Godzilla Script - Screenplay

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					GODZILLA SCRIPT

						by

			           Dean Devlin & Roland Emmerich










									First Draft 2/19/96





	FADE IN:

	An iguana...

	Crawling off its nest, leaving its eggs exposed.


  1  EXT. MORUROA ATOLL ISLANDS, FRENCH POLYNESIA - PACIFIC	1

	Grainy, Kodak color, nineteen sixties documentary
	footage of a beautiful Polynesian island. We SEE quick
	shots of Kimono Dragons, Gila Monsters and Chameleons
	all in their natural tropical environment.

	Super: Moruro Atoll Islands, French Polynesia - June
	1968

	Incongruously over this jungle environment we HEAR a
	static ridden radio filtered VOICE, slowly counting down
	in French. It is almost as through the reptiles of the
	island are reacting to the countdown as they anxiously
	move about.

	Suddenly with a brilliant FLASH OF WHITE LIGHT, a
	nuclear EXPLOSION mushrooms into the sky.

	We SEE a SERIES of REAL shots of footage of some of the
	over one hundred and sixty official nuclear tests the
	French government held in this tropical region.

	Explosion after explosion devastates the locale. One
	building after the next, accelerating in momentum,
	culminating in one final EXPLOSION.

	The cloud-filled sky begins to drizzle. The ash-like
	fallout drifts downward onto what's left of the islands
	below.

	We FOLLOW this ash as it settles next to a dead reptile,
	unrecognizable now, and down onto what's left of the
	lizard's eggs.

	Suddenly the image clears from the grainy footage to
	clean, modern high resolution. We ZOOM IN on one of the
	eggs as it slowly gets buried in the falling ash. WE
	continue to push in, getting closer...closer...

									SMASH CUT TO:


  2  EXT. PACIFIC OCEAN - OIL TANKER - RAINSTORM - NIGHT		2

	Smashing through the choppy waters, barely by the storm
	we SEE the CORI AKIDO, a Japanese oil supertanker.

	Super: Pacific Ocean, present day


  3  INT. CORI AKIDO - BRIDGE - NIGHT					3

	We TRACK across the complicated computerized
	navigational console that is actually steering the
	immense ship. In the b.g. we HEAR a Japanese t.v.
	program playing.

	At the end of the console is the ship's SKIPPER, an
	overweight Japanese seaman sleepily watches a snowy
	satellite broadcast of a Sumo wrestling match.

	Suddenly the SONAR blares out a warning ALARM. Startled,
	the Skipper awakes and stumbles out of his chair over to
	the console.

	The SONAR displays an enormous MASS heading quickly
	toward the ship. The Skipper's eyes go wide. He hits a
	KLAXON alarm, awaking the entire ship. He presses the
	radio/intercom.

					SKIPPER
				(in Japanese)
			Captain. This is the bridge. We have
			an emergency.


  4  INT. SUPERTANKER'S HALLWAYS - SAME - NIGHT			4

	Alarms BLARING. The crew rushes out of their quarters
	and into the hall. Quickly they race for the upper
	decks.


  5  INT. OTHER HALLWAY - BY KITCHEN						5

	The ship's elderly COOK pokes his head out of the
	kitchen and yells at some of the crew as they pass by.

					COOK
				(in Japanese)
			What's going on? What's happening?

	Before anyone can answer, the ship is ROCKED by an
	enormous THUD as something hits the side of the immense
	ship. The crew TUMBLES as the ship SWAYS VIOLENTLY.

	The old Cook is thrown to the floor. He looks up
	nervously.


  6  INT. BRIDGE - SAME - NIGHT							6

	The CAPTAIN enters quickly, joining the Skipper at the
	console.

					CAPTAIN
				(in Japanese)
			What was that!?

					SKIPPER
				(in Japanese)
			I can't tell...

	Again, the ship is HIT. An enormous CRASHING SOUND is
	HEARD as the ship ROCKS to one side, tossing the Captain
	and Skipper to the floor.

	Suddenly we HEAR the tell-tale, famous SCREAMING WAIL of
	our creature from somewhere outside. Terror shines in
	the Captain's eyes at the sound.


  7  INT. HALLWAYS - CONTINUOUS - NIGHT					7

	The crew, getting back on their feet, reacts to the
	horrible WAILING SOUND.

	Suddenly the ship is HIT AGAIN. This time something
	enormous RIPS THROUGH THE HULL, crushing one of the crew
	members as it TEARS THROUGH THE WALLS.

	Water RUSHES THROUGH the large gaping hole, quickly
	filling the hallway. The Cook and what's left of the
	crew scurry for the stairs, as the water level chases
	them.


  8  INT. BRIDGE - SAME - NIGHT							8

	The ship's computers are WHIRLING with warning lights
	and alarms. As the Skipper tries to adjust the controls
	in vain, the Captain grabs the ship's p.a. system.

					CAPTAIN
				(in Japanese)
			Abandon ship! Abandon ship! Man the
			lifeboats...

	But before he can say anything more, something WHIPS
	across the bridge's enormous windshield, SHATTERING THE
	GLASS. Was it a tail? No way, far too big.


  9  EXT. SHIP'S DECK - SAME - NIGHT						9

	The doors BURST open as the crew and the Cook rush out
	onto the deck. Again, the ship is HIT, ROCKING it
	violently.


	A TARP

	is ripped away, revealing a life boat. Two more life
	boats are revealed behind it as the crew desperately
	tries to hoist them up and over the side.


	ANGLE - WATER BESIDE THE TANKER

	Something ENORMOUS jolts out of the water towards the
	ship. Through the rainstorm it is hard to make out what
	it is, but it SLAMS into the side of the ship, RIPPING
	INTO IT, pulling down the starboard side as it does.
	Could that have been a CLAW?


	THE CREW

	Are thrown backwards. The lifeboats swing WILDLY,
	several of them SMASHING INTO BITS as they slam against
	the ship.


	THE CLAW

	Or whatever it is, RIPS INTO THE SIDE AGAIN. This time
	the entire ship begins to FLIP OVER.


	A LIFEBOAT

	Bounces off the deck and slides off the side. Following
	it is the Cook.

	Desperately, the Cook grabs onto the ship's side railing
	to keep from falling off. He looks back and SEES
	something so horrible that he SCREAMS IN TERROR and lets
	go of the railing.

	The old Cook slides over the side as the enormous tanker
	FLIPS OVER.

									CUT TO:


	WINDSHIELD WIPERS

	Clearing at their highest speed, we see through the rain
	doused windshield, DR. NIKO "NICK" TATOPOULOS. Music
	blares from the tiny headphones of his Walkman.

					NICK
				(singing)
			...I'm singing in the rain, just
			singing in the rain...

									CUT TO:


 10  INT. RUSSIAN TOWN - RAIN - DAY						10

	The utility van races through this small Russian town
	right past a roadblock marked with the international
	signs for "no trespass" and "nuclear radiation."

					NICK
			..."What a glorious feeling. I'm happy
			again..."

	As the van disappears down the road, we CRANE UP
	revealing a city sign reading: CHERNOBYL, RUSSIA.


 11  EXT. CHERNOBYL DIRT PARK - RAIN - DAY				11

	With the infamously crippled nuclear power plant in the
	distance, the utility van slides to a muddy stop by this
	field of dirt.

	Nick hops out quickly and rushes to the back of the van.
	He opens the back of the van and grabs several metallic
	cases.

	Walking a few yards away from the van, he dumps the
	cases on the ground, opening them to REVEAL an
	assortment of sophisticated scientific equipment.

	Taped to the inside are several photos of a girl we'll
	meet later. Some of the photos are of her looking young
	and beautiful. Others are of the two of them happily
	together.

	With a switch he turns on the equipment which comes to
	life. Inside one of the cases are several cables
	attached to long SPIKES. He grabs them and dashes away.

					NICK
			..."I'm laughing at clouds, so dark up
			above..."

	Nick rushes over to a small patch of land and begins to
	SHOVE the spikes into the muddy earth.

					NICK
			..."The sun's in my heart and I'm
			ready for love..."

	Once firmly in the ground, he rushes back over to the
	van and pops the hood.


	CLOSE - VAN'S ENGINE

	We SEE the steaming engine and a large electric car
	BATTERY.

					NICK
			..."Let the cloudy skies chase..."

	He attaches the cables to the battery and they SPARK!
	Nick YELPS and jumps back. Shaking off the shock, he
	rushes back over to the mud pit, dropping down to his
	knees.

	Suddenly, raising from the mud we see DOZENS OF
	EARTHWORMS. Excitedly Tatopoulos grabs a big empty glass
	jar and begins filling the jar with worms, happily in
	his element.

					NICK
			..."I'm singin' in the mud, just
			scooping up my worms..."

	Unable to hear over his Walkman, he is oblivious as an
	enormous RUSSIAN MILITARY HELICOPTER lands right behind
	him.

	From the intense wind kicked up by the helicopter,
	Tatopoulos finally turns in time to see several RUSSIAN
	OFFICERS coming toward him. Nick scrambles to his feet.

					NICK
				(broken Russian)
			Good day. I am here with
			permission...I have a, a...
				(in English)
			Permit. How do you say permit?

	He goes through his pockets looking for his permits.

					MALE VOICE (O.S.)
			Dr. Nick Topopolosis?

	Tatopoulos looks up as the Russian soldiers move past
	him and over towards his cases of equipment. A man in a
	long raincoat comes forward.

					NICK
			It's Tatopoulos.

					TERRINGTON
			The worm guy, right?
				(extending his hand as he
				approaches)
			Kyle Terrington, U.S. State
			Department.

	The Russian soldiers close up his equipment and take it
	off to the Helicopter.

					NICK
			What are they doing?

					TERRINGTON
			You've been reassigned.

					NICK
			You can't shut me down now! My
			research here's not finished!

					TERRINGTON
			It is now.

									CUT TO:


 12  EXT. PAPEETE - TAHITI - STREET - DAY				12

	Coastal town of Papeete, Tahiti. With the ocean in the
	distance, through the heat waves we SEE a row of
	official looking black sedans coming toward us.


 13  EXT. PAPEETE HOSPITAL - CONTINUOUS - DAY				13

	The doors to the sedans open as a group of very official
	looking Government types. Stopping to light his
	cigarette is PHILLIP RAYMOND, 40's, intense, dangerous
	and worst of all...French.


 14  INT. HOSPITAL HALLWAY - MOMENTS LATER - DAY			14

	Raymond leads the official looking group down the hall.
	A BRIEFING OFFICER rushes over. (The following dialog is
	entirely in French with subtitles)

					BRIEFING OFFICER
			The Japanese consulate has been
			calling and we've been getting
			pressure from the Americans.

					RAYMOND
			What did you tell them?

					BRIEFING OFFICER
			Nothing yet.

					RAYMOND
			Are there any other survivors?

					BRIEFING OFFICER
			Only one, Sir. He was very lucky.

	The group arrives at a door at the end of the hall. The
	Briefing Officer opens the door.


	RAYMOND'S P.O.V. - THROUGH OPEN DOOR

	In the corner of the large room we see the old Cook from
	the tanker curled up in the fetal position. The doctors
	and a few nurses are attending to him.

					RAYMOND
			Get them out of there.

	Two of the Officials move in and escort the Doctors and
	Nurses out of the room. Raymond nods to two other
	Officials who begin to unpack some recording equipment,
	including a video camera.


 15  INT. HOSPITAL ROOM - SAME							15

	Raymond enters and moves close to the old Cook, kneeling
	down in front of him, inspecting his distant glare. The
	old Cook seems to be in a world of his own, rocking back
	and forth. Raymond nods to another Official who comes
	forward.

					RAYMOND
				(in French)
			Ask him what happened.

	The Second Official ask him in Japanese, but the old
	Cook does not respond. He asks again but the old Cook
	seems to be in a world of his own.

					BRIEFING OFFICER
				(in English)
			It's no use. He's been like this since
			we fished him out of the ocean.
			Whatever happened to that tanker put
			him in a complete state of shock.

	Raymond takes out his lighter and ignites it on high.
	The old Cook's eyes slowly come back to life, transfixed
	by the fire. Slowly he brings the flame close to the old
	Cook's face.

					RAYMOND
				(in English)
			What did you see, old man?

	Drawn out of himself by the flame...

					OLD COOK
				(weakly)
			Gojira...Gojira...

	Raymond shoots a look at the Second Official for an
	explanation.

					SECOND OFFICIAL
				(in English)
			I have no idea what he is saying.

					OLD COOK
				(stronger)
			...Gojira!...Gojira!...GOJIRA!!

									CUT TO:


 16  EXT. GULF OF DEN SAN MIGUEL, PANAMA - DAY			16

	A small sea plane flies over this jungle region of
	Panama, darting up the Gulf into the lush greenery of
	the countryside.

	Super: Guilfo de San Miguel, Panama - 45 km outside
	of La Paz

	Slowly the plane begins to descend, landing by a small
	village.


 17  EXT. VILLAGE FISHING DOCK - MOMENTS LATER - DAY		17

	Several soldiers unload Nick's cargo as he steps out of
	the plane onto the dock. As he walks towards shore he
	SEES...


	NICK'S P.O.V. - POLICE BARRICADE

	Dozens of citizens as well as the press are gathered at
	a police barricade; their access to the village denied.
	Panamanian Police and U.S. military working together to
	keep people out.

	Marching up the shore to greet Nick is MAJOR TONY HICKS,
	30's, efficient, who is spearheading this operation.

					MAJOR HICKS
			Dr. Niko Topopolosis?

					NICK
				(correcting)
			It's Tatopoulos.

					MAJOR HICKS
			Right. The worm guy.
				(to guards at blockade)
			Can someone get those people off the
			beach?

					NICK
			Excuse me, would you mind telling me
			what the hell I'm doing here?

					MAJOR HICKS
			Follow me.

	The Major leads Nick up the beach away from the crowds.

					NICK
			You didn't answer my question. In
			fact, for the last 18 hours no one has
			answered any of my questions.

					MAJOR HICKS
			We have a situation on our hands that
			requires your particular expertise.


	ANGLE - DESTROYED VILLAGE HUT

	Several soldiers and researchers are investigating the
	site when Nick and the Major walk past.

					NICK
			Look, I may work for the Nuclear
			Regulatory Commission but accidents
			and spills are not my field.

					MAJOR HICKS
			We know.

	Major Hicks motions to some guards who clear a blockade
	away from a jungle pathway. Major Hicks takes the
	pathway.

					NICK
			Do you know that you just interrupted
			a three year study of the Chernobyl
			earthworm?

					MAJOR HICKS
			Yeah, you're the worm guy.

					NICK
			The radioactive contamination in that
			area altered the earthworm's DNA! You
			have any idea what that means?

					MAJOR HICKS
			No, but I have the feeling I'm about
			to find out.

					NICK
			It means that due to a man made
			accident the Chernobyl earthworms are
			now over seventeen percent larger than
			they were before. Mutated by seventeen
			percent?

	Major Hicks stops, turns to Nick.

					MAJOR HICKS
				(bemused)
			Seventeen percent, huh? Sounds big.

					NICK
			They're enormous! A new species
			created by man's recklessness. That's
			what I've been trying to tell you, I'm
			only a biologist. I take radioactive
			samples and study them.

					MAJOR HICKS
			Then you're perfect.
				(pointing to the ground)
			Here's your radioactive sample. Study
			it.

	With that Major Hicks walks away.

					NICK
			What sample?

					MAJOR HICKS
			You're standing on it.

	Nick looks down, sees nothing.

					NICK
			I don't see it.
				(no response)
			Where is it?

	We CRANE UP above him, pulling back farther and farther,
	until we SEE he's standing inside of a 15 YARD LONG
	GIGANTIC FOOTPRINT in the sand.

					NICK (CONT'D)
			I don't see it!

	Two scientists have spread out a tape measure to
	document its length as two others inspect it with Geiger
	counters. Nick sees them and realizes he's standing in a
	remarkable discovery. He looks up ahead and SEES...


	OVERHEAD TITLT SHOT - Foot steps...-

	Five gigantic footsteps in front of him. Other
	researchers examining the prints with all kinds of
	equipment. Geiger counters, CLICK, CLICKING away. Nick
	is stunned.


18   EXT. TATTERED VILLAGE REMAINS - MOMENTS LATER			18

	Nick rushes to catch up with Major Hicks who walks
	towards a command tent in the distance.

					NICK
				(flabbergasted)
			That was a footprint. I was standing
			inside a footprint.

					MAJOR HICKS
			That's right.

					NICK
			But there's no animal in the world
			that can make prints like that? Is
			there?

					MAJOR HICKS
			We're hoping you're going to help us
			figure that out.

	The Major gestures to the many villagers who are being
	attended to. Some are injured, others are being examined
	for radiation. The village has been decimated.

					NICK
			Somebody must have seen it.

					MAJOR HICKS
			It happened so fast no one knew what
			hit them 'til is was over.

	A jeep pulls up and PETERS, a young researcher, comes
	rushing over with a video tape in his hands. As he passes
	Major Hicks...

					PETERS
				(on the run)
			Tape's in. The French finally released
			it.

	Peters takes off for the command' tent. Nick and the
	Major follow.


	COMMAND TENT - CONTINUOUS - DAY

	Part military, part scientific command post. Lots of
	activity. Peters waves the tape as he rushes over to a
	television. Major Hicks and Nick follow.

					MAJOR HICKS
			A tanker was attacked and sunk
			yesterday near the French Polynesians.
			We think there's a connection.

					WOMAN SCIENTIST (ELSIE)
			Is that the tape of the witness?

	Excitedly, ELSIE CHAPMAN, heavy set, early 30's,
	paleontologist and head of the research team, leads
	several of her colleagues over to the t.v.

					NICK
			Hi. Nick Tatopoulos...

					ELSIE
			Ah, Elsie Chapman, paleontologist.

	She's clearly attracted to him. This doesn't escape
	Nick, who's not too comfortable with her flirtatious
	glare. She turns to a scientist standing next to her,
	DR. CLIVE CRAVEN.

					ELSIE (CONT'D)
			Dr. Craven, have you met the worm
			guy?

					DR. CRAVEN
			Nice to meet you.

	The t.v. turns on and we SEE the old Cook, rocking on
	his bed, repeating over and over the same word...

					OLD COOK
				(filtered through t.v.)
			...Gojira...Gojira...Gojira...

	This is all too overwhelming for him. He turns from the
	t.v. and looks out into the jungle.

	Slowly he walks away, staring at something in the
	distance with total awe. Elsie walks up next to him.

					ELSIE
			What could have possibly done all
			that?

	We REVERSE ANGLE and SEE what they are staring at.

	A gigantic path cut through the jungle.

	Something of immense size has trampled and cut a deep
	and wide path right through the jungle forest that goes
	on for miles on end. Over the stunned face of Nick we
	HEAR...

					OLD COOK (O.S.)
				(filtered)
			...Gojira...Gojira...Gojira...

									CUT TO:


	T.V. MONITOR - JUNGLE FOOTAGE

	The same beach scene we saw when Nick arrived. Over
	it...

					REPORTER
				(filtered)
			...American and Panamanian troops
			quarantined off a section of the
			Panamanian jungle today amid
			unconfirmed reports of a crashed Air
			Force jet...

									WIDEN TO REVEAL:


 19  INT. WNEW T.V. STATION - DAY						19

	As we WIDEN we see this is one of several wall mounted
	monitors all showing channel WNEW. Through the glass
	doorway nearby we see CHARLES CAIMAN, 40's, handsome,
	entering the office.

					AUDREY (O.S.)
			Murray wants these copied to each
			field producer...


	ANGLE - SECRETARY DESK

	Standing in front of the desk is AUDREY TIMMONDS, early
	thirties, attractive, small town girl who still hasn't
	toughened in the big city and talking with her
	co-worker, LUCY, sitting.

					AUDREY
			And I'm supposed to remind you to call
			him on all of Caiman's expense
			p.o.'s.

					LUCY
			Speak of the devil.

	Just then Caiman passes behind them.

					AUDREY
				(nervous)
			Think I should ask him? I'm going to
			ask him. You think I should? I will.

	Audrey makes the decision and bolts after Caiman. Lucy
	rolls her eyes.

					LUCY
			Oh girl...


	ANGLE - CAIMAN

	As he walks towards his office Audrey races up to him.
	Seeing her, he walks faster hoping to avoid her. He
	can't.

					AUDREY
			Did you talk with Humphries?

					CAIMAN
			This is not the place...

					AUDREY
			Just tell me, did you talk with him?

					CAIMAN
			He said he'd consider it. It's between
			you and Rodriguez.

					AUDREY
			Are you serious? He's going to
			consider me for he job? What else did
			he say?

	They arrive at his office. An enormous standee of
	himself with the ACTION NEWS CREW is there.

					CAIMAN
			Why don't I tell you over dinner
			tonight? Your place.

	He stops at his door. Audrey is startled.

					AUDREY
			Mr. Caiman, you're married.

					CAIMAN
			And you're beautiful...

					AUDREY
			Mr. Caiman...

					CAIMAN
			Call me Charlie.

					AUDREY
				(stubbornly)
			Mr. Caiman, I've been doing extra
			research for you after hours and
			weekends for nearly a year. And I've
			never asked for anything but this job
			is really important to me. I'm too old
			to be an assistant anymore. I need to
			know this job is going someplace.

					CAIMAN
			So have dinner with me tonight.

					AUDREY
			I can't.

					CAIMAN
			It's your choice.

	Caiman shuts the door on her. She turns and is face to
	face with the standee of Caiman. She takes out her
	chewing gum and plasters it on his nose.

									CUT TO:


 20  EXT. JAMAICAN HIGHWAY - AERIAL SHOT - DAY			20

	Over the bumpy Jamaican highway we FOLLOW from above
	several military jeeps racing in convoy.

	Super: Great Pedro Bluff, Jamaica


 21  INT. JEEP - SAME								21

	Elsie, Nick and Clive are cramped together along with
	Nick's equipment in the back of the jeep. Nick looks
	very uncomfortable. Elsie looks at Nick...lasciviously.

					ELSIE
			Three years digging up worms in
			Chernobyl? How did Mrs. Tatopoulos
			handle it?

					NICK
			Oh, I'm not married.

					ELSIE
			Really? A girlfriend then?

					NICK
			No. Perhaps I work too much.

					ELSIE
				(filtered)
			You mean to tell me that there is no
			one who holds a special place in your
			heart?

	Nick seems to get lost in thought.

					NICK
			Not for a long time, now.

					ELSIE
			Well, I think you're cute.

					NICK
				(awkward)
			Oh, thank you.
				(whispered to Clive)
			Is she always like this?

					CLIVE
				(conspiratorially)
			I had to beat her off with a stick.

	The sound of a HELICOPTER ZOOMS overhead.


	AERIAL SHOT - HELICOPTER - SAME - DAY

	A helicopter ZOOMS past our convoy. As we FOLLOW the
	helicopter we REVEAL...


	JAMAICAN BEACH WITH A BEACHED CARGO SHIP - DAY

	Taking up nearly the entire beach, an enormous cargo
	ship lays on its side in the sand. Two gigantic holes,
	ripped into its hull.


	MILITARY JEEPS

	Nick hops out and joins Major Hicks et al as they push
	past the gathered crowd of onlookers. The group gives a
	collective gasp as they see the ship for the first
	time.

	Three men (who we'll recognize from the Tahiti hospital)
	take measurements of the holes in the ship.

					MAJOR HICKS
			Who are they? Lieutenant, get those
			people away from there.

					RAYMOND
				(French accent)
			They are with me!

	Everyone in the group turns to find Mr. Phillip
	Raymond.

					MAJOR HICKS
			And who are you?

	Raymond hands him, as well as anyone who wants one, his
	business card.

					RAYMOND
			CHARGEURES, property and casualty
			insurance. We are preparing a report.

					MAJOR HICKS
			You're fast.

					RAYMOND
			That is our job.

					MAJOR HICKS
			Well your people are getting in the
			way of my job.

					RAYMOND
			Major, what do you think could have
			done this?

					MAJOR HICKS
			Get your people out of there or I
			will.

	The Major walks away. Raymond studies him as he does.


	ANGLE - SHIP

	Nick can't take his eyes off the enormous holes in the
	hull. He steps closer and turns to Peters, who's taking
	radiation counts of the ship.

					NICK
			Mind if I borrow this?

	Peter hands him his Geiger counter and walks into the
	cracked hull of the ship.


 22  INT. CARGO HULL - CONTINUOUS - DAY					22

	Inside is eerily dark and creepy. The guts of the ship
	are tangled inside. Holding a Geiger counter, he gets
	readings from all over the area. One particular spot,
	above him, seems slightly stronger.

	Nick SEES something there. He opens his knapsack and
	puts on some rubber gloves, removing a glass jar (like
	the ones from Chernobyl).

	Carefully he climbs the debris until he reaches a sharp
	shard of metal. Clinging to it he finds a MEATY CHUNK OF
	REPTILE FLESH.

	He tries remove it but he only gets half. He places it
	into his jar. Just as he reaches for the other half,
	SOMETHING GIVES WAY.

	With a JOLT, the section above him collapses. A rush of
	water falls and a HUMAN BODY swings down, just in front
	of him.

	Nick tumbles backwards, his heart pounding. The body
	swings lifelessly as it hangs from above.

	The others rush to his side, checking to see if he's all
	right.

					PETERS
			You okay, Nick?

					NICK
			Yeah, I'm...wait...I lost...

	Nick looks around frantically when the glass sample jar
	is suddenly handed to him.

					RAYMOND
			Are you looking for this?

					NICK
			Thanks.

	Raymond studies Nick as he joins the rest outside.

									DISSOLVE TO:


	UNDERWATER - NETS - MOVING P.O.V.

	We are moving very quickly underwater. Ahead of us are
	some large FISHING NETS with a catch of fish carried in
	the bunt. Quickly we are heading for a collision.


 23  EXT. ATLANTIC OCEAN - OFF NEW ENGLAND COAST - DAY		23

	A great day for fishing. Slicing through the water we
	SEE three New England Fishing TRAWLERS, the HARPO, the
	CHICO, and the GROUCHO.


 24  EXT. THE HARPO - SAME - DAY						24

	ARTHUR is at the wheel. Suddenly the engines WHINE as
	the ship begins to slow down. Surprised, Arthur checks
	his throttle.


 25  EXT. THE CHICO - SAME - DAY						25

	LEONARD and his 1st MATE are puzzled by the engine WHINE
	of their own ship.

					LEONARD
			Jerry, why are we slowing down?

					JERRY (O.S.)
			She's heavy in the bunt.

					LEONARD
			That was fast.


 26  EXT. THE GROUCHO - SAME - DAY						26

	The captain, JULES, hasn't noticed a thing as he lays on
	his deck tanning himself, a boom-box blaring next to
	him. Suddenly THUD. The ship JOLTS for a second. Jules
	slides and BANGS his head into the boom-box. He yelps.

					DECK HAND
			The nets are full!

					JULES
			Then bring 'em in!

					DECK HAND
			We can't. She won't budge!

	Jules gets up to move aft when THUD, again the ship
	ROCKS.


	ALL THREE BOATS SLOW TO A CRAWL

	Arthur tries to GUN his engine but it only WHINES. Soon
	all three boats STOP DEAD. Nothing but quiet for a long
	beat.

					ARTHUR
			What is going on?

	Then with another JOLT all three boats begin to move
	BACKWARDS, DRAGGED BY THEIR OWN NETS!

					LEONARD
			She's going sternway!

					FIRST MATE
			What the hell did we catch?

	The three boats begin to PICK UP SPEED, moving BACKWARDS
	in the water. Water SPLASHES up into the boats, winches
	begin to CRACK under the building pressure.

	The boats begin to move incredibly FAST backwards.
	Things on the boat begin to BREAK and CRASH DOWN onto
	the decks of the ships.

					JULES
			Cut us free! Cut the nets!

	The same cry is heard on all three boats. Leonard grabs
	an AXE and starts HACKING AWAY at the tow lines.

	Jules and his deck hands do the same. WIRE SHEERS are
	brought out for the larger CABLES connected to the nets.
	Desperately they try and free themselves as their boats
	are dragged helplessly backwards.

					ARTHUR
				(screaming at his men)
			Cut the damned cables!


	A CABLE SNAPS!

	Jules falls backward as the cables and ropes are either
	cut or snapped from the pressure. Their boat stops.


	ANOTHER CABLE SNAPS!

	Leonard and his crew TUMBLE to the deck as their boat is
	freed.


	THE HARPO

	Is not so fortunate. The lone boat dragged backwards,
	faster now without the weight of the other boats. Then
	suddenly the aft of the boat begins to get PULLED DOWN,
	dipping into the water.

	With an unstoppable force the Harpo gets PULLED UNDER
	WATER. Deck hands LEAP off the boat as the top cabin is
	CRUSHED as the entire ship slowly DISAPPEARS BENEATH THE
	SEA.

	For a moment all is quiet. No one can believe what just
	happened. Hearts pounding, catching their breath.

	Then with a WHOOSH of air pressure, the Harpo BURSTS out
	of the water. With a gigantic SPLASH, the boat FLOPS on
	its side and capsizes. The waters calm, but the nerves
	of Jules and Leonard don't.

									DISSOLVE TO:


 27  EXT. CLOUDY SKIES - MILITARY TRANSPORT PLANE - DAY		27

	A storm is brewing ahead as this large Military
	Transport plane glides into view then BANKS away.


	PETRI DISH

	A small piece of Nick's SAMPLE is cut away and placed on
	a glass microscope slide.

									WIDE TO REVEAL:


 28  INT. MILITARY TRANSPORT PLANE - SAME - DAY			28

	Nick sits on the floor surrounded by his sloppily
	unpacked equipment as he places the slide under his
	microscope, examining his specimen.

	Quickly stepping over him a young SOLDIER rushes over to
	Major Hicks, seated with the rest of the team on the
	plane's opposing benches. The Solider interrupts their
	discussion.

					SOLDIER
			Major, we just got a report of a
			fishing trawler going down. Exact
			position, forty seven degrees
			latitude, 67 longitude.

					MAJOR HICKS
			What makes you think it's related?

					SOLDIER
			The trawler was pulled under.

	The team exchanges worried glances. Hicks moves over to
	a map where the other incidents have been marked. He
	traces his finger up the 67th longitude until he hits
	the 47th parallel. Just off the East Coast.

					MAJOR HICKS
			Jesus Christ! It's only two hundred
			miles off the American Eastern
			seaboard and we don't even know what
			it is.

					ELSIE
			Theropoda Allosaurus. Some type of
			enormous reptile the likes of which we
			haven't seen since the age of
			prehistoric dinosaurs.

					CLIVE
				(sarcastic)
			So where's been hiding the last sixty
			million years?

					ELSIE
			The depth and breath of the ocean
			floor has barely been explored. His
			kind could have survived there
			completely undetected.

					NICK (O.S.)
			What about the traces of radiation?

	Everyone turns to discover Nick has walked over holding
	his loosely scribbled notes in his hand.

					NICK
			The radiation is not an anomaly, it's
			the clue. This creature is far too
			unique on every level to be some lost
			dinosaur.

					MAJOR HICKS
			Don't tell me why it's not, tell me
			what the hell it is.

					NICK
			What do we know? It was first sighted
			off the French Polynesian Pacific. An
			area that has been exposed to dozens
			of nuclear tests over the last thirty
			years.

					ELSIE
			Hence the radiation.

					NICK
			More than that. I believe this is a
			mutated aberration, a hybrid from the
			fall out in that region.

					CLIVE
				(sarcastic)
			Like your earthworms?

					NICK
			Yes! We're looking at a completely
			incipient creature. The dawn of a new
			species. The first of its kind.

									CUT TO:


	OCEAN WATER

	Racing close to the ocean waters below, something DARK
	and ENORMOUS moves swiftly below the surface. We TILT UP
	from the raging tides up to REVEAL...


 29  EXT. MANHATTAN ISLAND - SKYLINE - RAIN - DAY			29

	A storm has arrived as rain moistens the city ahead.


 30  INT. DINER - SAME - DAY							30

	Dripping wet, Audrey enters from the rain, removing her
	raincoat. She walks to a booth where Lucy and ANIMAL, a
	slovenly, Italian video cameraman is his mid-thirties,
	are taking their lunch break. Animal has two plates of
	food he cobbles down.

					AUDREY
				(sitting)
			My life sucks.

					LUCY
			Oh, please, your life doesn't suck.
			His life sucks.

					ANIMAL
				(between chews)
			That's cuz I'm married to you.

					LUCY
			Shut up. How can you eat like that?

					ANIMAL
			Big bites.

					AUDREY
			I can't believe he put the moves on
			me. After everything I've done for
			him.

					LUCY
			He's scum! As far as he's concerned
			you're just a pair of breasts that
			talk.

					ANIMAL
			I like that image.

					AUDREY
			You know how I spent last weekend?
			Walking his damned dog.

					LUCY
			I'm telling you he's dirt. He's a
			douche bag, gutter slime, dog crap,
			puke chunks...

					ANIMAL
			Hey, hey! I'm eating here!

					LUCY
			Audrey, you're too damned nice, that's
			your problem. Nice gets you nothin' in
			this town. You gotta be a killer to
			get ahead, you know what I'm sayin'?
			I'm sorry, baby, but you just don't
			got what it takes.

					AUDREY
			Animal, you don't think that's true,
			do you?

					ANIMAL
			Nice guys finish last. First rule of
			the jungle.

					AUDREY
			Well, I can be tough if I want.

					ANIMAL & LUCY
			Yeah, sure.

					AUDREY
				(seeing something)
			Oh my God!

	Everything turns to see what Audrey is looking at.
	Audrey gets up and rushes over to a television above the
	counter.

					AUDREY
				(excitedly)
			Turn that up, turn it up.

	The waitress does. On the t.v. plays the same news story
	we saw from before from Panama. This time we SEE Nick
	and Major Hicks walking on the beach.

					AUDREY
			It's Nick! I know that guy. I know
			him!

					LUCY
				(unimpressed)
			Who is he?

					AUDREY
			He was my college sweetie! Look at
			him. He looks so handsome on t.v. What
			the hell is he doing in Panama.


 31  EXT. NEW YORK FISH MARKET - BELOW JFK HIGHWAY - DAY	31

	Even in the rain doesn't keep people away. Buyers haggle
	with sellers. A large MARKET, truck loads of fish. No
	one seems to notice the river across from them...


	MOUTH OF THE EAST RIVER

	Enormous turbulence in the water. Slowly something
	begins to LIFT, sheets of water fall. Bursting out, the
	backside TALONS of the enormous reptile pierce through.
	The TAIL slices through the turbulence.

	Two ships anchored at dock begin to LIFT UPWARDS as the
	beast below them begins to rise.


	ANGLE FISH MARKET

	A groaning WAIL ROARS, echoing. The people of the fish
	market turn just in time to see...


	THE ANCHORED SHIPS

	Lifting impossibly into the air above the pier. Suddenly
	a TIDAL WAVE of water comes CRASHING down, flooding the
	fish market.


 32  INT. TRANSIT BUS - P.O.V. THROUGH WINDSHIELD - RAIN -	32
	DAY

	Through the swinging windshield wipers of the bus we see
	the JFK highway in front of us. Suddenly we see...


	AN ENORMOUS FOOT

	Comes crashing down atop JFK highway, crushing it. The
	TRANSIT BUS tumbles off the demolished highway.

	The man in the MARKET TRUCK is TOSSED and ENORMOUS TEETH
	puncture the top and bottom of his truck as it's LIFTED
	IN THE AIR. The man LEAPS from the open back of the
	truck.

	He lands, HARD, down in front of one of the fish market
	stores as hundreds of fish RAIN DOWN from above. With a
	loud CRASH, the demolished truck SLAMS to the ground
	nearby.


 33  EXT. POLITICAL RALLY - BUILDING STEPS - RAIN - DAY		33

	With a large RE-ELECT MAYOR FAUSTINO poster behind him,
	the MAYOR is at the podium. Before him is a sea of
	umbrellas.

					MAYOR
			I'd like to thank you all for coming
			out on this beautiful New York City
			day.

	Some in the crowd laugh as others applaud. Lost in the
	sounds of the crowd we HEAR a soft THUMPING in the
	distance.

					MAYOR
			When I came into office four years
			ago, people didn't think we could
			reduce crime and I did.


	ANGLE - COP IN BACK OF CROWD

	leaning to the cop next to him.

					COP
				(sarcastic)
			Yeah, he did.

					MAYOR
			People didn't think I could restore
			order...

	This time the THUMPING is HEARD, growing much louder.

					MAYOR
			...and I did. The city is a safer
			place today...

	Before he can continue the crowd begins to murmur with
	fear as the THUMPING grows LOUDER and CLOSER. Suddenly
	with a large CRASHING SOUND a building nearby begins to
	CRUMBLE.

					MAYOR
				(to his aides)
			What the hell....

	People SCRAMBLE to get out of the way as DEBRIS from the
	falling BUILDING litters the area. The Mayor is pulled
	inside by his security men.

	Bursting out of the crumbling corner of the building we
	SEE the enormous LEG of the reptile as it KICKS debris
	out of its way.


	SIDE ANGLE - WALL STREET - FAST TRAVELING SHOT

	Several cars are SQUASHED quickly as the enormous FEET
	of the beast STOMPS through the street. Cars FLATTEN and
	SCATTER, flipping toward us, from the weight of the
	beast. We try to keep up with it, but it's too fast.

	After it passes, the Mayor sticks his head out of the
	doorway to see the demolished street scene.

					MAYOR
			What was that?


 34  INT. WNEW - CAIMAN'S OFFICE - SAME - DAY				34

	Caiman's on the phone as his SECRETARY enters with some
	files. Rain and thunder continue outside.

					CAIMAN
				(into phone)
			I don't give a crap about some war in
			a country I can't pronounce. That's
			not a lead story. Find me a damned
			story, will ya!

	Just then his Secretary notices a desk lamp, the shade
	SHAKING and the light FLICKERING. She hears the THUMPING
	approaching. She turns and SEES...


	GIGANTIC TEETH

	The enormous head of GODZILLA growls as it passes by
	Caiman's office window.

					SECRETARY
			Mr. Caiman. I think your story just
			walked by the window.

	Caiman turns but there's nothing there. He's confused,
	she's dazed.

					CAIMAN
			What?

	Just then the TAIL WHIRLS past with a THUNDERS whip.


 35  INT. DINER - SAME - DAY							35

	Animal, Lucy and Audrey are at the cashier paying.

					LUCY
			Did Romeo have a name?

					AUDREY
			Nick Tatopoulos.

					ANIMAL
			That why you dumped him?

					AUDREY
			No! I just couldn't see myself with
			some boring egg head who spends his
			summer picking apart cockroaches. I
			wanted to have some adventure, some
			fun...

					LUCY
			And now you live the glamorous life of
			Caiman's assistant. Life's a bitch,
			ain't it?

	In the distance we can HEAR the THUMPING approaching.

					ANIMAL
			How long where you and dis guy goin'
			steady?

					AUDREY
			Nearly four years...

					LUCY
			Four years. Girl, I'm surprised he
			didn't ask you to marry him.

					AUDREY
			That's the problem. He did.

	Suddenly the THUMPING gets LOUDER very quickly. Everyone
	in the diner reacts.

					LUCY
			Tell me that's not another goddamned
			parade.

	The next THUMP RATTLES the entire diner. Things begin to
	fall. Through the window we see people RUNNING in
	PANIC.

					ANIMAL
			That's ain't no parade...

	Before anyone can speak the entire building is SHAKING.
	Through the front window we SEE...


	GODZILLA'S FOOT

	Smashing down directly outside the window. Cars are
	SMASHED. One car SAILS directly INTO THE WINDOW,
	shattering it.

	Animal uses his size to COVER the girls from the falling
	debris. As the danger passes, Animal charges for the
	door.

					LUCY
			Victor, wait!


 36  EXT. STREET - CONTINUOUS - RAIN - DAY				36

	Animal comes rushing out. Water sprays from displaced
	fire hydrants, debris still falls, cars burn. Animal
	goes over to his NEWS VAN that has been partially
	crushed.

	He pries open the rear door and takes out his video
	camera and takes off running. Audrey and Lucy arrive too
	late to stop him.

					LUCY
			Victor, don't!


	ANIMAL RUNNING

	Turning the corner Animal runs full speed through the
	debris, trying to jam a video cassette into his camera.
	It won't fit. He SEES up ahead...


	P.O.V. THE TAIL

	Just as it disappears around the corner a few blocks
	ahead. Thinking quickly, Animal bolts down a small
	alleyway.


 37  EXT. OTHER STREET - CONTINUOUS						37

	His camera damaged, Animal struggles to get the tape
	inside as he exits the other side of the alley. He darts
	out into the street to get his shot.

	The THUMPING is OVERPOWERINGLY LOUD. He looks up to see,
	CARS FLIPPING, PEOPLE SCATTERING.

	Then, for the first time, we can clearly see the entire
	massive creature that is...


	GODZILLA

	as he comes barreling towards us. The titanic lizard is
	ferocious and agile. Swiftly he moves closer.

	Animal's hands fumble with the tape. He JAMS it in,
	sweating. He fingers the POWER BUTTON, the red light
	goes on. Quickly he shoulders the camera.


	P.O.V. THROUGH CAMERA - GODZILLA

	Nearly on top of him, Godzilla's own image is suddenly
	covered by his own immense foot as it's lifted and about
	to come down directly on us.

					ANIMAL
			Oh shit!

	Before he can do anything about it...


	GODZILLA'S FOOT

	Towering above him. He has no time to flinch as the
	gargantuan foot SMASHES DOWN.

	In terrifying amazement, Animal remains standing IN
	BETWEEN THE BEAST'S TOES. Abruptly the foot LIFTS
	again. Animal is unscathed and frozen with fear.


	ANGLE - ANIMAL

	Close on Animal as the endless TAIL of the creature
	DRAGS just past him. It seems to go on forever. Finally
	it disappears.


	WIDE ANGLE - TABLEAU OF A DEMOLISHED STREET

	Deserted and demolished. Cars burn, debris falls.
	Animal, the lone figure, just stands there, his chest
	heaving, hyper ventilating.

									CUT TO:


 38  EXT. NEW JERSEY STREETS - LOW ANGLE - AFTERNOON		38

	A military CONVOY with Police escort RACES past us.


	ABOVE - HELICOPTER SHOT - CONVOY

	Sirens BLARING, the convoy and escort speed onward.


 39  INT. MILITARY SEDAN - THROUGH WINDSHIELD - SAME		39

	Just as they arrive at a military roadblock. Crowds have
	gathered as the military try to keep them at bay.


 40  EXT. NEW JERSEY SHORE - CLIFF SIDE - DAY				40

	The guards let the convoy pass. The military is putting
	up a number of large tents. A SERGEANT moves over
	quickly to greet the team as they exit their vehicles.

					SERGEANT
				(quick salute)
			Sergeant O'Neal, Sir.

					MAJOR HICKS
			Any word from the Mayor's office?

	Just then dozens of NEWS VANS pull up. Reporters and
	camera crews come rushing toward them. The guards rush
	to intercept. Stepping out of the next car in the
	convoy, Nick and Elise join Major Hicks.

					SERGEANT
			They've agreed to evacuate the city.
			They've called out the National Guard
			and riot police are on alert.

	As they walk towards the tents the crowd crushes close.
	Nick and Elsie are overwhelmed.

					ELSIE
				(aside to Nick)
			Evacuate Manhattan? That's over three
			million people. Has that ever been
			done before?

					NICK
			I don't think so.

	Several military guards have to clear a path for them as
	they enter the tents.


 41  INT. COMMAND TENT - CONTINUOUS - DAY				41

	Still in construction. The team enters.

					MAJOR HICKS
			Status report?

					SERGEANT
			We've lost sight of it, Sir.

					MAJOR HICKS
			You want to run that by me again?

					SERGEANT
				(nervous)
			After the initial attack he
			just...disappeared.

					OFFICER
				(interrupting)
			Major, Secretary of Defense Burk on
			the line.

	This takes Major Hicks off guard. The last person he
	wants to talk to. Nick walks over to the Sergeant.

					NICK
			I don't understand. How can something
			that large just disappear?

					SERGEANT
			We're not sure. We're scanning the
			area now.

					ELSIE
			He probably returned to the river.
			Just like everywhere else we've been,
			we're always one step behind.

	Nick turns and notices the back of the tent is open
	revealing a beautiful view of the Manhattan skyline.
	Several soldiers enter, setting up telescopes.

					NICK
			I don't think so.

	Over Manhattan we see several dark plumes of smoke from
	the destruction. Military helicopters scan the city.
	Staring out at the skyline, Nick is mesmerized.

					NICK
			I mean, look at it. It's perfect. An
			island, water on all sides. But like
			no other island in the world, this is
			a place where he can easily hide.
				(beat)
			He's in there someplace.

	A SOLDIER comes rushing in.

					SOLDIER
			Channel eight caught it on film!

	He rushes over to a bank of monitors, turns one on. On
	the screen we SEE the shaky video Animal took of the
	creature just as it was about to step on him.

					CAIMAN
				(filtered)
			...WNEW's exclusive images of the
			creature were taken less than a half
			hour ago.

	Nick and Elsie's jaws nearly hit the floor at the sight
	of the immense creature.

					CAIMAN
			Cameraman Victor "Animal" Palotti
			barely survived this vicious attack to
			provide us with this footage.

	The sounds of applause lead us to...


 42  INT. WNEW BUILDING - SAME - DAY					42

	Everyone is applauding as Animal, carrying crates of
	equipment, passes the t.v. playing the same news story.
	Embarrassed, Animal smiles awkwardly.

					CO-WORKERS
			Way to go Animal! That's my man!

	Animal passes Audrey and Lucy who are packing up some
	files.

					AUDREY
			Great stuff, Animal. Weren't you
			scared?

					ANIMAL
			Sure I was. I thought Lucy was gonna
			kill me.

					LUCY
			Damned right, you crazy Wop!

	We SEE the room is in disarray from packing up cartons
	of boxes and equipment. The workers have taken a break
	from the packing as they watch the t.v. broadcast. The
	station manager, MURRAY enters anxiously.

					MURRAY
			People! We have to be completely
			relocated to the New Jersey station
			before our 5:30 broadcast.
				(reading from list)
			Okay, Caiman, Devoe and Animal, you're
			on the helicopter. Everyone else we'll
			see you in Jersey.

					ANIMAL
			Gotta go, honey. You guys gonna be all
			right?

					LUCY
			Audrey's going to stay with us
			tonight.

					ANIMAL
			Great. See ya then.

	Animal hurries out after him. Audrey and Lucy go back to
	packing. Audrey looks up at the t.v. just as they replay
	the footage of Nick and Elsie being led into the command
	tent.

					FIELD REPORTER
				(filtered)
			...military and government health
			officials set up a command post on the
			New Jersey coast this afternoon...

	Surprised at first, Audrey suddenly becomes very
	excited. She SEES Caiman exiting the studio at the end
	of the hall. She rushes over to him.

					AUDREY
			Caiman, wait. Take me with you.

					CAIMAN
			What?

					AUDREY
			I've got something on this. I know a
			guy on the inside with the
			military...

					CAIMAN
			Not now. You got my bag?

	Audrey holds up his bag as they walk towards the
	elevator.

					AUDREY
			You don't understand, I can get us
			information...

					CAIMAN
			Listen, this is the time when the big
			boys have to go to work, okay Honey?

	With that, Caiman walks into the elevator. Pissed,
	Audrey just stares at him.

					CAIMAN
			The bag?

	Audrey THROWS the bag at him, knocking him backwards as
	the elevator doors close. Lucy walks over.

					LUCY
			Come on, Girl, we've gotta go!


 43  EXT. WNEW OFFICE BUILDING - MINUTES LATER - DAY		43

	Lucy and Audrey carry their bags outside into the chaos
	that has taken over the city. Hundreds of people trying
	to leave at once. Gridlock.

	As they move into an overcrowded subway entrance,
	Audrey looks up just in time to SEE the WNEW NEWS
	HELICOPTER lifting off from the building behind them.

									CUT TO:


 44  EXT. MANHATTAN - HELICOPTER SHOT - LATE AFTERNOON		44

	We SEE the destroyed parts of downtown Manhattan. Police
	barricade the streets as firemen work to contain the
	fires.

					CAIMAN (O.S.)
			...in what city officials are calling
			the worst act of destruction since the
			World Trade Tower bombing...


 45  INT. WNEW NEW HELICOPTER - SAME - LATER AFTERNOON		45

	Caiman stares earnestly at his video camera.

					CAIMAN
			...Police and the National Guard have
			quarantined off over twenty square
			city blocks...


 46  EXT. OVERHEAD HELICOPTER SHOT OF MANHATTAN - SAME		46

	Below we see the largest traffic jam in the history of
	the city. Police and National Guardsmen guide the
	traffic.

					CAIMAN
			...hundreds of thousands have jammed
			the streets in the largest evacuation
			in the history of the city. And many
			people are not happy about it.


 47  EXT. MAN ON THE STREET INTERVIEW - VIDEO FOOTAGE		47

	Quick cuts of people who where interviewed earlier.

					WOMAN
			I don't understand why we have to
			leave our homes. It's over already,
			isn't it?

					MAN
			What are we running from? A big
			lizard? I've got cockroaches in my
			building that could kick the crap out
			of it.


 48  EXT. TIMES SQUARE - GRIDLOCK - LATE AFTERNOON			48

	Near chaos as police and National guardsmen attempt to
	bring order to the hundreds of honking, screaming
	motorists.


	RIOT POLICE VAN

	Dozens of armed officers pile out of the van.


	NATIONAL GUARDSMEN

	Maintaining blockades in front of their military
	vehicles.


 49  EXT. SEVENTH AVE E - ROADBLOCK - LATER AFTERNOON		49

	The evacuation effort is made more difficult as traffic
	must be diverted away from the quarantined destruction
	area ahead. Police block the street, smoldering
	buildings behind them. The detour only makes things
	worse.


 50  EXT. CITY BANK BUILDING - WALL STREET - SAME			50

	Several National Guardsmen walk up to the City Bank
	building where they find an ENORMOUS HOLE smashed into
	the side of the building. The Guardsmen peek inside.


	GUARDSMEN'S P.O.V. - INTO BUILDING

	We SEE THROUGH the building to a hold on the other side.
	Godzilla apparently walked RIGHT THROUGH. The Guardsmen
	are visibly shaken.


 51  INT. SUBWAY STATION - SAME						51

	Way beyond capacity, the flooded subway platform bursts
	with people pushing and shoving to get into the trains.
	Caught in the craziness we find Audrey and Lucy trying
	desperately to get on board.

					P.A.
			Please don't push. People are getting
			shoved down onto the tracks and the
			trains can't leave...

	The last to fit inside, Lucy and Audrey cram in just as
	the doors shut behind them. People left behind BANG on
	the closed doors as the subway pulls out.


 52  EXT. GEORGE WASHINGTON BRIDGE - HELICOPTER SHOT - SAME	52

	A gigantic traffic back up all the way down the Westside
	Highway. The bridge is a veritable parking lot.

					MAYOR (O.S.)
			Well this is great!


 53  INT. MAYOR'S HELICOPTER - LATER AFTERNOON			53

	With his close aides in tow, the Mayor stares at the
	melee below.

					MAYOR
			If we're wrong on this evacuation
			they'll string me up from the Liberty
			torch.


 54  EXT. COMMAND CENTER - JERSEY CLIFF SIDE - LATE		54
	AFTERNOON

	The Mayor's helicopter sails over the George Washington
	Bridge and over to a small landing pad near the Command
	Center. A large group of people dressed in business
	suits await the helicopter.


 55  INT. MAYOR'S HELICOPTER - LATE AFTERNOON				55

	Just as the helicopter is landing, the crowd moves
	toward the chopper.

					MAYOR
			Who the hell are they?

					AIDE
			It's a contingent of building owners
			and community business
			representatives.

					MAYOR
			I don't have time for this nonsense.

					AIDE
			Most of them are campaign
			contributors.

	Well that's a different story.


 56  EXT. LANDING PAD - CONTINUOUS - LATE AFTERNOON		56

	As the Mayor steps out he's greeted by a nervous crowd
	of people shouting, "How long do we have to shut our
	business down? Will the city cover the damages? Etc."
	Among them, DONALD TRUMP tries to get the Mayor's
	attention.

					MAYOR
			I share your concerns. I want to get
			the city back in business as soon as
			possible.

	As he pushes through the dense crowd he runs directly
	into...


	RAYMOND

	Who waits for the Mayor. The Mayor is momentarily
	stopped.

					RAYMOND
				(handing his card)
			CHARGURES Insurance. We represent
			nearly thirteen percent of the
			buildings in your city.

					MAYOR
			If you'll excuse me...

					RAYMOND
			We are very happy that you are in
			control of this situation.

	With that he gently pats the Mayor on the back, leaving
	a small, nearly undetectable DEVICE on the Mayor's
	collar.

					RAYMOND
			You can count on our emotional and
			financial support.

					MAYOR
			Oh, well, thank you very much.

	Briskly he shakes his hand as he pushes his way through
	the crowd. Raymond watches him pass, seeing the device
	stuck to the Mayor's collar.


	ANGLE - WNEW NEWS CHOPPER

	Rushing over from the parked news chopper, Animal and
	Caiman race for the Mayor who walks through a mob of
	reporters.

					CAIMAN
			Hurry, we're going to miss the Mayor.

	But before he can get close, two POLICE OFFICERS stop
	them.

					POLICE OFFICER
			Sorry, you gotta have a press ID past
			this point.

					CAIMAN
			Don't you watch t.v.?

					POLICE OFFICER
			Can we see your press pass, sir?

	Flustered, Caiman searches his pockets for his press
	pass.

					CAIMAN
			I had one here on my bag. Where the
			hell did I put it?


	CAIMAN'S PRESS PASS - ECU

	We SEE Caiman's plastic smile on his press ID. Suddenly
	AUDREY'S picture is placed on top of Caiman's.

									WIDEN TO
									REVEAL:


 57  INT. SUBWAY STATION - SAME - LATER AFTERNOON			57

	Smashed together like sardines, Audrey plays with
	Caiman's press pass, trying to put her photo over his.

					LUCY
			What the hell are you doing?

					AUDREY
			Remember my friend we saw on t.v.?

					LUCY
			Your old sweetheart?

					AUDREY
			Yeah, well he just turned up in New
			Jersey at the military command post.
			Somehow all this is related to what
			happened down in Panama. There's a
			story here. I know it. You got any
			tape or glue?

					LUCY
			I left my forgery kit back at the
			office.

	Audrey looks over at a young ten year old boy holding
	his backpack, a RULER sticking out of the back.

					AUDREY
			Hey, do you have any glue in your
			bag?

					KID
			What's it to you?

					AUDREY
			Can I use some?

					KID
			What do I get?

					AUDREY
			The warm feeling of helping your
			fellow man.

					KID
			Five bucks.

					AUDREY
			You're kidding, right?

	The Kid simply puts his hand out.


 58  EXT. NEW JERSEY TRAIN STATION - LATER				58

	People FLOOD off the train out into the station.

					P.A. ANNOUNCER
			Please exit the station. For those of
			you without accommodations, the city
			has opened up shelters on Monroe and
			60th and at Bergenline and 72nd.
			Please exit the...

	Audrey and Lucy walk through the crowd. Audrey turns and
	gives Lucy a kiss.

					AUDREY
			Wish me luck!

					LUCY
			Audrey, I don't think this is a very
			good idea. Caiman finds out and he'll
			have your job.

					AUDREY
			I'm tired of waiting for someone else
			to give me an opportunity, Luce. If
			there's a story here I'm going to find
			it.

	Lucy nods in acceptance as Audrey disappears into the
	dense crowd. Lucy worries for her friend.

									CUT TO:


	"YUM YUM DOUGHNUTS" BAG - PRE-SUNSET

	Carried along with a Styrofoam cup of coffee. We WIDEN
	TO REVEAL a MAN carrying the junk food to a GREY VAN
	parked not too far from the Command Center Tent across
	the way.

	The man knocks on the back of the van. The van opens to
	reveal...


 59  INT. RAYMOND'S VAN - PRE-SUNSET					59

	Filled with high tech monitoring equipment, Raymond and
	his men are listening in to a conversation. The man with
	junk food hands it to Raymond.

					RAYMOND
			Merci.

	He opens the bag and takes out a croissant. He bites
	into it and grimaces. To wash away the taste, he drinks
	from the coffee. It's worse than the croissant.

					RAYMOND
			You call this coffee?

					MAN
				(French accent)
			I call this America.

	The man takes a seat near Raymond as Raymond turns up
	the volume on his headset.

					MAYOR (O.S.)
				(mid argument)
			You're telling me that in an election
			month I've evacuated the entire city
			for nothing?


 60  INT. COMMAND TENT - WAR ROOM (TENT) - PRE-SUNSET		60

	From behind the Mayor's head we SEE the monitoring
	device attracted to his collar. As he speaks we WIDEN TO
	REVEAL...

					MAYOR
			Do you realize what this evacuation
			will cost the people of this city!?

	Representatives of all branches of the military,
	National Guard and the Mayor's office are here. The room
	overflows with people. Nick, Elsie and the scientist
	stand near the back of the tent.

					ADMIRAL PHELPS
			We're been monitoring the waters
			around the island. As far as we can
			tell it hasn't left the area.

					MAYOR
			But you don't know for sure.

					MAJOR HICKS
			We think there's a strong reason to
			believe it may be hiding inside one of
			the buildings within the sequestered
			area.

					MAYOR
			But you don't know for sure!

	Just then Sergeant O'Neal enters hurriedly. He wants to
	speak but waits for the opportunity.

					MAJOR
				(controlling his temper)
			Mr. Mayor, if he's not in one of those
			buildings then we give the all clear.
			But not until we've checked each
			building!

					SERGEANT O'NEAL
			Sir, that may be more difficult than
			we originally projected.

					MAJOR
			More good news?!

					SERGEANT O'NEAL
			We've run into a problem.

									CUT TO:


	A SIGN READING: SUBWAY STATION: 23RD STREET - SUNSET

	We CRANE DOWN to reveal several military sedans pulling
	up into FLAT IRON SQUARE (where Broadway meets 5th).
	Sergeant O'Neal leads the team out of the cars and down
	a subway entrance.


 61  INT. SUBWAY STAIRWELL - CONTINUOUS - SUNSET			61

	Marching down the stairs, the team enters into the very
	large subway station. For all we see it seems like a
	normal subway station except for the fact that every one
	of the team members look ASTONISHED.

					SERGEANT O'NEAL
			Lt. Anderson and his men found this
			late this afternoon.

	The camera makes a hundred and eighty degree turn as we
	suddenly SEE what the team is staring at...


	AN ENORMOUS HOLE

	The four normal subway tunnels have been CARVED OUT
	making one GIGANTIC TUNNEL. Debris and crumbled brick
	are everywhere. Several SOLDIERS with flashlights
	approach the hole.

	Lt. Anderson moves over to the astonished group. Some of
	the scientists fan out, examining the area.

					LT. ANDERSON
			We were checking the office building
			above when we discovered the floor was
			gone.


	LOW ANGLE - REVEALING THE HOLE IN THE CEILING

	We SEE that not only is the ceiling gone but the
	building above is hollowed and torn to shreds. Another
	hole in the building leads to the street.

					LT. ANDERSON
			When we learned he could burrow his
			way through the tunnels we realized he
			could be out of the quarantined zone.

					MAJOR HICKS
			Christ. How many tunnels lead off the
			island?

					LT. ANDERSON
			Only five, Sir. We've checked them
			all. He hasn't used any of them.

					MAJOR HICKS
			Have them sealed off.

					LT. ANDERSON
			And how should we do that, Sir?

					MAJOR HICKS
			Fill them with cement, brick them up,
			put land mines in them, bombs, I don't
			know, just make sure that goddamned
			thing doesn't leave the island!


	ANGLE - INSIDE DARKENED TUNNEL

	As the SOLDIERS slowly move down deeper into the
	tunnels, their flashlight beams scan the area. Could
	they stumble onto something dangerous?


	ANGLE - NICK

	as he approaches Major Hicks and Sergeant O'Neal.

					NICK
			You know, he's not an enemy trying to
			evade you. He's just an animal.

					MAJOR HICKS
			What are you suggesting?

					NICK
			When I needed to catch earthworms, I
			knew the best way to catch them was
			not to chase them. I had to draw them
			out.


	ANGLE - SOLDIERS - DARKNESS

	Still moving deeper into the tunnel we get the feeling
	these soldiers may just waken a sleeping giant.


	BACK TO TEAM

	Nick moves to the edge of the platform, looking off into
	the dark tunnel.

					NICK
			All we need to do is find out what it
			wants, what it needs, and he'll come
			to us.


	ANGLE - SOLDIERS - DARKNESS

	The lead Soldier SEES something. Cautiously he moves
	forward thinking he's onto something. We HEAR something
	MOVING in the darkness.

	We FOLLOW his beam as the noise grows clearer. The beam
	falls onto something on the floor...


	A FISH

	Flopping on the ground is a large FISH. As the beam
	moves farther along we see two, no, three fish ahead.

									CUT TO:


 62  EXT. NEW YORK CITY STREET - POST-SUNSET (MAGIC HOUR)	62

	A battalion of armored TANKS roll down this deserted
	city street. A large number of GROUND TROOPS march
	behind.


	COBRA HELICOPTERS - SAME - MAGIC HOUR

	Banking in formation, the helicopters swerve, heading
	towards mid-town Manhattan.


	SAND BAG FORTIFICATION

	Soldiers pile up sand bags, creating a make shift
	fortification. SHARP SHOOTERS and a BAZOOKA BRIGADE
	settle into place.


 63  EXT. FLAT IRON SQUARE - SAME - MAGIC HOUR			63

	Major Hicks moves over to a jeep and grabs the radio.


 64  INT. COMMAND TENT - SAME - MAGIC HOUR				64

	Major Hicks sits by a bank of communications
	technicians.

					MAJOR HICKS
			Where are they now?

					RADIO TECHNICIAN
			Delta niner, what is convoy position?


 65  EXT. BROOKLYN BRIDGE - SAME - MAGIC HOUR				65

	Led by armored military vehicles we SEE a convoy of
	TWENTY YELLOW DUMP TRUCKS passing over the bridge.

					DRIVER (O.S.)
			Command, we're just entering the
			city.


 66  EXT. FLAT IRON SQUARE - SERGEANT O'NEAL - SAME		66

	Sergeant O'Neal listens to the response on the radio.

					RADIO TECHNICIAN
			Convoy ETA, five minutes.

	The Sergeant signals several military technicians, who
	are mounting several video cameras to hurry.


 67  INT. COMMAND TENT - SAME - MAGIC HOUR				67

	A buzz of activity. Military Officials and personnel.
	The Mayor enters and joins his aides in the back of the
	room.

					MAYOR
				(whispering to Aide)
			They find anything yet?

	The Aide shakes his head. Monitors come to life with a
	live video feed-from several cameras we saw mounted.


	A CABLE REPAIRMAN - MAGIC HOUR

	In blue overalls, the REPAIRMAN walks up to a large
	satellite dish. We WIDEN to REVEAL the dish is parked
	next to the Command Tent. He kneels down next to some
	cables leading away from the dish toward the Command
	Tent.


 68  INT. COMMAND TENT - MAGIC HOUR						68

	Suddenly all the screens FUZZ OUT. Just as quickly the
	monitors return to normal. No one seems to notice.


 69  EXT. SATELLITE DISH - SAME - MAGIC HOUR				69

	The Repairman finishes affixing a small DEVICE to the
	cable. He taps his earpiece and speaks into his own
	lapel.

					REPAIRMAN
				(French accent)
			It is good.


 70  INT. MOTEL ROOM - SAME - MAGIC HOUR					70

	We SEE Raymond and his men have turned this dingy Motel
	room into a command central of their own. Raymond is
	putting sugar into his coffee when a bank of monitors
	turn on. They are seeing THE SAME VIDEO FEED as the
	Mayor. Pleased, he takes a sip. It's awful.

					RAYMOND
			You said this was French Roast!

	His aid turns, holding a package labeled FRENCH ROAST.

					RAYMOND
				(defeated)
			More cream.

	His associate hands him some milk. He adds it to the
	coffee. No use, it still sucks. On the monitors we SEE
	the DUMP TRUCKS entering Flat Iron Square.


 71  EXT. FLAT IRON SQUARE - SAME - MAGIC HOUR			71

	The DUMP TRUCKS arrive and the soldiers guide the
	trucks, forming a circle, their tails facing each other.
	As the last one passes it REVEALS Nick and Sergeant
	O'Neal.

					SERGEANT O'NEAL
			I sure hope your plan works.

					NICK
			I'm kind of hoping the same thing.

	The twenty of them, in concert, begin to dump their
	cargo.


	LOW ANGLE - CENTER OF THE DUMP TRUCK CIRCLE

	Tons and tons of FISH are DUMPED directly on top of us.


 72  INT. RAYMOND'S MOTEL - SAME - MAGIC HOUR				72

	On the monitors they watch in astonishment as the fish
	get dumped into a large pile in the center of Flat Iron
	Square.

					AIDE
			Tres bizarre.

					RAYMOND
			No.
				(leaning forward)
			Very clever.


 73  EXT. FLAT IRON SQUARE - FISH PILE - SAME - NIGHT		73

	A MOUNTAIN OF FISH have been piled into the center of
	Flat Iron Square.

					NICK
			That's a lot of fish.

	A master of the obvious. Sergeant O'Neal shoots him a
	glare and moves over to the men. Together they march
	into a building at the edge of the square.


	SOLDIERS

	Loading up rifles, taking positions. GAS MASKS being
	handed out down a long line for all the soldiers.

	The TANKS move into their final positions. The National
	Guardsmen and Soldiers supporting the Tanks take
	positions.


 74  EXT. TOP OF THE SQUARE - SAME - NIGHT				74

	Entering from the stairs out onto the roof, Sergeant
	O'Neal and his men take positions, observing from
	above.

	Everyone is waiting. The silence is deafening.


	ANGLE - NICK

	As everyone waits, Nick scans the area, thinking.
	Suddenly something catches his eye...


	STEAM VENT

	Through a steam vent in the streets. Nick sees STEAM
	lifting into the air. He notices several other vents
	doing the same thing around the square. Quickly Nick
	rushes over to a YOUNG OFFICER.

					NICK
			I need your radio.

	The Young Officer leads Nick over to his jeep. Nick
	grabs the receiver.

					NICK
			Sergeant O'Neal, the subway vents. We
			have to shut them down...


 75  EXT. ROOFTOP - SERGEANT O'NEAL - SAME - NIGHT			75

	O'Neal listens to Nick on his radio.

					NICK (O.S.)
				(filtered)
			...With the air pressure pushing up,
			he'll never smell the bait!

					SERGEANT O'NEAL
				(turning to soldier)
			Get some men down into those air
			vents. Shut 'em down!


 76  INT. SUBTERRANEAN AIR VENT - MOMENTS LATER - NIGHT		76

	With a loud WHINE we HEAR the vents shutting down. The
	large whirling FAN BLADES slow to a stop.


 77  EXT. FLAT IRON SQUARE - SAME						77

	One by one the steam pillars begin to disappear as the
	vents are turned off. There is a long tense moment of
	waiting. When will it come? Will it come?

	Before the Young Officer can stop him, Nick rushes over
	to a manhole cover in the center of the street. The
	cover is to heavy. He yells back.

					NICK
			We need to open all the manhole covers
			in the area. Let the scent waft down.

	The Young Officer signals other soldiers. Nick steps
	back and lets the soldiers go to work. As he walks back,
	he spots another manhole cover at the next intersection
	down a side street. He runs over to it.


	ANGLE - SIDE STREET - MANHOLE COVER

	A particularly heavy one in the center of this
	intersection (a block away from Flat Iron Square), Nick,
	alone, wrestles to remove it. With all his might, he
	drags it clear.

	Suddenly, through the hole he HEARS some STRANGE NOISES
	from below. Rattled, he slowly backs away from the hole.
	The NOISES grow increasingly louder.

	Then with a DEAFENING ROAR, the ground behind Nick
	ERUPTS and GODZILLA RISES, ripping up the boulevard as
	he does.

	Nick SPINS only to find himself face to face with the
	gigantic creature. Godzilla's head slopes down,
	apparently looking Nick in the eye.

	All around foot soldiers appear, guns trained, shoulder
	hoisted rocket launchers prepared.

	Out of the corner of his eye, Nick sees all this. He
	gently signals with his hands that they should NOT fire.

	Sensing no danger from Nick, Godzilla simply STEPS OVER
	Nick.


	NICK'S POV - UNDER GODZILLA

	As the gargantuan creature walks over us, making a
	beeline for the fish.

	Nick turns and RUNS, following him.


 78  EXT. FLAT IRON SQUARE - CONTINUOUS - NIGHT			78

	Godzilla moves into the square. The military hunkers
	down, ready to strike. Cautiously the beast moves over
	to the mountain of fish.


 79  INT. COMMAND TENT - SAME							79

	Major Hicks watches the monitors as Godzilla approaches
	the fish.

					MAJOR HICKS
			Commence phase one. Let's gas it!


 80  EXT. ROOFTOP - SERGEANT O'NEAL - SAME - NIGHT			80

	Everyone on the rooftop puts on their GAS MASKS.

					SERGEANT O'NEAL
			Let 'em fly!


	ANGLE - STREET LEVEL - SAME

	All the soldiers PUT ON their GAS MASKS. A team of
	EIGHT, pull out a GAS CANISTERS and yank the releases.
	They DROP them down the long barrels of air cannons,
	preparing to fire.


	SAND BAG FORTIFICATION - SAME

	Nick runs past the fortification, trying to get a closer
	look. The Young Officer yells after him.

					YOUNG OFFICER
			Where're you going? Nick!

	Nick stops briefly as the Young Officer TOSSES a gas
	mask to Nick who quickly puts it on and dashes for a
	closer spot. Suddenly SAILING OVER HIS HEAD we SEE...


	GAS CANISTERS

	Firing from the air cannons, the GAS CANISTERS streak
	across the sky landing behind Godzilla. The Yellow gas
	forms a wall of smoke that drifts upwards.


	ANOTHER ANGLE - OPPOSITE CORNER

	Across the way eight MORE CANISTERS are FIRED at the
	beast. Quickly Godzilla is surrounded by the gas fumes.


	ANGLE - NICK

	Frustrated at his inability to see through the smoke, he
	DASHES forward over to a large BRONZE STATUE.


	GODZILLA

	The smoke annoying and distracting him, Godzilla spins,
	his tail waving the smoke away. But the smoke returns.
	Godzilla YELLS OUT. Frustrated he rears back and
	BLASTS!

	For the first time we SEE the infamous POWER BREATH of
	Godzilla. With amazing FORCE the smoke, canisters, cars
	and anything that isn't nailed down SAILS BACKWARDS from
	the intense pressure.

	Nick is HIT by the WAVE of air pressure and is sent
	FLYING BACKWARDS, impossibly high in the air.

	An enormous fabric BANNER advertising this season at the
	MET, catches Nick who SLIDES down the banner, hitting
	the ground, HARD. Just as he looks up he SEES...


	A LARGE TRUCK

	Tumbling toward him from the power breath. Nick
	SCRAMBLES to his feet just in time as the rolling Truck
	SMASHES into the building behind where he just sat.


	ANGLE - TROOPS - FORTIFICATION

	The troops have to SCATTER as the tumbling trucks and
	cars are FLUNG AT THEM, disabling their attack forces.
	Trucks and rocket launches are CRUSHED by the tumbling
	debris.

	Godzilla CONTINUES to BLOW at everything around him.
	Cars and trucks ROLLING. Soldiers DIVING for cover. It's
	chaos.

	The glass in all the surrounding buildings SHATTER,
	shards of glass raining down. Windows, street lamps, all
	blown out by the tremendous gale force winds.


 81  INT. COMMAND TENT - MAJOR HICKS - SAME - NIGHT		81

	On the monitors we SEE the melee.

					MAJOR HICKS
			Fire at will!


 82  EXT. ROOFTOP - SERGEANT O'NEAL - SAME - NIGHT			82

					SERGEANT O'NEAL
			Fire at will. Fire at will.


 83  EXT. FLAT IRON SQUARE - SAME - NIGHT				83

	From all angles, soldiers rush back to their equipment
	and attempt to FIRE. Very few are able to get off
	rounds.


 84  EXT. ROOFTOP - SAME - NIGHT						84

	O'Neal tries to steady himself as the soldiers FIRE down
	at the creature below. One HOISTS a MISSILE launcher.


	ANGLE - GODZILLA - NIGHT

	As the FIREPOWER begins around Godzilla, he takes a hit
	in the shoulder and SCREAMS OUT. Suddenly he LEAPS away
	just as several MISSLES HIT the Flat Iron Building
	behind where Godzilla was standing only moments
	earlier.

	Dashing down a side street, Godzilla LEAPS over the
	waiting tanks who cannot adjust their cannons in time.
	WE'VE NEVER SEEM HIM MOVE THIS QUICKLY. Several tanks
	are SQUASHED as the beast bull dozes right through the
	regiment.


 85  INT. COMMAND TENT - SAME - NIGHT					85

	We SEE the Flat Iron Building crumbling on one of the
	monitors near Major Hicks. In the rear of the room the
	Mayor looks sick.


 86  EXT. FLAT IRON SQUARE - SAME - NIGHT				86

	Soldiers come out from behind the crashed vehicles and
	debris. Only the smoldering devastation is left behind.


 87  INT. COMMAND TENT - MAJOR HICKS - SAME - NIGHT		87

	The monitors only show static or devastation.

					MAJOR HICKS
				(into radio)
			O'Neal, what the hell is going on
			there!?


 88  EXT. ROOFTOP - SAME								88

	Quickly his men are packing up.

					SERGEANT O'NEAL
				(into radio)
			He's gone, Sir. Echo division's in
			pursuit.


 89  EXT. AVENUE OF THE AMERICAS (6TH AVE.) - SAME - NIGHT	89

	Four ARMORED MILITARY VEHICLES come SKIDDING around the
	corner in hot pursuit. Each with a team manning enormous
	mounted weaponry.


	REVERSE ANGLE - 6TH AVE. - GODZILLA

	Galloping like a Gisele uptown, Godzilla is SPEEDING up
	the boulevard. The armored vehicles OPEN FIRE. Some
	shots CLIP into Godzilla's back. Ahead he is running
	directly into...


	MOBILE MISSILE LAUNCHERS

	Blocking off the street in front of him. They FIRE.
	Pinned down, the creature SCREAMS and DUCKS away down
	another side street. The missiles can't turn fast enough
	and SLAM into a building, DEMOLISHING it.


 90  EXT. ELECTRONICS STORE - SAME - NIGHT				90

	The window is SMASHED in. A small group of LOOTERS are
	loading up their mini-van. Finishing up the group is
	about to leave.

					LOOTER #1
			Jimmy, let's go.

					LOOTER #2
			Wait. I want this. Help me!

	The group rejoins Jimmy as they try to pull an enormous
	Pin Ball machine from the window. As they carry the
	machine back towards the mini-van...


	SQUASH! - GIGANTIC FOOT

	Godzilla's enormous foot flattens the mini-van like a
	pancake. The Looters go pale. As the Military Armored
	Vehicles RACE by in hot pursuit.


 91  EXT. BROADWAY - SAME - NIGHT						91

	Godzilla BOUNDS onto Broadway and FREEZES, looking
	around. As he looks downtown he SEES...


	GODZILLA'S P.O.V. - MILITARY ARMORED VEHICLES


	Skidding around the corner a few blocks back, the
	armored vehicles reappear.

	Godzilla turns uptown and BOLTS. As he gets up to full
	speed...


	COBRA HELICOPTERS

	A team of FOUR COBRA HELICOPTERS swoops down heading
	directly for Godzilla.


 92  INT. COMMAND TENT - MAJOR HICKS - NIGHT				92

	The Mayor stands over a Radio technician.

					HELICOPTER PILOT (O.S.)
				(filtered)
			We have him, locked on.

					MAJOR HICKS
			Then FIRE damn it!


 93  EXT. TIMES SQUARE - SAME - NIGHT					93

	Godzilla runs into the famous lighted square (looking
	remarkably like Tokyo) just as the COBRA'S come SWEEPING
	DOWN out of the sky.

	Godzilla SPOTS them and leaps away just as they FIRE
	missiles, which RIP INTO the famous JUMBO TRON VIDEO
	BILLBOARD, demolishing the building.

	The Cobra's SWERVE quickly, pursuing Godzilla down a
	side street.


 94  EXT. LEXINGTON AVENUE - SAME - NIGHT				94

	Godzilla appears, turning the corner and racing down the
	street. From behind, the Cobra helicopters come
	SCREAMING down on him, they FIRE ROCKETS at Godzilla
	who, again, deftly turns a corner.

	The errant rockets BLAST into the CHRYSLER BUILDING, as
	they attempt to follow him but fail. Shards of glass come
	RAINING DOWN as the building crumbles.


	ANGLE - ARMORED VEHICLES

	As they race around the corner they SLAM ON THE BREAKS
	just as the familiar CONE of the Chrysler building comes
	CRASHING DOWN just inches in front of the vehicles,
	tumbling into the street.


 95  INT. COMMAND TENT - SAME - NIGHT					95

	The static increases over the radio.

					HELICOPTER PILOT
				(filtered)
			That is a negative impact.

	The Mayor, in the back of the room stands, furious.

					MAYOR
			Negative impact!?! It's the goddamned
			Chrysler building, that's what it is!

	His aides try to calm him.

					MAJOR HICKS
				(into radio)
			You said he was locked on!


 96  EXT. SIDE STREET - COBRA HELICOPTER P.O.V. - NIGHT		96

	Moving through the narrow side street.

					HELICOPTER PILOT (O.S.)
			The heat seekers can't lock. He's
			colder than the buildings around him.


 97  EXT. 5TH AVENUE - CONTINUOUS - NIGHT				97

	The four Cobra helicopters ZOOM around the corner and
	into 5th avenue.


	COBRA HELICOPTER P.O.V. - GODZILLA

	Godzilla is ahead of us. The choppers FIRE again, this
	time using their gun turrets, ACCELERATING toward the
	beast.

	Under heavy bullet firepower and the choppers nearly on
	top of him, Godzilla DIVES into an office building.

	The helicopters surround the crumbling building, and
	OPEN FIRE, decimating it. They STOP firing and stare
	into the smoldering mess they've made.

					PILOT
			I think we got him.

	Just then ERUPTING out of a building behind them...


	GODZILLA

	POUNCES OUT of the building, snapping up two of the
	helicopters in one bite!

	He WHIRLS around and SWIPES another out of the air with
	his ENORMOUS CLAW. The CLAWED helicopter SLAMS into the
	ground just as...


	ARMORED VEHICLES

	come sliding around the corner, directly into the
	CRASHING HELICOPTER which explodes on impact. The entire
	team is taken out with the concussion.


 98  INT. COMMAND TENT - MAJOR HICKS - SAME - NIGHT		98

	Major Hicks is on his feet, steaming mad.

					MAJOR HICKS
				(into radio)
			Echo four, where is he!?


 99  EXT. AVENUE OF THE AMERICAS - SAME - NIGHT			99

	As the remaining Cobra helicopter SWERVES around,
	Godzilla is gone.

					HELICOPTER PILOT #4
			I don't know sir. He just vanished.

	As the helicopter PASSES a dark building we SEE a SHAPE
	MOVE! We realize that like a chameleon, Godzilla had
	TAKEN THE COLOR of the building and hid. With the
	helicopter past him, he CHASES FROM THE REAR.

					HELICOPTER PILOT #4
				(realizing)
			Oh Jesus!

	The chopper GUNS IT, full throttle. Godzilla GIVES
	CHASE. Even at its top speed it can't out run the big
	creature.

	The chopper tries to LIFT AWAY but before he can get the
	height, Godzilla SNAPS his gigantic jaws and SWALLOWS
	THE HELICOPTER WHOLE.


	STREET - WIDE ANGLE

	The fires burn and the rubble crumbles. Godzilla gives
	one final SCREAM and DIVES into a building,
	disappearing.


100  INT. COMMAND TENT - SAME - NIGHT					100

	The Mayor's aide try to hold him back as the Mayor is
	charging at Major Hicks.

					MAYOR
			What the hell is the matter with you
			people?! You caused more damage than
			that thing did!


101  EXT. 5TH AVENUE - SAME - NIGHT					101

	Empty and devastated. Fires continue to burn.


102  EXT. FLAT IRON SQUARE - SAME - NIGHT				102

	Nick, Sergeant O'Neal and several of his men walk
	through the devastated area. Nick kneels down and
	SEES...


	NICK'S P.O.V. - PUDDLE OF BLOOD

	There is a large reddish brown puddle of blood. Nick
	takes out a small glass container and scoops some up.

					SERGEANT O'NEAL
			I can't believe it. He did all this
			and we did nothing to him.

	Nick walks over to him, consoling.

					NICK
			That's not true. We fed him.


	REVERSE ANGLE

	Only a few scattered fish remain where the mountain of
	fish once was. Our team stands there amidst the rubble.

									FADE OUT:


	FADE IN:


103  INT. NETWORK NEWS DESK - VIDEO FOOTAGE				103

	A network news ANCHOR speaks directly at us as a video
	of the Chrysler building getting destroyed plays behind
	him.

					ANCHOR
			While it may have looked like Beirut,
			it was in fact, Manhattan where man
			and nature have collided with brute
			force.

	The video switches to the White House where we SEE the
	President signing a bill.

					ANCHOR
			The President today declared a state
			of emergency and has issued disaster
			relief funds to New York City.

									WIDEN TO
									REVEAL:


104  INT. WNEW NEWS TRUCK - VIDEO FEEDS - SAME - NIGHT		104

	We SEE that we've been watching the video on one of MANY
	video monitors showing all the news broadcasts. As an
	assistant moves away from the monitors we FOLLOW him out
	of the truck.


105  EXT. WNEW NEWS TRUCK - CONTINUOUS - SAME - NIGHT		105

	We continue to FOLLOW the assistant outside, revealing
	the enormous MOB of reporters that have gathered just
	outside the military command tents. As we FOLLOW the
	assistant he passes several reporters doing "stand-up"
	reports.

					REPORTER #1
			...rumors continue to mount as to the
			origin of this, perhaps, lost
			dinosaur...

					REPORTER #2
			...having shut down the United Nations
			in the evacuation, foreign diplomats
			are demanding an international
			coalition be assembled to track the
			creature...

	The assistant finally arrives at Caiman who is doing a
	live remote. Animal works the camera.

					CAIMAN
			...Maintaining a total media blackout,
			officials remain silent this evening
			as to their progress in containing
			this creature...

	Behind him, in the crowd we SEE Audrey pushing her way
	through the reporters, her fake ID pinned on her shirt.
	She turns and sees Caiman. Quickly she ducks down and
	moves deeper into the crowds.

	Suddenly there is movement as the crowd turns their
	collective attention over to a group of cars pulling up
	nearby. Audrey pushes her way to see what's happening.

	The cars are BLOCKED from returning to the command tents
	as the reporters MOB the first car in line.


106  INT. SEDAN - NICK - NIGHT						106

	Nick observes the chaos. Through the crowd he SEES a
	Pharmacy, a neon sign reading: Never Closes. He looks
	back down at the blood sample he holds in his lap and
	gets an idea.

					NICK
				(to the driver)
			It's okay, I'll get out here.

	He opens the car door and pushes his way through the
	crowds who are less interested in him as they are the
	military officials.


	NICK'S P.O.V. - MEDIA CIRCUS - CROWDS - NIGHT

	Pushing his way through, Nick SEES what a circus this
	has become; t.v. news camera crews, journalists,
	concerned citizens, worried mothers, and of course,
	merchandising...


	STREET STANDS

	Nick passes several vendors selling dinosaur toys,
	copies of Animal's now famous news video clip and, of
	course, tee shirts with still images from that same
	clip.


	ANGLE - AUDREY

	Through the dense crowd, Audrey SEES Nick in the
	distance. Excited she starts to push her way through.


107  INT. PHARMACY - SECONDS LATER - NIGHT				107

	Ringing the night bell, Nick calls for the PHARMACIST
	who enters, weary eyed.

					PHARMACIST
			Can I help you, young man?

					NICK
			Do you have any home pregnancy tests?
			Especially ones that test for
			catastrophic hormones or clomiphene
			citrate.

					PHARMACIST
			This is all we've got.

	The Pharmacist puts onto the counter six different off
	the shelf home pregnancy tests.

					NICK
			I'll take them all.

					AUDREY (O.S.)
			You must have quite some harem.

	Nick spins to find Audrey standing right behind him.
	Embarrassed, Nick awkwardly pays for the tests.

					NICK
			Audrey?! Is that you? Hi, hello. You
			look, wow, uh, how've you been?

					AUDREY
			It's good to see you, Nick.

	The Pharmacist puts out Nick's change. He scoops it out
	and we FOLLOW them as they exit together.

					NICK
			So you made it.

					AUDREY
			What?

	He points to her fake press ID she's still wearing.

					NICK
			You're a reporter. That's what you
			always wanted to be, right? I'm happy
			for you. Really, I am.

					AUDREY
			Yeah, well...


108  EXT. PHARMACY - CONTINUOUS - NIGHT					108

	Nick opens the door for Audrey and follows her out.

					AUDREY
			So, you still picking apart
			cockroaches?

					NICK
			No, I'm into earthworms now. You
			wouldn't be interested. They're real
			"boring" creatures. Very reliable,
			dependable, no surprises...

					AUDREY
			You're still mad at me, aren't you?

					NICK
			You just left me without a phone call,
			a letter, nothing. All this time.
			Yeah, I guess I'm still a little mad.

					AUDREY
			That was eight years ago. Some people
			change, you know.

					NICK
			Most people don't.

					AUDREY
			I'm sorry you feel that way.

	Audrey turns and walks away. Nick regrets his behavior
	and calls after her.

					NICK
			Wait. I'm sorry. You're right. Eight
			years is a long time. Can I offer you
			a cup of tea?

					AUDREY
			Sure. I'd like that.

	There's an awkward moment as neither knows what to say.

					AUDREY
			One, thing, though. Who'd you get
			pregnant?

	Off Nick's awkward reaction...

									CUT TO:


109  INT. NICK'S TENT - LATER - NIGHT					109

	Nick has set up a mini-lab in his private, small, tent.
	The home pregnancy tests have been ripped apart. Nick
	mixes some of the contents together.

					AUDREY
			I still can't believe it. How does a
			guy go from an anti-nuke activists to
			working for the Nuclear Regulatory
			Commission?

					NICK
			When you and I use to attend rallies
			in college, we helped to create
			awareness. But from the inside now I
			can actually effect change.
				(pointedly)
			I never lost my idealism.

					AUDREY
			And exactly what changes are you
			trying to effect?

					NICK
			I have this theory that we're
			inadvertently creating new species as
			a direct result of what we've done to
			nature.

					AUDREY
			And you think this creature is one of
			them?

					NICK
			Yes. The first of its kind. I found
			this blood sample earlier this
			evening...

					AUDREY
			Blood sample? How close did you get to
			that thing?

					NICK
			I got pretty close.

					AUDREY
			What else do you know about it?

	Nick finishes his concoction, adding the blood sample
	into it He takes the piece of litmus paper from one of
	the home test boxes and dips it in.

					NICK
			Well, we know he eats fish, he's of
			reptile genus, he's a burrower, he's
			amphibious and...

	Nick points out the litmus paper. It turns RED.

					NICK
			...he's pregnant.

					AUDREY
			Are you sure?

	Nick gets up and starts to gather his materials.

					NICK
				(thrilled)
			Well, obviously these tests weren't
			designed for this but fundamentally
			they're looking for the same hormonal
			patterns that would indicate
			pregnancy.

					AUDREY
			I don't get it. If it's the first of
			its kind, how can it be pregnant?

	Excitedly Nick begins to pace.

					NICK
			The ultimate expression of evolution,
			it reproduces asexually. Think about
			it, all kinds of creatures have been
			known to travel great distances for
			reproduction. That's why he came to
			New York. Like every species of
			insufficient progenitors, he's
			nesting!

					AUDREY
			Nesting?

					NICK
			Yes. Do you realize that a creature
			like this could lay as many as a dozen
			eggs at a time!

	Nick moves to the front exit of the tent.

					NICK
			Forgive me but I've got to get this
			into the lab, to confirm all this.
			I'll be right back.

	Nick rushes from the tent. Alone, Audrey can't help but
	poke around a bit. She opens one of his CASES. Taped to
	the roof of the case she SEES...


	INSERT PHOTOS - NICK AND AUDREY

	Happy times long ago. They're both young and in love.
	Audrey is surprised Nick still keeps them. She's
	touched.

	Feeling guilty she quickly closes the case and sits back
	down. As she does she notices a video tape labeled
	FIRST SIGHTING. Unable to resist, she puts it in and
	turns on the t.v. The shot of the Japanese Cook
	appears.

					COOK
				(filtered through t.v.)
			...Gojira...Gojira...

	She hits the fast forward tape and SEES, the enormous
	footprints in Panama. She fast forwards again and sees
	the beached cargo ship in Jamaica.

	Audrey is torn. She makes a decision, pops the tape back
	out, puts in her purse and takes off out the back of the
	tent. Moments later, Nick returns from the front.

					NICK
			Audrey? Audrey?

	A flash of lighting and thunder accents Nick's
	confusion.

									CUT TO:


110  INT. EDITING BAY - LATER - DAWN					110

	On two monitors we SEE Audrey doing a "stand up."

					AUDREY
				(filtered)
			...which is why in this case "all the
			kings horses and all the kings men"
			may not be able to put the big apple
			together again. Audrey Timmons, WNEW.

	We pull back to reveal Audrey, Animal and an editor,
	ED, watching the piece.

					ED
			That's it. You owe me a breakfast.

					AUDREY
				(turning to Animal)
			So, what do you think?

					ANIMAL
			It's good. It's a real good piece. But
			how'd you get a hold of this
			material?

	Audrey covers her own mixed emotions.

					AUDREY
			Like you said, "Good guys finish
			last."

	She snatches the tape and she takes off running.
	Concerned and worried, Animal watches her leave.

									CUT TO:


111  EXT. WNEW TRUCK - COMMAND TENT AREA - RAIN - DAWN		111

	Rushing out of the WNEW truck and into the rain, Audrey
	spots her Station Manager, Murray. In the b.g. we SEE
	Caiman getting make up, about to do a live spot with
	another cameraman.

					AUDREY
			Murray, I need you to look at this
			tape.

					MURRAY
			Not now, Audrey, we've about to go
			live with the morning report.

					AUDREY
			You're going to want to include this.
			I've got exclusive footage of other
			places this thing has attacked.

					MURRAY
				(suddenly interested)
			You do? Who's story is this?

					AUDREY
			Mine!


	ANGLE - CAIMAN

	About to go on, Caiman waves off his make up artist as
	he watches Audrey hand Murray the tape. His field
	producer counts down to going live.


	P.O.V. THROUGH BINOCULARS - NICK - RAIN - MORNING

	Through the lenses we SEE exiting his tent and moving on
	towards the large center command tent. We REVERSE to
	reveal...


112  INT. RAYMOND'S MOTEL ROOM - SAME - RAIN - MORNING		112

	One of Raymond's men observes with binoculars from the
	window. Tucking his napkin into his lapel, Raymond eats
	breakfast with his men. Another man, JEAN-CLAUDE,
	listens at the monitoring equipment. He turns to
	Raymond.

					JEAN-CLAUDE
			Taisez-Vous.

	He turns on the room speaker.

					MALE VOICE
				(filtered)
			...Major Hicks, what makes you believe
			another attempt to gun that creature
			down will work?


113  INT. COMMAND TENT - WAR ROOM - RAIN - SAME - MORNING	113

	Nick is moving to take his seat next to Elise at this
	very crowded conference. The big wigs are here and the
	room is packed. Major Hicks walks to a large map of
	Manhattan.

					MAJOR HICKS
			General Anderson, the problem was the
			terrain. If we lure him out into a
			more open area such as this portion of
			Central Park...
				(points to the map)
			We should be able to take him down.

					MAYOR
			Last time you didn't even scratch it!

					MAJOR HICKS
			That's not true. Our worm guy, er, I
			mean, Dr. Tatopoulos found blood.

	All eyes turn towards Nick who's still arranging his
	papers. Nervously Nick addresses the crowd.

					NICK
			Well, yes. I did. Clearly he was
			injured and bled.

					MAJOR HICKS
			You see, all we need to do is get a
			better shot at it with weapons that
			don't rely on heat seeking...

					NICK
			Um, excuse me, sir, but the
			situation's more complicated than
			that. The blood I recovered revealed
			that the creature is either about to
			lay eggs or already has.

					GOVERNOR
			Are you trying to tell us there's
			another one of those things out
			there?

					NICK
			I don't believe so.

					MAYOR
			Then how can it be pregnant? What is
			this, the "virgin lizard?"

	There's a smattering of laughter in the room.

					NICK
			No, it reproduces asexually. That's
			why we must find the nest. If we
			don't, dozens will be born, each one
			capable of laying eggs of its own.
			Very quickly we could be looking at an
			enormous population.

					MAJOR HICKS
			So after we kill the creature we'll
			begin a search for the nest.

					NICK
			It may be too late by then. These eggs
			will hatch very quickly.

					CLIVE
			How could you possible know that?

					NICK
			The fish. The fish we found down in
			the subway. He's not gathering all
			that food for himself. He's preparing
			to feed his young.


114  INT. RAYMOND'S MOTEL - RAIN - SAME - MORNING			114

	Raymond listens intently. He grabs a folder off the desk
	and opens it. We SEE photos and documents of every
	member of the team. He finds the photo of Nick and
	examines it.


115  INT. DINER - RAIN - SAME - MORNING					115

	Audrey shakes off the rain and moves over to join Ed and
	Animal at a booth.

					ANIMAL
			They just promo-ed your spot. It's
			coming on right after this.


116  INT. COMMAND TENT - RAIN - SAME - MORNING			116

	An AIDE comes in and whispers something into the
	Governor's ear, who nods approval.

					MAJOR HICKS
			If Dr. Tatopoulos is right, we must
			act quickly before this problem
			escalates.

					GENERAL ANDERSON
			You want to divide our efforts based
			solely on a wild theory?

					MAJOR HICKS
			He's come through for us before and if
			he feels strongly...

					GENERAL ANDERSON
			Come through for you!? Major, your
			campaign's a disaster. You weren't
			even able to prevent this thing
			from coming to Manhattan.

					GOVERNOR
			Excuse me Gentlemen, but I think we
			should see this.

	The Aide moves over to a television and turns it on.
	Just as the t.v. comes to life we SEE the old Japanese
	Cook.

					GENERAL ANDERSON
			How the hell did this get out?

	The image of the Cook saying, "Gojira" FREEZES and cuts
	back to reveal Caiman doing his "stand-up."

					CAIMAN
				(filtered)
			From an old Japanese sailor's song
			called GODZILLA, a mythological sea
			dragon who attacked sailors, to our
			own modern day terror. Today in my
			special report, who is this Godzilla,
			where did he come from and why is he
			here?


117  EXT. DINER - SAME - MORNING						117

	Audrey is furious, on her feet.

					AUDREY
			You're special report! I'm the one
			that found that stupid song! That's my
			special report, you bastard!

	Animal tries to calm her down as the story continues.

					AUDREY
			And it's "Gojira" not Godzilla you
			moron!


118  INT. RAYMOND'S MOTEL - SAME - MORNING				118

	Fiddling with the motel t.v., Raymond's men attempt to
	clear the fuzzy picture.

					JEAN-CLAUDE
			Merde!

					RAYMOND
			Allez, allez!

	Finally the picture clears.

					CAIMAN
				(filtered)
			...a path can be traced back from
			Manhattan, to Jamaica, back to Panama
			and all the way back to the French
			Polynesians where nuclear testing has
			been going on for over twenty
			years...


119  INT. COMMAND TENT - SAME							119

	Everyone stares at the television. Major Hicks burns
	with embarrassment.

					CAIMAN
				(filtered)
			...But why? Research team member Dr.
			Niko Padopolus believes the creature
			is nesting, using Manhattan as ground
			zero to cultivate his species...

					GENERAL ANDERSON
			You went to the press with this?

					NICK
			No, I didn't...I didn't talk with
			anyone.

	The military men are furious at the breach of security.
	All eyes turn toward Nick.

					GENERAL ANDERSON
			They mentioned you by name!

					NICK
			Yes...but I...

					MAJOR HICKS
			You gave them the tape?

					NICK
			No, it's still in my tent. It's...oh
			my God, she took it.

	Pissed, GENERAL ANDERSON walks up to Nick.

					GENERAL ANDERSON
			Pack your stuff. You're officially off
			this project as of now.


120  INT. DINER - SAME - MORNING						120

	Caiman is still on television, wrapping up.

					AUDREY
			He stole my report! That's my report!

					ANIMAL
			We know, Audrey.

					CAIMAN
				(filtered)
			...and in this reporter's opinion,
			"all the kings horses and all the
			kings men"...

	Audrey wads up her napkin and heaves it at the t.v.

					AUDREY
			Caiman you suck!


121  INT. RAYMOND'S MOTEL ROOM - SAME - MORNING			121

	The television is snapped OFF and Raymond walks over to
	the window looking out, thinking. Finally...

					RAYMOND
			We're leaving.

									CUT TO:


	A LARGE TRUNK

	Slams shut. More suitcases and trunks. Widen to
	reveal...


122  INT. NICK'S TENT - LATER - DAY					122

	Nick is finishing packing as some soldiers carry his
	things away. Elsie enters.

					ELSIE
			I'm sorry about all this.

					NICK
			Me too.

	Nick hoists his bag and moves to leave.

					NICK
			Make sure they find that nest before
			it's too late.

					ELSIE
			I'll try.

	Reluctantly Nick nods acceptance and exits out into the
	rain. We SEE the torn photographs of Nick and Audrey
	laying on the floor.

					ELSIE
			Bye worm guy.

									CUT TO:


123  INT. PHONE BOOTH - MOMENTS LATER - RAIN - DAY		123

	Audrey in a street phone booth.

					AUDREY
			What do you mean Murray's not there? A
			second ago you told me he was on the
			other line...

	Something catches Audrey's eye.


	AUDREY'S P.O.V. - THROUGH GLASS - NICK

	Lugging his bags out into the rain, Nick moves over to a
	waiting cab.


124  EXT. COMMAND TENT AREA - NICK & CAB - RAIN - DAY		124

	Lifting a heavy case, Nick places it into the cab's
	trunk.

					CABBY
			Where to?

					NICK
			Newark airport.

	Audrey moves up behind Nick.

					AUDREY
			You're leaving? Why?

	Nick ignores her and continues to load the cab.

					AUDREY
			Is this cause of me? Because of the
			story?

					NICK
			Well what the hell did you think was
			going to happen?

					AUDREY
			You never said it was off the record.

					NICK
			I shouldn't have to, Audrey. You're
			supposed to be my friend. I trusted
			you.

					AUDREY
			I didn't mean for it to turn out like
			this.
				(confessing)
			Look, I lied to you. I'm not a
			reporter. When we broke up and I came
			out to New York I was so sure I'd make
			it. But I haven't. That's why I needed
			this story so bad. I just couldn't
			tell you I'm a failure.

					NICK
			So you thought that made it okay to
			steal my tapes?

	The last bag stowed, Nick moves to get into the cab. He
	stops and turns back to her.

					NICK
			Good luck in your new career. I think
			you really have what it takes.

	He gets in and slams the door. The cab takes off leaving
	a very alone Audrey standing in the rain.

					AUDREY
				(sad; to herself)
			I'm sorry.

									CUT TO:


125  INT. NEWARK AIRPORT - DAY						125

	Long waiting lines for people trying to leave town.
	People sleeping on the floors. Chaos. One group gathered
	around a television set.


	T.V. NEWS BROADCAST - VIDEO

	We see images from crowed refugee shelters.

					REPORTER
				(filtered)
			...every shelter in the tri-state area
			has been overflowing with displaced
			people. Tent cities have begun to
			spring up all over the county...

	As we TRACK away from the t.v. we FIND Nick taking a
	seat at a small bar next to the gate. A WAITER comes
	over.

					WAITER
			Can I get you something?

	Before Nick can answer...

					RAYMOND
			Pernot, no ice.

	Taking a seat directly across from Nick, Raymond sits
	down, sizing him up. Nick is confused.

					NICK
			Do I know you?

					RAYMOND
			We've met before.

					NICK
				(remembering)
			Oh yeah, the insurance guy.

	Raymond pulls out his badge and lays it on the table in
	front of Nick.

					RAYMOND
			SDECE, Service de Documentation
			Exterieure et de Contre-Espionnage.
			Agent Phillip Raymond.

					NICK
			Sounds like a big company.

					RAYMOND
			It's the French Secret Service.

					NICK
			Oh.

					RAYMOND
			We have learned that your American
			friends have decided not to look for
			the creature's nest.

					NICK
				(alarmed)
			Are you sure? How do you know?

					RAYMOND
			We know.

					NICK
			Why are you telling this to me?

					RAYMOND
			I need you to trust me.

					NICK
			Why do you need that?

					RAYMOND
			I need your trust if you're to help me
			find the nest.

					NICK
			Oh, my bags. I've checked them in.

					RAYMOND
			We, have already taken care of them.

	Nick realizes Raymond is serious. The waiter hands
	Raymond his drink. Raymond toasts Nick.

					RAYMOND
			Bon Chance!

									CUT TO:


126  EXT. TENT CITY - AFTERNOON						126

	A makeshift tent city has been set up in the park.
	Animal video tapes an interview with a displaced
	person.

					DISPLACED PERSON
			No one tells us a Goddamned thing. My
			family is getting soaked out here. We
			have no place else to go. We just want
			to go back to our home.

	Animal begins to PAN his camera around the tent city
	when he SEES a SEDAN in the distance. He focus in on it
	and SEES...


	ANIMAL'S P.O.V. - SEDAN - NICK AND RAYMOND

	Coming to stop at a light. Animal quickly lowers his
	camera and hands it off to the Reporter he's working
	with.

					ANIMAL
			I'll be right back.

	Animal rushes over to the news van and takes off after
	them, following.


127  EXT. WAREHOUSE - MOMENTS LATER - AFTERNOON			127

	Pulling up in front of a warehouse, Nick and Raymond
	step out of the sedan. Staying hidden from view, Animal
	pulls over. Intrigued, he watches them enter the
	building.


128  INT. WAREHOUSE - RAYMOND'S MEN - AFTERNOON			128

	Raymond enters with Nick. The room is filled with
	equipment; radios, guns, explosives and armored
	vehicles. We notice that more of Raymond's support team
	are here.

					NICK
			How did you get all of this stuff into
			the country?

					RAYMOND
			This is America. There is nothing you
			can not buy.

	Raymond gives Nick a tour.

					NICK
			So why all the secrecy? Why aren't you
			guys working with the US military?

					RAYMOND
			I am not permitted to speak of such
			things.

	Nick stops and confronts Raymond.

					NICK
			You said you wanted my trust, then I
			need yours.

	Raymond considers this. Finally...

					RAYMOND
			I am a patriot. I love my country. Can
			you understand that?

					NICK
			Sure.

					RAYMOND
			It is my job to protect my country.
			Sometimes I must even protect it from
			itself. From mistakes we have made.
			Mistakes that we do not want the world
			to know about.

					NICK
			Your talking about the nuclear testing
			in the Pacific.

					RAYMOND
			Yes. This testing done by my country
			left a terrible mess. We are here to
			clean it up.


129  EXT. WAREHOUSE - ANIMAL - SAME - RAIN - AFTERNOON		129

	Moving down alongside the building, Animal walks down
	the side alley. He climbs up onto a garbage hamper and
	peers into a cracked opened window.


	ANIMAL'S P.O.V. - WAREHOUSE

	Animal sees Nick and Raymond with all the hardware.
	Several of the men are repainting the vehicles to
	resemble those of the US Army.


130  INT. WAREHOUSE - SAME							130

	Nick walks past the myriad of warfare tools. Jean-Claude
	turns from the radios.

					JEAN-CLAUDE
			They will set the trap at thirty
			minutes to ten.

					RAYMOND
			That is when we will go in.

	Raymond leads Nick over to a large map.

					RAYMOND
			We know how to get into the city. We
			just do not know where to start
			looking.

	Nick moves closer to the map, putting his finger on the
	Flat Iron square subway station.

					NICK
			Here. 23rd street subway station.
			Where we first found the fish. With a
			little luck, this will lead us right
			to it.

					RAYMOND
			So you're in?

					NICK
			Are you kidding? I always wanted to
			join the French Foreign Legion.

									CUT TO:


131  INT. LUCY'S APARTMENT BUILDING - LATER - LATE AFTERNOON    131

	Animal quickly climbs the stairs. People are everywhere.
	He has to step over them to get to his apartment. AS he
	opens the door to his apartment he SEES...


132  INT. APARTMENT - CONTINUOUS - LATE AFTERNOON			132

	Filled with people, Lucy is serving coffee. She smiles
	at Animal as he enters.

					ANIMAL
			Who the hell are all these people?

					LUCY
			What? I just couldn't just let them
			sleep in the street.

					ANIMAL
			Where's Audrey?

					LUCY
			In the bedroom. Crying her eyes out
			because of you.

					ANIMAL
			What?

					LUCY
			All that "you gotta be vicious" stuff
			you filled her head with.

					ANIMAL
			Me!? You where the one...

					LUCY
			Go in there. Talk to her.

	Lucy pushes Animal towards the back bedroom.


133  INT. BEDROOM - SAME - LATE AFTERNOON				133

	Audrey has been crying. Crumpled Kleenex wads piled up
	all around her. A television plays a news broadcast,
	boasting the headline: THEY CALL HIM GODZILLA! On the
	t.v. we SEE a news conference with General Anderson
	addressing some reporters.

					REPORTERS
				(simultaneously)
			Can you comment on the nest? How many
			more of these things will there be?

					GENERAL ANDERSON
				(filtered)
			That's why I'm holding this
			conference. To try and avoid a
			needless panic.

	Animal enters and watches from the back of the room.

					GENERAL ANDERSON
			Contrary to some frivolous reports, we
			have no information to lead us to
			believe that there are any eggs of the
			creature in the city.

					AUDREY
			Stupid idiots!

					ANIMAL
			You okay?

					AUDREY
			It's all my fault. What have I done,
			Animal? What have I become? Look at
			me. This isn't me. I don't do things
			like this.

					ANIMAL
			You made a mistake.

	Suddenly someone exits the bathroom and crosses out of
	the room. Animal looks at the stranger as he leaves.

					AUDREY
			Yeah, I just screwed up with the only
			man who ever really cared about me.

					ANIMAL
			Didn't you tell me he left for the
			airport?

					AUDREY
			Yeah. Why are you asking?

					ANIMAL
			I just saw him. He's with a bunch of
			guys who want to sneak into the city
			tonight.

	Audrey tries to make sense of this. Suddenly she
	realizes.

					AUDREY
			My God. He's going after the nest.

					ANIMAL
			Perfect! You wanted a story, well,
			baby, you got one.

	Excitedly Animal goes to the closet and retrieves a big
	overcoat.

					AUDREY
			Animal, I can't.

					ANIMAL
			Look, you want to make it up to your
			friend? Well if he's right, this is
			your chance.

	He starts going through his drawers, taking out battery
	packs, tapes, etc, and putting it in his pockets.

					AUDREY
				(misgivings)
			I don't know. I've already made such a
			mess of things...

	Animal walks up to the door, ready to exit.

					ANIMAL
				(smiling)
			Audrey, I'm going after them. You can
			come with me or not.

	Conflicted, Audrey is not sure what to do. Animal opens
	the bedroom window and begins to climb out.

					AUDREY
			What are you doing?

					ANIMAL
			Lucy'd kill me if she knew.

									CUT TO:


134  INT. WAREHOUSE - LATER - SUNSET					134

	Nick marches out of a changing room dressed in a
	military uniform. As he moves into the room we SEE all
	of Raymond's men dressed similarly.

	As they climb into their vehicles, Raymond hands each a
	stick of chewing gum. Nick gets in the passenger seat of
	one of the vehicles, Raymond climbs in behind the
	wheel.

					NICK
			What's with the chewing gum?

					RAYMOND
			Makes us look more American.

	Nick looks over at the faux Americans. It's a tough
	sell, gum or not.

					NICK
			Just let me do all the talking.

	With that the vehicles pull out of the warehouse and out
	into the rainy night.


135  EXT. LINCOLN TUNNEL - ENTRANCE - RAIN - SUNSET		135

	An armed blockage seals the Jersey entrance to the
	Lincoln tunnel. We widen to reveal Audrey and Animal by
	a small side entrance. Animal works the lock.

					AUDREY
			What are you doing?

					ANIMAL
			It's the maintenance entrance. Runs
			along the side of the tunnel. When
			they repaired it last year I worked on
			a piece about it.

	Just then the lock TURNS and the door opens. They
	enter.


136  EXT. GEORGE WASHINGTON BRIDGE - JERSEY SIDE - SUNSET	136

	A line of military vehicles approaches and slowly passes
	through a guarded entrance, each vehicle checked. Nick
	and Raymond's Humvee nears.


	ANGLE - GUARDED BLOCKADE - CONTINUOUS

	Raymond's Humvee rolls up and a GUARD walks up to the
	window.

					GUARD
				(checking clipboard)
			Who you boys with?

					NICK
			Oh, we're with the three two.

					GUARD
			I didn't ask you, soldier.

					NICK
			Sergeant O'Neal just called down for
			us to join in.

	Now he's suspicious. The guard approaches Raymond, checks
	him out.

					GUARD
			You got a problem talkin'?

					RAYMOND
				(perfect southern accent)
			Why no sir, I'm fine.

	The Guard is suspicious but on a tight schedule. Finally
	he waves him through.

					GUARD
			All right, keep it moving.

					RAYMOND
				(ala Presley)
			Thank you very much.

	They drive off. Nick is stunned by the act.

					RAYMOND
			Elvis Presley movies.
				(by way of explanation)
			He was the King!


137  INT. LINCOLN TUNNEL - MAINTENANCE DOOR - SAME - NIGHT	137

	The door creeps open. Animal leans out to find the
	tunnel deserted. He and Audrey step out and into the
	tunnel. We FOLLOW them as they are headed for the exit
	of the tunnel into Manhattan.


138  INT. RAYMOND'S HUMVEE - NIGHT						138

	Raymond and Nick drive through Central Park. We can SEE
	dozens of military people and vehicles in a large
	meadow.


139  EXT. CENTRAL PARK - LARGE MEADOW - NIGHT			139

	The enormous pile of fish is getting dumped in the
	center of the field as many others are planting land
	mines. Tanks, rockets and soldiers align the area.

	The convoy of vehicles turn onto the meadow but Raymond
	and his men keep going straight. They drive slowly right
	past the trap sight and out of the park.


	TIRES SQUEALING TO A STOP

	Doors slam and immediately boots march past. We WIDEN to
	reveal Raymond's team quickly gathering their gear and
	heading down the subway entrance.

	Raymond grabs a heavy bag and tosses it to Nick who
	nearly topples from the weight.

					RAYMOND
			Be careful with that.

	Nick looks into the bag and sees a bag marked
	EXPLOSIVES. Shocked he looks back at Raymond, but he's
	gone. Nick regains his breath and follows.


	THE FISH

	Older and nastier, but the same fish we saw in the
	tunnel before. We FOLLOW the beam to its owner and find
	Nick. We WIDEN to reveal that we're....


140  INT. SUBWAY TUNNEL - MOMENTS LATER - NIGHT			140

	The crisscrossing beams from the assault team's
	flashlights nearly blind us as Nick leads the team
	cautiously into the depth of this tunnel. Periodic fish
	are found along the way. Suddenly the faint HUMMING
	sound in the tunnel STOPS.

	Everyone freezes as the wind shifts direction. A
	familiar SMELL passes over them as they sniff the air.

					NICK
			They've turned off the ventilation
			system. They're calling him to
			dinner.

					RAYMOND
			Let's hope we are not the hors
			d'oeuvres.

	Nervously they continue onward.


141  EXT. 23RD STREET SUBWAY STATION - SAME - NIGHT		141

	Animal and Audrey arrive, spotting the assault team's
	vehicles. They head carefully down the stairs.


142  INT. 23RD STREET SUBWAY STATION - SAME - NIGHT		142

	Audrey and Animal, camera in hand shooting everything,
	climb down into the station. Animal rushes to the end of
	the platform and searches down into the tunnels.


	VIDEO P.O.V. - DARK TUNNEL - DISTANT LIGHTS

	Through the camera we SEE the lights in the distance of
	the tunnel.

					ANIMAL
				(whispering)
			They're down there. Let's go.

	Animal jumps off the platform, down onto what's left of
	the tracks. Audrey squeamishly follows.


143  INT. TUNNELS - NICK & TEAM - SAME - NIGHT			143

	Nick kneels down to inspect some debris. An old
	SCREECHING SOUND is heard in the distance. Suddenly the
	ground begins to quake. Dust falling. The SCREECHING
	gets louder and louder.

	Raymond moves up to Nick and points ahead. Nick nods in
	nervous agreement. Just as they move towards the sounds
	the ENTIRE WALL OF THE TUNNEL COLLAPSES next to them.

	Bursting through the tunnel wall GODZILLA appears. His
	enormous claws burrowing, he makes his way through and
	into the tunnel. Quickly he moves past the team.

	The team DIVES into a cross tunnel just as the colossal
	beast BLASTS past them, barely missing them.


144  INT. 23RD STREET SUBWAY STATION - TUNNEL ENTRANCE		144

	Audrey and Animal have just gotten into the tunnel
	entrance. The entire place is shaking. Audrey is in a
	panic.

					AUDREY
			Animal, let's get out of here.

	But Animal hoists his camera and starts filming as
	SOMETHING is moving TOWARDS them. Audrey is tugging at
	him as the shaking gets more violent. With all her
	strength, she finally gets Animal to start moving
	backwards.

	Just as they're out of the tunnel, the CREATURE BLASTS
	outward. Audrey and Animal DIVE into the maintenance
	ducks along side the tracks to avoid collision.


	ANGLE - AUDREY AND ANIMAL

	Animal is shielding Audrey with his body. She looks up
	just in time to SEE Godzilla CRAWLING UP and out through
	the ceiling. An amazing site.

					AUDREY
			Shoot! Shoot it!

	Animal grabs his camera and gets the last moment of it
	disappearing from view. Once gone, they both break into
	enormous sighs of relief and nervous laughter.


145  INT. TUNNEL - SAME								145

	Recovering, Raymond and the team walk back into the main
	tunnel. They near the hole Godzilla just created,
	examining it. Nick climbs into the hole.

					NICK
			I guess we go this way.

	Raymond and his men follow.


146  INT. COMMAND TENT - WAR ROOM - SAME - NIGHT			146

	Major Hicks is at the radio as the Generals sit behind
	him.

					MAJOR HICKS
				(into radio)
			Sergeant, status?


147  INT. CENTRAL PARK - SAME - NIGHT					147

	The park is bathed in light. Armed troops surround the
	area. Tanks and missile launchers are in place. Sergeant
	O'Neal kneels down by a sandbag fortification.

					SERGEANT O'NEAL
				(into radio)
			Any sign of it?


148  EXT. ROOFTOP - SPOTTERS - SAME - NIGHT				148

	From the rooftop of one of the central park south high
	rises, a team of SPOTTERS scan the area.


	SPOTTER P.O.V. - THROUGH BINOCULARS - GODZILLA

	Moving steadily towards central park, Godzilla makes his
	way up seventh avenue.

					SPOTTER
			Got him. Section 5, heading north to
			target.


149  EXT. CENTRAL PARK - SERGEANT O'NEAL - SAME			149

	The Sergeant gives the nod and several teams of shooters
	take off running, taking positions. The tanks turn their
	gun turrets towards downtown, expectantly. Missile
	launchers turn, arming devices locked.


150  INT. COMMAND TENT - WAR ROOM - SAME - NIGHT			150

	Major Hicks stands near a computerized schematic of
	Manhattan. A large RED FLASHING BLIP nears Central
	Park.


151  EXT. SEVENTH AVENUE - GODZILLA - SAME				151

	Godzilla moves up 7th Ave. He reaches Central Park South
	and STOPS. He glances over to the park where bright
	lights are glaring.

	Something is making Godzilla more cautious this time.
	Unsure he vacillates between moving forward and staying
	within the shelter of the tall buildings.


	ANGLE - O'NEAL - CENTRAL PARK

					SERGEANT O'NEAL
				(into radio)
			Don't fire until he's cleared the
			buildings and has moved into the
			park.


	ANGLE - GODZILLA

	Still unsure, he ROARS out, frustrated with his own
	indecision.

					SERGEANT O'NEAL
			Come on, come on!


152  INT. TUNNELS - SAME - NIGHT						152

	Nick leads the team through the cross town tunnel
	created by Godzilla. Climbing over the debris, they make
	their way to another opening. We FOLLOW them as they
	clamber through the hole and into...


153  INT. PENN STATION - CONTINUOUS - NIGHT				153

	The largest subway/rail station in New York. Godzilla
	has torn it to shreds. We get the feeling this is where
	Godzilla has spent most of his time. Scattered fish
	abound.

	High above, there is a immense black hole in the tall
	ceiling. Wherever it leads to is very dark. Nick and
	Raymond stare at the hole together.

					RAYMOND
			What is up there?


154  EXT. 34TH STREET - MOMENTS LATER - SUBWAY ENTRANCE -	154
	NIGHT

	Climbing the stairs out from the subway, Nick et all
	walk up onto the street to SEE...


	MADISON SQUARE GARDEN

	The team cautiously approaches the building.


155  EXT. CENTRAL PARK - SAME - NIGHT					155

	Carefully moving out from between the buildings Godzilla
	takes a step into Central Park.

					SERGEANT O'NEAL
				(into radio)
			Prepare to fire!

	Guns are cocked, locked on and hoisted. Suddenly
	Godzilla gets cold feet and starts to turn around.


156  INT. COMMAND TENT - WAR ROOM - SAME - NIGHT			156

	The RED BLIP suddenly begins to move away from the
	park.

					MAJOR HICKS
				(into radio)
			Damn it! Fire! Shoot it before it gets
			away!


157  EXT. CENTRAL PARK - SAME - NIGHT					157

					SERGEANT O'NEAL
			Fire at will! Fire at will!

	All the weapons surround the area FIRE AT ONCE. Several
	more Cobra Helicopters ZOOM DOWN out of nowhere.
	Plunging downward, they FIRE at Godzilla.

	The firepower ripping up everything around him, Godzilla
	ROARS and deftly DIVES out of the park and back between
	the buildings.

	But as he bounds over to 57th street, there is a
	contingency of MOBILE ROCKET LAUNCHERS waiting. They
	FIRE. Godzilla DODGES and the rockets DESTROY PLANET
	HOLLYWOOD as Godzilla races by.

	With the helicopters right on his tail, Godzilla makes a
	westward run across 57th street. Smashing parked
	vehicles and his tail SWIPING buildings as it DASHES.


	WEST SIDE HIGHWAY

	Godzilla is heading straight for it, the helicopters
	SHOOTING from the air. Suddenly Godzilla LEAPS higher
	than we've seen before. He hurls himself OVER the West
	Side Highway and SPLASHES DOWN into the Hudson River,
	vanishing beneath the water's surface.


158  INT. COMMAND TENT - WAR ROOM - SAME - NIGHT			158

	Furious, Major Hicks throws his headset against the
	console violently. ADMIRAL JOHNSTON leans down into
	frame.

					ADMIRAL JOHNSTON
			Don't worry. The Navy has a little
			something there waiting for him.


	THREE NUCLEAR SUBMARINES

	In the murky waters of the Hudson river.


159  INT. NUCLEAR SUBMARINE - THE ARIZONA - SAME - NIGHT	159

	The alarm KLAXONS are RINGING OUT as everyone rushes to
	battle stations. The CAPTAIN moves over to a sonar
	screen; a large MASS nearby blips on the screen.

					CAPTAIN
				(into radio)
			We've got him on sonar. Arizona
			closing in.


160  INT. COMMAND TENT - SAME - NIGHT					160

	Different monitors have put up a three dimensional
	schematic of the Hudson river. We SEE outlines of the
	three nuclear subs approaching their target.

					RADIO VOICES
				(filtered)
			...Indiana, closing in...Calvin
			Coolidge, closing in...


161  INT. LOBBY - MADISON SQUARE GARDEN - SAME - NIGHT		161

	The doors are pried open. It's very dark in here, only
	the assault team's flashlights illuminate. As they enter
	the lobby, the team splits up into different search
	groups.

	Nick, Raymond and Jean-Claude move down the large front
	lobby and turn down one of the many hallways surrounding
	the main auditorium.


	ANGLE - HALLWAY - ENTRY LEVEL - CONTINUOUS

	Cautiously they move towards us. In the distance we see
	the rest of the team moving the other direction. Raymond
	and Nick arrive at a door leading to the main
	auditorium. Nick is about to push the door open when
	Raymond stops him.

					RAYMOND
			Jean-Claude.

	On command, Jean-Claude snaps together his automatic
	rifle as Raymond pulls out his semi-automatic pistol. He
	nods "okay" to Nick who slowly opens the door.

	As the door opens a small pile of FISH tumbles down over
	their feet. They step over the fish and enter.


162  INT. AUDITORIUM - ENTRY LEVEL - CONTINUOUS - NIGHT	162

	Total darkness. Nick, Raymond and Jean-Claude cautiously
	step over the fish inside. Only their flashlight beams
	can be seen.


	NICK'S P.O.V. - TRASHED AUDITORIUM

	His beam cruises over the area nearby. It's been gutted.
	Fish lay strewed on the floor everywhere. Suddenly Nick
	spots a strange cluster of OBJECTS. He moves closer.

	Raymond follows. With their combined light we can
	SEE...


	THREE ENORMOUS EGGS

	A pile of reptile eggs nearly twice as tall as they are.
	Raymond walks behind the egg, illuminating it from the
	other side, making it partially translucent. We can SEE
	THE EMBRYO inside the egg and IT'S MOVING!

					NICK
			Three eggs. I thought there would be
			more.

					RAYMOND
			You were right.

	Slowly Nick turns and SEES what Jean-Claude is staring
	at open jawed...


	DOZENS OF EGGS

	Together their beams of light scan across the main
	auditorium floor surrounding the gaping hole to discover
	DOZENS OF EGGS piled in clumps everywhere.

					NICK
			That can't be. That's got to be over
			twenty eggs.


163  INT. OTHER HALLWAY - SAME - NIGHT					163

	Another of Raymond's men (R-MAN #2) has found a
	switchboard, he examines the switches.


164  INT. PENN STATION - SAME - NIGHT					164

	Animal and Audrey are wandering through the debris.

					AUDREY
			Okay, where'd they go from here?


165  INT. OTHER HALLWAY - SAME - NIGHT					165

	R-MAN #2 locates the switch he's looking for and hits
	it.


166  INT. AUDITORIUM - SAME - NIGHT					166

	Nick, Raymond and Jean-Claude are stunned as the work
	lights suddenly TURN ON illuminating the room,
	revealing...


	HUNDREDS OF EGGS

	All over the main auditorium floor. A stunning tableau.
	Nick is speechless. Raymond turns to him.

					RAYMOND
			Start counting.


167  INT. PENN STATION - SAME							167

	The light filters down from the gaping hole in the
	ceiling.

					ANIMAL
			They must have climbed all the way up
			into there.

	Together they notice some large metal piping that has
	fallen from the auditorium. They move over to it and
	begin to climb.


168  EXT. UNDERWATER - HUDSON RIVER - NUCLEAR SUB - NIGHT	168

	The Arizona races past us.


169  INT. COMMAND TENT - WAR ROOM - SAME - NIGHT			169

	We follow a runner who hands a report to the Admiral who
	is conferring with the General and Major Hicks by the
	schematic. The Admiral reads the report.

					ADMIRAL JOHNSTON
			They've surrounded the target just at
			the mouth of the Hudson river.


170  EXT. UNDERWATER - GODZILLA - SAME - NIGHT			170

	He swims at enormous speed heading directly at the
	Arizona.


171  INT. SUBMARINE - ARIZONA - SAME - NIGHT				171

	The lights dim as they prepare for battle.

					CAPTAIN
			Are we locked on?

					ENSIGN
			Locked on, Captain.

					CAPTAIN
			Fire.


172  EXT. UNDERWATER - GODZILLA - SAME - NIGHT			172

	The torpedo is FIRED and comes darting directly at
	Godzilla who abruptly SWERVES. The torpedo, however,
	FOLLOWS him.


	ANGLE - SUBMARINE - CALVIN COOLIDGE

	From the other direction, closing in. Godzilla DIVES,
	skidding close to the bottom. The TORPEDO begins to
	close the gap.

	Suddenly Godzilla SHOOTS UPWARDS heading directly for
	the underside of the Calvin Coolidge.


173  INT. CALVIN COOLIDGE SUB - BRIDGE - SAME - NIGHT		173

	The Calvin's CAPTAIN rushes over to the sonar screens.

					ENSIGN #2
			He's shifted course. He's heading
			right at us!

					CALVIN'S CAPTAIN
			Full stern!


174  EXT. UNDERWATER - GODZILLA - SAME					174

	Godzilla RAMS the underside of the Calvin Coolidge
	before she can turn. The entire sub SPINS, TWISTING OVER
	its side and colliding directly with...


	THE TORPEDO

	slams into the side of the rolling and dented nuclear
	submarine. With a CONCUSSION the sub EXPLODES.


175  EXT. HUDSON RIVER - SAME							175

	An enormous SPRAY OF WATER erupts from the river,
	bubbles and debris float to the surface.


176  INT. COMMAND TENT - SAME							176

	The computerized representation of the Calvin Coolidge
	VANISHES off the monitor.

					RADIO OPERATOR
			We've lost the Coolidge, Sir.

	The Admiral burns.


177  INT. ARIZONA SUBMARINE - SONAR CONSOLE - SAME - NIGHT	177

	The BLIP representing Godzilla turns.

					ENSIGN
			He's shifted course, Sir. He's heading
			back towards Manhattan.

					CAPTAIN
			Full ahead. Close in and lock on.


178  EXT. UNDERWATER - GODZILLA - SAME - NIGHT			178

	Godzilla attempts to make his way back to the shore. The
	Indiana and Arizona close in on either side.


179  INT. ARIZONA - SAME								179

					ENSIGN
			Locked on, Sir.

					CAPTAIN
			Fire!


180  EXT. UNDERWATER - GODZILLA - SAME - NIGHT			180

	Boxed in from either side, Godzilla RACES through the
	water. At the same moment both submarines FIRE their
	torpedoes.

	Godzilla reaches the underwater shoreline of Manhattan
	and begins BURROWING FURIOUSLY. As his gigantic claws
	start DIGGING up earth, an enormous TURBULENCE of clouds
	and dirt cloud the waters around him, cloaking him.


181  INT. ARIZONA - SAME - NIGHT						181

	The Captain and his Ensign are at the Sonar. We TRACK
	two torpedoes approaching target (Godzilla).

					ENSIGN
			Impact in eight seconds, seven,
			six...


182  INT. COMMAND TENT - WAR ROOM - SAME - NIGHT			182

	Huddled around the schematic and radio, they hear...

					ENSIGN (O.S.)
				(filtered)
			...five, four, three...


183  EXT. UNDERWATER - SAME							183

	The torpedoes ENTER into frame and disappear into this
	undersea dust cloud. An enormous EXPLOSION BLASTS from
	its center, waves of concussion reverberate.


184  EXT. BATTERY PARK - MANHATTAN - SAME - NIGHT			184

	With the EXPLOSION and enormous TIDAL WAVE rises and
	CRASHES DOWN over battery park with tremendous impact.
	Parked cars and phone booths are washed away.


185  INT. ARIZONA SUBMARINE - SAME - NIGHT				185

	The ENSIGN checks the SONAR.

					ENSIGN
			Direct hit!

	The crew erupts in cheers.


186  INT. COMMAND TENT - SAME - NIGHT					186

	They hear the cheering from the sub over the radio.

					SOLDIER
			They got 'em!

	The Generals congratulate each other and Major Hicks.


187  EXT. UNDERWATER - SAME - NIGHT					187

	Toppling down out of the murky turbulence, we SEE
	Godzilla falling away from the shoreline, backwards the
	ocean floor, drifting down to the bottom of the Hudson
	river like so many cement shoed gangsters.


188  INT. MADISON SQUARE GARDEN - SAME - NIGHT			188

	Raymond and his men are laying out the plastic
	explosives around the room by the clumps of eggs.
	Jean-Claude walks up to Raymond.

					JEAN-CLAUDE
			We do not have enough explosives.

	Raymond turns and sees Nick, across the room studying a
	group of eggs. Raymond goes towards him.


	ANGLE - AUDITORIUM FLOOR - HOLE - SAME

	Crawling out from the hole in the center of the floor,
	Animal and Audrey appear. They're stunned at what they
	see. Quickly Animal hoists his camera and begins to film
	as an amazed Audrey walks through.


	ANGLE - NICK AND EGGS - MID-LEVEL DECK

	Kneeling down along side the eggs, Nick examines them.
	Raymond approaches.

					RAYMOND
			Nick, we have a problem.

	Nick silences him with a gesture as he moves in to
	listen to the egg. He leans his ear against the shell.
	Suddenly we HEAR a loud CRACK. Nick jumps backwards.

	The shell RUPTURES and an large FISSURE opens up across
	the egg. As we hear other CRACKS O.S., Nick turns and
	SEES more eggs beginning to open all around them.


	ANGLE - AUDREY AND ANIMAL - FLOOR LEVEL

	Hidden in this forest of tall eggs, Animal leans in
	close to one getting video footage of it cracking.
	Audrey nervously watches. What she doesn't see, however,
	is a BABYZILLA, fish hanging from its jaw, as it
	approaches from behind.


	ANGLE - NICK AND RAYMOND

	Stunned, they can only stare as the BABYZILLA BREAKS
	FREE of his shell and gives a mini version of the famous
	WAIL.

					RAYMOND
			I think we should leave now.

					NICK
			Good idea.

	The BABYZILLA kneels down and immediately starts
	GOBBLING UP the dead fish laying nearby. Cautiously Nick
	and Raymond slowly back away until they are a far enough
	distance, then they break into a run and head for the
	exit.


	ANGLE - AUDREY AND ANIMAL - FLOOR LEVEL

	The Babyzilla continues to chomp on its fish as it nears
	Audrey. Animal continues to shoot the cracking egg.

					ANIMAL
				(whispered)
			One more second. This is fantastic.

	Just then Animal turns to SEE the Babyzilla right behind
	Audrey.

					AUDREY
			Don't you think we have enough?

					ANIMAL
			Yes. Definitely. Definitely enough.

	Audrey turns to see what Animal is staring at. Her eyes
	go WIDE as she backs up into Animal. Another BABYZILLA
	appear on the other side of them.

					ANIMAL
			Just be calm. Don't startle them.

	Animal leads Audrey backwards as they make their way
	towards the large "team" entrance at the end of the
	floor. The two Babyzillas swallow their fish and begin
	to SNIFF the air.

	Audrey moves up the isle. An egg CRACKS and an ARM
	breaks out through a shell, GRABBING HER LEG. Audrey
	FREAKS and frantically she KICKS herself free. They both
	suddenly take off running.


189  INT. MID-LEVEL HALLWAYS - SAME					189

	Nick and Raymond race to the stairwell. Raymond pulls
	out his radio.

					RAYMOND
				(into radio)
			Everyone, outside! Now!


	ANGLE - JEAN-CLAUDE - MID-LEVEL DECKS - ACROSS THE ROOM

	Laying down the plastic explosives. Hearing the radio,
	he drops what they're doing just as several eggs near
	them begin to CRACK. Quickly he and his partner take off
	running.


190  INT. FAR BACK WALL - LOWER LEVEL - SAME				190

	Two other men are still laying cables for the
	explosives. One of them is kneeling in a pile of FISH
	near the eggs.

					R-MAN #2
			Come on, let's go.

					R-MAN #3
			One moment. I've almost got this.

	Just then a BABYZILLA pops up behind the eggs, a fish in
	his mouth. He SWALLOWS the fish and begins SNIFFING THE
	AIR. He turns and stares directly at the slowly
	retreating R-MAN #3.

	He smells his own hands and realizes he smells like
	fish, quickly he turns and RUNS.

	But Babyzilla is faster. He runs up from behind and
	LEAPS onto R-MAN #3's back. R-MAN #2 begins to FIRE at
	Babyzilla just as another one TACKLES HIM from the
	side.

	In moments, they are both devoured.


191  INT. TEAM ENTRANCE - FLOOR-LEVEL - SAME				191

	Audrey and Animal reach the entrance and race inside.
	The main exit doors are locked from the outside. They
	turn back just as...


	THREE BABYZILLAS

	appear in the team entrance doorway SNIFFING THE AIR.
	Audrey SEES something, grabs Animal's wrist and pulls
	him to one of the Locker room doors. It's open.


192  INT. LOCKER ROOM - CONTINUOUS						192

	Through the door we SEE the Babyzilla approaching as
	Audrey and Animal leap inside, slamming the door behind
	them. There is a sudden THUD against the door.

	Animal rushes over to a large LOCKER CABINET and, with
	all his strength, PUSHES it over, blocking the door.

					AUDREY
			Great. Now what do we do?


193  INT. HALLWAYS - MID-LEVEL - SAME					193

	Nick and Raymond run up to another open doorway and look
	inside.


	NICK'S P.O.V. - AUDITORIUM

	Dozens and dozens of eggs HATCHING. BABYZILLAS
	everywhere begin to awaken and immediately begin to
	devour all the fish. A Babyzilla appears only feet away
	and turns and stares directly at us.

	Quickly Raymond slams the doors shut as they both
	retreat back into the hallway. Raymond SMASHES the glass
	covering of a nearby FIRE HOSE and raps it around the
	door handles, locking it closed.

	Suddenly a loud THUD as something begins to BANG against
	the locked doorway.

					RAYMOND
			We've got to lock them inside while we
			can.

	Raymond tosses his cellular phone to Nick.

					RAYMOND
			Contact the military and get them to
			send a bomber to blow up this building
			before these things escape.

					NICK
			How do I do that?

					RAYMOND
			555-7600. Tell them it's a code
			dragonfly. They should get you
			through.

	Amazed by Raymond, Nick just stares at him.

					RAYMOND
			What are you waiting for?

	Nick snaps out of it and dials.

					OPERATOR
				(filtered)
			...all circuits are busy right now.
			Please hang up and try again...


194  EXT. GEORGE WASHINGTON BRIDGE - SAME - NIGHT			194

	A large and ANGRY mob has gathered at the roadblock to
	the bridge. People, their cars packed with belongings,
	are screaming to be let back into Manhattan. Horns honk
	and the blockade guards are getting nervous.


195  INT. COMMAND TENT - SAME - NIGHT					195

	The Mayor marches over to Major Hicks who is consulting
	with the Generals.

					MAYOR
			Do you have any idea what's going on
			out there? The phones are ringing off
			the hook with people screaming to be
			let back into the city.

					MAJOR HICKS
			We're sending divers into the river
			now to retrieve the body.

					MAYOR
			That thing's dead. What the hell are
			we waiting for?

	Just then Elise rushes over to the Major.

					ELSIE
			Major, if Nick is right, this could be
			our last chance to do something about
			it. We have to search for the nest,
			now.

	Major Hicks is torn. Finally he nods in agreement,
	turning to another officer.

					MAJOR HICKS
			Organize a search party. I want a
			complete sweep of the entire city and
			subway system.

					MAYOR
			You don't have the authority to do
			that.

	The Major turns and cooly approaches the Mayor.

					MAJOR HICKS
			Try and stop me.

	Major Hicks smiles at the Mayor who exits, petulantly.


196  INT. AUDITORIUM - MADISON SQUARE GARDEN - DOORWAY -	196
	NIGHT

	We SEE dozens and dozens of Babyzillas fighting with
	each other over the last of the fish. Suddenly this
	image is SLAMMED SHUT as doors are closed and a FIRE
	HOSE is rapped around door handles. We widen to
	reveal...

	Raymond fastening the hose around the door. Secured,
	Raymond takes off running.


197  INT. MADISON SQUARE GARDEN - HALLWAY - SAME			197

	Nick is on the pay phone frantically dialing as Raymond
	comes up. We hear a BUSY signal from the phone. Nick
	dials again.

					RAYMOND
			What'd they say?

					NICK
			I can't get through. I don't know
			what's wrong.

					OPERATOR
				(filtered)
			...all circuits are busy right now...

	Jean-Claude and his partner arrive.

					JEAN-CLAUDE
			We've secured the doors on both
			levels.

					RAYMOND
			Where's Luc and Pierre?

					JEAN-CLAUDE
			They didn't make it.

					RAYMOND
				(quickly recovering)
			Nick, my men and I will hold them
			here. You will have to go and get
			help!

	Nick nods in agreement and takes off down stairs. The
	rest of the team SNAP TOGETHER their automatic rifles
	and prepare for a fight.


198  INT. LOCKER ROOM - SAME							198

	Animal and Audrey are checking out every corner of the
	room.

					ANIMAL
			There's got to be another way out of
			here.

	Audrey climbs up onto a table and yanks out a grate
	covering the air vent.

					AUDREY
			Think we can fit up in there?

					ANIMAL
			Only one way to find out.

	He rushes over to her and helps her climb up inside.


199  INT. FLOOR-LEVEL HALLWAYS - SAME					199

	Jean-Claude sends Luc up ahead as they guard the
	doorways. A loud THUMP is heard on the door they are
	guarding. Each turns their weapon towards the doors.
	Suddenly a portion of WALL BETWEEN THEM COLLAPSES.

	A DOZEN BABYZILLAS leaping through the plaster. As they
	spill out into the hall, Jean-Claude attempts to open
	FIRE. One of the Babyzilla's is HIT.

	His brothers ATTACK. Luc from the other side tries to
	lay down cover fire but he's overrun by the herd.


200  INT. HALLWAY - MAIN LOBBY LEVEL - SAME				200

	Nick comes racing down the stairs and into the hallway.
	Just then, he passes a locked door, BANGING on the other
	side.

	Just up ahead he can SEE the main lobby. But before he
	can get there, a LOUD CRASH is heard as the locked door
	in front of him SMASHES TO BITS as...


	DOZENS OF BABYZILLAS

	Flood into the main lobby only a few yards ahead. Nick
	slams on the breaks and quietly tries to back away. He
	turns to run the other directions when...


	MORE BABYZILLA

	Come BURSTING THROUGH the locked door behind him. Pinned
	down with no way out. Nick SEES the elevator nearby and
	races over, slamming his hand against the button.

					NICK
			Come on, come on.

	The Babyzillas by the front door spot Nick. A couple of
	them start to SNIFF THE AIR and start to move towards
	him. Behind, the Babyzilla also catch the scent and
	turn.

					NICK
			This is not good.

	Just then the elevator doors open, Nick LEAPS inside.


201  INT. ELEVATOR - SAME							201

	Nick frantically pushes the CLOSE DOOR button but it's
	painfully slow to react.

					NICK
			I hate these things!

	Just then the Babyzillas appear. They're just about to
	move in when the doors finally CLOSE. Nick breaths a
	sigh of relief just as a loud THUD is heard as one of
	them SLAMS against the door. It's too late, the elevator
	begins to rise.


202  INT. AIR VENT - SAME - NIGHT						202

	Climbing upward, Animal reaches a plateau and crawls
	into cross vent. He reaches back and grabs his camera.
	Putting it down he turns back and helps Audrey up and
	in.

					ANIMAL
			You okay?

	Out of breath, she nods. Animal takes the lead again,
	pushing his camera in front of him. He reaches another
	vent that looks down. He's about to pull it free when
	something catches his eye.


	ANIMAL'S P.O.V. - THROUGH VENT - RAYMOND

	Standing guard, automatic rife in hand, Raymond appears
	with his back toward us. Animal lifts his camera to
	shoot.

					AUDREY
				(whispered)
			What? What is it?

	Animal doesn't answer, he just shoots.


203  INT. HALLWAY - SAME								203

	The elevator doors open and Raymond SWERVES his gun
	around ready to shoot. Frightened, Nick throws his hands
	in the air.

					NICK
			Hey, it's me!


204  INT. VENT - SAME								204

	Audrey has pushed her way up alongside of Animal to peer
	down through the grating.

					RAYMOND
			What happened?


205  INT. HALLWAY - SAME								205

	Nick keeps dialing the cell phone, still busy.

					NICK
			They're loose. They're all over the
			main lobby. I couldn't get out.

	Just then the vents above COLLAPSES and Animal and
	Audrey come tumbling down. In a flash, Raymond has his
	weapon trained on their heads.

					RAYMOND
			Who the hell are you?

					NICK
			It's okay. I know her.

	Raymond turns his gun towards the fallen video camera
	and FIRES, ripping the camera apart.

					ANIMAL
			Hey! What gives?

					RAYMOND
			No cameras.

	Nick moves to Audrey's side, helping her up.

					NICK
			What are you doing here?

					AUDREY
			I thought you said there'd only be a
			dozen eggs.

					NICK
			I was wrong.

	Just then a LOUD THUMP is heard against the near locked
	door. The THUMPING gets louder and heavier.

					RAYMOND
			Do you have a radio, a walkie-talkie?
			Anything we can use to contact the
			outside.

					AUDREY
			What about the phones?

					NICK
			Circuits are overloaded.

					AUDREY
				(gets an idea)
			I know a way. I know how you can get
			a message out of here.

	The door BURSTS OPEN and TWENTY BABYZILLAS stampede into
	the hallway. Audrey is fast on her feet.

					AUDREY
			This way.

	She takes off running and they follow. The Babyzillas
	give chase. Animal, hangs back and runs over to the
	destroyed video camera and PULLS OUT THE TAPE. Just as
	he does, the Babyzillas are nearly on top of him. He
	dashes off.


	ANGLE - END OF HALL - BACK DOOR

	Audrey gets there first and opens the small doorway that
	leads to a back stairwell, she ushers the rest inside.

	She slams the door behind her as the Babyzillas appear
	and begin to SNIFF the doorway.


206  INT. HALLWAY - LUXURY BOXES - SAME - NIGHT			206

	They spill out into the hall and rush past all the
	luxury boxes overlooking the auditorium.

					AUDREY
			Come on, the broadcast booth is right
			over here.

					NICK
			How do you know?

					AUDREY
			Our network covers the Ranger games.


207  INT. MID-LEVEL - END OF HALL - BACK DOOR			207

	The Babyzillas are gathered by the doorway SNIFFING. One
	of the more aggressive ones starts to CLAW at the door,
	RIPPING into it. Another charges it, THUD.


208  INT. LUXURY BOX HALLWAY - SAME					208

	They rush up to a door marked BROADCAST BOOTH. Audrey
	tries the door, it's locked. Animal charges his shoulder
	into it, but it doesn't give.

	Raymond gently moves Animal out of the way and SHOOTS
	the lock to pieces. He opens the door for everyone to
	enter.


209  INT. BROADCAST BOOTH - SAME - NIGHT				209

	They rush into the empty broadcast booth. Animal turns
	on the lights as Audrey goes over and boots the computer
	terminal. Raymond moves some equipment against the door,
	securing it closed.

					AUDREY
			The network is on an intranet. It's a
			direct feed into our computer system.

					NICK
			Your station won't have any easier
			time contacting the military than I
			did.

	That stumps her. Animal gets an idea.

					ANIMAL
			When you worked with them, did they
			monitor the news broadcasts?

					NICK
				(getting the idea)
			Yes, they did.

					ANIMAL
			We'll go live! We'll broadcast from
			here. Hopefully they'll see it.


210  INT. MID-LEVEL - END OF HALL - BACK DOOR			210

	More of the creatures have gathered by the door. Two
	more CHARGE and the door collapses. The Babyzillas rush
	up the stairs.


211  INT. WNEW NEWS TRUCK - EDITING BAY - SAME			211

	Ed is watching the news feed. Caiman is on.

					CAIMAN
				(filtered)
			...Yes, the threat is over but the
			pain continues...

	Suddenly Ed's computer begins to BEEP. Ed slides his
	chair over and looks at his monitor. It reads NEW MAIL:
	URGENT! He double clicks it and a letter pops up that
	reads. Ed pick up transponder CFX 1 and watch the feed.

					ED
				(to himself)
			There's no Ranger game on tonight.

	Ed makes a couple of adjustments on his controls and
	turns on a blank monitor. He SEES...


	C.U. MONITOR - AUDREY

	Racing in front of the camera we SEE Audrey in the
	control booth.

					AUDREY
			...If you're seeing this, Ed, please
			put us on Live! This is urgent! I know
			this sounds crazy Ed but you have to
			do it. Please, trust me.

					ED
				(incredulous)
			I'm not putting you on live!


212  INT. BROADCAST BOOTH - SAME						212

	Nick turns on a small television and we still SEE Caiman
	doing the news. Audrey turns to Animal.

					AUDREY
			He's not going to do it.

					ANIMAL
			Oh yes he will.

	Animal turns the camera and points out the window at the
	BABYZILLA'S below.


213  INT. WNEW NEWS TRUCK - SAME						213

	Ed's eyes nearly pop out of his head.

					AUDREY
				(filtered)
			Ed, you see that? They'll be all over
			the city if we don't stop them!

	Ed rushes over to the console and goes to work.


214  INT. COMMAND TENT - SAME							214

	The mode is festive.  The Generals are preparing to leave
	as is Major Hicks. Sergeant O'Neal and some of his men
	are watching the t.v. news.

					CAIMAN
				(filtered)
			...as our fears have been allayed
			thanks to the dedicated work of our
			boys in uniform...

	Everyone in the room begins to cheer. Suddenly Caiman's
	image goes fuzzy. In a moment it's replaced by Audrey.

					AUDREY
				(filtered)
			Are we on? Are we live?


215  INT. BROADCAST BOOTH - SAME						215

	Nick SEES Audrey on the t.v. and gives her the thumbs
	up.

					AUDREY
			We're live from inside Madison Square
			Garden where Dr. Niko Tatopoulos has
			discovered the beasts lair. Doctor,
			tell us what is happening here.

	Animal swerves the camera over to Nick. Raymond stays
	back behind the camera, watching.

					NICK
			We've discovered over two hundred eggs
			which began hatching only moments ago.


216  INT. LUXURY BOXES HALLWAY - SAME					216

	The creatures come bursting out of the stairwell and
	flood into the hall. Sniffing around they pick up the
	scent and take off.


217  INT. COMMAND TENT - SAME							217

	A Soldier tugs on Major Hicks shoulder, try to get his
	attention.

					MAJOR HICKS
			What is it?

					SOLDIER
			You better see this.

	The Major turns around just in time to SEE Nick on the
	t.v.

					NICK
			If the military are listening, they
			must immediately destroy this building
			before they can escape.

					AUDREY (O.S.)
			Oh my God! They're coming!

	The camera SWERVES to SEE through the luxury booths
	across from them, the dozens of Babyzillas approaching.


218  INT. LUCY'S APARTMENT - BEDROOM - SAME				218

	The bedroom is packed with Lucy's "guests" as they watch
	the t.v., SEEING the Babyzillas.

					LUCY
			Oh my God!

	On the screen the image turns to Nick.

					NICK
				(filtered)
			If those creatures escape and
			multiply, in a very short time a new
			species will emerge. One that could
			replace us as the dominant species of
			this planet.


219  INT. COMMAND TENT - SAME							219

	Major Hicks is on the phone.

					MAJOR HICKS
				(into phone)
			That's correct, I want you to blow up
			Madison Square Garden. No I'm not
			drunk.
				(to O'Neal)
			Contact the news station. Tell them
			we're on the way.


220  INT. BROADCAST BOOTH - SAME - NIGHT				220

	Raymond spots a large spool of co-axle cable. Quickly he
	ties it to the support beam.

					AUDREY
			Reporting live from Madison Square
			Garden, this is Audrey Timmonds,
			WNEW.


221  INT. AUDREY'S APARTMENT - BEDROOM - SAME			221

	Everyone is breathless watching the news. Lucy beams.

					LUCY
			That's my girl.


222  INT. BROADCAST BOOTH - SAME						222

	Animal lowers the camera and everyone is silent.

					NICK
			Thanks, Audrey.

	The computer beeps, Animal reads the message.

					ANIMAL
			The good news is they got the message.
			The bad news is we've got five and a
			half minutes to get out of the
			building.

	Suddenly the room ROCKS as the Babyzillas begin crashing
	against the blocked door. Raymond jumps to his feet.

					RAYMOND
			Okay, party's over. Time to leave.

	With that he SPRAYS bullets into the front glass window
	SHATTERING IT. Glass rains down below. Raymond tosses
	the spool of cable out the broken window.

					RAYMOND
			Anyone care to join me?

	Animal dislodges one of the video cameras, hoists it on
	his shoulder and moves over to join Raymond.


223  EXT. AIR BASE - F-18 SQUADRON - SAME - NIGHT			223

	Several F-18's prepare to take flight. We focus on one,
	an enormous bomb attached under its wing. The F-18 taxis
	away from us.


224  INT. MADISON SQUARE GARDEN - AUDITORIUM - SAME		224

	Repelling down from the broken window of the broadcast
	booth, Animal and Raymond land on the upper-level
	balcony. Raymond signals to the others to follow.


225  INT. BROADCAST BOOTH - SAME						225

	Audrey and Nick are nervous as they stare at the long
	drop down. The door is begging to give way from the
	repeated THUMPING. Suddenly Audrey leans over and kisses
	Nick.

					AUDREY
			In case I can't later.

	With that she JUMPS out, repelling downward. Nick is
	stunned by the unexpected kiss. Suddenly the door GIVES
	and the Babyzilla FLOOD into the room. Nick jumps.


226  INT. AUDITORIUM - CONTINUOUS						226

	Audrey hits the ground followed by Nick. Raymond leads
	as they make their way out.

	On the other end of the room some Babyzilla appear in a
	doorway and watch our friends scurry away. The
	Babyzillas take off in hot pursuit.


227  INT. DARK SKIES - F-18 SQUADRON - NIGHT				227

	The F-18's fly in formation. Their leader carrying the
	same bomb we saw loaded earlier.


228  INT. FLOOR-LEVEL HALLWAY - SAME - NIGHT				228

	Raymond, guns in each hand, comes rushing into the
	hallway. He SEES a small group of Babyzillas down the
	hall and gestures for the group to go the other way.

	Raymond backs away, guns trained on the Babyzillas who
	SNIFF the air and decide to pursue. Raymond turns and
	runs.


	ANGLE - FARTHER DOWN HALLWAY - AROUND THE CORNER - SAME

	As they tear forward they nearly run smack into a heard
	of several dozen Babyzillas who are tearing the
	concession stands to ribbons looking for food.

	Spotted, the Babyzillas LEAP forward after the team.
	Raymond spots the escalators across the hall.

					RAYMOND
			The escalators, hurry!


229  EXT. SKIES - F-18'S - NIGHT						229

	We FOLLOW the squadron as they pass us to reveal the
	beautiful MANHATTAN SKYLINE approaching.


230  INT. ESCALATOR CORRIDOR - MADISON SQUARE - SAME		230

	The team races into the corridor. Animal reaches down
	and hits the POWER button near the moving stairs. The
	escalator comes to life.

	The team runs down the "down" escalators as the
	Babyzillas flood into the corridor. Some try to go down
	the "up" escalator and fall all over themselves. Others
	are spooked by the moving down escalator. Finally, the
	brave ones begin to LEAP down the "down" escalator.


231  INT. MAIN LOBBY HALLWAY - SAME					231

	Racing out of the escalator corridor the team moves into
	the main lobby and FREEZES. They are surrounded on all
	sides by Babyzillas!

	Like the scene in Hitcock's "The Birds" it is eerily
	still as everyone freezes.


232  EXT. MANHATTAN SKYLINE - F-18'S - NIGHT				232

	Closing over the city, the lead bomber breaks formation,
	flying lower, closer to the rooftops.


233  INT. COCKPIT - HUD DISPLAY - NIGHT					233

	Through the windshield's Heads-Up-Display (HUD) we SEE a
	target LOCKING ON, flashing.

					PILOT
			I'm locking on now.


234  INT. MAIN LOBBY - MADISON SQUARE - SAME				234

	As several SNIFF THE AIR, they begin to CLOSE IN. The
	Babyzillas from the escalator corridor finally get to
	the ground level and rush over from behind.

	Raymond spots the large hanging CHANDELIERS in the front
	lobby. He FIRES a short BURST, SLICING the cable
	supporting the chandelier.

	The chandelier DROPS and SHATTERS in the center of the
	main lobby. The Babyzillas scatter, opening a pathway to
	the front door.

					RAYMOND
			Go! Now!

	Raymond PUSHES the team forward as he takes the rear
	through the pathway which begins to close up as they
	pass through.

	The Babyzillas recover and begin to charge. As Raymond
	passes some CANDY MACHINES, he grabs one and SMASHES IT
	to the ground.


	THOUSANDS OF GUM BALLS

	Scatter all over the floor. As the Babyzillas run, they
	begin to stumble allover each other, tripping on the
	gum balls.

	Animal is the first to reach the main door, he opens it
	and Audrey and Nick are the first to exit. Raymond,
	FIRING MADLY behind as he rushes for the door.


235  INT. COCKPIT - F-18 - NIGHT						235

	The locked FLASHES RED.

					PILOT
			Stallion 15, Fox 6.


236  EXT. SKIES - F-18 - BOMB - NIGHT					236

	The immense BOMB drops and takes flight on its own. We
	can see it's heading directly for MADISON SQUARE
	GARDEN.


237  EXT. MADISON SQUARE GARDEN - NIGHT					237

	Raymond exits and Animal shuts the door behind him. The
	Babyzillas SLAM against the doors. It takes all of
	Animal's and Raymond's strength to hold the doors
	closed.

	Raymond slides his rifle barrel between the handles as a
	temporary lock. He pulls Animal away and they take off
	running.


	BOMB'S P.O.V. - MADISON SQUARE - NIGHT

	Rapidly approaching the famous forum.


	ANGLE - RAYMOND, ANIMAL

	Not far behind Nick and Audrey as they race from the
	building. Behind them we SEE...


	BOMB AND BUILDING

	Collide and an ENORMOUS EXPLOSION ERUPTS, engulfing the
	entire building in a mountain of flame.

	Raymond, Animal, Audrey and Nick are THROWN several feet
	forwards, toppling to the ground from the incredible
	impact.

	As the building CRUMBLES in FLAMES we HEAR several of
	the Babyzillas SCREAMING. Soon they are silenced.

	Slowly Nick sits up and turns to Audrey. They're both
	shaken up. Nick touches her cheek gently.

					NICK
			Are you okay?

					AUDREY
			Somehow I never thought your life was
			this exciting.

					NICK
			You'd be surprised.

					AUDREY
			Really? I'd like to find out.

	She hugs him tightly. Nick smiles. Animal turns to
	Raymond who has cut above his eye.

					ANIMAL
			Hey Man, you all right?

					RAYMOND
			I could use a coffee.

	We begins to pull away from this tableau, slowly lifting
	upwards when suddenly...


	THAT FAMOUS WAIL

	Is heard! Then, violently BURSTING up through the ashes,
	a very angry GODZILLA emerges!

	Bleeding from his injuries, Godzilla leans down and
	nuzzles the burned out remains of his young. For the
	first time in the film we can SEE a partial expression
	of Godzilla's face; pain.

	But quickly that pain turns to burning anger as he
	focuses his hatred downwards, staring directly, and
	accusingly, at our heroes.

					NICK
			Ohhhhhhhh.....shit.

					ANIMAL
			What do we do?

					RAYMOND
			Running would be a good idea.

	And they do just as Godzilla POUNCES. Fortunately our
	team DARTS around a corner just in time.


238  EXT. SIDE STREET - SAME							238

	As our heroes come rushing around a corner, Godzilla
	BURSTS THROUGH the building in front of them, sealing
	off their exit. Raymond notices a very narrow alley.


	ANGLE - ALLEY WAY

	Raymond leads them through this slim alley between to
	large brick buildings. They run for their lives as
	Godzilla appears behind them.

	His claws are too big to reach into the alley so he
	BULLDOZES his way into it, the building ripping apart as
	he marches forward.

	Bricks go FLYING as debris showers down on our team just
	they make their way to the other side.

	Slowed down by the position of the alley, Godzilla
	SWINGS his arms violently to clear a path.


239  EXT. 29TH STREET - CONTINUOUS - NIGHT				239

	Racing from the alley Raymond races over to a parked
	YELLOW CAB.


240  INT. CAB - CONTINUOUS - SAME						240

	In one deft move, Raymond draws a screwdriver out of his
	belt, pops the ignition device off the steering column
	and hot wires the car in under 15 seconds. It's
	amazing.

	As he does this the others pile into the car. Not even
	completely all in, Raymond takes off as soon as the
	engine turns over. Animal nearly falls out.


241  EXT. 29TH STREET - CONTINUOUS - NIGHT				241

	Just as GODZILLA bursts out from between the buildings
	the CAB DARTS away, squealing around the next corner.


242  EXT. 8TH AVENUE - CONTINUOUS - NIGHT				242

	Power sliding around the wet street corner, the Yellow
	Cab FISHTAILS onto 8th Ave. Whipping around the corner
	behind them Godzilla appears.

	As he's MUCH faster, he nearly overtakes the car in a
	single LEAP but the cab SWERVES AGAIN moving down
	another street.


243  EXT. 27TH STREET - SAME							243

	The cab darts onto 27th street. DEBRIS tumbles down in
	their path as GODZILLA SMASHES through another
	building.


244  INT. CAB - SAME								244

	The rear window SHATTERS as falling bricks and debris
	HIT THE CAR. Again, the Cab darts down a small side
	street.


245  EXT. LEWELLEN DRIVE - SAME						245

	Using this small cut-across, the cab quickly exits out
	onto the next main street (28th). Godzilla rushes down
	the side street, his TAIL shattering buildings as he
	does.


246  INT. CAB - SAME								246

	Animal fumbles with his camera trying to get it to power
	up. The light goes ON and Animal quickly holsters it and
	begins filming out the shattered back window.

					AUDREY
			Cut uptown, take 8th to 57th then cut
			up Broadway.

					ANIMAL
			You're crazy, go to the east side and
			take the park avenue to the JFK.

					AUDREY
			The JFK? In the rain!?


247  EXT. STREET - CAB & GODZILLA - NIGHT				247

	LEAPING forward, Godzilla BITES down, SNAPPING at the cab
	as it SWERVES just out of danger, gunning it.


248  INT. CAB - SAME - NIGHT							248

					ANIMAL
			What are you talking about? The east
			side is always faster.

					AUDREY
			But we can get to the west side
			faster.

	Through the rear window we SEE Godzilla SNAPPING down
	trying to take a bite. The cab, again, SWERVES wildly,
	darting down a side street.

					RAYMOND
			Somebody make up your mind!

					AUDREY & ANIMAL
			Take central park!


249  EXT. 8TH AVENUE - SAME							249

	Taking her advice, Raymond swerves up 8th Ave. uptown.
	He GUNS IT and RACES up ahead.


250  EXT. 28TH STREET - SAME							250

	The last two turns of the cab have temporarily
	disoriented Godzilla who looks around to find the cab.
	He moves up a block and begins to look around.


	GODZILLA'S P.O.V. - CAB - SAME - NIGHT

	Several blocks ahead, Godzilla spots the cab. He narrows
	his eyes and WAILS ANGRILY. Suddenly he BOLTS after the
	cab.


251  INT. CAB - SAME								251

	Animal clears away the broken glass and leans out the
	back window.


	ANIMAL'S P.O.V. THROUGH WINDOW - GODZILLA

	Gaining on them GODZILLA is in hot pursuit.

					ANIMAL
			Better step on it Frenchie!


252  EXT. MEADOW - SAME								252

	The military is cleaning up the trap from before.
	Sergeant O'Neal SPINS as the cab LEAPS out from behind
	the trees.

					SERGEANT O'NEAL
			What the hell....?

	The cab POWER SLIDES right past and out of the Meadow
	again just as GODZILLA STOMPS directly into the clean up
	crew. Soldiers DIVE for cover as others scramble out of
	the way.

	Godzilla MARCHES after the cab, his tail SWIPING several
	vehicles which tumble, crashing into the troops.

	In a flash, Godzilla disappears back into the forest on
	the other side. O'Neal grabs his radio.

					SERGEANT O'NEAL
			Command, Command, this Sergeant
			O'Neal. He's back!


253  INT. COMMAND TENT - SAME - NIGHT					253

	Major Hicks moves over towards the radios.

					MAJOR HICKS
			Captain Rogers, do we still have those
			F-18's in the air?

					RODGERS
			They're heading back to base now,
			sir.

					MAJOR HICKS
			Turn 'em around.


254  EXT. BROADWAY - UPTOWN - SAME						254

	The cab heads up the deserted streets, racing full
	tilt.


255  INT. CAB - SAME								255

	Animal pulls himself back into his seat.

					ANIMAL
			I think we lost him.


256  EXT. BROADWAY - SAME							256

	Wrong again! Leaping out several blocks ahead, GODZILLA
	emerges. He KNEELS DOWN and gives a gigantic POWER BLAST
	of his BREATH.

	Cars, street signs, vending machines SAIL BACKWARDS from
	the force.

	A Newspaper vending machine SLAMS into the hood of the
	cab as the cab SQUEALS around a corner, avoiding the
	rest of the onslaught of debris.


257  EXT. SKIES - SAME								257

	The F-18's BANK and head back towards Manhattan.


258  EXT. HARLEM - SAME - NIGHT						258

	Racing up through the streets of Harlem we SEE the cab.


259  INT. CAB - SAME								259

	Everyone is looking around for the creature.

					RAYMOND
			Anyone see him.

	Suddenly from behind, Animal spots the creature several
	blocks behind. Again, he lifts the camera.


	ANIMAL'S P.O.V. - GODZILLA

	Running full boar directly at them.


260  EXT. HARLEM STREETS - CONTINUOUS					260

	Godzilla quickly makes up ground. Running at the cab
	it's only a matter of seconds before he'll reach them.


261  INT. CAB - RAYMOND - SAME						261

	Raymond looks up, spots something.


	RAYMOND'S P.O.V. - SIGN

	Up ahead is a sign for the exit for the George
	Washington Bridge. Raymond decides to take it.


262  EXT. HARLEM STREETS - SAME						262

	The cab SWERVES heading towards the bridge entrance just
	as Godzilla BITES DOWN, barely missing the cab as it
	turns the corner.

	Godzilla LEAPS OVER THE ENTIRE BLOCK, landing directly
	IN FRONT OF THE CAB.

	The cab SPINS, pulling a full 180 degree turn, and PEELS
	OUT just before Godzilla can SNAP DOWN again, just
	missing the cab.

	The cab PEELS around the creature and UP THE ONRAMP.

	Just then Godzilla LEAPS AFTER THEM. His jaw open, he
	BITES DOWN ON THE CAB.


263  INT. CAB - CONTINUOUS							263

	Everyone ducks as the enormous JAWS OF THE CREATURE
	CLAMP DOWN OVER THE CAB.


264  EXT. EXIT RAMP - SAME							264

	Taking a gigantic BITE out of the highway, some high
	tension wires and the support structure over the bridge,
	Godzilla CHOMPS DOWN on the cab.

	The large cement SIGN SLAMS into the roof of the
	creature's mouth, preventing him from crushing the cab
	with his teeth.


265  INT. GODZILLA'S MOUTH							265

	The sign supports will not hold much longer as it
	crumbles just above the cab. The torn electric cables
	DANGLING dangerous close to the cab.

	Godzilla PUSHES his TONGUE towards the back of the car,
	trying to draw it into his throat!


266  INT. CAB										266

	They're freaking out as the jaws are closing in on
	them.

					AUDREY
			Gun it! Gun it!

					RAYMOND
			I'm trying!


	C.U. CAB'S WHEELS

	Spinning in vain against the gigantic tongue that pushes
	against it, LIFTING the REAR of the vehicle.


267  EXT. HIGHWAY - GODZILLA - SAME					267

	Like a dog with a bone, Godzilla SHAKES his head trying
	to rip the rest of the highway free. The portion of
	highway in front of the cab TEARS FREE, lifting.


268  INT. GODZILLA'S MOUTH							268

	From the cab we SEE the horizon LIFT as the road begins
	to give way. The sign above CRUMBLING FURTHER.

	Nick turns and SEES...


	ELECTRIC CABLES - SPARKS

	Sparking as they hit against the supports of the sign,
	Nicks sees the cables dangling close to the cab. He
	takes off his jacket, wraps it around his hand and opens
	the cab door.

	Grabbing the cable with his wrapped hand, he JAMS THE
	CABLE DOWN into Godzilla's TONGUE. SPARKS FLY! Nick
	leans back inside, slamming the door shut.


269  EXT. HIGHWAY - GODZILLA							265

	He temporarily opens his mouth wider with a scream just
	before he is about to SLAM his jaws shut again...


	C.U. TIRES - SUDDENLY CATCHING

	As the tongue momentarily retreats from the SHOCK, the
	wheels CATCH and the CAB LURCHES FORWARD.


270  EXT. GODZILLA - CONTINUOUS						270

	As the sign CRUMBLES and the JAWS CRUSH DOWN, the cab
	SAILS OUT OF HIS MOUTH as the beast SWALLOWS the piece
	of highway.

	Landing, hard, onto the pavement, the cab PEELS OUT,
	burning rubber as it enters the George Washington
	Bridge.

	Godzilla SWALLOWS only to realize he didn't get them.
	Seeing the cab on the bridge Godzilla gives chase.


271  EXT. GEORGE WASHINGTON BRIDGE						271

	The cab races towards us when Godzilla STEPS ONTO THE
	BRIDGE. His enormous weight makes the entire bridge
	WOBBLE.

	The Cab goes airborne then bottoms out as it returns to
	the asphalt as the bridge undulates beneath them. It's
	as though they were driving during an earthquake.

	With each stride Godzilla takes, the bridge becomes more
	unstable.


272  EXT. SKIES ABOVE THE HUDSON - F-18'S - SAME			272

	Swooping down the F-18's head directly towards the
	bridge. We see Godzilla about to overtake the Cab.


273  INT. COCKPIT									273

	The HUD begins to FLASH, LOCKED ON!

					PILOT #2
			We are red and free. Stallion 10, Fox
			2.


274  EXT. BRIDGE - CAB AND GODZILLA					274

	Only a stride away from being overtaken.


275  INT. OTHER COCKPIT - SAME						275

					PILOT #3
			Stallion 12, Fox 2.


	ANGLE - F-18 SQUADRON

	All at once they FIRE. Missiles heading right at
	camera.


	GODZILLA

	opens his mighty jaw about to CLAMP DOWN on them.

	The missiles CONNECT, SLAMMING INTO HIS CHEST,
	EXPLODING. His torso, rips apart. He SCREAMS OUT. His
	WAIL a painful death cry.

	His foot STOMPS DOWN as he tries to retain balance. The
	impact of the stomp acts like a shockwave that KNOCKS
	the Cab into a SPIN.

	SLAMMING into the guard rail, the cab bounces back into
	the road and keeps going.

	The injured Godzilla bites the bullet and continues
	pursuing, his gait slowing. The cab is able to make some
	distance.


	ANGLE - F-18 SQUADRON

	Again they FIRE. A group of missiles darting out.


	GODZILLA

	The missiles HIT, ripping into him. Again GODZILLA
	SCREAMS out, his forward motion stopped.


276  EXT. OTHER SIDE OF BRIDGE - CONTINUOUS				276

	Where the blockade and angry mob still wait and watch in
	horror. The Cab SLIDES INTO A SPIN as it comes to a stop
	just in front of the crowd.

	Nick jumps out first, staring back at Godzilla. Audrey
	comes up from behind.


	NICK'S P.O.V. - GODZILLA

	His eyes rolling back into his head as he SCREAMS OUT.
	Slowly he TUMBLES.


	ANGLE - BRIDGE

	Godzilla's enormous head comes CRASHING DOWN in front of
	us. The tremendous impact sends TREMORS across the
	bridge.


277  EXT. OTHER SIDE OF THE BRIDGE - CONTINUOUS			277

	The gathered crowd is ROCKED from the impact of the
	toppled Godzilla.


	GODZILLA

	His last breath escaping. Defeated and weary, his eyes
	blink slowly as we watch his life slip away.


	NICK AND AUDREY

	Oddly, Nick stares sympathetically at Godzilla's sad and
	lifeless face.

	The stunned silence melts away as the mob behind them
	begins to applaud nervously, then vigorously. The mob
	breaks through the blockade and rushes over to our
	heroes, surrounding them. Cheering enthusiastically.


278  INT. LUCY'S APARTMENT - BEDROOM - SAME				278

	The room is going berserk, everyone slapping hands. Lucy
	turns and gives a "high-five" to everyone around her.


279  EXT. JERSEY SIDE OF THE BRIDGE - SAME - NIGHT		279

	Cameras flash like mad. Several news crews fight their
	way through the crowd.

					REPORTERS
				(overlapping)
			How did you discover the nest? Dr.
			Tatopoulis, can you tell us what
			happened back there?

					NICK
			Sorry, guys, I've promised my story as
			an exclusive to another reporter.

	Nick winks at Audrey. Caiman pushes his way through the
	crowd of reporters over to her.

					CAIMAN
			We did it! We've got the exclusive!
			Way to go, Audrey!

					AUDREY
			We? I don't think so.

					CAIMAN
			I want that story, Audrey. Remember
			you work for me.

					AUDREY
			Not anymore. Mr. Caiman, I quit.

	Audrey waves goodbye as Animal walks over, checking his
	camera and his coat pocket.

					ANIMAL
			Audrey, did you take the tape out of
			the camera?

					AUDREY
			No.

					NICK
			Where's Raymond?

	They look around, but he's gone. Nowhere to be seen.

					ANIMAL
			I couldn't have just lost it?

	A phone begins to RING. Nick checks his pockets and finds
	Raymond's cellular phone. Nick answers.

					NICK
			Hello?

					RAYMOND (O.S.)
			It's Raymond.

					NICK
			Where are you?


280  EXT. PAY PHONE - DOWN THE BLOCK - SAME - NIGHT		280

	Raymond watches the mob scene from a distance.

					RAYMOND
			Tell your friends I will send the tape
			after I remove a few items from it.


	NICK AND AUDREY

	Nick nods to Audrey that it's Raymond.

					NICK
			I understand.

					RAYMOND
			I just wanted to say, au revoir and
			thank you for your help, my friend.

					NICK
			Wait.
				(line goes dead; to
				himself)
			Au revoir.

					AUDREY
			Who was that French guy, anyway.

					NICK
			Oh, just some insurance guy.

	Off Audrey's confused expressions we PULL BACK, farther
	and farther. We see the mob, the military, the command
	tents and finally we pull back far enough to reveal
	Godzilla's mighty head laying on the end of the bridge.

									CUT TO:


281  INT. PENN STATION - SAME - NIGHT					281

	We FLOAT through the demolished station almost as though
	we were a moving point of view. We travel thorough the
	debris of the station into one of the tunnels.

	We travel deeper and deeper into the distance. A shaft
	of light up ahead. We move closer to it.

	As we get nearer we realize it's one of Godzilla's
	gigantic EGGS. WE move closer and closer to the solitary
	egg. Just as we are about to collide with it. CRACK. IT
	OPENS.

									FADE OUT:


						THE END
