Screenplay by:
                            GENE RODDENBERRY &  HAROLD LIVINGSTONE

                                           Story by:
                             ALAN DEAN FOSTER  & GENE RODDENBERRY

                   
                                                                    SHOOTING SCRIPT

                                                                      July 19, 1978



                   

                   FADE IN :

               1   EXT SPACE (S)                                                  1

                   An ever expanding infinity of light and color as CAMERA                
                   TRAVELS THROUGH deep space, MOVING DIRECTLY for one
                   pinpoint of light: a STAR GROWING RAPIDLY as we SWEEP
                   TOWARD IT, a normal white star SUDDENLY CHANGING,
                   brightening, flaring unbelievable intensity: supernova.
                   The CAMERA HOLDS just a moment, then MOVES on, SEARCH-
                   ING through space, the jeweled beauty of other star
                   systems, sparkling nebulae, swirling hydrogen clouds.
                   STILL MOVING, then CAMERA FINDS:

               2   EXT. AREA OF LUMINESCENCE (S)                                  2

                   In the far distance, slowly growing in size as CAMERA
                   APPROACHES: it resembles, vaguely at this distance, an
                   Aurora Borealis: flaring colors from the fringes,
                   beautiful yet ominous. It is so large, this Cloud, it
                   can envelope an entire solar system. CAMERA CONTINUES
                   APPROACHING the Cloud, and then suddenly, crossing
                   our POV, a:
                      
               3   KLINGON HEAVY CRUISER (S)                                      3

                   In a graceful, turning arc toward the mysterious
                   LUMINESCENCE. CAMERA FOLLOWS this Klingon, then FINDS
                   a second Klingon cruiser, also turning toward the Cloud,
                   which continues to grow in size as the Klingons
                   approach at warp speed, CAMERA CLOSING on the lead
                   ship, until the vessel's detail can be clearly MADE
                   OUT: lights, weaponry, power systems, identification
                   emblazoned on the nacelles and saucer in Klingon
                   language (and symbols).

               4   INT. KLINGON CRUISER BRIDGE (O)                                4
  
                   Clearly alien, an ODD-SOUNDING KLAXON signaling
                   "battle stations." Orders issued in KLINGON LANGUAGE,
                   the KLINGON CAPTAIN and EXEC peering at an unusual
                   bridge viewer at the huge area of LUMINESCENT HAZE
                   directly ahead. In KLINGON DIALOGUE:

                                           KLINGON CAPTAIN
                                     (Give me tactical.)

               5   CLOSE - MAIN VIEWER (O)                                        5

                   goes suddenly  to a TACTICAL GRID SYSTEM, showing the
                   LUMINESCENT HAZE to be an ENORMOUS BLIP OF LIGHT ON
                   THE SCREEN, with two TINY PINPRICKS OF LIGHT complete-
                   ing their turn on a direct course toward it.

               6   EXT. SPACE - THE KLINGON PATROL AND THE HAZE (S)               6

                   The Patrol is clearly SEEN now on the right of the 
                   bottom of the FRAME... THREE tiny ships closing on the                
                   steadily growing LUMINESCENT HAZE.

               7   INT. THE KLINGON BRIDGE - CAPTAIN AND EXEC (O)                 7

                   All eyes on the viewer that shows the ships sweeping
                   on the Mysterious cloud.

                                           KLINGON CAPTAIN
                                     (In Klingonese)
                             Visual.

                   The TECHNICIAN makes the switch.

               8   CLOSE - VIEW SCREEN - LUMINESCENT HAZE (O)                     8
  
                   growing ever larger, its flaring colors menacing,
                   mysterious, strangely beckoning.

               9   INT. BRIDGE - KLINGON COMMAND CRUISER                          9

                   The crew stands by for battle.
                                        
                                           KLINGON CAPTAIN
                                     (In Klingonese)
                             Tactical again. Stand by on
                             torpedoes.

              10   EAT SPACE - LEAD KLINGON VESSEL (TORPEDO HATCH) (S)           10

                   sliding open, the glowing "Hell Fire" of the Photon
                   Launch tubes, slowly revealed.

              11   VERY WIDE ANGLE - THE THREE SHIPS (S)                         11

                   They are tiny, insect-like shapes moving still CLOSER
                   to the Luminescent Cloud, so large now that it begins
                   to dominate all space behind.

              12   INT. KLINGON BRIDGE - TACTICAL GRID - CAPTAIN AND             12
                   EXEC (O)

                   The growing nearness and enormous size of the Cloud
                   also reflected on the Tactical Grid, somehow more
                   awesome by this schematic view. The Captain gestures
                   the order to "FIRE."

              13   EXT. SPACE - ANGLE ON KLINGON VESSEL - TORPEDO HATCH (S)      13

                   The BRILLIANT PHOTON BLOBS of the torpedoes spurt from 
                   the tubes.

              14   ANGLE ON KLINGON VESSEL (S)                                   14

                   A deadly PHOTON TORPEDO pattern racing away from the
                   Klingon and toward the Luminescent glow in the distance.

              15   INT. KLINGON BRIDGE - TACTICAL GRID (O)                       15

                   Three torpedoes are heading directly toward the Cloud.
                   Suddenly they glow briefly and disappear long before
                   they reach their intended target.

              16   INT. KLINGON BRIDGE - CAPTAIN AND EXEC                        16

                   incredulous that their torpedoes have disappeared
                   without a trace.

              17   EXT SPACE - THE CLOUD - THREE KLINGON SHIPS (S)               17

                   as the second and third ships launch torpedoes toward
                   the color-flaring surface of the cloud. This time we
                   have an outside, real VIEW of the torpedoes glowing
                   brightly and then disappearing with no effect.

              18   INT. KLINGON BRIDGE (O)                                       18

                   The Klingon crew grim, desperate, watching a BRIGHT
                   STACCATO BLIP OF POWER from within the LUMINESCENCE.

                                           KLINGON CAPTAIN
                                     (quickly; Klingonese)
                             Full force fields; evasive
                             maneuvers.

              19   EAT SPACE - THE CLOUD - THE KLINGON PATROLS (S)               19

                   Out of the LUMINESCENCE hurtles a FRIGHTENING WHIPLASH
                   OF ENERGY. It bears down on the Klingon Patrol, now
                   in an evasive maneuver. Then the WHIPLASH BOLT hits
                   the third cruiser in a writhing flare of energy which
                   totally engulfs the vessel.

                   The other two ships veer off, warping around again into
                   attack position. The THIRD SHIP has begun to implode
                   in on itself, the matter-energy of its existence
                   drained by the WHIPLASH BOLT that HOLDS IT.

              20   ANGLE ON REMAINING KLINGON CRUISERS (S)                       20

                   desperately defending themselves, FORCE FIELDS FULL UP,
                   RAPIDLY FIRING PHOTON TORPEDOES. But now a SECOND
                   WHIPLASH ENERGY BOLT has emerged from the cloud and
                   hits the second vessel, DESTROYING it.

                   The THIRD WHIPLASH BOLT glances off the surviving
                   Cruiser as the ship retreats in a wide, evasive turn,
                   FIRING from stern tubes.

              21   INT. KLINGON BRIDGE                                           21

                   The bridge shattered; Klingon bodies. The mortally-
                   wounded Captain is transmitting urgently:

                                           KLINGON CAPTAIN
                                     (In Klingonese)
                             ... severely damaged. Returning
                             fire...

              22   EXT. SPACE - STARFLEET MONITOR STATION EPSILON 9 (S)          22

                   Serenity here. A barren, rocky small plantoid softly
                   lit by the myriad stars. This is a small Starfleet 
                   outpost, antennae sprouting everywhere. Tiny figures
                   (WORKERS) servicing one antenna illustrate the size
                   of the installation.

              23   INT. EPSILON 9 - MONITOR ROOM - A VIEWER (O)                  23

                   SHOWING the battle scene, and the VOICE OF THE KLINGON
                   CAPTAIN in his last stand against the Object; his VOICE
                   is weary, almost mechanical. On the adjacent viewer,
                   an English printout of the Klingon's words chatters
                   along the bottom of the picture:

                                           KLINGON CAPTAIN
                                     (In Klingonese)
                             Imperial Klingon Cruiser Amar...
                             severely damaged by unfamiliar
                             weaponry... intruder unidentified..

              24   WIDER ANGLE - EPSILON 9 STARFLEET PERSONNEL AND VIEWER (O)    24

                   At the viewers are a FEMALE LIEUTENANT and FOUR TECH-
                   NICIANS. COMMANDER BRANCH, a young, alert, enters hur-
                   riedly, scans he console.

                                           LIEUTENANT
                             Our sensor drone is intercepting
                             this on Quad L-14.

                                           KLINGON CAPTAIN (V.O.)
                             ... believe luminescent cloud 
                             to be enormous power field 
                             surrounding alien vessel... 
                             size and description unknown.. 
                             our sensor scans unable to 
                             penetrate. Imperial Klingon 
                             Cruiser Amar... continuing 
                             to attack.

                                           BRANCH
                             That's within Klingon boundaries.
                             Who are they fighting?

                                           LIEUTENANT
                             Unknown, sir.

                   A violent EXPLOSION inside the Klingon bridge -- Klingon
                   Captain's body is thrown violently against the bulkhead.

                                           TECHNICIAN
                             I have an exterior visual!

              25   CLOSE ON VIEWER (O)                                           25

                   showing EXTERIOR of the Klingon vessel: a final,
                   frightening WHIPLASH ENERGY BOLT strikes it -- then
                   the same awesome IMPLOSION INTO FIREBALL.

              26   WIDER ANGLE - PERSONNEL AND VIEWER (O)                        26

                   The Starfleet station onlookers react to the utter
                   annihilation of the huge cruiser. And now, past where
                   the cruiser just disappeared -- the mysterious LUMINES-
                   CENCE approaching in distance. Technician hits a
                   switch, magnifying the strange CLOUD.

                                           LIEUTENANT
                             We've plotted a course on that
                             cloud, Commander: it will pass
                             into Federation Space fairly 
                             close to us.

                                           BRANCH
                             Heading?

              27   CLOSE ON THE MAIN MONITOR STATION (O)                         27

                   as its focal point shifts to the huge elliptically-
                   shaped LUMINESCENCE racing across the sky. MUSIC
                   (V'GER THEME) COMMENCES in a low, unresolved CHORD
                   that remains in the background through the remainder
                   of this scene, and the beginning of the next one.

                                           LIEUTENANT'S VOICE
                             Sir, it's on a precise heading
                             for Earth.

                   Ominously now the LUMINESCENCE increases in size, and
                   begins to fill the viewer. HOLD A MOMENT, and then:

              28   EXT. SURFACE OF PLANET VULCAN - DAY (M)                       28

                   with the CAMERA MOVING THROUGH masses of thick, steamy
                   vaporous clouds, swirling about, rising boilingly up
                   from some unseen, underground source. The CAMERA
                   CONTINUES MOVING through clouds.

                   And then... the Vulcan landscape. Harsh, strange
                   angular peaks and rock formations -- the barren, legend-
                   ary mountain home of Vulcan Masters.

              29   EXT. VULCAN LEDGE - SPOCK ( M & F.P.)                         29

                   Spock's lean features instantly recognizable despite
                   unkempt, longer hair and the fatigue born of a long,
                   harsh discipline he has undergone. His robes, tattered
                   and dust covered, are that of a Vulcan Aspirant in
                   study with the Masters. Under the V'ger THEME MUSIC
                   we HEAR a VOICE in ritual tones:

                                           FEMALE MASTER'S VOICE
                             Spock, son of Sarek of Vulcan... 
                             and of Amanda of Earth... 
                             diligently you have labored for 
                             purification of mind...

              30   REVERSE ANGLE - SPOCK, VULCAN MASTERS AND RUINS               30

                   In b.g., gigantic ancient Vulcan statues and ruins. In f.g., 
                   the stone platform on which Spock stands facing a semi-circle 
                   of three similar platforms. On them in regal robes are three 
                   VULCAN MASTERS. The Master in the center is a female, the 
                   other two Masters are male. The elderly female is holding a 
                   cord and ancient pendant as if ready to place it around                
                   Spock's neck at an appropriate moment. Spock is staring up 
                   as V'ger THEME MUSIC fades.

                                           MALE MASTER
                                     (chidingly)
                             Spock . . . !

                   Spock turns, giving a small contrite nod -- the ritual
                   continues.

                                           FEMALE MASTER
                             Here are these sands, our fore-
                             bearers cast out their animal 
                             passions. Here our race was 
                             saved by the first attainment of 
                             Kolinahr.
                          
                                           MALE MASTER
                             Kolinahr: the final shedding of 
                             all emotion.

                                           FEMALE MASTER
                             You have labored long, Spock.
                             Now receive from us this symbol
                             of total logic.

                   Spock starts to kneel... the Female Master moves in,
                   intending to put the ancient pendant around his neck. 
                   But Spock now hesitates -- he's troubled as though 
                   uncertain he deserves this symbol and waves the 
                   pendant away. Then, a faint reprise of the V'ger THEME 
                   MUSIC now causes the Female Master to look skyward. 
                   She turns from this back to Spock as she exchanges a 
                   look with the Male Masters.               

                                           FEMALE MASTER
                                     (gestures Spock forward)
                             Come, give me your thoughts.

                   She kneels with Spock -- lays her hands on his temples 
                   in Vulcan mind-meld position.

                                           FEMALE MASTER
                                     (continuing)
                             Our minds, Spock... One and
                             together....

                   Their eyes close -- their minds meld -- then her head
                   jerks slightly, her features change as her mind feels
                   Spock's reactions to the V'ger consciousness. A long
                   moment, then she opens her eyes, gets to her feet and
                   looks down on the still kneeling Spock. Then, she
                   casts aside the pendant she carries -- it falls into
                   the dust.

                                           FEMALE MASTER
                                     (continuing; sadly)
                             This consciousness which calls --
                             it stirs your human half, Spock?
                             You have not achieved Kolinahr --
                             Your human emotions are not fully
                             extinguished.
                                    (turns to the other Masters)
                             He will not achieve his goal with
                             us. His answer lies elsewhere.

                   The three Masters leave -- Spock watches them go, his
                   disappointment evident even in his stoic features.

              31   MED. ANGLE ON SPOCK (M. & F.P.)                               31

                   CAMERA CLOSES IN on his face as we again HEAR a frag-
                   ment of V'ger THEME MUSIC -- Spock again raises his
                   head and peers up into the heavens. HOLD on his face
                   a moment, then...

                   SHOCK CUT TO :

              32   EXT. EARTH - AN AIR TRAM - DAY (S)                            32

                   gleaming silver in the sun as it streaks TOWARD THE
                   CAMERA POSITION and hurtles PAST.

              33   EXT. SAN FRANCISCO - HILLTOP AIR TRAM STATION -               33
                   DAY (M)

                   From this vantage, we can SEE all of twenty-third
                   century San Francisco stretched out before us. In
                   the b.g., the familiar forms of the carefully preserved
                   Golden Gate Bridge and Transamerica Pyramid Building
                   serve as our only reminders that this is, indeed, San
                   Francisco.

                   The AIR TRAM (an anti-gravitational train flying
                   several feet above the ground) DECELERATES sharply,
                   settles to the ground with a whisper.

              34   EXT. TRAM STATION - CLOSE ON TRAM DOORS - DAY                 34

                   The doors opening, and various TRAVELERS (civilians
                   and Starfleet personnel) leaving the tram, striding
                   onto the platform, continuing on their respective
                   ways. Among the departing throng:

              35   KIRK                                                          35

                   in Admiral's uniform, grim, determined, moving through
                   the throng. Now and then Starfleet officers nod re-
                   spectfully; KIRK responds with detached formality; his
                   mind is clearly set on something he is resolved to ac-
                   complish here in headquarters -- whatever the cost.
                   CAMERA WITH HIM, to:

              36   INT. AIR TRAM STATION - DAY         `                         36

                   as Kirk strides into the graceful Starfleet HQ building.
                   Many PEOPLE are about, civilians and uniformed person-
                   nel; most of them with some air of urgency. (NOTE:
                   ALIENS interspersed among them, Vulcans, blue-skinned
                   Andorians, high-domed Vegans, ect.) Kirk continues on
                   when suddenly he reacts, annoyed as he sees:

              37   SONAK                                                         37

                   a Vulcan, Lt Commander; short, white-haired, grizzled,
                   hurrying along. Kirk calls to him:

                                           KIRK
                             Commander Sonak... !

                   SONAK turns with Vulcan imperturbability to face Kirk
                   who steps toward him

                                           KIRK
                                     (continuing)
                             You've received your appointment
                             as Enterprise Science Officer?

                                           SONAK
                                     (nods)
                             Based, I am told, on your
                             recommendation, Admiral. Thank                           
                             you.

                                           KIRK
                             Why aren't you on board?

                                           SONAK
                             Captain Decker requested I complete
                             final Science briefing here before...

                                           KIRK
                                     (interrupting)
                             Here at Starfleet...? The
                             Enterprise is in final preparation
                             to leave dock...

                                           SONAK
                             Which will require twenty more
                             hours at minimum, Admiral...

                                           KIRK
                             Twelve! I'm on my way to a meeting
                             with Admiral Nogura which will not 
                             last more than three minutes.
                             Report to me on the Enterprise in
                             one hour.

                                           SONAK
                             To you, sir?

                                           KIRK
                             I intend to be there following 
                             that meeting. Report to me. One 
                             hour!

                   And Kirk turns, strides purposefully away. Sonak gazes
                   after him, one eyebrow raised quizzically.

              38   EXT. EARTH ORBIT (S)                                          38

                   In f.g., Orbital drydock offices, rotating slowly but
                   perceptibly against blue-black of space. Small figures
                   in spacesuits working on construction, with work belts.
                   Beyond and below... Earth. In the far distance we can
                   barely make out an orbital drydock.

              39   CLOSER ANGLE - ORBITAL OFFICE CLUSTER (S)                     39

                   The cluster is a fully-equipped dockyard engineering
                   center and computer drafting office.

                   CAMERA MOVES IN AND CENTERS ON an outer "Travel Pod."

              40   INT. INNER OFFICE (O)                                         40

                   an installation which also includes a double position
                   transporter, in which we SEE the TRANSPORTER EFFECT
                   BEGIN. With the TRANSPORTER CREW IS SCOTT. He's with
                   a Technician, busy with a piece of complex circuitry.
                   Then he turns, sees that it is Kirk BEAMING in here.
                   As Kirk materializes, steps off the transporter plat-
                   form, Scott moves quickly to him.

             40A   KIRK AND SCOTT                                               40A

                   The starship Engineering Officer clearly surprised to
                   see Kirk here. Kirk has the same look of grim de-
                   termination we just saw in the headquarters building.
                                 
                                           SCOTT
                             Admiral, I've been hoping to see
                             you. Maybe you can get through 
                             to those thick heads in Starfleet
                             that...

                                           KIRK
                             Why aren't the Enterprise
                             transporters in operation, Mister
                             Scott?

                                           SCOTT
                             We're hoping it's only a temporary
                             problem, Admiral...

                                           KIRK
                             See that it is.
                                     (moving toward pod)
                             Take me over, please.

                   Scott is now eying Kirk just a little warily as he fol-
                   lows him into the pod. Kirk's determined expression
                   suggests that some chips are going to fly and Scott
                   does not want to become one of them.

                                           SCOTT
                                     (carefully)
                             Admiral, the Enterprise has just
                             finished eighteen months redesign-
                             ing and refitting. She needs 
                             testing, a shakedown...

                                           KIRK
                             Mr. Scott, there's an alien object
                             with unbelievable destructive 
                             power less than three days away 
                             from this planet...

                   Kirk hits a button on the travel pod panel -- the air-
                   lock doors SLAM closed behind them. Then, stepping im-
                   mediately to the front observation window:

                                           KIRK
                                     (continuing)
                             ... the only Starship in
                             interception range is the
                             Enterprise! Ready, or not, she
                             launches in twelve hours!

                   Scott throws Kirk an appalled look but is now occupied
                   in sealing the Outer Pod door and manipulating drive
                   controls.

                   CAMERA CONTINUES TO PULL BACK TO REVEAL front of the
                   Pod and arms of the office complex as Pod disconnects
                   and starts to move.

             40B   EXT. POD                                                     40B

                   CAMERA CONTINUES TO PULL BACK TO REVEAL front of the
                   pod and arms of the office complex as Pod disconnects
                   and starts moving.

              41   EXT. EARTH ORBIT - ANGLES ON TRAVEL POD (S)                   41
               -                                                                  -
              43                                                                 43
                   
                    as it moves way from the office complex. We can
                   SEE the jet flames of its tiny thrusters as it cir-
                   cles around, heads off (toward the distant Orbital
                   dry dock).

              44   INT. TRAVEL POD - KIRK AND SCOTT                              44

                   Scott nervously eying Kirk, and finally deciding to
                   make one more effort:

                                           SCOTT
                             The crew hasn't had near enough
                             transition time with all the new
                             equipment. And the engines,
                             Admiral: they've yet to be even
                             tested at warp power. Add to 
                             that, an untried Captain...

                                           KIRK
                                     (hint of smile)
                             Two and a half years as Chief of
                             Starfleet Operations may have
                             made me a little stale, Mr. Scott
                             -- but I wouldn't exactly consider
                             myself 'untried.'

                   It takes Scott a moment to comprehend, and Kirk smiles
                   now, nods:

                                           KIRK
                                     (continuing)
                             They gave her back to me, Scotty.

                   Scott peers at him, genuinely surprised -- and pleased.
                   Then:

                                           SCOTT
                             "Gave' her back, sir...? I doubt
                             it was that easy...
                                     (returns smile)
                             But any man who could manage such
                             a feat, I wouldna dare disappoint.
                             She'll launch on time, sir...
                                     (with confidence)
                             And she'll be ready.

                   And he clasps Kirk's elbow affectionately, then gestures
                   Kirk to look out the pod window.

              45   EXT. OUTSIDE THE POD WINDOW - KIRK'S POV (O)                  45

                   as he looks out: the blue-black of orbital space.

              46   INT. TRAVEL POD                                               46

                   Scott is well aware of what the Enterprise means to
                   Kirk. As Scott maneuvers the pod to provide the best
                   perspective, Kirk peers through the observation window,
                   craning his head, hungry for his first glimpse of the
                   starship. Scott is watching him, immensely pleased.

              47   PAST THEM TO THE POD WINDOW (O)                               47

                   as we SEE the drydock and more of its detail, and a
                   hint of what is inside.

              48   EXT. EARTH ORBIT - OTHER ANGLES FROM THE POD (O)              48
               -                                                                  -      
              50                                                                 50
                                                                               
                   PAST Kirk and Scott the corner of the drydock becomes
                   larger -- we begin SEEING more of it. And then the
                   merest glimpse of what is inside the drydock: The
                   Enterprise slips INTO VIEW.

              51   INT. POD - VERY CLOSE ON KIRK AT WINDOW                       51

                   as he watches, his face reflecting all of it: the awe,
                   the wonder, the romance, the obsession. The one comp-
                   lete love of his life. And with that love regained,
                   he is becoming more fully alive again.

                   Kirk looks at Scott; for a moment both hold each other's
                   eye. Scott knows precisely how Kirk feels. Both turn
                   to the window again.

              52   WHAT THEY SEE - THE ENTERPRISE (S)                            52

                   Now DOMINATING the SCREEN -- the awesome, symmetrical
                   bulk of the starship comes fully INTO VIEW. And it
                   dominates Kirk's -- and our emotions.

              53   EXT. THE ENTERPRISE - AND THE POD (TINY IN THIS SHOT)         53
               -                                                                  -
              56   AS IT CIRCLES - THE ANTI-LIKE FIGURES OF WORKERS (S)          56

                   The great ship dwarfs everything. The drydock becomes
                   a fragile filigree framing the ship's great curved
                   bulk. The tiny pod continues to move along it.

                   Small automated welding devices move along the gird-
                   ers, working with brief, bright orange-white flares.
                   In other areas of metal lace structure, supplies and
                   equipment are being loaded onto the ship. The pod
                   continues moving (Scott is giving Kirk time to see all),
                   watched carefully by the TINY FIGURES OF SUPERVISING
                   TECHNICIANS on the drydock. Now the pod moves toward
                   mating position. It closes in, secures itself to the
                   outer airlock.

              57   INT. POD - AT THE AIRLOCK                                     57

                   Scott completing the mating procedure, Kirk turning
                   from the observation window. Outside, the metallic..
                   CLICK of the pod locking onto the airlock. Now the
                   "WHOOSH" of the latch doors securing, the CLANG of
                   security bolts. It's all been a rare and delicious
                   moment for Kirk, and his face shows it.

                   OVER the POD INTERCOM we HEAR, "Pod secured. Pressure
                   equalized." Scott moves the control to open the hatch.

              58   INT. ENTERPRISE CARGO DECK (M)                                58

                   A confusion of organized work and VOICES. The cargo
                   deck bustles with activity; supplies and equipment
                   being stored and installed.

              59   INT. CARGO DECK - BALCONY AND CATWALK                         59

                   Kirk and Scott are met by a nervous, perspiring
                   ENSIGN.

                                           KIRK AND SCOTT
                             Permission to come aboard, sir...?

                                           ENSIGN
                             Granted, sir. Welcome aboard,
                             Admiral... Commander Scott,
                             you're needed in Engineering
                             immediately.

                                           SCOTT
                                     (to Kirk)
                             Sir, you'll excuse me...?

                   Kirk gestures him to leave, and Scott hurries away.
                   Kirk stands a moment, gazing down at the cargo deck.

              60   ANGLE DOWN PAST KIRK TO FLOOR (M)                             60

                   The crew maneuvering antigravity devices which move
                   heavy containers -- scrambles of activity at storage
                   holds and maintenance lockers.

              61   CLOSE ON KIRK AND ENSIGN                                      61

                   Kirk is drinking it all in. He's home.

                                           ENSIGN
                                     (nervous)
                             Sir, if you'll follow me, I'll...

                                           KIRK
                             I think I can find my way,
                             Ensign.

                   And Kirk moves off, leaving the Ensign gazing at him,
                   relieved.

              62   EXT. ELEVATOR AND CATWALK                                     62
  
                   Kirk ENTERS ANGLE and the doors snap open.

              63   INT. ELEVATOR                                                 63

                   as Kirk enters. The doors close. Kirk waits a beat,
                   savoring this moment too. Then, firmly to the control
                   panel:

                                           KIRK
                             Bridge!

                   The turbo-elevator HUMS WITH POWER as it begins hur-
                   tling up. On the wall back of Kirk we SEE an electronic
                   diagram of the Enterprise tracking the elevator's 
                   speedy trip to the Bridge.

              64   INT. BRIDGE                                                   64

                   A confusion of activity and VOICES. Pieces o equip-
                   ment in a state of disarray: consoles open, fiber
                   optic tubes unconnected, viewing screens dismantled.
                   It's a frantic, desperate scene -- a ship and crew to-
                   tally unprepared. In the midst of this: ALIEN
                   ensign is assisting UHURA (Lt. Comdr. stripes)deftly
                   working her communications station, AD LIBBING
                   "... Hailing frequency four, check. Hailing frequency
                   five, will someone please check me?" At the helm,
                   sweat-soaked SULU (Lt. Comdr stripes) has a service
                   plate open, is peering inside to make delicate adjust-
                   ments, AD LIBBING "... Helm, now give me a reading on
                   four point zero zero six of full." And at the Weapons
                   Control, CHEKOV (Full Lt.)argues with TECHNICIANS who
                   insist photon torpedoes read "ready" while Chekov
                   argues the computer is not relaying that information.

              65   ANGLE ON THE ELEVATOR DOORS                                   65

                   snapping open -- and there is Kirk. For the moment no
                   one notices him, and he stands watching, remembering.
                   And then he moves forward toward the command center.

              66   ACROSS UHURA TO KIRK                                          66

                   as she is the first to see him. She reacts,pleased.

                                           UHURA
                             Captain... Starfleet just 
                             signaled your transfer-of-
                             command orders!

              67   ANOTHER ANGLE - VARIOUS REACTION                              67

                   as everyone else is suddenly aware of Kirk.

                   All work stops, with various AD LIBBED greetings from
                   the old crew: "Admiral Kirk..." "It's the Captain...!"
                   etc., etc. But most sit or stand, simple gaping at
                   Kirk, all quite awed. The old hands, Uhura, Sulu, and
                   Chekov start converging on Kirk. But he gestures them
                   back, speaking crisply.
                              
                                           KIRK
                             I appreciate the welcome; I wish
                             the circumstances were less
                             critical.
                                     (to Uhura)
                             Epsilon Nine is monitoring the
                             intruder; keep a channel open to
                             them.
                                     (glances around)
                             Where is Captain Decker?

                                           SULU
                             He's in Engineering, sir...
                                     (uncomfortable,
                                      indicates Captain's 
                                      chair)
                             He doesn't know.

                   Kirk reacts with some exasperation, starts away,
                   addresses Chekov:

                                           KIRK
                             Mr Chekov, assemble the crew on
                             the Rec Deck at 0400 hours. I
                             want to show them what we're 
                             facing.

                   And Kirk moves to the elevator, enters, is gone. The
                   moment the elevator doors snap closed:

                                           SULU
                             I wouldn't have wanted to have
                             been standing in his way. He
                             wanted her back; he got her!

                                           ALIEN ENSIGN
                                     (perturbed)
                             And Captain Decker? He's been
                             with the ship every minute of
                             her refitting...

                                           UHURA
                                     (brittle)
                             Ensign -- our chances of coming
                             back from this mission in one
                             piece may have just doubled...!

              68   OMITTED                                                       68
                -                                                                 -
              69                                                                 69   
     
              70   INT. ENGINEERING SECTION                                      70

                   The entire complex a beehive of pre-departure activity.
                   ENGINEERING PERSONNEL (at least a third of them female)
                   coming and going, the platform-elevators (small, one-
                   man lifts to various levels) busy. A gentle but con-
                   stant HUM and WHIRR flows from the engine core, to indi-
                   cate a pre-idling mode. There will be continual AD
                   LIBBED conversation among the Technicians.

                   Now the Engine Room door opens and Kirk steps into the 
                   area. He stands a moment observing the activity. a
                   grizzled ENGINEERING CHIEF pushes a huge condenser on
                   an anti-grav device past irk with a respectful "watch
                   it, sir" admonishment. Kirk moves on to:

              71   THE INTERMIX CHAMBER                                          71

                   at the middle of the power shaft. Very NOISY here,
                   and a continual CACOPHONY of COMPUTERIZED AND HUMAN
                   VOICES calling off equipment checks. And grouped 
                   around a section of burnt-out circuitry are WILLARD
                   DECKER, Captain's stripes, handsome, in his early
                   30's; Scott, and two Technicians. Decker and Scott
                   are working feverishly uncoupling the device, 
                   probing its innards. Decker has discovered the problem,
                   removed several transistor-type parts, taps them 
                   with a pencil-sized sonic analyzer.

                                           DECKER
                                     (quietly elated)
                             I thought so! See... the trans-
                             porter sensor was not activated...

                                           SCOTT
                                     (impressed)
                             Aye, you were dead right about
                             that...
                                     (to Technician)
                             Clearly, put a back-up sensor into
                             the unit.

              72   ACROSS THEM TO KIRK                                           72

                   as the Technician prepares to install the device,
                   Scott glances up to see Kirk.

                   He looks from Decker to Kirk in acute embarrassment
                   (so that we should realize Scott hasn't mentioned
                   Kirk's taking over to Decker). Decker now notices
                   Kirk, reacts pleased.

                                           DECKER
                             Admiral Kirk...
                                     (shakes Kirk's hand)
                             We're getting a top brass send
                             off...?
                                     (self assured grin)
                             She'll launch on schedule if we
                             have to tow her out with our bare
                             hands. Right, Scotty?

                                           SCOTTY
                                     (lamely)
                             Aye, sir, that we will...

                                           KIRK
                                     (to Decker)
                             Will, let's go over here and
                             talk.

                   He indicates corner. Decker glances bemusedly at
                   Kirk, then turns to Scott:

                                           DECKER
                             Let me now when the back-up is 
                             in place.

              73   ACROSS SCOTT TO KIRK AND DECKER                               73

                   as Scott AD LIBS a glum "Aye, sir," and watches them
                   walk across the Chamber.

              74   A CORNER OF THE INTERMIX CHAMBER                              74

                   just a little quieter here, with Kirk and Decker arriv-
                   ing, and Decker saying blithely:

                                           DECKER
                             All due respect, sir, I hope
                             this isn't a Starfleet pep talk;
                             I'm just too busy.

                   Kirk eyes Decker -- then decides the best way to say
                   it is plainly, directly.

                                           KIRK
                             I'm taking over the Center seat. 
                             I'm sorry, Will.

                                           DECKER
                             You are what...?

                                           KIRK
                             I'm replacing you as Captain of
                             the Enterprise.

                   Decker seems shocked into silence; he can only peer
                   at Kirk who reaches tentatively as though to clasp a
                   paternal hand on Decker's shoulder, then withdraws it
                   and continues quickly.

                                           KIRK
                                     (continuing)
                             You'll stay aboard as Executive
                             Officer... a temporary grade
                             reduction to Commander.

                                           DECKER
                                    (finding his voice)
                             -- You, personally, are assuming
                             command?

                                           KIRK
                             Yes.

                                           DECKER
                             May I ask Why?

                                           KIRK
                                     (nods)
                             My experience -- five years out
                             there dealing with unknowns like
                             this -- my familiarity with the
                             Enterprise, this crew...

                                           DECKER
                             Admiral, this is an almost totally
                             new enterprise. You don't know
                             her a tenth as well as I do.

              75   ANOTHER ANGLE - TO SHOW SCOTT IN B.G. (ACROSS THE             75
                   ROOM)

                   Scott, working on the relay, but continually glancing
                   at Kirk and Decker with worried concern, as Kirk
                   replies:

                                           KIRK
                             That's why you're staying aboard.
                             I'm sorry, Will.

                                           DECKER
                             No, Admiral. I don't think you are;
                             not one damned bit. I remember
                             when you recommended me for this
                             command. You told me how envious
                             you were, and if only you could
                             find a way to get a starship
                             command again. Well, sir, it looks
                             like you found a way.

                   Kirk is silent a moment, peering levelly at Decker,
                   who returns the gaze with equal intensity. Then:

                                           KIRK
                             Report to the bridge, Commander.
                             Immediately.

                   Decker EXITS. Kirk waits, collecting his composure
                   as he watches him go. Then Kirk turns to glare at
                   Scott. Interrupted by a flare as something shorts
                   out at the mechanism where Scott and Decker had been
                   working. Technician (Clearly) reacts, hits an inter-
                   com button fast:

                                           TECHNICIAN (CLEARY)
                             Transporter room, come in!
                             Urgent!
                                     (to Scott)
                             Redline on the transporters,
                             Mister Scott!

                   Scott whirls to a console fast, speaks urgently!

                                           SCOTT
                             Transporter room, do not engage!
                             Do not....

                                           TECHNICIAN (CLEARY)
                                     (reacting to the reading;
                                      interruption)
                             Too late; they're beaming now!

                   Kirk is exiting on a run, followed by Scott.

              76   INT. TRANSPORTER ROOM - INCLUDING TRANSPORTER CHAMBER         76
                   (O)

                   An unusually defective looking TRANSPORTER EFFECT in
                   progress, alternately flashing and glowing -- even the
                   Transporter SOUND seems wrong, as if struggling to
                   overcome some problem. At the console, CHIEF RAND and
                   ASSISTANT are reacting in surprised, near-horror as
                   they attempt vainly to save the situation.

                                           RAND
                                     (into intercom)
                             Starfleet, override us!
                             OVERRIDE...! Yank them back!

                   Suddenly, from Rand's console,a VIOLENT GLARE -- a
                   PROTESTING SOUND from the circuitry. And on the con-
                   sole a red-warning light now begins flashing.

                                           STARFLEET VOICE
                             Unable to retrieve their pattern,
                             Enterprise....!

                   Rand reacts in real horror now as human forms begin to
                   FAINTLY MATERIALIZE, then FADE AWAY, then REAPPEAR IN
                   FAINTLY MISSHAPEN FORM as she frantically works con-
                   trols. Kirk ENTERS fast, steps to the console to
                   assist Rand; Scott has also come in and moves to the
                   console, brushes aside the Asst. Chief, and begins
                   manipulating the additional controls himself.

                                           SCOTT
                             We're losing the pattern...!

                                           KIRK
                                     (into intercom)
                             Starfleet, boost your matter gain; 
                             we need more signal!

                                           RAND
                             Oh, no! They're forming!

              77   CLOSER ON THE TRANSPORTER CHAMBER (O)                         77

                   with the human forms FLUTTERING INTO FULLER AND FULLER
                   MATERIALIZATION, FRIGHTENINGLY, HORRIBLY MISSHAPEN. We
                   RECOGNIZE one form as the Vulcan, Sonak -- the other a
                   human WOMAN. They MATERIALIZE; we HEAR A MOAN form 
                   from the Vulcan -- the Woman's SCREAM OF PAIN. Then,
                   all at once, the half-materialized bodies are gone;
                   the transporter chamber is empty.

                                           KIRK
                             Oh, my God...!

              78   KIRK, SCOTT AND RAND                                          78

                   gazing, horrified, at the empty chamber.

                                           KIRK
                                     (into intercom)
                             Starfleet, do you have them?

                   A mutter of utter, vacant silence -- and Kirk and
                   Scott look at each other again, their pained faces
                   presaging the answer they already know:

                                           STARFLEET VOICE
                                     (shaken)
                             Enterprise... what we got back
                             didn't live long. Fortunately.

                   Another moment of stunned silence, and then Kirk hits
                   the transmission button -- fighting to control his
                   voice as:

                                           KIRK
                             Starfleet... Kirk. Please...
                             express my condolences to their
                             families. Commander Sonak's
                             can be reached through the Vulcan
                             Embassy.
                                     (see Rand's stricken
                                      expression)
                             There was nothing you could have
                             done, Rand. It wasn't your fault.

                   And before Rand can answer, Kirk leaves the room.

              79   INT. CORRIDOR - TRAVELING WITH KIRK                           79

                   as Kirk steps out, and the doors snap closed behind
                   him. In the corridor the furor of the hurried depar-
                   ture is, as everywhere, quite evident: CREW MEMBERS
                   move back and forth. But Kirk does not see them; his
                   mind is tormented by the transporter accident -- was
                   there something he should have done, could have done,
                   to prevent it? Should he launch on schedule with the
                   starship this unready? Has he done right in yielding
                   to this terrible needs for starship command again,
                   forcing Starfleet to give her to him? Would Decker's
                   knowledge of the new design have prevented the acci-
                   dent?

                   Kirk reaches a corridor intersection, looks around,
                   realizes he's lost track of where he is. A passing
                   YEOMAN stops in response to his puzzled expression.

                                           KIRK
                             Turboshaft eight...?

                                           YEOMAN
                             Back that way, sir.

                   She's indicating back the direction from which Kirk
                   came. He nods his thanks, turns and moves back down
                   the corridor.

              80   DECKER                                                        80

                   hurrying down the corridor. The two face each other
                   a silent moment, Decker studying Kirk curiously.

                                           KIRK
                             We'll have to replace Commander
                             Sonak. I'd still like a Vulcan
                             there, if possible...

                                           DECKER
                             None available, Captain. There's
                             no one in fact, who's fully rated
                             on this design.

                                           KIRK
                             You are, Mister Decker. I'm
                             afraid you'll have to double as
                             Science Officer.

                    And Kirk moves on, Decker stands gazing reflectively
                    after him.

              81    OMITTED                                                      81
               -                                                                  -
              84                                                                 84     
     
              85    CLOSE - FULL SHOT OF THE KLINGON SHIP BEING DESTROYED        85
                   (AS SEEN ON VIEWER) (O)
          
                   (in the last part of the scene which showed the Klingon
                   Captain speaking in Klingonese and an English print-
                   out interpretation appearing at the screen bottom.
                   The Klingon ship nearly totaled; one engine nacelle
                   gone, smoke and flame spewing from the other, etc.
                   And then that final WHIPLASH ENERGY BOLT STRIKING AND
                   SPECTACULARLY DESTROYING THE SHIP, etc.)

                   But this time, O.S., we HEAR GASPS of incredulity from
                   many throats (an audience), and various AD LIBBED com-
                   ments: "My God...!" "I don't believe it...!" "What
                   could it be...?" Etc., etc.

                   And then, immediately following this, on the viewer:

              86   THE LUMINESCENT CLOUD (AS SEEN ON A VIEWER) (O)               86

                   (as in earlier Epsilon 9 viewer -- but with no music,
                   only more AD LIBBED exclamations from an audience.)
                   The viewer goes blank.

              87   INT. RECREATION DECK (M)                                      87

                   We SEE that all this was being viewed by the CREW
                   MEMBERS (Aliens included) assembled on the Rec Deck.

                   The Recreation Deck is one of the largest areas on
                   the ship, several deck levels high, a part of one
                   wall consisting of picture windows, through which can
                   be seen sections of the drydock structure outside.

                   On another wall is a large viewer, on which was just
                   shown the Klingon transmission. Leading off and away
                   from this deck area are what are obviously other
                   specific recreation areas -- gymnasiums, food centers,
                   game rooms, lounges, etc.

              88   ANOTHER ANGLE OF THE RED DECK - HIGHER LEVEL                  88

                   as the Crew Members chat in low, grim tones -- Kirk
                   (now with Captain's stripes) appears. As he comes
                   into view, the two hundred or so crew below go silent.
                   Kirk grimly indicates the now blank viewer:

                                           KIRK
                             That's all we know about it;
                             except that it's now 2.2 days
                             from Earth. Enterprise is the
                             only Federation starship that
                             stands in its way.

              89   ANOTHER ANGLE - CREW REACTIONS                                89

                   as the CAMERA FINDS various faces: human, alien; most
                   young, all intelligent, forthright -- anxious. Kirk
                   has paused a moment, now continues.

                                           KIRK (O.S.)
                             We assume there is a vessel of
                             some type at the heart of the
                             cloud. Our orders are to intercept,
                             investigate; and take whatever action
                             is necessary... and possible.
                                     (beat)
                             ...We can only hope that the
                             life form aboard that vessel
                             reasons as we do.

              90   ANGLE ON UHURA                                                90

                   standing near an intercom, which just then has emitted
                   a bosun's WHISTLE intercom signal.

                                           BRIDGE VOICE
                                     (from intercom)
                             Bridge to Captain. Priority
                             signal from Epsilon Nine --

                   Kirk leans over to the intercom, speaks into it:

                                           KIRK
                             Put it on the viewer here...!

              91   ON THE REC DECK VIEWER (O)                                    91

                   as all eyes turn to the viewer which fades into a view
                   of Commander Branch, in the Epsilon 9 monitor room.
                   Branch is tense, reflecting extreme urgency. Near
                   Branch, working intently at the console are the Female
                   Lieutenant and a Technician.

                                           BRANCH
                                     (from the viewer;
                                      checking console
                                      readings)
                             Enterprise... the Cloud is
                             definitely a powerfield of some
                             kind... Measures... My God!
                             Over 82 A.U.'s in diameter...
                             Must be something incredible
                             inside there generating it.
                                     (looks up from
                                      console)
                             We're transmitting linguacode
                             friendship messages on all
                             frequencies. No response.

                                           TECHNICIAN
                             I have a null reading at the 
                             center of the 'cloud,' sir.

                                           LIEUTENANT
                             Definitely something inside..
                             there but all scans are being
                             reflected back.
                                     (studies readings)
                             Receiving an odd pattern now..
                                     (toward Branch)
                             They seem to be reacting to
                             our scans, sir.

                                           BRANCH
                                     (inspecting another
                                      console)
                              Some kind of energy surge...
                                     (looking up)
                              Enterprise... they could be
                              mistaking our scans as a
                              hostile act...
                                     (reacts at readings)
                              Deflectors, emergency full!

                   Branch hits an alarm button; we HEAR ALARM KLAXON
                   SOUNDING. The viewer IMAGE DISTORTS, clears again
                   while Branch -- facing his viewer, continues urgently:

                                           BRANCH
                                     (continuing)
                             We are under attack...!

                                           KIRK
                                     (to Uhura)
                             External view...!

              92   ON THE VIEWER - EXT. THE DESTRUCTION OF EPSILON 9 (O)         92

                   as the image of Branch is immediately replaced by an
                   external view of the plantoid, and the LUMINESCENT
                   CLOUD (at about the same distance from which the
                   Klingon cruisers were attacked).

                   Then it STRIKES the plantoid WITH FULL, CATACLYSMIC                
                   FORCE. The viewer IMAGE BREAKS UP -- and immediately
                   the entire Starfleet base becomes a maelstrom of FLAR-
                   ING ENERGY, shattered structure, flying debris. And
                   then, all at once, there is nothing -- empty space,
                   Epsilon 9 is gone. We SEE only the stars; and the
                   mysterious LUMINESCENT CLOUD moving across the distant
                   sky.

                   (NOTE: The above is entirely SILENT, and when it is
                   finished, not a word is spoken.)

                                           KIRK (O.S.)
                             Viewer off.

              93   ANOTHER ANGLE - KIRK                                          93

                   as the viewer goes blank, all still facing the screen.
                   Then Kirk turns to the room as if to comment. Then he
                   stops -- nothing he can say will add at all to what
                   they've just seen. Instead:

                                           KIRK
                             Pre-launch countdown will
                             commence in forty minutes.

              94   ANOTHER ANGLE - CREW                                          94

                   The scene they have just witnessed still vivid in their
                   minds as they gaze somberly up toward Kirk who is exit-
                   ing. The bridge crew follows him out. Not a word is 
                   said as the remainder of the crew waits another moment,
                   then begins to disperse toward their duty stations too.

              95   EXT. THE ENTERPRISE IN DRYDOCK (S)                            95

                   Spectacular ORBIT VIEW of the giant starship in the
                   process of release. BEYOND US, in half light, EARTH
                   LOOMS HUGE. The dock welders are gone; the supply pods
                   float away from the ship. Little tongues of blue flame
                   spurt from the ship's maneuvering jets.

              96   CLOSER - ON ENTERPRISE (S)                                    96

                   as the large dock umbilical is released, floats free of
                   its starship attachment. Dock departure is imminent.

              97   INT. BRIDGE                                                   97

                   Kirk in the center seat, intently studying the Naviga-
                   tion console in front of him (at the Navigator's
                   station, which is unoccupied.) Other bridge personnel
                   are busy with their pre-launch duties.

                                           UHURA
                             Transporters Room and Chief
                             Engineer Scott report trans-
                             porter system fully repaired 
                             and now functioning normally, 
                             sir.

                                           SULU
                             Dock signals clear, Captain.

                                           KIRK
                             Rely we are holding position
                             awaiting final crew replacements.

                                           UHURA
                             Captain, Transporter Personnel
                             reports the Navigator...
                                     (consults console)
                             ... Lieutenant Junior Grade Ilia
                             (Eye-lee-ah) is already aboard,
                             and en route to the bridge.

              98   ANGLE ON DECKER - AT THE SCIENCE STATION                      98

                   as Decker (now wearing Commander stripes) reacts,
                   almost startled, and Uhura continues:

                                           UHURA
                             She's a Deltan.

                   Uhura's tone and expression convey "Deltan" in a
                   certain, special manner.

                                           KIRK
                                    (reprovingly)
                             And there are no finer navigators
                             in Starfleet, Commander.

                   The last is interrupted by:

             98A   ANGLE ON THE ELEVATOR DOORS                                  98A

                   as they snap open, and there emerges a breathtakingly
                   beautiful young woman (uniformed as a Navigator Lieu-
                   tenant) who strides purposefully onto the bridge. A
                   stunning figure, but hairless, entirely bald but or
                   delicate eyebrows and eyelashes. Her bald head is not 
                   at all unattractive, in fact exudes an aura of sensual
                   nudity. Indeed, her whole being exudes sensuality.
                   (This is a racial characteristic, not a deliberate
                   presence.) She approaches Kirk

                   (NOTE: Throughout this sequence, Sulu eyes ILIA with
                   unrestrained admiration.)

                                           ILIA
                             Lieutenant Ilia reporting for
                             duty, sir.

                                           KIRK
                                     (formally; rising)
                             Welcome aboard, Lieutenant.

              99   ACROSS ILIA TO DECKER                                         99

                   as Ilia starts to speak, suddenly stops: she has just
                   then noticed Decker, who has stepped from his station
                   to face her. For an electronic moment their eyes meet,
                   hold in unquestioned recognition.

                                           DECKER
                             Hello, Ilia.

                                           ILIA
                                    (surprised)
                             Decker....!

                   Kirk has observed this with surprise and some concern
                   (it presages possible complications). Decker turns to
                   Kirk, slightly uncomfortable at this.
                                       
                                           DECKER
                             I was stationed on the Lieutenant's
                             home planet some years ago...

                   Ilia looks from Kirk back to Decker, puzzled at his
                   sleeve stripes.

                                           ILIA
                                     (eyes his rank
                                      stripes)
                             'Commander' Decker?

                                           KIRK
                             Our Exec and Science Officer...

                                           DECKER
                                     (bitingly)
                             Captain Kirk has the utmost
                             confidence in me.

                   Kirk flashes a hard glance at Decker, then toward
                   Ilia too.

                                           KIRK
                                     (pointedly)
                             And in you, too, Lieutenant.

                                           ILIA
                             My oath of celibacy is on record
                             Captain. May I assume my duties?

                   While respectful, her tone of voice has been just as
                   firm as Kirk's.

                                           KIRK
                             By all means.

             100   ACROSS KIRK TO UHURA                                         100

                   receiving a message, now relaying it.

                                           UHURA
                             Captain, Starfleet reports our
                             last six crew members ready to
                             beam up...
                                     (puzzled)
                             ... but one of them is refusing
                             to step into the transporter.

                   Just as Kirk a moment before was tense, now suddenly
                   he's relaxed again; he rises.

                                           KIRK
                                     (pleased)
                             Oh? I'll see that he beams up...!

                   And he hurries from the bridge, onto the elevator, is
                   gone. A moment of puzzled silence, then:
                   
                                           DECKER
                             Mr. Sulu, take Lieutenant Ilia
                             in hand.

                                           SULU
                                     (startled)
                             Sir...?
                                    (then understands)
                             Yes, of course...
                                     (to Ilia)
                             Your pre-programming is already
                             set in, Lieutenant.

                   Sulu has almost tripped getting out of his chair. He
                   starts offering Ilia his hand, then thinks better of
                   it, withdraws it abruptly, immediately busies himself
                   punching out equations on her console... AD LIBS,
                   "It's all on the computer. You'll have no problem..."
                   Sulu is nervous, fluttery around this lovely creature --
                   now hits a wrong switch. Produces a BEEPING SOUND which
                   he fumbles to shut off. She smiles; speaks quietly,
                   repeats:

                                           ILIA
                             I'm sworn to celibacy, Mister
                             Sulu. That makes me as safe
                             as any human female.

                   Sulu catches her eye but before he can reply, Decker has
                   moved in beside Ilia.

                                           DECKER
                             I now the Captain meant no person-
                             al insult.

                                           ILIA
                                     (eyes on console)
                             I would never take advantage of
                             a sexually immature species.
                                     (looks at him)
                             You can assure him that's true,
                             can't you?

                   Clearly, the remark carries special, personal
                   significance.

            101    INT. TRANSPORTER ROOM                                        101
              -                                                                   -
            102                                                                 102

                   Kirk entering as Rand and her assistant electronically
                   list the last of the five arrivals who are leaving the
                   Transporter Chamber. Kirk calls through intercom to
                   the last arrival, a young female Yeoman.

                                           KIRK
                             Yeoman, what was the problem
                             down there?

                                           YEOMAN
                                     (through intercom)
                             He insisted we go first, sir.
                             Said something about first seeing
                             how it scrambled our molecules.

                                           KIRK
                             Thank you, Yeoman
                                     (hits transmit control)
                             Starfleet , this is Captain Kirk.
                             The officer is to be beamed up
                             immediately!

             103   ANGLE ON THE CHAMBER (O)                                     103

                   A moment, then again the GENERATING HUMMING, and then
                   the familiar BEAMING EFFECT. And then you SEE McCOY!
                   He fully MATERIALIZES. He looks himself over as if in
                   pleased surprise he is still in one piece. CAMERA PANS
                   McCoy from the Transporter Chamber to Kirk who is hav-
                   ing a hard time containing his amusement and delight.

                                           KIRK
                             Well, for a man who swore he'd
                             never return to Starfleet...

                                           McCOY
                                     (flat, tight)
                             What happened, Captain, sir, was
                             that your revered Admiral Nogura
                             invoked a little known -- and
                             seldom used -- reserve activation
                             clause...
                                     (snaps)
                             ... in simpler language, Captain,
                             sir, they drafted me!

                                           KIRK
                                     (straight-faced)
                             They didn't...!

                   Kirk has offered his hand, but McCoy is already flaring:

                                           McCOY
                             This was your idea! It was
                             your idea, wasn't it!

                                           KIRK
                             Bones, there's a 'thing' out
                             there --

                                           McCOY
                             -- Why is any object we don't
                             understand called a 'thing'?

                                           KIRK
                                     (continues)
                             -- headed this way. I need you...
                                 
                                           McCOY
                             Were you behind this?

                                           KIRK
                                     (nods)
                             Bones, I need you badly.

                   Kirk extends his hand again; McCoy delays some moments
                   -- then finally responds. And once done, it is the long
                   hand clasp of two old friends reunited despite their
                   differences. Now McCoy turns to Rand.

                                           McCOY
                             Permission to come aboard, sir?

                                           RAND
                                     (elated)
                             Permission granted, sir!

                   And McCoy moves toward the door, grumbling:

                                           McCOY
                             I hear Chapel's an MD now; I
                             need a top nurse, not a doctor
                             who'll argue every diagnosis...
                             And --

                   Even when he's in the corridor his grumbling trails
                   after him.

                                           McCOY
                                     (continuing)
                             ... they've probably redesigned
                             sickbay, too. Engineers love to
                             change things.

             104   FULL ON KIRK                                                 104

                   as he gazes fondly after the grumbling McCoy, and now
                   turns to the intercom, flips it on:

                                           KIRK
                             All decks, this is the Captain.
                             Prepare or immediate departure.

            105    INT. ENTERPRISE - MONTAGE  DEPARTURE SCENES                  105
              -                                                                   -
            108                                                                 108
                   Bulkheads closing, feed lines disengaging, main
                   ENGINES HUM into life, crew personnel hurrying to
                   launch stations. SHOTS of cargo deck, down to
                   Engineering Section slamming shut. Drydock area
                   clearing, work lights go out, warning lights go on.

             109   INT. BRIDGE                                                  109

                   All flight positions manned, ready.

                                           UHURA
                             Dock control reports ready, sir.

                                           SULU
                             Helm ready, sir.

                                           ILIA
                             Orbital departure on plot, sir.

                                           UHURA
                             Yard command signaling clear,
                             sir.

                                           KIRK
                             Maneuvering thrusters, Mister
                             Sulu.

                                           SULU
                             Maneuvering thrusters, sir.

                                           KIRK
                             Hold station.

                                           SULU
                                     (working controls)
                             Thrusters at station-keeping, sir.

             110   EXT. EARTH ORBIT - ENTERPRISE AND DRYDOCK (S)                110

                   The starship within the drydock, but now the maneuver-
                   ing -- thrusters spurt pinpoints of BLUE-LAME. The
                   drydock is ready for the starship's departure -- not
                   a single pod or shuttlecraft in sight. The starship
                   looms majestically within the lacework girders.

             111   OMITTED                                                      111

             112   INT. BRIDGE                                                  112

                   as Kirk hesitates just an instant, seems to hold his
                   breath. Then:

                                           KIRK
                             Thrusters ahead, Mister Sulu. 
                             Take us out.

             113   EXT. EARTH ORBIT                                             113

                   The maneuvering -- thrusters spurt more BLUE FLAME.
                   The Enterprise begins moving, DOMINATING SCREEN as
                   it moves majestically from the drydock.

                   THEME MUSIC IN AND UP.

            114    CLOSER ANGLES - ENTERPRISE (S)                               114
              -                                                                   -
            117                                                                 117
                   emphasizing fine detail reality of both drydock and 
                   starship as saucer section emerges. Tiny space-
                   suited human figures watch the departing ship.
                   CAMERA HOLDS ON STARSHIP until completely clear
                   of the orbital dock.

            117A   INT. ENGINEERING SECTION                                    117A

                   Here in Engineering Section, the ENGINE THROBBING
                   SLOWLY BUILDS to a THUNDERING SOUND. A glow from
                   the central unit indicates anti-matter intermix
                   underway. The Engineering Section shudders as the
                   great engines draw more and more power.

                                           SCOTT
                             Intermix set, Bridge, impulse
                             power at your discretion.

             118   INT. BRIDGE - FAVORING KIRK                                  118

                   as he hesitates just an instant. This is the moment
                   he's awaited, and to him it is equally as sensuous
                   and gratifying as making love -- which, perhaps, he
                   is -- to his mistress: The Enterprise.

                                           KIRK
                                     (after a moment)
                             Impulse power, Mr Sulu.
                             Ahead Warp point-five.

             119   EXT. THE ENTERPRISE (S)                                      119

                   The maneuvering jets turn off, the impulse drive glows.
                   The Enterprise begins moving perceptibly faster --
                   behind her, the drydock diminishing rapidly in size.

                                           KIRK
                             Departure angle on viewer.

                                           CHEKOV
                             Departure angle.

                   We SEE viewer IMAGE SWITCH to a departing view of
                   lovely bluish, cloud-laced image of Earth as it grows
                   smaller, smaller, dwindling quickly as the starship
                   gathers speed.

                                           KIRK
                             Viewer ahead.

                   And viewer IMAGE SWITCHED to show the star patterned
                   space ahead.

             120   EXT. SPACE - SATURN                                          120

                   with its colorful rings and multiple moons FILLING a 
                   major portion of the FRAME.

                                           KIRK (V.O.)
                             Captain's Log, stardate 7412.6.
                             2.7 hours from launch...

             121   INT. BRIDGE - FAVORING THE VIEWER                            121

                   All hands tense with the excitement of the journey,
                   on the viewer Saturn -- and its rings -- are falling
                   away (BEHIND US). OVER this:

                                           KIRK (V.O.)
                                     (concerned)
                             ... in order to intercept the
                             Intruder at the earliest possible
                             time, we must now risk engaging
                             Warp drive while still within the
                             solar system...

                   End of log.

             122   ANGLE ON DECKER - SCIENCE STATION                            122

                   punching in equations on his console, reaching a
                   reading:

                                           DECKER
                             Captain, assuming we have full
                             Warp capability, accelerating to
                             Warp Seven on leaving solar system
                             will bring us to IP with the
                             Intruder in twenty point one hours.

            122A   INCLUDE ILIA                                                122A

                   Checking her console.

                                           ILIA
                             Science Officer's computations
                             confirmed, sir.

                   And Decker and Ilia glance at each other -- and again,
                   you know there is something more than casual in this.

             123   ANGLE ON THE ELEVATOR DOORS                                  123

                   as they open, and McCoy appears, walks over to Kirk
                   who swings his chair around to face him. McCoy is
                   his usual dour self.

                                           KIRK
                             Well, Bones, do the new medical
                             facilities meet with your
                             approval?

                                           McCOY
                             They do not. It's like working
                             in a damned computer center.

                                           KIRK
                                     (turning to Decker)
                             Programming ready?

                                           DECKER
                             Program set for standard Warp
                             entry, Captain...

                   Kirk starts to swing his chair to normal position --
                   Decker calls:

                                           DECKER
                                     (continuing)
                             ... but I still recommend
                             further simulation study.

                                           KIRK
                             Mister Decker; every minute
                             brings that object nearer Earth!
                                     (using intercom)
                             Engineering! Stand by for
                             Warp Drive.

                   McCoy is watching Kirk, a bit surprised at his abrupt-
                   ness to Decker.

                                           SCOTT'S INTERCOM VOICE
                                     (worried)
                             Captain, we need further Warp
                             simulation on the flow sensors...

                                           KIRK
                             Engineer, we need Warp speed now!

                                           McCOY
                                     (very gently)
                             You're pushing Jim. Your people
                             know their jobs.

                   Kirk flashes McCoy a glance of annoyance -- then back
                   to using intercom:

             124   INT. ENGINEERING                                             124

                   The main intermix chambers GLOWING with power; the LOW
                   RUMBLE of the main engines coming to life.

                   The CAMERA FINDS Scott in the chamber:

                                           SCOTT
                                     (into intercom)
                             Hold one minute, please, Captain --

                   He steps to his console where an ASST. ENGINEER is
                   working a computer, studying the readouts, punching
                   buttons, etc. Scott stands over him, grimly observ-
                   ing. Finally, the Asst. simply shrugs with frustration.

                                           ASST.
                             That's it, sir; I can't do any
                             better.

                                           SCOTT
                                     (grim)
                             Aye, lad...
                                     (into intercom)
                             It's borderline on the simulator,
                             Captain: I canna guarantee that
                             she'll...

             125   INT. BRIDGE                                                  125

                   as Kirk, annoyed, interrupts Scott on the intercom.

                                           KIRK
                             Warp Drive, Mr Scott.

                   McCoy still watches curiously as Kirk turns to the
                   helm:

                                           KIRK
                                     (continuing)
                             Ahead Warp One, Mr Sulu.

                                           SULU
                             Accelerating to Warp One, sir.

                   Sulu moves his controls forward -- everyone waits
                   tensely -- and then we HEAR THE INCREASING THROB OF
                   THE ACCELERATING ENGINES.

                                           SULU
                                     (continuing)
                             Warp point seven... point eight
                             ... nine...

             126   EXT. SPACE  THE ENTERPRISE - AFT AND AHEAD (S)               126

                   We SEE the WARP POWER EFFECT build up between the en-
                   gine "nacelles" -- then the starship makes the QUANTUM
                   LEAP into warp drive. The stars ahead shift, streak,
                   colors pulsating and changing as the shift exceeds the
                   wave lengths of the light spectrum -- and the stars
                   congeal into a MASS ahead.

             127   INT. BRIDGE - PAST KIRK TO THE VIEWER (O)                    127

                   as the viewer shows the same WARP DRIVE EFFECT. or
                   another moment all remain tense, and then all at once
                   relax, release their breaths. Smiles.

                                           SULU
                             Warp One, sir.

                   Kirk smiles, pleased, starts swinging his chair around,
                   at the same time calling:
          
                                           KIRK
                             Mr. Decker --

                   Kirk never finishes the word. At that instant, on the
                   viewer, a WORMHOLE DISTORTION: a sudden SPIRALING OF
                   STARS AND FLUID LIGHT narrowing into a VORTEX into
                   which the Enterprise hurtles. A space trap, a deadly
                   pandemonium of ALARM KLAXONS, BELLS, VOICES:

                                           KIRK
                                     (continuing)
                             Wormhole!... Get us back on
                             impulse power! Full reverse!

             128   EXT. SPACE - THE ENTERPRISE (S)                              128

                   Enterprise has been caught in a matter-time distortion,
                   sucked into a cylindrical "hole in space" (the Worm-
                   hole distortion), stars and planets become strange,
                   elongated shapes, with the Enterprise drawn deeper
                   and deeper into the vortex.

             129   INT. BRIDGE                                                  129

                   The KLAXONS and BELLS CONTINUE, and the crew responding:

                                           SULU
                             Negative helm control, Captain!
                             Going reverse on impulse power...!

                                           UHURA
                             Subspace frequencies are jammed
                             by Wormhole effect!

                                           COMPUTER VOICE
                                     (terse, flat)
                             Collision alert...!
                             Collision alert...!

                   (Note: Computer alert continues through entire scene.)

                                           DECKER
                                     (consulting his viewer)
                             Negative control from inertial
                             lag will continue 22 point five
                             seconds before forward velocity
                             slows to sub-light speed.

                                           ILIA
                             Unidentified small object has
                             been pulled into the wormhole
                             with us, Captain! Directly 
                             ahead...!

                                           KIRK
                             Forcefields up full! Put object 
                             on viewer...!

             130   ANGLE ON THE MAIN VIEWER (O)                                 130

                   showing (a magnification view) of a tiny point of light
                   directly ahead. Meanwhile, Kirk shouts an AD LIBBED
                   order to Sulu: "Go to Manual override!" Sulu AD LIBS,
                   "No manual response...!" (Through all this, McCoy
                   stands frozen, waiting -- and expecting -- the worse.)
                   Meanwhile, Ilia has reached over to Sulu's console,
                   hits a button, AD LIBBING, "Navigational deflectors
                   coming up...!" And then with alarmed dismay:

                                           ILIA
                             Navigational deflectors 
                             inoperative...!
                                     (consulting her 
                                      console, alarmed)
                             Directional control also 
                             inoperative, Captain...!

                                           DECKER
                             Wormhole distortion has over-
                             loaded main power systems...!

             131   CLOSE ON MAIN VIEWER (O)                                     131

                   The picture is switched through two further levels of
                   magnification, enlarging the object: an elongated,
                   distorted, pitted asteroid, tumbling toward the Enter-
                   prise on a collision course.

                                           KIRK
                                     (toward Ilia)
                             Time to impact...?

                                           ILIA
                             Twelve seconds...!

                                           KIRK
                             Mr. Chekov, stand by on the
                             phasers...!

                                           DECKER
                                     (racing to Chekov's
                                      station)
                             Delay that phaser order! Arm
                             photon torpedoes...!

             133   ANOTHER ANGLE - McCOY NOTICING KIRK                          133

                   who has just glanced, surprised at Decker (for counter-
                   manding the phaser order) -- and for a split instant,
                   Kirk seems confused. McCoy reacts with enlightenment
                   as, meanwhile:

             134   ANOTHER ANGLE - THE VIEWER (O)                               134

                   The object even larger.

                                           CHEKOV
                             Photon torpedoes armed...!

                                           ILIA
                             Object is an asteroid, reading
                             mass point seven...
                                    (consulting instruments)
                             Impact in eight seconds...
                             seven... six... five...

                                           DECKER
                             Fire torpedoes...!

                                           CHEKOV
                                     (punching button)
                             Torpedoes away...!

             135   EXT. SPACE - PAST THE ENTERPRISE AND THE ASTEROID (S)        135

                   as the starship's photon torpedo tubes EJECT GLOWING
                   BALLS OF LIGHT ENERGY, which seems to float toward the
                   oncoming asteroid, almost too slowly. And in these
                   brief seconds, the asteroid hurtles at the Enterprise,
                   the huge pitted rock growing even larger than the ship
                   itself. It FILLS THE SCREEN, as the photon torpedoes
                   hit, disintegrating the asteroid into thousands of
                   fragments. Instantly, these fragments pulverize them-
                   selves on the ship's forward forcefield and deflector
                   screens. The smaller pieces burn up on impact, clearly
                   outlining the ship's forcefield barriers.

             136   INT. BRIDGE - INCLUDING MAIN VIEWER (O)                      136

                   The asteroid fragments still smashing into the force
                   field screen; the smaller bits like SPARKLERS as im-
                   pact heat consumes them. The larger sections bouncing 
                   away, the bridge QUIVERING as they hit.

                   Then one final gigantic fragment strikes, the bridge
                   SHUDDERS. And then the viewer shows only the normal
                   SUB-WARP EFFECT: The stars ahead, relatively station-
                   ary; a feeling of motion, but smooth, visually normal.

                                           CHEKOV
                                     (relieved)
                             We're out of it...!

                                           DECKER
                             We are at warp point eight.
                             Position report, Navigator..?

                                           SULU
                             Helm control restored, sir.

                                           ILIA
                             Computing new interception
                             course.

                                           UHURA
                             Communications are normal,
                             Captain.

                                           CHEKOV
                                     (to Kirk)
                             Negative damage report, sir.
                                     (to McCoy)
                             No casualties reported, sir.

                                           McCOY
                                     (tight)
                             Wrong, Mr. Chekov, there are
                             casualties. My wits!
                                     (to Kirk, indignant)
                             As in 'frightened-out-of'...!

                                           DECKER
                                    (into intercom)
                             Engineer... report status there.

             137   INT. ENGINEERING                                             137

                   with Scott and his crew pouring over the instruments --
                   all seem very grim. Scott, quite preoccupied, now
                   speaks into the intercom.

                                           SCOTT
                             In just a second, Exec; we're 
                             picking up the pieces down here.

             138   INT. BRIDGE                                                  138

                   Kirk seeming to collect his thoughts now -- he gives
                   Decker a look, uses the intercom himself:

                                           KIRK
                             Warp Drive as soon as possible, 
                             Mr. Scott.

                                           SCOTT'S INTERCOM VOICE
                                     (protesting)
                             Captain, it was our anti-matter
                             imbalance that created the 
                             wormhole in the first place. It 
                             will happen again if we don't 
                             correct it.

                                           KIRK
                             That object out there is less
                             than two days from Earth, Mister 
                             Scott. We've got to intercept 
                             while it still is out there!

                                           SCOTT'S INTERCOM VOICE
                                     (near annoyed)
                             Aye, we understand that sir!
                             We're doing our best.

                   as Kirk flips off the intercom, rises determinedly,
                   faces Decker:

                                           KIRK
                             Mr. Decker, I'd like to see you
                             in my quarters.
                                     (toward helm)
                             You have the conn, Mr. Sulu.

                                           McCOY
                                     (to Kirk)
                             Mind if I tag along?

                   Kirk gives McCoy an annoyed look, then strides to the
                   elevator. Decker, grim, follows -- McCoy brings up
                   the rear as they EXIT.

             139   ANGLE FAVORING ILIA                                          139

                   gazing worriedly at the just-closed elevator doors,
                   as Sulu is punching figures into his console.

                                           SULU
                             Maintaining warp point 
                             eight; I show our new heading 
                             as 287 point three Mark 105.

                   Ilia's attention is directed toward Decker.

                                           SULU
                                     (continuing; gently
                                      reminding)
                             Lieutenant Ilia...?

                                           ILIA
                                     (a beat; then 
                                      quickly)
                             Confirmed, Mr. Sulu. Confirmed.

                   And she punches in some equations, then again peers
                   up at the doors where she last saw Decker. She is
                   very concerned.

             140   INT. KIRK'S QUARTERS                                         140

                   The doors opening, Kirk entering, McCoy moves to b.g.
                   while Decker stands attentively, waiting as Kirk
                   turns to him.

                                           KIRK
                             Explanation, Mr. Decker: Why was
                             my phaser order countermanded?

                                           DECKER
                                    (cool, polite)
                             Sir, the Enterprise redesign
                             increases phaser power by
                             channeling it through the main
                             engines. When they went into
                             anti-matter imbalance, the
                             phasers were automatically cut
                             off.

                   Kirk is surprised by this information, perhaps slight-
                   ly chagrined. After a beat:

                                           KIRK
                             Then you acted properly, of course.

                                           DECKER
                             Thank you, sir. I'm sorry I embar-
                             rassed you.

                                           KIRK
                             You saved the ship.

                                           DECKER
                                     (coolly)
                             I'm aware of that, sir.

                                           KIRK
                                     (flaring)
                             Stop competing with me, Decker!

                                           DECKER
                             Permission to speak freely, sir?

                                           KIRK
                                     (tight)
                             Granted.

                                           DECKER
                             Sir, you haven't logged a single
                             star hour in two and a half years.
                             That, plus your unfamiliarity
                             with the ship's design -- in my
                             opinion, sir, seriously jeopardizes 
                             our mission.                          

                   Kirk reacts with anger. Struggles for and regains
                   control.

                                           KIRK
                             I trust you will... nursemaid me
                             through these difficulties, Mister?

                                           DECKER
                             Yes, sir, I'll do that.

                   Kirk peers at Decker, who stands facing him 
                   determinedly.

                                           KIRK
                             Then I won't keep you from your
                             duties any longer, Commander.
                                     (whirling at McCoy)
                             Yes, Doctor?

                   Kirk's last line has drowned out Decker's "Aye, sir."
                   McCoy says nothing, waits until Decker is gone and the
                   door closes behind him. Then:

                                           McCOY
                             He may not be wrong, Jim.

             141   OMITTED                                                      141      
               -                                                                  -
             142                                                                142


             143   INT. CORRIDOR                                                143

                   Decker moving toward an elevator -- the elevator doors
                   open, and there is Ilia. She steps out, faces him.

                                           ILIA
                             Was he difficult?

                                           DECKER
                             No more than I expected
                                     (hesitates)
                             Not as difficult as this. I'm
                             sorry...

                                           ILIA
                             That you left? or that you didn't
                             say 'goodbye'?

                                           DECKER
                             If I'd seen you again, would you
                             have been able to say it?

                                           ILIA
                                     (long hesitation;
                                      then shakes head)
                             No.

                   Ilia whirls, moves toward her stateroom door, which
                   snaps open, then closes behind her. Decker stands
                   gazing at the door, remembering, regretful.

             144   OMITTED                                                      144

            144A   INT. KIRK'S CABIN - KIRK AND McCOY                          144A

                                           KIRK
                             Get out of here, Bones.

                                           McCOY
                                     (shakes head)
                             As ship's doctor, I am now
                             discussing the subject of
                             command fitness.

                   Kirk's expression hardens.

                                           KIRK
                             Make your point, Doctor.

                                           McCOY
                             The point, Captain, is that it's
                             you who's competing...
                                     (a beat, as Kirk reacts)
                             You pulled every string in the
                             book short of blackmail to get
                             the Enterprise -- maybe even
                             that. And when this mission is
                             over, you have no intention of
                             giving her back.

                                           KIRK
                                     (tight)
                             I intend to keep her, is that
                             what you're saying, Doctor?

                                           McCOY
                             It's an obsession -- that can
                             blind you so far more immediate
                             -- and critical responsibilities.
                             Your reaction to Decker is an
                             example.

                   Kirk studies him a beat; has McCoy touched a nerve?
                   Something Kirk himself might have been unaware of?
                   Kirk starts speaking, but is interrupted by:

                                           UHURA'S INTERCOM VOICE
                             Bridge to Captain.

            144B   ANGLE TO INCLUDE CABIN VIEWER                               144B

                   as Kirk turns to it.

                                           KIRK
                             Viewer on.

                   At his VOICE COMMAND, the viewer comes on with AN IMAGE
                   of Uhura at her console.

                                           UHURA FROM VIEWER
                             Signal from a Federation-registered
                             long-range shuttle, sir. She
                             wishes to come alongside, and
                             lock on.

                                           KIRK
                             For what purpose?

                   On the viewer, Chekov's IMAGE replaces Uhura.

                                           CHEKOV
                             It is a courier, Captain. Grade
                             One priority. Non-belligerency
                             confirmed.

                                           KIRK
                             Very well, Mr. Chekov, see to it.
                             Viewer off.

                   Viewer IMAGE FADES. Kirk turns back to McCoy whose
                   question of Kirk's fitness still hangs there between
                   them. Eye to eye - then, finally:

                                           KIRK
                                     (continuing)
                             Your... opinion has been noted,
                             Doctor.
                                     (beat)
                             Is there anything further?

                                           McCOY
                             I hope not.

                   Kirk nods, exits. McCoy watches him go, hoping his
                   point has gotten through.

             145   OMITTED                                                      145

             146   EXT. SPACE - THE SHUTTLE (S)                                 146

                   traveling at a rapid speed; it carries warp-capacity
                   nacelles which dwarf the smaller  to 10 position
                   shuttle fuselage. The CAMERA HOLD ON THE SHUTTLE
                   as it overtakes the Enterprise, the ENTERPRISE COM-
                   ING INTO VIEW, and the shuttle slowing and beginning
                   to move between the starship's giant nacelles.

             147   EXT. SPACE - THROUGH WINDOW IN OFFICERS' LOUNGE -            147
                   THE ENTERPRISE AND THE SHUTTLE (S)

                   About the size of a fighter airplane floating in over
                   the vastness of an aircraft carrier. The shuttle
                   slows further, hovering now. Then its fuselage pod
                   detaches from the warp drive nacelles -- the pod
                   moving slowly but precisely toward the starship's
                   command airlock.

             148   INT. POD HATCH ENTRY AREA                                    148

                   as we HEAR the CLANK and WHOOSH of the AIRLOCK MECHAN-
                   ISM. Chekov is standing by  with a security man.

                   A moment later the hatch slips open - TO REVEAL
                   Spock. A proud Spock, impassively Vulcan, almost
                   contemptuously aloof. His hair is now trimmed in
                   neat Vulcan style; he wears Vulcan attire simple,
                   civilian, utilitarian.)

                                           SPOCK
                             Permission to come aboard, sir?

                                           CHEKOV
                             Granted, sir! Granted!

                   Spock is already moving out of the pod entry area, im-
                   passive, no greeting on his lips; no friendship in his
                   expression.

             149   EXT. SPACE - THE SHUTTLE LEAVING                             149

                   pulling away from Enterprise.

             150   INT. BRIDGE                                                  150

                   The elevator doors open, and there is Spock. It takes
                   everyone a moment to believe their eyes. Then, the
                   Bridge crew AD LIB their surprise and pleasure.

                                           KIRK
                             Spock...! Spock, where...how...?

                   Kirk, smiling, is moving toward Spock with hand out-
                   stretched. But Spock has already turned and moved
                   toward the science console where Decker sits.

                                           SPOCK
                             Commander, if I may...?

             150A  AT SCIENCE CONSOLE                                          150A

                   It takes Decker a moment to realize that Spock wants
                   to take over the console. He begins getting to his
                   feet, throwing Kirk a look. But Kirk's attention is
                   totally on SPOCK. And Spock is already intent on com-
                   putations he is beginning to punch into the science
                   console computer.

                                           SPOCK
                             I have been monitoring your
                             Starfleet transmissions, Captain,
                             your engine design difficulties.

                   Spock continues to punch information into the science
                   computer -- a monitor screen IMAGE begins to show com-
                   plex equations which Spock inspects -- he makes a
                   further computer punch out and inspects a second  monitor 
                   IMAGE of other equations. Only then does Spock seem to
                   become aware of Kirk and Decker standing there with
                   questioning expressions.

                                           SPOCK
                                     (continuing)
                             I offer my services as Science
                             Officer.

                   Kirk starts to grin -- then remembers to wipe it off
                   his face as he turns to Decker.

                                           KIRK
                             If our Executive Officer has no
                             objections...?

                                           DECKER
                                     (interrupting)
                             Of course not. I'm aware of
                             Mister Spock's qualifications.

                                           KIRK
                                     (grinning openly now;
                                      turns, calls)
                             Mister Chekov, log Mister Spock's
                             Starfleet commission reactivated;
                             list him as Science Officer; both
                             effective immediately.

            151   ANGLE TO INCLUDE ELEVATOR DOORS                               151

                   as they SNAP open -- McCoy and Chapel appear. Chapel
                   sees Spock at the science console -- she moves in
                   quickly, overjoyed. Even McCoy seems pleased.

                                           CHAPEL
                             Mr. Spock...!!!

                                           McCOY
                             So help me, I'm actually
                             pleased to see you.

                   But as Chapel crosses to Spock, her pleased smile
                   brightening her whole face, Spock turns, dismisses her
                   presence with a cold disinterested glance -- Chapel
                   stops, stands dumbfounded. Spock gives McCoy a similar
                   glance - turns back to his console readings as:

                                           UHURA
                             That's how we all feel, Mister...

                   The same cold glance causes Uhura to stop in mid-
                   sentence. Several grins directed toward Spock are now
                   fading from bridge crew faces. Spock has turned back
                   again for a last quick reading at the console and now
                   stands -- totally ignoring everyone else as he speaks
                   coolly, unemotionally to Kirk:
          
                                           SPOCK
                             With your permission, I will now
                             discuss these fuel equations with
                             the Engineer.

                   Kirk manages a nod, a bit dumbfounded himself at Spock's
                   strange manner. Spock heads for the elevator -- puz-
                   zled expressions from the entire bridge crew. Then
                   Kirk calls after him, very sincerely:

                                           KIRK
                             Mister Spock, welcome aboard!

                   Spock continues onto the elevator without any acknow-
                   ledgment, leaves. Kirk glances, perplexed, at McCoy.
                   McCoy, equally perplexed, shrugs.

                                           McCOY
                             Never look a gift Vulcan in the
                             ears, Jim.

             152   EXT. SPACE - THE ENTERPRISE (S)                              152

                   traveling past the stars, sub-warp. OVER this:

                                           KIRK (V.O.)
                                     (buoyant)
                             Captain's Log. Stardate 7413.4.
                             Thanks to Mr. Spock's timely
                             arrival - and assistance...

             153   INT. ENGINEERING - SPOCK AND SCOTT                           153
                   
                   Scott making an intermix chamber reading with a hand-
                   held timer-temperature device which emits SIGNALS while
                   Spock now in regulation uniform and hair trim, makes
                   adjustments in the circuitry of a panel complex. Dur-
                   ing the following, they will react as if they've solved
                   the engine problem.

                                           KIRK (V.O.)
                                     (continues)
                             ... we have the engines rebalanced
                             into full warp capacity. Repair
                             time less than three hours...

             154   INT. BRIDGE - ALL BRIDGE CREW EXCEPT SPOCK                   154

                   Sulu at the helm, accelerating; just a touch of tense-
                   ness in crew as they move toward the speed which
                   earlier threw them into the "wormhole" effect.

                                           KIRK (V.O.)
                                     (continues)
                             ... which means we will now be
                             able to intercept Intruder while
                             still more than a day from Earth.

             155   ANGLE INCLUDING MAIN VIEWER (O)                              155

                   Stars accelerating as Sulu calls off:

                                 
                                           SULU
                             Warp point eight... point nine...

                   The viewer shows the QUANTUM LEAP into warp drive. The
                   stars ahead shift, streak and congeal into WARP EFFECT
                   MASS.

                                           SULU
                                     (continuing)
                             Warp one, sir.

                   The others wait, then show relief as:

                                           SULU
                                     (continuing)
                             Warp two, sir... warp three...

                   He continues to seven.

                                           SCOTT'S INTERCOM VOICE
                             Engineering to Bridge... New
                             intermix balance holding steady.
                             She's not even straining!

             156   INT. OFFICER'S LOUNGE (O)                                    156

                   Where, first, CAMERA SHOOTS THROUGH THE WINDOW, the
                   myriad of stars, space, the whole magnificent vista.
                   In the lounge, empty but for them, are Kirk and McCoy
                   -- obviously awaiting Spock, who ENTERS and presents
                   himself cold and aloof as before:

                                           SPOCK
                             Reporting as ordered, Captain.

                                           KIRK
                             Sit down, please.

                   Spock remains standing, addresses Kirk:

                                           SPOCK
                             Sir, I would appreciate Dr. McCoy
                             absenting himself from this
                             interview.

                                           KIRK
                             I want him here.
                                    (indicating)
                             Sit down!
          
                   For an instant, it looks like Spock will refuse. Then,
                   he complies but sits formally, rigidly. He ignores
                   McCoy totally.

                                           KIRK
                             You've reported that you felt
                             strong thought emotions. A
                             group of minds from a space
                             vessel? Could you make out any
                             plan, anything to do with
                             Earth?

                                           SPOCK
                                     (still formally)
                             Negative, Captain. I could sense
                             only what seemed an almost
                             omniscient pattern of perfect
                             logic. I can explain nothing
                             more; I understand nothing more.

                   Kirk is clearly disappointed -- and a bit uncomfortable
                   about what he must ask next. He exchanges a glance
                   with McCoy, then:

                                           KIRK
                             Also -- there was nothing in your
                             report about why you're here.

                                           SPOCK
                             That inquiry invades my personal
                             life, Captain.

                                           McCOY
                             Spock, we've already guessed why
                             you're here...

                                           KIRK
                             I inquired about you -- learned
                             you were studying with the
                             Masters...

                   Although Spock has been almost infuriatingly emotionless,
                   his expression shifts slightly. McCoy indicates this:

                                           McCOY
                             That flicker of emotion confirms
                             our guess. You failed.
          
                                           SPOCK
                                     (facing McCoy for
                                      the first time)
                             Your deductions do you credit,
                             Doctor... if your puerile
                             curiosity does not.

                                           McCOY
                                     (not in amusement)
                             And now, anger, Spock?

                   Spock looks straight ahead -- his face instantly com-
                   posed to almost total blankness.

                                           SPOCK
                                     (beat; nods)
                             I still contain fragments of my
                             human half.
          
                                           KIRK
                             And whatever you sensed out here....

                                           SPOCK
                              ... is my only hope of accomplishing
                             what the Masters could not.

                                           McCOY
                             If you achieve perfect logic, Spock,
                             you'll pay a price. It's given
                             your planet ten thousand years of
                             peace, but no poetry's been written
                             since then, no music.

                   Spock has come to his feet fast - but Kirk is on his
                   feet too, confronting him. During which:

                                           KIRK
                             Let it drop, Bones.
                                     (to Spock)
                             You are my Science Officer -- I'll
                             expect an immediate report on
                             anything further you learn or sense
                             from here on.

                                           SPOCK
                             I have accepted service here as
                             a Starfleet officer... sir.

                                           KIRK
                                     (nods)
                             I know this has been painful, Spock.
                             For me too. Thank you.

                   Spock EXITS. Kirk and McCoy exchange a troubled look,
                   then EXIT too as CAMERA CENTERS AGAIN ON OBSERVATION
                   WINDOW, the view of space there.

             157   OMITTED                                                      157 
               -                                                                  - 
             159                                                                159

            159A   INT. BRIDGE - CLOSE ON CHEKOV'S HAND                        159A

                   pushing red alert. The ALERT SOUNDS; the red lights
                   begin FLASHING.

                                           CHEKOV'S VOICE
                             Red alert! Red alert!

             160   BRIDGE ANGLE - INCLUDING MAIN VIEWER                         160

                   All regulars in position (different uniforms), extra
                   CREW hurrying in from elevators to man the remainder
                   of the console positions. Decker is making a bridge
                   circuit.

                                           KIRK
                             Full mag on viewer!

                   Sulu hits a control -- viewer seems to ZOOM AHEAD and
                   in the distance we SEE a point of light which grows
                   into the LUMINESCENT CLOUD. The same as seen by the
                   Klingons and Starfleet's Epsilon Nine station. Myster-
                   ious, beautiful, and menacing.

                                           KIRK
                                     (continuing)
                             Linguacode?

                                           UHURA
                             Continuing friendship messages on
                             all frequencies, sir.

                                           CHEKOV
                             All decks and divisions confirm
                             status red.

                                           SPOCK
                                     (flat, impassive)
                             We are being scanned, Captain.

             161   ANOTHER ANGLE - ACROSS KIRK (AND DECKER) TO SPOCK            161

                   as Kirk whirls toward Spock's station, calls out:

                                           KIRK
                             Do not return scan, Mr. Spock!
                             It may be misinterpreted as
                             hostility!

                                           SPOCK
                             Intruder scans emanate from
                             the exact cloud center.
                             Energy of a type entirely un-
                             known to me.

                                           UHURA
                                    (after a moment)
                             No response to friendship
                             messages, Captain.

                                           CHEKOV
                             Should I go to battle stations,
                             sir.

                                           KIRK
                             Negative, We'll take no prov-
                             ocative action.

                   Decker has reacted sharply, disapprovingly, to this:

                                           DECKER
                             Recommend defensive posture,
                             Captain: Screens and shields.

                                           KIRK
                             No...
                                     (pause)
                             ... that could also be misinter-
                             preted as hostile, Mr. Decker.
                                     (to Spock)
                             Cloud composition, Mr. Spock?

                                           SPOCK
                             Twelve power energy field --

                                           SULU
                                     (in disbelief)
                             -- twelve power?!

                                           DECKER
                                     (urgently)
                             Captain, we've seen what their
                             weapons can do. Shouldn't we 
                             take every possible precaution -- ?

                                           KIRK
                             Mr Decker....

                                           SPOCK
                                     (interrupting)
                             Captain, I suspect there's an
                             object at the heart of that cloud.

                                           KIRK
                                     (cool)
                             Mr. Decker, I will not provoke 
                             an attack, If that order isn't 
                             clear to you...

                                           DECKER
                                     (interrupting in mid
                                      sentence)
                             Captain, as your Exec, it's my
                             duty to point out alternatives.

                   A moment of thought from Kirk.
                                           
                                           ILIA
                             Five minutes to Cloud boundary!

                                           KIRK
                                     (a look)
                             I stand corrected Mr. Decker.
                                     (toward Ilia)
                             Navigator, lay in a conic section
                             flight path into the cloud center;
                             bring us parallel to whatever
                             we find in there...

             162   FAVORING THE VIEWER (O)                                     162

                   The Cloud has now grown so large it DOMINATES THE
                   ENTIRE VIEWER. Sulu hits a button, reducing magnif-
                   cation. Immediately, the CLOUD diminishes in size --
                   but almost instantly begins GROWING AGAIN. Decker's
                   annoyance (with Kirk) suddenly seems to dissipate as
                   his total attention is diverted to the cloud.

            162A   ANOTHER ANGLE - SPOCK, DECKER AND KIRK                     162A

                   Decker turning to Spock

                                           DECKER
                             That measures twelve power?
                             Ten thousands of starships couldn't 
                             generate that much...
          
                   Decker trails his words, realizing that Spock isn't
                   hearing a word. Spock's attention is on the O.S. main
                   viewer, totally absorbed by something he's feeling.
                   He is slowly rising from his seat, stepping forward --
                   Kirk becomes conscious of this, turns and sees Spock's
                   strange expression. Before he can speak:

                                           SPOCK
                             They have... they have been
                             communicating with us. I sense
                             ... puzzlement. Why have we
                             not replied?

                                           KIRK
                             Communicated with us how?

                   Spock shakes his head... then reacts as if sensing or
                   theorizing something further. He turns, moves quickly
                   to his console, begins there as if searching for something.
                   Interrupted by another ALARM KLAXON.

                                           DECKER
                             Signal medical alert, Mister
                             Chekov!

                                           COMPUTER VOICE
                             Incoming fire. Ahead. Zero, 
                             ... mark, zero.
                             Incoming fire. Ahead. Zero,
                             mark, zero.

             163   FULL ON THE MAIN VIEWER (O)                                  163

                   showing a WHIPLASH ENERGY BOLT streaking from the
                   Cloud!

                                           KIRK (O.S.)
                             Forcefields now...! Deflectors
                             up full!
                                           SULU (O.S.)
                             Commencing evasive
                             maneuvers... !

                   Bridge begins to tilt.

             164   REVERSE ANGLE                                                164

                                           CHEKOV
                             Forcefields and deflectors up
                             full, Captain.

             165   EXT. SPACE - ENTERPRISE (S)                                  165

                   The WHIPLASH ENERGY BOLT speeds toward the Enterprise,
                   which veers sharply away now -- but WHIPLASH FOLLOWS.

             166   INT. BRIDGE AND VIEWER (O)                                   166

                   With the WHIPLASH ENERGY BOLT on the main viewer,
                   closer and closer -- heading straight-on for the Star-
                   ship. From the Bridge a CACOPHONY OF VOICES AND
                   SOUNDS, but all organized and disciplined with the
                   BRIDGE LIGHTING DIMMING and then as though traveling 
                   the last short distance (actually several million
                   miles) in the wink of an eye -- the WHIPLASH OF ENERGY
                   STRIKES. The bridge lights go out.

                   In the sudden darkness, the main viewer is all at once 
                   a frantic, furious, pattern of GREEN-WHITE FLARING ENERGY,
                   accompanied by an EXPLOSIVE SHRILLING SOUND. It seems to 
                   cling to the forcefields, the incredible energy of the          
                   forcefield barriers.

             167   FAVORING CHEKOV'S STATION (O)                                167

                   as a sheet of GREEN WHIPLASH ENERGY bursts from
                   Chekov's console -- a LASH of FLAME engulfs Chekov's
                   arm. Automatic fire control nozzles SPURT FOAM over
                   him as he falls twisting and groaning in pain. Ilia
                   reacts first, crossing quickly to assist Chekov --
                   Decker joins her, taking over Chekov's console.

             168   OMITTED                                                      168

             169   EXT. SPACE - THE ENTERPRISE UNDER ATTACK (S)                 169

                   The SHEET OF WRITHING-GREEN ENERGY enveloping the
                   entire vessel, outlining it starkly. (And outlining,
                   too, the forcefield screens and deflectors -- batter-
                   ing at them, seeking some gap through which to
                   penetrate.)

             170   INT. BRIDGE - FAVORING THE VIEWER (O)                        170

                   The bridge still darkened, and on the viewer the WHIP-
                   LASH ENERGY splattering the entire viewing screen with
                   GREEN ENERGY BRILLIANCE, forcing all to shield their
                   eyes against the impossible glare.
 
             171   OMITTED                                                      171
          
             172   INT. ENGINEERING                                             172
 
                   A smoking panel BURSTS INTO A SHOWER OF SPARKS AND
                   FLAME, spewing over and past Scott and his crew.

                                           SCOTT
                             Bypass...! Alternate
                             Integrators!

             173   INT. BRIDGE AND VIEWER (O)                                   173

                   as, first on the viewer, the WHIPLASH ENERGY BOLT
                   EFFECT clings another moment then begins FADING. And
                   then it is gone. The bridge lights go on again.
                   Elevator doors open. Doctor Chapel and Medical Corps-
                   men arrive and cross immediately to where Ilia tends
                   to the injured Chekov.

                                           SULU
                             The new screens held...!

                                           SCOTT'S INTERCOM VOICE
                             Engineering to bridge; we cannot
                             hold full power on forcefields;
                             deflector power is down seventy
                             percent!

            173A   CHEKOV'S STATION                                            173A

                   Over the following, we will HEAR Captain Kirk AD LIB
                   order; "Divert auxiliary systems power to deflectors!"
                   and SCOTT INTERCOM VOICE answer: "All auxiliary power
                   to deflectors, sir." Meanwhile, Chapel and Corpsmen
                   giving medical treatment to Chekov who is in agony.
                   Chapel is about to give an injection.

                                           ILIA
                             No, I can stop his pain.

                   The Deltan woman takes Chekov's upper arm in both her
                   hands, kneading her fingers deep into nerve centers --
                   Chekov's pain begins to quickly recede and he is almost
                   startled by the sudden relief. Doctor Chapel, now
                   spraying plasti-skin on the burned hand and wrist,
                   gives Ilia a surprised, approving look and a flicker
                   of female friendship passes between the Deltan and
                   Earth woman. (setting up a later story point)

             174   CLOSE ON VIEWER (O)                                          174

                   The energy brilliance gone now, we can SEE the CLOUD
                   is very close -- the closest we have seen it yet, and
                   the Aurora effect is spectacular; a vast, dense blan-
                   ket of SPARKLING, FLARING COLOR.

             175   EMPHASIZING SPOCK                                            175

                   whirling abruptly in his chair, addressing Kirk:

                                           SPOCK
                             Captain, the Intruder has been
                             attempting to communicate! Now
                             placing their transmission on
                             the speaker...

                   Immediately, from the SPEAKER we HEAR a SHRILL, IN-
                   CREDIBLY FAST BEEP.

                                           SPOCK
                                     (continuing)
                             ... frequency more than one
                             million megahertz at such high
                             speed their entire message lasts
                             only a millisecond.

            175A   ANOTHER ANGLE                                               175A

                   Chapel and Corpsman are assisting Chekov from the
                   bridge (we'll have SEEN that the remarkable plasti-
                   skin sprayed on his hand has completley covered the
                   ugly burn marks - he is even able to move his fingers
                   a bit). Ilia returns to her station -- a relief CREW
                   WOMAN takes over from Decker at Chekov's console.

             176   CLOSER ON SPOCK'S STATION                                    176

                   so we can SEE in more detail Spock's monitor -- various
                   oscillating waves, and HEAR more of the SHRILL BEEPS as 
                   Spock manipulates his equipment, and continues:

                                           SPOCK
                             I suspect our messages were too
                             slow for them to be noticed.
                                     (touches a control)
                             Programming computer to send
                             linguacode at their rate.

                   Decker has hurried in to assist the science console.
                   Spock indicates a console area -- Decker works there --
                   Spock works another section of console buttons.

             177   EXT. SPACE - THE ENTERPRISE AND THE CLOUD (S)                177

                   The Cloud ever closer to the ship now, which is a mere
                   dot in space compared to the immensity of the energy-
                   seething, continuous color-exploding Cloud. And then,
                   suddenly, from the Cloud -- ANOTHER WHIPLASH ENERGY
                   BOLT. Bearing down upon the Enterprise.

             178   INT. BRIDGE - INCLUDING VIEWER                               178

                   where the oncoming WHIPLASH BOLT is SEEN emerging from
                   the Cloud. In the b.g., ALARM KLAXONS are SOUNDING, 
                   alert lights flashing, etc

                                           SULU
                             Here it comes...!

                                          COMPUTER VOICE
                             Incoming fire. Ahead, zero, mark,
                             zero, point two. Incoming fire. 
                             Ahead, zero, zero, mark, zero...

                                           KIRK
                                     (into intercom)
                             Engineering... what's happening
                             to our forcefields?!

             179   INT. ENGINEERING                                             179

                   Much frenetic activity here, previous damage being
                   repaired, the main shaft GLOWING BLUE-WHITE, ENGINES
                   THROBBING AT FULL POWER, and a harassed Scott at the
                   intercom:

                                           SCOTT
                             Systems are overloading, Captain!
                             Our shields cannot handle another
                             attack!

             180   OMITTED                                                      180

             181   EXT. SPACE - THE ENTERPRISE AND THE CLOUD (O)                181

                   The WHIPLASH BOLT streaking toward the ship.

             182   INT. BRIDGE                                                  182

                                           KIRK
                                     (desperately)
                             Mr. Spock?

                                           ILIA
                             Impact in fifteen seconds...

                   Spock -- Decker assisting -- works frantically. Spock
                   is clearly dissatisfied, shakes his head tightly.

                                           KIRK
                             Transmit, Mr. Spock! Now!

                                           ILIA
                             Ten seconds....

             183   CLOSER ON SPOCK'S STATION                                    183

                   as Spock hits the "transmit" button, and we HEAR the
                   SHRILL BEEP SOUND (lasting but a fraction of a second),
                   and Decker calls to Kirk:

                                           DECKER
                             Transmitting...!

                                           ILIA'S VOICE
                             ... five seconds.

             184   ANGLE ON MAIN VIEWER (O)                                     184

                   where the WHIPLASH BOLT is now BRILLIANT, almost upon
                   us! Then the WHIPLASH ENERGY BOLT abruptly VANISHES.
                   In the blink of an eye, the entire EFFECT IS GONE.

             185   REACTIONS                                                    185

                   relief, incredulity.

                                           SPOCK
                             It appears that our message has
                             been understood, Captain.

                                           KIRK
                                     (to Uhura)
                             Any reply from them?

                                           UHURA
                             Negative, no reply, sir.

                                           KIRK
                                    (returning to Spock)
                             Spock, have you sensed anything
                             else?

                   Spock turns, gives the O.S. viewer a glance. Then he
                   shakes head.

                                           SPOCK
                             The 'puzzlement' I sensed was
                             fleeting... minor...
                                    (ponders, then)
                             ... as if carrying a sense of
                             our insignificance, Captain.

                                           KIRK
                             Our... 'insignificance'?

                   All have reacted to this; Kirk exchanges a look with
                   Spock who nods firmly. Then Kirk sees that both Decker
                   and Sulu are throwing him a questioning look. In b.g.
                   McCoy and Chapel have EXITED bridge with Chekov.

                                           SPOCK
                             We are obviously confronted by
                             a highly advanced mentality...
                             yet they cannot understand who
                             we are, or what we want.

                                           KIRK
                             But they understood our messages;
                             they broke off the attack.

                                           DECKER
                             They may have attacked only as
                             a warning to us, Captain. To
                             keep away.

                                           SPOCK
                             That would presuppose a feeling,
                             Commander... compassion. I sensed
                             no emotion, only...
                                     (reverentially)
                             ... pure logic.

                   Kirk peers at Spock hoping for some assistance on
                   the decision; but Spock merely peers back at him ex-
                   pressionlessly: the decision is Kirk's. Kirk faces
                   Spock one last beat, then turns and starts back to-
                   ward his chair, calling to Ilia.

                                           KIRK
                             Tactical plot on viewer.

           185XC   ANGLE INCLUDING MAIN VIEWER (O)                            185XC

                   where the IMAGE of the "powerfield Cloud: changes to a
                   tactical plot of Enterprise's conic flight path ap-
                   proach. It shows a large schematic of the Cloud itself
                   as well as a series of FAINTLY BLINKING schematics of
                   various recent positions and directional attitudes of
                   the Enterprise during its approach. These blinking
                   Enterprise schematics show that the starship has  gone
                   from a head-on approach to the Cloud into a (tech.
                   advice) skidding movement around the Cloud (the star-
                   ship always heading directly toward Cloud center),
                   with the last Enterprise positions now showing it ap-
                   roaching the Cloud from a quartering rear approach.

           185XD   REVERSE ANGLE                                               85XD

                                           ILIA
                             Thirty seconds to Cloud
                             boundary...

                                           KIRK
                             Opinion, Mister. Spock?

                                           SPOCK
                             Recommend we proceede, Captain.

                                           KIRK
                             Mr. Decker... ?

                                           DECKER
                             I advise caution, Captain; we 
                             can't withstand another attack.

                                           KIRK
                             That thing is twenty hours from
                             Earth. We know nothing about it yet.	

                   Decker glances around, moves close to Kirk so only
                   Spock is able to overhear:

                                           DECKER
                             That's precisely the point, 
                             Captain. We don't know 
                             it will do. Moving into the
                             cloud -- at this time, is 
                             an unwarranted gamble.

                                           KIRK
                             How do you define unwarranted,
                             mister?!

                                           DECKER
                             You asked my opinion, sir.

                   Kirk looks at him, then at Spock, who once more is
                   peering in momentary concentration at the viewer,
                   feels Kirk's gaze -- and turns to him, again expres-
                   sionlessly; it's up to Kirk.

                                           ILIA
                             Fifteen seconds to Cloud Boundary.

                                           KIRK
                             Viewer, standard ahead.

           185XE   ANGLE TO INCLUDE VIEWER (O)                                185XE

                   Main viewer IMAGE reverts to the "powerful cloud."
                   All peer in grim fascination at the cloud another
                   moment. Then:

             186   OMITTED                                                      186

             187   Kirk sits contemplating his next move. Once again, the       187
                   decision is his. He looks to the Viewer a moment, then:
                                 
                                           KIRK
                                    (to Helm)
                             Mr. Sulu, steady as she goes.

                                           SULU
                             Aye, sir.

             188   EXT. SPACE - ENTERPRISE                                      188

                   as the Enterprise slowly enters deeper toward the chamber 
                   ahead. We SEE the sheer size of the Cloud as opposed to
                   that of the small ship now entering unknown territory.

                   As the Enterprise enters the Cloud:

             189   INT. BRIDGE - REACTIONS AT WHAT THEY ARE SEEING              189

                   On Viwscreen we SEE a vast array of IMAGES, spiralling 
                   IMAGES, changing in size, shape, colour. Its walls 
                   spinning and turning, looping and twisting, as the 
                   Enterprise proceeds further Into the Cloud. 

                   Amazed bridge crew members can do nothing but awe at 
                   the sight before thier eye's. Even Spock has turned to 
                   view the sight now illuminating the View screen. Kirk 
                   sits pondering, amazed, thinking "What comes next?" 

            189A   EXT. SPACE - ENTERPRISE AND V'GER                           189A
 
                   Moving slowly through the maze of VISUAL'S seen from 
                   the Main Viewer.

             190   INT. BRIDGE - INCLUDING THE VIEWER (O)                       190

                   as the CLOUD OBSCURES all now. Everyone gazes at the
                   viewer, almost mesmerized by the shifting violet power-
                   field displays.

                                           KIRK
                                     (staring at viewer,
                                      frustrated, awed)
                             No vessel could generate a 
                             powerfield of this magnitude...

                                           SPOCK
                             Instruments fluctuating, Captain.
                             Patterns unrecognizable.

                                           SULU'S VOICE
                             Captain....!

             191   ANGLE ON SULU                                                191

                   Sulu peering toward O.S. main viewer, his eyes wide
                   with incredulity.

             192   OTHER REACTIONS                                              192

                   Crew peering at O.S. main viewer with expressions of
                   near disbelief. Similar reactions as Kirk and Decker
                   turn too, reacting to:

             193   WHAT THEY SEE ON MAIN VIEWER (O)                             193

                   (V'GER THEME MUSIC UP) The Cloud "Aurora" EFFECT
                   rapidly thinning -- in the "eye of the hurricane"
                   center of the Cloud is the object which has stunned
                   the entire bridge crew.

                   Rapidly growing in size -- already frighteningly huge.
                   Totally alien in look. Its enormous bulk is irrides-
                   cent, faintly glowing, suggesting that it is made up
                   of exotic combinations of matter, and energy far beyond
                   the scientific knowledge or ability of Earth's 23rd
                   Century technology. Menacing and yet strangely
                   beautiful, both at the same time.

             194   VARIOUS ANGLES ON THE BRIDGE CREW AND THE VIEWER             194
               -                                                                  -
             197                                                                197
                   The Object continues to GROW RAPIDLY IN SIZE as the
                   Enterprise continues moving toward it. Everyone is
                   awed; even Spock, from whom we discern an involuntary,
                   impressed reaction. Decker is with Spock at the
                   science console.

                                           DECKER
                             Incredible dimensions, Sir!
                             ... I make it as seventy-eight
                             kilometers in length...

                   All digest the dimensions, as:

             198   ANGLE ON THE BRIDGE ELEVATOR DOORS                           198

                   opening to admit McCoy and Chekov, whose face and hands
                   are taut with plastiskin applications. Seeing the
                   object on the viewer (O.S. at this ANGLE), Chekov's
                   eyes open with wide astonishment. He crosses quickly
                   to his weapons--defense station, his eyes on the
                   viewer. McCoy, eyes also fixed on the sight, moves
                   to Kirk's side.

                                           UHURA
                             It could hold a crew of tens
                             of thousands...!

                                           McCOY
                             Or just one thousand, ten 
                             miles tall.

                                           KIRK
                             Evaluation, Mister Spock?

             199   ACROSS KIRK TO SPOCK                                         199

                   (This will be the first time we've seen Spock dislay-
                   ing a definite reaction, almost an emotion.) So
                   engrossed is Spock in the main viewer IMAGE that he
                   appears not to have heard Kirk, whose AD LIBS a sharp
                   "Mr. Spock...!" Spock looks absently at Kirk an
                   instant, then:

                                           SPOCK
                                     (awed; compelled)
                             That vessel is generating a
                             forcefield measurably greater
                             than the radiation of the Earth's
                             sun.

                                           KIRK
                                     (turns to Uhura)
                             Transmit image of the Alien to
                             Starfleet; advise we are attempting
                             further communication.

                                           UHURA
                                     (interrupting)
                             Unable to make contact with
                             Starfleet. Our transmissions
                             out of the Cloud are being
                             reflected back.

                                           ILIA
                             Distance to object now seventy-
                             thousand kilometers...

                                           SULU
                                     (turning; concerned)
                             We're closing in on it rapidly,
                             Captain.

                   Concern reflected on the faces of others too. Kirk
                   considers his next move.

             200   OMITTED                                                      200
               -                                                                  -
             203                                                                203

             204   EXT. SPACE - ENTERPRISE AND ALIEN                            204

                   CAMERA TRAVELING WITH ENTERPRISE as it moves on a
                   parallel--closing course -- Alien continues to GROW
                   IN SIZE. Although it already seems an impossibly
                   large vessel compared to the Enterprise, in reality
                   they are still tens of thousands of kilometers apart;
                   the incredible size of the Alien is nowhere near being
                   realized yet.

            204A   INT. BRIDGE - INCLUDING VIEWER                              204A

                   Tension high as -- the Alien now appears so close that
                   its IMAGE MORE THAN FILLS VIEWER. Considerable
                   tension of bridge -- crew members, throwing nervous
                   looks from viewer to Kirk. How much closer?!

                                           KIRK
                             Reduce magnification. Factor
                             4, Mr. Sulu.

                                           SULU
                                     (uneasy)
                             We're already two settings
                             below that, sir.

                                           KIRK
                                     (reacts, then)
                             Adjust parallel course, Navigator.
                             Bring us in to one hundred
                             kilometers distance.

                   Very nervous looks now directed toward Kirk. Even
                   Spock gives him a glance, a raised eyebrow.

             205   EXT. SPACE - CAMERA TRAVELING WITH ENTERPRISE                205 

                   The Alien Object appears A DOZEN TIMES LARGER THAN
                   ENTERRISE and still GROWING IN SIZE.

                   We begin to SEE Alien exterior detailing which had
                   not even been suspected at a longer distance.

                   The Enterprise is now quartering in toward the
                   Intruder, coming closer and closer. The Alien
                   vessel is still GROWING IN SIZE -- more and more,
                   its exterior appears to be made of substances never
                   before seen by a human eye -- substances considered
                   possible only in the wildest flights of scientific
                   theory -- plasma-matter, energy fields diamond--hard
                   in their power, solid sheets of subatomic particles,
                   crystalline-lace patterns which seem capable of
                   shifting their nature and rearranging themselves.

            205A   ANGLE ON INTRUDER                                           205A

                   This time, the Enterprise travels on away from us, as
                   its course takes it angling nearer and nearer the
                   gigantic Alien Intruder -- the Starship dwindling in
                   size, growing smaller, smaller, smaller... until it
                   is a tiny dot compared to the enormity of the Alien
                   vessel.

             206   INT. BRIDGE - VIEWER (O)                                     206

                   We are coming alongside the mid-section of the Alien
                   vessel, now so huge that only a small section of it
                   now completely fills main viewer frame.

                                           SULU
                             One hundred kilometers...

                                           KIRK
                             Hold relative position here...

                   Kirk's voice is blotted out by a DEAFENING, SHRILL-
                   ING SOUND, accompanied by a multi-hued point of LIGHT
                   which EXPLODES into BLINDING INTENSITY, obscuring
                   everything for an instant. Overlapping this action,
                   we HEAR:

                                           COMPUTER'S VOICE
                             Intruder alert...!  Intruder
                             alert!

                   Continues.

             207   OMITTED                                                      207

             208   THE PLASMA ENERGY PROBE (O)                                  208

                   The BLINDING LIGHT FADES and in its lace we SEE a
                   strange "entity" shocking us with its frightening
                   appearance and its ugly-sounding THROBBING HUM of
                   power. It is about seven feet tall and resembles a
                   "blob" of raw energy in shifting patterns and colors
                   of deep, ugly hues of upper spectrum violet. Yet,
                   it looks strangely alive. At the end of the "tendril"
                   (of light) is an "eye" (a small multi-colored device)

             209   CREW REACTIONS -- ELEVATORS IN B.G. (O)                      209

                   The bridge crew reacting hard, shocked and shaken --
                   the THROBBING SOUND of the Alien thing intensifies
                   as it begins to move across the bridge. Suddenly, in
                   b.g., an elevator door snaps oen and two SECURITY
                   MEN burst onto the bridge, phasers drawn. Chekov
                   shouts warningly at the Men:

                                           CHEKOV
                             No weapons...!

                   But Chekov is too late: First Security Man FIRES --
                   the BLAST harmlessly absorbed by the Probe which emits
                   a SCREECHING nerve-grating SOUND --- sends out a SMALL
                   WHIPLASH ENERGY BOLT which instantly envelopes First
                   Security Man in a PURPLE GLOW (of implosion). Second
                   Security Man has almost lifted his phaser -- but now
                   carefully, slowly is moving his hand away from his
                   weapon.

             210   CLOSER - THE SECURITY MEN (O)                                210

                   PURPLE GLOW FADES, the First Security Man has simply
                   vanished.

            210A   FULL SHOT - BRIDGE                                          210A

                   Chekov, like the others, horrified, flips a switch
                   and the COMPUTER-VOICE ("Intruder Alert") goes OFF.
                   At the same time Chekov speaks into his intercom:

                                           CHEKOV
                             Security... do not send further
                             teams!

                   The Probe is sending out snake-like tendrils to the
                   various consoles on the bridge.

                   These tendrils lash out in a cobra-strike movement,
                   the tendril-head seeming to enter into the console
                   affected -- at which time all monitors and instrument
                   lights there come ON as if the Probe is "reading"
                   each console function. The crew carefully stays clear
                   of the tendrils.

                   Spock has risen, moving to Kirk's side as he slowly
                   brings his tricorder up, very carefully extracting
                   its tiny sensor and aiming it at the probe.

                                           CHEKOV
                                     (shaken)
                             No intruder readings on other
                             decks, Captain...
                                     (to Spock)
                             Can that be one of their crew?

                                           SPOCK
                                     (quiet)
                             A probe from their vessel...
                                     (to Kirk)
                             A plasma-energy combination...

                   Meanwhile, the probe is now hovering near Chekov who
                   sits frozen, fists clenched, jaw tight.

                                           DECKER
                             Don't interfere with it...!

                                           CHEKOV
                             Absolutely, I will not interfere!

            210B   ANGLE INCLUDING SPOCK'S CONSOLE (O)                         210B

                   as the "probe" withdraws an energy-tendril from one
                   bridge station and "inserts" it into another console.

                                           KIRK
                             No one interfere...! It doesn't
                             seem interested in us -- only
                             the ship...!

                   Kirk's words are never completed as suddenly all the
                   energy tendrils withdraw from all consoles and a
                   larger, more powerful-looking tendril lashes out,
                   snaking into the science console complex.

            210C   CLOSER ON SCIENCE CONSOLE                                   210C

                   Where, also immediately, all the console and computer
                   lights are suddenly flashing wildly, rapidly --

                   -- There is an incredibly fast EXCHANGE OF HIGH-PITCHED
                   BEES -- the computer obviously in unauthorized commu-
                   nication with the probe!

                                           KIRK
                             Computer off!

                                           DECKER
                             It's taken control of the
                             computer...!

                                           KIRK
                             It's running our records!
                             Starfleet strength, Earth
                             defenses...

                   As Decker moves to the main power control, Spock now
                   steps in, his Vulcan strength easily brushing Kirk and
                   Decker aside. Spock clasps his fists above his head,
                   brings it down in a SHATTERING BLOW on the console. It
                   splits open! As the bridge lights dim even more, and
                   as the science console shorts itself out -- and off,
                   Decker confronts Spock:

                                           DECKER
                             We could have cut it off at the
                             main computer...

                                           SPOCK
                             This served the purpose.

                   Kirk has been giving Spock a puzzled look -- Spock now
                   turns abruptly, and:

            210D   ANOTHER ANGLE (O)                                           210D

                   as Spock, in stepping back, accidentally brushes the
                   probe's energy tendril -- a FLASH OF LIGHT at the
                   contact point sends Spock sinning under the rail and
                   to the floor near Ilia. The probe's energy-tendril
                   has withdrawn from the darkened science console, hov-
                   ers high over the dazed Spock as if angrily seeking
                   the reason for the break in its computer contact.
                   Spock starts to rise.

                                           ILIA
                             Mr. Spock, don't move...!

                   Decker steps toward her, AD LIBBING a grim "Ilia...!"
                   But he has no chance as:

             211   OMITTED                                                      211
               -                                                                  -
             219                                                                219

             220   CLOSER ON ILIA (O)                                           220

                   The Probe hovers over her, its whole mass seemingly
                   about to envelope her with a single tendril extended
                   toward her, somehow freezing her into immobility -
                   and then the entire Probe DISSOLVES IN A BLINDING 
                   FLASH OF WHITE, obscuring Ilia. Almost instantly
                   the WHITE FLASH FADES -- but Ilia has vanished -- her
                   tricorder clattering to the deck.

             221   OMITTED                                                      221
 
             222   ACROSS THE NAVIGATOR'S STATION TO KIRK AND DECKER            222

                   helpless, shocked, gazing at the place Ilia was --
                   but which is now empty.

                                           DECKER
                                     (to Kirk, quiet 
                                      fury)
                             This is how I define unwarranted!

                   And almost at the same moment a new BRIDGE ALARM
                   SIGNAL.

             223   OMITTED                                                      223
               -                                                                  -
             232                                                                232

             233   The ALARM still sounding as from the giant alien ves-        233
                   sel, we SEE STRANGE, OPAQUE ENERGY PATTERNS STREAKING
                   TOWARD US. Kirk vaults to the command chair, lunges
                   for controls, as Decker races to the weapons-defense
                   console.

                                           DECKER
                                    (voice amplified)
                             The ship is under attack...!
                             Man all defensive stations...!
                                                        
                                           KIRK
                             Forcefields, full remaining
                             strength...! Total reserve!

                   Appropriate ALARM KLAXONS, and COMPUTER VOICES begin
                   SOUNDING, and all this is lost in a SUDDEN SHRILLING
                   SOUND (a constant, high-pitched tone). For a moment
                   the energy patterns are prominent on the viewer --
                   and then the PATTERNS VANISHED and the SHRILL SOUND
                   FADES -- and:

             234   FAVOR THE VIEWER (O)                                         234

                   showing V'ger GROWING RAPIDLY IN SIZE. The Enterprise
                   is being pulled along the length of the big ship,
                   toward its "prow."

                                           SPOCK
                             Captain, we have been seized
                             by a tractor beam...!

                                           KIRK
                                     (to Decker)
                             Get someone up here to take
                             the Navigator's station...!
                                     (into intercom)
                             Engineering... full emergency
                             power!

                                           DECKER
                                     (into intercom)
                             Chief Difalco to the bridge;
                             on the double!

            234A   ENGINEERING                                                 234A

                   in a state of controlled chaos, all personnel at their
                   stations, the Engine CORE GLOWING. Scott is working
                   his controls, speaking into the intercom:

                                           SCOTT
                             Going to full emergency...
                                     (studying readings)
                             But Captain, if we don't break
                             free in fifteen seconds, she'll
                             burn up...

            234B   INT. BRIDGE - FAVORING SPOCK                                234B

                   as Spock studies his readings, and:

                                           SPOCK
                             We cannot break free, Captain.
                                     (indicates monitors)
                             We do not have a fraction of
                             the power necessary.
                                 
                                           KIRK
                                     (into intercom)
                             Delay that order, Scotty...!
                             Disengage all main drive systems!

                   Spock peers in deep concentration at the Main Viewer,
                   trying to sense some clue. Kirk glances at him another
                   moment, then turns to the Main Viewer himself, watches
                   in frustrated helplessness.

            235   EXT. THE ENTERPRISE BEING PULLED TOWARD V'GER (S)             235

                   the starship being pulled toward the giant as though
                   on a taut cable. As we MOVE CLOSER, we SEE still more
                   intricate details of the incredible Alien design.

             236   INT. BRIDGE - INCLUDING VIEWER (O)                           236

                   as Difalco arrives on the run, and Decker AD LIBS to
                   her, "Assume Navigator's station, Chief...!" Difalco,
                   bewildered, wants to ask what happened, but no time,
                   and she quickly sits at the post, begins orienting
                   herself. Meanwhile, Decker has begun an Executive
                   Officer's bridge circuit, assisting with various con-
                   soles. Kirk is glancing toward Spock who continues
                   concentrating on the Viewer, striving to comprehend
                   the myriad of thoughts he is sensing from he Aliens.
                   McCoy also arrives on the bridge, takes in the chaotic
                   scene, watches the Viewer grimly.

             237   OMITTED                                                      237
               -                                                                  -
             238                                                                238

             239   EXT. ENTERPRISE AND V'GER (S)                                239

                   At the forward end of the giant, an odd-shapped "iris"
                   begins opening menacingly. And it is frighteningly
                   obvious that the tractor beam is pulling the Enterprise
                   to the opening.

             240   INT. BRIDGE - INCLUDING VIEWER (O)                           240

                   showing the unusual "iris" now almost fully open as
                   Enterprise is drawn closer, closer -- through the
                   "iris" we now SEE (some of) V'ger's interior: a dark
                   void relieved only by strange flickering glows of dis-
                   tant ENERGY FIELD PATTERNS.

                   The crew reacts with understandable awe, apprehension,
                   curiosity, as:

                                           DECKER
                             Captain, suggest a maximum phaser
                             strike directly at the beam might
                             weaken it just enough for us to
                             break free --

                   Spock replies for Kirk: quickly, as though to make his
                   point convincingly:

                                           SPOCK
                             Break free to where, Commander...?
                                     (to Kirk)
                             Any show of resistance would not
                             only be futile, Catain...

           240XA   ACROSS SPOCK TO KIRK (DECKER AND McCOY IN B.G.)            240XA

                   as Kirk reacts somewhat curiously to Spock's remark,
                   but it is Decker who articulates it:

                                           DECKER
                                     (troubled; suspicious)
                             We don't know that, Mr. Spock.
                             Why are you opposed to trying?

                             Before Spock can reply:

                                           UHURA
                             They're pulling us inside...!

                   All face the Viewer again, react, with McCoy who has
                   been observing all these reactions now galvanized
                   into action:

                                           McCOY
                                     (to Chekov)
                             Medical observers to all decks!

                   And he hurries toward the elevators, CAMERA WITH HIM
                   a moment, then SWINGING BACK TO:

            240A   PAST KIRK TO VIEWER (O)                                     240A

                   Kirk staring at the viewer -- the "iris" now fully open
                   so that the exterior of V'ger is no longer visible --
                   and all we can SEE is the monstrous void dead ahead,
                   which is looming faster and larger before our eyes.
                   And now we are inside.

             241   OMITTED                                                      241
               -                                                                  -
             243                                                                243

             244   EXT. ENTERPRISE AND V'GER - AT THE "IRIS" (S)                244

                   Enterprise now being pulled past the opening -- into
                   the ship proper. Now we can SEE that the dark void
                   is actually a vast chamber, dimly and intermittently
                   lit by POWERFIELDS appearing and vanishing along the
                   vessel's inner walls, which are miles away in the 
                   distance. And here and there in the chamber gigantic
                   ENERGY DISPLAYS erupt briefly with a certain symmetry
                   that suggests they must be part of V'ger's ower or
                   control systems.

             245   INT. BRIDGE - INCLUDING VIEWER (O)                           245
 
                   Kirk peering awed at the Viewer, the incredible sight
                   of the chamber -- suddenly glances up to see that
                   Spock is standing beside him -- Decker nearby, turns
                   to Spock:

                                           DECKER
                                     (to Spock)
                             Why bring us inside? Not to
                             destroy us; they could have 
                             done that outside.

                                           KIRK
                             They could have many ways of
                             destroying things, Mr. Decker.

                                           SPOCK
                                     (peering at Viewer)
                             Something about us puzzles them...
                             perhaps even concerns them.

            245A   ANGLE ON UHURA                                              245A

                   Reacting to a console reading:

                                           UHURA
                             Captain, photic-sonar readings
                             indicate the aperture is closing;
                             we're trapped, sir...!

             246   EXT. THE ENTERPRISE ENTERING V'GER (S)                       246

                   The starship is pulled inside, the "iris" is closing
                   behind it.

             247   INT. BRIDGE - FAVORING THE VIEWER (O)                        247

                   The viewer image changing from the huge dark chamber,
                   rear angle shot, showing the "iris" closing.

                                           SULU
                             Reverse angle on the viewer,
                             Captain.

                   On the viewer the final glimmer from exterior space
                   as the "iris" closes completely.

             248   REACTIONS                                                    248

                   All eyes on the viewer, CAMERA FINDING ONE FACE AFTER
                   ANOTHER, the reality of the situation etched into
                   each face. Then:

            248A   FAVORING KIRK                                               248A

                   As Spock turns from a reading:

                                           SPOCK
                             The tractor beam has released
                             us, Captain.

                                           DIFALCO                   
                             Confirmed: Vessel is floating
                             free. No forward momentum.

                                           KIRK
                             Viewer ahead.

                                           SULU
                             Viewer ahead, sir.

            248B   INSERT - MAIN VIEWER                                        248B

                   Ahead, the cavernous interior of V'ger.

            248C   BACK TO SHOT                                                248C

                   Kirk eying the main viewer -- Decker watching Kirk.

                                           KIRK
                             Maneuvering thrusters, Mr.
                             Sulu; ahead one third.
                                     (to Spock)
                             Full sensor scan, Mr. Spock;
                             they can't expect us not
                             to look them over now!

                                           SULU
                                     (manipulating controls)
                             Thrusters ahead, one third.

                                           SPOCK
                                     (manipulating
                                      controls)
                             Commencing sensor scans.

                   Kirk rises, goes to Spock's station.

             249   INT. V'GER ENTRANCE CHAMBER - ENTERPRISE (S)                 249

                   The Enterprise moving slowly forward in this vastness,
                   its running lights merely specks of light, candles in
                   the darkness. In the distance those occasional ERUPT-
                   ING POWER DISPLAYS in distant locations, sizes, shapes
                   and patterns.

             250   INT. BRIDGE - INCLUDING MAIN VIEWER (O)                      250

                   showing another persective of the above, and further
                   away GLOWING ENERGY FIELDS dimly illuminating the alien
                   ship's walls -- miles away. Strange semi--solid LIGHT
                   SHAPES (some are "sensor-bee" swarms) traverse the dark-
                   ness in random directions. But in the distance ahead,
                   there seems to be an opening to another chamber.

                                           SULU
                                     (of Viewer)
                             Something ahead, sir; looks
                             like another area...
                                     (reacts)
                             It's closing up...!

                   Sulu is indicating what appears to be a lace-bulwark of
                   POWERFIELD PATTERNS closing off the "chamber" in the
                   distance ahead. Kirk, from the Science Station calls
                   out:

                                           KIRK
                             Hold station...!

                                           SULU
                                     (manipulating
                                      controls)
                             Thrusters at station keeping...

             251   ANGLE EMPHASIZING SPOCK                                      251

                   at his Science consoles, working rapidly, shifting from
                   one set of controls to another. Now he hits a master
                   control -- his console monitors FLASH, then go dark.

                                           SPOCK
                             Captain...

                   Spock brings a monitor IMAGE ON again, indicates a
                   (Povill) pattern showing a line hitting something,
                   then reversing direction.

                                           SPOCK
                                     (continuing)
                             All scans are being reflected
                             back, Captain. Our sensors are
                             useless.

            251A   ACROSS THEM TO THE MAIN VIEWER                              251A

                   Kirk reacts with disappointment, indicates the main
                   viewer.

                                           KIRK
                             Have you been able to analyze
                             any of this...?

                                           SPOCK
                                    (voice increasingly
                                     reverential)
                             I believe the light flares to be
                             energy fields -- undoubtedly part
                             of the vessel's inner mechanism.
                             A technology so incredibly
                             sophisticated that I cannot --

                                           COMPUTER VOICE
                                     (overlapping)
                             Intruder Alert! Intruder
                             Alert..!
                                     (continues)

             252   OMITTED                                                      252
               -                                                                  -
             253                                                                253

             254   ANGLE ON CHEKOV                                              254

                   Reacting to a console reading:

                                           CHEKOV
                             Deck four, Captain; Officers'
                             Quarters...!

                                           KIRK
                                     (to Chekov)
                             Have a security team meet me at
                             Deck Four main elevator!

                   A moment's reaction from all at this, Kirk hurrying
                   toward elevator, calling:

                                           KIRK
                                     (continuing)
                             Take the conn, Mr. Decker:
                             Hold present position...
                                     (gesturing Spock
                                      to join him)
                             Spock...

                   And Spock rises, joins Kirk and they hurriedly exit,
                   the CAMERA SWINGING BACK to Decker, his perplexed con-
                   cern (because of Ilia).

            254A   INT. ILIA'S CABIN - THE SONIC SHOWER                        254A

                   Where we SEE, behind the translucent stall door, what
                   is unmistakably the form of the NUDE FEMALE.

             255   INT. ILIA'S CABIN - KIRK                                     255
 
                   entering, Spock slightly behind him - and one Security
                   Guard. Kirk glances around the room, now glances at
                   the shower area and reacts as he sees the NAKED FORM.
                   The others react similarly, even Spock cannot help re-
                   pressing an expression of surprise. A moment's uncer-
                   tainty as Kirk peers at them, then he steps to the
                   stall door, hesitates another instant -- then slides
                   the door open.

                   (NOTE: Arrange lighting for bizarre, mysterious effect.)

                   Kirk's eyes cannot believe what he is seeing:

            255A   "ILIA"                                                      255A

                   standing in the sonic mist, naked but for a small
                   multi-colored button embedded in her throat. As she
                   looks at Kirk -- and the others -- the men peer back
                   at her, speechless.

                                           "ILIA"
                             I have been programmed by V'ger
                             to observe and record normal
                             functioning of the carbon-based
                             units infesting USS ENTERPRISE.

                   Kirk peers at her another nonplussed moment, then leans
                   into the shower to touch a control, his eyes fixed on
                   the lovely body behind the mist. He punches in a three
                   digit code. Immediately a HUMMING SOUND emanates from
                   the shower stall, Kirk closing the door, but 'Ilia"
                   remaining inside.

             256   ACROSS KIRK AND THE OTHERS TO THE SHOWER STALL               256

                   The HUMMING SOUND just now reaching a gentle crescendo
                   -- through the translucent door you can see COLORS
                   ENVELOPING "ILIA'S" FORM. And now the SOUND STOPS.
                   "Ilia", attired in a leisure robe, steps from the stall,
                   into the room. She stands facing Kirk, her face impas-
                   sive, eyes unblinking. He looks her back a moment,
                   then glances at Spock, who is gazing at "Ilia" in abso-
                   lute fascination. Kirk addresses her:

                                           KIRK
                             Who is...'V'ger'...?

                                           "ILIA"
                             V'ger is that which programmed me.

                                           KIRK
                             Is V'ger the Captain of the alien
                             vessel?

            256A   ANGLE ON THE DOOR - McCOY                                   256A

                   rushing in, concerned:

                                           McCOY
                             Jim, what's --

                   At the sight of 'Ilia", McCoy's words die in his throat
                   -- and his trained eyes have instantly told him some-
                   thing is awry. He unslings his tricorder, aims the
                   sensor unit at "Ilia". As he reads his instruments, his
                   face reveals the results (incredulity, fascination).
                   Meanwhile, from the start:

                                           "ILIA"
                             V'ger is that which seeks the
                             Creator.
                                           McCOY
                                     (of "Ilia")
                             Jim, this is a mechanism...!

                   Kirk stares at McCoy, then at "Ilia" and realizes that
                   "Ilia" is indeed non-human. And quickly:
          
                                           KIRK
                             Where is Lt. Ilia?
          
                                           "ILIA"
                             That unit no longer functions.
                             I have been given its form to
                             more readily communicate with
                             the carbon-based units infesting
                             Enterprise.

                                           SECURITY GUARD
                             "Carbon-based units"...?

                                           McCOY
                                     (drily)
                             Humans, Ensign Lang: us.
                                     (continues tricorder 
                                      exam, increasingly
                                      impressed)

                                           KIRK
                                     (to "Ilia")
                             Why does V'ger travel to
                             the third planet of the
                             solar system directly
                             ahead?

                                           "ILIA"
                             V'ger travels to the third 
                             planet to find the Creator.

                   Stunned, disbelieving reactions as all four attempt to
                   digest this -- Spock gazing at "Ilia" with even more
                   rapt fascination. Kirk, bewildered, addresses the
                   others:

                                           KIRK
                             Find the Creator? What Creator?
                             Whose...!?
                                     (to "Ilia")
                             What does V'ger want of the
                             'Creator'... ?

                                           "ILIA"
                             To join with him.

            256B   FAVORING SPOCK                                              256B

                   suddenly alert, addressing "Ilia":

                                 
                                           SPOCK
                             Join with the Creator... ? How?

                                           "ILIA"
                             V'ger and the Creator will become
                             One.

                                           SPOCK
                             Who is the Creator?

                                           McCOY
                                     (worried)
                             Mr. Spock, be careful.

                                           "ILIA"
                             The Creator is that which created
                             V'ger.

                                           KIRK
                             Who is V'ger?

                                           "ILIA"
                             V'ger is that which seeks the
                             Creator.

                   Another moment of total exasperation, frustration, during
                   which "Ilia" seems to be waiting politely, patiently for
                   any further questions. When none are forthcoming:

                                           "ILIA"
                                    (continuing; pleasant,
                                     bland)
                             I am ready to commence my
                             observations.

                                           SPOCK
                                     (fast; to McCoy)
                             Doctor, a thorough examination
                             of this probe might provide some
                             insight into those who manufactured
                             it, and how to deal with them.

                                           McCOY
                             Let's get her to sickbay.

                   And he grasps "Ilia's" arm to escort her. But is as
                   though he has seized cast iron: immovable. McCoy is
                   thrown off balance merely by 'Ilia's" remaining sta-
                   tionary. She ignores McCoy, addresses Kirk:

                                           "ILIA"
                             I am programmed to observe and
                             record normal functioning
                             procedures of the carbon-based
                             units.

            256B   Kirk glances at McCoy, who is totally bemused, but then     256B
                   Kirk quickly responds to "Ilia":
                                 
                                           KIRK
                             The examination is a normal
                             function.

                                           "ILIA"
                                     (a beat)
                             You may proceede.

                                           McCOY
                                     (carefully)
                             Thank you.

             257   CLOSE SHOT OF EXAMINING ROOM VIEWER (O)                      257

                   scanning a "body". PULL BACK TO SHOW McCoy, Chapel,
                   Kirk, Spock and Chekov -- standing over "ILIA" who lies
                   prone on the table, the physicians moving the scanner
                   over her.

                                           McCOY
                                     (from the start;
                                      indicating)
                             ... micro-miniature hydraulics,
                             sensors, molecule-sized multi-
                             processor chips... and look at
                             this...

                   In the b.g., Decker enters, grimly observes the proceed-
                   ings.

                                           CHAPEL
                                     (impressed)
                             An osmotic micro-pump... here
                             and here. Even the smallest
                             body functions are exactly
                             duplicated.
                                     (traces with finger
                                      on screen)
                             And every exocrine system is
                             here, too --

                   Chapel breaks off abruptly, noticing "Ilia" is peering
                   intently -- almost with a glimmer of recognition -- at
                   Decker. Slightly disconcerted, Chapel continues:

                                           CHAPEL
                                     (continuing)
                             -- even eye moisture.

                                           "ILIA"
                                     (peering at Decker)
                             Deck -- er.

            257A   FAVORING SPOCK                                              257A

                   as everyone reacts to "Ilia's" utterance of Decker's
                   name. It seems to make the deepest impression on
                   Spock, confirming something he has suspected.
                                 
                                           SPOCK
                                     (to "Ilia")
                             Interesting. Not 'Decker-unit'?

                   "Ilia" continues peering at Decker with just a hint
                   of a puzzled frown, a glimmer of distant recognition.
                   It's the first time we've seen her expression look
                   anything but cool and bland. This results in the
                   quizzical rising of one of Spock's eyebrows.

             258   ANOTHER ANGLE                                                258

                   McCoy's examination now turns "Ilia" away from the
                   others. Spock quickly catches Kirk's and Decker's
                   attention, indicates an adjoining door -- they fol-
                   low him out of the room.

             259   INT. McCOY'S OFFICE                                          259

                   as Kirk, Spock and Decker enter, the door snapping
                   shut -- and Spock touching the electronic lock to
                   secure them. He faces the others:

                                           SPOCK
                             Captain... this probe may be a key
                             a key to the Aliens.

                                           DECKER
                             It's a programmed mechanism,
                             Mr. Spock...

                                           SPOCK
                             We have just seen that its body
                             duplicates our navigator in
                             precise detail. Suppose that
                             beneath its programming, the
                             real Ilia's memory patterns are
                             duplicated with equal precision.

                                           KIRK
                             They had a pattern to follow...

                                           SPOCK
                                     (nods)
                             ... they may have followed it
                             too precisely.

                                           KIRK
                                    (comprehending)
                             Ilia's memory, her feelings of
                             loyalty, friendship, obedience...
                             might all be there.

            259A   ANGLE ON DECKER                                             259A

                   also comprehending, and not liking it one bit as Spock
                   and Kirk are both turning their attention to him.

                                           SPOCK
                             Exactly.
                                     (to Decker)
                             And you did have a 'relationship'
                             with Lieutenant Ilia, Commander.

                                           DECKER
                             That probe in there -- in a
                             different form now -- is the
                             same thing that killed Ilia!

                                           KIRK
                             Commander, we're locked in an
                             alien vessel, six hours from
                             Earth orbit, our only contact
                             with our captors is the probe.
                             If we can control it, persuade
                             it, use it in some way...

                   Interrupted by the SOUND of someone trying to open the
                   locked door behind them. Then a METAL RIPPING SOUND
                   as they whirl to see:

             260   MEDICAL OFFICE DOOR                                          260

                   with the METAL BUCKLING, TEARING -- and a single
                   hand slicing the steel door like paper. It is the
                   "Ilia" probe, her face absolutely impassive, her
                   whole manner incongruously benign. (Behind her, a
                   startled McCoy, Chapel and Chekov.) "Ilia" speaks
                   flatly, blandly.

                                           "ILIA"
                             I have recorded enough here.
                                    (motions to Kirk)
                             You will now assist me further.

                   Kirk exchanges a quick glance with Spock. Then:

                                           KIRK
                                    (indicating Decker)
                             The Decker-unit can assist you
                             with much greater efficiency...
          
                   "Ilia" has seemed about to object -- but now her eyes
                   hold on Decker. Then she nods.

                                           KIRK
                                    (continuing)
                             Carry on with your assignment,
                             Mr. Decker.

            260A   ANOTHER ANGLE - ACROSS DECKER TO THE SMASHED DOOR           260A
                   (AND "ILIA")

                   as Decker looks at "Ilia" who stands at the torn door.
                   You can read Decker's mind: I'm supposed to persuade
                   that?! He turns back, finds Kirk's eyes on him.
                   Decker nods.

                                           DECKER
                             Aye, sir.

                   "Ilia" and a reluctant Decker EXIT.

            260B   EMPHASIZING SPOCK                                           260B

                   looking very troubled as they watch Decker and "Ilia"
                   leave. Kirk notices.

                                           KIRK
                             Spock? Concerned about his
                             chances?

                                           SPOCK
                             I am uneasy with that being
                             our only hope of more information.

                   Spock EXITS.

            261    INT. V'GER - THE ENTERPRISE                                  261

                   floating in the vast, eerie, alien chamber -- sporadic
                   FLASHES OF ENERGY, erupting now and then. Various
                   other EFFECTS. OVER this, Kirk's VOICE:

                                           KIRK (V.O.)
                             Captain's Log. Stardate 7414.1.
                             Our best estimates place us some
                             four hours from Earth. No
                             significant Ilia memory patterns
                             within the alien probe. This
                             remains our only means of contact
                             with our captor.

             262   INT. ENTERPRISE AIRLOCK AREA                                 262

                   The area dimly lit -- unoccupied but for a lone AIRLOCK
                   TECHNICIAN checking and adjusting instruments. The
                   CAMERA MOVES PAST him to FIND:

             263   SPOCK                                                        263

                   His face fixed with grim determination, walking quietly
                   with obvious intent not to attract the Tech's attention.
                   Now he steals up behind the TECH -- and in an instant
                   has applied a Vulcan nerve pinch. The Tech slumps over
                   his console.

             264   INT KIRK'S CABIN - VIEWER MONITOR                            264

                   Showing a CLOSE SHOT of ENTERPRISE PICTURES, then PULL
                   BACK SLIGHTLY for an IMAGE of Decker and "Ilia" walk-
                   ing through the Rec Deck. PULL BACK FURTHER TO SHOW
                   Kirk watching this -- and with him is McCoy. They
                   continue watching a troubled beat, as:

                                           DECKER
                                     (of pictures)
                             All these vessels were called
                             "Enterprise".

                   "Ilia" is giving the pictures a very interested look
                   as we HEAR in Kirk's cabin:

                                           UHURA'S INTERCOM VOICE
                                     (controlled excitement)
                             Bridge to Captain...

             265   OMITTED                                                      265

             266   INT. BRIDGE - UHURA'S STATION (SCIENCE STATION IN            266
                   B.G.)

                   Uhura at her console, struggling to hear the signal.

                                           KIRK'S INTERCOM VOICE
                             Kirk here.
          
                   In the b.g., Spock's station a MAINTENANCE TEAM
                   is replacing the broken Science Station computer.
                   (Spock is conspicuously absent.)

                                           UHURA
                             A faint signal from Starfleet,
                             sir. They have the intruder on
                             their monitors...
                                     (struggling to 
                                      hear)
                             They show us... three hours...
                             twenty-four minutes from Earth!

                                           KIRK'S VOICE
                                     (thru intercom)
                             Thank you.

             267   INT. RECREATION DECK                                         267

                   Decker and "Ilia", the Rec Deck unoccupied but for a
                   pair of wary SECURITY GUARDS at a very discreet dis-
                   tance. They are near the pictures of the five Enter-
                   prises, which should be FEATURED in this SHOT, as
                   Decker waves his hand about the huge room.

                                           DECKER
                             The carbon units use this area
                             for recreation...
                                     (carefully)
                             What type of recreation does the
                             crew aboard your vessel enjoy...?

             268   CLOSER TWO SHOT (PICTURES O.S.)                              268

                   As "Ilia" moves on into the room, Decker follows:
                                 
                                           "ILIA"
                             The words 'recreation' and 'enjoy'
                             have no meaning to my programming.

                   Decker peers at the lovely android with frustration --
                   and no little pain, for she is after all the exact
                   replica of Ilia. She pays not the slightest attention
                   to Decker's reaction, and begins walking about the Rec
                   Deck taking in (and, clearly, transmitting all images
                   to V'ger) the sights. They are near a game area (elec-
                   tronic games), and now Decker points to one game,
                   switches it on -- presses button to activate its
                   LIGHTS and SOUNDS. "Ilia" watches interestedly as
                   Decker operates the game.

                                           DECKER
                             Ilia 'enjoyed' this game... she
                             nearly always won --

                   And he demonstrates again, as "Ilia" steps to the
                   device, deftly hits some buttons -- and for just an
                   instant she turns to Decker with a momentary glimmer
                   of recognition.

             269   INT. KIRK'S CABIN - GROUP WATCHING THE MONITOR               269

                   McCoy watching with special interest:

                                           McCOY
                                     (approving)
                             Good! He's using audial-visual
                             association.

                   But the words are not out of McCoy's mouth when "Ilia"
                   says:

                                           "ILIA"
                             This device serves no purpose.

                   She steps away from the game; Decker's disappointment
                   is evident. So is everyone elses.

                                           KIRK
                             Damn...!

                                           McCOY
                                     (nods grimly)
                             She needs something else:
                             something much more personal to
                             stimulate memory patterns. Something
                             with a more emotional tie.

                   Kirk reacts to this, reflective.

             270   INT. REC DECK  FULL ON DECKER AND "ILIA"                     270

                   Decker waving back toward the general area of the
                   Enterprise pictures.

                                           DECKER
                             The crews of the previous
                             Enterprises were also carbon units.
                             In what way is the life form in
                             your vessel different?

                                           "ILIA"
                             Carbon units are not true life
                             forms... Do those images repre-
                             sent how Enterprise has evolved
                             into its present form?

                                           DECKER
                                     (hoping he's struck
                                      a responsive chord)
                             Yes.

                                           "ILIA"
                             Carbon units have clearly retarded
                             Enterprise's proper evolvement.

                                           DECKER
                                     (controlling surprise)
                             What is Enterprise's proper
                             evolvement?

                                           "ILIA"
                             Enterprise should not require
                             the presence of carbon units.

                   And with this she moves off, observing other Rec Deck
                   objects. Decker moves with her; then:

                                           DECKER
                                     (carefully)
                             Enterprise would be unable to
                             function without carbon units.

                                           "ILIA"
                             More data concerning this functioning
                             is necessary before carbon units can
                             be patterned for data storage.

             271   ACROSS "ILIA" TO DECKER                                      271

                   as he reacts to this ominous note; he stops abruptly.

                                           DECKER
                             What does that mean?

                                           "ILIA"
                                     (stopping; almost
                                      pleasantly)
                             When my examination is complete, 
                             the carbon units will be reduced 
                             to data patterns.

                   This has been delivered with chilling blandness, and
                   she stands facing Decker, almost as though waiting for
                   him to thank her. He thinks fast now.

                                           DECKER
                             Within you are memory patterns of
                             a carbon unit. If I can help you
                             revive these patterns; you could
                             understand our functions better.

                                           "ILIA"
                             That is logical. You may procede.

             272   ON DECKER                                                    272

                   realizing the difficult task ahead; the pain he will
                   suffer.

             273   INT. V'GER - ANGLE UP TOWARD ENTERPRISE (M)                  273

                   The ship stationary in the chamber as now we SEE an
                   exterior hatch sliding fully open. Up through the
                   hatch a circular airlock door opens -- and a tiny
                   figure in a thruster spacesuit emerges, steps into
                   space, slowly floats down through the hatch and under
                   the Enterprise saucer section. In this and subsequent
                   VIEWS we will SEE that on the rear pack of his thruster
                   spacesuit is a FLASHING STROBE LIGHT which regularly
                   EMITS the identifying SIGNAL of this particular suit.
                   (By which Kirk will be able to see Spock's position
                   even from several miles away.)

             274   CLOSER ON THE SPACESUITED FIGURE (M)                         274

                   MOVING TOWARD the CAMERA until the features behind
                   the face mask are clearly identifiable: Spock, his
                   face set in the same grim, determined expression, as
                   he touches his spacesuit transmitter control.
        
                                           SPOCK
                             Computer, commence recording.
                             Captain Kirk -- this message
                             will detail my attempt to
                             contact the aliens...

             275   INT. BRIDGE                                                  275

                   Kirk ENTERING, crossing Uhura as she calls:

                                           UHURA
                             Starfleet signals, sir, growing
                             in strength...
                                     (listening intently)
                             They -- have Intruder on their
                             monitors -- it's decelerating --
                             powerfield cloud beginning to
                             dissipate...

                                           SULU
                             Confirm, Captain. Lunar beacons
                             indicate Intruder on a course
                             into Earth orbit...

                                           CHEKOV
                                     (interrupting)
                             Sir! Airlock four has been opened;
                             a thruster suit is reported missing!

                                           KIRK
                                     (reacts knowingly)
                             Spock...!
                                     (to navigator)
                             Get a fix on his position!

             276   INT. V'GER - MED. ON SPOCK                                   276

                   His features now set into an almost trance-like expres-
                   sion as he concentrates on the thought emanations.
                   Then we SEE his head turn, he peers off -- then he
                   moves his thruster controls. We SEE the small blue
                   jets of his thrusters -- his spacesuit figure begins
                   to move off in the direction he was concentrating
                   upon.

             277   ANOTHER ANGLE - SPOCK                                        277

                   His thrusters moving him across V'ger's vast chamber
                   then dropping down into a deep "trough"-like area
                   which stretches into the distance ahead of him. A
                   cloud of CRYSTAL FORMS (Kirk's entrapment) become
                   visible to one side but Spock passes them at some 
                   distance and does not attract them.

                   We can SEE more clearly now the point on the inner wall
                   of the trough toward which Spock is heading. It is an
                   unusual combination of GLOWING FORCEFIELDS which seem
                   to mark this point of the vessel as of some importance.
                   (Here, also, we will become aware of "sensor-bee"
                   swarms, intermittently darting toward this same wall
                   from all points of the chamber.)

             278   INT. AIRLOCK AREA                                            278

                   SHOWING Kirk in a thruster spacesuit, helmet being
                   readied by AIRLOCK TECHNICIANS. McCoy is also here,
                   arguing with Kirk:

                                           KIRK
                                     (from the start)
                             ... I don't want him stopped, Bones;
                             I want him to lead me to whatever's
                             out there...!

                                           McCOY
                             And if that 'whatever' has taken
                             over his mind....?
                                           KIRK
                             Then he'll have still led me to
                             it, won't he?

                   And Kirk steps into the airlock door, hits a control --
                   it begins sliding closed behind him.

             279   INT. V'GER - ANGLE UP TOWARD ENTERPRISE                      279

                   UP THROUGH the circular airlock door as it slides open
                   -- and Kirk's tiny spacesuited figure floats down
                   clear of the saucer.

             280   CLOSER ON KIRK                                               280

                   SEEING his face through the spacesuit faceplate as he
                   scans the darkness.

                                           SULU'S VOICE
                             Bridge, Captain. We make Spock
                             as 26 Mark 345 degrees off ship's
                             axis.

                   During which, Kirk spots something.

             281   KIRK'S POV                                                   281

                   Spock's STROBE blinker at a mile or so distance,
                   nearing V'ger's inner walls.
 
             282   ANGLE ON KIRK                                                282

                                           KIRK
                             I have him in sight.

                   During which, Kirk touches his thruster controls and
                   blue thruster jet propels him off in the direction
                   indicated. His thrusters come on for a longer period
                   of time as he accelerates to the higher speed necessary
                   to overtake Spock...

             283   INT. ILIA'S QUARTERS                                         283

                   The DOOR SNAPPING open, and "Ilia", McCoy and Decker
                   entering. Then CAMERA REVEALS Chapel already inside,
                   looking through some female adornments she's found
                   there.

                                           CHAPEL
                             I remember Lt. Ilia once mentioning
                             that she wore this...

                                           DECKER
                                     (reacting; tight)
                             ... when we met.

                   Clearly this is very painful to Decker. Meanwhile,
                   Chapel hands the Deltan headband to "Ilia".
                             
                                           CHAPEL
                                     (gently)
                             Put it on.

                   "Ilia" hasn't the slightest idea what to do with the
                   headband, holds it, runs her fingers over the jewels
                   and feathers embedded into it. Chapel takes it from
                   her, places it on 'Ilia's" head, now switches on the
                   light illuminating the dressing table mirror -- stands
                   behind her with Decker, both watching apprehensively.

             284   ANGLE ON "ILIA"                                              284

                   studying her image in the mirror, her face totally
                   blank a moment, but then breaking into a bemused
                   frown -- as though trying to remember. And:

                                           CHAPEL
                                     (helpfully)
                             Ilia...

                                           DECKER
                                     (quiet; urging)
                             On Delta... remember...?

                   And it seems that "Ilia" does remember. She peers at
                   her image, then sets the headband into its exact
                   proper position. Then she turns and looks at them
                   with recognition.

                                           "ILIA"
                                     (haltingly)
                             Dr. Chapel...

            285   ACROSS CHAPEL TO DECKER                                      285

                   as Chapel smiles, pleased, and looks at Decker who
                   stares at "Ilia" nonplussed. This is Ilia coming
                   alive!

                                           "ILIA"
                                     (to Decker)
                             "Will..."

                   And she touches his hand, runs her own hand over it,
                   and smiles.

                   Decker is completely overwhelmed, struggles for words
                   and looks to McCoy for some kind of help. McCoy
                   realizes Decker is losing himself in fantasy.

                                           McCOY
                                     (gently reminding)
                             Commander... this is a mechanism...

                   Decker is startled, and for another slit-second he's
                   lost -- but then he realizes the reality, and what he
                   should do:
                                           DECKER
                                     (gently; but urgingly)
                             Ilia, help us make direct contact
                             with V'ger...

                                           "ILIA
                             I... cannot.

                   Decker looks at "Ilia's" hand still resting on his.
                   Then:

                                           DECKER
                             Then tell us who V'ger is; where
                             he's from... W need your help.

                   For another moment "Ilia" continues smiling at Decker,
                   holding his hand. Then, abruptly, the smile vanishes
                   -- the hand is released. Clearly, she's again the
                   probe, as:

                                           "ILIA"
                             Why have two carbon units entered
                             V'ger...?

                   Decker glances at McCoy, who shakes his head almost
                   imperceptibly: he doesn't know. But Decker has an
                   obvious reply:

                                           DECKER
                             They want to make contact with
                             V'ger...
                                     (trying to revive
                                      "Ilia's" memory again;
                                      touches her hand)
                             Ilia...

                   "Ilia" peers at him blankly, allows him to continue 
                   touching her hand, but obviously it means nothing to
                   her.

                                           DECKER
                                     (continuing;
                                      distressed,
                                      to "Ilia")
                             Does V'ger object to the presence
                             of the two carbon units?

                                           "ILIA"
                             The carbon units are of no
                             consequence; V'ger will determine
                             their purpose.

                                           McCOY
                             Their purpose is to survive.

                                           "ILIA"
                             That is also V'ger's purpose.

                   Decker's face reflects his bemusement:

                                           DECKER
                             You said V'ger's purpose was to
                             find and join with the Creator.

                                           "ILIA"
                             That is how V'ger will survive.

             286   ON DECKER                                                    286

                   as now, the bemusement changes to just the slightest
                   enlightenment.

                                           "ILIA"
                             I wish to continue my observations.

             287   INT. V'GER - KIRK MANEUVERING WITHIN THE CHAMBER             287
         
                   Kirk but a small object, thruster jets occasionally
                   spurting as he guides himself deeper into the trench
                   as he continues forward progress in the direction he
                   saw Spock taking.

             288   CLOSER ON KIRK                                               288

                   So we can SEE his face (through the plate), as he looks
                   ahead into the distance toward Spock.

             289   KIRK'S POV (O)                                               289

                   Spock's STROBE signal closer and Spock's tiny space-
                   suited figure now becoming dimly visible as he moves
                   steadily toward the GLOWING FORCEFIELDS of the inner
                   wall.

             290   ON KIRK                                                      290

                   His attention fixed on Spock, he never notices until
                   an instant too late an O.S. object; quickly he hits a
                   thruster control, and we SEE the MANEUVERING JET turn
                   him to the side as:

             291   WIDER ANGLE - KIRK AND THE BLOB FORMATION (O)                291

                   A swarm of strange-looking translucent crystal-like
                   FORMS on a collision course with Kirk. (NOTE: They
                   were traveling randomly, and are not deliberate ob-
                   structions. However, Kirk's nearness now has attracted
                   them and the swarm of them heads in his direction.
                   Kirk tries to avoid them; he hits a second MANEUVERING
                   JET -- but he overcompensates, and spins straight into
                   the intercepting swarm of them.

             292   MED. SHOT - KIRK (O)                                         292

                   as the nearest crystal forms WHIP INTO SHOT, adhering
                   to Kirk's spacesuit. He hits full MANEUVERING JETS
                   now, seems to make some escape, but still more forms
                   WHIP IN, adhere.

                                           KIRK
                             Bridge...!

             293   INT. BRIDGE - EMPHASIZING HELM                               293

                   All eyes anxiously on the O.S. main viewer.

                                           KIRK'S VOICE
                             ... stand by, I may be in trouble...

                   Sulu hits the viewer magnification control.

             294   ANGLE TO MAIN VIEWER (M)                                     294

                   As the distant STROBE FLASHES of Kirk's spacesuit are
                   MAGNIFIED CLOSER, pulling Kirk into MEDIUM LONG SHOT.
                   We can SEE the details of the swarm of forms adhering.
                   But we can SEE that Kirk's spacesuit is now about half
                   covered with them!

            294A   REVERSE ANGLE                                               294A
          
                   Expressions of bridge crew to reflect the horror of
                   what they're seeing as:

                                           SULU
                             Your phaser, Captain...!
                             Use your phaser...!

                                           KIRK'S VOICE
                                     (transmitter, weak)
                             Can't... reach... phas --
                                     (transmission breaks
                                      off in heavy STATIC)

                                           CHEKOV
                             Airlocks two and four --
                             prepare to launch rescue
                             teams!
                                     (glancing at viewer)
                             Chief Lang! Get them out
                             there! Fast!

                                           SULU
                             Mr. Spock, the Captain is in
                             trouble, directly behind you --
                             three hundred meters!
                                     (beat)
                             Mr. Spock!

                   Looks of distress are exchanged.

             295   INT. V'GER - SPOCK                                            295

                   Spock's spacesuited figure MOVING TOWARD the CAMERA,
                   as we HEAR:

                                           KIRK'S VOICE
                                     (weak; STATIC)
                             ... Spock...! ... need help...!
                             ... trapped...!

                   No indication at first that Spock has heard; his face
                   set with determination, his eyes fixed on his destin-
                   ation: the inner wall.

                                           KIRK'S VOICE
                                     (continuing; weakening;
                                      STATIC)
                             ... pressure on me...! ... can't
                             move...! Spock...!
          
             296   ON SPOCK - CLOSE                                              296

                   as Kirk's VOICE STOPS -- and all that is heard now
                   is the HEAVY STATIC crackling ominously. Spock's
                   expression flickers, then he hits reverse thruster
                   JETS, stops -- he turns to glance at the inner wall,
                   then his thrusters turn him so he can look back the
                   way he came from. But he cannot resist Kirk's call;
                   he suddenly hits his thruster controls, then JETS
                   FLARE, and:

             297   WIDER ANGLE - SPOCK                                          297

                   as thruster JETS accelerate him back toward Kirk.

             298   INT. BRIDGE - VIEWER (M)                                     298

                   showing Kirk's spacesuit completely covered, encased
                   in the blob. Kirk is no longer moving. But in the
                   distance, facing toward him is Spock!

             299   INT. V'GER - KIRK AND SPOCK                                  299

                   with Spock in the near distance, heading TOWARD the
                   CAMERA. As he approaches Kirk, Spock brings out his
                   phaser. Now he hits the controls for the REVERSE JETS --
                   he slows RAPIDLY as he approaches Kirk's now complete-
                   ly encased spacesuit. Spock makes a quick phaser
                   adjustment.

             300   ANGLE ON SPOCK AND KIRK'S ENCASED SPACESUIT (O) (S)          300

                   Spock levels the phaser carefully. FIRES. The PHASER
                   BEAM strikes the blob form -- it SHATTERS, the pieces
                   DISINTEGRATING.

             301   INT. V'GER - SPOCK AND KIRK                                  301

                   facing each other while hovering in space.

                                           KIRK
                             Bridge, cancel rescue teams.
                                     (hard)
                             Spock, what in the hell are you
                             doing out here!

                                           SPOCK
                             I am seeking answers, Captain.

                                           KIRK
                                     (with insight)
                             Answers to what, Spock? Our
                             dilemma -- or your personal one?

                   Spock does not immediately reply, peers at Kirk through
                   the faceplate a long beat, then abruptly looks away,
                   points off into the distance:

             302   ANOTHER ANGLE - INCLUDING INNER WALL (O)                   302

                   We can SEE what appear to be SPARKLING GLOBULES OF
                   LIGHT darting toward the inner wall in the distance,
                   then disappearing there. (We'll SEE other swarms
                   occasionally too, coming from different directions --
                   they will later be identified as "sensor swarms" on
                   closer examination.)

                                           SPOCK
                                     (pointing)
                             Captain, I believe there we will
                             find an indication of whoever --
                             or whatever -- is aboard this
                             vessel...

                   Kirk weighs alternatives, then pushes his thruster
                   controls and begins moving in the direction Spock
                   indicated.

                   Their thruster jets flash, propel them toward the 
                   point on the inner wall.

             303   INT. V'GER - AT INNER WALL                                   303

                   The most prominent area of the vast inner wall -- the
                   patterns on the wall here seem to GLOW with life.
                   The spacesuited figures of Kirk and Spock ENTER SCENE,
                   gliding slowly toward what seems to be the central
                   part of theses patterns.

             304   CLOSER ON KIRK AND SPOCK                                     304

                   as they approach and then we SEE the brief REVERSE
                   THRUSTERS and then forward momentum stops; motionless.
                   Then Spock sees something, indicates.

             305   LONG ANGLE TO INCLUDE SENSOR SWARM (O)                       305

                   Now, we SEE that they are tiny, multi-colored points
                   of FLASHING LIGHT -- almost like swarms of bees.
                   They approach the inner wall at this central point
                   and seem to "disappear" through the orifice.

             306   KIRK AND SPOCK - ANOTHER "SWARM" APPROACHING (O)             306

                   This "sensor swarm" has been coming from a direction
                   that will take them close past Kirk and Spock. Then,
                   as it passes, Spock reaches out quickly, grabs.
                   He turns to Kirk, his hand closed on something.

             307   CLOSE ON KIRK AND SPOCK (AGAINST "TUBE" WALL)                307

                   Spock opens his hand, retaining a hold on something
                   with his fingers. He brings it up to Kirk's face mask
                   -- it's a tiny SENSOR, its multi-colors flashing as it
                   tries to escape from Spock's fingers. And in this CLOSE
                   VIEW, we SEE that this is a SENSOR very much like the
                   one we've seen earlier embedded in the Ilia-probe's
                   throat hollow. Then Spock releases it and it darts
                   to join the sensor swarm near the opening of the inner
                   wall.

             308   KIRK AND SPOCK'S POV (O)                                     308

                   From this closer distance, we SEE that an opening ap-
                   pears in the wall, admits the sensor swarm, then closes
                   immediately.

             309   BACK TO SHOT                                                 309

                   Kirk and Spock exchange a look. Their thruster JETS
                   ignite briefly, moving them in that direction.

             310   INT. V'GER - KIRK AND SPOCK (O)                              310

                   closely approaching the inner wall now, timing their
                   movements to coincide with the arrival of another
                   "swarm" -- the wall begins OPENING. The "swarm"
                   through, the wall begins CLOSING -- but Spock and 
                   Kirk slip in before it closes.

             311   INT. "MEMORY CAVE" - SPOCK AND KIRK                          311

                   The wall closing behind them, they are safely inside.
                   But as they stop their forward momentum, their eyes
                   widen with awe and surprise at what they are seeing:

            311A   WHAT THEY SEE (M)                                           311A

                   The long "cave" chamber with its row of huge MEDIATOR
                   BALLS extending into the distance. To one side, the
                   gleaming CRYSTAL MEMORY WALL.

            311B   KIRK AND SPOCK                                              311B

                   as Spock makes a quick analysis and estimate of what
                   they are seeing. Then, he takes out his tricorder
                   again, propels himself toward the memory crystals.
                   Kirk follows.

            311C   AT MEMORY CRYSTAL                                           311C

                   as Spock adjusts his tricorder through several readings.

                                           SPOCK
                             It would appear that the atomic
                             arrays of these crystals store
                             information. A remarkably
                             efficient system.

                                           KIRK
                                     (indicates)
                             And these 'sensor-swarms' collect
                             that data, carry it here.

                                           SPOCK
                                     (nods; indicates)
                             New crystals: they must contain
                             the most recent data obtained --

                   And Spock touches one of these new crystals (it will be
                   shinier, more pulsating than the others): ANOTHER RAPID
                   PROFUSION OF FAINT IMAGES, but this time including a
                   pattern-like image of Klingons, Klingon vessels (the
                   ones destroyed by the Cloud), and obvious Starfleet
                   personnel -- and the Epsilon 9 station. Also, a pattern
                   of the Security Guard killed by the probe. And Ilia.
          
                                           KIRK
                             Klingons... our Epsilon 9 station
                             ... and Ilia!! They seem to be 
                             more than just images...

                                           SPOCK 
                                     (agreeing)
                             Exact patterns. The energy bolt
                             that hit them wasn't simply a
                             weapon -- it dematerialized them,
                             stored them. But why?

                   And he turns and begins moving on, studying the wall,
                   consulting his tricorder.

             312   ACROSS THEM TO ANOTHER SECTION OF THE WALL                   312

                   Spock inspecting this area at which the "newer" crystals
                   are PULSATING and GLOWING, and which appears to be a
                   termination of the Crystal area, continuing on and dis-
                   appearing through the wall.

                                           KIRK
                             If this is their ship's data
                             banks, where is the crew? Or
                             is their entire ship automated?

                                           SPOCK
                             Captain, I do not believe there
                             is a crew -- or that this is a
                             vessel as such.

                   A beat, as Kirk reacts incredulously.

                                           SPOCK
                                     (continuing)
                             I am almost certain now that all
                             of this is V'ger -- I believe
                             that we are inside a life form,
                             a living machine.

                   Spock turns his spacesuit, turns his tricorder out to-
                   ward the Mediator Balls, takes a reading in that di-
                   rection. Then a glance to Kirk.

                                           SPOCK
                             I must attempt mindmeld with it,
                             Captain.

                   Spock touches his spacesuit controls; the THRUSTER
                   JETS move him out toward the Mediator Balls.

                                           KIRK
                                     (warningly)
                             Spock...

             313   ANGLE AT MEDIATOR BALL                                       313

                   Spock reaching the Ball, halts his momentum and removes
                   one gauntlet, baring his hand. Stretching the bare
                   hand toward a part of it which looks strangely "alive."
                   The very power generated from this area is clearly
                   affecting Spock's hand. Meanwhile, Kirk has used his
                   THRUSTERS to join him.

                                           KIRK
                             Spock, if you're right, its mind
                             may be enormous...

                   But Spock pays him no attention, his entire being now
                   focused on the PULSATING GLOW of the "alive" area --
                   the CAMERA MOVING IN CLOSER TO Spock, as he forces his
                   hand toward that surface, closer, closer.

             314   KIRK                                                         314

                   watching, almost mesmerized. Torn between wanting to
                   pull Spock away from the wall -- and knowing that
                   Spock must go through with it. For everyone's sake.

             315   CLOSER ON SPOCK                                              315

                   preparing for the ordeal, moving his hand to the "liv-
                   ing area," the invisible force even stronger -- but
                   Spock's strength unwavering, and now he touches the 
                   surface -- and it FLARES WITH STRANGE ENERGY at the
                   touch. And at the same moment Spock' body convulses
                   as if tens of thousands of volts of electricity are
                   charging through him.

             316   CLOSE ON SPOCK'S FACE                                        316

                   as he begins to shudder with the shock, the CAMERA
                   CONTINUES INTO EXTREME CLOSE-UP as we SEE Spock's mouth
                   open -- he SCREAMS. CAMERA INTO EXTREME CLOSE SHOT OF
                   SPOCK'S EYES.

             317   CAMERA ZOOM - THROUGH SPOCK'S EYES                           317

                   MUSIC IN AND UP as we travel through ABSTRACT IMAGES
                   (per Con Pederson discussion). Symbolizing V'ger's
                   incredible and complex store of mechanistic knowledge,
                   these IMAGES suggest patterns of atoms, molecules,
                   galaxies, dimensions of the universe beyond human
                   knowledge or comprehension. It takes only fifteen or
                   twenty seconds, but seems to span aeons, taking us
                   through micro-infinity and macro-infinity.

                   DISSOLVE TO :

             318   INT. DISPENSARY - SPOCK'S EYES                               318

                   CAMERA BRIDGING BACK OUT THROUGH SPOCK'S EYES AND INTO
                   ANGLE ON SPOCK'S FACE as he lies in a sickbay bed. His
                   eyes are open; he is staring straight ahead as if in a
                   catatonic state, completly unaware of his surroundings.
                   Then Doctor Chapel leans INTO SCENE, moving a medical
                   scanner over the brain area.

                                           CHAPEL
                             Now scanning pons area at spinal
                             nerve fiber connection...

             319   ANGLE ON McCOY AND KIRK                                      319

                   McCoy at a console, watching readings he is getting
                   from Chapel's scanner. Kirk watches McCoy anxiously.

                                           McCOY
                             Indications of some neurological
                             trauma--the power pouring through
                             that mind-meld must have been
                             staggering...

                   Before Kirk can reply, they HEAR a LAUGH! An abrupt,
                   harsh, bitter laugh.

             320   ACROSS THEM TO SICKBAY                                       320

                   as all whirl to the patient area where it is obviously
                   Spock who has just laughed -- but there is no indication
                   of laughter from him now. A startled Chapel has stepped
                   back away from the bed. Spock seems to be attempting
                   to focus, orient himself as Kirk and McCoy hurry to the
                   bedside.

                                           SPOCK
                                     (quiet)
                             Jim...

                   And Spock reaches out a hand weakly., takes a surprised
                   Kirk's hand in his. McCoy exchanges a surprised glance 
                   with Kirk, as Spock -- clutching Kirk's hand in friend-
                   ship and need -- struggles to summon strength to speak.

                                           SPOCK
                                     (continuing)
                             This simple feeling...
                                     (looks at Kirk)
                             ... is so far beyond V'ger's
                             comprehension.

             321   ANOTHER ANGLE                                                321

                   with Kirk and McCoy exchanging another surprised
                   glance (at Spock's emotion), with McCoy gesturing Kirk
                   not to question it.

                                           KIRK
                                     (gently)
                             Were you right? Spock? V'ger
                             is a living machine...?
          
                                           SPOCK
                                     (nodding)
                             A life form of its own; a
                             conscious, living entity.

                                           CHAPEL
                                     (reacting)
                             A living machine...?!

                                           McCOY
                                     (to Chapel)
                             We're living machines, too: protein
                             mechanisms.

                   Kirk nods at McCoy.

                                           KIRK
                             And it considers the Enterprise a
                             living machine: that's why the
                             probe refers to our ship as an
                             entity.

                                           CHAPEL
                             If it thinks our ship is alive
                             what does it think we are?

                                           McCOY
                                     (dryly)
                             An 'infestation' -- bacteria...
                             microbes.

             322   ANOTHER ANGLE                                                322

                   as Spock turns to Kirk.

                                           SPOCK
                             I saw V'ger's planet: a planet
                             populated by living machines.
                             Unbelievable technology.
                                     (pained)
                             V'ger has knowledge that spans this
                             universe.
                             And... in all this order... all
                             this magnificence, V'ger feels
                             no awe...no delight... no beauty...
                                     (a beat; exhausted)
                             I should have known...

                   Kirk waits for Spock to continue, but Spock seems too
                   weak.

                                           KIRK
                             Know what, Spock? What?

                   But Spock falls back, exhausted -- and McCoy gently
                   tugs at Kirk, AD-LIBBING, "Let him rest, Jim..."
                   Kirk shrugs McCoy away, addresses Spock:

                                           KIRK
                                     (continuing)
                             What should you have known?

                                           SPOCK
                                     (weak)
                             No meaning... No hope...
                                     (summoning strength)
                             And, Jim, no answers...!
                             Jim, it's looking for answers
                             itself!

                                           KIRK
                             What answers?

                                           SPOCK
                             'Is this all I am? Is there not
                             more?'

                   Just then an INTERCOM SIGNAL:

                                           UHURA'S VOICE
                             A faint signal from Starfleet,
                             sir! Intruder Cloud has been
                             located on their outer monitors
                             for past twenty-seven minutes...
                             dissipating rapidly as it approaches.

                   Immediately, Sulu's voice:

                                           SULU'S VOICE
                             Starfleet reports forward velocity
                             has slowed to sub-warp speed! We
                             are three minutes from Earth's
                             orbit!-

                                           KIRK
                                     (into intercom)
                             I'll be right there...
                                     (to Chapel; crisp)
                             I need Spock on the bridge.

             323   ANOTHER ANGLE                                                323

                   as Chapel urns to a MED TECH, AD LIBS an order,
                   "Dalaphaline, twenty cc's..." As the Tech quickly sets
                   the hypo-injector, and hands it to Chapel - and she
                   injects Spock, the hypo emitting a fast, QUIET HISS --
                   Kirk gazes at Spock just an instant as Spock breathes
                   deeply, the drug clearly strengthening him. Chapel
                   and the Tech help Spock from the bed, as Kirk addresses
                   McCoy:

                                           KIRK
                             A machine planet...? Sending a
                             machine to Earth looking for its
                             Creator...?

                                           McCOY
                             God.

                   Kirk looks at him, then at Spock -- on his feet now --
                   then at McCoy again:

                                           KIRK
                             'To find the Creator,' the probe
                             said. Find God...?

                                           McCOY
                             Isn't that what we're all trying
                             to do...?
                                     (dryly)
                             All us machines...?

                   Kirk stands facing him another moment, then whirls
                   and steps to the monitor, flips some buttons, and
                   peaks into his communicator.

                                           KIRK
                             Mr. Chekov, Commander Decker's
                             present location?

                                           CHEKOV'S VOICE
                             He... they... are in Engineering,
                             sir.

                                           KIRK
                                     (into intercom)
                             I want to make a ship's announcement.
                             But it's to be heard only in
                             Engineering.

                                           UHURA'S VOICE
                             Ready, Captain.

                                           KIRK
                                     (voice amplified)
                             This is the Captain speaking. It
                             appears that the alien ship...
                             V'ger... is NOT a manned vessel...

             324   ENGINEERING                                                  324

                   SHOWING Scott (at his console) listening to Kirk's
                   words -- and facing Decker and "Ilia" who are just
                   about to leave Engineering. (In b.g. the Engine core
                   GLOWS the appropriate color, and there is a SOFT
                   HUM of IDLE POWER.) Kirk's VOICE continues:

                                           KIRK'S VOICE
                                     (amplified)
                             It is a living entity...! A machine
                             life form. We are attempting to
                             ascertain its intentions. All
                             personnel will maintain yellow alert
                             status!

             325   CLOSER ON DECKER AND "ILIA"                                  325
 
                   The probe bland as usual, but Kirk's words seem to
                   have strangely elated Decker; he says to her:

                                           DECKER
                             A machine...! Then it had to be
                             programmed. By whom...?

                                           "ILIA"
                             By the Creator.

                                           DECKER
                                     (probing)
                             To join, and become One with the
                             Creator?

                                           "ILIA"
                             To learn all that is learnable;
                             to deliver all collected data to
                             the Creator on the third planet.
                             That is the programming.

             326   INCLUDE SCOTT                                                326

                   just now confronting them, regarding "Ilia" with open
                   disapproval.

                                           SCOTT
                             Well, sir, now what about all that?
                             A living entity, the Captain says...
                             entity... A living thing...!

                   Decker really hasn't heard Scott; he's gazing at "Ilia,"
                   attempting to digest what she's just said. But quickly:

                                           DECKER
                             Thank you, Scotty...

                   He moves to leave.

                                           SCOTT
                                     (dourly)
                             Your welcome, sir.

                   Now Decker and "Ilia" move toward the exit, Scott gaz-
                   ing after them glaringly, watching "Ilia's" every
                   move. Suddenly, almost into the corridor, "Ilia" turns
                   and looks back at the engine room. She addresses
                   Decker, but load enough for Scott to overhear:

                                           "ILIA"
                             There is no logical reason for
                             carbon units to control Enterprise's
                             power systems.

                                           SCOTT
                                     (to "Ilia")
                             Lassie, if I were functioning
                             'logically,' right now I'd be
                             showing you the inside of our
                             scrap metal compactor!

             327   INT. BRIDGE                                                  327

                   Kirk with McCoy and Spock, who although somewhat shaky,
                   is clearly more alert. They are just assuming their
                   stations.

                                           UHURA
                             We're now locked into Starfleet's
                             transceivers; Admiral Nogura has
                             received your reports, sir.

             328   ANGLE INCLUDING VIEWER (O)                                   328

                   Kirk pausing halfway to his chair to study the viewer
                   on which is appearing an IMAGE of V'ger looming omi-
                   nously in orbit over Earth.

                                           UHURA
                             The visual is a lunar monitor
                             relay, sir.

                   As they begin to study it, the IMAGE suddenly distorts and 
                   is replaced by signal interference -- SIGNAL STATIC LINES 
                   RUNNING ACROSS THE VIEWER SCREEN. 
                   (Somewhat resembling the kind of high voltage interference
                   some-times seen on the television screen.)

                                           UHURA
                                     (continuing)
                             Heavy interference, sir -- it's
                             coming from here, inside the
                             intruder itself...

                   Uhura hits buttons and immediately from the speakers we 
                   HEAR A SERIES OF CARRIER WAVE BEEPS. Spock looks up from 
                   his console, listens to it.

                                           SPOCK
                             Puzzling! The interference
                             appears to be a rather simple
                             carrier wave code signal...

                                           UHURA
                             On an old style radio frequency,
                             sir...

             329   PAST KIRK TO THE ELEVATOR                                    329

                   as the doors snap open and Decker and "Ilia" appear.
                   All eyes go to them as:

                                           "ILIA"
                                     (to Decker;
                                      interrupting)
                             As I stated, V'ger calls to the
                             Creator.

                                           DECKER
                                    (nods; turns to Kirk)
                             V'ger is announcing that it has
                             arrived, sir -- that it's ready
                             to deliver the information it
                             was programmed to collect...

                                           "ILIA"
                             'To learn all that is learnable.'

                                           DECKER
                                     (to Kirk)
                             It expects a return signal now,
                             ordering it to transmit that 
                             information to the Creator.

                                           UHURA
                                     (whirling)
                             Sir! V'ger's signals have
                             stopped...

                                           "ILIA"
                                     (as if frightened)
                             Decker... The Creator has not 
                             responded.

                   Kirk hears this, turning inquiringly toward her, but
                   Uhura interrupts:

                                           UHURA
                             Picking up Starfleet again; a
                             lunar monitor relay...

             330   ANGLE INCLUDING VIEWER (O)                                   330

                   as, indeed, the interference is fading and a new Main 
                   Viewer IMAGE is appearing -- it shows V'GER IN EARTH 
                   ORBIT with a strange looking OBJECT moving away from 
                   V'ger. It is an ominous looking, HUGE SWIRLING GREEN
                   MASS -- it resembles the same green plasma-energy bolts
                   that destroyed the Klingons and Epsilon 9 -- and very 
                   nearly the Enterprise. It is not a bolt now -- the mass 
                   is much larger and appears much more deadly. A second 
                   object has now formed and moves off, a third one begins 
                   to appear. (Meanwhile, the first and second PLASMA-
                   ENERGY OBJECTS are moving off into the distance in 
                   different direction.)

                                           McCOY
                             My God! They're the same kind
                             of things that destroyed the
                             Klingons, Epsilon Nine...

                                           SPOCK
                                     (interrupting; from
                                      science console)
                             These read as identical composition...
                                     (turns to Kirk)
                             ... however, Captain, they measure
                             several hundred times more
                             powerful!

                                           KIRK
                             High mag, Mr. Sulu!

                   Sulu adjusts the viewer through several IMAGE MAGNI-
                   FICATIONS until we SEE the huge OMINOUS GREEN DEVICES
                   more clearly.

                                           SULU
                             The third one is moving off too --
                             a fourth one is forming...

                                           UHURA
                                     (overlapping)
                             Urgent signal from Starfleet,
                             Captain!
                                     (turns, shaken)
                             All Earth defense systems have
                             gone dead.

                   Kirk reacts hard at this. Uhura gets another message.

                                           UHURA
                                      (continuing)
                             Sir, Starfleet computes their
                             trajectories as moving toward
                             equidistant positions over Earth.

             331   ANOTHER ANGLE - KIRK AND SPOCK                               331

                   exchanging significant glances.

                                           SPOCK
                             From four equidistant positions,
                             Captain, a detonation would blanket
                             the entire surface of the planet.

                                           DIFALCO
                             I plot them as reaching equidistant
                             positions in... twenty-nine
                             minutes, sir... mark!

             332   ACROSS KIRK TO DECKER AND "ILIA"                             332

                   as Kirk vaults from his chair, strides to a handrail to
                   confront the "Ilia"-probe.

                                           KIRK
                             Why...?!

                                           "ILIA"
                             The carbon-units infection will
                             now be removed from the Creator's
                             planet.

                                           KIRK
                             Why?!

                                           "ILIA"
                             The Creator has not answered.

                                           KIRK
                             The carbon-units are not
                             responsible for that.

                                           "ILIA"
                             You infest and control Enterprise.
                             V'ger believes carbon-units interfere
                             with the Creator in the same manner.

                                           SPOCK
                                     (to Kirk)
                             Then V'ger believes the Creator to
                             be a machine too.

                                           DECKER
                                    (nods)
                             It seems we all imagine God in our
                             own image.

             333   ANGLE ON MAIN VIEWER - INCLUDING CHEKOV (O)                  333
          
                   Three of the four OMINOUS SWIRLING GREEN OBJECTS have
                   all moved away from V'ger now, in different directions,
                   growing smaller in the distance. The fourth object is
                   holding position nearby, seeming to grow in size and
                   intensity.

             334   ANGLE EMPHASIZING KIRK                                       334

                   as he throws a look toward Spock who is now in deep
                   meditation. Kirk turns and takes "Ilia's" shoulders
                   and carefully turns her to face him.

                                           McCOY
                             '... similar life forms...?'
                             Jim, V'ger's saying the Creator
                             is a machine...!

                                           DECKER
                                     (grimly amused)
                             Of course: we all create God
                             in our own image.

                   Kirk peers at Decker a moment, ingesting this thought. 
                   Then he addresses "Ilia" again, this time with emotion: 
                   after all, he is pleading for the survival of the 
                   entire planet:

                                           KIRK
                             V'ger! If we are lesser beings,
                             we are still, like you, living.
                             And because we are alive, we --
                             like you -- wish to survive.
                             You must not destroy --
          
                   Kirk pauses abruptly: "Ilia" is regarding him blandly,
                   stonily -- not the slightest reaction or response;
                   clearly Kirk's plea is being ignored.
                   Kirk draws in his breath to continue, realizes the
                   futility, turns helplessly to Spock.

             335   ACROSS KIRK TO SPOCK                                         335

                   who has been listening intently, with near fascination
                   -- an idea forming in his mind. Quickly, he steps
                   down to Kirk:

                                           SPOCK
                                     (quiet, terse)
                             Captain...
                                     (reaches Kirk)
                             Treat V'ger as you would... a
                             child.

             336    FAVORING KIRK                                               336
          
                    startled at this, not sure he's heard correctly.

                                           KIRK
                             Child...!?

                                           SPOCK
                             Yes, Captain, a child: evolving
                             into adulthood -- learning, searching
                             -- instinctively needing.

                                           DECKER
                                     (intrigued)
                             Needing what...?

                                           McCOY
                             Spock, this 'child' is about
                             to eliminate all life on Earth;
                             how do we teach it that that's
                             'wrong'? With a spanking...!?

                   Spock peers at McCoy almost sadly, then replies to
                   Decker.

                                           SPOCK
                             It doesn't know what it needs,
                             Comm          ander...
                                     (to Kirk)
                             It does not know.

                   Kirk says nothing, looks at Spock who is awaiting a
                   reaction; then Kirk glances at "Ilia" -- his brain
                   is racing, struggling to reach a decision. And then:

                                           KIRK
                                     (abruptly to
                                      "Ilia")
                             The carbon--units-know-why-the
                             Creator-has-not-responded.

                                           McCOY
                                     (shocked)
                             Jim...!

                                           DECKER
                                     (to "Ilia,"
                                      urgingly)
                             Ilia... we can help V'ger
                             find what it needs --

                   "Ilia" studies Decker just a bland beat, then turns
                   to Kirk:

                                           "ILIA"
                                     (to Kirk, hard)
                             Disclose the information.
          
                                           KIRK
                                     (cool, calm)
                             Not until V'ger withdraws the
                             devices orbiting the third planet.

                                           "ILIA"
                             KIRK UNIT! DISCLOSE THE
                             INFORMATION!

                   Kirk studies her a moment, then decides to press his
                   bet:

                                           KIRK
                                     (to "Ilia," almost
                                      pleasant)
                             No.
                                     (then to crew
                                      commandingly)
                             Secure all stations. Clear
                             the bridge.

                   A moment where all are startled at this order -- but
                   no time for questions as just then the ship is ROCKED
                   BY A FURIOUS POWERFUL ERUPTION NEARBY within V'ger.

                                           DECKER
                                     (amplified)
                             Bridge to all decks,secure
                             your stations.

                                           McCOY
                             Your child is having a
                             tantrum, Spock.
          
                                           SULU
                             Clear the bridge, Captain...?

                                           KIRK
                             That was the order, Mr. Sulu:
                             Clear the bridge.

                   Just then another ERUPTION -- the ship is ROCKED AGAIN.

             337   INT. INSIDE V'GER - THE ENTERPRISE                           337

                   rocked about by the furious powerfields -- with
                   frightening displays of ray energy.

             338   INT. BRIDGE                                                  338

                   as all react to the powerful blasts, holding on to 
                   railings, etc, at the same time attempting to secure
                   their stations for the evacuation. The DAMAGE REPAIR
                   TECHNICIAN leaves his station, crossing to exit.

                                           DAMAGE TECH.
                                     (leaving bridge;
                                      to Captain)
                             Severe stress on engine pylons,
                             sir.

                                           "ILIA"
                                     (to Kirk; flat)
                             V'ger requires the information.

                   Kirk merely looks at her, then to the evacuating crew:

                                           KIRK
                             Bridge secure all stations! 
                             Move out!

                                           McCOY
                             Jim, what the hell kind of
                             strategy is this...?

                   Meanwhile, Decker has crossed to Chekov's now abandoned
                   console, checks it.

                                           DECKER
                             All ship's functions going to
                             automatic, Captain.
   
             339   ANGLE ON KIRK                                                339

                   turning to confront "Ilia":

                                           KIRK
                             If V'ger destroys the Enterprise,
                             the information V'ger requires
                             will also be destroyed.
 
            339A   INCLUDING VIEWER                                            339A

                   as LIGHT SHOW outside perceptically recedes, and simul-
                   taneously the ROCKING CEASES. At the same time, "Ilia"
                   is saying:

                                           "ILIA"
                             It is illogical to withhold
                             required information.

                   Kirk does not reply to this, turns away to observe
                   the withdrawing crew. Most are out; only Spock,
                   Decker and McCoy remain behind -- with McCoy on his 
                   way. The bridge lighting dims, and now Kirk looks at
                   Spock, who nods approvingly; clearly Spock is the only
                   person who seems to comprehend what Kirk is doing, and
                   why. As Kirk now moves toward the exit, and the lights 
                   are dimmed even further:

                                           "ILIA"
                                     (almost polite)
                             Kirk-unit, why do you not
                             disclose information?

                                           KIRK
                             Because V'ger is going to
                             destroy all the carbon units
                             on the third planet.

                                           "ILIA"
                             They have repressed the Creator.

                                           KIRK
                             The information will not be
                             disclosed.

                   And, gesturing the others ahead of him, Kirk starts
                   toward the bridge elevator. "Ilia" calls after him:

                                           "ILIA"
                                     (almost a plea)
                             V'ger needs the information.

             340   AT THE ELEVATORS                                             340
 
                   Decker and McCoy about to enter, Spock and Kirk just
                   behind -- all stopping abruptly now at "Ilia's" state-
                   ment. The very tone of her voice is enough for them
                   to realize they have made a very telling point. Kirk
                   follows fast:

                                           KIRK
                             Then V'ger must withdraw its
                             orbiting devices.

                                           "ILIA"
                             V'ger will comply if the carbon
                             units disclose the information.

             341   ANGLE ON McCOY                                               341

                   wryly reacting to this:

                                           McCOY
                             It learns fast, doesn't it...?

             342   ACROSS McCOY TO KIRK AND SPOCK                               342 

                   as Kirk looks at Spock, Kirk's whole expression convey-
                   ing the obvious question: "What the hell do we do now?"
                   But Spock is ready with an answer:

                                           SPOCK
                             Captain, the vessel -- V'ger --
                             obviously operates from a
                             central brain complex...

                   Spock allows the sentence to hang, as he and Kirk
                   eye each other significantly, the CAMERA SWINGING
                   OVER TO KIRK so we can perceive that to Kirk this
                   idea has an even greater significance.

                                           KIRK
                                     (to Spock)
                             The orbiting devices would be
                             controlled from the point,
                             then...?

                                           SPOCK
                             Precisely.

                   Kirk nods grimly, faces "Ilia" again; this time 
                   he's playing for all the stakes.

                                           KIRK
                             The carbon units' information
                             cannot be disclosed to V'ger's
                             probe... only to V'ger directly.

             343   ANOTHER ANGLE - REACTIONS                                    343

                   all wait with hushed expectancy, all eyes on "Ilia"
                   who seems momentarily in some internal communication.

                   She turns away from Kirk and steps forward looking at
                   the Main Viewer.

                                           McCOY
                                     (indicating
                                      viewer)
                             Jim...!

             344   PAST THEM TO VIEWER                                          344

                   the image of the chamber in which the Enterprise is
                   imprisoned. But now, toward the chamber-end, where
                   further passage had previously been barred by the lace-
                   work energy barriers -- an OPENING APPEARS. And at
                   the same time there is a GENTLE LURCHING EFFECT, and:

                                           DECKER
                             Forward motion, Captain...!

                                           SPOCK
                             A tractor beam...

                   "Ilia" steps down from the platform and into the well
                   where she is closer to the viewer.

                                           DECKER
                             Captain, what's the next move?

                                           KIRK
                             The question is, Mr. Decker, is
                             there a next move...

             345   INT. V'GER - THE ENTERPRISE                                  345

                   moving through the chamber, pulled by the invisible
                   tractor beam, toward the OPENING -- toward the next
                   chamber which, from this POV seems even larger,
                   more forbidding.

             346   INT. BRIDGE                                                  346

                   as the four officers step down onto the bridge, Spock
                   hurrying to his science station, Kirk to the center
                   seat.

                                           KIRK
                             Resume duty stations, Mr. Decker.

                   As Kirk attends to his console, Deck is at an
                   intercom:

                                           DECKER
                                     (into intercom,
                                      voice amplified)
                             All personnel resume stations...!

                   At the same time the lights are brightening -- and
                   members of the bridge crew begin returning. All this
                   time there is an ever increasing sense of movement.
                   Kirk glances at Decker:

                                           KIRK
                             Well, Mr. Decker, it seems my
                             bluff is being called.

                                           DECKER
                             I'm afraid our hand is pretty
                             weak, Captain.
                                     (slight smile)
                             But it's the only game in town.
          
                   Kirk reacts, pleased, a split beat at Decker's "our"
                   hand, and goes on:

                   Kirk throws him a look of appreciation, then, abruptly
                   his manner changes as he addresses Chekov:

                                           KIRK
                             Mr. Chekov, when do those devices
                             activate?

                                           CHEKOV
                             They reach final position in...
                             Twenty-seven minutes -- mark.

                                           KIRK
                                     (a beat; then into
                                      intercom)
                             Engineering...

             347   INT. ENGINEERING - SCOTT                                     347

                   at his console, a female engineering technician (CHIEF
                   ROSS) nearby, the usual engine room ambience in the
                   b.g., as:

                                           SCOTT
                             Scott, here, sir.

             348   INT. BRIDGE - KIRK WITH AN ANGLE ON SPOCK                    348

                   as Kirk hesitates, glances around at the crew -- now
                   all having resumed their stations -- and then grimly
                   looks at "Ilia" who still remains at the rail.

                                           KIRK
                                     (into intercom,
                                      eyes on "Ilia")
                             Mr. Scott, be prepared to execute
                             Starfleet order two zero zero
                             five.

                   Hearing this, Spock whirls around -- peers incredulously
                   at Kirk. He appears for a moment to be incensed at
                   Kirk's words. Then he realizes and understands Kirk's
                   position and turns, sadly resigned, back to his work.

             349   INT. ENGINEERING                                             349

                   as Scott, too, hears this, but his reaction is of grim
                   acceptance. Not so Chief Ross; she is horrified.

                                           SCOTT
                                     (with a glance at
                                      Ross, into intercom)
                             When, Captain?

                                           KIRK'S INTERCOM VOICE
                             On my command.

                                           SCOTT
                                     (somberly, into
                                      intercom)
                             Aye, sir.

                   And Scott hits buttons on his console, now moves to
                   step from his station, nearly collides with Ross, who
                   clearly is bravely struggling to maintain her poise
                   and dignity:

                                           ROSS
                             Why has the Captain ordered self-
                             destruct, sir?

                                           SCOTT
                                     (a beat; gently)
                             I would say, lass, because he
                             thinks -- he hopes -- that when
                             we go up... we'll take V'ger
                             with us.

                                           ROSS
                             Will we?

                                           SCOTT
                                     (with grim
                                      satisfaction)
                             When that much matter and anti-
                             matter are brought together?
                             Oh, yes; we will, indeed.

             350   EXT. ENTERPRISE - INT. V'GER                                 350

                   The ship passing now through a chamber that is vastly
                   more active than anything we have previously seen.
                   Directly ahead appears to be an area that dispatches
                   powerfields; a tremendous volume of them seem to ema-
                   nate and converge there. The medium from which the
                   ship moves appears almost solid, to the point where it
                   seems incredible that the ship can be pulled through
                   it at all. The entire chamber pulses with machine-
                   like, alien life. This should even be evidenced in the
                   booming POWERFIELD LIGHTENING BOLTS as they course in
                   ever more frighteningly close proximity to the ship as:

            350A   INT BRIDGE - INCLUDING THE VIEWER                           350A

                   The crew all watching the awesome spectacle of V'ger's
                   interior (on the viewer) as the Enterprise is being
                   pulled toward the brain complex. All are somewhat sub-
                   dued, for all realize how their journey will end -- but
                   at the same time they also realize there is no other
                   way. The CAMERA PANS, catching facial reactions -- as,
                   in the b.g., we HEAR a constant flow of AD-LIBBED crew
                   comments:

                                           CHEKOV
                             Twenty-five minutes to device
                             activation, sir.

             ALT. (Twenty-two)
             ALT. (Eighteen)

                                           UHURA
                             Starfleet has been apprised of 
                             our situation, Captain.

                                           SULU
                             Tractor beam remains constant...

                                           DIFALCO
                             We are seventeen kilometers inside
                             the vessel...

             351   ANGLE ON SPOCK                                               351

                   His back to the viewer, the angle does not reveal his
                   facial features, but we can discern him struggling to
                   contain his feelings.

             352   WIDER ANGLE (INCLUDE KIRK, McCOY, AND DECKER)                352

                   Kirk's back to Spock as he watches the viewer, Kirk
                   now turning toward Spock.

                                           KIRK
                             Spock... Spock...

                   Spock does not respond, then Kirk reacts with momentary
                   annoyance, then realizes Spock is totally distracted.
                   Kirk peers at him a moment, then suddenly rises and
                   steps up to:

             353   SPOCK'S STATION - KIRK AND SPOCK (McCOY IN B.G.)             353

                   as Kirk arrives, with Spock still facing away from
                   him, clearly distracted.

                                           KIRK
                                     (starts)
                             Mr. Spock -- I think...

                   Spock moves to face him, turning fully INTO the CAMERA
                   so we can see now, just under Spock's eye:

                   A tear! Welling fom the eye, rolling down his cheek.
                   Kirk is speechless a moment, glances at McCoy who has
                   also witnessed this phenomenon, and started toward
                   Spock; but Kirk gestures McCoy to stay back, as he
                   addresses Spock:

                                           KIRK
                                     (quiet, feeling)
                             Not for us?

                                           SPOCK
                             No, Captain, not for us... for V'ger.
          
                   Spock pauses as Kirk peers incredulously at him, then
                   continues:

                                           SPOCK
                                     (continuing)
                             I weep for V'ger, as I would for
                             a brother -- far more knowledgeable
                             than I -- and yet one step behind.

             354   ANGLE ON McCOY AND DECKER                                    354

                   Listening, McCoy's face reflecting concern; Decker's
                   face compassion and understanding, with Decker step-
                   ping closer to Spock, as Spock continues:

                                           SPOCK
                             As I was -- when I came aboard...
                             so is V'ger now: empty, incomplete.
                             Searching. Logic and knowledge are
                             not enough.

                                           McCOY
                                     (with empathy)
                             Spock, are you saying that you
                             found, what you needed -- but V'ger
                             hasn't?

                                           SPOCK
                             Has not, Doctor -- and now, because
                             of what we are planning... will not...

                                           KIRK
                                     (almost hard)
                             There is no alternative.

                                           DECKER
                                     (gently pressing)
                             Mr. Spock, what would V'ger need
                             to fulfill itself?

                                           SPOCK
                             V'ger has begun to understand the
                             true limits of our universe,
                             thereby realizing the existence
                             of other dimensions. To fulfill
                             itself it must evolve to a
                             higher dimension; V'ger believes
                             this can be achieved only by
                             joining with the Creator.

                                           SPOCK (ALTERNATIVE)
                             Each of us, at some time in our
                             life, turns to someone, a father,
                             a brother, a God and asks 'Why
                             am I here?' 'What was I meant
                             to be?' V'ger hopes to touch its
                             Creator to find its answers.

             355   ACROSS KIRK TO DECKER                                        355

                   as Decker reacts with sudden, almost evangelical en-
                   lightenment, as Kirk Says:

                                           KIRK
                                     (understanding)
                             'Is this all that I am? Is there
                             nothing more?

                   ON DIFALCO

                   reacting to the (O.S.) viewer, AD-LIBBING a terse:

                                           DIFALCO
                             Captain...!

                   PAST KIRK AND SPOCK TO THE VIEWER
          
                   where another opening is suddenly visible -- another
                   chamber. But the violent and color energy effects of
                   the previous chambers are no longer evident. Instead,
                   the entire chamber appears beautifully symmetrical,
                   with a strange, subdued glow, which increases as we
                   move closer.

                                           SPOCK
                                     (flat)
                             Captain, I believe that is our
                             destination.
          
             356   EXT. ENTERRISE - INT. V'GER - NEAR THE "ISLAND"              356
                   COMPLEX

                   This enormous chamber resembles a hemisphere, laced
                   throughout with dazzling energy patterns, not at all
                   ominous, but quite lovely in effect. As the Enterprise
                   continues forward motion, now ahead you will to SEE a
                   small "island." Floating in the exact center of the
                   hemisphere, the "island" seems alive with PULSING LIGHT,
                   with more of the lovely and delicate ENERGY FORMS and
                   COLORS. On the "island," vague at this distance, ap
                   pears to be a "solid" matter form.

             357   INT. BRIDGE - INCLUDING VIEWER                               357

                   The "island" looming larger in the distance. And the
                   Enterprise (as evidenced from the viewer) perceptibly
                   slowing. Kirk just resuming his command chair, as:
                               
                                           SULU
                             Forward motion slowing, Captain...!

                   Kirk says nothing a moment, studies the viewer -- and
                   then:

                                           KIRK
                                     (into intercom)
                             Engineering... Status, Mr. Scott?

                                           SCOTT'S INTERCOM VOICE
                                     (somber)
                             We're ready, sir.

                                           KIRK
                                     (into intercom)
                             Thank you, Scotty. Stand by.

             358   ACROSS KIRK TO McCOY                                         358

                   as Kirk turns from the intercom and glances at McCoy.
                   Between them a total look of understanding.

             359   EXT. ENTERPRISE (INT. V'GER)                                 359

                   The Enterprise approaching the edge of the "island" --
                   slowing, but still quite clearly being pulled by the
                   tractor beam. The "solid matter" in the "island" cen-
                   ter still obscured by the STRANGE LIGHT GLOW emanating
                   from that area. The Enterprise is now nearly at the
                   "island" edge.

             360   INT. BRIDGE - INCLUDING VIEWER                               360

                   as all watching "island" loom closer and closer.

                                           CHEKOV
                             Tractor beam strength lessening,
                             Captain.

                                           KIRK
                                     (into intercom)
                             Mr. Scott... on my next signal.

                                           SPOCK
                                     (fast)
                             Captain, the orbital device will     (ALT.)
                             not be triggered for twenty-two      (nineteen...)
                             minutes...                           (fifteen...)

                                           KIRK
                             The point...
                             (Your)

                                           SPOCK
                                     (eying "Ilia";
                                      carefully)
                             The point is, Captain, twenty-two    (ALT. should
                             minutes. We could have that much      loop "19" &
                             more time...                                 "15")
         
                   Kirk glances at the Viewer, the oncoming "island," then
                   at Spock:

                                           KIRK
                                     (shakes head, no)
             (ALT: "19",)    (Mr. Spock), if we do not provide
             (     "15  )    V'ger with certain information, we
                             won't have twenty-two seconds; the
                             plan must be implemented upon arrival.

                                           DECKER
                             Captain, we can't be sure that our...
                             move... will actually save Earth.

                                           KIRK
                             No!

                   Decker's last word is interrupted by an almost gentle
                   BUMP -- and on the Viewer all perceptible motion has
                   stopped. At the same time:

                                           SULU
                             Forward motion stopped, Captain.

                                           CHEKOV
                             Tractor beam is released.

             361   INT. INSIDE V'GER - THE ENTERPRISE AT THE "ISLAND"           361

                   The ship's sauce leading edge holding position at
                   the "island" edge as though docked.
 
             362   INT. BRIDGE  "ILIA"                                          362

                   watching the (O.S.) Viewer.

                                           "ILIA"
                                    (indicating viewer)
                             V'ger...

             363   INCLUDING THE VIEWER  KIRK AND THE OTHERS                    363

                   all very silent a moment, gazing at the sight. Now
                   Kirk glances at the people around him: on his command
                   their lives are about to end. Nothing is said; no
                   time for it, no inclination to articulate the obvious.
                   No need to.

                                           KIRK
                                     (into intercom:
                                      with finality)
                             Mr. Scott...

             364   ANGLE ON CHEKOV                                              364

                   reacting to a console reading with surprise.

                                           CHEKOV
                             Captain... I read an oxygen and
                             gravity envelope forming outside
                             the Enterprise...!

                                           UHURA
                             Sir, I have located the source
                             of V'ger's radio signal: (it's)
                             directly ahead.

                                           SPOCK
                             That transmitter is a vital link
                             between V'ger and the Creator.
                                     (its)

                                           DECKER
                                     (urging)
              (ALT. "18",)   We have twenty-one minutes. Captain,
              (.... "14" )   we can still save V'ger... and ourselves. 

                   All this has caused Kirk to vacillate, but he still
                   believes his course of action is the proper one, as:-

                                           "ILIA"
                             The carbon units will now provide 
                             V'ger the required information.

                   "Ilia" is moving toward the elevator, turning to face
                   the others as she says this. Kirk remains frozen, his
                   hand on the intercom button. He glances at McCoy, as
                   though seeking advice. McCoy peers at him blandly,
                   levelly; Kirk must follow his own instinct.

             365   FAVORING KIRK                                                365

                   gazing at "Ilia," then at Spock, his brain racing, con-
                   sidering all the possibilities, options. He glances
                   at the anxious faces awaiting his decision: a possible
                   twenty-two more minutes of life -- or instant death.
                   Another beat as he decides. Then:

                                           KIRK
                                     (into intercom)
                             Mr. Scott... we're holding off;
                             there may be a chance...
                                     (rises, gestures
                                      Spock and McCoy)
                             Spock, Bones...

                   He starts for elevator.

             366   PAST DECKER TO KIRK                                          366

                   as Kirk strides toward the elevator, joining McCoy and
                   Spock.

                                           KIRK
                             Mr. Decker... I will contact you
                             every five minutes. Otherwise...
                             inform Mr. Scott immediately.

                                           DECKER
                                     (calls after him)
                             Captain... I'd like to go along...

                   Kirk studies Decker a beat -- there is something com-
                   pelling about Decker's manner -- a certain sense of
                   absolute necessity. Kirk seems about to deny the re-
                   quest, then turns to Sulu:

                                           KIRK
                             Mr. Sulu, you have the conn...

                   And Kirk leaves; Decker, his face reflecting a strange,
                   almost eager gratification, hurries after him.

                                           KIRK
                             V'ger plans to literally meld
                             to reduce both itself and the
                             Creator to patterns...

                                           SPOCK
                             ... and then to reassemble itself
                             combined with the Creator. The
                             most certain way of obtaining
                             all the Creator's answers.

                   A sudden STORM OF LIGHT AND STRANGE SOUND. In the
                   midst of it, Kirk finds a SHAFT OF LIGHT very much
                   centering on him. He sees "Ilia" watching him with
                   none of their "former navigator" in her expression
                   now. Kirk hesitates, gathering his thoughts:

                                           KIRK
                                     (to "Ilia")
                             Our data is being prepared.
          
                                           "ILIA"
                             Answer!

                                           KIRK
                             We will answer and present proof
                             of our answer when it is ready!

                   Kirk's words lead to a suggestion of FRUSTRATION in the
                   STORM OF LIGHT AND SOUND around them.

                                           KIRK
                                     (continuing)
                             V'ger, we will bring the Creator
                             to you! Here!

             367   ANGLE EMPHASIZING "ILIA" AND DECKER                          367

                   as he moves to her:

                                           DECKER
                             We need only a few more minutes.
                             Believe me...

                   Decker has reached out to touch her -- the probe spins
                   at his touch -- the move knocks Decker from his feet,
                   tumbling, a hard fall. Then the robe looks at him
                   lying there -- just the slightest softening of her
                   features now.

             368   EMPHASIZING DECKER                                           368

                   slowly turning to face the probe again.

                                           DECKER
                             Ilia, believe me... the Creator
                             will appear!

             369   EMPHASIZING "ILIA"                                           369

                   as she meets Decker's look, her expression softening
                   still more. The STORM OF LIGHT and SOUND begins to
                   subside a bit. She moves to him and he gets to his feet.

                                           UHURA'S INTERCOM VOICE
                             Enterprise to Captain...

             370   INT. BRIDGE                                                  370

                   Uhura with Sulu and Chekov there.

                                           UHURA
                             Problem, Captain: the response
                             signal is not in our records.
                             Voyager Six was sent out by Earth's
                             "United States Subdivision.' The
                             code was probably...

             371   INT. VOYAGER SIX SITE                                        371

                   as Uhura continues:

                                           UHURA'S INTERCOM VOICE
                             ... kept secret to keep Voyager's
                             data from rival subdivisions.

                                           McCOY
                             That's preposterous! They
                             wouldn't have kept scientific
                             data from one another.

                                           CHEKOV'S INTERCOM VOICE
                             We are now checking with Starfleet
                             Archives, Captain. Stand by.

             372   ANGLE ON DECKER AND "ILIA"                                   372

                   Kirk, Spock and McCoy are standing some distance from
                   them (out of hearing). The probe is clearly moving
                   into still closer touch with Lt. Ilia's memory patterns
                   as Decker takes her hand.

                                           DECKER
                             And when V'ger melds? What will
                             happen to you?

                                           "ILIA"
                             It will... take me from you...

             373   KIRK, SPOCK AND McCOY                                        373

                   McCoy is looking at Kirk with an incredulous expression
                   on his face.

                                           McCOY
                             And when it realizes what the
                             Creator is...?

                                           KIRK
                             There's no way to know. V'ger
                             expected it to be a machine --
                             some single entity.
                                     (indicates entire
                                      site)
                             All of us here may be reduced
                             into patterns...

                                           SPOCK
                             That seems to be what it has
                             planned -- to have the Creator
                             physically present here.

                                           McCOY
                                     (small smile)
                             The God it captures is going to
                             be a hell of a disappointment.

             374   DECKER AND "ILIA"                                            374

                   at the side of Voyager Six, Decker in the midst of
                   twisting a wing-nut which releases a hatch which swings
                   open. Decker peers inside while "Ilia" waits.

             375   KIRK, SPOCK AND McCOY                                        375

                   Decker and "Ilia" at the old capsule in b.g. as Kirk
                   looks that way.

                                           KIRK
                             Commander...

                   We SEE Decker look up at Kirk's call, then ignore him
                   and go back to inspecting inside the access hatch. At
                   this moment, from Kirk's communicator, a SIGNAL.

                                           KIRK
                                     (continuing;
                                      into communicator)
                             Kirk here.

                                           UHURA'S INTERCOM VOICE
                             We now have the response code,
                             sir.

                                           KIRK
                             Stand by. Transmit it on my
                             orders.

                   The three of them exchange looks -- Kirk, Spock and
                   McCoy exchanging a silent moment of friendship and
                   resignation. Then Kirk lifts his communicator again:

                                           KIRK
                                     (continuing)
                             Enterprise... transmit.

             376   DECKER AND "ILIA"                                            376

                   catching Decker in the midst of pressing a control on
                   his tricorder. Both he and "Ilia" are watching Kirk
                   and the others closely. Now Decker looks down at the
                   tricorder's face. He nods:

                                           DECKER
                             Recording...

             377   KIRK, SPOCK AND McCOY                                        377

                   still waiting. They continue to wait. McCoy shifts
                   uncomfortably, throws Kirk a puzzled glance. Kirk
                   finally lifts his communicator.

                                           KIRK
                             Enterprise, are you transmitting?

                                           UHURA'S INTERCOM VOICE
                             Affirmative, Captain. For some
                             time now.

                                           KIRK
                             Confirm code and transmitting
                             frequency.

                                           CHEKOV'S INTERCOM VOICE
                             Both signal and frequency
                             confirmed, sir.

                                           DECKER
                                     (calling)
                             Captain Kirk!

             378   VARIOUS ANGLES                                               378

                   as the others turn to Decker and "Ilia."

                                           DECKER
                                     (continuing)
                             The fault is here, sir, not in
                             the transmission.
                                     (indicating into
                                      hatch)
                             The antenna leads have been
                             disconnected. V'ger never
                             intended to accept a transmitted
                             signal.

                                           KIRK
                             Capture God! In order to
                             retrieve V'ger's data, the
                             Creator has to physically come
                             here!...

                                           DECKER
                             And plug the signal directly into
                             the circuitry at this...
                                     (indicates into
                                      access)
                             ... point here, Captain. It
                             should pick up even a tricorder
                             playback.

                                           KIRK
                                     (lifting communicator)
                             Enterprise, I want that signal
                             again. Transmit!

                   Then Kirk touches a control on his tricorder exactly
                   as Decker did earlier. Then he looks up, reacts as
                   he sees Decker holding his own tricorder up -- and a
                   smile playing on Decker's face.

             379   ACTION ANGLE                                                 379

                   as Kirk suddenly pivots, races toward Decker -- but he
                   passes too close to the "Ilia"-probe. It sends him
                   spinning back, tumbling to his knees.

             380   AT KIRK                                                      380

                   as KIRK starts up to scramble to his feet but Spock has
                   stepped in, putting a hand on Kirk's shoulder and re
                   straining him.

                                           SPOCK
                             Jim... he wants it.

                                           DECKER
                             You got the Enterprise, it's
                             what you wanted. This is what
                             I want.
                                           (smiles)
                             But, Jim...
                                           (now very seriously)
                             ... I'm the right choice for this
                             mission.

                   And then Decker shoves the tricorder into the access
                   hatch.

             381   VARIOUS EFFECTS SHOTS - DECKER BEING FUSED - V'GER           381
                   TRANSCENDING (S)

                   For just an instant nothing happens -- and then a 
                   BLINDING SHAFT OF LIGHT STRIKES Decker. The color
                   becomes BRIGHTER AND BRIGHTER, begins spiraling through
                   the room. "Ilia" stes toward Decker, is caught in the
                   LIGHT, and instantly VANISHES in a BRILLIANT WHITE GLOW.

                   We SEE Decker seeming to grow larger -- as if his
                   molecular pattern is expanding. A SPECTACULAR SERIES
                   OF VISUALS., THE SPIRALING LIGHT enveloping the entire
                   area.

                   All this emanating from Decker's body, becoming LARGER
                   -- also BRIGHTER AND BRIGHTER until now it is almost
                   transparent. And the SPIRALING now expanding in all
                   directions, and the room itself starting to dissolve,
                   vanishing into nothingness -- and all commencing to
                   slip into the new dimension.

                   Kirk, Spock and McCoy stand transfixed another instant.
                   Around them, V'ger seems to be TRANSFORMING INTO BRIL-
                   LIANT, LOVELY PATTERNS. They all turn and race into
                   the complex in the direction of their vessel.

             382   EXT. EARTH ORBIT - AN ENERGY BOLT (S)                        382

                   It too seems to be flowering into loveliness, brilliant,
                   graceful patterns as they seem to slip through to another 
                   dimension, vanishing.

             383   EXT. V'GER - FULL SHOT                                       383
          
                   The "FLOWERING" EFFECT now spreading outward, V'ger's
                   massive shape becoming a spiraling pattern of twisting,
                   graceful shapes and brilliant colors -- a transcendence
                   into another dimension.
                   And then all of that is left is a shimmering, jewel-like
                   point of light -- and then it too fades -- and reveals
                   there in the blue-black of space, the U.S.S. Enterprise.

             384   INT. BRIDGE - INCLUDING THE VIEWER (O)                       384

                   which shows now only space and its familiar star
                   patterns. All gaze at the viewer, awed at what they've
                   seen and undergone. They exchange looks silently, no
                   one wanting to be the first to try to comment on some-
                   thing which is beyond mere words. We HEAR an ELEVATOR
                   DOOR, Scott and Chapel ENTER the bridge and stand 
                   silently watching.

                                           McCOY
                             Well, it certainly has been...
                             interesting.

                                           KIRK
                             Spock, we were its answer!

                                           SPOCK
                                     (nods)
                             Yes, Captain. It needed our
                             mortality, the fear of it, our
                             struggle against it, our fears,
                             our dreams...

                                           KIRK
                             ... and the 'foolish' emotions
                             which drive us?

                                           SPOCK
                                     (looks at Kirk; then)
                             I prefer your poet Dante's phrase
                             -- 'the divine restlessness of
                             the human spirit.'

                                           McCOY
                             Spock... you're quoting poetry?

                   Spock's cold look at McCoy is interrupted by:

                                           UHURA
                             Starfleet signal, Captain!
                             Return to orbital dockyard for
                             inspection.

                                           KIRK
                             Ignore that signal.
                                     (to Scott)
                             Shall we give the Enterprise a
                             proper shakedown, Mr. Scott?

                                           SCOTT
                                     (suddenly beaming)
                             I'd say it's time for that, I
                             would, sir.
                                           (toward Spock)
                             We can have you back on Vulcan
                             in four days, Mr. Spock.

                                           SPOCK
                                     (coolly)
                             I have no business on Vulcan,
                             Engineer.

                   Kirk and Spock exchange a look -- then Kirk turns to
                   the helm.

                                           KIRK
                             Ahead Warp One, Mr. Sulu.

                                           DIFALCO
                             Heading, sir?

                                           KIRK
                                     (taking center seat;
                                      indicates generally)
                             Out there.  Thataway.

                                           SPOCK
                                     (nods gravely)
                             A most logical choice, Captain.

                   Then the trace of a smile comes over Spock's face.

             385   EXT. SPACE - ENTERPRISE (S)                                  385

                   Planet Earth in the distance, and receding in size as
                   the starship heads out the other direction.

                   FADE OUT.

                                           THE END