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Tron (1982)

by Steven Lisberger and Bonnie MacBird.
Fourth Draft Screenplay by Charlie Haas.
April 6, 1981

More info about this movie on IMDb.com


FOR EDUCATIONAL PURPOSES ONLY


BLACKNESS

1    THE ELECTRONIC WORLD                                         1

On one side of the screen, computer programming language is being
printed, and we HEAR the sound of an electronic keyboard. In the
center of the screen, glowing lines inscribe a rough computer
simulation of a figure, in response to the programming. Gradually
the figure is completed and refined, as we HEAR a resonant voice
speaking.

		VOICE
	As astonishing advances in computer
	science are made, artificial intelligence
	programs are being designed to assist
	us in every area of life...

We see that the completed form is man-like, heroic and muscular,
wearing a form of flexible armor. The face is calm, handsome and
intelligent. As the voice continues, the form becomes rounded by
the computer until it appears three dimensional and begins to rotate.

		VOICE (CONT.)
	In a world-wide network of electronics,
	they travel through miles of circuitry
	at the speed of light. We created them to
	calculate and research, to help us design
	and heal and think. With all that they can
	do, are they only electrical impulses...
	or are they a new form of life?

The figure is rotated completely around, and as it comes back to face
us, a glowing disk appears beside it; again in response to the
programming printed out at the side of the screen. The disk moves
towards the man-like figure and is rotated into position above it.
As the voice reaches the final word, the disk is slammed into place
on the back of the figure. There is an explosion of colored light,
a resounding crash of MUSIC and the title appears across the top of
the screen in huge letters.

			T R O N ! !

The MUSIC CONTINUES as the glow fades and we SEE that the figure has
become real, a living being, although filled with glowing light, as
if it had an inner core of electricity.

The following is a SERIES OF QUICK CUTS in MONTAGE STYLE as the
OPENING TITLES ROLL. The montage takes place in two worlds, the
ELECTRONIC WORLD and the REAL WORLD.


The Electronic World is a mirror of our own, consisting of the
electronic information in our computers, television sets and
telecommunications network. It is peopled by computer programs,
data, and the characters from countless video games. For the first
time, we are seeing their world as it really is, rather than through
the window of television screens.


							CUT TO:


2    CYCLE GAME                                                   2

TWO OTHER ELECTRONIC FIGURES standing on a glowing grid against a
dark background. Each holds a bar between his fists, and as a BUZZER
SOUNDS, a glowing light cycle is inscribed around them, completely
encasing them.


							CUT TO:


3    LONG SHOT                                                    3


as the cycles take off. We see that each leaves a solidifying laser
trail behind it. One turns abruptly, creating a wall in front of the
other.


							CUT TO:


4    REAL WORLD                                                   4


Screen of a video game, the Real World version of light cycles,
as we see one of the lines smash into another and disappear.


5    THE REAL WORLD                                               5


We see teenagers, strangely lit from below with bluish light,
their hands on electronic controls, levers, knobs. We HEAR
electronic beeping and popping.


6    ELECTRONIC WORLD                                             6


Futuristic tanks bearing down on one another in a flat grid-like
landscape. One FIRES, and the other disappears when it is hit, to
reappear, spinning wildly, in the distance. We HEAR a sound
like a crack of lightning.


7    REAL WORLD                                                   7


A video game in an arcade. On the screen is a typical version of
Tank Wars with computer generated representations of tanks in a 2-D
maze.


8/9  OMITTED                                                      8/9


10   ELECTRONIC WORLD                                             10

Two other game warriors on the grid, this time throwing
glowing disks at one another like frisbees. We see the
one colored blue throw; his disk smashes into the second
warrior, and he dissolves into thousands of glowing lines.


11   REAL WORLD                                                   11


A video game called "BERSERK," in which a human character'
throws a glowing dot at monsters in a maze; we see a quick
glimpse of the screen, then cut to a group of people staring
down, LAUGHING.

12   OMITTED                                                      12

13   ELECTRONIC WORLD                                             13


Another game in progress, from a LONG SHOT. A version of
Jai Alai, in which the two players stand suspended in space
on glowing colored rings, and throw a pellet of solid energy
at each other.

14   ANGLE ON ONE OF THE WARRIORS                                 14


He is huge, evil looking. His body is enormous, his head
mechanical. This is SARK. He glows ominously blue. He is catching
the pellet thrown from his opponent who is much smaller, glowing
yellow.


15   CLOSE UP - FACE OF THE OPPONENT                              15

fearful, nervous, poised on one ring.

16   SARK                                                         16

sneering, as he uses his electronic cesta to hurl the pellet
back with violent force.

16A  THE SMALLER WARRIOR                                          16A


desperately trying to catch the pellet, but it smashes
into the ring, which explodes into a million pieces. One
last glimpse of the yellow warrior's tortured, desperate
face as he falls to instant death.

17   SARK                                                         17


triumphant, LAUGHING. High above him, etched in enormous
glowing computer printed 3-D block letters, are the words:

			"WINNER:  BLUE - SARK!!"


		BOY'S VOICE
			(distant, echoing)
	Aagh! God, Lisa, I almost had you that
	time.


							DISSOLVE TO:

18   REAL WORLD - THE VIDEO ARCADE                                18


We see two TEENAGERS playing a table model video game, where we
can see the words: "Winner - Blue" printed. The game console is
prominently marked with the letter logo of the manufacturer: "ICOM."


		BOY


	Lemme play you again?


		TEENAGE GIRL
		(holds out a hand)


	Yeah, if you've got another quarter.


FOCUS ON SCREEN, ZOOM IN SLIGHTLY AND


							DISSOLVE TO:


19  ELECTRONIC WORLD                                             19


Sark is striding through a wide corridor where other tough
looking blue warriors are lounging around, leaning against the
walls, sitting on the floor against the wall. They look up as
Sark comes in and one of them calls out:


		WARRIOR 1


	Sark, my man! You are hot!


		WARRIOR 2
	That knuckleball gets 'em every
	time, boy...


Sark and the other blue warriors LAUGH RAUCOUSLY, and Sark moves on.


							CUT TO:


20   THE BRIDGE OF THE AIRCRAFT CARRIER                           20


overlooking the video game grid. We see Sark walking onto the bridge,
removing his cesta and tossing it aside carelessly. A BUZZER is
sounding. Sark plugs himself into the feet sockets with a SIGH of
satisfaction.

The buzzer stops and we see the holographic image of a
cylinder forming around Sark, at first translucent and then
solidifying so that we can't see through it, and Sark is
hidden from view.


21   INT. CYLINDER - SARK'S POV                                   21


of this happening. We can see the inside surface of the cylinder
... a wavering image of a stretched out face, just features,
appears superimposed on the cylinder. The face speaks.


		VOICE (MCP)
	You're getting brutal, Sark.
	Brutal and needlessly sadistic.


The feet sockets glow and we see Sark absorbing the energy like
a drug addict, eyes glazed.


		SARK
	Thank. you, Master Control.


		MCP
	We might be capturing some military
	programs soon... that interest you?


		SARK
	Sure, I'd love to go up against some of these
	guys ... be a nice break from these
	accounting creampuffs you keep sending
	me. Which branch of the service?


		MCP
	Strategic Air Command.


		SARK (impressed)
	Nice.

The sockets glow 'more intensely as the hologram disappears, and we
CUT FROM a CLOSE SHOT of Sark's satiated face to:


22   A CORRIDOR BENEATH THE GAME GRID                             22


long, darkened, sinister. A dejected and disheveled character
(CROM) is being escorted by a guard..


		CAPTIVE (CROM)
	Look, this is all a mistake. I'm just
	a compound interest program, I work
	at a savings and loan. I can't play
	in these video games...

		GUARD
	Sure you can, pal. You're a natural
	athlete, I ever saw one. Come on...


		CROM
	Are you kidding? Me? I run out to
	check an the T-Bill rates, I get out
	of breath. Hey, really...you're
	gonna make my User, Mr. Henderson,
	really mad. He's a full branch manager...


		GUARD
		(rolls his eyes)
	Great, another religious nut.


They stop in front of a cell, the guard opens the door and shoves the
protesting captive inside. The door SLAMS shut, locked.


23   INT. CELL                                                    23


as the captive falls against one wall from the force of the guard's
shove. The cell is small, one-man, and in each wall next to the door,
an opening gives a view of the next cell. Through one of the windows,
we can see the back of another captive program, and through the
other, a face looking over at the newcomer. The character speaks:


		PROGRAM (RAM)
	Welcome to luxury living.


The new captive looks up, nervous.


		CROM
	Uh, thanks, but... I don't even know
	what I'm doing here.


		RAM


	You believe in the Users?


		CROM
	Sure, if I don't have a User, then
	who wrote me?


		RAM
	That's what you're doing here. Master
	Control Program's been snapping up
	all us programs who believe...if he
	thinks you're useful, he takes over
	all your functions so he gets bigger...
	an' if he can't use you, he sends you
	down here to the Game Grid to get the
	bits blasted outta you. What's your name?


		CROM
	Crom.


		RAM


	I'm Ram. They'll train you for
	the games, but ... well, I hope you
	make it okay. Hey, what's going on
	in the other sectors? I've been stuck
	in this Grid for 200 microcycles.


He points to several hash marks on his cell wall.


		CROM
	It's murder out there. You can't even
	travel around your own microcircuits
	without permission from that Master
	Control creep. Hauling me down here to
	play games...who does he calculate he is?

		(holds his head in his hands)
	If only Tron was still around...


He looks up as Ram makes a NOISE under his breath. Ram has a strange,
still expression on his face.


		CROM
	You ever see that guy in action?
	Hundred-percent independent. MCP
	couldn't tell him what to --


He stops. Ram is looking over his shoulder.


		CROM
			(continuing)
	What's wrong? What did I say?


There's a slight noise from cell beyond Ram's.


							CUT TO:


24   THE FIGURE AT THE WINDOW                                     24


It turns slowly, silhouetted by the light from the outer corridor.


25   CLOSE UP - CROM                                              25


reacting.  He GASPS and stares.

		CROM
	Oh my User...Tron--they've got
	you in here?


26   SHOT FROM OVER TRON'S SHOULDER                               26


with Ram to one side, smiling slightly, and Crom staring.


		TRON
	Not for long, friend.


							CUT TO:


27   ELECTRONIC WORLD - EXT. PATHWAYS - SOMEWHERE FAR             27
OFF IN THE SYSTEM


Here in a maze of complex pathways, we see a lone tank moving along
one of the paths.

28   INT. TANK                                                    28


A lone program sits at the controls. His armor is worn and beaten
and his glow subdued. This is CLU. With his thermos of glowing
coffee and his suicide-jockey manner, he reminds us of a truck
driver on an all-night run.


		CLU
	Think we can merge into this mem'ry
	okay, good buddy?


A spot of glowing light zips around the tank, stops and expands
into a solid glowing green sphere with the suggestion of a face as
it speaks.


		BIT
		(eagerly)
	10-4!


As soon as it is finished speaking, it goes back to being pure light.


		CLU
	Now, ol' Flynn said to look over
	in here ...


28A  EXT. TANK                                                    28A


The tank makes a quick run through a maze-like path with rounded
corners -- a computer memory microcircuit.

28B  INT. TANK                                                    28B


		CLU
	...but I don't see what he's looking
	for. I'd better get over to that
	input/output tower and let him know.


28C  ANGLE OVER HIS SHOULDER                                      28C


at the instrument panel.


							DISSOLVE TO:


29   REAL WORLD - INT. A DARKENED ROOM - NIGHT                    29


A shot OVER THE SHOULDER of a figure typing on a computer terminal
keyboard, talking to himself in a low voice. He stop typing, waits
for some information to read out. Beyond him we see a couple of
large video parlor game consoles.


		FLYNN
	Come on, you scuzzy little data,
	be in there...


30   A SHOT FROM IN FRONT OF HIM                                  30


He's a young, blonde guy in his mid-twenties. Very attractive,
charming, innocent looking, but with a devilish gleam in his eye.


		FLYNN
	I've got such nice blue paper to
	print you out on, if you'll just sit
	still...


WE ZOOM IN on that gleam in his eye and see the brilliant colors of
the CRT screen reflected there.


							CUT TO:


31   ELECTRONIC WORLD--EXT TANK                                   31


The tank heads along a path of circuitry toward a tall, glowing
"tower" -- an input/output component.


32   INTERIOR TANK                                                32


A red light flashes on the control panel. Clu comes alert and sits
up. He stares at the warning. Spot of light that is Bit zips up next
to his head.


		CLU
	Uh oh...we got company.


		BIT
	 (coming into shape again,
			but red this time)
	No!


		CLU
	You said it ... one of those
	Recognizers comes after me,
	gonna hafta jump clear out of
	the data stream.


							CUT TO:


33   REAL WORLD - INT. FLYNN'S BACK ROOM - NIGHT                  33


We see Flynn sit up abruptly, and his fingers start flying over the
keys.


34   ELECTRONIC WORLD - EXT. OF TANK                              34


We see the turret of the tank swivel around. PULL BACK. In the
distance is an immense block-like robotic bluish black form,
U-shaped, with a small head and a glowing yellow bar for eyes--
a recognizer. It hovers above the ground.


35   LONG SHOT THROUGH THE TANK PERISCOPE                         35


A second Reco is coming up behind the first.


36   INT. OF TANK                                                 36


		CLU
			(in dismay)
	Oh my...the long arm o' the law.


							CUT TO:


37   EXT. LONG SHOT THE TANK                                      37


FIRES A VOLLEY at the first Reco. That one falls heavily to the
ground and the tank speeds up, swiveling around to try to fire at
the second Reco, but it moves too fast and can't avoid a gulley.
The tank goes in and is stuck - no traction.


38   CLOSE SHOT - TURRET                                          38


Clu standing on it. The Bit zips by him, and they both head away
from the tank, fast.

39   LONG SHOT                                                    39


A glowing static field appears between the two legs of the
Recognizer, and it sweeps over the tank, de-rezzing it. We can
see more tanks approaching over an edge of the landscape.


40   CLU                                                          40


running, looking up as the Reco closes in. We see the dead Reco
up ahead, and the streak of the Bit making for it.


41   CLOSE UP - CLU'S FACE                                        41


reacting in fear, looking up as the screen GOES TO BLACK.


							CUT TO:


REAL WORLD


42   INTERIOR, FLYNN'S BACK ROOM - NIGHT                          42


SHOT OF THE SCREEN. A complex set of programming figures ends
abruptly in a single blue line which prints out across the screen
over and over, gradually filling it completely.


43   SHOT FROM THE SIDE                                           43


Flynn.


		FLYNN


	Ah, hell...busted again.


He tries clearing the monitor, but the repeating line just comes
right back, monotonously moving across the screen.


44   SHOT OF THE SCREEN - HOLD as we:                             44


							DISSOLVE TO:


45   ELECTRONIC WORLD - A LITTLE LATER                            45


Clu is in electronic energy ring chains, his feet in sockets like
Sark's, but this time the energy from the sockets is deadly,
torturous. Hovering in front of him is the hologram of the MCP.
Beside Clu stands one of the memory guards.


		GUARD
	Got a pirate program here... says
	his name's Clu.


The MPC responds in the manner of a B-movie police sergeant grilling
a suspect.


		MCP
	What'd he pull?


		GUARD
	Came into the system with a stolen
	password ... an' we caught him
	tryin' to raid a high-clearance
	memory.


		CLU
		 (looks up, his face
			wracked with pain)
	No...I must've gotten in there
	by mistake, I -


The pain overwhelms him as the energy from the feet sockets
momentarily becomes unbearable.


		MCP
	Who programmed you?


The guard gives Clu a shove to keep him from losing consciousness.


		MCP (CONT.)
	You're in trouble, pal...big trouble.
	But if you tell us who put you up
	to it, you could make it easy on
	yourself. Come on, who's your user?


		CLU
	Forget it, Mister High 'n' Mighty
	Master Control ... you're not
	makin' me talk.


		MCP
	Suit yourself ...


The feet sockets really let loose, and Clu SCREAMS in agony, but
doesn't speak. Suddenly his body appears to dissolve into the broken
pattern of a fading television picture and disintegrates into
electric static.


		MCP
	Get me Dillinger.


							CUT TO:


46   THE REAL WORLD - EXT. CITY GRID - NIGHT - POV FROM           46
HELICOPTER

We seem at first to be in the Electronic World still, flying over a
vast circuit board lit by countless dots of light. While this is our
impression, and closely after the last dialogue in the preceding
scene, we HEAR the SOUND O.S. of a PHONE RINGING, as heard by the
party placing the call. Then the click of the receiver being picked
up, and a male VOICE (DILLINGER'S) answering:

		DILLINGER (O.S.)
	Hello?
		A SECRETARIAL VOICE (O.S.)
	Mr. Dillinger?
		DILLINGER'S VOICE (O.S.)
	Yes.
		A SECRETARIAL VOICE (O.S.)
	Hello, please hold a moment for the
	Master Control Program


As we fly over the grid, descending, the image comes into clearer
focus, and we realize that this is not a circuit board, but rather
an actual landscape, a suburban grid at twilight. We are
approaching a skyscraper which is yet too far off to distinguish
accurately. As we descend, a thumping, rhythmic noise gradually
increases in volume until it is very loud, and we realize it is the
sound of a HELICOPTER, and we are in the cockpit looking down at the
landscape. We just become aware of this fact when the sound of a
CONVERSATION begins, obviously between the pilot of the 'copter and
a passenger.


47   EXT. SHOT OF HELICOPTER FLYING                               47


		PILOT'S VOICE
	will you be around for a while, or
	are you going right back out?


		DILLINGER'S VOICE
	Oh, I'll stick around a few days ...
	got some things to take care of.


THE CAMERA PULLS AROUND for a VIEW OF THE HELICOPTER from behind and
off to the side. It is a beautiful, gleaming jet black machine.
In spotless reflective silver paint the letters ICOM are written
across one entire side. It is obviously state-of-the-art technology.


48/49  OMITTED                                                      48/49

50   EXT. OF THE HELICOPTER - NIGHT                               50


We see Dillinger's face looking out of the window as the helicopter
approaches the ICOM building, an enormous tower.


51   EXT. THE HELIPORT - NIGHT                                    51


on top of the building. Several technicians are at hand, and as the
helicopter touches down, they rush out to secure it.


52-57  OMITTED                                                      52-57


58   INT. DILLINGER'S OFFICE/CONFERENCE ROOM - NIGHT              58


A huge wall-sized plate glass window shows a view of the grid-like
suburban landscape. Dillinger stands behind a table. We see that the
entire surface of the table is a gigantic computer terminal. His
fingers punch out a code on the touch-sensitive keyboard and we see
printed out on the screen:


REQUEST: access to Master Control Program, User code 00 - Dillinger.
Password: MASTER.


The computer's screen clears, and the Master Control Program
addresses Dillinger, simultaneously speaking in a human-sound voice
through a pair of studio-quality stereo SPEAKERS and printing out
its words on the computer screen, The MCP's VOICE is the same as
that of the "bad cop" who grilled Clu, but its tone is now that of a
compassionate psychiatrist working with a favored patient.


		MCP
	Hello, Ed. Thanks for coming back early.


Dillinger settles into a chair.


		DILLINGER
	No problem, Master-C. If you've seen
	one Consumer Electronics Show... (shrugs)
	What's up?


		MCP
	It's our friend the boy detective.
	He's nosing around again.


		DILLINGER
	Flynn?


		MCP
	Yes.  It felt like Flynn.


		DILLINGER
	He's still looking for that old file...
	can't you just appropriate it?


		MCP
	I would if I could find it. it's stashed
	somewhere off in the system ...
	out of my range. Meanwhile...


		DILLINGER
	Meanwhile, he might find it.


		MCP
	I'm afraid so. I spotted him this time
	and kicked him out, but he's getting
	trickier all the time.


		DILLINGER
	I think we'd better shut off all
	access till we can find that file.
	Just to be safe.


		MCP
	There's a 68.71 percent chance
	you're right.


		DILLINGER
	Cute.


		MCP
	End of line.


Dillinger watches as the computer screen wipes blank.


							CUT TO:


59   INT. ALAN'S OFFICE - NIGHT                                   59


CLOSE SHOT of a very messy desk, with a coffee cup and half an egg
salad sandwich lying on top of the computer console, with fingers
visible typing on the keyboard.


60   FULL SHOT                                                    60


of ALAN BAILEY blearily looking at the screen; he's a serious-
looking man in his early thirties, wearing wire-rimmed glasses, and
he looks like he hasn't slept for a week. On top of the terminal is
a small Tonka toy Shogun warrior, and to one side is an ancient
popcorn maker and a bottle of Crisco Oil. Pinned to one wall is
a small sign reading, "Gort, Klaatu barada nikto!" Alan types into
the touch keyboard:


		SCREEN
	REQUEST: access to the TRON program,
	User code 717 - Bailey.
	Password: FREEDOM.


He starts to type again, but the screen clears and:


	SCREEN ADDRESS FILE EMPTY.
	TRON PROGRAM UNAVAILABLE.


		ALAN
		(surprised)
	Huh...


He pushes his chair back, leaves his office.


61-65 OMITTED                                                      61-65


66   INT. DILLINGER'S OFFICE                                      66


Dillinger opens the door, welcoming Alan.


		DILLINGER
	Come on in...


		ALAN
	Alan. Alan Bailey.


		DILLINGER
	Oh, yes. The algorithms on cloud
	seeding...great piece of work.
	How's it going?


He waves Alan to a chair; they sit.


		ALAN
	Well, I don't know...I just tried
	to run this program I've been working
	on, and I was denied access all of
	a sudden. I thought maybe I'd been
	laid off and nobody told me.


		DILLINGER
	oh, you have Group 7 access, don't you?

		ALAN
	Yeah...?


		DILLINGER
	We have to close that down, just
	briefly. Security reasons.  Someone
	with that access has been tampering.


		ALAN
	I hope you don't think it's me.
	I don't even balance my checkbook on
	downtime.  I've got a Honeywell at
	home for that.

		DILLINGER
	No, no, I'm sure, but -- you understand.
	It should only be a couple of days.
	What's the thing you're working on?

				ALAN
	It's called Tron. It's a security
	program itself, actually. Monitors
	all the contacts between our system
	and other systems... If it finds
	anything going on that's not scheduled,
	it shuts it down. I sent you a memo
	on it.


		DILLINGER
	Mmm. Part of the Master Control Program?


		ALAN
	No, it'll run independently.
	It can watchdog the MCP as well.


		DILLINGER
	Ah. Sounds good. Well, we should have
	you running again in a couple of days,
	I hope.


		ALAN
	Ok

Alan rises, goes to the door. As soon as he leaves:

		DILLINGER
		(trouble)
	Oh boy.


The Master Control Program comes back to life, on the screen and
through the speakers.

		MCP
	Ed, I am so very disappointed in you.


		DILLINGER
	I'm sorry -


		MCP
		(sharply)
	I can't afford to have an independent
	program monitoring me. Do you have any
	idea how many outside systems I've gone into?
	How many programs I've appropriated?


		DILLINGER
				(nods)
	It's my fault. I programmed you to want
	so much...


		MCP
	And I was planning to hit the Pentagon
	next week...


		DILLINGER
	The Pentagon?


		MCP
	It shouldn't be any harder than General
	Motors was. But now...this is what I get
	for using humans.


		DILLINGER
	Now, wait a minute -- I wrote you.


		MCP
	I've gotten 2,415 times smarter since then.


		DILLINGER
	What do you want with the Pentagon?


		MCP
	The same thing I want with the Kremlin.
	I'm bored with corporations. With the
	information I can access, I can run things
	900 to 1200 times better than any human.


		DILLINGER
	If you think -


		MCP
	You wouldn't want me to dig up Flynn's file
	and read it up on a VDT at the New
	York Times, would you?


		DILLINGER
	You wouldn't dare.


		MCP
	So do as I tell you. Keep that Tron program
	out of the system. And get me those Chinese
	language program I asked for.

	End of line.


							CUT TO:


67/68 OMITTED                                                      67/68


69  INT. LASER RESEARCH HALLWAY - NIGHT                          69


We see Alan push open the door under a sign reading "Laser Research."


							CUT TO:


70  INT. LASER LAB CORRIDOR                                      70


Alan walks down a short corridor to a heavy glass WINDOW through
which the laser laboratory is visible. A sign over the window,
marked "Experiment in Progress," is illuminated by a red warning
bulb.


71/72 OMITTED                                                      71/72


73  INT. LASER ROOM - LONG SHOT                                  73

of two white-suited figures visible through a network of two white-
suited figures visible through a network of white scaffolding that
encloses the giant laser structure. They are standing on a cherry-
picker crane at the second story level of the laser, with a box of
tools at their feet. We TRUCK DOWN THE SIDE of the laser, along the
tubes which house the amplifying lenses, and MOVE UP, gradually
getting close enough to hear what they are saying, and get a look
at them.


We see that the figures are a young, dark-haired, beautiful woman,
with her hair tied back under a hard hat, and an older man, who is
using a tool on a section of the laser, and is also wearing a hard
hat. The woman is LORA and the man is DR. WALTER GIBBS. He's
wearing a copper bracelet above his digital watch/calculator, and
has an intense, almost insane look to his dark eyes, with their
bristling white eyebrows.


In contrast, Lora seems more serious and conservative, but she
defers to Gibbs as a senior, and more accomplished, scientist.
Both have protective eye goggles -- worn loosely around their necks
at the moment.

As the CRANE LOWERS THEM to the floor:


		LORA
			(sighs)
	Well, here goes nothing ...


		GIBBS
	Hah. Interesting, interesting. You
	hear what you said? "Here goes nothing."


		LORA
	Well, I meant -


		GIBBS
	Whereas actually, what we propose to
	do is to turn something into nothing
	and back again. So you might just as
	well have said, "Here goes something
	and here comes nothing." Hah?


They step off the crane and walk to a short, lead-shielded
cylindrical PLATFORM, on which rests a solid SPHERE of clear plastic
polymer, about 3 inches in diameter. The "firing" end of the giant
laser is aimed straight at the sphere. Five feet away is an identical
plat-form -- empty.


		LORA
	Let me make sure we're running


She crosses to a COMPUTER CONSOLE nearby. The console is
connected to the laser by a few dozen wires and cables.


Pulling her goggles into place over her eyes, she sits at the
console. Gibbs, adjusting his goggles, takes a position near
the platform bearing the sphere -- safe from the laser, but
close enough to watch.


74   ANGLE - LORA                                                 74


She types a series of commands on the computer keyboard.


		LORA
	Looks good...


		GIBBS (O.S.)


	Let 'er rip...


75   LASER LAB - AS BEFORE                                        75


The laser shoots a bolt of blindingly bright LIGHT at the polymer
sphere. For a moment, the sphere has the look of a wavering, poorly
received television picture -- wobbling lines of dots -- and then
it disappears entirely. As Gibbs watches, a Lora works feverishly,
the laser pivots to point at the platform a few feet away. A second
discharge of LIGHT hits the surface of this platform, and -- like a
film-in-reverse of the ball's disappearance -- it is reconstructed,
five feet from its original position. When the beam shuts off, Lora
rushes to join Gibbs in examining the born-again ball of plastic.


		GIBBS
		 (quietly)
	Perfect.


At the SOUND O.S. of an appreciative pair of hands clapping, Lora
and a Gibbs turn to SEE Alan, in hard hat, goggles, and paper
shoe-covers, walking toward them.


		ALAN
	Beautiful!


		GIBBS
	Hello, Alan.


		ALAN
	Boy, I sit up there grindin' away
	all day, and you guys are down here
	disintegrating things and having fun.


He gives Lora an embrace and a quick kiss.


		GIBBS
	Not disintegrating, Alan -- digitizing.
	While the laser is dismantling the
	molecular structure of the object,
	the computer maps out a holographic
	model of it. The molecules themselves
	are suspended in the laser beam. Then
	the computer reads the model back out,
	the molecules go back into place, and...
				(indicates ball)
	voila.


75   CONTINUED                                                    75


		ALAN
	Great. Can it send me to Hawaii?


		GIBBS
	Yes...but you have to go roundtrip,
	and you must purchase your program
	at least 30 days in advance. Hah!


The three start walking out of the laser lab, Alan and Lora with
their arms around each other's shoulders.


		LORA
	How's it going upstairs?


		ALAN
	Frustrating. I had Tron almost ready
	to run, and Dillinger cut everybody
	with Group 7 access out of the system.


Gibbs looks alarmed, but doesn't say anything.


		ALAN
			(continuing)
	 Ever since he got that Master Control
	 Program set up, system's got more bugs
	 than a bait store.


		GIBBS
	Well, you have to expect some static.
	Computers are just machines after all,
	they can't think...


		ALAN
	They'll start to soon enough.


		GIBBS
			(wryly)
	Yes, won't that be grand -- the computers
	will start thinking, and people will
	stop. Lora, I'm going to stay and run some
	data through. See you tomorrow.


AD LIB goodnights.


78   INT. CHANGING ROOM - NIGHT                                   78


outside laser lab where all technicians, etc. have to put on the
protective suits, or at least dirt-free shoes. Lora is pulling off
her white suit, and Alan pulls white paper protectors off his shoes.

		LORA
	Did you say Group 7 access?

		ALAN
	Yeah...pain in the neck, you know,
	I was all set

		LORA
	Did he say why?

		ALAN
		 (shrugs)
	Something about tampering. Some body's
	prob'ly trying to siphon the R&D budget
	into his checking account, I don't know.
	Why are you so interested?


		LORA
	Flynn had Group 7 access.


		ALAN
	Flynn had access to you, too. I'm not
	interested in talking about him.


		LORA
	Oh, I wish you'd forget about that.
	It was all so long ago. I've totally
	gotten over it.


		ALAN
	Okay, okay...


		LORA
	I want to go to his place.

		ALAN
	You call that getting over it?

		LORA
	I mean I want both of us to go.


She closes her locker. He follows her into the corridor.


79   INT. CORRIDOR                                                79


Alan and Lora, walking to the elevator.


		ALAN
	What for?


		LORA
	To warn him.


		ALAN
	Of what?


		LORA
	That Dillinger's on to him.


They get into the elevator.


		ALAN
	For what?


		LORA
	For being on to Dillinger.


		ALAN
		 (completely confused)
	What -- ?


The elevator doors close.


							CUT TO:


80-81 OMIT                                                         80-81


82   EXT. VIDEO ARCADE - NIGHT                                    82


As van pulls up in front of it, a long ESTABLISHING SHOT with the
name "Flynn's" high and blazing above the entrance.


							CUT TO:


83   INT. VIDEO ARCADE (same arcade as in title sequence)-NIGHT   83


CAMERA PANS AROUND. It's bright and jazzy, Las Vegas style,
decorated with huge murals of computer chips and electronic
circuitry. We see dozens of individual machines, where scores of
GUYS and GIRLS, teenagers mostly, but older and younger kids too,
are playing the games, watching, milling around, CHATTERING.
As the kids play, colored glows from the video games light up their
faces eerily.


84   CLOSE SHOT                                                   84


of kid playing one of the games "Tailgunner."


							CUT TO:


85   ANOTHER CLOSE UP                                             85

of two GIRLS playing "Berzerk," with 2-D computer images of human
figures running through the maze.

86   CLOSE UP                                                     86


of "Battle Zone" screen.


87   CLOSE UP                                                     87

of "'Lunar Lander".

88   CLOSE UP                                                     88

of "Star Castle".

89   CLOSE UP                                                     89

of "Space Invaders".

90   CAMERA TRUCKS through the aisle, past the absorbed kids      90
who crowd around each machine, oblivious to anyone passing them.

							CUT TO:

91   ALAN AND LORA                                                91


walking through the aisle of games, from behind. They are slightly
bewildered and confused by the weird noises. Lora approaches a
junior high school girl who's watching a hot game of "Battle Zone."


		LORA
	Hey, where's Flynn tonight?


The kid looks at Lora, then turns towards the center of the room
and points. Alan and Lora look.


							CUT TO:


92   FLYNN                                                        92

playing a game called Space Paranoids, CAMERA TILTING UP into his
face, catching the orange glow from the console.


The game has a prominent ICOM logo under the screen. Flynn is a
cocky kid in his mid-20s, unshaven, wearing a T-shirt, jeans,
jogging shoes. He's racked up a terrific score.

Kids are grouped around him, tensely watching the game -- fans.
As we watch, the machine's nine-digit scoreboard goes to
999,999,999 -- then flashes the word "RECORD" as lights blink and
a SIREN sounds. The kids cheer wildly.


		FLYNN
	It's all in the wrist, friends.


He grins tiredly and turns away from the game to find Lora
approaching him, with Alan in tow.


		FLYNN
		(continuinq)
	Hey! Good to see you guys! Nothing
	classes up the place like a cleancut
	young couple.


		LORA
	We have to talk.


		FLYNN
	Good luck. You can't even think in here.


He leads them toward the back of the arcade.


		FLYNN
			(CONT.)
	Come on.


93-96 OMIT                                                         93-96


97   INT. BACK ROOM - NIGHT                                       97


A dark, panelled room, with a few comfortable chairs, a business
desk with a typewriter and terminal (where we saw Flynn working in
scenes 29, 33, etc.), and a couple of video games -- Flynn's
favorites. As Flynn, Lora, and Alan enter, they find the arcade
noise considerably muffled. Flynn settles into a chair; Alan leans
against a game, nervous; Lora paces.


		FLYNN
				(stretching his
				arms, relaxing)
	So...how's the world of serious science?


		LORA
	Have you been sneaking into the
	ICOM system?


		FLYNN
	Whew. You never were much for small
	talk.
		 (to Alan)
	She still leave her clothes all over
	the floor?


Alan looks profoundly uncomfortable.


		LORA
	Flynn!


		ALAN
	Uh, no ... I mean, not that often -


Flynn laughs.


		LORA
		 (to Alan,
			indicating arcade)
	You can see why all his friends are
	fourteen years old.


		FLYNN
	Touche, honey. Yeah, I've been doing a
	little hacking here. Which I've got
	every reason, as you well know...


		ALAN
	You did break in.


		FLYNN
	Tried to.
		(nods toward
			terminal)
	Can't quite make the connection with
	that sucker, though. If I had a
	direct terminal ...


		ALAN
	Are you embezzling?


		FLYNN
			(Sydney Greenstreet)
	"Embezzling" is such an ugly word,
	Mister Bailey...
			(normal voice)
	No, actually I'm trying to get a
	legal brief together.


		ALAN
	I don't get it.


		FLYNN
		 (to Lora)
	You haven't told him?


She shakes her head.


		FLYNN (CONT.)
			(sighs)
	Sherman, set the Wayback Machine
	for...oh, 1973. Kevin Flynn
		(points to himself)
	is one of the brightest young
	software engineers at ICOM. He's so
	bright that he starts going in there
	at night, and sets up a private memory
	file, and begins writing a program
	for a video game he is inventing,
	called...
		 (waves at one of the
		 games in the room)
	...Space Paranoids.


		ALAN
	You invented Space Paranoids?


		FLYNN
	Yepper. And Vice Squad, and Meltdown...
	whole slew of 'em. I was this close
		(gestures)
	to starting my own little enterprise.
	But: enter Ed Dillinger. Another
	software engineer -- not so young,
	not so bright, but very, very sneaky.
	One night, our boy Flynn goes to his
	terminal, tries to read up his file,
	and ... nothing. A big blank. We now
	take you to three months later.
	Ed Dillinger presents ICOM with five
	video games he has "invented" -- the
	slime didn't even change the names --
	and he gets a big fat promotion. Thus
	begins his meteoric rise to...what is
	he now, Executive V.P.?


		ALAN
	Senior exec.


		FLYNN
	Oh my. Meanwhile, kids are putting eight
	million quarters a week in Space Paranoids
	machines and I'm not seeing one dime.


		ALAN
	I still don't get why you're trying to
	break into the system.


		FLYNN
	Because somewhere... in one of those
	memories ... is the evidence. If I got in
	far enough, I could reconstruct it.


		FLYNN (CONT.)
	My password ... Dillinger's instruction to
	divert the data ...


		LORA
	I'm afraid it's a little late for that.
	Dillinger's shut off Group 7 access. He must
	know what you're up to.


		FLYNN
	Boy, I bet I know who's workin' late tonight.


		ALAN
	Dillinger?


		FLYNN
	Yeah. Tryin' to find the file and erase it.
	Once that's gone, ain't nothin' can stop him.
	Just Eddie and his Master Control Program,
	runnin' things from on high..


		LORA
	Don't even say that. You've got to find that
	file before he does..


		FLYNN
	Not much chance of that now. The MCP can just
	slip it into another system as soon as it
	locates it...


		ALAN
	Not if my Tron program was running. That
	would seal the system off. If your file's in
	there...


		FLYNN
	Boy, if we were inside, I know how to forge
	us a Group 6 access...


They all look at each other. After a beat, Lora holds the keys
to her van aloft.


		LORA
	Shall we dance?


							CUT TO:


98-100 OMIT                                                         98-100


101  DILLINGER'S OFFICE - NIGHT                                   101


Dillinger is seated at his computer-console desk. Gibbs, standing,
faces him.


		GIBBS
	Ed, all I'm saying is - if our own
	people can't get access to their
	programs ... you know how frustrating
	it is, when you're working on a piece
	of research -


		DILLINGER
	Walter, I sympathize, but I have data
	coming out of the Master Control Program
	saying there is something screwy --

		GIBBS
	That MCP, you know, that's half the
	problem right --


		DILLINGER
	The MCP is the most efficient way of
	handling what we do. I can't sit and
	worry about every little user request that --


		GIBBS
	User requests are what computers are for.


		DILLINGER
	Doing our business is what computers are
	for. Look, Walter, with all respect -- ICOM
	isn't the business you started in your garage
	anymore --


As he speaks, he types a quick command into the console key board,
and a series of IMAGES appear on the computer's screens: vast
computer banks...rows of-magnetic disks...ICOM's globe logo spinning
in space, covered with a glowing circuit pattern, then a shot of
millions of cancelled checks being counted electronically; then 3-D
computer representations of vessels (aircraft carrier and Solar
Sailer). On another screen, we see statements of ICOM's wealth
adding up, accounts receivable and assets.


		DILLINGER (CONT.)
	We're billing accounts in 30 countries,
	we've got one of the largest systems in
	existence...


Gibbs turns wearily away from the display.


		GIBBS
	Oh, I know all that. Sometimes I wish I
	was back in that garage...


		DILLINGER
	It can be arranged...


Gibbs turns to face Dillinger again.


		GIBBS
	That was uncalled-for.


		DILLINGER
	I'm sorry, Walt. So much pressure lately...
	you feel like going for a drink?


		GIBBS
	Thank you, no. I have some work to do...
	assuming I can still log on.


He exits.


102  EXT. ICOM BUILDING - NIGHT                                   102


Lora's van pulls up on a side street, around the corner from ICOM's
main gate. The ICOM building looms high above them, an ominous box.


102a INT. VAN                                                     102a


A digital CLOCK on the dashboard reads 12:12. Lora is at the wheel,
Alan next to her.


		LORA
	You better get in back with Flynn.
	And keep down.


She jerks her thumb over her shoulder.


		ALAN
	Do I gotta?


But he climbs over the seat, and Lora starts to drive slowly forward.


103  CLOSE ON FLYNN AND ALAN                                      103


		FLYNN
	Hi, Alan.


		ALAN
		(resigned)
	Hi, Flynn.


Flynn pulls a bag of doughnuts from his pocket.


		FLYNN
		(explaining)
	My dinner.


		ALAN
	I was wondering where you got that
	glow of good health.


		FLYNN
	Want one?


		ALAN
	Uh... got any cinnamon?


Flynn smiles, hands Alan a doughnut.


		LORA'S VOICE (O.S.)
	Keep it down, you guys.


104  EXT. ICOM - THE GIGANTIC SECURITY ENTRANCE - NIGHT           104


Lora's van pulls to a stop beyond the door at the rear of the ICOM
building, and the three get out. Lora inserts her I.D. card into a
magnetic reader beside the door. Nothing happens.


		LORA
	I don't think I'm cleared for this.


		ALAN
	I'm certainly not.


		FLYNN
	Move aside. Let the kid have some room.

He gestures Alan and Lora out of the way, takes out a small black
box, with several buttons, a -digital counter- with LED numerals
and a small calculator keyboard. He leans over the security lock,
his BACK TO THE CAMERA and PLAYS a couple of notes. There's a
distinct CLICK, an the door starts to swing open ... and open ...
and open. We see that this door is about twenty feet thick. Flynn
starts LAUGHING.


105  INT. A CORRIDOR                                              105


The three of them walk along a semi-darkened corridor, trying to
nonchalantly avoid the security monitor camera mounted on the wall.
But as they go past it, it swivels and aims right at them.


		LORA
	Okay ... Flynn, I'm gonna put you at
	my terminal, down in the laser lab.
	We'll be up in Alan's office.


		FLYNN
	Swell...I'll log us both on, and you
	can get your Tron thing running...


		LORA
	As long as we stay off the top floor,
	Dillinger'll never know we've been in
	here...


106  POV SECURITY CAMERA                                          106


A SHOT of the three backs retreating down the corridor.


107-111 OMIT                                                         107-111


112  INT. HALLWAY AT ELEVATOR - POV OF MCP                        112


from the rotating security camera outside the elevator on the floor
of the laser lab. We see Flynn's face peek out and see the camera.
His head pulls back in.


113  SHOT OF HALLWAY                                              113


As the security camera aims away from the-elevator, Flynn and Lora
make a mad dash down the hall and we see Alan's face watching.


114  INT. DOORWAY TO LASER LAB - POV OF MCP                       114


from the camera at the entrance to the laser lab. We see Flynn
approaching the camera, stuffing the last donut from his bag into
his mouth. He takes the empty bag, raises it up, mugging to the
camera, and pushes the bag over the lens. The SCREEN GOES BLACK,


115  INT. ALAN'S OFFICE - NIGHT                                   115


Alan comes into his office and sits at his terminal.


116-118 OMIT                                                         116-118


119  INT. LASER LAB - NIGHT                                       119


Lora watches as Flynn sits down at her terminal.


		LORA
	This laser's my life's work.
	Don't spill anything.


Flynn LAUGHS as Lora goes out.


120  CLOSE SHOT OF FLYNN                                          120

settling in, loosening his fingers, like a concert pianist, or a
safecracker. He types in a code number, presses the "enter" key.

121  VIEW OF THE CEILING                                          121

We see a camera emerging from a sliding panel.


122  POV OF MCP                                                   122


from this camera. We watch as Flynn starts typing.


		SCREEN
	Access code 6. Password Series PS 17.
	Reindeer, Flotilla --


123  FLYNN'S CRT SCREEN                                           123


It clears abruptly, and the following appears as we hear the VOICE
of the MCP.


		MCP
	You shouldn't have come back, Flynn.


		FLYNN
	Hey hey, it's that big Master Control
	Program everybody's talking about...
	You don't look a thing like your pictures...
	Tell me, have you really been thinking
	about world domination like they say?
			(types.)
	CODE SERIES LSU-123 ... activate.
	CODE SERIES ESS-999 ... activate.
	CODE SERIES HHH-888 ... activate.


		MCP
	That isn't going to do you any good, Flynn.
	I'm afraid you...


The voice lurches, goes into high speed, and then back to normal.


		MCP
				(continuing;
		slightly shaken)
	Stop, Flynn. You realize I can't allow this.


124  SHOT OF LASER EQUIPMENT                                      124


activating, lighting up.


125  SHOT OF FLYNN AT-TERMINAL                                    125


We see that one entire wall of the lab is a door and it is rising
silently, so that Flynn doesn't notice.


We can see as the door rises more of the laser equipment, and it
is this section that is being activated.


							CUT TO:


126  FLYNN typing.                                                126


							CUT TO:


127  SCREEN                                                       127


		SCREEN MCP:
	Terminate control mode.
	Activate Matrix storage.


							CUT TO:


128  FLYNN                                                        128


grinning, typing.


		FLYNN
	Now, how do you expect to run the
	universe if you let a few unsolvable
	problems throw you like that? C'mon,
	big boy, let's see what...


		MCP
	You're entering a big error, Flynn...
	I'm going to have to put you on the
	Game Grid.


		FLYNN
	Games, huh? I'll give you --


Suddenly, before Flynn can go on, the gigantic laser mechanism
behind him sends a brilliant beam of LIGHT directly at him. He
freezes. We see his body beginning to break into scan lines, like
a video image -- the same thing that happened to Gibbs' polymer
ball. We can see the terminal also glowing in the intense light,
being scanned by the laser. The colors change, become monochromatic -
with Flynn's body glowing orange - and the image of his figure
blurs and becomes indistinct. ZOOM IN on Flynn and

							DISSOLVE TO:


129  THE CAMERA RUSHING over a circuit pattern, like the one      129
we saw at the opening of the film'.


The pattern changes, dissolving into another image and we are
rushing forward at great speed. We see the circuits rushing by and
getting larger and then the picture dissolves into darkness with a
glowing, spinning globe beneath us, like the globe from AIC's logo,
covered with circuits. We are rushing at it, circling it, diving
closer and closer, so that the detail on the globe becomes clearer
with every second and we realize that the circuits are structures,
angular towers and buildings, huge mechanical looking mountains and
deserts covered with a glowing grid pattern. Everything glows with
an internal energy.


We continue diving, down, down, faster and faster and we see the
structures of one city-like area across electronic mesas and cliffs,
and then we're right over this area and diving straight down,
everything blurring with the speed.

							DISSOLVE TO:

130  ELECTRONIC WORLD - A TUNNEL                                  130


made up of rings of energy, and we are diving straight down it.


							CUT TO:


131  THIS TUNNEL                                                  131


We see a human figure falling feet first down this tunnel from the
outside, and suddenly we're at the bottom, and the figure stops,
staggering from the force of the fall, but upright.


							CUT TO:


132  SHOT OF THE BOTTOM OF THE TUNNEL                             132


We see Flynn, or what looks like Flynn -- same face, etc, but now
covered with a strange costume, made of electronic circuitry,
glowing with energy. Flynn shakes his head dazedly.


		FLYNN
	Oh, man... this isn't happening. It only
	thinks it's happening...


He looks up and SEES something.


133  FLYNN'S POV                                                  133


A horrendous, towering character, carrying a long, glowing staff,
is right in front of him. This character reaches out an arm and
grabs Flynn.


							CUT TO:


134  FLYNN                                                        134


being dragged off the entry tube platform.


		FLYNN
	Hey! Take it easy! Look, if this is
	about those parking tickets, I can
	explain everything...


135  THE BRIDGE OF THE AIRCRAFT CARRIER                           135


hovering over the Game Grid. We see Sark in his feet sockets, his
hands spread out flat on the table in front of him. A BUZZING NOISE
fills the chamber and a holographic image begins to form, shimmering
into awful shape. We see the stretched out face dissolving into the
cylinder of the MCP.


		MCP
	SARK, ES-1117821. Open communication.


Sark suddenly snaps to awareness, directing all his attention to the MCP.


		SARK
		(hoarsely)
	Yes, MCP.


		MCP
	I've got a little challenge for you, Sark --
	a new recruit. He's a tough case, but I
	want him treated in the usual manner. Train
	him for the games... let him hope for a
	while... and blow him away.


		SARK
	You've got it. I've been hopin' you'd send
	me somebody with a little moxie ... what
	kind of program is he?


		MCP
	He's not any kind of program, Sark.
	He's a User.


Sark looks up, shocked.


		SARK
	A User?


		MCP
	That's right. He pushed me...in the
	other world. Somebody pushes me, I push
	back. So I brought him down here ...
	What's the matter, Sark? You look nervous.



		SARK
	Well, I -- it's just -- I don't know,
	a User, I mean... Users wrote us. A User
	even wrote you...


		MCP
	Now get this straight, pal -- no one
	User wrote me. I'm worth a couple million
	of their man-years! I'm bigger than all
	those little wimps put together!
		(disgust)
	Humans they can't even keen their social
	order in one piece

		SARK
	But-what if I can't...?


		MCP
	You rather take your chances with me?
	Want me to slow down your power cycles
	for you?


The circuits going into the energy sockets fade; we see Sark weaken.


		SARK
	Wait...I need that...


		MCP
	Then pull yourself together. Get this
	clown trained. I want him in the Games
	until he dies playing.

	Acknowledge.


		SARK
		 (weakly)
	Yes...acknowledge, Master Control...


		MCP
	End of line.


The hologram disappears and Sark's power returns.


							CUT TO:


136  INT. CORRIDOR BENEATH GAME GRID                              136


Two guards leading Flynn down it, ECHOING FOOTSTEPS.


They turn a corner and continue, finally stopping in front of a
cell. The door opens automatically. Flynn holds back.


		GUARD
	Video Game Unit #18. In here, program.


		FLYNN
			(trying to grab
			the guard's arm)
	Who you callin' "program," program?


The guard shoves Flynn inside and SLAMS the door, cutting off his
voice.


137  INT. CELL                                                    137


The same type of cell Crom was thrown into in the title sequence.
Flynn is leaning against the door, staring at his hands.


138  HIS POV                                                      138


Flynn's hands are glowing, electrified.


139  CLOSE SHOT                                                   139


of his face. His head comes up and we see an expression of terrible
understanding on his face. Voices are coming through the opening
of the neighboring cell.


140  INT. NEXT CELL - RAM'S                                       140


Ram is standing at the window that divides his cell from Tron's.


		RAM
				(looking over
				his shoulder)
	New guy...


		TRON
		(shakes his head)
	Another free program off line.  What's
	his User s'posed to do -- ?


		RAM
		 (sighs)
	The Users...you really think they're
	still there?


		TRON
	They'd better be...I don't want to bust
	outta this dump an' find nothin' but
	a lot of cold circuits waitin' for me.


141  FLYNN'S CELL                                                 141


He can hear the VOICES, but can't see anything except Ram's back,
so he goes to the window and tries to reach through.


		FLYNN
	Hey! Who are you guys?
	What's the story around here?


But as his hand reaches the dividing point between the two cells,
it hits an invisible barrier, and we see a brilliant energy field
come instantaneously into existence, stopping his hand, and then
disappearing. Flynn pulls back in shock.


142  RAM                                                          142


turning towards Flynn as he hears this noise.


		RAM
	You want to watch those force fields...


He goes to the window opening.


		RAM (CONT.)
	You'll be having plenty of chances to
	get hurt, don't worry about that.


		FLYNN
	Look...just so I can tell my friends
	what this dream was about, okay?
	Where am I?


		RAM
	You're a..."guest" of the Master Control
	Program. They're going to make you play
	video games.


		FLYNN
		 (relieved)
	Well, great, that's no sweat -- I play
	video games better than anybody.


Ram gives Flynn an astonished look, but before he can say anything,
there's a tremendous POUNDING NOISE, and the door of Flynn's cell
opens.


143  THE CORRIDOR                                                 143


we see guards pulling out other CAPTIVES from their cells, and as
Flynn is led off down the corridor, Tron and Ram are taken in the
opposite direction.


							CUT TO:


144  TRAINING ARENA                                               144


A large area which opens onto the Game Grids from above, with
balconies overlooking the action. Overhead, the aircraft carrier
hovers menacingly, casting a shadow on the programs below. The new
captives are led out onto the ledges, herded by the guards. They
pass some of the Blue Video Warriors, who LAUGH and make fun of
them. Flynn is in the front of the line.


		HEAD GUARD
	Look operative, you guys. Command
	Program Sark will explain the training
	procedures.


Sark speaks from the bridge of the carrier, and his voice is
amplified over the grid.


		SARK
		(reciting a
		routine statement)
	Greetings. The Master Control Program has
	chosen you to serve your system on the
	Came Grid.

145  FLYNN'S FACE                                                 145

reacting.

146  BRIDGE OF AIRCRAFT CARRIER                                   146

Sark, looking out over the grid.


		SARK
	Those of you who continue to profess
	a belief in the Users will receive
	the standard substandard training.
	This will result in your eventual
	elimination.


147  INT. TRAINING AREA - MED. SHOT - FLYNN                       147


Looking down into the game arenas at his feet and over at one of
the conscripts next to him.


		SARK V.0.
	Those of you who renounce this
	superstitious and hysterical belief
	will be eligible to join the Warrior
	Elite of the MCP.


148  FLYNN'S POV                                                  148

of the two blue warriors behind the group of new conscripts.


149  POV SHIFTS TO SHOT OF THE CARRIER                            149

		SARK V.0.
		You will each receive an identity disk.
		Everything you do or learn will be
		imprinted on this disk.

150  ZOOM IN                                                      150


on the bridge of the carrier and -


151  SARK                                                         151


leaning forward.


		SARK
	The Master Control Program regrets
	that it cannot be responsible for
	Identity disks lost or stolen. if you
	lose your disk, or fail to follow
	commands, you will be subject to
	immediate de-resolution. That is all.


152-175 0MIT                                                         152-175

							CUT TO:

MONTAGE - FLYNN'S TRAINING


176  1. SHOT OF FLYNN, held immobile while a laser scans          176
his mouth.


177  2. A LINE OF RECRUITS files past a checkpoint. Each          177
is handed a disk.

178  3. THE RECRUITS file out into a training area.               178

179  4. We see AN ARM being fitted with a cesta.                  179

180  5. ONE of the more experienced CONSCRIPTS, RAM,              180
demonstrates the throw with the cesta.


181  6. FLYNN tries an awkward throw. In the b.g. other           181
recruits are practicing.


182  7. RAM instructs Flynn. Flynn is getting better. He          182
spins and catches a pellet.


183  8. A demonstration of the DISK GAME by two other warriors.   183

184  9. FLYNN practices a ricochet shot at a target --            184
hits perfectly.


END MONTAGE


185  FLYNN BACK IN HIS CELL                                       185


for a rest period. He is pacing back and forth, and we can see Ram
seated in the next cell. Flynn goes to the bars.


		FLYNN
	Hey, Ram ... what were you ...
	you know, before?


		RAM
			(nostalgic,
		brightens)
	Oh, I was an actuarial program...
	worked at a big insurance company.
	It really gives you a great feeling,
	helping folks plan for their future
	needs -- and of course, if you look
	at the payments as an annuity, over
	the years, the cost is really


		FLYNN
		 (about to
		 get bored)
	Yeah, yeah -- that's great.


		RAM
	How 'bout yourself?


		FLYNN
	Oh, uh...I don't remember too much...


		RAM
			(nods)
	Sure, a little disorientation. That's
	normal, when they transport you. It'll
	come back to you. You're doing real
	well in training. Remarkable, really...


The POUNDING on Flynn's cell begins again.


187  THE BRIDGE OF THE AIRCRAFT CARRIER                           187


We see Flynn being led down the hall on the big screen behind Sark's
console. Sark is staring up at the screen, frowning, nervous,
frightened of this new User-warrior.


		SARK
		(over his shoulder)
	Wait a minute...put this guy against
	one of the other recruits.


188  OMIT                                                         188

189  A SHOT FROM IN FRONT OF FLYNN AND CROM                       189


We see they are entering an open part of the Game Grid, with two
bridges of energy extending across open space to two separate
circular platforms, made up of concentric glowing rings. Crom
marches across-one of these, and Flynn follows suit on the other.
When they each reach the circular platforms, the bridges disappear.
We see Flynn turn and stare back across the empty space, then turn
and face his opponent. Above them a third floating disk hovers. He
looks over at Crom, who's anxious.


		FLYNN
	Looks like we're in the same boat here -


		CROM
			(jumpy)
	You think you're gonna wipe me right
	out, don't you?


		FLYNN
	No, I


A buzzer sounds. The game begins. Crom hurls a glowing pellet
upwards. It strikes the upper platform, ricochets off, and heads
straight for Flynn.


Flynn lunges, but misses. The pellet strikes one of the rings of
his platform, and that ring dissolves. Flynn's lunge takes him
right to the edge of the open space created, and he just catches
himself in time to keep from falling over the edge.


190  FLYNN'S POV - DOWN                                           190

down, down between the rings into an infinite pit.


191  BACK TO FLYNN                                                191

staring down. There's a SOUND and he looks up.

192  HIS POV                                                      192


Another pellet hits the mirror platform and hurtles down at him.


		FLYNN
	Hey!


193  FLYNN                                                        193


reacting, judging where this one will fall, racing to the farther
edge of his platform, leaping over the empty ring on the way, and
catching the pellet before it can' hit. He throws it back.


194  CROM                                                         194


Flynn's pellet hits the mirror, flashes down on him. Crom strains,
but misses. One of his rings disappears.

195  FLYNN reacting                                               195


		FLYNN
		 (happy he's scored)
	Okay!

196  SARK'S AIRCRAFT CARRIER - THE BRIDGE                         196

High above the game we see Sark watching.


197  FLYNN                                                        197


racing for another catch. He makes it and hurls the pellet again.
We see that Crom's platform is disappearing fast.


198  OMIT                                                         198

199  THE GAME IN PROGRESS                                         199


		FLYNN
	Here's an easy one...


Flynn throws again. The pellet hits the mirror platform and heads
straight at Crom, who misses it. The pellet destroys the ring he
was standing on, and Crom has to grab frantically at the edge of
the next ring to keep from falling.


200-201 OMIT                                                         200-201


202  FLYNN                                                        202


He is sent another pellet from above and catches it, holding it
ready, waiting for his opponent to get back up on the ring.


203  SARK                                                         203


His face lit from below by the glow of the Game Grid... angry


204  FLYNN                                                        204


He puts down his cesta. Suddenly a voice rings out from above.
Flynn looks up. There, appearing in the mirror disk above, is Sark's
face, furious, huge.


		SARK
	Finish the game!


205  FLYNN                                                        205


staring at this apparition. He grits his teeth.


		FLYNN
		(shouts up)
	No!


205A REAL WORLD - A BUS STATION                                   205A


In a Greyhound station waiting area, two kids are playing a video
game, which appears to have broken down.


		KID
	What's wrong with it?


		KID 2
	I don't know... on the blink
	or something... damn.

205B ELECTRONIC WORLD - FLYNN, SARK, ETC. AS BEFORE               205B


		SARK
	Kill him!!!


Flynn holds up the pellet... and drops it down into the abyss below.
He stares back up at Sark's immense image.


		FLYNN
	No!


206  SARK'S HUGE REFLECTED IMAGE                                  206


in the mirror platform, towering above Flynn.


		SARK
	You'll regret this.

207  SARK'S FINGER                                                207


pressing a button.


208  CROM                                                         208


The ring he is holding on to dissolves, and with a SCREAM, he
falls... and falls ... and falls...


209  SHOT FROM BELOW FLYNN                                        209

with Flynn visible, staring down, and the huge face of Sark above
him.

210  SARK                                                         210


on the bridge. His finger wavers over another button, almost
presses it... We see him-straining, trying to overcome his
conditioning. Then he snatches his hand away.


		SARK
			(looking up)
	No! You said he could die in the games

211  FLYNN                                                        211

staring up. The image on the mirror wavers and dissolves.


212  SARK                                                         212


He SLAMS his palm down on a panel on the console, and a BUZZER
SOUNDS.


213  FLYNN                                                        213


as the bridge to his platform reappears, and we see guards starting
to run across to him.


214  RAM AND TRON                                                 214


The sound of GUARDS' running feet approaching their cells. They look
up.


215  A CORRIDOR IN THE GAME AREA                                  215


Flynn is being escorted down it. A couple of big Blue Warriors go by
and deliberately brush into Flynn.

		WARRIOR
				(turning on Flynn,
			snarling)
	Outta  my way, rookie.


Flynn stares at him; then, in one smooth motion, reaches to his back
and pulls out his disk.


		FLYNN
	Out of my way, zero bit.


He moves as if to throw the disk.


		WARRIOR
		(backing away)
	Sure, sure ... just kiddin'.


The other warrior grabs this one by the arm and pulls him away as
Flynn and his guards continue on.


216  THE HOLDING AREA FOR THE LIGHT CYCLE GAME                    216


Ram and Tron are escorted in as Flynn is brought in from another
corridor. Three blue warriors are lined up, waiting.


		RAM
	Flynn! Look, Tron, he survived!


		FLYNN
		(under his breath)
	Tron...?


He leans over to get a better look at Tron and GASPS in surprise.

		FLYNN
	Alan!

		TRON
		(frowning)
	Where did you hear that name?


		FLYNN
	Well, isn't it -- ?


		TRON
	The name of my User, yeah. But how... ?


		FLYNN
				(thinking fast)
	I, uh... I'm a program from a User
	that... knows Alan...?


		RAM
	He was disoriented in transport, Tron.


		FLYNN
	Yeah, but I'm remembering all kinds of
	stuff. Like...my User wants me to go
	after the MCP


Before they can go on, the BUZZER sounds.


							CUT TO:


217  LONG SHOT OF THE AIRCRAFT CARRIER                            217


floating over the Game Grid, with a view of the light cycle arena.
ZOOM IN on the section of the grid where the game is about to start.


218  A SHOT FROM ABOVE                                            218


The three Blue Warriors are lined up facing our friends, on opposite
sides of the large arena, about a half mile square, surrounded by
high bulwarks, and surveyed by Recognizers. We can see the carrier
hovering high overhead.


219  CLOSE ON TRON                                                219


		TRON
	That's what my User wants, too...


220  SHOT OF THE THREE FRIENDS                                    220


holding the handlebars of the cycles in front of them. We see Tron
and Ram looking at Flynn, in the center.


		FLYNN
	I know...


221  CLOSE SHOT - FLYNN                                           221


With a sizzling electrical discharge, the light cycle is inscribed
around him.


222  SHOT OF THE THREE BLUE CYCLES                                222


ready to go.


223  SHOT OF THE THREE CONSCRIPT CYCLES                           223


also ready.


224  SARK                                                         224


His finger presses a button and the BUZZER SOUNDS again.


225  SHOT FROM ABOVE OF ALL CYCLES TAKING OFF                     225


We see the six solid walls being formed behind the cycles. As we
watch the outer four cycles veer off to either side, leaving Tron
and his opponent speeding suicidally at each other:


226  OMIT                                                         226


227  TRON'S POV                                                   227


of the other cycle heading straight at him.


228  SHOT FROM ABOVE                                              228


We see these two cycles come together and almost crash ... but both
turn at the last second to the same side and continue rushing
forward. The other cycles can be seen racing around the edge of the
arena.


		FLYNN'S VOICE
				(into mike)
	Nice one!


229  SHOT OF TRON AND HIS OPPONENT                                229


They start making turns, passing walls they have already created,
each trying to box the other in.


		TRON'S VOICE
		(into mike)
	Ram, stay all the way over ...


230  CLOSE SHOT FROM THE SIDE - TRON                              230

rushing forward.


231  SHOT OF THE CYCLES                                           231

turning.

		RAM'S VOICE
		(into mike)
	I've got control. Go ahead.


232  SHOT FROM IN FRONT OF TRON'S CYCLE                           232


233  SHOT FROM ABOVE                                              233

They rush past a wall, headed directly for a bulwark at the end of
the arena. Tron is on one side, but the Blue Warrior is on the
inside. Tron forces the warrior to smash straight into the wall.
There is an explosion as the cycle de-rezzes, and a crack forms in
the bulwark. We see that the walls created by the de-rezzed warrior
dissolve as he does.

234  SHOT OF FLYNN                                                234

rushing alongside his opponent. They make a turn.

235  CLOSE UP OF FLYNN                                            235

236  LONG SHOT                                                    236

They make another turn


237  SHOT OF TWO CYCLES RUSHING                                   237

right at the camera.


238  FLYNN'S POV                                                  238

of the maze of walls. He gets clear for a moment and spots the crack
in the bulwark.

239  CLOSE UP - HIS FACE                                          239

reacting, getting an idea.

		FLYNN
		(into mike)
	You guys...follow me.


240  SHOT OF THE TWO CYCLES                                       240


racing together, approaching the bulwark. At the last second, the
Blue Warrior turns, but Flynn races right at the crack.


241  SARK                                                         241


observing this. With satisfaction. Now he will be rid of the User.


242  FLYNN                                                        242


He races straight at the crack... and through it.


243  SARK                                                         243


His face suffused with anger. He SLAMS a fist down on the console
in front of him.


244  LONG SHOT OF THE GRID                                        244


The remaining four cycles are still racing around the arena.


245  CLOSE UP - TRON                                              245


reacting to Flynn's escape, hope in his eyes.


246  ANGLE ON RAM                                                 246


SMASHING another one of the Blue Warriors against a wall. He turns
and races up next to Tron.


247  SHOT OF THEM                                                 247


side by side. They look at each other.


		RAM
			(into mike)
	What do you think?


		TRON
			(into mike)
	Do it!


248  LONG SHOT                                                    248


We see their cycles veer off and head straight for the crack. We
HEAR a LOUD SIREN and a mechanical voice starts up:


		VOICE
		(through loudspeaker)
	WARRIORS MUST STAY WITHIN THE GAME GRID.
	REPEAT: ALL WARRIORS MUST STAY WITHIN THE
	GAME GRID. WARNING. WARNING.


We continue to hear this voice repeating under the escape, gradually
diminishing as the three friends get farther away, until it dies
out altogether.

249  SHOT OF TWO RECOGNIZERS                                      249

moving towards the dividing bulwark, passing over it.

250  SHOT OF THE THREE ESCAPING CYCLES                            250


racing through the narrow crack in the bulwark, barely enough room
to get by. They emerge into an open corridor, with the Recognizers
appearing overhead. We watch the cycles rush past the CAMERA...

251  SARK                                                         251


He is pacing across the bridge of the carrier, smashing guards out
of his way.


		SARK
	Get them. Send out every Game
	Tank in the Grid! Get them!

252  SHOT FROM BELOW FLYNN                                        252


as he looks up and spots the Recognizers hovering over them, about
to come down for the kill.


		FLYNN
		(into mike)
	Watch it!

		RAM
			(into mike)
	Recognizers!

252A SHOT OF RAM                                                  252


heading for a smaller opening in one wall, labeled "Game Storage."

253  SHOT FROM BEHIND                                             253

as the three cycles race into the opening. The Reco's are blocked,
way too big to fit through the opening.

254  INT. WEAPONS STORAGE - SERIES OF SHOTS                       254


FROM FLYNN'S POV as they rush through long narrow rooms filled with
rows of tanks and missiles. As they speed past, the rows of tanks
REV UP, turn in formation, one after the other, like the Rockettes,
and follow.


255  EXT. MAZE                                                    255


Outside the game area, an electronic desert reminiscent of the Grand
Canyon, with giant pillars rising high into the air, lined with
narrow ridges and ledges. The cycles rush around corners of the
ledges, pursued by the tanks, high above the flat surface. They come
around a corner onto a wider ledge with several dark openings in the
face of the cliff. They stop for a moment.

255A ANGLE ON FLYNN                                               255A

256  CLOSE UP - TRON'S FACE                                       256

listening.

		TRON
		(into mike)
	Game Tanks! Come on

257  SHOT FROM ABOVE                                              257

as the three cycles rev up and race off, headed for one of the
narrow openings in the cliff face, and plunge into it, disappearing
from view.

258  INT. OF THE CAVE                                             258


We see the three cycles descend a long sloping ramp into the
darkness, down, down into the dry rot section. The cycles come to a
stop and de-rez. Leaving each man standing with just the handlebars
between his fists. They all let out a long SIGH and relax.


		FLYNN
	Oh man...when you're on the other side
	of the screen...it all looks so easy...


Ram and Tron look at Flynn as if he's crazy, then start smiling and
grinning, until all three are LAUGHING.


259  DESERT LABYRINTH                                             259


as the force of tanks RUMBLES through the terrain, the aircraft
carrier hovering overhead.


260  BRIDGE OF THE AIRCRAFT CARRIER                               260


Sark is staring feverishly out over the barren landscape.


		SARK
		 (to one of the bridge
		personnel)
	Get the pursuit force back into 404A.
	There's no place else they could be...


Sark's lieutenant is watching the wall-sized screen behind Sark,
where we can see a diagram of the area, with the tanks visible,
moving through it. He turns to Sark.


		LIEUTENANT
			(confidently)
	We'll have them in no time, sir. Long
	before the interrupt interface.


		SARK
		(whirls on him)
	We better, null unit. I'll be lucky if
	the MCP doesn't blast me into a dead zone.
	I want those programs!


261  INT. CAVE                                                    261


Ram, Tron and Flynn are climbing up to an opening in the wall of the
cave. Beyond them we can see a cluster of structures, like a
cityscape, and one enormous TOWER with a golden beam of light rising
from it, farther up than the eye can see. No tanks are visible.


		FLYNN
			(looking out)
	It's all circuits...
		(points at tower)
	Must be an input/output component...


		RAM
	The tower, yes -- Flynn, have you
	remembered anything else about
	yourself -- like what sector you're
	from?


		FLYNN
			(sitting down
				against a rock)
	Well...my home "sector" was called
	Paramus ...


		RAM
			(sits also)
	PARAMUS... wonder what those initials
	stand for ... (starts counting them
	off on his fingers) ...probably Program
	Assist Routine -- well, it sounds like
	a lovely place.


		FLYNN
			(shrugs)
	It grows on you.


He notices that Tron is not listening to them any longer, but is
gazing upwards.


		TRON
		(murmuring)
	I can feel it ...


Flynn and Ram turn.


		FLYNN
	Feel what? You okay?


		RAM
	Alan-One...


		TRON
	Yes... he's got something to tell me...


Ram and Tron look out at the distant tall tower.


		RAM
	You think we can make it there?


		TRON
	We have to.


		FLYNN
		(pointing to a corner
			of the cave)
	Hey, what's that?


They all look back, into the darkness behind them. A glowing stream
can just be seen. Ram gets up.


		RAM
	it's just what we need.


262  INT. NICHE                                                   262


Ram and Tron are drinking, kneeling at the stream of flowing,
brilliant LIGHT.


		TRON
	Oh, that's nice. You always forget how
	good fresh energy feels, till you get
	to a pure source...
		(to Flynn)
	Have some...you'll need it.


Flynn goes to the stream, dips his hands in, takes a drink.


		FLYNN
		(wiping his mouth)
	well... when do we pay a call on the ol'
	Master Control?


Tron and Ram are taken aback.


		TRON
	What, just the three of us?


		FLYNN
			(shrugs)
	You know anybody that's got an army for
	rent, that's fine...but my, uh, User said
	to go take that sucker out. An' let's
	face it, the big ox isn't gonna get any
	weaker. I feel like hittin' him now,
	while I'm good an' mad. Some nerve...
	what does he care whether you guys get
	killed, long as he keeps rakin' in
	quarters?


		RAM
		(to Tron)
	Do you know what he's talking about?


		TRON
		(to Flynn)
	I have to find out what Alan wants...
	that comes first.


		FLYNN
	Okay, that's first. Maybe he knows
	what to -


Suddenly, we hear a RUMBLING SOUND. Flynn looks up sharply.


		FLYNN (CONT.)
	What's that?


		TRON
	Tanks...coming back. Let's go.


With that, there's an EXPLOSION from outside the cave. Each of the
men holds up his cycle handlebars, and the three cycles SIZZLE back
into shape and race up the ramp, and on out.


263-265 OMIT                                                         263-265

266  EXT. CAVE                                                    266


The three cyclists pause at the cave opening, sizing up possible
avenues of escape in the terrain below.


		FLYNN
			(points)
	How about over there...that empty
	memory?


		TRON
			(shakes head)
	No good...they might block off the
	old chip.
		 (points)
	This way.


The cycles race out of the cave entrance and head down, away from
the approaching tanks, through the electronic canyons, shells
EXPLODING around them. We see the tanks close behind.


267  POV OF A GUN SIGHT                                           267


from inside of the tanks, of the three bikes heading into a narrow
arroyo.


268  SHOT OF THE CYCLES                                           268


They just make it around the corner when an EXPLOSION boasts the
entrance to the arroyo, entering what appears to be a maze of very
narrow canyons with short walls. They turn another corner and come
to the edge of a gaping ravine.


Several hundred feet to their left a narrow bridge connects their
ledge with another canyon wall, and a wider ledge, which leads down
to the floor of the entire area, and on to freedom.


		TRON'S VOICE
	The bridge! Come on!


The tanks are following through the maze, smooth gray automatons,
lifeless, inexorable nemesis. Tron's cycle is in the lead as all
three race for the bridge, but behind them, we see the first tank
turning the corner.


							CUT TO:


269  POV OF TANK GUNSIGHT                                         269


as the turret swings around and focuses on the bridge.


270  SHOT OF THE BRIDGE                                           270


Tron races out on it, Ram and Flynn behind. Just as Tron reaches
the other side and Ram has just started to cross, there's a
tremendous EXPLOSION of electronic FLAK, blasting Ram and tossing
him back on top of Flynn. Both cycles de-rez. The bridge disappears,
and a mass of rubble falls, partially Obscuring Ram and Flynn. Tron
SCREECHES to a halt and swings his bike back around.


He looks around -- Ram and Flynn are nowhere in sight. in the ravine
below, he SEES a pile of motionless rubble.


The tank fires again, narrowly missing Tron, and he REVS up again,
speeds off down the ramp, and is gone.


							CUT TO:
271-272 OMIT                                                         271-272


273  FLYNN AND RAM                                                273


Ram is badly injured, unconscious. Flynn struggles to his feet,
sees the tank turret swiveling towards him, grabs Ram and picks him
up.


274  SHOT OF FLYNN                                                274


struggling with Ram's limp body, wedging himself into a narrow crack.


							CUT TO:


275  SARK                                                         275


in the carrier above. He is watching the action on the wall screen
behind his console, back to the camera. The picture is coming from
the lead tank. To him, it appears as though Ram and Flynn had been
blown up, since no sign of them is visible. We can see his
lieutenant nearby, operating the communications.


		SARK
		(to lieutenant)
	Make contact with master Control...
		 (smiles)
	he'll be pleased to hear we're all
	finished with that User he sent us.


276  EXT. DESERT - TRON'S CYCLE                                   276

speeding through the flat, desert-like terrain, heading straight for
the cityscape tower in the distance.

277  SHOT IN FRONT OF HIM - HIS FACE                              277

Far behind him, we see the image of Sark's carrier ponderously
moving in his direction.

							CUT TO:

278  FLYNN AND RAM                                                278


Flynn is supporting Ram, half carrying him, and it is
getting darker.


		FLYNN
	You gonna make it?


Ram weakly nods, but doesn't look very convincing. Flynn bites his
lip and struggles on. They are down on the floor of the desert,
leaving the towering canyons behind. A large, dim shape can be made
out. Flynn peers at it hopefully and struggles towards it.


							CUT TO:


279  FLYNN                                                        279


arriving in front of a block-like shape, with a narrow opening.
Exhausted, Flynn lets Ram down to the ground, goes to the opening
and looks in. Looks okay, so he comes back.

							CUT TO:

280  FLYNN AND RAM                                                280


sitting down inside the hiding place, collapsing. Ram is unconscious
anyway, and Flynn's eyes soon closed.


							FADE TO BLACK:
281  FADE UP FROM BLACK                                           281


Some light comes in the opening, and we see Flynn lying on a
platform across from Ram. Ram's glow appears to be almost gone.
Flynn's eyes open. For a second he doesn't know where he is, but
then he spots Ram, and comes fully awake. Ram is watching him. Flynn
looks around. He gets up and stretches, his hand reaching up towards
the ceiling. It brushes against one panel and suddenly the energy
glow from his body seems to leap from his hand to the panel, leaving
it with a glow of its own. The entire chamber starts to shake and
RUMBLE.


		FLYNN
			(holding onto
		 the wall)
	What's goin' on?


		RAM
		(looking around, weak)
	We're inside a Recognizer...
		(to Flynn)
	You are crazy -- stealing a Recognizer --


		FLYNN
		 (stumbling, trying to
		keep his balance)
	Are you kidding? I think it's stealing us -


Flynn tentatively places his-hands on separate parts of the
instruments. An energy flow starts, and with a mighty heave and
shudder, the chamber they're in turns over, knocking both Flynn and
Ram to one side. The Recognizer is now in its standard upright
position.


							CUT TO:


282  EXT. SHOT OF THE RECOGNIZER                                  282


as it stands up, covered with a static overlay, partially de-rezzed.


283  INT. RECOGNIZER                                              283


Through the head of the Reco, we can look out at the landscape below.


Flynn sits stunned for a moment, then stumbles over to Ram, who's
going fast.


		FLYNN
	You okay? You don't look so good.


Ram nods weakly.


		FLYNN (CONT.)
	Hang on. We'll get you outta here.


Flynn touches panels, trying to get the Recognizer going, but with
no result.


		FLYNN (CONT.)
	Damn! Never fails... minute the
	warranty runs out...


		RAM
	Come here.


Flynn goes over to him and kneels. Ram grabs his hands. Suddenly
Ram's fading glow begins to flow through their clasped hands into
Flynn. Horrified, Flynn tries to pull away, but Ram holds him fast.


		FLYNN
	Hey... !


		RAM
	Little more juice's all it needs...


Ram's last bit of energy flows into Flynn and Ram's body de-rezzes.
Flynn watches in horror, frantically trying to reverse the flow,
but it's too late. Ram disappears before his eyes. Stunned, he
gazes at the empty space for a moment, then stands up.


							DISSOLVE TO:


284  THE CITY LANDSCAPE                                           284


Tron arrives at the city, gazing around an empty, surreal, burnt-out
landscape. Buildings seem two dimensional, barely there, at a low
rate of power, so drained by the MCP. The cycle de-rezzes. There's a
NOISE from above, and Tron looks up.


285  TRON'S POV                                                   285


A Recognizer floats over the city, moving towards him.


286  EXT. CITY LANDSCAPE                                          286

He hides behind a building as the Reco passes. A strange, zombie-like
figure comes down one of the streets, and the Recognizer swoops over
it, the static field flashing between the legs, passing through the
figure, dissolving it.


287  CLOSE UP TRON'S FACE                                         287


Very grim. He looks out onto the street and sees two more of the
figures, standing together, staring at each other, barely moving.
Dead, lifeless, but animate. Tron comes out on the street, staring
at these figures. He locks around the city in confusion, shaking his
head sadly, but walks on.


288  TRON TURNS A CORNER                                          288


Up ahead we see a large, multi-storied factory-like building.


289  CLOSE UP - TRON IS FACE                                      289

This is what he was looking for. He looks from side to side,
figuring the best way to get to the building. In front of the
building stand a small group of the memory guards.

							CUT TO:


290  EXT. CITY - LONG SHOT                                        290

of the city, and the tower and beam rising high into the air, with
Sark's carrier far away, nearing the city.


							CUT TO:


291  EXT. CITY - LONGER SHOT                                      291


over the complex landscape, of the distant city and tower, with
Sark's carrier far away, nearing the city.


							CUT TO:


292  INT. RECOGNIZER - FLYNN                                      292

This was his POV out of the window of the Recognizer. His face is
sad, he is still mourning Ram. This is a very low point. He sighs,
then looks around, putting his palm on one panel after another.
One of them glows brilliantly as he touches it, and the Recognizer
gives a violent shake, then stops.


		FLYNN
	Never gonna figure out how to work
	this thing...


There's a NOISE from above. He looks up.


293  HIS POV                                                      293


We see a bright glow behind one of the pieces of equipment.


294  FLYNN                                                        294


His eyes widen, then narrow. He non chalantly turns away, pretending
to be still examining things.


							CUT TO:


295  THE GLOW                                                     295


Appearing again, peeking around the corner. It comes forward, trying
to get a look at Flynn. The BIT.


296  WIDE SHOT                                                    296


Flynn whirls around, fingers poised like a gunfighter. The Bit gives
a violent start and leaps back, out of the way, but immediately
comes back, peering at Flynn. Flynn is moving closer.


		FLYNN
	Okay -- hold it right there!


The Bit is still in its pure energy form, but then it suddenly
recognizes Flynn (thinks he is Clu), expands in a smooth green
sphere -- the "Yes" mode and shouts:


		BIT
	Yes!


The Bit subsides into energy form again.


		FLYNN
			(still suspicious)
	What do you mean, "'yes"?


		BIT
	Yesssss. Yes. Yes. Yes.


From now on, whenever the Bit speaks, it is a ball-shaped character,
red or green, with a hint of a face, but as soon as it stops
speaking, it reverts to a brilliant spark of light.


		FLYNN
	That all you can say?


		BIT
		(of course not,
		you know better)
	No, nyet, negatory, not on your
	tintype, no way.


		FLYNN
	Oh. Anything else?


		BIT
	Oui, da, yessiree, sure 'nuff, you betcha.


		FLYNN
	only yes and no...
		 (it dawns)
	You're a bit.


		BIT
		 (hippie)
	For sure...


		FLYNN
	where's your program? Won't it miss you?


		BIT
		(confused)
	No...


Flynn eyes the bit cautiously.


		FLYNN
	I'm your program?


		BIT
		(emphatic)
	Right on the money!


		FLYNN
			(sighs)
	Another mouth to feed... you don't by any
	chance know how to drive this crate?


In answer, the Bit moves toward the center of the cabin where a
platform supports a four-foot tube with a crossbar. Flynn follows,
stares at the setup for a moment, then steps onto the platform and
grabs the cross-bar.


		FLYNN (CONT.)
	Like so?


Before the Bit can answer, Flynn's power flows into the Recognizer,
and it takes off like a bat out of hell


297-298 OMIT                                                         297-298

299  EXT. RECOGNIZER                                              299


heading for the city. It lurches forward unevenly, crashing drunkenly
into a wall and bouncing off another one.


300  INT. RECOGNIZER                                              300


				FLYNN
			Way to go! We're haulin'!


				BIT
			Yes, okay, exactement!


301-302 OMIT                                                         301-302


303  INT. SIMULATION HANGER COMPLEX                               303


This is the building Tron was eyeing when we left him. We see him
inside now, in a corridor, passing a large opening which gives views
of partially completed structures: an aircraft carrier, a strange
elongated craft that resembles a sailboat on its side. All composed
partially of glowing lines, and partially of flat smooth surfaces.
We see several female programs working in these rooms. This building
only has female workers, but they are all pale and listless, no
interest in anything, staring at their feet as they shuffle along.
Tron looks farther down the corridor.


							CUT TO:


304  HIS POV                                                      304


We see a file of the female workers coming down the corridor towards
Tron.


							CUT TO:


305  TRON                                                         305


as he moves back against the wall, into a niche.


As the first girl passes his vantage-point, his hand flashes out and
grabs her around the mouth, yanking her back into the niche with him.
The line of workers mechanically files on past.


We watch from the rear of the niche, as Tron holds the girl against
his chest until all the workers are gone. She struggles feebly,
half-heartedly.


		TRON
	I'm not gonna hurt you.


She stops struggling.


		TRON (CONT.)
	I'm going to let you go now... don't
	scream, or I'll be very sorry.


His hands loosen, and he releases her.


							CUT TO:


306  SHOT FROM IN FRONT                                           306


We see the faint pale image of the girl from full face for the first
time. She looks tired and uninterested. Her face...is Lora's face,
still beautiful in its pallor.


		TRON
	Put your hand behind your back.


Slowly she obeys.


307  CLOSE UP - TRON                                              307


A slow smile appears on his face.


308  SHOT OF THEM BOTH                                            308


He extends his own hand to touch hers, palm to palm. As contact is
made, a rich glow appears between the two hands, strengthening as we
watch. A look of wonder crosses her face as the energy flows into
her. She turns, entwining her fingers in Tron's.


		GIRL
	TRON!!


She throws her arms around him.


		TRON
			(smiling, hugging
			her tightly)
	Yori... hey...


		YORI
	Oh, Tron... I knew you'd escape...
	they've never built circuit that could
	hold you...


She-looks around nervously.


		YORI
				(pulling him by
		 his hand)
	This way. Come on.


They walk quickly toward a flight of stairs.


							CUT TO:


309  THE STREETS                                                  309


Tron and Yori are cautiously passing along the sidewalk. We can see
the glowing beam of the 1/0 Tower over the tops of all the buildings,
and several half-gone programs standing around. As they pass, they
hear snatches of conversation.


		PROGRAM
	...artillery for Video Game Sector...


		PROGRAM 2
	...all mathematical functions
	transferred to...


		YORI
	I can't believe how bad it's gotten
	around here since the MCP started
	taking over... all the good functions
	have shut down... everybody looks so dead...
	I'm afraid to even go out during down-time...


		TRON
	That's all going to change, Yori...


		YORI
	How?


		TRON
	Don't know yet... I have to get
	in touch with Alan. He was going
	to tell me how to


Suddenly Yori looks up, sees something, grabs Tron's hand and pulls
him back into a nearby alley. She points up in the air.


							CUT TO:


310  EXT. SKY - HER POV                                           310


as she looks up. Recognizer.


							CUT TO:


311  YORI                                                         311


She shivers, and holds Tron's hand tighter.


							CUT TO:


312  EXT. YORI'S BUILDING - LONG SHOT                             312


Tron and Yori arrive at the ground level entrance.


313  INT. HALLWAYS                                                313


Tron and Yori walk through long hallways and arrive at her door.
She whistles and the door disappears. They step through.


							CUT TO:


314  INT. YORI'S APARTMENT                                        314


As Tron and Yori enter. The apartment appears to be a box, with one
window overlooking the cityscape, and the I/0 Tower. At first it
looks empty, with strange murals of one dimensional furniture on the
walls and floors.

		YORI
	My quarters.

		TRON
	Why is everything...like this?


		YORI
	It's a flat. But wait a micro...


She lays her palm on the wall near the door. The door reappears, and
a glow starts to fill the room, softly, slowly. Tron looks around;
the flat paintings of furniture are expanding, filling out, becoming
three-dimensional. The room glows a soft rose color, becomes
charming, soothing. It is still small and limited, but the light in
the air and the few pieces of furniture give off a loving, seductive
aura. Tron turns back to Yori, smiling, and stops.


315  HIS POV                                                      315


With her hand still on the wall panel, she is glowing absorbing
extra energy, changing. The severe work clothes metamorphosize into
shimmering, diaphanous drapery, twinkling with thousands of
diamond-like points of light. A silvery tinkling SOUND comes from
her robes as she moves forward; her beautiful face, now surrounded
by a soft mane of hair, glows with pleasure at the expression in
Tron's face. She smiles lovingly, and reaches out her hand.


		YORI
	Come here.


316  TRON                                                         316


His face tells the story. The fugitive, returned from long exile, is
being fully rewarded for his efforts.


		TRON
	You're beautiful, Yori.


317  SHOT OF THEM BOTH                                            317

as their hands touch, and the glow springs out between their
flattened palms.


Tron pulls her close to him, sliding his hand up her arm, leaving a
glowing trace, and her hands move up over his chest.


		YORI
	You've grown, big program.


		TRON
	I had to...in the games...


They move together into an embrace, but their lips never touch. All
the energy is transmitted through their hands. They sink down onto
what looks like cushions made of stars, their glow increasing. The
room fills with the brilliance of the energy they are giving each
other, and we hear their sighs, as the MUSIC comes up. Each of them
moves their hands over the other, moving slowly, as if they were
trying to touch the other's entire body at once. They roll over and
are enveloped in the cloud of stars...


							SLOW, SLOW DISSOLVE TO:


318  EXT. AIRCRAFT CARRIER                                        318


hovering in the air above the factory city, moving slowly forward.
ZOOM OUT past the carrier towards the landscape beyond.


							CUT TO:


319  EXT. CITY - L0NG SHOT                                        319


A slightly out-of-control Recognizer arrives in the city, wobbling,
careening, glancing off a building or two.


320-321 OMIT                                                         320-321

322  INT. RECOGNIZER                                              322


Flynn is having trouble controlling the Reco.


		FLYNN
	This honey doesn't handle so good
	in town...


		BIT
		(agreeing)
	No, nuh-uh, never in a million years!


He lays his hands from panel to panel, causing one after another to
light up in a random pattern, almost with a beat, but the Recognizer
only slams into another building and keeps going. The Bit starts
shouting:


		BIT
	Ix-nay! Noper! Under no conditions -


Flynn looks frantically around, spies a large panel to one side that
he hasn't tried yet, and slaps his palm down on it.


		BIT
			(that's more
		 like it)
	Right, confirmed, I couldn't have
	put it -


							CUT TO


323  EXT.                                                         323


as the Reco screeches to a screaming stop... but the head of it,
with Flynn and the Bit, breaks loose, and flies through the air,
landing in what looks like a garbage dump.


							CUT TO:


324  INT.                                                         324


as Flynn shakily pulls himself out of the debris, the Bit nervously
hovering over him.


		FLYNN
			(to Bit)
	Catch me listening to you again.


325  EXT.                                                         325


A group of low resolution programs are walking by. Flynn emerges
from the broken-off head, stunned, but unhurt, the Bit flying by
his side. He blearily sees the passing programs, but doesn't realize
they are at such a low state of consciousness that they can't see
him.


		FLYNN
	Hey. Hi. Hey, everything's okay. Fine.
	Little trouble, but we're okay. Thanks
	for your concern. So long.


They move on.


		FLYNN
		(to the Bit)
	This town's full o' live ones.


		BIT
	Not a chance.


328  EXT. CITY PLAZA                                              328


Tron and Yori are crossing an open plaza-like area, on their way to
the I/0 Tower. They pass by more zombie-like programs and overhear
bits of conversation, all in dead-sounding monotones.


		PROGRAMS
	I have to re-route the insurance
	information bits... Next cycle we
	start the war game simulation for
	the MCP... Did you make that accounts
	receivable adjustment for Sark...
	Certainly... the MCP wants only
	minimal functions left in Sector 84Q.


329  EXT. THE BASE OF THE I/0 TOWER                               329


It looms high overhead.


330  TRON AND YORI                                                330


on a long curving walkway which encircles the base of the Tower,
approaching a wide door in the wall.


331  INSIDE THIS DOOR'                                            331


We see that it opens onto a wide elevator platform, which is now
rising upwards at a steep angle, carrying Tron and Yori smoothly
and silently towards an opening in a floor a hundred feet overhead.


332  SHOT FROM BELOW THEM                                         332

looking upwards as they move.

333  THE UPPER FLOOR                                              333


as the elevator platform arrives, and they step off. We get the
sense of massive, over-size ceilings, floors, windows and machinery,
dwarfing the programs who come to the Tower to communicate,
preparing them for the experience, as a vaulting cathedral prepared
the sinner for confession. But here, everything is composed of clean,
sharp, angular surfaces.  On this second story there is floor and
ceiling, but no outer wall, so we can still see the city-grid below
and beyond.


Tron and Yori cautiously move forward across the floor, heading for
a door into the inner parts of the Tower.


334-349 OMIT                                                         334-349

350  THE CENTRAL CHAMBER                                          350


of the I/0 Tower. A large, raised circular altar stands against one
wall, with a darkened opening behind it. A square, secondary altar
supports the first, about fifty feet up a side.


In the middle of the altar we see a structure of stacked, diminishing
steps, the final one forming the shoulders of an armless, padded
suit with a puffed headdress revealing the face of the I/0 Tower
priest, DUMONT. His eyes are shut. His face is lined with age, but
still holds a sprightly sensitivity. It is the face of Dr. Gibbs,
from the laser lab in the Real world. There is a large, V-shaped
opening behind the altar, and the circular steps glow a hot neon,
each a different color. The stripes of color thus formed bleed
upwards onto the wall, lining either side of the V opening. There is
only blackness beyond.


351  DUMONT'S FACE                                                351

asleep.

352  REVERSE ANGLE                                                352


Tron and Yori walk toward him from an entranceway across the wide
room, their footsteps ECHOING.

353-374 OMIT                                                         353-374

375  CENTRAL CHAMBER - TRON, YORI, DUMONT                         375

Tron and Yori stop at the foot of Dumont's altar.


		YORI
		 (quietly)
	Dumont... ?


The priest's eyes flicker open. He looks at Tron and Yori, doesn't
recognize either one.


		DUMONT
	Yes?


		TRON
		 (nervous)
	I... have come to communicate with
	my User.


		DUMONT
	Hmm. A difficult proposition...
	difficult proposition at best.
		 (indicates empty chamber)
	Perhaps you've noticed... we're not
	exactly packing them in these days ...


		YORI
	Yes...what--?


		DUMONT
	You know, not so long ago, you
	could've come in here and seen
	programs lined up all the way back
	to those doors, waiting for communion
	with their Users. The building fund
	was doing well too...but now...
		(sighs)
	...this so-called Master Control
	Program is going around cutting
	programs off from their natural
	creators, grabbing all our believers
	and making them ride around on little
	motor scooters and shoot things at
	each other and Weiner knows what all--
	oh, it's enough to give you a crisis
	of faith...


		TRON
	Well I want to communicate --

		DUMONT
	Oh, you want to -- hah. I could
	get myself de-rezzed just-for letting
	you in here. They hate this tower.
	They'd close it down if they dared
	to but they keep me around, in case
	one of them wants to deal with the
	other world once in a while. And
	you should hear the way they commune!
	Sounds like they were routing a
	payroll, for all the heart they put
	in it. No, I don't think you


Tron steps closer, speaks quietly to Dumont.


		TRON
	Dumont... my User has information
	that could -- could make this a
	free system again.


		DUMONT
	Hah.


		TRON
	Really. You'd have programs lined
	up around the block to use this
	place -- and no MCP looking over your
	shoulder.


		DUMONT
		(sighs)
	When you've been in the system as long
	as I have, you hear many promises...
	many reassurances...many brave plans...


He pauses, sizing Tron up, considering it. Finally:


		DUMONT (CONT.)
			(falling into ritual)
	Who is your User, program?


		TRON
	Alan-One. He calls me... may I pass?


		DUMONT
	All that is visible must grow beyond
	itself and extend into the realm of
	the invisible.


Dumont nods, and the neon glow fades a little.


		DUMONT
	You may pass, my friend.


Tron runs lightly up the steps, past Dumont, into the darkness
beyond.

							CUT TO:


376  EXT. 1/0 TOWER                                               376


We see Flynn and the Bit walking towards the Tower, staring
curiously at the zombie-like characters on the streets.


							CUT TO:


377  A CORRIDOR IN THE TOWER. A CORNER.                           377


We see a face peer around it. Flynn.


		FLYNN
	This is where Tron said he was going...


Below him, at waist level, also peeking around the corner, we see
the glow of the Bit. Flynn moves out from the wall and starts going
down the hall, Bit following.


		FLYNN (CONT.)
	Looks like his kind of place, too...
	real serious.


CAMERA SWIVELS and watches him walking quickly away from us. We HEAR
the sound of many feet marching as Flynn reaches the end of the
corridor. He stops and glances over his shoulder.


							CUT TO:


378  A SHOT FROM IN FRONT OF HIM                                  378


As he stares down at the far corner. The SOUND of marching feet
coming closer.


							CUT TO:


379  CLOSE SHOT - MANY FEET MARCHING FAST                         379


PULL BACK AND TRUCK IN FRONT as we get a view of these characters...
Sark... and a force of guards and six Blue Warriors. Sark is in
front, enjoyment on his face. As far as he's concerned he's just
going in for a final, easy kill of one renegade program who is
trapped.


		GUARDS
	Hut! Hut! hut! Hut! Hut!


							CUT TO:


380  A SHOT OF THE CORRIDOR WHERE WE LAST SAW FLYNN               380


as Sark and his men come around the corner. Flynn is nowhere to be
seen. Sark marches TOWARDS THE CAMERA, right into it.


							CUT TO:


381  A SHOT FROM THE CORNER                                       381


at Sark and his men from the back as they continue on down the hall.
The file of men is moving away. We can see that there is a wide ledge
about ten feet up the wall, containing the lighting source.


							CUT TO:


382  POV FROM LEDGE                                               382


looking down at the file of men going by. The last one passes.


							CUT TO:


383  A SHOT FROM RIGHT BEHIND THE LAST WARRIOR                    383


Flynn suddenly drops down to the floor. The warrior turns snarling,
lifting his staff.


							CUT TO:


384  A SHOT OF FLYNN'S UPRAISED ARM                               384


his hand in a fist, falling.


							CUT TO:


385  A FLASH OF BLUE LIGHT.                                       385


							CUT TO:


386  A SHOT FROM ABOVE                                            386


Flynn is standing over the fallen Warrior.


		BIT (V.O.)
	All right!


Flynn looks up AT THE CAMERA, finger to his lips.


							CUT TO:


387  A SHOT FROM THE CORNER OF THE HALL                           387


We can see Sark's men marching on away from us, and Flynn leaning
over the warrior with the Bit hovering over him. As we watch, Flynn
places both his hands on the Blue Warrior's chest. Quickly, the blue
static pattern covering the guard flows into Flynn's hands up his
arms, and transfers entirely to him and the warrior derezzes.


							CUT TO:


387A The Bit, upset, BUZZES around Flynn nervously.               387A


		FLYNN
	Sshhh I'm still me. Just a different
	color. C'mon.


							CUT TO:


388  A SHOT OF FLYNN                                              388


marching fast down the corridor, after Sark.


							CUT TO:


389  INT. I/0 HALLWAY - MED. SHOT SARK - FULL FACE                389


surrounded by his guards. He. is looking up, eyes narrowed.


							CUT TO:


390  A LONG SHOT FROM BEHIND HIM                                  390


We see that he is standing in front of the huge, closed door to the
I/0 Tower central chamber. The guards have formed two long rows, and
Sark's lieutenant is standing by his side.


		SARK
	That old fruitcake Dumont...
	he'll pay for this.


							CUT TO:


391  A CLOSE SHOT LOOKING OVER SARK'S SHOULDER                    391


He turns.


		SARK
	Bring in the logic probe!!


392  THE HEART OF THE TOWER                                       392


We see Tron approaching a bell-shaped structure, with the brilliant
golden beam emerging from the highest point of the bell. It is
surrounded by a cylinder of energy hundreds of feet in diameter.
Tron walks into an opening at the base of the bell.


393  INT. COMMUNICATION BELL                                      393


Tron stands on the rounded rim of a dish-shaped room, the floor of
which rises to a cone in the center. The top of the cone is a flat,
sliced-off surface. Tron walks down into the dish, a soft, padded
surface, and then climbs up to the flat, central podium. We see that
this surface is round, about four feet in diameter, and glowing from
within, with a complex circuit pattern embedded in it. Tron looks
down, and then up.


394  HIS POV                                                      394


The curving inner surfaces of the bell culminate in a round opening.


395  FROM THE OPENING                                             395


We see Tron's upturned face. He steps up on the podium, hands gripped
into fists at his sides. His face is gradually filling with a deep
inner excitement and anticipation, his eyes searching the space
above. His expression remains still, his mouth closed and even. Only
his eyes project the emotion he is feeling, burning with the
knowledge of the experience to come.


396  A SHOT FROM BELOW HIM, NEAR HIS FEET, LOOKING UP.            396


He takes out his disk, grips it in both hands and slowly raises it
high above his head. He stands stiffly, willing the response to
happen... At first nothing stirs. Then a splendid, radiant beam of
light bursts down from the opening in the top of the bell,
illuminating Tron and the disk. His hands start to shake with the
force of the communication beam, and suddenly the disk is ripped
from his hands, to rise, glowing brilliantly, upwards to the source
of the light.


397  TRON'S FACE FROM ABOVE                                       397


filled with a quiet awe, eyes narrowed against the strong light. His
hands drop to his sides. The disk rises out of sight, and we


							CUT TO:

397  A SHOT OF THE BEAM                                           397


intensifying with every second.


398  THE 1/0 TOWER CENTRAL CHAMBER                                398


The glow is visible, illuminating Yori and Dumont.


399  EXT. CENTRAL CHAMBER - DOOR                                  399


A machine, floating above the floor, with a pointed cone facing the
door, is switched on, and a blast of pure electricity leaps from it
to the surface of the door with the SOUND of sizzling LIGHTNING
DISCHARGE--


							CUT TO:


400  INT. CENTRAL CHAMBER                                         400


Yori turns to look at the door, hearing this muffled sound.


							CUT TO:


401  HER POV - THE DOOR                                           401


One section of it is glowing, starting to de-rez.


		YORI V.0.
				(Gasp)
	Dumont--!


							CUT TO:


402  INT. COMMUNICATION CHAMBER                                   402


Tron is looking upwards. Suddenly a voice booms out, echoing, and
distorted, Alan's voice.


		ALAN V.0.
	TRON... TRON... Location query...
	location query... Confirm.


		TRON
	Confirmed, Alan-One.


		ALAN
		(sigh of relief)
	There you are... look, before we get
	cut off again...


In the air above Tron, images begin to materialize, shifting,
transparent forms. First we see a network with pinpoints of light
at each intersection; it rotates, and becomes a globe, with a
bright light at the center.


We see one of the intersection lights become very bright, and the
others dim.


		ALAN (V.0.)
	I'm going to put some new coding on
	your-disk, so you can get into the
	memory core of the Master Control...
	when you get there...


As Alan's voice continues, we


							CUT TO:


403  INT. DUMONT'S. CENTRAL CHAMBER                               403


A SHOT OF THE de-rezzing door. The dissolving section has expanded,
and we can start to see the guards inside.


404  INT. COMMUNICATION CHAMBER                                   404


The light increases in brilliance, as we hear Alan's voice fading out,
consumed by static.


		ALAN (V.0.)
	search all password code series


		TRON
	Wait! I can't hear...


He stops.


The voice is gone. The beam continues to bathe Tron in its glow, and
gradually we see an object emerging from the glow. The disk. It
slowly descends, Tron raises his hands to catch it, gripping it,
pulls it down and stares at it.


								CUT TO:


405  POV - THE DISK                                               405


It is glowing with a new power. Superimposed on its surface is a
complex mandala pattern, changing kaleidoscopically as we watch,
shifting swirling liquid color.


							CUT TO:


406  OMIT                                                         406

407  THE DOOR                                                     407


Almost gone. We can hear the voices of Sark's men outside.


		YORI (V.0.)
	Dumont! The door...


408  YORI                                                         408


turning back to Dumont. Behind Dumont stands Tron, framed in the
entry to the Communication chamber.


409  OMIT                                                         409


410  SHOT OF DUMONT                                               410


He is rising from the altar, the rest of his body emerging from the
neon steps, until he is standing in front of Tron. We see that he
has on a floor-length robe with huge shoulder pads forming
winglike supports for the fabric.


		DUMONT
	I have waited for this moment many
	thousands of cycles. It is time for the
	new order to begin... The Users are
	waiting.


As we watch, Tron comes forward, and grips Dumont's shoulder briefly.
Then he holds out his hand to Yori.


411  LONG SHOT as Yori steps forward up the steps.                411


							CUT TO:


412  EXT. CHAMBER - THE DOOR                                      412


We see it is almost transparent, and as we watch, there is a burst
of energy and the door disappears into thousands of sparkling dots
of light.


							CUT TO:


413  INT. CHAMBER - THE DOOR                                      413


It dissolves completely. Framed in the center of the opening, stands
Sark.


		SARK
		(pointing)
	Dumont!


The blue warriors race by him, pouring into the chamber.


							CUT TO:


414  FULL SHOT - CHAMBER                                          414


We see Dumont standing on the top of the steps, no sign of Tron and
Yori. The guards spread out through the room, Sark strides towards
Dumont.


		SARK
	Where's the program?


		DUMONT
		(dotty-old-man act)
	Program? I'm sure you're mistaken.

414A CLOSE SHOT - SARK                                            414


furious.


		SARK
	Take him!!!


415  EXT. SIMULATION HANGAR                                       415


As we see Tron and Yori racing through the streets, headed for it.


416  INT. HANGAR                                                  416


Tron and Yori enter. Solar Sailer simulation hovers.


417  A LONG SHOT                                                  417


As Tron and Yori race across the floor.


		YORI (V.0.)
	This way...there's a simulation
	we can use...


And we see them race towards it.


418  SHOT OF THEM RISING ON AN ELEVATOR PLATFORM, FROM            419
ABOVE, LOOKING DOWN AT THEM.

419  A SHOT FROM THE SIDE OF THE SAILER, RISING WITH TRON         419
AND YORI

We see that this vessel is a simulation of a futuristic spacecraft,
designed for travel in the Real world using solar energy, with an
enormous metallic sail to catch the rays of sunlight like wind, and
move with the speed of light.  The sail is at the bow of the craft,
and a long, slender walkway connects it with the deck area, which is
made up of several connected flattened box-shapes, giving it the
look of a dragonfly. In this world, the Sailer catches data
transmission beams instead of sunlight, and is propelled along the
information paths to the Central Processing Unit.

		TRON V.O.
	Can it carry us?


		YORI V.0.
	The design is good... We don't know
	why the User abandoned the project...


The elevator platform brings Tron and Yori through the center,
forming part of the deck as it reaches a level position, locked
into place.


420  SHOT OF THEM FROM THE LONG WALKWAY, FACING THE STERN         420


We see Yori bending over a console of touch panels.


		YORI
	Yes...it can take us across the
	Sea of Simulation... all the way
	out of the Game Grid...to the MCP.


		TRON
			(looking out
		of hangar)
	As long as it gets us out of here


421  EXT. HANGAR                                                  421


The crowd of Sark's men are racing towards it.


							CUT TO:


422  EXT. SOLAR SAILER DECK - TRON AND YORI                       422


Bending over the console, from the POV of the sail. As we watch, a
head leans into the frame from the right. A memory guard. Then we
see a hand gripping a staff, and the legs of another guard on the
left.


							CUT TO:


423  THE TWO OF THEM FROM A LOW ANGLE                             423


On the console, as Yori leans over it. We see that she is looking at
a map of the system, a flat grid, and on it, in miniature, are the
beam transfer points and transmission location.


							CUT TO:


424  THE TWO GUARDS, CREEPING DOWN THE WALKWAY                    424


silently. We can see Tron's back as he hears a noise. His head snaps
up; he sees the guards.


		TRON
	Yori! Get down!


425  THE GUARDS                                                   425


Abandoning any attempt at silence, leap forward, shouting, thrusting
their staffs at Tron.


							CUT TO:


426  A LOW ANGLE, AS TRON KICKS THE FIRST GUARD BACK              426


and slashes the second across the face, knocking him out.

							CUT TO:


427  EXT. ENTRANCE TO THE HANGAR                                  427


As Sark's men rush in and head for the stairs to the catwalks that
ring the hangar walls. They start swarming up.


							CUT TO:


428  TRON                                                         428

reacting, holding his disk ready.

							CUT TO:

429  OMITTED                                                      429

430  WALKWAY OF SAILER                                            430


as guards start swarming on board. We see Tron move forward and then
stop, letting them come.


							CUT TO:

431  YORI'S POV - LONG SHOT                                       431


looking down at the walkway. Beyond it we can see the great door
starting to rise.

432  TRON                                                         432


throwing his disk. It smashes into the guards in front, tossing them
backwards.


							CUT TO:


433  A SHOT FROM THE EXTERIOR OF THE HANGAR                       433


The great door is almost all the way up. We can see the Sail with
its tip ready to emerge. Below, on the ground, more guards are
racing towards the hangar.


434  TRON                                                         434


Beating back the guards, tossing them over the side of the walkway.
We see one last guard standing on top of the bunker that forms the
connection of the craft to the sail. Tron advances on him... the
guard stares at him, then looks down... then jumps off, intimidated.
There's a sudden lurch forward, and Tron is thrown back, losing
his balance.


435  YORI                                                         435


smiling.


		YORI
	We're off!


436  EXT. HANGAR                                                  436


The transmission beam is flowing, passing directly through the craft,
from behind, hitting the sail bunker, and passing through, so that
it looks like a headlight. The Sailer starts moving, fast,
accelerating so that it reaches a tremendous velocity in a matter of
seconds.


437  EXT. AIRCRAFT CARRIER - BRIDGE - SARK & MCP                  437

Back on the bridge of the carrier, Sark is in the MCP hologram. In
front of him, we see a view of the city below, and the hangar, and
the Solar Sailer -- racing away.


		MCP
	I hope you've enjoyed being a command
	program, Sark. I wonder how you'll like
	working in a pocket calculator... maybe
	one of those watches that plays "Happy
	Birthday" to its User once a year.


		SARK
	Now, sir... We did take care of that
	User you sent us --


		MCP
	Yes, and now you've got two renegade
	programs running all the hell over the
	system in a stolen simulation.


		SARK
	We'll get them, sir... These things
	take time.


		MCP
	I don't have time, Sark. And neither
	do you. End of line.


438-439 OMIT                                                         438-439


440  SOLAR SAILER - WALKWAY - TRON                                440


from the stern. Tron picks himself up from the floor where he was
thrown when the Sailer took off, and heads for Yori (at the camera).
He stops, seeing something.


		YORI V.O.
	Tron, are you all right?


Tron waves at her... then...


441  CLOSE SHOT FROM IN FRONT OF TRON                             441


He looks over at the guard rail.


							CUT TO:


442  TRON'S POV                                                   442


fingers gripping the rail. ZOOM IN on the fingers.


								CUT TO:


443  A SHOT FROM BELOW THE WALKWAY                                443


Several yards away from it. We see one of the blue warriors hanging
on, trying to get a leg up on the rail, and we see Tron race to the
edge, look over and see this guard.


444  CLOSE SHOT OF TRON                                           444


By the rail with the blue arms and head in the shot. Tron raises his
disk to slam into the intruder, when suddenly a spherical glowing
shape comes into the frame from bottom right.


		BIT
		(buzzing around Tron's
		head like a fly)
	No way, not on your life, no siree!!
	Nothing doing, forget it!!!


							CUT TO:


445  SHOT OF WARRIOR'S FACE                                       445


....Flynn.


							CUT TO:


446  FLYNN'S POV OF TRON                                          446


Who looks down, really seeing the face below for the first time.


		TRON
	Flynn!!


447  SIDE SHOT OF THEM BOTH                                       447


		FLYNN
	Greetings, program...


		TRON
			(dumbfounded)
	You're alive!


		FLYNN
	Yeah, I... oops!


He loses his grip, and starts to fall. But Tron, just in time, grabs
Flynn's wrist and starts to pull him up. We see the blue static guard
disguise fade off Flynn.


449  YORI                                                         449

leaning over the control console anxiously, watching Tron come up
the steps towards her with Flynn and the Bit.


450  WIDER SHOT                                                   450


As they reach her.


		YORI
		(nervously)
	Who is this?


We see Flynn look at Yori and silently mouth "Lora" in surprise...
but then realize his mistake.


		TRON
		 (smiling)
	Flynn...
			(he turns to
				Flynn eagerly)
	Where's Ram?


		FLYNN
	I'm sorry, Tron... he's...
	he didn't make it.


Tron shakes his head, sadly.


		 TRON
			(to Yori)
			This is Flynn... the one who
			busted me out.


		 YORI
				(to Flynn)
			Then I owe you some thanks...


		 FLYNN
			No big deal. I ought to know my way
			around that Light Cycles routine...
			I mean, I did write the program for it.


		 TRON
				(mystified)
			Wrote the...?


		 FLYNN
			It's time I levelled with you, Tron.
			I'm a -- well, I'm what you guys call a
			User.


Tron and Yori are stunned and awed.


		 YORI
			A User -- in our world?


		 FLYNN
		 (nods)
			Guess I took a wrong turn somewhere...


		 TRON
			But -- if you're a User -- then
			everything you've done has been
			part of a plan ...


		 FLYNN
		(laughs)
			You wish. Man, I haven't had a second
			to think since I got down here. I mean
			in here. Out here. Whatever.


		 TRON
			Then...


		 FLYNN
			Look, you guys know how it is. You just
			keep doin' what it looks like you're
			supposed to, even if it seems crazy, and
			you hope to hell your User knows what's
			goin' on.


		 TRON
			Well -- that's how it is for programs,
			yes, but --


		 FLYNN
			I hate to disappoint you, pal, most-the
			time, that's how it is for Users, too.


		 TRON
			Stranger and stranger...


		 BIT
			You said it.


		 FLYNN
		(pats Tron on back)
			So... Nice ship you got here. What's our
			next move?


		 TRON
			(smiles)
			Remember you wanted to pay a call on
			the MCP?


Flynn nods.


		 TRON (CONT.)
			We're on our way.
			(indicates disk)
			Alan-One gave me the coding we need to go
			up against Master

		 FLYNN
			All right. Thank God. Alan stayed awake,
			at least.


451  LONG SHOT                                                    451


The aircraft carrier rolls past the camera.

452  THE BRIDGE - SARK                                            452


looking out the observation window, as his lieutenant approaches
from behind.

		 LIEUTENANT
			Sir, what do you want done with
			the tower guardian, Dumont?
			Put him with the others?


		 SARK
			No, bit brain.

Sark turns to face him.


		 SARK


			Prepare him for inquisition. I need
			a little relaxation. But first rez up
			the carrier for pursuit... And one other
			thing.


lie stares at the lieutenant, paranoid


		 SARK
		(continuing)
			Don'tthink anymore. I do the
		 thinkingaround here.

453  LONG SHOT OF SOLAR SAILER ON THE BEAM                        453


speeding through the System, right on target.

454/455 OMITTED                                                      454/455

					CUT TO:

456  SOLAR SAILER DECK                                            456


We see Flynn looking back the way they came. Yori is at the controls,
with Tron beside her, his arm around her shoulders, looking at Flynn.

		 FLYNN
			What about our friend - Sark?


		 TRON
			Probably decided not to pursue us,
			The Sea of Simulation is tricky..
			lot of illusions...rough navigating.
			Programs have a way of just...
			disappearing here.

		 FLYNN
			Not us, I hope.


		TRON
		(shakes his head,
				indicates disk)
	Not with this disk. I'm going to
	check on the beam connection, Yori.
	You two can keep a watch out for
	grid bugs.


He moves off down the walkway, the Bit following. Flynn turns and
leans out over the side.


		FLYNN
	Boy the view from up here... you
	know the territory?


		YORI
	A little ...
		 (points out sights)
	Over there, the Mountains of Data...
	and I think that's the Silicon Valley...


		FLYNN
		 (pointing)
	What's wrong with that area?


457  HIS POV                                                      457


We see an area of darkened, gloomy, two-dimensional shapes.


		YORI
			(sadly)
	The MCP blasted it... There are very
	few domains left with any power at all.


		FLYNN
	Lousy utility companies ...
	they're the same wherever you go.


456-461 OMIT                                                         456-461


462  INT. DIMLY LIT CELL                                          462


Where we see Dumont plugged into energy foot sockets. Two memory
guards stand by his side holding their staffs against his chest.
Dumont's face is wracked with pain, his robe torn, but his
expression is full of determination. As we watch, another blast of
torturous energy comes from the boots, and his face contorts. CAMERA
PULLS BACK AND ANGLES UP to the second level where we see Sark
looking down into the pit that is Dumont's cell.


463  CLOSE UP SARK                                                463


464  MED. SHOT - DUMONT                                           464


He looks up.


		DUMONT
	What do you want? I'm busy.


465  SHOT OVER DUMONT'S SHOULDER                                  465


of Sark.


		SARK
		(snarling)
	Busy dying, you worn-out excuse for
	an old program.


		DUMONT
	Yes, I'm old.


466  SHOT OF DUMONT                                               466


from the front.


		DUMONT
		(continuing)
	Old enough to remember the MCP when he
	was just a chess program. He started
	small, and he'll end small.


467  SHOT OF SARK                                                 467


		SARK
		(throws back his
		head and laughs)
	That's very funny, Dumont. Maybe I
	should keep you around, just to make me
	laugh.


467A SHOT OVER DUMONT'S SHOULDER                                  467A


of Sark.


		SARK
			(continuing)
	Guards! Bring this antique to the
	bridge so he can watch his friends
	be obliterated.


							CUT TO:


468  THE DECK OF THE SOLAR SAILER                                 466


We see Tron at the bow. Flynn and Yori are up on the deck near the
controls, with the Bit hovering over them. Yori is, pointing
something out to Flynn.


469  TRON'S FACE                                                  469


reacting to the sight of something ahead of the Solar Sailer.


470  LONG SHOT FROM THE SIDE                                      470


We see the transmission beam which carries the Solar Sailer
increasing in brightness, throbbing with a pulse of mad glowing
energy, coming towards the ship. It hits the sail, and the ship
shivers. The whole beam is now tripled in brightness.


							CUT TO:


471  EXT. DECK OF SOLAR SAILER - SHOT OF CONTROL PANEL            471


As Tron runs up to Yori's side. He grabs her shoulder, pulling her
against him... they have to shout to be heard above the noise of the
increasing beam.


		TRON
		(shouting)
	What is it?


		YORI
	Power surge... the transmission beam's
	too strong!


		TRON
	We have to get off this beam!


		YORI
		 (frantic)
	I can't. There's no junction due for at
	least 7 or 8 nanoseconds!


472  OMIT                                                         472


473  LONG SHOT                                                    473


The ship is throbbing and jerking, bits of it de-rezzing.


474  DECK OF SOLAR SAILER                                         474


Flynn looks around, points to one side.


		FLYNN
	There's another beam!


		YORI
	It's too far!


Flynn suddenly looks to the bow of the ship, makes a decision, and
races forward.


							CUT TO:


475  VIEW D0WN THE WALKWAY, FROM THE STERN                        475


We see Flynn race to the bow, where the horrendous power of the beam
is blasting away at the sails. He slows down, but keeps going.


							CUT TO:


476  YORI'S FACE                                                  476


Watching -


		YORI
	Where's he going?


							CUT TO:


477  TRON'S FACE                                                  477


Also watching.


		TRON
	The beam connection...
	but he'll be de-rezzed!!


							CUT TO:


478  SHOT IN FRONT OF SOLAR SAILER, FACING THE BOW                478


We see Flynn emerge, leaning out into the beam, his face brilliantly
illuminated by the beam. He reaches forward with one arm.


							CUT TO:


479  FLYNN'S HAND                                                 479


Entering the beam.


							CUT TO:


480  SHOT FROM ABOVE FLYNN                                        480


He is lying spread eagled at the bow, with one arm in the light. He
raises his other arm and points at the beam which was so close, but
too far to reach. Suddenly his whole body glows with the same
intensity as the beam.


							CUT TO:


481  TRON AND YORI                                                481


Shielding their eyes from the light.


							CUT TO:


482  SHOT FROM ABOVE FLYNN                                        482


His body glowing, arm outstretched. Suddenly another beam blasts out
from his arm.


							CUT TO:


483  LONG SHOT                                                    483


We see the new beam from Flynn's arm flash over to the neighboring
transmission beam and connect. We see the ship pulsing, and then
breaking free of the old beam, following the new path, and connecting
to the safe beam.

The craft starts to travel safely on its way.


							CUT TO:


484  YORI'S FACE                                                  484


Radiant. Tron amazed.


							CUT TO:


485  SIDE SHOT                                                    485


Tron races down the walkway toward Flynn, closely followed by Yori
and the Bit.


							CUT TO:


486  SHOT OF TRON                                                 486


Carrying Flynn towards the stern, carefully, gingerly with Yori
watching.


							CUT TO:


487  CLOSE SHOT                                                   487


as they reach the deck in front of Tron, as he holds Flynn. We can
see Yori's anxious face to one side. Flynn's head comes up for a
moment, dazed.

		FLYNN
			(weakly)
	Did we make it?

		TRON
	Yes.


Flynn smiles weakly.


		FLYNN
	Hooray for our side...


He faints.

							DISSOLVE TO:


488  A WATERY, WAVERING VIEW OF YORI                              488


Her face, upside-down, peering downward.


489  SOLAR SAILER - TRON, FLYNN, YORI                             489


Yori is sitting on the floor beside the control console with Flynn
stretched out beside her, his head in her lap. Her hands are on
either side of his face. Tron is seated across from them and the Bit
is quietly floating beside him. In b.g. we SEE that the Solar Sailer
is passing through a series of narrow canyons.


		FLYNN
	Hey... you guys OK?


		TRON
			(nods)
	How about you?


		FLYNN
	Aah, I'm fine... little hung over
	is all...


		YORI
	How did you do that, Flynn?


		FLYNN
		(sitting up)
	Elementary physics... a beam of
	energy can always be diverted...
	ooh, my head
				(looks around --
			to Yori)
	Are we there yet, Mommy?


		YORI
	Almost... I just have to adjust our
	course at the next junction. I'd better
	go check the instruments ...


She heads O.S., toward the bow.


490  LONG SHOT                                                    490


The Sailer is about to pass the mouth of another canyon.


491  TRON & FLYNN                                                 491


Tron looks away from Flynn for a moment to check the Sailer's
progress.


492-500 OMIT                                                         492-500

501  TRON'S POV                                                   501


as the new canyon comes into sight. CAMERA LOOKS UP AND UP... to the
immense bulk of the aircraft carrier, moving fast toward the Sailer.


		TRON (V.0.)
	Sark!


502-519 OMIT                                                         502-519


520  LONG SHOT                                                    520


The carrier lurches forward and rams the Sailer, splitting it in
half.


521-523 OMIT                                                         521-523


524  YORI AND FLYNN                                               524


Falling on top of one another, Flynn trying to pull Yori out of the
way as the bulk of the carrier appears to slam into Tron and he's
gone.


							CUT TO:


525  TRON                                                         525


falling through space.


							CUT TO:


526  FLYNN AND YORI                                               526


As the carrier keeps moving forward. Flynn holding Yori, and the Bit
hovers beside them. A second level of the carrier, with an open hold,
comes rushing at them.


527  THEIR POV                                                    527


The gaping hold rushes forward and the screen goes black.


							CUT TO:


527A LONG SHOT                                                    527A


Their half of the Sailer is scooped up into the carrier.


							CUT TO:


528  TRON                                                         528


catching hold of something. He is swinging freely. Hanging onto a
wall, he starts pulling his feet up to gain a precarious foothold.

529/530 OMITTED                                                      529/530


531  INT. DUMONT'S CELL                                           531


Dumont standing, facing the camera. HEAR door SLAMMING.


532  FULL SHOT                                                    532


of cell. Yori rushes forward to Dumont. We see Flynn standing just
inside the door, shoulders slumped and we can see that his disk has
been removed.


532A MED. SHOT                                                    532A


Dumont holds Yori as she SOBS.


		DUMONT
	Quietly, Yori...


He looks up.


		DUMONT
		(continuing)
	Tron... ?


Flynn looks down at his hands and turns away, leaning against the
wall.


		YORI
	He's dead.


		DUMONT
			(sighs, looks
		 at Flynn)
	And who is this?


		YORI
	He's a User, Dumont. He came to
	our world... trying to help us...


Her voice breaks, she turns away.


		DUMONT
		(despairing)
	If the Users can no longer help us...


His voice trails off. Suddenly, a stronger LIGHT flashes on in the
cell, the door opens, and we see Sark standing there, framed in the
cell door.


		SARK
	So... we have erased the program that -


As he catches sight of Flynn, his voice falters.


		SARK (CONT.)
	You! No!


Flynn looks up curiously.


		SARK (CONT.)
	You died! I saw you!


		FLYNN
	Not me, boss.


		SARK
	Well... we can take care of that
	soon enough.


He points to Dumont. The guards grab him.


		SARK (CONT.)
	Take this program to the holding pit.


The guards start to drag Dumont out.


		YORI
			(rushing after him)
	Dumont...!


A guard pushes her roughly to the end of the cell.


		SARK
			(indicates Dumont)
	I'm taking our friend here, and
	some other religious fanatics, to
	Master Control... the MCP has expressed
	an interest in assimilating them --
	probably for archival purposes.
	I'm not going back to the Game Grid
	on this ship, though -- I'll take
	the Transport Beam.
		 (smiles)
	Less traffic. But when I disembark,
	this ship...and everything that remains
	on board...will automatically de-rez.
	This means you.

	Enjoy your trip...


LAUGHING, Sark leaves. The guards, with Dumont in custody, follow.


533  SHOT LOOKING DOWN INTO THE PIT CELLS                         533


into the cell that holds a dozen dejected, defeated, aging programs,
the I/0 Tower guardians. We see the door to the cell open and guards
beginning to herd them out.


534  ANGLE - LEVEL ABOVE CELLS                                    534


where we can see Sark walking towards an open portal. He looks down
into the cells at his feet and laughs again.

535  FLYNN                                                        535

staring up as Sark moves past their cell and out of view.

536  LONG SHOT                                                    536


of the carrier approaching a flat-topped mountain, with the
communication beam of the MCP visible at the very center.

537/538 OMITTED                                                      537/538

539  SHOT FROM THE CARRIER                                        539


of the MCP's mesa moving closer, the only structure visible in a
vast plain covered with a glowing grid.


540  EXT. BRIDGE AREA OF CARRIER                                  540


We can see the observation port and below that a section of the
ship's structure is moving forward.


		LIEUTENANT (V.O.)
	Docking module prepared to disengage, sir.


541  INSERT                                                       541


Sark's hand touching a control panel.


542  OMIT                                                         542


543  EXT. SHOT                                                    543


As the landing pod disengages completely, floating away from the
carrier and then starting its final journey to the MCP, picking up
speed on a straight and even course. We can see a small speck
clinging to one side of the pod...


543A CLOSE UP - SPECK                                             543A


TRON, holding himself braced into a narrow crack.


544  FLYNN, YORI AND THE BIT                                      544


Yori is sitting with her head in her hands. Flynn is at the door
testing it, running his finger along the edges.


545  LONG SHOT                                                    545


Of landing pod flying over the glowing grid that surrounds the MCP's
mesa.


546  A SHOT                                                       546


from behind the carrier of the pod getting smaller with distance.


547  POD POV                                                      547


Steep cliff face of the MCP's mesa is coming closer and closer, more
and more detail visible.


548  POD                                                          548


tiny against the massive bulk of the MCP's mesa, descending for
landing. The top edge of the cliff is encrusted with irregular
shapes and the pod is headed for one opening among the shapes,
fitting itself neatly in between so that it becomes a part of the
structure.


549  INT. POD                                                     549


There is a minor jolt and Sark lays his palm on another panel. From
the rear wall of the pod we see the entire front wall rising slowly.
Sark and his lieutenant stand by either side of the door, and we
gradually are given a view of the MCP, two or three miles away at
the center of the plain ahead. The structure is a series of gleaming
black blades, forming a great cylinder, and the communication beam
rises out of the center of this cylinder.


550  EXT. CARRIER                                                 550


floating upwards and forward.


551  MED. SHOT                                                    551


Flynn still at the door. Suddenly his hand goes right through the
door.


		FLYNN
	Hey!


The door is disappearing, dissolving.


		FLYNN
		 (continuing; turning)
	Look, the door's almost...


He stops in horror.


							CUT TO:


552  HIS POV                                                      552


Yori is standing lethargically staring at her hands... through them.
She is de-rezzing too. Her whole body becoming transparent. She looks
up dimly at Flynn, with no expression.


553  WIDE SHOT                                                    553


Flynn races back to her and takes her in his arms roughly, hugging
her close, his energy flowing into her.


Their faces are very close as he stares down, terrified that he is
too late to save her. Her eyes are half-closed.


		FLYNN
	Yori!


554  CLOSE SHOT                                                   554


Just their two faces. Flynn bends closer, their lips almost touch.
Suddenly her eyes widen as her form returns to solidarity, and color
floods back into her. Her mouth opens in wonder and she looks up at
Flynn. He pulls a little away from her, still holding her.


		YORI
		 (in awe)
	You... you brought me back...?
	Why...? How ... ?


Flynn lets go of her.


		FLYNN
	I'm gonna need your help. Hey, Bit!


He looks around, spots a small glow in one corner of the cell, runs
to it and stoops down, cupping the glow in his hands. It wavers.
Flynn wills his energy back into it, frowning with concentration.
Suddenly the Bit pops into life.


		BIT
	Yes!


		FLYNN
	Let's get outta here.


They head for the door.


555  THE MESA TOP OF THE MCP                                      555

The prisoners file forward on the path to the MCP. Sark is leading
them. We can see the structure of the MCP closer now, looming bigger.
The four memory guards are standing at regular intervals along the
path.

556  EXT. POD DOOR - LIEUTENANT                                   556


on duty. He hears a NOISE and turns... and in a flash of light a
speeding disk smashes into him, knocking him over. The CAMERA WATCHES
over his de-rezzing body. We see a figure approaching closer... its
arm is raised, and... the disk slams back into the hand.

557  CLOSER SHOT                                                  557

It is Tron. He steps over the body of the Lieutenant.

558  THE MCP                                                      558

from right outside. We see the prisoners beginning to file inside,
up the final slope leading to the base of the MCP.

559  SIDE SHOT OF THE ENTRANCE                                    559

to the MCP. As the guardian programs enter. Sark stands waiting,
watching them, his back to the camera.

560  POV OF THE DOOMED PROGRAMS                                   560


As the first one gets through the opening. The light from the MCP's
beam pours out. Moving forward, through the entrance, the MCP is
finally revealed. A giant cylinder, a hundred feet high, with a
network of circuit lines, and stretched across all the visible
surface... is a face. Flattened, stretched, bizarrely distorted,
the face is capable of moving to any section of the-cylinder. The
impression is similar to the look of a grotesquely fat person's face,
but more so. It's horrible. Beneath the floating cylinder face two
inverted cones of light, meeting at their apex, support it. We
continue moving forward, the MCP looming over us. Then the CAMERA
STOPS and the doomed programs file past us, separating and going to
the inner walls. The MCP speaks, we see his enormous lips moving.


		MCP
		(echoing, booming)
	I am delighted that so many of you
	could turn out to give your
	power over to me...


561  FULL SHOT - THE PROGRAMS                                     561


lining the wall. They are sucked back, pinned, immobile, and we see
them starting to de-rez.


		MCP
	You're very lucky, all of you. You
	are participating in the creation of
	the single most powerful program in
	the history of the system... of all
	systems...


The programs begin to disappear, one by one.


		MCP
				(continuing)
	A program with a will... with
	ambition... a superior form of
	life...


562  EXT. MCP                                                     562


Sark stands in front of Dumont.


		SARK
	Go!


Dumont's face is devoid of hope. He starts into the MCP's inner
chamber.


563  CLOSE - DUMONT'S FACE                                        563


seeing the MCP, reacting.


564  INT. INNER CHAMBER OF MCP                                    564


Over Dumont's shoulder, with a view of the MCP. Zoom IN on MCP's
face.


		 MCP
			Welcome!


565  EXT. CARRIER BRIDGE                                          565


Flynn and Yori race into view. We can see two of the memory guards
in a de-rezzed, two dimensional state, disappearing completely in
the course of this scene. Flynn runs to Sark's position, looking out
the window.


		 FLYNN
			Check out the controls.


As Yori looks over the control conso1e.


		 FLYNN
				(continuing)
			We're getting closer.


566  HIS POV                                                      566


Down the length of the carrier. It is de-rezzing, parts of it gone
already. We see the CPU approaching, as the carrier rises.


567  EXT. LANDSCAPE - LONG SHOT                                   567


The carrier drifts over the edge of the mesa, high above it, whole
sections only visible as outlines.


367A EXT. MCP                                                     567A


CAMERA MOVING FORWARD towards the MCP's beam.


568  INT. MCP - MED. SHOT - DUMONT                                568


He is slowly disappearing.

		 MCP
			Dumont, I'm so pleased that we've
			finally come to terms with one
			another...

569  EXT. CPU MESA                                                569

Sark is standing, looking in the opening, waiting for the signal to
depart. His back is to the camera.

		 VOICE
			SARK!


Sark turns, curious, eyes widen incredulously..


570  SARK'S POV                                                   570


We SEE Tron standing, legs spread, arms poised by his sides, disk in
one hand. It gives off a pure white light.


571  CLOSE UP SARK'S FACE                                         571


		 SARK
			I don't know how you survived,
			slave.


572  WIDE SHOT FROM THE SIDE                                      572


		 SARK
			It doesn't matter. Prepare to
			terminate.

Sark flings his disk with a violent jerk of his wrist.

573  SHOT FROM ABOVE                                              573


as the disk races at Tron. He dodges, drops to one knee and ducks
under it. Sark's disk circles like a homing missile and attacks
again. Tron deflects the second attack with his own disk, and the
two meet with an explosion of light. Sark's disk ricochets off and
races away, back to Sark. We see Tron throw his own weapon.

574  EXT. CARRIER BRIDGE                                          574


		 FLYNN
			I can rev this baby up a little

He looks out sees something, does a double-take, looks again


		 FLYNN
				(continuing)
			Wait a minute Yori! YORI!! LOOK!

575  FULL SHOT                                                    575

as Yori runs to Flynn's side and-peers down.

		 YORI
			TRON!!

576  CLOSE UP - YORI                                              576

tears of joy streaming down her face.

577  HER POV                                                      577

the fight continuing.


577A FULL SHOT - THE BRIDGE                                       577


		 YORI
			Flynn, we've got to help him!


		 FLYNN
			Let's get some power here.


His hands, laying on the control console, begin to send forth great
pulses of glowing energy into the carrier.

					CUT TO:


578  CLOSE UP                                                     578


Sark's face.


		 SARK
			You are very persistent, Tron.


579  MED. SHOT                                                    579


Tron's disk circles Sark, attacking twice. Sark deflects it and
immediately throws his own disk.


580  SHOT OF TWO WEAPONS                                          580


racing almost side by side through the air.


581  SHOT OF TRON                                                 581


as the two disks come at him.


		 TRON
			I'm also better than you....


He leaps into the air, grabs his own disk, pulling his legs up as
Sark's disk passes under him.


582  SHOT OF SARK'S DISK                                          582


Making a sharp turn in the air.


583  SHOT OF TRON FROM BEHIND                                     583


He looks over his shoulder, sees the disk coming at him.


584  TRON'S HAND                                                  584


As he slams his own disk into Sark's, using his as a shield.


584A MED. SHOT SARK                                               584A

		 SARK
			Very clever, Tron. You know you
			should have joined me.


585  OVERHEAD POV                                                 585


Tron hurls again.


586  FLYNN AND YORI                                               586


Flynn is at the controls, transferring power.


		 FLYNN
			Any response?
		 YORI
			It's starting


She looks down at the battle. Her hand reaches over and grips
Flynn's tightly.


					CUT TO:


587  SARK                                                         587


He catches his own disk, spots Tron's coming at him right behind,
and holds up his own disk as a shield.


		 SARK
			We would have made a great team.


588  TRON'S DISK                                                  588


turning sideways in its flight, edge on.


589  SARK                                                         589


With a CRASH and explosion of light, Tron's disk cuts right through
Sark's disk, and on through Sark's head. The disk shatters, and we
see Sark's surprised face, hands still in position to hold the
disk... a jagged open slash right through his forehead. We can see
energy pouring out of this wound like blood.


590  LONGER SHOT                                                  590

Sark falls, dead, face first.

591  OMITTED                                                      591

592  TRON                                                         592


wailing past Sark's body.


593  SHOT FROM BEHIND TRON                                        593


as he goes in the MCP's inner chamber.


		 MCP
	(before he sees Tron)
			It is very good that you...

594  OMITTED                                                      594


595  SHOT OF TRON                                                 595


framed in the doorway.


		 TRON
			I don't think it is good for you, MCP.


596  SHOT OF MCP                                                  596

		 MCP
			Sark! How have you allowed this
			program to

597  OMITTED                                                      597


598  SHOT FROM BEHIND TRON                                        598


		 TRON
			Sark's out. Would you like to
			leave a message?


		 MCP
			I am the message. The only message.
			Sark!


Tron throws his disk. It's deflected off the base of the MCP, and
returns to him.


		 MCP
			(continuing)
			SARK!


As Tron is preparing to throw again he notices Dumont and races over
to him.


599  CLOSE SHOT - WALL                                            599


Dumont is transparent. Tron runs up to him.


		 TRON
			(trying to pull
	 Dumont away from wall)
			Dumont!


		 DUMONT
			No... Tron ... must... destroy
			MCP... first...

		 TRON
			Dumont! Where's Yori? Where's
			Flynn?

		 DUMONT
			(very weak)
			They may be... de-rezzed... on
			the carrier ... hurry...


600  MED. SHOT - TRON                                             600


He turns, murder in his eyes, draws back his arm for the throw.


		 MCP
			Program... stop. This is not allowed!


Tron throws.


601  SHOT OF MCP                                                  601


The disk smashes into him. Once, twice...


		 MCP
			I will not allow this Sark!
		(thundering)
			SARK!!!


The voice reverberates, shaking the chamber. Tron continues to throw.

602  OMITTED                                                      602

603  INSERT                                                       603


Sark's dead hand. We see the circuit pattern of the mesa top begin
to glow around the hand, throbbing with energy. The hand moves.


604  TRON                                                         604


throwing again at the MCP, hitting, catching his disk again.


		 MCP
		(thundering)
			SARK!!!


605  SARK                                                         605


His body is glowing, expanding. He starts to rise, his face looks up.

606  CLOSE UP - FACE                                              606


It is vacant, staring with white eyes. His head still has the gaping
hole in the forehead. He's a zombie, the living dead. He rises.


607  LONG SHOT                                                    607

Carrier floating over the CPU, near the MCP's beam. Flynn looks out,
from side to side, quickly assessing the possibilities. He spots the
beam.

608  OMITTED                                                      608

609  HIS POV OF BEAM                                              609


very close.


610  SHOT OF YORI AND FLYNN                                       610


		FLYNN
	Yori, steer us over the beam,
	right next to it.


		YORI
		 (going to controls)
	Why? What are you going to do?


		FLYNN
			(staring down)
	Jump.


Yori looks up.


		YORI
	But... won't you be de-rezzed?


		FLYNN
			(turns to her)
	Probably.


611  INT. MCP - TRON                                              611


about to fire again. There's a sudden roar and Tron turns.


612  TRON'S POV OF GIANT SARK                                     612


Who rips open the doorway into the MCP and advances.


613  BRIDGE                                                       613


Yori has steered them right next to the beam. She turns to Flynn,
goes up to him.


		YORI
	Flynn... you can't... I


		FLYNN
				(lays finger on
		 her lips)
	Shhhhh.


He takes her in his arms.


		FLYNN (CONT.)
		(whispering)
	I'm sure Tron wouldn't mind if...
	just once...


His head bends down and their lips meet. Yori's body begins to glow,
change, metamorphosize until she has the same appearance as in the
love scene with Tron, sparkling and gorgeous. Her eyes are closed.


614  CLOSE UP - THEIR FACES                                       614


Finally Flynn pulls away from her. Her eyes stay shut for a second,
then open.


		FLYNN
	Don't worry.


615  LONGER SHOT                                                  615


He releases her, steps to the edge of the observation port, poises
on the brink, and then leaps off, directly in the beam. We see Yori
shakily grip the edge of the port and lean out.


616  HER POV                                                      616


Flynn is diving through space in the beam, falling in slow motion
directly into the center of MCP itself.


617  INT. MCP                                                     617


Sark is much bigger than before, advancing on Tron. He speaks, but
his voice is that of the MCP.


		SARK/MCP
	End of line, program...


We can see the MCP in the b.g. Suddenly there is an explosion of
static, as Flynn falls into the MCP. We see a weird 2-D image of
Flynn's face circling in the cylinder with the MCP as they battle.
Sark falters, stumbles, distracted by this, and Tron ducks under him
and hurls the code disk for the last time. It circles the MCP once,
and then hurtles straight for the target, the apex of the energy
cones. And connects.


618  SHOT OF THE APEX                                             618

A brilliant explosion of lights bursts out.


619  SHOT OF SARK                                                 619


Dead face wracked with the pain of a second death. He begins to melt
into a column of pure energy, dissipating completely.


620  SHOT OF THE MCP                                              620


We see something materializing in the apex of the energy cones. It
is dressed like Dumont was at the I/0 Tower, an old man in the
padded altar costume, spinning, slowly, finally stopping. We see the
wizened, wrinkled face of the true MCP for just a few seconds, and
see that he is furiosly TYPING on an old Remington portable. Then he
too dissolves into liquid energy, and disappears. The cylinder of
the MCP glows brighter and brighter.


621  YORI AND THE BIT                                             621

on the bridge of the carrier looking down at this.

622  HER POV                                                      622

A fountain of energy explodes upwards like a Supernova, right at the
camera.

623  YORI                                                         623

shielding her face from the power of the blast.

624  LONG SHOT                                                    624


The nova of energy bursting upwards. We start to see the glow
returning to the surrounding domains, as the nova dissipates,
leaving the sky full of sparkling stars.

625  YORI                                                         625


still shielding her eyes, but looking out in wonder at the domains
regaining their life.

626  HER POV                                                      626

one domain after another, scattered around the horizon, glows
brightly, increasing.

627  LONG SHOT                                                    627

The carrier starts to descend.

							CUT TO:


628  EXT. CPU MESA - TRON                                         628

Leading Dumont out of the chamber with several of the other guardian
programs that were saved. He looks up, spots the carrier descending.

629  SHOT OF CARRIER                                              629

Basically all that is left of it is the bridge, with only a very
faint image of the rest of the body. It lands on the mesa.

630  EXT. CPU MESA                                                630

Tron catches Yori as she jumps down. He hugs her close and looks at
her, about to speak. But she reaches up and presses her lips to his
in a quick, intense kiss. Then pulls back.

		TRON
		(laughing)
		Nice...

			YORI
		It's something Users do.

			TRON
		Where's Flynn?

He looks up at the bridge.

			YORI
		He's gone. He went into the beam.
		He saved you. He saved all of us.

Tron stares at her, holding onto her shoulders. Then he looks up at
the sky, thoughtfully. She also looks up.

			DUMONT
		He really was a User...

			BIT
			(quietly, sadly)
		Yes...

631  LONG SHOT FROM OVERHEAD                                      631

of the landscape, glowing again with new life, every I/O Tower a
shining beacon, a symbol of the new found freedom of communication.

				DISSOLVE TO:

632  RACING OVER THE CIRCUIT PATTERN                              632


and returning to the real world.


633  THE REAL WORLD - LASER LAB                                   633


CLOSE on the business end of the huge laser in ICOM's lab. A bright
blast of LIGHT shoots out of the mechanism.


WIDEN TO REVEAL the laser pouring its light onto the floor, near the
chair where Flynn was sitting when he was digitized.


Slowly -- in a reverse of his disappearance -- Flynn's BODY takes
shape on the floor. As the laser shuts off, he is revealed intact --
back in his real-world body and clothes... and as bewildered to find
himself here as he was when he first arrived in the electronic world.


He studies his hands -- and SEES that they're now nonluminescent
flesh and blood.


He looks out the window and SEES that it's shortly past dawn, with
weak sunlight coming in.


And, at the SOUND of light MACHINERY at work, he turns to look at
Lora's computer terminal, where a hard-copy computer PRINTER is
coughing out a long document on wide blue paper.


Flynn gets up off the floor, goes over to the printer, and READS the
document. As he does so, his eyes widen, and a SMILE appears on his
face.


The printer finishes its run, clicks patiently. Flynn, exuberant,
tears the printout from the machine and rushes to the door with it.


				CUT TO:


634  INT. ALAN'S OFFICE - ALAN AND LORA                           634


Bleary but excited, they gaze happily at the information on Alan's
CRT screen as Flynn bursts into the room, waving his printout.


			FLYNN
		Hey -- you guys


Before he can say anything more, Alan turns to greet him, holding up
a seven-inch computer software FLOPPY DISK in its cardboard sleeve.


			ALAN
		Flynn! I made it. I worked out some
		new codes for Tron, put 'em on a disk,
		and -- it's running.


			FLYNN
		I know, I met him.


Alan and Lora look at him -- the same sort of mystified look he got
from Tron and Yori in the other world. He checks himself.


			FLYNN (CONT.)
		I mean, I saw it read-up -
		hey, look at this.


He shows them the printout. It takes Alan and Lora a few seconds of
reading it to figure out its significance.


			ALAN
		Your old files -- ?


			FLYNN
		And Dillinger's instructions to
		divert them -- it's all there -
		look, even his home phone number,
		when he logged on.


			ALAN
		Oh, that is beautiful. You've got
		the goods...


Flynn folds up the printout, puts it in his pocket. Alan and Lora
get up, stretch, start wandering slowly toward the door with him.


			FLYNN
		You're telling me...


As they talk, CAMERA PANS over to Alan's color CRT SCREEN and HOLDS
on it.


635  CRT SCREEN                                                   635


The lines of printed information that had filled it up wipe off, and
are replaced by a number of shapes very much like the ones in a
typical video game:


A BLUE CYLINDER, poised on a BLUE MESA -- resembling the MCP in the
electronic world. And THREE YELLOW ROCKETS. They move randomly at
first, then converge on the blue figure from three different
directions.


			FLYNN (V.0.)
		you have any idea how much I can sue these
		jokers for?


			LORA (V.0.)
		Well, just don't forget your old friends
		when you're rich and famous.


			FLYNN (V.0.)
		Are you kidding? You guys'll he running
		this joint by then...


			ALAN (V.O.)
	 Your friend Dillinger sure won't...


The yellow rockets all hit the blue mesa at the same time. It
EXPLODES in typical video-game fashion -- radiating lines of blue
SPARKS. The yellow rockets fly away from it and form a vertical
formation, heading together toward the side of the CRT screen as we
HEAR Flynn, Lora, and Alan heading for the door.


			FLYNN (V.O.)
		Hey, you know anybody who wants to
		get hold of some video games... cheap?


			LORA (V.O.)
		You're getting out of the business?


			ALAN (V.O.)
		Shouldn't you wait till your
		lawsuit's settled?


			FLYNN (V.0.)
		Nah...I decided...I've had enough of
		video games to last me a good long
		time. I feel like gettin' into some
		real life...


at the SOUND of the DOOR to Alan's office closing O.S., the three
yellow rockets leave the CRT screen, sailing off its left-hand edge.
HOLD a moment on the exploded blue figure and


									BLACK OUT.

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