whines and throbs. Like the beating of a vast heart the pounding of massive pumps echoes through the station.

INT. CORRIDOR 171
Jenna moves out of the lift, knuckles white on the rifle. Her eyes dart, straining to penetrate the lethal gloom. Behind her we SEE a SECOND ELEVATOR next to hers, its lift cage somewhere on a higher floor. Ahead the corridor is encrusted with the alien excrescence and not far down the bio-mechanic catacomb begins.

She enters the maze, darting glances at Hick's LOCATOR, taped to the top of her kludge weapon. A VOICE echoes down the tunnels, calm and mechanical.

VOICE: Attention. Emergency. All personnel must evacuate immediately. You now have fourteen minutes to reach minimum safe distance.

INT. CATACOMB 172
Range and direction read out in rapid-fire alphanumeric on the locator display. Jenna blinks sweat out of her eyes, moving through the swirling steam of the alien maze. She approaches an intersecting tunnel. Flashing emergency lights illuminate the insane fresco of the walls. She spins, firing the flamethrower. Nothing there. She whirls back. Moves forward, trembling and adrenaline.

Skeletal figures drown in the walls, frozen in macabre tormented positions like human insects in amber. Steam blasts, blinding her. The locator signal strengthens an she turns, crouches through a low passage, turns again. At each intersection she quickly lights a FIFTEEN-MINUTE MARKING FLARE and drops it.

For the way back. She has to turn sideways, inching through a fissure between two walls of death...cocoon niches, human bas-relief sealed in resin. SUDDENLY SOMETHING SHOOTS OUT, GRABBING HER! A hand.  She recovers , then recognizes the face sealed in the wall. Carter Not-much.

NOT-MUCH: Jenna...help me. I can feel it...inside. Oh, God...it's moving! Oh gooood...

She looks at him. No one deserves this.

JENNA: Here.

She hands him a grenade, wrapping his fingers around the spoon, and pulls the primer. She moves on.

VOICE: You now have eleven minutes to reach minimum safe distance.

Jenna moves ahead. The locator signals shows she is almost there. A CONCUSSION rocks the place, like an earthquake, jarring her almost off her feet. Then another. The whole station seems to shudder. A SIREN begins to wail a demented rhythm. Following the tracker she turns a corner and stops. The RANGE INDICATOR READS ZERO. She looks down, horrified to see Julie's tracer bracelet lying on the floor of the tunnel. All hope recedes, disintegrating into mindless chaos.

INT. EGG CHAMBER 173
Julie is cocooned in a pillar like structure at the edge of a cluster of upright OVOID SHAPES...alien eggs. Her eyelids flutter open and she becomes aware of her surroundings. The egg nearest her begins to move...opening like an obscene flower at its top to reveal something stirring within. Julie stares, transfixed by terror, as the jointed legs appear over the lip of the ovoid one by one. She SCREAMS.

INT. CATACOMBS 174
Jenna hears the scream and breaks into a run.

INT. EGG CHAMBER 175
Julie watches the face-hugger emerge and turn toward her. Jenna runs in just as it is tensing to leap, and FIRES, blasting it with a burst from the assault rifle. The flash illuminates the figure of an adult warrior, nearby. It spins, moving straight for Jenna. Firing from the hip she drills it with two controlled bursts which catapult it back. She steps toward it, FIRING AGAIN. Her _expression is murderous. AND AGAIN. It spins onto its back.  She unleAshes the flamethrower and it vanishes in a fireball. Jenna runs to Julie and begins tearing at the fresh resinous cocoon material, freeing the child. She swings her up onto her back.

JULIE: (Weakly) I knew you'd come.
JENNA: Julie, I want you to hang on, now. Hang on tight.

Groggily Julie hooks her arms and legs through the belts of Jenna's battle harness as Jenna picks up her weapon. More warriors are moving toward her among the eggs. She fires the flamethrower. The eggs are engulfed. One of the warriors lunges forward, a living fireball. She blasts it in half with two bursts from the M-41A. Jenna retreats, ducking under a glistening cylindrical mass. A PIERCING SHRIEK fill the chamber. She turns. And there it is.

A massive silhouette in the mist, the ALIEN QUEEN glowers over her eggs like a great, glistening black insect-Buddha. What's bigger and meaner than the Alien? His momma. Her fanged head is an unimaginable horror. Her six limbs, the four arms and two powerful legs, are folded grotesquely over her distended abdomen. The egg-filled abdomen swells and swells into a great pulsing tubular sac, suspended from a lattice of pipes and conduits by a web like membrane as if some vast coil of intestine were draped carelessly among the machinery. Jenna realizes she ducked under part of it a moment before.

Insidethe abdominal sac can be SEEN the forms of countless eggs, churning their way toward the pulsating ovipositor where they emerge glistening, to be picked up by DRONES. The drones are tiny scuttling albino versions of the "warrior" aliens we have already seen.

Jenna pumps the slide on her grenade launcher. She fires. Pumps and fires again. Four times. The grenades punch deep into the egg sac and EXPLODE, ripping it open from within. Eggs are tons of gelatinous matter pour across the chamber floor. The Queen goes berserk, SCREECHING like some psychotic steam whistle.  Jenna lays about her with the flamethrower, igniting everything in sight with an insane fury. Eggs shrivel in the inferno, and figures of warriors and drones vanish in frenzied thrashing. Over all is the Queen's shrieking as she struggles in the flames. Two warriors emerge from the boiling smoke, closing on her. She pulls the trigger...an empty click. DIGITAL COUNTER flashing crimson zeroes. She drops the magazine, grabs another from her belt, rams it home and OPENS UP.

The creatures vanish in rapid-fire flashes. Jenna backs away, venting her terror in a sustained orgy of fire as she blasts everything that moves in one long eye-searing expenditure of energy. Then she dashes into the catacombs, navigating by sheer primal instinct.

INT. CATACOMBS 176
Jenna runs, blindly, with panting intensity verging on hysteria. Impressions crash upon her...the maze blurring by, sirens howling, the station rocking with explosions, emergency lights flashing, steam blasting, red-hot steel hissing. Reality itself is reduced to a concussive series of strobe like instants of relentless forward motion.

She sees one of the flares she dropped and turns. Sees another, sprinting toward it as the foundations of the world shake.

INT. EGG CHAMBER 177
Lashing in a frenzy, the QUEEN DETACHES FROM THE EGG SAC, ripping away and dragging torn cartilage and tissue behind it. SEEN DIMLY THROUGH swirling smoke, it rises on its powerful legs and steps forward.

INT. CATACOMBS - CORRIDOR 178-179
Jenna uses the flamethrower ahead of her, firing bursts of pulse-rifle fire down side corridors at indistinct shapes and shadows. The weapon is empty when she reaches the freight elevators. A mass of debris, falling down the shaft from a higher level, has demolished the life cage she descended in. She slams the control for the other cage and hears the sound of the LIFT MOTOR'S WHINE as it begins its slow descent from several levels up. AN ENRAGED SCREECH ECHOES in the corridor. Jenna sees a silhouette moving in the smoke...a glistening black shape which FILLS THE CORRIDOR TO THE CEILING...THE QUEEN. Her last cartridge is reading zeroes. The flamethrower sputters uselessly when she tries that. The grenades are gone. Jenna drops the weapon and looks up the shaft to the descending lift...then at the approaching FIGURE. The elevator won't be in time.  She runs to a ladder set in the wall as a horrendous screech beats in her ears. She scrambles up the rungs.

INT. SECOND LEVEL 180
Jenna struggles up through a narrow hatch, Julie clinging to her. She dives aside as a POWERFUL BLACK ARM shoots up through the opening, its razor claws slamming into the grille-floor inches from her. Looking down through the grille she sees the great horrifying jaws directly below her, wet and leering. She scrambles up, running, as the grille-floor lifts and buckles behind her with the titanic force of the creature below.  It hurls itself with insane ferocity against the metal, pacing her from below as she runs.

INT. STAIRWELL 181
Jenna reaches an open-grid emergency stairwell and sprints upward. It rocks and shudders with the station's death throes.

VOICE: You now have two minutes to reach minimum safe distance.

INT. CORRIDOR - ELEVATORS 182-183
The lift reaches bottom, the doors rolling open.  The Queen turns and freezes, as if contemplating the open lift cage.

INT. STAIRWELL 184
Jenna stumbles, smashing her knees against the metals stairs. As she rises she hears the LIFT MOTORS start up. Looking down through the lattice work of the station she sees the life cage start ominously upward. She knows there is only one explanation for that. She runs on, the stairwell becoming a crazy whirl around her.

EXT. LANDING PLATFORM 185
Jenna, with Julie still clinging to her, slams through the door opening onto the platform. Through wind-whipped streamers of smoke she sees...THE SHIP IS GONE.

JENNA: KAPU!

Her shouts become inarticulate screams of hatred, outrage at the final betrayal. She scans the sky.  Nothing.

JENNA: (Hysterical) KAPU!

Julie is sobbing.

The lift rises ponderously INTO VIEW. Jenna turns, backing away from the doors toward the railing. There is no place to run to on the platform. EXPLOSIONS detonate in the complex far below and huge fireballs swell upward through the machinery. The platform bucks wildly. Nearby a cooling tower collapses with a THUNDEROUS ROAR and the SHRIEK OF RENDING STEEL. More EXPLOSIONS, one after another, rocketing up from