- Do not dwell on the past.
Do not dream of the future.
Concentrate the mind on the present moment.
My name is Smith.
Welcome to Flatland.
When I first met the Devil, his name was Khan.
Mine, Saint Michael.
The war for the soul of mankindhas raged for 3,000 years.
The battleground today is Shanghai.
I have forced three young Americans to work for me.
JT, a gangbanger.
Mr. Mitchell a failed mob lawyer.
And Amy Li, a beautiful young woman.
They will ultimately discover their history
when present and past collide
and where one misstep on eitherside of the fourth dimension
is fatal
in the world of Flatland,
where nothing is as it appears to be.
My name is Smith.
Welcome to Flatland.
It's been a while, Thomas.
- It has.
- Better bring you up to speed.
Khan's moving fast, real fast, faster than usual.
He's making it hard to keep focused.
I have three here.
They're good,
they're not as good as you,
but they're good.
The problem is,
they're reckless, emotional andtentative.
They're kids, you know?
It makes it hard to fully trustthem.
It's the key to it all.
You have to make sure, does he trust you?
- Yes, absolutely.
- Then let's do this thing.
They need seasoning.
You up to giving them a little training?
- Yes.
Yes, of course.
- Then let's do this thing.
- Now, tonight?
'Course I'll be there.
No, I didn't have anything elseplanned,
thanks for pointing that out.
Listen, if it's okay with you,
go ahead and start without me, I'll walk over.
Right, I'll see you when I get there.
Grow up.
- Run.
- Well, everybody fat and happy?
- Stuffed, I don't think I'll ever eat again.
- Who's for desert?
- Okay, I lied,
what are we having?
- How about an earthquake in Bordeaux,
where they never occur?
How about a bank shooting in Liverpool, huh?
Where guns are illegal, six dead?
And there's still rioting and looting in LA.
And our old favorites, you know?
The drug war in Columbia,
a typhoon in the Philippines.
So what'll it be, folks?
- Alright, Smith,
what's this all about?
- He's back.
He's out there doing his act.
While we're sipping cappuccinos
and thinking about what after dinner mint we want,
I don't even know who he is.
- We only know who he's been.
- Coventry, swarming,
let's ride to the hounds charm.
Jagger,
with his I'm too MTV big for this room, huh?
And Simon Cross,
that thug.
At least he was straight forward.
- I don't get it.
I mean, so what?
This has happened thousands of times, right?
- That's his pattern, bohunk.
He's shown up three times in the last century.
This century, which has just started,
he's shown up four times already.
He's accelerating.
- Just my luck I'd be here thistime.
- As opposed to when?
You forget about your trip to Paris?
- Well, there was that one time.
- Well, that's one littlethread in the big blanket, son.
And it goes over and over and over till it's done.
- Hold on, wait a minute.
Are you saying that,
I've gotta do this duty all through time?
Oh come on, man, there's gotta be a way out of this.
- There is.
Someday you'll fight the wrong person
at the wrong place at the wrongtime and.
- Poof.
- Can I talk to you alone?
- Yeah, sure.
- Thank you, Jesus.
- Delightful.
- Little pep talk dinner?
- Oh yeah, sorry you missed it.
- I was fine till desert.
- Uh huh.
- How'd it go?
- Oh, I was charming, over the top, crazy.
- Little frustrated?
As usual.
He knows you, but you have to find him.
- Yeah.
I've gotta sneak around the shadows again.
- Care for one?
Change is good, for both of us.
- What's on your mind?
- Why I was late for dinner.
I was attacked in the park.
- Street crime?
- Nuh uh, two of Khan's.
- You're not hurt.
What happened?
- I was saved.
- Saved?
- Someone,
a warrior,
must've been following me or the attackers.
He killed them both.
You don't know who it was?
- No.
- I'd like to say that I'm a biggirl
and I can take care of myself,
- But it scares you.
- To death.
- Most of my customers are regulars.
It's nice to see a new face.
I'm Victoria Burns, the owner.
- Thomas Rourke, the shopper.
- Browsing or buying?
- Buying, I hope.
I'm looking for something special.
Your gallery's name kept comingup.
- For yourself?
- No, a present for a woman.
- Hm, a very lucky woman.
Something in particular?
- Yeah, I'm looking for something from the '30s,
something intimate.
- Perhaps over here.
This is Lao, my assistant.
Anything here interest you?
- Yes.
The hairpin.
It's perfect.
I'll take it.
- If only every sale were so easy.
Lao will take care of everythingfor you.
I hope to see you again Mr. Rourke,
and I hope your friend enjoys her gift.
- She will,
I know it.
- At least give me one move.
- But you're not a fighter.
And a move will not make you one.
- Well, it would at least make me look like one.
- Then your opponents will stay on the attack.
You'd die in one second insteadof two.
Drop it.
You have friends who can fight,
they'll protect you.
- Linda, a guy just came into the bar looking for you.
He wanted me to give you this.
- What did this guy look like?
- A guy,
a really great looking guy.
- My god, is it really you?
- You like the present?
- You remembered.
- So when did this happen?
- Almost two years ago.
- Only two years.
You were reincarnated as an adult, no childhood?
- Well, I spent so much time with Smith then.
- Well, you're beyond the others,
came back when you were needed most.
- Am I?
- Kahn's in transition now.
- Dangerous time.
I need to see Smith.
- You will, but I get you for a while first.
- I've been looking for you everywhere since I came back.
And I found you just in time.
- That was you last night in thepark.
- Big bad woods can be dangerousat night.
- Why didn't you say something?
- I did.
I said run.
Anyway, I was kinda busy at thetime.
Besides, I wanted our reunion
to be a bit more romantic than that.
- Same drink.
- To us.
To us.
- Forever.
- I went shopping today.
- Oh, Thomas.
It's beautiful.
What's the occasion?
- Remembrance.
- You're leaving.
- I have to, war is coming, youknow that.
- But you're already at war here.
- Here, wherever, it's all the same,
the enemy's the same.
- If I asked you to stay?
- Thomas.
I understand.
Why don't you tell her yourself?
Whatever happens, just remember, I love you.
- Uncle, you in there?
I've just been down in the bar.
Linda knows this mystery man, real well.
- Good.
I see it pleases you no end.
- Yeah, well, good for her.
At least her white knight came back from somewhere.
- And you're wondering about yours.
- Mine
tend to wear black.
Look,
I'm really happy for her.
He's a great lookin' guy
and he's really
nice.
When do I get one of those?
- My own wilderness.
Oh, and this,
this I have missed.
Ah.
While you had all the fun.
Trade rough for smooth,
steel for velvet, a roar for a whisper.
What I can't crush,
I can entice.
Seduction is always more fun, dontcha think?
No matter what evidence there is to the contrary,
the shades run deep.
Heroes are always tall and handsome.
Villains ugly and threatening.
And really beauty can be so
painful.
- Wanna grab a beer, maybe somedim sum?
- Since when did we become friends?
- We didn't,
I'm just thirsty and hungry.
- I feel some trouble, man.
- Where?
- You learn quick.
- That makes two of us.
What do they want?
- I don't know, but we gotta get outta here.
- Wouldn't you love to see my little garden, Smith?
And all it's little secrets?
'Course you have your own little secrets too.
Like Thomas.
Why did he wander back in?
I thought we settled that.
- The city's changed so much.
Whatever happened to sleepy Shanghai?
- Replanned, bulldozed and rebuilt.
It's somethin' isn't it?
- Yeah.
Seems like two centuries have gone by
instead of half of one.
Guess you'll have to show me around a little more then.
- I'd be glad to.
- Good.
- Whaddya think?
- Seems like a normal guy.
- Yeah, well a lot of 'em do.
- She seems to know 'im pretty well.
- That hasn't made much difference
a couple other times either.
- That's true.
- Things haven't changed that much.
They still sell those great yellow pears.
- Oh, I love those pears. - Me too.
- I'll go get some.
- No, no, no, I'll get them.
- No, no, I'll get them-- - No, no, no, I'll get them.
I said no.
- Here we go.
- Come here.
Sit down.
- Go!
- I'll get him.
- Get down.
Stay here, okay?
- Where would you like it?
- Stop, these are my friend.
- Who is he?
- An even older friend.
- Think it's time I saw Smith.
- Before somebody gets hurt.
- I forgive you.
- 'Course you do.
Will you excuse us, Linda?
- This really sucks.
I mean, we're being ordered to take lessons
from this golden boy.
What'd Uncle say about him, anyway?
- That we can learn from this guy.
- He says he can kick our ass with one punch.
He's good.
- And cute.
- Well, we'll see how cute he is
once I slap him a few times.
- I know you're not thrilled to be here.
- Pretty soon you won't be either.
- Come, pick a weapon.
I'd like to see how you fight.
- No problem.
- Try and hurt me.
- One at a time?
- Or all at once.
Doesn't matter.
Whenever you're ready.
- It's pure speed, right?
- To you.
For me it's almost slow motion.
- How the hell you do that?
- Focus.
Know where you're going before you go.
I can teach you that.
- Sign me up.
- Done.
It'll take a little while,
but we can do it.
Tomorrow we get serious.
- I ain't signin' up.
- Why?
'Cause somebody's better than you?
- Maybe.
We'll see about that someday, huh?
- I hope not.
I might lose.
I mean it.
The only reason I'm a better fighter now
is because I've been in more fights.
I've learned what you haven't.
To think and fight.
- Think?
- The first one that each of you made on me
was my chance to look for a weakness.
- Yeah, and?
- Amy's fast.
Faster than me.
So fast she's ahead of every move.
And Mitchell,
he doesn't know it,
but he flinches,
takes a beat before every blow.
I used that.
- Okay, man, what about me?
- Easy.
Anger.
Makes ever move you make single-minded.
I can see it three days in advance.
- You mean to tell me you thought about all that
while the three of us were attacking you from all sides?
- No.
I just thought about
what ever fighter like us has to think about.
Always expect another opponent.
Always from the blind side.
- Yeah,
that's good.
- You have to be more fluid.
If you hesitate or look likeyou're hesitating, you're dead.
And you, use your speed.
Just learn to control it.
- Thomas,
did you talk to Smith?
Thomas.
- I was just thinking.
- About Smith?
What's going on?
- We just talked.
- This is me, Thomas.
Me.
- It's my fault, I should've waited.
I never wanted you to find out.
- Find out what?
- You remember our last night?
The phone call?
- Smith's call the last time I saw you.
- That was Smith's big night.
He waited hundreds of years forit.
I remember him on the phone,
telling me to send you his love.
- What big night?
- We had him,
knew his face, his front,
where he was, everything.
- How?
- Smith and I worked it for overa year.
I defected, I was Smith's traitor,
I joined Kahn.
- You went undercover.
- Yeah.
Spy, mole, whatever.
I had Kahn set up that night.
Smith waited for him.
It was simple.
I told Kahn I could get Smith to go to Flatland alone.
It would be Kahn and me,
Smith would be outnumbered two to one.
- But in truth?
- It was supposed to be the other way around.
Once in, Smith and me against Kahn.
- What happened?
- Smith and I went to Flatland,
at least that's what I thought.
Kahn was waiting.
The plan was for me to show my treachery,
then to attack.
But it didn't matter what he thought or believed,
Kahn never intended for me to live.
I cried out to Smith for help.
Smith!
He was outnumbered.
It was hopeless and he knew it.
- Smith.
- It's all in the past, I'm back.
It's all right.
- It's not all right.
- It is.
Let it go.
- My friendly old uncle.
You son of a bitch, you let himdie.
- That's right.
- I loved him.
- So what?
- You cold-hearted bastard,
you let him die!
- It happens.
What do you want to hear?
That I'm sorry?
Huh?
That I wish I could undo it?
It won't happen again?
- This isn't you.
I've seen it, you saved me.
- That's because I could.
Thomas was lost.
And I would do it to Amy, to JT, to Mitchell,
because that's the name of the game
and if you can't take it,
get out now.
- Why don't you tell her yourself?
- Can I come in?
- You're already in.
- Are we still talking?
- Seems like it.
- What's for dinner?
- Smith's ragout surprise.
I just throw everything I like in it,
flip it around for a while.
It's always different and always delicious.
- I'm sorry.
- For what?
- For what I said.
- Why?
You were right.
- No, you were right
and I know that now and I even knew it at the time,
I just had to,
- Blow off a little steam.
- Yeah.
But I realize now that it's okay,
that Thomas is back
and he's here with me now and,
I really do love him and he loves me.
- Oh yeah?
How do you know when somebody loves you?
- Oh, come on.
- No, I'm being serious.
I mean, after the huggin' and the kissin'
and the bedroom stuff, what is it?
- It's the way someone looks atyou,
as if no one else exists.
It's,
it's,
it's knowing
that you mean more to them than anything on earth.
- That they would die for you?
- Yeah, that they would die foryou.
- Grab the cayenne pepper,
come over here,
sprinkle a little in while I stir.
Easy.
Now, cayenne is tricky stuff,
it's powerful.
If you put too much in it'll mask the flavor of everything.
Be careful.
- I know what I'm doing.
- I never said you didn't,
I said be careful.
- You gonna stay there allday?
- That's it then?
Cup of coffee, roll in the hay,gotta run?
- We could talk.
- About what?
Old times?
- In a way, yes.
I wanna come over.
- I'm sorry, Thomas,
but been there, done that, haven't we?
Didn't work out too well for you, as I remember.
- That's why I'm asking again.
This time, do it right.
Deception can run both ways.
You have a brand new face,
fantastic body.
Do you know his other face, hisbody?
- You do?
- I can give you that.
- For what?
- For something he never gave me,
a place next to him.
- Daddy withheld his love, did he?
The son who was never anointed?
You gave him everything and he deserted you.
That's why you wanna turn.
- Is it a deal?
- How 'bout some proof?
- Anything.
- Clear the way.
Kill the three warriors he has here.
- Done.
- And kill his little helper, too.
- Linda?
Why, she's nothing without him.
- Oh, but she is everything to you.
Do it, Thomas,
and I'll make a place for you right beside me.
- Hey, we weren't expecting youhere.
- I got a call from Thomas,
he told me to stop by and watch you training.
- Enjoy the show.
- Hi.
- Tried to call you last night.
- Sorry, I got tied up.
- It's all right, I got a free dinner outta Smith.
- It won't happen again.
- Come on, let's get started.
- What was that about?
- Remembrance.
- Hey, loverboy,
you wanna do this, you wanna geta room?
- You could've broken his neck.
- I meant to.
- Thomas, are you crazy?
Stop this.
- What're you doing, man?
- Teaching you how to die.
- Ah, leftovers.
They always taste better the next day.
Ah!
I told her to be careful.
Like my old buddy Freddie Nietzsche said,
whoever fights monsters should see to it
that in the process he doesn't become one.
Sure, old friend.
- Come and get me, old fool.
Maybe you and I can make a deal.