a GPS map of the race.

          SPEED
          If they're so desperate, why not
          just use some kind of sniper?
          There's a million places someone
          could hide if they were really
          trying to kill you.

          RACER X
          Any obvious crime would allow the
          Chief Inspector to shut the race
          down. That kind of scrutiny would
          only hurt the business. They'll
          do as much as they can to make it
          appear legit.
          Speed nods.

          RACER X (CONT'D)
          The real problem we'll have is
          after the: first leg. Corteges is
          going to be extremely dangerous.
          Take my advice, keep your family
          away from Cortega.
          Speed again looks out at Moruko on the balcony.

          EXT. CASA CRISTO

          Katsu roars out of the city onto the desert road.

          INT. CASA CRISTO BLIMP


          ANNOUNCER
          They're out of the city and
          heading into the Zunubian Desert.

          EXT. ZUNUBIAN DESERT

          The chain of cars weave along the ribbon of concrete
          while the desert dunes raise up around them.
          A red bearded driver named Billy Steel-belted, his team
          covered in the Manecks' logo, begins sliding up next to
          Speed.

          

          

          

          

          91.

          EXT. SQUARE

          A cobra peeks his head out of a basket, charmed by a
          gorgeous woman playing her flute.
          In the audience, Cruncher moves up behind Billy.
          He hands him a small black velvet bag.
          Billy pours out a fistful of star-dust; the glint of
          diamonds glitter in the greed of his smile.

          EXT. ZUNUBIAN DESERT

          Billy smiles revealing his diamond studded teeth then
          swerves at Speed.

          INT. HELICOPTER

          Trixie sees the attack coming.

          TRIXIE
          Speed, jump!

          INT. MACH 5

          Speed does, just as Billy's car plows through, passing
          under him.

          RACER X
          He's not alone.

          EXT. ZUNUBIAN DESERT

          The Manecks team attacks, their cars flying at Katsu even
          as a second team, the Atomic Injectables led by Tyrus
          Tropp also attacks.

          RACER X
          This surprises me.

          SPEED
          Why?

          RACER X
          Tyrus is a good man. I wouldn't
          expect him to turn head-hunter.
          They aren't pulling any punches.

          

          

          

          

          92.

          INT. BASEMENT

          Cruncher sits, shadows drawn around him like the folded
          wings of a bat, across from a stoic looking Tyrus.
          Cruncher slides an envelope across the table.
          Tyrus looks at the goons surrounding him, then picks it
          up.
          Inside are the photographs of a beautiful girl playing in
          a park. The hard edge in Tyrus' expression immediately
          softens turning to fear.
          Cruncher smiles like a snake that has just found an egg.

          INT. CASA CRISTO BLIMP


          ANNOUNCER
          Things have started heating up, as
          the cars head out across the
          desert flats.

          EXT. DESERT FLATS

          The swerving, weaving chain of cars churns up a massive
          cloud of dust in their wake.
          Attacking cars are caught and spun out by Racer X and
          Speed.
          A hurricane of sand and dirt swirl around Katsu who sits
          calmly in the eye of the storm while-
          His guardian angels go into overdrive.
          Racer X and Speed seem like they have been driving
          together all their lives.

          RACER X
          Lead him--

          SPEED
          Here ya go!
          Speed leads an attack straight into Racer X's counter.

          RACER X
          Wing left.

          SPEED
          Flying in!

          

          

          

          

          93.

          CONTINUED:
          He jumps one car and blocks the attack on X.
          As their cars merge in.and out from one another,
          something seems perfectly clear to Speed--
          He is back at Thunderhead with the ghost of his brother,
          dancing around each other until--

          TRIXIE
          Speed!
          Wham! Billy slams up against him--
          Throwing a lever, a grappler locks on to the Mach 5.

          SPEED
          He's got me! I'm locked up!
          Another lever is pumped like a tire pump and a sheaved
          blade begins stabbing at Speed's tires.
          Racer X watches unable to leave Katsu unprotected.
          Speed hits the D button and the zircon saw blades start
          gliding through the grappler.

          RACER X
          Get out of there! -

          SPEED
          I'm trying!
          The knife slashes the tire which explodes just as the
          grappler is cut--
          Speed flips away free, hitting the "C" button causing a
          new tire to inflate while he's upside down--
          Landing on a new tire, without missing a beat.
          Tyrus rushes into the opening, but this time it's Katsue
          who works a hidden lever and--
          A Katana-like blade flashes, a samurai slash across the
          front tire--
          Bowing it out, flipping the entire car, which tumbles
          back straight at Speed, forcing him to try a split-jack

          JUMP--
          Firing only the rear jump-jacks, launching the back end
          of the car while--

          

          

          

          

          94.

          CONTINUED: (2)
          The front end of the Mach 5 clips against the Atomic
          Injectibles car--
          Sending Speed flipping end over end but landing with
          strangely beautiful grace.

          INT. CASA CRISTO BLIMP


          JOHNNY
          Oh my god! Did I just see that!?

          ANNOUNCER
          A rear single set jump into a
          forward flip!

          JOHNNY
          I know he blew up at Fugi, but
          this kid is flat out magic!

          EXT. RACER BACKYARD

          Sprittle and Chim-chim are laying in lounge chairs
          wearing bathing suits and tanning goggles, holding
          tanning mirrors under their chins.
          Pops walks up.

          POPS
          I've got to go into town for some
          parts. I'll be back for lunch.

          SPRITTLE
          Sure thing Pops.
          Pops looks at them, shakes his head and walks off.

          HIM
          Sprittle slowly lowers his tanning goggles to watch
          go.

          SPRITTLE (CONT'D)
          Let's go!
          They drop their mirrors and bolt for the house.

          INT. RACER DEN

          They're back with chips and cokes clicking on the tv as
          the cars storm across the desert.
          They start crunching away, oblivious to the sound of the
          front door opening.

          

          

          

          

          95.

          CONTINUED:

          POPS
          Honey, I can't find my wallet----
          Pops enters the room expecting to find Mom but catches
          them red-handed.

          POPS (CONT'D)
          Sprittle!
          He sees the race on tv.

          POPS (CONT'D)
          You two are in--

          SPRITTLE
          Wait! Pops, before you get mad at
          us--Look!
          Sprittle points at the tv eyes wide.

          POPS
          I'm not falling for that--

          SPRITTLE
          It's Speed!

          POPS
          Speed's skiing.

          SPRITTLE
          Then who's driving the Mach 5?
          Pops turns and indeed, there's the Mach 5 barrelling
          across the red baked earth of Zunubia.

          POPS
          Oh no.

          INT. CASA CRISTO BLIMP


          ANNOUNCER
          We're nearing the end of the first
          leg of the Casa Cristo as Snake
          Oiler, lead driver for the
          HydroCell team, roars through the
          streets of Cortega, heading for
          the finish.

          

          

          

          

          96.

          EXT. CORTEGA

          The HydroCell team rear through the cobblestone streets
          of the medieval city crossing the finish line to a
          cheering crowd.

          INT. CASA CRISTO BLIMP


          ANNOUNCER
          The HydroCell team jumped on the
          lead early and would not give it
          up.

          JOHNNY
          They made excellent time. Okamoto
          is still a couple of minutes
          behind them.

          ANNOUNCER
          They have their work cut out for
          them tomorrow.

          INT. LUXURY CORTEGAN HOTEL

          A medieval estate renovated into a hotel.
          Katsu smashes a buffet laid out for the Okamoto team.

          KATSU
          If we drive tomorrow like we drove
          today we will lose!
          He points at the masked racer.

          KATSU (CONT'D)
          You will get nothing! All of this
          will be meaningless!

          SPEED
          Relax. Snake's weak on turns.
          We'll catch him in the mountains.

          KATSU
          We might if you stop showing off.

          SPEED
          Hey, all I was doing was saving
          your ass.
          Katsu raises a fist, but Racer X catches it.

          

          

          

          

          97.

          CONTINUED:

          RACER X
          Don't fall apart yet. There's
          still a lot of race to run.
          Katsu jerks free of Racer X and storms towards the door
          immediately enveloped by his security team.
          Speed looks at Racer X as though he can suddenly see
          through the mask.

          RACER X (CONT'D)
          A C.I.B. Man will be posted
          outside your door. We got their
          attention today. You and Trixie
          should be very careful tonight.
          Speed nods as Racer X heads for the door.

          SPEED
          Racer X--
          He stops.

          SPEED (CONT'D)
          I thought we made a good team
          today. It felt like we'd been
          doing it for a long time.
          He hesitates.

          RACER X
          If you say so.
          He turns away leaving Speed alone.

          INT. REMMINGTON'S OFFICE


          CHICKEN'S
          Remmington wrings the phone as if it were a
          neck.

          REMMINGTON
          Ineptitude? Is this what I pay
          you for?

          CRUNCHER
          They ain't checkered yet.

          REMMINGTON
          If. they do, I assure you it will
          be a very costly mistake for
          everyone.
          He hangs up.

          

          

          

          

          98.

          CONTINUED:

          ASSISTANT
          Mr. Remmington, you have Mr. Mushi
          on line two.
          Remmington was dreading this call. He hits the button.

          REMMINGTON
          Mr. Mushi--

          MUSHI
          So, is this what guarantee means
          to you, Mr. Remmington? Perhaps
          your dictionary has a different
          definition.

          REMMINGTON
          I understand there is a problem,
          but I assure you there is no need
          to panic.

          MUSHI
          I am not calling to panic. I am
          calling to inform you that we will
          be addressing the problem
          ourselves, as your assurances and
          guarantees leaves much to be
          desired.
          He hangs up leaving Remmington to stew in his juice.

          INT. RACER HOTEL ROOM

          Speed and Trixie are eating a room service dinner.

          SPEED
          It was very weird, Trix. I knew
          every move he was going to make
          and he knew mine. It was so
          familiar. Maybe I'm crazy but
          Racer X first showed up two years
          after Rex's death.

          TRIXIE
          But Speed, Rex was cremated.

          SPEED
          A body was cremated. Remember it
          had already been badly burned in
          the crash. Even if it was Rex, no
          one could have recognized him.

          

          

          

          

          99

          CONTINUED:

          TRIXIE
          So you think he faked the crash
          with a different body in the
          driver's seat?

          SPEED
          Somehow the kwik-save was
          disconnected. Inspector Detector
          suspected foul play but nothing
          could be proved.

          TRIXIE
          okay, let's say it's all true.
          Why would we do it?

          SPEED
          I don't know. Maybe the same
          reason I'm here.
          Ding dong.
          Speed goes to the door.

          C.I.B. SECURITY MAN
          I'm sorry to disturb you sir, but
          do you know these people?
          Speedsticks his head out and there they are--

          INT. HALLWAY

          His family, Pops in front like a kettle ready to boil.

          SPEED
          Yeah...

          INT. RACER HOTEL ROOM

          Pops rages while Sprittle and Chim-chim pick through
          their dinner.

          POPS
          Is this the kind of driver I have?
          Someone who disobeys? Someone who
          lies to me? Is this the kind of
          son I have raised? And you,
          Trixie, you know what this race
          did to this family. Did either of
          you stop to think about us? Huh?
          Speed, did you think about your
          mother? Or your brother?

          (MORE)

          

          

          

          

          100

          CONTINUED:

          POPS (CONT'D)
          What it would do if something
          happened to you?

          SPEED
          That's all I've been thinking
          about, Pops. You, Mom, Sprittle,
          Sparky.
          Chim-chim shouts.

           SPEED (CONT'D)
          Yeah, you too, Chim-chim. We are
          in serious trouble,,Pops, and it's
          all my fault.

          POPS
          This is not the place or the race
          to do anything about that.

          SPEED
          Why not?

          POPS
          Because it won't do any good?

          SPEED
          You don't know that.

          POPS
          You think you can drive a car and
          change the world?! It doesn't
          work like that!

          SPEED
          Maybe not. But it's the only
          thing I know how to do and I gotta
          do something.

          POPS
          That's unacceptable! This is
          over. Pack your things. We're
          going home.
          Speed has never directly disobeyed his father.

          SPEED
          I can't. I'm sorry, Pops.

          POPS
          What?!

          SPEED
          I'm staying.

          

          

          

          

          101.

          CONTINUED: (2)

          TRIXIE
          So am

          POPS
          No you're not! You're coming
          home, right now!

          SPEED
          I'm not a child, Pops. You can't
          tell me how to live my life. If
          you want to fire me as your
          driver, then fine, do it. But it
          won't change the fact that I am
          going to.finish this race.
          Pops looks ready to have an aneurism.

          POPS
          God, you sound like Rex. Do you
          want to die like him too? Will
          that make you happy?

          SPEED
          Don't take it out on me because
          you feel guilty for what happened
          to Rex.

          MOM
          okay, you two. That's enough.
          Pops, if they're staying, then
          we're staying.

          SPRITTLE
          All right, room service!

          MOM
          I suggest we try to do everything
          we can to make sure we go home
          together.
          toe with
          Pops fumes working his jaw, standing toe to
          Speed.

          POPS
          Where's the Mach-5?

          SPEED
          Logged with security.

          POPS
          You added something to it?

          SPEED
          Some defensive modifications.

          

          

          

          

          102

          CONTINUED: (3)

          POPS
          The whole thing's out of balance,
          isn't it?

          SPEED
          It pulls left, rides a little
          stiff.

          POPS
          Sparky.
          Pops and Sparky leave to do their work.
          Speed feels terrible. He looks at his Mom.

          SPEED
          I'm sorry, Mom.

          MOM
          Your father loves you Speed. He's
          just afraid that--

          SPEED
          I know. It's gonna be okay.

          MOM
          You wouldn't lie to your mother
          would you?

          SPEED
          Never again.
          She hugs him..

          INT. HALLWAY

          It is later.
          he feels a
          A burly C.T.B. Man stands guarding a door when
          bee sting on his neck.
          to the
          The dart's poison acts quickly dropping the agent
          floor as a ninja emerges from the shadows.

          INT. HOTEL SUITE

          Katsu sleeps soundly.
          Above him, in the shadows of the vaulted ceiling there is
          a flash, as a piece of metal glints against the
          moonlight.

          

          

          

          

          103.

          EXT. HOTEL

          Another ninja crawls like a spider down to an. open
          window.

          INT. RACER HOTEL ROOM

          The sheer curtains undulate in the open window of Speed's
          room as a masked face lowers into view.
          The men of the Racer family lay scattered about the room
          in cots and on the couches. Mom and Trixie are in the
          connecting room.

          INT. HOTEL SUITE

          A liquid travels down a. wire that hangs poised about
          Katsu's lips.

          INT. HOTEL ROOM

          A ninja enters Racer X's bedroom and sees him asleep in
          his bed.

          INT. RACER HOTEL ROOM

          The ninja creeps past the sleeping men to Speed's bed.

          INT. HOTEL SUITE

          The oil drips onto Katsu's lips.

          INT. HOTEL ROOM

          A blowgun is raised.

          INT. RACER HOTEL ROOM

          Standing over Speed, the ninja withdraws a syringe from
          his hidden chest pocket.

          INT. HOTEL SUITE

          Katsu licks his lips as--

          

          

          

          

          104.

          INT. HOTEL ROOM

          The blowgun is fired, burying itself into the mound of
          pillows.
          Racer X, his face shrouded in shadows, emerges from the
          darkness where all marked men sleep, behind the couch.
          The ninja realizes he's been tricked and spins just as
          Racer X attacks.

          INT. RACER HOTEL ROOM

          The syringe moves towards Speed's neck when--
          Sprittle rolls over, knocking chim-chim with his arm,
          waking him up. and as soon as he sees the ninja--
          He screams.
          Sprittle screams.
          The ninja attacks stabbing at Speed who just barely
          catches the needle. The ninja tries to wing-chun the
          hypodermic free but--
          Speed is too quick and he forces the needle into the
          headboard as--
          Sparky jumps onto the ninja's back.

          SPARKY
          I got him! I got hiiiyow--
          The ninja throws Sparky across the room and tries to bolt
          but Speed is up and throwing a quick combo.
          The ninja stumbles, but a manages a spin-kick that knocks
          Speed back as--
          Pops grabs the ninja from behind.

          POPS
          You attack my family?1 You try to
          hurt my son?!
          Pops twists the squirming ninja through a series of
          wrestling moves--
          Finishing the ninja in a spinning over head helicopter----

          

          

          

          

          105.

          CONTINUED:
          Launching him out the window.
          Trixie and Mom burst in from the adjoining room.

          TRIXIE
          Oh my god? Was that a ninja?
          Pops cracks his knuckles.

          POPS
          More like a non-ja. Terrible what
          passes for a ninja these days.
          s still
          She looks out the window and smiles; this family'
          got it.

          TRIXIE
          Cool beans.
          There is a hurried knock at the door.

          POPS
          I'll get it.
          It is Horuko, surrounded by security.

          HORUKO
          Oh, I am sorry. I was looking for
          Speed Racer.
          Speed moves to the door.

          SPEED
          Horuko? Are you all right?

          HORUKO
          No. Something terrible has
          happened.

          INT. HOTEL SUITE

          Katsu can barely sit up, his arm draped over Horuko, his
          head lolling from side to side.
          The family is gathered around them and Racer X, who is
          again wearing the mask.
          Racer X tastes the needle of the blow dart.

          RACER X
          Narcolyte Benzamine. A highly
          effective and debilitating drug.

          (MORE)

          

          

          

          

          106.

          CONTINUED:

          RACER X (CONT'D)
          Stays in the system for hours, but
          leaves with no trace.

          KATSU
          I'll be...fine...by morning...

          RACER X
          No you won't. You can't drive a
          car. You can barely stand up.
          Katsu leaps to his feet.

          KATSU
          You do not tell me what I can do--
          He suddenly collapses to the floor.

          HORUKO

          KATSUL
          She tries to help him, but he is unconscious.

          SPEED
          What are we going to do?
          They all look to each other for an answer, but no one
          seems to have one.

          INT. MR. MUSHI'S BEDROOM

          The phone wakes him and he grunts into the phone in
          indiscernible Japanese.

          MUSHI
          .I have been assured that our
          problem has been solved.

          REMMINGTON
          Perhaps your definition of
          "solved" is different from mine.

          EXT. CORTEGA

          d a
          In the distance, the medieval walled city sinks behin
          hill as the sunrises, the sound of rolling thunder
          swelling as--
          The race cars come flying over the hill, exploding past
          us.

          

          

          

          

          107.

          INT. CASA CRISTO BLIMP


          ANNOUNCER
          The second leg of the Casa Cristo
          is under way. And the stage is
          set for what might be one of the
          most ferocious rallies we've seen
          in years.

          EXT. HIGHWAY

          Crowds lining the road cheer as the cars scream past.
          Already starting to nudge and buck, trying to force an
          early mistake,.Speed and Racer X are immediately forced
          into their aggressively defensive driving.
          Speed seems particularly wired.

          SPEED
          Watch your line!
          Okamoto adjusts.

          SPEED (CONT'D)
          Cut left! Now!
          Speed. flies into block for Okamoto, but Okamoto doesn't
          create enough space.

          SPEED (CONT'D)
          Watch it!
          They kiss with the shriek of crashing metal.

          INT. . HELICOPTER

          Pops and Trixie ride in the helicopter with Sparky
          spotting.

          SPARKY
          Packs leaning left, look for a
          slingshot on the right!

          EXT. MOUNTAIN ROAD

          Almost on cue, the Medius Rez team launches at Okamoto,
          who feints left and jumps, allowing Speed to smash-block
          to the inside.

          

          

          

          

          108

          CONTINUED:

          RACER X
          Speed, you're too tight!
          The cars bounce and Speed takes a hit, spinning for
          moment before he regains control.
          Speed mumbles to himself.

          SPEED
          This is completely--

          INT. HELICOPTER

          And Pops mumbles finishing Speed's thought.

          POPS
          Absolutely crazy.

          INT. HOTEL HALL

          The security guard receives confirmation.

          GUARD
          The chopper is ready ma'am.
          Horuko is escorted out, surrounded by her security
          detail.

          EXT. HOTEL

          Cruncher's thug watches through binoculars as Horuko
          exits the hotel, then reports through his Bluetooth.

          THUG
          She's leavin' da hotel now.

          INT. HELICOPTER

          Sparky scouts the upcoming terrain.

          SPARKY
          Wicked sidewinder coming up.
          Watch the inside-out. Could get
          ugly.

          EXT. HELIPAD

          Horuko is escorted to her waiting helicopter.

          

          

          

          

          109.

          INT. THUGMOBILE

          The crew of thugs negotiates the winding crowded. streets.

          THUG
          Yeah, boss. Signal's loud and
          clear.
          On the dash is a GPS map with a blinking signal.

          EXT. SWITCHBACK

          The chain of jostling cars weave up the switchback with
          the violence of clattering pachinko balls.

          INT. POLICE CAR


          INSPECTOR DETECTOR
          They're airborne? You're sure?
          Good. Double the guard for her
          arrival in Bartimaeus. I gave my
          word nothing would happen to his
          sister and I mean to keep it.
          The Inspector gets another call.

          INSPECTOR DETECTOR (CONT'D)
          Inspector Detector..-.Mrs. Racer?
          What kind of emergency?

          INT. HORUKO'S HELICOPTER

          The helicopter races across the scenic landscape. Inside
          the cockpit, the pilot sets the auto-pilot on and
          releases the stick.
          He stands and pulls out a gun. It is Cruncher Block.

          EXT. SWITCHBACK

          Speed is driving like a maniac.

          SPEED
          Left! Drift tight! Tight!
          Okamoto looks like he's about to go over the edge.

          

          

          

          

          110.

          CONTINUED:

          SPEED (CONT'D)
          No!

          INT. HORUKO'S HELICOPTER

          The pilot opens the door to the posh passenger cabin.
          The two security men go for their guns but Cruncher has
          the drop.

          CRUNCHER
          Don't do it!
          They raise their hands.

          CRUNCHER (CONT'D)
          On the ground! Now!
          They get on.the floor.
          Horuko stands and Cruncher whips his gun around to her.

          CRUNCHER (CONT'D)

          GOTCHA--
          But suddenly, something is wrong, his eyes going wide as
          he realizes--
          Horuko is not Horuko.
          Horuko is Katsu.

          CRUNCHER (CONT'D)
          What the--
          Katsu snatches Cruncher's gun and the Fixer is too
          stunned to do anything to stop it.

          CRUNCHER (CONT'D)
          You-cheater.
          The security team seizes hold of him.

          CRUNCHER (CONT'D)
          But if you're here, who's--?

          EXT. SIDEWINDER ROAD

          Katsu's car swerves wildly back into the middle of the
          road.

          

          

          

          

          INT. KATSU'S CAR

          Trixie has had enough. She yanks up the dark visor on
          the helmet.

          TRIXIE
          That's better. Couldn't see
          anything.
          She gains control and eases the car into the slot.

          SPARKY
          That's it. Nice line, Trix.

          INT. HELICOPTER

          Horuko sits beside Sparky, wearing Trixie's clothes.

          SPARKY
          Top of the hill's coming. Snake's
          got at least a quarter mile'on ya.

          TRIXIE
          Well, let's go get him.

          SPEED
          If you'd been a little more
          careful, he wouldn't be ahead of
          us.

          TRIXIE
          I told you I couldn't see outta
          this dang helmet. It's too big.

          SPEED
          I can't believe you talked us into
          this ridiculous idea.

          TRIXIE
          What's ridiculous about it?
          You're the one always telling me
          I'm a better driver than most of
          the WRL.

          SPEED
          Now's not the time to prove it!

          TRIXIE
          Why not?

          SPEED
          It's too dangerous!

          

          

          

          

          112.

          CONTINUED:

          TRIXIE
          Too dangerous for me but not for
          you?

          RACER X
          Children, focus! If we're going
          to have a chance we're going to
          have to pass Snake before the
          rendezvous.

          TRIXIE
          I'm ready. Let's roll.
          She floors it, pulling out, leaving Speed shaking his
          head and trying to keep up.
          They smear through a hairpin turn and as they close on
          the nearest cars it is immediately apparent that they are
          no longer driving protectively or defensively--
          They are attacking.
          Racer X leaps at the bumper of one car, corner-checking
          him into the rail while--
          Trixie hits like a cue ball on the break, scattering
          several cars--
          Leaving Speed little to clean up.

          INT. HELICOPTER

          Sparky cheers.

          SPARKY
          Wahoo! Go get 'em, girl!

          INT. SNAKES'S CAR

          He sees them in the rear view mirror.

          SNAKE
          Here they come! Pick it up!

          INT. BLIMP


          C.C. ANNOUNCER
          Here comes the Okamoto team,
          making their move.

          

          

          

          

          113.

          EXT. MOUNTAIN ROAD

          Every winding turn is another click on a fishing rod as
          they slowly reel the HydroCell team in.
          The Okamoto team moves with synchronized grace while
          Snake and his team struggle to hold their line.

          SNAKE
          Watch it! What're you doin'?!
          The mountains undulate, the cars dip and rise caught in
          the current of this concrete river--
          Flowing one way then another, the cars sawing across the
          belly of one bend, drifting into the curve of another

          UNTIL--
          The Hydrocell emerges over the crest of a hill with the
          Okamoto team tight to their bumpers.

          SNAKE (CONT'D)
          Just try it! Try to pass! Just
          try it!
          Racer X knows they're ready.

          RACER X
          Take 'em.

          SPEED
          With pleasure.
          Speed slingshots from the back position, hurling
          alongside the HydroCell team until--
          Snake blocks him, setting up an attack by one of his team
          but this just allows Racer X a hole to punch through.
          The cars continue to slug it out still weaving up the
          mountain road, climbing it seems to helicopter or blimp
          height.

          INT. BLIMP


          ANNOUNCER
          Now the gloves are off and they
          are pounding one another, bumper
          to bumper, rail to rail!

          

          

          

          

          114.

          EXT. MOUNTAIN ROAD

          It remains at one level of intensity until---
          Snakes bashes Trixie hard into the rail, driving her
          almost over the edge, causing her to shriek from the
          force of the blow--
          And Speed loses it.
          His jaw clenches, shifting into a whole new level of
          intensity.
          He becomes a cyclone, a whirling dervish, enveloping the
          HydroCell team in a cloud of chaos---
          Throwing, rending,. ripping through them until only Snake
          is left.
          Speed is not kind; battering him until he's not sure if
          he's going forward or backward.
          In a panic, Snakes reaches for a hidden lever but before
          he can take hold of it, Speed clobbers him again, causing
          him to shriek louder than Trixie and then--
          Recede quickly away like a dog with its tail tightly
          tucked.

          INT. HELICOPTER


          SPRITTLE
          Oh yeah!
          Pops can't help a flash of delight.

          POPS
          .that's my boy.

          INT. BLIMP


          C.C. ANNOUNCER
          The Okamoto team roars into the
          lead behind some very aggressive
          driving by Speed Racer.

          JOHNNY
          You kiddin' me? He just tore
          Snake a new tailpipe!

          

          

          

          

          115.

          INT. KATSU'S CAR


          SPEED
          Trix? You all right?
          She's obviously shaken up.

          TRIXIE
          Yeah, sure. 10--4 and ready for
          more.
          Speed shakes his head, wanting this to be over.

          RACER X
          Then let's move it. We got some
          time to eat up.

          INT. HORUKO'S HELICOPTER

          Cruncher is buckled into a seat with his arms tied behind
          him. He glares at Katsu who is changing into his racing
          leathers.

          CRUNCHER
          Haven't ya heard? Cheaters never
          prosper.

          SECURITY GUARD
          Sir, we've got the lead! They're
          heading for the rendezvous, now!
          Katsu looks back at Cruncher and smiles.

          KATSU
          Excellent.

          INT. THUGMOBILE

          No answer. The thug hangs up.

          THUG
          Somethin' ain't right.

          INT. HELICOPTER

          They head down towards the rendezvous which is a hidden
          alpine nook, surrounded by mountains.

          

          

          

          

          116

          CONTINUED:

          HORUKO
          You're sure, no cameras here?

          POPS
          Checked it this morning. Quite a
          few dead spots in these mountains.

          EXT. RENDEZVOUS

          The Okamoto team roars up to where everyone is waiting.
          Speed climbs out of the Mach-5 and heads straight for
          Trixie.

          SPEED
          I told you--
          She turns ready to fight, if that's what he wants.

          SPEED (CONT'D)
          You are one helluva driver.
          She smiles.

          TRIXIE
          You're not so bad yourself.
          Sparky and Pops go to work, changing fuel cells and
          starting to pound out some of the serious dents.
          Racer X sees Cruncher guarded by the security team.

          RACER X
          What's he doing here?

          KATSU
          Stowaway. Weren't sure what to do
          with him.

          RACER X
          Do what he'd do; break his legs
          and let him walk back.
          Horuko bows to Trixie.

          HORUKO
          Thank you so much.

          TRIXIE
          It was a blast.

          SPARKY
          Cells reloaded!

          

          

          

          

          117.

          CONTINUED:

          SPEED
          Let's go!
          They start to turn until machine gun fires objects.

          THUG
          Nobody move!
          The thugs emerge from the surrounding wood.

          POPS
          What is this?!

          UP
          He strides towards the nearest goon but bullets spit

          IN
          the earth and snow at his feet causing him to freeze
          place.

          CRUNCHER
          This is called a change of plan.
          Now freed, one of the thugs tosses him a gun.

          THUG
          Yeah, that's right. We're
          changing your plan that changed
          our plan to change your
          plan. - .right boss?
          Cruncher decides to ignore that.

          CRUNCHER
          The new plan-- what was it, again?
          Break your legs, make you.walk
          back? I like that.
          He stands smiling in front of Racer X.

          CRUNCHER (CONT'D)
          But first, I think it's time to
          play a little peek-a-boo, I-see-
          you.

          INT. BLIMP


          C.C. ANNOUNCER
          We are still waiting for the
          Okamoto team to come out of the
          pass.

          JOHNNY
          Those roads can really ice up.
          Very dangerous.

          

          

          

          

          118.

          EXT. RENDEZVOUS

          One of the thugs pins Racer X's arms back as Cruncher
          goes for the mask while--
          Unnoticed by anyone, the trunk of the Mach-5 pops open
          and four eyes peek out.
          Cruncher starts to peel back the mask when a rock clips
          him on the side of his head.

          CRUNCHER

          OWL

          SPRITTLE
          Monkey cookie!
          He turns just as--
          Whap! A monkey cookie in the kisser.

          SPRITTLE (CONT'D)
          Nice shot!
          Chim-chim howls as Sprittle reloads his sling-shot.

          POPS
          Sprittle?!

          CRUNCHER
          Get that monkey!
          The goons are confused, distracted, and before they can
          control it, the fight is on--
          Racer X throws the thug holding him--
          Speed and Trixie dish out equal measures of chop-socky
          and good of American slug-fu as--
          Pops grapples and wrestles his goon into a head-lock.
          Racer X hammers Cruncher to the ground where he sees his
          gun, scrambling for it but just as he reaches for it--
          Katsu steps on his hand.
          It's a short quick turn around and--

          RACER X
          Looks like another change of plan.

          

          

          

          

          119.

          CONTINUED:

          WHILE
          The security guards herd up Cruncher and the thugs
          Pops turns his attention to--

          POPS
          Sprittlel Get over here!

          SPRITTLE
          Ahhhh!
          He and Chim-chim run behind Speed.

          SPEED
          Sprittle this isn't a game. You
          could've been killed in there.

          SPRITTLE
          I.know it was bad! I know we
          shouldn't have done it. But Chim-
          chim was really really scared.

          SPEED
          Chim-chim?

          SPRITTLE
          Okay, I was a little scared too.

          TRIXIE
          Scared of what?
          Sprittle clings to his big brother.

          SPRITTLE
          I didn't want what happened to Rex
          to happen to you.
          Racer X and Pops feel a hidden wound open.

          SPRITTLE (CONT'D)
          We just thought if you got into
          trouble, maybe we could help and
          it's a good thing we did.
          a good
          Speed looks at Pops as if Sprittle is making
          point.

          POPS
          Oh no, you're not getting off that
          easy. If your mother hasn't had a
          heart attack already, I'm sure
          she'll know what to do with you
          two.
          tires and
          The last of Pops line is lost to the squeal of
          roar of engines as the HydroCell team flies by.

          

          

          

          

          120.

          CONTINUED: (2)

          KATSU
          Go! Go! Go!
          They rush to their cars, Speed leaping into the Mach-5.
          Engines. growl, tires spin and gravel spits as the three
          cars shoot back into the race.

          TNT. BLIMP

          C.C. ANNOUNCER
          First out of the pass is... the
          HydroCell team?

          JOHNNY
          Uh-oh. They better send the
          emergency trailer--

          C.C. ANNOUNCER
          Wait! Is that--
          Like eagles dropping from the sky, the Okamoto ream soars
          out of the mouth of the pass.

          INT. BLIMP


          JOHNNY
          Here we go again.

          C.C. ANNOUNCER
          Whatever happened in that pass has
          left Okamoto back where they
          started but now only one obstacle
          stands between Snake oiler and

          VICTORY--

          JOHNNY
          The Maltese Ice Caves.

          TNT. HELICOPTER
          Trixie notices as Pops begins to bite his lip. She
          whispers to Sparky.

          TRIXIE
          This is where Rex...
          Sparky nods.

          

          

          

          

          121.

          EXT. MALTESE ICE CAVES

          Moon-white sheaves mottled against coke-bottle colored
          ice floes rise up, a glistening wall of glacial plates
          surrounding the thin ribbon of road.
          Speed enters the first series of caves bored through
          earth and ice, a stroboscopic oscillation of light and
          dark, ads and no ads as---
          The memory of watching Rex disappear down the throat of
          one of these caves haunts him.

          KATSU
          Speed?! What are you doing?

          SPEED
          Sorry.

          RACER X
          Are you all right?

          SPEED
          I'm fine.
          Ahead, the HydroCell team grows from small silhouettes
          flashing in and out of sight,. closer and closer, larger
          and larger until--
          once more the three chase cars lock onto their rear
          bumper.

          INT. RACER X'S CAR


          RACER X
          The next cave's a rattler.

          KATSU
          What is that?

          SPEED
          Double S.

          RACER X
          We'll make our move in there.

          EXT. MALTESE ICE CAVES

          The open maw swallows the segmented train of cars, each
          one slipping down into an underworld--

          

          

          

          

          122.

          CONTINUED:
          Where there is no purchase for advertisements--
          Only the cold, wet darkness where white lights chase
          after red ones.
          Speed tries to shake his fear when X calls for the
          attack.

          RACER X
          Now.
          The cars split apart, Racer X leading the charge as--
          Sparks flash as with the cross of swords, metal striking
          metal and--
          The ice-crusted walls sparkle with star-bursts of

          VIOLENCE--
          The cacophony ringing through the first bending curve.
          It is obvious that the conditions are much more
          difficult, a sword fight on a frozen lake--
          Each of the drivers, skidding, wobbling, drifting farther
          then they anticipated, but--
          The Okamoto team are just too good, eliminating one and
          then the other HydroCell cars until--
          Speed again has Snake in his sights.
          This time, though, Snake is ready.

          SNAKE
          Not this time, punk!
          He throws the lever and beneath his car--
          A violent spray of freezing gas immediately skim coats
          the road with a fresh shimmering glaze of ice that---
          Speed hits going full throttle, immediately spinning
          wildly out of control.
          He screams trying to hold on as he spits out the end of
          the cave--
          Smashing through the rail, separating from the earth--
          Hanging for a moment against the soundlessness of the
          open sky--
          Before dropping like a stone.

          

          

          

          

          123.

          CONTINUED: (2)

          RACER X
          Speed!

          INT. BLIMP


          JOHNNY
          Oh no!

          C.C. ANNOUNCER
          Speed Racer's gone over the edge!

          INT. HELICOPTER

          Everyone feels the same stomach-lurching terror as Pops'
          eyes go wide with the terror that he is about to lose
          another son.

          EXT. GLACIER CLIFF

          Speed falls and from inside the cockpit it looks
          impossibly far to the bottom but--
          The wall of the cliff is not completely vertical and the
          Mach-5 begins to rub against the ice.
          Speed reacts immediately, hitting one of the control
          buttons and--
          Crampons shoot out of his tires, giving him just enough
          of a hold to try--
          A split-jack jump, the front jacks firing, throwing the
          car into a somersault across the open ravine--
          Slamming against the far side which has slightly more
          slope, allowing the crampons to dig in as--
          He drive straight up the wall of ice.

          TNT. BLIMP.

          JOHNNY
          He did.not! He did not just do
          that!

          C.C. ANNOUNCER
          Speed Racer is. driving straight up
          a cliff face--are we getting this?

          

          

          

          

          124.

          CONTINUED:

          JOHNNY
          This kid is unbelievable!

          INT. HELICOPTER

          They all cheer.

          SPRITTLE
          Go, Speed, go!

          EXT. MOUNTAIN ROAD

          Speed jumps again, vaulting violently back into the
          winding road just behind a disbelieving Snake.

          SPEED
          Hi. Remember me?
          Speed roars up after him and Snake grabs for his lever
          again but now it's Speed that's ready--
          Jumping over the ice, he body slams Snake, sending him
          hard into the rail as Speed shoots into the lead.

          SNAKE
          Not again! Not again!
          He grabs at an ankle holster, yanking out a gun.

          INT. BLIMP

          Their cameras zoom in as Snake aims.

          JOHNNY
          Oh my god, he's got a gun!

          EXT. MOUNTAIN ROAD

          Speed doesn't notice until it seems his entire family
          screams into his ear--

          FAMILY

          GUN!
          Snakes fires just as--
          Speed hits the cockpit bubble and the bullets smack
          against it like a sledgehammer into a brick wall.

          

          

          

          

          125.

          CONTINUED:
          He swerves knowing he won't be able to take many hits as
          Snake chases after him, firing as--
          Speed hits the crampons again and runs up the side of the
          mountain then--
          Flips off the wall just as the cliff face drops off,
          switching sides as--
          Snake now finds himself on the outside as Speed bashes
          him out through the guard rail.
          Snake tries a similar move to Speed but Snake is no Speed-
          And his car bursts apart as he miss-times the flip,
          sending a bouncing cocoon to the distant snows below.

          INT. BLIMP


          C.C. ANNOUNCER
          Snake oiler completely going out
          of his mind--

          JOHNNY
          Could have been altitude sickness,
          it gets crazy up there--

          CASA CRISTO ANNOUNCER
          Whatever it was, Speed handled it
          beautifully and with less than 250
          kilometers to go, nothing seems to
          stand between Okamoto--

          EXT. FINISH LINE

          The cars weave through the Byzantine streets of San
          Bartimeaus.

          C.C. ANNOUNCER
          -- And victory!
          The checkered flag comes down, hundreds of flashbulbs
          capturing the moment as Katsu leads Speed and Racer X
          across the finish line.

          INT. REMMINGTON'S OFFICE.

          Remmington smoulders like the cigar worries between his
          fingers as he watches the effect of the race happen
          almost immediately.

          

          

          

          

          126.

          CONTINUED:
          The stock of Okamoto engineering climbs two points.

          REMMINGTON
          Get me... Tetsuya Okamoto.

          EXT. VICTORY LANE

          Katsu poses with Speed and Racer X for photographers.
          Racer X is clearly not interested.

          KATSU
          We make a good team.

          RACER X
          We did our part. Make sure you do
          yours.
          Racer X stares at Katsu whose face is as expressionless
          as a mask but it feels as though Racer X can see right
          through it.

          KATSU
          Of course.

          INT. REMMINGTON'S OFFICE


          REMMINGTON
          Congratulations Mr. Okamoto. Very
          impressive race.

          INT. OKAMOTO'S OFFICE


          OKAMOTO
          Yes, thank you. You are very
          generous, Mr. Remmington.

          EXT. VICTORY LANE


          REPORTER 2
          Speed, does this mean you've
          signed with Okamoto?

          SPEED
          Uh, no. This was... a mutually
          beneficial opportunity.

          KATSU
          Yes, well put.

          

          

          

          

          127.

          CONTINUED:

          REPORTER 3
          Katsu, does this mean you will be
          running in the Grand Prix this
          weekend?

          KATSU
          We'll see. Right now I'm just
          going to enjoy this victory.

          INT. REMMINGTON'S OFFICE


          OKAMOTO
          The price is 78 a share.

          REMMINGTON
          That's outrageous! The price is
          barely above 50! This is
          extortion! Blackmail! I'll sue
          you! Tie up every asset you own
          up for the next 20 years!

          OKAMOTO
          As you wish Mr. Remmington. Have
          a nice day.

          REMMINGTON
          Wait!
          He grinds his molars until they are smooth.

          REMMINGTON (CONT'D)
          Seventy-eight a share. I'll have
          the papers drawn up.

          OKAMOTO
          A pleasure doing business with
          you.

          INT. OKAMOTO'S OFFICE

          sit across
          Okamoto hangs up the phone. Katsu and Horuko
          from him. He smiles.

          OKAMOTO
          You have done very well for us, my
          son.
          Katsu smiles the same smile as his father. The only
          person not smiling in the room is Horuko.

          

          

          

          

          128.

          INT. RACER FAMILY GARAGE

          Speed kicks over a tool box giving voice to his rage with
          a cacophony of clattering metal.
          He jumps into the Mach 5. The engine guns the wheels
          screech as he peels out and away leaving--
          Inspector Detector standing with this hat in hand, his
          frown mirrored by Pops.

          SPARKY
          I don't get it. What just
          happened?

          POPS.
          Okamoto played us for chumps. All
          he wanted was our help to drive up
          the stock on his family's company.
          Even if there was a file, he had
          no intention of turning it over.

          SPARKY
          You mean that whole race was for
          nothing?

          INT. MACH 5

          Speed screams as loud as he can strangling the steering
          wheel as he rockets through a series of familiar with
          curves.

          EXT. THUNDERHEAD

          Without the lights or banners or crowds, the race track
          echoes with the same quiet portance as a cathedral. It
          is here that Speed has always found himself.
          But as he sails through neck snapping turns with reckless
          abandon, it becomes clear that he is chasing something
          that he has lost.
          He seems ready to cry for all the frustration and anger,
          wanting so badly to undo the last few weeks of his life.
          Suddenly in his rearview mirror there is an answer to his
          prayer, a miracle--
          His brother.

          

          

          

          

          129.

          CONTINUED:
          For a moment he believes that he is again driving beside
          the ghost of his brother but when the two cars kiss up
          against each other, Speed realizes this is no ghost--
          It's Racer X.
          The masked Racer suddenly becomes the focus of all his
          anger and Speed swings his car, wielding it like a club,
          trying to clobber him.
          Racer X dodges the first blow and swings back, the two have
          at one another, banging, shoving one another into the wall--
          Until Speed can't take it anymore and he goes at X as
          ferociously as he can, throwing him into a tailspin--
          Crashing him into one of the grand stands.
          Silence embraces the track.
          Speed climbs out of the Mach 5.

          SPEED
          X? Racer X?
          There is a small movement in the car, a shuddering as
          though in pain and Speed realizes he may have gone too
          far.

          SPEED (CONT'D)
          Racer X?!!
          He runs to the car but immediately stops when he realizes
          the masked man is not in pan; he is laughing. He
          practically falls out of his car.

          RACER X
          Jeezus, kid. You can drive. I
          haven't been thrown like that in
          years.

          SPEED
          What are you doing here?

          RACER X
          The inspector told me what
          happened., I came looking for you.

          SPEED
          Why?

          RACER X
          Thought you'd take it hard and
          maybe do something stupid.

          

          

          

          

          130.

          CONTINUED: (2)

          SPEED
          Why would you care?

          RACER X
          Because you're a fighter. And a
          friend.

          SPEED
          Why don't you just tell me the
          truth?
          Racer X stares at him hard.

          SPEED (CONT'D)
          You're Rex, aren't you?

          RACER X
          You mean your brother?

          SPEED
          Youfirstappeared two years after
          Rexdied.You drive just like
          him.Youknew I'd be here because
          thisis where he always used to
          takeme.Just tell me the truth.
          mask.
          After a long hard moment, Racer X pulls off his
          He is not Rex. Speed is stunned.

          SPEED (CONT'D)
          You're... not Rex.

          RACER X
          No. I'm sorry Speed but your
          brother is dead.
          He pulls his mask back on.

          SPEED
          I'm sorry.

          RACER X
          Don't be. I'm sure where ever
          your brother is, he is immensely
          proud of you.

          SPEED
          For what? Making the same
          mistakes he did?

          

          

          

          

          131.

          CONTINUED: (3)

          RACER X
          For trying to make a difference.
          From what I've read, that's all he
          tried to do.

          SPEED
          And what good did it do? He got
          killed for nothing. Racing hasn't
          changed and it never will!

          RACER X
          It doesn't matter if racing never
          changes. What matters is if we
          let racing change us. Everyone of
          us has to find the reason to do
          this. You don't climb into a T-
          180 to be a driver. You do it
          because you're driven.

          SPEED
          I don't know why I'm doing it
          anymore.

          RACER X
          That's obvious. At Fuji, you were
          trying to prove something. At
          Cristo, you were looking for
          justice. Neither are the reason
          you belong behind a steering
          wheel.

          SPEED
          If you know so much, why don't you
          tell me why I should keep driving?

          RACER X
          Sorry. That's for you to figure
          out.
          He climbs back into his car.

          RACER X (CONT'D)
          I just hope when you do, I'm there.
          to see it.
          He roars away leaving Speed alone.

          INT. SPEED'S ROOM

          Speed is furiously packing. There is a knock on the door
          but he ignores it.
          Sprittle opens the door, Chim-chim following him in.

          

          

          

          

          132.

          CONTINUED:

          SPRITTLE
          Hey watcha doin?

          SPEED
          What's it look like?

          SPRITTLE
          Where ya goin?

          SPEED
          I don't know. I just gotta get
          away from here.

          SPRITTLE
          Why?

          SPEED
          Because.

          SPRITTLE
          Because why?

          SPEED
          Because I have to.

          SPRITTLE
          Can we come with you?
          Speed is struck by an odd sense of deja vu.

          SPEED
          What?

          SPRITTLE
          Can we come with you?

          SPEED
          No.

          SPRITTLE
          Why?

          SPEED
          You'll understand when it's your
          turn.
          He shoulders his bag and shoves out the door.

          INT. RACER FAMILY LIVING ROOM

          there,
          Speed crosses to the door but Pops is already
          sitting, waiting, a heaviness in his.limbs.

          

          

          

          

          133.

          CONTINUED:

          POPS
          Speed, before you go, I'd like to
          say a few things. Will you sit
          with your old man for a minute?
          Speed chafes a bit but drops his bag.

          SPEED
          Don't try to stop me.

          POPS
          I won't. I made a mistake trying
          to tell you what to do at Cortega.
          You were right. I was wrong. I
          won't make that mistake again.
          Speed sits.

          POPS (CONT'D)
          I want you to know that I acted
          rashly. I said things I wish I
          hadn't. Your mother usually
          protects me from making an ass out
          of my self but I was determined to
          do it this time and I guess I did
          a pretty good job of it. I wanted
          to make sure you understood how
          sorry I was.

          SPEED
          Thanks.

          POPS
          The truth was, I couldn't have
          been more proud of you son. Not
          because you won, but because you
          stood up, you weren't afraid and
          you did what you thought was
          right.

          SPEED
          So? It didn't amount to anything.
          It was completely meaningless.

          POPS
          How could it be meaningless? I
          saw my son become a man. I
          watched him act with courage and
          integrity and drive the pants off
          of every driver on the road. This
          is not meaningless. This is the
          reason for a father's life.
          Pop's eyes'begin to twinkle with tears

          

          

          

          

          134.

          CONTINUED: (2)

          POPS (CONT'D)
          I admit I went to Cortega because
          I was afraid that what happened to
          Rex was going to happen to you.
          And I just couldn't take that. I
          couldn't loose another one of my
          boys like that again. But what I
          realize in Cortega was that I
          didn't lose Rex when he crashed, I
          lost him here. I lost him when he
          walked out of this house and I let
          him go without telling him how
          proud I was of him and how much I
          loved him. I let him think that a
          stupid motor company meant more to
          me than he did. You'll never know
          how much I regret that mistake,
          but it's enough that I'll never
          make it again.
          He puts his big bear arms around him and hugs him.

          POPS (CONT'D)
          I love you Speed. I understand that
          every child leaves home but I want
          you to know that door is always
          open and you can always come back.

          SPEED
          I love you Pops. I'm just so
          confused right now. I don't what
          I'm doing or why I'm doing it. I'm
          locked up in some kinda tailspin
          and no direction makes sense.

          POPS
          I know what that's like. When Rex
          died I didn't even. know if I
          wanted salt on my eggs, let alone
          if I wanted to keep building cars.
          Then, do you remember when we sat
          here, that night, watching old Ben
          Burns and Dugazi? You remember
          that?
          Speednods vaguely.

          POPS (CONT'D)
          Sittin' here, cheering with you,
          something just clicked, like a
          light being switched on inside of
          me and after that, I never had
          trouble remembering how I liked me
          eggs.

          

          

          

          

          135.

          CONTINUED: (3)

          SPEED
          Jeez Pops. That's just it.
          That's part of my problem.

          POPS
          What?

          SPEED
          That race. The '43 Prix. Burns
          and Dugazi? It was fixed.
          Remmington told me the whole
          story. It was all about some DNF
          names Rotts. They've known the
          winner of every Grand Prix for the
          past 50 years. It's always fixed.
          That's a tough pill for Pops to swallow.

          POPS
          I don't believe that.
          Remmington's a crook. You can't
          believe a crook.

          SPEED
          I don't think he was lying, Pops.

          POPS
          The Grand Prix? A sham?
          Ding dong.

          POPS (CONT'D)
          Who could that be?

           WITH
          Speed opens the door. She seems to glow, radiating
          her own incandescence.

          SPEED
          Horuko?!

          HORUKO
          Forgive me for intruding but I had
          to come before it was too late.
          Speed eyes her for a moment wondering if this is another
          set-up.

          HORUKO (CONT'D)
          This is not a trick. I swear to
          you. I am not my brother.

          POPS
          You going to ask the lovely lady
          in?

          

          

          

          

          136.

          CONTINUED: (4)

          SPEED
          Yeah, sure. Come on in.
          She steps in, looking somewhat out of place in the
          suburban living room.

          POPS
          Can I get you something to drink?

          HORUKO
          No. My security man believes I am
          still at the opera, so I only have
          a moment.
          She turns to Speed.

           HORUKO (CONT'D)
          I am very sorry for what happened.
          what my father and brother did was
          not right and I am ashamed.

          SPEED
          It's fine. Just another lesson
          learned.

          HORUKO
          No.. It is they who are in need of
          a lesson.
          She pulls an envelope out of her bag and gives it to
          Speed.

          HORUKO (CONT'D)
          This rightfully belongs to you.
          He opens the envelope and his eyes immediately light up.

          SPEED
          An invitation to compete in the
          91st annual Grand Prix?

          HORUKO
          My brother was planning to decline
          anyway but I studied the rules
          very carefully and as a member of
          the Okamoto team, if you present
          this invitation on the day of the
          race, they must allow you to
          compete.
          Pops bursts into a smile and slaps Speed on the back.

          

          

          

          

          137.

          CONTINUED: (5).

          POPS
          Whaddya think of that, Mr. Its-
          Always-Fixed?

          SPEED

          HORUKO
          You do not have to say anything.
          I only hope you drive as you did
          in Casa Cristo and you wipe the
          smiles from their faces.

          POPS
          We don't have a car. Sparky!

          SPARKY
          Right here Pops.
          Sparky steps out of the kitchen doorway.

          POPS
          What're you doing in the kitchen?

          SPARKY
          Same as everyone else.
          Behind him the entire family peeks out.

          SPEED
          I don't believe it. You were
          listening the whole time?
          Trixie goes to him.

          TRIXIE
          We were worried about you.

          HORUKO
          I would say good luck Saturday but
          you do not need it. You are
          already very lucky to have such a
          family.

          SPEED
          Goodbye and thank you.
          He closes the door.

          POPS
          Come on! We got work to do.

          

          

          

          

          138.

          CONTINUED: (6)

          SPARKY
          But Pops, the race is less than 36
          hours away.

          POPS
          Isn't that how fast Remmington
          said he could build that tin can
          with all his fancy machines?

          SPARKY
          Yeah.

          POPS
          Then we'll do it in 32. Let's go!
          He heads for the garage, Sprittle leaping after him.

          SPRITTLE
          I want to help.

          POPS
          Well come on.

          SPRITTLE
          Chim-chim too?

          POPS
          We need everyone.

          INT. RACER FAMILY GARAGE

          The family gets to work, bolting, welding, drilling,
          cutting, and grinding.
          The framework of a car begins to materialize, assembled
          it seems out of thin air, human will made manifest as--

          INT. REMMINGTON INDUSTRIES LABORATORY

          A car is covered in a sheet bearing the RI logo.
          Remmington speaks before Mushi and his cadre of lawyers
          and assistants.

          REMMINGTON
          I swear to you Mr. Mushi when the
          GRX is revealed at the Grand Prix
          and then captures the black and
          white checkers the demand for our
          transponder engines will go
          through the roof.
          Mushi.smiles.

          

          

          

          

          139.

          INT. RACER FAMILY GARAGE

          The Racers continue to work, Sparky beginning to fall
          asleep just as Mom brings him a big, steaming cup of
          coffee.
          The car is further along, but still a long way from
          finished.

          INT. REMMINGTON'S OFFICE

          Papers are signed. Hands are shaken. Pictures posed
          for. The harmony of the corpratocracy complete as--

          INT. RACER FAMILY GARAGE

          The entire family, covered in sweat, blood, and grease,
          refusing to quit even as the sun rises on--

          EXT. THE GRAND PRIX

          Nothing we've seen compares to the staggering scope of
          this track. It feels like an entire city; grand stands
          rising up like can-opened sky scrapers surrounded by
          clover leafs of track that seem like origami folded
          highways.
          Preparations are well under way, ads being positioned,
          lights being checked, make-up being applied to Ben Burns
          and his announcing partner, Cass Jones.

          INT. RACER FAMILY GARAGE

          The Racers gobble handful of potato chips, stuffing
          quarters of P,B, & J sandwiches into their mouths,
          rushing to finish while--

          INT. GRAND PRIX PENTHOUSE

          Caviar, shrimp and lobster are being set out on trays of
          ice beneath a glistening ice sculpture of.the GRX.

          INT. RACER FAMILY GARAGE

          The car is nearly finished,Pops spraying on the paint as--

          

          

          

          

          140.

          EXT. GRAND PRIX GRANDSTANDS

          The crowds have already begun to arrive.
          At the players entrance, fans swarm after Cannonball
          Taylor who arrives in his gorgeous sports car.

          INT. RACER FAMILY GARAGE

          Sparky slams the access panel shut.

          SPARKY
          Alright, fire it up!
          Everyone holds their breath as Speed hits the ignition.
          The car makes a sick baying rattle and smoke begins
          pouring out of the engine.

          SPARKY (CONT'D)
          Kill it! Kill it!

          EXT. GRAND PRIX

          Remmington stands ready to reveal the GRX.

          REMMINGTON
          Ladies and gentlemen, behold the
          future.
          It's black, shiny, and beautiful in a malefic way.

          INT. RACER FAMILY GARAGE

          The clock continues to tick, everyone watching anxiously
          over his shoulder as Sparky works.

          SPEED
          Sparks, it's getting late.

          SPARKY
          I know, I know. Okay. Give it a
          try.
          Everyone braces as Speed hits the ignition.
          It is the sound of an explosion held in the palm of your
          hand.

          

          

          

          

          141.

          CONTINUED:

          SPEED
          Sounds beefy Pops.

          POPS
          It gives you a little something
          extra.

          SPEED
          Let's get it loaded!

          INT. GRAND PRIX ANNOUNCER'S BOOTH


          CASS JONES
          This year marks a new record as
          the Grand Prix will be broadcast
          in eighty-four different
          languages.
          The camera pans. over the multitude of ethnic
          broadcasters.

          CASS JONES (CONT'D)
          Just gets bigger every year,
          doesn't it Ben?

          BEN BURNS
          Seems like it.

          INT. GRAND PRIX PENTHOUSE

          The elite hobnob, champagne flutes flashing between
          feathered hats and waxy smiles.
          The Okamotos raise their glasses to Mushi.

          INT. GRAND PRIX ANNOUNCER'S BOOTH


          CASS JONES
          We've got an incredible lineup
          this year. Some major
          competition. We got a few fan
          favorites like the Gray Ghost,
          Sonic "Boom-boom" Renaldi and
          Prince Kabala. We got perenial
          powerhouses like Nitro Venderhoss,
          Gary "Gearbox" Kalinkov, and Mori
          Minimoto.

          BEN BURNS
          Not to mention C ball.

          

          

          

          

          142.

          CONTINUED:

          FUJI ANNOUNCER
          Cannonball Taylor, fastest Grand
          Prix seed in history, driving the
          new ORX from Remmington Racecars.

          BEN BURNS
          She looks mighty tight.

          FUJI ANNOUNCER.
          There is an odd numbered field
          today, nineteen, one shy of a full
          boat as Katsu Okamoto declined his
          automatic invitation after winning
          the Casa Cristo.

          BEN BURNS
          Hey there's something going on
          down there.

          CASS JONES
          We're seeing some kind of
          commotion down at the trailer
          entrance.

          EXT. TRAILER ENTRANCE

          A large group of security officials are gathered, staring
          at the invitation in Speed's hand.
          One of them starts to shake his head when he hears--

          INSPECTOR DETECTOR
          Is there a problem here, officer?

          TNT. GRAND PRIX PENTHOUSE
          Remmington is in his element, everything seeming to go
          exactly as planned until Gennie comes up behind him and
          whispers in his ear.

          GENNIE
          Sir, we have a problem.

          INT. RACE OFFICIAL'S ROOM

          The doors burst open as Remmington charges in. His eyes
          flash as though seeing ghosts when confronted by the
          entire Racer clan.

          REMMINGTON
          What madness is going on here?

          

          

          

          

          143.

          CONTINUED:

          SENIOR RACE OFFICIAL
          Mr. Remmington, this is a
          legitimate invitation. We have
          verified it.

          REMMINGTON
          Where did you get that?

          SPEED
          I was on the Okamoto team
          remember? I won it fair and
          square.

          REMMINGTON
          This is preposterous! He can't be
          allowed to race. It's too late.

          INSPECTOR DETECTOR
          The ruling on this is quite clear.
          Try to stop it and you'll be in
          blatant violation of the WRL
          charter, leaving me no option but
          to shut this years Prix down until
          a full investigation can be
          completed.

          REMMINGTON
          What?! Do you have any idea what
          that would cost? Are you insane?

          INSPECTOR DETECTOR
          Try me.
          Remmington stews then spits a threat at Speed.

          REMMINGTON
          You'll regret this.

          SPEED
          Doubt it.

          INT. GRAND PRIX ANNOUNCER'S BOOTH


          CASS JONES
          Something big is going on because
          every race official has been--
          wait, wait. An announcement is
          being made. A new driver is being
          added to the field.

          BEN BURNS
          Holy sh--

          

          

          

          

          144

          CONTINUED:

          BLEEP.
          Ben Burns gets bleeped by the network censors.

          EXT. BIG BOARD

          A name flashes on as the driver is added.

          FEMALE ANNOUNCER VOICE
          Now driving in the twentieth and
          final position, Speed Racer.
          The roar from the crowd shakes the windows of--

          INT. GRAND PRIX PENTHOUSE

          Concerned, knitted brows search the room in quiet panic
          while in private--
          Horuko allows herself the faintest smile.

          INT. PRIVATE OFFICE

          Remmington meets in secret with Cannonball Taylor.

          REMMINGTON
          A million dollars to the driver
          that takes Racer out.

          CANNONBALL
          He won't get out of the blocks.

          REMMINGTON
          I prefer him to not even make it
          out of the locker room.
          Cannonball smiles as Remmington starts to turn.

          REMMINGTON (CONT'D)
          We're installing a spear hook on
          the GRX.

          CANNONBALL
          I don't need one to beat that
          punk.

          REMMINGTON
          A precaution.

          

          

          

          

          145.

          INT. LOCKER ROOM

          Speed begins laying out all of his things while the other
          drivers move around him, wolves stalking prey.
          In a mirror, a Yakuza tattooed driver eyes Speed while
          drawing a straight razor up his neck.
          Speed tries to ignore him, digging through his bag,
          getting more and more flustered until he realizes--
          He forgot the red socks.

          SPEED
          Oh no...

          EXT. GRAND PRIX GRANDSTANDS

          The Racer family finds their seats.

          INT. LOCKER ROOM

          The Yukuza man moves up behind a despairing Speed,
          straight razor flashing as--
          The Gray Ghost cuts him off.

          GRAY GHOST
          Hey kid--

          :

          SPEED
          The Gray Ghost...

          GRAY GHOST
          Just wanted to say good luck.
          He reaches out to shake, then whispers.

          GRAY GHOST (CONT'D)
          There's a million dollar bounty on
          your head.

          SPEED
          A million dollars? Wow. Maybe I
          should take myself out.

          GRAY GHOST
          Watch yourself. Your ruffling
          some pretty major feathers here.

          

          

          

          

          146.

          CONTINUED:

          SPEED
          Why aren't you after the bounty?

          GRAY GHOST
          Our little dance at Fuji--that's
          how it should always be.

          INT. GRAND PRIX ANNOUNCER'S BOOTH


          CASS JONES
          As the cars take to the field you
          can feel the anticipation mounting
          in the audience. Something is
          different. There is an
          electricity in the air. The
          presence of Speed Racer has
          completely changed the equation.

          INT. LOCKER ROOM

          Speed is sitting, still not dressed. The broken ritual
          has him confused, not sure how to begin.
          A dressed and helmeted driver heads straight at him but
          is diverted by--

          RACER X
          Speed Racer?
          Speed turns, taking a moment to realize the handsome
          millionaire playboy in the tux is unmasked Racer X. He
          glances down at Speed's belongings and sees a picture of
          Rex.

          SPEED
          Oh, yeah.

          PLAYBOY/RACER X
          I'm quite a fan of yours and just
          wanted to say how glad I am to see
          you here.
          As they shake hands, Racer X realizes that something is
          wrong.

          PLAYBOY/RACER X (CONT'D)
          Is something wrong?

          SPEED
          I just... I got this thing... its
          stupid, I know, a superstition,
          but I guess all of us got one.

          

          

          

          

          147.

          CONTINUED:

          PLAYBOY/RACER X
          Can I help?
          Speed suddenly notices the red trim of his tuxedo and his
          red tie. He looks down and heaves a sigh of relief.
          Red socks.

          INT. PLAYER'S TUNNEL

          Speed rushes out of the darkness of the tunnel into the
          brightly colored, awe-inspiring venue that is the Grand
          Priz Coliseum.
          There is a dizzying onslaught of giant advertisements and
          jumbotrons while the enormous crowd roars in lapping
          waves like the surrounding ocean.

          INT. GRAND PRIX ANNOUNCER'S BOOTH


          CASS JONES
          There he is now, Speed Racer,
          perhaps the biggest wild card in
          Grand Prix history.

          EXT. GRAND PRIX STARTING LINE

          Floating camera blimps seem to hover everywhere including
          right next to Speed--
          Catching him unawares with a gaper's mouth.
          The image of Speed looking overwhelmed is immediately
          broadcast onto the jumbotrons eliciting a laugh from the
          crowds.

          EXT. GRAND PRIX GRANDSTANDS

          Trixie sees Speed on the big screens.

          TRIXIE
          Look! There's Speed!

          INT. GRAND PRIX ANNOUNCER'S BOOTH


          CASS JONES
          Speed Racer gets his first eyeful
          of the Coliseum.

          

          

          

          

          148.

          CONTINUED:

          BEN
          This ain't Kansas baby!

          EXT. STARTING LINE

          The gorgeous Prince Kabala struts for the crowd while a
          team of beautiful female mechanics push his jewel
          encrusted car into place.
          He sees Speed helping Sparky push the Mach 5 into place.

          PRINCE
          Hey, mouth-breather, get used to

          THIS--
          He shows Speed his ass.

          PRINCE (CONT'D)
          'Cause that's what you're going to
          be looking at all day!
          Speed tries to ignore him and the other driver's staring
          at him like a fox staring at a chicken.

          SPARKY
          Howya feelin'?
          Speed takes a breath as he dares to look around again.

          SPEED
          .it's big.

          SPARKY
          Hey, this cockpit is the exact
          same size it was at Thunderhead.

          SPEED
          Right.

          SPARKY
          Just wanted to say, thanks, for
          what could be the most exciting
          moment of my life.

          SPEED
          Couldn't have gotten here without
          you.
          He hugs him.

          

          

          

          

          149.

          CONTINUED:

          SPARKY
          I'm looking forward to that cold
          milk.

          SPEED
          Me too.
          Speed climbs in as the speaker system blares--

          FEMALE ANNOUNCER VOICE
          Ladies and gentlemen, start your
          engines.
          The engines erupt, crashing against the waves of the
          roaring crowd but--
          Inside the Mach 5 everything goes completely silent.
          Nothing exists now for Speed except the track as he loses
          all separation between himself and his car.
          He takes a deep breath and closes his eyes as the
          countdown begins.

          INT. GRAND PRIX ANNOUNCER'S BOOTH


          CASS JONES
          The final countdown has begun and
          a stillness has fallen over this
          stadium as all eyes turn to one
          car.

          BEN BURNS
          This ain't a race. It's a
          showdown.

          EXT. GRAND PRIX

          Again we cut to the many varied expressions of
          anticipation: Trixie, Mushi, Okamoto, Sprittle, and Chim-
          chim, Katsu and Horuko, Mom and Pops, Remmington and
          Racer X who no longer has any socks, until--
          The gun sounds--
          The cars become bullets hurdled forward, except for the
          car in front of Speed which barely moves blocking his

          PATH--
          He tries to avoid it but can't, rear-ending him while the
          car behind him slams into the back of the Mach 5.

          

          

          

          

          150.

          INT. GRAND PRIX ANNOUNCER'S BOOTH


          CASS JONES
          Trouble at the start, a misfire
          traps Speed Racer, causing a

          COLLISION--

          BEN BURNS
          Uh-oh. Look out!

          EXT. GRAND PRIX STARTING LINE

          A car to the side swerves aiming straight at Speed who
          manages at the last second a slip-jack jump--
          Flipping over the car as it slams into the pile-up while--
          Speed guns his engine in the air so that when he hits the
          track there is a scream of burning rubber and the Mach 5
          rockets out of the start to the cheering crowd.

          INT. GRAND PRIX ANNOUNCER'S BOOTH


          CASS JONES
          I don't know how he got out of
          that one--

          BEN BURNS
          That-kid's wiley.

          EXT. GRAND PRIX TRACK

          The first lap of the Grand Prix is Ben Hur brutal as car
          after car takes a shot at Speed but--
          He uses their aggressiveness throwing them into each other--
          Littering the track with flaming debris and bouncing
          cocoons.

          INT. GRAND PRIX ANNOUNCER'S BOOTH

          They try to keep up but Speed is even too fast for them.

          CASS JONES
          Speed fakes left, jumps right--

          BEN BURNS
          Nice, nice--

          

          

          

          

          151.

          CONTINUED:

          CASS JONES
          He slips in behind Gearbox---

          BEN BURNS
          Here comes over under--

          EXT. GRAND PRIX TRACK

          Speed executes another beautiful maneuver sending Gearbox
          crashing into Boom-Boom--
          Both cars going boom-boom, their rubber cocoons bouncing
          free.

          INT. GRAND PRIX ANNOUNCER'S BOOTH

          Ben Burns is giddy with glee.

          BEN BURNS
          I told you! I told you!

          CASS JONES
          Speed Racer seems unstoppable,
          moving up from dead last, nearing
          the leaders as they head into the
          slalom with the Gray Ghost
          battling Prince Kabala and
          Cannonball Taylor for the lead.

          EXT. GRAND PRIX TRACK

          The Prince tries to sight the Ghost in his mirrors but
          the Gray Ghost seems to vanish.

          GRAY GHOST
          Where am I? Where am I? I'm
          here. I am over there. I'm
          Savior Faire!
          The Prince tries to block the Ghost but he can't seem to
          locate him.

          GRAY GHOST (CONT'D)
          I'm everywhere, baby!
          Wham! The Ghost is on him, pouncing, slipping into what
          feels like a shoulder throw that sends the Prince
          spinning out of control onto the onrushing Nitro--
          Shattering the Prince's car like a mis-struck diamond
          reduced in one hammer stroke to twinkling dust.

          

          

          

          

          152.

          CONTINUED:
          The two more cocoons bounce onto the road as the other
          cars roar past.

          INT. GRAND PRIX ANNOUNCER'S BOOTH


          CASS JONES
          A spectacular crash as the
          Prince's jewel-covered Gigerbon
          worth an estimated 22 million
          dollars is scattered over a
          quarter mile of track.

          BEN BURNS
          I'd like to work clean up on that
          crash.
          They chuckle.

          CASS JONES
          But look out, as they approach the
          Big Drop, here comes Speed Racer?

          EXT. THE BIG DROP

          The cars head over as though falling off the end of
          Niagara and while other drivers cling to their steering
          wheels just trying to hang on--
          Speed presses the accelerator, making his move--
          Banking higher than anyone up the big wall and when he
          dives back down there are only three cars left ahead of

          HIM--
          The green Mushi motors car, the Gray Ghost, and the Black

          GRX.

          INT. GRAND PRIX ANNOUNCER'S BOOTH


          CASS JONES
          Speed Racer is knocking on the
          door of the new GRX driven by
          Cannonball Taylor.

          BEN BURNS
          You hoot Anybody home?

          

          

          

          

          153.

          INT. MACH 5


          SPEED
          Ok Mr. Two Time Grand Prix, Five
          time WRL, future Hall of Fame,
          teach me something.

          EXT. GRAND PRIX TRACK

          Speed makes a move and Cannonball blocks, but it is
          clumsy and Speed quickly counters--
          Bouncing Cannonball into the wall.

          SPEED
          Come on! Is that it?
          He swerves back and the two cars begin to battle but it
          is immediately clear who is the better driver, as--
          Speed throws Cannonball from one side of the track to the
          other.

          TNT. GRAND PRIX ANNOUNCER'S BOOTH

          CASS JONES
          Cannonball Taylor is in trouble.

          BEN BURNS
          Tear `em up kid!

          INT. GRAND PRIX PENTHOUSE

          The knuckles of Remmington's fist crackle as he wrings
          the tension.

          REMMINGTON
          Do it. Stop him. Stop him now.

          INT. MACH 5


          SPEED
          Lesson's over. See you at the
          finish line.
          Speed slides into Cannonball to throw him but as he does--

          

          

          

          

          154.

          CONTINUED:
          Cannonball throws a hidden switch and under the two cars
          a spear hook shoots out and locks onto the Mach 5
          undercarriage.
          Speed feels it and knows what happened immediately.

          SPEED (CONT'D)
          No!

          SPARKY
          What is it?

          SPEED
          Spear hook! He's got me!
          Cannonball slows driving both cars into the wall,
          grinding against the Mach 5 while the trailing cars shoot
          post.

          INT. GRAND PRIX ANNOUNCER'S BOOTH


          CASS JONES
          Cannonball has Speed pinned as
          they grind through the butterfly
          turn.

          INT. GRAND PRIX PENTHOUSE

          Remmington relaxes as Speed falls further off the leader
          pace.

          EXT. GRAND PRIX GRANDSTANDS

          Sprittle understands immediately what is going on.

          SPRITTLE
          That cheater! He's using a spear
          hook! SPEAR HOOK! SPEAR HOOK!
          The surrounding crowd becomes uncomfortable.

          POPS
          Sprittle, we don't know that.

          SPRITTLE
          I do! Cannonball Taylor is
          nothing but a big cheater!

          

          

          

          

          155.

          EXT. GRAND PRIX TRACK

          They exit the butterfly turn and head into the slalom,
          both drivers fighting hard to force the other into the
          onrushing concrete pylons.
          The paint is scraped first from the outside of the Mach 5
          and then the GRX as they barely avoid one pylon and then
          another, neither car gaining an advantage until--
          The Mach 5 begins to rattle, the stronger GRX taking
          advantage as they head for the final pylon---
          Where the camera that is broadcasting the two cars onto
          the jumbo-tron is positioned.

          INT. GRAND PRIX ANNOUNCER'S BOOTH


          BEN BURNS
          This is going to be ugly.

          EXT. GRAND PRIX TRACK

          At the last second, Speed hits the two outside jacks
          causing both cars to rise up onto the two outside wheels
          of the GRX--
          Revealing the undercarriage and the hidden spear hook to
          the camera.
          The crowd gasps.

          SPRITTLE
          Told you so!
          Chim-chim high fives him.

          SPRITTLE (CONT'D)
          Cheaters never prosper!

          EXT. GRAND PRIX TRACK

          The Mach 5 flips down, pancaking the GRX, while the Mach
          5 crashes free, leaving the exposed spear hook to hang
          limply from the front of the GRX.

          

          

          

          

          156.

          INT. GRAND PRIX ANNOUNCER'S BOOTH


          CASS JONES
          Cannonball clearly using a spear
          hook.

          BEN BURNS
          That could cost him the Hall of
          Fame.

          CASS JONES
          Not to mention what it might do to
          Remmington Industries.

          BEN BURNS
          Shame on them.

          INT. GRAND PRIX PENTHOUSE

          People begin drifting away from Remmington as he feels
          the walls close in around him.

          EXT. GRAND PRIX TRACK

          switch but
          Speed tries to start the Mach 5. He hits the
          the starter only grinds.

          EXT. PIT STOP


          SPARKY
          Oh no, come on, don't do this.

          EXT. GRAND PRIX GRANDSTANDS

          Pops watches through his binoculars.

          POPS
          Don't quit on us now baby.

          INT. GRAND PRIX LUXURY BOXES

          Racer X is watching with Minx.

          RACER X
          Careful. Listen to it. Don't
          kill the starter.

          

          

          

          

          157.

          EXT. GRAND PRIX TRACK

          Speed takes a deep breath and it seems the entire stadium
          takes it with him. He closes his eyes and tries to
          listen to the car.

          SPEED
          What do you need?
          Something makes him put the car in second gear. He steps
          on the accelerator, then hits the starter and---
          And the Mach 5 roars to life.
          The crowd screams to the wail of burning rubber.

          INT. GRAND PRIX ANNOUNCER'S BOOTH


          CASS JONES
          He's back in it, but less than a
          lap and a half, I don't know what
          kind of chance he has.

          BEN BURNS
          Come on kid! Move it!

          EXT. GRAND PRIX TRACK

          The red socks flash as Speed stomps on it, jamming the
          accelerator to the floor.
          He's a half-lap behind the entire field but every eye in
          the stadium is on the white and red streak of lightening
          as it--
          Thunders by, rattling the elaborate lace work of concrete
          and steel--
          Gaining, inch by inch, foot by foot.

          INT. GRAND PRIX PENTHOUSE

          People abandon the televised images, wanting to watch
          this miracle, to see it with their own eyes.

          

          

          

          

          158.

          INT. GRAND PRIX ANNOUNCER'S BOOTH


          CASS JONES
          Look at the split! He's shattering
          the lap record.

          BEN BURNS
          Don't mean a thing without those
          checkers.

          EXT. GRAND PRIX TRACK

          Speed comes out of the spiral, glimpsing the back of the
          trailers as they go over the Big Drop.
          Where they ease over the edge, Speed hurls out, going
          airborne, free-falling past two trailers, as--
          The grade of the slope reaches up and gently eases the
          Mach 5 back onto the track, to the delight of the crowd.
          The Mach 5 surfs up the big bank, weaving through another
          pair that try to stop him with spectacularly disastrous
          results.
          outside the Mach 5 a maelstrom of violent chaos churns

          WHILE--
          Inside, Speed is perfectly at pease.

          INT. GRAND PRIX ANNOUNCER'S BOOTH


          CASS JONES
          No hesitation, nothing fazes him,
          no one seems capable of stopping
          him.

          BEN BURNS
          This kid ain't just driving--he's
          on a mission.

          INT. GRAND PRIX PENTHOUSE

          Remmington can't take it, losing all pretense of decorum.

          REMMINGTON
          Stop him! Stop him!

          

          

          

          

          159.

          EXT. GRAND PRIX TRACK

          Speed weaves through the butterfly cloverleaf, taking
          each turn at such intense speeds that the cars he passes
          seem to be moving in slow motion.
          By the end of the slalom, he is back where he left off,
          with two cars left ahead of him--
          Mushi motors and the Gray Ghost.

          GRAY GHOST
          Welcome back kid. Been lonely up
          here without you.

          INT. GRAND PRIX ANNOUNCER'S BOOTH


          CASS JONES
          With a quarter lap to go Speed
          Racer is back, two cars beneath
          him and destiny.

          INT. MACH 5

          Speed suddenly feels the weight of everything that has
          brought him. to this point.
          He. sees images and hears voices, flashing through his
          head, as though at his own death.
          The montage finishes with the image of Speed as a ten
          year old boy, drawing pictures of race cars, making all
          the noises, lost in a dreamworld that has become reality.
          He sees the finish line and makes his move.
          The Gray Ghost sees it coming first.

          GRAY GHOST
          Oh yeah, here we go, here we go.
          Speed flashes one way, then another, moving in ghost-like
          feigns, here there, and everywhere.

          GRAY GHOST (CONT'D)
          What's this? What's this? Hey
          now! That's my move!
          Before Ghost knows where to go, Speed ducks past--

          

          

          

          

          160.

          CONTINUED:
          Sling-shotting down alongside the Mushi motors car. The
          Yukuza driver tries to block but--
          Speed jumps, dodging the hit, causing the Mushi car to
          swerve and then wildly correct--
          Swinging back as Speed hop-scotches over him again, just

          AS--
          The Ghost flies in, taking a broadside hit from the Mushi
          car, both of them exploding just feet from the finish
          line, as--
          Speed launches up and through the cloud of smoke and
          fire, crossing into history with the flashing wave of the
          checkered black and white--
          Fluttering softly in the silence as the crowd begins to
          rise to their feet.
          The Mach 5 slides to a stop and for a moment Speed
          catches his breath, then, slowly pulling off his helmet
          he begins to let it all in--
          The thunder of the crowd can be felt through his chest
          straight to his heart.

          INT. GRAND PRIX PENTHOUSE

          Remmington screams, overturning a table of caviar and
          lobster, crashing the elaborate ice sculpture of the GRX
          at the feet of Mushi who turns and walks away in disgust.

          EXT. GRAND PRIX GRANDSTANDS

          Pops' chest is out, tears running down to his moustache
          as he wraps his arms around Mom, who goes to pieces as
          Chim-chim and Sprittle leap up and down, hugging Trixie

          AS--

          INT. GRAND PRIX PENTHOUSE

          The smiles of Katsu and his father are gone giving Horuko
          no end of secret joy.

          EXT. FINISH LINE

          The crowd storms over the barriers, swarming Speed and
          the Mach 5.

          

          

          

          

          161.

          INT. GRAND PRIX ANNOUNCER'S BOOTH


          CASS JONES
          It's a pandemonium! People have
          gone completely crazy! In
          fourteen years we've never seen
          anything like this!

          BEN BURNS
          It's a whole new world baby, a
          whole new world.

          EXT. FINISH LINE

          The crowd lifts Speed up onto their shoulders as we
          collage-pan to--

          INT. LUXURY BOXES GRAND PRIX

          Racer X watching his brother, a smile on his lips.

          INSPECTOR DETECTOR
          He did it.
          Racer X lowers his binos and turns to the inspector.

          RACER
          Yes, he did.

          INSPECTOR DETECTOR
          This could change everything.

          RACER X
          It already has.

          INSPECTOR DETECTOR
          My men are bringing the family
          down. Do you want to go with
          them?

          RACER X
          He turns and takes Minx by the arm.

          INSPECTOR DETECTOR
          Can I ask you a question? Do you
          ever think you made a mistake,
          hiding the truth from them?

          

          

          

          

          162.

          CONTINUED:
          There is a flash of images as we glimpse the truth;
          images of Rex watching his car explode in the ice caves,
          his funeral, then the facial surgery, then the mask of
          bandages as one face is lost in a mirror and another is
          revealed.

          RACER X
          If I did, then it's a mistake I
          have to live with.
          He walks away while---

          EXT. VICTORY LANE

          Several of the other driver's led by the Gray Ghost
          applaud and salute Speed as--
          The Racer family is led through the swarm of
          photographers and fans.

          TRIXIE
          Speed!
          She pushes towards him and he sweeps her up into his arms
          and kisses her, surrounded by the sparkle of camera flash

          AS---
          Sprittle covers Chim-chim's eyes.

          SPRITTLE
          Danger. May cause cookies.
          Mom and Pops both hug Speed, their eyes bright with joy

          AS--
          We rise up, up, and away.
          Roll snazzy credits.



                               THE END