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                            GODZILLA

                               by

                  Dean Devlin & Roland Emmerich










                                               First Draft 2/19/96





     FADE IN:

     An iguana...

     Crawling off its nest, leaving its eggs exposed.


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

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

     Super: Moruro Atoll Islands, French Polynesia - June
     1968

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

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

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

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

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

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

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

                                             SMASH CUT TO:


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

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

     Super: Pacific Ocean, present day


  3  INT. CORI AKIDO - BRIDGE - NIGHT                             3

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

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

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

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

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


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

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


  5  INT. OTHER HALLWAY - BY KITCHEN                              5

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

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

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

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


  6  INT. BRIDGE - SAME - NIGHT                                   6

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

                            CAPTAIN
                      (in Japanese)
               What was that!?

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

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

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


  7  INT. HALLWAYS - CONTINUOUS - NIGHT                           7

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

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

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


  8  INT. BRIDGE - SAME - NIGHT                                   8

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

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

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


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

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


     A TARP

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


     ANGLE - WATER BESIDE THE TANKER

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


     THE CREW

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


     THE CLAW

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


     A LIFEBOAT

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

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

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

                                             CUT TO:


     WINDSHIELD WIPERS

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

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

                                             CUT TO:


 10  INT. RUSSIAN TOWN - RAIN - DAY                              10

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

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

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


 11  EXT. CHERNOBYL DIRT PARK - RAIN - DAY                       11

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

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

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

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

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

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

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

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

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


     CLOSE - VAN'S ENGINE

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

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

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

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

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

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

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

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

     He goes through his pockets looking for his permits.

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

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

                            NICK
               It's Tatopoulos.

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

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

                            NICK
               What are they doing?

                            TERRINGTON
               You've been reassigned.

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

                            TERRINGTON
               It is now.

                                             CUT TO:


 12  EXT. PAPEETE - TAHITI - STREET - DAY                        12

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


 13  EXT. PAPEETE HOSPITAL - CONTINUOUS - DAY                    13

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


 14  INT. HOSPITAL HALLWAY - MOMENTS LATER - DAY                 14

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

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

                            RAYMOND
               What did you tell them?

                            BRIEFING OFFICER
               Nothing yet.

                            RAYMOND
               Are there any other survivors?

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

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


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

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

                            RAYMOND
               Get them out of there.

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


 15  INT. HOSPITAL ROOM - SAME                                   15

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

                            RAYMOND
                      (in French)
               Ask him what happened.

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

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

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

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

     Drawn out of himself by the flame...

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

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

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

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

                                             CUT TO:


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

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

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

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


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

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


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

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

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

                            MAJOR HICKS
               Dr. Niko Topopolosis?

                            NICK
                      (correcting)
               It's Tatopoulos.

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

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

                            MAJOR HICKS
               Follow me.

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

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

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


     ANGLE - DESTROYED VILLAGE HUT

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

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

                            MAJOR HICKS
               We know.

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

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

                            MAJOR HICKS
               Yeah, you're the worm guy.

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

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

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

     Major Hicks stops, turns to Nick.

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

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

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

     With that Major Hicks walks away.

                            NICK
               What sample?

                            MAJOR HICKS
               You're standing on it.

     Nick looks down, sees nothing.

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

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

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

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


     OVERHEAD TITLT SHOT - Foot steps...-

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


18   EXT. TATTERED VILLAGE REMAINS - MOMENTS LATER               18

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

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

                            MAJOR HICKS
               That's right.

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

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

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

                            NICK
               Somebody must have seen it.

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

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

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

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


     COMMAND TENT - CONTINUOUS - DAY

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

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

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

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

                            NICK
               Hi. Nick Tatopoulos...

                            ELSIE
               Ah, Elsie Chapman, paleontologist.

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

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

                            DR. CRAVEN
               Nice to meet you.

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

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

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

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

                            ELSIE
               What could have possibly done all
               that?

     We REVERSE ANGLE and SEE what they are staring at.

     A gigantic path cut through the jungle.

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

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

                                             CUT TO:


     T.V. MONITOR - JUNGLE FOOTAGE

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

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

                                             WIDEN TO REVEAL:


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

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

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


     ANGLE - SECRETARY DESK

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

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

                            LUCY
               Speak of the devil.

     Just then Caiman passes behind them.

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

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

                            LUCY
               Oh girl...


     ANGLE - CAIMAN

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

                            AUDREY
               Did you talk with Humphries?

                            CAIMAN
               This is not the place...

                            AUDREY
               Just tell me, did you talk with him?

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

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

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

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

     He stops at his door. Audrey is startled.

                            AUDREY
               Mr. Caiman, you're married.

                            CAIMAN
               And you're beautiful...

                            AUDREY
               Mr. Caiman...

                            CAIMAN
               Call me Charlie.

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

                            CAIMAN
               So have dinner with me tonight.

                            AUDREY
               I can't.

                            CAIMAN
               It's your choice.

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

                                             CUT TO:


 20  EXT. JAMAICAN HIGHWAY - AERIAL SHOT - DAY                   20

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

     Super: Great Pedro Bluff, Jamaica


 21  INT. JEEP - SAME                                            21

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

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

                            NICK
               Oh, I'm not married.

                            ELSIE
               Really? A girlfriend then?

                            NICK
               No. Perhaps I work too much.

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

     Nick seems to get lost in thought.

                            NICK
               Not for a long time, now.

                            ELSIE
               Well, I think you're cute.

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

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

     The sound of a HELICOPTER ZOOMS overhead.


     AERIAL SHOT - HELICOPTER - SAME - DAY

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


     JAMAICAN BEACH WITH A BEACHED CARGO SHIP - DAY

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


     MILITARY JEEPS

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

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

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

                            RAYMOND
                      (French accent)
               They are with me!

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

                            MAJOR HICKS
               And who are you?

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

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

                            MAJOR HICKS
               You're fast.

                            RAYMOND
               That is our job.

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

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

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

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


     ANGLE - SHIP

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

                            NICK
               Mind if I borrow this?

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


 22  INT. CARGO HULL - CONTINUOUS - DAY                          22

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

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

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

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

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

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

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

                            PETERS
               You okay, Nick?

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

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

                            RAYMOND
               Are you looking for this?

                            NICK
               Thanks.

     Raymond studies Nick as he joins the rest outside.

                                             DISSOLVE TO:


     UNDERWATER - NETS - MOVING P.O.V.

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


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

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


 24  EXT. THE HARPO - SAME - DAY                                 24

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


 25  EXT. THE CHICO - SAME - DAY                                 25

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

                            LEONARD
               Jerry, why are we slowing down?

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

                            LEONARD
               That was fast.


 26  EXT. THE GROUCHO - SAME - DAY                               26

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

                            DECK HAND
               The nets are full!

                            JULES
               Then bring 'em in!

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

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


     ALL THREE BOATS SLOW TO A CRAWL

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

                            ARTHUR
               What is going on?

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

                            LEONARD
               She's going sternway!

                            FIRST MATE
               What the hell did we catch?

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

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

                            JULES
               Cut us free! Cut the nets!

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

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

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


     A CABLE SNAPS!

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


     ANOTHER CABLE SNAPS!

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


     THE HARPO

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

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

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

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

                                             DISSOLVE TO:


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

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


     PETRI DISH

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

                                             WIDE TO REVEAL:


 28  INT. MILITARY TRANSPORT PLANE - SAME - DAY                  28

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

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

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

                            MAJOR HICKS
               What makes you think it's related?

                            SOLDIER
               The trawler was pulled under.

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

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

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

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

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

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

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

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

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

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

                            ELSIE
               Hence the radiation.

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

                            CLIVE
                      (sarcastic)
               Like your earthworms?

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

                                             CUT TO:


     OCEAN WATER

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


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

     A storm has arrived as rain moistens the city ahead.


 30  INT. DINER - SAME - DAY                                     30

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

                            AUDREY
                      (sitting)
               My life sucks.

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

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

                            LUCY
               Shut up. How can you eat like that?

                            ANIMAL
               Big bites.

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

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

                            ANIMAL
               I like that image.

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

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

                            ANIMAL
               Hey, hey! I'm eating here!

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

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

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

                            AUDREY
               Well, I can be tough if I want.

                            ANIMAL & LUCY
               Yeah, sure.

                            AUDREY
                      (seeing something)
               Oh my God!

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

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

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

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

                            LUCY
                      (unimpressed)
               Who is he?

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


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

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


     MOUTH OF THE EAST RIVER

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

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


     ANGLE FISH MARKET

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


     THE ANCHORED SHIPS

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


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

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


     AN ENORMOUS FOOT

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

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

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


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

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

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

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

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


     ANGLE - COP IN BACK OF CROWD

     leaning to the cop next to him.

                            COP
                      (sarcastic)
               Yeah, he did.

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

     This time the THUMPING is HEARD, growing much louder.

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

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

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

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

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


     SIDE ANGLE - WALL STREET - FAST TRAVELING SHOT

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

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

                            MAYOR
               What was that?


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

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

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

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


     GIGANTIC TEETH

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

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

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

                            CAIMAN
               What?

     Just then the TAIL WHIRLS past with a THUNDERS whip.


 35  INT. DINER - SAME - DAY                                     35

     Animal, Lucy and Audrey are at the cashier paying.

                            LUCY
               Did Romeo have a name?

                            AUDREY
               Nick Tatopoulos.

                            ANIMAL
               That why you dumped him?

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

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

     In the distance we can HEAR the THUMPING approaching.

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

                            AUDREY
               Nearly four years...

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

                            AUDREY
               That's the problem. He did.

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

                            LUCY
               Tell me that's not another goddamned
               parade.

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

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

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


     GODZILLA'S FOOT

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

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

                            LUCY
               Victor, wait!


 36  EXT. STREET - CONTINUOUS - RAIN - DAY                       36

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

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

                            LUCY
               Victor, don't!


     ANIMAL RUNNING

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


     P.O.V. THE TAIL

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


 37  EXT. OTHER STREET - CONTINUOUS                              37

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

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

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


     GODZILLA

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

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


     P.O.V. THROUGH CAMERA - GODZILLA

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

                            ANIMAL
               Oh shit!

     Before he can do anything about it...


     GODZILLA'S FOOT

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

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


     ANGLE - ANIMAL

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


     WIDE ANGLE - TABLEAU OF A DEMOLISHED STREET

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

                                             CUT TO:


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

     A military CONVOY with Police escort RACES past us.


     ABOVE - HELICOPTER SHOT - CONVOY

     Sirens BLARING, the convoy and escort speed onward.


 39  INT. MILITARY SEDAN - THROUGH WINDSHIELD - SAME             39

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


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

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

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

                            MAJOR HICKS
               Any word from the Mayor's office?

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

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

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

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

                            NICK
               I don't think so.

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


 41  INT. COMMAND TENT - CONTINUOUS - DAY                        41

     Still in construction. The team enters.

                            MAJOR HICKS
               Status report?

                            SERGEANT
               We've lost sight of it, Sir.

                            MAJOR HICKS
               You want to run that by me again?

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

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

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

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

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

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

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

                            NICK
               I don't think so.

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

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

     A SOLDIER comes rushing in.

                            SOLDIER
               Channel eight caught it on film!

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

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

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

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

     The sounds of applause lead us to...


 42  INT. WNEW BUILDING - SAME - DAY                             42

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

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

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

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

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

                            LUCY
               Damned right, you crazy Wop!

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

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

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

                            LUCY
               Audrey's going to stay with us
               tonight.

                            ANIMAL
               Great. See ya then.

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

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

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

                            AUDREY
               Caiman, wait. Take me with you.

                            CAIMAN
               What?

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

                            CAIMAN
               Not now. You got my bag?

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

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

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

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

                            CAIMAN
               The bag?

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

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


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

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

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

                                             CUT TO:


 44  EXT. MANHATTAN - HELICOPTER SHOT - LATE AFTERNOON           44

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

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


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

     Caiman stares earnestly at his video camera.

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


 46  EXT. OVERHEAD HELICOPTER SHOT OF MANHATTAN - SAME           46

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

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


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

     Quick cuts of people who where interviewed earlier.

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

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


 48  EXT. TIMES SQUARE - GRIDLOCK - LATE AFTERNOON               48

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


     RIOT POLICE VAN

     Dozens of armed officers pile out of the van.


     NATIONAL GUARDSMEN

     Maintaining blockades in front of their military
     vehicles.


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

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


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

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


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

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


 51  INT. SUBWAY STATION - SAME                                  51

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

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

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


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

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

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


 53  INT. MAYOR'S HELICOPTER - LATER AFTERNOON                   53

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

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


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

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


 55  INT. MAYOR'S HELICOPTER - LATE AFTERNOON                    55

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

                            MAYOR
               Who the hell are they?

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

                            MAYOR
               I don't have time for this nonsense.

                            AIDE
               Most of them are campaign
               contributors.

     Well that's a different story.


 56  EXT. LANDING PAD - CONTINUOUS - LATE AFTERNOON              56

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

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

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


     RAYMOND

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

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

                            MAYOR
               If you'll excuse me...

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

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

                            RAYMOND
               You can count on our emotional and
               financial support.

                            MAYOR
               Oh, well, thank you very much.

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


     ANGLE - WNEW NEWS CHOPPER

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

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

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

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

                            CAIMAN
               Don't you watch t.v.?

                            POLICE OFFICER
               Can we see your press pass, sir?

     Flustered, Caiman searches his pockets for his press
     pass.

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


     CAIMAN'S PRESS PASS - ECU

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

                                             WIDEN TO
                                             REVEAL:


 57  INT. SUBWAY STATION - SAME - LATER AFTERNOON                57

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

                            LUCY
               What the hell are you doing?

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

                            LUCY
               Your old sweetheart?

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

                            LUCY
               I left my forgery kit back at the
               office.

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

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

                            KID
               What's it to you?

                            AUDREY
               Can I use some?

                            KID
               What do I get?

                            AUDREY
               The warm feeling of helping your
               fellow man.

                            KID
               Five bucks.

                            AUDREY
               You're kidding, right?

     The Kid simply puts his hand out.


 58  EXT. NEW JERSEY TRAIN STATION - LATER                       58

     People FLOOD off the train out into the station.

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

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

                            AUDREY
               Wish me luck!

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

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

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

                                             CUT TO:


     "e;YUM YUM DOUGHNUTS"e; BAG - PRE-SUNSET

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

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


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

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

                            RAYMOND
               Merci.

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

                            RAYMOND
               You call this coffee?

                            MAN
                      (French accent)
               I call this America.

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

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


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

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

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

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

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

                            MAYOR
               But you don't know for sure.

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

                            MAYOR
               But you don't know for sure!

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

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

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

                            MAJOR
               More good news?!

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

                                             CUT TO:


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

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


 61  INT. SUBWAY STAIRWELL - CONTINUOUS - SUNSET                 61

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

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

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


     AN ENORMOUS HOLE

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

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

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


     LOW ANGLE - REVEALING THE HOLE IN THE CEILING

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

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

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

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

                            MAJOR HICKS
               Have them sealed off.

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

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


     ANGLE - INSIDE DARKENED TUNNEL

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


     ANGLE - NICK

     as he approaches Major Hicks and Sergeant O'Neal.

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

                            MAJOR HICKS
               What are you suggesting?

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


     ANGLE - SOLDIERS - DARKNESS

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


     BACK TO TEAM

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

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


     ANGLE - SOLDIERS - DARKNESS

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

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


     A FISH

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

                                             CUT TO:


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

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


     COBRA HELICOPTERS - SAME - MAGIC HOUR

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


     SAND BAG FORTIFICATION

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


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

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


 64  INT. COMMAND TENT - SAME - MAGIC HOUR                       64

     Major Hicks sits by a bank of communications
     technicians.

                            MAJOR HICKS
               Where are they now?

                            RADIO TECHNICIAN
               Delta niner, what is convoy position?


 65  EXT. BROOKLYN BRIDGE - SAME - MAGIC HOUR                    65

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

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


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

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

                            RADIO TECHNICIAN
               Convoy ETA, five minutes.

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


 67  INT. COMMAND TENT - SAME - MAGIC HOUR                       67

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

                            MAYOR
                      (whispering to Aide)
               They find anything yet?

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


     A CABLE REPAIRMAN - MAGIC HOUR

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


 68  INT. COMMAND TENT - MAGIC HOUR                              68

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


 69  EXT. SATELLITE DISH - SAME - MAGIC HOUR                     69

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

                            REPAIRMAN
                      (French accent)
               It is good.


 70  INT. MOTEL ROOM - SAME - MAGIC HOUR                         70

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

                            RAYMOND
               You said this was French Roast!

     His aid turns, holding a package labeled FRENCH ROAST.

                            RAYMOND
                      (defeated)
               More cream.

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


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

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

                            SERGEANT O'NEAL
               I sure hope your plan works.

                            NICK
               I'm kind of hoping the same thing.

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


     LOW ANGLE - CENTER OF THE DUMP TRUCK CIRCLE

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


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

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

                            AIDE
               Tres bizarre.

                            RAYMOND
               No.
                      (leaning forward)
               Very clever.


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

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

                            NICK
               That's a lot of fish.

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


     SOLDIERS

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

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


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

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

     Everyone is waiting. The silence is deafening.


     ANGLE - NICK

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


     STEAM VENT

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

                            NICK
               I need your radio.

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

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


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

     O'Neal listens to Nick on his radio.

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

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


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

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


 77  EXT. FLAT IRON SQUARE - SAME                                77

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

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

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

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


     ANGLE - SIDE STREET - MANHOLE COVER

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

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

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

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

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

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

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


     NICK'S POV - UNDER GODZILLA

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

     Nick turns and RUNS, following him.


 78  EXT. FLAT IRON SQUARE - CONTINUOUS - NIGHT                  78

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


 79  INT. COMMAND TENT - SAME                                    79

     Major Hicks watches the monitors as Godzilla approaches
     the fish.

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


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

     Everyone on the rooftop puts on their GAS MASKS.

                            SERGEANT O'NEAL
               Let 'em fly!


     ANGLE - STREET LEVEL - SAME

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


     SAND BAG FORTIFICATION - SAME

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

                            YOUNG OFFICER
               Where're you going? Nick!

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


     GAS CANISTERS

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


     ANOTHER ANGLE - OPPOSITE CORNER

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


     ANGLE - NICK

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


     GODZILLA

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

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

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

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


     A LARGE TRUCK

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


     ANGLE - TROOPS - FORTIFICATION

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

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

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


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

     On the monitors we SEE the melee.

                            MAJOR HICKS
               Fire at will!


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

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


 83  EXT. FLAT IRON SQUARE - SAME - NIGHT                        83

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


 84  EXT. ROOFTOP - SAME - NIGHT                                 84

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


     ANGLE - GODZILLA - NIGHT

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

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


 85  INT. COMMAND TENT - SAME - NIGHT                            85

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


 86  EXT. FLAT IRON SQUARE - SAME - NIGHT                        86

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


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

     The monitors only show static or devastation.

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


 88  EXT. ROOFTOP - SAME                                         88

     Quickly his men are packing up.

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


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

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


     REVERSE ANGLE - 6TH AVE. - GODZILLA

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


     MOBILE MISSILE LAUNCHERS

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


 90  EXT. ELECTRONICS STORE - SAME - NIGHT                       90

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

                            LOOTER #1
               Jimmy, let's go.

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

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


     SQUASH! - GIGANTIC FOOT

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


 91  EXT. BROADWAY - SAME - NIGHT                                91

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


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

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

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


     COBRA HELICOPTERS

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


 92  INT. COMMAND TENT - MAJOR HICKS - NIGHT                     92

     The Mayor stands over a Radio technician.

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

                            MAJOR HICKS
               Then FIRE damn it!


 93  EXT. TIMES SQUARE - SAME - NIGHT                            93

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

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

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


 94  EXT. LEXINGTON AVENUE - SAME - NIGHT                        94

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

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


     ANGLE - ARMORED VEHICLES

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


 95  INT. COMMAND TENT - SAME - NIGHT                            95

     The static increases over the radio.

                            HELICOPTER PILOT
                      (filtered)
               That is a negative impact.

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

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

     His aides try to calm him.

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


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

     Moving through the narrow side street.

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


 97  EXT. 5TH AVENUE - CONTINUOUS - NIGHT                        97

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


     COBRA HELICOPTER P.O.V. - GODZILLA

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

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

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

                            PILOT
               I think we got him.

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


     GODZILLA

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

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


     ARMORED VEHICLES

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


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

     Major Hicks is on his feet, steaming mad.

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


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

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

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

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

                            HELICOPTER PILOT #4
                      (realizing)
               Oh Jesus!

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

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


     STREET - WIDE ANGLE

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


100  INT. COMMAND TENT - SAME - NIGHT                           100

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

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


101  EXT. 5TH AVENUE - SAME - NIGHT                             101

     Empty and devastated. Fires continue to burn.


102  EXT. FLAT IRON SQUARE - SAME - NIGHT                       102

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


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

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

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

     Nick walks over to him, consoling.

                            NICK
               That's not true. We fed him.


     REVERSE ANGLE

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

                                             FADE OUT:


     FADE IN:


103  INT. NETWORK NEWS DESK - VIDEO FOOTAGE                     103

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

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

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

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

                                             WIDEN TO
                                             REVEAL:


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

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


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

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

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

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

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

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

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

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

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


106  INT. SEDAN - NICK - NIGHT                                  106

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

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

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


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

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


     STREET STANDS

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


     ANGLE - AUDREY

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


107  INT. PHARMACY - SECONDS LATER - NIGHT                      107

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

                            PHARMACIST
               Can I help you, young man?

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

                            PHARMACIST
               This is all we've got.

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

                            NICK
               I'll take them all.

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

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

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

                            AUDREY
               It's good to see you, Nick.

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

                            NICK
               So you made it.

                            AUDREY
               What?

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

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

                            AUDREY
               Yeah, well...


108  EXT. PHARMACY - CONTINUOUS - NIGHT                         108

     Nick opens the door for Audrey and follows her out.

                            AUDREY
               So, you still picking apart
               cockroaches?

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

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

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

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

                            NICK
               Most people don't.

                            AUDREY
               I'm sorry you feel that way.

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

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

                            AUDREY
               Sure. I'd like that.

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

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

     Off Nick's awkward reaction...

                                             CUT TO:


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

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

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

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

                            AUDREY
               And exactly what changes are you
               trying to effect?

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

                            AUDREY
               And you think this creature is one of
               them?

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

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

                            NICK
               I got pretty close.

                            AUDREY
               What else do you know about it?

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

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

     Nick points out the litmus paper. It turns RED.

                            NICK
               ...he's pregnant.

                            AUDREY
               Are you sure?

     Nick gets up and starts to gather his materials.

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

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

     Excitedly Nick begins to pace.

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

                            AUDREY
               Nesting?

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

     Nick moves to the front exit of the tent.

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

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


     INSERT PHOTOS - NICK AND AUDREY

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

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

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

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

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

                            NICK
               Audrey? Audrey?

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

                                             CUT TO:


110  INT. EDITING BAY - LATER - DAWN                            110

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

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

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

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

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

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

     Audrey covers her own mixed emotions.

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

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

                                             CUT TO:


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

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

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

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

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

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

                            AUDREY
               Mine!


     ANGLE - CAIMAN

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


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

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


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

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

                            JEAN-CLAUDE
               Taisez-Vous.

     He turns on the room speaker.

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


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

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

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

                            MAYOR
               Last time you didn't even scratch it!

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

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

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

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

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

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

                            NICK
               I don't believe so.

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

     There's a smattering of laughter in the room.

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

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

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

                            CLIVE
               How could you possible know that?

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


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

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


115  INT. DINER - RAIN - SAME - MORNING                         115

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

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


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

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

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

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

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

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

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

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

                            GENERAL ANDERSON
               How the hell did this get out?

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

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


117  EXT. DINER - SAME - MORNING                                117

     Audrey is furious, on her feet.

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

     Animal tries to calm her down as the story continues.

                            AUDREY
               And it's "e;Gojira"e; not Godzill