EMBER: RAGNARÖK


Written by
Eric Pearson and Craig Kyle & Christopher L. Yost

'Rewritten-and-Pasted' by
Warlus999


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THE HASBRO LOGO. SMOLDERING, BEGINNING TO TURN ORANGE IN THE
HEAT AS WE TILT UP TO SEE…

… FIRE. NOTHING BUT FIRE.


INT. TIGHT SPACE – INDETERMINATE TIME

Dark and cramped. The soft red light of fire seeps through
iron slats. Inside this cage is a dragon, bound by chains.

It's EMBER. Her scales are long and her skin is dusty. That
rough, grizzled look of a dragon who's spent years on the road.

She looks around.

EMBER
Now, I know what you're thinking.
Oh no! Ember's in a cage. How did
this happen?
(then:)
Well, sometimes you have to get
captured just to get a straight
answer out of somebody. It's a long
story but basically, I'm a bit of a
hero. See, I spent some time on
Equestria… Fought some robots, saved
the kingdom a couple of times. Then
I went searching through the cosmos
for some magic, colorful Infinity
Stone things… Didn't find any.
That's when I came across a path of
death and destruction, which led me
all the way here into this cage…
where I met you…

Reveal that she's talking to a weird alien skeleton in chains.

EMBER (CONT'D)
How much longer do you think we'll
be here?

NOISE. Sounds of metal gears TURNING.

Suddenly the bottom DROPS OUT! Ember PLUMMETS until…

SHLINK!

The chains CINCH and abruptly halt her descent. Ember dangles six
feet off the ground. Pull back to reveal we are in…


INT. SURTR'S LAIR – CONTINUOUS

A cavernous space. The walls, floors, and ceilings are
molten rock, which has creepy glimmers of fire within it.
Stationed in the center is a volcanic rock throne, and
sitting in that throne is a charred demonic skeleton.

SURTR (O.S.)
Ember, daughter of Torch…

Ember's chain turns to reveal…

… SURTR on his throne. Eighteen-feet-tall, flesh made of
fire, and demonic spiked horns on his skull.

EMBER
Surtr! Son of a bitch… you're
still alive! I thought my father
killed you, like, half a million
years ago.

SURTR
I cannot die. Not until I fulfill
my destiny and lay waste to your
home.

EMBER
You know, it's funny you should
mention that. Because I've been
having these terrible dreams of
late. Asgard up in flames, falling
to ruins. And you, Surtr, are at the
center of all of them.

SURTR
Then you have seen the Ragnarök, the
fall of Asgard. The great prophecy…

EMBER (O.S.)
Hang on. Hang on.

Reveal that Ember's chain is turning VERY SLOWLY.

EMBER (CONT'D)
I'll be back around shortly. I
really feel like we were connecting
there.

After a beat, Ember rotates around to face Surtr.

EMBER (CONT'D)
Okay, so, Ragnarök. Tell me about
that. Walk me through it.

SURTR
My time has come. When my crown is
reunited with the Eternal Flame, I
shall be restored to my full might.
I will tower over the mountains, and
bury my sword deep in Asgard's…

EMBER
Oh, hang on. Give it a second.

Once again, Ember is turning VERY SLOWLY.

EMBER (CONT'D)
I swear, I'm not even moving, it's
just doing this on its own. I'm
really sorry.
(then:)
Okay, so let me get this straight.
You're going to put your crown into
the Eternal Flame, and then you'll
suddenly grow as big as a house…

SURTR
A mountain!

EMBER
The Eternal Flame that Torch keeps
locked away on Asgard?

Surtr grins, evil.

SURTR
Torch is not on Asgard. And your
absence has left the throne
defenseless.

That elicits a concerned look from Ember.

EMBER
Okay, so where is it? This crown?

SURTR
This is my crown, the source of my
power.

Surtr points at the V-shaped horns on his head…

EMBER
Oh, is that a crown? I thought it
was a big eyebrow.

SURTR
It's a crown.

EMBER
Anyway, it sounds like all I have
to do to stop Ragnarök is rip that
thing off your head.

Surtr stands up and approaches Ember, DRAGGING his sword.

SURTR
But Ragnarök has already begun. You
cannot stop it. I am Asgard's
doom, and so are you. All will
suffer, all will burn.

Surtr steps forward and GRABS the chain above Ember's legs,
holding it so he and Ember are face to face.

EMBER
That's intense. To be honest,
seeing you grow really big and set
fire to a planet would be quite the
spectacle. But it looks like I'm
going to have to go with option B;
where I bust out of these chains,
knock that tiara off your head, and
stash it away in Asgard's vault.

SURTR
You cannot stop Ragnarök. Why fight
it?

Behind her back, Ember opens her claw. Sending out the SOS.

EMBER
Because… that's what heroes do.

Nothing happens. Ember appears annoyed at herself.

EMBER (CONT'D)
Wait, sorry. I didn't time that
right.
(pause:)
And, now!

BOOM!

Ember's hammer, 'Mjölnir', CRASHES through the wall!

Ember BREAKS FREE from her chains, GRABS Mjölnir, spins, and
flies a distance away. She FLINGS Mjölnir back at Surtr,
smashing the giant in the face. Mjölnir returns.

SURTR
You have made a grave mistake,
Torch's daughter.

THE WALLS COME ALIVE! A seemingly infinite swarm of FIRE
DEMONS rally to Surtr's aid.

EMBER
I make grave mistakes all the time.
Everything seems to work out.

In the shadows, a massive FIRE DRAGON ROARS.

The fire demons SURGE FORWARD. Ember backs up, HAMMERING
AWAY. She then leaps back, SPRINGBOARDS off the wall, and…

… LANDS HARD, SLAMMING Mjölnir down. The resulting shockwave
KNOCKS BACK THE LEGION OF FIRE DEMONS.

The Fire Dragon STRAINS against a chain leash.

Ember is now facing off with Surtr. Surtr thrusts his sword
at Ember, generating a humongous PROJECTILE WALL OF FIRE!

Ember SPINS Mjölnir so fast that it creates a kind of SHIELD.

The Goddess of Thunder and the Fire Jötunn engage in ferocious
hand-to-hand combat. Each landing power shots, sending
sparks of both fire and electricity into the air.

Ember SLIPS behind Surtr and TAKES OUT his knees. Ember then
LAUNCHES HIGH into the air and summons a HUGE LIGHTNING BOLT.
Descending hard, she uses all his power to…

… LOP SURTR'S HEAD OFF OF HIS BODY! Surtr's body DEFLATES
and COLLAPSES into a heap of charred bones.

Ember straps the crowned skull to his back. She turns to find…

… the army of Fire Demons regrouping as reinforcements flood
in, filling the space to capacity. Recognizing the threat,
Ember thrusts Mjölnir above her head.

EMBER (CONT'D)
Shakes. I know it's been a while,
but I could use a fast exit!

Nothing. Ember just stands there as the Fire Demons advance.

EMBER (CONT'D)
… Shakes?


INT. THE OBSERVATORY – SAME

Shakes is nowhere to be found. Instead, we meet PUFF.
He's albino, strong, mean looking, a little eager to be liked.

At the moment, Puff is entertaining two FEMALE ASGARDIAN DRAGONS.

PUFF
Shakes was an idiot. This job
should have made him rich. Now,
the job ain't easy, but it does
have its benefits. The Bilröst
gives me access to everything the
Nine Realms have to offer. I mean
it's all mine for the taking.
(beat)
Behold… my treasure.

Puff has drawn their attention to a pile of weapons and
treasures he has stashed off to the side.

He hefts up two M-16 assault rifles, trying to play it cool.

PUFF (CONT'D)
I'm particularly fond of these. I
pulled `em out of a place on
Equestria called 'Appleloosa'. I even named
them 'Anni' and 'Hilate'. You see, when
you put them together… they
annihilate.


INT. SURTR'S LAIR – CONTINUOUS

Having expected to have been Bilröst-ed out of there, Ember is
OVERRUN BY THE GIANT WAVE OF FIRE DEMONS!

The Fire Dragon BREAKS FREE of its chain.

Realizing she's in trouble, Ember TAKES OFF, rocketing up to…


EXT. TARTARUS – CONTINUOUS

Ember CRASHES out of the ground and LANDS on a craggy surface.
Disoriented and singed from the fire demon onslaught.

Ember's cloak is on fire, and she frantically PATS OUT the
flames. She picks up Mjölnir, holds it up once more. Nothing.

EMBER
Shakes, come on.

THE GROUND SHAKES! Like an earthquake. Ember backs up as the
ground begins to give way all around her. And then…

… THE FEARSOME FIRE DRAGON BURSTS OUT OF THE GROUND! The
dragon opens its tremendous jaws for an ear-splitting roar…

… but Ember STUFFS Mjölnir into its mouth and lets go.

THUD! The hammer DROPS, pinning the beast down by its bottom
jaw. It THRASHES and GROWLS, trying to break free.

EMBER (CONT'D)
Stay.
(looks up to the sky:)
I'm running short on…

Ember notices that all around him the ground is CRUMBLING like
a field of sinkholes giving way to more snarling Fire Demons!

EMBER (CONT'D)
… options.

Ember calls for Mjölnir and TAKES OFF. The dragon SCREECHES!


INT. THE OBSERVATORY – SAME

Puff continues showing off for the ladies.

EMBER (O.S.)
Shakes?!

Behind Puff the Bilröst starts MOVING. One of the dragons
notices the Bilröst glowing.

ASGARDIAN DRAGON
Puff, is that important?

Puff turns and notices the Bilröst activity.

PUFF
You girls are in for a treat.

Angle on Shakes's sword, which has been sloppily cast aside
in another pile of his "treasure". Puff hastily runs and grabs it.


EXT. TARTARUS – CONTINUOUS

Ember is FLYING at top speed, but that dragon is right on her
heels! The fire demons LAUNCH flaming projectiles from below!

Ember looks back, genuinely nervous. The dragon is OPENING
its jaws to swallow Ember whole when…

Suddenly Bilröst OPENS! The portal surrounds Ember and
engulfs the dragon's head!

In an instant, they're gone…


MAIN TITLE

OPENING
"
MAIN THEME" by MARK MOTHERSBAUGH


INT. THE OBSERVATORY – MOMENTS LATER

Puff has plunged Shakes's sword into Bilröst.

BOOM!

Ember EXPLODES out of the portal along with the severed
head of the dragon!

SPLAT!

Blood and guts RAIN DOWN on Puff and the two
dragons, DRENCHING them with purple gore.

The dragon's head SLIDES slowly across the floor, coming to
rest right in front of the female dragons who are frozen in shock.

The dragons SHRIEK and rush out of the Observatory. Ember
meanwhile is clean and staggering back to her feet. She looks
up to Puff, who is wiping dragon guts off of himself.

PUFF
Girls!
(beat:)
Well well, look who decided to pop
in. Thanks for scaring away my
company and drenching my workplace
in brains.

EMBER
… Who are you?

PUFF
Don't you remember me? I'm Puff.
(Ember doesn't:)
We fought together on Vanaheim.

EMBER
Right… Where's Shakes?

PUFF
That traitor. No one knows, he's a
fugitive of the throne.

EMBER
Traitor?

PUFF
Yeah, you see, Torch charged
Shakes with negligence of duty,
but he disappeared before the
trial. Hard to catch a dragon who can
see everything in the Universe.

Ember starts to say something, but then gives up. Instead she
starts towards the exit… but Puff stands in her way.

EMBER
Sure.

PUFF
Hold on. I'm supposed to announce
your arrival.

Ember SPINS UP Mjölnir and takes off in a blur. Puff starts
the loooong run down the Obsidian Bridge.


EXT. THEATER ENTRANCE – DAY

EMBER arrives with Surtr's skull.

There's a small crowd making its way through a threshold over
which stands a monumental stone statue of Garble, arms out-stretched
in the 'savior' pose.

Confused, Ember turns to a theater patron.

EMBER
What the hell is that?


EXT. ASGARD – ROYAL TERRACE – PATIO – MOMENTS LATER

GARBLE falls into frame, GASPING FOR BREATH… although it's
not Garble. This is ACTOR GARBLE and we're watching a STAGE PLAY.

In the background, a single musician plays the haunting score
from EMBER: THE DARK WORLD on a pan flute.

Suddenly, ACTRESS EMBER leans into shot, holding Actor Garble.

ACTOR GARBLE
Oh, sister. This is it. I take
my leave.

ACTRESS EMBER
You fool, you didn't listen!

ACTOR GARBLE
I'm sorry.

ACTRESS EMBER
Harrow! Get help!

"Harrow" awkwardly runs off. The "Warriors Three" watch sadly. A
small choir JOINS IN as the music builds to a CRESCENDO.

ACTRESS HARROW
Somebody help!

In the middle of the audience we reveal TORCH, sitting upon a
chaise lounge, sipping wine and thoroughly enjoying the show.
Unseen, Ember arrives behind the audience and watches.

ACTOR GARBLE
Sorry for all I've done.

ACTRESS EMBER
It's all right. Hold on.

ACTOR GARBLE
I'm sorry I tried to rule Equestria.

ACTRESS EMBER
They'd be lucky to have you.

ACTOR GARBLE
I'm sorry about that thing with the
Tesseract. I just couldn't help
myself.

ACTRESS EMBER
I know.

ACTOR GARBLE
I'm a trickster.

ACTRESS EMBER
So mischievous.

ACTOR GARBLE
Sorry about that time I turned you
into a frog.

ACTRESS EMBER
It was a wonderful joke.

TORCH
(to no-one in particular:)
'Twas indeed hilarious.

ACTRESS EMBER
You are the savior of Asgard.

ACTOR GARBLE
Tell my story.

ACTRESS EMBER
I will.

ACTOR GARBLE
Build a statue for me.

ACTRESS EMBER
We will build a big statue for you.

ACTOR GARBLE
With my helmet on, with the big
bendy horns.

ACTRESS EMBER
I will tell Father what you did
here today.

Torch mouths Actor Garble's final line along with him.

TORCH/ACTOR GARBLE
I didn't do it for him.

Actor Garble then "dies".

ACTRESS EMBER
NO!

The brothers freeze in a TABLEAU as ACTOR TORCH steps forward.

ACTOR TORCH
And so Garble died of his wounds,
giving his life for ours. He
fought back those disgusting dark
elves. He brought peace to the
realm.

He takes a 4-YEARS-OLD DRAGON, PAINTED BLUE, into his arms.

ACTOR TORCH (CONT'D)
Garble, my boy…`Twas many moons ago
I found you on a frost-bitten
battlefield.

Ember watches, incredulous. She then notices that a female dragon next
to her is openly SOBBING at the play.

ACTOR TORCH (CONT'D)
On that day, I did not yet see in
you Asgard's savior. No. You were
merely a little blue baby icicle…
that melted this old fool's heart.

The crowd erupts in rapturous applause. The players bow. Torch
stands up, leading the crowd in this STANDING OVATION.

TORCH
Bravo! Bravo! Well done. Bravo!

EMBER
Father…

Torch sees Ember taking a knee. Curses under his breath:

TORCH
Oh, shit!
(then, announcing:)
My daughter, Ember, has returned!
Greetings, my girl.

Torch goes through a weird internal transformation. His
fluidity is replaced by a rigid and regal posture. He bats
away his maiden and turns to Ember, who stands up.

EMBER
It's an interesting play. What's
it called?

TORCH
The Tragedy of Garble of Asgard. The
people wanted to commemorate him.

EMBER
Indeed they should.
(provoking:)
I like that statue. A lot better
looking than he was when he was
alive, though. A little less…
weasely… Less greasy maybe.

Torch sours, masking his agitation. Ember holds up the skull.

EMBER (CONT'D)
You know what this is?

TORCH (ADR)
The skull of Surtr? That's a
formidable weapon.

Ember approaches an E-Guard and claws it over.

EMBER
Do me a favor. Lock this in a
vault so it doesn't turn into a
giant monster and destroy the whole
kingdom.

TORCH
So it's back to Equestria for you, is
it?

Ember starts Yo-Yoing Mjölnir, turns back to Torch.

EMBER
Nope. I've been having this
reocurring dream lately. Every night,
I see Asgard fall into ruins…

TORCH
That's just a silly dream… Signs
of an overactive imagination.

EMBER
Possibly… but then I decide to go
out there and investigate. And
what do I find? The Nine Realms
completely in chaos. Enemies of
Asgard assembling, plotting our
demise. All while you, Torch, the
protector of those Nine Realms, are
sitting here in your bathrobe,
eating grapes.

TORCH
Well, it is best to respect our
neighbors' freedom.

EMBER
Of course, the freedom to be
massacred.

TORCH
Yes, besides, I have been rather
busy myself.

EMBER
Watching theatre.

TORCH
Board meetings, and security
council meetings…

EMBER
You really going to make me do it?

TORCH
Do what?

Ember SPINS Mjölnir and then HURLS it off into the distance,
GRABS Torch by the back of the neck.

Torch's royal attendants GASP in shock. The Einherjar
bodyguards rush Ember, but she KICKS them away.

EMBER
You know that nothing will stop
Mjölnir as it returns to my claw.

Mjölnir stops mid-air and starts ROCKETING BACK.

EMBER (CONT'D)
Not even your face.

TORCH
You've gone quite mad. You'll be
executed for this!

Mjölnir approaches at a terrifying speed as Torch struggles.

EMBER
Then I'll see you on the other
side… brother.

The jig is up. A shimmering illusion dissipates, revealing…

GARBLE
Alright, I yield!

Ember DROPS Garble to the ground and catches Mjölnir. Garble
looks to Ember, hands up defensively. Puff arrives on the
scene, a little late to warn Garble.

PUFF
Behold! Ember… Torch's daughter!

GARBLE
No! You had one job! Just the one.

EMBER
Where's Torch?

GARBLE
You just couldn't stay away, could
you? Everything was fine without
you. Asgard was prospering
(gestures to the crowd)
You've ruined everything. Ask
them.

Those who aren't freaked out are becoming gradually angrier.

Ember advances on Garble, who backs up onto the chaise lounge.

EMBER
Where's father? Did you kill him?

GARBLE
You had what you wanted, you had
the independence you asked for!

Ember PRESSES Mjölnir onto Garble's chest.

GARBLE (CONT'D)
Ow-ow-ow! Alright! I know exactly
where he is.


EXT. SHADY ACRES NURSING HOME – MANEHATTAN – DAY

A NURSING HOME sign on a brick wall. Suddenly the wall
crumbles out of shot, revealing a demolition site.

Reveal Ember and Garble wearing strange clothes. Ember carries an
umbrella, Garble is dressed in a weird top hat and an avant-garde
tie.

GARBLE
I swear, I left him right here.

EMBER
Right here on the sidewalk? Or
right there, where the building
that's being demolished? Great
planning.

GARBLE
How was I supposed to know? Can't
see into the future. I'm not a
witch.

EMBER
Then why do you dress like one?

GARBLE
Hey!

EMBER
I can't believe you're alive. I saw
you die. I mourned you, I cried for
you.

GARBLE
I'm honored.

Suddenly, TWO COLLEGE MARES appear behind their backs.
They are whispering.

COLLEGE MARE 2
Ask her.

COLLEGE MARE 1
Hi. Would you mind taking a picture
with us?

EMBER
Sure.
(to Garble:)
Start figuring out where he is.

They take the picture.

COLLEGE MARE 1
Oh, my gosh!

COLLEGE MARE 2
Sorry to hear that June dumped you.

The two mares leave while they look at picture with happiness.

EMBER
He didn't dump me, you know. I
dumped him… It was a mutual
dumping.

Ember notices something going on around Garble.

EMBER (CONT'D)
What's this, what are you doing!?

Garble looks down to see that the sidewalk has started to GLOW
BENEATH HIM! A circle of ancient symbols.

GARBLE
This… isn't me.

WHOOMPF!

Garble DROPS out of sight, vanishing through solid
concrete! Ember sees a CARD on the sidewalk where Garble was.

Ember pokes the business card.

EMBER
Garble?

She picks up the card. It reads…

"177-A Bleecker Street"

Ember picks up the card and…

WHOOSH!


EXT. SANCTUM SANTORUM – DAY

Ember approaches 177A Bleecker Street.

She looks certainly confused, but seeing the door
to her forehead, she decides to put aside her worries
for the moment.

She knocks ONCE, TWICE, and then…

WHOOSH!


INT. SANCTUM SANCTORUM – UPSTAIRS PARLOR – CONTINUOUS

Ember is suddenly inside Moondancer's lair!

MOONDANCER (O.S.)
Ember, Torch's daughter.

From a dark corner we glimpse a shape… MOONDANCER.
A female unicorn pony with a broken horn and several scars on
her hooves. Levitating, she drifts towards Ember.

MOONDANCER (CONT'D)
Goddess of Thunder.

Ember holds up the ratty umbrella, ready to defend herself.

MOONDANCER (CONT'D)
You can put down the umbrella.

Ember gives Moondancer a sideways look, but then hangs her umbrella
on one of the racks in the place. When she looks back
up, the environment is furnished.

EMBER
So… Equestria has ancient wizards now?

MOONDANCER
The preferred term is "Master of
the Mystic Arts."

EMBER
Alright wizardess, who are you? Why
should I care?

MOONDANCER
My name is Moondancer
and I have some questions for you.
Take a seat.

Ember and Moondancer are now sitting in high-backed chairs.

MOONDANCER (CONT'D)
Tea?

Ember now has a cup of tea in her claw.

EMBER
I don't drink tea.

MOONDANCER
What do you drink?

EMBER
Not tea.

Ember now has a stein of beer in her claw. She drinks it
throughout the scene, but it always stays full.

MOONDANCER
So I keep a watch list of
individuals and beings from other
realms that may be a threat to this
kingdom. Your adopted brother, Garble,
is one of these beings.

EMBER
He's a worthy inclusion.

MOONDANCER
Then why bring him here?

EMBER
We're looking for my father.

MOONDANCER
So. If you were to tell you where
Torch was, all parties concerned
would promptly return to Asgard?

EMBER
Promptly.

MOONDANCER
Great. Then I'll help you.

EMBER
If you knew where he was, why
didn't you call me?

MOONDANCER
I have to tell you, he was adamant
that he not be disturbed. Your
father said he had chosen to remain
in exile.
(beat:)
And you don't have a phone.

EMBER
No, I don't have a phone, but you
could have sent an electronic
letter. It's called an email.

MOONDANCER
Yeah, do you have a computer?

EMBER
No. What for?
(beat:)
Anyway, my father is no longer in
exile. So if you could tell me
where he is, I can take him home.

MOONDANCER
Gladly. He's in Norhay.

Moondancer stands up and suddenly they are standing by a book-
case. Moondancer takes down an ancient book, flips through it.

MOONDANCER
I'm just seeing whether this
incantation requires any Asgardian
modifications.

Ember reaches out to the bookcase to steady herself.

MOONDANCER (CONT'D)
Nope.

Suddenly they are both across the room at Moondancer's work
station. Because Ember was touching the bookcase, she has
magically brought it across the room as well.

MOONDANCER (CONT'D)
Oh, we don't need that.

Suddenly Ember is back across the room. Books fall off the
shelf and Ember's beer spills.

She is queasy and unsteady from the teleporting.

EMBER
Will you stop doing that?

MOONDANCER
I need just one of your
scales.

EMBER
Let me explain something, my scales
is not to be meddled wi…!

Moondancer is behind Ember, she plucks a scale.

Moondancer extends the scale, infuses it with magic, does a few
gestures that create a BRIGHT LIGHT and suddenly…


INT. SANCTUM SANCTORUM – FRONT STAIRCASE – CONTINUOUS

Bottom of the stairs. Moondancer is standing. Ember is rolling
down the stairs. A magic portal leading into a peaceful
meadow has opened beside Moondancer.

EMBER
We could have just walked.

MOONDANCER
(re: the portal)
He's waiting for you.

EMBER
All right.

MOONDANCER
Don't forget your umbrella.

EMBER
Yes.

Ember extends her arm and holds out her claw. Crashing noises
are heard. Lots of crashing noises.

EMBER (CONT'D)
Sorry.

Finally the umbrella flies into her claw.

EMBER (CONT'D)
I suppose I'll need my brother
back.

MOONDANCER
Yeah, right.

Suddenly we hear SCREAMING.

From above, GARBLE drops out of a portal. He LANDS HARD on the
floor and then STAGGERS to his legs. On edge, confused.

GARBLE
… I have been falling… for thirty
minutes!

MOONDANCER
(to Ember:)
You can handle him from here.

EMBER
Yeah, of course.
(they shake hoof and claw:)
Thank you very much for your help.

MOONDANCER
Good luck.

GARBLE
Handle me? Who are you?

EMBER
Garble…

Garble DRAWS a dagger, ready to attack Moondancer.

GARBLE
… you think you're some kind of
sorceress? Don't think for one
minute, you second-rate…

MOONDANCER
Bye-bye.

Moondancer GESTURES with both hooves and…

WHOOSH!

PULLS the magic portal over them.

Just like that, Ember and Garble are gone.


EXT. CLIFFS – DAY

Beautiful, undisturbed nature. We hear the ocean nearby.

GARBLE lands on the ground, portal closes behind them.

EMBER
Father?

A lone figure stands at the other side of the meadow at the
cliff's edge, waves CRASHING below.

It is TORCH. He's dressed plainly in humble pony clothes.
The dragons approach him quickly.

TORCH
Look at this place.

(he looks the immense ocean:)
It's beautiful.

EMBER
Father, it's us.

TORCH
My children. I've been waiting for
you.

Garble is surprised to hear Torch call him his son.

EMBER
I know. We've come to take you
home.

TORCH
Home, yes. Your mother, she calls
me. Do you hear it?

Ember fires a look at Garble, who holds up his claws in defense.

EMBER
Garble, lift your magic.

Torch turns to Garble, who stiffens. But Torch smiles.

TORCH
Took me quite a while to break free
from your spell. Bonfire would have
been proud.

Garble is moved by this gesture. He looks over to see Ember
staring at him, anger building.

Torch puts a claw on Ember's shoulder, calming her.

TORCH (CONT'D)
Come and sit with me. I don't have
much time.

Torch sits, out of breath, weak. His children sit beside him.

EMBER
I know that we failed you, but we
can make this right.

TORCH
I failed you.
(beat:)
It is upon us… Ragnarök.

EMBER
No, I've stopped the Ragnarök. I put
an end to Surtr.

TORCH
No. It has already begun. She's
coming…

Ember and Garble look at each other confused.

TORCH (CONT'D)
My life was all that held
her back, but my time has come. I
cannot keep her away any longer.

EMBER
Father, who are you talking about?

TORCH
The Goddess of Death, Devour. My
first born.
(faces Ember:)
Your sister.

That hits Ember hard. Garble can't believe what he's hearing.

EMBER
… what?

TORCH
Her violent appetites grew beyond
my control. I couldn't stop her,
so I imprisoned her. Locked her
away. She draws her strength from
Asgard… and once she gets there,
her powers will be limitless.

EMBER
Whatever she is, we can stop her.
We can face her together.

TORCH
(takes Ember's claw:)
No we won't. I'm on a different
path now. This you must face
alone.

Torch looks into Ember's eyes, struggling to breathe.

TORCH (CONT'D)
I love you my children.

For the briefest of instances, father and children share a quiet
moment together. Tears well in Ember's eyes.

TORCH (CONT'D)
Look at that.

Ethereal sun-rays stream down upon the ocean.

TORCH (CONT'D)
Remember this place. Home.

A warm glow washes over Ember's face and he turns to see that…

TORCH IS DISSIPATING INTO STARDUST. THE ALLFATHER HAS DIED.

A moment as the siblings separately mourn for Torch.

The sky above DARKENS and THE WIND PICKS UP.

Ember stands and turns toward Garble, her eyes burning with
rage. Garble takes a step back.

GARBLE
Sister…

Ember faces Garble. Electricity CRACKLES at Ember's claws.

EMBER
This was your fault.

CRACK! Behind them a black portal SPLITS OPEN!

Ember SLAMS DOWN her umbrella, transforming into her Asgardian
armor (with Mjölnir). Garble changes into his armor as well.

A piercing scream cuts the air as a figure is hurtled out of
the portal, crashing out of this dimensional rift is DEVOUR.

Devour takes a second to consider her surroundings. Then…

DEVOUR
So he's gone?
(beat:)
That's a shame. I would've liked
to have seen that.

A tense moment as they stare each other down.

EMBER
You must be Devour. I'm Ember, Daughter of
Torch.

DEVOUR
Really, you don't look like him.

GARBLE
Perhaps we can reach an
arrangement.

DEVOUR
You sound like him.

Garble shifts nervously. Ember's grip tightens on Mjölnir.

DEVOUR (CONT'D)
Kneel.

GARBLE
Beg your pardon?

Devour MANIFESTS a pitch black blade.

DEVOUR
Kneel… before your new Lord.

EMBER
I don't think so.

Ember winds up and HURLS Mjölnir at Devour…

THUD!

The mighty hammer comes to a cold stop, against
Devour's claw.

Ember is shocked. She stretches out her own claw, trying to call
Mjölnir back to her.

The hammer trembles in Devour's claw, like a mini game of tug-o-
war. But ultimately Devour keeps possession.

EMBER (CONT'D)
It's not possible.

DEVOUR
Oh, princess… You have no idea what's
possible.

CRACK!

DEVOUR SHATTERS EMBER'S HAMMER!

The blast of Mjölnir's destruction sends a wave of energy
through Ember and Garble, who brace themselves against the
impact.

Ember is stupefied. In shock. She looks up to see Devour is
running her claws back over her head to create the terrifying
battle headdress.

Garble's reaction is more panic. He stands and calls up…

GARBLE
Bring us back!

EMBER
No!

Devour CHARGES Ember and Garble as…

WHOOSH!

The Bilröst envelopes all of them…


INT. BILRÖST – CONTINUOUS

Ember and Garble ZOOM UPWARDS, held inside this celestial beam
warping them towards Asgard. Garble and Ember look down to
see…

Devour is in the Bilröst, behind them and CATCHING UP.

Garble turns and throws TWO DAGGERS at her. They find their
mark, stalling her for a second. But she PLOWS RIGHT THROUGH
Garble, KNOCKING HIM OUT OF THE BILRÖST.

Gone in an instant…

EMBER
Garble!

Devour projects a jet black grappling hook and GRABS HOLD of
Ember. Drawing her to her, preparing to finish her off. Ember
pulls up her legs, and KICKS Devour with both of them. This
effectively dislodges her from her grasp but also…

… KNOCKS EMBER OUT OF THE BILRÖST!

Now both, she and Garble are
gone. If they aren't dead, only Celestia knows where they went.


INT. THE OBSERVATORY – CONTINUOUS

CLUMP has a grip on Shake's sword, manning Bilröst's
controls. Behind him, FUME is overseeing Puff, who is
mopping up the dragon guts.

BOOM!

Devour emerges with thunderous impact. Fume and
Clump draw their weapons, preparing to engage.

CLUMP
Who are you!? What have you done
with Ember?

Devour fires TWO BLACK DAGGERS, each one dropping its target to
the ground. Devour then walks forward and…

DEVOUR
I'm Devour.

… BRUTALLY KILLS FUME AND CLUMP!

Devour sees Puff. Approaches calmly, a vision of death.

With Devour only a few feet from him, Puff cowers. Pause.

PUFF
I'm just a janitor.

Puff ever-so-slightly peers up at her.

DEVOUR
You look like a smart boy with good
survival instincts. How would you
like a job?

Devour looks out upon Asgard as Puff rises behind her.


EXT. ASGARD – THE MOUNTAINS – SAME

A mysterious HOODED FIGURE watches Devour's arrival at the
Observatory and begins a steady descent towards the city.


EXT. SAKAAR – THE WASTELAND SHORE – DAY

SUPER WIDE. A sky full of WORMHOLES. Ember, only a spec at
this distance, SHOOTS out of one of these wormholes. She HITS
the surface, causing a CLOUD of dust.

Find Ember on her back surrounded by strange colorful space
wreckage. Looking up, Ember sees a large metal object falling
from a different wormhole! She rolls out of the way.

THUD!

Ember runs up a dune to get away from the shower of debris.

Ember reaches the top of the dune and finds herself looking
down on A BEACH in a strange WASTELAND. Camera scans a filthy
dune littered with SPACE JUNK.

Out across the OCEAN she notices A NIGHTMARE WORMHOLE. A
giant open cylinder of whirling smoke and lightning storms.

A loud noise draws Ember's attention to a HUGE RECTANGULAR
"SCRAPPER" SHIP hauling a crashed SPACE VESSEL out of the
water. Beneath the ship are various SCRAPPERS, masked
humanoids. The ship is BLASTING WEIRD ALIEN MUSIC.

A scrapper notices Ember, then signals to his crew.

LEAD SCRAPPER
Are you a fighter or are you food?

EMBER
I'm just passing through.

LEAD SCRAPPER
It is food. On your knees.

Ember reaches out to summon Mjölnir. A reflex. Nothing.

The LEAD SCRAPPER levels a MAGNO-RIFLE at Ember and…

WHAP!

Asolid metal projectile KNOCKS Ember flat on his back. More
scrappers attack, throwing nets and firing more projectiles.
Ember tries to swat them away but they keep coming. The rest
of the scrappers move in with iron bats and clubs.

WHOOSH!

A second ship arrives, landing nearby. It's cool,
sleek, and dangerous, deserving of its name: "WARSONG". It is
also BLASTING DIFFERENT WEIRD ALIEN MUSIC.

The FRONT of Warsong FLIPS OPEN and a GANGPLANK extends down
to the ground. The scrappers stop and stare as we TRACK IN to
a HERO REVEAL of SCRAPPER #142 (S142 for short). A beautiful
and ruthless asskicker.

S142 lifts a half-empty bottle to her lips and CHUGS it. She
finishes the bottle and smashes it on the side of her ship.

SCRAPPER #142
She is MINE.

She walks down the gangplank… before veering off course and
FALLING straight off into a pile of TRASH. She's PLASTERED.

The scrappers shrug and start hauling Ember away.

SCRAPPER #142 (CONT'D)
Wait!

S142 staggers to her feet, takes a deep breath. She holds on
to a piece of junk as support, some dead beast. Ember
continues to struggle with his captors, tangled in nets.

SCRAPPER #142 (CONT'D)
Wait! She's mine. So if you want
her, you go through me.

The Scrappers start brandishing their weapons.

SCRAPPER
But we've already got her.

S142 CLANGS her metal gauntlets together which activate.

SCRAPPER #142
Alright then I guess I go through
you.

LEAD SCRAPPER
More food.

She holds out her fists as if she's operating machinery…

…Warsong WHIRS to life. S142 clenches her fists and we hear
a horrible SCREECHING NOISE as Warsong OPENS FIRE.

She sweeps her arms out in an arc, the spray of gunfire
lasting THREE SECONDS. She bangs her fists again, sending the
ship into IDLE MODE. The scrappers are now little more than
tiny pieces of litter covering the beach.

Ember is fixated on this beautiful murderer approaching. One
final HUGE scrapper comes at her with a bat. S142 casually
GRABS this scrapper and HURLS him up into the air behind her.

EMBER
Thank you.

From her belt S142 FLICKS a small glowing disc which LODGES
into Ember's NECK. Far in the background, the scrapper she
threw finally HITS the ground with a loud THUD.

She holds up a fob device and presses the button. The disc
blinks and Ember is filled with the pain of a thousand
screaming squirrels. She hits the ground, stunned.

S142 DRAGS Ember towards her ship.


INT. WARSONG SHIP – DAY

Ember's face SMUSHED up against glass. Her eyes are open.

Ember's POV - THE CAPITAL - an eclectic city composed of
salvaged items from all over the universe.

Ember is lying in a sort of small GLASS HOLDING CELL beneath
Warsong's COCKPIT. She looks up to see S142 piloting the ship.

Ember's eyes lock in on her belt, specifically the fob device
she used to activate the Obedience Disk and debilitate her.

SCRAPPER #142
This is 'Scrapper #142'. I need
clearance and an audience with the
boss.

(looks Ember:)

I've got something special.

EMBER
Hey! Where are you taking me?

S142 ignores him, takes a swig from the bottle, and then
nonchalantly UNCLIPS the fob from her belt.

EMBER (CONT'D)
Answer me! Hey! I am Ember, daughter of
Torch. I need to get back to
Asgard.

SCRAPPER #142
Many apologies, your majesty.

S142 ZAPS her and guides her ship towards a COLOSSAL TOWER.


EXT. OUTSKIRTS OF ASGARD – DAY

CLOSE ON.

Devour, headdress retracted, hair down, her beautiful
face fully visible. We do not see who she is talking to.

DEVOUR
It's come to my attention that you
don't know who I am.

REVEAL THE ARMIES OF ASGARD FACING DOWN DEVOUR.

MULTIPLE BATTLESHIPS SURROUND HER, WHILE HUNDREDS OF
DRAGONS ARMED TO THE TEETH OBSERVES HER INTENTLY.

HEAVEN AND EARTH LOOK AT HER WITH SUSPICIOUS EYES…

Standing in front is VEX, sword and shield out.

DEVOUR (CONT'D)
I am Devour, Torch's first born,
Commander of the legions of Asgard,
the rightful heir to the throne,
and the Goddess of Death.
(pause for effect:)
My father is dead. As are the
princes. You're welcome.
(then:)
We were once the seat of absolute
power in the Cosmos. Our supremacy
was unchallenged, yet Torch stopped
at Nine Realms. Our destiny is to
rule over all others. And I am
here to restore that power. Kneel
before me… and rise into the ranks
of my great conquest.

THE E-GUARDS GET INTO ATTACK FORMATION. THE BATTLESHIPS
BEGIN TO HAVE HER IN THEIR SIGHT.

THE GIANT WINGED DRAGONS READY THEIR FLARES AND THE
TERRESTRIAL THEIR CLAWS.

VEX
Whoever you are… whatever you've
done… surrender now! Or we will

show you know mercy.

DEVOUR
(offended:)
Whoever I am?!
Did you listen to a
word I said?!

VEX
This is your last warning!

DEVOUR
… I thought you'd be happy to see me.

Devour forms her headdress of horns semicircles.

DEVOUR (CONT'D)
Fine.

The Asgardian archers LOOSE DOZENS OF ARROWS, but…

… Devour advances confidently, DESTROYS the SHIPS and SOARS INTO
THE EINHERJAR! In a symphony of spectacular terror, Devour
proceeds to DECIMATE the entire regiment.

A tornado of carnage, a legendary massacre.


EXT. BELOW THE OBSIDIAN BRIDGE – SAME

While Devour slaughters up above, we tilt up from a boat,
moored at the base of the Observatory, to see the mysterious
figure from earlier is now SCALING the rocks towards the top.


INT. THE OBSERVATORY – CONTINUOUS

Now silhouetted in the entrance way, the figure scans the
Observatory. His gaze falls on Bilröst's controls.
Specifically Shakes's sword.


EXT. OUTSKIRTS OF ASGARD – CONTINUOUS

It's eerily quiet. CLOSE on Devour scanning the battlefield.
100+ slain Einherjar at her feet.

ANGLE on Puff as he steps forward. Awe, admiration, fear…

DEVOUR
Oh, I've missed this. Still, it's
a shame. Good soldiers dying for
nothing… all because they couldn't
see the future. Sad…
(then she sees:)
Oh! Look, still alive.

Reveal Vex, severely injured but staggering to his feet,
resilient.

DEVOUR (CONT'D)
Change of heart?

Vex draws a dagger as a last ditch attack.

VEX
Go back to whatever cave you crept
out of you evil demoness!

Devour IMPALES Vex on a spike. She turns to Puff.

DEVOUR
Let's go see my palace.

Puff stares at Vex before following Devour towards the
palace.


INT. DARK TUNNEL – DAY

EMBER, strapped to the chair, suddenly finds herself slowly
moving forward. After a beat…

… the walls LIGHT UP and a SOOTHING VOICE speaks to him.

SOOTHING VOICE (V.O.)
Fear not, for you are found. You
are home, and there is no going
back. No one leaves this place.

Ember STRUGGLES against her restraints.

SOOTHING VOICE (V.O.)
But what is this place? The answer,
in SAKAAR.

The tunnel walls show images of Sakaar's place in the cosmos.

SOOTHING VOICE (V.O.)
Surrounded by cosmic gateways,
Sakaar lives on the edge of the
known and unknown.

Images of the wormholes that cover Sakaar's atmosphere.

SOOTHING VOICE (V.O.)
It is the collection point for all
lost and unloved things. Like you.
But here on Sakaar, you are
significant. You are valuable.
Here, you are loved.

EMBER
What… the… hell?

SOOTHING VOICE (V.O.)
And no one loves you more than the
Grandmaster.

Images of the Grandmaster, in silhouette, arriving on Sakaar.

SOOTHING VOICE (V.O.)
He is the original. The first
lost, and the first found. The
creator of Sakaar and the father of
the Contest of Champions.

Images of the arena where aliens battle to the death.

SOOTHING VOICE (V.O.)
Where once you were nothing, now
you are something. You are the
property of the Grandmaster.
(then:)
Congratulations! You will meet the
Grandmaster in five seconds.

Images around the tunnel begin speeding up.

Chaos, violence, and confusion mixed in with
Grandmaster's face.

Ember, already bewildered, looks on the verge of panic.

SOOTHING VOICE (V.O.)
Prepare yourself. Prepare
yourself. You are now meeting the
Grandmaster.

Ember SCREAMS!


INT. GRANDMASTER'S CHAMBERS – CONTINUOUS

Suddenly Ember is somewhere else, surrounded weirdos and
insanely dressed palace guards.

Her scream dies down self-consciously.

A musical beat PLAYS in the background.

THE GRANDMASTER, a tall mysterious earth pony in golden robes. He is
looking right at us. He doesn't know what to make of us. He's
curious, thrilled, revolted, and titillated.

Pulling back we see TOPAZ, his trusty guard, at his side. Two
GOLDEN MARES loiter off to the side. Other strange guests
can be seen in the background. Grandmaster just stares.

S142 stands beside Grandmaster. Finally…

GRANDMASTER
She's wonderful.
(then:)
It is a she?

Reveal S142 standing beside Ember.

SCRAPPER #142
It's a she.

GRANDMASTER
Yeah. I love when you come to visit
142, you bring me the best stuff.
(to Topaz:)
Whenever we get to talking, Topaz,
about Scrapper #142… what do I
always say? "She is the…" and it
starts with a B.

TOPAZ
Trash.

GRANDMASTER
No, not trash. Were you waiting
just to call her that? It doesn't
start with a "B."

TOPAZ
Booze hag.

GRANDMASTER
I'm so sorry. No, "best". I was
thinking about "best".
(to S142:)
Because I always say you're the
best. She brought me my precious
beloved Champion, you know.

TOPAZ
You say that every time she's here.

GRANDMASTER
What have you brought today? Tell
me.

SCRAPPER #142
A contender.

EMBER
A what?

GRANDMASTER
I need to go closer. I want a
closer look at this. Can you take
us closer? Thank you.

Grandmaster advances on Ember. Examining him closely and
strangely. Then…

GRANDMASTER (CONT'D)
Pay this filly.

EMBER
Just wait a damn minute… I'm not
for sale!

Using all his might, Ember breaks out of his shackles, but…

… S142 ZAPS her again. Paralyzed by superheated veins.

GRANDMASTER
Horse. She is a fighter.

SCRAPPER #142
I'd take 10 million.

TOPAZ
Tell her she's dreaming.

GRANDMASTER
For heaven's sake, transfer the
units.

Topaz transfers S142 the units. Without sympathy or ceremony,
S142 exits.

EMBER
(still tensed:)
You'll pay for this!

SCRAPPER #142
No, I got paid for this.

Ember claws at the obedience disk, trying to RIP IT OUT.

She gets some separation from her skin, but the disk is
causing her even more pain. Ember eventually has to let go.
Grandmaster holds up HIS OWN fob device and uses it like a
wand to guide Ember's HOVER CHAIR, which follows Grandmaster
around as he speaks.

GRANDMASTER
Here's what I wanna know. Who are
you?

EMBER
I am the Goddess of THUNDER!

Ember THRUSTS her arms into the air but only a tiny bit of
static electricity POPS within Ember's claws.

GRANDMASTER
Wow. I didn't hear any thunder,
but out of your fingers, was that
like… sparkles?

TOPAZ
We located your cousin.

GRANDMASTER
Oh good!
(to Ember:)
Yeah, come on. I think you're gonna
like this.

Grandmaster moves Ember's chair to another section where…

… COUSIN CARROT is waiting. He's strapped to a chair like
Ember, and he is terrified.

GRANDMASTER (CONT'D)
There he is. Hey, Cuz. We almost
couldn't find you. What, have you
been hiding?

Cousin Carrot looks at Ember, cowering in fear.

EMBER
Hi.

Carrot only further weeps.

GRANDMASTER
So…

COUSIN CARROT
Please. I'm sorry.

GRANDMASTER
Carrot… I pardon you.

COUSIN CARROT
Oh, thank you! Thank you…

GRANDMASTER
You're officially pardoned… from this
life.

Grandmaster casually takes Topaz's Sakaarian Guard staff and
JABS it into his cousin's mid-section…

… CAUSING ALL OF HIS FLESH TO MELT OFF HIS SKELETON!

Carrot SHRIEKS IN PAIN before his vocal cords melt. Ember
looks on, in shock.

EMBER
Oh, my gosh!

Liquid Carrot spreads towards Grandmaster.

GRANDMASTER
I'm stepping in it. I'm stepping
in it. Look out!

EMBER
(repulsed:)
Oh, the smell.

GRANDMASTER
What does it smell like?

TOPAZ
Burnt toast.

GRANDMASTER
What happened to my manners? I
haven't properly introduced myself.
Come on. Follow me.

Grandmaster gives Topaz back her staff.

Grandmaster and Ember arrive at a space where A GROUP OF
MUSICIANS PLAY STRANGE INSTRUMENTS (the source of the music
thus far). Grandmaster joins them, still speaking to Ember.

Grandmaster begins PLAYING a strange piano-like contraption,
riffing a melody over the existing music.

GRANDMASTER (CONT'D)
My name is Grandmaster. I preside
over a little harlequinade called
the Contest of Champions. People
come from far and wide to
unwillingly participate in it. And
you, my friend, might just be part
of the new cast. What do you say
to that?

EMBER
We're not friends, and I don't give
a shit about your games! I'm going
back to Asgard!

GRANDMASTER
(amused:)
Ass-gard?
(then:)
One, two, three, four.

Grandmaster really gets into his PLAYING. Grandmaster's
guards and VIP guests start MOVING TO THE MUSIC.

Ember takes a moment to look around at this bizarre spectacle
unfolding around her. In doing so, she zeroes in on one
particular group of VIPS, specifically…

… GARBLE! He's lounging and dressed in Sakaarian garb.

GARBLE
There was a wormhole in space and
time beneath me. At that moment, I
let go…

EMBER
Garble!? Garble! Over here!

Garble notices Ember. Blanches a little. Sidles closer so as
to speak to Ember without looking like he's speaking to Ember.

GARBLE
Excuse me one second.

EMBER
Garble!

Garble hustles over to Ember, SHUSHING her.

GARBLE
What? You're alive?

EMBER
Yes, of course I'm alive.

GARBLE
What are you doing here?

EMBER
What do you mean, what am I doing?
I'm stuck in this stupid chair.
Where's your chair?

GARBLE
I didn't get a chair.

EMBER
Get me out of this one.

GARBLE
I can't.

EMBER
What?

GARBLE
I've made friends with this pony.
He's called the Grandmaster.

EMBER
Oh, he's crazy!

GARBLE
I've gained his favor… The Bilröst
brought me out here weeks ago.

EMBER
Weeks ago? I just got here.

Suddenly Grandmaster is right next to them.

GRANDMASTER
What are you whispering about?

Both Ember and Garble react, startled.

GRANDMASTER (CONT'D)
Time works real different around
these parts. On any other world, I'd be like,
millions of years old. But here on
Sakaar…

Grandmaster beholds himself. Then turns to Garble. A truly
uncomfortable silence.

GRANDMASTER (CONT'D)
In any case, you know this… You
call yourself Princess of Thunder?

EMBER
Goddess of Thunder. Tell him.

GARBLE
I've never met this dragon in my life.

EMBER
He's my brother.

GARBLE
Adopted.

GRANDMASTER
Is she any kind of a fighter?

Garble shrugs, gives the universal gesture for "so-so."

EMBER
You take this thing out of my neck
and I'll show you.

GRANDMASTER
Now listen to that. She's
threatening me. Hey, Sparkles,
here's the deal. If you wanna get
back to Ass-place, Assberg…

EMBER
Asgard.

GRANDMASTER
Any contender who defeats my
champion, their freedom they shall
win.

EMBER
Fine. Then point me in the
direction of whoever's ass I have
to kick.

GRANDMASTER
That's what I call, a contender!
Direction would be this way, Princess.

EMBER
Garble!

Guards arrive. They haul Ember up and escort her out.


INT. THE ARENA – GLADIATOR CELLS – NIGHT

Ember is shoved into a spacious cell where other alien
prisoners are lurking in the back.

The thick cell door SLAMS SHUT behind Ember. Ember gets up and
immediately begins THROWING his shoulder into the door. The
door doesn't budge, not even a little.

Behind him, KORG, a hulking Kronan rock alien, speaks up.

KORG
Hey! Take it easy man!
(Ember looks back:)
Over here. The pile of rocks
waving at you. Yeah I'm actually a
thing, I'm a being. Allow me to
introduce myself, my name is Korg.
I'm kind of like the leader in
here. I'm made of rocks, as you
can see, but don't let that
intimidate you. You don't need to
be afraid unless you're made of
scissors.
(GIGGLES to himself:)
Just a little rock-paper-scissor
joke for you. This is my very good
friend over here, Miek. He's an
insect and has knives for hands.

MIEK, a slug alien inside a robot exoskeleton, says hello by
doing some karate moves.

EMBER
You're a kronan, aren't you?

KORG
That I am.

EMBER
How'd you end up in here?

KORG
Well, I tried to start a revolution
but didn't print enough pamphlets,
so hardly anyone turned up.
Except for my mom and her
boyfriend, who I hate. As
punishment, I was forced to be in
here and become a gladiator. Bit
of a promotional disaster.
(secretive:)
But I'm actually organizing another
revolution. I don't know if you'd
be interested in something like
that. Do you reckon you'd be
interested?

Ember tries to run ahead down the circle and loops back around
behind Korg.

EMBER
How did you…

KORG
Yeah, no. This whole thing is a
circle. But not a real circle,
more like a freaky circle.

EMBER
This doesn't make any sense.

KORG
No, nothing makes sense here. The
only thing that does make sense, is
that nothing makes sense.

EMBER
Has anyone here fought the
Grandmaster's Champion?

KORG
Doug has. Doug!
(realizes:)
Oh, right, Doug's dead. That's
right. Everyone who fights the
Grandmaster's champion perishes.

EMBER
What about you? You're made of
rocks.

KORG
Perishable rocks.
(a pebble FALLS OFF:)
There you go. Another one gone.
Yeah, no, I just do the smaller
fights, warm up the crowd and
whatnot. Wait. You're not gonna
face him, are you?

EMBER
Yes, I am. Fight him, win, and get
the hell out of this place.

KORG
That's exactly what Doug used to
say. See you later, new Doug.

Korg walks away and approaches Miek.


EXT. ASGARD – STREETS – SUNSET

The streets of Asgard are cold and silent, save for the
occasional distant sounds and screams of a city under siege.


INT. THRONE ROOM – CONTINUOUS

Moving down the throne room corridor we see…

…SEVERAL DEAD EINHERJAR GUARDS.

One guy is still alive, desperately trying to crawl away…

SHLNK!

A black blade finishes him off.

Reveal DEVOUR and PUFF looking down at the carnage.

Devour directs her attention to FRESCOS ON THE CEILING. Like
the Sistine Chapel, except these depict Asgard's shining
influence on the Nine Realms. Bountiful harvests, shepherds
with full flocks, common folk throwing parades for Asgard's
army, etc.

DEVOUR
Does no one remember me?
(awaiting an answer from nobody:)
Has no one been taught our history?
Look at these lies.
Goblets and garden parties?
Peace treaties?

Devour leads them towards the throne.

DEVOUR (CONT'D)
Torch… proud to have it… ashamed
of how he got it.

Devour FIRES SPIKES into the ceiling, RIPPING DOWN plaster.

Beneath the surface are older Frescos. These ones are far
more dark and sinister.

Soldiers in battle. Blood. A giant war dragonwolf. Young Torch
and young Devour. Slaves building the palace.

Puff is at least somewhat disturbed by this.

DEVOUR (CONT'D)
We were unstoppable. I was his
weapon in the conquest that built
Asgard's empire. One by one, the
realms became ours.

Devour turns from the murals to address Puff.

DEVOUR (CONT'D)
But then, simply because my
ambition outgrew his… he banished
me, caged me, locked me away like
an animal. Before that, Asgard's
warriors were honored, their bodies
buried as heroes beneath this very
place.

Devour beckons Puff to follow her.


INT. TORCH'S VAULT – CONTINUOUS

Devour enters the vault and descends the stairs towards the
magical items.

PUFF
Torch's treasures.

PUFF follows her. Devour walks towards the Infinity Gauntlet.

DEVOUR
Fake.

Devour KNOCKS the gauntlet off its pedestal.

DEVOUR (CONT'D)
Most of the treasures in here is fake.

Next: The Casket of Ancient Winter.

DEVOUR (CONT'D)
Or weak.

Next: Surtr's skull.

DEVOUR (CONT'D)
Smaller than I thought it would be.

Next: The Tesseract.

She hesitates.

DEVOUR (CONT'D)
That's not bad?
(notices:)
But this… The Eternal Flame.

THE ETERNAL FLAME flickers in its chalice.

Devour DIGS HER CLAW INTO THE ETERNAL FLAME. She pulls her
claw out now cupping GREEN FIRE, like a torch.

Devour approaches a large circular RUNE ETCHING on the floor.

Devour manifests a huge CLAW HAMMER. She SMASHES THROUGH THE
RUNES ON THE FLOOR, creating a gaping chasm.

She looks at Puff.

DEVOUR (CONT'D)
Want to see what true power looks
like?

Devour looks down into the darkness below.

With her claw aflame, Devour JUMPS down into the chasm!


INT. HIDDEN ASGARDIAN CATACOMBS – DAY

Devour LANDS like a bad ass.

Dust settles. The light of Devour's claw torch reveals a stone
crypt. An ornate burial place for the heroes of Old Asgard.

We can see countless rotted skeletons in badass ancient
Asgardian armor. Devour's regiment.

Among them, A MASSIVE DRAGONWOLF'S SKELETON. TERRIFYING AND
MONSTROUS, COLOSSAL CHAINS AROUND THE BONES OF ITS PAWS.

FENRIR.

Devour approaches Fenrir's skeleton.

DEVOUR
Fenrir. My darling, what have they
done to you?

She lifts her flaming claw above her head. She slams her claw
into the ground.

DEVOUR (CONT'D)
With the Eternal Flame, you are
reborn!

The fire spreads out, covering Fenrir and Devour's old army. As the
fire covers the skeletons, they SHUDDER TO LIFE.

DEVOUR (CONT'D)
I've missed you. I've missed you
all.

DEVOUR'S BUTCHERS, rise up before their commander.

ABOVE. Puff looks down, worried.

BELOW. A sinister light returns to Fenrir's eyes as he
stands proudly before his master, allowing her to pet the fur
of his terrifying face.


INT. THE ARENA – GLADIATOR CELLS – NIGHT

Ember sits against the wall. Quietly praying.

EMBER
Torch… I bid you take your place in
the halls of Elysium…
(then:)
Where the brave shall live forever.
Nor shall we mourn but rejoice…

EMBER (CONT'D)/GARBLE (O.S.)
… for those that have died the
glorious death.

Reveal Garble standing across the cell. Ember gives him a hard
look.

GARBLE (CONT'D)
It hurts, doesn't it? Being lied
to. Being told you're one thing and
then learning it's all a fiction.

Ember picks up some stones that have fallen from Korg's leg
and casually starts throwing them through Garble's illusion.

GARBLE (CONT'D)
You didn't think I'd really come
and see you, did you? This place
is disgusting.

Ember throws another stone through Garble.

GARBLE (CONT'D)
Does this mean you don't want my
help?

Ember throws another stone through Garble.

GARBLE (CONT'D)
Look, I couldn't jeopardize my
position with Grandmaster, it took
me time to win his trust. He's a
lunatic, but he can be amenable.

Ember throws another stone through Garble. Disinterested.

GARBLE (CONT'D)
What I'm telling you is, you could
join me at the Grandmaster's side.
Perhaps, in time, an accident
befalls the Grandmaster, and
then…

Garble gestures: "We take over".

Ember throws another stone through Garble. Bored.

GARBLE (CONT'D)
You're not seriously thinking of
going back, are you? Our sister
destroyed your hammer like a piece
of glass. She's stronger than both
of us. She's stronger than you.
You don't stand a chance. Do you
understand what I'm saying to you?

Ember just scowls.

GARBLE (CONT'D)
Fine. I guess I'll just have to go
it alone. Like I've always done.
(Ember smirks:)
Would you say something?

Now out of stones, Ember looks around the floor for more.

GARBLE (CONT'D)
Say something!

Ember finally looks right at Garble, speaks fast and curt:

EMBER
What would you like me to say? You
faked your own death, you stole the
throne, stripped Torch of his power,
stranded him on Earth…
(on Garble:)
… to die, releasing the Goddess of
Death.
(back to Ember:)
Have I said enough, or do you do
you want me to go further back than
the past two days?

Garble's eyes burn. Ember stares coldly at him. Garble tries to
compose himself.

GARBLE
You know, I haven't seen this
Beloved Champion he talks of, but
I've heard he's astonishingly
savage. I've placed a large wager
against you tomorrow. Don't let me
down.

Garble SHIMMERS, and his illusion vanishes. Korg runs in to
try to kick him.

KORG
Piss off, ghost!
(then:)
He's freaking gone.


INT. THE ARENA – RECEIVING AREA

Ember, Korg, and a gaggle of other prisoners/fighters have
been led from their cells to a PRE-FIGHT HOLDING AREA.

Korg and Ember are by the weapons rack.

KORG
Yuck! There's still someone's hair
and blood all over this. Guys, can
you clean up the weapons once you
finish your fight? Disgusting
slobs.
(then:)
Ember… wanna use a big wooden fork?

EMBER
No.

KORG
Yeah, not really useful unless
you're fighting off three vampires
that were huddled together.

EMBER
I really wish I had my hammer.

KORG
Hammer?

EMBER
Quite unique. It was made from
this special metal from the heart
of a dying star. And when I spun
it really, really fast it gave me
the ability to fly.

KORG
You rode a hammer?

EMBER
No, I didn't ride the hammer.

KORG
The hammer rode you on your back?

EMBER
No. I used to spin it really fast,
and it would pull me off the…

KORG
Oh, my gosh. The hammer pulled you
off?

EMBER
The ground. It would pull me off
the ground, up into the air, and I
would fly. Every time I threw it,
it would always come back to me.

KORG
Sounds like you had a pretty
special and intimate relationship
wiht this hammer and that losing it
was almost comparable to losing a
loved one.

EMBER
That's a nice way of putting it.

Ember spots S142 dealing at the bar. She's once again eyeing
the fob device clipped to her belt. Scowls.

SCRAPPER #142
… I said they're mine.

EMBER
See her, the one that put me in
here.

KORG
Yeah, Scrapper #142. She's strong.
And she drinks a lot.
Gotta watch out for those
Asgardians, dude. They are hard to
perish.

EMBER
Asgardian?

Ember breaks away from the line and runs to S142.

EMBER (CONT'D)
Hey! Hey!

S142 holds up the fob.

EMBER (CONT'D)
Do not zap me with that thing! I
just wanna talk… Asgard is in
danger.

Ember then notices a series of PATTERNED SCARS, or BRANDS, on
her forearms. It's a moment of recognition and disbelief.

EMBER (CONT'D)
My gosh… You're a valkyrie! I always
wanna be a valkyrie when I was
younger… But my father didn't leave me.
He said he personally would train me.
A bad trick if you ask me…
I always sneaked to watch their training
sessions. Their bodies sweaty and full
of muscle fiber, colliding with each other…
But not in that sense!
There's nothing wrong with those
relationships between females, of
course. But I love males. Sometimes a
little too much…
Not in a creepy way!

An uncomfortable silence forms between them.

SCRAPPER #142
Are you done?

WARDEN (O.S.)
Princess of Thunder, you're up.

EMBER
Please, help me. I need your help.

SCRAPPER #142
Bye.

EMBER
Fine, then you must be a traitor or
a coward because the valkyries are
sworn to protect the throne.

S142 finally turns her attention to Ember, intense.

SCRAPPER #142
Listen closely, your majesty. This
is Sakaar, not Asgard. And I'm a
scrapper, not a valkyrie.

Guards swarm Ember, dragging her back

WARDEN (O.S.)
Bring her in for processing!

SMOLDER
And no one escapes this place. So
you're gonna die anyway.

Despite her denial, Ember has clearly hit a nerve. And from
now on we will refer to Scrapper #142 as SMOLDER.

Smolder takes her booze and walks away. Ember is dragged
away, passing Korg and the other prisoners.


INT. PROCESSING ROOM – DAY

Ember is strapped to a chair. Reveal a weird donkey BARBER
(Cranky Doodle Donkey cameo) holding up some rusty shears.

CRANKY DOODLE DONKEY
Now, don't you move. My hooves
ain't as steady as they used to be.

EMBER
By Torch's horns, you shall not cut
my scales… lest you feel the wrath
of the mighty Ember…

Barber activates a menacing CUTTING TOOL. Ember freaks out.

EMBER (CONT'D)
Please. Please, kind sir, do not
cut my scales! No!
NO!


INT. THE ARENA – NIGHT

Hundreds of thousands of spectators packed into the stadium
seats. Dozens of starships are parked above the arena.

Find THE GRANDMASTER'S LUXURY SUITE, a VIP box attached to
the fighting area. The Golden Ladies are in attendance.

Garble lounges in the suite, taking wagers on the fight card.

Grandmaster walks out into the center of the arena. Suddenly…

… THE GRANDMASTER GROWS TO 60-FEET TALL! This enlarged
projection of Grandmaster addresses the audience.

GRANDMASTER
Wow! Look at all of you. What a
show, WHAT-A-NIGHT! Who's having
fun? Please, I'm your host. Big
round of applause for all of our
undercard competitors… who died
so gruesomely. Good sports. What a
show! What a night! This is what
you've come for and so have I.
(applause:)
And now, without further ado…
it's main event time!
(INSANE APPLAUSE:)
Making his first appearance, though
he looks quite promising, got a
couple of tricks up his sleeve.
I'll say no more, see what you
think. Fillies and gentlecolts…
(LAUGHTER from the crowd:)
I give to you… Princess of Thunder!

Enter Ember. Gladiator Ember. Shaved scales, trimmed horns,
minimalist armor, covered in weapons. Two swords on her
back, giant mace in one claw, spiked shield in the other.

GRANDMASTER (CONT'D)
Watch out for her fingers. They
make sparks.

Ember looks up at the throngs of SCREAMING FANS. And then…

… puts on her helmet. A badass gladiator variation of her
classic winged helm. Ember is ready to rumble.

ABOVE: Find Smolder in her Warsong ship, parked amongst the
other tailgaters. She POPS open a bottle of booze. Drinks.

GRANDMASTER (CONT'D)
Okay, this is it. Let's get ready
to welcome this guy. Here he comes.
He is a creature. What can we say
about him? Well, he's unique.
There's none like him. I feel a
special connection with him.

Suddenly the floor beneath Ember's feet LOWERS. A slow,
tension-building GRIND as she sees…

… A DOOR across the arena. Bigger and bigger.

The entire crowd is on its feet. Palpable anticipation. The
spotlights change to bright stadium lights.

GRANDMASTER (CONT'D)
He's undefeated. HE'S THE
REIGNING… HE'S THE DEFENDING…
Fillies and gentlecolts… I give
you…

KA-BOOM!

EXPLTORCHG through a door is the Champion…

… THE UNSTOPPABLE SPIKE!

He wears an armored shoulder guard
and a spartan helmet. He carries a warhammer in one claw and
a battleaxe in the other. Spike POUNDS his chest and ROARS,
further energizing an already frenzied crowd.

Meanwhile, the sight of Spike makes Ember's arms drop to his
sides along with his jaw dropping to the ground. And then…

Ember LAUGHS her ass off. Like, "That's my buddy over there!"

EMBER
Yes!

IN THE VIP BOX. Garble goes ghost white. Traumatic memories of
being Spike-smashed flood his brain. Gone is all his joy.

GARBLE
I have to get off this planet.

Garble tries to exit, but the Grandmaster stops him.

GRANDMASTER
Hey, hey, hey! Where are you going?

Grandmaster plops Garble down in the front row, right against
the glass. Garble casually tries to hide his face in his claw.

IN THE ARENA…

EMBER
Hey! We know each other. He's a
friend from work.
(to Spike:)
Where have you been? Everybody
thought you were dead. So much has
happened since I last saw you. I
lost my hammer. Like, yesterday,
so that's still pretty fresh.
(then:)
Garble! Garble's alive. Can you
believe it? He's up there.
(waves to Garble:)
Garble! Look who it is!

Garble is petrified.

EMBER (CONT'D)
Spike, I never thought I would say
this, but I'm happy to see you.

IN THE ARENA: Spike is still eyeballing Ember while the
capacity crowd CHANTS insanely for "SPIKE! SPIKE! SPIKE!"

EMBER (CONT'D)
Spike… Hey, Sparkle!

Spike's face grimaces and contorts, suppressing puny Spike.

SPIKE
NO SPARKLE! ONLY SPIKE!

Spike CHARGES at Ember. Insanely fast.

EMBER
What are you doing? It's me.

Ember DODGES the first few attacks, but then Spike SHATTERS his
shield and sends Ember FLYING.

Ember draws a sword and STABS it into the ground to slow his
momentum. Draws the other sword and faces off against Spike.

EMBER (CONT'D)
Spike, we're friends. This is
crazy. I don't want to hurt you!

They engage again. Spike KICKS Ember, sending her SLAMMING
into the wall.

GRANDMASTER
Here we go.

Ember jumps down just in time to avoid Spike's warhammer, which
HITS so hard that it remains lodged in the wall.

With Spike charging again, Ember RIPS the warhammer out of the
wall and WALLOPS Spike with it.

Spike goes CRASHING alongside the arena. He ends up sprawled
out in a pile of rubble, slightly dazed.

GRANDMASTER (CONT'D)
What?

ABOVE: Smolder is watching through a set of high-tech
binoculars. She reacts to Ember, reluctantly impressed.

Ember advances on Spike with all the swagger. She takes off his
helmet and CALLS OUT to Spike, provoking him.

EMBER
Hey, big guy. The sun's getting
real low.

Spike takes off his helmet. Scowling. Teeth GRINDING.

EMBER (CONT'D)
That's it. The sun's going down.
I won't hurt you anymore. No one
will.

WHOOSH! Ember is suddenly dragged out of frame. Spike has
Ember by the leg and is WHIPPING him against the arena floor.
Over and over and over again.

IN THE VIP BOX: Garble's whole mood shifts. The joy returns to
his face, like "Everything will be alright!" Garble LAUGHS.

GARBLE
Yes! That's how it feels!
(to Grandmaster:)
I'm just a huge fan of the sport.

Ember is SMASHED into the floor face first.

Spike ROARS and RUSHES Ember with his axe.

EMBER
All right. Screw it.

CLANG! CLANG! CLANG!

The giant weapons CLASH! Now Ember and Spike are
fighting warhammer versus battleaxe…

… and Ember is winning! She's getting the better of these
exchanges, using Spike's aggression against him. Ember
continually KNOCKS and/or TRIPS Spike off his feet while
evading all of Spike's best attacks.

EMBER (CONT'D)
I know you're in there, Spike.
I'll get you out!

One particular vicious blow DISARMS Spike, and Ember BREAKS
Spike's axe with the warhammer. Ember then BASHES Spike in the
chest, KNOCKING him to the ground.

EMBER (CONT'D)
What's the matter with you? You're
embarrassing me! I told them we
were friends!

GROWLING, Spike stands up and HITS Ember with a straight jab
that sends Ember TUMBLING across the arena. Spike immediately
LEAPS after him and LANDS ON Ember!

Spike is now on top of Ember as they slide across the arena,
just PUMMELING her with punches. Left-right-left-right.
Ember's head snaps back and forth.

PUM!

PUM!

PUM!

PUM!

PUM!

In the carnage, Ember sees VISIONS OF TORCH. Then…

… her eyes GLOW WHITE WITH ELECTRICITY. Like an instinctual
defense mechanism, Ember suddenly KNOCKS SPIKE BACK WITH A
BURST OF LIGHTNING!

Seething with electricity, Ember springs to her feet and then
BLASTS SPIKE WITH A MASSIVE LIGHTNING PUNCH! Spike is LAUNCHED
BACKWARDS and Ember hits the ground HARD.

CROWD
Thunder! Thunder! Thunder!

KORG
Thunder! Thunder! Thunder!

The crowd gets hushed. They've never seen this before.

IN THE VIP BOX: Grandmaster is pissed. Garble is amazed.

Spike and Ember stagger to their feet. Ember looks at herself,
a little surprised. There are still small charges of
lightning CRACKLING through his veins.

Meanwhile, Spike RUMBLES towards Ember and they're at it again,
close-quarters boxing. Ember is winning the exchanges,
landing BRUTAL PUNCHES to Spike's body. And then suddenly…

BZZZ! The Grandmaster ZAPS him with the Obedience Disk fob!
Ember drops, totally caught off guard!

Spike plants his feet and JUMPS! He ZOOMS UP, rocketing out
of the arena, up-up-up into the sky! At the apex of his jump
Spike clenches his fist and begins a missile-like descent.

Smolder sees this from her ship and decides to take off, like
"This fight is over, time to beat traffic."

KORG (CONT'D)
Another day, another Doug.

Down below, Ember groggily turns over. She does so just in
time to see Spike coming at him like an atom bomb!

No time to avoid it. KA-BOOM! Right before impact Ember's
eyes go lightning white. Spike HITS Ember like a meteor.

The impact knocks Ember unconscious and we CUT TO BLACK.

Linger on darkness for a few beats… and then…


INT. THRONE ROOM – SUNSET

Devour sits on the throne trying to get comfortable, headdress
& cowl off. Puff stands at the foot of the throne.

DEVOUR
What is that noise?

PUFF
The common folk aren't exactly
falling in line. There's a
resistance trying to knock down the
front gates.

Devour sends her BUTCHER TROOPS to deal with it.

DEVOUR
Tell me about yourself, Puff.

PUFF
Well, me dad was a stonemason, me
mum was…

DEVOUR
(interrupts:)
I'll just stop you there. What I
meant was what is your ambition?

PUFF
I just want a chance to prove
myself.

DEVOUR
Recognition…
(then:)
When I was young every great Lord
had an executioner. Not just to
execute people, but also to execute
their vision. But mainly to
execute people. Still a great
honor.
(beat:)
I was Torch's executioner.

Devour holds out her claw and uses her powers to FORM A DOUBLE-
SIDED OBSIDIAN AXE, which she offers to Puff.

DEVOUR (CONT'D)
And you will be my executioner.
Let's begin our conquest.


EXT. OBSIDIAN BRIDGE – DAY

Devour and Puff arrive at the Observatory, army in tow.

DEVOUR
Puff… where's the sword?

Reveal that the Bilröst sword is missing.

DEVOUR (CONT'D)
That sword is the key to opening
the Bilröst.

Devour thinks, seething.

DEVOUR (CONT'D)
These people you mentioned, the
ones who aren't falling into line.
Round them up.


EXT. ASGARD – MOUNTAIN CREEK – DAY

SPLASH! Boots running across the shallow water. We meet a
family of refugees from the city. FATHER, MOTHER, SON (14),
and young daughter (8). They're RUNNING FOR THEIR LIVES.

Hot on their heels are a pair of Devour's sinister Butchers,
hunting like a pack of wolves.

After scrambling through a grove of trees the family make
their way through a narrow pass. The Butchers are hot on
their heels, their growls getting louder behind them when…

BAM!

The son runs right into a tall, immovable object…

SHAKES! No regal armor, no golden helm. This Shakes has dozens
of torn and aged scales, and is wrapped in a charred cloak. The rest of the family
arrive, desperation.

SHAKES
Excuse me.

In one swift motion Shakes draws the BILRÖST SWORD, steps
forward and SLASHES through the Butchers, ending them.

He then turns to the family, gestures for them to follow him.

SHAKES (CONT'D)
Sorry about that. These bloody
things are everywhere. Come on.


EXT. ASGARD – MOUNTAIN RAVINE – DAY

Shakes approaches the steep face of the mountain. Carved
into the rock is YGGDRASIL, the world tree. Shakes kneels,
whispers a few words under his breath, and…

A HUGE SECTION OF THE MOUNTAIN FACE
VANISHES IN A SHIMMERING ILLUSION!


INT. STRONGHOLD – DAY

It's busy with activity - hundreds of Asgardians who fled the
city after Devour's invasion are living here. Men, women, and
children. Strong and weak, young and old.

Shakes turns to the family, even manages a smile.

SHAKES
You'll be safe here.

They enter the stronghold. As the doors SHUT we go to…


INT. SPIKE'S WARRIOR SUITE – DAY

Ember's eyes POP OPEN. She's lying in a heap on the ground,
still dirty, bruised, and beat up.

Ember is being tended to by TWO SAKAARIAN GLADIATOR NURSES who
are swabbing her wounds. This freaks her out, which results
in startled thrashing. That freaks out the two gladiator
nurses, which results in them RUNNING AWAY.

Ember starts to get up, but then winces. She moves slowly.

She's in a GIANT ROOM with stark graphic patterns on the
walls. With a few achy grimaces, Ember stands up and wanders
around. There's furniture, large cushions, and a sleeping
area enclosed by the SKULL of a giant beast.

NOISE behind her. Ember follows the noise to find…

Spike having eased himself into a large steaming JACUZZI. Ember
looks at him quizzically. Spike isn't angry. He's RELAXED,
but he's not turning into the other Spike.

EMBER
Are we cool?

Spike grunts. I guess so.

EMBER (CONT'D)
It's Spike in a hot tub.
(then:)
How long have you been like that?

SPIKE
Like what?

EMBER
Like this. Big, green… stupid.

SPIKE
Spike always Spike.

Ember takes this in, and then walks over to a window that
looks out across the city. Does some spatial math, realizes:
Ember looks back out the window.

She sees a ramshackle SPACESHIP taking off and ROCKETING
skyward. Higher and higher, it's going for a wormhole when…

BOOM!

One of Grandmaster's Palace Patrol ships, more modern
and heavy duty, BLOWS it out of the sky.

On Ember, wheels turning. She turns to Spike.

EMBER
How'd you get here?

SPIKE
Winning.

EMBER

You mean cheating?
(re: Obedience Disk)
Were they wearing one of these when
you won? How'd you arrive here?

SPIKE
Quinjet.

Spike mimes a plane landing in the water.

EMBER
Yes. Where is the Quinjet now?

Spike stands up, and exits the hot tub, naked.

EMBER (CONT'D)
That's naked. He's very naked.
It's in my brain now.

Spike points out the window.

SPIKE
Quinjet.

Ember sees the Quinjet in a massive alien junkyard.

EMBER
Yes! I'm getting us out of here.
This is a terrible, awful place.
You're gonna love Asgard. It's
big. It's rocky. Hot.

Spike sits on his bed, eating a pumpkin.

SPIKE
Spike stay.

EMBER
Oh no, no, no. My people need me to
get back to Asgard. We must
prevent Ragnarök.

SPIKE
Rag-na-ruh?

EMBER
The prophesied death of my home
world, the end of days, it's the
end of…
(Spike's blank stare:)
If you help me get back to Asgard,
I can help you get back to Equestria.

Spike immediately frowns.

SPIKE
Equestria hate Spike.

EMBER
Equestria loves Spike. They love you.
You're of the Avengers. One of the
team, one of our friends. This is
what friends do. They support each
other.

SPIKE
You're Sparkle's friend.

EMBER
I'm not Sparkle's friend. I prefer
you.

SPIKE
Sparkle's friend.

EMBER
I don't even like Sparkle.
(bad impersonation:)
"I'm into numbers and science and
stuff."

SPIKE
Ember go. Spike Stay.

EMBER
Fine. Stay here. Stupid place.
It's hideous, by the way. The red,
the white. Just pick a color.

Ember heads for the exit, a wide open door.

SPIKE
Smash you.

EMBER
You didn't smash anything. I won
that fight.

SPIKE
I smashed you.

EMBER
Yeah, sure, sure.

SPIKE
Baby Arms.

EMBER
What?

SPIKE
Baby.

EMBER
Moron! You are literally a big child!

Ember heads to the open entrance. Spike smiles, anticipating.

SPIKE
Ember go!

EMBER
I am going.

ZAP!

Ember's jolted back by the obedience disk. There are
perimeter sensors in the doorway.

Spike CHUCKLES at Ember as she hits the floor. Points.

SPIKE
Ember go again!
(then:)
Ember home.

TIME CUT:

Ember slumps against the wall, head sagging.

Spike grabs his giant battleaxe. He's armored up.

SPIKE (CONT'D)
Spike trains.

EMBER
That's great. Have fun.

Spike exits. Ember watches him go. Then, at the end of the
hallway Spike meets up with Smolder! They begin play-
fighting, a clearly friendly rapport.

Ember can't believe it. He runs to the entrance, but by the
time he reaches the perimeter sensors they are gone.

Ember sighs. Walks over to the window. Looks up through a
wormhole, stars twinkling on the other end of it.

EMBER (CONT'D)
Shakes… I know you can see me.

Ember continues her plea at the window.

EMBER (CONT'D)
I need you to help me. Help me
see.

Pause. Then Ember's eyes go golden like Shakes'! The
stars in the wormhole begin to WARP OVER EMBER AND…


INT. STREETS OF ASGARD – SAME

Ember suddenly finds herself in Asgard. Disoriented at first,
Ember turns to see Shakes hiding in the shadows.

Shakes harshly SHUSHES Ember and gestures for him to get up
against the wall. Ember complies. Sees the refugees.

After a beat a roving patrol of Devour's Butchers creep by
through the street. They don't spot our heroes. Pause.

Shakes turns to Ember, speaks only in hushed whispers.

SHAKES
I see you. But you are far away.

EMBER
What's going on here?

SHAKES
Come see for yourself.

Without warning, Shakes leads the family out of the alley
and DASHES down the street. Ember follows…

… but then stops. Looks around to see THE OCCUPIED CITY OF
ASGARD, emitting a smoky aura of chaos. A chilling sight.

Down the street, Shakes gestures for the family to slow
down. She sees something. Ushers them into an alcove.

Ember joins them just in time to avoid being seen by another
roving patrol of Devour's Butchers. Shakes again motions for
Ember to "shh" until the threat has passed. Then…

SHAKES (CONT'D)
I'm providing refuge in a
stronghold build by our ancestors.
But if the garrison falls our only
escape will is Bilröst.

EMBER
You're talking about evacuating
Asgard?

SHAKES
We won't last long if we stay.

Ember LOOKS OUT on a ravaged Asgard, heartsick.

Hold on the devastated Realm as.

SHAKES (O.S.) (CONT'D)
She draws her power from Asgard and
grows stronger everyday.

Back to Ember and Shakes.

SHAKES (CONT'D)
Come on.

As Shakes quickly leads refugees down a safe pathway.

SHAKES (V.O.) (CONT'D)
Devour is ravenous. If I let her
leave, she'll consume the Nine
Realms and all the cosmos.

Turns back to Ember, approaches her.

SHAKES (CONT'D)
We need you.

EMBER
I'm working on it, but I don't even
really know where the hell I am.

Two packs of Butchers arrive simultaneously. Spot Shakes.

SHAKES
You're on a planet surrounded by
doorways. Go through one.

EMBER
Which one?

Shakes RIPS into the attacking Butchers, CUTTING them down.

SHAKES
The big one!

WHOOSH!

SUDDENLY EMBER'S GONE!

BLACK.

After slashing through the Butchers, Shakes moves towards
the house where he hid the family… and then abruptly stops.

Shakes turns slightly. He sees something.

BINOCULARS POV: Shakes looking right at us, the Bilröst
sword visible in his claw.

Reveal Puff on a palace tower balcony, surveilling the city
with Asgardian E-noculars. Puff lowers the E-noculars.

There is conflict on his face. He knows that he should report
this to Devour immediately… yet he doesn't spring into action.


INT. SPIKE'S WARRIOR SUITE – NIGHT

Ember absentmindedly fidgets with her Obedience Disk.

THUD! THUD! THUD!

Resonates around the room. Spike steps
up to Ember, looking inquisitively down at him.

SPIKE
Ember sad.

EMBER
Shut up.

Spike HITS Ember, bullying her into opening up.

SPIKE
EMBER SAD!

Ember hops up, YELLS in Spike's face. Paces around.

EMBER
I'm not sad, you idiot. I'm pissed
off! Angry. I lost my father. I
lost my hammer.

THUD! THUD! He turns to see Spike punching his pillow.

Spike stops. Stares.

SPIKE
Whining and crying. Cry like baby.

EMBER
You're not even listening.

Ember KICKS a random helmet.

SPIKE
Don't kick treasures.

EMBER
You're being a really bad friend.

SPIKE
You bad friend!

EMBER
You know what we call you?

SPIKE
No.

EMBER
We call you the stupid Avenger.

SPIKE
You're tiny Avenger!

Spike throws a shield that nearly decapitates Ember.

EMBER
What, are you crazy?

SPIKE
Yes.

EMBER
You know what? Equestria does hate you.

Spike gets sad. Wanders over to his bed to mope.

Ember realizes she went to far. Joins Spike on the bed.

SPIKE
No.

EMBER
I'm sorry I said those things.
You're not the stupid Avenger.
Nopony calls you the stupid
Avenger.

SPIKE
It's okay.

EMBER
You just can't go around throwing
shields at people. Could have
killed me.

SPIKE
I know. I'm sorry. I just get so
angry all the time. Spike always,
always angry.

EMBER
I know. We're the same, you and I.
We're just a couple of hot-headed
fools.

SPIKE
Yeah, same. Spike like fire, Ember
like water.

EMBER
We're kind of both like fire.

SPIKE
But Spike like real fire. Spike like
raging fire. Ember like smoldering
fire.

EMBER
Spike, I need you to do something
for me.

TIME CUT: Morning.

BA-BOOM! BA-BOOM! BA-BOOM!

We follow Two Palace Guards as they enter Spike's Suite.

Spike is throwing a LARGE BALL against the far wall. It's so
hard it makes dents in the wall. Spike stops and turns.

Reveal that the guards are escorting Smolder. They leave…
Smolder and Spike face off.

SPIKE
Angry girl!

Smolder bounds forward and gives The Unstoppable Spike a big hug.
Spike laughs and then begins playfully roughhousing with Smolder.

SMOLDER
What's going on? What do you…?

Spike steps away, allowing Smolder to see Ember. Her smile
disappears. She stares at Spike, so annoyed. Spike mopes a
little. Like, "I done bad". Turns back to Ember.

SMOLDER (CONT'D)
You're so thick-headed that you
can't tell when someone's hiding
all the way across the universe and
wants to be left alone?

EMBER
We need to talk.

SMOLDER
No, you want to talk to me.

Smolder turns to leave.

EMBER
(to Spike:)
I need her to stay.

Smolder is at the exit when the UPPER JAWBONE of Spike's
massive skull bed CRASHES into frame, BLOCKING the doorway.

Smolder shoots an annoyed sneer at Spike. Spike SNORTS back.

SPIKE
Stay! Please?

Smolder looks him up and down. Obedience Disks to the max.

Spike begins BOUNCING his ball against the wall again.

Smolder walks over to Spike's bar, picks up an UNOPENED
BOTTLE of liquor. Spike snorts, disapprovingly. Smolder puts it
down and finds something cheaper, she pops the cork.

SMOLDER
All right. Here's the deal. I'll
listen to you till this is empty.

She TIPS BACK the bottle and starts CHUGGING.

EMBER
Asgard is in danger and people are
dying. We need to get back there. I
need your help… wow.

SMOLDER
Finished. Bye.

She has indeed finished. She goes to leave.

EMBER
Torch is dead.

Smolder stops short (the BALL BANGING noise continues). Her
silence speaks volumes. Ember has a realization.

EMBER (CONT'D)
Devour, the Goddess of Death has
invaded Asgard.

SMOLDER
If Devour's back then Asgard is
already lost.

EMBER
I'm going to stop her.

SMOLDER
Alone?

EMBER
Nope. I'm putting together a team.
It's me, you, and the big guy.

SPIKE
No team. Only Spike.

EMBER
It's me and you.

SMOLDER
I think it's only you.

EMBER
Wait. Just listen. The valkyries
are legend, elite warriors of
Asgard. You are sworn to defend
the throne.

SMOLDER
I'm not getting dragged into
another one of Torch's family
squabbles.

EMBER
What's that supposed to mean?

SMOLDER
Your sister. Her power comes from
Asgard, same as yours.

Spike's ball rolls into frame. An off screen GRUNT. Smolder
picks it up and tosses it back to Spike.

SMOLDER (CONT'D)
When it grew beyond Torch's control,
she massacred everyone in the
palace and tried to seize the
throne. When she tried to escape
her banishment, he sent the
valkyries in to fight her back. I
only survived because…
(trails off, brooding:)
Look, I already faced her once back
when I believed in the throne, and
it cost me everything. THAT'S
what's wrong with Asgard. The
throne, the secrets, the whole
rocky sham.

Pause. Ember moves towards Smolder, goes to put a comforting
claw on her shoulder.

EMBER
I agree.

Smolder SNATCHES her claw. They are close, face to face.

SMOLDER
Don't get familiar.

EMBER
I agree. That's why I turned down
the throne. But this isn't about
the crown. This is about the
people. They're dying and they're
you're people, too.

Smolder SHOVES her away. Ember stumbles back.

SMOLDER
Forget it. I have.

EMBER
(nods, understanding:)
Okay.

SMOLDER
Okay.

EMBER
Good. Great.

SMOLDER
Great.

EMBER
Thank you.

SMOLDER
For what?

EMBER
For this.

Reveal that Ember has lifted the fob device off Smolder's belt!

EMBER (CONT'D)
Didn't see that did you?

Ember presses the button and ALL THE OBEDIENCE DISKS EMBEDDED
IN HER NECK AND BELT POWER DOWN! Confident smirk.

EMBER (CONT'D)
There… that's better. You know,
go ahead. Stay here and get drunk
and enslave people for that
lunatic. Keep drinking. Keep
hiding.
(beat:)
But me…

Ember gestures for Spike to toss her the ball. Spike does.

EMBER (CONT'D)
I choose to run toward my problems
and not away from them. Because
that's what…

Ember HURLS IT at the MAIN WINDOW… It bounces off, hitting
Ember in the face. She stands, facing Smolder.

EMBER (CONT'D)
Because that's what heroes do.

Ember then SMASHES THROUGH THE WINDOW! Spike STANDS…

SPIKE
Friend Stay!


EXT. GRANDMASTER'S PALACE – DAY

Ember is sliding down the SIDE of the GRANDMASTER'S TOWER.

She LAUNCHES HERSELF OFF THE BUILDING and hurtles downward,
LANDING casually on the street below. Finally free.


EXT. THE STREETS OF SAKAAR – CONTINUOUS

Ember is HAULING ASS.

Never slowing down, Ember keeps the top of the arena in sight.

A few blocks back: Spike is in pursuit. He's BUMPING people,
SWATTING vehicles out of the way, just being a menace.

On Sakaar, the citizens APPLAUD for him! Even when Spike
DEMOLISHES a man's food cart, the man CHEERS Spike on!


EXT. MASSIVE ALIEN JUNKYARD – CONTINUOUS

Ember SPRINTS in. Looks around. Horse, this place is big.

She RUNS down aisles of crushed and stripped spacecrafts, a
giant smelter, and then into what looks like a used car lot.

And then she sees it. The Quinjet!


INT. QUINJET – CONTINUOUS

Ember enters and rushes to the controls.

EMBER
All right. Come on.

She is pressing buttons and flipping switches. After a beat…

… the flight deck POWERS UP! Ember places her claw on a pad
which SCANS her handprint. Lights up green.

QUINJET (V.O.)
Voice verification required.

EMBER
Ember.

QUINJET (V.O.)
Access denied.

EMBER
Ember, daughter of Torch.

QUINJET (V.O.)
Access denied.

EMBER
Goddess of Thunder.

QUINJET (V.O.)
Access denied.

EMBER
Strongest Avenger.

QUINJET (V.O.)
Access denied.

EMBER
Strongest Avenger!

QUINJET (V.O.)
Access denied.

EMBER
Damn you, Sparkle.
(rolls her eyes:)
Dragon Princess.

QUINJET (V.O.)
Welcome, Dragon Princess.

CAH-RUNCH!

Spike BARGES IN through the Quinjet door!

The Spike approaches, scowling. Any metal that stands in his
way PEELS BACK. Frantic, Ember turns to the Quinjet's console.

SPIKE
Friend stay!

EMBER
No, no, no!

As Spike enters, he DESTROYS the hull of the Quinjet.

SPIKE
Stay!

EMBER
Stop! Stop breaking everything!

SPIKE
Don't go!

Ember triggers a message on the flight console.

RARITY (V.O.)
Nice work, big guy. We don't know
where Ultron's headed, but you're
going very high, very fast.

Spike stops short. His whole demeanor changes.

Ember steps out of the way so that Spike can see a recorded
message from RARITY BELLE on the console.

RARITY (V.O.)
… So, I need you to turn this bird
around, okay? We can't track you in
stealth mode…

Spike is now right up against the console screen.

RARITY (V.O.)
… So I need you to help me out.
Okay? I need you to…

SPIKE
No! No, Spike!

Spike CONVULSES. Drops to his claws and knees. His whole
body warping. Spike ROARS and GRABS at his face, SHAKING his
head, trying to fight this back. But he can't help it…

… HE'S TRANSFORMING BACK INTO SPIKE SPARKLE! The transition
is rough and chaotic, it's as if Spike is fighting to get
out of the Spike. Throughout the process, Spike SMASHES back
and forth, further WRECKING the Quinjet.

And then, calm.

Ember rushes to Spike's side to help ease the transition.

EMBER
Spike. Hey, hey, hey. You all
right, Spike? Sun's going down.
Sun's going down. That's it,
breathe. I won't hurt you. Sun's
going down.

SPIKE
… Ember?

EMBER
Yeah.

Spike is groggy, disoriented. Thoughts, memories, and
observations begin to flood his brain randomly.

SPIKE
What happened to your scales?

EMBER
Some creepy old donkey cut it off.

SPIKE
It looks good.

EMBER
Thanks.

SPIKE
Where are we? How's Rarity?

EMBER
Rarity is good, I'm sure.

SPIKE
And what about Yakyakistan?

EMBER
Yakyakistan?

SPIKE
The kingdom, Yakyakistan. Did we save it?

EMBER
Spike… listen.

SPIKE
What?

EMBER
Yakyakistan… Ultron… That was two
years ago.

SPIKE
What are you saying?! I've been Spike
for two years?!

EMBER
I'm afraid so.

Spike's eyes BULGE. Trying to process this information.

SPIKE
What the hell happened?

Spike rushes to his legs. Ember follows.

EMBER
Spike, there's something you
should know…

Spike goes to the flight console.

QUINJET (V.O.)
Voice Activation required.

SPIKE
Spike.

QUINJET (V.O.)
Welcome, Strongest Avenger.

EMBER
(puzzled:)
What…?

SPIKE
Ship's log.

THE SHIP'S LOG POPS UP ON SCREEN.

FROM BEHIND THE DISPLAY, within the monitor looking out, we
see fragmented images of the Spike's trip through deep space.

We see the angry green giant thrash around in zero gravity.

We see Spike closer to the camera now, looking stressed and
car sick.

THROW FOCUS to see Spike's face watching the video, Spike's
freaked out face is super-imposed over Spike's freaked out
face.

SPIKE (CONT'D)
Ember… Where are we?

EMBER
Yeah… About that…

Spike hears…

GRANDMASTER (O.S.)
It's bad news, bad news today.

Spike rushes over to the windshield. Through it he sees…

… Grandmaster, his hologram projection towering over the city.

GRANDMASTER (CONT'D)
Sakaar, hear ye. Attention please.
I have some bad news. My beloved,
exalted Champion has turned up
missing. Take to the streets.
Celebrate my champion.

SPIKE
Who's that?

EMBER
He kind of runs the place. You
actually lived in his house.

Back to Spike. A distant, confused stare.

SPIKE
I did?

EMBER
Yeah. Quite a lot's happened. You
and I had a fight recently.

SPIKE
Did I win?

EMBER
No, I won. Easily.

SPIKE
Doesn't sound right.

EMBER
Well, it's true.

GRANDMASTER
It seems that that criminally
seductive Princess of Thunder has
stolen him away.

EMBER
Seductive GODDESS of Thunder! We need
to move.

SPIKE
Oh, no. This is bad. This is
really, really bad. Ember, I think
I'm freaking out.

EMBER
No, no, no. Don't freak out.
You're okay. You just need to calm down.

Ember begins to push Spike towards the exit. Spike
is still in shock.

SPIKE
I'm on another planet…

EMBER
I know, come on.

SPIKE
Is Twilight here? I need her.

EMBER
No, she's not here. But listen…
Just stay calm, okay? The sun's
going down. The sun's getting
really low. Sun's going down.


INT. GRANDMASTER'S CHAMBERS – DAY

Garble and Smolder are brought before Grandmaster, who has at
least tripled the amount of bodyguards around him.

GRANDMASTER
I'm upset! I'm very upset. You
know what I like about being upset?
Blame. Right now, that's the
mindset that I'm in. And you know
who I'm blaming?

GARBLE
Grandmaster, I…

GRANDMASTER
Hey! Don't interrupt me!

Topaz hands the melt stick to the grandmaster.

TOPAZ
Here you go.

GRANDMASTER
Why are you handing me the melt
stick? He was interrupting. That's
not a capital violation.
(refocuses:)
My precious champion has come up
missing and its all because of that
Princess of Thunder. It's all because
of her.
(to Garble:)
YOUR sister. Whatever the story
is. Adopted, or complicated. I'm
sure there's a big history.
(to Smolder:)
And YOUR contender.

GARBLE
My dear friend, if you were to give
me twelve hours I could bring them
both back to you.

SMOLDER
I can do it in two.

GARBLE
I could do it in one.

GRANDMASTER
You know what? I woke up this
morning thinking about a public
execution. But for now, I'll
settle for this sweet little "Who's
gonna get him first?" So you're on
the clock.


INT. GRANDMASTER'S PALACE – DAY

Smolder exits in a hurry. Garble follows her.

GARBLE
What have you done!?

Smolder reverses position, putting Garble up against the wall.

SMOLDER
I don't answer to you, Garbage.

GARBLE
It's Garble. And you will answer to
the Grandmaster.

Garble moves to reverse position again, but Smolder BREAKS AWAY,
drawing her TWO BLADES. In response, Garble UNSHEATHES two
long Sakaarian daggers. They eye each other, and then…

FIGHT! A fast-paced and deadly battle of knives. After a
few exchanges, Smolder connects a BIG SHOT that SLAMS Garble into

the wall. He scowls.

GARBLE (CONT'D)
Why would you help my brother
escape with that green fool?

SMOLDER
I don't help anyone.

Garble trails off. He sees her wrist markings. A realization.

GARBLE
You're a valkyrie. I thought the
valkyries all died gruesome deaths?

Now Smolder ATTACKS Garble! She gets him up against the wall, her
blade against his throat. She looks ready to kill him.

SMOLDER
Choose your next words wisely.

GARBLE
Terribly sorry. Must be a very
painful memory…

Quick as a rattlesnake, Garble GRABS Smolder's head and CASTS an
illusion. Smolder's eyes CLOUD OVER with darkness as we go to…


EXT. DEVOUR'S DIMENSION – FLASHBACK

A barren black void of death.

The VALKYRIES, in old school Asgardian armor, charge through
the DIMENSIONAL RIFT, an open portal to Asgard and the Nine
Realms. Smolder witnesses these events as moments frozen in time.

Reveal Devour in all her glory, black lightning everywhere.

Dozens of valkyries falling through the dark space.

The valkyries' winged horses lay dead on the battlefield.

Through the open portal we can see the throne of Asgard.

Devour advancing on the final few valkyries… one is Smolder,
frozen in fear, shell-shocked.

Devour FIRING black weapons at Smolder…

One of Smolder's sisters DIVING IN at the last second, SHOVING
SMOLDER back through the PORTAL and taking the fatal hit!

Smolder lands hard in the Throne room.

Smolder scrambling to her legs and trying to re-enter the rift
but it's too late. It closes, the last image she sees is Devour
dealing the final killer blow to her doomed valkyries sisters.


EXT. GRANDMASTER'S PALACE – CONTINUOUS

We find Smolder on her knees in front of Garble, trembling from
this visceral memory that she's tried so hard to suppress.

She turns on Garble, raging, and knocks him out.


EXT. SAKAAR – STOOP – DAY

SPIKE sits, groaning, head in his claws. EMBER is beside
him, rubbing his back and on the lookout for threats.

EMBER
The sun's going down. It's getting
really low. The sun's going down.
It's getting real low.

SPIKE
Would you stop saying that!?

EMBER
I just need you to stay calm.

SPIKE
Calm!? I'm on an alien planet!

EMBER
It's just a planet. You've been on
a planet before.

SPIKE
Yeah! One!

EMBER
Now you've been on two. That's a
good thing. It's a new experience.

SPIKE
My neurons, they're firing faster
than my brain can handle the
information.
The whole thing is totally
different this time.
(beat:)
In the past, I always felt like
Spike and I each had a claw on the
wheel, but this time it's like he
had the keys and I was locked in
the trunk.

EMBER
Alright, well, you're back now,
that's all that matters.

SPIKE
No, it's not what matters. What
I'm trying to tell you, is that if
I turn into the Spike again, Spike
may never come back. And we're
stranded on a planet that is
designed to stress me out.

EMBER
We're not stranded, I'm gonna
figure out a way to get us home.

SPIKE
Thank you.

EMBER
Not your home, though. Asgard.

SPIKE
What?

EMBER
Listen, my people are in great
danger. You and I, we have to
fight this really powerful being
who also happens to be my sister.

SPIKE
Okay, that is so wrong on so
many… I don't wanna fight your
sister. That's a family issue.

EMBER
No, she's an evil being.

SPIKE
I don't care what she is. I'm not
fighting any more beings. I'm sick
of it. I just told you.
If I turn into the Spike, I am never
gonna come back again. And you
don't care.

EMBER
No, no. I'm putting together the
team. The Spike is the fire.

SPIKE
Wait, you're just using me to get
to the Spike.

EMBER
What? No!

SPIKE
It's gross. You don't care about
me. You're not my friend.

EMBER
No! I don't even like the Spike.
He's all like… "Smash, smash,
smash." I prefer you.

SPIKE
Thanks.

EMBER
… But if I'm being honest, when it
comes to fighting evil beings, he
is very powerful and useful.

SPIKE
Yeah, Spike's powerful and useful,
too.

EMBER
Is he though?

SPIKE
How many PhDs does Spike have?
Zero. How many PhDs do I have?
Seven.

EMBER
Fine, you don't have to fight
anyone. But we're in danger here,
so we have to move.

Ember grabs a towel from the ground next to him. He puts the
towel over her head.

SPIKE
What are you doing with that?

EMBER
I need a disguise. I'm a fugitive.

SPIKE
I need a disguise.

EMBER
You are the disguise.

Spike finds a pair of Twilight's sunglasses in his jacket.

SPIKE
I'll be Twilight.

EMBER
What?

SPIKE
Yeah. Twilight and the gypsy.

EMBER
No, no you're not 're
Spike Sparkle.

SPIKE
Then why did you dress me up like
Twilight?

EMBER
Because you were naked.

SPIKE
Okay, I'll give you that.

They stand up. Spike adjusts his crotch.

EMBER
What are you doing? Stop doing
that!

SPIKE
Twilight wears her pants super tight!

EMBER
Why are you being so weird?

SPIKE
I don't know. Maybe the fact that I
was trapped for two years inside of
a monster made me a little weird.

Spike flashes green. Ember calms him down.

EMBER

Hey. It's okay. You're good.
Calm down. Come on. Listen, we're
gonna go to Asgard and you're not
gonna have to think about the Spike
ever again. All right?

SPIKE
All right.

WHAP!

Spike gets nailed in the face with green paint.

Caught off guard, Ember and Spike are swept off into…


EXT. PARADE OF VICTORS – CONTINUOUS

It's a massive street festival where revelers dance and cheer
while throwing powdered paint at each other… in celebration
of Spike!

Green EVERYWHERE!

Inside the parade it is total chaos. Ember searches for Spike
as he's PELTED with green powder. Pandemonium. In the crowd
Ember sees a pack of SCRAPPERS on the hunt for the reward.

Ember spots Spike. She surges forward, GRABS Spike, and
pulls him into another alley, but sees…

Smolder is approaching from down the alley!

EMBER
This is bad. Spike! Spike!

Ember pulls Spike back into the crowd. Ember briefly turns to
see that she is no longer holding Spike's - it's the arm of a
SMALL ALIEN who squeals in fright.

Ember sees Spike across the crowd.

Ember MUSCLES her way through the madness, knocking rowdy fans
aside. She reaches Spike and holds him protectively,
awkwardly trying to rub his shoulders.

One of the aliens Ember knocked aside turns out to be a
MASSIVE SCRAPPER. He rears up, turning on Ember and Spike.

WHAM!

From out of nowhere, Smolder CLOCKS this scrapper
with a brass knuckle right cross. The scrapper DROPS.

Ember looks at Smolder while clutching Spike like a child.

EMBER (CONT'D)
Hi.

SMOLDER
Hi.

EMBER
I was gonna do that.

SMOLDER
Yeah, well, I did it first.

EMBER
That's good. What are you doing
here?

SMOLDER
What are you doing here? I thought
you were leaving.

EMBER
I got sidetracked.

SMOLDER
What's with the…

EMBER
It's my disguise.

SMOLDER
But I can see your face.

EMBER
(covers her face:)
Not when I do this, you can't.
(then:)
Your scales looks nice. I like what
you did with it. Change it? Washed
it maybe?

Smolder just rolls her eyes, takes Ember by the arm.

SPIKE
(to Ember:)
What are those things on her eyes?
Are those the people that she's
killed? She's so beautiful and
strong…


EXT. SAKAARIAN STREET – MOMENTS LATER

Smolder escorts Ember and Spike through the street.

SMOLDER
Who is this boy?

EMBER
He's a friend.

SPIKE
Who? Me? I'm Spike Sparkle.

As Smolder leads them into Sakaarian apartment building.

SMOLDER
I feel like I know you.

SPIKE
I feel like I know you too.


INT. SAKAARIAN BUILDING – HALLWAY – CONTINUOUS

Continue down the hallway.

SMOLDER
Look, I've spent years in a haze
trying to forget my past. Sakaaar
seemed like the best place to drink
and forget and to die one day.

EMBER
I was thinking that you drink too
much, and that probably was going
to kill you.

SMOLDER
I don't plan to stop drinking, but
I don't want to forget. I can't
turn away anymore. So, if I'm
donna to die, well… it may as
well be driving my sword through
the heart of that murderous hag.

EMBER
Good.

They arrive at a door. Before they enter:

SMOLDER
Yeah. So I'm saying that I wanna
be on the team. Has it got a name?

EMBER
Yeah, it's called the Revengers.

SMOLDER
Revengers?

EMBER
Because I'm getting revenge.
You're getting revenge.
(to Spike:)
Do you want revenge?

SPIKE
I'm undecided.

EMBER
Okay.

SMOLDER
Also, I've got a peace offering.


INT. SMOLDER'S APARTMENT – DAY

Smolder opens the front door, revealing…

Garble! He is as restrained as anyone could be, sitting in
the middle of the apartment with a dozen chains around him.

GARBLE
Surprise.

Ember TOSSES a metal bottle. It BOUNCES off of Garble's head.

GARBLE
… Ow.

EMBER
Just had to be sure.

GARBLE
Hello, Spike.

SPIKE
Garble! Last time I saw you, you were
trying to kill everybody. Where
are you at these days?

GARBLE
It varies from moment to moment.

Smolder's apartment is a shithole. Bottles everywhere, blood-
spattered clothes in the corner, a knife in the wall, etc.

Spike gives Ember a look like "she might be crazy." Ember
responds with a "No, she's cool" gesture.

Smolder lays something on the bed. Unwraps it to reveal AN OLD
ASGARDIAN SWORD. Ember's eyes go wide as she sharpens it.

EMBER
Is that… a Proemial-Dragonfang?

SMOLDER
It is.

EMBER
My gosh. This is the famed sword of
the valkyries.

SMOLDER
Sakaar and Asgard are about as far
apart as any two known systems.
Our best bet is a wormhole just
outside the city limits.

A nice clean wormhole outside the city.

SMOLDER (CONT'D)
Refuel on Xandar and be back in
Asgard in around 18 months.

EMBER
Nope. We're going through that one.

Ember points at the nightmare tornado wormhole over the ocean.

SMOLDER
The Devil's Anus?

SPIKE
Wait, whose anus are we going
through?

EMBER
For the record, I didn't know it
was called that when I picked it.

SPIKE
That looks like a collapsing
neutron star inside of an Einstein-
Rosen Bridge.

SMOLDER
We need another ship. That would
tear mine to pieces.

EMBER
She's right. We need one that can
withstand the geodetic strain from
the singularity.

Spike gives Ember a quizzical look.

SPIKE
And has an offline power steering
system that could also function
without the on-board computer.

SMOLDER
And we need one with cup holders,
because we're gonna die. So,
drinks!

SPIKE
Do I know you? I feel like I know
you.

SMOLDER
I feel like I know you, too. It's
weird.

EMBER
(to Spike:)
What do you say, doctor? Uncharted
metagalactic travel through a
volatile cosmic gateway. Talk about
an adventure.

Ember and Spike high five as Smolder stares at them blankly.

SPIKE/EMBER (CONT'D)
We need a ship.

SMOLDER
There are one or two ships,
absolute top-of-the-line models…

GARBLE
I don't mean to impose, but…

All eyes turn to Garble. Smolder throws her bottle at him. It
smashes above his head.

GARBLE (CONT'D)
… the Grandmaster has a great many
ships. I may eve have stolen the
access codes to his security system.

SMOLDER
And suddenly you're overcome with
an urge to do the right thing.

GARBLE
Heavens, no. I've run out of favor
with the Grandmaster.
And in exchange for codes and
access to a ship I'm asking for
safe passage… through the anus.

EMBER
You're telling us you can get us
access into the garage without
setting off any alarms?

GARBLE
Yes, sister. I can.

SPIKE
Okay, can I just…. A quick FYI, I
was just talking to him just a
couple minutes ago and he was
totally ready to kill any of us.

SMOLDER
He did try to kill me.

EMBER
Yes, me too. On many, many
occasions. There was one time when
we were children, he transformed
himself into a snake, and he knows
that I love snakes. So, I went to
pick up the snake to admire it and
he transformed back into himself
and he was like, "Yeah, it's me!"
And he stabbed me.

SPIKE
No way…

SMOLDER
Wow…

EMBER
We were eight at the time.

Garble suppresses a smile.

SMOLDER

If we're boosting a ship, we're
gonna need to draw some guards away
from the palace.

GARBLE
Why not set the beast loose?

EMBER
Shut up.

SMOLDER
You guys have a beast?

EMBER
No, there's no beast. He's just
being stupid. We're going to start
a revolution.

SPIKE
Revolution?

EMBER
I'll explain later.

SMOLDER
Who's this guy again?

EMBER
I'll explain later.


INT. THE ARENA – GLADIATOR CELLS – MOMENTS LATER

Korg sits with his cell mates. He's talking to Miek.

KORG
Is that some sort of protoplasm,
all the stuff that's coming out of
you? Or are they eggs? Looks like
eggs.

Suddenly his Obedience Disk POWERS DOWN. No longer glowing.

As Korg stands up, Smolder appears at the door to his cell.

SMOLDER
I'm looking for Korg.

KORG
Who's asking? I know you're
asking. Is anyone else asking, or
is it just you?

SMOLDER
The Princess of Thunder sends her best.

Smolder tosses him a high-tech rifle.

KORG
The revolution has begun…


INT. GRANDMASTER'S CHAMBERS – DAY

Grandmaster speaks with Topaz who now wears battle armor.

GRANDMASTER
Revolution? How did this happen?

TOPAZ
Don't know. But the Arena's
mainframe for the Obedience Disks
have been deactivated and the
slaves have armed themselves.

GRANDMASTER
Oh! I don't like that word!

TOPAZ
Mainframe?

GRANDMASTER
No. Why would I not like
"mainframe"? No, the "S" word.

TOPAZ
Sorry, the "prisoners with jobs"
have armed themselves.

GRANDMASTER
Okay, that's better.

CHA-CHNK!

SOUNDS OF MACHINERY as the whole space starts
moving. A different angle reveals that we are in…


EXT. THE STATESMAN – CONTINUOUS

Grandmaster's chambers are actually the oversized cockpit of
a A HUGE RIOT CONTROL SHIP (The Statesman) that can dock
itself indefinitely within the palace!

The Statesman has DISLODGED from the palace and is now
flanked by six smaller Sakaarian peace-keeping ships, all
headed towards the city where RIOTING can be heard.


INT. GRANDMASTER'S PALACE – GROUND LEVEL – CONTINUOUS

Ember waits as Garble enters codes to a door's security panel.

EMBER
Hey, so listen, we should talk.

GARBLE
I disagree. Open communication was
never our family's forte.

EMBER
You have no idea. I've had quite
the revelation since we spoke last.

The door opens, revealing a bunch of guards. Ember and Garble
heft up two sakaarian guns.

EMBER (CONT'D)
Hello.

GARBLE
Hi.

Ember and Garble BLAST all the guards, moving to another door.

GARBLE (CONT'D)
Torch brought us together, it's
almost poetic that his death should
split us apart. We might as well
be strangers now. "Two children of the
crown" set adrift.

A guard tries to ambush Garble through the door. Ember TAKES
OUT the guard.

EMBER
Thought you didn't want to talk
about it?

GARBLE
Here's the thing…


INT. GRANDMASTER'S PALACE – ELEVATOR – CONTINUOUS

Ember and Garble are going up.

GARBLE
I'm probably better off staying here
on Sakaar.

EMBER
That's exactly what I was thinking.

GARBLE
… Did you just agree with me?

EMBER
This place is perfect for you. It's
savage, chaotic, lawless. Brother,
you're going to do GREAT here.

GARBLE
Do you truly think so little of me?

Ember pauses, considers his brother. Then…

EMBER
Garble, I thought the world of you.
I thought we were gonna fight side
by side forever. But, at the end of
the day, you're you, I'm me…
I don't know, maybe there's still
good in you, but let's be honest,
our paths diverged a long time ago.

Garble is wounded by Ember's willingness to discard him. Masks
his feelings with…

GARBLE
It's probably for the best that we
never see one another again.

Beat. Ember pats Garble affectionately on the shoulder.

Hold on Garble. Did Ember just get through to him?

EMBER
That's what you always wanted.

Beat. Then…

EMBER (CONT'D)
Hey, let's do the "Get Help".

GARBLE
What?

EMBER
"Get Help".

GARBLE
… No.

EMBER
Come on, you love it.

GARBLE
I hate it.

EMBER
It's great. IT works every time.

GARBLE
It's humiliating.

EMBER
Do you have a better plan?

GARBLE
No.

EMBER
We're doing it.

GARBLE
We are not doing the "Get Help".


INT. GRANDMASTER'S PRIVATE GARAGE – CONTINUOUS

Multi-tiered platforms with dozens of cool spaceships.

The elevator doors open. Ember supports Garble's weight with
Garble faking a fatal injury.

EMBER
Get help! Please! My brother, he's
dying.

A small group of Sakaarian guards turn toward Ember and Garble.
One guard aims his gun at them.

EMBER (CONT'D)
Get help! Help him!

Ember picked up Garble and flings him at the guards, knocking
them down like bowling pins. Garble stands up and Ember steps
to Garble's side.

EMBER (CONT'D)
A classic.

GARBLE
I still hate it. It's humiliating.

EMBER
Not for me, it's not.

EMBER (CONT'D)
Which one's the ship she told us to
get?

GARBLE
(points:)
The Commodore.

The COMMODORE starship. Brand new, solidly built, sleek.

As they walk towards it a DUPLICATE GARBLE FORMS and LAGS
BEHIND. The Garble walking with Ember is an illusion.

GARBLE (CONT'D)
Though I feel it won't make much of
a difference…

We follow the real Garble as he slinks away towards the
security system panel. He activates the panel and brings up a
screen that will set off all the alarms palace-wide!

EMBER (O.S.)
Oh, Garble.

Garble turns to see Ember looking not at all surprised.

GARBLE
I know I've betrayed you many times
before, but this time it's truly
nothing personal. The reward for
your capture will set me up nicely.

He triggers the alarm.


INT. GRANDMASTER'S PRIVATE GARAGE – CONTINUOUS

EMBER
Never one for sentiment, were you?

GARBLE
Easier to let it burn.

EMBER
I agree.

Then, Garble sees Ember holding up a fob device. Garble
realizes that Ember affixed an Obedience Disk on him in that
heart-to-heart moment.

Ember smiles.

BZZZT!

Ember ZAPS Garble and HOLDS DOWN the button. Garble HITS
the ground, WRITHING in pain. Ember approaches. Pause.

EMBER (CONT'D)
Oh brother, you're becoming
predictable. I trust you, and after you
betray me. Round and round in
circles we go.

Ember continues to "think about it" for a beat while Garble
convulses in agony on the floor. Finally, Ember kneels down.

EMBER (CONT'D)
See, Garble, life is about, it's
about growth. It's about change.
But you seem to just wanna stay the
same. I guess what I'm trying to
say is that you'll always be the
God of Mischief, but you could be
more. I'll just put this over here
for you.

Ember places the fob on top of the security panel, so close
but so far from Garble's paralyzed reach.

EMBER (CONT'D)
Anyway, I got places to be so good
luck.


INT. COMMODORE SHIP – MOMENTS LATER

Ember is seen in the cockpit.

EMBER
All right, I can figure this out.
It's just another spaceship.


EXT. GRANDMASTER'S PALACE – MOMENTS LATER

The massive garage doors OPEN. This sets off BLARING ALARMS
to alert the palace of this unauthorized departure.

The Commodore ship LIFTS OFF from the garage. In the cockpit
Ember pushes forward on the throttle. The ship ZOOMS ahead.

GRANDMASTER
Loyal Sakaarians, Princess of Thunder
has stolen my ship and my favorite
champion. Sakaarians, take to the
skies. Bring him down. Do not let
him leave this planet.

BELOW: Pilots hastily RUSH to their Palace Patrol ships so
as to pursue the Commodore.

The first two ships out of the garage SWOOP AROUND behind
Ember. The Patrol ships are LOCKING weapons on Ember when…

BOOM-BOOM!

They are both blown out of the sky by…


INT. WARSONG SHIP – SAME

Smolder is all focus, flying and FIRING. Spike sits shotgun.

SPIKE
Good shot!


EXT. SAKAAR – DAY

Ember's ship and Smolder's ship now ZIP through the city in
tandem. On the horizon we can see…

… the Statesman, the enlarged Grandmaster, and his Riot
Control team raining down hell on the revolting prisoners.


INT. COMMODORE SHIP – CONTINUOUS

Ember in the pilot's seat. Smolder comes in over the radio.

SMOLDER (V.O.)
Open the doors.

Ember looks over the console. FLIPS a switch.


INT. WARSONG SHIP – CONTINUOUS

Smolder STEERS down, dropping altitude. Her whole ship
spins upside down, yet her cockpit is still right-side up.

SMOLDER
I hope that you're tougher than you
look.

SPIKE
Why?

Smolder MAXES OUT the throttle. The ship ACCELERATES. When
she's under Ember's ship, Smolder presses…

THE EJECT BUTTON! Spike is LAUNCHED OUT OF THE SHIP!


INT. COMMODORE SHIP – CONTINUOUS

Ember at the controls. We hear an incoming scream of
increasing volume. "aAH!"

THUNK! Spike is SHOT UP into the ship. ROUGH LANDING.

Spike casually lifts his arm up and gives a THUMBS UP.

CLUNK! CLUNK! CLUNK! CLUNK! The ship is being fired upon by
another pursuit vehicle. Spike joins Ember.

SPIKE
Shouldn't we be shooting back or
something?

EMBER
Yes, we should.
(into the radio:)
Where are the guns on this ship?

SMOLDER (V.O.)
There aren't any. It's a leisure
vessel.

EMBER/SPIKE
WHAT?!

SMOLDER
Grandmaster uses it for his good
times, orgies and stuff.

Ember and Spike look around. The CEILING has MIRRORS ON IT
and the floor is covered in a sakaarian PERSIAN RUG.

SPIKE
Did she just say the Grandmaster
uses it for orgies?

EMBER
Yeah. Don't touch anything.

CLUNK! CLUNK! CLUNK!

More fire from behind.


INT. WARSONG SHIP – THE SAME

Smolder's ship is hit. She rotates the cockpit to face BACKWARDS
and opens fire, taking out the attacking chase-ship.

But now in Smolder's cockpit… Sparks. Smoke. Alarms.

In the distance Smolder clocks the Grandmaster's Riot Ship
raining terror down on the masses. A look of determination as
she pops the HATCH above - her ship is now a convertible.


EXT. SAKAAR – CONTINUOUS

Meanwhile, Warsong ZOOMS out from under Ember's ship, still
ACCELERATING. Smolder has turned her ship into a missile, and
its trajectory is the Grandmaster's Riot Control Ship!

Grandmaster is still taunting his former captives below when…

KA-BOOM! Warsong SLAMS into the Statesman, specifically the
Grandmaster's projection! Enlarged Grandmaster stumbles,
struggling to maintain his balance.

Warsong EXPLODES while the Statesman is knocked off kilter
and goes down for a hard landing in the market!


INT. COMMODORE SHIP – CONTINUOUS

Ember and Spike witness the fiery explosion of Smolder's kamikaze
flight path!

EMBER
No!

Ember experiences a brief instant of heartbreak/devastation…

… but then notices a spec coming out of the explosion.

THWACK!

Smolder hits the ship's windshield and grabs hold!
Residual smoke wafting off of her.


EXT. SAKAAR – THE WASTELANDS – CONTINUOUS

Ember pilots the ship out of the city into the Wastelands as
six sakaarian fighter ships race after them in formation.

The following dogfight will proceed across the Wastelands and
then out over the Sakaarian Ocean.


INT. COMMODORE SHIP – CONTINUOUS

Smolder is still on the windshield. GUNFIRE! One of the
pursuing ships WINGS the Commodore, causing it to LURCH.

EMBER
Get inside!

SMOLDER
In a minute!

Smolder pulls herself up and then RUNS DOWN THE ROOF OF THE SHIP!

Ember and Spike follow the THUMPING of her footsteps.


EXT. COMMODORE SHIP – CONTINUOUS

In full sprint, Smolder LEAPS OFF and…

… LANDS HARD on the lead Sakaarian ship! Smolder begins TEARING
into the enemy ship with her bare claws!


INT. COMMODORE SHIP – CONTINUOUS

Ember and Spike exchange a look. Pause…

EMBER
I should probably go and help.

Ember abruptly exits, leaving Spike at the ship's controls.

EMBER (CONT'D)
Here, take the wheel.

SPIKE
No. I don't know how to fly one of
these.

EMBER
You're a scientist. Use one of
your PhDs.

SPIKE
None of them are for flying alien
spaceships!


EXT. THE SAKAARIAN OCEAN – CONTINUOUS

Ember LEAPS into the middle of this high-speed dogfight!

These two superhuman Asgardians begin jumping between their
pursuer's ships, taking out guns, engines, and pilots with
their bare hands. It's spectacular and epic.

Ember RIPS out an engine block and uses it to crush a pilot.

Smolder DRAGS her blades down the entire underbelly of a ship
before BACKFLIPPING to another.

Back and forth they go, even passing each other mid-flight a
few times. One by one the Sakaarian ships GO DOWN.


INT. COMMODORE SHIP – SAME

Spike is frantically STEERING the ship, doing his best to
dodge all the incoming fire. He peels away and is followed
by Topaz, who is in her own chase-ship.

SPIKE
(flashes green:)
Okay, come on. There's gotta be a
gun on this thing.

Spike notices a button with a little explosion icon.

SPIKE
That looks like a gun.

Spike PRESSES the button.

The ship's lighting changes, like a disco effect. Weird dance
music BLASTS over the PA, followed by Grandmaster's voice.

GRANDMASTER (V.O.)
It's MY BIRTHDAY! It's MY BIRTHDAY!
It's MY BIRTHDAY.

Spike is so confused. Then we hear FIREWORKS.


EXT. THE SAKAARIAN OCEAN – CONTINUOUS

MASSIVE PLUMES of powder paint SHOOT OUT of the ship followed
by a huge colorful fireworks display. And then a
rainforest's worth of confetti is dumped from the hull!

Topaz is suddenly in the middle of a party smoke screen! She
tries to fly her way through all the fireworks and streamers,
but ultimately she hits a HARD CRASH LANDING in the ocean.

SPIKE
Yeah!

Meanwhile, Ember and Smolder land together on the one remaining
Sakaarian ship. Smolder leaks a smile to Ember.

Ember YANKS OFF the cockpit cover, Smolder TOSSES the pilot, and
together they PUSH FORWARD on the throttle.

The ship SPEEDS FORWARD. Just then Spike pulls the Commodore
back on the scene, hovering above them.

They LEAP UP towards the Commodore's open doors as the ship
CRASHES and EXPLODES behind them!


INT. COMMODORE SHIP – CONTINUOUS

Ember and Smolder join Spike in the cockpit.

SPIKE
Gals, we're coming up on the
Devil's Anus!


INT. GRANDMASTER'S GARAGE – DAY

KORG and MIEK enter, leading a group of gladiator rebels.

Korg sees and then points to the SUPERCRUISER.

KORG
There she is. Our ticket out of
here. Hey, what's this?

The OBEDIENCE DISK FOB on the ground. He picks it up.

Korg then notices GARBLE, TWITCHING and CONVULSING on the
ground. He's barely made any progress towards the fob.

Garble locks eyes with Korg, a desperate and furious plea.

Korg looks at Garble, then at the fob, then back to Garble.

Garble gives Korg a maniacal, pleading look.

Korg gets it. He deactivates the obedience disk.

Garble stands, dusts himself off.

GARBLE
Thank you.

KORG
Hey dragon, we're about to jump on
that ginormous spaceship. You
wanna come?

GARBLE
You do seem like you're in
desperate need of leadership.

KORG
Why thank you.


EXT. THE DEVIL'S ANUS WORMHOLE – CONTINUOUS

SMOLDER
Here we go!

The Commodore ship is swallowed up by the towering nightmare
that is the Devil's Anus wormhole.

The ship's onboard computer SHORTS OUT. Darkness in the
cabin. All around them the hull CREAKS. Under strain.

The commodore heads toward the end of the wormhole. Debris
flies past the camera.

Ember, Smolder, and Spike all look like they are in extreme pain,
as there's great concern the ship could be torn apart.


EXT. ASGARD – PLAZA – DAY

PUFF ADDRESSES A CROWD OF ASGARDIANS. DEVOUR BEHIND HIM
leaning against FENRIR, her GIANT DRAGONWOLF.

PUFF
Asgardians, some misguided soul has
stolen the Bilröst sword. Tell us
where it is, or there will be
consequences. Bad ones.

We are now in the smoking ruins of Asgard. 100+ Asgardians
have been forced to line in a large piazza, all exhausted,
all scared. Patrolling the perimeter are Devour's Butchers.

PUFF (CONT'D)
Well?

Devour points to an Asgardian woman off camera.

DEVOUR
You.

Devour's butchers approach the crowd and find the Asgardian
woman. Puff closes his eyes and looks downward.

ASGARDIAN CITIZENS
No! Stop!

Devour's butchers pull the Asgardian woman to the steps. They
shove her and she falls tot he floor. The woman is on her
hands and knees as Puff turns to her. She trembles as
Puff holds his battle axe with both hands.

DEVOUR
Well? Executioner?

ASGARDIAN DRAGON
Wait! I know where the sword is.


EXT. THE DEVIL'S ANUS WORMHOLE – DAY

The Commodore nears the end of the wormhole and is…

SPIT OUT into the calmness of outer space.


INT. COMMODORE SHIP – CONTINUOUS

Spike, Ember, and Smolder are all unconscious. Spike wakes
up and looks outside, the stars reflected in the windshield.
Ember and Smolder wake up. Outside they see…

THE REALM OF ASGARD, a flat city in the middle of an island
floating in space.

SMOLDER
(mixed emotions:)
I never thought I'd be back here.

The ship descends into the clouds above Asgard.

SPIKE
I thought it'd be nicer. I mean,
not that it's not nice. It's just,
it's on fire.

THE SHIP CLEARS THE CLOUDS TO REVEAL…

ASGARD IN RUINS. A DEVASTATED GHOST KINGDOM. FIRES, WRECKED
BUILDINGS, DEAD DRAGONS. IT LOOKS LIKE ALL HOPE IS LOST.

SMOLDER
Here, up here in the mountains.

A projected map on the console shows the mountain where the
stronghold is located. There is a red dot in the mountain,
indicating where the Asgardian citizens are.

SMOLDER (CONT'D)
Heat signatures. People clustered
together. Devour's coming for them.

EMBER
Okay, drop me off at the palace and
I'll draw her away.

SMOLDER
And get yourself killed?

EMBER
The people trapped down there are
all that matters. While I'm
dealing with Devour, I need you two
to help get everyone off Asgard.

SPIKE
How the hell are we supposed to do
that?

EMBER
I have a dragon on the ground.


INT. ASGARD/STRONGHOLD – DAY

Shakes looks to the Asgardian Citizens.

SHAKES
Asgard…

Silence.

SHAKES
… She's here.


EXT. PALACE – PLAZA – DAY

Smolder is helping Ember load a MASSIVE ASGARDIAN BLASTER
into the side of the Commodore.

EMBER
Now the ship has guns.

SMOLDER
I'll take it from here.

Ember produces a bundle of FABRIC WITH GOLD AND WHITE PLATING.

EMBER
I found this in the armory.

Smolder immediately recognizes its significance. She doesn't
want to be affected by this gesture, but can't help it.

They share a look as the Commodore lifts off into the air.
Before she's out of earshot, Smolder calls down:

SMOLDER
"Your majesty". Don't die. You
know what I mean.

The Commodore flies away, leaving Ember on the balcony.


INT. THRONE ROOM – CONTINUOUS

Ember's footsteps ECHO through the empty space. She sees the
items from the vault scattered beside the throne.

Ember sees a chunk of plaster from the dismantled fresco. She
picks it up and sees that this piece of fresco bears a
portion of his own face. Ember then looks up, off camera.

Her eyes go wide. She looks up at the ceiling where her
painting used to be and finds the original which depicts Torch
and Devour conquering the nine realms, with Devour's butchers all
around them. Devour holds Mjölnir.


EXT. ASGARD – MOUNTAIN RAVINE – DAY

Devour, cowl & headdress on, stands with Puff outside of the
mountain stronghold where Shakes is hiding the refugees.
Devour raises her arms and FIRES LONG THIN BLACK LANCES, which
BURROW into crevices on the mountainside. From here, we TILT
UP, looking straight at the sky.

With the lances in place, Devour bears down. Summoning all her
focus and energy, she begins to VIBRATE this manifestation of
her powers, PUNCTURING crevices and splitting rock apart.

The whole mountain begins to RUMBLE.


EXT. ASGARD – MOUNTAIN STRONGHOLD – SAME

CRACK! Devour RIPS OPEN THE SIDE OF THE MOUNTAIN!

There is an avalanche of rock and debris. The mountain
around the doors completely destroyed, the doors fall across
the ravine, creating a bridge for Devour and Puff. Devour
waits patiently for the dust to settle and sees…

… an empty stronghold. No sign of Shakes or the refugees.


EXT. SECRET MOUNTAIN PATH – SAME

Shakes leads the migration of refugees out the other side
of the mountain onto a secluded mountain path.

SHAKES
We must keep moving! Go to the
Bilröst!


INT. COMMODORE – DUSK

Spike flies the Commodore out across the city.

Smolder puts on her gloves, cuff on her forearm, boots, and
breastplate. She grabs her proemial-dragonfang sword and puts it at
her side. Smolder mans the Blaster, and we see that she's changed
into the CLASSIC WHITE & GOLD VALKYRIE ARMOR (Ember's gift).

Bad ass.


EXT. MOUNTAIN STRONGHOLD – DUSK

Devour is about to throttle Puff when…

A LOUD GONG SOUND. It's coming from far away, but the deep
note resonates across the land.

GONG-GONG-GONG-GONG!

Devour looks to the Palace, her eyes narrowing with rage.


INT. THRONE ROOM – CONTINUOUS

Find Ember on the throne holding 'GUNGNIR'; THE LORD'S SCEPTER,
Torch's signature scepter. SLAMMING the butt of it on the
ground.

GONG… GONG…

Devour steps into the throne room. Headdress & cowl off.

Ember stops the GONGING when he sees Devour.

EMBER
Sister…

Smiling, Devour gradually crosses the huge space towards Ember.

DEVOUR
You're still alive.

EMBER
I love what you've done with the
place. Redecorating, I see.

DEVOUR
It seems our father's solution to
every problem was to cover it up.

EMBER
Or to cast it out.
(then:)
He told you you were worthy. He
said the same thing to me.

Angle on Devour in the frescos, fighting with Mjölnir.

DEVOUR
You see, you never knew him, not at
his best.
(nostalgic sigh:)
Torch and I drowned entire
civilizations in blood and tears.
Where do you think all this gold
came from? And then one day he
decided to become a benevolent
lord.
To foster peace, to protect life.
(with teeth:)
To have you.

EMBER
I understand why you're angry. And
you are my sister, and technically
have a claim to the throne. And
believe me, I would love for
someone else to rule. But it can't
be you. You're just…. the worst.

Devour puts on her headdress.

DEVOUR
Okay, get up. You're in my seat.

EMBER
(standing up:)
You know, Father once told me that
a wise lord never seeks out war.

DEVOUR
But must always be ready for it.

They CHARGE each other.


EXT. OBSIDIAN BRIDGE – SAME

Shakes leads the refugees out onto the bridge.

But then he stops. Sensing something.

At the far end of the bridge is FENRIR! The massive war dragonwolf
is guarding the observatory!

SHAKES
Go back!

The refugees turn to retreat. Fenrir CHARGES!

GUNFIRE FROM ABOVE!

The Commodore swoops onto the scene, Smolder manning the
blaster and FIRING on Fenrir, who stops his charge.

As the refugees retreat, they come to a stop because…

… PUFF IS LEADING AN ARMY OF BUTCHERS BEHIND THEM!

Shakes and the refugees are now trapped on the bridge
between Fenrir and Puff!


INT. THRONE ROOM – CONTINUOUS

Devour and Ember fight, Devour wielding twin black blades.

They CLASH and Ember BLOCKS an attack with Gungnir. They are
face to face, Devour glaring at Ember.

DEVOUR
To be honest, I expected more.

Devour DISARMS her, sending Gungnir CLATTERING across the room.
Devour strikes out sending Ember FLYING hard into a wall.


EXT. OBSIDIAN BRIDGE – SAME

Devour's butchers stand behind Puff.

PUFF
Shakes! The sword!

The Butcher army CHARGES

Smolder and Spike hold the remaining Butchers off with GUNFIRE.

Shakes is looking toward the palace, concern for Ember. But
his attention soon goes back to protecting the mass of
humanity behind him. He looks out to the Observatory

SHAKES
We must cross now! To Bilröst!

Shakes leads the refugees out onto the bridge.


INT. THRONE ROOM – CONTINUOUS

Devour PINS Ember against the wall.

DEVOUR
Here's the difference between us.
I'm Torch's firstborn, the rightful
heir, the savior of Asgard.
(beat:)
And you're nothing.

Devour PROJECTS a large spiked lance, Ember barely rolls out of
the way before it PUNCTURES the wall.

Ember HEADBUTTS Devour. It does nothing. Devour responds with her
own HEADBUTT. It does a lot.

DEVOUR (CONT'D)
So simple. Even a blind dragon could
see it.

Devour RAKES a black-clawed hand across Ember's face. In doing
so, she RIPS OUT ONE OF HER EYES!

DEVOUR (CONT'D)
Now you remind me of Dad.


EXT. OBSIDIAN BRIDGE – SAME

Asgardians CLASH with Devour's Butchers.

Smolder keeps raining down fire on Fenrir, but it is doing
no real damage. Just pissing the dragonwolf off.

Fenrir shakes off the bullets and resumes CHARGING.

Shakes sees Fenrir charging and steps out in front of the
refugees with his sword, preparing for the worst.


INT. COMMODORE SHIP – SAME

Smolder gives up shooting.

SMOLDER
This stupid dog won't die!

Spike looks down at the carnage below. Makes a decision.

He gets up and heads for the bay doors.

SPIKE
Everything's going to be okay. I
got this. You want to know who I
am?

SMOLDER
What the hell are you talking
about?

SPIKE
You'll see.

Spike LEAPS out of the ship!


EXT. OBSIDIAN BRIDGE – CONTINUOUS

Spike soars through the air. It's an awe-inspiring image as
we follow Spike's trajectory downwards. His face is
determined, arms churning, ready to Spike out…

…except it doesn't happen. Worry washes over his face.

SPLAT! Spike FACEPLANTS on the bridge, seeming to break
every bone in his body. He looks dead.

Pause. Fenrir SNIFFS him curiously. We notice multiple veins on
Spike's neck PUMPING GREEN. Then…

… Spike suddenly EXPLODES UP as THE UNSTOPPABLE SPIKE, UPPER-
CUTTING Fenrir in the jaw! Spike is now in a wrestling match
with a beast four times his size - the two of them go
TUMBLING into the water below.


EXT. PALACE BALCONY – SAME

Devour has Ember by the throat. She lifts him up to look over
the balcony's ledge.

DEVOUR
You see? No one's going anywhere.
(then:)
I'll get that sword even if I have
to kill every single one of them to
do it.

Ember looks down. Distraught. Heartsick.


EXT. OBSIDIAN BRIDGE – CONTINUOUS

Smolder pilots the Commodore towards the battle on the city side
of the bridge. Puff's battlion of Butchers surge forward…

BOOM!

Smolder LANDS the Commodore on top of them, SKIDDING
across the bridge, CRUSHING the front line of the Butchers,
and KNOCKING Puff aside. The impact triggers the party
function, setting off PARTY MUSIC and a FIREWORKS DISPLAY.

Smolder emerges from the ship in full battle mode. Behind her,
the Commodore FIREWORKS provide a spectacular HERO BACKDROP.
She draws PROEMIAL-DRAGONFANG and smiles as Butchers begin swarming
towards her. She is where she needs to be.

Meanwhile, the Asgardians huddle together, packed so tight
that some begin to fall off the side of the bridge, loved
ones grabbing them and pulling them back up. There's no hope.

Shakes FIGHTS off Butchers, but gets KNOCKED DOWN. Just as
it looks like he's about to take a killing blow…

BAM!

The Butcher is BLASTED.

Korg steps into frame, holding the blaster!

KORG
Hey man. I'm Korg. This is Miek.

Miek steps into frame, waving.

KORG (CONT'D)
We're going to jump on that
spaceship and get out of here.
Want to come?

Shakes is beyond confused, but then… a LOUD NOISE. Devour
looks down to see…

… EMERGING FROM THE THICK LOW-HANGING FOG IS GARBLE! Resplendent
in horns, arms spread wide, seeming to float towards the
bridge like a mythical angel of mercy.

GARBLE
Your savior is here!

The fog dissipates around him, revealing that Garble's standing
on THE GRANDMASTER'S SUPERCRUISER! For reasons that will
become clear, we will henceforth call this ship THE ARK.

And Garble is not alone. He's brought along all the prisoners
from the Contest of Champions. Armed with gladiator weapons.
The Ark slows to a stop at the middle of bridge.

ABOVE. Even with Devour's claw on her throat, Ember can't help
but smile at the sight of Garble. Devour however sneers.

DEVOUR
That little shit.

BELOW. Garble and the sakaarian gladiators JUMP OFF the Ark and
onto the bridge, joining the fight against Devour's forces.

GARBLE
Did you miss me? Everybody on that
ship, now!

The Asgardian refugees begin POURING onto the Ark. The only
way onto the Ark is a narrow plankway, so there is an
immediate bottleneck effect - thousands of frightened people
all pushing for a chance at salvation. It's mayhem.

Garble walks through the crowd to Shakes.

SHAKES
Welcome home. I saw you coming.

GARBLE
Of course you did.

Garble joins Shakes and the gladiators in fending off Devour's
encroaching minions.


EXT. PALACE BALCONY – SAME

Devour is perturbed, but not enraged. She turns her gaze back
to Ember for a final farewell.

DEVOUR
A valiant effort, but you never
stood a chance.

Ember looks up from her friends protecting her people as they
frenziedly board to the Ark to…

… The twilight stars coming out over Asgard. There's a
glimmering of stardust in the sky.

Ember feels how Devour's power INCREASES.

DEVOUR (CONT'D)
You see? I'm not a queen, or a
monster.

FLASH!

PUSH IN ON TORCH AT THE CLIFFS.

DEVOUR (CONT'D)
I'm the Goddess of Death.

FLASH!

PUSH IN ON TORCH AT THE CLIFFS.

DEVOUR (CONT'D)
What were you the Goddess of again?

As Devour digs two blades into his chest, Ember SCREAMS…

And everything goes SILENT. SKY. We PAN DOWN to…


EXT. CLIFFS – DAY

- where we find Ember (dressed and injured as she was on the
balcony), back in the sweeping fields where we met Devour for
the first time.

TORCH (O.S.)
Even when you had two eyes you were
only seeing half the picture.

Ember turns to see her father, sitting where we last saw him.
Ember falls to his knees.

EMBER
She's too strong. Her power only grows
with the passage of the day. Without
my hammer I cannot…

TORCH
Are you Ember, Goddess of Hammers?

Ember looks up, meeting his gaze.

TORCH (CONT'D)
That hammer helped you control your
power, focus it. But it was never
the source of your strength.

Torch stands, as does Ember.

EMBER
It's too late. She's already taken
Asgard.

TORCH
Asgard is not a place. Never has
been.
(gestures around him:)
This could be Asgard. It is
wherever our people stand. And
right now those people need you.

Torch turns to go.

EMBER
I'm not as strong as you.

TORCH
No. You're stronger.

As Torch turns to leave, a SHADOW in the shape of DEVOUR'S
HEADDRESS falls across him. He looks up and we are…


EXT. PALACE BALCONY – CONTINUOUS

Ember looks up to the sky.

She digs the blades deeper into Ember's chest. She groans in
pain. Everything DARKENS as BLACK CLOUDS gather overhead.

DEVOUR
Tell me sister, what were you the
Goddess of again…?

CLOSE ON Ember's clenched fist, small arcs of electricity
forming.

KRA-KA BOOM!

-THE LOUDEST CRACK OF THUNDER YOU'VE EVER HEARD! In an

instant, Ember and Devour are ENGULFED in a bolt of lightning!

KA-BOOM!

Devour is BLASTED OUT of the lightning and sent
CRASHING into the streets of Asgard. Her costume is
tattered, the black extensions of her power hanging off her
body in some places. She appears to be unconscious!

All around Asgard, EVERYONE looks up at this massive strike.


EXT. OBSIDIAN BRIDGE (OBSERVATORY SIDE) – CONTINUOUS

BOOM! Ember LANDS HARD on her feet. Muscles swollen, veins
pulsing with electricity. A living storm.

Ember DIVES INTO THE FRAY. She moves like a bolt of lightning,
SURGING through the army of Butchers in quick SLASHING JOLTS.


EXT. OBSIDIAN BRIDGE (CITY SIDE) – SAME

Smolder CHARGES into the ocean of Butchers. Wielding
Proemial-Dragonfang, backlit by the POPS of fireworks.


EXT. OBSIDIAN BRIDGE (HERO SHOT) – CONTINUOUS

Moving across the entire epic battle.

On the city side, Smolder CUTS A SWATHE through the
relentless onslaught of Butchers. Heavy damage.

At the middle of the bridge, Shakes helps load the fleeing
Asgardians onto the Ark.

Within the melee are Garble, Korg and the Sakaarians. Garble
SLASHES through Butchers wielding his two long daggers.

In the water below, Spike and Fenrir WRESTLE in an colossal
clash of FISTS, CLAWS, and TEETH.

Beyond that, Ember is wielding electrified weapons and
BLASTING entire packs of Butchers off the bridge!

Lost in the chaos is Puff, who sees the tides turning. He
throws down his axe and blends into the crowd.


EXT. ASGARD - WATER BELOW – CONTINUOUS

Fenrir has Spike in his mouth, underwater. Trying to drown
the green goliath!

Fenrir' teeth PUNCTURE Spike's skin. He BELLOWS, THRASHING.

Spike winds up and SLAMS Fenrir in the snout!

Fenrir snaps back, revealing that…

… THEY'VE REACHED THE REALM'S EDGE!

Fenrir is knocked off, plummeting off of Asgard into space.

Spike grabs hold of the slippery rocks, desperately trying to
climb back as water pours down on him.


EXT. THE ARK – SAME

Asgardians continue RUSHING onto the ship.

In the crowd we find Puff! He's thrown a cloak over
himself and is sneaking in amongst the refugees.


EXT. OBSIDIAN BRIDGE – CONTINUOUS

Our heroes have drastically thinned down the herd of
Butchers.

It's pandemonium. The Ark's engines are deafening, but you
can still hear the sound of terrified people SCREAMING.

Ember helps Garble to his legs.

EMBER
You're late.

GARBLE
You're missing an eye.

Smolder finishes off a handful of enemies, but then notices
something. She WHISTLES to get the others' attention.

SMOLDER
This isn't over.

All around the bridge, our heroes look to see…

… Devour arriving at the far side of bridge. She is seething
with much more power, a vision of death.

Having just come out of this huge battle, they are all weary
and nursing injuries. Garble and Smolder are hurting worse than
Ember.

Devour walks towards them. Menacing and deliberate.

Ember, Garble, and Smolder step forward to protect the Asgardians.
They huddle together.

EMBER
I think we should disband the
Revengers.

GARBLE
Hit her with a lightning blast.

EMBER
I just hit her with the biggest
lightning blast in the history of
lightning. And it did nothing.

SMOLDER
We need to hold her off until
everybody's on board.

Ember looks at the people boarding behind her.

EMBER
It won't end there. The longer
Devour's on Asgard the more powerful
she grows. She'll hunt us down.
We need to stop her here and now.

SMOLDER
What's our move?

GARBLE
I'm not doing the "Get help".

Ember sees Devour approaching. She sees the palace behind her. sHe
comes to a realization.

EMBER
Asgard's not a place, it's a
people.
(then:)
This was never about stopping
Ragnarök… it was about causing
Ragnarök.
(to Garble:)
Go to the vault. Surtr's crown.
It's the only way.

GARBLE
(impressed:)
Bold move, sister. Even for me.

Garble runs off, leaving Ember and Smolder to deal with Devour.

EMBER
Shall we?

SMOLDER
After you.

Ember ATTACKS. They CLASH, kicking off this monumental
confrontation. Devour manifests pitch black weapons to attack
Ember, but Ember is conjuring powerful bolts of electricity
with the same speed and ferocity.

Just as Ember is surging with newfound lightning powers,
Devour's powers seem to be enhanced as well.

The battle is relentless and fast-paced. Ember is holding her
own against Devour. Maybe they can win this thing.

After several fearsome exchanges, Devour PUNCTURES her shoulder
and then DARTS past her with startling speed.

Undeterred, Ember RUSHES Devour again. Smolder joins in,
forcing Devour to fight them both.


EXT. THE ARK – SAME

While the Asgardians still scramble to get on board above…

… find the Commodore ship, swooping down below the bridge.


INT. COMMODORE SHIP – CONTINUOUS

Find Garble in the pilot's seat.

GARBLE
This is a madness.

The ship ACCELERATES towards the palace of Asgard.


EXT. OBSIDIAN BRIDGE – CONTINUOUS

Ember continues FIGHTING Devour while Smolder BLOCKS Devour's
attempts to spear the Asgardians from afar.

Devour isn't landing any fatal blows, but she's carving Ember up
and making steady progress towards the Ark.

However, the Asgardian refugees finally make it aboard. An
injured Shakes, Korg, and Miek are the last to get on.

Ember and Shakes make eye contact. Ember calls out:

EMBER
GO! GO NOW!

As the Ark's engines begin to POWER UP…

… Devour HARPOONS Ember. She goes down, grimacing in pain.

Devour begins to CONJURE AN ENORMOUS MANIFESTATION OF HER
POWERS, A GIANT BLACK SPIKE EMERGES FROM THE BEDROCK OF ASGARD
IN THE MIDDLE OF THE LAVA OCEAN, THAT STABS THE ARK
AND PREVENTS IT FROM LEAVING!

Butchers begin to scramble up onto the Ark!


EXT. ARK – CONTINUOUS

The refugees REACT IN TERROR as the Butchers begin CLIMBING
from the bridge to the Ark. In the frightened crowd we find…

… Puff, still cloaked. He sees innocent Asgardians huddled
together, trying to protect their families. He's having a
crisis of conscience. An epiphany.


INT. TORCH'S VAULT – SAME

GARBLE rushes in and picks up Surtr's skull.

As he walks towards the Eternal Flame, The Tesseract draws
his attention. Tempting him.


EXT. THE ARK – CONTINUOUS

The first wave of Butchers arrives on board, heading straight
for a cowering family. Just as they're about to be killed…

POW! POW! POW!

The Butchers fall dead.

Everyone turns to see PUFF, now uncloaked, wielding his two
M-16s from Texas.

PUFF
For Asgard.

Puff runs forward, LEAPS off the Ark, and LANDS on the
bridge right where all the Butchers are coming to life.
BLASTING AWAY the Butchers before they can get aboard.

Behind Puff, the Ark begins to LIFT OFF.

Puff keeps FIRING and then…

PUFF (CONT'D)
DEVOUR!

Devour turns to see Puff blasting his way through her
Butchers, trying to make his way to her.

Disappointed, Devour FIRES a blade through Puff's heart.

Puff has been killed…

… but the Ark now ASCENDS unfettered.


INT. TORCH'S VAULT – SAME

GARBLE places Surtr's skull in the Eternal Flame.

GARBLE
With the Eternal Flame, you are
reborn.

As the fire CRACKLES, Surtr's skull begins to GROW.


EXT. OBSIDIAN BRIDGE – CONTINUOUS

Devour has Smolder in her clutches, but her focus is on the
aftermath of Puff's last stand and the Ark's subsequent
escape. She's furious, about to unleash hell when…

EMBER (O.S.)
DEVOUR! Enough!

Devour turns to see Ember, having yanked out the harpoon…

…and it looks like she's laying down his sword!

EMBER (CONT'D)
You want Asgard? It's yours.

DEVOUR
Whatever game you're playing, it
won't work. You can't defeat me.

EMBER
No, but he can.

KA-BOOM!

EXPLODING through the roof of the palace is SURTR!

This is a different Surtr than the opening. He is slowly
but steadily GROWING in size, and he carries with him a
massive flaming sword, which GROWS as well.

Surtr's arrival literally SHAKES the bedrock of Asgard,
causing FISSURES to spiderweb all around him, and DISLODGING
some of the foundation on the bridge and around the palace.

Devour's eyes go wide. She wasn't expecting this.

DEVOUR
No… NO!


EXT. OBSIDIAN BRIDGE – CONTINUOUS

In the background the Ark continues its ascent, now high up
above the city.

Devour's attention is on Surtr as the palace COLLAPSES around
him. So she is unprepared for…

SHLNK!

Mustering up all her remaining strength, Smolder DRIVES
Proemial-Dragonfang through Devour's chest, effectively PINNING her to
the bridge.

Refocused on Smolder, Devour goes to deliver a death blow when…

… Ember BOLTS forward! He PULLS Smolder from Devour's clutches.

Ember turns and FIRES LIGHTNING INTO PROEMIAL-DRAGONFANG, which
DISLODGES the section of the bridge that Devour is pinned to!

The ground beneath Devour BREAKS FREE and she goes FALLING down
into the expanding fissure in Asgard's bedrock in lava ocean.

Badly injured, Ember and Smolder look up to see…

… Surtr INCREASING in size, now towering over the palace.

SURTR
Tremble before me Asgard, for I am
your reckoning!

Surtr swings his sword, destroying an entire city block.

EMBER and SMOLDER look up.

SMOLDER
The people are safe. That's all
that matters.

EMBER
We're fulfilling the prophecy.

SMOLDER
I hate this prophecy.

EMBER
So do I, but we have no choice.

In the background, Spike hops up onto the bridge. Looks
around, zeroing in on Surtr.

EMBER
Surtr destroys Asgard, he destroys
Devour so that our people can live.

Spike CHARGES behind them, still unseen by Ember and Smolder.

EMBER
We need to let him finish…
(finally sees Spike:)
No!

SPIKE LEAPS UP AND LANDS ONTO SURTR'S FACE and begins
POUNDING the fire giant with furious punches!

EMBER (CONT'D)
Spike no! Stop it you moron!

It's not doing much damage, but the shock of it plus Spike's
impact makes Surtr take a destructive step back.

Spike is trying to rip out one of Surtr's horns when Surtr
reaches up and GRABS HIM with a giant fiery hand.

Surtr HURLS Spike away from him. Sends him CRASHING DOWN.

Spike stumbles to his feet, dazed and SMOKING. After gathering
his bearings, Spike gets REALLY ANGRY and heads back towards
Surtr for round two, but…

EMBER (CONT'D)
Spike, just for once in your life,
don't smash!

SPIKE
But… big Monster.

SMOLDER
Spike! Let's go.

Spike stops. Looking between Surtr and Ember & Smolder. This is
a real Sophie's Choice for Spike. On the one hand, he really
wants to kill that thing. On the other hand…

SPIKE
Friends.

Spike PICKS UP Ember and Smolder. He then squats down, and…

… LEAPS WITH ALL HIS MIGHT! The trio SHOOTS UP into the night
sky like a rocket blasting off. Their trajectory is heading
right at the Ark as it reaches the lower orbit of Asgard.


EXT. ARK – PLATFORM – CONTINUOUS

Spike lands gently, as though he were stepping out of bed. He
casually DROPS Ember and Smolder, both exhausted.


EXT. ASGARD – SAME

A bird's eye view shows TOTAL CARNAGE AND MADNESS on Asgard.

Surtr has grown to EXTINCTION LEVEL SCALE. SLASHING AWAY at
the landscape below, when suddenly…

… A MASSIVE BLACK SPIKE EXPLODES FROM THE WATER AND SLAMS INTO
SURTR'S CHEST!

From beneath the water, Devour EXPLODES back onto the scene,
riding a huge spiked manifestation of her powers.

She's going for Surtr. ATTACKING with all her might.

Surtr winds up, holding his sword above his head.

SURTR
I am Asgard's doom!

True to his word, Surtr fulfills his destiny and…

… DRIVES HIS SWORD THROUGH DEVOUR AND INTO THE HEART OF ASGARD!


INT. THE ARK – MAIN CABIN – SAME

Everyone watches as Surtr drives his sword through Asgard.

KORG
The damage is not too bad. As long
as the foundations are strong, we
can rebuild this place. It will
become a haven for all people and
aliens of the universe…

When the fiery sword touches the crystalline base of Asgard
there is a VIOLENT DETONATION OF ENERGY!

A CATACLYSMIC EARTHQUAKE! The entire realm is SPLIT IN TWO!

In an instant, Ember's home is BLOWN TO PIECES.

… Asgard is gone.

KORG (CONT'D)
And… those foundations are gone.
Sorry.

Stay on Ember as she processes the decisions she's made.

EMBER
What have I done?

Shakes joins her.

SHAKES
You saved us from extinction.
Asgard is not a place, it's a
people.


EXT. SPACE – INDETERMINATE TIME

The Ark cruises among the chaos that once was Asgard.


INT. THE ARK – CAPTAIN'S QUARTERS

Ember looks at his reflection in a mirror. Her wounds are
bandaged, including her now missing eye. Her armor is clean.

Ember takes a beat, as though trying to get used to the sight
of the man looking back at her.

GARBLE (O.S.)
It suits you.

Ember turns to reveal Garble standing by the door. A smile.

EMBER
Perhaps you're not so bad after
all, brother.

GARBLE
Maybe not.

EMBER
Thank you, Garble.

Ember picks up a soap dish.

EMBER (CONT'D)
And if you were here, I might even
give you a hug.

Ember THROWS the dish at Garble. Garble catches it.

GARBLE
Do we have to hug now?

Ember smiles.


EXT. THE ARK – SPACE

The giant cruiseliner is gliding through space, the twinkling
of stars all around it.


INT. THE ARK – MAIN DECK

Ember steps out onto the main deck to see an assembly of both
Asgardian and Sakaarian refugees awaiting their Lord.

Ember looks over her people and begins to walk through the
crowd. Her subjects part, allowing her through.

It is the antithesis of the opening coronation from the first
EMBER movie. The people aren't cheering and lauding him, but
rather they are smiling. Humbly bowing. Grateful.

And Ember isn't acting arrogant. Not trying to show off any
swagger. She is stately. A contemplative and dignified lord.

At the end of the procession, Spike, Garble, Smolder, and
Shakes stand next to the CAPTAIN'S CHAIR.

SMOLDER
Your throne.

Pause. Reluctant acceptance. Ember sits down.

Flanking her on opposite sides are Smolder and Shakes.
Behind/towering above them is the Spike. Garble joins them.

SHAKES
So, Lord of Asgard.

Ember turns around to see THOUSANDS OF PEOPLE staring back,
silently awaiting word from their new Lord. Now feeling the
true weight of the crown, Ember takes a moment… and then…

SHAKES (CONT'D)
Where to?

EMBER
I'm not sure. Any suggestions?
Miek, what's your home planet?

Angle on Korg, who is holding Miek (sans robot exoskeleton).

KORG
Oh, Miek's dead. I accidentally
stepped on him on the bridge, I've
just felt so guilty I've been
carrying him around all day…

Miek WRIGGLES to life. Korg lights up.

KORG (CONT'D)
Miek, you're alive! He's alive
everyone! What was your question?

Ember looks forward, taking charge of this one.

EMBER
Equestria it is.


CUT TO BLACK.

ENDING
"PLANET SAKAAR" by MARK MOTHERSBAUGH

THE END.


INT. THE ARK – DAY

EMBER and GARBLE look out the window.

GARBLE
Do you really think it's a good
idea to go back to Equestria?

EMBER
Sure! They love me there.

GARBLE
Let me rephrase… Do you really
think it's a good idea to bring me
back to Equestria?

Ember smiles, getting it. Pats Garble on the shoulder.

EMBER
Probably not, to be honest. But don't worry,
brother… I've got a feeling that
everything's going to work out.

Then through the window, they see…

… THE MASSIVE FORM OF SANCTUARY-2, THANOS' WARSHIP
approaching.


EXT. THE ARK – SAME

A wider view allows us to see all of Sanctuary-2, dwarfing
the Ark in size.


END.


EMBER will return in AVENGERS: INFINITY WAR.