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Magnolia (1999)

by Paul Thomas Anderson.
Shooting draft, 11/10/98.

More info about this movie on IMDb.com


FOR EDUCATIONAL PURPOSES ONLY


OVER BLACK;

		NARRATOR
	In the New York Herald, November 26,
	year 1911, there is an account of the
	hanging of three men --

					CUT TO:

Black and White Lumiere Footage
Three men hung....bang...bang...bang.
					CUT TO:


Newspaper Headline
comes into focus; "Three Men Hung."

					QUICK DISSOLVE:

Sub Head
comes into focus; "...for murder of..."
					CUT TO:


INT. APARTMENT/FOYER - EVENING  (Lumiere Footage Contd.)

A man in period dress (1911) walks in the door. CAMERA DOLLIES IN QUICK
as he takes his hat off, shakes snow, looks off --

		NARRATOR
	...they died for the murder of
	Sir Edmund William Godfrey --

Sir Edmund is greeted by his WIFE and two CHILDREN.

		NARRATOR
	-- Husband, Father, Pharmacist and all
	around gentle-man resident of --

					CUT TO:

EXT. STREET - NIGHT

CAMERA pushes in on the town sign, reads:

	"Greenberry Hill, London. Population 1276"

		NARRATOR
	Greenberry Hill, London. Population as listed.

					CUT TO:

EXT. PHARMACY - NIGHT

HIGH ANGLE, looking down as Sir Edmond comes out the door,
locks up for the evening.  CAMERA BOOMS DOWN and PUSHES IN
TOWARDS HIM, WHIPS RT TOWARDS:

		NARRATOR
	He was murdered by three vagrants whose
	motive was simple robbery.  They were
	identified as:

A COATED MAN standing in the shadows of the alley way nearby.

		NARRATOR
	...Joseph Green.....

CAMERA WHIPS RT. again, nearby ANOTHER MAN steps closer --

		NARRATOR
	...Stanley Berry....

CAMERA WHIPS RT. one more time and PUSH IN towards THE LAST MAN --

		NARRATOR
	...and Nigel Hill...

WIDE ANGLE, ABOVE SCENE.

The three men move in on Sir Edmond and start to knife him
to death, stealing his money and jewelry. CAMERA PULLS BACK
and up to include the sign of the pharmacy now:
"Greenberry Hill Pharmacy."

					CUT TO:

LUMIERE FOOTAGE REPLAYED.
Three men hug. Bang...bang...bang...

		NARRATOR
	Green, Berry and Hill.

FREEZE FRAME On the last hanging image.

		NARRATOR
	...And I Would Like To Think This
	Was Only A Matter Of Chance.

OPTICAL WIPE OF FLAMES FILL THE SCREEN, CAMERA PULLS BACK:

EXT. FORREST/NEAR LAKE TAHOE - NIGHT (35mm/color/anamorphic now)

CAMERA is in the midst of a large FORREST FIRE. CAMERA
WHIPS RT TO SEE:

THREE FIREMEN battling the flames.  CAMERA PUSHES IN On
them as they scream and shout directions at each other:

		NARRATOR
	As reported in the Reno Gazzette, June
	of 1983 there is the story of a fire ---

HIGH ANGLE, THE TREE TOPS.
The trees are on fire....moments later....

		NARRATOR
	--- the water that it took to
	contain the fire --

WATER FALLS DOWN...
dropped from a FIRE DEPARTMENT AIR TANKER.

					CUT TO:

EXT. FORREST/NEAR LAKE TAHOE - MORNING

CAMERA pushes in towards FOUR FIREFIGHTERS as they survey the
area.  The fire is out and they are walking through. The MAIN
FIREFIGHTER steps into a close up and looks:

		NARRATOR
	-- and a scuba diver named Delmer Darion.

FIREFIGHTER'S POV, THAT MOMENT
CAMERA dollies in and TILTS up towards the top of the tree to reveal:

There is a MAN IN SCUBA GEAR hanging high in the tree.
He is wearing his goggles and his tanks and his wet suit.

		FIRE FIGHTER (OC)
	What the fuck is that?

ANGLE, CU. DELMER DARION.
He still has his mask and mouthpiece.

					CUT TO:

INT. PEPPERMILL CASINO - NIGHT - FLASHBACK

CAMERA looks down on a blackjack game, BOOM DOWN and TILT UP
to reveal: DELMER DARION (40s)

		NARRATOR
	Employee of the Peppermill Hotel and
	Casino, Reno, Nevada. Engaged as
	a blackjack dealer --

					CUT TO:

INT. CASINO/LOBBY - EARLY MORNING - FLASHBACK

CAMERA pushes in towards Delmer as he leaves for the nght,
his uniform draped on a hanger over his shoulder, he nods and
motions two fingers to his fellow WORKERS who say "so longer."
(Note: He has a bandage over his forehead.)

		NARRATOR
	-- well liked and well regarded as a
	physical, recreational and sporting sort --
	Delmer's true passion was for the lake --

					CUT TO:

INT. LAKE TAHOE/UNDERWATER - DAY

Delmer SPLASHES in and comes down towards the CAMERA. SOUND drops out,
becomes very quiet...

					CUT TO:

EXT. LAKE TAHOE - THAT MOMENT

The FIRE DEPARTMENT AIR TANKER comes flying in, heading towards
the lake, coming directly at CAMERA...

					CUT TO:

INT. LAKE TAHOE/UNDERWATER - THAT MOMENT

Delmer dives. Silent and peaceful.

					CUT TO:

EXT. LAKE TAHOE - THAT MOMENT

OVERHEAD ANGLE Looks down on the calm lake....beat, then:

THE MASSIVE AIR TANKER FILLS THE FRAME, TOUCHING DOWN ON THE WATER,
FULLING IT'S BODY FULL OF WATER FROM THE LAKE.  It enters CAMERA RT.
and exits CAMERA LFT.

ANGLE, THE AIR TANKER. It heads off full of water towards the raging
forrest fire in the distance.

		NARRATOR
	-- as reported by the coroner, Delmer
	died of a heart attack somewhere between
	the lake and the tree.  But most curious
	side note is the suicide the next day
	of Craig Hansen --

					CUT TO:

EXT. RENO MOTEL - DAY - FLASHBACK

Establishing shot. (x3)

					CUT TO:

INT. MOTEL - THAT MOMENT

CAMERA PUSHES IN SUPER QUICK towards a MAN named CRAIG HANSEN (30s)
He shoves a RIFLE under his chin and pulls the trigger, blood and brains
splatter the ceiling.

					CUT TO:

INT. AIR TANKER COCKPIT - FLASHBACK - DAY

HANSEN flying the plane. HOLD CU. as he moves towards the lake.

		NARRATOR
	...volunteer firefighter, estranged
	father of four and a poor tendency
	to drink -- Mr. Hansen was the pilot
	of the plane that quite accidentally
	lifted Delmer Darion out of the water --

					CUT TO:

EXT. LAKE TAHOE - SHOT REPLAYED.

Quick flashback to the footage of the PLANE lifting the water
from the lake, SOUND CARRIES OVER....

					CUT TO:

INT. CASINO - NIGHT - FLASHBACK

The Blackjack table where DELMER Is dealing.  DOLLY AROUND to reveal
a drunk and obnoxious CRAIG HANSEN, screaming about the cards he's
been dealt and taunting Delmer

		NARRATOR
	-- added to this, Mr. Hansen's
	tortured life met before with
	Delmer Darion just two nights previous --

Hansen SPITS and PUNCHES at Delmer Darion's FACE for dealing the
cards he's been dealt. SECURITY GUARDS attack and pull him to the ground.

					CUT TO:

INT. MOTEL ROOM - DAY - BACK TO SCENE

CRAIG HANSEN reading the paper, looking at the cover story,
that has a photo of DELMER DARION.  He's crying and
mumbling to himself:

		CRAIG HANSEN
	...oh God...fuck...I'm sorry...I'm sorry...

		NARRATOR
	The weight of the guilt and the
	measure of coincidence so large,
	Craig Hansen took his life.

Replay of Craig Hansen's suicide, except this time, right before he
blows his head off we hear him say, through tears:

		CRAIG HANSEN
	...forgive me...

					CUT TO:

INT. CASINO - NIGHT - BACK TO SCENE

Back to the fight DELMER and CRAIG HANSEN are having: CAMERA DOLLIES
IN QUICK TOWARDS Delmer on the ground with blood coming from his nose.
FREEZE FRAME.

		NARRATOR
	And I Am Trying To Think This Was All
	Only A Matter Of Chance.

					 QUICK DISSOLVE TO:

INSERT, CLOSE UP - HOTEL EVENTS BOARD.

It reads:		Welcome! AAFS Awards Dinner and Reception
		   Walnut Room
			   8pm

INT. HOTEL BANQUET ROOM - NIGHT (1961)

CAMERA pushes in following two GUESTS through some double
doors and reveals the DINNER RECEPTION.

ANGLE, MAN BEHIND PODIUM.
CAMERA pushes in quick then blends to 60fps on a man in glasses:
DONALD HARPER, forensic scientist as he speaks into the microphone.

		NARRATOR
	The tale told at a 1961 awards dinner
	for the American Association Of Forensic
	Science by Dr. Donald Harper, president
	of the association, began with a simple
	suicide attempt --

					CUT TO:

EXT. ROOFTOP - MORNING - FLASHBACK (1958).

A seventeen year old kid SYDNEY BARRINGER steps up on to the
roof of a nine story building and looks down.

		NARRATOR
	Seventeen year old Sydney Barringer.
	In the city of Los Angeles on March 23, 1958.

CAMERA DOLLIES towards Sydney landing in a CLOSE UP of his feet
on the ledge, they wobble a bit -- he jumps, disappears from FRAME.

BEAT. The following happens very quickly:

ANGLE, looking up towards the sky...Sydney falls past CAMERA....

ANGLE, looking down towards the street...Sydney continues to fall...

ANGLE, a random window on the sixth floor of the building SMASHES....

ANGLE, Sydney's stomach...a BULLET rips into it as he falls...blood
splatters and his body flinches....

ANGLE, looking up towards the sky...Sydney's body and some shattered
glass FALL directly at the CAMERA...which pulls back a little to reveal:
a SAFETY NET in the foreground....Sydney's body falls LIMP into the
net...FREEZE FRAME.

		NARRATOR
	The coroner ruled that the unsuccessful
	suicide had suddenly become a succesful
	homicide.  To explain:

					CUT TO:

EXT. ROOFTOP - FLASHBACK.

Replay of shot.  Sydney steps up on the rooftop.  CAMERA pushes
in towards him quickly, this time moving into his COAT POCKET --

		NARRATOR
	The suicide was confirmed by a note,
	left in the breast pocket
	of Sydney Barringer --

					 DISSOLVE INTO:

INT. COAT POCKET - THAT MOMENT

CAMERA catches glimpses of the note, " I'm sorry..."
"...and in this time..." "...so I will go " "...and be with God..."

		NARRATOR
	At the same time young Sydney stood
	on the ledge of this nine story building,
	an argument swelled three stories below --

					 QUICK DISSOLVE TO:

INT. BUILDING/HALLWAY - THAT MOMENT

CAMERA pushes in towards the door of ROOM 638. We hear same screaming
and yelling coming fram behind the door;

		NARRATOR
	The neighbors heard, as they usually
	did, the arguing of the tenants --

					 QUICK DISSOLVE TO:

INT. APARTMENT #638 - THAT MOMENT

An ELDERLY COUPLE (early 60s) are savagely fighting and
throwing things. The OLDER MAN is backing away from the OLDER WOMAN
who is coming at him with a SHOTGUN.

		NARRATOR
	-- and it was not uncommon for them
	to threaten each other with a shotgun
	or one of the many handguns kept in the
	house --

		OLDER MAN
	Put it down, put that fuckin' thing
	down Fay --

		OLDER WOMAN
	-- I'II fucking tell YOU. I'll shoot you
	in the face and end this argument and
	we see who's right --

		NARRATOR
	And when the shotgun accidentaly went off,
	Sydney just happend to pass --

The OLDER WOMAN stumbles a bit on some furniture and the SHOTGUN
goes off -- FIRES past the OLDER MAN's head -- and SMASHES the
window behind him -- SYDNEY falls past and gets shot in the stomach,
then falls out of FRAME -- (They're oblivious to this)

		OLDER MAN
	You CRAZY FUCKIN' BITCH WHAT ARE YOU DOING?

		OLDER WOMAN
	SHUT THE FUCK UP.

FREEZE FRAME on the two of them yelling and screaming:

		NARRATOR
	Added to this, the two tenants turned
	out to be: Fay and Arthur Barringer.
	Sydney's mother and Sydney's father.

					CUT TO:

INT. APARTMENT - DAY - LATER

CAMERA moves through the scene as POLICEMAN and DETECTIVES
question the OLDER COUPLE.  Neighbors and lookie-loos around.

		NARRATOR
	When confronted with the charge, which took
	some figuring out for the officers on
	the scene of the crime, Fay Barringer
	swore that she did not know that the gun
	was loaded.

		FAY BARRINGER
	I didn't know -- I didn't know --

		ARTHUR BARRINGER
	She always threatens me with the gun,
	but I don't keep it loaded --

		DETECTIVE
	-- and you didn't load the gun?

		ARTHUR BARRINGER
	Why would I load the gun?

					CUT TO:

INT. APARTMENT/HALLWAY - THAT MOMENT

CAMERA moves through as OFFICERS are talking to and getting
statements from VARIOUS NEIGHBORS...CAMERA closes in on
an EIGHT YEAR OLD BOY, speaking with a DETECTIVE.

		NARRATOR
	A young boy who lived in the building,
	sometimes a vistor and friend to Sydney
	Barringer said that he had seen,
	six days prior the loading of the shotgun --

The DETECTIVE turns his head and calls to another --

		DETECTIVE
	C'mere a minute --

					CUT TO:

INT. APARTMENT - DAY - FLASHBACK.

CAMERA moves into a bedroom area where we see a FIGURE from
the back sitting on the bed --

		NARRATOR
	It seems that the arguing and the
	fighting and all of the violence was far
	too much for Sydney Barringer and knowing
	his mother and father's tendency to fight,
	he decided to do something --

CAMERA reveals that it is Sydney Barringer who is loading
the shotgun. The YOUNG BOY is sitting nearby, watching Sydney
mumble to himself as he loads shells into the shotgun.

					CUT TO:

INT. APARTMENT/HALLWAY - PRESENT

CAMERA moves in on the YOUNG BOY, who looks INTO CAMERA.

		YOUNG BOY
	He said he wanted them to kill
	each other, that all they wanted to
	do was kill each other and he would
	help them if that's what they wanted to do --

					CUT TO:

EXT. BUILDING/ROOFTOP - DAY - FLASHBACK

This is a WIDE ANGLE REPLAY of the whole event.  We see the whole
bui1ding...Sydney starts to jump and the film suddenly slows down...

A diagram is made to reflect the narration...this is done like NFL
coverage where the x's and o's and arrows and lines are drawn to
indicate placement and moves, etc.)

An x appears on the top of the building over Sydney.

		NARRATOR
	Sydney Barringer jumps from the ninth floor rooftop --
	His parents argue three stories below --

An o is marked to indicate their position. Image goes into MOTION
with Sydney jumping...an ARROW is drawn that displays the PATH of
his fall --

		NARRATOR
	Her accidental shotgun blast hits Sydney
	in the stomach as he passes the arguing
	sixth floor window --

Freeze Frame shows Sydney, hanging mid-air -- the glass shattering and
starting to fall to the ground -- an X marks the spot where he is hit.

		NARRATOR
	He is killed instantly but continues
	to fall -- only to find, three stories
	below -- a safety net installed
	three days prior for a set of window washers
	that would have broken his fall and saved
	his life if not for the hole in his stomach.

A squiggly line with an arrow is drawn from Sydney to the net to
indicate the path -- UNFREEZE frame and watch Sydney fall into the net

					CUT TO:

INT. APARTMENT - DAY

CAMERA moves in on the PARENTS then over to some DETECTIVES and OFFICERS
who are making sense of this, they nod to each other as if to say,
"well we know what we have to do..."

		NARRATOR
	So Fay Barringer was charged with the
	murder of her son and Sydney Barringer
	noted as an accomplice in his own death...

CAMERA moves towards the little EIGHT YEAR OLD BOY as he watches
the older couple CRY and SCREAM as detectives begin to cuff them --

		NARRATOR
	...and it is in the humble opinion of this
	narrator that this is not just "Something
	That Happened."  This cannot be "One of those
	things..." This, please, cannot be that.
	And for what I would like to say, I can't.
	This Was Not Just A Matter Of Chance.

CAMERA pushes in towards the MOTHER as she screams and screams and the
officer's fight to regain control of her -- in the scuffle, the
apartment door is shut directly in the face of the CAMERA.

CUT TO BLACK.

		NARRATOR
	Ohhhh. These strange things happen all the time.

Main title que begins, then carries over following until noted:

TitIe Card:	  New Line Cinema presents

Title Card:	  a Joanne Sellar/Ghoulardi Film Company Production

Title Card:	  a P.T. Anderson picture

					CUT TO:

CAMERA DOLLIES IN Super Quick on a flower.(time lapse,bud blooms)
Freeze Frame, continue w/optical Zoom and rotate 360 degrees;total blur.
Flash title card:

		   M a g n o l i a

CAMERA keeps moving in further and farther until the image
gets incredibly blurry, then:

					CUT TO:

INT. SUBURBAN HOME - DAY   (Present Day, 1998)	   Sequence A

CAMERA DOLLIES IN QUICK towards a TELEVISION in a living
room.  It is playing an infomercial, shot on video with a
hot shot guy FRANK T.J. MACKEY (30s) looking into the LENS.

		FRANK
	In this big game that we play it is
	not what you find and it's not what
	you deserve - It's What You Take.
	I'm Frank T.J. Mackey, Master of the Muffin
	and author of the Seduce and Destroy System
	of audio and videocassettes that will
	teach you the techniques to have any
	hard-body blonde dripping to wet your dock!

CAMERA moves INTO THE TELEVISION, QUICK DISSOLVE TO:

INT. BAR SET/LOCATION - THAT MOMENT

We are in the video (paneled 1.33) sales pitch/infomercial.
Various settings: The bar, a supermarket, a bedroom, a parked car.
Each has a few semi-geeks talking to a bunch of sexy young girls.

		FRANK (contd.)
	Bottom line?  Language.  The magical key
	to unlocking any woman's analytical ability
	and tap directly into her hopes, wants,
	fears, desires and panties.
	"Seduce and Destroy," creates an immediate
	sexual attraction in any muffin you meet.
	Learn how to make that lady - "friend" your
	sex-starving-servant.  Create an instant,
	money-back guaranteed trance-like state
	that'll have any little so and so just
	begging for it.
	I don't care about how you look, what car
	you drive or what your last bank statement
	says:  "Seduce and Destroy," is gonna teach
	you how to get that naughty sauce you want - fast!
		(dramatic stop, then:)
	Hey -- how many more times do you need
	to here the all too famous line of:
	"I just don't feel that way about you."

					CUT TO:

INT. SMILING PEANUT BAR - NIGHT

CAMERA moves in on a young woman CLAUDIA (20s) sitting alone, bit drunk.
A vaguely creepy looking MIDDLE AGED GUY (40s) takes a seat next to her:

		MIDDLE AGED GUY
	Hey.

		CLAUDIA
	Hi.

					CUT TO:

INT. CLAUDIA'S APARTMENT - LATER

A series of quick shots where the following happens; CLAUDIA and the
MIDDLE AGED GUY stumble into her apartment.  CAMERA DOLLIES in quick as
she ~norts a line of coke from her coffee table....TILT up and PAN over
to him....

		MIDDLE AGED GUY
	So?

					CUT TO:

INT. CLAUDIA'S BEDROOM - MOMENTS LATER

CAMERA DOLLIES in quick as they're having sex.  He's on top of her,
she's below, CAMERA lands in a CLOSE UP of her face as she gets through
the experience...CAMERA moves up and past her, finds the reflection of
the TELEVISON in a picture frame on her wall....

					 DISSOLVE TO:

INT. TELEVISION IMAGE - CLIP - THAT MOMENT

This is a promo for a game show called, "WHAT DO KIDS KNOW?" featuring
the host JIMMY GATOR (60s)  We see various clips of him over the years,
hosting the show, at various clebrity events, etc. (Director's Note)

		PROMO ANNOUNCER
	For over thirty years, America has hung
	out and answered questions with Jimmy Gator.
	An American Legend and a true television icon,
	Jimmy celebrates his 200,000th hour of
	broadcast this week --

CLIP OF JIMMY speaking to an INTERVIEWER.

		JIMMY
	God, have I been around that long?

INT. JIMMY GATOR'S OFFICE - DAY

Blind's closed, door locked.  Jimmy and a YOUNG SHOWGIRL from some
other show are having sex on his couch.  CAMERA DOLLIES IN FAST.

		PROMO ANNOUNCER
	He's a family man who's been married
	for over forty years -- with two children
	and one grandchild on the way --

CU. PHOTOGRAPH.
A family photo of JIMMY, his wife ROSE, his son JIM, JR. and CLAUDIA.
This photo is circa 1987. OPTICAL ZOOM INTO photo that isolates Jimmy
and Claudia in the picture.

					CUT TO:

INT. CEDARS SINAI MEDICAL CENTER - HALLWAY - PRESENT DAY

JIMMY and ROSE (50s) walk down a hallway towards a door.

		PROMO ANNOUNCER (contd.)
	We've tuned in each day to see the
	human interaction between Jimmy and
	some very special kids over the years --

					CUT TO:

INT. DOCTOR'S OFFICE - MOMENTS LATER

CAMERA pushes in on JIMMY and ROSE as they enter, WHIPS over to
a NURSE who looks up, smiles says "hello."

		PROMO ANNOUNCER (contd.)
	-- and we hope there's thirty more years
	of watching that happen.

		JIMMY (to Nurse)
	...Jimmy Gator...

					CUT TO:

INT. SUBURBAN HOME - DAY

CAMERA DOLLIES in towards the televison again.  A quick highlight
clip shows a ten year old kid named STANLEY SPECTOR answering question
after question on the show, "What Do Kids Know?" in a series of
dissolves;

		STANLEY
	...Donald W. Winnicott....1911...North America....
	...South America....the answer is four....
	...the answer is 22...the answer is gravity....
	the answer is "The Life of Samuel Johnson."

					CUT TO:

INT. SPECTOR HOUSE - DAY

CAMERA is HAND HELD and moving around a small apartment, watching a
ten year old kid STANLEY SPECTOR (dressed in a suit) as he dumps dog
food into two bowls for two dogs yapping around his legs while
he simultaneously tries to gather his backpacks -- His father enters:
RICK SPECTOR (late 30s) starts barking directions;

		RICK
	Let's go,let's go, let's go, you shoulda
	done that ten minutes ago --

		STANLEY
	We need more dog food --

		RICK
	-- talk in the car, talk in the car,
	moves your ass, c'mon --

Stanley grabs two BACKPACKS and puts them over each arm.  Rick grabs
another bag....heads for the door....Stanley is about to fall over with
these two full packs, but reaches for another bag on the floor...

		RICK
	Cmon,cmon,cmon, that one to?

		STANLEY
	I need this one.

		RICK
	Why the hell do you need all four
	bags of books to go to school each day?

		STANLEY
	I can't carry all of them.
	I need them. I need my books.
	I need them to go to school.

					CUT TO:

EXT. SPECTOR HOUSE - MOMENTS LATER

CAMERA pushes in quick as Rick sits in the car, engine running, watching
Stanley struggle to get himself and the backpacks in;

		RICK
	There's no reason for this many backpacks.

CAMERA LANDS IN CLOSE UP of STANLEY as he slams the car door.

					CUT TO:

EXT. SCHOOL - MOMENTS LATER

CAMERA PULLS BACK from the parked car in a new location as Stanley gets
out of the car with his backpacks, Rick watches from the driver's seat;

		RICK
	Be ready at two --

		STANLEY
	Should be one-thirty.

		RICK
	I got an audition, I won't make it
	here 'till two, c'mon, I'll see you
	later. Love you.

		STANLEY
	Love you too.

Rick drives off real quick.  Stanley looks around at his backpacks.

					CUT TO:

INT. 1960's SUBURBAN HOME - DAY

CAMERA pushes in on an old television set playing a clip
from "What Do Kids Know?" (1968)  The clip shows a younger JIMMY GATOR
asking questions to a ten year old kid named DONNIE SMITH.

		JIMMY
	Donnie, you have an answer?

		DONNIE
	Promethius.

		JIMMY
	It is!

TELEVISION CLIP continues and we see DONNIE and two other KIDS receive
a check from the younger JIMMY GATOR in the amount of 100,000 dollars
each.  CU - Young Donnie Smith as he smiles, accepts check, shakes hands
with Jimmy.

TITLE CARD reads:	 Quiz Kid Donnie Smith - 1968

					CUT TO:

INT. DENTIST OFFICE/EXAMINING ROOM - MOMENTS LATER

DONNIE SMITH, aged 40, is reclined back in a dentist chair.
He has spiky hair, a small stud earing and a bad grey suit.

TITLE CARD reads:	 Quiz Kid Donnie Smith - Today

		DONNIE
	This is really exiting....bet you don't
	get many people my age getting braces --

CU - Donnie opens wide and the pink gook-imprint is placed in his mouth.
CU - A Nurse holds it in there and smiles, says:

		NURSE #1
	You were really cute when you were
	on that show --

		NURSE #2
	-- you can't answer any questions right
	now though, huh? He-he-he.

CU - Teeth. The gook imprint is taken out of his mouth.

					CUT TO:

INT. DENTIST OFFICE/HALLWAY - LATER

CAMERA pulls back as DONNIE and his dentist, DR. LEE (Asian, 40s)
exit an examining room, smiling, through with their appointment...

		DR. LEE
	So we're all set to go, Donnie.

		DONNIE
	Great, great, great, so I'll see you
	tommorrow morning.

		DR. LEE
	You're running around like crazy, huh?

		DONNIE
	I'm gonna be late for work.

					CUT TO:

EXT. 7-11/PARKING LOT - NORTH HOLLYWOOD - DAY

CAMERA pushes in towards Donnie as he pulls into the parking lot
in his little HONDA ACCORD.  He's smiling and singing along to
a song* as he pulls into a parking space....

...but he's going just a bit too fast...and in a flash, he's
over the parking stopper and up on the curb and taps the glass
store front just enough to have GLASS FALL AND SHATTER and DISPLAYS
FALL OVER ONTO THE HOOD OF THE CAR....

CAMERA pushes in on Donnie and some people running over to see
what's happend....

		DONNIE
	What the hell? What the hell?

		PEDESTRIAN
	Hey! It's Quiz Kid Donnie Smith.

		PEDESTRIAN #2
	Quiz Kid Donnie, why'd you drive
	into the seven eleven?

					CUT TO:

INT. EARL'S HOUSE - DAY

CAMERA pushes in real fast on the front door as PHIL PARMA (20s) enters.
He has a flat top, flip shade sunglasses that he flips up and he's
carrying 7-11 coffee and a donut....CAMERA WHIPS LFT to reveal;

In this nice house in Encino, a medical bed has been planted in the
middle of the living room.  In the bed is EARL PARTRIDGE (70s) He is
very thin and bald and he is on his last legs, dying from cancer.

There are four or five MUTT DOGS that sleep on his lap and around
the bed and at the sound of the door they are up and BARKING.

A young MEXICAN NURSE sits next to Earl, motions to Phil and his post
is relieved.  Phil moves in next to the bed, pets Earl's head;

		PHIL
	How's today then?

		EARL
	Fuckin' bullshit is what this is.

		PHIL
	Fuckin' bullshit is right, in'it?

CAMERA MOVES INTO A CLOSE UP ON EARL, MOVES INTO HIS THROAT, QUICK
DISSOLVE INTO:

INT. EARL'S THROAT - THAT MOMENT

CAMERA moves around his throat and through his body, looking at
his BLOOD STREAM and watching, like a MEDICAL FILM, the cancer as
it eats away at his body...as we see it at work we hear a WHISPER
that is EARL'S VOICE:

		EARL'S WHISPER VOICE
	...fuckin regret, move through this life....
	..and we do these things...get that back...
	...forget, forget....fuck....fuck......
	...make it right....and we do these things....

					 QUICK DISSOLVE TO:

INT. EARL'S LIVING ROOM - THAT MOMENT

CAMERA PULLS BACK from Earl's throat to his MOUTH and his EYES and
he looks to Phil says;

		EARL
	I'm onna need your help, Phil.
	...you gotta help me something today...

CAMERA PANS over quick to PHIL.

		PHIL
	I'II take care of anything, Earl.

CAMERA PANS/DOLLIES away and TILTS up to the cieling;

					 QUICK DISSOLVE TO:

INT. EARL'S HOUSE/UPSTAIRS BEDROOM - THAT MOMENT

CAMERA dollies in on LINDA PARTRIDGE (30s) as she paces around in a
nightgown, pops a pill, talks on the phone;

		LINDA
	Well, you're his doctor and that's
	why -- well tell me something -- tell
	me something --

XCU, She sees the the bottle of pills she is popping from is empty.

		LINDA (contd.)
	And he needs more pills, then.
		(beat)
	Fuck it, I'm coming to see you,
	I need to come see you to get him more
	pills and I need some answers so you
	better just talk to me, I'm coming
	to see you, I'm coming to see you --

She SLAMS down the phone.

					CUT TO:

INT. EARL'S HOUSE - LIVING ROOM - MOMENTS LATER

CAMERA moves with Linda as she comes down the stairs, walks
over towards Earl's bed, trying to hide her state.  Phil stands
up and looks to her.

		PHIL
	Hi, Linda.

EXTREME CLOSE UP 2-SHOT. Linda and Earl. He opens his eyes just a bit.
She bends in and gives him a kiss on the forehead.

		LINDA
	I love you, my darling.

She turns quickly, speaks as she walks out;

		LINDA
	I'll be back in a while, Phil.
	I have to go get some things and
	I have to see something and I'll be back....

She continues to talk as she walks out the door.

					CUT TO:

INT. GARAGE/LINDA'S MERCEDES - PARKED - MOMENTS LATER

CAMERA DOLLIES IN real quick as she gets behind the wheel.  She SMASHES
her fists on the steering wheel and cries and cries and cries.

					CUT TO:

INT. JIM KURRING'S APARTMENT - DAY

A very straight ahead apartment in Reseda where JIM KURRING (30s) lives.
SOUND of a 1-900 PERSONAL DATING SERVICE plays over following quick
shots of Kurring getting ready for his day;

-Jim is sipping his morning coffee, reading the paper.
-Jim in the shower.
-Jim doing push ups.
-Jim watching and laughing a bit with the Today Show.
-Jim kneeling down by his bed, praying.

		PHONE SERVICE VOICE
	...Press One to hear this person's personal
	description of themself and Two to leave a
	a personal message of your own --

The SOUND of touch-tone phone pressing "1."

		JIM KURRING'S VOICE
	Well, hello.  This is Jim.  I work in
	Law Enforcement.  I am an officer for
	the L.A.P.D. and I work out of the Van Nuys
	district.  I love my job, and I love to go to
	the movies.  I try to stay pyhsically fit,
	my job demands it, so I'm in pretty good shape.
	I'm gettin' up there, though: I'm 32 years old
	and I'm six feet two inches tall and I weigh about 160.
	I'm really interested in meeting someone special
	who likes quiet things.....my life is very
	stressful and I'd hope to have a relationship
	that is very calm and undemanding and loving --

The SOUND again of the touch-tone phone cancels Jim's description.

		PHONE SERVICE VOICE
	If you would like to hear more personal
	descriptions from other men in your area,
	press two now --

					CUT TO:

INT. VAN NUYS POLICE STATION - DAY

CAMERA observing the officers at a morning role call, DOLLIES and BOOMS
DOWN towards JIM KURRING, sitting off to the side a bit by himself.

		POLICE CAPTAIN (OC)
	...so much violence...but that's the way of the
	world...good luck, as always...Serve and Protect
	and all that other blah-blah-blah on the
	side of the car it says --

					CUT TO:

INT. POLICE GARAGE - MOMENTS LATER

CAMERA DOLLIES w/Jim Kurring as he walks to his squad car.
All the cops walk with partners, except him.  Kurring throws on
a pair of Oakley sunglasses and gets in the car --

					CUT TO:

INT. POLICE CAR - MOVING - LATER

CAMERA holds a CU. of Jim as he drives.  He speaks to someone unseen;

		JIM KURRING
	This is not an easy job.  I get a call
	from Shirley on the radio: Bad News.
	It's never good news.  She tries to
	be cheerful, tries to say something
	nice, but uh-huh, it's just Bad News.
	And It Stinks.  But this is my job.
	And I Love It.  Because I want to do well.
	In this life and in this world I want
	to do well.  And I want to help people.
	And I may get twenty bad calls a day.
	But one time I help someone, I Make A Save?
	I correct a wrong or right a situation;
	Then I'm a happy cop.  And We Move Through
	This Life We Should Try And Do Good.

WIDER ANGLE reveals that he is talking to himself.  BEAT. HOLD.

		JIM KURRING (sotto, to himself)
	...Do Good.  And If We Can Do That...And
	Not Hurt Anyone Else.....Well, Then....

					CUT TO:

EXT. MAGNOLIA BOULEVARD - DAY

CAMERA looks straight down on an intersection.  Jim Kurring's POLICE
CAR drives past....a little SUNLIGHT that hits the intersection goes
away as if covered very quickly by a grey cloud....End Title Oue and
Sequence A.

					CUT TO BLACK.

TITLE CARD reads:	 Partly Cloudy, 75% chance of rain

						 FADE IN:

INT. APARTMENT COMPLEX/NORTH HOLLYWOOD - DAY		 Sequence B

CAMERA (STEADICAM) follows behind JIM KURRING.  He walks through
a courtyard, past some young mexican and black kids playing,
up a staircase and arrives at a door that is half open;

		JIM KURRING
	Hello?

He knocks, pushes the door open a bit, steps in:  A very, very large
black woman, MARCIE (4Os) appears, coming at him, ranting and raving;

		MARCIE
	What? What? What now?

		JIM KURRING
	Quietly, slow down, whoa --

		MARCIE
	You can't just come in here.

		JIM KURRING
	The door was open, I got a call --

		MARCIE
	You're just come in --

		JIM KURRING
	Calm down.

		MARCIE
	I am calm.

		JIM KURRING
	I got a call to this apartment,
	report of a disturbance --

		MARCIE
	There's no disturbance.

		JIM KURRING
	I got a call of a disturbance, you're
	door was open, I just wanna see
	what's goin' on --

		MARCIE
	There's no disturbance.

		JIM KURRING
	Then you've got nothin' to worry about.

		MARCIE
	You don't tell me, I know my rights,
	just come right in, you can't --

		JIM KURRING
	Don't test me, you wanna talk about
	what the law book says, we can do that,
	push me far enough and I'll take you
	to jail -- now calm down.

		MARCIE
	I AM CALM.

		JIM KURRING
	You're not calm.  You're screamin'
	and yellin' and I'm here to check
	on a disturbance that was reported
	and that's what I'm gonna do - now
	are you alone in here?

		MARCIE
	I don't have to answer your questions.

		JIM KURRING
	No you don't: But I'm gonna ask
	you one more time: Are you alone in here?

		MARCIE
	What does it look like?

		JIM KURRING
	No one else in here?

		MARCIE
	You're here.

		JIM KURRING
	OK.  That's true.  Is anyone else,
	besides me and besides you in this house?

		MARCIE
	No.  I said that.

		JIM KURRING
	Are you lyin' to me?

		MARCIE
	I live alone.

		JIM KURRING
	Maybe so, but I'm gonna ask you one
	more time: Is Anyone Else In This House
	Right Now?

		MARCIE
	No I Said.

		JIM KURRING
	Ok. What's your name?

		MARCIE
	Marcie.

		JIM KURRING
	Ok. Marice why don't you take
	a seat for me?

		MARCIE
	I preffer to stand.

		JIM KURRING
	I'm not askin', Marcie.

Marcie sits down.

		MARCIE
	I didn't do anything.

		JIM KURRING
	Maybe you didn't, but I'm here
	to find out about a disturbance.
	Some neighbors called said they
	heard screaming and a loud crash.

		MARCIE
	I don't know a loud crash.

		JIM KURRING
	And what about screaming?

		MARCIE
	I said: I DON'T KNOW.  You can't just
	come in here and start pokin' around --

		JIM KURRING
	What's this, how did this happen?

INSERT, ECU. THE FLOOR.
An ashtray has fallen on the floor, cigarette butts all around.

		MARCIE
	An ashtray fell, I don't know, maybe
	last night, I just woke up.

		JIM KURRING
	You just woke up.  And what'd you have
	a party last night, the way this place
	looks?

		MARCIE
	I went out last night.

		JIM KURRING
	Ok. Marcie. Starting now I want you
	to have a new attitude with me.  The more
	you play games, the more suspicious I'm gonna
	become that you've been up to something.

		MARCIE
	It's a free country, you can
	think anything you want.

		JIM KURRING
	Yes I can, Marcie.  And until you
	start givin' me some straight
	answers: I'm gonna assume that some
	mischief has been goin' on here.

		MARCIE
	Mischief?  What the fuck you talkin'
	about, mischief?

		JIM KURRING
	Bad and illegal behavior. That's what I mean.
	Ok?  Mischief.  Now have you been
	doin' some drugs today?

		MARCIE
	No.

		JIM KURRING
	You on any medication?

		MARCIE
	No.

		JIM KURRING
	Been drinkin' today?

		MARCIE
	It's ten o'clock in the morning --

There's a small THUMP noise OC. Jim turns his head quick and
looks and Marcie freezes.

		JIM KURRING
	--- What was that?

		MARCIE
	I didn't hear anything.

Marcie stands up.

		JIM KURRING
	No. No. Stay down, Marcie, sit
	back down on that couch --

		MARCIE
	I don't have to do a god damn thing.

Kurring gets his handcuffs out and handcuffs her wrist to the
couch, she goes crazy, screaming and yelling the whole time;

		MARCIE
	WHAT'S THIS? WHAT'S THIS? GOD DAMN
	BULLSHIT. BULLSHIT. DON'T PUT THOSE --

		JIM KURRING
	Marcie - CALM DOWN. CALM DOWN
	and don't do this. I want you to stay --

Continue with that until he's got her cuffed to the couch.
He removes his REVOLVER from his holster and starts to move
slowly down the hall to the back bedroom --

		MARCIE
	WHAT THE FUCK IS THIS BULLSHIT?
	WHAT THE FUCK ARE YOU DOING, MOTHERFUCKER?
	MOTHER-GOD-DAMN FUCKER.  WHERE ARE YOU GOIN'?
	DON'T GO IN MY GOD DAMN BEDROOM.

Kurring keeps moving slowly, gun drawn, CAMERA behind him;

		JIM KURRING
	This is the LAPD. If anyone is
	back here I want you to come out
	and I want you to show yourself
	to me with your hands in the air --

		MARCIE
	THERE'S NO ONE IN THERE. STAY OUT
	OF MY MOTHERFUCKIN BEDROOM.

Kurring moves into the BEDROOM now and sees that the CLOSET is
closed and probably the only place for someone to be hiding;

		JIM KURRING
	This is the LAPD, if anyone is in
	the closet I want you to come out
	and show yourself to me, slowly and
	with your hands up --

		MARCIE (OC)
	THERE'S NO ONE IN THERE!

		JIM KURRING
	Marcie - quiet down! Now if anyone
	is in the closet, come out now --

		MARCIE (OC)
	THERE'S NO ONE IN MY MOTHERFUCKIN
	CLOSET AND STAY OUT OF MY BEDROOM,
	STAY OUT OF MY GOD DAMN BEDROOM.

		JIM KURRING
	-- do not do this -- my gun is drawn
	and If I Have To Open That Closet
	you will get shot -- Step Out Now.

Jim inches towards the closet, flips it open real quick and
stands back, ready for something to jump out -- nothing.

		MARCIE
	I told you there was no one in there!

Jim looks down the hall at Marcie who has physically dragged
the large couch handcuffed behind her;

		JIM KURRING
	Marcie - Do not drag that couch any further!

JIM'S POV, CAMERA DOLLIES IN SLOWLY TOWARDS THE CLOSET.
He pushes some sheets aside and burries around to reveal:

A DEAD SKINNY WHITE MAN (50s) curled up in a ball on the
floor of the closet.  He'd dead and he's been covered in dirty
laundry.  He has a gag around his mouth.

HOLD on Jim for a moment, he panics a little and swings his REVOLVER
towards Marcie:

		JIM KURRING
	What the hell is this Marcie?

		MARCIE
	THAT'S NOT MINE.

Jim swings the aim of his gun back at the dead body.

					CUT TO:

INT. EARL'S HOUSE - LIVING ROOM - DAY

Earl in bed, pretty out of it, but once in a while a couple clear
moments.  Phil sits next to the bed, paper and coffee nearby.

		EARL
	...n'I dowanna do this...sit here,
	I can see the things, y'know...it's gettin'
	there that's the cocksucker...like...I see
	that pen...I see it, I know it's there,
	I reach out for it -- no --

He mimes the action, gets nowhere near the pen.

		EARL
	...no...no goddamn use.
		(beat)
	I have a son, y'know?

		PHIL
	You do?

		EARL
	...ah...

		PHIL
	Where is he?

		EARL
	I don't know...I mean, he's around,
	he's here, in town, y'know, but I
	don't know...he's a tough one...very....
	Do you have a girlfriend, Phil?

		PHIL
	No.

		EARL
	Get a girlfriend.

		PHIL
	I'm trying.

		EARL
	And do good things with her...share
	the thing...all that bullshit is true,
	y'know...find someone and hold on all
	that...Where's Linda?

		PHIL
	She went out.  She said she went
	out to run some errands.  She'll be back.

		EARL
	She's a good girl.  She's a little
	nuts, but she's a good girl I think.
	She's a little daffy.

		PHIL
	She loves you.

		EARL
	...ah...maybe...yeah...she's a good one...

		PHIL
	When was the last time you talked
	to your son?

		EARL
	....I dunn...o....maybe ten...five,
	fuck, fuck....that's another thing
	that goes --

		PHIL
	-- memory?

		EARL
	Time lines, y'know?  I remember things
	but not so -- right there -- y'know?

		PHIL
	Yeah.

		EARL
	"yeah."  the fuck do you know?

		PHIL
	I've seen it before.

		EARL
	Other fuckin' assholes like me.

		PHIL
	There's no asshole like you.

		EARL
	...cocksucker....

		PHIL
	How come every word you say is either
	"cocksucker," or "shitballs," or "fuck?"

		EARL
	Do me a personal favor --

		PHIL
	Go fuck myself?

		EARL
	You got it.

EARL gets hit with something and starts to MOAN a bit.  Sharp
pain hitting him and he touches his hand to his face....

		EARL
	...I can't hold onto this anymore...

		PHIL
	I'll get you another pain pill.
	Another morphine pill --

		EARL
	...gimme that fuckin' phone...

		PHIL
	Who are you gonna call?

		EARL
	I wanna see this...where is he,
	do you know?

		PHIL
	Who?

		EARL
	Jack.

		PHIL
	Is Jack your son?

Earl doesn't answer.  He's drifting a bit more now.

		PHIL
	You wanna call him on the phone?
	We can call him, I can dial the
	phone if you can remember the number --

		EARL
	-- it's not him. it's not him.
	He's the fuckin' asshole...Phil..c'mere...

Phil leans in closer to Earl.

		EARL
	This is so boring...so goddamn...
	and dying wish and all that, old
	man on a bed...fuck...wants one thing:

		PHIL
	It's ok.

Earl hallucinates a bit, cries a little, tries to form the sentences;

		EARL
	...find him on the...Frank. His name's
	Frank Mackey --

		PHIL
	Frank Mackey.  That's your son?

		EARL
	that'snotmy name...find Lily, gimmme that,
	give it --

Earl tries to grab something near Phil's head that is not there.
He's hallucinating more now, falls asleep a bit, mumbling;

		EARL
	ifyougimmethat....overonthe....fuck....
	I can't hold ontothis anymore...

He gives Phil make an imaginary object and falls asleep.  BEAT.
Stay with Phil a moment as he turns his head, looking around the
house a moment, looks back to Earl.

					CUT TO:

INT. BURBANK HOLIDAY INN/BANQUET ROOM - THAT MOMENT

FRANK steps into a CLOSE UP and holding a mic, says:

		FRANK
	Respect the cock and tame the cunt, boys.

REVERSE, THAT MOMENT. The crowd of fifty GUYS who are taking the
"Seduce and Destroy Seminar" that Frank is teaching today laugh and
play along;

Frank is on a slightly elevated stage.  vBehind him a huge banner for,
"Seduce and Destroy," whose logo is a scared pussycat and a large wolf
with a big buldge in his fur.  It reads: "No Pussy Has Nine Lives".

		FRANK
	And you did hear me right.  Tame it.
	Take it on, head first -- with your
	skills at work and say, "No.  You will
	not control me.  You will not take my
	soul and you will not win this game."
	'cause it is a game, guys, you wanna
	think it's not -- go back to the schoolyard
	and have a crush on Mary Jane -- respect
	the cock -- you are embedding this thought:
	I'm in charge.  I'm the one who says yes,
	no, now or here.  Shit, man.  Sad but true.
	Sad But True.  And you wanna know what?
	It must be the way.
	The thing about chicks and the thing
	about this course that we're going
	through today is how universal the whole
	thing is.  I mean: I wish I could sit here
	and say that it's not -- because the reality?
	If each chick had something new, something
	really new that I'd never seen before?
	Fuckin' hell: I'd be in the money!  Because
	I'd have to create a hundred new cassettes,
	a hundred new books, a hundred new seminars
	and hundred new videos just to deal with each
	and every situation a chick could create -
	but that is just not the case.  They are universal.
	They are sheep. They are to be studied and
	watched -- they have patterns that must be stopped,
	interupted and resisted. I'd be makin' a fuckin'
	butt load if they were actually as much of
	a challenge as they want you to think they are!
	Reality: They Are All The Same.
	Each and every one of them.  And once you learn
	these methods: You're Set.  You Don't Have To Come Back.
	That's it. In solid. Boom.  Done.  Over.  Why?
	Because all women are the same.  Period.
	End of discussion.  Sorry.  It's true.  Sad But True.
	And anyone who wants to say that these methods
	we work by are "unfair?"  Yes, they are.
	Guilty as charged.  And so's the world.
	It's a harsh, hard unfair place, but it's not
	gonna stop me from getting my fair shair of hair pie --
	Period.  Sorry.  End of discussion.

					CUT TO:

INT. HOLIDAY INN/LOBBY - THAT MOMENT

Sliding doors open in the lobby and a young woman GWENOVIER (30s)
enters, takes off her sunglasses and looks around.

There's a bunch of Posters and Signs for the "Seduce and Destroy
Seminar with Frank TJ Mackey," etc.  Frank's two sidekicks: DOC (20s)
and CAPTAIN MUFFY (40s) approach;

		CAPTAIN MUFFY
	You're Gwenovier?

		GWENOVIER
	Yeah.

		CAPTIAN MUFFY
	I'm Captain Muffy, I'm Frank's personal
	assistant.  This is Doc --

		DOC
	Hello.

		GWENOVIER
	Hello.

		CAPTAIN MUFFY
	We can go right in here.  He started
	about thirty five minutes ago, but
	it's all getting pumped up now --

					CUT TO:

INT. HOLIDAY INN/BANQUET ROOM - THAT MOMENT

Captain Muffy, Doc and Gwenovier enter and head tor some seats,
CAMERA swings a 180 and moves down the aisle, towards the stage
as Frank speaks --

		FRANK
	Number One: Get a calendar.  I cannot
	stress this enough.  This is a simple
	item guys.  It's 99 cents at your corner
	store: Go And Get One.  Fuck it, if you
	reach into your packet, you'll see I've
	been nice enough to include one, 'cause
	that's the kind of prick I am --
	You're gonna need this calendar and I know
	it sounds like a small thing, but having it
	makes all the difference in the world:
	If you meet a girl and you're
	gonna work an A-3 Interuption --
	let's say an eight day waiting period before
	the next call -- how you gonna know when those
	eight days are up?  Buy a calendar.
	Next move?  Mark the calendar.
	Yeah, yeah, yeah.  What did I pay my eight
	hundred dollars for?  To hear Frank tell me
	to buy a calendar and mark it?  Just stick
	with me and stick by the calendar.  Mark it
	up -- use it to set goals -- If you wanna
	make that "friend" something else -- you gotta
	be hard on yourself, set goals:
		(beat, to audience)
	You, there: And What's Your Name?

					CUT TO:

INT. EARL'S HOUSE/OFFICE - THAT MOMENT

Phil flips through a little adress book, finds a number. XCU - It reads,
"Frank 8/509-9027"  He picks up a phone and dials;

		FEMALE VOICE
	Hello?

		PHIL
	Hi.  Is Frank there?

		FEMALE VOICE
	I think you have the wrong number.

		PHIL
	I'm looking for Frank Mackey.

		FEMALE VOICE
	No.

		PHIL
	Is this 509-9027?

		FEMALE VOICE
	Yeah.  You have the wrong number.
	There's no one named Frank here.

		PHIL
	Alright.  Thank you.

		FEMALE VOICE
	Yep.

Phil hangs up the phone.

					CUT TO:

INT. HOLIDAY INN/BANOUET ROOM - THAT MOMENT.

CAMERA with Gwenovier as she walks quietly over to the side
of the crowd to a VIDEO CREW that's been set up and is recording
Frank's seminar.  She speaks sotto to a CAMERAMAN;

		GWENOVIER
	Sorry I'm late --

		CAMERAMAN
	-- we're all set upstairs.

		GWENOVIER
	Thanks.

She moves towards a row and takes a seat next to Captain Muffy
and Doc, speaks sotto again;

		DOC
	You have everything you need?

		GWENOVIER
	I'm set, thanks.

CAMERA moves away, Frank is kneeling down to a GUY in the
audience, interacting, speaking compassionately;

		FRANK
	Denise?

		GUY
	That's right --

		FRANK
	-- and she hurt you didn't she?
	I know, I know.  I know how that
	can be brother, but let me tell you loud
	and clear what we will be teaching
	Denise when we put our calendars to work and
	set goals:

Frank hops back up on the stage;

		FRANK
	Little Denise, I say this:  I mark it
	up and I write it down and you've been warned:
	"By the end of May, you will know I'm not gay."
	"On the fourth of June, Denise, you're
	gonna be lickin' my spoon."
	"And Come August, You Suck My Big Fat
	Sausage."  I've SET GOALS FOR MYSELF.
	And what?  I've said "enough is enough."
	Because why?  She's not gonna be your pal.
	She's not gonna be your friend.  You think
	she's gonna be there for you the second
	you need something?  Think again - this fuckin'
	bitch Denise!
		(audience cheers)
	But: Listen up:  That is not to say that we don't
	all need women as friends, 'cause we're gonna
	learn later on in Chapter 23 that having a couple
	of chick-friends laying around can come in
	real handy in setting Jealousy Traps.
	But we'll get to that.  Number One (this is page 18
	in your booklets, blue cover - go to it and
	follow along with me.)

The guys flip open their little blue booklets and follow along.

		FRANK
	Create a crisis -- simple and clean,
	and if done properly can be quite
	effective in getting some bush.
	Here we go:  Set a date with your so-called
	"friend."  Let's say you make it 7:30.
	You call her on the phone --

						FLASH ON:

INT. GIRL'S APARTMENT - NIGHT

CAMERA DOLLIES AROUND a young GIRL (20s) on the phone.

		GIRL
	That sounds like fun, Frank.
	I love seafood.

					CUT TO:

INT. FRANK'S APARTMENT - NIGHT

Frank on the phone.

		FRANK
	So I'll see you about 7:30?
	Great, then.  Bye-bye, Cindy.

He hangs up.

					CUT TO:

INT. GIRL'S HOUSE - ANOTHER NIGHT

CAMERA (HAND HELD) follows behind the GIRL as she walks from the kitchen
to the front door, shaking her head, huffing and puffing....

		FRANK (VO)
	You wait until about nine o'clock
	and you ring the doorbell.

She opens the door and sees FRANK, crying and hysterical.

		FRANK (VO)
	She opens it up, pissed as hell, but
	finds you sobbing your eyes out --

Frank looks up at her and says:

		FRANK
	...I can't believe what happened...

Frank and the Girl sit down on the couch together.

		FRANK (VO)
	You explain between sobs that you hit
	a dog on the way over to pick her up
	and you had to rush it to the animal
	hospital but by the time you got there --

		FRANK
	...and it's paw was sticking out...
	and it was too late.  It was too late.

She moves in and hugs him.

		GIRL
	Ohhh, shhhh...shhh...Frank...

					CUT TO:

INT. HOLIDAY INN/BANQUET ROOM - THAT MOMENT

Frank is cracking himself up.  He continues.

		FRANK
	I can't believe I'm telling you guys this,
	but the truly terrifying part is that: THIS WORKS.
	Any girl that calls herself your friend is not
	gonna let you be alone in a situation like that.
	Technique #2: Staging a fight.
	This is not knock down, drag out, crying
	screaming, yelling -- this is a simple,
	direct and subtle way of planting confusion
	into a girl's mind.  Remember we are using
	reinforcement technique "G" with these women.
	Here's how:

					CUT TO:

INT. GIRL'S HOUSE - NIGHT

The Girl picks up her phone and presses some numbers...

		FRANK (VO)
	One day, she calls you up on the phone...

					CUT TO:

INT. FRANK'S HOUSE - NIGHT

Frank picks up the phone.

		FRANK
	Hello?

		GIRL
	Hey, Frank.  It's Cindy.  I'm wondering
	if you wanna grab a bite and see a movie?

		FRANK (VO)
	You very directly say:

		FRANK
	"I don't think I have anything to say
	to you, Cindy."

Frank hangs up the phone.

					CUT TO:

INT. GIRL'S HOUSE - THAT MOMENT

The Girl gets the dial tone.  She looks completely confused and hurt.

					CUT TO:

INT. HOLIDAY INN/BANQUET ROOM - BACK TO SCENE

Frank speaking to the group:

		FRANK
	Let her wonder what she did wrong.

CAMERA DOES A SLOW DOLLY IN.  Frank's tone changes a bit, gets darker:

		FRANK
	This is the way...because they will
	always wonder, "What did I do?"
	"What could I have done different?"
	"How should I behave to get this back?"
	And if they think that way -- then they
	are asking for you to hurt them and
	That Is What You Must Do.  That is what
	you must do which is punish them many,
	many times over.

					CUT TO:

INT. CEDARS SINAI MEDICAL CENTER - HALLWAY - DAY

CAMERA pushes in as LINDA walks towards us, down the same
hallway we saw Jimmy Gator walking down earlier, she heads
into an office --

					CUT TO:

INT. DOCTOR'S OFFICE/RECPETION AREA - MOMENTS LATER

CAMERA pushes in on Linda as she enters, WHIPS over to a
RECEPTIONIST who looks up;

		RECEPTIONIST
	Mrs. Partridge --

		LINDA
	I'm here and I need to see him.

					CUT TO:

INT. DOCTOR'S OFFICE - MOMENTS LATER

Quick shots get them in the room:  DR. LANDON (40s) sits
across from LINDA, who's in semi-hysterics, pacing;

		LINDA
	-- he's fucking dying, he's dying
	as we're sitting here and there
	isn't a fucking thing -- jesus,
	how can you tell me to calm down?

		DR. LANDON
	I can help you through this the
	best I know how but there are certain
	things you are gonna have to be
	strong about and take care of, now
	we can go over them, but I need to
	know that you're listening to me, ok?

		LINDA
	I just, I just -- I just -- I'm just
	in a fucking state, I know he's
	going and it's like I don't know how
	-- just tell me practical things --
	What the fuck do I do with his body?
	What happens when he dies? That next moment:
	What? What do I do?  Then What?

		DR. LANDON
	Well that's what Hospice will take care of
	for you.  They will send a nurse, someone
	who can take care of all of that for you --

		LINDA
	He has Phil right now.

		DR. LANDON
	Phil's one of the nurses from the service?

		LINDA
	Yeah.

		DR. LANDON
	If you're happy with Phil taking care
	of him and helping you, that's fine,
	but contact Hospice to arrange for the body --

		LINDA
	-- you don't understand: it's more pain
	than before and the fucking morphine pills
	aren't working, he's -- past two days it's
	like he can't really swallow them and I don't
	know if they're going down -- I can't see inside
	his mouth anymore -- I'm up all night staring
	at him and I don't think the pills are going
	down and he moans and he hurts --

		DR. LANDON
	We can fix that, because I can give
	you -- are you listening?

		LINDA
	I'm listening.  I'm getting better.

		DR. LANDON
	Do you wanna sit down?

		LINDA
	I need to sit down.

		DR. LANDON
	Ok. Linda:  Earl is not gonna make it.
	He's dying. He is.  He is dying very,
	very rapidly --

She breaks a bit more.

		DR. LANDON
	Now the thing here is making that experience
	as painless and easy as possible for him,
	you understand?  Now you need to get in touch
	with Hospice care because they can take care of
	all those practical things that you're asking
	me about -- they are who you call when he dies.

He writes a number on his bussiness card, hands it over as they speak;

		DR. LANDON
	This is the number for Hospice.
	Ok. Now. As far as the morphine pills go,
	there is something else to consider that
	can take the pain away that he is in,
	there is a very strong and very potent solution
	of liquid morphine....it's a little bottle,
	with an eye dropper and it's easy to get in
	his mouth and drop on his tounge and
	it will certainly diminish the pain that
	he is in but you have to realize that
	once you give it to him; there really
	is no coming back, I mean, it will certainly
	cure his pain, but he will float in and
	out of consciousness, even worse than he
	is now, Linda.  I mean, any sign of the
	recognizable Earl will pretty much go away --

		LINDA
	-- how the fuck can I say anything
	to that -- I don't know what to say to that --

		DR. LANDON
	The job here is to make him as comfortable
	as possible -- right now -- our job is to just
	try and make it as painless as possible.
	Right?  You understand?

CAMERA pushes into an EXTREME CLOSE UP on Dr. Landon's hands writing
the perscription for the liquid morphine....hands it to Linda....

					CUT TO:

INT. JIMMY'S JAGUAR - PARKED - DAY

CAMERA holds a CU on Jimmy sitting behind the wheel.  He hesitates
a moment, exits the car.

					CUT TO:

EXT. CLAUDIA'S APARTMENT/STAIRWELL - MOMENTS LATER

CAMERA holds looking down a staircase.  Jimmy enters FRAME, walks
up to the second floor, stands a moment, then knocks.

					CUT TO:

INT. CLAUDIA'S BEDROOM - THAT MOMENT

CAMERA DOLLIES in on the bed.  Claudia's asleep.  The MIDDLE AGED GUY is
lying next to her in his underwear.  He hears the door, wakes.

					CUT TO:

EXT./INT. CLAUDIA'S APARTMENT - THAT MOMENT

Jimmy knocks again....after a BEAT...the door is opened by the MIDDLE
AGED GUY.  He stands in his underwear.

		MIDDLE AGED GUY
	Hello?

		JIMMY
	Hello.  Is Claudia here?

		MIDDLE AGED GUY
	She's asleep.

BEAT.

		JIMMY
	Are you her boyfriend?

		MIDDLE AGED GUY
	You're Jimmy Gator, right?

		JIMMY
	Yes.  What's your name?

		MIDDLE AGED GUY
	I'm Bob.

		JIMMY
	You're her boyfriend?

		MIDDLE AGED GUY
	No, I'm just a friend.  What are you
	doing here, I mean...you know Claudia?

		JIMMY
	I'm her father.

The Middle Aged Guy looks a bit confused.

		JIMMY
	Can I come in?

		MIDDLE AGED GUY
	Yeah.  She's sleeping now, I mean --

Jimmy steps inside, looks around the place, sees the coke and some pot
and pills sitting out on the coffee table.

		MIDDLE AGED GUY
	Want me to wake her up?

		JIMMY
	I'II go....is it...back here?

The Middle Aged Guy points Jimmy to the back bedroom.

INT. CLAUDIA'S BEDROOM - THAT MOMENT

Claudia is asleep. Jimmy enters, stands near the edge of the bed.
After a moment, Claudia's eyes open, look over and see Jimmy.

		CLAUDIA
	...what the fuck is this...?

		JIMMY
	It's me.  Claudia.  It's me.

She sits up a bit, covers herself, looks past him and sees the
Middle Aged Guy, sitting in his underwear in the living room,
watching them.  She looks back to Jimmy;

		CLAUDIA
	What do you want? Why are you here?

		JIMMY
	I'd like to talk to you.  Your boyfriend
	let me in, I just knocked on the door --

		CLAUDIA
	He's not my boyfriend.

Jimmy hesitates a beat, then:

		CLAUDIA
	Wanna call me a slut now, something?

		JIMMY
	No.  No.

She starts to move towards tears, nervousness;

		CLAUDIA
	What the fuck do you want?

		JIMMY
	I want to sit.  I want to talk to you.

		CLAUDIA
	Don't sit down.

		JIMMY
	...I want to....I want so many things, Claudia.
	Maybe we can just talk to straighten
	our things out....there are so many
	things that I want to tell you --

		CLAUDIA
	I don't wanna talk to you.

		JIMMY
	Please.  It doesn't have to be now.
	Maybe we can make a date to sit down,
	I didn't mean to walk in on you like this --

		CLAUDIA
	Why are you here, why are you doing this?
	Coming in here -- you wanna call me a whore?

		JIMMY
	I don't want you to think that I'm that
	way to you -- I'm not gonna call you
	a slut or something --

		CLAUDIA
	Yeah, yeah right -- what the fuck are
	doing?  WHAT THE FUCK ARE YOU DOING IN MY HOUSE?

		JIMMY
	Don't yell, honey.  Please don't go crazy --

		CLAUDIA
	I'M NOT CRAZY.  Don't you tell me I'm crazy.

		JIMMY
	I'm not saying that, I'm sorry --

		CLAUDIA
	I'M NOT CRAZY.  You're the one.  You're
	the one who's wrong.  You're the one --

		JIMMY
	I have something, so much -- I'm sick, Claudia.
	I'm sick.

		CLAUDIA
	Get out of here, get the fuck out of
	my house --

		JIMMY
	Now STOP IT and LISTEN to me right now.
	I AM DYING, I GOT SICK...now I fell
	down and I'm Not...DON'T --

		CLAUDIA
	GET THE FUCK OUT.

		JIMMY
	I'm dying, Claudia.  I have cancer.
	I have cancer and I'm dying, soon.
	It's metastasized in my bones and I --

		CLAUDIA
	FUCK YOU.  FUCK YOU, YOU GET OUT.

		JIMMY
	I'm not lying to you, I'm not --

		CLAUDIA
	FUCK YOU.  YOU GET THE FUCK OUT OF HERE.

		JIMMY
	baby, please, please --

		CLAUDIA
	I'M NOT YOUR BABY, I'M NOT YOUR GIRL.
	I'm not your fuckin' baby --

She moves up in the bed, exposes a bit of her breast, tries to
cover herself --

		JIMMY
	Please put your clothes on, please --

		CLAUDIA
	YOU BURN IN BELL.  You burn in hell
	and you deserve it -- YOU GET THE FUCK OUT.

		JIMMY
	Honey.

		CLAUDIA
	GET OUT.

BEAT.  He stands a moment.

		JIMMY
	Your mother wants to hear from you --

		CLAUDIA
	GET THE FUCK OUT OF HERE.

He walks out of the bedroom, past the MIDDLE AGED GUY, who's
sitting on the couch.

		JIMMY
	I'm sorry.

		MIDDLE AGED GUY
	It's alright.

Jimmy exits.  Claudia is shaking and crying and holding herself
in the covers of the bed.

The Middle Aged Guy snorts a line of coke, looks into her;

		CLAUDIA
	Can you get your shit and leave, please?

					CUT TO:

INT. SOLOMON AND SOLOMON ELECTRONICS - DAY

CAMERA pushes in as Donnie Smith runs in the door, brushes his
hair back, etc.  This is a "Good Guys" type electronics place.
He rushes towards the back.

ANGLE, DOOR TO BACK ROOM.
CAMERA pushes in real quick and tilts down as Donnie reaches
to his belt and his KEY HOLDER (one of those attached to string
on the belt) He inserts the KEY.

					CUT TO:

INT. BACK HALLWAY - SOLOMON AND SOLOMON - THAT MOMENT

Donnie enters, walks swiftly down the hall to another door.
Just before he reaches it, AVI SOLOMON (30s) appears at the
end of the hall.

		AVI
	Don.

Donnie stops short, looks.  Avi gives him the "follow me" finger.

		DON
	Hey, Avi.  I'll be right there.

Avi goes back in the room he came from.  Donnie does the
KEY and CODE thing now on this door.

					CUT TO:

INT. DRESSING ROOM/EMPLOYEE LOUNGE - MOMENTS LATER

Donnie is changed into his Solomon and Solomon Electronics vest
and name tag.  He brushes himself up, sweating a bit. (Note:ON HIS BACK)

		DONNIE
	This is going to be ok. This is. This is.

					CUT TO:

INT. SOLOMON'S OFFICE - MOMENTS LATER

Donnie sitting across the desk from SOLOMON SOLOMON (40s) owner
of the store. Avi, his brother, stands nearby.

		DONNIE
	...please...

		SOLOMON
	Don't Donnie. Don't do it.

Donnie swells up a bit, about to cry.

		DONNIE
	This is so fucked, Solomon.
	I don't deserve this.

		SOLOMON
	Don't get strong, Donnie. This is making
	sense, this making a lot of sense.
	You are not doing the job, the job
	I ask you to do, a job I give you.
	Over and over and over and I'm sorry.
	But I'm not gonna say I'm sorry that
	much more.

		DONNIE
	Solomon: I am in the middle of so much.
	So much in my life and this is --
	If you do this, if you fire me: I Am Fucked.
	I can't really explain much, but please,
	please, I've worked here for four years,
	four years I've given you and I'm, I'm,
	I mean what?  I'm sorry I was late.
	I had a car accident.  I accidentaly
	drove into a seven-eleven. It was not
	my fault.

		AVI
	Who's fault was it, Don?

		SOLOMON
	Avi, please, shut the fuck up for
	one second. Don, how much further
	do you want me to go in showing you,
	showing you what I've done for you
	in four years and what you've done
	back?  Do you want me to do it? I can.
	The loans I've given, how much your sales
	are, how late you are, over and over, loosing
	the keys to the Covina store --

		DONNIE
	I don't have any money, Solomon.
	If you fire me --

		SOLOMON
	-- I give you money, I give you a paycheck.
	Your sales suck, Don. I give, I give.
	When I find you, when I meet you,
	what? I put you on the billboard,
	I put you in the store, my salesman,
	my fucking representation of Solomon
	and Solomon Electronic, Quiz Kid Donnie Smith
	from the game show --

		DONNIE
	I lent my name, my celebrity. Exactly --

		SOLOMON
	FUCK YOU.  I pay you, I paid you.
	I give you a fucking chance and
	a chance and over and over, over you
	let me down.  I trust you with so much.
	The keys to my store, the codes to my locks,
	the life, the blood of my bussiness and
	return is smashing in seven-eleven, late,
	always late, loans -- I loaned you money
	for your kitchen that you never did --

		DONNIE
	I paid you back.

		SOLOMON
	Two years! Two years later and out of your
	paycheck, I never charge interest --

		DONNIE
	Solomon, please.  Please.  I am so fucked
	here if you do this.  This is the worst timing.
	The worst timing I could ever imagine.
	I need to keep working.  I have so many
	debts, so many things, I have, I have,
	I have -- I have surgery -- I have my
	oral surgery coming --

		AVI
	What surery?

		DONNIE
	Oral surgery.  Corrective teeth surgery.

		SOLOMON
	What is that?

		DONNIE
	Braces.

		SOLOMON
	Braces?

		DONNIE
	Yes.

		SOLOMON
	You don't need braces.

		DONNIE
	Yes I do.

		SOLOMON
	Your teeth are fine.

		AVI
	Your teeth are straight.

		DONNIE
	I need corrective oral surgery.
	I need the braces.

		AVI
	Don, you got hit by lightning that
	time in Tahoe, you went on vacation,
	I don't think braces is a good idea --

		DONNIE
	I can't believe you're gonna do this
	to me, the situation I'm in, I don't --
	Avi: You know what?  Being hit by lighting
	doesn't matter for getting braces, ok?
	Now Solomon, let me just ask you once:
	Please. Please. Don't do this.

		AVI
	How are you paying tor the braces, Donnie?

		DONNIE
	I don't know.

		SOLOMON
	And how much is braces?

		DONNIE
	It's...doesn't matter....

		AVI
	It's like five thousand dollars,
	I've seen it, I know --

		SOLOMON
	You're pissing me off, Don.  This is
	so unbelievable -- so fucking stupid,
	you're gonna spend five thousand dollars
	on braces you don't need --

		DONNIE
	I've been a good worker --

		SOLOMON
	Don't do this, Don.

		AVI
	No need for braces, Donnie.

		SOLOMON
	Where are you getting the money for this?

		DONNIE
	I don't know.

		SOLOMON
	You were gonna ask me weren't you?

		DONNIE
	I've been a good worker, Solomon.
	A hard and loyal --

		AVI
	No need for braces, Donnie.

		DONNIE
	THAT'S NONE OF YOUR BUSSINESS.
	I HAVE BEEN A GOOD WORKER, A GOOD AND
	LOYAL WORKER FOR YOU, YOU FUCKING ASSHOLE.

		AVI
	HEY FUCK YOU DON WATCH IT NOW.

		SOLOMON
	Give me your keys, Don.

		DONNIE
	PLEASE DON'T DO THIS!

		SOLOMON
	GIMME YOUR FUCKIN' KEYS.

BEAT.  Donnie tries to calm himself, hold back tears, stands up.
He struggles with his KEY CHAIN and finally after a bunch
of moments, hands over six or seven keys.

CU. INSERT, KEYS. placed on the desk.

					CUT TO:

INT. APARTMENT COMPLEX/NORTH HOLLYWOOD - THAT MOMENT

CAMERA hangs inside bedroom w/Detectives and Investigators and
County Coroner folks as we go through in a series of quick shots.
(Director's Note: very technical here. Snapshots, ECU's on body,
procedure, etc.) * See County Coroner videotape.

IN THE LIVING ROOM

CAMERA pushes in past DETECTIVES and OFFICERS who are exchanging
information...CAMERA moves towards Jim Kurring, standing off a bit
now, usless to the investigation as far as everyone else is concerned,
but listening carefully to what they say:

		OFFICER
	Identified as Porter Parker, aged 59.
	Better known as the dead guy in the closet.
	So says the building guy, this is her
	husband --

		DETECTIVE #2
	-- he's doesn't live here, but he comes
	around, raises shit, screaming, yelling,
	something or other --

		OFFICER
	There's a son, apparently.  And a kid.

		DETECTIVE #1
	Her son?

		OFFICER
	Her son, that's right...and the kid.
	And they were here and around and
	from late last night and through the
	morning, it's screaming and yelling --

		DETECTIVE #1
	And Where Are They?

		DETECTIVE
	-- they are not to be found.

		CORONER WOMAN
	-- she's got six hundred dollars and
	a large box of condoms next to the bed --

		OFFICER #1
	And three wedding rings.

		DETECTIVE #1
	Ok.

		CORONER WOMAN
	-- guys come in, out and around all day,
	this is the building guy talking --

		OFFICER
	The building guy says The Son and The
	Closet guy are always goin' at it --

		CORONER WOMAN
	That's right.

		DETECTIVE #1
	And what is she saying?

		OFFICER
	Not a god damn thing.

CAMERA lands CU on Jim Kurring.

ANGLE, COURTYARD AREA - THAT MOMENT
Another set of Detectives/Officers/Investigators are standing
over Marcie, who sits handcuffed.  She has her best, "I'm not
saying anything" face on.  Again, they're OC througout;

		OFFICER #2
	Why did you kill him, Marcie?

		DETECTIVE #3
	Did you kill him?

		OFFICER #2
	Did he hurt you, did he do something?

		DETECTIVE #4
	How long's he been in there?

		DETECTIVE #3
	You're hurting yourself, Marcie.

		OFFICER #3
	You have the dead body of your husband
	in the closet of your apartment, Marcie.

		OFFICER #2
	That Is Not Good.

		DETECTIVE #3
	You hit him with the ashtray,
	you strangled him --

		DETECTIVE #4
	-- tell us he fell and hit his head,
	but tell us something, Marcie.

		OFFICER #2
	Why did you kill him?

The Main Detective from previous steps into FRAME, says:

		DETECTIVE #1
	-- Marcie: Where's your son?  Marcie?
	Marcie?  Marcie tell us where your Son is now.
	Marcie tell us where your son is.

CAMERA arrives CU on Marcie.

		MARCIE
	I wanna talk to my motherfuckin' lawyer.

ANGLE, STREET OUTSIDE APARTMENT COMPLEX - LATER
The investigation is wrapping up now and CAMERA (STEADICAM)
moves with Jim Kurring as he heads towards his squad car,
talking into his WALKIE TALKIE. (Dir. Note: technical info re:
disturbance at adress/Jim takes call/etc.)

		WALKIE VOICE
	...4277 Tujunga...

		JIM KURRING
	10-4.

Out of the group of neighborhood lookie-lo's comes a little black
kid who starts walking alongside Jim Kurring as they head away
from the scene -- this is DIXON, age 10.  He's very small for his age
and he carries one of those boxes filled with Candy Bars he's trying
to sell.  They walk/talk;

		DIXON
	How much you pay me for my help?

		JIM KURRING
	I think it's more complicated
	than that little man.

		DIXON
	Put me on the payroll, find out,
	find out wassup --

		JIM KURRING
	You don't just sign up to be a police
	officer -- it's about three years of
	training -- ok?

		DIXON
	I'm trained, I'm ready to go, you wanna
	buy some candy to help underprivelaged
	youth in the --

		JIM KURRING
	Sorry, little man.

		DIXON
	You wanna take my statement, I'll
	perform for you, gotta get paid though,
	gotta get PAID.

		JIM KURRING
	Why the hell aren't you in school?

		DIXON
	No school today.  My teacher got sick.

		JIM KURRING
	They don't have substitute teachers
	where you go to school?

		DIXON
	Nope.  So what'd they find out in there?

		JIM KURRING
	That's confidential information, little man.

		DIXON
	Tell me what you know, I'll tell you
	what I know --

		JIM KURRING
	No Can Do.

		DIXON
	Leave this one to the detectives,
	they ain't gonna solve shit, I can
	help you, make you the man with a plan,
	give you the gift that I flow -- think
	fast -- you wanna know who killed that guy?

Jim Kurring stops at his Squad Car, turns to Dixon;

		JIM KURRING
	Ok. Listen. You: c'mere.

		DIXON
	No.

		JIM KURRING
	You wanna disrespect an officer of the law?

		DIXON
	I can help you solve the case,
	I can tell you who did it.

		JIM KURRING
	Are you a joker? huh? Tellin' jokes?

		DIXON
	I'm a rapper.

		JIM KURRING
	Oh, you're a rapper, huh?  You got a
	record contract?

		DIXON
	Not yet -- "give you the clue for
	the bust if you show me some trust --"

		JIM KURRING
	Have you ever been to Juvenille Hall?

		DIXON
	I ain't fuckin with you --

		JIM KURRING
	Hey. Watch the mouth. Watch it.

		DIXON
	C'mon, man, just watch me, watch and listen --

		JIM KURRING
	Go. Hurry up. Let's go.

Dixon places his box of candy down and starts dancing around.
Jim Kurring stands beside his squad car.

		DIXON
	Presence - with a double ass meaning
	gifts I bestow, with my riff, and my flow
	but you don't hear me though
	think fast, catch me, yo
	cause I throw what I know with a
	Resonance - fo'yo'trouble-ass fiend in
	weenin yo-self off the back of the shelf
	Jackass crackas, bodystackas
	dicktootin niggas, masturbatin' yo trigga
	butcha y'all just fake-ass niggas --

		JIM KURRING
	-- watch the mouth, homeboy, I don't
	need to hear that word --

		DIXON
	-- livin' to get older
	with a chip on your shoulder
	'cept you think you got a grip,
	cauze you hip gotta holster?
	Ain't no confessor, so busta, you best just
	Shut The fuck up, try to listen and learn --

		JIM KURRING
	Alright, alright, cut it, coolio.
	That's enough with the mouth and
	the language.

		DIXON
	I'm almost done.

		JIM KURRING
	Finish it up without the lip.

		DIXON
	Check that ego - come off it -
	I'm the profit - the proffesor
	Ima teach you 'bout The Worm,
	who eventually turned to catch wreck
	with the neck of a long time oppressor
	And he's runnin from the devil, but the
	debt is always gaining
	And if he's worth being hurt, he's worth
	bringin' pain in -
	When the sunshine don't work, the Good Lord
	bring the rain in.

HOLD ON KURRING.

		DIXON
	Now that shit will help you SOLVE the case.

		JIM KURRING
	Whatever that meant, I'm sure it's
	real helpful Ice-T.

Kurring gets behind the wheel, Dixon hustles over;

		DIXON
	Did you listen to me?

		JIM KURRING
	I was listening --

		DIXON
	-- I told you who did it and you're not
	listening to me.

		JIM KURRING
	-- and I'm through playin' games.

Kurring closes his door and drives off...(Director's Note: Reference
notes for SOUND design here, carries over cut...)

					CUT TO:

MUSIC QUE starts, builds over the following cut and through sequence;

INT. SCHOOL LIBRARY - DAY				Sequence C

CAMERA PUSHES IN SLOW on STANLEY as he sits at a desk...piles of
books spread out in front of him....

OVERHEAD ANGLE, LOOKING STRAIGHT DOWN ONTO:
All the books he has in front of him, we catch glimpses of things:

"How Things Work"  "Forensic Studies" "The Guiness Book of World
Records"  "The Natural History of Nonsense"  "Weather"  "Learned Pigs..."

INSERT, CU. IMAGES of the book about weather.  CAMERA scans, dissolves
and moves around various images of ancient BAROMETERS, HYGROMETERS
from the 1700's.  We see 16th Century French comic strips regarding
weather as cartoon characters.  Aristotle pointing to the sky.
Scan past the words, "...our quest to understand and predict the
weather reaches back to the Stone Age..."

CU - Stanley's face as he reads. SLOW ZOOM IN.
CU - School Bell RINGS.
CU - He grabs his books.

					CUT TO:

EXT. SCHOOL - PICK UP AREA - MOMENTS LATER

CAMERA (STEADICAM) follows behind Stanley as he heads, with all his
backpacks, towards Rick, who's waiting in the car --

		RICK
	C'mon, man.

		STANLEY
	You're late, not me.

		RICK
	You coulda been in front --

		STANLEY
	-- I didn't see you from the window.

Rick helps him get the bags in the car.  CAMERA stays real TIGHT
following STANLEY'S FACE....he sits in the car....OC we hear Rick
getting in the driver's seat and starting the enqine...little droplets
of RAIN start to fall on the windshield....

		RICK (OC)
	You ready to keep winning?

		STANLEY
	Sure.

STANLEY is driven away, OUT OF FRAME.

					CUT TO:

EXT. SKY - DAY

CAMERA looking straight up. It starts POURING RAIN real hard
right INTO CAMERA....SLOW ZOOM IN....hold until it's just a
WASH OF WATER.

Title Card reads:	  Temperature/Percipitation reading/
		 wind direction/weather info/humidity/etc

					 QUICK DISSOLVE TO:

EXT./INT. TELEVISION STUDIO - SECUIRTY ENTRANCE - MOMENTS LATER

CAMERA (STEADICAM) follows behind Stanley and Rick as they run
in from the rain, through some sliding glass doors, past a SECURITY
GAURD who buzzes them into another set of doors --

They enter a hallway with a bunch of production offices, walking
swiftly, shaking their wet clothes....the contestant coordinator
comes walking towards them: CYNTHIA (30s)

		CYNTHIA
	There you are, there you are.

		RICK
	Sorry we're late, Cynthia.

		CYNTHIA
	Nothin' to it, no problem.
	How you doin' Stanley?

		STANLEY
	I'm fine. Yes. I'm fine.

		CYNTHIA
	Ready to go,go,go?

		STANLEY
	Where's Richard and Julia?

		CYNTHIA
	They're here, they're fine.
	In the dressing room.
		(to Rick)
	See you later --

Rick gives Stanley a pat on the head;

		RICK
	Go to it, handsome.

		STANLEY
	See you.

CAMERA holds with Rick, does a 180 around him, he turns his
back to us now, walks a bit, enters a door, into --

THE PARENTS GREEN ROOM

Rick greets the other two kids parents: RICHARD'S MOM (overhweiqht, 50s)
and RICHARD DAD (same) JULIA'S DAD and JULIA'S MOM (50s)

		RICK
	Who's ready to beat the record?

		RICHARD'S MOM
	Jesus you scared us!

		JULIA'S DAD
	That was close.

		RICK
	It's fuckin cats and dogs out there --

		JULIA'S DAD
	Cats and Dogs, indeed.

CAMERA picks up with a young PRODUCTION KID who drops some coffee
off for JULIA'S MOM...follow him back out into the hallway -- CAMERA
branches off from him -- moves down another corridor and picks back
up with STANLEY and CYNTHIA as they walk and talk;

		STANLEY
	Where's the news department at this studio?

		CYNTHIA
	It's upstairs.

		STANLEY
	Have you ever been there?

		CYNTHIA
	Sure, why?

		STANLEY
	I'm wondering about the weather
	department. I'm wonderin' wether
	or not the weather people use outside
	meteorlogical services or if they
	have in-house instruments?

		CYNTHIA
	I can check on that for you, maybe
	we can take a tour --

		STANLEY
	Ok.

They pass CAMERA which picks up now with a woman MARY (40s)
This is Jimmy Gator's assistant...she walks to his dressing
room door and knocks --

		JIMMY (OC)
	Come in.

Mary enters the room.  Jimmy is getting dressed in his outfit
for the show* and starting to take shots of Jack Daniel's.

		MARY
	Rose is on the phone and here's
	the cards for today --

		JIMMY
	Fifteen minutes ago, where were
	those cards?

		MARY
	I'm sorry.

		JIMMY
	I need you to get me Paula --

		MARY
	You want her right now?

		JIMMY
	Yes. Now. Find her. She's somewhere
	in the building --

		MARY
	We're on the air in twenty minutes, Jimmy.

		JIMMY
	Find her, get her and tell her I want
	to talk to her, Mary.  Fucking hell.

He picks up the phone.

		JIMMY
	Hello?

						INTERCUT:

INT. JIMMY'S HOUSE - THAT MOMENT

CAMERA PUSHES in on ROSE (Jimmy's wife) as she sits in the kitchen
on the phone to him.  A MAID does some work in the b.g.

		ROSE
	How you doing?

		JIMMY
	I'm drinking.

		ROSE
	Slowly or quickly?

		JIMMY
	As fast as I can.

		ROSE
	Come home soon after the show.

		JIMMY
	I went to see her -- some fuckin'
	asshole answers the door in his
	underwear, he's fifty years old,
	there's coke and shit laid out
	on the table --

		ROSE
	-- did she talk to you?

		JIMMY
	She went crazy.  She went crazy, Rose.

		ROSE
	Did you tell her?

		JIMMY
	I don't know.  I have to go, I don't
	have time and I have more drinking
	to do before I go march --

		ROSE
	I love you.

		JIMMY
	Love you too..

		ROSE
	Bye.

HOLD with Rose.

					CUT TO:

EXT. CLAUDIA'S APARTMENT - THAT MOMENT

CAMERA holds a moment on the building.  JIM KURRING pulls his squad
car INTO FRAME, looks at the building.

					CUT TO:

INT. CLAUDIA'S APARTMENT - THAT MOMENT

CAMERA dollies in quick on Claudia as she snorts a line of coke.
She has some music BLASTING.

					CUT TO:

EXT. CLAUDIA'S APARTMENT - THAT MOMENT

CAMERA (STEADICAM) follows behind Jim Kurring as he heads up the
pathway, up the stairs and lands at her door.  He knocks.

					CUT TO:

INT. CLAUDIA'S APARTMENT - THAT MOMENT

Claudia jumps -- turns her head to the door.  She sniffs a bit,
yells over the blasting music;

		CLAUDIA
	...Hello...?

		JIM KURRING (OC)
	LAPD. Open the door.

She looks through her peep-hole, sees Jim Kurring.  She turns looks
at her coffee table:  It's full of coke, pills and pot, etc.

		CLAUDIA
	uh...uh...What is it?

		JIM KURRING
	It's the LAPD, can you open the door, please?

Claudia rushes over to the table of drugs and starts to scoop
things up in her arms --

		CLAUDIA
	Just a minute just a...I have
	to get dressed -- (fuck,fuck,fuck)

					CUT TO:

EXT. MEDICAL BUILDING/SHERMAN OAKS - THAT MOMENT

CAMERA pushes in on LINDA'S MERCEDES as it pulls into a parking
structure.  The RAIN is pouring down.  She steps out of the car --

					CUT TO:

INT. MEDICAL BUILDING - MOMENTS LATER

CAMERA pulls back as Linda exits some elevators, heads down a hall --

					CUT TO:

INT. OFFICE/WAITING ROOM - MOMENTS LATER

She enters a psychologist's waiting room. Three or four chairs
and a LIGHT SWITCH that has a doctors name next to it.

ECU - She flips the switch and a red light goes on.

					 JUMP CUT TO:

INT. PSYCHOLOGIST'S OFFICE - MOMENTS LATER

A small, comfortable office space.  Linda is crying, talking,
pacing.  The psychologist is a middle aged woman, DR. DIANE.
As they talk, Dr. Diane writes a perscription;

		LINDA
	I hate doing this, coming here
	and not being able to talk --

		DR. DIANE
	I understand, it's fine --
	I wish the circumstance was better.

		LINDA
	I don't know what's gonna happen,
	I really don't -- I'm so fucking,
	I feel so over the top with everything.

		DR. DIANE
	Mmm..Hmm.  Running out of your
	medication at all, let alone at
	a time like this could be drastic,
	I'm glad you came in to see me,
	as short as this has been --

She hands over the perscriptions (x2) and is about to say another
word -- but Linda SNATCHES the two small pieces of paper from
her hand and heads for the door --

		LINDA
	Thank you Doctor Diane --

		SHRINK
	Good luck with everything.

ECU - Door slammed.

					CUT TO:

INT. EARL'S HOUSE - DEN - THAT MOMENT

CAMERA holds on PHIL.  SLOW ZOOM IN as he stands in front of
the television, flipping stations.

ANGLE, THE TELEVISION.
It's plays all sorts of various things.  Phil stops a few beats
on each thing that looks vaguely like an infomercial.

He puts the remote down, exits the room.  CAMERA stays a moment,
catches a glimpse of a promo for, "What Do Kids Know?"

It's VARIOUS IMAGES of Stanley and the other kids answering
questions, with a calendar showing they've been at it for over
seven weeks and total winnings moving towards $450,000.00

		PROMO ANNOUNCER
	Can they do it?  Tune in live at three
	o'clock and see if Stanley Spector and
	his brilliant friends Richard and Julia
	can defeat todays adult challengers Mim,
	Luis and Todd -- they're moving towards
	A Half A Million Dollar Team Total and
	a "What Do Kids Know?" record --

					CUT TO:

INT. EARL'S HOUSE/KITCHEN - MOMENT LATER

Phil enters and picks up the phone. Dials a number. (Director's Note)

						INTERCUT:

INT. PINK DOT - THAT MOMENT

A young Mexican GIRL (20's) takes orders for delivery at pink Dot,
sits in front of a little computer.

		PINK DOT GIRL
	Pink Dot.

		PHIL
	Hi. I'd like to get an order for delivery.

		PINK DOT GIRL
	Phone number.

		PHIL
	818-753-0088.

		PINK DOT GIRL
	Partridge?

		PHIL
	Yeah.

		PINK DOT GIRL
	What would you like?

		PHIL
	I'd like to get an order of...um...peanut butter.

		PINK DOT GIRL
	Mmm.Hmmm.

		PHIL
	Cigarettes. Camel Lights.

		PINK DOT GIRL
	mmm.hmm.

		PHIL
	Water.

		PINK DOT GIRL
	Bottled Water?

		PHIL
	Um, no, y'know what? Forget the water,
	just give me a loaf of bread...white
	bread.

		PINK DOT GIRL
	Ok.

		PHIL
	And um....do you have Swank magazine?

		PINK DOT GIRL
	Yeah.

		PHIL
	Ok. One of those. Do you have Ram Rod?
	The magazine, Ram Rod?

		PINK DOT GIRL
	Yeah.

		PHIL
	Ok. One of those.  And...um...Barely Legal?

		PINK DOT GIRL
	yeah.

		PHIL
	Do you have that?

		PINK DOT GIRL
	yeah, I said.  Is that it?

		PHIL
	That's it.

		PINK DOT GIRL
	Do you still want the peanut butter,
	bread and cigarettes ?

		PHIL
	Yes. What? Yes.

		PINK DOT GIRL
	Total is $15.29.  Thirty minutes or less.

		PHIL
	Thank you.

Phil hangs up, looks to Earl.  CU - EARL. He's asleep, uncomfortably.
CAMERA moves inside his chest.

					 QUICK DISSOLVE TO:

INT. EARL'S BODY - THAT MOMENT

CAMERA roams around a bit, watching the CANCER eat away at Earl's lungs.
CAMERA MOVES BACKWARDS, pulling out;

					 QUICK DISSOLVE TO:

INT. HOLIDAY INN/BANQUET ROOM - THAT MOMENT

CAMERA pulls back from Frank, who heads offstage.  The AUDIENCE is
applauding him.  The sidekick, DOC takes the mic and makes an
announcement about the one hour break/snacks served in lobby/etc.

Frank hops offstage, greets Captain Muffy and Gwenovier;

		CAPTAIN MUFFY
	Chief, this is Gwenovier from the show,
	"Profiles," for the interview --

		FRANK
	Hello, hello, I'm a bit out of breath
	from all this work --

		GWENOVIER
	That's fine.  It's nice to meet you.

		FRANK
	Are we gonna tape some stuff now?

		GWENOVIER
	If you're up to it, I've got us
	set up in a suite upstairs --

		FRANK
	You got us a room so quick?

Frank and Captain Muffy laugh at the joke.

		FRANK
	I'm kidding of course.

					CUT TO:

INT. HOTEL SUITE - MOMENTS LATER

Frank is getting his mic put on, Gwenovier has a small VIDEO CREW
with her.  They both get touched up for the interview, Frank's
talking away;

		FRANK
	I swear to fucking-god, I do one-a-my
	seminars, I'm Superaman! I'm Batman!
	I'm like a fucking action hero the way
	I feel afterwards, like I could walk out
	this door, down the street, pick up any fuckin'
	pootie I see that has even one second to stop --

Gwenovier gives a little snap and finger gesture to her CAMERAMAN
to start rolling;

		GWENOVIER
	All it takes is one second?

		FRANK
	Just one look, one hesitation,
	one subtle gesture for me to know --
	And Bing-Bam-Boom I'm away on a
	tangent -- I get so fuckin' amped
	at these seminars and lemme tell you
	why: Because I Am What I Believe.
	I am what I teach, I do as I say,
	I live by these rules as religiously
	as I preach them: And you wanna know
	what? I'm gettin' pussy left, right,
	up, down, center and sideways.

		GWENOVIER
	I'm gonna start rolling --

		FRANK
	-- go, go, go.  I'm givin' pearls here.
	And I'II tell you samethin' else:
	I'm not succeding in the bush because
	I'm Frank TJ Mackey.  If anything,
	there are women out there that want
	to destroy me -- it makes it twice as
	hard for me, I run into some little
	muffin, knows who I am, knows my schemes
	and plans -- shit, she's gonna wanna
	fuck around, prove to her friends, say,
	"Yaddda-yadda-yadda, I saw that guy, he
	wasn't anything, didn't get me."  So me?
	I'm runnin' on full throttle the whole
	fuckin' time.  Dodging bullets left and
	right from terrorist blonde beauties.
	But I'II tell you this: The battle of
	the bush is being fought and won by Team
	Mackey.  Can I have a cigarette?

		GWENOVIER
	Ok.  So, lemme just ask you a couple
	questions to start --

Captain Muffy hands Frank a cigarette, lights it for him.

VIDEO CAMERA'S POV - It's zooms in to close up of Frank.  He exhales;

		FRANK
	What do you want to know?

					CUT TO:

EXT. SMILING PEANUT BAR - THAT MOMENT

CAMERA BOOMS DOWN and PUSHES IN on Donnie Smith's Honda Accord,
with damaged front end, as it pulls into a parking space.
It's POURING RAIN. (dir.note)

CAMERA lands in close.  Donnie sits a moment.  He plays his tape,
"Dreams," sings along a bit, pep talks himself, does some deep
breathing, says;

		DONNIE
	Make it happen, make it happen and go,go,go.

He gets out of the car real quick --

					CUT TO:

INT. SMILING PEANUT BAR - THAT MOMENT

CAMERA (STEADICAM) pushes in as Donnie enters this dark little bar.
It's not too crowded.  He takes off his wet coat, brushes his hair
back a bit and walks to an empty corner table --

Donnie takes his seat and looks over to the bar -- CAMERA swings a 180,
heads away from him -- it moves to the bar area and into:

A young, handsome BARTENDER BRAD (20s) is pouring drinks.

CAMERA picks up with a COCKTAIL WAITRESS (30s) who walks over and
brings us back to Donnie's booth --

		COCKTAIL WAITRESS
	Hello.  You're back again, huh?

		DONNIE
	yeah, yes, hi, hello.

		COCKTAIL WAITRESS
	-- can I get you?

		DONNIE
	Diet Coke.

She exits.  Donnie lights a cigarette -- CAMERA blends from 24fps
to 40fps -- he looks across the room -- CAMERA swings 180 back towards
the bar and pushes in towards --

Bartender Brad takes the order from the Cocktail Waitress.
He nods, turns from her and smiles to reveal a full set of BRACES.

ANGLE, DONNIE.  CAMERA pushes in slow and he smiles, touches his
hand to his mouth.

DONNIE'S POV - The Bartender pours the coke, turns his attention towards
an old-freaky looking Thurston Howell/Truman Capote/Dorothy Parker
type guy (60s) at the end of the bar, who raises his glass, motions as
if to say, "Another one of these, please," while waving some money
and smiling/flirting with Brad the Bartender.

Donnie's face drops.  CAMERA DOLLIES back a little bit and blends from
40fps to 24fps.  The Cocktail Waitress arrives back;

		COCKTAIL WAITRESS
	Diet Coke.

		DONNIE
	I want a shot of tequila too.

		COCKTAIL WAITRESS
	-- what kind?

		DONNIE
	It doesn't matter.

Donnie GLARES across the bar at BRAD and THURSTON as they flirt.

					CUT TO:

INT. TELEVISION STUDIO/HALLWAYS - THAT MOMENT

CAMERA leads/follows the kids from the show; STANLEY, RICHARD
(overweight, 12) and JULIA (child-star-type 11).  They're led by
CYNTHIA, down the corridors towards the main set --

		JULIA
	Do you still have to do homework?

		RICHARD
	Not as much as I used to.  Ever since
	we started, I haven't really gone in to
	school that much because I've been getting
	more and more auditions --

		STANLEY
	I don't have regular classes anymore.

		RICHARD
	What do you do?

		STANLEY
	They just let me have my own study-time,
	my own reading time in the library.

		RICHARD
	That's pretty cool.

		JULIA
	Do you have an agent, Stanley?

		STANLEY
	No.

		JULIA
	You should get one, I'm serious,
	you could get a lot of stuff out of this --

		STANLEY
	Like what?

		RICHARD
	What do you mean, "like what?"
	-- you could get endorsments and shit --

		CYNTHIA
	-- Richard.

		RICHARD
	Bite it, Cynthia.  You could get free
	things from people that want you to
	endorse their products.

		JULIA
	Commercials, a sitcom, an MOW or something.

		STANLEY
	What's MOW?

		JULIA
	Movie Of The Week.  I went up for
	one this morning with Alan Thicke
	and Corey Haim --

		RICHARD
	Was it a call back?

		JULIA
	No.  But I probably will get a call back.

		RICHARD
	If we beat the record, you might get
	a call back --

		JULIA
	I'll get it because I'm a good actress, Richard.

		RICHARD
	Saucy-saucy.

		CYNTHIA
	C'mon guys, settle down --

		STANLEY
	Cynthia?

		CYNTHIA
	What?

		STANLEY
	How much time do we have?

		CYNTHIA
	Not enough, what do you want?

		STANLEY
	I should maybe go to the bathroom.

		CYNTHIA
	Can you hold it?

		STANLEY
	I don't know.

		CYNTHIA
	Just hold it, you'll be fine.

They arrive and enter onto the stage -- CAMERA swings around, branches
away from them and BOOMS UP to reveal the set;

There is a LIVE STUDIO AUDIENCE that's being settled into their seats.

It's a three-camera set up with a FLOOR DIRECTOR roaming around,
shouting orders, etc.

There's a spot for the announcer, an old-pro named DICK JENNINGS (60s)
Dick is in the middle of doing bad-comedy warm up for the studio
audience.  He's had a few drinks, etc.

The STAGE itself is a cross between JEAPORDY/NEWLEYWED GAME/PRICE IS
RIGHT.  There's a podium for Jimmy Gator.  One panel holds "The Kids,"
and one panel holds, "The Adults."  There are chaser-lights all around
and some of the design feels left over from the early days of the show.

CAMERA hangs out with the KIDS as they are ushered into their panel,
which at this moment faces away from the audience and is behind a
curtain.  Julia turns her head, sees something:

		JULIA
	Here they come --

The ADULT CHALLENGERS are brought out by an assistant type and loaded
into their panel.  The Adult Challengers are:

Black woman named MIM MacNEAL(40s)
White guy with glasses TODD GERONIMO (20s)
Puerto Rican guy named LUIS GUZMAN (40s)

The Adults give a couple small glares over to the Kids.

		RICHARD (sotto)
	Yeah, yeah, yeah, keep lookin'
	tough-old folks.

		STANLEY
	They look pretty smart, I think.

		JULIA
	No they don't --

		RICHARD
	What are they gonna do -- beat us?

		STANLEY
	Maybe.

		JULIA
	We're not going out two days before
	we set the record, it's not gonna happen.

		RICHARD
	When they want us done, they'll call
	in the Harvard S.W.A.T team or some shit.

CAMERA lands in CU on Stanley.  HOLD. BEAT. THEN:

					CUT TO:

INT. JIMMY'S OFFICE - THAT MOMENT

Jimmy and a woman named PAULA (3Os) sit in his office. SLOW DOLLY IN
ON EACH thru scene;

		JIMMY
	You look great.

BEAT.

		PAULA
	What the fuck is this, Jimmy?

		JIMMY
	...you know...

		PAULA
	Did your wife find out?

		JIMMY
	No.

		PAULA
	Then what?

		JIMMY
	It's just...too late for me to be
	fuckin' around.  I gotta stop.
	I gotta clean my brain of all the
	shit I've done that I shouldn't have done --

		PAULA
	-- that you shouldn't have done?
	That you regret, what? This? What's
	this? Fuck, man, c'mon.  Treat me
	like an asshole, but treat me like
	an asshole.

		JIMMY
	I don't wanna have to lie to anyone.
	I don't want to hurt anyone else, anymore.

She doesn't respond. BEAT. THEN:

		JIMMY
	Thirty fuckin' years I've been with
	Rose, don't -- y'know -- with
	this, and I know what you think --

		PAULA
	All your other fluzzies?

		JIMMY
	Yeah. Yes.

		PAULA
	You're making me feel so dirty and shitty.
	I feel like a big piece of shit right now.

BEAT.

		PAULA
	Are you gonna tell her what you've done?

		JIMMY
	Yes.

		PAULA
	Will you say my name?

		JIMMY
	If she asks me any question I want
	to tell her.  I want to tell her
	everything I've done.

		PAULA
	Well can you do me one favor and
	don't do that.

Jimmy doesn't answer.

		PAULA
	Come and tell me it's over and I'll
	walk away, Jimmy.  I've fucked you
	behind your wife's back for three
	years, and you've fucked teenage girls
	behind mine for the same amount of
	time -- I'll walk away, you need something
	for your life, for your conscience,
	but don't put me in the middle --

		JIMMY
	I won't.

		PAULA
	What happend to you?

		JIMMY
	I got in trouble at school.

She stands and walks over to him, moves to give him a hug.

		PAULA
	Are you ok?

		JIMMY
	Fuck no.

There's a KNOCK at the door and then it's opened by BURT RAMSEY (60s)
He's the producer of the show; (WHIP TO HIM)

		BURT
	Ready to run.  Paula.

		PAULA
	Burt.

Jimmy takes a quick shot, moves to Paula, gives her a tap on the
cheek and says;

		JIMMY (to Paula)
	You're a good one arentcha?

					CUT TO:

INT. TELEVISION STUDIO/HALLWAY - MOMENTS LATER

Burt and Jimmy walking and talking (STEADICAM);

		BURT
	You smell like trouble --

		JIMMY
	I'm fuckin' hammered, Burt.

		BURT
	You ok?

		JIMMY
	ooohhhhhh no.

		BURT (re: cards)
	Good.  You look these over?

		JIMMY
	It's been the same fuckin' thing for
	thirty years, Burt --

		BURT
	These adults are tough enough, I think
	you'll be surprised -- the Mexican's
	a bit of a question mark --

Jimmy FALLS STRAIGHT TO THE FLOOR.

		BURT
	Fuck - fuck - fuck - Jimmy -

					CUT TO:

INT. CLAUDIA'S APARTMENT - THAT MOMENT. **

Claudia finishes throwing her drugs into a dirty t-shirt and throwing
that dirty t-shirt into her laundry basket.  Jim Kurring bangs away at
the door.

		JIM KURRING (OC)
	OPEN THE DOOR.

		CLAUDIA
	I'm coming!

She runs towards the door, takes a small fall on the way, recovers,
opens up;

		CLAUIDA
	Yeah. Hi. Hello.

REVERSE, CLOSE UP - JIM KURRING - 40fps.
CAMERA pushes in on him a little bit at his first sight of Claudia.

		JIM KURRING
	...yeah...

		CLAUDIA
	I'm sorry, I had to get dressed.

Wider Angle reveals Jim Kurring, in a bit of a daze, standing with
his BILLY CLUB removed and at the ready.  He stands back...they have
SHOUT above the music;

		JIM KURRING
	-- you the resident here?

		CLAUIDA
	Yes.

		JIM KURRING
	You alone in there?

		CLAUDIA
	Yes.

		JIM KURRING
	No one else in there with you?

		CLAUIDA
	No, what's wrong?

		JIM KURRING
	You mind if I come in, check things?

		CLAUDIA
	For what?

		JIM KURRING
	Ok. For one thing, we're gonna
	need to turn that music down so
	we can talk, ok?

		CLAUDIA
	I'm sorry.

She turns and Jim Kurring moves to replace his billy club, but misses
the holster and it FALLS straight to the floor, slides down the steps.

Claudia turns the music down, turns back and sees that he is gone.

Jim Kurring grabs his billy club from the bottom of the steps and
bounces back up and into the apartment as if nothing happend;

		JIM KURRING
	You live alone?

		CLAUIDA
	Yes.

		JIM KURRING
	What's your name?

		CLAUIDA
	Claudia.

		JIM KURRING
	Claudia What?

		CLAUDIA
	Wilson.

		JIM KURRING
	Ok.  Claudia Wilson: You tryin' to go deaf?

		CLAUDIA
	What?

		JIM KURRING
	Did you hear what I said?

		CLAUDIA
	Yeah, but I don't know --

		JIM KURRING
	-- listenin' to that music so loud:
	You Tryin' To Damage Your Ears?

		CLAUDIA
	No.

		JIM KURRING
	Well if you keep listenin' to the
	music that loud you're not only
	gonna damage your ears but your
	neighbors ears.

		CLAUDIA
	I didn't realize it was that loud.

		JIM KURRING
	And that could be the sign of a damaged
	ear drum, you understand?

		CLAUDIA
	Yeah.

		JIM KURRING
	You got the TV on too, keep those
	on at that same time usually?

		CALUDIA
	I don't know -- I mean.  What is this?

		JIM KURRING
	Have you been drinkin' today,
	doin' some drugs?

		CLAUDIA
	No.

		JIM KURRING
	I got a call of a disturbance, screaming
	and yelling, loud music.  Has there been
	some screaming and yelling?

		CLAUDIA
	Yes.  I had someone come to my door,
	someone I didn't want here and I told them
	to leave -- so -- it's no big deal.
	They left.  I'm sorry.

		JIM KURRING
	Was it a boyfriend of yours?

		CLAUDIA
	No.

		JIM KURRING
	You don't have a boyfriend?

		CLAUDIA
	No.

		JIM KURRING
	Who was it?

		CLAUDIA
	I was...he's gone...I mean it's not.
	It's over, y'know --

Jim Kurring snoops a bit, she rubs her nose, nervous.  Jim Kurring
heads closer to bedroom --

		JIM KURRING
	You mind if I check things back here?

		CLAUDIA
	It's fine.

Jim Kurring heads into the bedroom, looks around, stands by the
laundry basket --

		CLAUDIA
	What are you lookin' for?

		JIM KURRING
	Claudia: Why don't you let me
	handle the questions and you handle
	the answers, ok?

		CLAUDIA
	ok.

		JIM KURRING
	You just move in here?

		CLAUDIA
	About two years ago.

		JIM KURRING
	Bit messy.

		CLAUDIA
	Yeah.

		JIM KURRING
	I'm a bit of a slob myself.

		CLAUDIA
	Yeah.

		JIM KURRING
	You and your boyfriend have a party
	last night?

		CLAUDIA
	I don't have a boyfriend.

BEAT.  Jim Kurring looks at Claudia and she looks back.  HOLD.

					CUT TO:

INT. SMILING PEANUT BAR - THAT MOMENT.

Donnie sits in his booth after two tequila's.  He's slightly fucked up.
He gets up, stumbles over to the bar and takes a seat uncomfortably
close to Thurston, who's now holding court among three or four other
PATRONS.  Brad the Bartender is washing glasses, keeps half an eye on
things...Donnie to Thurston;

		DONNIE
	You look like you've got money
	in your pocket.

		THURSTON
	Maybe I'm just happy to see my
	friend, Brad there.

The PATRONS laugh a bit, Brad nods, Donnie doesn't laugh or look
anywhere but Thurston;

		DONNIE
	Just throw some money around.
	Money, money, money.

		THURSTON
	This sounds threatening.

		DONNIE
	Do you have love in your heart?

		THURSTON
	I have love all over.  I even have
	love for you, friend.

		DONNIE
	Is it real love?

		THURSTON
	Well --

		DONNIE
	-- the kind of love that makes you feel
	that intagible joy.  Pit of your stomach.
	Like a bucket of acid and nerves running
	around and making you hurt and happy and
	all over you're head over heels....?

		THURSTON
	Well you lost me with the last couple
	of cocktail words spoken, m'boy, but
	I believe it's that sort of love.
	Sounds nice to me.

		DONNIE
	I have love.

		THURSTON
	A very chatty-kind, you do, indeed, it seems.

		DONNIE
	No.  I mean, I'm telling you:
	I'm telling you that I have love.

		THURSTON
	And I'm listening avidly, fellow.

		DONNIE
	My name is Donnie Smith and I have
	lot's of love to give.

BEAT.

					CUT TO:

EXT. SHERMAN OAKS PHARMACY - THAT MOMENT

CAMERA holds wide angle on a pharmacy.  It's still POURING RAIN.
LINDA'S MERCEDES comes driving real fast into FRAME and slams it's
brakes on, parks.

					CUT TO:

INT. SHERMAN OAKS PHARMACY - THAT MOMENT.

CAMERA pushes in on Linda as she enters, heads to the back for
the perscription counter and a YOUNG PHARMACY KID behind the counter;

		YOUNG PHARMACY KID
	Hello.

		LINDA
	Hi.

She hands over her three perscriptions.  The Young Pharmacy Kid takes a
long look at them, gives her a suspicious glance.

		YOUNG PHARMACY KID
	Wow.  Lot-o-stuff here, huh?

Linda nods.  He goes to the back to the old-guy PHARMACIST and says
a few words, points to Linda.  Another suspicious look or
two from the both of them...the PHARMACIST guy gets on the phone.

ANGLE, LINDA. SLOW ZOOM IN. Blend from 24fps to 40fps.
She just holds her breath and temper, looks down.

					CUT TO:

INT. TELEVISION STUDIO/STAGE - THAT MOMENT

CAMERA PUSHES in on a oversized STOPWATCH and the FLOOR DIRECTOR nearby;

		FLOOR DIRECTOR
	Thirty Seconds.

CAMERA with the announcer DICK JENNINGS who walks to his post.

CAMERA with the ADULT CHALLENGERS who talk a bit amongst themselves,
CAMERA moves over to the KIDS. Richard looks over to Stanley;

		RICHARD
	The fuck is wrong with you?

		STANLEY
	I gotta go to the bathroom.

		JULIA
	Jesus Christ, Stanley.

					CUT TO:

INT. PARENT'S GREEN ROOM - THAT MOMENT

CAMERA pushes in on the Parents;

		RICK
	-- you cannot do that. You have to
	tone it.  Don't be real agressive, just
	subtely abusive.  You must say, "No.
	You are not leaving this house until
	that room is cleaned."

		JULIA'S MOM
	Julia's room is the same way.

		JULIA'S DAD
	Like a pig sty.  But it's the outfits
	that we're getting into now --

		JULIA'S MOM
	You should have seen what she had
	on walking out the door --

		JULIA'S DAD
	-- all dolled up.

		JULIA'S MOM
	I said: "No. No. No.  We are not
	going to a fashion show.  You are
	going to school."

		RICHARD'S MOM
	-- It's not a fashion show, it's school.

		JULIA'S MOM
	It is not a fashion show.

CAMERA lands over on Rick, who's flipping through a brocheure
for a new MERCEDES.

		RICK
	Let's make some fuckin' money, folks.

They all look to the Monitor.

						 WHIP TO:

INT. TELEVISION STUDIO/STAGE - THAT MOMENT

CAMERA pushes in on JIMMY and BURT, behind the curtain.  Jimmy drunk;

		BURT
	You okay?  huh?  Jimmy?

		JIMMY
	And the book says: "We may by through with
	the past, but the past ain't through with us."

		BURT
	C'mon, Jimmy, snap up, snap up --

		JIMMY
	In my sleep, Burt.

CAMERA pushes in on the FLOOR DIRECTOR as he counts off;

		FLOOR DIRECTOR
	And...three...two...one....

He points his finger...CAMERA WHIPS over to DICK JENNINGS who says:

		DICK JENNINGS
	Live from Burbank, California it's: "What Do Kids Know?"

CAMERA WHIPS RT. to the APPLAUSE signs, then WHIPS again to the AUDIENCE
that cheers, then WHIPS again to see the "What Do Kids Know?" sign as it
lowers over the stage.  The THEME MUSIC kicks in and we're away;

Director's Note: We move between their TV CAMERA'S POV and our 35mm
CAMERA POV.

		DICK JENNINGS (VO)
	Going into our thirty-third year on the air,
	it's America's longest running quiz show and
	the place where three kids get to challenge
	three adults and in the end see who's boss!

"The Kids" panel as it turns towards the Audience and lights up.

		DICK JENNINGS (VO)
	Moving towards their eighth consecutive
	week as champions we have the kids:
	Richard, Julia and Stanley.

"The Adults" panel turns towards the audience and lights up.

		DICK JENNINGS (VO)
	And our new adult challengers
	today are Todd, Luis, and Mim.

ANGLE - BACKSTAGE - THAT MOMENT
Jimmy stands behind the curtain.  CAMERA DOLLIES IN on his back. He
holds his head down.

		DICK JENNINGS (VO)
	Please say hello and welcome
	to the always ready host of
	"What Do Kids Know?" Your favorite:
	and my boss: Jimmy Gator!

The curtain opens -- a spotlight SHINES DIRECTLY INTO CAMERA --
Jimmy enters the stage.

					CUT TO:

INT. EARL'S HOUSE - LIVING ROOM - THAT MOMENT		Sequence D

CAMERA pulls back from the TELEVISION and WHIPS to Phil watching.
The CAMERA pushes past him and over to Earl, asleep in the bed.

Jimmy Gator's opening bit continues OC over the following;

		JIMMY GATOR (OC)
	Back again, again, again!  I'm Jimmy Gator
	and believe it or not we are at the end
	of week seven, going towards eight for these
	three incredible kids --

						 WHIP TO:

INT. HOLIDAY INN SUITE - THAT MOMENT

CAMERA pushes in on Frank who's babbling away about "Seduce and
Destroy," (Director's Note) then WHIP over to Gwenovier and her video
crew as they all listen.

		JIMMY GATOR (OC)
	-- who hello-hello, are just two days and
	two games from the "What Do Kids Now?" record
	for the longest winning streak in this shows
	thirty three year history --

						 WHIP TO:

INT. CLAUDIA'S APARTMENT - THAT MOMENT

CAMERA pushes in on Jim Kurring then WHIP to Claudia as they
talk and he snoops, etc. (Director's Note: Ref. note pages)

		JIMMY GATOR (OC)
	We're endorsed by the PTA and the
	North American Teacher's Foundation
	and we are try and do our best to hold
	standards high -- that's why we're the
	longest running quiz show in television
	history --

						 WHIP TO:

INT. SMILING PEANUT - THAT MOMENT

CAMERA WHIPS from the TELEVISION above the bar which is playing
the quiz show and pushes over Donnie, staring at the monitor.
He shots another Tequila.

		JIMMY GATOR (OC)
	And let me say: With these three kids
	right here, I wouldn't be surprised if
	we've got a while to go, but today is
	a dangerous day --

						 WHIP TO:

INT. SHERMAN OAKS PHARMACY - THAT MOMENT

CAMERA whips a ZOOMS in slow on Linda, holding her temper as the
Pharamcy guy suspiciously glance at her and make a call or two to
check on her perscriptions.

		JIMMY GATOR (OC)
	-- for I have met the three adult challengers
	backstage and they are quite a challenge
	for our youngsters -- SO LET'S GET THIS GAME
	OFF AND AWAY, EH?

						 WHIP TO:

INT. JIMMY GATOR'S HOUSE - THAT MOMENT

CAMERA pushes in on ROSE as she watches her husband.

		JIMMY GATOR (OC)
	Let's jump right in, quick re-cap
	for those who don't know: Round One.
	Three Categories.

						 WHIP TO:

INT. POLICE STATION - THAT MOMENT

CAMERA pushes in on MARCIE who's being processed and finger printed/
questioned.  Two DETECTIVES nearby/OC throughout.  A small
portable TELEVISION in the b.g., plays the show.

		DETECTIVE #1
	We want to know where your Son is, Marcie.

		DETECTIVE #2
	Jerome Samuel Hall. Did he have a fight
	with your husband? Where they fighting?

		DETECTIVE #1
	Maybe they had a fight, maybe it was an accident.
	Maybe it was an accident?

		DETECTIVE #3
	Help him out, and help us get there
	before something else --

		DETECTIVE #2
	Help us help your son, Marcie.

						 WHIP TO:

INT. NORTH HOLLYWOOD APARTMENT - THAT MOMENT

CAMERA pushes in on the little kid, DIXON, who gave Jim Kurring
the rap earlier.  Sitting around with the friends who we saw
earlier in one of their apartments.  They're glued to the
TELEVISION that plays the show.

The BACK OF A FIGURE (black male) enters FRAME and tapes Dixon's
shoulder with a "let's go" motion and Dixon gets up and follows...
CAMERA keeps going in towards the television --

		JIMMY GATOR (OC)
	Steals are OK, escelating point scale
	from 25 to 250 so Let's Go Categories!

						 WHIP TO:

INT. EARL'S HOUSE - LIVING ROOM - THAT MOMENT

CAMERA pushes in profile on PHIL.  The DOORBELL RINGS and he jumps.
The DOGS go crazy barking.  Phil heads for the door, opens up.
It's the PINK DOT GUY.

		PHIL
	Hi.

		PINK DOT GUY
	$15.24.

ANGLE, EARL'S TELEVISION - THAT MOMENT.
A small bank of VIDEO MONITORS pops up and displays some categories;

		JIMMY GATOR
	We have, "Authors" "The Dee Blue"
	and "Chaos vs. Superstring"

ANGLE, PHIL
He hands over a twenty dollar bill to the Pink Dot Guy.  The DOGS
go crazy barking and he tries to calm them down.

ANGLE, EARL'S TELEVISION
Jimmy behind the podium.

		JIMMY GATOR
	Adults won a coin toss backstage and
	they'll have first choice: Todd.

		TODD
	I'll take "Authors," Jimmy.

ANGLE, PHIL
He dumps the bag out and goes straight for the Porno Magazines.
He flips to the back of one, scanning quickly for something --
XCU, his finger moves down the page, arrives at an AD for "Seduce and
Destroy" that has a picture of Frank with a girl in a bikini and
says, "Get Laid Now."

		PHIL
	Got it.

ANGLE, EARL'S TELEVISION - THAT MOMENT
Jimmy reads from his index cards. (tv slow zoom in)

		JIMMY GATOR
	First question for 25. This
	female author's most famous work
	"O! Pioneers" --

ANGLE, PHIL - THAT MOMENT
CAMERA pushes in super-quick as Phil picks up the phone and
starts to dial the 1-800 number listed in the porno magazine.

					CUT TO:

INT. GAME SHOW STAGE - THAT MOMENT

CAMERA does a super fast WHIP and DOLLY in to STANLEY as he presses
his buzzer:

		STANLEY
	Willa Cather.

CAMERA PUSHES IN ON JIMMY.

		JIMMY
	For 25.  Best known for the "tragedy and
	blood" genre, this author-playwright --

CAMERA WHIPS and PUSHES IN ON STANLEY.

		STANLEY (buzzes)
	Thomas Kyd.

		JIMMY
	This French playwright and actor joined
	the Bejart troupe of actors --

		STANLEY (buzzes)
	Moliere.

		JIMMY
	I'm gonna need a full name, Stanley.

		STANLEY
	Jean Baptiste Poquelin Moliere.

CAMERA WHIPS to the adults who instantly look un-happy:

		LUIS (to Todd)
	What the fuck is this?

					CUT TO:

INT. PARENTS GREEN ROOM - THAT MOMENT

CAMERA pushes in on Rick as he sits back and smiles.

		RICK
	My little fucker -- I have no idea where
	he gets this stuff.

					CUT TO:

INT. VAN NUYS OFFICE SPACE - THAT MOMENT

CAMERA pushes in on a geek named CHAD (20s) who answers a phone.
He has a small computer in front of him.  This is the bolier-room-
answering-phones-for-orders headquarters for "Seduce and Destroy."

Five or six other guys sit around desks, answering phones and working
computers, etc.  There are posters of Frank all around and some
maps and some charts, etc.

		CHAD (into phone)
	"Seduce and Destroy," thisz Chad,
	can I have your home phone number with
	area code, please?

					CUT TO:

INT. EARL'S HOUSE - KITCHEN - THAT MOMENT

CAMERA pushes in on Phil, on the phone.

		PHIL
	Hi, hello, great.  This is Seduce and Destroy?

		CHAD
	It is.  Can I have your home phone number
	with area code?

		PHIL
	Well I don't want to order anything, you see.
	I have a situation, a situation just come
	up that's really pretty serious and I'm
	not sure who I should talk to or
	what I should do but could you maybe
	put me in touch with the right person
	if I explain myself?

		CHAD
	I'm really only equipped to take orders --

		PHIL
	Well can you connect me to someone else?

		CHAD
	Well what's the situation?

		PHIL
	Well, ok.  Lemme see how I explain
	this without it seeming kinda crazy,
	but here go:  I'm, my name is Phil
	Parma and I work for a man named
	Earl Partridge -- Mr. Earl Partidge.
	I'm his nurse.  He's a very sick man.
	He's a dying man and he's sick and he's
	asked me to help him, to help him find
	his son -- Hello?  Are you there, hello?

		CHAD
	I'm here, I'm listening.

		PHIL
	OK.  See:  Frank TJ Macky is Earl
	Partridge's son....

					CUT TO:

INT. HOLIDAY INN SUITE - THAT MOMENT

Frank and Gwenovier doing the interview;

		GWEN
	Where are you from originally?

		FRANK
	Around here.

		GWEN
	the valley?

		FRANK
	Hollywood, mainly.

		GWEN
	And what did your parents do?

		FRANK
	My father worked in televison.
	My mother -- this is gonna sound
	silly to you -- she was a librarian.

		GWEN
	Why does that sound silly?

		FRANK
	Well I guess it doesn't.

		GWEN
	Does you mother still work?

		FRANK
	She's retired.

		GWEN
	Are you close?

		FRANK
	She's my mother.

		GWEN
	What does she say about, "Seduce
	and Destroy."

		FRANK
	"Go Get 'Em, Honey."

		GWEN
	And your father?

		FRANK
	He passed away.

		GWEN
	I'm sorry.

		FRANK
	people die.

		GWEN
	I wouldn'tve asked --

		FRANK
	Not a problem.

		GWEN
	And you ended up at UC Berkely --

		FRANK
	From '84 to '89.

		GWEN
	Psychology major?

		FRANK
	Right.

		GWEN
	Do you have your masters?

		FRANK
	...this close...

		GWEN
	In five years?

He winks and clicks his teeth.

		FRANK
	Muffy, can I get another ciggy?

					CUT TO:

INT. PHARMACY - THAT MOMENT

The YOUNG PHARMACY KID is stacking some stuff away while waiting
for the PHARMACIST to finish filling the perscription.

		YOUNG PHARMACY KID
	Cats and Dogs out there, huh?

		LINDA
	mmmhmm.

		YOUNG PHARMACY KID
	Must have alot goin' on for all that
	stuff you got back there, eh?  You could
	have quite a party all that stuff....

Linda looks down.  HOLD.  BEAT. THEN:

		YOUNG PHARMACY KID
	You been on Prozac long?  Dexadrine?

		LINDA
	...I don't....

		YOUNG PHARAMCY KID
	Interesting drugs.  Dexadrine's basically
	speed in a pill.  Y'know?  But I guess
	a lot of doctors are balancing out
	the prozac with the dexadrine, eh?
	That Liquid Morphine'll knock you down,
	out, around, up and down someone's
	not careful.....can't mix those up, y'know...
	...Must have a lot goin' on in your life for
	all that stuff there.

The Older Pharamacist DINGS his bell and the Young Pharmacy Kid
gets the bag and starts to ring it up.  SLOW ZOOM IN ON LINDA as
he babbles away;

		YOUNG PHARAMCY KID (OC)
	Strong, strong stuff here, boy...wow....
	What exactly you have wrong, you need this stuff?

LINDA snaps.  She starts to tremble and cry and build --

		LINDA
	You motherfucker...you motherfucker....
	YOU FUCKING ASSHOLE, WHO THE FUCK ARE YOU?
	WHO THE FUCK DO YOU THINK YOU ARE?

		YOUNG PHARMACY KID
	-- what-what-what, ma'am -- I --

		LINDA
	I COME IN HERE - YOU DON'T KNOW,
	YOU DON'T KNOW WHO THE FUCK I AM
	OR WHAT MY LIFE IS AND YOU HAVE THE
	FUCKING BALLS, THE INDECENCY TO ASK
	ME A QUESTION ABOUT MY LIFE --

Linda PUSHES a large DISPLAY over on it's side, SMASHES things on the
counter, throws things around, basically goes nuts.  The Older
Pharamacist comes rushing to the front to try and calm things --

		OLDER PHARMACIST
	Please, lady, why don't you just calm down --

		LINDA
	And FUCK YOU TOO.  Don't you call me "lady."
	I come in with these things, I give it
	over to you, you doubt, you make your
	phone calls, check on me, look suspicious,
	ask questions, "I'm sick." I HAVE SICKNESS
	ALL AROUND ME AND YOU FUCKING ASK ME MY LIFE?
	WHAT'S WRONG?  HAVE YOU SEEN DEATH IN YOUR BED
	IN YOUR HOUSE?  And where is your fucking
	decency?  That I'm asked questions "WHAT'S WRONG?"
	You suck my dick, that's what's wrong and you,
	you fucking call me "lady."  You SHAME ON YOU.
	SHAME ON YOU. SHAME ON BOTH OF YOU.

She THROWS a crumpled STACK OF MONEY at them both, grabs the
PERSCRIPTION and heads for the door --

					CUT TO:

INT. LINDA'S MERCEDS - MOMENTS LATER

She slams the door.  She's shaking and crying.

CU - Pharmacy bag ripped open.
CU - Bottle cap of Dexadrine popped off.
CU - Linda's mouth as she swallows back the pills.

					CUT TO:

EXT. PHARMACY/STREET - THAT MOMENT

CAMERA BOOMS down on her Mercedes as it peel out and off --

					CUT TO:

INT. EARL'S HOUSE/VAN NUYS OFFICE SPACE - THAT MOMENT

Continue w/intercut between Phil and Chad on the phone.  BEAT, THEN:

		CHAD
	Why don't they have the same last name?
	They don't have the same last name.

		PHIL
	I know -- and I can't really explain that,
	but I have a feeling there's something,
	some situation between them, like they don't
	really know each other much or well, something
	like they don't talk much anymore --

		CHAD
	Uh-huh.

		PHIL
	Does this sound weird?

		CHAD
	Well I'm not sure why you're calling me.

		PHIL
	There's no number for Frank in any
	of Earl's stuff and he's pretty out
	of it -- I mean, like I said, he's
	dying, y'know.  Dying of Cancer.

		CHAD
	What kind of Cancer?

		PHIL
	Brain and Lung.

		CHAD
	My mother had breast cancer.

		PHIL
	It's rough.  I'm sorry, did she make it?

		CHAD
	Oh, she's fine.

		PHIL
	Oh that's good.

		CHAD
	It was scary though.

		PHIL
	It's a helluva disease.

		CHAD
	Sure is.  So why call me?

CAMERA pushes in on Earl, asleep in the bed, breathing becomes
a bit irregular. HOLD on him. 30fps.

		PHIL
	I know this all seems silly.
	I know that maybe I sound ridiculous,
	like maybe this is the scene of the
	movie where the guy is trying to get
	ahold of the long-lost son, but this
	is that scene.  Y'know?  I think they
	have those scenes in movies because they're
	true, because they really happen.
	And you gotta believe me: This is really
	happening.  I mean, I can give you my
	phone number and you can call me back
	if you wanna check with whoever you can check
	this with, but don't leave me hanging on this --
	please -- please.  See: See:
	See this is the scene of the movie where
	you help me out --

					CUT TO:

INT. HOLIDAY INN SUITE - THAT MOMENT

Frank and Gwenovier doing the interview, CAMERA DOLLIES IN SLOW ON EACH:

		GWENOVIER
	-- see, I thought you grew up here
	in the valley --

		FRANK
	Like I said, yeah --

		GWEN
	And you went to Van Nuys High, right?

		FRANK
	I don't how much I went -- but I was
	enrolled.  I was such a loser back then.
	I was -- misguided, pathetic -- I was very fat.
	Not even close to what I am today.
	Not the Frank TJ Mackey you're eager to talk
	to because I was swimming in what was as
	opposed to I wanted.

		GWEN
	Where does that name come from?

		FRANK
	What name?  My name?

		GWEN
	It's not your given name, right?

		FRANK
	My mother's name, actually.
	Good question.  You've done you're research.

		GWEN
	And "Frank?"

		FRANK
	"Frank" was my mother's father.

		GWEN
	Ok.  That's why.  I had trouble locating
	your school records at Berkely and UCLA.
	Your name change -- they had no official
	enrollment --

		FRANK
	Oh, yeah.  No, no, no.  They wouldn't --

		GWEN
	They wouldn't?

		FRANK
	no, no, no.  Certainly not.  I wasn't
	officialy enrolled, that's right.
	Was that unclear?

		GWEN
	Kind of.

		FRANK
	I wouldn't want that to be misunderstood:
	My enrollment was totally unoffical because
	I was, sadly, unable to afford tuition up
	there.  But there were three wonderful men
	who were kind enough to let me sit in on
	their classes, and they're names are:
	Macready, Horn and Langtree among others.
	I was completely independent financially,
	and like I said: One Sad Sack A Shit.
	So what we're looking at here is a true
	rags to riches story and I think that's
	what most people respond to in "Seduce,"
	And At The End Of The Day? Hey -- it may not
	even be about picking up chicks and sticking your
	cock in it -- it's about finding What You Can Be
	In This World.  Defining It.  Controling It and
	saying: I will take what is mine.  You just happen
	to get a blow job out of it, then hey-what-the-fuck-
	why-not?  he.he.he.

					CUT TO:

INT. GAME SHOW SET - THAT MOMENT.

CAMERA pushes in on Jimmy Gator.  A BELL is ringing.

		JIMMY GATOR
	End of Round One! Excellent work ladies
	and germs, let's see the scores on the boards:
	Kids up a leg with 2025, Adults down a bit
	with 1200.  We'll be back for Round Two
	and a Ring-Dang-Do --

A sudden and LOUD WISHTLE sounds.

		JIMMY GATOR
	HELLO! Musical Bonus Question before we
	go to break and the lucky team is --

Jimmy opens an ENVELOPE and reads:

		JIMMY GATOR
	Kids in the lead and they get a chance
	to pull further and farther ahead -- with
	the following secret bonus musical question:
	I will read you a line from an opera
	and you are to give me the same line
	in the language in which the opera
	was originaly written and for a bonus
	25 you can sing it.  Here's the line:
	"Love is a rebellious bird that nobody
	 can tame, and it's all in vain to call it,
	 if it chooses to refuse."

CAMERA PANS and DOLLIES over to the KIDS and moves in close on Stanley;

		STANELY
	Well that was..uh..in French...and that
	was in the opera, "Carmen." And that
	goes...um...
		(sings)
	L'amour est un oiseau rebelle
	Que nul ne peut apprivoiser,
	Et c'est bien en vain qu'on l'appelle,
	S'il lui convient de refuser.

The AUDIENCE applauds and the "Carmen," que carries over the
following scene;

					CUT TO:

INT. CLAUDIA'S APARTMENT - THAT MOMENT		 Sequence E

Jim Kurring and Clauida continued.  He walks into the KITCHEN area
and sees a pot of coffee.

		JIM KURRING
	got some coffee brewing, huh?

		CLAUDIA
	Yeah...it's not...it's been on for a bit --

		JIM KURRING
	I like iced coffee, generally, but a day
	like this, rain and what not, I enjoy a warm cup --

		CLAUDIA
	-- do you wanna cup?

		JIM KURRING
	That's great, thank you.

She starts heating/preparing him some coffee.

		CLAUDIA
	I don't know how fresh it's gonna be --

		JIM KURRING
	Oh, it'll be fine, I'm sure, Claudia.

		CLAUDIA
	You take cream or sugar?

		JIM KURRING
	That'd be fine.  So, Claudia, lemme just say,
	so I can get my role of LAPD officer
	out of the way before we enjoy our
	coffee (I never like to talk shop over coffee)
	I'm not gonna write you up or anything,
	I'm not gonna give you a citation here --
	but the real problem we have is that there
	are people around here, people that
	work from their homes, people tryin' to get
	some work done, and if you're listenin' to
	your music that loud:  They're incovenienced
	by that.  If you had a job you'd probably
	understand, but I see you like listenin'
	to your music and that's fine, you're just
	gonna wanna keep it down at a certain volume,
	maybe memorize what number you see on the
	dial and just always put it to that --
	If it's the middle of the day -- that's
	what I do -- just put it on two and a half
	and that's a good listening level, alright?
	I see you like listenin' to your music loud,
	but, hey, forget about the neighbors, you
	end up damaging your own ears ok?

		CLAUDIA
	Yeah.

		JIM KURRING
	Arlight, then.  Cheers.

They clink coffee cups.  He makes a sour face at the taste;

		JIM KURRING
	Is this boyfriend bothering you?

		CLAUDIA
	I don't have a boyfriend.

		JIM KURRING
	The gentleman who came to the door --

		CLAUDIA
	-- is not my boyfriend.

		JIM KURRING
	Many times, in damestic abuse situations
	the young lady is afraid to speak,
	but I have to tell you that, being
	a police officer, I've seen it happen:
	Young woman afraid to speak, next thing
	you know, I'm gettin' a call on the radio,
	I got a 422 --

		CLAUDIA
	It's not -- what's a 422?

		JIM KURRING
	It's where situations like these
	lead, Claudia, unless you do something
	about it early, if and when the police
	call and come for help.  Now there
	are certain measures you can take --

		CLAUDIA
	It's not my boyfriend -- and it's
	not anything -- it's over.  Really.
	It's not.  He won't came back.

		JIM KURRING
	I don't wanna have to come back here
	in an hour and find that there's
	been another disturbance.

		CLAUDIA
	You won't.  You won't have to.

		JIM KURRING
	But I wouldn't mind comin' back in
	an hour just to see your pretty face!

They laugh.

		CLAUDIA
	I'm gonna run to the bathroom real quick.

		JIM KURRING
	Okey-doke.

She exits.  HOLD A BEAT with him.

					CUT TO:

INT. CLAUDIA'S BEDROOM - MOMENT LATER

She enters, gets the coke from the laundry basket -- and sets
some up, snorts it back --

					CUT TO:

INT. CLAUDIA'S KITCHEN NOOK - THAT MOMENT

Jim Kurring looks over his shoulder and sees that she's gone.
He quickly moves to the kitchen and dumps the coffee in the sink
and then quickly sits back down.  End Carmen Que.

					CUT TO:

INT. GAME SHOW SET - THAT MOMENT

CAMERA on Jimmy, behind the curtain, during the Commercial Break.
He takes a shot of Jack Daniels that Mary has brought out for him.

		JIMMY
	I can't fuckin' do this.

		MARY
	Are you alright?

		JIMMY
	Fuck.  I think I'm gonna throw up, I think.
		(beat)
	I haven't thrown up since I was
	twenty years old.

Jimmy stumbles over to a corner a bit;

ANGLE, GAME SHOW SET.
Stanley is trying to flag down Cynthia, who stands off in the
wings, she finally comes over;

		CYNTHIA
	Stanley, what's the problem?

		STANLEY
	I have to go to the bathroom, Cynthia.

		CYNTHIA
	Jesus Christ, Stanley, you can't
	go to the bathroom now.  You have
	exactly one minute before we're back
	on the air, this is NOT the time to go
	to the bathroom.

		STANLEY
	I'm, I need to go, I'm gonna --

		RICHARD
	Why does this kinda shit always happen, Stanley?

The Adult Challengers look over at the Kids section;

		LUIS
	What's the problem over there?

		RICHARD
	Mind yer bussiness --

		MIM
	Watch your mouth, little man.

		JULIA
	Why don't you mind your own bussiness?

		CYNTHIA
	Alright, stop it, cool down, cool it. Please.
	Now: Stanley, you wait until the next commercial break
	and you can go then -- Just Hold It.
		(to Adults)
	Don't taunt the kids --

		LUIS
	I just asked what was going on --

		CYNTHIA
	Don't start trouble, Luis.

ANGLE, BACKSTAGE.
CAMERA pushes in on Jimmy from behind as he throws up in a corner.
Mary pets his back.  He throws up a lot of BLOOD.  She snaps fingers
to a stage hand to bring some towles and a glass of water --

		OC VOICE
	Two minutes, everyone, we're back in two!

					CUT TO:

EXT. LAW OFFICE BUILDING/PARKING STRUCTURE - THAT MOMENT

Linda's Mercedes pulls out of the rain and to a parking
structure. CAMERA PUSHES IN real fast, she takes a ticket.
CU'S (Director's note -three ecu's ticket take green button)

					CUT TO:

INT. LINDA'S MERCEDES - MOMENTS LATER

CU's on Linda.  She pops three or four more DEXADRINE.

					CUT TO:

INT. LAW OFFICE BUILDING/HALLWAY - THAT MOMENT

Linda off the elevators...CAMERA pushes in with her....

					CUT TO:

INT. LAWYER'S OFFICE - THAT MOMENT

CAMERA whips around, RECEPTIONIST --

		LINDA
	I'm Linda Partridge to see Alan Kligman.

					CUT TO:

INT. SEDUCE AND DESTROY CONDO - THAT MOMENT

CAMERA pushes in quick on a young girl named JANET. (This is the GIRL
from Frank's flashback's.) She answers the phone in this converted
condo into office headquarters for "Seduce and Destroy." Frank TJ Mackey
paraphenallia, propoganda and literature allover the place;

		JANET
	"Seduce and Destroy," thisz Janet.

						INTERCUT:

INT. VAN NUYS OFFICE SPACE - THAT MOMENT

CAMERA pushes in on Chad, on the phone;

		CHAD
	Hey, Janet, it's Chad.

		JANET
	What's wrong?

		CHAD
	Nothing's wrong, I just got some
	guy on the phone on my other line,
	he's says he works for this guy,
	this guy who's Frank's father --

		JANET
	-- no,no,no what is this? who?
	What's this guy's name?

					CUT TO:

INT. EARL'S HOUSE - THAT MOMENT

CAMERA (HAND HELD) with Phil, phone to his ear, on hold (we can
hear Frank's commercial playing on the receiver, ref. notes.)

Earl is MOANING in pain, the DOGS are barking at the noise.

Earl continues to hallucinate and remains in major pain, but at
the same time he's very, very weak.  There are moments of strength
that pop and push into him and he's very angry with Phil, continues
to scream for someone named, "Lily," and generally treats Phil like
an enemy.

		EARL
	LILY.  FUCK. LIL, PLEASE. LILY.

Phil moves into the kitchen and gets the bottle of MORPHINE PILLS.
He drops them, the crash on the floor, picks them all up, except one...

...which one of the Mutt Dogs walks over to and eats.  Earl SCREAMS.

					CUT TO:

INT. SEDUCE AND DESTROY CONDO - THAT MOMENT

CAMERA on Janet on the phone, listens, says:

		JANET
	...mmm.hmmm.  mmm..hmm.  Alright.
	Put him through and lemme see
	what's goin' on --

					CUT TO:

INT. VAN NUYS OFFICE SPACE - THAT MOMENT

CAMERA on Chad.  He puts Janet on hold and clicks over to Phil:

		CHAD
	Phil, you there?

						INTERCUT:

INT. EARL'S HOUSE - THAT MOMENT

CAMERA on Phil, tending to Earl, who moans away. (Bit less pain now.)
The Mutt/Morphine Dog is starting to get a bit wobbly.

		PHIL
	Yeah, hey. Chad.

		CHAD
	Alright, so I'm gonna transfer
	you over to Frank's assitant, Janet
	she's gonna see what she can do --

		PHIL
	Thank you, Chad, and good luck
	to you and your mother --

		CHAD
	Thank you.  Thank you very much.

Chad clicks a line and confrences Janet and Phil.

		JANET
	Hello?

		CHAD
	Ok. Janet you have Phil Parma --

		JANET
	Hello, Phil.

		PHIL
	Hi, hi, thank you for taking my call --

CAMERA holds with EARL for a quick BEAT, THEN:

					CUT TO:

INT. GAME SHOW - BACKSTAGE - THAT MOMENT

Jimmy finishes cleaning himself up and he looks to Mary:

		JIMMY GATOR
	I have Cancer, Mary.

She doesn't know what to say.

		JIMMY GATOR
	I have about two months, I have no time.
	It's in my bones and I don't have a chance.
	And I'm fucked.  I had a stroke last week --

		MARY
	...Jimmy...

The OC call from FLOOR DIRECTOR.

		FLOQR DIRECTOR
	Ten Seconds.

Jimmy walks from behind the curtain to the "Adult" contestants,
takes his mark and waits for the countdown -- CAMERA moves over
to Stanley who watches Jimmy closely and sees him stumble a bit,
recognizes that something is wrong.  Floor Director counts, 3-2-1 --

					CUT TO:

INT. SMILING PEANUT BAR - THAT MOMENT		  Sequence F

CAMERA pulls back from the TELEVISION above the bar, playing
the show.  We see Jimmy start to chat w/and do intro's for the adults.
(Director's Note: This runs through scene and a complete script
is avail/will be shot.)

Donnie and Thurston and the Patrons continued;

		DONNIE
	....do you know who I am?

		THURSTON
	You're a friend of the family I presume?

		DONNIE
	What?  What does that mean?

		THURSTON
	Nothing special, just a spoke in the wheel.

		DONNIE
	You talk in rhymes and riddles and
	ra...rub-adub --- but that doesn't mean
	anything to me, see....see...see I used
	to be smart....I'm Quiz Kid Donnie Smith.
	I'm Quiz Kid Donnie Smith from the tv --

		THURSTON
	Might of been before my time.

		PATRON #1
	I remember you.  I remember. In the 60's right?

		DONNIE
	I'm Quiz Kid Donnie Smith.

		THURSTON
	...like you said...

		PATRON #1
	Smart Kid!  Fuck, yeah, he-he.  You got
	hit by lightning that one time, right?

		DONNIE
	So what?

		PATRON #1
	I heard about that.

		PATRON #2
	Did it hurt?

		DONNIE
	Yes.

		THURSTON
	But you're alright now, so what's the what?

		DONNIE
	What?

		THURSTON
	That's right.

		DONNIE
	I used to be smart but now I'm just stupid.

		THURSTON
	Brad, dear?

Brad turns and looks:

		THURSTON
	Who was it that said: "A man of genius
	has seldom been ruined but by himself."

		DONNIE
			(to himself)
	-- Samuel Johnson.

		BRAD
	I don't know.

Donnie looks up at Brad.  Brad smiles with his braces, Donnie looks
away quick --

		THURSTON
	It was the lovely Samuel Johnson who
	also spoke of a fella "Who was not only
	dull but a cause of dullness in others."

		DONNIE
	"The" cause of dullness in others --

		THURSTON
	Picky, picky.

		DONNIE
	-- and lemme tell you this: Samuel Johnson
	never had his life shit on and taken from
	him and his money stolen -- who took his
	life and his money?  His parents?
	His mommy and daddy?  Make him live this life
	like this -- "A man of genius" gets shit on
	as a child and that scars and it hurts and
	have you ever been hit by lighting? It hurts
	and it doesn't happen to everyone, it's an
	electrical charge that finds it's way across
	the universe and lands in your body and your
	head -- and as for "ruined but by himself,"
	not if his parents take his friggin' life and
	his money and tell you to do this and do that and
	if you don't? well, what --

		PATRON #1
	You're parents took your money you won
	on that game show?

		DONNIE
	Yes they did.
		 (turns quick to Thurston)
	What does that mean, "spoke in the wheel?"

		THURSTON
	Things go round 'n round, don't they?

		DONNIE
	Yes they do, they do, but I'll make
	my dreams come true, you see?  I will.

		THURSTON
	This sounds Sad as a Weeping Willow.

		DONNIE
	I used to be smart but now I'm just stupid.

		THURSTON
	Shall we drink to that?

Donnie looks to the television for a moment, starts to tear up,
CAMERA pushes in slow to an EXTREME CLOSE UP.  He repeats line's from
his days on "What Do Kids Know?" and does his best Jimmy immitation;

		DONNIE
	"If a brick weighs one pound plus one
	half brick -- how much does the brick weigh?"
	"Well if subtracting the half of brick from
	the whole brick you got one half of brick,
	equals one pound so therefore the brick
	equals two pounds --" "A little more than
	kin and less than kind," is Hamlet to Claudius.
	"The sins of the father laid upon the children,"
	is Merchant of Venice but borrowed from Exodus
	20:5 and "win her with gifts if she respects not
	words," is Two Gentleman from Verona.
	Where? Who? How and Why, Kids?

		THURSTON
	"Why don't you shut the fuck up," is me to you,
	Chapter Right Here, Verse Right Now.

					CUT TO:

INT. GAME SHOW SET - THAT MOMENT

CAMERA on the set with Jimmy walking over to the "Kids" panel;

		JIMMY GATOR
	KIDS!  Are you guys glued to those
	seats or what?  Are you ever leaving?
	You're getting close to the record,
	do you get more nervous as we go along?

		RICHARD
	A little --

		JULIA
	-- yeah....

		JIMMY GATOR
	-- kids at school must be real
	excited for you, eh?

		JULIA
	Oh, yeah...yeah...

		RICHARD
	Sure.

		JIMMY GATOR
	Stanley the Man! How are you?

		STANLEY
	I'm fine. Yes.

		JIMMY GATOR
	You're fast becoming a celebrity.
	How are you handling it all?

		STANLEY
	Ohh, it's all fine. It's all.
	Nice. I'd just like to keep
	going....keep getting on....

		JIMMY GATOR
	Sure, sure...that's fine, then...there...with.....

Jimmy starts to loose his grip on the proceedings a bit, slows
his pace down....Stanley notices....

		JIMMY GATOR
	Well you've got..many..things, many
	things happening and on the way....

ANGLE, BURT.
CAMERA PUSHES IN on Burt as he sees Jimmy start to zone out a bit.

					CUT TO:

INT. JIMMY GATOR'S HOUSE - THAT MOMENT

CAMERA pushes in on Rose, sitting in the kitchen, watching the
television.  She holds her breath and tears a bit, noticing
Jimmy start to fade.

					CUT TO:

INT. GAME SHOW STAGE - THAT MOMENT

Back to Stanley and Jimmy.  Jimmy repeats himself;

		JIMMY
	What were you saying, Stanley?

		STANLEY
	I was saying...thinking maybe I'd get
	my own quiz show someday, Jimmy.
	Just like you!

The AUDIENCE laughs.  Jimmy clicks back with a chuckle and
a "isn't that cute," smile to the crowd and he walks over to
his podium; CAMERA stays for a moment with Stanley, notices him
continue to grab his crotch and make a face....

		JIMMY
	OK, OK, here we go: Steeper questions,
	bigger payoff, individual challenges with
	musical and audio pockets, no-steal-lock-out's,
	let's get it on in Round Two, Categories are:

					CUT TO:

INT. HOLIDAY INN SUITE - THAT MOMENT

Frank and Gwenovier doing the telvision interview. CAMERA DOLLIES
IN SLOW ON EACH:

		FRANK
	-- that's right, that's right, and what I'M
	saying, that none of my competitors can say is
	this:  That there is no need for insight or
	understanding.  Things of the past! Gone, Over, Done.
	Do you realize how fucking miraculous this is?
	How fucking razor sharp and cutting edge and
	ahead of it's time this concept is?  I'm
	talking about eliminating insight and understanding
	as human values.  GOD DAMN I'M GOOD.  There is
	no need for INSIGHT.  There is no need for
	UNDERSTANDING.  I have found a way to take
	any subjective human experience -- in other
	words -- all the terrible shit or all the
	great shit that you've had happen to you in
	your life -- and quickly and easily transform
	it in the unconscious mind through the subtle
	and cunning use of language.  The "listener-patient"
	(in other words: The Chick) settles into a very
	light, very delicate, conversationally induced
	state: NOT A TRANCE, mind you, but a STATE.
	A state that is brand new.  The System's state.
	What did I do?  I REALIZED that concept and put
	it into practical "get my dick hard and fuck it" use.
	I'm gonna build a state for the seducer and the
	seducee to live, vote, breath, pay takes and party
	'till dawn.  I'm gonna teach methods of language that
	will help anyone get a piece of ass, tit and tail --

		GWENOVIER
	Let's talk about --

		FRANK
	I just realized this is for television,
	isn't it?  I can't swear up and down
	like I just did.

		GWENOVIER
	It's fine.  I can bleep it out.

		FRANK
	I warned you -- I get on a roll...

		GWENOVIER
	-- let's talk more about your background --

		FRANK
	Muffy -- coffee?

Muffy moves to pour a cup, Gwen looks down at her clipboard, then:

		GWENOVIER
	I'm confused about your past is the thing.

		FRANK
	Is that still lingering?

		GWENOVIER
	-- just to clarify --

		FRANK
	So boring, so useless --

		GWENOVIER
	I would just want to clear some things up:

		FRANK
		 (Muffy delivers coffee)
	Thank you, Muffy.  Funny thing is:
	This is an important element of,
	"Seduce and Destory:"
	"Facing the past is an important way
	in not making progress," that's something
	I tell my men over and over --

		GWENOVIER
	This isn't meant --

		FRANK
	-- and I try and teach the students to
	ask: What is it in aid of?

		GWENOVIER
	Are you asking me that?

		FRANK
	Yes.

		GWENOVIER
	Well, just trying to figure out who you are,
	and how you might have become --

		FRANK
	In aid of what?

		GWENOVIER
	I'm saying, Frank, in trying to
	figure out who you are --

		FRANK
	-- there's a lot more important things
	I'd like to put myself into --

		GWENOVIER
	It's all important --

		FRANK
	Not really.

		GWENOVIER
	It's not like I'm trying to attack you --

		FRANK
	This is how you wanna spend the time,
	then go, go, go -- you're gonna
	be surprised at what a waste it is --
	"The most useless thing in the world
	is that which is behind me," Chapter Three --

		GWENOVIER
	We talked earlier about your mother.
	And we talked about your father and his death.
	And I don't want to be challenging or
	defeatist here, but I have to ask and
	I would want to clarify something --
	something that I understand --

		FRANK
	I'm not sure I hear a question in there?

		GWENOVIER
	Do you remember a Miss Simms?

		FRANK
	I know alotta women and I'm sure she remembers me.

		GWENOVIER
	She does.  From when you were a boy.

		FRANK
	Mm. Hm.

		GWENOVIER
	She lived in Tarzana.

		FRANK
	An old stomping ground --is this
	the "attack" portion of the interview,
	I figured this was coming sooner
	or later -- Is "the girl" coming in for the kill?

		GWENOVIER
	No, this is about getting something
	right and claryfying one of your answers
	to an earlier question --

		FRANK
	Go ahead and waste your time.

		GWENOVIER
	I was told that your mother died.
	That your mother died when you were young --

		FRANK
	And that's what you've heard?

		GWENOVIER
	I talked to Miss Simms.  Miss Simms
	was your caretaker and neighbor
	after your mother died in 1980.

BEAT. Frank goes silent.

		GWENOVIER
	In my research I have you listed as
	the only son of Earl and Lily Partridge.
		(beat)
	And what I learned from Mrs. Simms is that
	your mother passed away in 1980.
		(beat)
	See:  It's my understanding that the information
	supplied by you and your company and answers
	to question's I've asked are incorrect, Frank.
	And if I'd like to get to the bottom of who you
	are and why you are then I think your family
	history -- you're accurate family history...well:
	this seems important...Frank...?

VIDEO CAMERA POV - THAT MOMENT
Frank lights his cigarette.  CAMERA zooms into CU.

		FRANK
	Are you asking me a question?

		GWEN
	Well I guess the question is this:
	Do you remember Miss Simms?

BEAT. HOLD, THEN:

					CUT TO:

INT. GAME SHOW SET - THAT MOMENT

Jimmy asks questions.  Stanley is visibly uncomfortable;

		JIMMY
	Kids, Adults, I'd like you to put
	yourself at a picnic.  Place yourself
	there with your family and friends
	if you'd like -- you'll hear three
	musical notes and you are to tell me
	what it might represent that you'd
	find at a picnic -- The First Three Notes:

OC we hear three musical notes.  The "Adults" panel lights up,
Todd answers;

		TODD
	Well, Jimmy, I know this, I have perfect
	pitch, you see -- and that would be A-D-E.
	And that would represent lemonade.

		JIMMY
	For 250.  Next notes, please:

OC musical notes: E-G-G.

		TODD (buzzes)
	Got it.  That's E-G-G which would be ~egg."

Richard and Julia glance at Stanley, like "why the fuck aren't you
answering these questions?" He looks straight ahead.

		JIMMY
	For 500 and the Third Set Of Notes:

OC musical notes: B-E-E.

		TODD (buzzes)
	B-E-E -- and don't get stung.

The "Adults" are now within 200 points of the "Kids," on the scoreboard.

					CUT TO:

INT. LAWYERS OFFICE - THAT MOMENT

Linda seated across from a lawyer, ALAN KLIGMAN (50s) She's visibly
shaking and fucked up.

		KLIGMAN
	You don't want any water?

		LINDA
	No...I just...(starts crying a bit)
	I'm so fucked up here Alan, I don't
	know...there's so much...so many things --

		KLIGMAN
	Are you on drugs right now?

		LINDA
	If I talk to you...y'know...if I tell
	you things...then you're a lawyer, right?
	You can't say things, you can't tell anyone,
	it's like the privelage, right?
	Attornery-client, you understand?

		KLIGMAN
	Not exactly, Linda. I'm not sure where
	you're going with this --

		LINDA
	Like a shrink, like if I go to see
	a shrink, I'm protected, I can say
	things -- fuck -- I don't know what I'm doing --

		KLIGMAN
	Linda, you're safe.  Ok. It's alright.
	You're my friend.  You and Earl are my clients
	and what you need to talk about won't leave
	this room, you have something you have to say --

		LINDA
	-- I have something to tell you.
	I have to tell you something.
	I want to change his will, can I change
	his will?...I need to ---

		KLIGMAN
	You can't change his will.  Only
	Earl can change his will.

		LINDA
	No, no....no, you see...I never loved him.
	I never loved him, Earl.  When I started,
	when I met him, I met him and I fucked
	him and I married him because I wanted
	his money, do you understand?
		(beat)
	I'm telling you this now...this I've never
	told anyone...I didn't love him.
	And now....I know I'm in that will,
	I know, I was there with him, we were
	all there together when we made that
	fucking thing and all the money I'II
	get -- I don't want it -- Because I love
	him so much now...I've fallen in love
	with him now, for real, as he's dying,
	and I look at him and he's about to
	go, Alan, he's dead...he's moments...
		(beat)
	I took care of him through this, Alan.
	And What Now Then?

					CUT TO:

INT. GAME SHOW STAGE - THAT MOMENT

CAMERA pushes in on Jimmy.

		JIMMY
	Let's listen:

There's an OC VOICE that speaks the clue;

		VOICE
	"Hello, Mary.  How are you and the
	seven kids?  As you probably heard by
	know, we sure gave that Pope a run for
	his money --"

The ~Adults" buzz.  Jimmy looks to Mim.

		MIM
	Well: That would be General Robert
	E. Lee.  His wife Mary Park Custiss.
	And he did have seven children and he
	would be talking about Pope, who he defeated
	at the Battle of Monasses --

					CUT TO:

INT. PARENTS GREEN ROOM - THAT MOMENT

CAMERA pushes in on Rick, who sits back, starting to get real
pissed that Stanley isn't answering these questions.

		RICK
	C'mon, c'mon, c'mon, snap out of it.

					CUT TO:

INT. GAME SHOW STAGE - THAT MOMENT

CAMERA moves from the AUDIENCE over to the Stage, listening
to another question that is spoken by the OC voice -- this
time in French;

		VOICE (in French)
	"Hello, Josephine,
	I'm speaking from Egypt --"

The Adults buzz again and Mim answers;

		JIMMY
	Mim --

		MIM
	Well that would be Napoleon speaking
	to Josephine.

		JIMMY
	That's right!

ANGLE, BURT.  He stands off, looking at the scoreboard as the
Adults have now pulled ahead by 200 points...he mumbles and
grumbles to himself.

					CUT TO:

INT. LAWYER'S OFFICE - THAT MOMENT

Linda continued with the lawyer, Kligman.

		LINDA
	I don't want him to die, I didn't love him
	when we met, and I've done so many bad things
	to him that he doesn't know, things I want
	to confess to him, but now I do: I love him.
	I love him so much and I can't stand -- he's going.

		KLIGMAN
	What kind of medication are
	you on right now, Linda that's --

		LINDA
	This is not any fucking medication
	talking, this isn't -- I don't know.
	I don't know -- Can you give me nothing?
	You have power of attorney, can you see him,
	can you, in this final fucking moment, go see
	him and make sure --- change the fucking
	will -- I don't want any money, I couldn't
	live with myself, this thing I've done --
	I've fucking done so many bad things --
	I fucked around.  I fucked around on him,
	I fucking cheated on him, Alan. You're his lawyer,
	our laywer, THERE, I'm his wife, we are married.
	I broke the conract of marriage, I fucking
	cheated on him, many times over, I sucked
	other men's cocks and fuck - fuck - fuck -
		 ....fuck....
	Other Things I've Done..

		KLIGMAN
	Adultery isn't illegal -- it's not something
	that can be used in a court to discredit
	the will or -- Linda. Linda. Calm down.

		LINDA
	I can't.

		KLIGMAN
	You don't have to change the will,
	if what you want to do is get nothing
	you can renounce the will when it's time.

		LINDA
	Where will the money go?

		KLIGMAN
	Well.  Considering that there's no one
	else mentioned in the will...we'd
	have to go to the laws of intestacy,
	which is -- as if someone died without a will --

		LINDA
	What does that mean?

		KLIGMAN
	The money would go to Frank.  The court
	would put the money in the hands of a relative --

		LINDA
	-- that can't happen.  Earl doesn't
	want him to have the money, the things.

		KLIGMAN
	-- unless Frank is specifically ommitted
	as a beneficiary that's what will happen.

		LINDA
	This is so over-the-top and fucked-up
	I can hardly stand it.

		KLIGMAN
	Linda, you just have to take a moment
	and breath and one thing at a time --

		LINDA
	Shut the fuck up.

		KLIGMAN
	I'm trying to help, Linda --

		LINDA
	Shut the fuck up. Shut the fuck up.

		KLIGMAN
	You need to sober up.

		LINDA
	Now you must really shut the fuck up, please.
	Shut The Fuck Up.

		KLIGMAN
	Linda --

		LINDA
	I have to go.

She heads for the door.

		KLIGMAN
	Let me call you a car, Linda.

		LINDA
	Shut the fuck up.

She's out the door.

					CUT TO:

INT. GAME SHOW STAGE - THAT MOMENT

Three MEN in TUXEDOS and HARMONICAS have taken a place near
the band.  Jimmy, reading from his cards, introduces them and
asks the following question:

(Note: Jimmy's speech is starting to slur a bit more at this
point.  His motor skills seem to be fading quickly.)

		JIMMY
	Imagine you are attending a jam session
	of classical composers and they have
	each done an arrangment of the classic
	favorite, "Whispering."  Here are three
	variations on the theme, as three classic
	composer's might have written it -- you are
	to name the composer.  The First:

The Harmonica Fella's play an arrangment....CAMERA pushes in close
on STANLEY and TITLS DOWN CLOSE TO HIS PANTS....

Stanley begins to piss his pants.  He trembles and shakes and
holds back tears as the wet stain gets bigger.

OC through this we hear the Adults answer the question:

		TODD (OC)
	Well, Jimmy that sounded to me
	like Brahms, a bit like his Hungarian
	Dance Number Six, I believe.

		JIMMY (OC)
	Excellent. Next number:

The Harmonica Fella's play another arrangment of "Whispering"
that sounds like Ravel's "Bolero."

Stanley moves his arms down to his sides to cover his crotch
and pull at his pants -- and his BUZZER goes off with a brush
of the side of his arm --

		JIMMY
	Stanley the Man -- answer:

Stanley.  HOLD.  He starts to cry. Julia and Richard look over
at him and see his pants and they start to laugh a bit.

		STANLEY
	...I don't know the answer...

Jimmy starts to STUDDER and SHAKE a bit....holds a tight grip on
the podium;

		JIMMY GATOR
	That is not right!  That's not right,
	Stanley, the answer is...Ravel....Ravel....
	....xhjksndlsmnop.....

CAMERA WHIPS and pushes over to the FLOOR DIRECTOR.

		FLOOR DIRECTOR
	What the fuck is wrong with him?
		(into headseat}
	What do you wanna do here, he's
	fading fast --

					CUT TO:

INT. BOOTH - THAT MOMENT

The main booth with monitors and board, etc.  The DIRECTOR and
and ASSITANT watch the monitors;

		DIRECTOR
	I need a better cutaway, go to the
	black chick, Camera Three, Camera Three
	the black chick --

A monitor sees the video camera zoom in on Mim as a cutaway but
her face is like, "What the fuck is going on?"

					CUT TO:

INT. GAME SHOW SET - THE FLOOR - THAT MOMENT

Jimmy is, with a lot of trouble, trying the Harmonica
Fella's with the next question...

...Burt walks over quickly to the Floor Director...

		BURT
	Get the technical difficulty card up --

...CAMERA pushes over to Stanley, who's crying and shaking....

...CAMERA pushes in on Jimmy, who stumbles back from his
podium and falls to the ground....taking the podium with him....

...CAMERA pushes in on Burt and the Floor Director...

		BURT
	Cut it, go to the card, go to
	the fucking card --

					CUT TO:

INT. BOOTH - THAT MOMENT

The DIRECTOR snaps his fingers to an ASSISTANT at the board.

		DIRECTOR
	Go to the card, now -- go --

CU - MONITOR IMAGE.
The card that reads, "Technical Difficulty," comes up and holds.

					CUT TO:

INT. CLAUDIA'S APARTMENT - THAT MOMENT

CAMERA pushes in real quick on Claudia SNORTING COKE from her
hand in the bedroom -- she rushes back into the kitchen area --

		CLAUDIA
	Ok, ok. I'm back.

		JIM KURRING
	This is, for not a fresh cup, a great
	cup of coffee, Claudia --

		CLAUDIA
	Thank you.

She sits down, ready to talk, lights a cigarette.

		CLAUDIA
	What do you wanna talk about?

					CUT TO:

INT. GAME SHOW STAGE - THAT MOMENT

Burt, Mary and Assistants and folks run over to Jimmy.  He stands,
doesn't realize what's happend and mumbles, "what the fuck, what the..."

The AUDIENCE is murmuring, standing and watching the scene.

					CUT TO:

INT. HALLWAY - THAT MOMENT

CAMERA leads RICK as he comes charging out of the green room
and races down the hallway --

					CUT TO:

INT. GAME SHOW SET - THAT MOMENT

CAMERA with the "Kids" panel as Richard and Julia looking at Stanley.

		RICHARD
	Did you piss your fuckin' pants, Stanley?

		STANLEY
	Shut up -- shut up --

Cynthia walks over;

		CYNTHIA
	What happend, what's going on?

		STANLEY
	NOTHING. NOTHING HAPPEND. GO AWAY.

		CYNTHIA
	Don't tell me to go away, Stanley.
	I am the Co-ordinator in this show
	and you will answer the questions
	that I ask, you understand?

Rick comes over;

		RICK
	What's the problem, what's the problem here?

		STANLEY
	I'm fine. nothing.

		RICK
	Why didn't you answer those questions?

		STANLEY
	I didn't know the answer --

		RICK
	Bullshit.  Bullshit. You know the
	answer to every goddamn question and
	I knew the answer to those questions
	and I'm not half as smart as you are so
	What Happened?

		STANLEY
	I don't know.

		RICHARD
	He pissed his pants.

		RICK
	Did you -- did you --

		STANLEY
	I didn't I'm fine, I'm fine.

		RICK
	Stand up.

		STANLEY
	I said I'm fine.

Rick grabs Stanley a bit and sees a large WET STAIN in Stanley's pants.

		RICK
	...oh Jesus, what the fuck...?

		STANLEY
	I'm fine. I'm fine, I just wanna
	keep playing --

		RICK
	Why did you do this?

ANGLE, JIMMY. THAT MOMENT.
Jimmy is sweating.

		JIMMY
	I had a stroke, I think I had a stroke.

		BURT
	Call 911. Call 911 right now.

		JIMMY
	No, no, no. I'm fine. It's small,
	I wanna keep going --

		BURT
	no, no, c'mon Jimmy we need to call
	this quits and you need to see a doctor.

		JIMMY
	I'm telling you right now, I'm fine.
	I lost my goddamn balance and I couldn't
	see a moment, but I'm ok.

		BURT
	Call 911, Mary, do it right now.

		JIMMY
	You fuckin' don't do that. You don't do it,
	you cocksucker. I'll fuckin' kill you
	with my barehands.  Go. get the fuck
	fuck -- we're going back and we finish
	the show --

		BURT
	Jimmy you look like you're about
	to fuckin' die right here --

		JIMMY
	Shut it.  Shut yer fuckin' mouth.

ANGLE, RICK and STANLEY.

		RICK
	Are we gonna keep going with this game?

		STANLEY
	Yes.

		RICK
	You're two fuckin' days from the
	record, get through this and I'II
	do anything for you, you just gotta
	get through this --

		STANLEY
	Alright.

		RICK
	hang in there, ok. I love you.

Rick walks away with Cynthia...

...Dick Jennings has sobered up a bit and is doing bad, "calm
down/comedy/everything's cool" stuff for the Audience....

...Jimmy and Burt and Mary stand up and a MAKE UP person runs over
with some water and cleans him up a bit.  Burt moves away --

		FLOOR DIRECTOR
	What are we doing?

		BURT
	This is fuckin' stupidity, we'll get
	back on and go through it --

The Floor Director starts throwing directions in his headset and
to the camera people, etc.

					CUT TO:

INT. HOLIDAY INN SUITE - THAT MOMENT.		  Sequence G

CAMERA holds on Frank and starts a SLOW DOLLY IN.  Gwenovier remains OC.

		GWENOVIER (OC)
	Frank...Frank...what are we gonna do here?
	Are we having a staring contest?
		(beat)
	Do you have anything to say?

		CAPTAIN MUFFY (OC)
	I think maybe we should rap this up, Chief --

Frank SNAPS his fingers and signals captain Muffy to stay quiet.

		GWENOVIER (OC)
	I'm not trying to attack you, Frank.
	I think that if you have something that
	needs to be cleared up...Well, then...
		(beat)
	I was told that your father, (your father
	is Earl Partridge,) that he left you and
	your mother and you were forced to take care
	of her during her illness...that you took
	care of your mother as she struggled with Cancer....
		(beat)
	And Miss Simms became your caretaker after
	your mother died...Frank...Frank...
		(beat)
	Frank, can you talk about your Mother?
		(beat)
	Frank....can you?

CAMERA LANDS CU. ON FRANK.  HOLD, THEN:

					CUT TO:

INT. CLAUDIA'S APARTMENT - THAT MOMENT

Claudia and Jim Kurring talking.  She's rubbing her jaw, blabbing
away and he's listening with a grin;

		CLAUDIA
	--- yeah, yeah, I get in it in my ear.
	It's TMJ is what it's called technically.

		JIM KURRING
	What's that stand for?

		CLAUDIA
	Tempural-something-mandibular,
	thing with something, I dunno.
	But it affects my ear, I don't even
	know if I have TMJ exactly but just
	very tight, like - it's like a muscle
	spasm and it's just gets so clenched --

She's interupted by the call on his RADIO.  He takes the call.
(Director's Note: Technical blah-blah-blah,etc.)

		JIM KURRING
	This is my job.

		CLAUDIA
	We were just gettin' warmed up.
	We were just getting started.

		JIM KURRING
	Well if you listen' to that music
	too loud again and that fella returns
	maybe we'll share another cup of coffee --

		CLAUDIA
	If you're not here for a 422 --

		JIM KURRING
	No. No.  Don't joke about that.
	That's not funny, Claudia.  Please, now.

		CLAUDIA
	I'm sorry.

		JIM KURRING
	Ok, then.  Keep your chin up and your
	music down, alright?

		CLAUDIA
	Yes.  I will.  It was nice to meet you
	Officer Jim.

		JIM KURRING
	Just Jim.

		CLAUDIA
	yeah, good, ok.

		JIM KURRING
	Bye, bye, Claudia.

		CLAUDIA
	Good bye.

She closes the door.  HOLD.

					CUT TO:

EXT. CLAUDIA'S APARTMENT - THAT MOMENT

Jim Kurring stands outside the door for a moment.  He hesitates
a moment, then....he's about to knock....His RADIO goes off...he turns
it down real quick --

					CUT TO:

INT. CLAUDIA'S APARTMENT - THAT MOMENT

Claudia hears the RADIO go off and stands back a bit from her
door...hold a moment...then there's a KNOCK...she opens up:

CAMERA DOLLIES IN A LITTLE ON JIM KURRING.

		JIM KURRING
	I'm sorry, Claudia.

		CLAUDIA
	What is it?  Did you forget something?

		JIM KURRING
	No, no.  I was wondering...man oh man.
	I think I feel like a bit of a scum-bucket
	doing this, considering that I came here
	as an officer of the law and the situation
	and all this but I think I'd be a fool
	if I didn't do something I really want
	to do which is to ask you on a date.

		CLAUDIA
	You wanna go on a date with me?

		JIM KURRING
	Please, yes.

		CLAUDIA
	Well...is that illegal?

		JIM KURRING
	No.

		CLAUDIA
	Then...I'd like to go...What do you want to do?

		JIM KURRING
	I don't know.  I haven't thought about
	it -- you know what -- that's not
	true -- I have thought about it.  I've
	thought about going on a date with you
	since you opened the door.

		CLAUDIA
	Really?

		JIM KURRING
	Yeah.

		CLAUDIA
	I thought you were flirting with me
	a little.

He laughs and she laughs and then:

		CLAUDIA
	Do you wanna go tonight?  I mean,
	are you working?

		JIM KURRING
	No, I'm off tonight.  I would lov-like,
	to go tonight, I can pick you up,
	I can pick you up here at about what
	time?  What time?

		CLAUDIA
	Eight o'clock?

		JIM KURRING
	What about ten o'clock, is that
	too late?  I don't get off and then --

		CLAUDIA
	Oh sure yes, that's fine, late dinners
	are good.  Should I get dressed up or -- ?

		JIM KURRING
	No, no, just casual maybe, maybe
	I thought -- there's a spot I like to go,
	it's real nice that overlooks a golf course
	and the course is lit up at night --

		CLAUDIA
	Billingsley's?

		JIM KURRING
	Yeah, You know it? You know Billingsley's?

		CLAUDIA
	It's my favorite place --

		JIM KURRING
	Oh, see?  This is great.  Ten o'clock.

		CLAUDIA
	Great, bye.

		JIM KURRING
	Bye.

She closes the door.

					CUT TO:

INT. HOLIDAY INN/SEMINAR ROOM - THAT MOMENT

CAMERA pushes in on DOC, who's speaking to a group of Frank's
disciples.  He's blah-blah-blahing about Seduce and Destory, etc.

		DOC
	Not true.  Not true.  And you know what?
	Even if you don't get to pump her,
	you can still practice honing your skills
	on a femenist --

		DISCIPLE
	-- I know --

		DOC
	-- and you need to do that.

		DISCIPLE
	I will.

		DOC
	No, you need to do it.

His CEL PHONE rings and he excuses himself.

		DOC (into phone)
	Thisz Doc.

						INTERCUT:

INT. SEDUCE AND DESTROY CONDO - THAT MOMENT

CAMERA on JANET.  She's on the phone. It rings.

		JANET
	Doc it's Janet.

		DOC
	What's up?

		JANET
	I have to talk to Frank, is he nearby?

		DOC
	He's doing the interview with the lady --

		JANET
	I need you to interupt him, I need
	to get him on the phone with me right away --

		DOC
	What happend?

		JANET
	Doc, go get Frank and put him on the phone.

					CUT TO:

INT. HOLIDAY INN SUITE - THAT MOMENT

CAMERA pushes in on Gwenovier and Frank. (Dead on Singles.)

		GWENOVIER
	C'mon, Frank.  What are you doing?

		FRANK
	What am I doing?

		GWENOVIER
	Yeah.

		FRANK
	I'm quietly judging you.

					CUT TO:

INT. GAME SHOW STAGE - THAT MOMENT

CAMERA pushes in on the FLOOR DIRECTOR again who counts down;

		FLOOR DIRECTOR
	And...three...two...one ---

He points to Jimmy, who pops into shape, looks into the TV CAMERA.

		JIMMY GATOR
	What a day and what a round, going
	back and in for me and the final
	speed round to determine who's who
	today -- scores on the board's Kids:
	9225. Adults: 11,000.  And this game is
	not out of reach for the Kids...can they
	hang in there and break the record? (etc,etc)
	Elders! Who's the lucky so and so?

Mim from the "Adults" speaks into her mic.

		MIM
	It's gonna be me, Jimmy.

		JIMMY
	C'mon down here, Mim.

She stands up and crosses over to Jimmy.  This is for a ONE ON ONE
final section speed round.  One Kid vs. One Adult.

ANGLE, STANLEY.
CAMERA pushes in on him and lands in CU.

He takes his shirt out of his pants and tries to pull it down enough to
cover the large wet stain in his pants.

ANGLE, JIMMY AND MIM
They chat about the game so far, etc. "They're quite a challenge, etc."

ANGLE, STANLEY and RICHARD and JULIA.
Stanley can't pull his shirt down enough to cover.  He turns to
Richard and Julia;

		STANLEY
	I don't wanna go, I can't do it this time.

		RICHARD
	-- the fuck are you talking about?

		JULIA
	You have to go, Stanley.  You're the
	smartest.

		STANLEY
	I don't wanna do it.  Why can't one
	of you do it --

		RICHARD
	Stanley if you don't fuckin' stand up
	and go over there I'm gonna beat your ass --

		STANLEY
	I'm sick of being the one, the one who
	always has to do everything, I don't
	want to be the one always --

		JIMMY (OC)
	KIDS!

Jimmy looks over to the "Kids" panel.

		JIMMY
	Do I even have to ask?  Stanley, get
	your butt over here --

Stanley looks like a deer in headlights.  The AUDIENCE applauds.

					CUT TO:

INT. SMILING PEANUT BAR - THAT MOMENT

The TELEVISION above the bar holds this moment where Stanley won't
move.  DONNIE is seriously fucked up now and the CAMERA pushes in
on him.  He glances around, up the television, sees Stanley.  BEAT.

Thurston and the other folks around chat away, etc;

		DONNIE
	...I'm sick....I'm sick here now.....

They continue to chat, trying to ignore him now;

		DONNIE
	I confuse melancholy and depression sometimes....

		THURSTON
	Mmm.Hmm.

		DONNIE
	You see?

		THURSTON
	Why don't you run along now friend,
	your dessert is getting cold.

		DONNIE
	I'm sick.

		THURSTON
	Stay that way.

		DONNIE
	I'm sick and I'm in love.

		THURSTON
	You seem the sort of person who confuses the two.

		DONNIE
	That's right.  That's the first time
	you're right.  I CONFUSE THE TWO
	AND I DON'T CARE.

Donnie looks to Brad, then:

		DONNIE
	HEY.  HEY.

Brad looks.  Donnie stands up, backs away from the bar as he talks;

		DONNIE
	I love you.  I love you and I'm sick.
		(beat)
	I'II talk to you....I'll talk to you
	tommorrow.  I'm getting corrective oral
	surgery tomorrow.  For my teeth.  For my
	teeth and for you....for you so we can speak.
	You have braces.  Me too.  Me too.  I'm getting
	braces, too.  For you.  For you, dear Brad.
	And I don't have any money.  And I don't have
	any money now but I'II get it...I will for
	you, Brad.  I love you, Brad.  Brad the Bartender.
		(beat, crying now)
	You wanna love me back?  Love me back and I'll
	be good to you.  I'II be god damn good for you.
	And I won't be mad if you don't know who said what.
	I won't punish you if you get the answer wrong.
	I can teach and tell you: Samuel Johnson.

		THURSTON
	Brad, honey, you have a special
	secret crush over here I think, don't
	take him too lovely -- he might get hurt --

		DONNIE
	You mind your own bussines.

		THURSTON
	Gently, son --

		DONNIE
	Brad, I know you don't love me now --

		THURSTON
	"It's a dangerous thing to confuse
	chidlren with angels..."

		DONNIE
	-- and you wanna know the common element for
	the entire group, like he asks...I'll tell you
	the answer: I'll tell you, 'cause I had that
	question.  I had that same question....Carbon.
	In pencil led, it's in the form of graphite
	and in coal, it's all mixed up with other
	impurities and in the diamond it's in hard form.
		(Jimmy impersonation)
	"Well...all we were asking was the common
	element, Donnie...but thank you for all that
	unnecessary knowledge...ahhh, Kids!  Full of
	useless thoughts, eh?"  Thank you. Thank you.
		(beat)
	And the book says: "We may be through with
	the past but the past is not through with us."
		(to Thurston)
	And NO IT'S NOT DANGEROUS TO DO THAT.

Donnie has backed away, close to the bathroom.  He heaves a bit,
cries, turns and runs for the bathroom --

					CUT TO:

INT. SMILING PEANUT/BATHROOM - THAT MOMENT

OVERHEAD ANGLE, LOOKING STRAIGHT DOWN ONTO:
Donnie bursts in the bathroom and starts to vomit and moan, etc.

					CUT TO:

INT. POLICE CAR - MOVING - THAT MOMENT

It's pouring RAIN still.  Jim Kurring is talking to himself, doing
"Cops." (Dial: Ref. improv. notes/sweet girl/excited/date/job)

Jim Kurring interupts himself and notices something (very blurry,
through the RAIN)

JIM'S POV: A young BLACK MALE (late 20s) is standing on the street,
about to jay-walk.

The Young Black Male, at the site of Kurring, turns around and walks
back the direction he came, deciding against the jay walk.

Jim Kurring looks in his rear view mirror and sees that the Young
Black Male is now RUNNING back towards something --

					CUT TO:

EXT. STREET - THAT MOMENT

Jim Kurring's POLICE CAR makes a U-turn.

					CUT TO:

INT. CLAUDIA'S APARTMENT - THAT MOMENT

Claudia snorts a line of coke, comes up and looks at her televison;
It's playing, "What Do Kids Know?"

					CUT TO:

INT. GAME SHOW SET - THAT MOMENT

Stanley doesn't move.  He says to Jimmy:

		STANLEY
	I'm going to pass, Jimmy.

ANGLE, JIMMY.  He doesn't know what to do and he's a bit out of it.

		JIMMY
	Stanley, passing to one of the other kids --

		RICHARD
	We want Stanley to go, Jimmy.

		STANLEY
	I don't want to go.

BEAT.

					CUT TO:

INT. HOLIDAY INN/LOBBY - THAT MOMENT

CAMERA (STEADICAM) follows/leads DOC as he walks from the seminar area
to the elevators...this is one continuous shot...as he gets into the
elevator's and rides up, talking on the cel phone.

		DOC
	I'm walking towards the elevator's, Janet.

		JANET (OC)
	Fine.  Phil, you still there?

		PHIL (OC)
	Yeah I'm here.

		JANET (OC)
	I wanna ask you one question, Phil:
	Have you talked to anyone else about
	this?  About Frank and Earl?

		PHIL (OC)
	No I haven't.

		JANET (OC)
	Alright, good, I'd like to keep
	it that way -- all the security and
	what not, you understand?  This could
	be a delicate situation for Frank and
	the family --

		DOC (OC)
	What happend?

		JANET (OC)
	Doc, just - don't, how close are you?

		DOC (OC)
	I'm about to get off the elevator --

The Elevator doors DING and OPEN and Doc steps out -- heads down the
hallway towards the suite --

		JANET (OC)
	Phil, hang in just one more minute
	ok?  I'm gonna put you on hold -- Doc
	you still there?

		DOC
	Yeah, I'm here, I'm off the
	elevator, walking down the hall, now --

					CUT TO:

INT. GAME SHOW SET - THAT MOMENT

Stanley doesn't move. Jimmy tries to hold it all together;

		JIMMY
	Richard, Julia, kids?  What's it
	gonna be, we need a player for one
	on one --

		RICHARD
	We want Stanley to play, Jimmy and
	we're not sure why he won't --

		STANLEY
	I don't want to play.  I always
	play, I always answer the questions
	and I don't wanna do it anymore --

CAMERA pushes in on Burt, who snaps at Cynthia:

		BURT
	What the fuck is he doing, what's
	wrong with him?

		CYNTHIA
	I have no idea.

					CUT TO:

INT. HOLIDAY INN - HALLWAY - THAT MOMENT

CAMERA (STEADICAM) following Doc as he walks swiftly down the
hallway towards the suite --

					CUT TO:

INT. EARL'S HOUSE - THAT MOMENT

CAMERA on Phil on the phone.  He sits watching Earl.  30fps. PUSH IN.

					CUT TO:

INT. EARL'S HOUSE - GARAGE - THAT MOMENT

It's black.  The GARAGE DOOR opens....Linda's MERCEDES is pulling in
out of the POURING RAIN....

					CUT TO:

INT. BOOTH - THAT MOMENT

The DIRECTOR and his ASSISTANT and other folks in the booth;

		DIRECTOR
	This fuckin' kid ain't gettin'
	up and we don't have a show, live
	television, ladies and gents --

					CUT TO:

INT. PARENTS GREEN ROOM - THAT MOMENT

The other parents snap at Rick.  CAMERA DOLLIES in on him slow.

		JULIA'S MOM
	What the hell does he think he's doing?

		RICHARD'S DAD
	Is this a point? is this a game?

		RICK
	GET THE FUCK UP, KID.

					CUT TO:

INT. HOLIDAY INN SUITE - THAT MOMENT

CAMERA on Frank.  He looks at his watch, then:

		FRANK
	Time's up.  Thank you for the interview.

		GWENOVIER
	So you sat it out, that's what you did?

		FRANK
	You requested my time and I gave it
	you, you called me a liar and made accusations.
	And you say, "If I'd known I wouldn't have
	asked," then it's not an attack?  Well,
	I don't wanna be the sort of fella who doesn't
	keep his word.  I gave you my time, Bitch.
	So fuck you now.

Frank heads out of the room quick.  CAMERA leading him in CU.

		GWENOVIER
	You're hurting a lot of people, Frank --

		FRANK
	-- fuck you.

He's out the door with Captain Muffy in tow.

					CUT TO:

INT. HALLWAY - THAT MOMENT

CAMERA moving quick with Doc towards the room.  Frank and Captain Muffy
step out of the room and Doc holds up the Cel Phone....stops.

		DOC
	Frank, there's a situation on the phone --

					CUT TO:

INT. EARL'S HOUSE - THAT MOMENT

The DOGS go crazy barking and Phil jumps a bit.  They hear the garage
door and run towards it.  The Morphine Dog runs into a wall.

Phil turns his head (40fps)

					CUT TO:

INT. GAME SHOW SET - THAT MOMENT

CAMERA on Stanley.  BEAT.  HOLD.

		JIMMY (OC)
	I need a player, Kids....c'mon now.
		(to Audience)
	The indescision of a child, ladies
	and germs!

The AUDIENCE laughs a bit and chuckles.

		STANLEY
	This isn't funny.  This isn't "cute."
	Jimmy -- Jimmy -- we're not a toy --
	we're not dolls, here.  This isn't
	funny you see, the way we're looked at
	if you think that we're cute Because What?
	What?  I'm made to feel like a freak
	if I answer questions and I'm smart or
	I have to go to the bathroom.  What Is That?
		(starts to cry)
	And what is that, Jimmy, I'm asking?
	I'm asking what is that, Jimmy?
	I'm asking you that -- ?

CAMERA pushes in a bit on him.

		JIMMY
	Well I'm not sure, Stanley.

					CUT TO:

EXT. APARTMENT BUILDING/LA RIVER - THAT MOMENT

CAMERA {STEADICAM) follows Jim Kurring as he walks around the side of
an apartment building, looking for the BLACK MALE....he snoops a bit,
holding his flashlight as it's just about dark....the side of the
building runs along the L.A River.....he starts in towards something...

A very LOUD GUNSHOT IS HEARD and HITS on the side wall of the
apartment, right next to Jim Kurring's FACE --

...he ducks for cover, looses balance and falls down, in the mud,
sliding down the embankment next to the L.A. River --- another
GUN SHOT is heard....

Kurring reaches for his REVOLVER which is not in it's holster --

					CUT TO:

INT. SMILING PEANUT/BATHROOM - THAT MOMENT

CAMERA zooms in from overhead angle as Donnie continues to
throw up violently.

					CUT TO:

INT. HOLIDAY INN - STAIRWELL - THAT MOMENT (INTERCUT)

CAMERA holds on Frank in close up, he's on the phone.
Doc and Captain Muffy stand with him in the stairwell.

		JANET (OC)
	I'm sorry, Frank.  I didn't know
	what you would want here, what you
	would want me to do -- I'm -- I asked
	him all the right questions,
	he's his nurse, he's sitting right
	there with him and he's -- I mean,
	I can hear him in the background --
	your father --

		FRANK
	Is he at the house?

		JANET (OC)
	I asked him the exact adress and he
	gave it -- I know that this must
	be hard, you having to hear this --

		FRANK
	Don't give me things, Janet just tell
	me the thing, the information --

		JANET (OC)
	I'm sorry.

					CUT TO:

INT. EARL'S GARAGE - THAT MOMENT

Linda parks the car and leaves the ENGINE RUNNING.  BEAT.
We can hear the DOGS BARKING OC....HOLD.

					CUT TO:

INT. GAME SHOW SET - THAT MOMENT

Stanley is continuing.  He's hyperventilating.

		STANLEY
	We are not on display.  I am not a doll.
	I AM NOT A DOLL...I' M NOT SILLY AND CUTE.
	I'M SMART SO THAT SHOULDN'T MAKE ME SOMETHING,
	SOMETHING SO PEOPLE CAN WATCH HOW SILLY IT
	IS THAT HE'S SMART?  I KNOW.  I KNOW THINGS.
	I KNOW. I HAVE TO GO TO THE BATHROOM I HAVE
	TO GO TO THE BATHROOM AND I HAVE TO GO.

		JIMMY
	I'm sorry, Stanley.

Stanley embarresed now.

		STANLEY
	I'm sorry, I'm sorry, I didn't mean to do this.

					CUT TO:

INT. PARENTS GREEN ROOM - THAT MOMENT

RICK is standing now....he VIOLENTLY throws a chair against the
wall and it SHATTERS into a hundred pieces --

		RICK
	FUCK. FUCK. FUCK. FUCK.

					CUT TO:

EXT. APARTMENT/LA RIVER EMBANKMENT - THAT MOMENT

It's FLOODING with RAIN....Jim Kurring is without gun and he's
scared shitless....and he can't see...and he's running for cover
in some bushes....CAMERA is HAND HELD and wild, following and
falling with him....MUD and RAIN and SHIT everywhere......

His POV...across a bridge...he sees the slight FIGURE as it flees....
(could be the Black Male, but hard to tell in a quick glimpse) he then
sees another SMALLER FIGURE scuttle away...

He doesn't run.....he stays...holds....

					CUT TO:

INT. CLAUDIA'S APARTMENT - THAT MOMENT

CAMERA pushes in on her cocaine on the table, TILTS up to her FACE,
watching the show, then WHIPS RT. and pushes in towards the MONITOR.

ON THE MONITOR.
Stanley is crying....

					CUT TO:

INT. GAME SHOW SET - THAT MOMENT

CAMERA on Stanley.

		STANLEY
	I don't mean to cry, I'm sorry.

		JIMMY
	It's okay, Stanley. It's alright.

CAMERA with Burt as he walks to the Floor Director...

		BURT
	Take us off the air, go to the
	the credits --

The Floor Director starts to speak some things into the headset.

					CUT TO:

INT. EARL'S GARAGE - THAT MOMENT

Linda rolls down the windows in the closed garage with the engine
running...fumes start to fill the garage...she starts to cry and
lights a cigarrette...the bag of perscriptions sits next to her...

					CUT TO:

INT. STAIRWELL - THAT MOMENT (INTERCUT)

Frank on the phone with Janet, Captain Muffy and Doc in stairwell.

		FRANK
	I haven't spoken to this asshole in
	ten years....what did I do....?
	What did I do today for this?  For all
	of this? ....what....is this....
	....Is This A Movie.....?

					CUT TO:

INT. GAME SHOW SET - THAT MOMENT

The MONITORS in the place go to a Still Card that has the
"What Do Kids Know?" logo...and the titles start to roll on it.

Stanley notices and he RUNS from the podium, towards backstage...

...Jimmy is standing next to Mim he holds on to her a moment.....
loosing his balance again....

....Burt and Cynthia rush the stage....

Stanley dissapears from the stage...

					CUT TO:

INT. EARL'S HOUSE - THAT MOMENT

Phil still on the phone, Earl is asleep.  He stands up and heads for
the garage -- hears the sound of the engine running -- dogs are
continuing to bark like crazy --

					CUT TO:

INT. GARAGE - THAT MOMENT

Linda in CU.  She hesitates a moment.  THEN:  She quickly
shuts off the engine, GRABS the bag of LIQUID MORPHINE --

					CUT TO:

INT. EARL'S HOUSE - THAT MOMENT

CAMERA leads/follows Linda as she enters, approaches Phil;

		PHIL
	Linda --

		LINDA
	What are you doing?

		PHIL
	I've got Frank...Frank Earl's son.
	He's...he asked me to get him and I did --

		LINDA
	Hang up the phone.

		PHIL
	No, Linda, you don't understan --

		LINDA
	PUT THE FUCKIN' PHONE DOWN, HANG IT UP.

She SLAPS his FACE HARD.  The PHONE FALLS to the ground.

					CUT TO:

INT. STAIRWELL - HOLIDAY INN - THAT MOMENT (INTERCUT)

Frank on the cel phone to Janet --

		FRANK
	Put him on --

Janet clicks Frank over and there's a MOMENT of BLUR/NOISE (Linda and
Phil, screaming and static) and then it's gone --

					CUT TO:

INT. EARL'S HOUSE - THAT MOMENT

Linda screaming at Phil.

		LINDA
	You don't do that, you don't call him,
	you don't know to get involved in the
	bussiness of his, of his of my family.
	this is the family, me and him do you
	understand?  You understand? NO ONE ELSE.
	THERE IS NO ONE ELSE.  That man, his son
	does not exist.  HE IS DEAD.  HE IS DEAD
	and WHO TOLD YOU TO DO THAT?

		PHIL
	Earl asked me, Linda, please, Linda,
	I'm sorry -- Earl asked me --

		LINDA
	BULLSHIT. BULLSHIT HE DIDN'T ASK YOU,
	HE DOESN'T WANT HIM, HE DOESN'T
	WANT TO TALK TO HIM, SO FUCK YOU THAT
	HE ASKED THAT. THERE IS NO ONE BUT ME
	AND HIM.

She breaks down, more, more, more.

					CUT TO:

INT. STAIRWELL - THAT MOMENT (INTERCUT)

Frank listens on the phone to dead air....hold a long moment, then:
He hands the phone back to Doc;

		FRANK
	There's no one there.

Frank walks away quick.  CAMERA leads him out of the stairwell
and down the hallway...HOLD ON HIS FACE CLOSE.

					CUT TO:

INT. GAME SHOW STAGE - THAT MOMENT

CAMERA (STEADICAM) follows Mary as she runs over to Jimmy.

		JIMMY
	Take me outta here, Mary...I gotta
	go, I gotta go home to Rose, please, please.

She leads him away.  CAMERA moves over to BURT who's dealing with
the situation -- RICK comes running over, looking for Stanley.
"Where is he? Where the fuck did he go?"  Burt tries to calm him down.

CANERA moves over to Cynthia who's dealing with Richard and Julia
and Mim and Luis and Todd.

		CYNTHIA
	Let's go, c'mon, get up --

		RICHARD
	Did we win or lose, I mean --?

		CYNTHIA
	I don't know, Richard, they need
	to talk it over --

		LUIS
	You lost, kid.  They go to the score
	at the time it was called --

		JULIA
	That's not an official rule.

		LUIS
	That's the way it goes.

		RICHARD
	Bullshit. Who says that, what rule book,
	in what sport?  This is different, it's a quiz show,
	they don't go by sports rules --

		MIM
	Let's all just settle down --

		CYNTHIA
	Richard, shut it and keep it down.

		RICHARD
	If he hadn't pissed his pants, we woulda
	won.  We fucking had this game.

		LUIS
	You didn't have shit, kid.

CAMERA with Jimmy and Mary as they head off, down the HALLWAY
and towards some elevators -- He's really out of it --

					CUT TO:

INT. CLAUDIA'S APARTMENT - THAT MOMENT

She sits in front of the coke and in front of the television.

CU. TELEVISION IMAGE - THAT MOMENT

A still card with the "What Do Kids Know?" logo and the credits
still running.  At the end a logo that reads:

This has been a Big Earl Partridge Production

					CUT TO:

EXT. WASH AREA/APARTMENT - DAY

CAMERA (HAND HELD) with Jim Kurring.  He's searches around
frantic for his revolver....looking everywhere...RAIN IS POURING.

He does tearful "cops" dial. Ref: "I'm not goin' back
to the Station House without my god damn gun." etc.

					CUT TO:

EXT. STREETS/BURBANK - THAT MOMENT

CAMERA tracks with Stanley as he runs and runs down the streets
in the RAIN.  CAMERA holds a ECU as we move.

					CUT TO:

EXT. SMILING PEANUT/PARKING AREA - THAT MOMENT

Donnie walks out and gets in his car -- he goes to start it,
but it won't start.  HOLD outtside the car.  Rain pouring down.

He gets out and walks.  A Pedestrian walking in to the bar recognizes
him and smiles, says:

		PEDESTRIAN
	Smart Kid Donnie Smith! Quiz Kid! He.He.

Donnie keeps walking straight past.

					CUT TO:

INT. EARL'S HOUSE - THAT MOMENT

Linda is bedside with Earl.  She cries her eyes out.  She
speaks to him in mumbles about "...sorry..." "...my love..."
"...you've lived a long, good life..."  She prepares the
bottle of liquid morphine and sets it next to the him...HOLD.

Earl comes out of it a bit, pets her head, mumbles a few words that
don't make sense.  Phil in the b.g.  Linda can't administer the drops,
she turns quickly to Phil;

		LINDA
	listen...listen to me now, Phil:
	I'm sorry, sorry I slapped your face.
	...because I don't know what I'm doing...
	...I don't know how to do this, y'know?
	You understand?  y'know?  I...I'm...I do things
	and I fuck up and I fucked up....forgive me, ok?
	Can you just...

		PHIL
	....it's alright....

		LINDA
	Tell him I'm sorry, ok, yes, you do that,
	now, I'm sorry, tell him, for all the things
	I've done...I fucked up and I'm sorry....
	And I'm Gonna Turn Away And Walk Now And Not
	Look At Him Not See My Man, My Earl, I'll
	leave now...and tell him it's ok and I'm ok.
	The whole thing was ok with me -- and I know.

She turns quick and walks out of the house.

HOLD ON PHIL.  He paces around a moment or two, looks at the side table.

CU - THE BOTTLE OF LIQUID MORPHINE.
It's ready to go.

CU - PHIL. He looks at it.

					CUT TO:

INT. HOLIDAY INN - SEMINAR ROOM - THAT MOMENT

CAMERA holds on the image of a slide that reads:

"How To Fake Like You Are Nice And Caring"

Frank steps into FRAME.  HOLD.  OC we hear the audience applaud.

		FRANK
	Welcome back.  Back from break.
	I hope you guys stayed away from those
	little nacho bits I saw out there...
	I know...I know...hey, you're not payin'
	for the snacks....

Slight laughter.  Frank slows down.

		FRANK
	"How To Fake Like You Are Nice and Caring."
	This is...obviously...quite an important
	section...I mean, let's face it...face the
	facts...Men Are Shit, right?  I mean,
	that is what they all say.  We've all done
	bad things...bad things that no woman
	has ever done...that's what they say.
	We As Men are taught to apologize: "I've done wrong."
	"I'm sorry."  "My needs as a man made me..."
	Something, something...bullshit....well what
	I would like to say....

Frank references some note cards, a bit of a daze is clear now:

		FRANK
	If you feel, made to feel like you need
	them, like -- like you can't live if
	you're without them or you need, what?
	They're pussy?  They're love? Fuck that.
	Self Sufficient, gents.  That's the truth.
	What you are -- we are -- you need them
	for what?  To fucking make you a piece of
	snot rag?  A puppett?  huh?  Hear them
	bitch and moan? bitch and moan --
	and we're taught one thing -- go the other
	way -- there is No Excuse I will give you,
	I'm not gonna apologize -- I'm not gonna
	apologize for my NEED my DESIRE...my, the
	things that I need as a man to feel comfortable...
	You understand?  You understand?  You need
	to say something, "my mommy hit me or
	daddy hit me or didn't let me play soccer,
	so now I make mistakes, cause a that -- something,
	so now I piss and shit on it and do this."
	Bullshit.  I'm sorry. ok. yeah. no. fuck.
	go.  fuck. alright. go make a new mistake.
	maybe not, I dunno...fuck....

Frank drops the microphone and walks off stage...Audience rumbles
with confusion, etc.  Doc and Captain Muffy frantic, etc.  Frank
heads off -- slight look across the reception hall to see Gwenovier --

He's gone.

					CUT TO:

INT. EARL'S HOUSE - THAT MOMENT				Sequence H

CAMERA on Earl.  He opens his eyes a bit....looks over to Phil.

		EARL
	Phil...Phil...

Phil comes over and takes a seat next to him.

		EARL
	I'm onna try and talk...I'm atryan
	say some thing some thing...

Earl begins to talk. (Director's Note: Following is the story
Earl tells, it is to be more broken and elliptical, factoring
in Earl's state of mind and health, etc, but here's the concept
in its entirety;)

		EARL
	Do you know Lily?  Phil..do you know her?

		PHIL
	No.

		EARL
	...Lily...?

		PHIL
	No.

		EARL
	She's my love...my life...love of it...
	In school when you're 12 years old.
	In school, in six grade....and I saw her
	and I didn't go to that school...but we met.
	And my friend knew her...I would say,
	"What's that girl?"  "How's that Lily?"
	"Oh, she's a bad girl...she sleeps with
	guys..."  My friend would say this....but
	then sometime...I went to another school, you see?
	But then...when high school at the end, what's
	that?  What is that?  When you get to the end?

		PHIL
	Graduation?

		EARL
	No, no, the grade...the grade that you're in?

		PHIL
	Twelve.

		EARL
	Yeah...So I go to her school for that
	for grade twelve...and we meet...she
	was fuckin...like a doll...porcelain
	doll...and the hips...child bearing
	hips...y'know that?  So beautiful.
	But I didn't have sex with anyone,
	you know?  I was not...I couldn't
	do anything...always scared, y'know...
	she was...she had some boyfriends...they
	liked her y'know...but I didn't like that.
	I couldn't get over that I wasn't a man,
	but she was a woman. Y'see?  Y'see I didn't
	make her feel ok about that....I would
	say, "How many men you been with?"
	She told me, I couldn't take it...take that
	I wasn't a man....because if I hadn't had
	sex with women...like as many women as
	she had men...then I was weak...a boy....
	But I loved her...you understand?
	....well, of course, I wanted to have
	sex with her...and I did and we were
	together....we met...age twelve, but then
	again...age seventeen...something, somethin...
	I didn't let her forget that I thought she
	was a bad...a slut.....a slut I would call
	her and hit her....I hit her for what she
	did...but we married...Lily and me and we
	married...but I cheated on her...over and
	over and over again...because I wanted
	to be a man and I couldn't let her be
	a woman...a smart, free person who was
	something...my mind then, so fuckin'
	stupid, so fuckin....jesus christ, what
	would I think...did I think....?
	...for what I've done...She's my wife for
	thirty eight years...I went behind her...
	over and over...fucking asshole I am
	that I would go out and fuck and come
	home and get in her bed and say
	"I love you..."  This'z Jack's mother.
	His mother Lily...these two that I had
	and I lost .... and this is the regret that
	you make...the regret you make is the
	something that you take...blah...blah...blah...
	something, something.....
		(beat)
	Gimme a cigarettee?

Through the following Phil tries to give Earl a cigarette,
which Earl can't get to his mouth, but then mimes that he's
smoking as he starts to get more and more delusional, etc.

		EARL
	She had cancer...from her...in her
	stomach and I didn't go anywhere
	with her...and I didn't do a god thing...
	for her and to help her....shit...this
	bitch...the beautiful, beautiful bitch
	with perfect skin and child bearing
	hips and so soft...her namewasLilysee?
		(beat, fading)
	He liked her though he did, his mom,
	Frank/Jack...he took care of her and she died.
	She didn't stick with him and he thinks
	and he hates me, ok...see...I'm...that's
	then what you get?
	....are you still walkin' in that car...?

		PHIL
	What?  Say it again...walking in the car?

		EARL
	....getthat on the tv....there...

Earl starts to break down in tears, streaming out of his eyes,
his body isn't moving at all;

		EARL
	...mistakes like this are not ok...
	sometimes you make some, and ok...not
	sometimes to make other one....know
	that you should do better....I loved Lily.
	I cheated on her.  For thirty five years.
	And I have this son.  And she has cancer.
	And I'm not there.  And he's forced to take
	care of her.  He's fourteen years old to take
	care of his mother and watch her die on him.
	Little Kid.  And I'm not there.  And She Dies.
	And I Live My Life.  And I'm Not Fair.
	Thirty eight years and she has cancer and
	I'm gone...I leave...I walk out, I can't
	deal with that...who am I?  Who the fuck
	do I think I am to go and do a thing?
	Shit on that and that lovely person.
	I'll go away...I'll go away...I can't
	hold this..you gotta take this fuckin'
	pen outta my hand...you fuckin' piss, cocksucker...
	.....atke this.....

Phil mimes as if he's taking a pen from Earl's hand.

		PHIL
	I got it.

CAMERA stays with PHIL.  Hold on him as Earl continues a moment.
SLOW DOLLY IN.

		EARL
	OH FUCK...THIS FUCKIN STORY HAS FALLEN APART
	and I don't even think I can...I got no
	punchline -- we had good times later,
	the best times, the love of my life,
	I thirty eight years -- but never the respect
	and the...she knew what I did...she knew...
	all the stupid things I've done but the
	LOVE was stronger than anything you can think up.

CAMERA LANDS CU ON PHIL.  Earl's voice continues over the following:

					CUT TO:

EXT. JIMMY GATOR'S HOUSE - THAT MOMENT/EVENING

Jimmy and Mary pull up in the pouring rain.  Rose comes out and
they help him in the house.

		EARL'S VOICE
	...The attachment....I loved her so much.
	And I didn't treat her and the goddamn
	regret...THE GODDAMN REGRET...and I'll die...

					CUT TO:

INT. JIMMY GATOR'S HOUSE - THAT MOMENT/EVENING

Rose and Mary help Jimmy to the couch and get him situated.

		EARL'S VOICE
	Now I'll die and I'll tell you: what?
	The biggest regret of my life:
	I let my love go.....

					CUT TO:

INT. CLAUDIA'S APARTMENT - THAT MOMENT/EVENING

Claudia in the shower.  Claudia brushinq her hair in the mirror.
Claudia attempting to look nice.  Claudia, dressed for the date,
sits in front of the coke and looks at it;

		EARL'S VOICE
	...I ruined my love...jesus...jesus christ.
	what did I do and I had to get away...?
	something, something to do....I can't explain.
	....I love her so much....leave her there....
	and to punish...punish her....

					CUT TO:

INT. POLICE CAR - THAT MOMENT/EVENING

Jim Kurring on the radio of his squad car, reports the gun missing.
(Technical language here.)

		EARL'S VOICE
	....and the punishment for what? What?
	...nothing....and I'm so embarresed....
	so embarresed for what I've done...

					CUT TO:

INT. WASH AREA/APARTMENT BUILDING - THAT MOMENT/EVENING

Other OFFICERS assist in the search for the missing gun.  They are out
with flashlights, etc.  A severe search of the area is underway.  Jim
Kurring is clearly getting a lot of shit from the other officers, etc.

		EARL'S VOICE
	I'm seventy five years old and embarresed.
	....million years ago...my fuckin REGRET
	AND GUILT AND these things...don't
	let anyone tell you that you shouldn't
	regret anything.....don't do that...don't.....

					CUT TO:

INT. POLICE STATION/REPORT WRITING ROOM - LATER/EVENING

CAMERA pushes in on Jim Kurring, in civilian clothes now, filling
out a Loss Report.  CU's on the form.  OC voices of officers making
fun of him, etc.  CAMERA continues a bit past him, views, through
some window, MARCIE...across the way in a detaining room.

		EARL'S VOICE
	...you fuckin' regret what you want...
	...use that....use that....

					CUT TO:

INT. HOLDING ROOM - THAT MOMENT

CAMERA pushes in on Marcie.  She's crying and looking down.
She lifts her head, speaks to an UNSEEN OFFICER nearby, guarding
her cell;

		MARCIE
	I wanna confess what I've done.

					CUT TO:

INT. SCHOOL LIBRARY - THAT MOMENT/EVENING

Stanley breaks a window.  Stanley reaches in and unlocks a lock.
Stanley rummages around the dark school library.  He's soaking
wet...he accumulates a bunch of books and starts to search for
stuff....CU - Dissolve images, optical, etc. (child performers,etc)

		EARL'S VOICE
	....use that regret for you any way
	you want...you can use that ok....
	someone says not to regret or think about
	the past, something, mistakes we make.....bullshit.

					CUT TO:

INT. DONNIE SMITH'S APARTMENT - THAT MOMENT/EVENING

Donnie takes some KEYS out of a kitchen drawer and puts them
on his key chain.  Donnie places the keys on one by one....

		EARL'S VOICE
	....this is a long way to go for no
	punch...a little moral....story I say...
	Love. love. love....this fuckin' life....
	ohhhhhhh, love.....

					CUT TO:

EXT. EMPTY PARKING LOT - THAT MOMENT/EVENING/NIGHT

CAMERA holds a wide angle.  Linda's Mercedes is parked.

					CUT TO:

INT. LINDA'S CAR - THAT MOMENT/EVENING/NIGHT

Linda takes some pills.  Then she takes some more...then she takes
some more....then she swallows a whole bottle of pills...she
drinks from a small bottle of Vodka....swallows every last pill.....

		EARL'S VOICE
	...it's so fuckin' hard....and so long....
	life ain't short it's long....Life is long,
	godddmnit -- god damn....whatd I do?
	Whatd I do? ohhhh what'dIdo?

					CUT TO:

INT. FRANK'S CAR - THAT MOMENT/NIGHT

CAMERA holds CU on Frank.  He just sits.  BEAT.  THEN.

WIDER ANGLE, THAT MOMENT.
Reveal that Frank's car is sitting out front of Earl's house.

The Mexican Nurse that we saw earlier in the film, who Phil
relieved, walks past his car and up to Earl's house...

					CUT TO:

INT. EARL'S HOUSE - MOMENTS LATER/NIGHT

Phil quietly stands in the front doorway, sotto words with the
Mexican Nurse, who keeps outside.

		PHIL
	It's ok...I'm gonna stay...stay it out.

The Mexican Nurse nods, understands.  Phil turns back into the house.

					CUT TO:

INT. EARL'S HOUSE - THAT MOMENT/NIGHT

CAMERA CU on the bottle of liquid morphine.  Phil's hand comes
into FRAME and takes it....TILT up to his face.

Phil is in tears....he dips the baby dropper in the bottle.....

Earl is out of breath, painfully....Phil hesitates, then:

CU - The liquid morhphine is dropped into Earl's mouth.

					CUT TO:

INT. CLAUDIA'S APARTMENT - THAT MOMENT/NIGHT

She looks at the coke in front of her.  She hesitates.  Her stereo is
playing a song....it plays softly, then gets a bit louder....

She leans down and SNORTS the fat line of COKE.  HOLD on her....she
starts to sing along with the song....

		CLAUDIA
	"..it's not what you thought when you
	first began it...you got what you want....
	now you can hardly stand it though by now
	you know, it's not going to stop....."

The SONG continues.  The following has each of the principles
half singing along with the song, who's lead vocal will stay
constant throughout.

					CUT TO:

INT. JIM KURRING'S APARTMENT - THAT MOMENT

CAMERA PUSHES in slowly on Jim Kurring.  He sits on the bed, dressed up
and ready to go.  He starts to sing along to the song as well.

		JIM KURRING
	...it's not going to stop...it's not
	going to stop 'till you wise up..."


					CUT TO:

INT. JIMMY'S HOUSE - OFFICE - THAT MOMENT

CAMERA moves in towards Jimmy, alone, sitting in his office, singing.

		JIMMY GATOR
	"You're sure there's a cure and you
	have finally found it"

					CUT TO:

INT. DONNIE'S APARTMENT - THAT MOMENT

CAMERA pushes in on Donnie smith as he starts to sing.

		DONNIE SMITH
	"You think....one drink...will shrink
	'till you're underground and living down,
	but it's not going to stop..."

					CUT TO:

INT. EARL'S HOUSE - THAT MOMENT

CAMERA DOLLIES in on Phil, holding back his tears and singing
along to the song...as he sits over Earl....

		PHIL
	"It's not going to stop...it's not
	going to stop...."

CAMERA moves over to Earl, eyes closed, starts to sing as well...

		EARL
	"...it's not going to stop 'till
	you wise up..."

					CUT TO:

INT. EMPTY PARKING LOT - THAT MOMENT

CAMERA DOLLIES in on LINDA.  She's passed out in her car, head
pressed against the glass, but she starts to sing along....

		LINDA
	"...prepare a list of what you need
	before you sign away the deed, 'cause
	it's not going to stop..."

					CUT TO:

INT. FRANK'S CAR - PARKED - THAT MOMENT

CAMERA pushes in a bit on Frank, singing along.

		FRANK
	"...it's not going to stop...it's not
	going to stop....it's not gonna
	stop 'till you wise up, no it's not
	gonna stop..."

					CUT TO:

INT. SCHOOL LIBRARY - THAT MOMENT

CAMERA pushes in, (light coming up from the book he reads)
optical, glimpse what he reads....then pulls back from STANLEY.

		STANLEY
	"..till you wise up, no it's not
	going to stop, so just....give up."

PULL BACK.

					CUT TO:

EXT. SKY - NIGHT						 Sequence I

The rain stops.  Suddenly and quickly it's over.  Clear as a bell. HOLD.

Title card:		   Weather information,etc.

					CUT TO:

INT. CLAUDIA'S APARTMENT - STAIRWELL - NIGHT

The door opens and Claudia looks really nice.  Jim Kurring smiles
and says hello.

					CUT TO:

EXT. CLAUDIA'S APARTMENT - MOMENTS LATER

Jim Kurring opens the door for Claudia and she gets in.
He runs around and they drive off.

					CUT TO:

INT. DONNIE'S APARTMENT - THAT MOMENT

Donnie takes the KEYS and puts on big dark coat and looks
in the mirror.

		DONNIE
	You know, you know, you know. Go,go,go.

					CUT TO:

INT. DONNIE'S APARTMENT - STAIRWELL - THAT MOMENT

Donnie knocks on his neighbor's door.  A little OLD LADY opens up;

		LITTLE OLD LADY
	Donnie, oh, Donnie --

		DONNIE
	Hello, dear...I need a favor.

					CUT TO:

EXT. DONNIE'S APARTMENT - CAR PORT - THAT MOMENT

Donnie comes down and gets in the little old lady's
Buick Regal and starts it up.

					CUT TO:

EXT. EARL'S HOUSE - THAT MOMENT

Frank gets out of his car and walks up to the house.
He rings the doorbell.

					CUT TO:

INT. EARL'S HOUSE - THAT MOMENT

The DOGS go crazy barking.  Phil walks away from Earl and answers
the door.  Frank standing there.  Phil looks a bit surprised and
fumbles a moment...They stand in doorway and speak very quietly;

		PHIL
	Hello.  Frank.  Frank TJ Mackey.

		FRANK
	...are you Phil...?

		PHIL
	Yeah. I was trying to get in touch
	with you.  We got dissconnected.

		FRANK
	I got your message.  That you were
	trying to get me -- right?

		PHIL
	Yes.  I didn't know how to find you.
	Earl asked me, so I looked through
	the adress books and there was no number,
	nothing --

		FRANK
	Is Linda here?

		PHIL
	She's not here, she went out.
	I'm sorry.  This is all just so,
	I don't know what, what to do -- your
	Dad asked me to try and track you down.
	To get you and I did, I called the number --
	Do you wanna come in?

		FRANK
	Yeah let's...maybe just stand.

		PHIL
	These Dogs'll calm down -- you just
	have to come in --

He steps in the door and the dogs start to settle down a bit.

		PHIL
	He's in here.

		FRANK
	Let's just wait one minute and stay here, okay?

		PHIL
	Ok.

BEAT.  They stand in the foyer and the dogs eventually calm down
and go away.  BEAT.

		FRANK
	How long have you taken care of him?

		PHIL
	For six months.  I'm the day nurse...

		FRANK
	Uh-huh.  What's going on?

		PHIL
	He's...I'm sorry...so sorry...I've seen
	this before, you know and you don't....
	He's going very fast....Frank...um....

		FRANK
	Is he in pain?

		PHIL
	I just...he was...but I gave him,
	I just had to give him a small dose of
	liquid morphine.  He hasn't been able to
	swallow the morphine pills so we now,
	I just had to go to the liquid morphine...
	For the pain, you understand?

		FRANK
	...uh-huh...

BEAT. Silence, then:

		FRANK
	How long...you think?

		PHIL
	Um...soon tonight...I think, yes?
	Tommorrow...I mean...very soon...very...

		FRANK
	When did he go off chemo?

		PHIL
	About three weeks ago.

		FRANK
	.....have you ever seen this..I mean,
	never mind, you said --

		PHIL
	I work as a nurse, for a proffesion --

		FRANK
	Uh. huh.

		PHIL
	I'm really sorry.

		FRANK
	He's in here --?

		PHIL
	Yeah.

Phil starts to guide him, Frank holds him back.

		FRANK
	No, let's just wait one minute,
	let's just stand here one minute or so --

BEAT.  They stand.  HOLD.

		PHIL
	I've heard your tapes on the phone.

		FRANK
	Oh yeah.

		PHIL
	When they put me on hold, to
	talk to you...they play the tapes.
	I mean: I'd seen the commercials
	and heard about you, but I'd never heard
	the tapes ....

		FRANK
	Uh. huh.

		PHIL
	It's interesting.

		FRANK
	Mmm.

Long pause.  Then:

					CUT TO:

INT. LAMPLIGHTER - THAT MOMENT

CAMERA with Stanley, sitting alone in a booth with a Coke and a cookie.
He's reading a book.  BEAT, HOLD, THEN:

CAMERA pans/dollies away and booms up -- moving across the
restaraunt -- across the way, sitting in a booth by the opposite
window, out of view from Stanley;

Dixon, the little kid from earlier, sitting in a booth with a
young black male, WORM (20s) This is clearly the back figure
we've been seeing glimpses of --

ANGLE, AT THE BOOTH.
Dixon eats same pudding.  Worm mumbles to him, various jabs.
"...sit up straight..." "...world is hard..." "..little brat..."

HOLD.  Worm glances across the coffee shop -- he sees Stanley.

Worm HOLDS his look, thinks a moment.  He looks up at the
WOMAN behind the counter...she's doing a crossword puzzle.

Worm looks back to Dixon, subtle mumbles and gestures and
few moments later, Dixon stands from the booth and exits the
coffee shop.

HOLD w/WORM.  He sticks a finger down his throat, makes himself
well with tears.  He stands up OUT OF FRAME.

ANGLE, COUNTER NEAR STANLEY.
Worm sits into FRAME, near to Stanley.  Stanley glances up, they
make a quick moment of eye contact, then look away.  BEAT. HOLD.

					CUT TO:

EXT. PARKING LOT/BEHIND LAMPLIGHTER - MOMENTS LATER

CAMERA follows Dixon as he walks towards an old beat up PARKED CAR.
He stops, hesitates, looks across the way --

LINDA'S MERCEDES is parked.

He hestitates a moment, looks left and right and all around
and then he starts to walk over to the car...

AT LINDA'S CAR.  Dixon sees that she's passed out, knocks on
the window...

		DIXON
	Lady...hey Lady...Lady....you ok?
	you alive...huh...hey?

He looks around again, then gets in the passenger's side of the
car, shakes her same more.

		DIXON
	Lady.  Lady. Hey wake up.  Lady?

Dixon reaches down and takes her PURSE, takes the MONEY out of the
WALLET and then reaches for her CEL PHONE and dials 911.

		DIXON
	Hello?  Hello?  I have an emergency
	situation -- this lady -- this lady
	seems like she's dead -- hello?
	She's in the parking lot -- (etc. gives
	information regarding location. etc.)

Then he gets out, walks back across parking lot...and into the
concealed parked car he came from --

					CUT TO:

INT. JIMMY'S HOUSE - LIVING ROOM - THAT MOMENT

Jimmy and Rose.  They're on the couch.  Lights dim.  Sitting, talking.
She hands him a pill from a bottle with a drink.

		JIMMY
	I don't think I want that.

		ROSE
	It'll take the pain away.

		JIMMY
	It's not really pain.

She sets it on the coffee table.  Drinks a drink herself.

		JIMMY
	I gotta ask you for a cigarette, 'cause
	I don't wanna spend six hours tryin'
	to get it to my mouth --

She lights a cigarette, puts it in his hand and he struggles
a bit with his hand/eye coordination....beat, then;

		JIMMY
	How do we do this, then?

		ROSE
	We just do it...we do it and we figure it
	out and we do as we do, I guess...

		JIMMY
	Do you love me, Rose?

She smiles and moves closer to him.

		ROSE
	You're my handsome man.

		JIMMY
	I'm a bad person.

		ROSE
	No.  No.

		JIMMY
	No, I mean:  I'm telling you this, now.
	You see?  You see I want to make
	everything clear and clean...and
	apologize for me....for all the stupid
	things I've done....that will eat me up....

		ROSE
	You feel like you want to be forgiven
	for your sins?  Honey, you're not on
	your death bed, yet....this kinda talk's
	gonna get you in trouble --

		JIMMY
	--- don't.  don't.  Please.  Just...
	listen to me...honey....
		(beat)
	...I've done...I've cheated on you.

Rose doesn't move much.  Hold.

		JIMMY
	I've cheated on you and it kills me
	and the guilt of what I've done...I don't
	want you to think...maybe you knew,
	I think that maybe you've known...
	So I hope that I'm not saying this for
	me...for me to make myself feel better
	about what I've done...but for making
	you not feel like you're sitting there
	like a jerk...you've been the good one...
	You understand...I'm so sorry for all I've done
	wrong...and this is pathetic...what?
	"Dying man, confess the sins" something?
	Is it selfish for me to say this?  To
	say what I've done...I feel better already.
	I do...do you hate me?

Rose takes a long moment, then:

		ROSE
	...No...I don't hate you.
		(beat)
	Do you want talk...do you really
	want to talk to me and say things
	and get things figured out, Jimmy?

		JIMMY
	Yeah.

		ROSE
	The question isn't wether or not
	you cheated on me, the question is
	how many times have you cheated on me?

		JIMMY
	Will that help?

		ROSE
	Yeah.

					CUT TO:

INT. BILLINGSLEY'S - THAT MOMENT

In a secluded table in this dark steak place.  Jim Kurring and
Claudia.  CAMERA does a slow push in on a 2-shot.

		CLAUDIA
	Did you ever go out with someone
	and just....lie....question after
	question, maybe you're trying to
	make yourself look cool or better
	than you are or whatever, or smarter
	or cooler and you just -- not really
	lie, but maybe you just don't say everything --

		JIM KURRING
	Well, that's a natural thing, two people
	go out on a date, something.  They want
	to impress people, the other person...or
	they're scared maybe what they say will
	make the other person not like them --

		CLAUDIA
	So you've done it --

		JIM KURRING
	Well I don't go out very much.

		CLAUDIA
	Why not?

		JIM KURRING
	I've never found someone really that
	I think I would like to go out with.

		CLAUDIA
	And I bet you say that to all the girls --

		JIM KURRING
	No, no.

		CLAUDIA
	You wanna make a deal with me?

		JIM KURRING
	ok.

		CLAUDIA
	What I just said...y'know, people
	afraid to say things....no guts to
	say the things that they...that are real
	or something...

		JIM KURRING
	...yeah...

		CLAUDIA
	To not do that.  To not do that that
	we've maybe done -- before --

		JIM KURRING
	Let's make a deal.

		CLAUDIA
	Ok.  I'll tell you everything and
	you tell me everything and maybe
	we can get through all the piss
	and shit and lies that kill other
	people....

He laughs a bit uncomfortable...repeats her line;

		JIM KURRING
	Wow....huh..."...piss and shit..."

		CLAUDIA
	What?

		JIM KURRING
	You really use strong language.

		CLAUDIA
	I'm sorry --

		JIM KURRING
	-- no, no, it's fine. Fine.

		CLAUDIA
	I didn't mean...it's seems vulgar
	or something, I know --

		JIM KURRING
	It's fine.

		CLAUDIA
	I'm sorry.

		JIM KURRING
	...nothing.  I'm sorry...

		CLAUDIA
	No, I'm sorry.  I'm saying I'm sorry.
	I talk like a jerk sometimes --

		JIM KURRING
	-- well I'm a real...y'know, straight
	when it comes to that...curse words
	I just don't use much --

		CLAUDIA
	I'm sorry.

BEAT.

		CLAUDIA
	I'm gonna run to the bathroom for
	a minute...maybe just --

		JIM KURRING
	ok.

		CLAUDIA
	ok.

She goes.  HOLD with him for a moment.

					CUT TO:

EXT. SOLOMON and SOLOMON ELECTRONICS - THAT MOMENT

CAMERA is around back with Donnie in the Buick Regal.
He parks, gets out, looks around the empty place.

CAMERA tracks with him toWards a back loading dock area.
He puts a large HAT on his head, to cover his face.

He takes one of the KEYS from the key chain and uses it to
get in a door in back.  He enters.

					CUT TO:

INT. SOLOMON AND SOLOMON ELECTRONICS - THAT MOMENT

Donnie in a back corridor.  He walks down through some BOXES
and assorted MERCHANDISE towards another door.  He pulls his
hat down some more, moves swiftly.

He arrives at another door and does a KEY PAD CODE thing and
also uses ANOTHER KEY from the key chain.

ANOTHER BACK CORRIDOR
Donnie enters, walks towards Solomon's office and does another
Key Pad Code and Lock thing and enters --

SOLOMON'S OFFICE
Donnie enters, takes a quick beeline to behind the desk and
under the floor, under a rug he kneels down....

DONNIE'S POV
he pulls the rug back and there's a SAFE.  He does the combination
and opens it up.

IN THE SAFE.
There's five stacks of five thousand dollars for a total of
$25,000.  In addition, some jewelry and some papers, etc.

CU - DONNIE
he starts to take the money, putting into a plastic shopping bag.

					CUT TO:

INT. EARL'S HOUSE - THAT MOMENT

Frank and Phil stand in the foyer.  They're quiet a moment, then:

		FRANK
	So....Phil....um...I think I'm gonna
	step in and try and see him and say
	something if he can...talk...I mean:

		PHIL
	...ok...

		FRANK
	Can you stand...back...maybe, I mean...
	just a little bit...in the room is
	ok, but back from us a little...

		PHIL
	yeah.

Frank walks slowly into the Living Room and over to Earl's
bedside.  He's holding back his tears.  He sits.  Earl
is eyes closed, breathing a bit irregular....HOLD.

		FRANK
	...Dad...Dad...hey...Earl?

He tries to wake him a bit, but Earl is not moving.

		FRANK
	...hey...Dad...Dad can you wake up
	a minute Dad?

He turns to Phil, crying now, says:

		FRANK
	He's not waking up.

					CUT TO:

INT. JIMMY'S HOUSE - THAT MOMENT

CAMERA holds CU on Jimmy.

		ROSE
	How many times....it's ok...just say...
	Just say...

		JIMMY
	I don't even remember...many...twenty...
	maybe more...not much more...twenty times.

BEAT.

		ROSE
	I don't hate you, Jimmy.  But I have
	a couple questions that I wanna ask....

		JIMMY
	I'll answer anything.

		ROSE
	Was there anyone that I know?

		JIMMY
	Yes.

		ROSE
	Who?

		JIMMY
	Rose, I don't --

		ROSE
	hey.

		JIMMY
	Paula.  Ellen.

She laughs a bit, rolls her eyes.

		JIMMY
	That's it.

		ROSE
	No one else that I know?

		JIMMY
	No.

		ROSE
	How long with Ellen?

		JIMMY
	Just once.

		ROSE
	How long with Paula?

		JIMMY
	Two years...three years...

		ROSE
	What about now?

		JIMMY
	It's over.  I talked to her
	this morning.

		ROSE
	Is it over 'cause you're sick?

		JIMMY
	It's over becuase...for all the the
	right reasons I hope, what I said.

		ROSE
	Do you have any children with anyone?

		JIMMY
	What? No, Rose, jesus, no --

		ROSE
	Well maybe.

		JIMMY
	I don't.

		ROSE
	Do you feel better now that you've said this?

		JIMMY
	I don't know....

		ROSE
	I'm not mad.  I am, but I'm not.  Y'know?

		JIMMY
	I love you so much.

		ROSE
	I'm not through asking my questions.

Jimmy laughs a bit, smiles.

		ROSE
	Why doesn't Claudia talk to you, Jimmy?

		JIMMY
	Why, well I think we've, we both
	don't know...what do you mean?

		ROSE
	I think that you know.

		JIMMY
	Maybe...I don't...

BEAT. HOLD.

					CUT TO:

EXT. VENTURA BLVD. - THAT MOMENT

CAMERA tracks with an AMBULANCE rushing down the street.

					CUT TO:

INT. LAMPLIGHTER - THAT MOMENT

Through the window, the AMBULANCE passes in the b.g., heading
nearby...and OC we hear the siren throughout scene;

Stanley looks up at Worm, who's crying harder now, they make
another moment of eye contact.  BEAT, THEN:

		WORM
	Hi.

		STANLEY
	Hi.

		WORM
	..sorry...

		STANLEY
	It's ok.

BEAT.

		STANLEY
	Are you alright?

Worm looks up.

					CUT TO:

EXT. EMPTY PARKING LOT - THAT MOMENT

The AMBULANCE arrives at Linda's Mercedes and the PARAMEDICS
hop out, open the doors, call direction and try to speak with
her and revive, etc.  CAMERA is HAND HELD and moving frantically
with them;

		PARAMEDICS (various)
	Hello, hello, can you hear us, huh?
	Stay with us, can you hear me...etc. etc.

ANGLE, ACROSS THE PARKING LOT.
Dixon is hiding way across the way in the shadowed, hidden
parked car, watching the paramedics.  All the while he counts
the money from Linda's wallet.

					CUT TO:

INT. BILLINGSLEY'S BATHROOM - THAT MOMENT.

CAMERA with Claudia, she snorts some coke off her hand in the stall.
She takes a quick look in the mirror, walks out --

					CUT TO:

INT. BILLINGSLEY'S - THAT MOMENT

CAMERA tracks with Claudia as she walks back to the table...she
comes up from behind Jim Kurring and leans in quick...KISSES
HIM ON THE CHEEK and then quickly sits down across from him;

		CLAUDIA
	I wanted to do that.

Jim Kurring smiles, shaken a bit.

		JIM KURRING
	Well.

		CLAUDIA
	That felt good to do...to do what
	I wanted to do.

		JIM KURRING
	Yeah.

		CLAUDIA
	Can I tell you something?

		JIM KURRING
	Yeah, of course.

		CLAUDIA
	I'm really nervous that you're
	gonna hate me soon.  That you're
	gonna find stuff out about me
	and you're gonna hate me --

		JIM KURRING
	-- no, like what, what do you mean?

		CLAUDIA
	You're a police officer.  You have
	so much, so many good things and
	you seem so together...so all straight
	and put together without problems.

		JIM KURRING
	I lost my gun.

		CLAUDIA
	What?

		JIM KURRING
	I lost my gun after I left you today
	and I'm the laughing stock of a lot
	of people.  I wanted to tell you that.
	I wanted you to know...and it's on my mind
	and it makes me look like a fool and
	I feel like a fool and you asked that
	we should say things, that we should
	say what we're thinknig and not lie
	about things and I'll tell you that, this:
	that I lost my gun and I'm not a good
	cop...and I'm looked down at...and I know
	that....and I'm scared that once you
	find that out you might not like me.

		CLAUDIA
	Oh my god, Jim. Jim, that was so --

		JIM KURRING
	I'm sorry --

		CLAUDIA
	That was so great what you just said.

		JIM KURRING
	I haven't been on a date since I
	was married and that was three years
	ago....and Claudia...whatever you
	wanna tell me, whatever you think
	might scare me, won't...and I will
	listen...I will be a good listener
	to you if that's what you want...and
	you know, you know...I won't judge you....
	I can do that sometimes, I know, but
	I won't...I can...listen to you and you
	shouldn't be scared of scaring me off
	or anything that you might think I'll
	think or on and on and just say it and
	I'll listen to you....

		CLAUDIA
	You don't how fuckin' stupid I am.

		JIM KURRING
	It's ok.

		CLAUDIA
	You don't know how crazy I am.

		JIM KURRING
	It's ok.

		CLAUDIA
	I've got troubles.

		JIM KURRING
	I'll take everything at face value.
	I'll be a good listener to you.

		CLAUDIA
	Ohhhh I started this, didn't I,
	didn't I, didn't I, fuck.

		JIM KURRING
	Say what you want and you'll see --

		CLAUDIA
	Wanna kiss me, Jim?

		JIM KURRING
	Yes I do.

They lean across the table and kiss each other.  CAMERA DOLLIES
IN SUPER QUICK as their lips touch.

					CUT TO:

INT. SOLOMON AND SOLOMON ELCTRONICS - THAT MOMENT

Donnie finishes taking the money from the safe....

...Donnie walks back one of the corridors and heads through
a door...(again using the key and code)....

...Donnie enters into the warehouse area and heads for
the door to outside....

...He puts the key into the lock and opens the door....but he
takes a small stumble back and the key chain that's attached to
his belt gets stuck, causing him to fall back, down and to the
ground...with the KEY SNAPPING OFF IN THE LOCK....

..the door is about to shut on him but he stops it with his
foot....he gets up, grabs the money...leaves with the
broken key still left in the lock...

					CUT TO:

EXT. SOLOMON AND SOLOMON PARKING LOT - THAT MOMENT

Donnie gets in the Buick Regal and drives away.

					CUT TO:

EXT. EMPTY PARKING LOT/LINDA'S MERCEDES - THAT MOMENT

CAMERA (HAND HELD) is in the middle of the PARAMEDICS dealing with
Linda....they find the pill bottle...they put her on a gurney...they
search for ID, come up only with the registration for the car and some
papers in the glove box....they get her into the ambulance....

					CUT TO:

INT. LAMPLIGHTER - THAT MOMENT

Stanley finishes his cookie.  Worm, sitting across from
him starts to cry a little, very quietly.  He hides it best he can.

Stanley looks up here and there from his books.  They make another
moment of eye contact then:

		WORM
	Hi.

		STANLEY
	Hi.

		WORM
	..sorry...

		STANLEY
	It's ok.

BEAT.

		STANLEY
	Are you alright?

Worm looks up.

					CUT TO:

INT. JIMMY'S HOUSE - THAT MOMENT

Jimmy and Rose.  HOLD. THEN:

		ROSE
	...say it, Jimmy...

		JIMMY
	Do you know the answer to this?

		ROSE
	I'm asking you.  I'm asking you
	if you know why Clauida will not
	speak to you....please, Jimmy....tell me.

		JIMMY
	I think that she thinks I may
	have molested her.

Rose doesn't flinch.

		JIMMY
	She thinks terrible things that
	somehow got in her head...that I might
	have done something.  She said that
	to me last time...when it was...ten
	years ago she walked out the door,
	"You touched me wrong..." "I know that."
	Some crazy thought in her, in her head...

		ROSE
	Did you ever touch her?

		JIMMY
	...No....

HOLD. BEAT. Rose asks again;

		ROSE
	Jimmy, did you touch her?

		JIMMY
	I don't know.

Rose starts to cry a bit.  So does Jimmy.

		ROSE
	...Jimmy...

		JIMMY
	I really don't know.

		ROSE
	But you can't say....

		JIMMY
	I don't know what I've done.

		ROSE
	Yes you do....you do and you won't say.

		JIMMY
	...I don't know...

She stands up and walks to a small table and gets her car keys
and her jacket....

		JIMMY
	What...? ...no...no, please...

She stands above him.

		ROSE
	You deserve to die alone for what you've done.

		JIMMY
	I don't know what I've done.

		ROSE
	Yes you do.

		JIMMY
	Stay here, please don't leave me,
	please, please, if I said I knew
	would you stay?

		ROSE
	No.

		JIMMY
	I don't know what I've done.

		ROSE
	You should know better.

She leaves.

					CUT TO:

INT. BILLINGSLEY'S - THAT MOMENT

CAMERA CU on Claudia as she pulls back from the kiss.  HOLD.
She starts to cry....through her tears, then:

		CLAUDIA
	....now that I've met you....
	Would you object to never seeing me again?

CU. JIM

		JIM KURRING
	What?

		CLAUDIA
	Just say no.

		JIM KURRING
	I won't say, no, wait, Claudia --

ECU - The two of them. Tight, tight 2-shot. She gets up and walks out,
he follows -- grabs her arm and she whispers, forcefully:

		CLAUDIA
	Let me go, leave me, let me go, it's ok, please.

		JIM KURRING
	please, what is it, please --

		CLAUDIA
	just let me walk out, ok?

She leaves in tears.  He watches her walk.

					CUT TO:

EXT. VENTURA BLVD. - THAT MOMENT

CAMERA is travelling with the PARAMEDICS who are driving real fast.
They approach a RED LIGHT at an intersection....

....they breeze through it, but the CAMERA PANS and moves over to
Donnie's BUICK REGAL that's stopped at the intersection....

CAMERA moves into a CU of him behind the wheel.  He's paniced. HOLD.

		DONNIE
	What am I doing?  What am I doing?
	What the fuck am I doing?

Donnie looks at the large bag of money in the passenger's seat
next to him...he panics same more...

		DONNIE
	WHAT THE FUCK AM I DOING?

WIDE ANGLE, THAT MOMENT
Donnie's Buick Regal makes a u-turn and heads back the direction
it came ---

					CUT TO:

INT. EARL'S HOUSE - THAT MOMENT

Frank and Earl.  Earl opens his eyes a bit.

		FRANK
	Dad...dad it's me...it's Frank...
	It's Jack....It's Jack....Dad....

Earl can barely make it but he touches Frank....Frank holds
his Dad's hand....Phil steps up closer....

		FRANK
	I'm here.  I'm here now.  What do you want?
	Do you want anything?

		PHIL
	I don't think, he can't...

		FRANK
	...just wait...Dad...you want
	something...can you say...

		EARL
	.....fuck...fuck...fuck...

Earl is in PAIN and his hallucination make him a bit angry.

		EARL
	...thismssm....

		FRANK
	Oh, Dad.  It's ok. jesus. ok.
	it's ok...I'm here with you now, please.
	i'm sorry...it's ok. alright..ok.

					CUT TO:

EXT. VENTURA BLVD - THAT MOMENT

CAMERA with the Buick Regal.  It moves past CAMERA, which PANS
and DOLLIES over to --

THE LAMPLIGHTER COFFEE SHOP.  Looking inside, through the window
to see Stanley and Worm, sitting talking...

CAMERA GOES INSIDE THE LAMPLIGHTER COFFEE SHOP.

					 QUICK DISSOLVE TO:

INT. LAMPLIGHTER - THAT MOMENT

Worm is in tears, talking to Stanley. SLOW ZOOM IN.

		WORM
	....you have it...easy....you know?
	You have a father who loves you, huh?

		STANLEY
	Yes.

		WORM
	You know what it's like to come home
	scared, scared that maybe if you don't
	have the money you're supposed to
	go out each day and get that you're gonna
	get beaten....by a belt...he hits me
	with a belt, Stanley....
		(beat)
	I'm supposed to sell those candy bars,
	and if I don't, I come home without
	the money....

		STANLEY
	....Why does he do it...?

		WORM
	Cause he hates me....he hates me so much.

		STANLEY
	It's not right.

		WORM
	I hate it.

CU - Worm.  He hesitates...looks at Stanley and says:

		WORM
	I'm sorry to put all this on you, Stanley --

		STANLEY
	I have money.

		WORM
	...what...?

		STANLEY
	I have money to give you.

		WORM
	No.  No.  I have to do this on my own.

		STANLEY
	I can take you to get money.  I don't
	need it...I don't need it -- listen to me:
	I can let you have money so your father
	won't hit you ever again -- you'll have the
	money because I don't need it.

CAMERA pushes in a little on Worm, he looks up. 30fps.

		WORM
	Where do you have it?

CAMERA holds 2-shot, looking out the window onto the street.
We PUSH PAST THEM AND THROUGH THE WINDOW, picking up with
a YELLOW CAB as it drives by, PAN with it....

					 QUICK DISSOLVE TO:

EXT. VENTURA BLVD. - THAT MOMENT

CAMERA travels with the CAB for a moment or two...CAMERA goes
inside the CAB....

					 QUICK DISSOLVE TO:

INT. CAB - MOVING - THAT MOMENT

CAMERA is in the back with CLAUDIA.  She slouches down.  She's
still crying...she snorts some coke off her hand....

					CUT TO:

EXT. VENTURA BLVD. - THAT MOMENT

CAMERA moves with the CAB a bit....it makes a right hand turn and
the CAMERA PANS and DOLLIES away, over towards a JAGUAR stopped
at the intersection....it's making a left turn at the intersection,
going the same way as the CAB did....we push in close and land to
see ROSE behind the wheel....She's in tears....

Light turns from RED to GREEN.

					CUT TO:

INT. JIMMY'S HOUSE - THAT MOMENT

Jimmy, without a real trace of coordination walks from the
living room and into

THE KITCHEN

He moves to a drawer and removes a REVOLVER.  His hand is shaking
and his hand/eye coordination makes it very hard to grasp
hold, but he finally does....he's shaking and tearing....

					CUT TO:

EXT. BILLINGSLEY'S PARKING LOT - THAT MOMENT

CAMERA tracks with Jim Kurring to his car. He gets behind the wheel.

					CUT TO:

EXT. INTERSECTION - MOMENTS LATER

CAMERA overhead as Jim Kurring's car drives past the Magnolia/Tujunga
intersection....

					CUT TO:

INT. JIM KURRING'S CAR - MOVING - THAT MOMENT

CU - Jim Kurring driving.  HOLD.  He drives past Solomon and
Solomon Electronics.....

JIM'S POV - THAT MOMENT - MOVING
he sees the parked Buick Regal and Donnie (in shadow) get out
and head for the back door....

CU - Kurring.  He registers what he saw.

					CUT TO:

EXT. SOLOMON AND SOLOMON/LOADING DOCK AREA - THAT MOMENT

CAMERA moves with Donnie over to the back door...he reaches
down to his KEY CHAIN and sees:

The BROKEN KEY....it's snapped off the key chain....one half
remains....the other half is on the other side of the door in the
lock....

		DONNIE
	Fuck.

					CUT TO:

INT. JIM KURRING'S CAR - THAT MOMENT		   Sequence J

Jim Kurring drives a few more feet....slows down...then starts
to make a u-turn to go back to the store....

JIM'S POV - MOVING - THROUGH THE WINDHSIELD.
The car starts to turn 180 degrees......as soon as it is headed
going back the opposite direction....

........CRACK........

From the sky, out of the blue, a large GREEN FROG lands on Jim Kurring's
windhsield.

CU - Jim Kurring.  Scared shitless.

POV - Another GREEN FROG slams on the HOOD OF THE CAR.

CU - Brake.  Jim's foot SLAMS ON THE BRAKE.

					CUT TO:

EXT. MAGNOLIA BLVD. - THAT MOMENT

CAMERA holds a wide angle as Jim Kurring's CAR SLAMS AND SKIDS TO
A STOP IN THE MIDDLE OF THE EMPTY STREET.

CLOSER ANGLE, PUSH IN ON THE DRIVER'S SIDE WINDOW.
Jim is scared and sweating.....he looks up, out the driver's side
window....

JIM'S POV - LOOKING STRAIGHT UP.
It's dark and empty sky.....

....hold on him....he looks at the Frog that has landed on
the windshield....it's dead and splattered.....

SUDDENLY:

The SOUND of ANOTHER FROG FALLING FROM THE SKY AND SLAMMING
ON THE ROOF OF THE CAR.

Jim jumps.....looks up again....

....from straight out of the sky comes ANOTHER FROG falling
DIRECTLY INTO THE CAMERA....it SPLATS....

...then another and another and another.....

WIDE ANGLE.  THE STREET.

It starts to RAIN FROGS in the middle of Magnolia Blvd.

					CUT TO:

INT. CLAUDIA'S APARTMENT

CU - Claudia snorts a line of coke off her coffee table.

She comes up and INTO FRAME.  Outside the window, behind her....

...a FROG FALLS straight past.....

She hears the sound and turns around....sees nothing...

CU - Profile on Clauida....through the other window...another
FROG falls past, through the tree outside on it's way down.....

She turns her head again sees nothing....

BEAT.

Another FROG FALLS...she looks...she walks to the window....

.....A dozen FROGS FALL IN VERY QUICK SUCCESION.....

She jumps back from the window...stumbles a bit...knocks
over a lamp, which SMASHES to the floor.....her apartment
goes DARK....except for street light...more FROGS FALL and
we hear the sound and see them through the window in glimpses.....

					CUT TO:

EXT. CLAUDIA'S APARTMENT/STREET - THAT MOMENT

The FROGS are falling sort of heavy now....Rose's JAGUAR comes
through it....skids and SMASHES into a PARKED CAR....

CAMERA DOLLIES over to her....she looks up at them....they FALL
STRAIGHT INTO CAMERA AND ONTO THE HOOD, WINDSHIELD AND ROOF....

..Rose puts the Jaguar in reverse and tries to back away from the
smashed parked car.....the bumper's are stuck....

					CUT TO:

INT. EARL'S HOUSE - THAT MOMENT

The CAMERA holds on Earl and Frank.  Frank has his head buried
in Earl's bed holding his hand, crying....it's very quiet....

CU - Phil.  He's crying a bit standing off to the side.
He looks out the window's and the glass doors and sees the FROGS
come raining down.  His mouth drops and he can't speak.

Frank doesn't notice.  The FROGS fall in the backyard and into THE POOL.

		PHIL
	There are frogs falling from the sky.

					CUT TO:

EXT. WHITSETT/NORTH HOLLYWOOD MED. CENTER - THAT MOMENT

The PARAMEDICS are driving real fast down the street.....

					CUT TO:

INT. AMBULANCE - MOVING - THAT MOMENT

Linda is on life support stuff in the ambulance.  Looking past her,
we see the view of the road through the windshield -- the amubulance
driver going real fast and just about to pull into the hospital
emergency entrance....

FROGS START PELTING THE WINDSHIELD.....THE DRIVER SWERVES...

					CUT TO:

EXT. STREET/AMBULANCE - THAT MOMENT

A WIDE ANGLE where we see the FROGS falling onto the moving,
swerving Ambulance....one FROG lands so hard on top of the
red lights on the ambulance that it CRACKS....

...the FROGS in the middle of the road start to act as a
lubricant on the already wet/damp street and the Ambulance
starts to SKID SIDEWAYS....

...it FALLS ON IT'S SIDE.

					CUT TO:

INT. AMBULANCE - POV

As it falls on it's side and skids a bit....over the Frogs...

					CUT TO:

EXT. EMERGENCY ROOM ENTRANCE - THAT MOMENT

Ambulance skids right up to the emergency room entrance.

					CUT TO:

INT. JIMMY'S HOUSE - KITCHEN - THAT MOMENT

Jimmy with the Revolver to his head...he cocks it back...

						INTERCUT:

EXT. SKY/INT. HOUSE - THAT MOMENT

CAMERA above Jimmy's house, looking straight down and MOVING
towards a SKYLIGHT above the kitchen...a FROG enters FRAME,
falling straight towards this skylight --

Inside the house,
Jimmy about to pull the trigger...SOUND DROPS OUT.

The falling FROG comes STRAIGHT THROUGH THE SKYLIGHT, SMASHING
THROUGH....

...falls straight down onto Jimmy's head....the GUN GOES OFF
WILDLY.....SMASHES the TELEVISION.......

Jimmy falls to the ground....GLASS FALLS from the broken skylight....

...more FROGS continue to fall through it and into the kitchen
and around Jimmy.....

...the BULLET into TELEVISION has sparked something and the SOCKET
it's plugged into CATCHES FIRE.....

CU - INSIDE THE WALL, NEAR THE SOCKET.
Camera moves in and sees some SPARK and FLASH and FIRE started....

					CUT TO:

EXT. SOLOMON AND SOLOMON ELECTRONICS - THAT MOMENT

Donnie starts to climb up a ladder attached to the side
of the building....near the loading dock area....

					CUT TO:

EXT. STREET NEARBY - THAT MOMENT

Jim Kurring is in the middle of the Frog Rain...he puts his
car into gear and drives down the street....

....about twenty yards later and he's out of it....

...he pulls into the parking lot behind Solomon and
Solomon.....it's not raining frogs here.....

Kurring's HEADLIGHTS catch a glimpse of Donnie starting to climb...

...Donnie gets scared and FREEZES....

...Kurring is oblivious to Donnie for the moment.  He looks in
his REARVIEW MIRROR and sees the FROGS FALLING....

...Donnie looks past Kurring and now sees the FROGS FALLING
in a 50 x 50 area in the street....

...Donnie looks up...

....FROGS ARE FALLING STAIGHT AT HIM/CAMERA AND THEY KNOCK HIM DOWN
AND TO THE CEMENT.....he falls flat on his FACE...

...Jim Kurring turns his head and sees Donnie, fallen flat face
and bloody on the pavement....he gets out of his car and runs over
to Donnie, through the Frogs that rain down, and picks him/drags
him out of harm and under shelter in the LOADING DOCK AREA.

					CUT TO:

INT. CLAUDIA'S APARTMENT - THAT MOMENT

CAMERA (STEADICAM) follows ROSE as she runs up the stairs to
Claudia's place and frantically BANGS ON THE DOOR...

Inside the apartment, Claudia JUMPS and SCREAMS at the sound....

		ROSE
	HONEY, HONEY, CLAUDIA. IT'S ME.
	IT'S MOM. MOM. OPEN THE DOOR.
	OPEN YOUR DOOR HONEY.

Claudia jumps up and goes to her door in the darkness and
opens it up -- Rose comes in quick, scared shitless...they fall down
and hold onto each other, sweatin/crying/shaking....

					CUT TO:

INT. EARL'S HOUSE - THAT MOMENT

Frank lifts his head and watches the FROGS FALL outside the house.
Earl looks to Frank....he musters something...Frank notices....

All SOUND DROPS OUT except for the breathing of Frank and Earl.

		EARL
	You are not what you think you are.

Frank breaks down.

					CUT TO:

INT. LAMPLIGHTER - THAT MOMENT

Stanley and Worm.  CAMERA holds as all around...through the glass
windows...it RAINS FROGS....smashing to the ground.....hitting a couple
odd parked cars...they sit, watching, stunned...in a sort of daze.
Stanley seems almost happy.  Worm shocked, scarred;

		WORM
	What is that?

		STANLEY
	It's frogs.  It's raining frogs.

		WORM
	...fuck you mean, it's raining frogs?

		STANLEY
	It's raining frogs from the sky.

		WORM
	....what the fuck, what the fuck....

		STANLEY
	This happens....this is something that happens.

		WORM
	What the fuck is goin' on, WHAT THE
	FUCK IS GOING ON?

CU - STANLEY.  HOLD ON HIS FACE extremely tight.

In the reflection of his eye, we see the Frogs falling....
past the neon sign that reads "Fresh Coffee."

ANGLE, DIXON.  He comes running into the Lamplighter and over to Worm
and Stanley....he's scarred shitless and frantic --

		DIXON
	DADDY! DAD! DAD WHAT THE HELL IS GOIN' ON?

		WORM
	Stay quiet...stay quiet, son --

		DIXON
	LET'S GO, LET'S GO, LET'S GET HIS MONEY
	AND GO -- DID YOU GET HIS MONEY? DID
	YOU GET IT?  DID YOU GET HIS MONEY, DAD?

		WORM
	No, Son...be quiet...be quiet now...

		DIXON
	C'mon, Dad.  We gotta just GET HIS
	MONEY AND GO, LET'S GO. Let's get the money --

		WORM
	We're not gonna do that now.  We're
	not gonna do that now and that's over.

		DIXON
	BULLSHIT. BULLSHIT, DAD WE NEED
	TO GET HIS MONEY AND GO.

Dixon takes out a large POLICE ISSUED REVOLVER, AIMS at STANLEY'S FACE.

		DIXON
	GIVE US YOUR MONEY MAN.

		WORM
	Son, don't --

		DIXON
	BULLSHIT, BULLSHIT DAD WE GOTTA GET
	HIS MONEY --

		WORM
	-- no.

		DIXON
		   (to Stanley)
	GIVE US YOUR MONEY.

		WORM
	Put the gun down, please, boy.

		DIXON
	GIVE US YOUR MONEY, KID.

		WORM
	Son, please, now....

		DIXON
	DAD --

		WORM
	Please, boy, put it down and it's ok.

Dixon starts to get nervous and well with tears...he shakes a
little....

		WORM
	It's ok --

		DIXON
	We gotta get his money so we can get
	outta here -- we gotta --

		WORM
	That idea is over now.
	We're not gonna do that now.

Dixon starts crying and shaking and backing away --

		DIXON
	DADDY, FUCK, DADDY, DON'T GET MAD AT ME.
	DON'T GET MAD AT ME --
		(to Stanley)
	JUST GIMME YOUR MONEY.

		WORM
	I'm not mad, son, I will not be mad
	at you and it's ok and please put it
	down and I won't be mad and I won't --

		DIXON
	DAD.

Dixon starts to lower the gun a bit, crying and shaking....He lowers
the gun and hands it over to his Father....Dixon is sort of
flinching....the possibility that his Father may strike him...

...Stanley is frozen...Dixon is hyperventilating....

		DIXON
	I - just - thought - that - I - didn't
	want - I - didn't - I - didn't -

		WORM
	It's ok, boy.

HOLD.  Que. "Bein Green," by Kermit the Frog/Aimee

					CUT TO:

EXT. LAMPLIGHTER/VENTURA BLVD. - THAT MOMENT		 Sequence K

CAMERA holds a wide angle on the Lamplighter Coffee Shop.
Frogs falling from sky onto and around the streets....

					CUT TO:

EXT. THE SKY - THAT MOMENT

CAMERA up with the Falling Frogs....CAMERA is moving down with them...
it becomes almost musical....like Busby-Berkely-style coreography of
Frogs That Fall In The Sky...

		MUSIC/KERMIT THE FROG
	"It's not that easy bein' green...
	Having to spend each day the color
	of the leaves..."

					 CARRIES OVER CUT TO:

INT. JIMMY'S HOUSE - THAT MOMENT

It is on FIRE now....CU image of Jimmy on the floor of the kitchen
with shards of glass around him...and FROGS...a few of them
still alive and jumping around...the FIRE moving closer and closer...

					CUT TO:

EXT. SOLOMON AND SOLOMON/LOADING DOCK AREA - THAT MOMENT

Jim Kurring and Donnie underneath the shelter area.  Donnie's
MOUTH IS FULL OF BLOOD and his TEETH ARE BROKEN...

		DONNIE
	My teeff...my teeef....

		JIM KURRING
	YOU'RE OK...you're gonna be ok....

					CUT TO:

INT. CLAUDIA'S APARTMENT - THAT MOMENT

Claudia cries to her Mom.  Rose holds her and they rock back
and forth.... Claudia cries loud and over and over --

"Mommy...mommy...mom."

Rose calming her and petting her head, "It's ok."

					CUT TO:

INT. EMERGENCY ROOM - THAT MOMENT

CAMERA is with Linda and DOCTORS as they PUMP HER STOMACH.
Follow the process and get to point where it's clear that
she is going to make it, she will not die.

					CUT TO:

INT. EARL'S HOUSE - THAT MOMENT

CAMERA w/Frank and Earl and Phil.  Earl's last couple
of breaths are short and quick...short and quick...short and
quick...and then he dies.....his eyes are open.....

					CUT TO:

EXT. SKY - THAT MOMENT

CAMERA moves down straight towards the ground...towards the Magnolia
intersection with a LARGE FROG....right before it hits the pavement --

CUT TO BLACK.

Title Card Reads:		  So Now Then

- Replay Lumiere Footage from the opening of "Three Men Hung"
Green, Berry and Hill.

- Replay Delmer Darion in the tree and getting lifted out of the water.

- Replay Sydney Barringer jumping from building

		NARRATOR
	And there is the account of the hanging
	of three men....and a scuba diver and
	a suicide.....

					CUT TO:

INT. EARL'S HOUSE - DAWN

The door is opened by Phil and two MORTUARY MEN in suits
nod their heads.  Phil lets them in.

		NARRATOR
	There are stories of coincidence and
	chance and intersections and strange
	things told and which is which and who only knows...

					CUT TO:

INT. EARL'S HOUSE - LIVING ROOM - THAT MOMENT

Frank and Phil watch Earl get covered in a sheet and put on
a stretcher.  CAMERA moves around and finds the MORPHINE DOG
placed on a stretcher, covered in a sheet.

HOLD CU on PHIL and then Frank.

		NARRATOR
	...and we generally say, "Well if that was
	in movie I wouldn't believe it."

ANGLE, IN THE KITCHEN, MOMENTS LATER
Phil enters and answers the phone, "...hello...oh no...yes, yes..."
Phil looks to Frank --

					CUT TO:

INT. HOSPITAL - DAWN

CAMERA looking down the long emergency room corridor as the doors
open and Frank enters and moves to the reception desk, asks some
information --

CAMERA pans off him, and over to a room, looking through the door
jam onto Linda in bed.  Her eyes a bit open, respiratory equipment
attached to her.  A DOCTOR standing over her, calmly asking questions;

		DOCTOR
	Are you with us?  Linda?  Is it Linda?

She nods her head.  Doctor continues talk, etc.  Frank, from
behind enters FRAME and stands off nearby.  MATCH TO DIXON'S FACE
OVER CUT TO:

		NARRATOR
	Someone's so and so meet someone else's
	so and so and so on --


EXT. EMPTY PARKING LOT AREA - DAWN

CU - Dixon as he gets into the old beat up car with Worm.
Their call pulls away and drives off.  Dixon looks at Linda's Mercedes
which is still parked way across the lot -- they exit FRAME.

					CUT TO:

EXT. MAGNOLIA - DAWN

Worm's car drives down the street. LONG LENS.  ANGLE, at the car,
Dixon leans up and out the window a bit....he's got the gun wrapped
in newspaper, taking the fingerprints from the gun....he throws
the POLICE ISSUED WEAPON from the speeding car...

					CUT TO:

INT. LAMPLIGHTER - DAWN

Stanley sits in the back of a squad car....an OFFICER watching
him...probably supposed to be comforting him, but instead drinking
coffee, chating with other OFFICERS questioning the coffee shop
employees --

		NARRATOR
	And it is in the humble opinion of this
	narrator that these strange things
	happen all the time....

Stanley gets out of the car and walks away, out of sight of all
the officer's and people around...he just walks down the street....

					CUT TO:

INT. SPECTOR HOUSE - RICK'S BEDROOM - DAWN

Stanley enters Rick's bedroom.  Rick is asleep.

		STANLEY
	Dad...Dad.

Rick opens his eyes, but doesn't move.

		STANLEY
	You have to be nicer to me, Dad.

		RICK
	Go to bed.

		STANLEY
	I think that you have to be nicer to me.

		RICK
	Go to bed.

Stanley exits.

					CUT TO:

EXT. JIMMY'S HOUSE - DAWN

CAMERA with Fire Trucks and County Coroner people.  A body
bag and a stretcher carrying JIMMY'S BODY come out of the house.

		NARRATOR
	...and so it goes and so it goes and
	the book says, "We may be through with
	the past, but the past is not through with us."

					CUT TO:

INT. POLICE STATION - MARCIE

Marcie looking down at the table in front of her, tape recorder
and microphone in front of her, (and all that goes along w/full
confession/etc.)

		MARCIE
	I killed him.  I killed my husband.
	He hit my son and he hit my grandson
	and I hit him.  I hit him with the ashtray
	and he was knocked out and I killed him,
	I strangled him.  I strangled my husband
	to protect my boys.  I protected my boys.

					CUT TO:

EXT. SOLOMON AND SOLOMON - DAWN

Jim Kurring and Donnie sitting together at the loading dock.
Donnie, mouth full of blood, holding a kleenex to it, crying a bit.
Kurring listens.  HOLD.

		DONNIE
	I know that I did a thtupid thing.
	Tho-thtupid...getting brathes...I thought...
	I thought that he would love me.
	...getting brathes, for what...
	for thumthing I didn't even...i don't
	know where to put things, y'know?

Kurring holds his look, nods.  Donnie really breaks tears, looks up;

		DONNIE
	I really do hath love to give, I juth
	don't know where to put it --

CAMERA holds the 2-shot on them, BEAT, THEN:  The Police Issued
Revolver FALLS FROM THE SKY AND LANDS ABOUT fifteen feet in front
of them.  Jim Kurring and Donnie look.  HOLD. CU - Jim Kurring.

					CUT TO:

INT. SOLOMON AND SOLOMON ELECTRONICS - THAT MOMENT

Donnie and Jim Kurring walking inside the store, towards the office --

		JIM KURRING
	...these security systems can be a real joke.
	I mean, a frog falls from the sky and lands
	on the x-4 box 'round back and opens all the doors?
	Triggers a siutation?  You don't know who could
	be driving by at any moment, walk in and rob
	the place -- I was you I'd talk to your boss
	about a new security system --

		DONNIE
	....ohh-thur-I-thur-thill....

		JIM KURRING
	You guys make alotta money, huh?

					CUT TO:

INT. SOLOMON AND SOLOMON - OFFICE - MOMENT LATER

Donnie puts the money back in the floor safe. CU. DONNIE.

		JIM KURRING (OC)
	I got a buddy a mine down at the
	med. center, he'd probably do quite
	a deal on a set of dentures, you're
	interested in that.  He's in training,
	you know he's not a dentist yet, but
	he's real good at corrective oral
	surgery from what I understand...

LAND ECU. DONNIE.  He smiles a little bit.

					CUT TO:

EXT. SOLOMON AND SOLOMON - THAT MOMENT

Wide Angle, Donnie and Jim Kurring shake hands and part ways,
getting into their cars. A few words more about, "Call me up
for that guys number and he'll help you out with the teeth."

Donnie gets in his car.  CAMERA stays with Jim Kurring who walks
over to his car and gets behind the wheel.

CAMERA HOLDS ON HIM.  He does a little "Cops" talking to himself.

		JIM KURRING
	...alot of people think this is just
	a job that you go to.....take a lunch
	hour, the jobs over, something like that.
	But...it's a 24 hour deal...no two ways
	about it....and what most people don't
	see:  Just How Hard It Is To Do The Right Thing.
		(beat)
	People think if I make a judgment call
	that it's a judgment on them...but
	that's not what I do and that's not
	what should be done...I have to take
	everything and play it as it lays.
	Sometimes people need a little help.
	Sometimes people need to be forgiven
	and sometimes they need to go to jail.
	And that's a very tricky thing on my
	part...making that call...the law is the
	law and heck if I'm gonna break it...but
	you can forgive someone....?  Well, that's
	the tough part....What Do We Forgive?
	Tough part of the job.....tough part of
	walking down the street...

CAMERA stays with him and HOLDS as he puts the car into gear
and drives away....HOLD with him as he drives...he starts to
cry a little bit to himself.

					CUT TO:

INT. CLAUDIA'S APARTMENT - THAT MOMENT

CAMERA holds on Claudia.  She's sitting up in bed, covers around
her, staring into space....a SONG plays....for a very, very long
time she doesn't move until she looks up and sees someone
enter her bedroom....a FIGURE from the back enters FRAME and walks
in and sits on the edge of the bed....from the back it is clear
that it's Jim Kurring. She tears a bit and looks at him...HOLD....

She turns her eyes from him and looks INTO THE CAMERA and smiles.

					CUT TO BLACK.

END.
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