SPHERE

                                   BY


                             PAUL ATTANASIO




                         Based on the novel by

                           Michael Crichton




              BARRY LEVINSON VERSION        SHOOTING SCRIPT






     NOTE: THE HARD COPY OF THIS SCRIPT CONTAINED SCENE NUMBERS
     AND SOME "OMITTED" SLUGS. THEY HAVE BEEN REMOVED FOR THIS
     SOFT COPY.




     FADE IN:

     EXT. OCEAN FLOOR - DAY

     BEGIN TITLES.

     MOVING AMONG the hallucinatory variety of creatures --
     barbaric, distorted, sublime -- that haunt the ocean floor.
     All but unknown to man except in the deep preconscious brain
     that houses the family album of the race... Where we remember
     that they are us... Then...

                                                       DISSOLVE TO:

     BALLET OF ODD SHAPES

     and exotic colors -- like a living abstract painting --
     tropical fish moving in the f.g... Aquarium fish -- fish we
     know -- fish of the lesser depths, as we RISE UP TOWARD the
     surface...

     Then nearer the surface still, fish dart and flee before a
     distant RUMBLE... that GROWS LOUDER AND LOUDER...

     HELICOPTER

     ERUPTS INTO WATERY VIEW as it blasts across the ocean...

                                                            CUT TO:

     EXT. PACIFIC OCEAN - DAY

     A tropical morning sun paints its luster on the sea-chop. A
     helicopter hurtles across the Pacific Ocean.

                                                            CUT TO:

     INT. HELICOPTER - SAME TIME

     NORMAN GOODMAN, 50s, a day's growth of beard and eyes sandy
     with sleep, wakes up.  Adjusts his steel-framed glasses.
     Unballs the tweed jacket he's been using as a pillow.  He's
     nearly sitting in the lap of the PILOT, 30s, a tightly wound
     military type, as they zoom across the waves.

                          PILOT
               Good sleep?

                          NORMAN
               Not bad. So, where are we?

                          PILOT
               Where'd they bring you in from?

                          NORMAN
               San Diego.  Left yesterday.

                          PILOT
               So you came Honolulu-Guam-Pago-here?

                          NORMAN
               Yeah.

                          PILOT
               Long trip.  What kind of work do you do,
               sir?

                          NORMAN
               I'm a psychologist.

                          PILOT
               A shrink, huh? Why not. They've called
               in just about everything else.

                          NORMAN
               How do you mean?

                          PILOT
               We've been ferrying people out of Guam
               for the last two days.  Physicists,
               biologists, mathematicians, you name it.
               Everybody being flown to the middle of
               nowhere in the Pacific Ocean.

                          NORMAN
               What's going on?

                          PILOT
               They're not telling us anything, sir.
               What about you? What'd they tell you?

                          NORMAN
               They told me that there was an airplane
               crash.

                          PILOT
               Uh-huh. You get called on crashes?

                          NORMAN
               I have been, yes.

                          PILOT
               And why is that, sir?

                          NORMAN
               I'm on a list of psychologists the F.A.A.
               brings in when a plane goes down.
                   (beat)
               So, where exactly are we now?

                          PILOT
               Well, I'm not supposed to tell
               you...let's just say we're two hundred
               miles from nowhere, sir.

                          NORMAN
               You're not supposed to tell me?

                          PILOT
               No, sir.

     Norman looks out of the helicopter, at the ocean.

                          NORMAN
               Don't you get bored looking at that?

                          PILOT
               To tell you the truth, no, sir. I'm real
               happy to see it flat like this.

                          NORMAN
               Why?

                          PILOT
               Good weather.  It won't hold though.
               There's a cyclone forming up in the
               Admiralties, should swing down this way
               in a few days.

                          NORMAN
               What happens then?

                          PILOT
               Everybody just clears the hell out.
               Weather can be really tough in this part
               of the world. I was stationed in Florida
               and I've seen a lot of hurricanes, but
               you've never seen anything like a Pacific
               cyclone, sir.

                          NORMAN
               You never met my first wife.

                          PILOT
               Don't be so sure.
               That's where we're headed, over there.
               Here take a look.

     He hands Norman binoculars.

     NORMAN'S POV THROUGH BINOCULARS

     A salvage ship surrounding four other, smaller craft in
     concentric circles.  A mile long circle of bouys.

     CLOSE ON NORMAN

     as he absorbs this new information. What's going on?

                          NORMAN
               All this for an airplane crash.

                          PILOT
               I never mentioned a plane crash.
                   (beat)

                                                            CUT TO:

     EXT. SALVAGE SHIP - DAY

     The helicopter lands on the salvage ship helipad.  Norman
     hesitates at the door. A seaman coaxes him and he jumps down.
     Blasted by the downdraft of the rotors, Norman humps his
     duffel bag across the deck, hustles after his escort.

                                                            CUT TO:

     INT. SALVAGE SHIP - LATER

     Norman follows a SEAMAN, 20s, as he carries Norman's duffel
     bag along the narrow corridors belowdecks...

                          SEAMAN
               You have any other gear, sir?  Watch your
               step.

                          NORMAN
               I'd like to call my family.

                          SEAMAN
               We'll get you settled in quarters,
               sir.  You're to remain there until we
               send for you.

                          NORMAN
               I want to get started right now.

                          SEAMAN
               We'll send for you.

                          NORMAN
               It's critical that I see them, because --

                          SEAMAN
               See who?

                          NORMAN
               The survivors. If I don't get to them
               within the first twenty four hours...

                          SEAMAN
               What survivors?

                          NORMAN
               The survivors of the plane crash.

                          SEAMAN
               Plane crash?

                          NORMAN
               Listen carefully.  I deal in post-
               traumatic stress and survivor guilt --
               maybe I should talk to someone who knows
               what's going on.

                          SEAMAN
               You can talk to the ship's psychiatrist.

                          NORMAN
               I'm a psychologist, that's why I was sent
               down here.

     Norman follows the Seaman through a hydraulic door...They
     come upon TED FIELDING prowling the corridor.

                          TED
                   (to Seaman)
               Look, I told you people over an hour ago
               I need a phone.  A phone.

     The Seaman brusquely continues past with Norman's duffel
     bag.

                          SEAMAN
               You'll have to discuss that with
               Mr.Barnes.

                          TED
               That's fine...Barnes.  Give me a phone,
               I'll call him.

     He recognizes Norman.

                          TED (cont'd)
               Norman...what are you doing here?

     The Seaman grabs Ted's arm.

                          TED
               Would you take your hands off me, please.
               Do you have any idea who I am?

                          NORMAN
               He will if you just tell him the name of
               the book you wrote.

                          TED
               It's called 'Astrophysics You Can Use'.
               It was a Book of the Month Club Main
               Selection.

     The Seaman turns, ramrod-straight, and fixes Ted with a
     steely Aryan gaze.

                          SEAMAN
               Never heard of it.  Now back in your
               quarters.

                          NORMAN
                   (to Ted)
               You really thought that he read your
               book...after all these years?  You
               haven't changed.

                          TED
               Well, it's written for the layman.

                          NORMAN
               He's not impressed.

                          TED
               They don't read.
                   (to Seaman)
               Is there a phone in here?

     The Seaman grabs his arm again.

                          TED (cont'd)
               Would you stop doing that!  I can go to
               the room myself.

                          NORMAN
               I've been trying to call my wife for the
               last 15 hours.

                          SEAMAN
                   (sharply to Ted)
               Sir?

     Ted backs off toward his room, opens the door.

     The Seaman continues on his way with Norman, unlocks a door --
     Norman's quarters. Norman glances up the hall...

     NORMAN'S POV - BETH HALPERIN

     Thirties, a mordant beauty, stands at the threshold of her
     room.  Watching him.  A lot going on behind those eyes.  She
     and Norman exchange a look.  Then without a word, she returns
     to her room.

     CLOSEUP - NORMAN

     As the Seaman ushers him inside.

                          NORMAN
               Beth?

     Then the Seaman closes the door on him.

                                                            CUT TO:

     INT. NORMAN'S QUARTERS - LATER

     Norman lies on his cot, stares at the ceiling, his tweed
     jacket folded up like a pillow beneath his head.

     There's a knock at the door and it is opened by HARALD
     COTESWORTH BARNES, 40s, an imposing man in dark glasses and
     dark dress.

                          BARNES
               Goodman!  You been here long?

     He shakes Norman's hand.

                          NORMAN
               I've been here three hours.

     Barnes sweeps him along into the hallway.

                                                            CUT TO:

     INT. HALLWAY - SAME TIME

     Barnes leads Norman along the hallway and down some stairs.

                          BARNES
               Welcome aboard.  I don't mind telling
               you, this thing scares the hell out of
               me.

                          NORMAN
               It's probably already too late.  You
               might as well put me on a helicopter and
               send me back. Whatever damage was done to
               the survivors, is already done. You know
               what I mean?

                          BARNES
               Hold on, we'll get to that.

                          NORMAN
               I don't even know who you are.

                          BARNES
                   (admiring)
               Well, I sure know who you are.

                          NORMAN
               Who are you...Navy...military?  What are
               you?

                          BARNES
               You ever hear of the O.S.S.A.?

                          NORMAN
               Yes.

                          BARNES
                   (proudly)
               Well, they don't know who I am.  That
               should reassure you.

     Barnes takes Norman aside.

                          BARNES
               Look, you haven't talked to anybody about
               this, have you?

                          NORMAN
               Well, I talked to the helicopter pilot.

                          BARNES
               What'd you tell him?

                          NORMAN
               What did I tell him. I told him I was
               here to see the plane crash.  That's my
               job.

     Barnes chews this over thoughtfully...

                          BARNES
               The plane crash.  Good.

                          NORMAN
               There was no plane crash?

                          BARNES
                   (confidentially)
               Spacecraft.

                          NORMAN
               Spacecraft?  I guess that explains a lot.
               NASA?

                          BARNES
               That doesn't surprise you?

                          NORMAN
               Well at least it explains the secrecy.

                          BARNES
               The secrecy's critical, Norman.  You made
               that explicit in your report.

                          NORMAN
               What report?

                          BARNES
               The ULF.

                          NORMAN
                   (remembering)
               I wrote that for the Bush Administration.

                          BARNES
               And that's our Bible here.  Every jot and
               tittle.

                          NORMAN
               But that was a report about a possible
               encounter with an alien being.

     Norman laughs nervously, looks at Barnes.  Barnes isn't
     laughing.  Suddenly Norman isn't laughing either.

                          BARNES
               You want to come with me?

                          NORMAN
               Oh, boy.

                                                            CUT TO:

     INT. BRIEFING ROOM - LATER

     A video image of SEAMEN aboard a telephone-cable ship showing
     the sheared fiber optic cable to the camera as Barnes, laser
     pointer in hand, delivers a briefing.

                          BARNES
               About three weeks ago, a ship laying
               fiber optic cable between Honolulu and
               Sydney hit an obstruction a thousand feet
               underwater.  Cut the cable clean as a
               shears.  The Navy got interested -- sent
               out a search ship.

     ANGLE ON BETH

     As she watches... SUPERED below:

     DR. BETH HALPERIN:  PHYSICIAN/BIOLOGIST

     ANGLE ON HIGH-RESOLUTION TV IMAGE

     A sonar image of an enormous triangular fin jutting abruptly
     from a ridge of coral...

                          BARNES
               ... Turns out what did it was this -- We
               took this with the side-looking sonar --
               an aerodynamic fin longer than a football
               field.  Bigger than any known wingspan.

     ANGLE ON TED

     As he watches.... SUPERED below:

     TED FIELDING:  ASTROPHYSICIST

                          TED
               You have any idea what it's made of?

                          BARNES
               We sent the SCARAB robots to snip a piece
               out of it...

     ANGLE ON MICROSCOPE IMAGE

     of the composition of the fin...

                          BARNES
               It's a titanium alloy in an epoxy/resin
               honeycomb.  It's more sophisticated than
               anything we can duplicate.

                          TED
               The Russians don't have anything like
               this?

     ANGLE ON SONAR IMAGE

     This one composed of fine dots.

                          BARNES
               You tell me.  That's the fuselage. Ultra-
               high-res S.L.S. bottom scan, came in a
               week ago.  There it is...buried under
               about eight yards of coral.

                          BETH
               There's something wrong with that
               measurement.  Pacific coral grows at a
               rate of an inch a year.  You can set your
               watch by it.

                          BARNES
               That's right.

                          BETH
               So, you're saying the spacecraft crashed
               in the year...

                          HARRY (O.C.)
               1709.

     They all turn in the direction of the voice...

     REVERSE ANGLE ON HARRY ADAMS

     As he watches, bemused, from a chair in the corner, his
     fingers forming a steeple.  A black man with a dour manner
     and lightning eyes, Oxford shirt and chinos. SUPERED BELOW:

     "HARRY ADAMS:  MATHEMATICIAN."

                          BETH
               You're saying this spacecraft crashed
               three hundred years ago?

                          HARRY
               Two hundred and eighty-eight.

                          BETH
               But that's impossible.

                          BARNES
               It's not impossible if this spacecraft
               came to earth from an alien civilization.

     A long beat of wonderment...

                          TED
               You think this is an alien spacecraft?

                          HARRY
               You see, it's not impossible. It's
               ridiculous.

                          BARNES
               We believe this spacecraft contains an
               unknown life form. That's why you're
               here.  You're the human contact team
               recommended in the Goodman Report.
                   (gestures to each)
               We have a biochemist to assess the
               physiology of the Unknown Life Form, we
               have a mathematician, because that'll
               probably be our common language... and we
               have an astrophysicist to locate its
               place in the cosmos.

                          HARRY
               Led by a psychologist.

                          BARNES
               That's right.

                          HARRY
               That's what the little green men say
               nowadays?  'Take me to your therapist'?

     Norman bites his tongue.  He's used to it.  Barnes refers to
     his copy of The Goodman Report...

                          BARNES
                   (reading)
               'Contact teams meeting an unknown life
               form, or U.L.F., must be prepared for
               severe psychological impact. Stress
               reaction when confronted by unknown life
               has not been sufficiently studied and
               cannot be entirely predicted in advance.
               But the most likely consequence of
               contact is absolute terror.'
                   (beat)
               That's from Norman's report.

                          TED
               I'm sorry...are these parameters correct?

                          BARNES
               Yup.

                          TED
               So, you're saying you have a fuselage
               from a spacecraft over a half-mile long
               that crashed in the ocean three hundred
               years ago, and it's completely intact?

                          BARNES
               That's right, and the kicker is, our
               sonar's picking up a low hum.
               Something's still running inside.

     A beat as they all look at each other...

                          HARRY
               Hold on a second.  There's no way that
               coral could've grown faster than an inch
               a year?

                          BETH
               No.

                          TED
               Well, that's why we're going down there
               to see, isn't it?

                          HARRY
               Who said we're going down there?

                          TED
               Are you kidding?  This is the greatest
               scientific discovery since Copernicus!
               Bigger than Copernicus!  The idea that
               we're not alone?  It'll change
               everything. We have physical evidence
               that there's extra terrestrial life.  You
               don't want to see that?

                          HARRY
               This is not an equation that needs to be
               solved. No.

                          NORMAN
               Harry's got a point. I'm not too sure
               about this idea of going down a thousand
               feet either.

                          BARNES
               How deep have you been, Norman?

                          NORMAN
               I can snorkle ten to fifteen feet.

                          BARNES
               Good.  You do that, and I'll take care of
               the rest.

                          HARRY
               I have got to say, I resent this briefing
               very much.

                          TED
               Oh, Jesus!

                          BARNES
               Why is that, Harry?

                          HARRY
               Did you decide you have to break the news
               to us gently?

                          BARNES
               What news?

                          HARRY
               About the door.

                          BARNES
               Harry, we have divers cutting through
               excavation trenches as we speak,
               searching for that door.

                          HARRY
               You know exactly where the door is, am I
               right.  Am I right?

                          BARNES
               You're right.

                          HARRY
               One other thing. If Norman's report calls
               for a biologist, a mathematician, an
               astrophysicist, and a psychologist...
               then why are you here?

         Barnes grins enigmatically.

                          BARNES
               I'm not here.
                   (he turns)
               Physical protocols begin in half an hour.

     He leaves.

                          HARRY
               He's not here.  What the hell does that
               mean?

                          NORMAN
               Harry, I'm impressed.  You knew he
               wasn't telling the truth about the door.
               How did you know that?

                          HARRY
               Oh, there's lots of things he's not
               telling us about.  He's not telling us
               any of the important things.

                          TED
               Like what?

                          HARRY
               You wouldn't believe it if I told
               you...but you'd probably publish it.

                                                            CUT TO:

     INT. SHIP - SICK BAY - LATER

     NORMAN AGAINST A WHITE BACKGROUND.

                          MEDIC (O/C)
               Do you wear glasses all the time?

                          NORMAN
               I just started wearing these...er...

                                                            CUT TO:

     TED AGAINST A WHITE BACKGROUND.

                          TED
               ...Why? Are the glasses a problem?
               Because I don't actually need them.
               Clinically speaking they're just for
               reading.  They're more of a crutch
               really.
                   (takes off glasses)
               I see fine without them.

                          MEDIC O/C
               Could you read the fifth line please.

                          TED
               Sure.
                   (beat)
               From here?

                                                            CUT TO:

     NORMAN AGAINST A WHITE BACKGROUND.

                          NORMAN
               They said there was no problem, but they
               didn't anticipate that I would be going a
               thousand feet under the water.  I find it
               interesting that a part of me wants to
               find a way to get out of this, and
               another part of me is not trying to get
               out of it.

                          MEDIC O/C
               Does this concern you?

                          NORMAN
               Going down a thousand feet under the
               water where no fish live but that's where
               you want to send me? Mildly.

                                                            CUT TO:

     BETH AGAINST A WHITE BACKGROUND.

                          MEDIC O/C
               Do you take any prescription medication?

                          BETH
               No.

                          MEDIC O/C
               None whatsoever?

                          BETH
               You know once in a while...sometimes I
               might take like a piece of Xanax or
               something ...if I'm nervous. Something
               like that.  Not...much.

                                                            CUT TO:

     HARRY AGAINST A WHITE BACKGROUND.

                          MEDIC O/C
               Would you consider yourself in good
               physical condition?

                          HARRY
               Yeah.

                          MEDIC O/C
               According to your doctor, in 1990...

                          HARRY
               Wait a minute -- you talked to my doctor?

                                                            CUT TO:

     NORMAN AGAINST A WHITE BACKGROUND.

                          NORMAN
               What do you mean, I'm off the graph?  I
               mean, is that a problem?

                                                            CUT TO:

     HARRY AGAINST A WHITE BACKGROUND.

                          HARRY
               Knee surgery.  Complete reconstruction of
               ACL right knee.  Still have a steel pin
               here...
                   (points to areas in leg)
               ...steel pin up here...little medial
               collateral damage.

                                                            CUT TO:

     TED AGAINST A WHITE BACKGROUND.

                          TED
               I just take over the counter
               antihistamines.  I have some allergies.
               Not to water, which is good.

                                                            CUT TO:

     HARRY AGAINST A WHITE BACKGROUND.

                          MEDIC O/C
               Do you feel comfortable about this dive?

                          HARRY
               No.  Hell, no!  I don't feel comfortable
               about this dive.  Why would I?  It's not
               something I do on a normal basis.

                                                            CUT TO:

     INT. CLASSROOM - LATER

     Norman struggles to stay awake as a DIVE INSTRUCTOR
     drones.

                          DIVE INSTRUCTOR
               Let me remind you of a few points. This
               will be a saturation dive. You're going
               to be taken to a Habitat at a thousand
               feet. We have an atmosphere of 21% OT and
               79% Nitrogen, which means that the PO2
               would be .21 and .79.  In this case we
               will be compressing on HE.

     ANGLE ON HARRY, TED, BETH AND NORMAN as the Dive Instructor
     continues.

                          DIVE INSTRUCTOR (CONT'D)
               Compression to a thousand feet will then
               occur, using pure helium. As you
               compress, you will experience a warming
               of the environment and you can also
               expect to experience High Pressure
               Nervous Syndrome.  HPNS is manifested by
               trembling, feelings of confusion,
               disorientation and possible
               nausea.

                          NORMAN
               I got that now.

     The Dive Instructor drones on.

                          DIVE INSTRUCTOR
               These symptoms should subside after a
               short time on the bottom.
               You will also notice marked voice change
               as the PPHE increases.

                                                            CUT TO:

     EXT. SUBMARINE - CLOSE ON NORMAN - DAY

     Peering up through the dome of the submarine as it drops away
     from the mother ship and descends...

                                                            CUT TO:

     INT. SUBMARINE - LATER

     Norman takes a seat inside the cramped sub.

                          NORMAN
               Sit anywhere?

     The rest of the team sits, knee-to-knee.  Ted sweats
     profusely.

                          NORMAN (cont'd)
               Everybody happy?

     Barnes sits alongside a PILOT in the sub's cockpit, separated
     by a wall of Plexiglas.

                          BARNES
                   (over intercom)
               The descent will take about thirteen
               minutes descending at a rate of eighty-
               feet per minute.  It'll get a little
               chilly.  Try and relax.

     The sub rocks a little.

                          NORMAN
               Next time, just tell us when you're going
               to push the button.

     Barnes flips a switch and a MOZART HORN CONCERTO BLARES
     cheerily on the PUBLIC ADDRESS... Harry ties his shoes.

                          HARRY
               Mozart.  Horn Concerto in E Flat. K-447.

                          BETH
               I'm surprised to see you here, Harry.

                          HARRY
               Everybody went down but Harry -- written
               down in some secret government file
               somewhere.

     Harry turns to Ted, shivering in a cold sweat of nerves...

                          HARRY
               How you holding up there, Captain
               Nautical?

                          TED
               I'm loose.

                          HARRY
               You're loose?

                          TED
               I'm loose.  I'm loose.

     Then the sub lurches suddenly...

                          TED
               I'm a little uptight...What was that?

     The sub rocks again.

                          NORMAN
               Are we okay?  Why don't I have a
               seatbelt?

     Barnes' VOICE INTERRUPTS the MOZART.

                          BARNES
               Oh, shit!

                          BETH
               Shit?

                          TED
               What was that?

                          BARNES
                   (over intercom)
               We had a little flame out. But don't
               worry, we'll ride this current until we
               get power back.

                          TED
               Did he just say we lost power?

     The group contemplates this as the Mozart cheerily resumes.

                          NORMAN
               Flame out?  What's a flame out?

                          BARNES
               Don't worry about it.  We're in the river
               now.

                          NORMAN
               What river?

                          BARNES
               It's a temperature salinity differential
               that flows like a river inside the ocean.

                          NORMAN
               We're in the middle of the ocean under
               the ocean and there's a river?

                          BARNES
               That's right.

                          NORMAN
               You couldn't tell us that when you de-
               briefed us?

                          BARNES
               Need to know.

                          BETH
               It's a good thing, Norman.

                          NORMAN
               It just, you know...lessens the stress
               response -- the more you know in front.

     Ted is looking very tense.

                          NORMAN (cont'd)
               You okay, Ted?

                          TED
               No, I'm not okay.

                          NORMAN
               Look at me.

     Beth tries to soothe Ted. He gets more tense.

                          NORMAN (CONT'D)
               Maybe you shouldn't touch him, Beth.
                   (to Ted)
               Just look at me.  I want you to breathe.
               Just look at me.  You want to take a
               breath.  On the count of three...one...

     Ted breathes.  Harry begins to hum.

                          TED
               You're not breathing either, Norman.

                          NORMAN
               I know I'm not breathing.  We're going to
               breathe together, okay? We're both
               nervous, yes?  Breathe in through your
               nose...one, two, three and out.  It's
               just a stress response.  Out.

                          BETH
               You're not giving birth here, Ted.

                          NORMAN
               In and out...two...three...four...

     Ted and Norman exchange a smile.  Harry's humming gets
     louder.

                          TED
               Would you cut that out please, Harry?

                          NORMAN
                   (to Ted)
               You're having a stress reaction.  That's
               Harry's stress reaction, okay?  A bunch
               of adolescents here.

     Beth is holding onto Ted's hand.

                          BETH
               Okay, man?

     She lets go of his hand.

                          TED
               Thank you, that's better. I'm better.

     He laughs with relief.

     The sub continues to descend.

                          NORMAN
               Those noises we're hearing, that's
               normal?

                          BARNES
               Those noises are the pressure of the
               water attacking the integrity of the sub.

                          BETH
               You know a little something about that,
               don't you? Norman? How the pressure can
               attack your integrity?

                          NORMAN
               Come on...be nice this trip.

                          BETH
               Were you nice last time?

                          TED
               You two want to sit together?

     Norman wipes sweat off his brow.

                                                            CUT TO:

     EXT. OCEAN - LATER

     The sub descends into the gloom... Not much light down
     here... In the distance, the shadowy monolith of the tail fin
     looms, like some ancient misplaced totem.

                                                            CUT TO:

     INT. SUB - LATER

     Ted peers out of the porthole.  Then his jaw drops.

                          TED
               My God!  C'mere -- look at this!

     Ted gestures to Norman, and Norman joins him. Peers out...

     THEIR POV

     Emerging INTO VIEW from behind a ridge...

     THE HABITAT

     A visually breathtaking network of cylinders and domes, in
     yellow steel and glass, lit up from inside and out -- like a
     vast underwater sculpture -- as fish dart around it...

     BACK ON NORMAN AND TED

     as Barnes comes over the intercom...

                          BARNES
                   (over intercom)
               That's the habitat.

                          TED
               It ain't the Motel 6.

                                                            CUT TO:

     EXT. HABITAT - SAME TIME

     The sub nestles beneath the imposing structure... a HYDRAULIC
     HISS as the sub's hatch connects with the airlock...

                                                            CUT TO:

     INT. VIDEO ROOM - SAME TIME

     JANE EDMUNDS, the unit archivist, monitors the video feed. A
     video image appears of the team entering through the hatch to
     the moon pool.

                          EDMUNDS
               They're here.

                                                            CUT TO:

     INT. HABITAT MOON POOL - SAME TIME

     The team crawls through the narrow hatch...

                                                            CUT TO:

     INT. MOON POOL ROOM - LATER

     The team are squeezed face-to-face in a cold steel-walled
     chamber...Barnes stands outside and talks to them over an
     intercom.

     Then a scary HISSING sound as GAS under pressure enters the
     chamber.

                          BARNES (V.O.)
                   (over intercom)
               Alright. We're gonna pressurize you now.
               I know it's hot in there, but you're
               going to feel coolness.  That's the
               helium.

                          NORMAN
               Helium?

                          TED
               Was I the only one paying attention?

     Ted is so captivated by his pompous explanation that he
     doesn't realize his voice is getting higher and
     squeakier...In fact, all of their voices have been distorted
     by the helium.

                          TED
               Oxygen is a corrosive gas in the same
               family as chlorine and fluorine.
               Hydrochloric acid. Hydrofluoric acid.

     Everyone's smirking at Ted's seriousness and his squeaky
     voice.

                          TED (cont'd)
               Essentially that's why we're breathing
               helium down here because oxygen at any
               level higher than 2.3 becomes toxic.

                          NORMAN
               Can you run that by me again, Ted.  I
               don't speak fluent balloon.

     Everyone laughs -- a squeaky, high-pitched helium laugh...

                          TED
                   (off their laughter)
               Yes...that's my voice.  The helium
               resonates differently with my vocal
               cords.

                          BETH
               Wait a second...

                          HARRY
               Follow the yellow brick-road...

                          BARNES
                   (intercom)
               Alright, kiddies, cut it out.  The voice
               regulators are behind you. Put 'em on.

                          NORMAN
                   (helium voice - to Beth)
               How do you like it?

                          BETH
                   (helium voice)
               It's nothing compared to the drugs I've
               done.

     Everyone laughs - helium laughs.

                                                            CUT TO:

     EXT. HABITAT - POV FROM FIN OF SPACECRAFT - SAME TIME

     And the dim sounds of the LAUGHTER inside... As if someone is
     watching...listening... and the habitat is a craft full of
     aliens.

                                                            CUT TO:

     INT. HABITAT - VIDEO ROOM - LATER

     TEENY FLETCHER, a gruff O.S.S.A. lifer in her late 30s, works
     the controls (joystick, slide switches) for a remote
     robot... Jane Edmunds monitors the video feed.

     ANGLE ON TEAM

     Clustered around, watching... They all now wear talkers
     around their necks that normalize their speech.

                          BARNES (V/O)
               Change the angle - different plane.

     ANGLE ON MONITORS

     A large hole has been excavated through the coral, revealing
     what appears to be a door in the spaceship beneath... As
     Teeny manipulates the joystick, a suction arm emerges from
     the robot, latches onto the door...

                          FLETCHER
               Alright.

                          BARNES
               Get the plane...get the suction plane
               flat.

                          FLETCHER
               This has been a little difficult, sir.

               No, no...you're doing good.  Keep the
               rubber plane flat.

     Fletcher continues to manipulate the robot.

                          FLETCHER
               There we go.

                          BARNES
               Rotate the clamp.

                          FLETCHER
               Come on!

                          BARNES
               No, other way.

                          FLETCHER
               Okay.

     Ted is playing with his "talker" - the black box around his
     neck that regulates his voice.

                          TED
               I can't believe these things...mmmmmm
                   (starts to sing in helium
                    voice)
               "Ole man river......that ole man
               river...."

                          BARNES
               Turn it to forty five degrees.

                          TED
               Mmmmmm....
                   (replaces "talker")
               I'm back.

                          BETH
               Is that the door?

                          BARNES
               Looks like it.  We did sonar imaging of
               the interior compartments.  That's our
               best bet.
                   (to Fletcher)
               Damn it!  It won't budge will it?


                          HARRY
               Has it occurred to anyone that maybe we
               shouldn't open that door?

                          NORMAN
               Why do you say that?

                          HARRY
               We always assume these creatures will be
               green, or insect-like, but basicaily
               human.  But what if they inhale air and
               exhale cyanide gas?  It's perfectly
               plausible.

                          BETH
               Or live forever -- like a virus. Or a
               yeast.

                          NORMAN
               Why would you assume that an unknown life
               form would want to kill us?

                          HARRY
               A creature that can't be killed wouldn't
               think killing was right or wrong.  They'd
               simply have no concept of it.

     Ted noses up to the monitor, getting in everyone's way.

                          TED
               How tall is that robot?

                          FLETCHER
               Five feet.

                          HARRY
               Instant extinction.  It's what all the
               serious scientific literature is about --
               what little there is on the subject.
                   (to Norman)
               That is in your report, isn't it, Norman?

                          NORMAN
               It's in there.

                          BARNES
                   (to Fletcher)
               Put some suction in it.  Is that piston
               broken?

                          TED
               That's roughly the same size as an
               airplane door, isn't it?

                          BARNES
               Excuse me, Ted.

                          TED
               I just think that's worth taking note of.
               Don't you?

                          BARNES
               Ted!
                   (to Fletcher)
               Knock the suction up to point-four.

                          TED
               Look at how clumsy this thing is.  Three
               million dollars worth of technology and
               it can't open a door.

                          BARNES
               Alright, Ted!

                          FLETCHER
                   (through her teeth)
               There's nothing clumsy about the robot.

                          TED
               I'm sorry.  All I'm saying is I think any
               one of us could do better with a crowbar.

                          BETH
               Any one of us, Ted? Which any one of us
               would that be?

                          TED
               Okay, okay...I admit it. Nothing wrong
               with a little glory in the name of
               science?  Jesus!

     CLOSE ON BARNES

     as he looks at the robot flailing impotently at the door...
     Then looks at the team.

                          FLETCHER
               We're not going to be able to control it
               from here, and all the divers have pulled
               out.

                                                            CUT TO:


     INT. SUIT ROOM - LATER

     Lockers with nameplates for the team... Inside each, a diving
     suit and helmet... Heavier than scuba gear -- more like
     spacesuits.  The team sets about changing into them.

                          NORMAN
               I'm not too thrilled at the prospect of
               this, you know.

                          BETH
               You know what, Norman...don't think of it
               as swimming, think of it as walking.

                          NORMAN
               The walking part I can do, it's the
               underwater part.  You drown underwater.
                   (adjusting equipment)
               If I break anything, does that mean I
               don't have to go?

                          TED
               What if I have to go to the bathroom?

                          HARRY
               Just go down your leg, Ted.

                          TED
               Really?  You can urinate in these?

                          HARRY
               You can.  Question is, would you want to?

                          NORMAN
                   (looking at helmet)
               Where's the switch?

                          BETH
               Okay, let's go.

                                                            CUT TO:

     INT. MOON POOL ROOM - LATER

     Barnes opens a hatch to the ocean, kept at bay by the
     positive pressure in the airlock room.  Suited up, the team
     jumps through the hatch and down to the ocean floor.

                                                            CUT TO:

     EXT. OCEAN FLOOR - CONTINUOUS

     Norman emerges from a cloud of bubbles onto the ocean floor,
     kicking up sand and clouding up the already murky view...

     NORMAN'S POV

     The LABORED sound of Norman's BREATHING as we look out from
     inside his helmet.

                          BARNES
                   (over intercom)
               Alright, Fletcher.  We're at one thousand
               and twenty two feet, ambient temperature
               thirty four degrees, heading out north,
               north west three thirty.  It's a firm
               bottom, intermittent coral.

     Norman turns and sees a blinding light... shields his eyes --
     it's the light on Harry's helmet.

                          HARRY
                   (over intercom)
               Norman, your light's off again.  Try the
               switch at your waist.

     INSERT - NORMAN'S GLOVE

     As he fumbles with the switch on his waist... His helmet
     light flashes on...

     WIDER

     The team makes its way across the ocean floor, their helmet
     lights sweeping the foggy bottom like headlights...

                          BETH
                   (over intercom)
               This is great you guys.  Wow!
                   (beat)
               Hey, Norman.  You know, a space launch
               costs a hundred million dollars.  You
               could come down here once a day every day
               for fifty years for that.  The ocean is
               the oldest living environment...so much
               older than the land, yet we don't know
               anything about it.

     BACK ON NORMAN'S POV - LONG, HIGH WIDE SHOT

     He can barely make out the others... This is a long way from
     sherry at the faculty club. Then he HEARS...

                          BETH
                   (over intercom)
               Oh, my God!

                          TED
                   (over intercom)
               Look at the size of that thing.

                          BARNES
                   (over intercom)
               You see that tunnel...we go there.
               That's the "heart of darkness".

     They continue across the ocean bottom.

                          BARNES (cont'd)
                   (over intercom)
               We're in the coral pipe now, approaching
               the airlock.

                          NORMAN
                   (over intercom)
               I'm feeling pressure in my ears, is that
               normal?

                          BETH
                   (over intercom)
               Just use your equalizer.

     Norman adjusts his equipment.

                          NORMAN
               A little better.

                          BETH
               You know, the most toxic creatures on
               earth live down here.  The venom of a
               land animal is nothing by comparison.
               Even the weakest sea snake is inveritably
               lethal.

                          NORMAN
                   (over intercom)
               Is that supposed to make me feel good,
               Beth?

                          HARRY
                   (looking at coral)
               Amazing.  This stuff only grows an inch a
               year?

                          BARNES
               Airlock's in sight now.

                          TED
                   (re: spacecraft)
               This thing is enormous.

     Norman looks up...

     LONG, HIGH, WIDE SHOT - THE TEAM

     As their little helmet lights sweep up towards...

     SPACECRAFT
         
     Buried under a mountain of coral, it's about as big as an
     airport terminal.  With the titanium fin looming beyond...

     ANGLE ON BARNES

     Near the entrance -- carved through the coral and lit by
     tiny hanging bulbs.  Barnes waves them on and they follow him
     down.

                          BARNES
               This is our airlock.  It'll take us from
               a wet to a dry environment.  We're
               assuming the inside of the ship is
               sealed.

     ANGLE ON NORMAN

     as he descends awkwardly, grabbing clumsily at the bulky iron
     pitons drilled into the coral walls... till he reaches...

     PORTABLE AIRLOCK

     A large Plexiglas tube reinforced with steel struts, butted
     against the door of the spacecraft.  Norman and the rest of
     the team enter.  Barnes seals it shut...there's a rush of
     incoming gas which pushes the water out...

     CLOSE ON NORMAN

     as the water recedes down past his face-plate... Then he and
     the rest of the team turn toward...

     DOOR

                                                            CUT TO:         

     EXT. SPACECRAFT/INT. PORTABLE AIRLOCK - LATER

     Barnes labors over the robot, the innards exposed, with an
     Allen wrench, Ted hovering over him.

                                                            CUT TO:

     INT. VIDEO ROOM - SAME TIME

     Fletcher watching the team on the bank of videos.

                          FLETCHER
               Alright.  What's happening here guys?

                                                            CUT TO:

     EXT. SPACECRAFT/INT. PORTABLE AIRLOCK - SAME TIME

     Barnes struggles with the robot.

                          BARNES
               Put a light in the digit, Norman.

     Norman shines his flashlight inside the robot hand.

                          BARNES
               Yeah...maybe it's the hydraulics. The
               pressure messes everything up at this
               depth.

     In frustration, Ted grabs a hammer from Barnes' tool kit.

                          TED
               Time for a demonstration in basic
               physics, gentlemen.

     He goes to the door and bangs on it...

                          BETH
               What is this, a pinata party?

                          BARNES
               No.  Dr. Fielding is demonstrating
               advanced applied physics for us.

     ANGLE ON HARRY

     as he notices something... moves toward the door... runs his
     finger along the edge... Norman moves alongside him...

                          NORMAN
               What is it, Harry?

                          HARRY
               Take a look.

     Norman looks closely at the door.

                          HARRY (cont'd)
               It's chipped.

     Then the others gather around them.

                          BARNES
               It's chipped.  So what?

                          HARRY
               I thought you said there was no damage in
               the crash.  That this titanium alloy was
               super-strong, there was no way you could
               hurt it.

                          BARNES
               I did.

                          HARRY
               But it gets chipped just from some
               scientist whacking on it with a hammer?

     ANGLE ON BETH

     As she feels the door with her palms...

                          BETH
               Is there heat coming off this thing, or
               is it just happy to see me?

                          BARNES
               Get away from there, Beth.

                          BETH
               Just one minute.

                          BARNES
               I said back off!  Now!

     Barnes yanks Beth roughly and shoves her aside.  Angry,
     she glares at him.  The door starts to RUMBLE...Barnes
     unstraps a weapon... Then the door opens... revealing
     blackness inside.

                          HARRY
               Is anyone else here wondering who opened
               the door?

                                                            CUT TO:

     INT. VIDEO ROOM - SAME TIME

     Fletcher at bank of videos.

                          FLETCHER
               Yeah.  I'd like to know who hit the
               button too.

                                                            CUT TO:

     EXT. SPACECRAFT/INT. PORTABLE AIRLOCK - SAME TIME

     Norman and Harry exchange a look.  Then, ever so cautiously,
     Norman moves in, followed by Ted, Harry, Beth and Barnes who
     closes the door behind them.

                          TED
               How did that happen?

                          BARNES
               I'm not sure about the atmosphere.
               Helmets stay on.

                          TED
               We come in peace.
                   (to Harry)
               I always wanted to say that.
 
                                                            CUT TO:

     INT. SPACECRAFT - SAME TIME

     Norman enters, his helmet light leading the way...He
     realizes he is walking along a five-foot wide catwalk...

     NORMAN'S POV

     as his helmet light sweeps forty feet down into the maw of
     the craft, a dense web of struts and buttresses...Beth heads
     along a separate path of the catwaik...Looks down. Stops.

     BETH'S POV

     as her helmet light sweeps the path...footprints.

     BACK TO SCENE

                          BETH
               Somebody's been here.


                          HARRY
               What?

                          BETH
               Yeah.  There's footsteps, and they ain't
               ours.

     Harry joins her.  Looks down.  Then Norman joins them.

                          HARRY
               What do you say, Norman? Time to turn
               around?

                          NORMAN
               I'm a little curious.

                          BARNES
               Let's break up into two squads. We'll
               never cover the ground otherwise.

                          HARRY
               Split up?

                          TED
               He's got a point.  We've got maybe a half-
               hour of gas left.

                          BARNES
               Ted and Harry you come with me.  Beth and
               Norman stick together. Come on.

                          HARRY
               I think the people who built this place
               would call that divide and conquer.

                          NORMAN
               Whoever built this thing wanted us dead,
               we'd be dead already.
                   (beat)
               As a matter of deductive logic, Harry.

                                                            CUT TO:

     INT. SPACECRAFT - LATER

     Barnes, Harry and Ted move ahead, their helmet lights
     sweeping the surfaces and structures of the craft -- both odd
     and oddly familiar.  Barnes inspects one of the girders with
     his gloved fingers, then whacks it with the crowbar.

                          BARNES
               Look at this, Harry...cross-stress
               bracing for the outer hull.  Tremendous
               support along all axes.  This is
               interesting.  This material -- strong and
               soft at the same time. Better than
               rubber, better than steel.
                   (off insulation)
               Heck of a lot of radiation shielding.
               Wonder what that's for?

                          HARRY
               You seem to know a lot about this.

                          BARNES
               Huh?
                     (beat)
               Yeah, I, uh, studied aeronautical
               engineering at M.I.T.  Isn't that where
               you got your Ph.D.?

                          TED
               Where I got mine.  All three of them.
               A regular hotbed of academic envy though.

                          HARRY
               Ain't that the truth. I hated M.I.T.

                          TED
               Envy?

                          HARRY
               Puberty.

                          TED
               Puberty?  How old?

                          HARRY
               First Ph.D, eighteen.

                          TED
               Damn!  One year, Harry.  You beat me by
               one year, Harry.

                          HARRY
                   (singing)
               "What a difference a year makes...."

                          TED
               Where'd Dr. Halperin get her Ph.D.?

                          BARNES
               On her knees, is what I'd guess.

                          HARRY
               You might be underestimating her.

                          BARNES
               Oh, yeah?
                   (beat)
               Let's push on.

     ANGLE ON TED

     as he looks around for a place to sit.

                          TED
               Man.  They didn't tell you how heavy
               these things were out of water.

     He finds a box.  Brushes the silt off the top.  Double-
     takes...

                          TED
               What the hell --
                   (to others)
               Come here -- look at this!

     Barnes and Harry join him.  Peer down with their head-
     lamps...

     INSERT - BOX

     Where Ted brushed the silt off, it reads, "TRASH/BASURA".

                          BARNES
                   (reading)
               'Trash/Basura'?

                          HARRY
               Trash?

                                                            CUT TO:

     INT. SPACECRAFT - HALLWAY AND ELEVATOR - SAME TIME

     Norman and Beth move through the craft.  Beth finds a door
     with a control button.

                          BETH
               What do you think?

     Norman shrugs.  Beth moves to press the button.  Norman stops
     her.

                          NORMAN
               Listen, Beth, I've got a dilemma. I have
               to tell you something about the report.

                          BETH
               Okay.

                          NORMAN
               You know, I needed the money.  Ellen
               wanted to buy a house and I was broke --
               the divorce had cleaned me out... These
               guys show up with a federal grant to
               study the psychological effects of an
               alien invasion --

                          BETH
               What are you saying, Norman?

                          NORMAN
               I mean...I needed money to buy a house.

                          BETH
               Uh, huh...

                          NORMAN
               So I made it up.

                          BETH
               You made what up?

                          NORMAN
               I made up the report.

                          BETH
               You made up the report?

                          NORMAN
               Not all of it. I mean, I did research
               on half of it.

     Beat.

                          BETH
               Well, who did the other half?

                          NORMAN
               I borrowed from, you know, good writers.
               Isaac Asimov...Rod Serling.

                          BETH
               Rod Serling?  This isn't the Twilight
               Zone, Norman, and I can't change the
               channel, so what do you want me to do
               now?

                          NORMAN
               I'm just telling you, Beth.  I mean, who
               the hell would think that anyone would
               ever read those government reports?
               What's the odds of it? You know what I
               mean? I show up and I've got half the
               Pacific Fleet here. I didn't know what to
               do. I just wanted to tell you, that's all.

     Beat.

                          BETH
               Would this fall under the same category
               as "Gee, Beth, I thought you knew I was
               married?"

                          NORMAN
               Boy, you don't forget, do you?  I don't
               think we have enough oxygen to talk this
               through now.

                          BETH
               I don't think there's nough oxygen to
               talk this through...ever.

     Beth angrily presses the button and she heads inside, then
     stops.  Norman tentatively follows her.  Suddenly they're
     elevated with a fast jolt.  Beth screams.

                          NORMAN
               Who pushed the button?  Did you push
               something?

                          BETH
               No.

     INT. SPACECRAFT - FLIGHT DECK

     Norman and Beth arrive at the flight deck. It is extremely
     dark.  They discover a large, contoured console -- but with
     no instrumentation of any kind. Norman feels his way around
     what seems to be a leather chair...

                          NORMAN
               This must be the cockpit. Hold
               on...here's a chair.

     He sits down.

                          NORMAN (cont'd)
               You know, this is fairly comfortable.

                          BETH
               Norman, do you hear a kind of gurgling
               sound?

                          NORMAN
               Gurgling... Aaaaargh!

     Suddenly the chair grabs him... Squeezing his shoulders,
     grabbing his hips, wrapping around his head... as if it was
     swallowing him... Beth screams.

                          BETH
               Norman!

                          NORMAN (cont'd)
               Oh, yeah.  You know, they're seatbelts.

     CLOSE ON NORMAN

     As he disappears into the chair... Being swallowed up by it.
     Beth screaming, "Norman! Norman!" And then it stops.

                          NORMAN
               I'm okay.

     Then a loud WHIR as the CHAIR snaps forward, zooms up tight
     to the console.

                          NORMAN (cont'd)
               Er...Beth, I could use a little
               help.  Beth.

     CLOSE ON NORMAN

     He maintains his composure by dint of will.  Then his face is
     bathed in a soft Christmastime glow of colored lights.

                          BETH
               Norman!  Norman!

     He gestures down with his eyes.  She follows his gaze...

     ANGLE ON CONSOLE

     As it begins to take on depth... The instrumentation is
     somehow within the surface of the console, like a hologram...
     "POS THRUSTERS"... "F3 PISTON BOOSTER".."GLIDER".."SIEVES"...

                          NORMAN
               Beth, you still with me?

                          BETH
                   (reading)
               Yeah.  The symbols...the symbols are in
               English.

                          NORMAN
               English?

                          BETH
               Yes, English.  Our mother tongue.

                          NORMAN
               There must be an explanation.

                          BETH
               Well, there's something weird going on
               here, Norman.  There's something Barnes
               isn't telling us.

                          NORMAN
               Well, Beth, while you're ruminating, do
               you think you can find the chair release
               button.

                          BETH
               Oh!
                   (reading)
               Ignition...

                          NORMAN
               No, not that one.

     Beth explores the console.  Finds the appropriate control.
     Touches it.

                          BETH
               Here.  This is it, I think.

     The chair unwraps around Norman.

                          NORMAN
               There you go.

     Norman relaxes.  Beth turns and sees that the chair beside
     Norman has opened as well. And there's a skeleton in uniform
     inside it.

                          BETH
               Aaaargh!

                          NORMAN
               Oh, God!

     Beth examines the skeleton with her scientific sangfroid.

                          BETH
               Jesus!  It's human.

                          NORMAN
               You mean humanoid?

                          BETH
               No, Norman.  I mean human.
                   (off skeleton)
               Blunt force trauma. You can see by the
               direction that the fracture runs, that he
               was hit in the back of the head.

                          NORMAN
               What's in his hand?

                          BETH
               I don't know.

     Norman takes a small package from the skeleton's hand.

                          BETH
               What is it?

                          NORMAN
               Smokehouse almonds?

     They look at each other a beat.

                          BETH
               My God -- it's an American spaceship.

     They exchange a look as they absorb this stunning revelation.

                          NORMAN
               It can't be an American spaceship. It's
               three hundred years old. There weren't
               even Americans, let alone spaceships.

                          BETH
               Well, it can't be, but it is.

                          NORMAN
               Okay.  Let's see if there's some kind of
               flight recorder or data computer that we
               can ring up a flight history.  Just punch
               punch... punch... punch something!

                          BETH
               Alright.  Let me try this thing again.

     Beth touches the console...

     ANGLE ON THEIR FACEPLATES

     As data starts to spool out on the console... RV-LHOOQ...
     DCOMl... ASSIMILATING DATABASE...

                          BETH
               Alright.  Look at this.  Okay, good.
               Here we go.

     ANGLE ON CONSOLE

     As Norman punches another button...

     FLIGHT DATA ENTRIES

     FDS 01/01/43-12/31/45

     FDS 01/01/46-12/31/48

     FDS 01/01/49-12/31/51

     FDS 02/01/56-UNKNOWN ENTRY EVENT

                          NORMAN
               Look at the dates. That can't be --

                          BETH
               It could be.  It could be 2043 or 1643.
               I don't know which one is weirder.

                          NORMAN
               'Unknown Entry Event'?  Press that.

                          BETH
               Are you sure?

                          NORMAN
               Yes.

     Beth presses the console at "Unknown Entry Event"...

     ANGLE ON SCREEN

     As it expands... A sort of hologram created all around
     them...As they streak through a galaxy, stars and planets all
     around them... They feel like they're falling into outer
     space...

     Then in the middle of the screen, a black spot... That gets
     bigger... Then suddenly has a white cluster in the middle of
     it... As if they're flying toward a giant black donut...

     And then...nothing... They sit a beat in the eerie blankness
     and silence...

                          BARNES (V.O.)
                   (over intercom)
               This is Barnes.  Norman?

     Norman and Beth exchange a look.

                          NORMAN
               Yes, I can hear you. I can't explain it,
               but I think we're inside an American
               spacecraft.

                          BARNES (V.O.)
               It gets better.

                          NORMAN
               This is enough.

                                                            CUT TO:

     INT. SPACECRAFT - CARGO BAY - LATER

     The Sphere, a giant metal ball with an iridescent surface,
     ten meters across, is held suspended by a giant claw-like
     apparatus in one of the forward bays. Something mesmerizing
     about it... The team approaches tentatively...

                          TED
               What the hell is it?

                          BARNES
               Whatever it is, it seems to be what this
               bird was designed to do. Go out into
               space and gather things like this up and
               bring it back.

                          TED
               Yeah...but back from where?

                          HARRY
               Don't get too excited, Ted.  We'll turn
               it over and it'll say, 'Made in Korea.'

                          TED
               Somehow I doubt that, Harry.

                          BARNES
               What do you think, Norman?

                          NORMAN
               I'm still working on what the hell is it.

                          BARNES
               No hinges... No doors of any kind...

                          TED
               I bet if you put a laser micrometer on
               this you'd find it's a perfect sphere.  I
               mean a perfect sphere -- down to a
               thousandth of an inch.  That's a message
               in itself.

                          HARRY
               Really.

                          BARNES
               What do you mean?

                          TED
               I mean when Pope Benedict asked Giotto
               for a drawing to prove his worth as an
               artist, what he did was draw a perfect
               circle freehand. Perfection is a powerful
               message.

                          BETH
               I know what the Zen masters would say.

                          HARRY
               What's that?

                          BETH
               The ball wants to be caught.

                          BARNES
               Nobody built a thing like this looking
               into his third eye.  They went to a lot
               of trouble.  And they didn't do it for
               nothing. Something put it out there to
               get picked up and brought back. Are you
               forgetting the Trojan Horse? It could be
               a trap.

                          TED
               That sounds a little paranoid, don't you
               think, Barnes?

                          BARNES
               Paranoia is a disease.  Fear is useful.
               Defense is basic -- down to the simplest
               one-cell organism. Us.  Them.
                   (checks watch)
               We'll leave a video camera here, keep an
               eye on it.

                          NORMAN
               Can I ask you something about this
               reflective surface --

     Barnes edges up to the sphere.

                          BARNES
               It looks like it's made of mercury.
               Except mercury is a liquid at this
               temperature.

                          NORMAN
               No.  That's not what I'm talking about.
               What worries me is that it's reflecting
               everything but us.

     Barnes steps back to get a better look. The team edges up
     beside Norman...

                          NORMAN (cont'd)
               I hate to be the one non-scientist who
               picks this up, guys.  You know what I
               mean? What do you think it is?

     THEIR POV

     It's true.  A perfect mirror image of everything in the cargo
     bay but them.

                          BARNES
               I don't know. Whatever it is, it's
               alien.

     SPHERE POV

     Through a convex lens, of the team looking in.

     BACK ON NORMAN

     As he watches Barnes gingerly reach out and touch the surface
     of The Sphere.

                                                            CUT TO:

     INT. BARNES' ROOM

     CLOSE ON TELETYPE MACHINE

     A message types out:

     "ADMIRAL MANNION HAS LEARNED CIVILIANS AT SATURATED DEPTHS.
     DEMANDS THEY BE SENT TOPSIDE IMMEDIATELY."

     Barnes reads message, crumples it into a ball and throws it
     away, then types a response.

     "COULD NOT DE-CODE LAST MESSAGE.  TRANSMISSION SCRAMBLED.
     PLEASE RE-SEND."

     "CYCLONE DUE 0800 HOURS.  GALE FORCE CONDITIONS AND SOUTHEAST
     SWELLS TOPSIDE.  CONTACT TEAM MUST EVACUATE TWO HOURS OR
     REMAIN HABITAT FOR DURATION OF STORM.  OSSA."

                                                            CUT TO:

     INT. BARNES' ROOM - LATER

     Barnes talks on the radio transmission speaker to the
     surface.

                          BARNES
               Sounds like it's gonna get pretty
               hairy up there.  What's the word from
               meteorology?

                                                            CUT TO:

     INT. CAFETERIA - MOVING INSIDE

     to the galley, where the team, now in their blue jumpsuits,
     confers over hot coffee.  Fletcher bakes something in the
     oven...

                          TED
               An American spacecraft -- materials and
               technology more advanced than anything we
               know of -- crashes into the ocean --

                          HARRY
               If it crashed how come it's not damaged?

                          TED
               The materials are obviously superstrong.

                          HARRY
               If that's the case, how come the door
               chipped just from you banging on it?

     Fletcher brings them a tray of fresh-baked muffind.  They all
     dig in.

                          TED
               Okay.  Better.  It didn't crash. It
               arrived.  Three hundred years ago.

                          BETH
               From where?

                          TED
               Not from where, from when.

                          BETH
               So, you're saying, this thing took a
               wrong turn?

                          TED
               Yes, that's right.  What if the craft
               inadvertently flew into a black hole.  It
               arrived in our past from its present.
               What about those dates you saw on the
               flight recorder.

                          NORMAN
               '43, '47 --

                          TED
               That's right. That has to be two thousand
               forty three...two thousand forty seven.
               That image that you told me you saw on
               the monitor...from what you describe that
               sounds exactly like a black hole...a tear
               in the space...

                          HARRY
               We know what a black hole is, Ted.

                          NORMAN
               I don't know what a black hole is.

                          HARRY
               A black hole is a collapsed dead star
               that has so much gravity it acts like a
               huge vacuum cleaner, sucking everything
               into it.  A light interstellar dust...
               time...

                          TED
               Time.

                          HARRY
               It's possible, but not plausible.

                          TED
               It's more than probable, it's rudimentary
               astrophysics.  We just haven't been able
               to fly into one and prove it.

                          HARRY
               Well, Ted, sounds like you've got this
               all figured out.

     Barnes enters.

                          BARNES
               Well, I just got off the horn topside.
               Expecting a bad blow-up there. They're
               pulling us out.

                          TED
               Pulling us out?  Wait a minute...what do
               you mean, pulling us out?  What does that
               mean, pulling us out?

                          HARRY
               What part of 'pull out' don't you
               understand, Ted?  Extraction...we're
               leaving.

                          TED
               No...no...that's ridiculous.  I mean,
               we haven't even begun to scratch the
               surface down here.

                          BARNES
               If you've ever seen these Pacific
               cyclones -- what we call a tornado is
               nothing more than a little fart, so I
               suggest you go back to the dormitory and
               take a nap.  You need to lower your
               metabolism before the decompression.

                          TED
               You're just gonna leave a time-traveling
               spacecraft at the bottom of the coean?

                          BARNES
               I'm just going to follow my orders, Ted.

                          BETH
               We're the Welcome Wagon for the aliens,
               right?  There's no aliens. It's all Made
               in America.

                          TED
                   (to Beth)
               What's your point?

                          BETH
               My point is I'm a biochemist. There's no
               life down here, and you guys are bugging
               the shit out of me.

                          TED
               What is wrong with all of you? That
               doesn't mean there's nothing left to
               learn -- nothing to explore -- Jesus!

                          BARNES
                   (cutting him off)
               She's right, Ted.  You guys are the human
               contact team for an Unknown Life Form.
               There is no Unknown Life Form.
                   (beat)
               So, we're pulling out at oh-nine hundred.

                          TED
               Norman, will you please say something to
               him.

                          NORMAN
               What?

                          TED
               I don't know.  Do you not have an opinion
               about this?

                          NORMAN
               Yes.  I'm delighted we're going back up
               top.  You know what I mean?
               I mean, I don't know about you, this
               might look like a road-side diner, but in
               the meantime, my ears won't pop...if I
               pull this thing away from my neck I sound
               like someone's squeezing my testicles.
               Let's go home.

     Ted takes Barnes aside.

                          TED
               Look, why don't you tell me.  What is it
               you don't want us to find out, huh?

                          BARNES
               I don't want you to find out what I
               really think of you.

     ANGLE ON HARRY AND NORMAN

                          NORMAN
               Harry.  Doesn't it seem odd to you that
               Barnes was so excited about coming down
               here, but he wasn't the least bit upset
               about going up?

                          HARRY
               We're on the same page.

     Norman puts his finger in his ear to release pressure.

                          HARRY (cont'd)
               Equalize, Norman.

                          NORMAN
               What do you mean?

                          HARRY
               You know how to equalize, don't you? Just
               pinch your nostrils together and blow.

                          NORMAN
               Don't get racy.

                                                            CUT TO:

     INT. BARNES' ROOM - LATER

     CLOSE on LAPTOP SCREEN as words appear...

     "DESPITE RISKS CONTACT TEAM ELECTS BY UNANIMOUS VOTE TO
     REMAIN HABITAT FOR DURATION OF STORM.  BARNES."

     REVERSE ANGLE

     Barnes hits TRANSMIT BUTTON.

     BACK ON LAPTOP

     As the message appears: "TRANSMISSION COMPLETE"

     BACK ON BARNES

     As he looks around furtively.  Turns off his laptop and
     closes it.

                                                            CUT TO:

     INT. DORMITORY - LATER

     Beth and Ted sleep. Harry reads a paperback novel to mask his
     anxiety.  Norman brushes his teeth.

                          HARRY
               ...Barnes is wrong, you know.

                          NORMAN
               What do you mean?  Wrong about the storm?

                          HARRY
               No...about The Sphere.

                          NORMAN
               What about The Sphere?

                          HARRY
               It's alive.

     Norman stops a beat.  Thinks.  Then turns to Harry.

                          NORMAN
               Why do you say that, Harry?

                          HARRY
               There's something inside it.

                          NORMAN
               How could there be anything inside it?
               There's no doors, no seams...

                          HARRY
               The Sphere chooses what it will and won't
               reflect.  Doesn't that seem like the
               actions of a conscious being to you?

                          NORMAN
               Okay...pop psychology - you want to know
               what this is really about I think, for
               what it's worth?  Your anger towards our
               friend, Ted in there, is because he
               figured this out before you did.

     Beat.

                          HARRY
               You really think so?

                          NORMAN
               I don't know.  This is my first
               underwater session.

     They laugh.

                          HARRY
               You're right.  Ted did figure it out
               first, didn't he?  Good shrinkage.

     Harry takes a slow, rueful, ruminative beat.  Then:

                          HARRY
               We're all going to die down here, you
               know.

     This stops Norman.

                          NORMAN
               What? What?

                          HARRY
               You see, it's curious, Ted did figure it
               out. Time travel. And when we get back,
               we're gonna tell everyone...how it's
               possible.  How it's done.  What the
               dangers are.  But then why, fifty years
               in the future, when this spacecraft
               encounters a black hole, does the
               computer call it an 'Unknown Entry
               Event'?  Why don't they know? If they
               don't know, it means we never told
               anyone, and if we never told anyone, it
               means we never made it back. Hence, we
               die down here.
                   (beat)
               Just as a matter of deductive logic,
               Norman.

     CLOSE ON NORMAN

     As he absorbs this...

                          HARRY
               Damn! I wish I could get inside that
               Sphere.

                                                            CUT TO:

     INT. BARNES' QUARTERS - CLOSE ON PRINTER - SAME TIME

     As it TYPES... "... 30 knots... ETD -- 00:19 MIN..."

                                                            CUT TO:

     INT. HALLWAY

     ALARMS sound and lights flash as Norman hustles past
     Fletcher.

                          NORMAN
               What's wrong?

                          FLETCHER
               Talk to Mr. Barnes...

                          NORMAN
               Where is he?

                          FLETCHER
               Video feed room.

                          NORMAN
               Where's that?  I don't know where the
               hell anything is.

                                                            CUT TO:

     INT. SPACECRAFT - SAME TIME

     Harry walks towards the Sphere.

                                                            CUT TO:

     INT. VIDEO ROOM - LATER

     Norman joins Barnes in the video room.

                          NORMAN
               What's going on?

                          BARNES
               I don't know, Norman. You tell me.

     Barnes punches up an image on the monitors.  They look up...

     REVERSE ANGLE - MONITOR

     Harry, in his diving suit, inside the spacecraft as he
     approaches The Sphere...

     BACK ON NORMAN AND BARNES

     As they look up.  Then look at each other.

                          NORMAN
               What the hell is he doing?

                          BARNES
               I don't know what he's doing.  Do you
               know what he's doing?  Come on, Norman,
               there's no time.  I need to know what you
               know.

                          NORMAN
               Nothing.  He said he wanted to go inside,
               I just didn't think --

                          BARNES
               We are inside, Norman.  You mean outside?

                          NORMAN
               He said inside.

                          BARNES
               Inside what?  Inside the spacecraft.

                          NORMAN
               I think inside The Sphere.

                          BARNES
               The Sphere...

     INT. SPACECRAFT - SAME TIME

     Harry approaches The Sphere... Unlike before, his image is
     now reflected in the luminous surface... Harry smiles ...
     Then his image revolves, faster and faster... His grin
     growing wider and wider... And then the reflection isn't
     there...

     REVERSE ANGLE

     And neither is Harry.

                                                            CUT TO:

     INT. VIDEO ROOM - SAME TIME

     As Barnes and Norman watch this scene on the monitors...

                          BARNES
               Holy shit!

                          NORMAN
               Oh, my God!  Did he go inside?

                          BARNES
               I don't know.  I don't think he went
               inside.

                          NORMAN
               Well, what the hell's going on?  He
               didn't just disappear.

                          BARNES
               I don't know.  I don't think he
               disappeared. I think it's a glitch in
               the video.

     Fletcher hustles back inside.

                          BARNES
               Fletcher, can we get playback on that?

                          FLETCHER
               Playback coming to you now.

                          BARNES
                   (turns to Norman)
               You knew he was going to do this and you
               did nothing.

                          NORMAN
               I didn't think --

                          BARNES
               You didn't think, Norman?

                          NORMAN
               Fella...okay...Mr. Barnes...I was
               sleeping, you know.  I'm a little
               disoriented.

                          BARNES
               You're disoriented?

                          NORMAN
               I didn't think it was possible.

                          BARNES
               Disoriented? Where are Beth and Ted?

                          NORMAN
               I don't know.

                          BARNES
               You don't know?

                          NORMAN
               No, I don't know.  I woke up...I heard
               bells ringing.

                                                            CUT TO:

     INT. COMMUNICATIONS ROOM - SAME TIME

     Edmunds, puzzled, fiddles with a control knob...

     REVERSE ANGLE

     The gauge marked "SUB DESCENT"... It's not moving.

                          EDMUNDS
                   (to microphone)
               I'm not getting an image on the sub, sir.

                                                            CUT TO:

     INT. VIDEO ROOM - SAME TIME

     Barnes pulls on his headset.

                          BARNES
               That's impossible. I just got a cable in
               my quarters.
                   (checks watch)
               They're gonna be here in twenty five
               minutes or less.

                          EDMUNDS (V.O.)
                   (over intercom)
               The only logical explanation is that the
               sub is still at the surface.

                          BARNES
               Isn't it also logically possible your
               sonar's messed up?

     Barnes punches up some controls.

     ON MONITOR

     As Harry's image revolves around The Sphere and then Harry
     disappears.

                         NORMAN
               Okay, let's just calm down, alright? He
               didn't just disappear.  We're not going
               to leave him.

                         BARNES
               You got that right, Norman.  We're not
               going to leave without him.  I'm not
               going to lose a civilian on my watch...
               so you have just screwed up our trip to
               the surface.  We're not going up to the
               surface until we find Harry.
                   (to intercom)
               Harry.  We're not going up. Harry, can
               you hear me? Harry?

     ANGLE ON MONITOR

     Harry's grinning, whirling image on The Sphere as it plays
     back on the monitors...

     BACK ON BARNES

     As he barks into the intercom... Then starts talking to
     Norman, but Norman's not there.

                          BARNES
               This is not a triage situation here..
                   (turns towards where he expects
                    to see Norman)
               Norman?

     Norman's disappeared.

                         BARNES (cont'd)
                   (to Fletcher)
               Go and find me Ted and Beth.

                                                            CUT TO:

     INT. HABITAT - SAME TIME

     Norman runs through the corridor toward the dressing room...

                          BARNES
                   (over intercom)
               Norman... Norman...

                                                            CUT TO:

     INT. SUIT ROOM - SAME TIME

     Norman climbs into his diving suit...

                          BARNES
                   (over intercom)
               Stop now, Norman.
                   (beat)
               Norman, that's an order.

     INT. HABITAT - CORRIDOR TO MOON POOL - ANGLE ON EDMUNDS

     As she runs down the corridor... Enters the dressing room.

     EDMUNDS' POV - MOON POOL

     No Norman.  Beyond -- to the airlock -- no Norman.

                                                            CUT TO:

     INT. BARNES' QUARTERS - SAME TIME

     The PRINTER TYPES, "ETD -- 00:05 min"...

                                                            CUT TO:

     EXT. HABITAT - SAME TIME

     Norman plunges down from the airlock to the ocean floor in a
     cloud of bubbles...

     NORMAN'S POV

     The door to the spacecraft illuminated by the airlock tube in
     the distance... The sound of his BREATHING as he trudges
     across the ocean floor...

     Norman goes through airlock.

     Norman runs on spacecraft catwalk.

     Norman runs through spacecraft hallway.

                                                            CUT TO:

     INT. VIDEO ROOM - SAME TIME

     Barnes watches on the monitors as he punches up different
     views of the habitat...

                          EDMUNDS (V.O.)
                   (over intercom)
               Sir, I'm still getting no reading on the
               sub.

                          BARNES
                   (to microphone)
               Forget about the goddamn sonar. When Beth
               and Ted get here, keep your eye on them.
               Make sure they don't go anywhere,
               alright?
                   (mutters)
               I don't need a submarine, I need a
               schoolbus.

                                                            CUT TO:

     INT. SPACECRAFT - CARGO BAY - LATER

     With some trepidation Norman turns the corner...

     NORMAN'S POV

     The Sphere... Its luminous, opalescent surface...

     BACK ON NORMAN

     As, cautiously, he approaches The Sphere...

     Norman approaches The Sphere... Gets closer, till it looms
     above him...

     REVERSE ANGLE

     The curious surface of The Sphere, reflecting the room but
     not Norman...

     BACK ON NORMAN

     As he glances over, doubletakes... Harry has appeared,
     unconscious, right beside him...Norman kneels...

                          NORMAN
               Harry.  Can you hear me?

     He checks the vital signs on Harry's breastplate...

                          NORMAN (cont'd)
               Harry?

                                                            CUT TO:

     INT. VIDEO ROOM - SAME TIME

     Barnes at the monitors watching Norman.

                          BARNES
               Norman, is he alive?

                                                            CUT TO:

     INT. SPACECRAFT - CARGO BAY - SAME TIME

     Norman checking Harry for signs of life.

                          NORMAN
               Barnes.  We have a problem.  Harry's out
               coldhere.  His pulse is normal...all his
               vitals are normal.  I don't get it.
                   (shaking Harry)
               Harry!

     The Norman lifts Harry in his arms, looks up.  Something he
     sees stops him...

     REVERSE ANGLE - THE SPHERE

     Now Norman is reflected in the liquid surface...

     CLOSE ON NORMAN

     As he stops, frozen --

                                                            CUT TO:

     INT. VIDEO ROM - SAME TIME

     Barnes watches on the monitors as Norman approaches The
     Sphere...Suddenly the monitors go black.  Then the lights
     flicker off...

                          FLETCHER
               Hello...hello...

                          BARNES
               Norman.  Can you hear me?  We lost video
               here.  Can you hear me, Norman.  Norman?
                   (beat)
               That tears it.

                          FLETCHER
               What, sir?

                          BARNES
               We're on internal power.

                          FLETCHER
               I don't follow you.

                          BARNES
                   (right back)
               They cut us loose, Teeny. The sub has
               gone to the surface.

                          FLETCHER
               I'm not following you.

                          BARNES
               Get out your Five-Day Deodorant Pads.
               We're down here for the duration.

                                                            CUT TO:

     EXT. OCEAN FLOOR - LATER

     The power cable detaches from the habitat.

                                                            CUT TO:

     INT. DORMITORY - LATER

     Harry lies unconscious on his cot.  Beth finishes taking his
     vital signs as Fletcher assists her.

                          BETH
               Everything's normal.

     Ted enters.  Looks down at Harry as he sleeps.

                          TED
               What's going on?  Is it true? Harry went
               inside? What did he say?
                   (off Beth's look)
               I get it -- he didn't say.  He can't
               talk.  He's aphasic.

     Beth rolls up the stethoscope, hands it to Fletcher.

                          BETH
               He's asleep, Ted.

                          TED
               I can't believe he went into The Sphere.
               He didn't say anything.  How?  There's no
               door.  No entry hatch... How'd he get in?

                          BETH
                   (cutting him off)
               He sweet talked his way in.

     Beth exits, Fletcher following.  Ted thinks a beat.

                          TED
                   (to Harry, still sleeping)
               Okay, I get it.  In an alternative
               universe you're actually charming.

                                                            CUT TO:

     INT. COMMUNICATIONS ROOM - CONTINUOUS ACTION

     Barnes talks on a phone, refers to his watch.  Edmunds
     fiddles with the sonar equipment beside him.

                          EDMUNDS
               ... I don't know why we didn't see the
               sub on the sonar.

                          BARNES
               Forget the sub, Edmunds.  I think as long
               as we're stuck here, I want to do another
               'reccie' of the spacecraft, only this
               time I don't think we need to involve the
               civilians.

                          EDMUNDS
               Right, sir.

     Beth enters.

                          BETH
               So now what?

                          BARNES
               Everything's going to be fine, Beth.

                          BETH
               How much oxygen do we have left?

                          BARNES
               The storm'll only last 72 hours. At the
               outside, four days. There's plenty of
               oxygen, barring any unforeseen --

                          BETH
               Unforeseen?  You mean like Harry going in
               The Sphere?

                          BARNES
               What exactly is your point?

                          BETH
               My point is, Harry should never have been
               anywhere near that sphere.  If you were
               doing your job instead of fuddling around
               here like some middle-aged man who's lost
               his keys, we'd all be breathing fresh air
               right now instead of worrying about how
               much oxygen...

                          BARNES
               For someone who's worried about oxygen,
               you sure are using it up.

                          BETH
               I know you're not with O.S.S.A.  You're
               doing a good job of pretending, turning
               dials and flipping switches, but you
               don't know one end of a rudder from the
               other. We're all counting on you like you
               know something about how to get us back
               safely. Or even care.

                          BARNES
               I know enough not to get killed down
               here.

                          BETH
               Good for you.

     Barnes gives her a hard look.

                          BARNES
               Beth, let me ask you a question.  What
               exactly are your qualifications for being
               here?

                          BETH
               Guess.

                          BARNES
               Well, I mean Norman chose Harry - a
               genius kid from the slums of Philadelphia
               ...in six years he had a Ph.D;
               Norman chose Ted - a whiz kid
               astrophysicist...and Norman chose you.
               Why are you here? Are you the most
               qualified in your field?  Norman must
               have thought so. Then again, the report's
               a few years old, maybe things have
               changed.

     Beth glares at Barnes.  He stares her down.  She storms out.

     INT. CONTROL SHAFT - LATER

     The guts of the habitat.  Fletcher adjusts a valve as Barnes
     comes over the intercom.

                          BARNES (V.O.)
               ... Can I have your attention?  We have
               lost contact with the surface.  The
               habitat is now operating solely under
               internal power...

                                                            CUT TO:

     INT. HABITAT - CORRIDOR - SAME TIME

     Beth strides angrily down the corridor...

                          BARNES (V.O.)
               ... We have plenty of food, oxygen, and,
               fresh water to sustain us until the storm
               is over and we re-establish contact with
               the surface.

                                                            CUT TO:

     INT. DORMITORY - CLOSE ON HARRY - SAME TIME

     As he sleeps in his bunk.  Visible beneath his eyelids, rapid
     eye movement as he dreams...

                          BARNES (V.O.)
                   (on the intercom)
               ...But until that time, this mission is
               subject to emergency authority under my
               command.  This is Barnes.  Over and out.

     PUSHING THROUGH PORTHOLE

     Jellyfish swarm outside the habitat...

                                                            CUT TO:

     INT. VIDEO ROOM - LATER

     Barnes with Ted and Fletcher as he punches a few commands at
     the computer.  Takes a videotape out of the console. Stacks
     it up with the other videotapes.

                          FLETCHER
               I'm going to take this out to the mini-
               sub, sir.

                          BARNES
               You're up on the duty roster?

                          FLETCHER
               Yes, sir.

                          BARNES
               Alright.

     Fletcher.

                          TED
               Where's she going?

                          BARNES
               Procedures. Everything in the habitat is
               videoed, so every twelve hours we take
               the video storage out to the mini-sub and
               press the reset button.  The idea is, if
               something happens to us and we don't
               reset it, the sub goes to the surface
               automatically, so if we're all dead, they
               at least have a partial record of what
               went wrong.
                   (off Ted's look)
               Cheerful thought, huh?
                   (getting up)
               Mind the store a minute.

     Barnes exits.  Ted swivels into position to watch...

     ANGLE ON MONITORS

     An exterior view of the habitat as Fletcher splashes down
     out of the airlock...

                                                            CUT TO:

     INT. BATHROOM - SAME TIME

     Beth stands in front of a sink.  She opens a bottle of pills.
     Takes a pill out, breaks it in half and washes it down with
     water.  Then she swallows the other half pill and washes that
     down.

     INT. DORMITORY - CLOSE ON HARRY - SAME TIME

     Harry suddenly opens his eyes wide.

     EXT. HABITAT - SAME TIME

     Fletcher sweeps through a pretty cloud of pink jellyfish...
     Like tiny dancers with blooming pink petticoats... The mini-
     sub visible in the distance.

                          FLETCHER
                   (to intercom)
               This is beautiful. It's snowing down
               here. There's got to be a million
               jellyfish down here.

                                                            CUT TO:

     INT. VIDEO ROOM - SAME TIME

     Ted looks at the view on the monitors...

                          FLETCHER (V.O.)
                   (over intercom)
               I'm having a hard time seeing.

                          TED
                   (to intercom)
               Hello...hello...hello...hello...

                          FLETCHER (V.O.)
                   (over intercom)
               They're sticking to my face-plate.

                          TED
                   (to intercom)
               Fletcher, this is Dr. Fielding. Swim
               through them.  They're harmless.

     Barnes enters, turns to the monitors and his jaw drops...

     ANGLE ON MONITORS

     Fletcher all but lost in a dense snowfall of jellyfish...

                                                            CUT TO:

     EXT. HABITAT - SAME TIME

     Fletcher struggles through the sea of jellyfish...

                          FLETCHER
                   (over intercom)
               Hey, guys...I think they feel the heat
               from my legs --

     Then Fletcher howls.

                          BARNES (V.O.)
                   (to intercom)
               Fletcher, get out of there.

                          FLETCHER
                   (over intercom)
               They're stinging me through the --
                   (beat)
               Aaaaaargh!

                          BARNES (V.O.)
                   (to intercom)
               Fletcher, I want you back at the habitat
               on the double.

     Fletcher thrashes...

                          FLETCHER
                   (over intercom)
               I can't move my legs.  It's burning!

                          BARNES
                   (to intercom)
               Come back to the habitat.

                          FLETCHER
                   (over intercom)
               They're inside my suit! They're inside my
               --

                          BARNES
                   (to intercom)
               Keep moving...keep moving.  Just keep
               moving...

     Fletcher thrashes as the water rises inside her
     faceplate... And then a jellyfish swims up... stings her in
     the eyeball... Then they're swarming into her nose, her
     mouth...

                          BARNES (V.O.)
                   (over intercom)
               Fletcher, come on.

                          FLETCHER
               Aaaaaaaaaaargh!

                          TED
               Jesus Christ!  Can't you do something?

                          BARNES
               No.

                                                            CUT TO:

     INT. VIDEO ROOM - SAME TIME

     Barnes and Ted watch, horrified, powerless, as Fletcher
     disappears in the cloud of jellyfish.  And then her SCREAMS
     STOP.  And there's just the jellyfish.

                          TED
               Jesus Christ!  She's dead, there's no
               bubbles.

                                                            CUT TO:

     INT. COMMUNICATION ROOM - SAME TIME

     Edmunds supervises the computers.  Suddenly a series of
     numbers spools across the screen --

     00032125252632 032629 301321 04261037 18 3016 06180
     8213229033005 1822 04261013 0830162137 1604 083016 21
     182204261013 0830162137 1604 083016 21 1822
     03301313043200032125252632 032629 301321 04261037 18 3016...

                          EDMUNDS
               What the hell's that?

     Irritated she presses buttons. More numbers appear.

                          BARNES (V.O.)
                   (over intercom)
               Edmunds?

                          EDMUNDS
               Yes, sir?

                          BARNES (V.O.)
                   (over intercom)
               Come on down here. Something happened to
               Fletcher.

     Edmunds hustles out.

     CLOSE ON MONITOR

     As Edmunds exits in the f.g.  And the numbers return...

     ... 00032125252632 032629 301321 04261037 18 3016 06180
     29033005 1822 04261013 0830162137 1604 083016 2104261013
     0830162137 1604 083016 21033013130432...

                                                            CUT TO:

     INT. HABITAT - SICK BAY - LATER

     Fletcher lies dead on a gurney, her naked body studded
     with jellyfish.  Beth wears scrubs, a surgical tray
     beside her.  Norman, also in scrubs, watches as Beth
     reaches for a long stainless-steel tweezers...

                          BETH
               At this level of toxicity, the blood
               vessels dilate. Blood pressure falls
               through the floor.  They go right into
               shock.
               I saw a little boy down at Orchard Beach
               attacked by a school of jellyfish.

                          NORMAN
               You've seen jellyfish aggressive like
               this?

                          BETH
               I haven't seen piranha aggressive like
               this.
                   (starts working on Fletcher)
               Okay...rock and roll.

     CLOSE ON FLETCHER

     As Beth probes with the tweezers up Fletcher's nose and into
     her sinus cavity... Norman grimaces, looks away as Beth pulls
     out a jellyfish.

     BACK TO SCENE

                          BETH
               What's the matter, Norman?  You never saw
               a dead body before?

                          NORMAN
               As a matter of fact, I've seen one dead
               body in two different counties.

                          BETH
               Ouch.  The plane crashes.  I forgot.

                          NORMAN
               I've just never seen a jellyfish coming
               out of a human being's nasal cavity
               before.

                          BETH
               Well, you live and learn.

                          NORMAN
               When I was five years old, I was out in a
               boat with my father, he told me not to
               jump in so of course I had to.  Right
               into a school of these guys. Not this big
               though.  I think everyone had a shot at
               me.  I don't know what this lady felt,
               but man, it went beyond pain...it
               was...it was...

                          BETH
               Would it make you feel any better if I
               tell you this isn't exactly a jellyfish?

                          NORMAN
               What do you mean?

     Beth pokes at the jellyfish on the tray.

                          BETH
               Jellyfish like this are unheard of.

                          NORMAN
               Well, congratulations.  You've just
               discovered a brand new species.

                          BETH
               You know, Norman, if you had spent a
               much time as I have sitting at a lab
               bench, you would know when something had
               been touched by the hand of God.

                          NORMAN
               I'm just complimenting you.  Why are you
               angry?  I'm not being critical.

                          BETH
               I'm just saying...God didn't make this.
               Okay.  It's fictional, it's a forgery,
               it's a copy...it's...moving!

     INSERT - JELLYFISH

     The jellyfish moves toward Beth as she adroitly impales it
     with a scalpel.

                          NORMAN
               Beth, are you sure it's moving?

                          BETH
               No, Norman, I lied.

                          NORMAN
               Maybe I don't understand.  I was just
               trying to make the point that you of all
               people, I would think, would want to keep
               this creature alive to study, not hack it
               up...if it was alive.

                          BETH
               Look, don't try to get inside my brain,
               okay?

                          NORMAN
               I care about you.

                          BETH
               Great!  I like to work alone.  Thanks.

                                                            CUT TO:

     INT. HABITAT CORRIDOR/SHOWERS - LATER

     Ted heads down the corridor.  Hears a SOUND coming fron
     Harry's room.  Sidles up to the door.  Hears from inside,
     HARRY SINGING exuberantly from 'South Pacific'.

                          HARRY (O.S.)
                   (sings)
               Where the sky meets the sea./ "Here
               I am, your special island!/ Come to me,
               come to me!"/ Bali Ha'i, Bali Ha'i, Bali
               Ha' i!

     CLOSE ON TED

     As he thinks to himself.

                          TED
                   (to himself)
               Harry?

                                                            CUT TO:

     INT. BARNES' QUARTERS - LATER

     Barnes reads through the cables with his feet up on his bunk.
     A KNOCK at his door.

                          BANRES
               Come on in.

     Norman enters.

                          NORMAN
               You called for me?

                          BARNES
               Have a seat, Norman.  Coffee?

                          NORMAN
               No thanks.

     Barnes refills his mug from a Thermos.

                          BARNES
               How long have you known Dr. Halperin?

                          NORMAN
               I used to teach at UC San Diego, years
               ago.  She came to do her master's there.

                          BARNES
               What'd you teach - psychology?

                          NORMAN
               They require a pretty full teaching load--
               that's one of the reasons I left.

                          BARNES
               They squeeze you, don't they?  Then you
               have to see patients on top of it.

                          NORMAN
               They're gonna get their money's worth,
               one way or another.

                          BARNES
               You and Dr. Halperin seen pretty close.

                          NORMAN
               We've fallen out of touch over the years.
               Why?

                          BARNES
               Well, don't take this personally, Norman,
               but I assume she wasn't a romantic
               interest of yours.

                          NORMAN
               I'm sorry...don't take what personally?

                          BARNES
               She's a tall, vibrant, younger woman...

                          NORMAN
               And I was married.

                          BARNES
               Then you saw her as a patient.

                          NORMAN
               I'm not at liberty to discuss that.  You
               understand.

                          BARNES
               What I understand is that an exotic-gas
               environment a thousand feet underwater
               with no link to the surface is just about
               the most dangerous place on the planet.
               If there's a problem, I need to know.

                          NORMAN
               Beth is fine.

                          BARNES
               Beth is fine?  Beth is fine?

                          NORMAN
               She's very fine.

     Barnes suddenly throws a fax transmission at Norman.

                          BARNES
               Beth's fine? Okay...what about this?
               You want to read it? What does it say,
               Norman?

                          NORMAN
                   (reading fax)
               These are my actual notes.  How in the
               world did you...

                          BARNES
               What does it say, Norman?

                          NORMAN
               She was having some problems with a
               boyfriend.

                          BARNES
               Does it say 'suicide attempt'?

                          NORMAN
               How did you get a hold of my papers?

                          BARNES
               Does it say 'electric shock therapy'?
               Isn't that what it says, Norman?

                          NORMAN
               What's your point?

                          BARNES
               My point is you didn't feel it was
               important enough to mention this to
               somebody? You're willing to jeopardize
               the lives of all of these people by
               having someone here who could in fact be
               mentally unstable?!

                          NORMAN
               Are you aware of the term 'over-
               reacting.'

                          BARNES
               Don't play with me, you little shit!
               We're 160 fathoms down and now we've got
               a nut bag down here who can flip-out and
               crack up. why didn't you tell me that?

                          NORMAN
               I can't believe you had someone go into
               my office...take my personal records.

                          BARNES
               You chose the team, Norman.  Why didn't
               you tell me this?

                          NORMAN
               When I wrote this report, I didn't know
               the team was going to be a thousand feet
               underwater.

                          BARNES
               It doesn't matter if it's a thousand feet
               or ten feet, why didn't you tell me about
               her past mental history?

                          NORMAN
               I didn't think it was pertinent.

                          BARNES
               It was not for you to make that decision.

                          NORMAN
               It was a passive attempt.

                          BARNES
               A passive attempt?

                          NORMAN
               Yes.  People who really want to kill
               themselves get a gun and shoot
               themselves, or go off a bridge, they
               don't call their boyfriend and say: "I
               just took 20 Nebutol...help me."

                          BARNES
               She took twenty yellows and you're
               telling me she's perfect?

     There's a KNOCK at the door.

                          BARNES
               Yeah?

     Ted enters, thoughtfully rubbing his chin.

                          NORMAN
               What's going on?

                          TED
               It's Harry.

                          NORMAN
               He's awake?

                          TED
               He's really awake.

                                                            CUT TO:

     INT. CAFETERIA - LATER

     Harry eats a big farmer's breakfast with great gusto as the
     team, skeptical and scared, surround him at the table.
     Norman prepares food for the others at the stove.

                          HARRY
               ... Man oh man, you got a problem with
               me, Barnes.
                   (gestures to Norman)
               Because as long as my good buddy Norman
               keeps cooking like this I ain't leaving.
               Wheeee!  Ummmmm-ummm.  I mean, this
               toast is good, and the bacon is better.
               But the eggs are fantastic! What've you
               got in here? Wait, don't tell me.
                   (closes eyes, inhales deeply)
               Parsley... Chives... Tarragon... Chervil!
               Is it chervil?

                          NORMAN
              Yes, it is. I'm glad you like it.

                          HARRY
              Eggs!  I'm telling you, eggs? I love
              eggs!

                          BETH
              They sure have improved your mood.

                          HARRY
                   (to Beth)
               How 'bout it?  You keep laying them and
               I'll keep eating them.

     He elbows her and nearly knocks her off her chair.

     ANGLE ON NORMAN

     Watching Harry, as if he's under a microscope...So is Barnes.
     They exchange a look.  Then Barnes gingerly launches in.

                          BARNES
               Harry, with you and The Sphere -- do you
               remember what happened?

                          HARRY
               Of course I remember what happened.  I
               went inside.

                          TED
               How did you get inside? There are no
               doors.

                          HARRY
               This place is full of doors and we can't
               get out.  We're still here.

     Barnes forces a chuckle.

                          BARNES
               So we are, so we are...

                          TED
               You still didn't answer my question,
               Harry.

     Harry resumes eating his eggs. From behind Harry's back,
     Norman assesses Harry with a shrewd, appraising gaze.  As if
     he has eyes in back of his head, Harry catches him doing it.

                          HARRY
               Why are you looking at me like that,
               Norman?

     Then Harry turns.  Norman's eyes crinkle in a kindly
     smile.

                          NORMAN
               Er...I'm jealous, Harry.  I love eggs,
               but my cholesterol...You're making me
               hungry.

     Harry laughs heartily. Norman brings a big platter of
     calamari to the table... Harry spears a few with his fork.

                          BARNES
                   (circling back)
               Are you saying we shouldn't still be
               here, Harry?

                          HARRY
                   (looking around)
               Hey, where's Teeny? I thought she did
               all the cooking.  Not that I'm
               complaining, Norman, this is great. And
               grits, you got everything down here.
               Where did you learn to cook grits,
               Norman?

                          NORMAN
               I wasn't sure you'd like them.

                          HARRY
               You had a nanny.
                   (laughs)
               So, where is Teeny?

                          BARNES
               Teeny had an unfortunate accident. She
               was killed.

                          HARRY
               Killed? How?

     BEAT.

                          BARNES
               By jellyfish.

                          HARRY
               Jellyfish?  That's strange.

                          BARNES
                   (beat)
               Yes, it is strange, isn't it.

     Norman brings Harry another plate of food.

                          NORMAN
               Here you go, Harry.

     Harry digs in.

                          HARRY
               Whoa, onion rings.

                          NORMAN
               It's not onion rings.

                          HARRY
               Good though.

                          NORMAN
               Guess what it is?

                          HARRY
               What?

                          NORMAN
               Calamari.

     Suddenly, Harry spits out his calamari... Starts to gag...

                          HARRY
               Uccch!  Aaaaargh!  Squid!

     Ted runs around the table and gives Harry the Heimlich
     maneuver... Harry struggles to say something... Ted
     vigorously pumps at Harry, lifting him high in the air...

                          TED
               Okay, Harry, bring it up!  Bring it up,
               big fella!

                          NORMAN
               Ted.  Ted!  I think he's trying to say
               something!

     Ted stops the Heimlich maneuver.  Harry shrugs him off.

                          HARRY
               I'm not choking, you asshole!  I just
               hate squid!

     Ted backs off.

                          TED
               I m sorry.  I was trying to help you.

     Barnes warily takes the platter of calamari away.  Harry sits
     down again. Norman sits opposite him.

                          HARRY
               I hate squid!

                          NORMAN
               As long as it wasn't my cooking, okay?
                   (beat)
               Can I ask you something, Harry? Before
               you went inside The Sphere, you were
               convinced that we were all going to die
               down here.

                          HARRY
               I remember that.

                          NORMAN
               Do you still believe that?

                          HARRY
                   (nods)
               Are you afraid to die, Norman?

                          NORMAN
               You know, I just thought, if we're gonna
               die, thought I'd have a couple of eggs.
               Go out in style.

                                                            CUT TO:

     INT. COMMUNICATION ROOM - SAME TIME

     Edmunds is sitting at the bank of computers which are all
     blank.  She looks relieved.  Suddenly numbers start scrolling
     up on the monitor directly in front of her.  She hits the
     keyboard to clear the screen, but the numbers keep
     coming...on another computer screen, then another and
     another, until all the screens are scrolling numbers. She
     frantically hits keys, but the numbers remain.

                                                            CUT TO:

     EXT. HABITAT - SAME TIME

     Camera moves around the Habitat.

                                                            CUT TO:

     INT. HALLWAY - SAME TIME

     Ted and Norman walk away from the Cafeteria.

                          TED
               Bullshit! Bullshit! He's hiding
               something.

                          NORMAN
               What are you talking about?

                          TED
               He was in there. He went inside the
               Sphere.  Whatever it was he saw, he
               doesn't want to tell us.

                          NORMAN
               He doesn't remember anything.

                          TED
               Oh, come on, Norman. You bought that?
               No! no!  That whole food thing, it was
               all a diversion.  He wants to keep it all
               to himself.  Think about it.  The guy's
               willing to put all of our lives on the
               line because he doesn't want to share
               information...

                          NORMAN
               Ted, I think....

                          TED
               I can see it right now...he's making
               notes for his new book. Wants to win the
               Nobel Prize.

                          NORMAN
               And you don't?

                          TED
               No!  ...yeah.  Norman, you've known me
               since I was 17 years old.  I would love
               to be the guy who gets the recognition.

                          NORMAN
               Have you any idea how respected in your
               field you are?

                          TED
               I'm not.  What have I done?  No. I've
               written one "Fun with Dick and Jane" book
               on physics. I mean, for christ sake, Neils
               Bohr, he published 'The Quantum Theory
               of Atomic Structure' I think when he was
               28.  Einstein - "Relativity", 26...Newton
               - "Gravity", 23.  Norman, in physics, if
               you haven't done it by the time you're
               35, the chances are you never will.

                          NORMAN
               And this has nothing to do with being
               competitive with Harry?

     Ted gives Norman a look.

                          TED
               Harry?

                          NORMAN
               Harry.

                          TED
               Harry...19.  Wunderkind!

                          NORMAN
               I rest my case.

                          TED
               Norman, I'm thirty years old.

                          NORMAN
               I wish I was.

     Ted laughs.

     Then Edmunds comes toward them.

                          EDMUNDS
               Mr. Barnes would like to see you, Ted.

                          TED
               Why?

                          EDMUNDS
               There's something wrong with the computer
               system.

                                                            CUT TO:

     INT. COMMUNICATIONS ROOM - CLOSE ON BANK OF COMPUTER SCREENS
     - LATER

     The numbers Edmunds saw earlier - on all of the monitors:

     00032125252632 032629 301321 04261037 18 3016 06180
     8213229033005 1822 04261013 0830162137 1604 083016 21
     182204261013 0830162137 1604 083016 21 1822 033013130432

     REVERSE ANGLE - TED

     as he tin