PAPA
Fears. What fears?

		BRENDAN
Of the unknown, of Random Chance. 
A fighter plane's a complex bit of 
machinery. Thousands of things can 
go wrong, kill you in an instant. 
The stress of combat. Kill or be 
killed, you see. Well, quite 
common for the mind to put all 
these nameless fears and wrap it 
into one big ball. Viola! 
Gremlins...the little people! 


PAPA'S POV

Behind Brendan the Gremlins are mugging. Lucky stalks around 
mimicking him. Brendan sees Papa's glance, turns. The grems 
drop down, unseen. He turns back, they pop up again. Jim and 
Papa look at each other, then blandly back at the shrink. 

		JIM
So, there are no gremlins.

		BRENDAN
Of course there are. Right inside 
our heads. As long as we know 
where they are and why they're 
there, we're right as rain. The 
minute we think they're out here,  
we have that problem... you see?

		JIM
Yes. We see. Right there!

Jim lunges at the gremlins. He goes over the desk at 
Brendan, knocking him down, grabs the gremlins, but they hop 
out of his grasp, disappear. He turns around grasping air...

ANGLE BRENDAN

He looks up at Jim, frowns. 

INT. OPERATIONS - MOMENTS LATER

		BRENDAN
Lost his nerve completely.

		NIGEL
Yes. Strike three.


INT OPERATIONS HUT - LATER

Jim stands before the CO, confused and dismayed. 

		NIGEL
I've no choice. You're grounded.

		JIM
Grounded!!!??

		NIGEL
Quite. Until further notice.

INT. BARRACKS 

Jim grabs gear, slams out...taking it hard.

EXT. BARRACKS

Ashamed, furious, he brushes by Miranda and the others.

EXT. ENGLISH COUNTRYSIDE - LATER

Jim wanders the lanes, confused and depressed.  Albert and 
Lucky are depressed too. Lucky stalks behind Jim, giving a 
miniature mime of his attitudes and demoralized walk. 

Jim looks up at Spitfires high overhead. It only makes him 
feel worse... not to mention the Gremlins.

		ALBERT
It's all your fault. Now we'll 
never get home...

JIM'S POV 

The planes zoom over a train rolling out of a station. 

ANGLE - JIM

He gets excited. He bolts toward the train, muttering.

		ALBERT
What'd he say?

		LUCKY
Something about flying.
Does that thing fly?

They chase after him excitedly.

EXT. RAILROAD TRACKS

Jim hops the moving train and crawls to the front. He 
spreads his arms, leans into the wind. It's exhilarating and 
dangerous. The Gremlins are overjoyed.


		LUCKY
He's going to take off!  

Caught up in the thrill, Albert and Lucky throw all caution 
to the wind.  They climb right up onto Jim, darting out so 
one is perched on each of his outstretched arms.

They lean forward and spread their little arms too, in an 
attempt to help attain enough lift for flight. 

JIM

glances at them.

		JIM
Yikes!

He starts, loses his balance, slips and falls off the perch, 
falls toward the speeding train wheels.

The grems are left hanging. It takes a moment for them to 
realize they're not flying, they're unsupported in mid-air. 
They are whisked away in the slipstream, go tumbling across 
the streaming locomotive, CHATTERING WILDLY. They catch on a 
driving rod and stretch, then SPROING back like rubber. 

The Gremlins work their way to Jim and study him cautiously. 
He hangs by his fingertips, legs swinging wildly, inches 
above the pumping drive-wheel shafts. He looks up.

		JIM
Help!

Lucky and Albert look at each other. 

		LUCKY
This is a strange way to fly.

Jim's slipping. Sweaty fingers slide. One finger loses its 
grip, then a second, then his hand. He rotates in the wind, 
swings away from the engine as they rocket round a curve, 
over a bridge, toward a tunnel.

His hand slips off. The Gremlins grab him and slam him back 
just as they ROAR into the tunnel.

SHEER ROCK FACE

blurs past inches from his head. They hold him and are 
stretched out like rubber as they keep him from the wheels.

Then, SPROOIINGGG! They pull Jim back up onto the train.

ANGLE - JIM

He gets a good look at them. Lucky is pumped up by his feat, 
he expands his chest and thumps it, he makes muscles, his 
arms bulge up like hammmers. He HOOTS like a donkey engine. 


JIM

He's terrified, He stumbles back, loses his grip, starts to 
fall, then seeing a soft field, he leaps clear of the train.

FIELD

He hits hard and tumbles along the ground.

ON THE ENGINE

		ALBERT
Now, look what you've done!

The Gremlins leap after him.

THE GROUND

Jim tries to run away from the Gremlins, but they easily 
keep up, CHATTERING, pestering him...

		JIM
Damn hallucinations are following 
me! Get away! Go on! Get away!

He marches off. They rush to catch up, form up and march 
along beside him in perfect military lock-step.

		LUCKY
   (clipped British accent) 
Er..ahh...ahem...I say!

Jim sees him, abruptly turns left and marches away.

		ALBERT
Left face....harch.

They march away after him.

ANGLE - ALBERT AND LUCKY - TRAVELING

		LUCKY
Boy these creatures are hard to 
talk to...worse than hawks.

		ALBERT
Maybe we're not doing this right. 
We should...Speak to him as 
brother officers...

		LUCKY
Right! Man to...um whatever.
   (rushes to catch up)
Ahem...I say, old chap!

		JIM
Get away, get away from me!


		LUCKY
  (mimicking perfectly)
Get away! Get away from me!

		JIM
What do you want?

		ALBERT
To fly. To go...UP. When are you 
going to fly again?

		JIM
Never. Long as I'm seeing you.
   (He stops, confronts them.) Go 
away. Disappear. You're not real!

Alarmed, Lucky turns to Albert.

		LUCKY
We're not real?!!

		ALBERT
We're real. 

		LUCKY
Yes. Good.
   (turns to Jim)
We're real. At least, I think we 
are. Anyway, Albert says so, so 
there's a 50-50 chance it's true.

He smiles big and dumb, then turns to Albert.

		ALBERT
We should introduce ourselves.

Lucky goes into his BRIT.

		LUCKY
Yes, of course, old man. Bit of 
cheek you might say, chatting you 
up and failing the civilites, 
don't you see.

		JIM
Of, course. All hallucinations 
should be civil.

		LUCKY
Yes? Well, I'm, Lucky...L-S-M-F-T.

		JIM
Ell ess what?

		LUCKY
Hey, Pardner. Lucky Strike Means 
Fine Tobacco! And this is Albert.


Albert bows with an exaggerated, courtly sweep of his arm.

		ALBERT
Prince Albert! In a Can. We have 
other names of course. But these 
are our Call Signs. You know...for 
our war.

		JIM
Your war?

		LUCKY
Yes. We're in it for the duration.
   	   (as Churchill)
'We will fight you on the land, on 
the seas, in the clouds. We will 
never surrender...our home!

		JIM
...home?...

Lucky points straight up.

		ALBERT
Yes, and we must return right 
away. Before we evaporate.  

		JIM
Evaporate?

		ALBERT
Quite. Mostly water, you see.  

		JIM
Water! But you rip planes apart.
    (Lucky nods proudly)
Why do you do that, anyway?

		ALBERT
Oh, they're our enemy!

		JIM
Airplanes?

		ALBERT
The spinning props. The guns...

		LUCKY
One hit Bloog. Turned him into 
mist. In fact, I rather mist him.

Albert stares at him for a long, disapproving, deadpan 
beat...then kind of shakes his head and goes on.


		ALBERT
Ahh, anyway, we formed squadrons 
to attack the planes. I am Squad 
Leader. This is my Adjutant.

		LUCKY
    (veddy British)
How'd j'dew...

Albert looks at him, disconcerted.

		JIM
What are you doing here?

		ALBERT
Captured. Shot down.

		LUCKY
Prisoners of war.

		ALBERT
And we demand repatriation under 
the Geneva Convention.

		JIM
What? POWs don't get returned.

		ALBERT
No?

		JIM
Not until the war's over.

		ALBERT
Err. Ah...How long might that be?

		JIM
No idea. Looks like quite a while.

		ALBERT
I see. Well then consider yourself 
our prisoner. Take us home.

		JIM
You've pretty much scotched that 
program. They won't give me a 
plane. I'm off flight status. 

		LUCKY
  (now, as a Brit officer)
But you're a pilot, old chap!

		JIM
Yes. But I'm seeing ...you!
   (shakes his head, sadly)
It doesn't look good.


He walks off shaking his head. Lucky regards his uniform 
proudly.

		LUCKY
I look just fine.

They run to catch up.

EXT. COUNTRY LANE - SOMETIME LATER

They walk under a leafy canopy and sun-dappled, rolling 
fields. In the distance, spires of a church poke through 
ancient trees, the clustered buildings of a small village 
nestle in an emerald hollow. It's hot. The Gremlins swelter.
Steam escapes from the collars of their hot uniforms.

		JIM
...Sure, I understand why you hate 
planes, but it's no use.  Man's 
always dreamed of flying. Now 
we've gotten off the ground we'll 
never be grounded again.  At least 
not as a species.  I'm personally 
grounded at the present... But 
that's just an abberation.

		ALBERT
Then, we'll just have to beat you.

		JIM
You two?

		LUCKY
   (as Churchill)
Yes, if Cloud City lives for a 
thousand years, Grems will say 
'This was their finest hour!'

		JIM
You can't beat us. Have you seen 
the cities, the power of industry? 

		ALBERT
Well, we must stop you flying into 
our clouds, smashing our homes.

		JIM
That shouldn't be too tough...

		ALBERT
No?

		JIM
Nobody in their right mind would 
fly into a thunderhead. Too 
dangerous!


		ALBERT
Then why did you do it?

		JIM
It's the war. Just the war.

		ALBERT
The war! Then you must end it!

		JIM
Yes, well, that's not up to me. I 
don't have the power.

		ALBERT
Who does? Take us to him!

		JIM
No one does. It'll just go on. 
Until one side or the other is 
defeated.

		ALBERT
How long will that take? 

		JIM
I dunno. Could be years. They're 
are a lot of Germans. 

		ALBERT
We can't wait years. Our people 
are being killed, our peaceful 
life destroyed.

		JIM
Hey, welcome to World War Two!

		ALBERT
We must stop this! 

Lucky jumps to attention, now a great leader!

		LUCKY
Yes. We must! It is our duty.
      (loses his thought, changes
    back to dopey Lucky)
Um. How do we do that, Albert?

		JIM
Guess you help one side. Or the 
other.

		LUCKY
Yes. But which?

		JIM
Ours of course. We're the good 
guys.


		ALBERT
How do we know that? 

		LUCKY
Yes. They say that too. 

		JIM
They would. They're terrible 
liars, you know.

		LUCKY
And they say the same of you. 

		JIM
Guess that's why we're at war.

		LUCKY
Boy these are difficult creatures. 
My head hurts from all this talk. 
It's like the  wind in a tornado. 

		ALBERT
Wait! If we help you win, do you 
promise to stay out of our clouds.

		JIM
Honestly... I can't promise that. 
But I'll do what I can.

		ALBERT
You can't fool us. We know all 
about humans.

		JIM
How?

		ALBERT
We hear things...

		LUCKY
Things floating through the air. 
SONGS...VOICES...

		JIM
Radio...you pick up radio waves?!

		LUCKY
Ooops. Here comes one again.

His ears PERK UP like receivers. His body vibrates. His 
whole being resonates. He BECOMES... Churchill.

		LUCKY
 "Uumm...and if we fail, then the 
world and all we have known will 
sink into the abyss of a new dark 
age made more sinister by the 
lights of a perverted science."


Albert and Jim both gape at Lucky as he PLOPS back to his 
own GREMLIN FORM. It's most disconcerting when he does this.

		JIM
So...you know what's going on. Why 
don't you do something to help!? 
Instead of screwing things up!

		LUCKY
You're angry!

		JIM
Yes. Well, just look at the 
trouble you've caused me!

		ALBERT
Look at the trouble you caused us!

		JIM
Until you came along, I was a 
flyer. Now I'm a ground hog! .

		ALBERT
Until you came along, we were 
happy in the clouds.

A beat. 
		JIM
I'll make a deal.

		LUCKY
Yes. Let's make a deal!

		ALBERT
Not so fast. What kind of deal?

		JIM
Simple. 

		LUCKY
That's for me!

Albert glares at Lucky. He gives a Stan Laurel. He shuts up.

		JIM
Come back to the base with me.

		ALBERT
What for?

		JIM
To prove you're real. That I'm not 
nuts.

		ALBERT
Let them see us? I don't think so. 
They see us, they may send more 
people into the clouds.


		JIM
Look, help me. When I get back on 
flying status, I'll take you... 
home...where ever!

		LUCKY
I don't know, Albert. Remember 
what Bleezle said. If humans ever 
find out about us, they'll hunt us 
down like dogs, whatever they are.

ENGLISH ROAD -  AHEAD, A SMALL QUAINT VILLAGE

The pilot costumes seem to be overheating the Gremlins, 
causing them to evaporate at a dangerous rate.  Light streams 
through Lucky's increasingly transparent face. 

		JIM
How do you feel?

		LUCKY
A little lightheaded.

		ALBERT
We're not used to this. It's  hot 
down here. We need fluid.

Jim looks around the small village.

		JIM
Could use a drink myself.

INT. WHITE HEART PUB 

Jim enters, HEARS THE RADIO ANNOUNCEMENT...

		RADIO (filtered)
...reports of downed German 
pilots, saboteurs and fifth 
columnists in Suffolk and...

The peasants stare hard at him. The publican approaches. 

		JIM
A water, please...

The big, stocky peasants look at him suspiciously. He 
glances at scythes and pitchforks leaning against the wall. 
The biggest workman, GINGER, gets up, moves toward Jim.

		GINGER
'Ere What kind of outfit is that.

		JIM
Uh...Royal Air Force. 


		GINGER
RAF? Doesn't look British.

		SIM
Naw...doesn't at that.

INSIDE JIM'S JACKET

Lucky grows impatient. He does his "English peasant"...

		LUCKY
Naw, 'ere..whot's it look liiike?

ANGLE - JIM

Lucky's a moving bump that Jim tries to cover with his arms. 
He covers Lucky's voice with his own.

		JIM
Ahemm. I said what's it look like?

		GINGER
Don't rightly know. Could be Hun.

		LUCKY
Hun? Don't call me hun.

		GINGER
What are you, then, Polish?

All laugh. Jim waits a beat...then, quietly...

		JIM
American.

		GINGER
A Yank! In the RAF!!??

		JIM
That's right.

		CECIL
How do we know that?

He turns to the "wise old man."

		GINGER
Yes. Sim, how do we know that?

		SIM
We give'm a test. 

		GINGER
A test.


		SIM
Yes, a test. Who plays third base 
for the Brooklyn Dodgers?

		JIM
Jack Thomas.

		GINGER
Is that right?

		SIM
How do I know? I'm British.

He turns and walks back to his beer. Ginger looks put out. 
The others laugh at him. This makes Ginger angry...at Jim!

		GINGER
What do you want in here?

		JIM
Just a water, like I said. 

He glowers, he moves close, threatening, bringing up his 
scyth under Jim's chin. He studies him very, very closely.

		GINGER
'ere, Yank. None of that. 

Then he breaks into a smile.

		GINGER
...Have a beer. On us!

		JIM
No. Thanks. Water'll do.

		GINGER
Nonsense. Don't let it be said 
that Hogsbreath...doesn't know how 
to treat Yanks right.

The publican draws a dark beer. Ginger insists. Jim looks at 
the suspicious villagers. Forced, he gulps down the beer. He 
tilts his head back and pours it down his throat. Ginger 
slaps him on the back, nearly bringing the beer back up.

		GINGER
Thasss a lad!

		JIM
Err..Ummm...thank you. Now, If I 
could just have that water.

		GINGER
Water, thass not for you!
  (forces another beer on him)
'ere, Yank. On the fine people of 
Hogsbreath. 


		JIM
It soon will be, if I have to 
drink any more.

He turns round on them, elbows on the bar, blinking in the 
dim light, feeling kind of ...queasy. He sets the beer down.

		GINGER
Now, then. What do you have to 
say, lad?

Jim turns back to face him. He grins. 

		JIM
EEEUUUUURRRRRRRUUUPPP!

Behind him on the bar, hidden by his jacket, a desperate 
Lucky, breaks Albert's grip, dives head-first into the pint.

REVERSE - FRONT ANGLE - JIM

Not used to the strong English beer, he's looped and goofy.

		JIM
'Scuze me. Teddibly sorry!

		GINGER
Now, drink up lad. 

A sheepish grin. The brew takes effect. His head swims. He 
smiles drunkenly and reaches behind for the glass. He brings 
it around and gasps...

JIM'S POV - DISTORTED CLOSE UP

There, hands pressed on the inside of the glass, semi- 
transparent in the brew, but with a big-eyed glaze...LUCKY!

		JIM
Ulp! Down the hatch.

He throws it back, getting a big gulp in his mouth but most 
of it flies over his shoulder...and a bloated Lucky, nearly 
dissolved in drunkenness...slides down his back.

ON THE BAR - LUCKY

Beer bubbles form at his feet, travel up and...HICCUP! The 
sound ricochets around the room, shattering glasses and 
window panes. Worse...beer glasses shatter, covering the 
angry patrons with foam. Villagers duck and shout. One leans 
over the bar, poking a finger at Jim.

		VILLAGER
Saboteur!


Lucky sneaks in, unseen. He pulls the beer tap, sending a 
foaming stream down the assailant's pants.

THE VILLAGER

looks confused, then red in the face, then furious. He pulls 
back a massive fist and aims at the center of Jim's face.

Albert sneaks a punch that sends him across the room.

Albert looks at his fist. It SWELLS to the size of a mallet, 
then SHRINKS back. Even he is amazed. Then he notices the 
villagers. They look like the crowd at Frankenstein's door.

VILLAGER'S POV

Jim weaves goofily. The light is dim, the Gremlins are hard 
to see. And, of course, they're drunk.

ANGLE - VILLAGERS

Everyone backs away, then... A ROAR from Ginger. They rush 
Jim, SCREAMING.

EXT. PUB

Jim and the Gremlins come flying out the door, land in a 
puddle, slam against a dirt bank and look up, dizzily.

		GINGER
And that's from the fine
people of Hogsbreath!

		ALBERT
Boy, these humans can turn on you. 
Bleezle was right! We better stay 
out of sight.

EXT. CHESWICK - MIRANDA'S HOUSE - DUSK

a small, black-timbered cottage surrounded by a rose-bushed 
lawn and white picket fence. Typically Brit.

SFX - DRUNKEN CAROUSING. THREE VOICES SINGING BOOGY WOOGY.

ANGLE - JIM 

rolls up, on a weaving, wobbling bike, completely sloshed. 
And CRASHES into Miranda's wooden gate.

INT. MIRANDA'S HOUSE

She puts down her knitting, turns down the Radio, crosses to 
the window and looks out. What she sees alarms her.


MIRANDA'S POV

Jim, splayed on the lawn, giggling drunkenly. He looks up.

		JIM
Oooops.

He staggers to his feet, gives his best drunken brace.

		JIM
Yes, Captain, Maam.

As he swings his arm up to salute he slaps himself in the 
forehead, pokes himself in the eye, YELPS and falls over the 
fence backwards. CRASH! A soft voice from the other side.

		JIM
Errr. Beggin yer pardon, Maam.

MIRANDA

She rushes out of the house, throwing on a shawl.

EXT. HOUSE - AT THE GATE

She runs up as he tries to untangle himself from the roses. 
Gremlin CHATTERING is BARELY HEARD.

		JIM
Well if you guys would help, 
instead of just arguing! 

		MIRANDA
What guys? Who are you talking to?

		JIM
Errr...ah, nothing.

		MIRANDA
Nothing...Thought I heard someone.

A soft song from Lucky. And a hiccup!

		JIM
Er...friends of mine.

		MIRANDA
Friends?

		JIM
Well, not friends exactly. 
Acquaintances...Bar chums. 

		MIRANDA
Yes, well where are they? Not nice 
to spook around in the dark is it.


		JIM
Errr...well...you can't see 'em, 
that's the thing.

		MIRANDA
   (growing suspicious)
 Oh...And why not? 

		JIM
They're er ah, Fifth Columnists... 
My prisoners. I'm taking them in.

A small voice from his coat.

		LUCKY
No we're not. You're our prisoner. 
And we're taking you in.

He grins sheepishly...at her.

		JIM
Errr..a Ventriloquist. Like on the 
radio..Charlie McCarthy.

		LUCKY
Charlie who? Glurp!

INSIDE HIS COAT

Albert is strangling Lucky's mouth shut.

MIRANDA
		MIRANDA
Yeah, Charlie who?

She catches herself. looks at him. Steadily.

		MIRANDA
Maybe you better come inside.

		JIM
Well, suppose it couldn't hurt.

INT. MIRANDA'S HOUSE - MOMENTS LATER

		MIRANDA
Such behavior! You're a mess. Let 
me have those. I'll get you some 
clean clothes.

He shrugs away. Arms around his jacket to keep it closed.


		MIRANDA
You've got something in there?


		JIM
Don't tell a soul. Secret weapon. 
Gonna win the war.

		MIRANDA
Well, then, you best keep mum.

		JIM
Egggs-actly.

		MIRANDA
I'll get you some clothes anyway. 
You can change in here. And keep 
your secret.

		JIM
Thank you.

She leaves.

INT. HALLWAY

She stops, listens through the door. VOICES ARGUING...

INT. BEDROOM - MOMENTS LATER

The door bursts open. Miranda...a pile of clean clothes in 
her hand. She lays them on the bed and turns her back...

ANGLE - MIRANDA

She faces away. Over her shoulder, Jim grabs the clothes. 
The Gremlins slip out of his jacket and bounce around on the 
bed. Lucky bounces drunkenly, HICCUPING, while Albert tries 
to catch him. At every hiccup, Jim covers with.

		JIM
...Er 'scuze me.

CLOSE ON MIRANDA

She is fairly disgusted by this loutish American. Then her 
eye is drawn to something. As her face registers dismay.

REVERSE - OVER THE SHOULDER - MIRANDA

The wall, and a small mirror.

HER POV - IN THE MIRROR

Little creatures bounce around the room and up onto Jim's 
shoulders...and tangle in a wrestling fight on his head.

MIRANDA

Her mouth drops open. She seems faint. She turns quickly, 
stalks over to the bed.


JIM

hiding the Grems. A fuzzy head disappears under his shirt, a 
bulge travels around his chest under his sweater, disappears 
under his arm. He looks up brightly ...and smiles.

		JIM
Something amiss. Miss?

		MIRANDA
Those....
  (She can't accept it.)
Uh... nothing.

She moves close, adjusts his tie. He looks at his clothes.

		JIM
Whose are these?

		MIRANDA
Do they fit you?

		JIM
Perfectly.

		MIRANDA
They should. You're just
like him.

		JIM
   (twinge of jealousy)
Him?

She turns away.

		JIM
I'll return them. Just as soon as 
I get back and change.

		MIRANDA
Don't bother. They're yours. 

		JIM
These are good clothes.

		MIRANDA
He won't need them again.

She turns and goes out. He sits looking after her. Lucky and 
Albert poke their heads out. They look at Jim. 

INT. SMALL PARLOR - BY THE FIRE.

Miranda sits, knits. Jim enters slowly. He sits beside her.

		JIM
This sweater. It's RAF. 


		MIRANDA
I know. 

She turns away, tears in her eyes.

		JIM
I came to...well I came to ... I 
wanted you to know. I wanted you 
to be the first to know... that 
I'm not really crazy.

		MIRANDA
You're not? eh...

		JIM
No, I'm..well...I'm right as rain.

		MIRANDA
Seeing little people. Talking in 
voices. Falling all over the rose 
bushes. Crashing your plane.

		JIM
I haven't crashed yet.

		MIRANDA
You will. They all do.

		JIM
Not all.

		MIRANDA
Yes. Sooner or later.

He notices something on the mantle... A young man in a RAF 
uniform...a black band across the edge of the frame. 

		JIM
Husband?

		MIRANDA
Brother. Tim.

		JIM
I'm sorry.

		MIRANDA
Not half as much as I am.

		JIM
How did it happen?

		MIRANDA
Don't know for certain. Flying 
crazy like you. Flew into the 
ground. Never figured the cause. 
Just bad luck. Something broke in 
the plane. What do they call it? 
...Gremlins.


A small voice from beneath the sweater.

		LUCKY (V.O.)
   (as Jack Benny)
Now, wait a minute!

		MIRANDA
No. You wait. So I don't find it 
at all...fun. Boys like you, you 
come...you're gone in an instant. 
But girls like me... we miss you. 
We have to live with the pain.

She walks out and closes the door. Jim stares at the door 
for a beat, then sits on the couch...remembers.

		JIM
Okay, you two. Come out of there 
with your hands up.

		LUCKY
   (as Rochester)
It wasn't us, Boss. We didn't have 
a thing to do with it.

		JIM
I know you didn't but...but. Oh, 
what's the use. 

He lets his head fall back on the pillow. Before he knows 
it, he's out. The Gremlins drag a cover up, tuck him in.
They climb down, sneak out the door.

INT. BEDROOM

Miranda holds a picture of Tim, tearfully. The Gremlins 
sneak up to look sadly over her shoulder. Lucky makes little 
WHIMPERING SOUNDS, SNIFFLING. She slowly looks up, turns. 
He's dissolving in tears. Her eyes widen in wonder.

INT. PARLOR - MORNING

Jim wakes. For a moment he doesn't know where he is. Light 
streams through the window. Then he jerks up, alert. He 
searches. The Gremlins are nowhere to be found.

INT. KITCHEN

Jim rushes in, tucking his shirt in. Miranda's crafted a 
tiny steam bath by draping a towel over boiling water. From 
under the towel... GREMLIN CHATTERING! Jim's dumbstruck.

		JIM
You see them! You're talking to 
them!

		ALBERT
She believes in us.


		MIRANDA
You killed my brother, of     
course I do.

		LUCKY
Honest, it wasn't us. We get 
blamed for everything!

		MIRANDA
Oh, I know. Sorry. I didn't mean 
it. It's just...that now I have 
nobody to blame.

ALBERT AND LUCKY

are wispy. They lounge in the steam, sipping dew drops from 
flowers, sitting on ice cubes to keep from overheating.  

		JIM
Feel better?

		ALBERT
No. This just buys time! We need 
pure cloud moisture.

		LUCKY
We have to get back into the sky.

		MIRANDA
You're not really going to take 
them back to base?

		JIM
The RAF will want to study 
them...for the war effort.

		MIRANDA
The war?! What good are they for 
the war? You sure it's not just 
for yourself? Not just to get back 
on flying status?

		JIM
No. They're a major discovery. 
It's my duty to...take them back.

		MIRANDA
You know what happened the last 
time you tried that.

		JIM
Yes, but now I have you to back me 
up. Don't I?

		MIRANDA
Do you really have to do this? 
Isn't it enough that you know 
you're not crazy?


		JIM
Of course not. I have to fly. 
	   (to the Grems)
And you have to come with me!

		LUCKY
But we can't show ourselves. 

		JIM
If you don't, I can't fly. If I 
can't fly, you don't go up. If you 
don't go up, looks like you die. 
It's for your own good.

Jim claps them in a pot, ties it up. Miranda's shocked as he 
stalks out, pot under the arm. Then she runs to follow.

		MIRANDA
Wait! You can't!

		JIM
Yes I can. I have to. I have to 
fly. 

He rushes out. Hops on a bicycle.

		MIRANDA
Why is that so bloody important?

		JIM
It's what I do. It's what I am.

		MIRANDA
You'd sacrifice them, 
sacrifice...everything for that?

		JIM
No. I can make it work. I promise.

		MIRANDA
Promise someone else, Yank!

		JIM
Fine!

He peddles away, Gremlins in the pot under his arm. She runs 
back inside, frantically changes into her uniform.

EXT. AERODROME - SHORT TIME LATER

Miranda peddles up on another bicycle, sees the bike Jim 
took leaning against the Operations Hut wall. Angrily, she 
dismounts, flings her bike down...strides into the hut.

INT. OPERATIONS ROOM

Miranda bursts in.


		MIRANDA
Now look here, you bloody colonial.

She stops short, sees the pot sitting on Nigel's desk. And 
Nigel sitting behind it.

		MIRANDA
Uh, terribly sorry, sir. I 
just, well he..he took my pot!

She glares at Jim. Nigel glares at her, then turns to Jim.

		NIGEL
So...you have an explanation?

		JIM
Yes.

		NIGEL
Other than little people?

		JIM
Err. No.
  (Nigel glares at him.)
 But look! You see...?

He offers the pot. The Grems are listless, half-dissolved 
lumps of jelly...just little blobs with big, sad eyes. Nigel 
takes a quick, disinterested glance.

		JIM
What do you see?

		NIGEL
Some kind of sheep's eye soup. 
Perhaps you're not getting better.
  (turns to Miranda, glares)
And you, seeing little people too?

		MIRANDA
Why..,.um ...No sir!

		NIGEL
Well, that's a relief!

		MIRANDA
But what if they were real?

		NIGEL
Yes, well I suppose I'd put on a 
mission. If they overfly our 
territory, it would be our duty to 
shoot them down.

She turns to glare at Jim. He wilts under her stare.

		JIM
You wouldn't..just...study them?


		NIGEL
Now look, I've got a war to run. 
Anything that interferes with 
operations...especially anyone who 
knocks down our planes will be 
treated as an enemy. Is that 
clear? Now, what's in the pot?

He realizes that he has begun to like the little guys too 
much. He can't go through with it. He looks in the pot.

		JIM
Uh...nothing. Just... soup.

		NIGEL
Fine. Dismissed.

He takes the pot, puts it out on the window ledge.

		NIGEL
I'll have that later. Thank you.

		JIM
But...

		NIGEL
Thank you! Disss...missed!

Miranda grabs him, pulls up away. Jim beats a quick retreat.

EXT. WINDOWSILL

The gremlins reform like jello cubes as they cool. 

BARRACKS ROOM - JIM AND MIRANDA - MOMENTS LATER

They burst in, arguing, waking Papa from a nap.

		MIRANDA
Oh, fine! And just how are you 
going to get them back. 

		JIM
Don't worry. I can handle Nigel. 
Papa, wake up! Those...little 
creatures, those gremlins...are 
real.

		PAPA
   (sleepily)
What? Don't you start. Did Nigel 
send you to talk to me?

		JIM
No.


		PAPA
You wouldn't humor me if you 
thought I was crazy?

		JIM
Papa I saw them. They knocked down 
my plane. Had a drink with 'em.

		PAPA
Oh! Friends of yours, are they?

		JIM
Well...yeah...In a way.

		PAPA
So...where are they?

		JIM
I...I turned them in...

		PAPA
Turned them in...? To who?

		JIM
To Nigel.
 
		PAPA
What?! And these are your friends?

		JIM
For the war. For the war effort. 
For you. And me. To get us back on 
flying status. 

		PAPA
So, he's seen 'em. He has to 
believe us now. Right?

		JIM
Nigel? Ah, no. He still denies it. 
You've gotta help us get 'em back.

INT. NIGEL'S OFFICE - SAME TIME

He sits at his desk, going over reports.

		NIGEL
Bloody yanks, bloody crashes, 
Little people!...bloody fools.

Scratching on the window behind him. He turns. Lucky and 
Albert are squishy faces pressed flat against the glass.

		NIGEL
Yeaooow!


NIGEL

He starts! goes over backward in his chair...CRASH!

EXT. WINDOW

At this the gremlins panic and drop down.

		LUCKY
Uh oh!. He's gonna be mad.

INT. OFFICE

Nigel picks himself up. Goes to the window. They are gone. 
Shaken, he takes out a bottle of scotch, a glass. He pours 
and takes a big gulp, mumbling to himself.

		NIGEL
Now...I'm seeing little creatures. 
Must be battle fatigue. And I'm 
not even in the battle.

He moves to the window, presses to it, looks side to side.

BOO!

Lucky's flattened face pops up on the far side of the glass.

		NIGEL
YeaoooW!

Nigel nearly leaps out of his skin, goes backwards over the 
desk, slams to the floor. Then he's up, His side arm is out. 
He BLASTS at the window...missing and shattering walls.

		NIGEL
Saboteurs. Sound the alarm!

He FIRES, shattering glass.

		LUCKY
Hey, watch it, buster!

He leaps and dives into the room, goes for the gun.

		ALBERT
Lucky!

Albert has to follow. Lucky and Albert ricchchet around the 
room. Nigel can't track them, but BLASTS AWAY. 

The door opens. Clive appears. Nigel swings the gun his way 
trying to track the gremlins behind the door. Clive drops 
down, crawls away as bullets WHIZ over him. 

Nigel goes to reload. Clive hesitantly comes in, picks up 
the bottle, smells it. He takes Nigel by the shoulder, checks 
the wrecked office, gently takes the gun.


		NIGEL
I saw them. The Yanks were right! 
Gremlins! 

		CLIVE
Yes, old boy...the stress of 
command... Come, now.

INT. OPERATIONS HUT HALLWAY - MOMENTS LATER

Jim, Miranda and Papa walk towards Nigel's office.


		JIM
Watch it!  He's tricky. Whatever 
happens, don't say a word about 
them. Just deny the whole thing. 
You talk. I'll sneak 'em out.

They turn a corner. Clive and Brendan are escorting Nigel 
along the corridor. The Yanks brace and salute.

		NIGEL
There you are! They know! I saw 
them, tell them, Yanks!

		JIM
Saw what, Sir?

		NIGEL
The little people, dammit!

		PAPA
Oh, commander, you know there's  
no such thing.

		NIGEL
What! But you started it! You 
started the whole damn thing!

		JIM
What, the war?

		NIGEL
No, not the war, you bloody fool!

		BRENDAN
Come on, sir. You need rest.

Brendan leads him away. Clive hangs back. Papa and Jim 
slowly drop their salutes. Jim speaks to the empty air.

		JIM
I'm the fool? You're the one 
they're dragging away.


		PAPA 
   (correcting him)
Dragging away, Sir!

Jim moves to Clive hopefully.

		JIM
So, if he's crazy, we're sane. 

		CLIVE
That doesn't follow, sorry. 

		PAPA 
We don't see 'em. Flying status, 
right!

		CLIVE
Nobody's going up until I find the 
source of this...gremlin mania.

		MIRANDA
Is he going to be alright?

		CLIVE
Who, Nigel? No idea. Claims the 
gremlins attacked him. Shot his 
office to pieces! Well, Carry on!

He salutes, walks off. They look at each other for a beat, 
then it hits them. With a look of horror they run to...

INT. NIGEL'S OFFICE

Jim, Miranda and Papa burst in, expecting the worst.

THEIR POV

Albert is rifling the files at high speed. Paper flies all 
over the place. Lucky sits in Nigel's chair feet up on his 
desk, Nigel's cap engulphing his head, trying to puff a big 
cigar. He does a spot-on impression of Nigel.

		LUCKY
Bloody Yanks! Bloody War!
No such things as us gremlins!

INT. HOSPITAL EXAMINATION ROOM.

Brendan pours Nigel some hot tea.

		BRENDAN
Now...Suppose you tell me all 
about the little people.

Nigel glances up as Miranda, Papa and Jim pass the window. 
Gremlins ride their shoulders, Lucky looks in, recognizes 
Nigel, gives him a big smile and the raspberry.


		NIGEL
There they are!

Clive turns but they have passed out of sight. He sighs.

AMBULANCE - MOMENTS LATER 

Miranda drives off, with Jim and Papa squeezed in the front. 
The Grems sit in the back and watch.

		JIM
I tried to tell him they weren't 
real. Now he insists they are. 

		MIRANDA
You did the right thing. You're 
sweet. I'm proud of you.

She kisses his cheek. Jim, surprised, rubs the spot. In 
back, Lucky gets excited, grabs Albert, plants a big kiss.

		JIM
Great! But now I can't help them 
or myself. I can't get them back 
into the sky. I'm still grounded?

		MIRANDA
You're not grounded. You just 
can't fly your Spits.

		PAPA
What else is there?

Miranda. She's thinking.

EXT. CHESWICK - SHORT TIME LATER

Birds CHIRP. Sun dapples the house and barn. They ROAR UP, 
past the house and pull up at the barn. 

INT. BARN

Miranda slides the door open. They enter. In a corner, a big 
wicker basket, a dusty pile of brightly colored cloth. Jim, 
Miranda and Papa break out the Victorian balloon.

		MIRANDA
Grandfather's. If rats haven't 
chewed it, it should work.

		JIM
I don't know beans about balloons.

		MIRANDA
That's all right. I'll fly.  
You'll be the ground crew.  


		JIM
No, if it goes up, I'm going!

They drag it outside.

EXT. BARN

		ALBERT
Look!

Gliding high overhead... the Cumulo-Nimbus cloud.

		LUCKY
Home. Come on, come on! Hurry!

Jim figures wind speed and direction. Lucky runs around 
frantically trying to help but just manages to get in the 
way. He picks up a lighter and clicks it on a burner. 
WHOOSH! Albert is nearly vaporized. His face is blackened, 
hair scorched off, a look of complete surprise burnt into his 
face. Lucky backs away apologizing.

		JIM
Come on. 

		PAPA
Are you crazy? Look at that wind. 
Who knows where this might drift?

Jim looks at Miranda. She's lovely.

		JIM
Yes, who knows. Who cares. But we 
have catch that cloud. Launch!

They begin to rise. Lucky gets tangled in the shrouds as the 
balloon goes up, nearly strangling in the cords.

THE BALLOON

As it lifts off, Miranda clings to the ropes in terror. Jim 
is too busy to notice, but the gremlins do. 

		ALBERT
You're scared of flying?

		MIRANDA
Yes, I suppose... ooooohhh!

		LUCKY
Don't be scared. Once we're home, 
we can swoop and zoom. Great fun!

		MIRANDA
I'll take your word for it.


		ALBERT
Wait! If you're so scared, what 
are you doing going up in this?

		MIRANDA
I can't let you die, can I? 

		ALBERT
Why not? You don't even know us?

		LUCKY
Yes, Prince Albert can be a real 
pain in the grotle sometimes.

Albert glares at him.

		MIRANDA
I know. We all have our bad days.

		LUCKY
Even Jim?

		MIRANDA
Especially Jim. ...but basically, 
well...you're all very nice kids.

		LUCKY
Even Jim...

		MIRANDA
Even...well...yes... I suppose so.

		ALBERT
Then why are you so cold to him?

		MIRANDA
Am I?

		ALBERT
Yes.

		MIRANDA
Well, you wouldn't understand. 
It's human business. Ohhhhh!

A gust of wind hits the balloon. She turns away, hanging on 
for dear life to the swinging ropes.

		ALBERT
Oh, I see. 

		LUCKY
Well, Albert. I think she's nice.

		ALBERT
So's he. He just doesn't know it.


		LUCKY
Maybe they're not as dangerous as 
we were led to believe.

		ALBERT
Remember the legends. Before 
planes. They never bothered us.

		LUCKY
And they called us Angels. That 
was nice. 

		ALBERT
Maybe it could be that way again. 
What did she call us...kits?

Jim jumps into the rigging to untangle something. The loss 
of weight unbalances the basket. Miranda looses her footing 
and skids across to them, grabbing and hanging onto the rope. 
She flashes a terrified smile at the grems.

		ALBERT
What did you call us, kits?

		MIRANDA
Kids. Uhhh... You remind me 
of...well... kids.
   (they look blank)
You know...baby humans...New 
little people.

		LUCKY
Oh, bogerillas.

		MIRANDA
What?

		ALBERT
You think we look like them? 

		LUCKY
Aw, that's sweet. Err... What do 
they look like?

		MIRANDA
Rather like you. They act like 
you, too. Mischievous. but cute.

		LUCKY
   (swooning)
Aw...you really think so?

		MIRANDA
Yes.

		ALBERT
Well, then...why don't you have 
some of these human bogerillas.


		MIRANDA
Oh, you'd have to be married.

		ALBERT
What's that?

		MIRANDA
Well, two humans declare their 
love and come together.

		LUCKY
Oh, you mean floobieflufm.

		MIRANDA
Huh?

		LUCKY
...Well, no problem, then.

EXT. BRITISH RADAR STATION - SFX RADAR PULSES

INT. RADAR STATION

A radar tech stares at his scope. A large blip appears.

		RADAR
Sir. I have a new track. Just 
appeared out of nowhere.

ANGLE LUCKY - IN THE BALLOON RIGGING

He's picked this up and really resents it. He flips Eagle 
One a rude gesture as he zooms by. 

INT. COCKPIT - EAGLE ONE

He's shocked and insulted.

		EAGLE ONE
And they act just like Yanks! 

EXT. AERIAL - OVER ENGLAND

The fighter ZOOMS in, salutes them back, then arcs away. 

EXT. CHESWICK FIELDS - TRAVELING

Papa drives like mad after the drifting balloon.  He pulls 
up, gazes at the clouds racing toward the Channel.

		PAPA
They've waited too long.

He jumps in the car, turns around and heads back to base.


		OFFICER
Send someone up. 

LUCKY - UP IN THE BALLOON - LATER

Lucky is ripping fabric and stitching it with a repair 
needle and thread. He HEARS an ENGINE ROAR, peers out.

EXT. AERIAL - THE BALLOON

A SPITFIRE fighter appears, orbits around.

INT. COCKPIT

		EAGLE ONE
Tally ho, base.

		BASE (V.O.)
What is it, Eagle One!

		EAGLE ONE
Some kind of balloon.

He zooms down on a gun run. His finger goes to the trigger.

CU - EAGLE ONE

The pilot can't believe his eyes. 

		BASE (V.O. Filtered)
What is it, Eagle One? What     
are they doing up there?

EAGLE ONE'S POV

Jim salutes, Miranda wave. Zooming by at 300 mph. the pilot 
barely glimpses two small creatures in the rigging. Albert 
salutes. Lucky unfurls a sign: "Just Married".

INTERCUT INT. COCKPIT EAGLE ONE/ INT. BASE

		EAGLE ONE
You won't believe it.

		BASE
Try me. 

		EAGLE ONE
They seem to be...British. A 
couple. They seem to be... getting 
married! But I don't understand.

		BASE
Understand what, Eagle One?

		EAGLE ONE
They umm...they already have two 
really UGLY little kids.

MORE...