TCE Demo 2/TCE_DEMO_CD2.iso/demo_cd_.2/mags/amazine/amazine1.arj/amazine1.msa/HIDDEN.KLF/TERMATOR.DOC

Text File | 1992-01-02 | 226KB | 5,974 lines

 Here is the longest article never written on a disk-mag,more than 200kb !!!

 That's the script of TERMINATOR 2 the movie...



 Article suplied by MUT
------------------------

  T E R M I N A T O R    2   S C R I P T


1   ext. city street - day  1

Downtown L.A.  Noon on a hot summer day.  On an EXTREME LONG LENS the lunchtime
crowd stacks up into a wall of humanity.  In SLOW MOTION they move in herds
among the glittering rows of cars jammed bumper to bumper.  Heat ripples
distort the torrent of faces.  The image is surreal, dreamy...    and like a
dream it begins very slowly to

dissolve to:

2   ext. city ruins - night 2

Same spot as the last shot, but now it is a landscape in Hell.    The cars are
stopped in rusted rows, still bumper to bumper.   The skyline of buildings
beyond has been shattered by some unimaginable force like a row of kicked-down
sandcastles.    Wind blows through the desolation, keening with the sound of
ten million dead souls.  It scurries the ashes into drifts, stark white in the
moonlight against the charred rubble.     A TITLE CARD FADES IN:

LOS ANGELES, July 11, 2029

3   ANGLE ON a heap of fire-blackened human bones.  Beyond the mound is a   3
vast tundra of skulls and shattered concrete.    The rush hour crowds burned
down in their tracks.

4   WE DISSOLVE TO a playground... where intense heat has half-melted the   4
jungle gym, the blast has warped the swing set, the merry-go-round has sagged
in the firestorm.  Small skulls look accusingly from the ash-drifts.  WE HEAR
the distant echo of children's voices... playing and laughing in the sun.  A
silly, sing-songy rhyme as WE TRACK SLOWLY over seared asphalt where the faint
hieroglyphs of    hopscotch lines are still visible.

CAMERA comes to rest on a burnt and rusted tricycle... next to the tiny skull
of its owner.  HOLD ON THIS IMAGE as a female VOICE speaks:   *

    VOICE   *
    3 billion human lives ended on August 29th, *
    1997.  The survivors of the nucear fire called  *
    the war Judgment Day.  They lived only to    *
    face a new    nightmare, the war against the    *
    Machines... *

A metal foot crushes the skull like china.

TILT UP, revealing a humanoid machine holding a massive battle rifle.  It looks
like a CHROME SKELETON... a high-tech Death figure.  It is the endoskeleton of
a Series 800 Terminator.   It's glowing red eyes compassionlessly sweep the
dead terrain, hunting.

    TERMINATOR 2 - Rev.  9/10/90    2

4   The SOUND of ROARING TURBINES.  Searchlights blaze down as a    4
formation of flying HK (Hunter-Killer) patrol machines passes overhead.    PAN
WITH THEM toward the jagged horizon, beyond which we see flashes, and hear the
distant thunder of a pitched battle in progress.

5   ext. battlefield - night    5

THE BATTLE.  Human troops in desperate combat with the machines for possession
of the dead Earth.  The humans are a ragtag guerrilla army.   Skynet's weapons
consist of the Ground HKs (tank-like robot gun-platforms), flying Aerial HKs,
four-legged gun-pods called Centurions, and the humanoid Terminators in various
forms.

SEQUENCE OF RAPID CUTS: 5A  Explosions!  Beam-weapons firing like searing
strobe-lights.      5A* 5B  A gunner in an armored personnel carrier fires a LAW
rocket at a pursuing   5B Aerial HK, bringing it down in a fiery explosion. 5C
Another APC is crushed under the treads of a massive Ground HK. 5C

5D  A TEAM OF GUERRILLAS in an intense fire-fight with terminator   5D 5E
endoskeletons in the ruins of a building.  Three terminator endoskeletons   5E*
5F  advance, firing rapidly.   Another (complete cyborg), with flesh ripped
open    5F and back broken, gropes for a rifle on the ground.


5G  A Centurion overruns a human firing position.  Soldiers are cut down as
they    5G run.  Fiery explosions light the ranks of advancing machines.

6   IN A BLASTED GUN EMPLACEMENT at the edge of battle, a man watches    6 the
combat with night vision binoculars.   He wears the uniform of a guerrilla
general, and a black beret.  He is still amid running, shouting techs and
officers.

C.U. MAN, pushing slowly in as the battle rages O.S.  He lowers the binoculars.
He is forty-five years old.  Features severe.  The left side of his face is
heavily scarred.  A patch covers that eye.  An impressive man, forged in the
furnace of a lifetime of war.  The name stitched on the band of his beret is
CONNER.  We push in until his eyes fill frame, then...

                DISSOLVE TO

    FIRE.  SLOW ROILING, ENORMOUS.  FILLING FRAME.  *

    VOICE (SARA CONNER) *
    Skynet, the computer which controlled the    *
    Machines, sent two terminators back through     *
    time.  Their mission: to destroy the leader of the    *
    human Resistance... John Conner.  My son.    *

    The first terminator was programmed to strike   *
    at me, in the year 1984... before John was born.    *
    It failed.    *


    TERMINATOR 2 - Rev.  9/10/90    3

6   VOICE (SARA CONNER) 6*
    The second was set to strike at John himself,   *
    when he was still a child.    As before, the    *
    Resistance was able to send a lone warrior.  A  *
    protector for John.  It was just a question of  *
    which one of them would reach him first...    *

DISSOLVE TO:
7   ext. truckstop - night  7

Wild fingers of BLUE-WHITE ELECTRIC ARCS dance in a steel canyon formed by two
TRACTOR TRAILERS, parked side by side in the back lot of an all night truck
stop.  Then...

The strange lightning forms a circular opening in mid-air, and in the sudden
flare of light we see a FIGURE in a SPHERE OF ENERGY.    Then the FRAME WHITES
OUT with an explosive THUNDERCLAP!

Through the clearing vapor we see the figure clearly... a naked man. TERMINATOR
has come through.  Physique: massive, perfect. Face: devoid of    * emotion.
Terminator stands and impassively surveys its surroundings.

8   INT. TRUCK STOP DINER - NIGHT   8

On a back route north of L.A.     A handful of local TRUCKERS hunch over
chili-sizes, CAT hats pushed back on the heads.  Three BIKERS are playing a
game of pool in the back, their Miller empties line the table's rail.  The
dive's owner, LLOYD, a fat, aging biker-type in a soiled apron, stands behind
the bar.  Nothing much going on...

Then the front door opens and a big naked guy strolls in-- that doesn't happen
here every night.  All eyes simultaneously swivel toward Terminator.  It's
emotionless gaze passes over the customers as it walks calmly through the room.
Everyone freezes, not sure how to react.

8A  TERMINATOR POV.  A digitized electronic scan of the room, overlaid with
8A alphanumeric readouts which change faster than the human eye can follow.  In
POV we move past the staring truckers, past the owner, and the awestruck
WAITRESS, and approach a large nasty-looking biker puffing on a cigar.    His
body is outlined, or "selected", and thousands of estimated measurements
appear.  His clothing has been analyzed and deemed suitable...

8B  terminator    8B
I need your clothes, your boots, and your motorcycle.

The big biker's eyes narrow.   He takes a long draw on his cigar, getting the
tip   * cherry-red hot. cigar biker You forgot to say please.

He grinds the cigar out on Terminator's chest.    Which produces not the
slightest reaction of pain.  Terminator calmly, and without expression, grabs
Cigar by his meaty upper arm... Cigar screams from the hydraulic grip.


8B  Terminator doesn't see Cigar's friend, behind him, holding his pool cue by
the  8B  narrow end like a Louisville slugger.     The heavy end whistles in a
powerful swing and CRACKS IN TWO across the back of Terminator's head.

Terminator seems not to notice.  Doesn't even blink.   Without releasing his
grip on Cigar, he snaps his arm straight back and grabs Pool Cue by the front
of his jacket.     Suddenly the heavyset biker finds himself flying through the
nearest window.  CRAASSH!

Terminator hurls Cigar, all 230 pounds of him, clear over the bar, through the
serving window into the kitchen, where he lands on the big flat GRILL.    We hear
a SOUND like SIZZLING BACON as Cigar screams, flopping and jerking.  He rolls
off in a smoking heap.

The third biker whips out a knife with an eight inch blade and slashes at
Terminator's face.

Terminator grabs the arcing blade with his bare hand.  Holding it by the
razor-sharp blade he jerks it from the guy's hand.   Ultra-fast here:  He flips
it.  Grabs the handle like you're supposed to hold a knife.  Grabs the biker
and slams him face-down over the bar.  Then brings the knife whistling down,
pinning the biker's shoulder to the bar top with his own  steel.

9   INT. KITCHEN    9

The door BANGS OPEN and Terminator strides in.     The Mexican cook does a fast
fade as Terminator walks toward Cigar, who is cursing in pain on the floor.

With his deep-fried fingers he struggles to get out the .45 auto tucked under
his leather jacket.  But he can't even hold onto it.  Terminator takes it from
him.  Instead of pointing it at him, Terminator carefully examines the weapon,
analyzing its caliber and operating condition.    Terminator never threatens...
that's a human thing.  He just takes.

Cigar senses what he must do when the emotionless eyes come back to him.  He
slides the keys to his bike across the floor to Terminator's foot.  Then
painfully starts getting out of his jacket.

10  INT. truck stop 10

Terminator strides from the kitchen, fully clothed now in a black leather
jacket, leather riding pants, and heavy cleated boots.    He moves toward the
moaning biker pinned to the pool table.  Without slowing his stride he jerks
the knife out.    The guy slumps to the floor, groaning, behind him.

Terminator continues toward the front of the diner, passing Lloyd, the owner.
At the door, he comes abreast of two truckers who sit frozen like a snapshot in
mid bite.  One of the truckers finally nods.


10  TRUCKER 10
Evening...

Terminator impassively stares back.  Then moves on out the door.

11  EXT. TRUCK STOP    11

Terminator walks out, surveying the parked Harleys.  Sticks the .45 in his belt
and swings one leg over a massive CUSTOM ELECTRO-GLIDE.   He slips the dagger
in his boot and the key in the ignition.  Kicks over the engine.  It catches
with a roar and he slams the heavy iron into gear with a KLUNK.

Lloyd appears at the diner's door with a sawed-off 10 GAUGE WINCHESTER
LEVER-ACTION SHOTGUN.  He fires into the air and jacks another round in fast,
aiming at Terminator's back.

LLOYD
I can't let you take the man's bike, son.  Now get off or I'll put you down!

Terminator turns and considers him coldly.  He eases the shifter up into
neutral.  Rocks the bike onto its kickstand.  Swings his leg over and walks
calmly toward the guy.

Terminator strides right up to Lloyd, staring straight into the shotgun's
muzzle.  Lloyd starts sweating, trying to decide if he's going to kill a man in
cold blood.   He's still trying to decide when Terminator's hand blurs out like
a striking cobra and is somehow suddenly holding the shotgun.

Lloyd gapes, knowing he is screwed.    Then... Terminator reaches toward him.
Oh shit...   And slips the sunglasses out of Lloyd's shirt pocket.  Puts them
on.  Strides back to the Harley and roars off in a shower of gravel.

12  EXT. freeway - NIGHT    12

Terminator roars down the freeway, heading into L.A.   Cold neon flares across
the chrome of the big bike.  The 10 gauge is jammed through the clutch and
brake cables, across the handlebars.  The lights flow over Terminator's
wrap-around sunglasses like the tracks of tracer rounds.

cut to:

13  EXT. STREET/ high school - NIGHT    13

A South-Central  L.A. HIGH SCHOOL.  Rusting chain link fences and
graffiti-covered buildings.  An L.A.P.D. BLACK-AND-WHITE cruises the empty
street.

A TREMENDOUS BLUE-WHITE GLARE suddenly spills out between the buildings.  The
young UNIFORMED COP in the car whips his head around at the source of the
light.    He pulls quickly into the school parking lot, in time to see...


    TERMINATOR 2 - Rev.  9/10/90    6

13A The powerfully arcing electrical discharge reaches its peak between two of
the  13A buildings.  Lightning climbs the fire-escapes, lighting up the night,
and papers swirl in a blasting whirlwind.

13B The cop climbs from his cruiser as the glow fades.    The schoolyard is dark.
13B He sees vapor dissipating as he approaches the spot where he saw the
strange light.    He draws his revolver and cautiously moves into the shadows
between two buildings.

A NAKED MAN glides from a shadowed doorway behind the cop.  Nothing special
about him.  Certainly not built like a terminator.  The flash of light and the
fact that he is naked are pretty good clues  that he just arrived from the
future.  His features are handsome bordering on severe.  His eyes are gray ice.
Penetrating.  Intelligent.

THE COP spins at a sound.  Too late.  Mr. X is already on him.    The blow is
lightning fast and the cop drops like a bag of sand.

LOW ANGLE as the unconscious cop hits the deck, his  BERETTA 9mm AUTOMATIC
clattering next to him.  A hand ENTERS FRAME and picks up the pistol. cut to:

13C HIGHLY POLISHED BLACK SHOES rounding the rear tire of the police    13C
cruiser.  FOLLOW THE SHOES to the cruiser's door then MOVE UP as Mr. X, dressed
now in LAPD blue, climbs behind the wheel.  He looks and acts exactly like a
cop.  Cool, alert, confident in his power, his expression emotionless and
judgmental.   Mr. X, now Officer X, puts the car in gear and drives into the
night.

cut to:

14  int. suburban house / garage - day    14

TIGHT ON YOUNG JOHN CONNER, who at this moment is ten years old and busy
reassembling the carburetor on his Honda 125 dirtbike.    He has ripped Levi's
and long stringy hair.    A sullen mouth.  Eyes which reveal an intelligence as
sharp as a scalpel.   The Ramones'  "I Wanna Be Sedated" blasts from a boom box
next to him.

A WOMAN, JANELLE VOIGHT, stands in the doorway of the garage, yelling over the
music.

woman
...John?  John!   Get in here right now and clean up that pigsty  of yours.

John's friend TIM, a thirteen-year old Hispanic kid, watches as John replies
* by turning  up the volume on the  boom box.       Janelle gives up with a SLAM
of the house's back door.

tim
Your foster parents are kinda dicks, huh?


14  john    14
Gimme that Phillips right there.

15  INT. HOUSE - living room    15

Janelle storms into the room.  TODD VOIGHT, her husband watches sports on the
TV.  They're both in their thirties.  Middle class working stiffs.

janelle
I swear I've had it with that goddamn kid.  He won't even answer me.
(neither does he)
Todd?  Are you gonna sit there or are you gonna do something?

He sighs.  Throws down the TV's remote and heads for the garage.

16  INT. GARAGE 16

John hops on the bike.    Kick starts it.  Tim picks up John's nylon bag then
climbs on the back.   Todd ENTERS and shouts over the engine, which John revs
louder and louder.

todd
John!  Get your ass inside right now and do what your mother says!

John pins Todd with a defiant glare.

john
She's not my mother, Todd!

He revs the engine and peels out of the garage, with Tim almost falling off the
back.  They take off down the street.

17  EXT. vacant lot/ drainage canal 17

John cuts through a vacant lot to a trail running beside a fenced-in drainage
canal.      He guns the bike through a hole in the retaining fence.   Tim's eyes
go wide as they  roar down the concrete embankment.

17A IN THE DRAINAGE CANAL John zig-zags along, throwing up a roostertail    17A
of muddy water.  Tim shouts, pretending he didn't just see his life flash
before his eyes.  He slaps John on the back.

tim
Major moves, homes!  So... where is your real mom, anyway?
(John doesn't answer)
She dead or something?

It's hard to read John's expression.


17A    john    17A
She might as well be.

John twists the throttle angrily and the bike lunges forward.

cut to:

18  ext. pesCADERO state hospital - day     18

A SIGN on a chain link fence topped with concertina wire reads: PESCADERO STATE
HOSPITAL FOR THE CRIMINALLY INSANE.  Beyond it    squats an imposing four story
building.  Institutional brick.  Barred windows.  About as inviting as KGB
headquarters.  Security cars patrol the manicured grounds.

19  int. hospital  - MAXIMUM SECURITY WING  19

Sunlight is a barred slash on the bare institutional wall.  The room is empty
of all furnishings save the bed, a stainless steel sink, toilet, and a dented
metal mirror.  WE HEAR a rhythmic grunting, small explosions of breath in
perfectly metered time.

PAN TO a bedframe leaned upright against the wall, legs facing outward.   A
pair of sweaty hands grip one leg.  Tendons knot and release as SOMEONE does
pullups.   A mane of tangled hair hides the face that comes INTO FRAME, dips
out, comes back.

WIDER.    A WOMAN in a tank top and hospital pants is hanging from the top leg of
the vertical bedframe.    Her body is straight and taut.    Knees bent so the feet
clear the ground.  The arms are lean and muscular.   The inmate, face hidden,
pulls up, dips, pulls up.  Like a machine.  No change in rhythm.

20  int. hospital / corridor    20

FIGURES MOVE TOWARD US down a corridor of polished tile and two-tone walls.
DR. PETER SILBERMAN, a smug criminal psychologist, leads a group of young
INTERNS.  Following, laconically, are THREE BURLY ATTENDANTS.

silberman The next patient is a 29 year old female diagnosed as acute
schizo-affective disorder.  The usual indicators... depression, anxiety,
violent acting-out, delusions of persecution.    (the interns nod judiciously)
Here we are.

Silberman stops at one of the SOUNDPROOF STEEL DOORS.  There is a two-way
speaker beneath a tiny window.    Silberman flips the intercom switch.

21  int. cell    21

Silberman's scrubbed and cheerful face at cell window.    HIS VOICE comes over
the tinny speaker.


21  silberman    21
'Morning, Sara.

REVERSE ANGLE as she turns slowly into CLOSE UP.   SARA CONNER is not the same
woman we remember from last time.  Her eyes peer out through a wild tangle of
hair like those of a cornered animal.  Defiant and intense, but skittering
around looking for escape at the same time.  Fight or flight.  Down one cheek
is a long scar, from just below the eye to her upper lip.   Her VOICE is a low
and chilling monotone.

SARA
Good morning, Dr. Silberman.   How's the knee?

22  int. corridor   22

Silberman's smug composure drops a second.  Then returns.

silberman
Fine, Sara.
(he switches off, speaks to the interns)
She uh... stabbed me in the kneecap with a screwdriver a few weeks ago.

Sara watches them talking about her through the glass, but can't hear them.
She feels like a lab animal.  The interns look in at her through the glass as
Silberman talks.  With her face drawn, eyes haggard and hair wild, she looks
like she belongs where she is.

silberman The delusional architecture is interesting.  She believes a machine
called a "terminator", which looks human of course, was sent back through time
to kill her.  And also that the father of  her child was a soldier, sent to
protect her...    he was from the future too...     (he smiles) The year 2029, if
I remember correctly.    (the interns chuckle) Let's move on, shall we.

As the interns walk on, Silberman steps close to DOUGLAS, the head attendant,
and speaks low.

silberman Douglas, I don't like the patients disrupting their rooms like this.
See that she takes her thorazine, would you.

DOUGLAS is 6'4", 250 pounds and warmhearted as a rattlesnake.  He nods,
catching Silberman's meaning, and gestures for the other attendants to hang
back as Silberman moves on in his rounds.


23  int. cell    23

Sara looks up as the cell door opens.    Douglas walks in slow, idly tapping his
POLICE BATON against the door in an ominous rhythm.   The other two orderlies
ease in behind him.   One of them carries a STUN BATON (like a sawed off cattle
prod).    The other has a tray with cups of red liquid-thorazine

DOUGLAS
Time to take your meds, Conner.

Sara faces him, weight centered.  Feral eyes darting from one to the other.

SARA
You take it.

Douglas  grins, casual--

douglas
Now  you know you got to be good cause you up for review this afternoon...

SARA
I'm not taking it.  Now I don't want any trouble...

douglas
Ain't no trouble at all--

He whips the baton in a whistling backhand which-- WHAP!  Takes her square in
the stomach.  She doubles over and drops to her knees, unable to breath.
Douglas tips the bed and it slams down with a crash, right next to her.  He
takes the stun wand from the other attendant and walks forward.

TIGHT ON SARA, grimacing and struggling to breathe.

SARA
You... son of a... AAARRGH!!

The stun wand hits her between the shoulder blades as she tries to rise.  It
drives her to the floor, pinning her like a bug.   Little ELECTRIC ARCS
CRACKLE as the baton makes her writhe in pain. Douglas grabs her by the hair
and jerks her up to her knees.    Holds the cup of thorazine in front of her
lips.

douglas
Last call, sugar.

Gasping, she chokes the zombie juice down.

cut to:


24  ext. bank parking lot- day    24

John furtively hunches before a Ready Teller machine at the rear of a local
bank while his friend Tim stands lookout.  John slips a stolen ATM card into
the machine's slot. It is something he's rigged up, because trailing from the
card is a ribbon-wire which goes to some kind of black-box electronics unit
he's got in his ever-present knapsack.     He holds the pack between his knees
and pulls out a little lap-top keyboard, which is also connected to the
black-box.

John enters a few commands and the plasma-screen displays the PIN number for
that account.    He quickly enters the number on the Ready Teller's key pad and
asks it for 300 bucks.    The machine whirs then begins dispensing twenty dollar
bills.    Tim looks back over his shoulder amazed.

John
Easy money!

tim
Where'd you learn all this stuff?

John collects the twenties as the machine kicks them out.  A cool and
professional electronic-age thief at ten years old.

john
>From my mom.  My real mom, I mean.  Come on baby...
(he grabs the last bills)
Let's go!

They sprint around the corner to an--


25  Ext.  alley behind bank 25

They huddle behind the building as John counts out Tim's share. He folds five
twenties and palms them to the other kid.  When John opens his wallet to put in
his money, Tim notices a picture in a plastic sleeve.

tim
That her?

John reluctantly shows his friend the Polaroid.  It is a shot of Sara.
Pregnant, in a jeep near the Mexican border.  John doesn't know it now, but he
will carry that photo with him for over 30 years, and give it to a young man
named Kyle Reese, who will travel back in time to become his father.  Yes, that
photo.

tim
So she's pretty cool, huh?


25  john    25    Actually, no, she's a complete psycho.    That's why she's up at
Pescadero.  She tried to blow up a computer factory, but she got shot and
arrested.

tim
No shit?

john Yeah, she's a total loser.  C'mon let's check out the Seven Eleven, whatya
say?

John has tried to sound macho casual, but we see in his eyes that it really
hurts.     He slaps Tim on the shoulder and they jump onto his Honda.  John fires
up and they whine off down the alley.

cut to:

26  int. police cruiser - day    26

CLOSE ON COMPUTER TERMINAL, attached to the dash.  A Juvenile Division file.
Subject; John Conner.  Below his ARREST RECORD are his vital stats.  Mother;
Sara Conner.  Legal Guardians; Todd and Janelle Voight.  And below their names,
an address; 523 S. Almond.  Reseda, Ca.

OFFICER X  stares at the screen a moment.  Then gets out of the car.

27  int./ext. voight house - day    27

TIGHT ON FRONT DOOR as Todd Voight opens it, revealing the unsmiling face of
Officer X beyond the screen door.   Todd greets him with a weary sigh.

officer x
Are you the legal guardian of John Conner?

todd
That's right, officer.    What's he done now?

Officer X ignores the question.  He casually scans the living room.

officer X
Could I speak with him, please?

Todd shrugs, showing the cop he's past his patience with the boy.

todd Well, you could if he was here.  But he took off on his bike this morning.
Could be anywhere.  You gonna tell me what this is about?

officer x
I just need to ask him a few questions.


27  Janelle appears in the doorway behind Todd, concerned.  27

janelle
There was a guy here this morning asking about him, too.

todd
Yeah, big guy.    On a bike.  Has that got something to do with it?

Officer X registers the significance of that.  He realizes who the big guy must
be.  He smiles.  Reassuringly shakes his head no.

officer x
I wouldn't worry.   Do you have a photo-graph of John?

Todd stares unhappily at the cop.  Turns to Janelle.

todd
Get the album, Janelle.
cut to
28  ext. street     28

ANGLE THROUGH AN ALLEY from the main street.  We see John and Tim flash by on
the Honda a block away.  Hold a beat.  Then...

A BIG CHROME WHEEL ENTERS FRAME.  BOOM UP a leather-clad leg to Terminator's
implacable face.  It surveys the area slowly as the bike idles, then kicks it
into gear and moves on, scanning in a slow shark-like manner, not aware that it
missed its prey by seconds. cut to:

29  int. SARA's cell - day  29

CLOSE ON SARA.    She is shackled, hands and feet, to the bed.  Sunlight falls
across her pale face.  A hand enters frame, gently stroking her cheek.    She
wakes up to see--

KYLE REESE.  Sitting on the edge of her bed, looking exactly the same as we
last saw him in 1984.  Scruffy blond hair and a long raincoat.

SARA
Kyle..?  You're dead.

He gives her a gentle smile.

reese
I know.  This is a dream, Sara.

SARA
Oh.  Yeah. They... make me take this stuff...


29  He puts a finger to her lips.  Then silently unfastens her restraints.
They gaze   29    into each other's eyes.  And in that look we see that his death
and the horror she has been through since hasn't touched their love at all.

SARA
Hold me.

She melts into Reese's arms.  Pulls him to her.

reese
I  love you.  I always will.

SARA
Oh, god... Kyle.  I need you so much.

She kisses him passionately.  They are locked together in a timeless moment.
PUSH IN TIGHT on Sara as she buries her face in his shoulder.  She shuts her
eyes tight.  Stay on Sara as Reese speaks.  His voice strangely cold.

reese (O.S.)
Where's John, Sara?

Sara opens her eyes and he is no longer in her arms.  He is standing across the
room.  Pinning her with an accusing gaze.

SARA
They took him away from me.

reese
It's John who's the target now.  You have to protect him.  He's  wide open.

SARA
I know!

reese
Don't quit, Sara.  Our son needs you.

SARA (struggling not to cry) I know, but I'm not as strong as I'm supposed to
be.  I can't do it.  I'm screwing up the mission.

reese Remember the message... the future is not set.  There is no fate but what
we make for ourselves.

He turns toward the door.

SARA
Kyle don't go!


29    reese    29
(turning back to her)
There's not much time left in the world, Sara.

Reese goes out the door.  Sara jumps from the bed, frantic.  Yanks the door
open.  Follow her out.

30  int. corridor   30

Sara staggers from her cell.  Reese is already, impossibly a hundred feet away,
striding down the dim corridor.  A silhouette in a long coat, disappearing
around a corner.

Sara runs after him, her bare feet slapping the cold linoleum.    Her hospital
gown floats out behind her as she dream-runs along the seemingly infinite
corridor.  She reaches the corner, slides around it, and...

30A Slams right into the arms of Douglas and his three helpers.  They grab her
as   30A she struggles and screams.  Then Silberman is there, smiling
soothingly.   They force her  down and she is pinned to the floor, screaming.
A new figure approaches... one even more menacing.

TERMINATOR walks toward her, with heavy, measured steps.  Backlit, eyes
concealed by the sunglasses, it stands over her like the angel of death itself.
It reaches down and... Takes her hand.    Lifts her up.  Leads her to a door.
They go through together.  Emerging into...

30B A BEAUTIFUL SUNLIT MORNING.  CHILDREN are playing nearby...
30B sliding down slides, clambering through a jungle gym.  Sara knows this
dream now... it is the worst of all her nightmares.  She starts to scream but
no sound comes out.

30C THE SKY EXPLODES into WHITE LIGHT.    Everything is seared by the
30C unholy  glare, hotter than a thousand suns.  The children ignite like match
heads.    Sara is burning, screaming silently, everything silent and overexposed.
Terminator's flesh and clothing are burning, silently.    It grips her hand,
Virgil to her Dante in this tour of the nuclear age Inferno.

30D THE BLAST WAVE HITS... a near-solid wall of compressed air followed by
30D 250 mph winds.  The children, charcoal statues frozen in positions of play,
explode into black leaves of ash and swirl away.  SOUND hits now, with a
thunderous roar.  Sara's scream merges with the howl of the wind as the blast
hits her, exploding the flesh from her bones.  Beside her, Terminator is
stripped of its burnt flesh, becoming a smoking skeleton of steel.

30E Then she wakes up...  in her cell, shackled to the bed.  Sunlight hurts her
30E eyes.  She looks desperate and defeated.  She knows the war is coming.  It
visits her every time she closes her eyes.  Lost and alone, Sara feels all hope
recede for herself and for humanity.

cut to:


31  int. Pescadero state hospital - interview room  31

TIGHT ON VIDEO SCREEN, playing a previously-recorded session.
Sara is in a strait-jacket, talking softly.

video SARA ...    it's... like a giant strobe light,   burning right through my
eyes... but somehow I can still see.  Look, you know the dream's the same every
night, why do I have to--

video silberman
Please continue...

31A The REAL SARA dispassionately watches herself on the screen.  Her
31A expression is controlled.  Silberman watches her watching.    They are in a
brightly lit interview room.  TWO ATTENDANTS stand nearby.

31B video SARA    31B The children look like burnt paper... black, not moving.
Then the blast wave hits them and they fly apart like leaves..."

Video Sara can't go on.  Real Sara watches herself cry on tape, her expression
cold.  We hear Silberman speak on the tape.

video silberman
Dreams about cataclysm, or the end of the world, are very common, Sara...

Video Sara cuts him off, her mood shifting to sudden rage.

VIDEO SARA
It 's not just a dream.  It's real, you moron!    I know the date it happens!!

video silberman
I'm sure it feels very real to you--

video SARA On August 29th 1997 it's going to feel pretty fucking real to you,
too!   Anybody not wearing number two million sunblock is gonna have a real bad
day, get it?!

video silberman
Relax now, Sara--

video SARA You think you're alive and safe, but you're already dead.
Everybody, you, him... (she gestures at the attendant)    everybody... you're all
fucking dead!


    TERMINATOR 2 - Rev.  9/10/90    17

31B    She is raving, half out of her chair.  The orderly moves to inject her
with     31B  something.

VIDEO SARA You're the one living in a dream, Silberman, not me!  Because I know
it happens.  It happens!

31C Silberman pauses the tape... freezing Sara's contorted face.    31C
Real  Sara turns away from the screen, her expression stony.

SARA
I was afraid... and confused.  I feel much better, now.  Clearer.

Silberman gives a calculated paternal smile.

silberman
Yes.  Your attitude has been very positive lately.

Sara looks up at him.  Her voice is hopeful.

SARA
It has helped me a lot to have a goal, something to look forward to.

silberman
And what is that?

As she answers, WE PULL BACK, revealing that we have been looking through a
one-way mirror from an adjacent OBSERVATION ROOM.  In the shadows of the
observation room we see the interns from the earlier rounds, and a couple of
STAFF PSYCHOLOGISTS.  They smoke and make the occasional note.

SARA You said I could be transferred to the minimum security wing and have
visitors if I showed improvement in six months.  Well, it's been six months,
and I was looking forward to seeing my son.

silberman I see.  Let's go back to what you were saying about these terminator
machines.  Now you think they don't exist?

CLOSE ON SARA.    Her voice sounds hollow.

SARA
They don't exist.  I see that now.

Silberman leans back, studying her.  Toying with her.


31C    Silberman   31C  But you've told me on many occasions about how you
crushed one in a hydraulic press.

SARA If I had, there would have been some evidence.  They would have found
something at the factory.

silberman
I see.    So you don't believe anymore that the company covered it up?

Sara shakes her head no.
cut to:

32  ext. cyberdyne systems - day    32

The corporate headquarters of a mega-electronics corporation.  An imposing
cubist castle of black glass.

33  INT. second floor/ elevators    33

The elevator doors slide open with a whisper and MILES DYSON strides out.
Black.    In his early thirties.    The star of the Special Project's division.
He's brilliant, aggressive, driven.  Dyson walks down the corridor, swinging
his arms... a man in a hurry.  A man with much to do.

He reaches a solid security door and zips his ELECTRONIC KEY-CARD through the
scanner.  The door unlocks with a clunk. The sign next to the door reads:
SPECIAL PROJECTS DIVISION: AUTHORIZED PERSONNEL ONLY.

34  int. security station   34

He nods to the guards as he passes through the security checkpoint.  They can
see all activities on the floor on their bank of video monitors. He unlocks
another secure door with his card and enters--

35  int.artificial intelligence (A.i.) lab  35

The lab  is quite large, comprising banks of processors, disk drives, test
bays, prototype assembly areas.  Extremely high tech.

Dyson
Greetings, troops.

He is jokingly saluted by fellow workers.  Not a lab coat in sight.  This is a
strictly jeans and sneakers crowd.  All young and bright.  They sit at their
consoles drinking Cokes and changing technology as we know it.     A young LAB
ASSISTANT rushes over to Dyson.  Name tag says he's BRYANT.


35  bryant  35
Mr. Dyson?  The materials team wants to run another test on the uh... on it.

dyson
Yup.  Come on.    I'll get it.

Dyson produces an unusual-looking KEY from his pocket as they stride through
the lab.  Bryant has to hustle to keep up.

bryant    Listen, Mr. Dyson, I know I haven't been here that long, but I was
wondering if you could tell me... I mean, if you know...

Dyson
Know what?

bryant
Well... where it came from.

dyson
I asked them that question once.  Know what they told me?  Don't ask.

36  int. vault room 36

Dyson enters with Bryant.  Dyson and a GUARD stand together before what looks
like a high-tech bank vault.  It requires two keys to open, like the launch
controls in a nuclear silo.  The guard and Dyson insert their keys and turn
them simultaneously.  Dyson then enters a passcode at a console and the vault
Unlocks itself with a sequence of clunks.  The door swings open and Dyson
enters.  Bryant stays outside with the guard, who notes Dyson's name and the
time on a clipboard.

37  INT. VAULT    37

Dyson walks to a stainless steel cabinet and opens it. Inside is a small
artifact in a sealed container of inert-gas.  IT --a ceramic rectangle, about
the size of a domino, the color of liver.  It has been shattered, painstakingly
reconstructed and mounted on a metal frame.

Dyson removes the artifact, in its inert-gas flask, and sets it on a specially
designed cart.    He handles it like the Turin shroud.   Dyson closes the
cabinet.  Turns to the one next to it.    Opens its door.  In this cabinet is a
larger object... an intricate METAL HAND AND FOREARM.

At the elbow, the metal is twisted and crushed.  But the forearm and hand are
intact.  Its metal surface scorched and discolored, it    stands upright in a
vacuum flask, as if saluting.    This is all that remains of the terminator Sara
destroyed.   Dyson stares at it, lost in thought.  Then he closes the cabinet,
BLACKING OUT FRAME.

cut to:

38  int. interview room/ observation room   38

We can see through the one way mirror into the interview room where Sara is
still talking with Silberman.  The  OTHER PSYCHOLOGISTS are still watching
through the mirror.  Reviewing Sara's condition.

SARA
So what do you think, doctor?  I've shown a lot of improvement, haven't I?

silberman You see, Sara... here's the problem.    I know how smart you are, and I
think you're just telling me what I want to hear.  I don't think you really
believe what you've been telling me today.

We go tight on Sara's reaction.  And we see that Silberman is right. She was
playing him and it didn't work.  And she knows she's fucked.  Her tone becomes
quietly pleading.

SARA You have to let me see my son.  Please.  It's very important.  He's in
danger.  At least let me call him--

Silberman pins her with his sweet reptilian gaze.

silberman I'm afraid not.  Not for a while.  I don't see any choice but to
recommend to the review board that you stay here another six months.

Sara's eyes turn cold and lethal in one second.  She knows she's lost.    She
knows this guy is just playing with her, and she-- LEAPS ACROSS THE TABLE AT
HIM.

SARA
YOU SON OF BITCH!!

Silberman jumps back and the attendants dive on her.  She is writhing and
twisting like a bobcat.  Silberman whips open a drawer and pulls out a syringe.
He jabs it into her as she yells--

SARA Goddammit.  Let me go!!  Silberman!  You don't know what you're doing!
You fuck!  You're dead!  You hear me!!

Silberman signals and the attendants drag her out.
He looks at the doctors behind the glass.  Shrugs.

silberman
Model citizen.

    TERMINATOR 2 - Rev.  9/10/90    21

cut to:

39  EXT. 7-eleven store - DAY    39

Officer X has stopped two young girls in front of a 7-Eleven.  He is leaning
out the cruiser window and showing them the picture of John. The first girl
nods.  *

FIRST GIRL Yeah, he was here about fifteen minutes ago.  I think he said he was
going to the Galleria.

officer X
The what?

The second girl points toward a massive complex visible above the houses
several blocks away.  Officer X stares at it.

40  EXT. STREET 40

Terminator cruises slowly on the bike.    Scanning.  He crosses an overpass above
a drainage canal and whips his head around at the sound of a dirt-bike engine.

40A TERMINATOR POV-- of two kids on a bike down in the canal.    40A The IMAGE
snap-zooms in.    FREEZES on the driver's face.  IDENT POS flashes next to the
blurry image of John.

40B Terminator wheels the Harley around, cutting onto a street which    40B
runs parallel to the canal.   Terminator hauls ass to keep John in sight.  He
catches glimpses of the kid through trees and houses.  Loses him.  Catches one
last glimpse of him heading into the parking garage of a large SHOPPING MALL.

41  INT. GALLERIA -  DAY    41

John works his way through a crowded video arcade.  Sees some guys he knows.
Stops to talk, striking a pose.  Mall rats in their element.  We don't hear the
dialogue.

42  int. galleria parking garage    42

TERMINATOR'S idling Harley shakes the parking garage walls.   He stops at a row
of bikes near the escalators.  John's little Honda sits proudly with the big
street bikes.  Terminator parks.

43  int. galleria   43

OFFICER X is moving through the flow of shoppers.  The place is a zoo.    He
stops some kids and shows them the picture.  They shrug.


43A IN A CROWDED VIDEO ARCADE JOHN is lost in an intense battle, going    43A for
a new high score at "Missile Command".     He parries deftly as the enemy ICBMs
deploy their MIRVs... the warheads stream down... it's more than he can deal
with.  The world gets nuked.  Game over.  He slouches away from the game,
looking for another.  Bored.

    RACK FOCUS to Officer X passing the entrance of the store behind him.
    The cop moves on, down the concourse, out of sight.
John gets into an "Afterburner" simulator game.

43B ON TERMINATOR, walking through the crowd in slow motion.  Scanning.     43B
It moves with methodical purpose, knowing the target is close.    We see that it
is, incredibly, carrying a box of LONG STEM ROSES.  Like some hopeful guy with
a hot date.

43C THE COP is pointed toward the arcade by some kids hanging out at the    43C
multi-cinema.  He walks into the maze of kids engaged in synthesized conflict.
Cheap electronic sound effects blare above the crowd noise.

43D JOHN is shooting down MiGs at Mach 2.  His friend Tim slides up next to
43D him.  Taps him on the shoulder, trying to play it cool.

tim
Some cop is scoping for you, dude.

John looks around the corner of the "Afterburner" ride.  Sees the cop showing a
picture to some of the kids.  The kids point his way.

John ducks just as the cop glances over.  He slinks out the other side of the
ride and heads for the back of the store, instinctively retreating.  Sara has
taught him that cops are bad news.

THE COP scans the crowded arcade.  Glimpses John, looking back as he moves
around a row of machines.  Starts toward him.

JOHN sees the cop homing in and starts walking fast.  Looks back.   THE COP  is
shoving through clots of kids.    One of them is slammed to the floor.  An eddy
of outrage behind the cop as he gains speed.   John breaks into a run.    So does
the cop. Kids scatter like ten-pins as the cop charges after John. John sprints
through the arcade's back office and store-rooms.

44  int.  SERVICE CORRIDOR  44

John emerges through a firedoor into a long corridor which connects to the
parking garage.  He's running full out, when around the corner ahead of him
comes...

TERMINATOR.  Time stretches to nightmarish crawl as John tries to brake to a
stop.  Terminator reaches into the box of roses.

SLOW MOTION.  The cold black steel of the SHOTGUN emerges as the box falls
open, the roses spilling to the floor.    TERMINATOR'S BOOT crushes the flowers
as it moves forward.


44  JOHN, transfixed by terror, is trapped in the narrow featureless shooting
44  gallery of the corridor. THE SHOTGUN COMES UP.  Terminator expressionlessly
strides forward.  Jacks a round into the chamber, slow and fluid.

John looks behind him for a place to run.  Sees the cop coming toward him,
pulling his Beretta pistol.  Incredibly, John realizes the cop is aiming his
gun at him! John looks back at Terminator.  He is staring into the black muzzle
of the 10 gauge now.  Aimed right at his head.    He realizes he's screwed.  Then
something crazy happens...

terminator
Get down.

John instinctively ducks.  Terminator pulls the trigger.  KABOOM!

THE COP catches the SHOTGUN'S BLAST square in the chest just as he fires his
pistol.  The pistol's shot goes wild.

TERMINATOR pumps another round into him.  Then another. And another.  And
another.   Advancing a step each time he fires, he empties the shotgun into the
cop, blowing him backward down the corridor.  The sound is DEAFENING.  Then
silence.

THE COP lies still on his back.

44A Terminator is now standing right over John.  They both watch as the cop,
44A incredibly, sits up unharmed and gets to its feet.     Terminator grabs John
roughly by his jacket.    Clutches the kid to his chest then spins around as the
cop opens fire with the Beretta.

44B The "cop", who not only isn't a cop, he clearly isn't even human, pulls 44B
     the trigger so fast it almost seems like a machine-pistol.

ON TERMINATOR'S BACK, as the 9mm slugs slam into it, punching bloody holes in
the motorcycle jacket.

A MAN emerges from a restroom and steps right between the cop and his target.
He's instantly cut down by the fusillade.

JOHN is bug-eyed with fear, but completely unscratched.  Terminator's body has
blocked the bullets.

The Beretta CLACKS empty.  Terminator turns at the sound.   Shoves John behind
a coke machine.  Drops the empty shotgun,  Starts walking toward the "cop".
The empty magazine clatters to the floor.   The cop inserts another one.
Snaps back the slide.    Terminator still has twenty feet to go.   It doesn't
break its purposeful stride.


44B    The cop opens fire.  Bullets rake Terminator's chest.  It doesn't even
flinch.      44B  Ten feet to go.  BLAM BLAM BLAM BLAM!  Neither the cop nor
Terminator show the slightest change in expression as the gun rips
Terminator's wardrobe to shreds.

CLACK.    The pistol empties again.  Terminator stops two feet in front of the
cop.   They appraise each other for a second.

We realize now that the cop is a terminator too.  We don't know the details
yet, but let's call him the T-1000 (since that's what he is).  A newer model
than the one we've come to know so well (the 800 Series "Arnold").  This guy's
an advanced prototype... and he's got quite a few surprises.

T-1000 AND TERMINATOR size each other up.  Terminator moves first.  It grabs
the T-1000 in its massive hands but the T-1000 snaps back with a counter-grip.
After about two seconds of intense slamming, the walls on both sides of the
corridor have all the plaster smashed in, and the two battling machines have
blasted through the wall and disappeared.

JOHN, totally stunned by all of this, remembers to move.  He staggers to his
feet.  Stumble-runs toward the parking garage.

44C THIRD LEVEL CONCOURSE. A plate glass window EXPLODES and the    44C
Terminator crashes through to the tile floor like a sack of cement amid the
screaming crowd.

44D The T-1000, swatting mannequins aside, emerges through the broken window.
44D  Picks up the stunned Terminator by its jacket.  Hurls him against the
balcony, which shatters at the impact.    Terminator crashes through and falls
two levels to the courtyard below!

T-1000 turns without a word and heads back through the store after John,
accelerating slowly into a loping, predatory run.

44E DOWN ON THE COURTYARD.  Terminator is totally still.  A JAPANESE    44E
TOURIST cautiously  steps forward and takes a picture of the body.  Suddenly,
Terminator's eyes snap open.  The stunned tourist backs away.

It sits up and looks around.  Gets its bearings.  Rises smoothly to its feet.
All servos seem to be working fine.  The tourist's camera whirs as the
motor-drive runs on by itself, taking shot after shot.    The owner isn't even
looking through the eyepiece, he's so shocked.

45  int. parking garage 45

John is frantically pumping the kick starter of his bike, scared shitless and
the damned thing won't start.  His hands are shaking so badly he can't find the
choke.    He looks up to see-- The T-1000 running down the corridor toward him.
John fumbles with the choke. The bike catches.     He slams it in gear and spins
the bike out into the main aisle of the garage.


45  John looks back... the T-1000 is behind him, running.  He twists the
throttle   45  and guns the little bike forward.  Incredibly, the T-1000 is
gaining.  This nightmare isn't happening.  John races out the exit ramp, and
charges right into the street.

46  EXT.  STREET    46

John shoots into the busy traffic.  Cuts off a BIG-RIG TOW TRUCK.   The DRIVER
swears.  Hits his air horn.  What the driver doesn't see is the cop, running
faster than O.J. Simpson at the airport, who emerges onto the street and runs
right at his truck.

46A IN THE TRUCK.  The driver hears a thump as something slams against    46A his
door, then feels himself pulled right out.  T-1000 slides in and takes his
place.    The truck is still rolling along about 25 mph.    T-1000 accelerates
after John without missing a beat.  It can see him, up ahead, weaving through
traffic.

46B Out of the garage entrance, Terminator roars onto the street on the Harley.
46B It accelerates after the others.

47  EXT. FLOOD CONTROL CHANNEL    47

John slides his bike down the service ramp faster than he's ever done it
before.  He races along the bottom of the canal, turning into a narrower
tributary which has vertical sides.

He looks back.    No sign of pursuit. 47A Suddenly he sees the sun blocked out by
a great shadow. 47A The Kenworth tow-truck... big as  house, all chrome and
roaring diesel engine... crashes through the fence and launches itself right
into the center of the canal.

It crashes down, 15 feet to the ground, going about 60, hits at an angle and
tears into the concrete wall with a hideous grinding of metal.    It ricochets
back and forth between the walls then, bellowing like a gutshot  stegosaurus,
it just keeps on plowing forward, gathering speed.

47B John looks back and sees this wall of metal  almost filling the narrow  47B
concrete canal and he milks every last bit of throttle the little bike has.
The Kenworth is all muscle, tearing along the canal like a train in a tunnel.
Its big tires send up huge sheets of muddy spray, backlit in the setting sun.
It looks like some kind of demon.  And... it's gaining.

47C ABOVE THEM, on the service road running parallel, Terminator is    47C
fighting to overtake them.  It looks down and sees John with the tow-truck from
Hell catching up to him.  It is only about twenty feet behind him and still
gaining.

47D ANGLE IN THE CANAL, looking back past a desperate John, at the wall of  47D
    metal filling frame behind him.


    TERMINATOR 2 - Rev.  9/10/90    26

47E ABOVE, Terminator cuts the bike suddenly hard to the left, leaving the  47E
road.  Hitting an earth embankment just right, it jumps the bike into the air
like Steve McQueen in "The Great Escape" and vaults the fence bordering the
canal.    It slams down at the edge of the canal and tears along, inches from the
drop-off on a dirt path, accelerating past the truck in the channel below.

47F John hits some water and slews momentarily, losing speed.  The massive  47F
push-plate on the front of the truck slams his back fender.  Panicked, he pulls
a little ahead.  All this is happening at about sixty miles an hour.  Top speed
for the little dirt bike.

47G SLOW MOTION as Terminator jumps the bike again.  This time the 700- 47G
pound Harley sails out into space and drops into the canal.  It arcs down
between the truck and John, hitting on its wheels.  It bottoms out, an
explosion of sparks from under the frame.  Only the ultra-fast reflexes of a
machine could keep the bike upright.  Terminator fights for control.

47H It guns the throttle and the powerful bike roars up beside John's tiny
Honda.     47H Terminator sweeps the kid off his machine with one arm and swings
him onto the Harley, in front of him.  John's Honda weaves and falls, smashed
instantly under thundering tires.

The Harley roars ahead.  It hits eighty.  Ahead is an overpass, and supporting
it is an abutment which bisects the canal into two channels.  The Harley
thunders into one channel, which is essentially a short tunnel.

47I The truck can't fit on either side.  Neither can it stop, at that speed.
Tires      47I locked, it slides on the muddy concrete and piles into the
concreted abutment at seventy.

47J Terminator and John emerge from the tunnel, looking back to see a fireball
47J blasting through behind them as the truck's side-tanks explode.

Terminator stops the Harley.  John peers around its body to see the
destruction.  A burning wheel wobbles out of the tunnel and flops in the mud.
Terminator revs the bike and they roar away, down the canal, disappearing
around a bend.

47K ANGLE ON THE FIRE, as a column of black smoke rises from the overpass.
47K Smoke boils from the tunnel as well, and inside it is a solid wall of
flame.    A figure appears in the fire.    Just an outline.  Walking slowly...
calmly. The figure emerges from the flames.

It is human-shaped but far from human.    A smooth chrome man.   Not a
servomechanism like Terminator is underneath, with its complex hydraulics and
cables... this thing is a featureless, liquid chrome surface, bending
seamlessly at knees and elbows as it walks.  It reminds us of mercury.    A
mercury man. Its face is simple, unformed. Unruffled by thousand degree heat,
it walks toward us.

With each step detail returns.     First the shapes and lines of its clothing
emerge from the liquid chrome surface, then finer details... buttons, facial
features, ears...   *

    TERMINATOR 2 - Rev.  9/10/90    27

47K    But it's still all chrome.  With its last step, the color returns to
everything.  It is 47K    the cop again... handsome young face, blond hair,
moustache.  Icy eyes.  It stops and looks around.

It is a perfect chameleon.  A liquid metal robot.  A killing machine with the
ultimate skills of mimicry for infiltration of human society.

47L ANGLE NEARBY, as several police cruisers and a fire truck pull up.    47L
T-1000 climbs out of the canal behind them.  More cops arrive.    T-1000 blends
in perfectly.  There are always cops at disasters and scenes of violence.  We
now see why its choice of protective mimicry is so perfect.  It walks among the
other cops unnoticed.    Gets into one of the squad cars.  Starts it and drives
away.


48  EXT. SIDE STREET - DUSK 48

Terminator, with John in front of him, on the Harley roars down the empty
street.  John cranes his neck around to get a look at the person/thing he is
riding with.  The image is strangely reminiscent of father/son, out for an
evening ride.

John is still shaking from the experience of what just happened and he's just a
ten year old kid, but he's also the John Conner who will someday rise to
greatness, and we see a bit of that in him even now.

john
Whoa... time out.  Stop the bike!

Terminator immediately complies.  He leans the bike into a turn.  They head
* into a nearby alley.

49  EXT. ALLEY    49

Terminator and John roll into the alley and come to a stop.  John slides off
the gas tank.  Terminator impassively stares at him.  John checks him out.
Tentatively speaks.

john
Now don't take this the wrong way, but you are a terminator, right?

terminator
Yes.  Cyberdyne Systems, Model 101.

john
 No way!

    John touches Terminator's skin.  Then the blood on his jacket.    *
His mind overloads as the reality of it hits him.


49  john    49
Holy shit... you're really real!  I mean... whoah!
(stepping back)
You're, uh... like a machine underneath, right...  but sort of alive outside?

TERMINATOR
I'm a cybernetic organism.  Living tissue over a metal endoskeleton.

john This is intense.  Get a grip, John.   Okay, uh... you're not here to kill
me... I figured that part out for myself.  So what's the deal?

terminator
My mission is to protect you.

john
Yeah? Who sent you?

terminator You did.  Thirty five years from now you reprogrammed me to be your
protector here, in this time.

John gives him an amazed look.

john
This is deep.


50  EXT. street - NIGHT 50

John and Terminator on the bike again, weaving through the side streets.   They
blend into the evening traffic.  In the darkness, Terminator's wounds are not
readily visible.   John cranes his head up and back.

john
So this other guy?  He's a terminator too, right, like you?

terminator
Not like me.  A T-1000.  Advanced prototype.   A mimetic polyalloy.

john
What's that mean?

terminator
 Liquid metal.

john
Radical.


50  terminator    50  You are targeted for termination.  The T-1000 will not stop
until it completes its mission.  Ever.

John mulls that over.

john
Where we going?

terminator
We have to leave the city, immediately.  And avoid the authorities.

john
Can I stop by my house?

terminator
Negative.  The T-1000 will definitely try to reacquire you there.

john
You sure?

terminator
I would.
cut to:

51  ext. payphone   51

John is quickly going through his pockets for change.    He has plenty of bills
but no quarters.

john Look, Todd and Janelle are dicks but I gotta warn them.  Shit!  You got a
quarter?

Terminator reaches past John and smashes the cover plate off the phone's cash
box with the heel of his hand.    A shower of change tumbles out.  Terminator
hands one to John.  John dials.

52  INT. VOIGHT HOUSE - KITCHEN - NIGHT 52

Janelle Voight    picks up the kitchen phone and cradles it with her shoulder
while she continues to chop vegetables with a large knife.   She answers
sweetly.

janelle
Hello?

john
(filtered through phone)
Janelle?  It's me.


52  In the backyard John's German Shepherd is going bonkers, barking at     52
    something.

janelle John?  Where are you, honey?  It's late.  You should come home, dear.
I'm making a casserole.

AT THE PAYPHONE.  John listens, an odd look on his face.  He covers the phone's
mouthpiece and turns to Terminator.

john
(whispering)
Something's wrong.  She's never this nice.

IN THE VOIGHT'S KITCHEN.  Todd comes in through the kitchen's back  door.  Just
home from work.  He ignores Janelle and opens the fridge.  Grabs a Coors.
Takes a sip.  Frowns at the dog's barking.

todd
What the hell's the goddamn dog barking at?  SHUT UP YOU MUTT!

TIGHT ON JANELLE as Todd growls around the kitchen behind her.    He passes OUT
OF FRAME next to her.  Janelle switches the phone to her other hand then...
THUNK!    Her free hand seems to do something out of frame.  There is a gurgling,
and the sound of liquid dribbling onto the floor.  (Don't go away.  We'll found
out what happened in a moment)

AT THE PAYPHONE.  John cups the phone again. Turns to Terminator.

john
The dog's really barking.  Maybe it's already there.  What should I do?

Terminator takes the phone from John's hand.  Janelle's voice is floating
through the receiver.

janelle
(filtered)
John?  John, are you okay?

Terminator speaks into the phone in a perfect imitation of John's voice...

terminator
(in John's voice)
I'm right here.  I'm fine.
 (to John, a whisper)
What is the dog's name?

john
Max.


    TERMINATOR 2 - Rev.  9/10/90    31

52    Terminator nods.  Speaks into the phone.    52

terminator
Hey Janelle, what's wrong with Wolfy?  I can hear him barking.    Is he okay?

janelle
(filtered)
Wolfy's fine, honey.  Where are you?

Terminator unceremoniously hangs up the phone.    Turns to John.

terminator
Your foster parents are dead.  Let's go.

Terminator heads for the bike.    John, shocked, stares after him.

53  int. voight house / kitchen 53

Janelle hangs up the phone.  Her expression is neutral.  Calm.

PAN OVER along her arm, which is stretched out straight from the shoulder.
Partway along its length her arm has turned smoothly into something else-- a
* metal cylinder which tapers into a sword-like spike.    Now we see Todd Voight
PINNED TO A KITCHEN CABINET by the spike which has punched through his beer
can, through his mouth and exits the back of his head into the cabinet door.
His eyes are glassy and lifeless.

The spike is withdrawn-- SWIISHHTT!-- so rapidly, Todd is actually standing
there a second before he slumps out of sight.  THUMP.     53A Janelle doesn't
bat an eye as the spike smoothly changes shape and color,   53A transforming
back into a hand, and then...

53B JANELLE CHANGES rapidly into the COP we now know as the T-1000.  The    53B
    change has a liquid quality.   T-1000 opens the back door.

54  ext. voight house/ backyard - night

T-1000 approaches the big German Shepherd, which slinks away from him, barking
in fear.    T-1000 walks right into CLOSE UP.  Reaches down, OUT OF FRAME.  We
hear that sickening THUNK followed by a shrill YELP.   Then T-1000's hand snaps
up INTO FRAME holding a bloody dog collar.  The tag reads "MAX".     T-1000
nods thoughtfully.  Heads back to the house.

55  EXT. parking lot - NIGHT    55

Dark.  Off a quiet street.  Terminator stands near the Harley watching John
pace before him.  John's brain is calling time-out.   This is all too weird.

john I need a minute here, okay?  You're telling me it can imitate anything it
touches?


    TERMINATOR 2 - Rev.  9/10/90    32

55  terminator    55
Anything it samples by physical contact.

John thinks about that, trying to grasp their opponent's parameters.

john
Like it could disguise itself as anything... a pack of cigarettes?

terminator
No.  Only an object of equal size.

John's still reeling from meeting one terminator, which now seems downright
conventional next to the exotic new model.

john
Well, why didn't it just become a bomb or something to get me?

terminator It can't form complex machines.  Guns and explosives have chemicals,
moving parts.  It doesn't work that way.   But it can form solid metal shapes.


56  INT. VOIGHT HOUSE - night    56

T-1000 walks down the dark hall.  It passes the bathroom and we see the real
Janelle's legs through the half-open door.  The shower is running.  Her blood
mixes with water on the white tile floor.

56A In John's bedroom the T-1000 begins searching methodically in the dark.
56A Calmly and dispassionately ripping the room apart for any clues that could
lead it to its target.     T-1000 finds a box of audio cassettes marked "Messages
from Mom". In it are     * some letters, and envelopes filled with snapshots.
It begins looking through   * some of the photos...   *

SHOTS OF JOHN AND SARA during the missing years.  Sara in olive     * cammos
with an RPG 7 grenade launcher, teaching John how to aim.  Sara  * with a group
of military-clad Guatemalan men, standing next to cases of     * stinger
missiles.  John and Sara in a Contra camp, deep in the mountains.   *


57  EXT. PARKING LOT - NIGHT    57

John is now sitting on the curb, lost in stunned thought.  Terminator stands
above him, watching the street like a Doberman.  He glances down at John.

john
    We spent a lot of time in Nicaragua... places   *
    like that.    For a while she was with this crazy    *
    ex-green beret guy, running guns.  Then there   *
    were some other guys.   *

    TERMINATOR 2 - Rev.  9/10/90    33

57  JOHN    57*
    She'd shack up with anybody she could learn     *
    from.  So then she could teach me how to be this    *
    great military leader. Then she gets busted and *
    it's like... sorry kid, your mom's a psycho.    *
    Didn't you know?   It's like... everything I'd  *
    been brought up to believe was just made-up *
    fantasy, right?  I hated her for that.    *
(he looks up)
    But everything she said was true.    *
(he stands)
    We gotta get her out of there.  *

terminator Negative.  The T-1000's highest probability for success now would be
to copy Sara Conner and wait for you to make contact with her.

john
    Oh, great.    And what happens to her?    *

Terminator's reply is matter-of-fact.

terminator
Typically, the subject being copied is terminated.

john
TERMINATED!?  Shit!  Why didn't you tell me?  We gotta go right now!

terminator
Negative.  She is not a mission priority.

john
Yeah, well fuck you, she's a priority to me!

John strides away.  Terminator goes after him and grabs his arm. John struggles
against the grip.  Which doesn't do him much good.

john
Hey, goddammit!  What's your problem?

Starts dragging John back to the bike.    John spots a couple of college-age
slab-o-meat JOCK-TYPES    across the street and starts yelling to them.

john
Help!  HELP!! I'm being kidnapped!  Get this psycho off of me!

The TWO JOCKS  start toward them.  John yells in outrage at Terminator

john
Let go of me!!

    TERMINATOR 2 - Rev.  9/10/90    33A

57  To his surprise, Terminator's hand opens so fast John falls right on his
butt.  57 He looks up at the open hand.

john
Oww!  Why'd you do that?


57    terminator  57
You told me to.

John stares at him in amazement as he realizes...

john
You have to do what I say?!

terminator
That is one of the mission parameters.

john
Prove it.... stand on one foot.

Terminator expressionlessly lifts one leg.
John grins.  He's the first on his block...

john
Cool! My own Terminator. This is great!

The two guys get there and look at Terminator standing there calmly with one
leg up in the air.  This big guy in black leather and dark glasses, standing
like a statue.

first jock
Hey, kid.  You okay?

John turns to him.  No longer needing to be rescued.

john
Take a hike, bozo.

first jock
Yeah?    Fuck you, you little dipshit.

 john
Dipshit?  Did you say dipshit?!
(to Terminator)
Grab this guy.

Terminator complies instantly, hoisting him one-handed by the collar.  The
guy's legs are pinwheeling.

john
Now who's a dipshit, you jock douchebag?

Immediately, things get out of hand.  The guy's friend jumps behind Terminator
and tries to grab him in a full nelson--   Terminator throws the first guy
across the hood of a car-- Grabs the second by the hair, whips out his .45 in a
quick blur, and aims the muzzle at the guy's forehead.


57    John grabs Terminator's arm with a yell as he pulls the trigger--
John's      57   weight is just enough to deflect the gun a few inches.  The guy
flinches, stunned by the K-BOOM next to his ear.  He stares, shocked.  Pissing
himself.  John is freaking out too.   He screams at Terminator.

john
Put the gun down!  NOW!!

Terminator sets the .45 on the sidewalk.  John scoops it up fast then turns to
the shocked civilians, who can't believe what just happened.

john
Walk away.

They do.  Fast.  John grabs Terminator by the arm and tugs him toward the bike.
John still holds the gun, reluctant to give it back.

john
Jesus... you were gonna kill that guy!

terminator
Of course.  I'm a terminator.

John stares at him.  Having your own terminator just became a little bit less
fun to him.

john
Listen to me, very carefully, okay?  You're not a terminator anymore.
Alright?  You got that?  You can't just go around killing people!

terminator
Why ?

john
Whattaya mean, why?  Cause you can't!

terminator
Why?

john
You just can't, okay.  Trust me on this.

Terminator doesn't get it.   John just stares at him.  Frightened at what just
almost happened.  He gets a glimpse of the responsibility that comes with
power.    Finally he hands the .45 back to Terminator,  who puts it away.

john
Look, I'm gonna go get my mom. You wanna come along, that's fine with me.

cut to


    TERMINATOR 2 - Rev.  9/10/90    36

58  int. voight house/ bedroom - night        58

T-1000 finds an envelope... a letter from Sara to John sent since she's been at
* Pescadero State Hospital.   It reads the return address on the envelope.  It
has    * what it needs.  It picks up a tape player and the battered shoebox
full of      * Sara's tapes and exits.

cut to:

59  CLOSE ON A BLACK & WHITE PHOTOGRAPH.  The image is a nightmare  59 from the
past.  It is a surveillance camera still-frame from the LA police station where
the first terminator made such an impression in 1984.  We see the blurry forms
of cops frozen in the emergency lights of a burning corridor.

A  black-clad figure stands at the end of  the corridor.  The guy has
short-cropped hair and dark glasses.  An AR-180 assault rifle in one hand, and
a 12-gauge in the other--holding them both like toy pistols.  ANOTHER PHOTO is
slapped on top of the first.  Another still-frame blow-up is placed over the
last.  Terminator looms in CLOSE UP.

DETective  weatherby (O.S.)
These were taken at the West Highland police station in 1984.  You were there.

WIDER.    We're in--

59A int. INTERVIEW ROOM/ peSCADERO  - night 59A

The photos are lying on the table in front of Sara, placed there by DETECTIVE
WEATHERBY.  His partner DET. MOSSBERG, and Dr. Silberman, sit at the table as
well.  Two uniformed cops, plus Douglas,  stand by the door.  Sara stares
listlessly at the top photo.  She's withdrawn, haggard... drugged-looking.

mossberg
He killed seventeen police officers that night.  Recognize him?

Weatherby slaps another  black and white eight-by-ten on the table.  A close up
of Terminator taken by the Japanese tourist at the mall.  It's the same face.

mossberg
This one was taken by a Japanese tourist today.

Sara doesn't react.  It's hard to tell she's thinking.    Whether she's given up
hope or is just in a drugged stupor.

weatherby Ms. Conner,  you've been told your son's missing.  His foster parents
have been murdered, and we know this guy's involved.  Talk to us.  Don't you
care?


59A    Sara looks up at him.  A cold and empty stare.    He  glances at
Silberman.   59A  Then at his partner.

mossberg
We're wasting our time.

One of the uniformed cops opens the door and Mossberg strides into the hall.
Weatherby and the two uniforms follow him out, with Silberman right behind.

Silberman
Sorry, gentleman...

TIGHT ON SARA, slumped under the bright lights.  Totally out of it.  Then we
see her hand, creeping along the edge of the table toward the stack of photos.
She slips off the paper clip binding the stills together, and hides it between
her fingers.  Douglas jerks her up by the arm and leads her out.

cut to:
60  int. SARA's cell    60

Douglas cinches up the last of Sara's restraints.  Then leans over her...
looking down.  Even wrecked as she is, we see the beauty in her face.  He bends
down.  We think he's going to kiss her.  Instead he runs his tongue across her
face like a dog would.    She seems not to even see him.    Her dull eyes see past
him.  He can't provoke a reaction.  Even here, strapped down, the two of them
alone, she gives him no superiority.  He smirks and leaves.  We hear the sound
of his night-stick tapping its way down the corridor, growing fainter.

Sara's eyes snap suddenly alert.  There is intensity and resolve in them.  She
slips the paper clip out from between her fingers and awkwardly spreads it open
into a straight piece of wire.    With slow, painful concentration she moves it
toward the lock of the restraints that bind her wrists to the bed at her sides.

cut to:

61  EXT. road - NIGHT    61

Terminator and John charge through the night on the Harley.  Streetlights flare
past them like comets.    Two serious guys with a mission.  One a ten year old
kid, the other a half-man/ half-machine cyborg killer from the post-apocalypse
future.

cut to:
62  INT. SARA'S CELL    62

TIGHT ON RESTRAINT LOCK as it unlatches... successfully picked by Sara's paper
clip.  This is not an easy thing to do.  But Sara taught herself a lot of
things in her years of hiding.

SARA, her hands free, sits up and releases the Velcro straps on her feet.  She
rolls off the bed and we see her in a whole new light.    She is totally alert,
almost feral in her movements.     CUT TO:


63  EXT. hospital entrance    63

GUARD SHACK.  A  bored security guard glances up as an LAPD black-and-white
pulls up.  He raises the barricade and nods at the  T-1000/cop as he passes.

THE CRUISER pulls in next to the other police vehicles.  The T-1000 walks
toward the main entrance. cut to:

64  int. SARA's cell/ corridor    64

Sara is using the paper clip on the door lock.      She hears an echoing tapping
sound.    It's getting louder, coming her way.  She goes back to work on the
lock.

65  IN THE CORRIDOR. Douglas the attendant is tapping his stick along the wall
65 like he does every night on his rounds.  It is dark.  He shines a little
mag-light in the windows of the cells as he passes, barely slowing.

65A He rounds the corner.  His footsteps echo in the dark hallway.  65A The tip
of the stick hits the wall. Tap, tap, tap... getting closer to Sara's cell.  He
stops at her door.  He is about to shine his light in when he notices that a
utility closet across the hall is open.  He goes to shut it, absently flicking
his light into the dark closet.  He notices something strange among the buckets
and cleaning supplies.    A mop lies on the floor, with its handle snapped off
about halfway up.  The other half is missing.

Douglas ponders that for half a second, then hears a SOUND behind him and spins
around.  The sound he heard was Sara's cell door.   The missing two feet of MOP
HANDLE fills his vision as it CRACKS viciously across the bridge of his nose.

250 pounds of doughy attendant hit the floor like a sack of cement.  Sara slams
the makeshift baton down expertly across the back of his head, bouncing him off
the linoleum.  Lights out, Douglas.   She drags him into her cell and locks him
in with his own keys.  Then swaps her mop-handle for his nice heavy
night-stick.

65B Sara moves down the dark corridor, cat-stepping in her bare feet.  She
holds     65B the baton like a pro, laid back along her forearm, police-style.
She looks dangerous. CUT TO:

66  INT. HOSPITAL ENTRANCE/ CORRIDOR    66

A long corridor ends at a reception area, which is closed, and a NIGHT
RECEIVING DESK,  which is a glass window where they can buzz you in through a
heavy door.  A NIGHT NURSE types at a desk nearby.  She looks up at the sound
of footsteps and sees a young cop (T-1000) walking toward her. t-1000 You have
a Sara Conner here?

She assumes he's with the other cops.  Smiles.


66  night nurse 66
Running late, aren't you?

She turns to the inner door to buzz him in and sees Silberman and the cops
coming toward the door from the other side.

night nurse
Your friends are on their way out now...

When she turns back to the window, T-1000's  no longer there.    She goes to the
counter and leans out to see if he's at the drinking fountain or someplace.
No.  Reception is empty.  And so is the long corridor beyond.  She frowns.  Too
weird.

66A Silberman comes through the solenoid door with Mossberg and Weatherby,  66A
the two uniform cops, and the hospital security guard.    The guard retrieves his
9mm pistol from a lock-out box behind the night desk.  Silberman faces him.

silberman
Lewis, see these gentleman out and then lock up for the night.

The security guard nods.  Silberman goes back into the secure area of the
hospital and the cops walk down the long corridor to the main doors.  No sign
of T-1000.  Mossberg and the other cops exit, and the guard locks the door
behind them.

66B The guard walks slowly back along the long corridor.  The hall is dark,
with    66B the light at the night desk far ahead like a sanctuary.  His
footsteps ring hollowly on the tile floor.  His keys jingle.

66C ANGLE ON FLOOR as the guard's feet pass through FRAME.  An instant    66C
later the floor starts to move.    It shivers and bulges upward like a liquid
mass, still retaining the two-tone checkerboard of the tile.  It hunches up
silently into a quivering shadow in the darkness behind the guard.

66D Up ahead we hear typing.  The night nurse has her back to us, working.  The
66D guard stops at the    drinking fountain.  Bends to take a sip.  Behind him
the fluid mass has reached six feet of height and begins to resolve rapidly
into a human figure.  It loses the color and texture of the tile and becomes...
THE GUARD.

T-1000's mass had been spread out a quarter of an inch thick over several
square yards of floor.    The guard walked over the T-1000, and his structure was
sampled in that instant.  Now we see it drawing in and pulling up to form the
figure of the guard.

The T-1000/Guard's feet are the last to form, the last of the "liquid floor"
pulling in to form shiny black guard shoes.  The shoes detach with a faint
sucking sound from the real floor as the T-1000/Guard takes its first step.


66E The real guard spins at the sound of footsteps to see... himself.    66E He
has one deeply disturbing moment to consider the ramifications of that.  Then
he sees his double calmly raise his hand and, inexplicably, point his right
index finger directly at the real guard's face, about a foot away.  In a split
second, the finger spears out, elongating into a thin steel rod which snaps out
like a stiletto, slamming into the guard's eye.   It punches into the corner of
the eye, past the eyeball like a trans-orbital lobotomy tool, and emerges from
the back of the guard's skull.

Life quietly empties from the guard's face.  He is dead weight now, hanging
from the rod/finger, which suddenly retracts-- SSSNICK.  As the guard slumps,
the T-1000 takes his weight easily with one hand and walks him, like he's
carrying a suit on a hanger, back toward the night desk.  The wounds are so
tiny, no blood drips onto the floor.

66F ON THE NURSE, glancing up as the T-1000/guard walks past, dragging    66F
    something casually which she can't see because it's below the countertop.

night nurse
Whatcha got, Lewis?

t-1000/guard
Just some trash.

She nods, uninterested.  Keeps typing.    T-1000 moves past, dragging the unseen
guard toward a closet down the hall from the night receiving station.
T-1000/Guard removes the Browning High-Power pistol and the keys from the real
guard's belt, then stuffs his body into the utility closet.


66G int. corridor / night receiving desk    66G

T-1000 / Guard comes back out and glances at the nurse.

T-1000/guard
All set.

She glances toward him.  Sees the Beretta in his holster.

night nurse
Gotta to check the gun first, Lewis.

t-1000/guard
Yeah, sorry.

T-1000 opens the locker and blocks it from her view with its body as it mimes
putting the gun in.

66H CLOSE ANGLE ON T-1000'S CHEST, from inside the locker.  Instead of    66H
setting the gun in the locker, it inserts the pistol into its own chest, where
it disappears inside like it was dropped into a pot of hot fudge.  It withdraws
its hand.  The chest is once again a surface that looks like cloth, buttons,
name-tag etc.  You'd never guess it was really an intelligent liquid metal.


66H    T-1000 slams the locker door and  waits as the nurse hits the button
unlocking  66H    the door  with a BUZZ-CLACK.  T-1000/Guard goes through.

CUT TO:
67  int. isolation SECURITY CHECKPOINT    67

A small room before a short SALLY-PORT corridor designed to prevent violent
inmates from making a run for it.  There are doors at each end.  The first  one
is barred like a jail-cell door, and the second is a steel fire door.     The
attendants have a video monitor with which they can see the corridor on the
other side of the doors.

The two bored attendants barely notice the T-1000/Guard as it approaches.
Looks briefly at a chart next to the door, seeing SARA CONNER is in #19.
T-1000/Guard goes into the Isolation Ward through the two doors, which lock
behind it.

67A IN THE ISOLATION WARD, the T-1000 passes a nurses' station which looks  67A
like a cage, walled in by heavy metal mesh.  Silberman, leaning in the open
doorway, is talking to an attendant in the cage.  He doesn't glance twice at
Lewis the guard passing by.

68  SARA, moving like a ghost in the darkened corridor, hears footsteps coming
68 and quietly but quickly unlocks a cell next to her with Douglas's master
key.   68A  She slips into the cell and waits as the footsteps pass.   68A We
glimpse the T-1000/Guard pass the window.   She waits as the footsteps fade
away.  She looks over.    A female inmate, strapped to a bed, watches her with
bird-like eyes.  She puts a finger to her lips-- SSHHH.  The inmate nods.  Sara
exits.

68B POV MOVING TOWARD nurse's station.    We hear Silberman's voice,  68B
    reviewing medication with the night attendant.

ON SILBERMAN yawning, looking at his watch.   He turns to go...  Sara is there.
She slams into him, hurling him through the door into the cage and following
him in.  The orderly jumps up, going for his stunner, but she nails him with
Douglas's baton.  WHAP-WHAP-WHAP!  You can barely see the thing she's swinging
it so fast.  The guy goes down.

Silberman lunges for the alarm button and she cracks down hard on his arm.  He
cries out and grabs his wrist. She grabs him by the hair and slams him face
down on the desk, smacking him behind the knees expertly with the baton.   His
legs buckle and he drops to his knees with his chin on the desk.   She pins him
with one hand.    His face is full of outraged disbelief.

silberman
You broke my arm!

SARA
There's 215 bones in the human body, motherfucker.  That's one.  Now don't move!


    TERMINATOR 2 - Rev.  9/10/90    42

68B    Moving rapidly, she whips open a medication drawer and grabs a syringe.
68B  They keep a few of these handy for tranking unruly patients.  She jams it
into the guard's butt and fires the whole shot.  Still holding the empty
syringe, she sees what she needs next. They keep the toxic cleaning supplies in
here to keep the inmates from drinking the Drano.  She grabs a plastic jug of
LIQUID PLUM'R and slams it   * down on the desk inches from Silberman's eyes.

She jabs the empty syringe into the plastic jug. Draws back the plunger.  The
syringe fills with blue liquid. She whips it out of the jug and jams the needle
into Silberman's neck.    His horrified eyes rack toward it.  10 cc's of blue
death fill the cylinder.   Her thumb hovers over the plunger.  * She jerks him
to his feet by the collar and gets a tight grip on him, then hauls    * him
through the door.   *

69  IN THE CORRIDOR outside cell #19 the T-1000 stops  and looks in the     69
    window.  Douglas, his face a bloody mess, yells to be heard.

    douglas
Open the door!    The goddamn bitch is loose in the halls!

To Douglas's amazement, Lewis the Guard turns impassively and walks away,
leaving him shouting soundlessly at the window.

cut to:

70  ext. hospital   70

Terminator and John are approaching the guard gate on the Harley.  They can see
the guard inside look up at the sound of the engine.

john
Now remember, you're not gonna kill anyone, right?

terminator
Right.

John looks at him.  He's not convinced.

    TERMINATOR 2 - Rev.  9/10/90    43

70  john    70
Swear.

terminator
What?

john
Just say "I swear I won't kill anyone."

John holds his hand up, like he's being sworn in.  Terminator stares at John at
beat.  Then mimics the gesture.

terminator
I swear I will not kill anybody.

Terminator stops the bike and gets off. The guard, sensing trouble, has his gun
drawn as he comes out of the shack.  Terminator walks toward him drawing his
.45 smoothly.  BLAM! He shoots the guard accurately in the thigh. The guy
drops, screaming and clutching his leg. Terminator kicks the guard's gun away,
then smashes the phone in the shack with his fist.  He pushes the button to
raise the gate and walks back to the bike.

terminator
He'll live.

Terminator climbs on the bike.    They drive toward the hospital, heading down an
ambulance ramp to an underground receiving area.


71  int. isolation floor    71

The attendants at the security checkpoint look up at the monitor as someone
enters the corridor.  They see Sara, holding Silberman at syringe-point. Sara
speaks to them through an intercom on the wall.  Her voice comes through the
speaker.

SARA
    Open it or he'll be dead before he hits the floor.    *

The attendants' adrenalin levels just went off the scale.  The first attendant
adamantly shakes his head no.  The amperage here is really high.  The second
attendant keys the intercom mike.

2nd attendant
There's no way, Conner.  Let him go.

    Silberman's face is the color of suet.  *

    SILBERMAN    *
    It won't work, Sara.  You're no killer.  I    *
    don't believe you'd do it.    *

    Her voice is a deadly cold hiss.    *

    TERMINATOR 2 - Rev.  9/10/90    43A

71  SARA    71*
    You're already dead, Silberman.  Everybody    *
    here dies.    You know I believe that.  So don't  *
    fuck with me!   *


71  Silberman    71
Open the goddamn door!

The attendants look at one another.  One of them finally hits the solenoid
button.  The far door unlocks.

71A IN THE LOCKOUT CORRIDOR. Sara pushes Silberman ahead of her.    71A
    The nearer, barred door must be unlocked manually.
One of the attendants cautiously approaches.  Nervously unlocks it.

SARA
Step back!

He does.  She faces both of them.

SARA
Down on the floor!  Now!

They comply.  She comes through with Silberman, giving them a wide berth.
Starts backing down the hall away from them, still holding her hostage.  She's
actually pulling this off.

71B ANGLE FROM BEHIND HER.  What we can see, but she can't, is a third    71B
orderly waiting just around the corner.  He's poised, ready to jump her when
she comes abreast of him.

ON SARA backing up.  She reaches the corner. The third attendant lunges,
grabbing her syringe-hand. Sara spins on the orderly and catches him across the
throat with the nightstick.  He loses interest fast, dropping to his knees and
gagging.  Silberman pulls away, screaming at the top of his lungs.

silberman
Get her!

They scramble up as Sara takes off like a shot around the corner.
One of them hits the panic button and ALARMS begin to sound.

72  IN THE ISOLATION WARD, the T-1000 is looking in at a very stoned    72
attendant inside the nurses' station when the alarms shriek through the halls.
It reaches into its chest and pulls out the 9mm pistol.  Heads for the security
entrance.

73  IN ANOTHER CORRIDOR in the maze of the vast hospital, Sara flies past   73
us, her bare feet slapping on the cold tiles.  The orderlies charge after her.
She's like an animal in a maze.   She turns a corner, glancing off the wall,
and sprints on without slowing.  She reaches a steel door.  Tries it.  Locked.
Footsteps like a drum solo behind her.

She fumbles with Douglas's  keys, breathing hard.  Jams the master in.     The
orderlies are bearing down on her at full tilt. Sara gets the door open.  Dives
through.  Slams it.  She turns a deadbolt knob just as    the first orderly grabs
the latch on the other side. He's too late.

    TERMINATOR 2 - Rev.  9/10/90    45

73  Sara sees them beyond the window, fumbling with their keys. 73

73A Sara is in another sally-port corridor.  A jail-cell type barred door is
73A between her and the corridors of the ward beyond. She sprints to the  wall
of bars, jams her key into the door.   She unlocks and pulls open this door
just as she hears the latch of the one she just came through being unlocked.

She flings herself frantically through the barred door as the first orderly
comes through behind her.   She slams the bars shut.  CLANG.   Her keys are
dangling from the lock on the other side from her.   The orderly is racing at
her, white-lipped with rage.

She reaches back through the bars, turns the key, and purposefully snaps it off
in the lock.    An instant later the big orderly slams against the door,
grabbing through the bars for her as she dances back just out of reach. He
lunges against the steel bars, unbelievably pissed off.

Sara takes off running, looking back at the frustrated orderlies.  They're
shouting at each other, unable    to fit their keys into the lock--  The
broken-off key tip makes it impossible to get their keys in.   Silberman shouts
at them.

silberman
Go around, goddammit!  Go around!!

The orderlies run back the way they came, and along a cross-corridor to another
set of doors.

73B ON SARA as she rounds a corner and sees the elevators ahead.    73B Now
she's home-free.  At a full tilt sprint, she's nearly there when the elevator
doors part...

TERMINATOR steps out... his head swivelling to face her. Sara reacts, stricken
by the image from her worst nightmares. Her eyes go wide as momentum carries
her forward. Her bare feet slip on the slick tile.  She slams to the floor,
staring up at the leather clad figure with the shotgun.

She loses all semblance of courage and some of her sanity. She's not even aware
that she is screaming, or what would be screaming if she could get the breath
to do it.   In slowed down dream-time, Sara scrambles back along the floor like
a crab, spinning and clawing her way to her feet along the wall.

She runs like the wind, like in her nightmare.     If she looked back she would
have seen John step warily out of the corridor behind Terminator.  John,
however, catches a glimpse of the fleeing Sara and figures out instantly what
happened.

john
    Mom!!  Wait!    *


73B    Sara doesn't hear.  She has clicked fully into her own nightmare.   73B
    They take off running after Sara.    *

73C She is pelting down the long corridor, back the way she came.   As she  73C
reaches an intersection with a cross corridor a white-clad figure blurs from
that corridor.    The orderly hits her in a flying tackle.  She skids across the
floor, shrieking  and struggling.  The other two orderlies leap into the fray.

SARA
No!  Help me!  Goddammit, it's gonna kill us all!!!

She is shouting, pleading, trying to get them to understand what is coming.
They grab her thrashing arms and legs.    They don't even look where the
out-of-control woman is pointing... back along the corridor.

They have her pinned to the cold tiles, a ring of faces above her.  Silberman
leans down to her, holding a syringe with a heavy dose of trank.  Sara cranes
her neck and sees the dark silhouette of Terminator coming up behind them.  It
is exactly her nightmare. She screams in utter hopelessness.

Terminator, holding the shotgun in one hand, reaches down and grabs one of the
orderlies with his other hand.    He hurls the 200 pound guy against the far wall
of the corridor.  SMACK!  He drops to the floor.

The other two orderlies react instantly, leaping onto the intruder. Terminator
seems to disappear for a moment under the two big guys. Then there is an
explosion of white-clad figures, as the orderlies are flung outward like they
stepped on a land mine. One crashes through a window of safety glass and is
caught before a two-story fall by the outer steel bars.  The other crashes
through an office door, splintering it into kindling.

Silberman has jumped in to hold Sara.  He is grabbed by a roll of skin at the
back of his neck and lifted like a cat.  The doctor feels his feet pedaling
above the ground.  He looks into the expressionless face.  And it hits him.
Sara was right... this guy isn't human. He feels the fabric of his reality
crumbling. Then he feels himself flying through the air.  The wall smacks him,
then the floor kicks him in the face.  He decides to lie there a second.

Sara blinks, staring up at the figure looming over her.
John kneels next to her.

john
Mom, are you okay?


73C She looks from Terminator to John.    Back to Terminator.    73C
Is this a nightmare?  Or has she finally gone truly mad?

Incredibly, Terminator politely reaches its hand down to her, offering to help
her up.  The last thing she ever expected to see.

terminator
Come with me if you want to live.

The orderlies are stirring.

john
It's all right, Mom.  He's here to help.

Sara, in a daze, takes the huge hand in her shaking fingers.  Terminator lifts
her to her feet.

73D John sees a COP standing thirty feet away, on the other side of the wall of
73D bars.  John doesn't know what we know, but he knows something's not right
with this guy.    Terminator turns to follow John's gaze. The T-1000 has his
pistol in his hand, at his side. Terminator pushes John behind him.  They start
backing up.

73E The T-1000 walks forward, reaching the bars.   It doesn't stop.    73E Its
body divides like jello around the bars.  As it squeezes itself through like
metal playdough, its surface reforms perfectly on our side.  We see it deform
and squeeze through like a viscous paste forced past an obstacle.   Silberman
has recovered enough to be sitting up and watching this.  That faint snapping
sound is his mind.

There is a CLINK and we see that the guard's gun has caught against the bars...
the only solid object.    The T-1000 turns its wrist and tries again, slipping
the gun endwise through the gap.

73F Sara is agape.  Not reacting.  It's been a heavy day for her.   73F
Terminator grabs John by the seat of his pants and hooks him up onto his back.
John grabs him around the neck.  Terminator raises the shotgun and starts
backing up.

terminator
Go!  Run!

Sara doesn't need to be told twice.   T-1000 walks toward them, opening fire
with the Browning Hi-Power.   Terminator straight-arms the 12 gauge like a
pistol and FIRES. The stunned orderlies flop face down on the floor as the
corridor is filled with high-velocity lead.  One of them, stupidly running for
the cross-corridor,  gets hit by the T-1000.

Terminator is hammered by several slugs, and the T-1000 is cratered by two
buckshot hits.    It staggers, but comes on.  In the craters we see bright
mercury  before they close and reseal, disappearing in a second.


73G Terminator makes it around the corner and breaks into a run.  Ahead,    73G
Sara is already at the elevator.  Terminator and John pile in and John slaps
the button for "Garage Level".

The doors start to close.  T-1000 clears the corner.   Terminator slams John
and Sara back against the side walls as the T-1000 charges at them,
rapid-firing the Browning. The rounds hit the steel doors as they close. T-1000
keeps pumping them at the closing gap. 73H Inside, they see the backside of the
doors denting with the hits that are   73H punching holes in the other side.

73I The Browning locks open, empty.  T-1000 drops it without a glance back.
The   73I doors close.    K-WHAM!  The T-1000 hits them a split second later.
The elevator hasn't moved yet.    SSWWIKK!

73J A sword-like blade rams in between the doors forcing them open.  Terminator
73J jams the shotgun through the widening gap.    Punches the muzzle right INTO
the T-1000's face -- BOOM!!   73K We get a glimpse of the T-1000's head blown
apart by the blast.  It is hurled   73K back.    The doors close.  The car
descends.

73L ON THE T-1000, outside the elevator.  Its head, which is blown apart into
two   73L doughy masses lying on the shoulders, reforms quickly.  There is no
trace of the injury.   It sees the closed doors and jams its hands between
them, its fingertips becoming pry-bars.  It pulls the doors apart with inhuman
strength 73M and LEAPS INTO THE OPEN SHAFT.     73M It falls two floors and...

74  IN THE ELEVATOR.  Our trio hears  a loud THUMP on the roof.     74
Terminator, reloading the shotgun, looks up.   Sara grabs the .45 from his
waistband and aims it at the  ceiling. BEAT... Then  CLANGG!! a swordlike shaft
punches through the ceiling and spears down four feet into the elevator car. It
is inches from Sara's face. She opens fire, BAM-BAM-BAM-- right through the
roof.    Lightning fast the lance withdraws and thrusts down again, slashing
Terminator's jacket, and missing John by inches. Terminator chambers a round
and K-BOOM! the 12 gauge opens a hole in the ceiling.

Terminator rocks out in a fury of firing/cocking/firing as the metal shafts
slash down again and again.  Sara yells in pain as one of them slices open her
upper arm.

75  The doors open.  Sara pulls John out as soon as the gap is wide enough.
75 They emerge into the basement.  We see the Harley parked nearby.

Terminator, in a rearguard action, fires another blast through the ceiling and
runs out.   He throws his leg over the Harley, kicks it to life with one
powerful stroke and then whips something out of the inner pocket of his jacket.
He throws it to John.  A road flare !?


76  In the elevator, the T-1000 has bashed a hole in the ceiling big enough
to...    76 Pour itself through. A massive blob of mercury extrudes from the
opening.  The mass drops through the hole, down out of frame, then comes back
up into frame as Officer X.

It seems to need just a second to get its mental act together after doing this
kind of taffy-pull with itself.  It opens its eyes and sees--

77  TERMINATOR, the shotgun held in his teeth, astride the roaring Harley   77
twenty feet away.  Terminator twists the throttle and pops the clutch.    The
back tire screams on the concrete.  The front wheel lifts off the ground and
the heavy bike launches in a thundering wheelie.

Terminator gets off just before the bike hurtles into the elevator.  The Harley
slams  the T-1000 square and smashes it right through the back wall of the
elevator. Terminator rolls to his feet. John strikes the flare on the concrete.
Tosses it. Terminator catches the lit flare with one hand. Levels the shotgun
with the other. With his last round he blows a big hole in the bike's gas tank.
Gas splashes everywhere, covering the struggling T-1000. Terminator tosses the
flare.    KA-VOOOM!

The explosion knocks Terminator backward off his feet, enveloping him in the
fireball.  He gets up, smoking, and runs after John and Sara toward the exit
ramp.

78 AT THE EXIT RAMP.  They are partway up  when a blue-and-white hospital  78
security car comes screeching down the other way. Without breaking stride Sara
runs right at the car.    It skids to a shrieking halt.  She's in the guy's face
with the .45 in both hands.

SARA
Out of the car!!

The patrol guy is thinking what he can try when BAM! she puts a round through
the glass next to his head.

SARA
RIGHT NOW!

The door opens and the guy is coming out with his hands up as Terminator
arrives.  The cyborg flings the rent-a-cop out of the way and slides behind the
wheel.    Sara gets John into the back seat and dives into the front passenger
seat as--

78A Terminator slams the car in reverse and punches it, lighting up the tires
on    78A the slick ramp.  Terminator hands the shotgun over his shoulder to
John and tells him to reload.  John pulls some shells from the pocket of his
army jacket and starts feeding them in. Terminator  powers backward up the
ramp, scraping along one wall, barely in control.  Because...

    TERMINATOR 2 - Rev.  9/10/90    50

79  The T-1000 is running at them out of the inferno below. 79*
This guy won't quit.  Shifting from chrome mode to the cop-form as it runs.
It sprints up the ramp after the retreating car.  T-1000 is gaining.

80  Terminator hands Sara another magazine for the .45.  She snatches it,   80
drops the other out, and slaps in the new one.    Cocks the slide.   The car
backs along the service driveway toward the security gate. John hands the
shotgun back to Terminator. He leans out the window and takes aim at the
pursuer. The T-1000's face is right in the headlights.

80A Terminator fires, blowing a hole in its shoulder.  Shiny liquid metal
visible in
80A the hole, which then closes. 80B Sara, half out the passenger
window, opens fire.    80B The car crashes backward through the security
barricade.

terminator
(calmly)
Hang on.

He cuts the wheel hard.  The car slews into a reverse 180, swapping ends with a
screech.  T-1000 is almost on them. Terminator punches it.  The car accelerates
forward.

80C T-1000 leaps.  Lands on the trunk.        80C Its hand is a metal crowbar
slammed down through the trunk lid.  Feet dragging on the pavement, it slams
its other hand down, punching another metal hook into the trunk lid, pulling
itself up. Terminator turns to Sara

terminator
Drive.

Terminator heaves himself half out of the driver's window.   Sara slaps her
foot down on he throttle and steers from the passenger side.

80D T-1000, fully on the car now, holds on with one hook-hand while it slams
the    80D other into the back window, sweeping away the glass and missing John
by inches as he ducks. It draws back for another swing, lunging forward as--

80E Terminator whips the shotgun down over the roof of the car. 80E Fires
point-blank.   Hits the T-1000's arm just above the "hand" which anchors it to
the car.  The 12 gauge blows the arm apart, severing the hook-hand.

80F T-1000 tumbles backward off the accelerating car.    80F John looks out the
back window, his eyes wide. He sees the T-1000 roll to his feet and continue
running. But he's dropping way behind now.  Sara has the car floored and the
liquid-metal killer won't catch them on foot.

80G John watches, in awe, as the "crowbar hand", stuck into the trunk right in
80G front of him, reverts to the neutral polyalloy... a kind of thick mercury.
The gray metal slides off the trunk of the car and falls onto the road to lie
there in a quivering blob.

80H The car speeds off into the night.    80H REVERSE on the T-1000, walking now,
coming right up into close up, watching the tail lights recede.  It looks down.

80I ANGLE ON BLACKTOP, tight on the liquid metal blob.    Next to it is the T-
80I 1000's shiny cop shoe.  The mercury blob crawls and rejoins the main mass,
disappearing into the "shoe".


81  int./ ext. security car 81

A GHOST CAR blasts out of the darkness on a long stretch of moonlit highway.
Headlights off, the Hospital Security car punches a hole in the wind.

81A INSIDE THE SPEEDING CAR the energy is still high.  The air is blasting in
81A the shattered windows as Terminator drives the car    easily by electronic
night-vision.  His eyes glow faintly red.

john
Can you even see anything?

81B TERMINATOR'S POV.  A monochrome image of  the highway lit bright as     81B
    day.

81C Terminator replies in a matter of fact tone.    81C

terminator
Everything.

john
Cool.

Sara looks at Terminator, still not quite believing this is happening.     But
this is a different Sara than the waitress of 1984.   She spends only a second
or two dealing with the unbelievable. Then she turns to John in the back seat.

SARA
You okay?

He nods.  She reaches for John and we think she's going to hug him.   She
starts to rub her hands over him and we realize she's checking for injuries,
very clinically the way a vet checks a dog for broken bones.

He pulls away from her.  He hates her always checking him, treating him like he
might break, like some piece of rare china.

john
I said I was okay.


81C Sara looks at him, exasperated and stern.    81C

SARA
It was stupid of you to go there.

John stares at her, surprised.

SARA Goddammit, John,  you have to be smarter than that.  You're too important!
You can't risk yourself, not even for me, do you understand?   I can take care
of myself. I was doing fine.  Jesus, John.  You almost got yourself killed.

We see his chin quiver.  He's a tough kid, but all he really wants is for her
to love him.  He hasn't had enough years on the planet yet to be the man of
steel she demands.

john
I...  had to get you out of that place... I'm sorry, I...

His face crumples.  He starts to cry.  Sara gives him a cold stare.

SARA Stop it!  Right now!  You can't cry, John.  Other kids can afford to cry.
You can't.

He's trying to be brave, he really is.    Terminator turns and sees the water
leaking from his eyes.    It doesn't make any sense to him.

terminator
What is wrong with your eyes?

John turns away, ashamed.  Sara lets her breath out, realizing how keyed up she
is.    She turns to Terminator, giving him a wary once-over.

SARA
So what's your story?

cut to:
82  ext. mental hospital    82

The cops have shown up, as they always do.  There are black and whites
everywhere, and ambulances are arriving.  Two cops and an orderly are required
to subdue poor doctor Silberman, who is raving at the top of his lungs.

Silberman ...it was all true and we're all going to die and the guy changed, I
saw him change!!

It's quite pathetic.
A nurse shoots him up with a sedative.    They lead him away.


82A T-1000 walks unperturbed among the milling cops.  No-one notices him.   82A
    He slips into his cruiser and drives off into the night.

83  int. car    83

Terminator  drives steadily into the black night.

SARA
This T-1000... what happens when you shoot it?

terminator
Ballistic penetration shocks it, but only for a few seconds.

Sara thinks about that.  Then.

SARA
Can it be destroyed?

terminator
Unknown.

They ride along in silence for a few seconds.
Sara sees something up ahead, some lonely neon in the blackness.

SARA
Pull in here.  We have to ditch this car.


84  EXT.  SERVICE STATION - NIGHT   84

A rundown gas station with a buzzing neon sign and no-one around.  They pull
into the drive and slowly cruise past the empty office.  A sign in the window
says CLOSED SUNDAY.   They continue around the building to the garage's back
door.

AT THE GARAGE DOOR.  Terminator breaks the lock on the roll-up door and raises
it.  Sara pulls the security car in out of sight.  Terminator rolls the door
down behind them.

85  INT. GAS STATION    85

Dark.  Sara switches on the single drop-light.    She and Terminator look at each
other.    Terminator is shot-up and bleeding, and Sara has a vicious slash in her
upper arm which has soaked her sleeve with blood.

SARA
You look like handmade shit.

terminator
So do you.

CUT TO:

86  TIGHT ON FIRST AID KIT from the office, plus some not-so-oily rags, a
bottle      86 of rubbing alcohol, a few small tools, and other makeshift odds
and ends.  Terminator's hand comes into shot.  Sets down a bloody rag.    Picks
up a clean one.

WIDER.    Sara sits on an empty crate.  Terminator is beside her, suturing her
wound with some fine wire from the winding of an alternator.  Using a pair of
needlenose pliers he draws the wire through her pale skin with a delicate hand.

terminator
I have detailed files on human anatomy.

Sara stares into his face, inches away, fighting the pain.  She doesn't like
him being this close to her to begin with, let alone carving on her.

SARA
I'll bet.  Makes you a more efficient killer, right?

terminator
Correct.
Cut to:

87  TIGHT ON TERMINATOR'S BACK.  The leather jacket is riddled with bullet  87
holes.    Sara and John help pull it off, revealing Terminator's broad, muscled
back beneath.

WIDER.    John and Sara stare in amazement.  There are at least twenty bullet
holes in him.  Back Arms.  Legs.  Fortunately they're all 9mm.    The holes are
small and the damage cosmetic.

john
Does it hurt?

terminator
I sense the injuries.  The data could be called pain.

TIGHT ON SARA AND TERMINATOR. Sara starts washing the bullet holes in his broad
back with alcohol.

SARA
Will these heal up?

Terminator nods.  She reaches into the bloody wounds with pliers and finds the
copper-jacketed bullets, flattened against his armored endoskeleton.  Pulls
them out.  They CLINK one by one into a glass.

SARA That's good.  Because if you can't pass for human, you won't be much good
to us.

She concentrates on removing the slugs.  CLINK.  CLINK.


    TERMINATOR 2 - Rev.  9/10/90    55

87  john    87
How long do you live.  I mean last?

terminator
A hundred and twenty years on my existing power cell.

Sara nods, pulling out another slug.  CLINK.  The glass is nearly full of
flattened bullets.   She begins to sew the holes closed with a few wire
sutures.  John watches in quiet amazement, the two warriors calmly fixing each
other.

john
Can you learn?    So you can be be... you know.  More human.  Not such a
dork all the time.   *

Terminator turns toward him.

terminator
My CPU is a neural-net processor... a learning computer.   But
Skynet presets the switch to "read only" mode when we are sent out alone.

SARA
(cynical)
Doesn't want you thinking too much, huh?

terminator
No.

john
Can we reset the switch?
CUT TO:

88  E.C.U. OF AN X-ACTO KNIFE cutting into Terminator's scalp at the base of
88 his skull.  His voice calmly directs Sara as she spreads the bloody incision
and locates the maintenance port for the CPU in the chrome skull beneath.

terminator
Now open the port cover.

She wipes away the blood and uses the garage-mechanic's air tools to unscrew
the port cover.

88A TERMINATOR POV (DIGITIZED) as he watches her work in a mirror   88A they've
taken from the washroom.  Sara and John are standing behind him.  Her hands are
covered with blood, like a surgeon's.

terminator
Hold the CPU by its base tab.  Pull.

Following his instructions, she reaches in with a pair of tweezers and PULLS--
There is a BURST OF STATIC and the screen goes BLACK.

CUT TO:

    TERMINATOR 2 - Rev.  9/10/90    56

89  TIGHT ON JOHN AND SARA looking at what she has removed.  A reddish    89
brown ceramic rectangle with a connector on one end.  About the size and shape
of a domino.  On close inspection it appears to be made up of small cubes
connected together.  It is identical to the shattered one in the vault at
Cyberdyne Systems.  Now we know what it is that Miles Dyson values so highly.
The brain of a terminator.

89A WIDER.  John walks around Terminator and looks at his face.     89A
Eyes open, he is completely inert.  Dead.

John lifts his huge hand.  The dead servos whine sullenly as he forces them.
It's like rigor mortis.  He releases the hand and it stays in the lifted
position.  Sara examines the CPU chip.

john
Can you see the pin switch?

She ignores him.  She looks at Terminator.   Then back at the chip. Then she
sets it on the work table and picks up a small sledge hammer.  John realizes
what she is about to do.  Dives at her as the sledge is whistling down.

john
No!!!!

He slaps his hand down over the chip.
Sara barely stops the sledge before smashing his fingers.

SARA
Out of the way, John!

john
No!  Don't kill him!

SARA
It, John.  Not him.  It.

john
    Alright, it.  We need it!    *

John keeps his hand right where it is.

SARA
    We're better off by ourselves.  *

    JOHN    *
    But it's the only proof we have of the future...    *
     about the war and all that.    *

    SARA    *
    I don't trust it!  These things are hard to kill,    *
    John, believe me, I know.  We may never have    *
    this opportunity again. *
    TERMINATOR 2 - Rev.  9/10/90    56A

89A john    89A Look, Mom, if I'm supposed to ever be this great leader, you
should start listening to my   * leadership ideas once in a while.  'Cause if
you    * won't, nobody else will.    *

Smart kid.  He's got her.  She nods, reluctantly.  He palms the chip and
studies it minutely.


    TERMINATOR 2 - Rev.  9/10/90    57

89B John takes a pin and moves the almost invisible switch to the other
position.   89B It is now in "write" mode.  Then he grimaces as he inserts the
wafer back into the slot in Terminator's skull.

89C TERMINATOR VISION flares back to life in a burst of static.  The image  89C
    forms.  Sara and John stand behind him in the mirror.

terminator
    Was there a problem?    *

John glances sheepishly at Sara.  Then smiles at Terminator.

john
No problem.  None whatsoever.

CUT TO:

90  JOHN  SLEEPING, lying on a pile of rags next to a stack of tires.    90* The
lights are off.   Sara sits nearby, crosslegged, her back against the wall.
* The .45 is cradled in her lap.  She looks weary, but she won't allow herself
to    * sleep with Terminator present.    *

By the office windows, in a slash of moonlight, is Terminator.    He stands silent
and still, watching the night.    Only his eyes move, tracking with the occasional
car passing on the road. His figure silhouetted and still.   *

DISSOLVE TO:

91  SAME IMAGE.  Now DAYLIGHT streams in the dusty windows.    91 Terminator
has not moved.    Faithful machine sentinel.  He turns at a sound.  John stirs,
waking up.  He squints at the sunlight.  Sara is still awake.  She     * gets
up, wincing at the pain in her arm.    *

cut to:

92  ext. gas station - day (later)  92

John and Terminator walk to an old Chevy pickup parked behind the garage.  The
day is clear but windy.  Dust devils chase themselves behind the place.  The
pickup is locked but Terminator breaks the side-window with his fist and opens
the door.  He and John climb in.

92A IN T

 ng iK UP.  Terminator has this trick (which you could do too if you
92A had servo-driven steel fingers) where he smashes the cowl around a steering
column with one blow from the palm of his hand.  When it shatters he strips it
away with a single move, and then turns the stub of the lock-mechanism with his
fingertips.  This starts the vehicle.  It takes about three seconds.

In fact, he does it so quickly, the truck is running by the time John flips down
the sun visor.    A set of keys drops out and John catches them.    Dangles them in
front of Terminator's eyes.


    TERMINATOR 2 - Rev.  9/10/90    58

92A    john    92A
Are we learning yet?

92B Sara comes out.  She's found a mechanic's coverall inside, used but fairly
92B clean.  It doesn't fit too well but it's better than the stuff from the
hospital.  She's still barefoot. The sun, which she hasn't seen in months, hurts
her eyes.   Terminator and John pull up in the pickup.    She gets in.

92C terminator    92C
We need to get as far from the city as possible.
    *
SARA
Just head south.

cut to:

93  int. / ext. pickup truck / highway - day    93*

THE OPEN ROAD.    The pick-up roars through light traffic down a long stretch of
highway.  They sit three abreast on the bench seat, John in between, like some
improbable family on a car trip.      * Sara leans over to get a look at the
speedometer.   *

SARA
Keep it under sixty five.  We can't afford to get pulled over.

Terminator backs off the throttle slightly.
    *
terminator
Affirmative.

john No, no, no.  You gotta listen to the way people talk.  See, you don't say
like "Affirmative" or some shit like that.  You say... no problemo.

Terminator nods, filing away the information.  Sara is ignoring the lesson, lost
in thought.

    TERMINATOR 2 - Rev.  9/10/90    *59

93  john
93* If someone gets upset you say " chill out".  If someone comes
off to you with attitude, you say "eat me"...  if you wanna shine them on it's
"Hasta la vista, baby".

Terminator
Hasta la vista, baby?

John
Yeah, or "later, dickwad."  Or if someone gets upset you say "chill out."
Like that.  Or you can do combinations.

terminator
Chill out, dickwad.

john
That's great!  See, you're getting it.

terminator
No problemo.
cut to:

94  OMITTED 94*

94A OMITTED 94A*

95  OMITTED 95*


    TERMINATOR 2 - Rev.  9/10/90    60

96  ext. roadside stand/gas station - day   96

There's a gas pump and a sleazy fast-food stand.   Picnic tables are set up at
the side of the food stand.  A    family sits at one, children playing and running
about.     96A The pickup truck pulls into the lot.  Stops at the gas pump.    *
Sara turns to John. *

SARA
You got any cash?

John pulls what's left of his Ready Teller money from his pocket.

john
Only a couple of hundred.  I'll give you half.

Sara grabs all of it.  Peels off a twenty,  Hands it to John.

SARA
Get some food.

She opens the truck door and steps out.  John turns to Terminator.

john
No sense of humor.

97  THE ORDERING WINDOW as John and Terminator approach.    97*

john
And that's another thing.  You could lighten up a bit, yourself.  This
severe routine is getting old.    Smile once in a while.

terminator
Smile?

John
Yeah.  Smile. You know.  People smile, right?  Watch.

Goes to the order window.

John
(smiling broadly)
Hi.  Nice place you got here.  How's business?

window woman
(stone faced)
Gimme a break.

John
(to Terminator)
Okay.  Bad example.  Over there, look.


    TERMINATOR 2 - Rev.  9/10/90    60A

97  John points at THREE TEENAGE GUYS standing at a drinking fountain    97*
nearby.  One of them has said something funny and the others are laughing,
grinning.

John
Like that.

TERMINATOR POV (DIGITIZED)  The real-time image continues while a replay of one
of the guys grinning runs in a window.    It expands, so that the guy's mouth
fills the window.  Replays again in slow motion.  A vector-graphic of lips
smiling appears, along with an array of symbolic data.

Terminator tries it.  The result is dismal.  A rictus-like curling up of the
lip.  Terminator's next effort is a marginal improvement.

John
I don't know, maybe you could practice in front of a mirror or something.

                    CUT TO:

98  EXT.  REST STOP/PICKUP TRUCK - DAY (LATER)    98*

Sara and John are eating cheeseburgers and fries, sitting in the truck and on
the curb respectively.    They are parked away from the other families, at the end
of the gravel parking area.   Terminator is pouring coolant into the radiator.
Sara is deep in thought, turning and turning the whole thing in her brain.
John, unable to deal with her silence, goes around to where Terminator is
working.

98A John sees two kids playing with machine-gun watering pistols nearby,    98A*
    viciously squirting each other.

first kid
You're dead!

second kid
Am not!

first kid
Are so!

John and Terminator watch them rolling on the ground in a fight to the death.
Sara rounds the front of the truck, and sees the kids.    John sighs, solemn.  He
looks up at the cyborg.

john
We're not gonna make it, are we?  People, I mean.

terminator
It is in your nature to destroy yourselves.

John nods, depressed.


    TERMINATOR 2 - Rev.  9/10/90    *61

98A john    98A*
Yeah.  Drag, huh?

SARA
I need to know how Skynet gets built.  Who's responsible?

terminator
The man most directly responsible is Miles Bennet Dyson, director of
Special Projects at Cyberdyne Systems Corporation.

SARA
Why him?

terminator
In a few months he creates a revolutionary type of microprocessor.

SARA
Then what?

98B Terminator closes the hood and gets into the truck as he speaks.    98B*

terminator
In three years Cyberdyne  will become the largest supplier of
military computer systems.  All stealth bombers are upgraded with Cyberdyne
computers, becoming fully unmanned.  Afterward, they fly with a perfect
operational record.

SARA
(getting in behind John)
Uh huh, great.    Then those fat fucks in Washington
figure, what the hell, let a computer run the whole show, right?


terminator
Basically.
(starting the engine, backing out)
The Skynet funding bill is passed.  The system goes on-line August 4th, 1997.
Human decisions are removed from strategic defense.  Skynet begins to learn, at
a geometric rate.  It becomes self-aware at 2:14 a.m. eastern time, August 29.
In a panic, they try to pull the plug.

SARA
And Skynet fights back.

They accelerate back onto the highway.

    TERMINATOR 2 - Rev.  9/10/90    62

98B terminator    98B*
Yes. It launches  its ICBMs  against their targets in Russia.

SARA
Why attack Russia?

terminator
Because Skynet knows the Russian counter-strike will remove its enemies here.

SARA
Jesus.
(beat, then)
How much do you know about Dyson?

terminator
I have detailed files.

    SARA
I want to know everything.  What he looks like.  Where he lives.  Everything.

99  int. dyson house - day  99

Miles Dyson sits at the huge desk in his study.  He is deep in thought, tapping
away at the keyboard of his home computer terminal.  Next to his desk are racks
of sophisticated gear.    On a Sunday morning, when most men are    * relaxing,
spending time with their families, Dyson is hard at work.

IN A PROFILE CLOSEUP we see him in deep concentration, his mind prowling the
labyrinth of his new microprocessor.

A WOMAN'S FACE ENTERS FRAME soundlessly behind him.  He doesn't hear her.  His
wife, TARISSA, extends her tongue and traces it down the back of his neck.  He
smiles and turns to kiss her good morning.  She's still in her bathrobe, holding
coffee.  He's been up for hours.  He turns and goes back to work, forgetting
instantly that she is standing there.

She watches him work, the arcane symbols moving across the screen.  We see her
frustration, her inability to truly enter the magic box of his world.

tarissa
You going to work all day?

dyson
I'm sorry, baby.  This thing is just kicking my ass.  I thought we had it with
this one...


    TERMINATOR 2 - Rev.  9/10/90    63

99 He points to a  metal box on his desk, about two feet long.    An assembly of
99  small cubes.  It looks like a dinosaur version of Terminator's CPU.

dyson
... but the output went to shit after three seconds.  I'm thinking now it's in
the way I'm matrixing the command hierarchies

tarissa
You need a break.  You'll see it clearer when you come back.

dyson
I can't.

tarissa
Miles, it's Sunday.  You promised to take the kids to Raging Waters today.

dyson
Oh.  I can't honey.  I'm on a roll here.

He takes her hands.  We see a childlike excitement in his face.  He wants so
badly to share the almost orgasmic thrill of discovery, the satisfaction of
creation.

dyson
Baby, this thing is going to blow 'em all away.  It's a neural-net process--
*

Tarissa
I know.  You told me. It's a neural-net processor.  It thinks and learns like we
do.   Its superconducting at room temperature.    Other computers are pocket
calculators by comparison.   (she pulls away from him) But why is that so
goddamn important, Miles?  I really need to know, cause I feel like I'm going
crazy here, sometimes.

dyson
I'm sorry honey, it's just that I'm  thiiis close.

He holds up his thumb and index finger... a fraction of an inch apart.
She picks up the prototype.  It doesn't look like much.

Dyson
Imagine a jetliner with a pilot that never makes a mistake, never gets tired,
never shows up to work with a hangover.   (he taps the prototype) Meet the
pilot.


    TERMINATOR 2 - Rev.  9/10/90    64

99    tarissa 99
Why did you marry me, Miles?  Why did we have these two children?  You don't
need us. Your heart and your mind are in here. (she stares at the metal box in
her hands) But it doesn't love you like we do.

He takes the anodized box from her hands and sets it down.  Then he puts his
hands on her shoulders and kisses her gently.  She acquiesces to his kiss.

dyson
I'm sorry.

Tarissa glances over his shoulder.  She nods her head toward the doorway to the
study.    Dyson turns and sees their two kids standing there.  Danny (6) and
Blythe (4) look rumpled and adorable in their PJs.  Dyson wilts at their hopeful
* expressions.

tarissa
How about spending some time with your other babies?

Dyson grins.  The forces of darkness have lost this round.  He holds out his
hands and his kids run to him, cheering.

                    CUT TO:

100-117 OMITTED *

A100    EXT. desert / compound - DAY    a100*

The desert northwest of Calexico.  Burning under the sun like a hallucination.
Heat shimmers the image, mirage-like. Terminator turns the pickup off the paved
road and barrels along a roadbed of sand and gravel, trailing a huge plume of
dust.      A sign at the turnoff says:  CHARON MESA 2 MI CALEXICO      15 MI

A101    AHEAD is a pathetic oasis of humanity in the vast wasteland, a couple of
A101* aging house-trailers, surrounded by assorted junk vehicles and
desert-style trash.  There is a dirt airstrip behind the trailers, and a
stripped Huey helicopter sitting on blocks nearby.

The truck rolls to a stop in a cloud of dust.    The place looks deserted.  The
door to the nearest trailer bangs in the wind.

SARA
(to Terminator and John)
Stay in the truck.

A102    ANGLE FROM INSIDE ANOTHER TRAILER, NEARBY.  A102*  A DARK FIGURE in the
F.G. has an AK 47 trained on the pickup as Sara gets out.


    TERMINATOR 2 - Rev.  9/10/90    *65

A102    ON SARA peering through the backlit dust.   A102*
The sound of wind.  She approaches the trailer.

SARA
(in Spanish)
Enrique?  You here?

She hears KACHACK! behind her and spins, whipping out her .45 in one motion.

ENRIQUE SALCEDA stands behind a rusting jeep, a 12-gauge pump trained on her.
He is mid-forties, a tough Guatemalan with a weathered face and heavy moustache.
He wears cowboy boots and a flak vest, no shirt.

salceda
You pretty jumpy, Conner.

His fierce face breaks into a broad grin.  The shotgun drops to his side as he
walks toward her.  When he reaches her he hugs her, then steps back.

salceda
(in Spanish)
Good to see you, Conner.  I knew you'd make it back here sooner or later.

He grins at John as he steps from the truck, and then clocks Terminator getting
out.

salceda
Oye, Big John!    Que pasa?  Who's your very large friend?

John
(perfect Spanish)
He's cool, Enrique.  He's... uh...  this is my Uncle Bob.
(to Terminator, in English)
Uncle Bob, this is Enrique.

Terminator smiles.  Sort of.  Salceda squints at him.

salceda
Hmmm.  Uncle Bob, huh?    Okay.
(yelling)
Yolanda.  Get out here, we got company.   And bring some fucking tequila!

A thin Guatemalan KID, FRANCO, eighteen or so, comes out of the trailer with the
AK-47, followed by Salceda's wife, YOLANDA.   She has THREE younger children
with her, from a five year old GIRL, JUANITA, to a year-and-half old BOY.   She
waves at John.    They exchange greetings in Spanish.  They seem like nice people.
Terminator looks down at John, next to him.  He says quietly...


    TERMINATOR 2 - Rev.  9/10/90    *66

A102    TERMINATOR  A102*
Uncle Bob?

    SALCEDA
(to Sara)
So, Saralita, you getting famous, you know that?  All over the goddamn TV.

Salceda rips the cap off the tequila bottle.  The two year old toddles to
Terminator and grabs his pants, sliming them with drool. Terminator looks down
at the tiny kid, fascinated.  What is it? He picks the child up with one huge
hand.  Looks at it.  Turns it different ways.  Studying it.  Then sets it down.
The kid waddles off, a little dizzy.

salcedA
Honey, take Pacolito.  Thanks, baby.

She hands him the tequila and takes the child.    Salcedo takes a long pull from
the Cuervo bottle.

salcedA
(to Terminator)
Drink?

Terminator gestures "no" at the proffered bottle, but Sara grabs it and takes a
long plug.  She lowers it without expression.  Her eyes don't even water.

SARA
I just came for my stuff.  And I need clothes, food, and one of your trucks.

salceda
(grinning)
Hey, how about the fillings out of my fucking teeth while you're at it?

SARA
Now, Enrique.
(turns to Terminator and John)
You two are on weapons detail.
cut to:

A103    Ext. compound/ behind the trailers  A103*

There is an aging and rusted Caterpillar sitting  behind one of the trailers.
John expertly backs it toward Terminator who is holding one end of a piece of
heavy chain which disappears into the sand.

John
Hook it on.

Terminator hooks the chain onto the towhook on the back of the tractor.  John
hits the throttle and the Cat churns its treads, pulling some massive load.   A
six-by-eight foot sheet of  steel plate moves slowly under six inches of sand.

    TERMINATOR 2 - Rev.  9/10/90    *67

A103    John drags it far enough to reveal...  a rectangular hole in the ground
.
Like  A103* the mouth of a tomb.  The kid drops down from the tractor and walks
to the hole.

John
One thing about my mom... she always plans ahead.

A104    int. weapons cache  A104*

>From inside the "tomb".   Sunlight slashes down into a cinder-block room, less
than six feet wide but over twenty long.   Sand spills down the steps.    The
walls are lined with guns.

John precedes Terminator into Sara's weapons cache.  Rifles, pistols, rocket
launchers, mortars, RPGs, radio gear.  At the far end boxes containing ammo,
grenades etc. are stacked to the ceiling.  Terminator gets real alert.
Scanning, wondering where to begin. He picks up a MAC 10 machine pistol.  Racks
the bolt.

Terminator
Excellent.

john
Yeah, I thought you'd like this place.

A105    ext. compound / nearby    A105*

Sara emerges from a trailer.  She has changed.     Boots, black fatigue pants,
T-shirt.   Shades.  She looks hard.   Salceda is nearby, packing food and other
survival equipment with Yolanda.  He looks up as Sara approaches, and slaps the
side of a BIG FOUR-BY BRONCO next to him.

salceda
This is the best truck, but the water pump is blown.  You got the time
to change it out?

SARA
Yeah.  I'm gonna wait till dark to cross the border.
(she pulls him away from Yolanda)
Enrique, it's dangerous for you here.  You get out tonight, too, okay?

salceda
Yeah, Saralita.  Sure.
(he grins)
Just drop by any time and totally fuck up my life.

She claps him on the shoulder.

cut to:

    TERMINATOR 2 - Rev.  9/10/90    *68

A106    int. weapons cache  A106*

Terminator returns from carrying out several cases of ammo.  John is selecting
rifles from a long rack.

John
See, I grew up in places like this, so I just thought it was how people lived...
riding around in helicopters.  Learning how to blow shit up.

John grabs an AK-47 and racks the bolt with a practiced action.  Inspects the
receiver for wear.  Doesn't like what he sees.    Puts it back.  His movements are
efficient.  Professional.  Uninterested.

John
Then, when Mom got busted I got put in a regular school.  The other kids were
like, into Nintendo.

Terminator has found a Vietnam era "blooper" M-79 grenade launcher.  A very
crude, but effective, weapon.  He opens the breech and inspects the bore.

John
Are you ever afraid?

Terminator pauses a second.  The thought never occurred to him.  He searches his
mind for the answer...

terminator
No.

Terminator slings the M-79 and starts looking for the grenades.

John
Not even of dying?

Terminator
No.

john
You don't feel any emotion about it one way or the other?

terminator
No.  I have to stay functional until my mission is complete.  Then it doesn't
matter.

John is idly spinning a Sig Saur 9mm pistol on his finger... backwards and
forwards like Bat Masterson.

john
Yeah.  I have to stay functional too.
(sing-songy)
"I'm too important".


    TERMINATOR 2 - Rev.  9/10/90    *69

A106    Terminator pulls back a canvas tarp, revealing a squat, heavy weapon
with   A106* six barrels clustered in a blunt cylinder.  Chain-ammo is fed from
a cannister sitting next to it.  A G.E. MINI-GUN.  The most fearsome
anti-personnel weapon of the Vietnam era. Terminator hefts it.    Looks at John as
if to say "Can I?  Please."

John
It's definitely you.
cut to:

A107    ext. compound - day /LATER  A107*

Sara and John have their weapons and supply selections laid out on two battered
picnic tables for cleaning and packing.  Maps, radios, documents, explosives,
detonators... just the basics. Sara is field-stripping and cleaning guns, very
methodically.  There is no wasted motion.

Not far away, John and Terminator are working on the Bronco.  They're greasy up
to their elbows, lying on their backs under the engine compartment, ratcheting
bolts into place on the new water pump.

John
There was this one guy that was kinda cool.  He taught me engines.  Hold this a
second.  Mom screwed it up, of course.    Sooner or later she'd always tell them
about Judgment Day and me being this world leader and that'd be all she wrote.

John thinks he's being casual, but his longing for some kind of parental
connection is obvious.

Terminator
Torque wrench please.

john
Here.  I wish I coulda met my real dad.

Terminator
You will.

John
Yeah.  I guess so.  My mom says when I'm like, 45, I think, I send him back
through time to 1984.  But right now he hasn't even been born yet.  Man, it
messes with your head.    Where's that other bolt? (Terminator hands it to him)
Thanks.  Mom and him were only together for one night, but she still loves him,
I guess.  I see her crying sometimes.  She denies it totally, of course. Like
she says she got something in her eye.


    TERMINATOR 2 - Rev.  9/10/90    *70

A107    They crawl out from under the truck into the bright sunlight.    A107*

terminator
Why do you cry?

john
You mean people?  I don't know.  We just cry.  You know.  When it hurts.

terminator
Pain causes it?

john
Uh-unh, no, it's different...  It's  when there's nothing wrong with you but you
hurt anyway.  You get it?

terminator
No.

Terminator gets into the Bronco and turns the ignition key and the engine
catches with a roar.

John
Alriiight!!  My man!

 Terminator
No problemo.

John grins and does a victorious thumbs up.
Terminator imitates the gesture awkwardly.
John laughs and makes him get out of the truck, to try the move again.

A108    SARA, across the compound, pauses in her work to watch John and A108*
    Terminator.


    TERMINATOR 2 - Rev.  9/10/90    *71

A109    SARA'S POV... we don't hear what John and Terminator are saying.  It is
a   A109* soundless pantomime as John is trying to show some other gestures to
the cyborg.  Trying to get him to walk more casually.  John walks, then
Terminator tries it, then John    gestures wildly, talking very fast... explaining
the fundamental principles of cool.  They try it again.  Continued ad lib as we
hear:

SARA (V.O.) Watching John with the machine, it was suddenly so clear.  The
Terminator would never stop, it would never leave him... it would always be
there.     And it would never hurt him, never shout at him or get drunk and hit
him, or say it couldn't spend time with him because it was too busy.  And it
would die to protect him.  Of all the would-be fathers who came and went over
theyears, this thing, this machine, was the only  one who measured up.    In an
insane world, it was the sanest choice.

Sara clenches her jaw and goes grimly back to work... a strong woman made hard
and cold by years of hard choices.

cut to:

A110    ext.  road - day    A110*

A police cruiser is parked off the side of a quiet, empty road on the outskirts
of Los Angeles.   A ribbon of traffic moves steadily  by on a freeway in the
distance.  Nothing stirs around the cruiser except some pump-jacks sucking the
earth on the hill behind it.

A111    IN THE CRUISER.  The T-1000 sits inside.  John's notes and letters are
A111* spread out on the seat beside him.  Sara's voice speaks from a cassette
deck.  John's tapes.  Her voices mixes with the static filled chatter of the
radio that T-1000 monitors for any sign of its target.

SARA
... if we are ever separated, and can't make contact, go to Enrique's airstrip.
I'll rendezvous with you there.

T-1000 whips around and rewinds the tape, replaying the last section.  It then
snaps up the envelope of photos we saw earlier.

ECU on envelope.  We see the postmark:    "Charon Mesa, Calif."

TIGHT ON T-1000 staring at the postmark on the envelope.  He glances up at the
sound of crunching gravel.   In the rearview he sees a BIKE COP pulling onto the
shoulder behind him.  The big KAWASAKI 1100 idles up next to the  T-1000, still
seated in the cruiser.

    TERMINATOR 2 - Rev.  9/10/90    *72-78

A111    bike cop    A111*
Howdy.    I saw you pulled over here earlier.  Everything okay?

T-1000
Everything's fine.  Thanks for checking.
(he gets slowly out of the car)
Since you're here, though, can I talk to you a second...

cut to:

A112    ext. highway - day / minutes later  A112*

The T-1000 thunders along on the Kawasaki 1100, doing about a hundred and
twenty.  PAN WITH IT until it recedes toward the horizon.

cut to:

    TERMINATOR 2 - Rev.  9/10/90    79

A113    ext. compound - day (late afternoon)    A113*

Sara sits at the picnic table.    The weapons are cleaned and her work is done.
She hasn't slept in twenty four hours and she seems to have the weight of the
whole world on her shoulders.    She draws her knife from its belt sheath.   Idly
starts to carve something on the table top... the letter "N".

A114    NOT FAR AWAY, John and Terminator are packing the Bronco for the trip.
A114*

A115    ON SARA, AT THE TABLE as she looks up from her carving, thinking.  She
A115* watches Salceda's kids playing nearby...    wrestling with a mutty dog and
loving it.  Sara watches Yolanda walking her toddler by the hands.  Backlit,
stylized.  She looks over at John.  Loading guns and supplies.

A116    ANGLE ON kids playing.    A116*

A117    SARA'S HEAD droops.  She closes her eyes.   A117*

118 TIGHT ON small children playing.  Different ones.    118 Wider now, to reveal
a playground in a park.  Very idyllic.    A dream playground, crowded with
laughing kids playing on swings, slides, and a jungle gym.  It could be the
playground we saw melted and frozen in the post-nuclear desolation of 2029.  But
here the grass is vibrant green and the sun is shining.

118A    Sara, short-haired, looking drab and paramilitary, stands outside the
118A playground.  An outsider.    Her fingers are hooked in a chain link fence and
she is staring through the fence at the young mothers playing with their kids.
A grim-faced harbinger.

118B    Some girls play skip-rope.  Their sing-song chant weaves through the
random       118B burbling laughter of the kids.    One of the young mothers walks
her two year old son by the hands.  She is wearing a pink waitress uniform.  She
turns to us, laughing. It is Sara.  Beautiful.    Radiant.  Sara from another
life, uncontaminated by the dark future.  She glances at the strange woman
beyond the fence.

118C    Grim-faced Sara presses against the fence.  She starts shouting at them
in  118C SLOW MOTION.  No sound comes from her mouth.     She grabs the fence in
frustration, shaking it.  Screaming soundlessly. Waitress Sara's smile falls.
Then returns as her little boy throws some sand at her.  She laughs, turning
away, as if the woman at the fence were a shadow, a trick of the light.


    TERMINATOR 2 - Rev.  9/10/90    80

118D    Behind her the earth splits open.   118D In a wide shot we see everyone
stop and stare as the ground heaves upward all around them.  As far as the eye
can see the monstrous caps of missile silos are hinging up, ripping up through
the grass and soil.  Now the mothers are screaming, pulling their children to
them... but it is too late to run.  The silo caps are open, rows of them
marching to the horizon.  As if a tranquil reality has split open to reveal
another horrible reality which has always been there, hidden beneath it.

118E    Thunder shakes the earth.  We see the obscene heads of the missiles
118E* thrusting up out of the holes in the ground.  Walls of fire erupt as the
fat    * cylinders rise like awakened monsters from the earth.

118F    Sara stares in numb horror as the tail-nozzles clear the silo rims, and
a wall    118F of flame roars out, devouring the cowering mothers and children.
Incinerating them and rolling on, toward her. She screams and we hear it now,
shrill and terrifying, mixing with the thunder as the flames wrap around her,
blasting her apart and she...

119 Wakes up.    119* All is quiet and normal.  The children are still running
through the sprinkler nearby.    Less than fifteen minutes have gone by.

Bathed in sweat, Sara sits hunched over the table.   Every muscle is shaking.
She is gasping.   Sara struggles to breathe, running her hand through her hair
which is   * soaked with sweat.  She can escape from the hospital, but she can't
escape    * from the madness which haunts her.

She looks down at the words she has carved on the table, amid the scrawled
hearts and bird-droppings.  They are:  "NO FATE."    * Something changes in her
eyes.  She slams her knife down in the table top, embedding it deeply in the
words.    Then gets up suddenly and we--

CUT TO:

A120    LONG LENS on Sara walking toward us, striding across the compound with
A120* grim purpose.  She carries a small nylon pack and a heavy FN FAL .308
assault rifle.     Her face is an impassive mask.  She has become a terminator.

A120A JOHN LOOKS UP from his work in time to see Sara throw the rifle behind
A120A* the seat of their stolen pickup, jump in and start it.  She slams it in
gear.  Salceda walks up to John.

salceda
She said you go south with him...
(he points at Terminator)
... tonight, like you planned.    She will meet you tomorrow in...

But John is moving, running after her.

john
Mommm!!  Wait!!


TERMINATOR 2 - Rev.  9/10/90        *81

A120B MOVING WITH SARA as she leaves the compound.  We see John running
A120B* after her... yelling.  Can't hear his words.  She looks in the rear-view
mirror but doesn't slow down.

cut to:

A121    ext. compound - dusk / minutes later    A121*

John and Terminator ponder the message carved into the top of the picnic table.
Sara's knife is still imbedded there.

john "No fate."  No fate but what we make.  My father told her this... I mean I
made him memorize it, up in the future, as a message to her-- Never mind.  Okay,
the whole thing goes "The future is not set. There is no fate but what we make
for ourselves."

terminator
She intends to change the future somehow.

john
I guess, yeah--
(snaps his fingers as it hits him)
Oh shit!!

Terminator
Dyson.

john
Yeah, gotta be!  Miles Dyson!  She's gonna blow him away!  We gotta stop her.

John motions to Terminator and breaks into a run.

john
Come on.  Let's go.  LET'S GO!!

cut to:

A122    int. / ext. SARA's jeep - dusk    A122*

Sara speeds through the darkening desert.  Expressionless.  In her dark glasses,
she looks as pitiless as an insect.

dissolve to:

A123    ext. highway - night    A123*

TRACKING WITH THE BRONCO, Terminator and John heading toward L.A.

terminator
Why do you want to stop her?  Killing Dyson may prevent the war.

    TERMINATOR 2 - Rev.  9/10/90    *82

A123    John    A123 I don't care!!  There's gotta be another way.  Haven't you
learned anything?!     Haven't you figured out why you can't kill people?

Terminator is still stumped.

john Look, maybe you don't care if you live or die. But everybody's not like
that!  Okay?! We have feelings.  We hurt.  We're afraid.  You gotta learn this
stuff, man, I'm not kidding.  It's important.

PAN THEM BY as they pass, revealing the lights of the city ahead.

cut to:

A124    EXT. DYSON'S HOUSE - NIGHT  A124*

The house is high-tech and luxurious.  Lots of glass.  Dyson's study is lit
bluish with the glow from his computer monitors.  He is at the terminal,
working.  Where else?  We see him clearly in a long shot from an embankment
behind the house.

A DARK FIGURE moves into the foreground.  Rack focus to Sara as she turns into
profile.  She raises the FN FAL rifle and begins screwing the long heavy
cylinder of a sound-suppressor onto the end of the  barrel.

cut to:

A125    ext. salceda's camp - night A125*

SALCEDA'S DOG, teeth bared, barks a furious warning.  The SOUND of machine gun
fire erupts, drowning him out. YOLANDA, clutching a .45 Officer's Colt, sweeps
Paco and Juanita up in her arms and races away.

SALCEDA is firing an MP5K on full auto, its strobing barrel flash lighting up
the camp.  CAMERA PUSHING IN ON HIM AS...

A125A THE T-1000 calmly walks toward him, unbothered by the stream of bullets.
A125A* Unhurried.   Salceda, amazed, is backing toward his truck, and the stacks
of crated grenades and ammo boxes beside it.   The T-1000 keeps coming.  Steps
right up to Salceda, knocks the weapon away  and slams him to the ground.

A125B Salceda sprawls against one of the open wooden crates.    A125B*     T -1000
kneels before him.  Points his finger.    THUNK.     Salceda screams, pinned to the
crate by a two-foot steel needle through his left lung.

t-1000
Where is John Conner?

    TERMINATOR 2 - Rev.  9/10/90    *83

A125B    salceda A125B*
John who?

A125C THUNK!!  Another needle slams through him.   Salceda struggles to breathe
A125C* against the excruciating pain.

A125D    T-1000    A125D*
(almost soothingly)
I know this hurts.  Where is John Conner?

Salceda's hand gropes in the open crate of grenades behind him.  He clutches
one.  Then apparently ready to cooperate he clutches T-1000's shoulder and
struggles to pull himself closer, up along the impaling spikes.

Behind the T-1000's neck, Salceda pulls the grenade's pin with his free hand.
The spoon flies off... CLINK.

salceda
FUCK YOU!!

A125E The truck, Salceda, and the T-1000 vanish in a MASSIVE EXPLOSION as the
A125E* grenade sets off the other munitions.  A huge ball of fire ascends into
the night.

A125F YOLANDA, huddled with her children, the .45 held before her in a combat
A125F* grip, screams as--

A125G A CHROME HEAD rolls out of the inferno and comes to rest in the dirt, the
A125G* liquid metal mouth gulping like a gaffed fish. A125H A figure appears,
silhouetted by the fire... or most of a figure. A125H*

A125I We TRACK WITH the polished black cop shoes toward the head lying in the
A125I* dirt.  A hand enters frame.  The head dissolves and fuses with the hand,
like two blobs of solder running together.

A125J IN CLOSE-UP, the T-1000 rises into frame, whole again.  It trains its gaze
on     A125J* Yolanda and the children.

A125K She stares in shock at the thing approaching.  She slowly lowers the
useless  A125K* pistol.  The T-1000 walks right up to her.  It reaches down and
picks up little Juanita.  Gives her a friendly smile.

t-1000
Do you know where John Conner is?

The child mutely shakes her head no.  T-1000 nods, unperturbed.  Points toward
the road.  Juanita follows with her eyes.

t-1000
When they reached the main road, did they go north...
(indicating)
...or south?

She points north.  T-1000 smiles.  Sets her down, unharmed.

    TERMINATOR 2 - Rev.  9/10/90    84-85

A125K    t-1000    A125K*
Thank you for your cooperation.

With that, T-1000 turns and strides to his motorcycle parked a few yards away.
Yolanda and her children silently watch as the Cop from Hell climbs onto the
bike and and roars off into the night.

cut to:

120-    OMITTED 120-*
128G        128G*

129 EXT. DYSON'S HOUSE    129*

With the silencer in place, Sara eases back the bolt and then slips it forward,
chambering a .308 round.  Then she lies down on the embankment.   Her cheek
pressed against the cool rifle-stock, she slides one hand slowly forward to
brace the heavy weapon, taking the weight on her elbow.  Her other hand slips
knowingly to the trigger.

Her expression is cold, impassive.   She looks through the scope at  the man in
the house.  She feels nothing as she raises the rifle.

130 int. dyson house    130

Dyson's kids, Danny and Blythe, are playing in the halls with a radio-controlled
off-road truck.  Danny drives and Blythe scampers after it, trying to catch it.
They stop in the hall outside Dyson's study and see him working at his terminal.
Danny puts a finger to his lips, shushing Blythe.  His expression is
mischievous.

DYSON, in deep thought.  The rhythmic sounds of keys as he works.  Symbols on
the screen shift.

130A    ON HIS BACK we see a glowing red dot appear.  It is the target dot of
Sara's      130A laser designator.  It moves silently up his back toward his head.


    TERMINATOR 2 - Rev.  9/10/90    86

131 EXT. DYSON HOUSE/ EMBANKMENT    131

IN EXTREME CLOSEUP we see Sara's eye at the night-scope. TIGHT INSERT on her
finger as it tightens on the trigger, taking out the slack.  She takes a deep
breath and holds it.  Adjusts her position minutely.

132 int. dyson house    132

The laser dot jiggles on the back of Dyson's neck and then rises, centering on
the back of his skull.

132A    LOW ANGLE as Danny's Bigfoot truck roars toward us-- FILLING FRAME. 132A
Thump.    It hits Dyson's foot. He jerks, startled, and looks down as-- POP!! 132B
His monitor screen is BLOWN OUT spraying him with glass.  He jerks  132B back,
utterly shocked... and spins to see the huge hole blown through the window
behind him.   This saves him as K-THUMP! -- the second shot blows the top of his
high-backed chair into an explosion of stuffing an inch from his head.
Instinctively he dives to the carpet as --

BLAM BLAM BLAM -- rounds blast through the window, tearing into his desk and
computer, blowing his keyboard into shrapnel.  *

132C    With the monitor screen blown out, the room is in darkness.  Sara can't
see    132C Dyson now, down behind the desk.  She puts round after round into
the heavy desk, blasting one side of it into kindling.

132D    Dyson, scared out of his mind, has his face jammed against the carpet,
132D terrified to move.  He sees his kids in the hall.

dyson
Run, kids!  Go!  Run!

132E IN THE HALL, TARISSA rounds the corner at a dead run.  She sees the kids
132E running toward her and grabs them in her arms.  Down the hall, in the dark
study, she sees Dyson on the floor amid the splinters and shrapnel of the
continuing fusillade.

tarissa
Miles!    Oh my God!!

dyson
Stay back!!

132F    ON THE FLOOR, Dyson flinches as chunks of wood and shattered computer
132F components shower down on him.  He looks desperately toward the door, but
knows he'd be totally exposed.    He'd never make it.


133 SARA's rifle empties with a final CLACK!    133 She throws it down and draws
her .45 smoothly from a shoulder holster.  She starts toward the house, snapping
back the slide on the pistol, chambering a round.  She is in a fast, purposeful
walk, keeping her eyes fixed on the target.  She is utterly determined to kill
this man.

134 FROM UNDER THE DESK Dyson can see a sliver of the back yard.  He sees   134
Sara's feet as she strides toward him.    He tenses to make a break for the door.

Sara raises the pistol, eyes riveted ahead, controlling her breathing.    Dyson
springs up in a full-tilt sprint.  She tracks him.  He hooks a foot on the cord
of a toppled disk-drive. BOOM!    Her shot blows apart a lamp where his head was.
He hits the floor hard, but keeps moving, scrambling forward.

Crunch of glass behind him as Sara's dark form is framed in the blown-out
floor-to-ceiling window.  Dyson leaps toward the hall. BOOM!  Her second shot
spins him.  He hits the floor in the hallway.  Tarissa is screaming. Dyson
struggles forward, stunned.  There is a .45 caliber hole clean through his left
shoulder.  He smears the wall with blood as he staggers up.  Looking back, he
sees the implacable figure behind him, coming on. He topples through a doorway
as --- BOOM!  BOOM!  Shots blowing away the molding where he just was.

135 EXT. DYSON HOUSE/ STREET    135

Terminator and John leap from their jeep, sprinting toward the house.  The shots
sound muffled from outside.

john
Shit, we're too late!

136 INT. HOUSE    136

Advancing with Sara we enter the living room.  Tarissa has Blythe and she's
screaming at Danny, who has run back to his collapsed father.

tarissa
Danny!    DANNY!

danny
Daaaaddddeeee!

Danny is pulling at Dyson, crying and screaming, as his father tries to stagger
forward.  Tarissa drops Blythe and runs back for Dyson, grabbing him.  Sara
looms behind them with the pistol aimed.

SARA
Don't fucking move!  Don't FUCKING MOVE!!
(she swings the gun on Tarissa)
Get on the floor, bitch!  Now!!  Fucking down!    NOW!!


136    Sara is crazy-eyed now, shaking with the intensity of the moment.  The
kill     136  has gone bad, with screaming kids and the wife involved... things
she never figured on.  Tarissa drops to her knees, terrified as she looks into
the muzzle of the gun.    Blythe runs to Dyson and hugs him, wailing.

blythe
Don't you hurt my father!

SARA
(screaming)
Shut up, kid! Get out of the way!!

Dyson looks up, through his pain and incomprehension.  Why is this nightmare
happening?  The black gun muzzle is a foot from his face.

dyson
(gasping)
Please... let... the kids... go

SARA
Shut up!  SHUT UP!! Motherfucker! It's all your fault!    IT'S YOUR FAULT!!

We see her psyching herself to pull the trigger... needing now to hate this man
she doesn't know. It's a lot harder face-to-face.  She is bathed in sweat, and
it runs into her eyes.    Blinking, she wipes it fast with one hand, then gets it
back on the gun.  The .45 is trembling.

TIGHT ON SARA as we see the forces at war behind her eyes. She looks into the
faces of  Dyson, Tarissa, Blythe, Danny. Sara takes a sharp breath and all the
muscles in her arms contract as she tenses to fire.   But her finger won't do
it. She lowers the gun very slowly.  It drops to her side in one hand.

All the breath and energy seems to go out of her. She weakly raises her other
hand in a strange gesture, like "Stay where you are, don't move".  As if, should
they move, the fragile balance might tip back the other way. She backs away from
them slowly, panting.  It's as if she's backing away in terror from what she
almost did.  She reaches a wall and slumps against it.    Slides down to her
knees.    The gun falls limply from her fingers.    She rests her cheek against the
wall.

136A    The front door is kicked in.    136A Terminator steps inside.  John
grabs his sleeve and pushes past him. He scopes out the situation in two
seconds... Sara, the gun, the sobbing family.  John moves to Sara while
Terminator checks Dyson.

John kneels in front of his mother.  She raises her head to look at him.  He
sees the tears spilling down her cheeks.


136A    john    136A
Mom?  You okay?

SARA
I couldn't... oh, God.
(she seems to see him for  the first time)
You... came here... to stop me?

john
Uh huh.

She reaches out and takes his shoulders suddenly, surprising him... drawing him
to her.  She hugs him and a great sob wells up from deep inside her, from a
spring she had thought long dry.  She hugs him fiercely as the sobs wrack her.

John clutches her shoulders.  It is all he ever wanted.

john
It's okay.  It'll be okay.  We'll figure it out.

SARA
I love you, John.  I always have.

John
I know, Mom.  I know.

TARISSA looks around at the bizarre tableau.  Terminator has wordlessly ripped
open Dyson's shirt and examined the wound.

terminator
Clean penetration.  No shattered bone.
Compression should control the loss of blood.

He takes Tarissa's hands and presses them firmly over the entrance and exit
wounds.

terminator
Do you have bandages?

dyson
In the bathroom.  Danny, can you get them for us?

Danny nods and runs down the hall. John disengages from Sara.  She wipes at her
tears, the instinct to toughen up taking over again.  But the healing moment has
had its effect, nevertheless.

John walks toward Dyson and Terminator.

dyson
Who are you people?

John draws the Biker's knife from Terminator's boot.  Hands it to him.

    TERMINATOR 2 - Rev.  9/10/90    90

136A    john    136A
Show him.

Terminator takes off his jacket to reveal bare arms. John takes Blythe by the
hand and leads her down the hall, away from what is about to happen.

136B    TIGHT ON TERMINATOR'S  left forearm as the knife makes a deep cut just
136B below the elbow.  In one smooth motion, Terminator cuts all the way around
his arm.  With a second cut, he splits the skin of the forearm from elbow to
wrist.

TERMINATOR grasps the skins and strips it off his forearm like a surgeon rips
off a rubber glove.  It comes off with a sucking rip, leaving a bloody skeleton.

But the skeleton is made of bright metal, and is laced with hydraulic actuators
.
The fingers are as finely crafted as watch parts... they flex into a fist and
extend.  Terminator holds it up, palm out, in almost the exact position of the
one in the vault at Cyberdyne.

HOLD ON DYSON reacting to the servo-hand in front of him.
He's seen one of these before.
Tarissa is screaming now, but he doesn't hear her.

dyson
My God.

terminator
Now listen very carefully.

137 int. house/ kitchen - later 137

Sara puts out her fifth cigarette.  She's sitting on the counter.  John,
Terminator, Dyson, and Tarissa are at the kitchen table, under a single overhead
light.

Dyson looks like that guy on the Sistine Chapel wall, the damned soul ... eyes
fixed and staring with terrifying knowledge.  His shoulder is bandaged.
Terminator's arm is wrapped with a blood-soaked bandage below the elbow.  The
steel forearm and hand gleams in the harsh kitchen light.  TRACKING   * AROUND
THE TABLE as Terminator speaks... we don't hear the words.

    SARA (v.o.) *
    Dyson listened while the Terminator laid it all    *
    down.  Skynet.  Judgment Day... the history of  *
    things to come. *
    It's not every day you find out you're  *
    responsible for 3 billion deaths.  He took it pretty    *
    well, considering...    *

Terminator finishes speaking.


    TERMINATOR 2 - Rev.  9/10/90    91

137    DYSON    137*
I feel like I'm gonna throw up.

He looks around at them, clutching the table like he's about to blow away.  His
face, his posture, his ragged voice express soul-wrenching terror.  This is a
man ripped out of normal life into their grim world.  His voice is pleading.

dyson
You're judging me on thing's I haven't even done yet.  Jesus.  How were we
supposed to know?

Sara speaks from the shadows behind them.  Dyson turns to find her looking right
at him.

SARA
Yeah.  Right.  How were you supposed to know?  Fucking men... all you know how
to do is thrust into the world with your... fucking ideas and your weapons.
Did you know that every gun in the world is named after a man?    Colt, Browning,
Smith, Thompson, Kalashnikov...  all men.  Men built the hydrogen bomb, not
women...  men like you thought it up. You're so creative.   You don't know what
it's like to really create something... to create a life.  To feel it growing
inside you.  All you know how to create is death...  you fucking bastards.

John
Mom, Mom,  we need to be more constructive  here.  I don't see this as a gender
related issue. (to the Dysons) She's still tense. (to Sara) We still have to
figure out how to stop it all from happening.  Right?

TARISSA
But I thought... aren't we changing things?  I mean... right now?  Changing the
way it goes?

Dyson
(seizing on that)
That's right!  There's no way I'm going to finish the new processor now.  Forget
it.  I'm out of it.  I'm quitting Cyberdyne tomorrow...  I'll sell real estate,
I don't care--


137    SARA    137
(coldly)
That's not good enough.

Dyson's voice is pitiful.

Dyson
Look, whatever you want me to do, I'll do. I just want my kids to have a chance
to grow up, okay?

terminator
No one must follow your work.

dyson
(thoughts racing)
Alright, yeah.    You're right.  We have to destroy the stuff at the lab, the
files, disk drives... and everything I have here.  Everything!    I don't care.

cut to:

138 FIRE ROARING IN A METAL TRASH-BARREL.   138
Stacks of files are dumped onto it.
WIDER reveals we are in--

138A    ext. dyson's backyard - night    138A

Terminator dumps lighter fluid liberally over the fire, which flares up,
lighting his face demonically.    Sara, Dyson, Tarissa and John return from his
office with more stuff-- files, notes, optical disks.  Even his kids are
carrying stuff.  It all goes into the fire.  Dyson drops the prototype processor
onto the fire... his eyes hollow and distant.

He stares into the fire, watching his world burning.  Then has a sudden thought.

dyson
Do you know about the chip?

SARA
What chip?

Dyson
They have it in a vault at Cyberdyne...
(to Terminator)
It's gotta be from the other one like you.

terminator
(to Sara)
The CPU from the first terminator.


    TERMINATOR 2 - Rev.  9/10/90    93

138A    SARA    138A
Son of a bitch, I knew it!

dyson
They told us not to ask where they got it.  I thought... Japan... hell, I don't
know.    I didn't want to know.

SARA
Those lying motherfuckers!

Dyson
It was scary stuff, radically advanced.   It was shattered...  didn't work.  But
it gave us ideas.  It took us in new directions... things we would never have
thought of.  All this work is based on it.

Terminator
It must be destroyed.

SARA
(to Dyson)
Can you get us in there, past security?

dyson
I think so, yeah.  When?

Dyson looks at her, Terminator, then John.  Sees his answer.

dyson
Now?
(he takes a breath)
Yeah, right.

He turns to his wife.  Her face is streaked with tears, but her eyes are strong
and clear.  Tarissa puts her hands on his arm.    She is stunned by what she's
heard, but dealing with it.  She believes them.

tarissa
Miles, I'm scared. Okay.  But the only thing that scares me more than you
going... is you not going.

He nods.  She's right.

    SARA    *
(to Terminator)
    Is it safe for them here?    *


    TERMINATOR 2 - Rev.  9/10/90    94

138A    TERMINATOR  138A*
( to Tarissa)
    Take your kids.  Go to a hotel.  Right now.     *
    Don't pack.     *
(to the others)
    Let's go.    *

cut to:

138B    ext. highway - night    138B*

Pavement rushing at us, lit by headlights.  Beyond, darkness.

SARA (V.O.)
The future, always so clear to me, had become like a black highway at night.
We were in uncharted territory now...    making up history as we went along.

TILT UP to reveal a rectangle of light ahead.  The Cyberdyne Building...

139 int. cyberdyne systems building/ lobby - night  139

TIGHT ON A CARD-KEY SCANNER as Dyson's hand zips his security card through the
slot in one motion.  There is the sound of a servo-lock, and--

139A    DYSON enters the spacious lobby, followed by Sara, John, and Terminator
139A last of all.  In a frontal angle, the others block Terminator from view.

THE GUARD at the front desk, GIBBONS, looks up as Dyson moves toward him.  Dyson
is pale and sweaty, but smiles warmly at the guard, speaking well before he
reaches the desk.

Dyson
Evening, Paul.    These are friends of mine from out of town, I just thought I'd
take them up and show them around.

gibbons
I'm sorry, Mr. Dyson.  You know the rules about visitors in the lab. I need
written authoriz--

K-CHAK!  Gibbons is staring down the barrels of Sara's .45 and Terminator's MAC
10.

Terminator
I insist.

The guard is too stunned to move.  We see that Terminator is wearing his jacket
and one black glove. Gibbons' eyes go to the silent alarm button on the console
.

SARA
Don't even think about it.

    TERMINATOR 2 - Rev.  9/10/90    94A

139A    Gibbons nods.  He stays frozen.  Terminator circles quickly and gets the
guard  139A* out of the chair.    John pulls a roll of duct-tape from his knapsack
and tears off a piece.

    TERMINATOR 2 - Rev.  9/10/90    95

140 int. second floor corridor    140

ELEVATOR DOORS OPEN and Terminator leads the group warily into the corridor.
They have a cart piled high with gear in nylon bags.  Dyson motions   * down the
corridor to the right.    As they walk, he continues to fill them in--

Dyson
The vault needs two keys to open. Mine...
(holds up key)
...and one from the security station.  One of the guards has it on a chain
around his neck.  Here we go.

They stand in front of a wide security door.  A sign above reads SPECIAL
PROJECTS DIVISION: AUTHORIZED PERSONNEL ONLY.  Sara grabs Dyson in a headlock
from behind and jams the muzzle of the .45 up against his temple.  He doesn't
flinch.  They've talked about this.

terminator
Go.

Dyson zips his key-card through the scanner and the door unlatches.

141 int.  security station  141

The security station is a pass-through area with a counter, behind which are
desks and a bank of monitors, showing boring movies about empty corridors.

It's lunch-time for the graveyard shift.  THREE GUARDS choke on their egg salad
sandwiches as the door bangs open and Terminator charges into the security
station with the MAC 10 leveled.  Sara drags Dyson in like a hostage, causing
them to hesitate that fateful moment.

SARA
FREEZE!!  Don't make me say it twice.

Terminator backhands the nearest guard into a file cabinet.  The guy loses some
teeth and slumps.  John snatches the pistol from his holster and pockets it.
Sara releases Dyson and spins the other two around... slamming them face-down
over a desk.  She kicks their legs apart, cop style.  They  are disarmed in
seconds.  John uses heavy-duty tie-wraps, cinched very tight, to bind their
wrists. Terminator pushes them down to their knees. Sara notices Dyson's alarmed
expression.

SARA
What?

Dyson
He's not here.
(to the nearest guard)
Where's the other guy?    The fat guy?

guard #1
Elkins?  He went home sick.


141    Dyson    141
Shit.  Did he leave the key?

guard #1
What key?

SARA
The key to the vault, fuckface!!  Where is it?

guard#1
I don't know... I swear--

John nods almost imperceptibly to Terminator.  The guard is slammed against the
wall and lifted by his throat.    Terminator's gloved hand tightens.  The guy's
face bulges, going red. John pulls at Terminator's arm, pretending to try
pulling him away.  He speaks earnestly to the choking guard.

john
Open it, man.  I'm not kidding around.    I can't reason with this guy when he
gets like this.  I've seen him do things made the coroner puke.

guard #1
(barely intelligible)
Okay... okay...

Terminator releases him.  The guy coughs and looks defiantly at the other
guards.

guard #1
I ain't dyin' for a goddamn key.
(to Sara et al)
In there.  He locked it in there.

The guard nods toward a safe-like LOCKER on the wall.  There is a key-card slot
with a green light next to it.

guard #1
Key-card's in my shirt pocket.

John winks at Terminator and shoots him a THUMBS UP.
The cyborg winks back, like he's been doing it all his life.

142 int. first floor corridor/ lobby    142

A ROVING GUARD, MOSHIER,  strolls down the long corridor from the first-floor
office block.  A punch clock swings at his hip, and he's just completed his
circuit of the building.  He passes the bank of elevators and rounds the corner
to the front desk, calling out--

moshier
Honey, I'm home...


142    He sees the desk is deserted and frowns.  Figures Gibbons must be in the
can,   142  so check that first before getting alarmed. TRACKING WITH HIM to the
restroom around the corner.

moshier
Hey, man, you shouldn't leave the --

142A    OVER HIS SHOULDER we see past the door as he pushes it open, revealing
142A Gibbons handcuffed to the urinal.    Moshier spins on a dime and sprints to
the desk where he slaps his hand down on the silent alarm button.

143 int. security station   143

Terminator's hand swishes the card repeatedly through the scanner slot on the
locker.  Nothing happens.  The light on the locker is blinking red.

SARA
What?  WHAT IS IT?

Guard #2  motions toward a light flashing on the console.

guard #2
Silent alarm's been tripped.  It neutralizes the codes throughout the building.
Nothing'll open now.

Dyson takes that in, and we see his nerve snap.

Dyson
We should abort.

SARA
NO!!  We're going all the way!    You got that, Dyson?

She's right in his face.  Somehow, it works for him.  He nods, getting some
resolve from somewhere.

144 int. lobby    144

Moshier's gotten Gibbons loose.  He's on the phone to the cops.

gibbons
... multiple armed suspects.  Look, I think it's the guy from that mall
shootout, and the woman...  yeah, her.    Pretty sure.  Just  send everything
you've got in the area--

145 int. security station/ lab    145

John jumps up on a desk next to the wall-mounted locker.  Dyson stares in
amazement as John starts pulling his counter-electronics gear out of his
knapsack.  It's just another Insta-Teller to him.


145    John    145
You guys get started on the lab... I can open this.

145A    Dyson leads Terminator and Sara to the main lab doors.    Another servo
lock.      145A He tries his card.  Nothing.

Terminator
Let me try mine.

He unslings the M-79, pulling it over his shoulder in one motion.  Sara grabs
Dyson and drags him back down the hall. Terminator opens the breech and slides
in one of the fat 40mm H.E. grenades.  He flips the thing closed with a snap of
the wrist.

SARA
(yelling as she runs)
John!  Fire-in-the-hole!

John drops what he's doing, and covers his ears.   Terminator fires at inhumanly
close range.   145B    The door EXPLODES into kindling.  The concussion blows
his jacket open, and 145B flying shrapnel whizzes all around him.  Before the
thunderclap has faded Terminator walks into the fire and smoke. John goes back
to work without missing a beat.    Sara and a stunned Dyson walk through the
burning doorframe into the Artificial Intelligence lab.

A SIREN is sounding.  The HALON FIRE-CONTROL SYSTEM has been triggered.  The
invisible gas roars in, putting out the flames.

Dyson
Fire's set off the halon system!  Here... hurry!

Dyson runs to a wall cabinet and pulls out some BREATHING MASKS.  He hands one
to Sara and dons the other.  Then he reaches out to hand one to Terminator.

Dyson
Here!

Terminator  doesn't need a mask, since his oxygen requirements are so low.   He
ignores Dyson as he removes his massive back-pack and opens it.  Dyson shrugs
and tosses the mask on a desk.    He turns to Sara.

Dyson
(yelling through the mask)
We'll have to keep these on a couple minutes, till the gas clears.


145B    Terminator pulls two five gallon jerry-cans of gasoline from his pack.
145B  Sara starts pulling out book-sized, olive-drab CLAYMORE MINES, stacking
them next to the gasoline.  Dyson stares.  Part of him can't believe they're
really doing this.

cut to:

146 int. dyson house - night    146

The T-1000 moves slowly through the ravaged office, analyzing what has happened
here.  He walks down the dark hallway.    The place is deserted.    The
police-walkie clipped on his belt (real, not simulated) blares to life.

dispatcher (V.O.)
All units, all units.  211 in progress at 2144 Kramer Street,
the Cyberdyne building.  Multiple suspects, armed with automatic weapons and
explosives. SWAT unit is en route...

147 ext. house/ street    147

The T-1000 sprints up and throws his leg over the big C.H.P. Kawasaki.    Fires
iCRAAup.  It smokes an arcing scorch-mark on the pavement as it spins around and
roars away.

cut to:

148 int. cyberdyne building/ lab    148

TIGHT ON A LARGE DISK-DRIVE.  State-of-the-art.  Very expensive.  A FIRE AXE
smashes down through the housing, shattering the disk.

148A    WIDER, revealing a scene of high-tech pillage. Terminator beats the disk
drive  148A into junk and steps to another.  WHAM.  Same routine.  He's already
demolished half a dozen.   Sara topples a file cabinet, scattering the files.
Dyson staggers up with an armload of heavy M-O (magnetic-optical) disks and
drops them on a growing stack in the middle of the floor.  He and Sara have
their breathing masks hanging down around their necks, since the halon gas has
dissipated.

Dyson (to Sara, panting)
Yeah, all that stuff!  And all the disks in those
offices.  Especially my office... everything in my office! (to Terminator)
These, too!  This is important.   (SMASH!) And all this here... that's it.


148B    Sara goes into Dysons office and starts hurling everything out the door
onto    148B the central junkpile... books, files, everything on the desk. A
FRAMED PHOTO of Dyson's wife and kids lands on top of the heap.  Tarissa,
hugging Danny and Blythe, all grinning.  The glass is shattered.

148C    Terminator cuts a swath, under Dyson's direction, exploding equipment
into  148C fragments with his inhuman swings. SMASH!  It's carnage.  Millions in
hardware, and all the irreplaceable fruits of their years of research...
shattered, broken, dumped in a heap for the big bonfire of destiny. Dyson stops
a second, panting.

Dyson
Give me that thing a second.

Terminator hands him the axe.  Dyson hefts it one-handed.  He turns to a lab
table... on it is another prototype processor.

Dyson
I've worked for years on this stuff.

Swinging awkwardly but with great force he smashes the axe down onto the
processor prototype, exploding it into fragments.  His shoulder is agony, but he
looks satisfied.


149 int. second floor security station    149

John taps away at his little lap-top, which is running code-combinations into
the card-key lock.  Suddenly, the green light on the locker goes on and it
unlocks with a clunk.

John
Easy money.

He whips it open, revealing a rack of keys.  But the VAULT-KEY is distinctive, a
long steel rectangle on a neck-chain.  John grabs it and runs toward the lab.

150 int. lab    150

Sara and Terminator are working like a crack team, rigging the explosives.  She
is taping the claymores to the gas-cans with duct-tape to create powerful
incendiary bombs.  Terminator is attaching claymores and blocks of C-4 plastic
explosive to the large MAINFRAME COMPUTER cabinets nearby.   All the claymores
are wired back to one detonator which has a RADIO-CONTROL RELAY switch.

Dyson
How do you set them off?

Terminator shows him a REMOTE DETONATOR, a small transmitter with a red plunger.


        101

150    Terminator  150
Radio remote.

He makes a plunger-pushing motion with his thumb and an accompanying "click"
sound.    Dyson nods. Just then John comes running in, holding up the key.

John
I got it.  Piece a cake.

SARA
(to Dyson and Terminator)
Go!  I'll finish here.

They run out as the SOUND OF SIRENS grows louder outside.

151 ext. cyberdyne building 151

The security duo of Moshier and Gibbons cowers behind cars in the parking lot in
front of the building.    They turn as L.A.P.D. BLACK-AND-WHITES pour into the
lot, turning the area into a disco of whirling blue and red lights.

152 int. second floor security station/ stairs    152

John and Dyson sprint through the security station, heading for the vault.
Terminator herds the three guards to the stairwell, pushing them through the
door.  With their wrists bound, they stumble down the stairs.  Terminator FIRES
A BURST from the MAC 10 over their heads, showering them with plaster dust.
Their feet fly as they clatter down the steps.

Terminator
Later, dickwads.

153 ext. cyberdyne building 153

The cops are jumping from their cars and ducking behind them.  Emphasis on small
arms here.  They react to the sound of automatic weapon fire inside the
building.  Behind them an ugly BLACK S.W.A.T. VAN screeches into the lot.

153A    We hear the THUMP OF ROTORS as a POLICE CHOPPER arrives and swings  153A
in close to the building.  It rakes its XENON SPOTLIGHT through the second floor
offices.

154 int./ext. second floor office   154

Terminator crosses the office toward the floor-to-ceiling windows.  He is
outlined starkly by the spotlight as it rakes through the dark offices.  Without
breaking stride he kicks an executive desk toward the window.    154A    Glass
explodes outward and the desk topples, falling to the sidewalk below.      154A

154B    Terminator, standing at the edge, FIRES A LONG BURST which strafes the
154B police cars lined up below.  Cops duck as glass flies.  Terminator, with
his superb aim, hits no one.  But notice is served.


154C    The cops (surprise) FIRE BACK.    Terminator turns and is walking calmly
154C from the windows as glass, office furniture, drapes etc. are riddled by
return fire.   A few rounds hit his back, but he doesn't notice.  He reloads as
he walks.

155 int. vault antechamber  155

TIGHT ON A KEY inserted into one of the vault locks.

WIDER as John and Dyson stand poised, hands on keys.

John
And let's see what's behind door number one.

Dyson nods and they turn the keys together.  The vault grumbles to itself,
withdrawing its locking bolts with a final KLONK! Together Dyson and John swing
the door open.

156 ext./ int. lobby    156

The varsity takes the field as the SWAT TROOPERS sprint forward by squads.  They
flank the lobby and work their way inside, deploying rapidly.  They move and
freeze, behind cover, quivering with adrenalin.  They have all that great SWAT
equipment: body armor, gas-masks, M-16s, tear-gas launchers, ropes.  The works.
They make a lot of hand signals and keep their mouths shut.  They're
well-trained and deadly.

157 OUTSIDE we see cops firing TEAR GAS grenades through the broken    157
    windows into second floor offices.

158 int. vault    158

John and Dyson are isolated from the world in this silent steel womb. Dyson
opens the cabinet containing the terminator relics.   It's John's turn to stare
with uneasy dj-vu as he sees the terminator hand and CPU.

Then in one vicious move he sweeps his arm behind the inert-gas flasks and hurls
them to the floor.  They SHATTER.  John snatches the CPU and the metal hand out
of the broken glass.

John
Got ol' Skynet by the balls now, Miles.  Come on, let's book!

Clutching the steel hand and pocketing the chip like it's a Mars bar he just
bought, John runs out.    Dyson follows.

159 int. first floor corridor/ stairwell    159

We see the advance squad of SWATs make it to one of the stairwells.  They start
up, two at a time, covering each other ritualistically by the numbers.


160 int. lab/ hall  160

John pelts into the lab with Dyson stumbling along behind him.
Sara has just finished wiring all the charges to the central detonator.

John
Ready to rock?

SARA
Ready.

John tosses her the metal hand.  She catches it and  bends to put the hand in
her empty back-pack.  Sara zips the pack and starts to shuck into it.

Dyson's running out of steam.  The bandages at his shoulder are soaked with
seeping blood.    He stands in the middle of the lab, saying goodbye in his mind,
looking weak and empty. Terminator strides into the lab.

Terminator
Time to go.  Right now.

He and John head back the way they came, through security. Sara sees that in her
work, she has set the detonator down twenty feet away, near where Dyson is
standing.

SARA
Dyson, hand me the detonator.  Let's go--

He gingerly picks up the detonator.  Starts toward her.  Then--
160A    CRASH!!  THE DOORS AT THE BACK OF THE LAB ARE KICKED OPEN.    160A
    SWAT LEADER and two others OPEN FIRE.
Their M-16s rake the room.  Sara dives behind a computer cabinet.
Dyson is HIT.  He is slammed to the floor by the impacts.

161 IN THE HALL, John heres the firing and spins to run back.    161

John
Mommm!!!

Terminator grabs him as bullets slam into his broad back.  He makes it around
the corner with John, out of the line of fire.

162 IN THE LAB, bullets rake over Sara's head, smacking all around her,     162
clanging into the machine protecting her.  She can see Dyson, slumped on the
floor.    Debris and flying glass rain on her as the SWATs pour on the fire.  The
detonator is clutched in his hand.  He rolls to face her, his eyes bulging from
the pain of his torn-up guts.

Dyson
Go.

162A    Sara hesitates a split second.    Then she snap-rolls and fast-crawls
through     162A broken glass and debris into the hall where--


162A    TERMINATOR grabs her by the jacket and hauls her roughly to her feet.
162A  Bullets rake the walls behind them as they sprint forward.  They round the
corner.  John does a fast take that she's not hit and they run together through
the security checkpoint.

163 INT. security station/ CORRIDOR 163

John reaches the door first, and tries it.  Locked.
Terminator unslings the M-78 Blooper smoothly, opening the breech.

Terminator
Get back.

He pulls a grenade from the bandolier over his shoulder, and slides it into the
bore.  Flicks his wrist.  The breech snaps shut.  Sara and John have a split
second to duck and cover.

Terminator
Cover your ears and open your mouth.

163A    They do.  KABOOM!!!  Twenty feet away the door, and half the wall around
it,    163A EXPLODES outward.  The backblast hits Terminator full force, but he
strides through the smoking hole before the debris has even hit the floor.

164 int. corridor   164

Terminator leads John and Sara down the dark corridor.    Tear gas seeps under
office doors and hangs in the air.   They start to cough.  She pulls off her
breathing mask and hands it to him.

Terminator strides ahead of them.   He reloads the blooper as he walks.  Up
ahead is another security door. He closes the breech with a wrist-snap and fires
one-handed. KABOOM!!  The door vanishes in a FLASH- THUNDERCLAP.  Plaster chunks
and burning debris shower around him.  He doesn't flinch or slow down.     They
enter another corridor.   Terminator reloads the grenade launcher.

165 int. lab    165

SWAT LEADER moves cautiously through the lab.    Cat-stepping, he circles around
a desk which blocks Dyson's body from his view.  His M-16 is levelled crisply.
We look over his shoulder as he rounds the desk, revealing--

MILES DYSON is not dead.  He will be very soon, but at this moment he is
conscious.  He has propped himself up against the desk, and holds a BOOK in one
hand.  A heavy, technical manual.   Below the book is the detonator, upright on
the tile floor. The message is clear.  "Shoot me, the book drops on the plunger.
Adios."  Dyson wheezes, trying to draw enough breath to talk.


165    Dyson    165
I don't know... how much longer... I can... hold this thing...

Swat leader seems to see the wires, the claymores, the gas cans all around him
for the first time.  His eyes, visible through his gas-mask, go very wide. He
spins and motions his squad back.

leader
Fall back!!  Everybody out!  Move it!  OUT NOW!

They retreat so fast they crash into the next group coming up the stairs.

 166    int. corridor    166

Terminator reaches the main elevators.    Hits the button.  Sara and John are
coughing and stumbling in the choking darkness, buddy- breathing with the single
mask.  The doors open.    They get in the elevator and head down.

167 int. lab    167

Dyson is lying    amid the ruins of his dream.  Sprawled on the floor, he has his
back propped up against the desk.  He is bathed in his own blood, which runs out
in long fingers across the tiles.   His breathing is shallow and raspy.  He
still holds the book, trembling, above the switch.

In his lap is the picture from his desk.  He has pulled it from the debris next
to him.  A tear trickles from his eye.    His wife and children smile up at him
through broken glass.

168 DYSON'S POV-- He see's only the picture.  WE PUSH IN SLOWLY.  The    168
sounds from outside are fading... megaphones, the helicopter, distant sirens,
all become fainter... replaced by a ROARING SOUND which swells as the image of
the picture grows dark.  Darker and darker, the blackness rushing at us now with
the sound of thunder.  It gets louder, and LOUDER.  Like a black train pounding
at us, only it is a roiling cloud of red and black... blood-red fire boiling up
through a cloud-mass black as iron.  It is the cloud-column of a hydrogen bomb,
FILLING FRAME, shaking our senses with its power.

And then--  It begins to recede.  The thunder rolls away, dying into a wind
which is like the last winds of a great storm, ebbing into a soothing breeze as
the iron clouds swirl away, giving way to an image of gauzy light.  As if behind
a soft veil we see--

168A    Danny and Blythe running toward us, laughing, in slow motion.  Tarissa
is   168A behind them, smiling.  They are in bright sunlight, an image of motion
and life, a slice of memory so vivid and precious a man needs only this to face
eternity.  We see their hair blown by the wind, the wind which blows through
history now, changing it...

We tilt up into a pure blue sky until the sun comes into frame, spearing
straight into the lens with pure light and we...


    TERMINATOR 2 - Rev.  9/10/90    106

169 CUT TO THE PUPIL OF HIS EYE, the sun becoming a glint of light in that  169
pupil, as we do a SNAP-PULLBACK to see Miles Dyson at the moment of death.  His
face is almost blank,  his gaze fixed, seeing what we cannot see, seeing a
future which is changed... there is the faintest hint of a smile, the instant
the light fades from his eyes and he is gone-- His  arm drops and the book hits
the switch--

170 ext. building   170

As the face of the building EXPLODES in an eruption of glass and fire.    Remains
of the second-floor windows shower the parking lot and a huge fireball rolls
out, leaping into the sky. The cops look up, stunned.  The helicopter banks away
from the heat.    Burning debris falls among the cop cars and a number of officers
break ranks, pulling back.

171 ONLY ONE OF THEM seems to be moving with purpose.  A BIKE COP who    171 has
just arrived drives through the disorganized crowd, directly toward the
building.

171A    T-1000 guns the bike up a ramp to a pedestrian bridge which crosses from
a  171A parking structure to the Cyberdyne building.  It enters on the second
floor, which is now a burning maze.

172 int. second floor/ office/ corridor 172

T-1000 drives into the smoky wreckage.    It draws a Hoechler and Koch MPK machine
pistol and cruises slowly into the firelit offices, scanning.  *

172A    IN THE CORRIDOR the bike skirts flaming wreckage as it idles forward.
172A T-1000 scans the leaping shadows for its prey.

173 int. ground floor/ elevator/ lobby    173

The elevator doors part and Terminator eases a look out into the corridor.  The
walls on either side of him ERUPT WITH BULLET HITS.  The SWATs have the lobby
end of the corridor blocked off. They're totally trapped, cut off and screwed.

John
(to Sara)
Don't forget.  It's always darkest right before...  you're totally fucked.

173A    The SWATs fire a tear-gas grenade toward the elevators.  It spews the
vicious   173A CS gas out in a swirling cloud which envelopes Sara and John, who
are pressed against the back-wall of the elevator.

Terminator
Keep your eyes closed.    Don't move.
(they nod, eyes squeezed shut)
I'll be back.


173A He slings the grenade launcher over his shoulder and walks out into the
173A corridor.

173B    BLAM.  A tear-gas grenade ricochets from wall to wall as it flies down
the  173B corridor.  It skids to rest in front of Terminator, throwing out a
white cloud which quickly fills the corridor. 173C    In the elevator, Sara and
John are choking, handing the breathing mask  173C back and forth desperately.
They're scared.  This looks like it.

173D    ANGLE ON THE SWAT TEAM, gripping their weapons at the mouth of the  173D
    corridor.  They watch the boiling cloud, waiting.

173E    THEIR POV-- on the wall of boiling smoke.  A FIGURE APPEARS.  Walking
173E calmly.  Totally unaffected.  Terminator emerges from the smoke.  Not even
misty-eyed.  Not what they expected.

leader
(through megaphone)
Stop where you are.  Lie down on the floor, face down.    Down on the floor, now!

He continues to stride toward them.  The SWATs tense up.  They've never seen
anything like this.  They're not sure what to do.  Closer and closer.

leader
Drop him.

They OPEN FIRE.  The corridor is filled with CRACKING THUNDER.    The rounds tear
into Terminator's chest.  Stomach.  Face.  Thighs.  His leather jacket leaps and
jerks as the rounds hit him.  The SWAT's think the guy's wearing body armor or
something.  They keep firing.  The rounds tear into him, staggering him
slightly, but he keeps coming.

leader
You're not hitting him!

SWAT #1
(getting scared)
Yes I am!

Terminator draws his .45 smoothly.  Unhurried.    He shoots the nearest man in the
left thigh.  As he screams and drops, Terminator shoots him in the right thigh.
Terminator bends down and picks up the shrieking man's weapon... the TEAR-GAS
LAUNCHER.

It is one of those new rotary jobs that holds 12 rounds in a big drum.
Terminator shoots the next SWAT square in the chest with the tear-gas launcher.
The gas canister hits the guy's body armor and doesn't penetrate.  But it's like
getting slugged in the stomach with a full-swing from a baseball bat.  The SWAT
folds double and hits the tiles, gasping.


173E    Terminator is an image from Hell, a tall figure in shredded black
leather,  173E    streaked with blood.  One eye is a bloody socket, the metal
eye-servos glinting.  The flesh of one cheek hangs down in tatters, revealing
the chrome cheekbone beneath.  The whole front of his jacket is blown open,
revealing his metal chest armor.

The remaining SWATs start to fall back.  One turns to run and--
KPOW!  A gas canister nails him in the back, sending him sprawling.

173F    Terminator fires three gas grenades into the lobby.  It fills rapidly
with the  173F white gas, cutting the visibility to a few feet.  It is total
pandemonium.  SWAT LEADER crouches in the fog, white-knuckling his rifle.
Terminator looms suddenly out of the mist right in front of him.   POOM!
Terminator drills him in the leg with the .45.    As the guy screams and drops
rifle to clutch his leg, Terminator rips his gas mask off.  The SWAT leader
drops writhing to the floor, choking and gagging, clutching his bleeding thigh.

Terminator walks up to two SWATs at the front doors.  POW-POW. Leg and leg.  He
snatches off their masks as they fall.    The gunfire has stopped.  Nobody can see
anything.  Screams and whimpers echo in the smoke.

174 ext. building   174

Smoke boils out the front door as a figure emerges.  Firing the tear-gas
launcher with one hand, Terminator launches all remaining rounds among the cop
vehicles.  Unprotected officers run, choking and half-blind, slamming into cars
and tripping over each other.  It is a total route.

175 AT THE SWAT VAN one of the SWATs is rapidly handing out the remaining   175
masks to unprotected cops.  A FIGURE appears out of the smoke beside him.   He
looks up.  His mask is ripped off and he is handed the empty launcher.
Instinctively he catches it.  Terminator grabs his flak vest with one hand and
sails him out into the mist.

175A    int. swat van    175A

Terminator strides the length of the van and climbs into the driver's seat.  No
keys in the ignition.  He flips down the sun visor.  The keys fall into his
hand.  He starts the van and slams it into gear.

176 int. / ext.  lobby    176

The tear gas has cleared to a thin haze.  The uninjured SWATs are tending their
wounded.  They look up at the sound of shouts and  a roaring engine.

176A    THE SWAT VAN CRASHES INTO THE LOBBY in an explosion of glass and    176A
debris.  Cops scatter as the van screeches across the lobby in a smoking
one-eighty, sliding to a stop across the corridor which leads to the bank of
elevators.  Terminator backs up until-- crunch-- he seals the corridor with the
back of the van.


176B    Sara and John stumble along the corridor, coughing. 176B
They leap into the back of the van and Terminator hits the throttle.
The van roars across the lobby and exits through blown-out windows.

cut to:

177 int. / ext. second floor    177

T-1000, astride the Kawasaki, looks down from a second-floor office and sees the
van tearing away across the parking lot with the remaining cops firing at it.
It knows.  It looks around.  Analyzing options.  It sees the helicopter hovering
outside the building at the end of this corner office block...    It twists full
throttle on the powerful bike. Roars through the office, accelerating fast,
straight at the windows--

178 T-1000 BLASTS OUT THROUGH THE GLASS, airborne on the motorcycle.  It    178
rockets across the gap to the hovering chopper and-- 178A    SLAMS into the
canopy.  The impact of bike and rider pitches the chopper    178A radically.
The startled PILOT fights to regain control as the bike tumbles to the pavement
below. 178B    The T-1000 doesn't.  It clings to the shattered canopy.
Nightmarishly, the pilot   178B watches as the T-1000 smashes its head through
the plexiglas canopy and rapidly POURS ITSELF through the jagged hole.     It
reforms instantly into its previous self on the passenger seat.

178C It hurls the pilot out of the chopper and slides into the driver's seat.
178C The chopper is auto-rotating, spinning out of control.  It drops toward the
parking lot.  T-1000 recovers control ten feet above the ground.

178D    Cops hit the deck as the tail-boom swings around, going over them by
inches.    178D The chopper lifts out in a power climb, roaring away across the
parking lot toward the fleeing SWAT van.

OKAY, BUCKLE YOUR SEATBELTS, HERE IT COMES...

179 int. / ext. swat van/ highway - night   179

Terminator looks back at his two passengers as he turns the boxy van onto a
divided highway.  Sara and John are catching their breath, still coughing from
the CS gas.  Terminator looks to the rearview mirror.    He sees the xenon
searchlight of the chopper behind them, gaining.

Sara looks around the inside of the SWAT van.  It is a rolling armory.    There
are rifles, ballistic vests, all manner of equipment.

SARA
John, get under these.    Hurry!

He sits against the front bulkhead of the van and she piles bullet-proof vests
on top of him, completely covering him.  Then she grabs two M-16s from the
wall-rack and loads them.   She starts on a shotgun as--


    TERMINATOR 2 - Rev.  9/10/90    110

180 The SWAT van weaves through sparse traffic at high speed.    180 Terminator
slews the unstable van around cars and trucks which seem to be crawling.  The
van hits its top speed of 80.  They swerve to miss the back end of A WHITE
18-WHEEL TANKER .   180A    The chopper swings in behind them, closing fast.
180A 180B    T-1000 reaches through the shattered canopy with the MPK machine
pistol       180B and FIRES.  The back of the van CLANGS WITH HITS.  The door
windows are BLOWN IN.

Terminator weaves the van, trying to throw off the T-1000's aim. The unstable
vehicle screeches and wobbles on the edge of control. One of the doors is kicked
open.  Sara, wearing a ballistic vest, crouches in the doorway, whipping up the
M-16.  SHE OPENS FIRE.

180C    Bullets riddle what's left of the chopper's canopy as the T-1000 returns
fire.       180C The van is stitched with hits.

180D    INSIDE THE VAN holes are punched through the thin sheet-metal walls,
180D ripping up the interior.  The vests covering John are hit repeatedly.  We
see that Sara has hung two Kevlar vests on the inside of the back door and she
ducks behind these as bullets hit around her.  She pops back out and fires in
controlled bursts.  The M-16 empties and she grabs another.

180E    Terminator serves around a car which is changing lanes, hitting it and
180E* knocking it skidding.   *

181 OMITTED    181*

181A    Sara reloads and keeps firing.    The van swerves around a Toyota.  A
moment    181A later the helicopter passes it, the rotor just clearing the top of
the car.

181B    T-1000 FIRES the machine pistol.    181B 181C     Sara has popped out to
fire.  She takes a HIT in the thigh, and several rounds  181C hammer into her
Kevlar vest.  She is thrown back onto the floor of the van.  She lies there, an
exposed target--

181D    Terminator sees the T-1000 preparing to fire again.    181D He locks up
the van's brakes.  Tires scream as the vehicle shimmies.  Sara is thrown
forward, sliding up to the bulkhead next to John. 182 And the helicopter SLAMS
RIGHT INTO THE BACK OF THE VAN.    182 The rotor disintegrates.  The back doors
of the van are crushed in as the canopy, the whole front of the fuselage is
HAMMERED INTO JUNK, trapping the T-1000 inside twisted metal.  The chopper hits
the pavement, flips sideways, and cartwheels... smashing itself into a shapeless
mass of twisted metal.     It falls away behind the van, tumbling end over end.

    TERMINATOR 2 - Rev.  9/10/90    111

182A    Terminator fights to control the van, which is fishtailing violently
from the   182A impact.  It smashes up against the center divider, screeching
along the     * concrete, and then pulls away.     Terminator puts the hammer down
and the van accelerates.  He swerves to avoid an UGLY PICKUP crawling like a
snail ahead.

THE RIGHT FRONT FENDER of the van, crumpled by slamming the wall, is sawing into
the tire.  The tire blows and peels clean off the rim.    The steel wheel grinds
across the pavement, striking trails of sparks, and the van    * slides
sideways and topples--     * STEEL SCREAMS on pavement as the van grinds to a stop
on its side.  *

182B    INSIDE THE VAN, John crawls to Sara, who is groaning and holding her
182B bleeding leg.  She is white and shocky.  Terminator starts to extricate
himself from the crumpled driver's seat.

183 BACK DOWN THE ROAD, THE HELICOPTER wreckage is a crumpled ball  183* of junk
metal, unrecognizable.    Behind it, the TANKER TRUCK brakes hard, shuddering and
groaning, trying to stop.   The big tires lock up in clouds of tire-smoke.  The
rig comes to a shuddering stop just short of the wrecked chopper.

183A    The shaken DRIVER jumps down.    183A
>From behind the wreckage a cop emerges, walking toward him.

driver
Goddamn, are you alri---

183B    SSSSHHCK!  T-1000 drives a blade through the man's abdomen and walks on
183B past without slowing, or even looking at him.

183C    It climbs into the open cab of the tanker.  Releases the brake. 183C As
the truck bellows and rolls forward we see the large blue letters on the side
which say "CRYOCO INC.    LIQUID NITROGEN SUPPLY".

184 AT THE SWAT VAN John and Terminator are carrying Sara out of the    184
wreck.    Terminator has the M-79 slung over his shoulder, the bandolier of
grenades, and his .45 stuck in his waistband.  John has borrowed a 12 GAUGE RIOT
GUN from the SWATs.

184A    The pickup they passed seconds earlier pulls up to them.  The DRIVER, a
184A Hispanic guy in his 50's, is getting out to help them. Terminator and John
185 hear a CRASH and look back as the helicopter wreckage is knocked aside by
185* the accelerating tanker truck.

186 John    186
Holy shit.  Come on, Mom... we gotta keep moving... come on--


    TERMINATOR 2 - Rev.  9/10/90    112

186    Terminator  186
(to the pickup owner)
We need your truck.

The guy seems to know better than to try and stop him as Terminator slides Sara
into the front seat and climbs behind the wheel.  John runs to the passenger
side.

187 THE TANKER ROARS, spewing smoke from its chrome stacks as it shifts up  187
    through the gears.

188 Terminator slams the pickup in gear, checking the rear-view.  The tanker is
a   188 hundred feet behind them now, and really moving.  Terminator puts the
throttle down, but the pickup is an old slug loaded down by a heavy home-made
wooden camper-shell.  It accelerates slowly.

189 THE TANKER slams into one end of the Swat van, spinning it out of the way
189 with a roar and screech of twisting metal.    The 18-wheeler shifts to a
higher gear, still accelerating.

190 int. / ext. pickup truck    190*

With the tanker right behind them,  Terminator cuts the wheel, swerving the
pickup back and forth across the lanes. The big rig stays right on them, its
tanker whiplashing violently.

John
Faster!  He's right on us!

Terminator doesn't reply.  He rapidly unslings the blooper, still around his
neck, and reaches for a grenade.

191 LOW ANGLE ON THE TRACTOR TRAILER as it roars right up to the lens,    191
    filling frame with chrome and lights.

191A    K-WHAM!! It rams the back of the pickup, sending it skidding.    191A*

191B    Then the T-1000 pulls the tractor trailer up alongside the pickup and
crabs 191B* over, sandwiching it against the center divider.  The spinning
chrome hubs tear into the passenger side door and the guard rail screeches along
the other side.

The pickup bucks and shakes insanely.  It ricochets violently between the
big-rig and the divider.  Horrible SCREECH of tortured steel. Sparks pour in
sheets of fire from both sides.  The windshield shatters as the door-posts
buckle in.  Metal and glass shower in through the side windows.   The frame
twists and buckles.  John feels like the fillings are being shaken right out of
his teeth.  The wooden camper disintegrates, falling away as kindling behind
them.


191C    int. tanker cab 191C

T-1000 holds the wheel hard over, mercilessly grinding the pickup.  The whole
rig jerks and shakes with the violence of the sustained hammering.

191D    int. / ext. pickup  191D

Terminator slides toward the passenger side.  Keeping his foot on the gas he
lifts John over him and puts him in the driver's seat.

Terminator
Drive for a minute.

John
Where you going?!

Terminator slams the shattered windshield with the palm of his hand.  Held
together by the plastic laminate, the windshield flops out of its frame.  It
flies back over the top of the truck.

191E    Terminator pushes his upper body out over the dashboard and stands up.
He  191E turns and aims the M-79 one-handed. 191F    POOM!  The grenade misses
the T-1000 by less than a foot.  It EXPLODES  191F against the front bulkhead of
the tanker, almost at the top.    Liquid nitrogen pours from the opening, swept
back by the 60 mph windstream.

191G The big-rig swerves as T-1000 regains control. The tanker swings like a
191G pendulum behind the cab.

191H    The pickup accelerates, getting back out in front by a few yards.   191H
Behind it the big-rig is trailing a swirling comet-tail of nitrogen vapor.  It
is gaining again.

Terminator, still standing, opens the breech and starts to reload.
191I    John cuts across the highway and takes an OFF RAMP. 191I

191J    T-1000 swerves the smoking behemoth across the lanes and down the ramp
191J after them, still accelerating.  It is twenty feet behind them and closing
when Terminator closes the breech and FIRES.

191K    The grenade hits the front grill and EXPLODES.        191K The radiator is
destroyed, along with half the hood.  Steam blasts out, obscuring the whole
front of the truck.

191L    The semi rams the back of the pickup again.  Spewing smoke and vapor
like   191L some demon locomotive, the tractor-trailer pounds into the back of
the pickup.  Driving it right through the intersection at the bottom of the
ramp, and straight toward---

    ext. steel mill

The chase has led them to an area of heavy industry.

192 The GATES are blasted off their hinges as the semi rams the pickup right
192 through them.   Terminator struggles to reload amid the chaos and impacts.
He has THREE GRENADES LEFT on the bandolier.

John isn't even steering.  They are just being pushed.    There's nothing he can
do.  They are rocketing down the broad thoroughfare which leads directly to the
MAIN BUILDING of the plant.

192A    Terminator pulls himself onto the roof of the pickup.    192A He leaps to
the bed, takes two powerful strides and-- Leaps onto the semi.    He climbs
rapidly onto hood. 192B    And FIRES POINT BLANK THROUGH THE WINDSHIELD.   192B
Right into T-1000's face. The EXPLOSION blows out all the glass and fills the
cab with smoke and fire.  Terminator grabs onto the air-horn as the truck starts
to SHUDDER AND    192C    SCREAM.  IT IS JACK-KNIFING.    192C Almost dream-slow
the cab begins to swing sideways, until its tires are shrieking over the
pavement.  The tractor is smashed back at right-angles to the tanker-trailer
which begins to slide broadside.

192D The juggernaut bucks and shudders as the tires are smoke sideways across
192D the pavement.  It begins to topple. Terminator holds on as the side of the
cab becomes the top. With an unholy scream, like the unoiled hubs of Hell, the
whole rig slides on its side at 60 mph toward the steel mill.  A sheet of sparks
sixty feet wide trails behind it on the pavement.

192E    John sees what's behind him, then snaps around to see the building
looming  192E right in front.  The huge rolling doors are partly open. No
choice. He steers right through them into the mill, as--

192F    Terminator, with one second to go, leaps from the cab-- 192F
He flies through the open doors as--
The tanker hits the building and--

193 int. steel mill / main aisle    193

Terminator slams to the floor of the mill and rolls, as--   The tanker-trailer
smashes into a massive concrete support at one side of the doors.  Thunderous
carnage of twisting metal. 193A    It splits wide open.  A river of liquid
nitrogen pours out at -230. 193A

193B    John hits the brakes, sliding out of control.  He slows almost to a stop
but hits a 193B steel support column head-on.  He and Sara are slammed forward,
hard.

193C    Terminator, still clutching the M-79 blooper, rolls and slides across
the floor.    193C He smashes through a railing and slams up against the base of
a massive machine.

193D    The semi cab swings about the trailer wreckage, into the building, and
193D shudders to a stop.  Liquid nitrogen sprays over the cab, flooding out
around it in a HISSING WAVEFRONT OF ULTRACOLD. Freezing vapor swirls everywhere,
obscuring the wreck.


193E    TERMINATOR lies still.    A beat.  Then he rolls weakly, rising on one
elbow to   193E survey the scene.

193F    IN THE WRECKED Png iKUP, John stirs.  He is stunned, and blood runs from
193F his nose.     Dazed, he realizes he is in a steel mill.  There are sirens,
and he can see men running... shouting.  He turns and sees what they are running
from...

193G    The wall of nitrogen vapor spreads from the demolished tanker. It is a
strange  193G vista of fire and ice.  The huge SMELTERS pour out orange light
and fire from the sides of the huge gallery, while the freezing vapor rolls down
the center.

193H TIGHT ON THE WRECK.  A billowing gray cloud.  Deep inside, the shape of
193H the cab is visible.  A FIGURE emerges, pulling itself out.  It drops to the
floor.    The hissing, boiling river of liquid nitrogen flows around its feet.

194 The T-1000 staggers, moving slowly, painfully.  It has finally been affected
by     194 something.  Its feet are freezing to the ground as it walks...

194A    CLINK!    One of its feet breaks off at a glassy ankle.  It stumbles
forward, and--     194A 194B    Its other foot snaps off.  As it catches its
balance on the stump of its other  194B ankle, the whole lower leg shatters at
the impact.  It topples forward to its    194C    knees.    Catches itself on one
hand.  Liquid nitrogen flows around the hand. 194C

Now the hand is stuck to the pavement. 194D    The T-1000 pulls and... CLINK!
The hand snaps off at the wrist.    194D It looks stupidly at the glassy stump
of a wrist.  For the first time we see an expression on its face we know to be a
true one... The expression is pain.  Agony.  Its mouth opens in a soundless
scream as the hoar-frost races up its legs, across its body.   194E    And
that's the position it freezes in.  194E It has become a statue, kneeling in the
frozen vapor, that surprised look of agony frozen on its face.

The liquid nitrogen stops flowing and begins to evaporate. 194F    Terminator,
just beyond the boundary of the cold, can see the T-1000 clearly.   194F He
draws his .45 and aims.

Terminator
Hasta la vista, baby.

194G    K-POW!    The single shot blows the T-1000 into a million diamonds
spraying up    194G into the air.   They shimmer across the ground for twenty
feet in all directions. Terminator lowers the gun, satisfied.    He looks like he
needs a vacation.

195 JOHN AND SARA have seen it from the pickup.  She is in bad shape.    195
Conscious but very weak.  He tries the door.  It's jammed.  He kicks it open.

John
Okay, Mom, we gotta get out now, come on.  That's it.


195    He helps her  slide down from the seat of the truck.  Her knees give
way.  John     195  has to take a lot of her weight.  He reaches in and picks up
the riot gun  off the seat.   They hobble toward the--

195A    TERMINATOR.  On his knees, he looks into the dissipating cloud of vapor.
195A The heat of the furnaces has evaporated all the liquid nitrogen.

196 INSERT, TIGHT ON THE FLOOR-- the T-1000 shards are melting, liquefying.
196 Hundreds of drops of mercury, spattered across the floor.  Orange light of
the enormous blast-furnaces dances on liquid metal.

197 TERMINATOR struggles to rise.  One arm is shattered, the hand smashed   197
and nearly useless.  And some leg-servos are damaged.  He can barely stand.
John and Sara arrive.

Terminator
We don't have much time.

John
What?

Terminator points.  John and Sara watch as--

198 INSERT, T-1000 DROPLETS are creeping together.  Fusing into larger blobs.
198 These pools shiver and run together, soon forming a central mass.

199 ON JOHN AND SARA, realizing it's not over.    199

John
Come on!  Let's go!

Terminator gets one of Sara's arms over his shoulder and they go. BEHIND THEM,
something is moving.  200 A HEAD is forming up out of a pool of mercury.  It
rises, as shoulders form,    200 hunching up from the liquid mass.  Half formed,
it turns to look straight at them.

John looks back in new terror as--

The T-1000 rises to man-height.  It is still the mercury form, but its features
are forming rapidly.  It takes its first step after them. Sara stumbles and they
pull her up. 201 Terminator himself has a pronounced limp, dragging one leg with
a shattered 201 ankle joint.  John's the one pulling, straining, driving them
forward.  They round a corner into--

202 int. aisle between furnaces 202

It is a maze of monstrous machinery.  The heat is tremendous.
The air shivers with a pounding roar.
Sara cries out in pain and stumbles again.

John
Come on, mom, you can do it!  Come on!!


202    They drag her up, and stagger on.  Her leg is bathed in blood and she is
202 deathly pale.  He looks back.

203 int. main gallery    203

The T-1000 steps INTO FRAME.  Fully formed.  The hell-fire light glints on its
impassive cop face.  It walks forward.     At first it seems unaffected by its
crystallization but--

203A    ANGLE ON ITS hand as it touches a railing in passing.  The railing is
covered   203A with O.S.H.A. yellow-and-black safety tape. The hand turns yellow
and black, the color fading to normal by about the elbow.  It rips the hand from
the railing with difficulty.  There is a sound like adhesive tape ripping off a
surface.

203B    The T-1000 looks at its yellow and black striped hand.    It wills the
hand back to   203B normal.  We see ripples of "static" or system noise moving
subtly over the surface of its body.  It's starting to "glitch".

203C    TRACKING WITH THE T-1000'S FEET.  With each step, the pattern of the
tile   203C floor "invades" its lower legs.  Fades as the foot is lifted.
Returns as it is set down.  The foot is trying to meld with the floor.    The
chameleonic function is out of control. The T-1000 is losing it.  It moves
forward  searching.  It rounds the corner, entering the aisle between the
furnaces.

204 int. aisle    204

Terminator sees the SILHOUETTE closing on them through the smoky gloom.  The
T-1000 breaks into a loping run when it sees them.  Terminator turns Sara over
to John.

Terminator
Keep going.

John shakes his head, no.  The T-1000 is almost on them.

Terminator
RUN!

John runs, dragging, half-carrying Sara as best he can. She can barely stay
conscious.  Half-running, delirious, she stumbles and drops to her knees.  John
pulls but she can't rise.

John
(crying, shouting)
Come on, you gotta try... please, mom.    Get up!

John looks back to see--

204A    TERMINATOR trying to load the M-79.  With his shattered hand, he can
204A barely maneuver his last grenade into the breech. T-1000 smacks the weapon
out of his hands.  It clatters to the floor.

    TERMINATOR 2 - Rev.  9/10/90    118

204A    The grenade spins across the floor, rolling under some machinery.
204A
Terminator lunges, slamming the T-1000 against a wall with all his weight. The
battle is joined.

204B    JOHN AND SARA have reached the back of the aisle.  It is a cul-de-sac,
204B blocked on the end by the base of an IMMENSE SMELTER CRUCIBLE.  They turn
to watch the titans battle in silhouette, backlit by the molten sparks falling
from the furnaces above.  The battle which will decide their fate.

204C Terminator grabs the T-1000 and hurls it with awesome force against the
204C opposite wall of the narrow alley.  In less time than it would take to
turn, the  204D    T-1000 morphs through itself, from front to back... face
emerging from the  204D back of its head. 204E      It comes off the wall straight
at Terminator, who smashes his good fist into its    204E face.  The pile-driver
blow buries Terminator's fist almost to the elbow.

204F    But the T-1000's head morphs in a split-second into a hand which grips
204F Terminator's wrist, and the head "emerges" somewhere else, the geometry
shifting faster than we can follow. 204G    The T-1000 slams Terminator into a
large machine, jamming his arm into  204G the moving works.  A massive sliding
bar SCISSORS HIS ARM, smashing it into junk at the elbow, pinning him in the
machine.

Terminator  strains against the machine pinning him.  We hear his servos whining
with overload.    The T-1000 turns and lopes toward Sara and John.

Sara screams and hurls John into a gap between the machines.  He falls into a
maze of pipes and girders.

205 int. maze of machines   205

JOHN turns to see her in the entrance of the narrow gap.  She could follow him
but she doesn't.  SUDDENLY a dark mass moves toward him.  John gasps as a huge
steel counterweight, driven by a chain 6 inches thick, slides toward him.  He
rolls out of its way.  When he looks back, he cannot see the opening.

John
Mom!  MOMMM!!


206 int. aisle between furnaces 206

TERMINATOR strains to reach a 6-foot steel bar lying near him.    Steel workers
use them to move the red-hot ingots around.  He gets hold of the end and uses it
as a lever.   With titanic effort he spreads the massive components which are
holding him, and withdraws his arm, which is severed at the elbow.  Dangling
junk hangs from the crushed joint.

207 SARA has lost sight of John. It is as much of a goodbye as they will have.
207 She turns as the T-1000 closes on her.  She is half-slumped against the
sooty machines, looking barely conscious.  She struggles to load a shell into
the   * empty weapon.  At the last instant she whips up the RIOT GUN and FIRES.
*

    TERMINATOR 2 - Rev.  9/10/90    119

207A    OMITTED 207A*
207B    OMITTED 207B*

A207    T-1000's face is blown open, but quickly reforms as it closes on her.
She  A207* fumbles to get another shell into the magazine but--    * A208
THUNK!    A steel needle slams through her shoulder, pinning her. A208* The
polymorphic killer cocks back its other hand.  The index finger extends as a
gleaming needle, toward her eye...

T-1000
Call to John.  Now.

207C    WHAM!!    SOMETHING whistles down on the T-1000 with such force that it
207C* cleaves its  head and body in two down to the navel.  The 6-foot steel bar
is imbedded in its body.  Terminator hurls the killer off Sara.

207D    The T-1000 pulls the steel shaft out of itself and attacks him with
fury.    207D* Swinging again and again.  Hammering Terminator back.  Terminator
falls      * back against the wall.

Behind the T-1000 is an enormous I-beam, hanging from two chains.  It is used to
lift ingots into the smelters, and it runs on a linear track. 207E    The T-1000
grabs the I-beam and rolls it down the track.  Straight at   207E Terminator.
The two-ton girder smashes into his chest, crushing the armor.     The T-1000
pulls the I-beam back, and then heaves it forward again.  Terminator turns and
takes the second blow on the shoulder.    We hear metal crush and break inside
him.  He sags, turning to grip the wall... The third blow slams into his back,
smashing his spine and pelvis.    We hear servos ratcheting and failing.    He drops
to his knees, crucified on a wall of machinery. The fourth blow is centered
between his shoulder blades.  Sound of crushing metal.    His skull is partially
caved in. He slides to the floor.

207F    ON THE T-1000, emotionless as it walks forward. 207F

207G    TERMINATOR is a pathetic shape on the floor.  He is trying to crawl,
feebly.    207G Dragging his malfunctioning legs behind the crushed spine.  His
arm stump screeches on the tile floor as he inches himself forward.  His exposed
machine eye burns red with determination.

We see his prize.  He has the M-79, with the breech still open, cradled in the
crook of his ruined arm.   His good hand, the exposed steel one,   is reaching
for the last grenade, which is visible under the skirt of the massive smelter
base.  His metal fingers reach out for it as--

207H    The T-1000 raises the heavy steel bar over his head and stabs it down
with  207H unbelievable force.    It punches into Terminator's back, through a gap
in the shattered armor.  The T-1000 levers it back and forth, widening the hole.
Then it raises the pointed bar again and slams it down. It punches right
through.  Emerging from Terminator's chest. And into the floor.  He is pinioned.
The cyborg sags face down and stops moving.  The light goes out of his eye.

cut to:

208 int. maze of machinery  208

John scuttles like a rat through the guts of the smelter.  Above him, vast
machines churn untended.  He hears a voice... SARA'S. Calling low and urgent to
him.

SARA
John?  John?  Can you hear me?    Where are you?

208A    He crawls out of the shadows.    208A Onto a landing next to one of the
SMELTER CRUCIBLES.   Molten steel glows bright orange in the crucible of the
furnace.  Heat shimmers the air, giving everything a hallucinatory quality.

John sees Sara nearby, limping toward him.  She can barely move, her leg bathed
in blood.   He runs toward her. SARA (gasping) Help me, honey...

TIGHT ON SARA, her stoic face, as she hobbles forward, reaching out to him.
Something rises behind her, OUT OF FOCUS.

209 ANOTHER, IDENTICAL,  SARA... but this one has a shotgun.    209
Aimed right at us.

209A    JOHN freezes.  Which is which?    He looks down.    The first Sara's feet
are   209A melding with the floor, sucking and fusing with the tiles as she
walks.    They have the color and pattern of the tiles up to the knee.

John
(screaming)
SHOOT!!!!

209B    John dives aside.  The Sara-form spins, changing into you-know-who.
Sara   209B starts unloading the shotgun into it.  BOOM! It staggers back.
K-CHAK.  She chambers another round.  BOOM!  It staggers again. K-CHAK. BOOM!
And again.  And again.

209C  The T-1000 is blown back a step and Sara advances a step with each shot.
The   209C craters in the T-1000's body "heal" slowly.    Its power is waning.
She FIRES again.  And again.  Her eyes blazing with feral intensity.  She walks
it back, right to the edge of the pit of MOLTEN STEEL.

K-CHAK... CLICK.  She's empty.    The T-1000 is right at the edge.  In a second it
will recover its composure, as its crater hits close slowly.  She has failed.
Now it will kill them both. Except...

209D TIGHT INSERT as steel fingers slide a grenade into the bore of the M-79.
209D


    TERMINATOR 2 - Rev.  9/10/90    121

210 CLOSEUP TERMINATOR, lying on the floor among the machines.    It raises   210
its head. Half human flesh, half chrome skull. Its red eye gazes right at us
as-- It snaps the breech closed with a flick of its wrist and-- The muzzle is
right in the lens as it-- FIRES.

210A    The T-1000 takes the round in the belly.   The grenade EXPLODES inside
its  210A body.  A huge hole is blown clean through it, and it is ripped open
and peeled back, half inside out. It topples into the molten steel and--

211 The T-1000's head and upper body reappear above the molten steel.    211 It
is screaming.  A terrifying, inhuman siren of a scream. It is changing,
morphing, transforming into anything and everything it's ever been so rapidly
the eye can barely follow... We catch a glimpse of Janelle Voight checkered with
linoleum tile colors, Lewis the Guard with knives exploding from his face, other
faces, switching   * at a stroboscopic rate now... a face every two frames until
they merge into one face--

The chrome figure screams and slips beneath the surface of the molten steel.  We
see liquid silver running in dissipating whorls over the superheated surface...
until it vanishes, swirling into nothing.

212 JOHN runs to Sara.    She stands staring into the pit.  The empty shotgun
slips    212 from her fingers.  Clatters to the floor.  He sees that she's okay
and he runs to the fallen Terminator.

212A    The crippled cyborg is trying to rise.    Its servos whine and stutter.
It   212A pathetically lifts itself to a kneeling position, collapses... tries
again. John lifts for all he's worth.  Sara joins them, helping. They help the
crippled machine get on its feet.  It can barely stand. It walks to the edge of
the pit.  Terminator looks down and sees that it is over.  John unzips Sara's
back-pack and takes out the hand of the first terminator.

John
(to Terminator)
Will it melt in there?

Terminator
Yes.  Throw it in.

He does.  It sinks in the lava.  Vanishes.

Terminator
And the chip.

John takes it out of his pocket.  Looks at it.    Tosses it into the smelter.

SARA
It's finally over.

Terminator
No.  There is another chip.


    TERMINATOR 2 - Rev.  9/10/90    122

212A    He touches a metal finger to the side of his head.  John suddenly 212A
understands what he means.   Terminator looks at Sara.    They both know what must
be done. John shakes his head.    Tears are streaming down his face.

John
No!

TIGHT CLOSE-UP TERMINATOR, turning toward John.

Terminator
I have to go away, John.  It must end here... or I am the future.

The human side of his face is in shadow, so we see mostly the chrome skull and
the red eye.

John
Don't do it.  Please... don't go--

Terminator puts his hand on John's shoulder.  He moves slightly and the human
side of his face comes into the light. He reaches toward John's face.  His metal
finger touches the tear trickling down his cheek.

Terminator
    I know now why you cry, though it is    *
    something I can never do.
(to both of them)
Goodbye.

SARA
Are you afraid?

Terminator
Yes.

He turns and steps off the edge. 213 They watch him sink into the lava.  213 He
disappears... the metal hand sinking last...  at the last second it forms into a
fist with the thumb extended... a final thumbs up. Then it is gone.

214 HOLD ON JOHN AND SARA, watching through the heat ripples as we--    214

dissolve to:

215 THE SUN, PURE IN A CLOUDLESS SKY.    215* Tilting down reveals that we are in
a park, very green.  People are casually dressed, having fun.  Cycling,
reading... children are playing in a playground.

    TERMINATOR 2 - Rev.  9/10/90    123

215 Beyond the line of trees we see the skyline of Washington, D.C., with the
215* Capital Building and the Washington monument.  The skyline is subtly
changed, with a lot of new buildings, advanced high-rises. A CARD APPEARS.

July  11, 2029

WE BOOM DOWN AND TRACK LATERALLY through a playground in the foreground.
Children swinging on swings.  Sliding down slides.  Timeless things that 4
decades of technical advancement will not change.  As we track we hear:

SARA (v.o.) August 29th 1997 came and went.  Nothing much happened.  Michael
Jackson turned forty.  There was no Judgment Day.  People went to work as they
always do, laughed, complained, watched TV, made love.

We pass a jungle gym, neither melted nor burned, but full of kids swinging and
yelling raucously.  Past it we drop down to see a boy pumping the pedals of a
tricycle.

SARA (V.O.)
I wanted to run down the street yelling... to grab them all and say "Every day
from this day on is a gift.  Use it well!"   Instead I got drunk.

STILL TRACKING we come to rest on an elderly woman seated on a bench.  It is
SARA, now 64 years old.  The world has aged her, but she seems at peace in this
moment.  She speaks into a microcassette recorder.

SARA (V.O.)
That was thirty years ago.  But the dark future which never came still exists
for me, and it always will, like the traces of a dream lingering in the morning
light.     And the war against the machines goes on.  Or, to be more precise, the
war against those who build the wrong machines.

There is a man in his forties playing with two small children nearby.  He turns.
It is John Conner.  Though he has the same stern features in adulthood, there is
no eye-patch, no scarring.  He is far from the haggard man of grim destiny we
saw in the world that might have been.    But there is still penetrating
intelligence, even wisdom, in his eyes.

SARA (V.O.)
John fights the war differently than it was foretold.  Here, on the battlefield
of the Senate, the weapons are common sense... and hope.

A FOUR-YEAR OLD GIRL runs to her to have her shoelace tied.


    TERMINATOR 2 - Rev.  9/10/90    124

215    girl    215*
Tie me, grandma.

Grandma Sara smiles.  It is the only time we have seen her smile so far.   She
bends as the little girl puts her foot up on the bench.  She ties as we hear:

SARA (V.O.)
The luxury of hope was given to me by the Terminator.  Because if a machine can
learn the value of human life... maybe we can too.

Sara ruffles the kid's hair as she runs off to play with her dad.

fade out