EXT. SPACE A vast sea of stars severas as a backdrop for the Main Title, following by a rollup, whcih crawls into infinity.

 There is unrest in the Galactic Senate Several hundred solar systems under the leadership of the rebel leader, Count Dooku, have decalred their intentions to secede from the Republic. This separatist movement has made it difficult for the limited number of Jedi Kights to maintain peace and order in the galaxy. Senator Amidala, the former Queen of Naboo, is returning to Coruscant to vote on the critical issue of creating an army to assist the overwhelmed Jedi. 

PAN UP to reveal the amber city planet of Coruscant. A yellow Naboo Fighter flies OVER CAMERA toward the planet, followed by a large Royal Cruiser and two more Fighters.

EXT. CITYSCAPE, CORUSCANT – DAWN The ships skim across the surface of the city landscape. The sun glints off the chrome hulls of the sleek Naboo spacecraft as they navigate between the buildings of the capital planet.

EXT. CORUSCANT, LANDING PLATFORM – DAWN Two Naboo Fighters land on one leaf of a three-leaf-clover landing platform. The Royal Starship lands on the central lead, and the third Fighter lands on the remaining plaform.

A small GROUP OF DIGNITARIES waits to welcome the Senator. One of the members of the group os a well dressed JAR JAR BINKS, a member of the Galactic Representative Commission, and DORME, Senator Amidala's handmaiden.

One of the FIGHTER PILOTS jumps from the wing of his ship and removes his helmet. He is CAPTAIN TYPHO, SENATOR AMIDALA'S Security Officer. He moves over to a WOMAN PILOT.

CAPTAIN TYPHO We made it. I guess I was wrong, there was no danger at all.

The ramp ;pwers. TWO NABOO GUARDS appear. SENATOR AMIDALA, ONE HANDMAIDEN (VERSE) and FOUR TROOPERS descend the ramp. AMIDALA is more beautiful now than she was ten years earlier when, as Queen, she was freeing her people from the yoke of the Trade Federation.

The DIGNITARIES start to move forward. SENATOR AMIDALA reaches the foot of the ramp, when suddenly there is a blinding FLASH and a huge EXPLOSION. The DIGNITARIES and PILOTS are hurled to the ground as the starship is destroyed.

Klaxons blare, alarms sound! CAPTAIN TYPHO and the TWO ESCORT PILOTS get up and run to where SENATOR AMIDALA lies dying. Beyond, ARTOO DETOO drops down from the Naboo Fighter and rolls toward the wreckage. The FEMALE ESCORT PILOT kneels by SENATOR AMIDALA and takes off her helmet, revealing SENATOR PADME AMIDALA.

 PADMÉ Cordé... 

She gathers up her decoy double in her arms. Cordé's eyes are open. She looks up at her.

 CORDÉ ... I'm sorry, m'lady... I'm... not sure I... 

CORDÉ dies. PADMÉ hugs her.

 AMIDALA No!... No!... No!... 

PADMÉ lowers CORDÉ to the ground. She gets up and looks around at the devastation. There are tears in her eyes.

 AMIDALA I should not have come back. CAPTAIN TYPHO M'Lady, you are still in danger. 

Amidala says nothing.

 CAPTAIN TYPHO This vote is very important. You did your duty and Cordé did hers. Now come. (she doesn't respond) M'Lady, please! 

She turns. They walk away. ARTOO lets out a small whimper and rolls off after them.

EXT. SENATE BUILDING – DAY The massive Senate Building glistens in the afternoon sun. Small patches of fog have still to burn off.

INT. SENATE CHAMBER – DAY The vast rotunda is buzzing with chatter. MAS AMEDDA, the Supreme Chancellor's majordomo, tries to quiet things down as PALPATINE confers with an AIDE, UV GIZEN, riding a small one man floating scooter.

 MAS AMEDDA Order! We shall have order! The motion for the Republic to commission an army takes precedent, and that is what we will vote on at this time. 

Everything quiets down. The AIDE disperses, and SUPREME CHANCELLOR PALPATINE steps to the podium.

 PALPATINE ...My esteemed colleagues, excuse me... I have just received some tragic and disturbing news. Senator Amidala of the Naboo system... Has been assassinated! 

There is a shock silence in the vast arena.

 PALPATINE (continued) This grievous blow is especially personal to me. Before I became Chancellor, I served Amidala when she was Queen. She was a great leader who fought for justice, not only in this honourable assembly, but also on her home planet. She was so loved she could have been elected queen for life. She believed in public service, and she fervently believed in democracy. Her death is a great loss to us all. We will all mourn her as a relentless champion of freedom... and as a dear friend. 

There is a moment of silence. ASK AAK, the SENATOR of MALASTARE, moves his pod into the centre of the arena.

 SENATOR ASK AAK How many more Senators will die before this civil strife ends! We must confront these rebels now, and they need an army to do it. 

A second pod moves into the centre of the area with DARSANA, the AMBASSADOR OF GLEE ANSELM.

 AMBASSADOR DARSANA Why weren't the Jedi able to stop this assassination? We are no longer safe, under their protection. 

Senator ORN FREE TAA swings forward in his pod.

 ORN FREE TAA The Republic needs more security now! Before it comes to war. PALPATINE Must I remind the Senator from Malastare that negotiations are continuing with the separatists. Peace is our objective here... not war. 

The SENATORS yell pro and con. MAS AMEDDA tries to calm things down. SENATOR PADME AMIDALA, with CAPTAIN TYPHO, JAR JAR, and DORME, manoeuvre her pod into the centre of the vast arena.

 AMIDALA My noble colleagues, I concur with the Supreme Chancellor. At all costs, we do not want war! 

The Senate goes quiet, then there is an outburst of cheering and applause.

 PALPATINE It is with great surprise and joy the chair recognises the Senator from Naboo, Padmé Amidala. PADMÉ Less than an hour ago, an assassination attempt was made against my life. One of my bodyguards and six others were ruthlessly and senselessly murdered. I was the target but, more importantly, I believe this security measure before you, was the target. I have led the opposition to build an army... but there is someone in this body who will stop at nothing to assure it's passage... 

Many of the SENATORS boo and yell at SENATOR AMIDALA.

 PADMÉ (continuing) I warn you, if you vote to create this army, war will follow. I have experienced the misery of war first-hand; I do not wish to do it again. 

There is sporadic yelling for and against her statements.

 PADMÉ Wake up, Senators... you must wake up! If you offer the separatists violence, they can only show us violence in return! Many will lose their lives. All will lose their freedom. This decision could very well destroy the very foundation of our great Republic. I pray you do not let fear push you into a disastrous decision. Vote down this security measure, which is nothing less than a declaration of war! Does anyone here want that? I cannot believe they do. 

There is an undercurrent of booing… and groaning. SENATOR ORN FREE TAA moves his pod next to AMIDALA.

 ORN FREE TAA My motion to defer the vote must be dealt with first. That is the rule of law. 

AMIDALA looks angry and frustrated. PALPATINE gives her a sympathetic look.

 PALPATINE Due to the lateness of the hour and the seriousness of this motion, we will take up these matters tomorrow. Until then, the Senate stands adjourned. 

EXT. EXECUTIVE QUARTERS BUILDING – DAY The giant towers of the Republic Executive Building seem to reach the heavens. Traffic clogs the smoggy sky.

INT. CHANCELLOR'S OFFICE – DAY CHANCELLOR PALPATINE sits behind his desk with TWO RED-CLAD ROYAL GUARDS on either side of the door. YODA, PLOT KOON, KI-AD-MUNDI, and MACE WINDU sit acress from him.

 PALPATINE I don't know how much longer I can hold off the vote, my friends. More and more star systems are joining the separatists. MACE WINDU If they do break away - PALPATINE No! I will not let that happen! MACE WINDU But if they do, you must realise there aren't enough Jedi to protect the Republic. We are keepers of the peace, not soldiers. PALPATINE Master Yoda, do you think it will really come to war? 

YODA closes his eyes.

 YODA Worse than war, I fear... Much worse. PALPATINE What? MACE WINDU What do you sense, Master? YODA Impossible to see ... The Dark Side clouds everything. But this I am sure of - (opens his eyes) Do their duty the Jedi will. 

A muted BUZZER SOUNDS. A hologram of an AIDE, DAR WAC, appears on the Chancellor's desk.

 DAR WAC The loyalist committee has arrived, my Lord. PALPATINE Send them in. 

They all stand as SENATOR AMIDALA, CAPTAIN TYPHO, JAR JAR, MAS AMEDDA, DORME, and SENATORS BAIL ORGANA, HOROX RYYDER and ORN FREE TAA enter the office. YODA and MACE WINDU move to greet the SENATOR, YODA taps AMIDALA with his cane.

 YODA With you the force is strong... young Senator. To see you alive brings warm feeling to my heart. PADMÉ Thank you, Master Yoda. Do you have any idea who was behind the attack? MACE WINDU Our intelligence points to disgruntled spice miners, on the moons of Naboo. PADMÉ I don't wish to disagree but I think that Count Dooku was behind it. 

There is a stir of surprise.

 MACE WINDU You know, M'Lady, Count Dooku was once a Jedi. He wouldn't assassinate anyone, it is not in his character. KI-ADI-MUNDI He is a political idealist, not a murderer. YODA In dark times nothing is what it appears to be, but the fact remains Senator, in grave danger you are. 

PALPATINE gets up, walks to the window, and looks out at the vast city.

 PALPATINE Count Dooku has always avoided any kind of conflict. It appears he has no desire to start a war. Why would he kill you? To what end? PADMÉ I don't know, but everything in my being tells me he was behind it... 

After gazing out of the window for several moments Palpatine turns to Mace.

 PALPATINE Master Jedi, may I suggest that the Senator be placed under the protection of your graces. BAIL ORGANA Do you think that is a wise use of manpower during these stressful times? PADMÉ Chancellor, if I may comment, I do not believe the... PALPATINE ..."situation is that serious." No, but I do, Senator. PADMÉ Chancellor, please! I don't want any more guards! PALPATINE I realise all too well that additional security might be disruptive for you, but perhaps someone you are familiar with... an old friend like... Master Kenobi... 

PALPATINE nods to MACE WINDU, who nods back.

 MACE WINDU That's possible. He has just returned from a Border dispute on Ansion. PALPATINE You must remember him, M'Lady... he watched over you during the blockade conflict. PADMÉ This is not necessary, Chancellor. PALPATINE Do it for me, M'Lady, please. I will rest easier. We had a big scare today. The thought of losing you is unbearable. 

AMIDALA sighs as the JEDI get up to leave.

 MACE WINDU I will have Obi-Wan report to you immediately, M'Lady. 

YODA leans into her ear.

 YODA Too little about yourself you worry, Senator, and too much about politics. Be mindful of your danger, Padmé. Accept our help. 

As the JEDI leave the office, PALPATINE continues to pace behind his desk.

 PALPATINE I will not like this Republiv, that has stood for over a thousand years, be split in two 

EXT. SENATE APARTMENTS – TWILIGHT A graceful skyscraper twinkles in the evening light of Coruscant.

INT. SENATE BUILDING, APARTMENT CORRIDOR – EVENING The door to the apartment slides open. JAR JAR walks into the corridor, where TWO JEDI are exiting the elevator. He recognises OBI-WAN and becomes extremely excited, jumping around, shaking his hand.

 JAR JAR Obi! Obi! Obi! Mesa sooo smilen to see'en yousa. Wahoooooo! 

OBI-WAN smiles.

 OBI-WAN It's Good to see you, too, Jar Jar. JAR JAR Oops! Wheresa mesa manners? Excuse me, Master Obi-Wan. I completely forgot myself for a moment there. I have had to learn Diplodiaclect... speak it like a native now. Don't really see the point, actually, but members of the Senate seem to prefer it... 

JAR JAR notices OBI-WAN'S APPRENTICE.

 JAR JAR (continuing) ...and this, I take it, is your apprentice... Nooooooooo! Annie? Noooooooo! Little Bitty Annie? (Looks at Anakin) Nooooooo! Yousa so biggen! Yiyiyiyyi! Annie!! Mesa no believen. ANAKIN Hi, Jar Jar. 

JAR JAR grabs hold of ANAKIN and envelops him in a big hug.

 JAR JAR Annie! Annie! Yiyiyiyiyiyiiii! 

INT. SENATE BUILDING, APARTMENT – EVENING PADME is in a conference with CAPTAIN TYPHO and DORME. JAR JAR enters the room, followed by the TWO JEDI.

 JAR JAR Lookie... lookie... Oops!... Oh, dear, I'm afraid I've forgotten myself again. 

PADME and TYPHO rise as OBI-WAN and ANAKIN stop before the SENATOR. OBI-WAN steps forward. ANAKIN stares at PADME. She glances at him.

 OBI-WAN It's a great pleasure to see you again, M'Lady. PADMÉ It has been far too long Master Kenobi. I'm so glad our paths have crossed again... but I must warn you that I think your presence here is unnecessary. OBI-WAN I'm sure the Jedi Council have their reasons. 

She moves in front of ANAKIN

 PADMÉ Annie?? (stares) My goodness you've grown. 

They look at each other for a long moment.

 ANAKIN (trying to be smooth) So have you... grown more beautiful, I mean... and much shorter... for a Senator, I mean. 

OBI-WAN looks disapprovingly at his apprentice. PADME laughs and shakes her head.

 PADMÉ Oh Annie, you'll always be that little boy I knew on Tatooine. 

This embarrasses ANAKIN, and he looks down. OBI-WAN and CAPTAIN TYPHO smile.

 OBI-WAN Our presence will be invisible, M'Lady. CAPTAIN TYPHO I am very grateful you are here, Master Kenobi. The situation is more dangerous than the Senator will admit. PADMÉ I don't need more security, I need answers. I want to know who is trying to kill me. OBI-WAN (frowning) We're here to protect you Senator, not to start an investigation. ANAKIN We will find out who is trying to kill you Padmé, I promise you. 

He's done it again. He bites his lip in frustration and shame. OBI-WAN gives ANAKIN a dirty look.

 OBI-WAN We are not going to exceed our mandate, my young Padawan learner. ANAKIN I meant in the interest of protecting her, Master, of course. OBI-WAN We are not going through this exercise again, Anakin. You will pay attention to my lead. ANAKIN Why? OBI-WAN What??!! ANAKIN Why else do you think we were assigned to her, if not to find the killer? Protection is a job for local security... not Jedi. It's overkill, Master. Investigation is implied in our mandate. OBI-WAN We will do as the Council has instructed, and you will learn your place, young one. PADMÉ Perhaps with merely your presence, the mysteries surrounding this threat will be revealed. Now if you will excuse me I will retire. 

Everyone gives AMIDALA a slight bow as she and DORME leave the room.

 CAPTAIN TYPHO Well, I know I feel a lot better having you here. I'll have an officer on every floor and I'll be at the command centre downstairs. JAR JAR Mesa busten wit happiness seein Yousa again, Annie. Deesa bad times, bombad times. 

Captain Typho leaves.

 ANAKIN She didn't even recognise me, Jar Jar. I thought about her every day since we parted... and she's forgotten me completely. JAR JAR Shesa happy. Happier den mesa see-en her in longo time. OBI-WAN Anakin, you're focusing on the Negative again. Be mindful of your thoughts. She was glad to see us. Now lets check the security here. ANAKIN Yes, my master. 

EXT. JEDI TEMPLE – EVENING The vast Jedi Temple sits on an endless flat plain, silhouetted by a against the traffic-filled sky.

INT. JEDI TEMPLE, CORRIDOR – EVENING MACE WINDU and YODA walk down the long hallways, silhouetted by a lit room at the end.

 MACE WINDU Why couldn't we see this attack on the Senator? YODA Masking the future, is this disturbance in the Force. MACE WINDU The propecy is coming true, the Dark Side is growing. YODA And only those who have turned to the Dark Side can sense the possibilities of the future. Only going through the Dark Side can we see. MACE WINDU It's been ten years, and the Sith still have no shown themselves. Do you think they are behind this? YODA ...Out there, they are. A certainty that is. MACE WINDU Do you think Obi-Wan's apprentice will be able to bring balance to the Force? YODA Only if he chooses to follow his destiny. 

There is a long silence as they walk away. Only footsteps are heard.

INT. SENATE BUILDING, AMIDALA'S APARTMENT, BEDROOM – NIGHT PADME is asleep in her bed, lit only by the light of the city outside her window coming through the blinds. ARTOO stands in the corner of the bedroom. His power is off.

INT. SENATE BUILDING, AMIDALA'S APARTMENT, MAIN R0OM – NIGHT ANAKIN is standing in the living room. He is in a meditative state. It is quiet. We hear DISTANT FOOTSTEPS in the corridor outside the apartment. Suddenly ANAKIN'S eyes pop open. His eyes dart around the room. He reaches for his lightsaber, then smiles and puts it back in his belt.

The door to the apartment slides open, and OBI-WAN enters.

 OBI-WAN Captain Typho has more than enough men downstairs. No assassin will try that way. Any activity up here? ANAKIN Quiet as a tomb. I don't like just waiting here for something to happen to her. 

OBI-WAN checks a palm-sized view scanner he has pulled out of his utility belt. It shows a shot of ARTOO by the door, but no sign of PADME on the bed.

 OBI-WAN What's going on? 

ANAKIN shrugs.

 ANAKIN She covered that camera. I don't think she liked me watching her. OBI-WAN What is she thinking? ANAKIN She programmed Artoo to warn us if there's an intruder. OBI-WAN It's not an intruder I'm worried about. There are many other ways to kill a Senator. ANAKIN I know, but we also want to catch this assassin. Don't we, Master? OBI-WAN You're using her as bait?? ANAKIN It was her idea... No harm will come to her. I can sense everything going on in that room. Trust me. OBI-WAN It's too risky... and your senses aren't that attuned, young apprentice. ANAKIN And yours are? OBI-WAN Possibly. 

INT. SENATE BUILDING, AMIDALA'S APARTMENT, BEDROOM – NIGHT As PADME sleeps, a PROBE DROID approaches outside her window. It sends out several small arms that attach to the window, creating sparks that shut down the security system. Then a large arm cuts a small hole in the glass. A FAINT SOUND is heard as the small section of glass is removed from the window.

ARTOO wakes up, and his lights go on. The PROBE DROID freezes. ARTOO looks around, makes a PLAINTIVE LITTLE SOUND, then shuts down again. The PROBE DROID attaches a little tube to the window. TWO DEADLY LOOKING CENTIPEDE-LIKE KOUHUNS exit the tube, crawl through the blinds and head toward the sleeping PADME.

INT. SENATE BUILDING, AMIDALA'S APARTMENT, MAIN ROOM – NIGHT ANAKIN and OBI-WAN continue their conversation in the main room of the apartment.

 OBI-WAN You look tired. ANAKIN I don't sleep well, anymore. OBI-WAN Because of your mother? ANAKIN I don't know why I keep dreaming About her now. I haven't seen her since I was little. OBI-WAN Dreams pass in time. ANAKIN I'd rather dream of Padmé. Just Being around her again is... intoxicating. OBI-WAN Mind your thoughts, Anakin, they betray you. You've made a commitment to the Jedi order... a commitment not easily broken... and don't forget she's a politician. They're not to be trusted. ANAKIN She's not like the others in the Senate, Master. OBI-WAN It's been my experience that Senators are only focused on pleasing those who fund their campaigns... and they are more than willing to forget the niceties of democracy to get those funds. ANAKIN Not another lecture, Master. Not on the economics of politics.... It's too early in the morning... and besides, you're generalising. The Chancellor doesn't appear to be corrupt. OBI-WAN Palpatine's a politician, I've observed that he is very clever at following the passions and prejudices of the Senators. ANAKIN I think he is a good man. My instincts are very positive about... 

ANAKIN looks stunned. He looks sharply at OBI-WAN

 OBI-WAN I sense it, too. 

INT. SENATE BUILDING, AMIDALA'S APARTMENT, BEDROOM – NIGHT ARTOO sounds an alarm and shines a light on the bed. THE KOUHUNS are inches from PADME'S face. Their mouths are open, and wicked stinger tongues flick out.

OBI-WAN and ANAKIN burst into the room. The KOUHUNS stand on their hind legs and hiss as PADME wakes up. ANAKIN throws himself in front of her, whacking in half the deadly creatures with his lightsaber.

OBI-WAN sees the DROID outside the window and raqces straight at it, crashing through the blinds as he goes through the window.

EXT. WINDOW LEDGE, APARTMENT BUILDING – NIGHT OBI-WAN flies through the glass window and flings himself at the PROBE DROID, grabbing onto the deadly machine before it can flee. The PROBE DROID sinks under the weight of OBI-WAN but manages to stay afloat and fly away, with the Jedi hanging on for dear life, a hundred stories above the city.

INT. SENATE BUILDING, AMIDALA'S APARTMENT – NIGHT ANAKIN and PADME stare at the sight of OBI-WAN being carried off by the DROID. ANAKIN turns to her. She pulls her nightdress around her shoulders.

 ANAKIN Stay here! 

CAPTAIN TYPHO, with TWO GUARDS and DORME, enter the room as Anakin dashes out.

EXT. CITYSCAPE, CORUSCANT – NIGHT The PROBE DROID sends several protective electrical shocks across its surface, causing OBI-WAN to almost lose his grip. As they dart in and out of the speeder traffic, OBI-WAN disconnects a wire on the back of the DROID. Its power shuts off! OBI-WAN and the DROID drop like rocks. OBI-WAN realises the error of his ways and quickly puts the wire back. The DROID'S systems light up again and it takes off.

EXT. SENATE APARTMENTS – ENTRANCE – NIGHT ANAKIN charges out of the building and runs to a line of parked speeders. He vaults into an open one and takes off, gunning it fast toward the lines of speeder traffic high above.

EXT. CITYSCAPE, CORUSCANT – NIGHT The DROID bumps against a wall, hoping to knock the Jedi loose. It moves behind a speeder afterburner to scorch him. It takesthe JEDI wildly between buildings and finally skims across a rooftop as OBI-WAN is forced to lift his legs, tenaciously hanging onto the DROID. The DROID heads for a dirty, beat-up speeder hidden in an alcove of a building about twenty stories up. When the pilot of the speeder, a scruffy bounty hunter called ZAM WESELL, sees the DROID approach with OBI-WAN hanging on, she pulls a long rifle out of the speeder and starts to fire at the JEDI. EXPLOSIONS burst all around OBI-WAN.

 OBI-WAN I have a bad feeling about this. 

FINALLY, the DROID suffers a direct hit and blows up. OBI-WAN falls fifty stories, until a speeder drops down next to him, and he manages to grab onto the back end of the speeder and haul himself toward the cockpit. The JEDI struggles to climb into the passenger seat of the open speeder and sit down next to the driver, ANAKIN.

 ANAKIN That was wacky! I almost lost you in the traffic. OBI-WAN What took you so long? ANAKIN Oh, you know, Master, I couldn't find a speeder I really liked, with an open cockpit... and with the right speed capabilities... and then you know I had to get a really gonzo color... 

They zoom upward in hot pursuit of ZAM asshe fires out the open window at them with her laser pistol.

 OBI-WAN If you'd spend as much time working on your saber skills as you do on your wit, young Padawan, you would rival Master Yoda as a swordsman. ANAKIN I thought I already did. OBI-WAN Only in your mind, my very young apprentice. Careful!! Hey, easy!! 

As this conversation is going on, ANAKIN deftly moves in and out of the oncoming traffic, across lanes, between buildings, and miraculously through a construction site. ZAM WESELL continues firing at them.

 ANAKIN Sorry, I forgot you don't like flying, Master. OBI-WAN I don't mind flying... but what you're doing is suicide! 

They barely miss a commuter train

 ANAKIN Master, you know I've been flying since before I could walk. I'm very good at this. OBI-WAN Just slow down! 

ZAM WESSEL and the JEDI race through a line of cross-traffic made up of giant trucks. The speeders bank sideways as they slide around right-angle turns between buildings. ZAM races into a tram tunnel.

 OBI-WAN (continuing) Wait! Don't go in there! 

ANAKIN zooms into the tunnel after ZAM. They see a tram coming at them. They brake, turn around, and race out, barely ahead of the charging commuter transport.

 OBI-WAN (continuing) You know I don't like it when you do that! ANAKIN Sorry, Master. Don't worry, this guy's gonna kill himself any minute now! 

ZAM WESSEL turns into oncoming traffic, deliberately trying to throw the JEDI off. Oncoming speeders swerve, trying to avoid ZAM and the JEDI. ZAM does a quick, tight loop-over and ends up behind the JEDI. She is now in a much better position to fire at them with her laser pistol. To avoid being hit by the laser bolts, ANAKIN slams on the brakes and moves alongside ZAM. She now fires point-blank at OBI-WAN.

 OBI-WAN What are you doing? He's gonna blast me! ANAKIN Right - this isn't working. 

ANAKIN slides underneath Zam's speeder. They race along in traffic, one speeder right on top of the other. The BOUNTY HUNTER skims over the rooftops, causing ANAKIN to drop behind. ANAKIN goes through his gears, zooming around traffic. They race at high speed across a wide, flat surface of the city planet. A large spacecraft almost collides with them as it attempts to land. They round a corner and clip a flag, which gets caught on one of the front air scoops.

 OBI-WAN That was too close! ANAKIN Clear that! OBI-WAN What?? ANAKIN Clear the flag! We're losing power! Hurry! 

OBI-WAN leans out of the speeder, then crawls out onto the front engine, pulling the flag free of the scoop. The speeder lurches forward with a surge of power.

 OBI-WAN Whooooaaa! Don't do that! I don't like it when you do that! ANAKIN So sorry, Master. 

They chase the BOUNTY HUNTER through a power refinery.

 OBI-WAN It's dangerous near those power couplings! Slow down! Don't go through there! 

Huge electrical bolts shoot between the buildings as the speeders pass.

 OBI-WAN (continuing) Yiiii, what are you doing? ANAKIN Sorry, Master! OBI-WAN (sarcastically) Oh, that was good... ANAKIN That was crazy!!! 

ZAM slides around a corner sideways, blocking an alley, firing point-blank as ANAKIN approaches.

 ANAKIN (continuing) Ahh, damn. OBI-WAN Stop!! ANAKIN No, we can make it. 

ANAKIN barely misses the BOUNTY HUNTER'S speeder as he dives under it, and through a small gap in the building hitting several pipes and going wildly out of control. ANAKIN struggles to regain control of the speeder, narrowly missing a crane, barely clipping a pair of giant struts. A giant gasball shoots up, causing ANAKIN to spin and bump a building, stalling the speeder.

 OBI-WAN I'm crazy... I'm crazy... I'm crazy. ANAKIN But it worked... we made it. OBI-WAN (angrily) It didn't work... we've stalled! And you almost got us killed! ANAKIN I think we're still alive. 

ANAKIN works to get the speeder started. It quickly races to life.

 OBI-WAN (very angrily) It was stupid! ANAKIN (sheepishly) I could have made it... OBI-WAN (furious) But you didn't!!! And now we've lost him. 

Suddenly, there is an ambush. Laser bolts fire everywhere. EXPLOSIONS surround them. They look up to see ZAM WESSEL take off.

 ANAKIN No we didn’t... 

Out of a cloud of smoke and ball of flames the JEDI tear after ZAM. They are smoking. OBI-WAN slaps out the small fire on the dashboard. ZAM goes up and down, through cross-traffic. There is a near miss as a speeder almost hits them. ZAM turns down and left between two buildings. ANAKIN pulls up and to the right

 OBI-WAN Where are you going?! He went down there, the other way. ANAKIN This is a shortcut... I think. OBI-WAN What do you mean, ‘You think?’ What kind of shortcut?! He went completely the other way! You’ve lost him! ANAKIN Master, if we keep this chase going, that creep’s gonna end up deep fried. Personally, I’d very much like to find out who in the hell he is and who he’s working for... OBI-WAN (sarcastic) Oh, so that’s why we’re going in the wrong direction. 

ANAKIN turns up a side street, zooming up several small passageways, then stops, hovering about fifty stories up.

 OBI-WAN (continuing) Well, you lost him. ANAKIN I’m deeply sorry, Master. 

ANAKIN looks around front and back. He spots something. He seems to start counting to himself as he watches something below approach.

 ANAKIN (continuing) Excuse me for a moment. 

ANAKIN jumps out of the speeder. OBI-WAN looks down and sees Zam’s speeder about five stories below them cruising past. ANAKIN miraculously lands on top of the Bounty Hunter’s speeder. The speeder wobbles under the impact. ZAM looks up and realises what has happened.

ZAM takes off, and ANAKIN slides to the back strut and almost slips off, but manages to hang on. ANAKIN works his way back to the speeder’s cockpit, just as ZAM stops suddenly, and ANAKIN flies forward to the left front fork. ZAM shoots at him with a laser pistol. There is a BLAST near ANAKIN'S hand, which breaks off a piece of the speeder. ANAKIN slides to the right fork of the speeder, where ZAM can’t reach him. He scrambles to the top, holding onto an air scoop.

OBI-WAN has jumped into the driver’s seat of his speeder and is deftly gaining on the rogue speeder. The two speeders dive through oncoming traffic and then through cross traffic. Finally, ANAKIN is able to get hold of his lightsaber and starts to cut his way through the roof of the speeder. ZAM takes out her laser pistol and starts firing at the helpless JEDI, knocking the sword out of his hand. OBI-WAN races under the speeder and catches the Jedi weapon in the passenger’s seat.

ANAKIN sticks his hand into the cockpit and, using the Force, pulls the gun out of ZAM’S hand. She grabs the Jedi’s hand, and they struggle for the weapon. It goes off, blowing a hole in the floor of the speeder. The speeder careens wildly out of control. ZAM struggles to pull the speeder out of it’s nose dive. OBI-WAN gets slowed down by traffic and loses sight of the Bounty Hunter’s speeder.

Just as the dragster is about to nose dive into the ground, ZAM pulls it out, and it slides hard on the pavement in a shower of sparks. ANAKIN goes flying into the street.

EXT. ENTERTAINMENT STREET – NIGHT ZAM exits the crashed speeder and runs. ANAKIN picks himself up off the pavement and runs down the very crowded street.

It's the seedy underbelly of the city. Broken sidewalks, garish lights reflected on the filthy puddles. It's pretty crowded with various ALIEN LOW-LIFES, PANHANDLING DROIDS, and the occasional group of UPPERCLASS SLUMMERS.

ANAKIN barges into several of them as he chases after the fleeing ZAM. He loses the Bounty Hunter in the crowd, them sees him again. The young Jedi is having a very difficult time getting through the crowd.

Ahead, ZAM turns in through a door and disappears.

A nightclub sighs is flashing over the door. ANAKIN is just about to follow ZAM when there is a sudden swirl of litter from downthrusters. PEOPLE start moving out of the way, and the open speeder lands in the street beside him. OBI-WAN gets out and walks over, holding out ANAKIN'S lightsaber.

 OBI-WAN Anakin! ANAKIN She went into that club, Master. OBI-WAN Patience. 

OBI-WAN hands ANAKIN the lightsaber.

 OBI-WAN (continuing) Here. Next time try not to lose it. ANAKIN Sorry, Master. 

ANAKIN reaches for the lightsaber, but OBI-WAN holds it back.

 OBI-WAN A Jedi's saber is his most precious possession. ANAKIN Yes, Master. 

He reaches for the lightsaber, OBI-WAN pulls it back.

 OBI-WAN He must keep it with him at all times. ANAKIN I know, Master. OBI-WAN This weapon is your life! ANAKIN I've heard this lesson before... 

OBI-WAN finally holds out the lightsaber and ANAKIN grabs it.

 OBI-WAN But, you haven't learned anything, Anakin. ANAKIN I try, Master. 

INT. NIGHTCLUB – NIGHT OBI-WAN and ANAKIN enter the nightclub bar, and everyone stares at them

 OBI-WAN Why do I think you are going to be the death of me?! ANAKIN Don't say that Master... You're the closest thing I have to a father... I love you. I don't want to cause you pain. OBI-WAN Then why don't you listen to me?! ANAKIN I will. I'll do better, I promise. OBI-WAN Do you see him him? ANAKIN I think he's a she... OBI-WAN Then be extra careful... (nods to a room) Check it out. 

OBI-WAN goes away.

 ANAKIN Where are you going, Master? OBI-WAN To get a drink. 

OBI-WAN heads for the bar. ANAKIN blinks in surprise, then moves into the room, where ALIEN FACES look back at him with hostility, suspicion, and invitation as he moves among the tables. OBI-WAN arrives at the bar. He signals the BARMAN.

CLOSE – Somewhere in the room a HAND moves to a pistol in its holster and unsnaps the safety catch. At the bar, a glass is placed in from of OBI-WAN. A drink is poured. He lifts the glass.

 ELAN SLEAZEBAGGANO Wanna buy some death sticks? 

OBI-WAN looks at him. He moves his fingers slightly.

 OBI-WAN You don't want to sell me death- sticks. ELAN I don't want to sell you death- sticks. 

OBI-WAN moves his fingers.

 OBI-WAN You want to go home and rethink your life. ELAN I want to go home and rethink my life. 

He leaves. OBI-WAN lifts the drink and tosses it back.

CLOSE. The gun is drawn from its holster and held down out of sight. The BOUNTY HUNTER starts to move toward the bar.

ANAKIN checks out ALIEN FACES. OBI-WAN signals for another drink. The gun moves toward his unsuspecting back.

The drink is poured. OBI-WAN reaches for it. The gun is raised to aim directly at his back, and suddenly OBI-WAN turns fast. His lightsaber flashes. There is a shrill SCREAM and ZAM'S ARM hits the floor. The gun drops from its twitching fingers. Blood spreads.

The room is silent. ALIENS rise menacingly from their seats, and ANAKIN is suddenly at OBI-WAN's side, his lightsaber glowing.

 ANAKIN Easy... Official business. Go back to your drinks. 

Slowly, the ALIENS sit. Conversation resumes. Onstage, THE PERFORMERS pick up their routine. OBI-WAN and ANAKIN lift ZAM and carry her out.

EXT. ALLEY OUTSIDE NIGHTCLUB – NIGHT OBI-WAN and ANAKIN carry ZAM into the alley and lower her to the ground. OBI-WAN attends to her wounded shoulder. She stares up hatefully at ANAKIN. She winces in pain, then nods.

 OBI-WAN Do you know who it was you were trying to kill? ZAM WESSEL The Senator from Naboo. OBI-WAN Who hired you? 

ZAM glares at OBI-WAN.

 ZAM WESSEL It was just a job. ANAKIN Tell us! ZAM WESSEL That Senator's gonna die soon anyway, and the next one won't make the same mistake I did... OBI-WAN This wound's going to need treatment. ANAKIN Who hired you? Tell us... tell us now! 

ZAM glares hatefully.

 ZAM It was a Bounty Hunter called... 

There is a sudden FTZZZ sound. ZAM twitches. She blinks in surprise and dies.

There is a WEOOSH from above. OBI-WAN and ANAKIN look up yo see an ARMOURED ROCKET-MAN taking off from a roof high above. OBI-WAN looks down at ZAM. He touches her neck and pulls out a small, wicked-looking dart.

 OBI-WAN Toxic Dart... 

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