dude,

[pointless]

bagel chips are fucking good.

 

[Sonny Limatina]

bagel chips are fucking good.

Who bumped this post from 1987?

 

[pointless]

also, i really want some rye chips. that would rule.

 

[Sonny Limatina]

also, i really want some rye chips. that would rule.

I thought you quit smoking pot.

 

[pointless]

i will rape you.

 

[glynndah]

also, i really want some rye chips. that would rule.

Here. You can have mine. I bought them by mistake.

 

[Garnate]

Here. You can have mine. I bought them by mistake.

You're a whore.

 

[Morcheeba]

You're a whore.

Speaking of which, you got some pix of that loverly man LUKE ATE MY DICK to share to the rest of the forum? He's always on and on about his girl.

Here I thought his "girl" was you, Garnate.

 

[Morcheeba]

i will rape you.

You spent too much time with that pedo dude, way too much time.

You know, the guy you knew was fucking kids but got you high so you did nothing about it.

 

[Garnate]

Speaking of which, you got some pix of that loverly man LUKE ATE MY DICK to share to the rest of the forum? He's always on and on about his girl.

Here I thought his "girl" was you, Garnate.

His new girl is lovely, actually. Are you making a scrapbook? Do you want pics of him going to the bathroom? Just let me know which ones you still need.

 

[Radiohead]

Dude, online

 

[Morcheeba]

His new girl is lovely, actually. Are you making a scrapbook? Do you want pics of him going to the bathroom? Just let me know which ones you still need.

Look honey SARCASTICA, he only got my attention by telling me that he dreams about me. Then there's that whole thing about him trolling me in here but that's only for his jollies...

What, you have pix of him going pee and other junk?

What about his new girl, you got pix of her, too?

 

[Morcheeba]

Mmmmmmmmm but stop before you chap my nips

 

[Garnate]

Look honey SARCASTICA, he only got my attention by telling me that he dreams about me. Then there's that whole thing about him trolling me in here but that's only for his jollies...

What, you have pix of him going pee and other junk?

What about his new girl, you got pix of her, too?

He must really get under your skin.

Sucks to be you.

 

[Morcheeba]

He must really get under your skin.

Sucks to be you.

Who knows, maybe you are HIM AND HE IS YOU.

If so, nice romp all this time.

 

[Sonny Limatina]

Franks and beans.

 

[Morcheeba]

So if Garnate isn't still fucking the dude who puts his fake gf on a Cloud 69, who is?

See, I just fudged there, Luke and Garnate are one of the same.


She owes us all redtubes of him pissing all over her while his girlfriend watches from afar....

 

[Garnate]

Who knows, maybe you are HIM AND HE IS YOU.

If so, nice romp all this time.

I vote for this. You've always had such a sharp mind and all.

 

[Sonny Limatina]

A P O C A L Y P S E N O W



Original screenplay by John Milius.

Inspired by Joseph Conrad's "HEART OF DARKNESS".

This draft by Francis Ford Coppola.

December 3, 1975.



1 PRIMEVAL SWAMP - EARLY DAWN

It is very early in the dawn - blue light filters through
the jungle and across a foul swamp. A mist clings to the
trees. This could be the jungle of a million years ago.

Our VIEW MOVES CLOSER, through the mist, TILTING DOWN to
the tepid water. A small bubble rises to the surface;
then another. Suddenly, but quietly, a form begins to
emerge; a helmet. Water and mud pour off revealing a set
of beady eyes just above the mud. Printed on a helmet,
in a psychedelic hand, are the words: "Gook Killer."
The head emerges revealing that the tough-looking soldier
beneath has exceptionally long hair and beard; he has no
shirt on, only bandoliers of ammunition - his body is
painted in an odd camouflage pattern. He looks to the
right; he looks to the left; he looks INTO CAMERA, and
slowly sinks back into the swamp, disapperaring completely.

Our VIEW HOLDS, We begin to HEAR natural, though
unrecognizable JUNGLE SOUNDS, far off in the distance.
We PAN TO REVEAL a clump of logs half submerged in the
swamp; and part of what seems to be a Falstaff beer can
in the mud. A hand reaches out, and the beer can disappears.
As we TILT UP, we NOTICE that the log is hollow
and houses the rear of a M-60 machine gun, hand painted
in a paisley design.

Now the VIEW MOVES AWAY, ACROSS the ancient growth, PAST
the glimmer of what seems to be another soldier hiding in
ambush, wearing an exotic hat made from birds and bushes.
ACROSS to a dark trail where the legs of those in black
pajamas move silently across our ever TIGHTENING VIEW.
Their feet, boots and sandals leave no impression; make
no sound. A slight flicker of light reveals a pair of
eyes in the foliage across the path, waiting and watching.

The VIEW PUSHES ALONG WITH the Vietnamese, MOVING FASTER
AND FASTER WITH them, until suddenly, directly in front
about ten feet away, an enormous AMERICAN clad in rags
and bushes and holding a 12 gauge automatic shotgun
casually at his side, steps in front of them. He smiles
laconically, and BLASTS OUT FIVE SHOTS that rip THROUGH
US. By the second shot, the whole jungle blazes out
with AUTOMATIC FIRE.

Out VIEW TURNS as the men around us are thrown and torn,
screaming and scattering into the jungle. More AMERICANS
appear; unexplainably, out of the growth. It is now that
we fully SEE the bizarre manner in which they are dressed.
Some wear helmets, others wear strange hats made from
feathers and parts of animals. Some of them have long
savage-looking hair; other crew-cut or completely shaved;
they wear bandoliers, flak jackets, shorts and little else.
They wear Montagnard sandals or no shoes at all, and their
bodies and faces are painted in bizarre camouflage patterns.
They appear one with the jungle and mist, FIRING INTO US
as they move.

The soldier we saw earlier emerges from the swamp, dripping
mud, his MACHINE GUN BLASTING FIRE.

We begin to move quickly with one Vietnamese, breathlessly
running for his life; we MOVE INTO the jungle with him,
only to be impaled on a large spear of a smiling AMERICAN
painted and wearing feathers like an Indian. OUR VIEW
FALLS WITH him to the ground, STARING UPWARDS, as FLAME
and EXPLODING MUD scatter above us. Men scream and die
around us. The screams amid the GUNFIRE and EXPLOSIONS
are piercing and terrible, as though the jungle itself is
frightened.

An AMERICAN wearing a jungle hat with a large Peace Sign
on it, wearing war paint, bends TOWARD US, reaching down
TOWARD US with a large knife, preparing to scalp the
dead.

OUR VIEW MOVES AWAY, along with the running sandals of a
Vietnamese soldier, MOVING FASTER AND FASTER, only to be
stopped by still another of the savage-looking AMERICANS
with primitive ornamentation, wearing only a loin-cloth
and green beret. He opens his flame-thrower directly ON US
and the NVA soldier and we are incinerated in flame,
bright psychedelic orange-red flame. Outrageous, loud,
electric ROCK MUSIC OVERWHELMS the SOUNDTRACK :


MAIN TITLE : APOCALYPSE NOW


2 TITLE SEQUENCE

The CREDIT TITLES proceed as the FLANE CONSUME US,
growing more intense, brighter, more vivid, purifying;
transforming into an intense white heat that we can barely
look at, like the sun itself.

Then it EXPLODES, breking apart, and shattering once
again. It begins to cool, as the TITLES CONTINUE. It
is as though WE ARE MOVING through the white center of
cooling flame, forming a spinning web, and becoming more
distant. The TITLES CONTINUE.

We are MOVING TOWARD planetary nebulae; MOVING through the
stars; MOVING closer to the Earth. We can BARELY HEAR the
MUSIC now.

We MOVE CLOSER to the earth; beautiful, covered in clouds,
as though SEEN from a satellite. The TITLES CONTINUE.

We are MOVING CLOSER to the earth; through the soft clouds,
close enough that we can MAKE OUT the Western Hemisphere;
CLOSER to North America; CLOSER, to America, then California;
Los Angeles, STILL CLOSER to the odd, finger-like
shapes of :


3 EXT. MARINA DEL REY

The VIEW finally SETTLES ON a partically luxury cabin
cruiser harbored at a particular dock late in the day.

It is large, pleasure boat: The people are relaxing in
bathing suits and towels and robes. They are drinking
cocktails, and snapping pictures. The boat belongs to the
head of a large American Corporation, and this is his
party. This man, CHARLIE, is sitting, his shirt off to
catch some of the late sun. Others have their faces
smeared with white suntan oil that reminds us of war
paint. Charlie is going on and on :

CHARLIE
... It's crazy -- sugar is up to
200 dollars a ton -- sugar !

LAWYER
What about oil ?

CHARLIE
Food, oil --look, let me show you
something. This is the economy of
the United States in two years --

He takes a newspaper, draws a circle.

CHARLIE
(continuing)
This is West Germany.
(he draws another,
bigger circle)
This is Japan.
(another , bigger)
This is Italy.
(a dot)
This is Iran.
(a very big circle)
And this is Saudi Arabia... In
two years ?
(a gigantic circle)
Do you understand ?

ACCOUNTANT
What's to prevent it ?

CHARLIE
Maybe nothing. But I'll tell you,
I didn't build a two-billion-dollar
company in the last twenty years
by doing nothing. We can protect
our interests.
(pause, for a drink)
We are still the most powerful
nation in the world. Militarily.

He leans to his associates, in a half-whisper.

CHARLIE
(continuing)
You know bodyguard; he was a
captain in Viet Nam. You talk to
him, except he won't talk. This
kind of man can kill you with his
pinky. A nice quiet fella, though.

The VIEW BEGINS TO PULL AWAY from this group.

CHARLIE
(continuing)
Carries a attache case at all
times. You know what's in it ?
(another sip)
An Ingram Machine pistol.

Gradually, Charlie's voice softens as we MOVE AWAY, and a
NEW VOICE, the voice of someone thinking, COMES IN OVER it :

CHARLIE WILLARD (V.O.)
I don't tahe chances, and Bullshit. You can kill
neither should this country. with the ridge of your
If we're strong, we should hand to the throat; you
protect our interests, and can crush a skull with
we should have the respect your knee... but you
of the world, even if it can't kill anybody with
takes another war. your pinky.

The VIEW MOVE ALONG the guests of this small party :
Pictures being taken, some people are swimming. It is the
good life. Now WILLARD'S VOICE TRACK DOMINATES.

WILLARD (V.O.)
The attache case has been empty
for three years, but it makes him
safe to think there's a machine
pistol in it.

I don't like automatic weapons.
They jam.

I saw a friend of mine get
ripped open because he flicked his
M-16 to automatic, and it jammed.
How much money did the contractors
make on the M-16 ?

Our VIEW IS MOVING through the people on the boat; some
reading, flirting, drinking.

WILLARD (V.O.)
(continuing)
He likes to hear stories about Nam.
I tell him I can't; they're not
cleared. The truth is he wouldn't
understand.

We can now SEE A MAN with his BACK TO US, looking the
opposite way. An attache case resting near to him. We
MOVE CLOSER.

WILLARD (V.O.)
(continuing)
There's no way I can tell them...
what really happened over there.

I wouldn't've believed it if
someone'd told me.

We are now RESTING on his back. Occasionally, he sips
from a beer, but we cannot see his face.

WILLARD (V.O.)
(continuing)
There was only one part that
mattered -- for me, anyway. I
don't even know if I remember
all of it. I can't remember
how it ended, exactly -- because
when it ended I was insane.

DISSOLVE TO :

4 EXT. A STREET IN SAIGON - DAY

A Saigon boom street in late 1968. There are bars and
shops for servicemen; the rickshaws, the motorbikes.
Our VIEW MOVES TOWARD one particular officer; B.L.
WILLARD , in uniform, a Captain of the Airborne, followed
by four or five Vietnamese kids trying to shine his
shoes and sell him things.

WILLARD (V.O.)
But I know how it started
for me -- I was on R. and R.
in Saigon; my first time south
of the DMZ in three months. I
wasn't sure, but I thought this
guy was following me.

Willard looks back.


5 HIS VIEW

an American CIVILIAN.


6 MED. VIEW

Willard ducks into a bar.


7 INT. THE SAIGON BAR - DAY

Not much in this place -- a bar, linoleum flooring, a few
tables and chairs, and a juke box. The lounge is fairly
crowded. Willard takes off his cap and walks quietly
past the soldiers at the bar. Some of them, catching
sight of his ribbons, stop talking as he moves by.

An INFANTRY CAPTAIN enters the bar, buys a couple of
drinks and approaches Willard's table.

CAPTAIN
How about a drink ?

WILLARD
Sure, thanks.

He sits down at the table with the drinks.

CAPTAIN
Winning the war by yourself.

WILLARD
(he calls for the waiter)
Part.

CAPTAIN
Which part is that ?

WILLARD
My part.
(TO THE WAITER)
Beer, with ice and water.


CAPTAIN
That's good gin.

WILLARD
I'm sure it is, but I had hepatitis.

CAPTAIN
Delta ?

WILLARD
No.

CAPTAIN
North ?

WILLARD
Yeah. Way north.

CAPTAIN
What unit were you with ?

WILLARD
None.

CAPTAIN
Rangers, eh?

WILLARD
Sort of.

The JUKE BOX starts BLARING. Annoyed , Willard looks over
his shoulder.

CAPTAIN
Were you Longe Range Recon --

WILLARD
No -- I worked too far north for
LRRP.

He reaches into his shirt pocket for a cigarette, and the
Captain leans over the table to light it for him. Willard
notices the CIVILIAN on the street has glanced in the bar,
then enters and sits down at a table by the doorway.

CAPTAIN
That's quite an array of ribbons...

WILLARD
Let's talk about you.

CAPTAIN
I was an FO for the 25th.

WILLARD
Tracks ?

CAPTAIN
Yeah.

WILLARD
Fat. That's real fat.

CAPTAIN
Sometimes.

WILLARD
At least you always have enough
water. How many gallons does
each one of those damn things
carry ?

CAPTAIN
Thirty -- sometimes fifty.

WILLARD
You know, I can remember once,
getting back below the DMZ -- and
the first Americans we ran into
were a track squadron. I just
couldn't believe how much water
they had. We'd been chewing
bamboo shoots for almost a week,
and before that, for two weeks,
we'd been drinking anything --
rain water, river shit, stuff
right out of the paddies. And
there were these guys standing
by their trucks spilling water
all over. I could've killed them.
(solemnly)
I swear to God I would have, too,
if ...

CAPTAIN
I didn't know we had units up
there in North Vietnam.

WILLARD
We do.

CAPTAIN
How long were you up there ?

WILLARD
A long time.

CAPTAIN
A year ? Waiter another beer.

WILLARD
I go up on missions. Listen
Captain, buy me all the beer
you want, but you better tell
that asshole over there you're
not going to find out anymore
about me.

Willard glances over his shoulder and indicates the
Civilian. The Civilian is given a sign by the Captain.
He rises and comes over to the bar.

WILLARD
(continuing)
What do you want ?

CIVILIAN
(indicating the Army jeep)
If you're B.L. Willard, 4th Recon
Group, we'd like you to come with
us.

WILLARD
Whose orders ?

CAPTAIN
Headquarters 11 Corps -- 405th
A.S.A Battalion -- S-2 --
Com-Sec -- Intelligence --
Nha Trang.

WILLARD
Who are you ?

CIVILIAN
The agency.

Willard looks at the Civilian a moment, and then walks
roght out toward the jeep without saying another word.
The Civilian follows.


8 EXT. HELICOPTER - DUSK

A darkly painted "HUEY" ROARS over low paddies and jungle
before emerging onto an open plain. It crosses a barbed
wire and sand-bagged perimeter and lands in a heavily
fortified, concealed compound.

WILLARD (V.O.)
They took me to some place outside
Nha Trang... Intelligence Headquarters
for all operations in South East Asia.
I'd worked for Intelligence before --

Armed men jump from the Huey -- among them Willard. A
large camouflaged cover is moved, revealing an underground
corridor -- they enter.


9 FULL SHOT - UNDERGROUND PLOTTING ROOM

A door swings wide -- Willard steps through and comes to
attention, blocking the view of the room. A strange
reddish light pervades. The room is covered with plastic
maps and filled with smoke.

The whole place has been hewn out of the ground itself
and there is a sense of the cut-back jungle growth slowly
reclaiming it.

WILLARD
Captain B.L. Willard, G-4 Headquarters,
reporting as ordered, sir.

COLONEL (O.S.)
Okay, Willard, sit down.

Willard sits in a chair that is set in a center of a
bare concrete floor. Across from him, around steel desks
and tables sit several men. The nearest one, a COLONEL
puts his cigar out on the bottom of his shoe -- behind
him sits a MAJOR and a seedy-looking CIVILIAN.

COLONEL
Have you ever seen this officer
before, Captain Willard ?

He points to the Major.

WILLARD
No, sir.

COLONEL
This gentleman or myself ?

WILLARD
No, sir.

COLONEL
I believe on your last job you
executed a tax collector in Kontum,
is that right ?

WILLARD
I am not presently disposed to
discuss that, sir.

MAJOR
Very good.

He turns to the Colonel and nods his approval. The
Colonel gets up and goes to a large plastic map.

COLONEL
You know much about about Special Forces;
Green Berets, Captain ?

WILLARD
I've worked with them on occasions
and I saw the movie , sir.

The officer smiles at this.

COLONEL
Then you can appreciate Command's
concern over their -- shall we say
'erratic' methods of operation.
(pause)
I have never favored elite units,
Captain, including your paratroopers
or whatever. Just because a man
jumps out of an airplane or wears
a silly hat doesn't give him any
priviliges in my book -- not in
this man's army.

MAJOR
We didn't need 'em in Korea --
no sir, give me an Ohio farm boy
and an M-1 Garand, none of this
fancy crap -- no sir.

CIVILIAN
(stopping him)
Major.

COLONEL
We have Special Forces A
detachments all along the
Cambodian border. Two here and
another one here -- twelve or
fourteen Americans -- pretty
much on their own; they train
and motivate Montagnard natives;
pick their own operations. If
they need something, they call
for it, and get it within
reason. What we're concerned
with is here.


10 CLOSE VIEW - ON THE MAP

COLONEL
The A detachment at Nu Mung Ba.
It was originally a larger base,
built up along the river in an
old Cambodian fortress.

The area has been relatively
quiet for the past two years --
but --


11 MED VIEW

COLONEL
... Captain, we know something's
going on up there -- Major --

The Major looks at some papers in front of him.

MAJOR
Communications naturally dwindled
with the lack of V.C. activity,
this is routine, expected ... but
six months ago communication
virtually stopped.

COLONEL
About the same time -- large numbers
of Montagnards of the M'Nong descent
began leaving the area -- this in
itself is not unusual since these
people have fought with the Rhade
Tribe that lived in the area for
centuries. But what is unusual is
that we began to find Rhade refugees
too -- in the same sampans as the
M'Nongs. These people aren't afraid
of V.C. They've put up with war
for twenty years -- but something
is driving them out.

MAJOR
We communicate with the base
infrequently. What they call for
are air strikes, immediate --
always at night. And we don't
know what or who the air strikes
are called on.

WILLARD
Who ?

MAJOR
You see, no one has really gone
into this area and come back alive.

WILLARD
Why me ?

MAJOR
Walter Kurtz, Lieutenant Colonel,
Special Forces. We understand
you knew him.

He puts Kurtz' dossier in Willard's hand.

WILLARD
Yeah.

COLONEL
He's commanding the detachment
at Nu Mung Ba.

The Colonel gets up and walks over to a tape recorder,
flicks it on. The recording is first STATIC -- the
AIR CONTROLLER then asks for more information on target
coordinates -- it all sounds very routine, military.
Then a frantic VOICE comes on, talking slurred, like
someone dumb, except very fast.

VOICE (ON TAPE)
Up 2 -- 0 -- give it to me quick --
Mark flare -- affirmative damn --
Immediate receive -- hearing
automatic weapons fire man ...

GUNFIRE is HEARD and a lower, slower VOICE in background.

SECOND VOICE
Blue Delta five
This Big Rhine -- three
Need that ordinance immediately
Goddamn give it to me immediate
Christ -- Big Rhino --
Blue God -- Delta damn -- goddamn.

A heavy BURST of AUTOMATIC WEAPONS FIRE -- INSANE LAUGHTER
-- STATIC, and faintly, very faintly we HEAR HARD ROCK
MUSIC -- more STATIC -- suddenly a low, clear VOICE
peaceful and serene, almost tasting the words.

THIRD VOICE
This is Big Rhino six -- Blue Delta.

MAJOR
That's Colonel Kurtz.

KURTZ (V.O.)
I want that napalm dropped in the
trees -- spread it among the
branches.

We'll give you a flare -- an
orange one -- bright orange.
(STATIC)
We'd also like some white phosporous,
Blue Delta. White phosporous, give
it to me.

STATIC interrupts -- the Major turns the machine off.

WILLARD
I only met Kurtz once.

CIVILIAN
Would he remember you ?

WILLARD
Maybe.

COLONEL
What was your impression of him ?

Willard shrugs.

CIVILIAN
You didn't like him.

WILLARD
Anyone got a cigarette.

The Major offers him one; they wait as he lights up, thinks.

WILLARD
(continuing)
I thought he was a lame.

COLONEL
A lame ?

WILLARD
This is years ago, before he
joined Special Forces, I guess.
We had an argument.

COLONEL
About what ?

WILLARD
I don't know. He was a lame,
that's all.

COLONEL
But why ?

WILLARD
He couldn't get through a
sentence without all these
big words; about why we kill.

COLONEL
Well, he's killing now.

WILLARD
Maybe.

CIVILIAN
What does that mean ?

WILLARD
Maybe it's not Kurtz. I don't
believe he's capable of that.
I just don't believe it.

COLONEL
It's got to be Kurtz.

CIVILIAN
The point is that Kurtz or
somebody attacked a South
Vietnamese Ranger Platoon three
days ago. Last week a Recon
helicopter was lost in the area --
another took heavy damage --
direct fire from their base
camp.

WILLARD
Our Recon flight ?

CIVILIAN
Ours.

WILLARD
Touchy.

CIVILIAN
You can see, of course, the
implications, if any of this --
even rumours leaked out.

WILLARD
You want me to clean it up --
simple and quiet.

CIVILIAN
Exactly -- you'll go up the
Nung River in a Navy P.B.R. --
appear at Nu Mung Ba as if by
accident, re-establish your
acquintance with Colonel Kurtz,
find out what's happened -- and
why. Then terminate his command.

WILLARD
Terminate ?

CIVILIAN
Terminate with extreme prejudice.


12 FULL VIEW - ON THE DELTA

A waterway leading out to the ocean -- it is broken and
divided into hundreds of channels, islands, water farms.

A Navy patrol boat (P.B.R.) is waiting by a dock area.
This is small, light craft, very fast, and heavily
armed. Its men stand at attention in a small and simple
military ceremony. Willard approaches them in battle-
dress: Tiger suit, full field pack, forty-five, helmet,
M-16. The boat commander salutes Willard.


13 MED. VIEW

We hear the introductions faintly, UNDER Willard's VOICE.

WILLARD (V.O.)
I met the P.B.R. crew; they were
pretty much all kids, except for
Phillips, the Chief -- Gunner's
Mate Third Class L. Johnson --
Lance Johnson; Gunner's Mate
Third Class J. Hicks -- The Chef --
Radio Operator Second Class T.
Miller; they called him Mr. Clean.

WILLARD
Chief, try to keep out of where
we're going -- Why we're goin' and
what's gonna be the big surprise.

CHIEF
All right with me, I used to drive
a taxi.

WILLARD
Let's go.

The Chief nods. They all break formation and jump aboard
and otherwise go about their work.

The twin diesels kick up -- and t he boat moves away from
the dock. The Chef jumps aboard; Lance mans the forward
twin fifty-caliber machine guns -- they wave to the guards
on the dock and move away into the complexity that leads
to the ocean.

DISSOLVE TO :



14 FULL VIEW - STORMY SEA

The boat slams through the heavy sea ; hurtling off the
top of a wave and crashing full into the trough of another.


15 MED. SHOT - BOAT COCKPIT - WILLARD AND CHIEF

Willard holds on to whatever he can -- he looks very pale.
Water crashes over the bow and drenches everyone. The
Chief mans the wheel and the ENGINES WHINE. Lance climbs
back from his position. He looks at Willard, who just
stares ahead into space, swallowing.

DISSOLVE TO :



16 LONG SHOT - BOAT DUSK

The dusk is spectacular through the broken storm clouds --
the sea is calm again.

DISSOLVE TO :


17 VIEW ON THE BOAT - PROCEEDING UP THE COAST

The Chief is at the helm -- Willard approaches him.

CHIEF
The Delta closes off to us about
ten miles out of Hau Fat. We'll
be able to pick up some supplies --
bit I think there are only two
points we can draw enough water
to get into the Nung River. It's
all Charlie's turf from there on
out.

WILLARD
We're gonna have some help to
get in the river. You know
these waters, Chief ?

CHIEF
'Bout six months ago I took a man
up to Lo Mung Bridge. He was
regular Army too. Shot himself
in the head. I brought his body
back down.

WILLARD
Shot himself. What for ?

CHIEF
Beats me -- the sun was too much
for him, or the mud. Who knows ?

Pause, looking at Willard.


18 CLOSE SHOT - ON WILLARD

Suddenly, his attention is diverted -- there is a slow
buffeting, as if the air around them is being sucked out
and replaced quickly. The boat shakes slightly. There
is a distant ROLLING NOISE like interrupted thunder. All
the men have stopped whatever they're doing -- stand up
and look out toward the shore and the green jungle hills
beyond. The buffeting and NOISE CONTINUES -- they all
stand silently -- suddenly it stops.

WILLARD
Arch light.

CHEF
I hate that -- Every time I hear
that noise something terrible
happens.

CHIEF
Anybody see some smoke ?

CLEAN
Too far inland.

LANCE
There they are.

He points up to the sky.


19 FULL SHOT - ON THE SKY

Way up -- past any clouds and barely discernible, we SEE
the black silhouttes of four B-52 bombers, their vapor
trails streaming white against the dark blue sky.

CLEAN
Charlie don't ever hear 'em. Not
till it's too late -- don't have
to hit you neither, concussion'll
do it for a quarter mile or better.
Burst your ears -- suck the air
outta your lungs.


20 FULL SHOT - BOAT - CREW

They are looking up. Willard sits down, unconcerned.
He takes out the dossier given him by ComSec. He
flips through the letters and other documents.

WILLARD (V.O.)
The dossier on A detachment had
letters from Kurtz' wife and the
wives and families of his men.
All asking where to send future
mail, understanding the necessery
silence due to the nature of
their work -- None of the men had
written home in half a year.

Occasionally, in the b.g., we FEEL the terrifying buffeting
of the distant B-52 BOMBING.


21 CLOSE - ON WILLARD

studying, examining a report.


22 MONTAGE - PICTURES OF KURTZ

Kurtz' face evolves through the various stages of his
career as represented in the pictures in the dossier,
as Willard reads :

WILLARD (V.O.)
Lieutenant Kurtz has shown a
dedicated and well-disciplined
spirit. He is a fine officer,
combining military efficiency --
with a broad background in the
Humanities, the Arts and Sciences ...

Another picture of Kurtz in Germany, standing next to the
161st Petroleum Supply Group sign.

WILLARD (V.O.)
(continuing)
... He views his military career
as the dedication of his talents
to bringing our values and way of
life to those darker, less
fortunate areas in the world.

A SHOT of Kurtz at jump school.

WILLARD (V.O.)
(continuing)
... I feel Captain Kurtz' request
for Special Forces training is
highly unusual in regard to his
past humanitarian concerns, and
his somewhat liberal politics,
though I can see no reason to
deny it.

A CLOSE SHOT of Kurtz with Green Beret on in the Vietnam
jungle. His face is blank and vacant.

WILLARD (V.O.)
(continuing)
... We feel Major Kurtz' need to
bring a sense of Western culture
to the backward peoples of these
areas will be of use in
accordance with our 'Vietnamization'
programs ...

MOVE IN TO Kurtz' empty eyes until the photograph is just
a BLURRED MASS OF DOTS.

DISSOLVE TO :


23 EXT. HAU FAT - AN ADVANCE STAGING AREA

WILLARD (V.O.)
One day later we came to an
advanced staging area along the
coast. This was our last chance
to pick up supplies before
approaching the mouth of the
Nung River.

The VIEW OF THE COASTLINE leading up along the long load-
ing docks at Hau Fat, an advance staging area for opera-
tions "Brute Force" and "Mailed Fist."

Everywhere are tents -- oil drums -- sandbagged bunkers --
helicopters -- tanks -- guns -- men. Nobody builds
advanced staging areas like the Americans.

As the P.B.R. approaches the docking area, Lance notices
something.

LANCE
Hey.

They look as a Chris-craft speeds by pulling a fancy water-
skier who waves as he slaloms by. The men just look at
one another.


24 VIEW ON THE DOCK

The P.B.R. pulls in -- the men scan the busy surroundings.

CHIEF
Lance -- I want you to go with the
Captain an' get three extra drums
of fuel and maybe scrounge some
more 50 caliber.

LANCE
Yeah -- look at those uniforms.


25 FULL SHOT - PARADE GROUNDS - TROOPS

A platoon drills in the hot, lazy sun; they are clean and
pale, in contrast to Lance and the others, just off the
airplane.

CHIEF
Poor bastards, have a long year
to go.

The troops turn and march TOWARD US with six weeks of
Advanced Infantry Training to back them up.


26 FULL SHOT - DOCK - P.B.R. - CREW

They are tying up at the dock -- a young SERGEANT is fill-
ing cut papers concerning them and talking with Willard.

SERGEANT
I don't know anything about these
papers, sir.

WILLARD
They're in order -- it's perfectly
clean -- just check with ComSec-
Intel like I said.

SERGEANT
Well, you know I don't have the
priority to do that, sir. It
says here not to contact Com-Sec-
Int. Who's your commanding
officer ?

WILLARD
Right now -- I am.

SERGEANT
Well who the hell verifies that ?

WILLARD
I do.

He signs it quickly, leaving the Sergeant totally confused.

CHIEF
No shit -- what's all the activity
for around here ?

SERGEANT
The show --

WILLARD
What show ?

SERGEANT
Big show in the parade grounds
this noon -- some boss stuff --

WILLARD
This -- Bob Hope or the like --

SERGEANT
No sir, I think -- this'll be a
little bit different --

CHIEF
Where's it gonna be ?

He points --


27 FULL SHOT - PARADE GROUNDS - PEDESTAL

A large, well-built pedestal has been erected -- this is
surrounded by a deep moat filled with punji stakes and
garnished with concertina wire. It is empty --

DISSOLVE TO :


28 FULL SHOT - PARADE GROUNDS - TROOPS

The entire area around the pedestal and right up to the
wire is mobbed with seething American fighting men. Some
of these boys have just gotten here -- others have been in
the jungle for months. All have one thing in common, to
see and if possible grab an American girl. Their need far
surpasses that of the run-of-the-mill rapist, pervert,
or child-molester. To counter their need of course are
the moat, punji stakes and barbed wire -- but implementing
this are seven "riot control positions" equipped with the
lastest in teargas launchers, attack-trained German shep-
herds and assorted psychological warfare aides. Even so
armed, the great mass of wild men are right up to the wire.


29 FORWARD AREA

jammed in the crowd

CHEF
It's really too much -- I mean
I've collected every picture of
her since she was Miss December.

CLEAN
Yeah -- you can really get hung
up on them like the cat in the
Delta.

CHIEF
What cat ?

CLEAN
One that went up for murder -- he
was an Army Sergeant.

CHIEF
I never heard about that.

CLEAN
Yeah -- he really dug his Playboy
mag, man -- I mean like he was there
when it arrived -- He just knew.

CHEF
So what happened ?

CLEAN
He was working A.R.V.N. patrols
and had one a them little cocky
gook asshole Lieutenants -- anyhow,
the Lieutenant took his new Playboy
one day, sat on the end of the dock,
and wouldn't give it back.

CHEF
Yeah -- typical A.R.V.N.

CLEAN
Then went too far -- he sat
there and starts mutilating the
centerfold. Poking pins in her an'
all that. Sergeant says, don't do
her like that. You leave your
shitty little hands off that girl.
Gook Lieutenant says Fuck you in
Vietnamese -- Sergeant says, don't
do that again. You'll wish you
hadn't. Then he stood up, flicked
his iron to rock and roll and gave
the little zero a long burst
through the Playboy mag. Man, it
blew him clean off the dock --
Hell, just the magazine was floatin'
there all full of holes.

CHIEF
They nail him for it bad ?

CLEAN
He's in the L.B.J. -- didn't
give him no medals or nothing --

In the b.g., we begin to HEAR a SWELL of TWO THOUSAND
MALE VOICES; the ENGINES of four helicopters approaching.
All heads turn skywards while one descends onto the
pedestal kicking up a lot of dust and general resentment.
On the nose amd doors of the black Huey are painted large
Playboy rabbits. Finally the blades are trimmed and a
strange silence descends over the men. The door of the
copter slides partially open -- two young Green Berets
step out with M-16's to varied catcalls. When this
abates a young, extremelly well-dressed man emerges. He
is the epitome of a Hollywood AGENT. Hair is combed
impeccably and free of dandruff -- clothes are formal
but hip -- shoes are shined -- Quite some dude -- his
presence causes some stirring but seems to strangely
quiet the man.

He walks over to the microphone.

AGENT
I'd like to say hello from all of
us up here, to all of you out there.
All of you who've worked so hard
during Operation Brute Force --
Paratroopers -- Infantry -- Airmen
-- Medics -- Marines -- and Sailors.
And I want you to know that we feel
proud of you and know how hard your
job is. To prove it -- we've brought
some entertainment we think you're
gonna like: The Playmate of the Year
and her two runners up !

He pulls open the door and three unbelieveably beautiful
sex playmates in fringed go-go outfits leap out and start
dancing to the Creedence Clearwater Revival singing
"Suzy Q."


30 MONTAGE ON THE GIRLS AND MEN

VARIOUS SHOTS as the girls dance in an incredibly erotic
manner -- smiling.

The faces of the G.I.'s pass -- their jaws drop -- some
look almost horrified. Chef is hypnotized -- Mr. Clean
cries. Chief mouths unspoken obscenities with sentimental
tenderness.

Others grab the air in front of them. With each movement
their need increases by the square.


31 FULL SHOT - PEDESTAL - GIRLS - MEN

They crush forward starting to scream -- men fall on the
wire -- the guards in the "riot control positions" forget
-- the attack dogs are trampled. The mob as one surges
forward onto the wire. Men scream and fall into the moat,
which is filling up fast. The Agent sees this all as he
has seen it before. He casually pulls the pin of a smoke
grenade; the girls retreat into the copter -- he follows,
then the two Green Berets. The ROTARS WHINE -- the black
Playboy Huey lifts off just as the first crazed men reach
it. They grab frantically for the wheels, but miss. The
Huey wheels up into the blue sky, leaving them all below.

Such are the ways of war.

CUT TO:


32 EXT. FULL VIEW - DAY

The P.B.R. moving further up the primitive coastline.
There are few signs of civilization; no villages, no
boats -- just the overwhelming presence of the jungle.

WILLARD (V.O.)
Two days out of Hau Fat, there was
nothing but us and the coastline.
I felt like I had set off for
the center of the earth...

Suddenly, Chief looks out, ahead.

CHIEF
Smoke !

WILLARD
Where ?

They all turn. Chief points up the coast.


33 FULL SHOT - THE COASTLINE

A thick train of black smoke rises from the green jungle.

WILLARD
Black smoke ... secondary burning.

The Chief grabs field glasses.

CHIEF
Yeah -- fishing village --
helicopters over there. Hueys,
lots of 'em.

WILLARD
First Air Cavalry. They're the
ones gonna get us into the River.


34 FULL SHOT - THE BEACH AND VILLAGE

A vast field of devastation -- smashed and smoking palm
trees -- deep, ragged craters -- gutted and burning huts
-- shattered sampans and bodies washing around in the
surf.


35 MED. SHOT - BEACH - WILLARD AND CREW

They wade through the water to the beach where they are
met by a heavily armed group of men.

Overhead jets swoop by FIRING ROCKETS, the NOISE drowning
out Willard's attempt at conversation with some of the men.

We can't hear any of the talk, but we notice that the
Sergeant turns up to a particular Huey, and points to it.


36 FULL SHOT - HELICOPTERS

Three Hueys swoop in low -- they are heavily laden with
machine guns -- rockets and loudspeakers. The two out-
side copters hover, while the center copter lands, raising
a lot of dust. It cuts its rotors and the other copters
pull up and off to the side. Two armed soldiers jump
from the doors and stand with guns ready. Then a tall,
strong looking man emerges. He wears a well-cut and
neatly-stretched tiger suit. It is COLONEL WILLIAM KILGORE
-- tough looking, well-tanned, with a black mustache.

He crouches over, holding his hat in the rotor wash. It
is no ordinary hat but a L.A. Dodgers baseball hat. He
walks out, and then stards to his full immense height and
with his hands on his hips he surveys the field of battle.
His eyes are obscured by mirror-fronted sunglasses.

KILGORE
(bellowing)
Lieutenant: Bomb that tree line
back about a hundred yards -- give
me some room to breathe.

A Lieutenant and radio man nod and rush off.


37 CLOSE VIEW ON WILLARD

He was not quite prepared for this.


38 VIEW ON KILGORE

turning to his GUARDS

KILGORE
Bring me some cards.

GUARD
Sir ?

KILGORE
Body cards, you damn fool --
cards !

The soldier rushes over and hands him two brand new
packages of playing cards wrapped in plastic. Two other
soldiers get out of the copter and walk over. They are
well-tanned and carry no weapons. They seem more casual
about the Colonel than anyone else. The Sergeant walks
up, leading Willard, the Chief and Lance.

WILLARD
(formally)
Captain B-L. Willard, sir -- 4th
Recon Group -- I carry priority
papers from Com-Sec Intelligence
11 Corp -- I believe you understand
the nature of my mission.

KILGORE
(not looking up)
Yeah -- Na Trang told me to
expect you -- we'll see what we
can do. Just stay out of my way
till this is done, Captain.

He cracks the plastic wrapping sharply -- takes out the
deck of new cards and fans them. The Colonel strides
right past Willard with no further acknowledgement. The
others follow,


39 TRACKING VIEW

The Colonel walks through the shell-pocked field of
devastation. Soldiers gather around smiling; as Kilgore
comes to each V.C. corpse he drops a playing card on
it -- carefully picking out which card he uses.

KILGORE
(to himself)
Six a spades -- eight a hearts --
Isn't one worth a Jack in this
whole place.

The Colonel goes on about this business.


40 TRACKING ON KILGORE

moving through the corpses, dropping the cards.

On of the two tanned soldiers rushes up and whispers
something to him. He stops.

KILGORE
What ? Here. You sure?

The soldier points to Lance, who immediately puts down
the card he was holding. Kilgore strides over to the
young man, who almost instinctively moves closer t
Willard.

KILGORE
(continuing)
What's your name, sailor ?

LANCE
Gunner's Mate, Third Class --
L. Johnson, sir.

KILGORE
Lance Johnson? The surfer?

LANCE
That's right, sir.

Kilgore smiles -- sticks out his hand.

KILGORE
It's an honor to meet you Lance.
I've admired your nose-riding for
years -- I like your cutback, too.
I think you have the best cutback
there is.

LANCE
Thank you, sir.

KILGORE
You can cut out the sir, Lance --
I'm Bill kilgore -- I'm a goofy
foot.


41 VIEW ON WILLARD

His entire, top priority mission has been put in the
background.

KILGORE (O.S.)
This is Mike from San Diego and
Johnny from Malibu -- they're good
solid surfers -- none of us are
anywhere near your class, though.

Lance blushes, sort of mumbling thanks.

WILLARD
My orders are from Com-Sec
Intel -- B.L. Willard, 4th Recon --

KILGORE
Just hold up a second, Captain --
I'll get to you soon enough --
We've got things to do here.

Willard eats it, for now. Kilgore puts his hand on
Lance's shoulder, and continues flipping the cards in-
discriminately on the bodies as they talk.

KILGORE
(continuing)
... we do a lot of surfing around
here. Like to finish up operations
early and fly down to Vung Tau for
the evening glass. Have you ever
surfed the point at Vung Tau? I
liked the beach breaks around Na
Trang a lot -- good lefts.

He passes a twisted gun emplacement with about five
bodies -- sprinkles cards all over them.

KILGORE
(continuing)
... we keep three boards in my
Command Huey at all times. You
never can tell when you're gonna
run into something good. I got a
guy in Cam Rau Bay that can predict
a swell two days in advance. We
try to work it in.

He stops at a particularly wild-looking Viet Cong who
has died with his mouth agape -- staring wild-eyed in
horror at the sky. Kilgore pauses.

KILGORE
(continuing; to himself)
Hell, that's an Ace if I ever saw
one.

He puts the card in the gaping mouth.


42 CLOSE VIEW OVER THE VIET CONG

We SEE the Colonel and the others walk off -- the dead
Viet Cong and card are in the immediate f.g. The card
has the shield of the CAV printed bautifully, and above
it the motto: DEATH FROM ABOVE.

KILGORE
Where've you been riding, Lance?

LANCE
I haven't surfed since I got here.

KILGORE
That's terrible -- we'll change
that -- I'd like to see you work --
I've always liked your cutback;
got a hell of a left turn, too.

DISSOLVE TO :


43 EXT. THE HELICOPTER - MED. SHOT

Willard is sitting with Kilgore on acouple of chairs by
a table set up in front of the command copter.

Everywhere we SEE armed men, sandbags, barbed wire, oil
drums etc. Hueys are constantly ROARING over. ARTILLERY
BOOMS in the far distance. Kilgore looks at the map.

KILGORE
Why the hell you wanna go up
to Nu Mung Ba for?

WILLARD
I got bored in Saigon.

KILGORE
What's the furthest you been
in?

WILLARD
Haiphong.

KILGORE
Haiphong? Shit, you jump in ?

WILLARD
No. Walked.

KILGORE
What'd you do for supplies?

WILLARD
(he shrugs)
Mercenaries -- agents, traitors --
they put out caches.

KILGORE
Can you trust them?

WILLARD
No. They put out two or three
for every one I needed. When
you get to the one you'll use,
you just stake it out. If
something feels wrong, you just
pass it up. On one mission, I
had to pass up three and ended
up living on rats and chocolate
bars.

KILGORE
Nu Mung Ba. Last I heard, Walter
Kurtz commanded a Green Beret
detachment at Nu Mung Ba.

WILLARD
When did you hear?

KILGORE
'Bout a year ago? Is Kurtz
still alive?

WILLARD
Who knows.

KILGORE
Seems to me he got himself
fragged. i heard some grunt
rolled a grenade in his tent.
Maybe a rumor. Helluva man --
remarkable officer. Walter
Kurtz woulda been a General
some day. General of the Army.
Shit, Head of the Joint Chiefs
of Staff. Did you knew Kurtz?

WILLARD
I met him.

KILGORE
Don't you agree?

WILLARD
He musta changed !
(pointing to the map)
I got to get into the Nung
River, here or here.

KILGORE
That village you're pointing at
is kinda hairy.

WILLARD
Hairy ?

KILGORE
I mean it's hairy -- they got some
pretty heavy ordnance, boy --
I've lost a few recon ships in
there now and again.

WILLARD
So? I heard you had a good bunch
of killers here.

KILGORE
And I don't intend to get some of
them chewed up just to get your
tub put in the mouth of the
goddman Nung River. You say you
don't know Kurtz?

WILLARD
I met him.

KILGORE
You talk like him. I don't
mind taking casualties,
Captain, but I like to keep
my ratio ten to one in this
unit -- ten Cong to one.

WILLARD
You'll find enough Cong up there.

KILGORE
What about this point here?

He puts his finger on the map.

KILGORE
(continuing)
What's the name of that goddamn
village -- Vin Drin Dop or Lop; damn gook
names all sound the same.

He motions to one of his surfers.

KILGORE
(continuing)
Mike, you know anything about
the point at Vin Drip Drop?

MIKE
Boss left.

KILGORE
What do you mean?

MIKE
It's really long left slide,
breaks on the short side of the
point -- catches a south swell.

LANCE
Nice.

Willard looks at Lance -- then at Kilgore.

KILGORE
Why the hell didn't you tell me
about that place -- a good left.
(to Willard)
There aren't any good left slides
in this whole, shitty country.
It's all goddamn beach break.

MIKE
It's hairy ,though. That's
where we lost McDonnel -- they
shot the hell out of us. It's
Charlie's point.

KILGORE
How big it is?

MIKE
Six to eight feet.

Kilgore gazes out across the parked helicopters.

KILGORE
(to himself)
A six-foot left.

Willard nudges Lance -- who gets the idea.

LANCE
Boss. What's the wind like.

MIKE
Light off shore -- really hollow.

WILLARD
We could go in tomorrow at dawn
-- there's always off-shore wind
in the morning.

CHIEF
The draft of that river might be
too shallow on the point.

KILGORE
Hell, we'll pick your boat up and
lay it down like a baby, right
where you want it. This is the
Cav boy -- airmobile. I can
take that point and hold it as
long as I like -- and you can
get anywhere you want up that
river that suits you, Captain.
Hell, a six foot left.
(he turns to an advisor)
You take a gunship back to division
-- Mike, take Lance with you -- let
him pick out a board, and bring me
my Yater Spoon -- the eight six.

TOM
I don't know, sir -- it's -- it's --

KILGORE
(hard)
What is it?

TOM
Well, I mean it's hairy in there
-- it's Charlie's point.

Kilgore turns and looks to Willard, exasperated.

WILLARD
Charlie don't surf.


44 FULL SHOT - HELICOPTERS - DAWN

What seems like hundreds of Hueys standing, their rotors
churning a great wind -- Inside, the men of the 1st
Cavalry Airmobile -- toughest unit in Vietnam.

Kilgore's helicopter is being loaded with ammunition and
has surfboards strapped underneath.


45 MED. VIEW

Kilgore strides up to the side door, dressed for battle.
He looks out, around. He turns to his door GUNNER.

KILGORE
How do you feel, boy?

GUNNER
Like a mean motherfucker, sir.

He turns to his R.T. man.

KILGORE
Let's go.


46 FULL VIEW

Helicopter rotors build up speed -- gas turbines
belching fire from their jet pipes -- dust flying
as fifty helicopters rise; ROAR OVER CAMERA and
deploy into attack formation.


47 NEW VIEW

Helicopters moving THROUGH the FRAME: almost a dance of
dragonflies.


48 INT. COMMAND COPTER - MED. SHOT - KILGORE, WILLARD,
OTHERS

Willard looks ahead -- Kilgore sits near the door.
Below they see the jungle whisk by and they are
suddenly over the ocean, low and fast.


49 MONTAGE

CLOSE SHOTS of rocket pods -- mini-guns in bizarre
looking mounts.

CLOSE SHOTS of the three surfboards strapped below the
command helicopter, next to the fearsome weaponry.

And finally, CLOSE SHOTS of the men -- nervous, excited
very few of them really scared -- they fondle their
rifles, grenade launchers, anti-personnel grenades,
claymore mines; plastic explosives cord; flame-throwers;
M-60 machine guns; expandable rocket launchers; mortars
and bayonets.


50 INT. COMMAND COPTER

Kilgore cranes his neck and almost leans out to watch
the waves -- then he sits back relaxed.

KILGORE
(to Willard)
We'll come in low out of the rising
sun -- We'll put on the music about
a mile out.

WILLARD
Music?

KILGORE
Yeah. Classical stuff -- scares
the hell out of the slopes -- the
boys love it.


51 MED. SHOT

POV behind the PILOT and CO-PILOT -- the ocean rushes
below.

PILOT
Big Duke six to Eagle Thrust --
turn on coordinates 1-0 -- niner,
assume attack formation.

The helicopter banks into a tight turn and bears
toward the coast.

RADIO (V.O.)
Eagle Thrust formation target
2800 yards -- begin psch-war
operations.


52 CLOSE SHOT - LOUDSPEAKERS

The ocean rushes below as suddenly the LOUDSPEAKERS
BLARE out Wagner's "Ride of the Valkyries."


53 FULL SHOT - HELICOPTERS

From the water we SEE the massive grouping of Hueys -- gun-
ships -- troop carriers -- medevac and recon -- ROAR over
low in battle formation BLARING out "Ride of the Valkyries."


54 INT. HELICOPTER - MED. SHOT -CREW

POV behind pilot --

PILOT
700 -- 600 yards -- 500 --
Commence firing.

The whole copter shakes.


55 EXT. VIET CONG FISHING VILLAGE - FULL SHOT

A Vietnamese coastal fishing village built along the
beach and palm trees -- with rice paddies behind. This
village commands a delta where ocean and river merge.

Sampans are pulled into a cover where they are being
unloaded. We SEE bunkers with N.V.A. regulars ambling
about.

Suddenly we HEAR the distant MUSIC -- Everyone stops;
they stare out to see. Men scream orders -- women run
from huts bearing ammunition and rifles -- Everywhere
there is activity to prepare for the defense of the
village.

Camouflage is removed from anti-aircraft emplacements.
People feverishly unlimber weapons of all types and run
to tunnels and trenches.

The MUSIC GROWS LOUDER with the FAINT SOUND of ROTORS


56 EXT. THE HELICOPTER FORMATION - AERIAL VIEW

coming directly at us; WAGNER BLARING.


57 HIGH ANGLE

looking down through the helicopters as they approach
the village.


58 INT. HELICOPTER - MED. SHOT - CREW

POV behind pilot

PILOT
700 yards -- 600 -- 500 --
commence firing.

The whole copter shakes.


59 EXT. HELICOPTERS - MONTAGE

We SEE rockets ROAR from pods -- MACHINE GUNS RATTLE --
grenade launchers POUND away -- and MINI-GUNS pour
streams of lead and tracers with the SOUND of a DIESEL
HORN.


60 FULL SHOT - HELICOPTERS

POV behind lead gunship. They ROAR in over the beach
streaming FIRE from doors, pods and nose -- The ground
is alive with smoke and fire -- a hut EXPLODES. The
leads ship banks sharply up over the trees -- men run
below SHOOTING back.


61 MED. SHOT - ANTI-AIRCRAFT EMPLACEMENT

EXPLOSIONS crash around -- the MUSIC and SOUND of the
COPTERS almost drown them out. The gunner FIRES
frantically -- COPTERS are ROARING over -- GUNFIRE
rips around. The gunner is blown away.


62 MED. CLOSE ON WILLARD

as the ship he is in swoops down, its MACHINE GUNS
FIRING into the village.


63 MED. SHOT - SWOOPING COPTER

The Pilot leans out and SHOOTS a charging V.C. in the
head with his .38, then ducks back in.

CO-PILOT
We're down, Eagle Thrust -- we're
hit. We got a hot L.Z. here.

BULLETS RIP through the plexiglass. The Pilot FIRES
back.

CO-PILOT
(continuing)
Hell of a hot L.Z. Need immediate
air strike on the tree line, Eagle
Thrust.


64 INT. COMMAND COPTER - MED. SHOT - WILLARD, KILGORE,
OTHERS

Kilgore has R.T. equipment -- he leans out near the
door gunner.

KILGORE
Big Duke Six to Hell's Angels Four
-- bring it in on along tree line
and huts.

RADIO (V.O.)
Hell's Angels Four to Big Duke
Six -- we'll need green smoke --
suggest you have the FAC mark it.

KILGORE
Haven't got time, Hell's Angels --
lay it right up the tree line.


65 FULL SHOT - JET SQUADRON

Four F-4H Phantoms peel off and streak toward the
coast.


66 INT. COMMAND COPTER - VIEW ON WILLARD AND KILGORE

KILGORE
Fucking savages.

WILLARD
Who?

KILGORE
The enemy. Who else?


67 HELICOPTER'S POV - THE JETS

The jets streak by below laying in huge gobs of orange
napalm along the trees.

KILGORE (O.S.)
(on radio)
Very good, Hell's Angels -- suggest
you follow with cannon fire.


68 INT. COMMAND COPTER - MED. SHOT

They circle the battle.

RADIO (V.O.)
This is Baker Delta Four --
Captain hit bad -- need dust-off.
Receiving heavy automatic weapons
fire from huts about thirty yards
to our left.

KILGORE
Big Duke Six to Baker Delta Four
-- hold -- we're right over you.

He turns to door gunner.

KILGORE
(continuing)
Right along the doors, boy.

The gunner FIRES leaning out --

KILGORE
(continuing)
Fine... fine... little higher.
Through the roof; yeah, that's
good.

He leans back in.

KILGORE
(continuing)
Didn't anybody bring me any
bombs, grenades, claymores or
anything?

LIEUTENANT
You didn't tell me to, sir.

KILGORE
(grumbling)
You shoulda known.

Suddenly, BULLETS SMASH through the copter -- Plexiglass
SHATTERS; the copter vibrates and turns sharply. Kilgore
is thrown down where he hangs on.

KILGORE
(continuing)
Sonuvabitch -- anybody hurt?

WILLARD
Automatic weapons flashes along
those trees -- probably eleven
millimeter guns and AK-47's.

KILGORE
The trees, eh...

He grabs the R.T.

KILGORE
(continuing)
Eagle Thrust Four -- Big Duke
Six. Join me in sparaying some
trees.

RADIO (V.O.)
Affirmative, Big Duke Six -- We're
even got some rockets left.

KILGORE
Take her in low, Lieutenant.


69 FULL SHOT - THE TREES, HELICOPTERS

The two helicopters swoop up out of the smoke and blast
the trees with ROCKETS, MACHINE GUNS and GRENADE LAUNCHERS.

Other copters join -- The V.C. break and run through
the rice paddies in the f.g. -- BULLETS EXPLODING around
them -- they scream and fall FIRING back.


70 INT. COMMAND COPTER - MED. SHOT - KILGORE, WILLARD

Kilgore looks out as three V.C. break and run through
the rice paddies -- the helicopter turns and follows
them -- the door gunner swings out and BLASTS two of
them into the mud. He takes a bead on the third.

KILGORE
Hold it, boy.

He puts his arms across the sights -- the gunner swings
back inside.

KILGORE
(continuing)
Take her up to 300 feet,
Lieutenant.

They rise above the paddy -- the man below runs for
all he's worth. Kilgore motions to the door gunner who
steps aside. Kilgore buckles himself into the gunner's
harness.

KILGORE
(continuing)
Rifle.

A hand passes him a M-16.

KILGORE
(continuing; hard)
My rifle, soldier.

There is some fumbling and then a hand passes him a 300
Weatherby Magnum with a zebra wood stock -- mother of pearl
inlays and a variable power scope. Kilgore takes it and
opens the bolt.


71 VIEW ON WILLARD

Amazed at these proceedings.


72 VIEW ON KILGORE

as he loads the rifle with huge cartridges. He gets
into the sling and slams the bolt shut.


73 MOVING POV. ON THE V.C.

He is running hard, but starting to sink into the mud.
The Huey DRONES overhead, its huge shadow behind him
on the mud. He turns and FIRES with a pistol.


74 INT. COPTER - MED. SHOT - KILGORE, WILLARD

Kilgore leans out; pulls the gun in tight -- takes
careful aim and the Cong is BLASTED flat into the paddy.
Kilgore leans back, opens the bolt, ejecting the spent
cartridge out the door. He hands Weatherby back
into the copter.


75 VIEW ON WILLARD

The gaudy rifle passed by him.

SOLDIER (O.S.)
That's 27, sir.

WILLARD
Anyone got a card?

Somebody hands Willard the deck. He takes a card and
flips it out of the copter, never lifting his gaze from
Kilgore.

DISSOLVE TO :


76 FULL SHOT - BATTLEFIELD - THE CAV, V.C.

Americans run through the hooches FIRING and throwing
GRENADES. Helicopters swoop overhead -- JETS ROAR by
-- Uniformed N.V.A. regulars burst from a tunnel en-
trance and charge the Americans. The SHOOTING is at
point blank range -- automatic, as the V.C. are cut
down.


77 INT. COMMAND COPTER - KILGORE, WILLARD, LANCE, ETC.

Kilgore leans out carefully, looking over the battle-
field. He has the R.T.

He leans back, deliberately avoiding Willard to speak
to Lance.

KILGORE
The L.Z.'s cooling off fast --
we'll move in another company
an' then we'll own it.
(he laughs to himself)
Charlie's point.

He looks out toward the ocean.

KILGORE
(continuing)
Good swell.

LANCE
What, sir?

KILGORE
I said it's a good swell -- hell
of a good swell 'bout six feet.
Let's get a look at it.

Lance looks at Willard and then agrees.


78 FULL SHOT - COPTER, SURF

The pilots are used to this -- they bank sharply
and swoop in on the lineup of waves, coming in low
over the point and streaking down a long, lined-up
green wall as if surfing it. They tip up over and up
at the last minute as the wave breaks.

DISSOLVE TO :


79 FULL SHOT - BEACH HUTS, SOLDIERS

Americans line up blindfolded Viet Cong and N.V.A.
regular troops outside a burning hut. GUNFIRE is
DISTANT and sporadic -- an occasional MORTAR round
SCREAMS in. A soldier yells in Vietnamese in a
southern accent and the prisoners are marched away.
Other soldiers are already setting up heavy weapons
emplacements -- 50 cal machine guns etc. Three
Hueys ROAR in, fanning the smoke with their wind.
The center one, the command ship, lands. JETS SCREAM
over and the two gunships pull up at 200 feet. Another
Huey zooms in low and lands behind the Colonel's. The
doors open, guards jump out, check the situation, and
out steps Kilgore and Lance. From the other copter
are more guards, Kilgore's surfers and others of the
P.B.R. crew. Willard follows.


80 FULL SHOT - THE POINT

They stride out across the debris-strewn beach. Kilgore
stands majestically on the point watching the waves. A
SHELL SCREAMS overhead.

SOLDIER
Incoming !

They all dive, except Kilgore. He is watching a big set
-- the SHELL EXPLODES in the water about a hundred yards
away, sending up a huge geyser of spray. Kilgore is
unmoved.

KILGORE
Look at that.

They look.

LANCE
This L.Z. is still pretty hot,
sir, maybe we oughta stand
somewhere else.

Kilgore pays him no mention.

WILLARD
I'm waiting for the fucking boat,
Colonel.

KILGORE
(without looking)
It'll get here, soldier.

He turns to Mike and Johnny who have their faces in the
sand.

KILGORE
(continuing)
Change.

MIKE
Wh -- what?

KILGORE
Change -- get out there -- I
want'a see if it's ridable --
change.

MIKE
It's still pretty hairy, sir.

KILGORE
(bellowing)
You want'a surf, soldier?

He nods yes meakly.

KILGORE
(continuing)
That's good, boy, because it's
either surf or fight.

They turn and hurry off -- Kilgore grabs an M-1 from
one of the guards. They all think he's going to
shoot the surfers or someone. They move back uneasy.

KILGORE
(continuing)
I'm gonna cover for 'em -- that's
all.

He cocks thye weapon. Lance looks around uneasily. The
Colonel walks over.

KILGORE
(continuing)
You think that section on the
point is ridable, Lance?

LANCE
I think we ought to wait for
the tide to come in.

A SHELL SCREAMS OVER -- they all hit the dirt except
for Kilgore. It EXPLODES throwing sand through the
air. Kilgore leans down yelling over the NOISE.

KILGORE
Doesn't happen for six hours.

Lance looks up at him terrified, holding onto
his helmet.

KILGORE
(continuing)
The tide -- doesn't come in for
six hours.

DISSOLVE TO :


81 FULL SHOT - SURF - MIKE AND JOHNNY

They walk through shallows carrying brightly
colored boards. They look very scared. JETS SCREAM
overhead, FIRING CANNONS. Helicopters wheel by
carrying out wounded.

They wear olive drab surfing trunks with the Cav's
shield on the left leg. The same shield is emblazoned
on the boards along the word "Airmobile". They edge
into the water and paddle through the mild shorebreak.


82 FULL SHOT - THE POINT - SURFERS

They paddle up the point in the calm channel -- the
beautiful waves breaking beyond them.

83 CLOSE SHOT ON JOHNNY, MIKE

They paddle on their stomachs, keeping low -- breathing
hard and constantly looking around scared out of their
minds.


84 MED. SHOT - KILGORE AND LANCE

Kilgore looks at them with his field glasses. Lance
kind of sits below taking cover in a shell hole.

KILGORE
They far enough?

LANCE
Sure -- fine --

Kilgore turns and takes a giant electric megaphone from
a waiting lackey.

KILGORE
(through megaphone)
That's far enough -- pick one
up and come on in --


85 FULL SHOT - THE POINT, SURFERS

They line themselves up on the point. A good set is
building. Mike turns strokes into it -- takes off
-- drops to the bottom and turns -- trims up into a
tight section -- everything right except he keeps looking
around frantically.


86 CLOSE SHOT ON LANCE AND KILGORE

Another SHELL SCREAMS over and EXPLODES down the beach.
Lance looks over at Willard.

LANCE
(to himself)
Maybe he'll get tubed.

WILLARD
What?

LANCE
Maybe he'll get inside the tube --
where -- where they can't see him.

A SERIES of SHELLS ROAR in.

WILLARD
Incoming !

Lance ducks -- puts his hands over his head. The SHELLS
SCREAM over Kilgore and out towards the point. Kilgore
looks through his glasses -- two EXPLOSIONS in the water
are HEARD.

KILGORE
Son of a bitch.

Lance looks up and out toward the point in horror.


87 FULL SHOT - THE POINT

Two surfboards float in the channel bobbing up and down
on the waves.


88 MED. SHOT - LANCE AND KILGORE

LANCE
(to himself)
The tragedy of this war is a
dead surfer.

Willard looks over, beginning to think Lance is crazy,
too.

WILLARD
What's that?

LANCE
Just something I read in the
Free Press.

KILGORE
They just missed a good set --
the chicken shits !

Lance looks up.


89 FULL SHOT - THE POINT , SURFERS

They come up near their boards and climb on -- smoke
hangs over the water.

KILGORE (O.S.)
(megaphone)
Try it again, you little bastards.


90 BACK TO SCENE

He turns to Willard.

KILGORE
(continuing)
I´m not afraid to surf this place.
I'll surf this place.


91 CLOSE SHOT ON KILGORE

He turns, glowering to his lackeys.

KILGORE
Bring that R.T., soldier.

He grabs it.

KILGORE
(continuing)
Big Duke Six to Hell's Angels --
Goddamit, I want that treeline
bombed -- yeah -- napalm --
gimme some napalm -- son of a
bitch -- yeah, I'll take H.Z.
or C.B.U.'s if you got any of
them -- just bomb 'em into the
Stone Age, boy.

He throws the R.T. back to a soldier -- another SALVO
WHISTLES over -- everyone drops.

KILGORE
(continuing; to himself)
Son of a bitch.

As the SHELLS EXPLODES on the beach behind him, KIlgore
raises his M-16 and EMPTIES it full automatic in the
general direction of the trees. He mumbles a few un-
intelligible swear words and jams a new clip into his
rifle turning to Lance --

KILGORE
(continuing)
We'll have this place cleaned up
and ready for us in a jiffy, boy.
Don't you worry.

He FIRES another clip as the JETS SCREAM overhead.



92 FULL SHOT - RIVER - COPTERS

A sky-crane without pod descends slowly toward us --
The P.B.R. hangs below it.

The Chief, mr. Clean and Chef stand watching this sight
alomg with other soldiers. A man guides the descending
copter till the boat settles carefully in the shallows.
The Chief and others leap aboard; unshackle the hoists
-- load on ammunition and fuel. The battle is still
going on around them. They all look up as a wadge
of PHANTOMS streak over low and peel off one by one to
begin their bombing run.


93 FULL SHOT - PHANTOMS - MONTAGE

Phantoms RAKE the trees with 20 mm CANNONS -- FIRE five
inch ROCKETS in salvo -- "Bull Pup" MISSILES -- drop
H.E. (high explosives) and C.B.U's (Cluster Bomb Units)
and finally an immense amount of NAPALM.


94 FULL SHOT ON THE P.B.R.

The Chief is at the helm --the engine starts; Clean
and Chef work feverishly, ducking for cover every-so-
often when an EXPLOSION hits nearby. The boat begins
to back out of the shallows. The EXPLOSIONS of NAPALM
are reflected on their faces; the ROAR of the FIRE drowns
out almost everything.

CHIEF
Forget that extra drum -- it's
too damn hot.

CLEAN
Clear on starboard -- Where's
Lance an' the Captain?

CHIEF
I saw that Colonel's Huey on the
point --

Two HELICOPTERS SCREAM over FIRING ROCKETS.

CHIEF
(continuing)
Let's just get outta here.


95 FULL SHOT - THE POINT - KILGORE, WILLARD , LANCE,
OTHERS

Kilgore watches the waves with his field glasses --
smoke drifts over.

Lance crouches below. Willard is up looking off in another
direction. SHELLS SCREAM over, but even their noise is
drowned out by the fierce SHRIEK of the PHANTOMS and the
deafening BLAST of HIGH EXPLOSIVES. Willard stares at the
tree line where it comes down to the river. The JETS are
making a hell of the tree line; a hell of fire and bust-
ling steam thet nothing could live in. Willard's glance
goes further downriver through the black smoke and there
merging in the river -- small and vulnerable, is his boat.

WILLARD
(to Lance)
Look. There it is; the boat.

Lance looks over -- a tremendous relief on his face. But
still there remains the threat of Kilgore, standing stark
against the sky. Willard silently motions Lance toward
the boat.

LANCE
(whispers)
He'll kill us.

WILLARD
He can't kill us.
(realizing as he says it)
We're on his side.

Kilgore FIRES another clip at the tree line, and then
strides back without looking at them.

KILGORE
(almost to himself)
You smell that.
(louder)
You smell that?

LANCE
What?

KILGORE
Napalm, boy -- nothing else in
the world smells like that --

They reflect the glow from the burning trees.

KILGORE
(continuing; nostalgically)
I love the smell of napalm in
the morning.

One time we had a hill bombed
for 12 hours. I walked up it
when it was all over; we didn't
find one of 'em ... not one
stinking gook body. They
slipped out in the night -- but
the smell -- that gasoline smell
-- the whole hill -- it smelled
like ...
(pause)
victory...

He looks off nostalgically.

WILLARD
You know, some day this war's
gonna end..

KILGORE
(sadly)
Yes, I know.

Suddenly he senses something -- he stops -- lifts his
hand -- then frantically licks his fingers and puts
them up in the air.

KILGORE
(continuing)
The wind --

LANCE
What?

Sure enough there is a rushing breeze that increases.

KILGORE
(rising maniacally)
Feel it -- it's the wind -- it's
blowing on shore -- It's on shore !

He leans down and practically grabs Lance.

KILGORE
(continuing; screaming)
It's gonna blow this place out.
It's gonna ruin it ...

WILLARD
The kid can't ride sloppy waves.

They turn and stare out to sea.


96 FULL SHOT - THE POINT - SURFERS

The wind has changed. Instead of blowing spray back
over the waves and hollowing them out, this strange
wind is causing white caps and cross chop.. reducing
the swell to slop. Mike and Johnny lay low on their
boards, overjoyed.

WILLARD (O.S.)
The kid can't stand sloppy waves.


97 MED. SHOT - THE BEACH - LANCE, KILGORE, WILLARD

WILLARD
You don't expect this kid to
ride that crap, do you? He's
a goddamn artist, he needs
something to work with...

Slapping Lance on the shoulder.

LANCE
Yeah, I'm an artist, goddamit !

KILGORE
(apologetically)
Yeah -- yeah, I can understand
how you feel.

He turns toward the trees.

KILGORE
(continuing)
It's the napalm -- it's causing
the wind -- ruining my perfect
left.

He staggers off toward the trees followed by his
guards and other lackeys.

KILGORE
(continuing; mumbling)
The napalm -- ruin -- napalm
my perfect left -- my perfect
left point break -- napalm --

Lance motions with his eyes to Willard.


98 FULL SHOT ON THE P.B.R.

The P.B.R. along the river shallows -- The Chief and
crew waiting and yelling.


99 MED. VIEW ON WILLARD AND LANCE

WILLARD
Are you finished surfing?

LANCE
Yeah... thanks.

WILLARD
Want to say goodbye to the
Colonel?

LANCE
Nah.

WILLARD
Then let's get the hell out of
here.

They break and run like hell toward the boat in the
distance. OUR VIEW TRACKS with them. They are
cheered by the crew -- suddenly, Willard sees some-
thing and stops... Lance continuing. In a pile of
equipment that the Hueys have left are two surfboards
-- Willard looks at them.

LANCE
No -- no, Captain.

WILLARD
Which one's the Colonel's?

LANCE
The Yater -- the clear one
with the thin stringer.

Willard glances over to it with determination. There
is still MORTAR FIRE coming in between him and the
board. Suddenly, Willard makes a run for it.

CHIEF (O.S.)
Incoming ! Incoming -- son of
a bitch.

The ROUNDS bracket the P.B.R. and line up the beach
toward Willard. He stands there and doesn't move, the
surfboard under his arm. The shells kick up sand.
Lance has dropped. Fragments whistle by, one rips
a chunk of foam and fibreglass from the rain of the
board.

WILLARD
(calm)
This one , Lance?

LANCE
Yeah, Jesus Christ !

Once again, Willard takes off fast as hell with the
board under his arm. Lance follows toward the boat,
through the water. Willard hands the board up to Mr.
Clean, and they both scamper abroad, exhausted and
relieved.

CLEAN
What'd you that for?

WILLARD
When I was a kid I, never had
a Yater spoon.

Mr. Clean stuffs the board in the stern 50 Cal. mount.
The boat turns -- ENGINES RUNNING HARD and ROARS OFF
toward the deeper water of the river -- the board
clearly visible on the stern.

DISSOLVE TO :


100 FULL SHOT ON THE RIVER - P.B.R

The P.B.R. ROARS BY going down the river at full speed.
It is swerving and zig-zagging to avoid potential enemy
fire.


101 MED. SHOT ON THE CREW

They all are in full battle positions -- their twin
fifty Cal. guns turning; warily covering the jungled
banks. The Chief is at helm -- Willard crouches
against some armor plate, huddled with his M-16 ready.
Chef is behind him at the radio. Lance leans back
from his forward turret.

LANCE
(yelling)
Maybe we better stay in under
the trees till dark -- we got
his Yater.

WILLARD
He didn't look like he'd take
that sitting down.

They all look up into the sky -- expecting the worst.

WILLARD
(continuing)
Let's put some distance between
us and Charlie.

The Chief nods.

CHIEF
Lance ---

LANCE
Yeah.

CHIEF
Why don't you roll us a big
joint? I think the Captain'd
like that.

They all look at Willard uneasily. After a suspensful
pause, Willard smiles:

WILLARD
Take one a mine --

He fishes into his breast pocket -- pulls out a huge
cigar-sized joint. They all smile -- Willard lights
up.

DISSOLVE TO :


102 FULL SHOT - THE P.B.R.

It zig-zags away from us down the river at high speed.

DISSOLVE TO :


103 FULL SHOT - THE TREES, BOAT, CREW - NIGHT

The boat is hidden under some trees along the river
bank. The men wait tensely listening --

LANCE
You hear it again?

WILLARD
No -- I don't think so. But
it'll be back. They were
circling. It'll be back.

LANCE
You think he'd of shot us?

WILLARD
When?

LANCE
Any time -- us -- Americans.

Lance looks over at Willard.

WILLARD
I don't think he´d of shot us on
the beach but -- he'd of shot us
if he saw me taking the board --

LANCE
A Yater spoon is hard to get --
especially here.

WILLARD
He's a man who knows what he
wants -- he does know what he wants.

CHEF
Can I go get those mangos now?

CHIEF
I'll go with you in a while --
judt hold tight awhile --

LANCE
Captain -- that was all true
about the rats and chocolate
and stuff?

WILLARD
Sure.

LANCE
And you could just tell when
the supplies were booby trapped?

WILLARD
It's a feeling you get in the
jungle. When you get good, you
can find a track and tell not
only how many they are, but
their morale, how far they're
going, whether they're near
their camp, the weapons they're
carrying.

CLEAN
How can you tell their weapons..
an' how far they're going?

Willard smiles.

WILLARD
Mostly from the imprints when they
put them down to rest. their morale
from the way they drag their feet,
or the joints that may be lying
around. If they're near a base
camp, they wouldn't be conserving
food; they'll be throwing it away
half-eaten. If the branches aren't
broken, their weapons are slung.
But all this is just technique..
There's a feeling you get after a
while, that's what's important.
I was going through a village once.
I was looking for a certain party.
I took off my boots, and walked
into each hut. It was midnight.
I went into three like that and
suddenly I realized I´d gone into
each hut the same way -- standing
up -- so the next one I went in on
my belly. An RPD burst took out
the door a bit above my head.
(he shrugs)
Things like that.

A pause, and then suddenly his attention is diverted --
They all are silent -- It is pitch dark -- we HEAR the
distant SOUND of ROTOR-BLADES and indistinguishable
language on a loudspeaker -- The talk stops -- the
ROTORS grow LOUDER until almost overhead.

KILGORE (V.O.)
(over a loudspeaker)
I'm not gonna hurt or harm you,
boy -- I just want the board
back -- You can understand --
It was one of my best -- You
know how hard it is to get a
board you like, boy. I'm not
gonna hurt or harm you --
Just leave it where I can find
it --

The HELICOPTER DRONES on into the night -- the same
speech starts again further off -- Finally the noise
ceases.

CLEAN
Jesus -- that guy's too damn
much.

CHIEF
I wonder if that was the same
copter.

WILLARD
He's probably got 'em all over
the river with that recording.
We better move now while it's
dark.

Chef steps forward with a plastic basket.

CHIEF
Yeah, Chef -- go ahead -- take
Lance with you --

WILLARD
I'll go with him --

They all look at him.

WILLARD
(continuing)
I wanta get my feet on solid land
once in awhile --

He grabs an M-16 and follows Chef over the side.


104 MED. SHOT - THE JUNGLE - CHEF, WILLARD - NIGHT

They cautiously walk through the underbrush.

WILLARD
Chef.

CHEF
Yes, sir --

WILLARD
Why they call you that?

CHEF
Call me what, sir?

WILLARD
Chef -- is that 'cause you like
mangoes an' stuff?

CHEF
No, sir -- I'm a real chef, sir
-- I'm a sauciere --

WILLARD
A sauciere --

CHEF
That's right, sir -- I come from
New Orleans -- I was raised to
be a sauciere.. a great sauciere.
We specialize in sauces; my whole
family. It's what we do. I was
supposed to go to Paris and study
at the Escoffier School; I was
saving the money. They called
me for my physical so I figured
the Navy had better food.

WILLARD
What are you doing out here?

CHEF
Cook school -- that did it.

WILLARD
How?

CHEF
They lined us all up in front of
a hundred yards of prime rib --
magnificent meat, beautifully
marbled.. Then they started
throwing it in these big
cauldrons, all of it -- boiling.
I looked in, an' it was turning
gray. I couldn't stand it. I
went into radio school.

They move into a slight clearing.

WILLARD
(whispering)
-- quiet --

Chef crouches close -- redies his M-16. Willard ges-
tures that he heard something; he points.


105 MED. SHOT - DIFFERENT ANGLE

PAN SLOWLY over jungle -- END REVEALING Willard and Chef.

WILLARD
(silent)
There...

He points -- motions Chef to move away -- they cover
the spot. A few yards from them they hear something
move. It is obviously no small jungle creature. They
walk toward a patch of black elephant grass; their guns
at the ready. They look at each other. Willard is
cold, methodical, doing something he knows well. There
is a noise again -- some of the growth rustles. He
and Chef move a distance apart, and join in stalking
the probable V.C. Willard directs the Chef with hand
gestures, and bird and cricket sounds. They move
stealthily, closing the apex of their triangle on the
hunted. The two men drop low into the elephant grass,
and remain motionless. Then Willard makes the cricket
noise, and they move closer. Willard's left hand edges
out along the M-16's far end, so that he only has to
point the finger of that hand and he will hit what he
wants. He makes another command and they rush the
trapped enemy.


106 MED. SHOT - THE ELEPHANT GRASS - WILLARD AND CHEF

Suddenly there is a RUSHING SOUND -- The grass folds
down quickly toward them -- willard plants his feet and
from the hip lets go FULL AUTOMATIC. The Chef retreats
FIRING short BURSTS into the grass -- the grass folds
almost to Willard -- then a huge tiger leaps out at
them; snarling magnificently. They FIRE wildly,
emptying their clips.

CHEF
It's a motherfucking tiger --
goddamn...

He turns and bolts through the jungle, as scared as a
man can be.

CHEF
(continuing; screaming)
Goddamn -- Jesus Christ tiger --
motherfucking tiger -- ohhhhhhhhh --

Willard jams another clip in his gun and backs out of
the clearing, covering the bushes and runs, scared
out of his head as well.


107 FULL SHOT - THE BOAT - THE CREW

They all are armed -- Lance has the twin 50's pointed into
the jungle. Chef comes screaming out of the brush, throws
his rifle into the boat and dives headfirst after it.

CHEF
(hysterical)
Ohhhh -- tiger ! Oh goddamn !
It's a tiger ! Jesus Christ !
Goddamn, a tiger ! Ohhhhhhhh.

The Chief tries to grab him; takes his gun away, but is
unable to take a hold of the Chef, as he slithers around
the boat, trying to find safety. willard follows from the
jungle -- The Chef is moaning and stares off into the night.

LANCE
What's this tiger shit?

WILLARD
No shit... I think I shot the
hell out of him.

LANCE
You think?

WILLARD
I wasn´t looking.. I was running.

CLEAN
Was a big tiger -- no shit?

WILLARD
Who stopped to measure him -- let's
get the hell out of here.

CHEF
A motherfucking tiger -- I could've
been killed.

The ENGINE ROARS to life -- the P.B.R. pulls away with great
speed.

CHIEF
You forgot the mangoes, didn't
you?

CHEF
Mangoes? There as a fucking
tiger in the woods -- I could've
been eaten alive. I'm never
going into that jungle again.
I gotta remember never get out of
the boat; never get outta the boat.

They move off; swallowed by the darkness. The JUNGLE
NOISES remain, as OUR VIEW BEGINS a MOVE INTO the jungle.

WILLARD (V.O.)
He was right, the Chef -- never
go into the jungle, unless you're
ready to go all the way.

DISSOLVE TO :


108 EXT. THE BOAT IN MARINA DEL RAY - NIGHT

Willard, thinking, his BACK TO US. Suddenly, he turns
around, and we SEE his face.

WILLARD (V.O.)
What was in the jungle? What was
there, waiting for me?

He lights the cigarette; the light of his match illuminating
his face momentarily. There is something different about
him; a maturity, a cool inner peace.

WILLARD (V.O.)
(continuing)
... Kurtz was in there. Or was he;
was it Kurtz? He was just a name
to me now; I couldn't remember a
face, a voice -- he just didn't
add up to me. all his liberal
bullshit about the end of savagery
-- and the role of our culture,
our way of life...

Willard looks toward the group of people on the boat --
there is still some MUSIC. They talk and drink and laugh.

WILLARD (V.O.)
(continuing)
Our way of life -- I really
started to look forward to
meeting Kurtz again.

DISSOLVE TO :


109 WATERWAY - MOVING FORWARD - DAY

We HEAR:

RADIO
-- must remember that we owe
our thanks for these to the
wonderful services of the U.S.O.
-- here's another oldie -- this
one dedicated...


110 VIEW ON CHEF

by himself on the P.B.R.; he has wiped mud under his
eyes to kill the glare; it is incredibly hot. He is
barechested, wearing a hat made of a banana palm.

RADIO
... to the fire team at An Khe
from their groovy C.O. Fred the
Head --


111 VIEW ON THE GROUP

RADIO
The Rolling Stones and "Satisfaction..."

CHEF
Outa sight.

The SONG BLARES ON -- they all dig it.

PAN TO Willard, sitting alone in the rear, reading from
his file on Kurtz. We REVEAL Lance in the b.g., water-
skiing behind the P.B.R., slaloming back and forth on
his single ski to the MUSIC -- jumping the wake occasion-
ally.


112 NEW VIEW - ON THE P.B.R.

Lance waterskiing to "Satisfaction."


113 VIEW ON CLEAN

alert, at the rear of the boat -- his M-16 ready, just
in case.


114 VIEW ON WILLARD

Willard opens a letter from the packet.

We can SEE it is a private correspondence -- feminine
writing on the envelope.

WILLARD (V.O.)
The dossier of A Dtachment
contained letters from the families
and wives of Kurtz' men There
were letters from Kurtz' wife as
well.


115 CLOSE SHOT - ON THE LETTER

It is addressed to Colonel Walter Kurtz -- in the corner
is the return addess of Mrs. Colonel Walter Kurtz --
Willard's hand fushes through the packet and comes up
with apicture of a very attractive, thirty-five year
old American Beauty... She is classically American.


116 CLOSE SHOT - ON WILLARD

looking at the picture -- puts it back, then opens the
letter, straightens it.

WILLARD (V.O.)
Dearest Walt -- I have to confess
something. I know how you feel
about this, but I had to ask Bob
to find out what he could -- I
just couldn't stand it anymore,
not knowing where you are, whether
you're alive or dead. I'm sorry
Walt, I'm sorry I said that. Bob
didn't tell me anything -- he said
he couldn't -- I can't stand it
anymore, Walt -- I just can't
stand it.

Willard looks out at the jungle.

Deep imppenetrable jungle -- dark and primeval forests
pass by. The Rolling Stones CHANT on in the b.g.

WILLARD (V.O.)
(continuing)
I have to take the kids to school
every morning now -- carpools just
never work out.

Jeff came home with a black eye
on Tuesday but said he won anyway.
He wouldn't tell me what the fight
was about. Jeff keeps asking
where you are -- he has maps of
Viet Nam in his room now. He
misses you very much. I can't
take this much longer, Walt. I
love you and I just can't stand
it.


117 CLOSE ON WILLARD

He folds the letter up, files through some others quickly
and gets to a peculiar envelope stamped Top Secret with
a stenciled date on it. It is also noted that this was
the last correspondence to leave Nu Mung Ba. It is
addressed to Kurtz' wife. He opens the letter -- it is
written in a scrawled savage hand to no one in partic-
ular. It reads:

Sell the house
Sell the car
Sell the kids
Find someone else
Forget it
I'm never coming back
Forget it --

He folds up the letter.


118 CLOSE SHOT - WILLARD

He looks out at the ominous jungled mountains.

DISSOLVE TO :


119 FULL SHOT - P.B.R. - RIVER OUTPOST - RAIN

The P.B.R. pulls in towards an American outpost that is
being used as a forward medical evacuation center.
Various helicopters pads are SEEN, but only one heli-
copter -- the H-34 painted with Playboy rabbits that
brought the girls to Hau Fat. Several soldiers in rain-
coats come out the dock as the P.B.R. pulls up.


120 MED. SHOT - WILLARD, SOLDIERS

Willard looks into some empty tents -- looks around the
dreary muddy camp. Two soldiers pass.

WILLARD
Soldier -- where'´s your C.O.?

SOLDIER
Stepped on a booby trap, sir --
got blown all to hell --

WILLARD
Well , who's in command here?

SOLDIER
I don't know -- don't have any
idea -- I'm just the night man --

He turns and walks off babbling incoherently --

WILLARD
What about you, soldier?

The soldier he was talking to turns around smiling
idiotically and making animal noises. He stumbles off
after his friend.


121 MED. SHOT - DIFFERENT ANGLE - WILLARD

He looks around disgustedly

VOICE (O.S.)
(whispering)
Captain --

Willard turns around looking for where the voice came
from.

VOICE (O.S.)
(continuing)
Over here, Captain --

He turns to see the Hollywood Agent under the flap of a
large tent so that he won't get wet. He wears the same
clothes as before, but is much dirtier. He motions
Willard into the tent.


122 INT. TENT - MED. SHOT - WILLARD, AGENT

They duck inside -- it is dark and damp.

On cots around astove sit the three playmates and the
pilot. The nearest one, CATHY, a blonde, picks leeches
out of her feet. The other two, TERRI and LYNDA, play
cards with the helicopter pilot. Willard looks over
the situation.

AGENT
You came in on that boat, didn't
you?

WILLARD
Yeah --

AGENT
Where are you headed?

WILLARD
What's it matter? Get to the
point.

AGENT
Look -- you know the girls --
Thta's Terri -- she was playmate
of --

WILLARD
Yeah, I caught your show at Hau
Fat.

They all look over.

AGENT
Oh -- I see -- Well, girls, this
is Captain -- eh --

WILLARD
Captain Willard -- go ahead.

AGENT
Look -- we got in a little trouble
-- they rudely took our helicopter
for MedEvac work on this -- uh
Operation Brute Force -- They just
brought it back this morning.

WILLARD
Yeah.

AGENT
Well I mean like they also took
our fuel -- We've been here two
days.

WILLARD
Dreadful.

AGENT
Look -- the girls could get
killed -- we're not supposed to
be this close combat, I mean
real combat.

WILLARD
Well --

AGENT
We could use some fuel -- just a
half drum -- just enough to get
us out a here.

WILLARD
We need all our fuel.

He turns and starts to leave.

AGENT
But, Captain, think what these
girls have done for the boys --
think of how they've risked --

Willard is almost out of the tent.

TERRI
Captain --

He turns around.

TERRI
(continuing)
It's really rough here -- Captain
-- we're just not built for it --

The Pilot laughs.

PILOT
That's rich --

TERRI
Do us a favor -- I'd do one for
you -- if I could --

Willard just stares at her -- even though she's in jeans
and field jacket she is something to see -- The Agent
takes Willard aside -- Terri goes back to the others.

AGENT
Look -- you know who that is,
Captain -- you know what she's
saying -- you'll never see stuff
that good outside of a magazine
for the rest of your life.

WILLARD
I'm not that fond of blondes --
maybe I like brunettes --

AGENT
Take your pick -- they all like
you -- I can tell --

WILLARD
I like all of them --

AGENT
Good -- like I said, take your
pick.

WILLARD
I said I like all of them.

AGENT
Now just a second -- I'm doing
you a favor, buddy -- what're you
trying to pull?

Willard turns to leave again.

WILLARD
We need all our fuel anyway.

AGENT
Wait -- wait -- don't get up tight
-- what I meant was we'd need a
whole drum for that --

WILLARD
Sit down -- we'll talk about it.

Willard sits down on a metal chair -- motions the Agent
to do likewise.

AGENT
What's there to talk about -- this
whole thing disgusts me.

WILLARD
My men --

AGENT
What !

WILLARD
That's what there is to talk
about -- my man -- I take a good
care of my men --

The girls are trying to pretend they're not listening --
the helicopter Pilot is cackling to himself.

AGENT
You're out of your skull --

WILLARD
We have a lot of pride in our
unit --

AGENT
How far do you think you can
push -- what kind of people do
you think --

WILLARD
Esprit de corps --

AGENT
No -- absolutely not --

WILLARD
One for all -- all for one --

AGENT
You can keep your fucking fuel --

Willard gets up.

WILLARD
You make some of your closest
friends in the army -- war has a
way of bringing men together.

AGENT
Get out --

WILLARD
Men of all races -- nationalities --

He gets up and starts out.

AGENT
Two drums --

Willard turns around slowly.

AGENT
(continuing)
Two whole drums --

WILLARD
We can use some fifty caliber and
a 16 too --

AGENT
I don't know what you're talking
about -- Get fucked --

WILLARD
I will -- I assure you that --
You got a fifty on that H-34 --
leave the ammo in boxes -- I'll
get my men to bring the first drum
with 'em --

He turns to go under the tent flap.

WILLARD
(continuing)
Have the girls freshen up a bit --
comb their hair -- put on
something -- you know what I mean --

He leaves.


123 FULL SHOT - P.B.R. - CREW

They are all working on patching the boat and cleaning
it up in general. Mr. Clean sits in f.g., cleaning an M-16.

CLEAN
You keep this thing in this
condition an' it's gonna jam,
Lance -- mark my words.

LANCE
Why don't you go pet the water
buffaloes -- get off my back.

Behins them on the beach stand several water buffaloes
eating mud or whatever they do. They are painted jungle
brown and green camouflage with grey bottoms -- on their
sides the words have been stenciled in black:

1 Each --
Buffalo, Water B-1A
U.S. Army No. 15239

Willard walks through them down to the boat.

CHIEF
Careful, Captain, they've been
known to charge.

WILLARD
All right I got a little surprise
for you --

They all look up.

WILLARD
(continuing)
I've arranged with those people
we saw at Hau Fat to give us some
50 caliber in trade for a couple
a drums of fuel --

CHEF
No shit.

WILLARD
Chef -- since you're such a fan
of Miss December's I think you
should be detailed with Lance and
Clean to take the first drum up
there.

CHEF
I don't believe you --

CHIEF
What're you trying to say, Captain --

WILLARD
You'll see soon enough -- get going,
sailor --

CHIEF
No shit -- hot damn --


124 INT. TENT - MED. SHOT - LYNDA, CHEF

He has followed her into the tent awe-struck -- she
casuallu starts unbuttoning her fatigue jacket and taking
off her pants. he just stands there, his arms at his
sides.

CHEF
I've got every one of your
pictures -- I've got the
centerfold -- the Playmate's
review -- the Playmate of the
Year run-off -- everything, even
the calender --

LYNDA
Well, get undressed and let's
get it over with --

CHEF
I can't believe it -- I'd a
never even got to see you if it
wasn't for this war --

She lies down on the cot in only her panties.

CHEF
(continuing)
You wouldn't mind -- uh kinda
draping that jacket over you
sort of the way you were in the
calender, would you?

LYNDA
Come on -- cut this crap -- I
gotta get back to Saigon --

CHEF
Just let me look awhile -- I just
don't believe --

CUT TO:


125 INT. TENT - CLOSE SHOT - LANCE, CATHY

They have just finished making love. cathy looks very
pleased. Lance finishes tying his boots -- she draws on
his back. He gets up -- starts to leave.

LANCE
Well -- uh thanks -- see you around.

CATHY
Yeah.

He leaves -- she pulls herself up and starts combing her
hair -- Mr. Clean walks in.

CATHY
(continuing)
Who are you?

CLEAN
I'm next --

She shrugs.

DISSOLVE TO :


126 INT. TENT - MED. SHOT - WILLARD, TERRI

He finishes tying on his boots -- pulls on his jacket --
his gun belt and picks up his M-16. She looks up at him --

WILLARD
Ma'am -- I'd like to thank you for
what you an' all your friends have
done for us -- I want you to know
that me an' the men appreciate
you coming all this way -- riskin'
your lives -- living uncomfortably
an' doing all you can to entertain
us. I want you to know personally,
Miss, that for the past few minutes
you have made me feel at home.

She picks up a shoe to throw at him. he turns, exits f.g.

WILLARD
(continuing)
Just wanted to say that, ma'am.

The SHOE CLANGS off his helmet.

CUT TO:


127 EXT. THE P.B.R. APPROACHING DO LUNG BRIDGE - FULL SHOT -
NIGHT

The boat edges in toward the wrecked bridge in the
distance. Along the banks are sandbagged fortificvations
with U.S. soldiers in them. There is a bright fire
burning uncontrolled in the distance; the sparks and white
light from welding on the bridge momentarily lights up the
night.

WILLARD (V.O.)
Two days and nights later, we
approach the Do Lung Bridge.


128 VIEW ON THE FACES OF THE P.B.R. CREW

watching. Everywhere are wrecked boats -- parts of trunks
sticking out of the water -- smashed helicopters on the
banks. The bridge is in a state of siege. Mortars and
rockets arc through the night indiscriminately and rip
through the nearby jungle. Soldiers are everywhere --
scurrying from trenches, carrying materials for the bridge
or tending to the wounded, the maimed and the dead. Light
automatic WEAPON FIRE is HEARD occasionally. The P.B.R.
edges in under the span of the old bridge. Soldiers run
up through the water. They are obscured in the darkness.

SOLDIER
I gotta get out a here -- I´ll pay
-- I got money.

CHIEF
Get away from this boat.

WILLARD
Who's your C.O., soldier?

The Soldier ducks back and runs away.

SOLDIER
Fuck you, you'll get what's coming
to you.

Other men approach the boat. A young LIEUTENANT steps
forward.

LIEUTENANT
Captain Willard?

WILLARD
That's me.

LIEUTENANT
Captain Willard -- we got these
from Nha Thrang two days ago --
they expected you here then --

He hands up a plastic bag, maximum security markings,
Willard takes it.

LIEUTENANT
(continuing)
You don't know how happy that makes
me, sir.

WILLARD
Why?

LIEUTENANT
Now I can get out a here -- if
I can find a way out.

WILLARD
We'll be needing some supplies
and fuel -- do you know anybody
who can give me a hand?

LIEUTENANT
I'd just clear out as soon as I
could if I were you, sir. They're
gonna start working on the bridge
with torches again. Charlie will
start throwing it in hard --

WILLARD
What is this bridge?

LIEUTENANT
It's of strategic importance for
keeping the highway into Bat Shan
open -- the generals don't like to
admit that Bat Shan is surrounded.

He points to the men getting ready to work.

LIEUTENANT
(continuing)
Every night we build it and by
0800 they've blown it up -- it
and a lot of good men -- But the
generals like to say the road is
open -- ha ! Nobody uses that
road except Charlie.

He turns and splashes off into the darkness.

LIEUTENANT
(continuing)
This is the cesspool of hell.

SOLDIER (O.S.)
Incoming.

SHELLS WHISTLE OVER and CRASH into the bridge -- MEN SCREAM
in the distance -- the EXPLOSIONS are thunderous.

CHIEF
(yelling)
All right -- Lance, go with the
Captain an' see what you can
scrounge --

Willard climbs out with Lance.

CHIEF
(continuing; to Willard)
Better make it fast, sir -- we
don't really need much anyway.

Willard nods and they scurry off the bank under the
bridge.


129 MED. SHOT - WILLARD, LANCE

They dash up the embankment and along the barbed wire
on the edge of the road. SHELLS SCREAM overhead, they
don't know where to run.

VOICE
Straight ahead, son of a bitch.

They dive towards the voice.


130 CLOSE SHOT - TRENCH

They dive in, a SOLDIER is crounched in f.g. holding his
buddy who is crying uncontrollably.

SOLDIER
You came right to it, son of
a bitch --

WILLARD
Son of a bitch, sir.

The Soldier doesn't respond.

WILLARD
(continuing)
Where's your chief supply officer?

SOLDIER
Beverly Hills --

WILLARD
What?

SOLDIER
Straight up the road -- a concrete
bunker -- Beverly Hills -- where
else you think he'd be?

WILLARD
C'mon --

There is an apparent lull and they dash out along the
road. Suddenly to their right an M-60 STARTS OPENING UP
from a sandbagged emplacement.

SOLDIER (O.S.)
Get your asses down, buddy.

They drop and crawl to the slit trench and run up to the
emplacement. Several SOLDIERS man a M-60. One has a
sniper rifle -- another tries to spot for the Gunner.
Willard and Lance edge up along the trench. Willard
trips.

VOICE
Watch your feet, asshole --

Willard looks down.

VOICE
(continuing)
You stepped on my face.

LANCE
We thought you were dead.

VOICE
The whole world loves a smart ass.

They move ahead more carefully. The Gunner BLASTS away
into the night, there is a pile of brass cases about three
feet high next to him. Finally he stops swearing to
himself.

WILLARD
What're you shooting at, soldier?

GUNNER
Gooks.

He turns and sees it's an officer.

GUNNER
(continuing)
I´m sorry, sir.

WILLARD
It's all right, sergeant -- what's
out there?

GUNNER
They were tryin' to cut through
the wire -- I got 'em all I think.

OTHER SOLDIER
Oh yeah -- listen.

There is a low moaning SCREAM from out in the wire -- it
stops for aminute then continues hideously.

GUNNER
He's trying to call his friends --
send up a flare.

The Spotter does, it arcs up, then bathes them in eerie
light. The Gunner FIRES a long BURST.

SPOTTER
Those are all dead, stupid, he's
obviously underneath 'em --

They think about this as the flare goes out. The SCREAMING
gets more intense.

GUNNER
Wake up the Roach.

The Spotter moves down to where a tall lanky SOLDIER is
leaned up against the trench. He kicks him hard several
times. Roach wakes and just looks up. On his helmet are
the words: "GOD BLESS DOW."

ROACH
Yeah, man.

SPOTTER
Slope in the wire -- hear him.

He listens, he does, he nods.

SPOTTER
(continuing)
Bust him.

Roach gets up somewhat annoyed but very cool. He saunters
up the machine gun dragging his M-79 which has paisley
designs all over it.

GUNNER
Hear him?

ROACH
Sure , yeah.

GUNNER
You need a flare --

ROACH
No, it´s cool.

He opens the breech of his shotgun-like weapon and plunks
the big slug into it. He snaps it closed then rests it
across his forearm over the trench -- he listens to the
SCREAM, calculating.

ROACH
(continuing)
He's close -- real close.

He adjusts his sights so that the gun is aimed high into
the air. He listens again then FIRES. The GRENADE
WHISTLES off into the night. There is a sharp EXPLOSION
that cuts off the scream. Then the THUD of bodies or
pieces of bodies coming down around them.

ROACH
(continuing)
Muhhh Fuhhh ...

He staggers back down the trench to go to sleep.


131 FULL SHOT - P.B.R. - BRIDGE - CLEAN, CHEF

They stand in the shallows waiting for Willard and Lance.
Clean is nervous, he constantly checks his M-16. SHELLS
WHISTLE by and CRASH in the distance.

CHEF
Geez, I wish they'd hurry.

A SOLDIER comes up on his way with some others to start
building the bridge.

SOLDIER
Hey, buddy, that boat still runs,
eh?

CLEAN
Yeah, it still runs.

SOLDIER
Do me a favor buddy, please.

CLEAN
What is it?

He takes out a handful of crumpled envelopes.

SOLDIER
Send these out when you get back
to the world.

He puts them in Clean's hand.

SOLDIER
(continuing)
It's to everyone I really knew --
the first girl I screwed -- my
brother -- best friend -- I wanted
to tell 'em how much I enjoyed
knowing 'em -- it's been a great
twenty years. I gotta let 'em
know.

CLEAN
What're you askin' me for -- put
'em in the first helicopter comes
in tomorrow.

SOLDIER
Nobody comes in here.

He points up at the mountain ridges.

SOLDIER
(continuing)
The N.V.A. 312th -- over there
the 307th -- on that hill we
counted fourteen different guns
in one minute -- they got rockets
mortars, snipers in those trees,
there's a million of those shitty
little bastards out there -- we're
all gonna die.

He grabs Clean and looks at him with a maniacal urgency.

SOLDIER
(continuing)
I'm gonna be dead.

Clean takes the letters.

SOLDIER
(continuing)
You got a chance in that boat --
by morning you could be five miles
down the river.

CLEAN
We ain't goin' down the river.

The Soldier looks at him as if he is joking.

CLEAN
(continuing)
What's up river from here anyhow --

The Soldier doesn't answer, just stares dumbfounded.

SOLDIER
Spooky.

CLEAN
Charlie?

SOLDIER
No, it'd be spooky without the war
-- give 'em back.

He takes the letters and leaves, somewhat disappointed and
disgusted. Willard and Lance come back down the beach
carrying some belts of ammunition and a couple of extra
M-16's.

CHIEF
Wow, you must a found the C.O., eh?

WILLARD
We found some bodies -- let's get
out a here.


132 FULL SHOT - DIFFERENT ANGLE - P.B.R.

They edge through the shallows as the men light up their
welding torches to start work on the pontoon bridge --
then pull away and accelerate fast.


133 MED. SHOT - THE P.B.R. CREW

The Chief is at the helm -- they all look back in the
distance where the bridge was -- the hills flash with
artillery discharges -- there is a fiery glow from the
bridge area and the CONCUSSION of heavy EXPLOSIONS.

DISSOLVE TO :


134 EXT. FULL SHOT - P.B.R. - CREW - RAIN

The boat moves uneasily upriver, through this tropical
downpour. Mr. Clean is in thef.g., oiling and cleaning
his 50-cal, his M-11 and M-79 -- the rest of the crew are
forward, taking shelter from the rain under the canvas
canopy. Clean works methodically under an umbrella he was
set up by leaning the surfboard against gun mount.


135 EXT. THE RUSHING RIVER - NEW VIEW - RAIN

The river is moving fast against them. all manner of de-
bris; tree trunks, sweeping by the P.B.R.

CHIEF
(to Willard)
I can't see a fucking thing.

There is a loud CRACKING SOUND, as one of the pieces of
tree- trunk whacks the hull, and bounces off. Willard
climbs forward, and looks down.

CHIEF
(continuing)
We hit a big enough one this
hull will shatter like a Corvette.
Fucking plastic boat.

Willard practically hangs off forward with a long pole,
warding off the big debris moving toward the P.B.R. Clean
joins him, helping.

WILLARD
(shouting to Chief)
What about ducking into one of
those tributaries till this river
slows down?

CHIEF
Who knows what's up there?

WILLARD
Can't be any worse than this.
What do you think?

CHIEF
I think this river wants to take
us home fast. I'm practically
goin' in reverse.

Willard points his pole in the direction of the mouth
of a tributary.

WILLARD
Well, get in there.

CHIEF
This whole area is lousy with
V.C. -- We don't stand a chance.
Lemme turn around and we'll be
in Hau Fat in six minutes.

There is a really loud WHACK against the hull. willard
really mad, throws the pole at the Chief, who ducks.

WILLARD
Get in there !

CHIEF
This is my crew and my fucking
boat, and I'm the responsible
party.

WILLARD
Get in there now or I'll bury
you in this river.

It's clear that Willard will kill the Chief if he doesn't
do as he says.

CHIEF
(finally relents,
turns the helm)
You're fucking crazy. You're
going to get us all killed.

The P.B.R. navigates through the rush and into the mouth
of the tributary.

DISSOLVE TO :


136 EXT. THE TRIBUTARY - P.B.R. - RAIN

Rain is pouring down, but the P.B.R. is slowed down to a
snail's pace by Hyacinths, literally across the
waterway.

Willard, Chef and Clean in the water, cutting through
them with machetes.


137 VIEW ON LANCE

having climbed to the highest point of the cockpit.

LANCE
It breaks through in about
twenty feet.


138 VIEW ON WILLARD

cutting through. he looks to Chef, who has stopped cut-
ting, and is staring into the jungle.

WILLARD
What do you see?

CHEF
I don't know.

He looks out -- the jungle at this point is very dark
and high -- totally impenetrable.

WILLARD
Keep cutting.

They work feverishly, knowing something is wrong.


139 VIEW ON CHEF

cutting with all he's got.

CHEF
I know it sounds stupid, but I
feel like the goddamn jungle's
watching us.

WILLARD
Probably is.

CHEF
Whatdoya think it thinks.

WILLARD
That we're dumber than we look.

Chef stops again, looks hard, trying to penetrate the
darkness and from the very depth of it -- the darkness of
it, comes a stream of tracers, lazily arching out at them.
It whips between them -- the SOUND FOLLOWING much later.

Other BULLETS SMASH through and ricochet off the deck
fittings. GLASS SHATTERS, and a huge hunk of paint is
removed from the armor shield by a 20 mm cannon.

CHIEF
Lance -- 'bout twenty meters
starboard.

Lance leaps down to his position. Willard, Clean and Chef
cut feverishly, as the trapped boat struggles to get free.

CHEF
There in the trees !

Everything is confusion -- yelling -- GUNFIRE -- the THUD
of heavy BULLETS ripping inti the P.B.R.'s fibreglass hull.


140 VIEW ON LANCE

Lance's twin guns return the FIRE. The Chief moves to one
of the heavy guns and joins Lance in returning the FIRE.


141 VIEW ON THE MEN IN THE WATER

pushing, cutting. Bullets SMASH and EXPLODE around.
Clean climbs onto the boat, and leaps onto a gun emplace-
ment.


142 MED. VIEW

Nobody really knows where the erratic fire is coming from.

CHIEF
(back at the helm)
Elevate Lance, in the tree. No,
I saw another.

CHEF
Thirty meters up, Lance; I saw
the fucking flash.

Lance grits his teeth, FIRING --


143 CLOSE SHOT ON CLEAN


144 POV BEHIND CLEAN

He BLASTS short bursts of tracers into the jungle, cutting
it to salad. Suddenly more tracers from another direction
-- Clean swings around -- BULLETS smash against his shield
and rip chunks from the surfboard. He BLASTS a long heavy
burst at the jungle -- trees crumble.

CLEAN
I'm ripping 'em, man, son-of-a-
bitch, it's jammed, oh God,
it's jammed.

Clean is riddled by MACHINE GUN FIRE.

Chief runs to Mr. Clean -- it is obvious that he is dead.
He looks angrily to Willard.

Willard and Chef are practically through. Willard leaps
up, as Chef finishes the last strokes. He moves toward
the cockpit.

WILLARD
Throw me that ordnance.

Chef throws him an M-79 and several shells -- Willard
opens it, jams a huge projectile and pulls himself over
the edge of the cockpit.

WILLARD
(continuing)
Give me some kind a field a fire --

BULLETS rip by.

CHEF
(exhausted)
We're through.

He climbs aboard and collapses.

CHEF
(continuing)
Oh, God --

LANCE
(FIRING)
I ain't finished ! I ain't finished !

WILLARD
Bring that bow ordnance into
those trees.

He jams his gun up as he sees a flash and FIRES -- there
is a low POP and a WHISTLE as the GRENADE arches into the
jungle.


145 POV. - BEHIND THEM

He FIRES another burst as the GRENADE EXPLODES brightly.
There is another POP and WHISTLE , another BLAST. A large
tree falls, just as the craft speeds up through the thin-
ning growth. We HEAR strange SCREAMING from the trees and
jungle, hideous MOANS and terror-filled CRIES.


146 CLOSE SHOT ON THE CHIEF

He jams the throttle forward -- the boat surges ahead.
Willard FIRES another GRENADE from his M-79.


147 FULL SHOT ON THE P.B.R.

The boat slams through the hyacinth growth, moving through
the river, FIRING BACK at unseen enemy in the jungle.

DISSOLVE TO :


148 FULL VIEW ON THE P.B.R. - TWILIGHT

The boat moves ahead at half speed through a wide, flat
area in the river.


149 MED. VIEW

The men sit around, exhausted, brutalized, wounded.
They look like animals, but they are relaxed, be-
cause they know they're too far from the banks to
be shot at.

They smoke pot and eat silently. Lance smokes a
joint and looks at his gun. Splotches of paint
have been blown away from the armor shield -- pieces
of deck are ripped and ragged around the mount.
The boat is a floating wreck.

Clean's body is being prepared in a plastic sack
by Chief. All of the men are silent.

Chef comes up from below; he has been wounded in the
shoulder.

CHEF
There's some bad holes, man,
and the cracks -- water's coming
through the cracks. Food's shot
to hell.

WILLARD
How much is left?

CHEF
Less than half -- sure is a
mess down there.

Chief has been silent by the body of Clean in a plastic
sack.

WILLARD
And the grass?

CHEF
Still got a lot of that stuff
from Nha Trang. But we're
running low on the other.

Chief pushes Clean's body into the river.


150 VIEW ON WILLARD

He notices something in the distance.


151 WILLARD'S POV

A light.


152 MED. VIEW

Willard stands up, pointing up the river.

WILLARD
Hey.

They all look over.

WILLARD
(continuing)
That's a light down there --

CHEF
Yeah, it is.

CHIEF
What the hell is it?

WILLARD
In the middle of the jungle --
a goddamn light.


153 FULL SHOT - THE P.B.R. - THE TWILIGHT

The P.B.R. approaches the distant light -- which seems
to be on the dock of an overgrown plantation building.


154 VIEW ON WILLARD, CHIEF

straining to see; he uses field glasses.


155 POV - THROUGH THE GLASSES

Seems to be some figures standing on the dock. The
figures pull back behind some drums.


156 BACK TO SCENE

WILLARD
Watch it !

They duck as SHOTS RING OUT from the dock, stitching the
water across the P.B.R.'s bow. The crew crouches, guns
trained on the dock as the boat still approaches.

WILLARD
(continuing)
They're not Cong.

CHIEF
(over the loud-hailer)
We're Americans.

Another BURST, closer.

CHEF
Maybe you shouldn't say we're
Americans?

Willard stares at the dock and building, trying to figure
it out.

WILLARD
Chef, try your French.

Chief hands the loud-hailer to Chef, who shrugs and shouts:

CHEF
Nous sommes Americains --

Silence.

CHEF
(continuing)
Nous ne voulon pas vous agresser.


157 VIEW ON WILLARD

He looks through the glasses.


158 POV THROUGH THE GLASSES

Gradually, a small group appears from behind the drums
on the dock.

WILLARD (O.S.)
French Nationals -- they may not
be too friendly, though.


159 BACK TO SCENE

We drift closer to the dock. The Chef starts enjoying
speaking French.

CHEF
Nous sommes Americains -- nous
sommes des amis --

There is silence as the boat drifts closer. Then:

FRENCHMAN
(shouting out)
Vous parlez Francais comme une vache
espanole.

CHEF
(to himself)
I thought it was pretty good,
myself.

CHIEF
What'd he say?

CHEF
Said I speak French like a
Spanish cow.

FRENCHMAN (O.S.)
Laisser tomber vos armes --

CHEF
Put the guns straight up -- stand
away from the mounts.

WILLARD
Do it.

They do.

FRENCHMAN (O.S.)
Vous pouvez approcher mais
doucement --

CHEF
Take her in slow.


160 FULL SHOT - DIFFERENT ANGLE - DOCK

The men on the dock move forward, cautiously. They are
a young man, PHILIPPE, about 25, strong and handsome, save
for a scar down on the side of his face and through his left
eye, which is covered by a patch. He is dressed in a
tiger suit and the red beret of the French colonial para-
troops. Also of the red beret are HENRY LeFEVRE, a bear-
ded, dark-looking man of 35, and TRAN VAN KAC, a middle-
aged half-breed slave. They all bear automatic weapons
and suspicious in their eyes. As the boat pulls up to the
dock, another Frenchman joins the group, obviously the
head man, GASTON De MARAIS, about fifty, small and deli-
cate, with a strength about him.

PHILIPPE
Hands on the heads.

CHIEF
I can't steer with my goddamn
feet.

CHEF
Hey, they speak American.

GASTON
Who is the commanding officer?

CHIEF
I --

WILLARD
I am -- I'm Captain B.L. Willard.
This is Chief Warrant Officer
Phillips -- it's his boat. We
were shot up bad downriver and
need repairs and food -- we can
pay you in gold.

GASTON
Philippe --

Philippe moves to another position -- Kac grabs the rope
from the deck and ties it to the dock.

LANCE
I'll help you with --

PHILIPPE
Do not move --

Gaston looks at the skyward pointed twin fifties admiringly.

GASTON
Fifty calibers, eh, Captain --

WILLARD
As I said, we can pay you in
gold.

GASTON
Entirely unnecessary, Captain.

He puts down his gun -- the others do likewise --

GASTON
We share a common enemy -- you
are our guests.
(he steps back)
I am Gaston de marais -- this is
my family's plantation. It has
been such for 121 years. It will
be such after I die.
This is my son, Philippe -- he
has fought in Algeria and held
the rank of Captain. And Henry
LeFevre -- a sergeant; he was
at Dien Bien Phu. My personal
servant, Tran Van Kac ---

Then he motions to the trees. A young man in a tiger suit
and three women come forward from different positions --
all wear bush clothing and bear weapons.

GASTON
(continuing)
My youngest son -- Christian --


161 CLOSE SHOT - CHRISTIAN

He carries an M-60 machine gun in his hand -- a belt of
ammunition trailing off behind him.

GASTON
Christian's wife -- Ann-Marie --

A tall girl, goodlooking, but severe -- she carries an
M-16.

GASTON
(continuing)
And my youngest daughter --
Claudine.


162 CLOSE ON CLAUDINE

an attractive girl about eighteen. She wears a red
paratrooper beret and a well-fitted bush suit. She carries
an M-79 grenade launcher and plenty of ammunition.


163 FULL VIEW - P.B.R. - CREW, GASTON, OTHERS

They stand there, exhausted and amazed. Philippe yells
in Vietnamese -- about a dozen native men in tiger suits,
heavily armed, walk out of the trees from all around them.
They look the Americans over warily and assemble at
Philippe's command.

WILLARD
American weapons?

GASTON
We took them from the dead.
(smiles)
Now -- I assume you want to rest,
to shower. We'll attend to your
repairs after dinner.

CHEF
Shower.

Willard's men look at one another, dazed.

WILLARD
We don't want to bother you any,
we --

GASTON
A man of war is never bothered to
aid an ally -- you will follow me,
Captain.

Willard steps off -- then stops, reaches back and picks
up his M-16 by the stock.

WILLARD
A habit of men of war, sir --
you understand.

GASTON
Of course, Captain -- an
unfortunate necessity.

The men are relieved. They pick up their weapons and
follow.

CHIEF
What about the boat?

PHILIPPE
My men will keep it for you --

CHIEF
Yeah -- well, I'll stay with the
boat.

WILLARD
Chief.
(pause)
Come with us.

They look at each other a moment. The Chief shrugs
and follows.


164 FULL SHOT - PLANTATION - WILLARD, GASTON, OTHERS

Gaston stops, points to a guest house off the main struc-
ture which is a typical jungle plantation house, save the
many sandbagged gun emplacements and barbed wire.

GASTON
A suitable accomodation for
your men, captain -- you will,
of course, be quartered with us --

He indicates that the men should follow Philippe. The
Chief is hesitant.

WILLARD
Go ahead --

Philippe leads them on, muttering.

GASTON
Captain, this way.

Willard follows -- they walk over past the house and toward
the jungle, approaching a huge crater, 100 feet across and
about thirty feet deep. The bottom is filled with water and
young French and Vietnamese children swim in it. On the
opposite rim, sit two men and a woman with machine guns.
Gaston strides up and looks down at the crater with pride.

GASTON
(continuing)
Magnificent, eh, Captain?

Willard looks.

GASTON
(continuing)
It is very good -- there is no
current -- It is very good. I
have never seen one like it in
all Indochina. I was in Paris
when it arrived -- do you know
what might have caused --

WILLARD
Looks like a two thousand pound
to me. Yeah, a two thousand
pound bomb.

GASTON
No, I've seen those in Normandy.
This is much better.
(pause)
My country -- my country could
never originate this. Magnificent.

Gaston stands in serious admiration for this feat; Willard
looks between him and this big hole in the ground in
amezement.


165 INT. WORKMEN'S SHOWER - EVENING

A foreman's shower from the old plantation days. The
Chief steps out of it, refreshed, though still exhausted.
Lance stands there, about to step in, absolutely filthy,
caked with blood. His reaction is odd; rather than just
stepping into the shower, he seems almost frightened,
reluctant to step in. Chef is waiting behind him.

CHEF
A hot shower, hot damn.

He pushes him forward into the water. The dirt and
caked mud go swirling off his face and shoulders, and
he relaxes as though he suddenly remenbers what a
shower is.


166 EXT. THE DOCK - P.B.R. - EVENING

battered and torn -- a few of Philippe's Vietnamese
guard at the boat.


167 INT. WILLARD'S QUARTERS - EVENING

A beautiful European room with tall ceilings. Still
elegantly furnished, although old and decaying.

Willard sits in a comfortable chair in the corner of
the room, looking out over the carpet, the bed with
its elegant spread; the wash basin; the bidet. His
battle dress is black with muck, with bloodstaines and
burns.

He rises from the chair and steps to a dresser above
which is a large mirror. There is an album on the
marble top of the dresser. He turns to a page at random.


168 VIEW ON WILLARD

haggard, looking down at the album.

WILLARD (V.O.)
I wondered -- how long has this room
been like this; how long has the
furniture been standing in these
places?


169 VIEW ON THE ALBUM

Some old photographs of people standing around a car
in the 20's in front of the plantation. Another picture
shows a child playing by the rubber trees near the
plantation.

WILLARD (V.O.)
Was it like this sixty years ago?
Eighty years? But here, even
eighty years is nothing.

He turns the page,

The plantation being built. Pictures of the framing,
skeletal against the sky and jungle.


170 VIEW ON WILLARD

fascinated

WILLARD (V.O.)
It was jungle, once; and it will
be jungle, again...


171 VIEW ON THE ALBUM

Onlu the very beginnings of the house; the first struc-
tures. Then another picture of the jungle site where
it was to be built.


172 CLOSE VIEW ON WILLARD

He looks up and sees his own face, reflected in the garish
mirror. He barely recognizes himself.


173 MED. VIEW

Willard looks at himself in the mirror, in this odd, out-
of-time room.


174 INT. DINING ROOM GROUP - TRACKING SHOT

TRACK DOWN the long table, covered with delicious food.
The P.B.R. crew sits with others of the De Marais group.
The table is headed by St. LeFevre. Chef's face lights
up as he regards the wonderful European-style food.

CHEF
This food is wonderful ! I can't
believe the chef is a slope.
(turning to Clean)
Some more?

Opposite the table, sitting next to the Chief, Lance
reaches hungrily for bread and other food with his hands.

CHEF
(continuing)
Hey -- Lance.

LANCE
Huh? Oh. Um, wouldya ..
wouldya pass me the Rice-a-roni,
please.

And then he looks to his friends for approval.

Our VIEW REVEALS that behind a transparent silk curtain
there is another, more elaborate table, where the
De Marais family is dining with Willard. Our VIEW MOVES
through the curtain and settles in a MEDIUM VIEW of the
group.

The men rise as a very attractive woman enters the room.
Willard finally does as well, and she moves to the chair
next to him.

GASTON
Roxanne, I hope you are feeling
better.

ROXANNE
Je vais bien maintenant.

GASTON
May I present Captain Willard?
He is of a paratroop regiment.
You know the difference between a
paratrooper and a regular soldier,
don't you , my dear?

ROXANNE
(smiling and taking
Willard's hand)
Yes, they come from the sky.

She sits -- there's an uneasy silence.

Willard is caught with this exotic woman on one side of
him, and the ongoing conversation on the other. He is
forced to face toward Gaston, and drawn to look at Roxanne.

WILLARD
I would like to know more about
the .. uh, plaque...

Philippe turns around, points to an elaborately scripted
wooden plaque with various tallies on it.

GASTON
Attacks repulsed, as I was saying.
(hard)
This is only for this war, Captain.
Viet Cong -- 54; North Vietnamese
regular forces -- 15; South
Vietnamese -- 28 -- regular
forces and otherwise.
(pause)
Americain -- 6. Of course, they
were, perhaps, mistakes, Captain.

WILLARD
Of course. I -- Once we make
our repairs, we could send word,
we could have you evacuated
from here.

GASTON
Captain?

WILLARD
You'll get blown outta here some
day.

GASTON
We will never 'evacuate', Captain
-- this is our home. Indochina is
ours; it has been so for a hundred
and twenty-one years, there is
something to say for that.

WILLARD
The Vietnamese think it's theirs
-- I guess the Americans do,
too.

GASTON
But we civilized it. A place
belongs to those who bring light
to it, don't you agree.

WILLARD
I always thought the French came
here to get the rubber.

PHILIPPE
Excuse me, I must attend to my
men.

He gets up, and leaves abruptely -- followed by his wife.

ROXANNE
May I ask where the Captain is
going in his little boat?

WILLARD
We were going upriver when we
got caught in a storm, ma'am.

GASTON
Upriver? Why upriver? There is
nothing there, only jungle.

WILLARD
Do you know that jungle?

GASTON
When I was a boy, my father would
take me there, to hunt. There
are a few savages, but no man
can live there, no white man.

WILLARD
What about an American named
Kurtz?

There is a pause.

GASTON
We have never heard of him.

Gaston rises, and takes Roxanne's hand.

GASTON
(continuing)
Bon nuit, Roxanne -- bon nuit,
Captain.

Willard turns.

WILLARD
Good night.

Gaston leaves. Willard and Roxanne are left alone. The
servants clear the table.

ROXANNE
You must realize, Captain -- we
have lost much here -- I, my
husband. Gaston -- his wife and
son.

WILLARD
I'm sorry to hear that.

ROXANNE
(rising)
Cognac?

WILLARD
I should be checking on the
boat.

ROXANNE
The war will still be here
tomorrow.

She walks out of the room.

WILLARD
(thinking)
I guess so.

He follows.


175 INT. SITTING ROOM - FULL SHOT - WILLARD AND ROXANNE

Roxanne sits, pouring a brandy, while Willard stands.

ROXANNE
Do you miss your home, Captain?
Have you someone there?

WILLARD
No. Not really.

I was discharged from the army
four years ago. I went home,
wasted some time, bought a Mustang
Mach 1, drove it a week. Then
I re-upped for another tour. No,
everything I love is here.

ROXANNE
Then you are like us.

She reaches out to him; indicating that he sit.

ROXANNE
(continuing)
What will you do after the war?

WILLARD
I just follow my footsteps, one
at a time, trying to answer the
little questions and staying away
from the big ones.

ROXANNE
What's a big question?

WILLARD
Kurtz.
(pause)
I know you've heard of him.

ROXANNE
Yes.

WILLARD
What did you hear?

ROXANNE
That strange things.. terrible
things have occured around this
American, Kurtz.

WILLARD
What things?

ROXANNE
Gaston would never tell me. It
was asubject not to be spoken of,
Captain.

WILLARD
Yes.

ROXANNE
Did you know -- deeper in the
jungle, upriver -- there are
savages?

WILLARD
I know.

ROXANNE
But Captain, I mean -- cannibals.

A long pause. Then she looks at the cognac she poured for
him.

ROXANNE
(continuing)
What a pity, you don't drink.
Since my husband died, there
are so many things I must do
alone.

She takes a sip.

Willard moves to the French doors, which have been left
partly open to let a breeze in. He steps onto a terrace
overlooking the river.


176 EXT. THE TERRACE - MED. VIEW - WILLARD - NIGHT

A machine gun emplacement is situated on the terrace cover-
ing the front of house, from the river.

ROXANNE
(from the sitting room)
Are you warm, Captain?

WILLARD
The river is beautiful.

In fact, we REALIZE that he is checking the boat.


177 WILLARD'S POV.

The P.B.R. is under guard by a couple of Gaston's
Vietnamese.


176 MED. VIEW ON WILLARD, ROXANNE

She, thinking it romantic to talk about the river, comes
up behind him.

ROXANNE
I spend hours watching that
river from my bedroom window.
It fascinates me.

She moves her body close to his; and, in a moment, he is
kissing her.

179 CLOSE ON WILLARD, ROXANNE

One eye steals another look at the P.B.R.


180 VIEW ON THE P.B.R.

Two of the guards leave -- two remain, getting ready
for the long night.


181 VIEW ON WILLARD, ROXANNE - ON THE TERRACE

His hands wander over her body as she clings to him. Then
she takes his hand, and leads him back into the sitting
room, and up the stairs.


182 INT. ROXANNE'S ROOM - FULL VIEW

It is dark. She leads him into her room and closes the
door. He stands there. In the center of the room is a
large canopied bed with mosquito netting hanging down over
it. The windows also have netting and barbed wire --
there is a .30 calibre machine gun mount in the far one.
He look around. she goes over to the bed, and turns
down the sheets. Then she slips out of her dress and
stands there facing him.

He puts down his gun and strips off his shirt. She lays
down on the bed and watches him.

ROXANNE
I have been lonely here, Captain.

He moves to her, slipping into the bed. M-16 is
leaning against the wall in his reach.

FADE OUT.


183 EXT. ROXANNE'S TERRACE - NIGHT

We can VIEW into the room, as Willard has silently
slipped out of her bed, and is a dark sinister figure
kneeling in final preparations for going out in the
night.

Without a sound, he comes out to the terrace, and
scales down the wall of the old building, disappearing
into the darkness.


184 EXT. THE DOCK - P.B.R. - NIGHT

Two Vietnamese guard the P.B.R. -- suddenly, feet first,
the first disappears into the thicket.


185 CLOSE VIEW ON WILLARD

in the thicket; we realize he has just killed the man with
a knife. Willard stalks the second guard and makes quick
work of him with his knife. He even enjoys it. Silently,
he drags the body out of sight.


186 MED. VIEW ON THE P.B.R.

The dark figure boards the boat silently. He disappears
into the hold.


187 NEW VIEW

He lifts out several cases of supplies, working quickly,
with a grace that indicates he is a man who has done his
best work alone, and at night.

CUT TO.


188 INT. ROXANNE'S ROOM - CLOSE SHOT - WILLARD - MORNING

He sleeps soundly alone in the bed - we HEAR SOMEONE
moving around in the room. He wakes suddenly -- PULL
BACK TO REVEAL Roxanne combing her hair and buttoning up
her blouse. She notices he is awake and smiles.

ROXANNE
I will fix you breakfast.

He starts to get up.

WILLARD
I'm afraid I won't have time --
I gotta --

ROXANNE
Whe you reach the boat you will
find that half your fifty calibre
stores -- a case of grenades, a
mortar and two M-16's and a
case of clips are being
transfered to us by your order.

He stops -- seemingly stunned.

WILLARD
So that's it.

ROXANNE
You may think what you wish,
Captain, but I like you very
much.

She turns to go.

WILLARD
What if I say no.

ROXANNE
Then Philippe will have to kill
all of you.

She leaves.


189 EXT. DOCK - FULL SHOT - WILLARD, OTHERS

He walks down onto the dock. Gaston's men are transferring
ammunition boxes.

Gaston is standing with Philippe, who are covering the
Chief and crew with M-16's.

GASTON
Two of my men deserted last
night. It happens from time
to time. I assume my daughter
told you of our conditions.

WILLARD
Your daughter.

CHIEF
They taking half our ammo,
Captain -- said it was your orders.

He pauses for a second.

WILLARD
That's right -- I did.

The Chief spits in the water disgustedly and starts the
engines. Willard looks hard at Gaston.

WILLARD
I guess this is whAt men of war
do -- eh?

GASTON
We endure, captain -- you can
blow up the house and we will
live in the cellar -- destroy
that and we'll dig a hole in the
jungle and sleep on it. Burn
the forest and we'll hide in
the swamp. all the while, we
do but one thing -- clean the
blood off our bayonets.
(pause)
Au revoir, Captain.


190 LONG SHOT - DOCK - P.B.R.

Willard climbs on board and it pulls away.


191 EXT. P.B.R. - MED. SHOT - WILLARD, CHIEF

The BOAT ROARS out across the river. The Chief looks over
at Willard. They stare at each other for a moment.

CHIEF
Next time we get in a good fire
fight -- I'd like to know how
she was, Captain.

Willard just smiles at the Chief. he leans over and pulls
up a floorboard -- the men stare in amezement; it contains
the contents of all those ammo boxes. .50 calibre; clips;
grenades.

CHEF
Holy shit.

CLEAN
What did you put in all those
ammo boxes?

WILLARD
Rocks, sand -- those two men
who deserted.

CHIEF
When'd you do it?

WILLARD
While you were sleeping.

He lets the board drop.

Willard moves to the back of the boat.


192 FULL SHOT - P.B.R. - RIVER , CREW

The river has narrowed and runs swifter -- the water dark
and deep. The trees are higher in this area and much of
the river is shaded on one side. There is no undergrowth,
just the tall trees and ferms. They move ahead at half
speed, alert, ready for anything.

WILLARD (V.O.)
We moved deeper and deeper into
the jungle. It was very quiet
there. It was like wandering on
a prehistoric planet, an unknown
world ... where the men thought
they crawled to, I don't know.
For me, we crawled toward Kurtz --
exclusively.

Willard looks out ahead and points.

They all turn their guns in that direction. We PAN TO
REVEAL a small village of huts along the bank.


193 FULL SHOT - DIFFERENT ANGLE - VILLAGE


194 POV. OF THE P.B.R.

They pass in front of the village which is rundown and
completely deserted. The huts are on stilts to avoid the
flooding of the river -- they are just skeletons of what
they once were.

CHEF (O.S.)
Flood.

CHIEF (O.S.)
No -- most of 'em are still
standing -- might've been
disease.

WILLARD (O.S.)
I don't know -- there'd still
be some sign -- it's just like
the one this morning.

DISSOLVE TO :


195 POV BOAT - FULL SHOT - JUNGLE

The canopy of trees grows taller and stretches out across
the river filtering the sun. The forest itself has grown
darker and more twisted with ferns and creepers. Strange
birds fly out of the trees as the boat passes -- a huge
snake slips along an overheading limb. The depth of the
jungle is dark, ominous -- yet cool and strangely inviting.


196 FULL SHOT - BOAT - JUNGLE

Suddenly the river widens, the trees give way to marsh
and as they emerge into the light a strange shadow falls
upon the boat. It is the shadow cast by an enormous
vertical tail section of a B-52 bomber thrusting out from
the mud. Pieces of aluminum hang loosely from it, oxi-
dizing in the sun. Creepers have already started to grow
up around its heights -- the jungle is claiming it. But
once under its shadow, they have passed a gateway. A
gateway to paradise.

The river widens and the trees at its edge are soft and
seductive. The hills beyond are purple and lush. Strange
orange colored water-fowl swim lazily out of their way.
The water itself is glass smooth and black as if there
were no bottom. The sun is warm and the breeze gentle
and laced with wild gardenians. It is indeed the most
peaceful valley in all the world and each man looks upon
it and has never known such a sense of peace and well-
being.

Each man in his heart feels a need to stay -- his soul
cries to stop -- stop their madness -- this spiral into
hell.

Here is all that can be had of earth. But no hand moves.
The boat drifts on its own toward a hole at the end of
the clearing. A hole into the jungle from which a
darkness permeats. The boat follows the river into this
hole.

DISSOLVE TO :


197 FULL SHOT - P.B.R. - RIVER - DAWN

The skull looms in the f.g. -- the P.B.R. is pulled back
about seventy yards -- Early morning mist still hangs on
the water -- as it clears, we SEE another post and skulls
on the opposite bank, It is strangely quiet.

CHIEF
-- All right, Lance --

Lance's TWIN FIFTIES split the silence as they POUR into
the skulls on the opposite bank -- Suddenly there is a
tremendous EXPLOSION and SECONDARY ONES from the jungle
as shrapnel rips into the jungle and water from CLAYMORE
MINES obviously set to cover the mound of skulls. The
smoke clears.

LANCE
The other one --

WILLARD
No -- leave it --

CHIEF
Why -- Charlie put it there to kill --

WILLARD
Thta's not Charlie's work --

There is silence.

WILLARD
Whoever put'em there didn't do it
to kill people -- They put 'em up
as signs --

CHIEF
Signs?

WILLARD
Yeah -- like keep out --

Willard motions -- the Chief accelerates -- they move ahead
past the smoking mound.


198 EXT. THE RIVER - FOG - DAY

The P.B.R. pushed deeper into this mysterious area. Mist
swells in and around the river, as the boat moves into
an obscure fog. The Chief cuts the engine, and they coast.

WILLARD (V.O.)
Toward the night of the fifth
day out of Do Lung Bridge, we
judged ourselves about eight
miles from Kurtz' base.
Everything was still, the trees,
the creepers, even the brush
seemed like it had been changed
into some kind of stone. It was
unnatural, like a trance. Not
a sound could be heard. I began
to think I was deaf -- then the
fog came suddenly, and I was
blind too.

The boat disappears in the thick fog.


199 MED. CLOSE ON WILLARD

We catch glimpses of him, even though we are close.

WILLARD
Listen.

CHIEF
What is it?

WILLARD
Listen.

They are silent. We can HEAR the most ominous SOUND
COMING FROM THE BANKS. The GROANING, OR WAILING .. of
HUNDREDS OF MEN.

CHIEF
They're on the banks of the
river.


200 VIEW ON LANCE

Frantically, he swings the twin fifties around.

LANCE
Jesus !


201 VIEW ON CHIEF

We can barely SEE him -- in and out of the fog.

CHIEF
No, Lance. Not while you can't
see.


202 VIEW ON WILLARD

listening. The SOUND IS TERRIBLE, HORRIFYING.

CHIEF
Will they attack?

WILLARD
If they have boats ... or
canoes... they'd get lost in
the fog. We can't move either --
we'll end up on the shore.

CHEF
God...

LANCE
Sounds like hundreds of them.

WILLARD
Shhhhhh.

The CHORUS OF GROANS in unbearable. But it is not ahostile
cahnt; or a war chant, but rather the SOUND OF HUMAN
ANGUISH.

WILLARD
(continuing)
It doesn't sound hostile --
it sounds like they've seen us
coming and it sounds like --
I don't know, a funeral. I
don't understand.


203 VIEW ON LANCE

A glimpse of him, almost in tears. We then SEE glimpses,
fog moving, of all the men on the P.B.R.

DISSOLVE TO :


204 MED. VIEW - THE P.B.R.

MOVING THROUGH the thinning mist. The Navy craft proceeds
cautiously.

WILLARD (V.O.)
Two hours after the fog lifted,
we moved slowly to a spot we
thought was roughly a mile and
a half below Kurtz's camp. We
approached a long sand-bank
stretching down the middle of
the river.

CHIEF
Which way? Right or left?

WILLARD
Who knows? Right.

CHIEF
Looks pretty shallow.

The P.B.R. moves toard the right-most channel. Chef
takes a long pole and begins sounding depth.


205 VIEW ON WILLARD

The men are really tense now -- Lances swivels his gun from
bank to bank. Chief keeps his fingers on an M-16. Willard
takes out the TOP SECRET packet he received at Do Lung.
Tears it open. We MOVE IN ON him.

WILLARD
(reading)
Upon reaching objective. Target
key personnel and commence
operation. Should difficulty
arise from which extraction is
impossible, break radio silence
Com-Sec Command code Strong Arm --
indicate purgative air strike --
code -- Street Gang.
(pause)
Purgative air strike ! Purgative !
They'd kill me too !

Suddenly Chef lays out flat on the bow. Hundreds
and hundreds of slender sticks fly onto the P.B.R.
rattling against the boat.

CHIEF
Shit ! Fucking arrows ! They're
shooting fucking arrows at us.


206 CLOSE ON WILLARD

looking toward the banks.


207 WILLARD'S POV

Frags of men -- naked limbs, arms, breasts, glaring eyes
entangled in the dense jungle gloom. And hundreds of
pathetic wooden arrows flying out toward them.


208 VIEW ON THE P.B.R.

crazily zig-zagging up the river in the midst of the
childish assault.

WILLARD
Steer her right.


209 VIEW ON THE P.B.R.

arrows hitting the deck. The men open up everything
they've got. Lance is FIRING the two fifties wildly.

WILLARD
Keep going.. keep going.
They're just fucking sticks !
Chief, stay at the helm.

But Chief seems out of control -- he lets the clip of his
M-16 go. Then slowly lets the rifle fall out of his hands,
and falls to Willard's feet, a primitive spear having
caught him right through the ribs. Willard looks down in
horror.


210 VIEW ON CHIEF

laying at Willard's feet -- the long spear through him,
bleeding onto Willard's boots. He looks up at Willard,
about to say something.

CHIEF
A spear?

He dies.


211 MED. VIEW ON THE P.B.R.

The men are still crazily FIRING into the empty jungle
long after those who attacked beat their retreat.

WILLARD
Stop it. Stop it !

Slowly he pulls his boots from under Chief. They are
absolutely soaked in blood. He is stunned -- sits down
and begins to unlace the bloody boots, and take them off.

LANCE
Chief's dead.

Willard unlaces the other boot, and holds the bloody boot
in his hand.

WILLARD (V.O.)
It was the strangest thing --
I don't know that I can explain
it. Two of my men dead, and all
I could think of was whether
Kurtz was dead too. That's all
I wanted: to see Kurtz, to hear
Kurtz.

He starts to wipe the blood off the boot.

WILLARD (V.O.)
(continuing)
Somehow, in the middle of this ...
carnival, Kurtz had grown into
something -- a gifted officer;
a great man.
Somehow, he was the only light
in this hopeless, hopeless
darkness.
And now I was too late --
he was probably gone, disappeared...
by a grenade rolled into his
tent -- or by some spear on the head.
Christ, I felt like howling like
those animals in the fog.


212 EXT. THE BOAT AT MARINA DEL REY - NIGHT

The people at Charlie's cocktail party on the boat.
Some flashbulbs are going off. Some people are dancing
to the MUSIC. OUR VIEW MOVES SLOWLY TOWARD Willard, on
the edge of the party.

WILLARD (V.O.)
Here they are in Los Angeles.
Everything is safe. There's a
supermarket around the corner,
the police station around the
other. It would seem ridiculous
to them that I was shot to hell
because I had lost the privilege
of listening to the mysterious
Colonel Kurtz.
(pause)
Of course I was wrong. He was
waiting for me. Kurtz was alive
and he was waiting for me.

DISSOLVE TO :


213 EXT. THE RIVER - P.B.R. DAY

The P.B.R. moving up the river. The men are practically
in a trance now, looking at the banks of the river. They
don´t even make an effort to touch their weapons.


214 WHAT THEY SEE

Hundreds and hundreds of Montagnard natives -- dressed
in the most ornate and primitive manner: feathers, parts
of birds and animals; cod-pieces -- all in body and face
paint of the most savage nature. But there is a purity
about them, men and boys, standing passively watching
the small Navy craft flying the strange flag of red,
white and blue.


215 VIEW ON THE P.B.R.

The men of the crew are not the same men who began this
voyage. Their manner is lifeless as though in a trance.
The various decorations and paraphenelia that they have
picked up along the way seem oddly relevant to the
savages that stand before them. The Chef has made a
hat of birdfeathers; Lance's face has been painted with
mud under the eyes to block the glare of the sun. He
wears certain animal skins; trinkets; some animal teeth.
Their uniforms have been torn and patched throughout the
difficult journey. They start to move to their gun
positions.

WILLARD
Just stand here with me where
they can see us. Do nothing.


216 VIEW FROM BEHIND THE P.B.R.

MOVING SLOWLY TOWARD the fantastic human wall of feathers
and war paint, standing on canoes across the river. The
men on the crew stand in a group, their hands visibly
without weapons. The natives standing across the river
make no hostile gestures as they approach. They accept
the small boat moving toward them with a sort of inevi-
tability. The boat moves closer, approaches the wall of
feathers -- which slowly and automatically gives away, in
almost a ritual of birth, undulating, allowing the little
boat to penetrate.


217 VIEW ON WILLARD

Mus on his face (to protect it from the sun), the palms
of some jungle vegetation protecting his head, he looks
something like atribal chieftan himself. His intuition
was right. He senses that they would be allowed to pass.


218 FULL VIEW ON THE RIVER

Hundreds of Montagnards who had been lining the river
now run, absolutely silently, along the banks, keeping
pace with the P.B.R. There is no hostility in these
faces, only curiosity and a sort of grief.


219 VIEW ON WILLARD, THE CREW

They look up toward the bank.


220 THEIR POV

The temple at NU MUNG BA, a fortified encampment, built
around the ruins of a former Cambodian civilization.
Stone walls, barbed wire, cracked pyramids and rows and
rows of Escher-like sandbags arranged in an endless maze
around the fortress.


221 VIEW ON WILLARD

He picks up his field glasses and looks through.


222 WILLARD'S POV - THROUGH GLASSES

A sign entangled in the barbed wire -- its lettering
strict and military:

FOURTH SPECIAL FORCES
MISSION F-82
NU MUNG BA

The GLASSES POV MOVES REVEALING another sign written in
a wild psychedelic hand.

OUR MOTTO: APOCALYPSE NOW !

The POV OF THE GLASSES MOVE once again and come upon an
astonished sight, a black man dressed in a tatter of
colored fabrics, feathers, and an Australian bush hat.
He looks something like a multi-colored harlequin waving
frantically to the P.B.R. The POV OF THE GLASSES MOVE
OFF of him.


223 VIEW ON WILLARD

not believing what he's just seen.


224 THE GLASSES POV

Once again the young black man is now waving his
Australian hat.


225 VIEW ON THE P.B.R.

Willard shouts out to the starnge greeter.

WILLARD
We've been attacked.

AUSTRALIAN
(shouting back)
I know, I know, it's all right.
Come in this way. It's mined
over there. This way. It's
all right.

Willard look at Chef who is at the helm. He shrugs and
they do as this man says. The P.B.R. moves towards the
water's edge where there is a dock covered with concertina
wire. The odd Australian stands waving his hat, guiding
them safely in.

A thick greasy smoke hangs from fires that burn near the
fort; fresh shell craters indicate a recent battle. Near
the dock there is a tangled clump of corpses -- half sub-
merged in the water. Other piles of bodies lie about, some
of them on fire. Fire literally burns from out of the
ground. Chef nods at the bodies.

CHEF
Charlie?

WILLARD
Looks that way.

CHEF
(looking at the Australian)
Who's he?

WILLARD
God knows.

The boat pulls up. The Australian harlequin hops on
board; the crew regards him with their dark faces splat-
tered with mud and blood.

WILLARD
(continuing)
Who the hell are you?

AUSTRALIAN
Moonby. Got any Winstons?

WILLARD
Moonby what?

AUSTRALIAN
Moonby, 4th battalion, Royal
Australian Regiment, Task Force.
Ex-Corporal Moonby, deserted.

WILLARD
(incredulously, indicating
the hundreds of natives)
What is this?

MOONBY
Oh, they're simple enough people.
It's good to see you, baby.
Nobody has any Winstons?

Chef automatically offers Moonby a Winston.

MOONBY
This boat's a mess.

WILLARD
Where's Kurtz? I want to talk
to him.

MOONBY
Oh, you don't talk to Colonel
Kurtz.
(he puffs, then smiles)
You listen to him. God, these
are good. I kept these people
off you, you know. It wasn't
easy.

WILLARD
Why did they attack us?

MOONBY
Simple. They don't want him to
go.

WILLARD
You're Australian?

MOONBY
Pre-Australian, actually. But
I'd dig goin' to California.
I'm California dreamin'.

WILLARD
(almost to himself)
So Kurtz is alive.

MOONBY
Kurtz. I tell you, that man
has enlarged my mind.

He opens his arms wide, to indicate the breadth of his
mind's expansion.

MOONBY
(continuing)
But lemme tell you, he is the
most dangerous thing in every
way that I've come on so far.
He wanted to shoot me. The
first thing he said is, 'I'm
going to shoot you because you
are a deserter.' I said I
didn't desert from your army,
I deserted from my army. He
said, 'I'm going to shoot you
just the same.'

WILLARD
Why didn't he shoot you?

MOONBY
I've asked myself that question.
I said to myself, why didn't he
shoot me? He didn't shoot me,
because I had a stash like you
wouldn't believe. I hid it in
the jungle; the wealth of the
Orient: Marijuana -- Hashish
-- Opium -- cocaine -- uncut
Heroin; the Gold of the Golden
Triangle. and Acid -- I make
Koolaid that makes purple Owsley
come on like piss. Now I'm
Kurtz' own Disciple -- I listen
he talks. About everything !
Everything. I forgot there's
such a thing as sleep. Everything.
Of love, too.

CHEF
Love?

MOONBY
Oh, no, not what you think...
Cosmic love. He made me see
things -- things, you know.

The whole time Moonby is chattering on, Willard has
picked up his field glasses and scans the fortress.


226 WILLARD'S POV - THROUGH THE FIELD GLASSES

Men in small groups, huddled over food.
Now he settles on the entrance in the temple. There
are stakes in front, and on top of them are horrible
shrunken heads.


227 BACK TO SCENE

WILLARD
Sounds like he's gone crazy.

MOONBY
No, Colonel Kurtz couldn't be
crazy -- if you heard him talk,
just last week, you'd never think
he was crazy.

WILLARD
Is that where he is? By the
shrunken heads.

MOONBY
Those heads, yes. Well, the
rebels...

WILLARD
(to his men)
We're going ashore. Tie her up
-- and leave your guns up, Lance.

LANCE
What?

WILLARD
Bring your rifles, that's all.
(looking at Moonby)
Take us to him.

MOONBY
Right on -- he's been waiting
for --

WILLARD
And shut up.

Moonby nods and shrugs, and hops off the P.B.R. willard
and the men follow.


228 MOVING VIEW - WILLARD, MOONBY AND THE CREW

As they proceed closer to the fortress-temple, men appear
where a moment before there was only jungle.

They are mostly Montagnards, but far more savage looking
than any we've seen before. They wear only loinclothes
and bandoliers of ammunition. their bodies are painted
in strange patterns. They carry Army M-16's, Russian
AK-47's and a wide variety of knives and clubs. Women
emerge from the brush as well. they are armed and
equally primitive looking. Interspersed among them
are a few taller men with paler skins, with the remnants
of Army insignia on them. The paint on their bodies is,
if anything more bizarre. We CONTINUE TO MOVE ACROSS
the entire group up to the stone gates of the fort,
where thirty or so more are seen silhouetted against
the sky. Willard and his men look up at people more
primitive and more savage than any since the time
of Captain Cook.

They encounter, in the center of the group, what once
appears to have been an American. he is tall, gaunt,
wears a flak jacket, but is otherwise naked, save a
loincloth. His face is darkened from dirt, battle smoke,
strange camouflage patterns. His hair and beard are
long, matted with mud and grease. He carries an AK-47
decorated with scalps and human ears. Willard approaches
this beast, who seems shy and retiring.

WILLARD
Who are you?

MOONBY
(breaking in)
His name is...

WILLARD
I'm not ever goin' to tell you
to shut up again.

Moonby shuts up. The MAN tries to speak, but nothing
comes out. He is dumbstrucked at seeing them, as they
are to see him.

MAN
Colby. Exec. officer, A-Team...
Special Forces. F-82 -- Col.
Walter Kurtz, commanding.

WILLARD
What happened here?

COLBY
What -- happened here.

WILLARD
Charlie?

COLBY
NVA regulars. They're coming
again tonight. Tet -- their
big -- assault.

Willard is the man in the middle -- he doesn't know what
to say to this man, but he understands the forces that
pounded him. He takes his arm.


229 REVERSE ON COLBY

looks at Willard, not understanding.


230 REVERSE ON WILLARD

Six months later, and he and Colby would be identical.

WILLARD
I'm taking you back.

Moonby slaps himself in the head with his hand.

MOONBY
Oh, no, don´t say that.

COLBY
Take us back. Take us back !
But, the operation -- the team.
Colonel Kurtz has such plans for
-- the team.

WILLARD
Take me to him, Major.

Colby starts, and then, seeing the shrunken heads on
poles, he turns, agitated, to Willard:

COLBY
I had nothing to do with these
operations -- I did not do the
planning -- none of us did.
It was all Colonel Kurtz -- he
was the genius. You'll see --
the genius of our Colonel. He
should be made a General, don't
you think? A General? It's...

Suddenly, frightened, he stops. Without looking Willard
knows that Kurtz is standing behind him. He turns.

Kurtz has stepped out from his headquarters: He is
a powerful man, though obviously very ill. He slowly
attempts to pull the remnants of his uniform together,
though it is ripped and bloodied, and now combined with
primitive ornaments designating him a tribal chief, as
well as his U.S.A. Colonel's insignia. He is feverish,
with long blonde hair and beautiful features. His eyes
almost hypnotize. His midsection is bandaged from what
seems to be a serious wound.


232 VIEW ON WILLARD

This is not what he expected. He is quiet, and then,
automatically, he comes to an attention.

WILLARD
Colonel Kurtz, I guess.

KURTZ
I'm Kurtz.

WILLARD
(he salutes)
Captain B.L. Willard reporting
his presence, sir.


233 VIEW ON KURTZ

looking at him a long time. Then he returns the salute,
and simply:

KURTZ
At ease...
(pause, as he regards him)
Sit down.


234 MED. VIEW

There is, of course, no chair or anything like a chair.
But behind and around him, Kurtz's men begin to sit on
the ground, cross-legged. Finally, Willard sits as well.
Then Kurtz does.

Moonby lights a joint, and passes it respectfully to
Kurtz -- throughout the scene, the joint is passed from
man to man, ritualistically.

KURTZ
(slowly)
Why did you come to ... my province.

WILLARD
We were attacked -- down river.
We need supplies and medical
help.

KURTZ
You were not coming here, to
see me?

WILLARD
(finding it more and
more difficult to go
on with this lie)
No -- no, sir.

KURTZ
You came up my river -- in that
small boat. So simple. I
always thought the final justice
would come from the sky, like
we did.
(pause)
You are the final justice,
aren't you?

WILLARD
What do you mean, Colonel?

KURTZ
(gently)
What other reason could you
have come? A Captain. Ranger.
Paratrooper. Graduate of the
Recondo School. Am I right
about these things?

WILLARD
You know you're right.

There is a clear, incredible intelligence about this man.

KURTZ
Then the Agency approached you.
Maybe in a bar in Quinon or
Pleiku. Simple. A year's pay
for one life. Perhaps a village
elder, or a tax collector.
Nobody's orders but your own.
Exciting work.


235 CLOSE ON WILLARD

He remains silent.


236 CLOSE ON KURTZ

He smiles.

KURTZ
You've spent tome at the Royal
Tracking School of Malaysia.
I can tell from the way the
laces on your boots are tied.
I understand you, Captain. We
understand each other.

There is a long pause, as the two men regard each other.
Then Willard reaches to his holstered .45 -- withdraws
it, and places it on the dirt before Kurtz, as an act
assuring Kurtz that he is not an assasin.

WILLARD
Do you know me?

KURTZ
Yes.

Kurtz reaches down; takes the .45 -- and without another
word or gesture, shoots and kills a man.

KURTZ
(continuing)
Do you know me ?

He throws the .45 back on the dirt. Rises, and walks
back into the cavernous headquarters behind the shrunken
heads. Moonby scampers off after him, a respectful
distance behind. Even Willard is stunned.

CHEF
Holy shit.


237 EXT. KURTZ'S OUTPOST - FULL VIEW - TWILIGHT

Dotted with campfires; Montagnard families -- it is like
a primitive civilization.


238 VIEW BY THE TEMPLE WALL

Willard is alone by a campfire -- his M-16 leans by a wall
next to him. He is exhausted.

Lance sleeps by the fire, a little distance away. Chef
approaches, crouches down.

CHEF
Captain -- they've been probed
all this week -- Cong and NVA
regulars. There's gonna be a
big offense any time.

WILLARD
I know.

Lance stirs; starts to wake up.

CHEF
What are we doing here?

WILLARD
Kurtz. I'm supposed to kill him,
just like he said.

KURTZ
Yeah, I can see that. He's
fuckin nuts --

WILLARD
Yeah.

CHEF
He killed that guy without feeling
anything.

WILLARD
Not a thing.

CHEF
When you kill Cong, don't you
feel something.

WILLARD
Sure.
(thinking)
Recoil... I feel the recoil of
my rifle.

Willard rises. Chef looks at him, confused and frightened.


239 FULL SHOT - WALL - WILLARD, CHEF , LANCE

Willard walks along the top of a thick wall -- sandbagged
and dug out every so often for an M-60 or a mortar
emplacement.

Wild looking savages man these guns, and seem to bow
to Willard as he passes.

WILLARD
This is good -- triple overlapping
fields of fire -- walls so thick
ordinary artillery just cleans
the moss off their surfaces.

A woman tentatively moves to Willard, bowing, and then
runs off to her bunker.

WE ARE TRACKING with them as they move past the groups
of people, huddled by their fires... men, women and
children. Skulls, shrunken and otherwise hang from
every hut -- adorn every sandbagged bunker -- dried
scalps hang from barbed wire. A child is chewing on
a big piece of almost raw meat.

WILLARD
(continuing)
I've done things, when I was
alone in the jungle -- that I
never told anyone about.

They continue past amount where the shattered wreck of
half a helicopter is laying. It has been altered and
fortified with sandbags and concertina wire. The wreck
lays on its side so that a 7.62 mini-gun that was mounted
there sticks up above the sandbags. The emplacement is
built on amound so the gun commands a clear field of
fire into the jungle beyond.

Some Americans, barely recognizible because of their
beards and savage manner, sit near the gun. Several
Montagnard children giggle at their feet and play with
bayonets.

CHEF
This is evil -- evil, Captain.
We're all gonna die here.

WILLARD
Yeah, I know.

CHEF
I don't get it -- You said your
mission was to kill him. Let's
do it, an' get our asses outta
here. This Kurtz is ruining the
war; I mean, this don't look
good for America !

WILLARD
(lost in his thoughts)
... he's an amazing officer.

CHEF
You got to kill this sonuvabitch
-- Lance and me, we don'´t
understand none of this -- Jesus,
Captain -- I don't wanna die here
-- Do it quick.

Lance just stands there; his eyes vacant.. He sort of
nods, sucking a joint.

WILLARD
Yeah. I know.

He thinks.


240 INT. KURTZ HEADQUARTERS - NIGHT

VIEW FROM INSIDE -- Willard approaches the stakes with
the shrunken heads. Chef and Lance with him. Willard
steps in -- Lance and the Chef crouch outside, waiting.


241 WILLARD'S VIEW

An austere stone savern in the temple: Kurtz's head-
quarters. Electric lights hanging in odd contrast to the
ancient stone. We SEE what is left of the maps and other
military charts -- they had been tacked up on big boards,
but have now fallen into decayed disuse.

There are other indications of the modern headquarters
this had been. Now all those things are no longer impor-
tant. Kurtz sits alone, slumped back in a wicker chair.
There is a large wooden planning table next to him, with
maps, lamps and apile of debris that is practically
garbage. There are native decorations to ward off evil
spirits; and graffiti on the stone walls, things ranging
fromm "Viet Nam, love it or leave it" to quotes of Nietzsche
"Nothing is true -- everything is permitted."

Moonby, who had been crouching in a corner, moves to
Willard.

MOONBY
He's asleep -- don't bother him.

KURTZ
I'm awake.

Willard steps in closer. Kurtz looks to Moonby.

KURTZ
(continuing)
You. Get out.

Moonby hesitates -- not wanting to leave him alone with
Willard.

KURTZ
(continuing; suddenly)
I said get the fuck out !
(to himself)
I'm going to kill the little
weirdo myself tomorrow.
(he shows some pain
when moving his
midsection)
He´s only stayed alive this long
because he's a good orderly and
medic. He knows how to use a
hypodermic.

WILLARD
You're gonna get hit tonight,
bad -- a whole regiment of NVA
regulars.

KURTZ
That's right, the little gook-
pricks. But they are noble
little gook-pricks, noble.
Because they fight with their
guts, like animals. And for an
idea ! That's rich. We fight
with ingenious machines and
fire, like Gods, and for nothing.
But I'll call in a major blotto
airstrike tonight. We'll have
ourselves a helluva airstrike
tonight, a lightshow. How do
you like The Doors': 'C'mon Baby
Light My Fire...'

Willard shrugs.

KURTZ
(continuing)
Do you?

WILLARD
Yeah, I like it...

KURTZ
I love it.

He rests back, grinning.

WILLARD
You've gone crazy.

KURTZ
(angrily)
No. My thinking is clear.
(calmly)
But my soul has gone mad.

Suddenly Kurtz is seized with a terrible pain from his
stomach wound. He groans horribly, clutching at it. He
literally falls from his chair onto the dirt floor.

KURTZ
(continuing)
My gut -- Oh, Christ, my gut !

Willard leans over him; checking the seriousness of the
wound.


242 EXT. THE HEADQUARTERS - NIGHT

Lance is crouching by the stone entrance -- Chef leans in,
witnessing the proceedings inside.

CHEF
(muttering)
Kill him -- come on, why don't
you kill him


243 INT. THE HEADQUARTERS - MED, VIEW - KURTZ AND WILLARD -
NIGHT

Willard examining the wound.

KURTZ
(in pain)
Oh shit -- on the table; morphine.

Willard moves to the table, opens the medical packet. He
takes out a morphine capsule, leans over the writhing
Kurtz and injects him with the drug.

KURTZ
(continuing; looking
up in pain)
You see how stupid it would have
been to blow out my brains? I'm
dying from the gut anyway.

Willard quickly prepares another shot. Kurtz, truly
frightened, holds up his hand.

KURTZ
(continuing)
No -- I don't want to sleep.
I want to think. Water. Give
me water.

WILLARD
You can't have water after
morphine.

KURTZ
Still playing by the rules.
(almost
affectionately)
You're a damn good kiler.

WILLARD
(still holding the
second morphine)
How's the pain?

KURTZ
How's yours?

WILLARD
I can handle it.

KURTZ
Pain is easy to handle -- but
nobility.. the nobility of a
man is judged by how much Truth
he can handle.

WILLARD
What Truth?

KURTZ
The truth that you were sent
here to murder me, ans so far
you haven't done it. And do
you know why?
(looks at him)
Yes, you know why.
(he looks)
Your mission makes about as much
sense as those idiots who sent
you on it. Asshole ! Schmuck !
How long does it take you to
figure out that nobody knows
what they're doing here.
(coldly)
Except me.

He rests back. The drug is beginning to take effect.

KURTZ
(continuing)
Gimme water.

WILLARD
No water.

KURTZ
You know what you're doing?
You are interfering with my
plans !

He crawls in pain toward the canteen Willard watches
him impassively.

KURTZ
(continuing)
This water's got Moonby's acid
in it --

He drinks sloppily from the canteen, water spilling all
over. Then he throws the canteen to Willard.

KURTZ
(continuing)
Drink it -- drink it for tonight.
Think of it. A whole regiment
of those shitty little Cong --
War. Total war -- war like you've
never known it. It's beautiful
-- you'll love it. Trust me.


244 EXT. THE HEADQUARTERS - MED. VIEW - LANCE AND CHEF - NIGHT

We can SEE into the headquarters: Kurtz offers the canteen
to Willard. Chef is terrified -- Lance is stoned out.

CHEF
Lance -- the fucker's not gonna
do it.

KURTZ
Goddamn -- You've gotta dig
napalm on Speed, too. It's
spectacular, you'll see.

Lance stands up holding his M-16, looks into the cavern
with Chef.


245 INT. HEADQUARTERS - NIGHT

Willard stands there, holding the morphine needle in his
hand.

KURTZ
Look into the jungle. You can't --
it's too terrible. You have to
smear yourself with warpaint to
look at it -- you have to be a
cannibal.
(whispered)
That's why warpaint was invented.
Then it becomes your jungle.

Willard shoots himself in the arm with the morphine.

WILLARD
How did we get here?

KURTZ
Because of all the things we do,
the thing we do best -- is lie.

WILLARD
I think think a lie stinks.

KURTZ
Oh Captain, that is so true.

WILLARD
Stinks. I could never figure --
(he drinks from
the canteen)
I could never figure how they
can teach boys how to bomb villages
with napalm -- and not let them
write the word 'fuck' on their
airplanes.

Willard drinks more of the LSD water.

KURTZ
(angrily)
You could never figure it because
it doesn't make sense.

WILLARD
Fuck no.

KURTZ
I'll tell you what makes sense !
Air strikes ! White Phosphorus !
Napalm ! We'll bomb the shit out
of them if they don't do what
we want.

WILLARD
We'll exterminate the fuckers !

Chef steps into the Headquarters -- he is terrified.
He draws his bayonet.

CHEF
Captain -- kill him.

KURTZ
Think of it -- for years, millions
of years, savages with pathetic
painted faces were scared shitless
that fire would rain down from
the sky. And goddamn, we made
it happen. God bless Dow !

CHEF
Kill him !

Chef rushes at Kurtz with his bayonet -- instinctively,
Willard GUNS him -- then there is additional automatic
FIRE. Chef is being riddled by bullets.


246 VIEW ON LANCE

He has let loose with his M-16 at Chef, like some sort
of mindless, programmed killer.

LANCE
(FIRING)
Hot damn !

Then hes tops -- Chef falls to the dirt -- there is an
instant of silence, then:


247 EXT. OF THE TEMPLE AT NU MUNG BA - NIGHT

The DOORS begin LIGHT MY FIRE , loud and overwhelming,
as illuminating flares light up the blackness.


248 MED. CLOSE VIEW

of enormous loudspeakers protected behind spirals of
razor-sharp concertina wire. LIGHT MY FIRE is blasted
out to the enemy, poised to attack.


249 ANOTHER LOUDSPEAKER

Cannibal-painted men in savage decorations wait. Bay-
onets are fixed. Men are stoned to acid, injecting
speed, sniffing cocaine, eating grass, smoking hashish
in water pipes. One looks up to the sky.


250 EIS VIEW

A rocket illuminates the sky, strobing, as in a psyche-
delic hallucination.

251 VIEW ON THE SOLDIER

SOLDIER
Wow...

Another behind him is chanting the word NAPALM softly t
himself.


252 MED. VIEW ON THE GATE

Willard strides out of the darkness, into the positions
around the gate. He looks like a magnificent warrior --
Genghis. All the men: Montagnards, fierce Americans,
even the savage men of the P.B.R. crew either bow,
salute or kneel before Willard. The color pulsates
around the edge of the image, red and green, mauve and
purple.

We SEE Lance; waiting, with his weapons -- garlands of
teeth around his neck, his face painted.


253 FULL VIEW - MONTAGE

Enemy ARTILLERY BLASTING away at the fortress.


254 CLOSE SHOT - A MORTAR

A hand drops a shell and it FIRES.


255 CLOSE SHOT - ROCKET LAUNCHER

It FIRES. EXPLOSIONS around the fort, red and orange
and blue and green. They hit and grow, outward like some
sort of cosmic flower.


256 CLOSE SHOT - A FLAME-THROWER (ON TANK)

Shoots out a stream of burning napalm that looks like a
death ray gun, radiating outward with ice-blue energy.


257 SHOT ON LOUDSPEAKERS

blasting out music.


258 MED. CLOSE VIEW ON YOUNG SOLDIERS

With the MUSIC, like those people you see listening to
radios in their cars.


259 SHOT ON THE COMMAND BUNKER - WILLARD , KURTZ , OTHERS

(In SLOW MOTION) Shells WHISTLE in and EXPLODE on the
walls in the compound. The men behind them are setting
up rocket launcher (missile) . Everywhere metal and rock
and flame fly and it is beautiful to see.

Willard looks through the infra-red sniper scope.


260 WILLARD - INFRA-RED POV

Strange, luminescent images of North Vietnamese approach-
ing the outer perimeters. Thousands of them.


261 FULL SHOT ON KURTZ

KURTZ
Mini-gun. Colby. Sergeant.
Mini-gun.


262 MED. SHOT - MINI-GUN

A SERGEANT in feathered head-piece and wildly painted
operates the mini-gun with several native helpers. SHELLS
BURST around them. When they FIRE the SOUND is incredibly
loud and steady like a high-pitched foghorn. A solid
stream of molten lead seems to pour into the darkness as
7000 rounds a minute rip into the enemy. The pass of
the lead reaches out in beautiful patterns as the Ser-
geant sweeps the area. The sergeant laughs maniacally
as the GUN resumes FIRING, right up to the moment he is
blown to eternity by an all-engulfing 105mm shell.


263 VIEW ON WILLARD

Exhilarated, and moving with the MUSIC.

WILLARD
Napalm.

Colby pushes a row of plungers: Advancing NVAs il-
luminated by napalm drums, phosphorescent napalm EXPLODES
beautiful, like a magnificent firework.


264 VIEW ON KURTZ

KURTZ
Claymores, claymores.

The SOUND DISTORTED of tremendous HOWLING EXPLOSIONS
penetrate the track of LIGHT MY FIRE one after another.
Kurtz's face is illuminated by each of these. His face
seems to change from one grotesgue primitive face to
another, as though the whole history mankind is evolv-
ing in front of us.

The SCREAMS of maimed and dismembered men almost pene-
trates the INCREDIBLY LOUD MUSIC and we HEAR Kurtz's men
LAUGHING and SCREAMING in delight.

Kurtz looks out over the field of slaughter.


265 FULL SHOT - NVA CHARGE

through wires and claymore glass, each wilder and more
extreme. They burn in the pools of luminescent napalm
but press relentlessly on. SHELL BURSTS overhead. They
chant to themselves as they advance. NVA have reached
the walls and throw down scaling ladders and start up.
Suddenly the sky is bright with flares which produce
weird psychedelic light. Blared out at tremendous vol-
ume over and above the DIN OF BATTLE is LIGHT MY FIRE.


266 FULL SHOT - WALL - EVERYBODY

The Americans and Montagnards stand up screaming.
Spurred by MUSIC, they charge up. M-16's in both hands,
blasting, kicking, bayoneting, gouging, splittin throats,
biting necks, both sides collide in the utter and most
horrible savagery.


267 MED. SHOT - WILLARD

standing on the wall BLASTING as bodies fall around him;
he thrusts his bayonet into one attacker, removes it with
a foot and stabs another. From him he takes his AK47 and
BLASTS more as they come.


268 MED. SHOT - LANCE

The VC rush his position. Willard trips a claymore that
BLASTS most of them to shreads. More fill in. Lance
opens up FULL AUTOMATIC . Willard and Lance move down to
the nest wall, FIRING , bodies tumbling over.

Lance is caught in a CROSSFIRE and hit several times.
He pulls himself up -- FIRES a final BURST and then falls
under the enemy's feet.


269 VIEW ON MOONBY

sees this and scampers off into the jungle, muttering
madly to himself.


270 MED. VIEW - WILLARD AT THE R.T.

shouting into the radio

WILLARD
Code -- Street Gang -- Street
Gang ! Purgative air strike;
Street Gang !

He turns and runs back through the compound with the
receding Montagnards. SHELLS are EXPLODING everywhere.
The light patterns are fantastic. Men fall, Viets break
over the walls and charge. They crouch and rip into
them FULL AUTOMATIC. They break the charge and continue
cutting their way through the NVA masses like torches
through metal.


271 FULL SHOT - COMMAND POST - KURTZ

Kurtz watches as invaders swarm through his domain. Women
and children rush upon him now. Kurtz flicks some switch-
es and the whole north wall EXPLODES in overwhelming FIRE.
The gates are uprooted. The stone lions tumble, crushing
men below. Kurtz cocks an M-16 and walks off the bunker.


272 VIEW ON WILLARD

watching this spectacle.


273 MED. SHOT - DIFFERENT ANGLE - KURTZ

He rounds the shadow wall.

Kurtz sees a group of Viets and rushes up and prepares a
machine gun mount. They don't see him. He braces the gun
at his side and steps out.

KURTZ
(yelling)
Charles !

They stagger and fall, shattered and bleeding, save one
who's merely lost his weapon. Kurtz looks at him, his
gun empty. He drops it and flips open the flap of his
holster. The Viet soldier goes for his pistol. Kurtz
beats him to the draw and bloes him into the night. He
moves over to pick up the NVA light machine gun. Holding
it at his hip, he stands atop one of the ruined walls
and FIRES into the masses. His native men see him and
rush for the chance to die beside him. They are quickly
encircled by onrushing Viets and are being overrun. The
machine gun jams and Kurtz grabs a rifle. When it's empty
and the bayonet is off he wields it as a club.


274 MED. SHOT - LOW ANGLE - KURTZ

taking swings with his rifle, standing atop the
wall and battering the oncoming enemy like Davy Crockett
at the Alamo.


275 FULL VIEW - THE FORTRESS

The air strike hits with all its force. Balls and rain
of fire sweeps down on the temple, the enemy, everything.
It is the biggest firework show in history.

The wall Kurtz was standing on, and he falls with it.
Willard sees this and makes his way toward him as the
air strike continues. All around us is a spectacle of
MUSIC and light and fire and overwhelming color.


276 TRACKING SHOT ON WILLARD

following Kurtz's trail in the mud. He has crawled on
all fours back into the jungle to die. He stalks Kurtz
into the jungle ; moving around and cutting off the
crawling Kurtz

KURTZ
Go away -- hide yourself.

WILLARD
What are you doing?

KURTZ
Going back - to the jungle to
die.

WILLARD
I'm taking you back. You can
still live.

KURTZ
I had immense plans.

WILLARD
I'm gonna get you out of here.

KURTZ
I was on threshold of great
things.

Willard slings Kurtz's bleeding body around his neck,
holding his hand, dragging hom through the jungle. The
spectacle continues in the b.g.


277 EXT. THE P.B.R. - THE RIVER

This wreck of a boat is still afloat. Willard crawls
out of the jungle, carrying the dying Kurtz and manages
to get him onto the boat.


278 EXTREME FULL SHOT

The spectacle of total psychedelic war: the fortress of
Nu Mung Ba.

FADE OUT.

FADE IN.


279 EXT. THE TEMPLE - MORNING

The entire temple is devastation. Vultures by the hundreds
circle overhead. There are a few survivors. Everywhere
is smoke and heaps of bodies. Colby, a Sergeant, and
some Montagnards sit near them.

Their eyes are red and glazed, their jaws hang slack and
they tumble occasionally. They stagger away from the
field of slaughter. Willard looks down and sees something.
Moves over to it, kicks several bodies away and in the
f.g. below is Lance, dead.

Colby stumbles over. Willard holds Lance up by his hair.

COLBY
Who is he?

WILLARD
He was the tragedy -- the tragedy
of this war.

CUT TO:


280 THE P.B.R.

battered, moving slowly down the river.


281 TIGHTER VIEW

Colby is at helm. Kurtz lies feverish, delirious.
Willard sits by him. As the boat moves, Montagnards, those
left alive, come and pay their respects by the riverbanks.
Colby takes an automatic weapon and FIRES it into the air.
Some of the natives move in terror, frightened of him.
The battle is not over.

KURTZ
Don't. Don't frighten them away.

Willard looks down at him.

WILLARD
So you understand this?

Kurtz looks up at him, past him with fury, longing in his
eyes. There is a slight smile.

KURTZ
Do I not?


282 EXT. RIVER - MED. VIEW

The boat moves as though naturally carried by the river.

KURTZ
My river... my people... my jungle...
my ideas... my country...
my wife...
(he looks at Willard)
... my death.

WILLARD
You had immense plans... immense plans...

KURTZ
Yes...

WILLARD
I'm taking you back.

Kurtz looks up to him, then an expression of overwhelming
intense and hopeless terror, hopeless despair. A whisper
at some image, at some vision, he cries out twice, a cry
that is no more than a breath.

KURTZ
The horror, the horror.

We HEAR the distant SOUND of HELICOPTERS approaching.
The SOUND of ROTORS in the distance. They look up,
craning their eyes at the sky. Colby points.

COLBY
There.

Over the jungle mountains the small formation of MEDEVAC
helicopters hooping toward them.

COLBY
(continuing)
How did they know?

WILLARD
They must have seen the fire.

The helicopters are closer now but high up. Two of
them breaking off, spiraling in TOWARD US.

COLBY
They're coming to rescue us.
They're Medevac.


283 CLOSE SHOT ON WILLARD

He stares up at the sky.

WILLARD
(to himself)
They're coming to take us back.

Copters directly overhead.

WILLARD
(continuing)
Yeah.

COLBY
Colonel Kurtz, he's dead.

WILLARD
Yeah.

He raises his M-16 and FIRES the entire clip at the ap-
proaching rescue helicopter.


284 FULL SHOT - THE COPTER

It frantically pours on the power and wheels up to the
sky.


285 FULL SHOT - WILLARD, COLBY

WILLARD
Yeah.

Colby takes his rifle and joins Willard in FIRING at
the retreating American helicopters.


286 HELICOPTER'S POV - ON THE BOAT

The men in the boat FIRING AT US as we fly further into
the air, the boat getting smaller and smaller.

WILLARD (V.O.)
... Don't remember a lot about my
rehabilitation... but I was sent
back to the world before the fall
of Saigon...


287 EXT. MARINA DEL RAY - EXTREME HIGH ANGLE - NIGHT

MOVING DOWN back to the pleasure boat at the Marina.

Pause. Willard is very silent.

WILLARD
I never answered questions about
Kurtz -- I gave them a few of his
unimportant papers -- but for the
most part I saved everything.
There were other letters, personal
ones written earlier to his wife.
I brought them to het. I watched
the fall of Saigon on television
in a bar in Alameda...


289 EXT. CALIFORNIA NEIGHBORHOOD - DAY

A bright clear day in a scrubbed-clean California neigh-
borhood. Some kids are playing in the street.

Willard, years later, dressed as a civilian, proceeds past
the lawn to the attractive home, carrying a packet under
his arm. He passes a lanky, young teen-aged boy working
on a motor-scooter. Willard looks at him. The boy
looks back.

WILLARD
Hi.

Then the door opens, and KURTZ'S WIFE is standing at the
door. She is still beautiful, blonde, and dressed in
mourning even though she doesn't wear black. There is a
sense of purity about her, though she is not young.

KURTZ'S WIFE
Come in, Captain Willard.

He enters.


289 INT. KURTZ'S HOME - DAY

Everything good and secure and desirable about America.

She stands in the center of the room, a little nervous.

KURTZ'S WIFE
Can I get anything for you?

There are pictures of Kurtz, not too many... but he is
there in the various stages of his career.

Then she sits suddenly, and Willard sits by her.

KURTZ'S WIFE
(continuing)
Did you know him very well?

WILLARD
You get to know each other pretty
well out there.

KURTZ'S WIFE
And you admired him?

WILLARD
He was a remarkable man. It was
impossible not to --

KURTZ'S WIFE
Love him... Yes, it is true.
That's the hard part for me... I
knew him better than anyone ... I
knew him best.

WILLARD
You knew him best.

KURTZ'S WIFE
You were his friend... You must
have been, if he had given you
this...
(the packet)
If he sent you to his home. He
was the best this country had --
he was --

WILLARD
Yes, I know...

KURTZ'S WIFE
I'll never get over it -- But
I'll always remember him...

WILLARD
Both of us...

KURTZ'S WIFE
Men looked up to him...
(she loses herself
in a thought)
He died as he lived...

WILLARD
His death was -- yes, he died as
he lived.

KURTZ'S WIFE
Were you with him, when...

WILLARD
Yes I was... He said his last
words to me.

Pause.


290 MED. CLOSE SHOT ON WILLARD

A little of the madness is still with him. He knows what
she will ask.

KURTZ'S WIFE
What were they?


291 MED. CLOSE SHOT ON KURTZ'S WIFE

KURTZ'S WIFE
Tell me.


292 MED. CLOSE ON WILLARD

remembering that incredible day moving down the river.

Our VIEW LOOSENS

KURTZ'S WIFE
Tell me what he said.

KURTZ (V.O.)
The horror ! The horror !

WILLARD
He spoke of you, ma'am.

He sits there looking at her.


293 EXT. TIGHT HIGH ANGLE ON THE MARINA DEL REY BOAT

The cocktail party is breaking up. Willard is one of
the few guests left.

We MOVE FROM Willard standing alone on the deck of the
boat. Moving back through the departing guests. Charlie
is getting ready to leave himself. We MOVE CLOSER to
Willard.

DISSOLVE TO:


294 EXT. THE RIVER - P.B.R. - DAY

the boat floating down the river. Kurtz's body; an exhaust-
ed, half-dead Colby. And HOLDING Kurtz, Willard. We HEAR
THE DOORS' "THE END" as we present the END TITLES.

FADE OUT.



THE END

 

[Sonny Limatina]

A P O C A L Y P S E N O W



Original screenplay by John Milius.

Inspired by Joseph Conrad's "HEART OF DARKNESS".

This draft by Francis Ford Coppola.

December 3, 1975.



1 PRIMEVAL SWAMP - EARLY DAWN

It is very early in the dawn - blue light filters through
the jungle and across a foul swamp. A mist clings to the
trees. This could be the jungle of a million years ago.

Our VIEW MOVES CLOSER, through the mist, TILTING DOWN to
the tepid water. A small bubble rises to the surface;
then another. Suddenly, but quietly, a form begins to
emerge; a helmet. Water and mud pour off revealing a set
of beady eyes just above the mud. Printed on a helmet,
in a psychedelic hand, are the words: "Gook Killer."
The head emerges revealing that the tough-looking soldier
beneath has exceptionally long hair and beard; he has no
shirt on, only bandoliers of ammunition - his body is
painted in an odd camouflage pattern. He looks to the
right; he looks to the left; he looks INTO CAMERA, and
slowly sinks back into the swamp, disapperaring completely.

Our VIEW HOLDS, We begin to HEAR natural, though
unrecognizable JUNGLE SOUNDS, far off in the distance.
We PAN TO REVEAL a clump of logs half submerged in the
swamp; and part of what seems to be a Falstaff beer can
in the mud. A hand reaches out, and the beer can disappears.
As we TILT UP, we NOTICE that the log is hollow
and houses the rear of a M-60 machine gun, hand painted
in a paisley design.

Now the VIEW MOVES AWAY, ACROSS the ancient growth, PAST
the glimmer of what seems to be another soldier hiding in
ambush, wearing an exotic hat made from birds and bushes.
ACROSS to a dark trail where the legs of those in black
pajamas move silently across our ever TIGHTENING VIEW.
Their feet, boots and sandals leave no impression; make
no sound. A slight flicker of light reveals a pair of
eyes in the foliage across the path, waiting and watching.

The VIEW PUSHES ALONG WITH the Vietnamese, MOVING FASTER
AND FASTER WITH them, until suddenly, directly in front
about ten feet away, an enormous AMERICAN clad in rags
and bushes and holding a 12 gauge automatic shotgun
casually at his side, steps in front of them. He smiles
laconically, and BLASTS OUT FIVE SHOTS that rip THROUGH
US. By the second shot, the whole jungle blazes out
with AUTOMATIC FIRE.

Out VIEW TURNS as the men around us are thrown and torn,
screaming and scattering into the jungle. More AMERICANS
appear; unexplainably, out of the growth. It is now that
we fully SEE the bizarre manner in which they are dressed.
Some wear helmets, others wear strange hats made from
feathers and parts of animals. Some of them have long
savage-looking hair; other crew-cut or completely shaved;
they wear bandoliers, flak jackets, shorts and little else.
They wear Montagnard sandals or no shoes at all, and their
bodies and faces are painted in bizarre camouflage patterns.
They appear one with the jungle and mist, FIRING INTO US
as they move.

The soldier we saw earlier emerges from the swamp, dripping
mud, his MACHINE GUN BLASTING FIRE.

We begin to move quickly with one Vietnamese, breathlessly
running for his life; we MOVE INTO the jungle with him,
only to be impaled on a large spear of a smiling AMERICAN
painted and wearing feathers like an Indian. OUR VIEW
FALLS WITH him to the ground, STARING UPWARDS, as FLAME
and EXPLODING MUD scatter above us. Men scream and die
around us. The screams amid the GUNFIRE and EXPLOSIONS
are piercing and terrible, as though the jungle itself is
frightened.

An AMERICAN wearing a jungle hat with a large Peace Sign
on it, wearing war paint, bends TOWARD US, reaching down
TOWARD US with a large knife, preparing to scalp the
dead.

OUR VIEW MOVES AWAY, along with the running sandals of a
Vietnamese soldier, MOVING FASTER AND FASTER, only to be
stopped by still another of the savage-looking AMERICANS
with primitive ornamentation, wearing only a loin-cloth
and green beret. He opens his flame-thrower directly ON US
and the NVA soldier and we are incinerated in flame,
bright psychedelic orange-red flame. Outrageous, loud,
electric ROCK MUSIC OVERWHELMS the SOUNDTRACK :


MAIN TITLE : APOCALYPSE NOW


2 TITLE SEQUENCE

The CREDIT TITLES proceed as the FLANE CONSUME US,
growing more intense, brighter, more vivid, purifying;
transforming into an intense white heat that we can barely
look at, like the sun itself.

Then it EXPLODES, breking apart, and shattering once
again. It begins to cool, as the TITLES CONTINUE. It
is as though WE ARE MOVING through the white center of
cooling flame, forming a spinning web, and becoming more
distant. The TITLES CONTINUE.

We are MOVING TOWARD planetary nebulae; MOVING through the
stars; MOVING closer to the Earth. We can BARELY HEAR the
MUSIC now.

We MOVE CLOSER to the earth; beautiful, covered in clouds,
as though SEEN from a satellite. The TITLES CONTINUE.

We are MOVING CLOSER to the earth; through the soft clouds,
close enough that we can MAKE OUT the Western Hemisphere;
CLOSER to North America; CLOSER, to America, then California;
Los Angeles, STILL CLOSER to the odd, finger-like
shapes of :


3 EXT. MARINA DEL REY

The VIEW finally SETTLES ON a partically luxury cabin
cruiser harbored at a particular dock late in the day.

It is large, pleasure boat: The people are relaxing in
bathing suits and towels and robes. They are drinking
cocktails, and snapping pictures. The boat belongs to the
head of a large American Corporation, and this is his
party. This man, CHARLIE, is sitting, his shirt off to
catch some of the late sun. Others have their faces
smeared with white suntan oil that reminds us of war
paint. Charlie is going on and on :

CHARLIE
... It's crazy -- sugar is up to
200 dollars a ton -- sugar !

LAWYER
What about oil ?

CHARLIE
Food, oil --look, let me show you
something. This is the economy of
the United States in two years --

He takes a newspaper, draws a circle.

CHARLIE
(continuing)
This is West Germany.
(he draws another,
bigger circle)
This is Japan.
(another , bigger)
This is Italy.
(a dot)
This is Iran.
(a very big circle)
And this is Saudi Arabia... In
two years ?
(a gigantic circle)
Do you understand ?

ACCOUNTANT
What's to prevent it ?

CHARLIE
Maybe nothing. But I'll tell you,
I didn't build a two-billion-dollar
company in the last twenty years
by doing nothing. We can protect
our interests.
(pause, for a drink)
We are still the most powerful
nation in the world. Militarily.

He leans to his associates, in a half-whisper.

CHARLIE
(continuing)
You know bodyguard; he was a
captain in Viet Nam. You talk to
him, except he won't talk. This
kind of man can kill you with his
pinky. A nice quiet fella, though.

The VIEW BEGINS TO PULL AWAY from this group.

CHARLIE
(continuing)
Carries a attache case at all
times. You know what's in it ?
(another sip)
An Ingram Machine pistol.

Gradually, Charlie's voice softens as we MOVE AWAY, and a
NEW VOICE, the voice of someone thinking, COMES IN OVER it :

CHARLIE WILLARD (V.O.)
I don't tahe chances, and Bullshit. You can kill
neither should this country. with the ridge of your
If we're strong, we should hand to the throat; you
protect our interests, and can crush a skull with
we should have the respect your knee... but you
of the world, even if it can't kill anybody with
takes another war. your pinky.

The VIEW MOVE ALONG the guests of this small party :
Pictures being taken, some people are swimming. It is the
good life. Now WILLARD'S VOICE TRACK DOMINATES.

WILLARD (V.O.)
The attache case has been empty
for three years, but it makes him
safe to think there's a machine
pistol in it.

I don't like automatic weapons.
They jam.

I saw a friend of mine get
ripped open because he flicked his
M-16 to automatic, and it jammed.
How much money did the contractors
make on the M-16 ?

Our VIEW IS MOVING through the people on the boat; some
reading, flirting, drinking.

WILLARD (V.O.)
(continuing)
He likes to hear stories about Nam.
I tell him I can't; they're not
cleared. The truth is he wouldn't
understand.

We can now SEE A MAN with his BACK TO US, looking the
opposite way. An attache case resting near to him. We
MOVE CLOSER.

WILLARD (V.O.)
(continuing)
There's no way I can tell them...
what really happened over there.

I wouldn't've believed it if
someone'd told me.

We are now RESTING on his back. Occasionally, he sips
from a beer, but we cannot see his face.

WILLARD (V.O.)
(continuing)
There was only one part that
mattered -- for me, anyway. I
don't even know if I remember
all of it. I can't remember
how it ended, exactly -- because
when it ended I was insane.

DISSOLVE TO :

4 EXT. A STREET IN SAIGON - DAY

A Saigon boom street in late 1968. There are bars and
shops for servicemen; the rickshaws, the motorbikes.
Our VIEW MOVES TOWARD one particular officer; B.L.
WILLARD , in uniform, a Captain of the Airborne, followed
by four or five Vietnamese kids trying to shine his
shoes and sell him things.

WILLARD (V.O.)
But I know how it started
for me -- I was on R. and R.
in Saigon; my first time south
of the DMZ in three months. I
wasn't sure, but I thought this
guy was following me.

Willard looks back.


5 HIS VIEW

an American CIVILIAN.


6 MED. VIEW

Willard ducks into a bar.


7 INT. THE SAIGON BAR - DAY

Not much in this place -- a bar, linoleum flooring, a few
tables and chairs, and a juke box. The lounge is fairly
crowded. Willard takes off his cap and walks quietly
past the soldiers at the bar. Some of them, catching
sight of his ribbons, stop talking as he moves by.

An INFANTRY CAPTAIN enters the bar, buys a couple of
drinks and approaches Willard's table.

CAPTAIN
How about a drink ?

WILLARD
Sure, thanks.

He sits down at the table with the drinks.

CAPTAIN
Winning the war by yourself.

WILLARD
(he calls for the waiter)
Part.

CAPTAIN
Which part is that ?

WILLARD
My part.
(TO THE WAITER)
Beer, with ice and water.


CAPTAIN
That's good gin.

WILLARD
I'm sure it is, but I had hepatitis.

CAPTAIN
Delta ?

WILLARD
No.

CAPTAIN
North ?

WILLARD
Yeah. Way north.

CAPTAIN
What unit were you with ?

WILLARD
None.

CAPTAIN
Rangers, eh?

WILLARD
Sort of.

The JUKE BOX starts BLARING. Annoyed , Willard looks over
his shoulder.

CAPTAIN
Were you Longe Range Recon --

WILLARD
No -- I worked too far north for
LRRP.

He reaches into his shirt pocket for a cigarette, and the
Captain leans over the table to light it for him. Willard
notices the CIVILIAN on the street has glanced in the bar,
then enters and sits down at a table by the doorway.

CAPTAIN
That's quite an array of ribbons...

WILLARD
Let's talk about you.

CAPTAIN
I was an FO for the 25th.

WILLARD
Tracks ?

CAPTAIN
Yeah.

WILLARD
Fat. That's real fat.

CAPTAIN
Sometimes.

WILLARD
At least you always have enough
water. How many gallons does
each one of those damn things
carry ?

CAPTAIN
Thirty -- sometimes fifty.

WILLARD
You know, I can remember once,
getting back below the DMZ -- and
the first Americans we ran into
were a track squadron. I just
couldn't believe how much water
they had. We'd been chewing
bamboo shoots for almost a week,
and before that, for two weeks,
we'd been drinking anything --
rain water, river shit, stuff
right out of the paddies. And
there were these guys standing
by their trucks spilling water
all over. I could've killed them.
(solemnly)
I swear to God I would have, too,
if ...

CAPTAIN
I didn't know we had units up
there in North Vietnam.

WILLARD
We do.

CAPTAIN
How long were you up there ?

WILLARD
A long time.

CAPTAIN
A year ? Waiter another beer.

WILLARD
I go up on missions. Listen
Captain, buy me all the beer
you want, but you better tell
that asshole over there you're
not going to find out anymore
about me.

Willard glances over his shoulder and indicates the
Civilian. The Civilian is given a sign by the Captain.
He rises and comes over to the bar.

WILLARD
(continuing)
What do you want ?

CIVILIAN
(indicating the Army jeep)
If you're B.L. Willard, 4th Recon
Group, we'd like you to come with
us.

WILLARD
Whose orders ?

CAPTAIN
Headquarters 11 Corps -- 405th
A.S.A Battalion -- S-2 --
Com-Sec -- Intelligence --
Nha Trang.

WILLARD
Who are you ?

CIVILIAN
The agency.

Willard looks at the Civilian a moment, and then walks
roght out toward the jeep without saying another word.
The Civilian follows.


8 EXT. HELICOPTER - DUSK

A darkly painted "HUEY" ROARS over low paddies and jungle
before emerging onto an open plain. It crosses a barbed
wire and sand-bagged perimeter and lands in a heavily
fortified, concealed compound.

WILLARD (V.O.)
They took me to some place outside
Nha Trang... Intelligence Headquarters
for all operations in South East Asia.
I'd worked for Intelligence before --

Armed men jump from the Huey -- among them Willard. A
large camouflaged cover is moved, revealing an underground
corridor -- they enter.


9 FULL SHOT - UNDERGROUND PLOTTING ROOM

A door swings wide -- Willard steps through and comes to
attention, blocking the view of the room. A strange
reddish light pervades. The room is covered with plastic
maps and filled with smoke.

The whole place has been hewn out of the ground itself
and there is a sense of the cut-back jungle growth slowly
reclaiming it.

WILLARD
Captain B.L. Willard, G-4 Headquarters,
reporting as ordered, sir.

COLONEL (O.S.)
Okay, Willard, sit down.

Willard sits in a chair that is set in a center of a
bare concrete floor. Across from him, around steel desks
and tables sit several men. The nearest one, a COLONEL
puts his cigar out on the bottom of his shoe -- behind
him sits a MAJOR and a seedy-looking CIVILIAN.

COLONEL
Have you ever seen this officer
before, Captain Willard ?

He points to the Major.

WILLARD
No, sir.

COLONEL
This gentleman or myself ?

WILLARD
No, sir.

COLONEL
I believe on your last job you
executed a tax collector in Kontum,
is that right ?

WILLARD
I am not presently disposed to
discuss that, sir.

MAJOR
Very good.

He turns to the Colonel and nods his approval. The
Colonel gets up and goes to a large plastic map.

COLONEL
You know much about about Special Forces;
Green Berets, Captain ?

WILLARD
I've worked with them on occasions
and I saw the movie , sir.

The officer smiles at this.

COLONEL
Then you can appreciate Command's
concern over their -- shall we say
'erratic' methods of operation.
(pause)
I have never favored elite units,
Captain, including your paratroopers
or whatever. Just because a man
jumps out of an airplane or wears
a silly hat doesn't give him any
priviliges in my book -- not in
this man's army.

MAJOR
We didn't need 'em in Korea --
no sir, give me an Ohio farm boy
and an M-1 Garand, none of this
fancy crap -- no sir.

CIVILIAN
(stopping him)
Major.

COLONEL
We have Special Forces A
detachments all along the
Cambodian border. Two here and
another one here -- twelve or
fourteen Americans -- pretty
much on their own; they train
and motivate Montagnard natives;
pick their own operations. If
they need something, they call
for it, and get it within
reason. What we're concerned
with is here.


10 CLOSE VIEW - ON THE MAP

COLONEL
The A detachment at Nu Mung Ba.
It was originally a larger base,
built up along the river in an
old Cambodian fortress.

The area has been relatively
quiet for the past two years --
but --


11 MED VIEW

COLONEL
... Captain, we know something's
going on up there -- Major --

The Major looks at some papers in front of him.

MAJOR
Communications naturally dwindled
with the lack of V.C. activity,
this is routine, expected ... but
six months ago communication
virtually stopped.

COLONEL
About the same time -- large numbers
of Montagnards of the M'Nong descent
began leaving the area -- this in
itself is not unusual since these
people have fought with the Rhade
Tribe that lived in the area for
centuries. But what is unusual is
that we began to find Rhade refugees
too -- in the same sampans as the
M'Nongs. These people aren't afraid
of V.C. They've put up with war
for twenty years -- but something
is driving them out.

MAJOR
We communicate with the base
infrequently. What they call for
are air strikes, immediate --
always at night. And we don't
know what or who the air strikes
are called on.

WILLARD
Who ?

MAJOR
You see, no one has really gone
into this area and come back alive.

WILLARD
Why me ?

MAJOR
Walter Kurtz, Lieutenant Colonel,
Special Forces. We understand
you knew him.

He puts Kurtz' dossier in Willard's hand.

WILLARD
Yeah.

COLONEL
He's commanding the detachment
at Nu Mung Ba.

The Colonel gets up and walks over to a tape recorder,
flicks it on. The recording is first STATIC -- the
AIR CONTROLLER then asks for more information on target
coordinates -- it all sounds very routine, military.
Then a frantic VOICE comes on, talking slurred, like
someone dumb, except very fast.

VOICE (ON TAPE)
Up 2 -- 0 -- give it to me quick --
Mark flare -- affirmative damn --
Immediate receive -- hearing
automatic weapons fire man ...

GUNFIRE is HEARD and a lower, slower VOICE in background.

SECOND VOICE
Blue Delta five
This Big Rhine -- three
Need that ordinance immediately
Goddamn give it to me immediate
Christ -- Big Rhino --
Blue God -- Delta damn -- goddamn.

A heavy BURST of AUTOMATIC WEAPONS FIRE -- INSANE LAUGHTER
-- STATIC, and faintly, very faintly we HEAR HARD ROCK
MUSIC -- more STATIC -- suddenly a low, clear VOICE
peaceful and serene, almost tasting the words.

THIRD VOICE
This is Big Rhino six -- Blue Delta.

MAJOR
That's Colonel Kurtz.

KURTZ (V.O.)
I want that napalm dropped in the
trees -- spread it among the
branches.

We'll give you a flare -- an
orange one -- bright orange.
(STATIC)
We'd also like some white phosporous,
Blue Delta. White phosporous, give
it to me.

STATIC interrupts -- the Major turns the machine off.

WILLARD
I only met Kurtz once.

CIVILIAN
Would he remember you ?

WILLARD
Maybe.

COLONEL
What was your impression of him ?

Willard shrugs.

CIVILIAN
You didn't like him.

WILLARD
Anyone got a cigarette.

The Major offers him one; they wait as he lights up, thinks.

WILLARD
(continuing)
I thought he was a lame.

COLONEL
A lame ?

WILLARD
This is years ago, before he
joined Special Forces, I guess.
We had an argument.

COLONEL
About what ?

WILLARD
I don't know. He was a lame,
that's all.

COLONEL
But why ?

WILLARD
He couldn't get through a
sentence without all these
big words; about why we kill.

COLONEL
Well, he's killing now.

WILLARD
Maybe.

CIVILIAN
What does that mean ?

WILLARD
Maybe it's not Kurtz. I don't
believe he's capable of that.
I just don't believe it.

COLONEL
It's got to be Kurtz.

CIVILIAN
The point is that Kurtz or
somebody attacked a South
Vietnamese Ranger Platoon three
days ago. Last week a Recon
helicopter was lost in the area --
another took heavy damage --
direct fire from their base
camp.

WILLARD
Our Recon flight ?

CIVILIAN
Ours.

WILLARD
Touchy.

CIVILIAN
You can see, of course, the
implications, if any of this --
even rumours leaked out.

WILLARD
You want me to clean it up --
simple and quiet.

CIVILIAN
Exactly -- you'll go up the
Nung River in a Navy P.B.R. --
appear at Nu Mung Ba as if by
accident, re-establish your
acquintance with Colonel Kurtz,
find out what's happened -- and
why. Then terminate his command.

WILLARD
Terminate ?

CIVILIAN
Terminate with extreme prejudice.


12 FULL VIEW - ON THE DELTA

A waterway leading out to the ocean -- it is broken and
divided into hundreds of channels, islands, water farms.

A Navy patrol boat (P.B.R.) is waiting by a dock area.
This is small, light craft, very fast, and heavily
armed. Its men stand at attention in a small and simple
military ceremony. Willard approaches them in battle-
dress: Tiger suit, full field pack, forty-five, helmet,
M-16. The boat commander salutes Willard.


13 MED. VIEW

We hear the introductions faintly, UNDER Willard's VOICE.

WILLARD (V.O.)
I met the P.B.R. crew; they were
pretty much all kids, except for
Phillips, the Chief -- Gunner's
Mate Third Class L. Johnson --
Lance Johnson; Gunner's Mate
Third Class J. Hicks -- The Chef --
Radio Operator Second Class T.
Miller; they called him Mr. Clean.

WILLARD
Chief, try to keep out of where
we're going -- Why we're goin' and
what's gonna be the big surprise.

CHIEF
All right with me, I used to drive
a taxi.

WILLARD
Let's go.

The Chief nods. They all break formation and jump aboard
and otherwise go about their work.

The twin diesels kick up -- and t he boat moves away from
the dock. The Chef jumps aboard; Lance mans the forward
twin fifty-caliber machine guns -- they wave to the guards
on the dock and move away into the complexity that leads
to the ocean.

DISSOLVE TO :



14 FULL VIEW - STORMY SEA

The boat slams through the heavy sea ; hurtling off the
top of a wave and crashing full into the trough of another.


15 MED. SHOT - BOAT COCKPIT - WILLARD AND CHIEF

Willard holds on to whatever he can -- he looks very pale.
Water crashes over the bow and drenches everyone. The
Chief mans the wheel and the ENGINES WHINE. Lance climbs
back from his position. He looks at Willard, who just
stares ahead into space, swallowing.

DISSOLVE TO :



16 LONG SHOT - BOAT DUSK

The dusk is spectacular through the broken storm clouds --
the sea is calm again.

DISSOLVE TO :


17 VIEW ON THE BOAT - PROCEEDING UP THE COAST

The Chief is at the helm -- Willard approaches him.

CHIEF
The Delta closes off to us about
ten miles out of Hau Fat. We'll
be able to pick up some supplies --
bit I think there are only two
points we can draw enough water
to get into the Nung River. It's
all Charlie's turf from there on
out.

WILLARD
We're gonna have some help to
get in the river. You know
these waters, Chief ?

CHIEF
'Bout six months ago I took a man
up to Lo Mung Bridge. He was
regular Army too. Shot himself
in the head. I brought his body
back down.

WILLARD
Shot himself. What for ?

CHIEF
Beats me -- the sun was too much
for him, or the mud. Who knows ?

Pause, looking at Willard.


18 CLOSE SHOT - ON WILLARD

Suddenly, his attention is diverted -- there is a slow
buffeting, as if the air around them is being sucked out
and replaced quickly. The boat shakes slightly. There
is a distant ROLLING NOISE like interrupted thunder. All
the men have stopped whatever they're doing -- stand up
and look out toward the shore and the green jungle hills
beyond. The buffeting and NOISE CONTINUES -- they all
stand silently -- suddenly it stops.

WILLARD
Arch light.

CHEF
I hate that -- Every time I hear
that noise something terrible
happens.

CHIEF
Anybody see some smoke ?

CLEAN
Too far inland.

LANCE
There they are.

He points up to the sky.


19 FULL SHOT - ON THE SKY

Way up -- past any clouds and barely discernible, we SEE
the black silhouttes of four B-52 bombers, their vapor
trails streaming white against the dark blue sky.

CLEAN
Charlie don't ever hear 'em. Not
till it's too late -- don't have
to hit you neither, concussion'll
do it for a quarter mile or better.
Burst your ears -- suck the air
outta your lungs.


20 FULL SHOT - BOAT - CREW

They are looking up. Willard sits down, unconcerned.
He takes out the dossier given him by ComSec. He
flips through the letters and other documents.

WILLARD (V.O.)
The dossier on A detachment had
letters from Kurtz' wife and the
wives and families of his men.
All asking where to send future
mail, understanding the necessery
silence due to the nature of
their work -- None of the men had
written home in half a year.

Occasionally, in the b.g., we FEEL the terrifying buffeting
of the distant B-52 BOMBING.


21 CLOSE - ON WILLARD

studying, examining a report.


22 MONTAGE - PICTURES OF KURTZ

Kurtz' face evolves through the various stages of his
career as represented in the pictures in the dossier,
as Willard reads :

WILLARD (V.O.)
Lieutenant Kurtz has shown a
dedicated and well-disciplined
spirit. He is a fine officer,
combining military efficiency --
with a broad background in the
Humanities, the Arts and Sciences ...

Another picture of Kurtz in Germany, standing next to the
161st Petroleum Supply Group sign.

WILLARD (V.O.)
(continuing)
... He views his military career
as the dedication of his talents
to bringing our values and way of
life to those darker, less
fortunate areas in the world.

A SHOT of Kurtz at jump school.

WILLARD (V.O.)
(continuing)
... I feel Captain Kurtz' request
for Special Forces training is
highly unusual in regard to his
past humanitarian concerns, and
his somewhat liberal politics,
though I can see no reason to
deny it.

A CLOSE SHOT of Kurtz with Green Beret on in the Vietnam
jungle. His face is blank and vacant.

WILLARD (V.O.)
(continuing)
... We feel Major Kurtz' need to
bring a sense of Western culture
to the backward peoples of these
areas will be of use in
accordance with our 'Vietnamization'
programs ...

MOVE IN TO Kurtz' empty eyes until the photograph is just
a BLURRED MASS OF DOTS.

DISSOLVE TO :


23 EXT. HAU FAT - AN ADVANCE STAGING AREA

WILLARD (V.O.)
One day later we came to an
advanced staging area along the
coast. This was our last chance
to pick up supplies before
approaching the mouth of the
Nung River.

The VIEW OF THE COASTLINE leading up along the long load-
ing docks at Hau Fat, an advance staging area for opera-
tions "Brute Force" and "Mailed Fist."

Everywhere are tents -- oil drums -- sandbagged bunkers --
helicopters -- tanks -- guns -- men. Nobody builds
advanced staging areas like the Americans.

As the P.B.R. approaches the docking area, Lance notices
something.

LANCE
Hey.

They look as a Chris-craft speeds by pulling a fancy water-
skier who waves as he slaloms by. The men just look at
one another.


24 VIEW ON THE DOCK

The P.B.R. pulls in -- the men scan the busy surroundings.

CHIEF
Lance -- I want you to go with the
Captain an' get three extra drums
of fuel and maybe scrounge some
more 50 caliber.

LANCE
Yeah -- look at those uniforms.


25 FULL SHOT - PARADE GROUNDS - TROOPS

A platoon drills in the hot, lazy sun; they are clean and
pale, in contrast to Lance and the others, just off the
airplane.

CHIEF
Poor bastards, have a long year
to go.

The troops turn and march TOWARD US with six weeks of
Advanced Infantry Training to back them up.


26 FULL SHOT - DOCK - P.B.R. - CREW

They are tying up at the dock -- a young SERGEANT is fill-
ing cut papers concerning them and talking with Willard.

SERGEANT
I don't know anything about these
papers, sir.

WILLARD
They're in order -- it's perfectly
clean -- just check with ComSec-
Intel like I said.

SERGEANT
Well, you know I don't have the
priority to do that, sir. It
says here not to contact Com-Sec-
Int. Who's your commanding
officer ?

WILLARD
Right now -- I am.

SERGEANT
Well who the hell verifies that ?

WILLARD
I do.

He signs it quickly, leaving the Sergeant totally confused.

CHIEF
No shit -- what's all the activity
for around here ?

SERGEANT
The show --

WILLARD
What show ?

SERGEANT
Big show in the parade grounds
this noon -- some boss stuff --

WILLARD
This -- Bob Hope or the like --

SERGEANT
No sir, I think -- this'll be a
little bit different --

CHIEF
Where's it gonna be ?

He points --


27 FULL SHOT - PARADE GROUNDS - PEDESTAL

A large, well-built pedestal has been erected -- this is
surrounded by a deep moat filled with punji stakes and
garnished with concertina wire. It is empty --

DISSOLVE TO :


28 FULL SHOT - PARADE GROUNDS - TROOPS

The entire area around the pedestal and right up to the
wire is mobbed with seething American fighting men. Some
of these boys have just gotten here -- others have been in
the jungle for months. All have one thing in common, to
see and if possible grab an American girl. Their need far
surpasses that of the run-of-the-mill rapist, pervert,
or child-molester. To counter their need of course are
the moat, punji stakes and barbed wire -- but implementing
this are seven "riot control positions" equipped with the
lastest in teargas launchers, attack-trained German shep-
herds and assorted psychological warfare aides. Even so
armed, the great mass of wild men are right up to the wire.


29 FORWARD AREA

jammed in the crowd

CHEF
It's really too much -- I mean
I've collected every picture of
her since she was Miss December.

CLEAN
Yeah -- you can really get hung
up on them like the cat in the
Delta.

CHIEF
What cat ?

CLEAN
One that went up for murder -- he
was an Army Sergeant.

CHIEF
I never heard about that.

CLEAN
Yeah -- he really dug his Playboy
mag, man -- I mean like he was there
when it arrived -- He just knew.

CHEF
So what happened ?

CLEAN
He was working A.R.V.N. patrols
and had one a them little cocky
gook asshole Lieutenants -- anyhow,
the Lieutenant took his new Playboy
one day, sat on the end of the dock,
and wouldn't give it back.

CHEF
Yeah -- typical A.R.V.N.

CLEAN
Then went too far -- he sat
there and starts mutilating the
centerfold. Poking pins in her an'
all that. Sergeant says, don't do
her like that. You leave your
shitty little hands off that girl.
Gook Lieutenant says Fuck you in
Vietnamese -- Sergeant says, don't
do that again. You'll wish you
hadn't. Then he stood up, flicked
his iron to rock and roll and gave
the little zero a long burst
through the Playboy mag. Man, it
blew him clean off the dock --
Hell, just the magazine was floatin'
there all full of holes.

CHIEF
They nail him for it bad ?

CLEAN
He's in the L.B.J. -- didn't
give him no medals or nothing --

In the b.g., we begin to HEAR a SWELL of TWO THOUSAND
MALE VOICES; the ENGINES of four helicopters approaching.
All heads turn skywards while one descends onto the
pedestal kicking up a lot of dust and general resentment.
On the nose amd doors of the black Huey are painted large
Playboy rabbits. Finally the blades are trimmed and a
strange silence descends over the men. The door of the
copter slides partially open -- two young Green Berets
step out with M-16's to varied catcalls. When this
abates a young, extremelly well-dressed man emerges. He
is the epitome of a Hollywood AGENT. Hair is combed
impeccably and free of dandruff -- clothes are formal
but hip -- shoes are shined -- Quite some dude -- his
presence causes some stirring but seems to strangely
quiet the man.

He walks over to the microphone.

AGENT
I'd like to say hello from all of
us up here, to all of you out there.
All of you who've worked so hard
during Operation Brute Force --
Paratroopers -- Infantry -- Airmen
-- Medics -- Marines -- and Sailors.
And I want you to know that we feel
proud of you and know how hard your
job is. To prove it -- we've brought
some entertainment we think you're
gonna like: The Playmate of the Year
and her two runners up !

He pulls open the door and three unbelieveably beautiful
sex playmates in fringed go-go outfits leap out and start
dancing to the Creedence Clearwater Revival singing
"Suzy Q."


30 MONTAGE ON THE GIRLS AND MEN

VARIOUS SHOTS as the girls dance in an incredibly erotic
manner -- smiling.

The faces of the G.I.'s pass -- their jaws drop -- some
look almost horrified. Chef is hypnotized -- Mr. Clean
cries. Chief mouths unspoken obscenities with sentimental
tenderness.

Others grab the air in front of them. With each movement
their need increases by the square.


31 FULL SHOT - PEDESTAL - GIRLS - MEN

They crush forward starting to scream -- men fall on the
wire -- the guards in the "riot control positions" forget
-- the attack dogs are trampled. The mob as one surges
forward onto the wire. Men scream and fall into the moat,
which is filling up fast. The Agent sees this all as he
has seen it before. He casually pulls the pin of a smoke
grenade; the girls retreat into the copter -- he follows,
then the two Green Berets. The ROTARS WHINE -- the black
Playboy Huey lifts off just as the first crazed men reach
it. They grab frantically for the wheels, but miss. The
Huey wheels up into the blue sky, leaving them all below.

Such are the ways of war.

CUT TO:


32 EXT. FULL VIEW - DAY

The P.B.R. moving further up the primitive coastline.
There are few signs of civilization; no villages, no
boats -- just the overwhelming presence of the jungle.

WILLARD (V.O.)
Two days out of Hau Fat, there was
nothing but us and the coastline.
I felt like I had set off for
the center of the earth...

Suddenly, Chief looks out, ahead.

CHIEF
Smoke !

WILLARD
Where ?

They all turn. Chief points up the coast.


33 FULL SHOT - THE COASTLINE

A thick train of black smoke rises from the green jungle.

WILLARD
Black smoke ... secondary burning.

The Chief grabs field glasses.

CHIEF
Yeah -- fishing village --
helicopters over there. Hueys,
lots of 'em.

WILLARD
First Air Cavalry. They're the
ones gonna get us into the River.


34 FULL SHOT - THE BEACH AND VILLAGE

A vast field of devastation -- smashed and smoking palm
trees -- deep, ragged craters -- gutted and burning huts
-- shattered sampans and bodies washing around in the
surf.


35 MED. SHOT - BEACH - WILLARD AND CREW

They wade through the water to the beach where they are
met by a heavily armed group of men.

Overhead jets swoop by FIRING ROCKETS, the NOISE drowning
out Willard's attempt at conversation with some of the men.

We can't hear any of the talk, but we notice that the
Sergeant turns up to a particular Huey, and points to it.


36 FULL SHOT - HELICOPTERS

Three Hueys swoop in low -- they are heavily laden with
machine guns -- rockets and loudspeakers. The two out-
side copters hover, while the center copter lands, raising
a lot of dust. It cuts its rotors and the other copters
pull up and off to the side. Two armed soldiers jump
from the doors and stand with guns ready. Then a tall,
strong looking man emerges. He wears a well-cut and
neatly-stretched tiger suit. It is COLONEL WILLIAM KILGORE
-- tough looking, well-tanned, with a black mustache.

He crouches over, holding his hat in the rotor wash. It
is no ordinary hat but a L.A. Dodgers baseball hat. He
walks out, and then stards to his full immense height and
with his hands on his hips he surveys the field of battle.
His eyes are obscured by mirror-fronted sunglasses.

KILGORE
(bellowing)
Lieutenant: Bomb that tree line
back about a hundred yards -- give
me some room to breathe.

A Lieutenant and radio man nod and rush off.


37 CLOSE VIEW ON WILLARD

He was not quite prepared for this.


38 VIEW ON KILGORE

turning to his GUARDS

KILGORE
Bring me some cards.

GUARD
Sir ?

KILGORE
Body cards, you damn fool --
cards !

The soldier rushes over and hands him two brand new
packages of playing cards wrapped in plastic. Two other
soldiers get out of the copter and walk over. They are
well-tanned and carry no weapons. They seem more casual
about the Colonel than anyone else. The Sergeant walks
up, leading Willard, the Chief and Lance.

WILLARD
(formally)
Captain B-L. Willard, sir -- 4th
Recon Group -- I carry priority
papers from Com-Sec Intelligence
11 Corp -- I believe you understand
the nature of my mission.

KILGORE
(not looking up)
Yeah -- Na Trang told me to
expect you -- we'll see what we
can do. Just stay out of my way
till this is done, Captain.

He cracks the plastic wrapping sharply -- takes out the
deck of new cards and fans them. The Colonel strides
right past Willard with no further acknowledgement. The
others follow,


39 TRACKING VIEW

The Colonel walks through the shell-pocked field of
devastation. Soldiers gather around smiling; as Kilgore
comes to each V.C. corpse he drops a playing card on
it -- carefully picking out which card he uses.

KILGORE
(to himself)
Six a spades -- eight a hearts --
Isn't one worth a Jack in this
whole place.

The Colonel goes on about this business.


40 TRACKING ON KILGORE

moving through the corpses, dropping the cards.

On of the two tanned soldiers rushes up and whispers
something to him. He stops.

KILGORE
What ? Here. You sure?

The soldier points to Lance, who immediately puts down
the card he was holding. Kilgore strides over to the
young man, who almost instinctively moves closer t
Willard.

KILGORE
(continuing)
What's your name, sailor ?

LANCE
Gunner's Mate, Third Class --
L. Johnson, sir.

KILGORE
Lance Johnson? The surfer?

LANCE
That's right, sir.

Kilgore smiles -- sticks out his hand.

KILGORE
It's an honor to meet you Lance.
I've admired your nose-riding for
years -- I like your cutback, too.
I think you have the best cutback
there is.

LANCE
Thank you, sir.

KILGORE
You can cut out the sir, Lance --
I'm Bill kilgore -- I'm a goofy
foot.


41 VIEW ON WILLARD

His entire, top priority mission has been put in the
background.

KILGORE (O.S.)
This is Mike from San Diego and
Johnny from Malibu -- they're good
solid surfers -- none of us are
anywhere near your class, though.

Lance blushes, sort of mumbling thanks.

WILLARD
My orders are from Com-Sec
Intel -- B.L. Willard, 4th Recon --

KILGORE
Just hold up a second, Captain --
I'll get to you soon enough --
We've got things to do here.

Willard eats it, for now. Kilgore puts his hand on
Lance's shoulder, and continues flipping the cards in-
discriminately on the bodies as they talk.

KILGORE
(continuing)
... we do a lot of surfing around
here. Like to finish up operations
early and fly down to Vung Tau for
the evening glass. Have you ever
surfed the point at Vung Tau? I
liked the beach breaks around Na
Trang a lot -- good lefts.

He passes a twisted gun emplacement with about five
bodies -- sprinkles cards all over them.

KILGORE
(continuing)
... we keep three boards in my
Command Huey at all times. You
never can tell when you're gonna
run into something good. I got a
guy in Cam Rau Bay that can predict
a swell two days in advance. We
try to work it in.

He stops at a particularly wild-looking Viet Cong who
has died with his mouth agape -- staring wild-eyed in
horror at the sky. Kilgore pauses.

KILGORE
(continuing; to himself)
Hell, that's an Ace if I ever saw
one.

He puts the card in the gaping mouth.


42 CLOSE VIEW OVER THE VIET CONG

We SEE the Colonel and the others walk off -- the dead
Viet Cong and card are in the immediate f.g. The card
has the shield of the CAV printed bautifully, and above
it the motto: DEATH FROM ABOVE.

KILGORE
Where've you been riding, Lance?

LANCE
I haven't surfed since I got here.

KILGORE
That's terrible -- we'll change
that -- I'd like to see you work --
I've always liked your cutback;
got a hell of a left turn, too.

DISSOLVE TO :


43 EXT. THE HELICOPTER - MED. SHOT

Willard is sitting with Kilgore on acouple of chairs by
a table set up in front of the command copter.

Everywhere we SEE armed men, sandbags, barbed wire, oil
drums etc. Hueys are constantly ROARING over. ARTILLERY
BOOMS in the far distance. Kilgore looks at the map.

KILGORE
Why the hell you wanna go up
to Nu Mung Ba for?

WILLARD
I got bored in Saigon.

KILGORE
What's the furthest you been
in?

WILLARD
Haiphong.

KILGORE
Haiphong? Shit, you jump in ?

WILLARD
No. Walked.

KILGORE
What'd you do for supplies?

WILLARD
(he shrugs)
Mercenaries -- agents, traitors --
they put out caches.

KILGORE
Can you trust them?

WILLARD
No. They put out two or three
for every one I needed. When
you get to the one you'll use,
you just stake it out. If
something feels wrong, you just
pass it up. On one mission, I
had to pass up three and ended
up living on rats and chocolate
bars.

KILGORE
Nu Mung Ba. Last I heard, Walter
Kurtz commanded a Green Beret
detachment at Nu Mung Ba.

WILLARD
When did you hear?

KILGORE
'Bout a year ago? Is Kurtz
still alive?

WILLARD
Who knows.

KILGORE
Seems to me he got himself
fragged. i heard some grunt
rolled a grenade in his tent.
Maybe a rumor. Helluva man --
remarkable officer. Walter
Kurtz woulda been a General
some day. General of the Army.
Shit, Head of the Joint Chiefs
of Staff. Did you knew Kurtz?

WILLARD
I met him.

KILGORE
Don't you agree?

WILLARD
He musta changed !
(pointing to the map)
I got to get into the Nung
River, here or here.

KILGORE
That village you're pointing at
is kinda hairy.

WILLARD
Hairy ?

KILGORE
I mean it's hairy -- they got some
pretty heavy ordnance, boy --
I've lost a few recon ships in
there now and again.

WILLARD
So? I heard you had a good bunch
of killers here.

KILGORE
And I don't intend to get some of
them chewed up just to get your
tub put in the mouth of the
goddman Nung River. You say you
don't know Kurtz?

WILLARD
I met him.

KILGORE
You talk like him. I don't
mind taking casualties,
Captain, but I like to keep
my ratio ten to one in this
unit -- ten Cong to one.

WILLARD
You'll find enough Cong up there.

KILGORE
What about this point here?

He puts his finger on the map.

KILGORE
(continuing)
What's the name of that goddamn
village -- Vin Drin Dop or Lop; damn gook
names all sound the same.

He motions to one of his surfers.

KILGORE
(continuing)
Mike, you know anything about
the point at Vin Drip Drop?

MIKE
Boss left.

KILGORE
What do you mean?

MIKE
It's really long left slide,
breaks on the short side of the
point -- catches a south swell.

LANCE
Nice.

Willard looks at Lance -- then at Kilgore.

KILGORE
Why the hell didn't you tell me
about that place -- a good left.
(to Willard)
There aren't any good left slides
in this whole, shitty country.
It's all goddamn beach break.

MIKE
It's hairy ,though. That's
where we lost McDonnel -- they
shot the hell out of us. It's
Charlie's point.

KILGORE
How big it is?

MIKE
Six to eight feet.

Kilgore gazes out across the parked helicopters.

KILGORE
(to himself)
A six-foot left.

Willard nudges Lance -- who gets the idea.

LANCE
Boss. What's the wind like.

MIKE
Light off shore -- really hollow.

WILLARD
We could go in tomorrow at dawn
-- there's always off-shore wind
in the morning.

CHIEF
The draft of that river might be
too shallow on the point.

KILGORE
Hell, we'll pick your boat up and
lay it down like a baby, right
where you want it. This is the
Cav boy -- airmobile. I can
take that point and hold it as
long as I like -- and you can
get anywhere you want up that
river that suits you, Captain.
Hell, a six foot left.
(he turns to an advisor)
You take a gunship back to division
-- Mike, take Lance with you -- let
him pick out a board, and bring me
my Yater Spoon -- the eight six.

TOM
I don't know, sir -- it's -- it's --

KILGORE
(hard)
What is it?

TOM
Well, I mean it's hairy in there
-- it's Charlie's point.

Kilgore turns and looks to Willard, exasperated.

WILLARD
Charlie don't surf.


44 FULL SHOT - HELICOPTERS - DAWN

What seems like hundreds of Hueys standing, their rotors
churning a great wind -- Inside, the men of the 1st
Cavalry Airmobile -- toughest unit in Vietnam.

Kilgore's helicopter is being loaded with ammunition and
has surfboards strapped underneath.


45 MED. VIEW

Kilgore strides up to the side door, dressed for battle.
He looks out, around. He turns to his door GUNNER.

KILGORE
How do you feel, boy?

GUNNER
Like a mean motherfucker, sir.

He turns to his R.T. man.

KILGORE
Let's go.


46 FULL VIEW

Helicopter rotors build up speed -- gas turbines
belching fire from their jet pipes -- dust flying
as fifty helicopters rise; ROAR OVER CAMERA and
deploy into attack formation.


47 NEW VIEW

Helicopters moving THROUGH the FRAME: almost a dance of
dragonflies.


48 INT. COMMAND COPTER - MED. SHOT - KILGORE, WILLARD,
OTHERS

Willard looks ahead -- Kilgore sits near the door.
Below they see the jungle whisk by and they are
suddenly over the ocean, low and fast.


49 MONTAGE

CLOSE SHOTS of rocket pods -- mini-guns in bizarre
looking mounts.

CLOSE SHOTS of the three surfboards strapped below the
command helicopter, next to the fearsome weaponry.

And finally, CLOSE SHOTS of the men -- nervous, excited
very few of them really scared -- they fondle their
rifles, grenade launchers, anti-personnel grenades,
claymore mines; plastic explosives cord; flame-throwers;
M-60 machine guns; expandable rocket launchers; mortars
and bayonets.


50 INT. COMMAND COPTER

Kilgore cranes his neck and almost leans out to watch
the waves -- then he sits back relaxed.

KILGORE
(to Willard)
We'll come in low out of the rising
sun -- We'll put on the music about
a mile out.

WILLARD
Music?

KILGORE
Yeah. Classical stuff -- scares
the hell out of the slopes -- the
boys love it.


51 MED. SHOT

POV behind the PILOT and CO-PILOT -- the ocean rushes
below.

PILOT
Big Duke six to Eagle Thrust --
turn on coordinates 1-0 -- niner,
assume attack formation.

The helicopter banks into a tight turn and bears
toward the coast.

RADIO (V.O.)
Eagle Thrust formation target
2800 yards -- begin psch-war
operations.


52 CLOSE SHOT - LOUDSPEAKERS

The ocean rushes below as suddenly the LOUDSPEAKERS
BLARE out Wagner's "Ride of the Valkyries."


53 FULL SHOT - HELICOPTERS

From the water we SEE the massive grouping of Hueys -- gun-
ships -- troop carriers -- medevac and recon -- ROAR over
low in battle formation BLARING out "Ride of the Valkyries."


54 INT. HELICOPTER - MED. SHOT -CREW

POV behind pilot --

PILOT
700 -- 600 yards -- 500 --
Commence firing.

The whole copter shakes.


55 EXT. VIET CONG FISHING VILLAGE - FULL SHOT

A Vietnamese coastal fishing village built along the
beach and palm trees -- with rice paddies behind. This
village commands a delta where ocean and river merge.

Sampans are pulled into a cover where they are being
unloaded. We SEE bunkers with N.V.A. regulars ambling
about.

Suddenly we HEAR the distant MUSIC -- Everyone stops;
they stare out to see. Men scream orders -- women run
from huts bearing ammunition and rifles -- Everywhere
there is activity to prepare for the defense of the
village.

Camouflage is removed from anti-aircraft emplacements.
People feverishly unlimber weapons of all types and run
to tunnels and trenches.

The MUSIC GROWS LOUDER with the FAINT SOUND of ROTORS


56 EXT. THE HELICOPTER FORMATION - AERIAL VIEW

coming directly at us; WAGNER BLARING.


57 HIGH ANGLE

looking down through the helicopters as they approach
the village.


58 INT. HELICOPTER - MED. SHOT - CREW

POV behind pilot

PILOT
700 yards -- 600 -- 500 --
commence firing.

The whole copter shakes.


59 EXT. HELICOPTERS - MONTAGE

We SEE rockets ROAR from pods -- MACHINE GUNS RATTLE --
grenade launchers POUND away -- and MINI-GUNS pour
streams of lead and tracers with the SOUND of a DIESEL
HORN.


60 FULL SHOT - HELICOPTERS

POV behind lead gunship. They ROAR in over the beach
streaming FIRE from doors, pods and nose -- The ground
is alive with smoke and fire -- a hut EXPLODES. The
leads ship banks sharply up over the trees -- men run
below SHOOTING back.


61 MED. SHOT - ANTI-AIRCRAFT EMPLACEMENT

EXPLOSIONS crash around -- the MUSIC and SOUND of the
COPTERS almost drown them out. The gunner FIRES
frantically -- COPTERS are ROARING over -- GUNFIRE
rips around. The gunner is blown away.


62 MED. CLOSE ON WILLARD

as the ship he is in swoops down, its MACHINE GUNS
FIRING into the village.


63 MED. SHOT - SWOOPING COPTER

The Pilot leans out and SHOOTS a charging V.C. in the
head with his .38, then ducks back in.

CO-PILOT
We're down, Eagle Thrust -- we're
hit. We got a hot L.Z. here.

BULLETS RIP through the plexiglass. The Pilot FIRES
back.

CO-PILOT
(continuing)
Hell of a hot L.Z. Need immediate
air strike on the tree line, Eagle
Thrust.


64 INT. COMMAND COPTER - MED. SHOT - WILLARD, KILGORE,
OTHERS

Kilgore has R.T. equipment -- he leans out near the
door gunner.

KILGORE
Big Duke Six to Hell's Angels Four
-- bring it in on along tree line
and huts.

RADIO (V.O.)
Hell's Angels Four to Big Duke
Six -- we'll need green smoke --
suggest you have the FAC mark it.

KILGORE
Haven't got time, Hell's Angels --
lay it right up the tree line.


65 FULL SHOT - JET SQUADRON

Four F-4H Phantoms peel off and streak toward the
coast.


66 INT. COMMAND COPTER - VIEW ON WILLARD AND KILGORE

KILGORE
Fucking savages.

WILLARD
Who?

KILGORE
The enemy. Who else?


67 HELICOPTER'S POV - THE JETS

The jets streak by below laying in huge gobs of orange
napalm along the trees.

KILGORE (O.S.)
(on radio)
Very good, Hell's Angels -- suggest
you follow with cannon fire.


68 INT. COMMAND COPTER - MED. SHOT

They circle the battle.

RADIO (V.O.)
This is Baker Delta Four --
Captain hit bad -- need dust-off.
Receiving heavy automatic weapons
fire from huts about thirty yards
to our left.

KILGORE
Big Duke Six to Baker Delta Four
-- hold -- we're right over you.

He turns to door gunner.

KILGORE
(continuing)
Right along the doors, boy.

The gunner FIRES leaning out --

KILGORE
(continuing)
Fine... fine... little higher.
Through the roof; yeah, that's
good.

He leans back in.

KILGORE
(continuing)
Didn't anybody bring me any
bombs, grenades, claymores or
anything?

LIEUTENANT
You didn't tell me to, sir.

KILGORE
(grumbling)
You shoulda known.

Suddenly, BULLETS SMASH through the copter -- Plexiglass
SHATTERS; the copter vibrates and turns sharply. Kilgore
is thrown down where he hangs on.

KILGORE
(continuing)
Sonuvabitch -- anybody hurt?

WILLARD
Automatic weapons flashes along
those trees -- probably eleven
millimeter guns and AK-47's.

KILGORE
The trees, eh...

He grabs the R.T.

KILGORE
(continuing)
Eagle Thrust Four -- Big Duke
Six. Join me in sparaying some
trees.

RADIO (V.O.)
Affirmative, Big Duke Six -- We're
even got some rockets left.

KILGORE
Take her in low, Lieutenant.


69 FULL SHOT - THE TREES, HELICOPTERS

The two helicopters swoop up out of the smoke and blast
the trees with ROCKETS, MACHINE GUNS and GRENADE LAUNCHERS.

Other copters join -- The V.C. break and run through
the rice paddies in the f.g. -- BULLETS EXPLODING around
them -- they scream and fall FIRING back.


70 INT. COMMAND COPTER - MED. SHOT - KILGORE, WILLARD

Kilgore looks out as three V.C. break and run through
the rice paddies -- the helicopter turns and follows
them -- the door gunner swings out and BLASTS two of
them into the mud. He takes a bead on the third.

KILGORE
Hold it, boy.

He puts his arms across the sights -- the gunner swings
back inside.

KILGORE
(continuing)
Take her up to 300 feet,
Lieutenant.

They rise above the paddy -- the man below runs for
all he's worth. Kilgore motions to the door gunner who
steps aside. Kilgore buckles himself into the gunner's
harness.

KILGORE
(continuing)
Rifle.

A hand passes him a M-16.

KILGORE
(continuing; hard)
My rifle, soldier.

There is some fumbling and then a hand passes him a 300
Weatherby Magnum with a zebra wood stock -- mother of pearl
inlays and a variable power scope. Kilgore takes it and
opens the bolt.


71 VIEW ON WILLARD

Amazed at these proceedings.


72 VIEW ON KILGORE

as he loads the rifle with huge cartridges. He gets
into the sling and slams the bolt shut.


73 MOVING POV. ON THE V.C.

He is running hard, but starting to sink into the mud.
The Huey DRONES overhead, its huge shadow behind him
on the mud. He turns and FIRES with a pistol.


74 INT. COPTER - MED. SHOT - KILGORE, WILLARD

Kilgore leans out; pulls the gun in tight -- takes
careful aim and the Cong is BLASTED flat into the paddy.
Kilgore leans back, opens the bolt, ejecting the spent
cartridge out the door. He hands Weatherby back
into the copter.


75 VIEW ON WILLARD

The gaudy rifle passed by him.

SOLDIER (O.S.)
That's 27, sir.

WILLARD
Anyone got a card?

Somebody hands Willard the deck. He takes a card and
flips it out of the copter, never lifting his gaze from
Kilgore.

DISSOLVE TO :


76 FULL SHOT - BATTLEFIELD - THE CAV, V.C.

Americans run through the hooches FIRING and throwing
GRENADES. Helicopters swoop overhead -- JETS ROAR by
-- Uniformed N.V.A. regulars burst from a tunnel en-
trance and charge the Americans. The SHOOTING is at
point blank range -- automatic, as the V.C. are cut
down.


77 INT. COMMAND COPTER - KILGORE, WILLARD, LANCE, ETC.

Kilgore leans out carefully, looking over the battle-
field. He has the R.T.

He leans back, deliberately avoiding Willard to speak
to Lance.

KILGORE
The L.Z.'s cooling off fast --
we'll move in another company
an' then we'll own it.
(he laughs to himself)
Charlie's point.

He looks out toward the ocean.

KILGORE
(continuing)
Good swell.

LANCE
What, sir?

KILGORE
I said it's a good swell -- hell
of a good swell 'bout six feet.
Let's get a look at it.

Lance looks at Willard and then agrees.


78 FULL SHOT - COPTER, SURF

The pilots are used to this -- they bank sharply
and swoop in on the lineup of waves, coming in low
over the point and streaking down a long, lined-up
green wall as if surfing it. They tip up over and up
at the last minute as the wave breaks.

DISSOLVE TO :


79 FULL SHOT - BEACH HUTS, SOLDIERS

Americans line up blindfolded Viet Cong and N.V.A.
regular troops outside a burning hut. GUNFIRE is
DISTANT and sporadic -- an occasional MORTAR round
SCREAMS in. A soldier yells in Vietnamese in a
southern accent and the prisoners are marched away.
Other soldiers are already setting up heavy weapons
emplacements -- 50 cal machine guns etc. Three
Hueys ROAR in, fanning the smoke with their wind.
The center one, the command ship, lands. JETS SCREAM
over and the two gunships pull up at 200 feet. Another
Huey zooms in low and lands behind the Colonel's. The
doors open, guards jump out, check the situation, and
out steps Kilgore and Lance. From the other copter
are more guards, Kilgore's surfers and others of the
P.B.R. crew. Willard follows.


80 FULL SHOT - THE POINT

They stride out across the debris-strewn beach. Kilgore
stands majestically on the point watching the waves. A
SHELL SCREAMS overhead.

SOLDIER
Incoming !

They all dive, except Kilgore. He is watching a big set
-- the SHELL EXPLODES in the water about a hundred yards
away, sending up a huge geyser of spray. Kilgore is
unmoved.

KILGORE
Look at that.

They look.

LANCE
This L.Z. is still pretty hot,
sir, maybe we oughta stand
somewhere else.

Kilgore pays him no mention.

WILLARD
I'm waiting for the fucking boat,
Colonel.

KILGORE
(without looking)
It'll get here, soldier.

He turns to Mike and Johnny who have their faces in the
sand.

KILGORE
(continuing)
Change.

MIKE
Wh -- what?

KILGORE
Change -- get out there -- I
want'a see if it's ridable --
change.

MIKE
It's still pretty hairy, sir.

KILGORE
(bellowing)
You want'a surf, soldier?

He nods yes meakly.

KILGORE
(continuing)
That's good, boy, because it's
either surf or fight.

They turn and hurry off -- Kilgore grabs an M-1 from
one of the guards. They all think he's going to
shoot the surfers or someone. They move back uneasy.

KILGORE
(continuing)
I'm gonna cover for 'em -- that's
all.

He cocks thye weapon. Lance looks around uneasily. The
Colonel walks over.

KILGORE
(continuing)
You think that section on the
point is ridable, Lance?

LANCE
I think we ought to wait for
the tide to come in.

A SHELL SCREAMS OVER -- they all hit the dirt except
for Kilgore. It EXPLODES throwing sand through the
air. Kilgore leans down yelling over the NOISE.

KILGORE
Doesn't happen for six hours.

Lance looks up at him terrified, holding onto
his helmet.

KILGORE
(continuing)
The tide -- doesn't come in for
six hours.

DISSOLVE TO :


81 FULL SHOT - SURF - MIKE AND JOHNNY

They walk through shallows carrying brightly
colored boards. They look very scared. JETS SCREAM
overhead, FIRING CANNONS. Helicopters wheel by
carrying out wounded.

They wear olive drab surfing trunks with the Cav's
shield on the left leg. The same shield is emblazoned
on the boards along the word "Airmobile". They edge
into the water and paddle through the mild shorebreak.


82 FULL SHOT - THE POINT - SURFERS

They paddle up the point in the calm channel -- the
beautiful waves breaking beyond them.

83 CLOSE SHOT ON JOHNNY, MIKE

They paddle on their stomachs, keeping low -- breathing
hard and constantly looking around scared out of their
minds.


84 MED. SHOT - KILGORE AND LANCE

Kilgore looks at them with his field glasses. Lance
kind of sits below taking cover in a shell hole.

KILGORE
They far enough?

LANCE
Sure -- fine --

Kilgore turns and takes a giant electric megaphone from
a waiting lackey.

KILGORE
(through megaphone)
That's far enough -- pick one
up and come on in --


85 FULL SHOT - THE POINT, SURFERS

They line themselves up on the point. A good set is
building. Mike turns strokes into it -- takes off
-- drops to the bottom and turns -- trims up into a
tight section -- everything right except he keeps looking
around frantically.


86 CLOSE SHOT ON LANCE AND KILGORE

Another SHELL SCREAMS over and EXPLODES down the beach.
Lance looks over at Willard.

LANCE
(to himself)
Maybe he'll get tubed.

WILLARD
What?

LANCE
Maybe he'll get inside the tube --
where -- where they can't see him.

A SERIES of SHELLS ROAR in.

WILLARD
Incoming !

Lance ducks -- puts his hands over his head. The SHELLS
SCREAM over Kilgore and out towards the point. Kilgore
looks through his glasses -- two EXPLOSIONS in the water
are HEARD.

KILGORE
Son of a bitch.

Lance looks up and out toward the point in horror.


87 FULL SHOT - THE POINT

Two surfboards float in the channel bobbing up and down
on the waves.


88 MED. SHOT - LANCE AND KILGORE

LANCE
(to himself)
The tragedy of this war is a
dead surfer.

Willard looks over, beginning to think Lance is crazy,
too.

WILLARD
What's that?

LANCE
Just something I read in the
Free Press.

KILGORE
They just missed a good set --
the chicken shits !

Lance looks up.


89 FULL SHOT - THE POINT , SURFERS

They come up near their boards and climb on -- smoke
hangs over the water.

KILGORE (O.S.)
(megaphone)
Try it again, you little bastards.


90 BACK TO SCENE

He turns to Willard.

KILGORE
(continuing)
I´m not afraid to surf this place.
I'll surf this place.


91 CLOSE SHOT ON KILGORE

He turns, glowering to his lackeys.

KILGORE
Bring that R.T., soldier.

He grabs it.

KILGORE
(continuing)
Big Duke Six to Hell's Angels --
Goddamit, I want that treeline
bombed -- yeah -- napalm --
gimme some napalm -- son of a
bitch -- yeah, I'll take H.Z.
or C.B.U.'s if you got any of
them -- just bomb 'em into the
Stone Age, boy.

He throws the R.T. back to a soldier -- another SALVO
WHISTLES over -- everyone drops.

KILGORE
(continuing; to himself)
Son of a bitch.

As the SHELLS EXPLODES on the beach behind him, KIlgore
raises his M-16 and EMPTIES it full automatic in the
general direction of the trees. He mumbles a few un-
intelligible swear words and jams a new clip into his
rifle turning to Lance --

KILGORE
(continuing)
We'll have this place cleaned up
and ready for us in a jiffy, boy.
Don't you worry.

He FIRES another clip as the JETS SCREAM overhead.



92 FULL SHOT - RIVER - COPTERS

A sky-crane without pod descends slowly toward us --
The P.B.R. hangs below it.

The Chief, mr. Clean and Chef stand watching this sight
alomg with other soldiers. A man guides the descending
copter till the boat settles carefully in the shallows.
The Chief and others leap aboard; unshackle the hoists
-- load on ammunition and fuel. The battle is still
going on around them. They all look up as a wadge
of PHANTOMS streak over low and peel off one by one to
begin their bombing run.


93 FULL SHOT - PHANTOMS - MONTAGE

Phantoms RAKE the trees with 20 mm CANNONS -- FIRE five
inch ROCKETS in salvo -- "Bull Pup" MISSILES -- drop
H.E. (high explosives) and C.B.U's (Cluster Bomb Units)
and finally an immense amount of NAPALM.


94 FULL SHOT ON THE P.B.R.

The Chief is at the helm --the engine starts; Clean
and Chef work feverishly, ducking for cover every-so-
often when an EXPLOSION hits nearby. The boat begins
to back out of the shallows. The EXPLOSIONS of NAPALM
are reflected on their faces; the ROAR of the FIRE drowns
out almost everything.

CHIEF
Forget that extra drum -- it's
too damn hot.

CLEAN
Clear on starboard -- Where's
Lance an' the Captain?

CHIEF
I saw that Colonel's Huey on the
point --

Two HELICOPTERS SCREAM over FIRING ROCKETS.

CHIEF
(continuing)
Let's just get outta here.


95 FULL SHOT - THE POINT - KILGORE, WILLARD , LANCE,
OTHERS

Kilgore watches the waves with his field glasses --
smoke drifts over.

Lance crouches below. Willard is up looking off in another
direction. SHELLS SCREAM over, but even their noise is
drowned out by the fierce SHRIEK of the PHANTOMS and the
deafening BLAST of HIGH EXPLOSIVES. Willard stares at the
tree line where it comes down to the river. The JETS are
making a hell of the tree line; a hell of fire and bust-
ling steam thet nothing could live in. Willard's glance
goes further downriver through the black smoke and there
merging in the river -- small and vulnerable, is his boat.

WILLARD
(to Lance)
Look. There it is; the boat.

Lance looks over -- a tremendous relief on his face. But
still there remains the threat of Kilgore, standing stark
against the sky. Willard silently motions Lance toward
the boat.

LANCE
(whispers)
He'll kill us.

WILLARD
He can't kill us.
(realizing as he says it)
We're on his side.

Kilgore FIRES another clip at the tree line, and then
strides back without looking at them.

KILGORE
(almost to himself)
You smell that.
(louder)
You smell that?

LANCE
What?

KILGORE
Napalm, boy -- nothing else in
the world smells like that --

They reflect the glow from the burning trees.

KILGORE
(continuing; nostalgically)
I love the smell of napalm in
the morning.

One time we had a hill bombed
for 12 hours. I walked up it
when it was all over; we didn't
find one of 'em ... not one
stinking gook body. They
slipped out in the night -- but
the smell -- that gasoline smell
-- the whole hill -- it smelled
like ...
(pause)
victory...

He looks off nostalgically.

WILLARD
You know, some day this war's
gonna end..

KILGORE
(sadly)
Yes, I know.

Suddenly he senses something -- he stops -- lifts his
hand -- then frantically licks his fingers and puts
them up in the air.

KILGORE
(continuing)
The wind --

LANCE
What?

Sure enough there is a rushing breeze that increases.

KILGORE
(rising maniacally)
Feel it -- it's the wind -- it's
blowing on shore -- It's on shore !

He leans down and practically grabs Lance.

KILGORE
(continuing; screaming)
It's gonna blow this place out.
It's gonna ruin it ...

WILLARD
The kid can't ride sloppy waves.

They turn and stare out to sea.


96 FULL SHOT - THE POINT - SURFERS

The wind has changed. Instead of blowing spray back
over the waves and hollowing them out, this strange
wind is causing white caps and cross chop.. reducing
the swell to slop. Mike and Johnny lay low on their
boards, overjoyed.

WILLARD (O.S.)
The kid can't stand sloppy waves.


97 MED. SHOT - THE BEACH - LANCE, KILGORE, WILLARD

WILLARD
You don't expect this kid to
ride that crap, do you? He's
a goddamn artist, he needs
something to work with...

Slapping Lance on the shoulder.

LANCE
Yeah, I'm an artist, goddamit !

KILGORE
(apologetically)
Yeah -- yeah, I can understand
how you feel.

He turns toward the trees.

KILGORE
(continuing)
It's the napalm -- it's causing
the wind -- ruining my perfect
left.

He staggers off toward the trees followed by his
guards and other lackeys.

KILGORE
(continuing; mumbling)
The napalm -- ruin -- napalm
my perfect left -- my perfect
left point break -- napalm --

Lance motions with his eyes to Willard.


98 FULL SHOT ON THE P.B.R.

The P.B.R. along the river shallows -- The Chief and
crew waiting and yelling.


99 MED. VIEW ON WILLARD AND LANCE

WILLARD
Are you finished surfing?

LANCE
Yeah... thanks.

WILLARD
Want to say goodbye to the
Colonel?

LANCE
Nah.

WILLARD
Then let's get the hell out of
here.

They break and run like hell toward the boat in the
distance. OUR VIEW TRACKS with them. They are
cheered by the crew -- suddenly, Willard sees some-
thing and stops... Lance continuing. In a pile of
equipment that the Hueys have left are two surfboards
-- Willard looks at them.

LANCE
No -- no, Captain.

WILLARD
Which one's the Colonel's?

LANCE
The Yater -- the clear one
with the thin stringer.

Willard glances over to it with determination. There
is still MORTAR FIRE coming in between him and the
board. Suddenly, Willard makes a run for it.

CHIEF (O.S.)
Incoming ! Incoming -- son of
a bitch.

The ROUNDS bracket the P.B.R. and line up the beach
toward Willard. He stands there and doesn't move, the
surfboard under his arm. The shells kick up sand.
Lance has dropped. Fragments whistle by, one rips
a chunk of foam and fibreglass from the rain of the
board.

WILLARD
(calm)
This one , Lance?

LANCE
Yeah, Jesus Christ !

Once again, Willard takes off fast as hell with the
board under his arm. Lance follows toward the boat,
through the water. Willard hands the board up to Mr.
Clean, and they both scamper abroad, exhausted and
relieved.

CLEAN
What'd you that for?

WILLARD
When I was a kid I, never had
a Yater spoon.

Mr. Clean stuffs the board in the stern 50 Cal. mount.
The boat turns -- ENGINES RUNNING HARD and ROARS OFF
toward the deeper water of the river -- the board
clearly visible on the stern.

DISSOLVE TO :


100 FULL SHOT ON THE RIVER - P.B.R

The P.B.R. ROARS BY going down the river at full speed.
It is swerving and zig-zagging to avoid potential enemy
fire.


101 MED. SHOT ON THE CREW

They all are in full battle positions -- their twin
fifty Cal. guns turning; warily covering the jungled
banks. The Chief is at helm -- Willard crouches
against some armor plate, huddled with his M-16 ready.
Chef is behind him at the radio. Lance leans back
from his forward turret.

LANCE
(yelling)
Maybe we better stay in under
the trees till dark -- we got
his Yater.

WILLARD
He didn't look like he'd take
that sitting down.

They all look up into the sky -- expecting the worst.

WILLARD
(continuing)
Let's put some distance between
us and Charlie.

The Chief nods.

CHIEF
Lance ---

LANCE
Yeah.

CHIEF
Why don't you roll us a big
joint? I think the Captain'd
like that.

They all look at Willard uneasily. After a suspensful
pause, Willard smiles:

WILLARD
Take one a mine --

He fishes into his breast pocket -- pulls out a huge
cigar-sized joint. They all smile -- Willard lights
up.

DISSOLVE TO :


102 FULL SHOT - THE P.B.R.

It zig-zags away from us down the river at high speed.

DISSOLVE TO :


103 FULL SHOT - THE TREES, BOAT, CREW - NIGHT

The boat is hidden under some trees along the river
bank. The men wait tensely listening --

LANCE
You hear it again?

WILLARD
No -- I don't think so. But
it'll be back. They were
circling. It'll be back.

LANCE
You think he'd of shot us?

WILLARD
When?

LANCE
Any time -- us -- Americans.

Lance looks over at Willard.

WILLARD
I don't think he´d of shot us on
the beach but -- he'd of shot us
if he saw me taking the board --

LANCE
A Yater spoon is hard to get --
especially here.

WILLARD
He's a man who knows what he
wants -- he does know what he wants.

CHEF
Can I go get those mangos now?

CHIEF
I'll go with you in a while --
judt hold tight awhile --

LANCE
Captain -- that was all true
about the rats and chocolate
and stuff?

WILLARD
Sure.

LANCE
And you could just tell when
the supplies were booby trapped?

WILLARD
It's a feeling you get in the
jungle. When you get good, you
can find a track and tell not
only how many they are, but
their morale, how far they're
going, whether they're near
their camp, the weapons they're
carrying.

CLEAN
How can you tell their weapons..
an' how far they're going?

Willard smiles.

WILLARD
Mostly from the imprints when they
put them down to rest. their morale
from the way they drag their feet,
or the joints that may be lying
around. If they're near a base
camp, they wouldn't be conserving
food; they'll be throwing it away
half-eaten. If the branches aren't
broken, their weapons are slung.
But all this is just technique..
There's a feeling you get after a
while, that's what's important.
I was going through a village once.
I was looking for a certain party.
I took off my boots, and walked
into each hut. It was midnight.
I went into three like that and
suddenly I realized I´d gone into
each hut the same way -- standing
up -- so the next one I went in on
my belly. An RPD burst took out
the door a bit above my head.
(he shrugs)
Things like that.

A pause, and then suddenly his attention is diverted --
They all are silent -- It is pitch dark -- we HEAR the
distant SOUND of ROTOR-BLADES and indistinguishable
language on a loudspeaker -- The talk stops -- the
ROTORS grow LOUDER until almost overhead.

KILGORE (V.O.)
(over a loudspeaker)
I'm not gonna hurt or harm you,
boy -- I just want the board
back -- You can understand --
It was one of my best -- You
know how hard it is to get a
board you like, boy. I'm not
gonna hurt or harm you --
Just leave it where I can find
it --

The HELICOPTER DRONES on into the night -- the same
speech starts again further off -- Finally the noise
ceases.

CLEAN
Jesus -- that guy's too damn
much.

CHIEF
I wonder if that was the same
copter.

WILLARD
He's probably got 'em all over
the river with that recording.
We better move now while it's
dark.

Chef steps forward with a plastic basket.

CHIEF
Yeah, Chef -- go ahead -- take
Lance with you --

WILLARD
I'll go with him --

They all look at him.

WILLARD
(continuing)
I wanta get my feet on solid land
once in awhile --

He grabs an M-16 and follows Chef over the side.


104 MED. SHOT - THE JUNGLE - CHEF, WILLARD - NIGHT

They cautiously walk through the underbrush.

WILLARD
Chef.

CHEF
Yes, sir --

WILLARD
Why they call you that?

CHEF
Call me what, sir?

WILLARD
Chef -- is that 'cause you like
mangoes an' stuff?

CHEF
No, sir -- I'm a real chef, sir
-- I'm a sauciere --

WILLARD
A sauciere --

CHEF
That's right, sir -- I come from
New Orleans -- I was raised to
be a sauciere.. a great sauciere.
We specialize in sauces; my whole
family. It's what we do. I was
supposed to go to Paris and study
at the Escoffier School; I was
saving the money. They called
me for my physical so I figured
the Navy had better food.

WILLARD
What are you doing out here?

CHEF
Cook school -- that did it.

WILLARD
How?

CHEF
They lined us all up in front of
a hundred yards of prime rib --
magnificent meat, beautifully
marbled.. Then they started
throwing it in these big
cauldrons, all of it -- boiling.
I looked in, an' it was turning
gray. I couldn't stand it. I
went into radio school.

They move into a slight clearing.

WILLARD
(whispering)
-- quiet --

Chef crouches close -- redies his M-16. Willard ges-
tures that he heard something; he points.


105 MED. SHOT - DIFFERENT ANGLE

PAN SLOWLY over jungle -- END REVEALING Willard and Chef.

WILLARD
(silent)
There...

He points -- motions Chef to move away -- they cover
the spot. A few yards from them they hear something
move. It is obviously no small jungle creature. They
walk toward a patch of black elephant grass; their guns
at the ready. They look at each other. Willard is
cold, methodical, doing something he knows well. There
is a noise again -- some of the growth rustles. He
and Chef move a distance apart, and join in stalking
the probable V.C. Willard directs the Chef with hand
gestures, and bird and cricket sounds. They move
stealthily, closing the apex of their triangle on the
hunted. The two men drop low into the elephant grass,
and remain motionless. Then Willard makes the cricket
noise, and they move closer. Willard's left hand edges
out along the M-16's far end, so that he only has to
point the finger of that hand and he will hit what he
wants. He makes another command and they rush the
trapped enemy.


106 MED. SHOT - THE ELEPHANT GRASS - WILLARD AND CHEF

Suddenly there is a RUSHING SOUND -- The grass folds
down quickly toward them -- willard plants his feet and
from the hip lets go FULL AUTOMATIC. The Chef retreats
FIRING short BURSTS into the grass -- the grass folds
almost to Willard -- then a huge tiger leaps out at
them; snarling magnificently. They FIRE wildly,
emptying their clips.

CHEF
It's a motherfucking tiger --
goddamn...

He turns and bolts through the jungle, as scared as a
man can be.

CHEF
(continuing; screaming)
Goddamn -- Jesus Christ tiger --
motherfucking tiger -- ohhhhhhhhh --

Willard jams another clip in his gun and backs out of
the clearing, covering the bushes and runs, scared
out of his head as well.


107 FULL SHOT - THE BOAT - THE CREW

They all are armed -- Lance has the twin 50's pointed into
the jungle. Chef comes screaming out of the brush, throws
his rifle into the boat and dives headfirst after it.

CHEF
(hysterical)
Ohhhh -- tiger ! Oh goddamn !
It's a tiger ! Jesus Christ !
Goddamn, a tiger ! Ohhhhhhhh.

The Chief tries to grab him; takes his gun away, but is
unable to take a hold of the Chef, as he slithers around
the boat, trying to find safety. willard follows from the
jungle -- The Chef is moaning and stares off into the night.

LANCE
What's this tiger shit?

WILLARD
No shit... I think I shot the
hell out of him.

LANCE
You think?

WILLARD
I wasn´t looking.. I was running.

CLEAN
Was a big tiger -- no shit?

WILLARD
Who stopped to measure him -- let's
get the hell out of here.

CHEF
A motherfucking tiger -- I could've
been killed.

The ENGINE ROARS to life -- the P.B.R. pulls away with great
speed.

CHIEF
You forgot the mangoes, didn't
you?

CHEF
Mangoes? There as a fucking
tiger in the woods -- I could've
been eaten alive. I'm never
going into that jungle again.
I gotta remember never get out of
the boat; never get outta the boat.

They move off; swallowed by the darkness. The JUNGLE
NOISES remain, as OUR VIEW BEGINS a MOVE INTO the jungle.

WILLARD (V.O.)
He was right, the Chef -- never
go into the jungle, unless you're
ready to go all the way.

DISSOLVE TO :


108 EXT. THE BOAT IN MARINA DEL RAY - NIGHT

Willard, thinking, his BACK TO US. Suddenly, he turns
around, and we SEE his face.

WILLARD (V.O.)
What was in the jungle? What was
there, waiting for me?

He lights the cigarette; the light of his match illuminating
his face momentarily. There is something different about
him; a maturity, a cool inner peace.

WILLARD (V.O.)
(continuing)
... Kurtz was in there. Or was he;
was it Kurtz? He was just a name
to me now; I couldn't remember a
face, a voice -- he just didn't
add up to me. all his liberal
bullshit about the end of savagery
-- and the role of our culture,
our way of life...

Willard looks toward the group of people on the boat --
there is still some MUSIC. They talk and drink and laugh.

WILLARD (V.O.)
(continuing)
Our way of life -- I really
started to look forward to
meeting Kurtz again.

DISSOLVE TO :


109 WATERWAY - MOVING FORWARD - DAY

We HEAR:

RADIO
-- must remember that we owe
our thanks for these to the
wonderful services of the U.S.O.
-- here's another oldie -- this
one dedicated...


110 VIEW ON CHEF

by himself on the P.B.R.; he has wiped mud under his
eyes to kill the glare; it is incredibly hot. He is
barechested, wearing a hat made of a banana palm.

RADIO
... to the fire team at An Khe
from their groovy C.O. Fred the
Head --


111 VIEW ON THE GROUP

RADIO
The Rolling Stones and "Satisfaction..."

CHEF
Outa sight.

The SONG BLARES ON -- they all dig it.

PAN TO Willard, sitting alone in the rear, reading from
his file on Kurtz. We REVEAL Lance in the b.g., water-
skiing behind the P.B.R., slaloming back and forth on
his single ski to the MUSIC -- jumping the wake occasion-
ally.


112 NEW VIEW - ON THE P.B.R.

Lance waterskiing to "Satisfaction."


113 VIEW ON CLEAN

alert, at the rear of the boat -- his M-16 ready, just
in case.


114 VIEW ON WILLARD

Willard opens a letter from the packet.

We can SEE it is a private correspondence -- feminine
writing on the envelope.

WILLARD (V.O.)
The dossier of A Dtachment
contained letters from the families
and wives of Kurtz' men There
were letters from Kurtz' wife as
well.


115 CLOSE SHOT - ON THE LETTER

It is addressed to Colonel Walter Kurtz -- in the corner
is the return addess of Mrs. Colonel Walter Kurtz --
Willard's hand fushes through the packet and comes up
with apicture of a very attractive, thirty-five year
old American Beauty... She is classically American.


116 CLOSE SHOT - ON WILLARD

looking at the picture -- puts it back, then opens the
letter, straightens it.

WILLARD (V.O.)
Dearest Walt -- I have to confess
something. I know how you feel
about this, but I had to ask Bob
to find out what he could -- I
just couldn't stand it anymore,
not knowing where you are, whether
you're alive or dead. I'm sorry
Walt, I'm sorry I said that. Bob
didn't tell me anything -- he said
he couldn't -- I can't stand it
anymore, Walt -- I just can't
stand it.

Willard looks out at the jungle.

Deep imppenetrable jungle -- dark and primeval forests
pass by. The Rolling Stones CHANT on in the b.g.

WILLARD (V.O.)
(continuing)
I have to take the kids to school
every morning now -- carpools just
never work out.

Jeff came home with a black eye
on Tuesday but said he won anyway.
He wouldn't tell me what the fight
was about. Jeff keeps asking
where you are -- he has maps of
Viet Nam in his room now. He
misses you very much. I can't
take this much longer, Walt. I
love you and I just can't stand
it.


117 CLOSE ON WILLARD

He folds the letter up, files through some others quickly
and gets to a peculiar envelope stamped Top Secret with
a stenciled date on it. It is also noted that this was
the last correspondence to leave Nu Mung Ba. It is
addressed to Kurtz' wife. He opens the letter -- it is
written in a scrawled savage hand to no one in partic-
ular. It reads:

Sell the house
Sell the car
Sell the kids
Find someone else
Forget it
I'm never coming back
Forget it --

He folds up the letter.


118 CLOSE SHOT - WILLARD

He looks out at the ominous jungled mountains.

DISSOLVE TO :


119 FULL SHOT - P.B.R. - RIVER OUTPOST - RAIN

The P.B.R. pulls in towards an American outpost that is
being used as a forward medical evacuation center.
Various helicopters pads are SEEN, but only one heli-
copter -- the H-34 painted with Playboy rabbits that
brought the girls to Hau Fat. Several soldiers in rain-
coats come out the dock as the P.B.R. pulls up.


120 MED. SHOT - WILLARD, SOLDIERS

Willard looks into some empty tents -- looks around the
dreary muddy camp. Two soldiers pass.

WILLARD
Soldier -- where'´s your C.O.?

SOLDIER
Stepped on a booby trap, sir --
got blown all to hell --

WILLARD
Well , who's in command here?

SOLDIER
I don't know -- don't have any
idea -- I'm just the night man --

He turns and walks off babbling incoherently --

WILLARD
What about you, soldier?

The soldier he was talking to turns around smiling
idiotically and making animal noises. He stumbles off
after his friend.


121 MED. SHOT - DIFFERENT ANGLE - WILLARD

He looks around disgustedly

VOICE (O.S.)
(whispering)
Captain --

Willard turns around looking for where the voice came
from.

VOICE (O.S.)
(continuing)
Over here, Captain --

He turns to see the Hollywood Agent under the flap of a
large tent so that he won't get wet. He wears the same
clothes as before, but is much dirtier. He motions
Willard into the tent.


122 INT. TENT - MED. SHOT - WILLARD, AGENT

They duck inside -- it is dark and damp.

On cots around astove sit the three playmates and the
pilot. The nearest one, CATHY, a blonde, picks leeches
out of her feet. The other two, TERRI and LYNDA, play
cards with the helicopter pilot. Willard looks over
the situation.

AGENT
You came in on that boat, didn't
you?

WILLARD
Yeah --

AGENT
Where are you headed?

WILLARD
What's it matter? Get to the
point.

AGENT
Look -- you know the girls --
Thta's Terri -- she was playmate
of --

WILLARD
Yeah, I caught your show at Hau
Fat.

They all look over.

AGENT
Oh -- I see -- Well, girls, this
is Captain -- eh --

WILLARD
Captain Willard -- go ahead.

AGENT
Look -- we got in a little trouble
-- they rudely took our helicopter
for MedEvac work on this -- uh
Operation Brute Force -- They just
brought it back this morning.

WILLARD
Yeah.

AGENT
Well I mean like they also took
our fuel -- We've been here two
days.

WILLARD
Dreadful.

AGENT
Look -- the girls could get
killed -- we're not supposed to
be this close combat, I mean
real combat.

WILLARD
Well --

AGENT
We could use some fuel -- just a
half drum -- just enough to get
us out a here.

WILLARD
We need all our fuel.

He turns and starts to leave.

AGENT
But, Captain, think what these
girls have done for the boys --
think of how they've risked --

Willard is almost out of the tent.

TERRI
Captain --

He turns around.

TERRI
(continuing)
It's really rough here -- Captain
-- we're just not built for it --

The Pilot laughs.

PILOT
That's rich --

TERRI
Do us a favor -- I'd do one for
you -- if I could --

Willard just stares at her -- even though she's in jeans
and field jacket she is something to see -- The Agent
takes Willard aside -- Terri goes back to the others.

AGENT
Look -- you know who that is,
Captain -- you know what she's
saying -- you'll never see stuff
that good outside of a magazine
for the rest of your life.

WILLARD
I'm not that fond of blondes --
maybe I like brunettes --

AGENT
Take your pick -- they all like
you -- I can tell --

WILLARD
I like all of them --

AGENT
Good -- like I said, take your
pick.

WILLARD
I said I like all of them.

AGENT
Now just a second -- I'm doing
you a favor, buddy -- what're you
trying to pull?

Willard turns to leave again.

WILLARD
We need all our fuel anyway.

AGENT
Wait -- wait -- don't get up tight
-- what I meant was we'd need a
whole drum for that --

WILLARD
Sit down -- we'll talk about it.

Willard sits down on a metal chair -- motions the Agent
to do likewise.

AGENT
What's there to talk about -- this
whole thing disgusts me.

WILLARD
My men --

AGENT
What !

WILLARD
That's what there is to talk
about -- my man -- I take a good
care of my men --

The girls are trying to pretend they're not listening --
the helicopter Pilot is cackling to himself.

AGENT
You're out of your skull --

WILLARD
We have a lot of pride in our
unit --

AGENT
How far do you think you can
push -- what kind of people do
you think --

WILLARD
Esprit de corps --

AGENT
No -- absolutely not --

WILLARD
One for all -- all for one --

AGENT
You can keep your fucking fuel --

Willard gets up.

WILLARD
You make some of your closest
friends in the army -- war has a
way of bringing men together.

AGENT
Get out --

WILLARD
Men of all races -- nationalities --

He gets up and starts out.

AGENT
Two drums --

Willard turns around slowly.

AGENT
(continuing)
Two whole drums --

WILLARD
We can use some fifty caliber and
a 16 too --

AGENT
I don't know what you're talking
about -- Get fucked --

WILLARD
I will -- I assure you that --
You got a fifty on that H-34 --
leave the ammo in boxes -- I'll
get my men to bring the first drum
with 'em --

He turns to go under the tent flap.

WILLARD
(continuing)
Have the girls freshen up a bit --
comb their hair -- put on
something -- you know what I mean --

He leaves.


123 FULL SHOT - P.B.R. - CREW

They are all working on patching the boat and cleaning
it up in general. Mr. Clean sits in f.g., cleaning an M-16.

CLEAN
You keep this thing in this
condition an' it's gonna jam,
Lance -- mark my words.

LANCE
Why don't you go pet the water
buffaloes -- get off my back.

Behins them on the beach stand several water buffaloes
eating mud or whatever they do. They are painted jungle
brown and green camouflage with grey bottoms -- on their
sides the words have been stenciled in black:

1 Each --
Buffalo, Water B-1A
U.S. Army No. 15239

Willard walks through them down to the boat.

CHIEF
Careful, Captain, they've been
known to charge.

WILLARD
All right I got a little surprise
for you --

They all look up.

WILLARD
(continuing)
I've arranged with those people
we saw at Hau Fat to give us some
50 caliber in trade for a couple
a drums of fuel --

CHEF
No shit.

WILLARD
Chef -- since you're such a fan
of Miss December's I think you
should be detailed with Lance and
Clean to take the first drum up
there.

CHEF
I don't believe you --

CHIEF
What're you trying to say, Captain --

WILLARD
You'll see soon enough -- get going,
sailor --

CHIEF
No shit -- hot damn --


124 INT. TENT - MED. SHOT - LYNDA, CHEF

He has followed her into the tent awe-struck -- she
casuallu starts unbuttoning her fatigue jacket and taking
off her pants. he just stands there, his arms at his
sides.

CHEF
I've got every one of your
pictures -- I've got the
centerfold -- the Playmate's
review -- the Playmate of the
Year run-off -- everything, even
the calender --

LYNDA
Well, get undressed and let's
get it over with --

CHEF
I can't believe it -- I'd a
never even got to see you if it
wasn't for this war --

She lies down on the cot in only her panties.

CHEF
(continuing)
You wouldn't mind -- uh kinda
draping that jacket over you
sort of the way you were in the
calender, would you?

LYNDA
Come on -- cut this crap -- I
gotta get back to Saigon --

CHEF
Just let me look awhile -- I just
don't believe --

CUT TO:


125 INT. TENT - CLOSE SHOT - LANCE, CATHY

They have just finished making love. cathy looks very
pleased. Lance finishes tying his boots -- she draws on
his back. He gets up -- starts to leave.

LANCE
Well -- uh thanks -- see you around.

CATHY
Yeah.

He leaves -- she pulls herself up and starts combing her
hair -- Mr. Clean walks in.

CATHY
(continuing)
Who are you?

CLEAN
I'm next --

She shrugs.

DISSOLVE TO :


126 INT. TENT - MED. SHOT - WILLARD, TERRI

He finishes tying on his boots -- pulls on his jacket --
his gun belt and picks up his M-16. She looks up at him --

WILLARD
Ma'am -- I'd like to thank you for
what you an' all your friends have
done for us -- I want you to know
that me an' the men appreciate
you coming all this way -- riskin'
your lives -- living uncomfortably
an' doing all you can to entertain
us. I want you to know personally,
Miss, that for the past few minutes
you have made me feel at home.

She picks up a shoe to throw at him. he turns, exits f.g.

WILLARD
(continuing)
Just wanted to say that, ma'am.

The SHOE CLANGS off his helmet.

CUT TO:


127 EXT. THE P.B.R. APPROACHING DO LUNG BRIDGE - FULL SHOT -
NIGHT

The boat edges in toward the wrecked bridge in the
distance. Along the banks are sandbagged fortificvations
with U.S. soldiers in them. There is a bright fire
burning uncontrolled in the distance; the sparks and white
light from welding on the bridge momentarily lights up the
night.

WILLARD (V.O.)
Two days and nights later, we
approach the Do Lung Bridge.


128 VIEW ON THE FACES OF THE P.B.R. CREW

watching. Everywhere are wrecked boats -- parts of trunks
sticking out of the water -- smashed helicopters on the
banks. The bridge is in a state of siege. Mortars and
rockets arc through the night indiscriminately and rip
through the nearby jungle. Soldiers are everywhere --
scurrying from trenches, carrying materials for the bridge
or tending to the wounded, the maimed and the dead. Light
automatic WEAPON FIRE is HEARD occasionally. The P.B.R.
edges in under the span of the old bridge. Soldiers run
up through the water. They are obscured in the darkness.

SOLDIER
I gotta get out a here -- I´ll pay
-- I got money.

CHIEF
Get away from this boat.

WILLARD
Who's your C.O., soldier?

The Soldier ducks back and runs away.

SOLDIER
Fuck you, you'll get what's coming
to you.

Other men approach the boat. A young LIEUTENANT steps
forward.

LIEUTENANT
Captain Willard?

WILLARD
That's me.

LIEUTENANT
Captain Willard -- we got these
from Nha Thrang two days ago --
they expected you here then --

He hands up a plastic bag, maximum security markings,
Willard takes it.

LIEUTENANT
(continuing)
You don't know how happy that makes
me, sir.

WILLARD
Why?

LIEUTENANT
Now I can get out a here -- if
I can find a way out.

WILLARD
We'll be needing some supplies
and fuel -- do you know anybody
who can give me a hand?

LIEUTENANT
I'd just clear out as soon as I
could if I were you, sir. They're
gonna start working on the bridge
with torches again. Charlie will
start throwing it in hard --

WILLARD
What is this bridge?

LIEUTENANT
It's of strategic importance for
keeping the highway into Bat Shan
open -- the generals don't like to
admit that Bat Shan is surrounded.

He points to the men getting ready to work.

LIEUTENANT
(continuing)
Every night we build it and by
0800 they've blown it up -- it
and a lot of good men -- But the
generals like to say the road is
open -- ha ! Nobody uses that
road except Charlie.

He turns and splashes off into the darkness.

LIEUTENANT
(continuing)
This is the cesspool of hell.

SOLDIER (O.S.)
Incoming.

SHELLS WHISTLE OVER and CRASH into the bridge -- MEN SCREAM
in the distance -- the EXPLOSIONS are thunderous.

CHIEF
(yelling)
All right -- Lance, go with the
Captain an' see what you can
scrounge --

Willard climbs out with Lance.

CHIEF
(continuing; to Willard)
Better make it fast, sir -- we
don't really need much anyway.

Willard nods and they scurry off the bank under the
bridge.


129 MED. SHOT - WILLARD, LANCE

They dash up the embankment and along the barbed wire
on the edge of the road. SHELLS SCREAM overhead, they
don't know where to run.

VOICE
Straight ahead, son of a bitch.

They dive towards the voice.


130 CLOSE SHOT - TRENCH

They dive in, a SOLDIER is crounched in f.g. holding his
buddy who is crying uncontrollably.

SOLDIER
You came right to it, son of
a bitch --

WILLARD
Son of a bitch, sir.

The Soldier doesn't respond.

WILLARD
(continuing)
Where's your chief supply officer?

SOLDIER
Beverly Hills --

WILLARD
What?

SOLDIER
Straight up the road -- a concrete
bunker -- Beverly Hills -- where
else you think he'd be?

WILLARD
C'mon --

There is an apparent lull and they dash out along the
road. Suddenly to their right an M-60 STARTS OPENING UP
from a sandbagged emplacement.

SOLDIER (O.S.)
Get your asses down, buddy.

They drop and crawl to the slit trench and run up to the
emplacement. Several SOLDIERS man a M-60. One has a
sniper rifle -- another tries to spot for the Gunner.
Willard and Lance edge up along the trench. Willard
trips.

VOICE
Watch your feet, asshole --

Willard looks down.

VOICE
(continuing)
You stepped on my face.

LANCE
We thought you were dead.

VOICE
The whole world loves a smart ass.

They move ahead more carefully. The Gunner BLASTS away
into the night, there is a pile of brass cases about three
feet high next to him. Finally he stops swearing to
himself.

WILLARD
What're you shooting at, soldier?

GUNNER
Gooks.

He turns and sees it's an officer.

GUNNER
(continuing)
I´m sorry, sir.

WILLARD
It's all right, sergeant -- what's
out there?

GUNNER
They were tryin' to cut through
the wire -- I got 'em all I think.

OTHER SOLDIER
Oh yeah -- listen.

There is a low moaning SCREAM from out in the wire -- it
stops for aminute then continues hideously.

GUNNER
He's trying to call his friends --
send up a flare.

The Spotter does, it arcs up, then bathes them in eerie
light. The Gunner FIRES a long BURST.

SPOTTER
Those are all dead, stupid, he's
obviously underneath 'em --

They think about this as the flare goes out. The SCREAMING
gets more intense.

GUNNER
Wake up the Roach.

The Spotter moves down to where a tall lanky SOLDIER is
leaned up against the trench. He kicks him hard several
times. Roach wakes and just looks up. On his helmet are
the words: "GOD BLESS DOW."

ROACH
Yeah, man.

SPOTTER
Slope in the wire -- hear him.

He listens, he does, he nods.

SPOTTER
(continuing)
Bust him.

Roach gets up somewhat annoyed but very cool. He saunters
up the machine gun dragging his M-79 which has paisley
designs all over it.

GUNNER
Hear him?

ROACH
Sure , yeah.

GUNNER
You need a flare --

ROACH
No, it´s cool.

He opens the breech of his shotgun-like weapon and plunks
the big slug into it. He snaps it closed then rests it
across his forearm over the trench -- he listens to the
SCREAM, calculating.

ROACH
(continuing)
He's close -- real close.

He adjusts his sights so that the gun is aimed high into
the air. He listens again then FIRES. The GRENADE
WHISTLES off into the night. There is a sharp EXPLOSION
that cuts off the scream. Then the THUD of bodies or
pieces of bodies coming down around them.

ROACH
(continuing)
Muhhh Fuhhh ...

He staggers back down the trench to go to sleep.


131 FULL SHOT - P.B.R. - BRIDGE - CLEAN, CHEF

They stand in the shallows waiting for Willard and Lance.
Clean is nervous, he constantly checks his M-16. SHELLS
WHISTLE by and CRASH in the distance.

CHEF
Geez, I wish they'd hurry.

A SOLDIER comes up on his way with some others to start
building the bridge.

SOLDIER
Hey, buddy, that boat still runs,
eh?

CLEAN
Yeah, it still runs.

SOLDIER
Do me a favor buddy, please.

CLEAN
What is it?

He takes out a handful of crumpled envelopes.

SOLDIER
Send these out when you get back
to the world.

He puts them in Clean's hand.

SOLDIER
(continuing)
It's to everyone I really knew --
the first girl I screwed -- my
brother -- best friend -- I wanted
to tell 'em how much I enjoyed
knowing 'em -- it's been a great
twenty years. I gotta let 'em
know.

CLEAN
What're you askin' me for -- put
'em in the first helicopter comes
in tomorrow.

SOLDIER
Nobody comes in here.

He points up at the mountain ridges.

SOLDIER
(continuing)
The N.V.A. 312th -- over there
the 307th -- on that hill we
counted fourteen different guns
in one minute -- they got rockets
mortars, snipers in those trees,
there's a million of those shitty
little bastards out there -- we're
all gonna die.

He grabs Clean and looks at him with a maniacal urgency.

SOLDIER
(continuing)
I'm gonna be dead.

Clean takes the letters.

SOLDIER
(continuing)
You got a chance in that boat --
by morning you could be five miles
down the river.

CLEAN
We ain't goin' down the river.

The Soldier looks at him as if he is joking.

CLEAN
(continuing)
What's up river from here anyhow --

The Soldier doesn't answer, just stares dumbfounded.

SOLDIER
Spooky.

CLEAN
Charlie?

SOLDIER
No, it'd be spooky without the war
-- give 'em back.

He takes the letters and leaves, somewhat disappointed and
disgusted. Willard and Lance come back down the beach
carrying some belts of ammunition and a couple of extra
M-16's.

CHIEF
Wow, you must a found the C.O., eh?

WILLARD
We found some bodies -- let's get
out a here.


132 FULL SHOT - DIFFERENT ANGLE - P.B.R.

They edge through the shallows as the men light up their
welding torches to start work on the pontoon bridge --
then pull away and accelerate fast.


133 MED. SHOT - THE P.B.R. CREW

The Chief is at the helm -- they all look back in the
distance where the bridge was -- the hills flash with
artillery discharges -- there is a fiery glow from the
bridge area and the CONCUSSION of heavy EXPLOSIONS.

DISSOLVE TO :


134 EXT. FULL SHOT - P.B.R. - CREW - RAIN

The boat moves uneasily upriver, through this tropical
downpour. Mr. Clean is in thef.g., oiling and cleaning
his 50-cal, his M-11 and M-79 -- the rest of the crew are
forward, taking shelter from the rain under the canvas
canopy. Clean works methodically under an umbrella he was
set up by leaning the surfboard against gun mount.


135 EXT. THE RUSHING RIVER - NEW VIEW - RAIN

The river is moving fast against them. all manner of de-
bris; tree trunks, sweeping by the P.B.R.

CHIEF
(to Willard)
I can't see a fucking thing.

There is a loud CRACKING SOUND, as one of the pieces of
tree- trunk whacks the hull, and bounces off. Willard
climbs forward, and looks down.

CHIEF
(continuing)
We hit a big enough one this
hull will shatter like a Corvette.
Fucking plastic boat.

Willard practically hangs off forward with a long pole,
warding off the big debris moving toward the P.B.R. Clean
joins him, helping.

WILLARD
(shouting to Chief)
What about ducking into one of
those tributaries till this river
slows down?

CHIEF
Who knows what's up there?

WILLARD
Can't be any worse than this.
What do you think?

CHIEF
I think this river wants to take
us home fast. I'm practically
goin' in reverse.

Willard points his pole in the direction of the mouth
of a tributary.

WILLARD
Well, get in there.

CHIEF
This whole area is lousy with
V.C. -- We don't stand a chance.
Lemme turn around and we'll be
in Hau Fat in six minutes.

There is a really loud WHACK against the hull. willard
really mad, throws the pole at the Chief, who ducks.

WILLARD
Get in there !

CHIEF
This is my crew and my fucking
boat, and I'm the responsible
party.

WILLARD
Get in there now or I'll bury
you in this river.

It's clear that Willard will kill the Chief if he doesn't
do as he says.

CHIEF
(finally relents,
turns the helm)
You're fucking crazy. You're
going to get us all killed.

The P.B.R. navigates through the rush and into the mouth
of the tributary.

DISSOLVE TO :


136 EXT. THE TRIBUTARY - P.B.R. - RAIN

Rain is pouring down, but the P.B.R. is slowed down to a
snail's pace by Hyacinths, literally across the
waterway.

Willard, Chef and Clean in the water, cutting through
them with machetes.


137 VIEW ON LANCE

having climbed to the highest point of the cockpit.

LANCE
It breaks through in about
twenty feet.


138 VIEW ON WILLARD

cutting through. he looks to Chef, who has stopped cut-
ting, and is staring into the jungle.

WILLARD
What do you see?

CHEF
I don't know.

He looks out -- the jungle at this point is very dark
and high -- totally impenetrable.

WILLARD
Keep cutting.

They work feverishly, knowing something is wrong.


139 VIEW ON CHEF

cutting with all he's got.

CHEF
I know it sounds stupid, but I
feel like the goddamn jungle's
watching us.

WILLARD
Probably is.

CHEF
Whatdoya think it thinks.

WILLARD
That we're dumber than we look.

Chef stops again, looks hard, trying to penetrate the
darkness and from the very depth of it -- the darkness of
it, comes a stream of tracers, lazily arching out at them.
It whips between them -- the SOUND FOLLOWING much later.

Other BULLETS SMASH through and ricochet off the deck
fittings. GLASS SHATTERS, and a huge hunk of paint is
removed from the armor shield by a 20 mm cannon.

CHIEF
Lance -- 'bout twenty meters
starboard.

Lance leaps down to his position. Willard, Clean and Chef
cut feverishly, as the trapped boat struggles to get free.

CHEF
There in the trees !

Everything is confusion -- yelling -- GUNFIRE -- the THUD
of heavy BULLETS ripping inti the P.B.R.'s fibreglass hull.


140 VIEW ON LANCE

Lance's twin guns return the FIRE. The Chief moves to one
of the heavy guns and joins Lance in returning the FIRE.


141 VIEW ON THE MEN IN THE WATER

pushing, cutting. Bullets SMASH and EXPLODE around.
Clean climbs onto the boat, and leaps onto a gun emplace-
ment.


142 MED. VIEW

Nobody really knows where the erratic fire is coming from.

CHIEF
(back at the helm)
Elevate Lance, in the tree. No,
I saw another.

CHEF
Thirty meters up, Lance; I saw
the fucking flash.

Lance grits his teeth, FIRING --


143 CLOSE SHOT ON CLEAN


144 POV BEHIND CLEAN

He BLASTS short bursts of tracers into the jungle, cutting
it to salad. Suddenly more tracers from another direction
-- Clean swings around -- BULLETS smash against his shield
and rip chunks from the surfboard. He BLASTS a long heavy
burst at the jungle -- trees crumble.

CLEAN
I'm ripping 'em, man, son-of-a-
bitch, it's jammed, oh God,
it's jammed.

Clean is riddled by MACHINE GUN FIRE.

Chief runs to Mr. Clean -- it is obvious that he is dead.
He looks angrily to Willard.

Willard and Chef are practically through. Willard leaps
up, as Chef finishes the last strokes. He moves toward
the cockpit.

WILLARD
Throw me that ordnance.

Chef throws him an M-79 and several shells -- Willard
opens it, jams a huge projectile and pulls himself over
the edge of the cockpit.

WILLARD
(continuing)
Give me some kind a field a fire --

BULLETS rip by.

CHEF
(exhausted)
We're through.

He climbs aboard and collapses.

CHEF
(continuing)
Oh, God --

LANCE
(FIRING)
I ain't finished ! I ain't finished !

WILLARD
Bring that bow ordnance into
those trees.

He jams his gun up as he sees a flash and FIRES -- there
is a low POP and a WHISTLE as the GRENADE arches into the
jungle.


145 POV. - BEHIND THEM

He FIRES another burst as the GRENADE EXPLODES brightly.
There is another POP and WHISTLE , another BLAST. A large
tree falls, just as the craft speeds up through the thin-
ning growth. We HEAR strange SCREAMING from the trees and
jungle, hideous MOANS and terror-filled CRIES.


146 CLOSE SHOT ON THE CHIEF

He jams the throttle forward -- the boat surges ahead.
Willard FIRES another GRENADE from his M-79.


147 FULL SHOT ON THE P.B.R.

The boat slams through the hyacinth growth, moving through
the river, FIRING BACK at unseen enemy in the jungle.

DISSOLVE TO :


148 FULL VIEW ON THE P.B.R. - TWILIGHT

The boat moves ahead at half speed through a wide, flat
area in the river.


149 MED. VIEW

The men sit around, exhausted, brutalized, wounded.
They look like animals, but they are relaxed, be-
cause they know they're too far from the banks to
be shot at.

They smoke pot and eat silently. Lance smokes a
joint and looks at his gun. Splotches of paint
have been blown away from the armor shield -- pieces
of deck are ripped and ragged around the mount.
The boat is a floating wreck.

Clean's body is being prepared in a plastic sack
by Chief. All of the men are silent.

Chef comes up from below; he has been wounded in the
shoulder.

CHEF
There's some bad holes, man,
and the cracks -- water's coming
through the cracks. Food's shot
to hell.

WILLARD
How much is left?

CHEF
Less than half -- sure is a
mess down there.

Chief has been silent by the body of Clean in a plastic
sack.

WILLARD
And the grass?

CHEF
Still got a lot of that stuff
from Nha Trang. But we're
running low on the other.

Chief pushes Clean's body into the river.


150 VIEW ON WILLARD

He notices something in the distance.


151 WILLARD'S POV

A light.


152 MED. VIEW

Willard stands up, pointing up the river.

WILLARD
Hey.

They all look over.

WILLARD
(continuing)
That's a light down there --

CHEF
Yeah, it is.

CHIEF
What the hell is it?

WILLARD
In the middle of the jungle --
a goddamn light.


153 FULL SHOT - THE P.B.R. - THE TWILIGHT

The P.B.R. approaches the distant light -- which seems
to be on the dock of an overgrown plantation building.


154 VIEW ON WILLARD, CHIEF

straining to see; he uses field glasses.


155 POV - THROUGH THE GLASSES

Seems to be some figures standing on the dock. The
figures pull back behind some drums.


156 BACK TO SCENE

WILLARD
Watch it !

They duck as SHOTS RING OUT from the dock, stitching the
water across the P.B.R.'s bow. The crew crouches, guns
trained on the dock as the boat still approaches.

WILLARD
(continuing)
They're not Cong.

CHIEF
(over the loud-hailer)
We're Americans.

Another BURST, closer.

CHEF
Maybe you shouldn't say we're
Americans?

Willard stares at the dock and building, trying to figure
it out.

WILLARD
Chef, try your French.

Chief hands the loud-hailer to Chef, who shrugs and shouts:

CHEF
Nous sommes Americains --

Silence.

CHEF
(continuing)
Nous ne voulon pas vous agresser.


157 VIEW ON WILLARD

He looks through the glasses.


158 POV THROUGH THE GLASSES

Gradually, a small group appears from behind the drums
on the dock.

WILLARD (O.S.)
French Nationals -- they may not
be too friendly, though.


159 BACK TO SCENE

We drift closer to the dock. The Chef starts enjoying
speaking French.

CHEF
Nous sommes Americains -- nous
sommes des amis --

There is silence as the boat drifts closer. Then:

FRENCHMAN
(shouting out)
Vous parlez Francais comme une vache
espanole.

CHEF
(to himself)
I thought it was pretty good,
myself.

CHIEF
What'd he say?

CHEF
Said I speak French like a
Spanish cow.

FRENCHMAN (O.S.)
Laisser tomber vos armes --

CHEF
Put the guns straight up -- stand
away from the mounts.

WILLARD
Do it.

They do.

FRENCHMAN (O.S.)
Vous pouvez approcher mais
doucement --

CHEF
Take her in slow.


160 FULL SHOT - DIFFERENT ANGLE - DOCK

The men on the dock move forward, cautiously. They are
a young man, PHILIPPE, about 25, strong and handsome, save
for a scar down on the side of his face and through his left
eye, which is covered by a patch. He is dressed in a
tiger suit and the red beret of the French colonial para-
troops. Also of the red beret are HENRY LeFEVRE, a bear-
ded, dark-looking man of 35, and TRAN VAN KAC, a middle-
aged half-breed slave. They all bear automatic weapons
and suspicious in their eyes. As the boat pulls up to the
dock, another Frenchman joins the group, obviously the
head man, GASTON De MARAIS, about fifty, small and deli-
cate, with a strength about him.

PHILIPPE
Hands on the heads.

CHIEF
I can't steer with my goddamn
feet.

CHEF
Hey, they speak American.

GASTON
Who is the commanding officer?

CHIEF
I --

WILLARD
I am -- I'm Captain B.L. Willard.
This is Chief Warrant Officer
Phillips -- it's his boat. We
were shot up bad downriver and
need repairs and food -- we can
pay you in gold.

GASTON
Philippe --

Philippe moves to another position -- Kac grabs the rope
from the deck and ties it to the dock.

LANCE
I'll help you with --

PHILIPPE
Do not move --

Gaston looks at the skyward pointed twin fifties admiringly.

GASTON
Fifty calibers, eh, Captain --

WILLARD
As I said, we can pay you in
gold.

GASTON
Entirely unnecessary, Captain.

He puts down his gun -- the others do likewise --

GASTON
We share a common enemy -- you
are our guests.
(he steps back)
I am Gaston de marais -- this is
my family's plantation. It has
been such for 121 years. It will
be such after I die.
This is my son, Philippe -- he
has fought in Algeria and held
the rank of Captain. And Henry
LeFevre -- a sergeant; he was
at Dien Bien Phu. My personal
servant, Tran Van Kac ---

Then he motions to the trees. A young man in a tiger suit
and three women come forward from different positions --
all wear bush clothing and bear weapons.

GASTON
(continuing)
My youngest son -- Christian --


161 CLOSE SHOT - CHRISTIAN

He carries an M-60 machine gun in his hand -- a belt of
ammunition trailing off behind him.

GASTON
Christian's wife -- Ann-Marie --

A tall girl, goodlooking, but severe -- she carries an
M-16.

GASTON
(continuing)
And my youngest daughter --
Claudine.


162 CLOSE ON CLAUDINE

an attractive girl about eighteen. She wears a red
paratrooper beret and a well-fitted bush suit. She carries
an M-79 grenade launcher and plenty of ammunition.


163 FULL VIEW - P.B.R. - CREW, GASTON, OTHERS

They stand there, exhausted and amazed. Philippe yells
in Vietnamese -- about a dozen native men in tiger suits,
heavily armed, walk out of the trees from all around them.
They look the Americans over warily and assemble at
Philippe's command.

WILLARD
American weapons?

GASTON
We took them from the dead.
(smiles)
Now -- I assume you want to rest,
to shower. We'll attend to your
repairs after dinner.

CHEF
Shower.

Willard's men look at one another, dazed.

WILLARD
We don't want to bother you any,
we --

GASTON
A man of war is never bothered to
aid an ally -- you will follow me,
Captain.

Willard steps off -- then stops, reaches back and picks
up his M-16 by the stock.

WILLARD
A habit of men of war, sir --
you understand.

GASTON
Of course, Captain -- an
unfortunate necessity.

The men are relieved. They pick up their weapons and
follow.

CHIEF
What about the boat?

PHILIPPE
My men will keep it for you --

CHIEF
Yeah -- well, I'll stay with the
boat.

WILLARD
Chief.
(pause)
Come with us.

They look at each other a moment. The Chief shrugs
and follows.


164 FULL SHOT - PLANTATION - WILLARD, GASTON, OTHERS

Gaston stops, points to a guest house off the main struc-
ture which is a typical jungle plantation house, save the
many sandbagged gun emplacements and barbed wire.

GASTON
A suitable accomodation for
your men, captain -- you will,
of course, be quartered with us --

He indicates that the men should follow Philippe. The
Chief is hesitant.

WILLARD
Go ahead --

Philippe leads them on, muttering.

GASTON
Captain, this way.

Willard follows -- they walk over past the house and toward
the jungle, approaching a huge crater, 100 feet across and
about thirty feet deep. The bottom is filled with water and
young French and Vietnamese children swim in it. On the
opposite rim, sit two men and a woman with machine guns.
Gaston strides up and looks down at the crater with pride.

GASTON
(continuing)
Magnificent, eh, Captain?

Willard looks.

GASTON
(continuing)
It is very good -- there is no
current -- It is very good. I
have never seen one like it in
all Indochina. I was in Paris
when it arrived -- do you know
what might have caused --

WILLARD
Looks like a two thousand pound
to me. Yeah, a two thousand
pound bomb.

GASTON
No, I've seen those in Normandy.
This is much better.
(pause)
My country -- my country could
never originate this. Magnificent.

Gaston stands in serious admiration for this feat; Willard
looks between him and this big hole in the ground in
amezement.


165 INT. WORKMEN'S SHOWER - EVENING

A foreman's shower from the old plantation days. The
Chief steps out of it, refreshed, though still exhausted.
Lance stands there, about to step in, absolutely filthy,
caked with blood. His reaction is odd; rather than just
stepping into the shower, he seems almost frightened,
reluctant to step in. Chef is waiting behind him.

CHEF
A hot shower, hot damn.

He pushes him forward into the water. The dirt and
caked mud go swirling off his face and shoulders, and
he relaxes as though he suddenly remenbers what a
shower is.


166 EXT. THE DOCK - P.B.R. - EVENING

battered and torn -- a few of Philippe's Vietnamese
guard at the boat.


167 INT. WILLARD'S QUARTERS - EVENING

A beautiful European room with tall ceilings. Still
elegantly furnished, although old and decaying.

Willard sits in a comfortable chair in the corner of
the room, looking out over the carpet, the bed with
its elegant spread; the wash basin; the bidet. His
battle dress is black with muck, with bloodstaines and
burns.

He rises from the chair and steps to a dresser above
which is a large mirror. There is an album on the
marble top of the dresser. He turns to a page at random.


168 VIEW ON WILLARD

haggard, looking down at the album.

WILLARD (V.O.)
I wondered -- how long has this room
been like this; how long has the
furniture been standing in these
places?


169 VIEW ON THE ALBUM

Some old photographs of people standing around a car
in the 20's in front of the plantation. Another picture
shows a child playing by the rubber trees near the
plantation.

WILLARD (V.O.)
Was it like this sixty years ago?
Eighty years? But here, even
eighty years is nothing.

He turns the page,

The plantation being built. Pictures of the framing,
skeletal against the sky and jungle.


170 VIEW ON WILLARD

fascinated

WILLARD (V.O.)
It was jungle, once; and it will
be jungle, again...


171 VIEW ON THE ALBUM

Onlu the very beginnings of the house; the first struc-
tures. Then another picture of the jungle site where
it was to be built.


172 CLOSE VIEW ON WILLARD

He looks up and sees his own face, reflected in the garish
mirror. He barely recognizes himself.


173 MED. VIEW

Willard looks at himself in the mirror, in this odd, out-
of-time room.


174 INT. DINING ROOM GROUP - TRACKING SHOT

TRACK DOWN the long table, covered with delicious food.
The P.B.R. crew sits with others of the De Marais group.
The table is headed by St. LeFevre. Chef's face lights
up as he regards the wonderful European-style food.

CHEF
This food is wonderful ! I can't
believe the chef is a slope.
(turning to Clean)
Some more?

Opposite the table, sitting next to the Chief, Lance
reaches hungrily for bread and other food with his hands.

CHEF
(continuing)
Hey -- Lance.

LANCE
Huh? Oh. Um, wouldya ..
wouldya pass me the Rice-a-roni,
please.

And then he looks to his friends for approval.

Our VIEW REVEALS that behind a transparent silk curtain
there is another, more elaborate table, where the
De Marais family is dining with Willard. Our VIEW MOVES
through the curtain and settles in a MEDIUM VIEW of the
group.

The men rise as a very attractive woman enters the room.
Willard finally does as well, and she moves to the chair
next to him.

GASTON
Roxanne, I hope you are feeling
better.

ROXANNE
Je vais bien maintenant.

GASTON
May I present Captain Willard?
He is of a paratroop regiment.
You know the difference between a
paratrooper and a regular soldier,
don't you , my dear?

ROXANNE
(smiling and taking
Willard's hand)
Yes, they come from the sky.

She sits -- there's an uneasy silence.

Willard is caught with this exotic woman on one side of
him, and the ongoing conversation on the other. He is
forced to face toward Gaston, and drawn to look at Roxanne.

WILLARD
I would like to know more about
the .. uh, plaque...

Philippe turns around, points to an elaborately scripted
wooden plaque with various tallies on it.

GASTON
Attacks repulsed, as I was saying.
(hard)
This is only for this war, Captain.
Viet Cong -- 54; North Vietnamese
regular forces -- 15; South
Vietnamese -- 28 -- regular
forces and otherwise.
(pause)
Americain -- 6. Of course, they
were, perhaps, mistakes, Captain.

WILLARD
Of course. I -- Once we make
our repairs, we could send word,
we could have you evacuated
from here.

GASTON
Captain?

WILLARD
You'll get blown outta here some
day.

GASTON
We will never 'evacuate', Captain
-- this is our home. Indochina is
ours; it has been so for a hundred
and twenty-one years, there is
something to say for that.

WILLARD
The Vietnamese think it's theirs
-- I guess the Americans do,
too.

GASTON
But we civilized it. A place
belongs to those who bring light
to it, don't you agree.

WILLARD
I always thought the French came
here to get the rubber.

PHILIPPE
Excuse me, I must attend to my
men.

He gets up, and leaves abruptely -- followed by his wife.

ROXANNE
May I ask where the Captain is
going in his little boat?

WILLARD
We were going upriver when we
got caught in a storm, ma'am.

GASTON
Upriver? Why upriver? There is
nothing there, only jungle.

WILLARD
Do you know that jungle?

GASTON
When I was a boy, my father would
take me there, to hunt. There
are a few savages, but no man
can live there, no white man.

WILLARD
What about an American named
Kurtz?

There is a pause.

GASTON
We have never heard of him.

Gaston rises, and takes Roxanne's hand.

GASTON
(continuing)
Bon nuit, Roxanne -- bon nuit,
Captain.

Willard turns.

WILLARD
Good night.

Gaston leaves. Willard and Roxanne are left alone. The
servants clear the table.

ROXANNE
You must realize, Captain -- we
have lost much here -- I, my
husband. Gaston -- his wife and
son.

WILLARD
I'm sorry to hear that.

ROXANNE
(rising)
Cognac?

WILLARD
I should be checking on the
boat.

ROXANNE
The war will still be here
tomorrow.

She walks out of the room.

WILLARD
(thinking)
I guess so.

He follows.


175 INT. SITTING ROOM - FULL SHOT - WILLARD AND ROXANNE

Roxanne sits, pouring a brandy, while Willard stands.

ROXANNE
Do you miss your home, Captain?
Have you someone there?

WILLARD
No. Not really.

I was discharged from the army
four years ago. I went home,
wasted some time, bought a Mustang
Mach 1, drove it a week. Then
I re-upped for another tour. No,
everything I love is here.

ROXANNE
Then you are like us.

She reaches out to him; indicating that he sit.

ROXANNE
(continuing)
What will you do after the war?

WILLARD
I just follow my footsteps, one
at a time, trying to answer the
little questions and staying away
from the big ones.

ROXANNE
What's a big question?

WILLARD
Kurtz.
(pause)
I know you've heard of him.

ROXANNE
Yes.

WILLARD
What did you hear?

ROXANNE
That strange things.. terrible
things have occured around this
American, Kurtz.

WILLARD
What things?

ROXANNE
Gaston would never tell me. It
was asubject not to be spoken of,
Captain.

WILLARD
Yes.

ROXANNE
Did you know -- deeper in the
jungle, upriver -- there are
savages?

WILLARD
I know.

ROXANNE
But Captain, I mean -- cannibals.

A long pause. Then she looks at the cognac she poured for
him.

ROXANNE
(continuing)
What a pity, you don't drink.
Since my husband died, there
are so many things I must do
alone.

She takes a sip.

Willard moves to the French doors, which have been left
partly open to let a breeze in. He steps onto a terrace
overlooking the river.


176 EXT. THE TERRACE - MED. VIEW - WILLARD - NIGHT

A machine gun emplacement is situated on the terrace cover-
ing the front of house, from the river.

ROXANNE
(from the sitting room)
Are you warm, Captain?

WILLARD
The river is beautiful.

In fact, we REALIZE that he is checking the boat.


177 WILLARD'S POV.

The P.B.R. is under guard by a couple of Gaston's
Vietnamese.


176 MED. VIEW ON WILLARD, ROXANNE

She, thinking it romantic to talk about the river, comes
up behind him.

ROXANNE
I spend hours watching that
river from my bedroom window.
It fascinates me.

She moves her body close to his; and, in a moment, he is
kissing her.

179 CLOSE ON WILLARD, ROXANNE

One eye steals another look at the P.B.R.


180 VIEW ON THE P.B.R.

Two of the guards leave -- two remain, getting ready
for the long night.


181 VIEW ON WILLARD, ROXANNE - ON THE TERRACE

His hands wander over her body as she clings to him. Then
she takes his hand, and leads him back into the sitting
room, and up the stairs.


182 INT. ROXANNE'S ROOM - FULL VIEW

It is dark. She leads him into her room and closes the
door. He stands there. In the center of the room is a
large canopied bed with mosquito netting hanging down over
it. The windows also have netting and barbed wire --
there is a .30 calibre machine gun mount in the far one.
He look around. she goes over to the bed, and turns
down the sheets. Then she slips out of her dress and
stands there facing him.

He puts down his gun and strips off his shirt. She lays
down on the bed and watches him.

ROXANNE
I have been lonely here, Captain.

He moves to her, slipping into the bed. M-16 is
leaning against the wall in his reach.

FADE OUT.


183 EXT. ROXANNE'S TERRACE - NIGHT

We can VIEW into the room, as Willard has silently
slipped out of her bed, and is a dark sinister figure
kneeling in final preparations for going out in the
night.

Without a sound, he comes out to the terrace, and
scales down the wall of the old building, disappearing
into the darkness.


184 EXT. THE DOCK - P.B.R. - NIGHT

Two Vietnamese guard the P.B.R. -- suddenly, feet first,
the first disappears into the thicket.


185 CLOSE VIEW ON WILLARD

in the thicket; we realize he has just killed the man with
a knife. Willard stalks the second guard and makes quick
work of him with his knife. He even enjoys it. Silently,
he drags the body out of sight.


186 MED. VIEW ON THE P.B.R.

The dark figure boards the boat silently. He disappears
into the hold.


187 NEW VIEW

He lifts out several cases of supplies, working quickly,
with a grace that indicates he is a man who has done his
best work alone, and at night.

CUT TO.


188 INT. ROXANNE'S ROOM - CLOSE SHOT - WILLARD - MORNING

He sleeps soundly alone in the bed - we HEAR SOMEONE
moving around in the room. He wakes suddenly -- PULL
BACK TO REVEAL Roxanne combing her hair and buttoning up
her blouse. She notices he is awake and smiles.

ROXANNE
I will fix you breakfast.

He starts to get up.

WILLARD
I'm afraid I won't have time --
I gotta --

ROXANNE
Whe you reach the boat you will
find that half your fifty calibre
stores -- a case of grenades, a
mortar and two M-16's and a
case of clips are being
transfered to us by your order.

He stops -- seemingly stunned.

WILLARD
So that's it.

ROXANNE
You may think what you wish,
Captain, but I like you very
much.

She turns to go.

WILLARD
What if I say no.

ROXANNE
Then Philippe will have to kill
all of you.

She leaves.


189 EXT. DOCK - FULL SHOT - WILLARD, OTHERS

He walks down onto the dock. Gaston's men are transferring
ammunition boxes.

Gaston is standing with Philippe, who are covering the
Chief and crew with M-16's.

GASTON
Two of my men deserted last
night. It happens from time
to time. I assume my daughter
told you of our conditions.

WILLARD
Your daughter.

CHIEF
They taking half our ammo,
Captain -- said it was your orders.

He pauses for a second.

WILLARD
That's right -- I did.

The Chief spits in the water disgustedly and starts the
engines. Willard looks hard at Gaston.

WILLARD
I guess this is whAt men of war
do -- eh?

GASTON
We endure, captain -- you can
blow up the house and we will
live in the cellar -- destroy
that and we'll dig a hole in the
jungle and sleep on it. Burn
the forest and we'll hide in
the swamp. all the while, we
do but one thing -- clean the
blood off our bayonets.
(pause)
Au revoir, Captain.


190 LONG SHOT - DOCK - P.B.R.

Willard climbs on board and it pulls away.


191 EXT. P.B.R. - MED. SHOT - WILLARD, CHIEF

The BOAT ROARS out across the river. The Chief looks over
at Willard. They stare at each other for a moment.

CHIEF
Next time we get in a good fire
fight -- I'd like to know how
she was, Captain.

Willard just smiles at the Chief. he leans over and pulls
up a floorboard -- the men stare in amezement; it contains
the contents of all those ammo boxes. .50 calibre; clips;
grenades.

CHEF
Holy shit.

CLEAN
What did you put in all those
ammo boxes?

WILLARD
Rocks, sand -- those two men
who deserted.

CHIEF
When'd you do it?

WILLARD
While you were sleeping.

He lets the board drop.

Willard moves to the back of the boat.


192 FULL SHOT - P.B.R. - RIVER , CREW

The river has narrowed and runs swifter -- the water dark
and deep. The trees are higher in this area and much of
the river is shaded on one side. There is no undergrowth,
just the tall trees and ferms. They move ahead at half
speed, alert, ready for anything.

WILLARD (V.O.)
We moved deeper and deeper into
the jungle. It was very quiet
there. It was like wandering on
a prehistoric planet, an unknown
world ... where the men thought
they crawled to, I don't know.
For me, we crawled toward Kurtz --
exclusively.

Willard looks out ahead and points.

They all turn their guns in that direction. We PAN TO
REVEAL a small village of huts along the bank.


193 FULL SHOT - DIFFERENT ANGLE - VILLAGE


194 POV. OF THE P.B.R.

They pass in front of the village which is rundown and
completely deserted. The huts are on stilts to avoid the
flooding of the river -- they are just skeletons of what
they once were.

CHEF (O.S.)
Flood.

CHIEF (O.S.)
No -- most of 'em are still
standing -- might've been
disease.

WILLARD (O.S.)
I don't know -- there'd still
be some sign -- it's just like
the one this morning.

DISSOLVE TO :


195 POV BOAT - FULL SHOT - JUNGLE

The canopy of trees grows taller and stretches out across
the river filtering the sun. The forest itself has grown
darker and more twisted with ferns and creepers. Strange
birds fly out of the trees as the boat passes -- a huge
snake slips along an overheading limb. The depth of the
jungle is dark, ominous -- yet cool and strangely inviting.


196 FULL SHOT - BOAT - JUNGLE

Suddenly the river widens, the trees give way to marsh
and as they emerge into the light a strange shadow falls
upon the boat. It is the shadow cast by an enormous
vertical tail section of a B-52 bomber thrusting out from
the mud. Pieces of aluminum hang loosely from it, oxi-
dizing in the sun. Creepers have already started to grow
up around its heights -- the jungle is claiming it. But
once under its shadow, they have passed a gateway. A
gateway to paradise.

The river widens and the trees at its edge are soft and
seductive. The hills beyond are purple and lush. Strange
orange colored water-fowl swim lazily out of their way.
The water itself is glass smooth and black as if there
were no bottom. The sun is warm and the breeze gentle
and laced with wild gardenians. It is indeed the most
peaceful valley in all the world and each man looks upon
it and has never known such a sense of peace and well-
being.

Each man in his heart feels a need to stay -- his soul
cries to stop -- stop their madness -- this spiral into
hell.

Here is all that can be had of earth. But no hand moves.
The boat drifts on its own toward a hole at the end of
the clearing. A hole into the jungle from which a
darkness permeats. The boat follows the river into this
hole.

DISSOLVE TO :


197 FULL SHOT - P.B.R. - RIVER - DAWN

The skull looms in the f.g. -- the P.B.R. is pulled back
about seventy yards -- Early morning mist still hangs on
the water -- as it clears, we SEE another post and skulls
on the opposite bank, It is strangely quiet.

CHIEF
-- All right, Lance --

Lance's TWIN FIFTIES split the silence as they POUR into
the skulls on the opposite bank -- Suddenly there is a
tremendous EXPLOSION and SECONDARY ONES from the jungle
as shrapnel rips into the jungle and water from CLAYMORE
MINES obviously set to cover the mound of skulls. The
smoke clears.

LANCE
The other one --

WILLARD
No -- leave it --

CHIEF
Why -- Charlie put it there to kill --

WILLARD
Thta's not Charlie's work --

There is silence.

WILLARD
Whoever put'em there didn't do it
to kill people -- They put 'em up
as signs --

CHIEF
Signs?

WILLARD
Yeah -- like keep out --

Willard motions -- the Chief accelerates -- they move ahead
past the smoking mound.


198 EXT. THE RIVER - FOG - DAY

The P.B.R. pushed deeper into this mysterious area. Mist
swells in and around the river, as the boat moves into
an obscure fog. The Chief cuts the engine, and they coast.

WILLARD (V.O.)
Toward the night of the fifth
day out of Do Lung Bridge, we
judged ourselves about eight
miles from Kurtz' base.
Everything was still, the trees,
the creepers, even the brush
seemed like it had been changed
into some kind of stone. It was
unnatural, like a trance. Not
a sound could be heard. I began
to think I was deaf -- then the
fog came suddenly, and I was
blind too.

The boat disappears in the thick fog.


199 MED. CLOSE ON WILLARD

We catch glimpses of him, even though we are close.

WILLARD
Listen.

CHIEF
What is it?

WILLARD
Listen.

They are silent. We can HEAR the most ominous SOUND
COMING FROM THE BANKS. The GROANING, OR WAILING .. of
HUNDREDS OF MEN.

CHIEF
They're on the banks of the
river.


200 VIEW ON LANCE

Frantically, he swings the twin fifties around.

LANCE
Jesus !


201 VIEW ON CHIEF

We can barely SEE him -- in and out of the fog.

CHIEF
No, Lance. Not while you can't
see.


202 VIEW ON WILLARD

listening. The SOUND IS TERRIBLE, HORRIFYING.

CHIEF
Will they attack?

WILLARD
If they have boats ... or
canoes... they'd get lost in
the fog. We can't move either --
we'll end up on the shore.

CHEF
God...

LANCE
Sounds like hundreds of them.

WILLARD
Shhhhhh.

The CHORUS OF GROANS in unbearable. But it is not ahostile
cahnt; or a war chant, but rather the SOUND OF HUMAN
ANGUISH.

WILLARD
(continuing)
It doesn't sound hostile --
it sounds like they've seen us
coming and it sounds like --
I don't know, a funeral. I
don't understand.


203 VIEW ON LANCE

A glimpse of him, almost in tears. We then SEE glimpses,
fog moving, of all the men on the P.B.R.

DISSOLVE TO :


204 MED. VIEW - THE P.B.R.

MOVING THROUGH the thinning mist. The Navy craft proceeds
cautiously.

WILLARD (V.O.)
Two hours after the fog lifted,
we moved slowly to a spot we
thought was roughly a mile and
a half below Kurtz's camp. We
approached a long sand-bank
stretching down the middle of
the river.

CHIEF
Which way? Right or left?

WILLARD
Who knows? Right.

CHIEF
Looks pretty shallow.

The P.B.R. moves toard the right-most channel. Chef
takes a long pole and begins sounding depth.


205 VIEW ON WILLARD

The men are really tense now -- Lances swivels his gun from
bank to bank. Chief keeps his fingers on an M-16. Willard
takes out the TOP SECRET packet he received at Do Lung.
Tears it open. We MOVE IN ON him.

WILLARD
(reading)
Upon reaching objective. Target
key personnel and commence
operation. Should difficulty
arise from which extraction is
impossible, break radio silence
Com-Sec Command code Strong Arm --
indicate purgative air strike --
code -- Street Gang.
(pause)
Purgative air strike ! Purgative !
They'd kill me too !

Suddenly Chef lays out flat on the bow. Hundreds
and hundreds of slender sticks fly onto the P.B.R.
rattling against the boat.

CHIEF
Shit ! Fucking arrows ! They're
shooting fucking arrows at us.


206 CLOSE ON WILLARD

looking toward the banks.


207 WILLARD'S POV

Frags of men -- naked limbs, arms, breasts, glaring eyes
entangled in the dense jungle gloom. And hundreds of
pathetic wooden arrows flying out toward them.


208 VIEW ON THE P.B.R.

crazily zig-zagging up the river in the midst of the
childish assault.

WILLARD
Steer her right.


209 VIEW ON THE P.B.R.

arrows hitting the deck. The men open up everything
they've got. Lance is FIRING the two fifties wildly.

WILLARD
Keep going.. keep going.
They're just fucking sticks !
Chief, stay at the helm.

But Chief seems out of control -- he lets the clip of his
M-16 go. Then slowly lets the rifle fall out of his hands,
and falls to Willard's feet, a primitive spear having
caught him right through the ribs. Willard looks down in
horror.


210 VIEW ON CHIEF

laying at Willard's feet -- the long spear through him,
bleeding onto Willard's boots. He looks up at Willard,
about to say something.

CHIEF
A spear?

He dies.


211 MED. VIEW ON THE P.B.R.

The men are still crazily FIRING into the empty jungle
long after those who attacked beat their retreat.

WILLARD
Stop it. Stop it !

Slowly he pulls his boots from under Chief. They are
absolutely soaked in blood. He is stunned -- sits down
and begins to unlace the bloody boots, and take them off.

LANCE
Chief's dead.

Willard unlaces the other boot, and holds the bloody boot
in his hand.

WILLARD (V.O.)
It was the strangest thing --
I don't know that I can explain
it. Two of my men dead, and all
I could think of was whether
Kurtz was dead too. That's all
I wanted: to see Kurtz, to hear
Kurtz.

He starts to wipe the blood off the boot.

WILLARD (V.O.)
(continuing)
Somehow, in the middle of this ...
carnival, Kurtz had grown into
something -- a gifted officer;
a great man.
Somehow, he was the only light
in this hopeless, hopeless
darkness.
And now I was too late --
he was probably gone, disappeared...
by a grenade rolled into his
tent -- or by some spear on the head.
Christ, I felt like howling like
those animals in the fog.


212 EXT. THE BOAT AT MARINA DEL REY - NIGHT

The people at Charlie's cocktail party on the boat.
Some flashbulbs are going off. Some people are dancing
to the MUSIC. OUR VIEW MOVES SLOWLY TOWARD Willard, on
the edge of the party.

WILLARD (V.O.)
Here they are in Los Angeles.
Everything is safe. There's a
supermarket around the corner,
the police station around the
other. It would seem ridiculous
to them that I was shot to hell
because I had lost the privilege
of listening to the mysterious
Colonel Kurtz.
(pause)
Of course I was wrong. He was
waiting for me. Kurtz was alive
and he was waiting for me.

DISSOLVE TO :


213 EXT. THE RIVER - P.B.R. DAY

The P.B.R. moving up the river. The men are practically
in a trance now, looking at the banks of the river. They
don´t even make an effort to touch their weapons.


214 WHAT THEY SEE

Hundreds and hundreds of Montagnard natives -- dressed
in the most ornate and primitive manner: feathers, parts
of birds and animals; cod-pieces -- all in body and face
paint of the most savage nature. But there is a purity
about them, men and boys, standing passively watching
the small Navy craft flying the strange flag of red,
white and blue.


215 VIEW ON THE P.B.R.

The men of the crew are not the same men who began this
voyage. Their manner is lifeless as though in a trance.
The various decorations and paraphenelia that they have
picked up along the way seem oddly relevant to the
savages that stand before them. The Chef has made a
hat of birdfeathers; Lance's face has been painted with
mud under the eyes to block the glare of the sun. He
wears certain animal skins; trinkets; some animal teeth.
Their uniforms have been torn and patched throughout the
difficult journey. They start to move to their gun
positions.

WILLARD
Just stand here with me where
they can see us. Do nothing.


216 VIEW FROM BEHIND THE P.B.R.

MOVING SLOWLY TOWARD the fantastic human wall of feathers
and war paint, standing on canoes across the river. The
men on the crew stand in a group, their hands visibly
without weapons. The natives standing across the river
make no hostile gestures as they approach. They accept
the small boat moving toward them with a sort of inevi-
tability. The boat moves closer, approaches the wall of
feathers -- which slowly and automatically gives away, in
almost a ritual of birth, undulating, allowing the little
boat to penetrate.


217 VIEW ON WILLARD

Mus on his face (to protect it from the sun), the palms
of some jungle vegetation protecting his head, he looks
something like atribal chieftan himself. His intuition
was right. He senses that they would be allowed to pass.


218 FULL VIEW ON THE RIVER

Hundreds of Montagnards who had been lining the river
now run, absolutely silently, along the banks, keeping
pace with the P.B.R. There is no hostility in these
faces, only curiosity and a sort of grief.


219 VIEW ON WILLARD, THE CREW

They look up toward the bank.


220 THEIR POV

The temple at NU MUNG BA, a fortified encampment, built
around the ruins of a former Cambodian civilization.
Stone walls, barbed wire, cracked pyramids and rows and
rows of Escher-like sandbags arranged in an endless maze
around the fortress.


221 VIEW ON WILLARD

He picks up his field glasses and looks through.


222 WILLARD'S POV - THROUGH GLASSES

A sign entangled in the barbed wire -- its lettering
strict and military:

FOURTH SPECIAL FORCES
MISSION F-82
NU MUNG BA

The GLASSES POV MOVES REVEALING another sign written in
a wild psychedelic hand.

OUR MOTTO: APOCALYPSE NOW !

The POV OF THE GLASSES MOVE once again and come upon an
astonished sight, a black man dressed in a tatter of
colored fabrics, feathers, and an Australian bush hat.
He looks something like a multi-colored harlequin waving
frantically to the P.B.R. The POV OF THE GLASSES MOVE
OFF of him.


223 VIEW ON WILLARD

not believing what he's just seen.


224 THE GLASSES POV

Once again the young black man is now waving his
Australian hat.


225 VIEW ON THE P.B.R.

Willard shouts out to the starnge greeter.

WILLARD
We've been attacked.

AUSTRALIAN
(shouting back)
I know, I know, it's all right.
Come in this way. It's mined
over there. This way. It's
all right.

Willard look at Chef who is at the helm. He shrugs and
they do as this man says. The P.B.R. moves towards the
water's edge where there is a dock covered with concertina
wire. The odd Australian stands waving his hat, guiding
them safely in.

A thick greasy smoke hangs from fires that burn near the
fort; fresh shell craters indicate a recent battle. Near
the dock there is a tangled clump of corpses -- half sub-
merged in the water. Other piles of bodies lie about, some
of them on fire. Fire literally burns from out of the
ground. Chef nods at the bodies.

CHEF
Charlie?

WILLARD
Looks that way.

CHEF
(looking at the Australian)
Who's he?

WILLARD
God knows.

The boat pulls up. The Australian harlequin hops on
board; the crew regards him with their dark faces splat-
tered with mud and blood.

WILLARD
(continuing)
Who the hell are you?

AUSTRALIAN
Moonby. Got any Winstons?

WILLARD
Moonby what?

AUSTRALIAN
Moonby, 4th battalion, Royal
Australian Regiment, Task Force.
Ex-Corporal Moonby, deserted.

WILLARD
(incredulously, indicating
the hundreds of natives)
What is this?

MOONBY
Oh, they're simple enough people.
It's good to see you, baby.
Nobody has any Winstons?

Chef automatically offers Moonby a Winston.

MOONBY
This boat's a mess.

WILLARD
Where's Kurtz? I want to talk
to him.

MOONBY
Oh, you don't talk to Colonel
Kurtz.
(he puffs, then smiles)
You listen to him. God, these
are good. I kept these people
off you, you know. It wasn't
easy.

WILLARD
Why did they attack us?

MOONBY
Simple. They don't want him to
go.

WILLARD
You're Australian?

MOONBY
Pre-Australian, actually. But
I'd dig goin' to California.
I'm California dreamin'.

WILLARD
(almost to himself)
So Kurtz is alive.

MOONBY
Kurtz. I tell you, that man
has enlarged my mind.

He opens his arms wide, to indicate the breadth of his
mind's expansion.

MOONBY
(continuing)
But lemme tell you, he is the
most dangerous thing in every
way that I've come on so far.
He wanted to shoot me. The
first thing he said is, 'I'm
going to shoot you because you
are a deserter.' I said I
didn't desert from your army,
I deserted from my army. He
said, 'I'm going to shoot you
just the same.'

WILLARD
Why didn't he shoot you?

MOONBY
I've asked myself that question.
I said to myself, why didn't he
shoot me? He didn't shoot me,
because I had a stash like you
wouldn't believe. I hid it in
the jungle; the wealth of the
Orient: Marijuana -- Hashish
-- Opium -- cocaine -- uncut
Heroin; the Gold of the Golden
Triangle. and Acid -- I make
Koolaid that makes purple Owsley
come on like piss. Now I'm
Kurtz' own Disciple -- I listen
he talks. About everything !
Everything. I forgot there's
such a thing as sleep. Everything.
Of love, too.

CHEF
Love?

MOONBY
Oh, no, not what you think...
Cosmic love. He made me see
things -- things, you know.

The whole time Moonby is chattering on, Willard has
picked up his field glasses and scans the fortress.


226 WILLARD'S POV - THROUGH THE FIELD GLASSES

Men in small groups, huddled over food.
Now he settles on the entrance in the temple. There
are stakes in front, and on top of them are horrible
shrunken heads.


227 BACK TO SCENE

WILLARD
Sounds like he's gone crazy.

MOONBY
No, Colonel Kurtz couldn't be
crazy -- if you heard him talk,
just last week, you'd never think
he was crazy.

WILLARD
Is that where he is? By the
shrunken heads.

MOONBY
Those heads, yes. Well, the
rebels...

WILLARD
(to his men)
We're going ashore. Tie her up
-- and leave your guns up, Lance.

LANCE
What?

WILLARD
Bring your rifles, that's all.
(looking at Moonby)
Take us to him.

MOONBY
Right on -- he's been waiting
for --

WILLARD
And shut up.

Moonby nods and shrugs, and hops off the P.B.R. willard
and the men follow.


228 MOVING VIEW - WILLARD, MOONBY AND THE CREW

As they proceed closer to the fortress-temple, men appear
where a moment before there was only jungle.

They are mostly Montagnards, but far more savage looking
than any we've seen before. They wear only loinclothes
and bandoliers of ammunition. their bodies are painted
in strange patterns. They carry Army M-16's, Russian
AK-47's and a wide variety of knives and clubs. Women
emerge from the brush as well. they are armed and
equally primitive looking. Interspersed among them
are a few taller men with paler skins, with the remnants
of Army insignia on them. The paint on their bodies is,
if anything more bizarre. We CONTINUE TO MOVE ACROSS
the entire group up to the stone gates of the fort,
where thirty or so more are seen silhouetted against
the sky. Willard and his men look up at people more
primitive and more savage than any since the time
of Captain Cook.

They encounter, in the center of the group, what once
appears to have been an American. he is tall, gaunt,
wears a flak jacket, but is otherwise naked, save a
loincloth. His face is darkened from dirt, battle smoke,
strange camouflage patterns. His hair and beard are
long, matted with mud and grease. He carries an AK-47
decorated with scalps and human ears. Willard approaches
this beast, who seems shy and retiring.

WILLARD
Who are you?

MOONBY
(breaking in)
His name is...

WILLARD
I'm not ever goin' to tell you
to shut up again.

Moonby shuts up. The MAN tries to speak, but nothing
comes out. He is dumbstrucked at seeing them, as they
are to see him.

MAN
Colby. Exec. officer, A-Team...
Special Forces. F-82 -- Col.
Walter Kurtz, commanding.

WILLARD
What happened here?

COLBY
What -- happened here.

WILLARD
Charlie?

COLBY
NVA regulars. They're coming
again tonight. Tet -- their
big -- assault.

Willard is the man in the middle -- he doesn't know what
to say to this man, but he understands the forces that
pounded him. He takes his arm.


229 REVERSE ON COLBY

looks at Willard, not understanding.


230 REVERSE ON WILLARD

Six months later, and he and Colby would be identical.

WILLARD
I'm taking you back.

Moonby slaps himself in the head with his hand.

MOONBY
Oh, no, don´t say that.

COLBY
Take us back. Take us back !
But, the operation -- the team.
Colonel Kurtz has such plans for
-- the team.

WILLARD
Take me to him, Major.

Colby starts, and then, seeing the shrunken heads on
poles, he turns, agitated, to Willard:

COLBY
I had nothing to do with these
operations -- I did not do the
planning -- none of us did.
It was all Colonel Kurtz -- he
was the genius. You'll see --
the genius of our Colonel. He
should be made a General, don't
you think? A General? It's...

Suddenly, frightened, he stops. Without looking Willard
knows that Kurtz is standing behind him. He turns.

Kurtz has stepped out from his headquarters: He is
a powerful man, though obviously very ill. He slowly
attempts to pull the remnants of his uniform together,
though it is ripped and bloodied, and now combined with
primitive ornaments designating him a tribal chief, as
well as his U.S.A. Colonel's insignia. He is feverish,
with long blonde hair and beautiful features. His eyes
almost hypnotize. His midsection is bandaged from what
seems to be a serious wound.


232 VIEW ON WILLARD

This is not what he expected. He is quiet, and then,
automatically, he comes to an attention.

WILLARD
Colonel Kurtz, I guess.

KURTZ
I'm Kurtz.

WILLARD
(he salutes)
Captain B.L. Willard reporting
his presence, sir.


233 VIEW ON KURTZ

looking at him a long time. Then he returns the salute,
and simply:

KURTZ
At ease...
(pause, as he regards him)
Sit down.


234 MED. VIEW

There is, of course, no chair or anything like a chair.
But behind and around him, Kurtz's men begin to sit on
the ground, cross-legged. Finally, Willard sits as well.
Then Kurtz does.

Moonby lights a joint, and passes it respectfully to
Kurtz -- throughout the scene, the joint is passed from
man to man, ritualistically.

KURTZ
(slowly)
Why did you come to ... my province.

WILLARD
We were attacked -- down river.
We need supplies and medical
help.

KURTZ
You were not coming here, to
see me?

WILLARD
(finding it more and
more difficult to go
on with this lie)
No -- no, sir.

KURTZ
You came up my river -- in that
small boat. So simple. I
always thought the final justice
would come from the sky, like
we did.
(pause)
You are the final justice,
aren't you?

WILLARD
What do you mean, Colonel?

KURTZ
(gently)
What other reason could you
have come? A Captain. Ranger.
Paratrooper. Graduate of the
Recondo School. Am I right
about these things?

WILLARD
You know you're right.

There is a clear, incredible intelligence about this man.

KURTZ
Then the Agency approached you.
Maybe in a bar in Quinon or
Pleiku. Simple. A year's pay
for one life. Perhaps a village
elder, or a tax collector.
Nobody's orders but your own.
Exciting work.


235 CLOSE ON WILLARD

He remains silent.


236 CLOSE ON KURTZ

He smiles.

KURTZ
You've spent tome at the Royal
Tracking School of Malaysia.
I can tell from the way the
laces on your boots are tied.
I understand you, Captain. We
understand each other.

There is a long pause, as the two men regard each other.
Then Willard reaches to his holstered .45 -- withdraws
it, and places it on the dirt before Kurtz, as an act
assuring Kurtz that he is not an assasin.

WILLARD
Do you know me?

KURTZ
Yes.

Kurtz reaches down; takes the .45 -- and without another
word or gesture, shoots and kills a man.

KURTZ
(continuing)
Do you know me ?

He throws the .45 back on the dirt. Rises, and walks
back into the cavernous headquarters behind the shrunken
heads. Moonby scampers off after him, a respectful
distance behind. Even Willard is stunned.

CHEF
Holy shit.


237 EXT. KURTZ'S OUTPOST - FULL VIEW - TWILIGHT

Dotted with campfires; Montagnard families -- it is like
a primitive civilization.


238 VIEW BY THE TEMPLE WALL

Willard is alone by a campfire -- his M-16 leans by a wall
next to him. He is exhausted.

Lance sleeps by the fire, a little distance away. Chef
approaches, crouches down.

CHEF
Captain -- they've been probed
all this week -- Cong and NVA
regulars. There's gonna be a
big offense any time.

WILLARD
I know.

Lance stirs; starts to wake up.

CHEF
What are we doing here?

WILLARD
Kurtz. I'm supposed to kill him,
just like he said.

KURTZ
Yeah, I can see that. He's
fuckin nuts --

WILLARD
Yeah.

CHEF
He killed that guy without feeling
anything.

WILLARD
Not a thing.

CHEF
When you kill Cong, don't you
feel something.

WILLARD
Sure.
(thinking)
Recoil... I feel the recoil of
my rifle.

Willard rises. Chef looks at him, confused and frightened.


239 FULL SHOT - WALL - WILLARD, CHEF , LANCE

Willard walks along the top of a thick wall -- sandbagged
and dug out every so often for an M-60 or a mortar
emplacement.

Wild looking savages man these guns, and seem to bow
to Willard as he passes.

WILLARD
This is good -- triple overlapping
fields of fire -- walls so thick
ordinary artillery just cleans
the moss off their surfaces.

A woman tentatively moves to Willard, bowing, and then
runs off to her bunker.

WE ARE TRACKING with them as they move past the groups
of people, huddled by their fires... men, women and
children. Skulls, shrunken and otherwise hang from
every hut -- adorn every sandbagged bunker -- dried
scalps hang from barbed wire. A child is chewing on
a big piece of almost raw meat.

WILLARD
(continuing)
I've done things, when I was
alone in the jungle -- that I
never told anyone about.

They continue past amount where the shattered wreck of
half a helicopter is laying. It has been altered and
fortified with sandbags and concertina wire. The wreck
lays on its side so that a 7.62 mini-gun that was mounted
there sticks up above the sandbags. The emplacement is
built on amound so the gun commands a clear field of
fire into the jungle beyond.

Some Americans, barely recognizible because of their
beards and savage manner, sit near the gun. Several
Montagnard children giggle at their feet and play with
bayonets.

CHEF
This is evil -- evil, Captain.
We're all gonna die here.

WILLARD
Yeah, I know.

CHEF
I don't get it -- You said your
mission was to kill him. Let's
do it, an' get our asses outta
here. This Kurtz is ruining the
war; I mean, this don't look
good for America !

WILLARD
(lost in his thoughts)
... he's an amazing officer.

CHEF
You got to kill this sonuvabitch
-- Lance and me, we don'´t
understand none of this -- Jesus,
Captain -- I don't wanna die here
-- Do it quick.

Lance just stands there; his eyes vacant.. He sort of
nods, sucking a joint.

WILLARD
Yeah. I know.

He thinks.


240 INT. KURTZ HEADQUARTERS - NIGHT

VIEW FROM INSIDE -- Willard approaches the stakes with
the shrunken heads. Chef and Lance with him. Willard
steps in -- Lance and the Chef crouch outside, waiting.


241 WILLARD'S VIEW

An austere stone savern in the temple: Kurtz's head-
quarters. Electric lights hanging in odd contrast to the
ancient stone. We SEE what is left of the maps and other
military charts -- they had been tacked up on big boards,
but have now fallen into decayed disuse.

There are other indications of the modern headquarters
this had been. Now all those things are no longer impor-
tant. Kurtz sits alone, slumped back in a wicker chair.
There is a large wooden planning table next to him, with
maps, lamps and apile of debris that is practically
garbage. There are native decorations to ward off evil
spirits; and graffiti on the stone walls, things ranging
fromm "Viet Nam, love it or leave it" to quotes of Nietzsche
"Nothing is true -- everything is permitted."

Moonby, who had been crouching in a corner, moves to
Willard.

MOONBY
He's asleep -- don't bother him.

KURTZ
I'm awake.

Willard steps in closer. Kurtz looks to Moonby.

KURTZ
(continuing)
You. Get out.

Moonby hesitates -- not wanting to leave him alone with
Willard.

KURTZ
(continuing; suddenly)
I said get the fuck out !
(to himself)
I'm going to kill the little
weirdo myself tomorrow.
(he shows some pain
when moving his
midsection)
He´s only stayed alive this long
because he's a good orderly and
medic. He knows how to use a
hypodermic.

WILLARD
You're gonna get hit tonight,
bad -- a whole regiment of NVA
regulars.

KURTZ
That's right, the little gook-
pricks. But they are noble
little gook-pricks, noble.
Because they fight with their
guts, like animals. And for an
idea ! That's rich. We fight
with ingenious machines and
fire, like Gods, and for nothing.
But I'll call in a major blotto
airstrike tonight. We'll have
ourselves a helluva airstrike
tonight, a lightshow. How do
you like The Doors': 'C'mon Baby
Light My Fire...'

Willard shrugs.

KURTZ
(continuing)
Do you?

WILLARD
Yeah, I like it...

KURTZ
I love it.

He rests back, grinning.

WILLARD
You've gone crazy.

KURTZ
(angrily)
No. My thinking is clear.
(calmly)
But my soul has gone mad.

Suddenly Kurtz is seized with a terrible pain from his
stomach wound. He groans horribly, clutching at it. He
literally falls from his chair onto the dirt floor.

KURTZ
(continuing)
My gut -- Oh, Christ, my gut !

Willard leans over him; checking the seriousness of the
wound.


242 EXT. THE HEADQUARTERS - NIGHT

Lance is crouching by the stone entrance -- Chef leans in,
witnessing the proceedings inside.

CHEF
(muttering)
Kill him -- come on, why don't
you kill him


243 INT. THE HEADQUARTERS - MED, VIEW - KURTZ AND WILLARD -
NIGHT

Willard examining the wound.

KURTZ
(in pain)
Oh shit -- on the table; morphine.

Willard moves to the table, opens the medical packet. He
takes out a morphine capsule, leans over the writhing
Kurtz and injects him with the drug.

KURTZ
(continuing; looking
up in pain)
You see how stupid it would have
been to blow out my brains? I'm
dying from the gut anyway.

Willard quickly prepares another shot. Kurtz, truly
frightened, holds up his hand.

KURTZ
(continuing)
No -- I don't want to sleep.
I want to think. Water. Give
me water.

WILLARD
You can't have water after
morphine.

KURTZ
Still playing by the rules.
(almost
affectionately)
You're a damn good kiler.

WILLARD
(still holding the
second morphine)
How's the pain?

KURTZ
How's yours?

WILLARD
I can handle it.

KURTZ
Pain is easy to handle -- but
nobility.. the nobility of a
man is judged by how much Truth
he can handle.

WILLARD
What Truth?

KURTZ
The truth that you were sent
here to murder me, ans so far
you haven't done it. And do
you know why?
(looks at him)
Yes, you know why.
(he looks)
Your mission makes about as much
sense as those idiots who sent
you on it. Asshole ! Schmuck !
How long does it take you to
figure out that nobody knows
what they're doing here.
(coldly)
Except me.

He rests back. The drug is beginning to take effect.

KURTZ
(continuing)
Gimme water.

WILLARD
No water.

KURTZ
You know what you're doing?
You are interfering with my
plans !

He crawls in pain toward the canteen Willard watches
him impassively.

KURTZ
(continuing)
This water's got Moonby's acid
in it --

He drinks sloppily from the canteen, water spilling all
over. Then he throws the canteen to Willard.

KURTZ
(continuing)
Drink it -- drink it for tonight.
Think of it. A whole regiment
of those shitty little Cong --
War. Total war -- war like you've
never known it. It's beautiful
-- you'll love it. Trust me.


244 EXT. THE HEADQUARTERS - MED. VIEW - LANCE AND CHEF - NIGHT

We can SEE into the headquarters: Kurtz offers the canteen
to Willard. Chef is terrified -- Lance is stoned out.

CHEF
Lance -- the fucker's not gonna
do it.

KURTZ
Goddamn -- You've gotta dig
napalm on Speed, too. It's
spectacular, you'll see.

Lance stands up holding his M-16, looks into the cavern
with Chef.


245 INT. HEADQUARTERS - NIGHT

Willard stands there, holding the morphine needle in his
hand.

KURTZ
Look into the jungle. You can't --
it's too terrible. You have to
smear yourself with warpaint to
look at it -- you have to be a
cannibal.
(whispered)
That's why warpaint was invented.
Then it becomes your jungle.

Willard shoots himself in the arm with the morphine.

WILLARD
How did we get here?

KURTZ
Because of all the things we do,
the thing we do best -- is lie.

WILLARD
I think think a lie stinks.

KURTZ
Oh Captain, that is so true.

WILLARD
Stinks. I could never figure --
(he drinks from
the canteen)
I could never figure how they
can teach boys how to bomb villages
with napalm -- and not let them
write the word 'fuck' on their
airplanes.

Willard drinks more of the LSD water.

KURTZ
(angrily)
You could never figure it because
it doesn't make sense.

WILLARD
Fuck no.

KURTZ
I'll tell you what makes sense !
Air strikes ! White Phosphorus !
Napalm ! We'll bomb the shit out
of them if they don't do what
we want.

WILLARD
We'll exterminate the fuckers !

Chef steps into the Headquarters -- he is terrified.
He draws his bayonet.

CHEF
Captain -- kill him.

KURTZ
Think of it -- for years, millions
of years, savages with pathetic
painted faces were scared shitless
that fire would rain down from
the sky. And goddamn, we made
it happen. God bless Dow !

CHEF
Kill him !

Chef rushes at Kurtz with his bayonet -- instinctively,
Willard GUNS him -- then there is additional automatic
FIRE. Chef is being riddled by bullets.


246 VIEW ON LANCE

He has let loose with his M-16 at Chef, like some sort
of mindless, programmed killer.

LANCE
(FIRING)
Hot damn !

Then hes tops -- Chef falls to the dirt -- there is an
instant of silence, then:


247 EXT. OF THE TEMPLE AT NU MUNG BA - NIGHT

The DOORS begin LIGHT MY FIRE , loud and overwhelming,
as illuminating flares light up the blackness.


248 MED. CLOSE VIEW

of enormous loudspeakers protected behind spirals of
razor-sharp concertina wire. LIGHT MY FIRE is blasted
out to the enemy, poised to attack.


249 ANOTHER LOUDSPEAKER

Cannibal-painted men in savage decorations wait. Bay-
onets are fixed. Men are stoned to acid, injecting
speed, sniffing cocaine, eating grass, smoking hashish
in water pipes. One looks up to the sky.


250 EIS VIEW

A rocket illuminates the sky, strobing, as in a psyche-
delic hallucination.

251 VIEW ON THE SOLDIER

SOLDIER
Wow...

Another behind him is chanting the word NAPALM softly t
himself.


252 MED. VIEW ON THE GATE

Willard strides out of the darkness, into the positions
around the gate. He looks like a magnificent warrior --
Genghis. All the men: Montagnards, fierce Americans,
even the savage men of the P.B.R. crew either bow,
salute or kneel before Willard. The color pulsates
around the edge of the image, red and green, mauve and
purple.

We SEE Lance; waiting, with his weapons -- garlands of
teeth around his neck, his face painted.


253 FULL VIEW - MONTAGE

Enemy ARTILLERY BLASTING away at the fortress.


254 CLOSE SHOT - A MORTAR

A hand drops a shell and it FIRES.


255 CLOSE SHOT - ROCKET LAUNCHER

It FIRES. EXPLOSIONS around the fort, red and orange
and blue and green. They hit and grow, outward like some
sort of cosmic flower.


256 CLOSE SHOT - A FLAME-THROWER (ON TANK)

Shoots out a stream of burning napalm that looks like a
death ray gun, radiating outward with ice-blue energy.


257 SHOT ON LOUDSPEAKERS

blasting out music.


258 MED. CLOSE VIEW ON YOUNG SOLDIERS

With the MUSIC, like those people you see listening to
radios in their cars.


259 SHOT ON THE COMMAND BUNKER - WILLARD , KURTZ , OTHERS

(In SLOW MOTION) Shells WHISTLE in and EXPLODE on the
walls in the compound. The men behind them are setting
up rocket launcher (missile) . Everywhere metal and rock
and flame fly and it is beautiful to see.

Willard looks through the infra-red sniper scope.


260 WILLARD - INFRA-RED POV

Strange, luminescent images of North Vietnamese approach-
ing the outer perimeters. Thousands of them.


261 FULL SHOT ON KURTZ

KURTZ
Mini-gun. Colby. Sergeant.
Mini-gun.


262 MED. SHOT - MINI-GUN

A SERGEANT in feathered head-piece and wildly painted
operates the mini-gun with several native helpers. SHELLS
BURST around them. When they FIRE the SOUND is incredibly
loud and steady like a high-pitched foghorn. A solid
stream of molten lead seems to pour into the darkness as
7000 rounds a minute rip into the enemy. The pass of
the lead reaches out in beautiful patterns as the Ser-
geant sweeps the area. The sergeant laughs maniacally
as the GUN resumes FIRING, right up to the moment he is
blown to eternity by an all-engulfing 105mm shell.


263 VIEW ON WILLARD

Exhilarated, and moving with the MUSIC.

WILLARD
Napalm.

Colby pushes a row of plungers: Advancing NVAs il-
luminated by napalm drums, phosphorescent napalm EXPLODES
beautiful, like a magnificent firework.


264 VIEW ON KURTZ

KURTZ
Claymores, claymores.

The SOUND DISTORTED of tremendous HOWLING EXPLOSIONS
penetrate the track of LIGHT MY FIRE one after another.
Kurtz's face is illuminated by each of these. His face
seems to change from one grotesgue primitive face to
another, as though the whole history mankind is evolv-
ing in front of us.

The SCREAMS of maimed and dismembered men almost pene-
trates the INCREDIBLY LOUD MUSIC and we HEAR Kurtz's men
LAUGHING and SCREAMING in delight.

Kurtz looks out over the field of slaughter.


265 FULL SHOT - NVA CHARGE

through wires and claymore glass, each wilder and more
extreme. They burn in the pools of luminescent napalm
but press relentlessly on. SHELL BURSTS overhead. They
chant to themselves as they advance. NVA have reached
the walls and throw down scaling ladders and start up.
Suddenly the sky is bright with flares which produce
weird psychedelic light. Blared out at tremendous vol-
ume over and above the DIN OF BATTLE is LIGHT MY FIRE.


266 FULL SHOT - WALL - EVERYBODY

The Americans and Montagnards stand up screaming.
Spurred by MUSIC, they charge up. M-16's in both hands,
blasting, kicking, bayoneting, gouging, splittin throats,
biting necks, both sides collide in the utter and most
horrible savagery.


267 MED. SHOT - WILLARD

standing on the wall BLASTING as bodies fall around him;
he thrusts his bayonet into one attacker, removes it with
a foot and stabs another. From him he takes his AK47 and
BLASTS more as they come.


268 MED. SHOT - LANCE

The VC rush his position. Willard trips a claymore that
BLASTS most of them to shreads. More fill in. Lance
opens up FULL AUTOMATIC . Willard and Lance move down to
the nest wall, FIRING , bodies tumbling over.

Lance is caught in a CROSSFIRE and hit several times.
He pulls himself up -- FIRES a final BURST and then falls
under the enemy's feet.


269 VIEW ON MOONBY

sees this and scampers off into the jungle, muttering
madly to himself.


270 MED. VIEW - WILLARD AT THE R.T.

shouting into the radio

WILLARD
Code -- Street Gang -- Street
Gang ! Purgative air strike;
Street Gang !

He turns and runs back through the compound with the
receding Montagnards. SHELLS are EXPLODING everywhere.
The light patterns are fantastic. Men fall, Viets break
over the walls and charge. They crouch and rip into
them FULL AUTOMATIC. They break the charge and continue
cutting their way through the NVA masses like torches
through metal.


271 FULL SHOT - COMMAND POST - KURTZ

Kurtz watches as invaders swarm through his domain. Women
and children rush upon him now. Kurtz flicks some switch-
es and the whole north wall EXPLODES in overwhelming FIRE.
The gates are uprooted. The stone lions tumble, crushing
men below. Kurtz cocks an M-16 and walks off the bunker.


272 VIEW ON WILLARD

watching this spectacle.


273 MED. SHOT - DIFFERENT ANGLE - KURTZ

He rounds the shadow wall.

Kurtz sees a group of Viets and rushes up and prepares a
machine gun mount. They don't see him. He braces the gun
at his side and steps out.

KURTZ
(yelling)
Charles !

They stagger and fall, shattered and bleeding, save one
who's merely lost his weapon. Kurtz looks at him, his
gun empty. He drops it and flips open the flap of his
holster. The Viet soldier goes for his pistol. Kurtz
beats him to the draw and bloes him into the night. He
moves over to pick up the NVA light machine gun. Holding
it at his hip, he stands atop one of the ruined walls
and FIRES into the masses. His native men see him and
rush for the chance to die beside him. They are quickly
encircled by onrushing Viets and are being overrun. The
machine gun jams and Kurtz grabs a rifle. When it's empty
and the bayonet is off he wields it as a club.


274 MED. SHOT - LOW ANGLE - KURTZ

taking swings with his rifle, standing atop the
wall and battering the oncoming enemy like Davy Crockett
at the Alamo.


275 FULL VIEW - THE FORTRESS

The air strike hits with all its force. Balls and rain
of fire sweeps down on the temple, the enemy, everything.
It is the biggest firework show in history.

The wall Kurtz was standing on, and he falls with it.
Willard sees this and makes his way toward him as the
air strike continues. All around us is a spectacle of
MUSIC and light and fire and overwhelming color.


276 TRACKING SHOT ON WILLARD

following Kurtz's trail in the mud. He has crawled on
all fours back into the jungle to die. He stalks Kurtz
into the jungle ; moving around and cutting off the
crawling Kurtz

KURTZ
Go away -- hide yourself.

WILLARD
What are you doing?

KURTZ
Going back - to the jungle to
die.

WILLARD
I'm taking you back. You can
still live.

KURTZ
I had immense plans.

WILLARD
I'm gonna get you out of here.

KURTZ
I was on threshold of great
things.

Willard slings Kurtz's bleeding body around his neck,
holding his hand, dragging hom through the jungle. The
spectacle continues in the b.g.


277 EXT. THE P.B.R. - THE RIVER

This wreck of a boat is still afloat. Willard crawls
out of the jungle, carrying the dying Kurtz and manages
to get him onto the boat.


278 EXTREME FULL SHOT

The spectacle of total psychedelic war: the fortress of
Nu Mung Ba.

FADE OUT.

FADE IN.


279 EXT. THE TEMPLE - MORNING

The entire temple is devastation. Vultures by the hundreds
circle overhead. There are a few survivors. Everywhere
is smoke and heaps of bodies. Colby, a Sergeant, and
some Montagnards sit near them.

Their eyes are red and glazed, their jaws hang slack and
they tumble occasionally. They stagger away from the
field of slaughter. Willard looks down and sees something.
Moves over to it, kicks several bodies away and in the
f.g. below is Lance, dead.

Colby stumbles over. Willard holds Lance up by his hair.

COLBY
Who is he?

WILLARD
He was the tragedy -- the tragedy
of this war.

CUT TO:


280 THE P.B.R.

battered, moving slowly down the river.


281 TIGHTER VIEW

Colby is at helm. Kurtz lies feverish, delirious.
Willard sits by him. As the boat moves, Montagnards, those
left alive, come and pay their respects by the riverbanks.
Colby takes an automatic weapon and FIRES it into the air.
Some of the natives move in terror, frightened of him.
The battle is not over.

KURTZ
Don't. Don't frighten them away.

Willard looks down at him.

WILLARD
So you understand this?

Kurtz looks up at him, past him with fury, longing in his
eyes. There is a slight smile.

KURTZ
Do I not?


282 EXT. RIVER - MED. VIEW

The boat moves as though naturally carried by the river.

KURTZ
My river... my people... my jungle...
my ideas... my country...
my wife...
(he looks at Willard)
... my death.

WILLARD
You had immense plans... immense plans...

KURTZ
Yes...

WILLARD
I'm taking you back.

Kurtz looks up to him, then an expression of overwhelming
intense and hopeless terror, hopeless despair. A whisper
at some image, at some vision, he cries out twice, a cry
that is no more than a breath.

KURTZ
The horror, the horror.

We HEAR the distant SOUND of HELICOPTERS approaching.
The SOUND of ROTORS in the distance. They look up,
craning their eyes at the sky. Colby points.

COLBY
There.

Over the jungle mountains the small formation of MEDEVAC
helicopters hooping toward them.

COLBY
(continuing)
How did they know?

WILLARD
They must have seen the fire.

The helicopters are closer now but high up. Two of
them breaking off, spiraling in TOWARD US.

COLBY
They're coming to rescue us.
They're Medevac.


283 CLOSE SHOT ON WILLARD

He stares up at the sky.

WILLARD
(to himself)
They're coming to take us back.

Copters directly overhead.

WILLARD
(continuing)
Yeah.

COLBY
Colonel Kurtz, he's dead.

WILLARD
Yeah.

He raises his M-16 and FIRES the entire clip at the ap-
proaching rescue helicopter.


284 FULL SHOT - THE COPTER

It frantically pours on the power and wheels up to the
sky.


285 FULL SHOT - WILLARD, COLBY

WILLARD
Yeah.

Colby takes his rifle and joins Willard in FIRING at
the retreating American helicopters.


286 HELICOPTER'S POV - ON THE BOAT

The men in the boat FIRING AT US as we fly further into
the air, the boat getting smaller and smaller.

WILLARD (V.O.)
... Don't remember a lot about my
rehabilitation... but I was sent
back to the world before the fall
of Saigon...


287 EXT. MARINA DEL RAY - EXTREME HIGH ANGLE - NIGHT

MOVING DOWN back to the pleasure boat at the Marina.

Pause. Willard is very silent.

WILLARD
I never answered questions about
Kurtz -- I gave them a few of his
unimportant papers -- but for the
most part I saved everything.
There were other letters, personal
ones written earlier to his wife.
I brought them to het. I watched
the fall of Saigon on television
in a bar in Alameda...


289 EXT. CALIFORNIA NEIGHBORHOOD - DAY

A bright clear day in a scrubbed-clean California neigh-
borhood. Some kids are playing in the street.

Willard, years later, dressed as a civilian, proceeds past
the lawn to the attractive home, carrying a packet under
his arm. He passes a lanky, young teen-aged boy working
on a motor-scooter. Willard looks at him. The boy
looks back.

WILLARD
Hi.

Then the door opens, and KURTZ'S WIFE is standing at the
door. She is still beautiful, blonde, and dressed in
mourning even though she doesn't wear black. There is a
sense of purity about her, though she is not young.

KURTZ'S WIFE
Come in, Captain Willard.

He enters.


289 INT. KURTZ'S HOME - DAY

Everything good and secure and desirable about America.

She stands in the center of the room, a little nervous.

KURTZ'S WIFE
Can I get anything for you?

There are pictures of Kurtz, not too many... but he is
there in the various stages of his career.

Then she sits suddenly, and Willard sits by her.

KURTZ'S WIFE
(continuing)
Did you know him very well?

WILLARD
You get to know each other pretty
well out there.

KURTZ'S WIFE
And you admired him?

WILLARD
He was a remarkable man. It was
impossible not to --

KURTZ'S WIFE
Love him... Yes, it is true.
That's the hard part for me... I
knew him better than anyone ... I
knew him best.

WILLARD
You knew him best.

KURTZ'S WIFE
You were his friend... You must
have been, if he had given you
this...
(the packet)
If he sent you to his home. He
was the best this country had --
he was --

WILLARD
Yes, I know...

KURTZ'S WIFE
I'll never get over it -- But
I'll always remember him...

WILLARD
Both of us...

KURTZ'S WIFE
Men looked up to him...
(she loses herself
in a thought)
He died as he lived...

WILLARD
His death was -- yes, he died as
he lived.

KURTZ'S WIFE
Were you with him, when...

WILLARD
Yes I was... He said his last
words to me.

Pause.


290 MED. CLOSE SHOT ON WILLARD

A little of the madness is still with him. He knows what
she will ask.

KURTZ'S WIFE
What were they?


291 MED. CLOSE SHOT ON KURTZ'S WIFE

KURTZ'S WIFE
Tell me.


292 MED. CLOSE ON WILLARD

remembering that incredible day moving down the river.

Our VIEW LOOSENS

KURTZ'S WIFE
Tell me what he said.

KURTZ (V.O.)
The horror ! The horror !

WILLARD
He spoke of you, ma'am.

He sits there looking at her.


293 EXT. TIGHT HIGH ANGLE ON THE MARINA DEL REY BOAT

The cocktail party is breaking up. Willard is one of
the few guests left.

We MOVE FROM Willard standing alone on the deck of the
boat. Moving back through the departing guests. Charlie
is getting ready to leave himself. We MOVE CLOSER to
Willard.

DISSOLVE TO:


294 EXT. THE RIVER - P.B.R. - DAY

the boat floating down the river. Kurtz's body; an exhaust-
ed, half-dead Colby. And HOLDING Kurtz, Willard. We HEAR
THE DOORS' "THE END" as we present the END TITLES.

FADE OUT.



THE END

ALMOST FAMOUS


Cameron Crowe
December, 1998







UNTITLED

1 FADE IN 1

A close-shot of a yellow legal tablet. A young hand comes
into frame, holding a pencil. For a few moments, we hear only
the soft scratching of pencil on paper, as credits are written
in a series of dissolves. The hand carefully erases and
corrects an error or two along the way. And then the sound of
an old friend... the warm crackle of a vinyl record... as we
now hear Alvin and the Chipmunks' "Christmas Song."

2 EXT. PACIFIC OCEAN -- DAY 2

A lone palm tree rises up into a yellow afternoon sky. Behind
it, the sparkling blue of the Pacific Ocean and the city of
San Diego. A dry, hot Southern California day. Even the wind
is lazy, and a little bored.

3 EXT. NEIGHBORHOOD SHOPPING CENTER - DAY 3

Santa Claus wears shorts and sandals, ringing a bell as he
collects for the Salvation Army. This is Christmas in the
Southland. No snow, no winter wonderland. Just a pleasantly
thick heat and an unchanging season, as music continues.

Turning the corner, walking into frame is ELAINE MILLER, 35.
She is a tall woman, consumed by the fevered conversation she's

Having with her pale young son WILLIAM, late pre-teens. They
stand apart from the other shoppers. All around them is the
highly-charged salesmanship of the season... silver glittering
fake Christmas trees. She hurries her son through the
commercial juggernaut, continuing their lively intellectual
conversation, when something stops her. A Workman is affixing
letters to a store-front. He has already placed the MERRY...
now he's finishing the XMAS. Elaine is strong, but always
pleasant, always clear about her purpose in this life.

ELAINE
Excuse me, I'm a teacher. There is no
word in The English Language -- "Xmas."
It's either Merry Christmas... or Happy
Holidays.

The Workman nods thanks, with faux appreciation, as Mom turns
away. The Workman shares a look with William, who shrugs -
that's my Mom.

TITLE: 1969

4 EXT. MINI-TRACT CONDO COMPLEX -- DAY 4

This is the new professional-class. It's a mini-condo
community. Rows of Spanish-styled three-bedroom houses with
common walls. Move in on one of these homes, the one without
Christmas lights. At the door is a furtive 15 year-old Girl.
She checks her cheek, straightens her hair. She hides
something under her coat, and gathers the proper nonchalance
to enter. Music fades.

5 INT. KITCHEN -- DAY 5

We now hear the dialogue between this lively Mother and her
son, as she cooks a pan full of soy-based health-food cutlets.
The meal simmers unappetizingly in the pan. Across the kitchen
we see William. He's a great listener, with a calm and curious
face that takes everything in.

WILLIAM
- so Livia -

ELAINE
-- killed everyone off so her son
Tiberius could inherit the throne.
(thoughtful pause)
Just like Nixon.

William nods, intrigued. He has a good disposition. The
world of knowledge engages him, and he loves what it brings
out in his Mom. There is a small clatter at the front door,
as the girl we've just seen enters, barely brushing some chimes.
She silently curses herself.

ELAINE (cont'd)
Anita, is that you?

ANITA'S VOICE
Hey Mom! I already ate.

Mom moves to the living room to greet William's sister. William
peers into the next room.

6 INT. LIVING ROOM -- DAY 6

She's almost to her bedroom down the hall when mom catches
her. We now discover ANITA, 16, up-close. She is an alluring
young Natalie Wood, with a suspicious and sunny smile.

ELAINE
You sure? I'm making soy cutlets.

The words "soy cutlets" sends a small shiver through the girl.

ANITA
I'm fine. Already ate.

William stands in the doorway now, watching, monitoring, as
Mom moves closer to his sister. She sees something curious
about her daughter.

ELAINE
Wait. You've been kissing.

ANITA
(too quickly)
No I haven't.

ELAINE
(peering at her lips)
Yes... yes, you have...

ANITA
No I haven't.

ELAINE
Yes you have. I can tell.

ANITA
(boldly)
You can't tell.

Mom steps closer and examines the lips even more carefully.
To her, everything is a quest for knowledge.

ELAINE
Not only can I tell, I know who it is.
It's Darryl.

Anita is stunned silent. She turns slightly to look at herself
in a hall mirror, searching for clues, implicating herself
immediately.

ELAINE (cont'd)
And what have you got under your coat?

This is the booty Anita didn't want to give up. Mom picks at
the corner of an album cover now visible under her jacket.
She withdraws the album. It's Simon and Garfunkel's Bookends.

ANITA
(busted)
It's unfair that we can't listen to
our music!

ELAINE
(weary of the issue)
Honey, it's all about drugs and
promiscuous sex.

ANITA
Simon and Garfunkel is poetry!

ELAINE
Yes it's poetry. It's the poetry of
drugs and promiscuous sex. Look at
the picture on the cover...

CLOSE ON BOOKENDS ALBUM COVER

Mom's fingers at the edges. We examine the insolent faces on
Richard Avedon's classic album cover. Even Simon and Garfunkle
look guilty under her scholarly inspection.

ELAINE (cont'd)
... honey, they're on pot.

ANITA
First it was butter, then sugar and
white flour.
(beat)
Bacon. Eggs, bologna, rock and roll,
motorcycles.

Nearby, William squirms as he watches the gently escalating
conversation. Anita glances at her brother. He silently
urges her to downshift. She can't.

ANITA (cont'd)
Then it was celebrating Christmas on a
day in September When you knew it
wouldn't be "commercialized."

ELAINE
That was an experiment. But I
understand -

ANITA
What else are you going to ban?

ELAINE
Honey, you want to rebel against
knowledge.

ELAINE (cont'd)
I'm trying to give you the Cliff's
Notes on how to live in this world.

ANITA
(simple and direct)
We're like nobody else I know.

These are the words that sting Mom most.

ELAINE
I'm a teacher. Why can't I teach my
own kids?
(pats chest)
Use me.

ANITA
Darryl says you use knowledge to keep
me down. He says I'm a "yes" person
and you're trying to raise us in a
"no" environment!

ELAINE
(immediately, can't help
it)
Well, clearly, "no" is a word Darryl
doesn't hear much.

Anita gasps. Ever the peacemaker, William weighs in. Nearby
is a poster - "No More War."

WILLIAM
Mom --

ELAINE
Everything I say is wrong.

ANITA
I can't live here! I hate you! Even
William hates you!

WILLIAM
I don't hate her.

ANITA
(to William)
You don't even know the truth!

William looks vaguely confused.

ELAINE
Sweetheart, don't be a drama queen.

Anita takes a breath and then out of her mouth comes the
strangled-sounding words of a kid swearing at her parent for
the first time.

ANITA
Feck you! All of you!

ELAINE
Hey!

Anita runs down the hall to her room. Elaine turns to William,
relating to him more as a fellow parent than a child.

ELAINE (cont'd)
Well, there it is. Your sister using
the "f" word.

WILLIAM
I think she said "feck."

ELAINE
(sputtering)
What's the difference?

WILLIAM
(encouraging)
Well. The letter "u"...

Shot moves in on the kid, as we hear the opening strains of
The Moody Blues' "Nights in White Satin."

7 INT. SCHOOL DANCE/GYMNASIUM BATHROOM -- NIGHT 7

Music continues. Shot moves along a row of very mature-looking
male teenagers, examining themselves in the bathroom mirror.
There's the kid with a very mature-looking moustache, the kid
proudly sporting full-blown hormonal acne (he slaps on some
Hai Karate), the guy to whom puberty has already delivered the
face of an adult, complete with long jutting sideburns... and
then a blank space at the mirror, as the shot moves down, down,
down to find William. He is so much younger, without a zit in
sight. Puberty is so very distant on his horizon.

8 INT. DANCE -- NIGHT -- UNDER-CRANKED 8

Song continues as we see William's perspective of these much-
older looking kids. Girls now are visible, and they are even
more mature than the boys we've just seen. They flirt and
glow, arms trailing across the shoulders of the boys.
Whispering in each other's ears, none of them looking down.
It's a troubling experience, to be this close to the alluring
world of older teenagers... and to be so invisible to them.

VOICE (O.S.)
Are you really in our grade?

9 INT. JUNIOR HIGH LOCKER ROOM -- DAY 9

VOICE
(louder)
Are you really in our grade?

William turns to see tall, adenoidal TIM TOBIN. The most mature
looking kid we've seen yet, he challenges William in a loud
theatrical tone. It is a voice right out of Guys and Dolls,
which incidentally is the school play in which Tobin had just
starred. William answers in a respectful voice. He is
desperate for acceptance.

WILLIAM
Yeah.

TOBIN
Hey guys! Check it out! William
doesn't have any pubes!

Others now begin to gather around, examining William. He has
never been more naked.

GUY # 1
How old are you man?

TOBIN
He's not a man, he's a little baby
kid. He Doesn't even get zits yet.

GUY # 2
How come you don't have any hair down
there?

TOBIN
(in loud, funny voice)
Where are your pubes???!!

Their voices echo off the tiled walls. Now everyone is watching
the hairless William. He is confused by their meanness.

GUY # 2
Yeah. Where are your pubes?

All eyes are on him, waiting for a response. The kid's mental
wheels turn frantically. And from somewhere comes an attitude,
a swagger, and somehow the perfect line arrives from what could
only be a merciful deity.

WILLIAM
(cool, dismissive)
I had 'em. I shaved 'em off.

It is a new persona for the kid -- the witty guy. And it works.
Guy #2 cracks up, then others. William's new accuser is
suddenly surrounded by the impressed gales of laughter of these
older boys. Others turn away, on to other things. Tobin stares
at William, and then also turns away.

10 INT. FAMILY CAR -- DAY 10

William jumps into the backseat of the white Ford Country Sedan
station wagon, carrying books. ("See ya pubes!") Mom continues
driving William and Anita home from school.

ELAINE
(cheerfully, by rote, to
William in back)
Put on your seatbelt. I don't want
you flying through the windshield.

Anita examines her own un-fastened seatbelt, which Mom hasn't
noticed.

WILLIAM
We got our annuals today --

ELAINE
(cheerful, automatic)
"Received" your annual.

WILLIAM
(looking at his photo)
I look so much younger than everyone
else.

ELAINE
Enjoy it while you can.

Camera drifts from Mom to Anita, who can take it no longer.

ANITA
Mom. It's time.

ELAINE
(pleasant, pointed)
Can this wait until we get home?

ANITA
Mom, pull over. Tell him the truth.
Tell him how old he is.

Mom pulls over, and stares straight ahead with deep irritation.

ELAINE
(as in "be quiet")
He knows how old he is.

ANITA
The other kids make fun of him because
of How young he looks. Nobody includes
him.

They call him "The Narc" behind his back...

WILLIAM
They do?

ELAINE
What's a "Narc?"

ANITA
(bleeding for her brother)
A Narcotics Officer!

ELAINE
Well what's wrong with that?

WILLIAM
(ever the peacemaker)
Come on you guys. It's no big deal.
I'm 12. It's okay. She skipped me a
grade, it's okay. Big deal. I'm a
year younger. They're 13, I'm 12 --
(beat)
Aren't I?

Their silence is eloquent.

ELAINE
(confessing, in a rush)
I also put you in first grade when you
were five and never told you.

WILLIAM
(trembling)
So... I'm... how old?

A heavy quiet. She and his sister ignore him, as they now
debate the subject with each other.

ANITA
You lied to him! You make such a big
deal about the truth and you lied!

ELAINE
(that one hurts)
He never asked.

ANITA
What -- like he's going to ask if he's
as old as he thinks he is? Don't you
realize, this is going to scar him
forever?

ELAINE
Honey... sweetheart... don't be
Cleopatra. We have to be his mother
and his Dad.

ANITA
You put too much pressure on him!

WILLIAM
(apprehensive)
How... old...

ANITA
And when he rebels in some strange and
odd way, don't blame me.

WILLIAM
... am I?

ELAINE
(matter of fact)
I skipped you an extra grade. You're
eleven.

WILLIAM
(horrified, voice crackling)
ELEVEN?

He looks at his body, the information affects him physically.
New sounds come from way down deep inside. Mom now begins
speed-rapping, trying to stem the leak. She starts the car.

ELAINE
So you skipped fifth grade. There's
too much padding In the grades. I
taught elementary school. 5th grade -
unnecessary. Nothing happens in the
5th grade. All Teachers know it, no
one talks about it.

WILLIAM
(still in shock)
E - leven.

ELAINE
And you skipped kindergarten because I
taught it to you when you were four.

WILLIAM
(still horrified, looking
at his body)
This explains... so much...

ANITA
You've robbed him of an adolescence!

ELAINE
Adolescence is a marketing tool.

ANITA
He's got no "crowd"... no friends...

WILLIAM
Okay!

Anita reaches out to her brother. With the compassion of a
saint, she offers this:

ANITA
Honey, I know you were expecting
puberty. You're just going to have to
shine it on for a while.

Deeply embarrassed, William shrinks down in the seat. Mom
monitors his face constantly. She is raw and sincere... and
yes, inspiring:

ELAINE
Who needs a "crowd?" You're unique. You're
two years ahead of everybody. Take those
extra years and do what you want. Go to
Europe for a year! Take a look around,
see what you like! Follow your dream!
You'll still be the youngest lawyer in the
country. Your own great grandfather
practiced law until he was 93. Your dad
was so proud of you. He knew you were a
pronominally accelerated child.

ANITA
What about me?

ELAINE
(heartbroken, can't help
herself)
You're rebellious and ungrateful of my
love.

ANITA
Well, somebody's gotta be normal around
here!

WILLIAM
(blinking, still can't
believe it)
Eleven.

11 INT. WILLIAM'S BEDROOM -- DAY 11

William finishes the last of many candy bars. A mound of
wrappers sit just below the mirror. He examines his face
hopefully for zits. Nothing coming. We begin to hear Simon
and Garfunkel's "America."

12 INT. LIVING ROOM - DAY 12

Anita stands in the living room. The song continues playing
on the stereo.

ANITA
I want to play you a song that explains
why I'm leaving, and try to listen.

ELAINE
We can't talk? We have to listen to
rock music?

13 EXT. FRONT LAWN -- DAY 13

William watches sadly. Anita's good-looking boyfriend DARRYL,
a dead ringer for young Stephen Stills, loads her suitcases
into a large turqouise Chevy. The suitcases are adorned with
plastic stick-on flowers. All coolness is leaving William's
life. Mom watches nearby, worried and helpless. (Their house
is more austere, less "fun" than the other front lawns.)

WILLIAM
Take good care of her in San Francisco,
man.

Darryl gives the kid a sub-human look. He's invisible, too
young to converse with.

ELAINE
How can she leave such a loving family?

Anita turns and heads towards them. She focuses on William,
placing her hands on his young shoulders. Her face is very
close to him now, as she delivers this sage prediction of the
future.

ANITA
One day you'll be cool.

He nods stoically, hopefully. He is utterly lost. She leans
forward and whispers in his ear.

ANITA (cont'd)
Look under your bed. It'll set you
free.

Anita shakes hands with Mom, and exits. As the car takes off:

ELAINE
She'll be back.

In the distance we hear the whoop of her daughter.

ANITA
YEAHHHHH-HOOOOOOOO.

ELAINE
Maybe not soon...

William watches wistfully. He moves away from his mother.
She pulls him closer. Shot moves in on his slightly fearful
face.

14 INT. DARRYL'S CAR - DAY 14

Anita looks back at the receding American Gothic-image of her
mother and brother. Sister waves to brother. She feels for
him. Music now shifts to The Who's "Sparks."

15 INT. BEDROOOM -- NIGHT 15

William locks the door. He reaches under his bed. It's a
black leatherette travel bag, with tartan design. He unzips
the bag -- it's filled with albums. He flips through the
amazing, subversive cache of music. Cream's Wheels of Fire...
the seminal Bob Dylan bootleg Great White Wonder... the Rolling
Stones' Get Yer Ya Ya's Out... The Beach Boys' Pet Sounds...
Abraxas by Santana... Jethro Tull's Stand Up... The Mother's of
Invention's We're Only In It For The Money... Led Zeppelin...
Crosby, Stills and Nash... Miles Davis' Bitches Brew... and
The Who's Tommy... with a note taped to it.

ANITA (V.O.)
"Listen to Tommy with a candle burning
and you will see your entire future..."

The heady effect of all these albums registers, as we see him
lighting a candle.

TITLE: 1973

DETAIL SHOT OF NOTEBOOK

A blue school notebook, with ballpoint pen renderings of the
names of groups like the Who and Led Zeppelin, complete with
carefully drawn thunderbolts. Also, the name LESTER BANGS.

16 INT. JOURNALISM CLASS -- DAY 16

William, now 15, sits in class with book, Adventures in
Journalism. His hair is shoulder-length. A dedicated teacher,
PATRICIA DEEGAN, walks the aisles. Music continues.

17 EXT. FOOD MACHINES - DAY 17

William presses the food machine button, pulls an orange from
a vending container. He still looks younger than most of the
students... and these days, especially the girls.

18 EXT. LUNCH COURT -- DAY 18

William sits apart from all the others, under a tree. He reads
intently, happily, as he eats the orange. It's a copy of Creem
Magazine. Music continues.

CLOSE ON PHOTOS IN MAGAZINE

Camera moves across the photos, catching the expressions and
fashions of the rock heroes of the day. Ian Anderson of Jethro
Tull, eyes wide and hair flying as he plays flute. Neil Young,
enigmatic with perfectly patched Levis. The Southern Rock Royalty
of The Allman Brothers Band, posing and laughing in front of
massive stacks of amps. Marc Bolan of T. Rex, his ringlet-hair
backlit by stage lights. David Bowie in skin-tight Japanese one-
piece attire, onstage with The Spiders From Mars. Pete Townsend
of the Who, slashing windmill-style at his guitar.

Drift down to a by-line - by Lester Bangs.

19 EXT. PARKING LOT - DAY 19

William walks through the parking lot after school. Everybody
now congregates around the new arrival of their lives - their
own cars. Arms suddenly clap William on the back, friendly
faces smile strangely, laughing. He takes a few steps and
looks up to see... a school official is hurriedly removing
something from the high-school marquee.

HIGH-SCHOOL MARQUEE

which reads: WILLIAM MILLER IS TOO YOUNG TO DRIVE (OR FUCK)

All are laughing. He laughs with them, and turns as his face
goes slack. He shrugs, marches on.

20 EXT. DOWNTOWN SAN DIEGO RADIO STATION -- DAY 20

The song we've been listening to is ripped off the turntable by
a highly-active man in a red promotional t-shirt proclaiming the
greatness of The Guess Who. He is a ferocious, lumbering, music-
driven presence, and he fills this small radio studio to the
very brim. This is LESTER BANGS, 25, the rarely-seen God of a
then new art-form -- Rock Journalism. A Disc-jockey with long-
long hair watches helplessly. William views all this through a
glass window. He stands on the corner of a downtown side
street, halfway up a steep incline. He is the only person on
the streets this early Saturday morning. Reveal that he is
watching a live radio show, audible to us through the small
p.a. speaker overhead.

DISC-JOCKEY
Quite an honor to have the World's
Greatest Rock Critic... and editor of
Creem Magazine, back Home in San Diego
for a few days -- Lester Bangs.

LESTER BANGS
What is this hippie station?! Where's
Iggy Pop? Don't you have a copy of
Raw Power?!

DISC-JOCKEY
Lester, isn't it a little early for
this?

Bangs searches for the album -- vinyl flying everywhere now,
with no regard for album jackets.

BANGS
Found it!!

21 EXT. RADIO STATION -- DAY 21

William watches intently. Bangs thuds the needle onto a copy
of Raw Power. We're rewarded with a blast of Iggy and the
Stooges' "Search and Destroy." A closer shot on William now
watching the whirlwind of anarchy inside. Lester does an Iggy
Pop impression, acting out a story for the d.j. that we cannot
hear, never noticing the kid soaking in everything from the
other side of this double-glass window.

22 EXT. RADIO STATION -- DAY -- LATER 22

Bangs walks with William on this sharply inclined San Diego
street. It's early, the streets are silent. Bangs is about
fifteen beer pounds overweight. His jeans are loose, his
paleness and messy moustache an emblem of the long days and
nights spent writing. In there somewhere is a good-looking
guy. His hands are thrust deeply into his pockets, and he
takes big sweeping steps.

BANGS
So you're the one who's been sending
me those articles from your school
newspaper -

WILLIAM
I've been doing some stuff for a local
underground paper, too.

BANGS
What are you like the star of your
school?

WILLIAM
They hate me.

BANGS
You'll meet them all again on their
long journey to the middle.

The kid nods, they walk.

BANGS (cont'd)
Well, your writing is damn good. It's
just a shame you missed out on rock
and roll.

WILLIAM
I did?

BANGS
Oh yeah. It's over.

WILLIAM
Over?

BANGS
Over. You got here just in time for
the death rattle, the last gasp, the
last grope.

WILLIAM
Well. At least I'm here for that.

Bangs looks at the much smaller kid, shaking his head. It's
too late for newcomers. But if the kid's age is an issue, he
doesn't mention it. Like a machine-gun:

BANGS
What do you type on?

WILLIAM
Smith-Corona Galaxis Deluxe.

BANGS
You like the new Lou Reed?

WILLIAM
(automatic)
The early stuff. The new stuff, he's
trying to be Bowie, he should be
himself. I'm not a big Lou man.

BANGS
Yeah, but if Bowie's doing Lou, and
Lou's Doing Bowie, Lou's still doing
Lou.

WILLIAM
(standing his ground)
If you like Lou.

BANGS
Take drugs?

WILLIAM
No.

BANGS
Smart kid. I used to do speed and
sometimes Nyquil and stay up all night
writing and writing, like 25 pages of
dribble about, you know, the Guess
Who, or Coltrane, just to write, you
know, with the music blasting...

WILLIAM
Me too. The writing part...

For a moment, the serious demeanor dissolves and the oddest
thing happens. Bangs laughs. It's an odd and charming laugh,
the kind a tough guy keeps well-hidden. It surprised the kid,
who smiles back. Bangs stops at the corner, and offers a
pleasant but very final nod of the head.

BANGS
Well, alright. It's been nice to meet
you. I'll see you around. Keep sending
me your stuff.

WILLIAM
Okay. See you.

BANGS
I can't stand here all day talking to
my many fans.

WIDE SHOT - SOLITUDE

But neither have anywhere to go on this early downtown morning.
They stand for a beat, hands in pockets, on this deserted
street. They are alone together, there's nobody else in sight.

23 INT. DINER -- DAY 23

William listens intently as Lester eat a sandwich. His face
is an open book filling with words.

BANGS
-- so anyway, you're from San Diego
and that's good. Because once you go
to L.A., you're gonna have friends
like crazy but they'll be fake friends,
they're gonna try to corrupt you. The
publicists! The bands! You got an
honest face, they're gonna tell you
everything. But you CANNOT make friends
with the rock stars.

The kid takes out a green collegiate notebook and gestures --
can I make a note? Bangs nods.

BANGS (cont'd)
Cannot make friends with the rock stars.
(savage bite)
That's what's important. If you're a rock
journalist, a true journalist -- first you
will never get paid much. But you will
get free records from the record company.

The kid's eyes widen. Bangs, in direct conflict with his brutal
writing style, is looking suspiciously like a compassionate
softie.

BANGS (cont'd)
And they'll buy you drinks, you'll meet
girls... they'll try to fly you places for
free.... offer you drugs... I know. It
sounds great. But they are not your
friends. These are people who want you
to write sanctimonious stories about the
genius of the rock stars and they will
ruin rock and roll and strangle everything
we love about it.

Privately, William thrills. We. Our. It all sounds great to
him. He listens to the grouping of the words, every one of
them. He madly scribbles.

BANGS (cont'd)
They are trying to buy respectability
for a form that is gloriously and
righteously -

The kid leans forward as Lester finds the right word.

BANGS (cont'd)
- dumb! And you're smart enough to
know that. And the day it ceases to
be dumb is the day it ceases to be
real. Right? And then it will just
Become an Industry of Cool.

WILLIAM
... Industry... of... cool...

BANGS
And that's what they want! And it's
happening right now. I'm telling you,
you're coming along at a very dangerous
time for rock and roll. The war is
over. They won. 99% of what passes
for rock now... SILENCE is much more
compelling. It's over. I think you
should turn around and go back and
be... a lawyer or something... but I
can see from your face that you won't.
I can pay you thirty-five bucks. Gimme
a thousand words on Black Sabbath.

WILLIAM
(attempting cool)
An assignment.

LESTER
Yeah. And you should build your
reputation on being honest... and
unmerciful.

WILLIAM
(writing in notebook)
Honest... unmerciful...

BANGS
And if you get into a jam -- call me.
I stay up late.

Bangs reaches across the table, and William watches as he
scribbles his number on the back of the kid's green collegiate
notebook. The notebook has just become valuable. They sit
together, listening to the beautiful and compelling silence.

24 INT. FAMILY CAR -- NIGHT 24

Mom drives William to the San Diego Sports Arena. She looks
out the window at the adrenalized concert-goers. She feels
protective not just of her son, but an entire generation.
William goes over his questions for Black Sabbath.

ELAINE
Look at this. An entire generation of
Cinderellas and there's no slipper
coming.

William looks out the window at the sign: TONIGHT - SOLD OUT -
BLACK SABBATH with special guest Stillwater.

WILLIAM
You can drop me off here.

ELAINE
Black. Sabbath. Just remember - you
wanted to be Atticus Finch in To Kill
a Mockingbird.

The kid doesn't answer. He silently goes over his questions.

ELAINE (cont'd)
As long as I know this is just a hobby,
I'll go along with it.

WILLIAM
All I have to do is listen. That's
what Lester Bangs said.

ELAINE
(dryly)
I'll be waiting right here at eleven
'o clock sharp. If you get lost, use
the family whistle.

He unhooks his seatbelt, stuffs his questions into an orange
canvas shoulder-bag and exits.

Elaine watches her son disappearing into the stony rock-concert
crowd. It's a windy night. Everything about this image
troubles her. She fights with herself, and then uses the family
whistle immediately. He turns.

ELAINE (cont'd)
(sweetly, too loud)
Don't take drugs!!

Fifteen concert-goers turn around instinctively, at the sound
of a Mother, and then identify William as the object of her
concern. All around him, we hear:

HAPPY CONCERT GOERS
Don't take drugs!!

He winces, nods and moves forward. Music echoes from the open
windows of many other cars.

25 EXT. SAN DIEGO SPORTS ARENA BACKSTAGE RAMP -- NIGHT 25

The kid tromps down the steep incline leading to a small steel
backstage arena door. He rings the buzzer. The door wheezes
open to reveal the keeper of the San Diego Sports Arena's
backstage list. Famous to all those who attempt to enter,
this is SCOTTY. He is a wiry, humorless man for whom
powerlessness is the theme of his life -- except for those few
hours he controls the list. Scotty is only forty but everything
about him screams that he's an angry sixty.

WILLIAM
Hi. I'm William Miller and I'm here
from Creem Magazine to interview the
band Black Sabbath.

Scotty, immediately suspicious, moves to a nearby podium and
snaps through three clipboard pages. He moves back to the
door and grabs the handle.

SCOTTY
Not on the list.

He shuts the door with finality. The kid stands silently for
a moment. He looks over his shoulder, at two chattering
Groupies watching his dilemma from the top of the ramp. They
look at him sympathetically, but he turns away. William rings
the buzzer again, withdrawing a copy of Creem from his bag.
The door opens.

WILLIAM
Sir, I'm a journalist, and here's a
copy of the magazine.

The magazine hangs in mid-air.

SCOTTY
You're not on the list. Go to the
top of the ramp with the girls!

Slam. William stands there for a moment. Unsure of what to
do next, he looks back to the top of the ramp. Rejected by
him just moments earlier, the groupies now feign disinterest.
Bracing himself, William rings again. The door opens slowly
this time. Scotty stands peering at him.

WILLIAM
(in a rush)
What-happens-after-I-go-to-the-top-of-
the-ramp with-the-gi -

Slam. Lock.

26 EXT. TOP OF SPORTS ARENA RAMP -- NIGHT 26

William inches into the realm of the girls at the top of the
ramp. The wind whips. It's just him, and two Groupies in
their evening best. They now pretend to barely notice the
young journalist who has been banished to stand with them.
Chattering excitedly, with sophistication far beyond her 17
years, is ESTRELLA. She sports long unruly black hair. Her
partner hangs in the shadows, adjusting shoes. Estrella turns
to the kid with great disinterest.

ESTRELLA
Who are you with?

WILLIAM
(embarrassed to be alive)
Me? I'm with myself.

ESTRELLA
No, who are you with? What band?

WILLIAM
I'm here to interview Black Sabbath.
(beat)
I'm a journalist. I'm not a... you
know...

Estrella stares at him. Moving into the parking lot light,
introducing herself, is a luminous girl in a green faux-fur
trimmed coat. This is PENNY LANE. There is an inviting warmth
and real interest in the way she asks:

PENNY LANE
... you're not a what?

WILLIAM
(enthralled)
Oh... I'm just... not a... you know.

PENNY LANE
Not a "what"?

WILLIAM
(charmed)
You know. A "groupie."

The two girls are deeply insulted by the word.

ESTRELLA
Ohhh!

WILLIAM
Sorry, I -

PENNY LANE
We. Are not. "Groupies."

Estrella indicates Penny with great reverence.

ESTRELLA
This is Penny Lane, man. Show some
respect.

WILLIAM
-- sorry.

Penny steps closer, focusing completely on the kid. Behind
her, concert-goers throw a few woo-woos their way. She seems
not to hear them.

PENNY LANE
"Groupies" sleep with rock stars because
they want to be near someone famous.
We are here because of the music. We
are Band Aids.

ESTRELLA
She used to run a school for Band Aids.

PENNY LANE
We don't have intercourse with these
guys. We support the music. We inspire
the music. We are here because of the
music.

William is nodding like a doll in a dashboard window.
Listening.

ESTRELLA
Marc Bolan broke her heart, man. It's
famous.

PENNY LANE
It's a long story. I'm retired now.
I'm just visiting friends.

ESTRELLA
She was the one who changed everything.
She said "no more sex, no more
exploiting our bodies and hearts... "

WILLIAM
Right. Right.

ESTRELLA
"... just blow-jobs, and that's it."

WILLIAM
Okay. Well, see, now I get the
difference.

Shot drifts off him and picks up, out of the darkness, another
breathless girl teetering on tall shoes. She is in the vicinity
of 16. Her black hair is cropped short and died red, just
like the cover of Bowie's Aladdin Sane. She is POLEXIA, the
voluptuous one, from Riverside.

POLEXIA
(the usual greeting)
It's all happening. It's all happening.

ESTRELLA
Polexia!! Did you tell Sabbath we
were going to be here?

POLEXIA
I talked to Dick with Stillwater, I
talked with Sabbath. They're all dying
to see us. It's all happening.

PENNY LANE
This is our journalist friend.
Journalist Friend, meet Estrella Starr,
and Polexia Aphrodisia. And you are --

WILLIAM
William.

Silent beat. His name lands like a thud.

POLEXIA
Here comes Sabbath!

ESTRELLA
Ozzy!!! Tony!!! It's us!!

A long black limo with darkened windows swishes past, beeps
twice. The metal backstage gate rises and the limo rolls
inside. And then silence again. The girls do not discuss
being rebuffed.

ESTRELLA (cont'd)
I think I saw Sapphire in there.

POLEXIA
(can't hold it in any longer)
Okay. I was with Ian Hunter all night
at Rodney's Last night. Wanna see his
spoo? I saved it in a baggie.

She opens her purse and shows the girls something inside.
William edges away.

ESTRELLA
(peering into purse)
I'm really happy he's doing so well.

PENNY
(regarding what's in purse)
Yeah. I know he's such a talented
guy. I mean, look at him. Who deserves
it more?

POLEXIA
(looking in purse)
Nobody -- he's so sweet.

ESTRELLA
(with compassion)
Don't you just root for him, you know.
To go that little distance between
good and great?

PENNY
Wait. That's not his. I would know
his.

A very odd look on his face, William now cranes for a discreet
look. What's in that purse?

BAM -- THE BACKSTAGE DOOR OPENS

Out steps SAPPHIRE, 19, a tall girl with taller platforms. Heavy
eye-makeup. Her accent is Texan, with odd traces of English.
In one hand is a half-drained bottle of champagne. In the other,
a fistful of backstage passes.

SAPPHIRE
Does anybody remember laugh-tah?
(as they turn)
Come and GET 'EM!

The girls scream and happily head down the ramp to Sapphire.
Penny looks back and grabs William with a well-placed arm hooked
around his. He joins the clacking sea of legs moving down the
ramp. Sapphire slaps passes on the girls. As Scotty (The
Keeper of the Backstage List) watches, Penny now slips William
forward for a pass.

SCOTTY
Oh no. Not this one --

SAPPHIRE
(off William)
Who brought Opie?

The kid looks over his shoulder. Who's Opie?

PENNY
He's with us.

SCOTTY
(hand blocking William)
He wasn't with you.

SAPPHIRE
(to Scotty)
Are you going to turn this into a
Thing?

SCOTTY
All of you can wait outside! Top of
the ramp!

WILLIAM
I don't want to cause a Thing. I'll
wait.

PENNY
(privately, to William)
I'll go take care of this.

Sadly, they leave him behind. The thundering arena sound of
the collecting crowd, the p.a. system blasting Yes'
"Roundabout"... purposeful roadies carrying guitar cases...
the glimpse of backstage rock and roll... everything he wants
to be a part of is on the other side of this door. And then
it shuts. He stands alone.

At the top of the ramp, a tour bus unloads. It reads --
STILLWATER TOUR 73. Moving loudly out of the bus is the opening
band. This is Stillwater. Four road-weary band members, and
their road manager. Voices booming.

RUSSELL HAMMOND, 27, presses the buzzer with the nose of his
guitar-case. It's obvious from moment one. This is the star
of the band, the charismatic one. He's tired. They're late.
William recognizes him instantly, as the guitarist stretches.
The buzzer goes unanswered. The kid is invisible to him, as
the others now arrive behind Russell.

Tour/band manager DICK ROSWELL, 27, follows, loudly banging on
the steel door. He has the flaxen-haired look of a former
hippie, but he carries the emblem of a real pro -- the newest
silver Halliburton briefcase covered with backstage passes.
His direction is always - forward.

DICK
Let us in, we're Stillwater! We're on
the show!!

William is surrounded by them now. They stand together under the
single lightbulb, familiar faces, a live-action album cover. JEFF
BEBE the singer, his shiny black hair hanging in sheets around his
head. ED VALLENCOURT the quiet drummer, his long arms hanging
limply at his sides. His is a face made for the background. LARRY
TURNER the compact bass-player. Dick now kicks at the door with
his foot, as William produces a copy of Creem Magazine.

WILLIAM
(to Dick)
Hi, I'm a journalist. I write for Creem
Magazine.

Once again, the magazine hangs there. He can't give it away.

JEFF
The enemy! A rock writer!

WILLIAM
(struggling forward)
I'd like to interview you or someone
from the band.

DICK
(busy, running behind)
I'm sorry but could you please fuck
off?

William blinks a little, takes it in stride. Russell sizes
him up, moving in the background.

WILLIAM
Okay. Okay. I could do that.

JEFF
You guys never listened to our records.
You're all just frustrated musicians.
Do you know what your magazine SAID
about us? What was it - "the singer's
incessant cater walling distracts From
an assault with no clear purpose."

LARRY
(in background)
That was Rolling Stone.

RUSSELL
Yeah. Okay. Fuck off anyway. We
play for fans, not critics.

Stung, William shrugs. It's been a terrible night, but at
least thrillingly so.

WILLIAM
Russell. Jeff. Ed. Larry.
(can't help it)
I really love your band. I think the
song "Fever Dog" is a big step forward
for you guys. I think you guys
producing it yourselves, instead of
Glyn Johns, was the right thing to do.
And the guitar sound was incendiary.
(gestures with fist)
Way to go.

He turns and leaves, beginning his long trek back up the ramp.
Russell looks at the others. That kind of love is hard to
give up.

RUSSELL
(good humored, yelling)
Well don't stop there.

JEFF
Yeah, come back here!! Keep going!

They wave him back, as the backstage door opens again. The
kid moves back down the ramp. They herd him in with them,
through the door. Scotty quickly spots the kid and squares
off.

Russell notes the kid's swirling emotional state, shoves him
forward.

SCOTTY
Not this one.

RUSSELL
He's with us.

SCOTTY
He's not with you. He's not with them.
He's not on the list. He's not coming
in. And this is my arena. And
furthermore -

Russel craves the confrontation and moves forward closer to
Scotty.

SCOTTY (cont'd)
- have a good time tonight. Welcome
to San Diego.

27 INT. BACKSTAGE HALLWAY -- NIGHT 27

The band moves quickly down the hallway, with William moving
to keep up. A young and grizzled red-haired roadie, RED DOG,
catches them on the way. The band swarms around him.

RUSSELL
Red Dog!

RED DOG
We're playing here tomorrow night.

JEFF
(aside, to the kid)
This is Red Dog, the Allman Brothers
Band's number one roadie.

Russel clamps an arm around Red Dog's neck.

RUSSELL
How're the guys?

RED DOG
Havin a ball, man. When we have a
party, we have an Allman Brothers Band
party. Everybody boogies. Everybody
gets off. It's family, man. We all got
These now.
(flashes new mushroom tattoo
on forearm)
We'll see you guys in Boston, right?
(specifically to Russell)
Dicky and Gregg send you their love.

Camera catches flash of envy on the face of Jeff Bebe, as
Stillwater sweeps forward into a small dressing room.

28 INT. DRESSING ROOM -- NIGHT 28

Dressing room activity swirls around him, as William simply
listens. He holds a small microphone. His stoic look gives away
little of the full body rush he's experiencing. As the other
band members drift across frame, Russell Hammond, a true rock and
roll believer, speaks as he straps on his guitar and gets ready
for the show. To the kid, every word is reckless gem.

RUSSELL
... and it's okay, because rock and
roll is a LIFESTYLE... and a way of
thinking and it's not about money and
"popularity!"

JEFF
Some money would be nice.

Jeff sprays some shaving cream into his palm, and rubs it into
his scalp - poor man's mousse.

RUSSELL
- but it's a voice that says here I
am... and FUCK YOU if you can't
understand me.

Russell smooths the strings of his guitar with a small cloth
from his guitar case. The kid notices all these close-up
details of rock.

RUSSELL (cont'd)
And one of those people is gonna save the
world and that means that ROCK AND ROLL
CAN SAVE THE WORLD -- all of us together.

The kid's eyes dance. He checks to make sure he's getting the
recording. He listens intently.

JEFF
And the chicks are great.

RUSSELL
But we didn't do it for that! We are
here because we needed to fuckin be
here, not just 'cause we needed to
away from Troy, Michigan, WHICH WE
DID... but what it all comes down to
is that thing. The Indefinable Thing,
when people catch something from your
music, the thing you put into it. I'm
talking about... what am I talking
about?

WILLIAM
(elegantly)
The buzz?

RUSSELL
THE BUZZ! And the chicks, the
whatever, is an off-shoot of THE BUZZ.
And like -- you saying you liked "Fever
Dog?" That is the fucking buzz, man.
All we get are these fucking old-ass
interviewers who don't understand,
don't LISTEN, don't appreciate why we
are here, which is the fuckin' BUZZ.

William nods, holds his microphone steady. Russell tunes his
guitar, ripping through unamplified guitar licks as he speaks.
Jeff hustles to reclaim his own connection to the interviewer.

JEFF
The next album will be even better.
More texture.

RUSSELL
But... it's not what you put in, is
it? It's what you leave out. Listen
to... listen to Marvin Gaye...

Russell's face grows rapturous as he discusses this piece of
music.

RUSSELL (cont'd)
A song like "What's Going On." That
single "woo" at the end of the second
verse - you know that woo - that single
"woo."

WILLIAM
(proudly)
I know that, "woo."

RUSSELL
(he does it)
That's what you remember. The silly
things, the little things... there's
only one, and it makes the song. It's
what you leave out. That's rock and
roll.

William nods, says nothing, keeps the microphone pointed.
Activity surrounds him.

JEFF
(impressed)
We used to talk more about this stuff.

RUSSELL
Okay. See, this is maybe the most
honest we've ever been in an interview
because you know our music. You're
the first press guy we've made friends
with. We don't normally talk like
this to them. And you're supposed to
be The Enemy! What are you - 18?

WILLIAM
Yeah.

RUSSELL
There you go. Still young enough to
be honest.

DICK
(walkie talkie crackling)
Ten minutes 'till showtime, anyone who
isn't in the band -- out!

Russell takes a last swig of beer. A roadie whisks his guitar
away.

DICK (cont'd)
All this luggage is going to L.A.!

William is swept out in the chaos of the pre-show ritual,
past the pile of luggage by the door. It's a colorful heap of
suitcases, featuring colorful laminated band tags, each with a
number.

29 INT. BACKSTAGE STEPS -- NIGHT -- MINUTES LATER 29

William sits on the backstage steps, writing feverishly in his
notebook. Behind him, two steps higher, Penny Lane scoots
into place.

PENNY LANE
I found you a pass.

WILLIAM
(amped, distracted)
Thanks. I got in with Stillwater.
(as he writes)
The guitarist, Russel Hammond, he
just thoroughly opened up. He is by
far the best and most honest interview
I've ever done.
(she nods)
I've only done two, but you know.
He's number one.

PENNY LANE
You're learning. They're much more
fun on the way up.

William nods, still scribbling. She eases down into place on
the step next to him. Her proximity cause him to look at
her, his eyebrows rising. She smooths them down with two single
fingers.

PENNY LANE (cont'd)
How old are you?

WILLIAM
Eighteen.

PENNY LANE
Me too.
(beat)
How old are we really?

WILLIAM
Seventeen.

PENNY LANE
Me too.

WILLIAM
Actually I'm 16.

PENNY LANE
Me too. Isn't it funny? The truth
just sounds Different.

WILLIAM
(confesses)
I'm 15.

PENNY LANE
You want to know how old I really am?

WILLIAM
(immediately)
No.

She looks upstairs, soaking in the sound of another band tuning
up. Music is her religion.

WILLIAM (cont'd)
How did you get started in all this?

PENNY LANE
It's a long story.

WILLIAM
(quick study)
Right. Right.

PENNY LANE
We live in the same city. We should
be friends.

She takes his backstage pass form his shirt and puts it on his
thigh - the cooler location. Nearby, the dressing room door
opens, and the Stillwater exits. Excitement level rises as
they mass in the hallway with instruments. We hear the amped
voice of Russell growing nearer.

RUSSELL
The Enemy!

He approaches, as William stands. Penny watches, hanging out
of Russell's eyesight.

Standing in the supercharged hallway, the kid is anxious to
introduce his new friends.

WILLIAM
Russell, this is Penny Lane.

PENNY LANE
(stepping into view)
Pleasure.

RUSSELL
Penny Lane? Like the song, right?

PENNY LANE
Have we met?

THEY SHAKE

And do not let go, for too long. There is history in their
shake. Their eyes tell all. Shot takes us to William, who
puts two and two together. It isn't hard. They clearly know
each other. Well.

WILLIAM
Well, I guess you've... you've met.

DICK
Penny Lane! God's gift to rock and
roll!! You're back!
(privately)
Marc Bolan. Please.

Other band members pass, adjusting clothes for show time,
waiting in the hallway... and now singing the Beatles song
"Penny Lane."

RUSSELL
Come on, let's go.
(noting kid's shyness)
Both of you.

30 INT. BACKSTAGE -- NIGHT 30

House lights go down. Cheers rise. Dick's flashlight dances
on the ground just in front of them, guiding their way in the
dark to the stage steps.

RUSSELL
- get in the huddle.

Russell pulls William into the band's huddle.

SHOT LOOKING UP AT THEM

Their band ritual, psyching together, arms on each other's
shoulders in a circle. They sing a dew lines of the classic
"Train Kept A-Rollin'" (or "Go See Cal" from the Cal Worthington
ad) They all touch feet, and then break, heading for the stage.
Russell directs Penny to his side of the stage. The kid follows.
Plugging in, still in darkness, Russell hits a practice chord --
thwack. He steps on effects pedal. Applause. (Adlib onstage
private patter, between members, goading each other -- the stuff
no audience ever hears) Twenty feet away, Dick prepares to
address the crowd from the darkened stage. It is his favorite
moment of the evening, the highlight of his job.

DICK
From Troy, Michigan. Please welcome --
(importantly)
Stillwater.

Light hits the stage, and the band launches into their opening
song, "If You Say Nothing." Audience response is strong.
Shot lingers on the face of William as he soaks in the most
undeniably exciting moment of any concert, the first thirty
seconds.

Jeff the singer grabs the microphone and launches into some
vocal pyrotechnics. Russell looks over to Penny and William,
at stage right, grinning, pretending to trip on his cord, an
elegant show-off move of a musician who is now where he
belongs... before seriously stepping forward for the first
guitar lead of the night. The kid looks over to see Penny
watching Russell.

31 EXT. BACKSTAGE -- NIGHT -- LATER 31

Cases are shut and rolled toward the trucks. Stillwater heads
for their bus. Jeff the singer says goodbye to Estrella Starr,
like a sailor leaving port. Russell lingers behind, saying
goodbye to William, loading his own equipment. Black Sabbath
passes with entourage, heading to the stage.

RUSSELL
(privately)
So. You want to come up to L.A., we'll
be at the "Riot House" all week.

WILLIAM
"The Riot House?"

RUSSELL
The Continental Hyatt House! It's on
Sunset Strip.

WILLIAM
(attempting cool)
Right. Right.

All the while, just over the kid's shoulder, Russell scans the
backstage crowd of hangers-on. Looking perhaps for Penny Lane.

DICK
Let's blow this burg!

RUSSELL
(exiting)
Well tell your friend Miss Penny Lane
to Call Me. Tell her "It ain't
California without her. We want her
around like last summer." Say it
like that.

WILLIAM
Got it.

RUSSELL
(returns, whispers)
Oh, I'm under the name - Harry Houdini.

JEFF
(exiting, to William)
The Enemy!! Yeah!! Come to L.A.,
we'll take some more.

Russell joins Jeff, exiting and laughing. A good show is still
in the air.

WILLIAM
Later Jeff! See you, Dick. Larry.
Ed.
(and now the roadies)
Mick, Gregg, Red Dog, Scully, Frosty,
Estrella, The Wheel!

ROADIES DICK
Laterrrr! We'll see you down the
line.

William is deliriously happy, hands upraised. He turns to see
Penny.

WILLIAM
PENNY!

PENNY
(calming him)
Hey. Hey. Be cool.

WILLIAM
You just missed Russell! He says he's
at the "Riot House" all week and to call
him. He's under the name Harry Houdini.
Do you know about the "Riot House?"

PENNY LANE
I think I've heard of it.

WILLIAM
He had a message for you! He said,
"It's not California without you. We
want you around like last summer."
(consults notebook)
Actually he said "ain't." "It ain't
California - "

PENNY LANE
I get the gist.

WILLIAM
How well do you guys know each other?

She smiles privately.

WILLIAM (cont'd)
I got it. No problem. Long story.
Alright! I gotta go.

Elsewhere in the arena, Black Sabbath is performing "Sweet
Leaf." The kid could care less. He has bonded with Stillwater.
He heads for the door. Penny walks with him. He's loving it.
They pass a still-scowling Scotty, flashing passes, as they
exit out into the ramp area.

32 EXT. SPORTS ARENA -- NIGHT 32

Penny takes out an eyeliner pencil, writes her number on the
back of his green notebook.

PENNY LANE
Call me if you need a rescue. We live
in the same city.

WILLIAM
I think I live in a different world.

They stand in the night air. The parking lot is largely silent
now, save for the thudding bass sounds of Black Sabbath. In
the distance, we hear Elaine's insistent whistle.

PENNY
Speaking of the world. I've made a
decision.
(a very serious secret)
I'm going to live in Morocco for one
year. I need a new crowd.

He nods. He is a rapt audience for this flashy girl.

PENNY (cont'd)
Do you want to come?

WILLIAM
Yes.

In the distance, we hear the family whistle growing louder.

PENNY
It's a plan. You've got to call me.

WILLIAM
Okay.

PENNY
It's all happening.

WILLIAM
It's all happening.

He nods cooly. He waits until she turns, and the sprints
through the parking lot, to the distant family whistle.

FADE OUT:

FADE IN:

33 ON TAPE RECORDER 33

William's fingers work the clunky keys, pressing rewind. We
hear a snippet of the intense and lively Stillwater interview,
full of overlapping and barely discernible voices.
Meticulously, he untangles the voices, especially Russell's,
as he transcribes.

INT. WILLIAM'S BEDROOM - DAY

The work of a journalist, as William sits at his Smith-Corona
Galaxis. There is a knock at the window, and William scoots
back in his chair to see a familiar face. It is Darryl, his
sister's old boyfriend. William opens the window.

WILLIAM
Hey Darryl.

DARRYL
Hey.

Darryl climbs in the window, looks around the room that was
once the site of his previous glory.

DARRYL (cont'd)
So she's a stewardess now.

WILLIAM
Yeah. She and Mom are still sorta...
I'd say "not speaking," but I don't
know if they ever did.

DARRYL
Your sister. A stewardess.
(nods to himself)
The things your sister and I did inside
these four walls...

WILLIAM
That's okay. I don't want to know.
It's my room now.

DARRYL
We flew the friendly skies -

WILLIAM
Okay -

DARRYL
I don't want to put you in the middle
of anything. We don't have to talk
about it.

WILLIAM
No.

DARRYL
You seem cooler.

WILLIAM
Yeah. I'm thinking about going to
Morocco.

DARRYL
Lemme know if you need a little help
with your Mom.

WILLIAM
A little might not be enough.

DARRYL
She still freaks me out.

WILLIAM
(nods, an old issue)
Yeah -

DARRYL
She's famous.

WILLIAM
Listen -

DARRYL
Go ahead and do what you were doing.
I just wanna hang in here for a moment.

WILLIAM
Cool. Alright.

William nods and continues his work, self-consciously, as Darryl
sits on his bed and soaks in the memories of the room. A long
moment passes. Darryl pats his thighs, and rises.

DARRYL
Okay, man.

WILLIAM
Okay, man.

34 INT. LIVING ROOM -- EVENING 34

William slips on corduroy jacket, over a tie-dyed shirt. Well,
it's definitely a look. Mom appears more nervous than her
son.

ELAINE
I worry about the drunk drivers.

WILLIAM
Mom. I'm 15.
(beat, vague panic)
Right?

ELAINE
Yes, you're 15. "And here's that money
I owed you."

She reaches in a small box near the door, gives him twenty
bucks. It's their routine.

ELAINE (cont'd)
Your dad's favorite joke. I don't do
it as well.

WILLIAM
I thought it was pretty good.

ELAINE
Keep the small bills on the outside.
And call me if anyone gets drunk.

WILLIAM
I will call you if anyone
anywhere gets drunk.

ELAINE
Good.

WILLIAM
(anticipating her, like a
parent)
And don't take drugs.

ELAINE
(stoic)
Ha ha. Very funny. See -- sense of
humor. Have fun at the dance. I'm
glad you're making friends.

They move to the door, and he steadies her, as if to remind
her she's not going. He opens the door. She's a wreck, and
she knows it.

WILLIAM
Mom?

ELAINE
Yeah -

WILLIAM
(loving but firm, as if to
a dog.)
Stay.

ELAINE
Oh... okay.

WILLIAM
I-love-you-bye.

He opens the door. Neil Young. "Sugar Mountain." Watching
him leave is always a killer. She's not getting any better at
it either. She folds her arms tightly across her chest.

35 EXT. WILLIAM'S HOUSE -- NIGHT 35

Penny waist by her car, down the hill, sporting a different
more elegant look. She cups her hands and yells up to him.
He hikes down the hill, squishing down the water plants, almost
falling, the first time we've seen him happy in his own skin.

36 EXT. SUNSET BOULEVARD -- LATER NIGHT 36

Miss Penny Lane's yellow Vega makes the big swing onto Sunset
Boulevard. She sings along to the obscure words of Led
Zeppelin's "Dancing Days." William takes it all in from the
passenger seat. Huge billboards advertise not cigarettes or
beer, but albums. It's a wondrous piece of geography for any
rock fan. Shot moves in as William, watches, takes it all in.
He moves his head outside the window to see fully. Her
windshield is cracked along the side.

PENNY LANE
The Continental Hyatt House. Also known
as The Riot House.
(does tour guide voice)
Every band stays here, all the ones
that matter. The Who. Zeppelin.
Alice. Bowie. English bands. American
bands. We all know each other. Twenty-
four hour room service. Like us, they
were outsiders. They were so outside,
they're inside, and insiders never
even knew it, because they're outsiders
and they are inside a place outsiders
will never be. And why are we even
talking about it? If you're really an
insider, you're never gonna say it.
You know what I mean?

WILLIAM
(beat, working it out)
Yeah. Yes.

She makes a swift turn into a secret parking spot near the
hotel.

PENNY
And we're not gonna hang out with
Russell. You can, but not me.

WILLIAM
What is it with you and Russell?

37 EXT. SUNSET BOULEVARD -- NIGHT 37

Neil Young and Crazy Horse's "Cinnamon Girl" ricochets across
the Strip. It's blasting from cars tuned into KMET. Penny
now wears her green faux-fur trimmed coat. She grabs William's
hand, steadying her hat at the same time. They dart across
the busy street. She stumbles a little on her platforms. He
steadies his taller date. They are a good team as they pass
one of several humming tour busses parked out front.

38 INT. HYATT HOUSE LOBBY -- NIGHT 38

Penny blasts into the Continental Hyatt House, William on her
arm. The lobby of this bastion of seventies rock is more alive
than most clubs. It's a swirling mass of Roadies carrying
Halliburton briefcases plastered with tour stickers, mingling
Rockers, and more than a few Groupies with lower-ambitions and
taller-platforms than Penny Lane. The feeling is communal,
illicit, intoxicating. The secret community of rock. Penny
attracts a hailstorm of friends and comrades.

PENNY LANE
It's all happening.
(grabbing him like a shield)
And I'm about to use you as protection.

ROADIE # 1
Penny Lane!!

PENNY LANE
(aside)
These guys are with Alice Cooper. I'm
going to pretend I don't know them.

ENGLISH ROADIE # 2
Penny!! Does Alice know you're here?

PENNY LANE
I'm just showing my very dear, very
wonderful friend around. He's a very
important writer - he knows Lester
Bangs.
(English accent)
I'm responsible for his moral conduct
while he's abroad.

ROADIE # 3
(arriving, mock drama)
Penny Lane!! God's gift to rock and
roll!!

PENNY LANE
I'm retired.
(uses English accent)
And don't argue with me!

ROADIE # 3
Again?

PENNY LANE
(moving, English accent)
Have we met?

Effortlessly touching an arm here and there, charming all -
she had four men suddenly circling her.

PENNY LANE (cont'd)
I've made a decision. I'm going to go
traveling in India. Then I'm going to
learn how to play the violin. Then
I'm going to go to college for one
year.

William looks at her, perplexed and a little hurt. What about
Morocco?

ROADIE # 2
(exiting, not buying it)
There's nothing they could teach you
in college, darling.
(whispers)
Call Alice. He's under the name Bob
Hope.

ROADIE # 1
I heard you were with Russell from
Stillwater.

PENNY
Please. I throw the little ones back.

Lusty laughs circle William. Overlapping this dialogue is the
appearance of our friend Polexia.

POLEXIA
(in tears, in pieces,
emotional)
Ian Hunter is a fucking asshole!

WILLIAM
Polexia!

POLEXIA
Opie!!!

She hugs him like a long-lost friend, knocking the air out of
him. And now overlapping this action, appears Superfan RIC
NUNEZ, 14. His eyes are forever moist, but he's oddly formal
and never feels worthy of the rockers he idolizes. Tonight he
wears a custom homemade t-shirt with iron-on block letters.
It features the four Led Zeppelin symbols and the words: "TO
BE A ROCK AND NOT TO ROLL." A felt-tip pen is still in his
quivering hand. Nunez walks with them, backpedaling as he says:

RIC
It's all happening. I just saw them
on the seventh floor! Mr. Jimmy Page...
Mr. John Paul Jones...
(displays squiggle on shirt)
Mr. Robert Plant signed my shirt in
the elevator!! Five minutes ago, he
touched this pen. Please don't smear
it. And Bonzo's gotta new motorcycle
in the hotel!

PENNY
Ric is a Zeppelin fan.

WILLIAM
Yeah, I picked that up.

PENNY
He tours with them, but not "with"
them.

RIC
They're on the 12th floor, but there's
guards there! So you gotta go to the
tenth floor and go up the back steps.

PENNY LANE
This is my very dear, very close, very
wonderful friend William Miller, he is
very close with Lester Bangs.

RIC
It's all happening!! See you in
Cleveland!

Ric rushes back to the elevators.

PENNY LANE
I'm retired! Doesn't anybody believe
me!?

39 INT. HYATT HOUSE LOBBY PHONE -- NIGHT -- MINUTES LATER 39

Penny nearby as William picks up the house phone. He shouts
over the din.

WILLIAM
Harry Houdini, please.

As he waits, he discreetly pockets the matches, hotel pad and
pencil next to the housephone.

40 INT. HALLWAY/RUSSELL'S HOTEL ROOM -- NIGHT 40

William, Polexia and an ambivalent Penny walk the hallway,
looking for the room. William looks in the passing open doors,
each one a different window into another world.

PENNY LANE
Okay. Time to put on the lampshade.

Up ahead, the door to their smallish hotel room is open.
Inside, a band party in full swing. A clunky early-model boom
box segues from James Brown's "Make It Funky" to Led Zeppelin's
"Gallows Pole." Russell Hammond is the center of this party,
jabbing out the chords, playing along on guitar. Much singing
echoes all around. It's a hotel-room Hootenanny, and all
members of the band are present. Penny Lane takes a breath
and enters, with arms extended and pointing in opposite
directions. She does a flawless stewardess imitation, with
proper hand gestures, to a loud party ovation.

PENNY LANE (cont'd)
"Ladies and Gentlemen. Please
extinguish all smoking materials and
notice that the captain has turned on
The No Smoking sign. Your seat and
tray tables should be locked in their
full and upright positions."

RUSSELL/OTHERS
PENNY!! PENNY LANE!!

She is instantly and overwhelmingly, the life of this party.
Russell joins William.

RUSSELL
(impressed to see him)
Alright.

WILLIAM
(happy to be there)
Alright.

Russell places a beer in William's hands, and exits.

PENNY LANE
(continuing)
"In the unlikely event of a water
landing, the seat below you will serve
as a -"
(give up)
Oh, the hell with it.

They all applaud her, laughing. William watches her with
wonder, as she turns his way and winks. Jeff approaches the
alluring Polexia, and goes to get her a beer. Meanwhile,
Polexia sidles up to William. She sees him watching Penny at
the other side of the room.

POLEXIA
(privately)
Act One, in which she pretends she
doesn't care about him.

POV shot travels to Russell, strumming the guitar that is always
a part of his body. Russell is watching Penny Lane
surreptitiously.

POLEXIA (cont'd)
Act Two, in which he pretends he doesn't
care... and goes right for her.

Russell moves towards Penny.

POLEXIA (cont'd)
Act Three, in which it all plays out
the way she planned it. She'll eat
him alive.

WILLIAM
(worried)
We've got to stop them.

POLEXIA
Stop them? You were her excuse for
coming here.

ON PENNY

PENNY
I need ice!

Penny disappears out the door, across the hallway. Russell
follows a moment later. The kid's eyebrows rise. Polexia
regards the kid with affection, adjusting his collar and peeling
a hair off his jacket.

POLEXIA
I just worry about people using her.
You know? 'Cause she brings out the
good side in everybody else, but what
do they do for her? Life kills me.
Do you have any pot?

WILLIAM
Not on me.

POLEXIA
Do you smoke?

WILLIAM
No.
(attempting to fit in)
But I... I grow it. I grow it.

Polexia looks at the kid, laughing at his poor job of lying.

POLEXIA
You're funny. You know, if you were
only taller, English, rich, a guitar-
player and older...

WILLIAM
I'd be someone else.

POLEXIA
Yeah. Good point.

Jeff appears with her beer, and she whispers in the kid's ear
before she exits with Jeff Bebe.

POLEXIA (cont'd)
Bless me father for I may sin tonight.

The kid watches, as the boom box plays an obscure favorite of
Russell's, Eddie Giles' "Losin' Boy." There is the sound of a
motorcycle somewhere down the hallway.

 

[Sonny Limatina]

ALMOST FAMOUS


Cameron Crowe
December, 1998







UNTITLED

1 FADE IN 1

A close-shot of a yellow legal tablet. A young hand comes
into frame, holding a pencil. For a few moments, we hear only
the soft scratching of pencil on paper, as credits are written
in a series of dissolves. The hand carefully erases and
corrects an error or two along the way. And then the sound of
an old friend... the warm crackle of a vinyl record... as we
now hear Alvin and the Chipmunks' "Christmas Song."

2 EXT. PACIFIC OCEAN -- DAY 2

A lone palm tree rises up into a yellow afternoon sky. Behind
it, the sparkling blue of the Pacific Ocean and the city of
San Diego. A dry, hot Southern California day. Even the wind
is lazy, and a little bored.

3 EXT. NEIGHBORHOOD SHOPPING CENTER - DAY 3

Santa Claus wears shorts and sandals, ringing a bell as he
collects for the Salvation Army. This is Christmas in the
Southland. No snow, no winter wonderland. Just a pleasantly
thick heat and an unchanging season, as music continues.

Turning the corner, walking into frame is ELAINE MILLER, 35.
She is a tall woman, consumed by the fevered conversation she's

Having with her pale young son WILLIAM, late pre-teens. They
stand apart from the other shoppers. All around them is the
highly-charged salesmanship of the season... silver glittering
fake Christmas trees. She hurries her son through the
commercial juggernaut, continuing their lively intellectual
conversation, when something stops her. A Workman is affixing
letters to a store-front. He has already placed the MERRY...
now he's finishing the XMAS. Elaine is strong, but always
pleasant, always clear about her purpose in this life.

ELAINE
Excuse me, I'm a teacher. There is no
word in The English Language -- "Xmas."
It's either Merry Christmas... or Happy
Holidays.

The Workman nods thanks, with faux appreciation, as Mom turns
away. The Workman shares a look with William, who shrugs -
that's my Mom.

TITLE: 1969

4 EXT. MINI-TRACT CONDO COMPLEX -- DAY 4

This is the new professional-class. It's a mini-condo
community. Rows of Spanish-styled three-bedroom houses with
common walls. Move in on one of these homes, the one without
Christmas lights. At the door is a furtive 15 year-old Girl.
She checks her cheek, straightens her hair. She hides
something under her coat, and gathers the proper nonchalance
to enter. Music fades.

5 INT. KITCHEN -- DAY 5

We now hear the dialogue between this lively Mother and her
son, as she cooks a pan full of soy-based health-food cutlets.
The meal simmers unappetizingly in the pan. Across the kitchen
we see William. He's a great listener, with a calm and curious
face that takes everything in.

WILLIAM
- so Livia -

ELAINE
-- killed everyone off so her son
Tiberius could inherit the throne.
(thoughtful pause)
Just like Nixon.

William nods, intrigued. He has a good disposition. The
world of knowledge engages him, and he loves what it brings
out in his Mom. There is a small clatter at the front door,
as the girl we've just seen enters, barely brushing some chimes.
She silently curses herself.

ELAINE (cont'd)
Anita, is that you?

ANITA'S VOICE
Hey Mom! I already ate.

Mom moves to the living room to greet William's sister. William
peers into the next room.

6 INT. LIVING ROOM -- DAY 6

She's almost to her bedroom down the hall when mom catches
her. We now discover ANITA, 16, up-close. She is an alluring
young Natalie Wood, with a suspicious and sunny smile.

ELAINE
You sure? I'm making soy cutlets.

The words "soy cutlets" sends a small shiver through the girl.

ANITA
I'm fine. Already ate.

William stands in the doorway now, watching, monitoring, as
Mom moves closer to his sister. She sees something curious
about her daughter.

ELAINE
Wait. You've been kissing.

ANITA
(too quickly)
No I haven't.

ELAINE
(peering at her lips)
Yes... yes, you have...

ANITA
No I haven't.

ELAINE
Yes you have. I can tell.

ANITA
(boldly)
You can't tell.

Mom steps closer and examines the lips even more carefully.
To her, everything is a quest for knowledge.

ELAINE
Not only can I tell, I know who it is.
It's Darryl.

Anita is stunned silent. She turns slightly to look at herself
in a hall mirror, searching for clues, implicating herself
immediately.

ELAINE (cont'd)
And what have you got under your coat?

This is the booty Anita didn't want to give up. Mom picks at
the corner of an album cover now visible under her jacket.
She withdraws the album. It's Simon and Garfunkel's Bookends.

ANITA
(busted)
It's unfair that we can't listen to
our music!

ELAINE
(weary of the issue)
Honey, it's all about drugs and
promiscuous sex.

ANITA
Simon and Garfunkel is poetry!

ELAINE
Yes it's poetry. It's the poetry of
drugs and promiscuous sex. Look at
the picture on the cover...

CLOSE ON BOOKENDS ALBUM COVER

Mom's fingers at the edges. We examine the insolent faces on
Richard Avedon's classic album cover. Even Simon and Garfunkle
look guilty under her scholarly inspection.

ELAINE (cont'd)
... honey, they're on pot.

ANITA
First it was butter, then sugar and
white flour.
(beat)
Bacon. Eggs, bologna, rock and roll,
motorcycles.

Nearby, William squirms as he watches the gently escalating
conversation. Anita glances at her brother. He silently
urges her to downshift. She can't.

ANITA (cont'd)
Then it was celebrating Christmas on a
day in September When you knew it
wouldn't be "commercialized."

ELAINE
That was an experiment. But I
understand -

ANITA
What else are you going to ban?

ELAINE
Honey, you want to rebel against
knowledge.

ELAINE (cont'd)
I'm trying to give you the Cliff's
Notes on how to live in this world.

ANITA
(simple and direct)
We're like nobody else I know.

These are the words that sting Mom most.

ELAINE
I'm a teacher. Why can't I teach my
own kids?
(pats chest)
Use me.

ANITA
Darryl says you use knowledge to keep
me down. He says I'm a "yes" person
and you're trying to raise us in a
"no" environment!

ELAINE
(immediately, can't help
it)
Well, clearly, "no" is a word Darryl
doesn't hear much.

Anita gasps. Ever the peacemaker, William weighs in. Nearby
is a poster - "No More War."

WILLIAM
Mom --

ELAINE
Everything I say is wrong.

ANITA
I can't live here! I hate you! Even
William hates you!

WILLIAM
I don't hate her.

ANITA
(to William)
You don't even know the truth!

William looks vaguely confused.

ELAINE
Sweetheart, don't be a drama queen.

Anita takes a breath and then out of her mouth comes the
strangled-sounding words of a kid swearing at her parent for
the first time.

ANITA
Feck you! All of you!

ELAINE
Hey!

Anita runs down the hall to her room. Elaine turns to William,
relating to him more as a fellow parent than a child.

ELAINE (cont'd)
Well, there it is. Your sister using
the "f" word.

WILLIAM
I think she said "feck."

ELAINE
(sputtering)
What's the difference?

WILLIAM
(encouraging)
Well. The letter "u"...

Shot moves in on the kid, as we hear the opening strains of
The Moody Blues' "Nights in White Satin."

7 INT. SCHOOL DANCE/GYMNASIUM BATHROOM -- NIGHT 7

Music continues. Shot moves along a row of very mature-looking
male teenagers, examining themselves in the bathroom mirror.
There's the kid with a very mature-looking moustache, the kid
proudly sporting full-blown hormonal acne (he slaps on some
Hai Karate), the guy to whom puberty has already delivered the
face of an adult, complete with long jutting sideburns... and
then a blank space at the mirror, as the shot moves down, down,
down to find William. He is so much younger, without a zit in
sight. Puberty is so very distant on his horizon.

8 INT. DANCE -- NIGHT -- UNDER-CRANKED 8

Song continues as we see William's perspective of these much-
older looking kids. Girls now are visible, and they are even
more mature than the boys we've just seen. They flirt and
glow, arms trailing across the shoulders of the boys.
Whispering in each other's ears, none of them looking down.
It's a troubling experience, to be this close to the alluring
world of older teenagers... and to be so invisible to them.

VOICE (O.S.)
Are you really in our grade?

9 INT. JUNIOR HIGH LOCKER ROOM -- DAY 9

VOICE
(louder)
Are you really in our grade?

William turns to see tall, adenoidal TIM TOBIN. The most mature
looking kid we've seen yet, he challenges William in a loud
theatrical tone. It is a voice right out of Guys and Dolls,
which incidentally is the school play in which Tobin had just
starred. William answers in a respectful voice. He is
desperate for acceptance.

WILLIAM
Yeah.

TOBIN
Hey guys! Check it out! William
doesn't have any pubes!

Others now begin to gather around, examining William. He has
never been more naked.

GUY # 1
How old are you man?

TOBIN
He's not a man, he's a little baby
kid. He Doesn't even get zits yet.

GUY # 2
How come you don't have any hair down
there?

TOBIN
(in loud, funny voice)
Where are your pubes???!!

Their voices echo off the tiled walls. Now everyone is watching
the hairless William. He is confused by their meanness.

GUY # 2
Yeah. Where are your pubes?

All eyes are on him, waiting for a response. The kid's mental
wheels turn frantically. And from somewhere comes an attitude,
a swagger, and somehow the perfect line arrives from what could
only be a merciful deity.

WILLIAM
(cool, dismissive)
I had 'em. I shaved 'em off.

It is a new persona for the kid -- the witty guy. And it works.
Guy #2 cracks up, then others. William's new accuser is
suddenly surrounded by the impressed gales of laughter of these
older boys. Others turn away, on to other things. Tobin stares
at William, and then also turns away.

10 INT. FAMILY CAR -- DAY 10

William jumps into the backseat of the white Ford Country Sedan
station wagon, carrying books. ("See ya pubes!") Mom continues
driving William and Anita home from school.

ELAINE
(cheerfully, by rote, to
William in back)
Put on your seatbelt. I don't want
you flying through the windshield.

Anita examines her own un-fastened seatbelt, which Mom hasn't
noticed.

WILLIAM
We got our annuals today --

ELAINE
(cheerful, automatic)
"Received" your annual.

WILLIAM
(looking at his photo)
I look so much younger than everyone
else.

ELAINE
Enjoy it while you can.

Camera drifts from Mom to Anita, who can take it no longer.

ANITA
Mom. It's time.

ELAINE
(pleasant, pointed)
Can this wait until we get home?

ANITA
Mom, pull over. Tell him the truth.
Tell him how old he is.

Mom pulls over, and stares straight ahead with deep irritation.

ELAINE
(as in "be quiet")
He knows how old he is.

ANITA
The other kids make fun of him because
of How young he looks. Nobody includes
him.

They call him "The Narc" behind his back...

WILLIAM
They do?

ELAINE
What's a "Narc?"

ANITA
(bleeding for her brother)
A Narcotics Officer!

ELAINE
Well what's wrong with that?

WILLIAM
(ever the peacemaker)
Come on you guys. It's no big deal.
I'm 12. It's okay. She skipped me a
grade, it's okay. Big deal. I'm a
year younger. They're 13, I'm 12 --
(beat)
Aren't I?

Their silence is eloquent.

ELAINE
(confessing, in a rush)
I also put you in first grade when you
were five and never told you.

WILLIAM
(trembling)
So... I'm... how old?

A heavy quiet. She and his sister ignore him, as they now
debate the subject with each other.

ANITA
You lied to him! You make such a big
deal about the truth and you lied!

ELAINE
(that one hurts)
He never asked.

ANITA
What -- like he's going to ask if he's
as old as he thinks he is? Don't you
realize, this is going to scar him
forever?

ELAINE
Honey... sweetheart... don't be
Cleopatra. We have to be his mother
and his Dad.

ANITA
You put too much pressure on him!

WILLIAM
(apprehensive)
How... old...

ANITA
And when he rebels in some strange and
odd way, don't blame me.

WILLIAM
... am I?

ELAINE
(matter of fact)
I skipped you an extra grade. You're
eleven.

WILLIAM
(horrified, voice crackling)
ELEVEN?

He looks at his body, the information affects him physically.
New sounds come from way down deep inside. Mom now begins
speed-rapping, trying to stem the leak. She starts the car.

ELAINE
So you skipped fifth grade. There's
too much padding In the grades. I
taught elementary school. 5th grade -
unnecessary. Nothing happens in the
5th grade. All Teachers know it, no
one talks about it.

WILLIAM
(still in shock)
E - leven.

ELAINE
And you skipped kindergarten because I
taught it to you when you were four.

WILLIAM
(still horrified, looking
at his body)
This explains... so much...

ANITA
You've robbed him of an adolescence!

ELAINE
Adolescence is a marketing tool.

ANITA
He's got no "crowd"... no friends...

WILLIAM
Okay!

Anita reaches out to her brother. With the compassion of a
saint, she offers this:

ANITA
Honey, I know you were expecting
puberty. You're just going to have to
shine it on for a while.

Deeply embarrassed, William shrinks down in the seat. Mom
monitors his face constantly. She is raw and sincere... and
yes, inspiring:

ELAINE
Who needs a "crowd?" You're unique. You're
two years ahead of everybody. Take those
extra years and do what you want. Go to
Europe for a year! Take a look around,
see what you like! Follow your dream!
You'll still be the youngest lawyer in the
country. Your own great grandfather
practiced law until he was 93. Your dad
was so proud of you. He knew you were a
pronominally accelerated child.

ANITA
What about me?

ELAINE
(heartbroken, can't help
herself)
You're rebellious and ungrateful of my
love.

ANITA
Well, somebody's gotta be normal around
here!

WILLIAM
(blinking, still can't
believe it)
Eleven.

11 INT. WILLIAM'S BEDROOM -- DAY 11

William finishes the last of many candy bars. A mound of
wrappers sit just below the mirror. He examines his face
hopefully for zits. Nothing coming. We begin to hear Simon
and Garfunkel's "America."

12 INT. LIVING ROOM - DAY 12

Anita stands in the living room. The song continues playing
on the stereo.

ANITA
I want to play you a song that explains
why I'm leaving, and try to listen.

ELAINE
We can't talk? We have to listen to
rock music?

13 EXT. FRONT LAWN -- DAY 13

William watches sadly. Anita's good-looking boyfriend DARRYL,
a dead ringer for young Stephen Stills, loads her suitcases
into a large turqouise Chevy. The suitcases are adorned with
plastic stick-on flowers. All coolness is leaving William's
life. Mom watches nearby, worried and helpless. (Their house
is more austere, less "fun" than the other front lawns.)

WILLIAM
Take good care of her in San Francisco,
man.

Darryl gives the kid a sub-human look. He's invisible, too
young to converse with.

ELAINE
How can she leave such a loving family?

Anita turns and heads towards them. She focuses on William,
placing her hands on his young shoulders. Her face is very
close to him now, as she delivers this sage prediction of the
future.

ANITA
One day you'll be cool.

He nods stoically, hopefully. He is utterly lost. She leans
forward and whispers in his ear.

ANITA (cont'd)
Look under your bed. It'll set you
free.

Anita shakes hands with Mom, and exits. As the car takes off:

ELAINE
She'll be back.

In the distance we hear the whoop of her daughter.

ANITA
YEAHHHHH-HOOOOOOOO.

ELAINE
Maybe not soon...

William watches wistfully. He moves away from his mother.
She pulls him closer. Shot moves in on his slightly fearful
face.

14 INT. DARRYL'S CAR - DAY 14

Anita looks back at the receding American Gothic-image of her
mother and brother. Sister waves to brother. She feels for
him. Music now shifts to The Who's "Sparks."

15 INT. BEDROOOM -- NIGHT 15

William locks the door. He reaches under his bed. It's a
black leatherette travel bag, with tartan design. He unzips
the bag -- it's filled with albums. He flips through the
amazing, subversive cache of music. Cream's Wheels of Fire...
the seminal Bob Dylan bootleg Great White Wonder... the Rolling
Stones' Get Yer Ya Ya's Out... The Beach Boys' Pet Sounds...
Abraxas by Santana... Jethro Tull's Stand Up... The Mother's of
Invention's We're Only In It For The Money... Led Zeppelin...
Crosby, Stills and Nash... Miles Davis' Bitches Brew... and
The Who's Tommy... with a note taped to it.

ANITA (V.O.)
"Listen to Tommy with a candle burning
and you will see your entire future..."

The heady effect of all these albums registers, as we see him
lighting a candle.

TITLE: 1973

DETAIL SHOT OF NOTEBOOK

A blue school notebook, with ballpoint pen renderings of the
names of groups like the Who and Led Zeppelin, complete with
carefully drawn thunderbolts. Also, the name LESTER BANGS.

16 INT. JOURNALISM CLASS -- DAY 16

William, now 15, sits in class with book, Adventures in
Journalism. His hair is shoulder-length. A dedicated teacher,
PATRICIA DEEGAN, walks the aisles. Music continues.

17 EXT. FOOD MACHINES - DAY 17

William presses the food machine button, pulls an orange from
a vending container. He still looks younger than most of the
students... and these days, especially the girls.

18 EXT. LUNCH COURT -- DAY 18

William sits apart from all the others, under a tree. He reads
intently, happily, as he eats the orange. It's a copy of Creem
Magazine. Music continues.

CLOSE ON PHOTOS IN MAGAZINE

Camera moves across the photos, catching the expressions and
fashions of the rock heroes of the day. Ian Anderson of Jethro
Tull, eyes wide and hair flying as he plays flute. Neil Young,
enigmatic with perfectly patched Levis. The Southern Rock Royalty
of The Allman Brothers Band, posing and laughing in front of
massive stacks of amps. Marc Bolan of T. Rex, his ringlet-hair
backlit by stage lights. David Bowie in skin-tight Japanese one-
piece attire, onstage with The Spiders From Mars. Pete Townsend
of the Who, slashing windmill-style at his guitar.

Drift down to a by-line - by Lester Bangs.

19 EXT. PARKING LOT - DAY 19

William walks through the parking lot after school. Everybody
now congregates around the new arrival of their lives - their
own cars. Arms suddenly clap William on the back, friendly
faces smile strangely, laughing. He takes a few steps and
looks up to see... a school official is hurriedly removing
something from the high-school marquee.

HIGH-SCHOOL MARQUEE

which reads: WILLIAM MILLER IS TOO YOUNG TO DRIVE (OR FUCK)

All are laughing. He laughs with them, and turns as his face
goes slack. He shrugs, marches on.

20 EXT. DOWNTOWN SAN DIEGO RADIO STATION -- DAY 20

The song we've been listening to is ripped off the turntable by
a highly-active man in a red promotional t-shirt proclaiming the
greatness of The Guess Who. He is a ferocious, lumbering, music-
driven presence, and he fills this small radio studio to the
very brim. This is LESTER BANGS, 25, the rarely-seen God of a
then new art-form -- Rock Journalism. A Disc-jockey with long-
long hair watches helplessly. William views all this through a
glass window. He stands on the corner of a downtown side
street, halfway up a steep incline. He is the only person on
the streets this early Saturday morning. Reveal that he is
watching a live radio show, audible to us through the small
p.a. speaker overhead.

DISC-JOCKEY
Quite an honor to have the World's
Greatest Rock Critic... and editor of
Creem Magazine, back Home in San Diego
for a few days -- Lester Bangs.

LESTER BANGS
What is this hippie station?! Where's
Iggy Pop? Don't you have a copy of
Raw Power?!

DISC-JOCKEY
Lester, isn't it a little early for
this?

Bangs searches for the album -- vinyl flying everywhere now,
with no regard for album jackets.

BANGS
Found it!!

21 EXT. RADIO STATION -- DAY 21

William watches intently. Bangs thuds the needle onto a copy
of Raw Power. We're rewarded with a blast of Iggy and the
Stooges' "Search and Destroy." A closer shot on William now
watching the whirlwind of anarchy inside. Lester does an Iggy
Pop impression, acting out a story for the d.j. that we cannot
hear, never noticing the kid soaking in everything from the
other side of this double-glass window.

22 EXT. RADIO STATION -- DAY -- LATER 22

Bangs walks with William on this sharply inclined San Diego
street. It's early, the streets are silent. Bangs is about
fifteen beer pounds overweight. His jeans are loose, his
paleness and messy moustache an emblem of the long days and
nights spent writing. In there somewhere is a good-looking
guy. His hands are thrust deeply into his pockets, and he
takes big sweeping steps.

BANGS
So you're the one who's been sending
me those articles from your school
newspaper -

WILLIAM
I've been doing some stuff for a local
underground paper, too.

BANGS
What are you like the star of your
school?

WILLIAM
They hate me.

BANGS
You'll meet them all again on their
long journey to the middle.

The kid nods, they walk.

BANGS (cont'd)
Well, your writing is damn good. It's
just a shame you missed out on rock
and roll.

WILLIAM
I did?

BANGS
Oh yeah. It's over.

WILLIAM
Over?

BANGS
Over. You got here just in time for
the death rattle, the last gasp, the
last grope.

WILLIAM
Well. At least I'm here for that.

Bangs looks at the much smaller kid, shaking his head. It's
too late for newcomers. But if the kid's age is an issue, he
doesn't mention it. Like a machine-gun:

BANGS
What do you type on?

WILLIAM
Smith-Corona Galaxis Deluxe.

BANGS
You like the new Lou Reed?

WILLIAM
(automatic)
The early stuff. The new stuff, he's
trying to be Bowie, he should be
himself. I'm not a big Lou man.

BANGS
Yeah, but if Bowie's doing Lou, and
Lou's Doing Bowie, Lou's still doing
Lou.

WILLIAM
(standing his ground)
If you like Lou.

BANGS
Take drugs?

WILLIAM
No.

BANGS
Smart kid. I used to do speed and
sometimes Nyquil and stay up all night
writing and writing, like 25 pages of
dribble about, you know, the Guess
Who, or Coltrane, just to write, you
know, with the music blasting...

WILLIAM
Me too. The writing part...

For a moment, the serious demeanor dissolves and the oddest
thing happens. Bangs laughs. It's an odd and charming laugh,
the kind a tough guy keeps well-hidden. It surprised the kid,
who smiles back. Bangs stops at the corner, and offers a
pleasant but very final nod of the head.

BANGS
Well, alright. It's been nice to meet
you. I'll see you around. Keep sending
me your stuff.

WILLIAM
Okay. See you.

BANGS
I can't stand here all day talking to
my many fans.

WIDE SHOT - SOLITUDE

But neither have anywhere to go on this early downtown morning.
They stand for a beat, hands in pockets, on this deserted
street. They are alone together, there's nobody else in sight.

23 INT. DINER -- DAY 23

William listens intently as Lester eat a sandwich. His face
is an open book filling with words.

BANGS
-- so anyway, you're from San Diego
and that's good. Because once you go
to L.A., you're gonna have friends
like crazy but they'll be fake friends,
they're gonna try to corrupt you. The
publicists! The bands! You got an
honest face, they're gonna tell you
everything. But you CANNOT make friends
with the rock stars.

The kid takes out a green collegiate notebook and gestures --
can I make a note? Bangs nods.

BANGS (cont'd)
Cannot make friends with the rock stars.
(savage bite)
That's what's important. If you're a rock
journalist, a true journalist -- first you
will never get paid much. But you will
get free records from the record company.

The kid's eyes widen. Bangs, in direct conflict with his brutal
writing style, is looking suspiciously like a compassionate
softie.

BANGS (cont'd)
And they'll buy you drinks, you'll meet
girls... they'll try to fly you places for
free.... offer you drugs... I know. It
sounds great. But they are not your
friends. These are people who want you
to write sanctimonious stories about the
genius of the rock stars and they will
ruin rock and roll and strangle everything
we love about it.

Privately, William thrills. We. Our. It all sounds great to
him. He listens to the grouping of the words, every one of
them. He madly scribbles.

BANGS (cont'd)
They are trying to buy respectability
for a form that is gloriously and
righteously -

The kid leans forward as Lester finds the right word.

BANGS (cont'd)
- dumb! And you're smart enough to
know that. And the day it ceases to
be dumb is the day it ceases to be
real. Right? And then it will just
Become an Industry of Cool.

WILLIAM
... Industry... of... cool...

BANGS
And that's what they want! And it's
happening right now. I'm telling you,
you're coming along at a very dangerous
time for rock and roll. The war is
over. They won. 99% of what passes
for rock now... SILENCE is much more
compelling. It's over. I think you
should turn around and go back and
be... a lawyer or something... but I
can see from your face that you won't.
I can pay you thirty-five bucks. Gimme
a thousand words on Black Sabbath.

WILLIAM
(attempting cool)
An assignment.

LESTER
Yeah. And you should build your
reputation on being honest... and
unmerciful.

WILLIAM
(writing in notebook)
Honest... unmerciful...

BANGS
And if you get into a jam -- call me.
I stay up late.

Bangs reaches across the table, and William watches as he
scribbles his number on the back of the kid's green collegiate
notebook. The notebook has just become valuable. They sit
together, listening to the beautiful and compelling silence.

24 INT. FAMILY CAR -- NIGHT 24

Mom drives William to the San Diego Sports Arena. She looks
out the window at the adrenalized concert-goers. She feels
protective not just of her son, but an entire generation.
William goes over his questions for Black Sabbath.

ELAINE
Look at this. An entire generation of
Cinderellas and there's no slipper
coming.

William looks out the window at the sign: TONIGHT - SOLD OUT -
BLACK SABBATH with special guest Stillwater.

WILLIAM
You can drop me off here.

ELAINE
Black. Sabbath. Just remember - you
wanted to be Atticus Finch in To Kill
a Mockingbird.

The kid doesn't answer. He silently goes over his questions.

ELAINE (cont'd)
As long as I know this is just a hobby,
I'll go along with it.

WILLIAM
All I have to do is listen. That's
what Lester Bangs said.

ELAINE
(dryly)
I'll be waiting right here at eleven
'o clock sharp. If you get lost, use
the family whistle.

He unhooks his seatbelt, stuffs his questions into an orange
canvas shoulder-bag and exits.

Elaine watches her son disappearing into the stony rock-concert
crowd. It's a windy night. Everything about this image
troubles her. She fights with herself, and then uses the family
whistle immediately. He turns.

ELAINE (cont'd)
(sweetly, too loud)
Don't take drugs!!

Fifteen concert-goers turn around instinctively, at the sound
of a Mother, and then identify William as the object of her
concern. All around him, we hear:

HAPPY CONCERT GOERS
Don't take drugs!!

He winces, nods and moves forward. Music echoes from the open
windows of many other cars.

25 EXT. SAN DIEGO SPORTS ARENA BACKSTAGE RAMP -- NIGHT 25

The kid tromps down the steep incline leading to a small steel
backstage arena door. He rings the buzzer. The door wheezes
open to reveal the keeper of the San Diego Sports Arena's
backstage list. Famous to all those who attempt to enter,
this is SCOTTY. He is a wiry, humorless man for whom
powerlessness is the theme of his life -- except for those few
hours he controls the list. Scotty is only forty but everything
about him screams that he's an angry sixty.

WILLIAM
Hi. I'm William Miller and I'm here
from Creem Magazine to interview the
band Black Sabbath.

Scotty, immediately suspicious, moves to a nearby podium and
snaps through three clipboard pages. He moves back to the
door and grabs the handle.

SCOTTY
Not on the list.

He shuts the door with finality. The kid stands silently for
a moment. He looks over his shoulder, at two chattering
Groupies watching his dilemma from the top of the ramp. They
look at him sympathetically, but he turns away. William rings
the buzzer again, withdrawing a copy of Creem from his bag.
The door opens.

WILLIAM
Sir, I'm a journalist, and here's a
copy of the magazine.

The magazine hangs in mid-air.

SCOTTY
You're not on the list. Go to the
top of the ramp with the girls!

Slam. William stands there for a moment. Unsure of what to
do next, he looks back to the top of the ramp. Rejected by
him just moments earlier, the groupies now feign disinterest.
Bracing himself, William rings again. The door opens slowly
this time. Scotty stands peering at him.

WILLIAM
(in a rush)
What-happens-after-I-go-to-the-top-of-
the-ramp with-the-gi -

Slam. Lock.

26 EXT. TOP OF SPORTS ARENA RAMP -- NIGHT 26

William inches into the realm of the girls at the top of the
ramp. The wind whips. It's just him, and two Groupies in
their evening best. They now pretend to barely notice the
young journalist who has been banished to stand with them.
Chattering excitedly, with sophistication far beyond her 17
years, is ESTRELLA. She sports long unruly black hair. Her
partner hangs in the shadows, adjusting shoes. Estrella turns
to the kid with great disinterest.

ESTRELLA
Who are you with?

WILLIAM
(embarrassed to be alive)
Me? I'm with myself.

ESTRELLA
No, who are you with? What band?

WILLIAM
I'm here to interview Black Sabbath.
(beat)
I'm a journalist. I'm not a... you
know...

Estrella stares at him. Moving into the parking lot light,
introducing herself, is a luminous girl in a green faux-fur
trimmed coat. This is PENNY LANE. There is an inviting warmth
and real interest in the way she asks:

PENNY LANE
... you're not a what?

WILLIAM
(enthralled)
Oh... I'm just... not a... you know.

PENNY LANE
Not a "what"?

WILLIAM
(charmed)
You know. A "groupie."

The two girls are deeply insulted by the word.

ESTRELLA
Ohhh!

WILLIAM
Sorry, I -

PENNY LANE
We. Are not. "Groupies."

Estrella indicates Penny with great reverence.

ESTRELLA
This is Penny Lane, man. Show some
respect.

WILLIAM
-- sorry.

Penny steps closer, focusing completely on the kid. Behind
her, concert-goers throw a few woo-woos their way. She seems
not to hear them.

PENNY LANE
"Groupies" sleep with rock stars because
they want to be near someone famous.
We are here because of the music. We
are Band Aids.

ESTRELLA
She used to run a school for Band Aids.

PENNY LANE
We don't have intercourse with these
guys. We support the music. We inspire
the music. We are here because of the
music.

William is nodding like a doll in a dashboard window.
Listening.

ESTRELLA
Marc Bolan broke her heart, man. It's
famous.

PENNY LANE
It's a long story. I'm retired now.
I'm just visiting friends.

ESTRELLA
She was the one who changed everything.
She said "no more sex, no more
exploiting our bodies and hearts... "

WILLIAM
Right. Right.

ESTRELLA
"... just blow-jobs, and that's it."

WILLIAM
Okay. Well, see, now I get the
difference.

Shot drifts off him and picks up, out of the darkness, another
breathless girl teetering on tall shoes. She is in the vicinity
of 16. Her black hair is cropped short and died red, just
like the cover of Bowie's Aladdin Sane. She is POLEXIA, the
voluptuous one, from Riverside.

POLEXIA
(the usual greeting)
It's all happening. It's all happening.

ESTRELLA
Polexia!! Did you tell Sabbath we
were going to be here?

POLEXIA
I talked to Dick with Stillwater, I
talked with Sabbath. They're all dying
to see us. It's all happening.

PENNY LANE
This is our journalist friend.
Journalist Friend, meet Estrella Starr,
and Polexia Aphrodisia. And you are --

WILLIAM
William.

Silent beat. His name lands like a thud.

POLEXIA
Here comes Sabbath!

ESTRELLA
Ozzy!!! Tony!!! It's us!!

A long black limo with darkened windows swishes past, beeps
twice. The metal backstage gate rises and the limo rolls
inside. And then silence again. The girls do not discuss
being rebuffed.

ESTRELLA (cont'd)
I think I saw Sapphire in there.

POLEXIA
(can't hold it in any longer)
Okay. I was with Ian Hunter all night
at Rodney's Last night. Wanna see his
spoo? I saved it in a baggie.

She opens her purse and shows the girls something inside.
William edges away.

ESTRELLA
(peering into purse)
I'm really happy he's doing so well.

PENNY
(regarding what's in purse)
Yeah. I know he's such a talented
guy. I mean, look at him. Who deserves
it more?

POLEXIA
(looking in purse)
Nobody -- he's so sweet.

ESTRELLA
(with compassion)
Don't you just root for him, you know.
To go that little distance between
good and great?

PENNY
Wait. That's not his. I would know
his.

A very odd look on his face, William now cranes for a discreet
look. What's in that purse?

BAM -- THE BACKSTAGE DOOR OPENS

Out steps SAPPHIRE, 19, a tall girl with taller platforms. Heavy
eye-makeup. Her accent is Texan, with odd traces of English.
In one hand is a half-drained bottle of champagne. In the other,
a fistful of backstage passes.

SAPPHIRE
Does anybody remember laugh-tah?
(as they turn)
Come and GET 'EM!

The girls scream and happily head down the ramp to Sapphire.
Penny looks back and grabs William with a well-placed arm hooked
around his. He joins the clacking sea of legs moving down the
ramp. Sapphire slaps passes on the girls. As Scotty (The
Keeper of the Backstage List) watches, Penny now slips William
forward for a pass.

SCOTTY
Oh no. Not this one --

SAPPHIRE
(off William)
Who brought Opie?

The kid looks over his shoulder. Who's Opie?

PENNY
He's with us.

SCOTTY
(hand blocking William)
He wasn't with you.

SAPPHIRE
(to Scotty)
Are you going to turn this into a
Thing?

SCOTTY
All of you can wait outside! Top of
the ramp!

WILLIAM
I don't want to cause a Thing. I'll
wait.

PENNY
(privately, to William)
I'll go take care of this.

Sadly, they leave him behind. The thundering arena sound of
the collecting crowd, the p.a. system blasting Yes'
"Roundabout"... purposeful roadies carrying guitar cases...
the glimpse of backstage rock and roll... everything he wants
to be a part of is on the other side of this door. And then
it shuts. He stands alone.

At the top of the ramp, a tour bus unloads. It reads --
STILLWATER TOUR 73. Moving loudly out of the bus is the opening
band. This is Stillwater. Four road-weary band members, and
their road manager. Voices booming.

RUSSELL HAMMOND, 27, presses the buzzer with the nose of his
guitar-case. It's obvious from moment one. This is the star
of the band, the charismatic one. He's tired. They're late.
William recognizes him instantly, as the guitarist stretches.
The buzzer goes unanswered. The kid is invisible to him, as
the others now arrive behind Russell.

Tour/band manager DICK ROSWELL, 27, follows, loudly banging on
the steel door. He has the flaxen-haired look of a former
hippie, but he carries the emblem of a real pro -- the newest
silver Halliburton briefcase covered with backstage passes.
His direction is always - forward.

DICK
Let us in, we're Stillwater! We're on
the show!!

William is surrounded by them now. They stand together under the
single lightbulb, familiar faces, a live-action album cover. JEFF
BEBE the singer, his shiny black hair hanging in sheets around his
head. ED VALLENCOURT the quiet drummer, his long arms hanging
limply at his sides. His is a face made for the background. LARRY
TURNER the compact bass-player. Dick now kicks at the door with
his foot, as William produces a copy of Creem Magazine.

WILLIAM
(to Dick)
Hi, I'm a journalist. I write for Creem
Magazine.

Once again, the magazine hangs there. He can't give it away.

JEFF
The enemy! A rock writer!

WILLIAM
(struggling forward)
I'd like to interview you or someone
from the band.

DICK
(busy, running behind)
I'm sorry but could you please fuck
off?

William blinks a little, takes it in stride. Russell sizes
him up, moving in the background.

WILLIAM
Okay. Okay. I could do that.

JEFF
You guys never listened to our records.
You're all just frustrated musicians.
Do you know what your magazine SAID
about us? What was it - "the singer's
incessant cater walling distracts From
an assault with no clear purpose."

LARRY
(in background)
That was Rolling Stone.

RUSSELL
Yeah. Okay. Fuck off anyway. We
play for fans, not critics.

Stung, William shrugs. It's been a terrible night, but at
least thrillingly so.

WILLIAM
Russell. Jeff. Ed. Larry.
(can't help it)
I really love your band. I think the
song "Fever Dog" is a big step forward
for you guys. I think you guys
producing it yourselves, instead of
Glyn Johns, was the right thing to do.
And the guitar sound was incendiary.
(gestures with fist)
Way to go.

He turns and leaves, beginning his long trek back up the ramp.
Russell looks at the others. That kind of love is hard to
give up.

RUSSELL
(good humored, yelling)
Well don't stop there.

JEFF
Yeah, come back here!! Keep going!

They wave him back, as the backstage door opens again. The
kid moves back down the ramp. They herd him in with them,
through the door. Scotty quickly spots the kid and squares
off.

Russell notes the kid's swirling emotional state, shoves him
forward.

SCOTTY
Not this one.

RUSSELL
He's with us.

SCOTTY
He's not with you. He's not with them.
He's not on the list. He's not coming
in. And this is my arena. And
furthermore -

Russel craves the confrontation and moves forward closer to
Scotty.

SCOTTY (cont'd)
- have a good time tonight. Welcome
to San Diego.

27 INT. BACKSTAGE HALLWAY -- NIGHT 27

The band moves quickly down the hallway, with William moving
to keep up. A young and grizzled red-haired roadie, RED DOG,
catches them on the way. The band swarms around him.

RUSSELL
Red Dog!

RED DOG
We're playing here tomorrow night.

JEFF
(aside, to the kid)
This is Red Dog, the Allman Brothers
Band's number one roadie.

Russel clamps an arm around Red Dog's neck.

RUSSELL
How're the guys?

RED DOG
Havin a ball, man. When we have a
party, we have an Allman Brothers Band
party. Everybody boogies. Everybody
gets off. It's family, man. We all got
These now.
(flashes new mushroom tattoo
on forearm)
We'll see you guys in Boston, right?
(specifically to Russell)
Dicky and Gregg send you their love.

Camera catches flash of envy on the face of Jeff Bebe, as
Stillwater sweeps forward into a small dressing room.

28 INT. DRESSING ROOM -- NIGHT 28

Dressing room activity swirls around him, as William simply
listens. He holds a small microphone. His stoic look gives away
little of the full body rush he's experiencing. As the other
band members drift across frame, Russell Hammond, a true rock and
roll believer, speaks as he straps on his guitar and gets ready
for the show. To the kid, every word is reckless gem.

RUSSELL
... and it's okay, because rock and
roll is a LIFESTYLE... and a way of
thinking and it's not about money and
"popularity!"

JEFF
Some money would be nice.

Jeff sprays some shaving cream into his palm, and rubs it into
his scalp - poor man's mousse.

RUSSELL
- but it's a voice that says here I
am... and FUCK YOU if you can't
understand me.

Russell smooths the strings of his guitar with a small cloth
from his guitar case. The kid notices all these close-up
details of rock.

RUSSELL (cont'd)
And one of those people is gonna save the
world and that means that ROCK AND ROLL
CAN SAVE THE WORLD -- all of us together.

The kid's eyes dance. He checks to make sure he's getting the
recording. He listens intently.

JEFF
And the chicks are great.

RUSSELL
But we didn't do it for that! We are
here because we needed to fuckin be
here, not just 'cause we needed to
away from Troy, Michigan, WHICH WE
DID... but what it all comes down to
is that thing. The Indefinable Thing,
when people catch something from your
music, the thing you put into it. I'm
talking about... what am I talking
about?

WILLIAM
(elegantly)
The buzz?

RUSSELL
THE BUZZ! And the chicks, the
whatever, is an off-shoot of THE BUZZ.
And like -- you saying you liked "Fever
Dog?" That is the fucking buzz, man.
All we get are these fucking old-ass
interviewers who don't understand,
don't LISTEN, don't appreciate why we
are here, which is the fuckin' BUZZ.

William nods, holds his microphone steady. Russell tunes his
guitar, ripping through unamplified guitar licks as he speaks.
Jeff hustles to reclaim his own connection to the interviewer.

JEFF
The next album will be even better.
More texture.

RUSSELL
But... it's not what you put in, is
it? It's what you leave out. Listen
to... listen to Marvin Gaye...

Russell's face grows rapturous as he discusses this piece of
music.

RUSSELL (cont'd)
A song like "What's Going On." That
single "woo" at the end of the second
verse - you know that woo - that single
"woo."

WILLIAM
(proudly)
I know that, "woo."

RUSSELL
(he does it)
That's what you remember. The silly
things, the little things... there's
only one, and it makes the song. It's
what you leave out. That's rock and
roll.

William nods, says nothing, keeps the microphone pointed.
Activity surrounds him.

JEFF
(impressed)
We used to talk more about this stuff.

RUSSELL
Okay. See, this is maybe the most
honest we've ever been in an interview
because you know our music. You're
the first press guy we've made friends
with. We don't normally talk like
this to them. And you're supposed to
be The Enemy! What are you - 18?

WILLIAM
Yeah.

RUSSELL
There you go. Still young enough to
be honest.

DICK
(walkie talkie crackling)
Ten minutes 'till showtime, anyone who
isn't in the band -- out!

Russell takes a last swig of beer. A roadie whisks his guitar
away.

DICK (cont'd)
All this luggage is going to L.A.!

William is swept out in the chaos of the pre-show ritual,
past the pile of luggage by the door. It's a colorful heap of
suitcases, featuring colorful laminated band tags, each with a
number.

29 INT. BACKSTAGE STEPS -- NIGHT -- MINUTES LATER 29

William sits on the backstage steps, writing feverishly in his
notebook. Behind him, two steps higher, Penny Lane scoots
into place.

PENNY LANE
I found you a pass.

WILLIAM
(amped, distracted)
Thanks. I got in with Stillwater.
(as he writes)
The guitarist, Russel Hammond, he
just thoroughly opened up. He is by
far the best and most honest interview
I've ever done.
(she nods)
I've only done two, but you know.
He's number one.

PENNY LANE
You're learning. They're much more
fun on the way up.

William nods, still scribbling. She eases down into place on
the step next to him. Her proximity cause him to look at
her, his eyebrows rising. She smooths them down with two single
fingers.

PENNY LANE (cont'd)
How old are you?

WILLIAM
Eighteen.

PENNY LANE
Me too.
(beat)
How old are we really?

WILLIAM
Seventeen.

PENNY LANE
Me too.

WILLIAM
Actually I'm 16.

PENNY LANE
Me too. Isn't it funny? The truth
just sounds Different.

WILLIAM
(confesses)
I'm 15.

PENNY LANE
You want to know how old I really am?

WILLIAM
(immediately)
No.

She looks upstairs, soaking in the sound of another band tuning
up. Music is her religion.

WILLIAM (cont'd)
How did you get started in all this?

PENNY LANE
It's a long story.

WILLIAM
(quick study)
Right. Right.

PENNY LANE
We live in the same city. We should
be friends.

She takes his backstage pass form his shirt and puts it on his
thigh - the cooler location. Nearby, the dressing room door
opens, and the Stillwater exits. Excitement level rises as
they mass in the hallway with instruments. We hear the amped
voice of Russell growing nearer.

RUSSELL
The Enemy!

He approaches, as William stands. Penny watches, hanging out
of Russell's eyesight.

Standing in the supercharged hallway, the kid is anxious to
introduce his new friends.

WILLIAM
Russell, this is Penny Lane.

PENNY LANE
(stepping into view)
Pleasure.

RUSSELL
Penny Lane? Like the song, right?

PENNY LANE
Have we met?

THEY SHAKE

And do not let go, for too long. There is history in their
shake. Their eyes tell all. Shot takes us to William, who
puts two and two together. It isn't hard. They clearly know
each other. Well.

WILLIAM
Well, I guess you've... you've met.

DICK
Penny Lane! God's gift to rock and
roll!! You're back!
(privately)
Marc Bolan. Please.

Other band members pass, adjusting clothes for show time,
waiting in the hallway... and now singing the Beatles song
"Penny Lane."

RUSSELL
Come on, let's go.
(noting kid's shyness)
Both of you.

30 INT. BACKSTAGE -- NIGHT 30

House lights go down. Cheers rise. Dick's flashlight dances
on the ground just in front of them, guiding their way in the
dark to the stage steps.

RUSSELL
- get in the huddle.

Russell pulls William into the band's huddle.

SHOT LOOKING UP AT THEM

Their band ritual, psyching together, arms on each other's
shoulders in a circle. They sing a dew lines of the classic
"Train Kept A-Rollin'" (or "Go See Cal" from the Cal Worthington
ad) They all touch feet, and then break, heading for the stage.
Russell directs Penny to his side of the stage. The kid follows.
Plugging in, still in darkness, Russell hits a practice chord --
thwack. He steps on effects pedal. Applause. (Adlib onstage
private patter, between members, goading each other -- the stuff
no audience ever hears) Twenty feet away, Dick prepares to
address the crowd from the darkened stage. It is his favorite
moment of the evening, the highlight of his job.

DICK
From Troy, Michigan. Please welcome --
(importantly)
Stillwater.

Light hits the stage, and the band launches into their opening
song, "If You Say Nothing." Audience response is strong.
Shot lingers on the face of William as he soaks in the most
undeniably exciting moment of any concert, the first thirty
seconds.

Jeff the singer grabs the microphone and launches into some
vocal pyrotechnics. Russell looks over to Penny and William,
at stage right, grinning, pretending to trip on his cord, an
elegant show-off move of a musician who is now where he
belongs... before seriously stepping forward for the first
guitar lead of the night. The kid looks over to see Penny
watching Russell.

31 EXT. BACKSTAGE -- NIGHT -- LATER 31

Cases are shut and rolled toward the trucks. Stillwater heads
for their bus. Jeff the singer says goodbye to Estrella Starr,
like a sailor leaving port. Russell lingers behind, saying
goodbye to William, loading his own equipment. Black Sabbath
passes with entourage, heading to the stage.

RUSSELL
(privately)
So. You want to come up to L.A., we'll
be at the "Riot House" all week.

WILLIAM
"The Riot House?"

RUSSELL
The Continental Hyatt House! It's on
Sunset Strip.

WILLIAM
(attempting cool)
Right. Right.

All the while, just over the kid's shoulder, Russell scans the
backstage crowd of hangers-on. Looking perhaps for Penny Lane.

DICK
Let's blow this burg!

RUSSELL
(exiting)
Well tell your friend Miss Penny Lane
to Call Me. Tell her "It ain't
California without her. We want her
around like last summer." Say it
like that.

WILLIAM
Got it.

RUSSELL
(returns, whispers)
Oh, I'm under the name - Harry Houdini.

JEFF
(exiting, to William)
The Enemy!! Yeah!! Come to L.A.,
we'll take some more.

Russell joins Jeff, exiting and laughing. A good show is still
in the air.

WILLIAM
Later Jeff! See you, Dick. Larry.
Ed.
(and now the roadies)
Mick, Gregg, Red Dog, Scully, Frosty,
Estrella, The Wheel!

ROADIES DICK
Laterrrr! We'll see you down the
line.

William is deliriously happy, hands upraised. He turns to see
Penny.

WILLIAM
PENNY!

PENNY
(calming him)
Hey. Hey. Be cool.

WILLIAM
You just missed Russell! He says he's
at the "Riot House" all week and to call
him. He's under the name Harry Houdini.
Do you know about the "Riot House?"

PENNY LANE
I think I've heard of it.

WILLIAM
He had a message for you! He said,
"It's not California without you. We
want you around like last summer."
(consults notebook)
Actually he said "ain't." "It ain't
California - "

PENNY LANE
I get the gist.

WILLIAM
How well do you guys know each other?

She smiles privately.

WILLIAM (cont'd)
I got it. No problem. Long story.
Alright! I gotta go.

Elsewhere in the arena, Black Sabbath is performing "Sweet
Leaf." The kid could care less. He has bonded with Stillwater.
He heads for the door. Penny walks with him. He's loving it.
They pass a still-scowling Scotty, flashing passes, as they
exit out into the ramp area.

32 EXT. SPORTS ARENA -- NIGHT 32

Penny takes out an eyeliner pencil, writes her number on the
back of his green notebook.

PENNY LANE
Call me if you need a rescue. We live
in the same city.

WILLIAM
I think I live in a different world.

They stand in the night air. The parking lot is largely silent
now, save for the thudding bass sounds of Black Sabbath. In
the distance, we hear Elaine's insistent whistle.

PENNY
Speaking of the world. I've made a
decision.
(a very serious secret)
I'm going to live in Morocco for one
year. I need a new crowd.

He nods. He is a rapt audience for this flashy girl.

PENNY (cont'd)
Do you want to come?

WILLIAM
Yes.

In the distance, we hear the family whistle growing louder.

PENNY
It's a plan. You've got to call me.

WILLIAM
Okay.

PENNY
It's all happening.

WILLIAM
It's all happening.

He nods cooly. He waits until she turns, and the sprints
through the parking lot, to the distant family whistle.

FADE OUT:

FADE IN:

33 ON TAPE RECORDER 33

William's fingers work the clunky keys, pressing rewind. We
hear a snippet of the intense and lively Stillwater interview,
full of overlapping and barely discernible voices.
Meticulously, he untangles the voices, especially Russell's,
as he transcribes.

INT. WILLIAM'S BEDROOM - DAY

The work of a journalist, as William sits at his Smith-Corona
Galaxis. There is a knock at the window, and William scoots
back in his chair to see a familiar face. It is Darryl, his
sister's old boyfriend. William opens the window.

WILLIAM
Hey Darryl.

DARRYL
Hey.

Darryl climbs in the window, looks around the room that was
once the site of his previous glory.

DARRYL (cont'd)
So she's a stewardess now.

WILLIAM
Yeah. She and Mom are still sorta...
I'd say "not speaking," but I don't
know if they ever did.

DARRYL
Your sister. A stewardess.
(nods to himself)
The things your sister and I did inside
these four walls...

WILLIAM
That's okay. I don't want to know.
It's my room now.

DARRYL
We flew the friendly skies -

WILLIAM
Okay -

DARRYL
I don't want to put you in the middle
of anything. We don't have to talk
about it.

WILLIAM
No.

DARRYL
You seem cooler.

WILLIAM
Yeah. I'm thinking about going to
Morocco.

DARRYL
Lemme know if you need a little help
with your Mom.

WILLIAM
A little might not be enough.

DARRYL
She still freaks me out.

WILLIAM
(nods, an old issue)
Yeah -

DARRYL
She's famous.

WILLIAM
Listen -

DARRYL
Go ahead and do what you were doing.
I just wanna hang in here for a moment.

WILLIAM
Cool. Alright.

William nods and continues his work, self-consciously, as Darryl
sits on his bed and soaks in the memories of the room. A long
moment passes. Darryl pats his thighs, and rises.

DARRYL
Okay, man.

WILLIAM
Okay, man.

34 INT. LIVING ROOM -- EVENING 34

William slips on corduroy jacket, over a tie-dyed shirt. Well,
it's definitely a look. Mom appears more nervous than her
son.

ELAINE
I worry about the drunk drivers.

WILLIAM
Mom. I'm 15.
(beat, vague panic)
Right?

ELAINE
Yes, you're 15. "And here's that money
I owed you."

She reaches in a small box near the door, gives him twenty
bucks. It's their routine.

ELAINE (cont'd)
Your dad's favorite joke. I don't do
it as well.

WILLIAM
I thought it was pretty good.

ELAINE
Keep the small bills on the outside.
And call me if anyone gets drunk.

WILLIAM
I will call you if anyone
anywhere gets drunk.

ELAINE
Good.

WILLIAM
(anticipating her, like a
parent)
And don't take drugs.

ELAINE
(stoic)
Ha ha. Very funny. See -- sense of
humor. Have fun at the dance. I'm
glad you're making friends.

They move to the door, and he steadies her, as if to remind
her she's not going. He opens the door. She's a wreck, and
she knows it.

WILLIAM
Mom?

ELAINE
Yeah -

WILLIAM
(loving but firm, as if to
a dog.)
Stay.

ELAINE
Oh... okay.

WILLIAM
I-love-you-bye.

He opens the door. Neil Young. "Sugar Mountain." Watching
him leave is always a killer. She's not getting any better at
it either. She folds her arms tightly across her chest.

35 EXT. WILLIAM'S HOUSE -- NIGHT 35

Penny waist by her car, down the hill, sporting a different
more elegant look. She cups her hands and yells up to him.
He hikes down the hill, squishing down the water plants, almost
falling, the first time we've seen him happy in his own skin.

36 EXT. SUNSET BOULEVARD -- LATER NIGHT 36

Miss Penny Lane's yellow Vega makes the big swing onto Sunset
Boulevard. She sings along to the obscure words of Led
Zeppelin's "Dancing Days." William takes it all in from the
passenger seat. Huge billboards advertise not cigarettes or
beer, but albums. It's a wondrous piece of geography for any
rock fan. Shot moves in as William, watches, takes it all in.
He moves his head outside the window to see fully. Her
windshield is cracked along the side.

PENNY LANE
The Continental Hyatt House. Also known
as The Riot House.
(does tour guide voice)
Every band stays here, all the ones
that matter. The Who. Zeppelin.
Alice. Bowie. English bands. American
bands. We all know each other. Twenty-
four hour room service. Like us, they
were outsiders. They were so outside,
they're inside, and insiders never
even knew it, because they're outsiders
and they are inside a place outsiders
will never be. And why are we even
talking about it? If you're really an
insider, you're never gonna say it.
You know what I mean?

WILLIAM
(beat, working it out)
Yeah. Yes.

She makes a swift turn into a secret parking spot near the
hotel.

PENNY
And we're not gonna hang out with
Russell. You can, but not me.

WILLIAM
What is it with you and Russell?

37 EXT. SUNSET BOULEVARD -- NIGHT 37

Neil Young and Crazy Horse's "Cinnamon Girl" ricochets across
the Strip. It's blasting from cars tuned into KMET. Penny
now wears her green faux-fur trimmed coat. She grabs William's
hand, steadying her hat at the same time. They dart across
the busy street. She stumbles a little on her platforms. He
steadies his taller date. They are a good team as they pass
one of several humming tour busses parked out front.

38 INT. HYATT HOUSE LOBBY -- NIGHT 38

Penny blasts into the Continental Hyatt House, William on her
arm. The lobby of this bastion of seventies rock is more alive
than most clubs. It's a swirling mass of Roadies carrying
Halliburton briefcases plastered with tour stickers, mingling
Rockers, and more than a few Groupies with lower-ambitions and
taller-platforms than Penny Lane. The feeling is communal,
illicit, intoxicating. The secret community of rock. Penny
attracts a hailstorm of friends and comrades.

PENNY LANE
It's all happening.
(grabbing him like a shield)
And I'm about to use you as protection.

ROADIE # 1
Penny Lane!!

PENNY LANE
(aside)
These guys are with Alice Cooper. I'm
going to pretend I don't know them.

ENGLISH ROADIE # 2
Penny!! Does Alice know you're here?

PENNY LANE
I'm just showing my very dear, very
wonderful friend around. He's a very
important writer - he knows Lester
Bangs.
(English accent)
I'm responsible for his moral conduct
while he's abroad.

ROADIE # 3
(arriving, mock drama)
Penny Lane!! God's gift to rock and
roll!!

PENNY LANE
I'm retired.
(uses English accent)
And don't argue with me!

ROADIE # 3
Again?

PENNY LANE
(moving, English accent)
Have we met?

Effortlessly touching an arm here and there, charming all -
she had four men suddenly circling her.

PENNY LANE (cont'd)
I've made a decision. I'm going to go
traveling in India. Then I'm going to
learn how to play the violin. Then
I'm going to go to college for one
year.

William looks at her, perplexed and a little hurt. What about
Morocco?

ROADIE # 2
(exiting, not buying it)
There's nothing they could teach you
in college, darling.
(whispers)
Call Alice. He's under the name Bob
Hope.

ROADIE # 1
I heard you were with Russell from
Stillwater.

PENNY
Please. I throw the little ones back.

Lusty laughs circle William. Overlapping this dialogue is the
appearance of our friend Polexia.

POLEXIA
(in tears, in pieces,
emotional)
Ian Hunter is a fucking asshole!

WILLIAM
Polexia!

POLEXIA
Opie!!!

She hugs him like a long-lost friend, knocking the air out of
him. And now overlapping this action, appears Superfan RIC
NUNEZ, 14. His eyes are forever moist, but he's oddly formal
and never feels worthy of the rockers he idolizes. Tonight he
wears a custom homemade t-shirt with iron-on block letters.
It features the four Led Zeppelin symbols and the words: "TO
BE A ROCK AND NOT TO ROLL." A felt-tip pen is still in his
quivering hand. Nunez walks with them, backpedaling as he says:

RIC
It's all happening. I just saw them
on the seventh floor! Mr. Jimmy Page...
Mr. John Paul Jones...
(displays squiggle on shirt)
Mr. Robert Plant signed my shirt in
the elevator!! Five minutes ago, he
touched this pen. Please don't smear
it. And Bonzo's gotta new motorcycle
in the hotel!

PENNY
Ric is a Zeppelin fan.

WILLIAM
Yeah, I picked that up.

PENNY
He tours with them, but not "with"
them.

RIC
They're on the 12th floor, but there's
guards there! So you gotta go to the
tenth floor and go up the back steps.

PENNY LANE
This is my very dear, very close, very
wonderful friend William Miller, he is
very close with Lester Bangs.

RIC
It's all happening!! See you in
Cleveland!

Ric rushes back to the elevators.

PENNY LANE
I'm retired! Doesn't anybody believe
me!?

39 INT. HYATT HOUSE LOBBY PHONE -- NIGHT -- MINUTES LATER 39

Penny nearby as William picks up the house phone. He shouts
over the din.

WILLIAM
Harry Houdini, please.

As he waits, he discreetly pockets the matches, hotel pad and
pencil next to the housephone.

40 INT. HALLWAY/RUSSELL'S HOTEL ROOM -- NIGHT 40

William, Polexia and an ambivalent Penny walk the hallway,
looking for the room. William looks in the passing open doors,
each one a different window into another world.

PENNY LANE
Okay. Time to put on the lampshade.

Up ahead, the door to their smallish hotel room is open.
Inside, a band party in full swing. A clunky early-model boom
box segues from James Brown's "Make It Funky" to Led Zeppelin's
"Gallows Pole." Russell Hammond is the center of this party,
jabbing out the chords, playing along on guitar. Much singing
echoes all around. It's a hotel-room Hootenanny, and all
members of the band are present. Penny Lane takes a breath
and enters, with arms extended and pointing in opposite
directions. She does a flawless stewardess imitation, with
proper hand gestures, to a loud party ovation.

PENNY LANE (cont'd)
"Ladies and Gentlemen. Please
extinguish all smoking materials and
notice that the captain has turned on
The No Smoking sign. Your seat and
tray tables should be locked in their
full and upright positions."

RUSSELL/OTHERS
PENNY!! PENNY LANE!!

She is instantly and overwhelmingly, the life of this party.
Russell joins William.

RUSSELL
(impressed to see him)
Alright.

WILLIAM
(happy to be there)
Alright.

Russell places a beer in William's hands, and exits.

PENNY LANE
(continuing)
"In the unlikely event of a water
landing, the seat below you will serve
as a -"
(give up)
Oh, the hell with it.

They all applaud her, laughing. William watches her with
wonder, as she turns his way and winks. Jeff approaches the
alluring Polexia, and goes to get her a beer. Meanwhile,
Polexia sidles up to William. She sees him watching Penny at
the other side of the room.

POLEXIA
(privately)
Act One, in which she pretends she
doesn't care about him.

POV shot travels to Russell, strumming the guitar that is always
a part of his body. Russell is watching Penny Lane
surreptitiously.

POLEXIA (cont'd)
Act Two, in which he pretends he doesn't
care... and goes right for her.

Russell moves towards Penny.

POLEXIA (cont'd)
Act Three, in which it all plays out
the way she planned it. She'll eat
him alive.

WILLIAM
(worried)
We've got to stop them.

POLEXIA
Stop them? You were her excuse for
coming here.

ON PENNY

PENNY
I need ice!

Penny disappears out the door, across the hallway. Russell
follows a moment later. The kid's eyebrows rise. Polexia
regards the kid with affection, adjusting his collar and peeling
a hair off his jacket.

POLEXIA
I just worry about people using her.
You know? 'Cause she brings out the
good side in everybody else, but what
do they do for her? Life kills me.
Do you have any pot?

WILLIAM
Not on me.

POLEXIA
Do you smoke?

WILLIAM
No.
(attempting to fit in)
But I... I grow it. I grow it.

Polexia looks at the kid, laughing at his poor job of lying.

POLEXIA
You're funny. You know, if you were
only taller, English, rich, a guitar-
player and older...

WILLIAM
I'd be someone else.

POLEXIA
Yeah. Good point.

Jeff appears with her beer, and she whispers in the kid's ear
before she exits with Jeff Bebe.

POLEXIA (cont'd)
Bless me father for I may sin tonight.

The kid watches, as the boom box plays an obscure favorite of
Russell's, Eddie Giles' "Losin' Boy." There is the sound of a
motorcycle somewhere down the hallway.

41 INT. ICE ROOM -- NIGHT 41

The ice machine makes new cubes with a grinding noise. Penny
puts ice in her glass. Behind her, Russell moves into frame,
hands delicately riding the sides of her body. A motorcycle
roars by, just outside the door, as Penny moves away from
Russell's exploring hands.

PENNY
(with real indignation)
How does it end?

RUSSELL
What?

PENNY
You know - the story about the girl
who dumps the guy who has an ex-ex
wife -- the one we don't talk about --
and gets a hundred... okay, five letters
from him, and then doesn't even leave
a pass in San Diego. Wake up! I'm
retired and I never believed you anyway.
You're too talented and too good-looking
to be trusted and everybody knows it.

RUSSELL
(smiling, loves it)
You're retired like Frank Sinatra is
retired.

She makes a scoffing noise. He moves to the ice machine, with
a glass of his own.

RUSSELL (cont'd)
Miss Penny Lane. Let me tell you what
rock and Roll will miss the day you
truly retire.

He tosses cubes in his glass, one by one. After the first cube:

RUSSELL (cont'd)
The way you turn a hotel room into a
home.
(cube)
The way you pick up strays wherever
you go. Like Pied Piper.
(cube)
The way you know the words to every
song. Every song. Especially the bad
ones. Mostly the bad ones.
(cube)
That green coat in the middle of summer.
(cube)
The real name you won't reveal.
(cube)
And. I'd keep going, but my glass if
full.

PENNY
(quietly)
Damn.

He kisses her powerfully, hands at his sides. She fights to
keep her hands off him. Bonham's motorcycle rips by, just
outside the door.

RUSSELL
Come to Arizona.

PENNY
Never.

RUSSELL
We leave Thursday morning. 9 AM. And
pack light this time. Jesus.

They kiss. The motorcycle speeds by again, just outside.

42 INT. HALLWAY -- NIGHT 42

The hallways are crowded, as William looks at the closed door
of the ice room. He leans against the wall, alone now. Trying
to look like he belongs. Behind him, most of the band has
disappeared into other rooms, leaving only hangers-on in their
places.

43 INT. ROLLING STONE MAGAZINE -- DAY 43

Music. We pan across cubicles bustling with laid-back fervor.
These are the San Francisco-based main offices of Rolling Stone
Magazine. We have arrived for the waning days that this
magazine could still be called, with a straight-face, an
"underground" publication. Their mounting success crowds the
edges of every frame. Camera catches the Annie Leibowitz
portraits that hang on the walls -- Lennon, Jagger, Rod Stewart,
James Taylor.

We find editor BEN FONG-TORRES, 29, in his cramped cubicle.
Sitting nearby is curly-haired and mustachioed Star Staff
writer, DAVID FELTON, 32, who smokes his cigarettes with a long
holder. Felton reads one of William's articles, chuckling.

BEN FONG-TORRES
William Miller?

INTERCUT:

INT. WILLIAM'S BEDROOM -- DAY

William is on the phone in his own small room.

WILLIAM
This is he.

BEN
Crazy. William, this is Ben Fong-
Torres. I'm the music editor at Rolling
Stone Magazine. We've got a copy of
your stories from the San Diego Door.
This is the same William Miller?

William instantly, nervously alters his voice to sound older.

WILLIAM
Yes it is.

BEN
(rifling through tearsheets)
Voice of God, howling dogs, the spirit
of rock And roll... this is good solid
stuff.

WILLIAM
(immediately, suddenly
deeper)
Thanks... thanks.

BEN
You should be writing for us. Any
ideas?

WILLIAM
(voice now to deep)
How about Stillwater?

BEN
Crazy. New album... their third...
starting to do something.

Ben shuffles through papers, looking for a tour itinerary on
his promotional-material laden-desk, automatically plotting
the piece aloud.

BEN (cont'd)
(pleasant, terse)
Stillwater. Hard-working band makes
good. Get 'em to respond to the critics
who dismissed the first two albums as
workmanlike. Guitarist is the clear star
of the band. Crazy. Let's do three-
thousand words. You'll catch up to them
on the road. We'll set up billing --
don't let the band pay for anything.

WILLIAM
(affecting casualness)
Sounds good.

BEN
We can only pay -- lemme see, three-
thousand words -- seven hundred dollars.

The kid's eyes widen.

BEN (cont'd)
Alright, a grand. What's your
background? You a journalism major?

WILLIAM
(deeply)
Yes.

BEN
What college --

INT. ELAINE'S HOUSE -- CONTINUOUS

Elaine now gets on the extension.

ELAINE
Honey, I need you to do that thing
that fixes the garbage disposal --

She hangs up.

INT. WILLIAM'S BEDROOM -- CONTINUOUS

The kid is paralyzed.

BEN
Well, I know how my lady gets when I
don't Snap to it -

WILLIAM
Crazy.

BEN
Crazy! I'll let you go. Call me at
the San Francisco office tomorrow.

44 INT. LESTER BANGS HOME -- LATE NIGHT 44

The great Lester Bangs stands in the promotional album-clogged
bedroom of his Birmingham, Michigan, home/office at Creem
Magazine. There is nothing in frame that does not deal with
music. In the background, a scratchy and chaotic Coltrane
record.

LESTER BANGS
Beware Rolling Stone Magazine. They
will change your story, they'll re-
write it and turn it into swill.
Beware!!

WILLIAM
But besides that, what would be wrong
with it?

LESTER BANGS
(laughs, entertained)
You have starry eyes, my friend.
(beat)
Look. Do the story. It's a good break
for ya. But remember this --

The kid listens intently, and makes notes.

LESTER BANGS (cont'd)
... don't do it to make friends with
people who are trying to use you to
further the big business desire to
glorify worthless rock stars like
Stillwater. And don't let those swill
merchants re-write you.

WILLIAM
(still copying)
... swill merchants...

LESTER BANGS
Now. What are you listening to?

45 EXT. TEACHER'S LOUNGE -- DAY 45

William knocks on the teacher's lounge door. A Teacher answers,
protective of their sanctuary.

WILLIAM
(urgently)
I need to talk to Mrs. Deegan, from
Journalism.

Mrs. Deegan appears in the doorway.

46 EXT. WILLIAM'S HOME -- LATE AFTERNOON 46

The sun is still shining. It's late afternoon, as Elaine Miller
exits her car and arrives home. She sees a few extra cars in
the driveway, is immediately suspicious.

47 INT. LIVING ROOM -- LATE AFTERNOON 47

Elaine arrives to find William, Mrs. Deegan and Darryl awaiting
her in the living room. It's a 1973-style intervention. They
wear sunny, compassionate smiles.

ELAINE
Whatever it is, the answer is no.

MRS. DEEGAN
Elaine, we need to talk to you.
Nothing is wrong. I am a teacher.
You're a teacher. We speak the same
language.

Mom sits down. She is fully engaged and worried, her natural
state.

MRS. DEEGAN (cont'd)
Now I'm not a jump-up-and-down person,
but something wondrous has happened to
William. And you have every reason to
be happy...
(knows her)
... and calm.

Carefully gauging Elaine's face, the teacher continues.

MRS. DEEGAN (cont'd)
William has been gifted with a shining
opportunity in the world of journalism.
Through a love of music, and at an
oddly-young age, he has received a major
assignment from a national publication
called Rolling Stone Magazine.

Mrs. Deegan produces a copy, and places it on Elaine's lap.
It sits there like the plague.

MRS. DEEGAN (cont'd)
Now you are rather famously not a fan
of rock music, but such are the ironies
of life, that happens to be the very
topic of William's assignment -
(cheerfully)
- rock music. A band.

ELAINE
(warily, to Darryl)
Honey, what are you doing here?

DARRYL
Moral support.

Mom looks evenly at her son, seated opposite her in this small
living room.

ELAINE
What's involved?

MRS. DEEGAN
Well. It's a great opportunity. He'll
be well-paid, and published nationally --
(quickly)
-- and he'll go on tour with a rock
band for four days. No small planes...
he travels on a bus.

ELAINE
Is it time for me to say something?

MRS. DEEGAN
Sure.

ELAINE
No.

MRS. DEEGAN
And in anticipation of that response -

ELAINE
No.

MRS. DEEGAN
-- William has prepared --

ELAINE
(rueful)
"Lo, that which I have feared has come
upon me."

WILLIAM
(lightening fast)
"He who jealously guards his fears,
quietly yearns to bring them about!"

Mrs. Deegan admires their high-strung intellectual parrying,
makes an impressed noise.

ELAINE
(with compassion)
No. I have raised him to be an honor
student, which he is. We have agreed
on all our goals. We raised him to be
a lawyer, we moved here to be near the
finest law school in the West. Plus,
he has finals coming up, and in one
week he graduates with all his friends
-

DARRYL
He's got no friends!!

WILLIAM
Darryl. Please.

Nearby, having anticipated all of the above, William nods to
Mrs. Deegan, and stands.

MRS. DEEGAN
Elaine, may I present to you... your
own son.

William takes a lawyerly stroll, turns to face his mom.

WILLIAM
Lady of the Jury.
(beat)
I wish to disprove the prevailing false
belief that rock music is based on drugs
and sex. True, perhaps at one time...
but rock music is different now. It is
now performed by hard-working
intellectuals, with... with blazing
intellectual pursuits, and I am going to
play for you a piece of music designed
to show you that my thesis is correct.

ELAINE
This is going to be hell.

Across the room, Darryl takes his position near the stereo.

WILLIAM
The song is based on the literature of
Tolkien... and it's mystical attempt
to elevate humanity has been successful
throughout the world... this song
will change your life.

Mom stifles a cough. William nods to Darryl, who reverentially
drops the needle with a thud. Mom is trapped, as we listen to
silent static... and then... the opening notes of Led Zeppelin's
"Stairway to Heaven." William gives his Mother the album
cover's inner-sleeve with lyrics.

WILLIAM (cont'd)
We ask you only to listen.

Camera passes across their serious and expectant faces. The
intro in not short. We listen, just watching their faces, as
Elaine becomes increasingly impatient.

ELAINE WILLIAM
When is it going to start - Soon.

Immediately, overlapping, the vocal begins. ("There's a lady
who's sure all that glitters is gold.")

DISSOLVE TO:

48 SUN MOVING SLOWLY ACROSS THE SKY 48

Sprinklers click across the lawns. ("... and it makes me
wonder... ")

49 INT. LIVING ROOM -- AFTERNOON 49

Mom adjust herself in the chair, listens politely, checks her
watch. She looks at William.

50 EXT. HOME - AFTERNOON 50

Sprinklers continue. ("If there's a bustle in your hedgerow...
")

51 INT. LIVING ROOM -- AFTERNOON 51

Mom listens fitfully. The song continues.

DISSOLVE TO:

52 EXT. HOUSE -- STILL LATER AFTERNOON 52

Sprinklers shut off. Music is now blasting. ("To be a rock,
and not to roll... ")

53 INT. LIVING ROOM - LATER AFTERNOON 53

Mom's face remains stoic to the bitter end. ("... and she's
buying the Stairway to Heaven.") The song ends. Silence.
All look to Elaine. They wait on her response. We hear the
turntable arm return to its cradle.

ELAINE
What am I supposed to say? You say
it's Tolkien, fine. They sound like
nice kids. Is it meant to elevate
humanity? "Sure, let's elevate
humanity. After we sell you drugs and
sex." All I have is my honesty. That's
what I believe, and that's what I know.
(flipping through magazine)
Oh. Here's a nice ad.

She holds up the magazine. And ad reads, in large bold type:
BUY THIS FUCKING ALBUM.

ELAINE (cont'd)
You've clearly ganged up on me, and I
still say no. No no no no no no no.

She shuts her eyes, and blurts out something against her better
judgement.

ELAINE (cont'd)
NO MORE THAN FOUR DAYS AND I WANT A
PHONE NUMBER FOR WHERE YOU ARE EVERY
MINUTE AND I WANT YOU TO CALL ME TWICE
A DAY AND YOU'D BETTER NOT MISS ONE
TEST - AND NO DRUGS.

William nods gratefully, and exits frame. Hold on the empty
chair, as drums herald the beginning of the Allman Brothers
Band's "Trouble No More" from Live at Fillmore East.

SHOT MOVES IN ON ELAINE

who feels a very particular kind of loneliness. It's the
loneliness she got married, and then raised a family, to escape.

54 INT. STILLWATER TOUR BUS -- DAY 54

An empty Heineken beer bottle rolls up and down the aisle,
taking us to William. William picks up the bottle and places
it in the seat back pocket in front of him. He has joined the
circus, and the feeling of being here is a lot more lonely and
forbidding than he expected. The bus struggles to make it up
the hill, back rows shuddering loudly, as music continues.

DICK
C'mon, Doris! Darling Bus. You can
make it!

55 EXT. NEVADA DESERT HIGHWAY -- DAY 55

The Stillwater Tour Bus rumbles down the desert highway. The
destination banner reads - ALMOST FAMOUS -- TOUR 73. Music
continues.

56 INT. BUS - DAY 56

William strains for a look at Russell five rows up. He plays
slide guitar, working out a part. Next to Russell is Penny
Lane. Penny raises an early-model Polaroid camera and - flash
- takes a picture of a nearby sleeping Jeff Bebe.

PENNY
Gotcha.

Jeff grumbles from the depths of a hangover. Penny stuffs the
shot in her pocket. William watches, his private heart pounds.
Polexia appears and sits next to him, noticing his shyness.

POLEXIA
Do you have any pot?

WILLIAM
No. I'm a journalist.

POLEXIA
Well, go do your job then. You're on
the road, man. It's all happening! Get
in there. Go talk to 'em!

Challenged, William rises and approaches Russell. He fixes
the charismatic guitarist in his sights. Shot takes him down
the aisle to the jamming star guitarist. He crouches in the
aisle and talks to Russell who immediately seems moody. His
mood is in the air.

WILLIAM
(very professional)
Russell. Do you think we might be
able to find some time to talk when we
get to Phoenix? I want to interview
everyone separately... and I felt we'd
start with you and me.

Nearby, Jeff now listens in, feeling immediately jealous.

RUSSELL
Absolutely.

Russell turns away. The kid squats uncomfortably in the aisle,
babbling on.

WILLIAM
Because I've got a thing in a couple
days.

RUSSELL
What.

WILLIAM
(self-conscious)
It's a... thing where... uhm... you go
there to graduate. School.

RUSSELL
(sharply)
I never graduated. And look what
happened. You're here interviewing me.

Good point. Laughs from everybody listening nearby. It's a
good line. William makes a quick jot in his notebook.

RUSSELL (cont'd)
No no no. Don't put that in Rolling
Stone. My bio says I graduated. We'll
come up with something better later.
Just enjoy the ride.

Russell eyes the notebook suspiciously before turning away.
Penny notices William's discomfort, laughing warmly, all while
grabbing a Coke and giving one to nearby bassist Larry.

LARRY
How did you know I was thirsty?

He didn't even realize he was thirsty, but he is. He nods
thanks to Penny, the perfect road companion for all. And then
Penny gives the other Coke, her Coke, to William. He accepts
it too, and starts back to his seat. He's been blown off, and
he knows it, but before he exits Penny grabs his arm and
whispers in his ear:

PENNY
I may need to stay in your room tonight.
Russell's in a bad mood. He's very
Bob Dylan in Don't Look Back today.
He's trying to write.

William nods cooly -- they are comrades -- and returns to his
seat. A large joint passes in front of him, across him, to
Polexia, as everyone cheers Doris the Bus rumbling up another
hill.

POLEXIA
(inhaling deeply)
Want some?

WILLIAM
No thanks.

A wall of pot smoke is exhaled, right into his face. It
surrounds him like a cloud. The bus shudders, as Russell
continues playing slide up ahead.

57 INT. WILLIAM'S LIVING ROOM - NIGHT 57

Elaine sits in her living room, filled with her books. Large
Department store photos of her children on the wall. She feels
her own loneliness, and his too, as she dials a phone number.

ELAINE
Has William Miller arrived yet? He
hasn't. Could you give him a message
as soon as you see him? -

58 INT. BUS -- NIGHT 58

Several hours later on this ride. Outside, night and desert.
Inside, a few cigarettes, a joint of two glow in the darkness
of the bus. The end of the Led Zeppelin classic "Whole Lotta
Love" plays from the bus stereo, full blast. Everybody is
free and anonymous in the dark. They sing at full-volume.
William looks out the window in wonder.

ZEPPELIN/ALL
"Way down inside... (woman)
woman... you need... "

The ten-ton guitar chord of Jimmy Page.

ZEPPELIN/ALL (cont'd)
"Loooooooooooooooooooooooovvve... "

John Bonham's drums thunder through the bus, everybody still
singing as they dip down into the city ahead, Phoenix. William
watches the living documentary around him. He writes furiously
in the green notebook, scribbling in the dark, trying to steady
his writing on the bumpy bus. Behind him, someone is beating
along to the song on his seat. He never want to leave this world.

59 INT. ARIZONA RAMADA INN LOBBY -- NIGHT 59

All enter the lobby like warriors, in a pack. The hotel chairs
are spotted with curious hangers-on, decked out and lounging.
Dick is already stationed, as always, at the front desk. The
sad state of hotel service grates on a road dog like Dick. He
is forever teaching others their jobs.

DICK
Jeff, Tony... Keys... keys... keys...
room list...
(re: luggage, to hotel
bellman)
If it doesn't have a number on it, it
ain't ours!

He gives key and a stack of messages to Russell, and turns to
William who he makes feel more important. Penny is nearby with
her suitcase and tackle box purse. William watches Russell's
guitars whisked away - they are luggage-numbered 1, 3, and 4.

DICK (cont'd)
The Enemy! Here you go, here's the key to
your palatial suite, room list, plus let me
give you a luggage tag. You're Number 42.

CLERK
Is this Mr. Miller? You have a message
from Elaine.

WILLIAM
Thanks.

CLERK
(confidentially)
She's a handful.

WILLIAM
I know.

William cooly takes the folded message, doesn't look at it,
and tries to pretend this embarrassing moment didn't happen.
Jeff exchanges a look with Russell. Nearby, the walking
commotion arrives, clacking through the lobby. It's Sapphire.
Last night's clothes are now today's. She holds a travel case,
and hanger with some odd blouses.

SAPPHIRE
Finally, you're here!! They kicked me
out of my room! Fuck Ozzy!

She hugs Penny Lane. Estrella appears, happy to have help
with Sapphire.

ON RUSSELL

who approaches William.

RUSSELL
Come by in a few minutes. We'll do
the interview.

The kid exits and goes to join Penny, who is still comforting
Sapphire. Russell looks through his messages. The guitar,
now in a case, never leaves his hand. Jeff Bebe approaches,
regarding William standing with Penny and the girls. Intrigue
is swirling in the lobby.

JEFF
I'm worried, man.

RUSSELL
Naw, we can trust him. He's a fan.

JEFF
But it's Rolling Stone. He looks
harmless, but he does represent the
magazine that trashed Eric Clapton,
broke up Cream, ripped Led Zeppelin,
and wrote that lame story about the
Allman Brothers Band that bummed Duane
out before he died. Don't forget the
Rules. This little shit is the Enemy.
He writes what he sees.
(beat)
But it would be cool to be on the cover.

RUSSELL
Leave it to me. We'll get a good story.

JEFF
Plus our girlfriends read this magazine
and -
(looking at Band-aids)
-- you know.

RUSSELL
You made your point. I'll take to
him.

ON WILLIAM BY ELEVATOR

Penny speaks confidentially to him. If she is slightly bossy,
it is only because she's good at logistics, emotional and
otherwise.

PENNY
Can Sapphire stay in your room tonight?
She had a big fight with Ozzy, and
Polexia's not working out with Jeff
Bebe.
(to Sapphire and Polexia)
You just have to remember... these
guys are jealous, insecure, talented,
egocentric, and manipulative geniuses...
they're lead-singers. They can say
"I love you" to 20,000 people... but
any fewer is a real problem.
(girls nod, comforted, she
continues to the kid)
Jeff Bebe has so much jealousy over
Russell that he can't express. Plus,
he never slept last night. You keep
Sapphire and I'll stay with Russell.

William covers his disappointment over losing Penny as a
roommate. Cooly:

WILLIAM
Sure. I'll take her.

POLEXIA
Me too?

WILLIAM
Sure.

Estrella arrives with travel bag, equally homeless, looking
hopeful.

WILLIAM (cont'd)
If there's room -

Penny squeezes him. He feels cool... but the girl he really
wanted to stay in his room now joins Russell, disappearing
into the elevator. He looks down at the message in his hand,
and opens it.

It reads: DON'T TAKE DRUGS! He snaps it closed quickly, before
anyone can see.

59A IN. RUSSELL's ROOM -- NIGHT 59A

Russell plays acoustic guitar, a notebook cradled on his lap.
Trying to write. It's coming slowly. Shot moves off him,
past a flickering television, onto Penny who silently and
intently watches Russell as if he's a rare and beautiful bird.
He looks over at her - she turns away quickly. He goes back
to work. Tries to catch her watching him again. She turns
away just in time.

60 INT. WILLIAM'S HOTEL ROOM -- NIGHT 60

Stillwater's "Fever Dog" plays from the t.v. radio. William
on the bed, a thick local phone book on his lap. His hotel
room. He watches self-consciously as the girls go about the
ritual of inhabiting a room on the road. Sapphire flutters a
paisley scarf over the room lamp. Polexia puts a towel along
the crack of the door, blows out the glowing embers on too-
many sticks of incense, and moves to the phone. Estrella has
joined them as well, complete with a bag full of shoes.
Instantly, we have atmosphere and not much room left in this,
the smallest room in the hotel. William thumbs through the
phone book with fascination.

WILLIAM
All these people.
(wondrous, off phone book)
And they all live in Phoenix.

POLEXIA
(on phone)
Hi Dad!! I can't talk long! I'm here in
Paris. I'm staying in another Youth Hostel
with no phone and no address for mail!!

WILLIAM
(still wondrous, from phone
book)
Alex. Lowbatz.

SAPPHIRE
(emerging from bathroom)
I was the one who told him what to
tattoo on his fingers, I was the one
who made his shirts... I was there
when his wife left him.

WILLIAM
Charles. C. Swoop.

POLEXIA
(on phone)
I CAN SEE THE EIFFELL TOWER. DO YOU
KNOW THERE ARE 578 STEPS TO THE TOP?

She's reading from a European tour book.

WILLIAM
Paul and Debbie Finger.

ESTRELLA
(looking out window)
Oh my God. Simon Kirke of Bad Company
is by the pool.

The girls mobilize by the window. William is increasingly
aware that he is an outsider in his own tiny room. He tries
to organize his stuff in the corner.

POLEXIA
I GOTTA GO! I'LL CALL FROM ROME!

ESTRELLA
Is anybody here as worried about Penny
and Russell as I am?

POLEXIA
(the perfect daughter)
AND HAPPY BIRTHDAY TO MAGGIE!!
I LOVE YOU!!

She winks at William, who looks away.

SAPPHIRE
(to Polexia and William)
Ooo, watch out - whoever you look at
when you say that - that's who you
really mean.

Polexia hands up and throws a pillow at Sapphire, the kid
watches these girls like a tennis match.

60A IN. PENNY AND RUSSELL'S ROOM - SAME TIME 60A

Russell puts down his guitar.

RUSSELL
You know. We should talk about what
we don't talk about.

PENNY
We don't have to.

RUSSELL
No, I - I went to Catholic school. I
believe in guilt and... you know, if
there's any to be had, I pretty much
want to roll around in it.

PENNY
I don't believe in attachments. No
boundaries. Just the music.

RUSSELL
I'm just saying, it's okay to talk
about it.

Penny stands and turns. She speaks the word.

PENNY
Leslie.

Russell nods. The name is out in the open.

PENNY (cont'd)
Leslie. Leslie. Leslie. Leslie.
Leslie. Leslie. Leslie. Leslie.

RUSSELL
(somehow satisfied)
Alright - now we're talking.

But she continues, saying the name in a multitude of different
ways, in different accents, and with different degrees of
indifference and passion and lust and play-acting and mock-
drama.

PUSH IN ON HIS FACE

As he listens and studies this ethereal creature for meaning.
Is she mocking him? In love with him? Taunting him? Seducing
him?

PENNY
Leslie. Leslie. Leslie. Lesssssslie.
Leslie. Leslie. Leslie. Leslie.
Leslie. Leslie. Leslie. Leslie.
LESlie. Leslie...

She continues saying it until it no longer has meaning. And
finally she sits next to him.

PENNY (cont'd)
(beat)
Now. Have I helped you get that off
your chest?

They kiss.

60B INT. WILLIAM'S HOTEL ROOM - SAME TIME 60B

The girls continue their settling-in process.

SAPPHIRE
Opie, can I order room service?

The nickname "Opie" re-opens a nagging wound. Polexia hangs
up, and begins to dial again.

WILLIAM
Okay. You guys. Wait. Put down the
phone, Polexia.
(she does, sadly)
First, this is my room...

SAPPHIRE
Come on, you're a fan like us. You're
on our side of the line.

WILLIAM
Second. I'm not Opie. Alright? Opie
is a little boy. I'm here to do a
job. I am a professional.

ESTRELLA
(flipping luggage tag)
Ooooooo, sorry, Mr. 42.

WILLIAM
Third!
(has their attention now)
... this phone is a big, big deal. In
a minute, I have to go interview
Russell. Do not answer this phone if it
rings. I have family members with
severe anxiety Problems. She will not
understand.

POLEXIA
(wounded)
But what if Ozzy calls Sapphire? And
I gave Jimmy Page this number.

ESTRELLA
Or a guy who looked like Jimmy Page.

William looks at their troubled faces, full of too much-longing
and too much make-up.

WILLIAM
Okay. I have a solution. Answer the
phone. But if anyone without an English
accent is on the phone...
(winging it)
Just hang up. Or say it's the wrong
room.

They nod. It's a good plan.

61 EXT. HALLWAY -- NIGHT 61

The hanging sign on the door reads: DO NOT DISTURB. William
knocks on Russell's door. A maid pushes up against him with
her cart, which now blocks the hallway.

WILLIAM
SHOULD I COME BY LATER?

A group of golf conventioneers are now trapped behind the maid
cart. They ease past William as he negotiates with Russell
through the door.

RUSSELL (O.S.)
YES, I'M IN TOO TRUTHFUL A MOOD!

WILLIAM
MAYBE THAT'S A GOOD THING!!

RUSSELL (O.S.)
I'LL SEE YOU AT THE RADIO INTERVIEW
LATER!! TEN-THIRTY IN THE LOBBY.

WILLIAM
OKAY!

RUSSELL
GO AWAY!

WILLIAM
OKAY!

We hear Penny's giggle. Then the door opens, and it's Penny
looking ravishing. In the background, Russell sits shirtless
at the table. He playfully pelts the kid with crumpled up
wads of hotel stationery.

PENNY
Don't worry. Some to the radio
interview.

WILLIAM
No, I'm fine. I'll just interview
Jeff Bebe some more.

RUSSELL
(as in "you're on of us")
GO AWAY!

She shuts the door quickly. It hurts a little. He picks up
the wadded pieces of paper, stuffs them in his pocket. He
leaves the door and helps himself to some soap and pencils and
matches from the nearby maid's cart. Then he returns to
Russell's door. He can't help but listen to the muffled sounds
of laughter, just for a moment, escalating. He flips the sign
over: HOUSEKEEPING PLEASE ENTER - CLEAN ROOM.

62 INT. OUTER RADIO STATION - NIGHT 62

Humble Pie. "Thirty Days in the Hole." Russell and band enter
the radio station, passing through the now-empty front office.
As always, Russell sets the tone. He's feeling good.
Stillwater takes over -- they feel mighty, like the Beetles,
as they climb across chairs, rearrange wall hangings and gold
records and head down the small hallway to the control room
interview. Rolling with the flow are William and Penny in her
green coat. He tries to distance himself from her -- still a
little stung by the earlier hallway rebuff -- but she will
have none of it. She privately shares every great passing
moment with him. He tries not to succumb to these charms.
It's hard. Music segues to Stillwater's own "Fever Dog."

63 INT. RADIO CONTROL ROOM - NIGHT 63

Stillwater's own record spins, and it sounds good to everyone
in this room. Russell takes a seat near the open mike. Jeff
Bebe is quick to take the other seat, arranging himself to be
just as close to the microphone as Russell. William watches
all as he sits at the dark back of this control booth.
Stillwater sits with late-night progressive disc-jockey QUINCE
ALLEN, 25.

Quince takes a long hit from a joint and does not pass it.
The entire Stillwater band is now collected in the studio and
ready for the interview. William can't avoid looking at Penny
Lane, who looks great tonight. She catches him, and he barely
looks away in time. Polexia, newly reconciled with Jeff,
notices. The very mellow disc-jockey eases up to the
microphone, as the finale of "Fever Dog" is just ending.

QUINCE ALLEN
The guitar of Russell Hammond. "Fever
Dog"... The band is Stillwater.
(beat)
Watch with your mind as they
materialize.

Band members gets closer to the microphone, preparing to speak.
Quince lowers his head, shutting his eyes and getting into the
music as the song plays out.

64 INT. HOTEL ROOM -- NIGHT 64

The phone rings. Estrella answers.

ESTRELLA
William's room.

INT. ROLLING STONE OFFICE -- NIGHT

Ben Fong-Torres is calling from Rolling Stone.

BEN
Can I please speak to him? This is
Ben Fong-Torres at Rolling Stone.

Estrella panics, hangs up quickly, as if the phone has just
caught fire.

ESTRELLA
I think I just messed up!

65 INT. RADIO STATION -- NIGHT -- SAME TIME 65

Quince raises his head and continues on-the-air. The same
song is still ending.

QUINCE
Look at the dogs, wearing the funny
hats. Juggling just for you. Freaks
and family...

Penny shoots William a look. Do you believe this guy?

QUINCE (cont'd)
It's Quince, with Stillwater. Here.
Live. It's the Night Circus.

The band scoots closer to the microphone, ready to talk. Quince
continues, looking meaningfully at the band. They are
waiting... eager for a chance to speak.

QUINCE (cont'd)
Every minute a baby is born somewhere..
Life. Death. Hermetically sealed
bags of human emotion. Bags of love...
bags of kindness?
(suddenly, turns)
How'd you get together?

As Jeff eagerly speaks, Quince lowers his head and listens...
feels... the words of his guests.

JEFF
Well... not to get into a "me" thing...
this is Jeff talking... but I did start
the band, some time, actually, ago.
This is back when we were the Jeff
Bebe band, and I placed an ad in a
magazine called Peaches looking for a
guitarist and Russell Hammond answered.

Quince nods, head bowed, swaying slowly.

QUINCE
(with deep understanding)
Peaches.

Jeff watches Quince's head lower. It's hard to know when to
talk with Quince. The depth of his mellowness is tough to get
in rhythm with.

JEFF
I think he was a gift from God,
actually. Nobody plays like Russell
Hammond.

RUSSELL
(sorta moved)
Well, shit. Thank you.

He instantly realizes he's slipped, on the air.

RUSSELL (cont'd)
Ooops. Better hit the delay button.

All eyes turn to Quince, whose head stays down, grooving to
some inner beat. He says nothing. The band looks at each
other. We become increasingly aware that Quince may now be
asleep. Long silence. William shares an amazed look with
Penny. Quince is definitely asleep. Russell leans forward
and continues talking quietly, with hilarious sincerity.

RUSSELL (cont'd)
Okay - we're talking now, right? Why
the fuck do you wait until and interview
in Arizona to say something nice about
me. Why don't you say it to my fucking
face sometime? Because I tell you
every time I think you nailed something.

JEFF
Everybody pays you compliments. It's
not my fucking job to kiss your fucking
ass all the time.

RUSSELL
Well then who's fucking job is it?
Because my ass is dying for a kiss.
And I know yours is too.

DICK
It's my fucking job. You're all
geniuses. And let me just add this
thought - smegma.

Penny covers her mouth as offers a look of absurdity to William.
He offers one back, as laughs are stifled throughout the room.
William shares a look. Quince is still deeply asleep, as the
usually quiet tony leans forward to speak.

TONY
Feces.

He cracks himself up, silently. Quince snaps awake, fully in-
stride.

QUINCE
The dong is called "Love Thing." Your
mind is Starting to take effect.
They're all here to see you swallow
fire. You scream soundlessly... on the
Night Circus. It's Quince, with
Stillwater.

"Love Thing" takes over, as Quince swivels in the chair.

QUINCE (cont'd)
I thought that went well.

66 INT. RENTAL CAR -- NIGHT 66

Adrenalized laughter. The whole band is crammed into a medium-
sized rental car. Penny half on William's lap, half on
Russell's.

RUSSELL
(to William)
See, this is what nobody writes about!
The in-between times! This! Us!
Right now!!

67 INT. WILLIAM'S HOTEL ROOM 67

The phone is ringing. Estrella emerges from the bathroom with
no make-up and a t-shirt. She picks up the phone. Across the
room, Sapphire signs for room service. Now she is far too
made-up. The t.v. radio plays Free's "Fire and Water" in the
b.g.

ESTRELLA
(suspiciously)
Hello?

INTERCUT:

INT. WILLIAM'S HOUSE -- NIGHT

It's Mom on the phone.

ELAINE
(measured, very proper)
May I speak with William please?

ESTRELLA
(cheerfully)
He's not here. I think he's in the
bar with the Band. They just got back
from the radio station. Is this Maryann
with the pot?

Silence.

ESTRELLA (cont'd)
Hello?

ELAINE
No this isn't Maryann with the pot.
This is Elaine... his Mother.

Estrella physically recoils.

ESTRELLA
(cringing)
I thought you were English.

ELAINE
Could you please give him a message?
Could you tell him to call home
immediately? And could you also tell
him -
(at full power)
I know what's going on.

ESTRELLA
Alright. Okay. But I'm just going to
say this, and I'm going to stand by
it.
(can't help herself)
You should be really proud of him.
'Cause I know guys... and I'll bet you
do too. And he respects women, and he
likes women, and let's just pause and
appreciate a man like that. You
created him out of thin air, and you
raised him right, and we're all looking
out for him. And that's more than
I've ever said to my own parents, so
there you go.
(silence)
This is the maid speaking, by the way.

68 INT. HOTEL LOBBY -- NIGHT 68

Russell and William sit in two large red-leatherette seats in
the hotel lobby. William shuffles through many pages of
questions written in small script. His tape recorder microphone
sits balanced on the chair.

WILLIAM
(very professional)
Now that you're starting to be
successful, you had twenty-six years
to write your first Album... and you'll
have maybe four months for the second.
Do you worry that the pressure of the
business will get in the way of the
original joy of making your music? Or
-

Russell blinks. The all-consuming issues of his life are right
in front of him.

RUSSELL
Whoa!
(laughing)
I need three more beers and my guitar
before I can answer that question.
Let's take a walk.

69 EXT. HOTEL POOL AREA - NIGHT 69

Russell walks the outskirts of the pool area with William.
William follows him through the sliding glass door to his room,
facing the pool. Russell grabs his guitar. They stand for a
moment, unheard by the others, and regard the living portrait
twenty yards in front of them. The off-limits after-hours
pool area has been overtaken by the Stillwater tour members.
Jeff Bebe sits in a chair nearby. Dick laughs at a joke.
Always the life of the party, Penny Lane dispenses stolen towels
from a maid cart. And she is the first to slip into the pool
for some after-hours, against-the-rules swimming. Effortlessly,
she turns a collection of people into a party. They regard
her, well out of earshot of the others.

RUSSELL
For a minute I thought you were actually
a real journalist... which is... you
know, it's great.
(beat)
Shut that thing off, and I'll tell you
the truth.

William shuts his tape recorder off.

WILLIAM
It's off.

RUSSELL
Look. I trust you. I'm going to lay
this right on you. Just make us look
cool.

WILLIAM
I will quote you warmly and accurately.

RUSSELL
That's what I'm worried about. See -
some of us have girlfriends back home.
Some of us have wives. And... some of
the people you meet on the road are
really amazing people...

They both watch Penny Lane, sparkling, fresh from the pool.
She places hotel furniture into the shallow end and inviting
all, even other curious hotel guests, to join them in the pool.

RUSSELL (cont'd)
Like you. And some of the things that
happen are good for just a few people
to know about - as opposed to, say, a
million people.

Dawn is breaking for William.

WILLIAM
Ohhhh. Oh. Yeah.

RUSSELL
You know what I mean?

WILLIAM
Right. Yeah.

RUSSELL
See, you're dangerous. Most people
are just waiting to talk, but you
listen.

WILLIAM
Right. Right.

RUSSELL
So your question you asked me. I think
about It every fucking night. The
"business." I hate it!
(quietly)
I grew up with these guys, okay? I
can't play all that I can play, I'm
past these musicians, do you understand?

WILLIAM
I do.

RUSSELL
The more popular we get, the more I
can't walk on them, the bigger their
houses get, the more pressure... you
forget, man. You forget what it was
like to be real, to be a fan. You can
hear it in a lot of bands who've been
successful - it doesn't sound like
music anymore. It sounds like...
like lifestyle maintenance.
(suddenly confessional)
I used to be able to hear the sounds
of the world. Everything, to me, used
to sound like music. Everything. Now
I don't hear it. You know what I'm
trying to say?

WILLIAM
(ruefully)
Yeah.

RUSSELL
Man, it feels good to say this stuff
out loud. But what am I doing? I'm
telling secrets to the one guy you
don't tell secrets to.

WILLIAM
(feeling included)
No, that's okay. We'll do the interview
tomorrow.

RUSSELL
This is good. So there's the "friend"
and then there's the "interview guy."

WILLIAM
Yeah.

RUSSELL
So tonight it's "friend".... and when
we wake up tomorrow - "interview guy."
We'll figure it out as we go, buddy.

WILLIAM
Hey - for whatever it's worth - you
guys are really good.

Russell laughs at the kid's easy naivete. He hands his guitar
to the kid, and joins the party. William watches, part of the
crowd... somehow feeling a little compromised. He doesn't
care. Penny gestures for him to join them.

70 EXT. SUN STADIUM - AFTERNOON 70

William interviews Larry in the seats of the empty arena. On
stage, Ed soundchecks his drums.

WILLIAM
How would you describe your role in
Stillwater? What is the chemical that
you add to the chemistry?

LARRY
I'm the bass-player.

WILLIAM
(pressing for some poetry)
Right. And when you take that away...
what would be missing? Stylistically?
What chemical?

LARRY
(not getting it)
The bass?

Larry doesn't give him much.

71 EXT. SUN STADIUM - NIGHT 71

It's raining. The pre-show huddle breaks up, William a part
of them. Penny Lane adjusts Larry's look. She takes the scarf
from around his neck and ties it around his leg. He looks
instantly better. William watches in the darkness as Dick
takes the microphone. The best part of his day has arrived.
In his important voice:

DICK
Good evening Phoenix.
(applause)
From Troy, Michigan. Please welcome,
Stillwater.

Lights come up, as the band launches into "Fever Dog." Jeff
begins singing. Russell reaches to adjust the microphone for
a back-up vocal and is hit with something unexpected.

A sharp electrical shock.

It's just a slight pop in the loud din of music, but within a
moment something is clearly wrong. Russell holds onto the
microphone stand with a surprised look, conducting high-voltage
for two seconds and then he snaps his hand off the metal. His
face is white, he takes off his guitar and walks off-stage,
collapsing a couple steps later.

72 EXT. BACKSTAGE -- NIGHT 72

Dick is waving wildly for the band to board the bus, which has
been pulled up into the backstage area. He guides a sagging
Russell, assisted by Penny Lane, into the bus.

DICK
Get in, get in!!

William boards the bus, as the extremely agitated PROMOTER
arrives to confront Dick.

PROMOTER
Are you the manager of this band?

DICK
That, and more. Get in!

PROMOTER
You didn't even play a full set!

Dick whirls and unleashes an anger we've not yet seen, gesturing
with the silver briefcase that does not leave his hand.

DICK
Your shoddy stage set-up almost killed
our guitarist!

PROMOTER
You trashed the dressing room - you
didn't play your thirty-five minutes.
You didn't fulfill your contract -

DICK
Everybody in! Get in the bus!

PROMOTER
I'll report you to every promoter in
the country! I'm gonna talk to Frank
Barcelona!

DICK
YOU DON'T FUCK WITH MY BAND'S SAFETY!

PROMOTER
I hope you have a good lawyer.

DICK
I AM A LAWYER!

He swings into the bus, as the bus revs.

PROMOTER
LOCK THE GATE ON 'EM!

73 INT. BUS -- NIGHT 73

Russell sits, pale, next to Penny at the front of the bus. He
examines his singed hand, shaking it a little to emphasize the
positivity of her words.

PENNY
Don't worry. It's happened to all the
greats. Thank God you didn't hold the
mike stand with both hands, you'd still
be holding it. This is a good thing.
It's a good, good, good thing.

William sits nearby, watching Russell, making notes out of eye-
sight of others. The ever-wary Jeff, unseen by William, cranes
to see that he's writing in his notebook.

Dick swings into the seat across from Russell. The bus door
shuts, as the promoter is still yelling.

Doris is slow to gain speed, as Estrella appears, running
alongside. She knocks on the window next to William.

ESTRELLA
I forgot to tell you! Your mom says
to call home immediately. She says
she knows what's going on!
(receding)
See you guys in Topeka! I'll catch a
ride with Sabbath!

William nods with embarrassment, waves to her, as the bus races
toward the now closing gate.

DICK
(casually, to Russell)
Wanna buy a gate?

Before Russell can answer - BASH. Doris barrels through the
steel-gate, snapping it like a chopstick to great cheers inside
this bus.

DICK (cont'd)
You just bought a gate.
(to the bus)
C'mon Doris!! Get us out of town!!

The bus struggles up a slight incline, everybody rooting for
Doris, as she eases out of the parking lot and onto a
thoroughfare.

WILLIAM
What did it feel like to be
electrocuted?

RUSSELL
It burns. It feels like a dose of
lead shooting through your body... and
then you see God, and he says, "How
bad do you want to be legendary?" And
god damnit. I let go.
(shaky grin as all laugh
warmly)
Rock and roll.

Jeff watches this charisma with thinly veiled envy. The kid
scribbles in his notebook. We hear Led Zeppelin's "That's the
Way."

74 INT. BUS - EARLY MORNING 74

Song continues. Almost everybody is asleep. William takes
the camera and snaps a Polaroid of a sleeping Penny. She wakes
up.

PENNY
Give that to me.

She grabs for it, they have a brief play-fight. He grabs some
other Polaroids from her pocket. He hustles to the back of
the bus, pockets the photo, and settles down to watch the
passing landscapes. She chases him down the aisle. Music
continues as she sits down next to him. Out the window, a
long-distance running team of Girls keeps pace with the bus
for a bit. They wave. Penny watches them over sunglasses,
waves briefly to the real world.

PENNY (cont'd)
(breathing heavy, owning
the world)
When we go to Morocco, I think we should
wear completely different clothes, and
be completely different people.

WILLIAM
What will our names be?

She snaps a Polaroid of a nearby sleeping Silent Ed, pockets
the Polaroid. She regards Russell up ahead, also sleeping.
Her attention has already wandered from Morocco.

PENNY
What do you think of Russell?

WILLIAM
I like him.

PENNY
You're coming to Cleveland, right?

WILLIAM
Cleveland, Ohio? Oh no no no. I gotta
get my interview with Russell before
Greenville. And you've got to help
me. Okay? Friends... remember?

Penny is still watching Russell.

PENNY
You should give him a break. There
are real problems in the band. Off
the record.

Gravely noting the word "problems", the kid joins Penny in
watching Russell, who is splayed haphazardly, sleeping
restlessly up ahead.

WILLIAM
What problems?

PENNY
Okay. I got it. I think your name
should be Spencer, and mine will be
Jane.

WILLIAM
I can't keep up with you.

PENNY
No one can.

WILLIAM
What's your real name?

She looks at him briefly. She puts her arm around him. It's
intoxicating, but he doesn't quite know how to act. With her
free hand, she gestures with a hanger. As they regard Russell
sleeping nearby:

PENNY
Here's the thing about Russell. He's
my last project. I only do this for a
very few people. And I think we should
do it together - he is almost great.
We've got to take him there. You and
me - we can do it. Deal? Because the
other guys are good - but he could be
great. He's my last project.

He looks at her. She imitates his face back to him.

PENNY (cont'd)
It's all happening.

75 INT. TOPEKA ARENA BACKSTAGE -- NIGHT 75

William sits interviewing Silent Ed by some equipment cases.

WILLIAM
What do you love about music?

Ed looks at him thoughtfully. It is an eloquent moment. He
thinks. He shrugs. The kid tumbles with more questions.
These interviews are not going well.

76 INT. BATHROOM - NIGHT 76

William, looking concerned over the state of his interviews,
walks into the backstage bathroom. He makes a few surreptitious
notes in his notebook before noticing that Jeff is standing
there, clearly just finishing a quick hit of cocaine offered
by a Local Hanger-On. Seeing the kid, he immediately hides
the coke spoon.

JEFF
Hey.

WILLIAM
Hey.

William pretends he sees nothing as he turns to the urinal,
and shot stays on Jeff, who looks a little high and a little
worried.

77 INT. BACKSTAGE PAY PHONE - NIGHT 77

William is on the pay phone with his Mother. The show booms
in the background.

WILLIAM
I know. I know. I know.
(beat)
I know. Mom. Mom... Mom.

78 INT. STAGE - NIGHT 78

Stillwater on-stage. A great show. Russell on fire.

79 INT. BACKSTAGE PAY PHONE - NIGHT 79

William on the phone. Estrella leans on him, fixing her shoe.

WILLIAM
Right now -- Topeka. Then Greenville.
Then home.

He winces slightly, holds the phone away from his ear for a
moment.

WILLIAM (cont'd)
I'm sorry I didn't call yesterday!
It's not like you can just carry a
phone around with you.

80 INT. ELAINE'S SCHOOL OFFICE -- AFTERNOON 80

Mom sits in her school office, a miniature version of her home
- a fortress in which she is surrounded by books. The sun is
going down. She can't resist a sentimental moment.

ELAINE
I guess I just miss you, and I don't
understand why I've driven both my
kids so far away from me. By all
practical rules don't I get you for
three more years?

He is touched by her vulnerability, more visible now than ever,
as music continues in b.g.

ELAINE (cont'd)
Was I not fun?

81 INT. BACKSTAGE PAY PHONE -- NIGHT 81

William has his finger in his ear. The din if Stillwater's
set now blots out all other noise. It is not the time to answer
this question.

WILLIAM
I missed the last thing you said.

Mom takes a pause.

ELAINE
I LOVE YOU.

Penny now enters, watching.

WILLIAM
WHAT?

ELAINE
(angry, louder)
I MISS YOU AND I LOVE YOU!

William now notices Penny standing nearby, picking at a salad
from a paper dish. Looking at her, he lets loose with what he
believes is a private confession.

WILLIAM
I LOVE YOU!!

Penny smiles knowingly, collecting his affection like another
backstage pass, and turns away. Camera stays on William. He
is suddenly and deeply embarrassed. He's just told her that
he loves her and she knows it. He hangs up, traumatized.

82 INT. TOPEKA DRESSING ROOM -- NIGHT 82

Russell's hair is slicked with sweat from a show just finished.
He is shirtless with a towel around his shoulders. Luggage
for the next city is stacked by the door.

RUSSELL
Fire away. I'm ready. I'm on the
"You" Train. Take me there.

The kid plugs in his microphone. Russell listens as he springs
his first question.

WILLIAM
Do you have to be depressed to write a
sad song? Do you have to be in love
to write a love song? Is a song better
if it really happened to you? Like,
"If You Say Nothing"... where did you
write that and how did it come about?

Russell admires the many questions. Says nothing. He looks
at his hand, thinks.

RUSSELL
When did you get so professional?

In the background, Penny Lane irons Silent Ed's shirt.
Grinning, she cuffs his shoulder. To the shirtless silent
drummer, waiting for his shirt.

PENNY
I'm almost done with my shirt.

Ed watches her appreciatively, drumming silently on a rubber
pad. Penny kisses Russell, who swings her onto his lap. In
the corner, Jeff watches them all with a vague feeling of being
underappreciated. And now Dick enters with a large cardboard
box.

DICK
Russell, your dad showed up again.
And on a lighter note.
(importantly)
Gentlemen. Your first t-shirts have
arrived.

There is an immediate buzz in the room, as Dick yanks open the
box filled with new white t-shirts. He untangles the first fresh
shirt, and displays it proudly. A silent beat as all examine it -
their first t-shirt. Faces fall. Ed stops drumming. There has
been a mistake. It is a fuzzy band photo with the group name
emblazoned below. Only Russell, who stand out front, is colored-
in and emphasized on the shirt. He turns away, making a noise.
Jeff stares at the t-shirt. He's just about in tears. There is
a long silence and then... Ed resumes drumming on the rubber pad.

DICK (cont'd)
It's the record company's mistake.
And they will pay. Shirts gone, band
happy.

He drops the offending shirt into the trash, as if it were
contaminated, and exits with the box. William watches as the
two men, Russell and Jeff, move to opposite sides of the room.
Russell puts on a shirt, so does Jeff. The vibe is thick.
Russel turns to see Jeff staring at him.

RUSSELL
Can we just skip the vibe and go
straight to us laughing about this?

JEFF
(bitterly)
Yeah. Okay.

RUSSELL
(trying for a joke)
Because I can see by your face - you
want to get into this -

JEFF
How can you tell? I'm just one of the
out-of-focus guys.

RUSSELL
Here we go.

William watches as Russell fishes the t-shirt out of the trash.

RUSSELL (cont'd)
Here. Take it. You LOVE this shirt -
it lets you say everything you want to
say.

JEFF
Well, it speaks pretty loudly to me.

RUSSELL
It's a t-shirt.

Russell turns away.

JEFF
I'm always gonna tell you the truth.

RUSSELL
Are you doing coke again?

JEFF
Oh yeah. All the time.

The kid looks down.

JEFF (cont'd)
This is big stuff, man. From the very
beginning -- we said -- I'm the front
man and you're the guitarist with
mystique. That's the dynamic we agreed
on -- Page, Plant... Mick, Keith. But
somehow it's all turning around. We
have got to control what's happening
to us. There's a responsibility here -

RUSSELL
Excuse me, but didn't we all get into
this to avoid responsibility?

JEFF
Forgive me.
(continuing, on shirt)
But this is the slow-moving train of
compromise that will kill us.

Russell makes a disgusted noise. Penny Lane exits discreetly,
looking back at William.

JEFF (cont'd)
I can't say anymore with a writer here.

RUSSELL
You can trust him, you can say whatever
you want.

JEFF
(eyes suddenly moist)
I works as hard or harder than anybody
on that stage. You know what I do - I
connect. I get people off. I look
for the guy who isn't getting off, and
I make him get off.
(beat)
Actually, that you can print.
(continues to Russell)
And yet, why do I always end up feeling
like I'm a joke to you? I feel nothing
but love for you. We're a family.

He looks at the t-shirt and starts to cry. Embarrassed, he
grows angrier.

JEFF (cont'd)
You want to pretend this isn't going
to be a very big band. Well it is. You
call yourself a leader of this band, but
your direction allowed the t-shirt, when
you allowed Dick to manage us, 'cause
he's your friend... don't you see? The
t-shirt is everything. It's everything.

RUSSELL
Is it my turn? Because I think we
should, for once, say what we really
mean.

JEFF
Oh, this is the part where you quit -

RUSSELL
(stiffening)
Right. I'm so predictable.

JEFF
No I gotta tell the truth -- I want
you to like me. But sometimes I feel
like you collect people who love you
and then very skillfully... you make
them feel bad that they're not good
enough for you.

RUSSELL
Stick to singing, brother, 'cause you
ain't gonna make it as a shrink.

JEFF
Deal with it! And let me just say
what nobody Else wants to say to you -

RUSSELL
What?

JEFF
Your looks have become a problem.

82A EXT. BACKSTAGE - NIGHT 82A

Russell walks swiftly past a happy silver-haired man, who holds
court with beer in hand. He dresses too young for his age,
late fifties. He is DAD.

DAD
Son!

RUSSELL
(dutifully)
Hello Harry.

Dad introduces a woman much younger, who eyes Russell hungrily.

DAD
He got all the good genes, huh? Meet
Deirdre. We're getting married in
July.

83 EXT. ARENA -- NIGHT 83

Russell walks fast outside the arena. William hustles to catch
up. The two men walk in long silent strides in the cold night
air, beyond the backstage area. Fans begin to recognize and
follow at a discreet distance.

WILLIAM
You okay? You alright?

Russell doesn't answer.

RUSSELL
(resolute, wound up)
From here on out, I'm only interested
in what's real.

The kid nods. They walk.

RUSSELL (cont'd)
Real feelings. Real people. That's
all I'm interested in... From here on
out. What is REAL? You're real.

WILLIAM
Thanks.

A wave of warmth comes over Russell.

RUSSELL
You know, you know all about us and I
don't know shit about you.
(struggling to be personal)
What's your... your family like? Tell
me.

WILLIAM
Well, my dad died of a heart attack
and my sister believes that my Mom is
so intense that she might have
contributed to it. Plus -

RUSSELL
(immediately)
Okay, that's good. That's enough.

WILLIAM
It's good to talk about it. Really
good.

Russel now sees some hero worship in the kid's face, and it
makes him nervous.

WILLIAM (cont'd)
Hey, man, maybe we should go back.

RUSSELL
If they want me, they can find me.

William turns and sees nobody following but fans.

WILLIAM
So listen. I have to go home tomorrow.
I know this is a bad time to finish
our interview.

RUSSELL
Hey, man, you know what? Write whatever
you want. I trust you.

A big square Chevy van slows down. A CONCERT-GOER hands his
head out the window.

CONCERT-GOER
(battle-cry)
Woooooooooo!!! You're Russel from
Stillwater!!

RUSSELL
On my better days, yes. I am "Woooooo,
Russell from Stillwater!"

CONCERT-GOER
Wanna go to a party at my friend Aaron's
house?! I know you're a big rock star,
but do you want to hang with some people
looking to have a good time?

Russel regards the van full of kids. More fans crowding
around. The kid behind the wheel unknowingly says the magic
words.

CONCERT-GOER (cont'd)
We're just real Topeka people, man.

He has said the magic word.

A84 EXT. AARON'S PARTY - NIGHT A84

Russell arrives at the party in the rural outskirts of Topeka.
William nearby.

84 INT. AARON'S HOUSE -- NIGHT 84

William watches as Russell slugs from a Jack Daniels bottle.
They sit in the bedroom of a mindblown fan, 17 year-old AARON.
He has long frizzy brown hair, tied in a spray behind him.
Many from the neighborhood are now pouring into the home.

RUSSELL
(eyes glowing)
You. Aaron. Are what it's all about.
You are real. Your room is real.
Your friends are real. You are more
important than... than... all the silly
machinery. And you know it! In eleven
years it's gonna be 1984, man. Think
about that!

AARON
Wanna see me feed a mouse to my snake?

RUSSELL
Yes.

KID # 1
Can I have your belt?

RUSSELL
Take it!

Russel whips off his belt, gives it to the fan. A joint goes
by, headed for Russell. William intercepts it and passes it
on.

RUSSELL (cont'd)
Aaron? Where's your bathroom? I want
to live here. I want to eat your food,
and live in your city and fuckin rock
like I used to. I want to learn
everything there is to know about your
city and your town. And your way of
being real.
(stunning realization)
I used to be you.

AARON
Down the hall by the washing machine.

RUSSELL
What?

AARON
The bathroom.

RUSSELL
Okay. Good to know.

Russell rises and squeezes past fans and heads down the hall.

85 INT. AARON'S HALLWAY - NIGHT 85

William follows Russell protectively.

PASSING FAN # 1
WOOOOOOO!!

A QUIET GIRL, 14, turns and watches Russell pass. We linger
on her face for just a moment, full of wonder.

WILLIAM
We should probably head back sometime.

Russell ignores him.

PASSING FAN # 2
(holding red cup)
Watch out, there's acid in the beer
that's in the Red cups.

Russell looks at the cup in his own hand. It's white. Then,
with his other hand, he grabs the red cup and drains it.
William winces. They move on.

RUSSELL
Topeka. Check it out.

Russell enters the bathroom. William stands guard. With a
finger outstretched from each hand, he lectures the fans massing
in the hallway.

WILLIAM
Please don't give him any more acid.

86 INT. LIVING ROOM -- NIGHT -- TWENTY MINUTES LATER 86

William watches as a wobbly Russell Hammond, in sunglasses
now, goes through Aaron's record collection. He places the
albums over his face, like masks.

RUSSELL
Faces. Stones. Sa-weet Baby James!!
None of these people are gonna be around
in twenty years! Plastic begets
plastic!! Black plastic.

Partygoers are strangely fascinated by the rock star in their
living room.

INTERCUT:

87 INT. BACK BEDROOM -- NIGHT 87

William waits anxiously to use the phone, keeping an eye on
Russell. Russell is now strangely twisting/dancing with four
girls in the living room, as more cars arrive outside.

KID ON PHONE
He's here right now! Go ahead and put
it Out over the radio, tell people to
bring food And beer and chicks. We're
at Rural Route # 4 -

WILLIAM
No no. Nope. No.

William takes the phone and hangs up. Keeping an eye on Russell
in the next room, he dials from a tour itinerary sheet.

WILLIAM (cont'd)
Dick Roswell, please?
(beat)
Dick!! I got him!! He's okay... I've
been Looking after him. He's on acid,
though. I can't Really tell. How do
you know when it's "kicked in?"

88 EXT. AARON'S BACKYARD - NIGHT 88

Russel stands on the jutting corner of the house rooftop.
The unlit, unheated greenish family pool beckons to him below.
It's kicked in.

RUSSELL
(bellowing to the heavens)
I AM A GOLDEN GOD!!

Russell cackles at the joke of it all. William yells up from
down below.

WILLIAM
Hey Russell -

RUSSELL
I AM A GOLDEN GOD!!

WILLIAM
Don't jump, okay?

RUSSELL
And you can tell Rolling Stone Magazine
my last words were -

He spreads his arms, and tries to think of last words.

RUSSELL (cont'd)
-- I'm on drugs!!

The kids cheer. William looks around, remains cool. Yells
upward in the cold night air.

WILLIAM
I think we should work on those last
words.

RUSSELL
Critic!!

WILLIAM
No, I'm not -

RUSSELL
Okay I got it. I got it. I got it.
I got it. This is better. Last words
-
(spreads his arms, his
greatest realization)
I DIG MUSIC!!

It gets a skimpy reaction from the partygoers.

RUSSELL (cont'd)
(immediately)
I'm on drugs!!

They applaud again.

WILLIAM
Just come on down!!

RUSSELL
(matter-of-fact)
Okay.

He jumps from the roof into the cold, algaed water below. He
sinks immediately. One kid jumps in, then another, then more.

Everybody wants to save Russell.

89 EXT. AARON'S NEIGHBORHOOD -- EARLY MORNING 89

It's getting lighter. Cars line the street. And now, finally
turning the corner, is Doris the Bus.

90 INT. KITCHEN -- MORNING 90

William watches the effects of personal charisma. Wet
partygoers surround Russell, bottle of Jack Daniels still in
hand, wrapped in towels. Now a bond has passes between them,
all of them. Algae drips from the corner of Russell's face
and neck.

RUSSELL
Thanks for saving my life. I won't
hold it against you.

Twenty different kids thank him for the opportunity. ("Glad
to do it," "Right on," "Damn straight.")

91 INT. LIVING ROOM/KITCHEN -- MORNING 91

Door opens. Dick enters. Finding the guitarist in the kitchen,
he clicks into time-tested road-managerial maintenance. Easing
Russell out of his towel, slipping his own jacket around him,
from Russell's hands.

DICK
(privately)
They've been crying for you like a
bunch of whimpering pussies --

RUSSELL
(woozy)
The band is over. This is my family
now.

OTHERS
Right on. He's staying with us.

DICK
(soothing)
Definitely. It's all over. We'll
just ride on to Greenville, listen to
some great music, finish the tour, and
leave those ungrateful fools behind.
And then we'll come back here, where
you'll live.

RUSSELL
I know what you're doing... and I like
it.
(noticing William)
Look at him. He's taking notes with
his eyes.
(beat, to Dick)
How do we know he's not a cop?

William laughs painfully, as Russell moves in, eyes flaring
with sudden paranoia.

RUSSELL (cont'd)
He could be selling information!

DICK
(to Russell)
Easy. He's your Guardian Angel.

Russell turns away. William shrugs with style, but his
lingering look is filled with hurt. Dick guides Russell to
the door, grabbing the kid and talking very directly to him as
they move.

DICK (cont'd)
Don't worry. He only means half of
what he says.

WILLIAM
Which half?

DICK
Good question.

WILLIAM
(very direct)
I have a lot more. Just help me get
my interview so I can go home from
Greenville. I have to go home.
(pulls him back)
I have to go home.

DICK
Hey. You saved the tour. That's
good enough for now.

Frustrated but feeling important, William hands him some of
Russell's wet clothes. William deftly retrieves Russell's shoes
and smoothly plucks the guitarist's sunglasses from the
partygoer who also wears his belt. They move to the door in a
pack. We hear the beginning of Elton John's "Tiny Dancer."
Dick faces the crowd and addresses them in his "important"
stage voice.

DICK (cont'd)
Ladies and Gentlemen, the evening is
over! We hope you've enjoyed
yourselves, and we'll See you again in
1974!! Good evening!!

William gives Russell his sunglasses to face the sunlight.
Russell stumbles out of the house to great cheers. The Quiet
Girl breaks free to catch Russell on the way out.

QUIET GIRL
I'll never forget you.

Dick pats William's arm one more time -- good work. They leave
Aaron's house as legends.

92 INT. TOUR BUS -- MORNING - 5 AM 92

"Tiny Dancer" continues on the bus stereo. Russell sits up
front, swathed in a large robe, alone and silent. The others
have given him a wide berth. He feels silly, and they know
it, and he hates that they know it, which makes him feel
foolish. He sits silently. William watches him from four
rows back, next to Penny. She kisses the top of his forehead,
a hero's welcome. He yawns. The song's vocal begins. There is
only more silence. Then, after a beat, we hear a voice or
two, fighting the quiet and singing along. Then others...
waking up... joining in. Then Jeff. Russell hears them and
starts to sing along too, louder now, without turning around.
It's a voice everyone wants to hear. Like it or not, this is
his family.

FADE OUT

FADE IN:

93 EXT. HIGHWAY -- DAY 93

Passing signs announce Greenville, North Carolina.

94 INT. LESTER BANGS BEDROOM - DAY 94

Lester on the phone. He is paler than ever, in a room clogged
with vinyl, happily listening to the MC5 in the background.

LESTER
How's it going?

INTERCUT:

95 INT. WILLIAM'S HOTEL ROOM - DAY 95

It's a small wooden-walled hotel room in Greenville. Polexia
tries on clothes. William barely notices as he talks to Lester
on the phone.

WILLIAM
Rolling Stone is calling me. I don't
have my key interview. I don't know
what to say.

LESTER BANGS
(pacing, assembling thoughts
with his hands)
You're flipping out. That's good.
Alright. This is how you blow their
minds. He'll ask you - this is Ben
Fong-Torres, right? - he'll ask you
how the story's going. Here's what
you do - let's fry his mind. Tell him
"it's a think piece about a mid-level
band struggling with their own
limitations in the harsh face of
stardom." Ha ha!! This is fun!

William scrambles to make notes.

WILLIAM
(madly copying)
... think... piece...

CLOSE ON WRITING

Longhand small script on yellow legal tablets.

96 INT. HOTEL BATHROOM -- NIGHT 96

William sits in the tub, without water. It's his makeshift
office, he's surrounded with scraps of notepaper. He writes
savagely, and now, savagely throws it away.

97 INT. HOTEL BEDROOM -- NIGHT 97

In the bedroom, Sapphire, Polexia and Penny watch The Midnight
Special. Sapphire looks at a room service menu.

SAPPHIRE
It says the food is hearty and
adventurous.

POLEXIA
(yawns)
Greenville. I'm bored.

Penny yawns too, it's catchy, and rises to visit the bathroom.

POLEXIA (cont'd)
Hey let's deflower the kid.

Now Sapphire yawns, looks in her purse.

SAPPHIRE
Who his the quaaludes from me?

98 INT. HOTEL BATHROOM -- NIGHT 98

Penny enters to see William writing in the tub. She sits on
the toilet to pee. Flustered:

WILLIAM
Wait. I'll leave.

He gets up, knocking his carefully organized notes onto the
floor. He is brimming with things to say. More than he is
even able to communicate.

WILLIAM (cont'd)
You know, I think this is going
backwards for me.

PENNY
Backwards?

WILLIAM
(flustered)
I don't know. I just thought we could
hang out, maybe do some stuff back
home, regular stuff, get to know each
other better... and then I'd see you
pee. I mean, that's the way I usually
do it.

PENNY
You're one of us. It's no big deal.

WILLIAM
I'm not one of you.

PENNY
Oh! If you go to Cleveland, Bowie's
going to be there at Swingo's, the
greatest hotel in America. I'll
introduce you to him, and his security
guy Dennis.

William stops at the door.

WILLIAM
Don't you have any regular friends?

PENNY
Famous people are just more interesting.

He looks at her. Even sitting on the can, she's elegant and
totally focused on him.

WILLIAM
(carefully)
Well, I would be worried that they
were using me. And not that anybody's
using you, but -

She swoons a little, touched and moved.

PENNY
Boy, if this was the real world and
some guy talked to me like that -

WILLIAM
Let me finish.
(continuing)
I'm not famous.... but you could always
use me. If anything happens. And I
would never use you. Even if I got
famous. So you know, you always have
that from me... in the real world. If
you ever have to go back there, for
anything.

She looks at him curiously, as the door blasts open. Sapphire
and Polexia head for William.

SAPPHIRE
Your time has come.

WILLIAM
Did he call?
(realizes their intention)
What are you -- stop it -- we're talking
here.

SAPPHIRE
Pants him. Opie must die.

They swarm him, dragging him kicking into the bedroom.

99 INT. HOTEL BEDROOM -- NIGHT 99

Steely Dan, looking pale and somehow snappy, perform "Do It
Again" on The Midnight Special. The girls force William onto
the bed, and envelope him. Their sexuality is fun, untroubled.
Shot moves past bodies crossing frame, onto William's face.

ANGLE ON PENNY

Across room, sitting and watching.

SAPPHIRE
Just relax. Take a vacation from
yourself. Leave this to professionals.

Estrella and Polexia kiss each other playfully. William looks
confused. Across the room, Penny laughs, turns up the TV,
blows him a kiss.

Penny's eyes. Across the room.

His eyes.

His sexual awakening may be downtime amusement for them, but
to him it's an embarrassingly intense moment he shares only
with Penny Lane -- across the room. She turns away, smiling,
disappears into the next room.

ON STEELY DAN

On the television.

DISSOLVE TO:

99A INT. BEDROOM - NIGHT - TWENTY MINUTES LATER - HANDHELD 99A

Post-sex pajama party. Sapphire, Estrella, and Polexia girltalk
about their first rock and roll conquests. Penny is conspicuous
by her absence. William is under the sheets, listening, feeling
different, now a man and somehow one of the girls too.

DISSOLVE TO:

100 INT. BEDROOOM -- NEXT MORNING 100

William is awake. Sunlight floods in from the corners of the
window-shades. He is surrounded by the fallen cavalry of the
night before... Sapphire and Polexia. The phone rings, and
Sapphire instantly snaps it up, still asleep. Lost in her
dreams, she offers the sexiest hello ever.

SAPPHIRE
(half-English accent)
Hello. Hi, Ben-Fong-Torres from Rolling
Stone.

William snatches the phone.

WILLIAM
(lowers voice)
Hello.

101 INT. BEN FONG-TORRES' KITCHEN -- SATURDAY MORNING 101

Ben Fong-Torres is up bright and early.

BEN
Hello William, this is your editor at --

He offers the name of the magazine with a swirl that implies
high-level importance.

BEN (cont'd)
Rolling Stone. How's the story?

INT. GREENVILLE HOTEL ROOM -- CONTINUOUS

William snaps into his very professional tone of equally grave
importance.

WILLIAM
I'm getting good stuff out here.

BEN
Sounds like it.

Next to him, Polexia yawns herself awake.

POLEXIA
Man, I need some -

He clamps a hand over her mouth.

BEN
(jocular but tough)
Now listen. Get it together. We're
both professionals, I don't have to
tell you this. You're not out there
to join the party -- we already have
one Hunter Thompson. You're out there
to interview and Report. You got me?
This isn't Creem Magazine, it's Rolling
Stone. We need this story in four
days. Now I want to know how it's
shaping up.

WILLIAM
It's a think-piece about a mid-level
band grappling with their limitations
in the face of the harsh glare of
success.

BEN
(pause)
I like what we're saying. Let me try
and get you a thousand more words.
It's in consideration for the cover,
but don't tell the band.

WILLIAM
(conflicted)
Crazy.

The kid hangs up, now shouldering even more pressure. He
unclamps Polexia's mouth.

POLEXIA
- coffee.

SAPPHIRE
Me too. Greenville is so boring.
(to William)
Any other city in the world and you'd
still be a virgin.

WILLIAM
I'm going out to find Russell.

SAPPHIRE
Will you take the laundry?

WILLIAM
(to the girls)
What am I to you? Tell me right now!
What. Am. I. To. You.

102 INT. HOTEL HALLWAY - DAY 102

Circles have sprouted up under William's eyes. The orange bag
strapped over his shoulder, he lugs a huge bag of laundry. He
consults room list. A variety of noises and smells drift from
the band rooms. He sees Room Service arrive at Dick's door,
and it's Estrella who opens the door. (Dick in the
background.) She smiles sweetly to William -- good morning --
as the door shuts.

WILLIAM
Houdini... Houdini...

He arrives at Russell's door. Two exclamation points have
been Sharpie-markered to the words Do Not Disturb on the sign
is gaffer-taped to his door. He looks through the crack, at
the bottom of the door. Carefully and politely, he knocks.
Instantly:

RUSSELL (O.S.)
GO AWAY!

Pissed, the kid flips off the door. He sits down on a chair
directly across from the room. Push in on William, who is
more pent-up than ever. He tries hard not to cry, taking
gulps of air as a maid cart swishes past, revealing... he's
failed. He cries.

FADE UP FROM DARKNESS

A super-energized Russell Hammond looks into William's sleepy
face. William's eyes open. His own sleepy face is evident in
Russell's sunglasses. The bag of laundry is still at his feet.

RUSSELL (cont'd)
We'll do the interview in Cleveland!

WILLIAM
No. I can't. You've got to help me.
I have to go home.

RUSSELL
Come on man, we'll have more time there.
Don't be tense!!

He begins rubbing the kid's shoulders. He's waking up. There's
Penny, also rubbing his shoulders. It is degrading... and
somehow cool too.

WILLIAM
(to Penny)
You said you'd help me.

PENNY
(massaging)
Come to Cleveland.

RUSSELL
(massaging, hypnotically)
Come to Cleveland... Come to
Cleveland...

WILLIAM
I can't!!

RUSSELL
Can we help it if we like having you
around!

William is a bundle of nerves and exhaustion now. Embarrassed
and frustrated.

RUSSELL (cont'd)
Cleveland, my man. You can't miss out
on the Rock Mecca of the midwest -
you're with us. It's all happening!

PENNY
Rock and roll!

WILLIAM
(weary)
Rock and roll.

We hear David Bowie's live version of "Waiting for the Man."

103 INT. HOTEL ROOM -- DAY 103

They sit together, hair askew, in sunglasses, resting against
the headboard. Carefully, Russell identifies his thoughts.

RUSSELL
I feel... like his parents.

Penny runs a worried hand through her hair.

PENNY
I know.

RUSSELL
I wonder how that happened.

PENNY
You ever notice that all our sentences
begin with "I?"

RUSSELL
I hadn't, no.

PENNY
'Cause we should work on that.

He looks at her, plays the guitar a little.

104 EXT. HIGHWAY - NIGHT 104

Night. Doris rocks toward Cleveland on a muggy summer night.
The windows of passing houses offer rich Edward Hopper glimpses
of lives and people William will never meet.

105 INT. WILLIAM'S BUS BUNK - NIGHT 105

William watches from his bus bunk at the back, head on elbow.
Looking up, he sees the rhythmic motion of bodies on the
mattress above him, as music continues.

William gets up, nods hello to the Roadie and his Date on the
bunk above. He moves down the aisle... to the seats near the
front. A sleeping Russell sits upright, hugging his guitar.
Penny asleep next to him, Polaroid in her hand of... Russell
sleeping. The kid moves on. He sits with the Bus Driver,
whose CB crackles with chatter from other tour buses headed to
Cleveland.

ON THE FIRST SIGN - LATE NIGHT

Cleveland signs. Music rises. Heads pop awake.

RUSSELL
Cleveland!

106 EXT. DOWNTOWN CLEVELAND - LATE NIGHT 106

Like a slow-moving shark, Doris pulls into empty downtown
Cleveland. The streets are empty. They pass the Agoura
Ballroom, where a man with a long stick arranges the letters
Stillwater on the marquee. Applause in the bus.

107 INT. SWINGO'S CELEBRITY INN - LATE NIGHT/EARLY MORNING 107

Russell and band enter like warriors, in a pack. William sags
with the heavy bags in hand and over his shoulder. Here, in
the middle of the midwest, is an explosive rock mecca, just as
promised. The feeling of belonging invades all those in this
lobby. Fans and other touring rockers mingle together.
Outside in the real world, everyone else is going to work.

FAN
It's Bowie!

The lobby ignites, as William stands near Penny and Russell.
Bowie races from a limousine through the lobby and into the
elevators. He is shrouded by a jacket. Just the top of his
electric red hair travels the lobby, as he's hustled by security
man Dennis in the elevator. And out of the chaos comes...

108 INT. HOTEL ROOM - DAY 108

Jeff Bebe and Polexia smash against the wall of the Swingo's
hotel room, making love.

109 INT. HOTEL ROOM - DAY 109

Russell and Penny Lane smash against their own wall.

109A INT. ARENA - NIGHT 109A

Dick squats at the front of the stage, and talks to a few fans
in the front row of this crowd.

110 INT. BACKSTAGE CLEVELAND PAY PHONE - NIGHT 110

A wild Cleveland crowd in the building. The cities on this
tour are getting bigger, and so are the audiences. And there
is a whiff of business now too. Men in satin tour jackets and
some Disc-jockey types cruise the backstage. A Hysterical Fan
is led screaming to the nearby medic room. Few even react -
it's Cleveland - as the shot finds William, tired and yawning,
on the backstage pay phone. He is absolutely ready for the
worst.

WILLIAM
Hi Mom. I'm in Cleveland.

He listens stoically. Larry and Ed watch nearby.

INTERCUT:

INT. LIVING ROOM -- NIGHT

Moms sits in silence.

WILLIAM (cont'd)
(rehearsed)
I'm fine! I'm fine! I'm flying back on
Monday Morning. I'll only miss one
test. I'll make it up.

Russell listens in, holding his guitar, laughing.

RUSSELL
Tell her you're a slave to the groove
- you can't help it!

WILLIAM
(covers phone)
No.

Russell grabs the phone, talks to the silent mother on the
other end.

RUSSELL
Hi Mom! It's Russell Hammond, I play
guitar in Stillwater! It's my fault.
How does it feel to be the mother of
the future of rock journalism?
(beat)
Hello?

Silence. Penny passes and stands near William, smoothing her
pass. They watch a new pack of groupies prowl the road-crew.
They are more glam, more trashy and less selective. They glare
insolently at Penny Lane. This is the future.

RUSSELL (cont'd)
You've got a great kid -- nothing to
worry about! We're taking care of
him! And you should come to a show
sometime! Join the Circus!

ELAINE
Listen to me. Your charm does not
work on me. I'm onto you. Of course
you like him.

RUSSELL
Yes.

ELAINE
He worships you people and that's fine
with you, as long as he helps make you
rich.

RUSSELL
(a nerve is struck)
Rich? I don't think so -

ELAINE
Listen to me. He's a smart, good-
hearted, 15 year-old kid, with infinite
potential.

Russel looks over at the kid, eyes narrowing as he processes
the truth. He's 15?

ELAINE (cont'd)
This is not some apron-wearing mother
you're talking to. I know about your
Valhalla of Decadence, and I shouldn't
have let him go. He is not ready for
your world of compromised values, and
diminished brain cells that you throw
away like confetti. Am I speaking
clearly to you?

RUSSELL
Yes, ma'am.

ELAINE
If you break his spirit, harm him in
any way, keep him from his chosen
profession -- which is law, Something
you may not value but I do -- you will
meet the voice on the other end of
this telephone. And it will not be
pretty. Do we understand each other?

RUSSELL
Yes... yes...

ELAINE
(always the teacher)
I didn't ask for this role, but I'll
play it. Now go do your best. "Be
bold and mighty forces will come to
your aide!" Goethe said that. It's
not too late for you to be a person of
substance. Get my son home safely,
I'm glad we spoke.

She hangs up. Russell hangs up, oddly affected and shook up.

WILLIAM
Some people get her. Some don't.

Russell is still recovering. William feels embarrassed by his
mother, once again.

111 ON THE HUDDLE 111

William with the band. He yawns, as the band breaks. Cleveland
awaits. We follow Dick, who guides the band onto the stage
platform, still in darkness. Already, stomping and applause
is mounting. Russell turns to William before taking the stage:

RUSSELL
Your Mom kind of freaked me out.

WILLIAM
She means well.

Still rattled, he takes the stage. We see the unbridled
enthusiasm of the faces on the front row. A wave of cigarette
lighters stretch out before them.

DICK
(importantly)
From Troy, Michigan...

Russell thwacks a couple chords. Audience thunders. He turns
to other members, feeling chills. It's in these moments that
everything else disappears. They bow and wave, still in
darkness... each member seems to have his own fans. Dick lets
all this play out before finally adding...

DICK (cont'd)
Would you please welcome to Cleveland...

More applause. This is very very very very fun.

DICK (cont'd)
Stillwater.

Lights come up. A full blast of audience love hits them right
in the face, as they begin "Fever Dog." The band charges
headlong into their set, as various fans are squeezed up out
of the crowd and onto the stage.

HANDHELD ON RUSSELL

Who is in the middle of playing, as he smoothly whips off his
guitar, and uses the instrument to send a Frenetic fan back
into the crowd. He slips back under the strap, laughing.
More stage climbers spring up where that fan came from, and
Russell now watches as Jeff Bebe dodges a fan and comes over
to Russell to lean on him. Russell turns to share the moment
with Penny, dancing with arms in the air at the side of the
stage.

112 INT. DRESSING ROOM -- NIGHT 112

William in the dressing room, eyes red with exhaustion, finally
interviewing Russell. He holds the mike stoically.

WILLIAM
So when you play a great show like
tonight...

Dick enters with great urgency.

DICK
Okay. I need everybody's attention.

The kid shuts his eyes. He knew this would happen.

DICK (cont'd)
Alright, well, the rumors are true.
The record company has sent a big-time
manager here to try and talk you into
replacing me. His name is Dennis Hope.
I know you've all heard of him. He's
got all the big bands. He's right
outside. He wants five minutes with
you right now. I think we gotta do
it.

RUSSELL
(pissed)
Then bring him in.

William shuts off his tape recorder.

JEFF
(arrogant)
Bring him in! We'll send him out on a
rail!

RUSSELL
(to William)
We'll finish on the way to Boston.
You can fly home from Boston.

William nods, exhausted, as Dick opens the door. In walks a
small general of a man in a baseball t-shirt, well-trimmed
beard and bowl cut. He holds the super-new Halliburton
briefcase. He is DENNIS HOPE, 25. A man from the midwest,
with a vision of the future of rock and roll. Already in his
head are all the things that will come to pass. Higher ticket
prices. Merchandising deals. Greater distribution and
accounting of album sales. He shrugs hello to the band.

DENNIS HOPE
(completely unthreatening)
Hi.

RUSSELL
We already have a manager. He's been
with us from the beginning.

Hope appreciates the lack of small talk. He strides the room
with the joyful enthusiasm of a kid who wants to build a fort.
Russell watches, dismissive, holding his guitar.

DENNIS HOPE
Respectfully. We all have our roots.
I believe in bands holding onto their
roots. But those roots need to be
augmented. I'm gonna tell you the truth
- I may enrage some and enthrall others.
I don't really give a fuck. Your
manager here needs a manager. Example.
If you hadn't run out on the contract in
Phoenix, you could have sued over
Russell's hand... but you left, negating
the contract, forfeiting the deposit,
and you effectively traveled a long
way to pay that promoter... to
electrocute you.

Russell looks at his hand.

DENNIS HOPE (cont'd)
We can all work together. Your damages
have put you way into the hole for
this tour. Right now you owe the record
company more than you've got. But
your record's selling, there's money
to be made. So I've brought a plane
in, we can add more shows to make-up
the difference. Respectfully.

RUSSELL
(immediately)
We travel by bus.

JEFF
Doris is the soul of this band! That
bus has been our home since we were
the Jeff Bebe Band.

Dick watches his loyal band with admiration.

DENNIS
Hey man -- it's travel on a pogo stick
if I thought we'd make more money.
You can play more dates with a plane...

112A INT. CLEVELAND ARENA - NIGHT - SAME TIME 112A

Penny Lane stands on stage facing the empty arena. The roadies
have packed up and moved on. She is alone in the poetic and
trash filled structure that was just hours ago filled with
people. (Behavior to come)

INTERCUT WITH:

112B INT. DRESSING ROOM -- NIGHT 112B

The band meeting continues.

RUSSELL
(passionate)
Hey man, it's not about the money! It's
about Playing music, and turning people
on!

The band agrees.

DENNIS HOPE
(delicately)
Yes, of course. Clearly.
Respectfully. But on the distasteful
subject of money. Just know. You're
making it -- right now -- and it's all --

He gestures to infinity.

DENNIS HOPE (cont'd)
-- out there. I'm just talking about
bringing it --

Bringing his hand together in a fist, he returns it, close to
his heart.

DENNIS HOPE (cont'd)
-- back here.

The band looks at Dick, who manages not to be speechless.

DICK
But why should we pay you for something
we can do ourselves?

DENNIS HOPE
(immediately)
Do you know how to keep from getting
charged for the ice below the
floorboards of Chicago Stadium?
Do you know how to do a headlining
tour, do you Claire Rothman at the
L.A. Forum? Do you know Bobbi Cowan,
Lisa Robinson, Jim Ladd, Frank
Barcelona?
(look around, amazed)
This is Cleveland. Where's Kid Leo??
(basics)
Do you know how you get a record not
pressed but played? Do you know? I
didn't invent the rainy day, man. I
just own the best umbrella.

He laughs. It's fun. Band members are now listening, curiously
spellbound.

DENNIS HOPE (cont'd)
Because as much as you may believe that
it will last forever, it does not last
forever... your biggest fan right now
soon they're going to go to college,
gonna wanna buy clothes, spend that money
some other way, and you know what?
(the final insult)
They'll tape your record from a friend's
copy.

Russell stops fingering his guitar. Shot moves across the
faces of the band members. Pain.

DENNIS HOPE (cont'd)
You've got to take what you can, when you
can, while you can. And you've got to do
it now. That's what the big boys do.

The band squirms, but listens.

DENNIS HOPE (cont'd)
Because if you think Mick Jagger will
still be out there trying to be a rock
star at age fifty, you're sadly sadly
mistaken.

Now he's reaching them. Their slackened roar-weary faces stare
back at the young dynamo.

DICK
(flustered)
Yeah, well... we'll think about what
you said.

DENNIS HOPE
(casually)
No no. You don't understand. I'll
think about it. I'm not auditioning.
I came here to decide whether I want
to represent you. So I'll stand outside
for a moment, and think about whether
I want to stay.

He leaves the room with a pleasant shrug. Stunned silence.
William watches their body language. No one wants to talk
first. Their faces read as -- who was that guy, and how can
we talk him into staying?

113 INT. PLANE -- DAY 113

William watches as the band stands inside the new plane. Dennis
Hope looks on.

RUSSELL
This is not us. This is too much.

He looks around for support. Grim nodding faces.

RUSSELL (cont'd)
(impressed at seat)
This is too much.

William watches as Russell reclines. Russell grabs Penny, and
she falls into the seat next to him. We hear the loud oncoming
sound of the plane in flight, as Dennis cooly asks for Penny's
seat.

DENNIS HOPE
Do you mind?

114 EXT. PRIVATE AIRPORT -- DAY 114

Doris the bus stays behind in the parking lot, abandoned near
a field. The new plane lifts off in the background, as the
bus sits alone, as if crying steel tears. Bus Banner reads
simply: CLEVELAND. Reprise ending of Whole Lotta Love.

115 INT. PLANE NIGHT 115

The girls sit on the jumper seats at the back of the plane,
with William.

116 INT. BOSTON HOTEL ROOM HALLWAY -- DAY 116

William trudges the hallway with tape-recorder and notebook,
trolling for Russell. He passes Boston travelogue posters on
the walls. A few room doors are open, he looks for any sign
of the guitarist. William veers into Dick's room, where a
poker game full of Roadies is in progress. The room is thick
with exotic smoke. They are a bunch of road-hardened snobs,
smoking cigars and other items, famous to themselves, listening
not to rock and roll... but Sarah Vaughn.

WILLIAM
Anyone seen Russell?

DICK
The Enemy!

Door widens to reveal Russell.

RUSSELL
Hey! Welcome to the Road Crew Poker
Party. This game's been going of for
two years.

DICK
That's Mick - he's with The Who. That's
John - with J. Geils. And that's
Richard with the Eagles... and you know
The Wheel.

THE WHEEL
Hey.

Grumbling roadies continue playing. Like an old pro, the kid
turns down a Cola-can hash-pipe. This hand is down to Dick,
and a roadie named REG from Humble Pie.

DICK
Side proposition. For fifty dollars
and a case of Heineken, I will put
into the pot... three Lovely Ladies,
Including the famous Penny Lane... the
Band-Aids, who need to exit our tour
before New York...

REG
It's a deal. Show 'em.

Dick lays down three tens. Reg lays down three Kings. Dick
loses.

DICK
Three Lovely Ladies... now in the
custody of Humble Pie.

REG
Alright, so we owe you fifty dollars
and a case of Heineken.

Embarrassed, Russell notices the kids face. He leans over,
and speaks confidentially to him.

RUSSELL
Look. Nobody's feelings are getting
hurt here. She already knows Leslie's
coming To New York tomorrow. They all
understand. This is the Circus.
Everybody's trying not to go home.
Nobody's saying goodbye.

WILLIAM
No, I got it.

RUSSELL
These are the Rules that come with
every electric Guitar and every
amplifier. They're not just written
anywhere. Rock and roll, brother. No
attachments. No boundaries.

But the kid feels bad, and Russell knows it.

RUSSELL (cont'd)
Quit looking at me like that.

116A INT. HALLWAY - AFTERNOON 116A

The kid is still stuck on the road. He is in hell now.
Wearily, with deep circles under his eyes, he shuts his eyes
for a moment. Another band is moving through.

SABBATH ROADIE
Keep this hallway clear!

117 INT. BACKSTAGE TRAILER/DRESSING ROOM -- AFTERNOON 117

William and Penny sit on opposite ends of a blue locker-room
bench. It's a small dressing room, crowded with roadies,
guitars and men in stages of half-dress. Piles of luggage
headed for New York sit by the door. The door suddenly opens
and Dick arrives with champagne and a cake decorated with a
sparkler. It is placed in Penny's lap. It reads: Unforgettable
Penny... Age Unknown. Boston, 1973. They gather now as the
cake sits before a surprised and enchanted Penny Lane.

DICK
Happy Birthday from us.

William watches her face as she reads the message on the cake.
It hasn't sunk in yet.

Russell produces a piece of hotel stationery. He reads a poem.

RUSSELL
So Penny our friend has gained another year.
But long ago, she threw it in gear.
She rocked the south
The East and West.
Could you please get off this endless tour
Where we're Black Sabbath's fucking
special guest?

Laughter.

RUSSELL (cont'd)
She says she's retired
Though we've heard that before.
She chose us...
And in Penny Lane we trust
She is a fan of this band.
Much more so than us.

William watches her face. Still enchanted, she hands out slices
of the cake.

DENNIS HOPE
(to the point)
Sorry the plane isn't bigger.

It hits her. She looks at William for a clue. His truthful
face does not look away. Now she knows. She turns to the
others -- the plane isn't bigger? Shot moves in on Penny as
she blinks just a little, cutting into the cake, still mugging
for everybody, covering it all with a layer of sweet giddy
laughter. Shot comes to rest behind her, her head turning to
connect with band members. Each of them look away, nobody
maintaining eye contact with her except the one she now doesn't
look at. William. She blows out the candles, vamping Marilyn
Monroe-style, and sucks off the frosting seductively, to cheers.
Russell watches, as we push in on Penny. She notices all the
luggage is gone, only her two cases remain by the door.

118 EXT. CONCORD PAVILLION BACKSTAGE -- EARLY MORNING 118

William exits a backstage Portosan. Penny catches him by the
grilling area where catering is preparing for the outdoor event.
Their laminated passes swing from around their necks. Thuding
in the distance, Stillwater plays for a cheering outdoor crowd.
The sound of summer insects in the air.

PENNY
So it wasn't a birthday party, it was
a farewell.

William doesn't answer. He looks at her, blowing some hair
out of her face.

PENNY (cont'd)
You think you can fool me. I read
you. I know what you're thinking.

WILLIAM
What's that?

PENNY
(touched)
You're worried about me and Russell.

WILLIAM
Yeah. I gotta work on that.

PENNY
You're so sweet. God -- if there was
more of you in him...

WILLIAM
Don't tell me this stuff. I want to
like him.

PENNY
(concerned for him)
Did you miss your test or something?

He shakes his head. It's so beyond a test.

PENNY (cont'd)
I know I'm not on the plane, and I'm
not going on some other band's bus. I
mean, I could go with the Sabbath road
crew, but that would be pathetic. The
girls are all going with Humble Pie.
If you could find out from Russell --

WILLIAM
(quietly)
Penny -

PENNY
(a decision)
Forget it. I'm flying to New York
myself. I have a bunch of partial
tickets. I know his ex-wife, current
girlfriend's going to be there -

William's eyebrows rise. She examines his face for clues.

WILLIAM
-- I'm not sure that's a good idea.

PENNY
(overlapping)
What? What are you saying? What do
you know? Did Russell say something?

WILLIAM
I don't know anything.

PENNY
I know he wants me there. He gave me
a cake. He wrote me that sweet poem.

WILLIAM
(loud)
Wake up! Don't go to New York!

PENNY
What are you telling me?

She looks so achingly beautiful to him.

WILLIAM
Because you're not who you said you
were! I thought you were retired!

PENNY
You're right. I'm not who I said I
was. I'm just like you. I love music,
so this is my family. Some people
like tractors, and they hang out with
tractor people. What's the worst that
could happen if I go to New York?
(little girl)
"I get my little heart broken?"

WILLIAM
Oh no. Never you! You eat people
alive!

She tears some leaves off a tree. He looks at her, unable to
formulate a response.

PENNY
(accusatory)
I'm sorry I told you so much. You
have some way of making everybody tell
you all their secrets.

WILLIAM
That's a good one. Tell me too much
and make it my fault.

He continues walking, she follows. They have ventured outside
the backstage area, onto adjoining Boston farmland. The show
booms in the background.

PENNY
Come on. You've seen what's happened.
Russell and I fell in love. How much,
I don't know... but this is the first
time I've fallen for someone, really
fallen... since Iggy, and I'm not happy
about it.

WILLIAM
(beat)
You slept with Iggy Pop!?

She says nothing.

WILLIAM (cont'd)
(sputtering)
Why don't you just tell me now, who
else -- so when I go to the record
store, I know who to be jealous of.
Because right now, it's looking like
the whole store!

He's upset. She stares at him.

PENNY
(teasing, defiant)
You'll remember me forever. I was
there when you lost your virginity.

WILLIAM
(upset at the memory)
So was Steely Dan! It was a crowded
room.

She laughs, can't help it. Then:

PENNY
You make me laugh. I think I'm gonna
cry.

WILLIAM
(continuing)
I thought we were going to Morocco!
There's no Morocco. There's never been
a Morocco. There's not even a Penny
Lane. I don'teven know your real
name.

PENNY
If I ever met a guy in the real world,
who looked at me the way you just looked
at me...

WILLIAM
When and where does the real world
occur? I am really... confused here.
Fuck! All these Rules And all these
sayings... and nicknames...

PENNY
You know -- you're too sweet for rock
and roll.

WILLIAM
Where do you get off... where do you
get "sweet?" I'm not sweet. I'm dark
and mysterious and pissed-off and I
could be very dangerous to all of you...
I'm not sweet, and you should know
that about me! I am The Enemy.

PENNY
You're not any of those things and
that's what I love about you.

William stands there in disbelief, unable to look at her.

WILLIAM
You fall in love to keep from falling
in love.

PENNY
I don't want to go home!

WILLIAM
Well, I have to go home. And you never
helped me.

PENNY
Yes I did.

WILLIAM
That disc-jockey in Arizona got a better
interview than me... and he was asleep.

He starts walking back to the stage. She follows. They are
two very young kids thrashed by the seas of rock and roll.
His frustration increases. She just doesn't get it. Applause
in b.g. She grabs his shirt.

PENNY
Look. You should be happy for me.
You don't know what he says to me in
private. Maybe it is love. As much
as it can be with someone who --

WILLIAM
(blurts)
-- sold you to Humble Pie for fifty
dollars and a case of beer? I was
there!

He is instantly sorry. Her world privately crumbles, but she
tries to remain stoic and carefree.

PENNY
What kind of beer?

119 INT. HUMBLE PIE CREW TRUCK -- DAY 119

Sapphire, Polexia, and Estrella bump along to the music and
the road. They strain to maintain dignity in these decidedly
third-class surroundings. There's only one small blurry window.

POLEXIA
Who did this to us?

120 INT. WILLIAM'S LIVING ROOM -- NIGHT 120

Mom on the phone.

ELAINE
Then don't come home. Don't do this
to me. If you're going to miss
graduation, don't come home.

She hangs up.

121 INT. PRODUCTION OFFICE -- NIGHT 121

William on the phone. Speechless.

122 INT. COLLEGE CLASSROOM -- DAY 122

Elaine faces her Humanities class. She stands in an
amphitheater-style, inner-city college classroom, decorated
with colorful unorthodox artifacts from her home. These earnest
city college students listen to her. But she cannot continue.
There is a thundering upset inside her.

ELAINE
I'm sorry. I can't concentrate.
(beat, confesses, unhinged)
Rock stars kidnaped my son.

123 INT. BAND PLANE -- DAY 123

Music. Russell and band bounces down in NYC. Russell listens
to music on headphones plugged into large boom box.

124 INT. LIMOUSINE -- DAY 124

William watches, facing the band from the jump seat of their
limousine, heading into New York. Up ahead, Manhattan looms,
beautiful and scary.

RUSSELL
"New York. Just like I pictured it...
"

JEFF
" ... skyscrapers and everything."

RUSSELL
(to William)
We showed you America. We did
everything but get you laid.

Beat. They look at each other curiously. How much does the
other guy know?

125 EXT. ST. REGIS -- DAY 125

Russell and band spill out of limo. The New York cluster of
hardcore Stillwater fans wait outside. They hold collector's
sleeves covering albums to be autographed, and fresh magic
markers in hand. William in tow crawls out of the limo last.
Dick goes to work, pulling luggage from the trunk. A serious-
looking Fan (LENNY) approaches Russell with an autograph card.

FAN
I'm from the Church of Lenny. We bow
to his will and all that it represents
- The King of the King of Kings.

RUSSELL
Make it out to - ?

FAN
To Lenny.

Russell nods -- of course. He signs, as Dick approaches with
a well-placed word in his right ear.

DICK
She's here.

William turns, expecting to see Penny. Instead we see the
long-limbed, athletic, pretty and collegiate LESLIE. She
holds a Nikon camera, and snaps their picture.

JEFF
Leslie!

DICK
Your room is completely stocked, far
away from any noisy ice machines,
elevators or maid quarters. The air-
conditioning is already on. And here
is your security key -- by the way,
you look stunning.

LESLIE
(taking treatment for
granted)
ThanksI'llseeyoulater.

Nearby, the young journalist studies the tour's subtle shift
in welcoming Leslie. Dick's New York side is almost military.

DICK
Bags in five! Cars leave for the party
at six!

William studies Leslie, everyone saying hello to her, everyone
knowing the subtext. Nobody saying a word. William pulls his
heavy bag out of the back of the limousine.
The bag breaks, and the contents spill out onto the New York
sidewalk. Bars of soap, ashtrays, hotel keys, crumpled paper,
the contraband t-shirt, "Do Not Disturb" signs, notes, towels
and thick telephone books from every city.

DICK (cont'd)
You know. There are lighter souvenirs.

WILLIAM
(embarrassed)
Well -- I kept thinking I was going
home the next day --

DICK
I did too. Fifteen years ago.

All help him with his spilled souvenirs. Russell shares a
private look with the kid. Nearby Leslie greets other band
members.

WILLIAM
Ric!

It's Super Zeppelin fan Ric Nunez.

RIC
(whispers)
It's all happening. Zeppelin is at
the Plaza. So's four other bands.
They're partying up there right now.
Sapphire, and Miss Penny Lane too...
She wants you to call her.
(William reacts)
They're all staying under the name
Emily Rugburn.

William takes in the information, while regarding Ric's new
custom shirt, which features the words to Zeppelin's "The Rain
Song."

RUSSELL
(exiting with Leslie)
After the party. I'll come to your
room - I promise. We'll talk. This
is Leslie, by the way. Leslie, this
is our wayward friend from Rolling
Stone. The Enemy.

They shake, she smiles randomly.

126 INT. ST. REGIS FRONT DESK -- NIGHT 126

William checks in.

CLERK
William Miller? Sir, you have an urgent
call from a Mr. "Ben Fong-Torres."
He's holding for you, right now.

William takes the phone. The Clerk watches curiously as the
kid adopts a new persona.

WILLIAM
(deep voice)
Hello.

INTERCUT

INT. JANN'S OFFICE -- SAN FRANCISCO -- AFTERNOON

On a rainy day in San Francisco, Ben Fong-Torres stands in the
copy-strewn office of the young editor/publisher JANN WENNER.
Several other editors are also present in the background,
including David Felton with cigarette-holder in mouth, and a
prep-school Fact-Checker named ALLISON.

BEN
Congratulations. It's gonna be a cover.
Neal Preston will shoot 'em next week
in L.A. we need you back in San
Francisco tomorrow. We'll finish the
story here.

William is overwhelmed with many emotions, fear topping the
list.

BEN (cont'd)
You can tell the band. Allison, our
fact checker, needs you to transmit
whatever you have of the story, tonight,
now, along with your notes. There is
a mojo at the Daily News they'll let
us use -

WILLIAM
Mojo?

BEN
A mojo. It's a very modern machine
that transmits pages over the telephone.
It only takes eighteen Minutes a page...

126A EXT. NEW YORK STREETS -- NIGHT 126A

The sound of feet on pavement. William looks at addresses,
hustling to the Daily News office.

126B INT. DAILY NEWS COPY STATION -- NIGHT 126B

William tears pages from his notebook and feeds them into the
large and clunky earliest model fax machine -- "The Mojo." We
hear David Bowie. "The Jean Genie."

A127 EXT. MAX'S KANSAS CITY -- NIGHT A127

William weaves, exhausted, into the Stillwater press party at
this legendary New York nightspot. The Doorman, who checks
i.d.s, sees the kid and expresses great doubt.

DENNIS HOPE
He's okay, he's with us -

Hope shoves him past the Guard, and sends him into a very mature
new world.

127 INT. MAX'S KANSAS CITY -- NIGHT 127

The famous hub of New York rock and roll. A strong whiff of
decadence mixes with youthful naivete. Not a hippie in sight.
William walks through, looking for familiar faces. Overhead
we hear Stillwater. "If You Say Nothing." The party is filled
with scenesters, long silver-haired glamsters, some British
journalists, and many hunched young skinny bodies in leather
jackets. Russell grabs him by the arm.

RUSSELL
Ah ha! There you are, ya little fucker.
Come on --

WILLIAM
I have some good news.

RUSSELL
-- I'll piss to that. Follow me.

A128 INT. MAX'S BEDROOM A128

They enter the small bathroom. Russell bolts the door, faces
the urinal and pees. His own music throbs in the next room.

RUSSELL
Dennis Hope took me aside, and wants
to manage Me solo. Says to lose the
band by February. Should I do it? I
have no perspective anymore.

William pees in silence.

RUSSELL (cont'd)
At what point do I just take the hint?
Nobody Loves this band. People like
us, do they love us?

WILLIAM
I do.

RUSSELL
(then pissed)
Oh - get this - somebody told Penny
Lane I sold her for beer. The network
of these chicks! Like I would do that.
It's Jeff who told her, right? Not
you, right? None of these guys can
just calm down and be a fuckin adult.
Now she's here, freaking out. Leslie
can smell it.

WILLIAM
(exiting)
Wait. I've got something to tell -

But he finds himself trailing Russell to the back room bar.

128 INT. GIRL'S BATHROOM - NIGHT - SAME TIME 128

Leslie in the bathroom. Penny enters and watches her
discreetly. They stand together, side-by-side at the mirror.
Leslie looks once, turns and then turns back at Penny. She
knows.

129 INT. BACKROOM -- NIGHT 129

William sits with the band. Over Jeff's head, Penny hangs
nearby, at the outskirts, drinking and dancing. They share a
look, feigning casualty.

WILLIAM
You guys -- you guys --
(beat)
You're gonna be on the cover of Rolling
Stone.

Stunned and overwhelmed, the band waits a beat, lets it sink
in... and goes wild. Russell, stunned too, looks at the kid.
It's big news. Jeff stands immediately, eyes moist, glass
raised.

JEFF
(tears welling, instantly)
The cover of Rolling Stone. And we
made it together. They don't just put
somebody with one little hit on the
cover of Rolling Stone Fucking Magazine,
man. We made it.

The band nods solemnly, importantly.

JEFF (cont'd)
(continuing)
Damn it -- I'm gonna enjoy this. The
first time I bought that magazine The
Beatles were on the cover. Four of
them. Four of us. Together.
TOGETHER!

They begin singing the then-current Dr. Hook and the Medicine
Show hit, "The Cover of the Rolling Stone" to William.

LESLIE
Who is that girl? She's creeping me
out. She's not with any of you, is
she?

WILLIAM/DICK
She's with me.

And now Leslie has confirmation. A symphony of looks, as Dick
gets to his feet and moves to confront Penny. Penny Lane's
eyes fill and she runs out. Russell stands... and sees William
also stand. William turns and follows her. Russell stands
watching, and does not leave. We hear Elton John's "Mona
Lisas and Mad Hatters."

130 EXT. MAX'S KANSAS CITY -- NIGHT 130

William exits as a crush of Partygoers arrives. He doesn't
know where she is. He takes off to examine the cabs stuck in
traffic. Song continues.

POV WILLIAM

He looks in the backs of cabs. None of them her.

Music continues. He runs down the streets, looking for her.
Alone in New York City.

131 INT. PLAZA HOTEL -- NIGHT 131

William on the house phone.

WILLIAM
Emily Rugburn, please.

132 INT. HOTEL HALLWAY -- NIGHT 132

William approaches Suite 702. The door is open. He hears new
band voices, and sees new faces. MUSICIAN # 1 intercepts him.

WILLIAM
Hi. I'm a friend of Penny Lane's.

MUSICIAN # 1
Aren't we all -

Musician types are leaving.

WILLIAM
Where is she?

Room Service arrives. Some appetizers and a large expensive
bottle of champagne on ice.

ROOM SERVICE GUY
Can somebody sign for this?

William does.

ROOM SERVICE GUY (cont'd)
Thank you Mr. Rugburn.

Two more Musicans (English) exit the back room party. The
room is clearing out.

ENGLISH MUSICIAN
She's sick. Let's get out of here.

ENGLISH MUSICIAN # 2
She used to be so much more together.

William watches all, champagne in hand, and finds her in the
backroom. She's addled and nearly passed out.

WILLIAM
What happened?

PENNY LANE
I'm not good at goodbyes.

She sags. He grabs the phone.

PENNY LANE (cont'd)
You're the last of my old-time friends.
Polexia went to England with Deep
Purple... can you believe that? Even
Sapphire's out someplace else. All
she left was her quaaludes.

WILLIAM
Oh -- wonderful.
(into phone)
Front desk? Please send a doctor.
Room... what room? 703. 702. Both
rooms, either room. This is Mr. Rugburn,
Yes. My wife's had an accident with
some quaaludes. Yes - I'll do that.

The room has emptied out. Just them, and the remnants of a
movable party that has moved elsewhere.

WILLIAM (cont'd)
Wake up!

He struggles to get her on her feet. She tips over on her
strappy platform shoes. He struggles to untie them.

133 EXT. GRADUATION -- DAY 133

The School band plays "Colour My World." School PRINCIPAL at
the podium.

PRINCIPAL
And now... out graduating class! Jane
Abbott!

A peppy student bounds up and grabs her diploma. Elaine Miller
watches dolefully in the audience.

134 INT. HOTEL ROOM -- NIGHT 134

William holds Penny in his arms. Finally she is close to him.

135 EXT. GRADUATION CEREMONY -- DAY 135

PRINCIPAL
Victor Sanchez!

Warm applause for another student who grabs his diploma. He
takes off his mortar board to flash an American flag bandana.
He raises his diploma in victory.

136 INT. HOTEL ROOM -- NIGHT 136

William holds Penny Lane, and keeps her moving. It's a sagging,
messy slow dance.

WILLIAM
"In the unlikely event of a water
landing... "

PENNY
"... you will be required to wear a
safety vest."

WILLIAM
Keep going.

PENNY
"Please place all stowable luggage in
the overhead compartments... out in the
seat in front of you."

WILLIAM
(prompting)
"Seat and tray tables."

PENNY
"And seat-backs and tray-tables should
be in their full and upright and locked
positions... "

137 EXT. GRADUATION CEREMONY -- DAY 137

PRINCIPAL
And now... out "Pending" Graduates!
(pause)
William Miller... not present.

Elaine applauds her son, stoically. It is a dagger through
her heart. A sympathetic look from a nearby Mother continues
the pain.

138 INT. HOTEL - NIGHT 138

They move slowly, she's fading.

WILLIAM
"In the tragic event of a water
landing..."

139 EXT. GRADUATION - DAY 139

The Principal shares a few thoughts:

PRINCIPAL
And to the class of 1973, we say --
(beat)
Don't forget to remember yourself as
you are today... Full of hope... and
the dream that everything is possible...
Remember this, twenty years from now,
when we all own home computers and we
all travel in shiny electrical cars
that move swiftly, high above the
city...
(beat)
They key to the future is keeping today
alive forever.

Elaine's head lowers slowly in a sea of happy parents. The
day will never end. Mrs. Deegan slips into the seat next to
her.

MRS. DEEGAN
First. Release the guilt.
(Elaine nods)
Second -

ELAINE
Please let there be only two, because
I can't get past Number One.

MRS. DEEGAN
Second. Leave a little room for the
other teachers in this world. He's
out there looking for mentors.

ELAINE
He's got twelve of them. They're lined
up. He's just tired of me.

A140 INT. HOTEL ROOM -- NIGHT A140

William holds Penny. She is very woozy.

PENNY
"... you will be required to..."
(gives up)
I'm tired.

She is very groggy, as he holds her.

WILLIAM
Well. Now that I have your attention.
And you may not remember this later, I
just want to make it clear that... Hey!
(she blinks, barely awake
again)
I know you've heard this before. And
I have never said this to anybody, not
really - well, nobody who didn't legally
have to say it back to me, but -
(tries to be casual)
I love you. And I have a hard time
sharing you with all of rock and roll
because I - why am I nervous? - You'll
never remember this - HEY! -
(she blinks)
I love you, and I'm about to boldly go
where... Many men have gone before...

He kisses her. A doctor and nurse come crashing into the room.
They push past William and pull Penny into the bathroom. He
sits on the edge of the bed, looking into the bathroom, as
they work on her. We hear Stevie Wonder. "My Cherie Amor."

140 INT. BATHROOM - NIGHT 140

Doctor places a tube down Penny Lane's throat. A bored nurse
holds a water-bag, lowering it to ground level.

WILLIAM'S POV INTO BATHROOM

Her feet sticking out, wriggling. He watches, as music
continues.

ON THE BATHTUB

Her amber-colored stomach contents look like a Jackson Pollack
portrait of the era, with three partially dissolved pills.
Doctor hands enter frame and remove them. Music continues.

141 INT. HOTEL ROOM - LATER NIGHT 141

The Doctor re-appears, and sits down next to William, as the
Nurse exits. The Doctor withdraws a three-page report form.

DOCTOR
Your wife will be okay for now -

WILLIAM
Thank you Doctor.

DOCTOR
However, she says you're her brother.

WILLIAM
(eyes report)
She's a little confused.

The ice shifts in the champagne bucket nearby. The Doctor
sizes up the situation.

DOCTOR
Nice champagne.

WILLIAM
I don't have a driver's license. With
me.

DOCTOR
Tomorrow's my wedding anniversary.
I'd prefer to take care of this without
facing the dawn at the police station.
So if you can find a way to get this
girl - your wife - back home to her
parents, I'd let you pay me anything
you can afford. Because you don't
appear to be related to the famous
Rugburns of Rhode Island.

His eyes flick to the champagne. The kid takes a hint, reaches
over to the champagne.

WILLIAM
Happy Anniversary.

The Doctor puts the champagne in his bag.

DOCTOR
She won't be good company, but keep
her awake for another four hours.

142 INT. AIRPORT TICKET COUNTER -- MORNING 142

Song continues. William and Penny drag themselves through the
airport. He guides her to the ticket counter. Penny wears
her green coat, large sunglasses. He sorts through her many
partial tickets. They are both so tired. She shakes off her
coat -- she's suddenly very hot -- and he grabs it and loops
it through her bags. She's irritable, and ready to go home.

143 INT. AIRPORT GATE - MORNING 143

PENNY
(baring her soul)
When I was 14, my Mom and her boyfriend
took me to a Rolling Stones concert -
and I freaked out and I rushed up to
the front of the stage and then a
thousand people had the same idea at
the same time and I was getting crushed.
And I couldn't breathe and that thought
flashed through me - almost like a car
accident - I thought I might die. And
it was in the middle of "Midnight
Rambler" and Keith Richards saw me.
And he came over, and came to the front
of the stage, and he pulled me out.
And they took me backstage and they
gave me coke with ice and a - and a
lemon. And I never went home.

WILLIAM
What about your Mom?

PENNY
She always said - "Marry Up." Marry
someone grand. That's why she named
me Lady.

WILLIAM
(horrified)
She named you Lady?

PENNY
Lady Goodman.

WILLIAM
No.

PENNY
You never really get used to it, either.

WILLIAM
Well -- this -- this just explains
everything.

He wishes it did. She rubs her stomach. It's a rocky morning.

WILLIAM (cont'd)
See you back in the real world.

PENNY
See you back there.

She kisses his forehead, and takes off down the accordian
leading to her plane. She drops her coat again, bending down
to retrieve it.

WILLIAM
Hey Lady!

Four Woman turn, but not Penny. She disappears.

144 INT. AIRPLANE - DAY 144

Penny Lane settles into her seat on the airplane. She notices
William watching from the terminal window, and waves.

STEWARDESS
Please extinguish all flammable items,
and return all seats and tray tables to
their full and upright locked positions.

She mouths along with the words. There is no one to share the
joke with. And then a few blurry memories come back to her.
She gestures to him... understanding him more fully... as he
disappears.

145 INT. AIRPORT TERMINAL - DAY 145

William walks alongside her plane, moving from terminal window
to terminal window. Catching her glance again, he's picking
up steam. What's she saying?

146 INT. PLANE - DAY 146

She keeps watching as he runs alongside, still keeping up with
her plane. She now fully remembers, and places her outstretched
fingers on the window. She mouths the words: I'll see you
back home!

ON WINDOW

He us running through her fingers.

CLOSE ON WILLIAM

Who can run no further.

FADE OUT

FADE UP

147 INT. BAND PLANE -- DAY 147

Russell and William are in mid-interview. The kid's microphone
is out. It's a little bit of a rough flight. William wears
the same clothes.

RUSSELL
Why didn't you come back to the party?
Bob Dylan showed up. He was sitting
at our table for... had to be an hour,
right? Just Rapping. Bob Dylan! I
kept looking for you. I was going to
introduce you.

The kid feels pain.

JEFF
What happened to you last night?

WILLIAM
It's a log story.

A sharp jolt of turbulence. Russell begins pounding on the
card table in rhythm.

RUSSELL
(singing Buddy Holly)
"Peggy Sure... Peggy Sue... "

DICK
Please.

RUSSELL
"Pretty pretty pretty pretty Peggy
Sue... "

A moment of laughter, and then bam. Jeff's drink rises and
suspends briefly in mid-air. The plane takes another mighty
knock.

JEFF
We shouldn't be here.

RUSSELL
Doris, we miss you!

Fear is creeping in around the edges. William, already an
uneasy flier, looks down.

PILOT'S VOICE
This is Craig, your pilot. It appears
we've caught the edge of that electrical
storm we were trying to outrun. Buckle
up tight now. We're gonna do our best
to getcha out of this.

The rocking of the plane worsens, as all buckle up.

JEFF
"Electrical storm?"

RUSSELL
(strapping in for a roller
coaster)
Rock and roll.

The sky darkens abruptly. William looks up, increasingly
nervous, stares straight ahead. The plane suddenly drops and
stabilizes. Everyone is silent but Russell.

RUSSELL (cont'd)
Wooooooo Baby!

A moment later, an ashen-faced CO-PILOT emerges, balancing
himself with hands on the ceiling of the shuddering plane.

CO-PILOT
We're gonna try to land in Tupelo.
We're going to have to cut the inside
lighting for the next several minutes.
We found a field to land in.

The kid notices Silent Ed is rubbing a small crucifix.

DENNIS HOPE
A field?

JEFF
I can't breathe.

Push in on Russell. We hear a series of unfamiliar electrical
sounds. The plane screwballs through the sky.

CO-PILOT
It might be a rough set-down. We should
be fine.
(cracking at the edges)
But what we do say in a situation like
this is - We would pass but before the
plane ... disassembled. However, God
help us, if there's anything you want
to say to each other, any secrets,
anything like that, now would be a
good time. But just hang in there.
We'll get you out of this.

He returns to the cockpit. The weather worsens, as the hail
suddenly pelts the plane, and it comes down hard. Inside lights
shut off. William stares straight ahead, as the cockpit door
swings open - total chaos visible inside - and then shuts again.

DICK
And everyone thinks it's so glamorous
out here.

LARRY
(oddly detached)
He just told us we're gonna die.

JEFF
(insecurities running wild)
We're gonna crash in Elvis' hometown --

RUSSELL
Shut up.

JEFF
-- we can't even die in an original
city!

RUSSELL
C'mon Dennis, get us a better city.

Nervous laughter. Another sheet of hail hits the plane.

LESLIE
Oh my God.

PUSH IN ON WILLIAM

Just shaking. Nearly in tears. Hyperventilating.

RUSSELL
If something should happen. I love
all of you. I don't think we have to
do the secrets thing.

The plane shakes. Now lightening strikes very close. A
flashing wall of electricity rolls through the plane and
evaporates with a burning smell still in the air. In the
darkness:

DENNIS HOPE
I once hit a man in Dearborn, Michigan.
A hit-and-run. I hit him and kept on
going. I don't know if he's alive or
dead, but I'm sorry.

LESLIE
(gripped with fear)
Oh my God.

The plane wildly rises, and falls. It stops for a moment. A
strange smooth patch.

DICK
I love you all too, and you're my
family. Especially since Marna left
me. But if I ever took an extra dollar
or two, here and there, it was because
I knew I'd earned it.

RUSSELL
I slept with Marna, Dick.

JEFF
I did too.

LARRY
I waited until you broke up with her.
But me too.

JEFF
I also slept with Leslie, when you
were fighting.

RUSSELL
You... slept with Jeff?

LESLIE
Yes, but it didn't count. It was the
summer we decided to be free of all
rules.

RUSSELL
(to Jeff)
And you say you "love me."

JEFF
(the truth)
I don't love you, man. I never did.

RUSSELL
Please. Enough.

JEFF
NONE of us love you. You act above
us. You ALWAYS HAVE!!

LARRY
Finally. The truth.

JEFF
You just held it over us, like you
light leave... like we're lucky to be
with you. And we had to live with it.
I had to live with you, and now I might
die with you and it's not fucking fair.

William watches, catatonic.

RUSSELL
(to Larry and Ed)
You hate me? You too?

Larry stares at him. Ed says nothing.

RUSSELL (cont'd)
All this love. All this loyalty.
(incredulous, giddy)
And you don't even like me.

JEFF
And I'm still in love with you Leslie.

Bam. The plane is pulling sideways, and dropping altitude.

LESLIE
I don't want to hear anymore. Shut
up! Shut up! Shut up!

RUSSELL
(to Jeff)
Whatever happens, you're dead.

JEFF
Don't be self-righteous, Russell, not
now. You were sleeping with Penny,
that groupie. Last summer, and up
until yesterday. Why don't you tell
Leslie THAT?

Russell tries to get up and attack him. The force keeps him
in his seat. He yells. Loud.

DENNIS
(freaking out)
I quit.

The turbulence worsens. William finds his mouth saying
emotional words he cannot control.

WILLIAM
"That groupie?" She was a Band-Aid.
All she did was love your band. And
you all -- you used her, all of you.
You used her and threw her away. She
almost died last night, while you were
with Bob Dylan. You're always talking
about the fans, the fans, the fans.
She was your biggest fan and you threw
her away. And if you can't see that,
that's your biggest problem.

Russell and Jeff stare at each other. The plane is rocking
very very hard. Leslie is crying.

ED
I'm gay.

They all turn to the silent drummer. (It's his first spoken
dialogue of the movie.)

Then.

The plane pops out from below the clouds. Sunshine spikes
through the embattled windows of the plane, as they float
downwards to the city of Tupelo, Mississippi. A very very
uneasy silence fills the plane. No one can look at each other.
Out bursts the Co-Pilot, giddy with victory.

CO-PILOT
Thank God above, WE'RE ALIVE!! WE'RE
ALIVE!! WE'RE GONNA MAKE IT!!

Shot of all the occupants, ending with Russell. Suddenly, the
alternative seems far more attractive. We hear Rod Stewart's
"Jo's Lament" as music plays over their still-shocked faces.

148 INT. TUPELO AIRPORT CORRIDOR -- DAY 148

Music continues, as they walk together like ghosts in a long
and very pregnant silence, ignoring the kid. Everything is
different now. The kid peels off and throws up in a dumpster.
We continue with the band, unhappily moving forward. William
hustles back to catch up. They ignore him. There are much
bigger thoughts in play. No one wants to speak.

JEFF
Well, I think we can build on this new
honesty.

Boom. Russell attacks him, and they're pulled apart. The
band continues moving forward, arriving at a fork in the airport
terminals. William stops. This is where he must part company.
He stands at the mouth of the next terminal, as the band
continues, unaware he's split off. He watches their backs,
they've forgotten him.

Then Russell turns, sensing something missing. William. All
now stop and turn. Still shell-shocked, they summon a pre-
occupied but heartfelt goodbye. William waves. Music
continues.

ON AIRPLANE DEPARTURE SCHEDULE

William's finger finds San Francisco.

149 INT. CAB -- SAN FRANCISCO -- DAY 149

The kid checks the address as he arrives at the MJB Building,
and its next-door neighbor, the San Francisco headquarters of
Rolling Stone Magazine. He still wears the same clothes from
last night in New York.

150 INT. ROLLING STONE MAGAZINE -- DAY 150

William arrives at the front desk, gets the once-over from a
friendly RECEPTIONIST, a paragon of new cool.

RECEPTIONIST
Leave your package at the desk.

WILLIAM
I'm not a messenger. I'm one of your
writers. William Miller.

He is zombie-tired, with heavy duffel case and his orange bag.

151 INT. ROLLING STONE OFFICES -- DAY 151

William walks down the center aisle. Editors and writers look
at him, standing at the front of their cubicles to see this
exhausted 15 year-old writer. At the end of the aisle, like a
human finish line, stand Ben Fong-Torres.

BEN
You're William Miller?

The secret emerges not with a bang but with a slight and tired
nod of the head.

WILLIAM
Yep.

BEN
(putting it all together)
Oh baby.

Ben leads him into the office of Jann Wenner, the editor-
publisher.

152 INT. JANN WENNER'S OFFICE -- DAY 152

William sits. Editors are feverishly discussing the next issue.
The big concerns of a national magazine are in the air.
Everyone is focused and quick. The conversation is machine-
gun like. Jann Werner turns to the kid.

JANN
We can't run this piece.

The kid's eyes travel to his story -- a stack of fuzzy-looking
sheets on the table.

BEN
You obviously saw more than you wrote
about. After eight days on the road
with these guys.

DAVID FELTON
Didn't anything happen?

JANN
And where are you in this piece? What
did you want to write? Because this
reads like what they wanted you to
write.

BEN
What happened to your highly-touted
think piece on limitations of a middle-
level Band in the face of success?

William sits speechless. It's sinking in. Failure.
Conversation continues at a fast pace:

JANN
We can push up Chet's Who cover -

FACT CHECKER
Good 'cause it's going to take me three
days to get through this research.
It's all handwritten, on little slips.
Plus, they all refer to woman as
"chicks." I mean, as a woman I have a
problem with that. I know it's a side
issue.

DAVID FELTON
(sympathetic, loquacious)
It's a "puff piece." you fell for
'em. It happens. A relationship forms.
You want them to like you.
(wistful, chewing cigarette
holder)
Happened with me and Charlie Manson.
He was a very charming... lively...
charismatic...

Felton catches himself swooning. The other are staring at
him. He snaps out of it.

DAVID FELTON (cont'd)
... mass-murderer.

WILLIAM
Please let me finish it. Give me
tonight to work on it.

FACT CHECKER
Chet's piece is all fact-checked and
ready.

JANN
(to William)
Get some sleep. We'll do another story
sometime. We'll get you a kill fee.

FACT CHECKER
His research is all on little bits of
paper. Did I say that?

WILLIAM
Ben. You told me to send what I had.
It's not finished.

FACT CHECKER
That's being charitable.

Ben looks at the kid, then at Jann. Jann scans the kid's face
for a beat, nods.

JANN
Let him use the big office. It's
where Hunter used to write.

William rises, gratefully. He shakes Jann's hand.

FACT CHECKER
(pointed re: his age)
You can type.

WILLIAM
Yes. It took it in grade school.

153 INT. BIG OFFICE -- NIGHT 153

William sits in the "big" office. It's a small white tank.
After all the sound and fury, there is only the hum of a large
electric typewriter. His research, transcripts and some band
photos sit nearby. He takes a bite of a candy bar, a sip of
coffee. He looks at the phone.

INT. LESTER BANGS' BEDROOM -- NIGHT

Crazy jazz is playing. Lester Bangs on the phone.

LESTER BANGS
Aw, man. You made friends with them!
See, friendship is the booze they feed
you. They want you to get drunk on
feeling like you belong.

INTERCUT:

INT. ROLLING STONE -- NIGHT

William in the empty Rolling Stone office.

WILLIAM
(ruefully)
Well, it was fun.

LESTER BANGS
They make you feel cool. And hey. I
met you. You are not "cool."

WILLIAM
I know. Even when I though I was, I
knew I wasn't.

LESTER BANGS
That's because we are uncool! And
while women will always be a problem for
guys like us, most of the great art in
the world is about that very problem.
Good-looking people have no spine!
Their art never lasts! They get the
girls, but we're smarter.

WILLIAM
I can really see that now.

LESTER BANGS
Yeah, great art is about conflict and
pain and guilt and longing and love
disguised as sex, and sex disguised as
love... and let's face it, you got a
big head start.

WILLIAM
I'm glad you were home.

LESTER BANGS
I'm always home! I'm uncool!

WILLIAM
Me too!

LESTER BANGS
(leveling)
The only true currency in this bankrupt
world if what we share with someone
else when we're uncool.

WILLIAM
(distraught)
I feel better

LESTER
My advice to you. I know you think
those guys are your friends. You want
to be a true friend to them?

William takes a deep breath. Looks at the research cassettes and
notebooks. The empty page.

LESTER BANGS
Be honest and unmerciful.
(beat)
You're doing great. Call me later is
you want. I'm always up.

154 INT. ROLLING STONE OUTER OFFICE -- MORNING 154

Ben Fong-Torres and David Felton look at William's new
manuscript with great interest.

FELTON
Read me the opening line.

BEN
(reads aloud)
"I am flying high over Tupelo,
Mississippi, with America's hottest
band, and we are all about to die."

FELTON
Mmmmm.
(as if sampling wine)
Dark. Lively.

BEN
Yeah, and it gets better.
(impressed)
Did this all really happen?

William sleeps restlessly nearby, mouth agape, sitting upright
in a plastic chair.

FACT CHECKER
(jealously reaches for
manuscript)
Give it to me. I'll call and check
the quotes.

155 INT. NEW TOUR BUS -- DAY 155

The band rides in a new tour bus. The palpable tone in the
air is -- PANIC.

JEFF
Look. Let's just piece together our
information... because the fact-checker
asked us all about different parts of
the story.

TONY
What did he write about? What's he
using?

JEFF
It. All. He's using it all.

RUSSELL
So what?

JEFF
So what?
(beat)
We come off like amateurs... some
average band... trying to come to
grips, jealous and fighting and breaking
up - we're buffoons!

RUSSELL
Maybe we just don't see ourselves the
way we really are.

JEFF
He was supposed to be our friend.

RUSSELL
(ruefully, remembering)
I told him to write what he wanted.

All eyes look to Russell.

TONY
(to Russell)
By the way, he has you on acid,
screaming "I Am A Golden God" from a
fan's rooftop.

RUSSELL
(immediately remembering)
Oh my God.

JEFF
They used him to fuck us.

RUSSELL
(still back at "Golden
God")
I didn't say "Golden God." Or did I?

DICK
We never took him seriously, and now
it's serious.

RUSSELL
I liked him as a person.

JEFF
He was never a "person!" He was a
journalist!

Russell nods. He looks at Silent Ed, drumming soundlessly on
a rubber pad.

RUSSELL
You. You had the right idea all along.

Ed silently nods thanks.

DENNIS HOPE
(nervously)
How about the plane flight?

DICK
It's all in there. But don't worry,
it's all unspecific who say what. No
names are mentioned in the more
embarrassing sequences, it's just
completely obvious who's who! We're
fucked!

Silence.

RUSSELL
I forgot he was there.

DENNIS HOPE
Well, they haven't talked to Russell -
he can always deny the key stuff to
the fact checker. Then they can't
print it.

JEFF
(brightening)
Is that true?

DENNIS HOPE
It's war, my friend. If you'd met me
earlier, he would have never been on the
around.

Dennis hands Russell the phone.

DENNIS HOPE (cont'd)
He'll live.

156 INT. ROLLING STONE OFFICES -- DAY 156

William is still being congratulated by his new peers. We see
him woozy but beaming, as Allison the Fact Checker comes out
of her office, waving the manuscript. She works her way through
the cluster of editors.

FACT CHECKER
The band just denied 90% of the story.
It's a fabrication.

Everyone looks at William, who is speechless and confused.
Their congratulations stop on a dime. The fact checker can't
resist twisting the knife a little.

FACT CHECKER (cont'd)
You weren't honest. And worse, you
wasted our time.

WILLIAM
Did you talk to Russell?

FACT CHECKER
Russell Hammond is the one who denied
it.

BEN
(darkly)
Crazy.

FACT CHECKER
(one last shot, to William)
We're going with the Who - !

The kid has been sandbagged. The machine of a big-time magazine
whirs into action on another story, as the cluster moves down
the hall.

SOMEONE'S VOICE
He's just some fan... what did you
expect?

William sits there, as only David Felton stay behind,
brandishing his cigarette-holder. He sits down next to the
kid.

FELTON
Well, I believe you.

He looks at the kid, decides to offer a personal parable.

FELTON (cont'd)
Jim Morrison once came to my house and
drank a beer. The beer is still on my
mantle. I'm 35 years old with Jim
Morrison's beer as a shrine. I wanted
to be Earnest Hemingway. Instead. I
have Jim Morrison's beer.
(shrugs, he's learned to
live with it)
If you didn't make your story up, good
for you. If you did make it up... good
for you.

The kid looks at him, too tired and still in shock.

FELTON (cont'd)
Say something, so I know you're alive.

WILLIAM
Goodbye.

He exits.

FELTON
Powerful word. Strong. Final.

157 INT. BACKSTAGE CREW MEAL - NIGHT 157

Russell Hammond sits down on a plastic chair with a paper-plate
filled with buffet-style food - steak and baked potato.
Preoccupied, and several seats away from other crew members.
He drinks a glass of milk. Out old friend Sapphire takes the
seat next to him, holding a skimpy paper plate of vegetables.

RUSSELL
I feel bad.

SAPPHIRE
Well, at least you feel. That puts
you in a higher class of asshole.

They eat in silence. Sapphire looks around. The new breed of
groupies eye her, as they cruise Russell on the periphery.
They're bolder, flashier. She eyes them back with seniority.

RUSSELL
What did I do?

SAPPHIRE
Well - you can do what the big boys
do.
(he looks at her)
Nothing.

RUSSELL
Yeah.

The girls still circle Russell nearby. He's unaware.

SAPPHIRE
You believe these new girls? None of
'em take birth control, and they eat
all the steak.

She looks sadly at her plate of vegetables. An ever-sharp
mind in last night's clothes, she commands Russell's respect.

SAPPHIRE (cont'd)
They don't even know what it id to be
a fan! To blindly love some silly
piece of music... or some band so much
that it hurts... please, they're all
just after the money. Shoo --
(in their direction)
Go rob a bank! It's more honest!

RUSSELL
Is Penny okay?

SAPPHIRE
The Quaalude Incident. Yeah, it wasn't
pretty. She could have died. I always
warned her about letting too many guys
fall in love with her. I guess I was
wrong.
(shrugs)
On of 'em saved her life.

Russell nods.

RUSSELL
Well, it's finally over with Leslie.
I'm going to call her.

SAPPHIRE
Let her retire.
(he doesn't respond)
You want to lock her up in a house in
Michigan? Please.
(he doesn't respond)
Write her a song someday. She deserves
it. Something about that girl brought
out the best in a lot of...
(looks around backstage)
... pretty average people. She deserves
it...

Russell stares into his crew meal, nodding a little.

SAPPHIRE (cont'd)
(forward thinking)
... because something tells me twenty
years from now, we'll remember her...
and not much else.

Russell smiles to himself, knows it's true. Dick passes,
placing hands on Russell's shoulders, massaging a little.

DICK
Have a good vacation. I hope the band
stays together. Before it all went
down the shitter, it was starting to
get really good.

Dick claps Russell on the back, and moves on. He turns to
Sapphire.

RUSSELL
I'm not going to blame myself. I do
make people happy. They just shouldn't
get to know me... 'cause it appears to
spoil everything.

SAPPHIRE
Don't be so easy on yourself.

RUSSELL
What gives you the right to get this
personal with me.

SAPPHIRE
Let's not reminisce.

158 INT. SAN FRANCISCO AIRPORT -- NIGHT 158

William moves like a zombie through the airport, and collapses
in a seat. He sits still in the crowded flow of human traffic.
A cluster of Flight Attendants pass. One stops, a stylish young
woman wearing a tall bubble-shaped PSA hat with swirling colors.

ANITA
William?

He looks at her. He feels like he's on Mars, and she looks
like a Martian.

ANITA (cont'd)
You guys this is my brother!

MALE FLIGHT ATTENDANT
(ad if meeting a celebrity)
"The Narc?!"

William looks woefully at them, like a dog who's been hit by a
car.

ANITA
You guys, I'll deadhead back later. I
think I'm needed.

MALE FLIGHT ATTENDANT
Nice to finally meet you.

FEMALE ATTENDANT
You have a good day!

Anita looks in her brother's face.

ANITA
You look awful, but that's great.
You're living your life! You're finally
free of... her.

WILLIAM
Yeah.

ANITA
Hey. I'll take off work. Let's have
an adventure together. You and me,
finally. Anywhere you want to go.
Anywhere in the world.

159 EXT. WILLIAM'S HOME -- DAY 159

William whistles the family whistle. Sister and brother trudge
up the steps.

ANITA
This is not my idea of a good time.

WILLIAM
Just get me to my bed.

ANITA
(resigned)
I'll deal with her.

William whistles again. Mom meets them at the door. She looks
at her trashed son who has finally come home. For the first
time, she hugs Anita first, and it's not lost on Anita.

It's a clumsy neck-hug, neither wanting to commit. The kid
passes to his Mother's left, with suitcase, intentionally
nudging her into his sister. Anita takes this as an aggressive
act of love, and hugs her mother back. Tears stream down Mom's
face. Their cheeks touch. Mom pulls away, and sees her own
tears on Anita's face. Thinking that she's also crying, she
grabs a tissue for them both.

160 INT. ELAINE'S HOUSE -- CONTINUOUS 160

The kid stands in the hallway listening, shaking his head,
poised to enter his room, unseen by them.

ANITA
(so worried)
What are we going to do about him?

ELAINE
I don't know. Whatever happened to him, I
just wish it could have happened to me.

ANITA
The magazine killed his story.

Now they really hug, Anita gulping back real tears. William
watches them bonding over the oddest thing - his failure.
William goes into the bedroom, the final three feet to sleep,
and shuts the door. A hand places a hotel sign on the door -
DO NOT DISTURB. Slight push in.

ON BED

He collapses with all his clothes on, almost instantly asleep. His
walls, just as he left them, boast a pantheon of rock heroes...
with a very lonely Abraham Lincoln (or Atticus Finch) in the center.

161 INT. ROLLING STONE OFFICES -- DAY 161

The elevator doors ding open, and out walks Russell Hammond.
The Secretary has just finished answering the phone, "Straight
Arrow Publishers." She puts the caller on hold.

RUSSELL
Hi, I'm Russel Hammond.

SECRETARY
You're here regarding?

RUSSELL
My life.

162 INT. EDITORIAL OFFICE - DAY 162

Russell stands with the editors, observing the fine portraits
on the walls. He's behind enemy lines, and he knows it.
Everything in the room fascinates him.

RUSSELL
I don't care what happens. I don't
care if you put us on the cover. But
you sent us a kid and... and he was a
fan. And we all made friends with
him - absolutely, to get a good story.
But then we actually liked him. We
thought he's... show us our lives in
some mythic way and I guess... we're
not mythic. We panicked.

JANN
You denied most of the story.

RUSSELL
Yeah, well, here's the problem with
the truth. It's too true -

BEN
Well, we appreciate the visit. The
last time an artist came here, it was
Buddy Miles and he punched me.

RUSSELL
I'm not punching anybody. I am
personally, as of 2 pm yesterday, on a
voyage of self-reinvention. This is
about William Miller.
(counting off fingers)
He lives with us, he lost his virginity,
he saw us at our worst, appreciated
our best, he saved two lives, including
mine... he smuggled about a half-pound
of pot into Boston, and we never even
told him -

Nearby, David Felton looks at another editor, raising an
eyebrow.

RUSSELL (cont'd)
-- we told him too much, we told him
everything... He almost died with us
over Tupelo... if the band survives
him, it'll be a miracle... but you
know, he tried to keep up, and that's
a journalist to me.

JANN
It's too late. We're going with a
different cover.

RUSSELL
(immediately)
Thank God.

But Russell looks around at the numerous portraits if dead
legendary rock stars, fixing on the one photo closest to all of
them, a very vulnerable-looking Janis Joplin. A second thought.

RUSSELL (cont'd)
You tell me it's too late. But I could
go back to my hotel room and... and
O.D. tonight and something tells me
you'd find a way to put me on the cover
of the next issue. Am I right?

He looks at their faces. They cannot disagree.

RUSSELL (cont'd)
I'm learning the game.
(beat, shrug)
We fucked up. We made friends with him.

BEN
Next time we'll all be more
professional.

RUSSELL
Maybe so.
(beat, an odd thought)
But God forbid, the day comes when
selling yourself is as important as
the music you make.
(rueful, to Hendrix on the
wall)
You might have died at the right time,
my friend.

JANN
Thank you for visiting. Good luck.

RUSSELL
Do what you want, but the story is
true.

LONG SHOT RUSSELL

at the entrance. Raises his hand.

RUSSELL (cont'd)
Good evening!

162A EXT. SAN FRANCISCO - DAY 162A

Russell stands outside, a traveling man with no where to go.
Oddly, and in a way that surprises him, the world begins to
speak to him again... little noises everywhere, turning into a
music of its own. It's a beautiful and compelling "silence."
He thrusts his hands deep in his pockets, and takes a breath
of life. His head filling again with the music of the world,
he begins to walk down the street. Very naturally, and quite
randomly, he is noticed by young passersby. They can't help
it. He looks like a star. They can't quite figure out who it
is, but it's someone, and they begin to follow him down the
street. Unbeknownst to him as he walks along, deep in thought,
a small crowd begins to form... following him.

163 INT. BREAKFAST TABLE - DAY 163

A quiet kitchen. Anita has been cooking. A substantial
breakfast has been placed on the table. Sausage, orange
juice... and now Anita sets down a plate of pancakes, with
syrup and butter, in front of her mother. William watches his
mother facing an old enemy - white sugar.

ANITA
They're called pancakes. Who knows
when we'll be together again. Splurge.
It's what most people call breakfast.

Mom looks at her children, and takes a breath.

ELAINE
I went through your records. And I
found a song to play for you.

She goes to the stereo and puts on a record. The two children
eye each other - what's coming next? (Song to be chosen)
The two kids eye each other again. Self-consciously avoiding
their gaze, Mom sits and toys with her breakfast. It's a song
she clearly wants them to hear. It's a song from the heart.
They look at her, amazed. Elaine looks up, regards her family.
Somehow they're back at this table. They continue eating
breakfast.

164 ON SIDEWALK 164

Bam. A bundle of bound Rolling Stone Magazines lands on the
newsstand pavement with a thud. Someone reaches in to cut the
cord, as the magazines puff up into view. It's the new issue,
with Russell Hammond on the cover. The title: Stillwater Runs
Deep. Just another stack of magazines waiting to be places in
the racks.

FADE OUT

Music segues to Led Zeppelin's "Four Sticks." Penny Lane's
sleeping Polaroid shots of our characters, featuring a few
self-portraits.

THE END

 

[pointless]

fuck off, bert.

 

[Luk]

It's good to see Cheebs trolling me at almost 3am. Must have been a great Valentine she had.

 

[islandman]

It's good to see Cheebs trolling me at almost 3am. Must have been a great Valentine she had.

So where are these pics? No, not the ones of you.

 

[Luk]

So where are these pics? No, not the ones of you.

Pics of bagel chips? Who knows what that crazy bitch was babbling about.