The cliff face near Josh explodes with cannon rounds and he tucks and dives. Screaming down on him is another Scorpion. They spiral downward, and Josh can feel the rounds splitting the air around him. He rolls inverted and dives under the edge of Mons Veritatis, then rolls out and zig zags through the dangling vines.

The gunship stays on him. It rips through the vines, and tracers light the darkness under the floating mountain. Josh jinks the leonopteryx around a thundering waterfall. The gunship explodes right through the curtain of water. It launches an air-to-air missile. Josh jinks hard, diving. The missile hits a rock outcropping. The gunship follows Josh through a narrow slit between Mons Veritatis and a smaller floating island. They run this slot rolled up on their sides to make the clearance. The gunship comes around a tight corner and breaks into the clear. The pilot has lost sight of the giant ray. A shadow crosses his canopy. Out of the sun comes a crimson demon, shrieking over the roar of his own turbines. K-WHAMMM!! The Leo slams the canopy of the ship. The Scorpion is driven downward in a dive. The leonopteryx lashes at it, keeping a grip with claws and teeth. They spiral out of control. The powerful jaws rip open the canopy, breaking the latching mechanism. The pilot gags on Pandoran air. Josh kicks the gunship loose and it falls like a brick, breaking its back on a rocky promontory and exploding.

Two bansheeray riders fall in beside Josh. He signals, pointing to a target, and they bank together out of shot.

Trudy Chacon flies the stolen Samson over the battle zone while Marcia De Los Santos videos the action with her stereocam. She is sending a live feed to the human base... pirate video journalism.

In the lab complex, the controllers watch the battle on a large screen, complete with Marcia's breathless narration. Freemedia forever!

Back in the battle the gunships and the rays are still corkscrewing all over the sky.

A volunteer gunner fires his doorgun out the side of a Samson. There is a CRASH and the ship is driven downward. The head of a bansheeray lunges into the open door from above, grabbing the gunner in its fanged mouth and jerking him out.

Another Samson dives after a ray. The pilot is a hotdog, following the ray down into the trees, under the canopy. They slalom through the treetrunks at high speed. The gunners hang half out the doors, firing their machine guns. Bark and leaves explode around the ray as it jinks through the jungle. The ray dives under a huge tree limb, and the pilot follows. He looks up at the last second, catching a glimpse of blue-skinned figures. The Na'vi hunters on the bough drop a net of woven vines after the rayrider has gone through.

The Samson hits it. The net fouls the ship, causing it to flip over backwards. It crashes upside down to the forest floor. KABOOM!! The Na'vi cheer. A moment later they scatter as cannon fire rips into the tree around them.

Powersuit troopers advance across the forest floor, firing their cannons and flamethrowers. The GAU 90s rip the forest to shreds. Hydraulic feet pass the bodies of direhorses and Na'vi hunters. The troopers easily track the Na'vi through the brush on infrared. Running Pandorans are cut down, disappearing in gouts of earth and splintering wood.

The trooper on the far right of the firing line yells something. Out of the woods next to him a monstrous shape explodes in a shower of broken branches.

As the troopers pivot, a WALL OF CHARGING HAMMERHEAD TITANOTHERES crashes out of the foliage beside them. Charging in from the flank, the titanotheres scatter the troopers like bowling pins. Only a couple even have time to fire.

Several are pounded under the stampeding giants. The treetrunk-like feet shatter the powersuit cockpits, and the troopers are crushed or asphyxiated. The stampede thunders past, leaving the powersuits scattered and disorganized. They are left in a murky cloud of dust and floating leaf confetti.

Lyle is yelling orders, trying to get some control back. He tells them to spread out.

Two powersuits are charging together through the dusty, sun-dappled gloom, pursuing some running Na'vi hunters.

Something slams into one of the suits, tackling it out of frame. The other trooper whirls and sees-- The most awesome land predator the universe has ever conceived. The MANTICORE crouches over the fallen powersuit, growling like a panther the size of a switch engine. Its mantis-like front limbs grip the struggling powersuit trooper like a vice.

The standing trooper can't fire with out hitting his buddy. He can only stare. And so he has time to see the figure on the back of the beast. A blueskinned woman. The manticore rips the powersuit's gun arm off with its massive distensible jaws. Then the scorpion tail arcs through the air, driving the stinger down like a piledriver. It punches through the canopy. The struggling suit goes still.

The standing trooper raises his cannon but-- The manticore leaps, blindingly fast... impossibly fast for something that size and-- WHAM!! It has him in its mantis grip. He is face to face with its nightmare jaws, right outside his canopy-- The tail rises, poising to strike--K-CRACK!!

Zuleika drops the powersuit like a pile of junk and turns her demon mount. The manticore bounds into the foliage to stalk the other powersuits.

Nearby the armored footsoldiers see living shadows flow out of the gloom around them. The VIPERWOLVES race among them with flashing jaws. The troopers fire wildly as they go down, hitting each other. The survivors break and run as more viperwolves come out of the shadows after them.

THE AIR BATTLE RAGES. Quaritch, directing operations from the Dragon, has lost track of a lot of his ships among the floating mountains. The Na'vi are fighting a dirty guerrilla war, luring his ships into single combat and ambushing them.

He snaps the targeting system down over his eyes and takes over the gun system of the Dragon. He tracks a banking rayrider and blows him out of the sky. Targets another. P-POOM!

Josh, flying his demon mount, looks around to see-- A FLOTILLA OF MEDUSAE emerging around the flank of Mons Prometheus. The enormous gas-jellyfish glitter in the sun, big as ships.

CLOSER ON THE MEDUSAE. A second leonopteryx sweeps into view, ridden by Tsu Te. He signals to a Na'vi hunter who rides the top of the lead medusa. The female hunter has her queue plugged into a nervecenter at top dead center of the thing's huge bell. She directs it to turn, and it pulses, coming slowly around. The other medusae are not ridden, but they follow mindlessly.

A Scorpion, banking around the flank of the Big Rock-Candy Mountain, finds itself tangled in a curtain of rubbery tentacles a hundred meters long. The pilot tries to pull free as he looks up-- In time to see more of the gas-bags converging, their bells pulsing vigorously. More stringy tentacles wind over the Scorpion. It twists and turns, trying to get free.

Tsu Te rides up near the unmanned medusas which are gripping the Scorpion. He waits until the tentacles have drawn it up near the gas bags, then fires a flaming arrow into the middle of them. KA-BOOM!! They go up like the Hindenburg in an enormous fireball which engulfs the Scorpion. The gunship drops, bathed in fire and giant-jellyfish parts. It hits the rocks below and the fuel explodes.

A pair of Samsons pursue half a dozen rayriders through the intermittent clouds which wreath Big Rock-Candy Mountain. They suddenly find themselves in a swarm of medusae. The Samsons slow down, looking for a way out of the pack of giant balloons. The rays peel away, disappearing.

The pilots see a flash of red wings, an arc of fire, and then the balloons around them explode... each detonating the one next to it. The Samsons are consumed in an inferno of exploding hydrogen.

IN THE LAB back at base, the controllers watch in amazement as the medusae explode. They see the Samsons fall like burning toys. A SECFOR trooper strides in, shutting down the big monitor. He tells them to go to quarters until the emergency is over.

Hegner clubs him from behind with a computer keyboard. The other controllers jump in, wrestling him down. Spindly Norm Cheeseman grabs the guy's gun and runs for the door, yelling.

THE LINKROOM door is hurled open and the controllers charge in, led by Cheeseman. Hegner barricades the door at the end of the connecting corridor, then falls back to the linkroom. He seals the door there, and pushes lab equipment against it. The controllers scramble into their link chairs, pulling the helmets down.

THE FOREST IS A SMOKY HELL. Fires seem to burn all around. The troopers are separated and disorganized. Shooting at shadows.

Na'vi run along massive tree boughs, like walkways through the canopy. They fire arrows down at two powersuits walking below. The arrows are tipped with bladders of sticky liquid, which break over the powersuits.

A beat, while the troopers inside try to figure out what's going on. Then a flock of stingbats descend on them, drawn to the attractant. They swarm so thickly around the bubble canopies that the troopers are blinded. One of them blunders into a ravine. The other fires around him wildly, panicking.

SPLAT!! Bladders of attractant burst among a squad of regular troopers and volunteers. Within seconds a swarm of HELLFIRE WASPS, big as sparrows, is zipping around them. The squad scatters, screaming. A couple of them fall and don't get up.

Lyle, nearby, is yelling on his intercom for a report. Who's screaming? What's going on. A regular trooper near him jerks back as a SLINGER DART appears in his chest, piercing his ballistic armor.

A scream on his left and another man is taken down by a leaping SLINTH. Lyle sees its striking head snap forward into the man's chest and knows he is dead. Lyle fires his cannon. The slinth flips convulsively amid flying earth and splintered bark.

Lyle stands there panting, looking around wildly, wondering what's going to come out of the jungle next.

AT THE BASE Norm Cheeseman's avatar sprints with powerful strides across the compound.

Inside, a SECFOR security squad blasts open the door to the corridor connecting to the linkroom. They enter the corridor, advancing warily with their guns aimed.

K-RUNCH!! A bulldozer blade rips through the wall from outside. The corridor is flooded with lethal Pandoran air. The SECFOR guards are overcome, hacking and coughing. They retreat, staggering back the way they came.

OUTSIDE Norm pivots his bulldozer and advances on the SECFOR offices. He revs the giant machine and crashes straight into the wall. The SECFOR OPERATIONS CENTER, from which the battle was being coordinated, is breached. Selfridge gapes as toxic air swirls in. Alarms go off. The technicians flee their stations, abandoning the radar and communication equipment. They all make it out, sealing the door behind them. Selfridge stands in the corridor, gasping. His world unraveling. Norm, really enjoying this, gives it the gas and drives right into the Ops Center, turning the equipment to rubble.

IN THE JUNGLE regular troopers and volunteers run to the ramp of the Valkyrie shuttle which was their landing craft. They are pursued by viperwolves, some of which follow the last men into the ship.

The pilot hears screaming and yelling from the back compartment. He panics, and starts an emergency takeoff. The huge ship rises into a hover and accelerates forward. Out of the trees comes a shiny black shape which leaps onto the nose of the shuttle. The Manticore fills the ship's front windows. The pilot screams as the tail slams right through the canopy, shattering it.

OUTSIDE we see Zuleika and the manticore drop off the accelerating ship from a height of 20 meters. The manticore crashes down through foliage and lands agilely. The shuttle accelerates out of control-- It climbs out of the forest--Inside, the pilot is dead at the controls, the co-pilot gagging on the poisonous air.

The shuttle hits the underside of Mons Veritatis. It explodes, and hundreds of tons of flaming debris drop back into the forest.

Quaritch watches the wreckage falling. He orders the other shuttle to get out of the battle area. It is their only way of getting back to Prometheus... the ticket home. And then he turns back to the battle. And you see in his face that he is over the edge. There is no logic in his brain now. Only death.

Tsu Te glides his leonopteryx just beneath the cliffwall of the Big Rock-Candy Mountain. He passes a broad waterfall... a shimmering curtain.

The Dragon gunship explodes out of the veil of water, bearing down on Tsu Te with thundering turbines. Quaritch opens up with the cannon as Tsu Te banks his mount. The rounds rip across the leo's wing, and the dying animal flutters like a broken kite down into drifting clouds. Josh, circling above, sees Tsu Te get shot down.

The dying leonopteryx crashes down through the trees, lodging in branches high above the ground. Tsu Te falls the rest of the way, clutching at vines as he tries to break his fall. He hits the ground, and lies there... badly injured.

Josh's leonopteryx drops like a Mig 29, slamming into the Dragon with an earsplitting screech. The Dragon lurches, but is not toppled like the Scorpions. It shakes off the stunned leonopteryx, and banks around to fire.

Josh dives and the chase is on. They jink and turn, dive and climb. Josh dodges a fusillade of cannon fire and air-to-air missiles, more by luck than skill. He dives for the sheltering trees. They zigzag through the obstacle course under the canopy of foliage. Josh leads the Dragon into a net-trap. The Na'vi drop the net after he passes-- And the Dragon rips right through it like lace.

Josh looks back. Uh oh. He climbs hard, and the Dragon follows, ripping up the jungle around him. Josh pushes the leo hard, climbing into a cloud bank. The Dragon follows. They bank along a cliff wall, almost brushing the rock. The pilot of the Dragon loses sight of Josh amongst a set of rocky spires. Quaritch is scanning, looking for his target.

Josh finishes his tight bank above the gunship and dives toward its broad back. He pulls out, skimming over the ship. Uncoupling his neural link, he rolls backward off the leonopteryx's back. Josh hits, skidding, on the hull of the Dragon.

Quaritch sees the leonopteryx zoom overhead and flap away from them. He sends a missile after it and the scarlet demon vanishes in a fireball.

The huge gunship hovers, pivoting slowly as it scans for another target. Josh runs along the back of the thing, pulling two grenades from the bandolier. He pulls the pins with his teeth. Then hurls them into the intakes. BOOM! BOOM! The explosions rip through the gunship's guts. It drops like an elevator. Josh clings to a gunturret. Out the side of the bubble canopy, Quaritch sees Josh clinging to the ship ten feet from him. The pilot tries in vain to regain control.

The gunship blunders down through the treetops. Josh runs, diving out into space with everything he has--Grabbing an armful of lianas--He plunges down, ripping painfully along the vines as--The gunship crashes down through the trees and--Josh breaks his fall, hanging in a tangle of vines as--The gunship slams down into a small lake with a white explosion of water far below.