STARDUST

by LeoxLucy

To win the heart of his beloved Grace ( Gray ) ,a young man named Lucas ( Lucy )ventures into the realm of spiritland to retrieve a fallen star. What Lucas finds, however instead of a shining meteor type star but a woman named Leone ( Loke ). Leone is in great danger, for the king's sons need her powers to secure the throne, and an evil witch wants to use her to gain immortality .

SPACE NIGHT

At night a beautiful STAR shines in the heavens.

STORYTELLER (V.O.)

A philosopher once asked: are we human because we gaze at the stars or do we gaze at them because we are human? Pointless really. Do the stars gaze back? Now that's a question.

Suddenly, a SHOOTING STAR rushes past, like a blasting meteorite. follows to EARTH.

Overtaking, we hurtle rapidly down, closing in on England and into...

.. Grace LONDON MOVING SHOT DUSK.

plunge through a veil of smog to see BIG BEN and The HOUSES OF PARLIAMENT, the THAMES thronged with clanking TRADE VESSELS. SMOKE belching from factory CHIMNEYS.

STORYTELLER

But it's the kind of question that the people of Queen Grace's England frowned upon.

We hurtle through London's streets and alleys, crowded with horse-drawn COACHES, heaving with PEOPLE.

STORYTELLER (V.O.)

This was the age of invention. And the heart of the British empire was full to bursting with the wonders of science.

The scenery swoops in through a window of a factory flying past hulking MACHINES, wheels and cogs perpetually turning and out through another window.

Back out on the street, an early electric STREET LAMP buzzes alight. A MAN wobbles past on a PENNY FARTHING. PEOPLE swarm into an UNDERGROUND STATION.

Through wide double doors, we swoop into a COMMUNITY HALL where a large CROWD sit in the darkness watching PHOTOGRAPHIC SLIDES projected on a screen from a "magic lantern" projector. We fly out through the back door..

behind a STEAM TRAIN. We pull back into an aerial shot and follow the train into the countryside, over BRIDGES and VIADUCTS, pulling back further, overtaking it and finally arriving at...

.. WALL VILLAGE

AERIAL/MOVING SHOT CONTINUOUS.

A small rural village, beside which runs a strange drystone wall of indeterminate length.

STORYTELLER (V.O.) The village of Wall may have been a little behind the times. But it hid a secret that would have confounded even the greatest minds of the day.

in to the village quiet and pretty, but austere. A FARMHAND herds SHEEP. A weather-vane SQUEAKS and spins in the wind. Through the window of an INN, we spy VILLAGERS. Stark contrast to the bustle of London.

STORYTELLER (V.O.)

Ah. The village of Wall. Nice logical

name, nice logical place. Apart from

the tricky business of what lies on

the other side. But they built the

wall to keep the two worlds apart, and

everyone agreed that it was for the

best. Well, almost everyone.

towards the stone wall itself and find...

.. WALL VILLAGE OUTSKIRTS CONTINUOUS.

Jude Throne, 18, crawling through long grass, toward the wall. Beside a gap in the wall stands a GUARD old man, staring straight ahead. an

GUARD

I can see you perfectly well you know, Jude. You may as well get up.

Jude scrambles to his feet. He brings fresh meaning to the word 'awkward'. The guard stifles a laugh.

GUARD

Off you go home, now. Let's not go through all this again.

Jude You still haven't ever managed to tell me what could possibly happen that's so bad. I mean, what? I'm going to get kicked to death by fairies? I'll bet you don't even know.

GUARD

Hundreds of years, this wall's been here. Hundreds of years, this gap's been under 24 hour guard. (MORE)

GUARD

You think they'd go to all that bother if it was safe for humans to enter SPIRITLAND?

Jude

(suddenly chastened) Well that's... When you put it that way... Better just go home, I suppose.

GUARD

(surprised and delighted) Right, then. Night, Jude. Give my best to your father.

Jude walks away. Suddenly, he turns and bolts back, rushing past the guard, through the gap in the wall.

He vanishes into the forest beyond. The guard is torn: wanting to give chase, too scared to cross the gap.

.. SPIRITLAND FOREST EDGE NIGHT.

Jude scrambles through the trees. He stops in awe: beyond the forest is an utterly BIZARRE LANDSCAPE and, at it's centre, an OTHERWORLDLY MARKET TOWN.

Stalls line the main street and alleyways. STREET CALLS and lugubrious HURDY-GURDY music. Lights in every window. Lanterns and FIREFLIES and coloured SMOKE.

Even from here we can tell that in crossing the wall, Jude has not just left his village: he's left the human world altogether and entered an enchanted realm.

.. SPIRITLAND MARKET TOWN CONTINUOUS.

A magical place like nothing we've ever seen before: a festival of weirdness. Spellbound, Jude wanders from stall to stall, each selling wares more astonishing than the last EYEBALLS in jars, CLOTHES that seem to be made of the night sky; tiny CRYSTAL ANIMALS that turn out when Jude inspects them to be ALIVE.

Finally he stops, captivated, by a stall selling anarray of amazing GLASS FLOWERS. An ugly old lady,

DITCH- WATER Aquarius, attends the stall. Behind, a stunning SLAVE

GIRL lounges on the steps of a YELLOW GYPSY CARAVAN.

Jude picks up a glass BLUEBELL. It CHIMES.

Aquarius

I don't deal with time wasters.

(to Slave Girl)

Get over here. Tend the stall while I

get my dinner.

And she's off. The girl, just a few years older than Jude, slips into Aquarius's place, smiling seductively.

SLAVE GIRL

See anything you like?

Jude

Um... Definitely.

(then, nervous)

I mean... I didn't mean... Well, I did, but... What I meant was... That one. The blue one. How much is that?

SLAVE GIRL

I can't recall. I think it might be the color of your hair. Or it might be all of your memories before you were three. I can check, if you like.

Confused, and unable to take his eyes off her, Jude rifles in his pocket and brings out three coins.

Jude

This is all I have. Do you have anything I could buy for this?

SLAVE GIRL

Hmmm. Let's see...

She strokes her finger round Jude's palm, pretending to count the coins, deliberately taking ages. It's a charged moment. She breaks it with comical abruptness.

SLAVE GIRL

No. We don't take money at this stall. Sorry.

She smiles at her little game. Jude releases his breath, which he's been holding, and laughs nervously. She picks up a glass SNOWDROP.

SLAVE GIRL

Anyway, you shouldn't buy the bluebells. Buy this one instead. Snowdrop. It'll bring you luck.

Jude

But... you won't accept money.

SLAVE GIRL

This one costs a kiss.

She tucks the snowdrop into Jude's pocket and leans over for her payment. He is fearful, but can't resist. It's quite a kiss. He pulls away, dizzy, intoxicated.

Checking that the coast is clear, she takes his hand and leads him to the caravan. He babbles nervously.

Jude

You know, I didn't used to believe it was true. About your world. The gap in the wall. I thought it was all just a fairy-tale. I-

Jude stops in his tracks. It's only now that he notices a thin silver CHAIN, attached at the girl's ankle and wrist, snaking away into the caravan.

SLAVE GIRL

This? Oh. Yes. I'm a princess tricked into being a witch's slave. Will you liberate me?

She sits on the step as Jude studies it. It looks

delicate. He yanks ks it. It turns to iron, unbreakable.

With his pocket knife, he cuts through the chain like

butter. To his dismay, it repairs itself immediately.

Exasperated, he pulls a large loop into his hand, cuts,

and jerks it quickly away. He's left with the length of

chain in his hand, but the missing section regenerates

as we watch, broken ends running together like mercury.

Jude

Wait a minute, is this another one of

your jokes?

The girl nods sheepishly.

Jude

You're not really a princess.

SLAVE GIRL

I am!

Jude

That old woman isn't really a witch?

SLAVE GIRL

No, no. She is. Horrible.

Jude

So what's the joke?

SLAVE GIRL

Just the part about liberating me. You can't. It's an enchanted chain. I'll only be free when she dies. Sorry. It wasn't that funny. I don't get out much. As you can imagine.

Jude is unsettled.

Jude

If I can't liberate you, what do you want of me?

She smiles coquettishly. Dazed, Jude goes to kiss her. She pulls him into the caravan, closes the door.

.. SPIRITLAND/WALL MOVING SHOT NIGHT.

The scene rises off the door and floats through the forest, across the wall and through the village...

.. Throne HOUSE CONTINUOUS

...until we come to a door step. A MOSES BASKET is placed on it, a hand knocks on the door. The door opens to reveal Jude. He looks around. No one.

He looks down to see: a BABY. And beside it, a small PACKAGE marked "Lucas Throne". He picks up the basket, and the camera tilts to the starry night sky.

STORYTELLER (V.O.)

What a difference nine months can make.

"Twinkle, Twinkle Little Star". This plays as the sky explodes out towards us and into a sequence of astronomy-lesson visuals, the history of the heavens. Ending on the image we saw at the start: the night sky with the single unique star in the middle. (Hereafter known as 'the iconic shot').

tilt down from the stars, back to the door. TWENTY YEARS LATER. And once more

.. Jude'S HOUSE NIGHT.

The door opens to reveal Jude's son, Lucas, 20. He has his father's awkwardness. Also his mother's good looks, but he hasn't yet figured out how to show them off. He's holding a small bunch of wildflowers.

.. WALL VILLAGE MOMENTS LATER.

Lucas walks through the village. It's deserted.

.. Grace's HOUSE NIGHT.

He arrives at a rather nice cottage. Through an upper window, we see a pretty girl, Grace Forester , 20, holding court among a group of girls.

Lucas throws a stone at the window. They twitter.

GIRLS

It's him! It's

him!

Grace comes to the window.

Grace

Juvio?

Lucas

No, it's Lucas.

Grace

Lucas? Oh. Did I leave something at the shop?

Lucas

No, no, I

A SILVER CANE taps Lucas's shoulder. It belongs to Juvio, 25 lantern-jawed, expensively-dressed, oozing confidence. Huge bunch of flowers. Every boy's nightmare. He continues to prod Lucas with his cane as he speaks.

Juvio

Lucas Throne. Well I never. A peeping tom as well as a bastard. That's quite a curriculum vitae you've got there. Is there no end to your charms?

Now Grace has been joined at the window by all her female friends. Some giggle at Juvio's remark.

Grace

Juvio, there's no need to be like that. Be nice to the poor boy.

Goaded by the poking and a growing sense of humiliation Lucas picks up a stick and knocks Juvio's cane out of the way. Juvio goes into Errol Flynn mode.

A cane/stick fight begins. It doesn't last long. With a few deft strokes, Juvio has the stick out of Lucas's hand in seconds.

Juvio

You were always useless at fencing at school, Lucas. In fact, I'm having trouble remembering if there's anything you were good at.

And for his piece de resistance, Juvio gives a final swipe with his cane and THWACK! all the heads are off Lucas's flowers. He's left holding the stems.

Juvio

Ah. Are those for Grace?

The girls burst out laughing. Mortified, Lucas flees.

Throne HOUSE KITCHEN DAY.

The perfect cosy cottage kitchen. Around the table Jude sits breakfasting with MRS Throne and Lucas's younger siblings, Louisa and Benedict. Domestic bliss. Lucas enters to a chorus of good mornings.

Jude

You'd better hurry, Lucas, you'll be late for work.

Lucas

Dad, why did Juvio call me a bastard?

It's almost as if we can see Mrs. Throne turning pale.

BENEDICT

MRS Throne Come along children, time to get ready for school.

What's a bastard?

She gets up and starts clearing the dishes. Lucas stares at his hi father, still waiting for an answer.

Jude

My guess is that it might be because

Jude

My guess is that it might be because you were competing over some girl.

Lucas

He didn't say it like that. Anyway, she's not some girl. She's Grace Forester.

Mrs Throne, about to leave the room, chips in.

MRS Throne

Grace can take her pick of the village boys, and she's going to pick a rich one. It's about time you stopped wasting your energy. I saw that nice Mary Murdoch the other day. she's started working at the butcher's. Why don't you try courting her instead?

Jude

The one with the club foot??

Lucas

It's not a club foot. She just has one leg longer than the other.

MRS. Throne

Exactly. Nowt that a special shoe can't fix.

Lucas

She's very nice, Ma. But I'm in love with Grace. It's not as if I can just choose who to fall in love with.

Mrs. Throne shrugs, blows kiss and hustles her other children out. When she's gone, Jude hugs Lucas.

Jude Grace would be lucky to have you.

.. WALL VILLAGE STREET DAY.

The radiant Grace glides toward a small grocery store. A sign reads: "MONDAY AND SONS GROCERS"

INT. VILLAGE GROCERY SHOP DAY

The grocer, MR. MONDAY, bustles. Lucas, in an apron, helps a customer. Grace enters and, ignoring the long queue, walks to the counter, smiling winsomely.

Grace

Hello Lucas. Pound of sugar, please? Lucas abandons his customer and runs to fetch the sugar. Mr. Monday, not happy, steps in to attend to the increasingly irritated customer. Lucas returns.

Lucas

Grace, I

Grace

Let's see... Bag of flour. Dozen eggs.

She keeps talking while he assembles her goods.

Grace

Look, I'm sorry about last night. Juvio was very rude. I also need two sacks of potatoes and pound of butter.

Lucas heaves the sacks of potatoes onto the counter.

Lucas

May I see you without Juvio, then? Tonight perhaps?

She looks at the incredibly heavy groceries.

Grace

No. But you may walk me home.

In a love-struck daze, Lucas leaves, proudly hefting the bags. Mr. Monday and the queue watch, open mouthed.

INT. Throne HOUSE DUSK.

Lucas

Lucas uses a large hanging copper pan as a mirror, in which he is practicing various poses and demeanors.

(cheerful)

Dad! I lost my job! (casual)

Oh dad. Yeah. Hi. Lost my job. Anyway. (sobbing hysterically)

Dad! I 1-1-lost my jo-ho-ho-hob!

Gaahhh!

(serious)

Dad, look

He is interrupted by Jude clearing his throat. It would seem he's been here for some time.

Jude

You lost your job. Yes. So I heard.

Lucas leans his head against the wall, downcast.

Lucas

Well at least that saves me having to choose which way to tell you.

Jude

Yes, that would have been hard. They were all so good.

Relived that his dad's sarcasm suggests he's not too angry, Lucas hugs him, and his emotions flood out.

.

Lucas

Oh Dad. Mr. Monday was just awful. Firing me was fair enough, but he didn't have to say such horrible things. About me. And Grace. Said I was deluding myself. I'd never be good enough for her. And it hurt because it was true. I'm not like Juvio, I'm not like any of them. I try to be, but I'm not.

Jude

Lucas, with the benefit of my years, I can tell you that all the men I ever envied as a boy have lived unremarkable lives. So you don't fit with the popular crowd? I'd take that as a very good omen.

The camera floats through the window and tilts up to the starry sky our iconic shot. Over this, we hear the voices of a young woman, Leone, and a little girl, CELESTE. We're not sure where they are coming from.

CELESTE (V.O.)

Leone! Not again! You're too close! Go back.

Leone (V.O.)

Oh, come on Celeste. It's just getting good.

.. STARS POV SEQUENCE CONTINUOUS.

From space, we see Earth. We then pull focus into...

.. A TREE TRUNK

DUSK.

In C.U, we see a MOUSE shinning up a tree, painfully

slowly.

CELESTE (V.O.)

Where? What? The mouse? You're risking

mother's wrath to watch a mouse?

Leone (V.O.)

He's not really a mouse. He's a goblin

lord. Under a curse by a jealous

warlock who covered his bride. The

only way he can turn back is by eating

Leone (V.O.)

He's not really a mouse. He's a goblin lord. Under a curse by a jealous warlock who coveted his bride. The only way he can turn back is by eating a nut grown in the shadow of the palace of SPIRITLAND.

We pull back to reveal vast, strange royal gardens. Leone hams it up softly, bedtime-story style.

Leone (V.O.)

For fifty years he's searched. Took him a decade just to scale Mount Huon. And now, at last, he's arrived at the SPIRITLAND palace and spied a wondrous tree. On it, a single nut. His quest is at an end.

In c.u. we see the mouse continue his arduous climb.

CELESTE (V.O.)

Will he get to be a lord again?

Leone (V.O.)

Uh-huh. He'll eat the nut, and he'll be transformed. Watch. Then he'll go back to his own kingdom, and reclaim his goblin bride and live happily ever after.

We pan up to see a single golden NUT. The mouse's tiny hand reaches out for the nut, fingers wriggling.

Suddenly an OWL swoops down and snatches the mouse in it's beak. CRUNCH. He flies off, the mouse's tail flapping freely in the wind. Celeste bursts into tears.

CELESTE (V.O.)

I hate you! I hate your horrid stories!

Leone (V.O.)

I'm sorry! I didn't know that would happen! Let's watch something else? The king of all of SPIRITLAND is about to die and all his sons want the throne?

CELESTE (V.O.) Forget it! I'm telling mother!

Leone (V.0.) Fine, tell her! I'm sick of being told what to do. For god's sake. I'm 30 million years old.

.. CELESTIAL PALACE GARDENS DUSK.

By the nut tree, Rouge, a smug and evil-looking prince, watches a carriage arrive. Absent mindedly, he plucks the nut from the tree and eats it.

His brother, Sting, climbs from the carriage. He looks alarmingly like Rouge, though less self-assured.

Sting

Am I the last to arrive? I came

swiftly as I could. What news of our

father?

Rouge

(smiling)

They tell me he is fading fast.

As they walk towards the palace, we notice the owl,

circling above. Suddenly SQUIT owl droppings

splatter onto Sting head. Rouge smirks.

Sting

A good omen, they say in some parts.

Rouge

But in these parts, my dear brother, merely further proof that of we seven, you were always the unluckiest.

They arrive at the palace gates. A FOOTMAN greets them.

FOOTMAN

Your highnesses. Your father awaits. I must warn you, the royal physicians say he has precious little time left.

.. Grace'S HOUSE NIGHT.

A stone hits Grace's window. She opens it.

Grace

Lucas? I clearly said

Lucas

I know you told me not to come. But I have something for you. A surprise.

She goes back in, leaving Lucas deflated. Moments later, however, she appears at the front door.

Grace

My birthday's not for another two weeks, you know.

.. A FIELD NEAR THE WALL MINUTES LATER.

Lucas leads Grace, her eyes closed. He halts and she opens them to see: a beautiful PICNIC. Candles flicker, a cornucopia of food on display. It takes her breath away.

He opens a bottle of champagne and pours two glasses.

Grace

I've never had champagne before.

Lucas

Me neither.

They drink, smiling at one another. A shared moment.

Grace

God, this is delicious.

They laugh, delighted. He goes to kiss her, but she pulls away, her face clouding over with concern.

Grace

Wait, how can you afford this?

Lucas Let's just call it severance pay.

Grace

Lucas! You'll lose your job!

Lucas

No, I already lost my job. Severance pay: that's what you get when you lose your job. At least, if you're not fired. I was making a joke.

Grace

I knew that. So what will you do now?

Lucas

That's what I wanted to tell you. I know you think of me as just a shop boy, but I'm... There's a big world out there. I don't intend to stay in Wall all my life.

Grace

You sound just like Juvio! He's quite a traveller. I've heard he's going all the way to Ipswich just to buy me a ring.

Lucas

Ipswich? Grace, I'm talking about London! Or Paris! Or, or... Wait a minute a ring? What kind of ring?

Grace

(happy and conspiratorial) Word is, he's planning to propose to me on my birthday.

Lucas

He's... And you're going to say "yes"?

Grace

Well I can't very well say no after he's gone all the way to Ipswich!

Lucas

All the...? Ipswich?! Grace, For your hand in marriage, I'd cross oceans. Continents.

Grace

Really?

Lucas

For your your hand? I'd go to the gold fields of San Francisco and bring back your weight in gold.

She laughs and gives him a little kiss on the cheek.

Lucas

I'd go to Africa and bring you back a diamond as big as your fist!

She kisses him again, this time nearer his lips.

Lucas

I'd go to India and bring you ivory, and pearls, and, and... rubies the size of wren's eggs!

This kiss is even closer to being a proper one.

Lucas

I'd go to the arctic and I'd, I'd... Slaughter a polar bear! And bring you back it's head!

Grace rears away in alarm.

Grace

A polar bear's head??

Lucas curses under his breath. An awkward silence.

Lucas

I'm serious you know.

Grace

About the polar bear's head?

Lucas

No. About marrying you.

Grace

(affectionately)

You're funny, Lucas. But people like you and people like me, we're just not-

She is interrupted by a loud RUMBLING noise. They watch as a SHOOTING STAR streaks across the sky and falls way beyond the wall in the distance. An astonishing sight.

Grace

A shooting star! Oh Lucas, how beautiful!

Lucas

More beautiful than a fancy ring from Ipswich?

Grace giggles.

Lucas

(suddenly serious)

For your hand in marriage, I'd go to SPIRITLAND and bring you back that fallen star.

Grace

Lucas, you're drunk.

Lucas

Yes I am. And so are you.

Grace

Hmmm. My very own star. It seems that we have ourselves an agreement.

She raises her glass. He clicks his against it.

WITCHES LAIR NIGHT.

The glasses morph into a wooden cup. Pull back to find Karen, Flare and Demaria: the most elegant yet deeply scary old witches we have ever seen. Huddled together outside a cave, they look up to see the star hurtle past. They leap up in sheer excitement and dash inside.

WITCHES LAIR NIGHT.

Inside, counter-intuitively, the witches lair is vast and stately. Pillars and vaulted ceilings. Every surface made of eerily smooth, glittering black stone.

Karen gleefully flings open a cupboard. It's empty.

Karen

Where are the Babylon candles?!

Demaria

You used the last one, Karen. Two hundred years ago. Do you not recall?

.

Karen cries out in fury.

Flare

Perhaps we can obtain another?

Karen

You speak as if such things are freely available, EmpuAquarius Would you have us hunting for a Babylon candle while some other witch finds our star? Fool! There's no time to waste. If we must retrieve it on foot, then we shall. Demaria! We need information!

From a large bank of CAGES containing various animals, Demaria grabs a STOAT, and hurries away again.

She joins her sisters at a table. As they crowd around, we see the glint of a BLACK BLADE. When finally we get a clear view, they're analyzing the stoat's ENTRAILS.

Karen

If these divinations are correct, the fallen star lies 100 miles away.

Flare

Four centuries, we've waited for this! What hardship a few more days?

Demaria Which of us, then, shall go out to seek it and bring it back?

They all shut their eyes and rummage, as in a lucky dip, before disgustingly holding stoat organs aloft.

I've his kidney.

Demaria

I've his liver.

Flare

Karen

(great the short straw) And I've his Heart.

Flare

You'll be needing some years.

They walk to a rusted IRON BOX bound by three cords,

each with a distinct knot. Each witch touches one, and

the cords untie themselves and fall away. They open the

box. Inside, something golden SHINES brightly.

Karen

There's not much left. It is as well that we have found a new one.

Demaria Soon there will be plenty for us all.

The golden-something seems to avoid Karen's hand as she reaches in. Finally she grasps it. Then, she eats it.

All three witches gaze into a large black mirror while Karen chews. As we watch, she TRANSFORMS into a beautiful woman in her thirties. All three admire her splendid new body as she tears off her ragged clothes.

Karen

When I return with our prize, all of us shall stand here restored. Never fear, my sisters. I will not fail.

Flare presents Karen with a beautiful DRESS. Demaria gives her a ring with a large, square SAPPHIRE. The camera tracks into the sapphire and pulls out again...

KING'S BEDROOM NIGHT.

...To reveal an even bigger SAPPHIRE, spherical, on a scepter in the lap of the KING OF SPIRITLAND, who lies on his death bed.

By his side stand Sting and Rouge with two more brothers, Bora and Dobengal. Beside their clothes, hair-styles and facial hair, all look very similar.

Behind the king, ignored, are THREE SHADOWY FIGURES.

KING

I trust you have prepared the hall of ancestors for the arrival of my remains?

(off their nodding) Good. And so to the matter of succession. Not so well prepared there, were you? Of my seven sons, I see four of you here beside me today, still standing. This is quite a break with tradition. I had twelve brothers and

Rouge You had killed all of them for your throne long before your father the king even started to feel poorly. We know. You are strong, father. And courageous.

KING

And cunning. Most importantly, cunning. Dobengal. Look out of the window. Tell me what you see.

Dobengal

does as he is asked.

Dobengal

I see the kingdom. All of SPIRITLAND.

KING

And?

KING

(hopefully) My kingdom?

Dobengal

No. Look up.

He does, and we see his POV: the iconic shot of the sky. As he tries to figure out what he's supposed to be looking at, the King grins at Rouge, who calmly walks over and pushes Dobengal out of the window.

.. SPIRITLAND CASTLE CONTINUOUS.

We are now with Dobengal as he plummets to his death,

.. SPIRITLAND CASTLE CONTINUOUS.

We are now with Dobengal as he plummets to his death, and we now see just how huge the castle really is. Just as he is about to hit the ground, we cut back to:

INT. KING'S BEDROOM CONTINUOUS.

Beside the shadowy figures, Dobengal suddenly appears, disheveled and grey, with a slightly flat face.

We now clearly see that the shadowy figures are actually DECOMPOSING GHOSTS. They are, in fact, the King's other sons: Rufus, Cobra and MIDNIGHT. MIDNIGHT looks wet and is covered in pond weed, Cobra appears frozen and Rufus has a huge hatchet buried in his head. Where we see dry blood, it is a deep royal blue.

Rufus

Can't believe you fell for that!

Sucker!

Cobra

Dobengal shoots them an irritated look. He snaps at Cobra, who we note again looks blue and frost-bitten.

Dobengal

Gullible, am I? That's pretty rich coming from you, Mr-Go-and-fetch-you- some-ice-from-the-storeroom-for-your- bad-foot?-Oh certainly-brother-no- problem-oops-I'm-locked-in.

Cobra

And what a great deal of good it did you, didn't it, Dobengal? Now you're the king of all SPIRITLAND. Oh no wait, you're not. You're dead. My mistake.

Rufus Yeah, I wouldn't go boasting, Dobengal. It's hardly like the minstrels are going to be telling of your dastardly deeds for generations to come.

(sings) Oh pray did you hear the one about the fearsome prince who locked his brother in a cupboard.

The other ghosts snicker.

MIDNIGHT Oh come on, all of you. We're all stuck like this until a new King is

crowned. Can we please just cool down. (realizing unfortunate

pun)

Sorry Cobra.

(beat)

But can we please settle down? I have the worst headache.

Rufus gestures at the hatchet in his head.

Rufus Can I just say, I beg to differ.

Taking the King's rather hazy POV, we are reminded of how seriously ill he is. The vague figures of Sting, Bora and Rouge drift in and out of focus. The

King reaches out to the figure closest to him.

KING

Layla? Is that you?

Bora

Um... no, Father. It's me. Bora.

KING

(disappointed)

Oh. Then where is your sister?

Sting

(gently)

I'm sorry father. No one has seen her

for years now.

KING ("who's a naughty boy then?")

Rouge?

Rouge

What?!

(indignant)

KING Tradition dictates that the throne must pass to a male heir.

Rouge

Exactly! Why would I waste my time killing my sister when so many of my cretinous brothers are still alive?!

KING

Indeed. Which is why we shall resolve the situation in a nontraditional manner.

The King takes the giant sapphire from his scepter. In his hands, it turns even bluer, glowing. He lets it go: to everyone's amazement, it FLOATS before him, losing its color and turning moonstone-white as he speaks.

KING

Only he of royal blood can restore the sapphire. And the one of you who does so shall be the new king of SPIRITLAND.

The king lies back and closes his eyes. The three living brothers look anxiously at one another, all about to lunge and snatch the stone from the air. But as they go to move, the stone JOLTS into motion and HURTLES out of the window, high into the sky.

.. SKY CONTINUOUS.

We follow the stone as it gathers pace, until we are at such a speed that it takes no time to reach space.

Here in the star-peppered blackness, there's a huge EXPLOSION. This is the shot we saw before: the burning, meteoric shooting star. But this time, we don't overtake it instead, we follow it down towards earth, across Wall, over the wall itself and into SPIRITLAND.

On the way, we see its POV: Lucas and Grace's midnight picnic; the witches by their cave, looking up in excitement; the princes, dead and alive, watching from the castle; and finally, miles and miles of curious SPIRITLAND landscape, where we end at:

.. SPIRITLAND FOREST CONTINUOUS.

Another massive EXPLOSION as the star hits the ground, creating a huge crater in the middle of the forest.

All is quiet as we track towards the epicenter to reveal: Leone. Etherial, heart-stoppingly beautiful, wearing a strangely shimmering white gown. She seems to twinkle in the darkness. She looks as startled as the WOODLAND ANIMALS around her.

Beside her, the King's moonstone bounces to the ground.

.. WALL VILLAGE OUTSKIRTS NIGHT.

Lucas sneaks towards the gap in the wall, just as we saw his father do. It is guarded by the same old man

now even older. The guard stares ahead as he speaks.

GUARD

I can see you perfectly well you know,

Jude.

Lucas stands up.

Lucas

Erm, its Lucas, actually.

GUARD

Oh. You do look a bit like your

father. And I suppose you intend to

enter SPIRITLAND as well, do you? Well

you can forget it. Go home.

Lucas

Enter SPIRITLAND as well as who?

GUARD (flustered)

No one. Nobody. Nobody crosses the wall. You know that. Everyone knows that.

Lucas

Oh no, no. Of course. Nobody. I'd better just head for the old homestead, then.

He turns and begins to walk away, just as Jude did.

GUARD Right, then. Night, Lucas. Give my best to your father.

And just as we expect, Lucas turns and bolts back, towards the guard. But, to his amazement, the feeble old guard leaps into action and kicks the living daylights out of him. He falls to the ground, groaning.

MONTAGE Lucas TRIES TO CLIMB THE WALL.

At another section of wall, a bruised Lucas begins to climb. He stops, puzzled at his lack of progress Pull back to see: the wall GROWING higher and higher.

N. try, all the stones RETRACT, leaving a perfectly smooth surface. He claws desperately for purchase, then drops heavily to the ground.

Lucas is relieved when the stones stay put, but gradually they start to GLOW red hot, forcing him to let go. He hits the ground hard again.

He gingerly touches the wall. It's cool. He touches it again. Huge, lethal metal SPIKES shoot out- WHOOMPH! missing him by inches. He slopes off, defeated.

.. SPIRITLAND COUNTRYSIDE DAY.

Outside a small farmhouse, Brandish, 17, sullen and ginger haired, is trying to harness an obstinate GOAT. From inside, we hear the fish-wife tones of his MOTHER.

MOTHER

And don't take less than a florin for him, Brandish, you understand?

Brandish Yes mother.

MOTHER

And I want you back with a hen. A good hen and some corn. And some turnips.

Brandish rolls his eyes as only a teenager can, and silently mimics her yakking. Blah blah blah.

MOTHER

And bring back the change. No dilly dallying. No wenches. And don't even think of stopping at the tavern, Brandish, or you'll be sorry.

Brandish

Yes mother.

He turns to begin his journey and is startled to find, standing a directly behind him, the beautiful Karen. She holds a coin aloft. Beside her is a small cart.

Karen

A florin for your goat, boy?

He is thrown by her beauty as well as by the coincidence. Even a dim-bulb like Brandish suspects

something fishy.

Brandish

(hesitant) He's a bit small to pull your cart.

They both look at the cart. Karen considers this.

Karen

Hmmm. You're quite right.

She reaches out a long finger and touches Brandish between the eyes. He stares at her, confused, frozen in panic, before he slowly begins to shrink out of frame.

A little Brandish's POV:

he is now at eye-level with the goat. The florin coin, dropped, tinkles to a stop.

to reveal: two goats, one brown, one green, like Brandish's hair. Harnessed to the cart.

That's much better.

Karen

She bends to pick up the coin. As she stands, she looks at her hands, and wrinkles her nose in distaste as she notes new veins and liver spots. It seems that using magic has aged her a little. She pockets the coin, climbs into the cart and cracks her whip. Hard. And they're off.

INT. TOMB OF THE KINGS DAY.

A vast burial chamber where an infinite number of kings have been laid to rest. Rouge, Sting and Bora stand solemnly beside their father's casket, as a BISHOP mutters a liturgy. Their ghostly brothers, Cobra, Rufus, Midnight and Dobengal, fidget nearby.

Dobengal

With all due respect to Father, that window thing was a rotten trick.

Rufus

Excuse me? At least you had a chance. Cobra murdered me while I was asleep!

Cobra

I never! It was Rouge!

MIDNIGHT

Silence, all of you! I wish to hear our father's liturgy. (to himself, despairing) God, the sooner a new king is crowned and we can all leave this dimension, the better.

Rufus

Amen to that.

Midnight

BISHOP ...to this hallowed place. And in peace and glory repose for evermore.

ALL

Amen.

Respectful silence falls as the king's tomb is closed.

Cobra (clapping his hands together) Right, that's that, then. And now: let the quest for the stone begin in earnest.

Bora

Should we pop back to the palace for a quick wake, do you think?

Rouge, Sting and the Bishop express their agreement. The ghostly brothers groan in exasperation.

INT. Throne HOUSE KITCHEN DAY.

Lucas is sitting at the table with a raw steak on his

eye. His father enters, bleary-eyed, in his nightgown.

Jude

I thought I heard you come in. What

happened? Are you hurt?

Lucas

No, nothing. I'm fine.

Jude

Then it would seem I have much to teach you about how to prepare a steak.

Lucas

If you must know, it was the guard. The guard at the wall.

Jude notes Lucas's cuts, bruises, shredded clothes.

Jude

Lucas, he's ninety seven.

Lucas

Well, that's given him plenty of time to practice, I suppose. Anyway, it wasn't just him. It was... No, forget it. You wouldn't believe me anyway.

Jude

Try me.

Lucas

It was the wall.

Jude And may I ask why you were trying to enter SPIRITLAND?

Lucas removes the steak, fixes him with a look.

Lucas

I might ask you the same thing. (off Jude's reaction) The guard let slip. So. Is it true?

Jude

I suppose I knew this day would arrive eventually. Lucas, follow me. I've something to show you.

.. Aquarius'S CARAVAN DAY.

Parked in a field, the yellow caravan in which Lucas was conceived, and, snaking away from it, the silver chain that held his mother captive. We track along it to reveal: a glorious, exotic BIRD on a perch.

Ditch-water Aquarius cooks a hare over a fire. A clatter of HOOVES: Karen's cart approaches, pulled by her goats.

Aquarius

Who goes there? What do you want with me, a poor old flower seller? A harmless old biddy. A sweet old

Karen Oh do shut up. I know what you are. And I swear by the ordinances of the sisterhood to which we belong that I mean you no harm. I wish to share your meal.

Aquarius

Oh. Well. One can never be too careful. Sit down. I'll get us a pot of tea.

Aquarius clicks her fingers at the bird, who TRANSFORMS back into the slave girl. The girl glares miserably at her and disappears into the caravan.

Aquarius reaches for a sharp stick, spears it into the crispy hare and holds it unceremoniously aloft.

Aquarius

So, stranger. What's it to be? Heads or tails?

.. PALACE TERRACE DAY.

The impromptu wake seems to have been going on for a while. Rouge, Bora and Sting stand around looking bored as the bishop rambles on. Rouge looks especially agitated.

BISHOP

...And I said: that's nothing, you should have seen what he did with the tabernacle!

The Princes force an unconvincing laugh. The Bishop ishop spies a fresh round of wine on the balustrade beside Rouge.

BISHOP

Ah-ha! May I propose another toast? To his highness, the new king of SPIRITLAND. Whichever of you fine fellows it might be. And may the best man be triumphant.

They all raise their chalices.

ALL The new King of SPIRITLAND!

They place the empty chalices back down on the ledge. Silence. Presently, the bishop clutches his throat in panic. He starts convulsing. And then bang he's down.

The princes look at one another with a mixture of anxiety and suspicion. A pregnant pause. Then huurgh! Bora goes down too.

Sting

You killed the bishop!

Rouge

I'd heard that story about a hundred times. Anyway, I think you'll find, Sting, that you killed the bishop. By drinking out of the wrong cup. And when you've finished wrestling with your conscience, may I suggest that if you'd care to be the first Prince of SPIRITLAND fortunate enough to live to see his brother crowned, you'll return to your chambers and leave the quest for the stone to me.

Rouge steps over the bodies of Bora and the bishop and heads towards the palace.

Rouge (CONT'D)

(shouting)

Footman! Ready my carriage!

.. CRATER DAY.

Even in the light, Leone seems to glitter and twinkle. She struggles as she tries to get up, collapsing back down, clutching her leg, clearly in pain. She curses underneath her breath.

Now she notices the King's moonstone lying beside her. As she leans closer to inspect it, it begins to move towards her, as if drawn by a magnet. It picks up speed until WHOOMPH! it is sucked onto the belt of her gown. She tugs at it to no avail. It's stuck.

Hopeless, confused and weary from her efforts, Leone

lies down, curls up and closes her eyes.

.. Aquarius'S CARAVAN

DAY.

Aquarius and Karen eat the barbecued hare. The slave girl

pours out two mugs of tea and places the pot beside

them. Aquarius snaps her fingers and the girl is TRANSFORMED

into a bird once more. Aquarius goes back to eating.

Aquarius

A woman after my own heart, you are. I always choose heads. Luscious eyes and brains. Nice crispy ears. Don't mind me, though, nothing but dull rump meat to chew on. I'm fine. A little herbal seasoning livens it up a treat. Care for a sprinkle?

Aquarius proffers a small glass jar. Karen takes it and shakes some onto her food. She starts to eat.

How is it?

Aquarius

Karen

Perfectly palatable.

Aquarius My very own recipe.

Karen pauses, concentrating as she chews.

Karen

Basil... Mountain thyme... There's something else. Can't quite place it.

Aquarius

So, stranger, where are you headed to on this fine night?

Karen (casually, eating)

I seek a fallen star. She fell not far from here. And when I find her I shall take my great knife and cut out her heart while she still lives. And with my sisters I shall dine upon it... and the glory of our youth... shall be restored.

Karen looks increasingly confused by her own words and we can see her trying to work out what the hell possessed her to share her precious information with Aquarius. Aquarius claps her hands together in delight.

Aquarius

A fallen star? Why that's the finest news I've had in a while. I could do with losing a few years myself. And what I don't eat will fetch a fortune at the market. So, whereabouts do you reckon

Fury spreads across Karen's face. She rises to her feet, her plate falling to the ground and shattering.

Karen

Limbus grass? You dared to feed me Limbus grass?! You, a lowly harridan? A money-grubbing peddlar? You dare to subject ME to your tuppeny enchantments? To steal truth from my lips by feeding me limbus grass? Do you have any inkling of the magnitude of your error, Ditch-water Aquarius?

Aquarius

How do you know my... who... Who are you?

Karen

Look again and you shall know who I am.

Karen's face is calm now. Suddenly, for a terrifying split second, we see a FLASH of her ghastly true form.

After recovering from this shock, Aquarius bows, trembling.

Aquarius

I shall not seek the star, your dark majesty, I swear. By the rules of the

sisterhood. Your rules. Please be -

Karen

Seek all you wish. You shall be unable

to see the star, to touch it, smell,

or hear it. You will not perceive it,

even if I were to put its heart in

your palm.

Karen touches her fingertip to Aquarius's forehead. The

clouds darken. The fire goes out, the rest of the

crockery smashes. And Karen ages a little more.

Karen

You shall forget you ever saw me. Yet the memory will be like an itch on an amputated limb. An itch that will vex and irritate you.

Aquarius

But that's all, your majesty? You... took an oath. I, I shared my supper with you. You won't harm me?

Karen

I swore not to harm you today. Pray you never meet me again, Ditch-water Aquarius.

The sky lightens and we focus on the bird, witness to the whole event. We hear GOAT HOOVES as Karen leaves. A baffled Aquarius surveys the carnage left behind.

INT. Throne HOUSE ATTIC DAY

Jude and Lucas sit together. Before them is the Moses basket we saw earlier.

Jude

Are you alright?

Lucas

It's a lot to take in.

Jude

The most important thing to know is that your mother loves you. Always has. We'd only been courting one Summer when you arrived, but she vowed to raise you as her own, and the hell with the gossip. She loves you. I love you. And your birth mother loved you too.

Lucas nods. He's still reeling, but he understands. Jude pushes the Moses basket towards him. Lucas reaches in and brings out the length of CHAIN that we saw Jude cut and the GLASS FLOWER he bought.

Lucas

(in wonderment) The chain you cut... Just as you told me. And the flower! The glass flower she sold to you.

Jude

She said it would bring me luck. I know she'd want you to have it.

Lucas finds the package we saw earlier. Jude nods to him to unwrap it. Inside it is a CANDLE, and a NOTE.

.. Aquarius's CARAVAN TWENTY YEARS AGO.

The slave girl sits scribbling the note, occasionally stopping to wipe away a tear or glance lovingly at the basket by her feet. Ditch-water Aquarius potters nearby, now and again casting a cold eye on her.

SLAVE GIRL (V.O.)

My dearest Lucas, please know that I only ever wanted the best for you. Had my circumstances been different, I would have keptokou in a heartbeat.

SLAVE GIRL

I hope you will understand and forgive me. My dearest wish is that we will meet someday, ay, but I urge you to understand that SPIRITLAND is a dangerous place, and more dangerous

still for a boy of your bloodline. The

safest way to travel is by

candlelight.

She looks around furtively and, seeing Aquarius looking away, she pops open a secret compartment. Inside are CANDLES. She quickly sneaks one out and slips it into a package, along with the note, and pops this into the basket.

INT. Throne HOUSE ATTIC DAY.

Lucas, reading the letter, clearly moved.

Instinctively, he reaches out to touch the candle.

SLAVE GIRL

Guard this candle well. To use it, think of me and only me... But believe me darling when I say that even if you choose never to use I will think of you every day, for always... Your Mother.

Lucas

Well, do you have a light?

Jude strikes a match and Lucas stares into his eyes, clutching the candle. They exchange grins and Jude lights it. There is a loud rush of air WHOOSH! and Lucas vanishes. Jude stands alone, his grin melting into slack-jawed shock as what's just happened sinks in.

.. CRATER DUSK.

Slowly, painfully, Leone struggles to her feet. Her leg clearly hurts a lot and she seems stiff. Gingerly, she straightens up, drained but pleased with her efforts.

Suddenly, a loud noise. Leone looks up to light almost like another shooting star to see so bright falling from above. Her smile turns to a scream as it hurtles towards her, and finally smashes into her, sending her rolling across the ground.

The light fades to reveal a seemingly shocked Lucas.

Lucas

Mother?

Leone

Oh. My. God. You total, utter moron. I've got a bloody broken leg! And you come and smash into me! Knock me over?! Bravo. Good work. Just brilliant.

Lucas can't believe his reunion with his birth mother has got off to quite such an appalling start.

Lucas

Oh no! I'm sorry. I am so, so sorry! I used the candle you gave me, you see, and, oh mother, are you alright? Are you badly hurt?

Leone

Will you stop calling me mother? No, you know, better than that: stop talking altogether. Or ideally, just go away. That would be perfect. I would love that.

Lucas

You're not my mother, are you?

Leone

And there I was thinking you really were as stupid as you looked. But you're spot on: I'm not your mother. And now we've established that, will you please, please go away before you

fracture any more of my limbs or I can

no longer resist the urge to fracture

one of yours. Thank you.

Lucas wanders away, surveying the vast crater.

Something hits him and he begins to mutter excitedly.

Lucas

Oh my god, this must be where...

"Light the candle and think of me..."

I was thinking of mother... But then,

Grace, the star, just popped... I'm

such a

But he can't berate himself for long this is where hereally wanted to be. He runs back to Leone.

Lucas

Excuse me, miss, this may seem odd, but have you seen a fallen star?

Leone

Oh, you're funny.

Lucas

No, really. The crater... This must be where it fell.

The angrier Leone gets, the more she appears to shimmer.

Leone

Yeah, this is where it fell. Or if you want to be really specific, up there is where a big bloody moonstone came out of nowhere and knocked it out of the heavens when it was minding its own business. Over there is where it landed. Very heavily. Breaking it's right leg. And right here? This is where it got hit by a magical flying moron.

Lucas is so surprised by the oddness of the revelation, and glad to have found her, he barely notices her fury.

Lucas

Your the star...

Your the star?

Oh wow

You're a...? Well, well. Seems SPIRITLAND is full of surprises. And I apologize for any inconvenience, but you, my little star, are coming with me. Back to my village, on the other side of the wall! The human side! You're going to be a birthday gift for my true love! Or should I say, my wife- to-be!

Lucas offers her a hand up. Leone stares at it incredulously. Impatient, he takes her hands and tries to pull her to her feet. She stays firmly on the ground. Now he tries to lift her under her arms, but she makes herself as heavy as possible. He gives up, frustrated.

Leone Seems like you'd better start looking for another birthday present.

Lucas frowns and fishes around in his pocket.

Lucas

May I just say in advance, that I'm very sorry.

Leone

Sorry for what?

Lucas

For this.

With uncharacteristic deftness, Lucas ties the silver chain around Leone's wrist. She glares at him, aghast.

Lucas

If I'm not very much mistaken, this means you have to come with me, wherever I want, until I set you free. Or die.

Leone

Don't tempt me.

Lucas ties the other end to his own wrist. Leone struggles away from him. As when we saw it before, the chain turns from it's fluid-looking state to iron.

Lucas

See? I'm sorry, but you've no choice but to return with me to my Grace.

Leone

Ah. But of course. Nothing says romance like the gift of a kidnapped, injured woman.

Lucas

Come on, get up.

Leone

I've got a broken leg!

Lucas stares furiously at Leone. Finally he picks her up. She scratches his face. Shocked, he drops her.

He slumps down beside her and they sit in stony silence. This is going to be much, much harder than he thought.

.. PALACE STABLES DAWN.

Sting stands by a magnificent black carriage and four black horses. A GROOM holding a feed bag tries to see what he's doing. Hr has a peek as he's consulting some RUNES. Apparently satisfied, he puts them away.

Sting

Did you happen to see which way my brother Rouge went?

GROOM Indeed your highness. He went North West.

Sting Thank you. That information is most useful.

The groom nods. Unexpectedly, Sting swipes the feed bag from his hands. The groom stares at him, shocked.

Sting

I shan't be needing you to accompany me on my journey. My runes tell me that Rouge went south. Though by a funny coincidence, they say the moonstone is North West. So you would actually have done me a favour with your lies. Count yourself lucky that I am not my brother. He'd have had you eating those oats.

GROOM

I'm not lying, your highness, truly. Your brother went North West.

Sting thrusts the feed bag towards him, sighing.

Sting

Then eat them. Eat the oats you were about to feed my horses.

The groom shakes his head fearfully. Sting grabs a handful and lifts them towards the groom's mouth.

GROOM

No! Your majesty! Spare me, I beg of you!

Sting drops the oats and bag and climbs up onto the drivers' seat of the carriage, muttering to himself.

Sting

Rouge, Rouge. Always with the poisoning.

And he's off, leaving the shaken groom standing alone.

.. CRATER DAWN.

Lucas sleeps while Leone hobbles around, stomping on the chain, trying to break free of it. Her efforts wake Lucas, and not, we deduce, for the first time.

Lucas

Don't you ever sleep?

Leone

Not at night. It may have escaped your

notice mening but that's when stars

notice, genius, but that's when stars have rather better things to do. Coming out. Shining. That kind of thing.

Lucas

And it may have escaped yours, but you're not in the sky any more. Coming out is off the agenda. Shining has been suspended until further notice. And sleeping during the day is O-U-T, unless you have some kind of magical ability to sleep while you're walking.

Leone

Have you not got it into your thick. head yet? I'm not walking anywhere.

Lucas thinks for a moment. He grabs her wrist and

tackles the chain, apparently trying to undo it.

Lucas

Fine. Sit in a crater. Enjoy.

Leone

You're letting me go?

Lucas

Yep. I was going to put you back in

the sky after I'd brought you to my

Grace. But clearly you'd rather stay on your own in the middle of a field forever.

Leone yanks her hand away and eyes him suspiciously.

Leone And just how were you planning to get me back to the sky? You can't. You're lying.

Lucas

(smugs as she's taken the bait) I find the fastest way to travel is by candlelight.

Leone's eyes widen.

Leone

You've got a Babylon candle?

Lucas

(bluffing that he already knew what it was called) Yeah, I've got a bubbling candle. Takes you right where you most want to go. How do you think I got here?

Leone

A Babylon candle.

Lucas

That's what I said.

Leone

You said "bubbling".

Lucas

Did not. Anyway. I was going to give what's left of it to you.

He takes the candle from his pocket, his bravado dented somewhat by the fact that it's now scarcely a stub.

Leone That barely has one use left.

Lucas

So be grateful that I'm not using it up right now to get the two of us back to Wall. Unless you can think of another way to get yourself home, in which case you can be as ungrateful as

which case you can be as ungrateful as you like. In a crater. On your own.

Leone thinks. Then thrusts her hand out angrily. Lucas helps her up, trying not to smirk. Resentfully, she holds for support, limping as they set He puts his arm around her. She smacks it away. Their journey has begun.

.. CRATER DAY.

Standing in the now deserted crater, Karen removes her sapphire ring and rubs it. Her eyes roll back in her head as she goes into a trance.

INT. WITCHES LAIR DAY.

Demaria and Flare stand before a mirror, in which Karen now appears, looking out at them.

Flare

Be careful how much magic you use, sister. It's beginning to show.

Karen

The star eludes me. I need information.

Demaria scuttles over to the animal cages we saw earlier. A stoat looks out nervously. Demaria passes it by and unlocks another cage.

Flare waits at the table we saw earlier and Demaria joins her, hefting a large PIG.

.

In the mirror, Karen waits impatiently. There is a horrible PIG SCREAM.

Back at the table, Demaria and Flare study the entrails.

Flare

The star is on the move. And she is not alone. Someone is with her now.

A witch? A warlock?

Karen

Demaria pokes around in the pig guts and laughs, pleased.

Demaria Fear not, sister. This individual poses no threat. He is as innocent as the star herself. Go West from where you stand. Your paths will soon cross.

.. FOREST/CLEARING DAY.

Lucas and Leone make slow progress.

Leone

So let me get this straight: you think you know we're going the right way because and I quote "I just do".

Lucas

I do, though. Maybe it's my love for Grace guiding me back home.

Leone

Oh please.

Lucas

Anyway, way, we're going North. Look, if you look up in the sky, even in the day, you can see the evening star and wait, that's odd... Where...?

Leone has stopped and is shooting him a death look.

Leone

Funny. Hilarious. My sides are splitting.

Lucas

I'm not... What, that was you? Seriously?

They are interrupted by a huge ROAR. They freeze in fear. A horse's NEIGH. More roaring.

Lucas parts some bushes to reveal a meadow where a LION is squaring up to a white HORSE. Leone pushes past him and cries out in dismay. The horse turns to look at her.

Suddenly, A HORN .ends from its forehead: it's a UNICORN. The lion lunges and they begin to fight.

Leone

Stop them! Stop them! Please! They'll kill each other!

Lucas Stop them? Are you mad? They'll kill me.

The fight intensifies. It's horrible to watch these beautiful creatures tearing at one another and we see Lucas's distress mounting too. He steels himself.

Lucas

Help me find a stick.

Urgently, they scrabble in the undergrowth. As Lucas wrestles with a branch, Leone finds a beautiful CROWN.

Leone

Lucas.

Lucas looks up to see Leone holding the crown. The lion sees it too. With an almighty roar, it bounds towards her.

The unicorn weaves ahead of the lion, butting feverishly at it. Panicking, Leone throws the crown to Lucas. A hostile pass. Now the two beasts gallop at him.

Just as the lion overtakes, Lucas runs forward and kneels, holding the crown aloft. The lion slows down as it approaches him. Lucas places the crown on it's head. It gives a triumphant roar and stalks away.

Lucas and Leone run to the injured unicorn.

Leone

What the hell did you-

Lucas The lion and the unicorn. It's a...

Look. See this?

Lucas takes a coin from his pocket, hands it to her.

Leone

See what? This weird woman?

Lucas

That's not... That's Queen Grace!

No, look the other side.

Leone looks at the image of the prancing lion and unicorn, then back to Lucas, decidedly unimpressed.

Lucas

It's from the royal coat of arms There's a nursery rhyme about it. The lion and the unicorn, fighting for the crown. The lion beat the unicorn, something something town. Seeing them fight reminded me of that. I suppose I thought maybe if the lion got the crown, that'd be all he wanted.

Leone smiles and we sense that she feels respect for Lucas for the first time. She opts not to show it.

Leone

"The lion beat the unicorn, something

something town."? The village children

must be queuing up for you to babysit.

Lucas

I know! My little sister says I'm

hopeless at bedtime stories.

Leone looks away sharply; a pang of homesickness, we

suspect. She pats the unicorn, changing the subject.

Leone

Good news is, he'll be right as rain

soon. Unicorns heal amazingly fast.

Lucas

Great. Perhaps you could have told me that before I risked my neck for one.

.. FOREST DAY.

Leone rides the unicorn, led by Lucas.

Leone

I'm just saying, I don't get how you can say that it doesn't make sense. You're hungry, I'm tired. By the time you've gone back to that village, had some food and come back, I'll have

Lucas

And I'm just saying that since I'm hungry and you're tired, what we should

Leone

Oh come on Lucas, it's mid-day. I never stay up this late. Please. Let me sleep.

Lucas But you must be hungry.

Leone

I'm NOT hungry. Ok? I'm a star. I eat.. darkness. I drink light. I'm not hungry.

(shouting, getting louder) I'm lonely, scared, cold, angry, homesick, miserable and tired. Really, really tired. But I'm. Not. Hungry!

Leone bursts into tears. Lucas fidgets awkwardly.

Lucas

Look, don't... Alright, fine. You sleep here. I'll come back when I've eaten. Just... Just stop crying. Okay?

He helps her down from the unicorn and starts trying to remove the chain from his wrist as he talks.

Lucas

You promise not to run away?

Leone

Run away? I've got a broken leg!

Lucas

You've also got a unicorn. So.

He stops fiddling with the chain and looks up at her..

Lucas

But actually it might be a moot point. I may not be going anywhere.

He tugs at the chain. It tightens and becomes iron-hard and rigid, as we saw before.

Leone Perhaps there's a magic word.

Lucas

I don't know any magic words.

He holds up the chain. It glistens in the sun.

Lucas

"Please?"

The chain UNTIES itself. They share a fleeting moment of jubilation before falling back into uneasy distrust.

Leone curls up and prepares to sleep. Lucas walks away, looking back at her repeatedly.

. THE FOOT OF A MOUNTAIN DAY.

Rouge has set up camp with his large entourage. He does not look happy. A fire roars. Two lackeys march a worried-looking elderly SOOTHSAYER over to him.

LACKEY

Your Highness: the soothsayer. As you requested.

Rouge

South you said. And South we went. And

yet still no stone. And if it's not up

this mountain, then what? All that's left on other side is the ocean! Will you then propose we start swimming?

SOOTHSAYER

Sire, I've merely relayed to you what the runes have told me. I can do no more.

Rouge

Consult them again. Now. Here.

Clearly, refuAquarius is not an option. The soothsayer takes his runes from their bag and shakes them in his hand.

Rouge

Wait. Before we seek the stone, another question. Am I the seventh son?

The soothsayer looks uneasy. The runes are thrown. All land blank side up. The Soothsayer nods decisively.

Rouge (CONT'D) Is my favorite colour blue?

Once again, all the runes land blank side up.

Do I swim?

Rouge (CONT'D)

This time, all the runes land with symbols showing.

SOOTHSAYER

No. You do not swim.

Rouge

Throw the runes again.

They are thrown. As they are about to hit the ground:

Rouge

Do you work for my brother?

The runes land blank side up. Before the soothsayer has a chance to protest, Rouge draws his sword, casually fells him, and sheaths it again. He picks up the runes.

Rouge

Right. Do we continue West?

He throws the runes in the air. He's back on the trail.

.. COUNTRYSIDE DAY

The runes transform in the air, and as they fall we see that they are now Karen's runes. She looks at them and, content in what she sees, whips the goats onwards.

.. FOREST NIGHT

Lucas returns, carrying a loaf of bread and a bottle of wine. Leone is gone. How could he have been so naive?

Idiot.

Lucas

(rapping his forehead)

Defeated, exhausted, he slumps against a tree and shuts his eyes. We tilt up to see our iconic shot and pan over to reveal the moon. We track in to it and fade to:

.. DREAM SEQUENCE NIGHT.

Lucas awakes on the moon; a Gracen astronaut in

a Jules Verne/HG Wells fantasy escape. He jumps up in

alarm. To his astonishment, he floats. Then, softly,

Idiot.

Defeated, exhausted, he slumps against a tree and shuts his eyes. We tilt up to see our iconic shot and pan over to reveal the moon. We track in to it and fade to:

.. DREAM SEQUENCE NIGHT.

Lucas awakes on the starry night ; a Grace astronaut in a Jules Verne/HG Wells fantasyscape. He jumps up in alarm. To his astonishment, he floats. Then, softly, sinks down.

THE NIGHT

Please protect my daughter, Lucas. I sent the unicorn but I can do no more. Leone is in grave danger. No daughter of mine is safe in SPIRITLAND.

A meteoric fireball rushes past and falls to earth.

a beautiful young brunette sits, stunned, in a crater. She shimmers like Leone, clearly another star.

Karen, Demaria and Flare all much younger drag her screaming soundlessly into their cave..

The witches surround their table. We see the star's fearful face, a glint of a blade. Then, triumphantly, Karen holds the star's glowing, golden heart aloft.

From their hands, the witches gobble something and seal the glowing remainder in the box we saw earlier..

THE MOON

There's no time to waste. I beg you: wake up.

.. FOREST NIGHT

A CONKER falls onto Lucas's head, waking him abruptly. He hears a VOICE, like rustling leaves.

TREE (V.O.)

Did you not hear her? Wake up.

He looks around, perplexed.

Lucas

Oh please, not a talking tree.

TREE (V.O.)

I'm not really a tree. I used to be a wood-sprite. But there was this witch... Long story. And it's true: you really don't have any time to waste.

Lucas

I think I preferred the part of this dream where the moon was talking to me. You've got a really annoying voice.

TREE (V.O.)

That's exactly what the witch said before she turned me into a tree. But please understand, this is no dream. Forgive me for evesdropping, but the moon spoke the truth. Listen well: You must hurry. If you go on foot, you'll never reach her in time. Run to the road one mile West of here: there's a coach. By any means possible, you must

get on it. Gol

Perplexed, Lucas doesn't move. Suddenly the foresterupts into a mass of movement. Conkers rain down. It's

ALIVE. The mood has changed completely: this is scary.

TREE

I said RUN!

Terrified, Lucas leaps to his feet and begins to run.

Sting COACH NIGHT.

Sting is driving his magnificent coach down a dark road that runs alongside the forest.

Inside the coach sit his ghostly brothers: Rufus, Cobra, MIDNIGHT, Dobengal and Bora.

Bora

Road.

Rufus

Nope. You said that already.

Cobra

Reins.

Rufus shakes his head.

Rib cage.

Dobengal

Cobra

Don't be stupid, it has to be something he can actually see. Otherwise it wouldn't be called I Spy. It'd be called "I can randomly think of something."

Dobengal

Excuse me, I can see a rib cage. I can see MIDNIGHT's rib cage.

They all look. Indeed, it is showing through MIDNIGHT' decomposing skin and moldy, shredded clothes.

.. FOREST NIGHT.

Lucas runs blindly through the madly rustling forest. It's almost as if the trees are parting to a path.

Sting COACH NIGHT.

In contrast to Lucas's panic, the ghosts' urgently unexciting I-spy game continues.

Rufus

Good guess. But wrong.

Dobengal

It's not rib cage?

Rufus

No. No. guess?

Cobra

I'm so bored of this. I actually don't even care.

.. FOREST NIGHT.

A breathless Lucas continues his scary sprint.

Sting COACH NIGET.

And still it goes on...

Rufus

Give up?

Dobengal

Yes.

Rufus

It was "rample"

Bora

What the hell is rample?

Rufus

It's the horse's teeth.

bit you put between the

Cobra

That's called a "bit".

Is it?

Rufus

MIDNIGHT

Will you all shut up! I don't know how you can sit playing stupid games when the runes say that Rouge is back on track. I thought we were backing Sting to win.

.. FOREST NIGHT.

Lucas keeps running as the forest thunders around him. In the distance, he sees the lights of the coach.

Sting COACH NIGHT.

...And on.

Dobengal Okay, my go. I spy with my little eye...

MIDNIGHT sighs deeply.

.. Sting'S COACH NIGHT.

Finally, Lucas bursts out on to the road, just as the coach approaches. Frantically, he flags Sting down.

Sting sees him, but instead of stopping, he whips the horses SNAP! They speed past, a thunder of HOOVES.

Lucas stands deflated, when suddenly there is an almighty noise CRACK! and a huge BRANCH falls from a tree, blocking the road. Sting is forced to stop. Lucas mouths 'thank you' to the tree as he runs over.

Sting looks doubtfully at this odd young fellow but accepts his help in moving the fallen branch. That done, he climbs back into the driver's seat of the coach and throws Lucas a COIN.

Sting

Thank you.

Lucas

I don't need money. I need a lift.

Sting

I'm afraid I can't take passengers.

Lucas

But you already have five! Surely just one more won't make any difference?

Inside, the ghosts react with shock to being seen. Sting stares at Lucas as if he is mad.

Sting

Right. But unfortunately I am on a

quest of enormous importance, and Lucas

Then all the more reason to take me! There may come a time when you need another pair of hands. Maybe providence sent me to you just as it sent you to me.

Sting

considers this. He brings out his bag of runes.

Sting

Pick three.

Lucas does so. Sting studies them approvingly.

Sting

Get in.

Lucas gets inside. To his astonishment, he finds the coach empty. Freaked out, he gets out again and climbs up to sit beside Sting instead.

.. A DESERTED ROAD NIGHT.

Leone rides the unicorn, obviously lost, scared and doubtful. And trying to talk herself out of it.

Leone

I mean, who's to say he'd have even kept his promise about the candle? I refuse to believe he was the only person in SPIRITLAND who could have helped me. And going on and on and on... Grace this, Grace that.

A fork in the road. Leone slows and rubs her temples.

Leone

Now where the hell are we? Idiot. (rapping her forehead)

She rides on. We pull back. From afar she cuts an even lonelier figure. And the further we go, the more she looks like a twinkling star.

.. CROSSROADS NIGHT.

Karen stares at her runes, confused. She takes off her ring, pauses to admire her reflection in a puddle, and reluctantly goes into her communication trance again.

INT. WITCHES' LAIR NIGHT.

With some difficulty, Demaria carries an enormous, flapping ALLIGATOR from the familiar bank of cages to the table. Karen is in the mirror, aging as we watch.

Karen

Demaria! Flare! Which way? The runes tell me gibberish. And be quick! (MORE)

Karen

I can't afford to squander any more of my powers than I have to.

She waits impatiently as we hear a terrible commotion. O.S. Finally Demaria and Flare return dishevelled.

Flare

It is because you must stay where you are, my sister. She is coming to you.

Demaria

Be warned, Karen: delicacy is needed. Misery has drained her. She is barely shining.

Flare

And be ready. You have little time.

.. COACH NIGHT.

Lucas rides alongside Sting. Holding the reins in one hand, Sting briefly consults his runes.

Lucas

If it's not too forward of me what sort of a quest is it that you're on?

Sting

My destiny. My right to rule. (holding out his hand) Prince Sting of SPIRITLAND.

Lucas takes it and bows too, unsure of the etiquette.

Lucas

Your highness. Lucas Throne. I'm

They round a corner and Lucas is silenced by the

view: an incredible mountain range. He gasps.

Sting

If this view pleases you, I insist

that one day you visit my castle on

Mount Huon. Now that's what I call a

mountain. Her foothills alone are

bigger than this.

Lucas

Your highness. Lucas Throne. I'm

They round a corner and Lucas is silenced by the view: an incredible mountain range. He gasps.

Sting

If this view pleases you, I insist that one day you visit my castle on Mount Huon. Now that's what I call a mountain. Her foothills alone are bigger than this.

Lucas

And you're most welcome to visit me in my village. We have an annual cheese- rolling competition. And our duck-pond was voted the cleanest in all Suffolk.

Sting

You are most kind.

They ride on in silence.

.. CROSSROADS NIGHT.

Karen gazes at the horizon to see a STORM approaching. Decisively, she walks over to where her goats graze.

She whispers into the ear of the white one and he TRANSFORMS into Everlue, a 40ish man with a white goatee.

She whispers in the ear of the goat-formerly-known-as- Brandish. He becomes a boyish, yet sexy, green-haired girl. Brandish reels back, as if dizzy, or drunk.

Karen

You'll feel a little groggy for a few hours. It's the transformation.

Girl Brandish nods, dull-eyed and zombie-like.

From her chariot, Karen fetches a HATCHET and a filetting KNIFE, both of black glass. Setting them aside, she whispers to her chariot. Nothing happens.

Karen

I am getting old.

She raises her hand. Blue FLAMES flicker at her fingers. She touches the chariot and it is engulfed in blue FIRE. The fire subsides to reveal an old INN. Its sign swings in the gathering wind, a picture of the chariot on it.

Karen

(to Everlue and Brandish) You are Everlue the inn-keeper. I am your wife. And you're our daughter. Now get inside and make everything ready. Our special guest will be here soon.

.. Sting's COACH NIGHT.

The coach drives on through the pelting rain. Inside, Cobra is imitating Lucas to the amusement of the other ghosts.

Cobra

And did I mention my Grace's lovely dark hair? I did? Are you quite sure? Well in that case let me tell you about the time she blew her nose.

Bora

Just Sting's luck, eh?

Sitting beside Sting, seemingly oblivious to the pouring rain, Lucas has clearly been waffling for a while.

Lucas

And wouldn't you know it, that was the year that Grace got to be Queen of the Spring Festival for the eighth

year running!

Sting

("please, please shut up") Lucas, do go inside. There's no sense in us both getting soaked.

Lucas It would be hard for me to get any wetter without first leaping into a river. In any case, a second pair of eyes could come in handy right now.

Sting

(damn)

I suppose so. (and then)

In that case may I suggest you look out for my brother Rouge. He also seeks the throne. He looks much like me, but he's the most dangerous man you'll ever meet. He won't hesitate to kill anyone who stands in his path. Or nearby. To be frank, I fear you may not be safe in my company. In fact, I feel I should not allow you to remain at risk for too much longer.

Lucas

Hmmm. Problem is, I think I'm supposed to stay with you. I think you're going where I need to be.

.. DESERTED ROAD NIGHT.

Leone, drenched and forlorn, rides through the rain. In the distance, she spies the inn. Joy and relief. She spurs the unicorn to a gallop and they race towards it.

.. Karen's INN NIGHT.

As Leone approaches the inn, the PATTER of the rain seems to form words of warning. The unicorn refuses to go any closer. Leone dismounts and limps to the door.

.

Karen opens it, looking like an average inn-keeper.

Karen

Goodness me, come in out of this wretched rain, my dear. We have food and drink. A warm bed. Plenty of hot water for a bath.

Leone

A bath? I've never had one of those.

Karen

Never had a bath!? Why it's a treat you'll enjoy, my love, on a cold night like this. It'll make your heart glow.

Karen puts an arm around Leone and steers her in. She notices Leone's limp and supports her more.

INT. Karen's INN CONTINUOUS.

A TIN TUB stands beside a blazing fireplace. Karen sits Leone down on a seat beside it.

Karen

Why your poor leg! I'll have my

husband take your horse to the

stables. Everlue!

Karen claps her hands. We see the ex-goat standing

behind the bar. He is chewing slowly on a tea-towel.

She claps again, and glares at him as he shuffles out.

Karen

How do you like your bath? Warm, hot

or boil-a-lobster?

Leone

I honestly don't know.

Karen

Then let me choose for you. Let's get you out of your wet things.

Karen takes a pan of water from the fire and pours it in to the tub.

She helps Leone to undress, but they hit a problem with her chain belt: the moonstone is holding it fast.

Leone

I don't think this will come off.

Karen

No matter. It won't be in the way.

INT. Karen's INN MINUTES LATER.

Leone lies happily in the steaming bath.Karen puts her hand in the water and casts a spell.

Karen

Feeling better?

Leone

Much. Thank you. The warm water has actually done my leg a world of good.

Karen

Ah, you see? The powers of a nice hot bath! You seem happier in yourself,too.

Leone

I do feel happier. Less troubled.

Karen

Wonderful! Nothing like a nice soak to wash your cares away. Warm the cockles of your heart. Now. Let's get it burning really bright inside of you, shall we?

Leone climbs from the bath and dries off as Karen brings her a beautiful robe and a glass of wine.

Leone

Well I must say, under your care my heart has never felt so good. Thanks.

Leone slips into the robe, and we glimpse the moonstone on her belt. Karen leads her upstairs.

INT. Karen's INN BEDROOM CONTINUOUS.

A small room containing an inviting-looking bed.

Karen Now I'm only a simple inn-keepers wife, but I've been told I have a healers hands. I'd be glad to give you a massage.

Leone What's a massage?

Karen You've never...? Well, bless my soul. Nothing like a massage to send you off for the finest and deepest night's sleep.

Leone

I do have trouble sleeping at night...

Karen leads a curious Leone to the bed and gestures for her to lie down. She climbs up, and the camera jibs down under the bed to reveal the knives.

Karen

Lie on your back, dear. And why not close your eyes? Drift off better that way.

Karen Lie on your back, dear. And why not close your eyes? Drift off better that way.

Leone lies down and Karen begins to open Leone's robe. She is interrupted by shouting from outside

Sting

Service! Food! Wine! Hello!?

.. Karen's INN NIGHT.

Sting paces angrily, cross at being left in the rain.

Lucas

Maybe we should try the n. inn. Carry on a little longer. If your Moonstone really is as close as the runes say.

Before Sting can reply, the door is opened by Everlue.

Sting

At last! We require accommodation. Help my friend take the horses to your stable.

Sting heads inside as Lucas hands Everlue a set of reins and they begin to walk.

Everlue, walking slightly behind Lucas, unexpectedly dips down and nips at the hem of Lucas's jacket. Lucas wheels round in surprise. Everlue just stares at him blankly. Confused, Lucas walks on.

INN BEDROOM - NIGHT.

Karen

Relax here, my love. I'll be back just as soon as I've taken care of this customer.

A frustrated Sting followed by his ghostly brothers wanders in to find the inn empty.

Sting

Hello? Hello??

Spotting the tempting, steaming bath he decides not to wait. He strips off his wet clothes and climbs right in. The ghosts avert their eyes in revulsion.

Leone hobbles down the stairs and is shocked to see Sting sitting in the bath. She turns away quickly.

Sting

I'm accustomed to better service. But you're awake now, and that's what counts. A hot meal would be in order. What can you offer me?

Before Leone can protest, she is interrupted by Karen, returning from a back room with two glasses of WINE.

Karen

I'll thank you not to bother my guests, sir. I am the lady of this Inn. I've a pot of stew on the stove. A drink while you wait?

Sting Until my brother is dead, I've vowed to drink only my own wine. But my friend in the stables would be glad of a drop, I'm sure.

Karen nods and walks out with the wine, irritated. Alone with her now, Sting eyes Leone up lasciviously.

Sting

Travelling alone, young lady? I might

say that you

He tails off, eyes fixed on the stone on her belt,

peeking out from her robe. The ghosts have seen it too.

They nudge one another in breathless excitement.

Sting

That stone! It can't be... Come here,

let me see it.

Leone rolls her eyes. Nice try. There's absolutely no way she's getting any closer to a naked guy in a bath.

Sting

Please... I believe it to be mine..

INN BEDROOM NIGHT.

Karen bursts in and gets the knives from under the bed.

INT. STABLES NIGHT.

A row of horse boxes with solid doors, all closed. We follow zombie-girl-Brandish, carrying a glass of wine. She opens one of the doors to reveal Lucas, drying a horse. She puts the wine on the floor and turns to go.

Lucas

Thanks, that is just what I needed. My name's Lucas. Glad to meet you, Miss-

Brandish.

( in a thick voice)

Brandish

Lucas, perplexed, watches her shuffle out. He takes the wine, but freezes when there's an almighty RUCKUS from the horsebox opposite. He looks up to see the door flying off its hinges.

INT. Karen's INN NIGHT.

Leone is staring at Sting in disbelief.

Leone

It's not that! I'd gladly be rid of it. I just can't physically get the thing off!

Sting That's what I'm saying I can.

Leone And I'm saying: if you wish to touch it, you're going to have to get out of that bath. And put some clothes on.

Sting

You don't seem to have understood me young lady. I am a Prince, and I command you to come over here so I

Before he can finish, he's interrupted by the loud NOISE from the stables. Both look around in concern.

ON THE STAIRCASE

Karen, armed and halfway down the stairs, HEARS it too.

INT. STABLES NIGHT.

As we cut back, the door flies off its hinges and the unicorn comes CRASHING though, charging at Lucas.

.

It knocks the wine from Lucas's hand. Where the wine has splashed, the hay on the ground is smoking and charred, as if burned by acid. Lucas looks to the unicorn, back at the ground, and runs out.

INN NIGHT.

Just as Karen runs in to investigate the noise, the front door flies open and Lucas bursts in, shouting.

Lucas

Prince Sting! Don't touch anything they give you! They tried to poison me!

Karen slits down sting as he jobs down under the water in a muffled commotion. The water turns deep blue.

A SLOW PAN AROUND THE ROOM

On the shocked reactions, in turn, of Lucas, Leone, Brandish and the brothers Dobengal, Bora, Rufus, Cobra, MIDNIGHT. finally a ghostly Sting naked, but politely

comes to them and more shocked for any of the brother's to see.

IN THE BATH

Sting is slumped down, a slash of blue blood at his throat. And standing behind him, Karen, holding her horrible knife, stained blue.

Lucas and Leone

Spot one another. Both are stunned, but neither has time to speak, as Karen darts over and grabs Leone.

Karen

Everlue! Get him!

DEAD-EYED Everlue

We've barely noticed him, standing silently behind the bar, but now he runs at Lucas with his head down. Lucas sidesteps him, but he backs up, charges again.

THE UNICORN

Races in through the front entrance of the inn. He cuts in front of Lucas to run at Everlue. Heads lowered, Everlue and the unicorn rush at one another at full tilt.

HORN VERSUS FOREHEAD.

At speed. Guess which wins.

Karen

Turns on the unicorn as it shakes its head to disengage the impaled Everlue in death, a goat once more. The unicorn rears up at Karen, knocking her to the ground.

Lucas

Runs to Leone. He picks her up and begins to run again. She points in horror to the unicorn and, swats at Lucas urgently as he flees.

Leone

No! Put me down! We have to help himt

Lucas

Forget it, we have to go, these people are insane, they'll kill us!

Karen

The unicorn is about to make another attack as she lies on the ground, but with one sweeping arm movement, she creates a wall of blue fire that shuts out the unicorn and encircles Lucas, Leone, Brandish and herself. She gets up and strides towards the pair, a witchy Terminator.

Lucas and Leone

Back away until against the roaring wall of blue fire they can go no further. They're trapped.

Lucas puts Leone down and stands protectively in front of her.

Karen keeps on coming.

Karen

The burning golden heart of a star at peace is so much better than your now frightened little heart. But even so, better than no heart at all.

With unthinkable menace, she displays her terrifying

knives. Suddenly, girl-Brandish moves between them.

GIRL Brandish

Stop.

Oh please.

Karen

She clicks her fingers and he is no longer a girl, but

Brandish once more.

He opens his mouth to speak, but before he can, Karen clicks her fingers again and he becomes a COCKROACH.

Without any apparent sign of intent, Karen SQUISHES him under her shoe as she walks on, knives drawn.

Lucas AND Leone

Cower. Karen is almost upon them now. Lucas fumbles in his pocket and pulls out the tiny stub of Babylon candle.

Lucas

Hold on to me tight and think of home.

Karen raises her knife to strike.

Lucas wraps one arm around Leone and plunges the other, holding the stub, into the fire. He screams. Karen, realizing what he is doing, screams too. There's a WHOOSH, and they disappear, leaving Karen alone, her knife slicing through the empty space where they stood.

.. CANDLE JOURNEY SEQUENCE NIGHT.

Lucas and Leone, both POV

as they fly at astonishing speed out of the inn and into the dark, stormy sky. The inn, the road and the twinkling lights of SPIRITLAND get smaller and smaller until we stop in a cloud.

.. CLOUD NIGHT.

Lucas and Leone stand on a grey cloud. Thunder rumbles, lightning forks flash, and black rain sheets down violently. They have to scream to be heard.

Lucas

What the hell did you do?!

Leone

What did I do? What did you do? (mocking voice)

"hold me tight and think of home". Great plan. You thought of your home and I thought of mine and now we're halfway between the two.

Both Lucas and Leone reached the sky.

Lucas

You stupid ! What did you think of your home for!?

Leone

You just said "home"! When someone says "home", I think of my home! I don't think of your home! Why would I think of your home? If you wanted me to think of your home, you should have said!

Lucas

A crazy lady was about to cut your heart out and you wanted me to give more specific instructions? I'll bear that in mind n. time. What would you like? Do you want it in writing? A diagram, maybe?

The magnitude of what just happened hits Leone, and she starts to cry. Angry tears of fear and frustration.

Leone

Don't come on like the big selfless hero, Lucas! It's not like I was any use to you dead! I mean,

happy birthday Grace darling, I hope you'll accept this blood soaked

carcass as a token of my

Suddenly they're dragged down through the clouds,

out of nowhere a COPPER NET falls onto them

.. SKY VESSEL NIGHT.

Lying on a deck, trapped in the copper net, Lucas and Leone look up to see a dozen PIRATES staring down.

Behind them, other PIRATES haul in copper nets, full of glowing LIGHTNING. Muscling his way through is CAPTAIN Makarov. Mid 40s, slickly dressed, built like a fridge. Definitely the daddy. A SKINNY PIRATE sneers.

SKINNY PIRATE

Look, Captain. Little bonus. Caught ourselves a couple of marshals.

CAPTAIN Don't look like marshals to me.

SKINNY PIRATE But they were right in the middle of the storm, Captain! Why else would anyone be up here during a storm?

CAPTAIN

Hmmm. Why would anyone be up here in a storm... Let's think.

(shouting) Maybe for the same reason we are?

The pirates cower. The Captain prods Lucas with his foot.

Who are you?

CAPTAIN

Lucas and Leone cling together, too scared to speak. The skinny pirate, copying, prods Lucas with his foot too.

SKINNY PIRATE

Cat got yer tongue?

CAPTAIN

Fortunately for the birds, I ain't ever seen such a thing as a flying cat. Any of you seen any flying cats?

The other pirates shake their heads, clearly afraid of the captain. One VERY OLD PIRATE raises his hand. Several others elbow him nervously til he puts it down.

CAPTAIN

I reckon we can assume their tongues are still in place. For now. Let's see if a night in the brig will loosen their lips.

. THE BRIG MINUTES LATER

In C.U., an old iron key. A hand removes it, leaving an open keyhole through which we spy: Lucas and Leone, tied together, back to back. We move through the hole.

Leone

They're going to kill us aren't they.

Lucas

Leone, I have to tell you something. I had a dream. A nightmare. Your mother... It was like she was showing me something. A terrible thing.

Leone

My mother?

Lucas

There was a girl. Long, dark hair. She fell. Just like you did. But they got her. The woman from the inn. Two others. And they, they... Cut her heart out. And ate it. It made them young.

Leone slumps forward and begins to sob.

Leone

My sister. She went missing 400 years

ago. We never saw her again. Oh god...

Mother... Eating earth... Always 80

afraid for us.. Always so... And I

never knew why. I never understood.

(smiling wanly)

Leone

She used to chastise me for even looking at earth. I used to watch. Watch people having adventures. I envied them.

Lucas

Are you familiar with the saying: be careful what you wish for?

Leone

What, so ending up with my heart cut out, that'll serve me right, will it? Thanks.

Lucas

No! No. I didn't mean that at all. I admire you for dreaming. I'm ashamed to say I could never have imagined an adventure this big in order to wish for it. I just thought I'd find this lump of celestial rock, take it home, and that would be it.

Leone

And you got me. I am sorry, you know.

Lucas

Don't be. How else would a shop boy like me ever have had an adventure like this?

Leone

If there's one thing I learned in all my years watching earth, it's that people aren't what they may seem. There are shop boys, and there are boys who just happen to work in shops for the time being. And trust me, Lucas, you're no shop boy.

You saved my life. Thank you.

She squeezes his hand. We see it is charred black from where he thrust it into the fire. Not wanting to spoil his newly heroic image, he silently grimaces in pain.

Sting'S COACH NIGHT.

Sting's magnificent black carriage sweeps past the camera, apparently out of control, with no one driving.

Inside we find Karen. Much older, and furious at being thwarted. She looks at her reflection in the window and looks away in disgust. Reluctantly, she uses her ring.

. WITCHES LAIR NIGHT.

We sweep past the animal cages, talking to an angry Karen.

Flare We have asked again. And the answer is the same: she is airborne.

Karen

Well she can't remain so forever. Inform me as soon as she touches ground. Immediately do you understand?

Demaria Watch your tongue, sister. It is you and not we who have lost her.

INT. THE BRIG NIGHT.

Lucas and Leone are right where we left them.

Leone

Do you think someone is trying to tell us something?

Lucas

Like what?

Leone I mean one way or another, we always seem to end up stuck together.

Lucas

What are you talking about, "someone"? What, cosmic messages? Destiny or fate or something? I don't believe in all that.

Leone

Really? Most people on earth do. It used to amuse me, how they look to the stars for answers about the future. Like we have any idea what will happen n.! Imagine how boring it'd be for us to watch you if we did.

Lucas

People who want to know the future are usually ones who desperately want something they fear they'll never have.

Leone

And you claim not to be one of them?!

(off his lack of response) Tell me about Grace, then.

Lucas

There's not much more to tell you.

Leone Because... The little I know about love is that it's unconditional. Not something you can buy.

Lucas

This wasn't about buying her love. It was a way to prove how I felt.

Leone

Ah... And what's she doing to prove how she feels about you?

Lucas puzzles this over for a moment.

Lucas

Look, Leone... You'll understand when you meet her. Providing we don't get murdered by pirates first.

Leone Hmmm. Murdered by pirates. Heart torn out and eaten. Meet Grace. Can't quite decide which sounds more fun.

.. CROSSROADS DAWN.

Rouge arrives at the site where the inn stood to find Karen's chariot, a dead goat, and the corpses of Brandish and Sting. It's pretty gruesome.

Rouge

He kneels by Sting' body and shouts to his entourage.

My brother is dead. It would seem that I am king.

The ghosts appear behind him.

Sting

Not yet, brother.

Rouge Ready the carriage. All that remains now is to find the stone.

LACKEY Your brother does not have it?

Rouge shakes his head and starts back.

You have checked thoroughly?

LACKEY

Rouge looks at the naked corpse and then quizzical

and irritated back to the lackey.

The ghosts exchange looks of distaste. Eeew.

Rouge steps over the body of Brandish human and male again, and grotesquely squashed. He doesn't appear to have any legs.

As Rouge passes, Brandish's eyes SNAP open and his hand shoots out and grabs Rouge' ankle.

Brandish

The man... your brother? I heard him speak of a stone. The girl had it.

A flash of shock and revulsion, and then Rouge reaches down and grabs the squashed boy by the collar.

Rouge

What girl?

Brandish

I don't know. A girl. She got away with a boy . All of this it was a trap set for her. Your brother just strayed into it, I swear.

Rouge

A trap set by who?

Brandish

A woman you should pray you'll never meet.

Rouge

And this woman wanted my stone?

Brandish

What? No. She wanted the girl's heart. She said the girl was a star. She wanted to cut out her heart and...

As Brandish trails off in disgust, a look of dawning comprehension spreads over Rouge' face, turning to sheer gleeful greed. He ends the sentence with relish.

Rouge

...Eat it.

He drops Brandish, thinks briefly, then grabs his collar again and begins dragging him towards the coach.

Rouge

You're coming with me. It's imperative that I find her.

Sting COACH -DAY.

Karen's rides anxiously onwards.

The carriage drives along and the camera pulls further and further back until we can see miles of road. And, gaining on her in hot pursuit: Rouge' carriage.

Rouge CARRIAGE CONTINUOUS.

The carriage barrels through the countryside.

Inside, sitting with his lackeys and Brandish, Rouge is delirious.

(shouting up to the driver)

Don't lose sight of those tracks! (to himself) Thank you, dear lady, whoever you may be. Not ot only have you killed my brother, but in pursuing the girl, your coach tracks will lead me right to her!

Rouge

(to the lackeys) Can you even begin to comprehend what this means? Everlasting life! I will be King forever! The last King of SPIRITLAND.

The ghosts react in abject disgust.

. BRIG THE N. MORNING.

The Captain looms over his captives. He really is scary.

CAPTAIN

Much as I'd like to make a day of it, it's probably fair to tell you that you could avoid a whole world of nastiness by just telling me who you are.

Lucas

I'm Lucas Throne and this is my wife Leone and

CAPTAIN

Your wife? Dear me. Far too young and pretty to belong to just one man. And how about telling me what you were doing on the mighty Captain Makarov's patch?

Leone

We didn't know it was your patch!

Lucas

We were lost!

CAPTAIN

Lost? The only people up here are people who want to catch lightning, or people who want to catch the people who catch it. If you like your facial features arranged the way they are currently, I suggest you start telling the truth.

Lucas

We are! We don't want your lightning, we don't want to arrest you, all we want is to go home to my village of Wall and

CHING! The captain draws his CUTLASS.

CAPTAIN

Wall? That's one lie too many, my son.

CAPTAIN

Lucas

But, but, it's true! I was born there.

So if you're really from Wall, tell me this: who is Grace's consort?

Lucas (taken aback)

You... know Grace? (clearly the jig is up)

Okay. Point made. Me and Leone aren't really married. And yes, if I ever get home, I do hope to make Grace my wife.

CAPTAIN

You hope to marry Queen Grace?

Lucas Ah, ah, Queen Grace? In that case I mean... Prince?

BRIG MINUTES LATER

Captain Makarov is holding Lucas by the ankles out of a porthole. We can hear Leone screaming.

CAPTAIN

No one tangles with Captain Makarov and lives! Prepare to meet your death!

Oh, you don't. I just love a makeover. Now, England, England. I want all the gossip. It's been so long.

The Captain helps Lucas with his shirt buttons.

Lucas

If you liked England so much, why come to SPIRITLAND?

CAPTAIN

The qualities valued in Wall are not ones I had. No money. No looks. No skills.They used to tell me the pen was mightier than the sword. But honestly: which one would you rather have in a sword-fight? Wait, before you dress: Hair.

He steers Lucas now in just shirt and pants over to a chair and whisks out SCISSORS. He starts snipping.

CAPTAIN

I was nobody. A clerk. An office boy. Here I could become the man I wanted to be. Dress as I wished. Create a new identity. Learn new skills. It was a bit like going to university, but without all those dull lectures. And I emerged the infamous Captain Makarov. I even made the name up specially. Shake. Spear.

He makes scary throttling and stabbing motions. Lucas and Leone exchange doubtful looks.

CAPTAIN

And mark my words: we shall do the same for you.

.. CLIFF-TOP PORT TOWN DAY.

The sky-vessel has 'docked'. It floats in the air beside a high cliff-top, gangplank down. Nearby we see other docked sky-vessels and we hear the SHOUTS and bustle of typical rowdy port town activity.

Near the docks, we find an artfully camouflaged HUT.

. FERDINAND THE FENCE'S DODGY DEN DAY.

A heavy wooden crate, blinding light bursting out from within as several of Captain Makarov's men struggle to nail the lid on it. The Captain and Leone look on, with another shady character, FERDINAND THE FENCE. Behind them we see myriad stocks of magical objects, some of which we might recognize from the Market.

FERDY THE FENCE

And this is fresh?

Before the Captain can answer, who should walk in but Ditch-water Aquarius. Here for some shady wares, no doubt.

Aquarius

I wouldn't count on it.

CAPTAIN

Aquarius, you old hag! This lightning's far too good for the likes of those cheapskates at the Wall market.

They all laugh. Ferdy hands over a bag of COINS and the Captain leads his crew away.

.. SKY VESSEL DECK

MOMENTS LATER.

The crew pour up the gang plank behind the Captain and

stop in surprise: A stranger in pirate gear lounges on

deck, his feet up. He looks damn fine. He draws on a

.. SKY VESSEL DECK MOMENTS LATER.

The crew pour up the gang plank behind the Captain and stop in surprise: A stranger in pirate gear lounges on deck, his feet up. He looks damn fine. He draws on a pipe and tries not to cough. He is, of course, Lucas.

Lucas

Ah, Captain Makarov. I've been expecting you.

A hearty handshake, then the Captain turns to his crew.

CAPTAIN

Meet my nephew: the fearsome buccaneer Lucas Throne. He'll be joining us for the final week of our journey home.

(to Lucas, grinning) I have the perfect gift to keep you amused on the way.

He pushes Leone towards Lucas and the crew laugh.

MONTAGE ABOARD THE SKY VESSEL.

stunning views over SPIRITLAND as the Captain teaches Lucas to sail the ship.

Dining with the crew, Lucas feeds Leone a mouthful of food, the first she's tasted. A joyful revelation.

The Captain coaches Lucas in sword-fighting.

The Captain teaches Leone to play the piano.

Lucas and Leone help trawl for lightning. In their first net: a fine, glowing haul. The crew applaud.

.

Lucas's sword fighting improves a little.

Leone stretches her leg,

it seems to be healing.

Lucas helps Leone climb high into the rigging and they enjoy the wind rushing past and the glorious view.

Leone, helping the cook, secretly dips her finger into some stew, having found a liking for food.

FERDINAND THE FENCE'S DODGY DEN NIGHT.

Karen menaces Ferdinand the Fence. We can't hear, but he's clearly giving clues to the ship's whereabouts.

.. SKY VESSEL DECK DAY.

The Captain is coaching Lucas in sword-fighting.

CAPTAIN Much better! Almost had me there.

Lucas

Captain, may I ask you something? This vessel... How high can it go? I mean, could you fly to, I don't know, the stars?

CAPTAIN

Why would anyone want to do that?

Lucas

Some people dream of travelling to space, don't they?

CAPTAIN

I do know one way you can get there. Well kept secret. Get a submission out of me now and I'll tell you it.

Eyes blazing with determination, Lucas launches into a sequence of artful attacks and parries, finally getting the better of the Captain.

CAPTAIN

Touche. I'm impressed. Okay...

(leaning in, whispering)

There's something called... A BabylonCandle.

Lucas

That was it?! I know THAT! How do you think we got onto a bloody cloud in the first place?!

CAPTAIN

You had a Babylon Candle? How on earth...? Do you have any idea how rare they are?

Lucas

I, I... No. It was a gift.

CAPTAIN

Really? Gosh. Incredibly hard to find. Very few ever made, you see. Wish we'd had this conversation earlier the chap I just sold to, Ferdy the Fence? Once in a blue moon, he'll see one. Most of his clients trade at Scaithe's Ebb or the market near Wall. So you could ask around when you get there. But don't get your hopes up too high.

FERDINAND THE FENCE'S DODGY DEN DAY.

C.U. On Ferdy, who looks a bit glazed. Actually, he's dead. Rouge stands behind him, holding his bloodied sword at arms length toward one of his lackeys.

Rouge

Clean this for me.

He regards the late Ferdy with distaste.

Thoroughly.

Rouge

MONTAGE CONTINUED.

The vessel cruises through the sky.

-- A drunken night on deck. The pirates dance. The very old pirate tries to dance with Leone but Lucas picks him up and moves him aside and dances with her himself. Leone shimmers more brightly than ever.

Lucas watches the sun set, a new man. The vessel makes it's descent to land. Leone joins him and they share an almost-wistful smile.

.. A LAKE IN SPIRITLAND SUNSET.

The lake glitters. The airship makes splashdown. It's a spectacular sight.

.. GANGPLANK CONTINUOUS.

The Captain hugs Leone. He hands Lucas a coin purse.

(pointing)

CAPTAIN

So there's the road you'll need for Wall. Good luck on your journey home, Leone, wherever that may be. And good luck to you, Lucas. With your Grace.

Lucas

How can we ever thank you enough for your kindness?

CAPTAIN

Never mentioning my kindness in public ever again would be a good start. Oh, and Lucas...

CAPTAIN

Never mentioning my kindness in public ever again would be a good start. Oh, and Lucas..

He whispers something in Lucas's ear.

CAPTAIN

Just think about it.

(beat)

Well, give my regards to England. It was a pleasure to meet you both. (shouting, in tough voice)

Mind you don't wear that wench out, Captain Lucas!

Lucas and Leone walk a little way down the dock.

Leone

What did he say to you?

Lucas

What did he say when?

Leone

Just then. When he whispered to you.

Lucas

Whispered? Oh. Uh... He just - He said I should use the money he gave me to buy you a new Babylon candle.

Sting COACH DAY.

The coach drives on. In the far distance, we see the

lake, the sky-ship docked on it. Inside, Karen squirms anxiously. Only a little of her youth remains. SHOUTING from her ring makes her jump.

WITCHES LAIR DAY.

Karen is in the mirror. Her sisters jostle excitedly.

Flare

She has returned!

Karen I know, damn it! I couldn't reach the lake in time.

Demaria No matter we have found her. She's on the road to the village of Wall.

Karen

(horrified)

And you speak as if this is good news?

Demaria

If you change course for Wall, you should arrive in time to intercept her.

Karen

And if I don't? Do I have to remind you that Wall is not part of SPIRITLAND? Once she crosses that threshold into the human world, our star will become nothing more than a pitted lump of metallic rock.

Flare Then I suggest that you hurry up.

.. Sting COACH DAY.

An invisible whip cracks. The horses speed to a gallop.

.. SPIRITLAND COUNTRYSIDE DAY

Lucas and Leone walk cautiously between a ditch and a hedgerow. From somewhere, we hear VOICES, getting louder.

With astounding speed, Lucas pushes Leone into the ditch, leaps in on top of her and pulls a bough from the hedgerow down over them.

They breathe loudly in the darkness, suddenly awkward at finding themselves in 'spoons' position, faces close. An unexpected electricity. Leone tries to diffuse it.

Leone (whispering)

Are you trying to break my leg again? It might be nice to have full mobility for a bit longer, if that's okay by you.

Lucas

(whispering)

I'm sorry. I just. We can't risk people seeing you. I don't trust anyone.

The voices remain distant but they continue to whisper.

Leone

But at this rate, if we keep stopping... I mean, we've only got two more days 'til Grace's birthday.

Lucas

We'll make it. We're making good time.

As Leone goes to speak, the voices get louder. Lucas touches a finger to her lips. They lie in silence as the voices pass right above them, then begin to fade.

Lucas

Leave it a minute.

Leone

They lie in silence a while longer. Then:

Aren't you tempted?

Lucas

Tempted by what?

Leone

Immortality. Say it wasn't my heart. Not me. Just a star you didn't know.

Lucas

Do you seriously think I could kill anybody? But even then. Everlasting life? I imagine it would be sort of... lonely.

There's a long silence. Lucas can't see the tears welling in Leone's eyes. He's right. It is lonely.

Lucas

Unless you had someone to share it with. Someone you loved. I suppose that would be different.

Silence. The voices nowhere to be heard.

Lucas

I think we're safe now. Shall we?

Lucas lets go of the branch and the daylight floods in. He climbs from the ditch and offers Leone his hand. She takes it.

.. SKY VESSEL DECK DAY.

The pirates are readying the vessel to leave again when they are ambushed by Rouge's men. A huge fight breaks out: the royal entourage versus the pirates.

INT. CAPTAIN'S CABIN MOMENTS LATER.

Oblivious, the Captain emerges from his walk-in closet. in a nice new outfit.

He is admiring himself in the mirror when the door is kicked open by Rouge, who slams it behind him and barrels over, pinning the Captain to the ground, a sword to his throat. The Captain's eyes widen in fear.

Rouge

My name is Prince Rouge. And you're going to tell me where I can find the girl I'm looking for.

.. A HILLTOP

DAY

Lucas and Leone stop at a road sign. It reads: WALL

Lucas

60 MILES.

Another three days, by my reckoning.

Leone

But we don't have three days Grace's birthday is the day after tomorrow.

Lucas

Well remembered.

They start to walk again, subdued.

.. SKY VESSEL CAPTAIN'S CABIN DAY.

Rouge kneels over a battered-looking Captain, sword

raised for the killer blow. The door flies open and the full pirate crew pile in.

Rouge runs for it, diving out through the porthole.

.. SKY VESSEL DAY.

All of Rouge' men lie dead on deck.

By the gangplank, Brandish waits in the driver's seat of the carriage. A soaking Rouge leaps up beside him.

Rouge

Drive!

.. A DITCH DAY.

Lucas and Leone are lying in another ditch, a branch drawn over them. We hear hooves approaching.

From their POV, they see

Ditchwater Aquarius's yellow caravan.

Leone squints curiously at it. Then something clicks.

Leone

Oh my god, Lucas! I recognize that woman! From when I went with the captain?

Lucas "Shhh"es her.

Leone (whispering urgently)

When he went to sell lightning to... what was his name? Ferdy the Fence? He said she traded at the market near Wall! We could hitch a lift!

Lucas

(forgetting to whisper) Ferdy the Fence? Ferdy the Fence?!

He throws the branch aside, leaps up and shouts to Aquarius.

Stop!!!

Lucas

Aquarius reacts in surprise, but stops the caravan. Lucas sprints over, closely followed by Leone.

Lucas Excuse me madam, but my name is

Lucas Throne

and As Lucas speaks, Aquarius's face clouds over with fury, and she leaps from her seat and points at his lapel.

Aquarius

Thief!

Aquarius's bird flies from it's perch and begins to flap wildly, adding to the chaos as Aquarius screams.

Aquarius

That's my flower! Eighteen years, I've been looking for that. Give it to me now!

Lucas

Give it to you? Never!

Leone

How dare you? That was a gift from his mother! Be gone, you foul old hag.

Aquarius blanks Leone and makes a grab for the flower. Lucas draws his sword, and she backs away, shocked.

Aquarius

Perhaps I was mistaken.

Lucas

It's obviously very valuable to you. And you can have it. In exchange for what I need: a Babylon candle.

Leone

And safe passage to wall.

Aquarius

What?! A Babylon candle? How dare you!? I don't deal in black magic!

Lucas

I think Ferdy the Fence might have something different to say about that.

Aquarius

He may do. And he may also be able to recommend someone else at the market who can sell you one.

Lucas

What about giving us a lift to wall, then?

Aquarius

Well why didn't you say so in the first place? For that flower I can offer you passage. Food and lodging on the way.

Safe passage.

Lucas

Aquarius I swear you shall arrive at Wall in the same condition you are in now.

She spits in the dust and gestures for Lucas to do the same. He obliges. Aquarius mixes it with her bare foot.

Leone

That's disgusting.

Ignoring her, Aquarius holds out her hand for the flower. Lucas takes one last look and hands it over.

Aquarius

Do you have any idea what manner of thing it was that you had?

Lucas

Some kind of lucky charm?

Aquarius

A very lucky charm indeed. Protection. In fact, the exact thing that would have prevented me from doing this:

She touches Lucas's forehead and he turns into a MOUSE. Aquarius scoops him up into her hands.

Leone screams and runs at her, but it's as if a force- field prevents them from touching thanks to Karen's spell, Aquarius can't perceive her presence.

Aquarius

Much better. My little caravan is far too small for regular passengers. But I'll keep my word: you shall not be harmed.

CARAVAN MOMENTS LATER.

Aquarius drops Lucas-the-mouse into a little cage. She throws in a handful of nuts after him.

Aquarius

Your food and lodging, just as I vowed.

She chuckles at her little joke and locks the cage with a key. Leone stands at the door, watching aghast.

Leone

Would I be correct in thinking that you can neither see nor hear me?

There is no reply as Aquarius walks towards her.

Leone

Then I'd like to tell you that you smell of pee. You look like the wrong end of a dog. And I swear that if I don't get my Lucas back, you'll1 regret it forever.

Aquarius passes her, smiling and oblivious.

INT. SKY VESSEL CAPTAIN'S CABIN DAY.

The pirates are still in the doorway looking at the Captain, now standing up, though somewhat wobbly.

CAPTAIN

Get out! All of you!

SKINNY PIRATE

Did he hurt you Captain?

The Captain buries his head in his hands and shakes it in despair.

SKINNY PIRATE (CONT'D)

I'm sure your nephew and the girl will forgive you. I mean, you had no choice. He was going to

CAPTAIN

(looking up, distraught) It's not that. It's my... My... Reputation!

SKINNY PIRATE No, no! Nonsense!

The other pirates join in, with sympathetic noises of protest.

VERY OLD PIRATE It's alright Cap'n. We always knew you was a whoopsie.

The other pirates shhh him and elbow him sharply out of the way. They all beam at the Captain affectionately.

SKINNY PIRATE

You'll always be our Captain, Captain.

ALL PIRATES

Aye!

INT. CARAVAN DAY.

Leone pokes her finger through the bars of the cage. Lucas-the-mouse sniffs it and walks off.

Leone

Lucas. Lucas! If you can understand me, look at me now.

He doesn't respond. She puts her head in her hands.

Leone

I can't bear seeing you like this. I mean, I know it's probably worse for you. But I... Look, she's a witch, and a witch's promise can't be broken. And if she welshes on the deal, I'll become her personal poltergeist until she changes you back.

The mouse returns to the bars and stands. Leone smiles until she realizes that he is actually looking past her. Disappointed, she notes the real object of his interest: a large wheel of CHEESE on a shelf.

He scuttles off and Leone slumps back, depressed.

Leone

You really are a mouse now, aren't you.

She breaks off a lump of cheese and begins to feed him.

Leone

You know when I said I knew little about love? That wasn't true. I know a lot about love. I've seen it, centuries and centuries of it, and it was the only thing that made watching your world bearable. All those wars. Pain, lies, hate... It made me want to turn away and never look down again. But when I see the way that mankind loves... You could search to the furthest reaches of the universe and never find anything more beautiful. So yes, I know that love is unconditional. But I also know that it can be unpredictable, unexpected, uncontrollable, unbearable and strangely easy to mistake for loathing, and... What I'm trying to say, Lucas is... I think I love you.

The cheese has run out. The mouse sniffs Leone's fingers. He pauses briefly and scuttles off.

Leone

Is this love, Lucas? I never imagined I'd know it for myself. My heart... It feels like my chest can barely contain it. Like it's trying to escape because it doesn't belong to me any more. It belongs to you. And if you wanted it, I'd wish for nothing in exchange no gifts. No goods. No demonstrations of devotion. Nothing but knowing you loved me too. Just your heart, in exchange for mine.

The mouse scratches around, completely uninterested. Finally he scampers back to the bars to stare at the cheese. We track into the cheese and hear SNORING...

INT CARAVAN NIGHT.

...Pull back to reveal that Leone has gone and night

has fallen. The mouse is asleep, as is a snoring Aquarius.

We jib up to see Leone lying awake, the bird asleep on

her stomach. She stares up at the sky.

Our iconic shot, just blackness where she once was.

MONTAGE

JOURNEY THROUGH SPIRITLAND

The yellow caravan travels through SPIRITLAND.

Sting Carriage Karen inside barrels along.

Rouge rides his carriage, driven by Brandish.

INT. WITCHES LAIR NIGHT.

Demaria and Flare talk excitedly to Karen in the mirror.

Demaria

She's right on track.

Karen

And so am I, sister. So am I.

.. SPIRITLAND MARKET TOWN CARAVAN DUSK.

The caravan has finally arrived. Aquarius is on the step with the cage. She unlocks it and frees the mouse.

Aquarius

The wall is one mile away. Though the walk may take you a little longer than normal. Transformation can leave your brain scrambled for a while, I'm told.

She touches her finger to the mouse's head and Lucas returns to his human form. Dazed, he falls down the steps. Leone rushes over, kneels protectively by him.

Aquarius

There safe and unharmed. Never let it be said that Ditch-water Aquarius is anything but true to her word.

Lucas

You wretched old...

Lucas stands unsteadily and goes to draw his sword, but falls over again. Aquarius chuckles some more.

Aquarius

I warned you. Save your strength.

He stands again and Aquarius blows him a kiss that seems literally to knock him backwards. Then she gets back on the caravan and drives away. Leone helps Lucas up.

Leone

I've been so worried about you.

She gives him a huge hug. He looks disoriented, weak.

Lucas

Grace?

She lets go of him.

Leone

I think I preferred mother.

Lucas

Sorry. I'm feeling a little bit...

He falls down again. With a sigh of resignation, she places his arm around her shoulder and hoists him up.

Leone

Come on. There's an inn over there.

Grace's birthday's not 'til tomorrow. I think you need a bath and a good night's sleep before you present me to her.

They head for the Inn, with all the grace of parents competing in the three-legged race at sports day.

INN RECEPTION NIGHT.

A RECEPTIONIST, elderly and grumpy, mans the desk. A fierce looking DOG sits beside him, growling.

Leone

Does your dog bite?

Only when I ask him to.

RECEPTIONIST

Leone I see. We need a room for the night. And a bath.

He rounds the desk and motions for them to follow,

looking suspiciously at the staggering Lucas

RECEPTIONIST

I'll bring the bath up. Though if it was me in that state, I'd favour a cold shower. And plenty of coffee.

INT Rouge' CARRIAGE NIGHT.

Rouge, riding beside Brandish, surveys the view. In the remote distance: the lights of the market town.

Rouge

My last night as a Prince. For tomorrow I shall be king. Forevermore.

Inside, sit the ghosts, weary but elated.

Dobengal

Unjust. But still. We'll be free.

Cobra

Liberated from these wretched bodies.

MIDNIGHT

Resting in eternal quietude.

Rufus

Anyone for a game of rock-paper- scissors?

INT. INN BEDROOM NIGHT.

Lucas lies snoring on the bed. Leone kneels beside him and whispers softly in his ear.

Leone

Lucas. Your bath's ready.

No response. He's comatose. She speaks louder.

Leone

Lovely hot bath. All ready for you.

Still nothing. She shakes him gently. Then harder.

Leone

(shouting)

Lucas!

(off the total silence) I'm getting used to these one sided conversations. Come on, let's get you in the bath.

Businesslike, she starts to undo his shirt, but stops, suddenly overwhelmed by a feeling unfamiliar to her. She blushes. Then she kisses him lightly on the lips. He sleeps on.

Leone

Well, there's only one thing to be done.

INN BEDROOM MOMENTS LATER.

Leone putting off her clothes . Then getting into the bath. She sighs happily and sinks into the steaming warm water.

Lucas

Excuse me, but I think you're in my bath?

Leone wheels around to see Lucas. She screams.

Leone

Why, you ? avert your eyes!

Lucas

I'm not looking! I'm not looking!

Lucas

I feel like one of the blind mice.

He covers his eyes and shuffles over with a towel.

She grabs the towel, climbs out and wraps it around her.

Leone

I promise you'll never be a mouse again. Okay, you can open them now.

Lucas opens his eyes. The orange haired beauty Leone looks beautiful as she shines .

Lucas

Did you really mean what you said in the caravan?

Leone

What I... But, but you were a mouse! You wanted cheese! You didn't... I asked you to give me a sign if you understood me!

Lucas

And risk you being too embarrassed to keep saying all those nice things?

Leone covers her face, mortified.

Lucas

Do you want to know what the Captain really whispered to me?

She keeps her face covered but nods vigorously.

Lucas

He said my true love was in front of my eyes... And he was right.

Leone brings her hands down, her face astonished that she can hardly believe what she's hearing. Lucas kisses her while gently putting his hand on her cheek . And what a kiss it is.

Outside the window, we see the bright, full MOON in the sky. Suddenly, a huge grey CLOUD drifts across it the whole sky like a curtain being drawn. and

INT. INN BEDROOM DAWN.

Leone sleeps in Lucas's arms. He is awake, staring at her with palpable disbelief at the situation. Decisively, he gets up, dresses.

He looks at Leone, asleep. He draws his sword... and cuts a lock of her hair. Wrapping it carefully in his lace handkerchief, he hurries out.

INT. INN RECEPTION DAWN.

The receptionist is sprawled on a sofa, asleep with his dog. Lucas clears his throat. The dog growls.

RECEPTIONIST (eyes still shut) What? What do you want?

Lucas

I'm so sorry, but I need a pen and paper.

RECEPTIONIST

Ask me again at a more reasonable hour.

Lucas

I can't. I must go. Look, if my friend wakes before I return please can you give her a message?

Reluctantly, the receptionist opens his eyes. He nods.

Lucas

Thank you. The message is: I've gone to see Grace to tell her that I'm sorry, but I've found my true love and I want to spend the rest of my life with her.

RECEPTIONIST

(shutting his eyes again) Congratulations.

.. SPIRITLAND MARKET TOWN DAWN.

Lucas walks past the deserted stalls, past the yellow caravan he nods to the bird and into the forest.

.. THE WALL MINUTES LATER.

Finally he reaches the wall. Lucas strides through

the gap and pauses to take in the enormity of the moment: he's back in England. The old guard sits, asleep.

GUARD

Lucas begins to make his way through the long grass.

Lucas Throne again. I can see you perfectly well, you know. I thought I'd made it rather clear that I won't have you sneaking past me.

Lucas turns back to face the quard. No longer an awkward boy; now a dashing and somewhat intimidating man.

Lucas

And you're doing a fine job.

And he walks away as the guard watches, slack-jawed.

. WALL VILLAGE/Throne HOUSE DAWN.

Lucas walks through the deserted village to his house. Reaching his front door, he hesitates. Then he opens it.

INT. Throne HOUSE KITCHEN CONTINUOUS.

Mrs Throne cooks breakfast. Lucas enters and she drops everything, runs over and hugs him joyfully.

MRS. Throne

Lucas! You're alive! My goodness, you're more than alive.

Indeed he ist he's a man. And he looks amazing.

MRS. Throne

I was so afraid that if you met your mother, I'd never see you again.

He hugs her close again.

Lucas

I didn't meet her. But you're my mother. And you always will be.

She starts to cry. Jude runs downstairs followed by Louisa and Benedict. They all join the hug.

Jude Oh Lucas, I cursed myself for lighting that damn thing. I never dared to dream of this day.

Lucas pulls gently away from them.

Lucas I have to go and see Grace.

INN BEDROOM DAY.

Leone stirs from her slumber. She turns over sleepily.

Leone

You know, that was the first time I've ever slept at night. I can't believe it.

She stretches happily until she feels that there is no one beside her. She sits up abruptly.

Leone

Lucas?

INN RECEPTION DAY.

The receptionist is drinking coffee.

Leone runs in.

Leone

Have you seen my friend?

RECEPTIONIST

He left. Absurdly early. If it was me in that state, I'd favour a lie in.

Leone

He left?

RECEPTIONIST

Told me to tell you he's gone to see Grace because he's sorry but he's found his true love and he wants to spend the rest of his life with her.

Leone

What? Are you sure?

RECEPTIONIST

Positive. I asked him to write it down, but he was in too much of a hurry.

.. SPIRITLAND MARKET TOWN MOMENTS LATER.

Leone dashes tearfully through the market on her way to Wall. A hive of activity as stall-holders set up their stalls for the day.

Leone passes the flower stall in front of the yellow caravan. The slave girl, released from her bird form for a day's work, looks up from arranging the glass flowers.

SLAVE GIRL

Hey... Hey! You! Stop! Wait!

Leone, not recognizing her in her human form, turns and just smiles wanly. Tears stream down her face as she marches on to her unintentional suicide.

Concerned, the girl runs from behind the stall in pursuit. The chain stops her before she can catch up.

.. Grace's HOUSE DAY.

Lucas picks up a pebble to throw at the window, then drops it. Instead, he knocks boldly at the door.

INT CARAVAN DAY

The slave girl peeks in to see Aquarius, sound asleep.

She shuts the door and padlocks it before climbing into the driving position, and spurring the horses to go. Inside, Ditchwater Aquarius falls from the bed to the floor.

.. Grace'S HOUSE DAY.

Grace opens the door and reacts in shock. She barely recognizes this handsome and confident young man.

Lucas

Happy birthday.

Grace

Lucas?! What happened to you?

Lucas

I found the star.

Grace

You found the star?!

.. THE WALL DAY.

Leone gets closer and closer to the gap in the wall.

Aquarius's CARAVAN DAY.

The slave girl thunders along in pursuit, as fast as the horse and caravan will go.

Inside, a furious Aquarius, in her nightgown, wrestles with the locked door and is repeatedly flung to the ground.

Grace excitedly grabs Lucas's hand.

Grace

Oh Lucas, I can't believe you did it! Where's my star? Can I see it? Is it beautiful?

Lucas

The most beautiful thing in the world.

He takes the folded lace handkerchief from his pocket and hands it over. She stares at it, disappointed.

Grace

It's awfully small.

Lucas

This is just a little piece. A token. For your birthday. The rest of it I love too much to part with.

Grace

You...? But what about our agreement?

Lucas

Love isn't something you barter for, Grace. It doesn't have a price tag. It isn't something to be bought of traded.

Grace is frantic. Lucas looks unbelievably hot, has done the impossible for her and is now unavailable. What girl could resist?

Grace

So forget the star. Keep it. It's not the star I want. You know what I want.

She gives him her most seductive look. It's a good one. Getting no response, she drapes her arms around him.

Lucas

Yes. I do.

To our horror Lucas puts his arms around her too. He leans her back in true romantic hero style, his lips only inches from hers, seconds away from the moment he did so dearly wish for. Grace closes her eyes.

Lucas

You want to grow up and get over yourself.

Her eyes snap open and Lucas drops her.

Juvio has arrived and has observed who knows how much of this.

Juvio

What on earth...?

Lucas

(to Juvio)

Juvio, It's alright.

She's all yours. You really do make a perfect couple. The best of luck to you both.

Even in the midst of this humiliating state of affairs, Grace can't resist the lure of material treasures.

Still sitting on the floor, she tears open the handkerchief and looks into it. Annoyed and tearful, she screws it up and tosses it to the ground.

Grace

Why would I want that? Just a measly handful of Stardust.

Lucas regards her quizzically and picks up the handkerchief. He opens it slowly and stares inside to see Dust. His triumphant mood turns to panic.

Lucas

Oh my god, Leone!

I have to make sure she doesn't come into Wall!

And, leaving a confused Juvio and Grace behind, he bolts away, running as fast as he possibly can.

.. THE WALL DAY.

Leone pauses by the gap in the wall, then walks on into England. While she is still in the gap itself, hands grab her from behind. She wheels round to find the Slave Girl.

SLAVE GIRL

Stop! If you go through, you'll die.

Leone

What? Who are you?

SLAVE GIRL

You knew me as Ditch-water Aquarius's bird. This is my true form. But please, listen: if you set foot on human soil, you'll turn to rock. You must believe me.

Leone

Perhaps that wouldn't be so bad. At least if my heart were made of rock it wouldn't hurt the way it does now.

Before the girl can respond, she is thrown to the ground.

A livid Aquarius smashes through the locked door of the caravan and is tugging on the chain. She tugs some more, dragging the girl across the grass towards her.

Aquarius Wretched slattern! Where have you taken me? What do you mean by leaving the stall unattended? You'll pay dearly for this!

Leone runs over and grabs the girl's hands.

Leone

Leave her alone!

The old guard peeks over the wall, watching. Horrified.

.. FIELD NEAR THE WALL DAY.

Lucas runs. Faster than he's ever run before.

Lucas

Leone!

.. THE WALL DAY.

A CLATTER OF HOOVES interrupts the tug-of-war. Sting' carriage arrives, mysteriously without a driver. The door opens and Karen climbs out. Aquarius drops the chain in shock.

Karen (to Leone)

Planning to enter Wall, were you? If death is what you wish, my dear, I'd be more than happy to assist you.

Aquarius Are you talking to me?

Karen

Ah. You. Small world. You don't recall our meeting of course. Anyhow, no, I wasn't. I was talking to the star.

Aquarius What star? My slave girl is no star any fool can see that. If she was, I'd have had the heart out of her chest a long time ago, trust me.

The witch smiles.

Karen

Trust you? Not a mistake I'd be likely to make again. What's it to be, Ditch-

water Aquarius. Heads or tails?

Aquarius

Pardon?

Karen

I think I remember you always liked "heads".

Karen seems almost to grow in size as she squares up to Aquarius. She clicks her fingers and suddenly, Aquarius's head VANISHES. No blood it's just gone.

A pause and then, like the proverbial chicken, headless Aquarius starts to run around madly, banging into the caravan and several trees. Finally, she stumbles and doesn't get up. Then, a puff of SMOKE. And she's gone.

Instantaneously, the chain leading from the Slave Girl to the caravan turns to a mercury-like liquid, splashing onto the ground. Free at last. But perhaps not for long.

Leone and the girl cling together.

Karen

(to Leone)

Time to go.

SLAVE GIRL

She's not going anywhere!

Karen

I think you'll find she is. It's alright, you can come too. Looks like you're out of a job, and my sisters could use some domestic help.

She points her bony fingers at them and two lengths of the now-familiar mercury CHAIN fly from her hand, wrapping themselves around the women's wrists.

They scream as Karen ties the loose ends to the carriage and climbs into driving position.

Karen

You can travel in the carriage, or be dragged behind it. Your choice.

Whimpering, the pair climb in and shut the door. A crack of Karen's whip and they're off.

But there's another thunder of HOOVES: as Rouge arrives at a gallop, too late. He slows, cries out in frustration and protest, and charges off in pursuit.

.. WALL WALL SIDE DAY.

Lucas, panting, arrives at the wall. Besides him he now notices, cowering, the very confused old Guard. The guard motions for him to enter the gap.

GUARD

Be my guest. I quit. Eighty years I stopped you people going out and I didn't even know what was over there. Never crossed my mind that what I should have been worrying about was those SPIRITLAND people coming in.

Lucas

What happened?

.. WALL SPIRITLAND SIDE MOMENTS LATER.

The former scene of the drama, deserted. The yellow caravan stands alone. We hear an anguished cry.

Lucas

NO!

Moments later, Lucas runs through the gap. Desperate, he scrabbles to unhitch Aquarius's horse. And with the

greatest urgency of his life, he rides away.

.. WITCHES LAIR DAY.

The carriage pulls up. Demaria and Flare hobble out excitedly. Karen drags her two grim-faced captives from the carriage, still clinging together.

The star!

Flare

And who else?

Demaria

Karen A slave for us. It'll be nice to have someone to help mop up when we've finished with our little guest.

Flare Good work, sister. And just in time too, I see: you look awful!

They all laugh. Soon they'll be young and lovely again.

.. SPIRITLAND LANDSCAPE DAY.

Lucas riding for his life. Or rather, Leone's.

WITCHES LAIR DAY.

Demaria pushes the fearful Slave Girl towards the filthy stove and thrusts an old dish rag into her hand.

Flare ties a stoic Leone to their now-familiar table. We may notice that even in the dim light here, Leone seems not be shimmering at all any more.

.. NEAR THE WITCHES LAIR DAY.

With relief, Lucas spots the cave mouth, no more than 800 metres away. But he is nearly thrown from his horse when it goes from full gallop to an obstinate stop.

He recovers and urges it on, but, ominously, the horse refuses to go any closer. Lucas dismounts and, breathless, begins to make the remainder of his journey on foot, as fast as he can run.

WITCHES' LAIR DAY.

Karen sharpens her horrible knives.

.. WITCHES LAIR DAY.

Spotting a window, Lucas crawls through some bushes to get a better vantage point into the lair.

He is interrupted by a dagger at his neck. He turns to find Rouge.

Rouge

Who are you? What business do you have here?

Lucas

(a flash of recognition)

Rouge. I knew your brother, Sting.

Rouge And unless you wish to renew your acquaintance with him in the afterlife, I suggest you answer my question. What are you doing here?

The camera jibs down to reveal: Lucas's sword is drawn, and he's holding it to Rouge' belly.

Lucas

I might ask you the same thing.

WITCHES' LAIR DAY.

THROUGH A WINDOW

Demaria watches the Slave Girl sweep.

Flare and Karen gesture over Leone, clearly arguing.

OUTSIDE THE WINDOW

Rouge and Lucas duck down. They begin to creep away from the window and closer to the entrance.

Rouge Just as I said: four of them. Do as I say and we may stand a chance.

Lucas How do I know you can be trusted?

Rouge You don't. But what other hope do you have? Now listen:

In the witches LAIR Rouge'S FANTASY PLAN As Rouge talks through his plan, an idealized reality in which it takes place, executed to perfection.

Rouge (V.O.)

We enter, taking them by surprise. I go to the left...

Rouge and Lucas burst heroically in, swords aloft.

In the kitchen area, he fells Demaria and the Slave Girl with two neat swipes of his sword.

Rouge

...And you go to the right.

By the table, Lucas spears Flare immediately. Karen comes at him with her knife, but he takes her down, too.

RRouge

Then you get your little star...

Lucas releases Leone. She hugs him happily.

Rouge

...And I get my stone.

.

Leone offers up the stone on her belt and 'Rouge takes it. The belt breaks magically, and Rouge holds the stone nobly aloft. In his hand it TURNS BLUE once more, glowing brightly. Lucas and Leone bow to him.

Got it? Good.

Rouge

INT/.. WITCHES LAIR DAY.

Lucas and Rouge stand either side of the entrance, swords drawn. Rouge's is far larger and more impressive than Lucas's. He gestures at Lucas's.

Rouge I hope you can use that thing.

Lucas

So do I.

Rouge gives the nod. With a battle cry, they run in.

Rouge

Running left, towards Demaria and the Slave Girl.

Lucas

Still at the entrance, standing frozen. Overcome by fear.

THE GHOSTLY BROTHERS

Are here, watching the proceedings with baited breath, as they do throughout. Looking not unlike decomposing spectators at a sporting event.

Rouge SWORD

Poised to strike the Slave Girl, whose back is to him. She turns, arms raised protectively. Their eyes meet. Rouge lowers his sword, bewildered.

SLAVE GIRL( Layla)

Layla? It can't be...

Rouge

Rouge?!

A FLAME THROWER

Aimed at Rouge. Or that's what it looks like. Though the fire is, in fact, coming from Demaria's fingertips.

Rouge strikes Demaria with his sword. She doesn't seem particularly troubled by it. Battle commences.

LAYLA

Terrified, makes a break for it, running for the exit.

OVER BY THE TABLE

Leone struggles to see what is going on. Flare and Karen seem oddly unbothered. Karen moves calmly to the corner and begins doing something. We can't see what.

Lucas

Stands by the entrance, still frozen, watching in horror.

Demaria'S HAND

Strikes Rouge's face. It SIZZLES and SMOKES, and he crumples, dropping his sword to clutch his burnt cheek.

AT THE ENTRANCE TO THE LAIR The Slave Girl/Layla sees Lucas and stops running.

Layla

Lucas?

Afraid that she's a witch, Lucas shields himself. Layla grabs his hands and gently lowers them.

Layla

ther.

Lucas, I'm your mother.

He knows she is telling the truth. They hug fiercely.

BACK IN THE KITCHEN AREA

Rouge runs at Demaria and tackles her, grabbing her

around the middle. He leaps away abruptly, in pain.

He stumbles back, staring at his burnt hands. He pats frantically at his shirtsleeves, which are ON FIRE.

AT THE ENTRANCE TO THE LAIR

Lucas and his mother hold one another by the arms in urgent debate.

Lucas

I can't! I thought I could, but I can't!

Layla

You can! And you must! My brother is no match for these women! If you truly love her, go!

Rouge

Picks up his sword again, his shirt still smoking.

Picks up his sword again, his shirt still smoking.

OVER BY THE TABLE

Flare moves to intervene. Karen looks up from her secret preparations and gestures for her not to.

A RUSH OF FLAMES

From Demaria's fingers. And Rouge is alight again.

BACK OUTSIDE

Lucas and his mother watch in dismay.

Lucas

I love her more than anything!

SLAVE GIRL

(Layla) Then you have to get in there! Now!

Rouge

His shirt alight again, rushes at Demaria with his sword drawn. So swiftly that we barely see it, he SKEWERS her through the middle. She falls to the ground.

AT THE ENTRANCE TO THE LAIR.

A spark of hope for Lucas and his mother, but her sense of urgency does not diminish. She shakes him.

Layla

I know my brother: he won't save her, Lucas. He cares only for the stone. And believe me, if he had the first inkling of what she is, he'd eat her heart in a moment.

A panic-stricken look on Lucas's face as he recalls...

INT. WITCHES' LAIR Rouge's FANTASY PLAN REDUX

The final, joyful scene from the plan replays, with Leone and Lucas hugging as Rouge holds his stone.

Rouge (V.O.)

Then you get your little star...

.

Abruptly, the mood changes. An evil grin crosses the imaginary Rouge's lips as he turns on the pair, pushing Leone to the ground, raising a dagger high and bringing it down towards her chest...

INT WITCHES LAIR NIGHT.

Back to reality, as a haunted-looking Lucas turns to his mother. Realizing that he must summon his courage.

Layla

Be the man that I know you are.

Lucas hugs his mother. Then he holds his sword high and charges in. Nobody notices. He stops, surveys the scene.

THE GHOSTS

Have seen something. As one, their eyes move away from Rouge and the fallen Demaria... To Karen.

Karen

Smiles calmly, her preparations made. She takes a few steps towards Rouge. There's something in her hand.

Rouge

Patting down his still-smoking shirt. A few small flames still dance on it. Then he holds his sword high, ready for her. And walks on.

A CLAY DOLL

In Karen's hand. Swiftly, she snaps its right arm.

Rouge

His sword CLANGS to the ground. He looks down in dismay

at his arm hanging by his side, useless and limp.

A CHANNEL OF WATER THAT RUNS THROUGH THE LAIR

With a sly look, Karen holds the doll over the water.

Karen Let's put those flames out, shall we?

THE DOLL

Rouge

No! Not water! I beg of you! No!

Drops from Karen's fingers and into the flowing channel. It vanishes beneath the surface.

THE REACTIONS OF THOSE ASSEMBLED

The ghosts, Leone, Lucas and his mother wide-eyed.

Karen and Flare, amused.

Rouge

Rising a couple of feet off the floor. Floating, in fact. Panic in his eyes, his mouth silently opening and closing like a fish, clothes dark and wet, and his hair drifting eerily. He struggles, his limbs moving slowly, heavily, as if underwater. And then no more.

THE GHOSTS

Look at one another. Suddenly, Rouge appears beside them. Coughing and dripping wet. His brothers guffaw.

Karen AND Flare

Finally notice Lucas. They laugh at the sight of this foolhardy boy. Is he kidding? Karen nods for Flare to deal with him.

Leone

Her eyes light up and we see her begin to shimmer again weakly tiny, fizzling sparks glowing around her.

Rouge

COOL SWORD

Lies discarded, where it skittered away, by the animal cages. Lucas picks it up and watches Flare approach. THE ANIMAL CAGES

Ill-fated beasts peer from behind the bars.

Lucas

Doesn't take his eyes off the approaching Flare as he skillfully uses his sword to break the locks. CHING CHING CHING CHING CHING.

A thunderous stampede: dozens of sharp-toothed STOATS, a vast monitor LIZARD, several nasty-looking WILD BOARS and various other fierce, doomed creatures swarm on to Flare. She is knocked from her feet and vanishes from view, screaming, beneath a whirl of claws and teeth.

Karen

Reacts with muted fury. She points her finger at the heap of animals and POOF they're gone, fried, along with the late Flare. Leaving only a wisp of smoke and an unpleasant stain on the floor.

A HIDEOUS BATTLE

Commences between Lucas and Flare swordsmanship versus magic. We can't help but wonder why she doesn't just fry him, and maybe she will perhaps she just wants to put him through the wringer first.

Leone screams in protest throughout. Lucas fights bravely but he's no match for Karen not even close.

Just as it looks like the end, with Lucas on the

floor, beaten to exhaustion, Karen stops. Her demeanor

suggests a sudden hopelessness. She steps away.

Karen

Youth, beauty... It all seems

meaningless now. My sisters are dead.

Everything I cared about, gone.

Lucas, the ghosts, Layla and Leone watch, stunned, as she walks to the table and SLICES through Leone ropes.

Leone leaps from the table and runs into Lucas's arms. Her shimmering grows stronger, brighter, as they embrace.

Karen

I owe you thanks, boy... What use was her heart to me when it was broken?

Karen outstretches her arms and points at the windows.

BLACK GLASS SHUTTERS OVER THE WINDOWS AND ENTRANCE Slam shut. BANG BANG BANG. The lair darkens ominously.

Karen

Fetches her fearsome knife and walks towards them.

Leone

Close your eyes and hold me tight.

Lucas

What are you going to do?

Leone

What is it a star does better than anyone else?

Lucas

Complain? Argue?

Leone

Shine.

Leone smiles and hugs Lucas tight . Closes her eyes. And then, she SHINES. Glowing at first, then burning white, radiating heat and light until the white corona coming from her fills the room, light bouncing off every black glass surface.

Karen shrieks, frozen in the blinding light. She is incinerated. One minute she's there, then vaporized.

Lucas and Leone blink as the light fades. They smile as they succeed and kiss each other.

Leone

I couldn't have done that without you. No star can shine with a broken heart. I thought I'd lost you. But you came back.

Lucas

Of course I did. I love you.

They kiss again. Lucas notices, lying by their feet, Leone's belt, melted in the heat. And beside it, the Celestial Diamond stone . He bends to pick it up.

Lucas

Don't forget this.

As Lucas holds it in his hand, it turns red. Becomes a Ruby once more. They stare at it in wonderment. Layla has walked closer to them. She is the only one not

looking surprised.

Layla

The last surviving male heir of the SPIRITLAND bloodline.

It's you, Lucas.

THE BROTHERS

Exchange looks.

Cobra

But if he's the new king of SPIRITLAND,

then surely before he can finish, all seven of them are suddenly engulfed in a shaft of soft white light, lifted from where they stand by unseen forces, and whisked upwards WHOOMPH with expressions of total surprise. Gone.

THE Ruby

Sparkles in Lucas's hand as they were in SPIRITLAND palace night...

And out again. The Ruby is back in it's rightful place: on the royal scepter. Lucas sits on a throne beside Leone. A NEW BISHOP holds a grand crown.

Layla, Jude, Mrs. Throne and Lucas's brother and sister watch proudly.

IN THE CROWD

Grace and Juvio crane to see, jostled uncomfortably by the unicorn and crowds of odd-looking SPIRITLAND folk, including the pirates, a proudly beaming Captain and limbless Brandish in a special wheeled contraption that accidentally runs over Juvio's foot.

THE MOST AMAZING NIGHT SKY ALL EVER SEEN

Twinkles above them. It's as if all the stars have come out to watch the coronation.

Leone

That'll give the astronomers something to worry about.

The Bishop steps closer as it's time.

BISHOP

I crown thee,

King Lucas of SPIRITLAND!

He places the crown on Lucas's head. Lucas stands.

The crowd go wild. He sits back down and kisses his Queen Leone.

Layla leans in to hand Leone a beautiful lacquered BOX.

Layla

My gift to you. To you both.

Leone opens the box and peeks in. We can't see what's inside, but it makes her smile.

Thank you.

Leone closes the box as both she as Queen and Lucas as king hears and sees the crowd with cheers and greetings for them.

They ruled for 80 years with kindness and righteousness for the people.

But no man can live forever,

except he who possesses the heart of a star.

And

Leone the star had given

hers to her owner Lucas completely.

When their children and grandchildren were grown,

it was time to light the Babylon candle-

.. KING'S BEDROOM NIGHT.

Lucas is now an old man, lying in his death bed.

Leone, who has not aged at all,as beautiful as the first day he saw her, holds his hand. He is surrounded by five orangeblonde haired handsome men and two pretty women who are his children , gathers and listening in rapt attention.

When he speaks, we realise that he was the STORYTELLER we heard at the beginning of the story

OLD Lucas

The blood of humans, and of the moon herself, runs in your veins. And you have done every one of your ancestors proud by discontinuing the, uh, traditions associated with succession to the throne.

Leone

What your dad is trying to say is: well done for not killing each other.

OLD Lucas

I'm very proud. Now, this time, we're going to try it my way. Whichever of you is the n. to hold the SPIRITLAND sapphire shall be the new King.

Leone

Or queen

OLD Lucas

Or queen. Of SPIRITLAND. Good luck.

He takes the ruby from the scepter.

Leone

Thank you

They close the box .

Lucas

So you see, you maybe of the Royal storm hold bloodline, my children, but your heritage is an unconventional one

As he takes the Ruby from the scepter and it floats in front of him. This time, it turns into a pearl.

Leone

Low. Low. Aim low.

Lucas nods his accord. And whoosh the pearl flies out of the window.

.. SPIRITLAND LANDSCAPE CONTINUOUS

Following the pearl's trajectory as it flies low over the countryside... and plunges into the ocean.

KING'S BEDROOM

The light in Lucas's eyes fades, and he smiles.

OLD Lucas

I love you all so much.

He closes his eyes and then still smiling he takes his last breath. Some of Lucas's sons and daughters hold back tears and give one another comforting hugs.

Leone

You mustn't be sad. Never be sad. We'll watch over you, always.

Leone climbs onto the bed beside Lucas and reaches for THE lacquered box. She opens it and brings out Layla's gift:

a BABYLON CANDLE.

Leone

Does anyone have a light?

One of their children brings out a box of matches. A match is struck. Leone takes it, holds tightly to Lucas and touches it to the candle.

A huge brightening whoosh. And they're gone.

BEYOND THE WINDOW

To the iconic shot of the night sky. Where there used to be one unique star, now there are two.

Lucas and Leone .

Storyteller

Lucas

And we really did live happily ever after.

The stars glow and their light blesses over the SPIRITLAND heritage.

( The stardust movie where Leo as Star Yvaine and Lucy the owner human Tristan has a great journey together where many wanted the stars heart for immortality. But the stars gives his heart to it's owner with love.

Here Lucy and Leo has genderbend as Lucas and Leone. And also another genderbend of Juvia and Gray as Juvio and Grace where Grace was Lucas's crush and Juvio sees him as a love rival .Gradually Lucas develops interest on

Leone after saving her as he spends time with her in a flying ship and Leone the star gets to admire the human world and also develops feelings for Lucas)