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KNIGHT RIDER: BUY OUT

EXEC. PRODUCERS: Glen Larson, Robert Foster
PRODUCERS: Gerald Sanford, Gino Grimaldi, Burton Armus

Production #58643
9th Draft - January 17, 1985 (F.R.)

Teleplay: .................. Gregory S. Dinallo
Director: .................. Jeffrey Hayden


                                 ACT ONE

     FADE IN

     OMITTED

     EXT. ARMORBILT TEST TRACK - DAY - ON A LIMOUSINE

     The luxurious stretched variety, as it comes screaming out 
     of a high-banked turn at top speed and accelerates down a
     straightaway.

     INTERCUT - BLEACHERS - FAVORING BUYER GROUP

     all wealthy, European men in finely cut attire and all very
     impressed.  The aquiline German is Kleiser.  The bespec-
     tacled Italian, Corelli.  In front of them at a table that
     contains hi-tech timing devices are Armorbilt President,
     Gene Hanson, late forties, a taut, military bearing.
     Next to him, Lilah Graham, thirties, sexy, charming,
     polished Director of Sales.

                               HANSON
               This obstacle course simulates every
               conceivable situation you might
               encounter.

     The limousine rockets past the bleachers and heads into:

     A SERIES OF ESSES

     as the limo dives into the first turn and we follow it
     through the hard-snapping lefts and rights, establishing
     for a vehicle of this size it is handling like a sportscar,
     and we go to:

     ANOTHER ANGLE - LIMOUSINE

     as it blasts out of the last turn onto a straightaway;
     makes a panic stop into a blinding one-eighty and takes off
     in the opposite direction, and during this sequence we:

     RESUME THE BLEACHERS

     The buyers duly impressed.

                               HANSON
               What you're seeing, gentlemen is
               state-of-the-art maneuverability for
               tactical evasion.

                               KLEISER
               Indeed.  None of the other vehicles
               we've seen are competitive.

                               LILAH
               And of course, the LXAP does this with
               no sacrifice of range or comfort.

     OMITTED

     ANOTHER ANGLE - FAVORING THE UTCV

     (Urban Terrorist Control Vehicle) a cross between a tank
     and an armored personnel carrier; formidable looking;
     sporting turrets, gun mounts.  As it rolls out onto the
     track ---

                               CORELLI
               Ah, and what is this?

                               LILAH
               The Armorbilt UTC twelve hundred.
               The ultimate in urban terrorist 
               control.

                               HANSON
               We use the armament package in the
               next part of our demonstration.

     Hanson clicks on a walkie-talkie he holds.

                               HANSON
               We about ready?

     OMITTED

     LIMO - DRIVER

     adjusting his helmet and ready.

     OMITTED

     INTERCUT - ARMORBILT TEST VAN

     parked adjacent to the track.  Four Armorbilt employees
     study the electronic measuring devices:  Mel Mitchell, Ed
     Deskey, and Hank Kagan.  They are obviously pleased at how
     the demonstration is going.  Deskey sits at the console.

                               DESKEY
               We're up to speed.

     THE LIMOUSINE

     accelerates down the track picking up speed, and we hear:

                               HANSON (V.O.)
               The LXAP's protection package employs
               the cutting edge of structural tech-
               nology and materials.  Steel magnesium
               alloy.  Forty-five millimeters thick,
               case hardened armor plate and flame-
               treated, bullet-proof glass throughout.
                      (beat; walkie-
                       talkie)
               Commence weapons assault.

     The limousine comes out of a turn and heads right toward:

     OMITTED

     THE URBAN TERRORIST CONTROL VEHICLE

     as the machine gun turret comes to life and starts tracking
     the limo.  The big cannon suddenly starts firing bursts at:

     THE WINDSHIELD OF THE LIMO

     as the rounds hit and ricochet off the bullet-proof glass.

     THE LIMO

     keeps travelling, unaffected, unstoppable, and we:

     INTERCUT - THE BLEACHERS

     where the buyers are reacting, impressed.

                               HANSON
               And, what's coming next will
               demonstrate beyond any doubt you'll
               all be making the right choice.
                      (beat; walkie-
                       talkie)
               Launch when ready.

     The buyers sit up in anticipation.

     THE UTCV

     As it tracks and fires.  The missile blasts out of the
     launchers and homes in on:

     THE DRIVER'S SIDE DOOR OF THE LIMO - SLOW MOTION

     as the missile penetrates the armor-plated steel, and
     explodes, and we are:

     INSIDE THE LIMOUSINE

     as it is wrecked by a massive explosion that obliterates
     our view of the driver with a blinding flash.

     LILAH AND HANSON

     react horrified.

     THE BUYERS

     are stunned, turn away from the sight of the limousine
     engulfed in flames that are beating back Armorbilt personnel,
     who try to move in with extinguishers, and during this we:

     THE ARMORBILT PERSONNEL AT TEST VAN

     all clearly in shock as they huddle together, devastated.

                                              CUT TO

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

     travelling, heading back in the open road for the Foundation
     after finishing an assignment.

     INSIDE K.I.T.T. - TRAVELLING

                               MICHAEL
               I really love the Big Apple, pal,
               but it sure feels good to be back on 
               the road again.

                               K.I.T.T.
               I agree, Michael.  If I never see the
               Big Apple again, it will be too soon.
               Those streets have more pot holes than
               Devon has neckties.

     The beeper goes off, and we:

     INTERCUT - K.I.T.T.'S MONITOR

     as Devon appears.

                               DEVON
               Did I hear my name mentioned?

                               MICHAEL
               Good morning, Devon.

                               DEVON
               Ah, there you are, Michael.  I under-
               stand things in Manhattan turned out
               quite nicely.

                               MICHAEL
               Why do I feel like I'm being set up?

                               DEVON
               Well, there is one matter I'd like you
               to cover.

                               MICHAEL
                      (knowingly)
               Because I'm being set up, that's why.
                      (beat)
               Just a little detour ---

                               DEVON
               A minor course adjustment to --
               Armorbilt Carriage Works.  Mel
               Mitchell, one of the employees, is
               expecting you.

     Michael sighs, clicks off the monitor and K.I.T.T. acceler-
     ates on down the road, and we go to:

     EXT. ARMORBILT CARRIAGE WORKS - DAY

     as Michael arrives in K.I.T.T.; bypasses a sign that says
     OFFICE and drives around the complex to the courtyard;
     Michael eyes some unique vehicles parked outside, then
     heads for the door labeled STRUCTURAL TECHNOLOGY, and we 
     are:

     CLOSE ON THE NOZZLE OF A BLOWTORCH

     as the blue-white pinpoint of flame welds a perfect bead.  We
     widen out to include the welder's helmet that proclaims "MEL"
     above the rectangular window -- and pick up Michael crossing
     in the b.g.  He raises his voice above the roar of the torch.

                               MICHAEL
               Excuse me?!  Mel, talk to you for a 
               minute?!

     INT. ARMORBILT CARRIAGE WORKS - DAY

     A white, pristine, hi-tech environment.  All personnel wear
     white coveralls -- ARMORBILT across the back; insignia over
     the pocket.  Mel Mitchell welds armor plate on the UTCV (Urban
     Terrorist Control Vehicle).  Mel finishes, dials down the
     torch and flips up her visor, revealing a model's face and
     vulnerable smile.  Michael smiles, pleasantly surprised by
     the revelation.

                               MICHAEL
               Wrong ---

                               MEL
               Pardon?

                               MICHAEL
               I'd guessed 'Mel' was short for
               Melvin.

                               MEL
                      (shakes no;
                       smiles)
               Melanie.

                               MICHAEL
               Michael.  Michael Knight.

                               MEL
               From the Foundation -- Devon told me
               all about you.

                               MICHAEL
               One of his bad habits -- You do the
               armor plating here?

     Michael extends a hand.  Mel reaches out; hesitates,
     realizing she's still wearing her asbestos gloves.  It's
     a lighthearted moment.  Michael grabs the forefinger; shakes
     it gingerly; Mel points to a rack of tools on a nearby
     wheeled tool chest.

                               MEL
               Sure do -- hand me the number five
               file.

     Michael hands her the next file in the toolbox.

                               MEL
                      (continuing)
               It's my department.  Wrong file.  Next 
               one down.

     He hands her a different file.

                               MEL
                      (anticipating)
               I got my degree in structural engin-
               eering; found out I was a damn good
               engineer but a lousy desk jockey and
               here I am -- Everyone always asks.

                               MICHAEL
               It's easy to see why.
                      (beat)
               Someplace where we could talk?

                               MEL
               Uh huh.  I know where.

                                              CUT TO

     INT. DESIGN/DRAFTING ROOM - DAY

     Walls and tackboards covered with engineering drawings and
     slick renderings; as Michael and Mel enter and move between
     the drawing boards:

                               MEL
               The missile just penetrated the
               limo's door.  I couldn't believe it.
               I still can't.
                      (beat)
               I decided we've come too far to have
               it taken away from us now.  That's
               when I went to see Mr. Miles.

                               MICHAEL
               Mel, you're losing me.  Who's come 
               too far, and for what?

                               MEL
               Oh, I'm sorry.  I thought Mr. Miles
               explained it.  Armorbilt was filing
               for bankruptcy.  It really hit us
               hard -- All the people who work here.
               So I came up with an idea, an alterna-
               tive -- an employee buyout.

                               MICHAEL
               Gotcha.  The employees all kick in;
               renegotiate with the creditors and
               end up owning the company.  Sounds
               terrific.

                               MEL
               It was, until the accident.  It cost
               the company a major sale.  We needed
               it to keep alive long enough to
               finance the buyout.

                               MICHAEL
               You saying someone purposely caused
               it?

                               MEL
                      (shrugs;
                       uneasily)
               All our vehicles are designed to
               withstand twice the explosive force
               used in demonstrations.  What do you
               think?

                               MICHAEL
               I think it calls for a second look.

                               MEL
               The group's getting together at lunch
               to discuss our options.

                               MICHAEL
               Mind if I come along?

                                              CUT TO

     EXT. HOUSE - SIDE YARD - DAY

     The buyout group surrounds Michael and Mel.  Hank Kagan,
     thirties, a large powerful man, Ed Deskey, late twenties,
     an urban cowboy, and a few others.

                               DESKEY
               Mel, honey we love you, but maybe
               you've already given us all the help 
               we can handle.

                               KAGAN
               Yeah, we know you meant well, but if
               it wasn't for you, we wouldn't be in
               this mess; wouldn't have our savings
               in jeopardy, our houses mortgaged.

                               DESKEY
                      (defeated)
               The buyout's finished, Mel.  Forget
               it.

                               MICHAEL
               From what Mel's told me, you were
               okay until you lost that foreign sale
               the other day.  What if you can get 
               it back?

                               MEL
               It's a long shot, but we could try.
                      (to group)
               We all got into this buyout because we
               had something to gain.  Something good.
               We still do.

                               BRESLOFF
               Come on, we know about your kid and
               college and the price of things.

                               MEL
                      (interrupting,
                       passionately)
               Right, money's important.  We all want
               to better our lives.  That hot car
               you're always talking about buying,
               Eddie?  Give up on it?

                               DESKEY
               No way.  I got my eye on one right 
               now.

                               MEL
               What about you, Hank?  You and Alice
               ready to cancel that second honey-
               moon you've been planning?

                               DESKEY
               Hey, after livin' with him for twenty
               years you really think she'll go?

     Deskey's joke eases the tension momentarily.  Michael sees
     an opportunity to bring the group back together.

                               MICHAEL
               The way Mel described your buyout
               plan, it was the chance of a lifetime.
               A chance to save your jobs and latch
               onto a piece of the American dream
               at the same time.  What happened to
               that?  Why are you giving up without
               a fight?

                               KAGAN
               Easy for you to say.  You got an idea?

                               MICHAEL
               Somebody has to turn that foreign sale
               back into a sale before it's too late.

                               DESKEY
               Got anyone particular in mind?

     Mel swings a look to Michael, eyes him a beat before:

                               MEL
               What about you, Michael?

     Mel smiles.  Everyone in the group nods in agreement and we:

                                              CUT TO

     OMITTED

     CLOSE ON HANSON

     as he considers whatever Michael has just told him.

                               HANSON
               Don't you think I thought of that?

     INT. ARMORBILT CARRIAGE WORKS - DAY

     Hanson has looked up from the open engine compartment of
     a limousine.  Lilah stands next to him.  A technician
     monitors gauges that evaluate the output of the car's
     engine.  Michael and Mel around him.

                               HANSON
               The problem is -- we don't have a
               driver.  If you get the buyers to come
               back for another demo, who's going to
               give it to them?

                               LILAH
               Right, who's going to be crazy enough
               to go on that track after what's
               already happened?

     Looks between the members of the group.  A beat before
     Michael steps forward.

                               MICHAEL
               I might.

                               HANSON
               We're talking about a high degree of
               skill here.  Just because you talk a
               good game doesn't mean you can drive.

                               MICHAEL
               Doesn't mean I can't.  Try me.

                               HANSON
               Typical.  Every guy with a hot-looking
               car thinks he's the next Parnelli
               Jones.  You want to take that freeway
               flyer onto the track and make a fool 
               of yourself -- be my guest.

                                              CUT TO

     CLOSE ON K.I.T.T.'S REAR WHEEL

     as it screeches to life; burns rubber and takes off in a
     haze of smoke heading for a ramp, and we go to:

     EXT. MACADAM TEST TRACK - DAY

     Hanson, Mel, Kagan, Deskey, Lilah and other Armorbilt
     employees watch, and we are:

     INSIDE K.I.T.T. - TRAVELLING

     Michael hits some buttons on the overhead console.

                               MICHAEL
               Let's look good, Kitt, there's a lot
               riding on this one.

                               K.I.T.T.
               Michael, I always look good.

                               MICHAEL
               You'll get no arguments from me, buddy.
               Let's do it.

     RESUME TEST TRACK

     as K.I.T.T. enters the track and does a double spin onto it.

     OMITTED

     INTERCUT - ARMORBILT GROUP

     as they react to Michael and K.I.T.T.'s performance.

     RESUME INSIDE K.I.T.T.

                               K.I.T.T.
               I think that got their attention,
               Michael.

                               MICHAEL
               Okay, pal, now let's get me the job.

     RESUME THE TRACK

     as K.I.T.T. maneuvers through the esses at blinding speed;
     screeches to a stop at the end of the last curve.

     ANOTHER ANGLE

     The awed spectators line up in the b.g.  K.I.T.T. spins a
     180, and stops within inches of the spectators.  Deskey's
     mouth drops, this is his kind of car.

     OMITTED

     THE GROUP OF SPECTATORS

                               DESKEY
               What a set of wheels!

                               HANSON
               The man's a hot dog.

                               MEL
               Who cares?  Right now he's the key to
               keeping the buyout alive.

     The group is clearly jubilant and relieved at this turn of 
     events.  As the group gravitates toward K.I.T.T., who
     approaches and pulls to a stop nearby.

     ANOTHER ANGLE - FAVORING MICHAEL

     As he gets out of K.I.T.T., Melanie, Kagan, and others
     collect around him.  Deskey is oogling K.I.T.T.  In
     the b.g., Hanson and Lilah are walking away.  Mel gives
     Michael a thumbs up ---

                               MEL
               Not bad.  We just might have found
               us a driver.

                               MICHAEL
               If that's an offer, I'll accept.

                               DESKEY
               You take the driver, Mel, I'll take
               the car.  Name's Deskey, Eddie Deskey.
                      (gestures to
                       K.I.T.T.)
               How much'd that baby set me back?

                               MICHAEL
               Sorry, but that baby's not for sale.

     Deskey grimaces; glances to his watch before ---

                               DESKEY
               Can't haggle with you now.  Gotta get
               back to work.  But when ole Eddie
               makes up his mind to get something --
               I'll be coming at you again.

     Deskey swings an envious glance toward K.I.T.T. then turns
     and heads off.

                                              CUT TO

     INT. HALLWAY - DAY

     as Hanson and Lilah enter ---

                               LILAH
               I suppose the buyout is on now.

                               HANSON
               Lilah, not now.

     They step into the office.

     INT. HANSON'S OFFICE - DAY

     as Hanson and Lilah enter ---

                               LILAH
               I say we pack up, head for Europe now
               and let 'em have the damn company.

                               HANSON
               You know I can't do that.  It took me
               years to pull the money and get it out
               of the country.  All the paperwork
               to cover it is set up for a bankruptcy.
               I get into a buyout instead, I could
               lose it all.  Don't push me now,
               Lilah.

                               LILAH
               If I don't push you, you'll still be
               here six months from now.  Let me tell
               you something, Gene, I've been hanging
               around this grease pit for two years.
               I'm tired of playing sales director
               and making believe I'm really into
               those over-priced toys of yours.

                               HANSON
               You didn't have any problem handling it
               when you found out about the money and
               the villa in St. Moritz.

                               LILAH
               A lot of men have money, Gene.
                      (ironic smile)
               Armorbilt has proven a perfect place
               to meet them.  Would it surprise you
               that some of our clients have
               expressed more than casual interest?
                      (off his
                       reaction;
                       coldly)
               Get it together fast -- or I'm gone.

                               HANSON
               I'll handle it... I'll just need an
               extra day.

                               LILAH
               You're out of days....

                               HANSON
               If it wasn't for Michael Knight, we'd
               be packing right now.  Twenty-four
               hours, Lilah -- Michael Knight's
               first test run tomorrow will be his 
               last.

     We hold on their look, and we:

                                              FADE OUT

                         END OF ACT ONE

                             ACT TWO

     FADE IN

     EXT. HIGHWAY - DAY

     as K.I.T.T. barrels along and we hear ---

                               K.I.T.T.
               I was just wondering, Michael.

     INSIDE K.I.T.T. - DAY

     traveling.

                               K.I.T.T.
                      (continuing)
               Why are we going to see these buyers
               before making certain what happened 
               to the limousine wasn't an accident?

                               MICHAEL
               Because they're checking out today,
               pal.  It's our only chance to con-
               vince them to stick around for
               another demo.
                      (beat)
               What's our ETA?

                               K.I.T.T.
               Four minutes, thirty-seven seconds.
                      (beat)
               You know, Michael, while we have a few
               moments, do you recall that fellow who
               wanted to buy me?

                               MICHAEL
               Sure.  Did he make you an offer?

                               K.I.T.T.
               No, Michael, we never progressed to
               the bidding stage.  That's what I 
               want to talk to you about.

                               MICHAEL
               Me?  I can't put a price on you.  I
               wouldn't even know where to begin.

                               K.I.T.T.
               Well, what if --
                      (dramatically
                       setting scene)
               What if we were in deep snow country.
               Our adversaries dynamited the road.
               The explosion set off a massive ava-
               lanche.  We're buried under tons of
               ice and snow, we have no food, you
               haven't slept in two days, and ---

                               MICHAEL
               Can Mel be with me?

                               K.I.T.T.
                      (exasperated)
               I want to know my worth.  What must I
               do to get a serious answer out of you?

                               MICHAEL
               Try being serious....

                               K.I.T.T.
               All right, Michael, you're trapped in
               a burning building.  The flames are
               raging all around you.  The smoke is
               so thick, you can't see.  I am outside
               ready to spring into action and ---

                               MICHAEL
                      (trying to 
                       stop him)
               Kitt, Kitt!  Not now -- maybe later.

     Michael groans, and we:

                                              CUT TO

     EXT. POSH HOTEL - DAY - TO ESTABLISH

     As K.I.T.T. approaches in the drive.  A limousine is parked
     beneath the entrance canopy.  Kleiser, Corelli and the other
     buyers stand next to a mountain of luggage.  A chauffeur gets
     out of the limo and goes around to open the trunk.

                               K.I.T.T.
               Not a nano-second too soon, Michael.

     INTERCUT - INSIDE K.I.T.T.

                               MICHAEL
               Let's microjam that trunk lock, just
               to be sure, pal.

                               K.I.T.T.
               As you know, I prefer to avoid such
               tactics unless they're absolutely 
               necessary.

                               MICHAEL
               It's necessary.  Do it.

     K.I.T.T.'S SCREEN

     comes to life; a graphic of the lock rotates and freezes,
     and we:

     RESUME THE SCENE

     as the chauffeur works at the lock to no avail.  He shrugs at
     Kleiser, and the group.  They are less than pleased at this 
     turn of events.  Michael pulls up; gets out and joins them.

                               MICHAEL
               Excuse me, but you folks seem to be 
               having a problem.

                               KLEISER
               We were just leaving for the airport.
               Now, we'll miss our flight.

                               MICHAEL
               I'm Michael Knight.  I know a little
               about locks.  Maybe I can fix it for
               you while we talk about limousines.
                      (beat)
               You found the one you're all looking 
               for at Armorbilt yesterday but some-
               one doesn't want you to have it.  The
               vehicle was sabotaged.

     A sense of curiosity surfaces in the group and we:

                                               CUT TO

     OMITTED

     ANOTHER ANGLE 

                               CORELLI
               Do you have any proof of this?

                               MICHAEL
               Not yet....

                               KLEISER
                      (interrupting)
               Mr. Knight -- if you have no proof, I
               think we're all wasting our time.  I'm
               sorry I can't help you.

                               MICHAEL
               We're not talking about me.  We're
               talking about expert technicians;
               hard-working, proud people; people
               who put their life savings on the 
               line to save their jobs and their
               company.  It turned out you were the
               key to it.  Your sale would have
               given them the time to pull it off.
               All I'm asking is that you give them
               another chance.

                               KLEISER
               We're due in Detroit tomorrow for a
               competitor's demonstration.  Impossible.

                               CORELLI
                      (beat)
               Is it Hans?  I found Mr. Knight's words
               touching.  I'm surprised you didn't.

                               KLEISER
               I've got a business to run.

                               CORELLI
               Yes, Hans, we know.
                      (to Michael)
               You see, Mr. Knight, though my
               colleague possesses great wealth, he
               began with nothing.  He knows what
               it is to struggle and sweat to build
               a ---

                               KLEISER
                      (had enough)
               All right, all right, no history...
               Theo, enough.

     Corelli smiles, satisfied, as Kleiser muses a tad chagrinned
     and softens with a reflective nod.

                               KLEISER
               Schedule your demonstration, 
               Mr. Knight.

     Michael smiles; swings a look to K.I.T.T. and nods.  Then
     he taps the trunk with his fist.  The lid pops open, we hold
     a beat on reactions.

                                              CUT TO

     EXT. HIGHWAY - DAY - TO ESTABLISH

     as we pan across and pick up K.I.T.T. travelling, and we
     hear ---

                               K.I.T.T.
               You know, Michael, it occurred to me ---

     INSIDE K.I.T.T. - DAY

     travelling.

                               K.I.T.T.
                      (continuing)
               -- that these low profile information
               gathering missions are the ultimate 
               test of our abilities, aren't they?

                               MICHAEL
               You better believe it, pal.  I've got
               a feeling, checking out this limo at
               Armorbilt is going to be a valuable
               night's work.

                               K.I.T.T.
               I agree, and keeping value in mind,
               what if...
                      (beat)
               What if we were in the desert, in a
               sand storm.  There was no water for
               miles around.  And you were being
               chased by a band of sword-waving camel
               drivers?  What would I be worth?

                               MICHAEL
               I'd have to say --
                      (muses)
               -- priceless.

                               K.I.T.T.
                      (a defeated sigh)
               You know, lately I get the feeling
               you enjoy answering my questions 
               without really answering them.  Am
               I right or am I wrong?

                               MICHAEL
               Yes.

     K.I.T.T. stifles a groan and we:

                                              CUT TO

     EXT. ARMORBILT - NIGHT

     as K.I.T.T. comes around the building and pulls to a stop.
     A guard in a motorized cart drives past.

     INSIDE K.I.T.T.

     as the guard's cart moves toward some buildings in the b.g.

                               MICHAEL
               Keep your scanners peeled tonight, pal.

                               K.I.T.T.
               How are you getting in?

                               MICHAEL
               I'm picking the lock.

                               K.I.T.T.
               That's illegal, Michael.

                               MICHAEL
               So is the way I parked.

     Michael exits K.I.T.T.

     EXT. ARMORBILT - DOOR

     Michael uses his lock pick to gain entrance.

     OMITTED

     ANOTHER ANGLE - ARMORBILT CARRIAGE WORKS - NIGHT

     As Michael enters and makes his way between the vehicles
     parked inside, he stops next to the only one that is covered.
     He whips back the cloth cover revealing the limousine --
     or what's left of it... The driver's door is gone.

                               MICHAEL
                      (via comlink)
               Kitt?

                               K.I.T.T.
               Yes, Michael?

                               MICHAEL
               They've beaten us to it, pal.  The 
               door's gone.

                               K.I.T.T.
               What are you going to do now?

                               MICHAEL
               Find it.

     ANOTHER ANGLE

     as Michael moves about the area.  He rolls aside a long
     tack board covered with engineering drawings -- nothing
     behind it.  He crosses to:

     A LARGE REFUSE BIN

     Lifts the top; peers inside.  Nothing.  He is about to walk
     away.  He pauses; turns back; rolls the refuse bin aside --
     nothing behind it too.  He stands puzzled for a few beats.
     His eyes return to the limousine and we go to:

     ANOTHER ANGLE - LIMOUSINE

     as Michael crosses to it; opens the trunk and looks inside.
     He pauses, dismayed; closes it, shaking his head.

                               MICHAEL
               Run a Chem-Scan of the area.  Look for
               compounds left by a warhead when it
               detonates.

     INTERCUT - K.I.T.T.'S MONITOR AS NEEDED

     as a schematic three-dimensional computer graphic of the
     complex appears, and is rotated on various axis.

                               K.I.T.T.
               The interaction of explosive materials
               commonly used in mobile-launched
               missiles deposits, a residue of
               hexo-cy-clonite, Michael.

     The graphic on the monitor stops rotating and holds on an
     area, where a flashing indicator indicates the presence and
     location of the chemical residue, and we:

     RESUME MICHAEL

     as he reacts to ---

                               K.I.T.T.
               I'm picking up a high concentration
               in that area above you.

     Michael crosses from the limo and moves up the stairs into
     the parts department and down an aisle to a stack of
     tarpaulins used to cover the larger vehicles, tanks, etc.
     Michael pulls a few aside revealing the punctured limousine
     door behind it.

     CLOSE ON THE DOOR OF THE LIMOUSINE

     The gaping hole in the sheet metal and ruptured armor plating
     behind it.  Michael runs his hand over the twisted surface,
     then holds his comlink near a section of the armor plate.

                               MICHAEL
                      (continuing)
               -- Analyze the composition of this
               armor plate and compare it to standard
               tech specs.

     INTERCUT - K.I.T.T.'S MONITOR AS NEEDED

     As a multicolored graphic depicting a density/hardness/
     thickness analysis builds across the screen.

                               K.I.T.T.
               The material in question is of proper
               thickness, but has a highly porous
               molecular structure.  I'm getting a
               density/hardness reading barely one
               fourth the grade specified.

                               MICHAEL
               That sure explains how the missile
               pierced it.

     INTERCUT - K.I.T.T.'S CONSOLE

     As the printer begins spitting out a copy of the graphic
     on the monitor, a surveillance warning light starts
     flashing.

                               K.I.T.T.
               Michael, my scanners are indicating 
               someone else is on the premises.

     RESUME MICHAEL

                               MICHAEL
               Thanks, buddy.

     as Michael heads for the door ---

     A FIGURE

     lunges out of the darkness.

     MICHAEL

     whirls in reaction and is able to partially block the blow.
     But the force of it knocks Michael to the ground.

     THE ATTACKER

     dives at Michael.  He rolls aside.  They scramble to their
     feet in the darkness grappling with each other for a hand
     hold.  Michael throws a punch; blocks one and connects
     again, and we:

     RESUME THE SCENE - WIDE

     as both men freeze in reaction to the sudden blast of
     headlights that illuminate the scene, revealing Michael's
     attacker to be Hank Kagan and we go to:

     ANOTHER ANGLE - HANSON'S SPORTS CAR

     as it pulls into a shop.  Hanson and Lilah get out leaving
     motor running and headlights on.

                               HANSON
               What's going on, Hank?

                               KAGAN
               I came back to check out the limousine
               for tomorrow's demo and found him
               sneaking around.

                               MICHAEL
               You always shoot first and ask ques-
               tions later, Kagan?

                               HANSON
               I've got one you can answer -- What
               are you doing here?

                               MICHAEL
               Looking for proof what happened to 
               that limo wasn't an accident.

                               LILAH
               What?  That's ridiculous.

                               HANSON
               There was a thorough investigation.

                               MICHAEL
               The armor plate in the door of that
               limo was so below spec you could use
               it to wrap sandwiches.

     Hanson reddens; surges forward angrily.

                               HANSON
               That's a powerful accusation.

                               MICHAEL
               Your word, Hanson.  Not mine.

                               LILAH
               Ease up, Gene.  He hasn't proved a 
               thing.  He's a driver.  He's got a gas
               tank for a brain, a tail pipe for a
               mouth, and ---

                               MICHAEL
                      (interrupting)
               And I've spent enough time behind the
               wheel to know when I'm on the right
               track.

                               HANSON
               You trying to say something?

                               MICHAEL
               I just said it.

     Michael burns a look from Lilah to Hanson and we:

                                              CUT TO

     EXT. ARMORBILT - DAY - TO ESTABLISH

     INT. DESIGN/DRAFTING ROOM - DAY

     as Michael and Mel move between the drafting tables.

                               MEL
                      (puzzled)
               We buy one grade of armor plate.  From
               Blacksteel Fabricators.  We use it on
               all our vehicles.

                               MICHAEL
               Somebody ordered a different grade.
               We'll find out who.

                               MEL
                      (beat)
               Maybe we're going too far with all
               this.  Suppose it doesn't work?  What
               if the buyers come back and we still
               don't make the sale?

                               MICHAEL
               We're turning this thing around, Mel.
               I thought you'd be excited?

     Mel smiles at him, a little chagrinned; uncertain.

                               MEL
               I am, Michael.  I don't mean to appear
               ungrateful.  It's just that I -- I
               don't know -- I'm ---

     Mel turns away from Michael; steps closer to the windows.  He
     follows after her; catches up.  Mel nods, and he gently turns
     her back towards him.  She pulls a sleeve across her eyes;
     buries her face in his shoulder as he hugs her comfortingly.

     ANOTHER ANGLE - CLOSER - FAVORING MEL

     as she looks up moist eyed, she nods.  A beat before ---

                               MEL
                      (softly)
               It's not that I'm afraid for myself...
                      (beat)
               ...it's the others.  In the beginning
               when it didn't look like we had a
               chance, I was the one who kept it
               alive.  I built up everyone's hopes.
               I feel responsible.

                               MICHAEL
               You did those people a favor, Mel.
               And believe me, they know it.

                               MEL
               What if it all comes apart again?

     ON MICHAEL

                               MICHAEL
               I'm here to make sure it doesn't....

     Mel thanks him with a smile.  They hold a long look and we:

                                              CUT TO

     EXT. ROLLING TERRAIN - HIGHWAY - DAY - TO ESTABLISH

     as we pan across and pick up K.I.T.T. traveling, we hear ---

                               MICHAEL'S VOICE
               What I need to know, Devon ---

     INSIDE K.I.T.T. - DAY - TRAVELING

                               MICHAEL
                      (continuing)
               -- is who ordered the steel kit
               analyzed from Blacksteel Fabricators.

     INTERCUT - K.I.T.T.'S MONITOR SCREEN

     to see Devon.

                               DEVON
               I'll have Bonnie get right on it.
               What will you be doing in the mean-
               time?

                               MICHAEL
               Demonstrating a limo for a group of
               buyers.  If Armorbilt makes the sale,
               the employee buyout is still alive.

                               DEVON
               I see --
                      (muses)
               You know, Michael, I recall asking you 
               to evaluate the case at Armorbilt, not
               take over the employee buyout program.

                               MICHAEL
               Hard to do one without getting involved
               in the other.

                               DEVON
                      (knowing smile)
               I had a suspicion Mel Mitchell might
               have that effect on you.

                               MICHAEL
               It also occurred to me this might not
               be the first limo to come off Hanson's
               assembly line with inferior grade armor.

                               DEVON
               Are you thinking a review of the
               well-being of past clients might be
               in order?

                               MICHAEL
               Exactly what I'm thinking.

     OMITTED

     EXT. ARMORBILT TEST TRACK - DAY

     as K.I.T.T. approaches and pulls into the parking area.  As
     Michael parks and gets out ---

                               MICHAEL
                      (continuing)
               The run's scheduled for ten o'clock,
               Kitt.  Gives you plenty of time to
               do a complete structural analysis --
               start with the driver's door.

                               K.I.T.T.
               I'll get started right away, Michael.

     As Michael walks off past the test van where Mel and the
     other employees are gathered, Deskey spots him.

                               DESKEY
               Hey?  Hey there?!  Got a minute to 
               do some negotiation ---

     Deskey lets the sentence trail off as Michael joins the 
     buyers and Hanson before Deskey can get his attention.

                               K.I.T.T.
               I certainly do, Eddie.

     Deskey turns toward K.I.T.T. in reaction.

                               DESKEY
               Son-of-a-gun.  That's a great intercom
               you got there.  You do some serious
               thinking 'bout what I said yesterday?

     Deskey leans to K.I.T.T. to do some serious talking and we
     go to:

     ANOTHER ANGLE - FAVORING LIMOUSINE

     where Michael joins Hanson, Lilah, Kleiser, Corelli and the
     other buyers who are collected around the vehicle.

                               KLEISER
               I'm afraid we'll be starting a little
               sooner than we had anticipated.

                               MICHAEL
               The test was scheduled for ten?

                               HANSON
               You promised these people a demonstra-
               tion.

                               MICHAEL
               I'd like some time to walk the track.

                               HANSON
               Are you saying you can't handle it?

                               MICHAEL
               I can handle it, Hanson.  Let's go.

     Michael crosses toward the limo and we:

     RESUME K.I.T.T. AND DESKEY

                               DESKEY
               I'm a little gun shy 'cause my financing
               hinges on this buyout going through.
               And I'm used to dealin' face to face.

                               K.I.T.T.
               I understand, but as a very wise
               fellow once said, Eddie -- bid now
               or forever hold your peace.

                               DESKEY
               Okay, assuming it all works out, 
               what would you say to ---

                               MICHAEL 
                      (interrupting)
               Kitt?  I need you, Kitt.

                               K.I.T.T.
               I'm right here, Michael.

     K.I.T.T. drives off leaving Deskey baffled and we go to:

     INTERCUT - INSIDE THE LIMO ON TEST TRACK - MICHAEL

     is behind the wheel of the luxurious, stretched limo.  Michael
     talks via comlink.

                               MICHAEL
               They moved up the test time.  I'm
               moving onto the track now.

                               K.I.T.T.
               I'll accelerate my computations.

     INTERCUT - MICHAEL'S HAND

     as he moves the comlink across the inside of the limo's door.

     INTERCUT - K.I.T.T.'S SCREEN

     as it comes to life and a schematic drawing of the door
     traces out and starts rotating as K.I.T.T. starts his
     analysis and we:

     INTERCUT - BLEACHERS

     where Hanson, Lilah and the buyers wait in anticipation.

     THE URBAN TERRORIST CONTROL VEHICLE

     rolls forward.  The rocket launcher tracks the limo.

     EXT. ARMORBILT TEST TRACK - DAY

     as the limousine rockets down a straightaway and heads into
     the esses.

                               K.I.T.T.
                      (alarmed)
               My analysis indicates the armor plate
               in the door is the same inferior grade
               I tested last night.

     RESUME - MICHAEL INSIDE THE LIMOUSINE

     His reaction.

     THE UTCV ROCKET LAUNCHER

     as it fires.  The missile takes off across the terrain,
     homing in on the limousine.  We hold a beat and then we:

                                              FADE OUT

                         END OF ACT TWO

                            ACT THREE

     FADE IN

     EXT. ARMORBILT TEST TRACK - DAY - THE MISSILE - CONTINUOUS

     rockets over the terrain at high speed, and we are:

     ON THE TEST TRACK

     The limousine comes flying out of the esses.

     LILAH, HANSON AND THE BUYERS

     watching with expectation.

     THE TEST VAN

     Mel and other employees watching nervously, hopefully.

     THE LIMOUSINE

     rockets down a straightaway.

                               K.I.T.T.
               ETA four point three-six-eight
               seconds, Michael.

     INSIDE THE LIMOUSINE - MICHAEL

     is now maneuvering the car into an upcoming turn.

                               MICHAEL
               Can you override the guidance system?

     INTERCUT - K.I.T.T.'S MONITOR - AS NEEDED

     A graphic of the test track depicted.  The limousine
     represented by a moving rectangular symbol and the missile
     by an arrow that is homing in on it.

                               K.I.T.T.
               Not enough time!

                               MICHAEL
               Then it's precise timing and
               teamwork, pal.

                               K.I.T.T.
               Three - two - one ---

                               MICHAEL
               Zero!

     As he shouts out zero, Michael floors the accelerator,
     whips the steering wheel to the right and:

     THE LIMOUSINE

     dives behind a grassy knoll, an eyeblink before:

     THE MISSILE

     slams into the knoll and explodes.

     INTERCUT - HANSON, LILAH AND BUYERS

     reactions.  The buyers clearly impressed.  Hanson can't
     believe his eyes; a frustrated look to Lilah during ---

                               KLEISER
               That's what I call tactical maneuver-
               ability!

                               CORELLI
               An incredible evasive reaction!

     INTERCUT - MICHAEL IN LIMOUSINE

     When the missile explodes, he lets out a long breath
     before ---

                               MICHAEL
                      (into comlink)
               We cut that one pretty close, pal.

                               K.I.T.T.
               I know, Michael.

                               MICHAEL
               But we sure showed 'em what this
               limousine can do.

     OMITTED

     RESUME THE SCENE

     As smoke from the explosion curls to the sky in the b.g.
     The limousine pulls to a stop next to Hanson and Lilah who
     come from the bleachers.  The window rolls down, revealing
     Michael.

                               MICHAEL
               Guess a defective missile slipped
               through the old net this time, huh?

     Michael breaks into a knowing smile.  Hanson burns.
     Michael gets out of the limo.

     INTERCUT - TEST VAN

     Mel and the employee group, thoroughly enjoying this and
     we go to:

     OMITTED

     RESUME MICHAEL, HANSON AND LILAH

     as Kleiser, Corelli and the other buyers join them.  The
     UTCV in the b.g.

                               CORELLI
                      (smiles)
               Well -- a most -- impressive demon-
               stration.

                               LILAH
                      (off look to
                       Hanson)
               Yes, lately, they all seem to have a
               surprise ending.

                               MICHAEL
               You gentlemen ready to do some 
               business, now?

                               KLEISER
                      (considers)
               I would say some discussion is in
               order.

                               CORELLI
               Yes, and along with the limousines,
               perhaps we should consider obtaining
               one of these also.

     He gestures to the UTCV behind them.  Hanson forces a smile.

                               HANSON
               Sure.  Why not.  But under the
               circumstances, maybe we'd be more
               comfortable in my office.

     Hanson starts to direct them aside.  Michael stops them
     with ---

                               MICHAEL
               Just one second, folks ---
                      (beat)
               I'm sure you're all familiar with
               the Armorbilt, ironclad guarantee?

                               KLEISER
               Certainly.  It was part of the
               specification package we assembled.

                               MICHAEL
               Good, because if I were you, I'd
               want to be dealing with the new
               people who'll be backing it up --
               not the old ones who screwed it up.

     Kleiser, Corelli and the group ad-lib positive reactions.
     Michael takes Kleiser and Corelli by the arm and directs 
     them aside.

                               MICHAEL
               Right this way, folks ---

     Hanson is about to further confront Michael, but Lilah
     stops him with a look and moves him away.

     ANOTHER ANGLE - FAVORING K.I.T.T.

     as Deskey approaches.

                               DESKEY
               Okay big fella, get on your intercom
               and hear this --
                      (beat)
               That sure was a nifty move you put 
               on me, before, and I ---

                               K.I.T.T.
                      (interrupting)
               Would you explain what you are implying
               by that, Eddie?

                               DESKEY
               You set me up -- got me to the point 
               of making an offer, then slammed the
               door.  I hope you don't pull it again.

                               K.I.T.T.
               On the contrary, I am extremely
               interested in what you have to say.

                               DESKEY
               Now you're starting to talk business ---

     Deskey moves in closer; leans in a confidential manner on
     K.I.T.T. and prepares to deal, and we go to:

     ANOTHER ANGLE - MICHAEL AND BUYERS

     as their meeting breaks up; handshakes all around as the
     buyers move off.  Hanson, Lilah and Mel, who have been
     waiting anxiously on the fringes, move in around Michael.

                               MEL
               Well, how'd it go, Michael?

                               MICHAEL
                      (thumbs up)
               Ninety-nine percent sure they're
               going with Armorbilt.

                               MEL
                      (brightens)
               Great.  We can pull it all together,
               now.
                      (to Hanson)
               The buyout's back on, Gene.

     Hanson and Lilah force smiles and move off ---

                               MEL
               I'm really going to enjoy giving my
               fellow stockholders the good news.

     Michael holds her back for ---

                               MICHAEL
               Maybe you'd better hold off on that.
                      (off her look)
               Those buyers didn't exactly say
               ninety-nine percent.  More like
               forty-nine.  They still want to
               check out the other company.

                               MEL
               Then why did you say that?

                               MICHAEL
               To put some pressure on Hanson.  I'm
               betting he purposely used low-grade
               armor to torpedo your sales demon-
               strations.

                               MEL
               Why would he do that?

                               MICHAEL
               To stop the buyout.  That's what
               happened, isn't it?

                               MEL
                      (suddenly
                       realizing)
               Then he -- he killed our driver to
               stop it.

                               MICHAEL
                      (nods)
               He just tried it again.  If I'm right
               he'll be forced to make another move
               now.  And when he does, I'm going to
               nail him.

     We hold on Michael's determined look for a beat and then we:

                                              CUT TO

     ANOTHER PART OF THE TRACK

     where Lilah and Hanson are walking.

                               LILAH
                      (angrily)
               That's it, Gene.  I've had it.  I'm
               not having any more to do with this.

                               HANSON
               By tonight, neither will I.
                      (off her look)
               I've got it figured.  I know just what 
               I'm going to do.

                               LILAH
               I'm tired of hearing that.  I'm
               tired of you.  Count me out.

     She turns and walks off.  He pursues her; turns her around.

                               HANSON
               Lilah -- We leave for Switzerland,
               tonight.  That's a promise.  All we 
               have to do is ---

                               LILAH
                      (interrupting)
               All you have to do.  Get it done and
               pick me up here.  If you're not back
               in an hour, I'm checking out of my
               penthouse and heading for the airport.

     She eyes him coldly; with finality:

                               LILAH
               One hour.

                                              CUT TO

     ANOTHER ANGLE - FAVORING K.I.T.T.

     Deskey is standing back, scratching his head.

                               DESKEY
               You know, that intercom sure changes 
               the sound of your voice.

                               K.I.T.T.
               You're getting off the track, Eddie;
               I believe you were about to make me 
               an offer I can't refuse.

                               DESKEY
               Well, what would you say to ---

     Michael steps in front of Deskey as he crosses to K.I.T.T.,
     opens the door and gets in.

                               MICHAEL
                      (interrupting)
               'Scuse me, good buddy.

     Michael slams the door, and drives off before Deskey can
     get out a word.

                               DESKEY
               Hey, Hey, I'm not done talking yet ---

     Deskey watches Michael drive off, then crosses to his car.

                                              CUT TO

     INSIDE K.I.T.T.

     traveling.

                               K.I.T.T.
               That fellow just refuses to give up,
               Michael.

                               MICHAEL
               Not now, Kitt.  Get me Devon.

                               K.I.T.T.
                      (continuing)
               He seems intent on acquiring my
               services -- in perpetuity and ---

                               MICHAEL
               Kitt ---

                               K.I.T.T.
                      (continuing)
               And I was just wondering, if we were
               trapped in the bowels of the earth
               just prior to an underground nuclear
               test and ---

                               MICHAEL
               Your worth would have plummeted like
               a rock, okay?!  Now, get me Devon.

     K.I.T.T.'S SCREEN

     comes alive and we see Devon appear in his Foundation
     office.

                               MICHAEL
               Hello, Devon ---

                               DEVON
               Michael.  I was just about to contact 
               you.

                               MICHAEL
               Got something on who ordered the
               inferior grade armor from Blacksteel
               Fabricators?

                               DEVON
               Yes, and thanks to your suggestion,
               we've also acquired some data on
               Mr. Hanson you'll find most enlight-
               ening.  Bonnie is on her way to meet 
               you in the semi and give you the
               details.

     OMITTED

     EXT. HIGHWAY - SEMI - DAY - STOCK

     The ramp lowers.  Michael drives K.I.T.T. up into the semi.

     INT. SEMI - TRAVELING

     Michael gets out of K.I.T.T. and crosses to Bonnie at the
     computer console.  As they talk we see purchase orders
     flash on monitor, each bears Hanson's signature.

                               BONNIE
               You were right, Michael -- Every one
               of those Blacksteel purchase orders ---

                               MICHAEL
               -- Signed by Eugene Hanson.

                               BONNIE
               More than one of Hanson's past
               clients didn't get the protection
               they paid for.  I cross-checked a
               list of Armorbilt clients against
               global assassination attempts.

                               MICHAEL
               Don't tell me -- a lot of the targets
               were killed in Armorbilt limos.

                               BONNIE
               Too many -- for it to be coincidental.
               Devon checked his international con-
               tacts.  The word is, Hanson's been
               taking massive payoffs from radical
               factions ---

                               MICHAEL
                      (putting it
                       together)
               -- to install low-grade armor in
               vehicles he supplies to people on
               their hit lists.

                               BONNIE
               You got it.

                               MICHAEL
               He's on my list now.

                               BONNIE
               He's a ruthless, cold-blooded killer,
               Michael ---

                               MICHAEL
                      (anticipating)
               Be careful.  I know.

                               BONNIE
               With somebody like Hanson that may
               not be enough.

     Michael digests this for a beat; nods his appreciation to
     Bonnie and we:

                                              CUT TO

     CLOSE ON A STACK OF CURRENCY

     as Hanson takes it out of an attache case and we hear ---

                               HANSON'S VOICE
               Twenty-five thousand dollars, Mel ---

     INT. HANSON'S OFFICE - DAY

     as Hanson holds the money out to Mel.

                               MEL
               Twenty-five thousand for what?

                               HANSON
               You're the sparkplug behind this buy-
               out.  You started it.  If you pull out
               you'll end it.

                               MEL
                      (puzzled)
               Why?

                               HANSON
               That's not your concern.  I'm running
               out of time.  Fifty thousand dollars
               -- final offer.

                               MEL
               What's happening here?  Money is not
               what this is all about.

                               HANSON
               I want a yes or no, now.

                               MEL
               Then it's 'no.'

                               HANSON
               In that case, you've forced my hand.
                      (beat)
               You can buy your kid a lot with
               fifty thousand dollars.  Or would
               you rather take a loan out for his
               funeral?

                               MEL
               Let me get this straight.  Are you 
               threatening my child?

     Hanson holds her look, says nothing.

                               MEL
               I don't believe you....

                               HANSON
               Believe it.

     On Mel's look, we:

                                             CUT TO

     EXT. ARMORBILT CARRIAGE WORKS - DAY

     as K.I.T.T. approaches and pulls into the parking area.
     Michael gets out and crosses toward the buildings:

     OMITTED

     EXT. ARMORBILT - NEW ANGLE - MICHAEL

     as he enters the Armorbilt building.  Camera pulls back to:

     MEL

     at her car ready to leave, watching Michael, a concerned
     look on her face.

     OMITTED

     INT. ARMORBILT RECEPTION AREA

     Michael walks in, heading for Hanson's office.

                               HANSON'S VOICE
               Just the man I've been looking for.

     ANOTHER ANGLE - FAVORING HANSON

                               MICHAEL
               Took the words right out of my mouth.

     Hanson levels a gun at Michael.

                               HANSON
               That's not all I'm going to say.

                                              FADE OUT

                        END OF ACT THREE

                            ACT FOUR

     FADE IN

     EXT. ARMORBILT - DAY - ESTABLISHING

     INT. ARMORBILT GARAGE

     Michael is faced by Hanson who keeps the gun leveled....

                               MICHAEL
               What are you figuring on now, Hanson?
               Blowing me up inside the garage won't
               fall into your pattern of accidents....

                               HANSON
               And going to prison doesn't fall into
               my pattern of living...Turn around and
               you can buy yourself an extra five 
               minutes of life....

     Michael holds a beat, then turns.

                               HANSON
               Now move forward....

     Michael takes a few steps forward and then is shoved forward
     and into:

     OMITTED

     INT. ARMORBILT PAINT DRYING CHAMBER

     Michael spins from across the room to still face the gun
     leveled at him by Hanson....

     MICHAEL'S POINT OF VIEW ON HANSON

     as he shuts the first side of the dual door....

                               HANSON
               It takes four minutes to heat dry and
               seal the paint on a car...Temperature
               in here should cook you in about thirty
               seconds....

     Hanson slams the second door shut....

     ON MICHAEL

     He scans the inside of the room...It is barren, a clean-white
     dustless and hermetically sealed room...Infrared and/or micro-
     wave lights point down at the room seemingly all aimed at
     Michael...Michael moves to the door, tries them...They are
     locked....

     DOOR WINDOW - MICHAEL

     peering out, then reacting....

     MICHAEL'S POINT OF VIEW THROUGH WINDOW

     Hanson moving towards a bank of controls across the room....

     RESUME MICHAEL

     as he crosses from the vehicle to the window in the door
     and talks into his comlink.

                               MICHAEL
               Kitt?  Talk to me.

     INTERCUT - K.I.T.T.'S CONSOLE

                               K.I.T.T.
               I hear you, Michael.

     A schematic of the building spins on K.I.T.T.'s screen.
     The paint chamber identified by a flashing Knight chesspiece.

                               MICHAEL
               I got problems, Kitt....

                               K.I.T.T.
                      (continuing)
               Your comlink signal indicates you
               are locked in a hermetically sealed
               chamber, Michael.  You have enough
               air for over two hours....

                               MICHAEL
               Maybe, but I can be burned to a crisp
               in thirty seconds....

                               K.I.T.T.
               I'm on my way....

     INSERT - K.I.T.T. - STOCK

     switches on, drive lever moving, accelerator pedal lights,
     etc....

     INT. ARMORBILT GARAGE

     Hanson is at a control panel at the far end of the
     garage...He reaches for one which starts the motor of a
     support generator...We hear the sound of it starting as
     Hanson's hand moves to another switch clearly labeled
     INFRA RED TEMP. CONTROL....

     ANGLE

     Mel races across the garage...She sees what Hanson is about
     to do and screams out.

                               MEL
               No!!  Stop it, Hanson!!

     HANSON

     Her scream causes Hanson to delay and turn in surprise...He
     is suddenly thrown away from the panel, as she launches
     herself and lands on his back in a clumsy clawing 
     fashion....

     CLOSE ON K.I.T.T.

     As his engine comes to life, the revs build to a deafening
     roar, the wheels spin, and K.I.T.T. burns rubber as he
     takes off....

     WIDER - K.I.T.T.

     taking off at high speed across the grounds and headed for
     the garage....

     INT. GARAGE

     Hanson flips Mel around and off his back, swipes her
     solidly with a cross-hand blow...She is knocked across the
     floor and lays there.

     HANSON

     He reaches for the switch again...Flips it on....

     K.I.T.T.

     crossing the open area and headed directly for:

     ANGLE - STEEL ROLL-UP DOOR

     K.I.T.T. speeds to it and:

     HANSON

     hits the TEMP. switch...The generator revs to a higher
     pitch....

     CHAMBER

     The infrared lights start to build up heat....

     MICHAEL

     The red glow reflecting off his face...He pulls up his
     jacket collar to protect his face....

     INSERT - THERMOMETER

     As the temperature quickly exceeds 110....

     INT. GARAGE - STEEL DOOR

     As K.I.T.T. explodes through it...Fragments of steel door
     and framing fly through the air....

     HANSON

     A stunned look on his face....

     K.I.T.T.

     screeches to a stop...His sensors scanning the area....

     MICHAEL

     peering through the small window in the chamber, starting
     to show the effects of the infrared heat....

     HANSON

     Recovering quickly, he shoves a speed jack under the rear
     wheels of K.I.T.T., and giving it a quick jerk, K.I.T.T.'s
     wheels are off the ground.

     K.I.T.T.

     His wheels spinning helplessly....

     HANSON

     moves away from K.I.T.T. and exits.

     MICHAEL

     Seeing what's happening through the window...He speaks into
     the comlink....

                               MICHAEL
               Kitt...The generator...Jam it....

     INT. K.I.T.T.

     The lights and dials react in their proper order.

                               MICHAEL (V.O.)
               I'm running out of seconds, Kitt.

                               K.I.T.T.
               I've got it, Michael...Jamming....

     MICHAEL

     starting to fade...He sinks from the window and its red
     glow.

     K.I.T.T.

     All his circuits going....

     GENERATOR

     continuing to pump out its extra source of electricity,
     then a small fizzle and some smoke, then a flash of
     electric-short circuiting, then the generator seizes and
     stops....

     CHAMBER

     Michael almost out of it...Looks up at the thermometer....

     INSERT - THERMOMETER

     It holds at 170, then slowly starts to drop....

     MICHAEL

     The look of relief and then he sinks down to the ground...
     His face no longer visible in the window....

     K.I.T.T.

     His own circuits now turn down.

                               K.I.T.T.
               Michael...Michael...Are you all 
               right??

     His question is met by silence...K.I.T.T. spins his wheels
     again in frustration, unsuccessfully trying to free him-
     self....

     INT. K.I.T.T. - CONSOLE

     A warning blip appears on the console screen...K.I.T.T.
     scans immediately and the image of Mel appears in on the
     screen as she tries to sit upright....

     MEL

     off to the side and regaining...She shows a little damage
     from her scuffle with Hanson...Then K.I.T.T.'s voice over
     his loudspeaker...firmly....

                               K.I.T.T.
               I've Med Scanned you, Melanie.  Just
               a few bruises...Now get on your 
               feet....

     Mel reacts, not sure of where the voice is coming from, but
     staggers to her feet.

                               K.I.T.T.
               To your left...The heat chamber...
               Open that door....

     Mel wavers a little....

                               K.I.T.T.
               Not now!!  Open the door, then you
               have my permission to faint....

     The sign of weakness angers Mel...She glares at K.I.T.T.,
     moves to the door and is barely able to open it...but 
     does...She flinches from the heat....

                               K.I.T.T.
               Thank you, Melanie, sorry I yelled at 
               you....

     Mel's look...then she moves in to help Michael out...He
     moves immediately to a work sink (or hose) and gulps down
     water....

     MICHAEL/MEL

     He looks over to K.I.T.T., gives him a smile and a thumbs 
     up sign to assure him he's okay...Then turns to Mel....

                               MICHAEL
               I'm glad you were around....

                               MEL
               Not all the time...I left you out on
               a limb for a few minutes....

                               MICHAEL
               You remembered in time....

     They hold for a beat, then Michael reacts....

     MICHAEL

     on the move...He goes over to K.I.T.T.

                               K.I.T.T.
               Are you injured, Michael?

                               MICHAEL
               No, just a little tanned.  But you seem
               to be up in the air over this, pal.

                               K.I.T.T.
               It's no joking matter.  I find this
               posture humiliating.

     Michael releases the speed jack...K.I.T.T. drops the six inches
     to the ground...Lets out a sigh.

                               K.I.T.T.
               Oh, that feels good...Thank you,
               Michael.

     The door opens and Michael gets inside...Starts the engine.

                               MICHAEL
               I'll be back.  Take good care of 
               your business.

     K.I.T.T. zips out of the garage through the smashed door....

     MEL

     Her look....

     OMITTED

     EXT. ARMORBILT CARRIAGE WORKS - DAY

     K.I.T.T. explodes out of the opening he blasted through
     earlier, and we hear ---

                               MICHAEL'S VOICE
               Let 'er rip.

     K.I.T.T. pauses a beat, then explodes into turbo mode.

     INSIDE K.I.T.T. - MICHAEL

     is snapped back against his seat by the acceleration.

                               MICHAEL
               Scan the area, see if you can pick up
               Hanson.

                               K.I.T.T.
               There was a car in the area when I
               came in...It's not there now....

                               MICHAEL
               Then find it....

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

     as the Map Scan appears...then a moving red dot that
     designates the location....

                               K.I.T.T.
               There he is, Michael...West on
               Route 4....

                               MICHAEL
               The test track...Let's get him, Kitt.
               I've got a little going-away present
               I want to deliver in person.

     EXT. K.I.T.T.

     as it picks up more speed....

     OMITTED

     K.I.T.T.'S SPEEDOMETER

     The digital readout climbs over the two fifty mark, and we:

                                              CUT TO

     OMITTED

     EXT. TEST TRACK - DAY

     Hanson skids to a stop near the track office...Lilah exits
     ...Checks her watch....

                               LILAH
               You cut it pretty close...I was two
               minutes away from heading for the 
               penthouse....

                               HANSON
               You'll be glad you didn't...I brought
               along a little extra pocket money for
               our trip....

     She leans in the car to smile pleasantly at the wad of
     money in the open case...She opens the door to get in, then
     reacts....

     LILAH'S POINT OF VIEW OVER ROOF OF CAR

     Michael and K.I.T.T. speeding towards them....

                               LILAH
               Unless that's your travel agent,
               you've got some trouble coming....

     ANGLE

     Hanson reacts, seems about to speed away, then he looks 
     over to....

                               HANSON
               He's supposed to be dead.

     THE UTCV

     looking ominous....

     HANSON

     He gets out of the car, moves towards it....

                               HANSON
               This time there won't be any margin 
               for error.

     Hanson is out of the car and races to the UTCV and climbs
     in....

     K.I.T.T.'S/MICHAEL'S POINT OF VIEW THROUGH WINDSHIELD

     as they approach they see Hanson crawling into the UTCV....

                               K.I.T.T.
               Michael, I'm sure you're aware of
               the armament of that vehicle....

                               MICHAEL
               I'm very aware...You watch for the 
               missiles, I'll cover the rest....

     THE UTCV

     It roars to life, starts to move, swiveling towards Michael
     and K.I.T.T....The missiles are aimed towards the approaching
     K.I.T.T....

     K.I.T.T.

     moves onto the test track.

                               K.I.T.T.
               My scanners indicate he isn't carrying
               missiles, Michael.

                               MICHAEL
               He's got plenty of other things for 
               us.

     INT. UTCV

     Hanson, intent on his target...He fires the fifty caliber
     machine guns.

     CLOSE ON MACHINE GUNS

     blasting away.

     K.I.T.T.

     The bullets hitting, sparking and ricocheting off steel and
     glass.

     INT. K.I.T.T.

                               K.I.T.T.
               Michael, we're driving right into 
               his line of fire.

                               MICHAEL
               Hang in there, pal....

     SCENE

     K.I.T.T. accelerates.  Michael skids K.I.T.T. around the
     UTCV, coming in behind it.

     HANSON - UTCV

     He mumbles under his breath, accelerates away.

     INT. K.I.T.T.

     Michael intent on his driving...Pursuing the UTCV.

                               K.I.T.T.
               He seems to be running, Michael.

                               MICHAEL
               Don't be too sure of that, good
               buddy.

     SCENE

     K.I.T.T. speeds in behind the UTCV, getting close....

     HANSON - UTCV

     Using a sight, he hits another series of switches....

     ANGLE ON UTCV

     Small projectiles fly from the grenade launchers at the
     rear of the UTCV....

     K.I.T.T.

     driving through the series of grenade explosions, flame and
     debris covering the car, but not slowing it....

     INT. K.I.T.T.

                               K.I.T.T.
               I don't like surprises, Michael....

                               MICHAEL
               Me either, what's he got left....

                               K.I.T.T.
               Fifty-caliber machine guns and over 
               six tons of armor plate....

                               MICHAEL
               Then let's round him up....

     Michael jams down on the gas pedal....

                               K.I.T.T.
               I'm sure you have a plan...
                      (beat)
               Don't you....

                               MICHAEL
                      (we never
                       know)
               Don't I always?

     SCENE

     Michael heads for the UTCV...Hanson appears out of the
     turret.

     ON THE UTCV MACHINE GUNS

     as the tandem-mounted fifties come to life, firing rapid
     bursts, and we are:

     K.I.T.T.

     The hits sparking off his body....

     INSIDE K.I.T.T. - MICHAEL

     reacts as the rounds ricochet off K.I.T.T.'s windshield
     without leaving a scratch.  He turns the steering wheel and
     begins to maneuver K.I.T.T. away from the knoll, across the
     shoulder and around the UTCV.

     OMITTED

     RESUME THE SCENE

     as Michael steers K.I.T.T. down the road and cuts at an
     angle past the UTCV.  Hanson wheels around and pursues at
     high speed, still firing and we go to:

     ANOTHER ANGLE - FAVORING RAVINE

     A sharp dropoff bordered by parallel sections of the
     roadway where it switches back on itself.  As K.I.T.T.
     accelerates and angles off the road toward the ravine and
     Hanson continues his pursuit in the UTCV ---

                               MICHAEL (V.O.)
               Okay, Kitt, reach down and give me 
               everything you've got.

     The car roars forward....

     OMITTED

     CUTS - TEST TRACK

     K.I.T.T. speeds through the gulley while being peppered by
     the fifties from the UTCV....

     Michael shoots out of the gulley and spins a ninety-degree
     turn away from the gulley.

     Hanson still in the turret of the UTCV has to follow into 
     the gulley before he can come out and chase Michael...He's
     caught in that narrow alley-like road....

     Michael gets a short distance away and makes another ninety-
     degree turn which puts him perpendicular to the gulley and
     the moving UTCV....

     The turret of the UTCV appearing just over the gulley, Hanson
     with the turret turned, fires at Michael as he moves....

     Michael guns the engine and heads right for the tank...
     bullets spark off K.I.T.T.'s body....

     ON HANSON

     in the turret, keeping up a steady fire....

     K.I.T.T.

     headed directly for the UTCV.

     HANSON

     The look of panic on his face as he realizes what Michael
     is about to do....

     SCENE

     Michael crosses the gulley slicing off the fifties and a
     chunk of the turret...and lands K.I.T.T. on the other
     side...The UTCV comes to a screeching halt...Michael spins
     a 180 and heads down the gulley to face the UTCV head on...
     He jams on his brakes....

     HILLSIDE

     Lilah sees the defeat of her man.  She throws Hanson a
     sarcastic kiss; quickly scrambles into her car and drives
     off....

     MICHAEL'S POINT OF VIEW THROUGH WINDSHIELD

     The UTCV is silent, nothing left for it to fight with....

                               K.I.T.T.
               He's disarmed...Nothing left....

     Michael is out of the car.

     SCENE

     Michael hops up on the UTCV and yanks open the hatch,
     reaches down and pulls out a scared and beaten Hanson...He
     eyes Hanson a beat...then:

                               MICHAEL
               I have this truck for you...It's
               grey with bars on the windows, an
               average motor, mediocre driver and
               some printing on the side that says
               Department of Corrections...You'll 
               love the view.

     Hanson's look....

     Michael meets it....

     EXT. ARMORBILT - DAY

     as K.I.T.T. drives into the courtyard area and pulls to
     a stop.  Mel is waiting outside.

     INSIDE K.I.T.T.

     Hanson in the seat next to Michael.

                               MICHAEL
               Keep an eye on him, Kitt.

                               K.I.T.T.
               Oh, he'll be here when you get
               back, Michael.

     THE SCENE

                               MEL
               Michael?  You all right?

                               MICHAEL
               Fine.  I'll be going home tonight,
               he won't.  

     Michael gestures to Hanson.

                               MEL
                      (wistfully)
               Yeah, I guess that ties everything 
               up, doesn't it.

                               MICHAEL
               Not quite -- I haven't had a chance 
               to tell you how attractive you are
               without that welding mask.

                               MEL
               Don't make me blush.  I'm the
               president of a company now.

                               MICHAEL
               Not until the board of directors
               meets.

                               MEL
                      (smiles)
               In that case, I have a few minutes --
 
                               MICHAEL
               I was counting on it.

     He moves forward and kisses her.

                                             FREEZE FRAME

                          END OF ACT FOUR

                                TAG

     FADE IN

     EXT. PLUSH HOTEL - DAY

     A sleek stretch limo pulls up in front of the entrance...
     and parks....

     ANGLE

     Lilah exits the hotel with the attache case containing the
     money and a small suitcase...She hurries to the limo and
     gets in.

     INT. LIMO

     Lilah settles into the backseat with a sigh of relief,
     clutches the attache case to add to her security...Then
     speaks to the driver....

                               LILAH
               International Airport...I have to be
               there in thirty minutes....

     ANGLE ON DRIVER'S SECTION

     The separating window slides down and a smiling Michael
     Knight turns to answer....

                               MICHAEL
               Not likely...Would you settle for
               Police Headquarters and I'll drive
               through the park getting there....

     ON LILAH

     Her reaction...then she opens the attache case, showing the
     money....

                               LILAH
               I have two hundred and fifty thousand
               dollars here...I'm willing to pay
               half for the airport trip....

     Michael eyes her a bit...Talks into his comlink....

                               MICHAEL
               You hear that, Kitt?

     INTERCUT - K.I.T.T.

     parked a short distance away from the limo...the lights
     flashing....

                               K.I.T.T.
               Well, Michael, now we know what you're
               worth, does she want to make me an 
               offer...?

                               LILAH
                      (hearing)
               I have another twenty-five thousand
               for your friend....

                               MICHAEL
                      (enjoying)
               What about it, Kitt?

                               K.I.T.T.
               I find that offer unacceptable...I'd
               rather the drive through the park....

     ON MICHAEL

     He smiles at Lilah.

                               MICHAEL
               You've offended him...I guess you go
               to jail....

     SCENE

     The limo pulls away from the curb...K.I.T.T. follows along.

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

                               MICHAEL
               Yes, Kitt....

                               K.I.T.T.
                      (upset)
               That offer she made...
                      (beat)
               Do you think she knows I'm air-
               conditioned...?

     ON MICHAEL

     His laugh....

                                              FREEZE FRAME

                                              FADE OUT

                             THE END