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KNIGHT RIDER: REDEMPTION OF A CHAMPION

EXEC. PRODUCERS: Glen Larson, Robert Foster
PRODUCER: Gino Grimaldi
SUPV. PRODUCERS: Burton Armus, Bruce Lansbury

Production #60227
2nd Draft - December 3, 1985 (F.R.)

Teleplay: .................. E. Nick Alexander
Director: .................. Chuck Bail

                              
                                ACT ONE

     FADE IN

     EXT. BRENTWOOD HILLS MOTOR COURT - NIGHT - HIGH WIDE ANGLE

     Exquisite single-story bungalows, spaced a good distance 
     apart, sits on the sloping hillside of this motel complex.
     As the camera slowly pans downs and to one of the bungalows,
     we find a two-door sedan parked in front, a dim light
     shining through the window, and we hear:

                               DAMON (V.O.)
               It was billed as the greatest fight 
               of the decade -- and many think it
               was....

     INT. BUNGALOW - NIGHT - FIGHT ON TV SCREEN

     (Videotape replay -- little or no sound)  Both fighters,
     bruised and bloody are in the middle of the ring.  Keeler
     tags Grant with a hard, jolting, straight left, and then
     crosses with a crushing right hand...The punch nails Grant,
     flush on the cheekbone, sending him crashing into the ropes.
     Keeler goes in for the kill, blasting away with both hands.
     Grant bobs -- lets go a wild overhand right.  Grant slips 
     under it, lands a left, unloads a devastating right to 
     Keeler's temple.  The blow jerks Keeler's head sideways...
     his knees start to buckle...the bell sounds, ending the 
     round.  The referee steps in between the two fighters.  Over
     the round we hear:

                               DAMON (O.S.)
               Keeler, the champion -- Grant, the
               contender -- went at each other round 
               after round...The fourteenth was the 
               most punishing three minutes of 
               boxing that this sports writer has
               witnessed in a career that spans 
               over four decades -- neither fighter 
               giving quarter -- neither man 
               listening to the dictates if his body
               that had to be saying, 'Stop...
               stop.'

     The TV screen now shows Doctor Jack Simmons (late forties,
     dressed in a tuxedo) talking to the fight announcer at 
     ringside.  Over the above:

                               DAMON (O.S.)
               At the end of the fourteenth round,
               fight Doctor Jack Simmons, commen-
               tating at ringside, had the champion,
               Keeler, convincingly ahead on points.

     Angle adjusts and we see the elegant old sports writer,
     Damon Leland (sixties) sitting on the far side of the room,
     viewing the video replay of the fight, as he talks into his 
     tape recorder.  Sitting next to him, an attractive woman in
     her early thirties, Jean Tremount.

     TIGHT ON DAMON

     his eyes riveted to the TV screen.

                               DAMON
               As you know, I am now deaf -- perhaps
               too many years of the roar of the 
               crowd...Yet, this affliction lead
               this sports writer to the discovery
               of 'why' the champion, Keeler, hit 
               the canvas in the fifteenth round
               and lost his title.

     THE TV SCREEN

     now shows Keeler's corner between the fourteenth and 
     fifteenth rounds.  The corner man, working frantically on 
     Keeler, as he whispers something to his trainer, Spiderman
     (early fifties).  Over the above:

                               DAMON
               I now can support that statement with
               documented proof.

     RESUME ANGLE - DAMON AND JEAN

     Jean tenses as Damon continues:

                               DAMON
               And I intend to use that proof to 
               stop the rematch between Grant and 
               Keeler.

     Damon turns off his tape recorder, turns, facing Jean:

                               DAMON
               That's basically how I'll start my
               TV spot Sunday evening.

     Damon reaches down, picks up a file (medical report) from 
     the coffee table in front of him, and glances at it.

                               DAMON
               ...And it will be your documents 
               that will get it done.

     As they both rise, apprehension mirrors Jean's face.

                               JEAN
               How can I be sure that I won't be
               implicated?...

                               DAMON
               My reputation...forty years I've 
               never revealed a source.
                      (sad smile)
               I'm much too old to change....

     Damon reaches into his jacket pocket, takes, from it, an
     envelope that obviously has money in it, hands it to Jean.

                               DAMON
               Thank you.  You're doing the right 
               thing -- probably saving a man's 
               life.

     Jean nods, takes a thin silk scarf from her handbag, places 
     it over her head.  Both move towards the bungalow door.

     EXT. BUNGALOW - NIGHT

     The door to the bungalow opens, Jean exits, moves to her 
     car (her back to the camera's eye).  As she starts to  
     enter, camera zooms back to:

     INT. LATE-MODEL SEDAN - NIGHT

     Parked alongside one of the other bungalows, within viewing
     range of Damon's cabin.  Two hard-looking men are in the 
     front seat.  Behind the wheel, Blue Lightning (ex-fighter);
     in the passenger's seat, Dino Benson (lean, stone cold).
     Both men have their eyes riveted on Jean's car as it pulls 
     away.

     INT. DAMON'S BUNGALOW - NIGHT

     Damon, his back facing the bungalow's door, takes the phone
     off its cradle.  He then takes, from his pocket, a battery-
     run electronic device, the size of a cigarette pack.  On its
     face are two raised dots -- one red, one green.  He places 
     the device next to the phone's receiver, dials a number.
     The red dot flashes once...twice...and then the green light 
     glows steadily.  Damon now speaks into the phone.

                               DAMON
               Devon, I know I'm being terribly 
               mysterious....

     INT. FOUNDATION - NIGHT - INTERCUT AS NEEDED

     Devon is sitting behind his desk, phone to his ear,
     listening intently.  We hear Damon's filtered voice come 
     through the receiver:

                               DAMON
                      (filtered
                       voice)
               I must see you to explain it all in 
               detail, tomorrow....

     INT. DAMON'S BUNGALOW - NIGHT - ANGLE FAVORING DOOR

     The doorknob starts to turn as Damon continues speaking 
     into the phone.

                               DAMON
                      (into phone)
               And, if you will get all information
               possible on the death of a man named 
               Samuells -- Aireon, Massachusetts....

     The door flies open and, with catlike moves, Benson enters
     and starts to cross towards Damon.

                               DAMON
                      (into phone)
               ...Year -- 1978.  I believe you'll find....

     Benson reaches Damon -- delivers a killing karate chop to 
     the back of Damon's neck.  The phone flies from his hand as 
     he crashes to the floor.

     INT. FOUNDATION - NIGHT - ON DEVON

     as he reacts to the sound he has heard over the phone...
     hangs up and urgently dials.

                               DEVON
               Kitt, where is Michael?  I must 
               speak to him.

     INT. DAMON'S BUNGALOW - NIGHT

     Damon is crumpled up on the floor.  Blue, on the far side 
     of the room, takes a small glass-shielded candle from his 
     pocket and lights it, as Benson crouched, leans into the 
     bungalow's fireplace and turns on the gas.

     We hear the "zzzzzz" of gas escaping as Benson calls across
     to Blue, who is placing the candle on a table:

                               BENSON
               Put that candle up as high as you
               can get it -- buy us some time to
               get away from here.

     As Blue stretches to place the candle on the top shelf of a
     floor-to-ceiling bookcase:

                                              CUT TO

     EXT. APARTMENT TERRACE - NIGHT - ON MICHAEL

     Michael, with an exasperated look on his face, is whispering
     into his comlink.  In the b.g., on the far side of the 
     terrace, is a beauty, seated at a table that has wine chil-
     ling, candles glowing, and roses.

                               MICHAEL
               Kitt, try to explain to him how much
               this evening has set me back --
               catered dinner -- wine -- and do you 
               have any idea what yellow roses cost.

                               K.I.T.T.
               Michael, we are on twenty-four hour
               call...And I find nothing important 
               about the price of roses.

                               MICHAEL
               Of course not you never pay cash.

                               K.I.T.T.
               Michael.  You have certain obligations
               I have certain obligations.

     INT. K.I.T.T. - NIGHT - TIGHT ON SCREEN

     Devon, tight-jawed, trying to control himself, barks out:

                               DEVON
               Tell him that Damon Leland's life may
               be in danger!

                               MICHAEL
                      (reacting)
               I'm on my way....

                                              CUT TO

     INT. DAMON'S BUNGALOW - NIGHT

     The zzzzzzing of the gas escaping is heard as we pan the 
     room, past Damon's body, up to the flickering candle.

     EXT. BUNGALOW - NIGHT - BEAMS OF HEADLIGHTS

     cut through the darkness as K.I.T.T. screeches to a stop.
     K.I.T.T.'s door opens and, as Michael bolts out:

                               MICHAEL
               Keep the scanners peeled!  Give me a 
               readout.

     NEW ANGLE ON MICHAEL

     as he starts to move, cautiously, towards the bungalow.
     Through his comlink:

                               K.I.T.T.
               Michael, I detect one inert human 
               form -- barely discernable vital 
               signs -- yet I'm receiving two odors 
               on my olfactory scan.

     Michael, reaching the door, starts to turn the doorknob.

                               K.I.T.T.
               One, a perfume...The other...
                      (alarmed)
               Michael duck....

     MICHAEL

     reacting to K.I.T.T.'s warning, leaps, head first, away from 
     the cabin -- hits the ground -- tumbles, as:

     THE CABIN

     explodes!!

                                              DISSOLVE TO

     INT. SEMI - DAY

     Devon, RC3 and Michael are going over the series of events 
     involving Damon Leland.  Bonnie is at the control panel.

                               MICHAEL
               It was the furthest thing from an 
               accident...No one uses his fireplace 
               when it's eighty-five degrees outside
               -- it was murder.

     All eyes turn to Bonnie, as:

                               DEVON
               Damon was talking to me...He was 
               working on a boxing story...it had 
               to do with the ex-champ, Keeler.

                               BONNIE
               Kitt has broken down the components 
               of the smell he picked up on his 
               olfactory scan.  A mixture of natural 
               gas and 'Joie de Vei.'

                               RC3
               I didn't think that could cause an 
               explosion....

                               BONNIE
               A timing device caused the explosion.
               The Joie de Vei is a perfume.

                               DEVON
               Explosive -- but not that uncommon....

                               MICHAEL
                      (nods,
                       agreeing)
               I knew a lady who bathed in it.  It
               was like walking through a field of 
               violets.

                               RC3
               I can think of worse things....

     Devon shoots RC3 a look, then:

                               DEVON
               Bonnie, Leland mentioned the death 
               of Samuells.  What did you get on 
               the run down?

                               BONNIE
               Very little...In 1978, two men by
               the name of Samuells died in Aireon
               Massachusetts.  Simon P. -- seventy-
               two years old...James T. -- thirty-
               two...Both deaths are listed 'natural
               causes.'

     Michael, looking across at Devon:

                               MICHAEL
               The fight, the death of Samuells and 
               Lelands could tie in together....

                               BONNIE
                      (reads)
               Keeler, age thirty-six, pro eleven
               years, forty-six wins, six losses,
               thirty knockouts, turned pro in 1976,
               managed by Lou Davis since 1978.

                               MICHAEL
               '78...The year Keeler hooked up with
               his manager, Lou Davis and the year 
               Samuells died....

                               RC3
               What's Davis got to do with this?...

                               MICHAEL
               Maybe nothing...or maybe forty mil-
               lion reasons -- called 'dollars.'
               It's what Keeler's rematch is worth.

     RC3's reaction...Then:

                                              CUT TO

     EXT. TRAINING CAMP - DAY - ESTABLISH

     INT. TRAINING CAMP - MOBILE BUILDING - ROYAL DAVIS 
     OFFICE - DAY

     Davis, a good-looking, forties, well-dressed polished...He
     paces nervously, checks his manicure, sprays his breath,
     looks into one more mirror to unsure his collar lays 
     perfectly...Blue stands on the far side of the room,
     watching, anticipating...Benson enters the room.  Davis 
     turns on him immediately....

                               DAVIS
               ...You let a chick stroll away from
               that cabin.  You didn't see her face
               ...you don't know who she is...you
               mess up and I can lose it all.

     Benson, tight-eyed and deadly:

                               BENSON
               Keep breaking my chops Davis, and 
               the first thing you lose is me.

     This stops Davis in his tracks.  Benson points to Blue....

                               BENSON
               I'm not one of your 'ex-pugs,' Davis.
               I'm a professional...
                      (beat)
               I said I was reading the morning 
               papers -- all of them.  No one has
               stepped forward -- man or woman.

                               DAVIS
               Not yet -- Time makes people run
               scared and their mouth starts movin'!

                               BENSON
                      (shrugs,
                       casually)
               If someone else has to be killed --
               I'll get it done.
                      (beat)
               And for you it only cost money.

     On Benson's half smile:

                                              CUT TO

     INT. K.I.T.T. - DAY - ON MICHAEL - MOVING SHOT

     behind the wheel, maneuvering the curves of a narrow moun-
     tain road.  A beat...Then:

                               K.I.T.T.
               Michael, I feel I need more data for
               my information bank.

                               MICHAEL
               Buddy, there's not much to give --
               except that, for weeks, Damon Leland
               had been indicating in his sports 
               column that he was going to try and
               stop the rematch between Keeler and 
               Grant.

                               K.I.T.T.
               Did Leland have that kind of power?

                               MICHAEL
               If he had proof that someone was 
               'dirty,' he could publicize it....

                               K.I.T.T.
               Michael, sometimes I find your 
               colloquialisms colorful -- but 
               confusing.  I assume 'dirty' doesn't 
               mean 'unwashed.'

                               MICHAEL
               'Dirty,' means that, when Keeler
               went down from a badly thrown left 
               hook in the fifteenth round, maybe
               -- just maybe -- it wasn't all 
               sportsmanship and athletic ability.

                               K.I.T.T.
               Can you prove that?

                               MICHAEL
               Not yet, for now I think I'll just 
               squeeze and hope somebody yells.

                               K.I.T.T.
               I'm afraid I do understand that 
               Michael....

     Michael laughs.

     EXT. MOUNTAIN ROAD - DAY - ON K.I.T.T.

     slowing as he approaches a dirt road turnoff.  Fronting
     the turnoff is a huge sign that reads:  "KEELER TRAINING
     CAMP CLOSED TO PUBLIC -- AUTHORIZED PERSONNEL ONLY."

     K.I.T.T. makes his turn onto the road and proceeds towards
     the camp.  A high chain link fence cordoning off the acreage
     that comprises the training camp.

     INT. K.I.T.T. - DAY - MOVING SHOT

     Michael looks up at the top of the fence and then around to
     see if there is a way to breach the security.

                               K.I.T.T.
               They're checking press cards....

                               MICHAEL
               Then we'll have to have one.

     As they drive on Michael hits the proper buttons.

     INSERT - K.I.T.T.'S PANEL

     as it is activated and proceeds to execute a series of 
     codes to copy a press card....

     EXT. TRAINING CAMP - PARKING LOT - DAY

     A dirt area half-filled with press-tagged cars.  Michael
     parks, gets out, and walks towards the entrance and its 
     guard....

     EXT. GUARD GATE - DAY

     The Guard, an ex-pug in civilian clothes, steps out to 
     Michael, who hands him his press card...He reads it.

                               GUARD
                      (astonished)
               The Tombstone Variety...never heard
               of it....

                               MICHAEL
               Forty bucks a year will make you a 
               subscriber...how about it?

                               GUARD
               That's what the other eight sub-
               scribers say?

                               MICHAEL
                      (on the 
                       move)
               To tell the truth they get it for
               nothing.

     Michael smiles, moves through the gate past the guards,
     looks and starts up a tree-line path.

     EXT. KEELER'S MOUNTAIN TRAINING CAMP - FULL SHOT

     The area is crammed with people.  Press photographers snap
     away with their cameras as celebrites from the fight world
     mingle with friends and family.  Exotically clad waitresses
     move among the visitors, passing out hors d'oeuvres and
     soft drinks.

     A huge tent, with side flaps removed, covers a ring and 
     workout area.  Sparring partners bank away at heavy bags...
     One shadow-boxes in the ring.  Training camp personnel go
     about their business.  Angle adjusts to find:

     DAVIS

     surrounded by a circle of reporters, giving a press con-
     ference.  Off to one side, in a group of ten to twelve 
     people, are Doc Simmons, Jean Tremount, and a woman in her
     early thirties who, we will learn later, is Mrs. Ruth Keeler.
     Davis nods to his PR man, who spots out his well-used 
     speil, his arms waving, his eyes popping, his voice at
     an emotional shout.  As Michael approaches.

                               PR MAN
                      (overflowing
                       with energy)
               They're gonna forget that Rumble in
               the Jungle!..They're gonna forget 
               that Thriller in Manila!..That was 
               a prelim...When they're asked, 'What
               was the greatest fight of this 
               century,' every fight fan in the 
               world is gonna shout, 'The battle in
               Butte!..The battle in Butte!'  When
               they talk about the greatest fight 
               ever, there's gonna be just one 
               memory that stands alone -- the 
               memory of Keeler -- and Grant --
               standin' toe to toe under that 
               northwestern sky!!!

     Michael moves into Frame, joining the press as Reporter #1
     shouts from the crowd to Davis....

                               REPORTER #1
               What about it Davis?  Why Butte?!
               It's not exactly the fight capitol
               of the world!

                               DAVIS
               Because my heart is with the working
               man.  Those people that can't fly to 
               Vegas, Atlantic City or Tahoe to see 
               a championship fight....

                               REPORTER #2
                      (with a 
                       chuckle)
               Your heart may be with the working man,
               but you held out for forty million 
               dollars for the TV rights.

                               DAVIS
                      (smiles)
               I never said I was dumb.  The working
               man gets his fight, the promoter gets 
               his profit....

                               MICHAEL
               How much slimmer would your profit 
               have been if Keeler hadn't gone 
               down in the fifteenth?!

     Davis glares at Michael, then tries to joke his comment
     off, with:

                               DAVIS
               The Lord works in strange ways....

                               MICHAEL
               Damon Leland wrote that Keeler's 
               over-used -- over fought -- and 
               over-aged -- and should think twice
               about stepping into the ring again.
               And, if Damon Leland was alive, I 
               gotta hunch Keeler wouldn't!

     Davis glares at Michael.

                               DAVIS
               But old men begrudge younger men 
               that can stand tall.

                               MICHAEL
               The last time I saw Keeler he wasn't
               standing tall!  He was flat on his 
               face from a punch that, two years 
               ago, he would have laughed at!
               Who's he standing tall for, Davis --
               for himself -- or for your forty-
               million dollar purse?!

     Davis controls himself.

                               DAVIS
               You think Keeler's over-used?  Talk
               to the expert.  Talk to the man who 
               gave him his pre-training examination!
               Doc Simmons!

     All eyes turn to Doc Simmons.  A beat...and then Simmons 
     takes a step forward.

                               SIMMONS
                      (smiles,
                       gestures)
               Bo Keeler's a phenomenon...He's got
               the heart and lungs of a nineteen 
               year old.  I've never seen a more 
               magnificent example of clean living
               in my entire career.  If any of you 
               reporters would like a photostat of 
               his medical examination....

     Simmons, indicating Jean Tremount.

                               SIMMONS
               ...feel free to call my secretary,
               Miss Tremount....

     Before anyone can respond, Davis, glaring at Michael:

                               DAVIS
               Members of the press can pick up 
               their news kits on the way out!

     Davis pushes his way through the crowd, heading back towards 
     his office area.  Ad-lib murmurs from the crowd as they
     start to disperse.

     ON MICHAEL

     his eyes tight as they trail after Davis.  A beat...and 
     then Mrs. Ruth Keeler moves into frame, stares at Michael.
     Michael's eyes turn to her.  Another beat...and she asks:

                               MRS. KEELER
               ...Who and what are you?

                               MICHAEL
               Nothing special, just a man who has a 
               lot of unanswered questions.

                               MRS. KEELER
               I'm Ruth Keeler.  And you're special 
               to me...You're the only one outside of 
               Leland who's sounded off like that.

                               MICHAEL
               I still didn't get any answers.

                               MRS. KEELER
               I don't think you expected any, but 
               I'd like you to ask those questions 
               to my husband.

     Michael stares at her, stunned.

                               MICHAEL
               Why help me?

                               MRS. KEELER
               Because I'd also like those answers.
               Meet me at the turnoff entrance to 
               the camp.  My husband's doing road 
               work.  I'll take you to him.

     On this, Mrs. Keeler spins and walks away.

     SERIES OF CAMEO SPOTS FEATURING WELL-KNOWN FIGHTERS

     WIDER

     The crowd continues to leave the camp.  Michael's eyes 
     trail after Mrs. Keeler.  At the point when she passes the 
     tent-covered training area, something catches Michael's 
     attention:

     A COMPACT TV SURVEILLANCE CAMERA

     fastened to one of the tent's poles, angled towards the 
     boxing ring.

     RESUME ANGLE ON MICHAEL

     as his eyes scan the area, noting two other surveillance 
     cameras.  He then sees:

     MICHAEL'S POINT OF VIEW - A MOON-FACED, EX-HEAVYWEIGHT 
     FIGHTER JERRY "RED"

     "tapes" the hands of one of the sparring mates.

     NEW ANGLE

     as Michael crosses to the training area, then moves to 
     Jerry's side.  Jerry gives the fighter a "tap" on his 
     hands, the fighter moves away.  Jerry looks up at Michael.

                               JERRY
               You need something, mister?

                               MICHAEL
               Yeah -- an expert's opinion.  You
               were at the Grant-Keeler fight.  Tell
               me what you think happened in that 
               fifteenth round.

                               JERRY
               ...You tell me.  I just tape hands and
               mind my business....

                               MICHAEL
               Keeler either totally ran out of gas
               -- or he took a 'dive' for the big 
               money in the rematch.

     Something catches Jerry's eye.

                               JERRY
               Pal, that kinda talk can buy you
               nothing but trouble.  This broken 
               nose don't make me dumb.

                               MICHAEL
               I remember when you fought...You
               were never afraid....

                               JERRY
               You saw me fight?

     Michael nods....

                               JERRY
               Then stop asking questions or I 
               could lose my only fan....

     Jerry moves out as Michael's eyes catch:

     NEW ANGLE

     Davis, flanked by Benson, Blue and two other ex-pugs.
     Davis issues a command.

                               DAVIS
               Take him to his car...Make sure he 
               doesn't want to come back!

     Benson remains at Davis' side as Blue and the two others
     move forward.

     ANGLE FAVORING MICHAEL

     as Blue and the two pugs start to close in on Michael.
     Michael raises his left hand up to his mouth as if to wipe
     his upper lip.  Into his comlink:

                               MICHAEL
               Kitt, I think I'm about to get my 
               head handed to me.

                               K.I.T.T.
               Apparently they didn't enjoy being 
               squeezed.

     OMITTED

     EXT. TENT - DAY

     Two of the pugs have closed in on Michael.  One makes his 
     move and Michael kicks out at the heavy bag.  The bag swings 
     -- catches the pug flush in the gut -- sending him sprawling!

     Michael backs out to an open grassy area as the other pugs
     continue to close in.  Blue circles Michael to cut off his 
     escape route.  Michael's head spins, from in front of him,
     to Blue, circling.

                               MICHAEL
               Fellas, what happened to freedom of 
               the press??

     SCENE

     The answer is obvious, they make a move at Michael.
     Michael plants his feet -- fakes a punch with his left at 
     the pug coming from the left -- throws a straight right,
     shoulder high, at the pug on his right.  He goes down, as:

     MICHAEL

     into comlink.

                               MICHAEL
               Kitt, I can use your company.

     K.I.T.T.

     comes barreling out of the trees and into the clearing,
     slows as he bores into the fray.

     ANOTHER ANGLE

     Blue leaps aside and spins to face K.I.T.T.  K.I.T.T.'s 
     driver's door flies open, catching Blue flush -- like a 
     left hook to the solar plexus.  Blue drops where he stands.

     WIDER

     and we see Michael duck under a wild right from one of the 
     pugs and then lands a left hook to the exposed rib.

     MICHAEL

     is in a "give and take" with one of the men.  The first pug 
     down regains his feet and comes charging.

     OMITTED

     FULL SHOT - THE CAMP

     Davis has called, "Hey, Rube," and the remainder of the 
     "camp people" are racing towards the clearing!

     ON MICHAEL - INCLUDING K.I.T.T.

     His eyes go wide as he sees the reinforcement charging
     towards him.

                               MICHAEL
               Kitt, I think we've overstayed our
               welcome!

     Michael bolts into K.I.T.T. -- K.I.T.T. spins his wheels
     -- makes a "half donut" and is full bore, headed for the 
     trees, as we:

                                              FADE OUT

                         END OF ACT ONE

                             ACT TWO

     FADE IN

     EXT. MOUNTAIN ROAD TURNOFF - DAY

     Mrs. Keeler's car is parked adjacent to the sign that reads:
     "KEELER TRAINING CAMP."  K.I.T.T., with Mrs. Keeler in the 
     passenger's seat, is maneuvering back onto the dirt road as
     we hear:

                               MRS. KEELER (V.O.)
               ...Make a right when you come to the 
               first junction...What kind of car is 
               this?...

     INT. K.I.T.T. - DAY - MOVING SHOT

                               MICHAEL
               It's an '86...I got an early 
               delivery....

                               K.I.T.T.
               Really Michael....

                               MRS. KEELER
               It talks...what'll they have in '87....

                               MICHAEL
               Quieter cars.

                               MRS. KEELER
                      (points)
               My husband does his work in the 
               viaduct....

     This triggers off something in Michael's mind.  His eyes 
     tighten with thought...then:

                               MICHAEL
               ...A fighter usually runs in the 
               morning.

                               MRS. KEELER
               A lot of things have changed,
               including schedules.  If they 
               hadn't, I wouldn't be sitting in 
               this strange car with you.

     Michael starts to say something.  She stops him, with:

                               MRS. KEELER
               Let me finish...I don't know who you
               are -- I only know you asked the same
               questions I've asked my husband.  I'm
               not getting any answers.  I hope you 
               can.

     They reach the junction.  Michael spins the wheel, makes 
     the turn.

                               MICHAEL
               Mrs. Keeler I don't understand the 
               rematch...Bo Keeler has always said
               he fights for money...I know you 
               and Bo have a beautiful home and 
               well over two million dollars in
               solid investments.  So, why the 
               fight?

     Tears start to well up in Mrs. Keeler's eyes.  A beat...
     then:

                               MRS. KEELER
               There is no sane reason for him to 
               take any more punishment.  I watch
               him, every morning, getting out of 
               bed -- piece by piece -- every 
               muscle -- every joint -- in his body
               aching.  I hold back while he stands 
               under a scalding shower, trying to 
               numb the hurt.  And when he comes 
               out, I ask, 'Why?  Why are you doing 
               this to yourself?..We don't need any
               more....'

     The tears rolling down her cheeks stop her from continuing.
     As she wipes them away:

                               MICHAEL
               And he never gives you an answer.

                               MRS. KEELER
               Oh, yes.  Things like...'You 
               wouldn't understand...'  And he's 
               right.

     EXT. K.I.T.T. - DAY - MOVING SHOT

     K.I.T.T. slows as the viaduct comes into view, edging the 
     roadway.  Up ahead, we see a "bend."  K.I.T.T. pulls over 
     and stops.

     EXT. VIADUCT - DAY - ON KEELER AND SPIDERMAN

     jogging in silence, rounding a long, sweeping curve in the 
     viaduct.  Stay with this until the bend reaches a straight-
     away and Keeler looks up and reacts.

     NEW ANGLE

     and we see Michael and Mrs. Keeler on the edge of the 
     viaduct, directly in front of the approaching Keeler and 
     Spiderman.

     ANOTHER ANGLE

     Keeler and Spiderman, reaching Michael and Mrs. Keeler, jog
     in place for a beat...Keeler glares at his wife, and then 
     they take off again.

     Michael looks across at Mrs. Keeler, then camera stays on 
     Michael as he jumps down into the viaduct, races to catch 
     up with Keeler and Spiderman.  Reaching them:

     SCENE

     Spiderman drops a pace behind as the camera tracks.

                               KEELER
               I don't know how you got my wife to 
               lead you here but I don't like it.
               Now, what's your problem?

     Michael's eyes tighten, lock on Keeler.

                               MICHAEL
               Damon Leland's death.  He came into 
               town to stop this rematch.  Somebody
               didn't want him to.

                               KEELER
               So, what do I have to do with that?!
               I'm up to here with you 'no-name'
               press guys....

                               MICHAEL
               My name is Michael Knight.

                               KEELER
               So?

                               MICHAEL
               So talk to me, Keeler.  Aside from 
               money, tell me why you want to 
               subject yourself to the punishment 
               you're going to get from Grant.

                               KEELER
                      (beats)
               I didn't get a shot at the title
               'til I reached thirty.  I fought in 
               every smoker and barn you ever heard 
               of.  No ranked fighter would give me 
               a shot...I traveled too long a road 
               to give up the title after one loss.

     Their jog in the viaduct has led them back to the outskirts 
     of the training camp.  They stop.  Michael, baiting him:

                               MICHAEL
               No ranked fighter would give you a 
               shot until you signed with Davis
               back in Massachusetts?

                               KEELER
               You got it.  Aireon.  Massachusetts.
               I was working a part-time job between
               smokers....

     ON SPIDERMAN

     tensing.

                               SPIDERMAN
               Champ, you'd better get back to camp
               for a 'rub' before you begin to
               tighten up.

     BACK TO SCENE

     Keeler moves to, and starts to climb up, a steel ladder 
     riveted to the side of the viaduct.

     Keeler lets this sit for a quick beat...Then:

                               KEELER
               Give Spider a number where you can 
               be reached.  I'll see to it that 
               you can ask anything to anybody.  I 
               got nothing to hide.

     Keeler turns his back on Michael, starts to climb the 
     ladder.  Michael hits him with:

                               MICHAEL
               What's the name 'Samuells' mean to 
               you?

     Keeler freezes, then answers:

                               KEELER
               Zero....

     ON SPIDERMAN

     And we see panic in his eyes.

                                              MATCH CUT TO

     INT. DAVIS' TRAINING CAMP OFFICE - DAY - ON SPIDERMAN

     The panic remains in his eyes as he states:

                               SPIDERMAN
               When he asked about Samuells, I 
               started to shake.  Davis, I can't 
               handle that kind of pressure.

     WIDER

     and we see that Spiderman is talking to Davis.  Benson is 
     on the far side of the room.

                               SPIDERMAN
               ...If he starts comin' down on me,
               I'm afraid I might say the wrong 
               thing...Just cut me loose -- let me 
               walk away and disappear.

     Davis, holds a long silent beat....

                               DAVIS
               You want out, you have it....

                               SPIDERMAN
                      (relieved)
               Thanks Mr. Davis.

                               DAVIS
               But only after you make a move for 
               me.  Do it and you'll even walk 
               away with money in your pocket.

     Spiderman stares at Davis, not wanting to hear what he has 
     to say.

                                              CUT TO

     INT. K.I.T.T. - DAY - MOVING SHOT

     traveling the mountain road, leaving the camp area.
     Michael asks:

                               MICHAEL
               Pal, the security system at the 
               training camp has television 
               surveillance.  I'd like to know if 
               they're 'taping.'

     INSERT - K.I.T.T.'S PANEL

     being activated.  Then:

                               K.I.T.T.
               The system does include that capability.

                               MICHAEL
               Good.  I want to tap in and record all
               of Keeler's sparring sessions.

                                              CUT TO

     EXT. SEMI - DAY - ESTABLISH

     INT. SEMI - DAY - ON MONITORING SCREEN

     The screen shows Keeler in the ring with one of his 
     sparring partners.  Keeler is wearing a full face/head
     protector.  The sparring partner is initiating the action;
     Keeler, taking the defensive approach.  (The sparring
     partner does not throw a punch at Keeler that is higher 
     than chest level.)  Time is sounded and we go:

     WIDER

     and find K.I.T.T. parked in the semi; Michael, Devon and RC3,
     with their eyes glued to the screen.  Bonnie is off to one 
     side.

                               DEVON
               You're right, Michael...It's the same
               in every one of the tapes...Keeler 
               keeps backing off.

                               MICHAEL
               ...And Keeler's the kind of fighter 
               that knows only one way -- keep coming
               in -- keep attacking.  He's changed 
               his training pattern and his style...
               There's got to be a reason....

                               RC3
               ...It looks like the man is totally 
               out of sync.

                               MICHAEL
               So was Spiderman when I asked about
               Samuells...Bonnie, has any added
               information come in on Samuells?

                               BONNIE
               I rechecked the report...both men 
               named Samuells simply died of natural
               causes.

     Michael's eyes lock on Devon.

                               MICHAEL
               Nothing is ever as simple as it 
               seems....

     Devon, reading him, nods.  Then:

                               DEVON
               RC, check with the airlines...you're 
               flying to Aireon.

                               RC3
               I like it...an investigating reporter
               asking important questions.

                               MICHAEL
               As long as you get some important 
               answers.

     RC3 exits.  Devon and Michael again turn their attention to 
     the monitoring screen.

     MONITORING SCREEN

     and again Keeler, with a sparring mate, on the defensive.

                               MICHAEL (O.S.)
               There's got to be something here
               that we're missing....

     BACK TO SCENE

                               DEVON
               Maybe we're making too much of it,
               Michael.  Perhaps Keeler feels 
               that's the only way he can beat 
               Grant.

     Michael shakes his head "no."

                               MICHAEL
               My hunch is that he doesn't have any
               choice....

     Michael is interrupted as K.I.T.T. comes through his 
     comlink, with:

                               K.I.T.T.
               Michael, the number you gave 
               Spiderman has been dialed.

     Michael bolts to K.I.T.T., leans in his window.

                               MICHAEL
               Connect me.

                                              CUT TO

     INT. DAVIS' OFFICE - DAY - ANGLE FAVORING SPIDERMAN - 
     INTERCUT MICHAEL AS NEEDED

     Spiderman, sweating, has the phone to his ear.  Across from 
     him -- Davis, Blue and Benson.

                               SPIDERMAN
                      (into phone)
               I gotta make this quick -- I don't
               like what's goin' on.  I'm willing to 
               tell you some things, but not here at
               camp.

                               MICHAEL
                      (into phone)
               Where?...

                               SPIDERMAN
                      (into phone)
               Where you first saw us in the viaduct
               ...Follow the curve.  It will take 
               you to the catch basin -- eight
               o'clock tomorrow morning.  I'll be
               there.

     Spiderman hangs up, looks across to Davis.

                               DAVIS
               Relax...You're halfway there.

     Spiderman nods, crosses the room, opens the door and exits.
     The door closes behind him.  Davis turns to Benson....

                               DAVIS
                      (to Benson)
               ...Kill them both.

     On Benson's casual nod:

                                              DISSOLVE TO

     EXT. VIADUCT - DAY - ON K.I.T.T.

     winding his way along the edge of the viaduct.  A beat...
     then move:

     INT. K.I.T.T. - NIGHT - MOVING SHOT

     Michael, eyes tight:

                               MICHAEL
               Kitt, all systems on alert.
               Spiderman's 'turned over' too easy.

                               K.I.T.T.
               You do have an alternative, Michael.
               Arrange for a new meeting place.

     Michael shakes his head "no."

                               MICHAEL
               If he's straight, I don't want to 
               give him time to change his mind.

     EXT. TOP OF DAM - DAY

     We find Spiderman in the shadows -- a man who doesn't want 
     to be here.  Camera zooms to:

     BENSON

     on high ground, carrying a high-powered automatic rifle,
     equipped with scope.  He looks across to and signals:

     BLUE

     crouched, armed with the same type of weapon.  Receiving 
     Benson's command, he starts his move to the opposite side of 
     the dam.

     EXT. CATCH BASIN DAM - DAY

     K.I.T.T. approaches the basin from the upstream side.
     There is a small pond of water where the stream is dammed 
     on its way to the spill gate.

     INT. K.I.T.T. - DAY

     Michael sits at the wheel and waits for K.I.T.T. to complete 
     his scan of the area.

                               K.I.T.T.
               Michael, I have no way of determining
               what is on the other side of the dam.
               It is too large and solid a structure.
               I believe you should use extreme 
               caution.

                               MICHAEL
               Thank you, buddy.  I intend to do 
               just that.

     He opens the door and steps out.

     EXT. CATCH BASIN - DAY

     Michael crosses the base of the dam and finds a series of 
     steel rungs, on its face, leading up to the top.  He begins 
     to climb.

     EXT. TOP OF DAM - DAY

     Spiderman stands with his back protected by one of the huge 
     concrete pillars.  Michael climbs onto the rim and looks 
     around.

                               SPIDERMAN
               Over here....

     Michael crosses to him.  Their eyes lock.

                               MICHAEL
               Let's get to it.  You and I both know 
               Keeler's waltzing through his training 
               sessions.  He either intends to make 
               the rematch short and sweet for Grant,
               or there's something wrong with him.

     Spiderman is shocked by the bluntness of the question and 
     is caught off guard.

                               SPIDERMAN
               How did you find out?

                                              CUT TO

     BENSON

     angling his rifle.

     BENSON'S POINT OF VIEW THROUGH SCOPE

     Michael and Spiderman appear in the scope.  (No crosshairs.)

     RESUME ANGLE - MICHAEL AND SPIDERMAN

     Michael reacts and hits the deck as the sound of a shot is 
     heard.  Spiderman's eyes go wide as he's hit...He crashes 
     to the cement next to Michael.

     BLUE

     sighting through his scope, firing round after round.

     RESUME ANGLE - MICHAEL AND SPIDERMAN

     Michael lies flat and pulls Spiderman towards him as shot 
     after shot ricochet off the cement.  Michael yells into his 
     comlink.

                               MICHAEL
               Kitt...we're in a crossfire!  I'm
               coming down...Give me a smoke 
               screen....

                               K.I.T.T.
               Of course Michael....

     INT. K.I.T.T. - DAY

     Lights race across his panel.

     EXT. K.I.T.T. - DAY

     Smoke from K.I.T.T. starts to work its way up the dam.

     EXT. TOP OF DAM - DAY

     Bullets continue to cascade around Michael, as K.I.T.T.
     comes through his comlink, with:

                               K.I.T.T.
               Michael, you're up too high.  The 
               smoke dissipates before it can reach
               you....

                               MICHAEL
               Then I'll come closer...buddy!

     Michael reaches out for Spiderman and drags him towards the 
     edge of the structure.  Reaching it, he cradles Spiderman
     in his arms.

     CLOSER ANGLE 

     and we can see that Spiderman's life is slipping away.

                               MICHAEL
               Hang in...just hang in.

                               SPIDERMAN
                      (forcing
                       the words)
               Davis sent them....

     Another salvo of bullets explodes around them.  Michael 
     takes a deep breath, then, taking Spiderman with him,
     slides off the edge of the dam.

     EXT. SIDE OF DAM - DAY - THE LONG SIDE

     Michael, cradling Spiderman, makes the long slide down the 
     side of the concrete barrier and splashes into the pool of 
     water below.  And into the safety of the smoke.

     BLUE

     Lowering his rifle, he can't see.

     BLUE'S POINT OF VIEW - SCOPE SHOT

     K.I.T.T.'s smoke has blocked the entire area.

     BENSON

     lowering his rifle, shaking his head.

     EXT. BASE OF DAM - DAY

     K.I.T.T. screeches into frame, Michael shoves Spiderman 
     inside.

     INT. K.I.T.T.

     as Michael tromps on the accelerator.

     VIADUCT

     K.I.T.T. speeds out of the smoke and to safety.

     INT. K.I.T.T.

     Michael turns to Spiderman....

                               MICHAEL
               I'll have you in a hospital in 
               minutes.

     CLOSER

     as Spiderman speaks -- the words barely audible:

                               SPIDERMAN
               ...Tell the Champ he didn't snuff 
               Samuells.

                               MICHAEL
                      (stunned)
               What?...

     Spiderman starts to speak...his mouth quivers but no words 
     come.  A beat...and then he dies.

     TIGHT ON MICHAEL

                               K.I.T.T.'S VOICE
               He's gone, Michael.

     Michael's reaction....

                                              FADE OUT

                         END OF ACT TWO

                            ACT THREE

     FADE IN

     EXT. FOUNDATION - DAY - ESTABLISH

     Then move:

     INT. FOUNDATION - DAY

     and find Devon, Michael and RC3 in a war council.  RC3 has 
     an astonished look on his face.

                               MICHAEL
               Spiderman died saying Keeler didn't 
               kill Samuells.

                               RC3
               It fits the facts I picked up...
               Simon P., the old guy, died peacefully
               in his sleep.  James Samuells got 
               fired for drinking, went on a three-
               day binge.  Died in his bathtub...Hot
               water -- blood alcohol over 1.4.
                      (shrugs)
               He bought the farm.

     A beat to let this settle in...Then:

     Michael shakes his head "no."

                               MICHAEL
               There has to be a string that ties 
               it all together.  Or, why would 
               Damon Leland want us to check on 
               Samuells' death?!

     Michael paces.

                               MICHAEL
               Let's go back to square one.  Damon 
               Leland was trying to stop the rematch.
               He must have known something no one 
               else knew.

                               RC3
               Could he have heard something in the 
               post-fight 'rumble'?
                      (correcting)
               I don't mean 'heard' -- I know he 
               was deaf.  But maybe he was given 
               some inside information.

     ANGLE FAVORING MICHAEL - INCLUDING DEVON AND RC3

     Michael's eyes tighten with thought.  RC3 has triggered 
     something.  Devon shakes his head "no."

                               DEVON
               Damon wasn't at the fight.  He 
               watched it in his home -- on 
               television.

                               MICHAEL
               Maybe that's the point.  Let's
               watch the fight the way he watched 
               it.
                      (beat)
               Without sound.

     Devon and RC3 shoot a look at Michael and we:

                                              CUT TO

     INT. MASTER CONTROL ROOM - DAY

     Devon, Michael, RC3 and Bonnie are watching the large 
     monitor.  The last few seconds of the fourteenth round are 
     in progress -- without sound.  Keeler lets go a wild,
     overhand right.  Grant slips under it, lands a left,
     unloads a devastating right to Keeler's temple.  The blow
     jerks Keeler's head sideways...His knees start to buckle...
     The bell sounds, ending the round.  The referee steps in 
     between the two fighters.

     The tape continues to play as Bonnie asks:

                               BONNIE
               What are we looking for, Michael?

                               MICHAEL
               I'll know in the next minute....

     ANGLE FAVORING MONITORING SCREEN

     as it shows Keeler's corner between the fourteenth and 
     fifteenth rounds -- the cornerman, working frantically on 
     Keeler, as he whispers something (inaudible) to his 
     trainer, Spiderman.

                               MICHAEL
               Freeze on that, back it up and blow
               it up -- then tell me what Keeler is 
               saying.  Tell me what Leland heard.

     As her fingers play across the keyboard:

                               RC3
                      (gestures)
               You've lost me....

                               MICHAEL
               Damon Leland could read lips.

     ANGLE ON SCREEN

     The picture on the screen enlarges, and we see Keeler
     mouthing some words.  A beat...and then hear the sound of 
     the computer typing out words.  (Or electronic voice.)

     BACK TO SCENE

     Bonnie waits for the completion of the print-out, tears it 
     off, hands it to Michael.  He reads it out loud.

                               MICHAEL
               Spiderman -- I can't focus...My arms 
               are numb.  I don't know if I can 
               lift them...I'll try...I'll try....

     Devon and Michael exchange looks...Then, Devon glances at 
     the screen.

                               DEVON
               Bonnie, give us a shot of Keeler's 
               eyes.

     Bonnie activates the system, and an extreme closeup of
     Keeler's eyes appears on the monitor.

                               MICHAEL
               Look at his right eye.  It's dilated
               ...possible concussion, brain injury.

                               RC3
               Then how did he pass the pretraining
               medical for the rematch?

     On Michael's look:

                                              CUT TO

     EXT. POSH MIDVALLEY MEDICAL COMPLEX - DAY

     comprised of single-story buildings of Spanish decor.  Find 
     K.I.T.T. parked in the visitor's lot in front of one of the 
     buildings, then move:

     INT. MEDICAL BUILDING - OFFICE - DAY

     Jean Tremount is sitting at her desk.  Michael stands 
     before her, scanning a copy of the medical report.  There
     is a nervousness playing behind her eyes as she watches him 
     flip through the pages.

                               JEAN
               The boxing commission has copies of
               all Keeler's medical reports.

                               MICHAEL
               Like you said, 'copies'...I have to 
               verify them against the originals...
               it's routine.

     Michael looks at Jean, smiles as he charms her....

                               MICHAEL
               Besides, if I wasn't sent here I'd
               have never met you, you're a very 
               attractive woman, Jean....

     Jean seems flustered but pleased.

                               JEAN
               Thank you, Mr. Knight.

                               MICHAEL
               You're a rare combination of both 
               looks and aroma...what scent is it 
               you're wearing?

                               JEAN
               Joi Die Vei...it's all I ever
               use....

     ON MICHAEL

     A knowing beat, then:

                               MICHAEL
               And you were wearing it the night
               you met with Leland and he was 
               killed.

     Michael flips the file on the desk...the papers scatter to 
     the floor...Michael gets stronger.

                               MICHAEL
               Now where's the brain scan on Keeler
               ...is that what you sold to Leland?

     NEW ANGLE

     Jean starts to panic....

                               JEAN
               I don't know what you're talking 
               about...I don't know a Leland and if
               you want a copy of the brain scan
               you'll have to see Doctor Simmons....

                               MICHAEL
               Or maybe you didn't sell anything...
               maybe you were there to set up 
               Leland's murder....

                               JEAN
               No...No...I didn't do that!

                               MICHAEL
               Then why were you there?!

                               JEAN
                      (coming apart)
               I can't live with it any longer...
                      (blurts it out)
               I did sell Leland the brain scan!

     She breaks.

                               MICHAEL
               I'm not here to hurt you.  Pull 
               yourself together.  I'll take you 
               someplace where you'll be safe.
               Davis is covering his tracks with 
               dead bodies.

     As Michael leads her to the door:

     OMITTED

     EXT. MEDICAL COMPLEX PARKING LOT - DAY - ON DOCTOR JACK 
     SIMMONS

     crossing the lot from the far side -- directly opposite the 
     spot where K.I.T.T. is parked.  He stops in his tracks as 
     he sees:

     SIMMONS' POINT OF VIEW - MICHAEL

     helping Jean into K.I.T.T.'s passenger seat.  As Michael 
     crosses to the driver's side:

     RESUME ANGLE ON SIMMONS

     Panic registers as he takes cover behind one of the parked 
     cars.

     INT. K.I.T.T. - DAY - MOVING SHOT

     As they pull out of the lot:

                               MICHAEL
               Kitt, can we reestablish files that
               have been erased from a disk?

                               K.I.T.T.
               Michael, I appreciate the fact that 
               you think my capabilities are inex-
               haustible, but, I do have my limits.

                               MICHAEL
               I only asked.

                               JEAN
               It talks.

                               MICHAEL
               It still didn't tell me what I wanted 
               to hear....

     On Jean's frightened and confused reaction.  Then:

     INT. SIMMONS' OFFICE - DAY

     Simmons races from the reception area into his office and 
     freezes.  Panic mirrors on his face as he stares down at:

     KEELER'S FILE

     strewn on the floor.

     INT. DAVIS' OFFICE - DAY - INTERCUT AS NEEDED

     Davis is sitting behind his desk, his eyes bulging, the 
     phone to his ear.  Benson is across from him.

                               DAVIS
               You told me you destroyed those files!

                               SIMMONS
                      (into phone)
               I did!  These are fraudulent!  But
               Jean typed up the original medical
               report.  I don't know what's going 
               on -- but you didn't pay me enough to
               lose my license.  I plan on covering 
               myself -- up -- down -- and sideways.

     ON DAVIS

     Davis slams down the phone.

                               DAVIS
               I don't intend to go to jail.
                      (to Benson)
               You've never been in so you don't 
               know what it's like...They take away
               everything.  Everybody dressed alike 
               and you eat out of tin plates.  I've
               got millions of dollars and I'm not
               going to eat out of tin plates!!

     He stares at Benson.  Benson, with a half grin, shakes his 
     head "no."

                               BENSON
               ...I'll get to Michael Knight...he
               may be a 'pro' but I know his next 
               step.  For enough money, I'll get 
               your troubles washed away.

     Davis holds a beat, then nods....

                                              CUT TO

     INT. SEMI - DAY

     Michael, Devon, RC3 and Bonnie listen while Jean reveals 
     her self-imposed nightmare.

                               JEAN
               Keeler's cat scan showed brain damage
               -- neuropathy of the arms.  Jack 
               called Davis and told him that, if 
               Keeler went in the ring again, he 
               could suffer a permanent paralysis
               -- Davis bought him off.

                               MICHAEL
               Does Simmons know that you're aware 
               of all this?

                               JEAN
               I'm aware of everything that happens 
               to Jack...I've been a lot more than 
               his nurse for nine years.

                               DEVON
               Why did you contact Damon Leland and 
               not the authorities?

                               JEAN
               For the money.  Jack will never leave
               his wife.  I told myself it would be 
               a down payment on a new life.  I had 
               wasted all these years.

     Bonnie, feeling empathy, intercedes.

                               BONNIE
               Jean, that's enough for now.  Come 
               with me -- freshen up and, if you 
               want to talk things out -- I'm here.

     All wait for Jean and Bonnie to exit the room...Then:

                               RC3
               Someone with as fine-tuned a body as 
               Keeler has to know if something is 
               wrong with him.

     Michael nods, agreeing.  He moves to the phone, picks up 
     the receiver from its cradle, dials a number.

     INT. KEELER HOME - DAY - TIGHT ON MRS. KEELER - INTERCUT 
     MICHAEL AS NEEDED

     Mrs. Keeler has the phone to her ear.

                               MRS. KEELER
                      (into phone)
               No...Michael, Bo isn't home.

                               MICHAEL
               The training camp is closed for the 
               day.  I have to reach him....

                               MRS. KEELER
                      (into phone)
               He left a little while ago.  Said he
               wanted to think...My guess is you'll 
               find him in the L.A. viaduct.
               There's an access ramp at Fourth.

     Camera pulls back and we see that Benson holds a gun on 
     her....

                                              CUT TO

     EXT. LOS ANGELES VIADUCT - DAY

     The wide, concrete canyon, with a monolithic wall
     protecting each bank, stands, waiting, as K.I.T.T. drives 
     down the access ramp and proceeds along the smooth bottom.

     INT. K.I.T.T. - DAY - MOVING SHOT

     Michael looks around and then asks:

                               MICHAEL
               Kitt, scan ahead and see if you can
               locate Keeler.

     INSERT 

     Lights play on K.I.T.T.'s panel and, on the display screen,
     we see a three-dimensional diagram of the viaduct, with a 
     red dot indicating a figure a mile ahead, around a bend.

                               K.I.T.T.
               I have a jogger a mile ahead.

     Michael's eyes look ahead as K.I.T.T. speeds on.

     EXT. VIADUCT - DAY

     K.I.T.T. winds around the bend and disappears.  Camera stays 
     on a huge iron door off to the side of the bank.  It swings 
     open and water begins to gush from the dark interior of its 
     tunnel.

     EXT. BEND - DAY - LONG SHOT ON JOGGER

     running, with a towel over his head.  A beat...and K.I.T.T.
     comes into frame.  The jogger looks back over his shoulder.

                                              CUT TO

     CLOSE ON JOGGER

     and see that it's Blue -- not Keeler.  Blue starts to race
     towards the side wall of the viaduct.

     INT. K.I.T.T. - DAY - ANGLE THROUGH WINDOW - MOVING SHOT

     Blue scurries up the cement wall to gain the top.

                               K.I.T.T.
               Michael, why is he running away from 
               us?

     Before Michael can answer:

                                              CUT TO

     EXT. VIADUCT - DAY - WIDE ANGLE

     Suddenly the floodgates on both sides of the viaduct start 
     to open and the water bursts through, like torrents of 
     rain.

     ANOTHER ANGLE - A SERIES OF FLOODGATES

     opening, one after another -- the water erupting from 
     within, bursting into the air!!

     ANGLE ON K.I.T.T.

     caught in the center of this deluge of water!

     INT. K.I.T.T. - DAY - MOVING SHOT

     The windshield and windows are blurred -- sound of torrents
     of water crashing K.I.T.T.'s outer frame resounds and 
     resounds!

                               K.I.T.T.
               Michael, the flood control systems 
               are being purged!

     Michael, white-knuckled, gripping the wheel:

                               MICHAEL
               Give me everything you've got!

     Michael is jolted back in his seat as K.I.T.T.'s engine 
     roars as he shifts to maximum power!

     ANOTHER ANGLE - K.I.T.T.

     A blur in this manmade hurricane.  The storm of water is 
     relentless as it continues to crash down on K.I.T.T.!

     INT. K.I.T.T. - DAY - MOVING SHOT

     The incursion from the floodgates shaking K.I.T.T. like a 
     toy!

                               K.I.T.T.
               Michael, I'm starting to lose 
               traction -- I don't know if I can 
               outrace it!

     ON MICHAEL

     speechless -- his eyes transfixed -- as the muffled roar of 
     the onrushing wall of water grows louder and louder.

                                              FREEZE FRAME

                                              FADE OUT

                        END OF ACT THREE

                            ACT FOUR

     FADE IN

     EXT. VIADUCT - DAY

     K.I.T.T. -- sliding -- spinning -- screeching -- clears the 
     gauntlet of cascading water.

     INT. K.I.T.T. - DAY - MOVING SHOT - ON MICHAEL

     Michael's eyes dart from side to side, trying to find an
     escape route...He sees it!

     MICHAEL'S POINT OF VIEW

     an incline leading to a huge flood control tunnel.

                               MICHAEL
               Kitt -- the tunnel!

     EXT. VIADUCT - DAY - ON K.I.T.T.

     bolts into motion -- his projections come out as he 
     obtains the super speed.

     INTERCUT - K.I.T.T. AND THE WALL OF WATER

     that has built from the purging of the systems in its race 
     to the entrance of the tunnel.  Then, at the moment that
     the water is about to engulf K.I.T.T., he reaches the 
     incline and, in a blur, disappears into the mouth of the 
     tunnel.

     INT. FLOOD CONTROL TUNNEL - DAY

     K.I.T.T. pulls to a stop.

     INT. K.I.T.T. - DAY

     Michael exhales, and then looks forward.

                               MICHAEL
               Buddy, let's see if there's a way 
               out of here.

     INSERT

     A three-dimensional diagram of the underground tunnels.

     RESUME ANGLE - MICHAEL

     Michael's eyes are locked on the screen.

                               MICHAEL
               Compute the speed necessary to reach
               that intersection at D9...Buddy, the
               only way out -- is up.  Go for it!

     Michael is propelled back into the seat by the G-force 
     increase.

     INT. K.I.T.T. - DAY - MICHAEL'S POINT OF VIEW

     K.I.T.T.'s headlights play on the walls around them.  Items 
     flash by at such a rate that they are nothing but blurs.

     INT. TUNNEL - DAY - INTERSECTION

     Light shining through a large grate plays down upon the 
     area.

     INT. K.I.T.T. - DAY - ON MICHAEL

     as he shouts:

                               MICHAEL
               Turbo boost!!

     INT. TUNNEL - DAY - ON K.I.T.T.

     The super booster ignites, and the nose of K.I.T.T. climbs 
     upward!

     EXT. CITY STREET - DAY - ON LARGE GRATE

     The grate crashes into the air as K.I.T.T. erupts up out of 
     the flood control system and lands on the street.  The 
     tires grab to slow the car.

     INT. K.I.T.T. - DAY - MOVING SHOT

     As Michael steadies the wheel, a sigh of relief.  Then:

                               MICHAEL
               Buddy, have you ever heard the poem,
               'How do I love thee?  Let me count 
               the ways.?'

                               K.I.T.T.
               Michael, this is no time for senti-
               mentality.

                               MICHAEL
               Right.  Get me to the Keeler home.
               It was a setup and Mrs. Keeler 
               wouldn't have put us in the middle
               unless she was in danger.

                                              DIRECT CUT TO

     INT. KEELER HOME - DAY - ON MRS. KEELER

     bound and gagged, tied to a chair in her living room.  Angle 
     adjusts and we find Benson at the window, peering out.

     EXT. KEELER HOME - DAY

     Establish this well-appointed home, with its gated front 
     and long driveway that leads to the entrance.  A beat...and
     then K.I.T.T. slows as it moves into frame.  The front gate 
     is open.  K.I.T.T. moves through.

     INT. KEELER HOME - DAY - ON BENSON

     at the window.  His eyes tighten as he sees K.I.T.T. coming
     through the gate.  He pulls his automatic out and races 
     from the room.

     INT. K.I.T.T. - DAY - MOVING SHOT

     Lights play on K.I.T.T.'s panel as he winds his way towards 
     the entrance to the house.

     INT. KEELER HOME - DAY - FOYER

     Benson turns the entrance door knob, pulls the door a half-
     inch ajar.  He then steps back ten feet and sets himself --
     both arms extendedm holding the automatic cocked and ready.

     He waits and listens.  He hears K.I.T.T.'s door open and 
     close.  A long beat...and then the doorbell chimes.

                               BENSON
               It's open...Come on in.

     Benson waits.  The doorbell chimes again.

                               BENSON
                      (louder)
               It's open...Come on in.

     The door opens and Benson fires at the empty doorway.
     Suddenly, from behind Benson, Michael moves into frame.
     His arms are extended -- his fists, gripped together.

                               MICHAEL
               Thank you, but I'm already here.

     On this, Michael swings his arms like a baseball bat.  His
     gripped fists hit the point of impact -- the back of 
     Benson's neck.

     SCENE

     Benson goes sprawling.  The automatic goes flying.  And 
     Michael is on him in a flash.

     Benson is quick -- Michael is quicker!  It's a "no holds 
     barred" brawl.  They use karate and good old-fashioned New
     York street fighting.  At some point, Michael delivers a 
     "gentlemanly-like" foot kick to the side of Benson's jaw.
     This ends it.  Benson crumples in a heap.

     Michael, standing over him:

                               MICHAEL
               Not nice...but, what do you expect 
               from an amateur?!

     MICHAEL

     races from the foyer into the living room.

     NEW ANGLE

     as he reaches Mrs. Keeler.  Michael starts to untie her:

                               MICHAEL
               Are you all right?...

     Mrs. Keeler nods "yes."

                               MICHAEL
               Use these ropes to tie up Benson.
               I'll send help.  I have to talk to 
               your husband before the police come
               in on this.  Do you have any idea 
               where he might be?

                               MRS. KEELER
                      (nods "yes")
               ...His church.  The place he goes 
               when he's troubled.

                                              CUT TO

     EXT. OLYMPIC ARENA - DAY

     Establish this old green, wooden and plaster building in
     downtown L.A. and find K.I.T.T. parked at the foot of a 
     ramp which leads to a huge, wooden delivery door.

     INT. OLYMPIC ARENA - DAY - WIDE ANGLE FROM ABOVE

     In this long shot, we see Keeler in the empty arena -- in 
     the center of its square ring -- shadow boxing with slow,
     deliberate moves.  A man alone with his thoughts and 
     memories.  We can almost sense the cheers of the crowd as 
     we watch the graceful moves of this old champion in his 
     imaginary bout with a ghost from the past.  (There is an 
     overhanging "mike" above the ring.)

     At some point, Michael appears from one of the lower
     levels; the champion, unaware, as Michael moves to ringside.

     NEW ANGLE

     As Michael reaches ringside, the champ becomes aware of his 
     presence.  He stops, moves to the ropes, drapes his arms 
     over, stares down at Michael.  Without hostility:

                               KEELER
               You just keep coming, don't you?

                               MICHAEL
               Like you...I don't know any other 
               way.

     A sad smile...and then Keeler looks around the arena.

                               KEELER
               I won my championship here.

                               MICHAEL
                      (nods)
               I was at ringside.

     Their eyes lock.  A long beat...Then:

                               KEELER
               I never thought Davis would kill 
               Damon Leland, or Spider.

                               MICHAEL
               Or have his muscle man hold your wife
               under the gun to get to me.

                               KEELER
               Where is she?  Is she all right?

                               MICHAEL
               She's safe now, but you're not.  You
               know what could happen if you'd 
               stepped into that ring with Grant.

                               KEELER
               I might have got lucky and knocked 
               him out in the first minute.

                               MICHAEL
               And you might have got dead.  I know
               Davis is holding something about 
               Samuells over your head -- but, what 
               could be so heavy that you'd risk 
               your life for it?

                               KEELER
               I murdered Samuells.

     Michael reacts -- stunned.

                               KEELER
               He came into a booze joint I was 
               working.  He pushed, and I hit him.
               His friends carried him out and I 
               became Davis' piece of meat -- 
               trimmed, cleaned up and bought.  He 
               covered it all.

                               MICHAEL
               No, Keeler...we've checked into 
               Samuells' death.  That's not the way 
               it came down.

     K.I.T.T. comes through Michael's comlink:

                               K.I.T.T.
                      (overlapping)
               Michael!..Michael!

                               MICHAEL
               Not now, Kitt.

                               K.I.T.T.
               Yes, Michael -- now!  I think you 
               should know that you're being 
               monitored from the sound booth and 
               more people in the arena....

     Michael and Keeler whip their heads in the direction of the 
     sound booth.

     ANGLES 

     Davis' henchmen appear and start toward the ring.

     MICHAEL

     He climbs into the ring next to Keeler.

     INT. SOUND BOOTH - DAY

     Davis at the control panel as Michael's voice booms through
     the speakers.

                               MICHAEL
                      (filtered 
                       voice)
               Davis, you're up there and I want
               you to hear it all!!

     RESUME ANGLE - THE RING

     Michael is now in the center of the ring, next to Keeler,
     directly under the "mike," eyes locked in the direction of 
     the sound booth.

                               MICHAEL
               We can prove that Keeler had nothing 
               to do with Samuells' death.  We have 
               proof that you bought Doc Simmons....

     INT. SOUND BOOTH - DAY - ON DAVIS

     starting to shake in rage.

                               MICHAEL
                      (filtered
                       voice)
               And we'll nail you for the murders of
               Damon Leland and Spiderman.

     RESUME ANGLE - RING

     Keeler makes a move to break from the ring.  Michael grabs
     him.

                               KEELER
                      (deadly)
               I want him...I want Davis!

                               MICHAEL
               Then let's see if he'll come down
               and play.

     Directing his voice to the sound booth:

                               MICHAEL
               Davis, you're too soft to run and 
               too big to hide!  We're going to 
               get you, Davis, and take all your 
               toys away -- your house...your 
               wardrobe....

     INT. SOUND BOOTH - DAY

     Davis, shaking with rage....

                               MICHAEL
                      (filtered
                       voice)
               Everything!  So let's end it right
               here!!

                               DAVIS
                      (explodes)
               Get them!  Get them now!

     INT. ARENA - DAY - ANGLE ON RING

     Michael and Keeler stand back to back in the ring.  Both 
     men react as they see:

     WIDER ANGLE

     Davis' men, led by Blue, spreading out, "circling the 
     wagons," racing to come at Michael and Keeler from every
     possible angle.

     RESUME ANGLE - MICHAEL AND KEELER

     eyes darting from ramp to ramp as Davis' men near.

                               MICHAEL
               Make sure you protect your head?...

                               KEELER
               Yeah...and make sure you can fight
               as well as you talk.

                               MICHAEL
               I've got a great cornerman...
                      (into comlink)
               Kitt!

     As Davis' men start to make a move to climb into the ring:

     EXT. OLYMPIC ARENA - DAY - ON K.I.T.T.

     as his motor comes to life.  The rear tires smoke as they 
     spin backwards.  He spins into a 180, starts a sweeping 
     curve.  Then, full bore, makes his run towards the ramp that
     leads to the huge wooden door.

     K.I.T.T.'s tires hit the ramp and he speeds towards the  
     arena.

     INT. ARENA - DAY - RING

     Blue and another pug have gained the ring.  Keeler is 
     whaling away at Blue; Michael is getting none the best of
     it.  Davis' other four men are starting their climb into
     the ring.

     INT. ARENA - DAY - THE HUGE DOOR

     it explodes with sound and splinters as K.I.T.T. comes 
     hurtling through!

     THE RING

     All men freeze -- stunned -- except:

     MICHAEL

     who uses the moment to let go a "haymaker" directly at his 
     opponent's chin.

     K.I.T.T.

     landing on the arena floor, does a 180 to cut off two
     additional henchmen coming into the fight....

     DAVIS

     on an upper level -- bug-eyed -- frozen, for a beat...Then
     he starts to run.

     RING AREA - SERIES OF CUTS AND ANGLES - ON MICHAEL

     as he looks up, sees Davis making his break.  He vaults the 
     ropes and starts to race towards a cutoff path.

     On Keeler finishing off Blue with a series of crushing 
     blows as another pug comes at him.

     DAVIS

     coming down a stairwell, reaching a lower level corridor.

     MICHAEL

     full out, rounding the corridor from the opposite direction.

     CORRIDOR - EXIT DOOR

     The escape route -- clean -- as Davis enters frame,
     wobbling towards the door.  His eyes go wide as Michael 
     comes hurtling into frame.

     Michael catches Davis with a body block that sends him
     smashing against the corridor wall.  Davis crumples to the 
     floor.

     Michael gains his feet, bolts to and over Davis.  Davis,
     between gulps of breath as he looks up at Michael:

                               DAVIS
               Don't hit me!..Don't hit me!!
               Please!!!  I think I'm going to 
               have a heart attack!!

     Michael, staring down at him, wanting to throw a punch --
     but doesn't, as Davis continues:

                               DAVIS
               It's true...I got a bad heart...I
               could die.

                               MICHAEL
               Do it, Davis -- and save the state a 
               ton of money.

     Michael reaches down, grabs Davis by the front of his 
     shirt, pulls him to his feet, spins Davis and pushes him 
     towards the interior of the arena.

     ON MICHAEL

     knowing he shouldn't, but can't resist...he lets go a drop 
     kick and we know where it's going to land as we:

                                              FREEZE FRAME

                                              FADE OUT

                         END OF ACT FOUR

                               TAG

     (TO FOLLOW)

     OMITTED