Camera ARMS UP to see the game on the table is Chinese Checkers. Mal moves.

Zoe makes a much better move.

The VOICE is surly, loud. Trouble waiting to happen. As it speaks, Mal turns back towards camera and we see him in closeup. Calm, assessing the danger.

ANGLE: The guy who spoke, LUND. A drunken dick, holding court at the bar.

ANGLE: The gang. Mal is stone-faced, Zoe the same. They clearly know where this is going. Jayne has no clue.

He downs a shot.

Mal is grabbing his empty glass, rising.

Mal moves to the bar, far from Lund.

Lund, naturally, sidles up to him.

Mal looks at him, looks away.

Mal is not biting. He gets his drink, tosses a weird looking bill on the bar.

He drinks.

He turns back to the bar. Lund pursues.

Mal turns, ready for the fight.

Mal smiles casually.

Lund spins and Zoe SWAPS him with the butt of her sawed-off. He goes down.

Mal and Zoe smile grimly at each other as she holsters the weapon.

Suddenly, seven GUYS stand up, seeing what happened to Lund. They are not wearing colors like Mal and Zoe's.

Zoe turns, sees the coming fight.

ANGLE: Jayne: Sits, unconcerned.

EXT - BAR - CONTINUING (AFTERNOON)

Mal goes flying through the front window -- only it's not glass, rather an ionized field that CRACKLES and REFORMS after he passes through.

He rolls in the dirt, stops. Looking up, he hears the sound of fighting within -- we might notice at this point that the sky contains THREE MOONS, one so close it looks like another planet on the horizon.

Mal shakes off the punch, pulls out a transmitter.

Zoe comes flying out the door, takes two others with her, giving them hell.

Mal rises, helps her put them down.

Three guys come backwards out of the bar, driven by the table Jayne is wielding. Another comes behind and he elbows him into dreamland without even looking back. Jayne is an incredible fighter.

Our gang ends up side by side, facing an angry bunch of at least ten guys. We might notice our three backed up at the EDGE OF A CLIFF.

Lund forces his way through the crowd and pulls his gun. This changes things. Our gang look at each other.

Others pull guns (even though they feel odd about it). Our gang don't yet.

It is at this moment that SERENITY rises from behind the cliff, dwarfing our combatants.

Wind rips through everyone, the assailants starting back in fear (and grit in their eyes). An amplified voice (WASH's) comes over a loudspeaker:

Lund and the others back off, grumbling but cowed.

ANGLE: Behind our heroes.

The airlock door opens and our gang step onto it from the cliff face.

INT. AIRLOCK/CARGO BAY - CONTINUING

The doors shut behind them. Mal and Zoe head upstairs as Jayne wanders off, saying:

INT. FOREDECK HALL/BRIDGE - MOMENTS LATER

Mal and Zoe are entering the bridge as Kaylee is coming up the hall behind them, grease on her face and some unidentifiable ship part in her hand. She's thrilled by the drama.

Mal smiles, produces the piece of paper handed him by the bellydancer.

He hands the paper to Zoe.

EXT. SERENITY - CONTINUING

As it blasts past camera, heading out of the atmosphere.

She opens her mouth to scream and --

INT. INFIRMARY

-- wakes up on the operating table, freaking, scrambling off as SIMON approaches her tenderly.

She says nothing.

She gets up, looks around.

Mal enters at that moment, saying:

She curtsies with exaggerated elegance. A beat, as Mal doesn't know what to do. Then he curtsies back, somewhat awkwardly.

He makes his way to the sink, starts rinsing his bloody knuckles.

He exits, River watching him. After he goes:

INT. PASSENGER DORM - CONTINUING

Mal is about to head upstairs when Book comes down the hall.

They look back at the pair in the infirmary.

River hurls a metal container on the ground with a great crash, starts crying as Simon tries to soothe her.

Mal starts up the stairs, but:

He's going somewhere with this. Mal turns back.

He starts upstairs, the Shepherd following him.

INT. UPPER AFT-HALL/ENGINE ROOM - CONTINUING

Mal turns, with all mock seriousness.

He looks in at the engine room -- which is an unholy mess of wires and patchwork and tools lying about.

He turns to go, grumbling to himself:

INT. INARA'S SHUTTLE - CONTINUING

We see Kaylee in close up, eyes closed, a dreamy smile on her (still grease-stained) face. Soft, classical music is playing.

Widen to see that she is sitting on the floor of Inara's sumptuous chamber, and that Inara herself is on the couch behind her, brushing Kaylee's hair.

Kaylee smiles, shutting her eyes again.

Kaylee rises, grumbly, and exits.

Mal bows, slightly, and leaves. Pops his head back in:

He goes.

EXT. SPACE - LATER

We see serenity docking on a large space station, Niska'a SKYPLEX. It has docks for at least eight ships, and though somewhat dingy, it is bustling.

INT. BRIDGE - CONTINUING

As Wash settles her down.

INT. HALL/NISKA'S OFFICE - LATER

Mal, Zoe and Jayne are walked through the hall by two armed goons. The three are quiet and watchful. One of the goons knocks on a door and it is opened.

Standing behind it is CROW. He is as mean and large a tattooed motherfucker as ever stood behind a door. He stares grimly at the crew a moment, then:

The accent is Heavily European, and the man (NISKA), when revealed by Crow stepping aside, is a slight, old, bespectacled fellow -- looks more like Gepetto than the Godfather. He comes from around a desk, looks our gang up and down as they enter.

Crow opens a door to another room.

ANGLE: in the room

is a man hung from the ceiling, clearly dead from being hideously tortured. Crow steps in, brandishing a curved blade that is his trademark weapon.

Our gang sees this, takes it in. None of them pleased, but all of them silent.

Crow starts cutting down the body as Niska shuts the door, shaking his head sadly before he turns to the group.

He moves to his desk, hits a piece of clear paper, the train schematic appears.

He smiles at Mal, who doesn't really have it in him to smile back.

He touches the paper again and a map appears, with a point marked a few miles from the train line. (where the city, PARADISO, is also clearly marked!)

Off Mal's look...

EXT. DESERT - DAY

We see the quiet countryside --- and the train WHIPS through frame. It has an old, wrought-iron and brass feel to it, but it HOVERS above a lit track, a series of slim metal dorsal fins arching out from the undercarriage, just above the ground.

INT. TRAIN - CONTINUING

Mal and Zoe, dressed in civvies that look not terribly unlike their usual clothes, sit in the crowded car.

They rise, start toward the back.

They reach the end of the car, are moving into the next one:

He is finishing that sentence as they enter the next car.

ANGLE: THE CAR

is entire filled with a regiment of Alliance soldier/cops (called FEDS), all facing this way. All armed.

ANGLE: MAL AND ZOE

stop and stare.

He sits again. She fusses about getting food. A beat.

She turns a bit, says, mostly to herself:

INT. TRAINCAR - CONTINUING

Mal and Zoe are still standing in front of the feds.

There is a beat, and then the door at the other end opens, an immigrant-looking family coming through towards Mal and Zoe. They take the opportunity to move as well, heading back and passing the family. A couple of feds eyeball them, but there is no comment made.

INT. THE NEXT TRAINCAR - CONTINUING

This one is filled with poor, immigrant families. Mal and Zoe take a moment, make sure they're out of earshot.

He starts off, she follows.

EXT. DESERT - DAY

We are moving with the train - - and we suddenly move laterally, over low hills, to find Serenity flying low at the same pace, some three hundred yards away.

INT. BRIDGE - CONTINUING

Wash is piloting. Jayne is with him.

A beeping. Wash looks at his monitors.

INT. CARGO BAY - CONTINUING

Kaylee opens the bay doors. She drags over some cable and winches, starts attaching them to the walls.

Simon appears, tentative.

He a little bit causes the shyness in her.

We can see he's added some layers, including a hat tied around his chin and a scarf to pull over his face. Gonna be windy.

She backs off. He turns back to Simon.

ANGLE: UP ON THE CATWALK

is River herself, sitting and watching the exchange. It's impossible to tell if she even understands what she's hearing. Simon stares at Jayne a beat, weighing the advantages of arguing.

He turns and goes. Kaylee starts strapping Jayne in.

He tests his straps and such. They're good.

INT. TRAINCAR - CONTINUING

Mal and Zoe are at the door marked: STORAGE. NO PASSENGERS. Mal pulls out a keycard.

A beat, and he inserts the card.

INT. TRAINCAR WITH FEDS - CONTINUING

One of the feds gets up, stretching, and heads back to where Mal and Zoe are.

INT. TRAINCAR - CONTINUING

The panel lights on the corners of the door turn from orange to purple. We hear locks withdrawing and the door swings open.

She pulls a gas canister out of Mal's bag, prepares to hurl it as Mal readies himself and whips the door open.

ANGLE: INSIDE THE CAR

There are no guards. Just a room full of various crates and baggage. They enter, pulling the door shut behind them -- but leaving it slightly ajar, as Zoe fiddles with the canister and some wire at the bottom of the doorway.

Mal moves to the center of the car, pulling what looks like a wicked powerful screw gun from his bag.

He steps up on some boxes. The ceiling is separated into three corrugated iron panels, all about eight feet by four. Mal puts the gun to one of the rivets in the center panel, triggers it, and we hear a ripping/sucking sound. He pulls the gun down, rivet stuck in it. Removes it and starts on the next.

ANGLE: ZOE

is going through boxes. Rips a tarp off some and sees two big metal crates with the AngloSino flag printed on top. They are the burnished purple of the soldiers uniforms.

EXT. DESERT - CONTINUING

We are with the train as serenity appears right above it, keeping pace with it.

INT. AIRLOCK/CARGO BAY - CONTINUING

The doors are closing behind Jayne and Kaylee as the front hatch is opening, letting in daylight and a shitload of wind. When the hatch is open all the way, Jayne gets down and crawls to the edge of it, looks over. He has three different cables attached to him.

ANGLE: OVER JAYNE

We see the train some twenty feet below. Everything is moving very fast.

INT. BRIDGE - CONTINUING

Wash pilots, hands tight on the wheel, ship bucking slightly.

INT. AIRLOCK - CONTINUING

Jayne gives the thumbs up to Kaylee (who is also bundled up and tied on). She hits a lever on a winch and it starts letting out cable as Jayne

jumps --

EXT. DESERT - CONTINUING

-- from the ramp to the car twenty feet below, cables trailing out above him. He hits hard but holds on, keeping his head down. Waits.

INT. TRAINCAR - CONTINUING

Mal pops the last rivet and he and Zoe lower the panel down as gently as they can. It makes a bit of clatter as they lower it to one side --

INT. TRAIN - CONTINUING

The fed who moved back hears the noise, starts in that Direction, curious...

INT. TRAINCAR - CONTINUING

Jayne flips in through the big hole in the roof as Zoe and Mal drag the crates in a net to right under the hole. They start pulling cable off Jayne and securing it onto the corners of the net. Jayne hops on top (still with his own line on) and calls into a walkie:

ANGLE: KAYLEE

Ready to reverse the winch.

ANGLE: WASH

Piloting. Tense as hell.

ANGLE: THE FED

sees the door ajar, pulls his rifle off his shoulder, approaches the door.

Zoe hops on the crate with Jayne, about to buckle onto his line, as Mal is finishing his end of the net --

The soldier stands by the door, rifle ready, and rips it open --

ANGLE: THE GAS CANISTER

is popped when the wire is pulled.

It shoots gas up into the Fed's face before he can see anything. He shoots blind (the sound is a series of muffled pops), Mal moving towards him as Zoe dives off the crate for cover as boxes splinter by her head from stray bullets. One hits Jayne's leg, he sags but holds on.

Kaylee hits the winch --

And Jayne goes up with the netted crates, out of the traincar as Mal gets to the blinded soldier, fights him in the smoke. Mal is precise and brutal, and though it's messy, the guy is unconscious in moments.

They head out of the traincar, towards the front --

EXT. DESERT - CONTINUING

As Serenity moves away from the Train, Jayne and the crates still being pulled up.

INT. TRAIN - CONTINUING

Mal and Zoe reach the car -- full with poorer passengers -- between them and the car full of soldiers. They roll out a couple of gas canisters.

Gas billows up just as feds are entering from the other side. Mal and Zoe blend in with the other civilians, choking and keeping low, as the soldiers pass them.

INT. CARGO BAY - CONTINUING

Jayne climbs up, the crates pulled up by the winch. As soon as the door is shut, Kaylee unhooks herself and moves to him, finally able to speak without the rushing wind:

EXT. PARADISO TRAIN STATION - DAY

The train has stopped. Many passengers have climbed off, still red eyed and coughing from smoke. Mal and Zoe are among them. Behind them, though paying them no particular mind, is Sheriff BOURNE, talking to a fed.

Mal is listening, but his attention is also drawn to:

ANGLE: A group of families, mostly women and children. Clearly very sick, clearly waiting for something on that train. Someone comes to talk to them and several of the women start crying, clutching their children to them.

A deputy comes up to the sheriff, and Zoe and Mal hear very clearly.

Zoe looks at Mal. Mal looks stone-faced.

ANGLE ON: The crying women. The sickly children.

The Ensign nods as the Officer moves off.

EXT. DESERT - NIGHT - SERENITY

is parked in a canyon, away from prying eyes and spying probes.

INT. SERENITY - INFIRMARY - CONTINUING

Simon is patching up the wounded Jayne who's on an operating table. Kaylee is nearby, trying to keep him steady while Simon works. We may or may not notice River quietly sitting in the b.g. On Wash's entrance, Jayne pulls away from Simon, starts to rise.

Simon goes for the medicine, loads it onto the hypo as he talks.

That was unnerving. Everyone just looks at her.

She laughs softly to herself, her eyes betraying fear.

Simon injects him with painkiller as he continues.

A beat, as Jayne takes this in.

That's good enough for Wash, for now.

INT. POLICE STATION - NIGHT

Mal and Zoe sit stiffly next to each other.

WIDER - we see they're currently sitting alone. About them the place is a hive a activity. Hill-Street-Blues-meets-Rio- Bravo-by-way-of-Blade-Runner. The understaffed constabulary is working its way through questioning the train passengers.

And more of the sick women and children are near Mal and Zoe, a constant reminder of their crime.

The SHERIFF, no-nonsense, tired, finishes questioning A COUPLE that we might recognize from the train. He thanks them perfunctorily. They take their luggage, exit.

The sheriff confers with a Deputy, who checks a list, points to Mal and Zoe. Sheriff crosses to them. Has the train manifest.

Mal is suddenly the protective young husband.

Mal tenses, senses the trap.

The Sheriff gives a wan smile. The game's afoot and they both know it, neither one about to be so rude as to say so openly.

INT. SERENITY - BRIDGE - NIGHT

Jayne comes barging into the bridge. Wash is there, with Kaylee. Wash stands up, knowing this will be unpleasant. Simon follows Jayne.

Jayne shoves Wash back toward the controls.

Wash flares. He'll get trounced, but he's ready to fight. Inara and Book appear in the doorway.

His intensity shuts them down. Wash is quiet but firm:

Wash is truly scared, but not backing down.

He topples forward., hits the floor hard, chin leading. Out like a two ton light. Everyone just blinks. Except for Simon.

The look on everyone's faces tells him it is.

INT. POLICE STATION - NIGHT

Mal and Zoe still cooling their heels. The Sheriff in the near distance conferring. Eyeballing them. There is a buzz of activity. A Deputy moves to the Sheriff.

There is a buzz of activity. A Deputy moves to the sheriff with some news. He reacts with surprise. Mal and Zoe watch, curious. Commotion as someone pushes through the deputies --

INARA - appears, the bearing of a monarch. Mal reacts to the sight. So does Zoe. Inara strides magnificently over to Mal. He opens to his mouth to speak --

SMACK - she slaps him hard across the face.

A deputy has given the Sheriff Inara's official papers. He peruses them as he crosses to her.

The deputies stare in awe and whisper amongst themselves, as they have been since her entrance. Inara glances to them. Gathers herself with tremendous dignity.

Mal refuses to show that it burns him how much fun she's having.

Mal and Zoe rise, follow her out.

The Sheriff watches them go. Something not sitting just right with him.

INT. CARGO BAY - LATER

Mal, Zoe and Inara all step off the shuttle. Kaylee and Wash are there to greet them. Zoe and Wash hug, make with smootchies.

He starts downstairs, they all follow.

They all react now to see Jayne sprawled out/propped against the stairs/catwalk. He's sort of in and out of consciousness. A floppy puppy. They have to step over him. Mal does a take.

Mal doesn't even ask.

Astounded looks from all save Zoe. Jayne moans in his full- body-novocaine stupor.

Mal hits a button and the cargo bay ramp starts to lower.

Jayne groans.

He's seeing something that Mal doesn't. Mal turns, following Wash's gaze to see --

ANGLE - CARGO BAY RAMP

At the bottom of the ramp, just outside the ship are CROW and THREE MEN. Every man large, every man pissed.

Crow furrows his brow.

Still with the brow furrowing from Crow.

During all this...

MAL'S HAND

Has been drifting toward his gun, as --

CROW

whip quick, releases his curved knife -- buries it in Mal's right shoulder. Mal rears back, big pain.

And all hell, as they say, breaks loose --

Zoe is pulling her weapon, as...

Crow's men storm the cargo bay, guns out and firing...

MAL

Suddenly Crow is there, pulling out the knife, then slamming his fist into the wound. Mal fights back.

ZOE

Zoe has her gun out, takes out one of the guys right off, then lunges at Kaylee, pulling her down behind some cover as she avoids getting hit by the return fire. She looks over to make sure Wash is okay.

He is, nods to her from behind some crates, as...

CROW AND MAL

Crow just fucking wails on Mal, driving him staggering back up-grade back up the ramp with each bone jarring blow.

Mal's pretty much only good with his left at this point, and manages to get in a few good hits, but Crow's punishment is taking its toll on him.

Crow is distracted suddenly, as --

A ROAR

The MULE comes bouncing up over the top of the ramp, sending the other thugs scattering. Wash is driving it.

Mal presses his advantage. Gets in a few good licks. But Crow comes back strong. Sweeps up his fallen knife, is about it bury it in Mal's skull, when --

A SHOT RINGS OUT

Crow goes down, screaming pain, a big hole in the back of his leg. Mal looks up, astonished to see --

JAYNE

Still propped in the same spot, but with his gun out, sort of lazily aimed in that general direction. He still looks like a stoke victim, desperately trying to keep his eyes open.

Everyone can walk, and that's everyone save Jayne, runs up to Mal.

Mal and Zoe move to the Mule, climb on. As they roar out into the night...

EXT. JUST OUTSIDE TOWN - NIGHT

Mal and Zoe are on the mule, Zoe driving, Mal on top of the crates, with a better view. The town becomes visible in the distance and he taps her shoulder. She cuts the engines and they get off, start untying the crates.

They draw -- but six men with rifles appear from the brush. Mal and Zoe slowly holster their guns.

The deputy from act two comes over as they speak, opens the crates.

Mal and the Sheriff stare at each other. Clearly an understanding, as he addresses the pair of them:

There is a moment then. The Sheriff slightly smiles.

Two men each take a crate and haul them off. The Sheriff walks off with the rest of them, not saying anther word.

After a beat, Zoe climbs back onto the mule and starts to turn it around.

EXT. SERENITY - NIGHT

Crow goes down in a heap onto his knees. He is on the ramp, the huge jet engine behind him just starting to whir to life, wind kicking up as the ship prepares to take off.

Mal stands before him, holding a wad of bills.

Crow rises. He towers over Mal, hatred on his face.

He kicks Crow back -- and the huge fellow is instantly SUCKED into the engine of the ship. It's very sudden, but the resultant crunching noise goes on for a bit.

A beat, and Zoe shoves one of Crow's henchmen in front of Mal.

Mal smiles, puts the money in the man's breast pocket and pats it.

EXT. SPACE - NIGHT

As the ship leaves the planet behind.

INT. INFIRMARY/PASSENGER DORM/RIVER'S ROOM - NIGHT

Mal is being stitched up by Simon.

We begin drifting away from them as they speak, heading toward River's room as Simon's voice becomes a voiceover...

and we land on River, sitting up in her bed and worrying the sheet with her hands, repeating to herself:

over and over and

INT. ALLIANCE CRUISER - CONTINUING

The officer we saw before steps into a starkly lit room.

The officer is increasingly uneasy. We finally

REVERSE ANGLE to see TWO MEN sitting at the table. They reek of government. Whatever the CIA is in the future, it's these guys. They are blank as slate.

As he says it the first man slides a folder forward, with a picture atop it. The picture is of River. The hand sliding it forward has, incongruously, a skin-tight latex glove on it. Blue.

Tilt back up to the men to see they are both wearing blue gloves.

They stare, impassively.