INT. STARKILLER BASE - HOLDING CELL - DAY

Rey wakes, disoriented. She is in an angled, upright restraining rig. Looks over, startled to see Kylo Ren, mask in place, standing there.

Everyone watches Rey worriedly, unsure of what Kylo Ren is preparing to do.

"This isn't good." Obi-Wan remarks.

REY: Where am I?

KYLO REN: (LONG BEAT) You're my guest.

"Some hospitality." Anakin says with an eye roll.

REY Where are the others?

KYLO REN: You mean the murderers, traitors and thieves you call friends? (Rey stares at him) You'll be relieved to hear that I have no idea.

"That's pretty ironic coming from him. Everything he just said is what he is too!" Ahsoka said angrily.

A few others nodded in agreement. He killed innocents on Jakku, betrayed the Jedi, and is planning to take what doesn't belong to him.

Rey studies him. She's fearful... but curious.

KYLO REN: (CONT'D) You still want to kill me.

REY: That happens when you're being hunted by a creature in a mask.

Kylo Ren stops, considers her... then reaches up, unlatches and REMOVES HIS MASK. Rey reacts, stunned. It takes a moment before she regains her own mask of defiance.

The Jedi all stare at Kylo Ren curiously. Whatever they were expecting him to look like, it certainly wasn't the average looking man you'd see everyday. If it wasn't for him obviously being a wielded of the Dark Side they would never have considered him as a threat.

Yoda studies Kylo Ren's face and is curious upon seeing no traces of the usual Sith yellow. Although Dooku doesn't exactly broadcast yellow Sith eyes either.

KYLO REN: Tell me about the droid.

REY: (a nervous beat) He's a BB unit with a selenium drive and a thermal hyperscan vindicator -

Anakin gives off a low whistle, obviously impressed by the droids functions.

KYLO REN: He's carrying a section of a navigational chart. We have the rest, recovered from archives of the Empire. We need the last piece. And somehow, you convinced the droid to show it to you. You. A scavenger -

"Wait a minute, Empire? What Empire?" Anakin exclaims in confusion.

"What Empire could this dark sider be talking about?" Mace asks with a scowl.

The Council is worried about this; what could have possibly happened in the obviously large time gap? Why would the Jedi ever have allowed an Empire?

Yoda glances over at Skywalker again worriedly, dreading the possibilities dancing through his mind.

Rey reacts - afraid - how does he know?

KYLO REN: (CONT'D) You know I can take whatever I want.

Trepidation flashes across Rey's eyes. Kylo Ren moves closer, his hand rising toward her. She recoils, but has nowhere to go. Kylo Ren nearly TOUCHES HER FACE... THEY'RE BOTH SURPRISED: they react to a feeling that passes between them - AN ENERGY THEY RECOGNIZE IN EACH OTHER. And then it's gone. Adversaries again. Rey can't move, quietly strains in agony, trying to resist Ren's probing.

Everyone slumps in their chairs in defeat. They all saw how quickly he tore the information from Poe's head. And Rey may be a powerful force user, but she has no training.

Nobody notices how Yoda suddenly studies the interrogation, sensing a shift in the force.

KYLO REN: (CONT'D) ... You're so lonely... so afraid to leave... (then, slight smile) At night, desperate to sleep... you imagine an ocean. I see it - I see the island...

Tears stream down her face as she resists. She tries to break free, but can't budge.

Anakin glares at Kylo Ren, angry at how he's invading Rey's private mind with no regard to her pain, almost enjoying to do this.

KYLO REN: (CONT'D) And Han Solo. You feel like he's the father you never had. He would've disappointed you.

"Oh I'm sure." Anakin said disbelievingly, crossing his arms.

His hand still on her face, her eyes fierce through the agony:

REY: - Get out of my head -

Everyone starts to take notice of her fierce determination with interest.

But this just makes Kylo lean closer.

KYLO REN: I know you've seen the map. It's in there... and now you'll give it to me. Don't be afraid. I feel it too.

Where her strength comes from, she doesn't know, but:

REY: I'm not giving you anything.

KYLO REN: We'll see.

"Come on! I'm sure she's got this!" Ahsoka says, starting to feel a bit hopeful about this.

He peers into her eyes intensely. She meets his gaze - DESPITE THE PAIN SHE IS STRONG. On Ren's face as HIS CONFIDENCE BEGINS TO MELT AWAY. He has slammed up against a barrier in her mind. He looks less certain by the moment as Rey seems to GROW IN STRENGTH.

Everyone can feel the strong internal struggle between the two in the Force, and are amazed at what they are feeling. Rey is, to their surprise... resisting his ability!

Anakin lets off a smile at this battle of will. Clearly Rey had more of it.

"She's... she's doing it!" Master Fisto says happily.

The Jedi start to silently cheer on Rey against Kylo Ren.

The FEROCITY of confrontation builds until it hits critical mass AND REY DOES THE UNTHINKABLE! SHE ENTERS HIS HEAD, AMAZED AT WHAT SHE IS SEEING!

REY: ... You... you're afraid... that you will never be as strong as... Darth Vader!

Anakin flinches slightly, confusing him as he sees a tiny glimpse of a dark mask: the same as before.

"Darth Vader?" Obi-Wan questions curiously. "I've never heard of that Sith Lord before," he says.

"Believe him to be the mask earlier, I do." Yoda says firmly, glancing back at Skywalker briefly.

"This apprentice will never be as strong as a fully fledged Sith Lord. I'm sure of it." Mace says firmly. A few others nod in agreement. From what they've seen Kylo Ren is indeed powerful, but Count Dooku would still be able to defeat him quite efficiently, and then the Sith Master himself they have yet to see or know anything about him at all.

"Rey is awesome." Ahsoka says happily. "She actually broke into his mind!"

KYLO REN SUDDENLY WITHDRAWS HIS HAND, as if her face were FIRE HOT. TAKES A STEP BACK, CONFUSED, RATTLED. Rey's body is released, she breathes deeply, her powerful eyes still on Kylo Ren, who starts to leave. And we PRELAP:

SNOKE: (V.O.) This scavenger, resisted you?

INT. STARKILLER PLANET - ASSEMBLY ROOM - NIGHT

Kylo Ren, mask off, stands before Snoke.

With Supreme Leader Snoke back on the screen, the Council Chambers grow cold again, and the Jedi shield themselves against its influence. They stare at the Master fiercely, wishing to know more about this Sith, or Dark Side master.

"Someone's not happy." Anakin remarks with a small grin.

KYLO REN: She's strong with the Force, untrained but, stronger than she knows.

And while Ren's mind no doubt goes to Luke:

SNOKE: And the droid?

Kylo Ren hesitates to reveal the truth. Then:

GENERAL HUX: (O.S.) Ren believed it was no longer valuable to us.

Ren turns back - Hux enters the large space, moves to the platform beside Ren.

"One problem with these Sith Empire's, is no one there can ever be your ally. They always clash with themselves." Master Plo says with a shake of his head.

"In this case, Hux and Kylo Ren seek to appear better in Snoke's eyes than the other." Master Mundi concludes.

GENERAL HUX: (CONT'D) That the girl was all we needed. As a result, the droid has most likely been returned to the hands of the enemy. They may have the map already.

Snoke is visibly furious.

SNOKE: Then the Resistance must be destroyed before they get to Skywalker.

GENERAL HUX: We have their location. We tracked their reconnaissance ship to the Ileenium system.

Everyone stares at the screen with horror. This couldn't happen! They just watched the decimation of the Republic! If the Resistance is gone then there will be no one left to challenge the First Order!

"No! They can't!" Anakin cries out angrily.

SNOKE: Good. Then we will crush them once and for all. Prepare the weapon.

Everyone slumps in their seat, defeated. It's the Hosnian System all over again...

Kylo Ren is stunned by the moment - that isn't what he meant at all -

KYLO REN: Supreme Leader. I can get the map from the girl. I just need your guidance.

SNOKE: If what you say about this girl is true, bring her to me.

Everyone's eyes flash with worry. It's one thing to resist the mind probe of a Dark Side apprentice. It's a whole other matter to resist the master of the dark side himself.

"How are they going to get out of this?"

Obi-Wa questions glumly.

INT. STARKILLER BASE - HOLDING CELL - DAY

SLOW PUSH IN ON REY, shackled, mind still racing over what's happened between her and Kylo Ren. She is flooded with emotions, feeling her potential, her strength, that in this moment of being restrained, perhaps anything is possible. She turns to the Stormtrooper Guard. Studies him for an intense beat. Then says:

REY: You will remove these restraints. And leave this cell, with the door open.

Obi-Wan perks up a bit. "She's not attempting to do what I think she is, right?" he asks.

Anakin looks at him. "What, your mind-trick?" he questions in confusion.

Obi-Wan nods at him. "Of course my mind trick!"

"How would she have even learned that technique in the first place?" Master Ti asks in confusion.

The Stormtrooper Guard looks at her. A beat.

TROOPER GUARD #2:

What did you say?

"I don't think it's working Master." Ahsoka says nervously. Anakin nods in agreement while Obi-Wan frowns.

Rey's eyes stay trained on him. She shifts in her seat, her confidence wavering, but she repeats, with authority:

REY: You will remove these restraints. And leave this cell, with the door open.

The Stormtrooper Guard, rifle aimed, MOVES FOR HER. Rey's heart pounds - is she about to be killed, freed, or laughed at? The tension unbearable when the Guard says:

TROOPER GUARD #2: I'll tighten those restraints, scavenger scum!

Anakin sighs. "Yeah, you shouldn't have expected that to work all of a sudden."

INT. STARKILLER BASE - CORRIDOR 1 - DAY

LOW ANGLE:

Kylo Ren, masked, rounds a corner, PASSES US.

Everyone watches fearfully, unsure of what will happen to Rey next. They all hope she can trick the Stormtroopers in time before Kylo Ren arrives.

INT. STARKILLER BASE - HOLDING CELL - DAY

Rey stares intently at the trooper. Calms herself. And tries again.

"She's calming herself, it should work this time." Obi-Wan says confidently.

REY: You will remove these restraints. And leave this cell, with the door open.

TROOPER GUARD #2: I will remove these restraints. And leave this cell, with the door open.

Obi-Wan gives Anakin a smug grin. "See? What did I tell you Anakin?" He merely waved his arm in disinterest while Yoda chuckles in amusement.

He reaches down and UNLATCHES THE RESTRAINTS. HE THEN TURNS AND STARTS TO HEAD OUT, her back to him as he exits.

SHE IS IN SHOCK. Then tries, quickly:

REY: And you will drop your weapon.

TROOPER GUARD #2: And I'll drop my weapon.

The Trooper Guard DROPS HIS WEAPON without turning back - Rey HEARS the gun fall. She's incredulous. The guard has LEFT THE CELL, ITS DOOR OPEN. REY, in ABSOLUTE DISBELIEF, MOVES QUICKLY OUT OF FRAME!

"That's just crazy. Resisting a trained apprentice, mind tricking a guard as her first use of the Force," Anakin says in stunned and amused disbelief.

"With the Force, possible, anything is." Yoda says firmly.

INT. STARKILLER BASE - HOLDING CELL - DAY

Kylo Ren enters the cell - we PUSH IN ON HIM as he takes in the empty cell - AND IMMEDIATELY UNDERSTANDS WHAT HAS HAPPENED.

"Uh oh," Ahsoka says with a grin on her face.

KYLO REN NO!

Enraged, he RIPS OUT HIS SABER and -

EXT. STARKILLER BASE - CORRIDOR 1 - DAY

WIDE ANGLE, empty corridor, toward the cell: we only HEAR the horrible SOUNDS. DESTRUCTION. YELLING. A few pieces of red hot DEBRIS BOUNCES into the corridor. Two STORMTROOPERS, crossing at the far end of the hall, STOP TO WATCH this display of pure FURY. They retreat, and fast. <

Anakin and Ahsoka laugh at the sight, while Obi-Wan, Yoda, Kit Fisto and Plo Koon give off amused chuckles. Seeing Kylo Ren go into a rage like that, and seeing the two troopers slowly back away is such a funny thing to witness.

INT. STARKILLER BASE - CONTROL ROOM - DAY

Workers at their controls. Vast snowy landscape seen outside. Their GAUGES RISE - THE WEAPON CHARGING SLOWLY -

GENERAL HUX: Begin charging the weapon!

STARKILLER TECHNICIAN: Yes, sir. Weapon charging.

Everyone's amused demeanor disappears and they watch the abomination fearfully.

EXT. STARKILLER BASE PLANET - DAY

A vast view of the planet - a MASSIVE SOLARVAC ARRAY surrounds a port TEN MILES IN DIAMETER. MILLIONS OF PANELS turn on the ARRAY - a wave of BRILLIANT REFLECTIONS. Suddenly, like a planetary-scale TESLA COIL LINE OF ENERGY, THE POWER OF THE SUN begins to TRAVEL DOWN to the Starkiller Base planet.

"It charges up with a star!?" Anakin exclaims in surprise and disbelief. "When was that ever a possibility!?"

The Jedi don't have any answer, and they're too worried about the Resistance to wonder how the abomination works. All they need to know is that it needs to be destroyed!!

But how?!

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