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JOHN: No, no, no. You gotta listen to the way people talk. See, you don't say like "Affirmative" or some shit like that. You say... no problemo.

Terminator nods, filing away the information. Sarah is ignoring the lesson, lost in thought.

JOHN: If someone comes off to you with an attitude, you say "eat me"... if you wanna shine them on, it's "Hasta la vista, baby".

TERMINATOR: "Hasta la vista, baby"?

JOHN: Yeah, or "later, dickwad." Or if someone gets upset you say "chill out." Like that. Or you can do combinations.

TERMINATOR: Chill out, dickwad.

JOHN: That's great! See, you're getting it.

TERMINATOR: No problemo.

EXT. ROADSIDE STAND/GAS STATION - DAY There's a gas pump and a sleazy fast-food stand. Picnic tables are set up at the side of the food stand. A family sits at one, children playing and running about. The pickup truck pulls into the lot. Stops at the gas pump. Sarah turns to John.

SARAH: You got any cash?

John pulls what's left of his Ready-Teller money from his pocket.

JOHN: Only a couple hundred bucks. I'll give you half.

Sarah grabs all of it. Peels off a twenty, hands it to John.

SARAH: Get some food.

She opens the truck door and steps out. John turns to Terminator.

JOHN: No sense of humor.

THE ORDERING WINDOW as John and Terminator approach.

JOHN And that's another thing. You could lighten up a bit, yourself. This severe routine is getting old. Smile once in a while.


JOHN: Yeah. Smile. You know. People smile, right? Watch.

Goes to the order window.

JOHN (smiling broadly): Hi. Nice place you got here. How's business?

WINDOW WOMAN (stone-faced): Gimme a break.

JOHN (to Terminator): Okay. Bad example. Over there, look.

John points at three teenage guys standing at a drinking fountain nearby. One of them has said something funny and the others are laughing, grinning.

JOHN: Like that.

TERMINATOR POV (DIGITIZED): The real-time image continues while a replay of one of the guys grinning runs in a window. It expands, so that the guy's mouth fills the window. Replays again in slow motion. A vector-graphic of the lips smiling appears, along with an array of symbolic data.

Terminator tries it. The result is dismal. A rictus-like curling of the lip. Terminator's next effort is a marginal improvement.

JOHN: I don't know, maybe you could practice in front of a mirror or something.

EXT. REST STOP/PICKUP TRUCK - DAY (LATER): Sarah and John are eating cheeseburgers and fries, sitting in the truck and on the curb respectively. They are parked away from the other families, at the end of the gravel parking area. Terminator is pouring coolant into the radiator.

Sarah is deep in through, turning and turning the whole thing in her brain. John, unable to deal with her silence, goes around to where Terminator is working. John sees two kids playing with machine-gun water pistols nearby, viciously squirting each other.

FIRST KID: You're dead!


FIRST KID: Are so!

John and Terminator watch them rolling on the ground in a fight to the death. Sarah rounds the front of the truck, and sees the kids. John sighs, solemn. He looks up at the cyborg.

JOHN: We're not gonna make it, are we? People, I mean.

TERMINATOR: It is in your nature to destroy yourselves.

John nods, depressed.

JOHN: Yeah. Drag, huh?

SARAH: I need to know how Skynet get built. Who's responsible?

TERMINATOR: The man most directly responsible is Miles Bennet Dyson, Director of Special Projects at Cyberdyne Systems Corporation.

SARAH: Why him?

TERMINATOR: In a few months he creates a revolutionary type of mircoprocessor.

SARAH: Then what?

Terminator closes the hood and gets into the truck as he speaks.

TERMINATOR: In three years Cyberdyne will become the largest supplier of military computer systems. All stealth bombers are upgraded with Cyberdyne computers, becoming fully unmanned, Afterward, they fly with a perfect operational record.

SARAH (getting behind John): Uh huh, great. Then those fat fucks in Washington figure, what the hell, let a computer run the whole show, right?

TERMINATOR: Basically. (starting the engine, backing out) The Skynet funding bill is passed. The system goes on-line August 4th, 1997. Human decisions are removed from strategic defense. Skynet begins to learn, at a geometric rate. It becomes self-aware at 2:14 a.m. eastern time, August 29. In a panic, they try to pull the plug.

SARAH: And Skynet fights back.

They accelerate back onto the highway.

TERMINATOR: Yes. It launches its ICBMs against their targets in Russia.

SARAH: Why attack Russia?

TERMINATOR: Because Skynet knows the Russian counter-strike will remove its enemies here.

SARAH: Jesus. (beat, then) How much do you know about Dyson?

TERMINATOR: I have detailed files.

SARAH: I want to know everything. What he looks like. Where he lives. Everything.

INT. DYSON HOUSE - DAY Miles Dyson sits at the huge desk in his study. He is deep in thought, tapping away at the keyboard of his home computer terminal. Next to desk are racks of sophisticated gear. On a Sunday morning, when most men are relaxing, spending time with their families, Dyson is hard at work.

IN A PROFILE CLOSEUP we see him in deep concentration, his mind prowling the labyrinth of his new microprocessor.

A WOMAN'S FACE ENTERS FRAME soundlessly behind him. He doesn't hear her. His wife, TARISSA, extends her tongue and traces it down the back of his neck. He smiles and turns to kiss her good morning. She's still in her bathrobe, holding coffee. He's been up for hours. He turns and goes back to work, forgetting instantly that she is standing there. She watches him work, the arcane symbols moving across the screen. We see her frustration, her inability to truly enter the magic box of his world.

TARISSA: You going to work all day?

DYSON: I'm sorry, baby. This thing is just kicking my ass. I thought we had it with this one...

He points to a metal box on his desk, about two feet long. As assembly of small cubes. It looks like a dinosaur version of Terminator's CPU.

DYSON: ... but the output went to shit after three seconds. I'm thinking now it's the way I'm matrixing the command hierarchies...

TARISSA: You need a break. You'll see it clear when you come back.

DYSON: I can't.

TARISSA: Miles, it's Sunday. You promised to take the kids to Raging Waters today.

DYSON: Oh. I can't, honey. I'm on a roll here.

He takes her hands. We see a childlike excitement in his face. He wants so badly to share the almost orgasmic thrill of discovery, the satisfaction of creation.

DYSON: Baby, this thing is going to blow 'em all away. It's a neural-net process --

TARISSA: I know. You told me. It's a neural-net processor. It thinks and learns like we do. It's superconducting at room temperature. Other computer are pocket calculators by comparison. (she pulls away from him) But why is that so goddamn important, Miles? I really need to know, 'cause I feel like I'm going crazy here, sometimes.

DYSON: I'm sorry, honey, it's just that I'm thiiis close.

He holds up his thumb and index finger... a fraction of an inch apart. She picks up the prototype. It doesn't look like much.

DYSON: Imagine a jetline with a pilot that never makes a mistake, never gets tired, never shows up to work with a hangover. (he taps the prototype) Meet the pilot.

TARISSA: Why did you marry me, Miles? Why did we have these two children? You don't need us. Your heart and your mind are in here. (she stares at the metal box in her hands) But it doesn't love you like we do.

He takes the anodized box from her hands and sets it down. Then he puts his hands on her shoulders and kisses her gently. She acquiesces to his kiss.

DYSON: I'm sorry.

Tarissa glances over his shoulder. She nods her head toward the doorway to the study. Dyson turns and sees their two kids standing there. Danny (6) and Blythe (4) look rumpled and adorable in their PJs. Dyson wilts at their hopeful expressions.

TARISSA: How about spending some time with your other babies?

Dyson grins. The forces of darkness have lost this round. He holds out his hands and his kids run to him, cheering.

EXT. DESERT/COMPOUND - DAY The desert northwest of Calexico. Burning under the sun like a hallucination. Heat shimmers the image, mirage-like. Terminator turns the pickup off the paved road and barrels along a roadbed a sand and gravel, trailing a huge plume of dust.

A sign at the turnoff says: CHARON MESA 2 MI CALEXICO 15 MI A101 AHEAD is a pathetic oasis of humanity in the vast wasteland, a couple of aging house-trailers, surrounded by assorted junk vehicles and desert-style trash. There is a dirt airstrip behind the trailers, and a stripped Huey helicopter sitting on block nearby. The truck rolls to a stop in a cloud of dust. The place looks deserted. The door to the nearest trailer bangs in the wind.

SARAH (to Terminator and John): Stay in the truck.

ANGLE FROM INSIDE ANOTHER TRAILER, NEARBY. A DARK FIGURE in the F.G. has an AK-47 trained on the pickup as Sarah gets out.

ON SARAH peering through the backlit dust. The sound of wind. She approaches the trailer.

SARAH (in Spanish): Enrique? You here?

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