Shakespeare in Love (1998)
      
Directed by
John Madden 
      
Writing credits 
Marc Norman and Tom Stoppard 
      
      
Geoffrey Rush...........................Philip Henslowe 
Gwyneth Paltrow.....Viola De Lesseps/Master Thomas Kent 
Joseph Fiennes.........................Will Shakespeare 
Tom Wilkinson ............................Hugh Fennyman 
Steve O'Donnell ................................Lambert 
Tim McMullen......................................Frees 
Steven Beard....................Makepeace, the Preacher 
Antony Sher....................................Dr. Moth 
Patrick Barlow...............................Will Kempe 
Martin Clunes...........................Richard Burbage 
Sandra Reinton.................................Rosaline 
Simon Callow...........Mr. Tilney, Master of the Revels
Imelda Staunton...................................Nurse 
Colin Firth.................................Lord Wessex 
Joe Roberts ...............................John Webster 
Mark Williams ...................................Wabash 
Ben Affleck..................................Ned Alleyn 
Rupert Everett...Christopher 'Kit' Marlowe (uncredited) 
       

     INT. THE ROSE THEATRE. DAY.

     SKY. Over which a title "LONDON--SUMMER 1593" appears.

     Title card: In the glory days of the Elizabethan theatre two 
     playhouses were fighting it out for writers and audiences. 
     North of the city was the Curtain Theatre, home to England's 
     most famous actor, Richard Burbage.

     Across the river was the competition, built by Philip 
     Henslowe, a business with a cash flow problem...

     ...The Rose...

     Gradually a building is revealed, The Rose Theatre, three- 
     tiered, open to the elements and empty. On the floor, roughly 
     printed, a poster--torn, soiled, out of date. It says:

     SEPT. 7TH & 8TH AT NOON

     MR. EDWARD ALLEYN AND THE ADMIRAL'S MEN AT THE ROSE THEATRE, 
     BANKSIDE THE LAMENTABLE TRAGEDIE OF THE MONEYLENDER REVENG'D

     OVER THIS the screams of a man under torture. The screams 
     are coming from the curtained stage.

                           VOICE (O.S.)
               You Mongrel! Why do you howl When it 
               is I who am bitten?

     INT. THE ROSE THEATRE. STAGE. DAY.

     The theatre owner, PHILLIP HENSLOWE, is the man screaming. 
     HENSLOWE'S boots are on fire. He is pinioned in a chair, 
     with his feet stuck out over the hot coals of a fire burning 
     in a brazier. He is being held in that position by LAMBERT, 
     who is a thug employed by FENNYMAN, who is the owner of the 
     VOICE. The fourth man, FREES, is FENNYMAN'S bookkeeper.

                           FENNYMAN
               What am I, Mr. Lambert?

                           LAMBERT
               Bitten, Mr. Fennyman.

                           FENNYMAN
               How badly bitten, Mr. Frees?

                           FREES
               Twelve pounds, one shilling and four 
               pence, Mr. Fennyman, including 
               interest.

                                                       (CONTINUED)

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                                                             p. 2


                           HENSLOWE
               Aaagh! I can pay you!

                           FENNYMAN
               When?

                           HENSLOWE
               Two weeks, three at the most, Aaaagh!  
               For pity's sake.

                           FENNYMAN
               Take his feet out. Where will you 
               get

                           FREES
                    (the mathematical 
                    genius with a notebook)
               Sixteen pounds, five shillings and 
               nine pence

                           FENNYMAN
               Including interest in three weeks?

                           HENSLOWE
               I have a wonderful new play!

                           FENNYMAN
               Put his feet in.

                           HENSLOWE
               It's a comedy.

                           FENNYMAN
               Cut his nose off.

                           HENSLOWE
               A new comedy. By Will Shakespeare!

                           FENNYMAN
               And his ears.

                           HENSLOWE
               And a share. We will be partners, 
               Mr. Fennyman!

                           FENNYMAN
                    (hesitating)
               Partners!

                           HENSLOWE
               It's a crowd-tickler--mistaken 
               identities, a shipwreck, a pirate 
               king, a bit with a dog, and love 
               triumphant.

                                                       (CONTINUED)

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                                                             p. 3


                           LAMBERT
               I think I've seen it. I didn't like 
               it.

                           HENSLOWE
               This time it is by Shakespeare.

                           FENNYMAN
               What's the title?

                           HENSLOWE
               Romeo and Ethel the Pirate's Daughter.

                           FENNYMAN
               Good title.

     FENNYMAN snaps his fingers at FREES and LAMBERT. LAMBERT 
     unties HENSLOWE, FREES starts writing a contract.

                           FENNYMAN (CONT'D)
               A play takes time. Find actors… 
               rehearsals... Let's say open in three 
               weeks. That's--what--five hundred 
               groundlings at tuppence each, in 
               addition four hundred groundlings 
               tuppence each, in addition four 
               hundred backsides at three pence--a 
               penny extra for a cushion, call it 
               two hundred cushions, say two 
               performance for safety how much is 
               that Mr. Frees?

                           FREES
               Twenty pounds to the penny, Mr.  
               Fennyman.

                           FENNYMAN
               Correct!

                           HENSLOWE
               But I have to pay the actors and the 
               authors.

                           FENNYMAN
               A share of the profits.

                           HENSLOWE
               There's never any

                           FENNYMAN
               Of course not!

                                                       (CONTINUED)

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                                                             p. 4


                           HENSLOWE
                    (impressed)
               Mr. Fennyman, I think you may have 
               hit on something.

     FENNYMAN slaps a contract down on the table next to an ink-
     pot and quill.

                           FENNYMAN
               Sign here.

     HENSLOWE takes the quill and signs.

                           FENNYMAN (CONT'D)
               Romeo and Ethel The Pirate's 
               Daughter...Almost finished?

                           HENSLOWE
               Without doubt he is completing it at 
               this very moment.

     INT. WILL'S ROOM. DAY

     A small cramped space in the eaves of a building. A cluttered 
     shelf containing various objects, wedged between crumpled 
     pieces of paper. Among those we have time to observe: a skull, 
     a mug that says A PRESENT FROM STRATFORD-UPON-AVON.

     At infrequent intervals further pieces of crumpled paper are 
     tossed towards the shelf. The man who is throwing them, WILL 
     SHAKESPEARE, is bent over a table, writing studiously with a 
     quill.

     Now we see what he is writing: Will is practising his 
     signature, over and over again. "Will Shagsbeard...W 
     Shakspur...William Shasper..." Each time he is dissatisfied, 
     and each time he crumples, and tosses it away.

     Suddenly WILL becomes impatient. He jumps up and goes to the 
     loft area in the rafters, where he sleeps, and starts to 
     pull on his boots. At this point the door opens and HENSLOWE 
     walks in. He is out of breath and his feet hurt.

                           HENSLOWE
               Will! Where is my play? Tell me you 
               have it nearly done! Tell me you 
               have it started.
                    (desperately)
               You have begun?

                                                       (CONTINUED)

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                                                             p. 5


                           WILL
                    (struggling with his 
                    boots)
               Doubt that the stars are fire, doubt 
               that the sun doth move

                           HENSLOWE
               No, no, we haven't the time. Talk 
               prose. Where is my play?

                           WILL
                    (tapping his forehead 
                    and heading out the 
                    door)
               It is all locked safe in here.

                           HENSLOWE
               God be praised!
                    (then doubt)
               Locked?

                           WILL
               As soon as I have found my muse.

     EXT. STREET. OUTSIDE WILL'S HOUSE. DAY.

     WILL lives in a crowded area of the city. Hawkers are crying 
     their wares, tract-sellers, delivery boys, and merchants go 
     about their business. HENSLOWE catches up with WILL as he 
     strides purposefully along.

                           HENSLOWE
                    (catching up)
               Who is she this time?!

                           WILL
               She is always Aphrodite.

                           HENSLOWE
               Aphrodite Baggot who does it behind 
               the Dog and Trumpet?

                           WILL
               Henslowe, you have no soul so how 
               can you understand the emptiness 
               that seeks a soulmate?

                           HENSLOWE
               Well, I am a dead man and buggered 
               to boot. My theatre is close by the 
               plague these twelve weeks, my company 
               is playing the inn-yards of England, 
               while Burbage and the Chamberlain's
                           (MORE)

                                                       (CONTINUED)

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                                                             p. 6


                           HENSLOWE (CONT'D)
               Men are invited to court and receive 
               ten pounds to play your piece, written 
               for my theatre, by my writer, at my 
               risk when you were green and grateful -

                           WILL
               What piece? Richard Crookback?

                           HENSLOWE
               No--it's comedy they want, Will!  
               Comedy! Like Romeo and Ethel?

                           WILL
               Who wrote that?

                           HENSLOWE
               Nobody! You are writing it for me! I 
               gave you three pounds a month since.

                           WILL
               Half what you owed me. I am still 
               due for One Gentleman of Verona.

     EXT. ANOTHER STREET. DAY

     HENSLOWE'S hardly paused in his appeal.

                           HENSLOWE
               . . . Will! What is money to you and 
               me? I, your patron, you my wordwright!
               When the plague lifts Burbage will 
               have a new Christopher Marlowe for 
               the Curtain and I have nothing for 
               the Rose.

     WILL stops.

                           WILL
               Mr. Henslowe, will you lend me fifty 
               pounds?

                           HENSLOWE
                    (staggered)
               Fifty pounds? What for?

                           WILL
               Burbage offers me a partnership in 
               the Chamberlain's Men. For fifty 
               pounds my hired player days are over.

                           HENSLOWE
               Cut out my heart! Throw my liver to 
               the dogs!

                                                       (CONTINUED)

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                                                             p. 7


                           WILL
                    (answering for him)
               No, then.

     WILL turns down a side street.

     EXT. MARKETPLACE. DAY.

     HENSLOWE and WILL are crossing a crowded marketplace where a 
     Puritan preacher, MAKEPEACE, is haranguing anyone who will 
     listen.

                           MAKEPEACE
               ...and the Lord shall smite them! 
               Yea, harken to me. The theatres are 
               handmaidens of the devil!  Under the 
               name of the Curtain, the players 
               breed lewdness in your wives,
               rebellion in your servants, idleness 
               in your apprentices and wickedness 
               in your children!  And the Rose smells 
               thusly rank by any name! I say a 
               plague on both their houses!

     As he passes WILL gratefully makes a mental note.

     EXT. DR. MOTH'S HOUSE. DAY.

     WILL turns into a narrow street and walks toward a doorway.

                           HENSLOWE
               Where are you going?

                           WILL
               To my weekly confession.

     As HENSLOWE arrives the door closes in his face. A sign 
     identifies the place as the premises of Dr. MOTH, apothecary, 
     alchemist, astrologer, seer, interpreter of dreams, and priest 
     of psyche. HENSLOWE looks puzzled.

     INT. DR. MOTH'S HOUSE. DAY

     A stuffed alligator hangs from the ceiling, pills, potions, 
     amulets and charms, star charts and mystic paraphernalia 
     festoon the place. Testimonials and framed degrees hang on 
     the walls.

     WILL lying on a couch, on his back. His eyes are closed.

     DR. MOTH sits by the couch, listening to WILL and occasionally 
     making a note on a pad he holds on his knee.

                                                       (CONTINUED)

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                                                             p. 8


     What we have here is nothing less than the false dawn of 
     analysis. The session is being timed by an hourglass.

                           WILL
               Words, words, words...once, I had 
               the gift...I could make love out of 
               words as a potter makes cups out of 
               clay love that overthrows empires, 
               love that binds two hearts together 
               come hellfire and brimstones...for 
               sixpence a line, I could cause a 
               riot in a nunnery...but now

                           DR. MOTH
               And yet you tell me you lie with 
               women?

     WILL seems unwilling to respond. DR. MOTH refers to his notes.

                           DR. MOTH (CONT'D)
               Black Sue, Fat Phoebe, Rosaline, 
               Burbage's seamstress; Aphrodite, who 
               does it behind the Dog and--

                           WILL
                    (interrupting)
               Aye, now and again, but what of it? 
               I have lost my gift.

                           DR. MOTH
               I am here to help you. Tell me in 
               your own words.

                           WILL
               I have lost my gift.
                    (not finding this 
                    easy)
               It's as if my quill is broken. As if 
               the organ of the imagination has 
               dried up. As if the proud tower of 
               my genius has collapsed.

                           DR. MOTH
               Interesting.

                           WILL
               Nothing comes.

                           DR. MOTH
               Most interesting.

                           WILL
               It is like trying to a pick a lock 
               with a wet herring.

                                                       (CONTINUED)

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                                                             p. 9


                           DR. MOTH
                    (shrewdly)
               Tell me, are you lately humbled in 
               the act of love?

     WILL turns towards him. How did he know that?

                           DR. MOTH (CONT'D)
               How long has it been?

                           WILL
               A goodly length in times past, but 
               lately--

                           DR. MOTH
               No, no. You have a wife, children. 

     The sand runs through the hourglass.

     LATER

     Not much sand left.

                           WILL
               I was a lad of eighteen. Anne Hathaway 
               was a woman, half as old again.

                           DR. MOTH
               A woman of property?

                           WILL
                    (shrugs)
               She had a cottage. One day, she was 
               three months gone with child, so

                           DR. MOTH
               And your relations?

                           WILL
               On my mother's side the Ardens

                           DR. MOTH
               No, your marriage bed.

                           WILL
               Four years and a hundred miles away 
               in Stratford.  A cold bed too, since 
               the twins were born. Banishment was 
               a blessing.

                           DR. MOTH
               So now you are free to love...

                                                       (CONTINUED)

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


                           WILL
               --yet cannot love nor write it.

     DR. MOTH reaches for a glass snake bracelet.

                           DR. MOTH
               Here is a bangle found in Psyche's 
               temple on Olympus cheap at four pence.
               Write your name on a paper and feed 
               it in the snake.

     WILL looks at the snake bangle in wonder.

                           WILL
               Will it restore my gift?

                           DR. MOTH
               The woman who wears the snake will 
               dream of you, and your gift will 
               return. Words will flow like a river.
               I will see you in a week.

     He holds out his hand. WILL drops a sovereign into it, and 
     takes the bracelet.

     EXT. DR. MOTH'S HOUSE. DAY.

     WILL comes out. HENSLOWE is waiting, standing in a horse 
     trough to ease his feet.  WILL walks straight past him, and 
     HENSLOWE follows.

                           HENSLOWE
               Now where? Will?

                           WILL
               To the Palace at Whitehall.

     INT. WHITEHALL PALACE. BACKSTAGE. DAY.

     WHITEHALL means nothing yet. We are behind closed curtains 
     on a stage busy with preparations for the imminent performance 
     of Two Gentlemen of Verona. This is not a theatre but a 
     banqueting hall, as we will see.

     RICHARD BURBAGE is to play "PROTEUS." A BOY PLAYER will play 
     "SILVIA," and last minute improvements to his makeup etc. 
     are being applied by BURBAGE'S mistress ROSALINE.

     "LAUNCE," one of the clowns, is the famous comedian WILL 
     KEMPE. "LAUNCE'S" dog, CRAB is in KEMPE'S charge and is not 
     helping much. There is no set. A helpful placard reading 
     VERONA--AN OPEN PLACE, is ready to hand. MUSICIANS can be 
     heard tuning their instruments. From the other side of the 
     curtain there is an expectant hubbub. KEMPE leads the dog

                                                       (CONTINUED)

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                                                            p. 11


     into the wings and rummages in a box of props. He finds a 
     skull. He has one foot on the box, his elbow on his knee, he 
     looks at the skull...in other words, he reminds us of Hamlet. 
     We see this from the POV of WILL, who is just entering through 
     a door backstage.

                           WILL
                    (approaching)
               Prithee, Mr. Kempe, break a leg. You 
               too, good Crab.

                           KEMPE
               Crab is nervous. He has never played 
               the Palace. When will you write me a 
               tragedy, Will? I could do it.

                           WILL
               No, they would laugh at Seneca if 
               you played it.

     WILL'S attention has been caught by ROSALINE, BURBAGE'S 
     mistress. ROSALINE is big breasted, dark-eyed, dark-haired, 
     sexual.

                           BURBAGE
                    (to ROSALINE)
               My sleeve wants for a button, Mistress 
               Rosaline, where were my seamstress's 
               eyes?

     BURBAGE kisses her mouth and slaps her behind. He comes over 
     to greet WILL.

                           BURBAGE (CONT'D)
               There is no dog in the first scene, 
               Will Kempe, thank you. How goes it 
               Will?

                           WILL
               I am still owed money for this play, 
               Burbage.

                           BURBAGE
               Not from me. I only stole it. When 
               are you coming over to the 
               Chamberlain's Men?

                           WILL
               When I have fifty pounds.

     ROSALINE brings over the last elements of BURBAGE'S costume 
     and helps him into them.

                                                       (CONTINUED)

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                                                            p. 12


                           BURBAGE
               Are you writing?

                           WILL
                    (nods somewhat 
                    defensively)
               A comedy. All but done, a pirate 
               comedy, wonderful.

                           BURBAGE
               What is the chief part?

                           WILL
               Romeo. Wit, swordsman, lover.

                           BURBAGE
               The title?

                           WILL
               Romeo.

                           BURBAGE
               I will play him. Bring it tomorrow.

                           WILL
               It's for Henslowe. He paid me.

                           BURBAGE
               How much?

                           WILL
               Ten pounds.

                           BURBAGE
               You're a liar.

     BURBAGE digs under his costume for his purse, which is on a 
     waistband, over his corset.

                           WILL
               I swear it. He wants Romeo for Ned 
               and the Admiral's Men.

                           BURBAGE
               Ned is wrong for it.

     WILL turns to see HENSLOWE approaching.

                           BURBAGE (CONT'D)
                    (to WILL)
               Here is two sovereigns--I'll give 
               you two more when you show me the 
               pages.

                                                       (CONTINUED)

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                                                            p. 13


                           WILL
               Done.

                           HENSLOWE
                    (arriving)
               Burbage, I will see you hanged for a 
               pickpocket.

                           BURBAGE
               The Queen has commanded, she loves a 
               comedy and the Master of the Revels 
               favours us.

                           HENSLOWE
               And what favour does Mr. Tilney 
               receive from you?

                           BURBAGE
               Ask him.

     The Master of the Revels (TILNEY) comes through the curtain 
     officiously.

                           TILNEY
               She comes!

     He disappears back through the curtains. The hubbub falls 
     silent, rather dramatically, and all the busy PLAYERS know 
     what that means: they all crowd to the curtain and find places 
     to peep through.

     INT. WHITEHALL PALACE. BANQUETING HALL. FRONT OF 
     HOUSE/STAGE. DAY.

     THE POV OF THE PLAYERS.

     The arrival of QUEEN ELIZABETH, aged sixty, coming to take 
     her place in the audience at front centre. The hill is crowded 
     with lords and ladies, bowing ELIZABETH to her seat, which 
     is raised high on a pedestal, affording the QUEEN an 
     uninterrupted view of the play, and the audience an 
     uninterrupted view of the QUEEN. Trumpets sound.

     Close on a small piece of paper: a quill is writing "W.  
     Shakespeare." WILL rolls the paper up carefully and slips it 
     into the mouth of the snake bangle.

     The curtain draws back and CONDELL as "VALENTINE" and BURBAGE 
     as "PROTEUS" begin the play.

                           CONDELL AS VALENTINE
               "Cease to persuade, my loving Proteus; 
               Home-keeping youth have ever homely 
               wits..."

                                                       (CONTINUED)

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                                                            p. 14


     INT. WHITEHALL PALACE. BANQUETING HALL. THE WINGS/BACKSTAGE. 
     DAY.

     With BURBAGES'S presence accounted for on stage, ROSALINE 
     curls an arm around WILL'S neck. They kiss hungrily.

     After a moment, WILL pulls back.

                           ROSALINE
               When will you write me a sonnet, 
               Will?

                           WILL
               I have lost my gift.

                           ROSALINE
               You left it in my bed. Come to look 
               for it again.

                           WILL
               Are you to be my muse, ROSALINE?

                           ROSALINE
               Burbage has my keeping but you have 
               my heart.

     WILL takes the snake bracelet and slips it onto her arm.

     ROSALINE looks at it, then at WILL. Then they kiss again, 
     but WILL is distracted by the sound of coughing from the 
     auditorium.

                           WILL
               You see? The consumptives plot against 
               me. "Will Shakespeare has a play, 
               let us go and cough through it."

     INT. WHITEHALL PALACE. BANQUETING HALL. STAGE. DAY.

     "VALENTINE" is on stage with "PROTEUS."

                           CONDELL AS VALENTINE
               "To be in love, where scorn is bought 
               with groans: Coy looks with heart 
               sore sighs; One fading moment's mirth 
               With twenty watchful, weary, tedious 
               nights..."

     As the scene continues, WILL appears at the back of the hall 
     and finds himself next to HENSLOWE.

                           WILL
               I feel a scene coming on.

                                                       (CONTINUED)

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                                                            p. 15


                           HENSLOWE
               Is it about a pirate's daughter?

     INT. WHITEHALL PALACE. BACK OF THE BANQUETING HALL/STAGE.  
     DAY.

     Laughter. It is later, and KEMPE is now on stage with his 
     dog. The audience is roaring.

                           HENSLOWE
               You see? Comedy.

     QUEEN ELIZABETH'S idiosyncratic laugh rises above the others.

                           QUEEN
               Well played, Master Crab, I commend 
               you.

     She throws a sweetmeat on the stage and the dog wolfs it 
     down. Everyone applauds.

                           HENSLOWE
               Love and a bit with a dog, that's 
               what they like.

     Now we meet VIOLA. VIOLA DE LESSEPS is twenty-five and 
     beautiful, and she is laughing with great natural enjoyment. 
     She sits slightly apart from her small family group--her 
     parents, SIR ROBERT DE LESSEPS and LADY MARGARET DE LESSEPS. 
     Part of the group but seated behind as befits her lower status 
     is VIOLA'S NURSE.

     Elsewhere is LORD WESSEX, our villain. WESSEX is in his 
     forties, dark, cruel, self-important. He has noticed VIOLA.  
     The nurse notices him.

     INT. WHITEHALL PALACE. BANQUETING HALL. FRONT OF 
     HOUSE/STAGE. DAY.

     LATER. "VALENTINE" is on stage alone. He is speaking the 
     speech rather more coarsely than the version we hear later.

                           CONDELL AS VALENTINE
               "What light is light if Silvia be 
               not seen?  What joy is joy, if Silvia 
               be not by?  Unless it be to think 
               that she is by And feed upon the 
               shadow of perfection..."

     Now we see that VIOLA knows the speech by heart, and is 
     silently mouthing it with the actor.

                                                       (CONTINUED)

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                                                            p. 16


                           HENSLOWE
               There's a lady knows your play by 
               heart.

     But when he turns to WILL he finds that WILL has gone.

     INT. WILL'S ROOM. DAY.

     WILL comes into his room, goes straight to his table in the 
     window, and arranges pen, ink, and paper. Now he has his 
     ritual: he spins round once in a circle, rubs his hands 
     together and spits on the floor. Then he sits down, picks up 
     his pen, and stares in front of him. PAUSE. Then he begins 
     to write.

     INT. DE LESSEPSES' HOUSE. VIOLA'S BEDROOM. NIGHT.

     The NURSE is undressing her, though VIOLA tries intermittently 
     to push her away. She is still bright with excitement.

                           VIOLA
               Did you like Proteus or Valentine 
               best? Proteus for speaking, Valentine 
               for looks.

                           NURSE
               I liked the dog, for laughs.

                           VIOLA
               But Silvia I did not care for much.  
               His fingers were red from fighting 
               and he spoke like a schoolboy at 
               lessons.  Stage love will never be 
               true love while the law of the land 
               has our heroines played by pipsqueak 
               boys in petticoats!  Oh, when can we 
               see another?

                           NURSE
               When the Queen commands it.

                           VIOLA
               But at the playhouse. Nurse?

                           NURSE
               Be still.

     Now the NURSE is cleaning VIOLA'S ears, one by one, of course. 
     She has an ear-cleaning implement for this. VIOLA submits.

                           NURSE (CONT'D)
               Playhouses are not for well-born 
               ladies.

                                                       (CONTINUED)

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                                                            p. 17


                           VIOLA
               I am not so well-born.

                           NURSE
               Well-monied is the same as well-born 
               and well-married is more so. Lord 
               Wessex was looking at you tonight.

                           VIOLA
               All the men at court are without 
               poetry. If they look at me they see 
               my father's fortune. I will have 
               poetry in my life. And adventure. 
               And love. Love above all.

                           NURSE
               Like Valentine and Silvia?

                           VIOLA
               No... not the artful postures of 
               love, but love that over- throws 
               life.  Unbiddable, ungovernable, 
               like a riot in the heart, and nothing 
               to be done, come ruin or rapture. 
               Love like there has never been in a 
               play.
                    (beat)
               I will have love or I will end my 
               days as a...

                           NURSE
               As a nurse.

                           VIOLA
                    (kissing her)
               But I would be Valentine and Silvia 
               too. Good Nurse, God save you and 
               good night. I would stay asleep my 
               whole life if I could dream myself 
               into a company of players.

     VIOLA goes over to the window.

     INT. DE LESSEPSES' HOUSE. VIOLA'S BEDROOM. NIGHT.

     The NURSE thrusts a twig to her face.

                           NURSE
               Clean your teeth while you dream, 
               then.

     Automatically, VIOLA takes the twig and begins brushing her 
     teeth, all the while looking downriver towards the Rose. The 
     NURSE attends her with a beaker of water, and a bowl.

                                                       (CONTINUED)

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


                           NURSE (CONT'D)
               Now spit.

     VIOLA gazes longingly towards the Rose... And, there and 
     then, she makes a plan.

     EXT. SQUARE IN FRONT OF THE ROSE THEATRE. DAY.

     HENSLOWE is making his way from the theatre to the market 
     place when FENNYMAN and LAMBERT appear at either shoulder 
     and propel him back the way he came. FREES follows behind.

                           FENNYMAN
               This time we take your boots off!

                           HENSLOWE
               What have I done, Mr. Fennyman?

                           FENNYMAN
               The theatres are all closed by the 
               plague!

                           HENSLOWE
               Oh, that.

                           FENNYMAN
               By order of the Master of the Revels!

                           HENSLOWE
               Mr. Fennyman, let me explain about 
               the theatre business.
                    (they stop)
               The natural condition is one of 
               insurmountable obstacles on the road 
               to imminent disaster. Believe me, to 
               be close by the plague is a bagatelle 
               in the ups and downs of owning a 
               theatre.

                           FENNYMAN
               So what do we do?

                           HENSLOWE
               Nothing. Strangely enough , it all 
               turns out well.

                           FENNYMAN
               How?

                           HENSLOWE
               I don't know. It's a mystery.

                                                       (CONTINUED)

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


                           LAMBERT
                    (dumbly)
               Should I kill him, Mr. Fennyman?

     At this point din is heard in the background: a messenger, 
     ringing a bell, is running though the street.

                           MESSENGER
               The theatres are reopened. By order 
               of the Master of the Revels, the 
               theatres are reopened

     FENNYMAN is intrigued.

                           FREES
               Mr. Fennyman! Mr. Tilney has opened 
               the playhouses.

                           FENNYMAN
               Yes I heard.

     HENSLOWE plays his temporary advantage modestly, shrugging 
     himself free of LAMBERT'S grip.

                           HENSLOWE
                    (to LAMBERT)
               If you wouldn't mind.

     HENSLOWE continues on his way. FENNYMAN watches HENSLOWE, 
     curious.

                           FENNYMAN
               Where is the play?

                           HENSLOWE
               Oh, it's coming, it's coming.

     INT. WILL'S ROOM. DAY.

     It is. WILL is writing furiously. A burnt-down candle is 
     still alight, although it is day outside the window. He has 
     been writing all night. He has written about ten pages. 
     Pleased with himself and excited, he gathers them up and 
     leaves the room like a man with a mission.

     EXT. WILL'S HOUSE. DAY.

     Leaving the house, pages in hand, WILL nearly knocks down 
     HENSLOWE who has come to see him.

                           HENSLOWE
               Will! The theatres are...

     Before he can finish, WILL brandishes the pages in his hand.

                                                       (CONTINUED)

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


                           WILL
               Romeo and Rosaline. Scene One! God, 
               I'm good!

                           HENSLOWE
               Rosaline? You mean Ethel.

     WILL has gone.

     EXT. BURBAGE'S HOUSE. DAY.

     BURBAGE lives in another part of the city. WILL bangs through 
     the door without ceremony.

                           WILL
                    (shouting)
               Richard!

     INT. BURBAGE'S HOUSE. DAY.

     WILL enters and calls out.

                           WILL (CONT'D)
               Burbage?

     INT. BURBAGE'S BEDROOM. DAY.

     WILL charges into the bedroom. ROSALINE is in bed. The Master 
     of the Revels is pulling up his breeches. WILL is shattered.

                           WILL
               Mr. Tilney.

     The unsuccessful snake bracelet glints at him from ROSALINE'S 
     arm.

                           TILNEY
               Like you, I found him not at home!

                           WILL
               So this is the favour you find in 
               the Chamberlain's Men.

                           ROSALINE
               Will!

                           WILL
                    (to ROSALINE)
               I would have made you immortal.
                    (turning to go)
               Tell Burbage he has lost a new play 
               by Will Shakespeare.

                                                       (CONTINUED)

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


                           TILNEY
               What does Burbage care of that? He 
               is readying the Curtain for Kit 
               Marlowe.

                           WILL
               You have opened the playhouses?

                           TILNEY
               I have, Master Shakespeare.

                           WILL
               But the plague...

                           TILNEY
                    (sighs)
               Yes, I know. But he was always hanging 
               around the house.

     A bell can be heard ringing outside.

                           ROSALINE
                    (to WILL, leaving)
               Will...you're the only one, Will!--
               in my heart.

     EXT. STREET. OUTSIDE BURBAGE'S HOUSE. DAY.

     WILL emerges looking distraught. A burning brazier stands by 
     the wall. WILL thrusts the pages into the coals.  He watches 
     for a moment as the pages catch fire.

     INT. TAVERN. DAY.

     WILL walks in to find the place in an uproar of celebration. 
     A handsome young serving man (NOL) is bumping through with a 
     tray of tankards.

                           NOL
                    (excitedly)
               Mr. Henslowe!

                           HENSLOWE
               Yes, I heard. The theatres are open.  
               But where is my playwright?

     HENSLOWE finds a seat, and takes a tankard off NOL'S tray.

                           HENSLOWE (CONT'D)
               Chalk it up, Nol. I'm hungry, too.

                                                       (CONTINUED)

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


                           NOL
               The special today is a pig's foot 
               marinated in juniper-berry vinegar, 
               served with a buckwheat pancake which 
               has been-- 

     They are interrupted by WILL who joins them. He looks 
     distracted.

                           HENSLOWE
               Will! Have you finished?

                           WILL
               Yes. Nearly.
                    (he taps his forehead)
               It's all locked safe in here. We 
               need Ralph for the Pirate King. Good 
               morning, Master Nol. You will have a 
               nice little part.

     NOL shouts for joy, takes off his apron and flings it behind 
     the bar. HENSLOWE jumps up and embraces WILL. The entire 
     staff and half the customers are now crowding around, actors 
     the lot of them. HENSLOWE bangs the table to shut them all 
     up.

                           HENSLOWE
               Ned Alleyn and the Admiral's Men are 
               out on tour. I need actors. Those 
               here who are unknown will have a 
               chance to be known.

                           ACTOR
               What about the money, Mr. Henslowe?

                           HENSLOWE
               It won't cost you a penny! Auditions 
               in half-an-hour!

     The din of excited chatter returns. He sweeps grandly to the 
     tavern door...where he meets RALPH BASHFORD, a big, burly, 
     middle-aged actor.

                           HENSLOWE (CONT'D)
               Ralph Bashford!  I'd have a part for 
               you but, alas, I hear you are a 
               drunkard's drunkard.

                           RALPH
               Never when I'm working.

     INT. TAVERN. DAY.

     WILL has remained behind, aghast now at his predicament.

                                                       (CONTINUED)

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


     He goes to the bar.

                           WILL
               Give me to drink mandragora.

                           BARMAN
               Straight up, Will?

                           VOICE
               Give my friend a beaker of your best 
               brandy.

     WILL turns towards a figure further down the bar. It's 
     CHRISTOPHER MARLOWE.

                           WILL
               Kit!

                           MARLOWE
               How goes it, Will?

                           WILL
               Wonderful, wonderful.

                           MARLOWE
               Burbage says you have a play.

                           WILL
               I have. And chinks to show for it.

     His drink arrives. WILL places a sovereign on the bar.

                           WILL (CONT'D)
               I insist--and a beaker for Mr. 
               Marlowe.

     The BARMAN does the business.

                           WILL (CONT'D)
               I hear you have a new play for the 
               Curtain.

                           MARLOWE
               Not new--my Doctor Faustus.

                           WILL
               I love your early work.  "Was this 
               the face that launched a thousand 
               ships and burnt the topless towers 
               of Ilium?"

                           MARLOWE
               I have a new one nearly done, and 
               better. The Massacre at Paris.

                                                       (CONTINUED)

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


                           WILL
               Good title.

                           MARLOWE
               And yours?

                           WILL
               Romeo and Ethel the Pirate's Daughter.
                    (beat, sighs 
                    despondently)
               Yes, I know.

                           MARLOWE
               What is the story?

                           WILL
               Well, there's a pirate...
                    (confesses)
               In truth, I have not written a word.

                           MARLOWE
               Romeo is...Italian. Always in and 
               out of love.

                           WILL
               Yes, that's good. Until he meets--

                           MARLOWE
               Ethel.

                           WILL
               Do you think?

                           MARLOWE
               The daughter of his enemy.

                           WILL
                    (thoughtfully)
               The daughter of his enemy.

                           MARLOWE
               His best friend is killed in a duel 
               by Ethel's brother or something. His 
               name is Mercutio.

                           WILL
               Mercutio...good name.

     NOL hurries back to WILL'S side.

                           NOL
               Will--they're waiting for you!

                                                       (CONTINUED)

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


                           WILL
               I'm coming.

     He drains his glass.

                           WILL (CONT'D)
               Good luck with yours, Kit.

                           MARLOWE
               I thought your play was for Burbage.

                           WILL
               This is a different one.

                           MARLOWE
                    (trying to work it 
                    out)
               A different one you haven't written?

     WILL makes a helpless gesture and hurries after NOL.

     INT. THE ROSE THEATRE. GALLERY/STAGE/AUDITORIUM. DAY.

     HENSLOWE and WILL are sitting in the gallery, listening to a 
     YOUNG ACTOR auditioning.

                           YOUNG ACTOR
               " ...Was this the face that launched 
               a thousand ships, And burnt the 
               topless towers of Ilium? Sweet Helen, 
               make me immortal with a kiss!"

                           HENSLOWE
               Thank you.

     HENSLOWE and WILL look a bit deflated. The YOUNG ACTOR leaves 
     and is replaced by a SECOND ACTOR.

                           SECOND ACTOR
               I would like to give you something 
               from Faustus by Christopher Marlowe.

                           HENSLOWE
               How refreshing.

                           SECOND ACTOR
               "Was this the face that launched a 
               thousand ships, And burnt the topless 
               towers of Ilium?"

     HENSLOWE and WILL let him continue a bit further, but exchange 
     despairing looks.  A succession of would-be actors offer 
     their version of Marlowe's lines, each as inappropriate as 
     the other. Among them is a small URCHIN.

                                                       (CONTINUED)

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


                           URCHIN
               "...the topless towers of Ilium? 
               Sweet Helen, make me immortal with a--
               ?"

                           HENSLOWE
                    (bellows)
               Thank you!

     The URCHIN leaves, glowering furiously, and is replaced by a 
     beanpole of a man (WASBASH). WABASH has a bad stutter.

                           WABASH
               "W-w-w-w-was th-th-this th-th-the f-
               f-F-FACE..."

                           HENSLOWE
                    (unexpectedly)
               Very good, Mr. Wabash. Excellent.  
               Report to the property master.

     WILL looks at HENSLOWE in outrage.

                           HENSLOWE (CONT'D)
                    (apologetically)
               My tailor. Wants to be an actor. I 
               have a few debts here and there. 
               Well, that seems to be everybody. 
               Did you see a Romeo?

                           WILL
               I did not.

                           HENSLOWE
               Well, I to my work, you to yours. 
               When can I see pages?

                           WILL
               Tomorrow.

     HENSLOWE leaves him.

                           WILL (CONT'D)
                    (a prayer)
               Please God.

     WILL sits brooding alone for a moment. Then he realizes he 
     is being addressed from the stage. ANOTHER ACTOR.

                           ACTOR
               May I begin, sir?

     WILL looks at the stage and sees a handsome young man, with 
     a hat shadowing his eyes.

                                                       (CONTINUED)

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


                           WILL
               Your name?

                           VIOLA AS THOMAS
               Thomas Kent. I would like to do a 
               speech by a writer who commands the 
               heart of every player.

     WILL can hardly manage a nod.

                           VIOLA AS THOMAS (CONT'D)
               "What light is light, if Silvia be 
               not seen, What joy is joy, if Silvia 
               be not by?  Unless it be to think 
               that she is by And feed upon the 
               shadow of perfection.

     It does not take four lines of "VALENTINE'S" speech to confirm 
     for us, if confirmation be needed, that THOMAS is VIOLA. For 
     WILL, amazement at hearing his own words soon gives away to 
     something else. He is captivated. He has found his "ROMEO".

                           VIOLA AS THOMAS (CONT'D)
               " ...except I be by Silvia in the 
               night, There is no music in the 
               nightingale.  Unless I look on Silvia 
               in the day, There is no day for me 
               to look upon."

     WILL interrupts "him."

                           WILL
               Take off your hat.

                           VIOLA AS THOMAS
               My hat?

                           WILL
               Where did you learn how to do that?

                           VIOLA AS THOMAS
               I...

                           WILL
               Wait there.

                           VIOLA AS THOMAS
               Are you Mr. Shakespeare?

                           WILL
               Let me see you. Take off your hat.

     THOMAS begins to panic. WILL jumps down to ground level.

                                                       (CONTINUED)

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


     THOMAS runs offstage, to WILL'S bewilderment. WILL hurries 
     after him. We go with WILL as he crosses the stage, then 
     backstage, then into the

     INT. THE ROSE THEATRE. RETIRING ROOM. DAY.

     RETIRING ROOM which is crowded with actors and HENSLOWE'S 
     lieutenant, property manager, copier, and general factotum 
     who is a new character, PETER.

                           ACTOR
               What are we playing?

                           NOL
               Where are the pages?

     WILL enters into the middle of this.

                           WILL
                    (shouts)
               Where's the boy?

     NOBODY knows what he is talking about. WABASH, the stutterer, 
     grabs Will's hand and shakes it excitedly.

                           WABASH
               B-b-b-b-break a l-l-l-leg!

     The street door is swinging shut. WILL sees it. He fights 
     his way through the men to get to the door.

     EXT. THE ROSE THEATRE. BANKSIDE. DAY.

     WILL emerges from the theatre into a street throbbing with 
     nefarious life. Whores, cutpurses, hawkers, urchins, tract-
     sellers, riffraff of all kinds in an area of stews (lowdown 
     pubs), brothels and slums. It is some time before WILL spots 
     THOMAS, way ahead of him in the crowded street. The chase is 
     taking them to the riverbank.

     EXT. THE RIVER. DAY.

     When WILL gets to the riverbank he sees that THOMAS is in a 
     smallish boat being rowed upriver and in midstream. The river 
     is quite busy, and among the boats there are a number of 
     waiting "taxis." WILL jumps into the nearest one and shouts 
     at the "Taxi Driver" BOATMAN.

                           WILL
               Follow that boat!

                           BOATMAN
               Right you are, governor!

                                                       (CONTINUED)

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


     WILL sits in the stern of the boat and the BOATMAN sits facing 
     him, rowing lustily.

                           BOATMAN (CONT'D)
               I know your face. Are you an actor?

                           WILL
                    (oh God, here we go 
                    again)
               Yes.

                           BOATMAN
               Yes, I've seen you in something. 
               That one about a king.

                           WILL
               Really?

                           BOATMAN
               I had that Christopher Marlowe in my 
               boat once.

     EXT. THE RIVER. DAY.

     LATER. The BOATMAN is puffing. WILL is looking ahead to where 
     THOMAS'S boat has reached a jetty on the farther shore, a 
     private jetty attached to a rich house on the north bank.  
     WILL sees THOMAS jump out of his boat and run toward the 
     house.

                           WILL
               Do you know that house?

                           BOATMAN
               Sir Robert De Lesseps.

     EXT. DE LESSEPSES' HOUSE. DAY.

     WILL runs towards the house.

     INT. DE LESSEPSES'S HOUSE. DAY.

     THOMAS rushes up the back stairs, removing his hat. Her hair 
     tumbles down about her shoulders, so we will call her VIOLA 
     again.

     INT. DE LESSEPSES' HOUSE. VIOLA'S BEDROOM. DAY.

     Her mother LADY DE LESSEPS, is talking to the NURSE.

                           LADY DE LESSEPS
               Where is she?
                           (MORE)

                                                       (CONTINUED)

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


                           LADY DE LESSEPS (CONT'D)
               Our guests are upon us, Lord Wessex 
               too, bargaining for a bride. My 
               husband will have it settled tonight.

     Behind her, the door opens revealing VIOLA as THOMAS to the 
     NURSES view, but only for a moment. The door closes again as 
     LADY DE LESSEPS turns.

                           LADY DE LESSEPS (CONT'D)
               Tomorrow he drags me off to the 
               country and it will be three weeks 
               gone before we return from our 
               estates.

     A different door communicating to the next room, opens and 
     VIOLA comes in after a lightning dress change into a robe. 
     She curtseys to her mother.

                           VIOLA
               God save you, mother.
                    (to NURSE)
               Hot water, nurse.

     The NURSE looks at her, round-eyed.

     INT. DE LESSEPSES' HOUSE. KITCHEN. DAY.

     From a cauldron on the stove, hot water is poured into two 
     pails, by the a KITCHEN BOY under the NURSE'S command.

                           SCULLERY MAID (O.S.)
               Thomas Kent, sir? No sir.

                           WILL (O.S.)
               The actor!

                           NURSE
               Who asks for him?

     WILL has come to the kitchen door with a letter.

                           WILL
               William Shakespeare, actor, poet, 
               and playwright of the Rose.

     The NURSE sends the SCULLERY MAID back to work.

                           NURSE
               Master Kent is...my nephew.

                           WILL
                    (giving her the letter)
               I will wait.

                                                       (CONTINUED)

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


                           NURSE
               Much good may it do you.

     INT. DE LESSEPSES' HOUSE. VIOLA'S BATHROOM. EVENING.

     VIOLA in her bath, reads WILL'S letter. The NURSE is adding 
     hot water to the tub.

                           VIOLA
                    (delighted)
               He sees himself in me! Romeo Montague, 
               a young man of Verona.

                           NURSE
                    (unimpressed)
               Verona again.

                           VIOLA
                    (devouring the letter)
               A comedy of quarreling families 
               reconciled in the discovery of Romeo 
               to be the very same Capulet cousin 
               stolen from the cradle and fostered 
               to manhood by his Montague mother 
               that was robbed of her own child by 
               the Pirate King!

     EXT. DE LESSEPSES' HOUSE. NIGHT.

     WILL waits hopefully. The kitchen door opens and a SERVANT 
     flings a bucket of dirty water in the general direction of 
     the gutter. WILL hops nimbly aside and escapes a soaking.

                           SERVANT
               Be off!

     INT. DE LESSEPSES' HOUSE. VIOLA'S BEDROOM. NIGHT.

     The NURSE is helping VIOLA into her party dress.

                           NURSE
               Your mother, and your father

                           VIOLA
                    (gaily)
               From tomorrow, away in the country 
               for three weeks! Is Master Shakespeare 
               not handsome?

                           NURSE
               He looks well enough for a mountebank.

                                                       (CONTINUED)

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


                           VIOLA
               Oh, Nurse! He would give Thomas Kent 
               the life of Viola De Lesseps's 
               dreaming.

                           NURSE
                    (firmly)
               My lady, this play will end badly. I 
               will tell.

                           VIOLA
                    (twice as firmly)
               You will not tell. As you love me 
               and as I love you, you will bind my 
               breast and buy me a boy's wig!

     EXT. DE LESSEPSES' HOUSE. NIGHT.

     WILL spots a gaggle of MUSICIANS approaching, carrying 
     instruments. WILL recognizes them.

                           WILL
               Master Plum! What business here?

                           MUSICIAN
               A five shilling business, Will. We 
               play for the dancing.

     The sound of hooves gives hardly any warning as a GALLOPING 
     HORSEMAN thunders through the MUSICIANS who have to leap out 
     of the way. It is WESSEX arriving at the house, with his 
     usual good manners.  Will watches WESSEX skid to a halt and 
     enter the house.

     INT. DE LESSEPSES' HOUSE. BANQUETING ROOM. NIGHT.

     WILL has got in with the MUSICIANS. Competently enough he 
     strums along with them on the bandstand. Two dozen guests 
     are enough to crowd the space for dancing. WILL glances 
     around, looking for THOMAS KENT. He stops a passing SERVANT, 
     helping himself to a snack off the man's tray.

                           SERVANT
               Musicians don't eat, Sir Robert's 
               orders.

                           WILL
               I seek Master Thomas Kent.

     It means nothing to the SERVANT who moves on. 

                                                       (CONTINUED)

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


     ANGLE ON WESSEX AND SIR ROBERT.

                           SIR ROBERT
               She is a beauty, my lord, as would 
               take a king to church for a dowry of 
               a nutmeg.

                           WESSEX
               My plantations in Virginia are not 
               mortgaged for a nutmeg.  I have an 
               ancient name that will bring you 
               preferment when your grandson is a 
               Wessex. Is she fertile?

                           SIR ROBERT
               She will breed. If she do not, send 
               her back.

                           WESSEX
               Is she obedient?

                           SIR ROBERT
               As any mule in Christendom. But if 
               you are the man to ride her, their 
               are rubies in the saddlebag.

                           WESSEX
               I like her.

     ANGLE ON WILL--WATCHING THE DANCING.

     Then he sees VIOLA in the crowd. He turns to blood.

     Love at first sight, no doubt about it. VIOLA has not seen 
     him. She is doing a daughter's duty among her parents' 
     friends. The guests form up to begin a changing-partners 
     dance (the very same one you get in every "ROMEO and JULIET").

                           WILL
                    (to Musician)
               By all the stars in heaven, who is 
               she?

                           MUSICIAN
               Viola de Lesseps. Dream on, Will.

     WILL leaves the bandstand and is moving trancelike to keep 
     her in view between the dancers and onlookers. VIOLA moves 
     through patterns of the dance until...as night follows day, 
     she finds WILL opposite her. He has insinuated himself into 
     the dance. VIOLA gasps.

                           VIOLA
               Master Shakespeare!

                                                       (CONTINUED)

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


     WILL reacts, surprised by her reaction. The dance separates 
     them. VIOLA finds herself opposite WESSEX.

                           WESSEX
               My lady Viola.

                           VIOLA
               My lord.

                           WESSEX
               I have spoken with your father.

                           VIOLA
               So my lord? I speak with him every 
               day.

     WESSEX scowls. The dance separates them. VIOLA finds herself 
     opposite WILL again. WILL stares at her entranced.

                           VIOLA (CONT'D)
               Good sir... ?

     WILL has lost his tongue.

                           VIOLA (CONT'D)
               I heard you are a poet.

     WILL nods in his trance and she smiles at him.

                           VIOLA (CONT'D)
               But a poet of no words?

     WILL tries to speak but the silver tongue won't work. He is 
     dumb with adoration. Suddenly WESSEX takes him affably by 
     the elbow and leads him into an alcove.

                           WESSEX
                    (smiling evilly)
               "Poet?"

                           WILL
                    (coming round form 
                    the anaesthetic and 
                    not noticing the 
                    danger)
               I was a poet till now, but I have 
               seen beauty that puts my poems at 
               one with the talking ravens at the 
               Tower.

     To his surprise he finds a lordly dagger at this throat.

                                                       (CONTINUED)

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


                           WILL (CONT'D)
                    (startled)
               How do I offend, my lord?

                           WESSEX
               By coveting my property.  I cannot 
               shed blood in her house but I will 
               cut your throat anon. You have a 
               name?

                           WILL
                    (gulps)
               Christopher Marlowe at your service.

     WESSEX shoves him through the nearest door.

     VIOLA'S eyes are searching the room for WILL. She finds WESSEX 
     smiling at her. She looks away.

     EXT. DE LESSEPS' GARDEN/VIOLA'S BALCONY. NIGHT

     There is a lighted window on the balcony. VIOLA, dressed for 
     bed, and the NURSE pass across the lighted space.

     WILL is in the garden. He sees her. The light in the room is 
     extinguished. WILL sighs. Then VIOLA comes out onto the 
     balcony in the moonlight. WILL gasps. He watches her.

     VIOLA sighs dreamily.

                           VIOLA
               Romeo, Romeo...  a young man of 
               Verona. A comedy. By William 
               Shakespeare.

     WILL reckons that's a good enough cue. He comes out of hiding, 
     and approaches the balcony.

                           WILL
                    (whispers)
               My lady!

                           VIOLA
                    (gasps)
               Who is there?

                           WILL
               Will Shakespeare!

     The NURSE calls "Madam!" from inside the room.

                           VIOLA
               Anon, good nurse. Anon.
                           (MORE)

                                                       (CONTINUED)

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


                           VIOLA (CONT'D)
                    (to WILL)
               Master Shakespeare?!

                           WILL
               The same, alas.

                           VIOLA
               Oh but why "alas?"

                           WILL
               A lowly player.

                           VIOLA
               Alas indeed, for I thought you the 
               highest poet of my esteem and a writer 
               of plays that capture my heart.

                           WILL
               Oh--I am him too!

     The NURSE calls again.

                           VIOLA
                    (to NURSE)
               Anon, anon!
                    (to WILL)
               I will come again.

     She goes inside for a moment.

                           WILL
                    (to himself)
               Oh, I am fortune's fool, I will be 
               punished for this!

     VIOLA returns. WILL comes forward again.

                           WILL (CONT'D)
               Oh my lady, my love!

                           VIOLA
               If they find you here they will kill 
               you.

                           WILL
               You can bring them with a word.

                           VIOLA
               Oh, not for the world!

     The NURSE calls her again: "Madam!"

                                                       (CONTINUED)

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


                           VIOLA (CONT'D)
               Anon, nurse!

     But she goes inside. WILL looks around and sees that there 
     is, as ever, a convenient tree. He starts to climb up toward 
     the balcony. When his head is nearly level, a soft figure 
     comes once more onto the balcony. WILL pops his head over 
     the parapet and is face to face with the NURSE. The NURSE 
     gives a yell. WILL falls out of the tree.

     EXT. DE LESSEPSES' HOUSE. NIGHT.

     Male voice shout to each other inside the house, candle flames 
     appear in different windows, the garden door is flung open, 
     revealing SIR ROBERT with candelabra in one hand and sword 
     in the other. By this time WILL is on top of the garden wall 
     and he drops safely out of sight. He could have written it 
     better.

     INT. WILL'S ROOM. DAWN.

     WILL is burning the midnight oil--literally and 
     metaphorically. His quill has already covered a dozen sheets. 
     He is inspired.

     INT. THE ROSE THEATRE. STAGE/AUDITORIUM. DAY.

     It is day one. THE COMPANY is on stage. PETER is passing 
     pages around a bunch of actors. JOHN, JAMES, and NOL are 
     looking through their pages.

                           JOHN
               "Draw if you be men!
                    (to JAMES)
               Gregory, remember thy washing blow."

                           NOL
               "Part, fools, put up your swords."

     WILL is going around pumping hands and slapping shoulders, 
     flushed with excitement. HENSLOWE is reading his pages, 
     worried. RALPH BASHFORD is next to him.

                           HENSLOWE
               It starts well, and then it's all 
               long-faced about some Rosaline. 
               Where's the comedy, Will. Where's 
               the dog?
                    (to RALPH)
               Do you think it is funny?

                           RALPH
               I was a Pirate King, now I'm a Nurse.
               That's funny.

                                                       (CONTINUED)

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


     WILL pulls HENSLOWE aside.

                           WILL
               We are at least six men short, and 
               those we have will be overparted, 
               ranters and stutterers who should be 
               sent back to the stews. My Romeo has 
               let me down. I see disaster.

                           HENSLOWE
               We are at least four acts short, 
               Will, if you are looking for disaster.

     WILL as notices a young scruffy thirteen-year-old actor, the 
     URCHIN we met before.

                           WILL
               Who are you, master?

                           URCHIN
               I am Ethel, sir, the Pirate's 
               daughter.

                           WILL
                    (furiously)
               I'll be damned if you are!

     And he helps the URCHIN off with a kick. The URCHIN glowers 
     with resentment. HENSLOWE finds himself face to face with 
     FENNYMAN.

                           FENNYMAN
               Is it going well?

                           HENSLOWE
               Very well.

                           FENNYMAN
               But nothing is happening.

                           HENSLOWE
               Yes, but very well.

                           WILL
                    (shouts)
               Gentlemen! Thank you! You are welcome.

                           FENNYMAN
               Who is that?

                           HENSLOWE
               Nobody. The author.

                                                       (CONTINUED)

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


                           WILL
               We are about to embark on a great 
               voyage.

                           HENSLOWE
               It is customary to make a little 
               speech on the first day. It does no 
               harm and authors like it.

                           WILL
               You want to know what parts you are 
               to receive. All will be settled as 
               we go--

     That's as far as he gets before there is a dramatic 
     interruption--the public entrance door is flung open and SIX 
     MEN make a loud entrance, headed by NED ALLEYN, the actor, 
     who is a handsome piratical figure with a big voice and a 
     big sword.

                           ALLEYN
               Huzzah! The Admiral's Men are returned 
               to the house!

     He gets various reactions. HENSLOWE and WILL shout his name 
     joyfully, some of the actors are friends with the new group 
     and behave accordingly, others know they are out of a job. 
     FENNYMAN recovers, or tries to.

                           FENNYMAN
               Who is this?

     ALLEYN slaps him aside with his sword.

                           ALLEYN
                    (roars)
               Silence, you god! I am Hieronimo!  I 
               am Tamburlaine! I am Faustus! I am 
               Barrabas, the Jew of Malta--of yes, 
               Master Will, and I am Henry VI. What 
               is the play, and what is my part?

     FENNYMAN is impressed.

                           FENNYMAN
               A moment, sir!

                           ALLEYN
                    (roars)
               Who are you?

                           FENNYMAN
                    (bleating)
               I am the money!

                                                       (CONTINUED)

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


                           ALLEYN
               Then you may remain so long as you 
               remain silent. Pay attention and you 
               will see how genius creates a legend.

                           FENNYMAN
                    (respectfully)
               Thank you, sir.

                           WILL
               We are in desperate want of a 
               Mercutio, Ned, a young nobleman of 
               Verona.

                           ALLEYN
               And the title of this piece?

                           WILL
               Mercutio.

                           HENSLOWE
               Is it?

                           ALLEYN
               I will play him!

     Half a dozen of the ADMIRAL'S MEN will be given roles in our 
     play and we meet them and identify them as WILL 
     enthusiastically shakes hands.

                           WILL
               Mr. Pope! Mr. Phillips!  Welcome, 
               George Bryan! James Armitage!
                    (and now greeting SAM 
                    GOSSE, the female 
                    star of the Admiral's 
                    Men)
               Sam! My pretty one! Are you ready to 
               fall in love again?

                           SAM
                    (hoarsely)
               I am, Master Shakespeare.

                           WILL
                    (concerned)
               But your Voice...
                    (he thrust a hand 
                    between SAM'S legs)
               Have they dropped?

                           SAM
                    (a girlie voice now)
               No, no, a touch of cold only.

                                                       (CONTINUED)

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


     We suspect he is lying but WILL has turned away.

                           WILL
               Master Henslowe, you have your actors.

     He leaves, passing by the humbled FENNYMAN.

                           FENNYMAN
               I saw his Tamburlaine, you know.  
               Wonderful.

                           WILL
               Yes, I saw it.

                           FENNYMAN
               Of course, it was mighty writing.
               There is no one like Marlowe.

     WILL is used to it. He goes.

     EXT. RIVERBANK. DAY.

     WILL arrives in a hurry at the wharfside, and looks vainly 
     in the direction of the DE LESSEPSES' house: no THOMAS.

     EXT. THE ROSE THEATRE. STAGE DOOR. DAY.

     WILL looks down the alley:--no THOMAS. He turns away. The 
     URCHIN, the short-lived Ethel, is sitting in the alley.

                           WILL
               Better fortune, boy.

                           URCHIN
                    (shrugs)
               I was in a play. They cut my head 
               off in Titus Andronicus. When I write 
               plays, they will be like Titus.

                           WILL
                    (pleased)
               You admire it?

     The URCHIN nods grimly.

                           URCHIN
               I like it when they cut heads off. 
               And the daughter mutilated with 
               knives.

                           WILL
               Oh. What is your name?

                                                       (CONTINUED)

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


                           URCHIN
               John Webster. Here, kitty, kitty.

     Because a stray cat is nearby. The cat show an interest.

     The URCHIN passes a white mouse to the cat and watches the 
     result with sober interest.

                           URCHIN (CONT'D)
               Plenty of blood. That is the only 
               writing.

     WILL backs away, unnerved by the boy.

                           URCHIN (CONT'D)
               Wait, you'll see the cat bites his 
               head off.

                           WILL
               I have to get back.

     INT. THE ROSE THEATRE. STAGE/AUDITORIUM. DAY.

     On stage... the actors carry their parts.

                           NOL AS BENVOLIO
               "See where he comes. So please you 
               step aside; I'll know his grievance 
               or be much denied."

                           MONTAGUE
               "I would thou wert so happy by thy 
               stay To hear true shrift. Come, madam, 
               let's away."

     Onstage "MONTAGUE" and "LADY MONTAGUE" make their exit.

     Offstage, WILL appears next to HENSLOWE.

                           WILL
               Cut round him for now.

                           HENSLOWE
                    (not understanding)
               What? Who?

                           WILL
               Romeo.

                           HENSLOWE
               The one who came with your letter?

                           WILL
               What?

                                                       (CONTINUED)

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


                           NOL AS BENVOLIO (O.S.)
               "Good morrow, cousin."

                           VIOLA AS ROMEO (O.S.)
               "Is the day so young?"

     The voice is THOMAS'S. WILL turns back to the stage and sees 
     him. Today THOMAS has a wig as well as his small mustache.

                           NOL AS BENVOLIO
               "But new struck nine."

                           VIOLA AS ROMEO
               "Ay me, sad hours seem long. Was 
               that my father that went hence so 
               fast?"

                           NOL AS BENVOLIO
               "It was. What sadness lengthens 
               Romeo's hours?"

                           VIOLA AS ROMEO
               "Not having that which, having, makes 
               them short."

                           WILL
               Good.

                           NOL AS BENVOLIO
               "In love?"

                           VIOLA AS ROMEO
               "Out."

                           NOL AS BENVOLIO
               "Of love?"

                           VIOLA AS ROMEO
               "Out of her favour where I am in 
               love."

                           WILL
                    (interrupting)
               No, no, no...Don't spend it all at 
               once!

     The rehearsal stops.

                           VIOLA AS THOMAS
               Yes, sir.

                           WILL
               Do you understand me?

                                                       (CONTINUED)

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


                           VIOLA AS THOMAS
               No, sir.

                           WILL
               He is speaking about a baggage we 
               never even meet! What will be left 
               in your purse when he meets his 
               Juliet?

                           HENSLOWE
               Juliet? You mean Ethel.

                           WILL
                    (rounding on him)
               God's teeth, am I to suffer this 
               constant stream of interruption?!
                    (to THOMAS)
               What will you do in Act Two when he 
               meets the love of his life?

                           VIOLA AS THOMAS
                    (timidly--looking 
                    through his few sheets 
                    of paper)
               I am very sorry, sir, I have not 
               seen Act Two.

                           WILL
               Of course you have not! I have not 
               written it!

     Alone in the auditorium, FENNYMAN looks and listens, 
     fascinated. So this is theatre!

                           WILL (CONT'D)
               Go once more!

     NED ALLEYN comes out of the wings, frowning over his 
     manuscript.

                           ALLEYN
               Will...Where is Mercutio?

                           WILL
                    (tapping his forehead)
               Locked safe in here. I leave the 
               scene in your safe keeping, Ned, I 
               have a sonnet to write.

     WILL moves back into the wings where HENSLOWE is looking 
     anxious.

                           HENSLOWE
               A sonnet? You mean a play.

                                                       (CONTINUED)

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


     WILL moves on, ignoring him. As he goes, we see that VIOLA 
     is love-struck by him, a riot in the heart.

     INT. DE LESSEPSES' HOUSE. STAIRCASE. DAY.

     VIOLA still dressed as THOMAS, sonnet in hand, runs up the 
     stairs to her room. From the other end of the house WESSEX 
     can be heard ranting.

     INT. DE LESSEPSES' HOUSE. HALL. NIGHT.

     LORD WESSEX is being kept waiting. The NURSE is bearing the 
     brunt of his impatience.

                           WESSEX
               Two hours at prayer!

                           NURSE
               Lady Viola is pious, my lord.

                           WESSEX
               Piety is for Sunday! And two hours 
               at prayer is not piety, it is self- 
               importance!

                           NURSE
               It would be better that you return 
               tomorrow, my lord.

                           WESSEX
               It would be better that you tell her 
               to get off her knees and show some 
               civility to her six-day lord and 
               master.

     VIOLA opens the door. She has changed hurriedly--too 
     hurriedly: the effect of her glorious hair falling to her 
     bare shoulders is spoiled by her mustache. Fortunately, the 
     NURSE spots her before WESSEX does and by coming forward to 
     greet her, the NURSE manages to shield Viola from view, 
     communicate the problem, and announce WESSEX'S presence, so 
     that by the time the NURSE has passed by VIOLA and let herself 
     out of the room, the moustache has disappeared.

                           WESSEX (CONT'D)
               My lady VIOLA.

                           VIOLA
               Lord Wessex. You have been waiting.

                           WESSEX
               I am aware of it, but it is beauty's 
               privilege.

                                                       (CONTINUED)

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


                           VIOLA
               You flatter, my lord.

                           WESSEX
               No. I have spoken to the Queen.
                    (pause)
               Her majesty's consent is requisite 
               when a Wessex takes a wife, and once 
               gained, her consent is her command.

                           VIOLA
               Do you intend to marry, my lord?

                           WESSEX
               Your father should keep you better 
               informed. He has bought me for you.  
               He returns from his estates to see 
               us married two weeks from Saturday.
                    (pause)
               You are allowed to show your pleasure.

                           VIOLA
               I do not love you, my lord.

                           WESSEX
               How your mind hops about! Your father 
               was a shopkeeper, your children will 
               bear arms, and I will recover my 
               fortune. That is the only matter 
               under discussion today. You will 
               like Virginia.

                           VIOLA
               Virginia?!

                           WESSEX
               Why, yes!  My fortune lies in my 
               plantations. The tobacco weed. I 
               need four thousand pounds to fit out 
               a ship and put my investments to 
               work--I fancy tobacco has a future. 
               We will not stay there long, three 
               or four years...

                           VIOLA
               But why me?

                           WESSEX
               It was your eyes. No, your lips.

     He kisses her with more passion than ceremony. VIOLA recoils, 
     and slaps him.

                                                       (CONTINUED)

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


                           WESSEX (CONT'D)
               Will you defy your father and your 
               Queen?

                           VIOLA
               The Queen has consented?

                           WESSEX
               She wants to inspect you. At 
               Greenwich, come Sunday. Be submissive, 
               modest, grateful and brief.

                           VIOLA
                    (forced to submit)
               I will do my duty, my lord.

     INT. DE LESSEPSES' HOUSE. VIOLA'S BEDROOM. NIGHT.

     She is writing to WILL. His letter-poem is on her table.

     We can read part of it. "Shall I compare thee to a summer's 
     day..."

     Now we see what VIOLA is writing.

     INSERT: "Master Will, poet dearest to my heart, I beseech 
     you, banish me from yours--I am to marry Lord Wessex--a 
     daughter's duty... "

     She sheds a romantic, unhappy tear.

     INT. THE ROSE THEATRE. STAGE. DAY.

     SAM is now "JULIET." The play has evidently reached Act I 
     Scene 5. We are witnessing the meeting of "ROMEO" and "JULIET" 
     in a simplified version of the changing-partners dance we 
     saw at VIOLA'S house. NED ALLEYN is in charge.

                           ALLEYN
               Gentlemen upstage, ladies downstage!

     The dance goes wrong. It is THOMAS'S fault.

                           ALLEYN (CONT'D)
                    (furious)
               Gentlemen upstage! Ladies downstage!  
               Are you a lady, Mr. Kent?

     THOMAS mutters a blushing apology. WILL arrives the 
     bystanders, clutching fresh pages. He gives these to PETER. 
     NED ALLEYN sees him and comes over to start an argument.

                                                       (CONTINUED)

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


                           WILL
                    (preempting)
               You did not like the speech?

                           ALLEYN
               The speech is excellent.
                    (he does the first 
                    line impressively)
               "Oh, then I see Queen Mab hath been 
               with you!" Excellent and a good 
               length. But then he disappears for 
               the length of a bible.

     WILL points significantly at the pages he has given PETER.

                           WILL
               There you have his duel, a skirmish 
               of words and swords such as I never 
               wrote, nor anyone. He dies with such 
               passion and poetry as your ever heard:
               "a plague on both your houses!"

     NED nods satisfied and turns back to work. Then he turns 
     back.

                           ALLEYN
               He dies?

     But the author has escaped.

     INT. THE ROSE THEATRE. WRITER'S CORNER. DAY.

     Up aloft, WILL has a Writer's Corner where he settle down to 
     work.  We see his private superstition: he spins round in a 
     circle, rubs his hands together, and spits on the floor. 
     That done, he picks up his pen.

     EXT. STREET. NIGHT.

     WILL is charging down a narrow alley, and bumps into BURBAGE 
     who is emerging from the door of a tavern.

                           BURBAGE
               Will!

     WILL is in too much of a hurry to stop. BURBAGE calls after 
     him.

                           BURBAGE (CONT'D)
               And where are my pages...

     WILL hurries on.

                                                       (CONTINUED)

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


     EXT. RIVERBANK. DUSK.

     VIOLA as THOMAS is being rowed across the river. From behind, 
     in the direction of Bankside, "he" hears shouting.

                           WILL
                    (O.S. shouting)
               Did you give her my letter?

     VIOLA as THOMAS turns to see WILL some way behind, following 
     in another boat. She takes a letter from her coat and holds 
     it aloft.

                           VIOLA AS THOMAS
                    (calling)
               And this for you.

     EXT. THE RIVER. VIOLA'S BOAT. NIGHT.

     WILL has climbed aboard VIOLA'S boat and is tearing open the 
     letter. What he reads causes him great pain. He collapses 
     into the stern seat next to VIOLA.

                           WILL
               Oh, Thomas! She has cut my strings! 
               I am unmanned, unmended, and unmade, 
               like a puppet in a box.

                           BOATMAN
               Writer, is he?

     WILL turns on him savagely.

                           WILL
               Row your boat.

     EXT. THE RIVER. VIOLA'S BOAT. NIGHT.

     WILL turns back to VIOLA. They have their conversation 
     intimately, disregarding the lack of intimacy. The BOATMAN 
     is hardly an arm's length away, but they ignore him.

                           WILL (CONT'D)
               She tells me to keep away. She is to 
               marry Lord Wessex. What should I do?

                           VIOLA AS THOMAS
               If you love her, you must do what 
               she asks.

                           WILL
               And break her heart and mine?

                                                       (CONTINUED)

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


                           VIOLA AS THOMAS
               It is only ours you can know.

                           WILL
               She loves me, Thomas!

                           VIOLA AS THOMAS
               Does she say so?

                           WILL
               No. And yet she does where the ink 
               has run with tears. Was she weeping 
               when she gave you this?

                           VIOLA AS THOMAS
               I ... Her letter came to me by the 
               nurse.

                           WILL
               Your aunt?

                           VIOLA AS THOMAS
                    (catching up)
               Yes, my aunt. But perhaps she wept a 
               little. Tell me how you love her, 
               Will.

                           WILL
               Like a sickness and its cure together.

                           VIOLA AS THOMAS
               Yes, like rain and sun, like cold 
               and heat.
                    (collecting herself)
               Is your lady beautiful?  Since I 
               came to visit from the country, I 
               have not seen her close. Tell me, is 
               she beautiful?

                           WILL
               Oh, if I could write the beauty of 
               her eyes! I was born to look in them 
               and know myself.

     He is looking into VIOLA'S eyes. She holds his look, but 
     WILL belies his words.

                           VIOLA AS THOMAS
               And her lips?

                           WILL
               Oh, Thomas, her lips! The early 
               morning rose would wither on the 
               branch, if it could feel envy!

                                                       (CONTINUED)

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


                           VIOLA AS THOMAS
               And her voice? Like lark song?

                           WILL
               Deeper. Softer. None of your 
               twittering larks!  I would banish 
               nightingales from her garden before 
               they interrupt her song.

                           VIOLA AS THOMAS
               She sings too?

                           WILL
               Constantly. Without doubt. And plays 
               the lute, she has a natural ear. And 
               her bosom--did I mention her bosom?

                           VIOLA AS THOMAS
                    (glinting)
               What of her bosom?

                           WILL
               Oh Thomas, a pair of pippins! As 
               round and rare as golden apples!

                           VIOLA AS THOMAS
               I think the lady is wise to keep 
               your love at a distance. For what 
               lady could live up to it close to, 
               when her eyes and lips and voice may 
               be no more beautiful than mine?  
               Besides, can a lady born to wealth 
               and noble marriage love happily with 
               a Bankside poet and player?

                           WILL
                    (fervently)
               Yes, by God! Love knows nothing of 
               rank or riverbank!  It will spark 
               between a queen and the poor vagabond 
               who plays the king, and their love 
               should be minded by each, for love 
               denied blights the soul we owe to 
               God!  So tell my lady, William 
               Shakespeare waits for her in the 
               garden!

                           VIOLA AS THOMAS
               But what of Lord Wessex?

                           WILL
               For one kiss, I would defy a thousand 
               Wessexes!

                                                       (CONTINUED)

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


     The boat scrapes on the jetty of the DE LESSEPSES' house.

     The bump throws THOMAS into WILL'S arms. He holds her round 
     the shoulders. His words have almost unmasked her.

     The closeness does the rest. She kisses him on the mouth and 
     jumps out of the boat.

                           VIOLA
               Oh, Will!

     She throws a coin to the BOATMAN and runs towards the house.

                           BOATMAN
               Thank you, my lady!

                           WILL
                    (stunned)
               Lady?

                           BOATMAN
               Viola De Lesseps.  Known her since 
               she was this high. Wouldn't deceive 
               a child.

     WILL gets out of the boat.

                           BOATMAN (CONT'D)
                    (reaching under his 
                    seat)
               Strangely enough, I'm a bit of a 
               writer myself.

     The BOATMAN produces his memoirs in manuscript.

                           BOATMAN (CONT'D)
               It wouldn't take you long to read 
               it, I expect you know all the 
               booksellers...

     But WILL has gone.

     EXT. DE LESSEPSES' GARDEN. NIGHT.

     WILL drops over the wall into the garden and without 
     hesitation starts climbing up to her balcony.

     INT. DE LESSEPSES' HOUSE. VIOLA'S BEDROOM. NIGHT.

     WILL comes in through the window, just as VIOLA enters by 
     the door. They stare at each other across the room.

                           WILL
               Can you love a fool?

                                                       (CONTINUED)

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


                           VIOLA
               Can you love a player?

     They run together and fall into a passionate kiss.

                           WILL
                    (springs back)
               Wait! You are still a maid and perhaps 
               as mistook in me as I was mistook in 
               Thomas Kent.

                           VIOLA
               Answer me only this: are you the 
               author of the plays of William 
               Shakespeare?

                           WILL
               I am.

                           VIOLA
               Then kiss me again for I am not 
               mistook.

     They run together and fall into a passionate kiss. VIOLA 
     fumbles with his clothing, he with hers.

                           VIOLA (CONT'D)
               I do not know how to undress a man.

                           WILL
               It is strange to me, too.

     INT. DE LESSEPSES' HOUSE. OUTSIDE VIOLA'S BEDROOM. NIGHT.

     The NURSE has come to listen. She puts her ear against the 
     door. Because she hears muffled voices, she looks startled.

     INT. DE LESSEPSES' HOUSE. VIOLA'S BEDROOM. NIGHT.

     WILL is half-naked. VIOLA is down to her petticoat, and 
     chemise. The petticoat comes away. WILL flings it aside.

     He takes off her chemise. He is startled to find that she is 
     tightly bandaged round the bosom. WILL finds the loose end 
     and spins her naked.

     INT. DE LESSEPSES' HOUSE. OUTSIDE VIOLA'S BEDROOM. NIGHT.

     The NURSE, drags a chair--a rocker--outside the bedroom door, 
     and takes up her position. She sits down, keeping guard. 
     Pretty soon there comes the regular creak of VIOLA'S bed. 
     The NURSE fans herself furiously with her little lacy fan. 
     She crosses herself. A CHAMBERMAID comes along the gallery 
     outside the bedroom door. She is dusting her way along. The

                                                       (CONTINUED)

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


     CHAMBERMAID becomes aware of the regular creaking. She pauses. 
     The NURSE begins to rock in her chair, keeping time with the 
     creaking from within. The CHAMBERMAID stares at the NURSE. 
     The NURSE stares at the CHAMBERMAID.

                           NURSE
               Go to, go to.

     INT. DE LESSEPSES' HOUSE. VIOLA'S BEDROOM. NIGHT

     WILL and VIOLA have finished making love, and lie in each 
     other's arms.

                           VIOLA
               I would not have thought it. There 
               is something better than a play.

                           WILL
               There is.

                           VIOLA
               Even your play.

                           WILL
                    (frowns)
               Oh.

                           VIOLA
               And that was only my first try.

                           WILL
               Well perhaps better than my first.
                    (he kisses her again)

     EXT. DE LESSEPSES' HOUSE. DAWN.

     Dawn is breaking. The sun lacing the severing clouds with 
     envious streaks.

     INT. DE LESSEPSES' HOUSE. OUTSIDE VIOLA'S BEDROOM. DAWN

     The NURSE has fallen asleep in her rocking chair.

     INT. DE LESSEPSES' HOUSE. VIOLA'S BEDROOM. DAWN.

     A rooster crows at some distance. VIOLA and WILL are in bed. 
     She stirs drowsily. VIOLA, coming awake, speaks his name and 
     he kisses her.

                           VIOLA
               Will.

     Then he starts to get out of bed.

                                                       (CONTINUED)

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


                           VIOLA (CONT'D)
               You would not leave me?

                           WILL
               I must. Look--how pale the window.

                           VIOLA
                    (pulling him down)
               Moonlight!

                           WILL
               No, the morning rooster woke me.

                           VIOLA
               It was the owl--come to bed.

     She is winning. She kisses him and pulls the bedclothes around 
     them.

                           WILL
                    (giving in)
               Oh, let Henslowe wait.

                           VIOLA
                    (pausing, pushing him 
                    away)
               Mr. Henslowe?

                           WILL
                    (persisting)
               Let him be damned for his pages!

                           VIOLA
               Oh--no, no!

                           WILL
                    (kissing her)
               There is time. It is still dark.

                           VIOLA
               It is broad day!
                    (the rooster crows 
                    again)
               The rooster tells us so!

                           WILL
               It was the owl. Believe me, love, it 
               was the owl.

     He kisses her and starts to make love to her again. VIOLA 
     gives him a shove which pushes him onto the floor. She sits 
     up and pulls on her gown.

                                                       (CONTINUED)

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


                           VIOLA
               You would leave us players without a 
               scene to read today?!

     There's a knock at the door.

     INT. DE LESSEPSES' HOUSE. CORRIDOR OUTSIDE VIOLA'S 
     BEDROOM/VIOLA'S BEDROOM. DAWN.

     The NURSE is knocking. VIOLA comes to the door.

                           NURSE
               My lady, the house is stirring, it 
               is a new day.

     VIOLA looks beautified by the hours that have passed.

                           VIOLA
               It is a new world!

     INT. THE ROSE THEATRE. STAGE/AUDITORIUM. DAY.

     The cut is to the middle of a rehearsal. We are coming up to 
     the moment when "ROMEO" and "JULIET" kiss for the first time 
     (Act I Scene V) NED ALLEYN is in charge but WILL is watching. 
     His life has turned perfect.

                           VIOLA AS ROMEO
               "...Have not saints lips, and holy 
               palmers too?"

                           SAM AS JULIET
               "Ay pilgrim, lips that they must use 
               in prayer."

                           VIOLA AS ROMEO
               "Oh then, dear saint, let lips do 
               what hands to: They pray: grant thou, 
               lest faith turn to despair."

     WILL is in her eye-line. Her eyes flash an intimate secret 
     look to him.

                           SAM AS JULIET
               "Saints do not move, though grant 
               for prayer's sake."

     And VIOLA misses her cue as a result.

                           SAM
                    (prompting her)
               It's you.

                                                       (CONTINUED)

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


                           ALLEYN
                    (roars)
               Suffering cats!

     VIOLA guiltily picks up her line.

                           VIOLA AS ROMEO
               "Then move not, while my prayer's 
               effect I take."

     In character, VIOLA kisses SAM, demurely, but apparently not 
     demurely enough for WILL, who gives a twitch.

                           VIOLA AS ROMEO(CONT'D) (CONT'D)
               "Thus from my lips, by thine, my sin 
               is purg'd."

                           SAM AS JULIET
               "Then have my lips the sin that they 
               have took."

                           VIOLA AS ROMEO
               "Sin from my lips? Oh trespass sweetly 
               urg'd. Give me my sin again."

     VIOLA kisses SAM again. WILL gives a major twitch, which in 
     fact catapults his body onto the stage. Everybody looks at 
     him in surprise.

                           WILL
               Yes...yes...er...not quite right...it 
               is more... Let me...
                    (as JULIET)
               "Then have my lips the sin that they 
               have took."

                           VIOLA AS ROMEO
               "Sin from my lips? Oh trespass sweetly 
               urg'd. Give me my sin again."

     VIOLA kisses WILL. They lose themselves for a fraction of a 
     moment. As VIOLA withdraws her lips, WILL'S lips are going 
     for it again.

                           VIOLA AS ROMEO (CONT'D)
               "You kiss by th' book."

                           ALLEYN
                    (to Will, sarcastically)
               Well! It was lucky you were here! 
               Why do not I write the rest of your 
               play while you--

                                                       (CONTINUED)

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


                           WILL
                    (apologising, 
                    retreating)
               Yes, yes...continue. Now the Nurse.  
               Where is Ralph?

     RALPH has been ready and waiting.

                           RALPH AS NURSE
               "Madam, your mother craves a word 
               with you."

                           VIOLA AS ROMEO
               "What is her mother?"

                           RALPH AS NURSE
               "Marry bachelor, Her mother is the 
               lady of the house..."

     WILL has retreated to...

     INT. THE ROSE THEATRE. BACKSTAGE. DAY.

     He is behind the curtain now.

                           RALPH AS NURSE (O.S.) (CONT'D)
               "...And a good lady, and wise and 
               virtuous. I nurse her daughter that 
               you talk'd withal..."

     During RALPH'S lines (which are continuous) WILL stands in 
     the shadow behind the curtain, alone, agitated.

     INT. THE ROSE THEATRE. STAGE. DAY.

                           RALPH AS NURSE (CONT'D)
               "I tell you, he that can lay hold of 
               her...
                    (he makes the money 
                    sign)
               Shall have the chinks."

                           VIOLA AS ROMEO
               "Is she a Capulet? Oh dear account. 
               My life is my foe's debt."

     NOL, AS "BENVOLIO," at a party, carrying a goblet, tipsy, 
     enters the scene.

                           NOL AS BENVOLIO
                    (to ROMEO)
               "Away, be gone, the sport is at best."

                                                       (CONTINUED)

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


     VIOLA, about to make her exit, has her hand holding the 
     curtain at the gap.

     INT. THE ROSE THEATRE. BEHIND THE CURTAIN. DAY.

     WILL is kissing her hand.

     INT. THE ROSE THEATRE. STAGE. DAY.

                           VIOLA AS ROMEO
               "Ay, so I fear; the more is my 
               unrest."

     INT. THE ROSE THEATRE. BEHIND THE CURTAIN. DAY.

     VIOLA comes through the curtain. WILL and VIOLA kiss, 
     dangerously--they are in a narrow space, hidden from the 
     general backstage area.

                           SAM AS JULIET (O.S.)
               "Come hither nurse. What is yond 
               gentleman?"

                           VIOLA
                    (to Will)
               Oh let it be night!

     INT. THE ROSE THEATRE. STAGE. DAY.

                           RALPH AS NURSE
               "I know not."

                           SAM AS JULIET
               "Go ask his name--If he be married, 
               My grave is like to be my wedding 
               bed."

     INT. THE ROSE THEATRE. BEHIND THE CURTAIN. DAY.

     "JULIET'S" line bits WILL between the eyes. WILL pulls away.

                           VIOLA
               Oh, do not go!

                           WILL
               I must. I must!

     INT. THE ROSE THEATRE. BACKSTAGE. DAY.

     As WILL races up the ladder to his writer's corner, the 
     rehearsal can be heard continuing.

                                                       (CONTINUED)

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


                           RALPH AS NURSE (O.S.)
               "His name is Romeo, and a Montague, 
               The only son of your great enemy."

                           ALLEYN (O.S.)
                    (roaring from the 
                    audience)
               Terrible!

     INT. THE ROSE THEATRE. WRITER'S CORNER. DAY.

     WILL arrives at the top of the building in his writer's 
     corner. He spins around once in a circle, rubs his hands 
     together and spits on the floor. His manuscript is all over 
     the table.

     We take a peak at the lines he has already written.

     INSERT MANUSCRIPT: "But soft, what light through yonder window 
     breaks? It is the east and Juliet is the sun."

     VIOLA'S VOICE OVER speaks the line.

                           VIOLA (V.O.)
               "But soft, what light through yonder 
               window breaks? It is the east and 
               Juliet is the sun!"

     INT. DE LESSEPSES' HOUSE. VIOLA'S BEDROOM. EVENING.

                           VIOLA (CONT'D)
                    (reading)
               "Arise fair sun and kill the envious 
               moon, Who is already sick and pale 
               with grief, That thou her maid art 
               far more fair than she..."

     VIOLA is in bed, reading the lines from the manuscript page. 
     WILL is in bed with her, reading with her.

                           VIOLA (CONT'D)
               Oh, Will!

                           WILL
               Yes, some of it is speakable.

     She has to speak through WILL'S kisses, he is nibbling at 
     her neck and shoulders and she has to bat him away with the 
     pages.

                           VIOLA
                    (continuing reading)
               "It is my lady, O it is my love! O 
               that she knew she were!"

                                                       (CONTINUED)

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


     INT. THE ROSE THEATRE. STAGE. DAY.

     VIOLA continues the speech, edge-to-edge, now in rehearsal, 
     with SAM as "JULIET" sighing on the balcony above her.

                           VIOLA AS ROMEO
               "The brightness of her cheek would 
               shame those stars As daylight doth a 
               lamp. Her eyes in heaven Would through 
               the airy region stream so bright 
               That birds would sing and think it 
               were not night. See how she leans 
               her cheek upon her hand. O that I 
               were a glove upon that hand, That I 
               might touch that cheek."

                           SAM AS JULIET
                    (above)
               "Ay me."

                           VIOLA AS ROMEO
               "She speaks.  Oh speak again bright 
               angel..."

     We have abandoned real time. The scene continues 

     CROSS CUT BETWEEN THE STAGE AND VIOLA'S BED.

     INT. DE LESSEPSES' HOUSE. VIOLA'S BEDROOM. EVENING.

                           WILL
                    (reading through 
                    VIOLA'S kisses)
               "Oh Romeo, Romeo, wherefore art thou 
               Romeo? Deny thy father and refuse 
               thy name."

     INT. THE ROSE THEATRE. STAGE. DAY

                           SAM AS JULIET
               "Or if thou wilt not, be but sworn 
               my love And I'll no longer be a 
               Capulet."

                           VIOLA AS ROMEO
                    (below)
               "Shall I hear more or shall I speak 
               at this?"

     INT. DE LESSEPSES' HOUSE. VIOLA'S BEDROOM. NIGHT.

     WILL and VIOLA in bed.

                                                       (CONTINUED)

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


                           WILL
               "What man art thou that thus 
               bescreen'd in night So stumblest on 
               my counsel?"

     INT. THE ROSE THEATRE. STAGE/AUDITORIUM. NIGHT.

     It's become late and the rehearsal is continuing by 
     torchlight.

                           VIOLA AS ROMEO
               "...By a name I know not how to tell 
               thee who I am: My name, dear saint, 
               is hateful to myself Because it is 
               an enemy to thee..."

     We see that a group of the other actors have drifted "out 
     front," drawn by the scene. FENNYMAN is there entranced.

     Clearly, this stuff is a cut above the normal.

     INT. DE LESSEPSES' HOUSE. VIOLA'S BEDROOM. NIGHT

     WILL, undressed, strides around the room, feeding "JULIET'S" 
     lines to VIOLA in bed.

                           WILL
               "The orchard walls are high and hard 
               to climb, And the place death, 
               considering who thou art, If any of 
               my kinsmen find thee here. If they 
               do see thee, they will murder thee."

     INT. THE ROSE THEATRE. STAGE. NIGHT.

                           VIOLA AS ROMEO
               "Alack, there lies more peril in 
               thine eye, Than twenty of their 
               swords! Look thou but sweet, And I 
               am proof against their enmity."

                           SAM AS JULIET
               "I would not for the world!"

                           VIOLA AS ROMEO
               "I have night's cloak to hide me 
               from their eyes; And but thou love 
               me, let them find me here."

     INT. DE LESSEPSES' HOUSE. VIOLA'S BEDROOM. NIGHT.

     WILL and VIOLA are both out of bed, halfway though dressing. 
     Still rehearsing.

                                                       (CONTINUED)

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


                           WILL
               "Good night, good night. As sweet 
               repose and rest Come to thy heart as 
               that within my breast. O wilt thou 
               leave me so unsatisfied?"

                           VIOLA
               That's my line!

                           WILL
               Oh, but it is mine too!

     INT. THE ROSE THEATRE. STAGE. NIGHT.

                           VIOLA AS ROMEO
               "O wilt thou leave me so unsatisfied?"

                           SAM AS JULIET
               "What satisfaction can'st thou have 
               tonight?"

                           VIOLA AS ROMEO
               "The exchange of thy love's faithful 
               vow for mine."

     INT. DE LESSEPSES' HOUSE. VIOLA'S BEDROOM. NIGHT.

     WILL and VIOLA are back on the bed, kissing and making love.

                           WILL
               "My bounty is as boundless as the 
               sea, My love as deep:

                           VIOLA AND WILL
                    (continuing the speech 
                    with him)
               the more I give to thee The more I 
               have, for both are infinite."

     Outside the NURSE is knocking on the door and calling.

     INT. THE ROSE THEATRE. STAGE. DAY.

                           SAM AS JULIET
               "I hear some noise within. Dear love, 
               adieu."

     RALPH, the Nurse, call's "JULIET!" off stage.

                                                       (CONTINUED)

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


     INT. DE LESSEPSES' HOUSE. VIOLA'S BEDROOM. NIGHT

                           VIOLA
                    (calling to the NURSE 
                    who is outside)
               Anon, good Nurse!

     INT. DE LESSEPSES' HOUSE. OUTSIDE VIOLA'S BEDROOM. NIGHT.

     The NURSE listens at the door.

     INT. THE ROSE THEATRE. STAGE. DAY.

                           SAM AS JULIET
               "Anon, good Nurse--Sweet Montague be 
               true."

     INT. DE LESSEPSES' HOUSE. VIOLA'S BEDROOM. NIGHT.

                           WILL
               "Stay but a little, I will come 
               again."

     VIOLA slaps him playfully for his vulgarity, and then kisses 
     him.

     INT. THE ROSE THEATRE. STAGE. DAY.

                           SAM AS JULIET
               "Stay but a little, I will come 
               again."

     SAM leaves the balcony through the curtain.

                           VIOLA AS ROMEO
               "Oh blessed blessed night."

     INT. DE LESSEPSES' HOUSE. VIOLA'S BEDROOM. NIGHT.

     It is night. They have just made love. Suddenly it is very 
     still.

                           VIOLA
                    (almost to herself)
               "I am feared, Being in night, all 
               this but a dream, Too flattering- 
               sweet to be substantial."

     INT. THE ROSE THEATRE. BACKSTAGE. DAY.

     Onstage, the scene continues. Backstage NED ALLEYN is working 
     his way upstairs. He passes by RALPH (the Nurse) who has a 
     couple of words "off," as it were, in "JULIET'S" chamber.

                                                       (CONTINUED)

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


                           SAM AS JULIET (O.S.)
               "...All my fortunes at thy foot I'll 
               lay, And follow thee my lord 
               throughout the world."

                           RALPH AS NURSE
               "Madam!"

                           SAM AS JULIET (O.S.)
               "I come, anon--But if thou meanest 
               not well, I do beseech thee--"

                           RALPH AS NURSE
               "Madam!"

                           SAM AS JULIET (O.S.)
               "By and by I come to cease thy strife 
               and leave me to my grief. A thousand 
               times good night!"

     SAM exits (i.e. enters to us) through the curtain.

                           SAM
                    (to NED)
               I cannot move in this dress!  and it 
               makes me look like a pig! I have no 
               neck in this pig dress!
                    (and then hearing his 
                    cue from "ROMEO")
               Oh, she's off again! She says she's 
               going and then she doesn't!

     INT. THE ROSE THEATRE. WRITER'S CORNER. DAY.

     NED is arriving. WILL is busy writing. PETER is there, holding 
     the pages WILL has completed, and waiting for WILL to finish 
     his page. PETER is reading his pages. WILL sees NED arrive. 
     He gives his page to PETER.

                           WILL
                    (to PETER)
               How is it?

                           PETER
                    (shrugs)
               It's all right.

     Typical!, says WILL'S face. Peter departs, leaving the field 
     to NED. WILL braces himself.

                           WILL
               Ned...I know...I know...

                                                       (CONTINUED)

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


                           ALLEYN
               It's good.

                           WILL
               Oh.

                           ALLEYN
               The title won't do.

                           WILL
               Ah.

                           ALLEYN
               Romeo and Juliet--just a suggestion.

                           WILL
               Thank you, Ned.

     The whole exchange is in ironic code, between old soldiers. 
     NED nods curtly and turns to descend.

                           WILL (CONT'D)
               You are a gentleman.

                           ALLEYN
               And you are a Warwickshire shit-house.

     INT. THE ROSE THEATRE. STAGE/AUDITORIUM. DAY.

     PETER is just handing the pages HENSLOWE in the auditorium. 
     HENSLOWE has acquired a performing dog. The dog does 
     somersaults tirelessly. As PETER hands over the pages, he 
     shakes his head.

                           HENSLOWE
                    (in disbelief)
               You mean, no dog of any kind?

     FENNYMAN, the born-again theatre groupie shushes HENSLOWE 
     and looks daggers at him.

                           PETER
                    (to HENSLOWE)
               The Friar married them in secret, 
               then Ned gets into a fight with one 
               of the Capulets, Romeo tries to stop 
               them, he gets in Ned's way, I mean 
               in Mercutio's way, so Tybalt kills 
               Mercutio and then Romeo kills Tybalt.  
               Then the Prince banishes him from 
               Verona.

                                                       (CONTINUED)

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


                           HENSLOWE
                    (much relieved)
               That must be when he goes on the 
               voyage and gets shipwrecked on the 
               island of the Pirate King.

     FENNYMAN can't bear it. He storms over. Kicks the dog, roars 
     at HENSLOWE.

                           FENNYMAN
               Cease your prattling! Get out!
                    (to the stage where 
                    the action has paused)
               A thousand apologies!

                           SAM AS JULIET
               "Good night, good night. Parting is 
               such sweet sorrow That I shall say 
               good night till it be morrow."

     INT. DE LESSEPSES' HOUSE. VIOLA'S BEDROOM. MORNING.

     A sunbeam wakes the lovers. Sunday morning. Church bells.

     VIOLA wakes with a start. Something is bothering her, she 
     can't think what. WILL calms her.

                           WILL
               Sunday...it is Sunday.

     He brings her back down to the pillow.

                           WILL (CONT'D)
               I found something in my sleep. The 
               Friar who married them will take up 
               their destinies.

                           VIOLA
               Oh, but it will end well for love?

                           WILL
               In heaven, perhaps. It is not a comedy 
               I am writing now. A broad river 
               divides my lovers--family, duty, 
               fate--as unchangeable as nature.

                           VIOLA
                    (sobered)
               Yes, this is not life, Will. This is 
               a stolen season.

     Suddenly there is a great racket heard from downstairs...a 
     man shouting.

                                                       (CONTINUED)

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


                           WESSEX (O.S.)
               Not ready? Where is she?

                           NURSE (O.S.)
               Be patient, my lord, she is dressing.

                           WESSEX (O.S.)
               Will you ask Her Majesty to be 
               patient?!

     VIOLA remembers. She jumps up and gives a cry.

                           VIOLA
               Sunday! Greenwich!

     INT. DE LESSEPSES' HOUSE. OUTSIDE VIOLA'S BEDROOM. MORNING.

     The NURSE is barring the stairs to WESSEX.

                           WESSEX
               Now, pay attention, Nursey.  The 
               Queen, Gloriana Regina, God's Chosen 
               Vessel, the Radiant One, who shines 
               her light on us, is at Greenwich 
               today, and prepared, during the 
               evening's festivities, to bestow her 
               gracious favour on my choice of wife--
               and if we're late for lunch, the old 
               boot will not forgive. So you get 
               you to my lady's chamber and produce 
               her with or without her undergarments.

     INT. DE LESSEPSES' HOUSE. VIOLA'S BEDROOM. MORNING.

     VIOLA has her dress on and is putting on her shoes. WILL, in 
     his underwear is in mid-argument.

                           WILL
               You cannot! Not for the Queen herself!

                           VIOLA
               What will you have me do? Marry you 
               instead?

                           WILL
                    (brought up short)
               To be the wife of a poor player?--
               can I wish that for Lady Viola, except 
               in my dreams? And yet I would, if I 
               were free to follow my desire in the 
               harsh light of day.

                                                       (CONTINUED)

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


                           VIOLA
                    (tartly)
               You follow your desire freely enough 
               in the night. So, if that is all, to 
               Greenwich I go.

                           WILL
               Then I will go with you.

                           VIOLA
               You cannot, Wessex will kill you!

                           WILL
               I know how to fight!

                           VIOLA
                    (now fixing her hair)
               Stage fighting!
                    (turn to him)
               Oh, Will! As Thomas Kent my heart 
               belongs to you but as Viola the river 
               divides us, and I will marry Wessex 
               a week from Saturday.

     INT. DE LESSEPSES' HOUSE. OUTSIDE VIOLA'S BEDROOM DOWNSTAIRS 
     HALL. MORNING.

     The ranting from WESSEX has continued

                           WESSEX
                    (ranting)
               By heaven, I will drag her down, by 
               the Queen's command--

     And is cut off short as VIOLA'S door opens at the top of the 
     stairs.

                           VIOLA
               Good morning, my lord!

                           WESSEX
                    (impressed by her 
                    appearance)
               Ah! My lady! The tide waits for no 
               man, but I swear it would wait for 
               you!

     VIOLA comes down the stairs. Behind her WILL appears gowned 
     and bonneted. He has also assumed a country accent.

                           WILL
               Here we come at last, my lord!

                                                       (CONTINUED)

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


                           WESSEX
                    (taken aback)
               Are you bringing your laundry woman?

                           WILL
               Her chaperone. My lady's country 
               cousin.
                    (arriving with a 
                    curtsey)
               My, but you be a handsome gallant, 
               just as she said! You may call me 
               Miss Wilhelmina!

                           WESSEX
               On a more fortuitous occasion, perhaps

                           WILL
               Oh, my lord, you will not shake me 
               off, she never needed me more, I 
               swear by your breeches!

     EXT. GREENWICH PALACE. NIGHT.

     Fireworks explode in the evening sky over Greenwich, a royal 
     palace, crowded now with noble guests.

     EXT. GREENWICH PALACE. TERRACE. NIGHT.

     The way these royal routs work is that guest mill about, 
     chatting, bowing and generally behaving gallantly, while 
     QUEEN ELIZABETH creates a vortex around her as she passes 
     through the throng, occasionally honouring somebody with a 
     couple of words, until she arrives thankfully at the best 
     chair...where she establishes a headquarters. Her current 
     LORD IN WAITING ferries the lucky few forward to a brief 
     audience with the QUEEN, each giving way to the next.  VIOLA 
     and WESSEX are, respectively, dipping and bowing as they are 
     greeted by people who know them.  Will, in close attendance, 
     joins in gratuitously, bowing until VIOLA nudges him and 
     reminds him to curtsey instead.  The QUEEN'S LORD IN WAITING 
     plucks WESSEX'S sleeve.

                           WESSEX
                    (to him)
               Now?

                           LORD IN WAITING
               Now.

                           WESSEX
                    (to Viola)
               The Queen asks for you. Answer well.

                                                       (CONTINUED)

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


     The LORD IN WAITING ushers VIOLA through the crowd. WILL 
     starts to follow. WESSEX takes him by the arm.

                           WESSEX (CONT'D)
               Is there a man?

                           WILL
               A man, my lord?

                           WESSEX
                    (impatiently)
               There was a man, poet--a theatre 
               poet, I heard--does he come to the 
               house?

                           WILL
               A theatre poet?

                           WESSEX
               An insolent penny-a-page rogue, 
               Marlowe, he said, Christopher Marlowe--
               has he been to the house?

                           WILL
               Marlowe? Oh yes, he is the one, lovely 
               waistcoat, shame about the poetry.

                           WESSEX
                    (venomously)
               That dog!

     ANGLE ON THE QUEEN

     The LORD IN WAITING has presented VIOLA. VIOLA speaks from a 
     frozen curtsey.

                           VIOLA
               Your Majesty.

                           QUEEN
               Stand up straight, girl.

     VIOLA straightens. The QUEEN examines her.

                           QUEEN (CONT'D)
               I have seen you. You are the one who
               comes to all the plays--at Whitehall, 
               at Richmond.

                           VIOLA
                    (agreeing)
               Your Majesty.

                                                       (CONTINUED)

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


                           QUEEN
               What do you love so much?

                           VIOLA
               Your Majesty?

                           QUEEN
               Speak out! I know who I am. Do you 
               love stories of kings and queens?  
               Feats of arms? Or is it courtly love?

                           VIOLA
               I love theatre. To have stories acted 
               for me by a company of fellows is 
               indeed--

                           QUEEN
                    (interrupting)
               They are not acted for you, they are 
               acted for me.

     VIOLA remains silent, in apology.

     ANGLE ON WILL

     He is watching and listening. He has never seen the QUEEN so 
     close. He is fascinated.

                           QUEEN (CONT'D)
               And--?

                           VIOLA
               And I love poetry above all.

                           QUEEN
               Above Lord Wessex?

     She looks over VIOLA'S shoulder and VIOLA realises WESSEX 
     has moved up behind her. WESSEX bows.

                           QUEEN (CONT'D)
                    (to WESSEX)
               My Lord--when you cannot find your 
               wife you had better look for her at 
               the playhouse.

     The COURTIERS titter at her pleasantry.

                           QUEEN (CONT'D)
               But playwrights teach nothing about 
               love, they make it pretty, they make 
               it comical, or they make it lust. 
               They cannot make it true.

                                                       (CONTINUED)

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


                           VIOLA
                    (blurts)
               Oh, but they can!

     She has forgotten herself. The COURTIERS gasp. The QUEEN 
     considers her. WESSEX looks furious. WILL is touched.

                           VIOLA (CONT'D)
               I mean...Your Majesty, they do not, 
               they have not, but I believe there 
               is one who can!

                           WESSEX
               Lady Viola is...young in the world. 
               Your Majesty is wise in it.  Nature 
               and truth are the very enemies of 
               playacting. I'll wager my fortune.

                           QUEEN
               I thought you were here because you 
               had none.

     Titters again. WESSEX could kill somebody.

                           QUEEN (CONT'D)
                    (by way of dismissing 
                    him)
               Well, no one will take your wager, 
               it seems.

                           WILL
               Fifty pounds!

     Shock and horror. QUEEN ELIZABETH is the only person amused.

                           QUEEN
               Fifty pounds! A very worthy sum on a 
               very worthy question. Can a play 
               show us the very truth and nature of 
               love?  I bear witness to the wager, 
               and will be the judge of it as 
               occasion arises.
                    (which wins a scatter 
                    of applause. She 
                    gathers her skirts 
                    and stands)
               I have not seen anything to settle 
               it yet.
                           (MORE)

                                                       (CONTINUED)

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


                           QUEEN (CONT'D)
                    (she moves away, 
                    everybody bowing and 
                    scraping)
               So--the fireworks will be soothing 
               after the excitements of Lady Viola's 
               audience.
                    (and now she is next 
                    to WESSEX who is 
                    bowing low.)
                    (Intimately to him)
               Have her then, but you are a lordly 
               fool. She has been plucked since I 
               saw her last, and not by you. It 
               takes a woman to know it.

     The QUEEN passes by, and as WESSEX comes vertical again, we 
     see his face a mask of furious realisation.

                           WESSEX
                    (to himself)
               Marlowe!

     INT. BURBAGE'S HOUSE. ENTRANCE. DAY.

     CHRISTOPHER MARLOWE shuts the door behind him. Above him, 
     the ceiling creaks to the rhythm of copulation. He has a 
     sheaf of manuscript pages in his hand. He goes to the stairs.

                           MARLOWE
               Burbage!

     The creaking stops.

                           BURBAGE'S VOICE
               Who's there?

     INT. BURBAGE'S HOUSE. STAIRS. DAY.

     MARLOWE ascends.

                           MARLOWE
               Marlowe.

                           BURBAGE'S VOICE
               Kit!

     INT. BURBAGE'S HOUSE. BEDROOM. DAY.

     MARLOWE enters, ignoring the situation on the bed where 
     ROSALINE is astride BURBAGE.

                                                       (CONTINUED)

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


                           MARLOWE
               You are playing my Faustus this 
               afternoon. Don't spend yourself in 
               sport.

                           ROSALINE
                    (working hard)
               This afternoon!--we'll still be here 
               this afternoon.

                           BURBAGE
               What do you want, Kit?

                           MARLOWE
               My Massacre at Paris is complete.

                           BURBAGE
               You have the last act?

                           MARLOWE
               You have the money?

                           BURBAGE
               Tomorrow.

                           MARLOWE
                    (leaving)
               Then tomorrow you will have the pages.

                           BURBAGE
               Wait!
                    (to ROSALINE)
               Will you desist!

                           MARLOWE
               Twenty pounds on delivery

                           BURBAGE
               What is money to men like us? Besides, 
               if I need a play, I have another 
               waiting, a comedy by Shakespeare.

                           MARLOWE
               Romeo?--he gave it to Henslowe.

                           BURBAGE
               Never!

                           MARLOWE
               Well, I am to Deptford now, I leave 
               my respects, Miss Rosaline.

                                                       (CONTINUED)

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


                           BURBAGE
               I gave Shakespeare two sovereigns 
               for Romeo!

                           MARLOWE
                    (leaving)
               You did. But Ned Alleyn and the 
               Admiral's Men have the playing of it 
               as the Rose.

                           BURBAGE
               Treachery!

     BURBAGE rouses himself violently, throwing ROSALINE off the 
     bed. The glass bracelet is flung from her wrist. It breaks 
     on the floor, releasing a strip of paper. BURBAGE picks it 
     up. What he reads on it does not please him: it is WILL'S 
     signature.

                           BURBAGE (CONT'D)
               Traitor and thief!

     EXT. STREETS. DAY.

     BURBAGE and a solid wedge of the CHAMBERLAIN'S MEN are 
     cleaving a path through the crowds. Their faces are grim.

     INT. THE ROSE THEATRE. STAGE/AUDITORIUM/UNDER THE STAGE. 
     DAY.

     We are in Act III Scene I. NED ALLEYN as "MERCUTIO" and NOL 
     as "BENVOLIO", and two "MONTAGUE" sidekicks are in occupation 
     of the stage, when the "CAPULETS" swagger in, four of them 
     headed by JAMES HEMMINGS as "TYBALT."

                           NOL AS BENVOLIO
               "By my head, here comes the Capulets."

                           ALLEYN AS MERCUTIO
               "By my heel, I care not."

                           JAMES HEMMINGS AS TYBALT
               "Follow me close, for I will speak 
               to them.
                    (with bombast to 
                    "MERCUTIO")
               Gentlemen, good e'en: a word with 
               one of you."

     NED comes out of character.

                           ALLEYN
               Are you going to do it like that?

                                                       (CONTINUED)

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


     And before the humbled actor can reply NED continues.

                           ALLEYN (AS MECUTIO) (CONT'D)
               "And but one word with one of us?"
               Couple it with something, make it a 
               word and a blow.

     But suddenly six more men and a dog invade the stage, ready 
     to fight.  BURBAGE and the CHAMBERLAIN'S MEN have arrived to 
     avenge BURBAGE'S honour with swords, clubs, and a bucket 
     (containing pig swill).

                           BURBAGE
               Where is that thieving hack who can't 
               keep his pen in his own ink pot!?

     WILL has already leapt up onto the stage.

                           WILL
               What is this rabble?!

     BURBAGE aims a blow at WILL, who ducks and grabs a stave 
     from the nearest actor, and parries the blow.

     He swings at BURBAGE, a CHAMBERLAIN'S MAN swings at WILL, 
     THOMAS cries out, someone else slashes the stage hangings 
     bringing down the drapes, and in a moment the ADMIRAL'S MEN 
     and the CHAMBERLAIN'S MEN, using their much rehearsed skills, 
     are brawling with weapons and fist, using everything short 
     of unbuttoned rapiers. CRAB, the dog, is yapping and snapping 
     at any legs he can reach. HENSLOWE, a little slow to catch 
     up on the situation, checks the page in his hand. FENNYMAN, 
     much slower to catch up, watches enthralled.

                           FENNYMAN
                    (to HENSLOWE)
               Wonderful, wonderful! And a dog!

     But now HENSLOWE has worked out that these actors don't 
     belong, nor does the scene. he enters the fray, but his 
     interest is protecting his property. Big burly RALPH is using 
     a couple of unlit torches as weapons; he breaks one of them 
     over an enemy's back and HENSLOWE turns on RALPH.

                           HENSLOWE
               Not with my props!

     VIOLA is doing well enough, tripping up an enemy with a well-
     judged stave, and then using it to deflect a blow aimed at 
     WILL.

                           VIOLA
               Will! What--?

                                                       (CONTINUED)

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


                           WILL
               A literary feud. Quite normal.

     Then he is smashed over the head. He falls off the stage 
     taking VIOLA with him.  Under the stage is a space (known as 
     Hell) and WILL shoves VIOLA into this space.

                           WILL (CONT'D)
               Stay hid!

     He gets back onto the stage, where the goings on are worthy 
     of the Four Musketeers and Robin Hood combined, with SAM 
     GOSSE, dressed as "JULIET," fighting with the best of them.  
     There is a stack of cushions, stored for the expensive seats, 
     and as the stack's knocked over, NED ALLEYN and others grab 
     cushions to use as shields. Soon cushions are being ripped, 
     and the air is full of flying feathers.  The trap door in 
     the stage opens, VIOLA'S head pops up. She looks around and, 
     surrounded by milling legs and floating feathers, a boot 
     catches her sideways and half knocks her wig off. In danger 
     of having her cover blown, she ducks down again, leaving the 
     trap open just nicely for Will to plummet down it.

     INT. THE ROSE THEATRE. UNDER THE STAGE. DAY.

                           WILL
               I dreamed last night of a shipwreck.  
               You were cast ashore in a far country.

     They embrace and kiss. In a moment they are in a world of 
     their own.

     INT. THE ROSE THEATRE. DAY.

     The battle rages. FENNYMAN, alone now in the auditorium, 
     continues to watch entranced. It's the greatest show he's 
     ever seen. HENSLOWE is desperately trying to rescue odd props 
     that have been seconded to the fight. Someone picks up a 
     tree that is to be used in Romeo. HENSLOWE yells.

                           HENSLOWE
               We need that for the balcony scene!

     FENNYMAN notices this, and it rings a distant bell. He looks 
     around and realises that some of these faces are unfamiliar. 
     The tree comes crashing down on RALPH'S head.

     FENNYMAN looks at HENSLOWE.

                           HENSLOWE (CONT'D)
                    (in despair)
               My poor Rose!

                                                       (CONTINUED)

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


     He collapses on to a broken bench. FENNYMAN comes over to 
     him, grabs the script pages from his pocket, and consults 
     them to confirm what he has now begun to suspect: that this 
     scene is not in them.

                           FENNYMAN
                    (horrified)
               My investment! LAMBERT!!!

     LAMBERT has been sleeping peacefully through this, but wakes 
     to his master's call.

                           FENNYMAN (CONT'D)
                    (points at the fray)
               VENGEANCE!

     HENSLOWE attempts to intervene.

                           HENSLOWE
               I want no more trouble, Mr. Fennyman.
               As I explained to you, the theatre 
               business...

                           FENNYMAN
               Henslowe, you pound of tripe, in my 
               business I would be out of business 
               if I had your courage, so don't tell 
               me about business.

     And he delivers a telling blow to a passing CHAMBERLAIN'S 
     MAN, who wheels off the stage. LAMBERT meanwhile is making 
     short work of the rest of the opposition, receiving help 
     with the thorny business of identification from SAM. Stray 
     members of the CHAMBERLAIN'S MEN are running from the theatre, 
     as BURBAGE, fighting a heroic last stand, is tipped backwards 
     by FENNYMAN off the stage and into a bucket of swill. A PAUSE.  
     Then NED starts applauding. The others, weary from fighting, 
     start applauding too, from all levels of the theatre.  
     FENNYMAN looks around, starting to beam, as a din of encores 
     and bravos engulf him. A star!

     INT. BROTHEL. NIGHT.

     The victorious army of actors bursts into the brothel, 
     FENNYMAN at their head. He owns the brothel. The place is 
     already crowded with WHORES and CUSTOMERS. It's a party.

                           FENNYMAN
                    (shouts)
               A famous victory! Kegs and legs. 
               Open and on the house! Oh what happy 
               hour!
                           (MORE)

                                                       (CONTINUED)

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


                           FENNYMAN (CONT'D)
                    (and grabbing a RADDLED 
                    WHORE)
               Poxy Pol! You keep yourself to 
               yourself I'll not have you infecting 
               my investment!

                           VIOLA AS THOMAS
                    (looking around 
                    guardedly. To WILL)
               Is this a tavern?

                           WILL
               It is also a tavern.

     WILL sits her down in THE COMPANY and takes the chair next 
     to her A PRETTY WHORE immediately sits on WILL'S knee and 
     kisses him.

                           PRETTY WHORE
               I remember you! The poet!

     VIOLA furiously pulls the PRETTY WHORE off WILL'S lap.

                           PRETTY WHORE (CONT'D)
               One at a time, one at a time!

                           SECOND WHORE
                    (to VIOLA)
               Oh, he's a pretty one! Tell me your 
               story while I tickle your fancy!

                           VIOLA AS THOMAS
               Oh!--it's--it's--oh, it's a house of 
               ill-repute!

                           WILL
               It is, Thomas, but of good reputation.
               Come, there is no harm in a drink.

     Glasses are shoved into their hands. Everyone has a glass. 
     Except RALPH.

                           RALPH
                    (declining the glass)
               Never when I'm working!

     The PRETTY WHORE has turned her attention to SAM. SAM looks 
     uncomfortable

                           PRETTY WHORE
               Never tried it? Never?
                    (groping him)
               I think you are ready, Sam!

                                                       (CONTINUED)

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


     FENNYMAN shouts a toast.

                           FENNYMAN
                    (raising his glass)
               You are welcome to my best house!  
               Here's to the Admiral's Men!

     Everybody drinks. VIOLA drinks too. She decides too. She 
     decides to enjoy it. She bangs down her glass.

                           VIOLA AS THOMAS
                    (shouts)
               The Admiral's Men!

     WILL toasts with her. He sees that she feels one of THE 
     COMPANY.

     EXT. STREET. NIGHT.

     A figure is running desperately through the streets. He comes 
     into the square and runs towards the Rose.

     EXT. BROTHEL. NIGHT.

     Half THE COMPANY are singing. NOL and a WHORE are tumbling 
     down the stairs together. He is without his trousers.  An 
     awful lot of drink has gone down.

                           SAM
                    (to the PRETTIEST 
                    WHORE)
               I...quite liked it.

     VIOLA, bright eyed, is banging her glass on the table in 
     time to a song which is being drunkenly delivered by a 
     barbershop quartet of actors.

     FENNYMAN reels into VIOLA.

                           FENNYMAN
               Master Kent! You have not dipped 
               your wick?

                           VIOLA AS THOMAS
                    (baffled)
               My wick?

                           WILL
                    (saving her)
               Mr. Fennyman, because you love the 
               theatre you must have a part in my 
               play. I am writing an Apothecary, a 
               small but vital role.

                                                       (CONTINUED)

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


                           FENNYMAN
                    (embracing WILL)
               By heaven, I thank you! I will be 
               your Apothecary!

     In his general enthusiasm, he embraces the next man, who is 
     RALPH, stone cold sober.

                           FENNYMAN (CONT'D)
               I am to be in your play.

                           WHORE
                    (to RALPH)
               And what is this play about?

                           RALPH
               Well, there's this Nurse...

      FENNYMAN, beside himself, shouts for silence, announcing:

                           FENNYMAN
               Mr. Shakespeare has given me the 
               part of the Apothecary!

                           HENSLOWE
               The Apothecary?  Will, what is the 
               story? Where is the shipwreck? How 
               does the comedy end?

                           WILL
               By God, I wish I knew.

                           HENSLOWE
               By God, Will, if you do not, who 
               does?  Let us have pirates, clowns, 
               and a happy ending, or we will send 
               you back to Stratford to your wife!

     That goes down every well with the entire COMPANY...except 
     for VIOLA and WILL. He looks at her, helplessly, then makes 
     as if to say something. VIOLA ducks away from him and blunders 
     blindly out of the street door, in tears.

     VIOLA passes PETER who is coming in from the street.

     WILL, attempting to follow VIOLA, is grabbed round the 
     shoulders by PETER...who, we now see, is in a highly emotional 
     state. WILL tries to fight him off but PETER has the strength 
     of the news he brings.

                           PETER
                    (shouts)
               Will! Mr. Henslowe! Gentlemen all!

                                                       (CONTINUED)

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


     He brings the room to silence.

                           PETER (CONT'D)
               A black day for us all! There is 
               news come up river from Deptford. 
               Marlowe is dead.

     There are general gasps and cries for information.

                           PETER (CONT'D)
               Stabbed! Stabbed to death in a tavern 
               at Deptford!

     No one is more affected than WILL. This second blow is worse 
     than the first. He stands horror-stricken.

                           WILL
               Oh...what have I done?

                           ALLEYN
                    (standing up)
               He was the first man among us. A 
               great light has gone out.

     EXT. BROTHEL. NIGHT.

     WILL comes staggering out into the street.

                           WILL
               It was I who killed him! God forgive 
               me, God forgive me!

     He falls into a stagnant puddle, a deep gutter of water and 
     garbage. He gets up and staggers on.

     EXT. CHURCH TOWER. NIGHT.

     A church tower looms up in the night sky.

     INT. CHURCH. NIGHT.

     This is where WILL has come. The church is empty, but for 
     the demented, grieving figure of SHAKESPEARE, kneeling, 
     praying, weeping, banging his head, in his private purgatory, 
     dimly lit by tallow candles, gazed upon by effigies of the 
     dead and images of his Redeemer. He is wet, bedraggled, weeds 
     and leaves in his hair.

     EXT. DE LESSEPSES' HOUSE. DAY.

     A lovely sunny morning. The church bells are ringing.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 84


     VIOLA and the NURSE, mounted, approach. VIOLA rides sidesaddle 
     on a beautiful horse, and is followed, rather like Quixote 
     by Sancho, by the NURSE on a less impressive animal.

     Riding in the opposite direction, is WESSEX. And what a happy 
     day it is. He sings and hums to himself merrily.

     Here is a man who has heard wonderful news. He sees VIOLA 
     and greets her merrily.

                           WESSEX
               You look sad, my lady! Let me take 
               you riding.

                           VIOLA
               It is not my riding day, my lord.

                           WESSEX
               Bless me, I thought it was a horse.

                           VIOLA
               I am going to church.

                           WESSEX
                    (recomposing his 
                    features to solemnity)
               I understand of course. It is to be 
               expected.

                           VIOLA
               It is to be expected on a Sunday.

                           WESSEX
               And on a day of mourning. I never 
               met the fellow but once at your house.

                           VIOLA
                    (cannot take this in)
               Mourning? Who is dead, my lord?

                           WESSEX
               Oh!--dear God, I did not think it 
               would be me to tell you. A great 
               loss to playwriting, and to dancing.

     VIOLA almost faints. The NURSE steadies her.

                           VIOLA
                    (faintly)
               He is dead?

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 85


                           WESSEX
                    (cheerfully solemn)
               Killed last night, in a tavern! Come, 
               then, we'll say a prayer for his 
               soul.

     VIOLA gives a silent cry. The NURSE is speaking to her in 
     distress.

                           NURSE
               My lady...my lady...now is the time 
               to show your breeding.

     INT. CHURCH. DAY.

     The NURSE is holding VIOLA up as they enter the church.

     VIOLA seems catatonic. The NURSE lowers her onto a seat and 
     sits down next to her.

     As they sit, the CHOIR enters singing. WESSEX, who is sitting 
     in the next pew, looks about him with interest.

     He hasn't been in a church for years. What he sees turns him 
     to jelly. He sees WILL SHAKESPEARE.

     ANGLE ON WILL

     WILL is a spectral, bedraggled figure, backlit by a great 
     shaft of light, he would look like a ghost at the best of 
     times, and this is the worst.  Bleeding from where he has 
     banged his head, bedraggled and ravaged by the night, he 
     stands in a side chapel staring at WESSEX.

     WESSEX gasps and sweats, and sees WILL raise a quivering 
     accusatory finger at him. WESSEX cracks. He starts to mumble.

                           WESSEX
               Oh, spare me, dear ghost, spare me 
               for the love of Christ!

     Now VIOLA sees WILL. She is still paralyzed, and seems at 
     first unable to take him in.  She watches with detachment as 
     WESSEX starts to back out of the church, finally running in 
     terror.

                           WESSEX (CONT'D)
                    (screaming)
               Spare me!

     The CHOIR continues to sing, but the scream brings VIOLA to 
     her senses and she runs to a side door where WILL is leaving.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 86


     EXT. CHURCH. DAY.

     Outside, VIOLA sees WILL, staggering away from the church. 
     She calls his name.

                           VIOLA
               Will!

     He does not answer. She runs after him.

                           VIOLA (CONT'D)
               Oh, my love, I thought you were dead!

     She claps him to her. They hold each other for a moment then 
     WILL pulls back.

                           WILL
               It is worse. I have killed a man.

     EXT. MEADOW. DAY.

     VIOLA'S horse grazes. WILL lies on his back, still sobered 
     and full of guilt. VIOLA sits on the grass among the 
     buttercups and looks down at him.

     VIOLA is plaiting a finger-ring from stems of grass. She has 
     not yet revealed her feelings.

                           WILL
               Marlowe's touch was in my Titus 
               Andronicus and my Henry VI was a 
               house built on his foundations.

                           VIOLA
               You never spoke so well of him.

                           WILL
               He was not dead before. I would 
               exchange all my plays to come for 
               all of his that will never come.

                           VIOLA
               You lie.

     WILL turns to look at her.

                           VIOLA (CONT'D)
               You lie in your meadow as you lied 
               in my bed.

                           WILL
               My love is no lie. I have a wife, 
               yes, and I cannot marry the daughter
                           (MORE)

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 87


                           WILL (CONT'D)
               of Sir Robert de Lesseps. I needed 
               no wife come from Stratford to tell 
               you that.  And yet you let me come 
               to your bed.

                           VIOLA
               Calf love. I loved the writer, and 
               gave up the prize for a sonnet.

                           WILL
               I was the more deceived.

                           VOILA
               Yes--you were deceived. For I never 
               loved you till now.

                           WILL
               Now?

                           VIOLA
                    (declaring herself)
               I love you, Will, beyond poetry.

                           WILL
               Oh, my love
                    (he kisses her)
               You ran from me before.

                           VIOLA
               You were not dead before.  When I 
               thought you dead, I did not care 
               about all the plays that will never 
               come, only that I would never see 
               your face.  I saw our end, and it 
               will come.

                           WILL
               You cannot marry Wessex!

                           VIOLA
               If not Wessex the Queen will know 
               the cause and there will be no more 
               Will Shakespeare.

     They kiss again, passionately.

                           WILL
               No...no.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 88


                           VIOLA
                    (through his kisses)
               But I will go to Wessex as a widow 
               from these vows, as solemn as they 
               are unsanctified.

     And as their desperate kisses turn into lovemaking we cut 
     to:

     INT. THE ROSE THEATRE. STAGE/AUDITORIUM. DAY.

                           WILL
                    (he is mid speech)
               For killing Juliet's kinsman Tybalt, 
               the one who killed Romeo's friend 
               Mercutio, Romeo is banished...

     He is on the stage of the Rose. The entire COMPANY is 
     assembled, HENSLOWE and FENNYMAN included, holding pages of 
     manuscript, which they are sharing together, examining the 
     separated pages, passing pages to each other, etc.

     WILL'S mood is intense and focused.

                           WILL (CONT'D)
               ...but the Friar who married Romeo 
               and Juliet...

                           ACTOR (EDWARD)
               Is that me. Will?

                           WILL
               You, Edward. The Friar who married 
               them gives Juliet a potion to drink.
               It is a secret potion. It makes her 
               seemingly dead. She is placed in the 
               tomb of the Capulets. She will awake 
               to life and love when Romeo comes to 
               her side again.

     THE COMPANY murmurs approval.

                           WILL (CONT'D)
               I have not said all. By malign fate, 
               the message goes astray which would 
               tell Romeo of the Friar's plan. He 
               hears only that Juliet is dead. And 
               thus he goes to the Apothecary.

                           FENNYMAN
               That's me.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 89


                           WILL
               And buys a deadly poison.  He enters 
               the tomb to say farewell to Juliet 
               who lies there cold as death.  He 
               drinks the poison. He dies by her 
               side. And then she wakes and sees 
               him dead.

     HENSLOWE is fascinated and appalled.

                           WILL (CONT'D)
               And so Juliet takes his dagger and 
               kills herself.

     PAUSE

     WILL IS STARING AT VIOLA

                           HENSLOWE
               Well, that will have them rolling in 
               the aisles.

                           FENNYMAN
               Sad and wonderful! I have a blue 
               velvet cap which will do well, I 
               have seen apothecary with a cap just 
               so.

                           ALLEYN
                    (to WILL)
               Yes--it will serve. But there's a 
               scene missing between marriage and 
               death.

     WILL is still staring at VIOLA. Aware, suddenly, of the others 
     watching, she breaks his gaze and drops her head.

     WILL looks at NED.

     INT. DE LESSEPSES' HOUSE. VIOLA'S BEDROOM. EVENING.

     WILL and VIOLA. VIOLA dressed as THOMAS. He has present for 
     her--a neatly written manuscript of his play, on sheets folded 
     to octavo size.

                           WILL
               The play. All written out for you. I 
               had the clerk at Bridewell do it, he 
               has a good fist for lettering.

     She wants to accept the present with joy, but something in 
     his mood restrains her.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 90


                           WILL (CONT'D)
               There's a new scene

      He turns the pages and shows her.

                           VIOLA
               Will you read it for me?

                           WILL
                    (he knows it)
               "Wilt thou be gone? It is not yet 
               near day! It was the nightingale and 
               not the lark That pierced the fearful 
               hollow of thine ear. Nightly she 
               sings on yon pomegranate tree. Believe 
               me, love, it was the nightingale."

                           VIOLA
                    (reading)
               "It was the lark, the herald of the 
               morn, No nightingale. Look, love, 
               what envious streaks Do lace the 
               severing clouds in yonder east. 
               Night's candles are burnt out, and 
               jocund day Stands tiptoe on the misty 
               mountain tops. I must be gone and 
               live, or stay and die."

     The words of the scene become WILL'S and VIOLA'S, their way 
     of saying the farewells they cannot utter.

                           WILL
               "Yon light is not daylight, I know 
               it, I. It is some meteor that the 
               sun exhales To be to thee this night 
               a torchbearer..."

     INT. THE ROSE THEATRE. BACKSTAGE. DAY.

     But the scene is continuing with VIOLA dressed as "THOMAS." 
     Somewhere behind and up above the stage, in a deserted corner 
     among rigging, bits of scenery, etc., they speak the lines 
     and we hardly know ourselves whether it is rehearsal or 
     lovemaking. But after a few moments it is definitely 
     lovemaking. Their clothes start coming away, their words 
     interrupted by kisses.

                           WILL
               "...thou need'st not to be gone."

                           VIOLA
               "I have more care to stay than will 
               to go. Come death, and welcome. Juliet
                           (MORE)

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 91


                           VIOLA (CONT'D)
               wills it so. How is't my soul? Let's 
               talk. It is not day."

     By now, her loosened bosom-bandage has been pulled away and 
     WILL passionately embraces her nakedness.

     And into this heaving composition comes a little white mouse, 
     unseen my them, climbing through a knot hole in the planking 
     behind VIOLA'S head.

     An adjacent knot hole reveals a human eye and we do not need 
     to be told it is JOHN WEBSTER'S.

     WEBSTER takes his eye away from the peephole, and frowns, 
     thinking it out.

     EXT. ALLEWAY. DAY.

     TILNEY puts a coin in WEBSTER'S hand.

                           TILNEY
               You will go far, I fear.  I hope we 
               work together again.

     Tilney walks away.

     EXT. THE ROSE THEATRE. DAY.

     A man is pacing up and down, in a sort of agony. He is 
     muttering. He is glancing at a sheet of paper. He is FENNYMAN 
     rehearsing the important role of the Apothecary, for which 
     he has a special voice.

                           FENNYMAN
               "Such mortal drugs I have but Mantua's 
               law Is death to any he that utters 
               them." Then him. Then me.
               "Put this in any liquid thing you 
               will And..." --something...

     He has dried up. He curses--the terror and despair.

                           FENNYMAN (CONT'D)
               "Such mortal drugs I have..." What 
               is it? What is it?

     He is so wrapped up in all this that he simply does not notice 
     when WESSEX rides up to the main entrance dismounts and walks 
     inside.

     INT. THE ROSE THEATRE. STAGE/AUDITORIUM. DAY.

     Onstage, the rehearsal continues. WESSEX strides in.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 92


     Among the audience are HENSLOWE, a few actors...and JOHN 
     WEBSTER...who sees WESSEX and jumps up and goes to him.

                           WEBSTER
               My lord!

     WESSEX knocks him aside and continues.

                           WESSEX
                    (shouts)
               Shakespeare!

     Everything stops.

                           WESSEX (CONT'D)
               You upstart inky pup!  Now I will 
               show you your place, which is in 
               hell!

                           WILL
               You are on my ground.

                           WESSEX
                    (drawing his sword)
               By God, I'll fight the lot of you

     WILL draws his sword.

                           WILL
               I am more than enough.

     VIOLA reacts. She almost gives herself away. But the fight 
     has started.

     WESSEX slashes at WILL. WILL knows how to fight. He parries 
     and thrusts. WESSEX is surprised. The fight goes fast and 
     furious around the stage, until WILL thrusts accurately at 
     WESSEX'S chest...and would have killed him but for the button 
     on his sword-point.

     WESSEX grapples with him, and now it becomes a parody of the 
     Hamlet duel; WESSEX'S unbuttoned sword falls to the ground, 
     WILL puts his foot on it, tosses WESSEX his own safe sword, 
     picks up Wessex's sword and continues the fight until he has 
     WESSEX at his mercy.

     WILL has fought with a passionate rage that has everybody 
     staring at him. Now the look in his eyes is merciless.

                           WILL (CONT'D)
               Absent friends!
                    (to the assembly)
               This is the murderer of Kit Marlowe!

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 93


     NED ALLEYN comes forward looking worried and dubious.

                           ALLEYN
               Will...

                           WESSEX
               I rejoiced at his death because I 
               thought it was yours. That is all I 
               know of Marlowe.

                           ALLEYN
               It's true, Will--it was a tavern 
               brawl...Marlowe attacked, and got 
               his own knife in the eye. A quarrel 
               about the bill...

                           HENSLOWE
               The bill! Oh, vanity, vanity!

                           ALLEYN
               Not the billing, the bill!

     WILL steps back, and sinks to his knees. His relief could 
     not be greater.

                           WILL
                    (to the heavens)
               Oh God, I am free of it!

     WESSEX gets to his feet. TILNEY enters the auditorium from 
     the public entrance.

                           WESSEX
               Close it!

                           TILNEY
               My Lord Wessex!

                           WESSEX
                    (foaming)
               Close it! Take it down stone by stone!  
               I want it ploughed into the ground, 
               and sown with quick lime!

     WESSEX storms out past the bewildered TILNEY.

                           HENSLOWE
               Mr. Tilney, what is this?

                           TILNEY
               Sedition and indecency!

                           HENSLOWE
               What?!

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 94


                           WEBSTER
               Master of the Revels, sir, over here, 
               sir.

                           TILNEY
                    (to WEBSTER)
               Where, boy?

                           WEBSTER
                    (points)
               I saw her bubbies!

                           TILNEY
                    (shocked and gratified)
               A woman on the stage? A woman?

                           WEBSTER
               I swear it!

     THE COMPANY of actors are dumbstruck. None more than VIOLA.

                           TILNEY
               So, Henslowe!  I say this theatre is 
               closed! On the authority of the powers 
               invested in my by the court--I close 
               this theatre!

                           HENSLOWE
               Why so?

                           TILNEY
                    (triumphantly)
               For lewdness and unshamefacedness!  
               For displaying a female on the public 
               stage!

     TILNEY is unstoppable. He jumps on the stage...and seizes 
     SAM GOSSE. Before WEBSTER or anyone can intervene, TILNEY 
     pulls up his skirt, ignoring SAM'S rather gutteral yell of 
     protest and pulls down SAM'S drawers.

     TILNEY'S face is a study. So is everybody else's. WEBSTER 
     rolls his eyes (oh, these stupid grown-ups!) and deftly throws 
     one of his mice onto "ROMEO'S" hair.  VIOLA gives a shrill 
     scream, the startled mouse descends her neck via VIOLA'S 
     ear, and seeks an entry into her collar. By which time VIOLA 
     has gone berserk and torn off her wig. Her hair is pinned up 
     but there is no question her gender.

     WILL is paralysed. VIOLA gives him a look of terrible despair 
     and apology.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 95


                           WEBSTER
                    (pointing at SAM)
               Not him.
                    (pointing at VIOLA)
               Her.

                           HENSLOWE
               He's a woman!

     By now the scene is playing to a crowded theatre, or so it 
     seems.

                           TILNEY
               That's who I meant! This theatre is 
               closed! Notice will be posted!

     SAM has picked himself up, and his drawers.

                           HENSLOWE
                    (to NED)
               Ned, I swear I knew nothing of this!

                           VIOLA
                    (hoping to protect 
                    WILL)
               Nobody knew!

                           WEBSTER
                    (pointing at WILL)
               He did! I saw him kissing her bubbies!

     Everybody looks at WILL, who stares at VIOLA, helpless.

                           TILNEY
               Closed! Closed, mark you, Henslowe!

     TILNEY turns on his heel and leaves in triumph. THE COMPANY 
     is still polaxed.

                           HENSLOWE
                    (in despair)
               It is over.

                           VIOLA
               I am so sorry, Mr. Henslowe. I wanted 
               to be an actor.
                    (she turns to WILL)
               I am sorry, Will.

     WILL shakes his head. This cannot be the end. VIOLA walks 
     away, leaving by the public entrance. They all let her go, 
     watching her silently. As she passes WABASH:

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 96


                           WABASH
               Y-y-y-you w-w-w-were w-w-w-w- 
               wonderful.

                           VIOLA
               Thank you.

     As she is leaving, WILL comes to life. He starts off towards 
     her...but his progress is halted by a sock to the jaw from 
     NED ALLEYN. WILL falls down in the dust.

     FENNYMAN enters, still bent over his sheet of paper, mumbling 
     his precious lines.  When he reaches the groundlings yard, 
     he finds to his surprise the whole COMPANY is standing about 
     in attitudes of despair or worse. FENNYMAN looks around.

                           FENNYMAN
               Everything all right?

     EXT. THE ROSE THEATRE. EVENING.

     The closure notice is nailed to the door.

     INT. DE LESSEPSES' HOUSE. VIOLA'S BEDROOM. NIGHT.

     VIOLA, in her nightdress, is reading by candlelight. She is 
     reading her private manuscript of Romeo and Juliet...and 
     rereading. Next to her is a tray of covered dishes. The NURSE 
     enters and looks at her sympathetically. She lifts the tray.  
     She realises it is heavy. She puts it down and raises the 
     covers and sees that VIOLA has eaten nothing.

     She looks at VIOLA'S tears, but there is nothing to be said.

     INT. TAVERN. DAY.

     They are all there--the ADMIRAL'S MEN, including WILL and 
     HENSLOWE, drowning their sorrows. Everyone is drunk.

     FENNYMAN is also there, taking the disaster somewhat 
     selfishly.

                           FENNYMAN (CONT'D)
                    (muttering)
               I would have been good...I would 
               have been great.

     He hands a flask to RALPH who is in a similar mood.

                           RALPH
               So would I. We both would.

     RALPH contemplates the flask, and, since he's not working, 
     takes a swig. A moment later, he keels over, rigid as a pole.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 97


     The street door crashes open. BURBAGE enters. Behind him 
     enter a solid wedge of the CHAMBERLAIN'S MEN, sober-faced, 
     several with black eyes and bandages round their heads.

                           FENNYMAN
                    (shouts)
               Lambert!

     LAMBERT, FENNYMAN'S henchman and killer, puts down his tankard 
     and comes forward, casually kicking chairs and tables out of 
     his way.

                           FENNYMAN (CONT'D)
               Kill him!

     LAMBERT reaches up to the wall over the bar and takes down 
     once of the ceremonial weapons hanging there--a battle-axe.

     But BURBAGE has flintlock pistol stuck into his sash.

     BURBAGE draws and the pistol roars, shooting flame, LAMBERT 
     curses, drops the axe, nurses his wounded hand.

     BURBAGE puts the pistol back into his sash. NED ALLEYN is 
     half-drunk at a table. He staggers to his feet. He faces 
     BURBAGE.

                           ALLEYN
               Well, Burbage--you never did know 
               when your scene was over.

                           BURBAGE
               That can wait. The Master of the
               Revels despises us for vagrants, 
               tinkers, and peddlers of bombast. 
               But my father, James Burbage, had 
               the first licence to make a company 
               of players from Her Majesty, and he 
               drew from poets the literature of 
               the age.  Their fame will be our 
               fame. So let them all know, we are 
               men of parts. We are a brotherhood, 
               and we will be a profession. Will 
               Shakespeare has a play. I have a 
               theatre. The Curtain is yours.

     EXT. THE CURTAIN THEATRE. DAY.

     A strong wind is blowing through the trees. A BOY with a 
     paste-pot and a bundle of flyers, is having trouble pasting 
     a flyer on the wall of the building. A gust of wind scatters 
     the bundle and sends a couple of dozen flyers flying into 
     the sky. The BOY with the paste-pot runs around, trying to 
     recover those he can. We look at the poster. It says

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 98


     BY PERMISSION OF MR. BURBAGE A HUGH FENNYMAN PRODUCTION OF 
     MR. HENSLOWE'S PRESENTATION OF THE ADMIRAL'S MEN IN 
     PERFORMANCE OF THE EXCELLENT AND LAMENTABLE TRAGEDY OF ROMEO 
     AND JULIET WITH MR. FENNYMAN AS THE APOTHECARY 

     WILL comes out of the theatre, and passes the poster. He 
     walks on without looking at it. A voice calls after him:

                           HENSLOWE
               Will!

     WILL does not turn to look at him.

                           HENSLOWE (CONT'D)
               We'll be needing a Romeo...  

     WILL carries on walking.

     EXT. STREETS. DAY.

     WILL is pushing through the crowds on his way to the river.

     INT. DE LESSEPSES' HOUSE. VIOLA'S BEDROOM. DAY.

     The NURSE is helping VIOLA to dress--in a wedding dress.

     The NURSE is in tears. VIOLA submits to the task impassively.

     EXT. THE RIVER. DAY.

     WILL is climbing down the ladder to the waiting boats.

     INT. DE LESSEPSES' HOUSE. HALL. DAY.

     WESSEX, dressed to be a bridegroom is concluding his 
     negotiations with DE LESSEPS, while LADY DE LESSEPS weeps. 
     DE LESSEPS is signing papers. There is a money chest, too.

                           WESSEX
               My ship is moored at Bankside, bound 
               for Virginia on the afternoon tide--
               please do not weep, Lady De Lesseps, 
               you are gaining a colony.

                           DE LESSEPS
               And you are gaining five thousand 
               pounds, my lord...by these drafts in 
               my hand.

                           WESSEX
               Would you oblige me with fifty or so 
               in gold?--just to settle my accounts 
               at the dockside?

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                            p. 99


     DE LESSEPS sighs and unlocks his money chest. WESSEX places 
     his empty purse on the desk.

                           WESSEX (CONT'D)
               Ah!--Look, she comes!

     VIOLA has appeared at the top of the stairs with the NURSE.

                           VIOLA
               Good morning, my lord. I see you are 
               open for business so let's to church.

     EXT. DE LESSEPSES' HOUSE. DAY.

     WILL is running across the grass towards the house. As he 
     crosses the bridge over the moat, a carriage bears down on 
     him, and he has to flatten himself against the wall of the 
     gatehouse as the carriage passes, taking WESSEX and his bride 
     to church. WILL'S face, as he watches the carriage disappear.  
     Distant bells begin to peal

     EXT. CHURCH DOOR. DAY.

     The bells announce the completion of the marriage--as WESSEX 
     and the new LADY WESSEX leave the church. VIOLA'S veil is 
     flying in the wind, and beneath it we can just see VIOLA'S 
     unhappy face. The DE LESSEPS FAMILY entourage is applauding. 
     WESSEX beams with satisfaction.

     Suddenly the sky and the wind deliver a message--a flyer 
     from the Curtain slaps against WESSEX'S face.  He claws at 
     it and tries to throw it away. The wind delivers it to VIOLA'S 
     bosom. She takes it up and reads it. And passes it to the 
     NURSE.

     WESSEX descends the steps to where the curtained carriage 
     awaits the bride and groom. He gallantly holds the door for 
     VIOLA to enter. She climbs aboard.  WESSEX makes to follow 
     her.

                           NURSE
               My lord!

     The NURSE grasps him in a moving embrace, to WESSEX'S 
     discomfort.

                           NURSE (CONT'D)
               Be good to her, my lord!

                           WESSEX
               I will.

     He tries to disengage. She won't have it.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                           p. 100


                           NURSE
               God bless you!

                           WESSEX
               Thank you. Let go, there's a good 
               nurse.

     After a couple of further attempts, WESSEX extricates himself.

                           WESSEX (CONT'D)
               The tide will not wait. Farewell!

     WESSEX pulls aside the curtain and gets in.

     INT. CARRIAGE. DAY.

     It takes a moment for WESSEX to realise he is alone in there. 
     He looks around but VIOLA has fled.

     EXT. THE CURTAIN THEATRE. DAY.

     Hundreds of people are converging on the theatre. Among them 
     is the Puritan MAKEPEACE, vainly exhorting the crowds to run 
     away from sin

                           MAKEPEACE
               Licentiousness is made a show, vice 
               is made a show, vanity and pride 
               likewise made a show!  This is the 
               very business of show

     But MAKEPEACE is being carried inexorably through the main 
     doors of the theatre.

     INT. THE CURTAIN THEATRE. BACKSTAGE. DAY.

     The ADMIRAL'S MEN are all in costume, and are in a buzz of 
     nervous excitement. ALLEYN, dressed for "MERCUTIO," is giving 
     last minute instructions to PETER. JAMES and JOHN HEMMINGS 
     are arguing about the timing of their entrance.

     FENNYMAN in his apothecary's cap is agonising over his lines. 
     WABASH is stuttering over his. Alone in his dejection in the 
     midst of all this, is WILL, dressed for "ROMEO."

     FENNYMAN approaches him, apothecary's cap in hand.

                           FENNYMAN
               Is this all right?

     WILL nods, miserable. SAM has found a private corner. He is 
     gargling into a basin. He looks worried and furtive.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                           p. 101


     INT. THE CURTAIN THEATRE. AUDITORIUM. DAY.

     The audience is gathering.

     EXT. THE CURTAIN THEATRE. DAY.

     Word has got around. Even rich people are coming. They arrive 
     by carriage and by palanquin.

     Some of them are cloaked and hooded, slumming incognito.

     A cannon booms from the Curtain. The flag of the ADMIRAL'S 
     MEN flutters above.

     EXT. THE CURTAIN THEATRE. ENTRANCE. DAY.

     LAMBERT and FREES are taking the entrance money.

     INT. THE CURTAIN THEATRE. AUDITORIUM. DAY.

     The auditorium is now packed. Among them, sheepish, is 
     MAKEPEACE.

     INT. THE CURTAIN THEATRE. BACKSTAGE. DAY.

     Everything is ready. NED signals the musicians. Trumpets and 
     drums sound. The house falls silent.

     INT. THE CURTAIN THEATRE. THE WINGS. DAY.

     WABASH seems to be important at the beginning. We have never 
     been told what part he plays. He is still muttering lines 
     and stuttering them.

                           WABASH
                    (mutter)
               T-t-t-two h-h-households b-both alike 
               in d-d-d-dignity.

     WILL listens to him in agony. He finds HENSLOWE next to him.

                           WILL
                    (to HENSLOWE)
               We are lost.

                           HENSLOWE
               No, it will turn out well.

                           WILL
               How will it?

                           HENSLOWE
               I don't know, it's a mystery.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                           p. 102


     And off we go. HENSLOWE claps WABASH on the shoulder and 
     sends him through the curtain.

     ANGLE ON WABASH

     INT. THE CURTAIN THEATRE. STAGE. DAY.

     The audience waits expectantly. WABASH gathers himself.

                           WABASH AS THE CHORUS
               T-t-t-t-two...

     INT. THE CURTAIN THEATRE. BACKSTAGE. DAY.

     WILL shuts his eyes and prays.

     INT. THE CURTAIN THEATRE. STAGE/AUDITORIUM. DAY.

     WABASH launches himself into a perfect audacious delivery 
     like a star.

                           WABASH AS THE CHORUS
               "...Household both alike in dignity 
               (in fair Verona where we lay our 
               scene) From ancient grudge break to 
               new mutiny, Where civil blood makes 
               civil hands unclean. From forth the 
               fatal loins of these two foes A pair 
               of star- cross'd lovers take their 
               life, Whose misadventured piteous 
               overthrows Doth with their death 
               bury their parents' strife..."

     EXT. STREET. DAY.

     VIOLA and the NURSE, hurrying toward the Curtain.

     INT. THE CURTAIN THEATRE. BACKSTAGE. DAY.

     HEMMINGS BROTHERS are ready to go on as "SAMPSON" and 
     "GROCERY," Act I Scene I. They shake hands.  Beyond the 
     curtain, the audience applauds the Prologue as WABASH comes 
     through the curtain backstage.

                           WILL
                    (to WABASH)
               Wonderful!

                           WABASH
               W-w-w-was it g-g-g-good?

     The HEMMINGS BROTHERS enter the arena and the play begins.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                           p. 103


     POV: FROM THE WINGS:

                           JOHN HEMMINGS AS SAMPSON
               "Gregory, on my word we'll not carry 
               coals."

                           JAMES HEMMINGS AS GREGORY
               "No, for then we should be colliers."

     WILL looks as if he would rather be dead. SAM GOSSE approaches 
     WILL, nervously.

                           SAM
                    (nervously--in a deep 
                    bass guttural hoarse 
                    voice)
               Master Shakespeare...

                           WILL
                    (absently)
               Luck be with you, Sam.
                    (as the awful truth 
                    gets through to him)
               Sam...?

                           SAM
                    (in the same voice)
               It is not my fault, Master 
               Shakespeare. I could do it yesterday.

                           WILL
               Sam! Do me a speech, do me a line.

                           SAM
                    (the effect is horrible)
               "Parting is such sweet sorrow..."

     HENSLOWE has been overhearing.

                           HENSLOWE
               Another little problem.

                           WILL
               What do we do now?

                           HENSLOWE
               The show must ... you know...

                           WILL
               Go on.

                           HENSLOWE
               Juliet does not come on for twenty 
               pages. It will be all right.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                           p. 104


                           WILL
               How will it?

                           HENSLOWE
               I don't know. It's a mystery.

     And he makes his way towards the front of the house.

     EXT. STREET. DAY.

     A furious WESSEX is hurrying along the road to the theatre.

     INT. THE CURTAIN THEATRE. AUDITORIUM/STAGE. DAY.

     VIOLA and the NURSE are arriving, and looking for a seat in 
     the gallery.  BURBAGE and his MEN are standing at the back, 
     behind the people seated in the gallery. The first scene of 
     the play is continuing

                           ARMITAGE AS ABRAM
               "Do you bite your thumb at us, sir?"

                           JOHN HEMMINGS AS SAMPSON
               "I do bite my thumb, sir."

     BURBAGE finds HENSLOWE plucking agitatedly at his sleeve.

                           HENSLOWE
               Can we talk?

     They are standing behind the back row of the gallery seats. 
     The spectator in front of them is the NURSE. She turns round 
     and shushes HENSLOWE up.

                           HENSLOWE (CONT'D)
                    (whispering to BURBAGE)
               We have no Juliet!

                           BURBAGE
                    (forgetting to whisper)
               No Juliet?!

                           VIOLA
                    (turning)
               No Juliet?!

                           HENSLOWE
               It will be all right, madam.

                           VIOLA
               What happened to Sam?

                           HENSLOWE
               Who are you?

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                           p. 105


                           VIOLA
               Thomas Kent!

     Their whispers are causing black looks and hushing noises 
     from the neighbours.  HENSLOWE pulls VIOLA from her seat, 
     luckily an aisle seat.

                           HENSLOWE
               Do you know it?

                           VIOLA
                    (showing the manuscript)
               Every word.

     HENSLOWE and BURBAGE look at each other. CUT TO:

     INT. THE CURTAIN THEATRE. STAGE. DAY.

                           PHILIP AS LADY CAPULET
               "Nurse, where is my daughter? Call 
               her forth to me."

                           RALPH AS NURSE
               "Now by my maidenhead at twelve year 
               old, I bade her come. What, lamb. 
               What ladybird."

     INT. THE CURTAIN THEATRE. THE WINGS/STAGE. DAY.

     SAM who gathers himself, to make his entrance, quietly and 
     horribly practising "How now, who calls?"

                           RALPH AS NURSE
                    (on stage)
               "God forbid. Where's this girl?

     The author and star, WILL SHAKESPEARE, has his back to the 
     stage, his hands over his ears. He is cowering in dread 
     anticipation.

                           RALPH AS NURSE (CONT'D)
               "What, Juliet!"

     As SAM is about to enter HENSLOWE'S hand yanks him by the 
     collar, and VIOLA overtakes him and steps on stage. Enter 
     "JULIET." VIOLA is not wearing the "JULIET" costume - she is 
     wearing her own beautiful dress, which up till now has been 
     hidden from us by her cloak.

                           VIOLA AS JULIET
               "How now, who calls?"

                           RALPH AS NURSE
               "Your mother."

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                           p. 106


                           VIOLA AS JULIET
               "Madam. I am here, what is your will?

     INT. THE CURTAIN THEATRE. AUDITORIUM. DAY.

     There is a collective gasp. Nobody has ever seen a BOY PLAYER 
     like this.

     INT. THE CURTAIN THEATRE. THE WINGS. DAY.

     WILL takes his hands from his ears, and turns round in 
     amazement at the sound of VIOLA'S voice.

     INT. THE CURTAIN THEATRE. AUDITORIUM/STAGE. DAY.

     WESSEX has just arrived in the auditorium and jumps as if he 
     has been shot. He seems about to intervene, but looking around 
     at the rapt faces he realises he cannot.

     INT. THE CURTAIN THEATRE. THE WINGS. DAY.

     HENSLOWE and BURBAGE look at each other.

                           BURBAGE
               We will all be put in the clink.

                           HENSLOWE
                    (shrugs)
               See you in jail.

     INT. THE CURTAIN THEATRE. BACKSTAGE. DAY.

     FENNYMAN, oblivious to the drama, is practising his lines in 
     a fever of nervousness.

                           FENNYMAN
               "Such mortal drugs I have but Mantua's 
               Law Is death to any he that utters
               them." Then him. Then me.

     INT. THE CURTAIN THEATRE. STAGE. DAY.

     Swordplay. An amazing performance that holds the audience 
     spellbound. "TYBALT" kills "MERCUTIO."

                           ALLEYN AS MERCUTIO
                    (to ROMEO)
               "I am hurt.

                           WILL AS ROMEO
               "Courage man. The hurt cannot be 
               much."

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                           p. 107


                           ALLEYN AS MERCUTIO
               "Ask for me tomorrow and you shall 
               find me a grave man."

     A roll of thunder. Over the heads of the audience, far above 
     the thatched roof of the theatre, clouds are gathering in 
     the sky. On stage "MERCUTIO" is in 'ROMEO'S" arms, but the 
     tone of the playing is unlike anything we have seen before: 
     without bombast, intense and real. And the audience is quiet 
     and attentive.

                           ALLEYN AS MERCUTIO (CONT'D)
               "...--Why the devil came you between 
               us?  I was hurt under your arms."

     EXT. THE CURTAIN THEATRE. DAY.

     In the semirural view towards the City of London, there can 
     be discerned a gaggle of approaching MEN and there is 
     something orderly about them.  As they come closer, we see 
     that they are a company of PIKE MEN, marching toward the 
     theatre, led by the Master of the Revels, TILNEY.  Thunder 
     rolls.

     INT. THE CURTAIN THEATRE. STAGE. DAY.

     Figures are running across the stage, in the panic that 
     follows "TYBALT" death.

                           ACTOR AS BENVOLIO
               "Romeo, away, be gone! The citizens 
               are up and Tybalt slain. Stand not 
               amazed. The prince will doom thee 
               death If thou art taken. Hence, be
               gone away!"

                           WILL AS ROMEO
               "I am fortune's fool!"

                           ACTOR AS BENVOLIO
               "Why dost thou stay!"

     INT. THE CURTAIN THEATRE. BACKSTAGE. DAY.

     WILL has just 'killed' "TYBALT." He is still breathless from 
     fighting. he stands face to face with VIOLA.

                           WILL
               I am fortune's fool.

     They stare at each other, transfixed.

                           WILL (CONT'D)
               You are married?

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                           p. 108


     PAUSE. She cannot answer.

                           WILL (CONT'D)
               If you be married, my grave is like 
               to be my wedding bed.

     The implication of her silence fills the air. WILL does not 
     move.

     INT. THE CURTAIN THEATRE. STAGE. DAY.

     We cannot tell whether this is the play or their life.

     The audience, and the rest of the world, might as well not 
     exist. WILL turn from her and begins to descend from the 
     'balcony.'

                           VIOLA AS JULIET
               "Art thou gone so?

     WILL stops.

                           VIOLA AS JULIET (CONT'D)
               Love, lord, ay husband, friend, I 
               must hear from thee every day in the 
               hour, For in a minute there are many 
               days.  O, by this count I shall be 
               much in years Ere I again behold my 
               Romeo..."

     WILL as "ROMEO" seems unable to speak. Then he says:

                           WILL AS ROMEO
               "...Farewell..."

     All other sounds drain away, and time seems to stop.

                           VIOLA AS JULIET
               "O think'st thou we shall ever meet 
               again...?  Methinks I see thee, now 
               thou art so low, As one dead in the 
               bottom of a tomb. Either my eyesight 
               fails, or thou lookest pale."

                           WILL AS ROMEO
               "Trust me, love, in my eyes so do 
               you. Dry sorrow drinks our blood. 
               Adieu. Adieu."

     INT. THE CURTAIN THEATRE. STAGE. DAY.

     Now the FRIAR is giving "JULIET' his potion.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                           p. 109


                           EDWARD AS FRIAR
               "No warmth, no breath shall testify 
               thou livest And in this borrow'd 
               likeness of shrunk death Thou shall 
               continue two and forty hours And 
               then awake as from a pleasant 
               sleep..."

     INT. THE CURTAIN THEATRE. STAGE. DAY.

     It's FENNYMAN'S moment. The "APOTHECARY" and "ROMEO."

                           WILL AS ROMEO
               "Come hither, man. I see that thou 
               art poor. Hold, there is forty ducats. 
               Let me have A dram of poison--"

                           FENNYMAN AS APOTHECARY
               "Such mortal drugs I have but Mantua's 
               law is death to any he that utters 
               them!"

     FENNYMAN has cut in several lines early, but his conviction 
     is astonishing.

                           FENNYMAN AS APOTHECARY (CONT'D)
               "My poverty but not my will consents."

                           WILL AS ROMEO
               "I pay thy poverty and not thy will."

     EXT. STREET. NEAR THE CURTAIN THEATRE. DAY.

     TILNEY, on the march. His hand grips a copy of the Curtain 
     flyer.

     INT. THE CURTAIN THEATRE. STAGE. DAY.

     "JULIET" lies "dead." She lies on top of her tomb, "lying in 
     stage," her best dress, her hair done, her hands in prayer 
     at her breast, her eyes closed. "ROMEO" has found her like 
     this.

                           WILL AS ROMEO
               "Eyes, look your last! Arms, take 
               your last embrace! and lips, Oh you 
               The doors of breath, seal with a 
               righteous kiss A dateless bargain to 
               engrossing death!  Come, bitter 
               conduct; come, unsavory guide! Thou 
               desparate pilot, now at once run on 
               The dashing rocks thy seasick weary 
               bark!"

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                           p. 110


     As WILL embraces her, VIOLA'S eyes flicker open (shielded by 
     WILL from the audience) and the lovers look at each other 
     for a moment as WILL and VIOLA rather than as "ROMEO" and 
     "JULIET." Their eyes are wet with tears.

     INT. THE CURTAIN THEATRE. AUDITORIUM. DAY.

     BURBAGE and ROSALINE are watching.

     INT. THE CURTAIN THEATRE. AUDITORIUM. DAY.

     KEMPE is watching.

     INT. THE CURTAIN THEATRE. AUDITORIUM. DAY.

     We see that in the audience are several of the WHORES we 
     recognise from the brothel. They are weeping openly.

     INT. THE CURTAIN THEATRE. STAGE. DAY.

     WILL is raising the fatal drug in a last toast.

                           WILL AS ROMEO
               "Here's to my love
                    (he drinks)
               O true Apothecary."

     INT. THE CURTAIN THEATRE. THE WINGS. DAY.

     FENNYMAN, moved but proud in the wings.

                           FENNYMAN
                    (whispers to himself)
               I was good. I was great.

     INT. THE CURTAIN THEATRE. STAGE. DAY.

                           WILL AS ROMEO
               "Thy drugs are quick. Thus with a 
               kiss I die."
                    (and he dies)

     INT. THE CURTAIN THEATRE. AUDITORIUM. DAY.

     The NURSE is weeping too.

     INT. THE CURTAIN THEATRE. STAGE. DAY.

     "JULIET" wakes up with a start.

                           VIOLA AS JULIET
               "...Where is my lord?  I do remember 
               well where I should be, And there I 
               am.  Where is my Romeo?"

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                           p. 111


     INT. THE CURTAIN THEATRE. AUDITORIUM. DAY.

                           NURSE
                    (involuntarily)
               Dead!

     INT. THE CURTAIN THEATRE. STAGE. DAY.

                           VIOLA AS JULIET
               "What here? A cup clos'd in my true 
               love's hand? Poison, I see, hath 
               been his timeless end."

     INT. THE CURTAIN THEATRE. STAGE. DAY.

     "JULIET" takes "ROMEO'S" dagger.

                           VIOLA AS JULIET
               "...O happy dagger This is thy sheath. 
               There rust, and let me die."

     She stabs herself and dies. The "inner curtain" closes over 
     the tomb.

     INT. THE CURTAIN THEATRE. STAGE/AUDITORIUM. DAY.

     HIGH ANGLE on audience and stage. "THE PRINCE" played by 
     WABASH is having the last word.

                           THE PRINCE
               "For never was a story of more woe 
               Than this of Juliet and her Romeo."

     The end. There is complete silence. The ACTORS are worried. 
     But then the audience goes mad with applause.

     INT. THE CURTAIN THEATRE. THE INNER CURTAIN/STAGE. DAY.

     The inner curtain opens, but WILL and VIOLA, are in a play 
     of their own...embracing and kissing passionately, making 
     their own farewell. HENSLOWE is too stunned and moved to 
     react at first. Then he looks at the audience and the penny 
     drops. It's a hit.

     INT. THE CURTAIN THEATRE. AUDITORIUM/STAGE. DAY.

     The audience roars. WILL, VIOLA, and THE COMPANY come forward 
     to meet the applause. TILNEY and his MEN burst in. TILNEY 
     jumps up onto the stage, where the ADMIRAL'S MEN are taking 
     their bows. TILNEY'S "COPS" ring the stage, facing inwards.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                           p. 112


                           TILNEY
                    (shouts triumphantly)
               I arrest you in the name of Queen 
               Elizabeth!

     The AUDIENCE goes quiet. BURBAGE jumps out of the audience 
     onto the stage.

                           BURBAGE
               Arrest who, Mr. Tilney?

                           TILNEY
               Everybody! The Admiral's Men, The 
               Chamberlain's Men and everyone of 
               you ne'er-do-wells who stands in 
               contempt of the authority invested 
               in me by her Majesty.

                           BURBAGE
               Contempt? You closed the Rose--I 
               have not opened it.

     TILNEY is at a loss but only for a moment.

                           TILNEY
                    (he points a "j'accuse" 
                    finger at VIOLA)
               That woman is a woman!

     The entire audience and the actors, recoil and gasp. The 
     NURSE crosses herself.

                           ALLEYN
               What?! A woman?! You mean that goat?!

     He points at VIOLA, brazening it out without much chance.

                           TILNEY
               I'll see you all in the clink! In 
               the same of her Majesty Queen 
               Elizabeth-- 

     And an authoritative voice from the audience interrupts him.

                           VOICE
               Mr. Tilney...!

     It is QUEEN ELIZABETH herself, descending now, her hood and 
     cloak thrown back. She is an awesome sight. A shaft of 
     sunlight hits her.

                           QUEEN
               Have a care with my name, you will 
               wear it out.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                           p. 113


     There is a general parting of the waves, soldiers and actors, 
     a general backing off and bowing as QUEEN ELIZABETH takes 
     the limelight.

                           QUEEN (CONT'D)
               The Queen of England does not attend 
               exhibitions of public lewdness so 
               something is out of joint. Come here, 
               Master Kent. Let me look at you.

     VIOLA comes forward, and is about to curtsey when she catches 
     the QUEEN'S eye, an arresting eye, which arrests the curtsey 
     and turns it into a sweeping bow.

                           QUEEN (CONT'D)
               Yes, the illusion is remarkable and 
               your error, Mr. Tilney, easily 
               forgiven, but I know something of a 
               woman in a man's profession, yes, by 
               God, I do know about that. That is 
               enough from you, Maser Kent. If only 
               Lord Wessex were here.

                           VOICE
               He is, Ma'am.

     The voice belongs to JOHN WEBSTER. He points firmly at a 
     figure in the audience, WESSEX, trying to look inconspicuous.

                           WESSEX
                    (weakly)
               Your majesty...

                           QUEEN
               There was a wager, I remember...as 
               to whether a play can show the very 
               truth and nature of love. I think 
               you lost it today.
                    (turning to WEBSTER)
               You are an eager boy. Did you like 
               the play?

                           WEBSTER
               I liked it when she stabbed herself, 
               your Majesty.

     The QUEEN fixes WILL with a beady eye.

                           QUEEN
               Master Shakespeare.  Next time to 
               you come to Greenwich, Come as 
               yourself and we will speak some more.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                           p. 114


     WILL bows deeply. The QUEEN turns to leave. The waves part 
     for her.

     INT. THE CURTAIN THEATRE. MAIN ENTRANCE. DAY.

     The QUEEN is bowed out through the doors.

     EXT. THE CURTAIN THEATRE. DAY.

     A gaggle of the QUEEN'S favoured courtiers wait by her 
     carriage. WESSEX is hurrying down the exterior staircase as 
     the QUEEN emerges from the theatre.  During the following a 
     general egress from the Auditorium is taking place, including 
     some of the actors crowding to see her off.  WESSEX bows out 
     of breath.

                           WESSEX
               Your Majesty!

                           QUEEN
               Why, Lord Wessex! Lost your wife so 
               soon?

                           WESSEX
               Indeed I am a bride short. How is 
               this to end?

     VIOLA has come out of the theatre, amongst some of the other 
     players. The QUEEN catches her eye.

                           QUEEN
               As stories must when love's denied--
               with tears and a journey. Those whom 
               God has joined in marriage, not even 
               I can put asunder.
                    (she turns to VIOLA)
               Lord Wessex, as I foretold, has lost 
               his wife in the play--house--go make 
               your farewell and send her out. It's 
               time to settle accounts.
                    (to WESSEX)
               How much was the wager?

                           WESSEX
               Fifty shillings.
                    (the QUEEN gives him 
                    a look)
               Pounds.

                           QUEEN
               Give it to Master Kent. He will see 
               it rightfully home.

     WESSEX gives his purse to VIOLA.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                           p. 115


                           QUEEN (CONT'D)
                    (to VIOLA)
               And tell Shakespeare something more 
               cheerful next time for Twelfth Night.

     The QUEEN proceeds towards her carriage. There is an enormous 
     puddle between her and her carriage. The QUEEN hesitates for 
     a fraction and then marches through the puddle as cloaks 
     descend upon it.

                           QUEEN (CONT'D)
               Too late, too late.

     She splashes her way into her carriage, which departs.

     INT. THE CURTAIN THEATRE. STAGE. DAY.

                           WILL
                    (heartbroken, testing 
                    her name)
               My Lady Wessex?

     VIOLA nods, heartbroken too. For a long moment they cannot 
     say anything to each other. The she holds up Wessex's purse.

                           VIOLA
               A hired player no longer.  Fifty 
               pounds, Will, for the poet of true 
               love.

                           WILL
               I am done with theatre. The playhouse 
               is for dreamers. Look where the dream 
               has brought us.

                           VIOLA
               It was we ourselves did that. And 
               for my life to come I would not have 
               it otherwise.

                           WILL
               I have hurt you and I am sorry for 
               it.

                           VIOLA
               If my hurt is to be that you will 
               write no more, then I shall be the 
               sorrier.

     WILL looks at her.

                           VIOLA (CONT'D)
               The Queen commands a comedy, Will, 
               for Twelfth Night.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                           p. 116


                           WILL
                    (harshly)
               A comedy! What will my hero be but 
               the saddest wretch in the kingdom, 
               sick with love?

                           VIOLA
               An excellent beginning
                    (a beat)
               Let him be...a duke. And your heroine?

                           WILL
                    (bitterly)
               Sold in marriage and half way to 
               America.

                           VIOLA
                    (adjusting)
               At sea, then--a voyage to a new 
               world?...she lands upon a vast and 
               empty shore. She is brought to the 
               duke...Orsino.

                           WILL
                    (despite himself)
               Orsino...good name.

                           VIOLA
               But fearful of her virtue, she comes 
               to him dressed as a boy...

                           WILL
                    (Catching it)
               ...and thus unable to declare her 
               love.

     Pause. They look at each other. Suddenly the conversation 
     seems to be about them.

                           VIOLA
               But all ends well.

                           WILL
               How does it?

                           VIOLA
               I don't know. It's a mystery.

     WILL half smiles. Then he's serious. They look deeply at 
     each other...and rush into each other's arm.

                           WILL
               You will never age for me, nor fade, 
               nor die.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                           p. 117


                           VIOLA
               Nor you for me.

                           WILL
               Good bye, my love, a thousand times 
               good bye.

                           VIOLA
               Write me well.

     She kisses him with finality. Then turns and runs from him. 
     WILL watches as she goes.

     INT. WILL'S ROOM. DAY.

     A blank page. A hand is writing: TWELFTH NIGHT. We see WILL 
     sitting at his table.

                           WILL (V.O.)
               My story starts at sea...a perilous 
               voyage to an unknown land...a 
               shipwreck...

     EXT. UNDERWATER. DAY.

     Two figures plunge into the water

                           WILL (V.O.)
               ...the wild waters roar and 
               heave...the brave vessel is dashed 
               all to pieces, and all the helpless 
               souls within her drowned

     INT. WILL'S ROOM. DAY.

     WILL AT HIS TABLE WRITING

                           WILL (V.O.)
               ...all save one ... a lady...

     EXT. UNDERWATER. DAY.

     VIOLA IN THE WATER

                           WILL (V.O.)
               ...whose soul is greater than the 
               ocean ... and her spirit stronger 
               than the sea's embrace ... not for 
               her watery end, but a new life 
               beginning on a stranger shore.

     EXT. BEACH. DAY.

     VIOLA is walking up a vast and empty beach ...

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
                                                           p. 118


                           WILL (VO CONTINUED)
               It will be a love story ... for she 
               will be my heroine for all time...

     INT. WILL'S ROOM. DAY.

     WILL looks up from the table.

                           WILL (CONT'D)
               ...and her name will be ... Viola.

     He looks down at the paper, and writes: "Viola" Then:

     "What country friends is this?"

     EXT. BEACH. DAY.

     DISSOLVE slowly to VIOLA, walking away up the beach towards 
     her brave new world.

                               THE END