The following is not a novelization or an actual script but a dry transcript of the aired episode that includes accurate word-to-word dialogues, settings descriptions, action scenes and/or camera movements where the transcriber felt they were necessary. This transcript is posted on "TWIZ TV.COM - FREE TV SCRIPTS DATABASE" courtesy of RAHUL KUDVA.
"BURN NOTICE" and other related entities are owned, (TM) and © by FUSE ENTERTAINMENT in association with FOX TELEVISION STUDIOS. This transcript is posted here without their permission, approval, authorization or endorsement. Any reproduction, duplication, distribution or display of this material in any form or by any means is expressly prohibited. It is absolutely forbidden to use it for commercial gain. For entertainment and educational purposes only. No infringement intended.
==========================
TRANSCRIPT:
NB - The curly parentheses {} represent Michael's voiceovers.
==========================


[Opening Montage.]


[Michael stands on the pavement in Warri, Nigeria, in the hot sun.]

{My name is Michael Westen.}

[He cocks a gun in the restroom.]
[He runs.]
[He's on a bike, pursued by guys firing at him from a sedan.]

{I used to be a spy until...}

[He listens in barely-concealed shock to the man on the phone.]
MAN: [from phone] We got a burn notice on you. You're blacklisted.


[Dressed as a messenger, he whistles.]
[As he walks down a street, he grimaces in pain (due to a couple of broken ribs).]

{When you're burned, you've got nothing.}

[Shot of his accounts statement on the computer ("Accounts Frozen"). He checks his cell phone as e gets off a bus.]

{No cash, no credit, no job history.}

[He manages to pull himself onto a plane. The plane takes off.]
[In a Miami motel room, he sits up groggily in bed, shirtless, while Fiona Glenanne sits nearby.]

{You're stuck in whatever city they decide to dump you in.}

MICHAEL WESTEN: Where am I?
FIONA GLENANNE: Miami.

[Shot of Miami Beaches.]
[At night, in his loft, he assembles a fake bomb.]
[He leans back and nearly falls off a small chair.]
[A car blows up in the night.]
[He and Sam Axe stand in front of a car.]
[He takes pictures from inside his car.]
[He laughs.]

{You do whatever work comes your way. You rely on anyone who's still talking to you...}

[Fiona cocks a 12-gauge shotgun inside Sam's car.]
[She kisses Michael outside his loft.]

{A trigger-happy ex-girlfriend.}

[He and Fiona have dinner in a Chinese Restaurant.]
FIONA GLENANNE: Should we shoot them?

[Sam smiles at Michael as he suns himself.]
[Sam walks, wearing sunglasses.]
[He holds a tape recorder to the phone.]

{A friend who's informing on you to the Feds.}

[He and Axe Sam talk in a café.]
SAM AXE: You know spies. Bunch of bitchy little girls.

{And family, too.}

[Michael looks at his ringing cell phone, as Sam sits behind.]
SAM AXE: Hey, is that your mom again?
[Michael hangs up.]
[His mom, Madeline, smiles.]

{... if you're desperate.}

[At home, Madeline speaks to Michael.]
MADELINE WESTEN: Someone needs your help, Michael.

[Michael exits a mansion.]

{Bottom line - until you figure out who burned you...

[He looks through a cracked glass.]
[He moves out-of-sight behind a wall.]

{... you're not going anywhere.}





CUT TO:

[Michael's Loft. Day. Michael looks at the Homeland Security Directive, authorizing his Burn Notice, which he managed to blackmail out of Akhom Thabet (last episode). He stands in front of his kitchen counter, which is filled with stuff that definitely can't (and shouldn't) be cooked - circuitboards, wires, cell phones (opened up), Michael's favorite Sig P228 and other stuff.]

{There's a good reason covert operatives keep their work a secret from their families. Once your family knows what you do, you've got problems.}

[The directive reads:

MICHAEL WESTEN is no longer a reliable asset. He is
hereby removed from the list of approved contractors,
effective immediately.

All entities associated with the Unites States government
and its allies are to have no contact with Westen. This
includes, and is not limited to, all government officials and
contractors with a top-secret security clearance and above.
Any violation of this order is punishable with a revocation
of security status as well as criminal penalties
applicable under U.S. law.

.]

{Best case - they're scared.}

[His cell phone rings. Still looking at the directive, he answers his phone.]

{Worst case - they figure they can get into trouble and you'll get them out of it.}

MICHAEL WESTEN: [into phone] Yeah.

NATE WESTEN: [from phone, softly] Mike, it's your brother. Listen, uh, I'm out at Opa-locka airport, and... I got a situation. I need you to come out and meet me.

[Some noise is heard over the phone.]

NATE WESTEN: [from phone] I gotta go.

[Michael listens calmly. After hanging up, he crouches and hides the directive in the cabinet under his kitchen sink. Cocking his Sig, he walks out.]


CUT TO:

[Opa-locka Airport, outside Hangar 12. Day. Fast music plays as Nate comes flying out the hangar door, rolling on the tarmac, near a cargo airplane. His bloodied and bruised face don't give an impression that he made any friends inside the hangar. As he lies, groaning in pain, an older tough-looking Middle-Eastern guy walks out, pissed.]

NATE WESTEN: C'mon, man.

[The attacker kicks Nate square in the ribs. Nate grunts loudly in pain as he falls back. He tries to swing at the guy's leg, but the guy deftly evades it and allows Nate to get up, almost challenging him to try something. Nate manages to get up, unsteadily, putting up his dukes. Just to recap, the guy getting his ass kicked is...
NATE WESTEN
THE BROTHER
He takes a weak swing at the bigger guy's head, but the attacker dodges it and punches him in the ribs. He then open-palms him hard in the nose, knocking him to the ground, and kicks him in the ribs again. Nate coughs out in pain. The big guy cocks his gun and holds it at Nate's temple. Nate talks fast.]

NATE WESTEN: Hey, look, man. First you told me to leave, and now you're gonna kill me? That doesn't even make sense, all right? I mean, it's gonna take you hours to deal with my body, and then there's the cops. Come on, man.

[The attacker seems to agree, but that doesn't prevent him from cracking Nate across the face with the gun. He stands over Nate, speaking in a thick Middle-Eastern accent.]

NATE'S ATTACKER: Come back, I shoot you in the face.

[He turns around and walks inside, holstering his weapon. Nate tries to pick himself up from the ground. He spits something out - his tooth. Standing unsteadily, he picks up his tooth and pockets it. He walks off.]

[A short while later, he is sitting against a rusty metal hangar door, sticking his finger into his mouth, feeling the spot where his tooth used to be. Michael pulls up in the Charger.]

MICHAEL WESTEN: What the hell were you doing?

[Michael gets out of the car, while Nate stands.]

NATE WESTEN: Workin'. You're always on my ass to get a job, so here, I'm working.

MICHAEL WESTEN: Lying in a crumpled heap in an airport parking lot. How's that pay?

NATE WESTEN: Look, my buddy got into some trouble with some guys and needed someone to talk to 'em. I said I'd do it for a grand.

MICHAEL WESTEN: "Some guys"? What guys?

NATE WESTEN: Guys. I don't know. Look, I'm just trying to make a living. Besides, you have no business giving me crap, bro. You're driving around in my car.

MICHAEL WESTEN: [raised brows] Your car?

NATE WESTEN: Yeah, I busted ass for an entire summer working on this car. Mom had no right to give it to you.

MICHAEL WESTEN: She said that dad wanted me to have it.

NATE WESTEN: Oh, okay. So you bailed and I take a double dose of dad's crap for years, and you get the car. Yeah, that-that's fair.

MICHAEL WESTEN: Nate, is this your way of asking me to help you with this job? Is that what this is?

NATE WESTEN: [smiling widely] It's like you read minds, bro.

[Michael grins just as widely, though not as amused. He thinks a beat.]

MICHAEL WESTEN: We work on this together, you clean up your act.

[Michael gets in the car. Nate doesn't like that condition.]


CUT TO:

[Opening Title.]


CUT TO:

[Stock footage of Miami. Day.]


CUT TO:

[Outside Michael's Loft. Day. Michael and Fiona work under the hood of the Charger.]

MICHAEL WESTEN: If I don't help him with this job, he's gonna get himself killed. Oh, now he's decided that the car is his.

FIONA GLENANNE: I've never seen you this attached to anything, Michael.

MICHAEL WESTEN: If my dad left me this car, it was for a very good reason. I mean, he wasn't the sort of guy who would just leave me this because he was feeling generous.

FIONA GLENANNE: Yeah, well, I almost lost a finger putting in that air-filter case. I don't think he did you any favors.

[She gets in the driver's seat, getting ready to turn the ignition.]

MICHAEL WESTEN: Yeah. Well, that was more his style. Try it now.

[She turns the ignition. The engine sputters a few times and stays quiet. Michael drops his head in frustration.]

MICHAEL WESTEN: Uh, check the ignition.

[She bends under the dash and pulls a few wires out. One of them has a small circuitboard attached to it. Surprised, she sits upright. Jumping out of the car, she walks calmly to Michael, who stands bent over the hood, looking at the engine. She juts her head in, close to him.]

FIONA GLENANNE: [whispering] Y'know, you've got a bug in there.

MICHAEL WESTEN: A bug?

MICHAEL WESTEN: Under the dash.

FIONA GLENANNE: Looks like Sam's work.

MICHAEL WESTEN: Fi, you don't know it's Sam.

FIONA GLENANNE: I know Sam's style. I thought you had an arrangement. He tells the Feds what you're up to, tells you what the Feds are up to?

MICHAEL WESTEN: [nods] I'll handle it.

FIONA GLENANNE: [wielding a socket wrench like a weapon] No, no, no, no. I'd be happy to take care of it. There's nothing like a smashed kneecap to remind Sam who his friends are.

MICHAEL WESTEN: [quietly] Don't say anything. I know it's there. They'll only hear what I want them to hear.

FIONA GLENANNE: Is that tradecraft, Michael? Or just protecting your friend?

MICHAEL WESTEN: It's both, Fi. I got to get cleaned up. Could you put this back together. Don't...

FIONA GLENANNE: I'll-I'll behave.

[Michael points his finger at her as a warning and walks off. Fiona puts her head under the hood.]

FIONA GLENANNE: [slyly] Maybe.


CUT TO:

[Stock footage of Miami. Day.]


CUT TO:

[Bar. Day. A waiter brings some drinks over to the table where Michael speaks to his new client.]

CLIENT: I've worked airport security for a year.

[The client is...]
JAKE MILLER
THE CLIENT

JAKE MILLER: Uh, I log planes in and out, deal with the cargo manifests. So there's this family. Lebanese, I think. The Zamars. They're two brothers and a dad. They run some kind of import-export business. So the thing is, we became kinda friends. They gave me some stuff.

MICHAEL WESTEN: Stuff? What kind of stuff?

JAKE MILLER: Basketball tickets, some nice tequila. Loaned me money a few times. My-my-my wife's pregnant. We're trying to get ready for the baby. It's been hard.

MICHAEL WESTEN: I get it. You needed the money. Go on.

JAKE MILLER: Anyway, I-I did them some favors. I'd change the arrival times on planes in the log. It's against the rules, but it seemed like little stuff. Then, last week, they told me they wanted me to leave a flight off the log entirely, and that's serious. But, I-I didn't want to do it. And I remembered, Nate told me that you two had this kind of business helping people.

MICHAEL WESTEN: Nate said we had a business together? The two of us, like a team?

JAKE MILLER: Yeah. Yeah, he said he was gonna talk to the guys and get them off my back.

MICHAEL WESTEN: I saw how well that went.

JAKE MILLER: They came to my house. They threatened me, threatened my wife. I-I said I was gonna quit my job. They said they were gonna hurt me if I did. I just want to give the money back and walk away. Can you just talk to them and...?

MICHAEL WESTEN: [shakes his head sympathetically] It's a little late for that, Jake.

JAKE MILLER: I know I screwed up, okay? I-I just don't want my family to pay for it. A-and my wife, she... [beat] I'm barely hanging on to her as it is, man. I don't know what else to do. Please.

[Michael puts on his Victory sunglasses and smiles at Jake.]

MICHAEL WESTEN: I'll look into it.

JAKE MILLER: Thanks.

[Michael gets up and walks to where his car is parked. Nate, his face still cut and bruised, sits on top of the Charger.]

MICHAEL WESTEN: I told your friend I'd help him out. You happy?

NATE WESTEN: You should be, too. I'm hustling you work.

MICHAEL WESTEN: Yeah, it's almost like we're a team. You wanna get in the car?

NATE WESTEN: Hey, about the car, did mom show you dad's will?

MICHAEL WESTEN: No, all I saw was an old pack of Kools and an unfinished to-do list.

[Michael gets in the driver's seat. Nate follows him.]

NATE WESTEN: Come on. You hated him. I put up with his crap. I rebuilt the car's engine.

[Michael turns the ignition a couple of times, but the car only makes a few guttural sounds. He looks at Nate accusingly.]

NATE WESTEN: I'll give you the distributor cap if you agree we should find dad's will. Deal?


CUT TO:

[Stock footage of Miami. Day.]


CUT TO:

[Lot opposite Zamar Import-Export. Day. Michael and Sam sit in the Charger, surveilling the hangar (where Nate got beaten up).]

SAM AXE: Mike, you been doing some work on the charger? There's enough grease in here to lube a semi. You know, these pants are new.

MICHAEL WESTEN: Yeah, Fi and I have been doing a little work on it. [eyeing Sam] Exhaust, electrical.

SAM AXE: Yeah?

MICHAEL WESTEN: Yeah.

SAM AXE: What's wrong with it?

MICHAEL WESTEN: Just glitchy.

SAM AXE: Glitchy?

MICHAEL WESTEN: Yeah.

SAM AXE: Well, glitchy is my specialty, Mike.

MICHAEL WESTEN: Really? Your specialty?

SAM AXE: Yeah.

MICHAEL WESTEN: I might take you up on that. Thanks, Sam.

[Nate's attacker comes out of a building, dressed in a suit.]

SAM AXE: Here we go. I've looked into these guys a little bit for you. That's Eli Zamar. He runs the company. Ari and Ilan are the sons.

[The attacker is...]
ELI ZAMAR
THE BOSS

MICHAEL WESTEN: Eli's the one that beat up Nate. The name sounds Israeli, but Jake said they were Lebanese.

[Michael takes a picture of Eli, who stands outside, smoking a cigarette, looking around nonchalantly.]

SAM AXE: Yeah, the business is registered there. They got an office here, And they got a hangar out at the airport. Now, this guy... Eli, Mike, I think he's had some training. Every time he comes outside, he does a perimeter scan. See that?

{In gathering intel, little things can tell you a lot.}

[Michael clicks a picture of Eli.]

[Michael focuses on the keypad, near the door and photographs it.]

{A topflight alarm system.}

[Focusing on the security camera on the cling, he clicks it as well. He also photographs a couple of motion-sensing infra-red cameras.]

{Well-placed cameras without blind spots. Paying attention to strangers in the area.}

[Just as Michael clicks Eli again, Eli seems to notice them.]

MICHAEL WESTEN: Uh-oh. Time to go.

[Michael starts the car. He and Sam put on their sunglasses as they prepare to make a tactical retreat.]


CUT TO:

[Opa-locka Airport, Hangar 12. Day. Under a cargo plane, a worker carts a big box past a shiny red sportscar. Walking past the car, Fiona (dressed in a low-cut dress) sashays inside the hangar.]

{More aggressive intelligence gathering is more delicate. But someone who knows what to look for can find out a lot.}

[She enters the hangar, where a private jet and a car are parked. She approaches a guy, taking off her sunglasses, and speaking in an partygirl American accent.]

FIONA GLENANNE: [pleasantly] Hey. Is this Hangar 12?

ELI'S YOUNGER SON: What you looking for?

FIONA GLENANNE: Hangar 12. I think. I met this guy at a club, and he told me that he had a private plane and that he would take me up in it. And I-I get here, and it's nothing like a [giggling] regular airport.

ELI'S YOUNGER SON: [suavely] No, this is a private airport.

[He is...]
ARI ZAMAR
THE PLAYER

ARI ZAMAR: I mean, this is Hangar 12, but it's not your friend's Hangar 12.

FIONA GLENANNE: [laughs] God, what a jerk.

[While Ari looks her up (and Fiona looks the hangar up), Ari's older, no-nonsense brother comes up.]

ILAN ZAMAR: What's the problem?

ARI ZAMAR: No problem. Relax.

ILAN ZAMAR: You have to leave.

FIONA GLENANNE: You guys working, huh?

[Ilan nods curtly.]

FIONA GLENANNE: Y'know, before I go, do you guys have a bathroom?

[She starts to walk more inside the hangar, taking a good look at the stuff inside.]

FIONA GLENANNE: I mean, I drove all the way out here from South Beach and it looks like I have to go all the way back and...

ILAN ZAMAR: I'm sorry. You have to leave.

ELI ZAMAR: Hey!

[Eli comes up and testily asks what's going on in Hebrew. Getting no answer from his sons, he tells them to get back to work.]

FIONA GLENANNE: You're the, uh, boss?

ELI ZAMAR: That's right.

[He says it, looking at his sons, as if reaffirming it for their benefit.]

FIONA GLENANNE: I-I was just looking for a bathroom.

[She squeezes her thighs together, as if she's holding it.]

ELI ZAMAR: [gruffly] No bathroom. Out.

[Grabbing her arm brusquely, he ushers her out.]

FIONA GLENANNE: Okay. [makes a face at Ari, who smiles] God, I just need to pee.

[She walks off.]

{If you know what to look for, a bunch of little things can tell you everything you need to know.}

[The Zamars watch her walk off. Just so we know, these guys are...]
ZAMAR FAMILY
ARMS DEALERS

[Michael, Fiona and Nate stand sit on the Charger's hood in the parking lot.]

MICHAEL WESTEN: Arms dealers. Great.

FIONA GLENANNE: Heavy stuff, too. That plane had new engines. It could probably carry a few .50-caliber machine guns, maybe even a small tank.

MICHAEL WESTEN: Probably shipping off to some African war off limits to legit dealers.

NATE WESTEN: Wait. You're sure? I mean, you saw guns?

FIONA GLENANNE: Didn't need to. I know a gunrunner when I see one. They're my people. They ship in a special lubricant, and the whole hangar smells like it. [she smells her hair, sensually] Mmm! There it is!

NATE WESTEN: [shakes his head] No wonder I got my ass kicked.

FIONA GLENANNE: Oh, you were lucky. The old guy had a Desert Eagle .9 millimeter with combat grip.

MICHAEL WESTEN: [wry grin] Ex-Mossad. [jerks a "why-not?" nod]

NATE WESTEN: What, do you mean like Israeli spies?

FIONA GLENANNE: Sure. Every other retired spook is an arms dealer. Not a bad gig, if you can stand the ex-spooks.

[Michael, realizing she's looking at him, whips his head to the side to look at her.]

FIONA GLENANNE: You should probably call your client.


CUT TO:

[Stock footage of Miami. Day.]


CUT TO:

[Jake's House. Day. Michael explains the situation to a concerned Jake.]

JAKE MILLER: So... so, what do I do, huh? I mean, I never saw anything like that there.

MICHAEL WESTEN: No, of course not. They're too smart to keep anything around that would get them busted. Listen, Jake, now that we know what we're dealing with, we can try to do something.

JAKE MILLER: I should call the police. I-I know I'm gonna get busted.

MICHAEL WESTEN: No, if you call the police, the only crimes they'll find are yours, and the Zamars will know you turned on them. That's not good, Jake.

[He fishes a folded sheet of paper from his jacket pocket and places it on a table. It's a copy of a newspaper article, the headline reads "FATAL AUTOMOBILE ACCIDENT ON I-95".]

MICHAEL WESTEN: Take a look at this. This is how your job opened up. The old security manager died in a car accident. All of his brakes just happened to fail at the same time.

[Jake looks at Michael in shock.]

JAKE MILLER: Jesus. I can't believe this. I went to a goddamn basketball game with these people. The seats weren't even that good.

MICHAEL WESTEN: Well, next time you accept a bribe, I'd hold out for courtside seats. Jake, focus. We need to deal with the problem.

JAKE MILLER: I'm sorry. I don't... what do I do?

MICHAEL WESTEN: Cooperate. We need to get them busted with the guns, and they need to go down in a way that's unrelated to you so it looks like you had nothing to do with it.

JAKE MILLER: Get them busted with the guns. But where are the guns?

MICHAEL WESTEN: [shrugs his shoulders] That's what we're gonna go find out.


CUT TO:

[Lot opposite Zamar Import-Export. Day. Michael and Sam, now in Sam's car (since Eli has seen the Charger), watch the closed gate of the building. Since there's no activity taking place at the moment, Sam takes the opportunity to speak to Michael.]

SAM AXE: Mike, uh, there's something I want to talk to you about.

MICHAEL WESTEN: Yeah, Sam? What is it?

SAM AXE: I know you've been pushing hard on this burn notice, trying to get yourself off the blacklist and all, and I understand that, but... I'm getting a lot of pressure.

MICHAEL WESTEN: Pressure? What kind of pressure?

SAM AXE: Well, you know, they-they want me to give them more. It's always more, but the thing is that...

MICHAEL WESTEN: [expectant, but not showing it] Yeah, Sam?

[Just then, Sam looks up and sees the automatic gate open and the Zamars' Mercedes exit.]

SAM AXE: Oh, hey, there they go.

MICHAEL WESTEN: We'll talk about this later.

[Sam starts the car and follows them.]


CUT TO:

[Alleyway between abandoned factories. Day. A train-track runs along the alley. The Zamars' Merc drives slowly along the narrow and bumpy alley. Eli drives. They keep moving. Behind them, Michael and Sam pull up to the beginning of the alleyway.]

{One cheap and effective security measure is working in an area with low or no traffic. Anyone is a car is too obvious, so you force any would-be followers to get out and walk.}

[They get out of their car and start to walk along the tracks.]

MICHAEL WESTEN: They're in there somewhere.

SAM AXE: Oh, Mikey, come on. It's ten square blocks. My cardiovascular fitness isn't what it used to be. Y'know, you never said we were gonna be walking.

MICHAEL WESTEN: Rest frequently, drink plenty of fluids, you'll be fine, Sam.

[Michael breaks into a run and leaves Sam behind.]

SAM AXE: Okay. Where do I find fluids?

[Sam goes into a decrepit, abandoned Cash & Carry store and looks inside carefully. Michael, meanwhile, keeps walking. Seeing a warehouse (enclosed in a metal grate), he climbs the front steps to look inside. Just then, the Zamars' Mercedes comes into view, driving towards him. Caught in the open, Michael runs inside the factory porch, looking for a place to hide. The car stops near the warehouse. Michael tries one door - it's locked. He tries another one, finding it locked as well. Ari and Ilan get out of the Mercedes. Both of them are armed.]

ARI ZAMAR: [disinterested] I'm telling you, there's no one here.

ILAN ZAMAR: Dad thought he saw someone.

[Michael feverishly looks around, desperately hoping to find a door that'll open. Ilan has his gun out, while Ari is more interested in checking his text messages on his cell phone.]

ARI ZAMAR: There is no one.

ILAN ZAMAR: But we have to check.

[As they near the front steps (the only exit), Michael finds himself trapped inside.]

ARI ZAMAR: Ahh, I'm getting my shoes dirty.

[With no other recourse, Michael picks up two iron rods.]

{Fighting is something you want to avoid. Once you fight someone, he knows your face.}

[Twirling them around in his hand, he prepares himself for a fight. He backs up against a pillar, hoping to keep himself hidden till the last second.]

ARI ZAMAR: There's nobody here.

ILAN ZAMAR: Shut up.

[The younger Zamars start to climb the steps. Michael flattens himself against the pillar and steels himself. Ari looks inside, seeing nothing.]

{You kind of blow your cover when you hit a guy with a piece of rebar.}

[Michael holds the two bars ready to attack.]

{But when you have no choice... rebar it is.}


CUT TO:

[Abandoned Warehouse. Day. Michael stands ready to attack with the bars. Ari and Ilan enter. They are moments away from seeing him, when a glass breaks outside. They turn around and head to the source of the sound. Michael looks outside. Sam, holding a beer and acting drunk, staggers as he chucks some stones and stuff at the windows of the warehouse.]

SAM AXE: [sounding drunk] Heyy! Send that to China, you sons of bitches! Go ahead and offshore that!

[Ilan and Ari come up to him. Ilan still has his gun out, while Ari watches amused.]

SAM AXE: [drawling] Y'know, they used to have thirty union welders here and a foreman.

ILAN ZAMAR: What are you doing?

SAM AXE: [picking up a brick] What the hell does it look like I'm doing, pal? I'm throwing crap at a warehouse!

[He smashes another second storey window. Ilan and Ari share a look. Sam sees the gun in Ilan's hand.]

SAM AXE: Oho, oh,, you got a gun. What are you, some kinda security?

[Michael watches Sam's histrionics. Good ol' Sam.]

SAM AXE: Hey, go ahead, come on. Shoot me. I'd thank you for it. There's no jobs around here anyway.

[Ilan holsters his gun.]

ARI ZAMAR: You want to shoot him? Shoot him.

ILAN ZAMAR: [not amused] Let's go.

ARI ZAMAR: Oh, you don't want to shoot him?

[They walk past him, as he picks up a piece of wood.]

SAM AXE: Yeah, lovely. Huh? Yeah, batter up, huh?

[He swings his arms and lets go of the wood, sending it hurtling into another window.]

SAM AXE: Oh, strike three! You're laid off! Yeah!

[A relieved Michael smiles, gratefully.]


CUT TO:

[Jake's House. Day. Michael and Nate speak to Jake and his pregnant wife, Melody.]

MICHAEL WESTEN: They're careful. If we're gonna get them caught on anything serious, it's gonna take some more time.

JAKE MILLER: Then I want Melody out of here. I mean, this was my mistake. She shouldn't have to pay for it.

MICHAEL WESTEN: And when the Zamars ask why your wife left town, what are you gonna say?

[Jake and Melody sit quiet, close to panicking.]

JAKE MILLER: They came to see me yesterday. They got another shipment going out soon. They gave me more basketball tickets. They're expecting my answer today. What do I say?

MICHAEL WESTEN: Since they're probably planning on killing you if you say anything else, I'd suggest "yes".

[Jake nods.]


CUT TO:

[Michael's Loft. Day. Sam opens the fridge and looks inside.]

SAM AXE: Mike, I save your ass at the warehouse. The least you could do is have some decent beer in the fridge.

[He shuts the door.]

MICHAEL WESTEN: Next time you plan on saving my ass, tell me before I go to the store. We still have to find out where they keep their guns.

SAM AXE: I think you're gonna have to do the spy thing, Mike. Make a new friend. But I can't get an angle on this father. I mean, his security drill is airtight.

MICHAEL WESTEN: What about the brothers?

SAM AXE: The older brother's the same. He goes to work. He goes home. There's no way in.

MICHAEL WESTEN: Younger?

FIONA GLENANNE: I talked to him in the hangar. He's not so bright.

SAM AXE: I could check him out.

FIONA GLENANNE: Maybe you should bug his car.

[Sam looks at her. Michael notices the tension, but keeps quiet.]

SAM AXE: [frowning] Yeah, maybe I should. I'll do the recon. I'll see you guys around.

[After he leaves, Michael swats Fiona's arm with the photograph he's holding. Fiona retaliates in kind.]


CUT TO:

[Restaurant. Day. Patrons sit at their tables in the exclusive restaurant.]

{When you want to turn someone into an asset, get him to betray the people he loves, you have to get to know him.}

[Ari sits with his model girlfriend at a table. She doesn't seem to like the wine too much.]

ARI'S GIRLFRIEND: This wine is warm.

[Frowning, she sets the glass down. She is...]
DEBBIE
THE GIRLFRIEND

ARI ZAMAR: This is very good wine. You're supposed to drink it a little warm.

DEBBIE: [dumping ice into the glass] Well, I like it colder. Why did you spend three hundred dollars on a bottle of warm wine? Did you speak to your dad about that trip?

ARI ZAMAR: Yes. He said "not this year".

DEBBIE: [complaining] How are we supposed to have a life if he barely lets you do anything?

[Sam sits at the bar, drinking from a Martini glass, watching them from the corner of his eye, eavesdropping on their conversation.]

{You need to know his frustrations.}


CUT TO:

[Restaurant Parking Lot. Day. Sam walks nonchalantly near Ari's shiny red sportscar, his cell phone to his ear.]

SAM AXE: [into phone] Who's coming?

{You need to know how he spends his time and money.}

[Sam sidles up to the car and leans up against it, removing a small bug from his pant pocket.]

SAM AXE: [into phone] Paulie? What? He sucks.

{You need to understand his hopes and dreams.}

SPLIT-SCREEN:
[As Sam installs the bug under the car dashboard, Ari complains to Debbie about her clothes.]

ARI ZAMAR: [eating, mouth full] Cover up a little bit. Everybody is looking, okay? Cover up a little bit.

[She ignores him and drinks her now-chilled supposed-to-be-warm wine.]

SAM AXE: [into phone] Uh-huh.

[Sam snaps his fingers near the bug. He hears the sound in the cell phone.]

END SPLIT-SCREEN.

SAM AXE: [into phone] Okay. Well, call me.

[He walks off.]


CUT TO:

[Stock footage of Miami. Day.]


CUT TO:

[Michael's Loft. Day. Sam sits and listens to the real-time conversation between Ari and Debbie, coming over a receiver, writing down whatever may be important in his notepad.]

ARI ZAMAR: [vo] Tonight, we'll go to the club. We'll have a nice time and no more talk about work.

DEBBIE: [vo] Okay, and then we have to be home by two because you're a thirty-year-old guy with a curfew.

ARI ZAMAR: [vo] Oh, come on. Don't be like that. That-that...

SAM AXE: [impressed with her jibe] Ouch.

DEBBIE: [vo] Ari, I don't understand you.

[Michael enters. Sam turns down the cell phone.]

SAM AXE: Hey, Mikey. [holding up the notepad] You read this guy's profile, you're gonna kiss me.

[Michael and Fiona have been shopping, by the looks of it, and it's not for groceries.]

MICHAEL WESTEN: I am not gonna kiss you, Sam.

SAM AXE: Look, I'm not saying I'm gonna like it. I'm just saying you're gonna kiss me. It is that good.

[Michael and Fiona start unpacking all their purchases.]

SAM AXE: All right. Let's make you into an arms dealer.


CUT TO:

[Michael rolls white dough and starts to form it into long Twinkie-sized bricks.]

{C-4 has a plastic sheen and a putty like consistency. If you need to counterfeit it, the best thing I've found is cake icing, or fondant, as it is known in the baking trade.}

[He puts the bricks of cake icing into plastic wrappers and seals them in. He then transfers them carefully (so they don't break) into a military case, which has "C-4 DANGER" printed on the side. A C-4 label is stuck to each brick. Sam enters.]

SAM AXE: Hey.

MICHAEL WESTEN: How's the rest of the cover ID?

SAM AXE: Pretty good. Got you a fake Rolex. Got a buddy who can rent us an Aston Martin pretty cheap. There's your business card.

[Sam proudly displays a card holder, containing business cards, which say:
Steve Remington
011-681-555-3216

MICHAEL WESTEN: "Steve Remington"? That's my name?

SAM AXE: Yeah. I gotta have some fun, Mike. [holds up a piece of paper] Oh, here we go. Got you a list of Ari's favorite wines, his position in the family business, favorite clubs, even where he likes to vacation.

MICHAEL WESTEN: [impressed] Nice work.

SAM AXE: Are you done making the fake plastic explosive? Can I lick that?

MICHAEL WESTEN: [smiling] Knock yourself out.

[Sam starts to lick the icing off the wooden spatula. Michael passes by Fiona, who works at the kitchen counter, mixing stuff in a bowl.]

{If you need a moldable explosive that makes a bang, someone with Fiona's skills can make homemade C-4 with spackle, petroleum jelly, and a bunch of other things I don't even want to know about.}

MICHAEL WESTEN: How's it coming, Fi?

FIONA GLENANNE: Dangerous. Unstable. [looks at him] Remind you of anyone?

MICHAEL WESTEN: Pack it up, Put a detonator on it, and make it look pretty. We have to put our best foot forward.

FIONA GLENANNE: I'll wrap it in a bow.

MICHAEL WESTEN: All right, I got to go to my mom's place. Sam.

SAM AXE: Mike.

MICHAEL WESTEN: Fi, be good.

[He leaves.]


CUT TO:

[Madeline's House. Night. Michael enters the house and sees Nate sitting at the table, poring over some old papers, while Madeline sits wearily nearby.]

MADELINE WESTEN: Hello, Michael.

MICHAEL WESTEN: Mom. Nate, you find dad's will yet?

NATE WESTEN: No, not yet. I didn't know you were arrested so many times. You know that dad kept notes?

MICHAEL WESTEN: Not surprised.

NATE WESTEN: On paper, you're a bigger screw-up than me. You stole more cars by the time you were twelve than I did my entire life.

MICHAEL WESTEN: Dad was never around. You ever wonder how we got to the store to get groceries when dad was on a tear?

[Nate looks at Madeline, who pretty much confirms it with a weak look.]

NATE WESTEN: I'm gonna get some more files.

[He goes to another room.]

MICHAEL WESTEN: Mom, I need to borrow dad's cuff links and his cigarette case.

MADELINE WESTEN: Nate is tearing up this house trying to find your dad's will. This is gonna be one more thing you two are gonna fight about.

MICHAEL WESTEN: I'll give them back in a few days. I just need it for the job, mom.

MADELINE WESTEN: He's so angry about the car. Why is it so important?

MICHAEL WESTEN: I think he just wants to know what it means, why dad gave it to me.

MADELINE WESTEN: Because he loved you. He wanted you to have something to remember him by. Now, why is that so complicated?

MICHAEL WESTEN: It's not complicated. It just... doesn't sound like dad.


CUT TO:

[Stock footage of Miami. Night.]


CUT TO:

[Nightclub. Night. The doormen hold the curtain open, allowing Michael, who's dressed quite suavely, inside. Adjusting the fake Rolex on his wrist, he looks around. He makes his way to the bar, where Ari stands. Standing close enough to Ari, he addresses the bartender.]

MICHAEL WESTEN: Excuse me. Do you have the 2003 Fisher Vineyards Coach Insignia by the glass?

BARTENDER: [shakes his head] Not by the glass. By the bottle.

MICHAEL WESTEN: What the hell? I'll take the whole bottle.

BARTENDER: Okay.

[Ari, who has overheard them, seems impressed.]

ARI ZAMAR: It's a good bottle.

MICHAEL WESTEN: For three hundred dollars, it better be a very good glass.

ARI ZAMAR: You know your wine?

MICHAEL WESTEN: A little.

[The bartender pours some of the wine into a glass. Michael puts it to his nose, sniffing it.]

MICHAEL WESTEN: Thank you. [to Ari] Try this?

ARI ZAMAR: I'd love to.

MICHAEL WESTEN: [to the bartender] A glass, please.

[The bartender places a glass in front of Ari.]

ARI ZAMAR: What's your name?

MICHAEL WESTEN: Steve Remington.

[Michael pours him a glass.]

ARI ZAMAR: Steve, Ari Zamar.

[Clinking their glasses together, they sip the wine. Ari reacts like he's just tasted ambrosia.]

ARI ZAMAR: Mmm. I love it. You want to join me? I have a table.

MICHAEL WESTEN: Who're you with?

ARI ZAMAR: I'm with my girlfriend, Debbie.

MICHAEL WESTEN: I don't wanna impose.

ARI ZAMAR: [animated] No, no, no. Please. Beautiful wine. You can come join us at the table. Come on. [to the bartender] Another glass, please. [taking the extra glass] Let's go. Follow me.

[Ari, swaying to the music playing in the background, moves towards his table. Michael follows him to the table, where Debbie sits.]

{You ever meet someone, and it just seems to click instantly?}

[Michael kisses Debbie's hand and pours her a glass of wine. Debbie looks absolutely enthralled with Michael. The three of them clink glasses.]

{You like the same things, share the same opinions. It seems like you've known them all your life.}

[Ari gets up jovially and motions for Debbie to join him on the dance floor. Michael watches the two of them dance. When they're done, Debbie gets Michael to dance with her, while Ari sits and watches them, jiggling around in his chair, enjoying the music.]

{It could be fate, or it could be that you have a listening device planted under the dashboard of your car.}

[Michael dances like a pro, literally and figuratively sweeping Debbie off her feet. They rejoin Ari at the table and resume their wine-drinking. Soon, Michael is sharing his, sorry, Steve Remington's "life history" with them.]

MICHAEL WESTEN: So there I am, in the mountains of Afghanistan, and I don't speak a word of the dialect.

ARI ZAMAR: [excited] Oh, my Go...

MICHAEL WESTEN: I got all this training, I'm sent over there, and I'm stuck with a bunch of guys from the wrong side of the country.

ARI ZAMAR: I love it. I love it.

[Ari's cell phone rings.]

ARI ZAMAR: Excuse me. Excuse me.

[Fishing out the cell phone, he looks at the caller ID.]

ARI ZAMAR: Ah, it's just my brother. [cuts the call] So, what did you do?

MICHAEL WESTEN: Well, I tried like hell to learn the language, And I ate goat for a month.

ARI ZAMAR: Oh, I love it.

DEBBIE: [laughs] Afghanistan? Are you serious? That's crazy. Why were you over here?

MICHAEL WESTEN: Business. This and that.

[Michael holds his glass out.]

MICHAEL WESTEN: To Miami. [looking at Debbie] Where the beautiful women are allowed to go outside.

[The three clink glasses.]

{You'd be surprised how often covert operatives pose as international men of mystery.}

[As they drink, Debbie slowly slides her hand to Michael's thigh and squeezes.]

{Fantasies about glamorous covert ops can be extremely useful to exploit, though some secret-agent fantasies are more useful than others.}

[Noticing the sultry look she's giving him, he moves closer to Ari to talk business.]

MICHAEL WESTEN: Now that we know each other, I have a confession to make. It's not a coincidence that we met tonight. I want to talk to you about something, about work.

ARI ZAMAR: [rehearsed speech] I do import-export. Furniture, regional food, imported cigarettes.

MICHAEL WESTEN: Ari, we're adults here. The fact is, the people in my business know about your family's operations, and we respect it.

ARI ZAMAR: I'm listening.

MICHAEL WESTEN: We also know that your father does not work with anyone outside of the family. Still, your name gets around. We also hear about your brother. He's a hard-ass.

ARI ZAMAR: Yeah, he's been calling me all night long. He's probably on his way here right now.

MICHAEL WESTEN: That's why I want to talk to _you_ about an opportunity.

DEBBIE: [sitting forward] What opportunity?

ARI ZAMAR: Why don't you mind your own business?

MICHAEL WESTEN: I don't want to cause problems. If you're not allowed to talk about your family's...

[Ari falls for the "I'm-no-stooge" trick.]

ARI ZAMAR: No, no, no. I'm allowed to do whatever I want. It's just that my father is a little, you know...

DEBBIE: Jesus. Your father again?

MICHAEL WESTEN: I don't want to get in the middle of this. I just heard that you were the one in the family thinking big.

[Ari gives Debbie a "see?" look. Michael sips his drink and sees Ilan in the crowd, walking their way. Ari sees him too.]

ARI ZAMAR: God, it's my brother.

[Michael gets up and walks to a different table. Ari sees Michael at another table, clinking glasses with a bevy of beauties. Looking at the table, he sees a business card, with Steve Remington's name on it. Turning it over, he sees "Tonight 1 AM" written on it. He looks at Michael, who nods at him. Ari nods back, just as Ilan comes up.]

ILAN ZAMAR: Ari, where you been? I called you three, four times.

ARI ZAMAR: I've been here. Why? What do you want?

ILAN ZAMAR: Let's go.

ARI ZAMAR: I'm having fun.

ILAN ZAMAR: Now.

[Ari looks at Michael, who's speaking to the partygirls.]


CUT TO:

[Scrapyard. Night. Ari stands alone in the scrapyard. Michael's borrowed Aston Martin races up and stops a few feet away from Ari. Michael gets out, while Ari admires the car.]

ARI ZAMAR: Nice car.

MICHAEL WESTEN: Uh, I'm a little tired of it, actually. I want to upgrade to the new model.

ARI ZAMAR: Sorry about earlier. My, uh, family is a little paranoid.

MICHAEL WESTEN: Comes with the territory.

[Pressing a button near the driver's seat, Michael pops the trunk.]

ARI ZAMAR: So, tell me about the deal.

MICHAEL WESTEN: I was in town to do a deal with some plastique. Good stuff, military-grade. But the contact fell through.

[Michael opens the trunk door and opens the case, exposing the fake C-4 stacked inside. On top of the fake stuff is Fiona's real-deal C-4, fixed to a detonator. Ari looks wonder-struck at the contents.]

{Anybody in the arms trade knows that the mark of a pro is the blow-and-burn. It's a detonator on whatever you're selling in case the deal goes bad.}

MICHAEL WESTEN: This is very high grade - forty percent cheaper than what you can get commercially.

[He holds up a block of "C-4" for Ari to see.]

MICHAEL WESTEN: With all the same kick, of course. I just need a distributor. You get the buyers, you could double your profits, Ari.

ARI ZAMAR: How do I know this is good?

MICHAEL WESTEN: Oh, it's very good stuff. You want a little demonstration?

ARI ZAMAR: [smiling excitedly] Please.

[Michael immediately picks up Fiona's C-4 (four blocks wired to a detonator) and closes his trunk. He walks over to an old, busted SUV sitting in a heap and places the C-4 under the vehicle. Walking a short distance away, he pulls out a remote detonator and hits the buttons. Behind him, the SUV erupts in a massive fireball. Michael doesn't even flinch at the sound. Ari winces at the brightness of the explosion.]

MICHAEL WESTEN: Are we in business?

[Ari gives Michael a huge smile. Michael grins just as widely.]


CUT TO:

[Michael's Loft. Evening. Michael walks downstairs, adjusting his cuff-links, preparing to get into "Steve Remington" mode. Fiona stands at the bottom of the stairs.]

FIONA GLENANNE: [teasing] So, you gonna go see your new girlfriend?

MICHAEL WESTEN: Debbie? She's not coming, no. Which is good, because I think Ari is the jealous type.

[Fiona helps him with his cuffs.]

FIONA GLENANNE: Well, I can see why she likes you. [whispering] You look like a secret agent.

MICHAEL WESTEN: Listen, Fi, I just need Ari to show me where daddy keeps his guns. We bring in the cops. Everyone goes home happy... except Debbie.

[His cuffs taken care of, she gets his jacket.]

FIONA GLENANNE: Well, maybe you shouldn't be so hasty. [helps him with the jacket] Imagine some South Beach model hanging on your every word. How many times she call you?

MICHAEL WESTEN: Five. Maybe she wants Ari to do the deal.

FIONA GLENANNE: She wants to trade up. Admit it. [teasing voice] You were tempted

MICHAEL WESTEN: Not for a minute, Fi. If I need a beautiful woman to mess up my life... [puts his hands on her shoulders] I could do a lot better than Debbie.

[She likes that compliment.]


CUT TO:

[Stock footage of Miami. Night.]


CUT TO:

[Restaurant. Night. It's the same restaurant as before. Michael sits with Ari, drinking a glass of white wine.]

MICHAEL WESTEN: Oh, you know your Chardonnay.

ARI ZAMAR: A little.

MICHAEL WESTEN: Don't be modest. You should come to my place in France. They call it a château, but really, it's just a big house.

[They laugh.]

MICHAEL WESTEN: So about this deal. I think we should start with something small.

ARI ZAMAR: [nods, very interested] Okay.

MICHAEL WESTEN: [whispering] In addition to the C-4, I can get you... [looks around] military-grade .50-caliber machine guns.

ARI ZAMAR: [wide-eyed] .50-caliber? Wow, wow, wow.

MICHAEL WESTEN: And then we can go bigger. I just need to see your operation. From there, I can start...

ARI ZAMAR: [shakes his head] Oh, no, operation... no, I can't do that. My father would kill me. Are you kidding me?

MICHAEL WESTEN: Ari, this is about trust. I can't just give you a .50-caliber machine gun to sell without knowing what warehouse it's going to, what transport it's getting on. Ari...

ARI ZAMAR: I can't. I can't. It's impossible.

[Michael finishes his wine, feigning disappointment.]

MICHAEL WESTEN: You know what? Forget it. I'm going out on a limb here, and you don't trust me.

[Ari tries to make some reconciliatory noises.]

MICHAEL WESTEN: No, I get that. I understand, and that's fine. [patting Ari on the shoulder] It's just not how I do business. So thank you for your time. I'll get the check.

[Michael starts to stand, but Ari holds his shoulder.]

ARI ZAMAR: Ah, sit, sit, sit, sit, sit.

[Michael sits back down, grinning widely.]

ARI ZAMAR: [grinning] I like you. I like you. Okay, meet me tomorrow night. We'll see. Okay? You happy?

MICHAEL WESTEN: [picking up his glass] Very happy.

[They clink their glasses.]


CUT TO:

[Stock footage of Miami. Day.]


CUT TO:

[Bar. Day. Sam and Michael sit at an outdoor table, listening in on the conversation between Ari and Debbie, that comes over the receiver.]

ARI ZAMAR: [vo] I can do the deal and then talk to Ilan and dad.

DEBBIE: [vo] You can make a lot of money.

[Sam turns it off.]

SAM AXE: Okay, sounds like he's gonna go for it.

MICHAEL WESTEN: Just goes to show you, a car is a bad place to have a conversation.

SAM AXE: [guiltily] Mike, you know I was gonna tell you.

MICHAEL WESTEN: [poker-faced] What's that, Sam?

SAM AXE: Come on, don't treat me like I'm stupid. The bug in your car.

MICHAEL WESTEN: I thought we had a deal, Sam.

SAM AXE: Mike, we do. I-I help you out. I tell you what I know. But they-they know you got something. Y'know, they wanted me to bust into your place and search it. I told them I wouldn't do it, so they made me plant a bug and said if I told you, they'd be all over us. So, at least I tried to make it obvious. I mean, I practically signed my name on the goddamn thing.

MICHAEL WESTEN: Oh, that you did, Sam.

SAM AXE: Mikey, I'm with you, but this FBI crap... I'm grinding my teeth at night. It's bad for my blood pressure.

MICHAEL WESTEN: So break into my place.

SAM AXE: Yeah?

MICHAEL WESTEN: Search it. These FBI guys don't know anything. It might get the attention of someone useful. I gotta go. Jake's meeting with the Zamars tonight, so you should have a couple of hours. [stands] I would search in the kitchen area.

SAM AXE: Cabinets?

MICHAEL WESTEN: Sink.

SAM AXE: Behind?

MICHAEL WESTEN: Under. Don't break anything.

[Michael departs.]

SAM AXE: [relieved] All right, then.


CUT TO:

[Opa-locka Airport, Hangar 12. Day. Jake stands edgily talking to Eli, while Ari and Ilan stand aside watching them.]

ELI ZAMAR: So, tomorrow, you'll do this, huh? You'll talk to the-the customs people, yes?

[Ari checks his watch.]

JAKE MILLER: [looking around nervously] Yeah.

ELI ZAMAR: Is there a problem?

JAKE MILLER: N-no, there's no problem.

[Ari advances, pulling out his gun, a devilish grin on his face.]

ARI ZAMAR: You need some motivation, huh?

JAKE MILLER: Huh? Huh?

[Ari cracks Jake hard on the head with his gun. Jake drops to the floor, crying out in pain.]

JAKE MILLER: Ow!

[Eli grabs Ari's arm and drags him away.]

ELI ZAMAR: [admonishing] Hey!

ARI ZAMAR: No, I'm just saying, I'm sick and tired of waiting. I have to be somewhere, and this...

[Eli hisses something to him. Ari shuts up.]

ELI ZAMAR: [to Jake] Get up.

[Jake continues to squirm in pain on the ground.]

ELI ZAMAR: [forcefully] Get up!

[Jake manages to pull himself off the ground, still clutching his forehead.]


CUT TO:

[Stock footage of Miami. Night.]


CUT TO:

[Nightclub. Night. Michael sits alone at a table, drinking a martini. Debbie sashay6s up to him and sits down close to him, putting her hands on his thigh.]

DEBBIE: It's me. [pouting] You never answer my calls.

MICHAEL WESTEN: Where's Ari?

DEBBIE: He's coming. He's getting bitched out by his dad or something. I wanted to talk to you alone. How long are you in town?

MICHAEL WESTEN: [moving away] Aren't you and Ari engaged?

DEBBIE: [sidling close to him again] Whatever. Come on. Can you have a little fun? You've been around the world, but you never talk about a girlfriend. I want to see... your gun.

[Her hand starts to move between his legs.]

MICHAEL WESTEN: Okay, that's not my gun. Not my gun.

[Ari walks up.]

ARI ZAMAR: Debbie. Get outa here.

[Debbie quickly gets up and leaves. Ari sits down close to Michael, yanks his gun out and presses it against Michael's torso.]

ARI ZAMAR: [enraged, quietly] Now I know your secret, you son of a bitch.

[Michael looks at Ari, betraying no emotion.]

[Ari shoves Michael into a backroom, keeping the gun trained on him.]

ARI ZAMAR: Get in there! Get in there!

MICHAEL WESTEN: Ari, calm down. I don't know what you think you know.

ARI ZAMAR: [shaking his finger and gun at Michael] You lied to me!

FREEZE-FRAME: [Ari aiming the gun at Michael.]
FREEZE-FRAME: [The grim expression on Michael's face.]

{Dealing with a blown cover is about stalling for time. Stay alive long enough to figure out what they know and tell a bigger lie to save yourself.}

RESUME.

ARI ZAMAR: [screaming] You lied to me since day one!

MICHAEL WESTEN: What is this secret you're talking about?

ARI ZAMAR: You wanted Debbie, huh? You wanted Debbie from the beginning.

MICHAEL WESTEN: Debbie? That's what you thought?

[Ari pushes Michael up against the flight of stairs going up. Michael sits on a step as Ari hovers on him menacingly with his gun.]

ARI ZAMAR: I saw you!

[A tense moment passes as Michael realizes that this is about jealousy, rather than a blown cover. Then, Michael starts to laugh loudly. Ari looks at him surprised. Michael continues laughing, almost wheezing between laughs.]

MICHAEL WESTEN: Oh, oh, you were watching me the whole time, weren't you? You sent her over to test me. You wanted to see how I handled the pressure. [acting impressed] Oh, that's good. Oh, you are good. So, what... did I pass?

[Ari falls for the "You-were-just-testing-me" trick. He starts to laugh as well.]

ARI ZAMAR: Yeah, yeah, yeah.

[Michael gets up.]

MICHAEL WESTEN: [chuckling] Oh, your father trained you well, Ari.

[Michael puts his hand on Ari's gun, which is still leveled at him. Ari lowers it.]

ARI ZAMAR: Yeah.

MICHAEL WESTEN: So, I see the operation?

ARI ZAMAR: Yeah. Yeah, okay.

[They shake hands, smiling.]


CUT TO:

[Miami Street. Night. Ari and a blindfolded Michael drive in Ari's car to "see the operation".]

{Riding in a car with a blindfold on takes some getting used to. The good news is, if the driver's busy making sure you can't see anything, he's not paying attention to whether he's being followed.}

ARI ZAMAR: I'll take you to the warehouse, but if you screw me...

MICHAEL WESTEN: Why would I wanna screw you? I've got merchandise to sell. You've got buyers. It's that simple. I just want to know what I'm getting into.

ARI ZAMAR: Okay. Okay. Security is airtight. The warehouse is not connected to us. We keep the, uh, weapons there till we ship. If the cops come, they can't arrest anybody.

MICHAEL WESTEN: A dead drop. So what if someone tries to steal your merchandise?

ARI ZAMAR: Nobody knows where it is, just the family.

[Ari stops the car.]

ARI ZAMAR: Out.

[Zamar Arms Warehouse. Night. Ari pushes up a warehouse door and ushers Michael inside. Pulling the door down, he switches on the lights. The place is filled with all sorts of sophisticated weapons. Ari removes the blindfold off Michael's eyes. Michael rubs his eyes, getting used to the light.]

ARI ZAMAR: There. Now you see the operation.

[Ari leans against a table, allowing Michael to look around.]

MICHAEL WESTEN: Not bad. On the warehouse front. What about security?

ARI ZAMAR: We have no problems with cops. We have cops on the payroll. They let us know if there's a problem.

[Michael picks up a sniper rifle.]

MICHAEL WESTEN: Great. M1A .308. Nicely balanced.

[Adjusting the butt stock, he puts it to his shoulder and aims it at Ari, focusing the red laser designator dot on his chest. Ari smiles.]

MICHAEL WESTEN: Special forces.

[He places it back on the table.]

MICHAEL WESTEN: Airport security?

ARI ZAMAR: We have a guy.

MICHAEL WESTEN: Reliable?

ARI ZAMAR: Yeah. If not, we, uh, how do they say? We liquidate him. [chuckles]

[Michael picks up a submachine gun.]

MICHAEL WESTEN: FN P90 with halo sight. [looks through the sight] State of the art. Very nice.

[He puts the gun back.]

MICHAEL WESTEN: Looks like you have things wired here. So, we gonna do some business?

[Ari eyes him a little doubtfully. Michael looks back at him.]

ARI ZAMAR: After we send out the shipment, we'll make a deal. You and I, we put it together, and I take the deal to my father.

[Michael grins.]

MICHAEL WESTEN: Trust me. You're doing him a favor.

[Picking up the blindfold, he ties it round his eyes.]

MICHAEL WESTEN: [pointing to the door] Shall we?


FADE TO:

[Lot opposite Zamar Import-Export. Day. Michael, Nate and Jake sit in the Charger, going over the next course of action. Jake still has some swelling round his right eye from the blow he received from Ari.]]

JAKE MILLER: You want me to talk to them again? They'll kill me. You see what they did. I thought the plan was to find the guns and call the cops.

NATE WESTEN: That plan won't work anymore.

MICHAEL WESTEN: They've got cops on the payroll, Jake. If you wanna get out of this, it's your best chance. For your family.

JAKE MILLER: What do I do?

MICHAEL WESTEN: Think it's about time the Zamar family learned about Ari's new friend.


CUT TO:

[Zamar Import-Export. Day. Eli and Ari sit inside, with Eli slapping Ari's off the desk.]

{Any good operative is going to be a bit of a control freak.}

[Outside, Jake strides angrily to the door.]

{Above all, they don't wanna hear that the people they think they own really belong to someone who can destroy them.}

[Jake enters. Eli and Ari look at him.]

JAKE MILLER: Look, I said I would help you. I got to help your friends now? I can't do this...!

ELI ZAMAR: What are you talking about? What friend?

JAKE MILLER: Steve-something. He said he worked with Ari.

[Eli looks at Ari, who looks nervous.]

JAKE MILLER: He checked out the logs, had me show him the airport. He said I belong to him now. Wh-wh-what the hell is that supposed to mean? "I belong to him"? He had My social security number, my passport information. He had all kinds of stuff about you guys, too... pictures.

ARI ZAMAR: What are you talking about?

JAKE MILLER: I don't know what's happening to me. I want my life back. Give me my life back.

[Ari grabs Jake and shoves him against a wall, threateningly.]

ARI ZAMAR: Shut up! Shut up!

[Eli pulls Ari back to speak to Jake.]

ELI ZAMAR: Hey. Who is this person?

[Jake says nothing. Incensed, Eli pulls his gun out and aims it at Jake's head.]

ELI ZAMAR: Who is he?

JAKE MILLER: [scared, but keeps up the act] I don't know. Okay, that's what I'm saying. He said he was friends with Ari.

[Eli looks back at Ari. Ari looks like he's about to soil his expensive pants..]

JAKE MILLER: I don't know anything.

ELI ZAMAR: [to Jake] Get out. Get out. Get out!

[Jake walks quickly out of there.]

ELI ZAMAR: Ari, what did you do? I've told you never to talk to anyone!

ARI ZAMAR: [frightened] No, no. This is my deal. I did this on my own.

ELI ZAMAR: A deal! Who asked you to do this deal? Who is this friend, huh? What-what? He has documents about us! Pictures!

[Eli slaps him on the cheek.]

ARI ZAMAR: Met him at a club. He came to me.

ELI ZAMAR: [through clenched teeth] What does he know? Did you tell him anything? Did you show him anything?!

ARI ZAMAR: I showed him the warehouse. We took a little tour.

[Eli's eyes go wide in shock at his son's stupidity. Quickly, he turns away and pulls out his cell phone.]

ARI ZAMAR: But-but it's okay. He was blindfolded. He just wanted to see the operation and...

ELI ZAMAR: [into phone] Ilan, go to the warehouse. Now!

[Hanging up, he starts to walk out quickly. Ari hangs up, still nonplussed.]

ELI ZAMAR: Come, you fool!

[Outside, Ari runs up to the car, as Eli drives up and gets inside. They drive off.]


CUT TO:

[Lot opposite Zamar Import-Export. Day. Jake, still edgy, gets inside Fiona's car.]

JAKE MILLER: Was that okay?

FIONA GLENANNE: Perfect. Michael trained you well.

[Fiona calls Michael on her cell phone.]

FIONA GLENANNE: [into phone] They're on their way, Michael.


CUT TO:

[Zamar Arms Warehouse. Day. Eli pulls up onto the pavement in his hurry. He and Ari get out, Ari still trying to convince him.]

ARI ZAMAR: I am telling you, he was the real deal, okay? He had the trunk full of C-4...

[Eli hears something inside and motions for Ari to shut up. He pulls out his gun.]

ELI ZAMAR: Someone's there.

[As they near the warehouse, Ilan jumps out, his gun out. Seeing each other, they relax their grips on their guns.]

ILAN ZAMAR: It's all gone... everything.

[Almost in a state of shock, Eli walks inside, followed by Ari. The place has been cleaned out. Not a gun in sight. The only thing on the table is a business card. Eli picks it up and sees Steve Remington's name on it.]

{There's nothing worse for anyone who spent time in intelligence work than being up against a ghost.}

[A furious Eli, flanked by a clueless Ilan and a scared-shitless Ari, walk out of the warehouse to their car. Michael watches them through binoculars from atop a building across the street.]

{You can deal with an enemy you know, but an enemy you don't know?}

[He lowers the binoculars and smiles in satisfaction.]


CUT TO:

[Near Marina. Day. Sam unloads the stolen weapons (still in their boxes) and brings them to the ledge overlooking the water.]

{He could be a competitor who knows all about your operation.}

[He picks up a Heckler & Koch UMP and looks at it longingly. Sadly, he throws it in the drink. It's soon followed by an AK-56 and others.]


CUT TO:

[Opa-locka Airport, outside Hangar 12. Day. While Ari stands outside his sportscar, burying his head on the seat, Eli searches the car. He stands upright, holding the bug that Sam planted under the dashboard. He looks angrily at Ari.]

{Could be law enforcement getting ready to bust you.


CUT TO:

[Nightclub. Day. Eli shows the bartender Steve Remington's business card. The bartender shakes his head in ignorance.]

{Could be a foreign agent setting you up in some deep spy game.}


CUT TO:

[Opa-locka Airport, Hangar 12. Day. The hangar has been cleaned out. Ilan (and his wife) carry their luggage, making their way to the cargo plane on the tarmac. Ari and Eli walk behind them. Ari's on the phone trying to find something about Steve Remington.]

{Your only option is to disappear.}

ARI ZAMAR: [into phone] Steve Remington! He said he was special forces. Try again. He could be using a different name.

[Eli, exasperated, yanks the phone out of Ari's hand and throws it away.]

ELI ZAMAR: Enough, Ari! [brusquely grabbing Ari's arm] Let's go.

[He leads him into the plane. They board the plane through the rear hatch and Eli circles his hand in the air.]

ELI ZAMAR: Get moving!

[The plane taxis down the runway, preparing for take-off. On the ground. Ari's cell phone rings. It's Debbie.]


CUT TO:

[Jake's House. Day. As Nate chugs a beer in the kitchen, Michael speaks to the much-relieved Millers.]

MICHAEL WESTEN: As long as they think Steve Remington owns you, you're safe. As far as they know, there's a mystery man out there who can destroy them, and you're his property.

JAKE MILLER: Thank you.

MICHAEL WESTEN: Yeah. I'm not here fishing for thanks. You need to understand the situation. Eli will have his ear to the ground forever. If word gets out he got conned, you're dead.

[Nate enters the room and sees the Millers get nervous again.]

NATE WESTEN: You guys look so serious. C'mon. It's not that hard, man. [he sits] I mean, secrets are what keep a family strong, right?

MICHAEL WESTEN: Something like that.

[Michael leaves. Nate puts his beer on the coffee table, stands and slinks away behind Michael. Jake, relieved no end, hugs his wife, kissing her head.]


CUT TO:

[Bar. Day. Sam and FBI buddies, Agents Harris and Lane, sit at an outdoor table.]

SAM AXE: I mean, look. I'm just glad that you guys are finally happy. I gotta tell you, though, when I busted into Mike's place, I didn't know if I was gonna find anything,

[He points to the Homeland Security directive on the table.]

SAM AXE: And then I find this document here in a hidey-hole under the sink. I don't know. Maybe he's as bad as you guys say.

AGENT HARRIS: We sent this up the ladder, Sam. This document's classified. Westen shouldn't have had this. They're looking for leaks.

SAM AXE: Well, that's nice. But the point here, fellas, is, I brought home the bacon. You got prime goods on my buddy Mike right there.

AGENT LANE: We're off the case, Sam. This thing's serious enough Washington's sending someone else down.

AGENT HARRIS: [smiling for once] Westen's someone else's problem now.

SAM AXE: [frowns] Yeah? New surveillance? What-what department?

AGENT LANE: [smiling] Don't know. Don't care.

[Lane pockets the directive. He and Harris stand.]

AGENT LANE: Enjoy your lunch, Sam. See you around.

SAM AXE: Yeah.

[Harris slaps down some money on the table. The two Feds leave.]

SAM AXE: Huh. Thanks, fellas. I'm gonna miss you guys, you know?

[Once they leave, Sam calls Michael on his cell phone.]

SAM AXE: [into phone] Mike.

MICHAEL WESTEN: [from phone] Hey, Sam.

SAM AXE: [into phone] Yeah, good news and bad news. Uh, good news is, your FBI tail got pulled. Bad news is, they're sending someone new down. Sounds heavy.

MICHAEL WESTEN: [from phone] Thanks, Sam. Who's the new surveillance?

SAM AXE: [into phone] Hell if I know. Oh, uh, there's more good news. They were so eager to get rid of you, they dropped three twenties on a ten-buck tab.

MICHAEL WESTEN: [from phone] Lucky you.

SAM AXE: [into phone] All right, check you later.

[He hangs up and pockets the money. He sees an attractive blond middle-aged lady sitting at another table.]

SAM AXE: Hi there.

[She looks at him and smiles.]

SAM AXE: My friends just abandoned me. Any chance I could get you to keep me company?

VERONICA: Maybe.

[Sam gets up from his table and walks to her table.]

SAM AXE: [holding out his hand] I'm Sam.

VERONICA: [shakes his hand, smiling brightly] Hi. I'm Veronica.

SAM AXE: [sits] What are we drinking?


CUT TO:

[Madeline's House. Day. Michael and Nate hunch over their dad's will, fine-tooth-combing it.]

NATE WESTEN: I knew it wasn't gonna be in there.

MICHAEL WESTEN: Well, she said it was in here.

NATE WESTEN: Of course she... Well, it's not.

[Madeline brings over some iced lemonades for them.]

MADELINE WESTEN: So, will you stop arguing now?

NATE WESTEN: Ma, it doesn't mention the car in the will.

MADELINE WESTEN: I know.

MICHAEL WESTEN: You know?

MADELINE WESTEN: I wanted Michael to know that his father remembered him in the end. And, Nate, you spent more time with him.

MICHAEL WESTEN: [standing upright, smiling wryly] You lied.

MADELINE WESTEN: [nods apologetically] Yeah.

MICHAEL WESTEN: Makes sense. Y'know what, Nate? Fine. I'll flip you for it.

[He fishes a coin out of his pocket. Madeline expects another fight to break out soon. Nate smiles and nods.]

NATE WESTEN: All right. Heads.

[Michael flips the coin. It falls on the table. Nate shrugs, seeing he's lost.]

NATE WESTEN: Yeah. 'Course. Y'know what? You won it fair and square, bro.

[Nate gives him a more-than-brotherly hug. Michael feels a bit awkward. Breaking the hug, Nate walks out quickly. Madeline smiles at her son's sporting attitude.]

MADELINE WESTEN: Now, you see, Michael, you're too hard on him. I mean, He can be so sweet. I just want us to be family.

MICHAEL WESTEN: [nods] I know, mom. I know.

[Michael suddenly realizes why his brother hugged him.]

MICHAEL WESTEN: He just stole my wallet.

[He runs outside. Madeline gives up.]

MICHAEL WESTEN: Nate! NATE!!


FADE TO BLACK.


[Closing titles.]

==========================
TRANSCRIBED BY RAHUL KUDVA FOR WWW.TWIZTV.COM - FREE TV SCRIPTS DATABASE
==========================