Written by Matt Greenberg & Guillermo del Toro

FADE IN:

THE SCREEN

Stygean darkness.

Wet CLICKING SOUNDS. A BEAM of purplish ULTRA-VIOLET LIGHT
reveals a mosaic of moving forms... COCKROACHES. They skitter
restlessly under the beam's intensity. SERIES OF SHOTS -- the
UV Beam passing over various parts of the space. Pipe webs,
walls, girders -- all covered with the insects. Thousands of
them.

PULL BACK TO REVEAL

INT. SEWER SYSTEM

Innards of steel. A vast maze of tunnels.

A GROUP OF FIGURES advances through the tunnels with handheld
UV lamps.

The figures are dressed in gray air-tight NEOPRENE SUITS,
their faces hidden by skin tight MASKS and bug-like NIGHT
VISION GOGGLES. In the dense silence, respirator valves HISS-
CLICK at the corner of their lips in mechanical rhythm.

The scene has a dream-like, choreographed quality.

NIGHT-VISION POV

Eerie, aquatic green. The horde of insects appear to be some
kind of sea-life, crawling over the floor of a dead ocean.

THE TEAM OF FIGURES

From their midst appears another FIGURE, its neoprene suit a
flat WHITE. Female, clearly the TEAM LEADER.

She carries a stainless steel CONTAINER filled with twenty
small compartments, each bearing a large, heavy-shelled roach
with a different BARCODE on their back.

JUDAS ROACHES.

She kneels and opens the

CASE

TCHK!! A dozen of the Judas roaches are released. They slide
through into the area.

THE NEARBY ROACHES

react instantaneously. In a rustle of tiny legs, they begin
to stream toward the Judases.

Jostle and fight each other for position to mate with them.

They even crawl over the Team Leader in an effort to reach
the Judases. The Team Leader makes no effort to brush them
off. Patient, almost godlike, she watches the MATING.

LATER

A MANHOLE has been opened above. CHAINS are dropped down and
attached by a Team Member to A 100-GALLON DISPOSAL DRUM.

REVEAL the floor of the tunnel, carpeted with the still forms
of the roaches, now all DEAD.

The Team Members quietly shovel the tiny corpses into other
disposal drums.

At their feet skitter the only survivors of the massacre:
the bar-coded Judas Roaches.

In a crunch of machinery, the first disposal drum is lifted
by the chains through the manhole to

EXT. A CITY STREET - DAY

MIDTOWN MANHATTAN. A cacophony of SOUND and LIGHT.

Dirty snow drifts over Bryant Park. Emergency lights blink
everywhere. A wall of cars sits on Sixth Avenue, stopped
dead. Exhaust fumes hang in the air. Jaded TRAFFIC COPS send
the cars on crosstown detours.

Mounted policemen patrol a line of yellow sawhorses near
dozens of Department of Public Health vehicles, angle-parked
in a military phalanx.

A monumental ribcage-like scaffolding has been erected in the
middle of the street, "sealing" the area with amber plastic.

Inside, UNIFORMED WORKERS take the disposal drum of roaches
and toss it into one of a number of huge DUMPSTERS.

The Team Leader watches from nearby, exhauster. Her mask is
off. We see her face: Enthomologist SUSAN WYETH, 28.

An ARM gently drapes over her shoulder.

PETER (OS)
How we doing?

She looks over at DR. PETER TYLER, 34, bespectacled. A
HEADSET around his neck, a coat emblazoned with the
DEPARTMENT OF HEALTH logo. He has the look of a man who's
just fought a long battle and come out victorious.

SUSAN
We'll see...

He offers her a bite of a PAY DAY CANDYBAR. Susan smiles,
shakes her head. She wearily leans against him.

Peter looks out as the dumpster filled with roaches is raised
by MECHANICAL ARMS into the waiting maw of the dump truck.

THE SCREEN. DARKNESS.

A voice, a somber bas-relief in the darkness.

ANCHORMAN (VO)
Strickler's Disease crept into Manhattan
like a thief in the night, claiming its
first hundred victims before it was even
classified.

INT. HOSPITAL - NIGHT - FLOATING SHOT

We FLOAT through a long hospital ward.

Past ROWS of illuminated oxygen tents, pulsating softly in
the dark like cocoons of light.

ANCHORMAN (VO)
Most were children under ten.

TRACK past tents. BODIES OF SMALL CHILDREN inside, wrapped
in white sheets, hooked up to IVs or breathing apparatus.
Skeletal hands, parched lips, glazed eyes.

BELLOWS of respirators push in and out, labored, failing.

IMAGE RESOLVES TO A VIDEO ON A SCREEN.

PULL BACK to reveal a number of SCREENS, each with a
different set of images. We are in a NEWS VAN. A
TECHNICIAN and DIRECTOR sit watching.

The voice belongs to an ANCHORMAN who's now overimposed.

ANCHORMAN
Only after the numbers had reached into
the thousands were officials able to
identify the carrier of the deadly
infection...

DIRECTOR
Cut to three.

The Technician manipulates the controls. On another screen
we see them cut to STOCK NEWS FOOTAGE: regular cockroaches,
crawling on garbage.

ANCHORMAN
Blattida Germanica. The common
cockroach.

DIRECTOR
(To a RUNNER)
Tell them we're ready for a live feed.

EXT. OUTSIDE VAN - CITY HALL - DUSK

The runner exits the News Van. Other such vehicles parked
nearby. A CROWD of ONLOOKERS, REPORTERS and a gaggle of
PROTESTERS with handpainted signs.

Gliding past them, we pick up sound bites...

REPORTER 1
...an insect that has proven virtually
immune to chemical control...

REPORTER 2
...the announcement by the Health
Department that an end to the nightmare
has finally...

REPORTER 3 is interviewing a Greenpeace PROTESTER who is
holding up a photograph of Susan.

REPORTER 3
...an ex-colleague of Doctor Susan
Wyeth...

PROTESTER
...Susan has always been opposed to
biological tampering. A real advocate
for ecological causes, it's not...

MOVE past them to further inside of the perimeter...

INT. AUDITORIUM - CITY HALL

A NEWS CONFERENCE in progress. A packed house. T.V.
monitors spaced ever 10 seats or so. In the audience, the
MAYOR OF NEW YORK and various CITY OFFICIALS, listening to

Peter, speaking at the podium with the ease and enthusiasm of
a public servant still untainted by bureaucracy.

ON A TV MONITOR

While Peter talks, a news title appears at the bottom of the
screen: PETER TYLER. DEPUTY DIRECTOR, DEPARTMENT OF HEALTH.

PETER
(wrapping up)
...in Nature, evolution is a long,
leisurely conversation between an
organism and its environment. We,
however, did not have the luxury of
time...

Susan is waiting in the wings. She observes the audience.

She notices that the entire front row is composed of CHILDREN
who have survived Strickler's. Leg and arm braces, facial
scarring...

He nods at Susan, who takes the podium, adjusting her jacket,
slightly ill at ease in her business suit. She clears her
throat, speaks softly.

SUSAN
With the aid of genetic labs throughout
the country, we recombined cockroach DNA
with genetic information from termites
and mantids. We were able to create a
biological counter-agent. A new ally, if
you will...

She places a clear container on the podium for all to see.

SUSAN
Blattida Traditor.

♥♥ CONTAINER

One of the Judas roaches skitters about in the container.

SUSAN (OS)
The "Judas Roach".

Cameras FLASH. MURMURS from the audience.

SUSAN
The Judas is a non-carrier of Stricklers,
with a short life-span and heightened
pheromone emission.

On the back row she can see some ecological hand-painted
signs being raised in silent protest. She stumbles for a
second, then resumes her speech.

SUSAN
The female is basically a sexual magnet;
common males travelled miles and fought
for the right to mate with them.

The audience is rapt.

SUSAN
When they did, they took away something
else we added -- a hormone, passed
through sexual congress that causes their
metabolism to go into overdrive. No
matter what the