EXTERIOR: BESPIN SYSTEM -- MILLENNIUM FALCON -- DAWN

The powerful pirate starship blasts through space as it

heads toward the soft pink planet of Bespin.

EXTERIOR: BESPIN SURFACE -- MILLENNIUM FALCON

It is down on the gaseous planet. Huge billowing clouds

form a canyon as the ship banks around them, heading toward

the system's Cloud City.

Suddenly, two twin-pod cloud cars appear and move toward

the Falcon. The cloud cars draw up alongside the starship.

INTERIOR: MILLENNIUM FALCON -- COCKPIT

One of the cloud cars opens fire on the Falcon, its flak

rocking the ship. Chewie barks his concern.

HAN: (into transmitter) No, I don't have a landing permit. I'm trying

to reach Lando Calrissian.

More flak bursts outside the cockpit window and rattles the

ship's interior. Leia looks worried.

HAN: (into transmitter) Whoa! Wait a minute! Let me explain.

INTERCOM VOICE: You will not deviate from your present course.

THREEPIO: Rather touchy, aren't they?

LEIA: I thought you knew this person.

Chewie barks and growls at his boss.

HAN: (to Chewie) Well, that was a long time ago. I'm sure he's

forgotten about that.

INTERCOM VOICE: Permission granted to land on Platform

Three-two-seven.

HAN: (into transmitter) Thank you.

Angry, Han snaps off the intercom. Chewie looks at him and

grunts. Han turns to the worried princess and her droid.

HAN: There's nothing to worry about. We go way back, Lando and me.

Leia doesn't look convinced.

LEIA: Who's worried?

EXTERIOR: CLOUD CITY -- MILLENNIUM FALCON -- CLOUD CARS

The clouds part to reveal a full view of the city as it

bobs in and out of the cloud surface. The cloud cars and the

Falcon head for the gleaming white metropolis.

EXTERIOR: CLOUD CITY -- LANDING PLATFORM -- MILLENNIUM FALCON

With the cloud cars still guarding it, the Falcon lands on

one of the Cloud City's platforms.

EXTERIOR: LANDING PLATFORM -- DOOR OF MILLENNIUM FALCON

Han and Leia stand at the open door, armed. Behind them,

Chewie, also armed, surveys the scene warily.

THREEPIO: Oh. No one to meet us.

LEIA: I don't like this.

HAN: Well, what would you like?

THREEPIO: Well, they did let us land.

HAN: Look, don't worry. Everything's going to be fine. Trust me.

INTERIOR: CLOUD CITY -- CORRIDOR -- DAY

Lando Calrissian, a suave, dashing black man in his

thirties, leads a group of aides and some Cloud City guard

rapidly toward the landing platform. The group, like the other

citizens of the city, is a motley collection of aliens,

droids, and humans of all descriptions. Lando has a grim

expression on his face as he moves onto the landing platform.

EXTERIOR: LANDING PLATFORM -- DOOR OF MILLENNIUM FALCON

HAN: See? My friend. (to Chewie) Keep your eyes open, okay?

Chewie growls as Han walks down the ramp. Lando and his men

head across the bridge to meet the space pirate.

EXTERIOR: CLOUD CITY -- LANDING PLATFORM

Lando stops ten feet from Han. The two men eye each other

carefully. Lando shakes his head.

LANDO: Why, you slimy, double-crossing, no-good swindler! You've got a

lot of guts coming here, after what you pulled.

Han points to himself innocently, mouthing, "Me?"

Lando moves threateningly toward Han. Suddenly, he throws

his arms around his startled, long-lost friend and embraces

him.

LANDO: (laughs) How you doing, you old pirate? So good to see you! I

never thought I'd catch up with you again. Where you been?

The two old friends embrace, laughing and chuckling.

EXTERIOR: LANDING PLATFORM -- DOOR OF MILLENNIUM FALCON.

THREEPIO: Well, he seems very friendly.

LEIA: (wary) Yes...very friendly.

EXTERIOR: CLOUD CITY -- LANDING PLATFORM

LANDO: What are you doing here?

HAN: (gestures toward the Falcon) Ahh...repairs. I thought you could

help me out.

LANDO: (in mock panic) What have you done to my ship?

HAN: Your ship? Hey, remember, you lost her to me fair and square.

Chewie growls a reserved greeting. Lando suddenly notices

the princess and smiles.

LANDO: Hello. What have we here? Welcome. I'm Lando Calrissian. I'm

the administrator of this facility. and who might you be?

LEIA: Leia.

LANDO: Welcome, Leia.

Lando bows before Leia and kisses her hand.

HAN: All right, all right, you old smoothie.

Han takes Leia by the hand and steers her away from Lando.

THREEPIO: Hello, sir. I am See-Threepio, human-cyborg relations. My

facilities are at your...

Before Threepio can finish his self-introduction, Lando has

turned to follow Han and Leia, who are walking toward the

city.

THREEPIO: Well, really!

Lando, his aide, Lobot, and Han lead the way across the

bridge, followed by Threepio, Chewie and Leia.

LANDO: What's wrong with the Falcon?

HAN: Hyperdrive.

LANDO: I'll get my people to work on it.

HAN: Good.

Lando turns to Leia.

LANDO: You know, that ship saved my life quite a few times. She's the

fastest hunk of junk in the galaxy.

INTERIOR: CLOUD CITY -- CORRIDOR

The group has crossed the narrow bridge and entered the

city. They walk down the lovely Art Deco passageway, rounding

several corners and passing many small plazas as they go.

Threepio lags a bit behind.

HAN: How's the gas mine? Is it paying off for you?

LANDO: Oh, not as well as I'd like. We're a small outpost and not very

self-sufficient. And I've had supply problems of every kind. I've had

labor difficulties...(catches Han grinning at him) What's so funny?

HAN: You. Listen to you -- you sound like a businessman, a responsible

leader. Who'd have thought that, huh?

Lando is reflective. He looks at Han a moment.

LANDO: You know, seeing you sure brings back a few things.

HAN: Yeah.

LANDO: (shakes his head) Yeah, I'm responsible these days. It's the

price you pay for being successful.

Han and Lando laugh together, and the group moves on

through the corridor.

The lagging Threepio passes a Threepio-type silver droid

who is coming out of a door.

THREEPIO: Oh! Nice to see a familiar face.

SECOND THREEPIO: (mumbles) E chu ta!

THREEPIO: How rude!

Threepio stops, watching the silver droid move away. Then

he hears the muffled beeping and whistling of an R2 unit

coming from within the room.

INTERIOR: CLOUD CITY -- ANTEROOM

Curious, Threepio enters the room.

THREEPIO: That sounds like an R2 unit in there. I wonder if...

Threepio walks through the doorway to the main room. He

looks in.

THREEPIO: Hello? How interesting. Oh, my.

MAN'S VOICE: (from within) Who are you?

THREEPIO: Oh, I'm terribly sorry. I...I didn't mean to intrude. No,

no, please don't get up. No!

A laser bolt to Threepio's chest sends him flying in twenty

directions. Smoldering mechanical arms and legs bounce off the

walls as the door whooshes closed behind him.

INTERIOR: CLOUD CITY -- CORRIDOR

Lando, Han, and Leia continue down the corridor unaware of

Threepio's dreadful accident. Chewbacca glances around, sniffs

the air, but shrugs his shoulders and follows the group.

EXTERIOR: DAGOBAH -- BOG -- DUSK

In the bright lights of the fighter, Luke loads a heavy

case into the belly of the ship. Artoo sits on top of the

X-wing, settling down into his cubbyhole. Yoda stands nearby

on a log.

YODA: Luke! You must complete the training.

LUKE: I can't keep the vision out of my head. They're my friends. I've

got to help them.

YODA: You must not go!

LUKE: But Han and Leia will die if I don't.

BEN'S VOICE: You don't know that.

Luke looks toward the voice in amazement. Ben has

materialized as a real, slightly shimmering image near Yoda.

The power of his presence stops Luke.

BEN: Even Yoda cannot see their fate.

LUKE: But I can help them! I feel the Force!

BEN: But you cannot control it. This is a dangerous time for you, when

you will be tempted by the dark side of the Force.

YODA: Yes, yes. To Obi-Wan you listen. The cave. Remember your failure

at the cave!

LUKE: But I've learned so much since then. Master Yoda, I promise to

return and finish what I've begun. You have my word.

BEN: It is you and your abilities the Emperor wants. that is why your

friends are made to suffer.

LUKE: And that is why I have to go.

BEN: Luke, I don't want to lose you to the Emperor the way I lost

Vader.

LUKE: You won't.

YODA: Stopped they must be. On this depends. Only a fully trained Jedi

Knight with the Force as his ally will conquer Vader and his Emperor.

If you end your training now, if you choose the quick and easy path,

as Vader did, you will become an agent of evil.

BEN: Patience.

LUKE: And sacrifice Han and Leia?

YODA: If you honor what they fight for...yes!

Luke is in great anguish. He struggles with the dilemma, a

battle raging in his mind.

BEN: If you choose to face Vader, you will do it alone. I cannot

interfere.

LUKE: I understand. (he moves to his X-wing) Artoo, fire up the

converters.

Artoo whistles a happy reply.

BEN: Luke, don't give in to hate -- that leads to the dark side.

Luke nods and climbs into his ship.

YODA: Strong is Vader. Mind what you have learned. Save you it can.

LUKE: I will. And I'll return. I promise.

Artoo closes the cockpit. Ben and Yoda stand watching as

the roar of the engines and the wind engulf them.

YODA: (sighs) Told you, I did. Reckless is he. Now matters are worse.

BEN: That boy is our last hope.

YODA: (looks up) No. There is another.

EXTERIOR: SPACE -- PLANET DAGOBAH

Luke's tiny X-wing rockets away from the green planet of

Dagobah and off into space.

INTERIOR: CLOUD CITY -- LIVING QUARTERS -- DAY

Within the quarters assigned her on Cloud City, Leia paces

in agitation. She has changed from her cold-weather pants and

jacket to a lovely dress. Her hair is down, tied back with

ribbons. She moves from a large, open window and turns to see

Han entering through the doorway.

HAN: The ship is almost finished. Two or Three more things and we're

in great shape.

LEIA: The sooner the better. Something's wrong here. No one has seen

or knows anything about Threepio. He's been gone too long to have

gotten lost.

Han takes Leia by the shoulders and gently kisses her

forehead.

HAN: Relax. I'll talk to Lando and see what I can find out.

LEIA: I don't trust Lando.

HAN: Well, I don't trust him, either. But he is my friend. Besides,

we'll soon be gone.

LEIA: And then you're as good as gone, aren't you?

Not speaking, Han considers her words and gazes at her

troubled face.

INTERIOR: CLOUD CITY -- JUNK ROOM

The room is piled high with broken and discarded machine

parts. Four Ugnaughts, small hoglike creatures, separate the

junk and throw some pieces onto a conveyer belt which moves

briskly toward a pit of molten metal. Pieces of Threepio's

golden body move down the belt. Chewie enters the room and

spots an Ugnaught picking up and inspecting Threepio's head.

The Wookiee barks a command, startling the Ugnaught, then

reaches to grab the head. But the Ugnaught tosses it away from

him to another Ugnaught. This game of keep-away goes on until

Threepio's head falls from their grip and bounces with a clang

onto the ground.

INTERIOR: CLOUD CITY -- LIVING QUARTERS -- DAY

The door zaps open. Chewbacca walks in, carrying a packing

case of Threepio, arms and legs hanging over the edge.

LEIA: What happened?

Chewie sets the case on a table, grunting and groaning an

explanation.

HAN: Where? Found him in a junk pile?

LEIA: Oh, what a mess. Chewie, do you think you can repair him?

The giant Wookiee studies the array of robot parts. He

looks at the princess and shrugs sadly.

HAN: Lando's got people who can fix him.

LEIA: No, thanks.

There is a buzz and the door slides open, revealing Lando.

LANDO: I'm sorry. Am I interrupting anything?

LEIA: Not really.

LANDO: You look absolutely beautiful. You truly belong here with us

among the clouds.

LEIA: (coolly) Thank you.

LANDO: Will you join me for a little refreshment?

Han looks at Lando suspiciously, but Chewie barks at the

mention of food and licks his lips.

LANDO: Everyone's invited, of course.

Leia takes Lando's proffered arm, and the group turns to

go. Lando spots Threepio's remains.

LANDO: Having trouble with you droid?

Han and Leia exchange a quick glance.

HAN: No. No problem. Why?

Han and Leia move arm-in-arm through the door, followed by

Lando and Chewie. The door slides closed behind them.

INTERIOR: CLOUD CITY -- CORRIDOR -- DAY

Leia walks between Han and Lando as Chewie follows a short

distance behind. Long shafts of light pour across the corridor

between tall, pure-white columns.

LANDO: So you see, since we're a small operation, we don't fall into

the...uh...jurisdiction of the Empire.

LEIA: So you're part of the mining guild then?

LANDO: No, not actually. Our operation is small enough not to be

noticed...which is advantageous for everybody since our customers are

anxious to avoid attracting attention to themselves.

The group walks into another corridor and heads for a huge

doorway at the far end.

HAN: Aren't you afraid the Empire's going to find out about this

little operation and shut you down?

LANDO: That's always been a danger looming like a shadow over

everything we've built here. But things have developed that will

insure security. I've just made a deal that will keep the Empire out

of here forever.

INTERIOR: CLOUD CITY -- DINING ROOM

The mighty doors to the dining room slide open and the

group enters the dining room. At the far end of a huge banquet

table sits Darth Vader. Standing at his side and slightly

behind him is Boba Fett, the bounty hunter.

Faster than the wink of an eye, Han draws his blaster and

pops off a couple of shots directly at Vader. The Dark Lord

quickly raises his hand, deflecting the bolts into one of the

side walls, where they explode harmlessly. Just as quickly,

Han's weapon zips into Vader's hand. The evil presence calmly

places the gun on the table in front of him.

VADER: We would be honored if you would join us.

Han gives Lando a mean look.

LANDO: I had no choice. They arrived right before you did. I'm sorry.

HAN: I'm sorry, too.

EXTERIOR: LUKE'S X-WING -- BESPIN SYSTEM

Luke's X-wing races through thick clouds toward Cloud City.

INTERIOR: LUKE'S X-WING -- COCKPIT

Luke is grim-faced as he pilots his course toward Bespin's

shining city. Artoo's beeps and whistles are transmitted onto

the scope.

LUKE: (into comlink) No, Threepio's with them.

Artoo whistles another worried inquiry.

LUKE: (into comlink) Just hang on. We're almost there.

INTERIOR: CLOUD CITY -- LARGE CELL

Chewbacca is in a Cloud City prison cell. The stark room is

flooded with hot light. To add to Chewie's misery, a

high-pitched whistle screeches loudly. Chewie is going mad. He

hits the wall with giant fists as he paces back and forth

across the cell floor. The upper lights go off abruptly. The

prisoner rubs his eyes and moves to a wall, where he listens

for a moment. Then, moaning to himself, he moves to a platform

where the disassembled pieces of Threepio lie. He picks up the

golden droid's head and meditates on it for a moment, barking

a few philosophical remarks. Chewie sticks the robot's head on

its torso and starts adjusting wires and circuits. Suddenly,

the lights in Threepio's eyes spark to life as Chewie touches

two connectors together. Threepio immediately begins to speak,

but his voice is so slow and so low as to be nearly

unintelligible.

THREEPIO: Mmmm. Oh, my. Uh, I, uh -- Take this off! I, uh, don't mean

to intrude here. I, don't, no, no, no...Please don't get up. No!

Chewie looks at Threepio in bewilderment, then scratches

his furry head. He gets an idea and adjusts some connections,

whereupon Threepio immediately begins speaking normally.

THREEPIO: Stormtroopers? Here? We're in danger. I must tell the

others. Oh, no! I've been shot!

INTERIOR: CLOUD CITY -- PRISON ENTRY AREA

Darth Vader strides through the room as two stormtroopers

prepare an elaborate torture mechanism. Han is strapped to a

rack which tilts forward onto the torture device. Vader

activates the mechanism, creating two bursts of sparks, one of

which strikes Han's face.

The door opens, and Darth Vader moves to the holding

chamber, where Lando and Boba Fett await him.

INTERIOR: CLOUD CITY -- HOLDING CHAMBER

LANDO: Lord Vader.

VADER: (to Fett) You may take Captain Solo to Jabba the Hut after I

have Skywalker.

Han's screams filter through the torture room door.

BOBA FETT: He's no good to me dead.

VADER: He will not be permanently damaged.

LANDO: Lord Vader, what about Leia and the Wookiee?

VADER: They must never again leave this city.

LANDO: That was never a condition of our agreement, nor was giving Han

to this bounty hunter!

VADER: Perhaps you think you're being treated unfairly.

LANDO: No.

VADER: Good. It would be unfortunate if I had to leave a garrison

here.

Vader turns and sweeps into the elevator with Boba Fett.

Lando walks swiftly down another corridor, muttering to

himself.

LANDO: This deal's getting worse all the time.

INTERIOR: CLOUD CITY -- LARGE CELL

Chewie now has a little more of Threepio back together. One

arm is connected, but the legs are yet to be attached. There

is one small problem, however. It seems the Wookiee has

managed to put the droid's head on backwards.

THREEPIO: Oh, yes, that's very good. I like that. Oh! Something's not

right because now I can't see. Wait. Wait! Oh, my! what have you done?

I'm backwards, you stupid furball. Only an overgrown mophead like you

would be stupid enough...

Threepio is cut off in mid-sentence as Chewie angrily

deactivates a circuit and the droid shuts down. The Wookiee

smells something and sits up. The door to the chamber slides

open and a ragged Han Solo is shoved into the room by two

stormtroopers. Barking his concern, the huge Wookiee gives Han

a big hug. Han is very pale, with dark circles under his eyes.

HAN: I feel terrible.

Chewie helps Han to a platform and then turns as the door

slides open revealing Leia. She, too, looks a little worse for

wear. The troopers push her into the cell, and the door slides

closed. She moves to Han, who is lying on the platform, and

kneels next to him, gently stroking his head.

LEIA: Why are they doing this?

HAN: They never even asked me any questions.

The cell door slides open. Lando and two of his guards

enter.

LEIA: Lando.

HAN: Get out of here, Lando!

LANDO: Shut up and listen! Vader has agreed to turn Leia and Chewie

over to me.

HAN: Over to you?

LANDO: They'll have to stay here, but at least they'll be safe.

LEIA: What about Han?

LANDO Vader's giving him to the bounty hunter.

LEIA: Vader wants us all dead.

LANDO: He doesn't want you at all. He's after somebody called

Skywalker.

HAN: Luke?

LANDO: Lord Vader has set a trap for him.

Leia's mind is racing.

LEIA: And we're the bait.

LANDO: Well, he's on his way.

Han's rage peaks.

HAN: Perfect. You fixed us all pretty good, didn't you? (spits it out)

My friend!

Han hauls off and punches Lando. The two friends are

instantly engaged in a frantic close-quarters fight. The

guards hit Han with their rifle butts and he flies across the

room. Chewie growls and starts for the guards. They point

their laser weapons at the giant Wookiee, but Lando stops

them.

LANDO: Stop! I've done all I can do. I'm sorry I couldn't do better,

but I have my own problems.

HAN: Yeah, you're a real hero.

Lando and the guards leave. Han wipes the blood from his

chin as Leia and Chewie help him up.

LEIA: (dabs at his wound) You certainly have a way with people.

INTERIOR: CLOUD CITY -- CARBON-FREEZING CHAMBER

Four armor-suited stormtroopers stand at the ready in the

large chamber, which is filled with pipes and chemical tanks.

In the middle of the room is a round pit housing a hydraulic

platform. Darth Vader and Lando stand near the platform.

VADER: This facility is crude, but it should be adequate to freeze

Skywalker for his journey to the Emperor.

An Imperial soldier appears.

IMPERIAL SOLDIER: Lord Vader, ship approaching. X-wing class.

VADER: Good. Monitor Skywalker and allow him to land.

The soldier bows and leaves the chamber.

LANDO: Lord Vader, we only use this facility for carbon freezing. If

you put him in there, it might kill him.

VADER: I do not want the Emperor's prize damaged. We will test it...on

Captain Solo.

Lando's face registers dismay.

EXTERIOR: SPACE -- BESPIN SYSTEM -- LUKE'S X-WING

Luke's X-wing moves through the clouds as it nears the

city.

INTERIOR: LUKE'S X-WING -- COCKPIT

Encountering no city guards, Luke scans the display panel

with concern.

INTERIOR: CLOUD CITY -- CARBON-FREEZING CHAMBER

There is a great activity on the carbon-freezing platform.

Six Ugnaughts frantically prepare the chamber for use. A

special coffinlike container is put in place. With Boba Fett

in the lead, a squad of six stormtroopers brings in Han, Leia

and Chewie. Strapped to Chewie's back, with only his head,

torso, and one arm assembled, is Threepio. Threepio's head

faces the opposite direction from Chewie's and the droid is

constantly twisting around in a vain effort to see what is

happening. His one attached arm is animate and expressive,

intermittently pointing, gesturing, and covering his eyes. The

remaining pieces of his body are randomly bundled to the

Wookiee's back so that his legs and other arm stick out at odd

angles from the pack.

THREEPIO: If only you had attached my legs, I wouldn't be in this

ridiculous position. Now, remember, Chewbacca, you have a

responsibility to me, so don't do anything foolish.

HAN: (to Lando) What's going on...buddy?

LANDO: You're being put into carbon freeze.

Boba Fett moves away from the group to Darth Vader.

BOBA FETT: What if he doesn't survive? He's worth a lot to me.

VADER: The Empire will compensate you if he dies. Put him in!

Realizing what is about to happen, Chewie lets out a wild

howl and attacks the stormtroopers surrounding Han. Within

seconds, other Imperial reinforcements join the scuffle,

clubbing the giant Wookiee with their laser weapons. From the

instant of Chewie's first move, Threepio begins to scream in

panic while he tries to protect himself with his one arm.

THREEPIO: Oh, no! No, no, no! Stop, Chewbacca, stop...!

The stormtroopers are about to bash Chewie in the face.

HAN: Stop, Chewie, stop! Do you hear me? Stop!

THREEPIO: Yes, stop, please! I'm not ready to die.

Han breaks away from his captors. Vader nods to the guards

to let him go and the pirate breaks up the fight.

HAN: Chewie! Chewie, this won't help me. Hey!

Han gives the Wookiee a stern look.

HAN: Save your strength. There'll be another time. The princess -- you

have to take care of her. You hear me?

Han winks at the Wookiee, who wails a doleful farewell.

In a flash the guards have slipped binders on Chewbacca,

who is too distraught to protest. Han turns to Princess Leia.

They look sorrowfully at one another, then Han moves toward

her and gives her a final, passionate kiss.

LEIA: I love you!

HAN: I know.

Tears roll down Leia's face as she watches the dashing

pirate walk to the hydraulic platform. Han looks one final

time at his friends -- and then, suddenly, the platform drops.

Chewie howls. Leia turns away in agony. Lando winces in

sorrow; it makes a life-changing impression on him.

Instantly, fiery liquid begins to pour down in a shower of

sparks and fluid as great as any steel furnace. Holding Leia,

Chewie half-turns away from the sight, giving Threepio a view

of the procedure.

THREEPIO: What...what's going on? Turn around, Chewbacca, I can't see.

Oh...they've encased him in carbonite. He should be quite

well-protected -- if he survives the freezing process, that is.

Chewie is in no mood for technical discussion; he gives the

droid an angry glance and barks.

A huge mechanical tong lifts the steaming metal-encased

space pirate out of the vat and stands him on the platform.

Some Ugnaughts rush over and push the block over onto the

platform. They slide the coffinlike structure to the block and

lift the metal block, placing it inside. They then attach an

electronic box onto the structure and step away.

Lando kneels and adjusts some knobs, measuring the heat. He

shakes his head in relief.

VADER: Well, Calrissian, did he survive?

LANDO: Yes, he's alive. And in perfect hibernation.

Vader turns to Boba Fett.

VADER: He's all yours bounty hunter. Reset the chamber for Skywalker.

IMPERIAL OFFICER: Skywalker has just landed, my lord.

VADER: Good. See to it that he finds his way here. Calrissian, take

the princess and the Wookiee to my ship.

LANDO: You said they'd be left in the city under my supervision.

VADER: I am altering the deal. Pray I don't alter it any further.

Lando's hand instinctively goes to his throat as he turns

to Leia, Chewie, and Threepio.

INTERIOR: CLOUD CITY -- CORRIDOR -- DAY

As Luke and Artoo move carefully down a deserted corridor,

they hear a group of people coming down a side hallway. Artoo

lets out an excited series of beeps and whistles. Luke glares

at the tiny droid, who stops in his tracks with a feeble

squeak.

Boba Fett enters from a side hallway followed by two guards

pushing the floating, encased body of Han Solo. Two

stormtroopers, who follow, immediately spot Luke and open fire

on him. The youth draws his weapon and blasts the two

troopers before they can get off a second shot. The two guards

whisk Han into another hallway as Fett lowers his arm and

fires a deadly laser at Luke, which explodes to one side and

tears up a huge chunk of wall.

Luke rushes to a side hallway, but by the time he reaches

it, Fett, Han, and the guards are gone. A think metal door

blocks the passage. Luke turns to see Leia, Chewie, Threepio,

and Lando being herded down a second hallway by several other

stormtroopers. Leia turns just in time to see Luke.

LEIA: Luke! Luke, don't -- it's a trap! It's a trap!

Before she can finish, she is pulled through a doorway and

disappears from sight. Luke races after the group, leaving

little Artoo trailing behind.

INTERIOR: CLOUD CITY -- ANTEROOM

Luke runs into an anteroom and stops to get his bearings.

Leia and the others are nowhere to be seen. Behind Luke, Artoo

scoots down the corridor toward the anteroom when suddenly a

giant metal door comes slamming down, cutting off Luke's exit.

Several more doors clang shut, echoing through the chamber.

INTERIOR: CLOUD CITY -- HALLWAY LEADING TO ANTEROOM

Artoo stands with his nose pressed against the giant metal

door. He whistles a long sigh of relief and, a little dazed,

wanders off in the other direction.

INTERIOR: CLOUD CITY -- CARBON-FREEZING CHAMBER -- ANTEROOM

Luke cautiously walks forward among hissing pipes and

steam. Seeing an opening above him, he stops to look up. As he

does, the platform he stands on begins to move.

INTERIOR: CLOUD CITY -- CARBON-FREEZING CHAMBER

Luke rises into the chamber, borne by the platform. The

room is deathly quiet. Very little steam escapes the pipes and

no one else seems to be in the large room. Warily, Luke walks

toward the stairway.

Steam begins to build up in the chamber. Looking up through

the steam, Luke sees a dark figure standing on a walkway above

him. Luke holsters his gun and moves up the stairs to face

Vader. He feels confident, eager to engage his enemy.

VADER: The Force is with you, young Skywalker. But you are not a Jedi

yet.

Luke ignites his sword in answer. In an instant, Vader's

own sword is lit. Luke lunges, but Vader repels the blow.

Again Luke attacks, and the swords of the two combatants clash

in battle.

INTERIOR: CLOUD CITY -- CORRIDOR

Leia, Lando, and Chewie, with Threepio on his back, march

along, guarded by six stormtroopers. The group reaches an

intersection where Lobot and a dozen of Lando's guards stand

at attention.

The guards immediately aim their weapons at the startled

stormtroopers. Taking the stormtroopers' weapons from them,

Lobot hands one to Leia and one to Lando.

LANDO: Well done. Hold them in the security tower -- and keep it

quiet. Move.

As Lando's guards quickly march the stormtroopers away,

Lando begins to undo Chewie's binding.

LEIA: What do you think you're doing?

LANDO: We're getting out of here.

THREEPIO: I knew all along it had to be a mistake.

Chewie turns on Lando and starts to choke him.

LEIA: Do you think that after what you did to Han we're going to trust

you?

Lando tries to free himself from Chewie.

LANDO: (choking) I had no choice...

Chewie barks ferociously.

THREEPIO: (to Chewie) What are you doing? Trust him, trust him!

LEIA: Oh, so we understand, don't we, Chewie? He had no choice.

LANDO: I'm just trying to help...

LEIA: We don't need any of your help.

LANDO: (choking) H-a-a-a...

LEIA: What?

THREEPIO: It sounds like Han.

LANDO: There's still a chance to save Han...I mean, at the East

Platform...

LEIA: Chewie.

Chewie finally releases Lando, who fights to get his breath

back.

THREEPIO: (to Lando) I'm terribly sorry about all this. After all,

he's only a Wookiee.

EXTERIOR: CLOUD CITY -- EAST LANDING PLATFORM -- BOBA FETT'S SHIP

The two guards slide Han's encased body into an opening in

the side of the bounty hunter's ship. Boba Fett climb aboard

on a ladder next to the cargo hold.

BOBA FETT: Put Captain Solo in the cargo hold.

And with that, the door slams shut.

INTERIOR: CLOUD CITY -- CORRIDOR

Lando, Leia, and Chewie run down a Cloud City corridor when

suddenly they spot Artoo who rushes toward them, beeping

wildly.

THREEPIO: Artoo! Artoo! Where have you been?

Chewie turns around to see the stubby droid, causing

Threepio to be spun out of sight of his friend.

THREEPIO: Turn around, you wooly...! (to Artoo) Hurry, hurry! We're

trying to save Han from the bounty hunter!

Whistling frantically to Threepio, Artoo scoots along with

the racing group.

THREEPIO: Well, at least your still in one piece! Look what happened

to me!

EXTERIOR: EAST LANDING PLATFORM -- SIDE BAY

An elevator door slides open and Lando, Leia, and Chewbacca

race for a large bay overlooking the East Landing Platform.

Just as they arrive, Boba Fett's ship takes off against a

cloudy sunset sky.

In wild anguish, Chewie howls and starts firing at the

ship.

THREEPIO: Oh, no! Chewie, they're behind you!

A laser bolt explodes near the princess. Everyone turns to

see what Threepio has already spotted coming from the other

direction; a squad of stormtroopers running toward them. Artoo

peeks out from the elevator.

Leia and Chewbacca start firing at the troopers as Lando

makes a break for the elevator. Laser bolts continue to

explode around the princess and the Wookiee, but they refuse

to budge. Lando sticks his head out of the elevator and

motions for the pair to run, but they barely notice. They seem

possessed, transported, as all the frustration of captivity

and anger of loss pour through their death-dealing weapons.

But after a few moments, they begin to move through the

rain of laser fire toward the elevator. Once they are inside,

the door slams shut and the stormtroopers race forward.

INTERIOR: CLOUD CITY -- CARBON-FREEZING CHAMBER

Luke and Vader are locked in combat on the platform

overlooking the chamber. Their swords clash, the platform

sways. Luke aggressively drives Vader back, forcing Vader to

use defensive tactics.

VADER: You have learned much, young one.

LUKE: You'll find I'm full of surprises.

Vader makes two quick moves, hooking Luke's sword out of

his hand and sending it flying. Another lightning move at

Luke's feet forces the youth to jump back to protect himself.

Losing his balance, Luke rolls down the stairs to the circular

carbon-freezing platform. There he sprawls on the floor,

surprised and shaken. Just in time he looks up to see Vader,

like a giant black bird, flying right at him. Luke rolls away

as Vader lands. Crouching, Luke keeps his gaze steadily on his

enemy.

VADER: Your destiny lies with me, Skywalker. Obi-Wan knew this to be

true.

LUKE: No!

Behind Luke the hydraulic elevator cover has opened

noiselessly. All the while, Luke slowly, cautiously moves

back, away from the Dark Lord.

Suddenly, Vader attacks so forcefully that Luke loses his

balance and falls back into the opening. There is a rumble,

and in an instant freezing steam rises to obscure Vader's

vision. Vader turns aside and deactivates his sword.

VADER: All to easy. Perhaps you are not as strong as the Emperor

thought.

Through the steam behind Vader something blurs upward.

Liquid metal begins to pour into the pit.

Vader turns around -- and then looks up. He sees Luke, who

has leaped fifteen feet straight up and who now hangs from

some hoses on the carbonite outlet.

VADER: Impressive...most impressive.

Luke jumps down to the platform where he is separated from

Vader by the steaming carbonite pit. He raises his hand. His

sword, which had fallen on another part of the platform,

swiftly jumps into his outstretched hand and is instantly

ignited. Vader immediately lights his sword as well.

VADER: Obi-Wan has taught you well. You have controlled your fear...

now release your anger.

Luke is more cautious, controlling his anger. He begins to

retreat as Vader goads him on. As Luke takes a defensive

position, he realizes he has been foolhardy. A quick sword

exchange and Luke forces Vader back. Another exchange and

Vader retreats. Luke presses forward.

VADER: Only your hatred can destroy me.

Breathing hard, Luke jumps in the air, turning a somersault

over Vader. He lands on the floor and slashes at Vader as the

room continues to fill up with steam.

Vader retreats before Luke's skillful sword. Vader blocks

the sword, but looses his balance and falls into the outer rim

of pipes. The energy Luke has used to stop Vader has brought

him to the point of collapse. Luke moves to the edge and looks

down, but sees no sign of Vader. He then deactivates his

sword, hooks it on his belt, and lowers himself into the pit.

INTERIOR: CLOUD CITY -- TUNNEL AND REACTOR CONTROL ROOM

Moving through a tunnellike entrance, Luke cautiously

approaches the reactor room. He ignites his sword and moves

into the room and toward a large window as Vader enters.

Luke raises his sword and moves forward to attack.

Behind Luke a large piece of machinery detaches itself from

the wall and comes smashing forward toward his back. Luke

turns and cuts it in half just as another machine comes

hurtling at him. Using the Force, Luke manages to deflect it

and send it flying as if it had hit an invisible shield. A

large pipe detaches and comes flying at Luke. He deflects it.

Sparking wires pull out of the wall and begin to whip at the

youth. Small tools and equipment come flying at him.

Bombardment from all sides, Luke does his best to deflect

everything, but soon he is bloodied and bruised. Finally, one

machine glances off his and goes flying out the large window.

A fierce wind blows into the room, unmoving, stands the dark,

rocklike figure of Vader.

A piece of machinery hits Luke and he is knocked out of the

window.

INTERIOR: GANTRY -- OUTSIDE CONTROL ROOM -- REACTOR SHAFT

Luke falls onto the gantry, rolls, and hangs over the edge,

holding his deactivated sword in hand. He puts the sword on

his belt and begins to scramble up.

INTERIOR: CLOUD CITY -- CORRIDOR LEADING TO LANDING PLATFORM

Leia, Lando, Chewie and the droids come round a corner and

head for the door to the landing platform. They glimpse the

Millennium Falcon for a moment before the door slams shut. The

group ducks into an alcove as stormtroopers arrive at the end

of the corridor. The troopers send a rain of laser bolts at

the group. Chewie returns their fire as Lando punches

desperately at the door's control panel.

LANDO: The security codes has been changed!

THREEPIO: Artoo, you can tell the computer to override the security

system.

Threepio points to a computer socket on the control panel.

Artoo beeps and scoots toward it. Lando meanwhile has

connected up to the panel's intercom.

LANDO: Attention! This is Lando Calrissian. The Empire has takes

control of the city. I advise everyone to leave before more Imperial

troops arrive.

Artoo takes off a computer cover and sticks his computer

arm into the socket. Suddenly, a short beep turns into a wild

scream. Artoo's circuits light up, his head spins wildly, and

smoke begins to seep out underneath him. Quickly, Chewie pulls

him away.

LANDO: This way.

Lando, Leia, Artoo, and Chewie flee down the corridor. As

he scoots along with them, Artoo sends some angry beeps

Threepio's way.

THREEPIO: Don't blame me. I'm an interpreter. I'm not supposed to know

a power socket from a computer terminal.

INTERIOR: CLOUD CITY -- CORRIDOR

In a panic, Cloud City residents are trying to get out of

the city. Some carry boxes, others packages. They run, then

change direction. Some are shooting at stormtroopers, others

simply try to hide.

Other stormtroopers pursue Lando, Leia, and Chewie who are

firing back at them. Artoo works on another door to the

landing platform while Threepio berates him for his seeming

ineptitude.

THREEPIO: What are you talking about? We're not interested in the

hyperdrive on the Millennium Falcon. It's fixed! Just open the door,

you stupid lump.

Chewie, Leia, and Lando retreat along the corridor. A

triumphant beep from Artoo -- and the door snaps open.

THREEPIO: (to Artoo) I never doubted you for a second. Wonderful!

Artoo lays a cloud fog, obscuring everything, as the group

dashes outside.

EXTERIOR: LANDING PLATFORM -- CLOUD CITY -- DUSK

They race for the Millennium Falcon as a battalion of

stormtroopers reaches the main door. Lando and Leia hold off

the troops as the droids get on board with Chewie. As Chewie

bounds to the ship the Threepio on his back, Threepio hits his

head on the top of the ramp.

THREEPIO: Ouch! Oh! Ah! That hurt, Bend down, you thoughtless...Ow!

Chewie starts up the ship. The giant engines begin to whine

as Lando and Leia race up the ramp under a hail of laser fire.

LANDO: Leia! Go!

INTERIOR: MILLENNIUM FALCON -- CORRIDOR

Artoo drags the partially assembled Threepio down the

corridor of the Falcon.

THREEPIO: I thought that hairy beast would be the end of me. Of

course, I've looked better.

Artoo beeps understandingly.

INTERIOR: MILLENNIUM FALCON -- COCKPIT

Chewie works the controls as Leia sits in Han's seat and

Lando watches over their shoulders. As Chewie pulls back on

the throttle, the ship begins to move.

EXTERIOR: CLOUD CITY -- LANDING PLATFORM -- DUSK

The Millennium Falcon lifts gracefully into the twilight

sky and roars away from the city. Troops fire after it and TIE

fighters take off in pursuit.

INTERIOR: GANTRY -- OUTSIDE CONTROL ROOM -- REACTOR SHAFT

Luke moves along the railing and up to the control room.

Vader lunges at him and Luke immediately raises his lit sword

to meet Vader's. Sparks fly as they duel, Vader gradually

forcing Luke backward toward the gantry.

VADER: You are beaten. It is useless to resist. Don't let yourself be

destroyed as Obi-Wan did.

Luke answers by rolling sideways and thrusting his sword at

Vader so viciously that he nicks Vader on the shoulder. The

black armor sparks and smokes and Vader seems to be hurt, but

immediately recovers.

Luke backs off along the narrow end of the gantry as Vader

comes at him, slashing at the young Jedi with his sword. Luke

makes a quick move around the instrument complex attached to

the end of the gantry. Vader's sword comes slashing down,

cutting the complex loose; it begins to fall, then is caught

by the rising wind and blown upward.

Luke glances at the instrument complex floating away. At

that instant, Vader's sword comes down across Luke's right

forearm, cutting off his hand and sending his sword flying.

In great pain, Luke squeezes his forearm under his left armpit

and moves back along the gantry to its extreme end. Vader

follows. The wind subsides. Luke holds on. There is nowhere

else to go.

VADER: There is no escape. Don't make me destroy you. You do not yet

realize your importance. You have only begun to discover you power.

Join me and I will complete your training. With our combined strength,

we can end this destructive conflict and bring order to the galaxy.

LUKE: I'll never join you!

VADER: If you only knew the power of the dark side. Obi-Wan never told

you what happened to your father.

LUKE: He told me enough! He told me you killed him.

VADER: No. I am your father.

Shocked, Luke looks at Vader in utter disbelief.

LUKE: No. No. That's not true! That's impossible!

VADER: Search your feelings. You know it to be true.

LUKE: No! No! No!

VADER: Luke. You can destroy the Emperor. He has foreseen this. It is

your destiny. Join me, and we can rule the galaxy as father and son.

Come with me. It's the only way.

Vader puts away his sword and holds his hand out to Luke.

A calm comes over Luke, and he makes a decision. In the

next instant he steps off the gantry platform into space. The

Dark Lord looks over the platform and sees Luke falling far

below. The wind begins to blow at Vader's cape and the torrent

finally forces him back, away from the edge. Th