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SUPERMAN tosses him and he rolls along the street. METALLO stands and leaps over a car, catching the side of the roof with his hand and flipping it over on its side using it for cover.

SUPERMAN marches toward the car. Using his heat vision he sears off both sides of the car leaving METALLO with little cover.

His heat vision has melted the mask of his containment uniform. He tears the uniform from his body exposing the familiar "S" shield and uniform.

SUPERMAN.

Come out from behind the car, Metallo!

METALLO.

Give me one good reason!

SUPERMAN.

Gas tank.

METALLO realizes he's backed himself in a corner. SUPERMAN fires his heat vision piercing the fuel tank causing the car to EXPLODE. FLAMES ENGULF METALLO.

SUPERMAN reaches into the flames and grabs METALLO and flies skyward, punching him in the face. METALLO can't defend himself. He struggles until he breaks free and falls back to Earth.

He crashes through the roof of the power plant.

SUPERMAN lands and starts to walk towards the plant. The front door of the plant is kicked off its hinges and standing in the doorway is METALLO looking very insane.

SUPERMAN zooms in with his telescopic vision and punctured through METALLO's chest are SEVERAL URANIUM RODS from the reactor core.

METALLO.

(Crazy) Let's try that again.

METALLO and SUPERMAN both let loose an ear-splitting battle cry and charge each other. They collide with the sound of thunder.

METALLO picks SUPERMAN up and slams him into the ground repeatedly cracking the pavement.

SUPERMAN makes contact with METALLO who catches him, slamming him into the pavement. METALLO picks SUPERMAN up and tosses him across the parking lot.

SUPERMAN stands and is hit by a car flung at him, knocking him down again.

METALLO picks up the dazed SUPERMAN and tosses him into the back of a trash truck, walks around the side and throws the switch. As the compactor closes, the truck ROCKS BACK AND FORTH and topples over on METALLO pinning him underneath.

SUPERMAN tears through the roof of the truck, lifts the corner where METALLO is pinned and slams it down on him repeatedly.

SUPERMAN pulls METALLO from under the truck, stands him upright and kicks him across the street into the remains of the LEXFLIGHT battle. METALLO grabs a LEXFLIGHT rifle and fires on SUPERMAN.

METALLO's face is filled with a wicked satisfaction and perverse pleasure as he fires on SUPERMAN.

SUPERMAN is knocked down from his feet. Somewhere in the background LOIS witnesses it and screams.

LOIS.

NO!.

She tries to charge past the SCU to help him but is restricted.

Slowly, SUPERMAN gets to his feet.

METALLO fires again. SUPERMAN is slowed down but doesn't fall.

He fires again. SUPERMAN keeps moving toward him. METALLO fires in a frenzy OF gunfire. His face begins to lose its look of confidence and is quickly replaced with fear.

A quiet mechanical voice can barely be heard coming from the LEXGUN.

LEXGUN (VO).

Warning. Energy... low.

A level on the LEXGUN shows the weapon's energy waning.

Blast after blast, SUPERMAN won't stop until METALLO squeezes the trigger and there's nothing.

LEXGUN (VO).

Energy... depleted.

METALLO squeezes the trigger in disbelief and it clicks.

LEXGUN (VO).

Charging.

METALLO SCREAMS a war cry, SWINGS the LEXGUN at SUPERMAN clocking him square in the jaw.

SUPERMAN doesn't flinch.

METALLO hits him repeatedly with no effect. He swings again and SUPERMAN catches his fist and they lock. METALLO lifts his other hand to strike him as SUPERMAN's HEAT VISION creates a wide beam that METALLO's fist crosses and incinerates up to the elbow.

SHOCKED, METALLO stares at what used to be his arm. SUPERMAN TEARS his other arm, still gripping the LEXGUN, off at the shoulder and strikes him across the face repeatedly.

The more SUPERMAN hits him, the more METALLO's loses his artificial skin revealing the chrome metal cyborg beneath it. Furious, SUPERMAN appears to be losing control with the madman.

LEXGUN (VO).

Charge complete. Energy levels at maximum.

They both look at the gun and SUPERMAN points it (with METALLO's arm still attached) and FIRES blasting him through the air, dropping his charred smoking carcass to the ground.

His body is a complex chrome robot with a transparent shielding in the skull showing a human brain.

SUPERMAN stops. METALLO's eyes, a bright luminescent green, fade to black.

SUPERMAN is out of breath and wobbles away from the chrome cyborg left among the rubble.

CUT TO:.

INT. LEXCORP COMMUNICATION CENTER.

LUTHOR is standing proud among the nervous TECHS. The monitors are all lit and the system is operational. LUTHOR Timing is everything.

CUT TO:.

EXT. SUICIDE SLUM - DAY.

HAMILTON, SAWYER and TURPIN to come SUPERMAN's aid. SUPERMAN (Remorseful) I murdered him.

TURPIN.

He was gonna do you in.

HAMILTON checks the cyborg with some equipment.

HAMILTON.

He's still alive. I'm detecting brain waves. His mechanical body isn't functioning but his brain is operating. You didn't kill him.

TURPIN.

(To SUPERMAN) You hear that? You broke him.

SAWYER gets a call on her radio.

SAWYER.

(To SUPERMAN) Superman, the MAYOR wants to speak to you.

CUT TO:.

EXT. LEXCORP - DAY.

MAYOR BERKOWITZ is waiting in his car. SUPERMAN lands carrying an empty LEXFLIGHT SUIT.

Neither says a word as they enter the building.

INT. LEXCORP.

SECURITY sees them coming. SECURITY Sir, I'm sorry there are no- SUPERMAN, his clothes torn and him beaten, gives a look. The GUARD backs down.

They get into the elevator.

INT. LUTHOR'S OFFICE.

SUPERMAN and the MAYOR exit the elevator and pass a SECRETARY on the telephone. SECRETARY I'm sorry your Honor, Mister Luthor isn't- They walk past her and SUPERMAN throws the massive doors open.

Inside, LUTHOR is seated behind his giant desk in a virtually empty room.

LUTHOR.

I believe the girl outside said I wasn't in.

BERKOWITZ.

(Angry) You've gone too far this time, Lex. There are six dead pilots and I don't even know how many other wounded because of you.

LUTHOR.

Well Frank, I'm sorry.

BERKOWITZ.

Sorry?

BERKOWITZ charges LUTHOR and SUPERMAN stops him.

BERKOWITZ.

Tell their families you're sorry! Those men wouldn't be dead if your incompetent men didn't hand Metallo those weapons!

For Christ's sake, Lex, you gave him a gun.

LUTHOR.

What can I say?

(Looking directly at SUPERMAN) I underestimated my enemy.

BERKOWITZ.

Mark my words, Lex: You are not going to get away with this. I swear you'll see justice or- LUTHOR.

(Annoyed) Or what? What, Frank? You're going to shut me down? Sue me? Send me to jail.

Can't you see I'm not playing a game here? I picked up the ball when you and your boys dropped it and I did what needed to be done! Who was going to save us, Frank? Your toy soldiers? The military? You see what he did to them. Where was your precious Superman? He had abandoned you, Frank? Ask him where he was.

I did what I had to do to protect what was in my best interest and that is to make sure this city is under control and guarantee I'm the man behind those controls.

(Beat) So I made a bad call. It happens.

BERKOWITZ.

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