WRAITHMORE

written by

Matt Lazarus

EXT. RUINED FARM -- DAY

A ruined barn bakes in the sun. Gently rolling mountains behind it, bedecked in the bright colors of early autumn.

The GYRE shines in the sky, an otherworldly nebula of purple light. Tendrils extend from it, grasping at the sky like a predatory creature from the deep. The Gyre shades the clouds and the sky with a nightmarish purple glow.

TITLE: NEW ENGLAND, 1934.FIVE YEARS AFTER THE END...

SILAS FALCONER (18) approaches. He is tall and gangly, with an unruly shock of dark hair and a sour expression. He carries a rucksack and an ancient rifle.

Silas's pace quickens as he approaches the barn. He warily unslings his rifle.

INT. BARN -- CONTINUOUS

Shafts of daylight shoot through the ruined roof. The barn is empty, but for a rusty MODEL T Ford. Silas approaches the car and gives it a hard thump with the butt of his rifle.

Six rats flee from the car, running into the rafters, avoiding the light. The boldest RAT hisses at Silas, glaring at him with five blood red eyes.

Silas aims.

VOICE OF THE GYRE (O.S.)Do it. Send it home.

Silas reacts to the unwelcome voice. He looks up at at the Gyre in the sky through a hole in the roof. It pulses in time with the voice.

VOICE OF THE GYRE (O.S.) (CONTD)Kill it.

SILASPiss off.

Silas lowers the rifle. The rat runs off. Silas checks under the hood. It's empty.

Silas opens the driver side door and looks over the decaying interior. He spies a cast resin FALCON-SHAPED KNOB on the stick shift. He pulls out a screwdriver.

INT. MODEL T FORD -- MOMENTS LATER

Silas is gone, as is the shifter knob.

EXT. COUNTRYSIDE -- DAY

The shifter knobs sits in a ruck sack alongside a small collection of rusty transmissions, car parts, and spark plugs. Silas sits under a tree on a hill that overlooks the farmhouse. He pores over a map in a leather bound journal.

Silas makes notes by the farmhouse, x's it out in red. The map is mostly checked off.

The barn is painted with an advertisement mural of an adorable blonde girl holding an apple. LITTLE GRACIE SAYS: TRY GOODHUE ORCHARDS APPLE JUICE! AMERICA'S DELIGHT!

The sun is setting fast. Silas heads back the way he came.

EXT. WRAITHMORE -- DUSK

The town of Wraithmore sits on a cold stony stretch of Atlantic shoreline. Its Victorian charm is undercut by the imposing steel wall that surrounds it. Massive industrial spotlights shoot columns of light into the sky.

As Silas approaches, the dirt road gives way to a paved one. He passes the ghost of an old sign.

"Welcome to Wraithmore. Population 12,000."

EXT. WRAITHMORE - WESTERN GATE -- DUSK

Silas approaches the Western gate, a passageway through the wall. Two GUARDSMEN stand in the shade. Their uniforms are part Highway Patrol, part World War One. They snicker as they see Silas approaching.

FAT GUARDSMANYou again? Isn't today a school day?

LITTLE GUARDSMANI can't believe the morning shift lets you out. Why they do a fool thing like that?

SILASSame reason you let me back in.

2.

Silas digs in his rucksack and hands them some candle sticks and a brass clock. The guardsmen grab them greedily.

LITTLE GUARDSMANWhat else we got?

SILASI have more. We got nothing.

The Gyre pulses overhead.

VOICE OF THE GYREKill them. They won't be missed.

Silas ignores it.

Stern CAPTAIN ALDRIDGE (35), approaches them.

CAPTAIN ALDRIDGELet the kid in and lock up for the night.

Silas enters the passageway. A massive steel grate shut behind him, securing the town.

Captain Aldridge walks Silas to the brick streets of Wraithmore. Silas slips him a deco mirror. A blast of gunfire sounds from the watchtower behind them.

Silas turns and sees a creature that might have once been a bear charge at the gate. It's cut down by machine gun fire from the watchtower. Silas and the Captain ignore it.

CAPTAIN ALDRIDGE (CONTD)The Nightkind are getting bolder. Best be careful out there.

Silas nods. More gunfire sounds from elsewhere on the wall.

EXT. WRAITHMORE -- NIGHT

The homes closest to the wall are the shabbiest. Silas walks down Archibald Street, past a textile mill.

EXT. MILL -- NIGHT

The workers file out. They ignore the Gyre in the sky and the occasional bursts of gunfire from the wall.

3.

EXT. FALCONER HOUSE -- NIGHT

A crooked, gray, shabby Victorian with a peaked roof. Silas walks up the stairs to his house to a red door with a Gothic brass knocker.

AVRAM FALCONER (70s) opens the door. He's an old German man with stooped shoulders, an ever-present pipe, and a spacey, unfocused look in his eyes.

AVRAMI have finished Mr. Goodhue's radio. Go deliver it.

SILASI just got home, Pop.

AVRAMDid I tell you to go hunting for car parts? Always with that verdampt car. Risking your life for what? To die on the road?

SILASBetter than dying here.

AVRAMLike it's up to you. The night takes what it will. Go deliver the radio.

EXT. WRAITHMORE - SILAS'S NEIGHBORHOOD -- NIGHT

Silas lugs a crate-sized radio towards the town square. CHILDREN play ball in the lane as their MOTHER calls them inside.

EXT. WRAITHMORE - TOWN SQUARE -- NIGHT

The town square is dominated by a park and the white marble walls of city hall. Everything is pristine and perfect, lit by electric lamps.

Lovers stroll the lanes, buying snacks from pushcart vendors. Life is aggressively normal but for the Gyre in the sky and sporadic gunfire from the wall. The townsfolk ignore both.

The ocean and the lighthouse are visible to the east, as are the mansions on the hilltop to the north.

4.

EXT. MANSION ROW -- NIGHT

Silas lugs the radio past a series of gated estates. A GUARDSMAN drives up in a battered Mercury police car.

GUARDSMANWhat's your business here?

SILAS(re: radio)

Mr. Goodhue needs this tonight.

GUARDSMANAh. Alright then. Be quick about it, and get back where you belong.

The Guardsman drives away. Silas flips him off.

EXT. GOODHUE MANOR - SIDEWALK GATES -- NIGHT

The wrought iron gates are painted gold, forged in the shape of apples and trees. A long pathway leads up a hill to the stately Goodhue Manor. Silas begins the long trek, struggling with the bulky radio.

EXT. GOODHUE MANOR - PATHWAY -- NIGHT

Silas sets the radio down and rests on a bench in an elegant garden of roses and night-blooming jasmine.

He realizes he's not alone. Someone watches him from a shadowy stand of birch trees. The moonlight shows her silhouette. She's a striking girl with stylish, blonde hair.

GRACEYou scared me. Shame on you. And you caught me smoking.

GRACE GOODHUE (18) steps into the light. She lights a cigarette with a rose gold lighter. Her face is beautiful in the flames. She's a wide-eyed friendly beauty who dresses like a fashion plate of 1920's chic.

Silas can't help but stand up a little straighter.

SILASYour secret is safe with me.

Grace pulls a silver flask from her garter. She takes a pull and offers it to Silas. Silas sips and tries to pretend that it doesn't burn like crazy.

5.

GRACEYou're Mr. Falconer's son, right? Silas? I'm--

SILASEveryone knows who you are.

GRACEFalconer's a weird name for a German.

SILASIt was Weggenbach. He changed it during the war.

GRACE(snuffs her cigarette)

Let me give you a hand with that.

Silas picks up the radio.

SILASI'm fine.

GRACEDon't be silly, it looks heavy. I'd have used a cart.

SILASIt's too fragile for that.

GRACEWell, I'm not. Give me that side.

Silas is about to protest, but she grabs one end. She continues to talk as they carry it up the hill.

GRACE (CONTD)What's it like, out in the wilds?

SILASI see your face on a lot of barns.

GRACEDon't remind me. My dad thought it would help sales.

SILASDid it?

GRACEWell, yes. But so did Prohibition. What with everyone turning it into moonshine and all.

6.

Silas lugs the radio in silence.

GRACE (CONTD)And I hear you're building a car. Oh don't look so surprised. We live in a small, walled town. Everyone knows everyone's business.

SILASLet me guess. You're going to tell me there's nothing out there.

GRACEQuite the contrary. I think it sounds marvelous.

Silas is pleasantly surprised, but a self-protective, cynical suspicion creeps in.

SILASNo need to humor me. I'm just here to drop off a radio.

GRACEAre you almost done? Will I see you cruising the boulevards?

SILASIt's not that kind of car. It's armored. I'm going to take it west.

GRACEThey say it's lovely out there.

SILASThe west probably says the same of the East. If it's still there.

GRACEYou're not sure?

They approach the house.

SILASI aim to find out. Anyway, give me that radio, I don't want your father thinking I pressed you into service.

GRACEI've been pressed into worse.

Silas trudges in silence. His sour expression softens.

7.

SILASI'm sorry if I'm being rude, I'm just not used to... to...

But Grace is gone. He shakes his head, disappointed.

EXT. GOODHUE MANOR -- NIGHT

Silas hands the radio to a uniformed butler.

EXT. GOODHUE MANOR - PATHWAY -- NIGHT

Silas trudges home, hands jammed in his pockets. Grace runs up beside him, surprising him. She hands him a magazine.

GRACEPhotoplay Magazine. September, 1929.

SILASThe last one.

GRACEThat we know of.

Silas looks through the magazine for a moment, at an impossible bygone age of Hollywood mansions and silent film stars.

The Gyre pulses overhead.

VOICE OF THE GYRE (O.S.)She mocks you, boy. Slit her throat. Show her who you are.

Silas ignores the voice and hands back the magazine.

GRACEKeep it. I have another.

She skips off. Silas walks away. He looks back and sees Grace in the garden, lighting another cigarette.

EXT. FALCONER HOUSE -- NIGHT

Silas returns to his shabby abode.

8.

INT. FALCONER HOUSE - FOYER -- NIGHT

The house is hoarded with stacks of newspapers, clutter and junk.

INT. FALCONER HOUSE - LIVING ROOM -- NIGHT

More clutter. Avram snores in a wingback chair, a shabby king amidst the junk. An ivory pipe dangles from his lips, a record player spins.

Silas picks his way through the mess, turns off the record player.

Suddenly, Avram catches Silas wrist with his withered hand, holding him in a vice-like grip.

AVRAMSon, I must confess. I caused the Gyre. At Wardenclyffe. It was supposed to power the world. Instead, it opened a glimpse into the Gyre. I looked away. Tesla did not.

He clutches an old photograph in his hand. Four grim scientists stand outside an industrial tower.

SILAS(unimpressed)

You say that every night. Everyone thinks they caused the Gyre. The lady at the market thinks she caused it by not going to church.

AVRAMAnd now something worse is coming...

Avram's rambling shifts to German. Silas walks away.

SILASGood night, pop.

INT. FALCONER HOUSE - GARAGE -- NIGHT

Silas enters the garage, flicks on the light. In contrast to the rest of the house, the garage is aggressively neat.

Tools are neatly aligned by a work bench. A hit-or-miss motor on the floor is connected to a series of lathes and drills by a complex network of leather belts.

9.

Silas visibly brightens as he walks up to his pride and joy.

A Model T Ford. Very much a work in progress, but what's complete on it gleams like it's factory new.

The body of the car is covered with plates of armor. A shotgun is mounted to the hood.

Silas replaces the current shifter knob with the one he scavenged earlier. It looks good.

He kicks off his boots, pulls out a pillow and blanket and bunks down in the backseat of the car. He brushes his teeth as he reads through the Photoplay magazine. He takes a sniff of it, catching Grace's perfume.

EXT. WRAITHMORE -- NIGHT TO DAY

The moon sinks, the sun rises. The town survives another day. The Nightkind monsters retreat to the shadows as the sun rises.

INT. GOODHUE MANOR -- DAY

Grace sits down to breakfast with her father, MARTIN GOODHUE (40's) a stern, Teddy Roosevelt-like patrician, and her sister TESSA (21), nervous and thin.

A uniformed MAID serves breakfast.

GRACEThanks, Ms. Odetta.

ODETTAYou're welcome, child.

Martin Goodhue looks at Grace from over his newspaper, the four-page Wraithmore Gazette.

MR. GOODHUENelson Norman has been calling after you. You ought to show him the Orchards.

GRACEHe's a bore.

TESSAA well-bred bore. Who else is there? Sam Robideaux just got engaged, the Whitehouse boy is sick in the head.

10.

GRACEThere are other towns.

MR. GOODHUEThey might as well be other nations. Even if they're a day away, there's no contact. No radio. No phones. In Innsmouth they worship a damn fish god. And even if we looked, no doubt you'd find those young men lacking for not being Errol Valentino.

Grace goes to the piano in the adjoining room, plays a little bit of a Mozart, A Little Night Music. She's good.

GRACEErrol Flynn. Or Rudolph Valentino. Either would be nice...

MR. GOODHUEShow him the orchard.

GRACEAnd then get married. And have scads of kids. I know.

Tessa stares sadly at her ringless left hand.

TESSAThere are worse things...

MR. GOODHUEIt does no good to dream beyond the walls. Anyone who does is a damn fool.

CUT TO:

EXT. COUNTRYSIDE -- DAY

Silas Falconer once again explores the wilds. Something catches his eye: a glint of metal on a distant hillside. He whips out his binoculars.

POV BINOCULARS: A Blue Model T sits by the side of a cliff, shaded by trees. It's in immaculate condition. There are two skeletons in the car, two lovers. The man holds a rusted pistol. An apparent murder-suicide.

Silas takes off running to go see it.

CUT TO:

11.

EXT. ORCHARD -- DAY

Acres of apple trees, their leaves turning orange and red and gold. The wrought iron gate reads "GOODHUE ORCHARDS."

Grace enters, accompanied by NELSON NORMAN (18), a handsome, strapping lad that looks like he's dressed for a tennis social. He carries a picnic basket.

NORMANMy father seems to think we'd make a good match.

GRACEHow romantic.

NORMAN...What?

GRACENothing.

They walk past a crew of workers. The workers pick apples as a tractor scoops up windfalls.

A GUARD with a shotgun watches over, smoking lazily.

GRACE (CONTD)It's kind of ridiculous, grown men with shotguns guarding apple trees.

NORMANNot so! These apples are the source of your family's riches, as asphalt is to mine. Apples turn to ethanol, which powers our fair city.

Grace rolls her eyes.

GRACEIt's still a man guarding an apple at gunpoint...

NORMANI don't follow.

GRACENevermind.

They walk past a hatted worker who stands on a ladder, veiled in shadow. He looks up, revealing that he has NO FACE.

12.

Rather, tightly stretched flesh crisscrossed with stitches. The recesses of his eye sockets, nose hole, and teeth are visible through the stretched flesh of his cheeks.

The FACELESS MAN hops off the ladder and stalks after Grace and Nelson, his movements predatory and jerky.

CUT TO:

EXT. CLIFFSIDE -- DAY

Silas approaches the car which is sheltered in an archway of trees. He puts a hand reverently on the hood.

And then three shadows fall over him and the car. Oh shit.

He spins with his rifle at the ready. A gloved hand snakes out and wrenches it from his grasp.

Silas comes face to face with DORATH (21), a sun-weathered bandit with rotten teeth. Two THUGS stand behind him.

SILASI-I don't want any trouble.

DORATHHear that boys? He don't want no trouble.

THUG #1Generous lad.

THUG #2What's in the bag?

Silas looks for a way out. Dorath looks up to the Gyre in the sky, his arms spread as if beseeching the heavens.

DORATHThe Gyre says to be careful with you.

SILASIt talks to you?

DORATHDon't act like you don't hear it. That dark song? You should heed it. It has blessings for the worthy.

Dorath examines Silas's rifle, then crushes it one-handed with impossible strength. He pulls off his glove and shows off a hand that's covered with fish-like scales.

13.

Dorath grins, puts a paternal arm around Silas' shoulder.

DORATH (CONTD)Now what are we to do with you?

Silas springs into action, lunging towards the car. He wrenches a skull off a skeleton and throws it at Dorath. Dorath ducks, but it gives Silas time to free the emergency brake.

The car begins to roll towards the edge of the cliff.

DORATH (CONTD)No!

Dorath and his men try to stop the car, but it's already picking up speed as it rolls towards the edge of the cliff.

Silas sprints away, to a group of motorcycles parked nearby. He leaps astride one, kicks it to life.

Silas speeds away as the thugs shoot at him with their rifles. Silas keeps his head down, as bullets bounce off the motorcycle frame.

Dorath and Thug #1 jump on motorcycles and give chase.

EXT. COUNTRYSIDE -- CONTINUOUS

Silas looks back: they're gaining and gaining fast. Shit.

He crests a hill and kills the engine. In desperation, he hides in the brush, praying that they miss him.

The riders pass him by. They crest the next hill, and then stop cold.

Silas whips out his binoculars. He sees their faces. They're filled with dread. They high-tail it out of there.

When they're gone, Silas crawls to the next hill to see what scared them so. He discovers...

EXT. SLEEPWATER ASYLUM -- DAY

The ruins of an old hospital. TWO MEN are working on its rusted gates.

BINOCULAR POV: The men strike the gates with mallets, their movements robotic. They wear dark suits and dark fedoras.

14.

As one, they all turn towards Silas, like dogs alerted to a scent. Like the man in the orchards, their faces are gone.

Silas runs.

CUT TO:

EXT. FAR SIDE OF ORCHARD -- DAY

Norman unpacks a picnic basket on a gingham blanket.

NORMANI had my domestic prepare a crumble, which I heard was your favorite.

GRACEYou are such a sweet-talker.

NORMANPardon me?

GRACEPass me a fork.

NORMANWould I be too bold if I were to ask you for a kiss?

Grace offers him her cheek. He grabs her by her shoulders and kisses her lips. She smiles. And then her smile dies.

The Faceless Man in the hat emerges from the orchard, walking towards them with a purpose. His movements are wrong, like something inexpertly pretending to be a man.

GRACEOh my god.

The Faceless Man leans forward and doffs his hat in a manner that's almost courtly.

Norman screams when he sees what's the hat is hiding.

The Faceless Man's eyes and mouth have been stretched to the top of his skull. His mouth sewn shut, his blue eyes are unfocused and mad. He looks like a man wearing a Halloween mask atop his head, in the goriest way possible.

Grace scrambles back. The Faceless Man lunges.

CUT TO BLACK:

15.

EXT. COUNTRYSIDE -- DAY

Silas rides the motorcycle like hell's coming after him. Suddenly the engine loses compression. Silas taps the fuel gauge. It jumps to "empty."

He's loathe to leave it there, but as he looks up at the sun, rapidly sinking, he knows he must.

He conceals the motorcycle in a pile of leaves, marks the spot in his journal.

Silas looks sprints to the distant lights of Wraithmore, racing the setting sun.

The Gyre pulses overhead.

VOICE OF THE GYRE (O.S.)You saw your future today, Falconer. Feed me blood, or someone else will feed me you.

Silas jams his hands over his ears as he runs. It doesn't help.

CUT TO:

EXT. WRAITHMORE WALLS -- DUSK

Silas runs to the gate, just as it's closing, sliding under it moments before he's crushed. The Fat Guardsman and the Little Guard sneer at him.

Silas spots an apple-green Rolls-Royce by the guardhouse.

SILASThat's Mr. Goodhue's car.

FAT GUARDSMANDidn't you hear? His daughter's gone missing.

Silas takes that in, and then runs to the Guardhouse.

LITTLE GUARDSMANHey! You can't go there.

INT. GUARDHOUSE -- NIGHT

Nelson Norman sits in a holding cell, looking shaken and terrified.

16.

Mr. Goodhue and Captain Aldridge watch from the next room.

CAPTAIN ALDRIDGEI'm certain the boy knows nothing. All he's said is she was taken by something with a hat.

Silas arrives, catching the tail end of the conversation. He reacts to the word "hat," thinking back to the asylum.

MR. GOODHUECaptain, you serve at the pleasure of the Chamber of Commerce. If you value your employment, consider your next words carefully. My daughter is missing. What are you going to do?

CAPTAIN ALDRIDGEWe'll have to wait till morning.

MR. GOODHUEShe'll be dead by then!

CAPTAIN ALDRIDGEAnd so will my men, if you have your way! We have twenty cars, there's a lot of woods to cover! And anything we find, we might not have the firepower to bring down!

Mr. Goodhue and Captain Aldridge lock eyes, tensions high. The two Guardsmen catch up to Silas and seize him. Mr. Goodhue and Captain Aldridge turn to stare at him.

SILASI can find her. I have a car.

CAPTAIN ALDRIDGEIt's finished?

SILASIt'll do.

Goodhue looks Silas up and down.

MR. GOODHUELet him go, Captain. Bring back my daughter, and you can name your reward.

17.

INT. FALCONER HOUSE (GARAGE) -- NIGHT

Silas packs things into the trunk of his car. Avram appears in the doorway, shaking his head.

AVRAMThis is madness. You've never been out at night.

SILASWe all survived at least one night. The Crash.

AVRAMAnd what a triumph that was for mankind.

SILAS This is a waste of time.

AVRAMWhere's your rifle?

SILASIt was, uh, a casualty of a recent expedition. I made this.

Silas holds up a homemade zip gun, two pipes cobbled around a wooden stock, bound by wires. It looks more like a pipe bomb.

Avram shakes his head sadly.

AVRAMIf you won't listen to reason...

Avram has a gun in his hand. An ancient LeMat pistol.

SILASDad...

The threatening gesture turns to a paternal one as Avram hands over the gun and a pouch of bullets.

AVRAMYour mother's father carried this at Gettysburg. May she watch over you. And one more thing. Tesla.

SILASI don't have time--

AVRAMSomething is coming. I know you think I'm mad. I think I'm mad.

18.

(MORE)

But now I'm sure. Tesla resides in the town of Harmony. Seek him.

Silas nods, just to get out of this conversation. Avram surprises him by pulling him into a tight hug.

EXT. WRAITHMORE- CITY WALLS -- NIGHT

Silas drives his car past the gate. Captain Aldridge and his guardsmen shake their heads.

FAT GUARDSMANThink we'll ever see him again?

LITTLE GUARDSMANOnly if he sticks in something's teeth.

INT. SILAS'S CAR -- NIGHT

Silas drives through the dark forest, clenching the wheel, white-knuckled. The cabin rattles and shakes.

A black-winged bat with five glowing eyes smacks against the windshield in a spatter of blood.

Not quiet dead, it glares at Silas and attempts to claw through the windshield glass with tiny, human-like hands. Silas winces in disgust. Then he hits a brass button on his dashboard.

A row of batteries in the backseat spark to life. The power chain arcs through a lighting rod to the outside of the car.

The black Ford ripples with blue streams of vivid lightning.

The bat-thing convulses and flies off the windshield, landing on the road in a smoking pile.

Still not dead, it crawls after the car.

CUT TO:

INT. SLEEPWATER ASYLUM - PADDED CELL -- NIGHT

Grace wakes up in a padded cell. Oh shit. She forces herself to be calm.

GRACEHello? Anyone?

19.

AVRAM (CONTD)

Her voice thinly echoes and dies amidst the sound of resonant concrete halls and dripping water.

She takes stock of what she has. Her cigarettes, a lighter, and her flask. She lights a cigarette, and waits.

CUT TO:

INT. SILASS CAR -- NIGHT

Silas drives away from the dying bat-thing. He is relieved for one instant...

And then a raccoon-like creature drops on his car from the trees. It attacks the windshield glass with a chunk of rock. Its skin is blistered and burned, crawling with dark, squirming grubs. It cackles madly.

Silas hits the button again, but the batteries are spent.

Silas swings his car back and forth trying to shake the creature. The Raccoon-thing rips the shotgun off the hood and throws it into the brush. It crawls to the roof, where it smashes into a roof-mounted mason jar filled with liquid.

The glass breaks and ignites, sweeping the Nightkind with a gust of flame. It screams as the fire knocks him into the road.

The night is again still. Silas dares to breathe easy.

And then WHUMP! Four dozen more raccoon-things fall out of the trees onto the car, screaming for his blood.

Silas winces. This is going to hurt.

INT. ASYLUM - PADDED CELL -- NIGHT

Grace finishes a cigarette and it joins two more on the floor by her feet. She hears footsteps echoing in the hallway outside, coming closer.

The deadbolt on the other side of the door opens with a shunk. The Faceless Man from the orchard stands in the doorway. He lifts one hand slowly and beckons her with a bloody finger.

GRACECan you... understand me?

The Faceless Man grabs Graces arm, leaving a bloody print on the white sleeve of her dress. He drags her down the hall.

20.

INT. SLEEPWATER ASYLUM - CORRIDOR -- NIGHT

Dying lights flicker from the industrial fixtures overhead. Empty, save for a handful of Faceless Men, which lurch along the halls, robots waiting for orders.

More twisted figures lurk in dark rooms, dimly revealed by faint glints of moonlight.

Grace scratches at the Faceless Man, her nails carve deep red grooves into his pale, clammy flesh. He doesn't react at all.

Down the hall, distant, a single room is illuminated. As they approach, Grace sees a sign labeling it as ELECTROSHOCK TREATMENT.

INT. SLEEPWATER ASYLUM - ELECTROSHOCK ROOM NIGHT

The ceiling is alive with wires connecting a gas generator to a wood and steel chair in the center of the room, a helmet hangs overhead.

A large window casts a pool of pale light across the concrete floor, marking it with the shadow of the window frame.

A girl sits regally on the electric chair. She wears a lacy black gown, her face covered by the brim of a tattered black hat. This is MILLICENT THE SEAMSTRESS (16).

MILLICENTGrace Goodhue. My god, what a face.

GRACEIf you want to sell apple juice. Do I know you?

MILLICENTMillicent Perdue. Were from the same town.

(mock offened)Sure, we ran in different crowds, but didn't the plight of my vanishing make the Gazette?

Grace shakes her head.

MILLICENT (CONTD)No. They don't talk of the vanished because they are cowards. Still, it means no one will come to interrupt our fun.

The Faceless man Man yanks Grace closer.

21.

GRACEAre you controlling this... gentleman?

MILLICENTI made this Gentleman. Do you like my handiwork?

GRACEOur taste in art may differ, Millicent.

MILLICENTMillicent is my old name. I go by "The Seamstress" now. He was bland and ordinary. I made him beautiful. You should have heard his whining before I sewed his mouth shut.

Grace looks to the Faceless Man. He doesn't react.

MILLICENT (CONTD)You're being very brave. Aren't you scared?

Grace considers that.

GRACETerrified. But I don't suppose screaming and begging for mercy will do much good.

MILLICENTSuch good manners. And you're quite right. Nothing will save.

GRACEWhy are you doing this?

Millicent chuckles, reclines in the electric chair like an indolent empress. She gestures out the window to the courtyard, where a dozen or so Faceless Men mill around.

MILLICENTSomeone else is coming. Something wonderful. He will reward me for my output.

Millicent gets to her feet. She dances around the ballroom with an imaginary partner, humming a classical waltz. The tattered remains of her evening gown flow around her.

22.

MILLICENT (CONTD)The Dark Lord comes from Europe on his black ship. When he arrives, all hell breaks loose. He'll make landfall in Wraithmore in a matter of days.

Millicent giggles with girlish glee.

MILLICENT (CONTD)A real prince is coming to our dreary shores. Just like a fairy tale. Still, I can't meet him, not with this face.

The clouds part outside, revealing the brightly shining Gyre.

MILLICENT (CONTD)The Gyre gives power, but like a selfish lover, it takes more than it offers.

Millicent takes off her hat and we finally get a good look at her homely face as she considers it in a broken mirror on the wall. It's lopsided, stitched on by delicate needlework.

A stitch pops, and Millicent's eyebrow slides to where her eyelid should be, revealing raw, bleeding flesh near her hairline. Grace gasps in horror.

MILLICENT (CONTD)My face... it just won't stay on any longer. All my stitches seem to fail. That's magic for you.

GRACE(suddenly realizing)

So you want to cut off mine... and sew it on to yours.

MILLICENTAren't you clever? Yes. It shouldn't be beyond me.

Millicent produces a tape measure, holds it up to Grace's cheek. Grace is terrified, she looks to the Faceless Man.

MILLICENT (CONTD)He won't help. He's an empty thing. He can't feel unless I let him.

GRACEI noticed. Why did you do that to their faces?

23.

Unseen by Millicent, Grace takes her flask and slips it into the man's jacket pocket, which begins to soak with moonshine.

MILLICENTIf my face isn't presentable, no one's--

Grace retrieves the flash, and sparks her lighter. The Faceless Man ignites like a a candle. He burns, but doesn't react.

Grace uses the remainder of the flask to splash fire onto Millicent's dress. It goes up like a torch. Millicent screams and fights the flames. The Faceless Man hurries forward, trying to help.

Millicent stares at Grace over the flames of her burning dress and skin.

MILLICENT (CONTD)Get her!

EXT. COUNTRYSIDE -- NIGHT

Silas drives, fighting off the last of the Nightkind. The asylum is the in the distance, a single light in the window.

INT. SLEEPWATER ASYLUM - CORRIDOR -- NIGHT

Grace runs past the other Faceless Men. One by one they perk up, as if alerted by remote control. They lunge, too slow, but Grace ducks them and gets to the door.

EXT. SLEEPWATER ASYLUM -- NIGHT

Grace runs out of the asylum doors, down the steps, into the roundabout in front.

Out of the frying pan, into the fire -- she screams as she turns to see HEADLIGHTS bearing down at her. She barely has time to fling her hands to her face.

The car screeches to a stop, inches from hitting her.

The headlights shut off, revealing Silas in the front seat. She looks at him, amazed.

GRACESilas? What are you doing here?

24.

SILASYou gave me a magazine once. What was it?

The Faceless Men are running towards them, still in the asylum, almost out.

SILAS (CONTD)You look like Grace - I have to be sure.

Grace considers the wisdom of that.

GRACEI'll tell you all about Photoplay later. If you don't let me in, it'll be a moot point.

Silas unlocks the door. She jumps in and they speed away.

The faceless men make it to the front steps, too late.

INT. SILAS'S CAR -- NIGHT

Grace looks back at the asylum as it recedes in the distance.

A Faceless Man appears on the side of the car, slamming his face into Grace's side window. Grace screams. Silas barely reacts.

SILASHold onto something.

Before Grace can react, Silas turns his car sharply, sending Grace slamming into the door panel.

EXT. SILAS'S CAR -- NIGHT

The move slams the faceless man into a tree, dislodging him.

INT. SILAS'S CAR -- NIGHT

Grace gets back in her seat.

GRACESeatbelt?

SILASI didn't think I'd ever have a passenger.

25.

She frowns.

SILAS (CONTD)Next time you get captured, give me more notice.

Silas trails off. He looks in his rearview mirror. A car is on his tail. A rusty HEARSE.

SILAS (CONTD)How can they drive? They don't have eyes.

INT. HEARSE -- NIGHT

A Faceless Man drives, his hat pushed back. He has his chin to his chest so he can keep the eyes atop his head fixed on the road.

EXT. ROAD -- NIGHT

The hearse is closing fast. A rusty AMBULANCE converges from another road.

It's filled with Millicent's Faceless Men.

INT. SILAS'S CAR -- NIGHT

Silas is running out of open road. Grace braces herself. Silas turns the wheel hard, turning into an open meadow.

EXT. MEADOW -- NIGHT

Silas drives through the meadow, taxing his shitty shocks.

The ambulance takes the turn too hard, it tumbles over, out of the chase.

The hearse fares better, tilting onto its left side wheels. For a moment it seems like it'll tip, but then the faceless man in the passenger seat grabs onto a tree. The momentum literally rips him in half.

The hearse plops back onto all four wheels.

INT. HEARSE -- NIGHT

The toes of the man's severed bottom half tap, still buckled in, refusing to die.

26.

The Faceless Man that's driving keeps his eyes fixed on the windshield.

EXT. MEADOW -- NIGHT

The Hearse gives chase. Silas's car is smaller and lighter. It begins to pull away.

INT. SILAS'S CAR -- NIGHT

The tires begin to spray mud in front of the headlights.

GRACESilas, I think we're coming to a--

SILASI see it.

They're approaching a river. Silas jams on the brakes. The car stops before hitting the water.

Silas hits reverse, but the wheels spin uselessly, bogged in the mud.

INT. SILAS'S CAR -- NIGHT

Silas reaches in the backseat, grabs two planks.

SILASThe wheels are stuck, I gotta brace them. Stay in the car.

EXT. SILAS'S CAR -- NIGHT

Silas jams a plank under his left tire. He goes to the right tire, then he hears an eerie chuckle behind him.

He turns, drawing his pistol, and looks to the water. A hoard of green eyes stare back at him.

The headlights illuminates a mound of wood in the water. A beaver dam, its former occupants now haunt the shores as Nightkind monsters.

As a swarm, they swim towards Silas. Their bodies are hairless, infested with boils, some growing extra limbs. Silas is torn between shooting and wedging the tires.

27.

The three fastest swimmers make it to him first. Silas knocks two away with the plank, but the third leaps on him, viciously tries to bite his face.

Silas drops the plank, pulls the Le Mat pistol. He attempts to get it between him and the Nightkind. The struggle knocks it out of his hand.

It lands just outside Grace's door. She looks to Silas, worried for him. She gets out and grabs the gun.

BANG.

The shot hits the Nightkind in the eye, inches from Silas's face. It drops to the mud, dead.

SILASYou can shoot?

GRACEI didn't know I could. I don't know how I did that.

She looks at the gun, amazed by her prowess.

SILASWell, don't stop!

Grace closes an eye and aims. She fires the remaining five shots.

Five more Nightkind die.

Silas wedges the other tire. They jump in the car.

He throws the car into reverse, crushing the Nightkind as he drives.

EXT. RIVERBANK -- NIGHT

Silas drives along the river. The hearse has caught up with the car.

SILASDo you know how to reload that thing?

GRACENo clue.

SILASHold the wheel.

28.

Grace grabs the wheel as Silas jams more bullets into the gun.

GRACEI don't know if I can shoot at a person.

SILASI don't know if that counts as a person. Or if bullets will stop him.

GRACEYou are not a reassuring presence.

EXT. COUNTRYSIDE -- NIGHT

The ambulance smashes into the back of Silas's car.

INT. SILAS'S CAR -- NIGHT

Silas looks back. His eyes fall on his battery array in the backseat. He gets an idea.

SILASI have a plan. Steer. Be ready to shoot.

He doesn't even wait for Grace. The car swerves before she grabs the wheel. Silas grabs a battery, yanks it free from the wiring. He makes an adjustment.

GRACEWhat are you going to do, give him a jump start?

SILASThe engine's already running. No, see there's hydrogen gas in the battery, and I--

GRACE(steadies pistol)

I get it.

Silas throws the battery out the window.

EXT. COUNTRYSIDE -- NIGHT

The battery lands in the dirt road. The hearse approaches...

29.

Grace aims the pistol out the window, bracing it on the frame. She hits the battery on her first shot.

The whole thing explodes, taking out the undercarriage of the hearse, which catches fire and careens into a tree.

INT. HEARSE -- NIGHT

The impact sends the Faceless Man careening through the windshield, towards the bumper of Silas's car.

EXT. COUNTRYSIDE -- NIGHT

The Faceless Man grips onto the bumper and begins climbing up the back. He smashes his face into the rear window like a battering ram.

The rear window cracks and then shatters.

INT. SILAS'S CAR -- NIGHT

The Faceless Man forces his head into the car. He tries to worm the rest of himself inside.

The hat is pushed back on his head. The stitches that bind his mouth closed are half-torn open, allowing the remains of his lips to work open and closed. His voice is rusty from disuse.

FACELESS MANTesla... Dark Lord fears Tesla.

His blue eyes swim, mad with pain. Meanwhile, he pounds on the remains of the back window with his fists.

GRACEI think he's trying to warn us. That's why Millicent sewed his mouth shut.

SILAS(swerves hard)

Then he should stop attacking my damn car.

FACELESS MANCan't control body... Don't let me kill you...

Silas nods to Grace to take the wheel, then spins in his seat and kicks the intruder full force in the face.

30.

EXT. COUNTRYSIDE -- NIGHT

The Facelesss Man tumbles off the back of the car, landing in a heap in the road.

He staggers to his feet... just in time to see Silas backing the car into him at considerable speed.

WHUMP!

The car pins the Faceless Man against the trunk of an old oak tree. The body struggles, pinned. The mouth is free to talk.

Silas and Grace get out of the car. Dawn is breaking over the hills. Shadowy creatures in the brush retreat from the thin light of morning.

The man talks even as his body fights, trying to get free.

FACELESS MANSeek Tesla's weapon. Last hope for us. For you. Let me die.

The man's body makes one final push and squirms free of the car, at the cost of most of his flesh.

Silas aims the zip gun. Grace looks away.

EXT. TREETOPS -- DAWN

A gunshot echoes through the treetops. Birds take flight.

EXT. CLEARING -- DAWN

The Faceless Man lies dead by the tree, next to his hat. It's flipped over to show a photograph in the inner lining. Grace picks up the picture, which shows shows the man in happier times, as a human, with wife and child.

Silas takes the photo from Grace, puts it back in the hat.

SILASSometimes it's better not to know.

INT. CLEARING -- SOON AFTER

The Faceless Man's hat is left nailed to a birch tree as a marker. Silas's Model T drives off in the distance.

31.

GRACE (PRE-LAP)...and she was controlling them all! Somehow...

INT. SILAS'S CAR -- DAY

Silas drives.

SILASAnything's possible.

They both look up at the Gyre which glows purple in the morning light, it's eerie tendrils grasping at nothing. Grace lights a cigarette, takes a few drags.

SILAS (CONTD)Not in the car--

She hands it to him. He takes a hit. He needs it.

GRACEDon't finish it, it's my last one. Do you think they'll follow us?

SILASUnless they can outrun a car, I think we're safe. For the moment.

(pause)Excuse me.

Silas pulls over, runs a discreet distance from the car, and throws up. Grace sneaks a look. Silas returns, looking embarrassed.

SILAS (CONTD)I-I'm sorry.

GRACEDon't be. It'd be weirder if you didn't feel something. You know, when you puke it's a perfect C.

(off his look)Musically, anyway.

SILASGood to know.

GRACEYou saved my life. Thank you. Going out into the night? That is the bravest thing I ever heard of.

Silas waves her off, embarrassed.

32.

SILASUh, your father promised a reward too.

Grace frowns at Silas's general lack of game.

GRACEYou are an odd fellow. I'm going to decide to find you charming.

She opens the glove box, struggles with a road map.

GRACE (CONTD)Where are we, anyway?

SILASNo clue. I've never been out this far. But we live by the Atlantic, we just need to head East.

GRACEBut what about Tesla?

SILASWhat about him? He's been missing since before the Crash.

GRACEWell, you heard the man.

SILASI'm suspicious of information that comes off of the top of a monster's head.

GRACEIt's not just him. The girl in the asylum--

SILASAnother credible source--

GRACEIf you'd heard her--

SILASI didn't--

GRACEA girl doesn't go to that much trouble for a dress without a place to wear it. So to speak.

Silas chews on that.

33.

GRACE (CONTD)There's something you're not telling me.

Silas considers lying, but as Grace stares at him, he can't.

SILASMy father mentioned him. He said he was at Harmony.

GRACEWho is Tesla?

SILASYou've never heard of him?

GRACEEasy, there. Not everyone knows everything.

SILASA mad scientist. A genius. They say he invented death rays, wireless power, radio control. My father worked for him in 1918. When I was a kid, he was my hero--

GRACESo it's utterly plausible that he invented the gadget that could stop whatever's coming.

Grace brandishes the map.

GRACE (CONTD)We're about here. Home is here. Harmony is there. Equal distance. If we can get home, we can get there.

SILASWe could get there. If everything goes right. If our fuel holds. If no one runs us off the road and shoots us. If Tesla's still there. If any of this is true. If.

GRACE(cheerful)

Great. Turn the car around.

SILASI'm dead tired. We'll be lucky to stay on the road.

34.

GRACEWe have to do this.

SILASNo we don't. And Im not doing it. For all we know this is just another trap from your evil Seamstress.

GRACEThen stop.

Silas looks at her confused, but her glare makes him stop the the car for real.

EXT. SILAS'S CAR -- DAY

Grace gets out of the car and begins walking in the opposite direction.

Silas drives after her.

SILASI see what you're trying to do.

GRACEI'm not trying to do anything. You can help me, or you can leave me to fend for myself. Which we both know you won't.

She keeps walking. Silas forces a smile.

SILASGrace. Pretty please with Maple sugar on top, get in the car. The wilds are dangerous.

GRACEIf you're offering me a ride to Harmony, I cheerfully accept.

Silas considers that.

SILASIt occurs to me that I'm bigger than you are.

GRACEDon't even think about grabbing me. I'll scream.

35.

SILASBut... who would even hear that?

GRACEOkay, fair point. But I'd hate you forever. Sorry, Silas, this is happening.

Silas nods, resigned.

SILASThe hell with it, I'm dragging you home.

GRACEDon't you dare.

He lunges at her. They wrestle. He gets the upper hand, she stomps on his foot.

His pistol goes flying out of his coat. They both look at it, then pointedly ignore it as they keep fighting, kicking up wildflowers and dirt in their melee.

SILASOw! You're biting me!

GRACEWe are going to Harmony!

She bites him again. Silas looks down at her cute, mad face. He sighs, realizing he's about to give in.

SILASGrace, you win--

But Grace doesn't hear this. They're interrupted by the sound of sirens on the horizon. They look up. They see three armored cars heading their way. The cars are marked as members of the Silver Springs Guardian Corps.

Grace and Silas freeze, mid-wrestle. Grace still has her teeth in Silas's arm.

GRACEWell, this is embarrassing.

The Guardsmen pull up. They pull Grace aside, draw their guns on Silas.

SILVER SPRINGS GUARDSMANMiss Goodhue, thank God we found you.

36.

EXT. COUNTRYSIDE -- DAY

Silas's car is being towed by one of the armored cars.

INT. LEAD ARMORED CAR -- DAY

Silas and Grace sit in the back.

SILASThanks for, uh, talking them out of shooting me.

GRACEShut up. I'm still mad at you.

The high walls of Silver Springs appear in the distance. The roads boast cheery signs:

Silver Springs Welcomes You! Home of the Silver Springs Casino and Amusement Parlor.

EXT. SILVER SPRINGS CITY WALLS -- DAY

The gates flung open, painted a cheery blue.

A welcoming committee is outside. A six-piece band plays "Happy Days are Here Again."

INT. LEAD ARMORED CAR -- DAY

Grace and Silas are surprised by the reception. The armored car maneuvers through the crowd and stops by a stage at the front. Silas whispers to Grace.

SILASDo you know anything about this place?

GRACEMy father trades here sometimes.

SILASAre there any towns where that's not true?

(she shakes her head)So we know nothing.

A Guardsman in the front seat turns back to Grace.

37.

SILVER SPRINGS GUARDSMANYour father sent word to be on the lookout. So the mayor put this together.

They get out of the car. A very distinguished OLDER GENTLEMAN steps forward. Grace approaches.

GRACEYour honor, this is too kind.

OLDER GENTLEMANI'm not the mayor, he is.

JEREMIAH CROWHURST steps forward. Strikingly young at 22. Tall, blond, and handsome.

JEREMIAHI'm afraid I have that honor.

Grace can't help but check him out, a fact that Silas notices jealously. Grace notices the jealousy and smiles.

SILASMayor? Hell, how old are you?

GRACEAnd how tall are you? Uh, what he means to say is--

JEREMIAHIt's a fair question. I am young. These are times for youth. Silver Springs is honored to welcome you, Miss Goodhue.

(noticing Silas)And the bold adventurer who set out after the fair maid.

SILASUh, yes.

JEREMIAHYour steed has taken some battle damage. I'll send it to the motorpool. In the interim, let me show you around our humble city.

Grace glances at Silas, who's totally not into it.

GRACEWe'd love to.

38.

They follow Jeremiah to his car, parked nearby. It's impressive.

SILASIs that '24 Phaeton?

JEREMIAH(shrugs apologetically)

I was born with a silver spoon in my mouth, I'm ashamed to admit.

Silas looks at the car with pure love. Grace pokes him.

GRACECome on, you'll stare the paint off.

EXT. SILVER SPRINGS - MAIN STREET -- DAY

The Phaeton touring car cruises the silver-painted streets. Pedestrians eagerly wave to Jeremiah.

GRACEThey really seem to love you.

JEREMIAH(blushing)

My father was the mayor before me. He died in the Crash. In the aftermath, I showed a small knack for organizing. I've been embarrassingly over-rewarded since.

GRACEFalse modesty doesn't suit you.

JEREMIAHPerhaps your charms will make me bolder.

They laugh, a plummy aristocratic laugh. Silas sulks in the backseat, just fucking dying.

The car passes by a tall cathedral. A regal casino sits in the distance.

JEREMIAH (CONTD)In happier times, our casino and our race track were the pride of the state. Not much cause for tourism these days.

39.

GRACEDid any horses survive?

JEREMIAHNone that you'd want to ride.

GRACEAwwww.

A BUSTY WOMAN emerges from a shop and runs to greet the mayor.

BUSTY WOMANMayor Crowhurst, I need your help! My neighbor thinks she can park her damn cart anywhere.

The woman glares at her neighbor and cart. The neighbor glares back.

JEREMIAHDuty calls. Excuse me.

Jeremiah goes off to mediate between the two of them.

GRACEThis is a fun town.

Silas grunts, and heads off towards the cathedral. Grace shakes her head and follows after him. As Silas enters the building, Grace looks up to the bell tower. No bell.

INT. SILVER SPRINGS CATHEDRAL -- DAY

Grace catches up to Silas in the pews.

GRACESilas, you're being a pill and I'd love it if you'd stop.

SILASMaybe I'm not as taken with boy wonder as you are.

GRACEOh, stop sulking.

SILASI need to sleep, if we're going to hit the road.

40.

GRACEMaybe you won't have to. The city guard here has more firepower than you do.

SILASYou figure it out with his honor. I'm going to sleep.

GRACEThe church bell's not likely to wake you.

(off his look)Didn't you notice? It's not there.

SILASNo. I didn't.

GRACEProbably gets in the way of all the gambling and carousing. Or they melted it down for their wall.

Silas points to a bell-shaped object covered by a sheet in the back of the church.

SILASThen what's that?

GRACEYou are such a know-it-all. But you raise a good point.

Grace goes to the bell, knocks on it. It makes a soft chime. She sings along.

GRACE (CONTD)Laaaa... that's an A sharp.

SILASAnd I'm the know it all.

GRACEOh stuff it.

JEREMIAH (O.S.)Grace? Silas? You in here?

GRACECome on, do be nice.

41.

INT. CATHEDRAL -- DAY

Silas and Grace meet Jeremiah in the lobby of the Cathedral.

GRACEHow did you resolve that gripping dispute?

JEREMIAHI had them both shot.

They look at him shocked. He chuckles.

JEREMIAH (CONTD)No, not really. I had to cite section 406 of the municipal code.

Grace laughs. Silas doesn't. Silas looks from Grace to Jeremiah to Grace. They make a cute couple.

GRACEShall we visit the casino then? It'd be a nice change of pace from all this holiness.

JEREMIAHYour wish is my command.

EXT. CATHEDRAL -- DAY

Jeremiah holds the door for Grace.

JEREMIAHI must ask: what happened to you out in the wilds?

Grace hesitates. Silas shakes his head no. She does it anway.

GRACEThe short answer? I was abducted by the servitor creatures of an Outcast who styled herself "the Seamstress." She believes a Dark Lord is coming.

Jeremiah takes that in. He nods slowly.

GRACE (CONTD)Do you... believe me?

JEREMIAHOf course I do. You don't seem like the hysterical type.

42.

Grace shoots a pointed look at Silas before smiling at Jeremiah.

JEREMIAH (CONTD)The Outcasts have been more bold, more vicious, more violent. It's an extraordinary claim, but it needs to be investigated.

GRACEShall we discuss over lunch?

Silas can't take any more.

SILASI'm beat. I'm going... well anywhere.

JEREMIAHSuit yourself. Charge anything you want to my office.

Jeremiah and Grace go off, talking intently. Silas looks after them, unhappy.

INT. VIP DINING ROOM -- DAY

The casino manager leads Jeremiah and Grace to the dining room.

MANAGERThe kitchen isn't what it used to be, but we can still scare up a decent chicken a la king.

He leaves.

GRACEYou know how to show a girl a good time.

JEREMIAHThis? This is me on an off day. But if we can talk about more regrettably serious matters...

GRACEOf course. It began yesterday. I was out in my father's orchard...

CUT TO:

43.

EXT. SILVER SPRINGS -- DAY

Silas walks the streets hating everyone.

VOICE OF THE GYREKill him. Take the girl. Kill them all. Turn the silver streets red.

Silas approaches...

EXT. SILVER SPRINGS MOTOR POOL -- DAY

A large garage near the city walls.

INT. MOTORPOOL -- DAY

Silas sees his car on the risers. To his incredible relief, it's in good shape. A mechanic, FLYNN (50s), drops in a new rear window. He's a one-eyed Irishman with a limp, a scowl, and an ever-present cheroot cigar.

SILASYou do good work.

FLYNNI can say the same to you, lad. You did this all yourself? From salvage?

SILASYeah.

FLYNNNice job. You can't weld worth a damn though.

SILASSays you. I'll have you know--

FLYNNBoyo, I been working on cars since before you were a load in your old man's balls. Now shut up if you want to learn something.

Silas thinks about that.

SILASYou're right. I'd love to see.

FLYNNSmart lad. Grab that torch.

44.

As they weld.

FLYNN (CONTD)Hizzoner the mayor said no rush. Probably wants more time with your lady.

SILASShe's not--

FLYNNI figured I'd bump you up the list. You've got a real special gal riding with you. You're a lucky lad. Sharing a car with Little Gracie herself.

SILASYes, she's a real princess. With all the associated difficulties.

FLYNNWhyd you rescue this pretty girl if youre just going to be a cad to her?

SILASI dunno. Out in the woods, I thought... well. But seeing her with Crowhurst I realized she's not for the likes of me.

Flynn shakes his head, annoyed.

FLYNNThat's loser talk. Come here, I'll show you something.

INT. MOTORPOOL - FLYNN'S OFFICE -- DAY

The office is a shrine to Little Gracie. Posters. Bottles. Cardboard standees. Miscellaneous crap. Flynn has a problem.

SILASUh...

FLYNNI know I'm little odd, lad, but she reminds me of my own dear sweet daughter, now gone from this wicked old Earth.

45.

SILASThe Crash?

FLYNNNay. The Spanish Flu in '16. People died before the Nightkind, don't forget.

SILASSo you're saying I should go apologize to her?

FLYNNWell I hadn't yet, but yes. Go. Take flowers.

SILASI really hate flowers.

FLYNNMake the effort, boyo. Or instead of riding with you--

SILASShe'll be riding the Mayor.

Flynn slaps his face.

FLYNNDon't you be disrespecting a lady.

INT. DINING ROOM -- DAY

Grace concludes her tale. Jeremiah gets up to pour some wine.

JEREMIAHThat's quite a story. I'll have the city guard destroy this Seamstress and all her spawn. You were lucky to escape.

GRACEIt was Silas mostly. Actually, you ought to ask him about Tesla.

JEREMIAHThe lost inventor? What of him?

GRACEDidn't I mention? Oh yes, apparently she's quite keen on finding him.

46.

Jeremiah, back still turned, processes this.

JEREMIAHMillicent told you about Tesla? Does she know where he is?

GRACEMillicent? Did I mention her name?

JEREMIAHWhy I'm sure you must have...

Jeremiah turns around. Grace is already gone.

INT. SILVER SPRINGS CASINO -- DAY

Silas wanders the halls holding a bouquet of flowers. He passes through a set of red swinging doors. He bumps into Grace as she hurries down the hall.

She smiles, very relieved to see him.

SILASGrace, I'm sorry. I've been acting like a--

GRACESilas, something is wrong here.

Silas drops the flowers, pulls out his guns.

SILASOkay then.

He hands her the Le Mat, keeping the zip gun for himself.

Jeremiah comes around the corner, smiling strangely. His eyes glow silver. He smiles wider when he sees Silas.

His face cracks open. The crown of his head tilts back like it's on a hinge, and eight shiny quills emerge from his mouth like the tips of bullets.

The tips push outwards, growing to become eight chitinous silver appendages, like the jointed legs of a deep sea crustacean. They extend to eight feet.

Silas gestures for Grace to run. She flees through the swinging doors. Silas readies his pistol.

The weight of the mouth-legs causes Jeremiah to tip forward, bracing himself on two of the legs like a wolf spider.

47.

The silver legs are marked with a thousand tiny mouths, each a replica of Jeremiah's smile.

When Jeremiah speaks next, the mouths all speak as one, causing his voice to buzz and echo in the corridor.

JEREMIAHTell me where to find Tesla and I'll kill you slow.

SILAS(aiming)

Not much of a threat.

JEREMIAHThen I'll keep you alive and lay eggs in you.

Silas shoots at Jeremiah. Jeremiah deflects the shot with a casual flick of one of his mouth-legs.

In return, he uses two of his other mouth-legs to pick up a vase in the hallway. He throws it into Silas, hitting Silas square in the chest. Silas loses hold of his zip gun and crashes back through the swinging doors.

INT. THEATER FOYER -- CONTINUOUS

Grace helps Silas to his feet.

SILASTell me you didn't kiss him.

GRACEI'm about to.

She shoots four shots through the swinging doors. A long pause.

One of Jeremiah's silver mouth-legs pushes open the door. Jeremiah extends his hand and dumps Grace's four slugs to the carpet.

Jeremiah uses his mouth-legs to pick up a steel maid's cart and throw it at her.

Silas pushes her out of the way, but he gets hit with the cart, and he goes rolling on it, into the theater.

Jeremiah advances on Grace. His mouth-legs knock the pistol out of her hand.

48.

JEREMIAHLast chance to tell me. When the hunger is on me, I cannot stop.

INT. THEATER --CONTINUOUS

Empty and dimly lit. Rows of chairs on a floor that slants downwards towards the stage.

The cart picks up momentum as it hurls Silas towards the orchestra pit. It crashes into the stage sending Silas flying.

He lands on the piano keyboard, sounding a jangled chord.

INT. THEATER FOYER -- CONTINUOUS

Jeremiah stops in his tracks, arrested by the echo of the chord. He puts his hands to his ears in agony.

The mouth-legs scream as they retreat back into Jeremiah's body.

GRACESilas, do that again!

SILAS (O.S.)The piano?

Off-Screen - another chord as Silas jams down on random keys.

Nothing happens. Jeremiah steadies himself. His mouth-legs squirm back out of his stretched and tortured lips.

GRACE(remembering)

...the bell. Silas, hit A sharp!

INT. THEATER -- CONTINUOUS

Silas looks at the piano. No idea.

GRACE (O.S.)He hid the bell because of the tone! Fifth black key from the left!

Silas counts and hits the key. The note sounds sharp and clear.

49.

INT. THEATER FOYER -- CONTINUOUS

Jeremiah screams in pain. The mouth-legs retract and he falls to his knees. Grace recovers her pistol.

GRACEHe's not much of a pianist, but his song seems to have moved you.

JEREMIAHHow did you know?

GRACENevermind that.

INT. THEATER FOYER -- DAY

Grace leads Jeremiah into the theater at gunpoint. She stands at the top of the aisleway, and has Jeremiah stop midway between her and the piano.

Jeremiah glares at her, his eyes glowing a furious silver.

GRACEMake your face normal again.

The mouth-legs retract. Jeremiah's eyes remain silver.

GRACE (CONTD)The eyes too.

JEREMIAHI can't. I'm too goddamn angry.

GRACEI can relate. How did you know we were coming?

Jeremiah hesitates. Grace nods at Silas, who strikes the piano key again. Jeremiah screams.

JEREMIAHI knew you were coming when I felt my sister's wrath at your escape.

GRACEWhat are you?

JEREMIAHThe improvement of man. I was blessed by the Gyre in the crash when I killed my false human father.

50.

SILASWait, the Seamstress is your sister?

JEREMIAHAll blessed by the Gyre are kin. I would surpass her in our true father's eyes.

GRACEThe Dark Lord?

Jeremiah raises an eyebrow, but says nothing.

GRACE (CONTD)The next A sharp is ten keys up. Let's see what that does.

JEREMIAHThe Dark Lord is one of his names.

Grace shoots Silas an "I told you so" look. Silas shrugs, when she's right, she's right.

JEREMIAH (CONTD)The dark father bade me to rule here, to see how easy your kind were to domesticate. It's very easy.

SILASHe's coming to Wraithmore? When?

JEREMIAHA day. An hour. A year. It doesn't matter. His ascendancy is written in the stars.

SILASYour interest in Tesla suggests otherwise. Why?

Jeremiah mimes locking his lips and throwing away the key.

Silas hits the 10th black key from the left. The sharp note echoes through the theater.

Jeremiah screams.

His legs burst forth from his mouth, spinning like propellers, ripping up the theater seats.

51.

Seats go flying, ripped up from their moorings. One strikes Grace, knocking her off balance. Another lands in the open piano, severing the strings.

Silas hits a key. Nothing. Uh oh.

Jeremiah charges down the aisle towards Silas. Silas jumps on the stage and vaults over Jeremiah, running to Grace.

Jeremiah's head pivots 180 degrees on his neck. Then his body twists around as well. He chases after them.

Silas grabs Grace's hand. They flee through the fire escape to the side.

EXT. CASINO -- DAY

Silas and Grace emerge from the shadowy theater into the blinding light of day.

An angry mob has formed. They spot Silas and Grace.

OLDER GENTLEMANWhat's going on? What have you done to the Mayor?

Jeremiah Crowhurst emerges from the theater, looking human. His clothes are torn, his eyes still shine silver.

JEREMIAHThe Gyre has them. Take them down.

GRACEHe's lying! Look at his eyes.

The mob hesitates. Jeremiah pulls a mirror from his pocket and feigns shock.

JEREMIAHWhat have you done?

GRACEHe's a monster! Look in his mouth! He's being controlled by a creature.

JEREMIAHThe desperate will say anything to avoid justice. Kill them.

52.

The mob advances. It looks like the end of Silas and Grace. A leg emerges from Jeremiah's mouth and straightens the forelock of his hair. The mob is too focused on killing the kids to see.

But then Flynn Dolan pushes through the crowd, holding a shotgun. He aims it at Jeremiah.

FLYNNI believe you, Little Gracie!

Flynn pulls the trigger. The shotgun booms, taking off the top half of Jeremiah's skull, revealing the silver-legged creature nested therein.

Its legs unfurl like the tendrils of an anemone. The crowd reacts in shock and horror.

FLYNN (CONTD)There. There's our bloody mayor!

The silver creature springs from Jeremiah's skull even as Jeremiah's body crumples. The silver creature takes part of Jeremiah's spine and brainstem as it leaps.

The creature lands on Flynn, piercing Flynn's chest, before shuddering and dying in a heap of carapace and goo.

Grace runs to Flynn's side. He's dying.

FLYNN (CONTD)God, you're beautiful... you have to run. They won't want you telling this tale.

Flynn dies in Grace's arms, a happy man.

The mob murmurs, angry and confused. They set their sights on Grace.

BUSTY WOMANWhat did you do?

The crowd advances, angry beyond reason. Silas grabs the shotgun from Flynn's hands.

GRACESilas, there are children...

He looks. She's right. There are children in the mob, more look on from afar, watching their parents.

SILASGreat they can watch us die.

53.

Grace hesitates, finds her courage.

GRACENo. They're better than that.

She stares down the mob.

GRACE (CONTD)You're good people. If that thing tricked you, it shows how dangerous the Outcasts are. But that was nothing compared to the darkness that's coming to our shores. We're going to stop it or die trying. If you let us.

The mob hesitates, unsure of what to do. Grace takes Silas by the hand and they confidently walk away.

They wait until they're around the corner to break into a frantic run.

INT. SILVER SPRINGS MOTORPOOL -- DAY

Silas readies the car. It's complete, in great shape. He starts the engine and it purrs.

Grace takes a moment to look at Flynn's shrine to little Gracie.

SILASHurry, let's not push our luck.

EXT. SILVER SPRINGS CITY WALLS -- DAY

Silas and Grace are allowed to drive out of the city. It's late afternoon by now.

INT. SILAS'S CAR -- DAY

Silas drives down a dirt road. Grace buckles her seatbelt, but remains shocked by what she's seen.

SILASWe should get to Harmony before nightfall. Barring anything crazy happening.

GRACEBut that's just it. Did you see that thing? They can look like us.

54.

(MORE)

They have magic. They could do anything.

Grace is freaking out. Silas looks at her, uncomfortable with this side of her.

SILASLook, are we dead?

GRACEI've told you before, your comforting really needs some work.

SILASLook at it this way. If they could just wish us dead, they would. But here we stand.

GRACEAnd?

SILASThen it means they have limits. We can beat them if we're careful.

GRACEThat's actually reassuring.

SILASI thought the mob had us for sure. How did you know that would work?

GRACE Youve got to believe in some goodness in people, Silas. If they are all monsters why dont we just quit now?

Silas chews on that.

SILASIt's easy for you to say. Everyone loves you.

GRACEEveryone?

SILASUm... so you're not mad at me?

GRACESilas, we're friends. We had a fight. That's to be expected. I'm sorry I made you so jealous.

55.

GRACE (CONTD)

SILASYou knew? But... why?

Grace looks at Silas exasperated.

GRACEAm I the first girl you've ever talked to?

SILAS(has to think about it)

No.

GRACE(smiles)

Pull over.

SILASWhy? We're burning daylight?

GRACEIt won't take long.

He does. She leans over and kisses him hard on the mouth.

SILASI... um... what?

GRACEYou didn't look that surprised when the legs popped out of Crowhurst's mouth.

Grace laughs and snuggles up against him.

GRACE (CONTD)Let me sleep for a bit. I'll take a turn at the wheel in a couple hours.

Silas continues driving, still stunned. He looks at Grace as she rests, her eyes closed. He reaches out to touch her hair, but he pulls back, uncertain.

GRACE (CONTD)(eyes still closed)

Oh, go ahead. I'm not made of glass.

Silas strokes her hair as he drives. He looks up at the Gyre. It shimmers, but for once Silas doesn't hear the voice. He smiles.

56.

EXT. COUNTRYSIDE NEAR SILVER SPRINGS -- DAY

The town of Silver Springs sits in the far distance, on the horizon, still safe and prosperous. Three Guardsmen cars burn in the foreground, upside-down.

Five dead Guardsmen lie strewn in a field thick with Millicent's Faceless Men.

Millicent stands in the shade of a truck, interrogating the lone surviving Guardsman.

The Guardsman is held on his knees by two Faceless Men. He can't bear to look upon Millicent's face, which is even more horrible than before. Her skin is blackened and peeling thanks to Grace's fire attack.

MILLICENTI ask again. Where are they?

One of the Faceless Men holds up a bottle of Goodhue Orchards Apple Juice.

GUARDSMANThey left! They headed west!

MILLICENTWhen? Be very specific.

One of the Faceless Men breaks the Guardsman's fingers. He screams.

GUARDSMAN3 PM. It was 3!

Millicent motions. One of the Faceless Men opens a map.

MILLICENTSo... a '29 Model T Ford leaves town at 3 PM due west. This is rather like a word problem in school.

The Guardsman sobs as the Faceless Men surround him and begin clubbing him to death with their arms and fists.

Millicent draws a circle around the town, estimating a driving range on the map. She ignores the Guardsman's dying screams.

MILLICENT (CONTD)The only place they could reach by Nightfall is...

57.

She turns to her men, their blank faces wet with the blood of the now-dead Guardsmen.

MILLICENT (CONTD)Saddle up boys, we're going to Harmony.

INT. SILASS CAR -- DAY

Grace wakes up, still hugging Silas. She smacks her lips, her mouth dry. It's late in the day. Afternoon is about to give way to nightfall.

GRACEHow long have I been out?

SILASA while.

She looks out the window.

EXT. TOWN OF HARMONY --DUSK

A quiet fishing village with long docks guarded by a seawall. A genuine castle looms over the town, a dark blot of granite on a high cliff. A airship moored to the highest spire.

INT. SILAS'S CAR -- DUSK

They approach the city walls.

GRACEWe're here? You were supposed to wake me.

SILASYou were hugging me. I'm not made of stone.

EXT. HARMONY GATES -- DUSK

Silas's car pulls up as the local guard gets ready to shut down for the night. The HARMONY GUARDSMEN are surprised to see them. One is LITTLE, one is FAT.

Silas pulls up to the gates and rolls down his window.

FAT HARMONY GUARDSMANWhere the hell have you two come from?

58.

Grace smiles at him, tired and worse for wear.

GRACEIt's a long story...

Just then things are interrupted by a brass band and a funeral procession.

A flatbed truck leads the grim parade, African American jazz musicians play somber brass. Black cars follow. Finally, a flame-red 1922 Rolls-Royce silver ghost Limousine brings up the tail, driven by a chauffeur in one compartment, and a rich, fat man in the back.

GRACE (CONTD)Who died?

LITTLE HARMONY GUARDSMANMr. Harmony's parrot.

SILASOh. Does this happen a lot?

LITTLE HARMONY GUARDSMANMore than I'd like.

INT. ROLLS ROYCE SILVER GHOST -- NIGHT

JOHN HARMONY (50's) carries a dead parrot on a pillow. He addresses the crowd.

HARMONYNo tears, friends. Let us not mourn dear Rosebud's death, rather celebrate his life.

The dry-eyed townsfolk nod at him from the sidewalk with weary patience.

Harmony spots Silas and Grace in the crowd. The car stops in front of the them.

HARMONY (CONTD)Visitors? I love visitors! From whence do you come?

GRACEWraithmore. I'm Grace Goodhue, he's Silas Falconer.

HARMONY(perking up)

A celebrity in our midst!

59.

He gets out of the car and walks up to Grace... then past her to Silas.

HARMONY (CONTD)Are you... Avram Falconers son?

Silas nods. Grace smiles, letting Silas have his moment.

HARMONY (CONTD)Tesla will be so pleased. Your father was one of his most brilliant and storied collaborators.

SILASReally? Huh.

Grace elbows him.

GRACESo Tesla is here? We've come a long way to see him.

HARMONYThen you must!

EXT. STREETS OF HARMONY -- NIGHT

Silas and Grace are in the Ford. They follow Harmony's Rolls-Royce limo.

EXT. ROAD OUTSIDE HARMONY CASTLE -- NIGHT

The Rolls-Royce and the Ford reach the castle gates. The dying light illuminates a "No Trespassing" sign. The gates open and they drive in.

INT. SILAS'S CAR -- NIGHT

GRACEHe seems nice. A little eccentric, but nice.

SILASSure.

GRACEWere bringing our guns, right?

SILASOh yeah.

60.

EXT. HARMONY CASTLE GROUNDS -- NIGHT

Silas and Grace drive past a garden menagerie. The cages filled with long-dead monkeys.

The ruins of a garden, overgrown and tangled. A GROUNDSKEEPER hacks at a dead tree with a gas chainsaw.

EXT. FRONT OF CASTLE -- NIGHT

Silas parks next to Harmony's limo in the courtyard. He notes a green Pierce-Arrow sedan. Harmony gets out of the car and joins them.

HARMONY(re: the Pierce-Arrow)

That's Tesla's car. An experiment in electric vehicles.

SILASDoes it work?

HARMONYNot yet. He moved onto the shortwave radio improvements, then the zeppelin, and now I've quite lost track. Anyway, I have much to show you!

(to Chauffuer)Do tell Rolly to dig a hole for dear Rosebud.

The Chauffeur nods, and takes the dead parrot off to the Groundskeeper.

INT. HARMONY CASTLE -- NIGHT

Silas, Grace and Harmony enter a hall of arches, each arch a different color, feel, and vintage than the bulk of the castle.

HARMONYIn my youth, I toured Europe. I fell in love with the castles. What I could buy, I shipped back here. This arch was from a Carolignian crypt.

An inscription on the arch.

"If you want to find the secrets of the universe, think in terms of energy, frequency and vibration."

61.

SILASThat's from Tesla's autobiography.

HARMONYWise words. Of course, that was done before he came to live here.

They walk under a series of looted arches: Roman, Turkish, Transylvanian. Each engraved with a Tesla quote.

Everything is the Light. In one of its rays is the fate of nations.

HARMONY (CONTD)The end result is a bit of a Frankenstein's monster... but I call it home.

And remember: no one man that existed did not die.

INT. DINING ROOM -- NIGHT

Harmony leads them to a dining room. Uniformed maids arrange dinner. There's an organ in the corner.

Grace goes to the organ and plays a few bars of "Let's Misbehave," pointedly hitting A sharp hard.

Harmony claps, delighted.

HARMONYOh, I love music. Would that I were as musical as my name.

GRACESo he's okay, right?

SILASAnything's possible.

GRACEHow do you sleep at night?

SILASReady for death.

Grace sighs. They take their seats at the table.

Harmony goes to an intercom panel.

HARMONYBivens, see if Mother will join us.

62.

Harmony takes a seat at the head of the table.

SILASWill Dr. Tesla be joining us?

HARMONYI doubt it, He keeps his own hours, awash in the waking dreams of his research.

Silas is disappointed.

GRACEShould I be jealous?

CUT TO:

INT. DINING ROOM -- NIGHT

Silas, Grace, and Harmony eat.

HARMONYMusic affects the Outcasts? How interesting.

GRACEBut why would that be so?

Harmony looks out the window at the Gyre.

HARMONYTesla believes the Gyre creates a wireless power. Animals and the outcasts receive it, and are changed. Given that, any interruption to that signal would diminish them, and it may be that music is that thing.

(realizes)Earlier, you were playing the organ to see if I'd be affected. Clever children. No, I'm depressingly ordinary.

A footman appears pushing a on old woman in a wheelchair. The woman is long dead, practically mummified.

HARMONY (CONTD)Hello, mother!

He gets up, goes to the wheelchair and kisses her on her head. Silas looks up, and then goes back to eating.

63.

GRACE(whisper)

Silas, she's dead.

SILASSo what? He's not trying to kill us and I'm hungry. Don't ruin this.

Harmony rejoins them.

HARMONYMother is not at her best. I should let her sleep, but I just love her so.

Grace glances outside. The Groundskeeper digs a hole for Rosebud the parrot. She's about to say something. Silas kicks her under the table.

HARMONY (CONTD)Your findings intrigue me. Tesla must be told.

INT. HARMONY CASTLE -- NIGHT

They climb the stairs to the lab, footfalls echoing. Harmony leads the way.

Silas readies his shotgun under his jacket.

GRACEDo you reckon that Tesla's "sleeping" as well?

SILASI'm prepared for anything.

They come to a heavy wooden door. Harmony knocks. No answer. He opens the door.

INT. TESLA'S LABORATORY -- NIGHT

Silas, Grace and Harmony enter the lab. Tools on one wall, chemicals on the other. A long horseshoe-shaped work bench in the middle. The space is littered with electromagnets, Farraday cages, tesla coils, etc.

A desk at the back, near a window. It's occupied. The sitter has it swiveled away from them, contemplating the Gyre through the window.

64.

HARMONYDr. Tesla, I'm sorry to bother you, but--

The chair swivels around. But the man in the chair isn't Tesla. Nor a man. It's Millicent.

Two Faceless men emerge from hiding places in the lab.

MILLICENTHello, darlings.

Silas and Grace pull their guns. Millicent presses a button on a desk. A column-like electromagnet in the center of the lab sparks to life and pulls the guns out of their hands. They hit the magnet with a loud clang.

HARMONYWhat is the meaning of this?

A Faceless Man grabs him and snaps his neck. Grace and Silas get back to back.

MILLICENTDon't look so surprised, Grace. I stole you from your father's orchard, didn't I?

Silas interposes himself between Grace and Millicent. Millicent eyes him approvingly.

MILLICENT (CONTD)I like the look of you. What size hat do you wear?

Grace whistles an A sharp and the faceless men all wince and stumble. One walks into a wall. They recover, through force of will, but are slowed.

MILLICENT (CONTD)You've found my weakness. Oh dearie me, whatever shall I do?

Millicent brushes back her hair, revealing ear protection.

MILLICENT (CONTD)The Dark Lord draws nigh. And with him all our power increases. Now tell me, where is Tesla?

SILASLong gone.

65.

MILLICENTPossible. I'll pull the truth out of you one way or the other. My men have the castle. We'll find him. And now I'll have your face...

(to Silas)And your body.

She waves a hand. The Faceless Men back away, barring the door. Silas and Grace are surrounded. They back up to the horseshoe-shaped work bench.

MILLICENT (CONTD)I never showed you how I make my projects, did I?

Silas looks to the wall of lab equipment for a serviceable weapon.

MILLICENT (CONTD)You want to stop me, don't you? You want to attack me and save your lady. What's stopping you?

Silas considers that. Oh shit. The Gyre outside pulses. A low shriek begins to fill Silas's head.

VOICE OF THE GYRE (V.O.)Obey. Obey. Obey.

Silas puts his hands to his head. Grace looks at him, frozen in fear.

MILLICENTYou have the darkness in you. I sensed it the moment we met. I can make it louder.

She begins to hum. The melody echoes in Silas's head, impossibly loud, an atonal shriek. He reaches for a ball peen hammer on the desk.

MILLICENT (CONTD)You've heard the Gyre whisper, I'm sure. Have you heard it scream?

VOICE OF THE GYRE (V.O.)KILL THE GIRL.

Silas reaches for the hammer, his hands trembling. He glares at Millicent, at the Gyre, grabs the hammer. He stares at Millicent defiantly. She's surprised when he advances on her.

66.

SILASNo.

Glass shatters. Grace has shattered a beaker from the workbench. She wields it like a dagger, slashing at Silas.

Silas leaps back, but not quick enough. A red stain spreads on his shirt. Grace advances, her movements jerky, like the movements of the Faceless Men.

Her blue eyes are wide with horror, streaming with tears. She slashes at Silas again and again, backing him up to a door that leads to the widow's walk outside.

GRACEI... I'm trying to fight her...

Grace struggles. Hesitates. Silas has the hammer, but he can't hit Grace.

Millicent's face knits in exertion. A stream of blood trickles from her nose.

Grace slashes at Silas again. The Faceless men close in, cutting off any route of escape. Millicent laughs as Grace continues to attack, Silas continues to duck.

MILLICENTWhat a countenance. I'm going to look beautiful when I'm angry.

Grace struggles harder. She points the bottle at her own face.

MILLICENT (CONTD)You'd cut of your nose to spite my face? Rude.

She gestures. One of the Faceless Men grabs Grace, taking the bottle away. Another grabs Silas and lifts him in the air.

MILLICENT (CONTD)If you won't play along, there's no room for you in the clubhouse.

The Faceless Man throws Silas over the widow's walk.

EXT. HARMONY CASTLE -- NIGHT

Silas screams as he goes over the edge. His limbs flail as he falls to earth. The tower and the blimp moored above it recede as he plummets.

67.

He falls past the castle, past the cliff, hurtles towards the shallow sea and the sharp, jagged rocks.

INT. LABORATORY -- NIGHT

Grace pulls away from the Faceless Men to run to the window, choking out a sob.

MILLICENTAnd so the young hero fell from the tower, blinded by the thorns below. Dashed bad luck, old girl.

Millicent hums again, compelling Grace to back away from the edge.

MILLICENT (CONTD)It'll get easier. Cheer up, I was going to take your face, but now I see I can use your body as well.

Millicent rises from the chair. Grace's body shambles after her. Grace cries silently, numb, too wracked to fight. Millicent addresses her Faceless Men.

MILLICENT (CONTD)Tear this place apart until you find Tesla. Round up the servants. Don't kill anyone until we know who can start the blimp.

She chuckles, and caresses Grace's cheek with a long-nailed, charred finger.

MILLICENT (CONTD)We have a long night ahead of us. I'll have to harvest you on the flight.

EXT. UNDER THE SEA -- NIGHT

Silas hits the sea with a crash, inches from some jagged rocks. He sinks in the water, deeper, deeper deeper. Oddly, the Gyre in the sky remains perfectly visible through the darkness and the waves.

EXT. OCEAN -- NIGHT

Silas emerges from the water, gasping for breath, one eye red with burst blood vessels. He glares up at the Gyre.

68.

SILASThat all you got?

He's about 60 feet from the shore. He spots a storm drain set into the cliff under the castle. He swims to it.

INT. STORM DRAIN -- NIGHT

Silas swims to the drain, which houses a concrete sewage junction. He climbs a steel ladder set in the concrete wall to a manhole in the ceiling above.

EXT. HARMONY CASTLE - COURTYARD -- NIGHT

Silas emerges to the castle grounds. Faceless Men prowl the grounds, lurk by the windows of the castle. He sees Grace through a second floor window, alive, traumatized. He's incredibly relieved.

Silas lays low, hiding in the shadows. He realizes he's not alone. He's very close to a tall, hatted figure lurking in the shadows. He jumps startled.

TESLADon't, I still have my face.

SILASYou're Nikola Tesla.

NIKOLA TESLA is an 78-year-old man, reassuringly human. Tall, knife-lean elegant, dressed in an evening gown. He speaks with a faint Serbian accent. Tesla pulls Silas into a quiet alcove by the exterior walls.

SILAS (CONTD)I have to--

TESLASave the girl, I know. She lives. The Seamstress holds her while her creatures search for me.

INT. HARMONY CASTLE - HALLWAY -- NIGHT

Millicent watches as her Faceless Men rip open the stone walls of the castle with sledgehammers.

69.

EXT. HARMONY CASTLE -- NIGHT

SILASHow do you know--

TESLAI listened to your story through the intercoms. You're Falconer's son, eh?

Silas spots an intercom box on the wall.

SILASWhat room is she in?

TESLAYou are a romantic idiot, like your father. The world is poorer by dozens of inventions because he had to fall in love. Don't tip our hand, she'll be safe until I am found.

SILASWe've come a long way to find you. Please say you have something up your sleeve.

TESLAI am surprised by all of this. The Darkness fears me? Is it odd to find that flattering?

SILASWhat have you been working on?

TESLANothing. I thought all hope was lost. What use are inventions to a world on her deathbed?

SILASSo you have nothing?

TESLAI have nothing built. But my mind contains galaxies. But now I regret these wasted years...

SILASSir, whatever you have to offer, Now is the time.

70.

TESLAThe Teleforce ray... but that would take months. Your reports of musical harmonics intrigue me. If one could alter the field-- yes, I see.

He trails off... and then he whips out a pad of paper. He makes frenzied marks with a gold Eversharp pencil.

TESLA (CONTD)Give this to your father. He'll know what to do.

EXT. HARMONY CASTLE WALLS -- NIGHT

A Faceless Man stands on the walkway on the second floor. He looks down, spotting Tesla with his eyeless face.

EXT. HARMONY CASTLE -- NIGHT

Silas looks at the paper, a confusing mess of circuit diagrams and equations. Silas frowns dubiously, but he pockets it.

TESLAYour father will know.

Tesla pulls car keys out of his pocket.

SILASWhere are you going?

TESLAWest. You may live or you may die, but I must further my research. I have to thank you, boy. Your coming has given me a new life. I know how to stop the darkness--

The Faceless Man falls onto him from the walls above. Tesla's ribcage snaps and bursts in a spray of blood. He dies instantly.

Three more Faceless Men fall from the wall above, landing in crouches. They advance on Silas. The First Faceless man drags Tesla's body back to the castle.

Silas looks around for a weapon or an escape. He spots the nearby gardener's shed.

He sprints to it.

71.

INT. GROUNDSEEPER'S SHED -- NIGHT

Silas runs into the shed and bars the door. The shed is cluttered with gardening tools. Silas looks around.

He picks up a pair of hedge clippers, then puts them down in favor of a sharp, red ax.

Then he looks over the door and sees the 1925 Festo Brand

Gas. Powered. Chainsaw.

He nods. That'll do. Then he sees the intercom panel in the back of the shed.

INT. GRACE'S ROOM -- NIGHT

Grace sits on a bed in a spare room, near-catatonic, eyes red from tears. A Faceless Man guards the door, not moving.

SILAS(via intercom)

Psst, Grace.

GRACESilas? Thank god, I am so sorry--

The Faceless Man in the corner turns to look at her.

SILASNot your fault. We're friends. Friends fight. I just have a question. Which is A sharp--

INT. GARDENER'S SHED -- NIGHT

Silas has the chainsaw partially disassembled. He wears eye protection and has headphone-like ear mufflers around his neck. He revs the engine and changes the pitch by adjusting a tension screw.

SILASThis? Or this?

INT. GRACES ROOM -- NIGHT

The chainsaw noise screams through the intercom. The Faceless Man hears it, staggers backwards.

72.

GRACEThe second one. Silas, run, she has dozens of these things--

(realizing)Is that a chainsaw?

SILAS(via intercom)

Yup. One way or another, I'll see you soon.

The intercom goes dead.

Millicent enters, followed by a Faceless Man who carries Tesla.

MILLICENTCome on, kids, our chariot awaits.

The Faceless Man pulls Grace out of the room. She looks out the window, and looks to the gardener's shed, where the three Faceless Men pound on the door.

EXT. SHED -- NIGHT

The Faceless Men rip through the door. Silas revs the chainsaw. They advance, but at about half-speed as they struggle to overcome the agony of the chainsaw's whine.

Silas cuts the three of them in half with one swing.

Silas steps over their bodies. One grabs his leg, but he chops off the hand at the wrist.

He looks out at the castle, fifty feet away, uphill. Two faceless men guard the door, four more are coming his way.

Inside, he sees Millicent leading Grace and her forces upstairs.

He charges.

* Note to reader: Screenwriting has it's limits, and mere words struggle to do justice to the visceral of a gloomy loner fighting through hordes of mons