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Character Listing for Part 4

CLOUD STRIFE

BARRET WALLACE

TIFA LOCKHEART

AERIS GAINSBOROUGH

RED XIII

SEPHIROTH

RUFUS

HEIDEGGER

REEVE

SCARLET

TIFA’S FATHER

CLOUD’S MOTHER

SHINRA SOLDIER #11

SHINRA SOLDIER #12

SHINRA SOLDIER #13

INNKEEPER

PHOTOGRAPHER

PROPRIETOR

ZANGAN
Set Listing for Part 4

Interiors

SHINRA TOWER – PRESIDENT’S OFFICE

SHINRA TOWER – OFFICE CORRIDOR

SHINRA TOWER – SCARLET’S OFFICE

BACK OF TRUCK

KALM - INN – ROOM

KALM – INN - LOBBY

NIBELHEIM - INN – LOBBY

NIBELHEIM - INN – SECOND FLOOR

NIBELHEIM – INN – CLOUD’S ROOM

NIBELHEIM – INN - HALLWAY

KALM – SHOP

CLOUD’S HOUSE

MOUNT NIBEL – CAVES

MOUNT NIBEL – MAKO FOUNTAIN

MOUNT NIBEL – CLEARING

MAKO REACTOR – WALKWAY

MAKO REACTOR – CORE

MAKO REACTOR – JENOVA SANCTUM

SHINRA MANSION – PASSAGE

SHINRA MANSION – LIBRARY

SHINRA MANSION - BEDROOM

Exteriors

MIDGAR GATES

OPEN WORLD – HILLTOP

OPEN WORLD

KALM – STREETS

KALM – TAVERN

OUTSIDE TRUCK

NIBELHEIM – STREETS

NIBELHEIM – NORTH END

MOUNT NIBEL

MOUNT NIBEL – BRIDGE

MOUNT NIBEL – REACTOR

SHINRA MANSION
PART 4: ON THAT DAY, 10 YEARS AGO…

FADE IN

INT. SHINRA TOWER – PRESIDENT’S OFFICE – DAY

The body of PRESIDENT SHINRA is lifted off of the desk by a SHINRA SOLDIER and thrown into a cart. The new president of Shinra, RUFUS, enters with a bandaged shoulder.

SHINRA SOLDIER #11

Where shall I take the body, sir? Anything special?

RUFUS

No. Just get rid of it.

SHINRA SOLDIER #11

With all due respect sir, he was the president of the company.

RUFUS

Was! Not anymore.

(BEAT)

Throw him the in the furnace.

SHINRA SOLDIER #11

Yes, sir.

The soldier starts to push the cart away.

RUFUS

Oh,

The soldier stops.

RUFUS

(CONT.)

And get a squad together and clean this place.

SHINRA SOLDIER #11

Right away sir.

The soldier pushes the cart toward the door and out of the room. Just as he exits, HEIDEGGER enters the office.

RUFUS

(sitting down at his new desk)

Heidegger!

HEIDEGGER

Congratulations on the promotion, Mr. President.

RUFUS

This desk still stinks of the old man.

A beat.

RUFUS

What you don’t know Heidegger is that you too are getting a promotion.

HEIDEGGER

Sir?

RUFUS

You will continue as Head of Public Safety and Maintenance. However I’m putting you in as my right-hand man.

HEIDEGGER

Vice President?

RUFUS

No. I need no vice president.

(BEAT)

You and Scarlet are the only ones who truly have an understanding of the power of fear.

HEIDEGGER

Then why not Scarlet?

RUFUS

She’s doing fine in her place as Head of Weapon Development. I don’t want to put any extra pressure on her.

HEIDEGGER

I see.

Rufus stands up.

RUFUS

AVALANCHE has escaped. Did you hear?

HEIDEGGER

Yes. I hear that Sephiroth has escaped as well. He left quite mess.

RUFUS

Shinra has two adversaries now, Heidegger.

HEIDEGGER

We will crush them both with ease.

RUFUS

If there’s one thing my father taught me, it’s to never underestimate your enemies. Sephiroth is quite powerful.

Rufus picks up Sephiroth’s bloody sword from off his desk.

RUFUS

Look at this.

Rufus attempts to wave the sword around but it is too heavy for any swift maneuvers.

RUFUS

Sephiroth is indeed strong. The only person who knows his secrets is Hojo.

Rufus hands Heidegger the sword.

RUFUS

(CONT.)

Which is why you are going to give him this. Have him analyze it. See if he can find its origin.

Heidegger props the sword up on his shoulder.

HEIDEGGER

I’ll give it to Hojo.

The office doors open and REEVE enters. Rufus looks over and sees him.

RUFUS

Reeve. I’m grateful you survived the attack.

REEVE

Thank you.

RUFUS

What can I do for you?

Rufus signals to Heidegger. Heidegger nods and leaves the room.

REEVE

I’m sorry about your father. He was a great man at handling money. He always knew what he wanted.

RUFUS

Enough about the old man. What do you want?

REEVE

With your father dead, I want to know where Shinra is headed. Your father wanted to restart the Neo-Midgar project.

RUFUS

I know.

Rufus sits back down in his desk.

REEVE

I am concerned about the amount of money the attack on Sector 7 cost Shinra.

RUFUS

What are you concerned about?

REEVE

It will cost millions to repair the damage. Your father said he didn’t want to rebuild, thus eliminating all our outside income from the Sector 7 slums.

RUFUS

I know.

REEVE

Well, we need that extra income.

RUFUS

I understand your concern, Reeve. However, we won’t need that extra income when we reach the Promised Land.

REEVE

But your father—

RUFUS

(interrupting)

You don’t work for my father! You work for me now.

(BEAT)

I don’t care about this money bullshit. We’ll have all the money in the world when we harvest the Promised Land. Right now, fear is the most important thing, not money. Now will that be all, Reeve?

Reeve sighs.

REEVE

Yes, sir.

EXT. OUTSIDE MIDGAR GATES – DAY

A steel rope-like twine wiggles as CLOUD climbs down. After Cloud reaches the bottom, BARRET with RED XIII clinging onto his back climbs to the ground. When they reach the ground Red XIII jumps off Barret’s back.

BARRET

(sarcastically)

Could you hold on any tighter?

RED XIII

Well it was a long climb down, my friend.

TIFA and AERIS climb down and reach the bottom. Tifa looks at the gates of Midgar.

TIFA

So this is it?

AERIS

This is what?

TIFA

We’re leaving Midgar. I spent the past eight years there.

CLOUD

We should get going.

RED XIII

Where exactly?

Cloud looks out into the open world and sees nothing but hills and plains.

CLOUD

Wherever Sephiroth is going, I’ll follow.

BARRET

Alright I’ve had enough. What’s the deal with you and this Sephiroth?

Cloud stares at Barret briefly before answering.

CLOUD

I’ll tell you all,

(BEAT)

Soon.

RED XIII

This doesn’t quite answer my question. Where are we going?

BARRET

There’s a small town called Kalm, northeast of here. We should stop there for some food.

TIFA

He’s right. I haven’t eaten all day.

CLOUD

Okay then. When we get there, I’ll tell you about me and Sephiroth.

AERIS

How far away is Kalm?

BARRET

Couple hours.

RED XIII

Enough talk, please. Like all of you, I’m hungry. So can we please?

The group starts walking out into the open world northeast toward Kalm.

EXT. OPEN WORLD – HILLTOP – (LATER THAT) DAY

The group walks to the top of a hill. They see a small village about two miles away.

BARRET

(pointing)

Kalm.

CLOUD

Let’s go.

The group continues its journey to Kalm.

EXT. KALM – STREETS – DAY

They enter the town of Kalm. The streets are made of black stone and the buildings are built in an old Victorian style. An old windmill blows in the center of the town. Townspeople walk about the streets.

AERIS

So this is Kalm, eh?

RED XIII

It would appear so.

TIFA

Nice place.

Aeris walks inward a bit and smiles at the sight of the people.

AERIS

It’s so peaceful.

Some tears develop in her eyes.

CLOUD

What’s wrong?

AERIS

It’s so great to see people who aren’t suffering.

(MORE)

AERIS

(BEAT)

My whole life I’ve been around the suffering of the slums. Seeing this place gives me hope that those people can live in a better place.

BARRET

That’s what this whole mission is about, Aeris.

TIFA

Yeah. We’re here to save the planet and end Shinra’s oppression.

Cloud starts to walk toward the shops.

BARRET

Where you goin’?

CLOUD

You said you were hungry. Get some food then.

(jokingly)

If not, we can resort to eating Red, here.

RED XIII

How about not?

INT. KALM – TAVERN – DAY

The group walks over to an open table and sits down. Barret unscrews his gun-arm and places it next to him on the floor. Cloud places his sword up against the wall.

AERIS

(looking at Barret’s missing right hand)

How it happen?

Barret looks up.

AERIS

Your hand, I mean.

Barret sighs.

BARRET

Long story.

Cloud stands up from the table.

CLOUD

You guys wait here.

TIFA

Where you going?

CLOUD

To buy a few things.

As Cloud starts to leave, Red XIII goes to follow.

RED XIII

Mind if I join you?

CLOUD

No.

(to Barret)

Save some for us.

Barret waves and Cloud and Red XIII leave.

EXT. KALM – STREETS – DAY

Cloud and Red XIII walk out onto the streets of Kalm.

RED XIII

So tell me my boy, why’d you really leave?

CLOUD

To avoid all the annoying small talk.

RED XIII

Fair enough. I’d do the same.

CLOUD

I hate it when people ask questions and that that “get to know you” stuff.

RED XIII

So where you headed?

CLOUD

There’s got to be a shop that sells materia here.

Cloud and Red XIII walk into --

INT. KALM – SHOP – DAY

Unlike the shop in the slums, this one has a few customers inside. Cloud and Red XIII walk up to the counter. Everyone inside stares at Red XIII.

PROPRIETOR

What are you supposed to be?

RED XIII

Does that matter now?

The PROPRIETOR squints his eyes at Red XIII then looks to Cloud.

PROPRIETOR

What can I do for ya’?

CLOUD

I’m with a group,

(BEAT)

A traveling group. We need some sleeping materials if you’ve got them.

PROPRIETOR

A traveling group, eh? Well you’re in luck.

The proprietor goes to the shelves and grabs several blankets. As he grabs them Cloud notices two green materia spheres hidden in the back.

PROPRIETOR

(placing blankets on front desk)

Here you go. It’s not much but good enough I’d say.

CLOUD

And how much for that materia in the back?

The proprietor looks and sees the two spheres. A few beats; then

PROPRIETOR

You’re the second guy to ask me about them.

CLOUD

Who was before us?

PROPRIETOR

A guy came in just yesterday. He was dressed all in black. His eyes had this strange glow.

Cloud looks at Red XIII in realization of you the proprietor was talking about.

CLOUD

And?

PROPRIETOR

(grabbing the materia spheres)

The second I turned by back he left. I was gonna sell these to him too.

CLOUD

I see.

Cloud digs in his pockets and pulls out the envelope of money he got from Barret before.

CLOUD

(CONT.)

Here. Is this enough?

The proprietor takes the cash and counts it.

PROPRIETOR

Yeah. It’s enough. Here you go.

Cloud takes the materia from the proprietor and stashes them in his pocket. The proprietor takes a look at Red XIII.

PROPRIETOR

So what is that thing?

CLOUD

My pet.

Red XIII snarls. Cloud leans forward on the counter.

CLOUD

(CONT.)

Hey, about that guy who was in here before us.

PROPRIETOR

What about him?

CLOUD

Did you see his face?

The proprietor thinks; then

PROPRIETOR

No, it was covered by a hood or something.

CLOUD

Alright, thanks.

Cloud and Red XIII leave.

EXT. KALM – STREETS – DAY

RED XIII

So I’m your pet now?

CLOUD

That guy he was talking about,

RED XIII

You think it was this Sephiroth we’re chasing.

CLOUD

Right. Sephiroth was here.

BARRET (O.S.)

Yo Cloud.

Barret, Tifa, and Aeris walk to Cloud and Red XIII.

TIFA

Find what you’re looking for?

CLOUD

(handing the blankets to Tifa)

Here.

TIFA

Good. Barret’s stocked up enough food for a about a week.

CLOUD

Good.

INT. KALM – INN - LOBBY – DAY

Cloud and the group walk into the Kalm inn where the INNKEEPER awaits at the front desk.

INNKEEPER

What can I do for you?

CLOUD

We need a room.

INT. INN – ROOM – DAY

The door opens and Cloud, Aeris, Tifa, Barret, and Red XIII enter their room. The room is made of a series of smaller room-like stalls. Each person has a bed.

BARRET

Finally, I can get some rest.

Barret walks over to a bed a comfortably sits down on it. He lets out a sigh of relief.

BARRET

My feet are killing me.

He unscrews his gun-arm and places it on an end table. Next he removes his boots.

TIFA

Already getting comfortable.

BARRET

I haven’t gotten a good night’s sleep in days. Now I finally get a break from all this Shinra bullshit.

Tifa smiles and goes to her bed. Red XIII helps himself to bed. He hops up and lies down.

AERIS

The day’s almost gone, Cloud. You should get some rest.

CLOUD

Maybe.

Cloud takes out his sword and places it under his bed. He then walks to the kitchen/dining room part of the room and sits down.

CLOUD

You should get to bed, Aeris.

With Tifa lying on her bed with her eyes closed, Aeris walks over to Cloud and kisses him briefly.

CLOUD

What was that for?

AERIS

Saving me.

He watches as Aeris walks to her bed and lies down.

INT. SCARLET’S OFFICE – SHINRA TOWER – DUSK

Scarlet sits uneasy at her desk. The door opens and Rufus enters. A few beats; then

RUFUS

Well, you said you wanted to talk to me in private. Here I am.

Scarlet stands up.

SCARLET

I disappointed in you, Rufus.

RUFUS

President Rufus.

SCARLET

(sarcastically)

Oh I’m so sorry.

RUFUS

What do you want?

SCARLET

You gave Heidegger the promotion earlier today, right?

RUFUS

Why?

SCARLET

I should’ve gotten a bump in rank, not Heidegger.

RUFUS

Why do you say that?

Scarlet is silent.

RUFUS

Well?

SCARLET

Your father had me all lined up a huge promotion and now I get stepped on.

Rufus sighs.

RUFUS

I told Reeve this exact thing his morning. You don’t work for my father anymore.

Scarlet snarls at Rufus.

RUFUS

(CONT.)

I understand you concern. Take it from me, you’re doing fine at what you’re doing now.

SCARLET

Don’t think I handle the pressure? Is that what you think?

Rufus doesn’t respond. Scarlet, calmer, moves closer to Rufus.

SCARLET

(seductively)

What’ll it take for you to change your mind?

RUFUS

Sorry, Scarlet.

She moves closer.

SCARLET

You certainly aren’t your father.

RUFUS

My father was a fool. I’m not.

SCARLET

No, you aren’t.

Scarlet moves in and kisses Rufus passionately.

RUFUS

I’m sorry Scarlet. You’re not getting anything from me.

SCARLET

Oh I’ll be getting something.

She kisses him again. Rufus gives in and grabs Scarlet. The two fall on her desk and start removing their clothes.

INT. SHINRA TOWER – OFFICE CORRIDOR – NIGHT

The door into Scarlet’s office opens and Rufus walks out holding his trench coat in his hand. Scarlet, who now has messy hair, walks out with him. She finishes putting back on her dress.

SCARLET

Tell Heidegger “good luck”. This planet will fall to Shinra.

RUFUS

That’s not really my goal. But I will tell Heidegger.

Scarlet smiles and goes back into her office. Rufus puts his trench coat back on and starts walking down the hall. As he walks every SHINRA SOLDIER stands at attention. Rufus pulls out his phone and dials.

RUFUS

Heidegger.

HEIDEGGER (V.O.)

Yes, Mr. President?

RUFUS

You have nothing to fear. Scarlet’s staying right where she is.

HEIDEGGER (V.O.)

Thank you, sir.

RUFUS

Do have people following Sephiroth?

Heidegger lets out a sinister laugh through the phone.

HEIDEGGER (V.O.)

Yes. The Turks are on it. This time they’ve got the rookie.

RUFUS

Good.

HEIDEGGER (V.O.)

Oh and sir,

Rufus stops walking.

HEIDEGGER (V.O.)

(CONT.)

A few survivors had turned up from the attack on Sector 7.

RUFUS

And?

HEIDEGGER (V.O.)

They’ve been eliminated. I did it personally.

Rufus smirks.

RUFUS

Well done.

He hangs up.

INT. KALM INN – ROOM – NIGHT

Everyone is asleep except Cloud who looks like shit due to the lack of sleep. He stares out window of the room. He watches the night activities.

EXT. KALM – STREETS – NIGHT

From above Cloud watches the quiet streets of Kalm. The windmill blows a little bit and the stores are all closed up.

INT. KALM INN – ROOM – NIGHT

AERIS (O.S.)

Cloud?

CLOUD

(startled)

Whoa!

Cloud looks and sees Aeris with a candle.

CLOUD

What are you doing up?

AERIS

I was about to ask you the same thing.

Cloud looks back out the window.

CLOUD

I don’t sleep. I see things when I do.

Tifa emerges from the darkness. She rubs her eyes and goes to sit at the table.

CLOUD

So you’re awake now too.

TIFA

Can’t sleep. Too much on my mind.

Barret and Red XIII walk out from the darkness of their rooms.

RED XIII

What going on out here?

BARRET

My first great sleep, and now it’s ruined.

CLOUD

You can’t sleep?

BARRET

Nope. I guess there’s more on my mind than I thought. How could anyone sleep with the planet dying?

Barret sits down at the table. The group is silent for a few moments.

AERIS

Cloud?

He looks at Aeris.

AERIS

(CONT.)

Why are we here?

CLOUD

What?

AERIS

We’re following Sephiroth, right? Why?

Cloud sighs.

BARRET

Yeah. What’s the deal with you two anyway?

Cloud looks at Tifa.

RED XIII

Tell us, my boy. What’s the real crisis of the planet.

Cloud sighs again and grabs a chair. He drags it next to the window and sits down.

CLOUD

Growing up, I wanted to be like Sephiroth. He was the perfect warrior. His strength was unbelievable. He was the reason I left home to join SOLDIER.

AERIS

Did you ever meet him?

CLOUD

Yeah I did. I served with him when I made First Class. We did several missions together and became friends.

BARRET

You call that a friend?

CLOUD

Yeah well,

(BEAT)

He was older than me and hardly ever talked about himself. I guess you’d call him a war buddy. We trusted each other.

(BEAT)

Until one day.

AERIS

What happened?

CLOUD

Ten years ago, after the war ended, it was SOLDIER’s duty to put down any resistance against Shinra.

(BEAT)

I was eighteen.

FADE OUT

INT. BACK OF TRUCK – NIGHT – FLASHBACK

FADE IN

A young Cloud Strife in the back of a Shinra military truck. Two SHINRA SOLDIERS are there as well. It is raining. Cloud anxiously looks out the window. On the other side of the truck is a man dressed in all black. He has two pieces of shoulder armor and a long thin blade. His long silver hair stretches all the way down to the back of his legs. He is SEPHIROTH.

CLOUD

It’s raining kind of hard.

(to SHINRA SOLDIER #12)

How are you doing?

The soldier is experiencing motion sickness.

SHINRA SOLDIER #12

I’m fine, I think.

CLOUD

You don’t look okay.

SHINRA SOLDIER #13

He’ll be fine.

CLOUD

Everything going okay for you?

SEPHIROTH

Settle down.

Freeze Frame:

“Sephiroth”

“Supreme soldier of Shinra Inc. and son of Jenova”

types across the screen

REAL TIME

CLOUD

They gave me some new materia. I can’t wait to use it.

SEPHIROTH

Just like a kid.

Cloud looks out the window. A few beats; then

CLOUD

Are you gonna brief us on the mission?

SEPHIROTH

This isn’t a typical mission.

CLOUD

Good.

SEPHIROTH

Why say that?

CLOUD

I joined SOLDIER so I could be like you, but by the time I made First Class, the war was over.

SEPHIROTH

You feel you have to prove yourself?

CLOUD

Yeah. That’s why I always take the big missions.

(BEAT)

What about you? How do you feel?

SEPHIROTH

I thought you wanted a briefing.

CLOUD

Well yeah.

SEPHIROTH

Our mission is to investigate an old Mako reactor. There’ve been reports it malfunctioning and producing brutal creatures. We have to neutralize that problem.

CLOUD

Where’s the reactor?

SEPHIROTH

Nibelheim.

CLOUD

(excited)

That’s where I’m from.

SEPHIROTH

Hometown eh?

THUD! The truck almost spins out.

CLOUD

What was that?!

CRASH! The truck is hit again.

SHINRA SOLDIER #13

Something just crashed into us.

The truck comes to halt. A large RED TAIL swings past the window.

SEPHIROTH

Time to get an early start.

Sephiroth opens the truck door and walks out.

EXT. OUTSIDE TRUCK – NIGHT - FLASHBACK

With the rain pounding his face Sephiroth looks up and the dragon-like RED BEAST towering over the truck. Cloud walks out of the truck to join Sephiroth.

CLOUD

(eager)

Let’s take this thing!

Cloud charges, but Sephiroth remains motionless. The beast throws Cloud with ease. Sephiroth smirks and joins the fray. A small battle ensues. Sephiroth decimates the beast.

CLOUD

How’d you do that?

Sephiroth does respond.

CLOUD

(CONT.)

You’re strength…it’s unbelievable.

Sephiroth walks passed Cloud and into the truck. A few beats; then Cloud joins him.

EXT. NIBELHIEM – STREETS – DAY - FLASHBACK

The truck slowly drives down the stone streets of Nibelheim. It parks off to the side. Sephiroth, Cloud, and the two Shinra soldiers get out.

SEPHIROTH

Nibelheim.

Cloud stares at the town almost in awe. Sephiroth glances at him.

SEPHIROTH

(CONT.)

The boy’s speechless.

(BEAT)

How does it feel?

CLOUD

It feels different. What was it like when you went back to your hometown for the first time?

SEPHIROTH

I have no hometown.

The group starts walking down the streets.

CLOUD

What about your parents?

SEPHIROTH

My mother’s Jenova and she died after giving birth to me. And my father…

He stops and lets out a small laugh.

SEPHIROTH

(CONT.)

It doesn’t matter.

The group is greeted by ZANGAN, a jolly man and one of the leaders of Nibelheim.

ZANGAN

Greetings.

He shakes hands with Cloud and Sephiroth.

ZANGAN

(CONT.)

We’re all so happy that you’re here.

CLOUD

Where is everyone?

ZANGAN

In their houses. The beasts from the reactor come into our town and kill everyone. The townspeople are afraid of them.

CLOUD

Or they’re afraid of us.

ZANGAN

What?

CLOUD

Nothing.

SEPHIROTH

Where’s the reactor?

ZANGAN

It’s atop Mount Nibel. To get there you have to take the path on the north side of town.

SEPHIROTH

We’ll go at dawn.

ZANGAN

We are indebted to you. We have rooms reserved at the inn.

CLOUD

Thank you.

Zangan escorts them to the inn.

INT. INN – LOBBY – DAY - FLASHBACK

Zangan grabs the sets of keys from behind the counter.

ZANGAN

(handing the keys to Sephiroth)

Here. You’re on the second floor.

Zangan exits.

SEPHIROTH

We leave for the reactor at dawn. Get some rest.

The soldiers nod.

CLOUD

I’d like to visit my friends and family.

SEPHIROTH

Can it wait ‘till after the mission?

CLOUD

I guess.

Sephiroth ponders.

SEPHIROTH

Go.

CLOUD

What?

SEPHIROTH

Visit your family. It’ll give you something to fight for.

Sephiroth leaves up the stairs followed by the two Shinra soldiers.

INT. CLOUD’S HOUSE – DAY - FLASHBACK

The door opens and Cloud peeks his head through.

CLOUD

Mom?

No response. Cloud walks into his house completely and shuts the door behind him. He leans his sword against the wall and notices a pot on the stove. All the sudden CLOUD’S MOTHER appears out from one of the rooms.

CLOUD

Mom.

His mother’s face lights up like a light bulb at the sight of her son.

CLOUD’S MOTHER

Cloud!

She goes to hug him.

CLOUD’S MOTHER

(CONT.)

I’m so glad you’re safe.

She releases him.

CLOUD’S MOTHER

Can I make you something to eat?

CLOUD

No, I’m fine.

Cloud looks around and sees his old bed, perfectly made. He walks over to it and lays down staring up at the ceiling. Cloud’s mother continues to prepare the meal.

CLOUD’S MOTHER

My, how you’ve grown. I’ll bet the girls never leave you alone.

CLOUD

Not really.

Cloud’s mother stops and stares at her son who is still lying on the bed staring at the ceiling.

CLOUD’S MOTHER

I’m worried about you. There are a lot of temptations in the city.

(BEAT)

I’d feel better, if you settle down with a nice girlfriend.

CLOUD

I’m fine by myself.

CLOUD’S MOTHER

You should have an older girlfriend, one that’ll take care of you. A girl like that’d be perfect for you.

CLOUD

I’m not interested.

His mother begins to grow a bit impatient.

CLOUD’S MOTHER

I’m just trying to give you some advice.

Cloud sits up.

CLOUD

I don’t need it. There’s nothing wrong with my life.

CLOUD’S MOTHER

You risk your life everyday for some company a hundred miles away. That’s living?

CLOUD

To each his own, Mom.

A few beats.

CLOUD’S MOTHER

What do you want?

CLOUD

I’m here to save you and the rest of town from those things that are coming from the reactor.

CLOUD’S MOTHER

What if you fail? What if you die? What next?

Cloud doesn’t respond.

CLOUD’S MOTHER

This life in SOLDIER is no life for a son of mine. You need a normal life. I always thought that you and Tifa,

CLOUD

(standing up)

I’ve got to go.

Cloud sheathes his sword and walks to the door.

CLOUD’S MOTHER

Go on. Go keep fighting for nothing.

Cloud leaves.

INT. INN – SECOND FLOOR – DUSK - FLASHBACK

Uneasy, Cloud walks up the stairs. Sephiroth is standing like a statue in the hallway looking out the window at Shinra Mansion, the building right next to the path leading up Mount Nibel.

SEPHIROTH

(without looking at Cloud)

Back so soon?

Cloud doesn’t respond.

SEPHIROTH

You should get some rest.

CLOUD

What are you looking at?

SEPHIROTH

The scenery. I feel like I know this place.

CLOUD

I thought you have no hometown.

SEPHIROTH

Not like a hometown. It just feels like,

(BEAT)

I’ve been here before.

CLOUD

Have you?

SEPHIROTH

As far as I can remember, this is my first time here.

A beat.

CLOUD

Well, I’m getting some sleep.

Cloud walks into his room.

FADE OUT

EXT. NIBELHEIM – NORTH END – DAY – FLASHBACK

FADE IN

Sephiroth waits with the two Shinra soldiers and Zangan.

ZANGAN

It’s quite a climb. Sure you can handle it?

SEPHIROTH

We’ll be fine.

Cloud runs out of the inn ready.

CLOUD

Sorry I’m late.

SEPHIROTH

We leave as soon as the guide gets here.

CLOUD

We have a guide?

ZANGAN

I got a guide for you. It’s easy to get lost on Mount Nibel.

CLOUD

Who’d you get?

SEPHIROTH

A local girl.

As if on cue two people walk toward them. The first is an older man. The second is a young Tifa Lockheart. The man is TIFA’S FATHER. Cloud stares in awe. Tifa acts as if she doesn’t see Cloud.

TIFA’S FATHER

Listen Sephiroth, in case something happens…

SEPHIROTH

Trust me.

TIFA

It’ll be alright, Dad.

She extends her hand to Sephiroth.

TIFA

(shaking Sephiroth’s hand)

I’m Tifa Lockheart. You must be the great Sephiroth.

SEPHIROTH

That I am.

CLOUD

Tifa? You’re the guide?

TIFA

That’s right. I just happen to be the best in town.

CLOUD

No! It’s too dangerous! I can’t involve you in something like this.

SEPHIROTH

There’s no problem is you protect her. Now let’s go. We’ve got a ways to climb.

As the team starts of the rocky path a PHOTOGRAPHER runs up.

PHOTOGRAPHER

Wait!

The group stops.

PHOTOGRAPHER

(CONT.)

Excuse me, Mr. Sephiroth. May I take your picture as a memento? No one’s going to believe that you were actually here.

SEPHIROTH

We don’t have time.

TIFA

Yes we do. C’mon Cloud you get in the picture too.

Sephiroth sighs and walks next to Tifa and Cloud. The photographer aims the camera and takes the picture.

PHOTOGRAPHER

Thank you. I’ll get a copy to each of you.

SEPHIROTH

Let’s go.

The group continues to walk up the rocky path.

ZANGAN

Good luck!

TIFA’S FATHER

Be careful!

EXT. MOUNT NIBEL – DAY

Sephiroth, Cloud, Tifa, and the two Shinra soldiers steadily walk up the jagged rocks of Mount Nibel.

SHINRA SOLDIER #12

How far to the reactor?

TIFA

Not far.

SEPHIROTH

Just keep climbing.

The group comes a large canyon in the mountain. The two sides are connected by only an old rickety wooden bridge.

SHINRA SOLDIER #13

Damn!

Sephiroth walks a few paces onto the bridge. It is quite un-sturdy.

CLOUD

Is it safe?

SEPHIROTH

Doesn’t look like it.

(to Tifa)

Is there another way around?

TIFA

Not that I know of.

SHINRA SOLDIER #12

Shit, what do we do now then?

A beat.

SEPHIROTH

We cross. There’s no other option.

The group slowly and carefully starts to cross the bridge.

PAN BACK

A winged beast sees the group crossing the bridge. It snarls and flies toward them.

EXT. MOUNT NIBEL – BRIDGE – DAY

As they cross Tifa sees the beast flying.

TIFA

What’s that?

The group stops and looks at the best flying toward them.

SEPHIROTH

Everyone hurry!

They all start to run across the bridge. The beast snaps its jaws at them. It hits the supports and the bridge starts to snap.

CLOUD

Hurry!

SNAP! The supports break and the team start falling downward. As they fall the beast swoops down and grabs one of the Shinra soldiers in its mouth.

SHINRA SOLDIER #13

Help!

He fires his gun at the head of the beast rapidly killing it. The soldier is free from the beast’s jaw but continues to fall. The rest of the group fall into an inclined edge of the mountain and start to roll down.

EXT. MOUNT NIBEL – DAY - FLASHBACK

CRASH! They hit the ground. It is a few seconds before anyone gets up. Both Sephiroth and Cloud use their materia to heal themselves. Sephiroth is the first to get up.

SEPHIROTH

Is everyone okay?

CLOUD

I’m okay.

He sees Tifa lying on the ground motionless.

CLOUD

(CONT.)

Tifa!

He runs to her aide and feels for a pulse. There is one. Cloud smiles and attempts to revive her. Sephiroth watches. After a few seconds Tifa coughs and starts to breathe.

CLOUD

Tifa.

He sits her up. Tifa looks at Cloud and hugs him passionately.

TIFA

Cloud.

CLOUD

Are you okay?

TIFA

I think so.

The remaining Shinra soldier gets up.

SEPHIROTH

Are you okay?

SHINRA SOLDIER #12

I’m fine.

Cloud helps Tifa up. As he does that he sees the other Shinra soldier. He has been impaled by a large spiked rock. The group stares at him.

SEPHIROTH

We should keep moving. Tifa, is there another way to the reactor?

TIFA

Yeah. We’re going to have to pass through the caves though.

SEPHIROTH

We have no choice. Let’s go.

TIFA

The caves are like a maze. You’ll get lost easily.

SEPHIROTH

That’s why you’re here.

Sephiroth, Tifa, Cloud, and the last Shinra soldier walk into --

INT. MOUNT NIBEL – CAVES – DAY - FLASHBACK

The caves are moist and jagged. However light from outside shines through gaps and brightens the caves up.

SEPHIROTH

Stick together.

Cloud notices a metallic green color to the walls. The team walks into --

INT. MT. NIBEL – MAKO FOUNTAIN – DAY - FLASHBACCK

They walk into the clearing. There’s a pond spewing up raw Mako. The Mako is green and illuminates the clearing. It’s a beautiful sight.

CLOUD

What is it?

SEPHIROTH

Mako energy. This mountain is filled with it. That’s why Shinra built a reactor here.

CLOUD

Why is it spewing Mako into the air?

SEPHIROTH

It’s a Mako fountain, one of nature’s many miracles.

TIFA

It’s beautiful.

(BEAT)

But wait, if the reactor continues to suck everything up this fountain will go dry.

SEPHIROTH

That’s not our problem. When you condense Mako energy, materia is produced. This fountain is a very rare sight.

TIFA

But how are fire, ice, and the other elements stores in materia?

SEPHIROTH

The knowledge and wisdom of the Ancients is held in materia. Anyone with this knowledge is free to use the power of the land and planet.

CLOUD

Like magic.

Sephiroth laughs.

CLOUD

What’s so funny?

SEPHIROTH

A man once told me to never use an unscientific term like “magic”. Using materia is not magic, it’s science. I can still remember how angry he was.

CLOUD

Who was it?

SEPHIROTH

Professor Hojo, Shinra’s new Head of its Science Department. Hojo’s an inexperienced man assigned to take over the work of a great scientist. He was a walking mass of complexes.

TIFA

Who did Hojo replace?

SEPHIROTH

Professor Gast. Gast was a genius, but now that he’s dead there’s only Hojo.

CLOUD

When’d he die?

SEPHIROTH

Gast? I don’t know.

There is silence. A few beats; then

SEPHIROTH

If there’s a fountain here the reactor can’t be far.

SCREECH! A high pitched sound echoes in the caves. Sephiroth looks and sees the shadow of an arachnid-like beast walking.

CLOUD

What was that?

SEPHIROTH

We’re not alone.

(BEAT)

These caves are crawling with the beasts from the reactor. There must be a colony of them ahead.

SHINRA SOLDIER #12

So what do we do?

SEPHIROTH

We must sneak past them. The reactor isn’t far.

CLOUD

Sneak past them? Those things will attack Nibelheim!

TIFA

Cloud’s right.

CLOUD

We have to kill them.

SEPHIROTH

Out of the question! We don’t even know how many of them there are.

CLOUD

Those things will kill the townspeople.

SEPHIROTH

Our mission is to neutralize the problem in the reactor.

CLOUD

Our mission is to save Nibelheim.

Cloud unsheathes his sword and runs toward where the shadow was. The Shinra soldier follows him with his gun raised. Tifa then goes to join him.

SEPHIROTH

Dammit.

Sephiroth runs to join Cloud.

INT. MOUNT NIBEL – CLEARING – DAY - FLASHBACK

Cloud sneaks up behind a rock followed by the Shinra soldier. Cloud pops his head up and looks down. He sees a colony of about 15 beasts.

SHINRA SOLDIER #12

How many?

CLOUD

About 15.

The soldier nods and readies his rifle. Tifa then catches up and crouches next to Cloud.

TIFA

What do you need me to do?

CLOUD

Stay here!

TIFA

What?

CLOUD

Stay here! It’s too dangerous.

Sephiroth walks up next to Cloud. He doesn’t crouch. He looks over and sees the colony.

SEPHIROTH

What’s the plan, Cloud?

CLOUD

Me?

SEPHIROTH

This masquerade was your idea.

Cloud thinks.

CLOUD

We charge them. Okay?

SEPHIROTH

You’re the boss.

CLOUD

(to Shinra soldier)

Sephiroth and I will use materia against these things. You find cover and fire.

TIFA

I want to help.

CLOUD

No. We promised your father to get you back in one piece, remember?

(BEAT)

Let’s go!

Cloud and the Shinra soldier charge down into the colony of beasts. Meanwhile Sephiroth calmly walks. A battle ensues.*

Sephiroth finishes the final beast by using a quake to make sharp rocks fall from the ceiling. He didn’t even break a sweat. Meanwhile Cloud and the Shinra soldier are beat.

SEPHIROTH

You’ve got a ways to go kid. Are you alright?

CLOUD

Fine.

SHINRA SOLDIER #12

Same here.

CLOUD

Tifa, are you okay?

TIFA

Yeah.

Cloud helps Tifa up. She sees through a gap in the walls, the Mako reactor.

TIFA

There’s the reactor!

The group looks and sees the reactor.

CLOUD

Finally.

SEPHIROTH

Let’s complete this mission and get out of here.

EXT. MT. NIBEL – REACTOR – DAY – FLASHBACK

The group walks to the reactor. This reactor is smaller than the ones in Midgar.

TIFA

We’re here.

SEPHIROTH

We’ll take over from here.

TIFA

What?

CLOUD

Tifa, you wait here.

TIFA

I want to go inside.

SEPHIROTH

Authorized personnel only. Mako reactors are a Shinra project that is off limits to civilians.

TIFA

But,

SEPHIROTH

(to Shinra soldier)

Take care of the lady.

SHINRA SOLDIER #12

Yes sir.

CLOUD

Sorry.

Sephiroth and Cloud walk up the reactor stairs and inside.

TIFA

(to Shinra soldier)

You better take good care of me.

INT. MAKO REACTOR – WALKWAY – DAY – FLASHBACK

Cloud and Sephiroth walk down the walkway toward the core. Unlike the walkways in Midgar, there isn’t an endless abyss below the walkway. Instead there is a green stream of Mako energy. Next to the core door are two large gears.

CLOUD

How old is this place?

SEPHIROTH

Older than you.

CLOUD

Older than you even?

Sephiroth is silent.

CLOUD

What’ya think? Is this place older than you?

SEPHIROTH

I don’t know how old I am.

There reach the door leading into the core. Sephiroth quickly inspects it.

SEPHIROTH

Whatever is creating those monsters in inside here. Ready yourself.

Cloud takes out his sword and Sephiroth opens the door. They walk into--

INT. MAKO REACTOR – CORE – DAY – FLASHBACK

The room is inclines and is an eerie red. On the inclined part are rows of containment chambers. A steel staircase is in the center leading up to a door.

CLOUD

What is this place?

Cloud runs up the steel stair case to the door. He attempts to open it but it won’t budge.

CLOUD

It won’t open.

Meanwhile, below Sephiroth is inspecting a control panel to the right.

SEPHIROTH

This must be the reason for the malfunction. Cloud, go turn that valve.

Sephiroth points to a valve on the left side of the room. Cloud walks back down the stairs and turns the valve.

CLOUD

Done.

SEPHIROTH

I wonder why it broke.

Sephiroth looks at one of the containment cases. He walks over and looks inside. He is shocked at what he sees. We don’t see what’s inside.

SEPHIROTH

(shot with a realization)

Now I see, Hojo. But even doing this won’t put you on the same level as Professor Gast.

CLOUD

What are you talking about?

SEPHIROTH

Don’t you see what’s going on here? This whole reactor is a system that condenses and freezes Mako energy. That’s what these containment cases do.

CLOUD

What are you getting at?

SEPHIROTH

What does Mako become when it is condensed?

CLOUD

Materia.

SEPHIROTH

Right, normally. But Hojo put something else in these chambers.

CLOUD

What?

SEPHIROTH

Look for yourself.

Cloud walks to a chamber and looks in. This time we see what is inside. It’s deformed human being. Its skin is a different color and it has grown other appendages. The once man beast is hideous.

CLOUD

It’s a person! Hojo put people in there! What was he thinking?

SEPHIROTH

Normal members of SOLDIER are human that are showered with Mako energy. We’re different from others but still human.

(BEAT)

But those things inside have been exposed to a high degree of Mako. Far more than you.

CLOUD

Are these the things that have been attacking Nibelheim?

SEPHIROTH

Yes. Where else could they have come from? It was Hojo! Hojo created these… things!

A beat.

CLOUD

You said something before about normal members of SOLDIER, does that mean you’re different.

Sephiroth’s eyes widen. He looks as if he’s been shot.

SEPHIROTH

No. Was I?

A few beats; then Sephiroth raises his sword and slashes at the containment chambers.

SEPHIROTH

(yelling)

Am I the same as these beasts!?

He continues to hack away at the chamber. CRASH! The chamber explodes open. The beast inside falls to the ground. Sephiroth backs away and watches. The beast moves and breathes.

CLOUD

It’s alive!

SEPHIROTH

Look at it! It’s a human!

Sephiroth raises his sword and stabs the beast several times killing it. He kneels down with his sword in the body of the beast.

SEPHIROTH

Ever since I was child I felt different.

A few beats.

CLOUD

Let’s head back. We fixed the problem. Let’s leave.

Sephiroth gets up as if possessed and walks out. Before Cloud leaves he looks at the door atop the stairs. The word “JENOVA” is engraved above it.

EXT. MOUNT NIBEL - MAKO REACTOR – DAY – FLASHBACK

Sephiroth and Cloud walk out of the reactor where Tifa and the Shinra soldier wait.

TIFA

Is it over?

Sephiroth doesn’t respond. Instead he walks right past her.

TIFA

What’s going on?

CLOUD

It’s over, Tifa. Everything’s going to be okay. We’re heading back to Nibelheim.

FADE TO

INT. INN – CLOUD’S ROOM – DUSK – FLASHBACK

Cloud walks into his room. He puts his sword away and sits on his bed. He watches the hall as Sephiroth stands in front of the window again. He stares off like a statue. Meanwhile, Cloud rubs his eyes and lies in bed.

INT. SHINRA MANSION – PASSAGE – NIGHT – FLASHBACK

Sephiroth’s feet emerge walking down the wooden steps and down to into the passage inside Shinra Mansion. Like a zombie he walks down the dark dirt path to a door. He opens it and walks into --

INT. SHINRA MANSION – LIBRARY – NIGHT – FLASHBACK

Shelves filled with books line the walls of the room of what used to be an office of a scientist. A small laboratory was set up on the north end. Sephiroth walks to the shelves and searches the book. He picks one out and reads the cover.

SEPHIROTH

(reading)

“Diaries of Professor Gast”

He opens the book and begins to read.

PROFESSOR GAST (V.O.)

An excavating team found the organism in the northern mountains. I rushed out to the site to witness what they found.

(BEAT)

It was an organism locked in a 2000 year old geological stratum. The entity appeared to be dead.

Sephiroth turns the page.

PROFESSOR GAST (V.O.)

We took the being back to headquarters where I could do more research with my protégé, Hojo. I had named the entity,

(BEAT)

Jenova.

FADE TO:

Sephiroth sitting at a table in the library with a pile of books in front of him. He is reading one.

PROFESSOR GAST (V.O.)

I made a ravishing discovery today. While analyzing blood samples from Jenova I began to realize what it was. After a few more tests my theory was confirmed. Jenova was an Ancient.

He turns the page.

PROFESSOR GAST (V.O.)

He did it! My assistant Hojo got Shinra to fund the Jenova Project. Now I can prove that Jenova is the key to unlocking the planet.

SEPHIROTH

(looking up from his book)

Jenova…my mother is Jenova. Is it a coincidence?

Sephiroth, in frustration, throws the book aside.

SEPHIROTH

Professor Gast,

(BEAT)

Why didn’t you tell me?

He looks at the book. The temptation is too great. Sephiroth grabs it and continues reading.

INT. INN – CLOUD’S ROOM – DAY – FLASHBACK

Cloud’s eyes open. He sits up and sees that Sephiroth isn’t at the window looking out. He gets up and walks out into --

INT. INN – HALLWAY – DAY – FLASHBACK

He looks both ways and still no Sephiroth. Cloud opens the door to Sephiroth’s room ajar and looks inside. Nothing. He walks to the Shinra soldier, who is asleep in a chair.

CLOUD

(waking the soldier up)

Hey.

He wakes up.

CLOUD

(CONT.)

Where’s Sephiroth?

SHINRA SOLDIER #12

He’s not back yet?

CLOUD

Back? From where?