EXT. WINTERFELL COURTYARD - NIGHT

Quiet reigns. UNSULLIED, WILDLINGS, NORTHERN MEN--and they are almost all men--stand in the courtyard, hands on their weapons. LOWBORN MEN pass through, carting dragonglass daggers, rocks, ropes, pitch, all the implements of war. Fires burn in pits and on torches. SER DAVOS SEAWORTH stares into the middle distance.

Distant sounds of metal striking an anvil, footsteps, horses, and creaking wood fill the air. Each sound draws attention to the absence of speech.

Here, as in EVERY EXTERIOR WINTERFELL SHOT, SNOW FALLS, blanketing the roofs and the courtyard.

CUT TO:

EXT. WINTERFELL RAMPARTS - NIGHT

A LATERAL PAN reveals the silent preparations. ARCHERS stand at the battlements; one or two murmur to themselves or look skyward, as if in prayer. GENDRY helps set up a TREBUCHET on a corner platform. LYANNA MORMONT paces; JORAH MORMONT follows behind.

THE HOUND, ARYA STARK, and BERIC DONDARRION survey the darkness, broken by two far-off concentric rings of fire. There are five unlit rings, closer to the castle, though we may not be able to see them in the darkness. Here and there torches burn between the rings.

DOTHRAKI stand on their HORSES in the inner circles. Legions of UNSULLIED, WILDLINGS, and NORTHERN SOLDIERS stand resolute in the outer ones. They, too, stand silently, waiting.

CUT TO:

EXT. RIGHT FLANK - NIGHT

Far from the castle, in one of the outer circles. A motley company of WILDLINGS and NORTHERN MEN stand together. TORMUND GIANTSBANE, GHOST, SAMWELL TARLY, and EDDISON TOLLETT stare out into the night.

CUT TO:

EXT. LEFT FLANK - NIGHT

On a slight rise, just behind the inner circle of fire. SER BRIENNE OF TARTH, SER JAIME LANNISTER, PODRICK PAYNE, and a company of NORTHERN WARRIORS stand ready for battle.

OFF Brienne, who stares into the utter blackness beyond the fires.

CUT TO:

EXT. THE FRONT - NIGHT

A large UNSULLIED LEGION, led by GREYWORM, stands in formation behind a line of fire. NORTHERN SERVANTS, mostly boys and old men, stoke the flames with wood and pitch. A few wights can be seen at the edge of the darkness, their blue eyes glinting in the firelight.

SEVEN RAVENS fly from out of the darkness overhead. Their eyes are white. A SERVANT BOY watches them. As they fly, their eyes turn black.

BRAN

(V.O.)

The dead are all around us.

CUT TO:

EXT. WEIRWOOD TREE - NIGHT

BRAN STARK sits by the base of the Weirwood Tree, defended by THEON GREYJOY and THE IRONBORN SOLDIERS. THEON GREYJOY turns to Bran.

THEON

What do you mean?

BRAN

The army of the dead have encircled Winterfell.

THEON

What are they doing?

BRAN

Standing still. Like us.

BRAN (cont'd)

They're waiting for us to starve. Even with the dragons, we can't hold out forever. They can.

BEAT as Theon processes this information.

THEON

How many are there?

BRAN

Twenty-five thousand. Not counting the animals.

OFF Theon and the Ironborn's reactions to this: fear, worry, disbelief, even relief. Finally, this nebulous threat has a number to it. A look of confusion enters Bran's usually vacant face.

THEON

How many white walkers (are there)--

BRAN

(over)

This isn't right.

Theon works very, very hard not to panic.

THEON

What isn't right, my Lord?

BRAN

There should be more.

Bran slowly turns his gaze to Theon.

BRAN (cont'd)

Where are the rest of them?

OFF Theon. Panic time. You're the Three-Eyed Raven, Bran. How do you not know?! Before he can ask, Bran's eyes roll back in his head.

CUT TO:

INT. WINTERFELL CRYPTS - NIGHT

WOMEN and CHILDREN huddle in the crypts, guarded by NORTHERN SOLDIERS stationed at the doors. TYRION and SANSA sit together. MISSANDEI sits among strangers. GILLY and LITTLE SAM sit with a group of WILDLING WOMEN, including a visibly PREGNANT WILDLING, with whom Gilly talks quietly.

A matronly SEPTA WOLFET and her SIX FOLLOWERS hold hands around a tomb. Her followers are Northern, noble and lowborn, ranging in age from girlish to elderly.

SEPTA WOLFET

In the name of the Warrior, we ask for protection.

OFF TYRION LANNISTER, watching skeptically, and SANSA STARK beside him.

SEPTA WOLFET (cont'd)

(background, O.C.)

(In the name of the Maiden, we ask for love.)

TYRION

(murmuring to Sansa)

They do know the tombs are made of stone, don't they?

SANSA shushes him.

SEPTA WOLFET

(background, O.C.)

(In the name of the Mother, we ask for peace.)

TYRION

I shouldn't have said anything. It won't (do any good to...)

SANSA

(over)

You've said it and you can't take it back.

BEAT.

SEPTA WOLFET

(background, O.C.)

(In the name of the Father, we ask for guidance.)

SANSA

That was spiteful. Forgive me.

TYRION nods.

SEPTA WOLFET

(background, O.C.)

(In the name of the Crone, we ask for wisdom.)

SANSA

I remember learning these prayers from Septa Mordane. I asked her once, "Do the Old Gods and the New Gods talk to one another?"

SEPTA WOLFET

(background, O.C.)

(In the name of the Smith, we ask for strength.)

TYRION

What did she say?

SEPTA WOLFET

(background, O.C.)

(In the name of the Stranger, we ask for the dawn.)

SANSA

I can't remember. I only remember being confused by her answer.

Septa Wolfet and her followers unlink hands. The crowd, Tyrion and Sansa included, watch in silence as they walk to the next tomb.

TYRION

I was seven years old when I first saw a man worship the Old Gods.

Septa Wolfet and her followers link hands around the next tomb.

TYRION (cont'd)

Winter had just ended, and my father traveled North to forge an alliance with the Manderlys. I don't know why he took me. Perhaps he meant to leave me there.

SEPTA WOLFET

(background, O.C.)

(In the name of the Warrior, we ask for protection...)

TYRION

We'd just passed Moat Cailin when I looked out my carriage window and saw an old man bowing to a tree.

OFF the crowd: fascination and resentment. The PREGNANT WILDLING scowls.

TYRION (cont'd)

I knew the Old Gods from my history books. But seeing that man struggle to lower himself to his knees, his gnarled hand clutching his staff...it showed me, in a moment, that history is a living thing. Not maps, not statues and tombs, not words in a book or a song. History was woven through every part of life, from the highest throne room to the lowliest hut.

PREGNANT WILDLING

Is that how you see us, then? Us and the Gods. We're just playthings for your stories.

SANSA

That is no way to speak to a Lord.

PREGNANT WILDLING

He's no Lord if he's down here with us.

SANSA

Hold your tongue.

TYRION

(over)

Sansa--

PREGNANT WILDLING

(over)

I'll not have Southern men talk down to me when (they should be fighting for--)

SANSA

(over)

You will do as I command while under my brother's protection--

PREGNANT WILDLING

Your brother's protection? The man who kneeled as soon as you crowned him? If a foreign bitch is all it (takes to)--

SEPTA WOLFET

(O.C., over)

Enough.

All turn to see Septa Wolfet, trailed by her six followers, standing before them. Septa Wolfet stares down the pregnant Wildling.

SEPTA WOLFET (cont'd)

(to PREGNANT WILDLING)

We'll not have this tonight.

The pregnant Wildling withers resentfully under Septa Wolfet's stare. Tyrion chides Sansa with a glance. The Septa, and her retinue, walk to the next tomb.

Missandei hugs herself. She's not among friends.

OFF Tyrion, lost in thought.

SEPTA WOLFET (cont'd)

(O.C.)

In the name of the Warrior...

CUT TO:

EXT. OVERLOOK - NIGHT

DAENERYS TARGARYEN and JON SNOW stand in front of DROGON and RHAEGAL, overlooking the battlefield. Two circles of fire flicker in the distance. The army of the dead are just visible as a black mass in the darkness.

DAENERYS

It's a siege.

(to JON)

They're starving us out. When the fires die and our people grow weak, they'll cut them down. If we let them.

Daenerys walks away, toward Drogon. Jon runs after her, grabs her hand before she can mount.

JON

What are you doing?

DAENERYS

Forcing their hand. We'll attack while our soldiers are strongest.

(to JON)

Burn out their Western flank. I'll take the East.

JON

We must wait.

DAENERYS

They want us to wait. They can stand like that for ten years. No supply lines, no reserves, no need for food or sleep.

JON

We don't know where the Night King is. What if he kills another dragon?

(BEAT)

What if he kills you?

Drogon and Rhaegal stir, but Jon and Dany take no notice.

DAENERYS

I won't have people die for us while we stand and do nothing. We must--

JON

We must have patience, Your Grace.

He reaches out hesitantly, settles for touching her shoulder. She shies away.

JON (cont'd)

If they can stand for ten years, they can stand until morning, when we can see them better. At the first sign of movement--

A RUSTLING SOUND, from the darkness behind them, draws their attention. Drogon shoots out a warning jet of flame. A bit of grass burns, but no life or un-life shows itself. Jon instinctively shields Dany. BEAT as they recover.

DAENERYS

We can burn through the dead like dry kindling. End this battle before it begins.

JON

Until Bran signals to us, we must wait. Anything else is folly.

DAENERYS

(scoffs)

Folly?! We have two dragons--

JON

They can kill dragons. We're blind in the dark.

DAENERYS

Am I your Queen or am I not?

BEAT as Jon and Dany stare each other down. Rhaegal and Drogon shift, shielding them with their bodies.

JON

I fought the dead at the Battle of Hardhome, Your Grace. Their powers lie beyond the strength or the magic of men. You are my Queen, now and forever, and I will not risk your life without a purpose or a plan.

Daenerys rankles at this insubordination. Still, he has a point. She turns back to watch over the cliff.

MATCH CUT TO:

EXT. OVERLOOK - MORNING

Same shot, only now it's light. Snow falls thick on the unmoving WIGHTS below. More wights stream in from all directions.

RHAEGAL and DROGON curl protectively around JON and DAENERYS, now exhausted. RHAEGAL surveys the cliff side behind them for any threats.

DAENERYS

The longer we wait, the more soldiers they have.

Daenerys gestures to a line of WHITE WALKERS among the dead. They all look up in unison--as if they know they're being talked about.

JON

We have no sign--

DAENERYS

If Lord Bran died in the night, how would we know? What if no sign comes?

BEAT as Jon searches for words.

DAENERYS (cont'd)

What if they come to us? You saw a White Walker move from a mountaintop to the ground below in the space of one breath.

JON

I don't know if I saw rightly. You cannot imagine how fear swallows your mind on a battlefield--

DAENERYS

Can I not?

JON

Without your dragons. You and your armor and your sword. Alone.

BEAT as they stare each other down.

DAENERYS

The odds grow against us every hour. The White Walkers have their purpose, and their plan. If we wait for them to strike, we're as good as following their orders.

JON

Your Grace--

DAENERYS

Mid-day. I will wait until midday for a sign, and no longer--

JON

--If we--

DAENERYS

And no longer. We must draw first blood. Anything else is folly.

OFF Jon's frustration and anger.

EXT. WINTERFELL RAMPARTS - MORNING

P.O.V. SHOT from the ramparts of DROGON and RHAEGAL on the overlook. JON and DAENERYS are tiny figures before them.

REVERSE SHOT of JORAH MORMONT, his eyes on the overlook. LYANNA MORMONT, standing next to him, scowls across the battlefield. ARCHERS stand at the ready on either side of them; a trickle of SERVANTS passes behind them, carrying dragonglass, more arrows, food, wood, etc.

LYANNA MORMONT

How will we withstand a siege with our armies outside the castle walls?

JORAH

We could build new walls.

If Lyanna reacts, it's with scorn.

LYANNA MORMONT

How long will the fires burn?

JORAH

A few days. A week, if the snow lets up.

LYANNA MORMONT

Not long enough. We should have brought more wood.

BEAT. BERIC DONDARRION, walking behind them, does a double-take at Lyanna. A kid, on the ramparts? Now?

LYANNA MORMONT (cont'd)

You've spent some time with these dragons. How long can they go without food?

JORAH

Nine or ten days, but no longer.

LYANNA MORMONT

Will they eat the dead, or only burn them? What will they eat if there's only dead things for miles around?

JORAH

It'll be over long before it comes to that.

BEAT as both reflect on the future.

JORAH (cont'd)

Will you not go down to the crypts?

LYANNA MORMONT

I will not. If I must die, I will die fighting.

JORAH

You'll not fight alone.

Jorah puts a protective hand on Lyanna's shoulder.

CUT TO:

EXT. WINTERFELL RAMPARTS - MOMENTS LATER

A few feet away, THE HOUND and BERIC DONDARRION stand, all tension.

BERIC DONDARRION

The last of House Mormont.

REVERSE SHOT: Lyanna and Jorah, seen from behind. His hand's still on her shoulder. The Hound grunts.

BERIC DONDARRION (cont'd)

Sad to see children fighting.

THE HOUND

There are a lot more children out on that battlefield. And the dead care not for titles or houses.

(almost with humor)

They come for everybody. No matter how many times you give them the slip.

The smile falls from the Hound's face. He retreats into his own dark mood. Beric glances at the spot where Lyanna was just standing.

CUT TO:

EXT. THE FRONT - MORNING

A BOY SERVANT staggers under the weight of a massive piece of wood. He lets it fall into the fire, then rests, breathing heavily. He looks up and sees the WIGHTS, snow-capped and still, staring back at him.

GREYWORM

(O.C.)

Stay back.

The boy turns. Greyworm, standing with his company, stares past him. The boy scuttles away.

CUT TO:

EXT. ABOVE WINTERFELL - MORNING

SEVEN WHITE-EYED RAVENS float on an updraft, surveying the castle and the battlefield below. They fly off in different directions. Below them, WIGHTS stream in across the horizon, massing outside of Winterfell. A few of the WHITE WALKERS look up, following the raven's courses with their eyes.

CUT TO:

EXT. RIGHT FLANK - MORNING

Same company as in SCENE 3, now disheveled and wanting sleep.

SAM

I'm going to die here.

EDD

We all are.

SAM

(miserably)

I don't mean that. I mean now, before it's even started.

EDD

Go and die over there, then.

(gestures to unlit FIRE CIRCLE)

We'll roll you into the fire. You'll burn long.

SAM

I'm not cut out for this.

TORMUND

Have you never fought before?

SAM

I have! Just not so many of them. Not like this.

TORMUND

No one on earth has fought like this. Except for me and your Lord Commander. And a few others.

The conversation continues, but Tormund's distracted by his own dark memories.

SAM

I hope Gilly's getting on alright. I keep thinking, I should have given her a pillow or a blanket. It'll be hard sitting on those stone floors for hours--

EDD

Better hard sitting than hard standing.

SAM

She's pregnant, Edd. How would you feel, sitting on a stone floor without a cushion?

EDD

I dunno. I've never been pregnant, have I?

Tormund's gaze wanders to the LEFT FLANK. We focus on him as Sam and Edd's conversation fades out.

SAM

Is that what this is about? We're about to die and your mind turns to...that?

EDD

Being pregnant?

SAM

Being a virgin.

P.O.V. SHOT of the LEFT FLANK: SER BRIENNE stands at the front of her soldiers, resolute.

SAM (cont'd)

It's not shameful, you know. You've kept your vows better than most of (the Night's Watch)--

EDD

(OVER)

I'm not ashamed. I'm...wistful.

SAM

Wistful?

EDD

It means thinking of what could have been.

SAM

I know what it means...

OFF Tormund, and his look of regret and longing.

CUT TO:

EXT. WEIRWOOD TREE - DAY

BRAN sits white-eyed in his wheelchair. Snow piles on his head and his clothing. THEON looks over, sees this, beckons over a subordinate IRONBORN SOLDIER.

THEON

(to IRONBORN SOLDIER)

He'll freeze with that snow on him. Have a servant stand by to keep him clean.

IRONBORN SOLDIER

Yes Milord.

THEON

And give him another blanket. We can't have fire so close to the tree.

IRONBORN SOLDIER

Yes Milord.

The Ironborn Soldier walks away. Theon, feeling some return of his old self, eases back into battle-readiness and gazes skyward. All snowclouds. A RAVEN circles above.

MATCH CUT TO:

EXT. OVERLOOK - DAY

The same RAVEN, now seen from the overlook. Although it's not close-close, we can still see that the hawk has WHITE EYES. JON and DAENERYS sit inside a circle formed by the bodies of RHAEGAL and DROGON.

DAENERYS

(to JON)

There's your sign.

She walks to Drogon, but Jon is still staring at the hawk.

P.O.V. SHOT: the raven, flapping its wings. Its eyes turn black. Moments later, an ICE LANCE spears the raven from below. A few feathers float on the breeze as the lanced raven falls to earth.

JON

(to DAENERYS)

And there's yours.

OFF Daenerys: terror, anger, outrage. After a moment, her resolve returns.

DAENERYS

What shall we do? Wait until everyone's dead? That spear just killed your brother--

JON

It did not. The raven's eyes turned black just before...

Daenerys scoffs and turns to mount Drogon.

JON (cont'd)

Do you think I like sitting up here, watching the dead gather around us? Every moment is a fresh agony.

DAENERYS

Then fly with me. Before Vis...before the Night King comes. They can't kill us both.

JON

(laugh)

They absolutely can.

(doubtful)

Perhaps if we fly out of range, behind the clouds...

Daenerys scowls at him as she mounts Drogon. Jon walks to Rhaegal.

CUT TO:

EXT. LEFT FLANK - DAY

P.O.V. SHOT: DROGON and RHAEGAL flying from the overlook, up past the clouds.

REVERSE SHOT: The same company from SCENE 4, a little worse for the fear, silence, and lack of sleep. PODRICK watches the dragons as they fly above and behind the company.

JAIME sneaks a furtive--wistful, even--look at BRIENNE. She feels his eyes on her, returns the look for a moment, then turns away. There's a war to fight.

PODRICK

Are we facing north?

BRIENNE

Yes.

PODRICK

Then why--

A distant DRAGON ROAR, from behind them, cuts Podrick off.

PODRICK (cont'd)

(trying again)

How are the dead coming from the south?

BRIENNE

(exasperated mom vibe)

The Army of the Dead have marched south from the wall, past Last Hearth, to Winterfell. They are not south of us--we are south of them.

Another distant blast of dragonfire fills the silence.

MATCH CUT TO:

EXT. LEFT FLANK - TWILIGHT

The same company, even worse for wear. Men visibly flag, propping themselves up on their shields or lances. Podrick looks to the overlook.

P.O.V. SHOT: THE OVERLOOK, just visible in the twilight. DROGON and RHAEGAL are back; RHAEGAL has one wing extended awkwardly. Blood dribbles out of a large wound--probably made by an ice lance--at his "elbow." GLOWING BLUE LINES spider out from the wound site.

JAIME

(to Brienne; gesturing to RHAEGAL)

Lucky. After a fashion.

SEVEN WHITE-EYED RAVENS fly overhead, rising toward the overlook. A few of the soldiers look up, marvel at them. Not for long. FIVE WIGHT HAWKS descend on the ravens. Black feathers explode from the melee, then flutter to earth.

BRIENNE

SHIELDS UP! GUARD YOURSELVES!

The soldiers comply, but too late. The wight hawks swoop down.

Brienne impales one hawk on OATHKEEPER.

Another hawk lands on Podrick. It pecks out his eyes and tears his face open. It's faster than a normal hawk, and more vicious. Feathers fly off it with every movement. Blood spills in the dirt.

One hawk tries to land on Jaime, but he stabs it with WIDOW'S WAIL. It falls to the ground, exanimate.

The other three hawks land on soldiers and gore their faces and necks. Men stab at the hawks, miss, stab each other. Panic overtakes the company. Brienne, unable to reach Podrick through the crush, fights to restore order.

BRIENNE (cont'd)

(to soldiers)

HOLD YOUR GROUND!

A soldier pierces Podrick's hawk with a dragonglass shard; it cries out and drops. So does Podrick, screaming. One by one, the hawks stab and fall still, but the damage is done. Dozens of men bleed freely from open faces, stab wounds, and other missing bits.

Brienne wheels around, searching for the next threat. Snow continues to fall. A fog moves in.

CUT TO:

EXT. WEIRWOOD TREE - TWILIGHT

CLOSE-UP: Bran's face. His blank eyes run with blood. A few Ironborn soldiers, including THEON, stand around him. What should they do? Whom should they ask for help? The men look to Theon.

FOG, now wispy, grows thicker as the scene progresses.

THEON

He's breathing.

IRONBORN SOLDIER

He won't be breathing long, bleeding like that.

BEAT. Theon surveys the yard.

THEON

(to IRONBORN SOLDIER)

Bring a nurse up from the crypts. Fetch her anything she asks for.

IRONBORN SOLDIER

Yes, Milord.

Ironborn Soldier walks away. Theon readies himself; the fog has him uneasy. A broken hawk's cry cuts through the silence...

CUT TO:

EXT. THE FRONT - TWILIGHT

...the hawk's cry carries over into this shot. GREYWORM stares into the thickening fog; his soldiers stand in formation behind him. The fire before him gutters and sparks in the damp. Our BOY SERVANT hurries to feed it with wood.

The wights now stand just beyond the fire. How long must they stand here? As long as it takes. Greyworm renews his resolve.

SAM

(V.O.)

I never thought I'd die fat.

CUT TO:

EXT. RIGHT FLANK - TWILIGHT

As in SCENE 3, plus exhaustion. Edd tries to comprehend Sam's nonsequitir. All he can manage is...

EDD

Why wouldn't you die fat?

SAM

I thought I had time to change.

EDD

You mean stop eating? You've had time enough for that.

OFF Sam, ashamed.

TORMUND

You won't be fat for long, when the dead get their teeth in you. They'll tear you apart like a chicken.

SAM

What comfort this is. We're about to die screaming in agony and you lot--

A flurry of ENORMOUS WIGHT BATS swoops out of the fog and onto their faces. Screams, as the flying assault continues without cease: bat after bat, followed closely by WIGHT HAKWS, OWLS, OSPREYS, and other large birds of prey. Blood, tissue, feathers, and tiny bird bones fly in all directions.

MATCH CUT TO:

EXT. THE FRONT - NIGHT

The Unsullied try to hold formation against the assault of WIGHT BIRDS, but it's not easy. GREYWORM stabs a WIGHT OWL boring into the jugular of one of his men. An OLD SERVANT shields our BOY SERVANT beneath him as the assault continues. The flames gutter in the wind.

CUT TO:

EXT. DOTHRAKI CIRCLE - NIGHT

Flying creatures pelt the DOTHRAKI CAVALRY. Panic reigns; horses rear up, try to run, bite and kick. If a horse falls, he and his rider are soon trampled underfoot.

DOTHRAKI RIDER

(Witchcraft!)

DOTHRAKI GENERAL

(Retreat!)

DOTHRAKI RIDER

(To where?!)

CUT TO:

EXT. WINTERFELL RAMPARTS - NIGHT

Pandemonium. ARCHERS frantically load arrows onto their bows, but it does no good. Large WIGHT BIRDS pour from the sky. Undead birdsong fills the air. The birds peck out men's eyeballs, lips, tongues, necks--any soft tissue they can reach.

THE HOUND rips a WIGHT RAPTOR off his cheek. Three more appear in its place. GENDRY streaks past, blood streaming from the holes where his eyes used to be. JORAH shields himself and LYANNA MORMONT.

CUT TO:

EXT. WEIRWOOD TREE - NIGHT

A cloud of WIGHT RAVENS descends on the Weirwood Tree and rips it apart. Ironborn soldiers shout, run, scream. BRAN'S CHAIR stands unoccupied below the tree. No sign of BRAN or THEON.

CUT TO:

EXT. OVERLOOK - NIGHT

DAENERYS hears the screams below, though she can't see it through the fog. She moves to mount DROGON. JON follows.

JON

We must wait for Bran's--

DAENERYS

Enough! How many have already died for your hesitation?

She mounts Drogon and flies away. Jon's about to brood when RHAEGAL whips around and fires into the darkness behind them. A WIGHT DIREWOLF, mid-leap, crumples and burns under the flames.

OFF Jon, horrified. He mounts Rhaegal in a hurry. Rhaegal flies off, listing, shrieking in pain with each flap of his wings.

INT. HORNWOOD HUT - NIGHT

Moonlight streams through the doorway of a small hut. A PEASANT FAMILY sleeps peacefully in a bed by the fire. A PEASANT GIRL lies on the periphery of the tangle. A rustling noise outside rouses her from sleep. She sits up and looks out the doorway. The trees in the moonlight are too beautiful to resist.

CUT TO:

EXT. HORNWOOD FOREST - NIGHT

We're not in Winterfell anymore. A few snowflakes fall through autumnal trees. Birds call out to each other in normal, nighttime voices. All is well.

Our PEASANT GIRL walks through the forest. She spins a few times and laughs to herself, shy but happy. A strange, broken cry pulls her attention skyward.

Can it be? It is! A dragon! The peasant girl's eyes shine. She hops and dances as VISERION soars overhead. Uneven, rapid footsteps draw closer. When they come near, she turns, glowing.

PEASANT GIRL

Look! It's a--

Her smile dies.

P.O.V. SHOT of a skeletal WIGHT running toward her, arms outstretched. She runs. Her foot snags on a tree root and she falls to earth. The Wight falls on her. She dies screaming. More and more snow falls.

CUT TO:

EXT. VISERION'S BACK - NIGHT

Miles above HORNWOOD FOREST. THE NIGHT KING straddles VISERION, his arms raised. VISERION lets out a war cry.

CUT TO:

EXT. THE FRONT - NIGHT

WIGHT BIRDS stream through the fog, not so numerous but just as ferocious. UNSULLIED and SERVANTS lay dead, or stand bleeding from heads, faces, eye sockets, hands, necks. SNOW falls on and around them.

GREYWORM looks up. The blue eyes of the wights glint behind the fire. BOY SERVANT, bleeding profusely from a flap on his scalp, desperately fans the flames. WIGHTS fall across the fire, creating a bridge with their bodies. Boy Servant backs away, terrified.

GREYWORM

(STAND IN FORMATION!)

The Unsullied rally themselves.

GREYWORM (cont'd)

(SHIELDS! UP!)

The Unsullied lift their shields, hold out their pikes. The wights continue to fall across the now-choking embers of the fire.

GREYWORM (cont'd)

(HOLD!)

The wights are on them as a crashing wave of bodies. The remaining Unsullied don't stand a chance.

A WIGHT GIANT flings Servant Boy into the crush behind him.

Greyworm dies beneath the wave, without even time to scream.

Two jets of fire cut through the fog. DROGON and RHAEGAL burn through the wights along the front. The heat turns the fog to boiling steam. Men fall back among the carnage. Bodies burn in piles.

More wights rush forward, heedless, flinging themselves onto the fire and over each other.

MATCH CUT TO:

EXT. ABOVE WINTERFELL - NIGHT

The FOG DISPERSES as WIGHTS roll through the SEVENTH CIRCLE and fall at the SIXTH. More wights rush in from the darkness. DROGON and RHAEGAL cut wide swaths through them, keeping them back--just barely.

CUT TO:

EXT. LEFT FLANK - NIGHT

OFF BRIENNE. Blood streams from a gash across her forehead and down one cheek. A sea of terrified, maimed faces fills the frame behind her. The moment dilates.

BRIENNE

Fire! Now!

SERVANTS rush forward and light the wooden circle with firesteels. The circle catches flame in the darkness before them. More WIGHT BIRDS fall from the sky; all shield themselves. JAIME looks up from behind his shield.

P.O.V. SHOT: DROGON in the sky, writhing, whipping his head from side to side, faltering in the air. SWARMS of WIGHT RAVENS cover his head, fly into his nose and mouth, rip at his wings, cover DAENERYS (if we can see her in the dark).

MATCH CUT TO:

EXT. DROGON'S BACK - NIGHT

DAENERYS fights to hold on to DROGON as the WIGHT RAVENS swarm her. One arm shields her eyes, but they're everywhere else, tearing at her coat, her skin, her hair. DROGON flaps and cries, powerless to help his mother.

RHAEGAL swoops up, burns through the ravens around DROGON'S face. Daenerys, lit up by the flame, is almost unrecognizable behind the blood and the ravens.

We linger on this shot for a moment before RHAEGAL'S TALON swoops into frame, picks her up from DROGON'S BACK, and flies straight up toward the clouds.

MATCH CUT TO:

EXT. RHAEGAL'S BACK - NIGHT

JON looks down at DAENERYS, and below, at DROGON, growing smaller and smaller, fighting to stay airborne. Drogon, the fires, and the battlefield disappear behind a cloud.

CUT TO:

INT. WINTERFELL GUEST HOUSE - NIGHT

A narrow, unlit passage. THEON lugs BRAN over his shoulder. He listens to the quiet, slows his own breathing. The sounds of the battle come dimly through the stone.

Theon carefully makes his way down the passage. He comes to the end, peers around the corner. He's about to breathe a sigh of relief when ARYA STARK appears in-frame and covers his mouth. He moves to draw his sword, then relaxes when their eyes meet.

ARYA

(murmur)

Remember the secret passage to the Great Keep?

Theon nods.

ARYA (cont'd)

We'll go that way. There are no windows in the storage room.

She walks in front of them, draws her sword. Theon follows her. Bran continues to bleed, insensate, on his shoulder.

SANSA

(V.O.)

How is history a living thing?

CUT TO:

INT. WINTERFELL CRYPTS - NIGHT

BEAT as Tyrion realizes that Sansa is talking to him. Septa Wolfet's droning prayer partly covers the din of the battlefield.

SEPTA WOLFET

(distant background, O.C.)

(In the name of the Warrior, we ask for protection...)

SANSA

History is a record of what's happened. I'm sure it's full of lies. Even a sparrow has more vitality than all the books in the Citadel.

Septa Wolfet's prayers stops midway through Tyrion's lecture.

TYRION

We're not in this crypt because it's written in a book somewhere. We're here because men thought of death, and how to honor the dead after they'd gone. Men designed this crypt, built it, maintained it through centuries of war, winter, and famine. You live because those men lived and gave you life. History isn't just books, it's part of us. It's...

(gestures to crypts)

this room, and...

(gestures to group)

...this moment.

OFF Sansa--she's had quite enough of this. MISSANDEI looks equal parts moved and despondent. GILLY hugs her belly protectively. The PREGNANT WILDLING still scowls.

Septa Wolfet's footsteps grow closer and more rapid as she hurries down the main hall.

SANSA

I don't suppose anyone can truly know what happened here tonight. What history book will record the way that particular torch gutters and casts wild shadows over the statue's faces?

(BEAT)

Will there be a history anymore? What's to stop the Night King from flying through the entire world? He can travel from the Narrow Sea to the Mountains of the Morn, until all the world is death and cold and unbroken darkness. Will this winter ever end?

Tyrion reaches for her hand.

SANSA (cont'd)

We aren't ready. Your Queen isn't ready. Cersei isn't ready--no one is. If we do not win--

SEPTA WOLFET

(over, O.C.)

My Lady.

Septa Wolfet stands in the hall, her hands folded, STARING at Sansa with haunted eyes.

SEPTA WOLFET (cont'd)

A word, please.

SANSA

What is it?

She answers with a stare.

CUT TO:

EXT. WINTERFELL RAMPARTS - NIGHT

Behold the battlefield, as seen from the ramparts. WIGHTS wash over the fourth fire circle. Soldiers retreat, feet or inches from the wave--when they make it. A few WIGHT BIRDS still fly through the sky, or snarl on the ground.

DROGON flies unsteadily twenty or thirty feet from the ground, still swarmed by birds. He coughs up great gouts of black blood.

RHAEGAL swoops out of the clouds and blasts through the birds on Drogon, before rising into the sky, his lame wing flapping hard, trailing a cloud of following birds. His talons are empty; so is his back.

LYANNA MORMONT holds up her dagger. JORAH, with HEARTSBANE at the ready, looks down at her regretfully. She's a child, by the Gods. Why didn't I insist--? A WIGHT EAGLE rips his throat out.

Lyanna stabs the bird, but it's too late. He's gone. She takes Heartsbane from him and stares resolutely out at the battlefield.

THE HOUND and BERIC DONDARRION load a trebuchet while they fend off falling WIGHT RAVENS. Another (OFF-CAMERA) fire blast from Rhaegal lights up their faces and fills the soundtrack. They light the rock and launch it into the darkness...

MATCH CUT TO:

EXT. WINTERFELL BATTLEFIELD - NIGHT

...where it lands among the dead, and kills a few WIGHTS--but not enough. RHAEGAL strafes the WIGHTS again, buying the retreating soldiers a minute, maybe less. Pull back to reveal BRIENNE and JAIME running toward the castle.

BRIENNE

FALL BACK! FALL BACK NOW!

We follow them through the melee to...

MATCH CUT TO:

EXT. DOTHRAKI CIRCLE - NIGHT

The fire circle smolders beneath a crush of DEAD HORSES and DOTHRAKI. A few horses scream and charge blindly through the fray. JAIME and BRIENNE help each other over the pile.

RHAEGAL strafes the ground behind them, close enough to make their armor glow.

Brienne stabs an enormous WIGHT VULTURE headed for Jaime's face.

Brienne's about to move forward when Jaime grabs her and yanks her out of the way--right as DROGON falls to earth, feet in front of them. The wind from the impact knocks them down.

Drogon--now eyeless, weak, blood dribbling from his mouth--turns and strafes the approaching wights in a continuous jet of flame.

Jaime and Brienne run across Drogon's back, toward the castle.

MATCH CUT TO:

EXT. INNERMOST CIRCLE - NIGHT

DROGON'S fire, and life, sputters out behind JAIME and BRIENNE. They run to the castle, full tilt, where a thousand-odd soldiers--the remnant of the entire battle force--stand, swords drawn, terrified.

The WIGHTS are kept at bay by a grief-stricken RHAEGAL, who burns in an almost continuous ring around the battlefield, forcing the wights back and back. But a few slip through--and even dragons need to breathe. Especially injured dragons. Note the BLUE LINES on his injured wing--they're longer and more numerous now.

A pack of WIGHT DOGS runs, full tilt, toward the castle. Jaime and Brienne stand together, swords up. The dogs leap.

Valyrian steel sings through the air. For a moment, Jaime and Brienne fight in perfect synchronicity. The dogs die against their swords, two by two.

Brienne and Jaime share one momentary, victorious look as VISERION swoops out of the clouds behind them.

Viserion lets loose a war cry and burns down a wall of Winterfell. Screams erupt from inside the castle and the falling ramparts. The soldiers outside the walls fall to earth, taking cover.

Rhaegal looks up and shrieks in grief and outrage. He shoots toward Viserion.

Does a small, human-sized body fall from Viserion's back? Maybe it's too small to render--er, notice.

Rhaegal and Viserion blast each other at full force. Viserion ducks, his fire spent, and launches himself at Rhaegal's throat. They intertwine, fighting, whirling higher and higher into the sky.

Back to Brienne. She's not well. Blood gushes from her head, her face, between her armor plates; she's even paler than usual. She rallies and pulls Jaime toward the fallen wall.

BRIENNE

(to all)

FALL BACK! DEFEND THE CASTLE--NOW!

Jaime's still dazed, staring at something out on the battlefield before Brienne yanks him away. What's he staring at?

REVERSE SHOT: THE NIGHT KING, standing among the dead, slowly raising his arms.

CUT TO:

INT. WINTERFELL COURTYARD - NIGHT

Stampede in the courtyard. The FALLEN WALL reveals the BATTLEFIELD, where an endless wave of WIGHTS rushes toward them. The dead are less than a mile away. JAIME, following BRIENNE, surveys the crowd for any break or gap.

BRIENNE

DRAW YOUR SWORDS! DEFEND THE CASTLE!

(to JAIME)

We can (hold them back--)

JAIME

(over)

You're as stupid as you are ugly. Come on.

Jaime pulls Brienne through a brief opening in the stampede towards the center of Winterfell. Brienne fights him, but his insistence, the people surrounding them, and her injuries check her strength.

Another shot of the battlefield, as seen through the break in the wall. The Night King stands amidst the chaos, his arms raised higher. A few horses stir in the Dothraki circle; soldiers open newly-blue eyes. DROGON'S tail twitches.

CUT TO:

INT. WINTERFELL CRYPTS - NIGHT

SEPTA WOLFET and SANSA walk back to the crowd from out of the darkness. Sansa looks shocked and deeply dismayed. Tyrion reads her expression.

THE GUARDS stand on the steps, weapons drawn, sweat pouring down their faces. DISTANT SCREAMS, drawing closer, issue from behind the CRYPT DOOR.

SEPTA WOLFET

(discreetly)

I beg you to reconsider, my Lady.

SANSA

I will not.

Something heavy THUDS against the door.

LEAD GUARD

Everyone move back.

SANSA

NO!

BEAT. Sansa remembers herself, looks around. In the silence, the first RUSTLES and THUMPS come from inside the tombs. Women shudder in horror.

SANSA (cont'd)

Children and women with child first. The rest will follow.

The Pregnant Wildling gets to her feet, with help from GILLY. They, and a small crowd of children, young women, and mothers with babies, stand up and walk into the darkness. Tyrion asks Sansa "What's wrong?" with a look. She turns away.

CUT TO:

EXT. ABOVE WINTERFELL - NIGHT

RHAEGAL and VISERION locked in battle. They draw blood and scales with each bite, talon swipe, and burn.

The entire visible ground below is filled with WIGHTS, including DOTHRAKI, HORSES, SOLDIERS, WILDLINGS, and UNSULLIED. More dead stream in from the darkness in every direction.

CUT TO:

INT. GREAT KEEP STORAGE ROOM - NIGHT

JAIME pushes BRIENNE through the doorway, then enters after her. He slams the door behind them, bolts and locks it with shaking hands. Brienne, also shaking, now bleeding profusely from her head wound, fights him. She's losing--a new, and unwelcome, experience for her.

BRIENNE

We must fight with honor.

JAIME

(not listening)

It'll hold for a minute.

(to BRIENNE)

The fighting is over. There's nothing left to do but die.

BRIENNE

Then die fighting!

She moves past him, tugs at the lock fruitlessly, searches for a key.

JAIME

(to himself)

There are no windows here. We should have known about this room.

BRIENNE

Ser Jaime!

BEAT. He faces her.

JAIME

Would you deny me one final moment of peace?

BRIENNE

You've been brave when you knew that bravery would hurt you. You've risked your life for others. Are you afraid of the pain? It's the pain of (a moment--)

JAIME

(over)

I don't fear the pain. I fear what comes after it.

(BEAT)

Let me die with you.

BRIENNE

With me? If you will not die with honor, I shall (die alone--)

JAIME

(OVER)

Ser Brienne.

He walks to her. A dusty cloak hangs on the wall between them. He picks it up and drapes it around her shoulders.

JAIME (cont'd)

To keep out the cold.

They look at each other for a long moment. Jaime wipes blood from her face. Brienne bats away his hand, but doesn't drop her gaze. If not now, when? They kiss. Years of love and longing are in this kiss. Hell lies behind them, nothingness lies before them. They will take their minute of heaven.

A rustling in the darkness breaks them from their trance. P.O.V. SHOT of the the full storage room. ARYA and THEON, the latter holding BRAN, emerge from the darkness. Bran is still limp, white-eyed, though the bleeding's stopped. Brienne rushes to him.

BRIENNE

What's wrong with him?

THEON

I don't know. He was like this before the birds. He breathes still.

Arya and Jaime share an awkward moment as Brienne examines Bran.

BRIENNE

What's wrong with his eyes?

THEON

They turn white when he wargs...when his soul enters another creature.

BRIENNE

Which creature?

THEON

I don't--

A distant chorus of screams draws their attention to the door. All, except Bran, stand ready for battle. This is it.

CUT TO:

EXT. WINTERFELL RUBBLE - NIGHT

What used to be the WINTERFELL RAMPARTS. LYANNA MORMONT, THE HOUND, and BERIC DONDARRION stand back-to-back on a high pile of rubble, swords drawn, gravely injured. The WIGHTS swarm them; Beric's FLAMING SWORD disappears beneath the crush.

MATCH CUT TO:

EXT. WINTERFELL COURTYARD - NIGHT

Wave after wave of WIGHTS, WIGHT GIANTS, and WIGHT HORSES stream through the RUINED WALL and engulf the courtyard. If there are any living left, they die in terror.

CUT TO:

EXT. WEIRWOOD TREE - NIGHT

WIGHTS spill through the grove. What's left of the WEIRWOOD TREE falls beneath the crush of bodies.

CUT TO:

INT. WINTERFELL CRYPTS - NIGHT

Thuds, shudders, and scrapes issue from inside the tombs. A few lids rattle under violent shoves. The women and children walk deeper and deeper into the crypts, holding each other. MISSANDEI, toward the back of the company, hugs herself.

SANSA and TYRION walk at the very rear of the group. Sansa glances at LYANNA STARK'S CRYPT as they pass it.

Tyrion doesn't miss this glance. He holds back, then walks to Lyanna's crypt before Sansa can spot him.

MATCH CUT TO:

INT. LYANNA STARK'S CRYPT - NIGHT

Dull thumps and scrapes issue from inside LYANNA'S TOMB. TYRION shudders. He touches the side of the tomb, closes his eyes.

TYRION

(murmured prayer)

In the name of the Stranger, I bid thee rest.

The sounds and vibrations don't abate. He takes his hand away and walks to the back of the crypt.

P.O.V. SHOT, from Tyrion's perspective, as he walks toward the back. Some stones have crumbled on the far wall, revealing a small, natural cavern behind the crypt. Steam issues from within it. Before we can see what's in the cavern, we cut to a...

REVERSE SHOT of Tyrion's astonished face.

The sounds of screaming and fighting gradually increase on the soundtrack as we PUSH IN on Tyrion's eyes.

CUT TO:

EXT. ABOVE WINTERFELL - NIGHT

RHAEGAL and VISERION, now separated, BREATHE FIRE at each other. Blue and orange flames light up the sky; a diamond of white fire appears where their flames meet.

The BLUE LINES on Rhaegal's injured wing reach even further now.

WIGHTS swarm the battlefield by the thousands, coming from all directions.

An eyeless DROGON rises, shaking off the wights clambering across him.

DROGON flies up from the ground towards them. As he gets closer, he opens his mouth. Time slows; the roar subsides. A BLUE GLOW appears at the back of his throat.

CUT TO:

EXT. CLIFF - NIGHT

A steep and narrow cliff far above and away from Winterfell. There's no easy way up or down from here. JON sits up while DAENERYS, who clutches his hand, lies beside him. Tears form pale rivulets through the dried blood and wounds on her face.

The battle, the fires, and the dragons are a blotch of blue and orange light in the darkness. All sound comes with a few seconds delay. Jon can just make out the dragons against the black.

P.O.V. SHOT: DROGON and VISERION rip RHAEGAL apart. Rhaegal puts up a valiant fight, shooting out jets of orange flame, but he's no match for two dragons, even if one is blind. They fall out of view.

DAENERYS

Why haven't they come back?

Rhaegal's dying cries reach us now. Daenerys, alarmed, tries to sit up, but Jon stops her.

JON

You must lie still, Your Grace.

DAENERYS

I cannot lie still. We must call our dragons.

Again she tries to get up, and again Jon stops her.

JON

You're of no use dead.

DAENERYS

Let me die fighting in service of life.

JON

They won't hear us this far away--

DAENERYS

They will hear me.

Daenerys forces herself up and looks to the battlefield.

P.O.V. SHOT of Viserion and Drogon in the sky, raining down blue fire.

REVERSE SHOT: Daenerys staring at the dragons. Slow realization, and horror, fills her face.

Back to P.O.V. SHOT. Rhaegal flies into view, his wounded wing flapping fast. He blasts blue flame across the battlefield.

Daenerys screams, overcome by grief. Jon holds her to him. The glow of blue flames reflects in his eyes.

CUT TO:

EXT. WINTERFELL COURTYARD - NIGHT

The battle is over. WIGHTS and WIGHT HORSES stand over piles of bodies, awaiting orders. Blue flames flicker around them.

CUT TO:

INT. WINTERFELL CRYPTS - NIGHT

The GUARDS by the door listen, in horror, to the silence.

CUT TO:

EXT. ABOVE WINTERFELL - NIGHT

DROGON, VISERION, and RHAEGAL circle WINTERFELL. Its walls are gone. Rhaegal alights on the GREAT KEEP and shrieks.

CUT TO:

INT. GREAT KEEP STORAGE ROOM - NIGHT

RHAEGAL'S cry bleeds over into this shot. JAIME, BRIENNE, ARYA and THEON look above them and blanch. BRAN is invisible behind some bushels and sacks.

RHAEGAL cries again, his voice counterpointing DROGON and VISERION'S more distant shrieks. Their faces fall.

BRAN

(O.C.)

We must leave now.

The group GASPS, wheels around. BEAT as they recover.

THEON

(weakly)

Where were you?

BRAN

I spoke to a king.

THEON

The Night King?

BRAN

No. Another.

THEON

Who?

(BEAT)

Will this king come to our aid?

BRAN

He cannot. We must leave through (the tunnels below--)

JAIME

(OVER, to himself)

And go where? The dead are...

THEON

(OVER)

Is this king--

ARYA

(OVER)

Can you see where the Night King is now?

BRAN

I cannot see the battle. There are no living creatures aboveground for miles.

(something like humor)

Except for us.

BEAT as they absorb this information.

BRAN (cont'd)

Arya. Come speak to me.

Arya walks to him. OFF Jaime, horrified by the present and by a memory.

CUT TO:

INT. LYANNA STARK'S CRYPT - NIGHT

TYRION stumbles away from the cavern--which we still can't see into. MISSANDEI stands in front of him. She's seen whatever he's seen. The awful thuds continue inside Lyanna's tomb.

Awful thuds and--what's that? In the far, far distance, the vague sound of raised voices, even screams. Could be the battle. Could be something else.

TYRION

It can't help us now.

MISSANDEI

Lady Sansa is with the others. She'll wonder where you've gone.

TYRION

(as if quoting a book)

"While fighting a war with the dead, they hid their women and children in the Stark crypts."

(awful laugh)

We'll be the laughingstock of the world for a thousand years--

MISSANDEI

If the world remembers.

OFF Tyrion, chastened.

MISSANDEI (cont'd)

What do your histories say about slaves? What is their posterity?

TYRION

(weakly)

Their children--

MISSANDEI

And if their masters take away their children? Where is their place?

Tyrion has no answer. WIDE SHOT of Tyrion and Missandei, standing silent, while steam issues from the (still unseen) cavern behind them.

CUT TO:

EXT. WINTERFELL COURTYARD - NIGHT

THE DEAD part, like the sea, as a column of WHITE WALKERS ON HORSEBACK enters Winterfell through the rubble. The shadows of DROGON and VISERION pass overhead, flying south.

CUT TO:

INT. GREAT KEEP STORAGE ROOM - NIGHT

SLOW PUSH on the doorway from the inside as footsteps creak on the stairs. A WHITE WALKER--not on horseback--throws open the door and looks around.

REVERSE SHOT: the storage room, now empty, though there are footprints in the dust. Our white walker steps into the room, holding his ICE SPEAR. He whips around right as THEON rushes out, sword at the ready.

The White Walker disarms and pushes Theon in one fluid, unhurried movement. Theon falls to the ground, gasping for air. The White Walker gores him with his spear, without ceremony, and turns around. Theon's already dead.

TINGGG! The White Walker whirls around and catches a small DAGGER between his hands.

REVERSE SHOT: across the room, from where the dagger was thrown. No one's there.

The White Walker THUMPS the floor with his his spear.

CUT TO:

EXT. WINTERFELL COURTYARD - NIGHT

This thump fills the air. The White Walkers massed there look to the Great Keep.

BACK TO:

INT. GREAT KEEP STORAGE ROOM - NIGHT

Footsteps thunder up the stairs. WIGHTS fill the room to bursting and proceed to TEAR IT APART. There are familiar faces among the wights: SAMWELL TARLY, a few DOTHRAKI, maybe a notable extra or two. It's grim.

CUT TO:

INT. WINTERFELL CRYPTS - NIGHT

We're far down in the crypts now, where the statues are cruder. There are no torches. TYRION and MISSANDEI make their way haltingly through the dark.

There are fewer sounds of the dead rattling in their graves here, though they're still present. Other than this, silence.

MISSANDEI

Are there any hidden passages out of the crypts?

TYRION

If there are, I don't know them.

MISSANDEI

How very reassuring.

(BEAT)

The battle is over, isn't it. We lost.

Tyrion nods.

MISSANDEI (cont'd)

I thought we might. "Valar morghulis."

TYRION

"All men must die."

MISSANDEI

All life must die.

Tyrion draws his dagger.

TYRION

You'll be in the history books, you know. A slave girl from Naath who rose up to be the Queen's most trusted advisor. Speaker of--is it twelve languages?

MISSANDEI

Nineteen.

TYRION

(genuinely awed)

Nineteen. It'll be a hundred when the legends get through with you.

MISSANDEI

I don't want to be a legend. I don't want to die among foreigners and monsters. Not while slave mothers still weep in the night, knowing their children will die in chains. I want to see Naath again.

Tyrion, genuinely moved, struggles for the right words.

TYRION

Those same slave children will have your name on their lips when they pray at night. Your name will be a promise of freedom and another world. A better world.

MISSANDEI

I doubt it.

TYRION

I do not.

BACK TO:

INT. GREAT KEEP STORAGE ROOM - NIGHT

The room has been torn apart. No living thing survives. The WHITE WALKER strides across the room, the WIGHTS parting before him. He walks to a large pile of TORN-UP GRAIN BAGS. A SERVANT'S DOORWAY is just visible behind them.

ARYA falls on him from a beam in the ceiling, holding out NEEDLE. THE WHITE WALKER whips around, just in time for Needle to pierce his throat. Buh-bye. He disintegrates; all but two of the WIGHTS, SAM and an EXTRA, fall to the ground.

Arya fights, but she's losing. There's two of them, and they're stronger than she is. SAM easily dwarfs her. A lucky stab with needle kills the extra. SAM breaks her left arm, and comes within inches of ripping out her throat before she gets him with her dagger.

When it's over, she hears the footsteps thundering up the stairs. It sounds like all the world's coming to her.

ARYA

(to herself)

Not today...

She climbs the mass of grain bags and leaps, desperately, for a ceiling beam. Her left arm hangs awkwardly as she grasps for it. Before she connects, we...

CUT TO:

INT. WINTERFELL CRYPTS - NIGHT

TYRION and MISSANDEI walk toward the warm light issuing from behind a PILE OF BRICKS that reaches almost the ceiling. There's almost no sound; not even the sound of murmured conversations or shifting bodies. We can feel that absence, even if we can't put words to it.

TYRION

(reassuring himself)

They must be in there.

They slowly climb the pile. Missandei waves off Tyrion's offer of help. She reaches the top first, looks through, and covers her mouth.

TYRION (cont'd)

(whisper)

What?

Missandei shushes him with a haunted look. He climbs up and looks through.

P.O.V. SHOT: All the women and children, including SANSA, GILLY, our PREGNANT WILDLING, and SEPTA WOLFET, lie dead in a pile. Three SKELETAL WIGHTS stand over them. Torches, still lit, give a warm glow to this appalling scene.

OFF Missandei and Tyrion, very still. Not still enough--the bricks shift under them, drawing the wight's attentions. Uh-oh.

Missandei and Tyrion scramble down the brick pile as the wights audibly clamber up the other side. Missandei runs.

Tyrion turns to them and draws his dagger. If he can buy her some time, even a moment...

TRACKING SHOT: Missandei running down the long crypt hallway, toward the light in the distance. Tyrion shouts behind her, followed by a horrible ripping sound. After a moment's pause, the wights start running.

The wights chasing after her are audible, but we can't see them in the dark. We linger on this shot for minutes, as she gets closer and closer to the light.

The wights gain ground. Missandei zig-zags down the path, then veers into a crypt and holds her breath. The WIGHTS run past her.

Missandei stays absolutely still as she listens to:

The wight footsteps growing more and more distant.

The distant shouts of the guards.

Swordplay, screams.

More distant shouts.

Silence.

What does that silence mean? Missandei murmurs something, soundlessly, in High Valyrian or Naathi. We linger on this shot--perhaps with a JUMP CUT to convey the passage of time.

Gradually, a torchlight draws closer and closer. When it's just over her, Missandei looks up.

P.O.V. SHOT: FIRST GUARD, wounded but still in uniform, looking down at Missandei, holding a torch and a sword. He puts his sword to her throat.

FIRST GUARD

Speak.

Missandei struggles for words.

SECOND GUARD

(O.C.)

She's breathing.

SECOND GUARD, also holding a torch, appears in frame.

SECOND GUARD (cont'd)

How many more are there?

(nods to far corridor)

They come from down there?

As Missandei speaks, First Guard slowly lowers his sword.

MISSANDEI

Y-yes. There were three of them. I think Lord Tyrion tried to hold them off, but--

SECOND GUARD

Did you see any others?

She shakes her head.

SECOND GUARD (cont'd)

You sure? You absolutely sure.

She nods, hugs herself.

FIRST GUARD

Where's the rest of you? Where are the children?

Missandei tries to speak, shakes her head. Second Guard looks at First Guard. Really, mate? Where do you think? It slowly dawns on First Guard.

SECOND GUARD

I'll burn them.

(to Missandei, not unkindly)

Where did you see them? Were they in a crypt, or...?

MISSANDEI

Behind a collapsed wall at the end of the tunnel. Lord Tyrion should be just on the other side.

Second Guard nods and walks off.

FIRST GUARD

Come up with me. I'll fetch another torch by the doorway. We'll be safe together.

MISSANDEI

Where the army of the dead just beyond the door? How many thousands wait on the other side?

FIRST GUARD

They haven't broken through yet.

First Guard extends a hand to Missandei. She takes it and stands. The two of them walk, cautiously, through the crypts, headed towards the light.

END OF EPISODE