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CUT TO: Interior of the sedan. The mice are lined up on the seat rest between the two humans. Everybody is far more relaxed.)

GODFATHER: I can get us some lovely first class accommodations. I own a small penthouse in Chevy Chase; we can spend the night there. It’ll accommodate the five of us quite nicely. We’ll even be able to borrow a hacksaw from the building manager.

PINKY: Oooo, Chevy Chase! Do you think Jane Curtain will stop by?

BRAIN: (ignoring Pinky) That would be most appreciated, Mr. Corleone... (Brain notices Mel is peering intently into her rear-view mirror) Is there a problem, Melissa?

MEL: That same cab has been following us since we left the Memorial area. Can someone check to see who’s in it?

(Billie jumps to the back seat, and scrambles to look out the rear window.)

BILLIE: Uh-oh! It looks like that same Big Guy who was chasing us through the train!

BRAIN: (taking a quick look back to confirm) I think you’re right! (pointing to the left) Mel! Go into that parking garage!

MEL: Wha...?

BRAIN: We’ll drop off the sedan, and take a cab the rest of the way- it might throw him off our trail!

MEL: (wolfishly) Gotcha!

(With an impressive screeching of brakes, Mel executes a professional-quality U-turn and zips into the garage.)

(Inside the cab, Big Guy’s head also makes a fast 180-degree turn.)

BIG GUY: Hey! Where are they going?

DRIVER: Ah, inta that there garage...?

BIG GUY: I can see that, dolt! Didn’t I tell you to follow them?!

DRIVER: Well, the sign there says ‘No U Turns’...

BIG GUY: (dangerously low) Have you forgotten, you’ve got a gun to your head?

DRIVER: I guess I kinna did.

BIG GUY: (exasperated) Oh, just let me out, you cretin! I’ll have better luck going after them on foot!

DRIVER: I guess this means no tip...?

(The cab pulls over. Big Guy jumps out, hurrying down the block and into the parking garage.)

(Pan To the opposite side of the garage, where our group rushes out to the sidewalk and hails a taxi. One instantly pulls up, everyone piles in, and Godfather hands a scrap of paper to the driver. Who turns out to be Dot Warner. She’s too short to reach the pedals, but Yakko is kneeling in front of the brake, and Wakko in front of the gas pedal.)

GODFATHER: To this address, please.

BILLIE: And step on it!

DOT: (smiles) You got it! (She steps on Wakko, pushing him against the gas pedal, and the taxi takes off down the streets of D.C. Yakko is obviously amused by the sight of his brother pinned between the pedal and his sister’s foot.)

DOT: (making conversation) So, you folks from out of town?

GODFATHER: Most definitely.

DOT: While you’re visiting, you must try to catch the Shaker Furniture Exhibition at the Smithsonian.

PINKY: Shaker Furniture! Is that as much fun as the Tilt-A-Whirl?

BRAIN: We have somewhat more urgent concerns. We are three genetically-enhanced laboratory mice, plus two newly-met human allies, out to stop a nefarious plot to Take Over The World!

DOT: Well, if you don’t have time... Too bad, though; that Shaker exhibit’s been getting rave reviews! (glancing at Brain) By the way; cute bow! (suddenly frowns) Hey! I’m the only one who gets to be Cute around here!

BILLIE: Not to worry- Eggy doesn’t usually wear stuff like that.

BRAIN: Certainly not!

MEL: (peering ahead) Anyway, we won’t be ‘around here’ much longer- there’s our stop!

(Dot lifts her foot off Wakko, and slams it into Yakko, who literally hits the brake. The cab screeches to a halt in front of a luxury apartment building.)

DOT: Here y’are!

MEL: (gathering up the mice and stepping out) Many thanks!

GODFATHER: How much money will this automotive convenience cost us?

WAKKO: No charge. It was worth it just to see him get hit like that! (Acknowledges Yakko, who’s rubbing his head. YW&D all smile.)

WARNERS: Bye! (the taxi speeds off)

GODFATHER: You just don’t get service like that too often...

(The group moves toward the building’s great gilded door.)

GODFATHER: I hope you find these accommodations satisfactory- I spared no expense!

(They go in. Pan to the top of the building, with it’s arched-roofed penthouse. Time-lapse images of the sun going down, and night descending.)

(Close In on the penthouse window. Pinky is sitting on the sill, chatting happily into a fancy telephone. In the background, Brain lies face down on a marble table top, both hands flattening his ears against his head, while the Godfather carefully saws the back of his control collar with a hacksaw. Billie grips the collar on either side, trying to hold it steady. The rest of the room’s furnishings are as opulent as anyone could want.)

PINKY: (into the phone) Yes, Elmyra... Poit! I’m glad to hear that! You did? HaHaHa! I’ll tell Brain that...! No, I’m afraid he can’t come to the phone now; he’s busy...

BRAIN: Ow!

GODFATHER: Sorry, little friend. (repositions the blade and resumes sawing)

PINKY: Ah, no, Elmyra; we won’t be back anytime soon. We’ve got some things to take care of here... Yes, I’ll tell him. Okay! Go do your homework now! Bye-bye!

(Pinky hangs up, and jauntily crosses the room to join the others. Just in time to witness the hacksaw blade snapping in half. Brain sits up, feeling the undamaged collar with disgust. Godfather ruefully eyes the broken blade, now missing most of it’s teeth.)

GODFATHER: Brain, I don’t know what kinna alloy that necklace is made out of, but we’re not going to get it off by conventional means.

BILLIE: (playfully jostling Brain’s pink bow) Does it really matter? If we’ve blocked the tracking signal...

BRAIN: Yes, but, as I saw on the schematics, the collar has other functions. A neural-blocking one to paralyze me, and... one to strangle me. (Everyone looks dismayed) Don’t worry- it’s not an immediate concern. Unlike the transmitter, those functions can be activated only within a six-meter radius, and with no substantial barriers in the way. Which is why Wally and Shale didn’t use it on me in the subway. And I can only assume Big Guy didn’t have a control-box with him.

BILLIE: (still fingering the collar thoughtfully) Well then, can’t we just wrap it up in a ‘substantial barrier’ to screen out those signals?

BRAIN: An encasement as thick as a storage room door would do it- but then I’d have a serious problem with mobility! (sighs with resignation) I shall simply have to be extremely careful, during our invasion of Circle Headquarters.

(Billie and Godfather look grave; Pinky looks unhappily puzzled.)

PINKY: Brain, could you try to explain to me again, why we have to go back there? The Circle has some kind of evil pry bars...?

BRAIN: (very patiently) *Prions*, Pinky. The Circle is constructing a device to manufacture *prions*. Those are encoded segments of genetic protein, capable of infecting predetermined DNA codes. But if it will help your understanding, you may think of them simply as highly dangerous germs.

PINKY: Like, the germs that give you a cold?

BRAIN: Yes. Colds which can kill, and which only Circle members are immune to. They are planning to use the threat of these ‘germs’ to extort their way to World Domination. (slams a fist into his palm) They have to be stopped!

BILLIE: Gee, Eggy; I’d a thought you’d be more sympathetic to ‘em. It sounds kinna like one of your schemes.

BRAIN: (flinching guiltily) Their goal may be similar... but I would never employ such a destructive method. (more firmly) A half-dead planet isn’t worth ruling!

GODFATHER: Hmm. Kinna like my brand of ethics...

(They’re interrupted by the entrance of Mel, carrying an armload of little white Chinese takeout cartons.)

MEL: Okay, I think I remembered everything. Dig in, folks! (As she sets down the cartons, she notices Brain’s ‘necklace’ is still on.) I see the hacksaw didn’t do the job. That’s too bad.

GODFATHER: (sniffing appreciatively) Mmm! Let me at that sweet-and-sour shrimp!

(The opened cartons are passed around; everybody eats hungrily.)

MEL: Pinky, did you make that call to your, ah, friend?

PINKY: (thru a mouthful of egg roll) Yeth! I tood her we were aw rit!

BRAIN: Not with your mouth full, Pinky! I hope you made it clear to Elmyra that we aren’t coming back?

PINKY: (swallowing first) Well, I told her not to expect us home right away. But she says she’s having enough fun without us- she found that last toy of yours. The one that makes all the pretty smells.

BRAIN: (sardonic) Oh, goody! Then she has something to remember me by. (He chomps into a strip of stir-fried chicken.)

MEL: (thoughtfully) Brain, how much of the blueprint for that prionic-sequencer did you see?

BRAIN: (now with his mouth full) Enah ta bul my oon, if ah ha ta.

MEL: Enough to instruct somebody how to sabotage it?

BRAIN: Yeh. (swallowing his mouthful) Are you leading up to something?

(Mel reaches into her handbag and takes out a unit resembling a miniature lap top.)

MEL: My father gave this to me, before he and Mom disappeared. They’d foreseen the possibility of abduction... It’s a communication’s device. The receiver is disguised as my mother’s hearing aid.

BILLIE: You mean, ya coulda contacted your parents at any time?! Then why didn’t ya just...?

MEL: Not any time- this device has good data-transmission capabilities, but limited range. I have to be no further then three blocks away- preferably one. (to Brain) Now that you’ve informed me where the Circle HQ is- which is where my parents are probably being held- I intend to go there and try to reach them. I know I’m asking you to take a big risk... but could you come with me, to describe the mechanisms of that sequencer to my parents? So they could figure out how to disable it? If it’s such a threat...

BRAIN: It is very much a threat. (frowns thoughtfully) And yes, I believe I can provide them with the necessary instructions. And to do more then disable it! If only they have access to the sequencer...

GODFATHER: If I understand your account, it seems likely The Circle was forcing them to work on the biological aspects of this thing, and you were supposed to build the hardware. Now that The Circle’s lost you, they’ve probably got Mel’s parents working on that end. It’s what I would do.

MEL: And, though they’re both very intelligent, their specialties are such that they may not be able to figure out for themselves, how to... throw a wrench in the works.

BRAIN: (nodding solemnly) I shall accompany you, Melissa. (He hastily downs a few more bean sprouts, then stands.) I suppose you’ve given thought, to how you’re going to conceal your activities from The Circle’s security systems?

MEL: (smiling) As a matter of fact, I have. Shall we go?

(Mel opens her purse, setting a comfortable napkin in place. Brain hops in.)

MEL: (as they leave) You see, I looked up a certain all-night thrift-shop in that neighborhood...

(As the door shuts behind Mel, Godfather turns toward Pinky and Billie, looking almost cheerful.)

GODFATHER: And now, my little friends, we can begin making our own preparations for this Invasion.

 

DISSOLVE TO: Interior of the aforementioned thrift shop; typically, a rather rough-hewn establishment, crowded with used and over-stock merchandise. Close in on a circular rack of slightly-ragged coats- Mel and Brain have concealed themselves in the middle of this, to the indifference of the tired clerk. Mel is wrapping silver accent tape,

from a just-purchased roll, around Brain’s transmitter.)

MEL: (finishing) There- is that better?

BRAIN: (twisting his head to examine the collar) An improvement, certainly. At least it doesn’t make me look like something off a greeting card.

(Mel produces the miniature laptop and opens it.)

BRAIN: You are quite sure The Circle won’t detect that frequency?

MEL: (typing into the laptop) Like I said; I figured out the security system in this store is so antiquated, it should actually interfere with The Circle’s. (giggling) I don’t think they could even pick up CB radio broadcasts going out of here!

BRAIN: I wouldn’t have thought you would find this amusing.

MEL: Just a nervous reaction- I’ve been working my way towards this for a long... (catches her breath) I’m picking up the signal... now!

CUT TO: a first-story assembly room inside Circle HQ. Fahrenheit is there, busily working on the innards of a freezer-sized unit, which looks very like the prion-sequencer sketch in Big Guy’s office. Suddenly, her head shoots up.)

FAHRENHEIT: Who.. who’s there?! (She reaches to finger inside her left ear, but cannot reach the small ‘hearing aid’ deep inside.)

MEL’S VOICE: (slightly distorted) Roberta Lamsen? It’s your daughter!

FAHRENHEIT: (resentful) I don’t have a daughter! Who is this really?!

(Cut To Mel and Brain)

MEL: (upset) She.. she doesn’t seem to remember...

BRAIN: (grim) They probably used the memory-eraser on her.

MEL: (staring at lap top) That’s not all they used on her. The ‘hearing aid’ also has a chip to transmit data on the wearer’s physical condition... (alarmed) My gawds! These are the readings of a woman much younger than my mother! But, these other factors... it’s definitely her!

BRAIN: One can only assume, The Circle possesses technology to reverse the aging process.

MEL: Mom was working on a project of that sort, before she... They must have had her complete it! But, why...?

BRAIN: No doubt, to apply it to themselves, once the method is perfected. There would be limited satisfaction in ruling the world from a wheelchair.

MEL: Were all the Circle members young?

BRAIN: No. It would seem they are using your mother as their test subject, to determine whether the treatment has any undesirable long-term effects.

MEL: (outraged) Those animals!

BRAIN: I beg your pardon?

MEL: Sorry. (into the lap top) Mom, I’m Melissa. Melissa Lamsen...

FAHRENHEIT’S VOICE: I don’t know any Melissa Lamsen! And whoever you are, you’re really taking chances distracting *me* from my work!

BRAIN: Mel, I think I can help. I had a look at the schematics on the memory-eraser, when I perused The Circle’s data base. There is a way to reverse it’s effects! I may be able to use your communication’s device to implement it.

MEL: (handing Brain the lap top, nearly in tears) Please! Do whatever you can!

(Brain types purposefully into the lap top.)

DISSOLVE TO: The Penthouse. The Godfather speaks into the fancy phone. Pinky and Billie watch from a silk-upholstered couch.)

GODFATHER: You will get the specialty fireworks and crew for me. You will set them up at my specified location. You will not delay.

PINKY: What does he want to do with fireworks?

BILLIE: Maybe he’s gonna blow Brainy’s collar off!

PINKY: Poit! That would be quite a show... but isn’t it rather risky?

BILLIE: Pinky! I was kidding! (She nudges Pinky; he looks confused.)

DISSOLVE TO: Brain and Mel- the former just finishing his entry.)

BRAIN: (pushing the lap top back to Mel) Try it now.

MEL: (retyping her codes) Is there really a chance this will work?

BRAIN: It should. Despite what Big Guy related in an attempt to frighten me, memories can not be erased, only suppressed. But, the subject must know the memories are there, to retrieve them- a knowledge the memory ‘eraser’ suppresses. And I believe I have just remedied that.

MEL: (steeling herself to speak into the lap top again) Mom? Are you there? It’s Melissa!

FAHRENHEIT’S VOICE: (far less sharp) Mel... Melissa? Where are you...? Where Am I ?!?

MEL: You Know Me!?

FAHRENHEIT’S VOICE: Of course I know you... Aw, Oh! The communication’s device- the ‘hearing aid’! It happened! We *were* abducted!!

MEL: (excited) Yes! Do you remember it now?

FAHRENHEIT’S VOICE: I recall, the last thing; going under that horrible cat-scanner thing... (Brain flinches at his own memory) And... Gawds! What has happened to me?! My hands... My hair! My face!!

MEL: Mom, it’s all right! You’re going to be all right, you and Dad both, and we’ll get you out of there and explain everything! But, there’s something *you* have to do to help us! Do you know the location in there, of a machine called a ‘prionic-sequencer’?

FAHRENHEIT’S VOICE: (horrified) I’m standing next to it right now!

MEL: That’s good! Listen: I’m going to put a friend on the line- he’s going to give you instructions and you must follow them exactly. To rig that sequencer to self-destruct, at a certain hour tomorrow.

FAHRENHEIT’S VOICE: I’ll do whatever he says! I know what this machine is for!

BRAIN: (taking the lap top) Roberta Lamsen? Listen; my name is The Brain, and that’s all you need to know for now. Also, that while you remain in Circle headquarters, your own name is ‘Fahrenheit.’

FAHRENHEIT’S VOICE: ‘Fahrenheit.’ Yes, I seem to recall that.

BRAIN: Now, here are your instructions. First, remove the casing from the sequencer’s upper surface...

 

DISSOLVE TO: Overhead View of Washington D.C. at night. Time-lapse sequence of stars crossing the sky, daybreak, and the sun rising to Noon. Resume Normal Time.)

(Falling Shot towards the city, closing in on a structure which becomes recognizable as The Circle’s Headquarters building. A small flock of pigeons- ordinary ones- fly in and settle on the roof top. Something feels amiss to them- they take off and exit much faster then they came.)

(Pan To roof top of an adjacent, taller building; close in to show a grim-faced Brain watching the Circle building from around the corner of a stairway shed. Swing around to show a pile of stuff against the further side of the shed- a coil of slender rope, a plunger, wristwatch, paper clips, two mouse-sized knapsacks, and an oversized crossbow.)

BRAIN: All quiet so far.

(Brain glances over his shoulder, to where Pinky is using a small pair of binoculars to search out landmarks on the D.C. skyline.)

PINKY: Oh, Brain, you should have a look at this! I think I see Al Gore standing on top of the Capital dome!

BRAIN: That’s a statue, Pinky.

PINKY: It is? How do you tell the difference?

(Brain checks the watch, goes over to take the binoculars from Pinky, not roughly.)

BRAIN: It’s getting close to ‘Blast Time’- we should start setting up.

PINKY: Oh, right! (getting serious) Focus, and all that. I do hope Billie is doing all right!

BRAIN: I have every confidence in Billie’s know-how. And, from what I’ve observed of them so far, I think it likely Melissa and our gangster acquaintance will fulfill their roles adequately. We *were* up most of the night planning this. And Mr. Corleone was up even later, phoning out for the needed equipment. (grave) But, no amount of planning and preparation can make allowance for all the random factors. We can only hope they will fall in our favor.

PINKY: Umm, is that a big-wordy way of saying, we’ll need to be lucky?

BRAIN: (setting an arm across Pinky’s shoulders) Yes, my friend. Substantially ‘lucky.’ Both for our sake, and the World. (shaking of the mood) Now; let’s get going. Pinky, if I might please have your assistance?

(Pinky nods. The mice purposefully approach their pile of equipment.)

WIPE TO: Inside the Circle HQ ventilation system. Billie- dressed in black with a wide belt, a la Ethan Hunt- is quickly navigating a maze of shafts. She reaches the end of a shaft, which opens into a delivery bay- an opened ‘Bakery Supplies’ delivery truck is backed up to the entrance. The Godfather, dressed in delivery-truck-driver coveralls, waits for her.)

GODFATHER: Did you find what you were looking for?

BILLIE: (slightly out of breath, sitting on the shaft’s edge) I located the main computer room, but it’s not gonna be easy gettin’ to the terminals.

GODFATHER: What’s the problem?

BILLIE: What isn’t the problem! The whole room is crisscrossed with lasers, the walls are sensitive to air disturbance, and the whole floor is a pressure-activated alarm... There might be more, but that’s all I could tell through the grating.

GODFATHER: (smiling encouragingly) You’ll make it. Who’s better to carry out such a mission, then a mouse! (checks watch) But do it quickly- we haven’t much time before that sequencer detonation.

BILLIE: Then I’ll get goin’. Hand me that string, and get ready to feed me slack as I go. When I give two tugs, stop lowering me. When I give three, reel me in. Got that?

GODFATHER: Got it, my little rodent friend. (He pulls a disc, in a kind of loose-net carrying bag, from his pocket.) Here’s your back-up disc. The better to store all that incriminating evidence.

BILLIE: (attaching string and net bag to her belt) Yeah, we can only hope. Be right back!

(Billie swiftly makes her way through the shafts, to the computer room. She carefully unscrews and pushes aside the grating, scopes out the room, Below is her objective; a long desk and row of computer terminals. Red lasers crisscross the intervening space. Billie notes how the latter originate from metal ridges, ringing the wall in tiers.)

BILLIE: (thinking) I can make it along those- but not with this disc!

(She removes the disc from the carry bag and, gripping it like a frisbee, she takes careful aim between the lasers and tosses. The disc lands on the edge of the desk, wobbling precariously. Billie gathers up sufficient slack on the string, gives the two tugs, and coils up most of the slack, leaving just enough to let her jump onto the metal ridge below. She does this, careful not to come in contact with the wall. She loops the string around one of the fastening-bolts, to prevent the slack from crossing a laser, then jumps to the next ridge down. Proceeding in this manner, she approaches the computer. The final jump is the longest.)

BILLIE: (thinking) This is gonna to be a tricky one...

(Billie leaps, but misses the desk. She swings, uncomfortably near to a laser, then even closer to hitting the wall. Having no other choice, with precise timing she bites through the string- at just the right moment to send her flying between the last couple lasers and onto the desk. Where she promptly retrieves her disc and loads it into the computer. Using her superior intellect, she quickly hacks into the system and begins copying files.)

BILLIE: (thinking, as she glimpses the downloading files) Oh, you Circle people have been naugh-tee! This outta put you away for a *long* time!

(Having got what she came for, Billie removes the disc and stows it in the net bag, slinging it from her belt. Then, with a somewhat malicious smile, she resumes her keyboard work.)

BILLIE: Say good-bye to your data-base- and your security systems!

(Billie hits ENTER. Seconds later, the lasers go off, and a warning sign begins to flash on all the screens- SECURITY DEACTIVATED. With no more devices in her way, Billie easily scrambles up the wall to the last attached section of string, climbs the string back to the vent, bites that end of the string free and gives the ‘three tugs’ signal.)

(Back in the delivery bay, the Godfather- who had been worriedly studying the time, feels the tugs and reels the string in.)

GODFATHER: (checking watch) Six, five, four...

(He pulls out the end of the string, from which Billie dangles like a triumphant fish.)

BILLIE: Looks like we made it!

GODFATHER: Just barely.

(The boom of a muffled but powerful explosion shakes the delivery bay; a cloud of fine dust poofs from the ventilator shaft.)

CUT TO: The adjacent rooftop, where Pinky and Brain are peering over the edge, as the boom fades. From a shattered row of windows in the Circle building, a smoky cloud rises.)

BRAIN: (gleefully) Right on schedule!

CUT TO: Alleyway across the street from Circle HQ, where a bag lady wrapped in a tattered shawl also hearkens to the sound of the blast. She stands and discards her shawl, revealing herself to be Melissa. Mel races across the street into the Circle building, takes a right just inside the door, descends a narrow cellar staircase.)

MEL: (murmuring) Second door on the left, she said....

(Mel finds the door, restrains herself from bursting in.)

MEL: (loudly) Who’s There?

FAHRENHEIT’S VOICE: Melissa! We’re both in here!

(Mel wastes no time entering. The room is bare of furnishings, except for an examination table and computer. The General sits at the table edge, groggy, hanging his head. The woman formerly known as Fahrenheit has both hands on his shoulders, supporting him.)

MEL: (overjoyed) Mom! Dad! (She runs to hug them both.)

GENERAL: (shaking his head) Whoa... Mel! Roberta? Wha, what’s going on?

ROBERTA: I finally reached that communications receiver with a Q-tip. It had recorded the reverse-memory-supression program Brain loaded in. So l slipped something into your father’s coffee to give him chest pains, and, under the pretense of checking him for heart problems, I brought him down here and put the device into your father’s ear, to restore *his* memories. It got us away from the sequencer blast, too! (smiles lovingly) Maurice! You *do* remember now, don’t you?

MAURICE: (staring at Roberta) My lands... Roberta, you look... just the way you did when we first met!

ROBERTA: And you... you look just like you did years ago when you were stationed at Annapolis... my handsome soldier, my handsome physicist.....

MEL: (blushing slightly) Ah, Mom and Dad, we really have to get out of here- there could still be Circle members prowling around! I have a safe place to take you to; I’ll explain things on the way there.

(Maurice stands, clutches his chest. Mel and Roberta put his arms around their shoulders to help him along the hallway and up the stairs.)

ROBERTA: (reassuring) It’s just a touch of acidity, dear- it will wear off soon.

MAURICE: If you say so... But Mel, can you at least tell us where we are?

MEL: Washington D.C. In the disguised headquarters of an evil conspiratorial group. You and Mom were both members...

MAURICE: I see this is going to be a long explanation...

(They reach the street. Mel flags down a taxi; they all get in and speed away.)

CUT TO: The Godfather and Billie, now inside the building, quickly making their way down a corridor. The Godfather is back in his usual business attire.)

BILLIE: (running ahead) Hurry! We don’t want to waste time! (She turns a corner, halts) LOOK OUT!

(Too late. The Godfather runs right into Big Guy.)

BIG GUY: (steaming mad) So- what have we here?! And are *you* responsible for this act of industrial sabotage??

GODFATHER: Big Guy! How are ya? I...

BIG GUY: If it isn’t my good friend, Don Corleone! The Godfather himself! Mr. Bring-Me-The-Head-Of-Al-Pacino !

GODFATHER: Big Guy, you know I never meant anything by that little prank...

BIG GUY: Which ‘little prank’? Leaving a horse’s head in my bed? Giving me the Kiss of Death? Sending your men to kill me?

GODFATHER: Now, look, my friend, it was legitimate business. We had a deal.

BIG GUY: Yes; that your Organization would back us up. With the Mafia behind us, we would rule the world!

GODFATHER: Please don’t use that word. They never said it in the movie...

BILLIE: (astounded) You two know each other?!

GODFATHER: Yes. We were...er... business partners for a while. But a deal fell through.

BIG GUY: You withdrew your backing at the last moment! You were Mr. Clean, while I came that close... (demonstrates with thumb and forefinger)... to being jailed!

GODFATHER: Hey, hey! I am not Mr. Clean!

BIG GUY: Very well, then... You were the Tidy Bowl Man!

GODFATHER: What’d you just call me?

BIG GUY: You heard me!

GODFATHER: Grrr... I pulled out because you failed to uphold your end of the bargain. (whispered) The cheese balls.

BIG GUY: Oh, you know you would’ve gotten your compensation sooner or later.

GODFATHER: Now, you know what they say. It all comes down to...

BIG GUY: ‘Money, guns and cheese balls’- yes, I’ve heard!

GODFATHER: Well, the Organization’s got the money. The Organization’s got the guns. And the Organization wants... (pulls out a heavy revolver)... the cheese balls.

BIG GUY: (suddenly nervous) Now, now... I’m sure we can work something out...

BILLIE: (who’s been watching this exchange as if it were a ping-pong match) Isn’t that a little drastic, Mr. Corleone?

GODFATHER: Not at all. I think it’s rather... fitting. Say Good Night, Gracey.

BIG GUY: (gulps) G’night... Gracey.

(Godfather fires. Out comes a huge splatter of melted cheese, which completely envelops Big Guy and glues him to the wall.)

BIG GUY: Nooo! Godfaddah! Godfaddah!

BILLIE: Wow! Where’dja get that?

GODFATHER: Brain assembled it for me this morning. It’s a ‘cheese ray.’ Top secret project he had, for our mission.

BILLIE: Heh, heh! That Eggy is an inventive one!

GODFATHER: And that oughta hold our ‘friend’ till the proper authorities get here.

BIG GUY: (miserable) I *hate* mozzarella!

(Out of nowhere, the Godfather gets down on his knees.)

GODFATHER: STEEEEELLLLLLLLAAAAAAAA!!!!!!

BILLIE: (somehow ignoring this) We’re overdue giving Brainy the signal!

(Billie hurries to the nearest window, jumps on the sill, and makes a vigorous Thumbs Up.)

CUT TO: The adjacent rooftop, where Brain surveys Circle HQ through the binoculars. Spotting Billie’s gesture, he nods with satisfaction. He goes over to Pinky, waiting beside the big crossbow- now raised on it’s sturdy tripod mount, with the plunger loaded into it. One end of the coiled rope is securely tied to the plunger’s handle.)

BRAIN: Our ground troops have neutralized the security systems. You may fire at will, Mr. Pinky.

PINKY: (saluting) Aye-aye, Cap’in!

(Pinky yanks on the trigger, firing the crossbow. Trailing rope, the plunger flies to the Circle’s roof, smacks into the base of an upright ventilator hood, and sticks fast. Pinky and Brain tautly secure their end of the rope by tying it around the base of a protruding skylight. Then each mouse puts on a knapsack, picks up a paper clip, and unbends the clip to form a wide ‘V’. Brain leads the way to the roof edge, where he loops the clip around the rope, grasps the two bent ends, and slides down to the rope’s lower end. Pinky follows his example.)

PINKY: (sliding) YEEE-HAAAA!

(They have a minor collision at the terminus. Recovering, Pinky and Brain climb onto the plunger handle, and from there bounce into the ventilator hood opening. Each mouse hooks his paper clip to the lip of the opening, takes a long string out of his knapsack, and ties it to the clip.)

BRAIN: Now, remember, Pinky; this is a stealth operation. We must, at all times, remain inconspicuous.

PINKY: (loudly) Right-Oh, Brain!

(Brain gives Pinky the obligatory bop on the head.)

PINKY: (whispering) right-oh, brain.

(Brain and Pinky rappel down their strings into the ventilation system.)

CUT TO: Godfather, with Billie safe in his chest pocket, continuing through the Circle building. They’re stopped when they reach the area damaged by the blast- walls are torn open, ceiling beams fallen, debris piled up.)

BILLIE: Boy, those sequencer-explosions pack a real punch! Is there any other route to the Work Room...?

(A loud groan sounds from a pile of beams. The Godfather steps closer, and they discover a barely-conscious Dr. Shale pinned beneath the pile. The Godfather quickly pushes aside the beams, and Billie jumps down to do a medical assessment.)

BILLIE: No untreatable injuries- but he’s losing blood from a nasty gash on the leg.

GODFATHER: Well, evil as he is, I guess we can’t leave him to bleed to death- I mean, how would we like it? (Godfather pulls a couple clean handkerchiefs from his pocket and hands them to Billie; she quickly ties them in place to stem the flow.)

SHALE: (moaning deliriously) My sequencer... my beautiful sequencer!

BILLIE: (giving the tourniquet a last twist) Just in time! A few more minutes an’ he’d of missed out on a life in prison. But we’d better take him outside, where the ambulance crew can reach him.

GODFATHER: I knew I shouldn’t have worn my good suit today...

(The Godfather hoists Shale over one shoulder and hauls his away, Billie continuing to apply ‘direct pressure’ to the wound.)

(Cut To the front of the building as the Godfather emerges, carrying Shale and dragging the cheese-encrusted Big Guy. He sets them both down, hearkening to the sound of approaching police sirens.)

GODFATHER: (checking watch) Just about as expected- the cops can take over from here.

BILLIE: (extracting her disc from the mesh bag) An’ don’t forget to give ‘em this!

(Just before the squad cars arrive, a taxi pulls up and Mel emerges. Godfather and Billie join her.)

BILLIE: Did you find your folks?

MEL: (breathless) Yes- they’re both fine! I took them to the penthouse to get oriented... How about Brain and Pinky? Did you meet up with them?

GODFATHER: Unfortunately, circumstances intervened to prevent that.

BILLIE: (sighs) Well, we all knew they might have to complete the final phase on their own. Let’s just hope they don’t encounter anything too unexpected....

WIPE TO: Brain and Pinky making their way along another ventilator shaft.)

BRAIN: We’re almost there now- the Work Room is approximately twenty meters to the north. The authorities have probably been summoned by reports of the explosion by now- before they get this far inside, we must eliminate the data on certain technologies which *nobody* should acquire. The prionic-sequencer for one. This, for another. (tugs his

control collar)

PINKY: Didn’t Billie already do that, when she wiped out the data base?

BRAIN: Much of it. But the schematics of certain Circle devices are stored in the Work Room computer system, and can only be deleted from there. Also, there’s at least one prototype weapon to deal with.

PINKY: You mean your o-de-odo thingee?

BRAIN: Correct. (looks at ventilation grid to their left) This should be our turn.

(Pushing the grid aside, Brain cautiously peers out into the hallway. A short distance away he spots the Work Room door, partially open.)

BRAIN: There it is! Come, Pinky!

(The two hurry down the corridor- neither one noticing the hidden security camera trained on the door, hooked up to a large storage battery.)

CUT TO: a black-and-white image of the running mice, on a surveillance TV screen. Pull back to show it’s one of the only working screens on a bank of security monitors. A silhouetted figure watches the screen- it’s Wally Faust. He glares malevolently as he sees Brain and Pinky enter the Work Room.)

WALLY: Somehow I knew you’s be going in there, Mr. Brain.

(Wally pulls some switches- one ‘Manual Override’ and two marked ‘Emergency Containment.’ On the screens, silent metal doors slide from the walls to shut off both ends of the Work Room hallway. Wally pulls a collar control-box from his pocket, and purposefully exits the security station.)

(In the Work Room, the mice climb a series of drawer-handles to reach the counter top, and approach the largest computer terminal.)

PINKY: We’re not going to wait for Billie and Mr. Corleone?

BRAIN: We can’t, Pinky- they might not be able to reach us at all. (Brain unpacks a small, heavy horseshoe magnet from Pinky’s knapsack, hands it to his friend, and points out the adjacent stack of back-up discs.) You remember what to do?

PINKY: Sure, Brain! The ‘pretend you’re cleaning windows’ bit.

(Pinky proceeds to drag the magnet like a squeegee, across each disc in turn. From his own pack, Brain pulls a pair of mechanical hands on telescoping stalks, extends them, and types furiously at the keyboard.)

BRAIN: First, there’s a few items to salvage. (He inserts a blank disc and hits the appropriate commands.)

(Pinky, done with the magnet, looks around, spots the audio-command modifier down the counter, and goes to pick it up.)

PINKY: Is this it, Brain?

BRAIN: (extracting the disc and putting it into his knapsack) Yes! Smash it up, Pinky!

(Pinky flings the modifier down from the counter- seeing that was ineffective, he descends and proceeds to beat it against the floor.)

BRAIN: (typing again) Not that way, Pinky- that’s a steel-cased model! Hit it with something heavy!

PINKY: (glancing about) Like what?

(Not wanting to be distracted from his own task, Brain takes a quick look back, notices the row of heavy ceiling lights, points to them.)

BRAIN: Place the ‘odee-o’ unit directly under one of those lamps, then climb into the ceiling and unscrew the lamp so it will fall and crush it.

PINKY: Gotcha, Brain!

(Cocking one eye, Pinky positions the modifier beneath a light. Then, grabbing a handy screwdriver, he shimmies up an encased electrical line to the ceiling, pushes his way past the corner of a suspended tile, and vanishes from sight.)

(Out in the hallway, Wally uses a pass card to open one of the sliding doors, just long enough to let him slip by.)

(Brain, having completed the downloading, clicks the ‘Select All’ function, and jumps onto the ‘Delete’ key. The computer screen goes blank, and a message window pops up: DELETED.)

(Brain raises both arms, preparing to exclaim his usual triumphant "YESS!"... when, suddenly gripped by the too-familiar sensation of paralysis, he topples backwards.)

BRAIN: Noo...

(For a moment we get Brain’s POV: an upside-down view of Wally closing in, control-box extended and murderous intent on his face.)

WALLY: (deadly) In retrospect, Brain, disregarding Dr. Shale’s recommendation about you was the most serious error I’ve ever made. But I’ll rectify that now.

BRAIN: (controlling his fear) It won’t do you any good. Your main data base, and all your most important technologies, are already gone. The Circle is history.

WALLY: The Circle in it’s original form, maybe. But I have ways of getting out of this building before the Feds arrive, and ample resources with which to rebuild. You haven’t destroyed The Circle, Brain- at most, you’ve set it back a few years. And you won’t do that twice. (poises a finger from his free hand over the Kill button.)

BRAIN: (growling) That always was your plan for me, wasn’t it? You never had any intention of letting me live beyond my usefulness.

WALLY: Quite right. Except, I was originally going to give you a quicker end.

(Wally sets his finger lightly on the button; Brain suddenly strains for breath.)

WALLY: (low voice) Do you know what death by strangulation is like, Brain? It’s painful. It’s terrifying. And I intend to drag it out just as long as I can.

(The finger weighs down on the button. Brain, his breathing reduced to harsh gasps, glares defiantly, even as his eyes start to bulge...)

(A large-sized metal bolt falls, bouncing off the top of Wally’s head.)

WALLY: Ouch!

(Startled, Wally looks upward- just in time to catch the falling light-fixture on his face. Knocked cold, Wally crashes to the floor, the deactivated control-box dropping from his hands. Brain manages to get to his feet, breathing hard and clutching his throat.)

(Pinky, screwdriver in hand, peers down from the just-opened hole in the ceiling.)

PINKY: (abashed) Sorry, Brain! I guess I picked the wrong lamp.

BRAIN: (somewhat shakily) Pinky, whatever did you do to earn so much more then your share of Dumb Luck?

(Brain’s brow darkens. He climbs down to the floor, takes hold of the control box with both hands and lifts it overhead. With savage strength unseen since ‘Welcome To the Jungle’, he breaks it into a thousand pieces.)

DISSOLVE TO: Overhead shot of the Circle building. Squad cars with flashing lights are pulled up to every door, and crowds have gathered beyond the erected barriers. Pan Down to side view of the storefront entrance; the area is sectioned off with ‘Crime Scene’ tape. Shale is being loaded into an ambulance, the cheesy Big Guy into a police van. A

bomb-detection squad is making preparations to go in.)

(Pan to the right, where, some ways apart from the spectators, Mel [with Billie on her shoulder] and the Godfather stand near the building wall. They’re all keeping watch on the entrance way.)

MEL: No sign of them yet. But, they may be taking another route out, to avoid the heavy traffic.

GODFATHER: If they *can* get out. That Wally Faust isn’t accounted for yet. An’ I overheard a cop sayin’ part of the second floor is inaccessible- some kind of containment doors....

(Pull back to show the second-story window above our group. Pinky and Brain appear on the window ledge, secure their climbing strings and rappel down.)

BILLIE: They’ll find a way! Those two can handle anything they meet. Eggy has the smarts, an’ my Pinky is...

PINKY: (just above the Godfather’s head) Right heeere!!

GODFATHER: About time!

(He reaches up and plucks the mice from their strings. Billie happily leaps onto the Godfather’s palm to give ‘her Pinky’ a big hug.)

BILLIE: As I was sayin’: I knew you’d make it!

BRAIN: (to Godfather) You’ll need to inform the law-enforcement officers: one of their fugitives is on the north side of the second floor, in some need of medical attention. (he pulls Wally’s pass card from his knapsack) This will enable them to retract the barriers.

GODFATHER: (taking the card, and handing the three mice to Mel) I’ll give it to ‘em, but I hope they don’t ask a lot of questions about where I got it. (moves away toward cops)

MEL: (also happy) I got both my Mom and Dad out, Brain- they look better then they have in years! Did you and Pinky destroy the target schematics? And record that data you were after?

BRAIN: The former objective was accomplished. As to the latter; I was able to retrieve all the wanted information, except one crucial item.

(Brain glumly tugs at his still-attached control collar.)

(The Godfather rejoins them, and our group discreetly moves away down the street.)

BRAIN: I can only assume; these devices were meant to be attached permanently, so no one bothered to record any method of removal. It’s conceivable I may... just have to live with this thing!

GODFATHER: Would you like me to try to bite it off now?

BRAIN: (irritably) No!

PINKY: It isn’t all bad, Brain. That silver-and-black combination gives you a kind of cool Retro look! POIT!

BILLIE: That’s right, Eggy! You look kinna Hip wearin’ that!

BRAIN: (perking up a bit) Do you really think so? (drooping again) But it isn’t worth it... too many negative associations. If only...

(Suddenly, something flies through the sky towards them. Everyone strains to see.)

GODFATHER: Look! It’s a bird!

BILLIE: It’s a plane!

PINKY: It’s.... Superman?!

BRAIN: No! It’s.... Freakazoid!!

(Freakazoid lands.)

FREAKAZOID: YES! Freakazoid! Resident super-hero of Washington D.C., our Nation’s prized and respected capital, and defender of Truth, Justice, and lots of other Good Stuff!

PINKY: (childishly excited) Freakazoid!

BRAIN: (standing at the edge of Mel’s hand) My friend, you do recall our last meeting...?

FREAKAZOID: Ah, yes! That whole Chaotic thing, with all the Characters, and such...

BRAIN: I need to ask a favor! (taps on the collar) Would you please remove this thing?

FREAKAZOID: Wull, sure!

(Freakazoid suddenly flexes some huge, previously-unseen muscles. He reaches, presumably to rip the collar off. Then, the muscles abruptly disappear, and he reaches behind his back to pull forth a can of grease. He smears some of this on the collar, tugs, and it comes right off.)

FREAKAZOID: (holding up the can) That’s right, Kids! Supergrease! Works on those hard-to-get-to places! Bug your parents for it today!

BRAIN: (feeling around his neck to confirm the collar is gone) YEESSS!!!

FREAKAZOID: (now holding up the collar) Want it?

BRAIN: NOOO!!!

FREAKAZOID: Can I keep it?

BRAIN: (waving his hand) Take it! I never want to see it again!

FREAKAZOID: YAAAY!! I feel better then a big squishy tub of good things! Just think of the uses for this thing! I could give it to Steff as a bracelet! Or use it as a throw-toy for Foamy the Freakadog! Or it’ll make a dandy bubble blower... (He puts it around his head. It doesn’t fit all the way, only about down to his nose, making him look really silly.) Bluah. Bluah. (pulls it off again) Bye!!

(He flies off, as the ‘Freakazoid!’ theme plays.)

BRAIN: I feel substantially relieved! That thing was rubbing my fur off. (indicates a bare pinkish ring around his neck)

MEL: So, the last trace of The Circle is out of your life.

BILLIE: (aside) I still think it improved your looks...

PINKY: Let’s Celebrate! NARF!

GODFATHER: This calls for my little surprise...

DISSOLVE TO: Mel’s black sedan, traveling down a peaceful back-road. The D.C. skyline is visible in the distance, against a rosy sunset sky. Zoom In on the car interior; Mel drives, the three mice are lined up behind the passenger-side seat belt. Maurice and Roberta are in the back seat, with no daylight showing between them. Mel checks her rearview mirror.)

MEL: (with pretend sternness) Hey! You kids behave yourselves back there!

ROBERTA: Now, Melissa, be understanding. Your father and I haven’t seen each other in a long time.

MAURICE: At least, not in our right minds. Roberta, I can’t get over how wonderful you look! (He nuzzles her cheek, she giggles.)

MEL: (rolling eyes in mock exasperation) Parents!

BILLIE: (coyly) *We’ve* been separated for a long time too, Pinks. Now that the crisis is past, is there anything you want to say to me?

(Pinky considers carefully; Brain looks a bit sour.)

PINKY: (seriously) Yes, Billie; there is. (exuberantly) Thank You for helping me find Brain!!

(Pinky hugs Brain, who appears surprised, then just a bit smug.)

BILLIE: (folding her arms in real exasperation) Best friends!

MEL: Not to change the subject- but has anyone else decided what they’re going to do when we reach New York City? I intend to try to find work with some other top-secret agency. A non-evil one this time. Actually, after the job I did with this case, I can probably take my pick!

MAURICE: (turning some attention from Roberta) Of course, your mother and I will have court appearances to make. And lots of work to catch up with, if we still have jobs. (with no great concern) Even if we don’t, I’m sure we can find new employment. Everyone will want a piece of this ‘regeneration’ method!

MEL: Maybe Brain will hire you, once he rebuilds Acme Labs. (to Brain) That is what you’re planning to do with all those financial-access records you took from the Work Room computer, isn’t it?

BILLIE: And with all the technological data I got! It’s my Reunion present for you, Pinky!

(Billie leans flirtatiously against Pinky. Somewhat uncomfortable, Pinky looks to Brain, but Brain’s thoughts are elsewhere.)

BRAIN: (somberly) I do intend to construct my own laboratory, but also want some time to consider what use to make of it. (thinking) I’ve now had the chance to observe close-up, what evil extremes the desire for Global Domination can drive people to. Is it possible, I’m more like The Circle then I want to believe...? But on the other hand, I didn’t overturn their scheme just to beat them to the punch, did I? I truly wanted to prevent all that destruction and suffering. (more confident) Perhaps I’m maligning myself. I really *do* want to Rule the World for it’s good! (aloud) In any event, Pinky and I will finally have our own place to live.

PINKY: (taking the feathered gumdrop from his knapsack) Which means you’ll finally have a chance to use your new paperweight!

BRAIN: (tolerantly) I suppose that’s what makes a Home.

PINKY: Can we invite Elmyra over? (Brain looks a lot less tolerant) Well, then can I at least send her postcards?

BRAIN: You may do that, but not from our home address. Use a post-office box.

BILLIE: And how about me, Eggy? Do I have permission ta come?

PINKY: (pleadingly) Oh, Brain, we have to invite Billie! She’s been such a good friend, and I never would have found you without her, and pleasepleasepleaseplease...?

BRAIN: No need for histrionics, Pinky! Yes, Billie can visit, or even stay, if she wants to. (to Billie, pointedly) Do you? Knowing that Pinky’s attachment to me isn’t likely to change anytime soon? And may never?

BILLIE: (haughtily) Hmm. I’ll wanna think about that for a while, too. (to Pinky, much more warmly) I *will* at least come up and see ya sometime, Pinks. (She gives him an affectionate kiss. Pinky blushes a bit, but smiles.)

MEL: (looking ahead, to the top of a grassy hill) There he is- just where he said he’d be.

(It’s now dark, but the shape of a new limousine can be seen on the hill’s crest, pulled just off the road. Beside it stands the Godfather, talking into a cell phone. Mel parks beside the limo; she and the mice get out.)

GODFATHER: Greetings, all my very good friends! (waves toward a striped blanket spread out on the grass, with a picnic basket on top) Sit down and make yourselves comfortable- I’ll be done with this call in a minute.

(The mice head for the blanket, Mel lingers.)

MEL: Taking care of ‘business’ with the Godpigeon? You aren’t going to really hurt him, are you?

GODFATHER: Naw, just gonna put a crimp in his transportation- ‘have a few of his wing feathers clipped. They’ll grow back. (aside) I must be gettin’ soft in my old age...

MEL: (addressing her parents, still in the sedan) Are you coming?

Roberta: (sing-song voice) We’ll watch it from in here, dear. Run along!

(The sedan’s door is pulled shut from within. Mel smiles affectionately.)

MEL: (walking over to the blanket) Who says they have to act their age...

(Billie and Pinky are sniffing eagerly at the basket.)

PINKY: There’s cheese in here- I’m sure!

BILLIE: There’s chocolate in there, too!

MEL: I’m pretty sure I smell some kind of fruit.

GODFATHER: (coming over) Oh no, my rodent and human friends. Something better then any of those. The best in town.

(The Godfather opens the basket, and lifts out a big plate of...)

MEL, PINKY AND BILLIE: Cannoli!! (they all take some)

(The cannoli in the center has a little candle stuck in the top. The Godfather lights this, and presents it to Brain.)

GODFATHER: I know this is a little late- but Happy A-Few-Days-After-Your-Birthday, Brain!

(Smiling, Brain blows out the candle.)

PINKY: (mouth ringed with cannoli filling) What did you wish for, Brain?

BRAIN: Guess.

GODFATHER: (speaking into his cell phone) Okay, Boys- set ‘em off!

(From the base of the hill, rockets streak up to fill the sky with fireworks. A central cluster of blue and green explosions merges to form a huge shimmering image of Planet Earth.)

BRAIN: (moved) How very beautiful! (to Pinky, seated at his side) Pinky, are you pondering what I’m pondering?

PINKY: (watching delightedly) I think so, Brain. But a sequel to ‘Titanic’? All those people will be so soggy!

(Brain, who’s just taken an appreciative bite of his own cannoli, doesn’t reply immediately.)

(Pullback shot of the humans and mice silhouetted against the continuing light show, the glittering Globe still dominating the center.)

BRAIN’S VO: No, Pinky. I just have a pretty good idea, what we’re going to be doing tomorrow night.


THE END


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