FADE IN

Outside Orphelia's villa. A moonlit night. Eve knocks on the door. She waits a moment, then knocks frantically again.

The door opens. Virgil stands in the doorway. His face lights up when he sees Eve.

VIRGIL:
     Eve!

EVE:
     Virgil...(a little awkwardly) It's good to see you. Is everything okay?

VIRGIL:
     Yes, fine. I was worried about you--I know you asked me to stay here with Orphelia, but when I heard that you were leading troops into battle... (after a long, awkward pause) ...I felt I should be at your side.

EVE:
     I'm fine. Virgil, I don't think this place is safe anymore.

CUT TO

A living room. Orphelia, in a nightgown and a shawl, is pacing around nervously. Eve is standing watching her while Virgil sits in an armchair.

ORPHELIA:
     You want me to leave? But what if they destroy the house? My whole life is here, all my possessions-- (her voice drops) even the remains of those I loved most--

Eve lowers her head, then looks up again.

EVE:
     Orphelia...please. I came here to protect you. I can't do that if you insist on staying outside the city walls. And I can't send enough men here to keep you safe. We don't have any soldiers to spare.

There is a noise off-camera.

ORPHELIA (scared):
     What's that?

More sounds are heard--the sound of clanging metal, a loud crash, and a cry. Virgil rises abruptly from his seat and looks at Eve, alarmed.

EVE (to Orphelia):
     Quick, go to your bedroom. Lock yourself in. We'll--

Before she has finished speaking, the door flies open. A Roman soldier staggers in, clutching at his chest with his left hand, a sword in his right.

SOLDIER (hoarsely):
     They're here--they...

With a rasping moan, he collapses and dies.

Steps are heard outside and Zenobia appears in the doorway, a sword in her hand, a tall Visigoth warrior behind her.

ZENOBIA (with a barely visible sneer):
     Well, well. Livia. I didn't think I'd actually find you here. It seems I've hit the jackpot.

ORPHELIA (shaking):
     Who is this woman?

ZENOBIA:
     You know, I could ask the same thing about you. (pensively) You must be someone very dear to my good friend if she came out all this way to protect you. (looks her over) My guess would be, you're family. (She grins slightly) And that suits me just fine.

EVE:
     Leave her alone, Zenobia. This is between you and me. She had nothing to do with it.

ZENOBIA:
     She does now.

She charges at Eve. In a swift motion, Eve picks up the dead soldier's sword and parries Zenobia's blow. Virgil draws his sword and charges forward to meet the Visigoth's attack.

Eve battles Zenobia while Virgil fights the Visigoth and Orphelia cowers by the wall.

Zoom in on Eve and Zenobia as they fight. They seem to be evenly matched. They spar, their swords clashing in the air and making sparks fly, and deftly avoid each other's blows. Zenobia dives down, glides between Eve's legs and tries to attack her from the back but Eve turns around and brings down her sword. Before she can hold Zenobia at swordpoint, Zenobia rolls away, leaps up and charges again, kicking at Eve. Eve manages to grab her ankle and yank it upwards but as Zenobia falls, she flips over her head and kicks out at Eve, getting her in the midsection and making her stagger back and knock over a statuette on a tripod. The statuette crashes and breaks into pieces.

Quick pan to Orphelia, who gasps, covering her mouth.

Pan to Virgil, who is fighting the Visigoth warrior and clearly gaining the upper hand. He pushes the Visigoth back toward the wall. The Visigoth grabs a vase and throws it at Virgil but Virgil swats it away; it falls and breaks.

Pan to Eve as she charges at Zenobia with a sword thrust. Zenobia leaps up, grabs a curtain and swings on it, kicking out at Eve who flips as she ducks out of Zenobia's way.

Pan to Virgil as he kicks the sword out of the Visigoth's hand, then knocks him down with a powerful punch. The Visigoth slams into the wall and falls, momentarily stunned.

Pan to Zenobia and Eve. Zenobia lands, rips down the curtain and throws it over Eve, who is taken by surprise and becomes tangled in it for a moment. As she throws off the curtain, Zenobia leaps toward the cowering Orphelia and grabs her. Orphelia screams. Eve's eyes widen in horror.

ZENOBIA (the tip of her sword at Orphelia's chest):
     One move, and she dies!

Eve lowers her sword; Virgil stands frozen to the spot.

ZENOBIA (to Orphelia):
     You're coming with us.

As she pushes Orphelia forward, Orphelia screams and tries to break free. Close-up on her faces as her cry breaks short and her eyes bulge. Blood bubbles up on her lips.

Pan to Eve as she looks on in horror.

EVE (screams):
     No!

Pan back to Zenobia and Orphelia. Orphelia crumples to the ground; the sword in Zenobia's hand is covered with blood. Zenobia looks momentarily disconcerted but then her face breaks into a nasty grin.

ZENOBIA:
     Whatever she meant to you--it couldn't have been more than my brother meant to me. So--you might say that was payback.

Tears streaming down her face, Eve rushes toward Orphelia, who lies on the floor gasping and clutching at the wound in her chest. Blood is streaming all over her hands and she is turning pale.

Eve drops her sword and kneels by Orphelia's side.

EVE:
     No--you're not going to die...

ORPHELIA (gasping):
     I'm--I'm sorry I--wasn't more of a mother to you--Livvie --

EVE:
     No, no--don't say that--you raised me... (sobbing) I love you.

ORPHELIA (raises her bloodied hand to touch Eve's cheek):
     I--wish you had been my child ...

On the word "child," her voice turns to a raspy cough. Dark blood trickles from her mouth and her hand goes limp in Eve's hand. Her eyes freeze; she is dead.

VIRGIL (gently):
     Eve ...

ZENOBIA:
     All right, Livia. Let's end this right here. I could have killed you a dozen times just now--but (sighs) I guess I'm still held back by some stupid notion of honor. (indicates Eve's sword with her hand) Pick up your sword and fight.

EVE (looks up, stifling a sob):
     No.

ZENOBIA:
     Then I'll kill you unarmed.

She swings her sword. Virgil jumps toward her and deflects the blow with his sword.

ZENOBIA (sneers):
     Boyfriend to the rescue, huh?

She starts to fight Virgil but it's clear that he's no match for her. She kicks him in the side and he doubles over. She knees him in the face and he staggers back, groaning.

Looking resolute, Eve leaps to her feet and grabs the sword.

EVE:
     All right, Zenobia. It's me you want? Come and get me.

Zenobia charges and they fight, both looking very grim. The tip of Zenobia's sword nicks Eve's chest, drawing blood. They spar for a few more moments; then, with a cry of anger and pain, Eve knocks Zenobia's sword out of her hand with a powerful blow and lands a kick that sends her flying and sprawling on her back. Before she can get up, Eve is standing over her, her sword pointed at Zenobia's heart.

ZENOBIA:
     Go on.

The Visigoth whom Virgil knocked out before leaps to his feet and charges at Eve, his sword pointed at her back; Virgil blocks his thrust. The Visigoth snarls and takes a swing at Virgil; Virgil runs him through and he falls to the floor.

ZENOBIA:
     Finish what you started years ago.

Close-up on Eve's tear-stained face as we:

DISSOLVE TO

Eve lowers her sword. Close-up on Zenobia as her lip curls in a sneer.

ZENOBIA:
     The bad girl gone good. Even after what I did--you still won't kill me. (She springs to her feet) Too bad for you.

With a rage-filled yell, she leaps out the window and disappears into the darkness.

Eve looks after her dejectedly.

CUT TO

Gabrielle, Eve, Haimon, Virgil, and Nymphidius sitting at a rectangular wooden table in the Roman military headquarters, with bread, cheese and wine in front of them. The hall is lit by lamps but there is daylight coming in from the windows.

Eve is on one side of the table between Gabrielle and Nymphidius, while Haimon and Virgil are sitting across from them. Eve stares down sadly.

GABRIELLE:
     Eve--it wasn't your fault.

EVE (looks up and turns toward her, bitterly):
     Wasn't it? Zenobia wasn't a killer before. She was a woman of honor and courage--a woman who fought for freedom for her people. I killed all that--now there's nothing left but rage. And that cost Orphelia her life.

VIRGIL:
     You did your best to protect her.

EVE:
     She's still dead. And Zenobia is still out there, seeking revenge.

NYMPHIDIUS (to Eve, sympathetically):
     I know this is a bad time for you. But we have to think about defending the town. There's already panic over Orphelia's murder, and there are rumors spreading all over the place that Xena is either dead or dying from her injuries. (Pan over Gabrielle, Eve, Virgil and Haimon's faces; Gabrielle and Eve look stricken, Virgil and Haimon look concerned.) The Visigoths will attack again; we all know that. Right now, we're organizing a defense. You need to go and talk to the men.

EVE (sighs):
     All right--let's go.

NYMPHIDIUS (after a moment's pause):
     I'm sorry.

Nymphidius and Eve get up.

VIRGIL:
     You want me to come along?

EVE (uncertainly):
     Not now...(avoiding his eyes) Thank you, Virgil. (she finally forces herself to look at him) For everything.

Eve and Nymphidius turn and walk toward the door.

VIRGIL:
     Wait--Eve --

Eve turns around. She looks pained.

EVE:
     I'll talk to you later--okay?

Eve and Nymphidius leave. There is a brief, awkward pause.

GABRIELLE:
     Let's go check up on Xena.

CUT TO

Xena's room. Ares is sitting by Xena's bedside. Xena stirs in her sleep and moans slightly. Ares sits up and peers intently at her; the hopeful expression fades from his face when he sees that Xena still isn't awake.

ARES:
     Xena. (After a moment he leans down and kisses her lips; she doesn't react and he sits up with a sigh) I know you can't hear me...wherever you are. (He frowns and shakes his head, as if at a loss what to say next, and then speaks quietly and almost timidly) I need you.

The camera begins to zoom in on Xena's face and we:

ZOOM INTO

Xena's dreamworld. Xena is standing on the beach at the foot of the cross, with Agrippina next to her.

AGRIPPINA:
     So. This is where it all began.

XENA (gives her a sarcastic look):
     What are you supposed to be, my guide through the spirit world?

AGRIPPINA (smiles):
     Just a friend.

XENA (bitterly):
     Yes, this is where it began. This is where Caesar betrayed me--for Rome.

The scenery changes; they now stand at the foot of another cross, at the top of a green hill.

XENA (smirks):
     You know, you can't scare me with these tricks anymore.

AGRIPPINA:
     And this is where you came to fight the Romans--because of your hatred of Caesar--and where your friend lost her blood innocence.

The setting changes to a Roman amphitheater. It's empty at first, then fills with noise and people. Caesar, with Pompey at his side, sits above the arena while a struggling Crassus is dragged to the executioner's block. Pan up to the stands to show Gabrielle, Crassus' ring on her finger flashing in the sun.

Close-up on Xena's face. She winces as if in pain.

AGRIPPINA (in voice-over):
     And that was even before she had to act as judge, jury, and executioner--in Rome--

The setting changes again, to the prison courtyard at Mt. Amaro, empty but quickly filling with Roman soldiers. Gabrielle, in her Ides of March outfit, picks up the sword and charges at the soldiers.

Close-up on Xena, looking angry and hurt.

XENA:
     Stop it! (takes a deep breath) None of this is real--

Pan to Agrippina, smiling enigmatically.

AGRIPPINA:
     Oh, but it was.

Pan to Gabrielle stabbing a Roman soldier.

AGRIPPINA (in voice-over):
     And then, the daughter--

The scene changes to the imperial box where Xena stood with Augustus in Livia.

AGRIPPINA (in voice-over):
     --who you hoped would find a way beyond the violence--the way you never found--

Pan to the scene below, where Livia in her Roman armor is riding a horse leading the triumphal procession with shackled slaves.

AGRIPPINA:
     --became a warrior for Rome.

XENA (turns to Agrippina in disgust):
     What are you trying to say? Everything that ever went wrong for me was Rome's fault?

AGRIPPINA:
     Isn't that why you've hated Rome so much? You think it has destroyed your life--poisoned your soul--crushed your dreams--

Xena gives her a thoughtful look, as if struck by something she's trying to figure out. Then she slowly shakes her head.

XENA:
     I've made my own choices--my own mistakes. (harshly) I was already a pirate when Caesar crucified me. What's the point of guessing what would have happened if I'd never met him? What's the point of second-guessing anything? (shakes her head bitterly) I was crazy to think that Gabrielle could travel with me and never spill blood. It was going to happen sooner or later--Romans or no Romans.

AGRIPPINA (smiles with a touch of sarcasm):
     Such insight, Xena. Too bad it's taken you until now to realize it.

XENA (looks at her probingly):
     Wait. There was something you said before--

AGRIPPINA (raises an eyebrow):
     Yes?

XENA:
     Something about my life, my soul, my-- (she gasps) Dreams! That's it! (she whips around and stares at Agrippina) I'm not dead, am I? (She laughs gleefully) I'm not dead! This isn't Tartarus--it's a dreamworld!

AGRIPPINA:
     And what if it is? You entered this world when you were dying.

Close-up on Xena, who stares intently at Agrippina.

AGRIPPINA (off-camera, with a slightly taunting intonation):
     Just think, Xena. You could stay here forever--trapped between life and death.

XENA (with a menacing grin):
     I don't think so. (The camera pulls back to show her coming closer to Agrippina) I don't know if you're Agrippina, or an illusion, or a spirit. To tell you the truth, I don't care. Whoever you are, you're taking me to the arena.

AGRIPPINA (mockingly):
     You're ordering me about? I was an empress.

XENA:
     Only because I put you there. And besides, you're in my dream. (She forcefully grabs Agrippina's arm) Come on.

As she speaks, the camera starts to zoom out.

ZOOM OUT TO

Xena's room. Gabrielle sits by her side, stroking her hair. Ares sits on the other side of the bed. Haimon and Virgil stand behind Gabrielle.

The door flies open. A Roman soldier stands in the doorway. He's out of breath.

SOLDIER (panting):
     We're under attack! They've crashed through the Eastern gates!

Gabrielle looks desperately from him to Xena.

GABRIELLE:
     I can't leave her. (drops her head in her hands) I can't bear this ...

Haimon comes up to her and puts his hands on her shoulders.

HAIMON (gently):
     Gabrielle. I read your scroll about how you fought to defend a village from a warlord when Xena was hit with a poisoned dart.

Gabrielle puts her hand over his and looks up, throwing her head back.

HAIMON (continues):
     It's all about the Greater Good, remember?

Quick pan to Ares, who gives him a disbelieving look.

HAIMON (continues):
     Xena would have wanted you to go out and--

Gabrielle leaps to her feet with sudden vehemence and whirls around to face him.

GABRIELLE:
     What do you mean, "would have wanted to"? She's not dead!

HAIMON:
     I know. (takes his hands in hers) I mean--she would want you to. We're here to defend these people.

GABRIELLE (sighs):
     Yes--you're right. (She goes over to Xena, bends down and quietly kisses her forehead) Xena... I'll be back.

As she stands up, the camera zooms in on Xena's face as we:

ZOOM INTO

Xena's dreamworld. Xena stands in the middle of the arena where she saw Livia and Caesar fighting the teaser. She looks around and sees the entryway through which she came out into the arena. She heads resolutely for the doorway.

Two figures emerge from the doorway. As the camera zooms in closer, we see that it's Caesar and Livia, their swords drawn, as we:

FADE OUT

END OF ACT THREE