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FADE IN: EXT. LIMBO - DAY/NIGHT A heavy mist hangs before us - endless and impenetrable. And out of that primordial fog a CROW materializes, flying toward the camera in slow motion. SARAH (O.S.) I believe there's a place where the restless souls wander. Burdened by the weight of their own sadness, they cannot enter Heaven... Presently a second shape materializes - a FIGURE ON HORSEBACK. A warrior whose baleful eyes shine behind the familiar irony mask war paint. SARAH (O.S.) And so they wait, trapped between our world and the next, endlessly searching for a way to rid themselves of their pain - in the hopes that somehow, some day... The figure on horseback sweeps past us, disappearing once again into the mists of time. SARAH (V.O.) ... they will be reunited with the ones they love. DISSOLVE TO: EXT. DOCS, COMMERCIAL WATERFRONT - NIGHT Present day. The Crow settles on a shipping container, tilts its head, watching... SUPER TITLE: "CITY OF ANGELS - OCTOBER 29TH - LA NOCHE DE SAN LUCAS" CLOSE ON A PAIR OF HANDS tearing open a tiny glassine envelope filled with powder - our drug du jour - Trinity. The face of the envelope has been stamped with an image - a cartoon imp with a shit-eating gring giving us the thumbs-up sign. A MAN lowers his face to the envelope, snorts up the powder. The man discards the glassine envelope... FOLLOWING THE ENVELOPE as it flutters to the ground, landing "imp-side" up. Let the rush begin. PULL BACK TO REVEAL Garbage-poisoned waters wreathed in fog. Although once part of a thriving shipping industry, decades of decline have seen these docks become a hellish dumping ground. Case in point: A FATHER AND HIS YOUNG SON are kneeling next to one another at the end of a pier, their arms linked together, then tied behind their backs. DANNY CORVEN (8) is quietly sobbing. ASHE (late 20s), tries to calm the frightened boy. DANNY I'm sorry, Dad...I'm sorry... I didn't mean to look... ASHE It's okay, Danny. It's okay... NEMO (O.S.) Lights... A bright light comes on. Ashe and Danny turn their heads to avoid the glare. NEMO (O.S.) ...camera... CLOSE ON A camcorder lens as it auto-focuses, bringing Danny's distorted face into view via the lens' reflection. NEMO (O.S.) ...action. CAMERA FINDS Ashe and Danny's executioners, CURVE, KALI, SPIDER MONKEY, and NEMO. NEMO, a post-modern sleaze-hound, circles Danny and Ashe with a camcorder. He Pats Ashe's face. NEMO Make-up. SPIDER MONKEY, lean and gangly, crouches next to Ashe, holding a marigold in his hand. SPIDER MONKEY Flowers for the dead, Senor? CAMERA POV (CLOSE ON ASHE'S EYE) Ashe stares directly into the camera. SPIDER MONKEY No? Suite yourself, then. Spider Monkey tucks the flower behind his ear. Danny is praying now, MUMBLING a Catholic School litany. SPIDER MONKEY You're wasting your breath, angelito. Nobody up there's listening. WHOOSH! We cut to an extreme high-angle shot - God's omniscient POV, perhaps. CURVE leans up against his motorcycle a few yards away - big, burly, shaved head, a ciggie hanging from his lips. He's got a custom paint-job on his pearl drop gas tank - a buxom blonde doing the "wild thing" with the Grim Reaper. Curve's also the one who just dusted himself CURVE (hyped on drugs) Let's get this over with. Judah's waiting. Kali, a cold-eyed heavy-metal femme with a killer's casual stoicism, is methodically loading bullets into her revolver. She's taking her own sweet time, in defiance of Curve. There's a tension between them. Finally, she flicks her wrist, snaps the revolver shut. Kali walks up to them... DANNY I'm scared, Dad. ASHE I know... Ashe turns to his executioners, pleading with them... ASHE Listen to me, please. He's just a kid. Let him go. He can't hurt you. He doesn't even know who you are... ...and puts a bullet through Danny's chest. Ashe SCREAMS. ASHE NO!!! Danny's body slumps forward, dragging Ashe down next to him. Ashe stares into his son's lifeless eyes. Curve saunters over, stares down at Ashe, flicks his cigarette butt off into the water. CURVE Nothing personal, sport. Guess you were just in the wrong place at the wrong time. BANG! BANG! BANG! Curve FIRES a gun into Ashe's back. As Ashe crumples... CURVE Dump 'em. Let's get this cluster-fuck on the road. CURVE motions to Kali and Spider Monkey. Together, the three of them heave Ashe and Danny into the ocean. CURVE Bon voyage, shitheads. EXT. OCEAN DEPTHS - NIGHT Ashe and Danny sink down into the murky underworld, taking their place amongst a thousand other deep- sixed dreams. ASHE'S POV falling further and further away from the light of the surface world. Bit by bit, Ashe's struggles subside. All we hear now is an ever-slowing HEARTBEAT. Darkness begins to close in around us, womblike, peaceful... ...AND OUT OF THE DARKNESS, something takes shape - a CROW. Winging its way from Ashe's dream-like death up through watery depths into a smog-bound cityscape... EXT. CITY OF ANGELS - NIGHT The Crow flies over a bridge with spans the Styx - the city's polluted, man-made river. THE CROW rides the thermals above an urban sprawl riven by fires, floods, and earthquakes. Smog hangs in the air like an army of ever-present ghosts. We pass over a roof where someone has painted a smart-ass welcome mat for the benefit of anyone flying overhead - "GO BACK". Nevertheless, we continue on. SARAH (V.O.) They say that time cancels pain. I don't know about that. Eight years ago I lost two of my best friends. Two thousand miles later I find I'm still living in the past... THE CROW sweeps down into man-made caverns of pigeon-shit concrete and grimy glass. Through the bird's eyes we glimpse the city's silent HOMELESS. Automobile hulks littering the streets like insect husks. The shifting searchlights of police helicopters... WE PASS OVER SARAH'S ROOFTOP The Crow circles downward... SARAH (V.O.) Every night when I close my eyes the dreams come. That's how the dead talk to us, I guess. In the dark, when our souls are off wandering... INT. SARAH'S LOFT - NIGHT The Crow lands next to an open window. It perches on the edge, looking into the loft. SARAH (V.O.) I just wish I understood what they were telling me. CROW'S POV (ANAMORPHIC) SARAH, early 20s, lies asleep in bed. She stirs, troubled by uneasy dreams, rolls over, opens her eyes... INT. SARAH'S LOFT, SLEEPING AREA - NIGHT As Sarah rises the Crow flits away like yesterday's memory. Sarah's not sure whether or not she dreamed the bird. GABRIEL, the cat Sarah inherited from Eric and Shelly, is perched on the end of the bed. SARAH Hey, Gabriel... Sarah gives the cat an obligatory behind-the-ear scratch, then climbs from bed, making her way across the loft. SARAH'S ARTIST LOFT is furnished in thrift-store treasures. The loft has an earthy warmth to it, in stark contrast to the urban decay outside - an island amidst a sea of unrest, dominated by an arching half-circle window through which Sarah can view the local wildlife on the streets below. ON SARAH'S CANVASSES Turbulent oils reminiscent of history's brooding symbolist painters. Give Sarah's childhood inspiration, the subject matter is no real surprise. CAMERA ISOLATES a work-in-progress. The painting depicts a woman resembling Sarah being cradled in the arms of her pale-faced lover, surrounded by a sea of watchful dead. SARAH reaches the shower, strips off her clothes. Her back and upper arms are decorated with graceful tattoo work - a pair of black angel wings sweeping over her shoulder blades. She's got a ring in her navel, another in a nipple... In short, the skate-waif we knew back in Detroit has matured quite a bit since that fateful Devil's Night. Sarah shuts here eyes, turns her face up into the spray. For a brief second we see a flash of... EXT. DOCKS, COMMERCIAL WATERFRONT - NIGHT Ashe's death. Plunging into the icy waters, down into darkness. Just as suddenly we are back in... INT. SARAH'S LOFT - NIGHT Sarah's eyes snap open. She holds a hand out to the shower wall, takes a moment to collect herself. Troubled, Sarah climbs from the shower, shrugs on some clothes. Among her accourterments is a necklace featuring a silver ankh, the symbol of eternity. As Sarah sites in front of her vanity we catch sight of the irony mask that used to hang by Shelly's mirror. Next to the mask is a... TARNISHED WEDDING RING Once Shelly's. There's an inscription inside - "FOREVER". Sarah fingers the ring a moment, glancing at the irony mask. Lots of memories. Lots of ghosts. Gabriel creeps up, MEOWING forlornly. SARAH (wistfully) Me too. She threads the ring onto her necklace, letting it fall next to the ankh, then slips the silver chain over her head. Sarah stands, pulls on a jacket, heads out. EXT. SARAH'S LOFT, STREET - DUSK An ill-wind kicks up trash and grit. Sarah glances down. Dozens of the glassine imp envelopes swirl around Sarah's feet like confetti. One of the envelopes has stuck to her heel. As she peels it off, she catches sight of... A PALE FACE in a shadowed entryway. It's a TEENAGED GIRL (16), strung out on drugs. The girl cowers in a narrow stairway, hugging herself, shivering from withdrawal. Sarah draws closer, notices some of the grinning imp drug sachets at the girl's feet. The girl shies away, frightened, suspicious. SARAH (dryly) Nice place you've got here. GRACE (a muttered whisper) No place else to go. Sarah can't help but recognize a part of herself in this lost soul. SARAH Gotta name? GRACE Grace. So what? SARAH Listen, Grace, how does some hot coffee sound? Maybe a little food? GRACE What do you want? SARAH Nothing. Guess you just remind me of someone I used to know. After a moment, Grace offers a reluctant nod. Sarah helps her from the entryway, into the warmth of the dying light. Grace blinks, shields her eyes. As they walk away down the street, camera rises up to include... THE CROW perched on a nearby rooftop, watching them. CUT TO: EXT. GRAY GARGOYLE TATTOO SHOP - NIGHT the Gargoyle is an usassuming ink shop - the sole oasis of light in an otherwise desolated block populated by derelict warehouse buildings. Flickering neon BUZZES in the window. Nearby is a battered road sign - "END CITY LIMITS". Someone has spray-painted "OF THE FUCKING WORLD" over "city limits". In the distance, the bridge of the River Styx rises through the mist like a skeletal dinosaur. SUPER TITLE: "OCTOBER 30TH - LA NOCHE DE LA SANTA MUERTE" INT. GRAY GARGOYLE TATTOO SHOP - NIGHT CLOSE ON a sparking tattoo "gun", the needle WHIRRING as it travels over a patch of Vaseline-smeared skin. SARAH (V.O.) Almost finished. Doing okay? CUSTOMER (V.O.) Yeah, stings a little. SARAH (V.O.) That's why they call me the Mistress of Pain. PULL BACK TO REVEAL Sarah expertly guiding the needle, wearing glasses, surgical gloves, concentrating. Sarah's buzz-headed CUSTOMER sits in a ratty dentist's chair. Sarah is finishing coloring a Japanese dragon which winds its way over the man's forearm. She makes another line of color then sits back, smoothing more Vaseline over the man's arm. She picks up a jeweler's loupe, makes an adjustment on her needle... Behind Sarah we glimpse the cluttered tattoo shop - walls covered with sheets of flash (ready-made art), bookshelves crammed with reference works. Sarah's partner, NOAH, a chain-smoking proto-punk Brit, consults with a YOUNG GRUNGE COUPLE. LATER - Noah is closing up shop, while Sarah sterilizes some needles in an autoclave. NOAH What a downer - this kid wanted me to tattoo "If you're reading this, you're too close" on his bleedin' bum! Sarah smiles. Noah fires up a fag, flops down into a dentist chair. The two slip into a familiar, good-natured banter. NOAH Christ, I'm knackered. SARAH Beats pushing ink in Detroit. NOAH That it does, Princess, that it does. (remembering) Oh, I bought you a little present... Noah reaches into his shirt pocket and pulls something out. It's a handmade candy sugar skull with a little strip of paper glued to the bottom - a fortune. NOAH They do 'em for the Day of the Dead. (tossing the skull to Sarah) Nice, huh? Necrophagia, Princess. Eat the dead. SARAH (reading fortune) "Life is just a dream on the way to death." I like that. Sarah studies the skull, then pops it in her mouth, nodding. Noah rises, stretching. NOAH Want to grab a beer, then? SARAH No, I gotta go home. Haven't been sleeping much lately. NOAH So, what's the dirty dog's name? SARAH I've just been having some weird dreams. (reflecting) You ever dream that you're dying someone else's death? Outside we hear a MOTORCYCLE pulling up, then someone KNOCKS on the front door. NOAH (calling out) Sorry, we're closed. CURVE appears outside. He POUNDS harder on the door. CURVE Open the fucking door! NOAH stands, moves to the door. NOAH Look, I said we're... BANG! Curve kicks open the door and storms in. He PUNCHES Noah in the nose, then heads straight for Sarah. CURVE You think what you did to me is funny? Some kind of joke? SARAH What are you talking about?! CURVE I'm talking about the fucking tattoo you gave me! I took off the bandages. Look...!!! Curve rips open his shirt, revealing his chest. CURVE'S TATTOO It's a crow, rendered in bold slashes of black. Or is it? Upon closer examination the crow looks like something else - two demons fighting. The design is a classic ambiguous figure - like the picture of the woman in front of a vanity which can also be seen as a skull. SARAH A crow... Damn right, it's a crow. And did I ask for a fucking bird on my chest? Did I?! Sarah shakes her head. CURVE Then what-the-fuck is it doing there?! SARAH I don't know, I was just going from the design you gave me... SMACK! Curve backhands Sarah across the face. Noah rushes forward, blood still running from his nose. NOAH Stop it! Curve pulls an automatic from his waist-band and points the gun at Noah. Noah freezes... CURVE What's it going to be, hero? Ready to kiss your faggot-ass good-bye? I think so. I think you're shitting yourself you're so goddamn ready. Curve snaps open an imp bag of his favorite drug, snorts up the contents. He presses the gun against Noah's forehead. SARAH (O.S.) Over here, ass-hole... As Curve turns, Sarah squeezes a bottle of tattoo ink into the killer's eyes, blinding him. CURVE Agh!!! SHIT!!! Sarah plants one of her Doc Marten boots in Curve's groin. He SCREAMS, doubles over. Sarah pulls the automatic from his grasp and trains it on him. SARAH Get up. Curve cups his balls, slowly rises. His eyes are glowing with manic intensity. A slow smile creeps across Curve's face. He backs away towards the front door. CURVE Shoulda killed me while you had the chance, sugarplum. Be seeing you. Curve smashes his fist into the neon sign, then ducks out thedoor. Moments later we hear his motorcycle ROAR to life. He takes off, ENGINE SCREAMING away into the night. Sarah lowers the gun, takes a deep breath, looks to Noah. SARAH You okay? Noah wipes his bloody nose, looks to the floor where Curve discarded the drug sachet, shakes his head in disgust. NOAH Fuck me, wonder what they'll be snorting next? Sarah shakes her head, at wits end. SARAH I just can't do this anymore... I'm so tired of this. Noah pulls Sarah toward him, gives her a big hug. NOAH Easy there, luv. It'll all work out. EXT. GRAY GARGOYLE, - NIGHT Sarah, still clutching Curve's gun, hurries to her Galaxy 500 which is parked along the nearby train tracks. INT. SARAH'S GALAXY - NIGHT Sarah moves behind the wheel, dumps the gun on the seat, and rests her head in her hands. As Sarah raises her head... SARAH'S POV (THROUGH WINDSHIELD) The Crow is perched on the hood of her car. Sarah HONKS her horn in frustration. The Crow doesn't move. EXT. GRAY GARGOYLE, ALLEYWAY - NIGHT Sarah rushes out of her car, screaming at the bird. SARAH Get out of here! Go!!! Sarah FIRES a wild shot into the sky. The Crow files off into the night. Sarah collapses against the hood of her Galaxy and starts to cry. CUT TO: EXT. CITYSCAPE - NIGHT The Crow soars away from the Gargoyle, toward the beckoning lights of Downtown. In the distance, a flashing "JESUS SAVES" sign draws our attention to a monolithic tower. EXT. JUDAH'S TOWER, CAMPANILE - NIGHT The Crow makes its way towards the decaying tower, which is crowned by a weather-worn campanile. The campanile is a complex arabesque of rusted iron scrollwork, like something Antonio Gaudi conjured up from an art nouveau fever-dream. Just as the Crow is about to reach the campanile, it banks away. We, however, continue to rush onward, right through one of the dark openings in the scrollwork... INT. JUDAH'S TOWER, CAMPANILE - NIGHT SCRITCH! SCRITCH! All we see is black, then some vague, shiny reflections... CAMERA PULLS BACK to reveal a stag beetle, imprisoned within a box, leashed to a nail with a piece of thread. We were tight on its shiny carapace. The beetle strains at its leash, moving in a perpetual circle around the nail. CAMERA MOVES UP over the side of the box. Although mere inches in height, this enclosure might as well be the Great Wall as far as our little member of the Coleoptera is concerned. AS THE CAMERA CONTINUES TO PULL BACK we see crime lord Judah Earl's lair in all its sepulchral glory... Dark, filled with shadows. The decor is a cross between ruinous palatial splendor and a SoHo industrial art installation. The upper reaches of the campanile are laced with a spiderweb network of steel girders. Look close enough and you might see PEOPLE bound to the supporting pillars, like the half-glimpsed shapes crouching at the foot of your bed in the middle of the night. VOICES draw our attention to an area partitioned off by chain-mail curtains. CAMERA MOVES IN towards a break in the curtains. We linger there for a tantalizing moment... JUDAH (V.O.) Talk to me, Sibyl. Tell me what you see. SIBYL (V.O.) I see Death returning from the veil of tears. He has your name on his tongue. Now we plunge in through the curtains... The "camera" consists of a series of lenses and mirrors which project images from the outside world onto a circular table, offering the ultimate voyeuristic view of the crumbling cityscape. TWO FIGURES stand with their backs to us, studying the camera's view. The first is... JUDAH EARL, A sinewy, slash-mouthed Byronic figure with a guttural voice. Old before his time, touched by childhood visions of his own death. The tower is Judah's prison in more ways than one. SIBYL, Judah's blind oracle, waits by his side. Attractive, though of indeterminate sex. His/her dour features are hidden beneath a black cowl. JUDAH (fatalistic) It's finally beginning, isn't it? What mask will Death wear, can you tell me that? SIBYL I see the face of one of your victims. Judah lifts his head up and we see his luminous amber eyes for the first time. A kind of madness dances within them. JUDAH All my sins remembered. CUT TO: INT. SARAH'S LOFT - NIGHT Sarah sits in bed, cigarette burning in one hand, a half-filled wine glass in the other. She turns out her light, looks to the window and the cityscape beyond - as if the answers were lying out there in the steam-cloaked streets. CUT TO: SOMEONE'S SPEED-INDUCED POV. Performers flaunt their flesh on a raised stage. CROWDS OF SEXUAL LIBERTINES and CUTTING EDGE FETISHISTS writhe as one on the dance floor. Lots of rubber, latex strap bodices, Victorian hoop skirts - it's a modern-day De Sade's wet-dream. REVERSE ANGLE on Curve as he pushes his way upstairs and through the tangle of flesh. He pulls up to a bar, takes a seat alongside Kali and Spider Monkey (who's amusing himself with a Viewmaster). CLICK, CLICK - we see MONKEY'S POV - as the 3-D tableaus rotate into position THE BARTENDER, a barrel-chested Samoan, sets a drink down in front of Curve, nods a greeting. Curve sits back, opens his shirt, nudges Spider Monkey. CURVE Spider Monkey, what's this tattoo look like to you? SPIDER MONKEY This a test? CURVE Come on, man, just tell me what you see. Spider Monkey inspects Curve's chest. SPIDER MONKEY A bird. CURVE (annoyed) Think about it a minute. Don't you see two demons? SPIDER MONKEY Nope. I see a bird. CURVE Ah, fuck you, then. Curve lifts up his beer bottle. ECU from within the beer as the amber liquid rushes towards us... DISSOLVE TO: EXT. UNDERWATER REALM - NIGHT Air bubbles escaping, blood. Ashe is drowning again, the orbs of his eyes bulging outwards. Over this we hear a WOMAN'S SCREAM and... INT. SARAH'S LOFT - NIGHT Sarah bolts up in bed, knocking her wine glass to the floor, SHATTERING it. She's choking, gasping for breath. Her heart is hammering within her chest. SARAH ...ohgodohgodohgod... Suddenly she catches sight of a shadow on the wall before her - a GIANT BIRD slowly spreading its black wings. Sarah turns to the window. The Crow is perched just outside. SARAH What do you want from me?! The Crow CAWS, then takes flight. CLOSE ON SARAH Calm now, realization and a sense of purpose dawning. CUT TO: EXT. DOCKS, COMMERCIAL WATERFRONT - NIGHT We descend towards the empty docks, pushing out into the mist-shrouded water, then down into the ocean's murky depths. PRESENTLY THE BODIES OF ASHE AND DANNY come into view, caught up in a tangle of razor wire. CLOSE ON ASHE'S FACE Unaltered by the ravages of time. His eyelids flicker, dreaming. A SINGLE TEAR escapes, flowing down his cheek. We push on INSIDE HIS HEAD... We see brief MEMORY FLASHES of he and Danny together... INT. ASHE'S GARAGE - NIGHT/DAY (MEMORIES) Danny stretched out on the floor of their garage, painting a picture... Danny and Ashe rough-housing, having a water fight... Danny sitting in Ashe's lap as Ashe reads aloud from a story. ASHE (reading) "...midway through our life's journey I came to myself within a dark wood where the straight way was lost..." Danny asleep, curled up next to his father. Ashe reaches out and strokes Danny's hair... CLOSE ON ASHE'S FACE His dead eyes suddenly open. Confusion. Pain. Fear. A stream of bubbles rushes from his mouth, obscuring our view. ASHE'S POV As the bubbles clear, Danny's face comes into focus just a few inches from his own. Ashe panics, jerks back. The razor-wire barbs cut into his flesh. The more he struggles, the tighter the coils become, slashing his hands and face, shredding his clothes. He's caught in his son's embrace, the two of them thrashing about in a grotesque underwater ballet. CUT TO: EXT. RIVER STYX BRIDGE - NIGHT The headlights of Sarah's Galaxy cut through the fog. She pulls up just in time to see the Crow disappearing into the mist which cloaks the bridge. Sarah follows, trying to keep up with the bird. CUT TO: EXT. UNDER WATER - NIGHT Ashe's struggles become more and more violent. He thrashes, churning up a cloud of bubbles. We are intercutting quickly now, between Ashe's turmoil and... CUT TO: EXT. DOCKS, COMMERCIAL WATERFRONT - NIGHT Sarah reaches the pier where Ashe and Danny were executed. She climbs from her car... THE CROW flies on ahead, landing atop one of the piles, staring down into the water. AND AS SARAH starts toward the bird we... CUT TO: EXT. UNDER WATER - NIGHT Ashe tears his hands free, clawing his body away from the barbwire, swimming to the surface in a storm of bubbles... FLASHBACKS of subjective POVs. The killers walking down the jetty, marching Ashe and Danny to their deaths and... EXT. DOCKS, COMMERCIAL DISTRICT - NIGHT We are beneath the jetty now in the present, looking up through the slats as a FIGURE (Sarah?) makes its way to the water... Camera CRANES UP from beneath the jetty to reveal Sarah standing there in silhouette... EXT. UNDER WATER - NIGHT Ashe is propelled towards the surface. EXT. DOCKS COMMERCIAL WATERFRONT - NIGHT Ashe suddenly bursts from the sea with his arms outstretched. A hellish Venus on the half-shell. Gasping, full of terror and rage. He lets loose a TORTURED HOWL. ASHE digs his fingers into the wood-rot pulp of the pilings and claws his way up to the jetty. He collapses down onto the wooded slats. ASHE crouches before us, his face hidden from view. He reaches out his hand, touching an unmistakable BLOOD STAIN... Danny's blood stain. This triggers more painful memories... EXT. DOCKS, COMMERCIAL WATERFRONT - NIGHT Images from Ashe and Danny's execution assault him. BANG!!! Kali FIRING her gun. Ashe SCREAMING. Danny's body slumping forward like a marionette whose strings have been severed. CUT TO: EXT. DOCKS, COMMERCIAL WATERFRONT - NIGHT (PRESENT) Ashe lifts his head, WAILING. He's covered from head to toe in ocean-bottom silt. Blood from the razor-wire wounds has smeared across his face in patterns which eerily recall the Crow make-up. Strips of the wire still cling to his arms and chest, the barbs buried deep in his flesh. Reliving the violent moment is more than his mind can bear. Ashe's eyes roll up into his head. The world spins around him. But even as the lights are going out, Ashe glimpses... A DARK FIGURE standing in front of him. It's the last thing Ashe sees before consciousness escapes him. SARAH emerges from the shadows, staring down at Ashe in wonder. CUT TO BLACK: SUPER TITLE: "OCTOBER 31ST - ALL HALLOWS EVE" INT. SARAH'S LOFT - DUSK Ashe opens his eyes. The mud-silt which covers his face has dried and cracked, causing it to crumble away in flakes. Ashe is lying on a cot in the middle of the loft. We see scattered images: candles burning, a reilgious altar overflowing with trinkets, mirrors, mannequins, canvases, and finally... GABRIEL perched at the end of the bed, watching Ashe intently. SARAH sits on the other side of the loft in a paint-smeared work-shirt, brush in hand. She's studying a half-finished canvas, contemplating her next move. CANVAS The eerie scene depicting a woman on her death-bed being cradled in the arms of her ghostly lover. Sarah tenses, feeling Ashe's eyes burning into the back of her neck. She turns around, sees Ashe. ASHE (disoriented) ...who are you? SARAH My name's Sarah. I had a dream about you. I saw them shoot you and your son... (beat) ...I saw you drowning. Ashes shuts his eyes a moment, trying to recall the imagery. EXT. DOCKS, COMMERCIAL WATERFRONT - NIGHT (FLASHBACK) BANG! BANG! BANG! Curve FIRES a gun into Ashe's chest. Ashe crumples and we are back at... INT. SARAH'S LOFT - DUSK Ashe looks down at his chest, tracing his fingers over the area where bullet holes should be. Instead, he finds a series of indented welts. ASHE How did I survive? Sarah suddenly comes to the terrible realization that Ashe does not know he has died. SARAH (coming towards him) You didn't. Ashe looks up at Sarah, uncomprehending. SARAH You're dead. ASHE No... Ashe stands, enraged. He starts toward Sarah. She backs away... ASHE Stop looking at me that way -- stop looking -- this isn't real, none of this is real! I'm dreaming this. SARAH (shaking her head, frightened) No. The two of the struggle a moment, Ashe pushes Sarah back. Sarah reaches for him, trying to restrain him, trying to somehow keep his rising terror in check... she's not getting through to him, he can't be made to listen... Finally, Sarah grabs a kitchen knife from the counter and plunges it into Ashe's chest. Ashe gasps. He stares down at the incongruous sight of a knife-handle stickout out from his sternum, then he yanks the knife back out. No pain. No wound. A moment of shock, then... ASHE (looking at her, a tortured whisper) I'm dreaming this. Sarah tries to reach for Ashe again. He tears away from her, flinging her back and running for the door. EXT. SARAH'S LOFT - NIGHT Ashe stumbles from the doorway out onto the sidewalk. He rushes blindly up the street. CAMERA WHIP-PANS from the fleeing Ashe to Sarah's window. On a pillar outside, the Crow is waiting... INT. SARAH'S LOFT - NIGHT Sarah rushes to the window, watching Ashe run. She SEES the Crow perched below her. It takes wings, flying after Ashe... CUT TO: EXT. BRIDGE/GARAGE - NIGHT Beneath the arching span of a freeway bridge is a series of corrugated iron sheds. CAMERA FOLLOWS as Ashe, exhausted fro his run, makes his way towards them. The Crow flies on ahead, landing next to one of the doors, beckoning... Ashe slides one of the RATTLING doors open... INT. GARAGE - NIGHT As light spills in, we catch a glimpse of the humble auto repair garage - tools, a few wrecks-in-progress, a motorcycle... CAMERA ISOLATES a tempera painting on the floor that's been executed on construction paper. A brush and a collection of paint canisters are scattered around it, like the kind you might find in a primary school art class. Ashe kneels next to the painting... CLOSE ON PAINTING An image rendered by a child's optimistic imagination - a crude father and sone, respectively labeled "DAD" and "ME". A FOOTPRINT mars the otherwise perfect memento. Ashe touches the figure labeled "ME", which triggers... INT. GARAGE - NIGHT (FLASHBACK) Ashe is working beneath a car. Danny is sprawled on the floor. He holds up the painting in question. DANNY Hey, Dad...what color should I make the sun? ASHE Blue. DANNY There's no such thing. ASHE (playful) No. Well there should be. Just then we hear a GUNSHOT coming from outside. DANNY (wide eyed) What was that? Danny climbs to his feet, moves outside... ASHE Danny, wait! Ashe slides out from under the car. EXT. GARAGE - NIGHT (FLASHBACK) From the back doorway, Ashe and Danny catch sight of Curve and his crew executing someone beneath the freeway overpass. Curve's face is splattered with blood. He turns and sees them... CURVE See no evil. EXT. DOCKS, COMMERCIAL WATERFRONT - NIGHT (FLASHBACK) Now we're back at the pier. The memory flashes are coming faster and faster. Danny is sobbing once again. DANNY'S VOICE I'm sorry, Dad...I'm sorry... We see Kali raise her gun. BANG! There's the muzzle flash! Ashe SCREAMS... ASHE NO!!! CURVE'S VOICE Nothing personal, sport. SMASH CUT TO: INT. GARAGE - NIGHT (PRESENT) Ashe is tearing the place apart, sobbing, knocking over racks of tools. Finally, he sinks to his knees, his face a mask of tears. Ashe spins, murderous rage in his eyes. Never startle an animal, right? SARAH stands in the doorway. ASHE Why are you here? SARAH I don't know. She stops herself -- she does know, she just didn't want to admit it to herself. SARAH I want to help you. I need to. Sarah approaches, dropping by Ashe's side. She sees Danny's painting which Ashe cradles protectively. Ashe looks up at Sarah, his eyes full of questions. ASHE Everything's so confused... (anguished, touching the drawing) Danny... SARAH He's not here anymore. Sarah draws closer, touched by Ashe's inner struggle. She reaches out to him, drawing him into her arms. He stares up at her, eyes distant. ASHE There's no moon... Sarah touches Ashe's face, calming him, trying to reach through his pain. SARAH You've been given another chance, Ashe -- to put the wrong things right... Sarah's eyes drop to the canisters of paint which have been scattered nearby. She reaches for the canister of white and unscrews the lid, dipping her fingers inside... Sarah's re-creation of the irony war mask has an oddly ritualistic feel to it. Yet the act is also quite erotic, for the mutual attraction between these two battered souls is almost palpable. As Sarah continues to speak, she begins to paint Ashe's face using Danny's art supplies. We see this transformation in bits and pieces - an eye here, fingers dipping into the canister of white there, ruby lips being smeared with black... ...the face that is taking shape is both similar to and different from Eric's. It's the legacy of the Crow, as funneled through Ashe's own, unique pain. SARAH I believe there've always been people like you... Sarah has finished. She sits back, surveying her work... SARAH It's the pain that brings people back. It makes us strong again. CLOSE ON ASHE'S FACE as he turns towards us. A slash of light illuminates the signature black and white war-paint of the Crow in all its glory. Ashe looks like a dark saint. CUT TO: EXT. FREEWAY OVERPASS - NIGHT Ashe rockets beneath the gothic arches of the freeway overpass on his motorcycle, hellfire burning in his eyes, his coat flapping behind him like a fallen angel's wings. THE CROW flies alongside Ashe. THE CROW lands on a telephone wire, studying the warehouse. Presently we hear Ashe's MOTORCYCLE approaching, then we see the front wheel of his bike pulling into the foreground. CROW'S POV (ANAMORPHIC) Ashe turns to the Crow, slyly giving the bird the thumbs-up sign... MATCH CUT TO... INT. SPIDER MONKEY'S WAREHOUSE LAB - NIGHT CA-CHUNK, CA-CHUNK, CA-CHUNK. CLOSE ON a sheet of glassine drug bags as a hand-powered printing press comes down, mass-producing the image of the imp giving us the thumbs up... PULL BACK TO REVEAL the lab set up in a maze of barrells. The walls are stained from the toxic fumes. Blacked-out windows sweat with moisture. There are heating mantles rigged with flasks and condensers, vacuum pumps - along with ingredients like battery acid, paint thinner, and Epsom salts. Nearby are dozens of 50-gallon drums containing the finished product. Spider Monkey is working away at the printing press, pausing to snoot some of Judah's drug. Nearby is an old TV featuring lurid videos of amateur bull riding - we watch as a drunken participant gets gored. Suddenly the power in the lab goes out, the TV screen sputters and goes dark. SPIDER MONKEY Ono! ASHE (O.S.) 'My mother was accursed the night she bore me and I am faint with envy of all the dead'. Spider Monkey whirls around, startled. Ashe is sitting cross-legged on one of the tables, grinning like a black leather Buddha. ASHE Tell me, Monkey. Does the corpse have a familiar face? SPIDER MONKEY Who the fuck are you? ASHE You have to learn to look beyond the mask. Ashe jumps down from the table, walking into the light. Spider Monkey's eyes widen in recognition. SPIDER MONKEY No way, man...we put you under...you and that little snot-nosed kid... Ashe dips his hand into one of the 50-gallon drums. He blows a handful of the Trinity dust at Spider Monkey. Spider Monkey, terminally spooked, reaches back to the counter behind him, searching for something... ASHE Looking for this? Ashe holds up a pistol and puts it to his head. ASHE (an evil grin) Don't try this at home, kids. BOOM! ASHE puts a bullet through his own forehead. His head snaps backward and his body collapses onto the floor. Spider Monkey creeps forward toward Ashe's body... ASHE springs from the ground, SLAMMING Spider Monkey against a table of chemicals. Bottles SHATTER on the floor, spilling their toxic contents. SPIDER MONKEY What are you?! What the fuck are you?! Ashe leans in so he's eye to eye with Spider Monkey. ASHE I wasn't sure at first. Now I know. I'm the boiling man, Monkey. I'm the plague of Darkness and the death of the first-born. All your nightmares rolled into one. Ashe removes a wooden match from his inside coat pocket. He scrapes his thumb-nail over the head, igniting it. SPIDER MONKEY Whoa...this shit's flammable! Look, look, what do you want? ASHE The others. Who are they? SPIDER MONKEY Nemo. Kali. Judah. And Curve. ASHE I'll start with Nemo, then work my way up the food chain. Where is he? SPIDER MONKEY Nemo? Nemo's an old gash-hound. He hangs out at the Peep-O-Rama on Deacon Street! WHOOSH! Ashe blows the match out. ASHE Congratulations, monkey. You just bought yourself a fighting chance. Ashe reaches into his coat pocket, pulling out a deck of cards. He fans them out, points... ASHE Pick a card, monkey. Spider Monkey slowly extends his hand, half-expecting Ashe to pounce on him. He pulls a card out. Spider Monkey tosses the card down, face up. He's got the Jack of Hearts. he smiles tentatively. Ashe pulls out a card of his own and flips it around - the King of Clubs. ASHE Lady Luck's a bitch. Ashe produces another wooden match. SPIDER MONKEY Aw, Jesus, c'mon, man! ASHE You're wasting your breath, angelito. Nobody's up there listening. CLOSE ON MATCH as Ashe scrapes his thumb-nail over the head... EXT. SPIDER MONKEY'S WAREHOUSE LAB - NIGHT An EXPLOSION rips through the front of the lab, spilling roiling CLOUDS OF FIRE out into the street. The blackened windows SHATTER OUTWARDS in a HAIL STORM OF GLASS... ASHE emerges from the raging conflagration, walking right through the flames, indifferent to the heat. A flurry of the tiny glassine drug bags swirl around him like snow. THE CROW spirals down from a telephone wire, landing atop the handlebars of Ashe's motorcycle. ASHE lifts his head to the night sky, laughing. His clothes are still smoking. CUT TO: INT. GRAY GARGOYLE - NIGHT Sarah is working at one of the drawing tables. Noah is mixing pigments. SARAH'S SKETCH PAD She's working on a rendering of Ashe. She sits back... SARAH ...and all the world will be in love with night... SARAH STARES AT THE DRAWING. SARAH Do you believe in fate, Noah? NOAH (considering) Seeems to me it's more a question of fate believing in you. Sarah rises, reaching for her bag. As she heads for the exit, Noah reaches for the sketch. He smoothes it out, studies the image awhile as we... CUT TO: EXT. SPIDER MONKEY'S WAREHOUSE LAB - NIGHT The demolished building is still burning strong. Curve arrives on the scene, dismounting his motorcycle. CLOSE ON CURVE as he studies the shattered glass which litters the asphalt. The fire is reflected in the fragments. With a growing sense of dread, Curve looks from the glass to the tattoo on his chest. He touches the Crow tattoo. SCENE FROM ABOVE - Now we see that the glass shards have fallen in an array that is anything but random. The shards have taken the shape of a large crow. CUT TO: THE CROW flys past a line of palm trees which burst into flames. CUT TO: INT. JUDAH'S TOWER, CAMPANILE - NIGHT TWO ZIPPER-MASKED WOMEN are frolicking on a bed, acting out an elaborate bondage fantasy. Pull back to include... A VIDEO CAMERA recording the pornographic act for posterity. Pull further back to include... JUDAH lounging on a couch a few dozen yards away, watching the women on four video monitors, detached and twice removed from the sex play. CURVE enters from out of the shadows. Judah looks up to him. CURVE Bad news. JUDAH Illuminate me. CURVE Someone torched the lab on Manchester. Spider Monkey's a fucking crispy critter. JUDAH Monkey I could care less about. What about our merchandise? CURVE A total loss. SIBYL (O.S.) He left a sign, didn't he? Judah looks to Sibyl who is standing nearby. CURVE (rising, uneasy) I don't know what you're talking about. SIBYL Yes you do. You've seen it. Sibyl points an accusing finger at Curve's chest. SIBYL You've been marked. CURVE (even more agitated) Jesus Christ, Judah, why the fuck to you listen to her?! JUDAH Because she speaks the truth. Judah rises swiftly from his chair. He snags a handful of Curve's shirt and rips it open, revealing the Crow tattoo. JUDAH What's this, Curve? A beauty mark? SIBYL Your enemy wears the mask of the Crow. The bird of ill-omen. CLOSE ON Judah as the words sink in. He strides across the floor, sweeping aside one of the curtains surrounding the camera obscura. JUDAH The Crow. Death's avatar. I've heard the legends. JUDAH looks down at a view of the seething landscape. JUDAH Let him come, then. CUT TO: EXT. PEEP-O-RAMA PORN SHOP - NIGHT The Peep-O-Rama occupies an old Japanese movie house. A geisha-girl sign flashes over the marquee. Beneath that is a blinking neon eye which opens and closes. Other signs offer enticements like "ONLY 25 CENTS A PEEP!" and "REAL GIRLS WORKING THEIR WAY THROUGH COLLEGE!" As Nemo approaches, a laconic HINDU with a throat microphone sits outside, reciting his tired schpiel. HINDU Tokens for the buddy booths, live girls. Tokens for the buddy booths, live girls... Nemo hands the Hindu a twenty. INT. BUDDY BOOTH - NIGHT Nemo enters a cramped booth, clutching a handful of tokens embossed with the Peep-O-Rama eye logo on them. There's a seat, a box of Kleenex, a phone, and a grimy Plexiglas window with a metal shutter over it. Nemo starts popping tokens into the slot next to the window, pockets the rest of them. With a WHIR the metal shutter rises, revealing a WOMAN in a garter-belt get-up perched on a stool. In a forgiving light, she might even be beautiful. An LED display starts counting down from sixty - the seconds remaining on the metered shutter. Nemo picks up the receiver. NEMO You got a name? WOMAN Holly Daze. Do you want me, baby? NEMO I need to see some sugar. Holly shrugs out of her bra, plants her scuffed-up high heels on either side of the window, runs her hands up and down her body, utters some tired-ass MOANS. NEMO Right on, sister... Nemo unbuckles his belt, drops his drawers... HOLLY (eyeing his endowment) Mmmm. Is that for me? NEMO Yeah, we're gonna celebrate Christmas a little early this year. HOLLY Keep doing that, honey, you'll go blind. CUT TO: INT. PEEP-O-RAMA BUDDY BOOTH - NIGHT Holly is still MOANING. Over on the LED display, Nemo's time has just about expired. HOLLY Time's almost up, lover. Better hurry up with those tokens. NEMO Shitfire... Nemo fumbles with his pants, scoops out some more tokens... Too late, the shutter is already closing. Nemo feeds some more tokens into the slot. Nothing happens. Nemo punches the LED display. NEMO Come on, fucker! The shutter starts rattling up again, only this time... ASHE is standing on the other side of the Plexiglas. His mouth splits into an evil grin. ASHE "Do you want me, baby?" Nemo's eyes just about pop from his skull. NEMO You. ASHE Me. CRASH! Ashe slams his fists through the Plexiglas window, reaching for Nemo's throat. INT. PEEP-O-RAMA, HALLWAY - NIGHT Nemo comes flying out the booth door. He struggles to rise. A CHORUS OF ORGASMIC SIGHS and cheesy SURF MUSIC drifts out from the other booths. ZEKE (o.s.) Hey, mime boy. AT THE FRONT COUNTER. ZEKE, the Peep-O-Rama's corpulent manager, is cradling a sawed-off shotgun. BOOM! He blows a blast into Ashe's chest! Ashe starts toward Zeke, unfazed. Zeke moves to fire again... Ashe snatches the shotgun from the fat man's grasp, smashing him in the face with the butt-end. Zeke falls back into a video display, sending an avalanche of porno tapes raining down on top of him. Seizing the moment, Nemo rushes for the exit... Ashe spins, pumps the shotgun, blows out one of Nemo's kneecaps. Nemo collapses on the floor, wailing like a child. Ashe strides over to him. ASHE One crow sorrow... He HEAVES Nemo through a glass display booth filled with sex toys. Ashe punctuates each line of the nursery rhyme with a new assault on Nemo. ASHE ...two crows joy... Nemo starts dragging his broken body across the floor. He finds himself face to face with an anatomically- correct blow-up sex doll - the kind with a built-in pre-recorded memory chip. DOLL Ooh, oh baby, I like it like that. You're so good. You're so good... ASHE Three crows a letter, four crows a boy... Ashe HEAVES Nemo back the other way, sending him SMASHING into the front counter. Peep-O-Rama tokens go flying, bouncing and spinning every which way... CLOSE ON A SPINNING TOKEN On one side of the coin the eye is open, on the other it's closed - this creates the illusion of the eye blinking. ASHE Five crows silver, six crows gold... Nemo utters a half-sob and rolls over, feebly wiping away the blood which is clouding his eyes. ASHE Seven crows a secret never to be told. NEMO ...please, please just stop... Ashe pries open Nemo's eyes with his fingers. ASHE You killed my son, Nemo. You took away the only piece of light left in my soul. NEMO We had to! Judah's orders. Never leave any witnesses! We didn't have a choice! ASHE We always have a choice. Ashe plunges his fingers into Nemo's eyes - killing him off-camera. He lifts up his now blood-covered hands and turns... Just then, Holly Daze bursts out into the hall. She sees Ashe and YELPS, certain her number's up. Ashe grabs her by the wrist, spinning her around. HOLLY DAZE (cringing) ...no... Ashe touches her face and sees a split-second FLASH of... HOLLY DAZE DANCING Jump-cut bump and grind, CAT-CALLS, LAUGHTER, the distorted faces of men leering with their hungry eyes, tongues and sweaty palms and heavy breath and I wanna be your fucking dog, baby, and... BANG! ASHE shuts his eyes, reeling... Ashe looks up at Holly - one victim to another. His eyes burn a laser beam into her soul. ASHE If you value what you've lost, you'll walk away from this place and never look back. Holly Daze nods with conviction. Ashe releases her. She bolts like a rabbit flushed from cover. CUT TO: EXT. PEEP-O-RAMA - NIGHT Curve ROARS UP on his motorcycle, followed by Kali and a car-load of ENFORCERS. The team grab their weapons, head for the porno shop... KALI Inside! Kali leads the crew of killers into the porno shop. But Curve stops, sensing something. He spins around... THE CROW is sitting atop one of the cars, watching him. INT. PEEP-O-RAMA, BACK CORRIDOR - NIGHT Kali and Curve move down the dark corridor. The PORN ACTRESS VOICES from the vid-booths continue their ORGIASTIC MOANS, but one voice in particular stand out. KALI Nemo? DOLL'S VOICE Ooh, oh baby, you're so good... CAMERA FINDS NEMO'S BODY at the end of the corridor, lounging in the arms of the sex doll which is still repeating its tinny refrain. Nemo's neck has been snapped and his head hangs at an awkward angle. DOLL ...oh! Oh yea, that's the spot. Do me, baby. Do me. There's a folded piece of paper shoved into Nemo's mouth. Curve pries it out. The paper unfolds like one of those snowflake cut-outs we used to make in grade school - only this cut-out is of a crow. Written across the paper crow are the following words: " I KNOW WHY JESUS WEPT" A phone on the wall is RINGING. RINGING and RINGING. Finally, Curve leans in, snatches up he receiver... ASHE'S VOICE Do you know what they call a gathering of crows, Curve? At the sound of Ashe's voice, Curve's eyes widen with fear. ASHE'S VOICE A murder. A murder of crows. Think about it. CLICK! The line goes dead. Furious, Curve tears the phone from the wall, HEAVING it across the porno shop. CUT TO: EXT. STREET/CHURCH - NIGHT Ashe exits a phone booth, leaving the receiver dangling. A DOG BARKS nearby, followed by the sound of CHILDREN LAUGHING. Ashe turns and sees... A GROUP OF CHILDREN running away, giggling, their FOOTSTEPS receding into the night. A BLACK DOG trots toward Ashe. The children have tied a plastic skull mask to the dog's head. The skull dog trots up the street towards... A SMALL, INNER-CITY LATINO CHURCH sandwiched between two derelict buildings. The doors are open - there's a path of marigold petals leading up the front steps. The skull dog trots up the steps and enters. INT. CHURCH - NIGHT Ashe moves into the sanctuary. He watches from the rear, entranced. PEOPLE are scattered amongst the pews. At the altar is a lavish offrenda - an offering of food and drink for the wandering dead decorated with sugar skulls and floral garlands. Amidst the decorations are photos of departed loved ones. There are tiers of candles surrounding these, scores of them. An ELDERLY PRIEST emerges from a confessional, looking to Ashe with a raised eyebrow..."Next?". PRIEST Can I help you? ASHE I'm sorry, Father, I was just watching... PRIEST Our doors are open. The Priest moves to a candelabra and lights some tapers. ASHE What is this for? PRIEST Dias de los Muertos, the Days of the Dead. We light the candles for our loved ones - so that they might find their way back to earth and share in the pleasures of the living. Ashe watches an OLD WOMAN place a toy motorcycle in front of a picture of a child. PRIEST Tomorrow night we will celebrate. The people will dance, sing... (indicating Ashe's makeup) ...many will wear masks. ASHE Why? PRIEST Some spirits linger here too long. They become confused, mistaking themselves for the living. They have to be frightened away. The priest nods to Ashe and moves down the aisle to the next candelabra. A LITTLE BOY is watching Ashe from one of the back pews. He clutches a striped ball. He drops it. The boy rolls the ball across the floor to Ashe. Ashe kneels and catches it, rolling it back. The boy smiles. BOY Santa Muerte. Unnerved, Ashe retreats out of the sanctuarly, letting the night's shadows swallow him up once more. CUT TO: INT. SARAH'S LOFT - NIGHT Sarah sits by her paintings. Gabriel suddenly stands, arching his back, hair standing on end. ASHE appears on the ledge of the broken window, crouching there like a gargoyle in silhouette. SARAH (hesitant, but relieved) You came back... ASHE Heaven wouldn't have me and Hell was afraid I'd take the place over. Ashe drops into the loft. ASHE I needed to see you again. Ashe moves towards Sarah's paintings, pausing to study the one of the woman being cradled in the arms of her ghostly lover. He touches the woman's face. ASHE She looks like you. After a long moment, Sarah responds. SARAH I paint what I see. Ashe approaches Sarah. He points to the wedding ring which hands from her neck. ASHE Were you married? SARAH It belonged to a friend. ASHE Where are they now? SARAH A better place. Sarah turns the ring around her finger, fidgeting with it. SARAH What about you? ASHE Danny's mother left after he was born. She was a drug addict. SARAH (nodding) I lost my mother the same way. ASHE Small world. Sarah reaches for a cigarette and lights up, taking a long drag. Ashe notices a number of scars on her forearm, possibly some track marks... Sarah catches him looking, self-consciously pulls her hand back. SARAH (meeting his gaze) I left Detroit because I wanted to put the past behind me. (struggling) The problem is, I know how it ends. Blood. Violence. I don't want a part of it anymore. Gabriel approaches Ashe. He crouches, runs his fingers along the cat's back. ASHE What happens to me when I finish what I'm supposed to do here? SARAH You go back. ASHE What if I don't want to go back? Sarah looks away. SARAH Then you're damned INT. JUDAH'S TOWER, CAMPANILE - NIGHT CLOSE ON A VIDEO MONITOR. We're watching the tape documenting Ashe's death. We see Ashe's face sinking beneath the water's surface. The image freezes. CURVE (O.S.) It was him. It was that son of a bitch we dumped off the pier. I know it. PULL BACK TO REVEAL Judah, Curve, and Kali gathered around the monitor. Sibyl waits nearby. Curve is snapping open an envelope of Trinity, sniffing up the contents. JUDAH I thought you killed him. CURVE I shot him in the head! KALI He's a ghost. CURVE No such thing as ghosts. KALI (pointedly) Then who killed Spider Monkey and Nemo? Curve starts pacing, growing more apprehensive. CURVE All I know is, he's fucking with us. The Crow's his symbol, right? That means I'm marked. It means he's coming for me now! KALI I thought you said you didn't believe? Curve turns on Kali, furious, ready to strike her. In a flash, Kali has one of her katanas out. Curve backs away, bristling. CURVE Look, you want to tell yourselves some bullshit fairytales, that's your business. But i'm not gonna sit here with a fucking target on my chest. I'm going to take this motherfucker out! SIBYL You won't stop him with bullets or knives. He doesn't feel pain. He doesn't bleed. Don't you see? His soul has crossed over. He's come back from the other side. Curve looks like he's going to be sick from fear. But Kali and Judah are listening intently.l JUDAH So how do you stop a man who's already dead? SIBYL Can you look destiny in the eye without flinching? Judah studies Sibyl's shadowed face. JUDAH You tell me. A stare-down ensues. Judah doesn't avert his gaze. SIBYL The Crow is the source of his power - his link between this world and the next. Sever that link and he's as vulnerable as the next man. CUT TO: INT. SARAH'S LOFT - NIGHT Ashe pushes through a curtain, turns towards Sarah's vanity -- SEES the knick-knacks and mementos gathered there, then SEES the ceramic irony mask which hangs above. Ashe approaches, reaching a hand out to trace its features. At the bottom of the mirror, a FADED POSTCARD has been tucked between the frame and the glass. Ashe pulls it free, studying it... CLOSE ON POSTCARD A carnival midway set on the beach, people strolling along a boardwalk, golden sand and blue skies. WORDS at the top of the picture read: "WISH YOU WERE HERE". ASHE I've been here. Ashe stares at the picture, entranced, caught up in a moment of wistful nostalgia for the life he's lost. ASHE I took Danny last summer. We went up on the bike, rode all the way up the coast... (beat) It was cold up there. I remember we could see each other's breath. Ashe catches himself, setting the postcard down. He turns his back to Sarah, hiding his face form her, overcome by emotion. Sarah stands, drawing near. She reaches out to console him, touching his shoulder. She alone, among all the souls of the world, understands the isolation that is consuming Ashe. SARAH Look at me. But Ashe won't. SARAH Ashe. Look at me. Ashe finally turns around, a sense of deep and profound loss in his eyes... Something unspoken passes between them. Sarah leans into Ashe, tentative, eyes searching. It's one of those fragile moments where things could go either way. And then... ASHE (pulling back) No... (turning away) We can't do this... The spell has been broken. Ashe starts away from her. ASHE I have to finish what I started. I have to find the others. SARAH I know. Ashe moves to the door, hesitant, a terrible sense of longing gnawing at his heart. SARAH I wish I'd met you before. Ashe nods, then turns to leave. There's nothing else to say. INT. SARAH'S LOFT - NIGHT Sarah watches from her window as Ashe strides to his motorcycle. She raises her hand up, as if to say good- bye. EXT. SARAH'S LOFT - NIGHT As Ashe climbs aboard his bike, he catches sight of himself in the... DISPLAY WINDOW OF A BAKERY Within the bakery are mountains of sugar skulls, candy skeletons, and pan de muerte (bread of the dead). Ashe's reflection is superimposed over this morbid tableau. Ashe fires up the bike's engine. He takes off down the street... CUT TO: INT. JUDAH'S TOWER, CAMPANILE - NIGHT Judah moves back to the stag beetle, watching its Sisyphean efforts. SCRITCH! SCRITCH! JUDAH So the Crow is Ashe's familiar... (to Sibyl) Can his power be taken? SIBYL The bird is the key, the life-force that flows within it... JUDAH (understanding) The blood of the Crow. Judah whirls around, his eyes glowing with a manic fervor. JUDAH (to Curve) The tattoo on your chest, who gave it to you? CURVE Some bitch down at the Gargoyle, but what's that got to do with... Judah grips Curve's shoulders tightly, shaking him. JUDAH Everything, you idiot! Find her. If she gave you his mark, then she's connected to him in some way. She can lead us to him. CUT TO: EXT. DOCKS, COMMERCIAL WATERFRONT - DAWN Ashe stands at the end of the pier, staring down into the silent waters where his natural life ended. He takes something from his coat... THE PAINTING which Danny had been working on. It's got bullet holes in it now. Ashe throws his arms back and lifts his face to the heavens, SCREAMING, cursing his fate. ON ASHE, as seen from afar. A tiny figure dwarfed by the endless expanse of ocean and sky. CUT TO: INT. GRAY GARGOYLE TATTOO SHOP - MOMENTS LATER SUPER TITLE: "NOVEMBER 1ST - NOCHE DE LOS MUERTOS" Curve and Kali have duct-taped Noah to one of the dentist chairs - even his mouth and nose have been sealed shut. Curve lets Noah thrash a moment, then violently rips the tape from Noah's face. NOAH (frightened, gasping) Look, what do you people want? CURVE A house in the country, a dog, a wife and two kids... (grins) ...your fucking head stapled to my saddlebags. KALI We're looking for Sarah. Where is she, Noah? NOAH I'm not going to tell you that... KALI Oh, but I think you are... Kali sites astride Noah. She reaches for one of the tattoo machines. She motions to Curve, who hits the treadlight foot switch. Noah eyes the sparking tattoo machine with rising apprehension as Kali moves it towards his face. CLOSE ON THE NEEDLE a vibrating blur just a few centimeters from Noah's blinking eye. Noah tries to shut his eyes. Kali forces an eye open with the thumb and forefinger of her other hand. BACK TO SCENE KALI Last chance, "love". NOAH (defiant) Get bent, you dried-up bitch. From behind, we see Kali lower the vibrating needle towards Noah's eye. His SHRILL SCREAMS split the night as we... CUT TO: EXT. GRAY GARGOYLE TATTOO SHOP - NIGHT Curve and Kali are leaving the shop. Suddenly Curve clutches at his chest, wincing in pain. He opens his coat, looks down at his chest... THE CROW TATTOO is dripping blood from its beak and talons. Curve staggers back, horrified. Kali is watching him. CURVE No...no... KALI What is it? But Curve isn't listening. He leaps onto his motorcycle and hits the ignition. He takes off with a ROAR... KALI Curve! It's no good. Curve is long gone. CUT TO: *** NOTE: The following scene appears here in the script, but in the film it appears in Chapter 12. *** INT. SECOND COMING FETISH CLUB - NIGHT Curve makes his way to the bar. He rips open a glassine bag of Trinity and vacuum snorts it. His eyes roll up in his head as the chemicals flow. Another wave of pain washes over him. Curve claws at his chest, falls against the bar... CURVE ...goawaygoawaygoawaygoaway... TIME SLOWS TO A CRAWL The MUSIC fades to a muted echo of distant WAR DRUMS. As a feeling of inexorable doom settles over him, Curve lifts his head and sees... ASHE reflected in the bar mirror, materializing out of the narcotic haze. He's wading through the ocean of bodies. In his face paint and black leather Ashe looks like he's just another part of the twisted scene. people are stroking him, brushing up against him - like they can leech off some of his morbid angel charisma. Ashe lifts his hand - he's clutching House o' Peep Zeke's sawed-off shotgun. Curve DIVES to the floor as Ashe's shotgun blast shatters the bar mirror, taking out his own reflection. Curve rolls, climbs to his feet, starts running... The Samoan bartender grabs a semi-auto pistol, opens up on Ashe. Now some of the other ARMED DOORMEN are FIRING too... ...but Ashe keeps on coming, trudging through the HAIL OF GUNFIRE. Bullets are EXPLODING over his body at an insane rate. Ashe is a human roman candle. Nothing is going to stop him from reaching Curve, nothing. The Samoan stops firing. He takes one look at Ashe, who's still coming at them... Fuck this. He turns tail and run. EXT. SECOND COMING FETISH CLUB - NIGHT Curve comes storming out the back door like a bat out of Hell. He takes the rear stairs three at a time, spilling into a couple of back-alley JUNKIES. He stumbles into a pile of garbage, scatters some rats... Curve makes for his bike, which is parked nearby. He fumbles with the key, hits the starter switch... Ashe comes flying off from a second story fire escape, landing atop a car roof on all fours, popping the windows. ASHE Time's up, Curve. CURVE Fuck you, bird-dick! Curve jerks his bike towards the street and guns it... EXT. STREET - NIGHT Curve zooms by a bridal shop-sees his own reflection in the window. EXT. STREET - NIGHT Curve SHRIEKS, turns into the Alley, tachometer red-lining. He glances behind him...The crow flies by. THE CROW plunges down from the night sky, wings flapping madly, quickly gaining on Curve like the breath of death. EXT. CITY STREETS - NIGHT Ashe, in a dream-like state, races along. EXT. OVERPASS - NIGHT Curve leans in low, trying to urge his bike on by will-power alone. He races by a warehouse, veering off the road onto the railroad tracks. UP ABOVE, Ashe appears on the overpass, riding on his own motorcycle, matching Curve's speed. THE CROW soars higher for a bird's eye view, tracking Curve's progress as it sweeps past chimneys, swerves around billboards, ducks under laundry lines... ON ASHE as he ROCKETS along the overpass. The Crow lands on his shoulder. Ahead is a break in the guard rail. Ashe cuts sharply to the right, taking the motorcycle airborne through the break in the rail and... ASHE ...lands on the surface street some thirty feet below! Ashe is now just behind Curve. CUT TO: INT. SARAH'S LOFT - NIGHT Sarah is back at work on the painting of the woman being cradled by her lover. Gabriel, who's lounging nearby, suddenly looks up and HISSES. UP ABOVE THEM the Crow lands on the skylight, staring down at Sarah, watching... There's a KNOCK at her door. Sarah approaches, looks through the peephole... SARAH Who is it? SARAH'S POV (THROUGH FISH-EYE PEEPHOLE) Kali stands there, cradling an automatic. She's flanked by TWO IDENTICAL TWIN THUGS. Kali FIRES into the lock... EXT. TUNNEL MOUTH - NIGHT The chase continues. Curve approaches the bridge doing well past ninety. Abruptly, he cuts down a roadway which parallels the river. There's a chain-link running across the mouth of the tunnel. Up ahead is a hole in the fence leading down to a tunnel spillway. Curve guides his bike through the hole... INT. TUNNEL - NIGHT Curve speeds into the dark tunnel, splashing through puddles of water, whipping past graffiti. As he nears the mouth at the other end, Curve brakes hard, TIRES SQUEALING, almost going down... CURVE'S POV We are now beneath the bridge. It's a stone-cold dead-end. The roadway slopes sharply downward, spilling out into the concrete river bed which is filled to capacity with rushing flood waters. BACK TO SCENE We hear the ROAR of an approaching motorcycle, then an engine cutting out. Curve looks back the way he came... AT THE OPPOSITE END OF THE TUNNEL Ashe's siilhouette steps into view. He's on foot now, clutching the sawed-off shotgun. He lets loose a LAUGH which chills Curve to the bone. ASHE "I have a rendezvous with Death, on some scarred slope of battered hill..." Ashe starts into the tunnel. His WET FOOTSTEPS echo off the weeping walls... ASHE "God knows, 'twere better to be deep where love throbs out in blissful sleep, pulse nigh to pulse and breath to breath..." As Ashe draws closer, his death-like face emerges from the gloom - a ghastly visage floating in the ether... ASHE "But I have a rendezvous with Death. And I to my pledged word am true..." Ashe stops some twenty feet away, grinning like the Cheshire Cat. ASHE "I shall not fail that rendezvous." Silence like knives. Ashe and Curve facing one another. Curve is tense, dry-mouthed... CURVE You think i'm afraid of you, you fucking freak?! YOU THINK I'M AFRAID?!! Curve SCREAMS and guns his cycle forward, rolling the throttle all the way open - a kamikaze run aimed straight at Ashe. Ashe stands his groupd, lifts the shotgun, FIRST at Curve's customized teardrop gas tank. There's the woman doing the wild thing with Death and... BOOM! CURVE'S MOTORCYCLE disintegrates beneath him, breaking apart into a RUSHING COMET OF FLAMING WRECKAGE. Shrapnel skids along the tunnel walls, SPEWING SPARKS. CURVE lies on the garbage-strewn tunnel floor in a spreading pool of blood - burnt, battered, a barb of steel sticking up from his chest. Still, Curve has one glorious, giddy moment where he thinks he's actually succeeded in defeeating Ashe, then... CURVE'S POV as Ashe steps through the gasoline flames. Curve's elation vaporizes. ASHE Can you hear me, Curve? Curve offers a weak nod. ASHE You're going to die now. Curve tries to speak, blood spills from his mouth. Ashe places a finger to his lips. Ashe drops down, kneeling over Curve's chest. ASHE People used to put coins in the mouths of the dead. Do you know why? So they could pay the ferryman to take them across the river Styx. (reaching to Curve's ear) What's this? In a parody of a stage magician, Ashe retrieves one of the Peep-O-Rama tokens from Curve's ear. The embossed eye logo flashes. ASHE Open your mouth, Curve. Curve,s eyes are wide, filled with terror. He MOANS. ASHE Shhh. It's not so bad. Trust me. I've been there. Curve slowly opens his mouth. Tears run from his eyes. Ashe places the coin on Curve's tongue, like a priest administering a Holy wafer. Ashe stands, grabs Curve by the coat collar. He pulls him back towards the end of the tunnel... EXT. TUNNEL MOUTH/RIVER - NIGHT Ashe drags Curve down the sloping end of the spillway to the waters edge. ASHE I want to thank you for showing me my pain, Curve. You made me what I am. ON ASHE As he releases Curve, letting the current carry him away. Ashe stands, tracking Curve's progress. ON CURVE as he floats downstream, limbs outstretched, consciousness fading fast. CURVE'S POV GHOSTLY FACES stare down at him from the girders - people who have made their home in the underbelly of the bridge which stretches overhead. A WOMAN lets loose a cloud of marigold petals. They flutter down around Curve, swirling in the currents. PULL BACK TO REVEAL the petals have clustered around Curve's body in the shape of a Crow. Curve continues to float downstream towards an estuary, borne away on the wings of the bird. *** END OF MOVED SCENE *** INT. TUNNEL - NIGHT Ashe starts back into the tunnel. He pauses a moment, kneeling down, lowering his head. Whether out of respect for the dead or his own condition, we'll never know. After a minute, Ashe lifts his head again and stands. It's time to see his mission through to the end. CUT TO: INT. TUNNEL - NIGHT Ashe is heading back from the river when he's struck by... A VISION OF THE CROW'S POV OF SARAH ASHE is seeing what the crow is witnessing - Sarah in danger. ASHE Sarah! Ashe starts to run, back toward his bike... CUT TO: EXT. CITY STREETS - NIGHT Ashe is on the motorcycle, racing through the streets. He takes a corner on a skid, zipping past the Gray Gargoyle and the neighboring train tracks. CUT TO: EXT. SARAH'S LOFT - NIGHT Ashe pulls up on the motorcycle, SCREECHING to a stop. He leaps from the bike, rushing into Sarah's building. INT. SARAH'S LOFT - NIGHT Ashe stumbles through the doorway into the loft... The loft has been trashed. Furniture turned over, paintings slashed, the ceramic irony mask smashed into pieces... ASHE (alarmed, desperately looking for her) Sarah?! KALI (O.S.) Sarah's gone, ghost man. Ashe whirls around KALI who had been standing still amidst the shadows, now moves from behind Sarah's paintings. ASHE Where is she? KALI Judah's tower. He's waiting for you there. As Kali steps closer we see that she's dressed for war -- a katana secured in a black scabbard, twin daggers on each hip, a bandoleer of throwing stars. ASHE You took my son's life. KALI (gasping) Some people are born victims. ASHE It takes two to make a murder. Kali unsheathes her katana. The blade edge catches the streetlight's glare coming in from the window. KALI Shall we dance? Kali comes at Ashe blindingly fast. She spins and cartwheels end over end, somersaulting. As she lands, Kali shifts into Ginsu-mode, her blade a whirling blur... Ashe ducks under the blade, trapping Kali's sword arm. He twists his hands, SNAPPING her arm... As Kali CRIES OUT, Ashe pivots, THROWING HER towards the half-moon window looking out over the street... CUT TO: INT. CAMPANILE - JUDAH'S TOWER - NIGHT Sarah's eyelids flutter open with a start. She's waking on the heels of a dream. PULL BACK to reveal Sarah curled up on the cold tile floor, a number of candles burning nearby. Sarah sits up, disoriented. Upon moving her arm she finds that it's been shackled to one of the pillars via a long chain. Sarah wastes a few moments tugging at her tether, trying to snap one of the links, but it's no good. Frustrated, Sarah looks around, trying to get her bearings... SIBYL is standing a few yards away, cloaked in darkness, head bowed. Sarah didn't notice her at first. SARAH Where am I? SIBYL The Tower. Everyone finds their way here eventually. Sarah rises from the floor, a little unsteady. She moves towards Sibyl, reaches out to touch her shoulder. The prophetess abruptly lifts her head, causing her hood to fall back. Sarah takes a step back, GASPING... SIBYL'S EMPTY EYE SOCKETS have been sewn shut with black thread. SARAH My God. What happened to you...? JUDAH (O.S.) Fate happened to her. Sarah spins... JUDAH emerges from the gloom, almost as if he were materializing from the shadows themselves. JUDAH Sibyl's been cursed with the gift of prophecy. She sees things that are fated to happen... (beat) She cut her eyes out with a carving knife because she wanted to make the visions stop... Judah brushes the back of his hand affectionately against Sibyl's cheek. JUDAH ...but that only made the visions stronger, didn't it, dear? Sibyl turns her head away from Judah, shunning his caress. SIBYL I've learned to live with my affliction. JUDAH Don't we all. Sarah backs away from Judah, wary. SARAH Judah Earl. JUDAH My reputation precedes me. SARAH (disgusted) I've seen what your drugs have done to this city. JUDAH (shrugging) I saw a need, I exploited it. It's all economics, Sarah. Supply and demand. SARAH Why did you bring me here? JUDAH I'm glad you asked that, Sarah. You've got a very important part to play in this little drama of ours. You see, I intend to capture the Crow... Judah draws near, devouring Sarah with his hungry eyes. USING A JAGGED FINGERNAIL, HE INCISES A CROSS INTO HER FOREHEAD. JUDAH (O.S.) ... and you, my dear, are the birdseed. CUT TO: EXT. SARAH'S LOFT/ALLEY - NIGHT Kali comes CRASHING through the window, falling down to the sidewalk below. She lands atop a wrecked car, snapping her back in two... CLOSE ON KALI lies on the ground, her limbs twisted at awkward angles. She MOANS, somehow still alive. KALI'S POV as Ashe approaches. The Crow flits in from off-screen, landing on his shoulder. Watching Kali with it's curious golden eyes. As Ashe draws near, Kali tries to rise. The most she can do is lift her head. KALI (gasping) I...can't...move... Ashe stares at her, dispassionate. KALI Kill...me, then...finish...it... Ashe simply shakes his head. KALI You...have to. ASHE My job is to send you to hell. You're in it. Kali stares at Ashe in disbelief, her stoic warrior's mien quickly evaporating. KALI There's no...honor in this. It's my...death. I've won it.. Ashe turns and starts away. ASHE Me, too. KALI Wait! Where are you going?! Wait! You can't...do this! You can't do this!!! But Ashe doesn't turn back. He leaves Kali in the cold, wet street, ignoring her pathetic laments. Ashe continues on to the end of the alley... THE CROW lands on Ashe's outstretched hand. The Crow takes wing, lifting its way up into the night. Ashe fires up the motorcycle's engine, tearing away from Sarah's apartment in a cloud of smoke. CUT TO: INT. JUDAH'S TOWER, CAMPANILE - NIGHT The scene resumes. Sarah stares at Judah, horrified. SARAH Why are you doing this? JUDAH Have you ever read Dante's Inferno? It says that the only true path through Hell lies at its center. If you want to escape it -- you have to go further in. Judah lowers himself into a chair. JUDAH When I was a boy I fell through the ice of a lake. I remember seeing the sky through the ice above me, close enough to touch. The world grew cold around me. Dark. Eventually my heart stopped beating. And in that moment, I died. Judah sweeps his hand through one of the candle flames, then pinches the flame out of existence. A tiny wisp of smoke trails up into shadow. Judah settles back in his chair, overcome by a memory that for him has never lost its vibrancy. JUDAH A half-hour later I awoke on an operating table. I had returned to the world of flesh and bone -- But I brought a knowledge back with me... (tapping his forehead) Forbidden knowledge. Judah leans in close to Sarah, his lambent eyes glowing like hot coals. As Judah continues, Sarah fingers the ankh which hangs from her neck. JUDAH I've been living on borrowed time ever since. I've always known Death would be coming for me. (beat) I see now that your friend is the one I've been waiting for. SARAH You can't stop him. JUDAH You're wrong, Sarah. (rising) There is a way to defeat Death... and that's to trade places with him. Sibyl turns her head towards the east. SIBYL The Crow is coming. Judah looks back at Sarah. CUT TO: EXT. CITY STREETS - NIGHT Ashe comes screaming over a hill on his motorcycle, the image of Judah's face burned into his mind... A HORSE-DRAWN CARRIAGE piloted by a man in a devil mask suddenly looms up in front of Ashe. The street ahead has been cordoned off with flashing wooden barricades. There's some kind of street fiesta going on... Ashe swerves, BRAKING HARD to avoid hitting the carriage. Ashe's bike slips out from under him and Ashe goes CRASHING into the barricades. But even as the carriage's skull-faced costumed occupants rush up to help him... ... Ashe is up and running, leaping over the barricades into the crowd beyond... CUT TO: EXT. JUDAH'S TOWER - JESUS SAVES SIGN - NIGHT The Crow lands atop the buzzing "JESUS SAVES" sign. It cocks its head, as if considering its next move, then flies toward the campanile. INT. JUDAH'S TOWER, CAMPANILE - NIGHT The Crow enters through one of the openings in the grillework, settling on one of the rafters. CROW'S POV Sarah sits within one of the pools of illumination far below, still bound to the bed by the chain. Judah and Sibyl are nowhere in sight. THE CROW flies down from the rafters, landing on the floor at Sarah's feet. It CAWS at her, trying to communicate. SARAH ...go...please go... The Crow tilts its head as if trying to understand... SARAH (shaking her chain) GO!!! WHOOSH! A steel cage on a wire and pulley system CLATTERS down from above, SLAMMING to the floor and trapping the bird within it. The bird CAWS angrily, flitting from one side of the cage to another, but its efforts are futile. CROW'S POV (ANAMORPHIC) as Judah emerges from the darkness, crouching down on the floor to study the Crow. He grins. JUDAH Look who's come home to roost. CUT TO: EXT. STREET - DAY OF THE DEAD CELEBRATION - NIGHT A massive street festival is under way with Dia de los Muertos CELEBRANTS mobbing the area. Paper "BIENVENIDOS" banners are strung overhead. CHILDREN light strings of firecrackers. Masked MUMMERS in garish costumes dance, MUSICIANS stroll. People are holding giant papier-mache skulls on sticks along with torches and calavera placards. There are stalls offering marigolds and cockscomb, black beeswax tapers, dangling toy skeletons, mountains of calaveras de azucar. ASHE pushes through the throng of revelers, invisible amidst the carnival atmosphere. In his makeup he's just another face in the crowd. CUT TO: INT. JUDAH'S CAMPANILE/CAMERA OBSCURA - NIGHT Judah, now carrying the cage which contains the Crow, sweeps aside the curtain of the camera obscura. He reaches up to a lever which opens the camera's lens. Moonlight shines down on the camera table. With another lever, Judah adjusts the camera's view. CAMERA TABLE The camera lens is now trained on the night sky. A churning landscape of night-sky coulds drifts across the table's surface, creating an eerie effect. JUDAH sets a package wrapped in velvet on the camera table. He peels back the cloth, revealing a set of ornately decorated, tapered daggers. He looks back at Sarah. JUDAH Do you know what these are called? Misericords. Wonderful name, isn't it? Judah removes one of the blades from its sheath, running the glinting edge along his finger. JUDAH In the Dark Ages, these were used to deliver the death stroke to the mortally wounded. They were considered tools of mercy. Judah turns to the steel cage in which the Crow has been trapped. He pulls on a leather falconer's glove and opens the door to the cage. The Crow flaps his wings madly, desperately trying to strike at Judah with its beak and claws... ... but Judah secures his grip around the bird's throat, pulling it out. He pins the Crow to the focusing table of the camera obscura with his gloved hand. CUT TO: EXT. STREET - DAY OF THE DEAD CELEBRATION - NIGHT Ashe fights his way through the crowd. A drunken, MASKED WOMAN grabs hold of him, spins him around, dancing. Ashe shoves her aside, making his way to... EXT. JUDAH'S TOWER, STREET LEVEL - NIGHT The black sky beyond shimmers with turbulent yellow thunderheads. The entry way to the tower has been gated and chained. The only way in is up. EXT. JUDAH'S TOWER, STREET LEVEL - NIGHT Ashe grabs a hold of one of the ornamental statues which crowd th ebuildint's facade. He pulls himself up, starting the daunting task of scaling the tower. CUT TO: INT. JUDAH'S CAMPANILE/CAMERA OBSCURA - NIGHT Back to Judah and the Crow. The clouds being projected onto the camera table (and subsequently the Crow itself) are rushing at an unearthly speed. The create a surreal backdrop for the Crow's frenetically beating wings - in effect, a mockery of the bird flying. JUDAH Easy, little wing. It will all be over soon. EXT. JUDAH'S TOWER - NIGHT Ashe continues to climb. A cluster of PIGEONS take wing, startled from their roost... Ashe pulls back, one of his hands slipping free. He dangles there for a moment, hanging by the tenuous grasp of his fingertips. SIBYL who has been lurking in the shadows, suddenly lifts her head up... SIBYL (full of portent) Ashe is here. Judah grins. This moment has been a long time coming... JUDAH Not for long. Judah raises the misericord up high. Sarah turns her head away as... ...Judah plunges the weapon down, pounding it straight through the bird's right wing! CUT TO: EXT. JUDAH'S TOWER - NIGHT Ten stories up now. Ashe suddenly loses his handhold. He SCREAMS in agony as he suffers the pain of the Crow through their symbiotic link. Ashe stares down at his hand in disbelief... CLOSE ON ASHE'S HAND Blood seeps from a stigma-like wound on his palm. INT. JUDAH'S TOWER - CAMERA OBSCURA - NIGHT Judah plunges a second misericord into the Crow's left wing... EXT. JUDAH'S TOWER Ashe CRIES OUT again as his left hand is seemingly twisted back against his will. A second stigma wound appears. He slips, tumbling to the next ledge down but catching himself on his fingertips. He hazards a look down... ASHE'S POV Day of the Dead CELEBRANTS crowd the streets far below. BACK TO SCENE ASHE (in agony) ...oh God...help me... It takes every ounce of Ashe's strength to keep from letting go. He tightens his white-knuckled grip on the ledge above. Shaking terribly, trying to fight back the pain, Ashe continues to climb. He reaches up to a... STONE MAIDEN which protrudes from the building's facade. The maiden's face has been all but worn bare by the harsh elements. Ashe clutches the back of the maiden in a parody of a lover's embrace. Using the statue for support, he drags himself back up to relative safety. Now Ashe is face to face with the maiden, staring into its blind stone eyes. ASHE Sarah. Ashe whispers the word like a mantra, using it to urge him on. Steeling himself again, fighting the burning pain, Ashe resumes his climb. He's on autopilot now, just trying to reach the campanile, which at this point, seems hopelessly unattainable. THE SKY ABOVE seems to churn and roil. A storm of epic proportions is about to break. CUT TO: INT. JUDAH'S CAMPANILE - CAMERA OBSCURA - NIGHT The Crow has now been crucified to the camera table, a misericord staked through each wing. CROW'S ANAMORPHIC POV as Judah reaches for a third misericord. He raises it high above his head, preparing for the coup de grace. JUDAH (whispering) Ashes, ashes, we all fall down... As the dagger comes down we hear... SARAH (screaming) No!!!! CUT TO: EXT. JUDAH'S TOWER - NIGHT Ashe Cries out a final time as a GAPING WOUND appears on his chest, BLOOD BLOSSOMING outward. CITY STREET The Day of the Dead celebrants swirl around us, Judah's Tower rising up behind the mob - an unholy ziggurat built to challenge the gods. The CROWD has been worked up into a frenzy. Everyone is singing and dancing. MUSIC blasts from loudspeakers... Ashe comes CRASHING DOWN atop a small vending stall filled to the brim with flowers an sugar skulls. Time slows as a flurry of golder marigold petals flutter down around his still form. INT. JUDAH'S CAMERA OBSCURA - NIGHT The Crow is dead, transfixed by the gleaming misericords. Blood is pooling beneath black flight feathers. Judah steps back, momentarily overwhelmed by the enormity of his crime. JUDAH It's done. Judah looks to the camera obscura's table. The blood from the Crow has completely covered the table's concave surface, filling it to the brim like liquid in a shallow bowl. The end result is an eerie reflecting pool. AS WE WATCH, THE IMAGE OF THE CLOUDS cast by the camera lens onto the table begins to ripple and dissolve, only to be replaced by Judah's own, shimmering reflection. BACK TO SCENE With a shaking hand, Judah dips his fingers into the pooling blood and begins to paint his face. A swatch of blood over one eye, then a swatch over the other. A long, bloody smear over his lips... The action harkens back to the moment when Sarah painted Ashe's face - a parallel ritual turned on its head. CUT TO: INT. JUDAH'S CAMPANILE - CAMERA OBSCURA - NIGHT Judah turns towards us, his transformation now complete. We see that he has painted himself a parody of Ashe's irony mask in the Crow's own blood. SARAH watches with a mixture of mounting horror and morbid curiousity. JUDAH scoops up a handful of the Crow's blood and brings it to his lips. CLOSE ON JUDAH'S LIPS as he drinks, letting the overflow trickle down over his chin and neck. CLOSE ON JUDAH'S FACE his once-pallid features now glow with a kind of beatific radiance. WE RISE UP from Judah, up and up into the darkest reaches of his tower. Judah is LAUGHING, laughing in the face of Death itself. CUT TO: EXT. JUDAH'S TOWER - STREET Ashe lies amidst a field of shimmering glass shards and flowers. THE MASKED CELEBRANTS slowly gather around Ashe, craning their necks for a view of the fallen angel. CLOSE ON ASHE'S FACE Relaxed, peaceful, even. For a moment, we aren't sure whether or not Ashe's soul has fled. The peripheral noise from the street festival dies away. We're in the eye of the hurricane now. Once again, time seems to shudder to a stop. And the only thing we hear are... THE CROWS Thousands of them, filling the heavens with their KEENING WAILS. Ashe slowly opens his eyes, tentative. When you're this deep in the bosom of bliss, the last thing you want to do is waken, but waken he does... ASHE'S POV - THE SKY ABOVE JUDAH'S TOWER is black with crows. And endless army of carrion-creatures, swirling madly about. BACK TO SCENE Ashe sits up, stares at the crows, fascinated, frightened. Then his eyes fall to the faces of the people around him. We are in dream-time now, blurring the edges of reality. A CHILD wearing a skull mask pushes to the front of the crowd. He stares at Ashe a moment, then lifts the mask from his face... It's Danny. ASHE (confused) Danny...? Ashe rushes to Danny's side, holding him tight, his disbelief overpowered by the unfettered joy of seeing his son once again. ASHE What are you doing here?! DANNY It's time to go back, Dad. Ashe looks up at the screaming crows above them. ASHE Is that why they're here? DANNY (nodding) They're the souls who came before you. They're crying for the people they've lost. (beat) Now they're crying for you. ASHE But Sarah still needs me. DANNY You don't understand, Dad. You work for the dead, not the living. Your work here is done. Ashe reaches for his son's shoulders, all but pleading with him. ASHE I can't go, not yet, not now... DANNY You have to. ASHE Danny, I can't leave her like this... The CRIES of the crows grow louder as the sky above becomes darker. A shadow passes over Danny's face. He Seems Saddened. For a moment, it seems as if another entity creeps into Danny's voice. DANNY If you turn your back on the dead now, you'll be trapped between the worlds. You'll never be allowed to cross over. (beat) You'll be alone, Dad. Forever. Ashe hesitates a moment, realizing the enormity of what he is about to do. It's an agonizing choice. ASHE I have to stay. Danny nods. DANNY I know. Danny reaches out to touch Ashe's painted face... DANNY (forlorn) Good-bye, Dad. As Danny says his parting words, the SOUNDS of the world around them come rushing back with startling clarity. Danny starts to turn away... ASHE Danny, wait...! WHAM! Ashe bolts up from the bed of flowers and glass. The spell is broken. Was he dreaming...? No, there's Danny slipping back into the crows, the mask pulled down over his face once again. Ashe reaches for Danny, spinning him around, pulling off the mask... ...only it's not Danny! It's a drunken DWARF with fucked-up teeth who's laughing his ass of at Ashe. Ashe recoils, horrified, then spins around, suddenly finding himself face to face with... JUDAH standing just a few yards away, emerging from the doorway of his tower. He got the anti-Crow blood mask on his face. His eyes are glowing like twin stars and his lips are curled back in a feral snarl. In his hands, he holds one of the chains from his campanile. Judah grabs Ashe by the lapels of his coat, draging him close so they're eye to eye -- close enough to breathe the same beath -- two sides of a coin. JUDAH Tell me, Ashe. Do you every get the feeling we're all just dead men on leave? ASHE (seething with hatred) Judah. JUDAH In the flesh. Judah flings Ashe backwards... Ashe reaches his hand into his coat, pulling out a .45. He FIRES into Judah's chest - once, twice, thrice... Judah doesn't even stagger, he just keeps on grinning. Wisps of smoke rise up from the holes in his chest. Ashe stares at Judah, dumbfounded. ASHE What...are...you? JUDAH I'm your shadow, Ashe. Every angel's got a devil. Didn't you know that? Or maybe you just slept your way through Sunday school? Judah lashes out with the rope. Ashe spins and falters. Incredibly, he finds himself feeling pain. Judah follows with a series of blows, each more savage than the next, driving Ashe back... Ashe stumbles, falls to his hands and knees. He reaches to his mouth, his hand comes away spattered with blood. Ashe shakes his head to clear it. Judah kicks Ashe in the face, knocking him onto his back... ...but Ashe springs back to his feet. He tries to strike Judah. Judah catches Ashe's hand and squeezes tight. We hear bones snapping. CRACK! Judah smashes out with his other fist, Ashe spins around and collapses... Ashe tries to push himself up by his hands. He coughs, spitting up more blood, crawls forward... ASHE What... did you do to me...? JUDAH I've tasted the blood of the Crow and taken your power. WHOOSH! Judah whips the rope about, snapping the end around Ashe's neck, dragging him off his feet. Judah pulls Ashe forward, crouching over him like a spider ready to devour its prey. JUDAH You're flesh and blood now, Ashe. You can die like any other man. ASHE Go to hell. JUDAH Already been there. And I must confess, I liked what I saw. CUT TO: INT. JUDAH'S TOWER - NIGHT Sarah sobs quietly, still chained to the pillar. A figure suddenly appears at her side -- Sibyl. Sarah looks up... SARAH What...? Sibyl produces a key from within her robes. She places the key in the lock on Sarah's manacles. With a turn of the key, the manacles fall away and Sarah is free. Sarah looks back at the blind oracle, uncertain. SARAH Why are you doing this? Sibyl fixes Sarah with her blind stare. SIBYL Ashe needs you now. More than ever. Sibyl raises her other hand. She's holding one of the misericords which she extends to Sarah. SIBYL Go to him. Sarah takes the misericord and racees for the end of the campanile, towards a beckoning doorway and a stairwell beyond. Printed on a grime-smeared placard nearby are the words... "THIS IS NOT AN EXIT" Sarah rushes through the doorway, heedless. CUT TO: EXT. JUDAH'S TOWER, CITY STREETS - NIGHT Judah plants his foot on Ashe's chest, tightening the chain around Ashe's throat. JUDAH Looks like the dead have forsaken you, my friend. Ashe clutches at the rusty chain links which bite into his flesh, choking. JUDAH Look at you, bleeding like a stuck pig. Where's your precious strength? Where's your power? (drawing closer, whispering) You're nothing now, Ashe, not even a ghost. Judah rises. He grabs a hold of the chain, pulling... ASHE down the street. Ashe SCREAMS as his body is dragged across the asphalt... CUT TO: INT. JUDAH'S TOWER, ELEVATOR - NIGHT Sarah rushes into a rickety old elevator, pulling the accordion-style security gate shut. She punches the "DOWN" arrow on the tarnished control panel. With a lurch and HUM the elevator car starts its journey downward. EXT. CITY STREET, MOVIE PALACE - NIGHT Judah has dragged Ashe over to the East side of the street, in front of an old movie palace. He leaps atop one of the vending stalls and clambers onto the marquee itself. JUDAH shouts to the crowds below, his eyes on fire. JUDAH You want death?! Here he is, people!!! Take a good look!!! Even as Ashe fights to free himself of the chain, Judah loops one end of it over a street lamp. He jumps from the marquee, using his body weight to pull Ashe from the ground... ASHE is dragged up into the air, dangling above the faces of the crowd. EXT. CITY STREET, JUDAH'S TOWER - NIGHT Sarah rushes out the front entrance of the tower, into the Day of the Dead crowd which swarms below. She pushes through the mob, trying to fight her way across the street. EXT. CITY STREET - MOVIE PALACE - NIGHT Ashe swings like a puppet from Judah's improvised hangman's noose. His coat and short have been all but torn to shreds. Judah drags down on the chain harder, lifting Ashe even higher, tightening the noose. He secures the chain on a hydrant, then strolls forward, inspecting his work. Judah circles Ashe, grinning like the cat who swallowed the canary. JUDAH Now don't we look pretty... Ashe struggles, choking, causing... THE TATTERED PAINTING of Danny's that Ashe had kept in his coat pocket to fall free. It flutters to the ground, landing at Judah's feet. Judah kneels, picking it up. As he unfolds the painting, we see that it has been stained with Ashe's own blood. He tilts it this way and that -- as if he were appraising the craftsmanship of the piece. JUDAH Nice. If you prick him, does he not bleed? Judah looks up at Ashe, his eyes full of crazed humor, then he very deliberately tears the painting to shreds, letting the pieces fall away into the night wind. Judah reaches for metal rod, lashing out at Ashe's bare, bloodied back... WHACK! Ashe SCREAMS. Judah is hell-bent on beating Ashe into oblivion. With every stroke of the switch the crowd CHEERS. CLOSE ON ASHE His eyes are rolling to whites as consciousness begins to recede... ASHE'S POV The swirling faces of the masked celebrants, with Judah front and center. Mob mentality, everyone drunk and LAUGHING, jeering at Ashe, the dangling fool. It's a scene out of Hell... .. and behind Judah, a familiar figure pushing her way to the front of the crowd... SARAH lunges forward, clutching the misericord, shoving a reveller aside... SARAH Get away from him! Judah turns. Sarah drives the misericord into Judah's eye. Judah, momentarily blinded, falls back... Sarah unlashes the end of the chain from the hydrant... ASHE falls to the street as the chain CLATTERS over the street lamp. He unravels the chain from his throat and drags himself back up... ASHE Sarah, get back! Too late. Judah has torn the misericord from his eye. He rushes up to Sarah and... ...THUNK! Drives it deep into her chest. ASHE SARAH!!! Sarah gasps, drops to her knees, clutching at the dagger's handle. She pulls the misericord out. Blood begins to well up from the wound. She stares at her blood-covered hands in disbelief, then falls back. Silence now as the crowd begins to back away. The mood has shifted. Ashe drops by Sarah's side. She stares up at the sky, eyes wide with wonder... SARAH The crows...I can see them coming... SARAH'S POV Once again, the crows are wheeling around the ceiling of the sky. BACK TO SCENE Ashe looks up at Judah, fueled by a righteous rage that's been burning since the moment of his resurrection. He rises. All reason is gone. The only think that remains for Ashe is an unbridled animal fury. Ashe launches himself at Judah, sending the villain tumbling back into a nest of scaffolding. One of the pipes punches clear through Judah's chest, impaling him! Judah hangs there, transfixed like a butterfly with a pin stuck through it. He struggles to pull himself from the piping, but even so, he's laughing hysterically... JUDAH You can't stop me anymore, Ashe. You don't have the power. Ashe's eyes boil with hatred. ASHE If it were just me, you'd be right, Judah. But I have an eternity of pain to call upon... Ashe lifts his hands up, exposing his bleeding palms. ASHE And the pain gives me strength. ASHE'S PALMS As we watch the stigmata close themselves up, blood drawing itself back into the wounds. Ashe raises his arms to the sky, gesturing to the crows which spin high above his head. ASHE TAKE HIM!!! EXT. JUDAH'S CAMPANILE - NIGHT The murder of crows spirals down from the sky like a black tidal wave. They descend on Judah as one entity, SCREAMING down from the heavens like a storm of razor blades. JUDAH NO!!! We get one final glimpse of horrified Judah's face, eyes wide with terror, before the tidal wave of black wings engulfs him. JUDAH lets loose a DEATH-SHRIEK that all but splits the sky as the myriad beaks and talons rend him limb from limb. DOWN IN THE STREET, Ashe returns to Sarah's side, lifting her up off the ground and cradling her in his arms. ASHE You can't die, Sarah... I stayed for you. SARAH (gasping) There's a balance that needs to be kept...someone had to cross over... Sarah takes a ragged breath, wincing as a wave of pain washes over her. SARAH I didn't want it to be you... Sarah looks up at Ashe, tries her level best to smile. She's at death's door now - one foot already over the threshold. Her face is pale, having lost so much blood. Tears spill down Ashe's cheeks, causing the war- paint makeup to run in rivulets. ASHE (in anguish) I can't go with you, Sarah. I have to stay here now. (cursing his fate) I have to stay. SARAH Do you love me? Ashe nods. Sarah reaches down to the wedding ring which hangs from her neck on the chain. She tugs at the chain, snapping it apart. She holds the ring out to Ashe. SARAH Take...this... Ashe takes the ring from Sarah. She closes Ashe's hand around the ring, gripping his fist tightly. SARAH I'll wait for you. Forever, if I have to. She shuts her eyes, riding through another wave of pain. ASHE Oh God... SARAH Listen...if two people really love each other... She inhales sharply. Breathing has become a labor for her now. SARAH ...nothing can keep them apart. (her voice fading) ...nothing. Ashe nods, trying to let this thought reassure him. It's the only thing he has left to cling to. SARAH'S POV Ashe's face, surrounded by a nimbus of light. We're falling away from him. Down, down, down. And as we fall, we hear a FLUTTERING OF WINGS. ON SARAH'S FACE Her eyes lose focus. Her head goes slack in Ashe's arms. She's gone. Ashe lowers his lips to her, kissing her one final time. Ashe cradles Sarah's lifeless body in his arms, gently rocking back and forth, tears streaming down his cheeks. And as we pull back from them, we realize that the scene mirrors the prophetic image from Sarah's own painting - the woman dying in the arms of her lover, surrounded by a gallery of skull-masked celebrants. Ashe stands, lifting Sarah in his arms. He turns to leave... THE DAY OF THE DEAD CROWD slowly part for him, revealing a path of marigold petals leading away down the street. It's almost as if, by silent consensus, the crowd has come to understand what has happened here this night. ASHE moves through the crowd carrying Sarah in his arms. The people close ranks behind him and we... CUT TO: INT. JUDAH'S TOWER, CAMERA OBSCURA - NIGHT Sibyl stands over the camera obscura. On the table's focusing surface we see the street below. ASHE is carrying Sarah in his arms, moving through the crowd of silent witnesses. SIBYL nods to herself, satisfied. We see what might be a trace of a smile cross her lips. Sibyl turns and exits the camera obscura. INT. JUDAH'S TOWER, CAMPANILE - NIGHT Sibyl approaches the table where the stag beetle is tethered. Removing a pair of scissors from within her robes, Sibyl cuts the thread which binds the beetle. THE STAG BEETLE, free at last, quickly scurries out of the box and across the table, disappearing into the shadows. Sibyl follows suit, gathering her robes about her and stepping on into the darkness. DISSOLVE TO: EXT. INNER-CITY CHURCH - DAWN The same church we visited the night before. Ashe, still carrying Sarah in his arms, enters the sanctuary. The church is aglow with candles. Ashe lays Sarah's body down in front of the offrenda, folding her arms across her chest, leaving her in a state of repose. He stands, taking in one last look. As Ashe moves to leave, he sees the elderly priest he had spoken to earlier. PRIEST Why are you still here? ASHE Because I have nowhere left to go. Ashe steps past the priest, moving towards the doorway and the daylight beyond. PRIEST What will you do, then? ASHE (looking back) This city is filled with shadows. One more won't make it any darker. EXT. CHURCH - DAWN Ashe exits the church, finding haven in a shadowed doorway. He reaches into his pocket, removing the wedding ring Sarah had given to him... CLOSE ON THE RING as Ashe turns it over in his hands, seeing the word "FOREVER" inscribed on the inside of the band. He slips it on his finger. GRACE (O.S.) (concerned) Are you all right? Ashe looks up to see... GRACE, the drugged-out girl that Sarah helped at the beginning of the film. She's looking good now, clean of the poison that once possessed her. And damned if she isn't holding Gabriel in her arms. GRACE Long night, huh? Gabriel MEOWS to Ashe. Ashe reaches out and scratches the cat's ear. GRACE Isn't he cool? I found him on the street. I was going to take him home with me. ASHE You should. Looks like he needs a home. GRACE Well, see ya. She smiles at him and starts off down the street. Gabriel turns around in Grace's arms and peers back at Ashe from over her shoulder. Ashe moves out from the shadows into the steadily growing light, watching them. We see just a hint of hope in his eyes - hope that someday he and Sarah will be reunited. As we hold on Ashe's face, Sarah's VOICE-OVER begins. SARAH (V.O.) I believe there's a place where the restless souls wanter... DISSOLVE TO: EXT. LIMBO - DAWN The same scene as the beginning of our film. We've made a circle. A heavy mist hangs before us - endless and impenetrable. And out of that primordial fog a CROW materializes, flying towards the camera in slow motion. SARAH (V.O.) Burdened by the weight of their own sadness, they cannot enter Heaven... Presently a second shape materializes - a FIGURE ON HORSEBACK, galloping after the Crow. SARAH (V.O.) And so they wait, trapped between our world and the next, endlessly searching for a way to rid themselves of their pain - in the hopes that somehow, some day, they will be reunited... As the dark rider comes towards us, we realize that it's Sarah whose baleful eyes are now shining behind the irony mask war paint. SARAH (V.O.) ...with the ones they love. CUT TO: EXT. FREEWAY OVERPASS - DAWN Ashe is back on his bike, racing beneath the cathedral-like arches of the overpass. As he sweeps past a concrete pillar we... CUT TO: EXT. LIMBO - DAY/NIGHT Sarah on her horse, galloping in parallel action. As she sweeps last a tree we... CUT TO: EXT. FREEWAY OVERPASS - DAWN Ashe on the bike. Now we intercut between the two doomed lovers, each on their respective steeds. Worlds apart, and yet, somehow traveling the same road. We are intercutting faster and faster, until the sound of HOOFBEATS and the MOTORCYCLE'S ROAR are indistinguishable. Until the two figures themselves begin to blur. Faster and faster and faster until we... CUT TO BLACK. Over the darkness we hear Sarah's final words to Ashe: SARAH'S VOICE If two people really love each other, nothing can keep them apart... (beat) Nothing. THE END