THE EMPIRE STRIKES BACK
                          Written by
                       Lawrence Kasdan 
                             and 
                        Leigh Brackett
                       From a story by
                         George Lucas
EXT. GALAXY - PLANET HOTH
A Star Destroyer moves through space, releasing Imperial probe robots from its underside.  
One of these probes zooms toward the planet Hoth and lands on its ice-covered surface.  An explosion marks the point of
impact.  
EXT. HOTH - METEORITE CRATER - SNOW PLAIN - DAY
A weird mechanical sound rises above the whining of the wind.  A strange probe robot, with several extended sensers, emerges from the smoke-shrouded crater.  The ominous mechanical probe floats across the snow plain and disappears into the distance.
EXT. PLAIN OF HOTH - DAY
A small figure gallops across the windswept ice slope.  The bundled rider is mounted on a large gray snow lizard, a Tauntaun.  Curving plumes of snow rise from beneath the speeding paws of the two-legged beast.
The rider gallops up a slope and reins his lizard to a stop.  Pulling off his protective goggles, Luke Skywalker notices something in the sky.  He takes a pair of electrobinoculars from his utility belt and through them sees smoke rising from where the probe robot has crashed.
The wind whips at Luke's fur-lined cap and he activates a comlink transmitter.  His Tauntaun shifts and moans nervously beneath him.
                    LUKE
               (into comlink)
          Echo Three to Echo Seven.  Han, 
          old buddy, do you read me?
After a little static a familiar voice is heard.
                    HAN
               (over comlink)
          Loud and clear, kid.  What's up?
                    LUKE
               (into comlink)
          Well, I finished my circle.  I 
          don't pick up any life readings.
                    HAN
               (over comlink)
          There isn't enough life on this 
          ice cube to fill a space cruiser.  
          The sensors are placed, I'm going 
          back.
                    LUKE
               (into comlink)
          Right.  I'll see you shortly.  
          There's a meteorite that hit the 
          ground near here.  I want to check 
          it out.  It won't take long.
Luke clicks off his transmitter and reins back on his nervous lizard.  He pats the beast on the head to calm it.
                    LUKE
          Hey, steady girl.  What's the 
          matter?  You smell something?
Luke takes a small device from his belt and starts to adjust it when suddenly a large shadow falls over him from behind.  He hears a monstrous howl and turns to see an eleven-foot-tall shape towering over him.  It is a Wampa Ice Creature, lunging at him ferociously.
                    LUKE
          Aaargh!
Luke grabs for his pistol, but is hit flat in the face by a huge white claw.  He falls unconscious into the snow and in a moment the terrified screams of the Tauntaun are cut short by the horrible snap of a neck being broken.
The Wampa Ice Creature grabs Luke by one ankle and drags him away across the frozen plain.
EXT. HOTH - REBEL BASE ENTRANCE - DAY
A stalwart figure rides his Tauntaun up to the entrance of an enormous ice cave.
INT. HOTH - REBEL BASE - MAIN HANGAR DECK
Rebel troopers rush about unloading supplies and otherwise securing their new base.  The rider, Han Solo, swings off his lizard and pulls off his goggles.
He walks into the main hangar deck toward the Millennium Falcon, which is parked among several fighters.  Mechanics, R2 units, and various other droids hurry about.  Han stops at the Millennium Falcon where his Wookiee copilot, Chewbacca, is welding on a central lifter.  Chewie stops his work and lifts his face shield, growling an irritated greeting to his boss.
                    HAN
          Chewie!
The Wookiee grumbles a reply.
                    HAN
          All right, don't lose your temper.
          I'll come right back and give you 
          a hand.
Chewbacca puts his mask back on and returns to his welding as Han leaves.
INT. HOTH - REBEL BASE - COMMAND CENTER
A makeshift command center has been set up in a blasted area of thick ice.  The low-ceilinged room is a beehive of activity. Controllers, troops, and droids move about setting up electronic equipment and monitoring radar signals.
General Rieekan straightens up from a console at Han's approach.
                    RIEEKAN
          Solo?
                    HAN
No sign of life out there, General.
The sensors are in place.  You'll 
know if anything comes around.
                    RIEEKAN
          Commander Skywalker reported in yet?
                    HAN
          No.  He's checking out a meteorite 
          that hit near him.
                    RIEEKAN
               (indicates radar 
                screen)
          With all the meteor activity in this
          system, it's going to be difficult 
          to spot approaching ships.
Taking a deep breath, Han blurts out what is on his mind.
                    HAN
          General, I've got to leave.  I 
          can't stay anymore.
Princess Leia, standing at a console nearby, is dressed in a short white combat jacket and pants.  Her hair is braided across her head in a Nordic fashion.  She overhears their  conversation and seems somewhat distressed.
                    RIEEKAN
          I'm sorry to hear that.
                    HAN
          Well, there's a price on my head.
          If I don't pay off Jabba the Hut, 
          I'm a dead man.
                    RIEEKAN
          A death mark's not an easy thing 
          to live with.  You're a good
          fighter, Solo.  I hate to lose you.
                    HAN
          Thank you, General.
He turns to Leia as Rieekan moves away.
                    HAN
               (with feeling)
          Well, Your Highness, I guess this 
          is it.
                    LEIA
          That's right.
Leia is angry.  Han sees she has no warmth to offer him.  He shakes his head and adopts a sarcastic tone.
                    HAN
               (cooly)
          Well, don't get all mushy on me.
          So long, Princess.
Han walks away into the quiet corridor adjoining the command center.  Leia stews a moment, then hurries after him.
INT. HOTH - REBEL BASE - ICE CORRIDOR
                    LEIA
          Han!
Han stops in the corridor and turns to face Leia.
                    HAN
          Yes, Your Highnessness?
                    LEIA
          I thought you decided to stay.
                    HAN
          Well, the bounty hunter we ran 
          into on Ord Mantell changed my
          mind.  
                    LEIA
          Han, we need you!
                    HAN
          We?
                    LEIA
          Yes.
                    HAN
          Oh, what about you need?
                    LEIA
               (mystified)
          I need?  I don't know what you're 
          talking about.
                    HAN
               (shakes his head, 
                fed up) 
          You probably don't.
                    LEIA
          And what precisely am I supposed 
          to know?
                    HAN
          Come on!  You want me to stay 
          because of the way you feel about
          me.
                    LEIA
          Yes.  You're a great help to us.
          You're a natural leader...
                    HAN
          No!  That's not it.  Come on.  
          Aahhh - uh huh!  Come on.
Leia stares at him, understanding, then laughs.
                    LEIA
You're imagining things.
                    HAN
          Am I?  Then why are you following 
          me?  Afraid I was going to leave
          without giving you a goodbye kiss?
                    LEIA
          I'd just as soon kiss a Wookiee.
                    HAN
          I can arrange that.  You could use 
          a good kiss!
Angrily, Han strides down the corridor as Leia stares after him.
INT. HOTH - REBEL BASE - ANOTHER ICE CORRIDOR
A familiar stream of beeps and whistles herald the approach of Artoo-Detoo and See-Threepio, who appear around a corner and move along an ice wall toward the main hangar.
                    THREEPIO
          Don't try to blame me.  I didn't 
          ask you to turn on the thermal 
          heater.  I merely commented that it 
          was freezing in the princess' 
          chamber.  But it's supposed to be 
          freezing.  How are we going to dry 
          out all her clothes?  I really don't 
          know.
Artoo beeps a stream of protesting whistles.
                    THREEPIO
          Oh, switch off.
INT. HOTH - REBEL BASE - MAIN HANGAR DECK
The two robots stop at Han Solo's space freighter.  Han and Chewie are struggling with their central lifters.
                    HAN
               (to Chewie)
          Why do you take this apart now? 
          I'm trying to get us out of here 
          and you pull both of these.
Chewie grumbles in irritation.
                    THREEPIO
          Excuse me, sir.
                    HAN
               (to Chewie)
          Put them back together right now.
                    THREEPIO
          Might I have a word with you, 
          please?
                    HAN
          What do you want?
                    THREEPIO
          Well, it's Princess Leia, sir.
          She's been trying to get you on 
          the communicator.
                    HAN
          I turned it off.  I don't want to 
          talk to her.
                    THREEPIO
          Oh.  Well, Princess Leia is wondering 
          about Master Luke.  He hasn't come 
          back yet.  She doesn't know where he 
          is.
                    HAN
          I don't know where he is.
                    THREEPIO
          Nobody knows where he is.
                    HAN
          What do you mean, "nobody knows"?
Han glances at the fading light at the entrance of the ice cave as night slowly begins to fall on the planet.
                    THREEPIO
          Well, uh, you see...
Han jumps down off the lift, as Threepio follows him.
                    HAN
          Deck Officer.  Deck Officer!
                    THREEPIO
          Excuse me, sir.  Might I inqu...
Han abruptly puts his hand over Threepio's mouth as the deck officer approaches.
                    DECK OFFICER
          Yes, sir?
                    HAN
          Do you know where Commander 
          Skywalker is?
                    DECK OFFICER
          I haven't seen him.  It's possible 
          he came in through the south entrance.
                    HAN
          It's possible?  Why don't you go 
          find out?  It's getting dark out there.
                    DECK OFFICER
          Yes, sir.
The deck officer leaves hurriedly, as Han takes his hand off Threepio's mouth.
                    THREEPIO
          Excuse me, sir.  Might I inquire 
          what's going on?
                    HAN
          Why not?
                    THREEPIO
          Impossible man.  Come along, Artoo, 
          let's find Princess Leia.  Between 
          ourselves, I think Master Luke is 
          in considerable danger.
INT. HOTH - REBEL BASE - MAIN ICE TUNNEL
The deck officer and his assistant hurry toward Han as he enters the tunnel.
                    DECK OFFICER
          Sir, Commander Skywalker hasn't 
          come in through the south entrance.
          He might have forgotten to check in.
                    HAN
          Not likely.  Are the speeders ready?
                    DECK OFFICER
          Not yet.  We're having some trouble 
          adapting them to the cold.
                    HAN
          Then we'll have to go out on 
          Tauntauns.
                    DECK OFFICER
          Sir, the temperature's dropping too 
          rapidly.
                    HAN
          That's right.  And my friends out 
          in it.
                    ASSISTANT OFFICER
          I'll cover sector twelve.  Have 
          com-control set screen alpha.
Han pushes through the troops and mounts a Tauntaun.
                    DECK OFFICER
          Your Tauntaun'll freeze before you 
          reach the first marker.
                    HAN
          Then I'll see you in hell!
Han maneuvers his mount out of the cave and races into the dark bitter night.
EXT. HOTH - ICE GORGE - DUSK
The jagged face of a huge ice wall sits gloomily in the dim twilight of a Hoth day.  Luke hangs upside down, ankles frozen into icy stalactites, his extended arms within a foot of the snow floor.  One side of his face is covered in a dried mask of frozen blood.  He opens his eyes as a chilling moan of the hideous ice creature echoes off the gorge walls.  Luke pulls himself up, grabs hold of his ankles, and futilely tries to unfasten the throngs.
Exhausted, he drops back into his hanging position.  As he hangs there, he spies his lightsaber lying near a pile of his discarded gear, about three feet out of reach.
He focuses on the saber and, as his hand strains toward the weapon, he squeezes his eyes tight in concentration.
Just as the ice creature looms over Luke, the lightsaber jumps into Luke's hand.
The young warrior instantly ignites his sword, swinging up, and cuts himself loose from the ice.  He flops to the snow in a heap.  The startled creature moves back, his giant yellow eyes blinking.  Luke scrambles to his feet.  He swings his lightsaber and the beast screams in pain.
EXT. HOTH - ENTRANCE TO ICE GORGE - DUSK
Luke staggers out of the gorge into the dark and snowy twilight.  Weak and exhausted, he stumbles down a snow bank.
EXT. HOTH - SNOW PLAIN - DUSK
A small, lone figure riding a Tauntaun races through the hostile vastness of snow and cold.  As it runs, the Tauntaun's legs kick up large clouds of snow and ice into the snowy air.
EXT. HOTH - OUTSIDE ICE                     HANGAR - DUSK
Artoo stands in the falling snow, beeping worriedly.  Threepio moves stiffly over to him.
                    THREEPIO
          You must come along now, Artoo.  
          There's really nothing more we can 
          do.  And my joints are freezing up.
Artoo beeps, long and low.
                    THREEPIO
          Don't say thing like that!  Of 
          course we'll see Master Luke again.
          He'll be quite all right, you'll see.
               (to himself)
          Stupid little short-circuit.  He'll 
          be quite all right.
Threepio turns to go back inside the main hangar as Artoo mournfully keeps his vigil.
EXT. HOTH - SNOW DRIFT - DUSK
The wind is blowing quite strong now.  Luke struggles to stay upright, but a blast of freezing snow knocks him over.  He struggles to get up, but he can't.  The young warrior from Tatooine drags himself a couple of feet and then collapses.
INT. REBEL BASE - MAIN HANGAR DECK - ENTRANCE - NIGHT
Princess Leia stands inside the dark entrance to the Rebel base, waiting for a sign of the two Rebel heroes.  She shivers in the cold wind as, nearby, Chewie sits with his head in his hands.  In the background, Artoo and Threepio move through the doors.  
A Rebel lieutenant moves to Major Derlin, an officer keeping watch with the princess.
                    LIEUTENANT
          Sir, all the patrols are in.
          There's still no contact from 
          Skywalker or Solo.
                    THREEPIO
          Mistress Leia, Artoo says he's been 
          quite unable to pick up any signals, 
          although he does admit that his own 
          range is far too weak to abandon 
          all hope.
Leia nods an acknowledgment, but she is lost in thought.
                    DERLIN
          Your Highness, there's nothing 
          more we can do tonight.  The shield 
          doors must be closed.
He turns to the lieutenant.
                    DERLIN
          Close the doors.
                    LIEUTENANT
          Yes, sir.
The lieutenant walks away.  Chewie lets out a long, mournful howl, somewhat like a coyote.  At the same moment, Artoo begins a complex series of efficient beeps.
                    THREEPIO
          Artoo says the chances of survival 
          are seven hundred seventy-five...
          to one.
Leia stands praying to herself as the huge metal doors slam across the entrance of the ice cave.  The loud booms echo throughout the huge cavern.  Chewie lets out another suffering howl.
                    THREEPIO
          Actually, Artoo has been known to 
          make mistakes... from time to time.
          Oh, dear, oh, dear.  Don't worry 
          about Master Luke.  I'm sure he'll 
          be all right.  He's quite clever, 
          you know... for a human being.
EXT. HOTH - SNOW DRIFT - DUSK
Luke lies face down in the snow, nearly unconscious.  Slowly he looks up and sees Ben Kenobi, barely visible through the blowing snow.  It is hard to tell if Kenobi is real or a hallucination.
                    BEN
          Luke... Luke.
                    LUKE
               (weakly)
          Ben?
                    BEN
          You will go to the Dagobah system.
                    LUKE
          Dagobah system?
                    BEN
          There you will learn from Yoda, 
          the Jedi Master who instructed me.
The image of Ben fades, revealing a lone Tauntaun rider approaching from the windswept horizon.
                    LUKE
               (groaning faintly)
          Ben... Ben.
Luke drops into unconsciousness.
Han pulls up and leaps off his mount.  He hurries to his snow-covered friend, cradling him in his arms.  Han's Tauntaun lets out a low, pitiful bellow.  But Han's concern is with Luke, and he shakes him urgently.
                    HAN
          Luke!  Luke!  Don't do this, Luke.  
          Come on, give me a sign here.
Luke doesn't respond.  Han begins frantically rubbing and slapping Luke's unconscious face.  As he starts to lift the youth, Han hears a rasping sound behind him.  He turns, just in time to see his Tauntaun stagger and then fall over into the snow.
Han carries Luke to the moaning beast.  Then, with a final groan, the Tauntaun expires.
                    HAN 
          Not much time.
He pushes Luke's inert form against the belly of the dead beast.
                    LUKE
               (moaning)
          Ben... Ben...
                    HAN
          Hang on, kid.
                    LUKE
          Dagobah system...
Han ignites Luke's saber and cuts the beast from head to toe.  He quickly tosses it's steaming innards into the snow, then lifts Luke's inert form and stuffs him inside the carcass.
                    HAN
               (reeling from the 
                odor) 
          Whew...
                    LUKE
          Dagobah...
                    HAN
          This may smell bad, kid...
                    LUKE
               (moaning)
          Yoda...
                    HAN
          ...but it will keep you warm... 
          til I get the shelter built.
               (struggling to get 
                Luke inside the 
                carcass) 
          Ooh... I thought they smelled bad 
          on the outside!
The wind has picked up considerably, making it difficult to move.  Han removes a pack from the dead creature's back, taking out a shelter container.  He begins to set up what can only be a pitiful protection against a bitter Hoth night.
EXT. HOTH - SNOWDRIFT - DAWN
Four snub-nosed armored snowspeeders race across the white landscape.
INT. SNOWSPEEDER COCKPIT
There is only one pilot, Zev, in the enclosed two-man craft.  He concentrates on the scopes which ring his cockpit.  He hears a low beep from one of his monitors.
                    ZEV
               (into transmitter) 
          Echo Base... I've got something!  Not 
          much, but it could be a life form.
EXT. HOTH - SNOWDRIFT
The small craft banks and makes a slow arc, then races off in a new direction.
INT. SNOWSPEEDER - COCKPIT
The pilot switches over to a new transmitter.
                    ZEV
               (into transmitter)
          This is Rogue Two.  this is Rogue 
          Two.  Captain Solo, so you copy?  
          Commander Skywalker, do you copy? 
          This is Rogue Two.
There is a sharp crackle of static, then a faint voice.
                    HAN
               (filtered over 
                Zev's receiver)
          Good morning.  Nice of you guys 
          to drop by.
                    ZEV
               (switching transmitters) 
          Echo Base... this is Rogue Two.  I 
          found them.  Repeat, I found them.
EXT. HOTH - SNOWDRIFT - DAY
The small shelter Han set up is covered with snow on the windward side.  A makeshift antenna rests gingerly on top the snowdrift.  Han spots Zev's snowspeeder approaching in the distance, and begins waving his arms frantically at the tiny craft.
INT. REBEL BASE - MEDICAL CENTER
Strange robot surgeons adjust a mass of electronic equipment.  A switch is thrown and a sudden blinding flash obscures Luke in a bacta tank filled with a thick, gelatinous slime.  He begins to thrash about, raving in delirium.
INT. REBEL BASE - MEDICAL CENTER - RECOVERY ROOM
Luke sits up in a recovery-room bed, weak but smiling.  His face shows terrible wounds from the Wampa's attack.  Threepio and Artoo enter the room.
                    THREEPIO
          Master Luke, sir, it's so good 
          to see you fully functional again.
Artoo beeps his good wishes.
                    THREEPIO
          Artoo expresses his relief, also.
Han and Chewie make their entrance.  The Wookiee growls a greeting.
                    HAN
          How are you feeling, kid?  You 
          don't look so bad to me.  In 
          fact, you look strong enough to 
          pull the ears off a Gundark.
                    LUKE
          Thanks to you.
                    HAN
          That's two you owe me, junior.
Han turns as Leia enters the room.  He looks at her with a big, devilish grin.
                    HAN
          Well your Worship, looks like 
          you managed to keep me around for
          a little while longer.
                    LEIA
               (haughtily)
          I had nothing to do with it.  General 
          Rieekan thinks it's dangerous for 
          any ships to leave the system until 
          we've activated the energy shield.
                    HAN
          That's a good story.  I think you 
          just can't bear to let a gorgeous 
          guy like me out of your sight.
                    LEIA
          I don't know where you get your 
          delusions, laser brain.
Chewie is amused; he laughs in his manner.  Han, enjoying himself, regards Chewie good-humoredly.
                    HAN
          Laugh it up, fuzzball.  But you 
          didn't see us alone in the south 
          passage.
Luke sparks to this; he looks at Leia.
                    HAN
          She expressed her true feelings 
          for me.
Leia is flushed, eyes darting between Luke and Han.
                    LEIA
          My...!  Why, you stuck up,... half-
          witted... scruffy-looking ...nerf-
          herder!
                    HAN
          Who's scruffy-looking? 
               (to Luke) 
          I must have hit pretty close to 
          the mark to get her all riled up 
          like that, huh, kid?
Leia looks vulnerable for a moment, then the mask falls again, and she focuses on Luke.
                    LEIA
          Why, I guess you don't know 
          everything about women yet?
With that she leans over and kisses Luke on the lips.  Then she turns on her heel and walks out, leaving everyone in the room slightly dumbstruck.  With some smugness, Luke puts his hands behind his head and grins.
Suddenly, in the distance, the muffled sound of an alarm is heard.
                    ANNOUNCER
               (over loudspeaker)
          Headquarters personnel, report to 
          command center.
The voice repeats the order and Han, Chewie, Artoo, and Threepio hurry out of the room, bidding farewell to Luke.
                    HAN
          Take it easy.
                    THREEPIO
          Excuse us, please.
INT. HOTH - REBEL BASE - COMMAND CENTER
Rieekan looks up grimly from a console screen.  He calls over to Leia and Han.
                    RIEEKAN
          Princess... we have a visitor.
The group hurries over to Rieekan.
                    RIEEKAN
          We've picked up something outside 
          the base in zone twelve, moving 
          east.
                    SENIOR CONTROLLER
          It's metal.
                    LEIA
          Then it couldn't be one of those 
          creatures that attacked Luke.
                    HAN
          It could be a speeder, one of ours.
                    SENIOR CONTROLLER
          No.  Wait - there's something very 
          weak coming through.
Threepio steps up to the control panel and listens intently to the strange signal.
                    THREEPIO
          Sir, I am fluent in six million 
          forms of communication.  This signal 
          is not used by the Alliance.  It 
          could be an Imperial code.
The transmission ends in static.
                    HAN
          It isn't friendly, whatever it is.  
          Come on, Chewie, let's check it out.
                    RIEEKAN
          Send Rogues Ten and Eleven to 
          station three-eight.
EXT. HOTH - SNOW PLAIN - DAY
The dark probe robot moves past the smoldering ruins of station three-eight and down a ridge toward the Rebel base.  It raises a large antenna from the top of its head and begins to send out a piercing signal.
The probe droid has spotted Chewbacca who, not thirty feet away, has popped his head over a snow bank.  Instantly, the probe robot swings around, its deadly ray ready to fire.  But before it can get a shot off, it is hit from behind by a laser bolt, and explodes in a million pieces.
Han Solo replaces his blaster in its holster and peers intently at the smoldering remains of the Imperial probe.
INT. HOTH - REBEL BASE - COMMAND CENTER
Leia and Rieekan listen to Han on the comlink.
                    HAN
               (over comlink)
          Afraid there's not much left.
                    LEIA
               (into comlink)
          What was it?
                    HAN
               (over comlink)
          Droid of some kind.  I didn't hit 
          it that hard.  It must have had a 
          self-destruct.
                    LEIA
               (into comlink)
          An Imperial probe droid.
                    HAN
               (over comlink)
          It's a good bet the Empire knows 
          we're here.
                    RIEEKAN
          We'd better start the evacuation.
EXT. SPACE - IMPERIAL FLEET
Darth Vader's Star Destroyer, larger and more awesome than the five Imperial Star Destroyers that surround it, sits in the vastness of space.  The six huge ships are surrounded by a convoy of smaller spacecraft.  TIE fighters dart to and fro.
INT. DARTH VADER'S STAR DESTROYER - BRIDGE - MAIN CONTROL DECK
Controllers working the vast complex of electronic controls hear ominous approaching footsteps and look up from their controls.  The squat, evil-looking Admiral Ozzel and the young, powerfully built General Veers, who have been conferring near the front, also feel the approaching presence and turn toward it.  Darth Vader, Lord of the Sith, enters like a chill wind.  As Vader moves across the wide bridge, Captain Piett hurries up to Ozzel.
                    PIETT
          Admiral.
                    OZZEL
          Yes, Captain
                    PIETT
          I think we've got something, sir.  
          The report is only a fragment from 
          a probe droid in the Hoth system, 
          but it's the best lead we've had.
                    OZZEL
               (irritated) 
          We have thousands of probe droids 
          searching the galaxy.  I want proof, 
          not leads!
                    PIETT
          The visuals indicate life readings.
                    OZZEL
          It could mean anything.  If we 
          followed every lead...
                    PIETT
          But, sir, the Hoth system is supposed 
          to be devoid of human forms.
Vader moves to a large screen showing an image of the Rebel snow base.  Rebel speeders can be seen approaching the base in the distance.
                    VADER
          You found something?
                    PIETT
          Yes, my lord.
                    VADER
               (studying the image 
                on the console screen) 
          That's it.  The Rebels are there.
                    OZZEL
          My lord, there are so many uncharted 
          settlements.  It could be smugglers, 
          it could be...
                    VADER
          That is the system.  And I'm sure 
          Skywalker is with them.  Set your 
          course for the Hoth system.  General 
          Veers, prepare you men.
INT. HOTH - REBEL BASE - TRANSPORT BAY
A captain issues instructions to two of his men at the entrance to the main transport bay.  Several Rebel transports behind them are being loaded by men carrying heavy boxes and moving quickly, but not in panic.
                    REBEL CAPTAIN
          Groups seven and ten will stay 
          behind to fly the speeders.  As 
          soon as each transport is loaded, 
          evacuation control will give 
          clearance for immediate launch.
                    REBEL FIGHTER
          Right, sir.
INT. HOTH - REBEL BASE - MAIN HANGAR DECK
Alarms sound.  Troops, ground crews, and droids rush to their alert stations.  Armored snowspeeders are lined up in attack formation near the main entrance.
In the midst of all this activity, Han does some frantic welding on the lifters of the Millennium Falcon.
Han finishes his work and hops down to the hangar floor.  He pulls out his comlink, all the while eyeing problematic lifters.
                    HAN
               (into comlink, to 
                Chewie)
          Okay, that's it.  Try it... Off! 
          Turn it off!  Turn it off!  Off!
Smoke rises from a minor explosion on the lifter.  Exasperated, Han surveys the new damage.
INT. REBEL BASE - MEDICAL CENTER
Luke dresses in readiness for the evacuation as his attending medical droid stands by.
                    MEDICAL DROID
          Sir, it will take quite a while 
          to evacuate the T-forty- sevens.
                    LUKE
          Well, forget the heavy equipment.
          There's plenty of time to get the 
          smaller modules on the transports.
                    MEDICAL DROID
          Take care, sir.
                    LUKE
          Thanks.
INT. REBEL BASE - MAIN HANGAR DECK
Pilots, gunners, and R2 units scurry about.  Luke, pulling on his heavy-weather jacket, is headed toward a row of armored speeders.  He stops at the rear of the Millennium Falcon, where Han and Chewie are trying to repair the right lifter with even more haste than before.
                    LUKE
          Chewie, take care of yourself, 
          okay?
As Luke pats Chewie on the arm, Chewie puts his arms around Luke and gives him a tight hug.  Han is discussing the lifter with a repair droid when he sees Luke.
                    HAN
          Hi, kid.
               (to droid)
          There's got to be a reason for 
          it.  Check it at the other end.
          Wait a second.
               (to Luke)
          You all right?
                    LUKE
          Yeah.
                    HAN
          Be careful.
                    LUKE
          You, too.
Luke smiles, then waves at his friend and walks on.  After a few steps, he stops and looks back.  Han glances up and the two exchange a silent communication, each wishing the other safety, happiness - many things, all difficult to verbalize.
INT. REBEL BASE - CONTROL ROOM.
Alarms sound throughout the hidden Rebel base.  In the control room, a controller urgently gestures for General Rieekan to check a computer scan.
                    CONTROLLER
          General, there's a fleet of Star 
          Destroyers coming out of hyperspace 
          in sector four.
                    RIEEKAN
          Reroute all power to the energy 
          shield.  We've got to hold them till 
          all transports are away.  Prepare 
          for ground assault.
Rieekan exits hurriedly.
INT. VADER'S STAR DESTROYER - VADER'S CHAMBER - MEDITATION CUBICLE
The dark cubicle is illuminated by a single shaft of light which falls on the brooding Dark Lord as he sits on a raised meditation cube.  General Veers enters the room and approaches the silent, unmoving Vader.  Although seemingly very sure of himself, Veers is still not bold enough to interrupt the meditating lord.  The younger general stands quietly at attention until the evil presence speaks.
                    VADER
          What is it, General?
                    VEERS
          My lord, the fleet has moves out 
          of light-speed.  Com-Scan has 
          detected an energy field protecting 
          an area around the sixth planet of 
          the Hoth system.  The field is 
          strong enough to deflect any 
          bombardment.
                    VADER
               (angrily)
          The Rebels are alerted to our 
          presence.  Admiral Ozzel came out 
          of light-speed too close to the 
          system.
                    VEERS
          He felt surprise was wiser...
                    VADER
          He is as clumsy as he is stupid.
          General, prepare your troops for a 
          surface attack.
                    VEERS
          Yes, my lord.
Veers turns smartly and leaves as Vader activates a large viewscreen showing the bridge of his mighty ship.  Admiral Ozzel appears on the viewscreen, standing slightly in front of Captain Piett.
                    OZZEL
          Lord Vader, the fleet has moved 
          out of light-speed, and we're 
          preparing to... Aaagh!
                    VADER
          You have failed me for the last 
          time, Admiral.  Captain Piett.
Piett steps forward, as the admiral moves away, slightly confused, touching his throat as it begins to constrict painfully.
                    PIETT
          Yes, my lord.
                    VADER
Make ready to land out troops beyond 
the energy shield and deploy the 
fleet so that nothing gets off that 
system.  You are in command now, 
Admiral Piett.
                    PIETT
          Thank you, Lord Vader.
Piett's pleasure about his unexpected promotion is not an unmixed emotion.  He glances warily at the struggling Admiral Ozzel who, with a final choke, stumbles and falls in a lifeless heap before him.
INT. REBEL BASE - MAIN HANGAR DECK
With a sense of urgency, Leia quickly briefs a group of pilots gathered in the center of the hangar.
                    LEIA
          All troop carriers will assemble 
          at the north entrance.  The heavy 
          transport ships will leave as 
          soon as they're loaded.  Only two 
          fighter escorts per ship.  The 
          energy shield can only be opened 
          for a short time, so you'll have 
          to stay very close to your transports.
                    HOBBIE
          Two fighters against a Star Destroyer?
                    LEIA
          The ion cannon will fire several 
          shots to make sure that any enemy 
          ships will be out of your flight 
          path.  When you've gotten past the 
          energy shield, proceed directly to 
          the rendezvous point.  Understood?
                    PILOTS
               (in unison)
          Right.  Okay.
                    LEIA
          Good luck.
                    DERLIN
          Okay.  Everyone to your stations.  
          Let's go!
The pilots hurry away.
EXT. HOTH - ICE PLAIN - SNOW TRENCH - DAY
Rebel troops carry heavy bazooka-type weapons and position them along the snow trench.  Men hurriedly respond to their officers' yelled orders and brace themselves against the rhythmic gusts of bitter-cold wind.
Other troops load power packs into a gun turret and swing its guns into position.
EXT. HOTH - ICE PLAIN - POWER GENERATORS
Near the base power generators, troops rush to set up their heavy battle equipment.  Buzzing loudly, the generators send along, sparking fingers of energy into the bitter Hoth wind.
INT. REBEL BASE - COMMAND CENTER
The long line of Rebel controllers is tense, as are Princess Leia and General Rieekan, who are trying very hard not to show any fear.
                    RIEEKAN
          Their primary target will be the 
          power generators.  Prepare to 
          open the shield.
EXT. ICE PLAIN
The Rebel transport and two escort fighters begin their departure from the ice planet.
EXT. SPACE - IMPERIAL STAR DESTROYER
A huge Imperial Star Destroyer rest against a sea of stars, far above the white surface of the planet Hoth.
INT. IMPERIAL STAR DESTROYER - BRIDGE
An Imperial controller approaches his commander.
                    CONTROLLER
          Sir, Rebel ships are coming into 
          our sector.
                    CAPTAIN
          Good.  Our first catch of the day.
INT. REBEL BASE - COMMAND CENTER
                    WOMAN CONTROLLER
          Stand by, ion control... Fire!
EXT. REBEL BASE ICE CAVE - ION CANNON
The giant ball-shaped ion cannon rotates into position and blasts two red energy beams skyward.
EXT. SPACE - HOTH - REBEL TRANSPORT
The Rebel transport and its escort race away from the white planet, closely followed by the two red energy beams.
As the Rebel transport races toward the waiting Imperial Star Destroyer, it is overtaken by the two scarlet energy bolts.  The Imperial Star Destroyer is hit in the conning tower by the powerful bolts, which set up fiery explosions on its metal hull.
The big Star Destroyer veers, then spins wildly out of control.  As the Imperial ship careers into deep space, the Rebel transport races away to safety.
INT. REBEL BASE - MAIN HANGAR DECK
Pilots, gunners, and troopers hurry to their stations and their vehicles.
                    ANNOUNCER
               (over loudspeaker)
          The first transport is away.
Everyone cheers at the announcement, which echoes through the hangar.  Luke turns and walks on, heading toward his snowspeeder.  His gunner, Dack, a fresh-faced, eager kid, is glad to see him.  They climb in.
                    DACK
          Feeling all right, sir?
                    LUKE
          Just like new, Dack.  How about 
          you?
                    DACK
          Right now I feel like I could take 
          on the whole Empire myself.
                    LUKE
               (quietly, strapping 
                in)
          I know what you mean.
EXT. HOTH - ICE PLAIN
A thin horizon line cuts across the bleak landscape.  Small dot-size objects begin to appear on the horizon, moving in the direction of the Rebel base.
EXT. HOTH - ICE PLAIN - SNOW TRENCH
A Rebel officer lifts a pair of electrobinoculars to his eyes.  Through the lens he sees a very close view of a giant Imperial snow walker.  He adjusts the view which then zooms back to reveal three more of the ominous battle machines.  Small flashes of yellow fire billow from the guns of the lumbering snow walkers.
The officer lowers his binoculars as the regular rhythmic pounding begins to make the ground vibrate.  The pounding grows louder and is accompanied by a high-pitched, metallic rattling.  The officer speaks into his comlink.
                    TRENCH OFFICER
          Echo Station Three-T-Eight.
INT. REBEL BASE - CORRIDOR
Pilots and gunners race to their waiting snowspeeders.  Ice and snow begin falling from the walls of the corridor, shaken by the pounding Imperial snow walker as they draw ever nearer.
                    TRENCH OFFICER
               (over comlink) 
          We have spotted Imperial walkers!
                    CONTROLLER
Imperial walkers on the north 
ridge.
EXT. HOTH - ICE PLAIN - SNOW TRENCH
The Rebel troops aim their weapons at the horizon as explosions erupt all around them.  They are nervous and their grip on their weapons tightens from the cold and from fear.
Behind the troops a dozen snowspeeders race through the sky.
INT. LUKE'S SNOWSPEEDER, ROGUE LEADER - COCKPIT
                    LUKE
               (into comlink) 
          Echo station Five-Seven.  We're 
          on our way.
EXT. HOTH - ICE PLAIN - BATTLEFIELD
The fleet of snowspeeders races above the ice field at full throttle.  They accelerate away from the base and head toward the distant walkers.
INT. LUKE'S SNOWSPEEDER, ROGUE LEADER - COCKPIT
                    LUKE
               (into comlink) 
          All right, boys, keep tight now.
                    DACK
          Luke, I have no approach vector.  
          I'm not set.
                    LUKE
          Steady, Dack.  Attack pattern 
          delta.  Go now!
EXT. HOTH - ICE PLAIN - BATTLEFIELD
The cannons mounted on the walker head fire at the speeders.  Other walkers loom in the background.  Two speeders race away past two of the enormous walkers and bank to the right.
INT.  LUKE'S SNOWSPEEDER, ROGUE LEADER - COCKPIT
                    LUKE
          All right, I'm coming in.
He turns his speeder and heads directly at one of the walkers, flying toward its towering legs.  The horizon twists as the speeder banks between the legs.
                    LUKE
               (into comlink)
          Hobbie, you still with me?
EXT. HOTH - ICE PLAIN - BATTLEFIELD
Two speeders race directly at the head of a walker, then split and fly past it.
Three other walkers march onward, firing all cannons.
EXT. HOTH - ICE PLAIN - SNOWTRENCH
Rebel troops fire on the approaching walkers, as the snow and ice explode all around them.
EXT. HOTH - ICE PLAIN - BATTLEFIELD
A speeder banks through and away from the legs of a walker.  Two other speeders pass the first speeder from the opposite direction.  Other Rebel craft race just above the icy plain.
A giant walker head swivels and fires, striking a snowspeeder and sending it crashing in a ball of flames.
INT. IMPERIAL SNOW WALKER - COCKPIT
General Veers and two walker pilots keep a careful eye on the racing Rebel snowspeeders as they maneuver their lumbering war machine forward.
Luke's speeder banks in from the side of Veers's walker and heads straight for its viewport, blasting away.  An explosion hits the walker window, but dissipates, doing no harm.  The speeder roars up and over the impregnable war machine.
INT.  LUKE'S SNOWSPEEDER, ROGUE LEADER - COCKPIT
Luke looks back at the walker as it grows smaller in the distance.
                    LUKE
          That armor's too strong for 
          blasters.
On the horizon, another walker moves up past Luke's cockpit window, twisting out of sight as Luke banks and starts another run.
                    LUKE
               (into comlink)
          Rogue Group, use your harpoons 
          and tow cables.  Go for the legs.
          It might be our only chance of 
          stopping them.
               (to Dack)
          All right, stand by, Dack.
Dack is at the gunner's controls.
                    DACK
          Luke, we've got a malfunction in 
          fire control.  I'll have to cut in 
          the auxiliary.
                    LUKE
          Just hang on.  Hang on, Dack.  Get 
          ready to fire that tow cable.
Barely keeping his seat in the tumbling ship, Dack struggles to set up his harpoon gun.
Luke swings his speeder around and heads toward an oncoming walker.  Laser bolts and flak fill the air, creating a deadly obstacle course for the tiny craft.
EXT. HOTH - ICE PLAIN - BATTLEFIELD
Rogue Leader and another snowspeeder fly in tight formation toward the walker as explosions burst all around them.
INT.  LUKE'S SNOWSPEEDER, ROGUE LEADER - COCKPIT
After sustaining a heavy volley of fire, Luke turns around to see if Dack is all right.
                    LUKE
          Dack?  Dack!
Dack is lost.  Blood streams down his forehead, which rests on his smoldering controls.  Out the back window, an Imperial walker recedes in the distance.
EXT. HOTH - ICE PLAIN - SNOW TRENCH AREA
Rebel troops fire the dishlike ray gun while explosions erupt around them.
EXT. HOTH - ICE PLAIN - BATTLEFIELD
Two walkers lumber toward the Rebel base as a speeder between them explodes in a ball of flames.
EXT. HOTH - ICE PLAIN - SNOW TRENCH
The dislike ray gun is hit by a laser bolt and instantly explodes.
INT. IMPERIAL SNOW WALKER - COCKPIT
Through the cockpit window, Veers and his pilot can see the Rebel power generators in the distance.
A hologram of Darth Vader appears on a control panel screen.
                    VEERS
          Yes, Lord Vader.  I've reached the 
          main power generator.  The shield 
          will be down in moments.  You may 
          start your landing.
INT.  LUKE'S SNOWSPEEDER, ROGUE LEADER - COCKPIT
                    LUKE
               (into comlink) 
          Rogue Three.
INT. WEDGE'S SNOWSPEEDER, ROGUE THREE - COCKPIT
                    WEDGE
               (into comlink) 
          Copy, Rogue Leader
                    LUKE 
               (over comlink) 
          Wedge, I've lost my gunner.  You'll 
          have to make this shot.  I'll cover 
          for you.  Set your harpoon.  Follow 
          me on the next pass.
                    WEDGE
               (into comlink) 
          Coming around, Rogue Leader.
INT.  LUKE'S SNOWSPEEDER, ROGUE LEADER - COCKPIT
                    LUKE
               (into comlink) 
          Steady, Rogue Two
EXT. HOTH - BATTLEFIELD
Wedge's speeder races through the legs of one of the monstrous walkers.
INT. WEDGE'S SNOWSPEEDER, ROGUE THREE - COCKPIT
                    WEDGE
               (to gunner) 
          Activate harpoon.
Wedge's gunner reaches for a firing switch to activate the harpoon.  The harpoon flashes out, and speeds toward the receding legs of the walker.
EXT. HOTH - BATTLEFIELD
The harpoon hurtles toward the walker, In an instant it is embedded in one of the walker's legs.
INT. WEDGE'S SNOWSPEEDER, ROGUE THREE - COCKPIT
                    WEDGE 
               (to gunner) 
          Good shot, Janson.
EXT. HOTH - BATTLEFIELD
The speeder Rogue Three races around one of the giant walker's feet, trailing the cable behind it.  Continuing around the back foot, Rogue Three then circles the walker around the tail end.
INT. WEDGE'S SNOWSPEEDER, ROGUE THREE - COCKPIT
Wedge checks his controls and banks around the front of the walker.
                    WEDGE
          One more pass.
                    JANSON 
          Coming around.  Once more.
EXT. HOTH - BATTLEFIELD
The speeder sweeps left to right in front of the giant legs, towing the cable behind it.
INT. WEDGE'S SNOWSPEEDER, ROGUE THREE - COCKPIT
                    JANSON
          Once more.
Wedge swings the speeder between the legs of the giant walker.
                    JANSON
          Cable out!  Let her go!
                    WEDGE
          Detach cable.
EXT. WEDGE'S SNOWSPEEDER, ROGUE THREE
The cable release on the back of the speeder snaps loose and the cable drops away.
INT. WEDGE'S SNOWSPEEDER, ROGUE THREE - COCKPIT
                    JANSON
          Cable detached.
EXT. HOTH - BATTLEFIELD
The speeder zooms away into the distance.  The tangled legs of the enormous war machine attempt a step, but as they do the giant Imperial walker begins to topple.  It teeters for a moment, and then crashes onto the icy ground, sending snow and metal pieces flying.
EXT. HOTH - ICE PLAIN - SNOW TRENCH
The troops in the trenches cheer at the sight of the crashing walker.
An officer gives a signal to his men and Rebel troops charge the fallen war machine.
                    TRENCH OFFICER
          Come on!
The troops run toward the downed walker, followed by two Rebel speeders flying overhead.  Just as they reach the walker, it explodes, the impact throwing some of the men onto the frozen ground.
INT. WEDGE'S SNOWSPEEDER, ROGUE THREE - COCKPIT
Wedge lets out a triumphant yell, banking his speeder away from the fallen walker.
                    WEDGE
               (into comlink) 
          Whooha!  That got him!
INT.  LUKE'S SNOWSPEEDER, ROGUE LEADER - COCKPIT
                    LUKE
               (into comlink) 
          I see it, Wedge.  Good work.
INT. REBEL BASE - COMMAND CENTER
Large chunks of ice tumble into the command center as Leia and General Rieekan monitor computer screens.
                    RIEEKAN
          I don't think we can protect two 
          transports at a time.
                    LEIA 
          It's risky, but we can't hold out 
          much longer.  We have no choice.
                    RIEEKAN
               (into comlink) 
          Launch patrols.
                    LEIA
               (to an aide) 
          Evacuate remaining ground staff.
INT. REBEL BASE - MAIN HANGAR
Muffled distant explosions create widening cracks in the ice roof of the hangar.  Trying to ignore the noise and falling bits of snow, Han works on one of the Falcon's lifters while Chewie works on one of the wings.  Noticing Chewie attach a wrong part, Han grows impatient.
                    HAN
          No, no!  No!  This one goes there, 
          that one goes there.  Right?
In another area of the hangar, Threepio watches as Artoo is raised up into Luke's X-wing fighter.
                    THREEPIO
          Artoo, you take good care of 
          Master Luke now, understand?  And
          ... do take good care of yourself.  
          Oh, dear, oh, dear.
EXT. HOTH - BATTLEFIELD
The fierce battle on the vast snow plains of Hoth rages on.  The Imperial walkers continue their slow, steady assault on the Rebel base, firing lasers as they lumber ever onward.  In the snow trench, Rebel troops fire large bazookalike guns and dishlike ray guns as explosions erupt around them.  A gun tower is hit by a laser bolt and instantly explodes.  Another blast destroys a ray gun.
INT. IMPERIAL SNOW WALKER - COCKPIT
General Veers studies various readouts on his control panel.
                    VEERS
          All troops will debark for ground 
          assault.  Prepare to target the 
          main generator.
EXT. HOTH - BATTLEFIELD
Luke's speeder and Rogue Two fly in formation, banking from right to left and flying above the erupting battlefield.  Flak bursts all around them.
INT.  LUKE'S SNOWSPEEDER, ROGUE LEADER - COCKPIT
Luke, glancing over, sees Rogue Two on his left.  His ship shudders as flak bursts nearby.
                    LUKE
               (into comlink) 
          Rogue Two, are you all right?
INT. ZEV'S SNOWSPEEDER, ROGUE TWO - COCKPIT
                    ZEV
               (into comlink) 
          Yeah.  I'm with you, Rogue Leader.
INT.  LUKE'S SNOWSPEEDER, ROGUE LEADER - COCKPIT
                    LUKE
               (into comlink) 
          We'll set harpoon.  I'll cover for you.
EXT. HOTH - BATTLEFIELD
The two speeders race across the horizon toward the giant walkers.
INT. ZEV'S SNOWSPEEDER, ROGUE TWO - COCKPIT
                    ZEV
               (into comlink) 
          Coming around.
INT.  LUKE'S SNOWSPEEDER, ROGUE LEADER - COCKPIT
                    LUKE
               (into comlink) 
          Watch that cross fire, boys.
INT. ZEV'S SNOWSPEEDER, ROGUE TWO - COCKPIT
                    ZEV
               (into comlink) 
          Set for position three.
               (to gunner) 
          Steady.
                    LUKE
               (over comlink) 
          Stay tight and low.
EXT. ZEV'S SNOWSPEEDER, ROGUE TWO
Luke's speeder moves in formation with Rogue Two, when suddenly Zev's speeder is hit by a laser bolt.  His ship bucks violently under the impact and the cockpit explodes in a ball of flame.
Spewing smoke, the speeder hurtles toward a looming walker.  Before they collide.  Rogue Two explodes in a million flaming pieces.
INT. LUKE'S SNOWSPEEDER, ROGUE LEADER - COCKPIT
Desperately, Luke works the controls of his flak-buffeted ship.  Suddenly, the speeder is rocked by a huge explosion.  Luke struggles with the controls with a look of terror on his face.  The speeder fills with smoke, and electrical sparks jump about the cockpit.
                    LUKE
               (into comlink) 
          Hobbie, I've been hit!
INT. REBEL BASE - COMMAND CENTER
Apart from the distant thunder of laser blasts, the corridor is strangely quiet and empty.  Running footsteps echo through the freezing hallway, then Han appears.  Cracks have appeared in some of the walls and some pipes have broken, sending hot steam billowing into the underground hallways.  Han hurries into the command center.  It is a shambles, but some people are still at their posts.  As he enters, a gigantic cave-in almost obliterates the room.  He finds Leia and Threepio near one of the control boards.
                    HAN
          You all right?
Leia nods.  She is surprised to see him.
                    LEIA
          Why are you still here?
                    HAN
          I heard the command center had 
          been hit.
                    LEIA
          You got your clearance to leave.
                    HAN
          Don't worry.  I'll leave.  First 
          I'm going to get you to your ship.
                    THREEPIO
          Your Highness, we must take this 
          last transport.  It's our only hope.
                    LEIA
               (to controller) 
          Send all troops in sector twelve 
          to the south slope to protect the 
          fighters.
A blast rocks the command center, throwing Threepio backward into Han's arms.
                    ANNOUNCER
               (over loudspeaker) 
          Imperial troops have entered the 
          base.
                    HAN
          Come on... that's it.
                    LEIA
               (to head controller) 
          Give the evacuation code signal.  
          And get to your transports!
Leia looks exhausted.  Han grabs her and starts to lead her out.
As Han, Leia, and Threepio run out of the command center, the code signal can be heard echoing off the corridor walls.
                    HEAD CONTROLLER
          K-one-zero... all troops disengage.
                    THREEPIO
               (to Han and Leia) 
          Oh!  Wait for me!
EXT. BATTLEFIELD - SNOW TRENCH
Rebel troops retreat under the awesome Imperial onslaught.
                    OFFICER
          Begin retreat!
                    SECOND OFFICER
          Fall back!
Troops flee from the battle, the ground exploding around them.
EXT. HOTH - BATTLEFIELD
Three of the giant walkers, firing lasers, advance toward the Rebel headquarters.
EXT. HOTH - SNOW TRENCH
Continuing their retreat, the Rebels see the walkers looming ever nearer.
EXT. HOTH - BATTLEFIELD - ICE PLAIN
On the battlefield, Luke watches as a walker foot rises and moves over him.  He looks up at the underbelly of the huge walker, passing overhead.
Running beneath the monstrous machine, Luke fires his harpoon gun at the walker's underside.  A thin cable follows the projectile from the gun.  The magnetic head and cable attach firmly to the metal hull.
Still running under the walker, Luke attaches the cable drum to his belt buckle.  Soon he is pulled up the cable and hangs dangling underneath the walker.
The walker's giant feet continue to pound onward across the frozen snow.  Stray laser bolts whistle by Luke as he climbs up the cable to the walker's hull, reaching a small hatch.  Hanging precariously, Luke cuts the solid metal hatch with his laser sword.
He takes a landmine from around his neck and throws it inside the Imperial machine.  Quickly, Luke starts down the cable and crashes onto the icy ground far below.  He lies unconscious as a giant rear leg passes by - and just misses him.
The giant walker stops in mid-step.  A muffled explosion comes from within - and then the walker's mechanical insides  are spewed out every conceivable opening.  The machine sits dead in its tracks, smoking like a locomotive on stilts.
EXT. HOTH - BATTLEFIELD
Veers's walker continues to advance toward the Rebel base.  The smoldering walker that Luke exploded stands smoking just to the right of Veers's path.
INT. IMPERIAL SNOW WALKER - COCKPIT
Inside his walker, General Veers prepares to fire on the Rebel power generators.
                    VEERS
          Distance to power generators?
                    PILOT
          One-seven, decimal two-eight.
Veers reaches for the electrorangefinder and lines up the main generator.
                    VEERS
          Target.  Maximum fire power.
EXT. HOTH - BATTLEFIELD
The Rebel troops continue their desperate retreat, pushed back by the relentless Imperial assault.
INT. HOTH - REBEL BASE - ICE CORRIDORS
With Threepio lagging behind, Han and Leia race through the crumbling ice corridors.  Suddenly, there is an explosion.  Han turns, grabs the princess, and pulls her to the wall as a tremendous cave-in blacks their path.
He takes the comlink from his pocket.
                    HAN 
               (into comlink) 
          Transport, this is Solo.  Better 
          take off - I can't get to you.  
          I'll get the princess out on the 
          Falcon.
Han and Leia turn and race down the corridor.
                    THREEPIO
          But... but... but... where are 
          you going?  Uh... come back!!
INT. HOTH - REBEL BASE - COMMAND CENTER
Imperial troops have reached the base.  As they push through the blocked passageway, Darth Vader strides behind them.
INT. HOTH - REBEL BASE - ICE CORRIDOR
Han and Leia run toward the entrance of the main hangar where the Millennium Falcon is docked.  Threepio still lags behind.
                    THREEPIO
          Wait!  Wait for me!  Wait!  Stop!
The door to the hangar closes in his face.
                    THREEPIO
               (exasperated) 
          How typical.
Quickly, the door reopens as Han reaches out and pulls the golden droid through.
                    HAN
          Come on.
INT. HOTH - REBEL BASE - MAIN HANGAR
Chewie paces under the shelter of the Millennium Falcon's landing gear.  The giant Wookiee pats the underbelly of his beloved ship and barks a few reassuring words.  As he searches worriedly for his captain, something at last catches his eye.
Chewie lets out a relieved shriek at seeing Han and Leia running toward the ship.  The Wookiee runs out into the falling ice, lets out a howl, then runs up the ship's ramp.  Han and Leia run up the ramp after him, closely followed by Threepio.
                    HAN
          Hurry up, goldenrod, or you're 
          going to be a permanent resident!
                    THREEPIO
          Wait!  Wait!
INT. HOTH - REBEL BASE - ICE CORRIDOR
Imperial troops run through the base corridors.  Vader surveys the place.  A huge chunk falls, almost hitting him, but  he calmly, purposefully, continues around it.
INT. REBEL BASE - MAIN HANGER - MILLENNIUM FALCON
A distant, huge, explosion rocks the hangar deck.  Ice cakes come crashing down on the Millennium Falcon.
INT. MAIN HANGAR - MILLENNIUM FALCON - MAIN HOLD
Han, standing before a control panel, is busy flipping switches as Chewie watches a troublesome gauge.  A worried Leia observes their efforts.
                    HAN
               (to Chewie)
          How's this?
The Wookiee barks a negative reply.
                    LEIA
          Would it helped if I got out and 
          pushed?
                    HAN
          It might.
Threepio clanks into the hold.
                    THREEPIO
          Captain Solo, Captain Solo... sir, 
          might I suggest that you...
Han gives the gold robot a devastating look.
                    THREEPIO
          It can wait.
INT. MAIN HANGAR - MILLENNIUM FALCON - COCKPIT
They move to the cockpit where Han flips some more switches.  Leia watches him, impatient, disbelieving.
                    LEIA
          This bucket of bolts is never going 
          to get us past that blockade.
                    HAN
          This baby's got a few surprises 
          left in her, sweetheart.
Han and Leia look out the cockpit window and see a squad of stormtroopers rushing into the far side of the hangar.
Quickly, Han straps himself into the pilot's seat and Leia into the navigator's chair.
INT. HOTH - REBEL BASE - MAIN HANGAR
Stormtroopers hurriedly set up a large bazookalike weapon.  Behind them the giant hangar doors open slowly.
EXT. MAIN HANGAR - MILLENNIUM FALCON
A laser gun appears on the Falcon and swings around to aim at the Imperial troops.
The stormtroopers, preparing to fire their bazooka cannon, are hit by the Falcon's fire and are thrown about in all directions.
INT. MAIN HANGAR - MILLENNIUM FALCON - COCKPIT
Chewie rushes into the cockpit.
                    HAN
          Come on!  Come on!  Switch over.
          Let's hope we don't have a burnout.
A laser hits the window near Chewie as he is settling into his chair.  Letting out a loud whelp, Chewie quickly pulls back on the controls and the first stage of engine fire can be heard.  Han flashes a big grin at Leia.
                    HAN
          See?
                    LEIA
          Someday you're going to be wrong, 
          and I hope I'm there to see it.
Han looks at Chewie.
                    HAN
          Punch it!
The roar of the Falcon's main engines blasts out everything as the ice-cave wall rushes by outside the cockpit window.
INT. REBEL BASE - MAIN HANGAR
More stormtroopers run into the hangar, closely followed by Vader.  Hearing the loud roar of the Millennium Falcon's engines, Vader looks toward the main hangar doors just in time to see the Falcon lift up and disappear outside the cave.
EXT. HOTH - ICE SLOPE - DAY
Luke and two other pilots look up as the Millennium Falcon races above them, flying very close to the ground.
The three pilots turn then, and trudge onward toward their X-wing fighters, each going to his own ship.  Luke waves farewell, then heads toward his own fighter.  
Artoo, seated on his cubbyhole, chirps an excited greeting as Luke climbs aboard the spacecraft.
                    LUKE
          Artoo!  Get her ready for takeoff.
From his ship, Luke sees Wedge in his own X-wing, preparing for takeoff.
                    WEDGE
          Good luck, Luke.  See you at 
          the rendezvous.
Luke smiles and nods at Wedge, then lowers himself into the cockpit of his X-wing while Artoo waits in the cubbyhole, beeping impatiently.
                    LUKE
          Don't worry, Artoo.  We're going, 
          we're going.
The canopy over the X-wing lowers and snaps shut.
EXT. SPACE -  LUKE'S X-WING
Luke's fighter, its wings closed, speeds away from the icy planet.  Soon it disappears into the stars.
INT.  LUKE'S X-WING - COCKPIT
Luke, looking thoughtful, suddenly makes a decision.  He flips several switches.  The stars shift as he takes his fighter into a steep turn.  The X-wing banks sharply and flies away in a new direction.
The monitor screen on Luke's control panel prints out a question from the concerned Artoo.
                    LUKE
               (into comlink)
          There's nothing wrong, Artoo.
          I'm just setting a new course.
Artoo beeps once again.
                    LUKE
               (into comlink)
          We're not going to regroup with 
          the others.
Artoo begins a protest, whistling an unbelieving, "What?!"
Luke reads Artoo's exclamation on his control panel.
                    LUKE
               (into comlink)
          We're going to the Dagobah system.
Luke checks his readouts and makes a few adjustments.  He rides along with only the soft hum of the instruments to break the silence.  Finally, Artoo chirps up.
                    LUKE
               (into comlink)
          Yes, Artoo?
Artoo utters a soft, carefully phrased steam of whistles.
                    LUKE
               (into comlink, chuckling)
          That's all right.  I'd like to 
          keep it on manual control for a 
          while.
The little droid lets out a defeated whimper.  Luke smiles, and continues on his course.
EXT. SPACE - MILLENNIUM FALCON
The Millennium Falcon speeds away from Hoth, closely followed by one huge Star Destroyer and four tiny TIE fighters.
As it is pursued, the Falcon races toward two very bright star-sized objects.
INT. MILLENNIUM FALCON - COCKPIT
Inside the cockpit, Chewie lets out a loud howl.  Han checks as the ship is buffeted by exploding flak.  He appears to be doing six things at once.
                    HAN
               (harried)
          I saw them!  I saw them!
                    LEIA
          Saw what?
                    HAN
          Star Destroyers, two of them, 
          coming right at us.
Threepio bumps and bangs his way into the cockpit.
                    THREEPIO
          Sir, sir!  Might I suggest...
                    HAN
               (to Leia)
          Shut him up or shut him down!
               (to Chewie)
          Check the deflector shield!
Chewie barks a reply as he readjusts an overhead switch.
                    HAN
          Oh, great.  Well, we can still 
          outmaneuver them.
EXT. SPACE - MILLENNIUM FALCON - STAR DESTROYERS
The Millennium Falcon races toward one of the huge oncoming Star Destroyers.  Suddenly, the Falcon starts into a deep dive straight down, closely followed by four TIE fighters.  The underside of the Star Destroyer continues on a collision course with two oncoming Star Destroyers.  Slowly, it starts to veer to the left.
INT. STAR DESTROYER - BRIDGE
Out the front window, the two approaching Star Destroyers can be seen veering to the left.
                    IMPERIAL OFFICER
          Take evasive action!
Alarms sound all over the huge ship.  The two other Star Destroyers get closer, one of them moving over the bridge so close that it makes brushing contact with it.
EXT. SPACE - MILLENNIUM FALCON - TIE FIGHTERS
The Millennium Falcon races away from the colliding Star Destroyers, still followed by four TIE fighters.  Laser bolts spark the pitch-black skies.
INT. MILLENNIUM FALCON - COCKPIT
Things have calmed down a bit, but the race isn't over yet.  Chewie barks at Han.  Leia is still trying to recover from the steep dive.  The ship is buffeted by laser blasts.
                    HAN
          Prepare to make the jump to light-
          speed.
                    THREEPIO
          But, sir!
The buffeting of lasers becomes louder and stronger.
                    LEIA
          They're getting closer!
                    HAN
               (with a gleam in his 
                eye)
          Oh yeah?  Watch this.
Expectantly, they look out the cockpit window as stars do not go into hyperspace, but just sit there.
Han and Chewie look at each other and are thrown into an acute state of concern.
                    LEIA
          Watch what?
Han tries again.  Still nothing.
                    HAN
          I think we're in trouble.
                    THREEPIO
          If I may say so, sir, I noticed 
          earlier that the hyperdrive 
          motivator has been damaged.  It's 
          impossible to go to light-speed!
                    HAN
          We're in trouble!
The explosions become heavier.
EXT. SPACE - MILLENNIUM FALCON - TIE FIGHTERS - STAR DESTROYER
The Falcon races into the starry vastness, followed by the four Imperial TIE fighters and an Imperial Star Destroyer.
INT. MILLENNIUM FALCON - COCKPIT
Stars race by as flak bursts outside the Falcon's window.
INT. MILLENNIUM FALCON - HOLD
Han works furiously at some control panels while giving various orders to Chewie.
                    HAN
          Horizontal boosters...!
               (Chewie barks)
          Alluvial dampers...!  Well that's 
          not it.
               (Chewie barks)
          Bring me the hydrospanners!
Chewie hurries over to the pit and places the tools on the edge.
                    HAN
          I don't know how we're going to 
          get out of this one.
Suddenly, a loud thump hits the side of the Falcon, causing it to lurch radically.  Chewie barks.  The tools fall into the pit on top of Han.
                    HAN
          Oww!  Chewie!
More turbulence rocks the ship.
                    HAN
          That was no laser blast!  Something 
          hit us.
                    LEIA
               (over comlink)
          Han, get up here!
                    HAN
          Come on, Chewie!
Han climbs out of the hold like a shot.  Both he and Chewie run out of the hold and toward the cockpit.
INT. MILLENNIUM FALCON - COCKPIT
Out the front cockpit window, they see hundreds of asteroids racing by.
                    LEIA
          Asteroids!
Han changes places with Leia who has been at the controls, and Chewie gets into his chair.  Han works his controls as a chunk of rock crosses in front of the ship.
                    HAN
          Oh, no!  Chewie, set two-seven-
          one.
                    LEIA
          What are you doing?  You're not 
          actually going into an asteroid 
          field?
                    HAN
          They'd be crazy to follow us, 
          wouldn't they?
Another asteroid thumps against the ship and Leia winces at the jolt.
                    LEIA
          You don't have to do this to 
          impress me.
                    THREEPIO
          Sir, the possibility of successfully 
          navigating an asteroid field is 
          approximately three thousand, seven 
          hundred and twenty to one.
                    HAN
          Never tell me the odds!
EXT. ASTEROID BELT - MILLENNIUM FALCON
The Falcon turns into the asteroid storm and as the ship completes its turn, asteroids start coming straight at the cockpit windows.
A large asteroid tumbles away from the Falcon's path at top speed.  Several smaller asteroids crash into the big one, creating small explosions on its surface.  Other asteroids of all sizes pass by in every direction, some colliding and exploding.  The tiny Millennium Falcon veers around the big asteroid and races past it through the rain of rocks, followed by four TIE fighters, which bob and weave around the asteroids.
One of the pursuing TIE fighters connects with an asteroid and explodes.  The other fighters are pelted with a steady stream of smaller explosions.
Two huge asteroids tumble toward the Millennium Falcon, which quickly banks around both of them.  The three TIE fighters follow in hot pursuit until one of the fighters scrapes an asteroid and tumbles out of control into deep space.
EXT. SPACE - STAR DESTROYER - ASTEROID BELT
The massive Star Destroyer blasts oncoming asteroids as it follows the Falcon.  Smaller asteroids explode across its vast surface.
EXT. MILLENNIUM FALCON - TIE FIGHTERS - ASTEROID BELT
The Falcon twists on its side as it races around an oncoming asteroid.  Two TIE fighters follow in the distance, coming from either side.
INT. MILLENNIUM FALCON - COCKPIT
Asteroids race by the cockpit window as Han pilots his trusty craft through the dangerous field.
Looking out the cockpit window, the Falcon crew sees a big asteroid drop past the window, narrowly missing their ship.
Chewie barks in terror as a slightly smaller asteroid comes especially close - to close - and bounces off the Falcon with a loud crunch.  Threepio's hands cover his eyes.  He manages a short peek at the cockpit window.  Princess Leia sits stone-faced, staring at the action.  Han gives her a quick look.
                    HAN
          You said you wanted to be around 
          when I made a mistake; well, this 
          could be it, sweetheart.
                    LEIA
          I take it back.  We're going to 
          get pulverized if we stay out here 
          much longer.
The group watches as more asteroids race by outside the window.
                    HAN
          I'm not going to argue with that.
                    THREEPIO
          Pulverized?
                    HAN
          I'm going in closer to one of 
          those big ones.
                    LEIA
          Closer?
                    THREEPIO
          Closer?!
Chewbacca barks the same word, only louder.
EXT. MILLENNIUM FALCON - ASTEROID BELT
The Millennium Falcon dives toward the surface of one of the moon-sized asteroids.  There is a continued display of explosions against the starry void as smaller asteroids collide with larger chunks of rock.  The two remaining TIE fighters follow the Falcon to the large asteroid.  The Falcon skims the surface of the giant asteroid as, all the while, small asteroids explode on the surface of the ship.
The TIE fighters approach the Falcon, but a giant asteroid hurtles directly into their path.  As the asteroid continues on its way, it leaves remains of the two exploded TIE fighters to tumble into deep space.
INT. MILLENNIUM FALCON - COCKPIT
Rattled by the violent rocking of the starship, Threepio is nearly in hysterics.
                    THREEPIO
          Oh, this is suicide!
Han notices something on his main scope and nudges his faithful Wookiee, pointing.
                    HAN
          There.  That looks pretty good.
                    LEIA
          What looks pretty good?
                    HAN
          Yeah.  That'll do nicely.
                    THREEPIO
               (to Leia)
          Excuse me, ma'am, but where are 
          we going?
Out the cockpit window, they see that they are skimming the surface of the enormous asteroid and nearing a large crater.
EXT. MILLENNIUM FALCON - GIANT ASTEROID CRATER
The Millennium Falcon dives into the huge crater and disappears.
INT. MILLENNIUM FALCON - COCKPIT
                    LEIA
          I hope you know what you're doing.
                    HAN
          Yeah, me too.
INT. GIANT ASTEROID CRATER
The Falcon races down into the crater.  The walls are barely visible as the ship speed through the tunnellike opening.  A small cave appears on one side of the crater, and the Falcon turns, slows, and scoots into it.
EXT. SPACE -  LUKE'S X-WING
The tiny X-wing speeds toward the cloud cover of Dagobah.  Artoo, riding on the back of the fighter, turns his head back and forth with some anxiety.
INT.  LUKE'S X-WING - COCKPIT
Luke watches Artoo's words as they are translated and screened on the computer scope.
                    LUKE
               (into comlink)
          Yes, that's it.  Dagobah.
Artoo beeps a hopeful inquiry.
                    LUKE
               (into comlink)
          No, I'm not going to change my 
          mind about this.
               (getting a little nervous)
          I'm not picking up any cities or
          technology.  Massive life-form 
          readings, though.  There's something
          alive down there...
Artoo beeps, this time a slightly worried question.
                    LUKE
               (into comlink)
          Yes, I'm sure it's perfectly safe 
          for droids.
EXT. SPACE - DAGOBAH -  LUKE'S X-WING
The X-wing continues its flight through the twilight above the cloud-covered planet.
INT.  LUKE'S X-WING - COCKPIT
Luke sees the cloud race by as he takes his craft closer to the planet.  He must operate his controls carefully since the cloud cover has completely obscured his vision.  An alarm buzzes in the background, Artoo beeps and whistles frantically.
                    LUKE
               (into comlink)
          I know, I know!  All the scopes are 
          dead.  I can't see a thing!  Just 
          hang on, I'm going to start the 
          landing cycle...
The blast of the retrorockets is deafening, drowning out Artoo's electronic squeals.  Suddenly, there is a cracking sound as if limbs were being broken off trees and then a tremendous jolt as the spacecraft stops.  Luke pulls a switch and his canopy pops open.
EXT. DAGOBAH - DUSK
The mist-shrouded X-wing fighter is almost invisible in the thick fog.  Luke climbs out onto the long nose of the spacecraft as Artoo pops out of his cubbyhole on the back.  The young warrior surveys the fog, which is barely pierced by the ship's landing lights.  About all he can make out are some giant, twisted trees nearby.  Artoo whistles anxiously.
                    LUKE
          No, Artoo, you stay put.  I'll 
          have a look around.
Artoo lets out a short beep.  As Luke moves along the nose, Artoo loses his balance and disappears with a splash into the boggy lake.
                    LUKE
          Artoo?
Luke kneels and leans over the plane looking for Artoo, but the water is still and reveals no sign of the little droid.
                    LUKE
          Artoo!  Where are you?
A small periscope breaks the surface of the water and a gurgly beep is heard.  The periscope starts to move to shore.  Relieved, Luke starts running along the nose of the fighter to its tip.
                    LUKE
          Artoo!  You be more careful.
The outline of the shore is now more than ten feet away.
Luke jumps off the plane into the water, scrambles up to the shore, and turns to look for Artoo.  The periscope still steadily moves toward shore.
                    LUKE
          Artoo - that way!
Suddenly, through the thick fog layer, a dark shape appears, moving toward the little droid.  The dark, sinuous bog beast dives beneath the swampy water, making a loud clunk against Artoo's metal hull.  The droid disappears from sight, uttering a pathetic electronic scream.
Holding his ignited lightsaber before him, Luke wades a few feet into the murky pool, looking for any sign of his little friend.
                    LUKE
          Artoo!
The black surface is still as death itself... until a few bubbles begin to appear.  Then, phheewaat!! The runt-size robot is spit out of the water, makes a graceful arc, and comes crashing down into a patch of soft gray moss.
                    LUKE
          Oh, no!  Are you all right?  Come 
          on.  You're lucky you don't taste 
          very good.  Anything broken?
Luke helps Artoo to his feet and begins wiping the mud and roots from his round metal body.  Artoo responds with feeble, soggy beeps.
                    LUKE
          If you're saying coming here was 
          a bad idea, I'm beginning to agree 
          with you.  Oh, Artoo, what are we 
          doing here?  It's like... something 
          out of a dream, or, I don't know.  
          Maybe I'm just going crazy.
As Luke glances around at the spooky swamp jungle that surrounds him, Artoo ejects a stream of muddy water from one of his cranial ports.
EXT. VADER'S STAR DESTROYER - VADER'S CHAMBER
Admiral Piett hesitates in the entryway to Vader's private cubicle.
After a moment, he steps into the room and pauses at the surprising sight before him.
Darth Vader, his back turned, is silhouetted in the gloom on the far side of the chamber.  A black, insectlike droid attends him.  Among the various apparatuses surrounding them, a respirator tube now retracts from Vader's uncovered head.  The head is bald with a mass of ugly scar tissue covering it.  The black droid then lowers the mask and helmet onto Vader's head.  When it is in place, the Dark Lord turns to face Piett.
                    VADER
          Yes, Admiral?
                    PIETT
Our ships have sighted the 
Millennium Falcon, lord.  But... 
it has entered an asteroid field 
and we cannot risk...
                    VADER
               (interrupting)
          Asteroids do not concern me, 
          Admiral.  I want that ship and 
          not excuses.
                    PIETT
          Yes, lord.
EXT. ASTEROID CAVE - MILLENNIUM FALCON
The pirate starship rests in a dark, dripping asteroid cave.  It is so dark that the cave's exact dimensions are impossible to determine.
INT. MILLENNIUM FALCON - COCKPIT
Han and Chewie busily shut down the engine and all electronic systems.  Threepio and Leia watch worriedly.
                    HAN
          I'm going to shut down everything 
          but the emergency power systems.  
                    THREEPIO
          Sir, I'm almost afraid to ask, 
          but... does that include shutting 
          me down, too?
Chewie barks "yes".  But Han thinks otherwise.
                    HAN
          No, I need you to talk to the 
          Falcon, find out what's wrong with 
          the hyperdrive.
Suddenly, the ship lurches, causing all the loose items in the cockpit to go flying.  Chewie howls.
                    THREEPIO
          Sir, it's quite possible this 
          asteroid is not entirely stable.
                    HAN
          Not entirely stable?  I'm glad you're 
          here to tell us these things.  Chewie, 
          take the professor in the back and 
          plug him into the hyperdrive.
                    THREEPIO
          Oh!  Sometimes I just don't 
          understand human behavior.  After 
          all, I'm only trying to do my job 
          in the most...
The sliding door closes behind the indignant Threepio as Chewie and he move back to the hold.  Suddenly, the ship lurches again, throwing Leia across the cabin into Han's arms.  Then, abruptly, the motion stops as suddenly as it started.  With some surprise, Han and Leia realize they are in each other's arms.
                    LEIA
          Let go.
                    HAN
          Sshh!
                    LEIA
          Let go, please.
Leia flushes, averting her eyes.  She's not exactly fighting to get free.  But, of course, Han blows it...
                    HAN
          Don't get excited.
The anger rises in Leia.
                    LEIA
          Captain, being held by you isn't 
          quite enough to get me excited.
                    HAN
          Sorry, sweetheart.  We haven't 
          got time for anything else.
Han grins quickly wickedly at Leia as he turns and exits through the door.  Leia's confused emotions show clearly on her lovely face.
EXT. DAGOBAH - BOG CLEARING - DUSK
The mist has dispersed a bit, but it is still a very gloomy-looking swamp.
Luke pulls an equipment box from the shore to the clearing.  He ignites a little fusion furnace and warms his hands before it.  Taking a power cable, he plugs it into Artoo's noselike socket.
                    LUKE
          Ready for some power?  Okay.  
          Let's see now.  Put that in 
          there.  There you go.
The droid whistles his appreciation.  Luke then opens a container of processed food and sits before the thermal heater.
                    LUKE
               (sighs)
          Now all I have to do is find this 
          Yoda... if he even exists.
Nervously, he looks around at the foreboding jungle.
                    LUKE
          Still... there's something familiar 
          about this place.  I feel like... 
          I don't know...
                    STRANGE VOICE
          Feel like what?
Luke jumps out of his skin.  Artoo screeches in terror.  The young warrior grabs for his lightsaber as he spins around, looking for the speaker.  Mysteriously standing right in front of Luke is a strange, bluish creature, not more than two feet tall.  The wizened little thing is dressed in rags.  It motions toward Luke's sword.
                    LUKE
               (looking at the 
                creature)
          Like we're being watched!
                    CREATURE
          Away with your weapon!  I mean 
          you no harm.
After some hesitation, Luke puts away his weapon, although he really doesn't understand why.  Artoo watches with interest.
                    CREATURE
          I am wondering, why are you here?
                    LUKE
          I'm looking for someone.
                    CREATURE
          Looking?  Found someone, you have, 
          I would say, hmmm?
The little creature laughs.
                    LUKE
               (Trying to keep from 
                smiling)
          Right.
                    CREATURE
          Help you I can.  Yes, mmmm.
                    LUKE
          I don't think so.  I'm looking 
          for a great warrior.
                    CREATURE
          Ahhh!  A great warrior.
               (laughs and shakes 
                his head)
          Wars not make one great.
With the aid of a walking stick, the tiny stranger moves over to one of the cases of supplies.  He begins to rummage around.
Artoo moves to the edge of the case - standing almost eye level to the creature who is carelessly handling the supplies - and squeaks his disapproval.
Their tiny visitor pick up the container of food Luke was eating from and takes a bite.
                    LUKE
          Put that down.  Hey!  That's my 
          dinner!
The creature spits out the bite he has taken.  He makes a face.
                    CREATURE
          How you get so big, eating food 
          of this kind?
He flips the container in Luke's direction and reaches into one of Luke's supply cases.
                    LUKE
          Listen, friend, we didn't mean to 
          land in that puddle, and if we 
          could get our ship out, we would, 
          but we can't, so why don't you just...
                    CREATURE
               (teasing)
          Aww, cannot get your ship out?
The creature spots something of interest in Luke's case.  Luke loses patience and grabs the case away.  The creature retains his prize - a tiny power lamp - and examines it with delight.
                    LUKE
          Hey, you could have broken this.
          Don't do that.  Ohhh... you're 
          making a mess.  Hey, give me that!
                    CREATURE
               (retreating with 
                the lamp)
          Mine!  Or I will help you not.
Clutching its treasure, the creature backs away from Luke, drawing closer to Artoo.  As Luke and the creature argue, one of Artoo's little arms slowly moves out toward the power lamp, completely unnoticed by the creature.
                    LUKE
          I don't want your help.  I want 
          my lamp back.  I'll need it to 
          get out of this slimy mudhole.
                    CREATURE
          Mudhole?  Slimy?  My home this is.
Artoo grabs hold of the lamp and the two little figures are immediately engaged in a tug-of-war over it.
Artoo beeps a few angry, "Give me thats."
                    CREATURE
          Ah, ah, ah!
                    LUKE
          Oh, Artoo, let him have it!
                    CREATURE
          Mine!  Mine!
                    LUKE
          Artoo!
                    CREATURE
          Mine!
The creature lets go with one hand and pokes Artoo lightly with one finger.  Artoo reacts with a startled squeal, and lets go.
                    CREATURE
          Mine!
                    LUKE
               (fed up)
          Now will you move along, little 
          fella?  We're got a lot of work 
          to do.
                    CREATURE
          No!  No, no!  Stay and help you, 
          I will.
               (laughs)
          Find your friend, hmm?
                    LUKE
          I'm not looking for a friend. 
          I'm looking for a Jedi Master.
                    CREATURE
          Oohhh.  Jedi Master.  Yoda.  You 
          seek Yoda.
                    LUKE
          You know him?
                    CREATURE
          Mmm.  Take you to him, I will.
               (laughs)
          Yes, yes.  But now, we must eat.
          Come.  Good food.  Come.
With that, the creature scurries out of the clearing, laughing merrily.  Luke stares after him.  All he sees is the faint light from the small power lamp moving through the fog.  Luke makes his decision and starts after the creature.
                    CREATURE
               (in the distance)
          Come, come.
Artoo, very upset, whistles a blue streak of protest.
                    LUKE
          Stay here and watch after the 
          camp, Artoo.
Artoo beeps even more frantically.  But as Luke disappears from view, the worried little droid grows quieter, and utters a soft electronic sigh.
INT. MILLENNIUM FALCON - MAIN HOLD AREA
Threepio whistles and beeps a strange dialect into the control panel in front of him.  The control panel whistles back a few mystifying beeps.
                    THREEPIO
          Oh, where is Artoo when I need 
          him?
Han enters the hold area and kneels on the floor near the control box.
                    THREEPIO
          Sir, I don't know where your ship 
          learned to communicate, but it 
          has the most peculiar dialect.  I 
          believe, sir, it says that the 
          power coupling on the negative 
          axis has been polarized.  I'm 
          afraid you'll have to replace it.
                    HAN
          Well, of course I'll have to replace 
          it.
He hands a wire coil up to Chewie who is working near the ceiling.
                    HAN
          Here!  And Chewie...
Chewie brings his head back through the trap door in the ceiling and whines.  Han glances back at Threepio, then speaks quietly to Chewie so only he can hear.
                    HAN
               (continuing)
          ... I think we'd better replace 
          the negative power coupling.
Leia finishes welding the valves she has been working on and attempts to reengage the system by pulling a lever attached to the valve.  It doesn't budge.  Han notices her struggle, and moves to help her.  She rebuffs him.
                    HAN
          Hey, Your Worship, I'm only 
          trying to help.
                    LEIA
               (still struggling)
          Would you please stop calling me 
          that?
Han hears a new tone in her voice.  He watches her pull on the lever.
                    HAN
          Sure, Leia.
                    LEIA
          Oh, you make it so difficult 
          sometimes.
                    HAN
          I do, I really do.  You could be 
          a little nicer, though.
               (he watches her 
                reaction)
          Come on, admit it.  Sometimes you 
          think I'm all right.
She lets go of the lever and rubs her sore hand.
                    LEIA
          Occasionally...
               (a little smile, 
                haltingly)
          ... when you aren't acting like 
          a scoundrel.
                    HAN
               (laughs)
          Scoundrel?  Scoundrel?  I like 
          the sound of that.
With that, Han takes her hand and starts to massage it.
                    LEIA
          Stop that.
                    HAN
          Stop what?
Leia is flushes, confused.
                    LEIA
          Stop that!  My hands are dirty.
                    HAN
          My hands are dirty, too.  What 
          are you afraid of?
                    LEIA
               (looking right 
                into his eyes)
          Afraid?
Han looks at her with a piercing look.  He's never looked more handsome, more dashing, more confident.  He reaches out slowly and takes Leia's hand again from where it is resting on a console.  He draws it toward him.
                    HAN
          You're trembling.
                    LEIA
          I'm not trembling.
Then with an irresistible combination of physical strength and emotional power, the space pirate begins to draw Leia toward him... very slowly.
                    HAN
          You like me because I'm a scoundrel.
          There aren't enough scoundrels in 
          your life.
Leia is now very close to Han and as she speaks, her voice becomes an excited whisper, a tone completely in opposition to her words.
                    LEIA
          I happen to like nice men.
                    HAN
          I'm a nice man.
                    LEIA
          No, you're not.  You're...
He kisses her now, with slow, hot lips.  He takes his time, as though he had forever, bending her body backward.  She has never been kissed like this before, and it almost makes her faint.  When he stops, she regains her breath and tries to work up some indignation, but finds it hard to talk.
Suddenly, Threepio appears in the doorway, speaking excitedly.
                    THREEPIO
          Sir, sir!  I've isolated the 
          reverse power flux coupling.
Han turns slowly, icily, from their embrace.
                    HAN
          Thank you.  Thank you very much.
                    THREEPIO
          Oh, you're perfectly welcome, sir.
The moment spoiled, Han marches out after Threepio.
EXT. SPACE - ASTEROID FIELD
The Imperial fleet moves through the asteroid-filled void, intently seeking its prey.
INT. VADER'S STAR DESTROYER - BRIDGE
Asteroids collide, creating a fireworks display outside the bridge window.  Darth Vader stands, staring out the window above the control deck.  Then slowly turns toward the bridge.  Before him are the hologram images of twenty battleship commanders.  One of these images, the commander of a ship that has just exploded, is fading away quickly.  Another image, in the center and a little apart from the others, is faded and continually disrupted by static.  It is the image of Captain Needa, commander of the Star Destroyer most hotly on the tail of the Millennium Falcon.  Admiral Piett and an aide stand behind the Dark Lord.
                    NEEDA
               (in hologram)
          ... and that, Lord Vader, was the 
          last time they appeared in any of 
          our scopes.  Considering the amount 
          of damage we've sustained, they 
          must have been destroyed.
                    VADER
          No, Captain, they're alive.  I 
          want every ship available to 
          sweep the asteroid field until 
          they are found.
The Imperial star captains fade out one by one as Vader turns to Admiral Piett.
                    PIETT
Lord Vader.
                    VADER
          Yes, Admiral, what is it?
The admiral is scared, his face white as a sheet.
                    PIETT
          The Emperor commands you make 
          contact with him.
                    VADER
          Move the ship out of the asteroid 
          field so that we can send a clear 
          transmission.
                    PIETT
          Yes, my lord.
EXT. ASTEROID FIELD - VADER'S STAR DESTROYER
Vader's Imperial Star Destroyer moves against the vast sea of stars away from the rest of the fleet.
INT. VADER'S STAR DESTROYER - VADER'S CHAMBER
The Dark Lord, Darth Vader, is alone in his chamber.  A strange sound enters the room and a light begins to play across Vader's black figure.  He looks up and bows quickly.
A twelve-foot hologram of the Galactic Emperor materializes before Vader.  The Emperor's dark robes and monk's hood are reminiscent of the cloak worn by Ben Kenobi.  His voice is even deeper and more frightening than Vader's.
                    VADER
          What is thy bidding, my master?
                    EMPEROR
          There is a great disturbance in 
          the Force.
                    VADER
          I have felt it.
                    EMPEROR
          We have a new enemy - Luke 
          Skywalker.
                    VADER
          Yes, my master.
                    EMPEROR
          He could destroy us.
                    VADER
          He's just a boy.  Obi-Wan can no 
          longer help him.
                    EMPEROR
          The Force is strong with him.  The 
          son of Skywalker must not become a 
          Jedi.
                    VADER
          If he could be turned, he would 
          become a powerful ally.
                    EMPEROR
          Yes.  Yes.  He would be a great 
          asset.  Can it be done?
                    VADER
          He will join us or die, my 
          master.
Vader kneels.  The supreme Emperor passes a hand over the crouched Lord of the Sith and fades away.
EXT. DAGOBAH - CREATURE'S HOUSE - NIGHT
A heavy downpour of rain pounds through the gnarled trees.  A strange baroque mud house sits on a moss-covered knoll on the edge of a small lagoon.  The small, gnomish structure radiates a warm glow from its thick glass windows.  As rain tap-dances a merry tune on Artoo's head, the stubby little droid rises up on his tip-toes to peek into one of the glowing portals.
INT. CREATURE'S HOUSE
Artoo, peeking in the window, sees the inside of the house - a very plain, but cozy dwelling.  Everything is in the same small scale as the creature.  The only thing out of place in the miniature room is Luke, whose height makes the four-foot ceiling seem even lower.  He sits cross-legged on the floor of the living room.
The creature is in an adjoining area - his little kitchen - cooking up an incredible meal.  The stove is a steaming hodgepodge of pots and pans.  The wizened little host scurries about chopping this, shredding that, and showering everything with exotic herbs and spices.  He rushes back and forth putting platters on the table in front of Luke, who watches the creature impatiently.
                    LUKE
          Look, I'm sure it's delicious.  
          I just don't understand why we 
          can't see Yoda now.
                    CREATURE
          Patience!  For the Jedi it is 
          time to eat as well.  Eat, eat.  
          Hot.  Good food, hm? Good, hmm?
Moving with some difficulty in the cramped quarters, Luke sits down near the fire and serves himself from the pot.  Tasting the unfamiliar concoction, he is pleasantly surprised.
                    LUKE
          How far away is Yoda?  Will it 
          take us long to get there?
                    CREATURE
          Not far.  Yoda not far.  Patience.
          Soon you will be with him.
               (tasting food from 
                the pot)
          Rootleaf, I cook.  Why wish you 
          become Jedi?  Hm?
                    LUKE
          Mostly because of my father, I 
          guess.
                    CREATURE
          Ah, your father.  Powerful Jedi 
          was he, powerful Jedi, mmm.
                    LUKE
               (a little angry)
          Oh, come on.  How could you know 
          my father?  You don't even know 
          who I am.
               (fed up)
          Oh, I don't know what I'm doing 
          here.  We're wasting our time.
The creature turns away from Luke and speaks to a third party.
                    CREATURE
               (irritated)
          I cannot teach him.  The boy has 
          no patience.
Luke's head spins in the direction the creature faces.  But there is no one there.  The boy is bewildered, but it gradually dawns on him that the little creature is Yoda, the Jedi Master, and that he is speaking with Ben.
                    BEN'S VOICE
          He will learn patience.
                    YODA
          Hmmm.  Much anger in him, like his father.
                    BEN'S VOICE
          Was I any different when you 
          taught me?
                    YODA
          Hah.  He is not ready.
                    LUKE
          Yoda!  I am ready.  I... Ben!  I 
          can be a Jedi.  Ben, tell him I'm 
          ready.
Trying to see Ben, Luke starts to get up but hits his head on the low ceiling.
                    YODA
          Ready, are you?  What know you 
          of ready?  For eight hundred years 
          have I trained Jedi.  My own counsel 
          will I keep on who is to be trained!
          A Jedi must have the deepest 
          commitment, the most serious mind.
               (to the invisible 
                Ben, indicating Luke)
          This one a long time have I watched.
          All his life has he looked away...
          to the future, to the horizon.
          Never his mind on where he was.
          Hmm?  What he was doing.  Hmph.  
          Adventure.  Heh!  Excitement.  Heh!  
          A Jedi craves not these things.
               (turning to Luke)
          You are reckless!
Luke looks down.  He knows it is true.
                    BEN'S VOICE
          So was I, if you'll remember.
                    YODA
          He is too old.  Yes, too old to 
          begin the training.
Luke thinks he detects a subtle softening in Yoda's voice.
                    LUKE
          But I've learned so much.
Yoda turns his piercing gaze on Luke, as though the Jedi Master's huge eyes could somehow determine how much the boy had learned.  After a long moment, the little Jedi turns toward where he alone sees Ben.
                    YODA
               (sighs)
          Will he finished what he begins?
                    LUKE
          I won't fail you - I'm not afraid.
                    YODA
               (turns slowly toward 
                him)
          Oh, you will be.  You will be.
EXT. SPACE - STAR DESTROYERS - ASTEROID FIELD
The Imperial fleet around Vader's ship is surrounded by the asteroid storm.  Asteroids big and small pelt the vast exteriors of the menacing ships.  One of the smaller Imperial vessels is hit by a huge asteroid and explodes in a brilliant flash of light.
INT. ASTEROID CAVE - MILLENNIUM FALCON - COCKPIT
The cockpit is quiet and lit only by the indicator lights on the control panel.  Princess Leia sits in the pilot's seat.
She runs her hand across the control panel as she thinks of Han and the confusion he has created within her.  Suddenly, something outside the cockpit window catches her eye.  The reflection of the panel lights obscures her vision until a soft suctionlike cup attaches itself to the windscreen.  Leia
moves closer to see what it might be.  Large, yellow eyes flash open and stare back at her.  Startled, she jumps back into her seat, her heart pounding.  There is a scurry of feet and a loud screech, and in an instant the eyes are gone.  The young princess catches her breath, jumps out of her chair, and races from the cockpit.
INT. ASTEROID CAVE - MILLENNIUM FALCON - HOLD AREA
The lights go bright for a second then out again.  Threepio and Chewbacca watch as Han finishes with some wires.
                    THREEPIO
          Sir, if I may venture an opinion...
                    HAN
          I'm not really interested in your 
          opinion, Threepio.
Leia rushes into the cabin just as Han drops the final floor panel into place.
                    LEIA
               (out of breath)
          There's something out there.
                    HAN
          Where?
                    LEIA
          Outside, in the cave.
As she speaks, there comes a sharp banging on the hull.  Chewie looks up and barks anxiously.
                    THREEPIO
          There it is.  Listen!  Listen!
                    HAN
          I'm going out there.
                    LEIA
          Are you crazy?!
                    HAN
          I just got this bucket back 
          together.  I'm not going to let 
          something tear it apart.
He and Chewie grab their breath masks off a rack and hurry out.  Leia follows.
                    LEIA
          Then I'm going with you.
                    THREEPIO
          I think it might be better if I 
          stay here and guard the ship.
               (hears another 
                mysterious noise)
          Oh, no.
EXT. ASTEROID CAVE - MILLENNIUM FALCON
It is very dark inside the huge asteroid cave, too dark to see what is attacking the ship.
Leia stamps her foot on the floor of the cave.
                    LEIA
          This ground sure feels strange.
          It doesn't feel like rock at all.
Han kneels and studies the ground, then attempts to study the outline of the cave.
                    HAN
          There's an awful lot of moisture 
          in here.
                    LEIA
          I don't know.  I have a bad feeling 
          about this.
                    HAN
          Yeah.
Chewie barks through his face mask, and points toward the ship's cockpit.  A five-foot-long shape can be seen moving across the top of the Falcon.  The leathery creature lets out a screech as Han blasts it with a laser bolt.
                    HAN
               (to Leia)
          Watch out!
The black shape tumbles off the spaceship and onto the ground in front of the princess.  Han bends down to investigate the dead creature.
                    HAN
          Yeah, that's what I thought.
          Mynock.  Chewie, check the rest 
          of the ship, make sure there 
          aren't any more attached.  They're 
          chewing on the power cables.
                    LEIA
          Mynocks?
                    HAN
          Go on inside.  We'll clean them 
          off if there are any more.
Just then, a swarm of the ugly creatures swoops through the air.  Leia puts her arms over her head to protect herself as she runs toward the ship.  Chewie shoos another Mynock away with his blaster.  Several of the batlike creatures flap their wings loudly against the cockpit window of the Falcon.  Inside, Threepio shudders at their presence.
                    THREEPIO
          Ohhh!  Go away!  Go away!  Beastly 
          little thing.  Shoo!  Shoo!
Han looks around the strange, dripping cave.
                    HAN
          Wait a minute...
He unholsters his blaster and fires at the far side of the huge cave.  The cavern begins to shake and the ground starts to buckle.
Chewie barks and moves for the ship, followed closely by Leia and Han.  The large wings of the Mynocks flap past them as they protect their faces and run up the platform.
INT. ASTEROID CAVE - MILLENNIUM FALCON - ENTRY AREA
As soon as Han and Leia are on board, Chewie closes the main hatch.  The ship continues to shake and heave.
                    HAN
          All right, Chewie, let's get 
          out of here!
The Wookiee heads for the cockpit as Han, followed by Threepio, rushes to the hold area and checks the scopes on the control panel.  Leia hurries after.
                    LEIA
          The Empire is still out there.
          I don't think it's wise to...
Han rushes past her and heads for the cockpit.
                    HAN
               (interrupting)
          No time to discuss this in
          committee.
And with that he is gone.  The main engines of the Falcon begin to whine.  Leia races after him, bouncing around in the shaking ship.
                    LEIA
               (angry)
          I am not a committee!
INT. ASTEROID CAVE - MILLENNIUM FALCON - COCKPIT
Han is already in the pilot's seat pulling back on the throttle.  The cave-quake has greatly diminished.
                    LEIA
          You can't make the jump to light-
          speed in this asteroid field...
                    HAN
          Sit down, sweetheart.  We're 
          taking off!
As the ship begins to move forward, Chewie barks.  He notices something out the window ahead.  Threepio sees it too.
                    THREEPIO
          Look!
                    HAN
          I see it, I see it.
Suddenly, a row of jagged white stalagmites and stalactites can be seen surrounding the entrance.  And as the Falcon moves forward, the entrance to the cave grows ever smaller.  Han pulls hard on the throttle, sending his ship surging forward.
                    THREEPIO
          We're doomed!
                    LEIA
          The cave is collapsing.
                    HAN
          This is no cave.
                    LEIA
          What?
Leia's mouth drops open .  She sees that the rocks of the cave entrance are not rocks at all, but giant teeth, quickly closing around the tiny ship.  Chewie howls.
INT. SPACE SLUG MOUTH
The Millennium Falcon, zooming through the monster's mouth, rolls on its side and barely makes it between two of the gigantic white teeth before the huge jaws slams closed.
EXT. CAVE ENTRANCE - GIANT ASTEROID
The enormous space slug moves its head out of the cave as the Falcon flies out of its mouth.  The monster tilts its head, watching the starship fly away.
EXT. MILLENNIUM FALCON - GIANT ASTEROID
The Falcon races out of the asteroid crater and into the deadly rain of the asteroid storm.
EXT. DAGOBAH - DAY
With Yoda strapped to his back, Luke climbs up one of the many thick vines that grow in the swamp.  Panting heavily, he continues his course - climbing, flipping through the air, jumping over roots, and racing in and out of the heavy ground fog.
                    YODA
          Run!  Yes.  A Jedi's strength 
          flows from the Force.  But beware 
          of the dark side.  Anger... fear... 
          aggression.  The dark side of 
          the Force are they.
          Easily they flow, quick to join 
          you in a fight.  If once you 
          start down the dark path, forever 
          will it dominate your destiny, 
          consume you it will, as it did 
          Obi-Wan's apprentice.
                    LUKE
          Vader.  Is the dark side stronger?
                    YODA
          No... no... no.  Quicker, easier, 
          more seductive.
                    LUKE
          But how am I to know the good side 
          from the bad?
                    YODA
          You will know.  When you are calm, 
          at peace.  Passive.  A Jedi uses 
          the Force for knowledge and 
          defense, never for attack.
                    LUKE
          But tell me why I can't...
                    YODA
               (interrupting)
          No, no, there is no why.  Nothing 
          more will I teach you today.
          Clear your mind of questions.  
          Mmm.  Mmmmmmmm.
Artoo beeps in the distance as Luke lets Yoda down to the ground.  Breathing heavily, he takes his shirt from a nearby tree branch and pulls it on.
He turns to see a huge, dead, black tree, its base surrounded by a few feet of water.  Giant, twisted roots form a dark and sinister cave on one side.  Luke stares at the tree, trembling.
                    LUKE
          There's something not right here.
Yoda sits on a large root, poking his Gimer Stick into the dirt.
                    LUKE
          I feel cold, death.
                    YODA
          That place... is strong with the 
          dark side of the Force.  A domain 
          of evil it is.  In you must go.
                    LUKE
          What's in there?
                    YODA
          Only what you take with you.
Luke looks warily between the tree and Yoda.  He starts to strap on his weapon belt.
                    YODA
          Your weapons... you will not 
          need them.
Luke gives the tree a long look, than shakes his head "no."  Yoda shrugs.  Luke reaches up to brush aside some hanging vines and enters the tree.
INT. DAGOBAH - TREE CAVE
Luke moves into the almost total darkness of the wet and slimy cave.  The youth can barely make out the edge of the passage.  Holding his lit saber before him, he sees a lizard crawling up the side of the cave and a snake wrapped around the branches of a tree.  Luke draws a deep breath, then pushes deeper into the cave.
The space widens around him, but he feels that rather than sees it.  His sword casts the only light as he peers into the darkness.  It is very quiet here.
Then, a loud HISS! Darth Vader appears across the blackness, illuminated by his own just-ignited laser sword.  Immediately, he charges Luke, saber held high.  He is upon the youth in seconds, but Luke sidesteps perfectly and slashes at Vader with his sword.
Vader is decapitated.  His helmet-encased head flies from his shoulders as his body disappears into the darkness.  The metallic banging of the helmet fills the cave as Vader's head spins and bounces, smashes on the floor, and finally stops. For an instant it rests on the floor, then it cracks vertically.  The black helmet and breath mask fall away to reveal... Luke's head.
Across the space, the standing Luke gasps at the sight, wide-eyed in terror.
The decapitated head fades away, as in a vision.
EXT. DAGOBAH - CAVE - DUSK
Meanwhile, Yoda sits on the root, calmly leaning on his Gimer Stick.
EXT. SPACE - VADER'S STAR DESTROYER
Vader's Imperial Star Destroyer moves through space, guarded by its convoy of TIE fighters.
INT. VADER'S STAR DESTROYER - BRIDGE - CONTROL DECK
Vader stands in the back control area of his ship's bridge with a motley group of men and creatures.  Admiral Piett and two controllers stand at the front of the bridge and watch the group with scorn.
                    PIETT
          Bounty hunters.  We don't need 
          that scum.
                    FIRST CONTROLLER
          Yes, sir.
                    PIETT
          Those Rebels won't escape us.
A second controller interrupts.
                    SECOND CONTROLLER
          Sir, we have a priority signal 
          from the Star Destroyer Avenger.
                    PIETT
          Right.
The group standing before Vader is a bizarre array of galactic fortune hunters  There is Bossk, a slimy, tentacled monster with two huge, bloodshot eyes in a soft baggy face; Zuckuss and Dengar, two battle-scarred, mangy human types; IG-88, a battered, tarnished chrome war droid; and Boba Fett, a man in a weapon-covered armored space suit.
                    VADER
          ... there will be a substantial 
          reward for the one who finds the 
          Millennium Falcon.  You are free 
          to use any methods necessary, but 
          I want them alive.  No disintegrations.
                    BOBA FETT
          As you wish.
At that moment, Admiral Piett approaches Vader in a rush of excitement.
                    PIETT
          Lord Vader!  My lord, we have 
          them.
EXT. IMPERIAL STAR DESTROYER, AVENGER - ASTEROID BELT
The Millennium Falcon speeds through deep space, closely followed by a firing Imperial Star Destroyer.  A large asteroid about the same size as the Falcon tumbles rapidly toward the starship.  The tiny Falcon banks to avoid the giant asteroid as smaller rocks pelt its surface.  Then the small craft roars under the asteroid which explodes harmlessly on the hull of the vast Star Destroyer.
INT. MILLENNIUM FALCON - COCKPIT
The ship shudders as flak explodes near the cockpit window.  Threepio checks a tracking scope an the side control panel while Leia watches tensely out the window.
                    THREEPIO
          Oh, thank goodness we're coming 
          out of the asteroid field.
Chewie barks excitedly as the rain of asteroids begins to subside.  A bolt from the Star Destroyer sets up a fiery explosion on the back side of the Falcon, causing it to lurch to one side.
EXT. MILLENNIUM FALCON - STAR DESTROYER, AVENGER - ASTEROID FIELD
The Falcon is hit hard by another bolt from the Star Destroyer which creates a huge explosion near the cockpit of the smaller ship.  The Falcon tilts steeply, then rights itself.
INT. MILLENNIUM FALCON - COCKPIT
Han corrects the angle of his ship.
                    HAN
          Let's get out of here.  Ready for 
          light-speed?  One... two... three!
Han pulls back on the hyperspace throttle and - nothing happens.  Flak bursts continue to rock the ship.
                    HAN
               (frantic)
          It's not fair!
Chewie is very angry and starts to growl and bark at his friend and captain.  Again, Han desperately pulls back on the throttle.
                    HAN
          The transfer circuits are working.
          It's not my fault!
Chewie puts his head in his hands, whining.
                    LEIA
               (almost expecting 
                it)
          No light-speed?
                    HAN
          It's not my fault.
                    THREEPIO
          Sir, we just lost the main rear 
          deflector shield.  One more direct 
          hit on the back quarter and we're 
          done for.
Han pauses for a moment, makes a decision, and pulls back on a lever.
                    HAN
          Turn her around.
Chewie barks in puzzlement.
                    HAN
          I said turn her around!  I'm 
          going to put all power in the 
          front shield.
                    LEIA
          You're going to attack them?!
                    THREEPIO
          Sir, the odds of surviving a 
          direct assault on an Imperial 
          Star Destroyer...
                    LEIA
          Shut up!
EXT. SPACE - MILLENNIUM FALCON - ASTEROID FIELD
The Falcon banks, makes a steep, twisting turn.  In the next moment it is racing toward the Star Destroyer, looking very small against the massive surface of the Imperial ship.  As it moves across the surface of the Star Destroyer, the Falcon bobs and weaves to avoid the numerous flak bursts.
INT. STAR DESTROYER, AVENGER - BRIDGE
The tiny Falcon heads directly for the Avenger's bridge.  The Imperials stationed there are stunned to see the small spaceship racing low across the hull, headed directly at the huge windows of the bridge area.  Alarms go off everywhere.  The Destroyer's commander, Captain Needa, can scarcely believe his eyes.
                    NEEDA
          They're moving to attack 
          position!  Shields up!
Needa and his men duck as the Falcon nears the bridge window.  At the last minute, the Falcon veers off and out of sight.  All is quiet.
                    NEEDA
          Track them.  They may come 
          around for another pass.
                    TRACKING OFFICER
          Captain Needa, the ship no longer 
          appears on our scopes.
                    NEEDA
          They can't have disappeared.  No 
          ship that small has a cloaking 
          device.
                    TRACKING OFFICER
          Well, there's no trace of them, 
          sir.
                    COMMUNICATIONS OFFICER
          Captain, Lord Vader demands an 
          update on the pursuit.
                    NEEDA
               (drawing a breath)
          Get a shuttle ready.  I shall 
          assume full responsibility for 
          losing them, and apologize to Lord 
          Vader. Meanwhile, continue to 
          scan the area.
                    COMMUNICATIONS OFFICER
          Yes, Captain Needa.
EXT. DAGOBAH - BOG - DAY
Luke's face is upside-down and showing enormous strain.  He stands on his hands, with Yoda perched on his feet.  Opposite Luke and Yoda are two rocks the size of bowling balls.  Luke stares at the rocks and concentrates.  One of the rocks lifts from the ground and floats up to rest on the other.
                    YODA
          Use the Force.  Yes...
Yoda taps Luke's leg.  Quickly, Luke lifts one hand from the ground.  His body wavers, but he maintains his balance.  Artoo, standing nearby, is whistling and beeping frantically.
                    YODA
          Now... the stone.  Feel it.
Luke concentrates on trying to lift the top rock.  It rises a few feet, shaking under the strain.  But, distracted by Artoo's frantic beeping, Luke loses his balance and finally collapses.  Yoda jumps clear.
                    YODA
          Concentrate!
Annoyed at the disturbance, Luke looks over at Artoo, who is rocking urgently back and forth in front of him.
Artoo waddles closer to Luke, chirping wildly, then scoots over the edge of the swamp.  Catching on, Luke rushes to the water's edge.  The X-wing fighter has sunk, and only the tip of its nose shows above the lake's surface.
                    LUKE
          Oh, no.  We'll never get it out 
          now.
Yoda stamps his foot in irritation.
                    YODA
          So certain are you.  Always with 
          you it cannot be done.  Hear you
          nothing that I say?
Luke looks uncertainly out at the ship.
                    LUKE
          Master, moving stones around is 
          one thing.  This is totally 
          different.
                    YODA
          No!  No different!  Only different 
          in your mind.  You must unlearn 
          what you have learned.
                    LUKE
               (focusing, quietly)
          All right, I'll give it a try.
                    YODA
          No!  Try not.  Do.  Or do not.  
          There is no try.
Luke closes his eyes and concentrates on thinking the ship out.
Slowly, the X-wing's nose begins to rise above the water.  It hovers for a moment and then slides back, disappearing once again.
                    LUKE
               (panting heavily)
          I can't.  It's too big.
                    YODA
          Size matters not.  Look at me.  
          Judge me by my size, do you?  
          Hm?  Mmmm.
Luke shakes his head.
                    YODA
          And well you should not.  For my 
          ally in the Force.  And a powerful 
          ally it is.  Life creates it, makes 
          it grow.  Its energy surrounds us 
          and binds us.  Luminous beings 
          are we...
               (Yoda pinches 
                Luke's shoulder)
          ... not this crude matter.
               (a sweeping gesture)
          You must feel the Force around you.
               (gesturing)
          Here, between you... me... the 
          tree... the rock... everywhere!  
          Yes, even between this land and 
          that ship!
                    LUKE
               (discouraged)
          You want the impossible.
Quietly Yoda turns toward the X-wing fighter.  With his eyes closed and his head bowed, he raises his arm and points at the ship.
Soon, the fighter rises above the water and moves forward as Artoo beeps in terror and scoots away.
The entire X-wing moves majestically, surely, toward the shore.  Yoda stands on a tree root and guides the fighter carefully down toward the beach.
Luke stares in astonishment as the fighter settles down onto the shore.  He walks toward Yoda.
                    LUKE
          I don't... I don't believe it.
                    YODA
          That is why you fail.
Luke shakes his head, bewildered.
EXT. SPACE - IMPERIAL FLEET
The fleet around Vader's Star Destroyer now includes Needa's Star Destroyer, the Avenger.
INT. VADER'S STAR DESTROYER - BRIDGE
                    VADER
          Apology accepted, Captain Needa.
Clutching desperately at his throat, Captain Needa slumps down, then falls over on his back, at the feet of Darth Vader.  Two stormtroopers pick up the lifeless body and carry it quickly away as Admiral Piett and two of his captains hurry up to the Dark Lord.
                    PIETT
          Lord Vader, our ships have 
          completed their scan of the area 
          and found nothing.  If the 
          Millennium Falcon went into light-
          speed, it'll be on the other side 
          of the galaxy by now.
                    VADER
          Alert all commands.  Calculate 
          every possible destination along 
          their last know trajectory.
                    PIETT
          Yes, my lord.  We'll find them.
                    VADER
          Don't fail me again, Admiral.
Vader exits as the admiral turns to an aide, a little more uneasy than when he arrived.
                    PIETT
          Alert all commands.  Deploy the fleet.
EXT. SPACE - IMPERIAL FLEET
Vader's ship moves away, flanked by its fleet of smaller ships.  the Avenger glides off into space in the opposite direction.  No one on that ship or on Vader's is aware that, clinging to the side of the Avenger, is the pirateship, the Millennium Falcon.
INT. MILLENNIUM FALCON - COCKPIT
                    THREEPIO
          Captain Solo, this time you have 
          gone too far.
               (Chewie growls)
          No, I will not be quiet, Chewbacca.
          Why doesn't anyone listen to me?
                    HAN
               (to Chewie)
          The fleet is beginning to break 
          up.  Go back and stand by the 
          manual release for the landing claw.
Chewie barks, struggles from his seat, and climbs out of the cabin.
                    THREEPIO
          I really don't see how that is 
          going to help.  Surrender is a 
          perfectly acceptable alternative 
          in extreme circumstances.  The 
          Empire may be gracious enough...
Leia reaches over and shuts off Threepio, mid-sentence.
                    HAN
          Thank you.
                    LEIA
          What did you have in mind for 
          your next move?
                    HAN
          Well, if they follow standard 
          Imperial procedure, they'll dump 
          their garbage before they go to 
          light-speed, then we just float 
          away.
                    LEIA
          With the rest of the garbage.
          Then what?
                    HAN
          Then we've got to find a safe 
          port somewhere around here.  Got 
          any ideas?
                    LEIA
          No.  Where are we?
                    HAN
          The Anoat system.
                    LEIA
          Anoat system.  There's not much 
          there.
                    HAN
          No.  Well, wait.  This is 
          interesting.  Lando.
He points to a computer mapscreen on the control panel.  Leia slips out of her chair and moves next to the handsome pilot.  Small light points representing several systems flash by on the computer screen.
                    LEIA
          Lando system?
                    HAN
          Lando's not a system, he's a man.
          Lando Calrissian.  He's a card 
          player, gambler, scoundrel.  You'd 
          like him.
                    LEIA
          Thanks.
                    HAN
          Bespin.  It's pretty far, but I 
          think we can make it.
                    LEIA
               (reading from the 
                computer)
          A mining colony?
                    HAN
          Yeah, a Tibanna gas mine.  Lando 
          conned somebody out of it.  We 
          go back a long way, Lando and me.
                    LEIA
          Can you trust him?
                    HAN
          No.  But he has no love for the
          Empire, I can tell you that.
Chewie barks over the intercom.  Han quickly changes his readouts and stretches to look out the cockpit window.
                    HAN
               (into intercom)
          Here we go, Chewie.  Stand by.
          Detach!
Han leans back in his chair and gives Leia an invisible smile.  She thinks for a moment, shakes her head; a grin creeps across her face and she gives him a quick kiss.
                    LEIA
          You do have your moments.  Not 
          many, but you have them.
EXT. SPACE - IMPERIAL STAR DESTROYER
As the Avenger Star Destroyer moves slowly into space, the hatch on its underbelly opens, sending a trail of junk behind it.  Hidden among the refuse, the Falcon tumbles away.  In the next moment, the Avenger roars off into hyperspace.  The Falcon's engines are ignited, and it races off into the distance.  Amidst the slowly drifting junk, Boba Fett's ship appears and moves after the Falcon.
EXT. DAGOBAH - BOG - CLEARING - DAY
In the clearing behind Yoda's house, Luke again stands upside-down, but his face shows less strain and more concentration than before.  Yoda sits on the ground below the young warrior.  On the other side of the clearing, two equipment cases slowly rise into the air.  Nearby Artoo watches, humming to himself, when suddenly he, too, rises into the air.  His little legs kick desperately and his head turns frantically, looking for help.
                    YODA
          Concentrate... feel the Force 
          flow.  Yes.  Good.  Calm, yes.  
          Through the Force, things you 
          will see.  Other places.  The 
          future... the past.  Old friends 
          long gone.
Luke suddenly becomes distressed.
                    LUKE
          Han!  Leia!
The two packing boxes and Artoo fall to the ground with a crash, then Luke himself tumbles over.
                    YODA
               (shaking his head)
          Hmm.  Control, control.  You must 
          learn control.
                    LUKE
          I saw... I saw a city in the 
          clouds.
                    YODA
          Mmm.  Friends you have there.
                    LUKE
          They were in pain.
                    YODA
It is the future you see.
                    LUKE
          Future?  Will they die?
Yoda closes his eyes and lowers his head.
                    YODA
          Difficult to see.  Always in 
          motion is the future.
                    LUKE
          I've got to go to them.
                    YODA
          Decide you must how to serve 
          them best.  If you leave now, 
          help them you could.  But you 
          would destroy all for which they 
          have fought and suffered.
Luke is stopped cold by Yoda's words.  Gloom shrouds him as he nods his head sadly.
EXT. BESPIN SYSTEM - MILLENNIUM FALCON - DAWN
The powerful pirate starship blasts through space as it heads toward the soft pink planet of Bespin.
EXT. BESPIN SURFACE - MILLENNIUM FALCON
It is down on the gaseous planet.  Huge billowing clouds form a canyon as the ship banks around them, heading toward the system's Cloud City.
Suddenly, two twin-pod cloud cars appear and move toward the Falcon.  The cloud cars draw up alongside the starship.
INT. MILLENNIUM FALCON - COCKPIT
One of the cloud cars opens fire on the Falcon, its flak rocking the ship.  Chewie barks his concern.
                    HAN
               (into transmitter)
          No, I don't have a landing 
          permit.  I'm trying to reach 
          Lando Calrissian.
More flak bursts outside the cockpit window and rattles the ship's interior.  Leia looks worried.
                    HAN
               (into transmitter)
          Whoa!  Wait a minute!  Let me 
          explain.
                    INTERCOM VOICE
          You will not deviate from your 
          present course.
                    THREEPIO
          Rather touchy, aren't they?
                    LEIA
          I thought you knew this person.
Chewie barks and growls at his boss.
                    HAN
               (to Chewie)
          Well, that was a long time ago.
          I'm sure he's forgotten about 
          that.
                    INTERCOM VOICE
          Permission granted to land on 
          Platform Three-two-seven.
                    HAN
               (into transmitter)
          Thank you.
Angry, Han snaps off the intercom.  Chewie looks at him and grunts.  Han turns to the worried princess and her droid.
                    HAN
          There's nothing to worry about.
          We go way back, Lando and me.
Leia doesn't look convinced.
                    LEIA
          Who's worried?
EXT. CLOUD CITY - MILLENNIUM FALCON - CLOUD CARS
The clouds part to reveal a full view of the city as it bobs in and out of the cloud surface.  The cloud cars and the Falcon head for the gleaming white metropolis.
EXT. CLOUD CITY - LANDING PLATFORM - MILLENNIUM FALCON
With the cloud cars still guarding it, the Falcon lands on one of the Cloud City's platforms.
EXT. LANDING PLATFORM - DOOR OF MILLENNIUM FALCON
Han and Leia stand at the open door, armed.  Behind them, Chewie, also armed, surveys the scene warily.
                    THREEPIO
          Oh.  No one to meet us.
                    LEIA
          I don't like this.
                    HAN
          Well, what would you like?
                    THREEPIO
          Well, they did let us land.
                    HAN
          Look, don't worry.  Everything's 
          going to be fine.  Trust me.
INT. CLOUD CITY - CORRIDOR - DAY
Lando Calrissian, a suave, dashing black man in his thirties, leads a group of aides and some Cloud City guard rapidly toward the landing platform.
The group, like the other citizens of the city, is a motley collection of aliens, droids, and humans of all descriptions.  Lando has a grim expression on his face as he moves onto the landing platform.
EXT. LANDING PLATFORM - DOOR OF MILLENNIUM FALCON
                    HAN
          See?  My friend.
               (to Chewie)
          Keep your eyes open, okay?
Chewie growls as Han walks down the ramp.  Lando and his men head across the bridge to meet the space pirate.
EXT. CLOUD CITY - LANDING PLATFORM
Lando stops ten feet from Han.  The two men eye each other carefully.  Lando shakes his head.
                    LANDO
          Why, you slimy, double-crossing, 
          no-good swindler!  You've got a 
          lot of guts coming here, after 
          what you pulled.
Han points to himself innocently, mouthing, "Me?"
Lando moves threateningly toward Han.  Suddenly, he throws his arms around his startled, long-lost friend and embraces him.
                    LANDO
               (laughs)
          How you doing, you old pirate? 
          So good to see you!  I never thought 
          I'd catch up with you again.  Where 
          you been?
The two old friends embrace, laughing and chuckling.
EXT. LANDING PLATFORM - DOOR OF MILLENNIUM FALCON.
                    THREEPIO
Well, he seems very friendly.
                    LEIA
               (wary)
          Yes... very friendly.
EXT. CLOUD CITY - LANDING PLATFORM
                    LANDO
          What are you doing here?
                    HAN
               (gestures toward 
                the Falcon)
          Ahh... repairs.  I thought you 
          could help me out.
                    LANDO
               (in mock panic)
          What have you done to my ship?
                    HAN
          Your ship?  Hey, remember, you 
          lost her to me fair and square.
Chewie growls a reserved greeting.  Lando suddenly notices the princess and smiles.
                    LANDO
          Hello.  What have we here?  
          Welcome.  I'm Lando Calrissian.
          I'm the administrator of this 
          facility.  And who might you be?
                    LEIA
          Leia.
                    LANDO
          Welcome, Leia.
Lando bows before Leia and kisses her hand.
                    HAN
          All right, all right, you old 
          smoothie.
Han takes Leia by the hand and steers her away from Lando.
                    THREEPIO
          Hello, sir.  I am See-Threepio, 
          human-cyborg relations.  My 
          facilities are at your...
Before Threepio can finish his self-introduction, Lando has turned to follow Han and Leia, who are walking toward the city.
                    THREEPIO
          Well, really!
Lando, his aide, Lobot, and Han lead the way across the bridge, followed by Threepio, Chewie and Leia.
                    LANDO
          What's wrong with the Falcon?
                    HAN
          Hyperdrive.
                    LANDO
          I'll get my people to work on it.
                    HAN
          Good.
Lando turns to Leia.
                    LANDO
          You know, that ship saved my life 
          quite a few times.  She's the 
          fastest hunk of junk in the galaxy.
INT. CLOUD CITY - CORRIDOR
The group has crossed the narrow bridge and entered the city.  They walk down the lovely Art Deco passageway, rounding several corners and passing many small plazas as they go.  Threepio lags a bit behind.
                    HAN
          How's the gas mine?  Is it 
          paying off for you?
                    LANDO
          Oh, not as well as I'd like.
          We're a small outpost and not 
          very self-sufficient.  And I've 
          had supply problems of every kind.
          I've had labor difficulties...
               (catches Han 
                grinning at him)
          What's so funny?
                    HAN
          You.  Listen to you - you sound 
          like a businessman, a responsible 
          leader.  Who'd have thought that, 
          huh?
Lando is reflective.  He looks at Han a moment.
                    LANDO
          You know, seeing you sure 
          brings back a few things.
                    HAN
          Yeah.
                    LANDO
               (shakes his head)
          Yeah.  I'm responsible these days.
          It's the price you pay for being 
          successful.
Han and Lando laugh together, and the group moves on through the corridor.
The lagging Threepio passes a Threepio-type silver droid who is coming out of a door.
                    THREEPIO
          Oh!  Nice to see a familiar face.
                    SECOND THREEPIO
               (mumbles)
          E chu ta!
                    THREEPIO
          How rude!
Threepio stops, watching the silver droid move away.  Then he hears the muffled beeping and whistling of an R2 unit coming from within the room.
INT. CLOUD CITY - ANTEROOM
Curious, Threepio enters the room.
                    THREEPIO
          That sounds like an R2 unit in 
          there.  I wonder if...
Threepio walks through the doorway to the main room.  He looks in.
                    THREEPIO
          Hello?  How interesting.  Oh, my.
                    MAN'S VOICE
               (from within)
          Who are you?
                    THREEPIO
          Oh, I'm terribly sorry.  I... I 
          didn't mean to intrude.  No, no, 
          please don't get up.  No!
A laser bolt to Threepio's chest sends him flying in twenty directions.  Smoldering mechanical arms and legs bounce off the walls as the door whooshes closed behind him.
INT. CLOUD CITY - CORRIDOR
Lando, Han, and Leia continue down the corridor unaware of Threepio's dreadful accident.  Chewbacca glances around, sniffs the air, but shrugs his shoulders and follows the group.
EXT. DAGOBAH - BOG - DUSK
In the bright lights of the fighter, Luke loads a heavy case into the belly of the ship.  Artoo sits on top of the X-wing, settling down into his cubbyhole.  Yoda stands nearby on a log.
                    YODA
          Luke!  You must complete the 
          training.
                    LUKE
          I can't keep the vision out of my 
          head.  They're my friends.  I've 
          got to help them.
                    YODA
          You must not go!
                    LUKE
          But Han and Leia will die if I 
          don't.
                    BEN'S VOICE
          You don't know that.
Luke looks toward the voice in amazement.  Ben has materialized as a real, slightly shimmering image near Yoda.  The power of his presence stops Luke.
                    BEN
          Even Yoda cannot see their fate.
                    LUKE
          But I can help them!  I feel 
          the Force!
                    BEN
          But you cannot control it.  This 
          is a dangerous time for you, 
          when you will be tempted by the 
          dark side of the Force.
                    YODA
          Yes, yes.  To Obi-Wan you listen.
          The cave.  Remember your failure 
          at the cave!
                    LUKE
          But I've learned so much since 
          then.  Master Yoda, I promise to 
          return and finish what I've begun. 
          You have my word.
                    BEN
          It is you and your abilities the 
          Emperor wants.  that is why your 
          friends are made to suffer.
                    LUKE
          And that is why I have to go.
                    BEN
          Luke, I don't want to lose you to 
          the Emperor the way I lost Vader.
                    LUKE
          You won't.
                    YODA
          Stopped they must be.  On this 
          all depends.  Only a fully trained 
          Jedi Knight with the Force as his 
          ally will conquer Vader and his 
          Emperor.  If you end your training 
          now, if you choose the quick and 
          easy path, as Vader did, you will 
          become an agent of evil.
                    BEN
          Patience.
                    LUKE
          And sacrifice Han and Leia?
                    YODA
          If you honor what they fight for
          ... yes!
Luke is in great anguish.  He struggles with the dilemma, a battle raging in his mind.
                    BEN
          If you choose to face Vader, you 
          will do it alone.  I cannot 
          interfere.
                    LUKE
          I understand.
               (he moves to his 
                X-wing)
          Artoo, fire up the converters.
Artoo whistles a happy reply.
                    BEN
          Luke, don't give in to hate - 
          that leads to the dark side.
Luke nods and climbs into his ship.
                    YODA
          Strong is Vader.  Mind what you 
          have learned.  Save you it can.
                    LUKE
          I will.  And I'll return.  I promise.
Artoo closes the cockpit.  Ben and Yoda stand watching as the roar of the engines and the wind engulf them.
                    YODA
               (sighs)
          Told you, I did.  Reckless is 
          he.  Now matters are worse.
                    BEN
          That boy is our last hope.
                    YODA
               (looks up)
          No.  There is another.
EXT. SPACE - PLANET DAGOBAH
Luke's tiny X-wing rockets away from the green planet of Dagobah and off into space.
INT. CLOUD CITY - LIVING QUARTERS - DAY
Within the quarters assigned her on Cloud City, Leia paces in agitation.  She has changed from her cold-weather pants and jacket to a lovely dress.  Her hair is down, tied back with ribbons.  She moves from a large, open window and turns to see Han entering through the doorway.
                    HAN
          The ship is almost finished.
          Two or Three more things and 
          we're in great shape.
                    LEIA
          The sooner the better.  Something's 
          wrong here.  No one has seen or 
          knows anything about Threepio.
          He's been gone too long to have 
          gotten lost.
Han takes Leia by the shoulders and gently kisses her forehead.
                    HAN
          Relax.  I'll talk to Lando and 
          see what I can find out.
                    LEIA
          I don't trust Lando.
                    HAN
          Well, I don't trust him, either.
          But he is my friend.  Besides, 
          we'll soon be gone.
                    LEIA
          And then you're as good as gone, 
          aren't you?
Not speaking, Han considers her words and gazes at her troubled face.
INT. CLOUD CITY - JUNK ROOM
The room is piled high with broken and discarded machine parts.  Four Ugnaughts, small hoglike creatures, separate the junk and throw some pieces onto a conveyer belt which moves briskly toward a pit of molten metal.  Pieces of Threepio's golden body move down the belt.  Chewie enters the room and spots an Ugnaught picking up and inspecting Threepio's head.  The Wookiee barks a command, startling the Ugnaught, then reaches to grab the head.  But the Ugnaught tosses it away from him to another Ugnaught.  This game of keep-away goes on until Threepio's head falls from their grip and bounces with a clang onto the ground.
INT. CLOUD CITY - LIVING QUARTERS - DAY
The door zaps open.  Chewbacca walks in, carrying a packing case of Threepio, arms and legs hanging over the edge.
                    LEIA
          What happened?
Chewie sets the case on a table, grunting and groaning an explanation.
                    HAN
          Where?  Found him in a junk pile?
                    LEIA
          Oh, what a mess.  Chewie, do you 
          think you can repair him?
The giant Wookiee studies the array of robot parts.  He looks at the princess and shrugs sadly.
                    HAN
          Lando's got people who can fix 
          him.
                    LEIA
          No, thanks.
There is a buzz and the door slides open, revealing Lando.
                    LANDO
          I'm sorry.  Am I interrupting 
          anything?
                    LEIA
          Not really.
                    LANDO
          You look absolutely beautiful.
          You truly belong here with us 
          among the clouds.
                    LEIA
               (coolly)
          Thank you.
                    LANDO
          Will you join me for a little 
          refreshment?
Han looks at Lando suspiciously, but Chewie barks at the mention of food and licks his lips.
                    LANDO
          Everyone's invited, of course.
Leia takes Lando's proffered arm, and the group turns to go.  Lando spots Threepio's remains.
                    LANDO
          Having trouble with you droid?
Han and Leia exchange a quick glance.
                    HAN
          No.  No problem.  Why?
Han and Leia move arm-in-arm through the door, followed by Lando and Chewie.  The door slides closed behind them.
INT. CLOUD CITY - CORRIDOR - DAY
Leia walks between Han and Lando as Chewie follows a short distance behind.  Long shafts of light pour across the corridor between tall, pure-white columns.
                    LANDO
          So you see, since we're a small 
          operation, we don't fall into 
          the... uh... jurisdiction of the 
          Empire.
                    LEIA
          So you're part of the mining 
          guild then?
                    LANDO
          No, not actually.  Our operation 
          is small enough not to be noticed... 
          which is advantageous for everybody 
          since our customers are anxious 
          to avoid attracting attention to 
          themselves.
The group walks into another corridor and heads for a huge doorway at the far end.
                    HAN
          Aren't you afraid the Empire's 
          going to find out about this 
          little operation and shut you down?
                    LANDO
          That's always been a danger looming 
          like a shadow over everything we've 
          built here.  But things have 
          developed that will insure security.
          I've just made a deal that will 
          keep the Empire out of here forever.
INT. CLOUD CITY - DINING ROOM
The mighty doors to the dining room slide open and the group enters the dining room.  At the far end of a huge banquet table sits Darth Vader.  Standing at his side and slightly behind him is Boba Fett, the bounty hunter.
Faster than the wink of an eye, Han draws his blaster and pops off a couple of shots directly at Vader.  The Dark Lord quickly raises his hand, deflecting the bolts into one of the side walls, where they explode harmlessly.  Just as quickly, Han's weapon zips into Vader's hand.  The evil presence calmly places the gun on the table in front of him.
                    VADER
          We would be honored if you would 
          join us.
Han gives Lando a mean look.
                    LANDO
          I had no choice.  They arrived 
right before you did.  I'm sorry.
          
                    HAN
          I'm sorry, too.
EXT.  LUKE'S X-WING - BESPIN SYSTEM
Luke's X-wing races through thick clouds toward Cloud City.
INT.  LUKE'S X-WING - COCKPIT
Luke is grim-faced as he pilots his course toward Bespin's shining city.  Artoo's beeps and whistles are transmitted onto the scope.
                    LUKE
               (into comlink)
          No, Threepio's with them.
Artoo whistles another worried inquiry.
                    LUKE
               (into comlink)
          Just hang on.  We're almost there.
INT. CLOUD CITY - LARGE CELL
Chewbacca is in a Cloud City prison cell.  The stark room is flooded with hot light.  To add to Chewie's misery, a high-pitched whistle screeches loudly.  Chewie is going mad.  He hits the wall with giant fists as he paces back and forth across the cell floor.  The upper lights go off abruptly.  The prisoner rubs his eyes and moves to a wall, where he listens for a moment.  Then, moaning to himself, he moves to a platform where the disassembled pieces of Threepio lie.  He picks up the golden droid's head and meditates on it for a moment, barking a few philosophical remarks.  Chewie sticks the robot's head on its torso and starts adjusting wires and circuits.
Suddenly, the lights in Threepio's eyes spark to life as Chewie touches two connectors together.  Threepio immediately begins to speak, but his voice is so slow and so low as to be nearly unintelligible.
                    THREEPIO
          Mmmm.  Oh, my.  Uh, I, uh - Take 
          this off!  I, uh, don't mean to 
          intrude here.  I, don't, no, no, 
          no... Please don't get up.  No!
Chewie looks at Threepio in bewilderment, then scratches his furry head.  He gets an idea and adjusts some connections, whereupon Threepio immediately begins speaking normally.
                    THREEPIO
          Stormtroopers?  Here?  We're in 
          danger.  I must tell the others.
          Oh, no!  I've been shot!
INT. CLOUD CITY - PRISON ENTRY AREA
Darth Vader strides through the room as two stormtroopers prepare an elaborate torture mechanism.  Han is strapped to a rack which tilts forward onto the torture device.  Vader activates the mechanism, creating two bursts of sparks, one of which strikes Han's face.
The door opens, and Vader leaves the torture room just as Han screams a sharp, piercing cry of agony.  Darth Vader moves to the holding chamber, where Lando and Boba Fett await him.
INT. CLOUD CITY - HOLDING CHAMBER
                    LANDO
          Lord Vader.
                    VADER
               (to Fett)
          You may take Captain Solo to 
          Jabba the Hut after I have 
          Skywalker.
Han's screams filter through the torture room door.
                    BOBA FETT
          He's no good to me dead.
                    VADER
          He will not be permanently damaged.
                    LANDO
          Lord Vader, what about Leia and 
          the Wookiee?
                    VADER
          They must never again leave this 
          city.
                    LANDO
          That was never a condition of our 
          agreement, nor was giving Han to 
          this bounty hunter!
                    VADER
          Perhaps you think you're being 
          treated unfairly.
                    LANDO
          No.
                    VADER
          Good.  It would be unfortunate if 
          I had to leave a garrison here.
Vader turns and sweeps into the elevator with Boba Fett.  Lando walks swiftly down another corridor, muttering to himself.
                    LANDO
          This deal's getting worse all 
          the time.
INT. CLOUD CITY - LARGE CELL
Chewie now has a little more of Threepio back together.  One arm is connected, but the legs are yet to be attached.  There is one small problem, however.  It seems the Wookiee has managed to put the droid's head on backwards.
                    THREEPIO
          Oh, yes, that's very good.  I like 
          that.  Oh!  Something's not right 
          because now I can't see.  Wait.  
          Wait!  Oh, my!  what have you done?  
          I'm backwards, you stupid furball.  
          Only an overgrown mophead like you 
          would be stupid enough...
Threepio is cut off in mid-sentence as Chewie angrily deactivates a circuit and the droid shuts down.  The Wookiee smells something and sits up.  The door to the chamber slides open and a ragged Han Solo is shoved into the room by two stormtroopers.  Barking his concern, the huge Wookiee gives Han a big hug.  Han is very pale, with dark circles under his eyes.
                    HAN
          I feel terrible.
Chewie helps Han to a platform and then turns as the door slides open revealing Leia.  She, too, looks a little worse for wear.  The troopers push her into the cell, and the door slides closed.  She moves to Han, who is lying on the platform, and kneels next to him, gently stroking his head.
                    LEIA
          Why are they doing this?
                    HAN
          They never even asked me any 
          questions.
The cell door slides open.  Lando and two of his guards enter.
                    LEIA
          Lando.
                    HAN
          Get out of here, Lando!
                    LANDO
          Shut up and listen!  Vader has 
          agreed to turn Leia and Chewie 
          over to me.
                    HAN
          Over to you?
                    LANDO
          They'll have to stay here, but at 
          least they'll be safe.
                    LEIA
          What about Han?
                    LANDO
          Vader's giving him to the bounty 
          hunter.
                    LEIA
          Vader wants us all dead.
                    LANDO
          He doesn't want you at all.  He's 
          after somebody called Skywalker.
                    HAN
          Luke?
                    LANDO
          Lord Vader has set a trap for him.
Leia's mind is racing.
                    LEIA
          And we're the bait.
                    LANDO
          Well, he's on his way.
Han's rage peaks.
                    HAN
          Perfect.  You fixed us all pretty 
          good, didn't you?
               (spits it out)
          My friend!
Han hauls off and punches Lando.  The two friends are instantly engaged in a frantic close-quarters fight.  The guards hit Han with their rifle butts and he flies across the room.  Chewie growls and starts for the guards.  They point their laser weapons at the giant Wookiee, but Lando stops them.
                    LANDO
          Stop!  I've done all I can.  I'm 
          sorry I couldn't do better, but 
          I have my own problems.
                    HAN
          Yeah, you're a real hero.
Lando and the guards leave.  Han wipes the blood from his chin as Leia and Chewie help him up.
                    LEIA
               (dabs at his wound)
          You certainly have a way with 
          people.
INT. CLOUD CITY - CARBON-FREEZING CHAMBER
Four armor-suited stormtroopers stand at the ready in the large chamber, which is filled with pipes and chemical tanks.  In the middle of the room is a round pit housing a hydraulic platform.  Darth Vader and Lando stand near the platform.
                    VADER
          This facility is crude, but it 
          should be adequate to freeze 
          Skywalker for his journey to the 
          Emperor.
An Imperial soldier appears.
                    IMPERIAL SOLDIER
          Lord Vader, ship approaching.
          X-wing class.
                    VADER
          Good.  Monitor Skywalker and allow 
          him to land.
The soldier bows and leaves the chamber.
                    LANDO
          Lord Vader, we only use this 
          facility for carbon freezing.  If 
          you put him in there, it might 
          kill him.
                    VADER
          I do not want the Emperor's prize 
          damaged.  We will test it... on 
          Captain Solo.
Lando's face registers dismay.
EXT. SPACE - BESPIN SYSTEM -  LUKE'S X-WING
Luke's X-wing moves through the clouds as it nears the city.
INT.  LUKE'S X-WING - COCKPIT
Encountering no city guards, Luke scans the display panel with concern.
INT. CLOUD CITY - CARBON-FREEZING CHAMBER
There is a great activity on the carbon-freezing platform.  Six Ugnaughts frantically prepare the chamber for use.  A special coffinlike container is put in place.  With Boba Fett in the lead, a squad of six stormtroopers brings in Han, Leia and Chewie.  Strapped to Chewie's back, with only his head, torso, and one arm assembled, is Threepio.  Threepio's head faces the opposite direction from Chewie's and the droid is constantly twisting around in a vain effort to see what is happening.  His one attached arm is animate and expressive, intermittently pointing, gesturing, and covering his eyes.  The remaining pieces of his body are randomly bundled to the Wookiee's back so that his legs and other arm stick out at odd angles from the pack.
                    THREEPIO
          If only you had attached my legs, 
          I wouldn't be in this ridiculous 
          position.  Now, remember, Chewbacca, 
          you have a responsibility to me, 
          so don't do anything foolish.
                    HAN
               (to Lando)
          What's going on... buddy?
                    LANDO
          You're being put into carbon freeze.
Boba Fett moves away from the group to Darth Vader.
                    BOBA FETT
          What if he doesn't survive?  He's 
          worth a lot to me.
                    VADER
          The Empire will compensate you 
          if he dies.  Put him in!
Realizing what is about to happen, Chewie lets out a wild howl and attacks the stormtroopers surrounding Han.  Within seconds, other Imperial reinforcements join the scuffle, clubbing the giant Wookiee with their laser weapons.
From the instant of Chewie's first move, Threepio begins to scream in panic while he tries to protect himself with his one arm.
                    THREEPIO
          Oh, no!  No, no, no!  Stop, 
          Chewbacca, stop...!
The stormtroopers are about to bash Chewie in the face.
                    HAN
          Stop, Chewie, stop!  Do you hear 
          me?  Stop!
                    THREEPIO
          Yes, stop, please!  I'm not ready 
          to die.
Han breaks away from his captors.  Vader nods to the guards to let him go and the pirate breaks up the fight.
                    HAN
          Chewie!  Chewie, this won't help 
          me.  Hey!
Han gives the Wookiee a stern look.
                    HAN
          Save your strength.  There'll be 
          another time.  The princess - you 
          have to take care of her.  You 
          hear me?
Han winks at the Wookiee, who wails a doleful farewell.
In a flash the guards have slipped binders on Chewbacca, who is too distraught to protest.  Han turns to Princess Leia.  They look sorrowfully at one another, then Han moves toward her and gives her a final, passionate kiss.
                    LEIA
          I love you!
                    HAN
          I know.
Tears roll down Leia's face as she watches the dashing pirate walk to the hydraulic platform.  Han looks one final time at his friends - and then, suddenly, the platform drops.  Chewie howls.  Leia turns away in agony.
Lando winces in sorrow; it makes a life-changing impression on him.
Instantly, fiery liquid begins to pour down in a shower of sparks and fluid as great as any steel furnace.  Holding Leia, Chewie half-turns away from the sight, giving Threepio a view of the procedure.
                    THREEPIO
          What... what's going on?  Turn 
          round, Chewbacca, I can't see.  
          Oh... they've encased him in 
          carbonite.  He should be quite 
          well-protected - if he survives 
          the freezing process, that is.
Chewie is in no mood for technical discussion; he gives the droid an angry glance and bark.
A huge mechanical tong lifts the steaming metal-encased space pirate out of the vat and stands him on the platform.  Some Ugnaughts rush over and push the block over onto the platform.  They slide the coffinlike structure to the block and lift the metal block, placing it inside.  They then attach an electronic box onto the structure and step away.  Lando kneels and adjusts some knobs, measuring the heat.  He shakes his head in relief.
                    VADER
          Well, Calrissian, did he survive?
                    LANDO
          Yes, he's alive.  And in perfect 
          hibernation.
Vader turns to Boba Fett.
                    VADER
          He's all yours bounty hunter.
          Reset the chamber for Skywalker.
                    IMPERIAL OFFICER
          Skywalker has just landed, my 
          lord.
                    VADER
          Good.  See to it that he finds 
          his way here.  Calrissian, take 
          the princess and the Wookiee to 
          my ship.
                    LANDO
          You said they'd be left in the 
          city under my supervision.
                    VADER
          I am altering the deal.  Pray I 
          don't alter it any further.
Lando's hand instinctively goes to his throat as he turns to Leia, Chewie, and Threepio.
INT. CLOUD CITY - CORRIDOR - DAY
As Luke and Artoo move carefully down a deserted corridor, they hear a group of people coming down a side hallway.  Artoo lets out an excited series of beeps and whistles.  Luke glares at the tiny droid, who stops in his tracks with a feeble squeak.
Boba Fett enters from a side hallway followed by two guards pushing the floating, encased body of Han Solo.  Two stormtroopers, who follow, immediately spot Luke and open fire on him.  The youth draws his weapon and blasts the two troopers before they can get off a second shot.  The two guards whisk Han into another hallway as Fett lowers his arm and fires a deadly laser at Luke, which explodes to one side and tears up a huge chunk of wall.
Luke rushes to a side hallway, but by the time he reaches it, Fett, Han, and the guards are gone.  A think metal door blocks the passage.  Luke turns to see Leia, Chewie, Threepio, and Lando being herded down a second hallway by several other stormtroopers.  Leia turns just in time to see Luke.
                    LEIA
          Luke!  Luke, don't - it's a 
          trap!  It's a trap!
Before she can finish, she is pulled through a doorway and disappears from sight.  Luke races after the group, leaving little Artoo trailing behind.
INT. CLOUD CITY - ANTEROOM
Luke runs into an anteroom and stops to get his bearings.  Leia and the others are nowhere to be seen.  Behind Luke, Artoo scoots down the corridor toward the anteroom when suddenly a giant metal door comes slamming down, cutting off Luke's exit.  Several more doors clang shut, echoing through the chamber.
INT. CLOUD CITY - HALLWAY LEADING TO ANTEROOM
Artoo stands with his nose pressed against the giant metal door.  He whistles a long sigh of relief and, a little dazed, wanders off in the other direction.
INT. CLOUD CITY - CARBON-FREEZING CHAMBER - ANTEROOM
Luke cautiously walks forward among hissing pipes and steam.  Seeing an opening above him, he stops to look up.  As he does, the platform he stands on begins to move.
INT. CLOUD CITY - CARBON-FREEZING CHAMBER
Luke rises into the chamber, borne by the platform.  The room is deathly quiet.  Very little steam escapes the pipes and no one else seems to be in the large room.  Warily, Luke walks toward the stairway.
Steam begins to build up in the chamber.  Looking up through the steam, Luke sees a dark figure standing on a walkway above him.  Luke holsters his gun and moves up the stairs to face Vader.  He feels confident, eager to engage his enemy.
                    VADER
          The Force is with you, young 
          Skywalker.  But you are not a 
          Jedi yet.
Luke ignites his sword in answer.  In an instant, Vader's own sword is lit.  Luke lunges, but Vader repels the blow.  Again Luke attacks, and the swords of the two combatants clash in battle.
INT. CLOUD CITY - CORRIDOR
Leia, Lando, and Chewie, with Threepio on his back, march along, guarded by six stormtroopers.  The group reaches an intersection where Lobot and a dozen of Lando's guards stand at attention.
The guards immediately aim their weapons at the startled stormtroopers.  Taking the stormtroopers' weapons from them, Lobot hands one to Leia and one to Lando.
                    LANDO
          Well done.  Hold them in the 
          security tower - and keep it 
          quiet.  Move.
As Lando's guards quickly march the stormtroopers away, Lando begins to undo Chewie's binding.
                    LEIA
          What do you think you're doing?
                    LANDO
          We're getting out of here.
                    THREEPIO
          I knew all along it had to be a 
          mistake.
Chewie turns on Lando and starts to choke him.
                    LEIA
          Do you think that after what you 
          did to Han we're going to trust 
          you?
Lando tries to free himself from Chewie.
                    LANDO
               (choking)
          I had no choice...
Chewie barks ferociously.
                    THREEPIO
               (to Chewie)
          What are you doing?  Trust him, 
          trust him!
                    LEIA
          Oh, so we understand, don't we, 
          Chewie?  He had no choice.
                    LANDO
          I'm just trying to help...
                    LEIA
          We don't need any of your help.
                    LANDO
               (choking)
          H-a-a-a...
                    LEIA
          What?
                    THREEPIO
          It sounds like Han.
                    LANDO
          There's still a chance to save 
          Han... I mean, at the East 
          Platform...
                    LEIA
          Chewie.
Chewie finally releases Lando, who fights to get his breath back.
                    THREEPIO
               (to Lando)
          I'm terribly sorry about all this. 
          After all, he's only a Wookiee.
EXT. CLOUD CITY - EAST LANDING PLATFORM - BOBA FETT'S SHIP
The two guards slide Han's encased body into an opening in the side of the bounty hunter's ship.  Boba Fett climb aboard on a ladder next to the cargo hold.
                    BOBA FETT
          Put Captain Solo in the cargo 
          hold.
And with that, the door slams shut.
INT. CLOUD CITY - CORRIDOR
Lando, Leia, and Chewie run down a Cloud City corridor when suddenly they spot Artoo who rushes toward them, beeping wildly.
                    THREEPIO
          Artoo!  Artoo!  Where have you 
          been?
Chewie turns around to see the stubby droid, causing Threepio to be spun out of sight of his friend.
                    THREEPIO
          Turn around, you wooly...! 
               (to Artoo)
          Hurry, hurry!  We're trying to 
          save Han from the bounty hunter!
Whistling frantically to Threepio, Artoo scoots along with the racing group.
                    THREEPIO
          Well, at least your still in 
          one piece!  Look what happened to 
          me!
EXT. EAST LANDING PLATFORM - SIDE BAY
An elevator door slides open and Lando, Leia, and Chewbacca race for a large bay overlooking the East Landing Platform.
Just as they arrive, Boba Fett's ship takes off against a cloudy sunset sky.  
In wild anguish, Chewie howls and starts firing at the ship.
                    THREEPIO
          Oh, no!  Chewie, they're behind 
          you!
A laser bolt explodes near the princess.  Everyone turns to see what Threepio has already spotted coming from the other direction; a squad of stormtroopers running toward them.  Artoo peeks out from the elevator.
Leia and Chewbacca start firing at the troopers as Lando makes a break for the elevator.  Laser bolts continue to explode around the princess and the Wookiee, but they refuse to budge.  Lando sticks his head out of the elevator and motions for the pair to run, but they barely notice.  They seem possessed, transported, as all the frustration of captivity and anger of loss pour through their death-dealing weapons.
But after a few moments, they begin to move through the rain of laser fire toward the elevator.  Once they are inside, the door slams shut and the stormtroopers race forward.
INT. CLOUD CITY - CARBON-FREEZING CHAMBER
Luke and Vader are locked in combat on the platform overlooking the chamber.  Their swords clash, the platform sways.  Luke aggressively drives Vader back, forcing Vader to use defensive tactics.
                    VADER
          You have learned much, young one.
                    LUKE
          You'll find I'm full of surprises.
Vader makes two quick moves, hooking Luke's sword out of his hand and sending it flying.  Another lightning move at Luke's feet forces the youth to jump back to protect himself.  Losing his balance, Luke rolls down the stairs to the circular carbon-freezing platform.  There he sprawls on the floor, surprised and shaken.  Just in time he looks up to see Vader, like a giant black bird, flying right at him.  Luke rolls away as Vader lands.  Crouching, Luke keeps his gaze steadily on his enemy.
                    VADER
          Your destiny lies with me, 
          Skywalker.  Obi-Wan knew this to 
          be true.
                    LUKE
          No!
Behind Luke the hydraulic elevator cover has opened noiselessly.  All the while, Luke slowly, cautiously moves back, away from the Dark Lord.
Suddenly, Vader attacks so forcefully that Luke loses his balance and falls back into the opening.  There is a rumble, and in an instant freezing steam rises to obscure Vader's vision.   Vader turns aside and deactivates his sword.
                    VADER
          All to easy.  Perhaps you are not 
          as strong as the Emperor thought.
Through the steam behind Vader something blurs upward.  Liquid metal begins to pour into the pit.
Vader turns around - and then looks up.  He sees Luke, who has leaped fifteen feet straight up and who now hangs from some hoses on the carbonite outlet.
                    VADER
          Impressive... most impressive.
Luke jumps down to the platform where he is separated from Vader by the steaming carbonite pit.  He raises his hand.  His sword, which had fallen on another part of the platform, swiftly jumps into his outstretched hand and is instantly ignited.  Vader immediately lights his sword as well.
                    VADER
          Obi-Wan has taught you well.  You 
          have controlled your fear... now 
          release your anger.
Luke is more cautious, controlling his anger.  He begins to retreat as Vader goads him on.  As Luke takes a defensive position, he realizes he has been foolhardy.  A quick sword exchange and Luke forces Vader back.  Another exchange and Vader retreats.  Luke presses forward.
                    VADER
          Only your hatred can destroy me.
Breathing hard, Luke jumps in the air, turning a somersault over Vader.  He lands on the floor and slashes at Vader as the room continues to fill up with steam.
Vader retreats before Luke's skillful sword.  Vader blocks the sword, but looses his balance and falls into the outer rim of pipes.  The energy Luke has used to stop Vader has brought him to the point of collapse.  Luke moves to the edge and looks down, but sees no sign of Vader.  He then deactivates his sword, hooks it on his belt, and lowers himself into the pit.
INT. CLOUD CITY - TUNNEL AND REACTOR CONTROL ROOM
Moving through a tunnellike entrance, Luke cautiously approaches the reactor room.  He ignites his sword and moves into the room and toward a large window as Vader enters.
Luke raises his sword and moves forward to attack.
Behind Luke a large piece of machinery detaches itself from the wall and comes smashing forward toward his back.  Luke turns and cuts it in half just as another machine comes hurtling at him.  Using the Force, Luke manages to deflect it and send it flying as if it had hit an invisible shield.
A large pipe detaches and comes flying at Luke.  He deflects it.  Sparking wires pull out of the wall and begin to whip at the youth.  Small tools and equipment come flying at him.  Bombardment from all sides, Luke does his best to deflect everything, but soon he is bloodied and bruised.  Finally, one machine glances off his and goes flying out the large window.  A fierce wind blows into the room, unmoving, stands the dark, rocklike figure of Vader.
A piece of machinery hits Luke and he is knocked out of the window.
INT. GANTRY - OUTSIDE CONTROL ROOM - REACTOR SHAFT
Luke falls onto the gantry, rolls, and hangs over the edge, holding his deactivated sword in hand.  He puts the sword on his belt and begins to scramble up.
INT. CLOUD CITY - CORRIDOR LEADING TO LANDING PLATFORM
Leia, Lando, Chewie and the droids come round a corner and head for the door to the landing platform.  They glimpse the Millennium Falcon for a moment before the door slams shut.  The group ducks into an alcove as stormtroopers arrive at the end of the corridor.  The troopers send a rain of laser bolts at the group.  Chewie returns their fire as Lando punches desperately at the door's control panel.
                    LANDO
          The security codes has been changed!
                    THREEPIO
          Artoo, you can tell the computer 
          to override the security system.
Threepio points to a computer socket on the control panel.  Artoo beeps and scoots toward it.  Lando meanwhile has connected up to the panel's intercom.
                    LANDO
          Attention!  This is Lando
          Calrissian.  The Empire has takes 
          control of the city.  I advise 
          everyone to leave before more 
          Imperial troops arrive.
Artoo takes off a computer cover and sticks his computer arm into the socket.  Suddenly, a short beep turns into a wild scream.  Artoo's circuits light up, his head spins wildly, and smoke begins to seep out underneath him.  Quickly, Chewie pulls him away.
                    LANDO
          This way.
Lando, Leia, Artoo, and Chewie flee down the corridor.  As he scoots along with them, Artoo sends some angry beeps Threepio's way.
                    THREEPIO
          Don't blame me.  I'm an interpreter. 
          I'm not supposed to know a power 
          socket from a computer terminal.
INT. CLOUD CITY - CORRIDOR
In a panic, Cloud City residents are trying to get out of the city.  Some carry boxes, others packages.  They run, then change direction.  Some are shooting at stormtroopers, others simply try to hide.
Other stormtroopers pursue Lando, Leia, and Chewie who are firing back at them.  Artoo works on another door to the landing platform while Threepio berates him for his seeming ineptitude.
                    THREEPIO
          What are you talking about?  We're 
          not interested in the hyperdrive 
          on the Millennium Falcon.  It's 
          fixed!  Just open the door, you 
          stupid lump.
Chewie, Leia, and Lando retreat along the corridor.  A triumphant beep from Artoo - and the door snaps open.
                    THREEPIO
               (to Artoo)
          I never doubted you for a second.
          Wonderful!
Artoo lays a cloud fog, obscuring everything, as the group dashes outside.
EXT. LANDING PLATFORM - CLOUD CITY - DUSK
They race for the Millennium Falcon as a battalion of stormtroopers reaches the main door.  Lando and Leia hold off the troops as the droids get on board with Chewie.  As Chewie bounds to the ship the Threepio on his back, Threepio hits his head on the top of the ramp.
                    THREEPIO
          Ouch!  Oh!  Ah!  That hurt.  Bend 
          down, you thoughtless... Ow!
Chewie starts up the ship.  The giant engines begin to whine as Lando and Leia race up the ramp under a hail of laser fire.
                    LANDO
          Leia!  Go!
INT. MILLENNIUM FALCON - CORRIDOR
Artoo drags the partially assembled Threepio down the corridor of the Falcon.
                    THREEPIO
          I thought that hairy beast would 
          be the end of me.  Of course, I've 
          looked better.
Artoo beeps understandingly.
INT. MILLENNIUM FALCON - COCKPIT
Chewie works the controls as Leia sits in Han's seat and Lando watches over their shoulders.  As Chewie pulls back on the throttle, the ship begins to move.
EXT. CLOUD CITY - LANDING PLATFORM - DUSK
The Millennium Falcon lifts gracefully into the twilight sky and roars away from the city.  Troops fire after it and TIE fighters take off in pursuit.
INT. GANTRY - OUTSIDE CONTROL ROOM - REACTOR SHAFT
Luke moves along the railing and up to the control room.
Vader lunges at him and Luke immediately raises his lit sword to meet Vader's.  Sparks fly as they duel, Vader gradually forcing Luke backward toward the gantry.
                    VADER
          You are beaten.  It is useless 
          to resist.  Don't let yourself 
          be destroyed as Obi-Wan did.
Luke answers by rolling sideways and thrusting his sword at Vader so viciously that he nicks Vader on the shoulder.  The black armor sparks and smokes and Vader seems to be hurt, but immediately recovers.
Luke backs off along the narrow end of the gantry as Vader comes at him, slashing at the young Jedi with his sword.  Luke makes a quick move around the instrument complex attached to the end of the gantry.  Vader's sword comes slashing down, cutting the complex loose; it begins to fall, then is caught by the rising wind and blown upward.
Luke glances at the instrument complex floating away.  At that instant, Vader's sword comes down across Luke's right forearm, cutting off his hand and sending his sword flying.  In great pain, Luke squeezes his forearm under his left armpit and moves back along the gantry to its extreme end.  Vader
follows.  The wind subsides.  Luke holds on.  There is nowhere else to go.  
                    VADER
          There is no escape.  Don't make 
          me destroy you.  You do not yet 
          realize your importance.  You 
          have only begun to discover your 
          power.  Join me and I will complete 
          your training.  With our combined 
          strength, we can end this destructive 
          conflict and bring order to the 
          galaxy.
                    LUKE
          I'll never join you!
                    VADER
          If you only knew the power of the 
          dark side.  Obi-Wan never told 
          you what happened to your father.
                    LUKE
          He told me enough!  It was you 
          who killed him.
                    VADER
          No.  I am your father.
Shocked, Luke looks at Vader in utter disbelief.
                    LUKE
          No.  No.  That's not true!  
          That's impossible!
                    VADER
          Search your feelings.  You know 
          it to be true.
                    LUKE
          No!  No!  No!
                    VADER
          Luke.  You can destroy the Emperor.
          He has foreseen this.  It is your 
          destiny.  Join me, and together 
          we can rule the galaxy as father 
          and son.  Come with me.  It is the 
          only way.
Vader puts away his sword and holds his hand out to Luke.
A calm comes over Luke, and he makes a decision.  In the next instant he steps off the gantry platform into space.  The Dark Lord looks over the platform and sees Luke falling far below.  The wind begins to blow at Vader's cape and the torrent finally forces him back, away from the edge.  The wind soon fades and the wounded Jedi begins to drop fast, unable to grab onto anything to break his fall.
INT. REACTOR SHAFT
Suddenly Luke is sucked into an exhaust pipe in the side of the shaft.  When Vader sees this, he turns and hurries off the platform.
INT. EXHAUST PIPE
Luke tumbles through the exhaust pipe.
He slides to the end of the slickly polished pipe and stops as his feet hit a circular grill and knock it open.  Luke claws at the surface of the pipe, trying to keep from sliding out into space.
EXT. BOTTOM OF CLOUD CITY - WEATHER VANE - DUSK
Unable to hang onto the pipe, Luke tumbles out, emerging at the undermost part of Cloud City.  Reaching out desperately, he manages to grab onto on electronic weather vane.
                    LUKE
          Ben... Ben, please!
Luke tries to pull himself up on the weather vane but slips back down.  He hooks one of his legs around the fragile instruments.  All the while, a powerful current of air rushes out at him from the exhaust pipe.
                    LUKE
          Ben.  Leia!
There is an ominous cracking sound from the base of the
weather vane and a piece breaks off, falling into the clouds far below.
                    LUKE
          Hear me!  Leia!
INT. MILLENNIUM FALCON - COCKPIT
Leia seems to be lost in a fog, her expression troubled.  Chewie is busy operating the ship.  Lando stands next to the Wookiee, watching a readout on the control panel.
                    LEIA
          Luke... We've got to go back.
Chewie growls in surprise.
                    LANDO
          What?
                    LEIA
          I know where Luke is.
                    LANDO
          But what about those fighter?
Chewie barks in agreement with Lando.
                    LEIA
          Chewie, just do it.
                    LANDO
          But what about Vader?
Chewie turns on Lando, the newcomer, with an ominous growl.
                    LANDO
          All right, all right, all right.
EXT. CLOUD CITY - MILLENNIUM FALCON - DUSK
The Falcon makes a graceful banking turn back toward Cloud City.
EXT. CLOUD CITY - LANDING PLATFORM
Vader enters the landing platform and watches as the speck that is the Falcon disappears.  The wind blows at his cape.
He turns to two aides who are standing near the entrance to the landing platform.
                    VADER
          Bring my shuttle.
EXT. BOTTOM OF CLOUD CITY - WEATHER VANE
Nearly unconscious, Luke hangs upside-down on the weather vane as his body shifts in the wind.
EXT. MILLENNIUM FALCON - BOTTOM OF CLOUD CITY
The Falcon dives to the underside of the floating city.  Three TIE fighter close in on the starship.
INT. MILLENNIUM FALCON
Leia tries to remain calm.
                    LANDO
               (pointing out the 
                cockpit window)
          Look, someone's up there.
                    LEIA
          It's Luke.  Chewie, slow down.
          Slow down and we'll get under him.
          Lando, open the top hatch.
Lando rushes out of the cockpit.
EXT. BOTTOM OF CLOUD CITY - WEATHER VANE
Luke hangs by one arm from the crossbar of the weather vane.  He slips from the bar and grabs onto the pole of the vane as the Falcon banks toward him.  The Falcon positions itself under Luke as Lando moves up through the opening of the hatch.  Luke begins to slide and finally falls from the vane into space.
INT. MILLENNIUM FALCON - COCKPIT
Out the cockpit window, Leia sees Luke falling from the bottom of the city.  The ship gains on him.
                    LEIA
          Okay.  Easy, Chewie.
The Falcon closes in on Luke.
EXT. BOTTOM OF CLOUD CITY
Three TIE fighters race toward the Falcon, firing away.
INT. MILLENNIUM FALCON - HATCH
The hatch pops open with a hiss of pressure.  Lando reaches out to help the battered warrior inside the ship.
INT. MILLENNIUM FALCON - COCKPIT
Flak bursts all around it as the Falcon banks away from the city.  Leia and Chewie struggle with the controls.
                    LEIA
               (into intercom)
          Lando?
                    LANDO
               (over intercom)
          Okay, let's go.
EXT. BOTTOM OF CLOUD CITY
The Falcon races away.  It is closely followed by three TIE fighters, all of which keep up a heavy laser assault on the fleeing starship.
INT. MILLENNIUM FALCON - COCKPIT
Explosions erupt all around the cockpit, buffeting the ship wildly.  Chewie howls as he frantically tries to control the ship.
Leia and Chewie turns to see Luke, bloody and battered, enter the cockpit supported by Lando.  Leia jumps up and hugs him while Chewie barks in joyous relief.
                    LUKE
          Oh, Leia.
                    LANDO
          All right, Chewie.  Let's go.
Leia helps Luke from the cockpit as another huge blast rocks the ship.
EXT. SPACE - CLOUD CITY - DAY
The Falcon, still followed by the three TIE fighters, races away from the cloud-covered city.
INT. MILLENNIUM FALCON - SLEEPING QUARTERS
Luke rests on a cot, his injured arm wrapped in a protective cuff.  Leia gently wipes his face.  The ship lurches again.
                    LEIA
          I'll be back.
She kisses him, then leaves the quarters.
INT. MILLENNIUM FALCON - COCKPIT
All over the ship muted alarm buzzers sound.  Lando anxiously watches the flashing lights on the control panel and hurriedly adjusts some switches.  Seated next to him, Chewie points out a new blip appearing on the panel.  Leia, watching over their shoulders, recognizes the shape.
                    LEIA
          Star Destroyer.
                    LANDO
          All right, Chewie.  Ready for 
          light-speed.
                    LEIA
          If your people fixed the 
          hyperdrive.
Another explosion rocks the ship.  Leia notices as a green light on the panel next to her flashes on.
                    LEIA
          All the coordinates are set.
          It's now or never.
Chewie barks in agreement.
                    LANDO
          Punch it!
The Wookiee shrugs and pulls back on the light-speed throttle.  The sound of the ion engine changes...it is winding up.  Faces are tense, expectant.  But nothing happens, and the engine goes off.  Chewie lets out a frustrated howl.  The flak still violently rocks the ship.
                    LANDO
          They told me they fixed it.  I 
          trusted them to fix it.  It's not 
          my fault!
Chewie gets up from his chair and starts out of the cockpit.  He gives Lando and angry shove as he storms past him.
EXT. SPACE
In the distance the TIE fighters continue their chase, still shooting lasers.  Vader's Star Destroyer moves behind them, determinedly following the Falcon.
INT. VADER'S STAR DESTROYER - BRIDGE
Vader stands on the bridge looking out the window as Admiral Piett approaches him.
                    PIETT
          They'll be in range of our 
          tractor beam in moments, my lord.
                    VADER
          Did your men deactivate the 
          hyperdrive on the Millennium 
          Falcon?
                    PIETT
          Yes, my lord.
                    VADER
          Good.  Prepare the boarding party 
          and set your weapons for stun.
                    PIETT
          Yes, my lord.
INT. MILLENNIUM FALCON
Beeping while he works, Artoo is busy connecting some wires to Threepio who now has one leg attached. 
Chewie enters through the doorway, grunting to himself.
                    THREEPIO
          Noisy brute.  Why don't we just 
          go into light-speed?
Artoo beeps in response.
                    THREEPIO
          We can't?  How would you know the 
          hyperdrive is deactivated?
Artoo whistles knowingly.
                    THREEPIO
          The city's central computer told 
          you?  Artoo-Detoo, you know better 
          than to trust a strange computer.
          Ouch!  Pay attention to what 
          you're doing!
Chewie is in the pit.  He is trying to loosen something with an enormous wrench.  Frustrated, he uses the wrench like a club and hits the panel...
INT. MILLENNIUM FALCON - COCKPIT
Leia and Lando, seated in front of the control panel, are suddenly sprayed by a shower of sparks.
INT. VADER'S STAR DESTROYER - BRIDGE
Vader stands on the bridge, watching as the Millennium Falcon is chased by the TIE fighters.  As his Destroyer draws nearer, Vader's breathing gets slightly faster.
                    VADER
          Luke.
INT. MILLENNIUM FALCON - SLEEPING QUARTERS
Luke realizes that Vader's ship is very near.  He feels resigned to his fate.  He senses that he is beaten, more emotionally than physically.
                    LUKE
          Father.
INT. VADER'S STAR DESTROYER - BRIDGE
                    VADER
          Son, come with me.
INT. MILLENNIUM FALCON - SLEEPING QUARTERS
                    LUKE
               (moaning)
          Ben, why didn't you tell me?
INT. MILLENNIUM FALCON - COCKPIT
Lando and Leia are at the controls of the Falcon.  Meanwhile, in the ship's hold, Chewie continues to work frantically on the hyperdrive mechanism.
                    LANDO
               (into intercom)
          Chewie!
EXT. SPACE
The Falcon races through space followed very closely by the TIE fighters and the huge Imperial Star Destroyer.
INT. MILLENNIUM FALCON - COCKPIT
Luke enters the cockpit and looks out the window.  He is almost unconscious with pain and depression.
                    LUKE
          It's Vader.
INT. VADER'S STAR DESTROYER - BRIDGE
                    VADER
          Luke... it is your destiny.
INT. MILLENNIUM FALCON - COCKPIT
                    LUKE
          Ben, why didn't you tell me?
INT. VADER'S STAR DESTROYER - BRIDGE
                    PIETT
          Alert all commands.  Ready for 
          the tractor beam.
INT. MILLENNIUM FALCON - HOLD
Artoo races to a control panel and starts working on a circuit board.  Furious, Threepio stands on one leg, yelling.
                    THREEPIO
          Artoo, come back at once!  You 
          haven't finished with me yet!
          You don't know how to fix the 
          hyperdrive.  Chewbacca can do 
          it.  I'm standing here in pieces, 
          and you're having delusions of 
          grandeur!
Artoo moves a circuit on a control panel.  Suddenly, the control panel lights up.
INT. MILLENNIUM FALCON - COCKPIT
Leia and Lando are thrown into their seats as the Millennium Falcon unexpectedly shoot into hyperspace.
INT. MILLENNIUM FALCON - HOLD
The ship tilts up and Artoo topples into the pit on top of Chewie.
                    THREEPIO
          Oh, you did it!
EXT. SPACE
The Falcon soars into infinity and away from the huge Star Destroyer which seems, by contrast, to stand still.
INT. VADER'S STAR DESTROYER - BRIDGE
Admiral Piett and another captain glance at Vader in terror.  Vader turns slowly and walks off the bridge, his hands held behind his back in a contemplative gesture.
EXT. SPACE - REBEL CRUISER
The Millennium Falcon is attached to a huge Rebel cruiser by a docking tube.  Rebel fighters move about the giant cruiser, and a Rebel transport ship hovers near the fleet.
INT. MILLENNIUM FALCON - COCKPIT
Lando sits in the pilot's seat as he talks into the comlink.  Chewie busily throws a variety of switches in preparation for takeoff.
                    LANDO
               (into comlink)
          Luke, we're ready for takeoff.
                    LUKE
               (over comlink)
          Good luck, Lando
                    LANDO
               (into comlink)
          When we find Jabba the Hut and 
          that bounty hunter, we'll contact 
          you.
INT. STAR CRUISER - MEDICAL CENTER
Luke speaking into the comlink as a medical droid works on his hand.  Leia stands near him while Threepio and Artoo look out the window.
                    LUKE
               (into comlink)
          I'll meet you at the rendezvous 
          point on Tatooine.
INT. MILLENNIUM FALCON - COCKPIT
                    LANDO
               (into comlink)
          Princess, we'll find Han.  I 
          promise.
INT. STAR CRUISER - MEDICAL CENTER
                    LUKE
               (into comlink)
          Chewie, I'll be waiting for your 
          signal.
Chewie's wail comes over the comlink.
                    LUKE
               (into comlink)
          Take care, you two.  May the 
          Force be with you.
Luke looks down at his hand.  A metalized type of bandage has been wrapped around his wrist.  The medical droid makes some adjustments in a tiny electronic unit, then pricks each one of Luke's fingers.
                    LUKE
          Ow!
Luke wriggles his fingers, makes a fist, and relaxes it.  His hand is completely functional.
He gets up and walks over to Leia.  There is a new bond between them, a new understanding.  Leia is thinking about Han; Luke is thinking about his uncertain and newly complicated future.  Together they stand at the large window of the medical center looking out on the Rebel Star Cruiser and a dense, luminous galaxy swirling in space.
Luke puts his arm around Leia.  The droids stand next to them, and Threepio moves closer to Artoo putting his arm on him.  The group watches as the Millennium Falcon moves into view, makes a turn, and zooms away into space.
EXT. SPACE - REBEL STAR CRUISER
While Luke, Leia, and the droids stand, looking out the window of the star cruiser, two escort fighters join the large ship.  Slowly, the cruiser turns and moves away into space.
                                        DISSOLVE TO 
EXT. GALAXY - SPACE
END CREDITS FADE IN AND OUT OVER BACKGROUND
                    THE END