VICTORIA CROSS

ACT ONE

Europe 1937; Spain burns through a brutal civil war.

The armies of Nazi Germany and Mussolini's Italy aid FRANCISCO FRANCO'S Nationalist rebellion. This Fascist "fellowship" wage total war against the democratically elected Republican government, Soviet Russia, and the Spanish people.

Elsa Palm, a beautiful correspondent from the British Fascist newspaper The Worker's Struggle arrives to write an essay on the heroes of the Legion Condor. She will interview these young eagles of Hitler's new Germany and report their daring exploits against the evils of Bolshevism to the world.

In reality, Elsa is Section Officer VICTORIA ELIZABETH CROSS of the Royal Air Force (RAF). Ordered to Spain by WINSTON CHURCHILL, Victoria must steal the Luftwaffe's newest weapon of mass destruction - the Heinkel He112 fighter plane. Presently, Britain's top-line fighter is the Gloster Gladiator, a fabric-covered biplane with a top speed of 220mph which is no match for the cannon armed, all metal, 400 mph Heinkel.

Once in her control, the Section Officer must fly the precious aircraft through enemy fire and land on Gibraltar, where the entire British Atlantic and Mediterranean Fleets are moored. Victoria and the Heinkel will then be whisked back to England aboard the battleship H.M.S. Hood.

The intricate details of the mission are left to Victoria's mentor, Squadron Leader REGINALD HAWKINS RILEY II (whom she shares a love-hate relationship with). Riley has been training Victoria on the new Supermarine Spitfire prototype in preparation of the 112's similar characteristics.

ACT TWO

Once in Spain, "Elsa" witnesses the Condor Legion's murderous attacks on cities, the Soviet Air base at Montril and duel with the Republic's Russian allies for control of the Spanish skies. She realizes that to the great powers of Europe, Spain and its people are nothing more than a testing ground for their modern weapons of destruction.

To complicate her mission, Victoria falls for WOLFGANG KRUPP, a young Prussian fighter pilot and ardent anti Nazi who has been assigned to the Condor Legion. It is "Wolf's" Heinkel that our operative must steal, and if necessary, kill him in the process of doing so.

Elsa also comes in contact with revered author, journalist, and soldier ERNEST HEMMINGWAY. Code-named "Papa", the 38 year-old adventurer is a trusted friend to the Republican cause and serves as liaison between Victoria and the Spanish freedom fighters that are crucial to her mission.

One such "partisan" is PILARIA FAJARDO, 18. An unfailing communist bent on vengeance, the fiery inserecta is a survivor of the Guernica bombings that razed the Basque town and left her orphaned.vPilaria will do anything to rid Spain of the Germans, and aids Elsa and Papa in the mission at hand.

In the course of her "assignment" Elsa learns of the Fascist's sinister plan to sink the massive British fleet and invade Gibraltar. At sunrise, Condor fighters will destroy the Soviet Air Force on the ground, as wave after wave of bombers will strike the fleet unopposed. Weeks earlier, Victoria as a guest of Franco and Condor Legion General HUGO SPERRLE experienced the Legion laying waste to the capital city of Madrid, its compliment of 1000 anti aircraft guns proving fruitless. And in 1937, Battleships field no anti-aircraft guns.

It will be a Mediterranean Pearl Harbor before the fact.

Victoria knows that whomever controls Gibraltar controls the Mediterranean.

Without its Navy, Britain will be defenseless and the armies of fascism will have free reign to march across Europe, destroying any hope for freedom and ushering in a new Dark Age.

Our heroine must warn Riley and the British Consulate in Madrid. But on her arrival, Victoria and Pilaria are caught in a crossfire between the shattered city's citizen militia and Franco's assaulting Nationalist machine.

In the ensuing chaos, the women are separated and our agent takes up arms alongside the city's embattled defenders. Victoria is bloodied in the vicious street fighting but the Nationalists are driven back once again.

But the price paid by Madrid's children is high and in this war of attrition, Victoria wonders if the capital can hold much longer.

In the aftermath of battle, it is evident that chilling war atrocities occur on both sides of the line. A physician attending "Elsa's" wounds discovers her Nazi Party pin. Branded a spy, "Elsa" is immediately stripped and dragged into the Town Square as anarchist gunmen unceremoniously execute wounded and captured Nationals in a lavish macabre of inhumanity.

On the orders of the anarchist leader PABLO GARCIA, Elsa is beaten, groped, and tied to a bullet-riddled pole. The insidious Garcia drives the party pin into her chest, abhorrently spits in her face, and calls forward a firing squad. Suddenly an EXPLOSION rocks the square!

Dynamite sticks clear the way for a horse-backed Papa and Pilaria who charge into the square guns a blazing!

During the chaotic confusion of detonating rock and splinters the three escape to the safety of the surrounding mountains.

Unable to return to the Consulate, a desperate Victoria races off to complete her mission.

Armed with a pair of Mauser broom handle machine pistols, Victoria must now use the He112, her wits, and the Soviet Air Force to save Gibraltar, Great Britain, and the world.

Victoria arrives in the town of Vitorial to find Wolf and his mates drunk at the pilot's local pub. She is stunned by the fact that he and all the other fighter pilots have traded the brown uniforms of the Condor Legion for their Luftwaffe grays.

"Tomorrow the whole world will be afire, Fraulein." Wolf reluctantly slurs. "And if we are to war with England, we go with honor! Not as mercenaries."

Victoria convinces the inebriated Wolf to take her to the He112, located at a remote satellite-staging field, where they can spend their last night together under the Spanish moon.

They grab a bottle of Champagne and steal away to the staging field. A handful of sentries are all that guard Wolf's and another He112, that are now fully fueled and armed to the teeth.

The two embrace and share an honest thought on the future, but even though Elsa is torn between her genuine feelings for Wolf and the mission at hand she knows that time is running out.

She must choose, for now is the time.

Now!

Victoria grabs the half-empty bottle of champagne and strikes down Wolf.

The roar of the 12 cylinder Daimler-Benz alerts the Fascist guards to charge towards Victoria --rifle bullets pinging off the 112's fuselage and bulletproof windshield.

Victoria pushes the Heinkel's throttle full forward -

The V-12 screams, but the goddamn aircraft doesn't move!

The wheel-blocks are still in place!

But with moves that would make Indiana Jones jealous Our heroine swings out of the cockpit and somersaults to the ground, her twin Mausers blazing away.

This momentarily holds the guards at bay and with one swift motion; Victoria leaps back into the cockpit and taxis forward. But the guards compose themselves and launch yet another attack with grenades and machine gun fire. The 112 picks up speed in a crossfire of Fascist lead and Victoria unleashes the Heinkel's deadly cannon -- its 20mm exploding shells tear into the piled fuel depot rising behind the guards' position.

The barrels ignite with a deafening roar of fire and smoke that engulfs both the guards and Victoria's speeding aircraft.

But the Heinkel rises above the inferno, its sleek shark-like silhouette darts across the Spanish moon before disappearing in the endless blackness.

The sun rises as Victoria locates the Russian Fighter base, a buzzing wakeup call of sound and strafing sends the Soviet pilots airborne and in hot pursuit of Victoria's Heinkel.

Minutes later the Fascist fighters arrive at the Montril airfield to find…

Nothing.

Miles away the Russian fighters gain on Victoria as she races towards Gibraltar at tree top level. With Gibraltar in sight she climbs out across a valley and up, up over a mountain range and straight into…

THE PATH OF ONCOMING CONDOR BOMBER FORCE!

The Russian's cannot believe their eyes as they quickly turn their attention away from Victoria and into the Fascist planes!

Through the course of the film, we've seen some pretty incredible air to air combat, but nothing compares to this!

Hundreds of planes dart, fire and fall all about as the Russians ruthlessly tear into the bomber ranks. Victoria sets her sights on what appears to be a command transport plane -

It is the personal Junkers trimotor aircraft of Franco & Sperrle.

She banks the 112 steeply and begins blazing away setting one engine afire. Her bullets and cannon shells shred the bulky transport, which begins to descend.

"One more pass - girl" she whispers to herself.

Suddenly Victoria's canopy EXPLODES -- showering her in shards of steel and glass.