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TRANSCRIPT:
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ACT 1.

[INT/EXT. Tunnel. Day.]

(A helicopter and squad cars block the entrance to the tunnel, as the brothers race after Kellerman. The men explode through the access door and continue their run.)

Kellerman: I know the way out!

(They jump into Kellerman's black SUV and he races away.)

[EXT. Access Route. Day.]

Trooper (into radio): I want a team flanking the west. Give me another team down by the river.

(He suddenly hears a cell phone ringing and opens the access door. He finds Mahone, slumped over on the stairs, unconscious.)

Trooper: Man down! Give me a Medivac! ASAP! (He reaches into Mahone's pocket and pulls out his cell phone to answer it.) Officer Tuggle.

CUT TO: Kim, in his office, looking very confused.

Kim: Officer Tuggle?! I'm looking for Alexander Mahone. I'm his direct supervisor.

Trooper: I'm sorry to tell you this, sir, but your boy's been shot.

[INT. Kellerman's Car. Day.]

Michael: Who are you?

Kellerman: I used to work for the president.

Michael: Why are you helping us?

Kellerman: Lay down on the floor. Now.

(Michael and Lincoln obey, as Kellerman pulls up to a roadblock.)

[EXT. Road. Day.]

Kellerman (hands over his badge): Federal Agent. Let me through.

Officer: Air support is telling us that they saw your vehicle traveling alone down Route 46.

Kellerman: 46 is a possible exit route for the convicts. I was securing it.

Officer: No offence, sir, but we're searching every vehicle.

Kellerman: No offence, you either let me through or you get me a supervisor.

Officer: I'm supervising this roadblock, Agent Kellerman. I'm sorry, but I need you to get out of the vehicle.

(Kellerman gets out of the car.)

Kellerman: Sergeant, uh...Humphries. Burrows and Scofield have been loose for less than 10 minutes. That means that at this stage every second is critical. So if you detain me for one moment more, I will have all of your jobs. (He dials on his cell phone) Do you understand me?

(He puts the phone to his ear. The officer stares at him gamely, but then another officer walks over.)

Officer 2: Go ahead.

Officer: What?!

Officer 2: Just let him go.

(In the car, Michael and Lincoln exchange glances. Kellerman gets back in the car and drives off.)

[INT. Kellerman's Car. Day.]

(Michael and Lincoln sit up again.)

Michael: You still haven't answered my question.

Kellerman: Why am I helping you? Because the enemy of my enemy is my friend.

Michael: You said something about taking down the president. I assume you have a plan.

Kellerman: I do.

(Lincoln stares ahead grimly, remembering something.)

*FLASHBACK*

Lincoln lies on the floor after the accident with the Fox River transport vehicle.

Kellerman: I used to have a Great Dane. We had to put her down. It was very peaceful.

Kellerman holds a black glove over Lincoln's face. Lincoln struggles to breathe.

Kellerman: Shh. One minute she was breathing, the next she wasn't.

*END FLASHBACK*

(Lincoln looks over at Kellerman, furious.)

*FLASHBACK*

Lincoln is in the car scrapyard. Kellerman points his gun at him.

Kellerman: Turn around.

*END FLASHBACK*

(Lincoln launches himself at Kellerman, hitting him hard over the head. Kellerman slams on the breaks, bringing the SUV to a sharp halt at the side of the road. Lincoln jumps out and races round to the driver side where he drags a dazed Kellerman from the ground.)

Lincoln: Get up! (He points his gun at Kellerman's head.) Give me one good reason why I shouldn't blow your brains out!

Kellerman: Because I can give you the one thing that's gonna set you free. I know where Terrence Steadman is.

OPENING CREDITS.

[EXT. Roadside. Day.]

(Kellerman holds his hands up as Lincoln keeps the gun trained on him.)

Michael: How do you know where Steadman is?

Kellerman: Because I arranged this whole thing.

Lincoln: You arranged to set me up.

Kellerman: That's right.

Lincoln: You arranged the killing of all the people I know.

Kellerman: I was given orders. I executed those orders. And now I have a bullseye on my chest, just like you two.

Lincoln (to Michael): I don't trust him.

Kellerman: Hey. If I wanted you dead... (He takes another gun out of his pocket) ... you'd be dead. You guys want to keep running, fine. You wanna be free, get in the car. Last time I'm gonna offer.

[Title Card: Joliet, Illinois. Fox River Penitentiary.]

[EXT. Prison Yard. Day.]

(Bellick stands alone in the yard looking lost. A black, physically massive inmate, Banks, shouts to him.)

Banks: What's up, Fish? Looks like you're having a tough time of it.

Bellick: I'm all right.

Banks: Well, I'm just curious. Why don't you hang out with the rest of the ex-guards that are locked up here? Oh, yeah...there ain't any. It's just you.

(He and his buddies laugh. Bellick spies Stolte patrolling outside and makes to walk over to him.)

Banks: Hey, hold. Hold up, hold up. Now, I got what's called a mutual beneficial arrangement in my mind. I'll look out after you. Make sure nobody get up in your mix. And all you got to do is bring me your dessert after the next meal. It's real simple.

Bellick: I'm just looking to do my time. I don't want any trouble.

Banks: Yeah. It's what you want, and it's what I want. Your dessert after the next chow. You bring it to me. You got it?

Bellick: No. Wrong guy.

(Banks punches Bellick across the face.)

Stolte: Hey! Break it up, convicts!

Banks: We're good, boss. We're good. (He laughs, menacingly.) You bring me my treat, or this goes next level. Do you understand?

Inmate: He asked you a question, boy.

Bellick (quietly): Yeah.

Banks: I ain't hear him. You?

Inmate: I ain't hear him.

Bellick: Yeah. Okay.

Banks: See how easy that was? We're gonna be good friends now.

[Title Card: Ness City, Kansas.]

[INT. Susan's House. Day.]

T-Bag: There's no reason for you to be scared, Susie Q. Because, you see, I've forgiven you. And you, in turn, can forgive me for my indiscretions which are so far in the past they're nothing but specks in our respective rear views. (He reaches out and strokes her face gently.) It's been such a long time. You look lovely.

Susan (takes his hand in hers): Okay. Let's go. Right now. We can go away. Spend some time together.

T-Bag: Susan, I am not a Victrola, so please don't play me like one. There is not a white man's chance in Harlem you'd ever leave your children behind.

Susan: I'm sorry.

T-Bag: Don't fret, now. When you came to Fox River, and you spat at me like I was some kind of rabid animal...I was happy. Because such a visceral reaction could only come from a woman who still cares.

Susan: The children don't know anything. I didn't want to scare them so I never told them about you, so please don't...

T-Bag (turns away and smiles): That is so perfect.

(Susan backs into a hall cabinet and opens the drawer behind her back - there's a gun in it. But T-Bag turns around again and she closes it quickly.)

T-Bag: Because you know what we got here now? We got ourselves a clean slate. Right?

[INT. Kellerman's Car. Day.]

(Kellerman drives down the road.)

Michael: So, this is the conspiracy, huh? A bunch of little boys in suits running around trying to kill each other? It's pathetic.

Kellerman: Well, you were a little more formidable than we anticipated.

Lincoln: We don't need compliments out of you, jackass.

Kellerman: Oh, yes, there it is. The winning Burrows personality.

Lincoln: Shut your mouth and drive.

Kellerman: The one we really knew would win over a jury. Good work.

(His cell phone rings. He holds his finger to his lips at Michael and Lincoln, then answers it.)

Kellerman: Mr. Kim.

CUT TO: Kim, in his office, very worried and nervous.

Kim: What the hell is going on out there?

Kellerman: Oh, it was touch-and-go there for a minute. But I got everything handled.

Kim: Mahone's been shot.

Kellerman: Yes, I know, Bill, I was there. I saw Burrows pull the trigger. We lost a valuable asset, but...

Kim: Mahone's alive.

(Kellerman is momentarily shocked, but he quickly composes himself.)

Kellerman: That's good. It looked bad, so.

Kim: Where are Burrows and Scofield?

Kellerman: Burrows and Scofield are dead. And they're in my SUV. I'm heading out to bury them right now.

Kim: Don't bury them. I need visual confirmation.

Kellerman: I'll get you a photo.

Kim: I'll say it one more time. Don't bury them.

Kellerman: You know what would be nice to hear right now, Bill? A thank you. I'll report back when they're in the ground.

(He hangs up and puts the phone on the dashboard.)

Michael: You leave that on, they'll trace it.

Kellerman: Yeah, uh, Secret Service. It's untraceable. But thanks.

[Title Card: Mound City, Nebraska.]

[EXT. Field. Day.]

(C-Note does some minor work on the camper van, while Dede plays with her dolls.)

C-Note: Hey, baby girl. (She ignores him.) What? What's the matter?

Dede: Where's Mommy?

C-Note: Oh, come on. Now, I told you that Mommy was helping a friend. All right? Now we're gonna see her real soon.

Dede: When?

C-Note: Baby, we are gonna be with your mommy real soon. I promise you that. Okay?

Dede: I don't believe you.

(She runs off to the camper van.)

C-Note: Dede. Dede! (He looks across to a pay phone.)

[EXT. Field. Day.]

C-Note (on phone): Yo, Trey, it's me, man.

CUT TO: Trey, outside court.

Trey: What's up?

C-Note: Yo, what's going on with Kacee?

Trey: I'm at the courthouse. She's getting arraigned soon.

C-Note: Okay, well, you talk to her? Is she all right?

Trey: She's in jail, so, no, she's not all right. What the hell happened?

C-Note: Listen, your stupid ass think I wanted it to go down this way?

Trey: Whatever. Man, I gotta go. My lawyer's gonna be here any minute.

C-Note: No, no, listen, listen. Now, look, I want you to tell Kacee to put it all on me, all right? And she didn't know what to do. She was scared. Okay? All that.

Trey: Yeah. I already told her to do that. (He angrily hangs up.)

[EXT. Airplane Hangar. Day.]

(Kellerman's SUV squeals to a stop. The three men hurry inside. A pilot is waiting.)

Kellerman (to Michael and Lincoln): I'll do the talking.

Pilot: Owen Kravecki? Hey.

Kellerman: That's me. (He points to the brothers.) Ben and Phil. Let's go, before our wives figure out this is a fishing trip.

Pilot: Where's your gear?

Kellerman: I keep it up north. Okay?

Michael: How long is the flight?

Pilot: An hour 40.

(He gets into the plane. Kellerman follows. Michael and Lincoln exchange uneasy glances. Michael goes to follow Kellerman, but Lincoln puts out a hand to stop him.)

Michael: We don't have a choice.

[Title Card: Albuquerque, New Mexico.]

[INT. Hospital. Day.]

(Mahone lies in bed, attached to monitors. A tall blonde agent stands nearby, on his cell phone.)

Agent Blondie: Glad you're awake. Collarbone and rotator cuff. Six inches to the right and you're dead. (to the phone.) Yeah, he just woke up. (He hands the phone to Mahone.)

Kim: Mr. Mahone. Bill Kim. You're a lucky man.

Mahone: Am I?

Kim: Kellerman finished the job you couldn't. But he, unfortunately, is still out there. And he's a loose end. You have to finish what you were supposed to take care of.

(Mahone laughs dryly.)

Kim: Something funny?

Mahone: Kellerman's more of a loose end than you realise. He shot me. The guy you wanted to double-cross screwed you first.

Kim: Scofield and Burrows?

Mahone: Are probably alive...and on the run with Kellerman. Have a good day, Kimmy.

(Mahone drops the phone.)

CUT TO: Kim, looking very worried.

Agent Drucker: We neutered Kellerman. He doesn't even officially exist anymore.

Kim (stunned whisper): He knows everything.

ACT 2.

[Title Card: Blackfoot, Montana.]

[INT. Mansion. Day.]

(Terrence Steadman watches the news.)

News Anchor: Reports have been coming in from New Mexico officials that escaped convicts Michael Scofield and Lincoln Burrows have somehow managed to extricate themselves from a transport van that was bringing them back to the Chicago area. According to this early information, the convicts were...

Steadman (sarcastic): You're great! Top notch. I swear to God.

Agent: Don't get yourself worked up, Mr. Steadman.

Steadman: I was supposed to have my life back by now! Playing golf, going to movies, seeing people. But because you guys can't get a handle on an engineer and a petty crook...I've been a ship in a bottle for over three years.

Agent: You're perfectly safe here.

Steadman (disbelieving): Mm. (He laughs ironically.) I wish.

[INT. Hospital. Day.]

(Agent Blondie enters Mahone's hospital room. Mahone is sitting on the edge of his bed.)

Agent Blondie: I just spoke to Kim. He wants you to finish the job.

Mahone: Yeah? Well, that's not gonna happen.

Agent Blondie: This isn't a request.

Mahone: And this isn't a negotiation. Kim and Kellerman can try and kill each other all day long. But I'm out.

Agent Blondie: You must've forgotten how discreet we've been with what we know.

Mahone: Go tell the world about Shales. In fact, I will. I killed a predator, a man who tortured and raped women and I buried him in my back yard. I'll do the time. I don't care anymore. I'm out. Is that clear enough for you?

[INT. Fox River Chow Room. Day.]

(Bellick makes his way down the lunch line. One of the cons puts a brownie on his lunch tray for dessert. Bellick puts his tray on one of the tables, wraps the brownie in a napkin and takes it over to Banks.)

Banks: My man. (He takes the brownie and bites it.) Mm. That's delicious. (Bellick turns to walk away.) Whoa, hold up there. Hold up, hold up. We got a problem. That's one brownie. There's five of my boys. You see the position you put me in? They gotta stand there with their stomachs growling while I savor this delicious treat. That makes me look like a real ass. (He stands and looms over Bellick, threateningly.) Are you trying to make me look like an ass?

Bellick: You said the deal was I was supposed to bring you one dessert.

Banks: Yeah. Well. I'm fickle, bitch. Now it's five desserts. Every meal. Now, if you can't come up with that... (He strokes Bellick's chest suggestively.) ...there are other ways to making me happy.

Bellick: Well, I got some other candy on me if you want some of that.

Banks: Well, break it out, bitch. It's all good. You all want some candy?

(Banks looks towards his buddies, smiling and laughing. Bellick pulls out a sock filled with batteries and begins hammering away on Bank's skull. An alarm rings out almost immediately.)

Inmate: Guard's coming!

(Banks lies on the floor unconscious. C.Os come rushing in and Bellick calmly drops the sock and walks away.)

[INT. Susan's House. Day.]

(T-Bag looks through a photo album. There are several empty spaces in it.)

T-Bag: If memory serves, I was at Storytime Village that day too. And I'm not in any of these pictures? Could've sworn I was. (He looks over at Susan, but she looks away, scared.) I'm just teasing, baby. Every woman has burned the photographs of her paramour only to later realize her love burns even hotter than the flames she used.

(Footsteps approach the front door and a key clicks the lock.)

Susan (to T-Bag): Please...

(Both of them stand. The door opens and Zack and Gracey enter the foyer.)

Zack (excited): Teddy!

Gracey: Uncle Teddy! (She goes running over to him and hugs him.)

T-Bag: Hey, how's my girl been?

Gracey: Good.

T-Bag: You still getting more As than an aardvark?

Gracey: Yeah, I missed you!

T-Bag: Oh, same here, shortcake. Yes, I painted my hair. Look at you, Zack. (Zack holds out his hand for T-Bag to shake.) Mm. You are a boy no more. I'm gonna have to lend you my razor soon enough.

Zack (laughs): What are you doing here? Mom said you got a job on an oil rig.

T-Bag: That's right, right out in the middle of the ocean. But those metallic beasts are dangerous. Got myself injured. (He holds up his prosthetic hand, and Gracey backs away, unsure.) Don't be, don't be frightened now, sugar. The good lawyers at Dewey, Cheatem and Howe got me a million bones for every digit I lost.

Zack: Five million dollars?!

(Susan eyes the table with the gun in it and makes a quick move for it. T-Bag moves after her, grabbing her wrist.)

T-Bag: Which means, with all that cash, I can do anything I want now. And all I want to do is spend all my money and all my time...with you.

(The kids smile happily. Susan forces a smile too as T-Bag looks at her.)

[Title Card: Cutback, Montana.]

[EXT. Airstrip. Day.]

(Kellerman, Michael and Lincoln exit the plane.)

Michael: What's the neighborhood like?

Kellerman: No neighborhood. The house sits on 50 acres.

Michael: We coming out the way we go in?

Kellerman: No. There's a back road we'll take.

Michael: How many guards?

Kellerman: Usually none. At this point, I really couldn't tell you.

Lincoln: The second I feel this thing going bad, you get a bullet in the head.

Kellerman: I'd expect nothing less.

(They all get into a car.)

[INT. Kim's Office. Day.]

Kim (on phone): I will inform you every half hour. (Pause.) Understood.

(He hangs up. Agent Drucker enters.)

Drucker: Private jet was chartered by Owen Kravecki this morning.

Kim: Headed where?

Drucker: Montana.

Kim: Stop it from taking off.

Drucker: It's already on the ground, sir.

Kim (panicked): Call Steadman.

[INT. Mansion. Day.]

(Steadman paces the living room. The telephone rings.)

Steadman: If that's my sister, I would like to speak to her.

Agent (answering it): Yes? Mm-hm. Right away, sir.

(He hangs up and looks at the other agent.)

Agent: Evac. (The other agent walks across to his jacket and puts it on.) Mr. Steadman, do you have a jacket? We need to leave.

Steadman: Leave? What? No.

Agent: Agents will be arriving shortly to take you to a safe house.

Steadman: Where do I need to be kept safe from?

Agent: Do you have a jacket, sir?

Steadman: I don't wanna leave. I wanna talk to my sister.

Agent: I've been authorized to use force if necessary. Now, is there anything you'd like to bring?

(They stare at each other for a few seconds. Then Steadman realizes he has no choice.)

Steadman: My meds.

Agent (to his partner): Go with him. Car's here in five minutes.

[EXT. Camper Van. Day.]

(C-Note sits outside talking to one of Dede's dolls, trying to lure her out.)

C-Note: Well, I don't know, Stella. She won't come out. Who wants to be up in the trailer all day, huh? Would you? (He laughs.) Exactly, me neither! You feel like making a pie or something? A little cherry, or lemon-meringue, or...

(Dede comes out of the trailer.)

Dede: Daddy. Is Mommy in trouble, like you?

C-Note: Um...sweetheart, come here. (He takes her onto his lap.) Come here. Now, you listen to me, okay? Mommy did nothing wrong. She's helping out a friend. Okay? (The pay phone rings.) Okay, let me go see how Mommy's doing, all right?

Dede: I wanna come, I wanna talk to her!

C-Note: No, no, no. You sit here like a good little girl, okay? (Dede nods, sullenly.) Don't give me that.

[EXT. Payphone. Day.]

C-Note (on phone): Hello.

Trey: Things are looking up.

C-Note: Ah, that's what I wanted to hear, man. Kick it down to me.

Trey: Her lawyer seems like he knows what he's doing. He thinks he can get the bail reduced.

C-Note: Good. All right, well, listen. When Kacee gets out, I want you to deliver this message for me, okay? Tell her...that we can all get lost.

Trey: You want her to jump bail now?! Boy, you'd better be glad you ain't in front of my face, or I'd have my hands around your neck.

C-Note: Listen, punk, just deliver the message.

Trey: Okay. Then what y'all gonna do? Go live in a cave?

C-Note: I got a plan, all right?

Trey: A'ight, well let's hear it.

C-Note: This guy back in my unit, when I was in Iraq, he used to go out to Alaska, work at these fish hatcheries, man. They pay you cash. And nobody asks questions.

Trey: Alaska?

C-Note: Yeah, Alaska, man. They don't bother you up there, man. You know, me, Kacee and Dede, we could be a family again. You feel me?

Trey (in disbelief): Man, you don't quit.

C-Note: You're damned straight I don't quit.

(He hangs up angrily.)

[INT. Mansion. Day.]

Steadman: Do I get to know where I'm going?

Agent: You'll get all the information you need upon arrival. (His phone rings, he answers it.) Yes?

Kim: We need to move Steadman to Location Beta. We're sending a car to pick him up.

(A car screeches up outside.)

Agent: It's already here, sir.

Kim (stunned): Couldn't be. The car just left.

(Steadman and the other agent walk outside, as Kellerman, Michael and Lincoln jump out the car.)

Kellerman: Weapons down! Now!

(The second agent puts up his hands. Steadman looks scared. Kellerman points his gun at them.)

ACT 3.

[EXT. Mansion. Day.]

Kellerman: Down. Put your weapons down!

(The other agent runs outside, holding his gun.)

Kellerman: Whoa, whoa, whoa. Don't get stupid. Put your weapons down on the ground. Now. Terrence, step away, get in the car. Now.

(Lincoln grabs Steadman.)

Lincoln: You look pretty good for a dead man!

Kellerman: Get in the car!

Steadman: Wait, wait, wait...

CUT TO: Kim: Who's there?

CUT TO: Agent (whispering, over a mouthpiece radio): It's Kellerman. He's got Steadman.

Kim: Do NOT let him escape! Kill Steadman. Kill them all, now!

(Kellerman runs round the car to get in the driver's seat. The agent goes for his gun.)

Kellerman: Whoa! (He shoots twice, hitting the first agent then the second.)

Steadman: Paul, please, please, don't...don't kill me!

Kellerman: Get in! Get in the car!

(Lincoln shoves Steadman in, then turns and looks at the fallen agents. He and Michael get in the car.)

Kellerman: Let's go.

[INT. Hospital. Day.]

(A nurse enters Mahone's hospital room with fresh water. Mahone comes out of the bathroom.)

Nurse: Vomiting. It's the worst side effect of anesthesia. That should be the last of it.

Mahone: You figure I'm on empty by now?

Nurse (laughs): Yeah.

(His cell phone rings. He checks the display.)

Mahone: Pam...

CUT TO: Pam, in a hospital in Colorado. She is distressed and crying.

Pam: Alex, Cameron's been hurt.

Mahone: What happened?

Pam: It was a car. Hit and run. He's in the hospital. His leg is broken in two places.

Mahone: I'll be on the next flight to Colorado, okay?

Pam: He's in surgery now.

Mahone: I'll be right there. Just hold on. Just hold on.

Pam (breaking down): They won't let me see him! They called me at work, I got right here and now they won't let me see him.

Mahone: Pam, please, just keep it together until I get there. Can you do that for me, okay?

Pam: Please. Please hurry.

(Mahone hangs up and begins to collect his things from his hospital room.)

Nurse: Mr. Mahone, you cannot get on a plane. You need to stay at least another day for observation. You've been shot. Mr. Mahone, please.

Mahone: I've gotta go see my son.

Nurse: Mr. Mahone, I understand. Please, at least stay and talk to a doctor.

[EXT. Hospital. Day.]

(Mahone tries to hail a cab.)

Mahone: Taxi! Taxi!

(It drives off. Mahone stares after it, then turns to see Agent Blondie standing there.)

Agent: How's your boy? Tib-fib fractures are bad. But if the growth plate's affected, there's a whole host of problems.

Mahone: You made a mistake.

Agent: No, you did. You think you can just quit, like you work in a post office? Now, you're needed back in. Go clean up your mess. Maybe there won't be another accident on the streets of Durango, Colorado. Understand?

(Mahone glares at him.)

[INT. Kim's Office. Day.]

Kim: Every road shut down. Every car stopped and searched. I don't care if its a group of nuns touring Yellowstone. Their camper gets turned inside out.

Drucker: Logistically speaking, every road's gon...

Kim: It's Montana. Not Manhatten. Get it done.

Drucker: Yes, sir.

[INT. Hotel. Day.]

Michael: If we get a camera, we could take a picture of him holding a current newspaper. If we put that online, well, that'll prove he's still alive.

Kellerman: It'll prove that we found a guy that looks kind of like the president's brother.

Michael: Fingerprints. Dental records.

Kellerman: We whitewashed him. We pulled his teeth, burned off his fingerprints.

Michael: DNA.

Kellerman: To compare against the homeless guy we killed and put in Steadman's car. But we destroyed all exterior DNA samples so that there'd be nothing to compare them to.

Michael: There's gotta be someone somewhere who can identify this man.

Kellerman: Which is why we did the surgery. Cheekbones raised two centimeters, ears lowered a quarter of an inch. Not so much so that someone who knew him wouldn't recognize him, but enough that any forensic comparison of a photograph of that man would conclude that he is a look-alike. A hoax. Trust me, we are very good at what we do.

Steadman (to Michael): Please, just let me go.

Michael: Terrence, you made every man in this room a prisoner, including yourself. It's time to set us free.

Steadman: Nothing you do will work. They will not let it...

Kellerman: Cut the victim act, Terrence! He was more than happy to play along while he was lining his pockets with taxpayer money funneled through EcoField. And then, when the indictment is about to fall, who do you come running to for help, Terrence? Hm? (To them all.) Now, we are gonna stay here for a day or two until they think we're a thousand miles away. And then we're gonna make our way to D.C. Okay?

Michael: So that's the plan? We take him to a city crawling with Company and Feds?

Kellerman: And the government agents still in power who've been working from the inside with your father. People who can get that pain in the ass to safely tell his story on the record.

Michael: We just stroll around in the lion's den then, huh? Pray we don't get mauled.

Kellerman: I don't think they're gonna come to Montana, Scofield, so we're gonna go to them.

[INT. Susan's House. Day.]

(T-Bag, Susan, Zack and Gracey are watching cartoons and eating popcorn.)

Cartoon Girl: No! Leave her alone! What do you want with her?

Cartoon Robot: What I want is...to date her!

(The kids and T-Bag laugh at the cartoon. Susan picks up the empty popcorn bowl.)

Susan: I'll make you some more popcorn.

T-Bag (pulling Susan back): Honey. If any of us could eat any more corn, I'll be a-maized. See what I did there, Gracey? Indian word for corn is "maize" and I just said, "a-maized".

Gracey: I don't get it. I'm corn-fused.

T-Bag (laughs): You are smarter than a bee sting. The second female president of these United States, right here watching TV with us.

(While T-Bag is looking at Gracey, Susan deliberately knocks over her cup, spilling liquid all over the table.)

Susan: Look what I did.

T-Bag: Oh, honey, that's all right.

Susan: No, I'll get a rag.

T-Bag: No, I can...

(Susan hurries over to the drawer in the hall and opens it - it's empty.)

T-Bag: I thought we had wiped the slate clean

(She turns around to see T-Bag standing there, holding the gun.)

Susan: Please...

T-Bag: I thought we had put the past where it belonged.

Susan (scared): We did. We did put the past where it belonged.

T-Bag: Do NOT...do not lie to me, woman. After turn-coating me to the authorities, and everything we had...

(In the next room, Zack and Gracey listen, alarmed.)

T-Bag: After breaking my heart into so many pieces that I will never be able to find them all, you can at least do me the favor as to not stand there and lie to my face!

(Zack moves for his skateboard.)

Zack: Mom?

T-Bag: Zack, you get your ass back on that couch!

(As he turns around, Zack whacks him with the skateboard. T-Bag stumbled back onto the table. Susan pounces on T-Bag, trying to grab the gun.)

Susan: Get Gracey! Go!

T-Bag: Give that to me!

(Zack runs over to Gracey and grabs her hand, pulling her towards the door. T-Bag is too strong for Susan; he shoves her away and heads the kids off at the door, pushing them over to Susan. He points the gun in the air.)

T-Bag: I gave you all a chance. Remember that.

[Camera pans across the watch tower and the prison yard at Fox River Penitentiary - Day.]

[INT. Prison Cells. Day.]

(Bellick is doing pushups in his cell.)

Man (o/s): Open 22.

Man 2 (o/s): Opening 22.

(Bellick's cell door slides open. Avocado comes in.)

Avocado: Dude. You're crazy.

Bellick: Is that what the other cons are saying?

Avocado: Yeah.

Bellick: Good.

Avocado: But you took it to Banks. I don't think you wanna be messing with him, man.

Bellick: I'll mess with anybody tries to punk me out.

Avocado: Hey. You know I've just been...testing you.

Bellick: Yeah, well, the test results came back, and top bunk's mine now. You got a problem with that?

(Avocado looks at him, then gives a smirk before sitting on the bottom bunk. C.O. Stolte walks outside the cell.)

Bellick: Hey, what's up, Stolte?

Stolte: You just screwed up, Brad. Big time.

Bellick: No. I had a message to send, and that message got delivered.

Stolte: The guy you schlocked - Banks - he's got connections with the guards working nights. Word is, Banks is gonna have you pulled out of your cell tonight.

Bellick: Well, can't you do nothing?

Stolte: Yeah. I can warn you, which is what I'm doing.

Bellick: Can't you talk to some of the guys working nights?

Stolte: They're working nights because you put them on nights. You should've treated your men better when you were here. They ain't gonna do you any favors, Brad.

Bellick: Well, I treated you right, didn't I? Come on, Stolte. Can't you do something? Please?

Stolte: You did treat me right. But there is nothing I can do now, except warn you. Watch your back.

[INT. Hotel. Day.]

(Kellerman consults a map.)

Kellerman: We can use the fire roads the park rangers use in Glacier National Park. They don't patrol them at night. We get up into Canada, we head east. We cut down through New York.

Steadman: (laughs sarcastically): And the borders won't be a problem. No, nobody'll look for us there.

Kellerman: This fun for you Terrence? Really?

Steadman: No, no, this isn't fun. What was fun was when Caroline and I would talk about you and the schoolboy crush that you had on her. (To Michael.) He proposed to her! (He laughs again.) You actually thought that you would be the First Husband? The serf who would be king? Caroline...we laughed so hard...

(As he's laughing, Lincoln has heard enough. He springs up off the bed and pins Steadman to the wall, pulling out his gun.)

Lincoln: You stood there and watched them kill Veronica!

Kellerman: Burrows! (He points his gun at Lincoln.)

Lincoln: And you did nothing! She died because of you!

ACT 4.

[INT. Hotel. Day.]

(Steadman talks fast and unintelligibly.)

Michael: Linc...

Lincoln (to Steadman): Shut up!

(Steadman shuts up.)

Kellerman: Burrows, he has no value to us dead. He has no identity. You kill him, he's just a John Doe.

Michael (to Kellerman): Just put your gun down.

Kellerman: When he puts his down.

Michael: Linc, we're so close.

Lincoln (to Steadman): Was it worth it? Killing all those people? Ruining my life?

Kellerman: Scofield, get a handle on your brother.

Michael: Shut up, you're not helping. You're not helping. Linc, you don't wanna do this. Trust me. This isn't what you want. You don't wanna do this, okay? Trust me.

(Lincoln glares at Steadman, his finger ready on the trigger. After several seconds, he finally drops the gun, and Kellerman drops his. Lincoln sits back on the bed.)

Lincoln: So many people dead. And he gets to live.

[EXT. Field. Day.]

(The pay phone rings and C-Note snatches it up.)

C-Note: Hello? Hello?

CUT TO: Trey, at the courthouse.

Trey: They denied bail.

CUT TO: C-Note: What?

Trey: The judge didn't buy that it was all you. Kacee's going into the system now. Aiding an escaped con. She's looking at major time, man.

C-Note (breaking down): All right, uh...

*FLASHBACK*

C-Note hugs Kacee and Dede, after they are reunited.

*END FLASHBACK*

C-Note: I want you to tell her lawyer, all right, you listen to me. You tell her lawyer...

*FLASHBACK*

Kacee is taken away outside the pharmacy.

Kacee (v/o): I love you.

*END FLASHBACK*

C-Note: Tell her lawyer I'll turn myself in, okay?

Trey: No. Kacee said you need to run. If you get busted and turn yourself in, Dede won't have either of you. And they'll just throw her into foster care. Look, man, I'm gonna hang up this phone right now because I might say something I'll regret.

C-Note: Yo...

Trey: You just take care of Dede.

[INT. Susan's House. Day.]

(T-Bag hammers planks of wood across the front door.)

T-Bag: You know, Zack, my daddy wasn't really in the picture much when I was growing up. As a result, I never really learned the art of carpentry. But I figure Jesus was a carpenter, and his daddy wasn't around to teach him...so I taught myself. Over time, I got to be a pretty good swinger of the hammer. Now, the good news is...

(He walks over to the table. Susan, Zack and Gracey are all tied up and sat on chairs.)

T-Bag: ...unlike my papa and the Great Almighty, I am here...for good. Don't make no mistake about it. We will be a family if it kills us.

[INT. Hotel. Night.]

(Terrence gazes at a painting of a boy and a girl sitting in a field.)

Steadman: It's so sweet.

(There's a knock on the door, then Kellerman enters.)

Kellerman: Car's out front. Let's get covered up and move out.

Michael: These two are never gonna make it in a car together.

Kellerman: You're gonna have to keep your brother in check.

Michael: You don't know him.

Kellerman: Then get my gun from him. We don't have time for this.

Michael: You still think you're running this show, don't you?

Kellerman: You still think I'm not?

(Kellerman walks past him, and Michael picks up the phone and dials.)

Michael (on phone): Yes, I'd like the number for Channel 11 news please.

Kellerman: What are you doing? This is not the plan. Hang up.

Michael (on phone): Yes, connect me, I'll hold.

Kellerman: Scofield, you call the news, they call the cops.

Michael (on phone): Yes, put me through.

Kellerman: Hang up. (Michael doesn't move. Kellerman pulls his gun out and points it at Michael.) Hang up the phone, now. Hang it up!

Man (v/o): Channel Eleven News. Can I help you?

Michael (on phone): This is Michael Scofield. I'm at the Cutback Motel, room 11. And I wanna turn myself in.

[INT. Fox River A-Wing Cell Block. Night.]

Banks (o/s, taunting): Bradleeeey. Braaadleeey.

(Bellick gets off his bunk and stands at the cell door. Other inmates cackle with laughter.)

Banks: Warden's gone home, bitch. The mice are gonna play. Bradleeeey. Braaadleeey.

Bellick (to Avocado): If anything jumps off, you get my back. I won't forget it.

Avocado: Why don't you just forget it right now? Here in this cell, you're top bunk. Out there...you're on your own.

Banks (o/s): Bradleeeeey.

Bellick (shouting): You want a piece of me, you sons of bitches? Come and get me! You hear me? I ain't scared of you! I ain't scared of nothing!

Banks (o/s, laughing): Braaddleeey.

(The door to cell 22 slides open. Bellick stands there, terrified.)

Avocado: Start praying.

[INT. Kim's Office. Night.]

(Kim's phone rings. He answers it.)

Kim: Yes?

CUT TO: Mahone, in his car.

Mahone: Mr. Kim. I just wanted you to know...that I'm getting back to work.

Kim: Good. So I take it you got my message.

Mahone: Oh yeah. Loud and clear.

(Mahone steps out the car and pops the trunk. Inside, Agent Blondie is dead with a lethal wound to his head.)

[INT. Hotel Room. Day.]

(Kellerman and Lincoln sit on the bed, each holding a gun.)

Steadman (to Michael): Please don't do this. Please, come on, please.

Michael: I'm sorry, Terrence, it's too late. The press is already on their way. (to the others.) You can put the guns away now.

Kellerman (putting his gun in his waistband): This goes wrong, you guys are on your own.

Steadman (freaking out): No, if I...if I...if I go back home, okay? Let me, please. I'll go home.

Michael: You can't go home, Terrence. None of us can, okay? So just relax. Keep your head.

Steadman (pacing): Okay, okay, okay...

(Lincoln stands up and puts his gun in his waistband. Steadman turns around and grabs it.)

Lincoln: Hey!

Michael: Terrence! Terrence!

Steadman: I'm leaving!

(He points the gun at them. Kellerman points his at Steadman.)

Michael: Terrence. We can't let you do that, Terrence.

Kellerman: Terrence, all we need is your mouth. I will shoot out both your knees right now.

Steadman: I never liked you, Paul. I won't hesitate to take your life.

Michael: All right, just...Terrence, listen to me. Just listen. Terrence, for once in your life, do the right thing. All right? So many people have suffered because of this, because of you. But when the press get here, you can tell the truth. You can end this.

Steadman: What is in it for me? Disgrace? Life in prison?

Michael: You're already in prison, Terrence. How many more people have to die so you can stay in some cabin in the woods? It's over.

(Steadman stares at them. Kellerman keeps his gun aimed at him.)

Steadman: Okay.

Michael: Okay.

Steadman: Sorry.

(He turns the gun on himself and fires, blood splattering all over the painting he was admiring earlier.)

Michael: Terrence, no!

(For several seconds, they all stare, unable to believe what just happened.)

Kellerman: We have to go.

Lincoln: Go where? We got Steadman.

Kellerman: No. We have nothing.

Michael: All we got is a John Doe.

(Sirens draw closer until they are right outside.)

Lincoln: Michael. Michael, let's go.

(There's a pounding on the door.)

END CREDITS.  

==========================
CAST:
==========================
Dominic Purcell (Lincoln Burrows)
Wentworth Miller (Michael Scofield)
Amaury Nolasco (Fernando Sucre) (credit only)
Wade Williams (Brad Bellick)
Paul Adelstein (Paul Kellerman)
Robert Knepper (Theodore ‘T-Bag’ Bagwell)
Rockmond Dunbar (Benjamin Miles ‘C-Note’ Franklin)
William Fichtner (Alexander Mahone)
Jeff Perry (Terrence Steadman)
Sarah Wayne Callies (Sara Tancredi) (credit only)
Callie Thorne (Pam Mahone)
K.K. Dodds (Susan Hollander)
Reggie Lee (Bill Kim)
Lester 'Rasta' Speight (Inmate)
Helena Klevorn (Dede Franklin)
Christian Stolte (C.O. Stolte)
Daniel Allar (Avocado)
Steven Chester Prince (Agent Blondie)

FADE TO BLACK

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