Actor Point >> Movie Scripts >> X-Men Origins: Wolverine Film Script

X-Men Origins: Wolverine Movie Script

Writer(s) : David Benioff, Skip Woods

Genres : Action, Fantasy, Sci-Fi, Thriller

Search IMDb : X Men Origins Wolverine


                             X-MEN ORIGINS: WOLVERINE 


                                    Written by

                            David Benioff & Skip Woods





          EXT. RURAL ROAD - DAY

          A two-lane road carves through an endless forest of towering
          black spruce. A flock of pintails skims over the treetops,
          heading south before the first snowfall.
          A young BOY (12), undersized and feral, trudges home, bookbag
          strapped to his back. Black-haired and pale-skinned, the boy
          looks as if he hasn't had a good meal in a long time.
          Before we hear anything the boy turns, watching the bend in
          the road behind him. After a moment we hear the thrum of a
          hard-charging engine.
          An Oldsmobile Super 88 rounds the bend, accelerating as it
          hits the straightaway. The boy steps away from the road but
          the car comes straight at him.
          The boy closes his eyes. The Oldsmobile's brakes clamp down
          on the wheels and the car shivers to a halt with inches to
          spare. Laughter spills from the car's open windows.
          Four HIGH SCHOOL LETTERMEN pile out of the car, wearing their
          leather-sleeved football jackets. GILMAN, the largest of the
          four, shakes his head and laughs.

          GILMAN
          Kid didn't even move. You see that?
          Where's your survival instincts,
          boy?
          The boy says nothing. He readjusts his bookbag and resumes
          his long walk northward.
          GILMAN (cont'd)
          Hey!
          Gilman grabs the boy's shoulder and spins him around-
          GILMAN (cont'd)
          The hell you going? You hear me
          talking to you?
          One of the other football players, MASON, walks over and
          inspects the boy's face.

          MASON
          This is the kid whose old man
          robbed the truck stop last year.
          Gilman curls his meaty hand around the back of the boy's neck
          and pulls him closer, scrutinizing him. The four lettermen
          tower over the small boy.
          I C_ONTTNTT f 1

          

          

          

          

          2.

          CONTINUED:

          GILMAN
          You the one with the convict daddy?
          The boy stares back at Gilman, unblinking.

          MASON
          That's him.

          GILMAN
          What's the matter, you about to
          piss your pants? Answer me.
          The boy says nothing, never looking away from the bully.
          Gilman presses his fist, adorned with a heavy class ring,
          against the.boy's cheek.
          GILMAN (cont'd)
          You a tough guy like your daddy?
          Gilman shoves the boy, forcing him to stumble backwards. The
          boy regains his balance, never taking his eyes off Gilman.
          GILMAN (cont'd)
          You want to play tough guy with me?
          Huh?
          Provoked by the boy's lack of fear, by the insolence of his
          stare, Gilman rears back and punches him in the face.
          The boy falls to the ground. Blood spills from a gash in his
          cheek where the class ring cut him.

          MASON
          (a ringside announcer)
          Right cross to the face... and he's
          down!
          The football players laugh, looking down at the fallen boy.
          The boy stands. There is still no sign of emotion on his
          face. No fear, no anger, no evident pain.

          GILMAN
          What's the matter? You want some
          more?
          The boy doesn't look away. The bully swings, cracking the boy
          in the side of the head, knocking him down again.
          GILMAN (cont'd)
          (to his friends)
          Let's get out of here.

          CONTTNTTF:T) I

          

          

          

          

          3.

          CONTINUED: (2)
          Walking back to the car, Mason slaps Gilman on the shoulder.

          MASON
          You gave that little pissant
          something to think about.
          Gilman grins and looks back at the boy, expecting him to be
          sprawled and crying on the ground.
          Instead the boy stands again, brushes the dirt off his shirt,
          and walks toward Gilman.

          GILMAN
          You got to be kidding me. I'm gonna
          knock the--
          But Gilman's words die in his throat as he sees something
          impossible happening. The gash on the boy's cheek knits
          itself shut, leaving no sign of injury.
          Gilman is so shocked he doesn't see the boy's fist whizzing
          toward him, striking him in the nose. And then another punch.
          And then another.
          The boy is far smaller and weaker than Gilman, but he fights
          with a ferocity that seems inhuman, punching and kicking and
          headbutting, doing whatever it takes to fell his enemy.
          Gilman, stunned by the intensity of the assault, goes down,
          trying to protect his face from the blur of blows.
          Mason tries to pull the boy off his friend and suffers a bite
          to the hand. He howls with pain and backs off.
          The other two football players, amazed to see their leader
          getting pummeled by a boy half his size, watch in awe.
          The boy growls as he batters the bully. He grabs Gilman's
          collar and lifts the football player's head off the ground,
          prepared to deliver the coup de grace with his right fist.
          Three bone claws spring from the boy's hand, serrated and
          razor sharp.
          Everything stops. Mason, clutching his wounded hand, quits
          hollering and stares. The other two football players blink
          and slowly back away.
          Even Gilman, moaning on the ground, hushes and tries to crawl
          backwards, away from this beast on top of him.

          (("ONTTN11F.1)1

          

          

          

          

          4.

          CONTINUED: (3)
          But the boy is more shocked than-any of them. He stares with
          horror at the claws, this part of him he never knew existed.
          He stands and stumbles away from Gilman. Mason runs over,
          lifts his punch-drunk friend to his feet, and hustles him
          toward the Oldsmobile.
          The other football players pile in, slam the doors shut, and
          speed off, leaving the boy alone by the side of the road.
          The boy stares at his claws and for the first time we see
          fear in his eyes. He screams, a scream that echoes over the
          black spruce, into the darkening northern sky.

          INT. CABIN - MORNING

          LOGAN wakes. with a wordless shout, sitting upright,
          shirtless, in a bed covered with shredded bedsheets.
          KAYLA SILVERFOX (25) wraps her arms around him and whispers
          in his ear.

          KAYLA
          It's okay... shh... it's okay.
          Logan pants, chest heaving, eyes wild, gripping the tattered
          sheets in his fists. Kayla holds him tight until his bone
          claws retract.
          KAYLA (cont'd)
          I'm right here with you. Okay? I'm
          right here with you.
          Kayla, a full-blooded Innu, wears her long black hair pulled
          back in a ponytail. She's been sleeping in one of Logan's
          flannel shirts.
          KAYLA (cont'd)
          The war dreams or the one where
          you're a kid?
          Logan takes a deep breath, finally calming down. He relaxes
          into Kayla's arms.

          LOGAN
          The one where I'm a kid.
          Kayla runs her fingers through his thick hair, kissing his
          forehead. He sees that she has a small cut on her forearm. He
          takes her arm and looks at the wound.

          ((0NTTN111 T)1

          

          

          

          

          5.

          CONTINUED:
          LOGAN (cont'd)
          I cut you.

          KAYLA
          It's nothing. Just a scratch.
          She kisses him.
          KAYLA (cont'd)
          We need new sheets again, baby.

          EXT. CARNIVAL - NIGHT

          A traveling carnival has come to a seaside New England town.
          The brightly-lit Ferris Wheel spins a few hundred yards
          inland from the dark Atlantic.
          LOCALS roam through the carnival, lining up to ride the Tilt-
          A-Whirl. KIDS carrying plumes of cotton candy race from shoot-
          'em-up games to free throw competitions.
          A CARNY BARKER of the old school, wearing a patched-suit and
          a derby, beckons the curious to his attraction.

          CARNY BARKER
          Come see the notorious Bird Man!
          Half-man, half-eagle, is he an
          angel from Heaven or a spawn of
          Satan? Ladies and gentlemen,
          tonight is your last chance to see
          the creature you've all been
          hearing about:
          We follow two BOYS who hand the barker their tickets, pull
          aside the curtain and step into the sideshow...

          INT. SIDESHOW - CONTINUOUS

          .joining a small crowd of CURIOUS ONLOOKERS. The tent is
          dark save for a spotlight fixed on a tiny stage.
          SHERRLENE, a peroxide-blonde in her fifties, whose tanned
          hide is covered with interlaced tattoos, slaps a tribal beat
          on a pair of bongos.
          The crowd hushes. A tall man in a hooded robe shuffles toward,
          the stage like a boxer long past his prime. He stands in
          front of the gawkers, head bowed, face shadowed by his hood.

          1 RFNTTNTTPD 1

          

          

          

          

          6.

          CONTINUED:
          Finally BEAK throws off his robe and raises his wings to the
          crowd. As advertised, he looks like an amalgam of man and
          bird, with three-toed, clawed feet and dirty-feathered wings.
          His very human, tired brown eyes are set in a face dominated
          by a long sharp beak. He stares back at the gaping crowd.
          Beak looks more pathetic than monstrous. His skinny limbs
          don't seem very strong and he projects an air of weary
          resignation, not menace.
          But when he flaps his gray wings and caws at the onlookers,
          the children shriek in terror and bury their faces in their
          father's legs.

          INT. BEAK'S TRAILER - NIGHT

          Sherrlene and Beak sit at a card table, playing gin and
          drinking bourbon.

          SHERRLENE
          I'm gonna knock with three.

          BEAK
          Are you kidding me?
          He throws down his hand in disgust.

          SHERRLENE
          You always hold out for gin. You
          could have knocked a while ago.

          BEAK
          Yeah, well, I'm an eternal.
          optimist.
          Sherrlene tallies the points.

          SHERRLENE
          All right, I'm gonna hit it. You
          want to come look for shells with
          me on the beach tomorrow?

          BEAK
          I don't want to scare away any
          tourists.

          SHERRLENE
          Aw, sweetie, it's winter. No
          tourists. I'll come get you in the
          morning.
          (rr)NTTNTrJ r) 1

          

          

          

          

          7.

          CONTINUED:
          Sherrlene collects her things, stands, and kisses Beak on the
          side of his feathered head.

          BEAK
          Goodnight, Sherrlene.

          SHERRLENE
          Night, Beak. Sweet dreams.
          Sherrlene closes the door behind her and Beak flips through
          the deck of cards, preparing for another lonely night.
          A knock on the door.

          BEAK
          You forget your purse?
          (another knock)
          All right, all right, I'm coming.
          He stands and opens the door.

          EXT. BEAK'S TRAILER - CONTINUOUS

          A towering figure in a long black coat looms beside the
          trailer's door.

          BEAK
          Show's over, pal.
          VICTOR CREED is shrouded in shadows, but when he grins his
          white fangs gleam. He drapes his arm around Beak and drags
          the birdman inside the trailer.

          VICTOR CREED
          Show's never over for you, freak..

          INT. BEAK'S TRAILER - CONTINUOUS


          BEAK
          You want money? There's twenty
          bucks on the dresser. That's all I

          HAVE--

          VICTOR CREED
          I just want to hear you talk a
          minute before I cut your lungs out.
          Creed shoves Beak back into his seat, picks up the bottle of
          bourbon, examines the label, and guzzles it. Beak opens his
          mouth but no words come out. Finally:

          (RONTTNTIED

          

          

          

          

          8.

          CONTINUED:

          BEAK
          You're the one that's been killing
          mutants.
          Creed wipes his lips with the back of his clawed hand.
          BEAK (cont'd)
          But you... you're one of us.

          VICTOR CREED
          Us? There's no us. There's you and
          there's me, and in a minute, just
          me.
          Creed smiles down at his feathered target. Beak tries to
          shield his body with his wings.

          BEAK
          Please... I never hurt anybody, my
          whole life...

          VICTOR CREED
          Let me show you how it's done.

          EXT. BEAK'S TRAILER - CONTINUOUS

          An awful, prolonged shriek escapes from the trailer.

          EXT. CABIN - DAY

          The small log cabin sits in a clearing in a jack pine forest.
          Winter has come to the north country; the ground and tree
          branches are covered with several inches of snow.
          Logan chops firewood behind the cabin, splitting the logs
          with expert axe strikes, smoking a cheap cigar.
          His nose wrinkles as he sniffs the air.

          LOGAN.
          Smells like government.
          Behind Logan, two approaching men in dark suits and black
          overcoats glance at each other. Logan, halving another block
          of wood, doesn't turn around.
          One of the newcomers, STRYKER, was a colonel in the Special
          Forces. He still has the look. His hair is cropped short, his
          bearing is military, and his blue eyes are fierce.
          f r_ONTTNTJF D

          

          

          

          

          9.

          CONTINUED:
          CHRISTOPH NORD, A.K.A. AGENT ZERO, looks more like a death
          row convict than a military man. A family of tattooed spiders
          walk down his neck.

          STRYKER

          (SMILING)
          I even showered today.
          Logan turns, the axe gripped in his hand.
          STRYKER (cont'd)
          Been a long time, Logan. You
          haven't aged a day. Everyone else
          gets old and gray, but not you.

          LOGAN
          How'd you find me?

          STRYKER
          We never lost you, my friend. I
          believe you know my colleague?
          Logan and Agent Zero stare at each other. There is a history
          between these two and clearly the memories are not fond.
          STRYKER (cont'd)
          We're with the Department of
          Agriculture now.

          LOGAN
          Agriculture? You working with
          farmers?
          Agent Zero grins. There is nothing pleasant about his grin,.

          AGENT ZERO
          Pest Control Division. Working with
          exterminators.

          LOGAN
          (puffing on his cigar)
          Still shooting first, asking
          questions later?
          In one blindingly fast motion, Agent Zero pulls a customized
          automatic from his shoulder holster, fires, and reholsters.

          AGENT ZERO
          Still smoking cheap cigars?
          Logan spits the butt of the severed cigar from his mouth and
          clenches his fists.

          ( C'ONTTNTTFTL'

          

          

          

          

          10.

          CONTINUED: (2)

          LOGAN
          That was a buck twenty-five,
          asshole.
          Stryker holds up both hands, one palm to Logan, one to Zero.

          STRYKER
          Boys, please.
          (to Logan)
          Could we take a minute of your
          time?

          LOGAN
          You're taking it.

          STRYKER
          We want you back.
          Logan turns away from them. He tosses aside the axe, picks up
          a load of firewood and . stacks. it beside the cabin.
          STRYKER (cont'd)
          You're a born warrior. You can hide
          up here as long as you want, that's
          never gonna change.

          LOGAN
          Not interested.

          STRYKER
          It's... creative work, I can assure
          you of that. And it pays well.

          LOGAN
          Already got a job.

          AGENT ZERO
          Lumberjack. Eighteen grand a.year.

          LOGAN
          Eighteen five.

          AGENT ZERO
          You content chopping down trees?

          LOGAN
          Yeah, I am. It's good work. And I
          haven't killed anybody in three
          years.

          AGENT ZERO
          Starting to miss it?

          (CONTTNTIRT)1

          

          

          

          

          11.

          CONTINUED: (3)

          LOGAN
          Right about now I am.
          Agent Zero grins, enjoying the game. Stryker, seeing that
          this is going badly, tries to break the tension.

          STRYKER
          We're putting together a team. Best
          men in the business. Men with...
          special qualities. Men like you.

          LOGAN
          Forget it.
          Logan walks around to the front of the cabin. Stryker and
          Agent Zero follow. Logan's battered old pickup truck is
          parked beside the newcomers' Lincoln.

          STRYKER
          It's a team of hunters. We're going
          after some very bad people.
          Logan climbs into the driver's seat.
          STRYKER (cont'd)
          You read the papers, Logan? They're
          killing mutants.
          Logan closes the door, turns the key and revs the engine to
          warm it. Stryker taps on the window. Logan grits his teeth
          and rolls down the window, not looking at the colonel.
          STRYKER (cont'd)
          Listen to me. They have names. They
          have addresses.

          LOGAN
          I can take care of myself.

          STRYKER
          All right, forget about yourself.
          Your country needs you.

          LOGAN
          I'm Canadian.
          He hits the gas, forcing Stryker to jump back lest the tires
          run over his foot. Stryker and Agent Zero watch him go.

          

          

          

          

          12.

          EXT. DISTRICT UNIFIED SCHOOL - DAY

          Logan parks in the lot of a sprawling brick grammar school.
          He gets out of the truck and walks toward the main building.
          The school day has ended. STUDENTS meet up with their MOMS or
          DADS for the ride home.
          As Logan rounds a corner, he stops in his tracks, looking
          around. Something's not quite right.
          Logan'ducks his head at the last. possible second and a
          snowball whizzes past, missing him by inches.
          Six FOURTH GRADERS (four boys and two girls) charge at him,
          hurling snowballs and screaming.

          FOURTH GRADERS
          Get him!
          Logan jumps back around the corner, out of sight. The fourth
          graders chase after him, round the corner with their throwing
          hands cocked, ready to launch some serious ice.
          Logan is nowhere in sight.
          The fourth graders turn in confused circles, searching for
          their target, snowballs melting in their hands.

          LOGAN (O.S.)
          Hey, fellas.
          The boys and girls look up and see Logan sitting on a second-
          floor window ledge. He has already formed six perfect
          snowballs, with which he proceeds to pelt the fourth graders.
          The kids run, screaming and laughing, nearly colliding with
          Kayla, who rounds the corner and stares up at Logan.

          KAYLA
          Nice.
          Logan, caught with a snowball in his hand, looks sheepish.

          LOGAN
          They started it.

          

          

          

          

          13.

          INT. PICKUP TRUCK - LATER

          Logan drives Kayla home over roads slick with black ice. She
          sings softly along with the country song on the radio.

          LOGAN
          Stryker came by the house today.

          KAYLA
          Stryker? Colonel Stryker? The one
          you told me about?
          (off Logan's nod)
          What did he want?

          LOGAN
          Wants me back.

          KAYLA
          And?

          LOGAN
          Told him no.

          KAYLA
          So why can't they get someone else?
          Logan thinks about it for a moment. When he speaks there is a
          degree of self-loathing in his tone.

          LOGAN
          I'm the best there is at what I do.
          And what I do best isn't very nice.
          Kayla studies the side of his face for a moment.
          LOGAN (cont'd)
          Maybe he's right. Maybe it's the
          only thing I'm good for.
          Kayla watches him. Logan shakes his head as if ridding
          himself of an errant thought.
          LOGAN (cont'd)
          Son of a bitch had me thinking
          about it for a minute.
          He wraps his arm around her shoulders and pulls her closer.
          f CONTTN11Fn1

          

          

          

          

          14.

          CONTINUED:
          LOGAN (cont'd)
          I'm not going anywhere. First time
          in my life, I don't feel like a
          freak.

          KAYLA
          Hey. You're not a freak.

          LOGAN
          Most guys don't have to worry about
          gutting their girlfriend when they
          have a bad dream.

          KAYLA
          You're not a freak. You've got a
          gift.

          LOGAN
          A gift?
          Logan shakes his head, staring at the black ribbon of road.
          LOGAN (cont'd)
          You can return a gift..

          INT. CABIN - NIGHT

          A well-built fire burns in the fireplace. Logan and Kayla sit
          naked in front of it, wrapped in an old flannel quilt.

          KAYLA
          The kids made cornhusk dolls today
          in Arts and Crafts.
          She reaches for her bag and pulls out a little doll.
          KAYLA (cont'd)
          I made one for you.
          Kayla hands him the doll and he examines it by firelight.
          Given the limitations of the art form, it's a skillful
          representation of Logan, unique hairstyle and all.

          LOGAN
          I look like Elvis.

          KAYLA
          You're Elvis with claws.
          The moon, swollen and red-hued, rises above the dark hills,
          framed in the cabin's window.
          I coNTTNTTRn 1

          

          

          

          

          15.

          CONTINUED:

          LOGAN
          Full moon tomorrow.

          KAYLA
          You know why the moon's so lonely?
          Logan shakes his head. Kayla lies back, resting her head on
          Logan's leg as he plays with her hair.
          KAYLA (cont'd)
          She used to have a lover.
          Kuekuatsheu. They lived in the
          Spirit World and every night they'd
          wander the skies together. But one
          of the other spirits was jealous.
          Trickster wanted the Moon for
          himself. So he told Kuekuatsheu the
          Moon asked for flowers. He told him
          to come to our world and pick her
          some wild roses.

          LOGAN
          Never trust a guy named Trickster.

          KAYLA
          Yeah, well, you do some stupid
          things when you're in love.
          Kuekuatsheu didn't know that once
          you leave the Spirit World, you can
          never go back. Now he's trapped
          here. Every night the Moon searches
          for him and every night he sees her
          in the sky and howls her name...
          but he can never touch her again.
          For a moment they're both quiet, contemplating the sad myth.

          LOGAN
          Koo-koo-choo got screwed.

          KAYLA
          Kuekuatsheu. The Wolverine.

          EXT. CABIN - NIGHT

          Viewed from a distance, the little cabin looks warm and
          inviting, the firelight shining from the windows.
          Something watches from the edge. of the dark woods. Something
          monstrous, its black talons carving gashes in the trunk of a
          pine tree.

          

          

          

          

          16.

          EXT. LOGGING CAMP - MORNING

          Kayla drops Logan off at the logging camp. The site is
          already loud with motorized activity. TRIMMERS remove the
          limbs from fallen trees. TEAMSTERS in forklifts load logs
          onto flatbed trucks.
          Logan comes around to the driver's side window, holding his
          orange Husqvarna chainsaw in one hand.

          KAYLA
          Be careful.
          Logan bends forward to kiss her on the lips. He turns and
          walks towards a crew of LUMBERJACKS circled around a
          SUPERVISOR with a clipboard.
          Logan turns when he hears a honk. Kayla leans out the window.
          KAYLA (cont'd)
          I love you, by the way.
          Logan notices that dozens of lumberjacks are watching this
          scene. He clears his throat.

          LOGAN
          T love you, too.

          SUPERVISOR
          (thick Maine accent)
          We all love you, Casanova, but
          could we get to work here? We need
          to let some daylight in the swamp.
          The lumberjacks laugh loudly. Damage done, Kayla waves a
          cheerful goodbye and drives away from the camp.
          Logan trudges into the circle of lumberjacks, who make kissie-
          kissie sounds and slap his shoulder.
          SUPERVISOR (cont'd)
          All right, I need a team of
          choppers for 3B, that's gonna be
          Phelan, Marcuse, Van Mier and
          Logan. Two teams for 3C...

          EXT. ACCESS ROAD - MORNING

          Kayla steers the pickup along the access road leading away.
          from the logging camp.
          C'C)NTTNTTF.n )

          

          

          

          

          17.

          CONTINUED:
          An eighteen-wheel flatbed loaded with trimmed logs blocks the
          road. Men in reflective vests stand on the flatbed, securing
          the load with chains.
          Kayla hits the brakes and checks-her watch. She's late. She
          taps the horn.
          A FOREMAN ambles over to her, in no particular rush.

          FOREMAN
          Can't move the truck till the
          load's tied down.

          KAYLA
          Please? I'm already late.

          FOREMAN
          Not gonna happen, ma'am...
          The foreman thinks about it, sighs, and changes his tune.
          FOREMAN (cont'd)
          (yelling to truck driver)
          Hey Zeke! Pull this mother over.
          Lady's got to get through.
          Moments later the truck rolls forward, enabling Kayla to
          scoot through in her pickup. She toots her horn and waves.

          KAYLA
          Thanks, fellas.

          EXT. TIMBER STAND - MORNING

          Logan and three other lumberjacks-- PHELAN, MARCUSE, and VAN
          MIER-- tramp through the woods towards their designated area,
          carrying their chainsaws and helmets.
          Phelan, whiskey-bellied and flushed from the exertion, has
          fallen behind.

          PHELAN
          You all want to ease the pace a
          little bit? Trees ain't going
          anywhere.
          Logan, in the lead, stares at a crude smiley face carved into
          a tall pine tree. His gaze travels from the carving to
          something sitting on the forest floor.
          (CON'TNt1F.n I

          

          

          

          
          lB.

          CONTINUED:
          PHELAN (cont'd)
          What you got there?
          The other lumberjacks gather around Logan. A severed bear's
          head, haloed by buzzing flies, rots in the sun.
          PHELAN (cont'd)
          Goddamn.

          VAN MIER
          Hunter?

          MARCUSE
          Why would a hunter leave the head?

          LOGAN
          Bullet didn't kill this bear.

          (BEAT)
          Claws did.

          INT. TRUCK - MORNING

          Kayla sings along with the tape on the tape deck.

          KAYLA
          Lolly Lolly Lolly get your adverbs
          here, Lolly Lolly Lolly got some
          adverbs here, Come on down to
          Lolly's get the adverbs here...
          Rounding a corner on the narrow access road, Kayla nearly
          collides with a man in a long black coat. She slams on the
          brakes and the truck shudders to a halt.
          The man's back is turned to the truck, his head bowed. His
          hair hangs below his shoulders, clotted with dirt, as if he's
          been sleeping in the woods for weeks.
          Kayla leans out of the open truck window. Before she can
          speak, the man in the long black coat turns.
          It's not just his size that frightens us, though the man is
          massive. It's not just the four-inch-long black talons
          curling from his fingertips, or the gleaming fangs he licks
          as he smiles at her.
          What terrifies us most are his eyes. They are a shark's eyes,
          black and loveless and utterly inhuman.
          f CONTTNT1FD'

          

          

          

          

          19.

          CONTINUED:
          Victor Creed walks toward the truck. He scrapes his talons
          over the hood: screeeeee. Five parallel gashes now scar the
          hood, carved straight through the steel.

          EXT. TIMBER STAND - CONTINUOUS

          Logan, hearing a noise the other men can't, rises from his
          crouch. He looks to the west, listening carefully.

          PHELAN
          What's the matter--
          Logan holds up a hand: quiet. He hears a distant scream. A.
          voice he knows better than any other.
          He runs, leaving his astonished co-workers behind.
          No one can run through the woods faster than Logan and'Logan
          has never needed to run faster. He vaults fallen trees, ducks
          under branches, accelerates when he hits the access road.

          EXT. ACCESS ROAD - MINUTES LATER

          Logan sees the pickup truck in the distance. Even a hundred
          yards away he can tell that something is.wrong.
          It seems impossible that he could run any faster, but now he
          does, reaching the truck in seconds. He sees the claw marks
          gouged through the steel hood.
          He sees.the driver's side door tossed onto the asphalt twenty
          yards. from the truck.
          And finally he sees Kayla, curled in the fetal position on
          the side of the access road. Blood puddles beneath her. Her
          skin has already begun to lose its 'color.
          He runs to her, kneels beside her body, hands checking for a
          pulse, listening for breath, trying desperately to find any
          sign of life in her lifeless form.

          LOGAN
          Come on, you're okay. Say
          something. Say something, darling.
          Say something. Kayla, come on.
          He cradles her in his arms.
          LOGAN (cont'd)
          You're okay. You're okay.

          (CONTTNTTRN'

          

          

          

          

          20.

          CONTINUED:
          He rocks back and forth, her lifeless body clutched tightly
          in his arms, his eyes clenched shut.
          The veins bulge in his neck, every muscle in his body tenses,
          as if there were a beast inside him trying to break free of
          his skin.

          INT. CASADY'S BAR & GRILL - DAY

          The local dive opens early. TOWN DRUNKS sit by themselves,
          smoking cigarettes, sipping the day's first hair-of--the-dog,
          reading the paper or staring into their beer.
          Victor Creed sits at the bar, carving a crude smiley face
          into the wood with the claw of his index finger. He looks up
          and sees the BARTENDER staring at him. The bartender doesn't
          approve of the vandalism, but he's not about to say anything.
          Creed taps the rim of his glass. The bartender comes over
          with a bottle of George Dickel Tennessee whiskey. He fills
          Creed's glass halfway-- a standard pour.
          Creed stares at the bartender. He taps the glass again. The
          bartender, hand shaking, fills the glass to the brim.
          Creed raises the whiskey to the light.

          VICTOR CREED
          Stuff don't work on me. I drink and
          drink and I never feel any
          different.
          He downs the full glass of whiskey with a swallow. He looks
          around the bar, at the pool table in the back, the Wurlitzer
          jukebox, the stacked bottles of liquor.
          VICTOR CREED (cont'd)
          You got any insurance on this
          place?

          BARTENDER
          Insurance? I guess so. Why?
          Creed wipes his mouth with the back of his hand.

          VICTOR CREED
          'Cause it's about to get ugly.
          Logan walks into the tavern, sniffing the air. He sees Creed
          sitting on the barstool, back to the door.

          ( C_0NTTNTTF.T) I

          

          

          

          

          21.

          CONTINUED:
          Logan approaches the bar, never taking his eyes off creed.
          Finally Creed turns to look at Logan. He stands, towering
          above the smaller man.
          Logan sees a splotch of dried blood on the back of Creed's
          hand. Creed knows Logan is looking at it. He lifts his hand
          to his mouth and licks the blood off.
          VICTOR CREED (cont'd)
          Sweet girl. Tasted like strawberry
          jam.
          The bone claws burst from Logan's hands, pale, white, and
          serrated. He growls and swings at Creed's head.
          The big man is fast. He ducks under the claws, grinning and
          circling like a boxer, happy that he's finally got a decent
          adversary.
          The bartender and the local drunks have seen plenty of bar
          fights, but not ones featuring clawed mutants. They run.
          VICTOR CREED (cont'd)
          You can scare off the civilians
          with those, sonny boy. But I got
          claws of my own.
          He swings, raking his talons across Logan's chest, drawing
          first blood. Logan lunges at Creed and the battle begins.
          -The pace of the combat is startling, the physical power
          stupendous. A missed swipe by Creed ends with him clawing out
          the guts of the jukebox. Logan jumps at his enemy and gets
          swatted into the wall, smashing the plasterboard.
          Creed grabs Logan by the collar and tosses him onto the pool
          table. Creed brings his fist down, looking to pulverize
          Logan's skull, but the smaller man rolls clear. Creed's fist
          shatters the slate and the table collapses.
          Clearing his head on the sawdusted floor, Logan sees the
          eight ball rolling past. He picks it up and hurls it at
          Creed's head.
          Creed catches the eight ball in his left hand and squeezes
          his fist shut. He opens his hand and lets the powdered
          remains spill onto the floor.
          Logan springs to his feet and swings at creed, again and
          again, his claws whooshing through the air.
          l CONTTNTJRT) )

          

          

          

          

          22.

          CONTINUED: (2)
          Creed, despite his bulk, is an elegant fighter. He circles
          just out of reach, grinning as the claws slash past his face.
          Creed grabs Logan's right wrist as it flies by. He grabs the
          left wrist. His wet fangs glisten as they plunge toward
          Logan's throat.

          I
          With no room to dodge, Logan drives his head forward,
          smashing Creed's face with a glorious headbutt.

          I
          As Creed staggers back, Logan kicks him in the chest,
          knocking the big man over the bar, where he crashes into the
          bottles of liquor and slides to the floor in a tumult of
          glass shards and alcohol.
          Logan sees a lit cigarette in an ashtray on one of the
          tables. He picks the butt up and flicks it over the bar.
          The cigarette ignites the spilt alcohol. Creed roars and
          rises to his feet, a burning man.
          He vaults over the bar and advances on Logan. The flames
          consume his overcoat, licking at his skin. Creed slaps them
          out with his palms, apparently oblivious to the pain.
          VICTOR CREED (cont'd)
          You put up a better fight than your
          girl did.
          Creed snatches Logan and slings him headfirst through the
          plate glass window.

          EXT. PARKING LOT - CONTINUOUS

          Logan hits the snow-covered pavement hard, splinters -of glass
          in his hair, his face bloodied from dozens of small cuts.
          Creed steps out the bar. As Logan struggles to his feet Creed
          kicks out his legs and drops him again.
          Creed crouches beside Logan, grabs the back of his head, and
          smashes his face into the concrete.
          The beating gets savage, creed hammering Logan again and
          again. Logan's healing factor cannot keep up with the
          violence being done to his body.

          VICTOR CREED
          Time you got declawed, kitty kat.
          Creed lifts his heavy black boot and brings it down hard on
          the extended claws of Logan's left hand.

          I CONTTNTTFT)1

          

          

          

          

          23.

          CONTINUED:
          Logan howls as the-bone claws shatter. Creed repeats the
          process on Logan's right hand.
          VICTOR CREED. (cont'd)
          You were a tough little guy. But
          there's always someone tougher.
          Creed plunges his clawed hand into Logan's chest. Logan
          gasps, eyes widening. His tolerance for pain is world-class
          but this is another level of suffering.
          VICTOR CREED (cont'd)
          And it's always me.
          Creed stands, staring down at Logan's unmoving body. Sirens
          moan in the distance. Creed walks away.
          Logan bleeds in the snow. We rise above him, higher and
          higher, his battered body dwindling as we rise with the
          smoke.

          INT. HOSPITAL EMERGENCY ROOM - DAY

          Two MALE NURSES shove a gurney down the corridor. Logan is
          flat on his back, bloody and unconscious.
          A SURGEON hurries after them, pulling on latex gloves.

          SURGEON
          We know what we're looking at?

          MALE NURSE #1.
          Bar fight.

          MALE NURSE #2
          Multiple knife wounds.

          INT. OPERATING ROOM - CONTINUOUS

          The male nurses transfer Logan from the gurney to the
          operating bed. One FEMALE NURSE prepares Logan's arm for an
          IV while a second NURSE cuts open his blood-soaked shirt with
          surgical scissors.
          The frenetic activity in the room ceases. Everyone stares at
          Logan's unblemished chest.

          SURGEON
          What is this?
          ( CO749TNnFn )

          

          

          

          

          24.

          CONTINUED:
          Logan lunges forward, grabbing the surgeon's collar and
          pulling the startled man's face next to his own.

          LOGAN
          Where is he?

          MALE NURSE #1
          Hey, hey, easy--
          The male nurses struggle to restrain Logan but he's too
          strong for them. The surgeon gasps for air.

          LOGAN
          Where is he?

          STRYKER (O.S.)
          His name is Victor Creed.
          Logan turns and sees Stryker standing at the entrance to the
          operating room.
          STRYKER (cont'd)
          I can help you find him.

          EXT. HOSPITAL - DAY

          Logan storms out of the hospital, followed by Stryker.

          STRYKER
          He escaped from an ultramax
          penitentiary in Nevada last year.
          Started murdering mutants. Shape-
          changer in New Mexico, pair of
          telekinetic twins in California--
          Logan turns on Stryker, grabbing the colonel by the throat
          and shoving him against a lamp post.

          LOGAN
          Three years I been here. Three
          years everything's good. Nobody
          knows me. And then one day you show
          up and the next day she's dead.

          STRYKER
          I came to warn you--

          LOGAN
          You knew he was coming.
          f CONTTNfJRD 1

          

          

          

          

          25.

          CONTINUED:
          Stryker shakes his head as well as he can with Logan's hand
          on his throat. Stryker's face is turning red.
          LOGAN (cont'd)
          How did you know?

          STRYKER
          He got the List.

          LOGAN
          What list?
          Stryker chokes, gasping for air. Logan eases up on his grip
          but doesn't release the man. Stryker takes a deep breath.

          STRYKER
          The List. Every known mutant in
          North America. Government's been
          keeping it for years. Names,
          addresses, everything.

          LOGAN
          How did he get it?

          STRYKER
          Someone must have leaked it to him.
          There are people in Washington who
          want to see you all destroyed.
          Logan releases Stryker. The ex-colonel straightens his jacket
          collar and composes himself.

          LOGAN
          Creed's a mutant, too.

          STRYKER
          Apparently he doesn't have much
          tribal loyalty.
          Logan turns and walks away. He looks like a homeless man, his
          clothes torn and bloodied, his hair disheveled. He walks
          fast. Stryker calls after him.
          STRYKER (cont'd)
          Do you have a plan, Captain?

          LOGAN
          I'm not in the Army anymore.

          STRYKER
          Do you have a plan?
          CnNTTNT TF.Tf 1

          

          

          

          

          26.

          CONTINUED: (2)
          Logan turns and stares at Stryker.

          LOGAN
          I'm gonna track him down and I'm
          gonna end him. That's the plan.

          I

          STRYKER
          You already tried that. He's a
          hundred miles away and you're
          walking out of the hospital.
          Logan's fists are clenched. He's ready to hammer Stryker into
          the ground, but the older man does not back down.
          STRYKER (cont'd)
          You can't beat him. Not the way you
          are right now. You've probably gone
          your whole life without losing a
          fight, but I'm telling you now, you
          can't beat him.

          (BEAT)
          Unless I give you the tools.
          Logan glares at Stryker, still itching for immediate revenge.
          STRYKER (cont'd)
          You come with me, I promise you two
          things. You will suffer more pain
          than any other man could bear. And
          you will have your revenge.
          Logan stares into Stryker's eyes.

          EXT. ALKALI LAKE - DAY

          A black helicopter lands on a concrete helipad inside the
          walls of the massive compound.
          SENTRIES armed with assault rifles man the guard towers,
          scanning the perimeter with binoculars.
          Logan, Stryker and Agent Zero step out of the helicopter.
          Logan glances around the foreboding place before following
          Stryker inside the main building.

          INT. SURGICAL PREP ROOM - DAY

          Logan lies on his back on an examining table, naked save for
          a strategically-placed towel.
          (-ONTTNTTFr) l

          

          

          

          

          27.

          CONTINUED:
          A red-bearded scientist, DR. CORNELIUS, draws blood from
          Logan with a syringe.
          An Army surgeon, CAROL HINES, marks Logan's skin with an
          indelible pen. He looks like a Maori warrior, his body mapped
          with strange lines, dots and x's. Stryker watches Hines work.

          STRYKER
          Could you unsheath your claws?
          Logan raises his left hand. The bone claws pop out, the same
          length they were before Creed shattered them.
          STRYKER (cont'd)
          Remarkable. Full regeneration.
          Logan examines the markings on his forearm.

          LOGAN
          The hell you planning on doing to
          me?
          Hines gives Stryker a worried look but he ignores her.

          STRYKER
          We're going to make you
          indestructible. But first we have
          to destroy you.
          Stryker heads for the door but stops midway and turns.
          STRYKER (cont'd)
          I forgot to give you something.
          He reaches into his jacket pocket, pulls out an old set of
          dog tags and tosses them to Logan. Logan inspects the tags
          with ambivalence.

          LOGAN
          Never wanted to put these on again.

          STRYKER
          Held on to them for years. Figured
          you'd be back one day.
          Logan slips the steel chain over his head.
          STRYKER (cont'd)

          (SMILING)
          Now you'll always know your name.

          

          

          

          

          28.

          INT. CORRIDOR - DAY

          Stryker walks down a long concrete corridor lit by
          fluorescent ceiling lights. Hines steps out of the prep room
          and hurries after him.

          HINES
          Sir?
          Stryker stops and waits.for her to catch up.
          HINES (cont'd)
          I know we've discussed this before--
          He knows what she's going to say. He shakes his head and
          continues down the hallway, forcing Hines to chase after him.

          STRYKER
          Ad nauseam, Lieutenant.

          HINES
          Anesthetic won't work on him. His
          healing factor neutralizes drugs.
          Including painkillers.

          STRYKER
          He can handle the pain.

          HINES
          We've never conducted any animal

          TESTING--

          STRYKER
          No other animal would survive the
          experiment.

          INT. SURGICAL PREP ROOM - CONTINUOUS

          Logan, wearing a hospital-style robe, stands by the closed
          door. No other human could hear the conversation down the
          hallway. Logan catches every word.

          HINES (O.S.)
          He might not, either. There's a
          significant chance the procedure
          will kill him.
          (C_l)NTTNTTFn )

          

          

          

          

          29.

          CONTINUED:

          STRYKER (O.S.)
          Correct. Some experiments succeed,
          some fail. That's why we call them
          "experiments."

          INT. CORRIDOR - CONTINUOUS


          STRYKER
          The man's well-being is not my
          concern. Proving that the science
          works-- that's what matters.
          Hines does not relish confrontation and she's afraid of
          Stryker. But she gives it one more try.

          HINES
          Sir... I took the Hippocratic Oath.
          I swore I'd never intentionally
          harm another human being.
          Stryker turns on Hines, jabbing his finger at her.

          STRYKER
          You also swore. to protect your
          nation. You remember that oath,
          Lieutenant Hines?

          HINES
          Yes sir, but I don't understand why-

          STRYKER
          I don't need you to understand. I
          need you to follow orders.
          Stryker continues down the corridor, leaving Hines standing
          alone in the fluorescent light.

          INT. SURGICAL PREP ROOM - MOMENTS LATER

          Hines enters the room to find Logan sitting on the examining
          table, paging through a magazine. He smiles up at her.

          LOGAN
          You ready for me, Doc?

          INT. SURGICAL THEATER - LATER

          Hines and two MEDICAL TECHNICIANS accompany Logan to a water-
          filled plexiglass tank the size of a lidless coffin.

          ((Y)NTTN1WS) )

          

          

          

          

          30.

          CONTINUED:
          An array of stainless-steel machines crowds around the tank,
          including a series of robotic arms that taper into foot-long
          needles.
          One wall of the theater is glass. Behind the glass is the
          control room, where Stryker looks on, hands behind his back.
          Dr. Cornelius and several SUPPORT STAFF enter data into
          computers monitoring the experiment.
          Logan removes his robe and hands it to Hines before stepping
          into the tank of water.

          LOGAN
          See you on'the other side.
          One of the technicians fastens a breathing tube, connected to
          an oxygen tank, to Logan's mouth.
          Logan lies down, submerging himself in the cold water. The
          technician clamps Logan's wrists and ankles into place with
          stainless-steel shackles bolted to the plexiglass walls.
          Logan's eyes are open as he watches the robotic arms swivel
          into place, poised above him like a gang of metal vipers.

          INT. CONTROL ROOM - MOMENTS LATER

          GENERAL MUNSON stands in the back of the room, observing the
          experiment with great interest.
          Agent Zero leans against the back wall, bored, cracking his
          knuckles.
          Hines takes a seat beside Cornelius, who studies a readout on
          his computer screen.

          CORNELIUS
          Adamantium temperature?

          TECHNICIAN #1
          Steady at eighty-two eleven.

          CORNELIUS
          Feed lines clear?

          TECHNICIAN #2
          Lines one through twelve clear.

          CORNELIUS
          Prepare insertion.

          

          

          

          

          31.

          INT. SURGICAL THEATER - CONTINUOUS

          Logan lies underwater, watching as the robotic arms descend
          toward him. The needles begin to spin at high speed, like
          massive power drills. They churn the water when they enter.
          CLOSE on Logan's eyes as the needles enter his body. The man
          has suffered gunshots and knife wounds, car crashes and
          bottles smashed across his face. He has never suffered this.
          He closes his eyes.

          INT. CONTROL ROOM - CONTINUOUS


          CORNELIUS
          Commence feed.
          The technicians enter commands, watching close-up images of
          the procedure on their monitors.

          INT. SURGICAL THEATER - CONTINUOUS

          Logan writhes in the tank. Twelve long needles have drilled
          into his bones, including his skull.

          TECHNICIAN #1 (O.S.)
          Feed commenced at a rate of twenty
          nine cc's per second.

          TECHNICIAN #2 (O.S.)
          Density probe indicates preliminary
          chelation of the compact tissue.

          CORNELIUS (O.S.)
          Body temperature?

          HINES (0.5.)
          One zero two point three.

          CORNELIUS (O.S.)
          Heart rate?

          HINES (O.S.)
          One sixty.

          INT. CONTROL ROOM - CONTINUOUS

          Stryker turns and addresses the general.

          (C_C)NTTNTTF.T) )

          

          

          

          

          32.

          CONTINUED:

          STRYKER
          You're witnessing medical history
          in the making. We've begun bonding
          adamantium to Weapon X's skeleton.

          GENERAL MUNSON I
          We tried to use that stuff for tank
          armor. Too damn expensive.

          STRYKER
          It took us three years to prepare
          enough alloy for the skeleton.

          GENERAL MUNSON
          So if this works, I guess Weapon X
          won't be walking through any metal
          detectors.

          STRYKER
          If this works, General, Weapon X
          will walk wherever he wants.

          INT. SURGICAL THEATER - CONTINUOUS

          Logan spasms in the tank like a man being electrocuted.

          HINES (O.S.)
          Heart rate one ninety.

          CORNELIUS (O.S.)
          Density?

          TECHNICIAN #2 (O.S.)
          Four four seven.
          CLOSE on Logan's clenched eyelids and CLOSER still, entering
          the mind of the tortured man.
          Horrific images flicker past, selected traumas from a deeply
          traumatic life.
          Logan cradles the lifeless body of Kayla Silverfox.
          The feral boy stares at his monstrous claws and howls.
          Logan (looking identical in age to the man we've been
          following) stands in a village in Vietnam as bamboo huts-burn
          around him.

          

          

          

          

          33.

          INT. CONTROL ROOM - CONTINUOUS


          GENERAL MUNSON
          How long before he's mission
          operative?

          STRYKER
          Remains to be seen. We're in
          uncharted territory here.

          GENERAL MUNSON
          Uncharted territory is a pretty
          good description of your budget,
          Colonel. This doesn't work, you can
          kiss the Eleven good-bye.

          STRYKER
          We need the Eleven. Our victory in
          the war to come depends on it.

          GENERAL MUNSON
          Not everyone in the Pentagon thinks
          there's gonna be a war.
          Stryker turns and fixes his gaze on the general.

          STRYKER
          Oh, it's coming, General. The enemy
          walks among us. We'd better be
          prepared.

          INT. SURGICAL THEATER - CONTINUOUS

          Logan thrashes in the tank, his convulsions increasingly
          violent, his eyes rolling back in their sockets. The water in
          the tank begins to steam.
          The reel of blood-stained images from Logan's past continues.
          A bull-necked man beats the feral boy with an axe handle.

          HINES (O.S.)
          Body temperature one zero eight.
          Heart rate two ten. Sir--
          A dying Russian lies on his back on a dock in Odessa, staring
          at the sky, his shirt punctured with three precise holes.
          Logan stares down at him, bone claws extended.
          (CONTTNi1FT)1

          

          

          

          

          34.

          CONTINUED:

          STRYKER (O.S.)
          He's a warrior, Hines. He can
          handle it.
          Victor Creed plunges his clawed hand into Logan's gut.

          CORNELIUS (O.S.)
          Density?

          TECHNICIAN #2 (O.S.)
          Probe rejected, sir.

          INT. CONTROL ROOM - CONTINUOUS


          GENERAL MUNSON
          Is there a problem?
          Stryker allows himself a small smile.

          STRYKER
          On the contrary. The probe is
          diamond-tipped. It's not hard
          enough to penetrate adamantium.

          HINES
          Heart rate two twenty five. Sir,
          we're well beyond maximum--

          STRYKER
          You're trained to care for humans,
          Doctor. Weapon X is not one of us.

          INT. SURGICAL THEATER - CONTINUOUS

          Logan writhes in the tank, muscles coiling and uncoiling. The
          montage of nightmares continues, snapshots from Hell.
          The feral boy sits alone in the back of a school. bus. While
          the other children talk and laugh, he cuts his thumb with a
          pocket knife and watches the wound heal.

          TECHNICIAN #1 (O.S.)
          Chelation near completion.

          HINES (O.S.)
          Heart rate two forty four... two
          fifty... two fifty seven...

          ( CONTTNTT1 D'

          

          

          

          

          35.

          CONTINUED:

          TECHNICIAN #2 (O.S.)
          Adamantiumreservoir ninety percent
          depleted.

          HINES (O.S.)
          Core temperature one hundred and
          nineteen degrees.
          .A young Stryker, wearing jungle fatigues and a necklace of
          human ears, holds a revolver to the temple of a sobbing Viet
          Cong prisoner. Stryker smiles as he pulls the trigger.

          INT. CONTROL ROOM - CONTINUOUS

          Stryker leans close to the glass, watching his test subject's
          agony. His experiment will succeed or fail in the next few
          moments. Sweat beads his forehead.

          STRYKER
          Easy now.

          TSURGICAL THEATER - CONTINUOUS �.., .,.
          Adamantium claws burst from Logan's hand, shimmering
          underwater.
          Crazed with pain, he carves through the walls of the
          plexiglass tank. Steaming water cascades onto the poured
          concrete floor.
          Bursting free of his restraints, Logan slashes through the
          robotic arms. Sparks dance like a swarm of fireflies. The
          dismembered machines twitch like wounded beasts.
          Logan rises from the broken tank, drenched with water, naked
          save for dozens of long stainless steel needles drilled into
          his body and the wires and hoses trailing from the needles.
          Hair matted to his head, eyes wild, face contorted, he looks
          like a strange amalgam of machine and animal. He tears the
          breathing tube from his mouth and stares through the window
          into the control room, panting, claws extended.

          INT. CONTROL ROOM - CONTINUOUS

          Hines sits very still, hand over her mouth. Cornelius and the
          technicians rise from their chairs and slowly back away from
          the window.

          I CC)NTTNTTF.T) I

          

          

          

          

          36.

          CONTINUED:
          The general stares at Logan, awed by the sight of the living
          weapon. Even Agent Zero no longer looks bored.

          STRYKER
          Magnificent.

          INT. SURGICAL THEATER - CONTINUOUS

          Logan slashes through the locks of the steel-reinforced
          theater door. He charges out of the room.

          INT. CONTROL ROOM - CONTINUOUS

          For a moment there is silence in the control room.

          GENERAL MUNSON
          I take it this is still part of the
          plan, Colonel?

          STRYKER
          He's got nowhere to run.
          Closed circuit monitors show Logan running down a tunnel.
          STRYKER (cont'd)
          The only exit is a 25 ton blast
          door. It was built to withstand a
          nuclear detonation.

          INT. CORRIDOR - CONTINUOUS

          Logan hurries down a long tunnel hewn through solid rock,
          leaving a trail of watery footprints. He stops in front of
          the battleship-steel door at the end of the tunnel.
          Growling, he carves through the door as if it were cardboard.

          INT. CONTROL ROOM - CONTINUOUS

          The savaged blast door flickers on the monitors. Logan Is
          free. The general stares at Stryker. Stryker licks his lips.

          STRYKER
          (to Agent Zero)
          Alert the containment team. Bring
          him back.
          (( r)NTTNTJF.J) )

          

          

          

          

          37.

          CONTINUED:

          AGENT ZERO
          Bagged or breathing?

          STRYKER
          Either way. Just bring him back.

          EXT. ALKALI LAKE - NIGHT

          A full moon shines down on the frozen landscape. Logan has
          exited the Alkali Lake complex beyond the high walls of the
          compound. The lake itself shimmers in the moonlight.
          Logan stares at the lonely moon. A wolf howls in the
          distance.
          His breath rises above him in the cold air; his wet hair
          freezes. Ignoring the gusting wind and bitter chill, he runs
          through the snow toward the distant woods.

          EXT. WOODS - NIGHT

          Logan runs. Pine trees tower above him. He enters a clearing
          where the virgin snow glitters beneath the moon.
          He stops moving and peers through the darkness. He smells
          something coming closer.
          A pack of GRAY WOLVES emerges from the woods, surrounding
          Logan. Snow dusts their fur. They look hungry, their blue
          eyes unblinking as they watch this pale interloper.
          The LEADER OF THE PACK, a muscular brute far bigger than his
          comrades, snarls at Logan. Logan stares back at the wolf.
          The wolf jumps at Logan, fangs bared, aiming for the man's
          throat. Logan sidesteps and the wolf hurtles past, skidding
          on the snow when he lands.
          Logan and the wolf circle each other, looking for weakness.
          The wolf gnashes its wet teeth and pounces again.
          Man and beast battle in the moonlight, a shadowy combat of
          ferocious velocity, of gleaming fangs and gray fur.
          The wolf lunges for Logan's throat again, but this time Logan
          catches the wolf in one hand and slams it to the snow.
          The wolf, desperate to escape, rakes Logan's arm with his
          claws. Logan ignores the bloody welts.
          rC)NTTNTTF.T) )

          

          

          

          

          38.

          CONTINUED:
          His face is close to the wolf's face and they stare into each
          other's eyes, predator to predator.
          Snikt!
          Logan presses the claws of his left hand to the wolf's
          throat. The wolf quits fighting, mewling submissively. He
          goes slack in Logan's grip, rolling over to signal surrender.
          Logan stands over the newly-subservient alpha wolf. The other
          wolves in the pack stare at the strange champion.
          Intense light shines on Logan's face. He turns and sees that
          he's surrounded by a dozen SOLDIERS wearing tactical armor.
          Powerful flashlights are mounted to the barrels of their
          guns, which are pointed at Logan.
          The wolves flee, dodging through the pines, their paws
          kicking up snow.

          SOLDIER #1
          Put your hands in the air!

          INT. CONTROL ROOM - NIGHT

          Stryker and the others are able to watch Logan in action, as
          night-vision security cameras mounted in the trees beam a
          constant live feed back to monitors in the control room.

          STRYKER
          These soldiers are the creme de la
          creme. They're equipped to handle
          the situation.

          EXT. WOODS - NIGHT

          Logan tries to gauge his enemies, staring into the harsh
          lights- He growls.

          SOLDIER #1
          Hands in the air, now!
          Logan charges at the soldiers.
          The soldiers fire their weapons. These are not rifles but
          high-powered Tasers. Twelve darts sink into Logan's skin,
          each connected to a silvery wire.
          Thousands of volts of electricity course through Logan's
          body.
          (fC)NTTNIJF.n

          

          

          

          

          39.

          CONTINUED:
          Gritting his teeth and fighting through the pain, he slices
          the twelve wires with his claws and advances on the stunned
          soldiers.

          INT. CONTROL ROOM - NIGHT

          The monitors show the fallen soldiers lying in the snow. For
          a moment everyone in the room is quiet.

          HINES
          The creme de la creme just got
          creamed.
          Stryker gives her a very nasty look before turning to General
          Munson and speaking in calming tones.

          STRYKER
          There's a high-voltage fence on the
          perimeter of the base--

          GENERAL MUNSON
          Is it made out of adamantium?

          EXT. HUDSON FARM - DAY

          An old Chevrolet pickup truck rattles down a snow-covered
          road that passes acres of frozen farm fields. A Good Sam Club
          sticker is pasted on the rear bumper.

          INT. CHEVROLET - CONTINUOUS

          JAMES and HEATHER HUDSON, a middle-aged farmer and his middle-
          aged wife, are bundled up in heavy parkas. James drives; his
          wife talks.

          HEATHER HUDSON
          Marge'll probably make her walnut
          pie again. I thought I'd do
          meringues this year. Try something
          different. Don't you think?

          JAMES HUDSON
          Yep.

          HEATHER HUDSON
          You like my meringues, don't you?

          JAMES HUDSON
          Yep.
          ((Y)NTTN!JRr 1

          

          

          

          

          40.

          CONTINUED:

          HEATHER HUDSON

          (GOOD-HUMORED)
          Yep. Yep. Forty years of
          conversation, all I get is yeps.
          Heather grabs her husband's arm.
          HEATHER HUDSON (cont'd)
          Jimmy!
          James turns in time to see a naked man sprint across the snow
          and slip inside a red sheep barn.
          HEATHER HUDSON (cont'd)
          I think there's a naked man in the
          barn.

          JAMES HUDSON
          .yep.

          INT. SHEEP BARN - DAY

          James Hudson cautiously slides his barn door open. He holds
          an old shotgun in his hands, a gun he hasn't fired in years.
          He advances slowly into the barn, sunlight from the open door
          falling on the scattered straw. A vintage motorcycle covered
          in a tarp stands near the side wall.
          Hudson looks inside each sheep pen. His thick-wooled SHEEP,
          ready for breakfast, bleat hopefully.
          In the third pen Hudson finds Logan, who has covered himself
          with straw. A few curious sheep sniff at the fugitive's face.
          Hudson stares at Logan, who stares back somewhat, well,
          sheepishly.

          JAMES HUDSON
          Son... What in hell are you doing?

          LOGAN
          Sorry... It's a little cold out
          there.

          JAMES HUDSON
          Uh huh. It's the middle of January
          and you got no clothes on.

          LOGAN
          That's probably it.

          (CFNTTNEWF )

          

          

          

          

          41.

          CONTINUED:
          Hudson sighs and lowers his shotgun.

          JAMES HUDSON
          You're not on the drugs, are you?

          LOGAN
          No sir.

          JAMES HUDSON
          Just had a rough night?

          LOGAN
          Pretty rough, yeah.

          JAMES HUDSON
          All right, come on. I got some old
          clothes'll probably fit you.
          He turns and Logan begins covering strategic places with wads
          of straw.
          JAMES HUDSON (cont'd)
          I'll take you around back so my
          wife don't see you again.

          LOGAN
          Sorry if I scared her.

          JAMES HUDSON
          Scared her?

          (SNORTS)
          I'm not worried about you scaring
          her.

          INT. KITCHEN - DAY

          Logan sits at the breakfast table with James and Heather. He
          wears an old plaid shirt, dungarees, and a pair of scuffed
          work boots.
          A heaping breakfast lies before him: scrambled eggs, pork
          sausages, pancakes with maple syrup, a steaming mug of
          coffee.
          Logan devours everything in front of him, looking up only to
          nod in thanks as Heather scoops more food onto his plate.

          JAMES HUDSON
          You mind if I ask where you came
          running from?
          r()NTTNITF.n )

          

          

          

          

          42.

          CONTINUED:

          HEATHER HUDSON
          Jimmy. Let the boy eat.
          Logan piles eggs onto a slice of buttered toast.

          JAMES HUDSON
          I'm just wondering. We're twenty
          miles from town. It's a miracle you
          didn't get hypothermia out there.

          LOGAN
          I've got good circulation.
          (gesturing toward barn)
          Nice chopper you got out there, by
          the way.
          James's face lights up. Logan has found the man's passion.,

          JAMES HUDSON
          You know motorcycles?

          LOGAN
          What is it, '48 Panhead?

          JAMES HUDSON
          Best bike Harley-Davidson ever
          made. First one with a seventy-four-
          cubic inch engine, hydraulic valve
          lifters, aluminum heads--
          Heather stands to clear the plates.

          HEATHER HUDSON
          Now you've got him started. You
          need more of anything?
          Logan, smiling, holds up his hands to surrender.
          The smile fades when he sees the red laser dot appear on
          Heather's shirt.
          HEATHER HUDSON (cont'd)
          What's the matter, honey?
          Logan dives across the table, trying to knock her out of the
          way, but the bullet beats him there, punching through the
          window frame and straight through Heather Hudson's heart.
          She collapses in Logan's arms.

          JAMES HUDSON

          WHAT--

          (CONTTNIWIF 1

          

          

          

          

          43.

          CONTINUED: (2)

          LOGAN

          GET DOWN!
          But it's too late. A second bullet hits James in the back;
          the farmer blinks and topples forward, dead before he hits
          -the ground.

          EXT. HUDSON FARM - CONTINUOUS

          Agent Zero lies on his belly three hundred yards from the
          farmhouse. He lowers his sniper rifle and speaks into his
          headset.

          AGENT ZERO
          Weapon X is in the farmhouse. He
          just murdered.two civilians.. Fire
          at will.
          An APACHE LONGBOW helicopter streaks overhead, fifty feet
          above the ground.

          INT. KITCHEN - CONTINUOUS

          Logan checks James Hudson's pulse but finds none. He looks up
          when he hears the thrum of the military helicopter.
          Two Good Samaritans lie dead at his feet, slaughtered for
          sheltering him. Something bestial has. entered Logan's eyes.

          EXT. HUDSON FARM - CONTINUOUS-

          The Apache circles the farmhouse.

          INT. APACHE LONGBOW - CONTINUOUS

          Both the PILOT and the GUNNER wear helmets with monocular
          eyepieces that provide images from the external cameras.

          GUNNER'S EYEPIECE POV
          The farmhouse is centered in the crosshairs. Scrolling
          numbers to the side of the image indicate the range in
          meters. The gunner's finger tightens on the trigger.

          INT_ KITCHEN - CONTINUOUS
          Logan growls and runs for the door.

          

          

          

          

          44.

          INT. APACHE LONGBOW - CONTINUOUS

          The gunner squeezes the trigger.

          EXT. HUDSON FARM - CONTINUOUS

          The Apache fires multiple Hellfire rockets, which blast out
          of their launchers and rip into the farmhouse.
          The old Hudson homestead collapses as the explosions blow out
          the roof and the support walls.

          INT. APACHE LONGBOW - CONTINUOUS


          GUNNER
          Direct hit.

          EXT. HUDSON FARM - CONTINUOUS


          AGENT ZERO
          Locate the target and fire again.

          INT. APACHE LONGBOW - CONTINUOUS

          The gunner glances at his pilot. Both men seem mystified by
          the command.

          GUNNER
          Sir... the target's destroyed.

          AGENT ZERO (O.S.)
          Repeat: locate the target and fire
          again.

          EXT. HUDSON FARM - CONTINUOUS

          The Apache circles the smoking ruin where the house once
          stood. No sign of Logan is visible in the scorched debris.

          INT. APACHE LONGBOW - CONTINUOUS


          GUNNER
          They must've hated this guy big
          time.
          t C'_C?NTTNTTRI)1

          

          

          

          

          45.

          CONTINUED:

          PILOT
          What was he, terrorist or
          something?

          GUNNER
          I don't know but he's a puddle now.

          EXT. HUDSON FARM - CONTINUOUS

          The Apache hovers near the sheep barn, rotor blades fanning
          the rising smoke.

          INT. APACHE LONGBOW - CONTINUOUS

          As the gunner continues to scout the ground for any sign of a
          corpse, the pilot notices something out of the corner of his
          eye. He stares at the roof of the sheep barn.
          A smoke-darkened figure stares back at him.

          EXT. SHEEP BARN - CONTINUOUS

          Logan, claws extended, skin blackened with soot, jumps from
          the roof of the barn. He lands on the helicopter windshield.

          INT. APACHE LONGBOW - CONTINUOUS

          The pilot nearly jumps out of his seat.

          PILOT
          Jesus!
          Logan raises his right hand and plunges his claws through the
          bulletproof glass.

          EXT. HUDSON FARM - CONTINUOUS

          Agent Zero watches the Apache plummet to the ground. He
          snorts with amusement and activates his headset.

          AGENT ZERO
          Your boy just took down fifty
          million dollars worth of hardware.
          Guess I got to do this myself.

          

          

          

          

          46.

          INT. STRYKER'S OFFICE - DAY

          Stryker sits alone in his office, pinching the bridge of his
          nose. It's been a long day for the colonel.

          STRYKER
          (on headset)
          Negative. Come back to base.

          AGENT ZERO (O.S.)
          Have a little faith, boss.

          STRYKER
          You don't have the weaponry...

          EXT. HUDSON FARM - DAY


          AGENT ZERO
          Don't care what kind of bones he's
          got. Fifty caliber bullet through
          his eyeball ought to do it.

          STRYKER (O.S.)
          Nord, goddamnit--

          AGENT ZERO
          I'm losing you, boss.
          Agent Zero clicks off his headset and.raises the sniper
          rifle, searching through the smoke with his scope.
          AGENT ZERO (cont'd)
          (muttering to himself)
          Come out and play...

          EXT. SHEEP BARN - CONTINUOUS

          Logan emerges from the Apache's wreckage and runs toward the
          sheep barn door.
          A bullet cracks him in the forehead and Logan falls backwards
          into the snow, stunned. For a few seconds we can glimpse the
          adamantium of his skull.
          His healing factor takes over and his skin begins to knit
          itself back together.
          Logan combat crawls inside the sheep barn.

          

          

          

          

          47.

          INT. SHEEP DARN - CONTINUOUS

          He throws the tarp off the '48 Harley. James Hudson restored
          this bike with love and elbow grease. The chrome and leather
          shine as brightly as any new model on the factory floor.
          The key is in the ignition. This used to be a safe
          neighborhood.

          EXT. SHEEP BARN - CONTINUOUS

          Logan bursts out of the barn on the Harley. The tires spin on
          the snow but Logan is an experienced rider. He steadies the
          bike, steers it onto the blacktop and accelerates, heading in
          the opposite direction from Agent Zero.

          EXT. HUDSON FARM - CONTINUOUS

          Agent Zero grabs his rifle and jogs over to a black SUV with
          tinted windows and off-road tires.

          EXT. COUNTY ROAD - DAY

          Logan speeds down the road, Agent Zero in hot pursuit. Zero
          gains ground, both hunter and quarry racing past 100 MPH.

          INT. SUV - DAY

          Agent Zero grabs an Atchisson assault shotgun from a rack
          behind his seat that holds an impressive array of weaponry.
          He lowers the passenger window and gets a bead on Logan, who
          swerves to keep himself (and his more fragile motorcycle) a
          tricky target.

          EXT. COUNTY ROAD - DAY

          Agent Zero fires six shells in rapid succession. Hundreds of
          steel pellets scream over the motorcycle, perforating the
          face of a smiling farmer on a fertilizer billboard.
          Logan turns and sees the SUV closing on him. Agent Zero rams
          the bumper into the Harley and Logan very nearly loses
          control, managing to right the bike at the last second.

          ( C'ONTTNTIRF 1

          

          

          

          

          48.

          CONTINUED:
          Logan accelerates and opens up thirty yards of breathing
          room. He turns and sees Agent Zero catching up again.
          Logan clamps on the brakes, hard.
          He holds out his left hand and extends his claws. The tips of
          the blades scrape the asphalt and sparks fly.
          The SUV cannot brake in time. As it hurtles past the
          motorcycle, Logan's claws hit the SUV's front tire and shred
          it instantly. A split-second later he shreds the rear tire.
          The SUV totters, falls to its side, and barrel rolls across
          the empty road. It ends up on its roof in a drainage ditch,
          wheels still spinning in the air.
          Logan turns his bike and pulls up next to the upended SUV. He
          lowers the kickstand, stands, and walks to the driver's side.
          Agent Zero, bloodied and dazed, has managed to push open the
          door. He leans out and aims his shotgun at Logan, who slices
          the weapon into four pieces with a sweep of his claws.
          Logan grabs Agent Zero by the back of the neck and hauls him
          out of the car.

          LOGAN
          Those were good people back there.
          Innocent people.
          Agent Zero surreptitiously pulls a commando knife from a
          sheath on his ankle.

          AGENT ZERO
          You ever notice good people tend to
          die when they spend time with you?
          He swings the knife at the side of Logan's neck.`Logan
          catches Agent Zero's wrist and slams it against the door
          frame.
          Agent Zero drops the knife with a pained smile. He didn't
          think that would work.
          AGENT ZERO (cont'd)
          Maybe you should stick with the bad
          people. We're more your speed.

          LOGAN
          I got a message for your boss.

          (C'_ONTTNTTF.T) I

          

          

          

          

          49.

          CONTINUED: (2)

          AGENT ZERO

          (SMIRKING)
          Yeah? Tell me.
          The smirk fades from Zero's face as he sees the adamantium
          claws plunging toward his heart.

          EXT. GAS STATION - DAY

          Logan stands at a pay phone beside the Texaco station,
          watching a couple of SKATEBOARD PUNKS practice their ollies.
          He punches in a number and waits for the connection.

          OPERATOR (O.S.)
          Department of Agriculture.

          LOGAN
          Get me the Pest Control Division.

          OPERATOR (O.S.)
          I'm sorry, sir, there is no Pest
          Control Division.

          LOGAN
          Why don't you get 'em anyway. And
          tell 'em Logan's calling.
          While he waits he watches one of the kids attempt a backside
          tailslide on the curb. The kid loses his balance and wipes
          out, skinning his palms on the asphalt.

          STRYKER (O.S.)
          Where are you?

          LOGAN
          (controlled fury)
          You shouldn't have killed those
          people. All they were doing was
          helping a stranger.

          INT. STRYKER'S OFFICE - DAY

          Stryker sits behind the desk of his office. His aide,
          COLLINS, stands on the other side of the desk, listening in
          on an extension.

          STRYKER
          You ran on me, goddamnit. We had a
          deal. Now you get back to base--

          

          

          

          

          50.

          EXT. GAS STATION - CONTINUOUS

          We continue to INTERCUT between the gas station and Stryker's
          office.

          LOGAN
          They had nothing to do with this.
          You let that mad dog gun 'em down
          like they were animals.

          STRYKER
          I'm giving you an order, soldier!
          Return tobase--

          LOGAN
          Had enough orders for one lifetime.

          (BEAT)
          I'm going after Victor Creed.
          For several seconds there is silence on the line.

          STRYKER
          We're bringing you in. One way or
          another, we're bringing you in.
          Logan bows his head, considering his next words.

          LOGAN
          People like you are always waiting
          for the next war. You start one
          with me, Colonel, you better sleep
          with the lights on.
          He hangs up the phone and walks to his bike. The skateboard
          punks give him a wide berth.

          EXT. SAN DIEGO ZOO - DAY

          Closing time at the big zoo and FAMILIES flock toward the
          parking lot. SANITATION WORKERS clean the trash from the
          walking paths.

          EXT. LEMUR ISLAND - DAY

          The lemur habitat is cultivated to mimic the environment of
          Madagascar. Four RING-TAILED LEMURS swing from the branches
          of the baobab trees, shrieking at each other.
          f rC)NTTNTTPD I

          

          

          

          

          51.

          CONTINUED:
          They congregate in a small wooden hut with a peaked roof,
          where they scamper up and down the back of FRANCIS, a
          slender, balding man in a zoo keeper's uniform.
          Francis has a gentle smile as he feeds the lemurs leaf-eater
          biscuits. He speaks to them as they shriek,: clambering over
          his lap, biscuits clutched in their tiny hands.

          FRANCIS
          She did what? Ninna, that wasn't
          very nice.
          He gives one of the female lemurs an admonishing look. She
          shrieks and dances away, biscuit held to her chest.
          FRANCIS (cont'd)
          You must have done something to
          deserve it, Myrto. Oh, you bit her?
          Why? Haven't we talked about this?
          The lemurs all quiet down at the same time. Francis watches
          them. Something is wrong. The lemurs flee, ducking into holes
          in the baobab trees, hiding from whatever's coming.
          Francis frowns and turns. Victor Creed stands above him.

          VICTOR CREED
          Everyone thinks you're a lunatic,
          talking to animals. But I know
          you're not, Francis. You understand
          them, don't you? That's your power.
          Francis looks for help but there is no one in sight.
          VICTOR CREED (cont'd)
          What do they tell you?
          Francis is quiet for a few seconds, staring at the killer.

          FRANCIS
          Nothing very fancy. They tell me
          when they're scared. When they're
          angry. When they're hungry.

          VICTOR CREED
          You ever talk to a panther,
          Francis?
          Francis shakes his head.
          CONTTNi7Ff)1

          

          

          

          

          52.

          CONTINUED: (2)

          �1
          VICTOR CREED (cont.'d)
          Every now and then a white panther
          comes along. Albino. The mama
          panther won't even look at it. She
          won't lick it, she won't feed it,
          nothing. So pretty soon the white
          panther dies. You know why?
          (off Francis's silence)
          White panthers are mistakes. And
          nature takes care of its mistakes.

          FRANCIS
          There are no mistakes. We're all
          part of the plan. We're all God's
          children.
          Creed grins, licking his sharp fangs.

          VICTOR CREED
          I don't know who my Daddy was, but
          it sure as Hell wasn't God.
          Francis bows his head.

          FRANCIS
          I'm not afraid of dying.
          Creed runs one long claw across Francis's cheek.

          VICTOR CREED
          How do you know? You've never done
          it before.

          CUT TO:
          Ninna the ring-tailed lemur mewls softly, trying to hide
          herself deep within the baobab tree as her human friend

          SCREAMS.

          EXT. LAS VEGAS STRIP - NIGHT

          Logan, riding James Hudson's vintage motorcycle, rolls down
          the famous strip, lit by the mammoth neon signs above him.
          He stops at a red light and stares at the lonely moon rising
          over the desert.

          LADY OF THE NIGHT (O.S.)
          You look like a man who could use a
          night off.
          (C fNTTNTTRT)1

          

          

          

          

          53.

          CONTINUED:
          Logan turns to look at a REDHEAD in a tight silver dress,
          waiting at the light in her Cadillac convertible. She looks
          like she's expensive, and she looks like she'd be worth it.

          LOGAN
          You're way out of my league,
          darlin'.

          LADY OF THE NIGHT
          You never know. You looking for a
          good time with a bad woman?
          Logan smiles and shakes his head.

          LOGAN
          Not tonight.
          The redhead purses her lips.

          LADY OF THE NIGHT
          You don't know what you're missing.
          Logan revs his engine as the light changes.

          LOGAN
          I know exactly what I'm missing.
           The courtesan waits at the green light,. watching Logan speed
          off into the night -

          EXT. BOXING GYM - NIGHT

          In a seedy part of town, far from the casinos' bright lights,
          Logan walks through the front door of a rundown boxing gym.

          INT. BOXING GYM - NIGHT

          Even at this hour the gym is packed with aspiring PUGILISTS.
          Las Vegas has become the Mecca of world boxing, and many 'of
          the fighters here exhibit impressive skills as they batter
          the heavy bag, tap at the speed bag, and jump rope.
          Logan walks toward a ring in the center of the gym. Two young
          BOXERS inside the ropes, wearing headgear and sparring
          gloves, dance around throwing quick jabs that don't land.
          JOHN WRAITH (45) stands outside the ring, watching this
          action with evident distaste. He wears a black cowboy hat,
          sunglasses, and a handlebar mustache. He has the swagger and
          drawl of a rodeo cowboy.

          ! ('ONTTNTTF.T) )

          

          

          

          

          54.

          CONTINUED:

          WRAITH
          This is a contact sport, ladies. If
          you don't like hitting people, try
          golf.
          Logan comes up behind Wraith, unseen by the Texan..

          LOGAN
          You talk tough for a guy who always
          let me do the dirty work.
          A slow smile creases Wraith's face. He turns.

          WRAITH
          Look at this. You never get old, do
          you?
          The two men'embrace. There is genuine affection here, the
          camaraderie of men who have fought together, bled together.
          WRAITH (cont'd)
          Nobody followed you?

          LOGAN
          You tryin' to insult me?

          WRAITH
          Can't be too careful, brother. I've
          been retired five years I still
          check under the car every time I
          drive.

          LOGAN
          I'm looking for Victor Creed.
          Wraith's face goes serious at the mention of the name. He
          looks around the gym, making sure no one's watching them.
          He glances at the boxers in the ring, who lean on the ropes
          and breathe heavily, awaiting instructions.

          WRAITH
          Why don't you two get a manicure or
          something and meet me back here in
          the morning.
          (to Logan)
          Want a beer?

          LOGAN
          Always.

          (C_ONTTNTTF.T)'

          

          

          

          

          55.

          CONTINUED: (2)
          Wraith leads Logan toward an office in the back, draping an
          arm around his shoulders.

          WRAITH
          I love you like a brother. So I'm
          giving you thirty minutes. After
          that, you're too dangerous to know.

          INT. WRAITH'S OFFICE - NIGHT

          The windows in the office look out on the training boxers.
          Wraith leads Logan inside and grabs two longneck bottles of
          beer from a mini-fridge.

          WRAITH
          What I hear, our friend the
          Colonel's got eyes all over the
          country looking for you. He ain't
          about to let Weapon X go rogue on
          him.
          Wraith pops the caps off the beer bottles and hands one to
          Logan.

          LOGAN
          What's Weapon X?
          They tap glass.

          WRAITH
          You are. A walking, talking,
          hundred-million dollar experiment.

          LOGAN
          You know about it.
          Wraith sits behind his desk and puts his boots up. Logan sits
          across from him.

          WRAITH
          I keep my ear to the ground. People
          like us, we never really quit the
          game.

          LOGAN
          I did. Woke up one day and knew I
          was done.
          Logan peels the label from his bottle of beer.
          f CONTTNTTFT) )

          

          

          

          

          56.

          CONTINUED:
          LOGAN (cont'd)
          Stryker used to give me a new name
          every Monday. And by the end of the
          week, I'd draw a line through it.

          (BEAT)
          I .put a whole lot of people under
          the ground. And one day I
          realized... Stryker was never gonna
          run out of names.
          Wraith nods, meditative.

          WRAITH
          Our friend the Colonel has big
          plans.

          LOGAN
          What kind of plans?

          WRAITH
          Hear a lot of chatter about
          something called the Eleven. My
          boys in Arlington say it's the
          biggest covert weapons project
          since FDR built himself an atom
          bomb. Other than that, no one knows
          a goddamn thing.
          Wraith places his bottle on his desk and sits up straight in
          his chair.
          WRAITH (cont'd)
          Look, I... I heard about what
          happened to your woman. For what
          it's worth, I'm sorry.
          Logan nods. He doesn't want to talk about it.
          WRAITH (cont'd)
          I did a little contract work with
          Creed back in the day. I've known
          some seriously foul people, but
          that cat... They say he took out a
          whole village in Nicaragua one
          time, every man, woman, and child,
          killed 'em all, just 'cause he was
          bored.

          (BEAT)
          I been screwed, sued, and tattooed,
          but I never killed no kids.

          C'ONTTNIIRT) I

          

          

          

          

          57.

          CONTINUED: (2)

          LOGAN
          Creed did government work?

          WRAITH
          Till they got wise to him. Wherever
          he went there was a trail of
          bodies. And not always the right
          bodies, you know what I'm saying?
          There is murder in Logan's eyes.

          LOGAN
          Help me find him.

          WRAITH
          He's a hard cat to track.

          LOGAN
          Just tell me where to start
          looking. I'll do the rest.
          Wraith taps the bottleneck, considering.

          WRAITH
          Might want to talk to his friends
          from the ultramax.

          LOGAN
          The prison he busted out of?

          WRAITH

          (NODDING)
          Feds built it to hold the baddest
          of the bad mutants. Worked pretty
          well. Only problem-- now they all
          know each other.

          (BEAT)
          You ever hear of a guy named Fred
          J. Dukes?

          LOGAN
          Nope.

          WRAITH
          People call him the Blob. You find
          him, you'll know why. Got out of
          the hoosegow a few months ago. Went
          home to Iowa. Town called Elgin.

          LOGAN
          You think he's still in touch with
          Creed?
          f C_ONTTNTIRT)1

          

          

          

          

          58.

          CONTINUED: (3)
          Wraith leans back in his chair and allows himself another
          slow smile.

          WRAITH
          I bet you'll find out.

          EXT. HIGHWAY - NIGHT

           Logan, on his Harley, speeds past a welcome sign for Elgin,
          Iowa, Population 676.

          EXT. ROADSIDE MOTEL - NIGHT

          The neon Vacancy sign shines, a beacon for tired travellers
          in the heartland.

          INT. MOTEL ROOM - NIGHT

          Logan lies on top of the bed covers, hands behind his head.
          The lights are out and Fox News plays on the television,
          casting the small room in blue light.

          INSERT TELEVISION
          A REPORTER stands in a Detroit alleyway as POLICE OFFICERS in
          the background cordon off the area from ONLOOKERS.

          REPORTER
          This is the 13th confirmed mutant
          slaying of the last two months, and
          with the investigation apparently
          stalled, members of the mutant
          community are voicing their
          outrage.
          A YOUNG WOMAN wearing a "Mutants are Humans, Too" t-shirt
          speaks passionately for the camera.

          YOUNG WOMAN
          Of course there's bias at work
          here. If these were normal people
          getting. chopped up, you better
          believe there'd be an FBI Task
          Force investigating, there'd be all
          sorts of resources allocated to
          find this killer. Why is it that
          when violence is done to our
          community, the nation turns its
          back?

          (MORE)

          (RNNTTWURD

          

          

          

          

          59.

          CONTINUED:
          YOUNG WOMAN (cont'd)
          If the government can't protect us,
          we're gonna have to start
          protecting ourselves.
          In the corner of the TV screen, carved directly into the
          brick wall of the alley, is a crude smiley face.

          END INSERT
          Logan's expression does not change as he watches the report.
          Our only indications that he's boiling inside are the look of
          dark vengeance in his eyes, and the fingers of his right
          hand, which clench into a fist, unclench, clench again.
          He lowers the volume with the remote, picks up the telephone
          and dials a number. We hear four rings.

          KAYLA (O.S.)
          (on answering machine)
          Hey, you've reached Kayla and
          Logan. We're not home right now so
          please leave a message after the
          beep and we'll get back to you as
          soon as we can. Bye!
          Beep. Logan replaces the receiver in its cradle and' lies
          back, alone in the world.

          EXT. SUPERMARKET PARKING LOT - DAY

          A MOTHER pushes her shopping cart towards her minivan. Her
          young, freckled SON holds her hand, gazing fearfully at
          Logan, who stands on the edge of the lot smoking a cigar. He
          looks out of place in this quiet, Midwestern town.
          Logan winks at the kid. He drops his cigar, grinds it out
          with the toe of his boot, and heads for the supermarket.

          INT. SUPERMARKET - DAY

          Two STOCK BOYS, wearing bright blue vests over red shirts,
          stand at one of the aisle dividers, hiding behind a stack of
          breakfast pastries. They are plainly terrified.

          STOCK BOY #1
          Say something.

          STOCK BOY #2
          You say something. It's your
          section!

          (C_ONTTNTTF.T)1

          

          

          

          

          60.

          CONTINUED:

          STOCK BOY #1
          Dude...
          The stock boy peeks around the divider. FRED J. DUKES,
          a.k.a., THE BLOB, stands in the center of the aisle, tearing
          open bags of pork rinds and pouring them down his gullet.
          Dukes is the biggest man you've ever seen. By a long shot.
          Just shy of seven feet tall and weighing in at half a ton,
          he's beyond fat. Beyond obese.
          His eyes look like pinpricks in the swollen enormity of his
          face. When he shifts his bulk, ripples cascade down his
          flanks, his flesh trembling with each breath.

          LOGAN (O.S.)
          Jesus, Dukes...
          Dukes, mouth and chin dusted with fried pork skin, turns his
          head to examine the pest standing next to him.
          LOGAN (cont'd)
          Maybe it's time to give the pork
          rinds a rest.
          Dukes swings his arm. Despite his enormous mass, the man
          moves with surprising speed. Not quick enough to catch Logan,
          though, who ducks beneath the blow.
          Dukes's forearm, thicker than a fire hydrant, smashes through
          the steel shelving. Bags of pork rinds and potato chips
          tumble to the floor.
          Snikt! Logan shows his glittering claws to the big man.
          LOGAN (cont'd)
          I'll fillet you standing, fat man.
          That what you want?
          Dukes hesitates. That is not what he wants.,
          LOGAN (cont'd)
          .Where's Victor Creed?
          Dukes grunts and bulls forward, toppling the heavily-laden
          shelves into the next aisle. Panicked SHOPPERS scream and run
          for the exits.
          Dukes blasts through the cereal aisle, too, with a great
          rending of steel, his giant shoes crushing boxes of Lucky
          Charms as he stomps into the produce section.
          CONPTNi)F.T)1

          

          

          

          

          61.

          CONTINUED: (2)
          A coconut bounces off Dukes's head. Enraged, the giant turns
          and sees Logan standing by a pile of hairy coconuts, tossing
          one in his hand like a baseball.
          LOGAN (cont'd)
          You're gonna help me, bub. You_just
          don't know it yet.
          Dukes bellows and runs at Logan. A coconut pelts him in the
          face, angering him further. Logan jumps out of the way as
          Dukes brings down his massive fists. Coconuts explode.
          Dukes charges after Logan, shattering watermelons, stacked
          grapefruits, clusters of bananas.
          After a thirty second rampage Dukes is exhausted, his giant
          chest heaving as he gasps for air, his hands and face
          splattered with remnants of crushed fruit.
          Logan jumps onto Dukes' back. The fat man roars and spins
          around, trying to buck the little rider, but Logan's got one
          arm wrapped around Dukes' throat and he's not letting go.
          The spinning makes Dukes a little dizzy and he slows down.
          Three adamantium claws shine in the big fellow's face,
          reflecting the overhead fluorescent lights.
          Dukes quits, his massive shoulders slumping. He sinks to his
          knees, his great bulk splitting the linoleum floor.
          Logan presses his claws against Dukes' quivering jowls.
          LOGAN (cont'd)
          Where's Creed?

          FRED J. DUKES
          How the hell would I know?

          LOGAN
          Come on, he's your friend. When was
          the last time you talked to him?

          FRED J. DUKES
          Friend? He don't have any friends.
          All he's got is victims.

          LOGAN
          Careful, Dukes. I can smell a lie
          before you even tell it.
          The Blob begins to cry, the great bellows of his cheeks
          trembling, tears and snot dribbling down his face.

          1 RONTTNTTEH 1

          

          

          

          

          62.

          CONTINUED: (3)

          FRED J. DUKES
          I'm not lying! I don't know where
          he is.
          Logan pulls a handkerchief out of his back pocket and hands
          it to Dukes.

          LOGAN
          All right, take it easy.
          Dukes blows his nose into the handkerchief, one of history's
          loudest and most violent nasal ejaculations.
          He offers back the soiled handkerchief. Logan waves it off.
          LOGAN (cont'd)
          It's a gift.
          Dukes takes a deep breath, gathering himself.

          FRED J. DUKES
          You ever been to Superior?

          LOGAN
          The club for mutants? Down in New
          Orleans?

          FRED J. DUKES
          Creed likes to party down there.
          Talked about it all the time-- how
          hot the girlies were. That's all I
          know.
          Logan shaves Dukes' jaw with the edge of his claw.

          LOGAN
          Nah. You know more than that.
          Dukes tilts his face, trying to keep his face from getting
          scraped off.

          FRED J. DUKES
          Joint's owned by a guy named
          Barbarus. Shared a cell with Creed
          in the ultramax. Anyone knows where
          to find him, it's Barbarus.
          Logan stares into the Blob's face, gauging the man's words.

          LOGAN
          He better be there, Freddie. And he
          better know something good.

          (MORE)
          ( r'nNT T NT TF.n )

          

          

          

          

          63.

          CONTINUED: (4)
           LOGAN (cont'd)
          'Cause I'm in a mood for violence
          and you're way too big to hide.

          INT. CONFERENCE ROOM - DAY

          Stryker stands by a window-overlooking Alkali Lake while
          General Munson sits at the head of the conference table.

          STRYKER
          we have information that he was in
          Las Vegas two nights ago. We'll
          find him soon.

          GENERAL MUNSON
          This is turning into a goddamn
          disaster, Colonel.

          STRYKER
          I disagree. I'd say the experiment
          has been a success.

          GENERAL MUNSON
          Success? Are you kidding me?

          STRYKER
          Weapon X is a prototype. Nothing
          more. He's the walking proof that
          enhanced skeletons are viable.
          That, along with the healing factor
          we've replicated from his blood,
          will insure that the Eleven is
          capable of protecting our species
          from extinction.

          (BEAT)
          At this point, Logan is merely an
          inconvenience. He won't be for
          long.

          GENERAL MUNSON
          I'm sorry, William. I've lost
          confidence in your leadership. I'm
          going to recommend your dismissal
          to the Joint Chiefs.
          Stryker stares out the window at the distant lake, with no
          visible reaction to the General's words.

          STRYKER
          Disappointing, General. Expected,
          but still... disappointing.

          I CONTTN:]M )

          

          

          

          

          64.

          CONTINUED:
          General Munson takes a sip of water from the glass in front
          of him.

          GENERAL MUNSON
          I know you believe in what you're
          doing. But I don't. War with the
          mutants is not inevitable.
          The general coughs. He begins to look confused as he coughs
          again, his breathing gone suddenly ragged. He clutches at his
          chest.
          A thin smile curls Stryker's lips. He turns to regard the
          General.

          STRYKER
          You're having a massive heart
          attack, sir. Leading cause of death
          for men in your age bracket.
          The general gasps for air, trying to rise to his feet. In his
          death throes, he knocks the glass of water from the table. It
          shatters on the floor.
          STRYKER.(cont'd)
          The war is coming. It's time to
          choose sides.
          The general collapses-and Stryker stands above him, staring
          down at the dying man with pitiless eyes.
          STRYKER (cont'd)
          You chose treason.

          EXT. CLUB SUPERIOR - NIGHT

          A heavy rain falls in the French Quarter. There is no sign
          outside the club, only.a gargantuan BOUNCER standing in front
          of an unmarked door in a dark alley.
          The bouncer apprises the stocky mutant walking his way.

          BOUNCER
          You superior?
          Only when we go CLOSE ON THE BOUNCER do we realize he has a
          single eye, large and bloodshot, centered in his forehead..
          Logan raises both hands. Snikt! A single claw extends from
          his right hand.

          (ONTTNTTF.T) )

          

          

          

          

          65.

          CONTINUED:
          He shoves the claw straight through his left palm, retracts
          the blade, and shows his wounded palm to the bouncer. The
          bouncer sees the wound heal and opens the door.
          BOUNCER (cont'd)
          Welcome home, brother.

          INT. CLUB SUPERIOR - MOMENTS LATER

          The dimly-lit club is the size of a warehouse and jammed with
          PARTYING MUTANTS. Most of them look like normal humans but a
          few are "overts," distinguished by curling horns, scaled skin
          and other genetic abnormalities.
          A sexy WAITRESS walks by with a tray of drinks. She winks at
          Logan. A "Kiss Me, I'm a Mutant" button is pinned to her
          shirt.
          Industrial beats pour out of speakers bolted to the ceilings.
          Logan surveys the room. A young PUSHER approaches, his long
          sideburns shaved into scimitars running down his jawline.

          PUSHER
          You lookin' for help, man? Ups,
          downs, in-betweens. What you need?

          LOGAN
          Wild roses for the moon.

          PUSHER
          Wild roses... That some new hash
          out of Amsterdam?

          LOGAN
          Something like that. You seen my
          buddy Barbarus?
          The dealer points toward a staircase at the back of the club.

          PUSHER
          VIP room. But hold up,bro,.I got
          what you're looking for.

          LOGAN
          Trust me, bub-- you don't.
          Logan heads for the staircase.

          

          

          

          

          66.

          INT. CLUB SUPERIOR, SECOND FLOOR - NIGHT

          Logan tries to enter the VIP room but a muscle-bound SKINHEAD
          with Mutant Power brands on his biceps blocks his path.

          SKINHEAD
          Private party.

          LOGAN
          I'm on the list. Logan.
          The skinhead raises his clipboard and examines the list.

          SKINHEAD
          Last name?
          Logan's fist splits the clipboard and crushes the skinhead's
          nose. The muscle-bound brute slumps to the floor,
          unconscious. Logan steps over him and into the VIP room.

          LOGAN
          Unknown.

          INT. VIP ROOM - CONTINUOUS

          The VIP MUTANTS -sit at plush booths, downing shots of
          tequila. They grope their GIRLFRIENDS. They arm wrestle and
          compare tattoos and gobble down fried oysters.
          BARBARUS sits in a corner booth. He wears a custom-made wife-
          beater. The brutally-muscled mutant has four arms, all
          sleeved in tattoos.
          One hand pours himself a new glass of Jack Daniel's. A second
          hand gouges his name into the table top with a black steel
          commando knife. The third drums the beat of the current song
          on the vinyl booth's backrest.
          The fourth hand pets PANTERA, the nubile mutant sitting on
          his lap, a beautiful young woman entirely covered in
          glistening black fur. Her yellow eyes glitter.
          Logan approaches the table. Barbarus stares up at him.
          Pantera purrs, yellow eyes on Logan.

          BARBARUS
          (nuzzling his girl)
          Oh, I heard about this li'l fella.
          Mr. Creed beat him to hell.

          ( C_ONTTNTTRT)1

          

          

          

          

          67.

          CONTINUED:

          LOGAN
          I came back. Where is he?

          BARBARUS
          Somewhere in America. Doing what he
          does best.

          LOGAN
          What's that?

          BARBARUS
          Putting people's insides on the
          outside.

          LOGAN
          He's killing mutants, bub.
          Barbarus smiles, twenty fingers drumming on the table top.

          BARBARUS
          Some mutants need killing.

          LOGAN
          You got that right.
          Snikt!
          Barbarus shoves his girlfriend out of the way and stands,
          unsheathing three more black commando knives from his belt.
          The other MUTANTS quiet down, watching the fireworks.
          Barbarus swings, the four knives whistling through the air.
          Logan ducks under them and continues to bob and weave as
          Barbarus advances behind a whirlwhind of black steel.
          Logan slashes and one severed hand falls to the ground.
          Barbarus howls, stabbing at Logan with his three good arms.
          Logan's claws flash through the air again, and another neatly
          severed hand lands on the table.
          Logan retracts his claws and curls one finger: come at me.
          Barbarus, shamed and furious, gathers himself and charges.
          Logan times his punch perfectly, pivoting on the ball of his
          foot and hitting Barbarus with an uppercut that sounds like a
          well-hit baseball.
          Barbarus crashes to the floor. Pantera hisses and pounces at
          Logan, her black claws aimed at his face. Logan backhands
          her. She hits the floor and slides across the hardwood.
          C_nWTTAATFT)

          

          

          

          

          68.

          CONTINUED: (2)
          Logan kneels beside Barbarus.
          LOGAN (cont'd)
          You want to keep your other hands?
          Where is he?
          Blood dribbles from Barbarus's lip. He spits out a tooth.

          BARBARUS
          He don't sent me postcards.

          LOGAN
          No? Way I hear it, you two were
          practically boyfriends before he
          busted out.

          BARBARUS
          Busted out?

          (LAUGHING)
          You been misinformed. Victor Creed
          got himself a government pardon.
          Some fellas from the Department of
          Agriculture came and picked him up.

          LOGAN
          You're lying to me.
          Barbarus grins, his teeth red from the blood in his mouth.

          BARBARUS
          No, sir. But somebody is.

          INT. PARKING GARAGE - NIGHT

          A five-story concrete parking structure on the edge of Las
          Vegas. John Wraith walks to his black.'68 Mustang, whistling
          a Jerry Jeff Walker song.
          When he gets to the car he drops to the floor and checks the
          underbody for bombs. Nothing down there.
          He stands, reaching into his pocket for his keys.

          VICTOR CREED (O.S.)
          You think I'd use a bomb on you,
          Johnny Boy?
          Wraith spins around. Victor Creed sits on a concrete parapet,
          the desert wind blowing his filthy blonde hair.
          He hops off the parapet and walks toward Wraith.

          (COWTNIIEFL 1

          

          

          

          

          69.

          CONTINUED:
          VICTOR CREED (cont'd)
          It's all about human contact for
          me.
          Wraith quickly unlocks the car door and get in. He slips the
          key into the ignition. The engine turns on the first try.
          Wraith hits the gas and the Mustang squeals out in reverse.
          He slams on the brakes, shifts into drive, and guns the car
          right at Creed.
          An instant before impact, Creed sidesteps the car and punches
          through the driver's window.
          It's a miracle of a punch, timed perfectly, a crushing shot
          to Wraith's jaw. Wraith loses control. of the car and it
          sideswipes a parked Hummer, spinning to a stop against a
          concrete wall.
          Wraith blinks and tries to clear his head. Creed reaches
          inside the broken window and hauls the Texan out. He lifts
          the bleeding man into the air and flashes his white fangs.
          VICTOR CREED (cont'd)
          Hear you been talking out of
          school.

          WRAITH
          He'll find you.

          VICTOR CREED
          That's the plan. It's a lot easier
          than finding him.
          Creed slams Wraith against the concrete wall and plunges his
          claws deep into Wraith's gut.
          The Texan's mouth opens as the full force of the pain hits
          him. Creed whispers in his ear.
          VICTOR CREED (cont'd)
          I can feel your spine, Johnny Boy.
          A sickening crunch as vertebrae are crushed like walnut
          shells.
          VICTOR CREED (cont'd)
          Never knew you had one.
          Creed drops Wraith's body to the ground.

          

          

          

          

          70.

          INT. HINES' HOUSE - NIGHT

          Carol Hines, the Army surgeon last seen in Alkali Lake,
          unlocks her front door and steps inside her house.
          she looks exhausted, with deep circles under her eyes. She
          puts her keys and the mail on a table by the door and then
          looks up, startled, when she hears SHRIEKING.
          Hines, very nervous, advances into the dark kitchen.
          She flicks on the lights. A red kettle on the stove top
          whistles. A mug waits on the counter. Hines, mystified, turns
          off the burner.

          LOGAN (V.0.)
          Pour yourself a cup of tea.
          Hines spins around. Logan sits at the kitchen table, an unlit
          cigar in his mouth.
          LOGAN (cont'd)
          It's gonna be a long night.

          INT. HINES' HOUSE - LATER

          They both sit at the kitchen table now. Logan smokes his
          cigar and watches Hines, who clutches her mug of tea with
          trembling hands.
          Logan watches her through the haze of smoke.

          LOGAN
          Careful, Doc. I can smell a lie. I
          can hear it. Maybe you start to
          sweat a little bit. Maybe the pitch
          of your voice changes. But I'll
          know.

          (BEAT)
          Tell me about Creed.
          Hines opens her mouth, closes it, opens it again.

          HINES
          I can't. Please... you don't know
          what they'll do to me.

          LOGAN
          Nope. But I know exactly what I'll
          do to you.
          (rnNTTNT1FT) I

          

          

          

          

          71.

          CONTINUED:
          Hines stares at Logan and he stares back.

          HINES
          I don't believe you. You're
          different than they are. You
          wouldn't hurt an innocent person.

          LOGAN
          You're not innocent, Doc.
          He leans forward, forearms on the tabletop.
          LOGAN (cont'd)
          What does Victor Creed have to do
          with the Weapon X program?

          HINES
          It's not the Weapon X program, it's
          the Weapon Ultra program. Started
          sixty-five years ago. They've been
          trying to make the perfect soldier
          for a long time. First to fight the
          Nazis. Then the Communists. Now
          it's mutants.

          LOGAN
          So where does Weapon X fit in?
          Hines closes her eyes and takes a deep breath.

          HINES
          You don't understand. X is a letter
          but it's also a Roman numeral.
          Weapon "Ex" is a nickname.
          Officially, you're Weapon Ten.

          (BEAT)
          Victor Creed is Weapon Nine.
          Hines watches him, unsure how he'll react.
          HINES (cont'd)
          Both of you are experiments...
          prototypes. The final product is
          almost ready. Weapon Eleven.
          Logan's face darkens as the extent of his betrayal becomes
          clear to him.

          LOGAN
          Creed works for Stryker.
          Hines nods.
          I CONTTNi]RM

          

          

          

          

          72.

          CONTINUED: (2)
          LOGAN (cont'd)
          Be ordered it. He ordered Creed to
          kill her.
          Hines can see Logan's mounting fury. She holds up her hands.

          HINES
          I don't know about anyone getting
          killed. I'm just a scientist. I
          work in a lab sixteen hours a day.

          LOGAN
          Just following orders, huh?

          HINES
          He was your commanding officer for
          years. How many people did you kill
          on his orders?
          Logan stares at her for a long count. she stares back,
          terrified but resolute.

          LOGAN
          All this time I been hunting Creed,
          and he's just a puppet. It's
          Stryker pulling the strings.
          He stubs out his cigar on the breakfast table.
          LOGAN (cont'd)
          You ready to stop following orders?

          INT. CONFERENCE ROOM - DAY

          Stryker stands at the window overlooking Alkali Lake. Dr.
          Cornelius steps into the room, holding a black leather case.

          CORNELIUS
          The Eleven will be ready within 24
          hours.

          STRYKER
          Good.

          CORNELIUS
          Sir... Lieutenant Hines hasn't
          reported to base today.

          STRYKER
          Hines?

          (C_ONTT1 TIED 1

          

          

          

          

          73.

          CONTINUED:
          Stryker considers the information for a moment and nods.
          STRYKER (cont'd)
          All right, thank you, Doctor.
          (glancing at case)
          What's this?
          Cornelius sets the case on the table and opens it. Six
          gleaming, armor-piercing bullets rest in green felt niches.

          CORNELIUS
          We saved the leftover adamantium
          from the Weapon X procedure.
          Stryker plucks one of the bullets from its niche and rolls it
          between his fingers, examining it with a practiced eye.
          CORNELIUS (cont'd)
          Each one's got a high-explosive
          core. Two in the head and Logan's
          brain will have to regenerate from
          scratch.

          STRYKER
          They won't kill him?

          CORNELIUS
           According to the computer models we
          ran, there's a 30 percent chance
          his healing factor will
          reconstitute the gray matter. But
          those synaptic bridges that form
          our memories? Gone. If he survives,
          his brain will come back fresh.

          STRYKER
          A blank slate... easy to train.
          Stryker fondles the shining bullet lovingly.
          STRYKER (cont'd)
          She's a pretty little thing.

          CORNELIUS
          She ought to be. That's the world's
          most expensive bullet.
          Stryker pulls a revolver from his shoulder holster, dumps the
          standard rounds, and begins loading the adamantium bullets.
          (rfNTTN11F.T 1

          I

          

          

          

          

          74.

          CONTINUED: (2)
          CORNELIUS (cont'd)
          There's another way, a more
          reliable way, to break down his
          memory.

          STRYKER
          Mm?

          CORNELIUS
          Only problem is, the procedure can
          only be done here at Alkali Lake.
          Stryker swings the chamber shut and holsters his gun.

          STRYKER
          Oh, he's coming back, Doctor. We
          have what he's looking for.

          EXT. ALKALI LAKE - DAY

          Hines, driving an old Ford, pulls up.to the guard house at
          the perimeter of the compound. A YOUNG SENTRY salutes her.

          YOUNG SENTRY
          Morning, Lieutenant.
          Hines smiles brightly, trying to hide her nervousness.

          HINES
          Good morning!
          The sentry looks into the car's cabin. The passenger seat is
          empty. The back seat is empty.

          YOUNG SENTRY
          Could you pop the trunk for me?

          HINES
          The trunk?

          YOUNG SENTRY
          Yes, ma'am.
          It's all standard procedure but Hines is close to panicking.
          She opens the glove compartment and hits the trunk release.
          The sentry inspects the trunk... nothing but a coil of rope
          and a roll of electrical tape. He slams the trunk door.
          YOUNG SENTRY (cont'd)
          You have a good day.

          (C'NNTTNTTHN 1

          

          

          

          

          75.

          CONTINUED:
          He signals to a second SENTRY standing inside the guard
          house, who hits a button. The steel gate rolls open and Hines
          drives into the compound.

          EXT. PARKING LOT - DAY

          Hines steps out of her parked car and looks around. No one is
          in the immediate vicinity.

          HINES
          It's safe.
          Logan crawls out from the underbody, where he had been
          clinging. He dusts himself off.

          LOGAN
          Were you aiming for every speed
          bump in the state?

          HINES
          Sorry about that. Now what?

          LOGAN
          We find a uniform that fits.
          A well-built SERGEANT walks toward his vehicle, paging
          through requisition papers on a clipboard.
          LOGAN (cont'd)
          That ought to work.

          EXT. ALKALI LAKE WEAPONS ENGINEERING CENTER - DAY

          Hines and Logan, who now wears a crisp uniform with a
          sergeant's stripes and a black beret, walk into the building.

          INT. WEAPONS ENGINEERING CENTER - CONTINUOUS


          HINES
          You have some blood on your shirt.
          Logan sees the drops of blood and tries to blot them out.

          LOGAN
          I barely hit the guy.
          They don't notice as a small security camera near the
          entrance pivots, its black eye watching the intruders.
          (C'ONTTNI]F.n )

          

          

          

          

          76.

          CONTINUED:
          Hines, very nervous, tries to keep her composure. Logan puts
          a hand on her shoulder-- partly to steady her nerves, partly
          to keep pushing her forward.
          LOGAN (cont'd)
          Time to visit the Colonel.

          INT. WEAPONS ENGINEERING CENTER - DAY

          Hines and Logan walk down a long corridor. Several SOLDIERS
          and SCIENTISTS walk by, most of them ignoring the pair.
          One young scientist in a lab coat hurries past, nodding at
          Hines.

          YOUNG SCIENTIST
          Lieutenant.

          HINES

          (NODDING)
          Murphy.
          Hines waits till Murphy passes. She stops in front of a
          locked door and allows a laser scanner to read her retina.
          The door slides open.
          Logan looks through the open doorway, his nostrils flaring.
          He looks primed for homicide.

          LOGAN
          I can smell him.
          He walks through the door. Hines checks to see if the coast
          is clear.and follows him. Neither notices the security camera
          mounted on the ceiling, swiveling to track their movement.

          INT. WEAPON XI FACILITY - DAY

          Logan and Hines stand at the top of a steel staircase, forty
          feet above the concrete floor of a massive cavern.
          Created in the 1960s by an underground hydrogen bomb test,
          the Alkali Lake cavern is the second biggest in the country,
          smaller only than the salt caverns of the Gulf Coast, home of
          the Strategic Petroleum Reserve.

          (CONTTNTTFT)1

          

          

          

          

          77.

          CONTINUED:
          The sheer scale of the place is staggering. Three times the
          size of the Super Dome, with walls of rough granite, the
          cavern is loud with the constant thrum of ventilation and
          high-powered machinery. Heavy steel pillars support the
          ceiling of the cavern.
          Ten thousand stainless steel isolation tanks crowd the floor,
          arrayed in a grid, each tank slightly larger than a coffin.
          TECHNICIANS walk in between the tanks, checking gauges,
          writing notes in clipboards.
          More technicians sit on a raised podium in the center of the
          cavern, overlooking the Eleven, entering information into the
          computers that monitor the sleeping army.
          Logan is awed by the sight. Hines has descended the staircase
          ahead of him. He follows after her.

          HINES
          Welcome to Weapon Eleven.

          LOGAN

          (STUNNED)
          I thought it was just gonna be one
          guy. This is...

          HINES
          Ten thousand.
          They reach the cavern floor and walk amongst the Eleven.
          HINES (cont'd)
          Stryker says mutants and humans
          will fight a war soon.
          (gesturing to Weapon XI)
          This is his army.
          The camera glides over the isolation tanks as Hines continues
          to speak. We catch glimpses of the ELEVEN inside, comatose
          soldiers with needles and wires protruding from their skin,
          exactly like Logan during the Weapon X procedure.
          The men all look identical and they all look oddly familiar.
          HINES (cont'd)
          They incorporate the most
          successful features of the previous
          Weapons. Enhanced skeletons,
          heightened senses, healing factor--
          f r0NTTNTTF.T) I

          

          

          

          

          78.

          CONTINUED: (2)
          Logan stops beside one tank and looks at the man inside, who
          floats in his chemical sleep. His eyes widen when he realizes
          what he's looking at.

          LOGAN
          It's Creed...
          He looks inside another tank. Same cruel face, same powerful
          body. Only their shaved heads distinguish them from Victor
          Creed.
          LOGAN (cont'd)
          They're all Creed.

          HINES
          Stryker's most successful mutant
          hunter. They cloned him years ago.

          (BEAT)
          The Colonel's been planning this
          for a long time. _
          Logan walks through the midst of this vast, sleeping army,
          surrounded by ten thousand replicas of his worst enemy.

          LOGAN
          They get into the world, it's
          genocide.

          HINES
          I think that's the general idea.
          Logan stops in mid--stride, head raised in the manner of a
          hunting dog who has just caught wind of his prey.
          HINES (cont'd)
          What's the matter?
          Logan moves, walking quickly, nearly knocking over a
          technician entering data into one of the stasis pods.

          TECHNICIAN
          Hey...
          Hines hurries after Logan, smiling apologetically at the
          annoyed technician.

          HINES
          Where you going?
          Logan never turns.
          f rONTTNUT n %

          

          

          

          

          79.

          CONTINUED: (3)

          LOGAN
          Don't follow me.
          Hines stops, standing alone in the middle of the Eleven.

          INT. HALLWAY - DAY

          Logan walks rapidly down the hallway, his pace accelerating
          as he nears a closed doorway. He rests his head against the
          door for a moment before putting his hand on the knob and
          entering the room.

          INT. STRYKER'S OFFICE - CONTINUOUS

          Stryker sits behind his desk, smiling at Logan. But Logan's
          not looking at the colonel. He's looking at the young woman
          who sits across from Stryker, her back to the door.
          She doesn't turn. Her long black hair cascades down her back.

          STRYKER
          Hello, old friend. We've been
          waiting for you.
          Logan walks toward the desk, slowly now, a man in a nightmare
          he can't wake from.
          STRYKER (cont'd)
          Did you really think we just let
          you walk away three years ago?
          You're a dangerous man, my friend.
          We like to keep an eye on dangerous
          men.
          When Logan reaches the young woman he puts his hand on her
          shoulder.
          Kayla Silverfox turns and stares up at him, tears streaming
          down her face.

          KAYLA
          I'm sorry. I'm so sorry.
          An aluminum baseball bat whirs through the air, smashing the
          back of Logan's head.
          Logan falls to the floor, unconscious.
          Victor Creed stands above him, staring at the flattened
          barrel of the baseball bat.
          f nNTTNITFT)1

          

          

          

          

          80.

          CONTINUED:

          VICTOR CREED
          Man's got a hard head.

          STRYKER

          (STANDING)
          Let's go. He'll only be out for a
          couple minutes.
          Creed tosses aside the bat and lifts Logan onto his shoulders
          as easily as a normal man would lift a child of six. He
          carries Logan out of the room, winking at Kayla.

          INT. RE-EDUCATION CHAMBER, ALKALI LAKE - DAY

          Logan, still unconscious, sits on a chair that looks far too
          similar to an electric chair, his arms and legs bound with
          titanium manacles that prevent any movement.
          The room looks like an execution chamber, complete with a
          viewing window.
          He opens his eyes and blinks in the bright light. Stryker and
          Creed stand in front of him but Logan doesn't look at them.
          Dr. Cornelius and an ASSISTANT stand near a machine that is
          wired to the electric chair, fiddling with the controls, but
          Logan doesn't look at them, either.
          He stares at Kayla, who cannot meet his eyes.

          LOGAN
          Who are you?

          KAYLA
          (very quiet)
          You know who I am.

          LOGAN
          No I don't.

          STRYKER
          She's real, old friend. Your eyes
          are telling you. Your ears. Your
          nose.
          Logan ignores Stryker, staring at the love of his life.

          LOGAN
          You're dead.

          ('.ONTTNTWD )

          

          

          

          

          81.

          CONTINUED:

          STRYKER
          I asked you nicely to join the
          program. And you were so stubborn.
          But I knew if nothing else could
          motivate you, revenge would.
          Stryker smiles at Kayla, a proud professor beaming at his
          student.
          STRYKER (cont'd)
          Tell him. Tell him about the day
          you died.
          Kayla, head bowed, is silent for a long count. When she
          speaks her voice is a strange monotone, devoid of feeling.

          KAYLA
          They gave me a syringe full of
          hydrochlorothiazide.

          EXT. ACCESS ROAD - AN EARLIER DAY

          Perhaps the colors are desaturated to let us know that this
          is a scene we've witnessed before, or thought we did.
          Kayla sits behind the wheel of her pickup. Victor Creed walks
          toward her, black talons raking five gashes on the hood.
          Kayla has been expecting him. She pulls her backpack out from
          behind the seat and takes from it a hypodermic needle and a
          plastic IV bag filled with dark blood.
          Creed tears the truck's door off its hinges and tosses it
          twenty yards. Kayla injects herself with the hypodermic.

          KAYLA (V.0.)
          Reduces the heartbeat to almost
          zero. Breathing virtually stops.
          Makes you flatline for six minutes.
          Kayla hops down from the truck. She holds out the IV bag to
          Victor, who casually pierces it with his claw.
          KAYLA (V.0.) (cont'd)
          I'd been drawing my own blood every
          night for the past week. I had four
          liters ready that morning.
          Kayla smears. her own blood on her body and empties the rest
          of the bag on the pavement. She lies down in the puddle in a
          fetal position, her breathing already beginning to slow.

          

          

          

          

          82.

          INT. RE-EDUCATION CENTER, ALKALI LAKE - DAY


          I

          LOGAN
          Why? I

          KAYLA -
           Same as Victor. Stryker gave me a I
          choice: spend the rest of my life
          in prison or come work for him.

          LOGAN
          Prison...
          Kayla finally raises her head-and looks directly at Logan.

          KAYLA
          Shot my Daddy when I was eighteen.
          Big mistake. Should have shot him
          when I was seventeen.

          LOGAN
          You told me he died of a heart
          attack.

          KAYLA
          Maybe he had a heart attack after I
          shot him. Sat there and watched him
          bleed. After what that man did to
          me, I wish he died slower.
          Logan stares at her for a long time.
          KAYLA (cont'd)
          That sweet little girl you lived
          with in the cabin? That was all
          make-believe.

          LOGAN
          You loved me. I know you loved me.
          Kayla blinks and looks away.

          KAYLA
          I'm a good actress.

          LOGAN
          No one's that good.
          (C ONTTN1TF.f )

          

          

          

          

          83.

          CONTINUED:

          STRYKER
          Everybody's a sucker for something.
          Figuring out what it is, that's the
          trick. For you, it's a woman's
          love. An easy weakness to forgive.
          But still a weakness.
          Stryker signals to Cornelius. The doctor and his assistant
          attach a nasty-looking copper halo to Logan's skull. The halo
          is wired to the electric chair.
          Logan never takes his eyes off Silverfox.
          STRYKER (cont'd)
          Don't be angry at her. She was just
          serving her country, keeping the
          mutant menace in check. She and
          victor have been a real credit to
          their race.
          It takes Logan a moment to understand this comment.

          LOGAN
          You're a mutant?

          KAYLA
          My Daddy found out when I was
          twelve. Said a freak like me
          deserved whatever I got.

          VICTOR CREED
          My kind of guy.

          STRYKER
          She's a gifted girl. She can plant
          thoughts in anyone's mind, make
          them believe what she wants-- as
          long as she stays focused on them.
          He strokes her long dark hair, proud of his protege. Kayla
          doesn't seem thrilled by Stryker's touch, but she endures it.
          STRYKER (cont'd)
          A useful tool in a seduction.

          KAYLA
          (to Logan)
          Spent so much time getting you to
          love me, by the time the Colonel
          showed up I couldn't get you to
          leave me.
          (r0N'rTN1 F.n 1

          

          

          

          

          84.

          CONTINUED: (2)
          Dr. Cornelius finishes calibrating his machine and adjusting
          the halo brace.

          CORNELIUS
          We're good to go.

          STRYKER
          So, Logan... The truth is, you're a
          real pain in the ass. But we've
          invested far too much time and
          treasure to terminate you. We're
          starting over.
          Cornelius checks the digital gauges on the machine.

          CORNELIUS
          If I've calibrated correctly, we'll
          leave intact the hard-wired
          functions, walking and talking, all
          that good stuff.

          VICTOR CREED
          You mean I don't get to potty train
          him?

          CORNELIUS
          But every memory you've ever had
          will evaporate. Just like it never
          happened.
          Logan never takes his eyes off Kayla, his personal Judas.

          LOGAN
          Good.

          STRYKER
          (to Cornelius)
          Let me know when he's clean. I have
          to look in on our other guest.
          Stryker exits the room, followed by Victor.

          LOGAN
          (to Kayla)
          That story you told me... about the
          guy who goes to get flowers for the
          Moon. I can't get it out of my
          head. Except I had it all
          backwards. I thought you were the
          moon and I was your Wolverine. But
          you're the Trickster, aren't you?

          (MORE)

          ( ('ONTTNTTF.1))

          

          

          

          

          85.

          CONTINUED: (3)
          LOGAN (cont'd)
          And I'm just a schmuck who got
          played.
          Kayla is silent for a moment.

          KAYLA
          My mother told me that story.
          She takes a deep breath and turns to go.
          KAYLA (cont'd)
          It doesn't matter. You won't
          remember any of this.

          LOGAN
          You didn't trick me into loving
          you.

          KAYLA
          What?

          LOGAN
          The last two months, you weren't
          playing around in my skull. You
          weren't using. your powers on me. I
          thought you were dead and I loved
          you more than ever. Maybe it makes
          you feel better to think it was all
          fake. But it was never fake for me.
          Kayla lowers her eyes.

          KAYLA
          You don't know where I come from.
          You don't know what it was like.

          LOGAN
          I know exactly what is was like. I
          come from there too.

          KAYLA
          I didn't have a choice.

          LOGAN
          Course you did. You still do.
          Kayla stares down at Logan. The tenderness returns to her
          face. She could free him right now if she wanted.
          The moment passes and Kayla shakes her head.

          KAYLA
          I'm sorry.
          t C()NTTNTTPTI'

          

          

          

          

          86.

          CONTINUED: (4)

          LOGAN
          Yeah, you keep saying that.
          (to Cornelius)
          Come on. Turn on the juice. Let's
          get this over with.

          CORNELIUS
          Whenever you're ready, Miss
          Silverfox.
          Kayla turns and walks out of the room. Cornelius and his aide
          follow, shutting the door behind them.
          Logan takes a deep breath. He looks like a man who is ready
          to forget everything.

          INT. HOLDING CELL - DAY

          Hines sits alone on a metal cot. The cell door slides open.
          Stryker and Victor step inside.

          STRYKER
          Lieutenant. Victor and I were just
          discussing how to kill you and we
          thought you might have some
          suggestions.

          INT. CORRIDOR - CONTINUOUS

          Silverfox steps out of the re-education chamber. She hears
          voices from the holding cell and approaches.

          STRYKER (O.S.)
          When the Turks captured a traitor,
          they strapped a steel basket to the
          man's stomach. Inside the basket
          was a rat.

          INT. HOLDING CELL - CONTINUOUS


          STRYKER
          Now, even a rat can't chew through
          steel. But it can chew through a
          stomach. So it would. Right through
          the skin and the fat and the muscle
          and the intestines, right on out
          the other side.
          l CDNTTNi7ET) I

          

          

          

          

          87.

          CONTINUED:
          Hines looks like she might be sick very soon. Kayla steps
          into the doorway.
          STRYKER (cont'd)
          Victor thinks the Turks were soft,
          letting the rats do the dirty work.
          He's looking forward to spending
          your last night with you.

          HINES
          Please, Colonel--
          Stryker pats Hines on the cheek and nods to Victor.

          STRYKER
          Enjoy yourself.

          HINES
          Please don't do this... Please!
          Victor drags the screaming Hines off of her cot. Kayla
          watches with growing unease but Stryker smiles and- waves
          goodbye as he turns the key that shuts the cell door.

          INT. RE-EDUCATION CENTER, ALKALI LAKE - DAY

          Logan sits in his electric chair, staring straight ahead,
          preparing himself for the pain.

          INT. VIEWING ROOM - CONTINUOUS

          Cornelius stands behind the glass viewing window with his
          ASSISTANT. He puts his hand on a red switch.

          INT. RE-EDUCATION CENTER, ALKALI LAKE - CONTINUOUS

          Thousands of volts surge into Logan's skull, forcing his body
          to arch. After several seconds the power shuts off. Tendrils
          of white smoke rise from the copper halo.
          Logan opens his eyes and stares at Cornelius.

          LOGAN
          That all you got?

          

          

          

          

          88.

          INT. VIEWING ROOM - CONTINUOUS


          CORNELIUS
          (to his assistant)
          This could take a while. Raise the
          amperage by forty percent.

          INT. STRYKER'S OFFICE - DAY

          Stryker signs a memo and hands it to his aide, Collins. Kayla
          stands by the window, picking at her fingers.

          KAYLA
          You're going to let Victor kill
          that woman.
          Stryker and Collins ignore her.
          KAYLA (cont'd)
          When you got me out of prison, you
          told me we were going to help
          people.
          Stryker continues to sign papers, never looking up.

          STRYKER
          We are. We're saving humanity.

          KAYLA
          From the mutants?
          The phone rings. Stryker answers it.

          STRYKER
          Yes?

          (LISTENING)
          Good. I'm coming down.
          (hanging up; to Collins)
          The Eleven is ready.
          He stands and heads for the door. Collins follows. In the
          doorway, Stryker stops and fixes his cold blue gaze on Kayla.
          STRYKER (cont'd)
          Don't worry, my sweet. You're one
          of the good ones. I'll protect you.
          He and Collins exit the room, leaving Kayla alone with her
          misery.

          

          

          

          

          89.

          INT. RE-EDUCATION CENTER, ALKALI LAKE - DAY

          Logan sits panting in the chair, gripping the ends of the arm
          rests with white fingers, waiting for the next surge of
          electricity. It comes and he arches again, all the muscles in
          his body contracting, the veins in his neck bulging.

          INT. VIEWING ROOM - CONTINUOUS

          Cornelius and his assistant watch Logan with no detectable
          sympathy. They turn when Kayla walks into the room.

          KAYLA
          Is he clean yet?
          Cornelius and the assistant face front again..

          CORNELIUS
          He's stronger than I thought. We
          could be here all night..
          Kayla watches Logan in his agony. A glimmer of remorse passes
          over her face.

          KAYLA
          He was good to me.
          Cornelius, fiddling with the amperage dial, curls his lips in
          a sardonic smile.

          CORNELIUS
          You have a funny way of showing
          your gratitude.
          Logan thrashes in his chair. Kayla chews her lip. For a long
          count she watches Logan suffer.

          KAYLA
          You should turn it off now.
          Cornelius turns and stares at her.

          CORNELIUS
          I should what?

          (BLINKING)
          Oh. I guess that's... I guess
          that's a good idea.
          He turns off the electricity.
          1coNTTN IRD 1

          

          

          

          

          90.

          CONTINUED:

          KAYLA
          You two have always hated each
          other. You should fight.
          The assistant blinks and begins to scowl, turning toward
          Cornelius just in time to get punched in the mouth.
          The two men brawl on the floor with the lack of skill you'd
          expect from two scientists.

          INT. RE-EDUCATION CENTER - MOMENTS LATER

          Kayla steps into the room. Logan sits slumped motionless in
          the electric chair. She detaches the copper halo. The skin
          beneath the metal is singed but it quickly begins to heal.
          Kayla stares at the man she betrayed, hesitates for a moment
          and exhales.
          She unfastens the titanium manacles. Logan is still
          unconscious. Kayla shakes him gently.

          KAYLA
          Hey. Wake up.
          Logan opens his eyes. He is clearly disoriented, as if waking
          from a long coma. He stares up at Kayla.
          KAYLA (cont'd)
          Are you okay?
          Logan stares at her, groggy and confused.
          KAYLA (cont'd)
          Do you understand what I'm saying?

          (BEAT)
          Do you remember me?
          In one blinding motion, Logan snatches Kayla by the throat
          and roughly pulls her to him. She does not resist.

          LOGAN
          I would have done anything for you.

          KAYLA
          Please...

          LOGAN
          Do you hear me? Anything.
          (r0NTTNTTF.T)1

          

          

          

          

          91.

          CONTINUED:

          KAYLA
          Please... Creed's killing your
          friend.

          INT. HOLDING CELL - DAY

          Victor Creed holds Hines against the cell wall with one hand.
          Her feet kick in the air as she struggles.
          He splits her blouse down the middle with a long black talon.

          VICTOR CREED
          I've always had a thing for human
          chicks. You're all so soft and
          helpless.

          HINES
          No...

          VICTOR CREED
          Maybe it's time I did a little
          surgery on you, Doctor.

          LOGAN (O.S.)
          The woman said no.
          Creed turns his head and sees Logan and Kayla standing in the
          doorway.
          He grins and tosses Hines aside. She crashes into the wall
          and slides to the floor, dazed.

          VICTOR CREED
          (to Logan)
          Starting to think you're addicted
          to pain. You keep coming back for
          more.
          Snikt !

          LOGAN
          This is the end.

          VICTOR CREED
          Amen to that.
          Kayla stands in between them, holding up her hands.

          KAYLA
          Please! We shouldn't be fighting
          each other. Stryker's using us.

          (CONTTNTIF.T) I

          

          

          

          

          92.

          CONTINUED:

          VICTOR CREED
          A little late for the Mutant Power
          crap. We hunt freaks for the man.
          That's why we're free.

          KAYLA
          What's he gonna do with us when the
          other mutants are dead? Put us in a
          zoo?
          Creed hesitates, considering the logic of her words. A fanged
          smile splits his face.

          VICTOR CREED
          Don't try your head games on me.
          I've gutted better telepaths than
          you.
          Creed rears back to hammer Kayla, a blow that would separate
          her head from her body.
          Logan catches Creed's fist inches from Kayla's face.

          LOGAN
          Time you quit picking on girls.

          VICTOR CREED
          Oh, I'm happy picking on men.
          Creed swings at Logan's head, Logan ducks, and the fight
          begins.
          This is melee so efficient that no motion is wasted. Every
          lunge would kill any other adversary. Every parried blow
          would shatter a normal man's arm.
          Kayla, bleeding from the nose, staggers to her feet. She
          helps up Hines and pushes her toward the door.

          KAYLA
          Get out of here.
          Hines doesn't have to be told twice. She flees. Creed sees
          his plaything running out the door. He snarls in frustration.

          VICTOR CREED
          You're ruining my party.
          He grabs hold of Logan and hurls him headfirst through the
          cell wall-- a concrete support wall.

          

          

          

          

          93.

          INT. HALLWAY - CONTINUOUS

          Logan crashes to the floor, covered in rubble. Creed steps
          out of the cell, licking his fangs.
          Creed tries to stomp Logan's face, but the smaller man rolls
          out of the way and gets back on his feet.
          The mutants battle down the corridor, claws whistling through
          the air.
          A team of SENTRIES charge around the corner, wearing tactical
          armor and carrying XM8 assault rifles. They level their
          rifles at the battling mutants.

          SENTRY #1
          Get down! Get down!

          SENTRY #2
          Down on your knees!
          Logan and Creed, trying to punch holes in each other, ignore
          the sentries. Kayla, staring down the barrels of the big
          guns,. holds up her hands.
          She concentrates, staring into the sentries' eyes.

          KAYLA
          We're here as guests of Colonel
          Stryker.
          The sentries' hostility shifts into apologetic obeisance.

          SENTRY #1
          Very sorry about that.

          KAYLA
          You boys are no longer needed here.
          Go back to barracks.

          SENTRIES
          You got it. See ya later. Bye!
          The sentries wave cheerfully and depart.
          Creed and Logan are equally skilled, but Creed's superior
          size and strength begin to wear the smaller man down.
          Creed slams him into the wall, opening fissures. Holding both
          of Wolverine's wrists up with one hand, Creed grabs
          Wolverine's face with his free hand.
          (CONTTNI IRh )

          

          

          

          

          94.

          CONTINUED:
          His black claws slide toward Wolverine's eyes.

          VICTOR CREED
          How you gonna fight without eyes,
          little man?
          Logan brings his knee up hard, smashing his adamantium-
          enhanced kneecap into Creed's groin.
          The big man groans. Logan spins Creed around, jamming him
          against the wall. He tries to skewer Creed with the claws of
          his right hand but Creed moves his head at the last moment.
          Logan's claws are buried to the hilt-in the wall. He strikes
          at Creed with his left hand, but Creed dodges again. All six
          of Logan's claws are deep in the solid rock wall.
          He brings his hands. together, the adamantium blades slicing
          through granite as if it were cheesecake.
          Creed ducks under the claws an instant before they shred him.
          He grabs Logan in a-bear hug.
          A large section of the wall behind them falls out, and,
          unable to halt their momentum, Logan and Creed tumble through
          the hole, disappearing from sight.
          Kayla runs over and stands at the jagged precipice, looking
          out onto the gargantuan Weapon XI cavern.

          INT. WEAPON XI FACILITY - CONTINUOUS

          Logan and Creed fall seventy feet, clawing at each other in
          mid-air.
          Logan hits the floor hard, the impact blasting a small crater
          in the concrete.
          Creed manages a rolling fall, cat-quick and dexterous.

          CUT TO:
          Stryker stands on the raised podium in the center of the
          cavern, overlooking his vast, sleeping army. He cannot
          believe what he's seeing.

          STRYKER
          (to Lead Technician)
          I want the Eleven combat ready.
          (cnNTTNIIF.T)1

          

          

          

          

          95.

          CONTINUED:

          LEAD TECHNICIAN
          We can't rush them,.sir. They've
          been in stasis for--

          STRYKER
          I want them ready!
          The Lead Technician flinches and barks orders to his
          subordinates, who enter commands into their computers.
          The lids of ten thousand isolation tanks slide open. As the
          camera roams among the Eleven, needles and hoses detach from
          their bodies, releasing their metallic grip.
          The cloned Creeds begin to stir in their stainless steel
          coffins.

          CUT TO:
          Creed pounces on Logan, who is still severely injured from
          the fall. Creed tears into the smaller man mercilessly,
          slinging him around the cavern, gouging him with his black
          talons.
          Creed batters Logan with a series of savage blows. Logan
          falls, his healing factor overwhelmed, barely conscious.
          Creed plants one heavy black boot on Logan's face and presses
          down hard. He leers at his defeated foe.

          VICTOR CREED
          Your pal Wraith pissed all over my
          boots when I crushed his spine.
          Smell like fear, don't they?
          Something changes within Logan, a fury so overwhelming it
          cannot be contained, a rage so vast it could only be called
          berserker.
          .Logan rolls toward his tormentor, sweeping his claws straight
          through Creed's ankle, severing the foot.
          Creed screams and falls to his knees.
          Logan stands, grabbing a handful of Creed's dirty blonde
          hair.

          LOGAN
          This is for the ones who couldn't
          fight back.

          ((`ONTTNTIRT) )

          

          

          

          

          96.

          CONTINUED: (2)
          The adamantium blades are a silver blur in the overhead
          light.

          CUT TO:
          Stryker, standing on the podium, sees his chief henchman's
          head tumble from his shoulders. He grits his teeth and
          surveys his army.
          Ten thousand enhanced warriors begin to step out of their
          steel coffins, baring their fangs, eyeing their surroundings.

          STRYKER
          (to the Lead Technician)
          Activate the PA system.
          The Lead Technicians flips a switch. Stryker speaks into a
          microphone; his voice booms from speakers mounted on the
          pillars throughout the cavern.
          STRYKER (c.ont'd)
          Soldiers!
          The Eleven snap to attention with machined synchronicity, all
          ten thousand facing Stryker.

          CUT TO:
          Logan, bloodied but healing, stares down at his fallen enemy.

          KAYLA (O.S.)
          Logan!
          Kayla runs down one of the steel staircases that clings to
          the cavern wall like fire escapes.
          KAYLA (cont'd)
          If we get closer to Stryker, I can
          work my magic.
          Logan stares at Stryker, his true enemy, the.man who
          destroyed his life. Ten thousand clones. encircle Stryker, who
          stands on the raised podium in the cavern's center.

          LOGAN
          I don't want him hypnotized. I want
          him dead.
          Never taking his eyes off his enemy, Logan advances.

          CUT TO:
          I c_0NTTNTTF:T)1.

          

          

          

          

          97.

          CONTINUED: (3)
          Stryker sees Logan walking toward him, toward the hordes of
          clones. Stryker shakes his head and smiles.

          STRYKER
          The man's committing suicide.
          He leans into the microphone. The Eleven listen to their
          commander's voice, amplified by hundreds of speakers
          STRYKER (cont'd)
          No army that ever marched could
          stand against you! You will never
          abandon your mission, and your
          mission is simple! Kill the
          mutants! Kill them wherever you
          find them!
          Stryker points at Logan.
          STRYKER (cont'd)

          THIS IS YOUR FIRST ENEMY!
          Ten thousand cloned murderers turn on Logan, soulless black
          eyes focusing on their target.
          Logan stops his march beside one of the massive steel pillars.
          that supports the cavern ceiling.

          LOGAN
          (to Kayla)
          Get the hell out of here.

          KAYLA
          What are you doing?

          LOGAN
          Bringin' down the house.
          He sweeps his claws clean through the pillar, at an angle.
          The uppermost section shears off and drills into the floor
          with a concussive whump that spiderwebs the concrete for
          thirty feet around the impact site.
          Stryker realizes what Logan is doing.

          STRYKER

          ATTACK! ATTACK!
          The Eleven charge. From above we can see the full-scale of
          the onslaught, wave upon wave of cloned murderers closing in.
          (CENTTN11FTl'

          

          

          

          

          98.

          CONTINUED: (4)
          Logan runs to the next pillar and slices through it. Creaks
          and groans sound overhead, as the tremendous weight above
          exerts pressure on the remaining weight-bearing supports.
          Most of the ten thousand can't get close to Logan, but they
          all want in on the first kill.
          Whirling, slashing, stabbing, kicking, Logan scythes a circle
          of devastation, spray-painting the floor with the black blood
          of the Eleven.
          He reaches a third pillar and chops through it.
          Kayla eyes the ceiling nervously and hurries toward the exit.
          STRYKER (cont'd)

          STOP HIM, YOU IDIOTS! STOP HIM!
          Even Logan can't hold back the tide for long. Talons rake his
          face, his arms, his chest. But still he battles, slicing
          through a fourth pillar, a fifth.
          Tremendous fissures split the rock ceiling. Dust and rocks
          fall onto the cavern floor as the fissures widen.
          Logan sees that the cavern's collapse is imminent. He can no
          longer hold off the Eleven's assault.
          An instant before the clones can shred him, he jumps, using
          his claws to scale one of the still-standing steel pillars
          with the grace and speed of a leopard climbing a tree.
          One of the clones follows, using his black talons in the same
          fashion, grabbing at Logan's feet.
          When Logan is forty feet above the throng of teeth-gnashing
          clones, he severs the pillar below his feet. The clone
          chasing him can climb no farther, can do nothing but roar and
          hiss at his escaping prey.
          Logan swings himself onto the steel staircase, where Kayla
          waits beside the open door. He races up the stairs.
          Stryker sees his dream in ruins. He runs for the nearest
          exit.
          Kayla and Logan are a few feet from the door, from safety,
          when the cavern ceiling gives out. Thousands of tons of stone
          and steel come crashing down.
          Logan grabs Kayla and hauls her to safety an instant before
          she would be crushed.

          

          

          

          

          99.

          EXT. ALKALI LAKE - DAY

          The compound has essentially imploded, the major structures
          falling into the massive pit created by the cavern's
          collapse.
          Severed gas lines and ruptured boilers have turned the crater
          into a raging fire pit. Smoke billows up from the molten
          core.
          A few dazed survivors, SOLDIERS and SCIENTISTS, have escaped
          the carnage, but Alkali Lake no longer exists as a military
          base. Thousands of singed documents flutter in the wind.
          Logan and Kayla walk away from the burning crater, never
          looking back. They head through the woods toward the lake
          that glitters in the sunlight.

          KAYLA
          One of them could have survived.
          Logan glances at her.
          KAYLA (cont'd)
          The clones. They've got your
          healing factor.
          Logan looks back at the devastation.

          LOGAN
          Unless someone comes along who can
          move a few million tons of steel,
          they ain't going anywhere.

          EXT. ALKALI LAKE - LATER

          They stop at the edge of the lake. Paper from the destroyed
          base drifts through the air, falling on the water and the
          shore.

          LOGAN
          Almost looks peaceful from here.

          KAYLA
          There's something I want you to
          know.
          He looks at her.
          (CONTTNt1F.fl

          

          

          

          

          CONTINUED:
          KAYLA (cont'd)
          Maybe nothing I say matters
          anymore. But I'm going to say it
          anyway. I...
          A blossom of blood opens up on her chest. She stares down at
          it in wonder before sinking to her knees.
          Logan turns and sees Stryker walking toward them.
          KAYLA (cont'd)
          No...
          Stryker fires again. The adamantium bullet rips through
          Logan's forehead with an unholy sound.
          Logan falls to the ground. Stryker stands above him and fires
          another bullet into Logan's head.
          Stryker turns the gun on Kayla.
          KAYLA (cont'd)
          You don't need to waste another
          bullet. I'm already dead.
          Stryker blinks and hesitates. Kayla coughs, her strength
          beginning to fade.
          KAYLA (cont'd)
          Maybe you should turn that gun on
          yourself, Colonel.
          Stryker nods, pointing the gun at his own head.
          KAYLA (cont'd)
          It would be good for the mutants if
          I made you pull the trigger..

          (BEAT)
          Why do you hate us so much?
          Stryker's finger trembles on the trigger.
          KAYLA (cont'd)
          Is it because your son is one of
          us?
          For the first time, perhaps, we see something human in the
          cold blue of Stryker's eyes.
          KAYLA (cont'd)
          Enough killing, Colonel. Throw your
          gun in the lake.
          r (-nNTTNTTFT)1

          

          

          

          

          101.

          CONTINUED: (2)
          Stryker does as he's told. The revolver sinks into the water.
          KAYLA (cont'd)
          Leave us. Keep walking till your
          feet start to bleed.
          Stryker turns and walks away.
          Kayla crawls over to Logan. She lifts his head onto her lap.
          He's unconscious but breathing. The bullet holes in his skin
          have already healed. She strokes his jaw. and smiles sadly.
          One of the scraps of paper from the base blows against her
          leg. She takes it and looks down at the blank page.
          She has no pen. She touches her chest, just above her heart,
          wetting her finger with her blood.
          She writes four words on the page, blows on it to dry it,
          folds it once and places it in Logan's hand.
          She kisses his lips and rests his head gently on the ground.
          Fighting the pain, a dying woman, Kayla manages to stand.
          KAYLA (cont'd)
          If you ever remember what I did to
          you, try to forgive me. I was a
          fool. And you were right... I
          always loved you.
          She turns and walks toward the lake, never looking back,
          never hesitating as the waters rise above her knees, above
          her waist, above her shoulders, above her head.

          EXT. ALKALI LAKE - SUNSET

          Logan's eyes flutter and open. For a moment he squints into
          the blue sky.
          He sits up, looking around. The woods are empty.
          He stands, completely disoriented, a stranger in the world.
          He realizes that he's holding a piece of paper in his hand.
          He unfolds it and reads the message written in blood.
          You are my Wolverine.
          He stares at it for a moment before folding it carefully and
          putting it in his pocket.
          f C ONTTNIIRD)

          

          

          

          

          102.

          CONTINUED:
          He takes a deep breath of cold air and walks west, toward the
          falling sun.
          He doesn't know who he is. He doesn't know where he's going.
          But the wind blows through his hair, the last of the sunlight
          feels good on his skin. He is a free man.
          He walks toward his destiny..




                                 THE END