Aladdin And The Ebony Palace

ALADDIN AND THE EBONY PALACE

Written By Kenneth White

Kenneth White 1108 Wellesley Avenue Modesto, CA 95350-5044 209.567.0600 [email protected]

1. Aladdin and the Ebony Palace FADE IN: EXT. SILVER PALACE - EARLY DAWN A sumptuous palace, straight from the Arabian Nights, glistens in the golden morning light. SERIES OF SHOTS of different parts of the palace. Minarets, gardens, chambers, pavilions, parapets, domes, turrets, and courtyards. As we move around and through the palace, we realize it is a very intricate, miniature sculpture carved from jade, ivory, and silver. It is encased in a glass orb filled with water and grains of sand. A gnarled, sinewy, blotchy HAND reaches into frame. It turns the orb upside down, turns it back over, and sets it down again. Grains of sand slowly float down around the castle. Off-screen, we hear malevolent LAUGHTER boom. EXT. ENDLESS ARABIAN DESERT - DAY On the horizon, the real version of the miniature silver palace shimmers in the searing heat. It is under siege from a great host numbering a thousand thousand. SCHEHERAZADE (V.O.) I am Scheherazade. It is the 500th night. Ah … halfway home. And this is yet another of my many wondrous tales. EXPLOSIONS pop above the palace. Fire licks at the walls. The assault force batters at the palace gate. SCHEHERAZADE (V.O.) In a long ago time, in a faraway land, it is a time of turmoil. The Sultan Farrukh of Araby and his empire are at war with Xanadu the Wizard and his army of darkness. A tiny airship slowly floats into frame. slack.

Its sails are

2. SCHEHERAZADE (V.O.) The Sultan has sent his only daughter … the Princess Fatima … to hide in a remote desert palace. She carries with her an ancient magic lamp that Xanadu covets, for it holds the key to absolute power. If it falls into the hands of the Evil Wizard, the world will be lost. A gigantic airship lumbers into frame, filling the screen. It fires a devastating broadside at the fleeing ship. INT. SILVER PALACE - CORRIDOR - SAME TIME A BLAST shivers and shakes the palace. Debris rains down on ARTHUR and OTHELLO as they scurry along a hallway lined with STONE STATUES. Arthur is a cherub-shaped Celt. He's dressed in the clothes of a medieval knight's squire, for that is what he once was -- to the legendary Sir Gawaine of the Round Table. Arthur looks and acts a lot like Lou Costello or a "Road Picture" -- era Bob Hope. Othello is a giant, intense Blackamoor. He proudly wears the attire and attitude of the Barbary Pirate he was in a previous life. Imagine Bud Abbott or Bing Crosby crossed with Denzel Washington. A thunderous EXPLOSION slams them both to the ground. ARTHUR The end ist at hand. OTHELLO Be still, spineless son of a sea hag. They stand. A second BLAST rocks the walls. Behind Othello, a statue of lapis lazuli teeters and topples. Arthur leaps forward and shoves Othello out of the way. The statue CRASHES to the floor, knocking Arthur for a loop. Othello scrambles over the top of the shattered statue and reaches Arthur, who clutches his bleeding left arm. OTHELLO I owe thee my life. ARTHUR Methinks, we art finally even then. Othello removes a simple cotton scarf from around his neck and binds Arthur's wound.

3. SOLDIERS of the Sultan's army hurry past them and down the hallway, taking up fighting positions along the walls. They anxiously stare at the barricaded door at the far end of the hallway, waiting. ARTHUR Princess Fatima ist surely doomed. art we.

As

Othello swivels to smite his sniveling companion as

…

A grotesque, monstrous MINOTAUR materializes, directly in front of them. He snorts flames from his blazing nostrils. He brandishes a massive broadsword. MINOTAUR Surrender or die mortals. Othello whips his razor-sharp, saber of Damascus steel from its Toledo leather and jewel-encrusted scabbard, slices it through the air, then assumes a defensive battle stance. Arthur ducks in behind him, cowering. MINOTAUR By Zeus, I hoped you'd say that. The half-man, half-bull lunges at Othello. Othello checks his thrust then spins and slices at the monster's legs. The Minotaur blocks then counters, locking swords. The duelists stare into each other's eyes, waiting to see who'll blink first. Othello does. Othello quickly retreats, nearly stumbling over Arthur. Arthur grabs an abandoned toad-sticker of a dagger. He points it at the monster. ARTHUR Methinks he'll knowest what salami doth feel like when I am done. Othello shoves him out of harm's way. The Minotaur rears its forelegs and gallops toward Othello. Their blades clash, shooting lightning sparks into the air. The impact drives Othello to his knees. The Minotaur raises its broadsword and prepares to deal a deathblow. Othello rolls away, leaps to his feet, and assumes a matador's stance. He dangles a small piece of red cloth. The bull charges. Othello steps aside and plunges his saber to the hilt between the Minotaur's shoulder blades. The monster straightens, BELLOWS to the sky, then crumples.

4. As the beast falls, Othello lops off its head. It rolls crazily along the stone floor. It stops at Arthur's feet. He turns a sickening shade of green. Othello strides up, grabs the head by the hair, lifts it high in the air, and lops off an ear. OTHELLO Souvenir. Arthur covers his mouth with both hands and stumbles into a nearby corridor, much to Othello's bemusement. A SOUND like Armageddon shatters the air. EXT. IMPERIAL CITY - DAY A magnificent, ancient walled city straddles the banks of a crystal blue river. ALADDIN, a serenely handsome, confident young man with an infectious smile, dashes down a narrow alleyway. INT. IMPERIAL CITY - BACKALLEY - TAILOR'S SHOP SALOME, a petite, sharp-eyed seamstress, searches through scraps of fabric on a table. Beside the table is a TAILOR'S MANNEQUIN draped with a half-finished garment. She holds a piece of poor cloth up to the garment then tosses it aside. She heaves a WEARY SIGH. Aladdin CRASHES through the door. ALADDIN Mother! My destiny calls! The Sultan is recruiting men to fight Xanadu! Men

…

SALOME not boys, Aladdin.

Aladdin throws out his arms in exasperation. ALADDIN I'll never become a man stuck in this crummy shop. SALOME You'll never become a man until you learn to do an honest day's work. ALADDIN Work is for peasants. a great warrior!

I am the son of

SALOME And the son of a poor, widowed seamstress. With no cloth to sew.

5. Aladdin smiles tenderly at his mother. ALADDIN I can fix that. Please, son.

SALOME No more stealing.

Not stealing.

ALADDIN Merely sport.

EXT. SILVER PALACE - DAY A battering elephant BASHES away at the main palace gate. The gate buckles and crumbles. Fantastical, mechanical ROBOTS; GOLEMS of stone, iron, bone, and glass; and ELEMENTALS of air, earth, fire, and water storm into the central courtyard. A PHALANX of mercenaries, outlaws, bounty hunters, soldiers of fortune, and other renegades follows. It is a motley crew of Trolls, Manscorpions, Goblins, Orcs, Dopplegangers, Ghouls, Crabmen, Mongrel Men, Death Knights, Giant Apes, Ogres, Gibberlings, Centaurs, Yak-Men, Ogrima, and other nasty half-human creatures. Within and without the palace, the Sultan's foot SOLDIERS battle Xanadu's GHAZIS, or Muslim Holy Warriors, hand-tohand, stave-to-stave. Bedouin LANCERS, Turkish HORSE-SOLDIERS, and Daylami MOUNTED CAVALRY fight the Sultan's badly outnumbered CAVALRY with lance, scimitar, and mace. ARCHERS fire wave after wave of poison-tipped and flaming arrows. NORSEMEN and MONGOLS catapult huge boulders, fiery balls of lead, and gunpowder grenades at the battlements. SHAPESHIFTERS scamper up scaling ladders propped against the steep walls. ROCS, VULTURES, and other BIRDS OF PREY dive bomb from the skies. From the battlements, the DEFENDERS pour cauldrons full of hot oil, molten wax and Greek fire onto their attackers. Djinn, Efreet, Dao, and Marid GENIES use air, fire, earth, and water to slaughter their opponents. It is a maelstrom of lethal winds, an inferno of blistering fireballs, an avalanche of deadly earth, and a tsunami of crushing water.

6. A leashed cavalcade of LIONS, SERPENTS and DRAGONS waits to finish the leftovers. It is man against man, beast against beast, and spirit against spirit. It is brutal and bloody. A sable GRIFFIN hovers above the fray. Astride this pitchblack creature sits XANADU THE WIZARD, an evil sorcerer. His wizened face is framed by a long, black, curly beard and ebony dreadlocks. He wears a flowing, charcoal silk caftan and djellaba fringed in purple. In his gnarled, blotchy right hand, he grasps a black staff crowned with a cobra's head. He aims the hooded snake at a SOLDIER, lying wounded on a stone staircase. Lightning bolts EXPLODE from the eyes of the cobra, pulverizing the helpless man. XANADU (HISSES like a snake) Always finish the job, my pet. warrior never fights again.

A dead

Xanadu finishes off several more mortally wounded MEN with his lethal staff. The anguished SCREAMS of wounded and dying men are downed out by CLASHING and CLANGING weapons and muffled by clouds of thick, inky smoke. EXT. IMPERIAL CITY - STREET - DAY Aladdin races between weathered buildings of wood, stone and sun-dried brick. As he runs, he cradles a bolt of expensive silk cloth like a USC tailback. A SHOPKEEPER and several ARMED MEN pursue him. Gutter spawn. payment.

SHOPKEEPER I'll have your hands in

ALADDIN Must be a Republican. upset over sex.

Democrats get

Aladdin darts and dodges around and over street obstacles like Barry Sanders eluding Green Bay tacklers. He reaches an intersection – one road goes high, one goes low. ALADDIN When you come to a fork in the road take it. He takes the high road.

…

7.

Split up.

SHOPKEEPER Cut him off. Stop him!

Aladdin sprints up the lane and

…

Passes an attractive OLDER WOMAN combing out her hair. He pauses to admire her and smiles. She blushes, then pulls her veil seductively across her face. Aladdin blows her a kiss. WOMAN For an old wench like me? ALADDIN Beauty, like fruit, is tastiest when ripe. WOMAN You are truly a thief, Aladdin. hearts … as well as goods. Aladdin reaches to kiss her hand when

Of

…

A WOMAN in the window above dumps a bucket full of wash water onto Aladdin's head. He shakes himself like a wet dog, then brushes his lips lightly against her wrist. He drips water along her arm. SHOPKEEPER (O.S.) There he is. Aladdin spies his pursuers, bows respectfully to the youngonce-again woman, and dashes down the boulevard. Aladdin ducks into a side street, wheezing and GASPING for air. He kneels and takes a few deep breaths. He looks up to see an especially large SAMOAN GUARD blocking his exit. GUARD Slimy rat in a trap. Orkin Man.

And I am the

The guard raises his impossibly large scimitar and

…

Aladdin dives headfirst between his legs like Ricky Henderson stealing second. He rolls, tumbles, darts over a bridge, and into a Bazaar. INT. SILVER PALACE - CORRIDOR A bleeding WARRIOR faces Arthur. He sheaths his nicked sword and removes his dented helmet. We suddenly realize it is not a man after all, but a beautiful, very strong YOUNG WOMAN. She hands Arthur something small wrapped in damask cloth.

8. WOMAN Protect it with your life, Arthur. The world as we know it depends on you. ARTHUR I wilt, mistress. To the death. INT. SILVER PALACE - DUNGEON The mercenaries herd the Sultan's soldiers into the massive damp, dark cells that fill the entire ground floor beneath the palace. They chain the soldiers by neck, hand and ankle to the ceiling, floor and walls. The TORTURE MASTER tests each of his perverse torture devices. The EXECUTIONER sharpens his double-edged axe blade. Xanadu strides into the central holding cell. It quickly becomes as quiet as death with a head cold. Men who were brave and fearless moments before now tremble in corners and beneath rotting cots. KHALED IBN BALTHAZAR – VIZIER to Xanadu – approaches the Wizard. He kneels and kisses the ground. BALTHAZAR He whose sword knows no rest, I wish you everlasting joy and glory. Balthazar rises. He TAPS a ruby-encrusted riding crop against his knee-high riding boots. BALTHAZAR My Lord, we have yet to find the lamp. Xanadu points a long, bony finger at an OFFICER. A crackling beam of indigo light bubbles out of his finger, jumps across the cell, and enfolds the officer. He begins shaking. XANADU Where is it, worm? OFFICER I know nothing. The beam burns brighter. violently.

The officer quakes more

XANADU Princess Fatima? OFFICER Far from here.

9. The indigo light glows so bright it burns the eyes. black light in a dark room. The quivering officer EXPLODES.

Like a

The beam retracts into the Wizard's finger. Xanadu blows on the tip of his finger, like a gunfighter blowing the smoke from the tip of his Colt Peacemaker. XANADU The lamp is here. Find it, Balthazar. And bring the Princess to me … alive. EXT. IMPERIAL CITY - BAZAAR It is the spicy, bustling heart of the city. A golden light makes it all the more exotic and fascinating. Turkish, Bedouin and Persian MERCHANTS mix with Moors, Chinese and Mongols. They're all cutting deals, counting money, guzzling dark coffee, smoking cigarettes, and shooting the breeze. The market overflows with Athenian wine, Syrian apples, Oman peaches, jasmine from Alepp, water lilies from Damascus, and cucumbers from the Nile. It spills over with Egyptian limes, Sultanese lemons, olives, sweet-scented myrtle, sprigs of the henna tree, chamomile, anemones, and violets. It smells of rosewater, frankincense, and lilac. Goods of all kinds are sold in a hubbub of noisy, bartering VOICES. Aladdin screeches to a halt, momentarily overcome and transfixed by the bewitching world before him. He quickly comes back to his senses, looks around, and, seeing nothing, relaxes. He leans up against a coppersmith's shop, wipes his sweaty brow, checks the bolt of fabric, and … A jeweled knife THUDS into the wooden sign beside his head. SHOPKEEPER (O.S.) A reward for anyone who stops that thief. ALADDIN Who is that guy? Aladdin leaps over a FAKIR lying on a bed of nails. The holy man sits up, looks around, reaches for a gourd of water, drinks, and – like all those old cartoons – leaks water from a thousand pinholes. Aladdin dives behind a SNAKE CHARMER, who plays a haunting, mesmerizing MELODY.

10. A COBRA emerges from a woven reed basket. Its eyes glow violet. The cobra looks a little like Xanadu. ALADDIN That's one ugly snake. COBRA/XANADU (HISSES) Fear me. ALADDIN With attitude. A sword slices through the air and whacks off a hunk of silk, just missing Aladdin's hand. ALADDIN Close is only good in horseshoes and hand grenades. He grabs both chunks of fabric and leaps away. Aladdin ducks in behind a FIRE EATER. As the guards rush up, Aladdin uses the fire eater like a flame thrower. He singes the beard of one man, leaving nothing but scorched skin. Takes it off

ALADDIN … takes it all off.

He turns the flame thrower on the second guard and sets his turban on fire. The guard yanks the flaming hat off his head and tries to throw it away, but can't because the end of it is still braided into his thick, matted hair. He races away, trailing flames. ALADDIN Reminds me of a singer. funny silver glove.

Wore this

The fire eater finally sputters and flames out. one last ember.

He burps

ALADDIN Oh, oh … flame out. A multitude of thanks, cinder breath. The shopkeeper holds up a handful of gold dinars. Cash

…

SHOPKEEPER for his head.

Several MERCHANTS, VAGRANTS, and BEGGARS converge on Aladdin.

11. ALADDIN Now, fellas. I was just trying to get a present for my mother. It's her birthday today. They charge. ALADDIN Well, maybe I fudged on the date. Aladdin dashes up to a SWORD SWALLOWER just as he gulps down a rapier to the hilt. Aladdin grabs the sword, yanks it out, and turns to face his pursuers. SWORD SWALLOWER Ooh, that smarts. The Sword Swallower burps daggers. ALADDIN Profound apologies, but I need a weapon more than you need lunch. Aladdin confidently approaches the shopkeeper, two more armed guards, and the swelling CROWD. They all freeze in their tracks. ALADDIN At last

…

One of the guards steps forward and smashes Aladdin's sword, shattering it to pieces. …

ALADDIN an equalizer.

Aladdin stares at the stubble of a handle. He throws it at the guard and runs toward a storefront filled with carpets, mattresses, and overstuffed pillows. He leaps onto one especially large pillow and catapults up and onto the wide awning of the shop next door, which trampolines him up to another awning higher up. And so on and so on until he reaches the rooftop of a stone building at the outer edge of the bazaar. Aladdin turns, salutes his would-be captors with the pieces of fabric, tucks them away, then runs to the edge of the building, spreads his arms like a condor, and flies over the edge. INT. SILVER PALACE - ROOMS AND CORRIDORS Mercenaries search every inch of the palace. every room, leaving no turn unstoned.

They ransack

12. INT. SILVER PALACE - HAREM Mercenaries storm into the Harem. They brutally and gleefully slaughter all the EUNUCHS and MALE SLAVES. The Harem WOMEN tremble in a clot behind colorful walls of draped sheer silk. The mercenaries lick their lips. unbuckles his sword belt.

The monkey-faced CAPTAIN

A WARRIOR swings down from the rafters and neatly slices him in half. The other men scatter for cover. The warrior lets go of the rope, lands on his feet, and turns to face the rest of the mercenaries. WARRIOR Men are not allowed here. MERCENARY Nor are you. The warrior rips off his helmet. It is not a man after all, but the young woman we met earlier. Balthazar strolls into the Harem. BALTHAZAR At last, Princess Fatima. been searching for you.

We have

FATIMA You have found me. Balthazar PATS his crop against his open palm. The razorsharp stones nick his flesh. He seems to enjoy it. VIZIER My liege, the great Xanadu, requests the pleasure of your company. FATIMA I would die first. VIZIER I cannot allow that, your highness. He SNAPS his fingers. A dozen mercenaries draw their swords and leap toward Fatima. Her blade flashes out and cuts down the nearest one. As she backs toward the door, more mercenaries try to bar her path, but she hacks her way through them. SERVANTS stumble over each other to close the door and cut her off, but she beats them back. As she battles at the door …

13. CORRIDOR OUTSIDE HAREM We hear a CACOPHONY of conflict, shouts, and the clash of steel. Frightened SERVANTS gather and listen, not daring to enter. BACK TO FATIMA inside the hall, fighting off her attackers. Several have been run through and lie at her feet. Their fallen bodies block others trying to reach her. Fatima rips a shield from a fallen opponent and snaps it up in front of her just as a dozen arrows thud into it. She frisbees the quill-studded shield at a charging OGRIMA (half-breed Ogre), severing its head from its neck. CORRIDOR OUTSIDE HAREM A hideous, scar-faced MONGREL-MAN and his MEN-AT-ARMS dash down the hallway, weapons drawn. BACK TO FATIMA as the Mongrel-Man and his retainers CRASH through the doors. The Mongrel-Man, stepping in behind Fatima, raises his sword to cut her down. A EUNUCH SCREAMS. Fatima whirls around in time to see the Mongrel-Man. She ducks under the sword stroke and coming up, catches the Mongrel-Man in the belly with her shoulder. With terrific force, she heaves him full at her foes. Then, cutting down a GIBBERLING who blocks her way, she dashes to the doorway, stops and turns for a brief second. She looks at the eunuch and flashes him a salute with her sword. As she spins to exit, an OGRE tosses a net over her. She struggles against the tenacious webbing, but cannot escape. Several GHOULS dogpile on top of her, pinning her arms and legs. FATIMA Unhand me, you foul-breathed slime

…

A DEATH KNIGHT cold-cocks her into silence. EXT. SILVER PALACE - COURTYARD GARDEN - SAME TIME In a brush-shrouded corner of the lush inner sanctuary, Othello leans over Arthur, who holds the damask-enfolded package.

14. OTHELLO What art thou talking

A magic lamp? about?

ARTHUR It ist mine to protect

…

OTHELLO Giveth it to me. Othello reaches for the bundle. …

ARTHUR even from thou.

Arthur grabs his wounded arm and gives Othello a "You owe me" look. Othello lunges at the bundle. Arthur jumps back and … Bumps into a hideous GIANT APE, who's just stepped out of hiding from behind a palm tree. A second APE appears in back of Othello. Each ape is as dark as the blackest night, as hairy as a coconut. Their eyes blaze with fire, their thick lips hang down like a camel's, their sharp teeth CHATTER like a thousand drums, and their black tails swing to and fro like a lion pacing its cage. Arthur quickly tucks the bundle inside his djibbah, or topcoat. Othello winks. Arthur walks back to Othello, facing him. They begin a game of pattycake. OTHELLO Pattycake

…

Pattycake

…

ARTHUR The apes are bemused, but confused. watch from either side.

They waddle around to

OTHELLO Baker's man

…

Bake me a cake

ARTHUR …

The enthralled apes begin to mimic Arthur and Othello's child's game. OTHELLO As fast as thou … OTHELLO/ARTHUR …

canst!

15. As they pat their two hands flat together on the last word, they turn and punch out the lights of the fascinated apes. Arthur and Othello wince with pain and madly shake their numb fists. They race to where a small airship is docked. Arthur clambers up the rope ladder dangling from the anchored vessel. He reaches the bottom hatch and climbs inside. OTHELLO This wilt lead to no good I am sure. Othello reluctantly clambers up after him. INT./EXT. AIRSHIP Arthur pulls up the ladder and cuts the anchor rope. Othello sets the sails and grabs the rudder. The airship drifts away, over the palace walls. Mercenaries sling arrows and lob flaming balls of wax and grenades at the fleeing ship. Moving to the aft porthole, Arthur trips over a cache of explosives. He grabs a stick of dynamite, lights it, and heaves it back at the castle. It knocks out the highest ziggurat with a resounding BOOM. He's beside himself with excitement over his new found power. EXT. SILVER PALACE - COURTYARD GARDEN A black-toothed, tattooed CAPTAIN of Xanadu's Elite Guards (dressed in black from head to foot) races into the garden just in time to see the airship clear the wall, catch an airstream, and zip out over the open ocean of sand. INT. SILVER PALACE - HALLWAY Balthazar leads a band of MERCENARIES escorting Princess Fatima. We get a much better look at her now that she's all cleaned up. Tall and graceful, she has eyes as lovely as a gazelle's, eyebrows like the new moon at Ramadan, cheeks like anemones, and lips like coral. She is more beautiful than a clear pool in a desert oasis. Her hands are bound tight behind her. A velvet rope encircles her neck. She pulls against the rope. The JACKALWERE holding the rope yanks her to her belly and drags her along the polished stone floor. SENTRIES throw open the throne room doors.

16. INT. SILVER PALACE - THRONE ROOM Xanadu lounges in the Caliph's sumptuous throne of alabaster plated with red gold, as if he were born to occupy it. Balthazar approaches, steps to one side, and gestures. BALTHAZAR Some precious booty, All Powerful One. The Jackalwere pulls the Princess forward and shoves her down at the foot of the steps leading up to the throne. She refuses to raise her eyes. Xanadu leans forward and smiles a lecherous leer. XANADU Princess Fatima … at last. I trust you were not too badly harmed. Balthazar kicks her in the ribs. BALTHAZAR Answer his Lordship. FATIMA He is no lord of mine. to the devil.

He is closer

Balthazar lashes her across her bare lower back with his riding crop, drawing blood. FATIMA By Allah and all the sands of time, I swear you will die a thousand most horrible deaths for that. BALTHAZAR It barely shows. A lover will never notice. XANADU Look at me, child. I have no wish to harm you. I seek only the lamp. She finally looks him in the eye. Xanadu would be toast.

If looks could kill,

The Captain of the Elite Guard strides into the throne room. He bows to Xanadu, then approaches Balthazar and WHISPERS something to him.

17. BALTHAZAR The lamp is not inside the palace, sire. (he listens again to the Captain) An airship escaped during the assault. Princess Fatima reacts.

It does not go unnoticed. XANADU

Take her away. The mercenaries drag the Princess from the room. She throws a "You will pay" glare at Balthazar as she goes. XANADU The Princess would not make a good card player. From her reaction, I would say the lamp was onboard that airship. Find it. VIZIER With pleasure, my liege. Xanadu fondles the cobra's head. XANADU Do not disappoint me, Balthazar. could be … lethal.

It

EXT. OPEN DESERT The airship floats across the desert. INT. AIRSHIP Othello mans the rudder. ARTHUR Where art we bound? OTHELLO Away from that place. ARTHUR Dost thou know what thou art doing? OTHELLO I am a corsair. I can sail anything. On the high seas … or the air. The airship takes a massive hit, knocking Arthur to the floor. Othello swings 180 degrees on the rudder handle. OTHELLO Air pocket.

18. ARTHUR Not quite. He points dead ahead where

…

EXT. AIRSHIP A CHIMERA floats in the air. It is a fearful monster, breathing fire. It has three heads. That of a goat, a lion, and a fierce dragon. The goat head is pitch black, with glowing amber eyes and long, ochre horns. The lion head is framed by a brown mane and has green eyes. The dragon head is covered with orange scales and has black eyes. The beast has the hindquarters of a black goat and the forequarters of a tawny lion. It has two great dragon wings and four limbs -- two like human arms and two like lion's paws, with claws of iron. DAHISH Know then that I am an Efreeti Genie, by name Dahish. And I am here to play. The Genie zooms around the airship, playing with it like a cat toys with a dead mouse. The Genie bats the airship back and forth between its hands and paws. INT. AIRSHIP Arthur and Othello bounce off the walls. OTHELLO Well, this ist a fine mess thou hast gotten us into. Arthur grasps his left arm and begins to WHINE. OTHELLO I shouldst have been a eunuch like my mother wanted. I wouldst have lived longer. EXT. AIRSHIP The Genie flings blades of energy at the airship, nicking the rudder and slicing the mast. INT. AIRSHIP Othello grabs a parachute and tosses it to Arthur. OTHELLO Prepare to abandon ship.

19. ARTHUR I canst not swim. OTHELLO It ist a desert, fool. EXT. AIRSHIP The Genie hurls a ball of fire at the bow. battered airship EXPLODES into flames.

And the

Arthur and Othello bail out, floating slowly toward earth. The Genie grabs them both and wraps them into a ball. A clay tennis court and net magically appear. The Genie transforms itself into McEnroe and Connors, savagely volleying the ball back and forth over the net. The court morphs into a baseball diamond and the Genie, looking a lot like Mark McGuire, hits number 70 out of the yard. The baseball diamond morphs into a basketball court. The Genie gets some Jordan air and slam dunks the ball through the rim. The hardwood court morphs into a football stadium. The Genie drop kicks the Arthur-and-Othello ball through the goal posts. As they hit the sand and roll to a stop, the desert suddenly becomes the world's largest sand trap. The Genie (as Long John Daly) takes out his sand wedge and blasts the ball toward the horizon. DAHISH Fore! EXT. DEEP DESERT - DAY The abandoned parachutes lie in a crumpled heap. Under the maddog, midday sun, Othello trudges away across the desert toward the distant mountains. OTHELLO What didst I do in a previous life to deserve this? Arthur stumbles along behind. deep inside his coat.

He checks the bundle hidden

ARTHUR This must be where they recycle all the old hourglasses. BUZZARDS circle above them.

20. OTHELLO What art they looking for? dead yet.

I am not

ARTHUR Those scavengers art carrying Handi Wipes. EXT. DESERT OASIS Arthur and Othello sit in front of a low bush, guzzling water and splashing it on their faces and beneath their armpits. Praise Allah. lunch.

OTHELLO I thought we wert

ARTHUR All's well that ends well, I always sayeth. OTHELLO Thou sayest that? ARTHUR I certainly didst. Glad to be alive, the two men stare straight ahead, lost in their own private thoughts. Directly behind them, a CAMEL ambles up to the bush. It leans in and licks Arthur's face, then backs away. Arthur wipes his wet cheek and turns to Othello. ARTHUR I love thou, too. OTHELLO I dost not love thee. ARTHUR Then why didst thou kiss me? OTHELLO The devil takest me if I didst. ARTHUR Fine. They go back to drinking their water and daydreaming. camel leans in again and licks Arthur again. ARTHUR Thou didst it yet again.

The

21. OTHELLO Didst what? ARTHUR Kissed me. I warn thou.

OTHELLO This game ist not funny.

ARTHUR Thou havest a tongue like a wet paintbrush. OTHELLO I didst not use my tongue. ARTHUR Then thou didst kiss me. OTHELLO I wouldst kill thou, instead. Othello leaps to his feet and is startled to see the camel nibbling on the bush. OTHELLO Blessed be Allah, the all-seeing. Arthur jumps to his feet. A

…

ARTHUR kangaroo.

Othello hops over the bush and grabs the camel by its loose reins. As Arthur follows, the camel spits in his face. OTHELLO Good girl, good girl. EXT. DEEP DESERT - ROCK CANYON Othello and Arthur ride tandem between the sheer jagged rock walls. The canyon is shrouded in a spectral mist. ARTHUR Dost this beast have sufficient gas? The camel FARTS. Othello gives Arthur a "Thanks for asking" look. A small rock RATTLES down the rugged wall ahead. An owl HOOTS in the distance. Arthur slaps the rump of the camel, but it continues its plodding pace. The mist thickens, the silence becomes deafening.

22. OTHELLO Now I knowest how Ichabod Crane felt. A branch, like a skeletal hand, suddenly appears out of the fog and rakes across Othello's face. He reaches for his saber, but the scabbard is empty. OTHELLO This ist the last time I listen to thee. ARTHUR I promised the Princess. OTHELLO But I didst not. A voice like the hounds of hell SHRIEKS and CACKLES. Othello reins in the camel. He turns his head to listen and … A TUAREG leaps from the rocks above. He kicks Arthur in the head, catapulting him from the camel's back and knocking him senseless. The lamp ejects from his coat and flies into middle of the trail. Two more TUAREGS materialize from the swirling mist front of the camel. They grab Othello, yank him to ground, and pummel him with the flat sides of their The frightened camel BRAYS and dashes away down the disappearing in the gloom.

in the swords. canyon,

Several more TUAREGS dive down from the surrounding boulders. Each one of these desert tribesmen wears a blue veil to conceal his face from strangers. A large covered transport wagon, pulled by six CAMELS, emerges from the fog. The Tuaregs carry the dazed Arthur and confused Othello to the wagon and toss them inside. The blue-eyed LEADER notices the ancient bronze lamp. He picks it up and inspects it closely. Because it is old, common looking, and apparently of no value, he cavalierly tosses it in the back of the wagon. We hear a THUNK and Othello's GROAN from inside. INT. TRANSPORT WAGON Arthur and Othello stare back at the pack of emaciated and mutilated SLAVES huddled at the far end of the wagon. OTHELLO I wilt not be enslaved again. wouldst die first.

I

23. ARTHUR Once the slaver, now the slave. OTHELLO I never wast. The other Barbary pirates sold their fellow man into captivity. I wouldst not. ARTHUR And thou payest dearly for it. OTHELLO Had I not freed thee, I wouldst never have felt the chain around my neck. Arthur holds his left arm and gazes sad-eyed at Othello. ARTHUR And for that, I wilt thank thee until my dying day. Which, I fearest, mayest be soon. Arthur pats his coat, checking for the lamp. ARTHUR By Sulaiman's beard, I have lost it. Othello gingerly touches the lump on his head and grimaces, wondering how he got it. ARTHUR Alas, I have broken my promise. A THREE-FINGERED SLAVE rummages in a dark corner. He finds something, CHUCKLES, then turns. He holds the lamp. Othello lunges forward and vise-grips the wrist of the man's short-fingered hand. OTHELLO Release it. Unless thou wouldst lose the other two. The slave drops the lamp. Arthur.

Othello takes it and hands it to

ARTHUR My life ist not forfeit. Thou art truly my friend and savior. Time and again. OTHELLO Until this journey ends. quit of each other.

Then we art

24. EXT. DEEP DESERT - ROCK CANYON As the wagon rolls out of the canyon and into the vast desert sea. EXT. DEEP DESERT A dead-eyed NORSEMAN sits atop a camel, cradling a doubleedged axe. A one-armed TURCOPOLE (Syrian mercenary) stands next to the smoldering ruins of the charred airship. He pokes through the ashes with his javelin, then shakes his head. TURCOPOLE Whatever fell with this, burned with it. NORSEMAN The Sorcerer will not be pleased. TURCOPOLE Perhaps we should not tell him. NORSEMAN I fear he already knows. We hear a strangled SCREAM. INT. SILVER PALACE – BED CHAMBER Fatima bites her lip until it bleeds. She's tied to the four bedposts with satin ropes. Xanadu and Balthazar are the only ones in the room. XANADU Where are they? BALTHAZAR We will find them. We have more men than there are fleas in the Sahara. Besides, gold has loosened many a man's tongue. XANADU (to Balthazar) It will be your tongue … and then some if they are not in my hands. Xanadu turns a large hourglass on end. XANADU You have until then. Xanadu strides from the room. Fatima.

Balthazar turns back to

25. He lightly drags his riding crop down the inside of her taut, sweating leg. She struggles to kick him. VIZIER Alone at last. EXT. IMPERIAL CITY - BAZAAR SQUARE - DAY Arthur and Othello, shackled in chains, stand with other CAPTIVES on auction blocks next to displays piled high with Tuareg plunder. Bolts of fine cloth, brass and copperware, objects of gold, trinkets, and jewelry. A small crowd of impatient BIDDERS jostles at the foot of the platform. The Tuareg slavers stand to one side of the platform in front of their empty wagon. Heavily-armed MONGOLS stand guard. A pock-marked Mongol unlocks each slave's chains. Arthur and Othello rub their chafed wrists and ankles. A bearded pirate of a TURK addresses the crowd. TURK Come, citizens. Behold the rare treasures we bring you from distant lands. Out of nowhere, a MAN gallops in front of the platform trailing a two-wheeled wooden cart. It is Aladdin. ALADDIN No man can take your freedom. Without hesitation, Arthur and Othello dart to the edge of the platform and dive into the cart. TURK Stop!

Thief!

ALADDIN Who's calling the kettle black? Aladdin lashes the horses and dashes away. Two mounted MEN-AT-ARMS put their horses to gallop in pursuit. The Turk jumps for the saddle of his horse. The horse moves at exactly the wrong moment and the Turk lands flat on his … brains. The Tuareg slavers clamber aboard their wagon as the driver lashes the camels and chases after the fleeing cart. Among the CROWD, there is welter, confusion and fighting.

26. BAZAAR STREETS Aladdin gallops hell-bent-for-leather through the streets. RIVER CROSSING - DRAWBRIDGE The bridge is down and guarded by two SENTRIES. A halfdozen BEGGARS lounge nearby, seeking alms from PASSERSBY. We hear HOOFBEATS and the sound of THUDDING wooden wheels on cobblestones. The sentries lower their spears. street toward the commotion.

The beggars look down the

BAZAAR STREETS The cart careens around a corner just as

…

A portly FRIAR spurs his flea-bitten DONKEY from a side street to the right, directly into Aladdin's path. Comrades

…

ALADDIN do as I do.

Aladdin throws his weight against the left side of the cart. Arthur and Othello do the same. The cart tips up onto one wheel just long enough to scoot by the clueless clergyman. The cart crashes back down on both wheels, fishtails, then darts away toward the river. The friar turns to see Aladdin's dust then turns back just in time to get corkscrewed into the ground by Aladdin's pursuers. DRAWBRIDGE The sentries cross their spears, blocking entry to the bridge. The HOOFBEATS grow louder. The sentries tense as the rampaging cart appears at the far end of the street. CART Aladdin lashes the slathering, frothing horse. Arthur and Othello lean into the wind on either side of Aladdin. DRAWBRIDGE The sentries tense. CART Aladdin sees the bridge and the sentries. He notices the bridge is still down. He urges the horse to go faster.

27. DRAWBRIDGE One sentry looks ahead, then back at the bridge. Realizing it's still down, he rushes to the lift chain and yanks on it, raising the bridge. A beggar leaps on his back and covers his eyes. staggers in circles and plunges into the river.

The sentry

The second sentry dashes to the lift chain and pulls on it. CART Aladdin stiffens, seeing that it's going to be close. DRAWBRIDGE Two beggars tackle the sentry at the chain, one high and one low. A third beggar grasps the chain and lowers the bridge. CART Aladdin smiles. Arthur and Othello clap him heartily on the back when … The leather trace holding the horse in the harness SNAPS. The runaway horse yanks Aladdin out of the cart and onto its back. The cart continues rolling under its own momentum, carrying a stunned Arthur and Othello. DRAWBRIDGE Aladdin rights himself in the saddle just as the horse hits the foot of the drawbridge full tilt. Horse and rider gallop up the inclined bridge, leap the chasm and … Land on the far side. But, not quite. Only the horse's head, forelegs and belly make it safely. The animal's hindlegs dangle over the edge. RIVER'S EDGE The first sentry climbs back on shore. He bludgeons the beggar away from the lift chain and begins raising the bridge again. CART Arthur and Othello dive to the back as the horseless cart crashes into the base of the elevated bridge.

28. DRAWBRIDGE Aladdin pulls himself over the neck of the horse and onto the bridge. He yanks on the reins, pulling the horse until its back legs finally find terra firma. The horse skids to the base of the elevated bridge and canters away. Aladdin pulls himself up to balance on the edge of the drawbridge. He stares across at the other side. CART Arthur and Othello stagger from the wrecked cart. shake their heads to clear them.

They

They look over at Aladdin and salute their would-be savior, then turn to face the men-at-arms and Tuaregs as they gallop up. DRAWBRIDGE Aladdin returns the salute, slides down the back side of the bridge and scampers away. EXT. EBONY PALACE - DAY The palace sits on a solitary, dark mountain beside a raging red sea. An ominous black storm CRACKLES above the palace. It is obsidian black, as though hewn from a mountain of basalt or molded of black Cimmerian iron. A gate of gleaming China steel dazzles the eyes and dims the wits of those who look upon it. Its lowering battlements, walls, and bulwarks tower unclimbable. Round about it are a thousand steps and a vast central dome, fashioned of lead, an hundred cubits high, and guarded by twin towers of Andalusian copper. There are five-and-twenty gateways in these walls, but all are hidden and none may be opened but from within. EXT. IMPERIAL CITY - TAILOR'S SHOP - DAY Salome DRUMS her arthritic fingers on the worn wooden tabletop. TUAREG SLAVER Two for the price of one, Madame. bargain.

A

The TUAREG SLAVER strikes the kneeling Othello hard on the back with the business end of his whip. The Blackamoor bristles.

29. SALOME Where is that lazy boy? She stands and goes to the window of her threadbare shop. SLAVER Strong backs, good teeth, sturdy legs, both eyes. It doesn't get any better than this. The blue-eyed slave leader gestures to one of his MEN. He yanks Arthur's mouth open, displaying his teeth. The man lets go at last and Arthur snaps at him. SALOME You should thank Allah you do not have a worthless thief for a son like I do. SLAVER Please, mistress, I have my own problems. Do you wish the slaves or shall I take my business elsewhere? SALOME The price is a little steep for a poor old widow lady like me … SLAVER Take them off my hands and I'll throw in this fine Moroccan whip to keep them in line. The slaver dangles the blood-encrusted thongs of the lash along the back of Othello's neck. Othello leaps to his feet, grabs the whip, and wraps it around the slaver's neck. SALOME I'll take them. She gently touches Othello's arm. He releases the slaver and hands the whip to his new owner. SLAVER Good luck taming this one, my lady. The slave leader and his men back quickly out of the shop. EXT. EBONY PALACE - DAY The conquering caravan returns to the palace. At its head rides Xanadu, astride his griffin. There are wagons and carts overflowing with stolen goods from the Silver Palace. The Sultan's captured soldiers trudge behind in a long, dispirited chain.

30. Balthazar rides a coal-black Arabian stallion ahead of a heavily guarded, caged wagon. Behind the iron bars of the cage, a shackled Fatima sits, staring at nothing. She is clad in a chador — a body-robe — of fine gauze embroidered with pearls. On her breast, she wears an amulet filled with frankincense. Her head is crowned with a fillet of jewels worth more than the empire of the Caesars. Balthazar drops back to ride alongside the Princess. BALTHAZAR You look every inch the blushing bride to be, your highness. She spits at her tormentor. BALTHAZAR My lord had best tame this hellcat before he beds her. FATIMA He's not man enough. BALTHAZAR Perhaps I am. She leans toward the bars, suddenly softer and enticing. FATIMA Perhaps

…

He leans forward, encouraged. …

FATIMA in your dreams.

She dives at the bars, reaches through them and tries to scratch his eyes out. He yanks his horse back, leers, then digs his heels hard into the side of his horse, spurring it forward. INT./EXT. EBONY PALACE It is a place of mystery and wonder.

Houses and mansions,

soukhs and markets, all built from black stone and copper. In the courtyards, fountains play and streams flow in marble channels across the floor. The floors of the pavilions are cunningly made of veined marble, inlaid with precious stones so they resemble a carpet of flowing water.

31. The palace is peopled with MEN and WOMEN going about their daily business. Except … they are all dead. Where living eyes should reside, the sockets are filled with lifeless white orbs. In the houses, SERVANTS wait by the gilded vestibules. In the markets, there are TRADERS in their accustomed places: the silk MERCHANTS amongst their silks and brocades, the PERFUMERS surrounded by bladders of musk and ambergris, and the MONEY-CHANGERS with their shops full of gold and silver coin. EXT. EBONY PALACE - COURTYARD The caravan halts. Fatima and the other prisoners stare in wide-eyed horror at the macabre scene surrounding them. The griffin lands, Xanadu dismounts, and walks to Fatima's cage, where Balthazar waits. BALTHAZAR (to Fatima) Pretty are they not? XANADU These ones will never betray me. The living dead stagger toward them. They begin to pelt Fatima with garbage. They HECKLE her with chilling CACKLING and SHRIEKING. INT. IMPERIAL CITY - TAILOR'S SHOP - EVENING Salome, Aladdin, Arthur, and Othello share a meager meal. Fatima strokes her new gown made of silk. SALOME Thank you, my son. ALADDIN It was nothing. He arches his back and grimaces. ARTHUR Thou lookest like an empress, mistress Salome. OTHELLO More beautiful than Helen and Cleopatra combined.

32. SALOME You are too kind to one who no longer remembers how to blush. Thank you. Othello thumps Aladdin hard on the back. OTHELLO It ist thou son who shouldst be thanked. ARTHUR It ist truly a small world after all. OTHELLO What art the odds of being sold to the mother of the one who tried to free us? ARTHUR Even the fabled Omar Khayyam couldst not have imagined a better tale. But

…

ALADDIN I failed.

OTHELLO Thou didst try. ARTHUR And, for that, we art forever in thy debt. ALADDIN Our paths seem destined to cross. It is kismet.

OTHELLO

ARTHUR Indeed, we wert meant to journey together. Salome eyes Arthur and Othello's clothing. cloth of Arthur's tunic.

She feels the

SALOME Fine garments for lowly slaves. ARTHUR We art not slaves. OTHELLO We wert captured. ARTHUR We art servants of Her Highness Princess Fat …

33. Othello clamps his hand over Arthur's mouth.

Too late.

ALADDIN Princess Fatima? The Sultan's daughter? OTHELLO No, Princess Fatima the milkmaid. SALOME Princess Fatima, prisoner of Xanadu. ARTHUR/OTHELLO (together) Prisoner! SALOME In the market, they say Xanadu holds her captive in the Ebony Palace. ARTHUR She ist surely lost. OTHELLO Sniveling faintheart. The Princess wilt be a scorpion in Xanadu's pantaloons. SALOME Could Xanadu be seeking you? OTHELLO Why dost thou asketh? SALOME Xanadu's men are searching the city for two renegade thieves. Arthur and Othello exchange an "Uh-oh" look. ARTHUR He seeketh the lamp. Othello rolls his eyes. OTHELLO The precious, all-powerful

Right. lamp.

ALADDIN Lamp? Othello fishes the lamp from Arthur's sash and holds it up, regarding it with contempt. This

…

OTHELLO this worthless hunk of junk.

34. Arthur yanks the lamp back from Othello. ARTHUR We must goest to her. OTHELLO If thou goest, thou goest alone. have had my fill of slavery.

I

ARTHUR Fine. OTHELLO Fine. Arthur slumps in his chair and sulks. Aladdin grabs a golden pear from a wooden bowl. He smiles at the memory of how he liberated it. He's about to bite into it when something out the window catches his eye. He walks over. An emaciated WOMAN rummages through a heap of garbage. equally skeletal YOUNG GIRL hungrily watches her. ALADDIN You there. The woman turns. Aladdin holds out the fruit. She approaches the low window and hesitantly takes the offering. WOMAN May Allah bless you and your children, young man. She kisses his hand. ALADDIN I should live so long. SALOME Come, sit again, my son. He does, reluctantly. ALADDIN It's a pity. SALOME What, my pearl? ALADDIN When so many have so much, how is it so many have so little?

An

35. OTHELLO That ist the way it hast been since time began, master. ARTHUR And wilt be until it ends, young master. ALADDIN I am not your master because you are not slaves. You will earn your food and shelter here. ARTHUR/OTHELLO (together) As thee wish, ma … ALADDIN And the name is Aladdin.

Yes

ARTHUR/OTHELLO (together) … Aladdin.

Aladdin takes his mother's hands. ALADDIN Mother, I plead with you. Sell this shabby shop and release me from this boring life. SALOME It is all that remains of your father. He lets her hands drop. ALADDIN Then let us bury it with him. Salome SLAPS her son. Suddenly regretting it, she tries to caress his burning cheek and broken pride. He pulls away. ALADDIN There is a whole world out there. all I've seen of it are the dingy alleys of this dying city.

And

SALOME I need you here. Perhaps another year. If you don't end up in the dungeon first. Frustrated, Aladdin abruptly leaves the table and storms out the door.

36. ARTHUR I dost not know thy son very well, mistress, but I canst see he ist no tailor. OTHELLO He hast the heart and soul of a peaceful warrior. SALOME Yes, he has much of his father in him. And I fear that above all. EXT. IMPERIAL CITY WALL - SUNSET Aladdin stands alone, watching the dying sun. slow duel with a phantom opponent.

He begins a

INT. TAILOR'S SHOP - NIGHT Salome finishes her prayers and blows out the candle beside her bed. EXT. TAILOR'S SHOP - NIGHT Arthur slithers out a window. He checks inside his topcoat to make sure the lamp is secure. He looks both ways, then slinks into the shadows. EXT. IMPERIAL CITY WALL Aladdin stares at the silver moon. He hears a NOISE, jumps to his feet, and prepares to fight. OTHELLO (O.S.) Fearest not, Aladdin. Othello steps out of the shadows of the ancient stone walls. It ist but I

OTHELLO … Othello.

ALADDIN You surprised me. OTHELLO Then I have not lost my skills. ALADDIN Sit with me a moment, friend. OTHELLO I wouldst, but there ist not time.

37. ALADDIN Ah, but there is world enough and time. OTHELLO Arthur hast escaped. ALADDIN That ungrateful … OTHELLO Tread lightly, sir. Though thee art my master, he ist my friend. ALADDIN I told you about the "master" word. OTHELLO My deepest apologies. (a beat) Arthur intends to keepest his holy promise to the Princess. He wilt protect that worthless lamp … with his life. ALADDIN It must not be too worthless if he intends to surrender his life for it. OTHELLO We must find him. He is no warrior. EXT. OPEN DESERT Arthur turns to look back at the distant palace. A JAGUAR HOWLS. Frightened, the Celt scurries into the night. EXT. IMPERIAL CITY - MAIN GATE Though it is late, SERVANTS and TOWNSPEOPLE still come and go through the massive iron gates. Two GUARDS play a game of chance. Their Arabian STALLIONS graze nearby. Aladdin and Othello leap into the saddle of the pair of horses. They yank the tethered reins loose, gallop past the surprised guards, and THUNDER away from the city into the darkness. EXT. DESERT MOUNTAINS - CAVE - NIGHT Rugged desert mesas drop down to the flat dune sea. Arthur stands before an ancient cave. A flat slab of rock covers the entrance. He thinks for a moment, then SNAPS his fingers.

38. ARTHUR Open rice! He waits.

Nothing happens. ARTHUR Open caraway!

Still nothing. Open rye!

ARTHUR Open barley!

Nothing. Open

ARTHUR all sorts of seed and grain!

…

And nothing yet again. toe on a hidden rock.

He kicks at the sand and stubs his

He HOWLS and grabs his big toe, dancing a painful dance. He drops to the sand, removes his shoe, and kisses his poor, throbbing toe. ARTHUR Ah

…

sesame!

Straightaway, with a noise like a thousand grindstones, part of the massive stone GROANS open. A startled Arthur puts his shoe back on and hobbles inside. EXT. OPEN DESERT Aladdin and Othello follow Arthur's tracks in the sand. Dead ahead, they spot the open cave mouth. ALADDIN He went thataway! They gallop toward the desert mesas. INT. CAVE Aladdin and Othello follow Arthur's tracks into the dank, slimy cave. They enter a cavernous chamber. A magical, fairytale place colonnaded with stalactites and stalagmites. Some massive and towering, others delicate and slender. All glowing with a phosphorescent blue-green light. The luminous columns and cavern walls are studded with multicolored crystals, sparkling like jewels. In a corner, Arthur sleeps, his arm curled around the lamp.

39. OTHELLO (O.S.) Arthur

…

He shakes his slumbering friend. Arthur

…

ALADDIN (O.S.) abandon your dreams.

Arthur's eyes flutter open, slowly focusing on Aladdin and Othello. ARTHUR Ah

…

OTHELLO Thought thou wouldst get away, did thou? ARTHUR No! OTHELLO Exactly. No

…

ARTHUR I mean "No!"

Arthur, a look of terror on his face, points a quivering finger toward something behind and above Aladdin and Othello. Just then, a horde of MONGOL THIEVES drops on them from all sides. Othello reaches for his scabbard. Still empty. his forehead with the flat of his hand.

He SMACKS

MONGOL LEADER Kill them! Aladdin breaks off the stave-like tip of a stalagmite. Othello does the same. The two men stand back-to-back, facing their assailants. Arthur scoots around behind them. A Mongol lunges. Quick as light, Aladdin's staff wings down, crushing his attacker's skull. ALADDIN If it's schooling you seek, you've come to the right place. Another wave of Mongols rolls in. Aladdin and Othello feint, strike and parry staff to sword. Othello smacks one man with a mighty blow.

40. OTHELLO Thou shouldst be rewarded for what thou art teaching today. Aladdin cracks another attacker in the ribs. ALADDIN There's your down. And Othello drives another down the left field line. OTHELLO And that art the balance

…

in full.

Aladdin launches a hurricane of blows at two charging men. OTHELLO A grand windmill, thou wouldst maketh, Aladdin. And, like a flash, Othello's staff licks forward and catches an attacker across the ankles, then whirls and cracks him so hard he sees stars. ALADDIN And you a thresher. OTHELLO (to Arthur) Methinks these scalawags need a merry tune to dance to. Arthur removes a pennywhistle from inside his topcoat. plays an Irish JIG when …

He

A Mongol ram-butts into him head-first. Arthur flies through the air in one direction as the lamp flies in the opposite direction, landing at Aladdin's feet. Othello dashes to Arthur's aid. As he leans to help, a Mongol slices him deeply in his side. Othello grabs the man by the throat, lifts him in the air, and crushes his windpipe. He tosses the lifeless body aside and returns to assist Arthur. Aladdin grabs the orphaned lamp. He bashes the skull of one Mongol, then another. Left, right, WHAM, BAM! Aladdin and Othello fight off the last of the Mongols with frenzied fury. The cavern floor is soon littered with broken bodies. The survivors flee. OTHELLO Thou hast the makings of a great warrior, my friend.

41. An UNSEEN VOICE, distinctly Oriental, is suddenly heard. VOICE (FILTERED) Excuse please. They look around.

There's no one to be seen. ALADDIN

Who's there? VOICE (FILTERED) Correction, please. Not there, but here in hand. Inside lamp. Aladdin stares in wonder at the lamp. VOICE (FILTERED) Please to rub lamp. Not bash all around. Aladdin starts to rub the lamp. ARTHUR No

…

!

Aladdin ignores him and rubs anyway. Instantly, it begins to TREMBLE and there's a TREMENDOUS ROAR. Aladdin drops the lamp and jumps back. The three of them watch spellbound as a TOWERING PILLAR of RUMBLING, thick green smoke, CRACKLING with LIGHTNING, pours from the lamp. And, just as quickly, the mammoth pillar collapses into the form of a diminutive CHINAMAN. A cherubic bald Buddha. A Persian Night Charlie Chan. He smiles benignly and bows. HANNIBAL Greetings. Am Hannibal, Genie of the Lamp. Master of earth and wind, wave and flame. But … (he holds up a finger) Also slave to the lamp, now rudely dented. (he bows toward Aladdin) And slave of lamp bearer. Your wish my command, master. Aladdin, Arthur and Othello are struck dumb. never seen the likes of this spirit. ALADDIN I am not your master.

They have

42. HANNIBAL Beg forgiveness. You hold lamp, you the man. ALADDIN Then, here. He offers the lamp back to Arthur. HANNIBAL Lamp like ugly Father's Day tie. something can give away.

Not

ALADDIN Then what I am supposed to do? HANNIBAL Suggest leave now, talk more later. They shrug their shoulders in agreement and Hannibal swandives back inside the lamp. EXT. DESERT OASIS - GROVE - NIGHT Beneath the open-faced moon and rustling leaves of pomegranate and orange trees, Arthur mends Othello's wound. A fire burns. ARTHUR How dost it feel being the Thanksgiving goose? OTHELLO I saved thy worthless hide. Thank thee!

Again!

ARTHUR Again!

OTHELLO Thou art welcome! Again! Arthur touches that old wound on his arm and gives Othello his hang-dog look. Othello reaches to slap him, but doubles up in pain. Aladdin sits down beside them. ALADDIN Tell me about the lamp, Arthur. ARTHUR The Princess explained that it ist most powerful. She gaveth it to me so Xanadu, the Evil Sorcerer, wouldst not have it.

43. ALADDIN Why would he have it? ARTHUR With it, he couldst rule the world. OTHELLO Curse enough for any man, I wager. ALADDIN Perhaps he who inhabits it can tell us more about its power. Aladdin rubs the lamp. DESERT OASIS - LATER Some time has passed. The campfire burns low. As he tells his tale, Hannibal conjures holographic visions above the fire's flames. ARTHUR Art thee a sorcerer? HANNIBAL Can do things. ALADDIN Like what? HANNIBAL Cast spells. Disappear. wind. Make carpets fly.

Walk on

ARTHUR Disney stuff. HANNIBAL Can turn men into dung beetles. Arthur moves closer to Othello. OTHELLO (SNORTS) You? A wee Chinaman. elements?

Master of the

HANNIBAL You wish demonstration? What be pleasure? Diamonds rain down from sky? Butterflies fly out buttocks? Sumptuous feast with naked hootchiecootchie girls? ARTHUR/OTHELLO/ALADDIN (together) Aye!

44. HANNIBAL Piece of cake. Hannibal waves his hand. Presto! They're all lounging on silk cushions around a table sumptuously heaped with food. Lovely, scantily-clad SERVING GIRLS attend them while a STATUESQUE BEAUTY performs an erotic belly-dance to sensuous Middle Eastern MUSIC. Aladdin, Arthur and Othello feast upon the goodies. Hannibal looks on, smiling benevolently. He turns to Aladdin and bows. HANNIBAL So. He who release Hannibal from lamp now get three wishes. ALADDIN Any kind of wish? HANNIBAL Whatever heart desire. But … (he holds up a finger) Three thing Genie no can do. Kill person. Bring back dead. Or, make person fall in love. Fair enough.

ALADDIN Okay now, lemme think

HANNIBAL Suggestion please. (he holds up his hand) Take time. Genie like man on way to visit mother-in-law. No big hurry. Hannibal CHUCKLES at his own lame joke. ALADDIN I wish only to do good. HANNIBAL Is that command? It will be.

ALADDIN When I am ready.

HANNIBAL Genie would trade all Chinamen in Teaneck, New Jersey for one wish. ALADDIN What would you wish for?

…

45. HANNIBAL Freedom. Hannibal only be free if master wish it so. Year-to-date, ain't happened. ALADDIN Perhaps someday I can help you. The rising sun crests the desert mesas. The golden light of morning races across the desert and past the smoldering campfire. Aladdin rubs his eyes and YAWNS. ALADDIN But, for now, we must return to the Imperial City. I fear my mother worries. Aladdin points at the lamp. cannonballs down the spout.

Hannibal frowns and

Aladdin tucks the lamp in his sash and mounts his stallion. Othello leaps onto his horse and pulls Arthur up behind him. They chase the morning light back home. EXT. EBONY PALACE - DAY A fleet of battle airships returns. INT. EBONY PALACE – GREAT HALL Xanadu stares out the window at his returning armada. Floating beside Xanadu's head is the GRAND BEHOLDER. The stuff of nightmares, it is a large orb dominated by a central eye and a large toothy maw. Ten smaller eyes on stalks sprout from the top of the orb. Yet another set of eyestalks along the bottom are bloodsucking tentacles whose eyes are hook-toothed orifices. Xanadu crosses the room, followed by the Beholder. He moves along a row of EMBALMED HEADS mounted on stone pedestals. Each is a preserved The heads rhythmic,

vanquished foe that Xanadu had decapitated, and mounted in this ghoulish, mechanical display. move up and down, side to side, in a synchronous, macabre movement.

Xanadu stops before a table covered with food and wine. pours two goblets and hands one to Balthazar.

He

46. XANADU The Sultan will defeat us if we do not have the power of the lamp. We must have it. Whatever the cost. BALTHAZAR It will not come cheaply, your sovereign. Xanadu SLAMS his goblet to the table, capsizing the decanter of red wine. I will

…

XANADU have it.

BALTHAZAR Yes, your grace. The spilled wine trickles over the edge of the table, dripping and pooling on the stone floor. EXT. DUNE OCEAN - COASTLINE - DAY Blood oozes along the edge of a chipped and dented sword, clutched in the death grip of a fallen TUAREG. His shredded veil is stained scarlet. Aladdin, Arthur and Othello stand beside the smoking Tuareg slave transport wagon. The same wagon that not long before had carried them to the Imperial City. Scattered around it are the charred, dismembered DEAD BODIES of the Tuareg slavers. Pieces of their blue veils flutter in the wind like fallen azure leaves OTHELLO The vermin that madest us slaves. He kicks the rigid body of the slave leader who whipped him. OTHELLO No debt in the universe goest unpaid. ARTHUR Had it not been for them, we wouldst not have met master Aladdin. Aladdin shoots him a look about that word again. OTHELLO Twice. ALADDIN We should bury them.

47. OTHELLO Let them rot. ALADDIN Who would do such a thing? OTHELLO Bounty hunters. No

…

ARTHUR I fearest not.

Aladdin and Othello turn to look at Arthur, who points at the lamp tucked in Aladdin's sash. Aladdin touches it. ARTHUR I fearest it ist … Xanadu. OTHELLO I knew no good wouldst come of this. ALADDIN If the slavers talked, Xanadu's men know who bought you. A sudden terror strikes Aladdin. ALADDIN Mother! Aladdin races to his stallion. OTHELLO It ist too late, Aladdin.

It ist

…

Aladdin leap-frogs into the saddle and gallops away. ARTHUR They wilt kill him. OTHELLO Because of thou … and that cursed lamp. Arthur touches his old wound. OTHELLO The next time I am under a wall, let it fall. ARTHUR What doth that mean? OTHELLO We art returning to the Imperial City.

48. He mounts his stallion and Arthur jumps on behind. THUNDER off in pursuit of Aladdin.

They

INT. TAILOR'S SHOP - DAY MERCENARIES and ELITE GUARDSMEN ransack the shop. They pull shelves from the walls, smash glass display cases, rip open boxes of fabric, and empty chests of sundries. Aladdin's mother crouches in a corner, witnessing the complete destruction of her life. The black-toothed, tattooed Captain looms over her. CAPTAIN The lamp, woman. SALOME I burn only candles, merciful sir. The Captain grabs the whip the slaver gave Salome and thrashes her with it. CAPTAIN Lies can kill you. Flecks of blood splatter the walls. INT. EBONY PALACE - TORTURE CHAMBER The TORTURE MASTER cranks the wooden wheel a half-turn. The PRISONER strapped to the rack SCREAMS. Another turn. And we hear tendons, cartilage, and bone stretch, tear, and SNAP. The prisoner goes slack. BALTHAZAR Pity. Balthazar hands Xanadu a sack of coins. CACKLES.

The Grand Beholder

XANADU Maybe next time. They turn to face the shackled Princess, who's dressed like some type of leather and lace, S&M fantasy. BALTHAZAR You're on deck, your highness. FATIMA Hit me with your best shot, usurper. XANADU The location of the lamp, please, and I will spare you.

49. FATIMA I will go to the grave with it. BALTHAZAR As you wish. Xanadu steps in close to Fatima. XANADU Become my empress and we will rule the world together. Balthazar barely conceals a look of jealousy. FATIMA Death or marriage … death or marriage. A truly difficult choice. She looks Xanadu square in the eye. FATIMA Keep your wedding gown. shroud.

I prefer the

The massive hairy back of the Torture Master fills the screen. We hear Fatima SCREAM. INT. TAILOR'S SHOP Aladdin picks through the ruins. Tears stream down his dazed face. He sees the blood spatters and begins tearing apart the already destroyed shop, frantically searching for any sign of his mother. Suddenly, he stops and … He leans down. He touches a shredded piece of her bloodsoaked silk gown. Lying beside it is the bloody whip. Sadness, anger, regret, and guilt wash across his youthful face. He tucks the whip into his sash, stumbles out the front door into the street and collapses. Othello gallops the stallion up the lane and skids to a halt. Arthur and Othello rush to their friend's side. ARTHUR There ist nothing thou couldst have done. OTHELLO We wouldst have all been killed enslaved.

…

ARTHUR And the lamp wouldst now be in that madman's hands.

or

50. Aladdin rubs the bloody silk fabric. ALADDIN She's dead because of me. All she wanted was for me to work harder and have a better life than she. He balls the fabric up in a tight fist. ALADDIN Now, everything she worked for is gone. And so is she. He yanks the whip from his sash and cracks it across his own shoulder and back. OTHELLO Place the blame where it truly liest, Aladdin. ALADDIN I have. ARTHUR It ist not thee. It ist Xanadu. OTHELLO His thirst for power hast killed more than thy mother. ARTHUR And still more wilt die. ALADDIN I have nothing left. I must start again. I must become my own man. Someone … like my father. OTHELLO She feared thou wouldst become him. ALADDIN It is my destiny. It is who I am. Aladdin removes the lamp, stares at it a moment, then rubs it. Hannibal appears in a puff of smoke. HANNIBAL Hail, hail Rock 'N Roll! you need.

Tell me what

ALADDIN Hannibal, I just want to talk. HANNIBAL Can do that.

51. ALADDIN I want to learn the ways of the peaceful warrior … the ways of my father. So I can use my power to destroy all the twisted evil in this world. HANNIBAL Whoa, big picture stuff now. ALADDIN It is time. HANNIBAL Like song say, "Whatever must be, must be." Or something. ALADDIN So be it. HANNIBAL NYT. They all look at the Genie as if to say, "What the hell are you talking about?" NYT

…

HANNIBAL Now you talking.

OTHELLO We must first free the Princess. So long as Xanadu holds her captive, the Sultan wilt be at his mercy. ARTHUR Perhaps Aladdin couldst wish her free. HANNIBAL Suggestion please. Not waste wishes on what can accomplish ownself. ALADDIN Right. Stroll into the Ebony Palace and waltz out with the Princess. Fat chance. HANNIBAL Wish to be great warrior, yes? ALADDIN How did you know? HANNIBAL Hannibal like mouse in harem. everything. Again he CHUCKLES at his own marginal wit.

See

52. HANNIBAL To be great warrior, rule number one. Believe in ownself. Rule number two. Fear no challenge. OTHELLO Hannibal speakest true. Thou shouldst savest thy wishes for dire need. Hannibal takes a 3X5 card from his sash and puts it to his head, imitating Johnnie Carson's Karnak. Arthur plays Ed McMahon -- BELLY LAUGHS and all. ARTHUR The answer ist. HANNIBAL Toshiro. ARTHUR The question ist. HANNIBAL Who is no friend of Xanadu and know Ebony Palace well? (he holds up a finger) Seek him out. EXT. DESERT BADLANDS - DAY Hannibal navigates the flying carpet. Aladdin rides shotgun. Arthur and Othello sit behind, teasing each other like two bored siblings. OTHELLO (VO) (SNORTS) I knowest of this pi-dog, Toshiro. A once honorable warrior who now sellest his sword to the highest bidder. HANNIBAL (VO) So, bid high. ALADDIN (VO) We've nothing to bid with. HANNIBAL (VO) Correction please. Have daughter of Sultan. Rescuing Princess bring wayhigh reward. The carpet clears a mesa, revealing the coastline and the fabled port city of Timbuktu. ALADDIN (VO) Where would we find this Toshiro?

53. HANNIBAL (VO) He like black widow spider. low, dark places.

Hide in

EXT. TIMBUKTU - CASBAH HIDEOUS LIFEFORMS and WEIRD CREATURES slither along the dark alleys and crawl down the squalid backstreets of this thief's and pirate's den. Hannibal docks the flying carpet.

They all dismount.

ALADDIN Time for a nap, Hannibal. HANNIBAL Would prefer stay up longer. ALADDIN Maybe later. HANNIBAL Hannibal never get to play. Hannibal belly-flops down the spout. lamp in his sash.

Aladdin stashes the

Aladdin, Arthur and Othello walk toward an especially nefarious, sleazy, and dangerous looking tavern. INT. TAVERN This cesspool seems to have trapped only the most repulsive of CREATURES. Giant Amoebas, Birdmen, Bugbears, Broken Men, Dwarves, Elves, Gargoyles, Pirate Giths, Gorgons, Grells, Gremlins, Grimlocks, Halflings, Harpies, Hobgoblins, Hydras, Jackalweres, Lycanthropes, Mind Flayers, Moldmen, Mongrelmen, Mummies, Poltergeists, Spectres, Tarrasques, Troglodytes, Trolls, Vampires, Wraiths, and Zombies. All the darkest denizens of your deepest nightmares. Aladdin, Arthur and Othello stand at the threshold, struck numb by the sight. ARTHUR What kind of place ist this? OTHELLO The last ring of hell. ALADDIN Be careful. There's bound to be a price on our head by now.

54. Aladdin leads Arthur and Othello to a table in the back, facing the bar and the front door. They sit with their backs to the wall. ARTHUR What now? OTHELLO I wilt ask around. Othello finds an open spot at the bar. WHISPERS something to the BARTENDER.

He leans over and

The bartender points to a shadowy MAN with braided pigtails standing at the end of the bar. Othello nods "Thanks" to the bartender and moves down the long, weathered bar. Othello stops in front of the dark stranger. He wears a Ghost Dancer tunic of the Lakota Sioux. There's something in the way he stands and smiles and looks at you. He's got a little of the Huey Long, southern politician or Boss Tweed, Tammany Hall huckster about him. OTHELLO I seekest the one they callest Lame Duck. LAME DUCK How much I say depends on who's asking? OTHELLO Othello, Barbary Pirate. Son of Barbarossa. Terror of Tunisia. LAME DUCK Oh, that Othello. OTHELLO Well? LAME DUCK You've found him. OTHELLO Yon tavern keeper sayest thou would knowest where one might find a samurai warrior by the name of Toshiro. If one wert looking. LAME DUCK Maybe yes, maybe no. Othello strikes the bar with a balled fist, surprising even himself. Everything is suddenly very QUIET.

55. OTHELLO There ist not time for children's games. Lame Duck wheels sharply on his heels and strides toward a row of rooms behind the bar. He enters the last one. Othello motions across the room for Aladdin and Arthur to follow. INT. BACK ROOM The room resembles a Japanese tea house. Tatami mats, a simple flower arrangement, a scroll with a calligraphed poem in an alcove, tea utensils, ceramic tea bowls, iron teapot, coal brazier, and bamboo dipper. In a dark corner, a man sits cross-legged on the floor. He plays a melancholy MELODY on his bamboo flute. He stops, sips tea from a small cup, then resumes. He is outfitted in the armor and armament of a ronin – a masterless samurai warrior. Over his lattice-patterned orange brocade battle robe he wears armor laced with red leather. A lavender cloak drapes from his shoulders. Encircling his neck is a nodowa, or iron collar. In the sash around his waist is cradled the wakizashi, or short sword. From the sash dangles a sheath of lacquered wood and ivory housing the gold-studded katana, or long sword. In the quiver on his back are arrows with black and white spotted hawk feathers. Leaning in the corner is his bow, bound thickly with lacquered rattan. A small whip of braided leather lies across his lap. Lying on the mat beside him is a helmet from which curves two long ox horns. His face is covered with a mempo – a hideous papier mache mask. LAME DUCK Comrade. These men would like a moment of your time. The man looks up. He removes his mask and leans into the light of a single candle. He is about Aladdin's age, but his scarred face and attitude make him appear much older. He wears a blood-red, satin eyepatch. He appraises our heroes head to toe, then gestures for them to sit. It’s a minor comedy of errors as each tries to cross their legs and sit on the floor. Lame Duck easily crosses his legs and squats Sitting Bull style.

56.

Salaam

…

ALADDIN Peace be upon you.

TOSHIRO On you be peace … and the mercy and blessings of Buddha. He pours each of them a cup of tea. ALADDIN We have come seeking a favor. TOSHIRO Are you sure I am the man to ask? ALADDIN You are known far and wide as a great and honorable warrior. TOSHIRO What is it you wish? ALADDIN We seek passage and entry to the Ebony Palace. A dark shadow crosses Toshiro's face. as it came.

It goes as quickly

ALADDIN The genie of the lamp said you were the one who could accomplish this. TOSHIRO What is there within the walls of that unholy place you would risk your lives for? Aladdin exchanges a glance with Arthur and Othello. Treasure.

ALADDIN Of the fairest kind.

TOSHIRO You seek Princess Fatima. ALADDIN How

…

?

TOSHIRO Do not play me for the fool, young man. The entire world knows of Xanadu's ambition. And of the genie, the thief, and the two slaves who hold what he covets.

57. ALADDIN Then you realize what's at stake? TOSHIRO I do. ARTHUR And thou wilt help us save the Princess and the Sultan's empire

…

OTHELLO … from being destroyed by the Sorcerer. TOSHIRO I am a dangerous man. I have a price on my head. Are you sure you want to consort with me? ALADDIN You are the only one who can help us. TOSHIRO I do not come cheap. ALADDIN So we have heard. TOSHIRO Let me see the glint of your gold. INT. EBONY PALACE – GREAT HALL - DAY A monstrous obsidian table fills the center of the hall. It is dotted with miniature castles, cities, palaces, armies, navies, and air forces. The Grand Beholder hovers above it. Balthazar positions a cavalry unit with a long croupier stick, completing a circle surrounding a tiny Imperial City. BALTHAZAR At last, Great Lion of the Kingdom. Each piece is in place. Xanadu picks something up from the table. model version of "The Ark of Creation."

It is a scale-

XANADU Save one. He runs a finger around the edge of an empty hole in the center of the ark, tracing the shape of … Aladdin's magic lamp.

58. EXT. TIMBUKTU – BAZAAR - DAY A trading caravan destined for the Silk Road makes final preparations for departure. Toshiro speaks with the HETMAN, a bug-eyed Persian. Toshiro surreptitiously slips the man a bag of gold. The man opens it, then points to the rear of the caravan. Toshiro strides to his stallion, a fine, light bay with a long tail and mane. The saddle is beautifully lacquered and decorated with gold dust. The rich saddlecloth is fringed with red-dyed tassels whose pompoms sweep the ground. Toshiro mounts up and gallops for the end of the line. He reins up in front of a conestoga wagon, pulled by four CAMELS. Large clay jars used to carry lamp oil ring the outside of the wagon. Toshiro signals and Lame Duck SNAPS the reins along the backs of the camels. The camels move off. The Sioux glances back over his shoulder. Inside the wagon, Aladdin, Arthur and Othello peek out from beneath the hatch leading to a secret compartment below the wagon’s floorboard. They close it. EXT. TIMBUKTU – CITY GATES A squad of Xanadu’s BOUNTY HUNTERS check the caravan as it passes through the portcullis. They wave Toshiro and the wagon through. Toshiro salutes them as he passes. Lame Duck comically mimics his master. It gets a sharp LAUGH. INT. EBONY PALACE – TORTURE CHAMBER – NIGHT Balthazar faces a huddled clump of rags wedged in the corner of the dark room. An EXAMINER BEHOLDER dances in anticipation in the musty air beside Balthazar. This rotting, mold-encrusted orb is covered with shriveled wounds that expose its internal, spherical network of circular ribs. Each of its tentacles features some type of torture device or source of unusual, excruciating pain. BALTHAZAR I would never have thought you so strong. HUDDLED MASS (CROAKS) Allah watches over the weak.

59. BALTHAZAR And the broken. He motions for the Beholder to do its job. The oozing ball darts toward the quivering shape on the floor. EXT. DESERT CARAVANSARY – DUSK The caravan camps for the night. Away from the rest of the caravaners, our heroes sit around a fire, finishing a meal. Hannibal stretches, popping the kinks in his neck and knuckles. HANNIBAL Attention please. Have something of great value for exalted warrior to be. Hannibal presses his palms together tightly and checks to make sure everyone's watching him. As he slowly draws his hands apart, a long, thin shape appears. As he opens his arms wider, the shape lengthens and becomes more distinct. He stops to reveal … A saber

…

unlike anything the world has ever seen.

Hannibal cradles the blade in the palms of both hands and presents it to Aladdin. HANNIBAL Sword of black stone. From metal of fallen meteor. No stronger or sharper blade in universe. Least universe I travel in. Aladdin takes it carefully, reverently. He grasps it by the lapis hilt. It fits as if molded from his hand. He whips it through the air and around his head several times. He takes it in the palms of his own hands and approaches Toshiro. He holds it out to the ronin. ALADDIN Show me the way. TOSHIRO The sword is the warrior's most prized possession. It contains his soul. It is who he is. Or hopes to become. To lose your sword is to lose yourself. Toshiro takes the sword with equal awe and respect. From the gleam in his eye, you can tell he likes it. He really likes it.

60. TOSHIRO It is a fine weapon, Aladdin. It will be handed down from generation to generation. And this day will be celebrated in story. The samurai executes a number of quick fighting moves -the swallow in flight and the leaping monkey. Then, a series of lethal cuts -- the cleaver, wheel stroke and thunderstroke. TOSHIRO The samurai believe a sword can bring its owner one of eight different fates. Good fortune, property, wealth, virtue, long life, fame, sickness, or poverty. ALADDIN What about justice? TOSHIRO Depends on the man. ALADDIN Teach me. TOSHIRO I shall. Toshiro points the sword at the full moon. Then the earth.

Then the fire.

TOSHIRO There are two kinds of swords. The death-dealing sword and the lifegiving sword. An ordinary swordsman uses the death-dealing sword to line his pockets or stroke his ego. Toshiro moves slowly outside the circle of men encircling the fire, stalking an invisible opponent. TOSHIRO The peaceful warrior uses the deathdealing sword only for good. There are times, because of one man's evil, that thousands may suffer. You may kill that man in order that others may live. When used this way, the sword is transformed. Toshiro slices the blade through the night air, cleaving his unseen enemy.

61. TOSHIRO The blade that deals death the sword that gives life.

…

becomes

He leaps into the center of the circle. TOSHIRO We shall save this weapon for later. Toshiro hands the sword to Othello, who carefully slides it into the golden sheath held by Hannibal. Arthur takes it, tenderly wraps it in satin and lays it carefully on Aladdin's bedroll. TOSHIRO We will start with kendo … the way of the no-sword. And we will use these … the shinai-bokken. Lame Duck hands Toshiro a practice sword made of slats of wood padded with cloth and encased in leather. He hands one each to Aladdin, Arthur and Othello. And keeps one for himself. Hannibal reaches for his. LAME DUCK Mortals only. HANNIBAL Genie life no walk in park. TOSHIRO The key to harmony is found in conflict. Toshiro motions for Lame Duck to approach.

He does.

TOSHIRO It is only in the heat of conflict that you can know and possibly transform aggression or fear. Lame Duck assumes the stance of the uke – attacker in Toshiro plays the nage – defender.

aikido.

TOSHIRO By joining and blending with the attack, the attack can be redirected back into the harmony of the universe. Lame Duck charges, thrashing wildly – a whirling, ducking, slicing dervish. Toshiro waits. As Lame Duck spins, Toshiro grabs him and uses the Indian's momentum to effortlessly throw and pin him.

62. TOSHIRO The peaceful warrior not only defends himself, but also defends the attacker against himself. ALADDIN It resembles a dance. TOSHIRO It is. Toshiro helps Lame Duck to his feet and dusts him off. TOSHIRO A warrior's dance. A dance that embodies all the movements of the universe. The ancient, genetic choreography of attack and defense, active and passive, yin and yang, death-dealing and life-giving. Toshiro backs away. He motions for them all to stand and face him. They do. All but Hannibal, who's still pouting from his earlier rejection. TOSHIRO I will show you how one man in harmony with himself and with nature can throw several attackers at once. Toshiro closes his eyes, stands stock-still and waits. Othello, Arthur, Lame Duck, and Aladdin fan out. They charge, yelling and screaming like Yankee's fans when Boston comes to town. Toshiro executes three swift somersaults which catapult him above and beyond the astonished men. TOSHIRO Regardless of how quickly an opponent attacks, or how slowly I respond, I cannot be defeated. Othello advances, swinging madly. Toshiro parries his lunges, then hooks the back of Othello's legs and upends him. TOSHIRO It is not that my techniques are faster than those of my enemy. It has nothing to do with speed or slowness. Arthur and Lame Duck attack from each side. Toshiro easily handles their simultaneous assault, alternating blows from side-to-side.

63. Arthur and Lame Duck inch closer. At the exact same moment, they both lunge at Toshiro. The samurai leaps straight up into the sky and … The two men crack each other across the shoulders, knocking each other senseless to the ground. Toshiro lands softly on the sand between them. TOSHIRO I am victorious right from the start. As soon as the thought of attack crosses my opponent's mind, he shatters the harmony of the universe and is instantly defeated. No matter how quickly he attacks. Aladdin steps into the circle. He mimics Lame Duck's earlier role as the uke, or attacker. TOSHIRO The way of the peaceful warrior is to put new life into the universal life force which gives birth to all things. Harmony, love and discipline are essential to achieving this. Aladdin slices his wooden sword forcefully down, aiming straight at Toshiro's forehead. At that exact second, Toshiro dodges and deflects the sword by grabbing the hilt. The very next moment, the sword is flying through the air. TOSHIRO The true way is to nourish life and foster peace, love, respect, and harmony. The true way demonstrates that it is the warrior, not the sword, who is death-dealing or lifebestowing. Toshiro grabs Aladdin tightly with his left hand, then lightly taps Aladdin's chest with his right fist. And Aladdin falls. TOSHIRO True victory is not defeating an enemy. True victory gives love … and changes your enemy's heart. Toshiro helps Aladdin to his feet. TOSHIRO The choice is ours.

64. Toshiro leans his bokken against the wagon and returns to the fire. The others follow suit. All but Hannibal, who takes one of the abandoned wooden swords, shape-shifts into Toshiro, begins shadow-fighting, and immediately bonks himself in the head. LAME DUCK Perhaps the true master can show you how to ride. Lame Duck steps onto Hannibal's dormant magic carpet, dozing beside the fire. He squats. LAME DUCK Giddy-ap. The carpet lifts one corner and looks at Lame Duck, then goes back to snoozing. LAME DUCK Gallop like the wind. And with that, Lame Duck whacks the carpet with the flat of his hand and … The startled rug bucks to life. It doubles over backwards, careens right then left, ripples its back, kicks up its hind edge, and does a loop-to-loop before finally knocking the Sioux loose from its back by zooming beneath a low hanging tree branch. Othello frog-leaps onto the carpet, grabbing the fringe in his left hand and balancing with his right. The carpet shoots straight up into the night sky, does a barrel roll and dive bombs back to earth. It pulls up just before nose-diving into the sand and scoots parallel to the earth. As it shoots past the campfire, Arthur jumps on board in a misguided attempt to help his friend. Now carrying two buckaroos, the spooked carpet leaps, dives, swerves, and jerks in an attempt to shake-and-bake its would-be tamers. Unable to lose them, the carpet jets towards a low stone wall. Just before impact, the carpet hits the brakes, shot-putting Arthur and Othello into the unforgiving rock barrier. Free at last, the carpet prances back to its resting place beside the fire. Arthur, Othello and Lame Duck limp back to the convulsing, derisive LAUGHTER of Aladdin, Hannibal and Toshiro. ALADDIN (to Toshiro) Perhaps a great horseman like you can tame the beast.

65. TOSHIRO Not I. I am strong only when my two feet, or the hooves of my pony, are firmly planted, like roots of a tree, in Mother Earth. ALADDIN I sense there is a deeper reason. TOSHIRO Perhaps. ALADDIN Or might it be a higher one? A fear of flying with the birds of the night? TOSHIRO I admit nothing. INT. EBONY PALACE – TRESURE ROOM - NIGHT In the innermost, subterranean chamber of the palace lies the Treasure Room. In the center of the room towers a domed pavilion of stone, gilded with red gold and crowned with a cupola of alabaster, wherein lies a ceremonial copper dais under a canopy of silk. From a throne across the room, Xanadu stares at the copper platform wherein looms a mammoth structure fashioned of jade, ivory, and silver. It is the full-blown, largerthan-life, where-it-all-began "Ark of Creation." Floating beside Xanadu's throne is the Grand Beholder. XANADU I have everything and nothing. With it, I rule the world. Without it, I rule sand fleas. In the center of the ark is the hole shaped like Aladdin's magic lamp. It is still empty. EXT. DESERT CARAVANSARY – LATER The fire burns low. Everyone lounges about the glowing embers. They drink tea. Aladdin cradles his new sword in his lap. TOSHIRO Carrying a sword does not a warrior make, Aladdin. Hannibal rubs the glowing lump on his noggin. HANNIBAL Peaceful warrior like movie studio. Must follow code of conduct.

66. TOSHIRO Never break your word. a fight.

Never run from

Othello checks his scraped shoulder. OTHELLO A wound from a knife wilt heal. A wound to a man's honor never does. TOSHIRO Be spontaneous instead of calculating. Romantic instead of idealistic. Daring instead of cautious. Lame Duck twists his bruised neck. LAME DUCK Root for the underdog. TOSHIRO It is true courage to live when it is right to live. And to die, only when it is right to die. ARTHUR Death ist a beginning, not an ending. OTHELLO Thou canst know how to live once thou hast learned how to die. TOSHIRO Compare defeat to the scattering of flower blossoms. LAME DUCK Honor your parents and remain loyal to your family. Toshiro looks away for a moment. HANNIBAL Maintain sense of humor, please. not crazy, sure to go insane.

If

OTHELLO Freedom ist more precious than life itself. ARTHUR Evil must never be allowed to triumph over what ist right and good. OTHELLO No good or bad deed ever goest unpaid.

67. HANNIBAL Call it fate. Call it kismet. Call it karma. Call it late for dinner. Whatever name it go by, we all put on earth for reason. TOSHIRO And your destiny, my friend, has been set. EXT. DESERT - DAY The caravan inches across the landscape. If you didn't know better, you'd think this was the set for Lawrence of Arabia. EXT. DESERT - TEMPLE RUINS - NIGHT One can only imagine how magnificent this temple was before it began to decay. Beside its towering ziggurats and minarets, the caravan rests for the night. Arthur and Othello play dice. Toshiro shows Aladdin a few jujitsu moves. Lame Duck sits with Hannibal at the fire. LAME DUCK There's something about this place. HANNIBAL High mana area. LAME DUCK Sacred ground. HANNIBAL Nose tell Hannibal strange and magical things happen here. ALADDIN (O.S.) Can wishes come true? Aladdin joins them. Toshiro follows. Then Arthur and Othello. Hannibal pours them all some tea. HANNIBAL Depend who asking. ALADDIN I would like you to grant me my first wish. HANNIBAL Genie can do. ALADDIN I would like to meet my father.

68. HANNIBAL Genie no can do. Told before. bringing dead back to life.

No

ALADDIN I only want to speak with him. Then he will be free to return to the world of the gone and forgotten. LAME DUCK Help the boy out. TOSHIRO How can he honor his father if he doesn't know him? HANNIBAL Hannibal always buckle to peer pressure. Hannibal grabs a handful of sand and flings it in the air. It sparkles. As it showers down, it reveals the shape of a young warrior. It is MUSTAPHA, Aladdin's father. Mustapha joins them at the fire. TOSHIRO Welcome, traveler. OTHELLO By what name art thee known? MUSTAPHA Mustapha. Aladdin's mouth is open and his eyes glued to the very real apparition. ARTHUR Welcome. MUSTAPHA Praise be to Allah, the forgiving and compassionate. ALADDIN Praise be to Allah, who knows all hidden things. LAME DUCK We are sojourners like yourself. I am Lame Duck. That's Toshiro, Arthur and Othello. The little guy is Hannibal. And the young man catching flies with his mouth is Aladdin. Aladdin makes rooms for his father.

Mustapha sits.

69. TOSHIRO Tell us your tale, Mustapha. MUSTAPHA This is the story of a fool. listen … and learn.

So

FLASHBACK – SERIES OF SCENES Of the Kingdom of Shahryar. contented time.

It is a prosperous, wealthy,

MUSTAPHA (V.O.) Once in the tide and flow of ancient time, there was a king named Shahryar, who ruled his people with kindness and justice. It was a time of peace and plenty. Until … FLASHBACK – BATTLE SCENES As the king in waiting, ISHMAEL, leads his army into battle against the king's troops. MUSTAPHA (V.O.) Ishmael, younger brother to the king, plotted his overthrow. All the young men rushed to the aid of their king. To fight the evil usurper. Including myself. FLASHBACK – SERIES OF SCENES Of Mustapha as an apprentice warrior, learning the tools of his new trade. MUSTAPHA (V.O.) We swore an oath on the hilt of our swords to join the brotherhood of the peaceful warrior. FLASHBACK – BATTLE SCENES Of Mustapha at war. MUSTAPHA (V.O.) I was a good soldier. Brave when I was forced to be. Skillful when I had to be. And compassionate when I needed to be. But, I was a loner and much too headstrong. As my power as a warrior grew, so did my pride. FLASHBACK – WATERLOO SCENE As Mustapha leads his troops into battle.

70. MUSTAPHA (V.O.) I feared nothing and no one. And, thus, I was selected to lead our forces into battle. FLASHBACK – SHOWDOWN SCENE As Mustapha faces the BLACK WARRIOR. He is dressed entirely in black, wears a black cape, wields a black sword, and rides a black stallion. Emblazoned on his breastplate is a ferocious cobra with sapphire-blue eyes. Mustapha and the Black Warrior engage in a mighty duel. MUSTAPHA But, my pride made me blind and reckless. I did not trust my heart or my comrades-in-arms. I chose to fight alone. I died that day. At the hands of a younger man. A brutal, heartless sorcerer. The eyes of the cobra glow, mesmerizing Mustapha and

…

The Black Warrior cuts Mustapha down. BACK TO THE CAMPFIRE Mustapha stands at the edge of the circle, shaking from the memory. ALADDIN What was his name? MUSTAPHA Xanadu the Merciless. Toshiro snaps his whip in half, as that dark look crosses his face again. The apparition of Aladdin's father starts to disappear. he fades away, he turns to Aladdin.

As

MUSTAPHA Trust your heart. And your friends, my son. And then he is gone. INT. EBONY PALACE – GAME ROOM A life-sized chess board fills the room. each corner of the board. XANADU Bishop to king's rook three.

A EUNUCH waits at

71. Xanadu sits in an elevated throne to one side of the board. He wears silk lounging pajamas. A eunuch executes the move. FATIMA Rook to king's rook three takes your bishop. Fatima sits in a matching throne on the opposite side. She wears a dressed-down version of a Roman Centurion's battle garb. Two SENTRIES guard her. A eunuch executes her move. XANADU You are a worthy opponent. FATIMA You sound surprised. XANADU You continue to amaze me. FATIMA Enough to honor the stakes of this game? XANADU I do not intend to lose. FATIMA And I do not intend to reveal the location of the lamp. Or marry you. XANADU You will make a beautiful corpse. FATIMA Do you despise all women? Not at all.

Or just me?

XANADU I love women dearly. FATIMA

Hard to tell. XANADU You remind me of a woman I loved very deeply. A long time ago. I won her in battle. FATIMA How romantic. XANADU More than you can know. FATIMA Where is she now?

72. XANADU Dead. FATIMA Children? XANADU A son. FATIMA And he

…

? XANADU

Dead as well. FATIMA Only slaves and the dead to fill your life? XANADU And you? Is there no prince? there no children?

Are

FATIMA None. I was to be married on the eve of Ramadan. But something changed his plans. Xanadu grins a grin of guilty pride. FATIMA No matter. I've yet to meet one I would marry. XANADU I still have a chance, then. FATIMA As if. EXT. SILK ROAD – LAND LIGHTHOUSE - NIGHT A bright fire at the top of the landmark lights the night sky. The caravaners sleep. Lame Duck does not. His tracker's instinct is sniffing the air. He creeps over to where Toshiro dozes. He nudges him, then jumps back as the samurai whips his short sword out of its sash and prepares to gut his attacker. Toshiro.

LAME DUCK Something's on the wind.

73. TOSHIRO Trouble. LAME DUCK As sure as my name is Jay Silverheels. TOSHIRO Disappear. LAME DUCK And you? TOSHIRO I'll be in touch. Toshiro vaults on his stallion and gallops into the inky darkness. Lame Duck awakens Aladdin, Arthur, Othello, and Hannibal. He touches his lips to quiet them, then points at the wagon. LAME DUCK Hide

…

now.

Aladdin points to the lamp and a groggy Hannibal slides down the spout. Aladdin, Arthur and Othello crawl inside the wagon and slip under the hatch to the secret compartment. Lame Duck closes, seals and covers it with the magic carpet and other supplies. He crawls back outside and jumps inside one of the oil jars, pulls the lid down tight, and fastens it from the inside. Just then, the lighthouse flame goes out. And the camp is quietly and quickly overrun by MERCENARIES led by Xanadu's Captain of the Guards. Caught totally asleep and unawares, there is no resistance. EXT. DUNE MESA - DUSK From a distance, Toshiro watches as the captive caravan rolls across the desert. EXT./INT. EBONY PALACE – CENTRAL COURTYARD - DAY The caravan enters the palace. The courtyard is filled with MERCENARIES and the curious, grateful UNDEAD. INT. EBONY PALACE - GREAT HALL Xanadu watches as the caravan is escorted to a holding area.

74. XANADU I sense something … He turns from the window. kisses the floor.

Balthazar enters.

He bows and

BALTHAZAR Hail to him, the Beneficent King and Lord of Three Worlds. Balthazar approaches. BALTHAZAR As we suspected. It is the same caravan that left Timbuktu. XANADU Tell me they have the lamp. BALTHAZAR We still search for the thief and his slaves. XANADU The ronin and his red-skinned sidekick? BALTHAZAR It is a large caravan, great one. XANADU If they are here, they will attempt to return the lamp to her. BALTHAZAR I knew she was good for something. EXT. EBONY PALACE - HOLDING AREA Balthazar walks the length of the caravan with the Captain. They approach the conestoga wagon. BALTHAZAR What of this one? CAPTAIN A supply wagon. Abandoned at the lighthouse. The owners fled into the desert. BALTHAZAR Look again. The Captain motions for several SOLDIERS OF FORTUNE to check the wagon. One unhooks the camels and leads them away. Another checks the oil jars. He checks the wax seal. Sealed tight.

75. Two others hop aboard and leap inside the wagon. They yank away the supplies and rip up the carpet, revealing the hatch. Two more enter from the rear. They point their matchlocks at the now clearly visible hatch. We hear SCRATCHING NOISES beneath the hatch. SOLDIER Captain. The Captain climbs up and inside. point at.

He sees what his men

CAPTAIN Sir, there is something after all. Balthazar mounts the driver's seat. The Captain draws his scimitar, leans down, rips open the hatch, and … A HYENA leaps out of the hatch, spins the Captain around, dives out the front, knocks Balthazar from his perch, and dashes away. EXT. EBONY PALACE - HOLDING AREA - NIGHT The lid of one of the oil jars moves, then lifts. Duck's eyes peep out and scan the area. He stands and extricates himself from the jar. the jar next to his and TAPS twice.

Lame

He moves to

LAME DUCK Knock-knock. ALADDIN (from inside the jar) Who's there? LAME DUCK Aardvark. ALADDIN (from inside the jar) Aardvark who? LAME DUCK Aardvark a million miles for one of your smiles, mammy. ALADDIN (from inside the jar) Oh, man. Lame Duck cuts the sealing wax, pries the lid loose, and Aladdin emerges.

76. ALADDIN Now I know how sardines feel. LAME DUCK Good thing we didn't do the obvious. ALADDIN Very good thing. Aladdin and Lame Duck move to the opposite side of the wagon and release Arthur and Othello from their clay cages. They turn and … A HELMETED KNIGHTS TEMPLAR blocks their way. battle-axe and …

He raises his

Throws it end-over-end between them. They turn in time to see it decapitate a charging HOBGOBLIN. They turn back and … The knight removes his helmet to reveal

…

Toshiro. TOSHIRO Good knight. LAME DUCK Timing is everything. TOSHIRO Told you I'd find you. ALADDIN And the Princess? TOSHIRO Found her as well. ALADDIN We must hurry. TOSHIRO I want some guarantees. OTHELLO Of what? TOSHIRO That there's a pot of gold at the end of this rainbow. ARTHUR And if there art none. TOSHIRO No gold, no girl.

77. ALADDIN You have my word. TOSHIRO Not enough. ALADDIN All I have. Then it'll do.

TOSHIRO For now.

Toshiro looks around quickly, then leads them through a doorway. INT. EBONY PALACE - ALCOVE Just inside the door, Toshiro leans down and grabs a canvas bag. He opens it and removes Crusader helmets, tunics and weapons. He tosses one to each of them. INT. EBONY PALACE - HALLWAYS AND CORRIDORS Toshiro leads his small band of knights through the heart of the palace. They pass other MERCENARIES, OFFICIALS, and FUNCTIONARIES. No one bothers them. INT. EBONY PALACE - DUNGEON Our heroes descend into the dungeon area. They approach the entrance to the cell block. A hunchbacked OFFICER sits at a desk. In the flickering candlelight, he pulls apart a cockroach, appendage by appendage. He snaps to when he hears the CLANKING of the four knights. HUNCHBACK Who goes there? TOSHIRO Knights Templar of Nottingham. With orders from Xanadu to escort the Princess to the Wizard's private chambers. News to me.

HUNCHBACK Show me the orders. LAME DUCK

With pleasure. And with that, Toshiro and Lame Duck cuisinart the poor bastard. Aladdin grabs the keys and the four men move through the portal into the cell block.

78. As they work their way down the row, they scan each cell and are repulsed by the filth, squalor and inhumanity. The INMATES WHINE and WHEEDLE, begging the knights to release them from their living hell. Aladdin stops in front of one cell. He removes his helmet to get a better look. A huddled mass of rags reaches out to him and CROAKS something unintelligible. Othello grabs the helmet and jams it back on Aladdin's head. The bag of rags collapses on the stone floor, arms outstretched and beseeching. Aladdin and Othello catch up with the others, who wait at a corner. TOSHIRO She's down there. And heavily guarded. Arthur suddenly pulls his broadsword and leaps around the corner. He brandishes it, almost dropping it, then dashes away toward the STONE GOLEMS and COPPER AUTOMATONS guarding the cell. The others can only stare at each other in stunned silence. OUTSIDE THE CELL The guards, startled for a moment, begin LAUGHING at poor Arthur. Who wouldn't? His helmet is too large, his tunic is on sideways, and his sword is too heavy. And he's alone. A Golem lurches toward him, raises its mace and … It EXPLODES as an arrow loaded with gunpowder smashes into it. The guards turn and … Toshiro fits another flaming arrow to his bow and fires. Aladdin leads our heroes in a suicide charge down the hallway. An Automaton backhands Arthur into next week, as the guards fan out to block the corridor. Toshiro removes his long sword and advances with the point of his weapon directed at the center guard. The guard rushes to strike him down. Toshiro parries his blow, spins and cuts him down. Lame Duck removes a tomahawk from the rope around his tunic and pounds his opponent into submission. Aladdin fits a black pebble into a sling and fires it at his attacker, shattering the stone warrior on impact.

79. Othello trades blows with the jailkeeper, an especially grotesque YAK-MAN. Arthur tries to grab the keys from the girdle of the jailkeeper as he duels Othello. Each time he reaches, the man lunges forward and Arthur comes up empty, like a kid in a candy store. Othello notices. Finally, he grabs the Yak-Man by the throat long enough for Arthur to liberate the keys. Then runs him through. Our heroes stand over their vanquished foes. Arthur hurries to the cell door. He tries to fit the key to the lock, but his hand is shaking too wildly. He grabs one hand with the other, steadies it, inserts the key, and opens the lock. INSIDE THE CELL Fatima waits, bedding wrapped around her fists and prepared to strangle the first to enter. ARTHUR Your majesty. She braces for an attack. ARTHUR Dost thou not know me?

It is I

…

Realizing he still has his helmet on, Arthur removes it. FATIMA Arthur. She rushes to him and embraces him. pleasingly so.

He's dumbfounded, but

FATIMA At last. The rest of the crew crowd into the cell door behind Arthur. Toshiro and Aladdin try to enter at the same time, but get stuck side-by-side since shoulder-to-shoulder they're too wide for the door. Toshiro backs away and gestures for Aladdin to enter. He does the same. Then, they both try to enter again and get stuck again. FATIMA Butch and Sundance got nothing on these bozos. Impatient, Othello pushes his way between them and into the cell. Toshiro and Aladdin turn sideways and enter together, not about to let the other get there first.

80. They turn and see the Princess for the first time. They are both smitten. It is love at first sight for the two comrades. Our warriors remove their helmets and kneel before the Warrior/Princess. They stand. Aladdin can't contain his amore no more. ALADDIN I wish

…

HANNIBAL (from inside the lamp) No can do, lover boy. Fatima looks them all over, trying to discover the source of the voice. ARTHUR Yes, your majesty. Arthur strides over to Aladdin. ARTHUR Behold the lamp. Aladdin removes the lamp from his sash and holds it up. The light streaming through the cell window illuminates it.

Whoa

HANNIBAL (from inside the lamp) … cat on hot tin roof.

Fatima steps up to Aladdin, wanting desperately to take it. FATIMA How many wishes left? ALADDIN Two. Praise Allah.

FATIMA We are saved.

Fatima steps back to survey the motley crew. FATIMA Who are your friends, Arthur? ARTHUR Thou knowest Othello. Othello kisses her outstretched hand.

81. ARTHUR This ist Lame Duck, a Lakota Sioux from the Americas. She returns Lame Duck's nod, then turns to Toshiro. Toshiro

…

ARTHUR a great samurai warrior.

Toshiro crosses his chest with one arm and bows his head in obeisance. ARTHUR And, Aladdin. Aladdin kneels before her. FATIMA A diamond in the rough. Aladdin stands, then offers her the lamp. away.

She pushes it

FATIMA You must keep it. You are its master now. HANNIBAL (from inside the lamp) Maybe we talk about that. INT. EBONY PALACE - DUNGEON CORRIDOR Toshiro and Aladdin lead, bow and sword drawn. Arthur and Fatima follow. Othello and Lame Duck cover the rear. As they move off down the corridor, a SENTRY BEHOLDER zooms into the foreground. It is dotted with a myriad of different eyes. Dangling from its bottom edge is a collection of telescopes, magnifying glasses, binoculars, and other tools for spying. Salivating heavily, it blinks its eyes and trails after our guys. BEHOLDER POV of the escaping group. INT. EBONY PALACE - GREAT HALL Xanadu, Balthazar, the Captain, and the Grand Beholder stare at a crystal ball. Inside its milky glass, we see the same point of view as that seen by the Sentry Beholder. BALTHAZAR Baiting the bear in his own den.

82. XANADU The fools will pay for it. INT. EBONY PALACE - DUNGEON Aladdin and company keep moving upward toward the surface. They turn a corner and bang head on into the Sentry Beholder, hovering and frothing. ARTHUR What kind of creature ist that? A Beholder.

TOSHIRO It sees all.

LAME DUCK And so does its master. Aladdin swings at it and misses horribly. He whacks again and misses once more. The gushing orb dances in the air like a punch-drunk boxer shadow-boxing, just asking Aladdin to take another shot. TOSHIRO You cannot kill it. The best you can do is confuse it. They move out.

And the wretched eye follows.

They reach a crossroads of corridors. Toshiro points down one. Aladdin, Fatima and Othello go that way. Toshiro stares jealously, almost wistfully, as they go, then he, Arthur and Lame Duck go the other way. A high WHINING NOISE spirals out of the confused orb. Its multiple eyes bounce back and forth from corridor to corridor, torn between which of the two groups to follow. INT. EBONY PALACE - GREAT HALL The crystal ball transmits the activity at the crossroads. CAPTAIN Divide and conquer. XANADU The lamp will soon be mine. BALTHAZAR Nothing can stop us now. Xanadu gives him a look that says, "What do you mean we,

kimo sabe."

83. EXT. EBONY PALACE - PARAPET Aladdin, Fatima and Othello battle a band of GREMLINS and SKELETON WARRIORS. They back up a set of stone steps toward the palace parapet. Their pursuers push them up the stairs and out onto the flat stones of the walkway surrounding the palace walls. The mercenaries push and push. For every creature our heroes cut down, two more take its place, almost magically. Aladdin runs a POLTERGEIST through, then turns. Just as he does, a TROGLODYTE jabs at Aladdin with his trident spear. It's a direct hit on Aladdin's mid-drift. It BANGS off the lamp stashed there. HANNIBAL (from inside the lamp) Excedrin headache number sixty-nine. Aladdin slits the Troglodyte from stem to stern. Aladdin, Fatima and Othello retreat to the edge of the parapet. Fatima backs up and bangs into the wall. FATIMA There is no place to go. ALADDIN Then we will make our last stand here. They fight valiantly, but there are too many of the bad guys. An especially ghoulish trio of GRIMLOCKS charge. One shatters Fatima's sword and beats her to her knees. Another slams Othello hard into the wall. The last pins Aladdin's sword to the ground. to slice and dice our merry band when …

Each prepares

Aladdin rolls away and pulls the dented lamp from his sash. He lifts it and … An arrow CLANGS into the lamp, shooting it into the air. Aladdin dives for the lamp and catches it just before it falls into the courtyard below. Da-da-dun, da-da-dun. It's an ESPN "Play of the Day." Aladdin jumps up and rubs the lamp feverishly. Hannibal appears. HANNIBAL Hannibal one sore puppy. ALADDIN Let's hit the silk.

84. FATIMA You must save the wishes. ALADDIN What good will they do us dead? HANNIBAL This one on Hannibal. Hannibal gathers them all in his arms and squeezes through a crack in the stones of the parapet. INT. EBONY PALACE - HALLWAY A gaggle of GOLEMS and GARGOYLES advance on Toshiro, Lame Duck and Arthur. The Sioux kneels and the samurai stands behind a mound of DEAD BODIES. They fire volley after volley of arrows as quickly as they can fit them to their bows. Arthur feeds them arrow after arrow. Some are flaming, others tipped with gunpowder or Greek fire. Suddenly the floor begins to HUM and the walls THRUM. The world begins to quake and quiver. The row of attackers part like the Red Sea to reveal … A hulking TARRASQUE. The most dreaded monster of the Primal Plane, it's a killing machine. It's a scaly biped with two horns on its head, a lashing tail, razor-sharp fangs, and massive claws on its hands and feet. The beast YOWLS. LAME DUCK It's not a good day to die. TOSHIRO Let us live to fight another day. They fire one last volley and run like hell the other way. As they race down the corridor, they try door after door, but they're all locked. They dash up to a bookcase that looks a little out of place. They look at each other, shrug their shoulders, and begin yanking books off the shelves. Unfortunately, they're actually real books. We know the Tarrasque is getting closer because the VIBRATIONS are getting stronger. Our boys have about checked out the library when the beast rounds the corner. Lame Duck grabs a book and the bookshelf swings open. TOSHIRO Just like in the movies. Lame Duck glances at the book. It's a biography of George Armstrong Custer. He smiles and fires it at the beast as they bolt through the opening.

85. INT. EBONY PALACE - SECRET CHAMBER Toshiro, Lame Duck and Arthur scoot along a narrow passageway and into a gigantic, abandoned room. They glance around and see a door on the far side. They head for it. As they pass a marble pillar, a SHAPE emerges and stands in their way. It is … Mustapha. Just then, Aladdin rushes into the room from a side door, followed closely by Fatima, Othello and Hannibal. Aladdin freezes. ALADDIN (WHISPERS) Father? Mustapha shape-shifts into Xanadu. TOSHIRO (HISSES) Father! Xanadu levels his cobra staff at Toshiro. TOSHIRO I have waited many years for this moment. XANADU It has been a long time coming. TOSHIRO I vowed revenge on her death bed. XANADU Your mother could have shared my throne. But, she was weak. Like her bastard child. Toshiro BELLOWS. He advances to face the Wizard. Xanadu shape-shifts into a WHIRLING DERVISH. The others form a circle around the duelists. SHAPE-SHIFT DUEL Toshiro and Xanadu perform multiple, fast changes of shape in an attempt to adapt a form the other can't counter. Or so confuse the other that they'll go mental and explode. They move between human, animal, element, and creature. Each shift brings a different set of attributes and powers. At one point, they simultaneously shift into the shape of an exotic JAPANESE WOMAN we will later come to know as Toshiro's mother.

86. We see TITAN, APE, FLAME, DRAGON, MAGE, GARGOYLE, MONGOL, WEREWOLF, WRAITH, ROC, and a kaleidoscope of other shapes. Suddenly, it's over. It's a standoff. Both men are exhausted. They return to their natural form. Toshiro draws his long sword. Xanadu transforms his staff into a scimitar. Then, it begins again. They clash, steel against steel. Toshiro executes a four-sides cut. spins, and slashes at the samurai.

Xanadu blocks it,

Toshiro vaults over the Wizard, hovering for a moment like a swallow, then plummets, rolls and slices at the Sorcerer's neck. Xanadu blocks, locking their swords hilt to hilt. He pulls the ronin closer and stares into his eyes. Xanadu's eyes begin to glow. Toshiro head-butts Xanadu and disengages. Xanadu is stunned for a moment. He snaps to and shapeshifts himself into a hideous black cobra. He lashes out his oily tail, grabs Lame Duck and reels him in. Xanadu begins to crush the life out of the Sioux warrior. Toshiro attacks. Xanadu coils tighter and tighter around a struggling Lame Duck, while dueling a whirling Toshiro. ARTHUR Helpest him. HANNIBAL Hannibal like Swiss. No can meddle in other people wars. Honor be damned, Toshiro's comrades finally join the fray. Aladdin, Fatima and Othello advance shoulder-to-shoulder. Realizing he's badly outnumbered, Xanadu slithers toward the far door. He releases a lifeless Lame Duck and … Disappears in a puff of black smoke. Toshiro races to the side of his dying friend. Lame Duck.

He cradles

LAME DUCK Nothing lives forever. Only the earth and mountains. And the Sioux dies. TOSHIRO How is it that everything I hold dear turns to death?

87. A pack of GREMLINS bursts through the far door. They rumble toward our stunned group. Everyone turns to the Genie for help. HANNIBAL No need invitation. He SNAPS his fingers. The magic carpet materializes. Othello helps Fatima and Arthur on board. Aladdin helps Toshiro hoist Lame Duck's limp body onto the carpet. Aladdin hops on. He holds his hand out to Toshiro. Toshiro hesitates, checking the distance between the levitated rug and the solid ground. ALADDIN Just like riding a bike. TOSHIRO Cannot do that either. OTHELLO Close thy eyes. Toshiro does, Othello grabs him by the breastplate and

…

Sucker-punches him hard on the jaw, cold-cocking him, then yanks him aboard. Fatima takes the unconscious warrior and lays his head in her lap. HANNIBAL Up, up and away. The flying carpet hurtles down the hallway, through an open window, and away, over the palace walls. EXT. OCEANSIDE ENCAMPMENT - NIGHT On a desert bluff overlooking a harbor down the coast from the Ebony Palace, the Sultan's sea, land, and air forces have gathered to prepare for a final assault. EXT. OPEN DESERT Alone, Toshiro finishes building a funeral pyre. Lying atop it is Lame Duck. Toshiro strikes a flint, lighting a torch. He puts it to the platform and it bursts into flames. Toshiro backs away and salutes his comrade. INT. ENCAMPMENT - PAVILION Fatima embraces her father, the SULTAN FARRUKH. She wears the uniform of an Amir of the Sultan's personal guard. The tent is filled with ADVISORS, SERVANTS, OFFICERS, SOLDIERS, and GUARDS.

88. SULTAN Praise Allah for your return, my jewel of the dawn. I feared I would never see you again. FATIMA There were many moments of doubt, my father. SULTAN I shall never allow you to embark on such a dangerous mission again. FATIMA I am a soldier. I will fight to the death to defend your honor and this kingdom. SULTAN I should have had a son. would do as I say.

Perhaps he

Toshiro steps forward, crosses his chest with his right arm, kneels, then stands. TOSHIRO Count your blessings for such a brave … Aladdin steps up next to Toshiro. …

ALADDIN and beautiful …

…

TOSHIRO/ALADDIN (together) woman.

Fatima steps aside. The Sultan gazes upon Toshiro and Aladdin. And behind them, Othello, Arthur and Hannibal. SULTAN I understand I have you to thank for my daughter's safe return. They all bow before the Sultan. FATIMA I owe them my life. There are no braver warriors in the realm. The Sultan can't help but notice a certain affection Fatima shows Aladdin and Toshiro. SULTAN Step forward, then. I would make each of you amirs in my personal guard.

89. Our crew steps to the foot of the Sultan's throne. The Sultan hands each of them a jewel-encrusted dagger and djibbah (topcoat) signifying their new honor and position. SULTAN Rise, my golden apples of the sun. And prepare for the greatest battle the world has ever known. INT. ENCAMPMENT - TENT Aladdin, Toshiro, Arthur, Othello, and Hannibal prepare to retire for the night. ALADDIN What did the Wizard mean about your mother? Toshiro removes both his swords and carefully lays them next to his sleeping mat. He sits, pours himself a cup of tea, and looks at Aladdin. Arthur, Othello and Hannibal join them. TOSHIRO Many years ago, an Arabian army crossed the sea to invade our island. The army was led by a young general. ALADDIN Xanadu. TOSHIRO The emperor hoped to save our kingdom by appeasing him. He offered his eldest daughter in marriage. ARTHUR Thy mother. TOSHIRO Xanadu accepted. The moment my mother and her retainers boarded the Wizard's ship, he attacked. He laid waste to the land, killed the emperor, looted, and left. OTHELLO What happened to thy mother? TOSHIRO She returned with him. She became his most favored concubine. They lived happily for many years. HANNIBAL Most fairy tale ending.

90. TOSHIRO Not quite. When she no longer pleased him, he gave her to his soldiers. Her pride would not allow this. She committed seppuku. And left me an orphan. ALADDIN Xanadu is your father. That dark look crosses Toshiro's face. ARTHUR Did he raise thee? TOSHIRO I never gave the vulture the chance. When my mother died, I should have challenged him. I did not. I wasn't man enough. I ran. And never more looked over my shoulder. OTHELLO Did he claim thou as his son? TOSHIRO Never. OTHELLO Which means thou art still a slave in this land. Toshiro touches his eyepatch. He did this. that day.

TOSHIRO So I would never forget

INT./EXT. DESERT - LATER A restless Aladdin rises, tucks the lamp in his sash, and walks into the open desert. In the light of the full moon, a large slab of alabaster marble with a golden ring for a handle suddenly materializes. He pulls the handle. The slab opens, revealing a stairway made of jade. Aladdin descends. He passes through forests of exotic trees dripping with precious stones. Groves of platinum urns overflowing with gold. And gardens of crystal sea shells spilling over with pearls. Aladdin is not tempted. He continues. Suddenly, he stops. He turns and … Toshiro steps into the ruddy light cast by moonlight seeping through the ceiling above and streaming through a tree of melon-sized rubies.

91. ALADDIN What is it, Toshiro? TOSHIRO I could not sleep. Nor I.

ALADDIN Let us sit.

They do. ALADDIN There seems to be something on your mind. TOSHIRO I want you to grant me a wish. ALADDIN We must save them. TOSHIRO I want you to destroy my father. ALADDIN You heard Hannibal. I cannot use a wish to cause the death of anyone. TOSHIRO The loss would be insignificant. ALADDIN I cannot. TOSHIRO You will not. ALADDIN I would give you the world, comrade, but this wish I cannot grant. TOSHIRO Give me the lamp, then. ALADDIN I will not, my friend. TOSHIRO You do not trust me …

"friend"?

ALADDIN There is much too much at stake. TOSHIRO You would do this, in spite of what your father said?

92. ALADDIN I must not. TOSHIRO I will have my revenge. ALADDIN I know that. Toshiro stands, backs away, turns, and strides into the shadows. Aladdin stands and moves off in the opposite direction, deeper into the cave. He hears a HISSING, then the sound of a sword being drawn from its sheath. He turns. Fatima steps into a halo of silver light, saber drawn. She sheaths it and steps close. So close he can feel her breath. FATIMA I was worried. I am safe. Good.

ALADDIN Besides, I have Hannibal.

FATIMA It is still safe.

ALADDIN Toshiro asked me for it. TOSHIRO I know. A look of confusion crosses Aladdin's face. moves closer.

Fatima quickly

FATIMA I passed him a moment ago. ALADDIN You seem worried, Fatima.

What is it?

FATIMA I fear for my father and his people. I fear for you. For all of you. Xanadu is more powerful than any of us imagined. ALADDIN We'll be fine. FATIMA I cannot take that chance. ALADDIN What do you mean?

93. FATIMA I have decided to accept your offer. I want the lamp. I must return it to my father. He should have it. It is his kingdom, after all. ALADDIN I'm not sure. FATIMA Remember what your father said. your heart. And your friends.

Trust

Aladdin hesitates. FATIMA Trust me, Aladdin. She steps closer still FATIMA I love you. And they kiss.

Aladdin is dazed.

ALADDIN I guess if you put it that way. Aladdin removes the lamp from his sash and gives it Fatima. Suddenly, the cave is filled with a PANDEMONIUM of noise and a cloud of dusky smoke. Where Fatima stood a moment before … Xanadu now stands. Aladdin spits and rubs his lips like he's just kissed a tarantula. XANADU (HISSES) The lamp is mine at last. my diamond in the rough.

Thank you,

And then the Sorcerer is gone. Aladdin leaps for the lamp, but grasps only air. The cave begins to RUMBLE and shake. Aladdin races for the exit. The precious stones, gold, and pearls all turn to ash and dust. The floor beneath his feet begins to liquefy. Aladdin runs as hard as he can in the quicksand. He finally reaches the stairs. As he races up them, each one EXPLODES behind him.

94. As he reaches the top, the marble slab starts to close. He dives through just as the slab SLAMS shut and melts back into the desert. The shifting sands transform into two blazing eyes and a cobra's head. Xanadu's malevolent LAUGHTER echoes through the night. INT. EBONY PALACE - THRONE ROOM Xanadu carefully places the lamp in the Ark of Creation. As he removes his hands, the Ark fills with a powerful, invincible, unearthly light. XANADU I shall rule the world. I shall be King of Kings. My glory shall outshine all the great conquerors before me. INT. ENCAMPMENT - TENT Aladdin sits slumped in a camp chair. Toshiro stands beside him. Fatima kneels at his feet. Arthur and Othello stand to one side. ALADDIN I should have known better. FATIMA But you followed your heart. trusted us.

You

ARTHUR As thou father counseled thee shouldest. TOSHIRO He didn't trust me. ALADDIN But … you were Xanadu. Xanadu was you.

Er

…

TOSHIRO Are you sure? No.

ALADDIN And, now, all is certainly lost.

TOSHIRO And losers never pay. Besides, I've got bigger sushi to fry.

95. FATIMA How can you? Can't you see what is about to happen? We need your sword. TOSHIRO Xanadu is too powerful. If I want to commit suicide, I'll do it myself. FATIMA Always looking out for number one. TOSHIRO It's kept me in the game. FATIMA Running instead of fighting. Seems you have a long history of doing that. Toshiro bristles. certainly …

If she wasn't a woman, he would

Fatima puts her hand on the hilt of her sword. no problem with it.

She's got

ARTHUR Thou canst never change thy stripes. Toshiro turns to go. OTHELLO What of thy revenge? TOSHIRO In my own way, in my own time. Toshiro leaves the tent. They follow him out into the night. The samurai leaps astride his stallion and gallops into the desert night. ALADDIN I thought he had changed. OTHELLO I hope he knowest what he hath done. FATIMA His sword will be missed. INT. EBONY PALACE - GREAT HALL Xanadu, Balthazar, the Captain, and the Grand Beholder stand around the strategy board. The ring of forces surrounding the Imperial City has grown larger and gotten tighter.

96. A second table sits beside the original one. It features the Ebony Palace and its surrounding terrain. Down the coast is a cluster of figures and objects representing the Sultan's oceanside encampment. BALTHAZAR The time has come, lord and master. Balthazar takes the crystal ball from a pedestal next to the table. He holds it up for all to see. THE CRYSTAL BALL The opalescent orb clears, revealing

…

The interior of the Sultan's Pavilion. Xanadu lifts the scale-model version of the Ark of Creation from the table. He removes something from inside his robe and inserts it in the belly of the ark. XANADU This day will go down in history. It is a miniature version of Aladdin’s lamp. As it snaps it into place, a purple glow emanates from the Ebony Palace. It rushes down the coast and pulverizes the Sultan's encampment. At the exact same moment, the tiny Imperial City vaporizes in a puff of black smoke. Xanadu laughs that malevolent LAUGH. It ECHOES throughout the palace. INT. ENCAMPMENT - PAVILION It's deathly QUIET.

Except for the ECHOING LAUGHTER.

The Sultan sits in his throne. He looks worried. The room is filled with VIZIERS, EMIRS, CHAMBERLAINS, RAJAHS, SHEIKS, and ATAMANS of the allied cities and tribes. Aladdin, Fatima, Arthur, and Othello stand near the back. Fatima moves close to Aladdin. He is pleasantly surprised. Arthur gives Othello an "I told you so" look. In the deepest corner, partially hidden by a silk curtain, a SENTRY BEHOLDER floats. Beaming information back to the Ebony Palace. CHAMBERLAIN He was a worthy foe before. RAJAH Now that he has the lamp, he is nearly invincible.

97.

All is lost the lamp.

…

EMIR unless we can retrieve

SHEIK If we can take back the lamp, we have a heartbeat's chance of destroying the palace. VIZIER And vanquishing the evil Wizard before he turns his hounds loose upon us and the Imperial City. ATAMAN Not an easy task, sire. All the MILITARY MEN shake their heads in agreement. SULTAN Please explain, my son. RAJAH The palace is nearly impossible to breach from the outside. The walls are high and made of rock as smooth as glass and strong as iron. Cannonballs and explosives hurled from land or sea are but butterflies to this tiger. SHEIK The gates are many. But, they are hidden and can be opened only from within. ATAMAN The palace is covered edge to edge with a canopy of steel. Airships and their torpedoes are powerless. RAJAH We suspect the Ark and the lamp lie in the very heart of the beast. Somewhere inside a subterranean labyrinth. The likes of which no mortal man has ever seen. SHEIK Or survived. A HUSH of disappointment and dejection falls over the assemblage. SULTAN Is there nothing to be done?

98. FATIMA (O.S.) There is. The entire room turns as one to hear what Fatima has to say. She steps forward with confidence, like the solider she was born to be, and … Whirls, throws her dagger and

…

Cleaves the Sentry Beholder in half. INT. EBONY PALACE - GREAT HALL The crystal ball goes black. XANADU Blast her eyes. BALTHAZAR And such lovely ones they are, too. And we know that's not what he's thinking. BACK TO THE PAVILION As the putrid creature GROANS in agony before plopping to the carpet. It's Othello's turn to throw Arthur and Aladdin a look and it says, "Don't mess with this chick." Fatima turns back to her father. FATIMA It must be conquered from within. EMIR How is that possible, your highness? FATIMA The Wizard is a vain man. He is more arrogant than almighty Allah is compassionate. The crowd greets this with SHOUTS of assent. FATIMA And just as blind. Perhaps we can use his greatest weakness … to expose a weakness in his stronghold. SULTAN Brilliant, my pearl. brilliant.

Absolutely

ATAMAN Three cheers for Princess Fatima.

99. The crowd responds with three hearty CHEERS. SULTAN And now, my children. It is time to prepare for judgment day. RAJAH To your stations. In the name of Allah, the Creator of the Universe, may victory be ours. EXT. SEA WALL - NIGHT Aladdin, Arthur and Othello lean against the crumbling wall and stare out at the calm sea. ALADDIN She's unlike anyone I've ever known. Brave, reckless, yet gentle. ARTHUR And lovely as the Rose of Sharon. ALADDIN She is beautiful, isn't she? OTHELLO And thou art in love with her. ALADDIN I've not known this feeling. When you're in love, is it hard to think of anything else? ARTHUR Aye, and there art many a sleepless night. Othello throws Arthur a look that says, "How would you know?" ARTHUR I have had some experience. ALADDIN Does food lose its appeal? OTHELLO And thou wouldst be by her side every waking moment. It's Arthur's turn to shoot his comrade a "Yeah, right … look. OTHELLO I am the son of Barbarossa, after all.

"

100. ALADDIN And, when you're with this person, do your legs feel like water? ARTHUR When she lookest at thee, thou feelest all tingly and goose bumply? Aladdin nods enthusiastically. OTHELLO There ist no mistake about it then, lad. ALADDIN Mistake about what? FEMALE VOICE (O.S.) That you're in love. Startled, they leap to the ready and draw their weapons. Through a break in the sea wall, Fatima steps into the moonlight. ALADDIN My lady, you shouldn't be out here alone. FATIMA But I'm not now, am I? OTHELLO (to Arthur) Let us takest our leave. Arthur hesitates, mooning over the young lovers. Othello grabs him by the scruff of the neck. Arthur pulls away and grabs his wounded left arm. Othello scowls at him. OTHELLO With thou permission, your highness. FATIMA Goodnight to you both. Othello turns and walks away. Arthur flashes a look of approval at the young people and follows. Fatima gives him a smile as he goes, then turns to Aladdin. FATIMA How do your legs feel now? ALADDIN Like Jell-O.

101. FATIMA Then I was not mistaken. me.

You do love

ALADDIN I must go. FATIMA No, please stay. ALADDIN You are a Princess. And I am but a pauper. FATIMA You are a great warrior. everything.

That changes

ALADDIN I am not worthy of your love. FATIMA I will judge that. ALADDIN Your father will never approve. FATIMA He will do what I tell him. Aladdin leans against the sea wall, confused. FATIMA And so will you. He kneels before her. ALADDIN I am your slave. I will do as you bid. Fatima steps close to Aladdin. lifts him to his feet.

She grasps his hands and

FATIMA Then kiss me. He does.

As he kisses her

…

INT. EBONY PALACE - GREAT HALL Two goblets CLANG together. XANADU We march at dawn.

102. BALTHAZAR To victory. They fling their glasses into the raging fire. PREPARATIONS FOR BATTLE - DAY Intercut between the Sultan's encampment and the Ebony Palace as both sides ready for battle. EXT. EBONY PALACE - PARADE GROUND The Captain rides up and down the assembled TROOPS. Wizard's forces extend as far as the eye can see.

The

EXT. ENCAMPMENT Arthur helps Othello into his armor. Aladdin sharpens the tips of his arrows. A SHADOW falls across him. He looks up. A grizzled, flat-nosed SHEIK stares down at him. FLAT NOSE I fought with your father when I wasn't much older than you. Aladdin stands. FLAT NOSE He was a great warrior. ALADDIN So I've been told. FLAT NOSE Do not disgrace his name. ALADDIN I will not. EXT. EBONY PALACE An armada of air ships hovers near the palace walls. squadron of armed magic carpets executes maneuvers. EXT. ENCAMPMENT Off the coast, a fleet of galleys and dhows circle in formation. EXT. EBONY PALACE Xanadu stares into a mirror. macabre battle gear.

He is dressed in eerie,

XANADU Mirror, mirror on the wall. Who's the baddest bad-ass of them all?

A

103. The mirror SHATTERS. CROWS.

And Xanadu throws his head back and

INT. ENCAMPMENT - PAVILION The room is filled to overflowing with ADVISORS and WARRIORS. The Sultan offers his sword to the kneeling Fatima. SULTAN Lead us to victory, my child. Fatima stands, takes the sword, salutes her father with it, and slides it home in its scabbard. The assemblage CHEERS. FATIMA Evil shall never win. Fatima steps back, where she is joined by Aladdin. ALADDIN We fight in the name of dignity and freedom. The crowd CHEERS again. INT. EBONY PALACE - CATACOMBS Othello leads Arthur down an abandoned passageway. Judging from the cobwebs, BATS, RATS, and human SKELETONS, it hasn't been used in a while. The sound of DRIPPING WATER, SKITTERING CLAWS and ETHEREAL MOANS resounds off the walls. OTHELLO The thief said it wouldst take us where we want to go. ARTHUR How wouldst he know? OTHELLO He and his band used it in the days before the Wizard came. The tunnel is slimy and dark and putrid. the molasses blackness.

THINGS move in

ARTHUR This ist truly madness. OTHELLO Then callest me a madman. ARTHUR Thou hast no idea where thou art going.

104. OTHELLO I must findest the lamp. ARTHUR Let master Aladdin findest a way. OTHELLO Time and tide waitest for no one. ARTHUR Now he ist the philosopher. Othello abruptly stops, turns and Arthur bangs into him. Othello grabs his left arm, mimicking Arthur. OTHELLO It ist thy turn. ARTHUR It ist a reason. Not a good one. a reason.

But

INT. ENCAMPMENT - TENT Fatima is flanked by two burly, fur-clad NORSEMEN. She stares at Aladdin who gazes out the open tent flap. FATIMA The man confessed to showing them the tunnel. ALADDIN Are they inside? FATIMA So we are told. ALADDIN That is how true comrades-in-arms show their allegiance. Unlike the one I believed was my comrade. Fatima reaches to console him, suddenly a woman instead of a warrior. Aladdin will have none of it. ALADDIN Please, leave me. I must decide what to do. Fatima motions for her bodyguards to leave. moves close to Aladdin. FATIMA They would do anything for you. lay down their lives.

They do.

Even

She

105. ALADDIN That is what I fear most. FATIMA They are brave and honorable men. They will return. ALADDIN I pray you are right. INT. EBONY PALACE - TREASURE ROOM Xanadu gazes at the glowing Ark. lips.

He greedily licks his

XANADU (HISSES, to himself) Imagine what I could do … if I were Genie. INT. EBONY PALACE - GREAT HALL A hidden door slowly opens a crack. Othello peeks around its edge. As far as he can tell, the room is empty. The door opens wider and Othello steps into the room, followed by Arthur. They move down the ghoulish row of stone pedestals crowned with the mechanical EMBALMED HEADS. The last five pedestals are empty, patiently awaiting Xanadu's next victims. Othello and Arthur cautiously inch toward the obsidian table covered with the Wizard's battle toys. They're not sure exactly what they're looking for, but they start shuffling some through papers and checking drawers. They hear approaching VOICES. They look back to the door they came through and realize it's right next to the hallway where the voices are coming from. They desperately look for a place to hide. The VOICES grow louder. INT. EBONY PALACE - GREAT HALL - ENTRYWAY Xanadu sweeps into the room. Balthazar, the Captain, the Grand Beholder, and a small retinue of MERCENARIES follow in his wake. XANADU You said all entrances were sealed. BALTHAZAR I was misinformed. The retinue flows past the line of pedestals. As they clear the last several, we see two familiar faces.

106. Arthur and Othello have placed their own heads atop the last two pedestals. Blank-eyed, they move in rhythm with the rest of the mechanical heads. XANADU Dispose of your mistake. BALTHAZAR As you wish. Find them.

XANADU Start in this room.

Balthazar motions for the Captain to deploy his men in the Great Hall. They scatter and begin searching. Just then, a FLY lands on Arthur's nose. Startled, he stares at the pest cross-eyed. He wills it to leave, but it will not. He scrunches his nose and twists his face in a grimace trying to dislodge the varmint, but it's happy right where it is. Concerned, Othello glances out of the corner of his eye at Arthur's predicament. Xanadu checks the documents on the table. Nothing seems out of place. The mercenaries check behind drapes and under divans. Now the fly is starting to tickle Arthur. He begins to blow air at the little beast out of the corner of his mouth. Othello also tries to stir it with sidelong breaths of his own. Balthazar strides past the pedestals. Noticing something, he stops. He retreats. He looks closely at Arthur and Othello, who have that dead-eyed look again. The fly, however, remains. Balthazar shakes his head and moves on. Arthur becomes more animated in his attempts to dislodge the insect. Suddenly, he realizes he's going to sneeze. He tries to hold it back. Othello wills him to hold it back. Arthur squeezes his eyes shut and … SNEEZES. He knocks the pedestal over and it SHATTERS on the floor. Othello grabs Arthur and shoves him toward the secret passageway. They're almost there when the Captain steps in front of them. They stop. And the mercenaries grab them. Xanadu and Balthazar approach. BALTHAZAR That was much too easy. XANADU Who are you?

107. OTHELLO Othello, Corsair. Dog tag number MOD1966. BALTHAZAR Who sent you? ARTHUR (to Othello) Arthur, squire to Sir Gawain. ist a dog tag?

What

XANADU They know nothing. Blindfold them and take them away. Othello holds up a hand. OTHELLO What of thy renowned desert hospitality? ARTHUR Aye, hospitality. OTHELLO It hast been told that guests in these lands art treated with the respect and generosity due royalty. ARTHUR Aye, like kings. XANADU Forgive me. Balthazar, how could we forget our manners? BALTHAZAR Indeed. XANADU Show our royal guests to our finest suite. BALTHAZAR With pleasure, oh sly one. The Captain tears some fabric loose from the sleeves of Arthur and Othello's new tunics and wraps it around their eyes. The mercenaries lead them away. INT. ENCAMPMENT - PAVILION A GREEK ARTISAN with gnarled hands fits a piece of black teak wood into place. When it clicks home, it all but disappears.

108. An AFRICAN CRAFSTMAN with a gold nose ring pushes against the same piece of wood and the trapdoor miraculously pops open. As we move away, we realize they are fitting a trapdoor into the belly of a gigantic coiled COBRA fashioned of slate-colored teak wood and festooned with plates of gold, silver, and copper. The Sultan, his RETAINERS, Aladdin, and Fatima admire the mock beast. SULTAN A magnificent, if deceptive, strategy my doe. FATIMA An ancient trick I learned from the Greeks. ALADDIN Xanadu's pride will surely cloud his judgment. SULTAN We can only pray it is so. A legion of heavily armed SOLDIERS and AMAZON WARRIORS clamber up the stairs and into the hideous offering. FATIMA Even should they allow it through the gates, we still do not know the location of the lamp. ALADDIN Allah will guide us. VOICE (O.S.) I have something far better. A hand extends into the light of a flickering torch. holds a piece of parchment.

It

VOICE (O.S.) A map. Toshiro steps out of the shadows of the monstrous tent and into the light. Fatima races to Toshiro and kisses him on the cheek. likes it. Then, Aladdin bear-hugs his lost friend. Toshiro can take or leave that show of affection. FATIMA Welcome home, Toshiro.

He

109. ALADDIN Glad you came back …

friend.

TOSHIRO I, too. They clasp arms. Toshiro walks to a low table with other maps on it. He spreads out the parchment and anchors it with stones and candle holders. TOSHIRO I was a boy there. I know it like my childhood. I grew up inside those walls. Until the day I ran. He stabs his dagger into the heart of the very detailed, three-dimensional map of the Ebony Palace. TOSHIRO I will never run again. the last stand.

This will be

FATIMA NYT. The dagger quivers. It points straight to the heart of a massive subterranean labyrinth. And the location of the magic lamp. INT. EBONY PALACE - DUNGEON Arthur and Othello hang from chains. ARTHUR I toldest thou so. OTHELLO Aladdin wilt save us. ARTHUR Forever the optimist. OTHELLO Better than the alternative. They are distracted from their bickering by a low MOAN. They squint in the direction of the sound and see a huddled mass of rags. ARTHUR What doth it say? OTHELLO It ist gibberish. The unrecognizable lump CROAKS again.

110. ARTHUR It soundest like … "Aladdin." EXT. EBONY PALACE – MAIN GATE - NIGHT MONKS dressed in sable cowls, and looking like penitent acolytes, roll the monstrous cobra up to the palace wall. MERCENARIES and DEAD TOWNSPEOPLE watch from the walls. Heads down, the acolytes retreat. The mercenaries and walking dead open the gate and cautiously approach the offering. Just then, the Oracle SULAIMAN dashes between the curious and the cobra. SULAIMAN What madness is this? As the Greeks before, I fear them even when they bear gifts. The Oracle grabs a spear from a SENTRY standing beside him and hurls it at the beast's belly. The spear quivers where it sticks and, from within, a HOLLOW THUD reverberates like a GROAN. SULAIMAN Beware, there is some trickery in this offering. A wild-eyed ASSASSIN of the Hashishin Cult pushes the Oracle to the ground. ASSASSIN It is a sign from Allah. praised.

Allah be

The CROWD CHEERS. CROWD Allah be praised! The Oracle gets to his feet and shuffles away to stand behind the cobra and near the ruby sands of the seashore. BALTHAZAR (O.S.) Hail to Xanadu, Lord of the Earth, Water and Sky. The crowd turns and bows down to the Wizard where he stands beside Balthazar atop the gate portcullis. XANADU A flattering likeness, don't you agree?

111. BALTHAZAR The real thing is much more dangerous. XANADU Who would be so powerful as to send such a magnificent gift? BALTHAZAR Imagine the surprises it must hold inside. XANADU Bring it to me. SULAIMAN You will live to regret it, Xanadu. XANADU You won't. The Sorcerer crooks his little finger and

…

Far out to sea, two SERPENTS appear. They glide across the angry red waters toward the palace. The snakes slither from the surf, up the shore, past the cobra, and up to the Oracle. They attack, winding their bodies around him. He struggles to tear them away, but they overpower him and strangle him in their poisonous folds. ASSASSIN Allah has punished the Oracle for questioning his gift. We must take it inside or suffer the same fate. Mercenaries and townspeople reach for several ropes conveniently left dangling. As they pull, we hear a curious metal CLANGING coming from inside the belly. But, it is quickly drowned out by all the SHOUTING and SINGING as the wooden beast is dragged through the gates. INT. WOODEN COBRA - LATER THAT NIGHT It is hot and dark inside the hollow body. Armor, swords and helmets gleam in the weak light of one tiny oil lamp. With his thumb, Toshiro checks the tip of the sword where it still sticks in the wood. TOSHIRO The game would have been up had they listened to the wise man. Come, sit.

FATIMA We must make final plans.

112. Toshiro joins Aladdin, Fatima, and the other SHEIKS and ATAMANS. FATIMA We will wait until they sleep. We will exit through the trap door. When all are safely down, Toshiro will lead us to the lamp. TOSHIRO A simple plan. ALADDIN The best kind. FATIMA Questions? Fatima extends her arm into the center of the circle of men. They all do the same. FATIMA Death to the usurper. MEN Death. Aladdin moves away from the rest of the men. follows.

Fatima

FATIMA What is it, Aladdin? ALADDIN You shouldn't be here. FATIMA When will you … when will all of you … realize it is I who decide? ALADDIN You're a woman. FATIMA With a man's heart. ALADDIN What if you don't return? FATIMA We all will. Aladdin turns to her, bows, and kisses her hand. She removes a small silk scarf from her girdle and ties it around the hilt of his sword.

113. FATIMA You are our last hope. She pulls him to her and kisses him. In a far corner, Toshiro prepares for battle. He sips tea. Composes a poem. And plays a MELODY on his flute. He powders his face white. Paints on thick black eyebrows. Blackens his teeth. And polishes his long sword. Then, he meditates. EXT. EBONY PALACE - COURTYARD There is no moon. Inky darkness covers the palace. Exhausted by the evening's excitement and celebration, the mercenaries sleep the sleep of the dead. The townspeople always do. The cobra's blank eyes slowly open, revealing a mesmerizing bright glow. The drowsy WATCHMEN in the courtyard stare into the eyes and fall into a deep coma. EXT. WOODEN COBRA Several rope ladders drop down. Aladdin, Fatima and Toshiro descend, leading the Sultan's strike force into the courtyard. Toshiro sprints toward a wide set of stone stairs that descend below ground. The rest race after him. INT. EBONY PALACE - LABYRINTH The labyrinth is a maze of numberless winding passages and turnings opening one into the other and seeming to have neither beginning nor end, like the River Maeander, which returns on itself and flows now onward, now backward, in its course to the sea. It is a subterranean rat's maze of confusing dead-ends, deceptive detours, and lethal traps. Toshiro stops at the threshold and stares into the blackness. INT. EBONY PALACE - TREASURE ROOM Xanadu stands.

The cobra eyes on his staff glow. XANADU

They're back. He points his staff and the Grand Beholder zips toward the exit door, followed by the Sentry Beholders. Balthazar, the Captain, and Xanadu's Elite Guard take up positions around the throne and the Ark.

114. LABYRINTH Toshiro removes a ball of white silk twine from his battle robe. He ties the loose end to the door lintel. Everyone looks at him like he's crazy. TOSHIRO Another Greek trick. It's our ticket out of here. Toshiro hands the ball to an AMAZON, then enters a long, narrow tunnel. It is lined with armed and armored STONE GOLEMS and METAL AUTOMATONS. And lit by SPUTTERING oil lamps. They descend toward the heart of the maze. INT. EBONY PALACE - TREASURE ROOM Balthazar places the crystal ball on a pedestal before Xanadu. LABYRINTH Our heroes inch through the thick, hot air. They pass a brick wall that looks different than the other stone walls. Suddenly, the air is filled with LOW MOANS of horror, pain and sorrow. An ATAMAN walking too close to the wall is cut in half. The bloody halves are then sucked into the wall. DEATH WALL Toshiro and the others draw their swords and back away. It's not a brick wall after all, but a rotting bulwark of limbs, ribs, hands, bones, and faces twisted and fused together. All the melded bodies of HUMANOIDS and MONSTERS unfortunate to die within the reach of the wall. Each hand holds a weapon and is watched over by a single eye. A SHEIK steps forward and challenges a cadaverous arm. He's immediately set upon by every weapon in the wall and veg-o-maticked into a thick bloody mist. TREASURE ROOM We see the Sheik's demise in the crystal ball, around which stand Xanadu, Balthazar and the Captain. LABYRINTH Aladdin hears an excited WHEEZING like a Tubercular patient having an orgasm. He turns and … A SENTRY BEHOLDER bobs up and down in a dark corner of the passageway.

115. Fatima hurls an axe at the Beholder, cleaving it in half. Unfortunately, each piece transforms into yet another BEHOLDER. ALADDIN So much for the element of surprise. Toshiro consults the map in the lamplight. He leads our crew through a number of twisting tunnels and passages. They turn a corner and … Their way is blocked by an AMMUT. A legendary witness at the judging of the dead, this beast consumes the damned. It resembles a cross between a crocodile, a lioness, and a hippopotamus in mannish form. It has the tail and scaly legs of the crocodile, the tubby belly and thick neck of the hippo, and the sleek arm and head of a humanoid lioness. It is a fat, bloated animal. The creature ROARS a mighty roar and attacks. It slits open two men with its raking claws. It grabs one of the bleeding corpses and stuffs it in its maw. As it swallows, Fatima grabs a spear from an Amazon and hurls it through the throat of the Ammut. The beast GURGLES and crashes to the ground. Our heroes inch by the writhing creature and continue through the labyrinth. Rounding another corner, they're attacked by a pack of WEREHYENAS. The hyenas run three MEN to ground and begin feasting on their faces. Toshiro and Aladdin cut several down as they leap. As they die, they return to their HUMAN FORM. Fatima fires a flaming arrow at the LEAD DOG. It turns and runs, followed by the rest of the YELPING pack. TREASURE ROOM Xanadu stands at a pulpit, orchestrating wave after wave of real and imagined horrors and nightmares. He's a genuine Bernstein of bad shit. LABYRINTH A CHAGGRIN materializes. It's a Grue from the plane of elemental earth. And then a HARGINN, or flame horror. And an ILDRISS, or wind terror. And a VARRDIG, or fluid brute. Aladdin and company battle their way through Xanadu's conjurings. They finally reach the outer portal of … THE INNER SANCTUM They enter a vast chamber. On the far side is the door to the Treasure Room. The chamber begins to spin and … An evil HOST appears.

116. GIANTS from the desert, jungle, islands, and mountains. Legions of GHOULS, SPECTRES, SHADOWS, ROMS (subterranean, undead giants), SARTANIS (part giant and part enormous crab), REVENANTS (vengeful spirits from the grave), MINOTAURS, and TANAR'RI (winged, evil humanoids). Led by Toshiro, Aladdin and Fatima, our heroes hack and hew their way through wall after wall of BEASTS, CREATURES, and HORRORS. Their hands become slippery with gore, their eyes blinded by blood, their feet mired in muck. They reach the other side and

…

Waiting for them in front of the door to the Treasure Room is Xanadu, Balthazar, the Captain, and Xanadu's Elite Guard. XANADU Lick your lips, girls. time.

It's show

And then, all hell breaks loose. The Sultan's men and Amazons engage the Elite Guard. Aladdin faces off with the Captain, Fatima with Balthazar, and Toshiro with Xanadu. It's the last stand.

And it's every man for himself.

ALADDIN AND THE CAPTAIN fight with sword and dagger. It's a terrible, silent encounter in the half-light, broken only by their hoarse PANTING and GRUNTS. Your mother but misses) you.

… …

CAPTAIN (he feints and lunges, has more courage than

Aladdin jumps back, confused. Suddenly, he realizes that this is the man who killed his mother. He wades into the fight again, like a man possessed. ALADDIN You will pay dearly … (sword moving like a flail) … for what you did to her. The two men engage, fall to the ground, and roll. They rise, locked in each other's arms, struggling and slashing. Aladdin comes up wounded in the side. They disengage, panting. Aladdin yanks the Tuareg slaver's whip from his sash. He dangles it in front of the Captain.

117. ALADDIN A little taste of your own madness. He charges and begins flaying the Captain. The Captain turns his back. The whip shreds the shirt and the flesh below. Aladdin's got the blood-lust. The Captain lashes out with an arm, grabs the whip, wraps it around his arm, and slams his elbow into Aladdin's face. Aladdin staggers. They begin another flurry of blows. The Captain lunges, Aladdin drops down and stabs, sinking his dagger home. The Captain falls back. Aladdin crashes down on top of him. And then he's dead. the man's chest.

Aladdin stands, leaving his dagger in

Behind him, the battle rages back and forth across the inner sanctum. The Elite Guard is beaten back toward the Treasure Room door. FATIMA AND BALTHAZAR square off. Fatima brandishes a sword, discus and axe, looking very much like Kali the Mother/Protector/Destroyer. Balthazar carries a broadsword in his left hand and the riding crop in his right. He SNAPS the crop in the air between he and the Princess. BALTHAZAR I hoped … (fast cut and parry) … we might see each other once more. FATIMA And I … (lunging, swirling attack) … as well. I promised something.

…

BALTHAZAR (hacking blow)

…

you

FATIMA And I owed … (strike, feint, strike) … you something in return. Fatima throws her discus, catching Balthazar like a thunderbolt, and he drops. Fatima looms over Balthazar. FATIMA Do you know any prayers? BALTHAZAR I'll say them for you. Balthazar knocks her legs out from under her with a hard swipe of the flat of his sword. She falls.

118. He leaps to his feet and stands over her. He runs the crop cruelly along her cheek, drawing blood. He licks his lips, then raises his sword to finish her. With her last ounce of strength, Fatima grabs the crop. She yanks hard, pulling Balthazar to the ground beside her. She rips the crop from Balthazar's hand and wraps it around his neck, while kneeling on his sword hand. She squeezes. He struggles. The rubies cut into his flesh. She squeezes harder. The rubies cut deeper. He flails. She squeezes still harder. His eyes bulge, his tongue slathers, an artery gushes, and he's suddenly very still. FATIMA The sands have run out. Beyond her, the maelstrom swirls about the chamber. of the Elite Guard have broken ranks and run.

Some

TOSHIRO AND XANADU circle each other. Toshiro draws his long sword. Xanadu extends his hand into thin air and an obsidian sword of flame appears. He shoots several fireballs at Toshiro, who bats them away with his sword. TOSHIRO Did I … (cut and parry) your thunder? XANADU Do not … (presses him) yourself, boy.

… steal

…

flatter

Toshiro flashes his sword around Xanadu, driving him back toward the Treasure Room door. XANADU You seem stronger … (a whirling stroke) … than when last I saw you. No thanks slash) …

TOSHIRO … (parries a hellacious to you.

Xanadu tries desperately to hold his ground, but Toshiro forces him back. XANADU Perhaps I should … (slash, parry, slash) … give that scarlet patch a mate. It is a scar scarf sweep)

TOSHIRO … (wheel stroke and … I wear with pride.

119. By sheer strength of will, Toshiro forces Xanadu back toward the Throne Room. They engage, locking blades and hands. Suddenly, Xanadu knees Toshiro in the groin. Toshiro drops his sword and drops to his knees. Xanadu raises his sword. Toshiro dives under his guard and grabs him by the throat. Xanadu releases his sword. They battle, face to face. Smashing, grappling, choking, sneering, spitting. TOSHIRO Whatever it takes, father? XANADU All's fair

… TOSHIRO

Not that. XANADU What, then? You've been garlic.

…

TOSHIRO (he GASPS)

…

eating

With savage fury, Xanadu head-butts Toshiro in the face. Toshiro staggers back. Xanadu scuttles backward to the huge portal leading to the Treasure Room. He stands a moment there, gathering strength. his arms and …

He raises

Conjures a BLACK CLOUD OF DESTRUCTION. It's a monsoonlike, slate-black storm. Red lightning flares. The air is suddenly thick and dark, smelling of fire and destruction. Winds begin to HOWL. An electrical storm CRACKLES around our crew. The sound and fury rival the fiercest of desert sandstorms. TREASURE ROOM Xanadu bolts into the room and SLAMS the door behind. He strides to the Ark and touches the lamp where it rests. He rubs it and Hannibal appears. HANNIBAL Most happy to serve … Hannibal suddenly realizes who's rubbed the lamp and he's not happy. HANNIBAL Genie like wet hen. Pretty pissed off.

120. XANADU I feel for you, but I can't reach you. HANNIBAL What you want? XANADU It is my wish that you kill Aladdin and all who stand with him. Hannibal hesitates. Slave … it is I. Your wish

XANADU you have but one master and HANNIBAL my command.

…

And Hannibal transforms himself into a mean, green, lethal fighting machine. INNER SANCTUM The Treasure Room door EXPLODES open. And out steps Hannibal. Fifty feet tall and bullet proof. The Black Storm shrinks before his majesty. Hannibal boy?

ALADDIN Is that you?

The Genie points at Aladdin. HANNIBAL (BOOMS) Nirvana awaits, slipper-wearer. Toshiro and Fatima step up next to Aladdin. their swords to the floor.

They point

FATIMA Hannibal, you cannot do this. The Wizard is all that you despise. TOSHIRO And we are all that you aspire to. HANNIBAL Appreciate sentiment, but (BOOMS) Your time has come today.

…

ALADDIN He will never grant you your freedom. HANNIBAL Good point

…

121. ALADDIN I will. HANNIBAL …

and true.

Hannibal shrinks back down to his original dimensions and approaches our heroes. HANNIBAL Hannibal like Beltway politician … make big mistake. Do before think. XANADU Not so fast. Xanadu exits through the Treasure Room portal and into the light of the Inner Sanctum. He holds the lamp. Slave

…

XANADU return to the lamp.

HANNIBAL Good intentions sometimes go bad. Hannibal shrugs his shoulders, turns into a swirling sandstorm and funnels down into the lamp. TOSHIRO Your time is running out, Wizard. XANADU I'm just getting started. Xanadu moves aside. Shackled and manacled, Arthur and Othello trudge through the portal. Prodded by the remaining members of the Elite Guard. Behind them, they drag something in rags that looks vaguely human. XANADU I have a few more cards left up my sleeve. Xanadu forces Arthur and Othello to their knees. XANADU Perhaps we can do a little oldfashioned horse trading. OTHELLO Do not. I wouldst die before being the reason this jackal lived. Arthur throws Othello another of those Stan Laurel, hangdog looks.

122. ARTHUR Aye, me too. Xanadu levels them both with a whack to the back of their necks with his staff. XANADU Enough of this nauseating, selfsacrificing loyalty. He grabs the lump of rags and kicks it forward. XANADU This card you cannot ignore. He rips the slimy rags from the face of the thing and

…

ALADDIN Mother! And you thought she was dead. She tries to crawl to her son, but Xanadu clubs her flat to the ground. He points his staff at her and … Suddenly, the palace begins to shake, rattle, and roll. It's all about to tumble down around the power-mad Wizard. Startled and shaken, Xanadu stumbles back through the portal and inside the Treasure Room. TREASURE ROOM Xanadu dashes up to the Ark, swaying like the Transamerica Pyramid during the Loma Prieta quake. He tries to fit the lamp back inside the Ark. Twisting and yawing crazily, it's just not the same size anymore. The mad look in his eyes tells us he's not going to quit until it's done. He hears a sickening GROAN and CRACK. He looks up just as … The very top of the Ark breaks loose and crashes down upon Xanadu, crushing him. All that we can see among the rubble is his clutching hand, reaching for the lamp that has rolled away and clear of the debris. Our heroes stumble into the Treasure Room. Aladdin scoops up the lamp. Toshiro stares at what's left of his father. He spits on the writhing, grasping hand. Aladdin rubs the lamp and Hannibal appears. holds the lamp and smiles. Master.

He sees who

HANNIBAL So nice to see again.

ALADDIN Bad time for hellos. Good time to go.

123. HANNIBAL Smoke 'em if you got 'em. Hannibal bows, snaps his fingers and his magic carpet appears. The CREAKING and RUMBLING increase. The palace starts to break apart. Aladdin and Fatima help his mother onto the carpet, then Fatima hops on board. Othello gives Arthur a leg up and jumps up behind him. Aladdin turns to Toshiro. ALADDIN (SHOUTING above the din) Let's roll. I told you.

TOSHIRO I get air sick. ALADDIN

Get over it. Aladdin grabs his friend, tosses him aboard, and leaps on beside him. Hannibal zooms the carpet out of the Treasure Room, across the inner sanctum and back along the hallways and tunnels, following the white, silk thread laid so carefully on their way in. The remnants of the Sultan's men and Amazons do the same. As they fly, EXPLOSIONS and fire nip at their heels. The ceiling suddenly cracks open ahead of them and Hannibal pulls the carpet into a steep climb. Toshiro turns white. Everyone else holds on for dear life. EXT. EBONY PALACE The carpet clears the palace. At last, they can see the true source of all the destruction. The Sultan's armada pounds the palace from the sea. fleet of airships bombards from the sky. And the ground troops storm from the desert. easier than this.

The

Saddam had it

EXT. DESERT - LAND LIGHTHOUSE Hannibal circles the beacon once, then sets the flying carpet down. Everyone stands to watch the final assault on the palace. EXT. ROYAL BARGE The Sultan signals and

…

124. The Ebony Palace vaporizes under the barrage. EXT. DESERT - LAND LIGHTHOUSE Our heroes CHEER, clap each other on the backs, and there's hugs all around. The lamp sits unattended behind them on the flying carpet. Quietly, a bony, singed HAND creeps toward the lamp and grabs it. VOICE (O.S.) (stuttering HISS) As they say. It ain't over till it's over. Everyone turns and

…

A badly charred and disfigured Xanadu holds the lamp. XANADU You miserable wretches. You thought you could beat me. No one can outsmart the Great Xanadu. ALADDIN The way I see it, Great. already has.

Someone

FATIMA You're in second place. OTHELLO And that makest thou the first loser. XANADU (CROAKS) Who's in first? ARTHUR He ist. Arthur points to Hannibal. TOSHIRO And always will be. Toshiro crosses his arms and glares at the man who should have been his father. XANADU Not for long. The Sorcerer holds the lamp at arm's length before him. XANADU Slave, I want my third and final wish.

125. HANNIBAL Most unfortunate. Hannibal still slave of lamp. Bad dude remain pilot of Genie's soul. I wish Genie.

…

XANADU to be an all powerful

HANNIBAL (suddenly all smiles) Most happy to cross that bridge. Hannibal executes a very theatrical bow. Everyone smiles at Aladdin's trickery. Suddenly, Xanadu looks at the lamp and realizes his mistake. No, wait.

XANADU I meant …

Hannibal fires a lightning bolt at Xanadu and turns him into a Djinn. The lamp flies into the air and Aladdin snags it. ALADDIN Slave, return to the lamp. And Xanadu disappears in a puff of black smoke. The lamp rocks and rolls in Aladdin's hands and we can hear the MUFFLED PROTESTS of the Wizard inside the lamp. TOSHIRO You are a clever lad. HANNIBAL Too smart goose sometime get own self cooked. FATIMA Over, at last. HANNIBAL Excuse, please. No leave unfinished business. Aladdin have one wish to go. ALADDIN And my own promise to keep. ARTHUR Thou canst rule the universe. OTHELLO With a lovely Princess at thy side.

126. ALADDIN I could. But, I must trust my heart. And my friends. So, with my last wish … I free you, Hannibal. There is a flash and a shower of sparkling rain cascades around Hannibal, transforming him into a true human being, looking even more like Charlie Chan. HANNIBAL Free at last. Great Allah almighty, Hannibal free at last. A thousand and one thank yous, young master. Aladdin gives him that "Don't use that word again" frown, then smiles. ALADDIN You are your own master now. Fatima walks up to Aladdin. FATIMA What of us? ALADDIN I will do as your father bids. FATIMA I told you before, I make all the hard calls in this family. She takes him in her arms and they kiss. INT. IMPERIAL CITY - SULTAN'S PALACE - CENTRAL COURT A lavish celebration feast is being held. The Sultan and his subjects honor Aladdin and his comrades-in-arms. The Sultan sits in his throne. Standing to his right side is Fatima wearing a beautiful (though still somewhat martial) gown. To his left is Aladdin's mother, who makes goo-goo eyes at the Sultan. He blushes and looks away. Aladdin, Toshiro, Arthur, Othello, and Hannibal approach the throne down a long, flower-strewn aisle. CITIZENS and SOLDIERS CHEER them. We hear the joyous CLANGING of bells. From a distance, we hear the enthusiastic ROAR of the people outside. Our heroes stop at the foot of the throne. Fatima descends to meet them. She takes Aladdin by the hand and places a ring around his finger. Aladdin looks up at the Sultan and his mother. They smile back benignly. FATIMA Told you so.

127. Fatima steps to Toshiro. flute.

She presents him with a silver

FATIMA So that you may play a song of peace. He takes it and bows. FATIMA What are your plans, Toshiro? TOSHIRO I have much to do to step from the shadow of my father and atone for the damage done. FATIMA Will you return? TOSHIRO Someday. FATIMA A speedy journey, then. She moves to Othello.

She hands him a crystal ball.

FATIMA To give you the wisdom to lead. She gives Arthur a sword of Toledo steel. FATIMA To slay fear in all its forms. She hands Hannibal a diamond lamp. FATIMA To remind you where you came from. Othello, Arthur and Hannibal kneel as one. FATIMA I am honored that you will remain to serve Aladdin and I. OTHELLO We have comest too far to part now. Arthur rubs his left arm. ARTHUR I must keepest my eye on him.

128. HANNIBAL Hannibal like water-boy. Just happy to be part of team, mistress and master. Fatima and Aladdin give him that look and they all LAUGH. The Sultan steps down and faces Aladdin. SULTAN My first command to you, young man

…

As the Sultan speaks, the bells break out in triumphant CLAMOR. …

SULTAN is to marry my one and only child.

Aladdin's comrades lead the assembled mass in a terrific CHEER. The bells RING out. ALADDIN NYT. Aladdin and Fatima step together, embrace and kiss. As the CHEERS and PEALING of the bells blend with the joyous MUSIC, all turn to face the throng. SCHEHERAZADE (V.O.) That was one long night. (she EXHALES) There is nothing so strange it cannot be true, and no story so unlikely it cannot be told. No story is a lie, for a tale is a bridge that leads to the truth. At the far end of the court appears an APPARITION. Lame Duck and Mustapha stand there, as well as Toshiro's mother. They salute the conquering heroes. SCHEHERAZADE (V.O.) There are three kinds of people in this world. The first learn from their own experience. They are the wise. The second learn from the experience of others. These are the happy. The third learn nothing at all. These are the fools. Othello holds up his crystal ball and we move inside it. We move around and through the Silver Palace, its grounds and surroundings.

129. SCHEHERAZADE (V.O.) This has been the story of all stories. The wise will understand it. The happy will take delight in it. The fools will be bamboozled by it. As we fly away, we see that it, too, is encased in a glass orb filled with water and grains of sand. SCHEHERAZADE (V.O.) Which shall you be? A charred HAND reaches into frame. It turns the orb upside down, turns it back over, and sets it down again. Grains of sand slowly float down around the palace. Off-screen, we hear malevolent LAUGHTER boom. FADE OUT: