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At an apartment complex, two guys are sitting in an outdoor hot tub.
First Guy: 
Every night, a different club.  The most gorgeous girls - all models!  Each one hungry for the perfect guy.
Second Guy: 
Yeah, but guys like us?  From Omaha?
First Guy: 
When an L.A. woman sees a cornfed Mid-Western boy, it's like catnip.
Second Guy: 
First Guy: 
Yeah, should have moved out here years ago.  See this tan line?  From my convertible.  You see that white thing through the trees?
Second Guy: 
First Guy: 
That's the bottom of the "y" of the Hollywood sign.
They hear a loud booming sound.

Second Guy: 
What was that?
First Guy: 
That's the girl next door practicing her kick-boxing.  Now, you should see this babe.  Ass like a Brangus steer.  Yeah, L.A.'s crawling with stars.  Everywhere they go, cameras flash, spotlights shoot to the sky.  I mean, they roll out the red carpet for Carrot Top when he goes to the dry cleaners.
Suddenly, something flies over the rooftop and drops into the hot tub.  They start scrambling away from it, yelling:  Oh, no!  Oh, my God! 
It's a man.

In a Russian restaurant:
Lara's mother, Katrina: 
My head is splitting.  I'm going in the back to take aspirin.
Lara:  Can I work the register alone?

Give Mr. Solonick his check.  Whatever he pays, is fine.
She kisses Lara on the forehead and hurries into the back of the resturant.
Lara takes the check on a small tray to a table.  Mr. Solonick is sitting at the table talking to a man standing across from him.

Mr. Solonick: 
Hey, hey, we're in America.  Speak English.
It's the dream to own my own gym.  My name still means something.
Mr. Solonick: 
In Russia, maybe.
A risky dream, maybe, but I will pay back the first loan.  Every ruble.
Mr. Solonick puts some money on Lara's tray and she turns to leave.
Mr. Solonick: 
Lara walks back and Mr. Solonick gives her some more money and pinches her cheek.

Thank you.
I will pay back every dollar to remind you I'm a man of my word.  And if you see fit, you offer another loan.
Mr. Solonick pulls out a gun and shoots the man three times.  Lara crouches on the floor nearby and watches.

Teresa is at the scene of the crime, examining the dead man.
So, this is the third Russian shooting this month, isn't it?
The last one was a dying guy missing his fingertips.
Do you know why he was missing his fingertips?
The shooter chopped them off to avoid ID?
That's right.  We had 27 people here at the time of the shooting, but none of them saw anything.  You know why?
They must like their fingers.
Joel laughs: 
They like their fingertips.  You'd make a hell of a detective, Miss Ortiz.

calls out:  Ortiz!
Teresa picks up her bag and walks over to where Fearless is questioning Katrina and Lara.

Teresa to Lara: 
Oh, what happened, honey?
Fearless to Teresa: 
Broken glass cut her knee.
Fearless to Katrina: 
So, you're saying you saw nothing?
Nothing.  Lara and I live in back.  We had gone to get some aspirin.
Yeah...I think you saw what happened here.
We didn't.  We were in the back.
Is that true, Lara?  The broken glass is on the floor.  Now, don't tell me it flew all the way back here and cut your knee.
It happened like...when the shooting started, she wasn't...
Lara interrupts her mother, who shushes her in Russian.
Katrina to Fearless: 
What are you doing?  Get a little girl to do your job for you?  Drag her into court.  Make her testify.
Whoa, whoa, ma'am.  I just want to know what she saw.  I promise, no one's going to make your daughter testify.
And why should I believe you?
Well, if it helps any, I believe him.  And that's because I know him and I know that he's a man of his word.  Isn't that right?  Detective?
Lara, can you tell us what you saw?
Lara looks at her mother, who reluctantly nods her head.

I saw who shot the man right there.  Vadim Solonick shot him.

Tom and Ray are interviewing the two men from the hot tub.
First Guy: 
It was like "X-Files" or something.  We were there, having a cuz, when Bam!
Albert Beechum.  His body was stolen from a funeral home.
First Guy: 
He was...uh...already...uh...dead?
Second Guy: 
Aww, man, that's just wrong!
That's why we need you to tell us everything that happened the moment before he landed.  Think carefully.  We're looking for details, Hollywood.

Tom and Ray question Albert Beechum's widow at the funeral home.
So, your husband died of natural causes?
Darlene Beechum: 
Well, Albert and I were newlyweds and...well, like a lot of newlyweds...
I understand.  The deceased died "in flagrante".
No.  He died during the act of love.
Tom:'am.  Do you have any idea who might want to steal your husband's body?
Oh...well, there's one guy, but he'd never...
Well, I used to go out with this guy, Charlie.  He was Albert's best friend, but he was such a wimp I dumped him and I hooked up with Albert instead.
So, he's a guy with a grudge?
Yeah.  Oh, but he never could have done it.  He's never done anything in his life.  If he threw himself at the ground, he's miss!
Okay, why don't we give him a call and see what he has to say?
All right.  You'd think more people would have showed up with all the nice things that Albert did.
Yeah...well, maybe it's traffic, ma'am.  After all...(Tom looks at his watch.) it is almost midnight.
Do you think it's possible to live a whole life on this Earth and then nobody gives a damn when you're finally dead and gone?
I guess it depends on how you live your life.
A man walks into the room.
Darlene:  There he is.  There's Charlie.
Tom approaches the man:  Charlie Graham.  I need to talk to you about the disappearance of Albert Beechum.
Charlie, smiling:  Oh, nothing to talk about.  I did it.  I'm the one that stole Albert.
Ray walks up with his handcuffs:  Put your hands behind your back, Charlie.
Charlie:  Huh?

David, looking a little unkempt, is at the polic station.  He, Joel and Fearless are looking through a two-way mirror at Katrina and her daughter, Lara.
David:  Look, for six years we've been trying to nail Solonick, right?  Murder, prostitution, fraud, extortion.  This kid is the first shot that we've had to actually put this guy away.
Joel:  The mother said, "no testifying".
David:  Then change the way she's thinking.
Fearless:  All right, look.  She has every reason to say "no".  She understands that her kid would probably never live to see a prelim.
David:  Then I'll arrange protective custody.
Joel:  Oh, yeah!  Because that never goes wrong!
David:  Do you have any better ideas?
Joel:  It's the Russian mob.  It's not a softball team.  They have a code.  The first rule of the code is:  carry out punishment to all offending parties.  All of them, including 10-year-olds.
Joel and Fearless are looking around their desks for something.  Joel opens a drawer and says:  I got it.
Joel:  You might sleep like a baby at night knowing that you put a 10-year-old girl's life on the line, but we don't.
David:  Great!  That's a really nice egalitarian point of view and I love how you can assess all the situations, even though they're a little tricky.  However, my job is to get scum like Solonick off the streets and while I will do my best to protect a witness, if I turn my back on every case out of fear of what might happen, you wouldn't be able to walk a city block without being raped, robbed or murdered.
Joel:  No one walks in L.A.
David to Fearless:  Are we keeping you awake, Detective?
Fearless is standing to the side, staring into the distance.
Joel:  Are you okay, Bobby?
Fearless walks over:  We're going to bring in Vadim.  We're going to make our case, but we're going to do it without the girl.
David:  Well, by all means, bring in Vadim.  But, I'm going to start the wheels on protective custody.  If you can make a case without the girl, my hat's off to you.  Just bring in Vadim.

Charlie is at the police station, being questioned by Tom and Ray.  Darlene Beechum is standing nearby.
Charlie:  Okay, I stole Albert Beechum's body from the funeral home.
Ray:  So, you're saying you broke into the place?
Charlie:  Well, if you want to get all technical.  It's not like it was hard or anything.

FLASHBACK to Charlie outside the funeral home.  He picks up a nearby plant and hits the lock on the door.  The lock breaks and he walks in.

Tom:  You acted alone in this?
Charlie:  Yes, sir.  Just me - Han Solo!
Ray:  You're hauling a 185 pound stiff this Sunday, all by yourself?
Charlie:  Hey, I was on the wrestling team in high school.  I had it all under control.

FLASHBACK to Charlie struggling to drag Albert's body out of the funeral home and into the trunk of his car.

Tom:  Why?
Charlie:  Oh, it's a damn cool sport.  Yeah.  Plus, you get to wear a unitard.
Ray:  No, not "why wrestling".  Why did you steal Albert?  You had a beef with him?
Charlie:  Oh, no, no.  No, sir!  No way.  It was nothing like that.

FLASHBACK to Charlie dragging Albert's body and saying to him:  You know what this is, Albert?  This is friendship and dedication.  You ripped my guts out when you stole Darlene because I love that girl.  You were my best friend and you stabbed me in the back, so I wanted to hurt you.  But I couldn't, because you're already dead.  All right, this is it.  Am I going to honor that promise I made to you for so many years or am I just going to stew in my own stinking juice of jealousy and fear?

Tom:  A promise?  Like a pledge?
Charlie:  Yes.  I made a pledge to Albert.
Ray:  A pledge to dump his remains in a hot tub?
Charlie:  No, no.  It was supposed to be in the ocean.  In fact, if there's any part I'd want to take back, it would definitely be the hot tub part.

FLASHBACK to Albert's body falling into the hot tub.

Charlie:  The hot tub only happened because I hit the trigger button.
Tom:  Trigger button?

FLASHBACK in reverse - Albert's body flies out of the hot tub, across the roof and back into a cannon.

Tom:  You shot Albert's body out of a cannon?
Charlie:  Yeah, it just went off, you know?
Ray:  Wait a minute.  This cannon...this is something that you just have laying around the house?
Charlie:  Uh, not exactly.  I sorta borrowed it from a circus supply store.  But, I took it back right away.  They never even knew it was missing.
Tom:  Which brings us back to the beginning.  Why?  Why did you shoot your friend's body out of a cannon?
Darlene walks over:  Because...every year Albert made Charlie promise he'd launch him from a cannon when he died.  But, Charlie, I thought you knew.  I thought you were just playing along.
Charlie:  What do you mean?
Darlene:  Well, it was a joke.  It was just Albert's idea of a joke.
Charlie looks crestfallen.
Darlene:  Oh, no, no, no.  Don't you see, Charlie?  It doesn't matter if it was a joke.  See, Albert didn't think you had it in you to do something like that.  But, you did, Charlie.  You shot him from a cannon!
Charlie:  Yeah, I did, didn't I?
Darlene giggles.
Charlie:  I really did!

Joel and Fearless are questioning Vadim Solonick.
Solonick:  I stood to use the restroom, walked a few feet, heard the gun, turned to see my friend dead.
Joel:  Yeah.  You didn't see the shooter's face, huh?
Solonick:  As I already said, no.  I ran to him, called 911 and went after the man in the alley but he was gone.
Solonick's lawyer:  It's late, gentlemen.  My client has been more than cooperative.
Joel:  Your client's story is garbage.
Lawyer:  We are sorry that you feel that way, but unless you are prepared to charge my client with some crime...
Joel:  Excuse me.  You didn't have time to change your shirt, Vadim?  Or did you not notice?  Look at the dots.  The little red dots.
Fearless:  Take the shirt off...Please!
Solonick stands and removes his jacket and shirt.  His torso is covered with tattoos.
Lawyer:  And, if those splatters turn out to be blood, Detective, my client told you he was standing over the victim who had been shot in the heart and was splattering blood into the air.
Joel steps closer to Solonick to examine a large tattoo on his back.
Joel:  Brezhnev.  So the prison guards won't shoot you in the back.
Fearless:  Looks like you had quite a ride.
Solonick:  It is mostly about women, you know.  I am romantic at heart.
Joel:  Yeah,  I see you're also a member of Organizatsyia and a known gangster.
Solonick:  Your American obsession with gangsters is amusing.  Marlon Brando and Al Pacino, you make famous for being pretend gangsters.  Tupac Shakur and Shug Night, you make millionaires for being the real thing.  John Gotti's on the cover of People magazine.  Tony Soprano gets a big shiny statue.  Yet, you stand here and say gangster, gangster, Mafia, Organizatsyia, like it's a bad thing.  I wish I was a gangster.  I would have a very big house, go to Hollywood parties.  Instead, I'm a businessman.  That's right, a hungry businessman.  So if you don't mind, gentlemen, I'm going home.
Joel:  You're not going anywhere.  Sit down...Sit your ass down!

Fealess walks up to David and Joel:  The lab did a preliminary test.  It's blood.  Same as the vic's.
Joel:  Yeah.  Well, we can send it off for DNA, but that'll take at least a week.
David:  What's Solonick saying?
Fearless:  He's saying the blood sprayed on him when he was helping the guy.
Joel:  The problem is this guy's going to be tough to crack.
David:  The problem is you won't crack him.  You can check the DNA, but that doesn't prove the blood didn't get there the way he said it did.  The problem is you squeezed every single witness in the place and they're all standing behind his story.  All, except one.  So, here's the question you've got to ask yourself.  What's the greater good?  If you leave Solonick on the street, he may or may not harm the girl, but he's certainly going to kill again.  Or we get the girl to testify, put Solonick away and bust our asses to keep her safe.  The greater good.  An imperfect system, but it's all we've got.
Joel:  Without the girl, he walks out of here.
Motioning to Joel, David silently indicates Fearless, who is staring off into the distance, again.
Joel reaches over to Fearless:  Bobby?
Fearless:  I want to talk to Solonick.
David:  All right.  Let's talk to him.
Fearless:  I want to talk to him alone.
Fearless walks back into the interrogation room.
David:  Is he okay?
Joel:  Yeah, he's fine.

Fearless is visiting Katrina and Lara at their apartment, in the back of the Russian restaurant.
Lara:  So, you like being the police?
Fearless:  Sure, I like being the police.
Did you always want to be the police?  Even when you were ten?
Well, I don't know about when I was ten.  I don't know if I had a game plan back then.
Lushka, go watch "Friends".
Lara to Fearless: 
Do you want to watch with me?
I'm going to stay and talk to your Mom.  And after that, I'm all over those kids.
Lara leaves the room.
Did something happen?
Yeah,'s more like what didn't.  You know, we're not going to find another way to get Solonick.  There's not a single person who saw the shooting that we haven't come down on hard and no one is cracking.
So, you want me to sign my own daughter's death warrant?  Is that what you came here to ask?
Fearless:  I'm not asking anything.  I just want you to know where we stand, that's all.
Everytime I try to explain, she looks at me and says, "Mama, you always said 'don't be afraid'."  You must see she's all I have.
I see, Katrina.  I'm just not sure it's me you're trying to convince.
I was 19, got pregnant, of course I was going to end the pregnancy like most women in Russia do.  So, I went to a clinic.  There were thousands of women, many for the third or fourth time.  They're all taking about their struggles, the hardness of life that never changes.  And I realized they have no hope, these women.  And that's when I knew I would rather die that to be like that.  So, I went home, watched my belly grow and I told the life inside me that I would do better.  That she could have a good life, that she could have hope.  I want to believe that things will be okay.  So, if we do this, can you tell me that things will be okay?
I won't let anyone harm that little girl.  I can tell you that.
Fearless leaves the restaurant.

Solonick is standing with a group of men, across the street from the restaurant.
Do it.
One of the men presses a detonator and the restaurant explodes.

Andrea is watching the activity around the destroyed restaurant.  David McNorris, very disheveled, picks up a burnt Barbie doll and walks over to her.
Not a good day...Either there was a lot of vodka in there or you've been drinking.  How have you been?
Wonderful.  The night that you said you didn't want to see me any more, Marian asked if I was sleeping with you.
What did you say?
I told her the truth.  I told her, no.  I'm not sleeping with you any more, actually.
There's a reason people tell lawyer jokes.
They watch the bodies being removed from the restaurant.
Not a good day.
He walks away, toward the crime scene.

FLASHBACK to Fearless questioning Katrina and Lara at the scene of the crime.
  I promise, no one's going to make your daughter testify.
And why should I believe you?
Well, if it helps any, I believe him.  And that's because I know him and I know that he's a man of his word.
Fearless is staring over at the counter where a man in a uniform is eating a sandwich.
Teresa:  Isn't that right, Detective?

FLASHBACK to Fearless talking to David McNorris and Joel at the police station.
We get the girl to testify, put Solonick away and bust our asses to keep her safe.  The greater good.  An imperfect system, but it's all we've got.
Joel:  Without the girl, he walks out of here.
Fearless looks over in the corner.  The same uniformed man is sitting at a desk.
Joel:  Bobby?
I want to talk to him alone.

Fearless is in the interrogation room with Vadim Solonick.
Solonick:  So, when do I get my shirt back?
Fearless:  I know about the threats you've been making to Katrina and her daughter.
Solonick:  My lawyer stepped out for a piss.  We'll talk when he's back.
Fearless:  No, we're not going to talk.  You're going to listen.
Solonick:  Hmm.
Fearless:  The girl's not co-operating as a witness.  Her mother won't let her.  So, I want you to leave them alone.
Solonick:  I appreciate you asking so nicely.
Fearless:  I'm not asking.  We, either, do this the easy way - you leave them alone and your case goes away.  Or you go after them - then, I go after you.  That's the hard way.
Solonick:  I spent many years in Russian prison, Detective.  Russian prison is not like your prison here.  Russian prison is hard.  A fellow prisoner once told me he will kill my family, cut out my tongue, eyes, burn off my skin with acid and shut down my business.  He did kill my family, but I still have my eyes, tongue, skin.  Most important, I'm still in business.  Because I understood the man.  So, I was ready.  See, we Russians don't make threats - only promises.

Outside the station, Fearless starts to light a cigarette, when he sees the soldier again.
Fearless laughs:  I know why you're here.  I'm going to keep my word this time.  It won't be like last time.
Joel steps outside:  Last time what?
Fearless:  Oh, hey.  I know what you're thinking.
Joel:  Yeah?
Fearless:  Yeah.  Why am I talking to myself?  It looks a little weird, huh?
Joel:  Yeah, it looks a little weird.
Fearless looks over at the soldier, but he's gone.
Fearless:  I've been thinking about Freaktown a lot, lately.  It's like he's just popped into my mind or something.
Joel:  Freaktown.  You haven't talked about him in a while.
Fearless:  Yeah...well, I guess I hadn't thought about him much.  I mean, until now.  You know?

to Fearless and Freaktown in their tent during Desert Storm.
is looking through a magazine:  Whoo-hooo!  Good Lord!  Look out, Miss Boob Job, we got another fine hiney coming in.  (He tears a page out of the magazine and shows it to Fearless.) Bam!  (It's a picture of a steak.)
Man, don't show me that while I'm eating.
Why?  You can't feel the love coming from your little 12-ounce can of sand and dog food?  Well, I understand.  I truly do, my brother.  (He kisses the photograph and starts to hang it on the wall of their tent, where a poster of a young woman is already hanging.)
Uh-uh!  If you touch Miss Amber Collins, you will regret the day.
Whooo!  Look at you!  Nobody's going to mess with your little girlfriend.  I'm just going to hang up the porterhouse next to Miss Implants and we'll just see who the real star is.

Freaktown is walking on patrol.  Fearless comes up behind him and taps him on the shoulder:  Boo!
Man!  Jeez!
is laughing.
Man, that ain't funny!  What?!
It's going to be a long war, Freak.
It's going to be a short one, if you keep that up.  Besides, I'm not the bad ass here.  You the bad ass.  Come on, General George Patton.  They should just pin that fruit salad on your chest and we can all just go right home, right now.
Yeah, yeah.  You're pointing your weapon at your boots.
You know, you're right.  But, as long as I'm with the General, the dogs are safe.

to Fearless knocking Freaktown to the ground as a mine explodes nearby.

Come on, man.  How many times have you pulled me from almost stepping on a mine?
Too many.
Too many is right.  That's why I hang with your ass.  Because you're the toughest, baddest General there is!  Yeah!  Too bad you don't know a damn thing about life.
About what?
About life, General.  Sometimes, you got to relax, man.  You gotta step back and sniff the hot links, baby!
Fearless laughs: 
It's 'smell the roses'.
No.  See, now, the negativity just dropped again.  You can't go sticking your nose in a bed of roses.  That's like putting bacon on a double-cheese or putting Armour All on some 20-inch tires.  Those are life's little beautiful moments because God's in every single, itty-bitty detail.
You done cracked up, you know that?
I might have cracked up, I might be cracking up, might keep cracking up.  But, you gotta promise me something, General.  You got to make me a promise that you'll keep me alive over here and I will unlock, for you, the mysteries of life.  Come on, General.  It's a one-time offer.  The clock's ticking.  Tick-tock, General. Tick-tock, tick-tock, tick...
Deal, man.  (They shake hands.)
I knew I could count on you.  I knew.  I knew I could depend on you.

Fearless, in
present day, talking to Joel:  And then, two days later, we went to the crash site.

to Fearless and Freaktown arriving at the crash site.  The sniper zeros in on Fearless, who bends down to pick something up and Freaktown is shot in the head.

Fearless to Joel: 
He took the bullet that was meant for me.
Except, it doesn't work that way.  That bullet was not meant for you.
You know that?
Joel shrugs.
You don't think about things that happened?  Like, maybe, you could have done something, even though everyone keeps saying that what happened wasn't on you.
Yeah.  You know I do.  I'm just trying to tell you what a good friend keeps telling me.
I guess, I keep thinking about Freaktown because I promised Katrina that I would keep Lara safe.  If I can keep my word on this one, I just figure, somehow, I can make things right.  Find some know?
Joel nods.

to the restaurant exploding.  Joel is at the scene, watching Teresa and another paramedic bring out a body.  Fearless sees Vadim Solonick and a group of men standing across the street.  He walks over to them.
You're dead, man!  You're dead, man!  You son of a bitch!
He grabs Solonick and shoves him against a fence. 
You hear me?  You're dead.  Your life is over.  You understand me?  It's over for you, man.  You're dead!
runs over, grabs Fearless and pulls him back across the street:  Come on!  Come on!
Fearless appears very upset, on the verge of tears.
hustles him away from the scene and says:  Nice job, partner.  Nice job.

drives to a motel and knocks on a door:  It's me.
Katrina opens the door.
walks in:  Hey.
runs over:  Hey!  We're playing Go Fish.  You want to play Go Fish with us?
Lara, that's enough games for tonight.  We're going to bed.
But, Mama!
kisses her on the forehead:  Lara, go brush your teeth.
to Fearless:  Just tell me one more story.  Please!

Later, Fearless walks back into the room:  She made it clear she wouldn't go to sleep until I told her two stories.
Not exactly shy, is she?  I'm sorry.
Hey, no problem.  It just so happens, I enjoy telling stories...There was a bomb at the restaurant, tonight.  Vadim Solonick did it.  So, we covered it.  Made it seem like you and Lara were killed.  Solonick saw the whole thing, body bags and everything.
Every five minutes, I change my mind about this.
That's okay.  One step at a time, remember?  End of the day, you can still say "no".
Thank you, my friend.
Fearless smiles and nods.  Then, he seems to hear something.  He turns his head and sees Freaktown.
What are you looking at?
It's hard to explain.
Okay.  I have time to listen.

to Fearless and Freaktown walking through their camp.
See, the first thing you got to do - you gotta make a list of everything you ever dreamed of and then toss in a bunch of way-out stuff that you never even dreamed of.  And I'm not talking about just fun stuff, too, like eating a hot fudge sundae off a fine girl's ass.  I'm not talkin' about that kinda stuff, but stuff that scares you.  You got to put it all down.  You know what I'm saying?  Are you listening?  You're not even listening to me!
Freaktown stops, as Fearless keeps walking.
Freaktown calls to him:  You know, I take it back.  I think the first thing on your list should be to take that giant stick up outta your ass because you're the toughest case I ever did see.  You don't sing.  You don't dance.  You're just a wet dog blanket!
Fearless stops and turns around:  Are you coming or are you going to stand there and dance?
Freaktown:  I'm gonna dance.  That's what I'm gonna do.  I'm gonna dance, General George, because we'll all be dead and buried waiting on you to move.  You know that?
Freaktown starts singing, dancing and strumming his rifle as though it were a guitar:
"I can see clearly now, the rain is gone
I can see all obstacles in my way
Gone are the dark clouds that had me blind
It's gonna be a bright, bright sunshiny day."
Come on, General!
"I think I can make it now, the pain is gone"

Katrina:  Did you start your own list?
Fearless:  Well, I still have it, even.  I'm slowly making my way through.
Katrina:  That's nice.  And where is he, now?  Your friend, Freaktown.
Fearless:  Believe it or not, he's here somewhere.

Fearless is standing outside the motel, smoking a cigarette.
Curt, the motel manager, calls to him:  Detective Smith.  I got a call for you.  Do you want to take it in the office or do you want it in your room?
Fearless:  The office is fine.

Inside the office.
Fearless:  You did a good job clearing the place.
Curt:  Hey, it's on the city's dime, right?
Fearless:  Yeah, right.
He picks up the phone:  Yeah?
Voice on phone:  Bobby, John Summers down at the ME's.
Fearless:  Hey, John.  What's shaking?
John:  Two cops came in about 20 minutes ago.  They wanted to see the bodies pulled from the restaurant fire.
Fearless:  What?  Which cops?
John:  I didn't know them.  Of course, I said "no", but they were real insistent, man.  So, I just...
The call is abruptly cut off.
Fearless:  John.  John!
He hangs up the phone:  Curt!  You got a gun in here?
Curt:  A what?
Fearless:  Pistol, rifle, what have you got?  I need it right now.
Curt hands him a shotgun.
Great.  Shells, too.  Hurry up!   
Curt opens a drawer and hands him a box of shells. 

That room behind you.  Does the door lock from the inside?
Yeah, it's where we keep the safe.
I want you to get in there and lock the door behind you.  And don't come out until I tell you, all right?
All right.
All right, hurry up!  Keep the door locked!
He empties the box of shells into his pocket and dials a number on his cell phone.

answers:  Joel Stevens.
We've got a problem!
Hey, I just talked to the coroner.  I'm on my way.
I need backup.  Lots of it.  Now!
We're on our way.

earless walks outside and see three cars approaching.  He hurries up the outside staircase as the cars pull into the motel parking lot.  Lara steps outside of her room and Fearless silently motions for her to go back inside.  He, then, starts running in the opposite direction, firing his shotgun.  The Russian return fire with automatic weapons.  Fearless jumps backward through a window into one of the rooms.  He shoots the lock off a door and enters another room, where he stops to reload.  Two Russians approach the broken window and Fearless shoots them.  He, then, shoots holes in a wall and breaks through it to enter his room, where he gathers several more weapons.  He makes his way to Lara's room and finds her hiding in the bathtub.
Hey, come on!
calls out:  Come here, little girl!
Where's your mother, Lara?  Where is she?
She went out to find you.
Okay.  Listen, all right?  You got to do everything I say, okay? 
Lara nods.
Okay.  All right, I want you to put this on.
He helps her to put on a bulletproof vest.

Solonick calls out:  Your mother's here!  Come out!  Come out!
Hey, hey, don't listen to that.  Okay?  Just look at me.  You're going to be all right, okay?  Come on.  Follow me.
He steps outside and opens fire with an automatic weapon.  Then, he climbs up onto the roof of the motel.
Give me your hand.  Hold on tight.
He pulls Lara up onto the roof with him.  Some of the Russians run inside the rooms and begin shooting through the ceiling, as Fearless and Lara run across the roof.  One man climbs onto the roof and Fearless shoots him.
drives up:  Fearless!  Fearless!
Can you catch her?
Yeah.  Come on!
to Lara:  You're going to go with my partner, okay?  He's going to take you some place safe.
Come on!
I'm scared.
Just do everything I say and everything will be all right.
He picks her up and throws her off the roof to Joel. 
catches her:  Are you okay?
Joel puts her in his car and they drive off.

A Russian
calls out to Fearless:  If you want to see the mother alive, bring out the girl.
Over my dead body, you bastards.
Fearless runs across the roof and jumps off, firing two automatic weapons at them.  He lands on the hood of a car. 

Fearless comes up behind a man standing outside the office.  He puts a gun against the man's neck and pushes him inside where Solonick is holding Katrina at gunpoint.
I'm here to send a message.  If you ever look at, ever touch this lady and her little girl again, you're dead.  You got that?
Is that another threat, Detective?
I warned you.  The hard way or the easy way.
I don't care about him.  He's nothing. I'm from Chechnya...

Fearless shoots and kills him.
to the man he's holding at gunpoint:  You got the message?
The Russian nods.
Tell your friends.

Solonick's body is wheeled out of the building into a coroner's van.  Joel is standing near his car and Lara is sitting inside.  Katrina hurries over to embrace Lara.
Katrina to Fearless:  Thank you.
Katrina and Lara get into a patrol car and are driven away.
Joel:  A night's work!
Fearless laughs:  You think?
He looks up on the motel roof and sees Freaktown.
Joel:  What's up?  He's still on your mind, huh? 
Fearless nods.
Joel:  I hope you find some peace, Bob.
Fearless smiles and nods:  Yeah.

Fearless is on the roof of the motel talking to Freaktown.
Fearless:  Look, I know saving that girl's not going to change things.  But, if it helps even a little, maybe it begins to make up for what happened.
Freaktown:  What are you talking about, dawg?
Fearless:  I'm sorry as hell that you got shot that day, Freak.
Freaktown:  I know you are!  I know you are, but it wasn't your fault!
Fearless:  It was.  I promised you!
Freaktown:  And you made good on that promise.  Come on, man!  You pulled my ass out of the fire like what?  Like a hundred times.  I mean, what happened that day...Jesus, himself, couldn't have stopped.  It was an accident, brother.  An accident!
Fearless:  Yeah...well, I don't believe in accidents any more.
Freaktown:  Yeah, that's because I'm not done teaching you about life, yet.
Fearless:  Wait a minute.  If you didn't come back because of the girl...
Freaktown:  No, don't get me wrong.  I got to give the heads-up on that.  You see, I could see it was going to get all heavy and there's nothing I like more than to see you go all Terminator.  But, you and me, man - I'm here because we got that other business to settle. 
Fearless:  What business?
Freaktown:  Did you forget what today is?
Fearless thinks about it for a moment, then laughs:  Aww, no!

FLASHBACK to Freaktown placing a Glo-Stick in the center of a fruitcake.
Fearless:  Only you could find a cake out here.
Freaktown:  Auntie Jasmine sent it to me.  This thing's been kicking around her condo for, like, 20 years.
Fearless:  It's the thought that counts.
Freaktown:  Man, it's sad!  Come on.  At least, sing to me or something, dawg.
Fearless:  Sing to your own damn self.
Freaktown:  I can't sing to my own self.  That's sadder.
Fearless:  It's your birthday.
Freaktown:  Well, fine!  No candles, no song, a 20-year-old cake.  At least, I can still make a wish.  No law against that.  Hmmmmmm....make me a promise.
Fearless:  I heard you before.  Be your great protector.
Freaktown:  No, no, no.  I mean, another promise.
Fearless:  Man, you got more requests than an AM radio, Freak.
Freaktown:  No, man.  All I want you to do is, next year on my birthday, I want you to sing me a song.  Come on, man.  It doesn't have to be a birthday song.  It can be any song.  Any song you want, but it's just gotta be loud and it's gotta be proud.  You promise?
Fearless:  No.
A loud explosion, nearby, rocks them.
Freaktown:  I'll tell you what, I'll put it to you this way.  It's my birthday and I'm about to get a SCUD missile up my ass.  So, what's it going to be, General?  Loud and proud or what?  Loud and proud or what, General?  Loud and proud or what?
Fearless:  Okay!  All right, all right!  I promise.  Next birthday, I'll sing.  Now, be quiet, man.  Damn!
Freaktown:  Loud and proud!

Fearless, on the the motel rooftop, laughs:  Happy Birthday, Freak!  Happy Birthday, Freak.
He sings: 
"I can see clearly now, the rain is gone
I can see all obstacles in my way
Gone are the dark clouds that had me blind
It's gonna be a bright, bright sunshiny day."
Joel is watching from below and smiles.
Fearless claps his hands:  Yeah...