FADE IN:

          EXT. SUBURBAN HILLS - NIGHT

          FELIX - teen angst in oversized clothes, face hidden 
          beneath long, home-cut hair - and THEO - an intense, 
          ready thoroughbred born on the bad side - perch atop the 
          hood of Theo's tired ride, passing a joint, scanning the 
          brightly lit valley below.

                                          FELIX
                         Can't tell it's Halloween from here.
                              (beat)
                         Looks like any other night.

                                          THEO
                         It's tragic chaos...

          Theo flicks what's left of the joint away.

                                          FELIX
                         That was still good!

          Theo's on the move, swings the car door open.

                                          THEO
                         Time for fun and games.  C'mon.

          Felix stares at the valley, points.

                                          FELIX
                         Look...

          Theo sees.  His cynical mouth opens.

          EXT. VALLEY

          The LIGHTS have dimmed in a pattern that leaves three LIT 
          ARROWS surrounding an unlit area, their tips converging.

                                          FELIX (OS)
                         Is that legion park?

          INT. CAR

          Theo's in the backseat of the car, burrowing 
          through an unlikely library - books on philosophy, 
          science, politics - until he recovers a set of binocs.

          EXT. HILL

          He trots back to the hill edge, peers through them.

                                          FELIX
                         Where you get those, Theo?

                                          THEO
                         Where I get everything, Felix.

          The LIT ARROWS grow BRIGHTER for a beat.  Then the valley 
          LIGHTS return to normal.

                                          FELIX
                         What the…??!!

          Theo focuses the binoculars.

                                          THEO
                         Lots of questions, homie...

          THEO'S POV

          We see grainy images of trees, pathways, a park restroom.  
          Then, FLASHES of LIGHT - popping off all over the park.  

                                          FELIX (OS)
                         This is freaky.  Let's get home.

                                          THEO (OS)
                         Home?  I am home...

          BACK TO SCENE

          Theo tosses the binocs in the car, FIRES the engine.

                                          THEO
                         C'mon!

          Felix fishes the joint from the dirt, scrambles inside as

          CAR (MOVING)

          Theo GUNS IT and they fly toward the valley.

                                          FELIX (VO)
                         I ain't goin' to no park!

                                          THEO (VO)
                         Relax... the park will come to you.

                                          FELIX (VO, TRAILING)
                         And you can shove the zen ca-ca...!

          INT./EXT. POLICE SUB-STATION - NIGHT - CONTINUOUS

          A nondescript, converted storefront, a squad car outside.

          Inside, MORTON - the prick in charge - and, DOOGLE - his 
          numb lackey - watch re-runs of COPS and eat cold pizza.

          Several TEENS crouch behind the squad car and SIGNAL 
          another set of TEENS in a muscle car, its engine building 
          to a GROWL.

          Doogle looks outside, chugging a soda.

                                          DOOGLE
                         Look at them idgits!
                              (beat)
                         What they doin'?

          The station phone RINGS (OS).

                                          MORTON (OS)
                         Sergeant Morton--

          The Teens behind the squad car prop a lifelike MANNEQUIN 
          to a stand.  The Teens in the muscle car REV and close.

                                          MORTON (OS)
                         No electricity... uh-huh...
                              (beat, sighing)
                         ...weird lights...

          Doogle SPRAYS SODA when the mannequin EXPLODES on impact 
          with the muscle car.

                                          DOOGLE
                         Holy crap!

          EXT. PARKING LOT

          Doogle draws his shaking gun, closing on the 'body' as 
          the muscle car ROARS away.

                                          DOOGLE
                         Oh my holy, holy, crap!!
                              (beat)
                         Ma'am!

          He pulls up, confused at the sight of plastic body parts.

          His puny neurons piece the truth together.

                                          DOOGLE
                         Oh... oh, you freakin’ animals!

          RAUCOUS TEEN LAUGHTER trails around the storefront.

                                          TEEN (OS)
                         Bite me, Doogle!

          Doogle spins to the sound.

                                          DOOGLE
                         I'll get you bast--!

          Doogle stops short, Morton's disgusted face perusing 
          where a dribble of pee wet Doogle's pants.

                                          MORTON
                         You are pathetic.  Shame.

          Doogle's head droops.

                                          MORTON
                         Get this mess cleaned up.  Then get 
                         over to legion park, see what’s
                         going on out there!

          EXT. LEGION PARK AREA - CONTINUOUS

          Along the park's perimeter, TRICK O' TREATERS heading 
          home after a long night.  PARENTS guide or carry TINY 
          GNOMES, PRINCESSES, WITCHES, GHOSTS.

          We pass Theo's parked car.  Beyond it, a tall, dense, 
          unbroken row of oleanders sealing off the park proper.

          Push through to the park.

          EXT. LEGION PARK

          Mature trees, pathways, the occasional fountain, statue, 
          park LIGHTS providing muted illumination.

          Theo stands expectantly in a clearing, eyes searching.  
          Felix cowers beneath a picnic table, lighting the joint.

                                          FELIX
                         This ain't right...

          The hard edge on Theo's face softens with wonder when he 
          sees a FLASH at tree level.

                                          THEO
                         There!

          He moves toward it, stops when it disappears.  Felix 
          pulls up behind him, stumbles and falls when he inhales 
          the lit roach!

          COUGHING, GAGGING.  Theo SLAPS his back.  Mini-puke.

                                          THEO
                         Ok?

          Felix sits, rubbing his throat.

                                          FELIX
                         Please.  Let's leave.
                              (beat)
                         I don't like it here.

                                          THEO
                         What's wrong, Felix?

                                          FELIX
                         Dude - it's Halloween night!  Nobody's 
                         here!  No 32nd street boys, no Hudson's 
                         crew, no taggers, no hookers, nada!

          Theo scans, finds only trees, grass, stars.

                                          THEO
                         That is strange.

                                          FELIX
                         Right!  And those arrow 
                         light things.  And this flashin' stuff 
                         in the air.  Let's get gone, man!

          Theo helps Felix to his feet, brushes dirt off him.

                                          THEO
                         Look, homie, if you need to go, go.
                              (beat, searching for lights)
                         I need to stay.

                                          FELIX
                         No, I got your back.

                                          THEO
                         This ain't about that.  Somethin's 
                         goin' on here.  A mystery.  An 
                         adventure.
                              (beat)
                         It's not the same, tired scene.  You 
                         get it?

          Felix lets it in.  He nods, his smile rivaling Theo's.

          The moment is broken when a particularly bright, close 
          FLASH startles them.

                                          FELIX
                         Whoa!

          Theo's face reflects back the light, his eyes wet.

                                          THEO
                         Do you know what Halloween is, Felix?

                                          FELIX
                         Sure - it's when we double up on all 
                         our capers - a feeding frenzy.

          Theo's voice strains with emotion.

                                          THEO
                         No - that's what we made it.
                              (beat)
                         Hallowed.  Blessed.  All saint's day.

                                          FELIX
                         We ain't no saints.

                                          THEO
                         Aren't we?

          The LIGHT extinguishes with Doogle's voice.

                                          DOOGLE (OS)
                         I shoulda' known it!

          Doogle's pistol is drawn, his hand shaking with rage.

                                          DOOGLE
                         You messed me one too many times, Theo!

                                          THEO
                         Easy, Doogle...

                                          FELIX
                         You're buggin' man!

                                          DOOGLE
                         Shut up!  Get down on the ground!!

          Felix' hand moves to his waistband until Theo stops him.

                                          THEO
                         Do it.

          They get down on all fours.

                                          DOOGLE
                         That's right!

          Doogle fumbles cuffs out, tosses them at Theo.

                                          DOOGLE
                         Cuff yourselves.  Siamese style!

          Theo gathers the cuffs, SNAPS one on his wrist, pushes 
          the other toward Felix.

                                          FELIX
                              (low)
                         Man, why you takin' this?!

                                          DOOGLE (OS)
                         Do it!

                                          FELIX
                         We didn't do nothin' to you!

          Another FLASH, even BRIGHTER this time, 10 feet above 
          them.  Theo smiles at it.  Doogle does not react.

          Felix looks at the LIGHT, at Doogle, confused.

                                          THEO
                         He can't see it.

          Felix snaps the cuff on his wrist, awestruck.  Doogle 
          closes on them, wrathful, walkie-talkie in hand.

                                          FELIX
                              (to Theo)
                         Why us?

                                          THEO
                         It's a sign...

                                          DOOGLE
                              (into walkie-talkie)
                         Sergeant Morton, this is officer 
                         Doogle.  I got the perpetrators of that 
                         hit-and-run and probably a whole lot of 
                         other shenanigans goin' on out here.
                              (beat)
                         Subjects are high, smell of weed.

                                          MORTON (VO)
                              (filtered)
                         Search 'em.  Bring 'em here - out.

          Felix sees the wet spot on Doogle's pants as Doogle 
          fishes through Theo's pockets with one hand, holds the 
          pistol and a penlight with the other.

          Theo stares up at the billowing LIGHT, rapt with joy.

                                          DOOGLE
                              (to Theo)
                         What the heck you take, boy?  Acid?

          Felix' face darkens.

                                          DOOGLE (OS)
                         X?  Ain't that what you call it?

          Felix' free hand dips under his waistband bulge, comes to 
          rest there.

                                          FELIX
                         We didn't do nothin’.

          Doogle reacts to the tone.  Their eyes meet.  He sees the 
          bulge, hesitates.

          The LIGHT extinguishes and Theo snaps back to awareness.

                                          THEO
                         No...

          Felix smiles.

                                          FELIX
                         You wet yourself, officer Doogle?

          Doogle's chin quivers with hate and fear as Felix pulls a 
          small caliber pistol free.

                                          THEO
                              (to Felix)
                         You see how it is?

                                          FELIX
                         How what is?

                                          THEO
                         It's a choice.

          Felix jams the gun in Theo's face.

                                          FELIX
                         Get your head out of the clouds!

          Doogle levels his pistol at Felix.

                                          DOOGLE
                         Put down the weapon!

                                          FELIX
                         This isn't one of your lame-ass books!  
                         This cop is about to bust us for 
                         something we didn't do!  Do you get 
                         it??!!

                                          DOOGLE
                              (shaking)
                         I said...

          Felix swings the gun at Doogle.

                                          FELIX
                         Man, I will blow your head off!
                         Do you think I care?!

          Silence.  Three sets of unblinking eyes.

          Overhead, a SHARP FLASH.  More LIGHTS join it, clustering 
          in a wide arc above them.  A magnificent canopy.

          Felix lowers the gun, in awe.

                                          THEO
                         Halloween is a celebration of the dead.  
                         Of those who came before us.
                              (beat)
                         Especially of the very best who came 
                         before us.
                              (beat)
                         Maybe that's what those lights are.
                              (beat)
                         And they're telling us something.

                                          DOOGLE
                         You're tryin' to trick me...

          Felix points upward, a tear in his eye.

                                          FELIX
                         Can't you see it, man?

          Doogle, one eye on Felix, one eye upward.

          He finally sees, gulps.

                                          FELIX
                         Yeah!  You see!

          Doogle rubs his eyes, looks again.  His gun lowers.

          SKY

          The LIGHTS form an intricate pattern.  The pattern 
          weaves, morphs.  It's magnificent.

                                          DOOGLE
                         Wow... that's... somethin' else...

                                          THEO
                         It's an invasion - of our minds.

          They stand, guns forgotten on the ground.

                                          DOOGLE
                         It's... beautiful.
                              (beat)
                         I feel... good.  Good.

          Doogle keys them out of the cuffs.

                                          MORTON (OS)
                         Doogle!

          They turn to find Morton with both guns in hand.

                                          MORTON
                         What the hell is this?!

          Doogle gestures skyward.

                                          DOOGLE
                         You see 'em?

                                          MORTON
                         Why aren't those men cuffed?!

                                          DOOGLE
                         The lights!  Look at 'em.  Theo says 
                         it's a sign!

          Morton's bearing down, his eyes backlit with evil.

                                          MORTON
                         You dumb-as-dirt moron!
                              (to Theo)
                         Did you give him something?

                                          THEO
                              (to Doogle)
                         He can't see it.  He'll never see it.
                              (beat)
                         It's a choice.

          Morton pistol whips Theo to the ground, blood flowing 
          from his brow.

                                          MORTON
                         Did ya' see that?!
                              (to Doogle)
                         Get cuffs on 'em - now!

          Doogle shakes his head.  The LIGHT CANOPY overhead dims 
          and disappears.  Felix helps Theo up.  

          The ground RUMBLES.  Morton steps back in fear.

                                          MORTON
                         What did you do?!

          The RUMBLE grows.

                                          MORTON
                         People are about to die, Doogle!  Are 
                         you gonna' be one of them?
                              (beat, sarcastic)
                         It's a choice…

    Theo's compassionate eyes unhinge Morton.  The ground 
          SHAKES VIOLENTLY.  Morton levels the pistol.

                                          MORTON
                              (to Theo)
                         Ain't nobody gonna' miss you...

          In a blurred beat, the ground OPENS and a DEMON - 8 feet 
          tall, fiery red, horned head, razor teeth, hooked claws - 
          emerges from the chasm.

          Its ROAR freezes them.  Morton's gun hand disappears with 
          a sweep of the Demon's mighty appendage.  He SCREAMS as 
          BLOOD SPURTS from the ragged stub. 

          He backpedals, the Demon stalking him.

                                          MORTON
                         Doogle!  Help me!

                                          FELIX
                         What is that?!

                                          THEO
                         The Halloween we created...

          The Demon's piston legs spring it into the air.  Its bulk 
          muffles Morton's SCREAMS.  Flesh, bones, blood mushroom.  

          It's over in 10 seconds.

          The Demon steps off, wipes Morton's entrails from its 
          gaping mouth, turns on the trio.  It's breath hangs in 
          the air, iridescent.  It approaches, dragging what's left 
          of Morton behind it.

          The Demon pauses near the lip of the chasm, challenging 
          them with its fierce, red eyes.

          Theo steps forward, meeting its gaze.  The Demon ROARS.

                                          FELIX
                         Theo!

          Theo pulls up inches from the Demon, unafraid.

                                          THEO
                         Go.

          When the Demon speaks, its voice grates the senses.

                                          DEMON
                         You need me.

                                          THEO
                         Not anymore.  Go!!

          The Demon's massive, clawed hands vice-grip Theo's 
          shoulders and dig in, CRUNCHING through flesh.  BLOOD 
          SEEPS BLACK between the Demon's digits.

          The Demon's horrible mouth opens a micron from Theo's 
          face.  It's teeth CLACK SHUT.

          Theo scarcely reacts, his eyes penetrating.

          The Demon releases him, GROWLS, long and low...

                                          DEMON
                              (beat)
                         We will see...

          The Demon scoops up Morton's remains and plunges into the 
          chasm.  The ground SLAMS SHUT behind it.

          Doogle stares in stunned shock.

          Theo's bloodied shoulders are bathed in a cone of LIGHT 
          from above and heal in a long beat.

                                          FELIX
                         Nobody will ever believe this...

                                          DOOGLE
                         I don't believe it.

          Felix looks up.

                                          FELIX
                         The lights are gone.

          Theo puts an arm around him.  They all walk.

                                          THEO
                         Maybe they're somewhere else now.

          Their eyes lock.  Felix emotional, nods.  They embrace.

                                          THEO
                         Let's go home.

                                          FELIX
                         You said--

                                          THEO
                              (interrupting)
                         I was wrong... in so many ways.
                              (to Doogle)
                         You hungry?

                                          DOOGLE
                              (beat)
                         Always.

          Theo drapes an arm around him.

                                          THEO
                         Remember that time your squad car got 
                         painted pink?

                                          DOOGLE
                         Sure do... 

                                          THEO
                              (trailing)
                         That was me...

                                          DOOGLE
                              (trailing)
                         Figured.  You keep talkin', I might 
                         have to arrest your butt after all.

          LAUGHTER, trails into night.

          SKY

          Push up to the heavens where the breathtaking myriad of 
          LIGHTS there overwhelm all who will let them in.

                                          FIN