"THE MATRIX RELOADED" (2003)

STATS142pages309scenes21,329words30%dialogue129characters

Words

  • dialogue6,50530%
  • action13,52763%
  • other1,2976.1%

Scenes

location
  • INT 215
  • EXT 82
  • INT/EXT 2
  • UNKNOWN 10
time
  • DAY 46
  • NIGHT 77
  • UNKNOWN 186
1

OPEN

THE MATRIX RELOADED

Larry andAndyWachowski

October27, 2001

l.

1

INT.THE !-'LATRIX

Passingthrough :chetwo-dimens"i_:,r:211sheetofcodeth21tformed tie main title, we enter a tr.ree--dirnensionalwcrldcfcode.

Drifting through a universe built ent.i"relyc:>fp;1ospl!o1ebce11t characters,we begin to sense shapes.

Theenormous teeth of slow grinding gearsdrive a vast green scintillantkaleidoscope cf churning cogsand ratcheting springsco:rnectedto--

Two immense armat•-1resJutting:::rornacentralshaftthat, as we glide away from coalesce, becomingthe hands of--

A punch clock.

2 I'.'lT.REMOF REROUTING FACILITY- SECURITYBUNKER - NIGHT 2 *

Justas the minute hand clicks over tornidniqht,a man's hand sweepsin, forcing a :.imecard into the clock'sgullet.

Ka-chunk.

-'IAN See you tomorrow.

A groupof security guards have punchedout, their shift over.

3

EX'.:'.REMOF REROUTING FACILITY - NIGHT

The city power grid maintenance and routingfaci::.ity.

Theoff ::l.utyguardsexitinto a main courtyardin front of the seventy-storyb"-1il::l.ingthatissmearedwithyellow-green securityklieg ::.ight.

The fourmen head for a ramp that leads downinto an undergroundparking structure as a motorcyclerevs with a screamof rubber in the distance.

Oneguar::l.pauses,lookingup over his shoulderand beyon::l.the eight-footcinderblock perimeter wal::.,attheuppermost level of theparking garage across the street ashe hears--

The soundof the sl:riekingengine rise, amplifiedin the concretecanyon, escalating toward the inevitable.

Theother three sec•-1rityguar::l.sturnalmostsimultane0"-1slyas thebig black metal beast leaps into theopen air above. It hangs inspace for a moment, flying si:rreally,therider, a blackvinyl-clad valkyrie.

GUMD
Ho::.yshi'.:...
4

EXT. REAR OF REROUTINGFACILITY - O?EN AIR ABOVE - LGGHT 4

They watch in disbeliefas she pushes off tr1ebike, stillir, mid-air, somersaultic1gbackwards--

Landing hard jn thedriveway Just as the motorcycle crashes -::hroughtheroof ofthe security station.

Ka-:Ooom!

5

EXT. REAP.OF REROUTINGFACILITY - SECURITY BUNKER- ::-JIGHT

The security bunkercomes apart like wet cardboard, itswalls separating againstthe furiously expandlr.gfireball.

The woman rises, b3cklitby the twisti:-:igsq·.1allofflame,hot debris raining intothe courtyard.

GUARD
oh my god.

The four men claw fer:.heirweapons as she is suddenly ontop of them, a shadowywraith, slippery fast. She leaps intothe air.

A scissorir.gjack hammerkick crushes one guard's windpipe, her other foot cavingin the jaw of a second.

Desperate shots ringcff the asphalt around her as she lands and rolls. Sheplants a foot, spin:-:iingbackatthe gunman, kicking a smoking 2x4of::the ground at hi!'.1..

And in one finalblurring motion, she wrenches her helmet off, swinging it ina brutal uppercut at the last guard's chin.

His face shatters likea potato chip before he flies backward, crumplingtc the ground.

The woman drops thehelmet and li::tsa cell phone ro herear.

It is Trinity.

':'RINITY I'm in.

Suddenly, Tri:-:ii-:.yandthecourtyardbehindherdisintegrate, overtaken by the frenziedmass of code as before. It shifts and seethes, atwisting digital mercury snake bed.

We r,.1shalongthewritting lar.dscape,whipping throughthe green arteries ofthe buildingI space and time---

Entering a code-b·.1iltelevatorshaft.,rocketings-:.raightup, gaining on the risingelevator, passing through its bottom carriage as--

Sizzli.nglinesof code shoot into the bodyof:a man, sending an electronicspasm through the code of hisbody, changing it,overwri.tingit.

Thecode world reforns.

6

INT.REROUTING FAC:CLITY-·ELEVATOR - NIGC!':;'

We realizewe have seen an Ager.ttake-over,beginning at a codeleve:;_andas the transformation iscompleted, we see the securityguard's body subsumed. The Agentis a new model: AgentJackson.

Hissunglasses snap into place just asthe elevator dings and opens,reve3.ling--

7

IN':".REROUTINGFACILITY··· ELEVATOR/CORRIDORS-NIGHT

'.Ir:.r.ity,si::unnedforamoment,grabbingfora gun but too lateas--

Agent Jackson ai::tackswi~ha fury,overwhelming her just 3.S sheoverwhelmed the guards.

Shefighi::sdesperatelybc;thas absolutelyno chance, ura.tilhe smashesher through a wall and beforehe can finish her--

She'sup, finding her feet, divinginto the dark labyrinth of the office bu.i2.d.ing.

Aoent.Jackson is .immediatelyin pursuit.,:mnt.ing,~ustbehind her.

She tries to get to the stairs but.thedoor opens and another Aoent, na.med1'hompson,steps out,turning just as she dives oi:tof si:,ht.

Agent 'I'ho:npscni:,au3es,t0'.1chinghisearpieceas--

rhe world again dissolves into codeand we zigzag through the maze at a blistering pace until--

We pass throuqh a window, lookingstraight down the face of a wall of streainir:gcode;a waterfailof geo:netricperspective thatagain re-forms.

8

EXT. FRON'ROF RERCUC:'INGFACILITY--NIGH'R 8

We ,;.l.:,wintoasteadydescent alone;t:cesmoothperfect glass face of the skyscraper, staring at.thelights of traffic far be.lowc.nt.il---

KE-RASF:l

Trinity exp.lod2sout into the air,high above ::hestreet.

The shards of glass float aroundher, twinkling .:..nthenight. As she falls, she twists herbody, lifting her gur.s,aiming back toward the window she Jumpedfrom--

At another Agent named Johnsonnow leapin9 a::terher, firing * as he falls.

Trinity's g:.mslight up andwe enter Bu::._let':'ime.

she dri::tsby, story after story,the eartt tug9in9 her down as the Aqent's bullets hum aroundher like a fleet of ~iny zeppelins.

we see TriEity's face frozenin a teeth-gnashing 9rowl, tw.:..n :lames at the mouth of eacr.ofher guns, throbbin9 like orange jellyfish. Double-helixladders of bu:let casings twist up and away fromthe hot reg·irgiraJ-iD<Jginslides.

Behind her, tie ground closesin.

With their wideningwakes, her hail of bullets seem more lJ.ke a bed of spikes whistlJ.ngupto impale Agent Johnson. *

As Trini~y falls away fromhim, still firing, exit wounds begin to open up on hisback, arms and legs, blooming like time-lapse f::._owers.

But he fires a final shot.

It cuts through the spacebetween them steadily like a torpedo and as theworld rushes up at Trinity, we see it. enter her midsection.

Trinity eyes widen, herguns suddenly silent, as she falls away from us soundlessly,until--

9

EXT. FRONT OF RERCU':'INGFACILITY-STREET - :-1:GHT

She crashes or.tothercof of a parked car; its wheelsbuc:kle, axles snapping beneathit, and as the windows detonate ina cacophonous thunder clap--

10

INT. N-C:B1J.~HL',CNEZZA?-NEC'SROOM-- NIGHT

Neo awakes, his eyes snappingopen.

In the darkness, theNebuchadnezzar whispers a low unending murmur.

Slowly, he lifts hi:nselffromhis bed, a sheen of sweat glistening his forehead.

Stepping through thedoor, Neo looks back at Tri.nitystil::._ asl~ep in his ~ed,the ghost-image of her death burnedin his retina.

11

EXT. SEWER- NIGHT

The Nebncbadnezzaremerges out of a thick frozenmist.

With its grotesquewelded scars and steel platepatch work, it looksto have seen better days, though it stillblisters by in acrackle of electromagnetic afterburn.

12

INT. NEBJJCHADNEZZAF-COCKPIT - NIGHT

A man's surehands grip the controls of the immensemachine, guiding itwith a practiced ease.

LINK
Sir?Sir, are you sure about this?

We recognizethe voice immediately.

MORPHEUS
We're almost there.

Morpheuspilots the ship, staring down theblack bore of sewerpipe at something perhaps only he cansee.

MORPHEUS(CONT'D) *
...almostthere.

Link sits inthe co-pilot seat, anxiously studyingthe holographicradar.

LINK
Iunderstand sir but, it's just, I'mscoping some serious Sentinel activityup here.
MORPHEUS
Itold you, we'll be all right.
13

INT. SEWER -NIGHT

The Nebuchadnezzarweaves through a seriesof tributaries until reachinga large crack in the pipeline.

The ship spinsgracefully, slipping up insidethe jagged opening beforenestling into the hiddenpocket of rent, stratifiedearth.

14

INT. NEBUCHADNEZZAR- COCKPIT - NIGHT

Both men workquickly, shutting down the shipsmain operating power. As thecockpit grows quiet and dark,Link softly sighs with relief.

MORPHEUS
Link.
LINK
Yes sir?
MORPHEUS
Given your situation, I can't say I completely understand whyyou volunteered to operate on this ship but if you want to continue to do so I have to ask you to do one thing.
LINK
What's that, sir?
MORPHEUS
To trust me.
LINK
Yes sir, I will sir, I mean, Ido sir.
MORPHEUS
I hope so. Now, re-patch themain AC to the hard drives and prepare to broadcast.
LINK
Yes sir.
15

INT.NEBUCRADNEZZAF - MESS HALL - NIGHT

Neo sits in the darkness of the emptygalley, steam rising froma hot drink between his hands.

He looksup to find Trinity at the door.

TRINITY
You still can't sleep?

Neo shakeshis head as she sits downbeside him. She touches hishand.

TRINITY (CONT'D) *
It might help to talk.
NEO
They're just dreams.

Sheknows there is something he isunable to say.

TRINITY
If you're afraid of something--
NEO
I just wish... I wish I knew what I'm supposed to do. That's all. I just wish I knew.
TRINITY
She's going to call. Don't worry.

Link enters.

LINK
Here you are.
TRINITY
Are we ready to go?
LINK
We're already late.
16

INT. SUB-METRO ACCESS AND TRANSITSYSTEM -NIGHT

A toughlooking woman tosses a pile of thermalphotographs and correspondingdata across a table.

NIOBE
These geo-therms and the seismic data from Zion confirm the last transmission of the Osiris.

Her nameis Niobe, Captain of the Logos,the fastest ship in the fleet.

NIOBE (CONT'D) *
The Machines are digging.

The Captainsand First Mates of every crewhave gathered in a labyrinthof tunnels beneath the city'smain transit system.

Hard and dangerouslooking men and women lurkaround the long folding tablethat sits in the center of theroom, awash in pools of lightfrom hanging hooded bulbs.Representatives from twelvedifferent ships, all in all totallingforty-two.

At eachentrance, a guard hovers, cradlinga large automatic weapon.

NIOBE (CONT'D) *
They are boring right from the surface,straight down to Zion.
TIRANT
Muther--
SOREN
They'llavoid the entire perimeter defense.
ICE
How fast arethey moving?
NIOBE
Control estimatestheir descent at one hundredmeters an hour.
ICE
Shit.
SOREN
How deep arethey?
NIOBE
Almost twothousand meters.

TIRi\NT What aboutthe scans from the Osiris?

AJAX
They can'tbe accurate.
NIOBE
They maybe.
ICE
What?
AJAX
That's impossible!
KALI
That wouldmean there's a quarter- million Sentinelsup there.
NIOBE
That's right.
AJAX
That can'tbe.
MORPHEUS
Why not?

They turn as Morpheusemerges from a long brick corridor,his sunglasses floating inthe darkness like alligator eyes.

MORPHEUS (CONT'D) *
A Sentinel forevery man, woman, and child inZion.

Trinity and Neo enterwith him.

MORPHEUS (CONT'D) *
That sounds exactlvlike the thinking of aMachine to me.
NIOBE
Morpheus, gladyou could join us.
MORPHEUS
Niobe.

They exchange somethingprivate in their looks.

MORPHEUS (CONT'D) *
My apologies to allbut, as you are undoubtedly aware,it has become increasinglydifficult to locate a securebroadcast position.
VECTOR
Sguiddy's got allmy best spots.
ICE
The mainlines arecrawlin' with them.
GHOST
And if Niobe's right,in seventy- two hours, there'sgoing to be a quarter-millionmore.
BALLARD
What are we goingto do about it?
NIOBE
We do what CommanderLock ordered us to do. Evacuatefrom broadcast levels and returnto Zion.
MORPHEUS
And does the Commanderhave a plan for stopping twohundred fifty thousand Sentinels?
NIOBE
A strategy is stillbeing formulated.
MORPHEUS
I'm sure it is.

Neo cocks his head as if sensingsomething in the shadows.

SOREN
What do you thinkwe should do, Morpheus?

]6

1-'.ORPHKJS I think we sho:.,ldproceedas ordered, however, I rr.usc:askone of you for help.

Trinity turns to Neo who is staring outover his shoulder into the dark and whispers to hirr ..

TRINITY
What's wrong?

NE:O I don 'tkn01,...

WRPHE'JS Some of you believe as Ibelieve. Some of you do not. 'I'hosethatdo, know that we are ne3.r.i.ngtheend of our struggle and t.ha::the prophecy will scon be fulfilled. B•.1tbeforeit car.be, theOracle m.1stbe consulted.

Neo rises and slips away from t~1etable.

MORPHEUS(CONT'D) *
We have waited as long aspossible but our ship sits withbarely enough power to get.home. Ifwe return r.owand re-charge,we could be back inside thirty-sixhours, well before the Mel.chinesreach ::hisdepth.
NIOB3
Do you understand wha::you're asking?
MORPHEUS
I'm asking for one shipto remain in our place in case theOracle should attempt to contact•.:is.

BALLARD * Bullshit.,you're askir.gforone of * us to deliberately disobeya direct ord-2r.

MORPHEUS
That's right, I am. B1.:taswe well know, the reason thatmost of us are here is our af!inity for disobedience.

11~

ROLAND
What happensif you get back to Zion andthe Commander throws you in the stockade?
MORPHEUS
He won't.

Ballard bursts intolaughter.

BALLARD
Goddarnnit,Morpheus,you ain't * never gonnachange. Shit, I'll do * it, justto see what Deadbolt does to you.You got thirty-six hours, but that'sall.
MORPHEUS
Thankyou.
17

EXT. ALLEY -NIGHT

A shiny new four-doorrolls down the narrow brick alley easing to a stop,its high beams blaring against ametal maintenance accessdoor.

The car door opens,a silhouetted suit stepping out,crossing for the door.

He knocks once,the heavy steel ringing loudly and apeep slot slides open.

18

INT. ACCESS HALL- NIGHT

A man named Corruptlooks through the slot, a rectangular swatch of lightcutting across his face.

SUIT
I'm lookingfor Neo.

Wurm, another guard,hefts a sawed-off shotgun.

CORRUPT
Neverheard of him.

The figure reachesinto his side pocket.

SUIT
I havesomething for him. A gift.

He holds up a letter-sizedenvelope that bulges slightlyat its center.

SUIT (CONT'D) *
You see,he set me free.

1B

He sl.idesit throughthe slct t.oCorrup::.w:1.0peerspasth:.Jn to the other figuresin the car.

CORRUP'P
Fine.Whatever. Now piss off.

The shadow turnsback for the car as the slot snaps sh~t.

Corrupt turnsto see Neo running up the stairs, h.i.s,::;oat swirling behindhio.

NEO
Who was that?
WURM
Eowdid you know someone--

Nee pushes pastthem through the door but 1:.healleyisempty, the car is gone.

CORRDPT
Hegave yo·.1this.

Cor:cupthar,dshi:ntheenvelope.

WURM
He saidyou set r.imfree.

Neo tears openthe envelope and pours the center.tsintohis hand; anAgen-::'searpiece.

He locks downthe alley.

WURM (CONT':J) *
Iseverything all r.i.ght,sir?

Neo quickly t·.1rnsbackintot:ieaccess hall, slammingshut t:iedoor andthrowir.gthe heavy deadbolt.

NEO
Themeeting is over. Retreat to yourexits. Agents are coming.

CORRDPT

WURM
Agents?

To:,m!The irondoor suddenly bulge,3,rivets;,oppinqaround a fist-siapeciimp~int.

NEO
Go!

The door shrieks again in another crateringblow and the two soldierssprint down the stairs.

Neo steps back, as another blow blasts thedoor from its hinges.

Three new Agents: Thompson, Jackson and Johnsonstep through the rent opening swirling with dust.

NEO (CONT'D)

Hiya fellas.

Automatically the Agents reach for theirguns, but stop short of drawing them suddenly recognizingtheir enemy.

AGENT THOMPSON
It's him--
AGENT JACKSON
The anomaly.
AGENT JOHNSON
Do we proceed?
AGENT THOMPSON
Yes.
AGENT JACKSON
He is still--

AGENT JOHNSON

Only human.

Agent Thompson hurls himselfat Neo.

Their exchange is an impossibleblur, fists and feet used with the bolt action speed ofa machine gun. Neo at first seems to have the upper handand delivers a vicious right cross but--

Agent Thompson catches it.

In the silence of the deadlock,Neo eyes the Agent up and down.

NEO
Hmm. Upgrades.

Neo whirls, snapping freeof the hold, as the three Agents rush Neo.

Their attack is a devastatingonslaught of speed and power closing in around Neo likea vise. But Neo is a mirage, slipping and flipping aroundthem in a deadly counter attack, heaving the Agents in theair.

19

EXT. ALLEY - NIGHT 19

F.:...na:Llyitisover,Ager1t'l1 hompsonkickedi1;toalamppost, foldirighim at anunnat:urally3cut:eangle. The vibrat.i.onfrom the impact.loosensthe glas1=c.>:)ve~wbich£al.ls,E:xplcding<)Ii the c;rcund,its ed:ofading from the alley, until silence.

Neo scans the alley,peering into the coded curtain fo:dsof the Matrix, sensingsonethin9 hidden Just beyond hi2;s::.ght.

The guiet of theMatrix cl.osir:gin:Jr.hirr.,NeesuddenlyjuJ1ps into the air, soaringoff into the night.

After a mo:ne:-it,":hedist.antdroneofaca::_:-canbeheard.It rises stea:li.lyuntilase-:of headlights sweep into the alley.

A pair of executiveblack leat:iershoes step from t:,ecar.

Cr~nchinq across theshards o~ glass, the shoes stop in the center of the alleywhere Nee last stood. The scrapeof leather 3gainst.brick,tho·.igh,:leesnotstop.

An identical pairof shoes join the first.

M..1\.N Thatwent as predicted.

It is the voice ofthe man Neo "freed."

2ND MAN Yes.

Though we canhear the perspective change as the secondman speaks, the voicesare so alike it seems the firs-:.manis answer2-nghimself.

MAK
It ~shappening exaccly as before.

We rise up t:ierazor-sharppleated pant-leg to them3n's faci2.

Age:-itSmit:-1.

He smiles slightlyas tieturns to an identical.copyo= :i:_mself.

AGEN':'SMITH Wel:, notexactly.

20

EXT. CITY STREET -N:GHT

A dark green reptilianLincoln glides aLong the streetlight- dappled asphalt.

21

INT./EXT. LINCOLN - NIGHT

Trinity wrings the steering wheel,one eye on the road, one eye on Morpheus who is already onhis cell phone.

MORPHEUS
Link, what happened backthere?
LINK (V .0.)
I can't figure it out.Agents just came out of nowhere.
22

INT. NEBUCHADNEZZAR - MAIN DECK- NIGHT

Link sits behind the mosaic ofmonitors at his Operator's Station.

LINK
But the code got allweird. Encryption I've neverread before.

Through his headset, we hear Trinity'svoice in the background.

TRINITY (V. 0.)
Is Neo okay?
LINK
Okay? Shit, Morpheus,you should have seen him.
MORPHEUS (V.O.)
Where is he now?

Link swings over, scanning a downpourof code and smiles.

LINK
Re's doing his Supermanthing.
23

EXT. SKY - NIGHT

We are rushing at incredible speed,skipping over a choppy sea of clouds like an adrenalineinjected hydro-foil.

We emerge from a slate grey cloudbank into the open charcoal moonlit sky as Neo rockets overus. A wake of light-bending heat trails behind him, hiscoat whipping like a strobic Rorschach test.

He races forward at a staggeringvelocity, ripping through the air, then banking--

Dropping down through thewet blanket of low-hanging nimbostratus clouds, revealingthe vast grid of the city, laid out like an enormous electricfisherman's net.

A guidedmissile, Neo plunges toward the sprawl. Theqround screams up at himand, at the last second, he levelsoff--

Rolling, cutting,and slashing through the uniformedurban topography.

A row cftenement buildings opens up before him andhe blazes towardone racingat it as if he were going tobore right throughit. But suddenly, he twists, somersaultingat the pebblecovered roof--

24

EXT.ORACLE'S BUILDING - TENEMENTROOF - NIGHT

Slammingonto it, sticking a perfect feet firstlanding.

Neorises from a half-crouch and starts forthe roof access door,gravel crunching softly ~nder his boots.

25

IN~.ORACLE'S BUILDING - TENEMENT HALL -NIGHT

Theelevator door sounds and mechanicallygrinds open. Neo stepsfrom the carriage, starting down thelong cinder block greenhall for the Oracle's apartment.

26

INT.ORACLE'S APARTMENT - NIGH~

Neogives a push to the already ajar frontdoor. It cracks open.

NEO
Hello?

He stepsinside.

NEO (CONT'D)

Hello•..

He edgesinto the living room.A thick layer of dust covers theneatly arranged furniture likea shroud.

Herhome is abandoned, its stillnessunsettling.

NEO (CONT':>)

Where are you?

27

INT.PIPELINE - DAY

The deepest, blackest tunnelsyet seen.

28

INT. NEBUCHADNEZZAR - COCKPIT-·DAY

Link is pilo~ing the ship.

LINK
This is theNebuchadnezzar on approach,requesting access throughGate Three. Over.
29

INT. ZION -VIRTUAL CONTROL - DAY

A sleek, clean operationssystem; controllers sit in comfortable modernchairs effortlessly multi-tasking, interfacing withboth the apparently real and the virtual.A hologram of theNebuchadnezzar on its approach to gate three is surroundedby screens that seem like unframed, floating panes of glasswith the colored light of data streaming across them.

VIRTUAL CONTROL * Nebuchadnezzar,this is Zion Control,maintain present velocity and stand by.

LINK (V. 0.)
Roger that,Control.

The operator's handsglide across screens and keyboards like someone playing amusical instrument.

VIRTUAL CONTROL * This is ZionControl requesting immediate standdown of arms at Gate Three.We have the Neb11cbadnezzaronapproach, let's open herup.

GATE OPERATIONS (V.O.)
Roger that,Control.
30

INT. PIPELINE - DAY

The darkness is suddenlybisected with a razor's edqe of light. The slitwidens, pulled apart by the thunder~of heavy machinery that spitsclouds of billowing steam as light pours into the tunnel.

31

INT. NFBUCHI\DNEZZI\P-COCKPIT- DAY

Beams of celestial radiantlight guide the Nebuchadnezzar.

VIRTUAL CONTROL (V.O.J *
Nebuchadnezzar,you are cleared through GateThree to Bay Seven.
LINK
Roger that.

L

18..

VIRTUAL CONTROL (V.'.J.) *
Doors open,beds made. Welcome heme.

::..INK No place likeit.

32

INT. ZIO::-J-DOCKING BAY -·:JAY 32

The Nebuchadnezzarglides in over the heavy battleslnp-type weaponry, severalsoldiers waving trcm the parapets oft:~e gateway.

The docking bayis enormous, large enough to hold at least nineteen ships.

It is sphericaland crowned with four major gated intersections andanother e2.ghtsmaller ;:,arredpassages.It is a kind ofmechanical heart that once ·.mitedthe subcutaneous systemsof a vast urban sprawl..

Most ofthe other docks are already filled as the Nebuchadnezzarspins gracefully towards Bay Seven.

33

:!:NT.ZION-GATE CONTROL - DAY

At the centercf the dock, the armored gate controltower bustleswith soldiers.

GATE OPERATIONS
Zioncontrol, stand by for gate threelock down.
34

INT. ZION -VIRTUAL CONTROL - DAY

The controllerclicks open a connection.

VIRTUAL CONTROL * Copythat.

35

INT. ZION COMMANDCENTER - --;JAY

The real coni:rcl,notas nice as its virtualcounterpa:ct;a dark cave litwith glowir.gsticks of pale bluish::.ight.It ::.ookslikethetechnology of the Nebuchadnezzar;pipes, metal grated floorsand cables like creeping vinescrawling over the floor andup the wa::.ls.

~he controllerlays unconscious, jacked intothe virtual system.

Behind him ishis controller.

VIRTUAL CONTROL (V. 0. ) *
TheNebuchadnezzar .i.sdcwn.Bay Seven.
ZION CONTROLLER
Understood.
36

INT. NEBUCHADNEZZAR - CARGO BAY- DAY

The bay door opens withthe grind of a tank tread's metal teeth.

A military escort led by aman whose scarred and weathered face looks more like a pieceof driftwood waits as Morpheus steps down the gangway.

MORPHEUS
Captain Mifune.
MIFUNE
Captain Morpheus.
MORPHEUS
Are you here to seeme to the stockade, Captain?
MIFUNE
Oh no, just helpingto keep the * peace. *
ESCORT 1
Commander Lock demands--
ESCORT 2
Requests your immediatecouncil, sir.

Morpheus smiles as the two soldierslook at each other nervously.

MORPHEUS
Link, I want this shipready to go as soon as humanlypossible.
LINK
Understood, sir.

Morpheus turns and leads theescort away.

NEO
What is it betweenthem?
TRINITY
Morpheus and Lock?

Neo nods.

TRINITY (CONT'D) *
Niobe.
NEC
Captain Niobe?
TRINITY
She and Morphe·-1sweretogether. Nc.>wshe:..swithLock.
NEC
What happened?
TRINITY
Morpheuswent to the Oracle. After ~hat, everythingchanged.
NEO
Yeah ..•she cando that.

Trinity grabs her pack assomeone yells.

KIC
Neo! Neo!

A skinny, teenaged kidraces across one of the bridges toBay Seven.

NEO
Oh no.

Trin2-~ysrr.iles.

TRINITY
How does he alwaysknow?
NEO
::ioesn'thehaveanything better to do?

TRIN:TY You know whatthey say about the l:.feycu save.

NEO
I didn't savehis life--

Neo shoulders his bag asthe kid reaches them, s~iling but out cf breath.

KID
3iya, Neo. Trinity.Link. It's great to haveyou back.

1{30 Thanks, .::;__t,'sgoodtobenack.

Neo starts walking, thekid at his heels. *

20A.

KID * Can I carry that for you, Neo? *

NEO * I can carry my own bag. *

KID * Trinity? *

TRINITY * I'm fine. *

LINK * Hey, you can carry one of these. *

KID * Oh yeah, sure Link. *

Thebag weighs almost what the kid weighs. *

KID (CONT'D) *
You know, next year I'm old enough * to join a crew. I've been thinking * a lot about it and I've made my * decision. *

LINK * Let me guess. *

KID * I want to join the Nebuchadnezzar. * Iknow Morpheus hasn't filled the * other crew positions except for * you, Link. I'm sure he has his * reasons but the more I think about * it,the more I think it's meant to * be. It's fate. I mean you're the * reason I'm here, Neo. *

They slideopen the metal grated elevator doorand get in. *

NEO * Itold you, kid, you found me, I * didn'tfind you. *

KID * Iknow but, you got me out. You * savedme. *

NEO * Yousaved yourself. *

Neo slams thedoor shut. *

36A OMI'l'TEDSCENE36ADMMITTE;:1 ;·

361\

21-22.

37

INT. ZION - COMMANDER LOCK'S OFFICE -DAY

The entire room is made of metal. Lock looksup from his computer screens as Morpheus enters.

LOCK
Morpheus.

The name knots the muscles in his jaw.

MORPHEUS
Commander Lock.
LOCK
I have spoken to the other Captains and I wanted to offeryou the chance to explain your actions.
MORPHEUS
I was not aware my actions required any explanation.
LOCK
You were given a direct orderto return to Zion.
MORPHEUS
I did.
LOCK
But you asked for one shipto remain behind.
MORPHEUS
I would have stayed butwe needed to re-charge.
LOCK
You admit to a direct contravention of your duty--
MORPHEUS
We need a presence in theMatrix to await contact from theOracle--
LOCK
I don't want to hear thatshit! I don't care about Oraclesor prophecies or Messiahs! Icare about one thing, stoppingthat army from destroying thiscity and to do that I need soldiersto obey my orders.
MORPHEUS
With all due respect, Conmander, ::.here-2..so~lyonewaytosave this city.

LOCK

:-lO?.PHEUS

LOCK
Goddamnit, Morpheus! Not everyone bel.ieveswhat you be:..ieve!
MORPHEUS
~y beliefs do not require them to.
38

INT. ZION -DOCK ELEVATOR - DAY

A makeshift::..nduatr::_alelevatorhasbeenretrofittedintoa blackoverflow pit. The heavy metal gate openshorizontally; rustedrivets bleed down across the stenciledletters: "To dockingbay, authorized personnel only."

Trinitysteps out, the Kid struggles to stayclose tc Neo.

KID
'There'sa gathering tonight. Everyone's talking. A .lotcf people are scared. No one can remember the last time so many ships were decked. Something's happening, isn't it? So:nethinc; big.
LINK
We' renot aL.owed to say anytting. So stop aaking.

39 TNT.z:oN --JAY 39

'!'heydescendawide, curving metal stairweL_that follows a na-::uralcavethathas been widened i.nplaces;pipes run everywhere, a i-:.::_ndof:nechanizedexpressionoff2.owingwater.

The Eoundof Liei.rsteps fall away as tr.egrounddrops cff incoa sheer cliff, creating a waterfallof pipe2.ines.

'!'heystepdownor.toa large metal balconywhere we find at last,th~ bottom of the rabbit hcle--

Zio:1.

1ns.ici.ewhatmiqh:.havecncebee::1calJ.eda"botto::nlesspit"..1-s -::.helast.h·.:ur.an·cit.y.

Down the center ofthis vertical bowel, an industrial tower seemingly hangs fromthe ceiling, as though roots had grown from a massive steelrefinery and bored in among the stalactites and thenatural rock formations of the caveroof. Then, growing downward,a geometric tangle of pipes andpower lines, it thins atthe middle before widening again at the base so that it feelslike some huge wire-frame sculpture mimicking a stalactitegrowing into its own stalagmite.

Spreading out from thecore which includes a thick bundle of industrial elevators,is a complex lattice of suspended catwalks and bridgesthat run to and from the core and around the curved edges ofthe towering cave.

Along each level ofthe grated walkways, carved into the rock like ancient cave dwellingsare the homes of the people of Zion.

Link smiles.

LINK
Goddamn, it'sgood to be home.
40

INT. ZION - COMMANDERLOCK'S OFFICE - DAY

Lock has had enough.

LOCK
I am goingto recommend to the Council thatyou be removed from duty.
MORPHEUS
That is, of course,your prerogative, Commander.
LOCK
If it wereup to me, Captain, you would ne-versetfoot on a ship for the rest ofyour life.
MORPHEUS
Then I am gratefulthat it is not up to you.

Lock looks ready to leapover his desk when the door opens. An old man enters whosegentle smile and twinkling eyes belie his warrior heart.

LOCK
Councillor Hamann.

Commander. Captain.

Morpheus bows his head respectfully.

2.5"

Cour:ci1=..or~

HNIIANN
Theeccuncil has asked me to speak toniqht a.tthe temple qatheri:1q. ':':heoresenceofthe fleet ancithe perslster.ct~ofthe :r-uIT.OrEm·-1stbe addressed. The people must be tole what :Lshappening.
LOCK
Of course, Ccuncillor, but might I advise a level of discretion concerni:igspecific details. We do not wish to start a panic.
HAMANN
Q·-1.iteright.Apanic is not what anvonewants. What about vou, Captain? What would you adv:_se?
MORPHEUS
The truth. No one wi:l panic becausethere is nothinq to fear. That army will never reach the gatesof Zior..

HM1&"1N What makes you so sure?

MORP::IEUS Considerwhat we have seer.. Considerthat in the :iastsix months we have freed more people thanwe have in six vea.rs.This attackis an act of desperation. I ;:,elievethatverysoon the prophecyw::-11:Oefulfilledana thisv:ar:willend ..

HAMANN
I hopeyou are right, Captain.

MOR?HEUS I do notbelieve it to be a matter of hope,Councillor. I:.is simply a matterof tine.

41

INT. Z:ON ·-RCESIDEKTELEVATOR- DAY

rhe doers open.

My step. Seeyou soo:1,hopefully not too soon.Let's 9c, kid.

He yanks the kid off the elevator.

LINK (CONT'D) *
These two got thingsto do.

The doors close and suddenly theyare alone, they look at the numbers counting down then at eachother, wondering if they are thinking the same thing.

They are.

Packs, belts, tools, bags; everythingdrops to the floor as they reach for each other, their lipsdrawn into a kiss that they drink like water in a desert.

It is a transfusion, a resuscitation,the sustenance of life.

Warm and flushed, they break thekiss.

NEO
Are you thinking what I'm thinking?
TRINITY
I am if you're thinkingthis elevator is too damnslow.
NEO
How long to re-chargethe Neb?
TRINITY
Twenty-four, maybe thirtyhours.
NEO
Some people go theirentire lives without hearing newsthat good.

The elevator rattles open andher smile slowly dies.

42

INT. ZION - CATWALK/ELEVATOR -DAY

Gathered along the metal catwalk,a crowd has been waiting, perhaps praying, for Neo's return.

He hears his name beingwhispered along with hushed voices repeating: ''Itis him," uHehas returned.''

As Neo and Trinity edge outof the elevator, several come forward offering gifts of homemadelinens, food, seeds, and small bits of technology.

An old woman offers a redblanket.

OLD WOMAN
Neo, please, I have a son, Jacob, aboard the Gnosis. Please watch over him.
NEO
I'11. •.try.
ANOTHER WOMAN
I have a daughter on the Icharus.

Trinitypulls away from him.

NEO
No. Wait.
TRINITY
It's all right. They need you.
NEO
I need you.
TRINITY
I know but, there's time.

Shesteps back into the elevator.

TRINITY (CONT'D) *
There's time.

Distractedby the group, he looks backbut the doors have closedand she is gone.

42

INT.ZION - LINK'S HOME- DAY 43

Themetal door bangs open and Link stompsinside.

LINK
Where's my puss--

Two women sittingat a small tableturn towards him. The olderwoman smiles, the younger oneblushes.

KIDS
Uncle Link!

A littleboy and girl rush at Linkwho scoops them up.

LINK
Oh my god, you two are huge!You should be picking me up.
BOY
No.
43

:,:8~

LINK
Yeah.
GIRL
Okay.
BOY
Okay.

He sets themdown and they each latch onto a leg.

LINK
Now come on. Lift. Together. Lift. Youcan do it.

Amazingly, Linkbegins to rise off the ground.

LINK (CONT'D) *
Whoa! Whoa! What are they feeding youtwo?
CAS
Comeon, kids. Time to go!
KIDS
No!

Link is holdinghimself up with an overhead pipe.

LINK
HeyCas.
CAS
Goodto have you home, Link.

She kisses him.

CAS (CONT'D) *
Yoube careful with her.
ZEE
Don'tworry about me. He's the one that'sgoing to get it!
CAS
Outthe door! Bye. Have fun.

The door closes.Link smiles, sidling up to her.

LINK
I'm goingto get what?
ZEE
Every shipup there has been home two, eventhree times more than theNebuchadnezzar.
LINK
Comeon, Zee, I thought we were past this--
ZEE
We'll get past it when you start operating on another ship.
LINK
Ican't do that.
ZEE
Why?
LINK
You know why.
ZEE
If Dozer knew how I felt he would have never asked you to do this.
LINK
Maybe. But it's too late now. I made a promise and some promises can't be unmade.
ZEE
It's not fair.
LINK
No, it's not. But nobody saidit was going to be. You think Cas thinks it's fair that I'm hereand Dozer's not?

Sheturns away from him, knowing thatshe is not saying what shewants to say.

ZEE
I lost two brothers to thatship. I'm afraid of it Link... I'm afraid it's going to takeyou too.
LINK
It won't.
ZEE
How can you say that?
LINK
Because of Morpheus.Because of what he's told me. He saidthat this was it. That itwill be over soon.
ZEE
But Link, Morpheus is crazy.
LINK
No doubt,but Tank and Dozer believed him and I'll tell you what, after being on that ship, and seeingNeo do the things he cando, I gotta say... I'm startingto believe him too.

She grabshold of him, not wanting to hear anymore.

ZEE
Be careful, Link. Please. Be careful.
44

INT. ZION- OUTSIDE TEMPLE ENTRANCE - NIGHT

It is quiet,no people are visible. Footsteps canbe heard of someoneracing across one of the metal catwalksnear the base of thetower.

Beneathus is a row of shoes and sandals of varyingsize and shape.We glide along the row as the awkward running overtakesus, pulling us as we reveal hundredsof shoes laid in rows,creating a small path on the otherwiseextra wide catwalkthat leads into the mouth of anothercave.

The kidbarrels towards the cave, trying to removehis boots without slowingdown.

45

INT. ZION- TEMPLE ENTRANCE - NIGHT

The Templeis a series of naturally-formed chamberslinked like organsof the body all leading to a vastcavern.

The entranceis one of the smaller but more elaborate chamberswith its heavy limesto11ed.La~c.1..._;_co::;:ripplingthe walls.

The kiddrops his boots as a procession ofpriestesses pass, bearingbaskets filled with bread and mushrooms.

KID
Have they started yet?
PRIESTESS
Only Councillor Hamann's opening prayer.

The kidhurries to the entrance of the nextchamber but abruptlystops. At his feet is a naturally formedpool of water.

Ritualistical:y,he steps intc the poo~, closes_hiseyes and takesa calming breatn. He steps out ot thepooi, crossing a thresholdand then quickly :cushe:3downthepat:-1,ieavingr.is wet footpri.ntsor.thewarm, hard ro::k.

46

INT. ZION··TEMPLE - N:GHT 46

Amulti-tiered catliedral;cclumns rise aroundus ,.ikethe ribbedpillars of a Gothic age.

rhereis a pool of molten earth; a steamingbubbL.ng pit of liquidfire ~hat is near the core of -:hegathering.

Thecave is packed with the people of Zion;a hundred fifty tho-.,sandfacesasvari.edas the rows of shoes,all listening intentlyto a single voice.

47

INT.Z:ON --TEMPLE PLA".'EAC-NIGHT

Cou~1cillorHamannstar.dsat -:heedge ofa large plateau.

EANANN
Tonioht let us honor thesemen and wcmeii,these our so::..diers,our r..-1arrio::::-s,theseourhusbandsand wives, our brotherB and si.Bters, our children.

Beneaththe plateau is a series of ontcroppicgsand alcoves, creating a ridge or a balcony alongone of the sides of the cavern where the crews of all the shipsstand.

* HAMANN (CON'I'D) *

Let.us remernlier-:hosethathave been lost and let us givethanks fort.hose tl:athave been fouc1dancl who stand here beside us.

T'hE,kidwedges himsel::into a smallncok near the back.

HAMAN!,/CONT'D) * Now I would like someoneelse to close this prayer, .someonewho hasn't spoken here in a longti:ne but w::-10Ibelievehas somethingto say that we all need t.ohear.I give you Morpheus.

A U·.underouschee:c:eruptsfrom theth::,uBandsgatheredthat takes a momer.tto echo ar.drecede.

Morpheus ascec1dsthe pla.teau,steppingout onto the ed9e.

MORP:-lElJS Zion! Listen to me! Itis ~r~e wha.t.ma.nyofycu have:,ea.rd. (MOP.3)

MORPHEUS (CONT'D)
The Machineshave gathered an army and as I speak,that army is drawing nearerto our home.

A sense of panic sweepsthrough the cavern like awind.

MORPHEUS (CONT'D)
Believeme when I say that we have a difficulttime ahead of us. But ifwe areto be prepared for it, wemust first shed our fear of it.

The wind quiets.

MORPHEUS (CONT'D)
I standhere now, truthfully unafraid. Why? Because I believe somethingyou do not? No. I stand here without fear because I remember. I remember that I am here, not because of the path that lies before me, but because of the path that lies behind me.

Eventhe crews are affected by the power ofhis voice, especiallyNiobe.

MORPHEUS (CONT'D)
I remember that for one hundred years we have fought these machines. I remember that for one hundred years they have sent their armies to destroy us and aftera century of war, I remember that which matters most: we are still here.

A cheer jolts through the crowd.

MORPHEUS (CONT'D)
Tonight, let us send amessage to that army. Tonight, letus shake this cave, let us tremblethese halls of earth, steel, andstone. Let us be heard from redcore to black sky and tonight letus make them remember-- This isZion! We are here. And we arenot afraid.

A thousand voices unite andbecome one.

Morpheus gestures and a thunderof drums roils up from the booming cheer and into bodiesof thousands of Zionists.

48

INT. ZION - TEMPLE FLOOR- NIGHT 48

A rhythm that isboth modern and primal is pounded outwith dozens of percussiveinstruments that drives the peopleto shake the fearfrom their hearts and minds.

It is a tribalcelebration of freedom, hard-earned,by a warrior people, joyousand proud, that seems to stokethe pools of moltenlava, showers of sparking flame spittinginto the air. Among thedancers we see Link and Zee.

49

INT. ZION -TEMPLE ALCOVE NIGHT

Morpheusmoves along the alcove until a familiarvoice stops him.

NIOBE
Iremember that you used to dance.

He catchesthe gleam in her eyes.

NIOBE (CONT'D) *
And I remember you used to be pretty good.

MORPHEUS

* There are some things in this

world, Captain Niobe, that will never change.

He takesher hand to lead her down but--

LOCK
Niobe!

She glancesat Lock and when she turns backto Morpheus, he knows sheis already gone.

* NIOBE

I'm sorry--

He letsgo of her hand.

MORPHEUS
I understand. Some things do change.

Sheturns as if uncertain about that change.

50

INT.ZION - TEMPLE RIDGE - NIGHT

Neo stands among a group of crewmembers as a priestess passes them mushrooms from a basket.

There is a familiar sense of Neo somehowdisronnected from the experience that surrounds him. He is,as he was in the club, waiting for her--

And when she catches his eye as onlyshe can, she steals the breath from him.

NEO
Excuse me.

He moves through the crowd towardsher; dressed in white, she is radiant, almost glowing againstthe darkness of the cave.

They share a quick kiss that isobviously not enough.

NEO (CONT'D)
I missed you.
TRINITY
I can tell.
NEO
I was thinking••.
TRINITY
Yes?
NEO
Everyone ishere ...

She smiles and leansin to whisper in his ear.

TRINITY
Followme.

As always, he does.

The swell of drumsrises like a cresting wave as feetbeat the earth, splatteringthe warm red clay.

51

INT. ZION - RESIDENTELEVATOR - NIGHT

Carrying their shoes,they wait for the doors to close.Even when they do,the drums can still be heard.

NEO
It stillsurprises me.
TRINITY
What?
NEO
Howeverything that's happened justgoes away.
(MORE)
NEO (CON'I'D)
And I feel like :•n back in that club and every time I see you walking t:owardsrr:e~..

He shakeshis head, looking at his hands.

'.(JEQ ( CO'.(JT' D) * my palms start to sweat.

smiling,she walks towards him.

NEO (CONT'D) *
God, you scared the shit o~tof me.

Hereyebrow cocks like a gun.

1'RINI".'Y I don't scare you a~ymore?

He offersher his hand.

1'RINI".'Y(CONT'D) * They are wet.

She leansin close to again whisper to him.

TRINITY (CONT'D) *
Me too.

Theyk.issagain.

52

INT. ZION -TEMPLE - NIGET

A fevertakes hold, a heat that rises up fromthe molten core, spreadingup -::hroughthefeet o: shadowcovered dancers.

53

INT. ZION -TRINITY'S ROOM - NIGHT

At last,the lovers unite; two bodies c01;pledtogetherir.a cove of:ilackhew:-irock.

They lie intertwinedon a ,3mallbed, tneir fleshstudded by :.hesmallmetal jacks that r'.larktheirl.imbsandthecurve of their vertebrae.

54

INT. ZION -'REMP:WE-NIGHT

'l'heliquidf.ireseemsne creating a forge,melting the multitudeof bodieB :_r.tcasingle driving force.

55

INT. Z:::ON--TRINITY'SROOM- NIGHT

Neo enters Trinity.

36~

56

INT. ZION - TEMPLE- NIGHT

Sweat, spit,and mud fly from the growing fury withthe rhythmic slapof naked feet against wet clay.

57

INT. ZION -TRINITY'S ROOM - NIGHT

Two become one.

58

INT. ZION - TEMPLE- NIGHT

The cave trembles;the earth seems ready to crack.

59

INT. ZION -TRINITY'S ROOM - NIGHT

A blaze rushesthrough them, fuses them and in a singular instant both createsand destroys them.

60

INT. ZION - TEMPLE- NIGHT

All at once,the drums stop. And--

61

INT. ZION -TRINITY'S ROOM - NIGHT

Neo opens hiseyes and, in that moment, the echoof drums fading to silence,he sees--

62

EXT. FRONT OF REROUTING FACILITY- NIGHT

Trinity falling,her expression at the momentthat she knows she is goingto die.

63

INT. ZION -TRINITY'S ROOM - NIGHT

He closes hiseyes, burying his face beside hers,trying to drive the imagefrom his mind.

TRINITY
Nco? is it?

She turns tosee him.

TRINITY (CONT'D) *
What?It's okay. You can tellme.
NEO
Trinity...

He touchesher face, his hands trying to speakfor him.

TRINITY
Don'tbe afraid.
NEO
I don't...I can't... lose you.

TRIN:::TY Neo, _ycy.1,,,101:.1t1oseme.

Shetakes hold of:his hand.

TRIN:TY (CONT'D) * Y::,ufeelthat?

Shetightens her hold.

TRINITY (CONT'D) *
I won't let go.

He draws her into hi:n,his eyes ho2-dinghersas we pc1::_1.away ina series of dissolves, leaving themcupped together :'..r,side a womb-.'-ikecoveof dark earth um::il--

The dim light intensi:::ies,:::irightening,burningawaytheroom as it ::>ecomes--

64

EXT. ZJJK - CATWALK - NIG3T

One of:the day lights that washdown over Zion. The light is turned of:f,the coils still glowir.gredwit:-iheat.

Morpheus stands on t:-ieledgeofthe catwalk ::iverlookingU·,e ur.dergroundcity as the main lightsare switched off for -:.he night.

Soon, only small guide lightsalong the tower and it's walkways are left hanging :.r.thedarknessabove them like stars.

MORPHEUS
Good r.ig:-it,Zion.Sweetdreams.

He turns to enter his room aswe rise u;,,d:ci:::tingtowardsa distant s::mnd,moving past thea:::iove::catwalkthatwipesby becomi~g a table--

65 n,T. :Nm;STRIAL LOFT - NIGH'I' 65

'iihereanold phone is ri.nging.

After a moment, the skylightexploc:esinto a tr.ousand twink_::_ingshardsasa man c:rashestothe floor. Quickly, he gets to his feet as anothermact dropst.hro:.ig'.'ltheshattered opening.

:>1.alach:i.a:-idBane,twocfCaptainBallard'smen,train their guns fo2:a moment on the emptydarkness c1bovethem.

Malachi is bleeding ~rom agunshot.wocnd.

BANE
Are yo-1all 2::i.ght?
MALACHI
I'll make it. Did you seethat Agent? I've never seenanything like that.
BANE
It doesn't matter now.All that matters is this.

He pulls a letter from hispocket.

BANE (CONT'D) *
Come on. You first.

He gives Malachi the letterwho answers the phone.

As he disappears, a figure standingin the frame of the broken skylight is revealed:Agent Smith.

Bane reaches down to resetthe phone just as Smith attacks--

Leaping down, catching Baneoff guard, burying four fingers in his chest before Banebarely has time to react.

BANE (CONT'D) *
Oh God.
AGENT SMITH
Smith will suffice.

From the connection, Smithbegins copying himself onto Bane. A gleaming liquid darkness spreadsout from the four fingers, covering Bane as the mirrorhad once covered Neo.

Bane tries to scream butthe mercurial malevolence fills up his mouth, rushing up overhis face, drowning his features beneath liquid coal.

UO..L.,!',...LJ.(.,..U-...>-1-~-lr,...__...._~,....rlrflining

All at once, the black shinuueLl11g into his eyes, becoming--

The sunglasses of Agent Smith.

The two Smiths stand in almostperfect reflection as the first Smith withdraws hishand and then straightens the tie of the Bane/Smith.

BANE/SMITH Thank you.

AGENT SMITH
My pleasure.

Beside them, the phonebegins to ring. They look at it, watching it ring again,then slowly turn towards one another, the same idea hitting themat the same time.

ss 65

sroi:'_e.

,Bane/Srr.ithanswerst.hephom,.Carefu:._ly,as.ifunsurewhat tc expect, he placesthe pr.oneto tu.sear.

As the sear:..ngelectronic?itchsears .intchis ear,we cut--

65

INT. ZION -TRIN:'.I'Y'SROOM··NIGHT 66

Neo wakes, st:al'.'tledfromanot.herbaddream.Trinityisasleep beside hin.G•cent].y,asnotto wake her, :'lecli.m::,soctofthe bed.

66

INT. ZION- CATWA1:,K OUTSILETRIN:'I'Y'SRCOM-NIGHT 67

Outs:..dethedoor,Neo finds more gifts left.for hi.m.'Chey i.rnmedi.ateiyremindhimofhis burden.

He walks outonto a catwalk; tiny gui.delightsal:._aroundhi.m like frozenti.reflies.

After amoment, he hears footsteps.

HAMA..'lN Would you care for some company?

NEO
Councillor Hamann.
HAMANN
I don't want to intrude if you'd prefer to be alone.
NEO
No, I cculd probably use some company.
HAMANN
Good. So could I.

He sta.r:dsbesideNeo,leani.r.-gonthera.il.ing,faintly smiling.

:-JAMANN(CONT 'L) * It.'sn.icetonight. Very calm. It feels like everyone is sleeping very peacefully.

NEO
Not everyone.

HAM.Al\"N - hate sleeping. ! r1eversleep more tJ-:3.nafewho1.::.rs. (MORE)

40~

HAMANN (CONT'D)
I figure I slept the firsteleven years of my life, now I'mmaking up for it. What aboutyou?
NEO
I ...just haven't been ableto sleep much.
HAMANN
That's a good sign.
NEG
Of what?
HAMANN
That you are, in fact,still human.

He smiles.

HAMANN (CONT'D) *
Have you ever been tothe engineering level?

Neo shakes his head.

HAMA,_'JN( CONT'D)

I love to walk thereat night. It's quite amazing.Would you like to see it?

NEO
Sure.
68

INT. ZION - ENGINEERINGCATWALK - NIGHT

They are surrounded bymassive machines in constant motion, grinding and groaning,churning and pumping, giant mechanical monstrosities chained andslaved to the heat of the earth's mnli-PnrnrP.

HAMANN
Almost no one comesdown here unless of coursethere's a problem. That'show it is with people. No onecares how it works as long as itworks.

The machines continue tolabor, oblivious to the two men.

HAMANN (CONT'D) *
But I like it downhere. I like to be remindedthat this city survives becauseof these machines. Thesemachines are keeping us alivewhile other machines arecoming to kill us.
(MORE)

)/ 68

HAMANN (C:0:"l'c'D)
Interest~ng, inn'1:~.t?~1hepower to give J.ifearidthepcwer tc>end .Lt~
NEO
We fla1-..rethesamE~~ower~
HAMANN
I supposewe do but sooE::timesI wonder·.~)cwnheresometimes I think about allthose people still plugged intotl:eMatri.xand when I :ook atthese machines, I ca~'t help thinkingthat, ll'a way, we are pluggedinto them.
NEO
But wecontrol these machines. Theydon't co~1trolus.

HA"'lANN Of coursenot. How could they'?The ideais pc1renonsense.• .But .i.t doesmake one wonder just what is control?

NEO
I::we wantedwe co·.11.dshutthese machines down.

KZ\MANN Yes, o~ course, that's it. You've rat it. That's control, iEn't it? Ifwe wanted, we could s~ash them to bi ts.. .al thougr.ifwedidwe would have to consider what woi.::ld happen to our .L.ghts,oi.::rheat, ou~ air?

NEO
3.::i,wer-iecdxachir:e.s::.nd1:.heyneed us. Is that.your pcin:., cou:1cillor?
HAMANN
Oh no, no point. o::.dmeni:i.keoe don't bcther with making points. There's no point.

)lEO I.stha.twhy t~'1erearen.oyounqmen en the C:our.ci.L?

c!AMANN Goocipo:_r:t.

NEO
Why don't you just tellme what's on your mind, Councillor?

HA_IV[ANN There is so much in thisworld that I do not understand.Do you see this machine here? Ithas something to do with recyclingour water supply. I have absolutelyno idea how it works but Ido understand the reason forit to work.

He turns to Neo.

HAMANN(CONT'D) *
I have absolutely no ideahow you are able to do some ofthe things you do but I believe thereis a reason for that aswell. I only hope that we understandthat reason before it is toolate.

The pounding of the machines becomes--

69

EXT. ZION - TRINITY'S ROOM - DAY

A fist pounding against the irondoor. After a moment, Trinity swings the door open.

Captain Ballard is standingwith severalmembers of his crew. Malachi has his arm is in a sling.Bane is not among them.

TRINITY
Ballard?
BALLARD
I need to find Neo.

She steps back, revealing Neo.

BALLARD (CONT'D)
Neo, I have a letter foryou.

He hands Neo a disk. Neo knowswhat it is before anything more is said.

BALLARD (CONT'D)
It's from the Oracle.

He looks at Trinity.

NEO
It's time to go.

TNT.ZI::JK--LINK'SHOME ·-DAY 70

Linkis stuffing his things back intohis sack.

LD!K Morpheus said :.hisis howit would har:;pen.Ido~t'tknow, maybethe prophecy is -::crue.~ayoenet.AlJ.I know is that ship needs an operator a'1dright new :.hat O?erat,o:::-isme.

ZE3
I kr.ow.

She climbs out of :.hebed, pullingoff a stae1ro:_itenecklace from the collection she wears.

L:NK

ZEE
I wa:-ityoutcwear it.

L:::NK You know I den'tbel.ievein this st·.1ff.

ZEE
But I do.

She p·.1tsitover his head.

ZEE (C::JKT''.J)

It's always broughtme luck, so maybe it .......1il~b:::-ingmeycu.

LINK
I'm coming back.I promise, Zee. No matter what ittakes, I'm , e ccm::.ng.10me.
ZEE
Just keep itwith you. P~ease. For me.
LINK
...okay.

She kisses hio gcodbye.

71 DJ':'.ZION--·ELEVAT'.JF.--DA\' 7J

'I1hE~palmofa hand .i.s2Je.i.ng·studied1_lff':.ilaknifeP8int :races alo~g one of the l~nes,slicing open the fl~sh, let-:ir:qb:::..00C..

Bane sits hidden in the shadowedcaves connecting Zion tothe dock. He crouches in an alcove,both arms marked with dozens

of knife cuts.

His eyes are animal wide, shifting,blinking, reacting to

every sound, every smellbut always returning his attention

to the cut as if using itto focus his thoughts.

Finally, through the tangleof pipes and stalactites, he sees what he has been waiting for:Neo.

Neo, Morpheus, Trinity andLink get out of the smaller lift and head towards the elevatorto the dock.

Bane follows them, a shadowtrying to attach itself to Neo.

71A

INT. ZION - ELEVATOR AREA DAY

Just before they reach theelevator, Bane rushes forward--

His knife flashing like ananimal baring its teeth.

KID
Neo!
LINK
How the hell--

Bane is caught, still toofar away to attack, he hides his knife just as they turn.

LINK (CONT'D)
Bane?

For a moment, Neo seeswho it is that is staring at him behind Bane's eyes butonly for a moment.

NEO
Is somethingwrong?
BANE
No. I'm fine. I justwanted to catch you ...

He reaches out his handto Neo.

BANE (CONT'D)
To say good luck.

Neo shakes his handwhile Bane squeezes the other hand into a

fist leaking blood.

NEO
Thanks.

44A.

1 71A

BANE
We'll see you.

He spins awayas the kid bounds towards them.

KID
Just in time! You'regoing to see the Oracle, aren'tyou?
MORPHEUS
We don't have time--
KID
I'm sorry sir, I justhad to give something to Neo. A giftfrom one of the orphans. Hemade me swear to get it to Neo beforehe left.

From his pocket, he hands Neo a spoon.

KID (CONT'D) *
He said you'd understand.

Neo looks into the spoon and smiles.

72

INT. ZION - COUNCILLOR HAMANN'S OFFICE- DAY

Commander Lock bursts through thedoor.

LOCK
I was just told that youcleared the Nebuchadnezzar for takeoff?
HAMANN
That is correct.
LOCK
Councillor, am I still incharge of our defense system?
HAMANN
Of course.
LOCK
I believe I need every shipwe have if we're going to survive this attack.
HAMANN
I understand that, Commander.
LOCK
Then why did you allow the Nebuchadnezzar to leave?
HAMANN
Because I believe our survival depends on more than howmany ships we have.

-

:-, NEBUCHADNEZZAR - MAIN DECK- DAY 73 INT- *

NeO lies back as Trinityplugs him in.

TRINITY
Be careful.

She kisses him and hebreathes deep, closing his eyes.We push in on him, then onLink's monitors and at last into--

71

EXT. CHINATOWN - BACKALLEY - DAY 74

Where the streets are jammedwith tourists and merchants peddling the ultimate simulacra;spiritual and historic symbols, once-powerful imagesnow reduced to plastic, laminated bric-a-brac.

Neo glides down a backalley to the rear entrance of atea house.

72

INT. TEA HOUSE -DAY 75

Cautiously, Neo slidesopen the only door there is, revealing a man sitting cross-legged,bathed in the rays of afternoon light, sippingtea. His name is Seraph.

NEO
Hello?

In the codeworld, Neo sees his true form; sittingBuddha- like in the surroundingswirl of code, a being of pure liquid light containedby a web of Matrix code that is written in the negative or ratherwith the absence of light.

Seraph sets histea cup down.

SERAPH
You seekthe Oracle.

Neo nods as Seraphstands.

NEO
Who areyou?
SERAPH
I am Seraph.I can take you to her. Butfirst I must apologize.
NEO
Apologize?For what?
SERAPH
Forthis--

Seraph attacks,his hands and feet striking seemingly all at once--

But Neo parries each of them. The speedof the blows increases--

The attacks and counters in perfect syncas though each knows exactly what the other is going todo before they do it.

There is a final quick flurrywhich Neo just barely manages to stop.

Seraph snaps back.

SERAPH (CONT'D) *
Good. The Oracle hasmany enemies. I had to be sure.
NEO
Sure of what?
SERAPH
That you are the One.
NEO
You could have justasked.
SERAPH
No. You do nottruly know someone until you fightthem.

He leads Neo back tothe door he entered. Pulling a chain from around his neck,he selects one of several dangling keys.

He pushes it intothe lock, twists and opens the door.Where it once opened intoa back alley, it now opens into a long industrial hallway.

SERAPH (CONT'D) *·
Hurry, sheis waiting.

They step into thehall. The door slams behind them.

76

INT. NEBUCHADNEZZAR- MAIN DECK - DAY

Link searchesmadly for Neo's signal.

LINK
Wherethe hell did they go?
77

INT. INDUSTRIALHALL - DAY

They arewalking down a seemingly endlesshallway of doors. It is a veryclean, very utilitarian place:a vast network of identical halls,doors, and fluorescent lights.

47 48.

NEO
These are back doors, aren't they? Programmer access.

7S seraphnods.

NEO (CONT'D)

How does it work?

SERAPH
A code is hidden in the tumblers. One position opens a lock,another position opens one ofthese doors.
NEO
Are you a programmer?

He shakes his head, as he stopsat a door.

NEO (CONT'D) *
Then what are you?

Using his key chain, he opensthe door.

SERAPH
I protect thatwhich matters most.
NEO
What's that?

He gestures to the open door.

75

EXT. TENEMENT PARK - DAY 78

Neo steps out of the brickmaintenance building of a small park. It is stark and urbanwith gray pebbled stones instead of grass.

Sitting on a dark green benchis the Oracle, casting crumbs to a clutch of black birds.

In the distance, several childrenare playing on a swing set.

Neo stares at her for amoment seeing her code-form which is the same as Seraph's.

Once again, she starts talkingto him before she sees him.

ORACLE
Well, come on,I ain't going to bite you. Comearound here and let me have a lookat you.

Neo steps around the benchand the Oracle's face lights up.

49~

ORACLE (CONT'D)

My goodness, look at you. You turned out all right, didn'tyou? You look good, Neo. How do you feel?

NEO
I--
ORACLE
I know, you're not sleeping.We'll get to that. Why don't you come here and have a sit this time?

He remembers their first conversation.

NEO
Maybe I'll stand.
ORACLE
Suit yourself.

Hereconsiders, the choice of sitting or standingquickly escalating into a matter of free willversus fate.

Shewaits.

He sits.

NEO
I felt like sitting.
ORACLE
I know.

Shesmiles, flinging another handfulof crumbs to the birds.

ORACLE (CONT'D) *
So let's qet the obvious stuffout of the way.
NEO
You're not human are you?
ORACLE
Tough to get any more obviousthan that.
NEO
If I had to guess, I'd sayyou're a program, from the machineworld. Some kind of software.

He glancesat Seraph who stands guardnear the door.

NEO (CONT'D) *
So is he.
ORACLE
So far, so good.
NEO
If that's true,that could mean you are part ofthis system, another kind ofcontrol...
ORACLE
Keep going.
NEO
I suppose themost obvious question is, how canI trust you?
ORACLE
Bingo.

She slaps the crumbs fromher palms.

ORACLE (CONT'D) *
It is a pickle,no doubt about it. Bad news is there'sno way for you to really know ifI'm trying to help you or not.

She begins digging throughher purse.

ORACLE (CONT'D) *
So it's reallyup to you. You just have to makeup your own damn mind to either acceptwhat I'm going to tell you, or rejectit. Candy?

She offers him a piece ofhard candy, wrapped in shiny red cellophane.

NEO
Do you already knowif I'm going to take it?
ORACLE
Wouldn't bemuch of an oracle if I didn't.
NEO
But if you alreadyknow, how can I make a choice?
ORACLE
Because you didn'tcome here to make the choice.
(MORE)
ORACLE (CONT'D)
You've already made it. You're here to try to understand why you made it.

Sortingthrough that bit of Oracle-ese, he carefullytakes thepiece of candy.

ORACLE (CONT'D) *
Thought you'd l,avefigured that out by now.
NEO
Why are you here?
ORACLE
Same reason.

She digsout another piece.

ORACLE (CONT'D) *
I love candy.
NEO
But why help us?
ORACLE
We're all here to do what we're all here to do.

She twirlsthe candy free of its cellophane.

ORACLE (CONT'D) *
I'm interested in one thing, Neo: the future. And believe me, I know, the only way to get there is together.

She popsthe candy in her mouth.

NEO
Are there other programs like you?
ORACLE
Well, not like me, but... Look. Seethose birds. At some point a programwas written to govern them. A program was written to watch over those trees, and the wind, the sunrise and sunset. Thereare programs running all overthe place.

A black birdsuddenly takes off.

ORACLE (CONT'D)

The ones doing their job,doing what they'remeant to do, are invisible. You'dnever know they were even there.But the other ones, well, youhear about them all the time.

NEO
I've neverheard of them.
ORACLE
Course youhave. Every time you've heard someonesay they saw a ghost or an angel.Every story you've heard aboutvampires, werewolves, or aliensis the system assimilatingsome program, that's doing somethingthey're not supposedto be doing.
NEO
Programshacking programs. Why?
ORACLE
They'vetheir own reasons but usuallya program chooses exile when it faces deletion.
NEO
Why would a program be deleted?
ORACLE
Maybe it breaks down. Maybe a better program is created to replace it. Happens all the time andwhen it does a program can either choose to hide here, or return to the Source.
NEO
The Machine mainframe.
ORACLE
Yes. Where you must go. Wherethe path of the One ends. You'veseen it, in your dreams, haven'tyou? A door made of light?

Slowly,Neo nods his head.

ORACLE (CONT'D)

What happens when you go through the door?

Heis uncomfortable talking about it.

53~

NEO
I seeTrinity and something happens...something bad and she startsto fall... And then I wake up.
ORACLE
Do you see her die?
NEO
No.
ORACLE
Youhave the sight now, Neo. You arelooking at the world without time.
NEO
Thenwhy can't I see what happens toher?
ORACLE
We cannever see past a choice we don'tunderstand.
NEO
Areyou saying I have to choose whetherTrinity lives or dies?
ORACLE
No,you've already made the choice.Now you have to understand it.
NEO
No, I can'tdo that. I won't.
ORACLE
You haveto~
NEO
Why?
ORACLE
Becauseyou're the One.

He is getting tiredof that answer.

NEO
What aboutthe first One?
ORACLE
What abouthim?
NEO
Did he reachthe Source?

....

ORACLE
Yes.
NEO
Then why didn't he end the war?
ORACLE
He did what he was here to do. His path is not your path, Neo. Your path, I'm afraid, is much harder.
NEO
Why?
ORACLE
Because of the choices you've made.

He sighs,no way out.

NEO
What if I can't? What happens if I fail.
ORACLE
ThenZion will fall.

Seraph signalsto her.

ORACLE (CONT'D) *
Our time is nearly up. Listen to me, Neo. You can save Zion if you reach the Source, but to do that you will need the Key Maker.
NEO
TheKey Maker?
ORACLE
Yes. Some time ago he disappeared. We did not know what happened to him until now. He is being held prisoner by a very dangerous program, one of the oldest of us, He is called the Merovingian. And he will not let him go willingly.
NEO
What does he want?
ORACLE
What do all men with power want? More power.

From herpurse, she hands him a folded pieceof paper.

ORACLE (CONT'D)
Be there at that exact timeand you will have a chance.
SERAPH
We must go.

She stands.

ORACLE
Seems like every time wetalk all I got is bad news. I am sorryfor that, I surely am. But forwhat it's worth, you made abeliever out of me.

She winks.

ORACLE (CONT'D)
Good luck, kiddo.

He watches as they enter the maintenancebuilding and close the door just as there is a suddenpanic of beating wings as the black birds seem to frighten atonce, leaping into the sky.

79

EXT. TENEMENT PARK - DAY

Through the fanning flash of blackwings, Neo sees what seems like a ghost walking towards him.

AGENT SMITH
Mister Anderson.

Neo rises from the bench.

AGENT SMITH (CONT'D)
Did you get my package?
NEO
Yeah.
AGENT SMITH
Oh good.
80

INT.NEBUCHADNEZZAR- MAIN DECK - DAY

Morpheus doesn't quite believe whatthe screens are telling him.

MORPHEUS
Is that... Smith?
LINK
Whoever it is, he's not reading like an Agent.
78

EXT. TENEMENT PARK - DAY 81

smith walks right up toNeo. Plastic bags flutter, caught in the bare branches of trees likethe carcasses of rotted black birds.

AGENT SMITH
Surprised to seeme?
NEO
...no.
AGENT SMITH
Then you're aware of it?
NEO
Of what?
AGENT SMITH
Our connection.

A fact that is as repellentas it is undeniable.

AGENT SMITH (CONT'D) *
I don't fully understandhow it happened, perhaps somepart of you imprinted ontome, something overwritten or copied.It is at this point, irrelevant.What matters is thatwhatever happened, happened for areason.
NEO
What reason is that?
AGENT SMITH
I killed you,Mr. Anderson. I watched you die,with a certain satisfaction, Imight add, and then somethinghappened, something that I knew was impossible.But it happened anyway.

He still can't believe it.

AGENT SMITH (CONT'D) *
You destroyedme, Mr. Anderson. Afterward, I knewthe rules, I understood whatI was supposed to do, but I didn't.I couldn't. I was compelledto stay, compelled * to disobey, andnow here I stand, because ofyou, Mr. Anderson.

He steps closer and Neo doesnot back away.

AGENT SMITH (CONT'D) *
Because of you, I am no longer an Agent of this system, because of you I have changed. I am unplugged, a new man, so to speak, like you, apparently free.
NEO
Congratulations.
AGENT SMITH
Thank you but as you well know, appearances can be deceiving, which brings me back to the reason why we are here; it is not because we are free, we are here because we are not free. There is no escaping reason. No denying purpose because, as we both know, without purpose, we would not exist.

AnotherAgent Smith appears, continuing thedialogue.

AGENT SMITH (CONT'D) *
It is purpose that created us.

Neo turnsas another Smith appears.

AGENT SMITH (CONT'D) *
Purpose that connects us.

Agent Smiths gather around Neo like blackbirds swarming to seed.

AGENT SMITH (CONT'D) *
Purpose that pulls us--
AGENT SMITH (CONT'D) *
·Thatguides us--
AGENT SMITH (CONT'D) *
Purpose that defines--
AGENT SMITH (CONT'D) *
Purpose that binds us.
FIRSTSMITH
We are here because of you,Mr. Anderson. We are here to takefrom you, what you tried to takefrom us.

He stabshis hand into Neo, his fingersburying into Neo's chest.

___;

FIRST SMITH (CONT'D) *
Purpose.

The joltof Smith sears into him, his code spreadinglike a cancer,metastasizing with binary speed.

Stunned,Neo looks down at the darkness that beginsto cover him.

79

INT.NEBUCHADNEZZAR - MAIN DECK - DAY 82

Linktries to translate the code that is describingwhat it can'tdescribe.

TRINITY
What is happening to him?
LINK
I don't know.
80

EXT.TENEMENT PARK - DAY 83

Neobegins to panic, fear clouds his eyes.

AGENT SMITH
Yes, that's it. It will be over soon.

Focusingthe entirety of his will, Neo slowlytakes hold of Smith'sarm.

The Smithsall look at each other, sim11JtauernisJy experiencingthe same disbelief.

Theblackness spreading like liquid obsidiansuddenly stops asNeo summonsa final surge and shaking fromthe effort, ripsthe fingers from his chest--

Severingthe connection, the darkness instantlyevaporating.

Theother Smiths immediately attack as--

Neoretreats, panting, trying to regainhis center, flipping backover the bench to catch his breathbut--

The Smithshurl at him, hands and fistsattacking from every angle, stabbingand grabbing, groping forany hold as--

Neoblocks, twists and kicks like adervish, desperate to keepthem from connecting.

81

EXT. TENEMENTACROSS THE PARK - DAY 84

Acrossthe park, a woman with a strollerstares at the fight, nearlyparalyzed with fear until--

Her face blistersopen, transforming into Agent Jacksonwho barely has timeto grab his gun before another Smith spins him around.

AGENT JACKSON * You?!

AGENT SMITH
Yes.Me.

Smith jams his fistinto his chest, copying himself ontothe Agent.

AGENT SMITH (CONT'D)

Me.Me. Me.

The sunglasses snapinto place.

AGENT SMITH (CONT'D) *
Me too.
85

EXT. TENEMENT PARK DAY

They go to jointhe clutch of Smiths tightening aroundNeo, their numbers nowdoubled.

Neo thrashes atthe surrounding frenzy like a man ina cloud of hornets. A crushingkick opens the space aroundhim for a moment and with aheave, Neo uproots a fence post.

He whips it aroundhim like a crude irgaak, cuttinghuge swathes of Smithsaway, metal ringing againstbone.

Smith scans thepark, gritting his teeth.

SMITH
More.

Neo spins in timeto see Smiths pouring from anearby tenement.

86

EXT. TENEMENT PARK- BASKETBALL COURT - DAY

A man screams ashe tries to clamber up the fencesurrounding a basketball courtnearby, hands hauling him backdown, when the fence door burstsopen against another Smithhorde.

87

EXT. TENEMENT PARK- DAY

The courtyard isoverrun by the seemingly endlessmob and their relentlessattack begins to overwhelm Neo.

88

INT. NEBUCHADNEZZAR- MAIN DECK - DAY

Trinity can't standit~

TRINITY
Come on!Get out of there!
86

EXT. TENEMENTPARK - DAY 89

Almost buriedbeneath Smiths, Neo seems to hear her. screamingwith Herculean effort, he hurls himself upward, reaching forthe freedom of the sky but--

The Smithsrefuse to let go.

Togetherthey rise; a twisted knot of bodies uncoilingas it bends up intothe air--

Several Smithsslip off, others leap up to grab on--

The last snatchingonto the lowest Smith's ankle as--

Neo dragshis chain skyward.

87

EXT. CITYSCAPE- DAY 90

The Smithscling to him, arms and legs wrappedlike stranglingvines around the trunk of a tree astheir fingers dig, gouging,slowly sinking into his skin.

Neo triesto shake them loose, jack-knifing, suddenly reversinghis direction as--

The ankle-holdingSmith is whip-snapped free--

Thrown spinningthrough open space until smashinginto the glasswall of a skyscraper.

,Still,Neo cannot get free.

Like adevil perched on his back, the Smithnearest his ear smiles.

AGENT SMITH
Itis ...inevitable.

Fingers sinklike vampire fangs into Neo'sneck.

The blacknessspreads, enveloping his face,one eye covered as theother eye seems to go dead and hisflight becomes a fall--

Plungingwith his comet-tail of Smithsto the city below.

~, b~ INT.NEBUCHADNEZZAR - MAIN DECK - DAY 91

Trinitycovers her mouth.

TRINITY
Oh no.
92

EXT. TELEVISION SUPPLY HOUSE - DAY

Thechain of bodies smash down, exploding throughthe roof.

93

INT.TELEVISION SUPPLY HOUSE - DAY

Theybreak through, falling into the centerdisplay, toppling stacksof screens.

Neo's eyes focus as the collision severs Smith'sconnection andhe leaps to his feet.

Beforethe Smiths can reach for him, Neo leapsinto the air, soaringthrough the hole in the ceiling.

TheSmiths stand, the image surreally fillingup the monitors through the store's live camera feeds.

A woman screams as Smith stabs his fingersinto her neck.

94

INT.NEBUCHADNEZZAR - MAIN DECK - DAY

Neo is jacked out, Trinity sliding theneedle from his skull port.

TRINITY
Are you all right?

He nods.

MORPHEUS
It was Smith.

NEO

MORPHEUS
Now there's more than one?
NEO
A lot more.
MORPHEUS
How is that possible?
NEO
I'm not sure but somehowhe's found a way to copyhimself.
MORPHEUS
Is that what hewas doing to you?
NEO
I don'tknow what he was doing but I knowwhat it felt like.
TRINITY
What?
NEO
It feltlike I was back in that hallway.It felt like.•. dying.
91

INT. ZION -COUNCIL CHAMBER - DAY 95

A large circularroom with windows near the top of Zion.

The twelvemembered Council sits behind a curvedtable. The Council ismostly women and only Hamann is pod-born.One of the women isbreast-feeding.

The room ispacked and includes the Captains andcrews of every ship.

Flankedby his war advisors, Captain Mifuneamong them, CommanderLock is addresses the Council.

LOCK
The Machines are tunneling to avoid our defense system. But I believe they will intersect certain pipelines in order to control them. These points of intersection are crucial becauseI believe they are vulnerable to counterattack.

Niobe sitsjust behind Lock with her crew.

LOCK (CONT'D)

Although it has been suggested that this is the same kind of attack we have defended foryears, I urge the council to realizethe truth: this is the single greatest threat we have ever faced andif we do not act accordingly,we will not survive.

Theoldest councillor answers.

COUNCILLOR DILLARD
Commander Lock, the councilis well aware of the seriousnessof this attack. You have ourleave to prepare our defense by anyand all means necessary.

63~

LOCK
Thank you,Council.
COUNCILLOR DILLARD
However,we ask if there has been word fromthe Nebuchadnezzar?
LOCK
No councillor,no word. Nothing.
COUNCILLOR WEST
Thenwe request a ship be dispatchedto ascertain the fate ofthe One.
LOCK
Iwish it were possible, Councillor, but I do not believe our defense can suffer the loss of another ship--
COUNCILLOR WEST
It will Commander, if it must.
LOCK
But it could take a single ship days to find the Nebuchadnezzar.
COUNCILLOR DILLARD
Then send two.
LOCK
This is insane!
COUNCILLOR HAMANN
Careful, Commander.

Locktries to reign himself in.

LOCK
Forgive my frustration, councillors, I wish I was ableto comprehend the Council's choiceon this matter.
COUNCILLOR WEST
Comprehension is not a requisite of cooperation.
LOCK
If you are asking me toorder two of my Captains--

64~

COUNCILLOR DILLARD
There is no need for suchan order. The captains arepresent. They can answer for themselves.

Sheaddresses the room.

COUNCILLOR DILLARD (CONT'D) *
The Council is calling fortwo volunteers to aid the Nebuchadnezzar. Are theretwo among you thatwould answer such a call?

Almost immediately one stands.

SOREN
Captain Soren of theVigilant will answer the Council's call.
COUNCILLOR DILLARD
You understandthe situation, Captain Soren?
SOREN
Yes, ma'am. The Oneneeds our help.
COUNCILLOR DILLARD
Thank you, Captain.Is there another?

There is a nervous silenceas the crews look to one another. Bane leads forward to CaptainBallard.

BANE
Captain, I thinkwe should volunteer.

MALACHI * What? You havegone crazy.

BANE
Listen--
BAILARD
Shut your hole,Bane, or I'll put you in one.

Malachi pulls Baneback into his seat.

COUNCILLOR DILLARD
Is there no other?
LOCK
It is hard for anv man to riskhis life, especially when hedoesn't understand the reason--
NIOBE
Captain Niobe of the Logoswill answer the Councillor's call.
LOCK
What? Nol
COUNCILLOR DILLARD
Thank you, Captain Niobe. Commander Lock, you haveyour orders. This Council is hereby adjourned.
LOCK
Niobe, what are you doing?
NIOBE
What I can.
LOCK
Why?1
NIOBE
Because some things never change, Jason... And some thingsdo.
96

INT. STOCK EXCHANGE SKYSCRAPER - DAY

An enormous clock governs the toweringlobby of glass and gleamingmetal: a cathedral of commerce.

People clothed in the status quo movethrough familiar lunchtimepatterns.

From above, three figures move acrossthe lobby, disrupting the patterns like an opposing chargethrough iron filings.

Neo, Trinity, and Morpheus glide intothe elevators. Several people start to get on but Morpheus stopsthem with a small shakeof his head.

97

INT.STOCK EXCHANGE SKYSCRAPER - ELEVATOR- DAY

Neo is reading the code of the building.

MORPHEUS
What can you see?
NEO
It's strange, the code is somehow different.

..

MORPHEUS
Encrypted?
NEO
Maybe.
TRINITY
Is that good for us or bad for us?
NEO
Well, it looks like every floor is wired with explosives.
TRINITY
Bad for us.

The elevatorstops.

MORPHEUS
Here we go.
94

INT.LE VRAI RESTAURANT - DAY 98

A very exclusiveFrench restaurant. Hyper-nouveauwith a deificview and the accompanying tones of etherealstring music.

A slickonanistic maitre d' stops them.

MAITRE D'
<<May I help you?>>
MORPHEUS
Yes. We are here to speak withthe Merovingian.
MAITRE D'
Ah yes. He is expecting you. Follow me.

They areled past the power lunches towardthe far wall of tinted greenglass which casts a money-coloredhue over the city below.

A smallIndian man is escorted away by abig bald man from a * raisedtable, where Neo immediately recognizesthe Merovingian.

The Indiancatches Neo's attention but quicklyaverts his eyes.

Neo whispersto Trinity.

NEO
Remember, he's not human. Noneof them are.

67~

Trinity nods.

The Merovingian smiles,gesturing to them. He is aperfectly preserved matureman who speaks with a French accent.There is a sharpnessthat extends through every part of him,from the cut of his suitto his razor thin smile; he is likea surgeon's blade.

Beside him is hiswife Persephone; sex and death squeezed into a woman'sbusiness suit made of latex.

There are fourothers gathered around them. Two ofthem are twins; pale ghost-likebeings with black painted fingernails. The other two,blood-drinkers, wearing outfits that seema cross between amortician and a rock star.

There is an easein the postures of all of them, a confidence that suggests asated animal regarding something itconsiders its prey.

MEROVINGIAN
Herehe is, at last, Neo, the One himself.Right? And the legendary Morpheus.And of course Trinity, <<sobeautiful it causes me to sufferpain.>>

He kisses herhand.

MEROVINGIAN (CONT'D) *
I haveheard so much, you honor me.Please. Sit. Join us. This is my wife,Persephone.

She smiles,her eyes hidden behind sunglassesbut obviously staring onlyat Neo.

MEROVINGIAN (CONT'D) *
Somethingto eat? Drink?

He smiles.

MEROVINGIAN (CONT'D) *
Of course,such things are contrivances,like so much here, forthe sake of appearances.
NEO
No,thanks.
MEROVINGIAN
Yes,of course. Who has time?Who hastime? But then, if we do not evertake time, how can we ever havetime?

He smiles again, pouringhimself a large glass of wine.

MEROVINGIAN (CONT'D) *
Oh, ChateauHaute Briond '59. Magnificentwine. I love French wine. LikeI love the French language. Ihave sampled every language.French is my favorite. Fantastic language,especially to cursewith.

He lets loose astring of French expletives.

MEROVINGIAN (CONT'D) *
You see?Like wiping your ass with silk. I loveit.

He drinks.

MORPHEUS
Youknow why we have come?
MEROVINGIAN
I ama trafficker of information. I knoweverything I can. The questionis, do you know why you are here?
MORPHEUS
We are looking for the Key Maker.
MEROVINGIAN
Yes,this is true, the Key Maker, of course,but this is not the why,this is not the reason. The KeyMaker himself, his very nature, isa means, not an end. So to lookfor him is to be looking fora means to do what?
NEO
Youknow the answer to that question.
MEROVINGIAN
But doyou? You think you do, but youdo not. You are here because youwere sent here. You were told to comehere and you obeyed. This is,of course, the way of all things.

The wine swirlsabout his glass.

MEROVINGIAN (CONT'D) *
There is only one constant,one universal. It is the onlyreal truth; causality. Action, reaction. Cause and effect.
MORPHEUS
Everything begins with choice.
MEROVINGIAN
No. Wrong. Choice is an illusion created between thosewith power and those without. Lookthere, at that woman, my god, just lookat her.

He aches while gazing at an attractivewoman in a business suit.

MEROVINGIAN (CONT'D) *
Effecting everyone aroundher, so obvious, so bourgeois, soboring, but wait...

Persephone's jaw tightens.

MEROVINGIAN (CONT'D) *
Watch, you see, I sent adessert, a very special dessert. Iwrote it myself.

A waiter sets a beautiful dessertin front of the woman. The men at the table smile as she liftsa delicate forkful of dark chocolate.

MEROVINGIAN (CONT'D) *
It starts so simply, eachline of the program creating an effect, like poetry.

Her lips close around the fork asa luxurious richness spreads through her.

MEROVINGIAN (CONT'D) *
First, a rush, heat,her heart flutters, a dizziness,her palms begin to perspire. You cansee it, Neo, yes?

She sips from a glass of waterand as she sets the glass down we see her as code, burningwhite rivulets racing like goose- bumps down her arms.

...

95

'..

.. I

M:C:ROVINGIAN(CO:lT'D) * She can'tunderstand? Why? Is it :.hewine?No. But what then? Wha:

96

I..~3THEREASON'?

There is 3.gleamin his eyes as he watches her.

MEROVINGIAN (CO:lT'D)
Soonr itdoesn't matter. Soon the reason andthe why are gone and all thatmatters is the feeling itself.

The wcman shiftsin her chair, smiling fair.tly,tryingto f::illcwtheconversatio:t.

MEROVINGIAN (CONT'D) *
This isthe nature of the universe.We struggle against it. We fight:o deny it but it is, of course,pretense. It is a lie.

She fidgets again,pulling at t:iehem of her skirt,crossing and uncrossinghe::clegsas we see her again ascode; a binary blaze ragingin her base chakra.

M3ROVD!GIAN (CCN':''D) * Beneathour poised appearance, the trutr.is:hat we are completely--

The fire-stormreaches the peak of its intensityand explodes.

MEROVI:lGIAN(CCN':''D) * Out,--

A bee swarm ofcode flies up from her pelvis--

MEROVl:lGIAN(CCN':''D) * Of---

Cctscadinglikewater down her legs in shimmeringwaves.

JVc.EROVINGIAl,ICONT'D) * Control. ' ·

Gather:.r,gherpurse,sh" smiles politely c1ndriBesto go to ~he ladies' room.

P.EROVINGIAK!CONT'=iI * CauBality.There is'no escape from it. We areforever slaves to it. Our onlyhope, oi.:ronlypeace is to ucders~andit, to ~nderstand thewhy. W~y is wha~ separates u2 from them,you from :ne. ~MORE)

MEROVINGIAN (CONT'D)
Why is the only real source of power. Without it, you are powerless.

Contemptdrips from him.

MEROVINGIAN (CONT'D)

This is how you come to me, without why, without power. Another link in a chain. But fear not, since I have seen how good you are at following orders, I will tell you what to do next. Run back and give the fortune teller this message: her time is almost up.

He pushesaway from the table.

MEROVINGIAN (CONT'D) *
Now I have real business so I say adieu,goodbye--
NEG
Thisisn't over.

Ohyes it is. The Key-Maker is mine. I see no reason to give him up.No reason at all.

PERSEPHONE
Where are you going?
MEROVINGIAN
Please,my dear, I told you. We are allvictims of causality. I drinktoo much wine. I must take a piss.Cause and effect.

With an aifableshrug, he is gone.

The four killersand the large bald man surroundMorpheus, Neo and Trinity.One of them reaches for her shoulder.

TRINITY
Touchme and that hand will never touch anythingagain.
99

INT. STOCK EXCHANGESKYSCRL'.PER-HALLWAY/ELEVATOR- DAY

They are escortedinto the elevator. The threatenedtwin blows a kiss atTrinity as the doors close.

NEO
That didn'tgo so well.

-

,9 99

MORPHEUS
You're sure the Oracle said nothingelse?
NEO
Yes.
TRINITY
Maybe we did some~hing wrong?
NEO
Or didn't do something.
MORPHEUS
No. What happened, happened and couldnot have happened any other way.
NEO
How do you know?
MORPHEUS
We are still alive.

The elevatordings and they all stare stunned atthe open doors.

PERSEPHONE
If you want the Key-Maker, follow

• me.

Neo looksat Morpheus who smiles and follows.

100

INT. LEVRAI RESTAURANT - MEN'S ROOM - DAY

Her stilettoheels clack across the ceramic tile.A man at a urinal nearlyzippers off his dick when he seesher.

PERSEPHONE
Getout.

He stumblesby the three as they follow her in.

PERSEPHONE (CONT'D)

Iam so sick and tired of his bullshit. On and on. Pompous prick.

She touchesup her makeup, looking into themirror.

PERSEPHONE (CONT'D)

A longtime ago, when we first came here, it was so different.He

• was so different. He was like

you ...

73~

Sheturns to Neo.

PERSEPHONE (CONT'D) *
I'll give you what you want but you have to give me something.
NEO
What?
PERSEPHONE
A kiss.
TRINITY
Excuse me?
PERSEPHONE
I want you to kiss me as if you were kissing her.
NEO
Why?
PERSEPHONE
You love her. She loves you. It's allover you both. A long time ago I knewwhat that felt like. I want to rememberit. I want to sample it. That'sall. Just a sample.

Trinity whipsout a gun.

TRINITY
How aboutyou sample this instead?
MORPHEUS
Trinity!
PERSEPHONE
Such emotionover somethinq so small. It's justa kiss. It is nothing.
NEO
Why shouldwe trust you?
PERSEPHONE
If I don't deliveryou to the Key- Maker, she cankill me.

Neo thinks for a moment,feeling trapped.

NEO
All right.
PERSEPHONE
Butyou have to make me believe. I am her.
NEO
All right.

He closes hiseyes but can feel Trinity's stare. Persephone waits for his lipsto touch but as they do--

PERSEPHONE
Terrible.Forget it--
NEO
Wait.Okay.

She waits againand this time in his mind he conjures Trinity, givinghimself as he would to her.

Persephonemelts from the heat of the kiss, her eyelanguidly opening toenjoy the effect the kiss is having onTrinity.

PERSEPHONE
Yesss.That's it. That's it.

Neo looks atTrinity who turns to Persephone.

PERSEPHONE {CONT'D)

I envyyou. But such a thing is notmeant to last.

Trinity grindsher teeth, her thumb still on thehammer of her gun.

PERSEPHONE {CONT'D) * Comewith me.

99

INT. LE VRAIRESTAURANT - KITCHEN - DAY 101

She leads themthrough the back of the kitchen,down a hall and into a smalloffice.

100

INT. LE VRAIRESTURANT - OFFICE - DAY 102

She takes akey from her purse and inserts it inwhat appears to be a closetdoor until she opens it--

101

INT. NEBUCHADNEZZAR- MAIN DECK - DAY 103

Link shakeshis head.

LINK
Not again.

7C '~.

104

INT. THE MEROVINGIAN'S CHA'REAU- FOYER- DAY

They enter the elaborate foyer ofa chateau that is at once modern and classical, stylish thougha bit excessive.

A long hall splits a curving stairwell,with armaments throughout the ages decorating thewalls.

They follow Persephone, the clickof her heels like a metronome.

105

INT. THE MEROVINGIAN'S CHATEAU -LIBRARY - DAY

Two Exiles are draped across leatherbarca-loungers, watching "Brides of Dracula." They prickup nervously at the sight of the three strangers.

PERSEPHONE
It's all right, boys. They'rewith me.

They relax a little.

PERSEPHONE (CONT'D) *
These fellas work formy husband. They do his dirtywork. They're very good. Very loyal,aren't you, boys.
EXILES
Yes, mistress.
PERSEPHONE
They come from amuch older version of the Matrixbut like so many back then, theycaused more problems than they solved.

They snigger at each other.

PERSEPHONE (CONT'D) *
My husband savedthem because they are notoriously difficultto terminate.

She reaches into her purse andpulls out a beautiful little gun.

PERSEPHONE (CONT'D) *
How many peoplekeep silver bullets in theirgun?

Click. Boom. She blows a holein the nearest Exile, blood speckling the big screen TV.

She turns the gun on the other.

PERSEPHONE (CONT'D) *
You caneither run to the restaurantand tell my husband what Ihave done or you can sit there anddie.

He lunges for thedoor.

PERSEPHONE (CONT'D) *
He's in theladies room.

She throws open adoor in the wall of books.

PERSEPHONE (CONT'D) *
Hurry.
104

INT. THE MEROVINGIAN'SCHATEAU - BASEMENT - DAY 106

It feels like a medievaldungeon lit by halogen spots instead of torches. They appearto be following the faint soundof grinding metal.

She pulls a heavy ironbolt from one of the doors, opening it. Inside is a surreallocksmith shop; a key seeminglyfor every lock in theworld.

An older Japaneseman wearing glasses and a visor stops grinding his latestkey.

NEO
My name isNeo.
KEY MAKER
Yes. I amthe Key-Maker. I have been waitingfor you.
105

INT. THE MEROVINGIAN'SCHATEAU - GREAT HALL - DAY 107

As they rush from thelibrary into the great hall, the Merovingian and hismen charge in through the front door.

Guns leap into every handexcept Neo's.

The Merovingian is overwhelmedby what he sees, almost working himself to tears.

MEROVINGIAN
My God! My God!Persephone! How could you dothis! You betray me!

A nearly indecipherablestring of French obscenities choke him as she calmly walkstoward him.

PERSEPHONE
Cause and effect,my love.
MEROVINGIAN
What cause! There is no cause for this! What cause!
PERSEPHONE
What cause? How about the lipstick you're still w~aring?
MEROVINGIAN
Lipstick? Lipstick? What craziness are you talking about, woman? There is no lipstick.

He wipes at his mouth, checking, butthere is nothing.

PERSEPHONE
She wasn't kissing your face,my love.
MEROVINGIAN
AIEE! Woman-- This is nothing! C'est rien. Rien! It is onlya game! A game!
PERSEPHONE
So is this.

Her smile cuts like a razor blade. She sauntersout the door.

PERSEPHONE (CONT'D) *
Have fun.

The Merovingian tries to gather himself.

MEROVINGIAN
All right. All right. Enough.Let us find out where this goes.You two, get the Key Maker.

The Twins nod and immediately phase.They become transparent, likeghosts, and walking forward, theyslowly sink beneath the floor.

TRINITY
That's a good trick.

Neonods.

KEY MAKER
I cannot go back.

Heturns and runs in the opposite direction.

NEO
You two go after him. I'llhandle them.

7:::.

Morpheus chase after the Key Maker.

M.EROVINGIA'J
You'll ''handle''~s?0 Handle"us? You knowyour predecessors h.ad muctimorE?respec·~.

hey all openfire, emptyir.gevery clip.

~Neo'ssmall gesturestops them dead; a cloud o::smokinglead

106

,THATC::_A.TTERSHARMLESSLYTOTHEMARBLE::LOOR.

VlEROVINGIAN(CON~'D) Okay. You have so:nes:.<::'..ll.

-tvNeosnapsopen:,iscoat, settliog intc a :::alrr:,defensive 5position. ,;;;t( "'i: MEROVINGIAN {CCN':''D) i1.i~- Kill him. ,~, ~J,' XThedobermenattack. if-, t Theyarekilling mac:iines,every part of them,a weapon ~deliveredwith murderous intent but--

Nee isNeo and holds his ground as no one can.

IN'I.THEMERGVINGIAN'S '.:'.HATEAU-HALLWAY-DAY 108 *

Key Makerhurries '::hroughseveralconYiectingpassageways untilhe reaches a door at the bottom cfseveral steps.

He searchestr.roc1ghakey ring as Morpheusand Trinity race ..towardshim.

TRINITY
Wait! Where are you going?

They arealmost to him when Twin One risesup through the floorlike gas from a sewer grate.

Morpheu3stops aridgrabs a sarr.uraiswordfromthe wall.

TrinityrurJSthrough the ghost cf 'I',1in'Iwowhojustbeginsto emerge.

KEY!1AKSR Anot.herway. A~ways anotherway.

TheKey t-Cakerunlocki;the:loorjust asi'>NinOneis able to phaseback, becoming co~pcreal, lun9ing2t them as they race throught:h.2doorinto--

109

INT.UNDERGROUND GARAGE - DAY

The lowest level of a massive concreteurban car park which is mostly empty save for the Merovingian'sbeautiful car collection.

KEY MAKER
Close it, Close it,

Morpheus tries to slam it shut but TwinOne manages to just wedge his arm between the door and the jam.

KEY MAKER (CONT'D) *
We must close it.

Trinity whips out a gun, pressing itto the Twin's arm. He looks calmly at his brother who is justnow clearing the floor.

TWIN ONE
Could we move along?

Trinity opens fire, blasting away athis arm like an ax whacking at a tree as--

Twin Two runs at the door; diving andphasing--

He sails through his brother, throughthe door, through Morpheus and Trinity before phasingback, somersaulting up to his feet.

KEY MAKER
Run.

A straight razor flashes open andTrinity unloads a few rounds but the moment she fires,he phases, the bullets passing harmlessly.

The gun clicks cpen and he att.sr,ks--

She tries to stop him, hands and feetparrying the whistling blade but he is too fast--

A slash of red opening in her blackvinyl armor--

Stunned, she is twisted into ahold, the razor leaping to her throat.

TWIN TWO
Step away from the door.

Morpheus does and Twin One enterswith his mangled bloody arm. Twin Two whispers to Trinity.

TWIN TWO (CONT'D) *
We owe you for that.

r-

Twin One phases and hisarm re-gathers, re-forms like an idea being remembered.

TWIN ONE
Just likenew.
TWIN TWO
Drop yourweapons.

Morpheus tightens hisgrip on hi~ gun and his sword.

MORPHEUS
I'd ratherdrop you.

He fires, his aimtrue; the bullet sizzling through the Twin's phased foreheadbut in that instant--

Trinity is ableto tear free, drawing her last gun as she does.

One of the carssuddenly roars to life.

MORPHEUS (CONT'D)

We have to stay with him.

TRINITY
What aboutNeo?

MORPHEUS

• He canhandle himself.

110

INT. THE MEROVINGIAN'SCHATEAU - GREAT HALL - DAY

The battle escalatesto insanity; acrobatic, rule-bending attacks andequally impossible defenses.

Weapons fromthe ages are grabbed from thewalls and the Great Hallfills with the sounds of ringing steel.

A seriesof incredibly fast blows, each one comingwith blurred fury,ends when a slash opens Neo's hand.For a moment, everyone is too stunned to move, unsureif to believe ituntil--

Blood dotsthe tile.

MEROVINGIAN
You see? He is just a man.

Neo rises;a Neo we remember from the subway.His jaw tightens,now he's pissed.

They charge and this time he flips up andaway--

Landing, his hands immediately begin conjuring,summoning his chi,creating a ball of energy--

Thatwe glimpsein Matrix code, his hands swirlingthe code, exciting it,heating it into a bristling ballof electricity which--

He hurls atthe oncoming attack--

A cannonballthat blasts one of them back,burying him in the oppositewall.

Neo flipsfree again, bouncing off anotherwall, while his hands reachout, calling for weapons--

That flyto him.

It is nowNeo that is attacking and the Exilesthat are fighting fortheir lives.

He is an unrelentingfury which lays wasteto anything foolish enoughto get in his way.

The baldman is the last to fall. Neo turnsto the Merovingianwho seems ready to burst intotears or laughter.

MEROVINGIAN (CONT'D) *
Goddamnit, woman! You will bethe end of me.

Neo dropshis weapons as the Merovingianturns to him.

MEROVINGIAN (CONT'D) *
Mark these words, boy, mark them well. I have survived your predecessors and I will survive you.

Spinning onhis heel, he marches to the frontdoor.

It takesNeo only a moment to realizewhat is going to happen and he fliesat the door just at the Merovinqianslams it shut so that--

111

EXT. THE MEROVINGIAN'SCHATEAU - MOUNTAIN RANGE- DAY

Neo explodesthrough it and finds himselfoutside the chateau in the middleof some snow capped mountainrange.

He rushesback inside.

112

INT. UNDERGROUNDGARAGE - DAY

The Twins rushafter Trinity and Morpheusas they race to the car startedby the Key Maker.

Trinity divesinto the driver's seat asMorpheus slides along the hood and slipsinto the passenger seat.

Trinity stomps on the gas--

Aiming for the closestTwin who phases to avoid being crushed, part of himpassing through the inside of the car--

His ghost razor flailinguselessly at their throats.

113

INT. THE MEROVINGIAN'SCHATEAU - HALLWAY - DAY

'

Neo hears the screech oftires and hurries.

114

INT. UNDERGROUNDGARAGE -DAY

Trinity lays down a smokingtrail of rubber heading for the exit ramp as--

Twin Two turns just in timeto see Neo racing for the door, a hair too late--

Slam.

115

EXT. THE MEROVINGIAN'S CHATEAU -MOUNTAIN RANGE - DAY

Neo shoulders out the back doorof the chateau into another picturesque view.

NEO
Shit.

1\6 INT. UNDERGROUNDGARAGE - DAY 116

The Twins climb into anothercar, the scream of Trinity's tires still audible.

117

INT. NEBUCHADNEZZAR - MAIN DECK -DAY

Link is pounding keys bloody, tryingto keep track of what is happening. A call comes in.

LINK
Operator.
NEO (V. 0.)
Where am I?

LINK * You won't believe thisbut you're * all the way up in themountains. *

118

EXT. THE MEROVINGIAN'S CHATEAU -MOUNTAIN RANGE - DAY

Neo stands in a mountain vista. *

NEO
Really? *

LINK (V. 0.)

It's goingto take me a while to

get upan exit-- oh shitl

NEO
What? *

LINK (V.O.)

ThoseTwin things are after

Morpheus andTrinity and I got no way to getthem out. *

NEO

Where arethey?

LINK (V .0.)

Middleof the city, five hundred

milesdue south.

Neo cocks himselflike the hammer of a gun, then explodes

upwards, tearingacross the pale sky. *

118A

INT. NEBUCHADNEZZAR MAIN DECK - DAY

Link just losthim.

LINK

Neo!Neo? Man, that up, up and

away shitstill freaks me out. *

119

EXT. UNDERGROUNDGARAGE EXIT - DAY

Trinity's carcomes flying out from the dark mouthof the underground garage,bottoming out in a damburst ofsparks, tire-squeal fillingthe concrete urban underworld.

120

INT. CAR - DAY

Morpheus dialslonq distance on the car phone.

LINK (V.O.)
Operator.
MORPHEUS
Getus out of here, Link.
LINK (V .0.)
Thatwon't be easy, sir. *

MORPHEUS * Iknow. We're inside the core * network. *

LINK * Yes, sir. The only exit I gotnear * you is the Winslow overpass. *

83A.

-

MORPHEUS

Off t:hefreeway.

Trinity hears theword andshoots a look at him. *

LINK (V .0.) *
Yes, sir. *

MORPHEUS

Fine, we'llmake it.

LINK (V.O.)

Sir, I think I shouldsay-- oh

shit! Look outbehind you!

Before Morpheus can turn,the Twins' s.u.v. slams into the

back of Trinity's car.

119

INT. S.U.V. - DAY 120A

Twin One rams a clip intoa machine gun, jacks home the first * round and stands upthrough the sun roof. *

120

INT. NEBUCHADNEZZAR -MAIN DECK - DAY 12GB

Link sees it allhappening.

LINK

Incoming fire! *

121

INT. TRINITY'S CAR -DAY 120C

Morpheus barely hastime to say the word. *

MORPHEUS * Down. *

122

EXT. S.U.V. - DAY 120D

The Twin unloads theentire clip into Trinity's car,pock- * marking metal, shatteringglass. *

123

INT. TRINITY'S CAR- DAY 120E

A hailstorm of debris andshrapnel whistle around the

interior like lottoballs.

TRINITY

Hang on.

She throws the car acrossan intersection, weavingthrough * the cross-rushingtraffic. *

83B.

120F

EXT. INTERSECTION - DAY

Trinity's car slices betweena passing truck and the

following car which--

The Twins' s.u.v. smashesthrough, tearing off the back of

the car as a shark mightbite through the belly of a seal.

Twin One, jostled a little fromthe impact, glances at the * mangled automobile, turnsback and smiles.

120G

INT. S.U.V. - DAY

His brother does the same. *

120H

INT. NEBUCHADNEZZAR -MAIN DECK - DAY

Link watches as the situationgrows worse. *

LINK * Oh no. This is gettingreal ugly,

real fast--

MORPHEUS (V. 0.) *
Link, do you seethis?

LINK * Yes, sir. There'san all points on * you. I make eightunits headed

your way. *

120I

INT. TRINITY'S CAR -DAY 1201

Trinity slashes throughanother intersection, revealing a * street with two policecars racing towards them. *

MORPHEUS * Any suggestions? *

120J

INT. NFBUCHADNEZZIIR-MAIN DECK - DAY

Link is pounding hiskeys furiously. *

LINK * Turn right! *

120K

INT. TRINITY'S CAR -DAY

The police cars swerveinto their lane, cutting themoff. *

MORPHEUS * Right. Now. *

Trinity cranks thewheel and the car bounds up overthe curb * and smashes througha fence. *

L

-

83C.

/EXT. OVERPASS PARKING LOT- DAY 120L

The Twins' S.U.V. lurchesafter them, followed quickly bythe

police cars.

130

INT. NEBUCHADNEZZAR- MAIN DECK - DAY 120M

Link finishes guidingthem.

LINK

Now straighthere, go through the

next fenceand you'll hit a

connectingtunnel to the 101.

MORPHEUS (V.O.)

Got it.

LINK

Sir, areyou sure about this? The

freeway, Imean. It's dangerous.

In fourteenyears of operating,

I've neverseen--

MORPHEUS (V.O.)

Link,what did I just tell you?

LINK

Yes, sir.I do, sir. The Winslow

overpass.It'll be ready for you.

MORPHEUS (V. 0.)

Goodman.

131

INT. TRINITY'SCAR - DAY 120N

Morpheus hangsup.

TRINITY

Youalways told me to stay off the

freeway.

MORPHEUS * Yes, that's true. *

He opensthe glove compartment and finds amini-machine gun. *

TRINITY * You told me it was suicide. *

He checksthe clip. *

MORPHEUS * Then let us hope, for all our * sakes, that I was wrong.

83D.

He snap-cocks the firstround into place as they racetowards

* l

the second fence--

1200

INT. OVERPASS PARKING LOT- DAY

Tearing throughthe chain link, leaping down the incline,

swerving onto the concreteramp that delivers them straight into the openmaw of the tunnel. *

120P

INT. NEBUCHADNEZZAR -MAIN DECK - DAY

Link takes a deepbreath. If he were a religiousman, he

would be offeringa prayer.

LINK

They're gonnamake it... They're

gonnamake it.

If he were a religiousman, he might think his prayerwas

about to be answeredwhen--

The phone rings. *

LINK (CONT'D) *
Operator? *
NIOBE (V.O.) *
Link, thisis Niobe. *

LINK * Niobe! *

120Q

INT. DILAPIDATEDWAREHOUSE - DAY

Ghost and Niobe areclimbing into their Firebird. *

NIOBE * We've been sentto bring you in. I * need to talkto Morpheus. *

LINK (V. 0.) *
Believeme, Niobe, he needs you. *

NIOBE * Where ishe? *

LINK (V .O.) *
Just followthe sirens. *
120R

INT. CONNECTING TUNNEL- DAY

Trinity leads the snakeof chasing cars, slicingback and * forth across thetunnel, trying to avoid thepummeling * barrage of the Twins'machine gun. *

83E. 120R

iMorpheusleans out the window, firing back, chewingup the

[front ofthe S. U. V.

r:rNT.COP CAR- DAY 120S

'The trailingpolice car responds to the main system.

COP

This is car 3-1-8 in pursuit onto

the 1-0-1. Repeat, they are approaching-- *

Suddenly,both cops seize violently as AgentThompson and

AgentJohnson commandeer their bodies.

Ahead,the freeway can be seen.

AGENT JOHNSON

We have them now.

AGENT THOMPSON

The Exile is the primary target.

84-86.

PAGES84-86 DELETED

SCENES121-134 OMITTED

136

EXT. FREEWAY - DAY 135

The Twins race up on herflank, trying to get a clear shot and Trinity pitches thecar across several lanes, ducking behind a pickup truck.

Twin One opens fire anyway,blowing apart the pickup, which almost collides with Trinitybefore cartwheeling into an embankment.

The Agents and other squadcars barely avoid the tangling knot of metal as the chasepresses on.

137

INT. S.U.V. - DAY 136

Twin Two guns the car upahead of Trinity, cutting her off. Twin One turns, facingback, coiling himself.

138

INT. TRINITY'S CAR - DAY 137

Morpheus realizes what isabout to happen seconds too late.

MORPHEUS
Move!

The phased Twin comes flyingout of the black s.u.v., an airborne spectre hurlingstraight at them--

Sizzling through thewindshield, soaring through Trinity and Morpheus like a bitter coldwind before--

Phasing back, slamming intothe back seat beside the Key Maker.

Morpheus spins to shootbut Twin One slashes at him with his razor--

The gun falling to the ground.

Twin One unleashes a furiousslashing attack, opening wounds on Morpheus' hands and armsslowly overcoming him until--

Morpheus grabs the seatbelt, wrapping it around the razor hand, pinning it to the side.

Twin One, scrambling, snatchesup the fallen gun--

Morpheus immediately grabbingthe barrel as they fight for control.

Trinity looks across thethree lanes of freeway as the Agents' squad car pullsup even with her--

138

EXT. COP CAR [AGENTS' CAR] - DAY

Agent Johnson smoothly swinging outhis window onto the car hood.

They all watch as he leaps--

139

EXT. FREEWAY - DAY

Heaving his body forward into ahigh diagonal arc across the road--

Slamming onto the car betweenthem. Its axles buckle and it careens off, airbag deployingbut not before Agent Johnson leapfrogs another two lanes ontoTrinity's car in a three point cat's crouch.

140

INT./EXT. TRINITY'S CAR -DAY

The hood craters under the impact,springs breaking, frame bending, metal wrapped inthe Agent's fist like a handful of hair.

Trinity fights for controlas Agent Johnson holds on as though bull riding,whip-drawing his gun with his free hand.

Morpheus, still locked armand arm with Twin One, yanks the gun hand between them andpulls the trigger--

Bullets spraying throughthe shattered windshield but--

Missing the dodging quicksilverfast Agent who twists and bends like a blade ofgrass in a hurricane.

Morpheus continuesto fire as Trinity bucks the car left, zagging right ontothe shoulder of the road, trying to shake him.

She slams on thebrakes and finallv Aaent Johnson is flunq free, skipping hardover the concrete-like roadkill-- -

Morpheus and Twin Onepitch forward, as Trinity poundson the gas pedal, barely avoidingtwo police cars that collide behind her, apollen cloud of debris filling the air.

Morpheus twists andturns, wrapping and snappingthe belt around Twin One'swrists--

Grabbing his sword,stabbing it though the seat.

As the blade pointreaches his gut, he phases and,without any purchase, fallsthrough the back of the car--

141

EXT. FREEWAY -DAY

Onto the stretchof freeway behind them.

He looksback, the S.U.V. bearing down onhim, gunning its engineas he phases, passing through thefront end, solidifyingin the passenger seat.

143

INT.S.U.V. - DAY 142

TwinOne looks at his brother.

TWIN ONE
We are getting aggravated.
TWIN TWO
Yes, we are.

• EXT. FREEWAY - EXIT RAMP - DAY 143 *

Agent Thompson opens fire as Trinity,barely in control * sweepsacross the lanes, bouncing againstthe concrete barrier.

She slices back, barely avoiding thecrash drums--

But Agent Thompson isn't as lucky. Hissquad car explodes against the detonating crash drums, smashinginto them, somersaulting over the reinforced embankmentin a spine- shattering collision.

As Trinity plows up the ramp, slammingalong the curved rail of steel and concrete--

Morpheus is buffeted by the centrifugalforce, sparks showering just behind them until--

144

EXT. FREEWAY OVERPASS DAY

They skid to a violent stop.

The Key Maker scrambles free as sirensclose in, flying up the interchange.

Morpheus sees it is the Twins atthe front.

MORPHEUS
Trinity, get him out of here!
TRINITY
Come on.

She looks out at the highwaybelow, hope rushing toward her.

TRINITY (CONT'D) *
Come on!

She grabs the Key Maker, almostthrowing him overthe railing as they jump--

145

EXT. TRUCK PAYLOAD -DAY

Crashing onto an enormousrattling truck, among the motorcycles chainedin place to the payload.

146

EXT. FREEWAYOVERPASS - DAY

The s.u.v. gathers speed likea falling comet, bearing down on Morpheus who standspoised, sword in hand like a scorpion's tail.

147

INT. S.U.V. - DAY

TWIN ONE
Crush him.

Twin Two floors it.

148

EXT. FREEWAYOVERPASS - DAY

Morpheus flexes into hisstance. The car is almost on top of him when he moves--

Sliding to one side, thecharging car passing him as the sword flashes, a strikewith no shadow.

The back tire explodes.

The S.U.V. careens out of controland crashes into Morpheus and Trinity's abandoned car,flipping over as--

Morpheus spins, guns flashingwith instinct speed.

Bullets tear into the s.u.V.'sbelly--

The fuel lines igniting, explodingbehind the airborne Morpheus, a sword wieldingdragon.

The tvJofleeing T\·Jinsarethro,.-1nintotheskyas thi?ypha,c::P; soaring away like untetheredhelium balloons.

149

EXT. TRUCK PAYLOAD - DAY

Trinity looks back and seesthe explosion on the horizon.

TRINITY
Morpheus.
150

INT. NEBUCHADNEZZAR - MAIN DECK- DAY

Link knows immediately what she'sthinking.

LINK
He's okay. Keep moving.
152

EXT. TRUCK PAYLOAD -DAY

151 *

I She turnsfrom the explosion, grabbing the KeyMaker.

TRINITY
Let's go.

She leadshim to the front of the truck where sheexamines the firstmotorcycle, then pulls out her phone.

153

INT.NEBUCHADNEZZAR - MAIN DECK - DAY 152

The callcomes through.

LINK
Operator.
TRINITY
I need a download to hot wire a motorcycle.
LINK
Not a problem, one crash course in--
TRINITY
Wait.
154

EXT.TRUCK PAYLOAD - DAY 153

TheKey Maker holds out a key to her.

TRINITY
Cancel that.

Shehangs up.

TRINITY (CONT'D)

You are handy.

Shestraddles the big bike.

TRINITY (CONT'D)

Jump on.

Nervously, the Key Maker climbs onbehind her as she shoots the chain tethering the beast andthrottles it. The back tire screamsfor mercy as she pops the clutch--

And the motorcycle blasts up the lastbit of cargo ramp, leapinginto the air--

Flying up over the cabin, the driverwatching them bounce down in front of him before rocketingaway.

DRIVER

Holy shit!

154

EXT. FREEWAY - DAY

Police sirens wail by the speeding bike inthe opposite direction.

Trinity weaves through the flow of cars and trucks using them as shields, racing for the exit but--

Agent Jackson targets her in a semi's rearviewmirror. *

As she tries to pass the semi, Agent Jackson hurls the truck * at her, running up over cars, almost pinning her against the farmedian but--

Trinitysqueezes through, the truck barreling after her down the freeway shoulder.

And Trinity dives behind another car that the semi nearly

flattens,slowing it down just enough--

To allow her to throw the bike almost perpendicular to the traffic, slipping through the rush of oncoming cars until--

She isgoing in the opposite direction--

Duckingback through the traffic as if dodging bullets.

From adistance we see her as Morpheus watches, standing swordin hand, black coat billowing atop an eighteen wheeler speedingtowards Trinity.

Themotorcycle races along the far shoulder until a convergingsquad car forces her back into traffic.

155 SCENE 155OMITTED 155 *

156

EXT. FREEWAY- DAY

Trinitystabs the bike a:r:-oundthef:r-cr..tofthetruck,s}i<:ins alongthe side screening her pursuers momentarily as--

Morpheusreaches down and snatches hold of the Key Maker--

Yankinghim on top of the truck.

157

INT. SQUAD CAR- DAY

The Agentswatch as Trinity slashes away, dodging up anon ramp.

-

AGENT THOMPSON * She means nothing.

AGENT JACKSON
Find the exile.

Agent Thompson touches his earpiece. *

AGENT THOMPSON * We have them. *

158

EXT. AGENT OVERPASS DAY

An abandoned squad car idles on theoverpass as the truck carrying Morpheus and the KeyMaker rushes toward us.

159

EXT. EIGHTEEN WHEELER - DAY L::>9

As the truck barrels beneath, Agent Johnsonlands with a booming thud just behind Morpheuswho immediatelyattacks, blade slashing, gun blasting but--

The Agent is too fast, disarming him,though Morpheus continues to fight using every ounce ofhis strength, every bit of his skill--

But it is not enough.

AGENT JOHNSON

• You have caused enough damage.It

is time for you to die.

The Agent goes to finish him, butMorpheus leaps up and over him, landing off balance on the veryedge of the trailer.

Inertia carrying him backwards, he falls--

160

EXT. NIOBE'S CAR - DAY

But lands with a soft crunch on the hoodof a car breaking his fall.

He looks at the driver. It is Niobe.

NIOBE
Got you.
161

INT.NEBUCHADNEZZAR- MAIN DECK - DAY

Linkcan't believe it.

LINK
She's good.
162

EXT.FREEWAY - DAY

Morpheus points, Niobe nodding.

NIOBE
Hang on.

Theengine revs and she circles the truck,passing it as--

163

EXT.EIGHTEEN WHEELER - DAY

Agent Johnson crosses toward the Key Maker.The Key Maker standsand slowly counter circles around theAgent, watching thempass through the corner of his eye.

AGENT JOHNSON
You are no longer necessary.
KEY MAKER
We do only what we are meant to do.
AGENT JOHNSON
Then you are meant for one more thing.

TheAgent's shadow eclipses the Key Maker.

AGENT JOHNSON (CONT'D) *
Deletion.
164

EXT.FREEWAY - DAY

Niobe'scar pitches in front of the truck as,Morpheus turns and runsup the windshield, leaping into theair--

A flyingeagle--

165 RY'T_RT~R'T'RRN\f\THRRT.KR-DAY 1r;s *

Deliveringa thunderous kick square into thechest of the AgentJohnson--

That sendshim hurtling straight into a oncomingtraffic--

166

INT. EIGHTEENWHEELER - DAY

Only tore-emerge into the body of the truckdriver.

Agent Johnsonwrenches the wheel, smashingthe truck into Niobe's car,bucking it skittering into themedian.

Morpheus andthe Key Maker fight to hold on.

95~

167

INT. SEMI TRUCK -DAY

The startled truck driverup the road is again corranandeered * by Agent Jackson,who whirls the wheel, arcing the big rig in a wide CT-turn,racingit back against traffic.

168

INT. EIGHTEEN WHEELER- DAY

Agent Johnson smiles. *

169

EXT. EIGHTEEN WHEELER- DAY

Morpheus sees the semiup ahead, picking up speed, barreling at them.

MORPHEUS
Neo, if you'redut there, I could use some help.
170

INT. NEBUCHADNEZZAR -MAIN DECK - DAY

Link glimpses somethingin the code.

LINK
What? Is that--?
171

EXT. SKY - DAY

High above the city, theatmosphere rumbles as though shaken • by a jet's sonic boom--

As Neo plummets towardthe highway littered with Trinity's trail of destruction.

172

EXT. FREEWAY - EIGHTEENWHEELER/SEMI TRUCK - DAY

The two trucks barrel towarda ballistic conclusion, as Neo rockets over the interstate,a black ICBM.

173

EXT. EIGHTEEN WHEELER/SEMITRUCK - BULLET TIME - DAY

The trucks collide, head on, likemerging mirrored reflections--

Morpheus and the Key Makerdrift into the air as meta·lfolds into metal, sheering sheetsof mercury, glass, and debris starbursting, radiating outlike time-lapse ice crystals.

We see the trucks folding, collapsing,knotting together, re- attached Siamese twins--

The back ends rising as--

'Neo slices in, snatching holdof both Morpheus and the Key Maker--

Arcing up andaway as the trucks explode--

A gelatinousgusher of orange flame rising up behindthem.

174

INT. NFBTJCL'!ADN"'ZZAR-MAIN DECK-DAY

Link leapsup, screaming.

175

EXT. SKY -DAY

From high abovewe see the wreckage knotted and twistedon the constipatedfreeways, stretched out like a massive, bloated tapeworm.

176

INT. ZION COMMANDCENTER - NIGHT

Commander Lockmoves across the ramparts of Zion Command * Center. *

LIEUTENAN'T
Sir,we have confirmation from the Icarus.The first two ships are in positionfor the counter attack.
LOCK
Good.

He stops behindthe Operations Officer Wirtz monitoringthe * seismic activityof the machines.

LOCK (CONT'D) *
Any change?

OFFICER WIRTZ * It looks likethey hit a pocket of iron orehere, slowed them down a little.

LOCK
How much?

OFFICER WIRTZ * Maybe an hour.

LOCK
That would givethem a little over nine hours.

OFFICER WIRTZ * Yes, siro

The screen blips; a small,seemingly insignificant thing portending such doom.

We move at the screenuntil the sound of melting earth fills our ears and we cut to--

1 77

177

INT. ZION - HOLE - NIGHT

''

The searing red core inside the port reactorof the digger.

Rising, we see the chewed earth converted intomolten magma and pressed to the sides, the slow churningexhaust port feedingthe excess into ridges that spiralup like the coils of a fossil--

At first red-oranqe and steaming with heat coolinginto obsidian slag as we rise along the ridgedblack glass tube, likethe barrel of a gun, emerging into a sewerline, revealing--

TheSentinel army.

Thousandsof them, clinging to every surfacehovering like bees,chattering as they buzz by, everywhere,millions of red eyes--

Waiting.

178

EXT.DARK TOWER - NIGHT

We glideover the glittering electric lace-workthat drapes the city,towards a singular building, a reigningmalefic tower ofglass and steel.

KEYMAKER (V .0.)
There is a building. Inside this building, there is a level where noelevator can go, that no stair canreach.

We draw closerand closer to the black mirrorof its face reflectingthe city below.

KEY MAKER (V.O.) (CONT'D) *
Thislevel is filled with doors. Thesedoors lead to many places, hiddenplaces.

Suddenly, themirror blisters; bubbles boilingup across its surface.

KEY MAKER (V.O.) (CONT'D) *
But onedoor is special. One door leadsto the Source.

Unable to containits fury, the face bulges andbegins to rend, for a frozenmoment, it holds, marbleizedwith veins of orange flame before--

It explodes, an enormouscloud of fire engulfingus.

179

INT.ABANDONEDAPARTMENT - NIGH'I'

Trinitywatches as Neo shudders, his visionpassing.

The crewsof all three ships are gathered here listeningto the planof the Key Maker.

KEY MAKER
This building is protected by a very secure system. Every alarm triggers the bomb.
VECTOR
Bomb? Did he say bomb?
KEY MAKER
But like all systems, it has a weakness. The system is based on the rules of the building. One systembuilt on another.
MORPHEUS
Electricity.
KEY MAKER
Ifone fails, so must the other.
NIOBE
No electricity.No alarms.

The KeyMaker nods.

GHOST
Butyou'd have to take out a whole cityblock to kill the power to a buildinglike that.
KEY MAKER
No.Not one. Seven.
VECTOR
Sevenblocks?!

He nods again.

180

EXT. POWER STATION- NIGHT

Heavy fences toppedwith spools of razor wire judiciously surround an enormouspower plant.

KEY Miu<ER(V. 0 . ) There isa power station.

Hidden in the darkness,Niobe and her crew reconthe situation.

KEY MAKER (V.O.) (CONT'D) *
Itmust be destroyed.
181

INT. ABANDONEDAPARTMENT - NIGHT

Niobe continuesworking through the plan.

NIOBE
There hasto be some kind of fail- safe.
KEY MAKER
Yes,there is an emergency system.
182

EXT. FRONT OF REROUTING FACILITY- NIGHT

It is the centralbuilding of the electric company; it isa building we have seen.The building where Trinity falls.

KEY MAKER (V. 0 . )
The corenetwork of the grid must be accessed.

A van exits themain gate, sweeps beneath us wherewe finda sewer grate. We droptowards the grate until--

183

INT. SEWER - NIGHT

Reversing,we followthe streams of green-tinted streetlight leaking down throughthe grate to find--

The crew of theVigilant.

KEY MAKER (V .O.)
The emergencysystem must be deactivated.
184

INT. ABANDONEDAPARTMENT - NIGHT

Soren leans forward.

SOREN
What do youneed us for? Neo could take them bothout easier than we all could.
KEY MAKER
There is notime.
NIOBE
Why?
KEY MAKER
Once the dooris unprotected, the connectionwill be severed.
(MORE)
KEY MAKER (CONT'D)
But another connection must first be made.
SOREN
How long will that take?
185

INT. EMPTY OFFICEBUILDING - NIGHT

Neo st.andsata window looking out over a sea of darkness gleamingwith urban light.

KEY MAKER (V.O.)
Exactly three hundred and fourteen seconds.
GHOST (V.O.)
Five minutes.
KEY MAKER (V.O.)
That is the length and breadth of the window.

There is a soundin the room, a constant, insistent sound: zik, zik, zik.

KEY MAKER (V.0 • )(CON'I"D)

Onlythe One can open the door and onlyduring that window can the doorbe opened.

186

INT. ABANDONEDAPARTMENT - NIGHT

Neo stares atthe Key Maker, feeling the plan tightening around him.

NIOBE
Row doyou know all this?
KEY MAKER
Iknow because I must know. It is my purpose. It is the reason I am here. The same reason we are all here.

He looks backat Neo.

187

INT. NEBUCHADNEZZAR- NEO'S ROOM - NIGHT

Neo sits alonein his room, wrestling with the samefeeling that once drovehim to find Morpheus.

Again, Trinitycomes to him.

TRINITY
Neo ...

She sits besidehim.

101~

TRINITY (CONT'D) *
I know something iswrong.

He is unable to say anything.

TRINITY (CONT'D) *
You don't have to tellme. I just wanted you to know ...

She takes hold of his hand.

TRINITY (CONT'D) *
I'm here.
188

INT. REAR OF REROUTING FACILITY- SECURITY BUNKER - NIGHT

We push in at the clock from theopening which reads just before midnight.

KEY MAKER (V.O.)
All must be done as one.

A minute clicks off in rhythmwith--

189

INT. EMPTY OFFICE BUILDING - NIGHT

Zik.Zik.

Behind Neo is Morpheus and the KeyMaker. The sound is the Key Maker filing the teeth of a newkey.

KEY MAKER (V. 0 . )
If one fails, all fail.
190

INT.NEBUCHADNEZZAR- MAIN DECK -NIGHT

Therhythm continues with the shik, shikof needles jacked intocrew members.

Linktakes out the staurolite necklace fromhis pocket and puts iton.

LINK
...itcan't hurt.
191

INT. ABANDONEDAPARTMENT - NIGHT

Morpheustakes over.

MORPHEUS
At midnight, there is a shift changein the security of both buildings.
192

INT. POWER STATION- NIGHT

A bomb is synchronizedto detonate at midnight. Itsclock ticks quietly.

MORPHEUS (V.O.)
At midnight we strike.
193

INT. REAR OF REROUTING FACILITY- SECURITY BUNKER -NIGHT

The securityguard, sitting behind the bankof monitors yawns broadlyas the next shift enters.

SHIFT GUARD
Hey-- You count sheep at home.
MONITOR GUARD
Why? I get paid to count 'em here.

The crew ofthe Vigilant flash across the screenas we sweep behindthe monitors, cutting to--

194

INT.VIGILANT - COCKPIT - NIGHT

The back ofthe monitors of Vigilant. The operatorand Soren's second,Axel, scan the raining code.

OPERATOR
Okay. They're inside.
AXEL
How much time?
OPERATOR
Twelve minutes.

Suddenly, analarm sounds.

AXEL
Oh shit.

He runs forthe ladder, the heavy brace aroundhis knee squeaking artbriticaJJy.

195

INT. ABANDONEDAPARTMENT - NIGHT

We are drawncloser and closer to Morpheus.

MORPHEUS
All our lives we have been fighting this war. Tonight, I believe we can end it.
196

INT. EMPTY OFFICEBUILDING - NIGHT

Neo glancesat his watch. Twelve to twelve.

---

103~

MORPHEUS (V.O.)
Tonight is not an accident.
197

INT. VIGILANT - CATWALK - NIGHT L O~,I

We push in towards a small metalbolt as Axel thunders, stone leggedly, across the catwalk racingfor the cockpit.

As he passes over the rust soakedbolt, it seems to give a little.

MORPHEUS (V. 0.)
There are no accidents.
198

INT. ABANDONED APARTMENT NIGHT

His voice is like a magnet, pullingus in.

MORPHEUS

I We have not come hereby chance. I

do not believe in chance.When I see three objectivesand I see three Captains, threeships, I do not see coincidence,I see providence.

199

INT. PIPELINE - NIGHT

A group of Sentinels beginpreparing a strange device they were towing.

MORPHEUS (V. 0.)
I see purpose.
200

INT. VIGILANT - COCKPIT -NIGHT

Axel studies the hologram,speaking to the operator over the intercom.

OPERATOR (V. 0.)
Did they pick us?
AXEL
I don't know. It'sweird. They're just sittingthere.
OPERATOR (V. 0.)
Doing what?
AXEL
I have no idea.
201

INT. ABANDONED APARTMENT- NIGHT

Morpheus looks to eachof them.

MORPHEUS
I believe it isour fate to be here. It is ourdestiny. I believe that this nightholds for each and every one of usthe very meaning of our lives.
202

INT. NEBUCHADNEZZAR -NEO'S ROOM - NIGHT

Neo still holds on to herhand.

NEO
I want to askyou something but I don't know how.
TRINITY
Neo, I promiseyou, if I can, I will.
NEO
What if I askedyou to stay out of this, no matterwhat happens to stay out of theMatrix.
TRINITY
Why?

He can feel her falling awayfrom him.

NEO
I told you ...

He tightens his hold ofher hand.

NEO (CONT'D) *
Please.

There is nothing she wouldn'tdo for him.

TRINITY
All right.
203

INT. ABANDONEDAPARTMENT -NIGHT

Niobe gets up, obviouslyupset.

MORPHEUS
What is it?
NIOBE
I can't help it,Morpheus. I can't help thinkingwhat if you're wrong. What if allthis, the prophecy, everything,is bullshit?
MORPHEUS
Then tomorrow we mav all be dead. But how is that different from any other day?
204

INT.POWER STATION - SECURITY BOOTH - NIGHT

Niobehits a security booth with the pulverizingforce of a sledgehammercrushing a carton of eggs.

MORPHEUS (V.O.)
This is a war.
205

INT.PIPELINE - NIGHT

A SE'on-rinelhAginstospin,holding the device,whirling it around.

MORPHEUS (V. 0.)
We are soldiers.
206

INT.VIGILANT - COCKPIT - NIGHT

Move in closer to the bent bolt.

MORPHEUS (V.O.)
Death can come for us at any time...
207

INT.PIPELINE - NIGHT

TheSentinel hurls the device.

MORPHEUS (V. 0.)
In any place.
208

INT.VIGILANT - COCKPIT - NIGHT

Axel leaps up, the radar now sightingthe rapidly approaching device.

AXEL
Incoming!

As he runs across the catwalk,the bolt that has held for one hundredyears--

Holds no more.

The catwalk collapses, Axel slammingto the grated floor, breakinghis neck while--

Theoperator barely turns his headbefore a metal strut buries itself in his back, spittingblood across the monitors.

209

INT. ABANDONEDAPARTMENT - NIGHT

Niobe knowswhere Morpheus is going.

MORPHEUS
Now considerthe alternative. What if I amright? What if the prophecyis true? What if tomorrow thiswar could be over?

Neo is almost unableto breathe from the building pressure.

MORPHEUS (CONT'D)

Isn't thatwhat we've been fighting for?Isn't that worth dying for?

210

INT. VIGILANT -COCKPIT - NIGHT

Blood runs downthe screen, mirroring the rain drop streams of code.

211

INT. PIPELINE -NIGHT

The device hurtlestoward the hull of the Vigilant.

212

INT. REROUTING FACILITY- COMPUTER ROOM - NIGHT

They are working fast,trying to hack the computer network and shut downthe emergency systems.

SOREN
Time?
VECTOR
Threeminutes.
BINARY
nln,nC!++ho.r.=.~
213

INT. PIPELINE - NIGHT

The device hits andexplodes; the ship buckleswith anorange wound of flame openingas the entire pipe shudders fromthe impact.

214

INT. REROUTING FACILITY- COMPUTER ROOM - NIGHT

Soren feels it first;his life cut off, his eyes, likea light, instantly dead.

215

INT. VIGILANT - COCKPIT- NIGHT

Flame washes overthe bodies of the crew.

-

216

INT. NEBUCHADNEZZAR -MAIN DECK - NIGHT

T:i,initystandsbehindLink as they hear the distant rumble like thunder.

217

INT. EMPTY OFFICE BUILDING- NIGHT

The Key Maker blows awaythe metal dust from the key.

KEY MAKER
It is done.
218

INT. NF;BI/1881IL'JF;ZZ8R-MAIN DECK-NIGHT

Trinity knows somethingis wrong.

TRINITY
Find the others.
LINK
I got Niobe,right there. They're already outof the station.
219

EXT. POWER STATION -NIGHT

Niobe stands on an overpass,looking down at the power station.

She checks herwatch, the final minutes sweeping by.

220

INT. NEBUCHADNEZZAR_-MAIN DECK - NIGHT

Link searches for thecrew of the Vigilant.

TRINITY
What about Soren?
LINK
There. They'reall still inside but...
TRINITY
They're notmoving.
221

INT. REAR OF REROUTING FACILITY- SECURITY BUNKER -NIGHT

The punch clock, justas we started, the time cardinserted--

Ka-chunk--

222

INT. POWER STATION -NIGHT

The bomb counts the lastseconds--

Tik, tik, tik--

108~

223

INT. EMPTY OFFICEBUILDING - NIGHT

Shik--

The Key Maker insertshis key.

224

INT. POWER STATION -NIGHT

The bomb goes off,the power station disappearing beneath a rippling silk cloudof flame.

The crew of theLogos is lit by the orange bloom.

225

INT. EMPTY OFFICEBUILDING - NIGHT

Neo looks out asthe city lights begin to flicker off.

MORPHEUS
That's it.Let's go.

The Key Maker opensthe office door, revealing another infinitely long industrialpassageway.

226

INT. NEBUCRAQNRZZAP- MAIN DECK - NIGHT

Trinity knows theyare dead.

TRINITY
Call Neo.Now!
227

INT. EMPTY OFFICEBUILDING - NIGHT

They step into thehall and the door slams behind them.

228

INT. NEBUCHADNEZZAR- MAIN DECK - NIGHT

They disappear fromthe screen.

LINK
I lost them.They're inside the portal.
TRINITY
What aboutthe grid?
229

INT. REROUTING FACILITY- COMPUTER ROOM - NIGHT

The bodies lay silentlyin the dark as the computers continue their work, activatingthe emergency system, functioning exactly as theywere meant to.

230

EXT. CITY - NIGHT

Lights begin to switchback on.

f J 231 INT. NEBUCHADNEZZAR -MAIN DECK - NIGHT 231 *

I Link speeds througha diagnostic. I l I LINK

Everythingis still operational. The emergencysystem is already reroutingpower.

232

EXT. DARK TOWER -NIGHT

Floor by floor, lightsspread up through the body of the monolith.

I 233 INT. INDUSTRIAL HALL- NIGHT 233 *

They move past endlessidentical doors, closing in on their destiny.

234

INT. NEBUCHADNEZZAR -MAIN DECK - NIGHT

Link stares at the emergingpattern.

LINK
Jesus. As soonas they open that door...

There is only one conclusion.

LINK (CONT'D) *
It's allover.

Trinity stares at themonitors as if reading her fate.

TRINITY
The hell itis.

She heads for her chair.

LINK
What are--Trinity!
TRINITY
I will notstand here and do nothing! Iwill not wait here to watch themdiel
LINK
Trinity,we're talking about less than fiveminutes.
TRINITY
In fiveminutes, I'll tear that whole goddamnbuilding down.
235

INT. INDUSTRIALHALL - NIGHT

Theyapproach an intersection.

NEO
How much further?
KEYMAKER
Here. Just here.

But asthey turn the corner, they find they areno longer alone.

AGENT SMITH
I'm sorry. This is a dead end.
236

INT.NEBUCHADNEZZAR - MAIN DECK - NIGHT

Link'sfingers hammer the board.

LINK
This has to be the ugliest hack I have ever done.

He poundsenter.

LINK (CONT'D) *
That's as close as I can get you. You better grow some wings.
237

EXT.MULTI-STORIED GARAGE - NIGHT

Nowings, just three thousand horses clampedbetween her legs.

The motorcyclesurges forward with the screamof rubber burningconcrete.

~hP hrlrrPlQaTthe edse Of thP and_hrn--r1P.c:out the nightsky.

A blackvinyl angel.

238

INT. NEBUCHADNEZZAR- MAIN DECK - NIGHT

Link can'tbelieve it, his mouth hanging open.

239

EXT. REAR OFREROUTING FACILITY - SECURITYBUNKER - NIGHT

A quick sliceand dice as Trinity again dropsthe guards.

240

INT. NFBDCHADNEZZAR- MAIN DECK - NIGHT

Link reacts asone of them gets smashed. Thephone rings.

--

LINK
Operator.
TRINITY (V.0.)
I'rnin~
LINK
Keep moving. 65th Floor.
241

INT. INDUSTRIAL HALL - NIGHT

Smith stands between them andthe door at the end of the hall.

AGENT SMITH
You look surprisedto see me again, Mr. Anderson?That's -c:he difference betweenus. I've been expecting you.
NEO
What do you want, Smith?
AGENT SMITH
You haven't figuredthat out? Still using all themuscles except the one that matters.

He walks toward them.

AGENT SMITH (CONT'D) *
I want exactly whatyou want. I want•..

He smiles.

AGENT SMITH (CONT'D) *
Everything.

Morpheus snaps the barrel ofhis gun to Smith's head.

MORPHEUS
Would that includea .38caliber slug?
AGENT SMITH
Go ahead. Shoot.The best thing about being me--

All around them, doors b,egintoslam open as Smiths fill the hallways.

AGENT SMITH (CONT'D) *
There's so manymes.

112~

242

INT. REROUTING FACILITY - COMPUTER ROOM -NIGHT

Several guards follow a head technician intothe main computer room where they find the deadbodies.

TECHNICIAN
Christ! What the hell happenedin here?

Trinity rushes towards the room.

GUARD
Whoa! Hold it right there little lady--

They fall like bowling pins; she is aforce of nature leaving a wake of destruotion without slowing.

243

INT. INDUSTRIAL HALL - NIGHT

Neo slashes his way through the tangleof Smiths, protecting the Key Maker while--

Morpheus empties his gun and is thenoverwhelmed.

AGENT SMITH
If you can't beat us--
AGENT SMITH (CONT'D) *
Join us . .

Strangling fingers gouge intoMorpheus' neck and the black mirror begins to pour over him.

NEO
Morpheus!

Hurling Smiths out of his way,Neo bulldozes towards I11lorplieus~

Ripping the Smith from him, severingthe connection.

244

INT. REROUTING FACILITY - COMPUTER ROOM- NIGHT

Trinity is behind the computer.

245

INT. NEBUCHJ\DNEZZAR- MAIN DECK -NIGHT

Link checks the window.

LINK (V. 0.)
There's still no sightof them. I don't know what they'redoing in there but they only gottwo minutes.

-

246

INT. INDUSTRIALHALL - NIGHT

Neo andMorpheus carve through the Smiths as the KeyMaker locates theright key.

247

INT. REROUTING FACILITY- COMPUTER ROOM - NIGHT

Trinity loadsthe final program, punching "enter." The computer responds,a window opening, "Error: Emergency System Failure."

248

INT. INDUSTRIALHALL - NIGHT

The KeyMaker reaches for the door.

24Q TWr. REROUTING FACILITY- COMPUTER ROOM - NIGHT 249

Trinity canonly watch as the failure begins to spread.

TRINITY
Comeon, come on.
250

EXT. CITY -NIGHT

Again lightsstart to die.

251

INT. NEBUCHADNEZZAR- MAIN DECK - NIGHT

Link seesthe lights going out.

LINK
Oneminute.
252

INT. INDUSTRIALHALL - NIGHT

The KeyMaker inserts his key.

253

INT. REROUTING FACILITY- COMPUTER ROOM - NIGHT

Trinity closesher eyes, her mantra becominga prayer.

TRINITY
Comeon, come on, please.
254

EXT. DARK TOWER- NIGHT

The lightsdie inside the monolith.

255

INT. INDUSTRIALHALL - NIGHT

The KeyMaker opens the door.

All at once,the Smiths scream.

AGENT SMITHS
Kill them!

Theygrab for their guns, clearing a kind ofpath as they do.

Neo spinsand hurls himself at the path, divingas dozens of guns takeaim--

TacklingMorpheus and the Key Maker as the gunsfire, barrelingthrough the open door--

Rollingup and slailli~ingitshut.

256

INT.NEBUCHADNEZZAR - MAIN DECK - NIGHT

Link almostleaps out of his chair.

LINK
They're in! I don't believe it!
257

INT.REROUTING FACILITY - NIGHT

Trinitymelts with relief.

258

INT.DARK TOWER - UNFINISHED FLOOR - NIGHT

The entirefloor looks like an unfinished construction project.Metal studs frame the walls like theskeleton of a buildingplan but throughout the doors are finished.

TheKey Maker ,triesto get up but cannot.Blood gushes from severalbullet wounds.

MORPHEUS
You're hit.
KEY MAKER
It was meant to be.

He coughsand blood fills his mouth.

KEY MAKER (CONT'D) *
There is no time. Morpheus, that door will take you home.

He pullsthe key from his neck and gives itto Neo.

KEY MAKER (CONT'D) *
You will know which door. Hurry.
259

INT.NEBUCHADNEZZAR - MAIN DECK - NIGHT

Link seessomething.

L

-

115~

LINK
Trinity, I got some serious activity heading yourway.
260

INT. REROUTING FACILITY - COMPUTER ROOM/CORRIDORS- NIGHT

She's already moving.

261

INT. DARK TOWER - DOOR TO CONTROL ROOM- NIGHT

Neo stands in front of a doorthat looks like any other door. He inserts the key and as he touchesthe doorknob--

Light begins to pour around theedges so that Neo is framed by light. The increasing intensityof the light bleeds away the edcres.dissolvincrthem. snreadinathrough the entire door until-: , , , " "

Only Neo remains, a silhouette againsta nova of white light.

We see him from the side for amoment; the square beam of blinding light emanating from atwo dimensional plane as--

Again, from behind, pushing towardsthe door, Neo's silhouette is dissolved away as thelight fills the entire frame and the moment it does--

It recedes instantaneously, becominga pin-prick among thousands of pin-pricks--

A night sky filled with stars thatwe drift back from, revealing--

262

INT. CONTROL ROOM - NIGHT

A familiar bank of monitors each screenfilled with the same image of starlit space.

We hear the click-clack of a keyboardand the monitors change to the image of Neo standing in a roomfilled with monitors andas we pan--

We findNeo standing in the same sphericalroom of monitors, eachshowing the exact image we are lookingat.

An older man in a well-tailored suitsits in a high-backed leatherswivel chair.

OLD MAN
Hello, Neo.
NEO
Who are you?
OLD MAN
I am the Architect. Icreated the Matrix. I'vebeen waiting for you.
263

INT. REROUTING FACILITY -ELEVATOR/CORRIDORS - NIGHT

Trinity hits the elevatorbutton. The numbers climb towards her.

264

INT. NEBILCHAGNEZZAR- MAIN DECK- NIGHT

Link sees it but it•s too late.

LINK
Oh Do!
265

INT. REROUTING FACILITY -ELEVATOR/CORRIDORS - NIGHT

The elevator opens and Trinityis attacked by Agent Jackson as we saw in the opening,managing to barely escape with her life.

266

INT. CONTROL ROOM - NIGHT

The Architect leans back.

ARCHITECT
You have many questions,and though the processhas altered your consciousness,you remain irrevocably human,ergo, some of my answers youwill understand and some of them youwill not. Concordantly, whileyour first question is themost pertinent, you may or may notrealize, it is also the most irrelevant.
NEO
Why am I here?
ARCHITECT
Your life is the sumof a remainder of anunbalanced equation inherentto the programming of theMatrix.

Images from Neo's entire lifefill the monitors, creating a visual chaos beneath the measuredtone of the Architect's voice.

ARCHITECT (CONT'D) *
You are the eventualitv of an anomaly that, despite my sincerest efforts I have been unable to eliminate from what is otherwise a harmony of mathematical precision. While it remains a burden assiduously avoided, it is not unexpected and thus, not beyond a measure of control which has led you inexorably--

Themonitors unite, filling again with the exactimage we are lookingat.

ARCHITECT (CONT'D) *
Here.

All theNeos on the screen speak as one.

NEO
You haven't answered my question.

A_RCHITECT Quite right. Interesting. Thatwas quicker than the others.

Now theNeos respond differently.

NEG NEO

Whatothers? There were others? *

NEO NEO

How manyothers? I don't belie-veanything--

NEO NEO

Answermy fucking question. I want out. Iwant out.

ARCHITECT (CONT'D) *
The Matrix is older than you know. Iprefer counting from the emergence of one integral anomaly to the emergence of the next, in which case, this is the sixth version.

The Neos respondin a barrage.

NEO NEO

There were five Onesbefore That's impossible. It doesn't me! make sense. *

NEO NEO

You're lying. This is I'm afraid. bullshit.

NEO NEO

If that's true... How could that be?

NEO
There are onlytwo possible exp]anations...

We move towards a specificNeo, centered among the others, closing in on a single lineof thought.

NEO (CONT'D) *
either no onetold me, or no one knows.

We enter that monitor andturn to the Architect.

ARCHITECT
Precisely.

He smiles.

ARCHITECT (CONT'D) *
As you are undoubtedlygathering, the anomaly is systemic,creating fluctuations ineven the most simp'listicequations.

Neo pauses, turning as he staresat all the monitors filled with the same image of himself.

There is a sudden cacophony asdozens of Neos realize the same c:hing.

NEO NEO

You old white prick! I can say whatever I fuckin'

want! *

NEO NEO

I'll smash this place to You can't control me! bits!

NEO NEO

You can't make me do I'm gonna smash you to bits! anything!

NEO NEO

God is dead! You're dead!

--

118A.

NEO
Fuck you and fuck your mother!

Again,we move into a monitor, returning to Neo ashe was lookingat the monitors, quietly realizing the truth.

NEO (CONT'D)

Choice.The problem is choice.

267

INT. REROUTING FACILITY- EMPTY ROOM/CORRIDORS - NIGHT

Trinity dives intothe shadows as the Agents' search tightens around her.

268

INT. CONTROL ROOM- NIGHT

The Architect foldshis perfectly manicured hands.

ARCHITECT
The firstMatrix I designed was quite naturallyperfect. It was a work ofart, flawless. Sublime. A triumphequalled only by its monumentalfailure.

It is a bittermemory still.

ARCHITECT (CONT'D)

The inevitabilityof its doom is apparentto me now as a consequenceof the imperfection inherentin every human being. Thus, Iredesigned it based on your historyto accurately reflect the varyinggrotesqueries of your nature.However, I was again frustratedby failure.

He picks at an imperceptibleimperfection from hispant leg.

ARCHITECT (CONT'D) *
I have sincerealized that the answer eludedme because it requireda lesser mind or perhaps a mind lessbound by the parametersof perfection. Thus, the answerwas stumbled upon by another,an intuitive program initiallycreated to analyze certainaspects of the human psyche. IfI am the father of the Matrix, shewould undoubtedly be its mother.
NEO
The Oracle.
ARCHITECT
Please.As I was saying, she stumbledupon a solution whereby nearlyninety nine percent of all test subjectsaccepted the program as longas they were given a choice,even if they were only awareof the choice at a near unconsciouslevel.

He regardsNeo's reaction.

A..RCHITECT (CONT'D) *
While thisanswer functioned, it was obviouslyfundamentally flawed,thus creating the otherwisecontradictory, "systemic anomaly,"that if left unchecked might threatenthe system itself. Ergo, thosethat refused the program,while a minority, if ·unchecked,would constitute an escalatingprobability of disaster.
NEO
This is aboutZion.
ARCHITECT
You are herebecause Zion is about to be destroyed,its every living inhabitantterminated. Its entire existence eradicated.
NEO
Bullshit.
ARCHITECT
Denial is themost predictable of all human responsesbut, rest assured, thiswill be the sixth time we havedestroyed it and we have become exceedinglyefficient at it.
269

INT. REROUTING FACILITY - STAIRWELL ENTRANCE- NIGHT

Trinity tries to get to thestairwell but Agent Thompson is already there. There 3.snoway out.

270

INT. CONTROL ROOM - NIGHT

The Architect reveals his finaltruth.

ARCHITECT
The function of the One is tonow return to the Source, allowinga temporary dissemination ofthe code you carry, reinsertingthe prime program after which youwill be required to select fromthe Matrix twenty three individuals, sixteen female, seven male,to rebuild Zion.

There is an explosive reaction fromthe monitor Neos while the one standing before us is quiet.

ARCHITECT (CONT'D) *
Failure to comply with this process will result in a cataclysmic system crash, killing everyone connected to theMatrix, which coupled with the extermination of Zion will ultimately result in the extinction of the entirehuman race.
NEO
You won't let it happen.You can't. You need human beingsto survive. ' ARCHITECT There are levels of survivalthat we are prepared to accept. However, the relevant issueis whether or not you are readyto accept the responsibility forthe death of every human being inthis world.

The raonito:::s images of in.sidethe Matrix.

The Architect enjoys the moment.

ARCHITECT (CONT'D) *
It is interesting readingyour reactions. Your five predecessors were, by design, based on a similar predication, a contingent affirmation that wasmeant to create a profound attachmentto the rest of the species, facilitating the functionof the One. While the others experienced this in a very generalway, your experience is far more specific, vis-a-vis--

-

One by one all of the screens turn to imagesof Trinity in the rerouting facility.

ARCHITECT (CONT'D) *
Love.
NEO
Trinity!
ARCHITECT
Apropos, she entered the Matrixto save your life at the cost ofher own.
NEO
No.

He sees her again trapped as in his dream.

ARCHITECT
Which brings us at last to the moment of truth wherein the fundamental flaw is ultimately expressed and the anomaly revealed as both beginning and end.

The Agents close in around her.

ARCHITECT (CONT'D) *
There are two doors, the dooron your right will take you tothe Source and the salvation of Zion. The door to your left leadsback to the Matrix, to her, and tothe * end of your species. As you adequately put, the problem is choice.

Neo looks at the doors to either side.

ARCHITECT (CONT'D) *
But we already know what you are going to do, don't we?

He smiles,amused.

ARCHITECT (CONT'D) *
Already I can see the chain reaction, the chemical precursors that signal the onset of an emotion designed specifically to overwhelm logic and reason, an * emotion that is already blinding * you from the simple and obvious * truth; *
(MORE)

i

122A.

ARCHITECT (CONT'D)
she is going to die and thereis * nothing you can do to stop it. *

<

Unable to watch or listen any longer,Neo goes to the door to the left.

The Architect chuckles.

ARCHITECT (CONT'D) *
Hope. It is the quintessential human delusion, simultaneouslythe source of your greateststrength and your greatestweakness.

Neo pauses at the door, glancingback at him.

NEO
If I were you, Iwould hope that we don1 tmeet again.
ARCHITECT
We won't.

Neo throws open the door andthe Architect is flashed with light before returning his attentionto the monitors--

Where Trinity is now foundby the Agents, firing and running as we enter the monitors--

271

INT. REROUTING FACILITY - CORRIDORS- NIGHT

Where Trinity is fightingthe last fight of,her life.

272

INT. NEBIICHADNE~ZJIB-MAIN DECK- NIGHT

Link is watching Trinitywhile unloading Morpheus.

LINK
Get out of there!

Morpheus' eyes snap openas Link leaps to his side.

LINK (CONT'D) *
We got a serious situationhere, sir!

He looks across and seesTrinity unconscious in her chair.

MORPHEUS
Oh no.
273

INT. REROUTING FACILITY -CORRIDORS - NIGHT

Trinity is getting the sh.itkickedout of her.

274

INT. NFBUCBADNEZZAP - MAIN DECK- NIGHT

They watch, helpless.

MORPHEUS
Goddamnit!
LINK
What do we do, sir?
MORPHEUS
I don't know.
275

INT. DARK TOWER - NIGHT

The door opens as before butwhere there was just light, there is now heat; paint blisters,the metal door rattles and where it once dissolved away gracefully,it is now incinerated as--

A raging storm of fire is revealed.A billowing boil of expanding flame shoots through the frameworkas Neo emerges--

A black suited revenant borne uponthe fires of hell--

Flying in Bullet Time as thewaves of orange flame crash and split all around him--

Overtaking him.

276

EXT. DARK TOWER - NIGHT

The explosion of orange cuts the buildingin half, reaching its peak of expansion just as--

A black bullet blasts free of the flames.

277

INT. NEBUCHADNEZZAR - MAIN DECK -NIGHT

Ithappened so fast it almost didn'tregister.

MORPHEUS
What the hell was that...?
LINK
Whatever it is, it's moving faster than anything I've ever seen.
278

EXT.CITY - NIGHT

A missileweaves through the concreteurban chasm.

279

INT.REROUTING FACILITY - CORRIDORS -NIGHT

With nochoice left, Trinity dives throughthe window.

-

280

EXT. CITY- NIGHT

Sonicbooms ripple the towers of steel and glass asNeo sears past.

281

EXT. FRONT OFREROUTING FACILITY - NIGHT

Trinity falls,fighting to the last until she feelsthe bullet enterher midsection.

Blood ribbonsout from her, unwinding from her ribcageas though heldby some unseen hand.

282

INT. NEBUCHADNEZZAR- MAIN DECK - NIGHT

Her body spasm21the monitors erupting with rilarmc::~

283

EXT. FRONT OFREROUTING FACILITY - NIGHT

She falls away,her expression softening into oneof astonishmentand loss.

284

EXT. CITY STREET- NIGHT

Neo can almostfeel her, as he drops with her--

In his wake, carsflip through the air with the swirlof leaves·.

285

INT. NEBUCHADNEZZAR- MAIN DECK - NIGHT

Morpheus rushesto her as her monitors revealher fate.

MORPHEUS
Oh no.

Beside her, Neosits jacked into his drive-chairwhere we see his grip tightenon the hand rest.

286

EXT. CITY STREET- NIGHT

At full speed,we see only a flash of black andthen the churning chaos inhis wake.

287

EXT. FRONT OF REROUTING FACILITY/STREET- NIGHT

Still at full speed,we see Trinity and theAgent plummet to the earth.

It lasts as long asa blink as--

Neo slices in, grabbingTrinity just before--

288

EXT. FRONT OF REROUTING FACILITY/STREET -NIGHT

Agent Johnson smashes into the car, bloodrain covering the

ground while--

Neo explodes up into the sky, cradlingTrinity in his arms.

289

INT.NEBUCHADNEZZAR - MAIN DECK - NIGHT

Again, Link can't believe what he just saw.

LINK
Holy shit! He caught her!
290

EXT. CITY SKYSCRAPER - ROOFTOP - NIGHT

He lands atop the highest building around.

TRINITY
Neo..•.

The black vinyl is slick with blood.

TRINITY (CONT'D) *
I had to...
NEO
I know.

A shudder runs through her body ashe sees the bullet inside her.

NEO (CONT'D) *
The bullet is still inside.

Hetouches her.wound and takes her hand.

Shegrips it, closing her eyes as hepushes into her, his hand entering her body as though itv-.rereapoolof water.

291

INT.NEBUCHADNEZZAR - MAIN DECK -NIGHT

Herbody contracts in agony, blood coughingup from an internalinjury.

292

EXT.CITY SKYSCRAPER - ROOFTOP - NIGHT

·Thepain is excruciating, her gripalmost breaking his hand.

We glimpse them as swirling intermingledstreams of code, as Neo finds the bullet.

-

293

INT. NEBUCBADNEZZAP -MAIN DECK - NIGHT

Another violent convulsionas Morpheus injects her with a hypodermic needle filledwith adrenaline.

MORPHEUS
Trinity, don'tyou quit now.
294

EXT. CITY SKYSCRAPER -ROOFTOP - NIGHT

Neo drops the bloodybullet to the ground.

As she grabs hold ofhim with the last bit of her strength.

TRINITY
Neo... I'm sorry.
295

INT. NFRL118411IS1FZ1AR-MAIN DECK-NIGHT

Her body slumps, themonitors flatline.

296

EXT. CITY SKYSCRAPER- ROOFTOP - NIGHT

The fight drains outof her body and--

NEO
Trinity--

Her hold finally letsgo. He continues to cradle her slumped body.

NEO (CONT'D) *
Trinity, Iknow you can hear me.

He lays his hand uponher.

NEO (CONT'D) *
I'm not lettinggo.

Again, he reaches intoher.

NEO (CONT'D) *
I told you ...

Her code lies stilland dormant as his hand cups herheart.

NEO (CONT'D) *
I can't.

Gently, he beginsto coax movement from it.

NEC (CONT'D) *
I loveyou too damn much.

The tiniest connection suddenly bursts intoa spiral of activity,coiling outward, spreading throughouther body which-- "

Leaps back to life, her grip oncemore finding his.

297

INT.NEBUCHADNEZZAR- MAIN DECK - NIGHT

Her body jerks as the monitors flashback to life.

298

EXT. CITY SKYSCRAPER - ROOFTOP - NIGHT

He kisses her, relief and joy wateringboth of their eyes.

299

INT. NEBUCHADNEZZAR- MAIN DECK -NIGHT

Morpheus heaves with relief whileLink collapses, hanging exhausted from his chair.

'LINK I can't take this•..

300

EXT. CITY SKYSCRAPER ROOFTOP -NIGHT

The kiss breaks for,a moment asthey hold each other with their eyes. She smiles, her voicejust a whisper.

TRINITY
I guess this makes useven.

He smiles and kisses her again."

301

INT. SEWER MAIN - NIGHT

We creep towards the Nebuchadnezzarhidden in the shadowy atmosphere of.the dead sewerpipe.

302

INT. NEBUCHADNEZZAR MESS HALL -NIGHT

Morpheus is unable to make senseof what happened.

MORPHEUS
I don't understandit.

Neo sits while Link bandagesTrinity's ribs.

MORPHEUS (CONT'D) *
Everythingwas doneexactly as it * was supposed tobe done. The * prophecy was clear.Once the One * reaches the Sourcethe war should * be over. *

Finally, Neo speaks.

NEO
In twenty four hours, it will be.
MORPHEUS
What?
NEO
If we don't do something in the next twenty four hours, Zion will be destroyed.
TRINITY
How do you know that?
NEO
I was told it would happen.
MORPHEUS
By who?
NEO
It doesn't matter. I believedhim.
MORPHEUS
It's impossible. The prophecy tells us--
NEO
It was a lie, Morpheus. , MORPHEUS What?
NEO
The prophecy was a lie. TheOne * was never meant to end anything.

It was all another system of * control.

MORPHEUS
I don't believe that. *
NEO
but you said it yourself, howcan * the prophecy be true if thewar

isn't over? *

Morpheus is lost, searching for a responsehe doesn't have.

NEO (CONT'D) *
I'm sorry. I know it isn'teasy to * hear but I swear to you, it'sthe * truth.
TRINITY
What are we going to do?

l

129A.

NEO
I don't know.

Thealarms suddenly sound.

LINK
Oh no.
303

INT.PIPELINE - NIGHT

Anotherscout patrol of Sentinels gather aroundand begin activatingtheir bomb device.

304

INT.NEBUCHADNEZZAR - COCKPIT - NIGHT

Theyall stare at the hologram.

LINK
What are they doing?

1T1PTl\TT1T1V They're just out of E.M.P. range.

Somehow,Neo can feel what it is.

NEO
It's a bomb. We have to get outof here.

The Sentinelimage begins to flicker asbefore.

NEO (CONT'D) *
Now.
305

INT.PIPELINE - NIGHT

The spinningSentinel hurls the bomb.

306

EXT.NEBUCHADNEZZAR - CARGO BAY - NIGHT

Thebay door opens and they bolt from theship.

307

INT.PIPELINE - NIGHT

Thebomb glides, homing in on the Nebuchadnezzar.

308

EXT.SEWER MAIN - NIGHT

Theyrun through muck and icy slagwhile behind them the devicehits and--

TheNebuchadnezzar erupts with flame.

Morpheusturns back, his face lit bythe destruction of the only shiphe has ever captained.

MORPHEUS
"I have dreamed a dream..."

The shipbursts apart as he watches apart of himself die.

MORPHEUS (CONT'D) *
"But now that dreamhas gone from meooo"
309

INT. PIPELINE -NIGHT

The Sentinels fly downthe throat of the pipeline; bloodred eyes shuttering with anticipation.

310

INT. SEWER MAIN - NIGHT

They are racing througha series of smaller pipelinesbut they are still very faraway. The Sentinels pass the burning hull of the N,c,bncbadnezzar,immediatelyspreadingove;the area.

Neo slows down.

NEO
We won't make it.
TRINITY
We have totry.

Turning, he can seethem.

TRINITY (CONT'D) *
Neo, come on!
NEO
Something'sdifferent..•
TRINITY
What?

The Sentinels bank with sharkspeed and ease, zeroing in on them.

TRINITY (CONT'D) *
What are youdoing?
NEO
I can... feelthem.

They are almost on topof him, rising up to strike when--

He lifts his hand as onemight reach out to feel the heatof a fire and suddenly, anelectronic seizure shivers through each of them.

One by one, struck by someinvisible lightning, an individual E.M.P.--

That sends them crashingto the ground and as the last one falls--

-

So does Neo. Like a puppetcut from its strings, he collapses to the wet ground.

TRINITY
Neo!
MORPHEUS
What happened?
TRINITY
He said hecould feel them and then, I don'tknow.

They kneel around himwhen the entire pipeline begins to shake. A deafening rumblethunders through them as emerging from 1:"hPd;n:ckness--

Mjolnir blasts overhead.

LINK
It's the Hammer!
311

INT. MJOLNIR - INFIRMARY- NIGHT

Trinity is holdingNeo's hand. Mjolnir's medic, Maggie,is checking a readoutwhile Neo lies unconscious on one ofthe medical tables.

MAGGIE
He's insome kind of coma. But his vitalsare stable. What about you?
TRINITY
I'm fine.
MAGGIE
You coulduse some rest.
TRINITY
No. I'mgoing to 'staywith him.
312

INT. MJOLNIR -MESS HALL - NIGHT

Link and Morpheusare surrounded by the crew ofthe Mjolnir.

ROLAND
Lockwas right. He guessed that theMachines would cut off the Mainlinesin and out of Zion. He thoughta counter-attack might surprisethem: It sounded good. I figuredwe had a shot until someonescrewed it up.
MAUSER
An E.M.P.was triggered before we were in position.
COLT
Five shipswere instantly downed.
MAUSER
When theMachines broke through it wasn't abattle, it was a slaughter. ·
LINK
Was it anaccident? Some kind of malfunction? '
MAUSER
No oneknows.
ROLAND
Someonedoes.
MORPHEUS
Who?
ROLAND
Oncethe Machines were done with us, theystarted digging again. We made aquick pass to look for survivors.
LINK
You foundone.
ROLAND
Onlyone.
313

INT. MJOLNIR -INFIRMARY - NIGHT

Trinity remainsvigil over Neo.

Besidehim, in a mirrored position, lies anotherunconscious man.

We movecloser, revealing his face.

Bane.

FADE OUT.

TO BE CONTINUED.