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INT. SAFEHOUSE - OPERATIONS - DAY

The holoprojector glow illuminates the small metal prefab. Major Ematt strokes his white beard as the model of a First Order Capitol rotates. Finn and Lando examine it closely.

MAJOR EMATT: With the transponder and codes, getting to Raithal will be easy, but as soon as we get near the city-

LANDO: Stormtroopers with blasters. We'll need a diversion.

Lando zooms out to show the surrounding area.

LANDO: Something that will make them think we have a different agenda. Something far away. What's this?

MAJOR EMATT: That's the Military Academy.

FINN: It was once. Now it's an indoctrination facility.

Finn loses his attention as memories haunt him.

MAJOR EMATT: Nonetheless, it's full of stormtroopers.

LANDO: Damn. Well, that's off the table. How about this?

MAJOR EMATT: That's a commissary. No matter what we chose as our target, this is all academic without air support.

He points to a Tie Fighter airfield. Lando rubs his chin.

INT. SAFEHOUSE - DAY

NIC TEED, a HAMADRYAS with green skin and a thick brow, and KAYDEL KO CONNIX, a young human female with blond hair pulled back into two buns, open the crates from the Bothans. Kaydel Ko pulls an old, well-used E-11 blaster from the haphazard pile and examines it.

KAYDEL KO: Do you know how to use this?

NIC TEED: Ask the Imp.

He nods toward Finn exiting the operations prefab.

KAYDEL KO: Hey! Have you ever used one of these?

FINN: Yeah, of course.

Finn pulls out another banged-up blaster from the crate. He points to the switches on the side.

FINN: Sting, stun, single, burst, and full-auto. Here's your plasma gauge, magazine catch, and scope.

Finn looks through the scope.

FINN: The targeting will need to be adjusted before they'll shoot straight.

NIC TEED: (chuckling) That explains a lot.

Kaydel Ko glares at Nic. Finn ignores the comment and pulls out another blaster to examine. Nic opens a container of medpacs and wrinkles his nose.

NIC TEED: (grimacing) Bothans smell worse than sarlacc breath.

KAYDEL KO: Show some respect. Many Bothans died to bring us this medication.

FINN: I dunno, I kinda like it... Musky.

Kaydel and Nic laugh. Finn chuckles and then looks up to see Rey packed and headed for the doors. He runs to catch her.

FINN: Hey, where you going?

REY: I'm done with all of this.

FINN: What do mean? You can't quit now.

REY: This war's insane. I'm better off on my own. Why don't you come with me?

Tempted, Finn looks back at the camp.

FINN: I... I want to, but I can't. There's too much at stake.

REY: Yeah, I've heard that, but look at the way they treat you after all you've done for them. They don't deserve you.

FINN: It's not about me. It's bigger than that. Regardless of what they think of me, they need my help. Besides, they're starting to come around.

KAYDEL KO (O.S.): Get back to work, buckethead.

Finn grins sheepishly. From the upper balcony deck, PI'QI, a long-horned IKTOTCHI with red leathery skin, shouts.

PI'QI: Stormtroopers!

An explosion shakes the arena. Resistance soldiers instantly respond and scramble toward the breach.

FINN: You'd better go while you can.

Finn takes off. Nic tosses Finn a blaster as he joins them.

Another explosion and Rey automatically reaches for her lightsaber but finds it missing.

EXT. SLUMS OF DREV'STARN - DAY

Rey slips outside and sees the 501st navigate the narrow, garbage-strewn, earthen streets. She ducks into a fuselage. The stormtroopers join their recon team in the siege of the arena. They charge straight toward it, seemingly oblivious to the incoming fire from the resistance snipers above.

EXT. SAFEHOUSE - ROOF - DAY

Lando gets to the roof to see JUMPTROOPERS with jetpacks zoom up over the arena and attack from above. One jumptrooper uses a flamethrower to torch the canvas awning. Lando fires at the flamethrower and hits the tank. It explodes. Fire rains down and sets the canvas roof ablaze. Lando's comlink crackles.

LEIA: The roof is on fire. We're exposed.

LANDO: Copy that.

Finn joins Lando as Tie Fighters scream by overhead.

FINN: They know our location. Bombers are on their way.

Another explosion and the comlink crackles again.

MAJOR EMATT: Stormtroopers are inside the base.

FINN: We've got to get out of here.

Lando keys the comlink.

LANDO: Chewie, prep the Falcon and load everyone on board. We're getting the hell out of here.

FINN: Can we all fit?

LANDO: It's a freighter, isn't it?

EXT. SLUMS OF DREV'STARN - DAY

In the dirt along a failing masonry wall covered in graffiti, stormtroopers aim blasters at the heads of kneeling Bothans. Kylo paces impatiently before them.

AL-2112: They've located the resistance base.

KYLO: Move out.

AL-2112: Execute the prisoners.

KYLO: No. Let them go. Their deaths serve no purpose.

They leave the Bothans in bewildered relief.

INT. SAFEHOUSE - DAY

Doctor Kalonia leads her patients to the Falcon followed by her FX-7 medical droid. A soldier stops her.

RESISTANCE FIGHTER: There's no room for droids.

Kalonia nods with disappointment and continues inside. Artoo and Threepio arrive as the soldier shoots the medical droid. Artoo lets out a shriek. Threepio throws up his hands.

THREEPIO: Don't shoot!

RESISTANCE FIGHTER: We can't risk intel falling into enemy hands.

He raises his blaster.

THREEPIO: There's no need for that. We won't talk. I hardly talk at all. If fact most of my time is spent-

LEIA: Soldier! They're with me.

The fighter reluctantly waves them on. The droids quickly follow after Leia as she boards. Finn and Lando exit the stairway and run toward the Falcon. An explosion knocks them off their feet. Major Ematt and his team fire at the stormtroopers as they appear in the seating levels. The stormtroopers return fire and jump the rails onto the field. The team falls back into the Falcon. Finn helps up Lando and half carries him to the Falcon. The Falcon's AX-108 "Ground Buzzer" drops and lays down a barrage of rapid cover-fire for Finn and Lando.

EXT. SAFEHOUSE - ROOF - DAY

Rey watches as more jumptroopers rocket to the roof, armed with missiles. She runs toward a half-collapsed stairway. Around the roof perimeter, troopers fire on the Falcon. TIE bombers approach in the distance. Rey gets to the top of the stairs as a jumptrooper takes aim at the Falcon with his rocket. He pulls the trigger. The rocket fires, but Rey Force pushes it. It tumbles, knocks into the ship, takes off after a Tie Fighter, and destroys it.

Another jumptrooper turns and fires on Rey. She whips her staff around and deflects the blaster bolt, which slices her staff in two. She tosses the pieces aside. With the TIE bombers almost on them, the Falcon rises level with the arena roof. The jumptroopers rocket over the edge and onto the back of the Falcon. Rey backs up, sprints, and Force jumps over the parapet and onto the Falcon with the rest of the jumptroopers.

EXT. SAFEHOUSE - DAY

Kylo and his stormtroopers arrive to see the Falcon rise out of the arena. The scream of approaching TIE Bombers increases.

AL-2112: TAKE COVER!

AL-2112 shields Kylo with his body as the TIE bombers strike engulfs the arena in a massive fireball.

EXT. MILLENNIUM FALCON - DAY

The explosion shockwave rocks the Falcon. Rey desperately clings to the deck, but the jumptroopers' magnetic boots hold tight as they fire on the hull.

EXT. SAFEHOUSE - DAY

Kylo pushes AL-2112's dead body off of him. The surviving and injured stormtroopers rise to their feet.

KYLO: Call up the remaining squads! Bring that ship down!

INT. MILLENNIUM FALCON - COCKPIT - DAY

Lando, Chewie, Finn, Leia, and the droids peer out as two jumptroopers take aim at them through the window.

LEIA: Shake them off!

LANDO: We're too heavy. I'd lose control.

Suddenly, the jumptroopers fly off the hull, revealing Rey behind them, arms stretched forward with a Force push.

FINN: Rey!

Finn snatches the lightsaber from Leia and slips out. He pushes through the crowded corridor to the top hatch lift.

EXT. MILLENNIUM FALCON - DAY

Jumptroopers descend upon Rey, who hunkers down in the valley of the cockpit access tunnel. The hatch opens and Finn crouches in the well with a blaster. He shoots a jumptrooper and gets the attention of the others. Incoming Tie Fighters and the Falcon's cannons trade fire. Finn tosses the lightsaber to Rey. She reaches out, but as Tie Fighter bolts strike the ship, she misses. The lightsaber clanks onto the deck, rolls to the edge, and stops by a thin line of conduit. She gives Finn an annoyed look.

FINN: It's not my fault.

Another Tie Fighter strafes the ship. Finn and Rey take cover, and the jumptroopers advance on them. The quad-laser cannon swivels and knocks a jumptrooper off the ship as it shoots down one of the evading Tie Fighters. Three more pick up the chase. Rey stretches for the lightsaber as it bounces on the edge. Finn frantically fires at the jumptroopers as Tie Fighters pepper the Falcon. The hull smokes and sparks.

FINN: I changed my mind! I don't want to be a hero!

Tie Fighters zoom past. Finn looks up as seven more join the others. They bank and come about into an attack position. Suddenly, red cannon fire crosses their path and blows two Tie Fighters out of the sky. The Tie Fighters scatter and X-wings streak past.

INT. X-WING - DAY

Kare' Kun lets out a victorious cheer.

KARE' KUN: Eat dirt, sleemo!

EXT. MILLENNIUM FALCON - DAY

More X-wings whoosh by. Their shockwave rocks the Falcon and dislodges the lightsaber. It floats freely off the edge. Rey reaches for it and snaps it out of the air with the Force. A jumptrooper approaches from behind. She ignites the blade, whips around, and slashes him. His body falls from the ship as Rey stands and approaches the remaining jumptroopers.

FINN: Rey! What are you doing?!

The jumptroopers fire, but she confidently deflects the shots.

FINN: Oh.

She swings and swipes as she closes in on them and sends them off the ship one by one. She slashes at the last. He rockets up out of her range and fires. She deflects the shots, sending one shot into the replaced sensory array antenna. It flops forward.

REY: Oops.

Finn fires and hits the rocket pack. It spins the jumptrooper around in circles, flies him off, and he explodes. Finn and Rey share in the adrenaline-filled victory dance. Finn stumbles a bit and gets a glance over the edge.

FINN: I'm glad you're back, Rey, but can we get inside now?

EXT. WHITE MOUNTAINS - EVENING

In the mountain's shadow, two GR-75 transports, half buried in a snowdrift, consume most of a valley floor with the X-wings and Falcon parked scattershot.

INT. MILLENNIUM FALCON - LOUNGE - NIGHT

Finn, Rey, the droids, Wedge, and the rest of the senior staff gather around the dejarik table.

FINN: I can do it. I can create the diversion, but I'll need the transports.

LANDO: But we only have the one transponder.

MAJOR EMATT: Not too worry, the transports are equipped with cloaking devices, thanks to General Solo. I don't know where he got them. I didn't ask.

LANDO: (chuckling) Han Solo, you pirate. I know who he got them from, and you're right. It's better not to ask.

MAJOR EMATT: It's still a hell of a gamble.

WEDGE: Let us worry about the local flyboys, but if a Star Destroyer shows up we won't last a parsec.

THREEPIO: Excuse me, sir, but a parsec is a unit of distance-

MAJOR EMATT: Even if we take out Snoke, that's no guarantee the First Order will fall.

LEIA: No, but a power vacuum could fracture their organization and give us time to rebuild the Resistance. If anyone wants out, now's the time.

The room remains silent.

LEIA: All right, then. Good luck.

EXT. OBROA-SKAI ORBIT - DAY

The Prominence and X-wings drop out of hyperspace into the middle of a frenetic battle. The X-wings feverishly scatter and instantly come under fire. Poe lets out a long wail as he dodges and banks, nearly crashing into another X-wing. A TIE comes into his firing sights. Instinctively, he shoots it down, then another. His wits return and he manages to get a handle on the dicey situation. Beyond the chaos, three Star Destroyers mercilessly unleash hell onto the helpless New Republic frigate, Solstice. Poe, now in control, actively seeks and destroys targets. A lock alarm sounds and shots fly past him. Snap swoops in and picks off the pursuer.

SNAP: First round's on you.

POE: I'll buy all the rounds if we survive.

Myri grits her teeth as she fires, weaves, and dodges.

MYRI: Where is your spine, Black Leader?

POE: It's attached to my body, and I'd like to keep it there, thank you.

MYRI: Look out!

Poe's ship makes physical contact with a Tie Fighter. BB-8 takes a fatal blow. His ship spins out of control.

POE: Kriff!

Several Tie Fighters close in to finish him off. Myri rushes in recklessly. She takes several hits but manages to fend off the closing Tie Fighters.

MYRI: Poe! Are you all right?

POE: No. I'm venting plasma and I lost BB-8.

Two more Star Destroyers appears from hyperspace and maneuver toward the battle.

MYRI: Enough already!

INT. BATTLECRUISER PROMINENCE - BRIDGE - DAY

A frustrated Captain Canady pounds the console. Admiral Bashier maintains a cool and collected facade as they watch the battle grow insurmountable.

CAPTAIN CANADY: Admiral, we must retreat. We have no chance against those Star Destroyers.

ADMIRAL BASHIER: No! We stay and fight. We are the face of the New Republic. We must demonstrate our superiority or risk losing everything we've fought for.

CAPTAIN CANADY: We will lose everything if we continue to stay here and fight!

INT./EXT. X-WINGS - DAY

Alarms sound in Poe's cockpit.

POE: I've taken too much damage.

MYRI: Hang in there. We'll be pulling back any minute.

ADMIRAL BASHIER: All fighters focus on the bridge of the closet Star Destroyer.

The Prominence unleashes all cannons in a maelstrom of fire.

MYRI: Okay, listen up. We're going in with a delayed pincer move, but attack the bridge from behind. The Prominence will barrage the front. Watch out for their over-spray.

BASTIAN: What about the other Star Destroyer? They'll blast us into star dust.

POE: They won't risk firing at their own ship, so stay close to the hull. Keep an eye open for turbolasers.

MYRI: I'll take point. Try not to die.

POE: Hey, Myri. I realize this isn't the right time or place, but you're the best pilot I've ever seen.

Myri's eyes well up a little.

POE: It's been a real honor to serve with you.

MYRI: Even though you guys are reckless and unruly, I'm glad you're here.

Poe smiles.

SNAP: Hey, Poe. I thought I was the best pilot you've ever seen.

POE: I only said that so I wouldn't embarrass you in front of your mom.

The squadron pilots burst out in laughter as they speed off toward certain death.

EXT. STAR DESTROYER - DAY

Compartment doors slide open along the port edge. Inside, two missiles shift into launch position. The tips slowly illuminate into a bright red glow, then launch. The missiles and X-wings fly by each other.

KORTU: Prominence, incoming missiles.

INT. BATTLECRUISER PROMINENCE - BRIDGE - DAY

Turbolasers rain hellfire at the missiles and shoot one down, but the second finds its target. The bridge explodes with flame and debris. Captain Canady grabs the console and pulls himself to his feet. Blood and burns cover his face and arms. Air leaks through the bulkhead, and the dead and injured litter the floor. Captain Canady finds Admiral Bashier with a large shard of durasteel protruding through his neck. The Captain drags him across the floor toward the lift. Admiral Bashier's bloody hand reaches up and grabs Captain Canady by his jacket.

ADMIRAL BASHIER: (in a weak raspy voice) I've done my duty. Save the fleet.

EXT. RAITHAL - CAPITAL CITY - NIGHT

The once great Imperial City is now war-torn and neglected, except for the new towering Capitol building topped with a geodesic sphere.A large cargo vessel taxis from the spaceport as a Tie Fighter patrol whizzes past.

INT. SPACEPORT TRAFFIC CONTROL - NIGHT

OPERATIONS COMMANDER BLANN lazily sips his caf as he watches the cargo vessel float away.

AIRMAN TAGGI stands to formally address Commander Blann.

AIRMAN TAGGI: Commander Blann, long-range sensors have detected a recruit transport on approach, but it is not within a designated flight path.

COMMANDER BLANN: Have they the proper clearance codes?

AIRMAN TAGGI: Yes, sir.

COMMANDER BLANN: Then correct their heading and grant them clearance. With all the new recruits, I'm surprised there is any room left on the planet.

AIRMAN TAGGI: Sir, no recruit transports are scheduled until tomorrow. Protocol-

COMMANDER BLANN: Airman Taggi, not every wrinkled collar suggests a conspiracy.

AIRMAN TAGGI: Sir, may I suggest visual confirmation?

Commander Blann clangs his cup onto his saucer and sighs with annoyance.

COMMANDER BLANN: Fine. If it makes you feel better, send a patrol.

AIRMAN TAGGI: Very good, sir.

INT. MILLENNIUM FALCON - COCKPIT - NIGHT

Lando and Chewie watch as the clouds clear to reveal the spaceport.

AIRMAN TARKIN: Recruit transport four nine. You are clear for landing. Come to mark eight point two five.

FINN: Eight point two five, copy that. (clicks off the comm) Okay, they bought it, but as soon as we dip below their sensor array-

The proximity alarm flashes and two Tie Fighters flash by.

LANDO: There goes our cover. Prep your team.

Finn slips out as Lando keys the comm.

LANDO: Ematt, the party is starting early.

EXT. CAPITAL CITY - NIGHT

High above the city, a blue electricity crackles, and the two GR-75 transports solidify from the cloaking device. The rear transport doors open in flight. X-wings launch from inside and dive toward the city. Three Tie Fighters lift off from the air base. The X-wings quickly engage them. Y-Wing bombs obliterate a parked column. The two quad-cannons of the Falcon fire on the patrol.

The X-wings sweep the city and take out turbo cannon placements, laser towers, and encampments. Wedge, Kare', and Nien Nunb circle the military academy as the two massive transports land outside the complex. B1 battle droids scurry from rusty bunkers like fire ants from a disturbed mound. Many struggle with frozen joints and disabled blasters. Wedge and his squad ravage the droid army.

WEDGE: This is easier than I thought.

KARE' KUN: Too bad.

Nien Nunb chuckles in his weird laughter.

EXT. OLD IMPERIAL ACADEMY - ROOF - NIGHT

The Falcon's ramp lowers and Finn's team jumps out. Artoo's rockets glide him to the deck. Finn leads Rey, Kaydel Ko, Nic, and Artoo towards a service hatch. Finn blasts the lock.

INT. OLD IMPERIAL ACADEMY - NIGHT

Nic slides down the ladder last. The clank of boots on the loose deck grate deadens inside the sloped walls, regularly interrupted by thick braces. They cram into an elevator. Finn mashes the button, but nothing happens.

REY: Artoo, see what you can do.

Artoo tweedles and accesses the data port.

FINN: The control center is in the basement.

The elevator chimes and the door closes. A Muzak version of the Imperial March plays overhead.

FINN: We can unlock all the cell doors from there.

NIC TEED: What?! The plan is to blow the reactor.

FINN: Change of plans.

The doors open, and the team is met with blaster fire from a long corridor. Nic takes a hit. Finn pulls him back inside.

KAYDEL KO: Nic!

Rey and Kaydel Ko fire back from what little cover they have. Nic slumps dead in Finn's arms.

KAYDEL KO: They're stormtroopers! Is this really worth it?

Rey looks questioningly to Finn. Finn nods. A thermal detonator rolls into the elevator. Finn, Kaydel Ko, and Rey hold their breath, but Artoo kicks it away. It sails back into the control room and explodes. Through the smoke, the team enters the control room, strewn with bodies and the sparking wreckage of the console.

REY: Is there another way to open doors?

FINN: Yeah. One by one.

KAYDEL KO: We don't have time for that.

REY: Let me try.

EXT. OLD IMPERIAL ACADEMY - NIGHT

Nien Nunb runs recon and spots bipedal AT-ST walkers and stormtrooper squads en route to the Imperial Academy.

NIEN NUNB: We definitely have their attention.

LANDO: Copy that, Nien Nunb. We're en route.

NIEN NUNB: Leaving soon. Be quick.

INT. OLD IMPERIAL ACADEMY - DORMITORY - NIGHT

Rey stands before a dimly lit hall. A steam pipe mists and drips, and the lights that work flicker. Finn and Kaydel Ko stand behind her.

KAYDEL KO: If this doesn't work, we have to blow the place.

FINN: It'll work.

Rey takes a deep breath, closes her eyes, and reaches out. Nothing happens. Rey peeks through one eye. She takes another breath and lets it out slowly. Kaydel Ko is not impressed, until doors rattle. The rattle turns into a shudder. Finn and Kaydel Ko take a step back. The doors buck and stress as if holding back a monster, until multiples burst from their thresholds. A domino effect of smashing doors echoes down the hall.

Finn and Kaydel Ko share a dumbfounded look. Children's faces, boys and girls from five to fifteen, cautiously peep out from the doorways. Rey, surprised at herself, beams with pride. Finn hugs her.

FINN: Thank you.

Kaydel Ko revives her pretentious attitude.

KAYDEL KO: That's great, but let's get a move on? There's a lot more doors to open.

Finn waves out the cadets.

FINN: Come on! We're going home.

The children scurry out of the rooms and follow him.

EXT. CAPITAL CITY - NIGHT

The Falcon flies low through a hazy city of decrepit steel and glass buildings pockmarked with lights. Ahead looms the castle-like First Order Capitol tower.

INT. MILLENNIUM FALCON - COCKPIT - NIGHT

The view of the grand Capitol fills the windows.

LANDO: I've got a baaaad-

LEIA: Don't... The formal landing berth is on the north side, near the top. Just below it is the valet docking bay and service entrance.

LANDO: They may not be expecting us, but they will be prepared, Princess.

LEIA: We're not here for a gala. Let's just hope they aren't too prepared.

EXT. FIRST ORDER CAPITOL - NIGHT

The Falcon tilts up and flies straight up the building toward the underside of a cantilevered landing platform.

INT. FIRST ORDER CAPITOL - SERVICE BAY - NIGHT

The sound of cannon fire startles the squad of stormtroopers on guard among the scattered crates and repulsor trolleys of the utilitarian service bay.

EH-5177: Don't worry. They can't get through those durasteel blast doors.

The blasts continue until the doorframe creaks, sags, and pulls free from the wall. The whole door tumbles away to unveil the bottom of the Falcon. The squad is face-to-face with a quad-laser cannon.

CUT TO: The ramp descends, and four soldiers take defensive positions in the burning tatters of the service bay.

A commando team in mismatched Mandalorian armor, a few in the iconic T-shaped visor helmets, file past Leia. The last gives her a small salute off his blue-accented helmet.

PARUS, 30s, quarterback-like in red and yellow armor, peeks into the corridor and signals all clear.

INT. FIRST ORDER CAPITOL - CORRIDOR - NIGHT

The commandos' rear guard advances past the cover team in a leapfrog-like maneuver through the curving corridor. Unnoticed by the commando team, the blast door closes behind them. Through the shrinking aperture, a red lightsaber with cross guard flashes. The last commando looks behind too late to see it.

PARUS: Contact!

Four box-headed, heavy battle droids with dual rotating barrel blasters deploy as a wide line across the corridor. Their tall, rectangular energy shields form an impenetrable wall. The strike team fires at the droids, who return fire and kill two commandos. The strike team retreats to the closed blast door.

MAHOTI, in red and gray armor, presses the button on the control pad. When nothing happens, he pounds on it.

MAHOTI: It's locked!

The droids round the curved corridor followed by four squads of stormtroopers.

The blue-helmet commando activates two thermal detonators.

He tosses them over the droid shields and into the nest of stormtroopers. The team braces against the wall.

The stormtroopers scatter but not before the explosions take them and the droids out. The energy shields last long enough to contain the blasts and protect the strike team.

As the team advances, a battle droid reaches for a blaster.

Mahoti shoots it point-blank, and its hand goes limp.

INT. MILLENNIUM FALCON - LOUNGE - NIGHT

Kylo runs his fingers over crooked, blocky letters that spell "BEN" etched into the engineering station console.

INT. MILLENNIUM FALCON - CREW QUARTERS - NIGHT

Flanked by stormtroopers, Leia kneels on the floor in anguish as Kylo enters. He pays no attention to her.

Kylo gives Luke's cloak in the unoccupied bunk a cursory exam and then tosses it onto the galley counter.

KYLO: Take her away.

The stormtroopers lift her up and escort her out as Kylo opens the cabinet and to his surprise finds a green glass cookie jar. He removes a cookie and smiles briefly.

His smile turns to anger at himself for giving into his weakness. He crushes it in his fist and smashes the jar.

INT. MILLENNIUM FALCON - MAIN CORRIDOR - NIGHT

Kylo stops at the ramp and glances at the secret compartments.

With the Force, he flips open covers.

Empty.

EXT. OLD IMPERIAL ACADEMY - DORMITORY - NIGHT

X-wings circle overhead as transport cannons, manned Z-6 rotary blaster cannons, and soldiers behind durasteel barriers keep the First Order troops at bay.

The doors to the academy slam open. Several Resistance soldiers spin reflexively, guns at the ready.

Cadets stream from the buildings. The soldiers aim at the children but can't bring themselves to shoot.

PI'QI: Hold your fire!

His orders bounce around the soldiers.

Pi'Qi heads off the wave of children shouting.

PI'QI: Stop! Go back! This is a combat zone!

The children stop at the sight of the armed men. A small, crying girl, 5, breaks from the crowd and latches herself onto Pi'Qi's leg.

GIRL: I want my mommy!

Pi'Qi panics at first, but, with an incredulous sigh, he shoulders his rifle and picks up the girl with one arm.

PI'QI: Open the cargo hold. We're taking on passengers.

The soldiers lift their blasters and hurry the children toward the transport as the great doors swing open and the ramp extends.

X-wings streak by low and fast.

They zero in on the AT-ST walkers. The walkers' heads explode and their legs crumple to the ground.

Wedge banks, does another pass over the ground team, and sees the flood of children. Before he can say it-

KARE' KUN: What the hell is going on down there?

PI'QI: Mission creep. Just watch our backs.

WEDGE: (vexed) Copy that. (under his breath) Damn fools.

Wedge pulls up for a pass over the academy. He looks down to see the blue-haired boy alone on the roof.

WEDGE: Viper Six, this is Rogue Leader. One of your strays is on the roof.

PI'QI: Which building?

WEDGE: It's the one with the pointy top.

PI'QI: The Tarkin Building?

WEDGE: I don't know. It's the northeast- Forget it. I'll get him myself.

Wedge comes about and lands on the roof among a nest of mechanical units. The roof creaks under the weight.

Wedge pops the top and beckons to the boy.

WEDGE: Come on, kid! Hurry, before the roof collapses.

The boy picks through the maze of equipment toward the ship.

He climbs atop a large vent fan and reaches up to Wedge's hand. Wedge pulls him in and sits him on his lap.

The boy marvels at the cockpit as the canopy closes.

WEDGE: Can you fly?

BOY: (worried) No. Can you?

WEDGE: A little.

The X-wing lifts off. The boy jolts up with both fear and excitement. Wedge gently drifts the ship down to the ground.

He lowers the boy down to Major Ematt's outstretched arms.

WEDGE: I never thought I'd be saving stormtroopers.

MAJOR EMATT: Things aren't as dark and light as they used to be.

Rey, Finn, and Kaydel Ko meet up with Major Ematt. His comlink crackles.

PI'QI: Viper Actual, this is Viper Six.

MAJOR EMATT: Actual, go Six.

PI'QI: Sir, sensors have picked up another wave of fighters approaching from the south.

MAJOR EMATT: How many?

PI'QI: Uh... A lot. They're coming in from orbit.

WEDGE: Star Destroyer. Get those transports out of here while we still have a chance. We'll hold them off.

Wedge closes his canopy and lifts off.

FINN: It's too soon. They must have known we were coming.

REY: Then the strike team is headed right for a trap. We have to warn them.

MAJOR EMATT: There's no way to contact them. They're under comm silence.

FINN: I can do it. I know my way round.

Finn takes off toward the Academy with Rey at his heels.

INT. GR-75 TRANSPORT - COMMAND POD - NIGHT

Major Ematt enters as the ship takes a hit that shakes the bridge. He steadies himself.

TRANSPORT CAPTAIN: A Star Destroyer has entered a geosynchronous orbit directly over the city. It's the Finalizer, sir.

MAJOR EMATT: Plot us a course outside of their weapons range but close enough to lure them away from the city.

Another strafing run rocks the ship.

TRANSPORT CAPTAIN: I can't get through those TIEs. They're targeting our shield generator.

EXT. OLD IMPERIAL ACADEMY - NIGHT

A large door groans and grinds as it slowly opens, but as it lifts a fraction, a white, aerodynamic sport bike with black trim shoots out and races toward the city.

Rey holds onto Finn as they lean forward and straddle what amounts to a ramjet engine with a seat.

Finn steers with levers behind a small windscreen. As they approach advancing hover tanks and AT-ST walkers, Finn weaves through them and fires with the two sets of three cannons mounted on either side of the speeder's cowling.

They punch through the line and race off into the city.

Wedge takes out three Tie Fighters in succession. He sees that the First Order ground forces have surrounded the area but have ceased their advancement.

WEDGE: Viper Actual, I don't know what those troops are waiting for, but we'll clear you a path through these TIEs. Be ready to launch.

MAJOR EMATT: Rogue Leader, there's more TIEs incoming. Too many even for you. Don't worry about us. They won't attack with the cadets onboard, but you need to leave while you can.

WEDGE: And what happens once you're boarded? Forget it, we're staying. You can court-martial me later.

Rogue Squadron preps for the oncoming tsunami of Tie Fighters that looms on the horizon. Kare' Kun takes a deep breath.

Nein Numb double-checks his instruments.

WEDGE: Keep a tight defensive perimeter. No hunting trips.

As the wave hits, hundreds of Republic Defense fighters join the battle, and a frenzy of dogfights ensue.

WEDGE: What the-

Myri's EX-1 whooshes past.

MYRI: Rogue Leader, leave the area. You are operating within New Republic Defense jurisdiction.

Poe flies up alongside Wedge.

POE: Myri found my tracker. She stuck it on your ship.

Wedge gives a fictitious sigh of disappointment.

WEDGE: She did the same thing with the tracker I installed when she first started dating.

POE: Come on. Let's get these transports out of here.

EXT. FIRST ORDER CAPITOL - NIGHT

Rey waits impatiently as Finn tries to rewire a lock on a service door. Rey ignites her blade.

REY: Move.

FINN: No, you'll set off the alarm.

REY: Fine.

Rey sheaths her lightsaber and jumps with incredible height to a small handhold and scales up the wall.

Finn watches Rey disappears over a balcony.

FINN: (stage whisper) Hey, what about me?

Finn makes futile attempts at the handhold. He gives up and reexamines the door but jumps in fright when a stormtrooper almost lands on him. He looks up as if expecting more bodies.

INT. FIRST ORDER CAPITOL - THRONE ROOM - NIGHT

Two two-story tall doors quietly open into a geodesic sphere of transparisteel windows with breathtaking views of the capital city. The commando team enters onto a floating, multi-level walkway made up of steps and ramps in a sculptural design.

In the center of the sphere, a tall riser topped by Snoke patiently seated on his throne with Kylo and General Hux on either side of him. The Knights of Ren stand spread out on the steps.

At the base await Captain Phasma and a company of stormtroopers intermixed with Kylo's 501st. At their feet kneels Leia, Lando, and Chewie.

SNOKE: If you've come to restore order to the galaxy I'm afraid you are too late, Jedi Skywalker.

Leia looks up in surprise.

The blue-helmet commando steps forward. Luke reveals himself.

LUKE: I'm not here for you, Snoke. I've come to bring Ben back to the light.

SNOKE: The New Republic is gone. The pitiful Resistance is now nothing but a whisper on the lips of old men. With your death tonight, the Jedi legacy end and a First Order galaxy will rise.

The commandos step up behind Luke. The stormtroopers jab their guns into the captives.

Snoke puffs out a dismissive laugh.

Luke waves them back and hands Parus his blaster.

SNOKE: As we speak, the remnants of the New Republic fleet are being swept away. Nothing left but a memory, which we will rewrite.

Kylo ignites his sword and descends the steps, with Luke's lightsaber strapped to his belt. His knights follow.

LUKE: Neither the Jedi nor the Republic fosters the Resistance. You are its father. There is no resistance without oppression. Even within your own ranks dissension exists. How will you rule the galaxy when you can't even retain the loyalty of your own apprentice?

KYLO: Hypocrite! How can you speak of loyalty when you break your own vows?

LUKE: I paid dearly for that mistake.

KYLO: It's not enough.

The stormtroopers part for Kylo. As he passes Leia, she grabs Luke's lightsaber and runs. Two stormtroopers quickly stop her. A third stormtrooper yanks it from her grasp.

Captain Phasma approaches with her hand extended toward the Jedi weapon. The stormtrooper chucks it to Luke who snatches it out of the air and ignites the blue blade.

Two 501st stormtroopers grab the rebellious stormtrooper.

Captain Phasma removes his helmet to reveal Finn.

CAPTAIN PHASMA: FN-2187. You held such promise. You will again after reeducation.

Kylo drags the tip of his blade and burns a line on the floor.

The Knights of Ren follow at a distance.

LUKE: I know why you wear the mask, but you cannot hide from yourself. You must accept who you are, but do not let Snoke - or me or anyone else - define you.

KYLO: That armor won't protect you from my blade.

LUKE: Your friends won't protect you from Snoke.

Kylo swings. Their blades clash.

KYLO: They'll do as I command. They have sworn their allegiance to me.

LUKE: That means little in a culture that rewards treachery.

Luke spins out of the way of Kylo. Kylo whips around for a quick second attack, but Luke blocks this too. Kylo sneers at Luke through crossed blades.

LUKE: Ben, if this is who you really are, and not what you think you've become, then I'll accept it, but you must convince me.

KYLO: I can be very convincing.

Kylo pushes Luke back and attacks with ferocious strikes.

Snoke watches on with macabre enjoyment as they duel.

Leia turns away, but General Hux grabs her chin and twists her head back around. His eyes are wild with ecstasy.

GENERAL HUX: You should watch. This will be the last time you look upon your family.

Luke changes tactics and goes on the attack. Kylo now struggles to keep up with Luke's effortless swordplay, proof he is a true Jedi Master.

Kylo gives up ground and even the Knights of Ren step back toward the line of stormtroopers.

Kylo slashes low, but Luke flips and gives Kylo a swift kick to the chest. Kylo hits the deck and slides to the feet of the Knights of Ren.

Kylo stands and lets out a stream of Force lightning.

Luke shields himself with his blade, and this time his hand maintains functionality. His blade turns from green to a blinding white.

As Kylo shades his eyes, Luke switches his lightsaber into his left hand gets in close to Kylo.

Kylo blindly swings and Luke catches Kylo's blade with his prosthetic hand. Sparks fly, energy chirps and crackles, but his prosthesis resists damage.

Kylo grabs Luke's other hand and they stand deadlocked. Kylo's hilt smokes and burns into his flesh as it overheats.

The Knights of Ren move in but stop as blaster bolts strike around them. From the superstructure, Rey fires a blaster as she leaps to the platform.

LUKE: Rey, no!

She lands behind the Knights of Ren and extends her green blade. Stormtroopers fire, but she turns and deflects their shots. The commandos open fire on the stormtroopers.

CAPTAIN PHASMA: Focus on those fighters. The Knights can handle one small girl.

Rey whips back around to see Lascendu and Skhal light their blades. She takes her practiced fighting stance.

They face each other in a standoff, until Lascendu lowers her blade. She and Skhal share a look behind masks. Lascendu pushes back her face shield.

Through the transparisteel windows, orbital cannons rain down on the city. Explosions erupt in the distance, accompanied by a low rumbles.

LASCENDU: Helana?

Skhal pulls off his helmet, eyes fixed in wonder on Rey.

SKHAL: It can't be. We saw you die on Jakku.

Rey drops her defenses. Her mouth hangs agape and she steps back in disbelief.

Kylo, unable to hold onto the burning hilt any longer, drops the blade. It tumbles away over the platform. Kylo clutches his burnt hand and kneels before Luke.

Lascendu opens her arms. Rey hesitates. Her eyes redden, but, finally, she rushes into their embrace.

Finn watches, dumbfounded and forlorn from a distance.

FINN: Rey! Rey, what are you doing? Rey!

Luke and Kylo watch as they usher her up toward Snoke. Snoke stands and attempts to look fatherly. His eyes meet Kylo's for a moment and then he turns away as they escape together.

KYLO: No!

Kylo looks up at Luke.

KYLO: If you won't kill me, then leave me. I'm not going back.

LUKE: You know I won't abandon you.

Kylo stands and looks Luke straight in the eye.

The orbital strikes grow closer and louder. The room vibrates.

KYLO: Kill me, or be killed.

Luke raises his blade. Kylo doesn't flinch. They stand face-to-face. Luke grabs Kylo's wrist and slaps the lightsaber hilt into it. Luke steps back and raises his arms, daring Kylo to strike.

Kylo, taken aback, looks at the blade and then at Luke.

Luke glances toward Leia and gives her a loving smile. Leia shakes her head in disbelief.

Kylo raises the blade. Luke closes his eyes.

Kylo hesitates then swings. As the blade swipes through the armor, Luke's body disappears.

Leia screams out uncontrollably. Lando turns his face away.

Chewie lashes out, and stormtroopers desperately try to shock him back into submission.

Kylo turns to find the Knights blocking his way. General Hux stands behind Leia and raises the vibroblade for him to see.

Kylo's expression turns to horror. He tries push through the Knights, but they grab and hold him.

With a sick, bare-toothed grin, General Hux thrusts the knife through Leia's back.

Leia gasps and looks down at the protruding blade and blood.

Lando cries out in horror.

LANDO: Nooooooo!

An orbital blast strikes the building. The transparisteel cracks and the superstructure groans.

Kylo pulls away desperately, and the Knights draw their swords.

Kylo's 501st stormtroopers fire on the Knights, and the remaining stormtroopers attack the 501st.

Unsupervised, Lando runs to Leia's side. He cradles her in his arms. Tears stream down his face.

LANDO: Leia, don't die. Don't die. I love you. I love you.

Leia weakly looks up at him. Blood covers her face and mouth.

Pained, she reaches up, touches his face, and gives a smile.

LEIA: I know.

Her hand falls from Lando's face and leaves a swipe of blood.

Her last breath escapes and she closes her eyes forever.

Lando holds her close and sobs quietly.

General Hux and Captain Phasma make a quick exit.

Kylo outmaneuvers Taug and sends the lug crashing to the floor. With Kylo's back turned, Arigav jumps and bring his purple lightsaber down hard.

Kylo spins, but the tip catches his shoulder. He cries out, then internalizes the pain and uses it to make him stronger.

Finn appears next to Lando and removes his binders.

FINN: We've got to get out of here.

He removes the binders from Chewie and helps him up.

LANDO: We can't leave her here.

Chewie picks up Leia in his giant hairy arms. Finn helps up Lando and they flee toward the beckoning commandos.

Taug bum-rushes Kylo, but again Kylo evades him, only this time Skhal gets in a punch to Kylo's face.

Bez sneaks in a swipe across the dazed Kylo's visor.

Kylo howls and falls to a knee, blinded. He throws off his mask and covers his eyes with his arm.

The knights back off and watch as Kylo stands and pathetically swings at nothing. He almost falls off the platform as the room shakes again from another orbital strike.

ARIGAV: I'll finish this.

Arigav toys with him. He waves his lightsaber to Kylo's right.

The electric hum prompts Kylo to swing in that direction. He drops his arm from his eyes, a black burn across his face.

LUKE (V.O.): Stretch out with your feelings.

KYLO: Luke?

Arigav slashes Kylo across his back. Kylo howls again.

LUKE (V.O.): Let go of your anger and feel the Force around you.

Kylo relaxes and stands up straight, ready.

MYRKKY: Finish him!

Arigav gives a nod then attacks.

Kylo blocks the strike. Myrkky attacks next, and Kylo blocks his strike too, then gives him a slash across his chest.

Arigav and Taug go in for the kill, but Kylo stops every strike and anticipates every move. Arigav overextends and Kylo slices off his leg. He tumbles off the edge.

Pieces of the frame fall around them.

BEZ MILOSTI: Leave him.

The Knights slip through the retreating stormtroopers, as they fend off the 501st and escape out the back.

INT. FIRST ORDER CAPITOL - SERVICE BAY - NIGHT

An explosion rocks the bay. Finn, Chewie, Lando, and the remaining commandos stagger as they navigate through a maze of flame and debris to the Falcon.

INT. MILLENNIUM FALCON - COCKPIT - NIGHT

Lando and Chewie run through the startup sequence. Another explosion shakes the ship.

EXT. FIRST ORDER CAPITOL - SERVICE BAY - NIGHT

The Falcon rises and slips out of the mangled door opening.

EXT. CAPITAL CITY - NIGHT

Poe and Myri's X-wings join them as they angle up into the night sky. Orbital cannons fire at the capitol building, and it crumbles as it collapses in flames.

EXT. RAITHAL ORBIT - NIGHT

A dozen terribly damaged Republic Dreadnoughts pound the Finalizer with large cannons. The Finalizer burns and splits in two, then explodes.

Dozens of Star Destroyers appear from hyperspace.

POE: Okay, the party's over. I'll see you at the rendezvous on Galaan.

LANDO: Take us home, Chewie.

The Falcon, the X-wings, and Republic Fleet jump away.

INT. GALAAN - CLOUD CITY - CURATOR'S QUARTERS - MORNING

Darkness.

Suddenly, blue and red LEDs flicker.

A flash revealing an old man's sleeping face. The light fades in to reveal the cyborg LOBOT.

His eyes blink open from a long slumber.

EXT. CLOUD CITY - LANDING BAY - MORNING

A white planetary ring looms at an angle beyond gold and purple clouds. X-wings fly by alongside the Falcon.

The Falcon touches down on Platform 327.

Lobot and MAZ KANATA wait as Lando caries Leia in his arms, followed by Finn and Chewie. Maz breathes a heavy sigh.

MAZ KANATA: I'm sorry, Lando.

EXT. LOADING DOCKS - MORNING

Several platforms extend to the two transports moored off the edge of city.

Resistance soldiers direct the hundreds of refugees, awed by the dazzling beauty of the gas giant's sunrise.

Mixed in with the crowd, Artoo and Threepio stroll toward the city gates.

THREEPIO: Who do you suppose our new master will be?

Artoo sounds out a melancholy series of tones.

THREEPIO: Chewbacca?! Oh, no.

INT. CLOUD CITY - GRAND PLAZA - MORNING

Lando lays Leia down inside a glass case. He lovingly arranges a loose strand of her hair.

Finn watches from a distance as Lando seals the case on a riser in the center of the white, circular plaza.

Poe and Myri join Finn. BB-8, wounded but operational, catches up to them and rolls around at their feet.

The morning rays break over the edge of the glass atrium held up by white spindly columns.

Through the glass, they see a battlecruiser float by accompanied by starfighters.

EXT. CLOUD CITY - MORNING

The battle-scared New Republic Fleet descends upon the great city in a radial pattern as a variety of starfighters whoosh by. Hope survives.