~ Everyone doesn't get into Heaven ~
by Derek Evans


Disclaimer: I don?t own any of the characters featured in this story. This is for entertainment purposes only. Content: This story features some extreme violence. Description: This is a reworked version of the series finale. Sydney and the rest of APO must race against time to stop Sloane and Irina from starting a war with China. Please read and review. If you would like to send a review, please send it to drkevans@yahoo.com

Script created with Final Draft by Final Draft, Inc.

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                                       Alias

                         "Everybody doesn't get into Heaven"
                                       ACT ONE

            FADE IN:

            EXT. DSR - NIGHT

            Several GUARDS stand in front of the entrance to a large
            building called the DSR (Department of Special Research).

            A good distance away, we see two pairs of feet approaching. 
            One's a man's and the other's a woman's.  We slowly move up
            to see that it's... JULIAN SARK and KELLY PEYTON.

            They're both dressed in business attire.  Sark is wearing
            glasses.  Peyton is wearing a blonde wig.

                                PEYTON
                      What was Sloane thinking, sending us to
                      the DSR?

                                SARK
                      I've worked with him for years.  Trust
                      me, he knows what he's doing.

                                PEYTON
                      If this doesn't work...

                                SARK
                      It will.  It worked for Elena Derevko.

                                PEYTON
                      I seriously doubt the CIA would be stupid
                      enough to fall for the same trick again. 
                      Fool me once, shame on you, fool me
                      twice...

                                SARK
                      Well, we'll be taking a slightly
                      different approach.

            Sark and Peyton are stopped by a GUARD.

                                GUARD
                      ID.

            The agents hand the guard their fake IDs.  He checks them,
            sees that everything is in order.

                                GUARD (CONT'D)
                      What are you two doing here so late at
                      night?

                                PEYTON
                      We were sent by Jack Bristow.  Sloane's
                      on the loose and Mr. Bristow wanted us to
                      remove certain Rambaldi artifacts from
                      the DSR to prevent Sloane from completing
                      his endgame.

                                GUARD
                      They'll be able to help you inside.

                                PEYTON
                      Thank you.

            The guards step aside and let Peyton and Sark enter.

            INT. DSR - CONTINUOUS

            This place looks like a futuristic laboratory.  We can see
            there's a big VAULT all the way in the back of the room. 
            There's a RECEPTIONIST at the front desk.  Actually, it's
            another guard. Let's call him GUARD 2.

            He's on the phone when Peyton and Sark enter.  He quickly
            hangs up.  The guard looks his guests up and down, trying to
            figure out who they are.

                                GUARD 2
                      May I help you?

                                PEYTON
                      No.

            Sark WHIPS out his GUN and shoots guard 2 in the neck,
            killing him.  No one can hear the gun shot because Sark had
            the foresight to put a silencer on his weapon.

                                PEYTON (CONT'D)
                          (looking at the vault.)
                      We know what we're looking for.

            Sark gets the keys off the dead guard and goes to the vault. 
            Peyton follows behind him.  Sark opens the vault.  

            Inside is a warehouse full of the Rambaldi artifacts that
            have been acquired over the years.  Each artifact is in a box
            with a tag indicating which artifact is which.

            INT. VAULT - CONTINUOUS

            Peyton and Sark enter the vault.

                                SARK
                      Okay, we need the sphere of life and the
                      Paphiopedilum Khan orchid.

            Peyton starts checking the boxes.

                                PEYTON
                      I'll get the orchid; you get the sphere.

            Sark begins looking around.

                                SARK
                      Be careful with the orchid.  It's very
                      delicate.

                                PEYTON
                      You don't think I know that?

            Peyton's reading something on one of the boxes.  She opens
            the box with a box cutter that she has in one of her pockets.

                                PEYTON (CONT'D)
                      Found mine.

            Still looking around:

                                SARK
                      You know it's really a shame we can't
                      take all of this stuff with us.  I bet
                      they'd fetch a pretty penny on the black
                      market.

            Peyton takes the orchid out of the box.  It's in a plastic
            bag.

                                PEYTON
                      We're not here to steal.
                          (off Sark's look)
                      Well we are, but not for money anyway.

            Sark reads something on the side of a box.

                                SARK
                      I know.

            Sark pulls a box cutter out of his pocket and opens the box. 
            Footsteps can be heard in the background.  Sark and Peyton
            share knowing looks.

                                PEYTON
                      Guards.

            Peyton hands Sark the orchid, draws her gun.

                                PEYTON (CONT'D)
                      You finish up here; I'll take care of
                      them.

            Peyton exits the vault.  Sark's thoroughly impressed with her
            take charge attitude.  He sets the orchid down on one of the
            other boxes while he goes back to opening the box containing
            the sphere of life.

            Gunfire can be heard outside of the vault.  Sark removes the
            sphere from the box, which is also in a bag.  He grabs the
            orchid and exits the vault.

            INT. DSR - CONTINUOUS

            Sark sees that all the guards lie dead on the floor.  He
            spots Peyton.  She has some blood on her clothes from her
            victims, but isn't wounded herself.

                                SARK
                      Your work is magnificent.

                                PEYTON
                      A man after my own heart.  You get what
                      we need?

                                SARK
                      Yes. Shall we?

            Peyton begins walking out of the building with Sark close
            behind.

            EXT. DSR - NIGHT

            Sark and Peyton are now outside.

                                PEYTON
                      That was too easy.

                                SARK
                      That's how I like it.

            Peyton SQUEEZES something in her hand.  The DSR BLOWS UP.

                                PEYTON
                      And that's how I like it.

                                SARK
                      I can see why Sloane hired you.

            The two keep walking as we...

            INT. APO BRIEFING ROOM - DAY

            A big roundtable is in the middle of the room.  Filling up
            the seats are VAUGHN, MARSHALL, DIXON, RACHEL, and TOM. JACK
            is standing in front of them.

            SYDNEY enters the room.

                                SYDNEY
                      Dad, what's happened?

                                JACK
                      Close the door.

            Sydney shuts the door and takes a seat.

                                JACK (CONT'D)
                      The DSR was blown up last night.

                                SYDNEY
                      Sloane.

                                JACK
                      I believe so, yes.

                                VAUGHN
                      That doesn't make sense.  Why would
                      Sloane want to blow up the DSR?  It has
                      all of the Rambaldi artifacts in it.

                                MARSHALL
                      That does seem to be something Sloane
                      wouldn't do, Mr. Bristow.

                                JACK
                      I believe that Sloane took the Rambaldi
                      artifacts and blew up the DSR to keep us
                      from getting a lead on him and what his
                      intentions are.

                                TOM
                      Mission accomplished if you ask me.

                                JACK
                      Not quite.  I've been going over the
                      various Rambaldi prophecies and I've got
                      a hunch that Mt. Subasio is where Sloane
                      will be headed next.

                                RACHEL
                      Why Mt. Subasio?

                                JACK
                      It plays an important role in one of
                      Rambaldi's prophecies.  If we beat Sloane
                      there, then we stand a good chance of
                      defeating him and Irina.

            Everyone is shocked to hear Irina's name.

                                SYDNEY
                      Mom?

                                JACK
                      Yes.  Some of my contacts have seen your
                      mother with several of Sloane's
                      associates.  It's safe to assume that the
                      two are in cahoots.  I like to take a
                      team to--

                                SYDNEY
                      Dad, before you go any further, I'd like
                      to ask if I could lead the team to Mt.
                      Subasio.  I feel bad for letting Sloane
                      escape in Rome and for not keeping a gun
                      on Irina in Vancouver.  I feel that to
                      make up for my mistakes I should be the
                      one to bring the two of them in.

                                JACK
                      What happened in Rome wasn't your fault; 
                      Sloane shocked you with a taser and what
                      happened in Vancouver definitely wasn't
                      your fault; you were in labor.  Having
                      said all that, I will permit your
                      request, not for any mistakes you might
                      have made, but because I feel that you
                      could get the job done.

            Sydney beams with pride.

                                JACK (CONT'D)
                      Tonight at 21:00 hours, Sydney, Vaughn,
                      Dixon, Tom, and Rachel, I want you all to
                      meet me at LAX.  There will be a jet
                      there waiting to take us to Mt. Subasio. 
                      Sydney can tell us her plans on the
                      plane.  This meeting's adjourned.

            The room starts to clear out as we...

            INT. SYDNEY'S HOME - LIVING ROOM

            Sydney and Vaughn are sitting on the couch.  Vaughn is
            playing with ISABELLE.  Sydney is deep in thought.

                                SYDNEY
                      I still can't believe my father is
                      letting me lead the mission.  Just like
                      that, no questions asked.

                                VAUGHN
                      It's really not that surprising Sydney. 
                      You're an amazing agent.  Your father
                      knows that.  He wouldn't give you
                      something he felt you couldn't handle.

            Vaughn begins making faces at Isabelle, prompting her to
            laugh.

                                SYDNEY
                      Really?  You think so?

                                VAUGHN
                      Yeah, you're father's a total control
                      freak.

            Sydney playfully slaps him on the arm.

                                VAUGHN (CONT'D)
                      Ow.  Isabelle, mommy hurt daddy.  Get
                      her.

                                SYDNEY
                      She wouldn't hurt me.  She loves her
                      mother.

            Sydney takes Isabelle from Vaughn and begins playing with
            her.

                                SYDNEY (CONT'D)
                      Wish I could say the same about my
                      mother.  All that stuff about how truth
                      takes time, and how she loves dad and me,
                      and how she was gonna be there on my
                      wedding day--

                                VAUGHN
                      We never had a wedding day.  We had a
                      fake my death day.

                                SYDNEY
                      Don't be funny.  You're not very good at
                      it.

                                VAUGHN
                      Syd, I know you would kill Sloane in a
                      heartbeat, but if it came down to it, do
                      you really think you could kill Irina,
                      your own mother?

            Sydney takes her gaze off Isabelle and turns it to Vaughn.

                                SYDNEY
                      Yes, I could.  I owe her nothing.  She's
                      had plenty of opportunities to change her
                      ways and she's still the same old Irina
                      Derevko.  And every time she comes back,
                      pretending to have changed, I've fallen
                      for it, hook, line, and sinker.  Well not
                      this time.  If I can apprehend her, I
                      will, but if I can't... I'll kill her.

            Sydney goes back to playing with Isabelle.  Vaughn stares at
            Sydney, not quite sure of what to make of her stance on
            Irina.

            SUPER: MT. SUBASIO

            EXT. ITALIAN ROAD - DAY

            Two SUVs carrying Sydney, Vaughn, Dixon, Jack, Tom, and
            Rachel speed along the dusty road, steadily approaching the
            distant Mt. Subasio.

            INT. MT. SUBASIO - CAVE - CONTINUOUS

            The cave is made entirely out of ice.  SLOANE and IRINA are
            there.  They're bundled up in nice, warm clothes.  Sloane has
            the Rambaldi amulet in his hand.  He's standing in front of a
            beautiful altar.  It has the eye of Rambaldi on it.

                                IRINA
                      Sloane, we've been here for hours.   What
                      are we waiting for?

                                SLOANE
                      A sign.  Night and day have to occur at
                      the same time to see the key.

                                IRINA
                      An eclipse.

                                SLOANE
                      That's what I'm thinking.

                                IRINA 
                      So if this works, what is it supposed to
                      do exactly?

                                SLOANE
                      Give us the key to immortality.  Then
                      we'll be halfway to fulfilling Rambaldi's
                      endgame.

                                IRINA
                      You know Sydney and Jack will show up to
                      try and stop us.

                                SLOANE
                      Of course they will.  Sydney and Jack
                      showing up at the most inopportune time
                      is a prophecy in and of itself. 
                      Fortunately, I always come prepared.

            EXT. ITALIAN ROAD - DAY

            The SUVs are still making their way toward Mt. Subasio.

            INT. SUV 1 - CONTINUOUS (MOVING)

            Sydney, Vaughn, and Jack are in this SUV with Vaughn at the
            wheel.

                                SYDNEY
                          (to Jack)
                      Do you think Sloane and Irina are already
                      at Mt. Subasio?

                                JACK
                      I don't know.  I hope not.  Otherwise,
                      we'll lose the element of surprise.

                                SYDNEY
                      Do you think it'll be a surprise to them
                      if we show up?  They think this is all
                      prophecy and fate.

                                JACK
                      What do you think?

                                SYDNEY
                      That this is all a bunch a crap I wish
                      I'd never gotten into.

            EXT. ITALIAN ROAD - CONTINUOUS

            The SUVs keep moving along when...

            BOOM!

            They're blasted by gunfire straight ahead.  The shooters are
            nowhere to be seen.  The SUVs try to dodge their attackers.

            INT. SUV 1 - CONTINUOUS (MOVING)

                                VAUGHN
                      What the hell!

            EXT. ITALIAN ROAD - CONTINUOUS

            The gunfire keeps coming and coming.  Bullets fly through
            both SUVs.

            INT. SUV 2 - CONTINUOUS (MOVING)

            This SUV contains Dixon, who's at the wheel, Tom, who's
            riding shotgun, and Rachel who's in the backseat.

                                TOM
                      We've gotta open fire.

                                DIXON
                      How are you gonna open fire on what you
                      can't see?

                                TOM
                      I can see that.

            TOM'S POV - Peyton coming out from behind some bushes with a
            huge ROCKET LAUNCHER.

                                TOM (CONT'D)
                          (to Rachel; re:Peyton)
                      How could you have been friends with her?

                                RACHEL
                      She wasn't like this when we were
                      friends.

                                TOM
                      I hope not 'cause otherwise I'd be
                      wondering what you were thinking when you
                      befriended her.

            Peyton fires two rocket-propelled missiles: one at SUV 1 and
            the other at SUV 2.

                                DIXON
                      Could you two talk about this some other
                      time, like when we're not about to be
                      blown to smithereens?

            INT. SUV 1 - CONTINUOUS (MOVING)

            The missile is just a few feet away.

                                VAUGHN
                      Sydney, I love you.

            Sydney and Jack shoot Vaughn confused looks.

            EXT. ITALIAN ROAD - CONTINUOUS

            Seconds before the missiles reach their destination, we...

            INT. MT. SUBASIO - CAVE - CONTINUOUS

            The battle on the road can be heard inside the cave.

                                IRINA
                      Sloane, did you hear that?

                                SLOANE
                      It doesn't matter.  They're too late to
                      stop us now.

            ON IRINA

            She looks somewhat upset about the news she's just heard, but
            she hides it very well from Sloane.

            EXT. ITALIAN ROAD - CONTINUOUS

            The SUVs have been blown up, but not to fear gentle readers. 
            Our heroes are all okay.

            Peyton and Sark have several men with them.  They're hidden
            behind some trees and bushes.  Sydney and team are on the
            other side of the road, hidden by similar surroundings.

            A huge gun battle is taking place.  Bullets are flying
            everywhere as each side fights for the upper hand.  Sydney
            looks toward Mt. Subasio.  Smoke from the gunfire fills the
            sky.  There's barely any visibility.  

                                SYDNEY
                          (to Jack)
                      I need to get to Mt. Subasio to try to
                      stop Sloane and Derevko.

                                JACK
                      It's going to be very risky to get there. 
                      You may get hit by a stray bullet, your
                      vision will be impaired...

                                SYDNEY
                      I have to take that chance.  Can you
                      cover me?

                                JACK
                      Go ahead.

                                VAUGHN
                      I'm going with you.

                                SYDNEY
                      Vaughn, I need you to stay here on the
                      line and fight.

                                VAUGHN
                      Syd, I don't feel comfortable with you
                      going up there alone.

                                SYDNEY
                      I can handle myself.

            Sydney kisses Vaughn passionately before she goes.  Jack's
            bothered by this.  During the kiss:

                                JACK
                      Sydney, if you're going to go, go now.

            Sydney breaks her kiss with Vaughn and takes off toward the
            mountain.

            INT. MT. SUBASIO - CAVE - CONTINUOUS

            A solar eclipse occurs.  Sloane can see it through the
            opening in the cave.

                                SLOANE
                      It's time.

            Sloane sets the amulet down in the center of the altar.  Some
            light from the sun manages to beam down straight into the
            cave.  It hits the amulet.  A pink light emanates from the
            amulet and beams straight up to the sky.

            Sloane and Irina are both fascinated by this.  A pink map
            forms in the sky.  Sloane can't help, but be drawn to it.

                                IRINA
                      Do you really think it's safe to be
                      looking up at the sky right now?

                                SLOANE
                      Rambaldi will protect me.

            EXT. MT. SUBASIO - CONTINUOUS

            Sydney is steadily approaching the cave with her eyes
            shielded from the solar eclipse by one of her hands.

            EXT. ITALIAN ROAD - CONTINUOUS

            The gun fight still rages on.  Three of Sark and Peyton's men
            have gone down.  Rachel gets distracted by the pink map in
            the sky.  It has her in a daze.  Peyton notices this
            distraction and takes a shot at Rachel.

            BAM!!!

            Rachel takes two bullets straight in the chest.  She hits the
            ground hard.  Tom rushes to her side.

                                TOM
                      Oh god.

            EXT. MT. SUBASIO - CONTINUOUS

            Sydney sees Rachel go down and she rushes back to her fallen
            friend.

            EXT. ITALIAN ROAD - CONTINUOUS

            Sark is replacing the cartridge in his gun when something on
            him beeps. He taps Peyton on the shoulder.

                                SARK
                      Time to go.

            Sark, Peyton, and their remaining men retreat, using the
            trees and bushes as cover.

            Jack and Tom are tending to Rachel's wounds.  Jack notices
            something scurrying from the bushes where their adversaries
            were hiding.  Dixon and Vaughn notice shortly afterwards

                                JACK
                          (re:Sark/Peyton)
                      Vaughn, Dixon, go after them.  See if you
                      can find out where they're headed.

            Vaughn and Dixon take off in the direction they saw Sark and
            Peyton flee.  Rachel is coughing up blood and hanging on for
            dear life.

                                TOM
                      Rachel, just hang on.  We'll get you some
                      help.

                                RACHEL
                      Believe me, I'm trying.

                                TOM
                      Jack, we--

                                JACK
                      I know.

            Sydney shows up and rushes to Rachel's side.  She takes
            Rachel's hand.

                                JACK (CONT'D)
                      Sydney, did you get a chance to stop
                      Sloane and your--

                                SYDNEY
                      No.  I saw Rachel get hit and I rushed
                      back.

            Struggling to speak:

                                RACHEL
                      Sydney, I need to tell you something.

                                SYDNEY
                      You can tell me after we get you to a
                      hospital.

                                RACHEL
                      As nice as that sounds, I don't think I'm
                      gonna make it.

                                SYDNEY
                      You're not gonna die on me.  I refuse to
                      lose another friend.

                                RACHEL
                      Sydney, please just let me tell you.

                                SYDNEY
                      Okay.

                                RACHEL
                      I saw a map in the sky.  It was a map
                      to...

            Rachel's voice trails off.  Sydney leans in very close to
            her.

                                SYDNEY
                      Rachel, say it one more time.

            Rachel says the coordinates of the map very gently.  Only
            Sydney can hear them.

            What little light was left in Rachel's eyes has disappeared. 
            She's dead.  Sydney begins crying uncontrollably.  Tom's
            mourning as well, but quietly.  Rachel's eyes are open.  Tom
            shuts them.

            Vaughn and Dixon reappear.  

                                VAUGHN
                      We lost them.

            Vaughn and Dixon notice Sydney and Tom's actions.

                                VAUGHN (CONT'D)
                          (re: Rachel)
                      Is she...

                                JACK
                      Yes, she is, but she saw a map in the
                      sky.  I believe Rachel told Sydney the
                      location before she passed.

            We focus on Sydney still mourning the loss of her friend.

                                                            MAIN TITLES.

                                     END ACT ONE
                                       ACT TWO

            FADE IN:

            INT. APO BRIEFING ROOM - DAY

            Sydney, Marshall, Dixon, Vaughn, and Tom are being addressed
            by Jack.  Sydney and Tom are still saddened by Rachel's
            death.

                                JACK
                      Based on the coordinates Rachel gave
                      Sydney, we've discovered that whatever
                      Sloane's going after is in Rome, Italy. 
                      It's in Castel Sant'Angelo.

                                SYDNEY
                      We were so close and we came back.

                                JACK
                      We had no choice.  We failed the first
                      time, but hopefully we'll pull through
                      this time.

            Sydney's hurt when her father mentions the failure, but she
            hides it as best as she can.

                                MARSHALL
                      Castel Sant'Angelo?  Isn't that a museum?

                                JACK
                      It is now, but it didn't start out that
                      way.  We'll move out in a few hours.

                                TOM
                      Actually, Jack, I was wondering if I
                      could sit this one out.  I need some time
                      alone.

                                JACK
                      Of course.  I understand.  Sydney, I'd
                      tell you I'd understand if you wanted to
                      sit this mission out--

                                SYDNEY
                      But you know already know what my answer
                      will be.

                                VAUGHN
                      What about warning the people who run
                      Castel Sant'Angelo about Sloane and
                      Derevko?

                                JACK
                      I'm way ahead of you.  I've already made
                      a phone call for them to evacuate the
                      building and have ordered for them not to
                      alert the authorities.

                                VAUGHN
                      Why not alert the local authorities?  I
                      figure we could use all of the help we
                      can get.

                                JACK
                      Sloane and Irina are not stupid.  They
                      would catch on if the authorities get
                      involved.

                                SYDNEY
                      Dad's right.  It's best if we leave the
                      planning to him.

            A beat then:

                                JACK
                      Any more questions?

            Everyone shakes their head no.

                                JACK (CONT'D)
                      I'll see you all in a few hours.

            Everyone's getting their stuff and exiting the room.

                                MARSHALL
                      Except me, sir.

                                JACK
                      Except you, Marshall.

            INT. JACK'S OFFICE - DAY

            Jack's going over some papers.  There's a knock on the door.

                                JACK
                      Come in.

            The door opens.  It's Sydney.

                                SYDNEY
                      Do you have a minute?

                                JACK
                      Sure.

            Sydney closes the door and takes a seat.

                                JACK (CONT'D)
                      What did you want to talk about?

                                SYDNEY
                      I want to apologize for what happened in
                      Italy.  I did a horrible job leading the
                      team and I got Rachel killed.  I know I
                      let you down.

                                JACK
                      Sydney, I'm beginning to wonder if you
                      have some kind of a complex.  Sloane and
                      Irina knew we were coming and set up a
                      trap.  That could've happened just as
                      easily if I were leading the team.  I
                      know how close you were to Rachel, but
                      you're not to blame for her death.  Put
                      the blame where it belongs: on Sloane and
                      your mother.

                                SYDNEY
                      She's not my mother.  She's just another
                      terrorist I wish I had killed when I had
                      the chance.

                                JACK
                      Sydney, I love you and I want you to stop
                      hating your mother.

                                SYDNEY
                      She deserves my hatred.  And yours.  She
                      betrayed both of us.

                                JACK
                      She does, but I want you to stop hating
                      her for your own sake, not hers.  If you
                      continue to let your hatred for her get
                      to you, it'll hurt you in the long run. 
                      Believe me, I know.

                                SYDNEY
                      She told me you can't be both an agent
                      and a mother, that I'd have the choose
                      one over the other.

                                JACK
                      And you believe her?

                                SYDNEY
                      I don't know.  What I do know is that I
                      don't wanna fail Isabelle like Irina
                      failed me.  I want her to be proud of me.

                                JACK
                      She will.  You're a great mother and a
                      great agent.

            Sydney and Jack bask in their tender moment.  Vaughn enters.

                                VAUGHN
                      You guys gotta see something.

            INT. APO BRIEFING ROOM - DAY

            There's a television screen hanging in the center of the
            room.  The screen is showing destroyed cities.  Marshall and
            Dixon are already in the room along with CIA director CHASE
            when Sydney, Vaughn, and Jack enter.  Jack's eyes are drawn
            to what's happening on the screen.

                                JACK
                      What's going on?

                                CHASE
                      A war is what's going to be going on
                      unless you prevent it.  Someone broke
                      into Pantex and launched two missiles.

                                JACK
                      Who were the targets?

                                CHASE
                      China.  One missile hit Shanghai; the
                      other hit Beijing. The Chinese are
                      preparing for war.

                                SYDNEY
                      Sloane's behind this.  I know he is.

                                CHASE
                      I figured as much, but why?

                                SYDNEY
                      I don't know, but I'll be sure to ask him
                      before I kill him.

                                CHASE
                      Let's get one thing straight agent
                      Bristow: this is not about you getting
                      revenge.  This is about stopping Sloane
                      and stopping a war. 
                      I've managed to pull some strings and
                      China is willing to not got to war if we
                      hand over Sloane.  That's what your
                      primary goal is, not your quest for
                      vengeance against Sloane and your mother. 
                      Is that clear?

                                SYDNEY
                      Yes, Director Chase.

            INT. APO PARKING GARAGE - NIGHT

            The garage is half empty.  Sydney, Vaughn, and Jack are
            walking through it.

                                SYDNEY
                      Dad, what do you think Sloane could
                      possibly be up to as far as this whole
                      China thing goes?

                                JACK
                      I don't know.  It doesn't make sense to
                      me either.  It could be just some
                      diversion to keep us from his real plan.

                                VAUGHN
                      And we don't even know what that is.

                                JACK
                      Hopefully, we'll figure that out when we
                      return to Italy.

                                SARK
                          (O.S.)
                      I don't know about going back to Italy.

            Sark comes out from behind a car.

                                SARK (CONT'D)
                      That doesn't seem to be a good place for
                      you people.

            Sark pulls his gun out an opens fire on our trio.  They take
            cover behind a car.  Sydney and Vaughn draw their guns and
            fire back.  Sark takes off running.  Sydney and Vaughn give
            chase.  Jack takes off toward a car on the other side of the
            garage.

            Sydney and Vaughn continue to trade fire with Sark while
            chasing after him.

            EXT. LA STREETS - CONTINUOUS

            There's a building directly in front of the APO garage.  The
            two are separated by a street.

            Sark is now out of the garage and is continuing to run.  Syd
            and Vaughn are close behind.  Jack comes out of the garage,
            driving an SUV.

            Sark dives behind the aforementioned building, presses a
            button.

            BOOM!!!

            APO is blown up into bits.  The explosion sends Sydney and
            Vaughn flying and Jack's SUV rolling.  Sydney and Vaughn run
            over to Jack.  Sark sneaks off.

            INT. SLOANE'S HEADQUARTERS - MEETING ROOM - NIGHT

            The room is opulently decorated.  Sloane and Irina are
            standing by the fireplace.  Irina is drinking wine and Sloane
            is drinking water.

                                SLOANE
                      It won't be too long now before we
                      realize Rambaldi's true endgame.

                                IRINA
                      I know, I can't believe it.  I thought it
                      never would've happened in my lifetime.

                                SLOANE
                      There have been many fools in the past
                      who claimed to know Rambladi's endgame or
                      that they were trying to accomplish it. 
                          (scoffs)
                      Rambaldi would turn in his grave if he
                      knew how his works have been distorted.

            Sark and Peyton enter the room.  Sloane and Irina turn to
            face them.

                                SLOANE (CONT'D)
                      Did you achieve your goals?

                                SARK
                      APO has been destroyed.

                                PEYTON
                      And the members of prophet five have been
                      killed.

                                IRINA
                          (to Sloane)
                      It was smart to get rid of prophet five.

                                SLOANE
                      They would've eliminated us once we
                      outlived our usefulness.  And now that
                      our enemies have been taken care of, we
                      can work in peace.

                                IRINA
                      That's a funny choice of words.

                                SLOANE
                      I can be humorous at times.

                                IRINA
                      So I'm noticing.  Sark, can I have a word
                      with you, outside?

                                SLOANE
                      Why outside?

                                IRINA
                      I'm on your side, Sloane.  You have
                      nothing to worry about.

            Sark and Irina exit the room.  Peyton watches them as the
            leave, then turns to Sloane.

                                PEYTON
                      You know, contrary to what Derevko says,
                      I don't believe you can trust her.

                                SLOANE
                      I don't trust her really, but I trust
                      that she's the only person I know who
                      cares as much about Rambaldi as I do.

                                PEYTON
                      I hope your trust is well placed.

            INT. HALLWAY - CONTINUOUS

            Irina and Sark have moved a good distance from the meeting
            room to prevent Sloane and Peyton eavesdropping.

                                IRINA
                      Did you do what I asked?

                                SARK
                      Yes, your daughter, granddaughter, and ex
                      husband are all alive and well.

            ON IRINA

            Her face is expressionless.

                                SARK (CONT'D)
                      I have to ask though, why did you want to
                      save them from the explosion?  They'll
                      just be at our backs.

                                IRINA
                      You're told what you need to know,
                      nothing more.

            Irina heads back into the meeting room.  Sark shoots her a
            look when her back is turned, then follows her back into the
            meeting room.

            INT. SYDNEY'S HOME - BABY'S ROOM - NIGHT

            The room is dimly lit.  Sydney, in her spy clothes, is
            sitting in a chair with Isabelle in her arms.  Sydney is
            rocking back and forth as Isabelle slowly drifts off to
            sleep.  

            Once Isabelle is asleep, Sydney puts her in her crib.  Vaughn
            enters.

                                VAUGHN
                      Syd,--

            Sydney motions for Vaughn to be quiet.  Speaking softly:

                                SYDNEY
                      Isabelle's sleeping.

            Vaughn and Sydney speak softly for the rest of the scene.

                                VAUGHN
                      Sorry.

            Vaughn comes over to the crib, takes a peak at Isabelle.

                                VAUGHN (CONT'D)
                      She's so beautiful when she's sleeping. 
                      She's her mother's daughter.

            Sydney smiles.  She and Vaughn kiss.

                                SYDNEY
                      I wish Francie was alive.  I would love
                      for her to have seen Isabelle.  At least
                      Nadia and Will got to meet her.

                                VAUGHN
                      Francie's here in spirit.

                                SYDNEY
                      I'd rather have her here in person.

            Vaughn takes Sydney in his arms, giving her comfort and
            support.

                                SYDNEY (CONT'D)
                      Is everyone here?

                                VAUGHN
                      Yeah, they're in the living room,
                      waiting.

                                SYDNEY
                      I guess we better get out there then.

                                VAUGHN
                      They can wait a little more.  I wanna
                      look at my daughter a little while
                      longer.

            The couple just stands there, looking dreamily at the
            beautiful life they've created.

            INT. SYDNEY'S APARTMENT - LIVING ROOM - NIGHT

            Jack is seated in the living room with Marshall and Dixon. 
            Jack's a little scarred from the explosion.

                                DIXON
                          (to Jack)
                      So Sloane blew up APO?  I'm glad that was
                      one of the few days I chose to leave
                      early.

                                MARSHALL
                      Me too.

            Sydney and Vaughn enter.

                                DIXON
                          (to Sydney)
                      How you holding up?

                                SYDNEY
                      Under the circumstances I'd say
                      unbelievably well.  I'm glad you and
                      Marshall are okay.

                                MARSHALL
                      So are we, I mean we're glad that you,
                      Vaughn, and Mr. Bristow are alright.

                                JACK
                      Thanks to Irina, we're alright.

                                SYDNEY
                      Dad, what are you talking about?  Sloane
                      and Derevko tried to kill us.

                                JACK
                      Sark wasn't there for a fight.  He was
                      there to blow up APO, which he could've
                      done just as easily, if not more so, with
                      us inside.  Someone wanted us to make it
                      out alive and I believe it was your
                      mother.  It wouldn't be the first time
                      she's done something like this.

                                SYDNEY
                      So you trust her now?

                                JACK
                      Of course not, but I trust her love for
                      you.

                                MARSHALL
                      So is Sydney's mother a friend or foe?

                                SYDNEY
                      Foe. We'll take her out just like we'll
                      take out Sloane.

                                JACK
                      We won't be taking out anyone if we don't
                      leave soon to catch the plane to Rome.

                                SYDNEY
                      Are the baby sitters here yet?

                                JACK
                      They're agents, Sydney.

                                SYDNEY
                      Baby sitting agents.

            Jack rolls his eyes in annoyance.

                                JACK
                      They're in the kitchen.

                                SYDNEY
                      I'll go get them and then we can go.

            Sydney exits the room.

            INT. SLOANE'S HEADQUARTERS - SLOANE'S ROOM - NIGHT

            This is another posh room.  It screams Victorian.  Sloane is
            in a chair, looking at PAGE FORTY-SEVEN.  There's a knock on
            the door.

                                SLOANE
                      Just a second.

            Sloane puts page forty-seven in a folder, then puts the
            folder in a briefcase by his side.  He takes the briefcase
            and puts it in a cabinet.  Finally, he opens the door.  He
            stands in the doorway.

                                SLOANE (CONT'D)
                      What do you want?

            SLOANE'S POV - SARK.

                                SARK
                      I need to talk to you about Derevko.

            Sloane steps aside and lets Sark in.  He closes the door
            behind him.

                                SLOANE
                      What about her?

                                SARK
                      I think she's playing for the other team.

                                SLOANE
                      What do you mean?

                                SARK
                      She asked me to make sure Jack and Sydney
                      got out of APO before I blew it up. 
                      Also, to complicate things further, the
                      Bristows know about Castel Sant'Angelo.

            Sloane looks shocked when Sark tells him the last bit of
            information.

                                SLOANE
                      It doesn't surprise me that Irina would
                      ask you to spare Jack and Sydney.  She
                      has always shown a soft spot for them. 
                      I have a soft spot for them as well, but
                      I can't let them stop me from bringing my
                      plans to fruition.

                                SARK
                      What does that mean exactly?

                                SLOANE
                      I'll take care of our problems.  Leave
                      me.

            Sark exits the room, closing the door behind him.

            ON SLOANE

            He has a pensive look.  He's planning something.

            INT. AIRPLANE - CABIN - NIGHT

            Sydney, Jack, Vaughn, Marshall, and Dixon are all on the
            plane.

                                SYDNEY
                          (to Jack)
                      So what's the plan?

                                JACK
                      Seeing as how we're so few in numbers and
                      Castel Sant'Angelo is quite large, I say
                      we stay as one team and sneak in.  The
                      information on the map leads to an
                      underground level within Castel
                      Sant'Angelo.  We'll go there and try to
                      beat Sloane to the punch.

                                VAUGHN
                      And if he and Irina are already there?

                                JACK
                      I'll take a sniper shot to take out
                      Sloane and Derevko, then we can dispatch
                      with their henchmen.

                                MARSHALL
                      I'm still a little worried about our
                      small army.  It would've been nice if Tom
                      had stayed on.

                                JACK
                      Well as we all know Tom needed time off
                      for personal reasons.

                                MARSHALL
                      I know and I understand, but I'm still a
                      little worried.

                                SYDNEY
                      You'll be alright.  We all will.

            EXT. CASTEL SANT'ANGELO - NIGHT

            SUPER: ROME

            The Castel Sant'Angelo is a beautiful towering cylindrical
            building.  A CAB pulls up near the entrance.  A MAN gets out
            of it, but we can't tell who it is just yet because he's
            wearing a coat with a hood that is covering his face.

                                MAN
                          (in Italian)
                      Thank you.

            The cab pulls off.  The man pulls his hood back a bit and we
            can see it's TOM!  He heads up to Castel Sant'Angelo as we...

                                                               FADE OUT.

                                     END ACT TWO
                                      ACT THREE

            FADE IN:

            EXT. CASTEL SANT'ANGELO - NIGHT

            A BLACK SUV pulls up.  Four people get out of it.  The four
            people are Sydney, Vaughn, Dixon, and Jack.  They're dressed
            in black and are wearing ski masks.  Jack approaches the
            driver of the SUV.

                                JACK
                      Okay, Marshall, take off.  Get somewhere
                      safe.

            Marshall rolls down the window.

                                MARSHALL
                      Will do.

            Marshall drives off.  Jack looks at Castel Sant'Angelo.

                                JACK
                      We'll enter from the top and work our way
                      down.  Let's move.

            Our heroes stealthily make their way toward Castel
            Sant'Angelo.

            INT. CASTEL SANT'ANGELO - UNDERGROUND LEVEL - CONTINUOUS

            The room has an ancient feel.  One gets a sense that this
            room was very stylish and exuberant.  Now, its' kind of drab. 
            A long, metal staircase with no spaces is behind Sloane,
            Irina, Sark, and Peyton.  The fantastic four are backed up by
            several GOONS.

            The group is looking at a plaster wall.

                                PEYTON
                      What we need is behind there, a plaster
                      wall?

                                SLOANE
                      Yes, Ms. Peyton, it is.
                          (to goons)
                      Take it down.

            The goons grab SLEDGEHAMMERS and begin breaking through the
            plaster.  Sloane, Irina, Sark, and Peyton take several steps
            back.  The noise from the destruction is so loud that nothing
            can be heard.

            Tom skulks down the staircase, gun at the ready.  He spots
            Peyton.

            INT. CASTEL SANT'ANGELO - MAIN FLOOR - CONTINUOUS

            This room holds paintings, but they can't be seen because the
            room is very dark.  Four bodies drop from the ceiling
            suspended by cables.  It's our heroes: Sydney, Vaughn, Jack,
            and Dixon.  The sledgehammers smashing up the plaster can be
            heard, but our team doesn't notice it yet.

            Our gang lower themselves to the floor and disconnect
            themselves from the cable.

            Sydney tries to walk forward, but nearly trips on something. 
            The rest of the gang notices.  They whisper throughout this
            scene.

                                VAUGHN
                      Syd, something the matter?

                                SYDNEY
                      I--

            Sydney bends down and touches what she nearly tripped over.

                                SYDNEY (CONT'D)
                      It's a body.

            Jack pulls a flashlight out of his belt, turns it on.  We can
            see several dead bodies on the floor.

                                SYDNEY (CONT'D)
                          (to Jack)
                      Why didn't they listen when you tried to
                      warn them?

            Jack notices something sticking out of the jacket pocket of
            one of the dead bodies.  He pulls it off of him.  It's a
            Roman police badge.

                                JACK
                      They listened... somewhat.  These are
                      policemen.

            The noise from the underground level is finally heard by the
            quadruplet.

                                DIXON
                      That sound, it's coming from beneath us.

                                SYDNEY
                      Let's go.

                                JACK
                      Everyone move lightly and softly.  We
                      don't know how many men they have so a
                      sneak attack is our best shot at winning.

            With Jack leading, the group makes their way toward the
            underground level.

            INT. CASTEL SANT'ANGELO - UNDERGROUND LEVEL - CONTINUOUS

            Sloane's goons are almost done tearing down the wall.  Tom's
            on the staircase.

            ON TOM

            He has a disturbed determination about him.  He sets his gun
            straight on Peyton, waiting for the perfect time to take his
            shot.

            Poor Peyton is oblivious as to what's going on behind her. 
            She's just standing next to Sark while the wall continues to
            be torn down.

            ON TOM

            He's got a great shot,  has his finger on the trigger...
            can't take it because the wall has been completely torn down. 
            Peyton and Sark move forward along with Sloane and Irina and
            the goons move back now that the manual labor is over with.

            The plaster was covering up a tunnel.  Sloane is very
            euphoric.

                                SLOANE
                      I'm almost there.

                                IRINA
                      We're almost there.

            Sloane seems annoyed by Irina's intrusion.

                                SLOANE
                      Yes, we're almost there.

            One of the goons steps aside and Tom now has another good
            shot of Peyton.  He has his finger on the trigger...

            BOOM!!!

            Jack, Sydney, Vaughn, and Dixon come storming down the
            staircase.  This makes the baddies turn around.  It also
            makes Tom startled, causing him to shoot and kill the goon
            closest to Peyton.

            When the gang gets there, they're surprised to see Tom.

                                SYDNEY
                      Tom?

                                SLOANE
                          (to his people)
                      Get them!

            A big gunfight ensues.  The APO team takes cover behind the
            staircase.  The baddies hide behind various walls and
            pillars.  Sloane and Irina are hidden behind the same pillar.

                                IRINA
                      Sloane, we have to get through that
                      tunnel.

                                SLOANE
                      I know.  Sark never told me that Jack and
                      Sydney survived the APO explosion.

            Sloane looks at Irina, waiting to see how she reacts to his
            deceitful comment.

                                IRINA
                      Maybe he didn't know.

            ON IRINA

            She watches the gunfight and sees that APO is mainly focused
            on taking out the henchmen.  While watching the fight, her
            eyes meet Sydney's.

            Irina smiles at Sydney.  Sydney returns her smile with a
            callous glare.  Irina turns to Sloane.

                                IRINA (CONT'D)
                      They're not paying attention to us.  We
                      can escape through the tunnel if we move
                      now.

                                SLOANE
                      Okay.

            Sloane and Irina take off and head down the tunnel.

            ON SYDNEY

            She sees what Sloane and Irina just did.

                                SYDNEY
                      Dad, Derevko and Sloane are escaping.  I
                      have to go after them.

                                JACK
                      Okay.  There's a grenade in the back of
                      my belt.  Take it and through it in the
                      air.  When it explodes, take off.

                                VAUGHN
                      She can't do that.  She could get caught
                      under the debris.

                                SYDNEY
                      It's a risk I'm willing to take.

            Sydney grabs the grenade from the back of Jack's belt.

                                VAUGHN
                      Then I'm coming with you.

                                SYDNEY
                      Vaughn,--

                                VAUGHN
                      No, I'm coming with you and that's the
                      end of it.

            Both Sydney and Jack are impressed by Vaughn's forcefulness.

                                SYDNEY
                          (smiling)
                      Okay.

            Sydney removes the pin and throws the grenade at the ceiling
            where the baddies are.  The grenade explodes and part of the
            ceiling caves in.  The debris mainly falls on the henchmen. 
            Peyton and Sark narrowly escape the destruction caused by the
            grenade.

            Sydney and Vaughn jump over the staircase, the debris missing
            them, and head into...

            INT. TUNNEL - CONTINUOUS

            The tunnel is light by torches.

            Sydney and Vaughn, guns in hand, are moving at lightning
            speed down the tunnel.  They're a good distance from Sloane
            and Irina, who are also running, but can still see their
            enemies.

                                SYDNEY
                      SLOANE!!!

            Sloane turns around.  Sydney takes a shot at both him and
            Irina, but misses them by a few inches. 
            Following that, Irina takes a couple of shots at Sydney and
            Vaughn, but misses them.

            INT. CASTEL SANT'ANGELO - UNDERGROUND LEVEL - CONTINUOUS

            The goons, Sark, and Peyton all appear to have been knocked
            out by the grenade.  Jack, Tom, and Dixon are moving over to
            check on them.

                                JACK
                          (to Tom)
                      So what happened to sitting this one out?

                                TOM
                      I... uh... it's a long story.

                                JACK
                      One I'm looking forward to hearing after
                      this mission.

            Tom checks on Peyton, Dixon checks on Sark, and Jack checks
            on the last two remaining henchmen.  Tom tries to check
            Peyton's pulse and as soon as he does...

            WHAM!!!

            PEYTON

            Kicks Tom's gun out of his hand, then kicks him in the gut.

            TOM

            Stumbles back.

            DIXON AND JACK

            Aim their guns at Peyton.

            SARK

            Is on them in a second.  He hits Dixon on the back of the
            head with a piece of Debris, taking him out.  

            JACK

            Tries to shoot Sark, but...

            SARK

            Grabs the gun and the two wrestle over it.

            PEYTON AND TOM

            Are going at it like two lions.  Tom is more wild in his
            fighting, his anger and fury, hindering his fighting
            capabilities.  Peyton is fighting more like a trained martial
            artist.

            Peyton's landing the most blows, but the strength of Tom's
            strikes is making them equals.

            INT. TUNNEL - CONTINUOUS

            Sloane and Irina are still hustling down the tunnel with
            Sydney and Vaughn in hot pursuit.  Sloane looks at Irina.

                                SLOANE
                      Oh, and by the way Irina...

            Sloane WHIPS out a gun and shoots Irina several times in the
            midsection.  Irina drops to the ground.  Sydney's eyes widen
            with shock as does Vaughn's.

                                SYDNEY
                      Mom!

            Sloane keeps going down the tunnel.  When Sydney reaches her
            fallen mother, she checks out her wounds.  Vaughn goes after
            Sloane.

                                SYDNEY (CONT'D)
                      Mom, just stay still.  We're gonna get
                      you some help.
                          (in her com)
                      We need medical assistance.  We have an
                      agent down.  Repeat, we have an agent
                      down.

                                IRINA
                      I'm not an agent.  At least not for the
                      CIA.

                                SYDNEY
                      It doesn't matter.  You're gonna get the
                      help you need.

                                IRINA
                      Do you trust me now?

            Before Sydney can answer, Vaughn comes back.

                                VAUGHN
                      Sloane went through a door.  I tried to
                      follow him, but couldn't get it open.

            INT. CASTEL SANT'ANGELO - UNDERGROUND LEVEL - CONTINUOUS

            The battle is still raging on.  Jack and Sark are engaging in
            a fist fight.  Peyton and Tom are still going at it.  Their
            fight is very brutal and violent.  They're using whatever is
            around them to their advantage.  

            SARK

            Punches Jack twice in the jaw, then kicks him in the chest.  

            JACK 

            Falls to the ground.  

            SARK

            Grabs a gun near the unconscious Dixon, holds it on Jack.

                                SARK
                      I'll tell Sydney I made it quick.

            DIXON

            Wakes up and sweeps Sark's feet out from underneath him.  

            JACK

            Grabs a gun.

            DIXON

            Takes the gun Sark had.

            They both hold their guns on Sark.

            DIXON

            Knocks Sark out with the butt of his gun.

            JACK

            Aims his gun at Peyton.

                                JACK
                      Peyton!

            PEYTON

            Stops fighting Tom, turns to face Jack, puts her hands up in
            defeat once she sees he's armed.

                                PEYTON
                      You win this round, Mr. Bristow.

            TOM

            Takes a knife out of his belt and slits Peyton's throat.

                                TOM
                      And I win the match.

            Peyton's body slumps to the ground.  Jack's taken aback by
            Tom's actions.

                                JACK 
                      Have you lost your mind?

                                TOM
                      I did what I had to.

                                JACK
                      You didn't have to kill Peyton.  You
                      wanted to kill Peyton, because she killed
                      Rachel, or die trying.  That's why you
                      didn't want to work with us.

                                TOM
                      Rachel didn't deserve to die.  She was
                      the only thing I had left.

                                JACK
                      We can discuss this later.  Let's get
                      down the tunnel and back Sydney and
                      Vaughn up.

                                DIXON
                      You guys go.  I'll guard Sark.

            Dixon gets up, puts handcuffs Sark.

                                TOM
                      What about his boys?

            The trio take a look at Sloane's minions, realizing:

                                JACK
                      They're dead.  We won't be long Dixon.

            INT. TUNNEL - NIGHT

            Sydney is tending to her mother's wounds.

                                SYDNEY
                      Where in the hell is the medical help?

            Tom and Vaughn come running down the tunnel and see Sydney
            with her mother and Vaughn.  Jack sees what's happened to
            Irina.

                                IRINA
                      Hello, Jack.

            INT. HOSPITAL ROOM - ITALY - NIGHT

            Irina is hooked up to an assortment of machines that are
            keeping her alive.  It's easy to tell the machines aren't
            doing a very good job because Irina looks horrible; she's
            barely conscious.  She's clearly on her death bed.

            Jack and Sydney are in the room with her.

                                JACK
                      How do you feel Irina?

                                IRINA
                      how do you think I feel?

                                JACK
                      I think that you're getting you're just
                      rewards.

                                SYDNEY
                      Dad.

                                JACK
                      I'm sorry.  My feelings for you can wait
                      until later.  We have some questions to
                      ask you Irina.

                                IRINA
                      Do you really think I deserve this?

                                JACK
                      You were a Russian spy, you betrayed
                      Sydney and me, and you teamed up with
                      Sloane, and he betrayed you.

                                IRINA
                      He did betray me.  I betrayed him too. 
                      And betrayed you and Sydney, but I didn't
                      always do it for the wrong reasons.

                                JACK
                      If you're going to tell us you love us,
                      you'll just be wasting your time.

                                SYDNEY
                      Dad, have a heart.

                                IRINA
                      You don't have to protect me, Sydney.  I
                      do love you both and I loved Nadia.  You
                      know a lot Jack, but you don't know
                      everything.

                                JACK
                      Really?  Well, why don't you fill me in
                      on what I don't know.

                                IRINA
                      Rambaldi's true endgame.  It isn't death
                      and destruction.  It's to create heaven
                      on earth.  Rambaldi believed that his
                      works would allow us to know God's final
                      plans for us: immortality and peace. 
                      That's what the horizon, the sphere of
                      life, and the orchid are for.

            Jack and Sydney both have dubious looks on their faces.

                                IRINA (CONT'D)
                      I can see that the two of you don't
                      believe me, but that's alright.  I've
                      lived a horrible life.  I grew up
                      desolate, became a spy, got married and
                      started a family for Russia, but when I
                      had you Sydney, you and Nadia, it made me
                      want to give the two of you a better life
                      than I had.

            Sydney's overcome with joy that her mother is actually one of
            the good guys.

                                IRINA (CONT'D)
                      That's why I did all of the things I did
                      and that's why I followed Rambaldi.  My
                      way of going about things might not have
                      always been the best, I admit that, but
                      to me, the ends justify the means.

            Jack now seems to believe Irina as well.

                                SYDNEY
                      Mom, I don't know what to say.

                                IRINA
                      You don't have to say anything,
                      sweetheart.  You don't owe me anything. 
                      I just wish I could've saved Nadia.  I
                      wish I could've been there for her
                      funeral.  I wish I could've been there
                      before she died in a coma.

            Sydney and Jack exchange looks.  Irina catches them.

                                IRINA (CONT'D)
                      That's what Sloane told me, that Nadia
                      died in a coma, but from the looks on
                      your faces, I can see that's not true. 
                      What really happened?

                                SYDNEY
                      Mom, you're severely wounded.  I don't
                      wanna--

                                IRINA
                      Sydney, tell me what happened to your
                      sister.

                                SYDNEY
                      Um... Sloane found a cure for Nadia and
                      it worked.  She awoke from her coma as
                      good as new.  She was worried that Sloane
                      was still obsessed with Rambaldi.  She
                      went to his home to talk him and I don't
                      know what happened.  There must've been a
                      fight or something.  Dad found Nadia dead
                      with a piece of glass through her neck.

                                IRINA
                      That bastard.  I knew he was despicable,
                      but I never thought he'd go so far as to
                      kill his own daughter.

                                JACK
                      Irina, do you know what Sloane's plans
                      are?  Obviously, they're not the same as
                      yours.

            Irina looks very weak.

                                JACK (CONT'D)
                      Irina.

            Irina's eyes roll up in the back of her head.  She flatlines.

                                JACK (CONT'D)
                      I'll go get help.

            Jack exits the room.  Sydney takes her mother's hand, tears
            begin rolling down her eyes.

                                                               FADE OUT.

                                    END ACT THREE
                                      ACT FOUR

            FADE IN:

            INT. HALLWAY 2 - NIGHT

            Sydney is leaning against a wall in the hallway outside of
            her mother's bedroom.  Her cheeks are stained with tears. 
            Various hospital employees pass her.

            Jack enters the hallway, approaches Sydney.

                                JACK
                      I took care of the paperwork.

                                SYDNEY
                      Good.

                                JACK
                      I'm so sorry Sydney.

                                SYDNEY
                      I am too.  I'm sorry for all the times I
                      doubted mom.  I should've known.  All
                      those times she could've killed me and
                      didn't.

                                JACK
                      We all made the mistake of doubting
                      Irina.  In the end, she turned out to be
                      a good woman.

                                SYDNEY
                      That's what I'll tell Isabelle.  Her
                      grandmother died a hero.  She died trying
                      to bring peace to the world.

                                JACK
                      I think that would be wonderful.

            Sydney wipes the tears from her eyes.

                                SYDNEY
                      We have to get Sloane.

                                JACK
                      We will, but we also have another
                      pressing matter: stopping the war with
                      China.

                                SYDNEY
                      I don't care about that.  I care about
                      killing Sloane.  He's taken just about
                      everyone I loved away from me. 
                      He had Danny and Francie killed, he
                      killed Nadia, and now he's killed mom. 
                      Now, I'll kill him.  I just wish mom had
                      the chance to tell us Sloane's plan
                      before she passed away.

                                JACK
                      We can still find out Sloane's plan.

                                SYDNEY
                      How?

                                JACK
                      We captured Sark at Castel Sant'Angelo. 
                      He's in custody right now.

            Sydney's anger builds up inside her.

            INT. INTERROGATION ROOM 1 - NIGHT

            Sark is alone in the room, handcuffed to the chair.  A table
            is in front of him.  A glass window is on the other side of
            the room.  Sydney enters, furious as hell.

                                SYDNEY
                      Where's Sloane?

                                SARK
                      Aren't you going to offer me a deal?

            Sydney punches Sark in the face.

                                SARK (CONT'D)
                      Guess not.

                                SYDNEY
                      I don't have time to play games with you. 
                      I'll ask you again: where is Sloane?

                                SARK
                      I'm not telling you anything.

            Sydney kicks Sark in the face a couple of times.

                                SARK (CONT'D)
                      You play the good girl very well, but
                      when your pissed off, you can be very
                      violent and volatile.  You remind me a
                      lot of your mother.  Your late mother.

            Sydney smacks Sark around so badly that when she's finished,
            his face is a bloody mess.

                                SYDNEY
                      Don't you ever talk about my mother.

                                SARK
                      I would think you'd want me to talk about
                      your mother.  After all, it is my fault
                      she's dead.

                                SYDNEY
                      What are you talking about?

                                SARK
                      I was the one who sold Derevko out to
                      Sloane.  When some of the people in your
                      lovely crew took me into custody, I
                      couldn't help, but overhear them talking
                      about how she was pumped full of bullets. 
                      I never thought Sloane would kill her
                      like that.  They do have a history after
                      all.

            Sark's attempt to irk Sydney has succeeded.  Sydney unleashes
            her fury on him, full force.  She hits him again and again,
            each blow more devastating than the last, until finally, Sark
            is unconscious and Sydney is breathing heavily from her
            exertion.

            Sydney leaves the room and enters...

            INT. INTERROGATION ROOM 2 - CONTINUOUS

            This room is identical to the first interrogation room. 
            Jack, Vaughn, Dixon, Tom, and Marshall are there.  They've
            been watching Sydney in the first interrogation room with
            Sark.

                                SYDNEY
                      Dad, I need a knife.

            Sydney turns to leave, then stops.

                                SYDNEY (CONT'D)
                      And maybe some smelling salts.

            Sydney exits the room followed by a somewhat vexed Jack.

            INT. HALLWAY 3 - CONTINUOUS

            Sydney is heading back toward the first interrogation room. 
            Jack stops her by grabbing her arm.  Sydney turns to face
            him.

                                JACK
                      Sydney, what do you think you are doing?

                                SYDNEY
                      I'm trying to prevent a war.

                                JACK
                      I thought you didn't care about the war
                      with China.

                                SYDNEY
                      Well, I care now.

                                JACK
                      What you care about, or who rather, is
                      Sark because he can lead you to Sloane so
                      that you can get your revenge.

                                SYDNEY
                      I have a right to it.  I didn't see you
                      having a problem with Vaughn getting
                      revenge on Lauren.

                                JACK
                      That was different.

                                SYDNEY
                      Why?  Because you wanted to live
                      vicariously through Vaughn?

                                JACK
                      I already told you earlier when were
                      talking about your mother that I'm trying
                      to keep you from going down a path of
                      destruction through vengeance.  I wish
                      for once in your life that you'd listen
                      to me and take my advice.

            Jack's not getting through to Sydney.

                                SYDNEY
                      Just get me what I need so I can do my
                      job.

            Sydney sulks off toward the first interrogation room, leaving
            a concerned Jack watching.

            INT. INTERROGATION ROOM 1 - NIGHT

            Sark is still out cold from the beating he took from Sydney. 
            We see a hand waving smelling salts under Sark's nose.  This
            wakes him up in a hurry.

            Sark awakens to see Sydney.  She sits the smelling salts down
            on the table in front of Sark and picks up a large, sharp
            knife.  She holds it in her hands.

                                SYDNEY
                      Sark, you're a very beautiful man.

                                SARK
                      Why Ms. Bristow, are you trying to seduce
                      me?

                                SYDNEY
                      Don't flatter yourself.

            Sydney softens her tone a bit for the next line.

                                SYDNEY (CONT'D)
                      Are you concerned about your looks?  I
                      think you are.

            Sydney makes shallow cuts on Sark's face.  Sark winces a
            little.

                                SYDNEY (CONT'D)
                      You feel like talking now?

                                SARK
                      This is nothing a little plastic surgery
                      can't cure.

                                SYDNEY
                      You're right.  I'll cut lower and deeper.

            Sydney drops down out of frame.  We hear something unzip. 
            Sark screams.

                                SARK
                      Okay, okay, I'll tell you whatever you
                      wanna know!

            We hear something zip, then Sydney stands.

                                SYDNEY
                      What's Sloane up to?

                                SARK
                      Sloane wants to make himself immortal. 
                      He also wants to create an army out of
                      the United States by using the Mueller
                      device.

                                SYDNEY
                      That doesn't make sense.  I destroyed the
                      Mueller device in Russia.

                                SARK
                      Sloane's built a new one.

                                SYDNEY
                      It still doesn't make sense.  Sloane was
                      there in Sovogda, he saw what the Mueller
                      device did to those people.  They would
                      turn on him just as quickly as they would
                      turn on each other.

                                SARK
                      He plans on using the peaceful version. 
                      That's why he had me steal the orchid
                      from the DSR.

                                SYDNEY
                      Is that all you stole?

                                SARK
                      No, I also stole the sphere of life.

                                SYDNEY
                      What happened to the rest of the Rambaldi
                      artifacts?

                                SARK
                      They blew up with the building.

            Sydney looks at him, incredulously.

                                SARK (CONT'D)
                      I'm telling you the truth.  Sloane didn't
                      want you people getting any clues about
                      his endgame so he had Peyton and me
                      destroy everything that wasn't needed for
                      the endgame.

                                SYDNEY
                      And what does all of this have to do with
                      China?

                                SARK
                      China is one of the greatest countries in
                      the world. 
                      If Sloane can use the Mueller device to
                      convince the Americans to fight the
                      Chinese and they win, then he plans on
                      using them as his army to take over the
                      world, punishing the wicked and the
                      sinful, and rewarding and saving the good
                      and the innocent.

                                SYDNEY
                      He wants to be god.  Where is he now?

                                SARK
                      If everything is going according to plan,
                      then he's probably in Washington D.C. or
                      on his way there.  He plans on taking
                      over the white house.

                                SYDNEY
                      And the Mueller device, where is that?

                                SARK
                      Mt. Subasio.  Sloane had it moved after
                      our fight there.  He figured you wouldn't
                      think about going there, seeing as how he
                      already got what he needed from Mt.
                      Subasio.

                                SYDNEY
                      Is there anything else I need to know?

                                SARK
                      No.

            Sydney turns to leave with the knife in her hand.

                                SARK (CONT'D)
                      Can we talk about a deal now?

            Sydney turns to face Sark.  She takes the knife and throws it
            at Sark.  It goes somewhere off screen.  Sark's eyes widen as
            they look down at his crotch area.  He screams out in pain.

                                SYDNEY
                          (leaving)
                      Deal with that.

            INT. INTERROGATION ROOM 2 - CONTINUOUS

            The APO team watches Sydney as she leaves through the glass
            window.  Sydney enters the room.

                                JACK
                      What is wrong with you?

                                SYDNEY
                      Sark had it coming.

            Vaughn goes over to Sydney, tries to hold her, but Sydney
            brushes him off.

                                VAUGHN
                      Sydney, I know what you're going through,
                      but lashing out isn't going to help.

            Sydney pays Vaughn no mind.

                                SYDNEY
                      Dad, I have a plan.

                                JACK
                      I'm not sure I want to follow any plans
                      you have right now.  You're not of sound
                      mind.

                                SYDNEY
                      Will you at least listen?

            Jack nods.

                                SYDNEY (CONT'D)
                      Let me go to D.C. to stop Sloane.  Alert
                      the authorities; they can hold him off
                      until I can get there.  You guys go to
                      Mt. Subasio and destroy the Mueller
                      device.

                                JACK
                      That's a good plan, but I'm going with
                      you to Washington.

                                SYDNEY
                      No, dad.

                                JACK
                      I'm not letting you go by yourself.

                                SYDNEY
                      Dad, if you go and I lose you, I don't
                      know what I'd do.

                                JACK
                      I'm just as stubborn as you are, Sydney.

            The two look at each other, sternly, but Jack eventually
            stares Sydney down.

                                SYDNEY
                      Alright, but don't die on me.  That goes
                      for all of you.

            Sydney takes Vaughn's hand.

                                SYDNEY (CONT'D)
                      Especially you.

                                MARSHALL
                      I can't believe this is Sloane's endgame,
                      that it's finally happening.  After
                      working for him all of those years and
                      this is what it's come to.  I feel like I
                      should say something.
                          (beat)
                      Sydney, kick his ass.

            Sydney smiles.

            INT. HELICOPTER - DAY

            SUPER: WASHINGTON D.C.

            Jack and Sydney are inside the helicopter.  They're in the
            back with another GUY up front, piloting the helicopter.

                                JACK
                      We should reach the White House in
                      another hour.

                                SYDNEY
                      Dad, what Sark said about Sloane's
                      plan... do you really think Sloane
                      achieved immortality?

                                JACK
                      I don't know.  We've seen some strange
                      things happen.

                                SYDNEY
                      But immortality?

                                JACK
                      I never really bought into Rambaldi's
                      prophecies and endgames, but a lot of
                      things he predicted have come true and
                      his machines, when realized, have worked
                      the way they were designed to.  However,
                      I think immortality might be a bit of a
                      stretch.

                                SYDNEY
                      So do I.

            When Sydney says her last line, a bullet comes through the
            window and kills the pilot.  Sydney looks out the window and
            sees another helicopter carrying Sloane and he has a couple
            of cronies with him.

            One of the cronies has a gun in his hand.  It's still aimed
            at Sydney and Jack's helicopter.  The helicopter Sydney and
            Jack are in begins to lose altitude.

                                SYDNEY (CONT'D)
                      Sloane.

            Jack moves the pilot's body out of the way and gets the
            helicopter back on course.  Sydney opens one of the windows,
            draws her gun, and fires on her enemies.

            Jack tries to maneuver the helicopter below Sloane's. 
            Sloane's lackeys fire on Syd.  She drops to the floor.  One
            of the lackey's gun fire hit the helicopter's rotors.  The
            rotors fly off.  Sydney and Jack's helicopter rapidly begins
            to drop out of the sky.

            At first Sydney is freaking out, then she sees Sloane.  His
            helicopter is above hers.  Sydney leans out of the open
            window and shoots at the motor and the rotors of Sloane's
            helicopter.  She hits her marks and Sloane's helicopter comes
            down with hers.

            While all of this is happening, Jack moves to where Sydney
            is, searching for something.  Once she shoots down Sloane's
            helicopter, he hands her a pack.

                                SYDNEY (CONT'D)
                      What's this?

                                JACK
                      Parachute.

            They put on their parachute packs, open the door, and jump
            out.

            EXT. SKY - CONTINUOUS

            Once they're out, they pull their cords.  Their parachutes
            open and they float in the air.

                                SYDNEY
                      I was worried there for a minute.

                                JACK 
                      Don't worry.  Sloane's not going to win
                      this time.

            When Jack says that line, he's shot in the throat.  Sydney
            gasps in shock.

                                SYDNEY
                      DAD!!!

            Sydney looks up and sees that Sloane is out of his helicopter
            and has a parachute scrapped on.  He has a gun in his hand.

                                SLOANE
                      You won't stop me, Sydney.

            Sloane aims his gun at Sydney.  Before he can shoot her, she
            shoots the gun out of his hand.  Sydney steadies herself for
            another shot, but at this time...

            EXT. FIELD - CONTINUOUS

            She lands in a large field with her parachute falling on top
            of her.  Sydney frantically rips off her parachute.  The
            first thing she sees is her father lying dead beside her. 
            Before she can mourn him, a helicopter comes rushing down out
            of the sky and it's headed straight for her.

            Sydney rolls her father and herself out of harm's way.  The
            other helicopter hits the ground. Sydney sees that Sloane has
            just landed about a dozen feet away from her.

            Sydney springs to her feet and charges Sloane, knocking him
            down.  Sydney takes the cords of his parachute and wraps them
            around Sloane's neck.  She begins to strangle him.

            Sloane seems unscathed and kicks Sydney off of him.  Sydney
            hits the ground hard, giving Sloane a chance to take off his
            parachute.  Sydney charges Sloane again and the two go at it. 
            It quickly turns into fierce hand-to-hand combat and
            surprisingly, Sloane is holding his own.

            Sydney eventually lands several blows that knocks Sloane on
            his ass.  She spots her gun over by her father's body.  She
            makes a mad dash for it, grabs it, and shoots Sloane in the
            head as he gets up.

            Sloane goes down, dead.  His eyes are open.  Sydney goes over
            to the body to confirm the kill.

                                SYDNEY
                      I knew Rambaldi's plan for immortality
                      was untrue.  Rest in Hell, you son of a
                      bitch.

            Sydney bends down to close Sloane's eyes.  SURPRISE! 
            Sloane's not dead!  He  grabs Syd's arms.

                                SYDNEY (CONT'D)
                      Oh my god.

            Sloane throws Sydney across the field.  Sydney keeps a firm
            grasp on her gun.  Sloane gets up.

                                SLOANE
                      Only the dead go to Hell.

            ON SYDNEY

            She's still on the ground.  She stares at Sloane in total
            shock.

                                                               FADE OUT.

                                    END ACT FOUR
                                      ACT FIVE

            FADE IN:

            INT. MAUSOLEUM - NIGHT (FLASHBACK)

            Sloane has just entered this room from the tunnel.  He closes
            the door and locks it.  Sloane pulls a flashlight out because
            the room is pitch black.

            Sloane turns on the flashlight.  He sees a line of tombs.  He
            walks all the way down the line.  At the end, he comes upon a
            wall that has the eye of Rambaldi in the center of it.

                                SLOANE
                      At long last.

            Sloane connects the sphere of life to the horizon and puts it
            on the eye of Rambaldi.  A hole forms in the sphere of life
            and water springs from it.  This isn't just ordinary water. 
            It's the most beautiful, pure water one could lay one's eyes
            on.

            Sloane's positively giddy.  Sloane puts his mouth near the
            miniature waterfall that has formed in the wall and drinks
            from it.  After his drink, Sloane giggles with joy.  He's
            like a school boy.  He drinks again.

            EXT. FIELD - DAY (PRESENT)

            We return to Sydney and Sloane.  Sydney is now on her feet. 
            Sloane kicks the gun out of her hand.  The two engage in an
            epic battle.  This fight is incredible.  Sloane is fighting
            with the vigor of a man half his age.

            SYDNEY

            Decks Sloane a few times, then kicks him.

            SLOANE

            Backhands Sydney, then throws her across the field.

                                SLOANE
                      Why are you fighting me?  You know you
                      can't kill me.

            SYDNEY

            Jumps up, lunges at, Sloane, kicks him in the chest, sending
            him back.

                                SYDNEY
                      No harm in trying.

            SYDNEY

            Attacks Sloane again, but he manages to dodge her blow this
            time.

            SLOANE

            Gets Sydney in a headlock from behind.

                                SLOANE
                      I killed Irina; I killed Jack; don't make
                      me kill you too.

            SYDNEY

            Rams the back of her head into Sloane's face.  His grip on
            her loosens.  Sydney breaks free and throws Sloane by one of
            the helicopters.

                                SYDNEY
                      You won't be killing anybody else.

            SYDNEY

            Swings her leg at Sloane.

            SLOANE

            Grabs her leg and slams her into the helicopter.  He grabs
            her by the throat.

                                SLOANE
                      You shouldn't have came after me, Sydney. 
                      You're capable of remarkable things, but
                      defeating me isn't one of them.

            SYDNEY

            Puts her hands around Sloane's arms and uses all of her arm
            strength to try to break his grip.  She fails.  She jumps up
            in the air, wraps her legs around Sloane's neck and spins.

            The two of them  do a flip before they land on the ground. 
            They get up within seconds of each other.  

            SYDNEY

            Gets up first and kicks Sloane in the face before he can get
            his bearings.

            SLOANE

            Hits the ground. He doesn't stay down for long.

            SYDNEY

            Goes to hit him again.

            SLOANE

            Tosses her backward.

            SYDNEY

            Lands by one of the helicopter rotors.  She decides to stay
            down.

            SLOANE

            Goes after Sydney in her apparently weakened state.

                                SLOANE (CONT'D)
                      Don't feel bad Sydney.  Not too many
                      people would have lasted half as long as
                      you did against an immortal.

            SLOANE

            Reaches Sydney.

            SYDNEY

            Leaps to her feet, grabs the helicopter rotor, and uses it to
            decapitate Sloane.  As she decapitates him:

                                SYDNEY
                      Sloane, you've got a big head.

            Sloane's head drops to the ground and rolls away.  His body
            sinks to the ground.  Sloane is still alive.  His head is
            just separated from his body.

                                SLOANE
                      I... can't believe you beat me.

            The horizon and sphere of life fall from Sloane's person.  
            Sydney doesn't notice.  She's paying attention to Sloane's
            head.  She stares at it, bewildered.

                                SYDNEY
                      My life is too weird.

            Sydney presses a button on her side.

                                SYDNEY (CONT'D)
                          (in com)
                      Vaughn, I've stopped Sloane.

                                VAUGHN
                          (V.O.)
                      Great.  We've destroyed the Mueller
                      device.  

                                SYDNEY
                      See you in a few hours?

                                VAUGHN
                          (V.O.)
                      Yeah.

            Sydney disconnects with Vaughn.  She presses the button on
            her side again.

                                SYDNEY
                      Director Chase, this is agent Sydney
                      Bristow.

                                CHASE
                          (V.O.)
                      Do you have good news for me?

                                SYDNEY
                      Very good news.  I've defeated Sloane and
                      will bring him back ASAP.

                                CHASE
                          (V.O.)
                      Excellent.

                                SYDNEY
                      Oh, and I'd like to discuss some things
                      when I return to L.A.

            Sydney turns, sees the horizon and the sphere of life.

                                CHASE
                          (V.O.)
                      Alright.  Agents Vaughn, Dixon, and Grace
                      reported they didn't find the sphere of
                      life, the horizon, and the orchid.

            In a fit of fury, Sydney smashes the horizon and the sphere
            of life.

                                SYDNEY
                      I haven't seen the orchid, but the sphere
                      of life and the horizon were destroyed in
                      my battle with Sloane and his men.

                                CHASE
                          (V.O.)
                      Okay.  Return as soon as you can.

                                SYDNEY
                      Will do.

            Sydney disconnects with Director Chase.

                                SLOANE
                      You lied.  You don't have to worry about
                      me telling your secret.

                                SYDNEY
                      I know.  Even if I did, I doubt that
                      after all you have done that you word is
                      worth more than mine.

                                SLOANE
                      Good point.

                                SYDNEY
                      You finally got what you've been
                      searching for all these years.  Was it
                      worth it?

                                SLOANE
                      What do you think?

                                SYDNEY
                      I think that I don't hate you anymore.  I
                      think I feel sorry for you.  You let your
                      obsession get the best of you and look
                      what happened.  You're a pitiful man,
                      Sloane.

                                SLOANE
                      Can I tell you something, Sydney?

                                SYDNEY
                      What?

                                SLOANE
                      I'm truly sorry for everything that I
                      have ever done to you.

            Sydney kicks Sloane's head a good distance.  She goes over to
            her father's body as we...

            EXT. CIA - ESTABLISHING

            INT. CIA - DIRECTOR CHASE'S OFFICE - DAY

            The office is plain.  Sydney and Vaughn are vis-a-vis with
            Director Chase, who is behind her desk.  She has a folder in
            front of her.  They're in the middle of a conversation.

                                SYDNEY
                          (to Chase)
                      I don't know what happened to Sloane's
                      head.  I chopped it off and it went
                      flying.
                          (off Chase's look)
                      It's the truth.

                                CHASE
                      Hopefully, China won't mind.  I know they
                      wanted to interrogate Sloane.  I was told
                      Sark had to have corrective surgery for
                      his genitals.

                                SYDNEY
                      I needed information.  Desperate times
                      call for desperate measures.

            Chase stares at Sydney in disbelief.

                                CHASE 
                      And agent Vaughn, what did you do with
                      the Mueller device?

                                VAUGHN
                      It's on a scrap heap in Italy.

            Chase writes something on the folder.

                                CHASE
                      Agent Bristow, you said you had something
                      to discuss with me?

            Sydney looks at Vaughn, takes his hand.

                                SYDNEY
                      Agent Vaughn and I would like to quit the
                      CIA.

                                CHASE
                      Is there a reason why?

                                SYDNEY
                      We just feel that if we're going to try
                      and raise a family, it's best not to do
                      it while working for the CIA.

                                CHASE
                      Your father worked for the CIA while
                      raising you.

                                SYDNEY
                      That's exactly my point.  My father never
                      wanted this life for me and after being
                      an agent for all these years, I can see
                      why.  I don't want my daughter to follow
                      in my footsteps.

            Chase thinks about it for a minute, then:

                                CHASE
                      It'll be a shame to lose you; you're two
                      of my best agents, but if your minds are
                      made up...

                                SYDNEY
                      They are.

                                CHASE
                      Then I won't stand in your way.  Have a
                      good life, all three of you.

            Sydney beams with joy.  She's finally free.

                                VAUGHN
                      Thank you.

            The two exit the room.

            INT. ELEVATOR - DAY

            Sydney and Vaughn enter.  Vaughn presses the button for the
            lobby and the door closes.

                                VAUGHN
                      I'm beat.  These last few days have been
                      hell.  Can't wait to get home.  I may
                      even take a nap.

            Sydney kisses Vaughn passionately.

                                VAUGHN (CONT'D)
                      Or do other things.

                                SYDNEY
                      I've been wanting to do that for a while.

                                VAUGHN
                      You wanna go home and do some more of
                      that?

                                SYDNEY
                      I do, but there's somewhere else I wanna
                      go first and I wanna take Isabelle.

            The elevator door opens, Sydney exits.  Following behind her:

                                VAUGHN
                      Where?

            EXT. CEMETERY - DAY

            Sydney and Vaughn arrive.  Sydney's holding Isabelle.  They
            walk past several graves until they reach Jack and Irina's. 
            Yes, the two former lovers and enemies are buried next to
            each other.

            Sydney points at Jack's grave.

                                SYDNEY
                      Isabelle, your grandpa Jack is there.  He
                      was a brave man.  He always did the right
                      thing even when it hurt him.

            Sydney moves toward Irina's grave.

                                SYDNEY (CONT'D)
                      And this is grandma's grave. Her name is
                      Irina.  You never got a chance to meet
                      her.  She sacrificed her life to give us
                      a better world.  She was a real heroine.

            Isabelle coos.  Sydney's becoming maudlin.

                                SYDNEY (CONT'D)
                      Vaughn, will you take Isabelle back to
                      the car?

            Vaughn takes Isabelle from Sydney.

                                VAUGHN
                      Yeah, sure.  You alright?

                                SYDNEY
                      Yeah, I just wanna be alone with my
                      parents.  I know that sounds silly--

                                VAUGHN
                      Not at all.

            Vaughn kisses Sydney, then leaves.  Tears begin falling down
            Sydney's face as she looks heartbreakingly at her parent's
            grave.

                                SYDNEY
                      I did it.  I stopped Sloane for good. 
                      He's not dead, but he'll never be able to
                      hurt anyone again, nor will Rambaldi.  I
                      hope wherever you guys are, that you're
                      happy and I want you to know that I'm
                      good and Isabelle's good.  I love you.

            Sydney walks away from the graves, her face now a teary mess. 
            Her tears are tears of joy and sadness.

                                                           CUT TO BLACK.

                                       THE END

             .

                                 

                                          

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