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                                       ACT TWO

               FADE IN:

        15     EXT. CITY STREET - DAY                                  15

               Chris is still watching the incoming clouds as Syren tries to
               drag him away, Inman marching over with a few of his
               colleagues.

                                   INMAN
                         Alright, that's enough! I don't
                         know what you guys are trying to
                         pull here, but we can't...

               He trails off, looking to the skies.

                                   SYREN
                         Chris, please! We have to get
                         inside! We can't stay out here!

                                   INMAN
                         What the hell...?

               The CLOUDS are drawing closer, the BUZZING rising in
               intensity every second - until Chris realises what's coming.

               BUGS. Thousands, maybe millions of them; over-sized, jet
               black mosquitos, each one the size of a dog!

               Chris takes about half a second to process the threat,
               getting to the best course of action - running.

                                   TWIST
                         What's going on?

                                   CHRIS
                         Get inside! Everybody!

               Waving his arms to alert the CDC personnel to the swarm,
               Chris tears back towards the closet solid-looking building.

               Inman isn't far behind, with the rest of the team breaking
               and running as the horde of insects closes in.

                                   TWIST
                         What the ever-lovin' Britney Spears
                         are those things?

                                   SYREN
                         Just go! Go! Fast as you can!

               Behind them, the first wave of the swarm SWOOPS down to the
               street, descending on a team of CDC agents and engulfing them
               in a wave of black bodies and buzzing wings.

               Their SCREAMS ring out down the deserted street as the bugs
               tear through their suits and attack them.

               Twist, looking back, grimaces as she puts her head down and
               doubles her speed.

               Diego reaches the door of a large building where Chris waits,
               and on his signal they KICK the thick doors open.

                                   DIEGO
                         Get inside!

               Syren and Twist race through, with Inman and a handful of CDC
               agents close behind.

                                   CHRIS
                         Come on!

               Inman has no choice but to obey, even as more of his men are
               picked off by further clusters of bugs.

        16     INT. BUILDING - NEXT                                    16

               Once Inman and is men burst through the door, Chris holds the
               doors closed as Diego and Twist HEAVE a heavy desk across the
               door frame.

               There's a SMASH as one of the windows shatters - and despite
               the planks across the frame, several of the bugs start
               pushing their way inside!

                                   DIEGO
                             (points)
                         There!

               He's at the window in a heartbeat, SLICING the bugs in two as
               Twist joins him, BASHING another with a SPLAT.

                                   CHRIS
                         We can't stay here.

                                   SYREN
                         They'll get in, no matter where we
                         try and hide.

                                   INMAN
                         The hell is she talking about? What
                         are those creatures?

               Twist hears another noise - and sees more of the bugs
               literally CLAWING their way through the walls!

                                   TWIST
                         Chris! Hate to use a cliche, but
                         they're coming outta the god damned
                         walls!

               Chris looks round - more HOLES are appearing as the bugs
               tunnel their way inside.

                                   CHRIS
                         Alright, everybody stand back.

               Diego and Twist back away from the window - more bugs are
               already squirming through the gaps.

                                   INMAN
                         My God...

               Inman's heart sinks as he realises there's no way out - bugs
               are almost inside in all directions!

               Chris closes his eyes, calm even as Syren clings to him in
               fear. He places his hands together and lowers his head...

               ... and a shimmering field of BLUE ENERGY rises up, starting
               about a foot away from the walls and circling the team.

               Inman gapes, but his surprise is short-lived as first one,
               then two more windows BURST OPEN under the weight of the bugs
               outside, waves of the insects streaming inside!

                                   DIEGO
                         Here they come...

               The first bugs hit the forcefield - and bounce right off it!

                                   TWIST
                         Yes! Score one for team Twist, you
                         rotten bastards!

               The bugs can't get through, despite covering every available
               inch of space in the room.

                                   SYREN
                         Chris...

               He lifts his head, laying a comforting hand on Syren's arm.

                                   CHRIS
                         It'll hold.

               He turns to Inman, who along with his men looks suitably
               dazed by what's going on.

                                   CHRIS (cont'd)
                         There'll be time for me to explain
                         later. Right now, we need to work
                         out some kind of plan of attack.

                                   INMAN
                         We... what?

                                   CHRIS
                         Those creatures have obviously been
                         attracted by the storm, and after
                         seeing what they did to your men
                         outside, the chances of survival
                         for anyone asleep in this city are
                         falling by the moment.

               Inman exhales, trying to process these impossible conditions.

                                   CHRIS (cont'd)
                         Now... what's CDC policy concerning
                         insect swarms?

               Inman blinks, but then a bizarre SCREECHING sound begins to
               reverberate round the room.

               The team cover their ears as the screech quickly builds to a
               painful intensity.

                                   TWIST
                         Where's that coming from?

                                   SYREN
                             (darkly)
                         It's them.

               Sure enough, the SCREECH is being made by the insects, their
               wings beating at an incredible speed to amplify the sound of
               their legs rubbing against their chitinous bodies.

               The cacophony rings out for a few more moments, before the
               insects start to pull back.

               The team watch as the bugs stream back out through the
               entrances they dug for themselves, emptying the room.

                                   INMAN
                         Now what?

                                   DIEGO
                         I believe they are searching for an
                         easier meal.

                                   CHRIS
                         Which means we don't have long
                         until they come back...

               One of Inman's men suddenly WILTS, slumping dead away to the
               floor with a heavy THUD!

                                   CHRIS (cont'd)
                         ... or any time at all.

               Inman goes to his colleague and rolls him over - he's ASLEEP.
               He angrily looks up to Chris as we CUT TO:

        17     INT. VYRA HOUSEHOLD - DAY                               17

               Danyael steps into the front room. He double takes as he
               realises he's in the same house, but the details have changed
               now - along with the decor.

                                   NAOMI
                         It's a few years later. In case you
                         were wondering.

               Naomi joins him, and Danyael's eyes fall on her mother,
               slumped on the sofa with an empty bottle next to her.

                                   NAOMI (cont'd)
                         I'm about to come home from school
                         and find her.

               Danyael turns as the front door opens, and sure enough
               there's the fourteen-year old TEEN NAOMI, her Goth rock
               stylings showing through her neat school uniform.

                                   TEEN NAOMI
                         Mom? Ash? I'm back.

               She enters the living room proper, rolling her eyes when she
               sees her mother's sprawled form.

                                   TEEN NAOMI (cont'd)
                         Ah, damn it. Mom, come on. Don't
                         let people see you like this.

               She tries to lift her mother up, but she's dead weight.
               Undeterred, Teen Naomi tries again, but as he mother flops
               back don she starts to twig something is wrong.

                                   TEEN NAOMI (cont'd)
                         Mom?

               She goes round to her, patting her mom on the cheek and
               giving her a few shakes.

                                   TEEN NAOMI (cont'd)
                         Mom, come on! Wake up! Mom!
                             (firmer)
                         Mom!

                                   ASHLEY (O.S.)
                         She won't wake up...

               Teen Naomi turns - her little sister ASHLEY, now nine, sits
               huddled out of view behind the armchair. She hugs her knees.

                                   TEEN NAOMI
                         Ash, what's wrong with mom?

                                   ASHLEY
                             (shakes head)
                         Didn't come to fetch me, had to
                         walk home. Thought she was asleep.

               Growing more frantic, Teen Naomi starts SHAKING her mother
               more violently.

                                   TEEN NAOMI
                         Mom, come on! Don't do this! Wake
                         up! Wake up!

               Danyael steps back, rubbing his chin as he processes what
               he's seeing.

                                   DANYAEL
                         I... I never knew.

                                   NAOMI
                         Like I said. Didn't want anyone's
                         pity.
                             (sighs)
                         My mom just... gave up. She didn't
                         want to be here any more. I just
                         hope she's happier wherever she is
                         now.
                             (hangs head)
                         If I'd gotten home from school a
                         little earlier instead of hanging
                         out with my friends, maybe she'd
                         have - 

                                   DANYAEL
                         Don't.

               He turns on her, sympathy turning to anger.

                                   DANYAEL (cont'd)
                         Don't use this as an excuse.

                                   NAOMI
                         I'm not! I - 

                                   DANYAEL
                         You murdered one of my friends. And
                         that's my fault. I'm the one who
                         let you get close enough to us to
                         do it. If you think showing me all
                         this is gonna make me forgive you,
                         then you've got - 

                                   NAOMI
                         Julie wanted to die too.

               Danyael stops. Can't quite believe what he's just heard.

                                   DANYAEL
                         How can you even say that?

                                   NAOMI
                         Danny, it was... she'd given up. I
                         recognised the look in her eyes.
                         She was just waiting for somebody
                         to finish what her mind had already
                         started.

               Incensed, Danyael lashes out and SLAPS her, but she calmly
               turns back to face him.

                                   NAOMI (cont'd)
                         Did that help?

               He knots his fist, frustration rising.

                                   DANYAEL
                         Get me out of here.

                                   NAOMI
                         Danny - 

                                   DANYAEL
                         Get me out of here now!

               He GRABS her by the shoulders, and we WHITE OUT to:

        18     EXT. CITY STREET - DAY                                  18

               Chris and Diego are first to exit the building, swords drawn
               as they cautiously venture out into the street.

               The others follow, Inman's jaw hanging at the sight laid out
               before him.

               The entirety of his CDC team are DEAD, bodies sprawled across
               the floor and almost picked clean to the bone, tattered
               remnants of their yellow hazmat suits fluttering in the wind.

                                   INMAN
                             (disbelief)
                         This... this can't be happening, we
                         weren't in there more than a few
                         minutes!

                                   SYREN
                         That's what they do.

               She walks past him, her expression sullen as she navigates
               back over to Chris.

                                   SYREN (cont'd)
                         We don't have much time.

                                   CHRIS
                         I'm aware of that.

               There's a RUMBLE of thunder from overhead - the storm's here.

                                   CHRIS (cont'd)
                             (to Inman)
                         I'd recommend you and your men seal
                         your suits again, Agent Inman.

                                   INMAN
                         But what about you?

                                   CHRIS
                         We don't need them.

               Inman isn't about to argue - he and his team are quick to
               pull the bulky headpieces of the suits up and seal them.

               The others assemble around Chris, Diego skewering a dead BUG
               from the ground. Twist wrinkles her nose.

                                   TWIST
                         No, you can't keep it.

                                   DIEGO
                             (off bug)
                         Does anybody recognise this?

                                   CHRIS
                         Syren?

                                   SYREN
                         What?

                                   CHRIS
                         You seemed to know what these
                         things were a while before anyone
                         else, and I get the distinct
                         impression you've encountered them
                         before now. Care to fill us in?

               Syren exhales, rubbing her arms against the cold.

                                   SYREN
                         I... I don't know what they're
                         called, they're something... I
                         remember them.

                                   DIEGO
                         From when?

                                   SYREN
                         From when Sueno was trying to help
                         me with my memories.
                         I was in a lab, trying to free some
                         animals marked for research, and...
                             (shivers)
                         One of them attacked me.

                                   TWIST
                             (beat)
                         That's it? Nothing else? Like, say,
                         how to stop a few million of them?

                                   SYREN
                             (shakes head)
                         It's just flashes. Fragments. But I
                         know that they're bad. They're
                         parasites, mutated by magic
                         centuries ago. They're attracted to
                         magic.

                                   CHRIS
                         So the only reason we haven't heard
                         of them before...

                                   DIEGO
                         ... is because there's been nothing
                         like this to bring so many of them
                         together.

                                   SYREN
                         There's something else.

               She turns and points, off into the distance.

                                   SYREN (cont'd)
                         An energy source, something strong.
                         I felt it when we arrived, but it's
                         getting stronger all the time.

                                   TWIST
                         Reckon it's linked to the storm?

                                   CHRIS
                         It's worth a look. Syren, go with
                         Twist and Diego. I'll stay here
                         with Agent Inman, see if we can't
                         learn a little more about how the
                         storms causing this sickness.

               Syren nods and heads off, Twist and Diego following. Chris
               approaches Agent Inman, safe inside his hazmat suit.

                                   INMAN
                         I don't understand... why aren't
                         you being affected? All the reports
                         we have indicate victims go under
                         less than five minutes after first
                         exposure!

                                   CHRIS
                             (grins)
                         Let's just say I'm not like the
                         other boys.
                             (beat)
                         Agent Inman, we have a unique
                         opportunity here to learn more
                         about this storm and its effects,
                         information that could potentially
                         save millions more lives. Can I
                         count on your support?

               Inman looks from side to side, then SIGHS.

                                   INMAN
                         Doesn't look like I have much of a
                         choice, does it?

               Chris grins again, cocking his head towards the CDC Command
               Vehicle - a huge truck and trailer - as we CUT TO:

        19     INT. WHITE SPACE - DAY                                  19

               Danyael and Naomi face each other, back in the featureless
               white expanse.

                                   DANYAEL
                         No more games. No more flashbacks.
                         Just get me out of here.

                                   NAOMI
                         I can't.

                                   DANYAEL
                         Can't, or won't?

                                   NAOMI
                         Alright, then - I won't.

                                   DANYAEL
                         Damn it, Naomi!

               He tries to walk away from her, but there's nowhere he can
               go. She pleads with him:

                                   NAOMI
                         You haven't seen everything I want
                         you to yet! There's more you have
                         to understand!

                                   DANYAEL
                         I can't see how! How can anything
                         you have to show me justify what
                         you've done! What you're going to
                         do? You're one of the bad guys now!

                                   NAOMI
                         I'm not!

                                   DANYAEL
                         You've killed people already, and
                         you're gonna kill a whole hell of a
                         lot more if I don't stop you.

                                   NAOMI
                         No... no, Danny, I don't want to
                         kill anyone else.

                                   DANYAEL
                             (shakes head)
                         I can't believe that.

                                   NAOMI
                         I want to help them. That's what
                         all this is about. But you have to
                         know why.

               She takes a breath, TEARS in her eyes.

                                   NAOMI (cont'd)
                         My mom... I think about her every
                         day. I keep going back to that day
                         I found her, with Ash just sitting
                         and watching her, too scared to do
                         anything... I think about us being
                         taken into foster care together,
                         about everybody saying they'd take
                         care of us now, but how none of
                         them could do anything to help
                         either one of us!
                             (beat; blurts out)
                         That's why she ran away!

               Danyael exhales. More sad stories.

                                   NAOMI (cont'd)
                         Screw this. I'm just gonna have to
                         show you.

               She advances, grabbing his hand before he can react, and we
               WHITE OUT back to:

        20     INT. CDC COMMAND CENTRE - DAY                           20

               With a HISS of hydraulics, Inman leads Chris and the other
               CDC agents back into their control centre - a high-tech
               laboratory on wheels, lined with monitors, equipment and
               facilities.

               Inman turns and waits as the heavy door slides back into
               place, sealing the trailer with another HISS.

                                   INMAN
                             (to his men)
                         Alright, air's clean.

               He removes his suit's headpiece, joining Chris as he stares
               at a map on the wall.

               It's like his own, back inside their van, only more up
               market, with red LED's flashing over affected cities.

                                   INMAN (cont'd)
                         So now you see what we're up
                         against here.

                                   CHRIS
                         I've already got a fairly good
                         idea.

                                   INMAN
                         CDC offices in Alaska, Cincinnati,
                         Colorado, Maryland, West Virginia, 
                         Pittsburgh, North Carolina - even
                         Puerto Rico - all say the same
                         thing.

                                   CHRIS
                         It's spreading, and you have no way
                         to control it.

                                   INMAN
                         Over half the country's on a full
                         scale bio-terrorism alert already.
                         Now we have these bugs as well?

               Chris looks over a bank of monitors; each one shows a
               different part of the city - and each one shows thousands
               more of the BUGS covering every surface.

                                   CHRIS
                         Then I think we'd better get
                         cracking on a solution.

               PUSH IN on the monitors, showing the scale of what the team
               are up against, before we:

                                                             BLACK OUT:



                                   END OF ACT TWO
                                      ACT THREE

               FADE IN:

        21     EXT. STREET - NIGHT                                     21

               Danyael walks down a long, dark street, moonlight flooding
               down from above as he passes through clouds of steam from
               vents below.

                                   NAOMI (O.S.)
                         Danny, wait!

               She hurries into frame to catch up with him, but he keeps his
               head down.

                                   NAOMI (cont'd)
                         This is stupid! What are you going
                         to do? Just keep walking?

                                   DANYAEL
                         Until I find a way out of here,
                         yeah.

                                   NAOMI
                         We're gonna miss it.

                                   DANYAEL
                         So?

                                   NAOMI
                         This one, you'll want to see.

               He stops. She catches up to him, moving to face him.

                                   NAOMI (cont'd)
                         Come on. One more, and then if you
                         want to go... we'll go. I promise.

                                   DANYAEL
                             (scoffs)
                         And yet, I don't trust you.

               She reaches out and takes one of his hands.

                                   NAOMI
                         We went through a lot together...
                         didn't we?

                                   DANYAEL
                             (beat; quiet)
                         Yeah.

                                   NAOMI
                         And I know I've out you through a
                         lot more since then...

               He SNATCHES his hand back.

                                   NAOMI (cont'd)
                         Would it help if I said I was
                         sorry?

                                   DANYAEL
                         For which part?

                                   NAOMI
                         Julie.

                                   DANYAEL
                             (beat)
                         No.

                                   TEEN NAOMI (O.S.)
                         Ashley? Ashley!

               Danyael looks up, and Naomi watches his reaction.

                                   DANYAEL
                         Is that...

                                   NAOMI
                         Me? Yeah.
                             (beat; extends hand)
                         Let me show you.

               Danyael hesitates, but reluctantly lets her lead him on.

        22     EXT. CITY STREET - DAY                                  22

               Back with Twist, Syren and Diego, they head down another
               street full of dark, silent buildings as heavy rain washes
               across them.

                                   TWIST
                             (cursing)
                         For the love of Justin! Can't any
                         of these apocalypses not frizz my
                         hair to hooey?

                                   DIEGO
                         Perhaps you should wear a hat next
                         time.

               She turns to glare at him, but sees he's grinning. Twist
               can't help but grin back, until Syren calls out:

                                   SYREN
                         Up here.

               She points to a FIRE ESCAPE, lit by a flash of LIGHTNING, and
               Twist reaches up to hook and pull the ladder down with
               Duggan.

                                   TWIST
                         Ladies first.

               Syren blinks, and Twist rolls her eyes.

                                   TWIST (cont'd)
                         I meant you, Diego.

               He takes one of Syren's arms and loops it over his shoulders.

                                   DIEGO
                         Just hold on to me, chica.

               She dutifully hangs on tight as he starts to climb, and with
               Twist starting to follow we CUT TO:

        23     EXT. STREET  - NEXT                                     23

               Naomi and Danyael turn a corner to see Teen Naomi, a little
               older and wrapped in a thick coat, walking down the street.

                                   TEEN NAOMI
                             (calls out)
                         Ashley! Ashley!

               Various BUMS and other members of the city's nightlife eye
               her up as she walks past, but she tries not to notice.

                                   DANYAEL
                         What's going on?

                                   NAOMI
                         This is about a week after Ashley
                         ran away from our care home. She'd
                         just turned thirteen. Soon as she
                         went missing, I hit the streets to
                         try and find her. She was all I had
                         left.

               Teen Naomi comes to a stop as two shady looking guys walk
               past her, and she keeps her head down.

                                   NAOMI (cont'd)
                         I was out here every night looking
                         for her, from the second I got in
                         until just before I had to go to
                         college.

               A POLICE CRUISER rolls to a halt alongside Teen Naomi, and
               she watches as two COPS step out from it.

                                   NAOMI (cont'd)
                         But I never found her.

               Danyael frowns, not following as we WHITE OUT to:
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