REQUIEM FOR A DREAM (2000)
      
Screenplay by
Darren Aronofsky & Hubert Selby, Jr.
Based on the novel by Hubert Selby, Jr.
      
Directed by Darren Aronofsky 

Ellen Burstyn .......................... Sara Goldfarb
Jared Leto ............................ Harry Goldfarb
Jennifer Connelly ...................... Marion Silver
Marlon Wayans ......................... Tyrone C. Love
Christopher McDonald ................... Tappy Tibbons
Louise Lasser .................................... Ada
Marcia Jean Kurtz ................................ Rae
Janet Sarno ............................ Mrs. Pearlman
Suzanne Shepherd ....................... Mrs. Scarlini
Joanne Gordon ............................ Mrs. Ovadia
Charlotte Aronofsky ....................... Mrs. Miles 
   
       

     ON THE TV -

     is Tappy Tibbons, America's favorite television personality.

     His charismatic personality shines for the entire world to 
     see.

     His audience cheers wildly.

                           AUDIENCE
               Juice by Tappy!  Juice by Tappy!  
               Juice by Tappy!  ooooOOOOH!  Tappy's 
               got juice!  Tappy's got juice!  
               ooooOOOOH Tappy!

                           TAPPY TIBBONS
               Thank you!  Thank you vey much!  
               Today's winner is a flight attendant 
               from Washington DC.  Will you please 
               welcome Mary -

 1   SUDDENLY, THE PLUG IS PULLED.  THE TV FLICKERS OFF AND WE -    1   

                                                          CUT TO:

 2   THE PRESENTATION TITLES, THEN -                                2   

                                                          CUT TO:

 3   INT. SARA'S LIVING ROOM - DAY                                  3   

     Harry Goldfarb, young twenties, is an eccentric kid with a 
     seductive smile.

     He tries to stop his mother, Sara Goldfarb, from locking 
     herself in the closet.

                           HARRY
               Ma!  Ma!  C'mon, Ma!

                           SARA
               Harold.  Please.  Not again the TV.

     She slams the door closed and Harry talks to the shut door.

                           HARRY
               Why do you haveta make such a big 
               deal out of this?  Eh?  You know 
               you'll have the set back in a couple 
               of hours.

     No answer.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                             p. 2


                           HARRY (CONT'D)
               Why ya gotta make me feel guilty?
                    (frustrated)
               Ahhh...

     Harry walks across the room to the early eighties TV with 
     ridiculous rabbit ears.

     Sara locks the door and retreats to the back of the closet.

     Harry starts to push the set on its stand when suddenly it 
     jerks - almost falling.  Harry spies a thick bicycle chain 
     going from around the TV to the radiator.

                           HARRY (CONT'D)
               Jesus!  Whatta ya tryin' to do, he?  
               You tryin' to get me to break my own 
               mother's set?  Or break the radiator?

     Harry marches to the closet.

                           HARRY (CONT'D)
               ..an' maybe blow up the whole house?  
               You tryin' to make me a killer?  
               Your own son?  Your own flesh and 
               blood?  WHATTA YA DOIN' TA ME?
               YOUR OWN SON!!!

     Then, a thin key slowly peeks out from under the closet door.

     Harry works it out with his fingernail and yanks it up.

                           HARRY (CONT'D)
               Why do you always gotta play games 
               with my head for krist's sake?

     Don't you have any considerations for my feelings?  Why do 
     you haveta make my life so difficult?

     And then, meekly from the closet -

                           SARA
               Harold, I wouldn't.  The chain isn't 
               for you.  The robbers.

                           HARRY
               Then why didn't you tell me?  The 
               set almost fell.  I coulda had a 
               heart attack.

     Sara shakes her head in the darkness.

                           SARA
               You should be well, Harold.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                             p. 3


                           HARRY
               Then why won't you come out?

     Harry tries to open the locked closet door but can't.

                           HARRY (CONT'D)
               See what I mean?  See how you always 
               gotta upset me?

     Harry walks to the TV, unlocks the chain and starts to wheel 
     the TV towards the front door.  He pauses by the closet.

                           HARRY (CONT'D)
               Ma?  Ma?  C'mon out?  Please, Ma.

     No response.  Inside, Sara hugs her knees.

     Then, he throws up his hands, mumbles -

                           HARRY (CONT'D)
               Eh, screw it.

     and pushes the set carefully out of the apartment.

     In the closet, Sara hears the door shut.  She mumbles to 
     herself -

                           SARA
               It's not happening.  And if it should 
               be happening it would be alright, so 
               don't worry, Seymour.  It'll all 
               work out.  You'll see already.  In 
               the end it's all nice.

                                                    SMASH CUT TO:

     BLACK -

     - AND THE TITLE: 'REQUIEM FOR A DREAM'

     TITLES BEGIN -

 4   EXT. SARA'S APARTMENT - HALLWAY - CONTINUOUS                   4   

     Waiting for Harry is Tyrone C. Love, young twenties, leaning 
     against the wall, playing skillfully with a yo-yo.

     Taking his time, Tyrone helps Harry wheel the set to the 
     dingy elevator.

                           TYRONE
               Sheeit, this mutha startin' to look 
               a little seedy, man.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                             p. 4


                           HARRY
               What's the matter, ya particular all 
               of a sudden?

                           TYRONE
               Hey, baby, ah don't care if it's 
               growin' hair just so's we get our 
               braid.

                                                          CUT TO:

 5   EXT. SARA'S BUILDING - BRIGHTON BEACH, BROOKLYN - DAY          5   

     Lining the front of the building in beach chairs are ten 
     female Yentas absorbing the sun and passing judgment on Harry.

     Harry says hello and is greeted by a chorus of fake, sarcastic 
     'hellos' in return.

                                                          CUT TO:

 6   EXT. STREETS OF BRIGHTON BEACH AND CONEY ISLAND                6   

     Harry and Tyrone carefully navigate the TV through the streets 
     of the old Brooklyn neighborhood.

     They go under the elevated train, past the giant, dying 
     projects, across the boardwalk, beneath the shadows of the 
     towering parachute jump and through the cracking and boarded-
     up amusement park.

     THE TITLES END.

     A HARD CUT TO:

     BLACK

     ON THE SCREEN IN WHITE LETTERS: 'SUMMER'

                                                          CUT TO:

 7   INT. PAWN SHOP - DAY                                           7   

     Old and squat Mr. Rabinowitz shakes his head as Harry and 
     Tyrone push the set into his store.

     He stands behind a cage of bulletproof glass with all of the 
     pawn shop's possessions.

                           MR RABINOWITZ
               So look, the table too already.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                             p. 5


                           HARRY
               Hey, what do you want from me?  I 
               can't schlep it on my back.

                           MR RABINOWITZ
               You got a friend.

                           TYRONE
               Hey man, I ain't my leper's schlepper.

     Harry chuckles.

                           MR RABINOWITZ
               Such a son.  A goniff.  Your mother 
               needs you like a moose needs a hat 
               rack.

     The pawn shop owner clucks his tongue and slowly counts out 
     the money.

                                                          CUT TO:

     QUICK HIP-HOP MONTAGE:

     Lighter flicks-liquid on spoon sizzles-tourniquet snaps- 
     needle sucks-hand slaps vein-a thunderous rush of liquid-and 
     finally an ecstatic sigh.

 8   INT. TYRONE'S DIVE PAD - LATER                                 8   

     Tyrone's pad is run down but it'll do.  Tight on Harry back- 
     spinning a record on the turntable and halting the beat.

     Then he lets the other turntable spin and start a new tune.

                           TYRONE
               Sheeit, that's some boss scag, baby.  
               I mean DYN-A-MITE.

                           HARRY
               Yeah, man, something else.

     Harry calmly watches the record spin.

                                                          CUT TO:

 9   INT. DONUT SHOP - NIGHT - LATER                                9   

     Tyrone and Harry sit at the counter of an all-night donut 
     shop, sipping hot chocolate and eating chocolate Crullers.

                           TYRONE
               Ya know what we oughta do, man?
                           (MORE)

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                             p. 6


                           TYRONE (CONT'D)
               Huh?  We oughta get a piece of this 
               Brody shit and cut it and off it, ya 
               dig?

                           HARRY
               This stuff's good enough to cut in 
               half and still get you wasted.  We 
               could double our money.  Easy.

                           TYRONE
               That's right.  An' then we buy a 
               couple a pieces an' we got something' 
               else goin', man.  It sure would be 
               righteous.

                           HARRY
               In no time we'd get a pound of pure 
               straight from Sal the Geep.

                           TYRONE
               No hassles.  That's all I want, no 
               hassles.

     Just then, a hulking Cop sits down on the stool next to Harry.

     Tyrone and Harry both fall silent and slowly sip their hot 
     chocolates.

     Harry looks down at the Cop's gun.  It's maybe six inches 
     from his hand.

     Slowly, he reaches over and undoes the safety latch on the 
     Cop's holster.

     Tyrone's eyes fill with fear.

     The Waitress comes over and gives the Cop his office.

                           WAITRESS
               Can I get you a -

     Just then, Harry yanks the gun out of the holster.  The Cop 
     spins around.  Harry retreats -

                           COP
               Hey! Hey!

     Harry smiles as the Cop charges.  Tyrone snickers.  Then 
     Harry tosses the gun over the Cop's head.  Tyrone catches 
     it.

     The Cop chases Tyrone.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                             p. 7


     Harry and Tyrone laugh as they toss the gun back and forth 
     just over the frustrated Cop's head.  The Cop slips and falls 
     on his ass and we -

     CUT BACK TO:

     Reality.  Five minutes earlier -

                           WAITRESS
               Anything else?  Huh?

     Tyrone butts Harry.  Harry looks up at the Waitress who stares 
     at him.  The towering Cop looks over as well.

                           WAITRESS (CONT'D)
               Well.

                           HARRY
               No, no.  Just the check.

     The Cop returns to his donut.

                                                          CUT TO:

10   INT. PAWN SHOP - DAY                                          10   

     Mr Rabinowitz shakes his head as Sara enters.  He pulls out 
     a ledger book that is labeled 'Sara Goldfarb's TV'.

                           MR RABINOWITZ
               Good evening, Mrs Goldfarb.

                           SARA
               Good evening, Mr Rabinowitz, though 
               I'm not so sure how good it is.  And 
               you?

                           MR RABINOWITZ
               Uh, so what can I say?  Are you 
               wanting your TV?

                           SARA
               Yes, if you don't mind.

     Sara pulls a crinkled ten dollar bill out of the corner of 
     her blouse and hands it to Mr Rabinowitz.

                           MR RABINOWITZ
               Mrs Goldfarb, can I ask you a 
               question, you won't be taking it 
               personal?

     Sara shrugs.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                             p. 8


                           MR RABINOWITZ (CONT'D)
               How many years we know each other?
                    (he nods his head)
               Who's to count?  Why don't you tell 
               already the police so maybe they 
               could talk to Harry and he wouldn't 
               be stealing no more the TV.

                           SARA
               Oooo, Mr Rabinowitz, I couldn't, 
               Harold's my only child.  He's all I 
               have.

                                                          CUT TO:

11   INT. SARA'S LIVING ROOM - LATER                               11   

     Sara chains the TV to the radiator again.  She turns on the 
     set, adjusts the rabbit ears and watches whatever is on.

     Sara smiles as she settles into her chair.  She ceremoniously 
     removes the plastic wrapper from around a box of chocolates.

     Immediately, she pulls out a chocolate, covered cream and 
     lets it dissolve in her mouth.  Her eyes shut in gentle 
     ecstasy.

                                                          CUT TO:

12   EXT. SEACOAST TOWER - DAY                                     12   

     Looking straight up at the thirty-story building with sharp 
     eyes is Marion.  She is beautiful, fresh, and in her young 
     twenties.

     Harry, with a stack of newspapers under his arm, comes up 
     from behind and kisses her on the neck.

                                                          CUT TO:

13   SEACOAST TOWER'S FOYER                                        13   

     Harry randomly presses one of countless buzzers.  An Old 
     Lady responds a moment later.

                           OLD LADY
               Hello?  Who is it?

     Harry mumbles into the speaker.  He and Marion try to hold 
     their laughter.

                           OLD LADY (CONT'D)
               Who?

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                             p. 9


     Harry mumbles again.  When the buzzer rings we're on -

     THE ELEVATOR

     - in black-and-white video.  A security camera watches Harry

     and Marion jump around as they head to the -

     TOP FLOOR

     PING!  Harry dips his head out the open doors.

     All clear.  He grabs Marion and they dash to the -

     STAIRWELL

     - where red, bold warnings on the emergency exit roof door 
     threaten alarm if the door is opened.

                           MARION
               What do we do now?

     Harry pulls out a wire from his back pocket and shorts the 
     alarm.

     Then, he kicks the roof door open.  White light rushes in.

                                                          CUT TO:

14   INT. SARA'S LIVING ROOM                                       14   

     Her phone rrrings and Sara leans towards it but she continues 
     to adjust the rabbit ears on her set, torn between the priorty 
     of the two activities.

     Finally, four rings later, she lunges for the phone and flops 
     down in her viewing chair.  She is greeted by a Cheery Voice.

                           SARA
               Hello?

                           CHEERY VOICE
                    (off-screen)
               Mrs Goldfarb?  Mrs Sara Goldfarb?

                           SARA
               It's me.  Speaking.

     The voice is so enthusiastic that she looks over to the TV 
     to see if it's coming from there.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 10


                           CHEERY VOICE
                    (off-screen)
               Mrs Goldfarb, this is Lyle Russel 
               from Malin & Block.

                           SARA
               I'm not interested in -

                           CHEERY VOICE
                    (off-screen)
               Wait, Mrs Goldfarb.  I'm not selling 
               anything.  Nothing.  I just want to 
               offer you a chance to be on 
               television.

                           SARA
               Television?

                           CHEERY VOICE
                    (off-screen)
               That's right, Mrs Goldfarb.

                           SARA
               Look, I don't have any -

                           CHEERY VOICE
                    (off-screen)
               I'm not looking for money, Mrs 
               Goldfarb.  I'm calling to tell you 
               you've already won.  Your name was 
               selected from a long list of available 
               contestants.  You've been chosen and 
               you now have an opportunity to be on 
               television.

                           SARA
               Me?  On television?

     Sara's eyes light up.

                           LYLE RUSSEL
                    (off-screen)
               That's right, Mrs Goldfarb.  You on 
               television.

                           SARA
               I never thought I'd be on television.  
               I'm just a -

                           LYLE RUSSEL
                    (off-screen)
               Malin & Block discovers contestants 
               for most of America's favorite 
               television shows.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 11


                           SARA
               Ooooooo... Me... me... on... oh I 
               can't...

                           LYLE RUSSEL
                    (off-screen)
               Yes, Mrs Goldfarb, you.  
               Congratulations!  I can't tell you 
               why you are so lucky, but you are.  
               Congratulations!

     Sara falls against the back of the viewing chair, one hand 
     clutches desperately at the phone, the other on top of her 
     dress.  Her eyes bulge, her mouth hangs open.

                           LYLE RUSSEL (CONT'D)
                    (off-screen)
               You will receive all necessary 
               information in the mail, Mrs Goldfarb.  
               Goodbye and... God bless.

     Click!  Sara tries to catch her breath.  She awakens from 
     her ecstasy when the phone beeps its off-the-hook sound.

15   INT. SARA'S BEDROOM - A BIT LATER                             15   

     Sara picks up a framed photo.  The picture was taken on 
     Harry's high school graduation day years ago.  Harry, in the 
     middle, is an eighteen-year-old in cap and gown.  Sara's 
     husband Seymour hovers over Harry's left shoulder.

     On Harry's right is a younger-looking Sara.  She is thirty 
     pounds lighter, has brilliant red hair and wears a red dress 
     and gold shoes.  Sara stares at her outfit.

     Then she rushes to the closet.  As she hums a tuneless 
     monotone, she carefully pulls out the last dress on the hook.

     She ceremoniously removes the dry-cleaning plastic and smiles 
     at her red dress.

     She puts it on.  In the mirror she looks over one shoulder 
     and then the other.  She tries to zip up the back, but after 
     half an inch and many minutes of exertion she gives up.

     On her hands and knees, she searches through mounds of shoes 
     for the special pair.  She pulls out the gold shoes and dusts 
     them off.  Shakily, Sara puts them on.  She smiles at herself 
     in the mirror.

                                                          CUT TO:

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 12


16   EXT. ROOF - DAY                                               16   

     Harry and Marion throw paper airplanes down on the dying 
     amusement park.

                           HARRY
               ... but why you so hard on your folks?  
               I mean, they give you the bread for 
               rent, money for the shrink -

                           MARION
               They bug me.  They're fucking 
               hypocrites.

     Harry shrugs - no big deal.

                           MARION (CONT'D)
               Like they're in that big house with 
               all their cars and money.  They pay 
               me off so they don't have to deal 
               with me.  They pay off charities to 
               deal with their racism.  Then we'll 
               see how liberal they are when I come 
               home with a black guy.

                           HARRY
               You know what you gotta do.

                           MARION
               Yeah.

                           HARRY
               You gotta get away from them.

                           MARION
               How?

                           HARRY
               What about your clothes?  Maybe you 
               could sell them.  Open a store.

                           MARION
               I can't.

                           HARRY
               Why?

                           MARION
               When will I have time to hang with 
               you?

     A deserved kiss.

                                                          CUT TO:

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 13


17   EXT. ADA'S APARTMENT - HALLWAY - CONTINUOUS                   17   

     Sara, barely wearing her red dress, knocks on a door.  Ada, 
     an orange-haired woman Sara's age, answers the door.

                           ADA
               So where's the party?

                           SARA
               Party, schmarty.  This is like all 
               the parties.  When I tell you, you'll 
               jump out the window.

                           ADA
               A basement window, I hope.

                                                          CUT TO:

18   INT. SARA'S BEDROOM                                           18   

     Ada tries to stuff Sara into her red dress but it ain't 
     happening.

                           ADA
               Well, I have a great diet book.

                           SARA
               Zophtic.

     CUT BACK TO:

19   EXT. EMERGENCY EXIT DOOR                                      19   

     Marion grabs Harry's short-circuit wire.  Harry, who's already 
     inside, looks at his girl's mischievous eyes.

                           HARRY
               Marion!

     Harry gets it.  He smiles.  Then, Marion yanks the wire.

     ALARMS SCREAM!!!

     Harry and Marion bolt to the -

     TOP FLOOR

     - where both elevators charge the top floor.

                           MARION
               They're coming.

     Harry grabs Marion's hand and pulls her down the hallway.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 14


     Dead end.

     Harry and Marion squeeze against the doorway -- fighting the 
     urge to crack-up.  Then:

     PING! -- the elevator.  A Security Guard charges out.

     Harry and Marion hold their breath.  The Guard heads straight 
     for the staircase.

     Then our criminals charge --

     THE ELEVATOR

     -- and in black-and-white video make out all the way down.

     THEN:

20   EXT. SEACOAST TOWER - DAY                                     20   

     Harry and Marion burst out of the front door laughing, alarms 
     ringing behind them.

                                                          CUT TO:

21   INT. SARA'S MAILBOX - DAY                                     21   

     The mailbox opens and Sara disappointedly peers into the 
     empty darkness.

                                                          CUT TO:

22   INT. SARA'S APARTMENT                                         22   

     Sara sits in her viewing chair watching television and reading 
     her diet book as she slides herself a chocolate.

     The diet book is called 'Ten Pounds in Ten Days.'

     She flips through about a hundred pages of introduction until 
     she comes to the words, 'FIRST WEEK.'

     She stares at the page and suddenly she becomes concerned.

     She reaches for a chocolate-covered caramel as we read the 
     page with her:

     BREAKFAST

     1 hard-boiled egg 1/2 grapefruit 1 cup black coffee (no sugar)

     LUNCH

     1 hard-boiled egg 1/2 grapefruit 1/2 cup lettuce (no dressing)

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 15


     CUP BLACK COFFEE (NO SUGAR)

     DINNER

     1 hard-boiled egg 1/2 grapefruit 1 cup black coffee (no sugar)

     NOTE: Drink at least 2 quarts of water each day.

     Sara stares and chews Her eyes focus on the words, 'no' '1,' 
     and '1/2'.  They focus on the repetition of meals.  They 
     focus on the insanity, searching for the real information 
     between the lines.

     She hears a giggle and turns to look at the refrigerator.

     The fridge tremors slightly -- a small mechanical rattle.

     Defeated, she drops the book and reaches for another 
     chocolate.  Her head starts to hang and tears begin to well 
     up in her eyes.

     But then she notices something on the television.

                           TAPPY TIBBONS
               Now, let's meet our next winner.

     Straight from Brighton Beach, Brooklyn, let's give juicy 
     welcome to Mrs Sara Goldfarb.

     There she is!  Herself dressed in red, her hair gorgeous 
     red, walking across the screen, so slim, so trim, so sexy.

     Such curves.  This is Red Sara.

     Our Sara's tears fade as her chin lifts and she begins to 
     smile.

     She watches Red Sara pose for the television audience.  She 
     can hear the applause and the wolf whistles.

     She puts the chocolates away and lifts up the book -- new 
     hope.

                                                          CUT TO:

23   INT. MARION'S APARTMENT - MIDSUMMER DAY                       23   

     Bright, summer sun shoots through the window and screams 
     across Marion's living room floor until it slows and falls 
     upon Harry and Marion.

     They are asleep, fully dressed in each other's arms.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 16


     The racing sounds of the outside midday summer traffic 
     dissipate and they are alone in a vacuum of melodious 
     heartbeats and deep breaths.

                                                          CUT TO:

24   INT. SARA'S APARTMENT - DAY                                   24   

     Ada strips Sara's hair wth a smelly home-made peroxide 
     concoction at the sink.  They're positioned so that they can 
     both watch the TV set from the corners of their eyes.

                           SARA
               Ech, what a smell.  That's the Gawanus 
               Canal?

                           ADA
               Just relax, Dolly, you got a long 
               way to go.  You'll get used to it.

                           SARA
               Get used to it?  I'm almost losing 
               my appetite.

     They chuckle.

                           SARA (CONT'D)
               When's lunch?

     Bigger laugh.

                           ADA
               Sweetie, we're lucky if we're finished 
               before supper.

                           SARA
               So long?

                           ADA
               That's right.  With you we're starting 
               from scratch one.

                           SARA
               And I thought I would catch a little 
               sun today.

                           ADA
               In a box you'll catch it.  You just 
               relax and think how gorgeous you'll 
               look with your red hair.  Today the 
               hair, tomorrow the sun.

                                                          CUT TO:

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 17


25   INT. MARION'S KITCHEN                                         25   

     Marion straightens up the kitchen.  Harry is spinning some 
     records on his portable turntable.  Tyrone plays with his yo-
     yo.

                           MARION
               Anybody wanna waste some time?

     Marion pulls out three pills.  Harry and Tyrone each grab 
     one.  Ingestion...

     WIDE SHOT of the kitchen in time lapse.  The next three- 
     minute scene is actually a three-hour event as Harry, Marion 
     and Tyrone hang out.  We listen to them at normal, if not 
     slightly slowed down, speed.

                           HARRY
               I'm starving.

                           TYRONE
               Yeah, me too, get me a Snickers.

                           HARRY
               Damn, Ty, don't you eat anything 
               except Snickers?

                           TYRONE
               Yeah, Chuckles.  Ah digs Chuckles.

                           MARION
               You sure as hell don't know anything 
               about eating, man.

                           HARRY
               What you need is some good noodle 
               soup.

                           TYRONE
               Sheeit, Pepsi and Snickers'll take 
               care of anything.

                           HARRY
               And maybe some bread.

                           TYRONE
               I prefer the type that goes in my 
               pocket not my mouth.

                           HARRY
               Exactly.  Angel told me about a job --

     In the flash of an eye, Harry changes record after record, 
     Tyrone rolls a joint and Marion lights some candles.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 18


                           TYRONE
               A job!  Hah!

                           MARION
               What?  You lose a bet?

                           TYRONE
                    (giggles)
               Damn, this is a righteous chick, 
               Jim.

                           HARRY
               No, we got this idea.  Tyrone has 
               this connection, Brody, with some 
               dynamite shit.  If we can get some 
               cash together we can get a piece, 
               cut it up and make a fortune.

                           TYRONE
               Soon we could get a pound of pure 
               and retire.

                           HARRY
               We'd get off hard knocks and be on 
               easy street.

     Someone is at the door.  Marion answers it and seven friends 
     pile in.

     Everyone is in time lapse and everyone is partying.  We watch 
     and listen to the evening's festivities until --

                           MARION
               What's the catch?

     Suddenly, the racing kitchen clock stops.

                                                          CUT TO:

26   INT. SARA'S BATHROOM - DAY                                    26   

     Sara stares in the mirror, blinking at her ridiculously orange 
     hair.  It's nowhere near red.

                           SARA
               That's red?

                           ADA
               Well, it's not exactly red but it's 
               almost, maybe, in the same family.

                           SARA
               The same family?  They're not even 
               distant cousins already.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 19


                           ADA
               It's a red.  Not a red red, but a 
               red.

                           SARA
               Red?  You're telling me this is a 
               red?

                           ADA
               Yeah.  I'm telling.  It's a red.

                           SARA
               Then what's orange?  If this is a 
               red I want to know what's orange.

     Ada looks at Sara's hair, then her reflection, then back to 
     Sara's hair and then back to her reflection.  She purses her 
     lips and shrugs.

                           ADA
               Well, it could be a little orange, 
               too.

                           SARA
               A little orange?  It's a little orange 
               like being a little pregnant.

                           ADA
                    (shrugs)
               So what's to worry?  It'll be alright.

                           SARA
               What's to worry?  Someone may try to 
               juice me.

                           ADA
               Relax, relax, Dolly.  It just needs 
               a little more dye.  It'll be alright 
               for television.

                           SARA
               All day long, I'm getting my scalp 
               scraped and burned and smelling like 
               dead fish and I look like a 
               basketball.

                           ADA
               Relax.  You should learn to relax.

     That's your trouble, you don't know how to relax already.  
     I'm telling you it's alright.  Tomorrow we'll do it again 
     and you'll look like Lucille Ball.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 20


     Ada leads Sara away from the mirror.

                                                          CUT TO:

27   INT. MARION'S APARTMENT - DAY                                 27   

     (Post-sex) + (pre-sleep) = (intimate talk)

                           HARRY
               You know something?  I've always 
               thought you are the most beautiful 
               woman I've ever seen.

                           MARION
               Really?

                           HARRY
               Since the first time I met you.

                           MARION
               That's nice, Harry.  That really 
               makes me feel good.

                           HARRY
               Good for your ego, eh?

                           MARION
               Well, I can't say that it does it 
               any harm, but that's not what I mean.  
               It makes me feel good all over, 
               like...well, you know lots of people 
               tell me that and it's meaningless, 
               completely meaningless.

                           HARRY
               You mean because you think they're 
               putting you on?

                           MARION
               No, no, nothing like that.  I don't 
               know or care if they are.  I guess 
               maybe they really mean it, but from 
               them it just doesn't mean anything 
               to me.  When you say it, I hear it.  
               You know what I mean?  I really hear 
               it.

                           HARRY
               Someone like you could really make 
               it alright for me.

                           MARION
               You think?

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 21


                           HARRY
               Yeah.  I've been thinking...

     Harry drifts off.  Marion's interest is sparked.

                           MARION
               What?

     Harry looks at Marion.  A beat.  Then he gets the courage.  
     He jumps out of bed.

                           HARRY
               Here.

     HE PULLS MARION.  SHE LAUGHS:

                           MARION
               What?

                                                          CUT TO:

28   INT. MARION'S KITCHEN                                         28   

     Harry in a shirt stands over Marion who's wrapped in a sheet.

     They lean over a folder on the kitchen table.

                           MARION
               What is it?

                           HARRY
               You remember when I told you about 
               the store.  Well, I've been thinking 
               about it.  I put together some numbers 
               and it's not impossible.  I think 
               you can do it.  We should do it.  We 
               can do it together.

                           MARION
               How long have you been thinking about 
               this?

                           HARRY
               Not so long.  Since we started hanging 
               out.

     A pause.  Marion thinks.

                           MARION
               It's a great idea.

                           HARRY
               Yeah?

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 22


                           MARION
               It is.  Let's do it.  Let's open it 
               in the city.  How do we start?

                           HARRY
               Well, first me and Ty gotta get money 
               for the piece and then --

                           MARION
               I'll get it.

                           HARRY
               Nah.

                           MARION
               No, I can.

                           HARRY
               Really?  How?

                           MARION
               How do you think?  My fucking parents.

     A laugh.  And then they hug and kiss gently.

     Harry pulls his face back a few inches from Marion's.

                           HARRY
               I think I'm falling in love with 
               you.

                           MARION
               Think?

     TIGHT SHOTS and QUICK CUTS as Harry kisses the tip of Marion's 
     nose, then her eyelids, then her cheeks and her soft lips, 
     her chin, her neck and lastly her ear lobes.

     THEN HE WHISPERS IN HER EAR:

                           HARRY
               Marion, Marion, I love you.

     FADE TO BLINDING WHITE -- THEN:

29   INT. SARA'S MAILBOX - DAY                                     29   

     We pull out of the white and into Sara's mailbox.  She peeks 
     in -- empty.

                                                          CUT TO:

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 23


30   INT. SARA'S KITCHEN - DAY                                     30   

     TIGHT ON kitchen clock ticking normally.

     ON Sara's breakfast -- one hard-boiled egg, half a grapefruit 
     and a mug of black coffee.

     ON the directions in Sara's diet book.

     ON Sara -- blinking at her 'meal', a sigh.

     We watch as she tries to enjoy her breakfast.

     After the food is gone she fills a glass of water.  As she

     sips it, she notices her hand reaching for something --
     something more to eat.

     TIGHT ON the kitchen clock ticking real slow.  Her Timex the 
     same.

     We see her eyes, her lips, her twitching fingers.

     A quick glimpse at the fridge.  She grabs her stomach and 
     says to it:

                           SARA
               Stop already.
                    (then to herself)
               You'll feel better in the red dress 
               than a cheese danish.

                                                          CUT TO:

31   INT. MARION'S BATHROOM                                        31   

     Marion throws some cold water on her face.  She looks at her 
     naked body in the mirror.  She feels lifeless, drab and dead.

     QUICK CUTS: Tinfoil crinkles, powder sprinkles, lighter 
     flicks, smoke drifts, straw sucks, a pleasure sigh...

     Once again, Marion looks in the mirror.

     Now she looks alive and glorious.  Rays of golden light encase 
     her body in a gentle glow.

     She cups her hands under her breasts and smiles as she turns 
     and poses, admiring their size and firmness.

     'Not bad,' she thinks.

                                                          CUT TO:

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 24


32   INT. SARA'S MAILBOX - DAY                                     32   

     Nothing.

                                                          CUT TO:

33   INT. SARA'S APARTMENT                                         33   

     Sara tries to watch TV but the fridge beckons her.

     TIGHT ON the kitchen clock, slowly, slowly ticking.

     The fridge shudders.  Frustrated, Sara grabs her folding 
     chair and heads out.

                                                          CUT TO:

34   EXT. SARA'S BUILDING - DAY                                    34   

     The outside of the building is lined with the old Yentas 
     sitting in beach chairs catching the sun.  A few have 
     reflectors and stare up at the sun.

     Sara exits her building and lets the sun hit her hair.  Her 
     friend Rae says something first.

                           RAE
               Ada told us.  It's gorgeous.

                           SARA
               Thank you.  We're making it a little 
               darker tomorrow.

                           RAE
               So why darker?

                           SARA
               To match my red dress.

                           RAE
               But now it's looking like Lucille 
               Ball.

                           SARA
               But I'm not.  But soon...I'm on a 
               diet.

                           ADA
               Yes, she is.

                           YENTA #1
               Cottage cheese and lettuce?

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 25


                           ADA
               No.

                           RAE
               What diet you on?

                           SARA
               Eggs and grapefruit.

                           RAE
               Oi vay.  I was on that once.  Lots 
               of luck, Dolly.

                           SARA
               It's not so bad.

                           RAE
               How long you been on already?

                           SARA
               All day.

                           RAE
               All day?  It's one o'clock.

                           SARA
               So, I'm thinking thin.

     Now, old Mrs. Scarlini pipes up.

                           MRS SCARLINI
               My Rosie lost fifty pounds like that 
               almost.

                           YENTA #1
               Like that?

                           SARA
               Like what?

                           MRS SCARLINI
               Poof.

                           RAE
               You put her in a sweat box?

                           MRS SCARLINI
               A doctor.  He gave her pills.  It 
               makes you not want to eat.

                           YENTA #1
               So what's so good about that?
                           (MORE)

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 26


                           YENTA #1 (CONT'D)
               You mean I'm sitting here not thinking 
               about chopped liver and pastrami on 
               rye?

                           MRS SCARLINI
               With a slice of onion and mustard.

                           YENTA #2
               Herring.

                           YENTA #1
               Herring?

                           YENTA #2
               Yeah, herring.  In sour cream.  When 
               the sun goes behind the building I'm 
               having a nosh.

                           ADA
               You shouldn't talk like that when 
               someone's on a diet.

                           SARA
               Eh, big deal.  I'll sneak an extra 
               piece of lettuce.  I'm thinking thin.

                           RAE
               The mailman...

     Just then, the Mailman arrives.  Sara picks up her chair and 
     follows him into the building.  Ada, Rae and the other Yentas 
     follow Sara.

                           SARA
               Goldfarb.  Goldfarb.  I know you 
               have something for Goldfarb.

                           MAILMAN
               Let's see.  Not much around here 
               except at the beginning of the month 
               with the social security checks.

                           SARA
               But I'm expecting something --

                           MAILMAN
               Here we go.  Something for Goldfarb, 
               Sara Goldfarb.

     He hands her a thick manila envelope.

                                                          CUT TO:

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 27


35   INT. SARA'S APARTMENT                                         35   

     The Yentas follow Sara into the apartment.  Yenta #2 flips 
     on the TV, someone else starts a pot of coffee.

                           ADA
               So let's see.

                           YENTA #1
               Open it, open it.

     Sara carefully opens the envelope.  She takes out a 
     questionnaire.

                           RAE
               So when do you go on?

                           SARA
               They decide after you send this form.

                           ADA
               Oh, it's so exciting.

     The other women murmur their excitement, too.  Ada takes the 
     application from Sara and places it on the table.

                           ADA (CONT'D)
               OK, OK.  You sit, Dolly and just 
               answer the questions.

     Sara, a bit nervous, sits down.  Ada gives her a pencil and 
     leans over her shoulder.  The Yentas crowd around.

                           ADA (CONT'D)
               Name?  Easy enough.  S-a-r-a G-o-l-d-
               f-a-r-b.

                           SARA
               You call that a question?  That kind 
               I take six at once.

     The Yentas laugh as Sara carefully prints her name.

                           ADA
               Address.

                           SARA
               A breeze.

     Sara fills out question after question until:

                           ADA
               Uh-oh.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 28


                           SARA
               What?  What?

                           ADA
               Date of Birth.

                           SARA
               So now you're getting personal.  OK, 
               I'll tell you.

     She fills it in.

                           ADA
               Age?

                           SARA
               So now you want me to count for you!

                           ADA
               Marital Status?

                           SARA
                    (smiles)
               Wanting, needing.  How about if I 
               win Robert Redford?

     A big laugh.

                           ADA
               Sex?

     A bigger laugh.

                           SARA
               Please?

     The biggest.

                           ADA
               That's it, Dolly.

     Sara holds the paper against her chest and says a short 
     prayer.  The Yentas respect her silence.

     Then she carefully folds it and places it in the self-
     addressed envelope.

     She seals it and holds the flap down for many seconds.

     Then she puts it on her chair and sits on it, just to make 
     sure it's sealed.

     Next she tosses her head and shoulders at the refrigerator 
     and says to it:

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 29


                           SARA
               Who needs you?

                                                          CUT TO:

36   EXT. SARA'S BUILDING - A MOMENT LATER                         36   

     Sara marches out of the building waving the envelope.  The 
     Yentas follow their friend.  Victorious, they march to the 
     mailbox.

                           YENTA #1
               I wonder when you'll hear?

                           ADA
               Maybe they'll send you to Tavern on 
               the Green, that's where they send 
               all the stars.

                           SARA
               I'm eating eggs and grapefruit at 
               Tavern on the Green.

     The ladies laugh as they follow their hero, their savior, 
     their victor.  Suddenly, the envelope begins to glow.  It 
     glows a brilliant white.

     At the mailbox Sara kisses the envelope and drops it in the 
     mail slot.  She closes the lid and then opens it to make 
     sure it has dropped into the box.

     And then the ladies huddle around Sara as the blue mailbox 
     begins to radiate and bathe them in a cool blue light.  The 
     Yentas 'ooooh' and 'ahhh'.

                                                          CUT TO:

37   INT. TYRONE'S DIVE PAD                                        37   

     Tyrone is on the phone with Brody's Henchman.  Harry sits at 
     the table counting twenties into a small, neat pile.

                           TYRONE
               Dynamite?  Dynamite.  Dynamite!  
               Alright, we's on the way.

     Tyrone hangs up.

                           TYRONE (CONT'D)
               Brody's man says it's real fine shit.

                           HARRY
               Alright.  Here we go.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 30


                           TYRONE
               Here we go.

                           HARRY
                    (serious)
               Let's do this right.

                           TYRONE
               Naturally.

     Tyrone takes the money and slaps Harry five.  Exit Tyrone.

     Harry spins some vinyl, rolls a joint, sparks it and takes a 
     few pokes.  He starts grooving with the music as his 
     nervousness dissolves.

     Then something is off and Harry feels it.  He stops the 
     turntable.

     Suddenly, it's a sunny day in Tyrone's bedroom.  The back 
     wall is gone and stretching into the sea is --

     THE CONEY ISLAND PIER

     Now, strolling with a baby carriage is a woman in a red dress.  
     It's Marion.

     Harry watches her from Tyrone's apartment.

     He calls for her but she keeps going.  He chases after her.

     He's trying to get a glimpse into the carriage.  Finally, 
     Marion hears him and she spins around.  She smiles and waves.

     She reaches into the carriage to pick something up.  Harry 
     is almost with her.  He keeps running.

     And just as he's about to get a peek, he stops.  He hears a 
     key in a lock.

     He spins round and we --

     CUT BACK TO:

38   INT. TYRONE'S DIVE PAD - NOW                                  38   

     Tyrone enters the room with a big-ass, shit-eatin' grin on 
     his face.

     He drops a little package on the table.

                           TYRONE
               There it is, Jim.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 31


                           HARRY
               Huh?

                           TYRONE
               There it is.

     Harry snaps out of it and he looks at the package.

                           TYRONE (CONT'D)
               Shall we try?

                           HARRY
               Wait, Ty.  This is our chance to 
               make it big and I mean really big.  
               We don't have to be dealin' in no 
               petty-ass pieces all our lives.  We 
               play it right an' we can get a pound 
               of pure, but if we get wasted we'll 
               fuck it up.

                           TYRONE
               Right, on, baby, ahm not jivin' you.  
               Ah doan' want to be runnin' no streets 
               the res' of mah life in no ripped 
               sneakers, mah nose runnin' down to 
               mah chin.  All we gotta do is have a 
               little taste so we know how much to 
               cut it.

                           HARRY
               Fair enough.

     Palms slap, then: flick, sizzle, snap, suck, slap, rush, 
     sigh...

     And: flick, sizzle, snap, suck, slap, rush, sigh...

     Tyrone and Harry look at each other with flush faces and 
     hanging heads.

     They grin at each other.

                           TYRONE
               Sheeit...

     Then they laugh and laugh and laugh.

                                                          CUT TO:

39   EXT. BOARDWALK - DAY                                          39   

     Marion sits in front of the Wonder Wheel watching the summer 
     crowd play.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 32


     She unpacks the shopping bag next to her.  She pulls out 
     some sketch pads, pencils, charcoal and a sharpener.

     She stares at the blank page.  A moment later, she begins to 
     sketch.

                                                          CUT TO:

40   INT. SARA'S APARTMENT                                         40   

     Sara sits in her chair trying to watch TV.

     But she can't concentrate.  The kitchen clock ticks terribly 
     slowly.  So does her Timex.

     Everywhere she looks in the room steaming hot food appears.

     Over there, by her plants, is a bacon doublecheese burger.

     Then over there, by the lamp, is a chocolate-covered eclair.

     She grabs a glass of water and downs it.

     She turns to the fridge.  It shudders at her.  She screams 
     at it:

                           SARA
               Shut up!

     Suddenly the fridge door becomes transparent.  She can see 
     all the produce in her stuffed fridge beckoning her.

     She turns away and goes into --

     THE BEDROOM

     She flips off the light and tries to sleep.

     She closes her eyes but they pop open.  Then slowly her beige 
     ceiling disappears and turns into a clear blue sky with puffy, 
     white clouds.  Then it dissolves into a sizzling, juicy pizza-
     pie.

     Sara twists and turns.  Then the pie turns into a chocolate-
     covered cherry.  Then it becomes a bagel smothered with lox, 
     onions and crowned with a healthy slice of tomato.

     There's no hope.  Sara sits up in her bed and reaches for 
     the phone.  She dials.

                           MRS SCARLINI
                    (off-screen)
               Hello?

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 33


                           SARA
               Louise, it's Sara.  I need the number 
               of that doctor.

                                                          CUT TO:

41   INT. MARION'S APARTMENT                                       41   

     on Harry looking hollow.

                           HARRY
               Why do you have to see him for krist's 
               sake?  Cut the son of a bitch loose.

     Marion is dressing herself up in front of the mirror.  She 
     looks like a million bucks in a chic black dress.  She 
     carefully applies her lipstick.

                           MARION
               I don't want him mentioning to my 
               parents that I have stopped therapy.  
               They're already pissed at me and 
               they're thinking of cutting me off.

     Marion turns and touches Harry's face tenderly.

                           MARION (CONT'D)
               Sweetheart, I am not going to sleep 
               with him.  He's got some issue with 
               womanly blood so I told him I'm on 
               the rag.  He's planning on going 
               home after the concert.

     Harry tries not to sulk, but his chin dips.  Then Marion 
     chuckles but Harry doesn't respond.  Suddenly, she hugs him 
     and squeals with absolute glee.

                           MARION (CONT'D)
               Oh Harry, you're jealous!

     Harry half-heartedly tries to push her away but Marion doesn't 
     let him.

                           MARION (CONT'D)
               Come on, sweetheart, put your arms 
               around me, come on, please!?  Please!?

     She lifts his hands and puts them on her shoulders as she 
     snuggles deeper into him.  Then she starts kissing him on 
     the ears, eyelids and neck and soon he starts to giggle.

                           HARRY
               Come on, stop, stop you crazy girl 
               or I'll bite you on the throat.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 34


     They laugh as they tickle each other and cover each other in 
     kisses.

                                                          CUT TO:

42   INT. RAOUL'S CAFE - NIGHT                                     42   

     A fancy French pretension -- two plates of frogs' legs, two 
     glasses of Cinzano with twists, and a stunning Marion with a 
     dumpy Arnold the Shrink.

                           ARNOLD THE SHRINK
               I'm disappointed that you are 
               indisposed.

                           MARION
               Is Anita out of town or something?

                           ARNOLD THE SHRINK
               Why do you ask?

                           MARION
               I'm just curious if she's 
               'indisposed'.

                           ARNOLD THE SHRINK
                    (taken aback)
               Marion.  No she's fine.

                           MARION
               Can I ask you something personal, 
               Arnold?

                           ARNOLD THE SHRINK
               What is it?

     Arnold leans in.  Then she fucks with him.  She tells him 
     he's got something on his face when he doesn't.  She tortures 
     him until all she can do is laugh.

                                                          CUT TO:

43   EXT. PROJECTS - NIGHT                                         43   

     Sodium streetlight pops as Tyrone cold lamps by a beat-up 
     bodega.

     A black hand slaps Tyrone money.  The money slides into his 
     pocket.  Tyrone's eyes swish left then right.  He slips 
     something out from behind the tire of a parked car.  And 
     slaps a bag of white powder back.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 35


     Pop, slap, slide, swish, slip, slap!  Again.  And again.  
     And again.

                                                          CUT TO:

44   EXT. OTHER SIDE OF THE PROJECTS - NIGHT                       44   

     Neon crackle as Harry chills outside an OTB.

     A white hand slaps Harry money.  The money slips into his 
     pocket.  Harry's eyes swish right then left.  He clinks 
     something out of a trash can.  And he slaps a bag of white 
     powder back.

     Crackle, slap, slip, swish, clink, slap!  Again.  And again.

     And again.

                                                          CUT TO:

45   INT. MARION'S APARTMENT - LATER                               45   

     Harry spins Marion around.

                           HARRY
               We're on our way, baby, we're really 
               on our way.

                           MARION
               Harry.

                           HARRY
               It was great out there.  Everyone's 
               thirsty.

                           MARION
               I'm so glad.  And baby, I'm drawing 
               again.  I'm drawing.  I can't stop.

     Marion takes out her sketchbook.  She shows him her sketches.

     Harry and Marion lean into each other, suddenly hugging each 
     other, kissing, dreaming and believing.

                                                          CUT TO:

46   INT. DOCTOR PILL'S EXAMINING ROOM                             46   

     A Skinny Nurse weight and measures Sara

                           SKINNY NURSE
               How are you?

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 36


                           SARA
               Fine, that's why I'm here.

     They both laugh.  The Nurse takes Sara's blood pressure.

                           SKINNY NURSE
               How's your hearing and vision?

                           SARA
               I have both.

     The Nurse laughs again.

                           SKINNY NURSE
               Now, wait just a minute.

     The nurse smiles and leaves.

     A moment later, Doctor Pill enters.  He looks at the chart 
     the Nurse filled out and then he smiles at Sara.

                           DOCTOR PILL
               I see you're a little overweight.

                           SARA
               A little?  I have fifty pounds I'm 
               willing to donate.

                           DOCTOR PILL
               We can take care of that, no problem.

                                                          CUT TO:

     HIP-HOP MINI-MONTAGE

     TIGHTS of dope being cut, plastic bags being filled, Tyrone 
     and Harry dealing, Marion sketching and sewing, Harry and 
     Marion kissing, Harry spinning tunes, flick, sizzle, snap, 
     suck, slap, rush, sigh and crinkle, sprinkle, flick, drift, 
     suck, sigh...

                                                          CUT TO:

47   INT. TYRONE'S CLOSET                                          47   

     Harry and Tyrone neatly stuff a shoe box full of money.

     They put a rubber band around the box and hide it in the 
     back of the closet.

     Harry gives Tyrone five, Tyrone gives Harry five.

                                                          CUT TO:

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 37


48   INT. EMPTY STORE - DAY                                        48   

     In photographs, a straight Real Estate Agent shows Harry and 
     Marion around the empty store.

     OUTSIDE

     The Agent snaps a photo of the lovers in front of the store.

                                                          CUT TO:

49   INT. SARA'S KITCHEN                                           49   

     On the table in front of her are four bottles of pills and 
     the instructions.

                           SARA
               Purple in the morning.  Red in the 
               afternoon.  Orange in the evening.
                    (to the refrigerator)
               That's my three meals, Mr Smarty 
               Pants.
                    (then to herself)
               Green at night.  Just like that.  
               One, two, three, four...

     She pops a purple: a pill cap pops off, pill hits hand, mouth 
     gulps, pill cap snaps on.

     Then she heads to the fridge and makes herself a smoked fish 
     and cream cheese sandwich on an onion Kaiser roll.

     She shows off to the fridge as she devours it.

     Then she makes a cup of coffee: an empty pot tinkles into 
     place, the coffee perks, the coffee drips, and then Sara 
     slurps, slurps, slurps.

     She picks up the remote and flips on the set but she can't 
     seem to sit down, so she heads outside with her chair.

                                                          CUT TO:

50   INT. SARA'S MAILBOX - DAY                                     50   

     She peeks in for anything -- nothing.

                                                          CUT TO:

51   INT. CONEY ISLAND ARCADE                                      51   

     Marion and Harry play skeeball.  Marion hits a fifty and 
     smiles.  Harry stops playing.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 38


                           HARRY
               Yeah, that's what I'll do.

                           MARION
               Huh?

                           HARRY
               For my mom.  I've been thinking of 
               getting something for her, you know, 
               some kind of present, but I didn't 
               know what to get.

                           MARION
               Well?

                           HARRY
               I finally asked myself, what's her 
               fix?  Television, right?  If ever 
               there's a TV junkie it's the old 
               lady.  I figure maybe I owe her a 
               new one anyway with all the wear and 
               tear her set got from being schlepped 
               back and forth to old Abe's.

                           MARION
               You really love her, don't you?

                           HARRY
               I don't know.  I guess so.  One time 
               I feel one way and the other time I 
               feel something else.  Most of the 
               time I just want her to be happy.

                           MARION
               Let's go get it now.

                           HARRY
               Well...

                           MARION
               C'mon.

                           HARRY
               I don't wanna deal with salesman...

                           MARION
               Oh, come on.

                           HARRY
                    (gets an idea)
               Well, let's push off first.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 39


                           MARION
               It's still early.  We shouldn't get 
               going till tonight.

                           HARRY
               Yeah, I know, but this is different.  
               After all, I was always usin' the 
               old lady's set to cop money so now 
               we'll use a little stuff to get her 
               a set.

     Marion doesn't fight him.

     Then there's the: flick, sizzle, snap, suck, slap, rush, 
     sigh...

     And: crinkle, sprinkle, flick, drift, suck, sigh...

                                                          CUT TO:

52   INT. SARA'S APARTMENT                                         52   

     Coffee: tinkle, perk, drip, slurp, slurp, slurp...  and Pill: 
     pop, hit, gulp, snap...

     Sara starts to clean the apartment.

     Time races by as she intricately cleans every single square 
     inch of the kitchen.  She cleans the inside of the fridge 
     and dumps all the food.

     Next, she moves into the living room and continues to clean.

     Then everything slows down.

     Sara collapses into her viewing chair in front of the TV.

     She tries to watch but she's squirming in her seat.

     Then she notices something wrong.  She's not sure what so 
     she heads into --

     THE BATHROOM

     In the mirror, she stares at her clenched teeth grinding.

     She wonders what this means.  She shrugs and takes the green 
     pill: pop, hit, gulp, snap...

     BACK IN THE LIVING ROOM

     -- Sara sits in front of the TV and watches Tappy Tibbons

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 40


     preach.  Slowly she dozes off.

                                                          CUT TO:

53   INT. TYRONE'S DIVE PAD                                        53   

     Tyrone's old pad has been spruced up.  It's filled with tons 
     of cool toys.  It looks like Christmas morning.

     Beautiful and very young Alice lies naked in the giant bed 
     staring at Tyrone.

     He sits naked at his desk playing with flip books.  First 
     there's a wacky duck dancing, then there's a crying GI 
     soldier.

                           ALICE
               Why dontcha come back to bed, honey?

                           TYRONE
               Sheeit, plenty time for that, woman, 
               I got me a cool-ass toy ahm groovin' 
               behind.

     Tyrone picks up another flip book and lets things rip.  The 
     animation suddenly turns into live action and we are following 
     the back of a little boy.

     The boy runs across a black room into the arms of a beautiful 
     woman.

     The boy is Young Tyrone and the woman is Tyrone's Mother.

                           YOUNG TYRONE
               I told ya, Ma.  One day I'd make it.

                           TYRONE'S MOTHER
               You don't have to make anything.  
               You just gotta love your momma.

     The image of boy and mother dies when the flip book ends.

     Tyrone looks at it sadly.

                           ALICE
               What are you doing, honey?

                           TYRONE
               Thinking about you, baby, and what 
               I'm gonna do to ya.

     Tyrone leaps onto the bed and Alice squeals playfully.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 41


                           ALICE
               Don't do that, Tyrone.  You'll scare 
               me to death.

                           TYRONE
               Oh little momma, I wouldn't want to 
               scare you...I doan' want to scare 
               nobody.  All I want from life is no 
               hassles and some peace and 
               harmony...an' I want it from the 
               finest fox that ever lived.

                                                          CUT TO:

54   INT. SARA'S MAILBOX - DAY                                     54   

     Still empty...

                                                          CUT TO:

55   INT. SARA'S BUILDING - DAY                                    55   

     Pop, hit, gulp, snap and tinkle, perk, drip, slurp, slurp, 
     slurp...

     The Yentas all rise when Sara comes out and they move their 
     chairs so that she can have her proper seat in the sun.

                           YENTA #1
               Sara, you know yet when?

                           YENTA #2
               Are you hearing anything?

                           SARA
               Nothing yet.

                           ADA
               You can bring friends?

                           SARA
               How should I know?

                           ADA
               They should let you bring at least a 
               schlepper.  Who's going to carry 
               home all those prizes?

                           SARA
               Believe me, I'll get them home.  
               Especially Robert Redford.  For him 
               I don't need a schlepper.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 42


     But Sara is having a hard time sitting still.  She looks up 
     and down the street for the Mailman and paces around her 
     friends.

     They watch her with a bit of concern.  Then Mrs. Scarlini 
     comes out of the building for sunning.  Sara grabs her and 
     hugs her.

                           SARA (CONT'D)
               I love you forever.  I can't believe 
               it but I'm not even thinking of food.  
               If you put down a big bowl of chicken 
               noodle soup I wouldn't eat it.  Thank 
               you so much, Rosie.  Thank you!

                                                          CUT TO:

56   INT. TYRONE'S NEW PAD                                         56   

     Alice and Tyrone make some crazy love.  Arms flail, teeth 
     bite, mouths scream.  Some crazy love.

                                                          CUT TO:

57   INT. SARA'S APARTMENT                                         57   

     Sara stands in front of the mirror trying on the red dress.

     The dress won't close.

     Pop, hit, glup, snap...

     The red dress gets a little closer.

     Pop, hit, glup, snap...

     The dress gets even closer.

                                                          CUT TO:

58   INT. TAXI CAB - MOVING                                        58   

     Harry squirms in the back seat wearing a sharp new pair of 
     slacks, a sports shirt and a pair of new shoes.

     He nervously pats down his hair and adjusts his collar.

                                                          CUT TO:

59   EXT. SARA'S BUILDING                                          59   

     The Yentas all admire Sara's slim figure until the Mailman 
     approaches.  Everyone turns to him--hoping...

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 43


     He grins and shakes his head.

                           MAILMAN
               When I see it I'll be waving it all 
               over the place.

     The Mailman enters the building.

     A cab pulls up.  Harry steps out.  He stares at the 
     intimidating line of Yentas.

     Sara stares for a brief second not computing this apparition.

     Then she jumps up and wraps her arms around him, almost 
     knocking him off balance.

                           SARA
               Harry!

     She kisses him and he kisses her.  She's so excited she kisses 
     him again.

                           HARRY
               Hey, take it easy, Ma, you'll crush 
               me.

     He gives her a quick smile as he adjusts his clothes.

                           SARA
               Come, come inside, Harry.  I'll make 
               you a pot of coffee and we'll have a 
               visit.

     She grabs his hand and heads to the entrance.

                                                          CUT TO:

60   INT. SARA'S APARTMENT                                         60   

     Sara makes a pot of coffee as she bustles around grabbing 
     cups, saucers, spoons, milk and napkins.

     Harry stares wide-eyed at his hyperactive mother.  He tries 
     to get a word in but can't.

                           SARA
               And how are you, Harry, you're looking 
               so good.  You want something to eat?

                           HARRY
               No, Ma --

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 44


                           SARA
               A little nosh, maybe, or cake, I'll 
               go get some if you want, but I don't 
               have anything in the house but Ada 
               will have something, a cupcake, maybe.

                           HARRY
               No --

     Finally, the coffee is ready and she fills two cups.

                           SARA
               You want something to eat?

                           HARRY
                    (almost screams)
               No, Ma.  Nothing.  Sit.  Sit, for 
               krist's sake.  You're making me dizzy.

                           SARA
               You notice something?  You notice 
               I'm slimmer?

                           HARRY
               Yeah, yeah, I guess you are, Mom.

                           SARA
               Twenty-five pounds.  You believe it?  
               Twenty-five pounds and that's just 
               the beginning.

                           HARRY
               That's great, Ma.  That's really 
               great, I'm really happy for ya.  But 
               sit down, eh?

     Sara sits, Harry is bewildered.

                           HARRY (CONT'D)
               I'm sorry I haven't been around for 
               awhile, Ma, but I've been busy, real 
               busy.

     Sara nods as she clenches her jaw.

                           SARA
               You got yourself a good job?

     You're doing well?

                           HARRY
               Yeah, Ma, real good.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 45


                           SARA
               What kind of business?

                           HARRY
               Well, I'm sort of a distributor, 
               like.  For a big importer.  My own.

                           SARA
               Oh, I'm so happy for you.

     Sara gets up and smothers Harry with kisses.

                           HARRY
               Hey, Ma, easy, eh?  You're killing 
               me.  Krist, whatta ya been doin', 
               liftin' weights?

                           SARA
               Your own business.  Oh Harry, I knew 
               when I saw you that you had your own 
               business.  I always knew that you 
               could do that.

                           HARRY
                    (smiles)
               Yeah, Ma, you were right.  I made it 
               just like you said I would.

                           SARA
               So now maybe you'll meet a nice girl 
               and have a baby?

                           HARRY
               I already met one --

     Sara squeals and squeaks and starts to jump out of her chair.

     Harry holds his arms up in front of him.

                           HARRY (CONT'D)
               Jesus krist, Ma, don't go ape shit, 
               eh?

                           SARA
               Is she a nice girl?  Who's her 
               parents?  What --

                           HARRY
               You know'er, Ma.  Marion.  Marion 
               Silver.  Remember, they --

                           SARA
               Oh, Silver.  Of course.
                           (MORE)

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 46


                           SARA (CONT'D)
               I know Manhattan Beach.  He's got a 
               house on the esplanade.  Garment 
               business.

                           HARRY
               Yeah, yeah, he's big in women's 
               undies.

     Harry chuckles.  Sara is so happy, she can't stay sitting.

     She refills their cups.

                           HARRY (CONT'D)
               Before you go bouncin' all over again 
               and make me forget, what I want to 
               tell ya is I got you a present and --

                           SARA
               Harry, I don't want a present, just 
               have a baby.

                           HARRY
               Later for that, eh?  Will you let me 
               tell you what I got, eh?  Will ya?

     Sara nods, grins, grinds and clenches.

                           HARRY (CONT'D)
               Krist, you're really something else 
               today.  Look, I know... well...
                    (deep breath)
               What I'm trying to say is 
               that...well...
                    (shrugs)
               Well...I know I ain't been the best 
               son in the world --

                           SARA
               Oh, Harry, you're a good --

                           HARRY
               No, no!  Please, Ma, let me finish.  
               I'll never get it out if you keep 
               interrupting me.
                    (deep breath)
               I'm sorry for being such a bastard.
                    (stop -- breathe -- 
                    sigh)
               I wanna make it up.
                    (deep breath)
               I mean, I know I can't change anything 
               that's happened, but I want ya to
                           (MORE)

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 47


                           HARRY (CONT'D)
               know that I'm sorry and I love ya, 
               and I wanna make it right.

                           SARA
               Harry, it's --

                           HARRY
               I don't know why I do those things.  
               I don't really want to do them.  It 
               just sort've happens, I guess.  I 
               don't know.  It's all kinda goofy 
               somehow, but I really do love ya, 
               Ma, and I want you to be happy so I 
               got ya a brand new TV set.  It's 
               gonna be delivered in a couple a 
               days.  From Macy's.

     Sara squeals, but Harry wards her off with his hands.  She 
     sits down, grins and grinds her teeth.

                           SARA
               Oh, Harry, you're such a good boy.  
               Your father would be so happy to see 
               what you're doing for your poor, 
               lonely mother.

     Harry leans over and gives her an honest, open and perfectly 
     beautiful kiss.

                           SARA (CONT'D)
               You see that, Seymour?  You see how 
               good your son is?  He knows how lonely 
               his mother is living all alone, no 
               one to make her a visit...

     Harry feels pretty good as he listens to his mother until 
     something puzzles him.  He stops hearing his mother and now 
     he suddenly hears some other, strange sound.  What is it?

     He looks around until he looks at his mother.  Suddenly he 
     is filled with surprise, disbelief and confusion.

     The noise he hears is his mother's teeth grinding.

     TIGHT ON Sara's mouth.  Harry leans across the table.

                           HARRY
               Hey, Ma, you droppin' uppers?

                           SARA
               What?

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 48


                           HARRY
               You on uppers?
                    (getting angry)
               You're on diet pills, ain't ya?

     Sara is suddenly stunned.  She's completely bewildered.

                           SARA
               On? On?  What is on?

                           HARRY
               How come ya lost so much weight?

                           SARA
               I told you, I'm going to a specialist.

                           HARRY
               A specialist.  What kinda specialist?

                           SARA
               What kind?  A specialist. For weight.

                           HARRY
               Yeah, that's what I thought.  You're 
               makin' a croaker for speed, ain't 
               ya?

                           SARA
               Harry, you alright?
                    (shrugs)
               I'm just going to a doctor.  I don't 
               know from croaker, making --

                           HARRY
               What does he give ya, Ma?  Eh?  Does 
               he give ya pills?

                           SARA
               Of course he gives me pills.  He's a 
               doctor.  Doctors give pills.

                           HARRY
               What kind of pills?

                           SARA
               What kind.  A purple one, red one, 
               orange and --

                           HARRY
               No, no, I mean what kind?

                           SARA
               They're round...and flat.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 49


                           HARRY
                    (rolls eyes)
               I mean, like what's in them?

                           SARA
               Harry, I'm Sara Goldfarb, not Albert 
               Einstein.  How should I know what's 
               in them?

                           HARRY
               Look, Ma, does that stuff make you 
               feel good sort of and give you lots 
               of pep?

                           SARA
                    (nods)
               Well, I guess maybe a little.

                           HARRY
               A little?  Jesus, I can hear ya 
               grinding ya teeth from here.

                           SARA
               But that goes away at night.

                           HARRY
               At night?

                           SARA
               When I take the green one.  In thirty 
               minutes I'm asleep.  Poof, just like 
               that.

     Harry shakes his head and rolls his eyes.

                           HARRY
               Hey, Ma, ya gotta cut that stuff 
               loose.  It's no good.

                           SARA
               Who said it's no good?  Twenty-five 
               pounds I lost.

                           HARRY
               Big deal.  Do ya wanna be a dope 
               fiend fa krist's sake?

                           SARA
               What's this dope fiend?  Am I foaming 
               at the mouth?  He's a nice doctor.

                           HARRY
               Ma, I'm telling ya this croaker's no 
               good.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 50


                           SARA
               How come you know so much?  How come 
               you know more about medicine than a 
               doctor?

                           HARRY
                    (deep sigh)
               I know, Ma, believe me, I know.  
               You'll get strung out fa krist's 
               sake.

                           SARA
               C'mon.  I almost fit in my red dress, 
               the one I wore at your high school 
               graduation.  The one your father 
               liked so much.  I remember how he 
               looked at me in the red dress.  It's 
               not long after that he got sick and 
               died and you're without a father, my 
               poor baby, but thank God he saw you 
               happy for a little and --

                           HARRY
               What's with the red dress?  What
               does that --

                           SARA
               I'm going to wear the red dress 
               on...Oh, you don't know.  I'm going 
               to be on television.  I got a call 
               and an application and --

                           HARRY
               C'mon, Ma, who's pullin' ya leg?

                           SARA
               I'm telling you I'm being a contestant 
               on television.  They haven't told me 
               when, but you'll see, you'll be proud 
               when you see your mother in her red 
               dress and golden shoes on television.

                           HARRY
               What's the big deal about being on 
               television?  Those pills'll kill ya 
               before ya ever get on, fa krist's 
               sake.

                           SARA
               Big deal?  You drove up in a cab.  
               You see who had the sun seat?  You 
               notice your mother in the special 
               spot getting the sun?
                           (MORE)

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 51


                           SARA (CONT'D)
               You know who everybody talks to?  
               You know who's somebody now?  Who's 
               no longer just a widow in a little 
               apartment who lives alone?  I'm 
               somebody now, Harry.  Everyone likes 
               me.  Soon millions of people will 
               see me and like me.  I'll tell them 
               about you and your father.  I'll 
               tell them how your father liked the 
               red dress and how good he was to us.  
               Remember?

     Harry nods.  Defeated, he stares at the floor.

                           SARA (CONT'D)
               And who knows what I might win?  A 
               new refrigerator.  A Rolls-Royce, 
               maybe.  Robert Redford.

                           HARRY
               Robert Redford?

                           SARA
               So what's wrong with Robert Redford?

     Harry blinks and shakes his head.  Bewildered, he surrenders 
     to her flow.

     Sara looks at her entire family and a softness overtakes 
     her.

                           SARA (CONT'D)
               It's not the prizes, Harry.  It 
               doesn't make any difference if I win 
               or lose.  It's like a reason to get 
               up in the morning.  It's a reason to 
               lose weight so I can be healthy.  
               It's a reason to fit in the red dress.  
               It's a reason to smile, already.  It 
               makes tomorrow alright.
                    (close to Harry now)
               What have I got, Harry?  Why should 
               I even make the bed or wash the 
               dishes?  I do them, but why should 
               I?  I'm alone.  Seymour's gone, you're 
               gone, I have no one to take care of.  
               Anybody.  Everybody.  What do I have?  
               I'm lonely, Harry.  I'm old.

     Harry fidgets, his eyes blink, he tries:

                           HARRY
               You got friends, Ma.  What --

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 52


                           SARA
               It's not the same.  You need someone 
               to make for.  No, Harry, I like how 
               I feel this way.  I like thinking 
               about the red dress and the 
               television...and your father and 
               you.  Now when I get the sun I smile.

                           HARRY
               I'll come visit, Ma.  Now that I'm 
               straight, my business is going good, 
               I'll come.  Me and Marion.  Honest, 
               Ma.  I swear.  We'll come for dinner.  
               Soon.

     Sara shakes her head and smiles at Harry, trying hard to 
     believe.

                           SARA
               Good, you bring her and I'll make 
               your soup and a roast.

                           HARRY
               That sounds great, Ma.  I'll give 
               you a call ahead a time, OK?

                           SARA
                    (nods)
               Good.  I'm glad.  I'm glad you got a 
               nice girl and a good business.  I'm 
               glad.

     Sara gets up and hugs Harry, tears welling in her eyes.

                           SARA (CONT'D)
               Your father and I were always wanting 
               only the very best for you.  I'm 
               glad, Harry, that you have someone 
               to be with.  You should be healthy 
               and happy.  And have lots of babies.  
               Don't have only one.  It's no good.  
               Have lots of babies.  They'll make 
               you happy.

     Harry does his best to hug his mother.  He fights his 
     desperation to get away and holds onto her.

     Eventually, Sara backs away and looks into his face, smiling.

                           SARA (CONT'D)
               Look, I'm crying already.  I'm so 
               happy I'm crying.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 53


                           HARRY
                    (forces smiles)
               I'm glad you're happy, Ma.  I really 
               love ya.  An' I'm sorry --

     Sara waves his apology away -- tosh, tosh.

                           HARRY (CONT'D)
               I really am.  But I'm goin' ta make 
               it up now.  You should just be happy.

                           SARA
               Don't worry about me.  I'm used to 
               being alone.

     A long silent beat as child and parent smile at each other.

     Harry looks at his watch.

                           HARRY
               I got to go, Ma.  I have an 
               appointment in Manhattan in a little 
               bit.  But I'll be back.

                           SARA
               Good.  I'll make for you.  You still 
               have your key?

                           HARRY
                    (shows her)
               Yeah, I got it, Ma.  I'd better hurry.  
               I'm late now.

                           SARA
               Goodbye, Son.

     One more kiss and hug and Harry is gone.  Sara stares at the 
     door for many long moments.

     Then she takes her orange pill -- pop, hit, glup, snap -- 
     and washes it down with a fresh cup of coffee.

                                                          CUT TO:

61   INT. MOVING CAB                                               61   

     Harry sits in the back seat filled with worry and concern.

     Tears well up into his eyes until he can't hold it any longer.  
     He sobs hard, real hard.

     A moment later he collects himself and gets high: flick, 
     sizzle, snap, suck, slap, rush, sigh...

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 54


     Harry wipes away his tears.

                                                          CUT TO:

62   INT. SARA'S BEDROOM                                           62   

     Sara zips up the red dress.  It closes.

     She swings around gloriously and her locked jaw smiles at 
     herself in the mirror.  Eyes glow.

     And she begins to waltz by herself.  Humming...

     HARD CUT TO:

     BLACK

     ON THE SCREEN IN WHITE LETTERS: 'FALL'

                                                          CUT TO:

63   INT. BRODY'S LIMO                                             63   

     Tyrone steps into a white limo with leopardskin upholstery.

     He exchanges fives with, Brody (late twenties, bespectacled, 
     highly intelligent looking) and his two Henchmen.

     Brody doesn't speak.  He signs to Henchman #1

                           HENCHMAN
               Brody say you coming up quick, kid.

                           TYRONE
               Thanks, Brody.

     The Henchman signs back.  Then Brody responds.

                           HENCHMAN
               Brody wants to promote you.  He wants 
               to give you some more responsibility.  
               Are you interested?

                           TYRONE
               Yeah, yeah.

                           HENCHMAN
               Brody say, you fuck him, I'll kill 
               you.

                           TYRONE
               I wouldn't do that, Jim.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 55


     Just then, Tyrone notices the driver's door is open.  Tyrone 
     points.

                           TYRONE (CONT'D)
               Where's the --

     Brody spins just when a White Gunman leans in through the

     driver's door with a 9mm Glock --

     BANG! BANG! BANG!

     Three bullets rip through Brody's body.  Blood and guts 
     splatter Tyrone and Brody's dead body collapses into his 
     lap.

     The Henchmen pull out their pieces and return fire.  One 
     Henchman gets splattered.  The other kills the White Man.

     Tyrone slips and scrambles out of the limo.  The White Gunman 
     lies dead in the street.

     Tyrone runs!  Frantic, with blood all over him, he runs 
     hyperventilating with panic until two Cops give chase.

     Sirens and lights.

     They catch him and slam him against the wall.  Cuff wrist 
     one, cuff wrist two.

                                                          CUT TO:

64   INT. SARA'S APARTMENT                                         64   

     Pop, hit, gulp, snap...

     Sara's living room is dominated by a gigantic, towering, 
     black TV.  The ominous hulk of technology stares down on 
     Sara who sits in her lazy chair staring at the set's cold, 
     dark screen.

     Something is wrong.

     Some coffee: tinkle, perk, drip, slurp, slurp, slurp...

     NOTHING.  SO ONE MORE:

     Pop, hit, gulp, snap...

                                                          CUT TO:

65   INT. MARION'S APARTMENT                                       65   

     Flick, sizzle, snap, suck, slap, rush, sigh...

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 56


     Crinkle, sprinkle, flick, drift, suck, sigh...

     Harry and Marion lean against each other on the floor.  They 
     stare up at the ceiling.  Sketches and pieces of Marion's 
     clothing lie around them.

                           MARION
               Oh Harry, I love you.  You make me 
               feel like a person, like I'm me and 
               I'm beautiful.

                           HARRY
               You are beautiful.  You're the most 
               beautiful woman in the world.  You're 
               my dream.

                                                          CUT TO:

66   INT. SARA'S APARTMENT                                         66   

     Pop, hit, gulp, snap...

     Sara still sits.  She feels nothing.

     Coffee: tinkle, perk, drip, slurp, slurp, slurp...

     Still nothing.

     She picks up the bottles of pills from Doctor Pill and 
     examines the labels.

     She looks real close.

     Then she calls Doctor Pill.

                           SKINNY NURSE
                    (off-screen)
               Doctor's office?

                           SARA
               Hello, this is Mrs Goldfarb

                           SKINNY NURSE
                    (off-screen)
               No, Mrs Goldfarb, I'm absolutely 
               certain.  I've checked again.

                           SARA
               Are you sure you didn't give me the 
               wrong pills?

                           SKINNY NURSE
                    (off-screen)
               No.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 57


                           SARA
               But maybe you gave me a smaller one 
               the last time.

                           SKINNY NURSE
                    (off-screen)
               That isn't possible, Mrs Goldfarb.  
               You see, they are all the same 
               potency.  The change is in the color.  
               All the purple are the same strength, 
               all the red, etc.

                           SARA
               But something isn't the same.

                           SKINNY NURSE
                    (off-screen)
               You're just becoming adjusted to 
               them.  At first you get a strong 
               reaction, but after a while that 
               wears off and you just don't feel 
               like eating.  It's nothing to worry 
               about, Mrs Goldfarb.

     Click.  Sara stares at the phone and slowly hangs it up.

     She drops two pills in her hand.  She stares at both pills --

     shrugs and pops them: pop, hit, gulp, snap...

     Then a small grin invades her face.  Something's happening.

     SHE FLIPS ON THE TV TO TAPPY:

                           TAPPY TIBBONS
               Now let's meet our next winner.  
               She's a beautiful woman with a winning 
               sense of humor and a magical smile.  
               Straight from Brighton Beach, 
               Brooklyn, let's give a juicy welcome 
               to Mrs Sara Goldfarb.

     And there she is!  Red, red, red.  Sara smiles at Red Sara.

     The audience loves her.

                           TAPPY AND AUDIENCE
               Juice by Sara!  Juice by Sara!  Juice 
               by Sara!  ooooOOOOH!  Sara's got 
               juice!  Sara's got juice!  ooooOOOH 
               Sara!

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 58


     But back in the real world, the fridge shudders.  Sara stares 
     at it, concerned.

                                                          CUT TO:

67   INT. HOLDING TANK - NIGHT                                     67   

     Tyrone, terrified, holds onto the bars for dear life.

     Junkies and winos that seem more like ghosts and giant rats 
     taunt him.  Until:

                           GUARD
                    (off-screen)
               Love...Love, Tyrone C.  Seven-three-
               five.  Get your shit together and 
               come on.

                                                          CUT TO:

68   EXT. CONEY ISLAND STREET - MOVING                             68   

     Harry and Tyrone rap as they scam the streets searching for 
     a connection.  They eye other junkies suspiciously.

                           TYRONE
               How much?

                           HARRY
               They got most of our cash.  You're 
               up for consortin'.

                           TYRONE
               Sheeit.

                           HARRY
               Angel says it's a war between the 
               Italians and the Blacks.  He says 
               Sal the Geep is keeping all the shit 
               down in Florida until guys like Brody 
               are all knocked off.

                           TYRONE
               Sheeit.

                           HARRY
               No one's got a thing.

                           TYRONE
               Except Big Tim.

                           HARRY
               Who?

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 59


                           TYRONE
               He's holdin' a nice taste.

                           HARRY
               How much?

                           TYRONE
               Some say a piece, others a truckload.

                           HARRY
               Shit.  Let's go see him.

                           TYRONE
               He's holdin', but he's not sellin'.  
               He's only givin' up for pussy.

                           HARRY
               What?

                           TYRONE
               The only habit that muthafuck have 
               is pussy.  He hooked on that thang.  
               Ah told'im ah give'im all he want, 
               but he say ahm not pretty enough 
               for'im.

     Just then, a white van screeches to a halt at the corner in 
     front of them.  The side door slides open.  Two white guys 
     toss a dead black guy into a city garbage can.

     The van screeches off.  The black guy's sneakers poke up out 
     of the can.

     Harry and Tyrone turn around and quickly exit the scene.

                                                          CUT TO:

69   INT. MARION'S APARTMENT                                       69   

                           MARION
               Well, why don't we just stop using?

     Harry, Tyrone and Marion stare at each other for a moment, 
     the implication of Marion's question slowly, through much 
     resistance, sinking in and registering.

                           HARRY
               Yeah, I guess we'd better.

                                                          CUT TO:

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 60


70   INT. SARA'S MAILBOX                                           70   

     Still nothing.

                                                          CUT TO:

71   INT. SARA'S APARTMENT                                         71   

     Pop, hit, gulp, snap...

     Sara starts to circle around the lazy chair.  Tighter and 
     tighter circles.

                                                          CUT TO:

72   INT. MARION'S APARTMENT                                       72   

     We pan the apartment and see Harry, Tyrone and Marion trying 
     to do something, anything but nothing.  But everything is 
     real slow and every moment is real painful.

     The kitchen clock is almost moving backwards.  We see their 
     eyes.  Their sweating lips.  Their twitching fingers.

                                                          CUT TO:

73   INT. SARA'S MAILBOX                                           73   

     NOPE

                                                          CUT TO:

74   INT. SARA'S APARTMENT                                         74   

     Pop, hit, gulp, snap -- and again -- pop, hit, gulp, snap...

     Sara stops pacing.  Out of breath, she towers over the phone.

     She dials 411.  Her mouth races after her speed-drenched 
     mind.

                           COMPUTERIZED OPERATOR
                    (off-screen)
               Welcome to Bell Atlantic.  Number 
               please?

                           SARA
               Malin & Block.  Manhattan.

                           COMPUTERIZED OPERATOR
                    (off-screen)
               Please hold for your number.

     Suddenly, the fridge shudders.  Sara jumps.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 61


     CUT BACK TO:

75   INT. MARION'S APARTMENT                                       75   

     FINALLY MARION STANDS UP:

                           MARION
               It's three already.  We're making a 
               big deal out of nothing.

                           TYRONE
                    (a bit too willing)
               Yeah, we can stop using.  We proved 
               it.  Right now.

                           MARION
               Harry, it's stupid to panic and think 
               the world's coming to an end just 
               'cause we can't score any solid 
               weight.

                           HARRY
               OK, fine.

     Flick, sizzle, snap, suck, slap, rush, sigh...

     AND:

     Crinkle, sprinkle, flick, drift, suck, sigh...

     AND THEN AGAIN:

     Flick, sizzle, snap, suck, slap, rush, sigh...

                                                          CUT TO:

76   INT. MARION'S APARTMENT - MIDDLE OF THE NIGHT                 76   

     Harry and Marion twist and turn in their bed.  The sheets 
     are covered in sweat.

     Finally, Marion bolts up in bed gasping for breath.  Harry 
     turns on the light.

                           HARRY
               You alright?

                           MARION
                    (nods)
               Must have had a bad dream, I guess.

                                                          CUT TO:

     INT. MARION'S KITCHEN.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 62


     Harry fills a glass of water.  He notices that the spot where 
     he normally shoots up in his inner arm is sore and red.

     CUT BACK TO:

77   INT. MARION'S APARTMENT                                       77   

     Marion is still panting when Harry returns with a glass of 
     water.

                           MARION
               Maybe we should dip in now.

                           HARRY
               It's all we have.

                           MARION
               Tyrone will score in the morning.

                           HARRY
               It's a bitch out there.

                           MARION
               It'll be fine, sweetheart, I just 
               know it will.

     A long beat.

                           HARRY
               Yeah, I guess.  I'll get the stuff.

                           MARION
               I love you, Harry.

     Relief.  For now. Crinkle, sprinkle, flick, drift, suck, 
     sigh...

                                                          CUT TO:

78   INT. SARA'S APARTMENT                                         78   

     Pop, hit, gulp, snap.

     Sara downs a cup of coffee and goes to the phone.

     Out of the corner of her eye she watches the fridge.  She 
     dials a number.

                           COMPUTERIZED OPERATOR
                    (off-screen)
               Welcome to Malin & Block.  If you 
               know your party's extension, please 
               enter it now.  For the directory 
               please press four, one, one.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 63


     Sara presses 411.

                           COMPUTERIZED OPERATOR (CONT'D)
                    (off-screen)
               Please enter the last name of the 
               person you are trying to reach.

                           SARA
               Russel.  Lyle Russel.

     Sara starts to press some numbers.

                           COMPUTERIZED OPERATOR
                    (off-screen)
               We're sorry, there's no one in the 
               directory with that name.  Please 
               wait for an operator.

     A moment later an operator answers.

                           WOMAN ON PHONE
                    (off-screen)
               Malin & Block.

                           SARA
               Lyle Russel.

                           WOMAN ON PHONE
                    (off-screen)
               I'm sorry, but I don't have his name 
               listed on my directory.

                           SARA
               The television.

                           WOMAN ON PHONE
                    (off-screen)
               What television?

                           SARA
               I don't know.  I want to find out.

                           WOMAN ON PHONE
                    (off-screen)
               Hold on a second.

     Then, a loud shudder!  The fridge is vibrating.  Sara doesn't 
     know what to do.

                           ANOTHER WOMAN ON PHONE
                    (off-screen)
               Can I help you?

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 64


                           SARA
               I want to speak to Lyle Russel.

                           ANOTHER WOMAN ON PHONE
                    (off-screen)
               Who's that?

                           SARA
               He called me and said I was going to 
               be on a show and --

                           ANOTHER WOMAN ON PHONE
                    (off-screen)
               Oh.  Just a minute.  I'll connect 
               you with the programs department.

     Sara waits as the phone rings and rings and the fridge 
     continues to vibrate unnaturally.

                           THIRD WOMAN ON PHONE
                    (off-screen)
               Can I help you?

                           SARA
               I want Lyle Russel.

                           THIRD WOMAN ON PHONE
                    (off-screen)
               Lyle Russel?  Are you sure you have 
               the right number?

                           SARA
               He's putting me on a show.

                           THIRD WOMAN ON PHONE
                    (off-screen)
               A show?  What show?

     Still on the phone, Sara slowly walks over to the fridge.

                           THIRD WOMAN ON PHONE (CONT'D)
                    (off-screen)
               I'm afraid I don't understand.  If
               you can't tell me --

                           SARA
               He called me and said I'm going to 
               be on TV and he sent me papers.  I 
               sent them back a long time already 
               and I still don't know when --

                           THIRD WOMAN ON PHONE
                    (off-screen)
               Oh, I understand.  Just a moment.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 65


     Some more clicks.  Sara can barely stand.  As she gets to 
     the fridge, it slowly stops vibrating.  Sweat is building.

                           FOURTH WOMAN ON PHONE
                    (off-screen)
               Can I help you?

     Carefully, Sara examines the fridge.  She's having a hard 
     time talking.

                           FOURTH WOMAN ON PHONE (CONT'D)
                    (off-screen)
               Hello?

                           SARA
               Lyle Russel.

                           FOURTH WOMAN ON PHONE
                    (off-screen)
               Who?

                           SARA
               Lyle Russel?

                           FOURTH WOMAN ON PHONE
                    (off-screen)
               Are you sure you have the right 
               department?

     And then, suddenly, the entire fridge quakes violently!

     Sara drops the phone and runs to her bedroom.  On the phone:

                           FOURTH WOMAN ON PHONE (CONT'D)
                    (off-screen)
               Hello?  Hello?

                                                          CUT TO:

79   INT. MARION'S APARTMENT - LATE MORNING                        79   

     Marion expectantly watches Harry on the phone.  Harry hangs 
     up.

                           MARION
               Well?

                           HARRY
               Tyrone hasn't found anything.

                           MARION
               Nothing?

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 66


                           HARRY
               Nothing.

                           MARION
               What are we going to do?

                           HARRY
               I don't know.

                           MARION
               Well, you have to do something.  
               It's your fault we don't have 
               something for the morning.

                           HARRY
               What are you talking about?

                           MARION
               You were all hot in the biscuit to 
               get off last night.

                           HARRY
               That's all bullshit.

                           MARION
               You didn't have to and we could have 
               had something now.

                           HARRY
               Whatta am I gonna do?  Just sit and 
               watch you push off and not go myself?

                           MARION
               Then, just don't put all the weight 
               on me, that's all.  And leave me 
               alone.

     Pissed beat.

                           HARRY
               I'm gonna go meet Ty.

                                                          CUT TO:

80   INT. TYRONE'S CLOSET                                          80   

     Harry and Tyrone open the shoe box.  They grab the last cash 
     in it.

                           HARRY
               Don't worry.  We'll fill it up again, 
               man.
                           (MORE)

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 67


                           HARRY (CONT'D)
               Things'll get better soon, then we'll 
               be puttin' the bread back in the 
               box.

                                                          CUT TO:

81   EXT. CITY STREETS - NIGHT                                     81   

     Harry and Tyrone wait by a payphone on an abandoned street 
     corner.

                           HARRY
               I gotta call my mom.  I just don't 
               know what to do with her.

                           TYRONE
               Ahm glad ah doan't have no one laying 
               that kind of heavy motha shit on me, 
               Jim.  You honkies are too much with 
               that guilt shit.

                           HARRY
               Krist, you ain't kiddin', man.  I 
               sometimes think we'd be better without 
               moms.

                           TYRONE
               Ah doan' know, man.  Mah mom died 
               when ah was eight, but I remember 
               she was one groovy woman.  She have 
               seven kids, Jim, an she was all big 
               like an' all the time singin' and 
               smilin'.  She have a big chest like 
               this and she used to cuddle me, Jim, 
               an' ah remember how good it felt in 
               there an' how sweet she smell.  You 
               know, she sing an' it make you feel 
               good all ovuh, jus' like dope.

     Small laugh in the freezing cold.  Then, a Snot-faced Dealer 
     rounds the corner and nods to Tyrone.

82   INT. SARA'S APARTMENT                                         82   

     The phone rings!  Sara sticks her head out of the bedroom.

     She looks at the fridge.  It's quiet and still.  She sneaks 
     to the lazy chair and flips on the TV.

     Then she answers the phone.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 68


                           HARRY
                    (off-screen)
               Hey, Ma.  How ya doing?

                           SARA
                    (scared)
               Oh, Harry.

                           HARRY
                    (off-screen)
               I wanted to say hello, and that I'll 
               visit soon.

     Suddenly, the fridge hops, making a smashing noise.  Sara 
     sinks into her chair.  Sara lets out a small scream.

                           HARRY (CONT'D)
                    (off-screen)
               Ma?  You --

                           SARA
               Can you come now?  For a little while?

                           HARRY
                    (off-screen)
               Ma, I'm tied up.  I got a lot of 
               irons in the fire and I have ta be 
               around to take care of'em.

     The fridge hops again.

                           SARA
                    (at fridge)
               Stop it!
                    (to Harry)
               Not even a little visit?  Please, 
               Harry.  Come over.

                           HARRY
                    (off-screen)
               Hey, Ma, will you lighten up and 
               stop playin' those guilt games with 
               my head?

     The fridge shakes and quivers like it's laughing.

                           SARA
               Please, Harry...

                                                          CUT TO:

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 69


83   INT. CITY STREETS - SAME                                      83   

     Harry takes a deep breath into the phone.  Tyrone rounds the 
     corner, smiling.

                           HARRY
                    (into phone)
               Look, Ma, I don't want to hassle 
               you, okay?  I loveya and I'll see 
               you soon.  Take care.

                           SARA
                    (off-screen)
               Harry, it's all confusing and --

     Harry hangs up and the two of them rush off.

                                                          CUT TO:

84   EXT. UNDER THE BOARDWALK - NIGHT                              84   

     Flick, sizzle, snap, suck, slap, rush, sigh...

                           TYRONE
               So you want to hear the news?

                           HARRY
               What news?

                           TYRONE
               The good news and the bad news.

                           HARRY
               Shoot.

                           TYRONE
               The good news is that in a couple of 
               days they'll be prime on the streets.

                           HARRY
                    (psyched)
               Really!
                    (suspicious)
               Who told you?

                           TYRONE
               Angel says Sal the Geep has sent 
               word to let go a couple a keys for 
               the Christmas season, he being a 
               good Christian an' not wantin' anybody 
               to be wantin' during this glorious 
               season.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 70


                           HARRY
               You believe it?

                           TYRONE
               I didn't until I heard the bad news.

                           HARRY
               Yeah...

                           TYRONE
               The price is doubled and you have to 
               cop for weight, at least half a piece.

                           HARRY
               How much?

                           TYRONE
               Two.

                           HARRY
               Fuckin' insane!

                           TYRONE
               What you gonna do?  The man ain't 
               goin' to lay no nickel bag on you, 
               thas foe damn sure.

                           HARRY
               Where we gonna get two?

                                                          CUT TO:

85   INT. MARION'S APARTMENT                                       85   

     Marion can't believe what Harry just suggested.

                           MARION
               You mean Arnold?

                           HARRY
               Well your parents won't even take 
               your call.

                           MARION
               I haven't seen him in months.

                           HARRY
               So what?  He's still callin', ain't 
               he?

                           MARION
               Yes, but I don't know.

     Marion stares into Harry's eyes -- pleading.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 71


                           HARRY
               Look, I don't know what else to do.  
               This is our last chance to get back 
               on track.  We won't have ta scuffle 
               and make that freezing scene every 
               day.  We need the bread.

                           MARION
               Getting the bread is not the problem, 
               Harry --

                           HARRY
               Then what's the problem, fa krist's 
               sake?

                           MARION
               I just don't know what I'll have to 
               do to get it.

     Harry gets it.  Marion gets it.  But for Harry, this is too 
     important.  He gets down and holds her hand:

                           HARRY
               Look baby, this is our last chance 
               to get back on track.  We'll be back 
               in bizness in no time.  We'll start 
               moving again and we'll start saving 
               again.  It'll happen, Marion.

     Marion looks into him.  Then, she gives him a gentle nod.

                                                          CUT TO:

86   INT. DOCTOR PILL'S EXAMINING ROOM                             86   

     Doctor Pill smiles while Sara looks around wild-eyed.

                           DOCTOR PILL
               What seems to be the problem?  The 
               weight is doing fine.

                           SARA
               The weight is fine.  I'm not so good.  
               The refrigerator --

     Suddenly, she looks around terrified.

                           DOCTOR PILL
               Something wrong?

                           SARA
               Things are all mixed up.  Confused 
               like --

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 72


                           DOCTOR PILL
               Well, that's nothing to worry about.

     He scribbles out a prescription.

                           DOCTOR PILL (CONT'D)
               Just give this to the nurse and make 
               an appointment for a week.

     Now, Sara is alone staring at the paper.  TIGHT ON paper.

     It reads 'VALIUM'.

                                                          CUT TO:

87   INT. RAOUL'S CAFE - NIGHT                                     87   

     A dimly lit café.  Marion wears lots of make-up and a long- 
     sleeve blouse.

     Arnold is worried.

                           MARION
               No, no, I've just had the flu forever 
               it seems like.

                           ARNOLD THE SHRINK
               Are you depressed?

                           MARION
               No, it's nothing like that.  Just 
               been very busy.  I've been designing 
               nonstop.

                           ARNOLD THE SHRINK
               That's wonderful, I'm glad to hear 
               you've been productive.

     He smiles and touches her hand.

                           ARNOLD THE SHRINK (CONT'D)
               To be perfectly straight, I was 
               surprised to hear from you.  Is 
               something wrong?

                           MARION
               No, why?

                           ARNOLD THE SHRINK
               That's usually the case when someone 
               calls whom you haven't heard from 
               for a while.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 73


                           MARION
               No, everything's fine, but I do have 
               a favor to ask.

     He smiles and leans back into his chair.  His smugness bothers 
     her so she grabs her fork and stabs it into the back of his 
     hand.  Blood spurts out and she screams:

                           MARION (CONT'D)
               YOU SMUG SONOFABITCH!

     A moment later, everything is back to normal.  Marion was 
     fantasizing.

                           ARNOLD THE SHRINK
                    (grin)
               A favor?  What is it?

                           MARION
               I need to borrow some money.

                                                          CUT TO:

88   INT. ARNOLD THE SHRINK'S MANHATTAN CRASH PAD                  88   

     In the bedroom, Marion slowly takes off her clothes.  She's 
     dying and almost crying.

     Arnold, big smile, big erection (for him), watches her.

                           ARNOLD THE SHRINK
               May I ask why?

                           MARION
               Could you turn off the light?

                           ARNOLD THE SHRINK
               Why do you want the light off?

                           MARION
               I just do.

                           ARNOLD THE SHRINK
               You never did before.

                           MARION
               Please, Arnold.

     Shrugging, he remote controls off the light.  Arnold creeps 
     up behind her and starts planting kisses on her.

     Very gently, she begins to cry.

                                                          CUT TO:

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 74


89   INT. MARION'S APARTMENT                                       89   

     Harry scratches some vinyl.  He takes the LP and frisbees it 
     into the wall.  It shatters!

     Then, he collapses onto Marion's couch, picks up the remote 
     and flips on the set.  He tries to watch but he keeps looking 
     at the clock.

     Then, he hears the sounds of sex.  He looks up on the TV and 
     sees Marion fucking some dude with a hairy back.  So, Harry 
     lies on the ground and reaches for something under the couch.

     Then: flick, sizzle, snap, suck, rush, sigh...

     The image on the set slowly starts to dissolve back to the 
     normal TV show.

     Harry, a bit more comfortable, reclines on the couch and 
     nods.

                                                          CUT TO:

90   INT. ARNOLD THE SHRINK'S MANHATTAN CRASH PAD - HALLWAY        90   

     At the front door Arnold, wrapped in a sheet, hands Marion 
     some money.  She leaves and he quickly locks the door.

     Down the hallway and into --

     THE ELEVATOR

     -- as anger, disgust and who knows what else billow up inside 
     her.  Her eyes begin to tear.  Then --

     ON THE STREET

     -- she leans against the building and vomits.

                                                          CUT TO:

91   INT. MARION'S APARTMENT                                       91   

     Marion crawls out of her winter clothes and joins Harry on 
     the couch.

     They sit on either side of the couch not looking at each 
     other.

                                                          CUT TO:

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 75


92   INT. TYRONE'S NEW PAD                                         92   

     Tyrone, in his bikini underwear, stares at a picture of his 
     mom.

     Alice is gone.

     He looks at the window.  It's night-time and it's sleeping.

                           TYRONE
               Sheeit.

     Tyrone starts to get dressed.

                                                          CUT TO:

93   INT. SARA'S BEDROOM - NIGHT                                   93   

     Pop, gulp, hit, snap...

     Sara puts on some make-up.  Her hand is not steady and her 
     work is far from perfect.  The lipstick is lopsided.  The 
     mascara is caked on one set of eyelashes.

     In the red dress, with very little energy, she spins in front 
     of the mirror.

     She starts a dumpy version of a waltz.  Very slowly.  Her 
     eyes are sunken and dark-ringed.  Flesh hangs from her upper 
     arms and neck.

                                                          CUT TO:

94   INT. MODERN SUPERMARKET - NIGHT                               94   

     Harry and Tyrone stroll the aisles with an empty shopping 
     cart.  They eye other customers, most of whom are junkies 
     trying to act nonchalant and making believe they're shopping.

     In actuality they're just trying to figure out what the fuck's 
     going on.

                           TYRONE
               You dig the action, man.

                           HARRY
               Yeah, I feel like I'm dreamin'.

                           TYRONE
               I watch your back, you watch mine.

                           HARRY
               What are we supposed to do?

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 76


                           TYRONE
               I don't know.  All they said was be 
               at Waldbaum's.

     Just then, they round a corner and spot a Pony-tailed Junkies 
     walking into the back loading area.  They follow.

                                                          CUT TO:

95   INT. MARION'S APARTMENT                                       95   

     Marion impatiently circles the apartment.  She's very anxious.

                                                          CUT TO:

96   INT. SUPERMARKET LOADING AREA - LATER                         96   

     Harry and Tyrone join a mass of smoking junkies in the back 
     of the supermarket.  Everyone is crowded in by the towering 
     boxes of produce and canned goods.

                           HARRY
               Everyone and their mother.

     A moment later, the steel roll-gate starts to open.  All the 
     junkies turn to look.

     Then, an eighteen-wheeler starts backing into the loading 
     dock.  'IRVING'S FLORIDA ORANGES' is painted onto the truck.

     When the truck stops at the dock, two White Heavies emerge 
     from the front cab.  They wear ski masks and carry glistening 
     machine guns.

     Sitting behind a table in front of the crates of oranges is 
     a distinguished Bald Man sporting a white fur coat.  He is 
     flanked by two other heavies with masks and machine guns.

     The junkies applaud!  The two men unlock the back of the 
     truck.

     The Bald Man pops open two steel suitcases on the table.

     Harry, Tyrone and all the junkies push forward.  The men 
     with guns try to control them.

                                                          CUT TO:

97   INT. MARION'S APARTMENT                                       97   

     Marion, still circling, starts searching the apartment.  She 
     rips open her bureau, flips through clothes and unknowingly 
     tosses her clothing sketches.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 77


     They slowly drift to the floor.

                                                          CUT TO:

98   EXT. SUPERMARKET LOADING AREA - LATER                         98   

     Harry and Tyrone push their way to the front.  A few lucky 
     junkies hand the Bald Man money and get their dope.  The 
     heavies scream at the junkies to calm down or they're outta 
     here.

     Then suddenly, Harry spots a Gap-toothed Junkies pulling a 
     gun.  The men with the machine guns see him and pull out 
     their guns.  Harry grabs Tyrone and starts to pull him away 
     when suddenly:

     Bang!

     Gap-tooth's gun goes off.  It hits some oranges behind the 
     Bald Man.  The heavies let loose.  Bullets everywhere!

     Harry and Tyrone head for the supermarket in front.  Boxes 
     are blowing up around them.

     The Bald Man slams the steel suitcases closed and starts 
     pulling the truck doors closed.

     Harry and Tyrone charge into the --

99   INT. SUPERMARKET - SAME                                       99   

     -- with a bunch of other junkies.  They rush down an aisle

     when the Pony-tailed Junkie gets nailed in front of them.

     He slides across the linoleum leaving a trail of blood behind 
     him.

     Harry and Tyrone leap over the dead body and rush --

     OUTSIDE

     -- just in time to spot the eighteen-wheeler whiz by.  Some 
     of the junkies give chase.  Harry thinks about it but Ty 
     stops him.  Instead, they quickly duck out.

                                                          CUT TO:

100   INT. TYRONE'S OLD DIVE PAD                                  100   

     Tyrone puffs on a cigarette while Harry paces.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 78


                           HARRY
               Stupid fucking junkie.  Fucked.  We 
               are fucked.  That's the last shit 
               for miles.

                           TYRONE
               Muthafuckas going back to Florida, 
               sitting on their asses in sun while 
               we're up here ass-deep in snow.

                           HARRY
               Damn it.  What are we gonna do now?
                    (then an idea)
               Hey.  What would happen if we went 
               down there to cop?

                           TYRONE
               Now you're talking -- sunny F.L.

                           HARRY
               Yeah.  Everybody's up here scufflin' 
               to stay alive and gettin' ripped off 
               or knocked off, and nobody's thought 
               about goin' right to the fuckin' 
               source.

                           TYRONE
               You're serious?

                           HARRY
               Why not?

                           TYRONE
               What the fuck you talkin' about?  
               Goin' up to the muthafuckin' room 
               clerk at some hotel an' askin' for a 
               connection?

                           HARRY
               C'mon, Ty, get with it, eh?  You 
               tellin' me you can't nose our some 
               dope when it's around?

                           TYRONE
               You are serious.  Tha's here, man.  
               The Apple's mah neighborhood.  What 
               the fuck ah know about Miami?  Them 
               muthafuckin' Italians ain't sittin' 
               aroun' jus' waitin' for me to show 
               up, Jim.

                           HARRY
               Dope smells the same there as it 
               does here.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 79


                           TYRONE
               Yeah, but it's a long-ass walk, man.

                           HARRY
               Not if you're drivin'.  Look man, 
               it's colder than hell and those 
               streets are hotter'n a bitch.  After 
               tonight...shit.  Guys are gettin' 
               knocked off like they're givin' away 
               season tickets for every dead fiend.

                           TYRONE
               That's no lie, Jim.

                           HARRY
               Man, we got nothin' to lose, and we 
               got to do it now while we still have 
               a few bucks.

                           TYRONE
               If it's such a good idea why ain't 
               somebody else thought of it?

                           HARRY
               Because they're assholes.  And that's 
               just it.  Nobody else has thought of 
               it.  It's wide open and it we get 
               there before anyone else we can name 
               our own price amd sit back an' be 
               cool and have those fools scufflin' 
               the streets for us.

                           TYRONE
               Las' summer was a ball, Jim...Seems 
               like a thousan' years since las' 
               summer.  Sheeit.

                           HARRY
               It'll be back like that, but only 
               better.  This is the kinda set up 
               you dream about.

                           TYRONE
                    (starts to give in)
               You know, Angel can probably get us 
               a short if we promise him some 
               dynamite scag.

                           HARRY
               You think?

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 80


                           TYRONE
                    (gives in)
               That muthafucka can dig up anything, 
               even the daid.

                                                          CUT TO:

101   INT. SARA'S APARTMENT                                       101   

     Sara peeks her head into the living room, all the shades and 
     curtains are drawn.  She quietly tiptoes to the window and 
     peeks out through the side of the shade.

     Then she tiptoes over to the front door.  Very carefully, 
     she removes the tape over the peephole.  The hallway is empty.  
     She retapes the peephole.

     Suddenly, the fridge lurches at her.  It slides a good foot 
     towards her.  She jumps and runs to her viewing chair.

                                                          CUT TO:

102   INT. MARION'S APARTMENT                                     102   

     Marion rips through the apartment as she searches for 
     something, anything.

     She sinks to the floor and starts to sob.  Just then, Harry 
     walks in on her on the floor.

                           MARION
                    (gets up, screams)
               Where have you been?  I've been 
               waiting all night.

                           HARRY
               Where the hell do you think I've 
               been?

                           MARION
               Where's the score?

                           HARRY
               Some dumb-ass junkie --

                           MARION
               Did what?  You fucked it up!  Don't 
               tell me you fucked it up!

                           HARRY
               I didn't fuck it up.  Me and Ty have 
               a plan.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 81


                           MARION
               A plan!?  I don't want another plan, 
               I want my stuff!

                           HARRY
               What the fuck's wrong with you?

                           MARION
               Me!?  You promised that everything 
               was gonna be OK.  I fucked that 
               sleazebag -- I put myself through 
               hell for you.  So what the fuck do 
               you have for me?!

                           HARRY
               What do you want from me?  I don't 
               have anything, nothing, there's 
               nothing out there.

                           MARION
               I don't give a shit.  You loser.  
               You fucking loser, I want you to 
               come through for me.

                           HARRY
               Ya think I'm playin' fuckin' games, 
               for krist's sake?  You wanna have 
               some extra stuff?

     Harry calls Tyrone.  He grabs the picture of him and Marion 
     in front of the store.

                           HARRY (CONT'D)
               We were hipped to a dude that's 
               holding some weight, but he ain't 
               sellin'.

                           TYRONE
                    (off-screen)
               Yeah.

                           HARRY
               Give me that guy's number.  The guy 
               who likes broads.

                           TYRONE
                    (off-screen)
               Big Tim?  What for?

                           HARRY
               Just give me the number, for krist's 
               sake.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 82


                           TYRONE
                    (off-screen)
               OK, OK.  Nine three four...

                           HARRY
               You worried so goddam much...

     Harry hangs up on Ty and hands Marion the number on the back 
     of the photo.

                           HARRY (CONT'D)
               Here, go fix yourself up with'im.  
               You won't have to wait so long, and 
               I won't have ta freeze my ass off in 
               the fuckin' streets.

                           MARION
               Fuck you.

                           HARRY
               No, fuck you!

     Harry charges out of the apartment.  Marion stares after 
     him.

     We float out of focus.

                                                          CUT TO:

103   INT. SARA'S APARTMENT                                       103   

     Pop, hit, gulp, snap.  The fridge lurches another foot towards 
     her.

     She grabs the giant remote and flips on the TV.  On the set 
     is Tappy Tibbons:

                           TAPPY TIBBONS
               Now let's meet our next winner.  
               She's a beautiful woman with a winning 
               sense of humor and a magical smile.  
               She's really gonna win your heart.  
               Straight from Brighton Beach, 
               Brooklyn, let's give a juicy welcome 
               to our very own Mrs Sara Goldfarb.

     Red Sara marches out to applause.

                           TAPPY AND AUDIENCE
               Juice by Sara!  Juice by Sara!  Juice 
               by Sara!  ooooOOOOH!  Sara's got 
               juice!  Sara's got juice!  ooooOOOOH 
               Sara!

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 83


                           RED SARA
               Thank you.  Thank you.  Oh Mr Tibbons, 
               it's --

                           TAPPY TIBBONS
               Tappy, please.

     The fridge lurches again!  She tries to ignore it and watch 
     TV:

                           RED SARA
               OK, Tappy.  It's a pleasure to be 
               here.

                           TAPPY TIBBONS
               Well, it's a pleasure to have you.  
               And that is one gorgeous outfit you 
               have.

                           RED SARA
               Oh thank you, Tappy.  I just want to 
               say hello to my husband, Seymour, 
               and my beautiful successful son, 
               Harold.  Hello, Harold.  I hope you're 
               happy.  I hope you're in love.  Please 
               come and see me and bring Marion, 
               won't you?

     The fridge slides closer.  She fights not to look.

                           TAPPY TIBBONS
               Hah hah.  I'm sure he'll be here 
               soon.  It's time to start now, are 
               you ready?

                           RED SARA
               Oh yes.  I'm ready, I'm ready.

                           TAPPY TIBBONS
               After you...

     Tappy motions towards the camera as the audience begins to 
     applaud.

     And then, Red Sara disappears.  Sara hears something.

     She looks to her right and sees Red Sara standing in her 
     living room.  Sara is shocked.

                           SARA
               What are you doing?

     Red Sara doesn't answer, she just huffs and humphs as she 
     inspects the apartment.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 84


                           SARA (CONT'D)
               Who are you?  What do you want?

     Red Sara continues to ignore her as she looks down her nose 
     at the apartment.  Then Red Sara waves at Tappy Tibbons.

                           RED SARA
               Tappy!

                           TAPPY TIBBONS
               Oh, I thought you'd never ask.  Excuse 
               me, everybody.

     Tappy disappears from the screen.  And now he too is with 
     Red Sara in Sara's living room.

     Sara sits in her chair, dumbfounded.  She starts to get more 
     and more upset as Tappy and Red Sara laugh at her furnishings 
     and chatchkas.

                           SARA
               What do you expect?  I'm all alone.  
               Could you do better?  It's an old 
               building.  Ten years no painting, 
               maybe more.

     Red Sara and Tappy walk behind Sara's chair towards the 
     windows.

                           SARA (CONT'D)
               I'm old.  Alone.  You don't 
               understand.  I'm trying.  I'm trying.  
               Please, please, I'll explain.

     Now, Tappy and Red Sara laugh as they point at the TV.  Sara 
     looks over.  On the TV she sees herself in her viewing chair.

     A giant, fanatic audience surrounds her -- laughing and 
     pointing.

     Then there's a giant C-R-A-C-K!!! as Sara's walls split apart.  
     Suddenly, she's on a television set.  Two TV cameras slide 
     in on her.

     A Make-up Artist and Sound Man bum rush her.  The man tries 
     to put a mic on her while the woman tries to touch up her 
     face.

                           SARA (CONT'D)
               No!  No!  Please, leave me alone!

     The studio audience is going bananas laughing at her.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 85


     Cameras and TV cables stretch across the floor.  Then the 
     First Assistant Director by camera one cues her:

                           FIRST ASSISTANT DIRECTOR
               Ready, Mrs Goldfarb, three, two, 
               one...

     He points at Sara and a bright spotlight falls on her.

     Suddenly, Tappy and Red Sara lead a cha-cha line around Sara's 
     lazy chair.  Various weirdos, freaks and girls in bikinis 
     join in.

     Sara is terrified.

     The fridge leaps towards her.  Sara cries onto her wrinkled 
     red dress.

     She sinks to the floor.  She crawls to the TV and begs:

                           SARA
               Oh please... please... let me on the 
               show... please... please... any 
               show... please...

     The partying gets louder and louder.  Red Sara is French 
     kissing Tappy Tibbons in Sara's lazy chair.

     The fridge is only a few feet from her.

                           RED SARA
               Feed me, Sara.  Feed me.

     TAPPY JOINS IN:

                           TAPPY TIBBONS
               Feed me.  Feed me.

     Now the other freaks in the room and the studio crew:

                           FREAKS AND CREW
               Feed me.  Feed me.  Feed me.

     And now, the audience on the TV is chanting it:

                           AUDIENCE
               Feed me.  FEED ME.  FEED ME.

     The fridge towers over her.  Suddenly, metal is tearing and 
     the fridge has a mouth.  Freon sprays out of its opening.

     The giant metal mouth lurches at Sara threatening to bite 
     her.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 86


     Sara screams and bolts out of her home leaving the front 
     door to her abandoned apartment wide open.

     HARD CUT TO:

     BLACK

     ON THE THE SCREEN IN WHITE LETTERS: 'WINTER'

                                                          CUT TO:

104   EXT. BRIGHTON BEACH AVENUE - DAY                            104   

     Sara manically marches down the street.  The world shoots by 
     her.  A train roars by on the elevated tracks up above.

                                                          CUT TO:

105   INT. PONTIAC VENTURA CROSSING VERRAZANO'S BRIDGE - NIGHT    105   

     Harry and Tyrone ride in a beat-up 1972 Pontiac Ventura 2.

     Harry drives.

     TIGHT ON the car tuner.  Tyrone spins the dial.  Hip-hop 
     blasts on the radio.

     Then Tyrone turns on the heat.

                           HARRY
               Thank you, Angel.

                           TYRONE
               Ah sure hope this mutha works.  Ah 
               could use some heat.

     Ty sparks a joint.

                           TYRONE (CONT'D)
               How long will it take?

                           HARRY
               We'll make it in a day, easy.

                           TYRONE
               California, here we come.

                           HARRY
               It's Florida.

                           TYRONE
               I know, Jim.  I just feel like 
               breaking out into song.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 87


     Hands slap five.  Harry cringes when Tyrone hits his hand.

                                                          CUT TO:

106   INT. D-TRAIN SUBWAY CAR - MOVING                            106   

     Sara sits on the subway.  Her hair sticks to her wet face.

     She turns to the strangers across from her.

                           SARA
               I'm going on television.  Today I'll 
               find out when.

     It's New York: of course she's ignored.

                                                          CUT TO:

107   INT. MARION'S APARTMENT                                     107   

     Marion sobs into the phone.  She shreds the upholstrey on 
     the couch.

                           MARION
               Florida!?  Florida!?  When's he gonna 
               be back?

                           ANGEL
                    (off-screen)
               I don't know.  A few days.

                           MARION
               Days!?  What am I supposed, to do?  
               You gotta help me!

                           ANGEL
                    (off-screen)
               It's dry --

                           MARION
               I can get you money, from my parents.

                           ANGEL
                    (off-screen)
               Money means shit.

                           MARION
               Please.  Angel!  Please!

                           ANGEL
                    (off-screen)
               It's a drought.  I ain't got nothing.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 88


                           MARION
               Please!  Angel!  Please!

                                                          CUT TO:

108   INT. MALIN & BLOCK - RECEPTION AREA                         108   

     A Secretary looks up, startled.  In front of her is Sara.

     Sara's hair and body are wet and she is wobbly.

     The Secretary stares at Sara, not knowing what to do.

                           SARA
               Why aren't you calling me?  I have 
               to know when I'm going to be on 
               television.  I'm Sara Goldfarb and 
               you should tell me when I'm going to 
               be on television.

                           SECRETARY
               Just sit for a moment.  I'll ring 
               them.

     Sara wobbles to a chair.  She's confused and disorientated.

     Some office women come out from inside the office and huddle 
     around her.  Some security guards appear as well.

     Sara tries to stand but she falls over and lands back in the 
     chair.

     The women tell her to stay seated.

                           SARA
               I need to know when maybe you lost 
               my card, please, Dolly, you'll look 
               and let --

                           OFFICE WOMAN
               Get her a cup of soup.  Tell Mary to 
               call an ambulance.  Just relax, Mrs 
               Goldfarb, everything will --

                           SARA
                    (cries)
               It's not the prizes.  I'll give them 
               away to the poor, I just want to be 
               on the show.  I'm waiting so long to 
               be on with my Harry and grandson --

     The Secretary returns with a mug filled with soup.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 89


                           SECRETARY
               Here, Mrs Goldfarb, sip this.

                           OFFICE WOMAN
               Sometimes it takes awhile to get 
               called for a show, Mrs Goldfarb.

                                                          CUT TO:

109   INT. PONTIAC VENTURA ON JERSEY TURNPIKE - DAWN              109   

     Tyrone drives.  TIGHT ON the tuner.  The radio plays 
     alternative rock.

                           TYRONE
               Sheeit, the heater is just fine.  I 
               guess this ain't goin' to be such a 
               bad trip.

                           HARRY
               Yeah, it's no big thing.

                           TYRONE
                    (checks odometer)
               We's a couple a hundred miles closer 
               to Miami, Jim.  Let's stop at the 
               next pit and take a taste.

                           HARRY
               Yeah.  Betta drop a few dexies too 
               and get some coffee.

                           TYRONE
               Right on.

                                                          CUT TO:

110   INT. MALIN & BLOCK - RECEPTION AREA                         110   

     A crowd watches Sara babble.  Two Paramedics arrive.

                           PARAMEDIC
                    (to his partner)
               Looks like shock.
                    (to Sara)
               Can you walk?

                           SARA
               I'm walking across the stage and you 
               should see my Harold on television.  
               We're giving the prizes away.  I 
               just want to be on television.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 90


                           PARAMEDIC
                    (to women)
               Do you know her name?

                           OFFICE WOMAN #1
               We think it's Sara Goldfarb.

                           SARA
               The announcer is calling my Little 
               Red Riding Hood, call Seymour and 
               tell him to pick me up at the beauty 
               parlor.  I've got the red dress I 
               wore at Harry's graduation and the 
               gold shoes.

                           PARAMEDIC
                    (gently)
               Okay, Mrs Goldfarb, let's just take 
               it nice and easy.  Here we go.

     And the paramedics help poor Sara to her feet.  They head to 
     the elevator.  Sympathy from the staring office women.

                                                          CUT TO:

111   INT. MARION'S APARTMENT                                     111   

     Marion stares at Big Tim's number.  A moment later she picks 
     up the phone and dials.

                           BIG TIM
                    (off-screen)
               Yeah?

     Marion hangs up.  A long beat.  Then she dials again.

                           BIG TIM (CONT'D)
                    (off-screen)
               Yeah!?

                           MARION
                    (nervous)
               Hi...

     Big Tim lets go a big laugh.

                                                          CUT TO:

112   INT. AMBULANCE - MOVING                                     112   

     Sara is strapped to a gurney.  She mumbles to herself.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 91


                           SARA
               Oh, Harry.  I'm going to be on 
               television.

                                                          CUT TO:

113   INT. PONTIAC VENTURA PARKED IN HO JO LOT                    113   

     Flick, sizzle, snap, suck, slap, rush, sigh...

     Tyrone leans against the driver's door -- high.

     Harry rolls up his sleeve.  Right in the crotch of his arm 
     is a nasty hole from shooting too much.  It's infected and 
     rings of red surround it.

                           TYRONE
               Sheeit.  How long you got that?

                           HARRY
               A few days.

                           TYRONE
               That don't look too good, Jim.

                           HARRY
               It don't feel too good either.  But 
               a little stuff'll take care of that.

                           TYRONE
               Don't shoot in there.

                           HARRY
               I'll blow it if I don't.  Fuck it.

     Flick, sizzle, snap, suck, slap -- break from the montage.

     For the first time we see a TIGHT CLOSE-UP of a needle going 
     into the hole, then we end the montage -- rush, sigh...

                                                          CUT TO:

114   EXT. APARTMENT BUILDING ENTRANCE                            114   

     A security camera studies Marion as she waits at the front 
     door.  Buzz!  Marion pushes the door open and enters.

                                                          CUT TO:

115   INT. BELLEVUE HOSPITAL                                      115   

     Sara, on her gurney, is pushed through crowded corridors of 
     a hospital.  The noise and chaos reach her in surreal muffled 
     tones.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 92


     She's mumbling to herself -- dreaming of being on television.

     Then she's slid into the emergency room.

     Young, serious Doctor Spencer shines a light into her eyes.

     Sara tries to smile.

                           DOCTOR SPENCER
               No emergency.  Take her to psyche.

                                                          CUT TO:

116   EXT. BIG TIM'S APARTMENT                                    116   

     Big Tim's door opens wide, revealing an even wider Big Tim.

     Big Tim is big in every way.  His body is big, his smile is 
     big, his laugh is big and even his apartment is big.

                           BIG TIM
               Come in.

     He steps aside and Marion enters the huge living room with a 
     grand view of Prospect Park.

     Big Tim takes her coat.

                           BIG TIM (CONT'D)
               Have a seat.  What would you like?

                           MARION
                    (meek)
               Nothing.

                           BIG TIM
               Oh, you strictly a dope fien'?

     Marion is startled by Big Tim's comment.  She recovers.

                           MARION
               Oh, maybe I'll have a little 
               chartreuse.

                           BIG TIM
               Yellow or green?

                           MARION
                    (surprised)
               Oh, ahhh...yellow.

     Big Tim joins her with the drinks.  He takes out a hash pipe 
     and sparks it.  Marion is offered the pipe and she takes a 
     few pokes.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 93


                           BIG TIM
               What's your name?

                           MARION
               Marion.

     Big Tim's laugh is loud, deep and happy -- a presence of its 
     own.

                           BIG TIM
               What you know, Maid Marion.  I'm 
               Little John.

     Big Tim pulls Marion into his chest.  She lets him.

                           BIG TIM (CONT'D)
               You know what I like best about patty 
               chicks?

     Marion smiles as she relaxes into him.

                           BIG TIM (CONT'D)
               They give good head.  Black broads 
               don't know nothing about giving head.  
               I don't know why.  Might be it has 
               something to do with some ancient 
               tribal custom.

     Big laugh from Big Tim.  He pulls Marion up to him and kisses 
     her.  After a beat, she kisses back.  Then, he backs off.

                           BIG TIM (CONT'D)
               Better save some of that energy.

     She lies down on his stomach.  Gently he turns her head around 
     as he pulls out his penis.

     She stares at Big Tim's joint knowing what she's supposed to 
     do but not being able to do it.  Her insides tremble and 
     knot.

                           BIG TIM (CONT'D)
               I know it's purty, baby, but I didn't 
               take it out for air.

     He nudges her and she grabs it and starts kissing it.

     Suddenly, she stops.  She's going to be sick.  Big Tim laughs 
     his big laugh and points to the bathroom.

                           BIG TIM (CONT'D)
               That way.

                                                          CUT TO:

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 94


117   INT. BIG TIM'S BATHROOM                                     117   

     Marion finishes barfing.  She washes her face and mouth in 
     the sink.  She looks up at herself.  She's trembling.

     She shuts her eyes and we cut to --

     BLACK -

     We hear Marion breathe deeply.  She collects herself.

     Into the BLACK rushes streams of RED.

     When she opens her eyes we are back in -

     THE BATHROOM

     Marion fixes her hair and smiles at herself.

                                                          CUT TO:

118   INT. BIG TIM'S LIVING ROOM                                  118   

     Big Tim laughs as Marion emerges from the bathroom.

                           MARION
               Sorry.  Must have been the chartreuse.

                           BIG TIM
               Welcome back.

     Marion's smile turns into an eager grin.  He chuckles as she 
     gets on her knees.

                           BIG TIM (CONT'D)
               Yeahhhh, little bo-peep done foun' 
               her sheep.

     Big Tim laughs his big laugh as we --

                                                          CUT TO:

119   INT. PONTIAC VENTURA SOMEWHERE ON I-95 - HEADING SOUTH      119   

     Tyrone drives while Harry squirms.  His arm hurts like hell.

     TIGHT ON tuner.  The radio plays country and western.

                           TYRONE
               I told you to stay away from that 
               arm, man.

                           HARRY
               I gotta call Marion.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 95


     Tyrone watches the odometer changes from 599 to 600.

                           TYRONE
               Well, it'll be long-distance now.

     That's six hundred.  We six hundred damn miles closer to 
     Miami.

                           HARRY
               Yeah.  We're also six hundred miles 
               away from New York.

     Afraid now, Tyrone looks out the window.  The landscape is 
     foreign and strange -- almost alien.

                                                          CUT TO:

120   INT. BIG TIM'S BATHROOM                                     120   

     After sex, Big Tim opens the door and leans up against the 
     doorway.  Naked, he watches Marion as she finishes getting 
     dressed.  Marion can't look at herself in the mirror or at 
     Big Tim.

                           BIG TIM
               You know, baby, I can fix it so you 
               can pick up a real, nice taste.  
               Though it's more like play, baby.  
               Sunday night we're having a
               gathering, all good people --

                           MARION
                    (smiles)
               No, I couldn't.  I'm busy.  And I'm 
               not really hooked.

     Big Tim laughs his big laugh and tosses her some bags.

                           BIG TIM
               Yeah, I know.  But I'm tellin' ya', 
               it's a real nice taste.

     Marion quickly grabs the bags and starts putting them in her 
     purse.

                           BIG TIM (CONT'D)
               What the fuck you doing?

                           MARION
                    (startled)
               Nothing, I'm...

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 96


                           BIG TIM
               Damn!
                    (laughs)
               Damn, I got me some kinda virgin.

     Now you gotta be kidding ol' Tim, you just got to be.

                           MARION
               I don't kn --

                           BIG TIM
               You mean you not going to count what's 
               there but you just going to be puttin' 
               it in your pocketbook and just walk 
               out in the street?  Damn!  You sure 
               haven't been around long, baby.

                           MARION
                    (flushed)
               I'm not exactly a naive school girl, 
               I... I... I've been all through Europe 
               an'... an'... and I'm just not --

                           BIG TIM
               Sheeit, ain't nothing to be ashamed 
               of, baby, we all gotta get down with 
               it for the first time.  I ain't bad 
               rappinya.  I just don't want to see 
               you get ripped off.  Sheeit, you 
               earned that baby and you sure as 
               hell don't want to donate it to some 
               purse snatcher.

     He laughs.  Marion smiles.

                           BIG TIM (CONT'D)
               Lookit, there be one place you can 
               stash ol' doogie without you worrying 
               about it be accidently getting in 
               the wrong hands, you dig?  Ain't no 
               purse snatcher or mugger going to 
               rip you off there, baby.

     As Marion catches on she flushes and nods her head.

     Big Tim laughs his big laugh as he wanders into the living 
     room.

                           BIG TIM (CONT'D)
               I'll see you Sunday, Maid Marion.

     Then Marion lifts up her skirt and does the deed.

                                                          CUT TO:

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 97


121   INT. PSYCHE WARD                                            121   

     Sara is strapped to a hospital bed.  She sobs to herself.

     The grey ward is packed with twice as many beds as there 
     should be.  Patients wander around in straitjackets.  Screams 
     of agony and pain barely reach her ears.

     Doctor Spencer addresses Sara and tries to calm her.

                           DOCTOR SPENCER
               Mrs Goldfarb.  Please try and answer 
               me.  When did you start taking the 
               pills?

                           SARA
               When?  The summer... Oh, this summer.  
               I got a special place in the sun.  
               Ada fixed my hair.

                           DOCTOR SPENCER
               You started in the summer.  Last 
               summer?  OK Mrs Goldfarb, everything 
               will be alright, we'll fix you up in 
               no time.

                           SARA
                    (grins)
               You're a good boy, Harold.

     And for a moment, Doctor Spencer is Harry -- golden smile 
     and all.

                                                          CUT TO:

122   INT. MARION'S BATHROOM                                      122   

     We look down on Marion's back from above the tub.  She is 
     bent over, her head beneath the water between her knees.

     She holds her breath for an eternity...

     Then, we look into her face as she screams.  Air bubbles 
     shoot to the surface.

                                                          CUT TO:

123   EXT. I-95 - MAYBE GEORGIA                                   123   

                                                          CUT TO:

124   INT. PONTIAC VENTURA                                        124   

     Tyrone still drives.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 98


     There's a preacher screaming gospel on the radio.

     Harry squirms as he grabs his arm.  He's wincing in pain.

                           HARRY
               Man, I can't cut it.  I gotta do 
               something about this arm.

                           TYRONE
               Let's see what it looks like.

     Harry winces as he very carefully rolls up his sleeve.

     The area around the hole is white and raised.  Even worse, 
     the area around the white is slightly green.  Also, a wide, 
     dark red streak reaches down his arm towards his hand.

     They both stare at it for a moment.

                           HARRY
               Oh man.

                           TYRONE
               Sheeit, that be the ugliest mothafucka 
               I've ever seen.

                           HARRY
               I gotta call Marion.

                           TYRONE
               Let's find a hospital first.

                                                          CUT TO:

125   INT. PSYCHE WARD                                            125   

     A needle puntures Sara's arm.  The Nurse wipes off the blood 
     that spills out.

     In a surreal moment, the world slows down.  Real slow.

     Sara's tongue sticks to the top of her mouth.  She pries it 
     off with a rattling smack in her brain.  Her mouth is dry 
     and small drops of foam form on the sides of her chapped 
     lips.

                                                          CUT TO:

126   INT. SOUTHERN DOCTOR'S EXAMINATION ROOM                     126   

     To try and disperse the pain, Harry marches around the 
     examination room.  The pain is excruciating.

     A grey-haired Southern Doctor comes in.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 99


                           SOUTHERN DOCTOR
               What's the problem?

                           HARRY
               My arm, it's killing me.

     The Doctor looks for a moment.  Then, he grabs Harry's arm 
     and looks at it.  Harry winces in pain.

                           SOUTHERN DOCTOR
               I'll be back in a minute.

     The Doctor leaves.

                                                          CUT TO:

127   INT. MARION'S APARTMENT                                     127   

     Marion stares at an empty pile of bags in front of her.

     Then she stares at the photo of her and Harry in front of 
     the store.  Next, she flips it over and looks at Big Tim's 
     number.  A moment later she picks it up and dials Big Tim.

                           BIG TIM
                    (off-screen)
               Yeah!?

                           MARION
                    (nervous)
               Hi...

     Big Tim lets go a big laugh.

                                                          CUT TO:

128   INT. PSYCHE WARD                                            128   

     Two Male Attendants enter with a tray of food.  They joke 
     with each other and barely notice Sara.

     They try to lift Sara up but she can't support herself.

     Then they try harder and they shove her into a sitting 
     position.  One of the attendants puts some food in her mouth.

     She tries to swallow, but her throat isn't working.

                           ATTENDANT
                    (slow motion)
               S-w-a-l-l-o-w!  S-w-a-l-l-o-w!

     But the food just dribbles out the side.  As they continue 
     their conversation about the Jets, they grab her and force

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                           p. 100


     the food down her throat by holding her nose and keeping her 
     mouth shut.

     Her eyes blast open in terror.  Her head beats thunderously 
     in her ears.

                                                          CUT TO:

129   INT. MARION'S APARTMENT                                     129   

     Marion puts mascara on her left eye.  Then she puts on some 
     clothes.

                                                          CUT TO:

130   INT. SOUTHERN DOCTOR'S WAITING ROOM                         130   

     Tyrone fills through an old copy of Fortune Magazine.  He 
     tries to ignore all the white folks gawking at him.

     Then he spots a pair of boots standing in front of him.

     Next, he spots the gun and baton.

     Tyrone looks up into a towering Highway Cop's stern glare.

     Cuff one wrist, cuff the other.

                                                          CUT TO:

131   INT. MARION'S APARTMENT                                     131   

     TIGHT ON Marion's right eye as she carefully applies mascara.

     She puts on some more clothes.

                                                          CUT TO:

132   INT. PSYCHE WARD                                            132   

     Doctor Spencer towers over Sara.  He reads her chart and is 
     concerned.

                           DOCTOR SPENCER
               You have to eat, Mrs Goldfarb.  If 
               we're going to get you healthy again, 
               you have to eat.  Try to work with 
               the attendants.  I'm going to try 
               some new medications.  They should 
               help us.

     He pats her on the shoulder and walks away.  Sara tries to 
     call for him, to make any noise, to plead, to do anything.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                           p. 101


     But she can't.

     A moment later, the two Male Attendants come for her.  They 
     grab her and move her into a wheelchair.  Restraints for her 
     arms and legs are slapped on.

     They grab a clear plastic tube.  They cover it with lubricant.

     Then they try to slide it into her nose.

     Sara struggles until one attendant grabs her head and whacks 
     it flat against a head rest.

                           ATTENDANT
               OK, Miss, just relax.  We're gonna 
               try to help you to eat.

     Pinned, they slide the tube into Sara's nose, down her throat 
     and into her stomach.

     Then the feeding begins.

                                                          CUT TO:

133   INT. MARION'S APARTMENT                                     133   

     TIGHT ON Marion's lips as she puts on lipstick.  Marion smacks 
     her lips together.

     Marion in front of the full-length mirror is dressed to the 
     hilt.  She makes last minute corrections to her outfit when 
     the phone rings.

     Nervous, she answers.

                           MARION
               Hello?

                                                          CUT TO:

134   INT. SOUTHERN JAIL PAYPHONE AREA - MARION'S APARTMENT       134   

     INTERCUT:

     Harry in pain on the telephone.  Marion sits by the phone.

                           HARRY
               Marion.

                           MARION
               Harry?  Oh, Harry.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                           p. 102


                           HARRY
               Oh, Marion, I've been thinking about 
               you.  You're OK?

                           MARION
               When you coming back?

                           HARRY
               Soon.  You're holding out right?

                           MARION
               When?

                           HARRY
               Soon.  Everything's going to be 
               alright.

                           MARION
               Will you come today?

                           HARRY
               Yeah, soon.  Just wait for me.  I'll 
               be back soon.  You'll wait, right?

     Marion doesn't answer.  She closes her eyes.

                           HARRY (CONT'D)
               Marion.

                           MARION
               Yeah.

                           HARRY
               Just wait.

                           MARION
               I will, Harry.

                           HARRY
               I'm coming, Marion.  I am.  And I'm 
               sorry.  I'm real sorry.

                           MARION
               I know, Harry.  I know.

     A long beat.  Silence.  Slowly Marion hangs up.

     BY THE PAYPHONES

     -- Harry hangs up.  His sobs turns into his pain.  His pain 
     turns into his misery.

     IN MARION'S APARTMENT

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                           p. 103


     -- Marion hangs up and wipes away her tears.  She catches 
     her image in the mirror and quickly finishes her mascara.

     Then: Crinkle, sprinkle, flick, drift, suck, sigh...

                                                          CUT TO:

135   INT. PSYCHE WARD - HALLWAY                                  135   

     Sara is still strapped to the wheelchair.  Doctor Spencer 
     smiles at her.

                           DOCTOR SPENCER
               Mrs Goldfarb, are you alright?

     Sara can't respond.  She can only look.  Doctor Spencer tries 
     to be positive.

                           DOCTOR SPENCER (CONT'D)
               Mrs Goldfarb, we've tried several 
               medications and you don't seem to be 
               responding.  I believe we've come to 
               a point where we need to try some 
               alternative methods.  We've had 
               excellent results with these 
               techniques in the past.  So if I can 
               just get your John Hancock, we'll 
               get underway.

     Doctor Spencer hands Sara a pen.  Somehow, she is able to 
     sign.

                                                          CUT TO:

136   INT. HOLDING TANK                                           136   

     Harry is withdrawing in pain on his bunk.  Tyrone is at the 
     bars, sweating and dying.

                           HARRY
               Jesus krist.  I need a doctor.

                           TYRONE
                    (through bars)
               My friend needs a doctor.  Please.  
               He needs a doctor.

                           HARRY
               I won't make it.

                           TYRONE
                    (to Harry)
               Just hang tough, baby.  Just hang 
               tough.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                           p. 104


                           HARRY
               Please!  Please, Ma!  Help me.

                           TYRONE
                    (through bars)
               Help!  Please!

                           HARRY
               Please, Maaaaaa!

                                                          CUT TO:

137   INT. PSYCHE WARD - HALLWAY                                  137   

     Sara is quickly unstrapped from her wheelchair.  She's lifted 
     up and placed onto a gurney.  Her head hangs, lifeless.

     Then she's strapped down.

                                                          CUT TO:

138   INT. BIG TIM'S LUSH PAD                                     138   

     TIGHT ON Marion's hand knocking on Big Tim's front door.

     TIGHT ON Big Tim's famous smile:

                           BIG TIM
               Maid Marion.  Welcome.

                                                          CUT TO:

139   INT. PSYCHE WARD - HALLWAY                                  139   

     Sara is wheeled quickly through the halls of the asylum.

                                                          CUT TO:

140   EXT. HOLDING TANK                                           140   

     Tyrone tries to keep Harry in line with all the convicts but 
     Harry can barely stand.

     A Court Doctor, followed by two Guards, moves from prisoner 
     to prisoner.

     Bored to death he looks into each prisoner's eyes with a 
     mini-mag and says:

                           COURT DOCTOR
               Can you hear me?  Can you see me?

     EACH PRISONER RESPONDS:

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                           p. 105


                           PRISONER
               Yes, sir.

     The doctor checks a box on a piece of paper.

                           COURT DOCTOR
               OK for work.

     The Guards chuckle.

                                                          CUT TO:

141   INT. PSYCHE WARD - HALLWAY                                  141   

     Sara continues her trip on the gurney.  Terror enters her 
     heart.

                                                          CUT TO:

142   EXT. HOLDING TANK                                           142   

     Now it's Tyrone's turn.

                           COURT DOCTOR
               Can you hear me?  Can you see me?

     Tyrone nods.  That isn't good enough, and so a guard whacks 
     him in the back of the head.

                           GUARD
               Say 'sir', nigga.  God damn New Yawk 
               dope fien' niggas.  Learn some 
               manners.

                           COURT DOCTOR
               Can you hear me?  Can you see me?

                           TYRONE
               Yes, sir.

                           GUARD
               Good boy.

     They chuckle.  The doctor moves down to Harry.

     Harry can barely stand.  His eyes are glazed over.

                           COURT DOCTOR
               Can you hear me?  Can you see me?

                           GUARD
               Says he's got something wrong with 
               his arm.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                           p. 106


     The doctor yanks Harry's sleeve up.  Lightning pain:

                           HARRY
                    (scream)
               Ma...

     Harry collapses.  The guards laugh at him as they pick him 
     up.

                           GUARD
               Your mommy isn't here.

     The doctor looks at Harry's arm.  The guards grab their noses 
     and almost yack from the smell.

                           COURT DOCTOR
               I don't think you'll be putting any 
               more dope in that arm.

                           GUARD
               Damn, it smells worse than he do.

                           COURT DOCTOR
               Better get him over to the hospital.  
               I don't expect he'll live out the 
               week.

                                                          CUT TO:

143   INT. PSYCHE WARD - SHOCK THERAPY ROOM                       143   

     Sara is unstrapped from the gurney.  Then she is lifted off 
     the gurney and laid on a table.  Next she is strapped to the 
     table.

     She tries to struggle but the hands are too many, too strong.

                                                          CUT TO:

144   INT. BIG TIM'S LUSH PAD                                     144   

     We hear twenty men cheer as we glimpse into the room.

     They're all wearing suits and holding flashlights.

     TIGHT ON Marion's shocked face.  TIGHT ON Big Tim's knowing 
     smile.  TIGHT ON cigars in strangers' mouths.  TIGHT ON male 
     hands clapping.  TIGHT ON empty faces of five other pretty 
     women checking out Marion.

                           BIG TIM
                    (whispering to Marion)
               They be six of you cuttin' up an 
               entire piece.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                           p. 107


     Marion looks at him.

                           BIG TIM (CONT'D)
               An' it be real good.

     Marion accepts it.  Then...

     TIGHT ON Big Tim's famous smile:

                           BIG TIM (CONT'D)
               Show time.

     The men shine their lights on Marion's clothed tits, her 
     privates.

                                                          CUT TO:

145   INT. PSYCHE WARD - SHOCK THERAPY ROOM                       145   

     Someone sticks something between Sara's teeth.  The people 
     around her talk casually and laugh occasionally.

     She tries to look around but her body is immobile.

     She can make out shadows on the edges of her vision but mostly 
     all she sees are the lights above her.

     Then she feels two cold metal discs placed against her 
     temples.

                                                          CUT TO:

146   INT. EMERGENCY OPERATING ROOM                               146   

     Harry is thrown onto an operating table.  His clothes are 
     gone in a blink of the eye.

     A serious and focused Emergency Doctor steps in.

                           EMERGENCY DOCTOR
               We're taking it off at the shoulder.  
               Let's move here people, otherwise we 
               lose him.

     Harry remains semiconscious as the Anesthesiologist sticks a 
     mask over his face.

     Everything starts to go white.  The Emergency Doctor starts 
     up a circular saw.

     Before everything is gone, Harry witnesses the doctor cutting 
     into his shoulder.

                                                          CUT TO:

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                           p. 108


147   INT. PSYCHE WARD                                            147   

     Sara's heart pounds in her ears.  She tries to scream, but a 
     Technician interrupts her:

                           TECHNICIAN
                    (off-screen)
               OK, ready and one.

     SMASH CUT TO:

     BLINDING PRIMARY RED

     We hear a crowd cheer!

                                                          CUT TO:

148   INT. BIG TIM'S LUSH PAD                                     148   

     In slow motion and tight close-ups we experience the orgy 
     with Marion.

     There's nipples, tongues, sex toys, eyes closed in ecstasy, 
     men's glares, men's smiles and the like.  The images aren't 
     sexy, they're scary.

     One of the girls holds up a double-headed dildo and says:

                           GIRL
               What should we do now?

     PERVERT SCREAMS OUT:

                           PERVERT
               Ass to ass, ass to ass!

     Marion complies and the flashlights shine.  Then the Pervert 
     starts a chant:

                           PERVERT (CONT'D)
               Cum!  Cum!

     The other men join in as the pace quickens.

                           PERVERT AND ALL THE MEN
                    (building in pace and 
                    volume)
               CUM!  CUM!  CUM!  CUM!  CUM!!  CUM!!!

     Marion is at first afraid.  Then, she closes her eyes.  Her 
     lips start to quiver.  Big Tim's smile gets wider and wider 
     and wider.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                           p. 109


     And then Marion comes.

                                                          CUT TO:

149   INT. PSYCHE WARD - SHOCK THERAPY ROOM                       149   

     Sara's arched and stiffened body looks as if fire has just 
     shot through her body.

     Her eyes are almost popping out of her head as her mind 
     screams AAAAAAAAAAAAAHHHHHHHHHHHHHHHH...

     She settles for a moment on the table.

     Her heart does not beat, her lungs do not breathe.

     A moment later, the breath returns.  Then the heartbeat slowly 
     emerges.  And then, the Technician:

                           TECHNICIAN
               OK, ready and two.

     SMASH CUT TO:

     PRIMARY RED

     A crowd cheers!

     THEN WE FADE TO:

     PRIMARY BLUE

     Then we --

     CUT BACK TO:

150   INT. PSYCHE WARD                                            150   

     Once again Sara tries to scream in pain.  Flames seem to 
     sear every cell of her body and her bones feel like they are 
     being twisted and crushed.

     Smoke simmers off of her hair and skin.

     As her body settles, it happens one last time:

                           TECHNICIAN
               OK, ready and three.

     SMASH CUT TO:

     PRIMARY BLUE

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                           p. 110


     The crowd cheers once more.

                                                     DISSOLVE TO:

151   EXT. CONEY ISLAND PIER                                      151   

     The pier stretches off into the beautiful sea.  A woman in a 
     red dress walks a baby carriage.

     Now we're on Harry, looking healthy and vibrant.  He screams 
     for Marion!

     But she doesn't hear him and she keeps walking.  He runs 
     after them.

     When he gets close, he suddenly stops.  Marion turns around.

     He reaches to hug her.  But, as he does we are in --

     BLACK

     Harry gets terrified.  He starts to scream for Marion.

                           HARRY
               Marion?  Marion?!

     He steps backwards off the edge of a cliff and rushes 
     headfirst into a concrete sidewalk as he screams:

                           HARRY (CONT'D)
               MARION!

     And we --

                                                          CUT TO:

152   INT. HOSPITAL ROOM                                          152   

     An Angelic Nurse looks down upon Harry.  Tubes stick into 
     every part of him.  His eyes are half-open.

     She wipes the sweat from his brow.

                           HARRY
               Marion.

                           ANGELIC NURSE
               It's alright.  Don't worry.  You're 
               in a hospital and you're going to be 
               just fine.

                           HARRY
               Marion.  Marion.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                           p. 111


                           ANGELIC NURSE
               Who's that?  She'll be sent for.  
               She'll come.  She loves you and she'll 
               come.

     Then Harry opens his eyes fully.  For a moment he understands.

     He is an adult and he is calm.

                           HARRY
               No.

                           ANGELIC NURSE
               No?

                           HARRY
               No.  She won't.

                           ANGELIC NURSE
               She'll come.

                           HARRY
               No.  She won't.

     And then Harry starts to cry.  As we float up high above his 
     bed we watch him curl into a ball.

                                                          CUT TO:

153   EXT. JAIL MACHINE SHOP                                      153   

     Tyrone drills holes into metal plates with an oversized 
     machine.  He dry heaves and fights to stay in his seat.  A 
     Laughing Guard snickers at him.

                                                          CUT TO:

154   INT. MARION'S APARTMENT                                     154   

     At the foot of Marion's couch are the torn and smeared 
     sketches of Marion's designs.

     Marion comes in through the front door.  She walks across 
     the sketches and sits on the couch.  She has lipstick smeared 
     across her face.

     She pulls out a large bag of dope and stares at it.  Happily, 
     she fondles the bag.  Then, she hugs it tight against her 
     bosom.  Slowly, she curls up into a fetal position, content.

                                                          CUT TO:

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                           p. 112


155   INT. JAIL DORMITORY                                         155   

     The work gang collapse onto their individual bunks.  Tyrone, 
     sweaty and dirty, does the same.

     He fights the cramps in his stomach for as long as he can 
     until he passes out.

     Then, Tyrone and his bed dissolve into the past.  Young Tyrone 
     rests in his mom's generous arms.

     Finally, it is peaceful.  Tyrone's mom brushes the tears 
     from his eyes.

                           TYRONE'S MOTHER
               How's your tummy feel?

                           YOUNG TYRONE
               It's mostly gone, Momma.  I doan' 
               need no more medicine.

                           TYRONE'S MOTHER
               That's my big boy.

     He looks up at his mom as she starts to sing 'Hush little 
     baby'.

                           YOUNG TYRONE
               Your breath be all nice an' sweet, 
               Mommy.

     She hugs her son tight.

                           TYRONE'S MOTHER
               The sweetness be in you, child, the 
               sweetness be in you.

                                                          CUT TO:

156   INT. PSYCHE WARD - VISITING ROOM                            156   

     Ada and Rae sit in the corner of the room stunned by their 
     surroundings.  Mounted on the wall is a television.  Tappy 
     Tibbons is on.  No one is watching.

     Sara shuffles towards them and they barely recognize her.

     Her grey roots match her grey skin which matches her grey 
     gown.

     Ada starts taking food out of a large shopping bag.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                           p. 113


                           ADA
               We got some lox and cream cheese and 
               bagels and blintzes with sour cream 
               and some danishes and pastrami and 
               chopped liver on rye with mustard 
               and onions and a container of tea 
               and... How are you, Dolly?

     But Sara doesn't answer.  She can't.  They put their hands 
     on their friend's shoulders but nothing seems to reach her.

     Then they notice that water is dripping down Sara's leg and 
     onto the floor.  Sara has urinated on herself.

                                                          CUT TO:

157   EXT. BUS STOP                                               157   

     Ada and Rae sit waiting for the bus on a grey day in front 
     of a grey building.  Tears flow from their eyes.  They hug 
     each other.

                                                          CUT TO:

158   INT. PSYCHE WARD                                            158   

     Sara lies on her bed.  A tiny smile emerges on her face.

     We get closer and closer to her until we go into the blackness 
     of her pupil.

     Deep in the blackness we see another world.  It is a world 
     of PRIMARY BLUE.  And sucking us into the blue is the roar 
     of a crowd.

     And there with a giant smile is good ol' Tappy in black tie.

     He looks into the camera and says:

                           TAPPY TIBBONS
               And our next winner is that delightful 
               personality, straight from Brighton 
               Beach, Brooklyn, please give a juicy 
               welcome to Mrs Goldfarb.

     Red Sara steps out and joins Tappy.  She's overwhelmed.

                           TAPPY AND AUDIENCE
               Juice by Sara!  Juice by Sara!  Juice 
               by Sara!  ooooOOOOH!  Sara's got 
               juice!  Sara's got juice!  ooooOOOOH 
               Sara!

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                           p. 114


                           TAPPY TIBBONS
               And Mrs Goldfarb, that's not it.  
               I'm delighted to tell you that you've 
               just won the grand prize.

                           RED SARA
               Really?

                           TAPPY TIBBONS
               Yes!  How does it feel?!

                           RED SARA
               It feels great.  I feel wonderful.  
               I feel amazing.  This is great!

     The audience goes crazy, they love it.  And they start to 
     chant:

                           AUDIENCE
               We love Sara!  We love Sara!

     The chant continues...

                           TAPPY TIBBONS
               They love you, Sara.

                           RED SARA
               I love them.  Oh, I love them.

                           TAPPY TIBBONS
               Now let me show you what you've won.  
               Your prize has a sweet smile and his 
               own private business.  He just got 
               engaged and he's planning to get 
               married this summer.  Will you please 
               give a juicy welcome to Mrs Sara 
               Goldfarb's one and only son -- Harry 
               Goldfarb!

     Harry walks out from back.  The audience are out of their 
     seats, screaming at the tops of their lungs.  Sara is gushing!

                           TAPPY AND AUDIENCE
               Juice by Harry!  Juice by Harry!

     Juice by Harry!  ooooOOOOH!  Harry's got juice!  Harry's got 
     juice!  ooooOOOOH Harry!

     Harry walks out and hugs his mother.

                           RED SARA
               Oh Harry, Harry, Harry.  I love you, 
               Harry.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                           p. 115


                           HARRY
               I love you too, Ma.

     They hug and they hug as the audience scream their applause.

     A smile fills Sara's beautiful face.  Happiness.  Total and 
     complete love.

     Except for the truth, the nagging reality.  It means tears 
     for Sara and her sparkling eyes well up with fantastic, warm 
     tears.

     But they don't damage her glorious smile.

                                                    FADE TO BLACK

     CREDITS ROLL