Sleepless in Seattle (1993)
      
Directed by Nora Ephron
      
Story by Jeff Arch
Screenplay by Nora Ephron, David S. Ward and Jeff Arch
      
May 10, 1992

Tom Hanks.........................Samuel 'Sam' Baldwin
Ross Malinger............................Jonah Baldwin
Meg Ryan....................................Annie Reed
Bill Pullman....................................Walter
Rita Wilson.......................................Suzy
Victor Garber.....................................Greg
Tom Riis Farrell...................................Rob
Carey Lowell.....................Maggie Abbott Baldwin
Le Clanché du Rand........................Barbara Reed
Kevin O'Morrison............................Cliff Reed
David Hyde Pierce..........................Dennis Reed
Valerie Wright..............................Betsy Reed
Frances Conroy..............................Irene Reed
Tom Tammi..................................Harold Reed
Calvin Trillin............................Uncle Milton
          
     FADE IN:

     CLOSE ON SAM BALDWIN

     A card: Chicago.

     He's in his thirties.  His neck is pinched into a crisp dress 
     shirt and tie.  His expression is vacant, faraway.

     A breeze blows but he doesn't react to it.  In the distance 
     the architecture of the Chicago skyline.

                           SAM
               Mommy got sick and it happened just 
               like that and there was nothing 
               anybody would do.

     AND PULL BACK TO REVEAL:

 1   EXT. CHICAGO - A GRAVESITE - DAY                               1   

     Next to Sam is his son Jonah, age 9.  Sam's hand is on his 
     shoulder.  As the mourners go past and each takes a turn 
     shoveling a clod of dirt into an open grave --

                           SAM
               If we start asking why we'll go crazy.  
               So, rule number one.  We don't ask 
               why.

                                                          CUT TO:

     CLOSE ON ANNIE REED

     Pretty, blonde, animated.  Jeans, a T-shirt, a Baltimore 
     Orioles hat.

                           ANNIE
               Why? I just want to know why?  That's 
               my first rule.  I always ask why.  
               Come on.  Tell me.  C'mon, c'mon, 
               c'mon --

     AND PULL BACK TO REVEAL:

 2   EXT. CHICAGO ALLEY - DAY                                       2   

     Annie is talking to her boyfriend, a good-looking guy named 
     SETH.  They're carrying packing boxes into the house they 
     share in the Old Town section of Chicago.

     The same stunning architecture in the b.g.  They go up the 
     back wooden staircase to the house.

                                                       (CONTINUED)

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     Screenplay-Sleepless_in_Seattle                         p. 2
     10-31-01                                                    


                           SETH
               There's no why, Annie.  I'm just not 
               up for it.  I never said I was.

                           ANNIE
               Is there somebody else?

                           SETH
               Nope.

                           ANNIE
               You don't love me, is that it?

                           SETH
               Nope.

     FOLLOW THEM INTO:

 3   INT. KITCHEN - DUSK                                            3   

     As they set down the packing boxes and Seth starts to assemble 
     them.

                           ANNIE
               How about ... you're too narcissistic 
               to commit to another human being in 
               a long-term way.

                           SETH
                    (agreeably)
               That's good.

                                                          CUT TO:

 4   INT. SAM'S CHICAGO TOWN HOUSE - DAY                            4   

     An attractive, thirtyish couple, SUZY and GREG are stocking 
     Sam's freezer with enough Ziploc meals for a months.  A number 
     of friends and relatives talk quietly in the living room 
     beyond.  Sam stands alone by a window that looks into the 
     backyard.  We can see a garden of flowers -- clearly planted 
     by Sam's wife.

                           SUZY
               Five minutes in the microwave.  Any 
               one of them, five minutes and done.  
               Ready to eat.  Do you know how to 
               make juice?

                           SAM
               Microwave.  Five minutes.

                                                          CUT TO:

                                                       (CONTINUED)

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     Screenplay-Sleepless_in_Seattle                         p. 3
     10-31-01                                                    


 5   ANNIE'S KITCHEN - SEVERAL DAYS LATER                           5   

     Packing boxes.  Seth is moving out.

                           ANNIE
               You take the microwave?

                           SETH
               What am I going to do with a 
               microwave?

                           ANNIE
               You turn it on, you open it and you 
               stand in front of it for a very long 
               time.

                           SETH
               So you're angry.  Big deal.

                                                          CUT TO:

 6   SAM'S OFFICE - DAY                                             6   

     A large modern architectural firm in a Chicago high-rise.  
     Lake Michigan out the window.  A large space with several 
     architects consulting, drafting, etc.  Sam is at his desk, 
     working.  An older colleague, ROB, comes over to him.  Rob 
     has a mustache, smokes a pipe; he's kind but a little stuffy.

                           ROB
               Young man, it's none of my business, 
               but maybe you should talk to someone.  
               I myself have consulted a 
               professional.  I used to be up tight.

     On Sam's face.  It's hard to imagine Rob being any more 
     uptight than he is.  Sam takes some business cards out of 
     his shirt pocket And reads them off.

                           SAM
               Hypnotherapy...Shiatu Massage... 
               Loss of Spouse support groups...  
               Single parent discussion nights...  
               Parents without partners.
                    (starts riffling, 
                    angry)
               Partners without parents.  People 
               who need people.  Guys who go into 
               the woods, beat drums and bond.  Get 
               a shrink.  Hug a friend.  Hug 
               yourself.

                                                       (CONTINUED)

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     Screenplay-Sleepless_in_Seattle                         p. 4
     10-31-01                                                    


     He stops, realizing that everyone in the room is staring at 
     him.  Quickly they pretend they weren't paying attention.  
     Someone whispers something to a client.

                           SAM (CONT'D)
               Don't mind him.  He's the guy who 
               just lost his wife.
                    (beat)
               What I really think is we need a 
               change.

                           ROB
               Good idea.  Take a few weeks off, 
               get some sun, take Jonah fishing --

                           SAM
                    (shaking his head no)
               A real change.  New city.  Someplace 
               where every time I go around a corner 
               I don't think of Maggie.

     And hold on Sam for a moment and--

                                                        DISSOLVE:

 7   EXT. WRIGLEY FIELD - DAY                                       7   

     Sam, Jonah and Maggie walking toward the field.  It's a 
     gorgeous day for a game.  They high-five each other.

                           ROB (V.O.)
               Where you going to go?

     AND CUT BACK TO:

 8   INT. SAM'S OFFICE - DAY                                        8   

     As Sam snaps out of it.

                           SAM
               I was thinking about Seattle.

 9   INT. CHICAGO TRIBUNE - DAY                                     9   

     The Living Section of the paper.  Annie is blowing her nose 
     as she finishes telling her tale of woe to her boss, LAURIE 
     JOHNSON.

                           LAURIE
               Honey, he wasn't right for you.

                                                       (CONTINUED)

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     Screenplay-Sleepless_in_Seattle                         p. 5
     10-31-01                                                    


                           ANNIE
                    (blowing her nose)
               I know.

                           LAURIE
               He wasn't even wrong for you, like 
               cosmically wrong, so don't beat up 
               on yourself for wasting...however 
               long it was.

                           ANNIE
               I know.
                    (blowing her nose 
                    again)
               She pours Annie a cup of hot water.  
               Annie pulls a teabag out of her 
               pocket, puts it into the water.

                           LAURIE
               Maybe you should see a shrink.

                           ANNIE
               I want my money.

                           LAURIE
               Go home for the weekend.

                           ANNIE
                    (after a beat)
               That's what I'm going to do.  I'm 
               going to go home.
                    (she thinks about it)
               I quit.  Laurie, I quit.  I'm going 
               back to Baltimore.
                    (she's giddy)
               How does a blonde do a high-five?

     She smacks herself in the head.

                                                          CUT TO:

10   O'HARE AIRPORT - DAY                                          10   

     The X where walkway K crosses with walkway L.  Coming down 
     walkway K are Sam, Jonah, Suzy, Greg, their son MACK, and 
     several other friends.

     And coming down walkway L is Annie with Laurie and a couple 
     of FRIENDS from the paper, JUDITH and DIANE.

     They pass each other going in diagonal directions and continue 
     on.

                                                       (CONTINUED)

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     Screenplay-Sleepless_in_Seattle                         p. 6
     10-31-01                                                    


     WE STAY WITH SAM'S GROUP:

                           JONAH
                    (to Mack)
               Dad says I'm going to get used to 
               it, but I don't think you can ever 
               get used to a designated hitter.  

     Overlap:

                           SUZY
                    (to Sam)
               Eventually, in a few months, you'll 
               start seeing women, you'll meet 
               someone.

                           SAM
               Move on.  Right.  That's what I'm 
               going to do.  In a few months, boom, 
               I'll be fine, I'll just grow a new 
               heart.

                           SUZY
               I'm sorry --

                           GREG
               Sam, she didn't mean --

     Sam is shaking his head no as they reach the gate for the 
     Seattle plane.

                           SAM
               I know, I know.
                    (emphatic)
               Look, it doesn't happen twice.

                                                          CUT TO:

     Annie's group, as they approach the gate for the Baltimore 
     plane.

                           ANNIE
               I'm going to meet someone, someone 
               nice and stable who wears a hat so 
               he won't catch a cold, and I'm going 
               to marry him and have three children 
               and live happily ever after.  I mean, 
               I am not cut out for this--

                           DIANE
               For what?

                                                       (CONTINUED)

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     Screenplay-Sleepless_in_Seattle                         p. 7
     10-31-01                                                    


                           ANNIE
               For life as we know it.

                           LAURIE
               Just make sure he isn't fat like my 
               Michael or you'll spend your whole 
               life worrying he's going to drop 
               dead.

                           JUDITH
               God, you guys are so romantic.

                           ANNIE
               Do you know how long romance lasts?
                    (she snaps her fingers)
               That long.

                           DIANE
               Steven still brings me flowers every 
               Friday and we've been married 10 
               years.

                           LAURIE
                    (to Diane)
               Honey, nobody wants to hear that.
                    (to Annie)
               Here, darling, have some Tic Tacs.

     Kissing everyone.  Annie starts toward the plane, loaded 
     with stuff.

                           ANNIE
               The next time you see me I am going 
               to be incredibly happy.

11   INT. PLANE - NIGHT                                            11   

     Sam and Jonah sitting together as the plane waits on the 
     runway.  He notices his father's distractedness, reaches 
     over and takes his hand.  Sam comes back into focus.

                           SAM
               I'm your dad.  Don't ever forget 
               that.  That's rule number two.
                    (beat)
               It's you and me, kid.

12   INT. PLANE - NIGHT                                            12   

     Annie sitting by herself as the plane waits on the runway.

                                                       (CONTINUED)

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     Screenplay-Sleepless_in_Seattle                         p. 8
     10-31-01                                                    


                           ANNIE
                    (to herself)
               I guess it's just us.

     She gulps.

13   EXT. O'HARA AIRPORT - NIGHT                                   13   

     The two planes face in opposite directions, waiting for 
     instructions.

     And now they both start to take off.  In opposite directions.

     And we pull back back back back as the planes take off, one 
     flying east, the other flying west.

     And further and further back as they soar into the air and 
     leave the frame.

     The night sky.

     Stars twinkle.

     And now tilt down to see the United States.  It looks like a 
     cross between a satellite photo and a drawing by Saul 
     Steinberg.

     A light goes on in Baltimore.

     A light goes on in Seattle.

     They are the only lights on the map.

14   EXT. BALTIMORE SUN BUILDING - LATE AFTERNOON - CHRISTMAS EVE  14   

     As Annie comes out of the newspaper building with WALTER 
     JACKSON, a tall, handsome man who wears a hat.  They're 
     carrying an armful of Christmas presents.  They're walking 
     toward the parking lot.

                           WALTER
               The short one with black hair is 
               your cousin Irene --

                           ANNIE
               -- who's married to --

                           WALTER
               Harold, who ran away with his 
               secretary but came back --

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                         p. 9
     10-31-01                                                    


                           ANNIE
               -- because Irene threatened to put 
               the dog to sleep if he didn't --

                           WALTER
               And your brother Tom is a psychology 
               professor and is married to...Betsy --

                           ANNIE
               -- who is the most competitive woman 
               in the world --

     They put the presents in the backs of their two cars and 
     pull out together.

15   EXT. A HOUSE IN BALTIMORE SUBURBS - NIGHT                     15   

     Christmas lights twinkling as the two cars pull up in front 
     of a comfortable upper middle-class house and park their 
     cars.  They get out assembling presents.

                           WALTER
               Your Uncle Milton lost all his money 
               in a Puerto Rican condominium that 
               went belly up, don't mention the IRS 
               or the Federal prison system.  Your 
               mother is Barbara, your father is 
               Cliff --

                           ANNIE
               I hope he doesn't get out his slides.

                           WALTER
               Am I what they had in mind?

                           ANNIE
               They're going to love you.

     As they start toward the house.

                                                          CUT TO:

     CLANGING ON THE WINE GLASSES.

     AND PULL BACK TO REVEAL:

16   INT. ANNIE'S PARENTS' DINING ROOM - NIGHT                     16   

                           BARBARA
               Everybody! Annie has an announcement --

                           ANNIE
               Walter and I are engaged!

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                        p. 10
     10-31-01                                                    


     And the family's at the dinner table.  Annie's family is a 
     completely normally-looking WASP family -- only everyone is 
     a little eccentric.  Annie's mother BARBARA, a beautiful 
     gray-haired, fantastically cheerful woman, claps her hands 
     together.  Her father CLIFF, who's at the head of the table 
     next to her, gives Annie a kiss.

     Annie's brother TOM and his wife BETSY are at the table, 
     along with cousin IRENE and her husband HAROLD.  UNCLE MILTON, 
     who's Irene's father and Barbara's brother.

     There are about FIVE CHILDREN there, too.

                           IRENE
               That's wonderful, Annie.  I hope it 
               lasts... for years and years.

                           BETSY
                    (the competitive one)
               Do you have a ring?

                           ANNIE
               No.  Not yet.

                           BETSY
               Oh.  Well.  How will anyone know?

                           TOM
               Because you're going to call them 
               all and tell them.  Congratulations, 
               Walter.

     He claps Walter on the back.

     Walter sneezes.  And sneezes again.

                           CLIFF
               Are you all right?

                           WALTER
               It's nothing.  Nothing.

                           ANNIE
               It's probably just the flowers --

                           BARBARA
               We'll move them --

                           WALTER
               Don't touch them.  I feel terrible 
               sneezing at a time like this.  This 
               is a big moment for me --

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                        p. 11
     10-31-01                                                    


                           ANNIE
                    (overlapping)
               He's allergic to everything, don't 
               worry about it --

                           HAROLD
               Bees.  I'm allergic to bees.

                           CLIFF
               Not salmon I hope --

                           ANNIE
               If he eats one tiny piece of a nut --

                           WALTER
                    (cheerfully)
               My head swells up like a watermelon 
               and I drop dead.

                           IRENE
               It's the same with Harold and bees.

                           CLIFF
               Your mother and I had salmon at our 
               wedding, and I really think a wedding 
               without cold salmon --

                           WALTER
               I'm not allergic to salmon.  I don't 
               think.  But you never know.

                           HAROLD
               You never know.

                           BARBARA
               Oh, honey, I feel terrible, we used 
               up this magnum of champagne we were 
               saving on something else, what did 
               we use it for?

                           TOM
               Uncle Milton's parole --

                           BARBARA
               Right.

                           UNCLE MILTON
               And it was delicious.

                           BARBARA
               It was, wasn't it, Milton darling --

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                        p. 12
     10-31-01                                                    


                           BETSY
               When are you getting married, Annie?

                           CLIFF
               In early June.  In the garden.

                           HAROLD
               Does it have to be in the garden?

                           IRENE
               What about Harold and bees?

                           BARBARA
               We'll spray you.

                           CLIFF
               Cold salmon.  A lovely cucumber salad.  
               Strawberries.

                           WALTER
               I'm afraid I'm allergic to 
               strawberries.

                           CLIFF
               No strawberries.

     Annie smiles at Walter.

                           ANNIE
                    (to Walter)
               Is that all right with you?

                           WALTER
                    (to Lou Gehrig line)
               Today I consider myself the luckiest 
               man on the face of the earth.

                           IRENE
               What are you wearing?

                           ANNIE
               I don't know.

                           BETSY
               I wish you would wear my dress.  I 
               only wore it once, and you'll barely 
               have to do anything to it except 
               take it in in the bust --

                           BARBARA
               I have something that might do --

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                        p. 13
     10-31-01                                                    


17   INT. LIVING ROOM - LATER                                      17   

     Walter is sitting on the couch as Cliff shows him slides of 
     cloud formations in Guatemala.  In the next room Tom's at 
     the piano and the kids are singing Christmas carols.

18   INT. BACK STAIRWAY - SIMULTANEOUS                             18   

     MAX, one of the children, is teaching Uncle Milton to burp.

19   INT. ATTIC - NIGHT                                            19   

     The sound of Christmas carols from below.

     The attic is full of boxes and Annie walks through with her 
     mother.  They come to a dressmakers dummy with a sheet over 
     it.  Barbara removes the sheet.  A beautiful antique dress.  
     A veil sitting on top of the dummy.

                           BARBARA
               The Historical Society wanted this 
               and I never would give it to them --

                           ANNIE
               Granny's dress.  Oh, Mom.

                           BARBARA
               I notice these things are back in 
               fashion.  Oh, honey.
                    (tears are rolling 
                    down her face as she 
                    tries the veil on 
                    Annie)
               He's a lovely man, Annie.

                           ANNIE
               I know.  He's wonderful, isn't he?

                           BARBARA
               Are his folks nice?

                           ANNIE
               You'll love them.  We're going down 
               to D.C.  tonight to be with them 
               Christmas morning.

                           BARBARA
               How did it happen?

     Barbara starts to unbutton the tiny buttons on the back of 
     the dress and remove it from the dummy.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                        p. 14
     10-31-01                                                    


                           ANNIE
               It's silly, really.  I mean, I'd 
               seen him at the office, obviously 
               I'd seen him, he's the associate 
               publisher, and then one day we both 
               ordered sandwiches from the same 
               place, and he got my lettuce and 
               tomato sandwich on whole wheat, which 
               of course he was allergic to, and I 
               got his lettuce and tomato on white.

                           BARBARA
                    (utterly without irony)
               How amazing.

                           ANNIE
               It is, isn't it?  You make millions 
               of decisions that mean nothing and 
               then one day you decide to order 
               takeout and it changes your life.

                           BARBARA
               Destiny takes a hand.

                           ANNIE
               Oh, please.  Destiny's just something 
               we've invented because we can't stand 
               the fact that everything that happens 
               is accidental.

                           BARBARA
               Then how do you explain that you 
               both ordered exactly the same sandwich 
               except for the bread? How many people 
               in this world like lettuce and tomato 
               without something else like tuna?

                           ANNIE
               It wasn't a sign.  It was a 
               coincidence.

     Barbara shrugs, slips the dress off the dummy and Annie steps 
     into it.

     Barbra starts to button the dress on Annie.

                           BARBARA
               I was in Atlantic City with my family.  
               Cliff was a waiter.
               He talked me into sneaking out for a 
               midnight walk on the Steel Pier.
                           (MORE)

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                        p. 15
     10-31-01                                                    


                           BARBARA (CONT'D)
               I've probably told you this a million 
               times, but I don't care.  And then 
               he held my hand.  I was scared.  All 
               sorts of thing were going through my 
               head.  But after a while I forgot 
               about them.  At one point I looked 
               down, at our hands, and I couldn't 
               tell which fingers were mine and 
               which were his.  And I knew.

                           ANNIE
                    (hearing it for the 
                    first time)
               What?

                           BARBARA
               You know.

                           ANNIE
                    (she doesn't know, 
                    but she doesn't want 
                    her mother to know 
                    she doesn't know)
               What?

                           BARBARA
               Magic.  It was magic.

                           ANNIE
                    (repeating)
               Magic.

                           BARBARA
               I knew we would be together forever, 
               and that everything would be 
               wonderful, just the way you feel 
               about Walter.  Walter.  It's quite a 
               formal name, isn't it?

                           (LOWERING HER VOICE)
               One of the things I truly knew was 
               that your father and I were going to 
               have a wonderful time ... in the 
               sack I believe you call it --

                           ANNIE
               Mom!

                           BARBARA
               Of course it took several years before 
               everything worked like clockwork in
                           (MORE)

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                        p. 16
     10-31-01                                                    


                           BARBARA (CONT'D)
               that department, so don't be worried 
               if it takes a while --

                           ANNIE
               Mom, we already...

                           BARBARA
               Well, fine, fine.  Fiddle da dee.  
               And how's it working?

                           ANNIE
               Like... clockwork.

     She turns to look in the mirror.  The dress doesn't fit at 
     all.  It's completely lopsided.  One shoulder is higher than 
     the other.  The waist is in the wrong spot.

     The effect is quite comical.

                           BARBARA
               So you'll get married in a new dress.

                           ANNIE
               It's a sign.

                           BARBARA
                    (gently)
               You don't believe in signs.

20   EXT. STREET - LATE                                            20   

     The house Christmas lights sparkle outside, twinkling on the 
     tree inside, and the warm light spilling out.

                           ANNIE
               They loved you.  I told you they 
               would love you and they did.

                           WALTER
               I love you.

                           ANNIE
               I love you, Walter.
                    (beat)
               Did anyone ever call you anything 
               other than Walter?

                           WALTER
               Nope.

                           ANNIE
               Even when you were young?

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                        p. 17
     10-31-01                                                    


                           WALTER
               Nope.  Not even when I was young.  
               It's starting to rain.

                           WALTER (CONT'D)
               You sure you don't want to drive 
               with me?

                           ANNIE
               How will I get back to Baltimore 
               Saturday?
                    (remembering something)
               Oh God, I forgot my present for your 
               stepmother -- I took it inside by 
               accident.

                           WALTER
               I'll wait.

                           ANNIE
               Don't be silly.  I'll just be ten 
               minutes behind you.

21   EXT. BELTWAY - NIGHT                                          21   

     As Annie drives back toward Washington, D.C.

     Raining.

22   INT. CAR - NIGHT                                              22   

     Annie driving.  Presents on the front seat.  She's singing 
     "Sleigh Ride" and doing all the sound effects and clipclops 
     and giddyups.  After a moment, she realizes she doesn't know 
     all the words and turns on the radio.

                           DR. MARSHA'S FIELDSTONE'S VOICE
               Welcome back to "You and Your 
               Emotions." I'm Dr.  Marcia Fieldstone 
               broadcasting across America from the 
               top of the Sears Tower in Chicago 
               where we would have a fantastic view 
               of Santa Claus and his reindeer if 
               there was a -- oops, never mind.  
               Tonight we're talking about wishes 
               and dreams.  What's your wishes this 
               Christmas Eve? Maybe the best present 
               you can give yourself is a call to 
               me.  The number is --

                           ANNIE
               Give me a break.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                        p. 18
     10-31-01                                                    


     Annie changes the station.

                           RADIO VOICE
               The subject of the evening's medical 
               update is You and Your Spleen and 
               our host --

     She flips the dial back the other way.

                           DR. MARCIA FIELDSTONE (V.O.)
               Our caller is from Seattle.

     Annie changes the station.

                           RADIO VOICE
               Coming up, Jingle Bells backwards, 
               sung by the New Jersey Cape Mayettes --

     Annie twists the dial back the other way.  We hear a YOUNG 
     BOY's voice.

                           BOY'S VOICE (V.O.)
               Hello, this is Jonah --
                    (there's a bleep as 
                    Jonah says his last 
                    name)

     Annie's hqand lingers on the dial.

                           DR. MARCIA FIELDSTONE (V.O.)
               No last names, Jonah.  Hello there, 
               you sound younger than our usual 
               callers.  How come you're up so late?

                           JONAH (V.O.)
               It's not that late in Seattle.

                           DR. MARCIA FIELDSTONE (V.O.)
               Got me there.  What's your Christmas 
               wish, Jonah?

                           JONAH (V.O.)
               It's not for me.  It's for my dad.  
               I think he needs a new wife.

     Annie shakes her head.

                           DR. MARCIA FIELDSTONE (V.O.)
               You don't like the one he was now?

                           JONAH (V.O.)
               He doesn't have one now.  That's the 
               problem.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                        p. 19
     10-31-01                                                    


                           DR. MARCIA FIELDSTONE (V.O.)
               Where's your mom?

                           JONAH (V.O.)
               She died.

     Annie closes her eyes for a moment.

                           ANNIE
               I don't believe this --

23   EXT. HIGHWAY - NIGHT                                          23   

     As the car drives along.

                           DR. MARCIA FIELDSTONE (V.O.)
               I'm sorry to hear that, Jonah.

                           JONAH (V.O.)
               I've been pretty sad, but I think my 
               dad is worse.

24   INT. CAR - NIGHT                                              24   

                           DR. MARCIA FIELDSTONE (V.O.)
               And you're worried about him.

                           JONAH (V.O.)
               I'm worried about him, he's worried 
               about me, I ride my bike to school, 
               he follows in the car, like I'm not 
               supposed to know he's there.  Now 
               it's Christmas, and you know what 
               happens to people at Christmas.

                           ANNIE
               They lose their minds and call 
               crackpot doctors on the radio --

                           DR. MARCIA FIELDSTONE (V.O.)
               Have you talked to your dad about 
               this?

                           JONAH (V.O.)
               No.

                           DR. MARCIA FIELDSTONE (V.O.)
               Why not?

                           JONAH (V.O.)
               It's very hard for him to talk about 
               this stuff.  It's like it makes him 
               sadder.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                        p. 20
     10-31-01                                                    


                           DR. MARCIA FIELDSTONE (V.O.)
               You want me to talk to him?

                           ANNIE
               Perfect.  Sandbag the father.

                           JONAH (V.O.)
               And you crazy? He thinks shows like 
               this are dumb.  If you didn't have 
               an 800 number I could never get away 
               with this --

                           DR. MARCIA FIELDSTONE (V.O.)
               Is he home right now?

                           JONAH (V.O.)
               Yeah.

                           DR. MARCIA FIELDSTONE (V.O.)
               Well, I think I can help a little 
               more if I talk to him directly.

                           JONAH (V.O.)
               I don't know --

                           DR. MARCIA FIELDSTONE (V.O.)
               I'm sure he won't be angry once he 
               realizes how concerned you are about 
               him.

                           JONAH (V.O.)
               Okay, but if I get yelled at, I'm 
               never gonna listen to this show again.

                           DR. MARCIA FIELDSTONE (V.O.)
               Fair enough.

25   INT. SAM'S HOUSEBOAT - NIGHT                                  25   

     Jonah is on the telephone on the first floor of the houseboat 
     he lives in with Sam.  He's got the phone cord coming out of 
     the small first-floor study, and he's standing near the 
     kitchen end of a large living area looking out at the back 
     deck, where his dad is sitting in a deck chair looking out 
     at the sea.

                           JONAH
               Dad --

                           SAM
               What is it?

     ON ANNIE AGAIN.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                        p. 21
     10-31-01                                                    


                           JONAH (V.O.)
               There's somebody on the phone for 
               you.
                    (into phone)
               His name is Sam.

                           ANNIE
               This is completely disgusting.

26   INT. BALDWIN HOUSEBOAT - NIGHT                                26   

     Sam pokes his head in the back door.  He looks much as he 
     did eighteen months earlier, except that his hair is a little 
     longer.  He picks up the phone extension.

                           SAM
               Hello.

                           DR. MARCIA FIELDSTONE (V.O.)
               Hello, Sam, this is Dr. Marcia 
               Fieldstone on Network America.

     Sam looks across the room to Jonah.

                           SAM
               I'm probably not interested in 
               whatever you're selling.

                           DR. MARCIA FIELDSTONE (V.O.)
               I'm not selling anything.  Your son 
               called and asked for advice on how 
               to find you a new wife.

                           SAM
                    (he really didn't get 
                    her name)
               Who is this?

                           DR. MARCIA FIELDSTONE (V.O.)
                    (repeating herself)
               Dr. Marcia Fieldstone of Network 
               America.

                           SAM
               Jesus, are we on the air?  Jonah, 
               for God's sake --

                           JONAH
               Don't be mad at me, Dad.

     Sam can see Jonah.  He's frightened.  Sam immediately feels 
     how upset Jonah is.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                        p. 22
     10-31-01                                                    


                           DR. MARCIA FIELDSTONE (V.O.)
               He feels that since your wife's death 
               you've been very unhappy.  He's 
               genuinely worried about you.

     Sam is looking at Jonah, who's rooted to the spot he's 
     standing on.

                           SAM
                    (to Jonah)
               I'm not mad at you.  Okay, I'm not 
               mad at you.

                           DR. MARCIA FIELDSTONE (V.O.)
               I think it's hard for him to talk to 
               you about all this.  Maybe we could 
               talk and it would make him feel a 
               little better.

     Sam hesitates.

                           JONAH
               Please --

27   INT. ANNIE'S CAR - NIGHT                                      27   

                           ANNIE
               This is a grotesque violation of 
               this man's personal life, but never 
               mind --

                           SAM (V.O.)
               All righ...

                           DR. MARCIA FIELDSTONE (V.O.)
               Good.  How long ago did your wife 
               die?

28   INT. HOUSEBOAT - NIGHT                                        28   

                           SAM
               It's been about a year and a half.

                           DR. MARCIA FIELDSTONE (V.O.)
               Have you had any relationship since?

                           SAM
               No.

     Sam is very uncomfortable about this --

                           DR. MARCIA FIELDSTONE (V.O.)
               Why not?

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                        p. 23
     10-31-01                                                    


                           SAM
               Look, Doctor, I don't want to be 
               rude, but --

                           DR. MARCIA FIELDSTONE (V.O.)
               And I don't want to invade your 
               privacy --

29   INT. CAR - NIGHT                                              29   

                           ANNIE
               Sure you do.

                           SAM (V.O.)
                    (overlapping)
               Sure you do --

     Annie smiles.

                           SAM (CONT'D)
               Look, we had a tough time at first, 
               but I think I'm holding my own as a 
               dad, and Jonah and I will get along 
               fine again as soon as I break his 
               radio.

     Annie laughs.  So does Dr. Fieldstone

30   INT. HOUSEBOAT - NIGHT                                        30   

     Jonah is smiling too.

                           DR. MARCIA FIELDSTONE (V.O.)
               I have no doubt that you're a good 
               dad.  You can tell a lot from a 
               person's voice.  But something must 
               be missing if Jonah feels that you're 
               still under a cloud.

                           JONAH
               Tell her how you don't sleep at night.

                           SAM
               How do you know that?

     Sam and Jonah both talk into their extensions, literally 
     talking to each other on the phone within their own house, 
     but also ON THE AIR.

                           JONAH
               I can hear you walking around 
               sometimes.
                           (MORE)

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                        p. 24
     10-31-01                                                    


                           JONAH (CONT'D)
               At first I thought it was a robber.  
               Go ahead, tell her, Dad.

                           SAM
               I don't think I have to now.

     Sam starts across the room towards Jonah, who starts toward 
     him, both of them holding their phone receivers.

     On the wall in the dining area is a pine bench.

                           SAM (CONT'D)
               Look, it's almost Christmas --
                    (as the two of them 
                    sit down together on 
                    the bench)
               A kid needs a mother --

     He puts an arm around Jonah.

31   INT. CAR - NIGHT                                              31   

     As Annie listens.  She's softened considerably.

                           DR. MARCIA FIELDSTONE (V.O.)
               Could it be that you need someone 
               just as much as Jonah does?

                           ANNIE
               Yes.

     Annie catches herself, covers her mouth in embarrassment.

                           ANNIE (CONT'D)
               I'm losing my mind.

32   EXT. HIGHWAY - NIGHT                                          32   

     As Annie makes a turn off the beltway into a rest stop.

                           DR. MARCIA FIELDSTONE (V.O.)
               We've been talking to -- well, let's 
               just call him Sleepless in Seattle, 
               and we'll be right back after this 
               break with listener response, your 
               response, to the things we've been 
               discussing.  The number to call is...

33   INT. BALDWIN HOUSE                                            33   

                           SAM
               What's she talking about?

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                        p. 25
     10-31-01                                                    


                           JONAH
               This is where other people get to 
               call in and dump on what you said.

     We hear the beginning of a commercial.

34   INT. TRUCK STOP RESTAURANT - NIGHT                            34   

     Annie walks in, anxious to break the spell of her radio 
     reverie.  She goes to the counter to order some coffee.

     There's a commercial on the radio.  The counter WAITRESS 
     LORETTA is talking to the customers -- who include a TRUCK 
     DRIVER at a booth.  HARRIET, a short-order-cook, is visible 
     through an open window to the kitchen.

                           LORETTA
               I'll bet he's tall, with a cute butt.

                           HARRIET
               I'll bet he hasn't shaved in a week.  
               I'll bet he stinks.

                           LORETTA
               Shut up, Harriet.
                    (to Annie)
               What'll it be?

                           ANNIE
               Coffee, please.  Black.  To go.

                           LORETTA
               Maybe I should hustle myself out to 
               Seattle.  Give him a little present 
               for New Year's Eve.

                           HARRIET
               You can go there if you want but 
               don't open his refrigerator.  They 
               don't cover anything when they put 
               it in the fridge.  They just stick 
               it in and leave it there till it 
               walks out by itself.

                           LORETTA
               Harriet, ever since you divorced 
               your last husband, you've been no 
               fun.  I'm looking, and this guy pops 
               my tarts.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                        p. 26
     10-31-01                                                    


                           TRUCK DRIVER
               Come on, Loretta, you're going to 
               have to jump-start this guy.  His 
               battery's dead.  And look at me.  
               Mister Ever-Ready.  Every six minutes, 
               another charge.

                           LORETTA
               I'm looking for someone sensitive.

                           ANNIE
               Come on, nobody wants a guy who's 
               sensitive on the radio.

                           DR. MARCIA FIELDSTONE (V.O.)
               Let's take a call before we get back 
               to Sleepless.  Knoxville, Tennessee, 
               you're on.

                           SWEET SOUTHERN VOICE
               Yes, I would just like to know where 
               I could get this man's address?

                           LORETTA
                    (to the radio)
               Honey, get on line.

35   EXT. DINER - NIGHT                                            35   

     As Annie gets into her car.

36   EXT. WASHINGTON, D.C.  STREET - NIGHT                         36   

     Annie driving toward the house where Walter's parents live.

                           DR. MARCIA FIELDSTONE (V.O.)
               Do you think there's somebody out 
               there you could love as much as your 
               wife? Maybe even more?

                           SAM (V.O.)
               It's hard to imagine.

     And cut back and forth between the car and the houseboat.  
     Sam and Jonah are still on the bench, but Jonah has fallen 
     asleep in Sam's lap.  Sam is stroking the boy's hair.

                           DR. MARCIA FIELDSTONE (V.O.)
               What are you going to do, Sam?

                           SAM
               I don't know.  When I met my wife, 
               it was so clear.  I just knew.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                        p. 27
     10-31-01                                                    


     Annie is listening now.

                           DR. MARCIA FIELDSTONE (V.O.)
               What was it that made you know?

                           SAM
               I don't think I could really describe 
               it.

                           DR. MARCIA FIELDSTONE (V.O.)
               Why not?

                           SAM
               And if I could describe it, it 
               probably wouldn't be on a radio show.
                    (he laughs to himself)
               But what the hell.  It's not one 
               specific thing.  It's more of a 
               feeling.

     Annie coasts to a stop outside a handsome mansion in 
     Washington, D.C., the motor running.  She's hooked now, she's 
     not getting out of the car until she's heard it all.

                           SAM (CONT'D)
               You touch her for the first time, 
               and suddenly... you're home.  It's 
               almost like...

                           ANNIE
               Magic.

                           SAM
               Magic.

     CLOSER ON ANNIE

     realizing she has just said this.  Realizing that it must 
     mean something but not knowing what.

     SHE'S CRYING.

                           DR. MARCIA FIELDSTONE (V.O.)
               Well, it's time to wrap up, folks --

     A FIGURE appears at the passenger side window, which Annie 
     doesn't notice.  She's wiping the tears away with her hand.

                           DR. MARCIA FIELDSTONE (V.O.) (CONT'D)
               We hope you'll call again soon.

     The figure TAPS on the window --

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                        p. 28
     10-31-01                                                    


                           WALTER
                    (muffled, outside car)
               Annie?

                           DR. MARCIA FIELDSTONE (V.O.)
               ... and let us know how it's going.

     -- and taps again.

                           WALTER
               Annie?

     She turns.  He's pointing at the locked door.  She searches 
     for the button.  Finally finds it so that Walter can open 
     the door.

                           ANNIE
               I'm sorry, Walter.  I just heard the 
               most amazing thing on the radio.

     They start toward the front door, Walter and Annie carrying 
     presents, an overnight bag of Annie's.

                           ANNIE (CONT'D)
               People call up these shows and you 
               can't believe the stuff they say.  
               It's the end of privacy as we know 
               it, this country is just one big 
               global village with everyone out 
               there going blah blah blah --

     As they enter the house, we hear Silent Night and we see a 
     Christmas tree, glittering with lights.

                                                          CUT TO:

     A CHRISTMAS TREE GLITTERING WITH LIGHTS

     AS WE PULL BACK TO REVEAL:

37   INT. HOUSEBOAT - EARLY MORNING                                37   

     As Jonah opens his presents under the tree and we cut from 
     gift to gift:

     A BROOKS ROBINSON BASEBALL GLOVE which Jonah loves and which 
     he puts on his hand and keeps on while continuing to open:

     A TIE which mystifies him, but he hangs it around his neck.

     A PLAID SHIRT

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                        p. 29
     10-31-01                                                    


     A MAP OF THE UNITED STATES -- the kind that's used in 
     schoolrooms that pulls down from a roller.

     And now Sam brings out a long narrow present from behind the 
     door and Jonah opens --

     NEW FISHING ROD

38   EXT. HOUSEBOAT - DAY                                          38   

     As Jonah poses with all his Christmas presents -- his tie 
     hanging around his neck over his bathrobe and new plaid shirt, 
     his baseball glove, fishing rod -- as Sam takes his picture.

39   INT. HOUSEBOAT - DAY (OR POSSIBLY EXT. DECK HOUSEBOAT)        39   

     Sam opens his present from Jonah, which is something he made 
     in woodworking class.

                           SAM
               The hopes are perfect -- beautiful, 
               identical, smooth -- And they are 
               for something really amazing I feel 
               it in my bones --

                           JONAH
               It's a spice rack.

                           SAM
               We desperately need a spice rack.  
               Desperately.

                                                          CUT TO:

40   INT. KITCHEN OF HOUSEBOAT - DAY                               40   

                           SAM
               And we desperately need spices.

     Where Sam is putting the spices they have -- pepper, salt, 
     paprika and oregano -- into the spice rack, which has room 
     for at least twenty more.  Jonah is methodically making 
     pancakes.

                           JONAH
               Dad?  About last night?

                           SAM
               It's never happening again.  Right?

                           JONAH
               Right.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                        p. 30
     10-31-01                                                    


     There's a knock on the door.

                           SAM
               Then it never happened.

     Sam goes to answer the door.

     TWO YOUNG WOMEN are standing there.  Both are wearing quite 
     a lot of Spandex.  One of them is named LULU.  It says so on 
     her jacket.  The other is JOBETH.

                           SAM (CONT'D)
               Hi.

                           LULU
               Hi.  Sam?

                           SAM
               Yes?

                           LULU
                    (looking in and seeing 
                    Jonah)
               You must be Jonah.

     Jonah nods.

                           LULU (CONT'D)
                    (to her friend)
               See.  I told you.  Sam and Jonah.  
               I'm Lulu.  This is JoBeth.

     JoBeth nods, and continues to nod as Lulu talks.

                           LULU (CONT'D)
                    (continues)
               We live two piers over, don't we? 
               Number 12, right?  We're having like 
               a really neat open house today from 
               like four to whenever if you care to 
               stop by.

                           SAM
               Thanks, but... we've got plans.

                           LULU
               Well, here's the number.  If you 
               ever find yourself Sleepless, give 
               us a call.  We also... do babysitting.

     She winks.  JoBeth nods.

     Sam nods.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                        p. 31
     10-31-01                                                    


     Lulu waves goodbye, and she and JoBeth sashay off down the 
     dock.

     Jonah closes the door and turns to Sam.

                           JONAH
               Not.

                           SAM
               My feelings exactly.

41   EXT. LAKE UNION MARINA - EARLY MORNING                        41   

     Jonah and Sam are fishing off a dingy.

                           SAM
               How many people do you think heard 
               that thing last night?

                           JONAH
               It plays in 50 states.

                           SAM
               What?!

                           JONAH
               Nobody else is going to know it was 
               us.

                           SAM
               You're right.
                    (after a beat)
               You better hope so.

42   EXT. BALTIMORE SUN - MORNING                                  42   

43   INT. LIFESTYLE SECTION - DAY                                  43   

     A large open newsroom-type space with REPORTERS at computers.  
     Around the perimeter are glass-partitioned offices and meeting 
     rooms.  Inside one of the offices is BECKY, the Lifestyle 
     editor of the Sun.  She's at a table with Annie, now a 
     reporter for the section, and two other colleagues -- KEITH 
     and WYATT.  Wyatt is playing Gameboy.

                           KEITH
               This man sells the greatest soup 
               you've ever eaten, there's a line 
               around the block, and he is, I am 
               not kidding, the meanest man in 
               America.
                           (MORE)

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                        p. 32
     10-31-01                                                    


                           KEITH (CONT'D)
                    (beat)
               I feel strongly about this, Becky.  
               This is not just about soup.

                           BECKY
               Do it.  What else?

                           WYATT
               New Year's Eve.  Please don't make 
               me write it.

     Becky looks at Wyatt, notices the Gameboy.

                           BECKY
               Wyatt, I do not mean to remind you 
               of your mother, but if you don't put 
               that game away, no TV for a week.

                           WYATT
                    (pushing it to the 
                    center of the table)
               Would someone look this up, don't 
               tell me where.

     Becky is riffling through some papers on the table, among 
     which are some tearsheets from the Associated Press wire.

                           BECKY
               Listen to this.  Phone service in 
               the greater Chicago area was tied up 
               for two hours Christmas Eve because 
               some kid called a phone-in show to 
               get a wife for his father.  Two 
               thousand women called in for the 
               number.

                           KEITH
               Jesus.

                           ANNIE
               I heard it.  This kid calls up and 
               says my dad needs a wife and I'm 
               talking to myself in the car saying, 
               this is completely disgusting, you're 
               taking advantage of a child, and 
               then the father gets on and this 
               shrinkette says, do you want to talk 
               about it?  And he says no as a matter 
               of fact I don't, and I am saying, 
               bravo!  Right on!  Don't talk to 
               her, it's none of her business --
                           (MORE)

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                        p. 33
     10-31-01                                                    


                           ANNIE (CONT'D)
                    (she's completely 
                    into this story now)
               and then suddenly, for no reason at 
               all, he's talking about how much he 
               loved his wife, and how he just --
                    (she snaps her fingers)
               fell in love with her and I am crying.  
               Me.  A tear is actually rolling down 
               my face.  It was like what happens 
               when I watch those phone company 
               ads.  I don't have to see the whole 
               ad, I just have to see the part where 
               the daughter gives her mother a 
               refrigerator with a big red bow on 
               it, have you seen that one?

     Everyone looks at her.  Apparently she's finished.

                           BECKY
               You should write something about 
               this.

                           ANNIE
               About what?

                           BECKY
               Whatever it is.

                           KEITH
                    (waving the AP story)
               What it is is, there are a lot of 
               desperate women out there looking 
               for love.

                           WYATT
               Especially over a certain age.

     Annie is looking at them.  This isn't what she was talking 
     about at all, although she isn't quite sure what she was 
     talking about.

                           KEITH
               It is easier to be killed by a 
               terrorist after the age of 40 than 
               it is to get married --

                           ANNIE
               That is not true.  That statistic is 
               not true.

                           BECKY
               It's not true, but it feels true.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                        p. 34
     10-31-01                                                    


                           ANNIE
               There's practically a whole book 
               about how that statistic is not true --

                           WYATT
               Calm down.  You brought it up --

                           ANNIE
                    (sharply)
               I did not, Wyatt.

     A beat, everyone pauses.  Things are a little out of hand.

                           BECKY
               So where were we?

                           WYATT
               New Year's Eve.  I'll do it, okay?

                           BECKY
               Okay.

                           ANNIE
               If someone is a widower, why do they 
               say he was widowed? Why don't they 
               say he was widowered?

     Everyone looks at her strangely.

                           ANNIE (CONT'D)
               I was jus wondering.

44   EXT. BALTIMORE STREET - DAY                                   44   

     Annie walking purposefully, followed by Becky, hurrying to 
     catch up.

                           BECKY
               What was that about up there?

                           ANNIE
               What was what?

                           BECKY
               What's with you?

                           ANNIE
               Nothing's with me.

45   INT. BALTIMORE RESTAURANT - DAY                               45   

     Becky and Annie are having lunch.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                        p. 35
     10-31-01                                                    


                           BECKY
               "Sleepless in Seattle"?

                           ANNIE
               That's what she called him on the 
               show.  Because he can't sleep.

                           BECKY
               And now 2,000 women want his number.  
               The guy could be a crackhead, a 
               psychopath, a flasher, a junkie, a 
               transvestite, a chain-saw murderer, 
               or someone really sick, like Rick.

                           ANNIE
               Actually, he sounded nice.

                           BECKY
               Oh? Oh, really? Now we're getting 
               down to it.

                           ANNIE
               Not.

     She reaches down for her purse.

46   INT/EXT. REMODEL HOUSE - DAY                                  46   

     A hand reaching down to pick something up -- the Seattle 
     newspaper, and

     PULL BACK TO REVEAL:

     Sam carrying the paper down/up the stairs to an old house 
     that's being renovated.  Jonah, who is playing Gameboy, is 
     walking along with him.  WORKMEN are active everywhere.  Dry 
     wall going up, cabinets being installed, tile being set.

     One of Sam's partners, BOB LANGMAN, is walking with him, and 
     JAY MATHEWS, the on-site supervisor, is waiting for them in 
     an unfinished doorframe.  Bob is hefty, older, always eating 
     something dietetic.  Jay is younger and always wears as little 
     as possible, even in cold weather.

                           BOB LANGMAN
               Now she wants a circular stairwell 
               off the den.

                           JAY
                    (to Jonah, in b.g.)
               Punch me, punch in right here.
                           (MORE)

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                        p. 36
     10-31-01                                                    


                           JAY (CONT'D)
                    (points to his stomach; 
                    Jonah punches)
               And she wants the Sub-Zero with the 
               side-by-side doors --

                           BOB
               Which means --

                           SAM
               The cabinets have to be redone --

     They all nod at each other.  The woman has been a nightmare.

                           BOB
               So we thought --

                           JAY
               Since you're on the make again --

     Sam looks at Jonah --

                           SAM
               Great.  This is great.  The whole 
               town knows.  Just out of curiosity, 
               how do you two know?

                           BOB
               Grace heard it.

                           SAM
               Grace the dispatcher.  Great.

                           BOB
               The point is, take the client out to 
               dinner and ask her to marry you and 
               then maybe we won't have to redo the 
               kitchen cabinets.

                           SAM
               Why me? What about Jay?

                           JAY
               Hey, my plate is full.

                           SAM
               Well, okay.  What's the big deal?  
               If she'll forget the new fireplace, 
               I'll marry her.  Just point me in 
               the right direction.

                           JONAH
               Dad, I don't know about this one --

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                        p. 37
     10-31-01                                                    


                           SAM
               Oh, you're changing your mind --

                           JONAH
               No, I'm not, but --

                           SAM
               What's the matter with this one?  
               Wouldn't you like to have Imelda 
               Marcos as your mother?

                           JONAH
               Dad --

     Sam cuffs him good-naturedly.

                           SAM
               We better take the measurements for 
               the new cabinets.

     He walks away past some workmen, ladders, etc.  and starts 
     checking the cross-beams in the ceiling over in another area 
     of the site.  Bob follows after him.  Jay tosses Jonah a 
     hammer and they start knocking nails into the wall.

                           BOB
               Sam, if you're not doing anything 
               New Year's -- obviously you're not 
               doing anything New Year's -- we're 
               having some people over, all of them 
               married, not one even remotely 
               interested in playing around.  Does 
               that sound great or what?
                    (wistfully)
               I can't think of the last time I was 
               at a party when anything actually 
               happened.

                           SAM
               Thanks, but I'll pass.  It's kind of 
               a big night.  I don't like to leave 
               Jonah alone.

                                                          CUT TO:

     SHOT OF A HOUSEBOAT BEING TOWED BY A TUG DOWN THE RIVER (OR 
     A SEAPLANE LANDING) - TWILIGHT

47   EXT. HOUSEBOAT - TWILIGHT                                     47   

     Jonah watching it.  Sam visible in the distance in the 
     kitchen.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                        p. 38
     10-31-01                                                    


48   INT. KITCHEN - TWILIGHT                                       48   

     As Sam is busy installing the spice rack.  He marks the wall, 
     hammers in the nails, etc.

                           SAM
                    (as he starts putting 
                    new spices into the 
                    rack, in alphabetical 
                    order)
               Does red pepper go under R or P?

                           JONAH
               P.
                    (beat)
               Dad?

                           SAM
                    (absently)
               What?

                           JONAH
               I forgot to mention.  Jed called --

                           SAM
               Just out of curiosity, do you have 
               any friends whose names don't begin 
               with a J?  I feel like it was a 
               failure of the imagination on our 
               part naming you Jonah.
                    (looking at the spices)
               What is marjoram? Does anyone know?

                           JONAH
               Jed is having a slumber party New 
               Year's Eve and he invited me.

     A beat.

                           SAM
               Fine.  Fine.

                           JONAH
               So I can go.

                           SAM
               Sure.
                    (almost done with the 
                    spices)
               Looking good.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                        p. 39
     10-31-01                                                    


                           JONAH
               Shouldn't you have used a toggle 
               bolt?

                           SAM
               I think I know how to hang a spice 
               rack.

     He puts in the last spice.

     They stand back to admire it.  A beat.  The rack falls off 
     the wall.

     The rack itself doesn't break, but about six of the glass 
     jars of spices break.

     There's paprika and thyme and currying powder, etc.  all 
     over the floor along with shards of glass.

                           SAM (CONT'D)
               God fucking dammit!  Shit!  Fuck.  
               Piss.

     Jonah bursts into tears.

                           SAM (CONT'D)
                    (still angry)
               I'm sorry.
                    (softening)
               I'm sorry.

     He picks up Jonah and holds him.

                           SAM (CONT'D)
               I'm sorry.  I'm just --

                           JONAH
               Stressed.

                           SAM
               Right.  I'm sorry, Jonah, I'm sorry.

     And he holds Jonah as Jonah calms down.  Sam closes his eyes 
     tight.

49   INT. A TELEVISION SET OF NEW YEAR'S EVE ON TIMES SQUARE       49   

     And pull back to reveal:

50   INT. HOUSEBOAT - NIGHT                                        50   

     Sam, alone, watching the ball drop.  He's got a bag of Doritos 
     and a beer.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                        p. 40
     10-31-01                                                    


                           A VOICE
               Can I have half your beer?

                           SAM
               Sure.

     It's Maggie.

     She takes his bottle of beer and pours half of it into a 
     glass.

                           MAGGIE
               What did I used to say? Here's looking 
               at you? Here's mud in your eye?

                           SAM
               Here's to us.  You used to say here's 
               to us.
                    (he looks at her and 
                    his eyes well with 
                    tears)
               Oh babe.  I miss you so much it hurts.

     He reaches out for her.  She's gone.

     And we hear the television set now counting down to midnight 
     in New York.

                                                          CUT TO:

51   INT. NEW YEAR'S EVE PARTY IN BALTIMORE - NIGHT                51   

     The same television show counting down to midnight.

     Champagne corks popping, etc.

     And we see Walter and Annie.

                           WALTER
               Happy New Year, darling.

                           ANNIE
               Happy New Year.

     They start to dance.

                           WALTER
               I was thinking, I have to go up to 
               Boston for the AAP convention and 
               then visit Winston-Hughes about 
               switching over our computers.  Why 
               don't we meet in New York for 
               Valentine's Day weekend?

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                        p. 41
     10-31-01                                                    


                           ANNIE
               Walter, I'd love to --

                           WALTER
               We'll stay at the Plaza --

                           ANNIE
               Go for a walk in Central Park --

                           WALTER
               Go to the Symphony --

     A beat.

                           ANNIE
               We will?
                    (beat)
               The Symphony?
                    (beat)
               Okay.
                    (beat)
               I'll take you to the Russian Tea 
               Room for pelmeni.

                           WALTER
               What is it?

                           ANNIE
               It's delicious, trust me.

                           WALTER
               Does it have wheat in it?

                           ANNIE
               I don't think so.

     They go on dancing.  It's one of those parties where everyone 
     looks so happy and so in love.  Annie, however, looks 
     thoughtful.

52   ET.  MARINA PARKING AREA - DAY                                52   

     Sam gets out of his car and starts down the dock toward his 
     houseboat.  He's carrying a bag of groceries.

     In the parking lot is a U.S. MAIL TRUCK.

53   EXT. HOUSEBOAT - DAY                                          53   

     Sam approaches his boat and a puzzled look comes over his 
     face.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                        p. 42
     10-31-01                                                    


     A MAILMAN with a sack of mail is standing outside the front 
     door of the houseboat.  Jonah is signing a receipt for the 
     mail.

                           JONAH
               Look at this, Dad.  They're all for 
               you --

     Sam picks up an envelop and looks at it.  It's addressed to 
     Sleepless in Seattle c/o Dr.  Marcia Fieldstone, Radio Station 
     KWRS in Chicago.  He's stunned.  As he signs the receipt:

                           MAILMAN
               If you're having trouble sleeping, 
               you might want to try drinking a 
               glass of water from the other side.

                           JONAH
               I thought that was for hiccups.

                           MAILMAN
               Does it work for hiccups?

                           JONAH
               For hiccups, a spoonful of sugar, 
               you hold it in your mouth for a 
               minute.

                           MAILMAN
               Really?

     The mailman starts back toward the mail truck.

     Sam and Jonah start toward the door.

54   INT. HOUSEBOAT - NIGHT                                        54   

     Sam is in the kitchen making dinner.  Jonah is sitting at 
     the table, reading the letters from the stack they found by 
     the door.

                           SAM
               Just out of curiosity, how did they 
               get our address?

                           JONAH
               They called and asked for it.
                    (reading)
               "Dear Sleepless in Seattle.  You are 
               the most attractive man I've ever 
               laid ears on."

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                        p. 43
     10-31-01                                                    


     Jonah rolls his eyes, tosses the letter into a pile of 
     rejects, opens another.

                           SAM
               How did they get our phone number?

                           JONAH
               You have to give them your phone 
               number or they won't let you go on 
               the air.

     Sam nods as if this makes perfect sense.

                           JONAH (CONT'D)
                    (continues, reading)
               "Dear Sleepless in Seattle: I am an 
               SWF"--
                    (to Sam)
               What is that?

                           SAM
               Thank God.  Something you don't know.  
               It's a single white female.

                           JONAH
               This is no good.  She's looking for 
               someone French.  Or Greek.
                    (puzzled, he throws 
                    the letter into the 
                    reject pile, opens 
                    another)
               "Dear Sleepless in Seattle: I live 
               in Tulsa." Where is that? --

                           SAM
               Oklahoma.  Do you know where that 
               is?

                           JONAH
               Somewhere in the middle.

                           SAM
               I'm not going to think about what 
               they're not teaching you in school.  
               I am not going to think about it.
                    (beat)
               Generally speaking I think we should 
               rule out people who don't live 
               somewhere near here --

                           JONAH
               She's willing to fly anywhere.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                        p. 44
     10-31-01                                                    


     As Jonah hands Sam the picture.

                           SAM
               She looks like my third grade teacher.  
               I hated my third grade teacher.  
               Hold it! Wait a minute! She is my 
               third grade teacher!

                           JONAH
               Dad, you're not taking this seriously.

                           SAM
               This is not how you do it.
                    (referring to the 
                    hamburger)
               You want this on an English muffin 
               or a bun?

                           JONAH
               English muffin.  How do you do it?

                           SAM
               You see someone you like, you get a 
               feeling about them, you ask them if 
               they want to have a drink or --

                           JONAH
               -- a slice of pizza --

                           SAM
               But not dinner necessarily on the 
               first date because by the time you're 
               halfway through dinner you might be 
               sorry you asked them to dinner whereas 
               if it's just a drink, if you like 
               them you can always ask them for 
               dinner but if you don't you can go 
               home if you see what I mean.
                    (beat)
               I wonder if it still works this way.

                           JONAH
               It doesn't.  They ask you.

                           SAM
               I'm starting to notice that.

55   INT. ANNIE'S BEDROOM - NIGHT                                  55   

     Annie and Walter are making love.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                        p. 45
     10-31-01                                                    


                           JONAH (V.O.)
               If you get a new wife, I guess you'll 
               have sex with her, huh?

                           SAM (V.O.)
               What do you think?

                           JONAH (V.O.)
               Will she scratch up your back?

                           SAM (V.O.)
               What?

56   JONAH'S BEDROOM - NIGHT                                       56   

     As Sam puts Jonah to sleep.  Jonah is holding his teddy bear 
     while this conversation concludes.

                           JONAH
               In the movies women are always 
               scratching up guy's back and screaming 
               and stuff.  When they're having sex.

                           SAM
               Whose show was this on?

                           JONAH
               Jed's got cables.

                           SAM
               Go to sleep.

     He kisses him good-night.

                           JONAH
               Kiss Howard.
                    (he holds out the 
                    teddy bear)
               G'night, Howard.

57   INT. ANNIE'S BEDROOM - NIGHT                                  57   

     Annie and Walter have just finished making love.

     Walter falling asleep.

     Annie lying in bed, with her eyes open.

     She starts to get out of bed.  Puts on a robe.

58   INT. STAIRWAY - HOUSE                                         58   

     As Annie comes downstairs in a bathrobe.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                        p. 46
     10-31-01                                                    


     She opens the door to the street.

59   EXT. STREET - NIGHT                                           59   

     As Annie starts to run down the street.

     CLOSEUP OF: ANNIE, RUNNING

     And now we widen out to see a misty highway she's running 
     down.

     Past a sign saying: Seattle Approximately 3,000 miles.

     Past another sign: Your nerves are shot.

     And another: Your feet are cold.

     And another: Will you find love.

     And another: Before you're old?

     And another: Burma Shave.

     And Annie continues to run, and now we see she's running 
     across a map of the United States -- it's a little like the 
     one we saw in the beginning of the movie -- it's like the 
     famous map of the United States by Saul Steinberg, but instead 
     of being about New York, this one is about Seattle.

     In the distance, at the very edge of the map, we see two 
     indistinct figures -- a map and a young boy.  They start to 
     wave at her, very slowly.

     Annie's eyes widen.

                                                          CUT TO:

60   INT. ANNIE'S BEDROOM - NIGHT                                  60   

     Annie in bed, eyes open.  Walter fast asleep.

     She gets out of bed, puts on her robe (just as she did in 
     the dream sequence).

61   INT. STAIRWELL - NIGHT                                        61   

     As Annie comes down the stairs.

62   INT. KITCHEN - HOUSE                                          62   

     She turns the light on.

     Opens the refrigerator.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                        p. 47
     10-31-01                                                    


     Closes it.

     Opens it again.  Takes out some milk.

     Sits down at the kitchen table with a bowl, corn flakes, 
     banana.  She's about to assemble it when:

     SHE SEES:

     THE RADIO

     She stands up, turns it on to the station Dr. Marcia 
     Fieldstone is on.  She sits back down with her corn flakes.

                           ANNOUNCER (V.O.)
               Up next, "You and Your Emotions" 
               with Dr.  Marcia Fieldstone, clinical 
               psychologist and the best friend you 
               never had.
                    (the teaser continues)

                           WOMAN'S VOICE (V.O.)
               He says he doesn't love me any more.

                           DR. MARCIA FIELDSTONE (V.O.)
               Why do you want to be with someone 
               who doesn't love you?

                           ANOTHER WOMAN (V.O.)
               Every time I come close to orgasm he 
               stops and goes to make himself a 
               sandwich --

                           DR. MARCIA FIELDSTONE (V.O.)
               Why don't you make him a sandwich 
               beforehand?

                           SAM'S VOICE (V.O.)
               When I met my wife, it was so clear.  
               I just knew.

     Annie starts at hearing Sam's voice.

                           DR. MARCIA FIELDSTONE (V.O.)
               What was it that made you know?

                           SAM'S VOICE (V.O.)
               I don't think I could really describe 
               it.

                           DR. MARCIA FIELDSTONE (V.O.)
               Why not?

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                        p. 48
     10-31-01                                                    


                           SAM'S VOICE (V.O.)
               And if I could describe it, it 
               probably wouldn't be on a radio show.
                    (he laughs to himself)
               But what the hell.  It's not one 
               specific thing.  It's more of a 
               feeling.
                    (continuing)
               You touch her for the first time, 
               and suddenly... you're home.  It's 
               almost like...  magic.

     Annie closes her eyes.

                           ANNOUNCER (V.O.)
               We'll be back after this commercial 
               with Dr. Marcia Fieldstone.

63   EXT. BALTIMORE - PEABODY LIBRARY - DAY                        63   

     We see Annie's car pull into a parking space outside the 
     Peabody Library.  Annie gets out of the car.

64   INT. LIBRARY - DAY                                            64   

     As Annie strides purposefully across the library and enters:

65   INT. ANNIE'S BROTHER TOM'S OFFICE - DAY                       65   

     Annie bursts into Tom's office and walks over to his desk.  
     We barely has time to look up.

                           ANNIE
               I think I'm going crazy, Tom.  I 
               really do.  Are you happily married?

                           TOM
                    (completely panicked 
                    by the question)
               What?

                           ANNIE
               I mean, why did you get married? Was 
               it all fireworks And trumpets and --

                           TOM
                    (regaining composure)
               I got married because Betsy said we 
               had to break up or get married.  So 
               we get married.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                        p. 49
     10-31-01                                                    


                           ANNIE
               But when you met her, did you believe 
               she was the only person for you? 
               That in some mystical, cosmic way, 
               it was fated?

                           TOM
               Annie, when you meet someone and 
               you're attracted to them, it just 
               means that your subconscious is 
               attracted to their subconscious, 
               subconsciously.  So what we think of 
               as chemistry is just two neuroses 
               knowing that they are a perfect match.

                           ANNIE
               I don't even know him.  But I'm having 
               all these fantasies about a man I've 
               never met, who lives in Seattle.

                           TOM
               It rains nine months of the year in 
               Seattle.

                           ANNIE
               I know, I know.  I do not want to 
               move to Seattle.  But what I really 
               don't want to do is end up always 
               wondering what might have happened 
               and knowing I could have done 
               something.  What do you think?
                    (Tom opens his mouth 
                    to say something, 
                    but before anything 
                    comes out, Annie 
                    fills the void)
               It's just cold feet, isn't it?  
               Everyone panics before they get 
               married, didn't you?

                           TOM
               Yes, I did.

                           ANNIE
               Thank you, Tom.  I feel so much better 
               just having blown this off.

                           TOM
               Any time.

66   INT. PEABODY LIBRARY - DAY                                    66   

     As Annie walks through it and pushes the door to exit.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                        p. 50
     10-31-01                                                    


67   EXT. A DOOR OPENING TO SEATTLE STREET - DAY                   67   

     Sam and Jay walk out of the Arctic Building onto the street.

                           JAY
               Sandy has a girlfriend, Clenda ... 
               She's a weightlifter, but it's not 
               like her neck is bigger than her 
               head or anything --

                           SAM
               I'm not asking you to set me up, 
               Jay.  That's not what I need your 
               help for.  I want to know what it's 
               like over there.

                           JAY
               And that's what I'm trying to tell 
               you.  What women are looking over, 
               okay? Pecs and a cute butt.

                           SAM
               You mean, like, "He has the cutest 
               butt"? Where did I hear that recently?

                           JAY
               Everywhere.  You can't even turn on 
               the news without hearing about how 
               some babe thought some guy's butt 
               was cute.  Who the first babe to say 
               this was I don't know, but it caught 
               on.

68   INT. SEATTLE RESTAURANT - DAY                                 68   

     Sam and Jay at the counter.  Out the window, we can see water.

                           JAY
               When's the latest time you were out 
               there?

                           SAM
                    (trying to remember)
               Seventy... eight.

                           JAY
               Well.  Things are different.  First, 
               you have to be friends.  You have to 
               like each other.  Then you neck.  
               This can go on for years.  Then you 
               have tests.  Then you get to do it 
               with a condom.
                           (MORE)

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                        p. 51
     10-31-01                                                    


                           JAY (CONT'D)
                    (beat)
               The good news is, split the check.

                           SAM
               I don't think it could let a woman 
               pay for dinner.

                           JAY
               Great.  They'll have a parade in 
               your honor.  You'll be Man of the 
               Year in Seattle Magazine.  Tira misu.

                           SAM
               What's tira misu?

                           JAY
               You'll find out.

                           SAM
               What is it?

                           JAY
               You'll see.

                           SAM
               Some woman is going to want me to do 
               it to her and I'm not going to know 
               what it is.

                           JAY
               You'll like it.

                           SAM
                    (grimly)
               This is going to be tougher than I 
               thought.

69   EXT. HOUSEBOAT - EARLY EVENING                                69   

     Sam coming home.

70   INT. HOUSEBOAT - EARLY EVENING                                70   

     As he enters.  It's very quiet.  Too quiet.

                           SAM
               Jonah?

     No answers.

                           SAM (CONT'D)
               Jonah?

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                        p. 52
     10-31-01                                                    


     He starts to look concerned.

                           SAM (CONT'D)
               Jonah?

     He goes down the hall to Jonah's room.  The door is shut.  
     He opens it.

     Jonah is sitting on his bed listening to a tape.

     Earphones on.  Next to him is a young girl named JESSICA.

                           SAM (CONT'D)
               Jonah?

     Jonah takes off the earphones.

                           JONAH
               Hi, Dad.  Dad, this is Jessica.

                           SAM
               It's nice to meet you, Jessica.

                           JONAH
               Dad, this is amazing.  If you play 
               this backwards, it says "Paul is 
               dead."

                           SAM
               I know.

                           JONAH
               How do you know?

     Sam shrugs, turns to go back down the hall.

                           JONAH (CONT'D)
               Dad, could you close the door?

                           JESSICA
               H and G.
                    (Sam looks back)
               Hi and goodbye.

     Sam closes the door to Jonah's room.

     Hold on Sam.

                           SAM
                    (to himself)
               Get a life.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                        p. 53
     10-31-01                                                    


71   INT. HOUSEBOAT - CONTINUOUS                                   71   

     As Sam comes downstairs, goes into his office.  Closes the 
     door.

72   INT. SAM'S OFFICE AT HOME - CONTINUOUS                        72   

     He goes to the phone.  Looks up a number in the phone book.  
     Picks up the phone and dials a number.

                           SAM
               Hi, Victoria?... It's Sam Baldwin, I 
               don't know if you remember me.  Oh?  
               Well, great.  I was wondering if you 
               wanted to have a drink... Friday, 
               say... Dinner?... Sure, dinner would 
               be fine.  Sure.  Dinner.

73   INT. AN UNFINISHED DINNER ON A PLATE IN ANNIE'S LIVING ROOM--
     NIGHT                                                         73   

     Annie is watching "An Affair to Remember" on television, 
     tears pouring down her face.  Cary Grant is saying: "Are you 
     in love with him?" Deborah Kerr replies: "I'm not now."

     She's sitting at the dining room table.  A dozen pieces of 
     paper litter the table.  Annie's been unsuccessfully typing 
     a letter on an old Underwood typewriter.

                           ANNIE
               Now those were the days when people 
               knew how to be in love.

     She takes a blast from the wine glass to her right.

     Becky leans in, refilling the glass.  Annie begins to type 
     and sob and look at the TV.

                           BECKY
               You're a basket case.

                           ANNIE
                    (as she types)
               They knew it.  Time, distance, nothing 
               could separate them.  Because they 
               knew.  It was right.  It was real.  
               It was...

                           BECKY
               ... movie.
                    (beat)
               That's your problem.
                           (MORE)

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                        p. 54
     10-31-01                                                    


                           BECKY (CONT'D)
               You don't want to be in love.  You 
               want to be in love in a movie.
                    (beat)
               Read it to me.

                           ANNIE
                    (reading her letter)
               "Dear Sleepless and Son..."

                           BECKY
               It sounds like the name of a mattress 
               store --

                           ANNIE
               "I am not the sort of person who 
               listens to call-in radio shows" --

     Becky flops on the couch.

                           BECKY
               And this woman is a writer!  That's 
               what everyone writes at the beginning 
               of letters to strangers.

                           ANNIE
               I know that.  You think I don't know 
               that? "I know that's a dumb way to 
               begin, but it's the only way I can 
               think of to convey what happened to 
               me the other night when I heard the 
               two of you on the radio.  On the 
               other hand, maybe I'm just losing my 
               mind."

                           BECKY
               You are.  You're losing your mind.  
               What about Walter?

                           ANNIE
               I'm going to marry Walter.  I just 
               have to get this out of my system.

                           BECKY
               Right.

                           ANNIE
               I should say something in this about 
               magic.

                           BECKY
               What?

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                        p. 55
     10-31-01                                                    


                           ANNIE
               I don't know.  I mean, what if I 
               never meet him? What if this man is 
               my destiny and I never meet him?

                           BECKY
               Your destiny can be your doom.
               Look at me and Rick.

                           ANNIE
                    (typing some more)
               "I want to meet you..."

     Cary Grant says: "How about the top of the Empire State 
     Building?"

                           BECKY
               "On top of the Empire State Building 
               at sunset on Valentine's Day."

                           ANNIE
               Good.  Perfect.  I'll be in New York 
               with Walter, I can squeeze it in.

     She types in Becky's idea.

     Then she takes the piece of paper out of the typewriter, 
     smashes it into a ball and tosses it up in the air and into 
     Becky's lap.

                           BECKY
               You want to hear about destiny?  If 
               my husband hadn't gone on a diet, 
               which caused me to leave him, I would 
               never have been on that flight to 
               Miami, and met Rick, and ended up 
               having sex in the bathroom of a 727 
               with that nob you slide that says
               "vacant-occupied, vacant-occupied, 
               vacant-occupied" --
                    (she shudders in 
                    ecstasy, then pulls 
                    herself together)

                           ANNIE
               You never told me you left your 
               husband because he went on a diet.

                           BECKY
                    (nods; after a beat)
               He lost all the weight...  there.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                        p. 56
     10-31-01                                                    


                           ANNIE
               That's impossible.  A guy can't --

                           BECKY
               Can too.

                           ANNIE
               No.

                           BECKY
               Yes.

                           ANNIE
               And then you left him? He lost weight 
               there and you left him?

                           BECKY
               Plus he fell in love with a temp.

                           ANNIE
               Listen to this, I love this part --

     Deborah Kerr says: "It's now or never." And Cary Grant says: 
     "We'd be fools to let happiness pass us by."

     Deborah Kerr: "Winter must be cold for those with no warm 
     memories."

     Becky and Annie with tears rolling down their faces.

                           BECKY
               Men never get this movie.

                           ANNIE
               I know.

                           BECKY
               Do you think at the end of the movie 
               when she's in the wheelchair they 
               can still do it?

                           ANNIE
               I always wondered about that too.

     As Becky reaches for a Kleenex.

74   INT. JONAH'S BEDROOM                                          74   

     A Kleenex being pulled from a box.  Sam is giving it to Jonah, 
     who's up.  His hair is matted with perspiration.

                           SAM
               It's okay, it's okay.  I'm here.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                        p. 57
     10-31-01                                                    


     A beat while Jonah calms down.

                           JONAH
               It was sinking.

                           SAM
               What was?

                           JONAH
               Our house.  There was water coming 
               in all the windows.

                           SAM
                    (calm and definite)
               You're worried we're going to be all 
               right.  We're going to be all right.
                    (Sam gives Jonah a 
                    squeeze)
               I remember sometimes you'd have 
               nightmares as a baby.  Your mom would 
               hold you and rock you and sing you a 
               song.

                           JONAH
               Bye bye blackbird.

                           SAM
               Is that what she used to sing?

                           JONAH
               I miss her.
                    (beat)
               What do you think happens to someone 
               after they die?

                           SAM
               I don't know.

                           JONAH
               Like do you believe in heaven?

                           SAM
               I never did.  Or the whole idea of 
               an afterlife.  But I don't know any 
               more.  I have these dreams about... 
               your mom... and we have long talks 
               about...  about you, and how you 
               are, which she sort of knows but I 
               tell her anyway.  So what is that? 
               It's sort of an afterlife, isn't it?

                           JONAH
               I'm starting to forget her.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                        p. 58
     10-31-01                                                    


                           SAM
               I know.  But she's here, Jonah.  
               Because I have you.  And as long as 
               I have you, I have your Mom.

     Hold on the two of them as music begins.  Bye Bye Blackbird.

                           SAM (CONT'D)
               I... uh... have a date with someone 
               Friday night.

                           JONAH
               Good.

     A beat.

                           SAM
               Did I ever tell you about the time I 
               ate a dog biscuit?

     As Jonah cuddles closer MUSIC COMES UP AS WE PULL BACK FROM 
     THE BED AND...

                                                          CUT TO:

75   EXT. ANNIE'S TOWNHOUSE - LATE NIGHT                           75   

     AS MUSIC CONTINUES.  Annie waves as Becky gets into her car 
     and rides away.  Annie turns to her doorway and stops.  She 
     can't go back in.  She needs to walk and think.  She crosses 
     the street into a little neighborhood park.  We can see the 
     moon.

                                                          CUT TO:

76   EXT. SAM'S HOUSEBOAT - NIGHT                                  76   

     Sam comes out onto the porch.  Flops down in his deck chair.  
     The city lights in the background.  Same moon.

     The MUSIC CONTINUES.

                                                          CUT TO:

77   EXT. PARK - NIGHT                                             77   

     Annie flops down on a child's swing set in the park.

     MUSIC CONTINUES.

                                                          CUT TO:

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                        p. 59
     10-31-01                                                    


                           CLOSE ON SAM
               CLOSE ON ANNIE

     AND A LONG SHOT OF ANNIE IN THE SWING

     As Walter pulls up into the parking space Becky pulled out 
     of.  Annie starts toward him.

     A LONG SHOT OF SAM ON THE BACK OF THE BOAT

     Make my bed and light the lights I'll arrive late tonight, 
     blackbird, bye bye.

     FADE IN:

78   INT. BALTIMORE SUN - DAY                                      78   

     Annie on the phone at her desk.

                           ANNIE
               Laurie, it's Annie.  Fine, I'm fine.  
               Listen, I'm doing an article on call-
               in radio shows.  Do you know anyone 
               who works for someone named Dr. Marcia 
               Fieldstone...?

                                                          CUT TO:

     Annie on the phone.

                           ANNIE (CONT'D)
               I'm a writer for the Baltimore Sun 
               and I'm a friend of Laurie Johnson's.  
               I'm doing a piece on how people handle 
               bereavement and I understand that 
               you had a caller the other night... 
               I know you're not supposed to, but 
               Laurie said you might, and I'll plug 
               the show and everything --
                    (she winces in 
                    anticipation of a 
                    rejection, but then 
                    her face relaxes)

                                                          CUT TO:

     Annie dialing Sam's telephone number.

                           JONAH (ON MACHINE)
               This is Jonah Baldwin, we're not in 
               right now but you can leave --

     Annie hangs up.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                        p. 60
     10-31-01                                                    


                           ANNIE
               Baldwin.

                                                          CUT TO:

     Annie at her computer modem.  She's dialing a number.

     We hear some beeps.

     COMPUTER SCREEN

     Directory.  Enter password.
                    (Annie types)
               Ann Reed.  BSun124.
                    (computer)
                    (Annie types)
               Samuel Baldwin.
                    (computer types)
               216 Samuel Baldwin.  Strike Y to 
               printout or enter factors.
                    (Annie types)
               Samuel Baldwin, Seattle.
                    (there's a pause)
               Not found.
                    (Annie thinks for a 
                    moment, then types)
               Samuel Baldwin, Jonah Baldwin.
                    (a pause)
               Samuel Baldwin, Jonah Baldwin found.  
               Strike Y to printout or enter factors.
                    (Annie types Y)
               And now on the computer screen, we 
               see a funeral notice from the Chicago 
               Tribune that reads: Baldwin, Margaret 
               Abbott, beloved wife of Samuel, mother 
               of Jonah, June 10, Funeral 10 a.m.  
               Thursday, Church of the Heavenly 
               Rest, 110 N.  State, in lieu of 
               flowers contributions should be sent 
               to Chicago Horticultural Society.  
               And then there's a citation: Chicago 
               Tribune, June 12, 1989.

     Annie types another entry.

                           ANNIE (CONT'D)
                    (typing)
               Samuel.  Baldwin, Chicago.
                    (after a beat)
               Four Samuel Baldwins.  Strike Y to 
               printout.
                           (MORE)

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                        p. 61
     10-31-01                                                    


                           ANNIE (CONT'D)
                    (Annie strikes Y)
               Samuel Baldwin, arrested for grand 
               larceny, 1961.  Samuel Baldwin, 
               alderman, convicted of accepting 
               bribes, 1967.  Samuel J. Baldwin, 
               architect, built City Plaza.
                    (Annie presses Y)

                                                          CUT TO:

     PRINTOUT OF AN ARTICLE

     that Annie's reading.  There's a newspaper picture of Sam at 
     the dedication of a building site.  It's got that kind of 
     grainy quality that things have when they've been transmitted, 
     but you can make out Sam's basic good looks.

79   EXT. BO'S SECURITIES/WORLDWIDE - DAY                          79   

     Annie coming from the street toward a storefront in downtown 
     Baltimore across the street from the courthouse.

     Next door there's a bailbondsman, there are ambulance-chasing 
     lawyers hanging out on the corner.

     The sign on the door reads: "No job too small." "All major 
     credit cards accepted."  And then everything on the sign is 
     translated into Spanish.

80   INT. BO'S SECURITIES - DAY                                    80   

     Detective Bo Wheedle, a former cop, sits at his desk listening 
     to Annie.  He has some papers.

                           ANNIE
               I need to know about him because... 
               he's involved with my sister...

                           DET. WHEEDLE
               Okay.

                           ANNIE
               She has a pattern of getting involved 
               with losers... Once she almost ran 
               away with a human cannonball from 
               the circus.

                           DET. WHEEDLE
               Do you want a matrimonial, past wives, 
               any kids--

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                        p. 62
     10-31-01                                                    


                           ANNIE
               No, I know that part --

                           DET. WHEEDLE
               So you want a financial, is he a 
               deadbeat, we can do a D&B --

                           ANNIE
               No, no, no, it's more like, who is 
               he, does he have a sense of humor, 
               is he nice -- no forget nice, I've 
               got nice --

                           DET. WHEEDLE
               A sense of humor.

                           ANNIE
               I'll tell you the truth, I heard 
               this guy on a call-in radio show and 
               I might not marry the person I should 
               marry because I've become obsessed 
               with him.

                           DET. WHEEDLE
               Oh.  Like Glenn Close in that movie.

                           ANNIE
               No.  Not remotely.  I just want to 
               find out about him.

                           DET. WHEEDLE
               You want a tail.
                    (picking up the phone)
               I got a guy in Seattle --

81   INT. SAM'S HOUSEBOAT - NIGHT                                  81   

     Jonah is watching Geraldo with his babysitter, CLARISE,

     Geraldo is talking to a heavily made-up, sexily-dressed WOMAN.

                           GERALDO
               So how long have you been a woman?

                           WOMAN
                    (husky voice)
               About two weeks.

     Sam is coming down the stairs.

                           CLARISE
                    (to Jonah)
               Pssst!

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                        p. 63
     10-31-01                                                    


     Jonah hits the remote control and the channel changes to the 
     Disney channel as Sam comes into the room, dressed for his 
     date.

                           SAM
               Clarise, I'll be back by midnight 
               I'm sure --

                           CLARISE
               Whenever.

     Sam tosses Jonah a letter.

                           SAM
               This one's for both of us.

                           JONAH
                    (reading from the 
                    envelope)
               Sleepless and Son.
                    (reading the postmark)
               Baltimore.

     He starts to open the letter.

                           SAM
               I left the number of the restaurant 
               I'll be at if there's any emergency.

                           CLARISE
               Fine.

                           SAM
                    (to Jonah)
               How do I look?

                           JONAH
                    (absently)
               Great.

                           SAM
                    (looks in mirror)
               I look stupid.  I look stupid, don't 
               I? I look like I'm trying too hard.  
               I was going to get a haircut but 
               then I thought I'd look like I just 
               got a haircut.
                    (checks his teeth, 
                    peers up his nose)

                           JONAH
                    (reading the letters)
               This is a good letter, Dad.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                        p. 64
     10-31-01                                                    


                           SAM
                    (checks his fly, looks 
                    down at his feet)
               The heels on these shoes are very 
               large.  Why have I never noticed 
               this? The heels on these shoes are 
               grotesque.

                           JONAH
               Her name is Annie.  Annie Reed.

                           SAM
               Now I'm late.  Bye.

     He starts toward the door.

                           JONAH
               Listen to this --

                           SAM
               Not now, Jonah --

                           JONAH
               Just this one part, okay?
                    (reading)
               "I have been an excellent third-
               baseman for as long as I or anyone 
               else can remember, and I guarantee 
               you will not get one past me"

                           SAM
               Jonah, I'm leaving --

                           JONAH
               WAIT!!!
                    (Sam stops, amazed at 
                    Jonah's vehemence; 
                    Jonah continues 
                    reading)
               -- "and while we're on the subject, 
               let's just say right now that Brooks 
               Robinson was the best third baseman 
               ever.  It's important that you agree 
               with me on that because I'm from 
               Baltimore."  Dad, she thinks Brooks 
               Robinson is the greatest.

     Sam goes out the door with Jonah behind him, waving the 
     letter.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                        p. 65
     10-31-01                                                    


82   EXT. HOUSEBOAT - NIGHT                                        82   

                           JONAH
               Dad!

                           SAM
               Everyone thinks Brooks Robinson is 
               the greatest.

                           JONAH
               It's a sign.

                           SAM
               Oh, right.

     Sam stops, takes Jonah by the hand and takes him back into 
     the house.

                           SAM (CONT'D)
               Come here.  I want to show you 
               something.

83   INT. HOUSE - NIGHT                                            83   

     As Sam pulls down the map of the United States, which is 
     hanging over one of the kitchen windows and stands Jonah in 
     front of it.

                           SAM
               Here is Seattle.
                    (moves his finger 
                    across the country)
               And here is Baltimore.  Case closed.
                    (he pulls the map and 
                    it snaps back up)

                           JONAH
               She doesn't want us to go to 
               Baltimore.  She wants to meet us in 
               New York City on Valentine's Day.  
               On top of the Empire State Building.

                           SAM
               Perfect.  We'll be there.

     Sam goes out the door.  Jonah just looks down at his letter, 
     his hopes on hold.  Clarise switches the TV back to Geraldo.

84   INT. RESTAURANT - NIGHT                                       84   

     Sam sits at a table.  Nursing a beer.  A little nervous.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                        p. 66
     10-31-01                                                    


     HE LOOKS UP AND SPOTS:

     VICTORIA

     walking into the place.  She's attractive.  She waves and 
     smiles and sits down, orders a white wine spritzer from the 
     maitre d'.

     After a beat.

                           SAM
               Hi.

                           VICTORIA
               Hi.

     An awkward pause.

                           SAM
               You look good.

                           VICTORIA
               You look good yourself.

     Another pause.

                           VICTORIA (CONT'D)
               I thought you were never going to 
               call me.

                           SAM
               You did?

                           VICTORIA
               I really wanted you to call me, and 
               I thought you were never going to --

                           SAM
               You could have called me --

                           VICTORIA
               No way.  No way I was going to be 
               the first woman you went out with 
               after...
                    (she gestures 
                    helplessly)
               There is no percentage whatsoever in 
               being the first woman anyone goes 
               out with after...

                           SAM
               You are the first woman I'm going 
               out with.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                        p. 67
     10-31-01                                                    


                           VICTORIA
               Oh.

                           SAM
               So whatdya say? I'll get the check, 
               and I'll call you in eight months.

     Victoria laughs far too enthusiastically.

                           VICTORIA
               Oh, you are funny --

     We hear a CLICK as the image FREEZES.

                                                          CUT TO:

     SEATTLE DETECTIVE

     sitting at a table across the room, having just taken the 
     picture of Sam we saw frozen, with a miniature camera.  In 
     QUICK CUTS we see a progression of later photographs:

     SAM AND VICTORIA SIMPLY TALKING.

     SAM HOLDING HIS FORK ACROSS THE TABLE TO GIVE VICTORIA A 
     BITE OF HIS SALMON.

     SAM AND VICTORIA SHARING A LAUGH.

                                                          CUT TO:

85   INT. BALTIMORE MARKET - DAY                                   85   

     Lots and lots of fish stalls with crabs, etc.  Annie is 
     walking with Det. Wheedle toward a table you stand at near 
     the clam bar.

                           ANNIE
               Tell me he's living in squalor.  
               Tell me everything he has is being 
               repossessed, including his filthy, 
               dented mobile home.

                           WHEEDLE
               He's got a houseboat.

                           ANNIE
               I hate boats.

                           WHEEDLE
               It sounds nice.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                        p. 68
     10-31-01                                                    


                           ANNIE
               Boats.  You go out in them.  You 
               come back in them.  I hate them.

                           WHEEDLE
               Houseboats don't go anywhere.

                           ANNIE
               Boats.  All anyone talks about is 
               the wind.  Is it up, is it down.  I 
               can't live with a man who only talks 
               about the wind.

                           WHEEDLE
               It's not a boat boat.  It's really a 
               house.

                           ANNIE
               But it's on the water.

                           WHEEDLE
               It's on the lake right in the middle 
               of Seattle.
                    (beat)
               It rains nine months of the year in 
               Seattle.

                           ANNIE
               I hope I don't have to pay for that 
               piece of information.

                           WHEEDLE
               No, that's free.  He's an architect.  
               Used to do big high-profile projects.  
               He scaled it all back when his wife 
               died.  Now he remodels people's homes.  
               He works in a small firm, makes a 
               good living.

     He shows her a good picture of him.

                           ANNIE
               He's real.

     She goes to the next shot.  Sees a picture of Sam and Victoria 
     in the restaurant, although all we see of Victoria is her 
     back and mane of blond hair.

     Hold on Annie's face.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                        p. 69
     10-31-01                                                    


86   INT. SEATTLE MARKETPLACE                                      86   

     With its stalls of king crab, but otherwise almost identical 
     in design to the Baltimore marketplace.

     Sam and Jonah walk past the fish stand, Sam looking around, 
     slightly distracted.

                           JONAH
               I figure we could go to New York, 
               catch the Knicks, and since we'd be 
               there anyway, obviously we'd go to 
               the Empire State Building --

                           SAM
               There she is.

     As Victoria comes toward them, with a bag full of groceries.

                           JONAH
               Why is she bringing that bag?

                           SAM
               She's going to cook something for 
               us?

                           VICTORIA
               Hi, Sam.  And let me guess -- you 
               must be Jonah.

                           JONAH
               Hi.
                    (back to the subject)
               He should book now because we can 
               get an excursion fare.  Jessica's 
               parents are travel agents and --

                           SAM
               Not now, Jonah.

87   INT. HOUSEBOAT - LATER                                        87   

     Sam, Jonah and Victoria are at the dining room table, 
     finishing the dinner that Victoria cooked.

                           SAM
               We can't finish the job.  She's on 
               her sixth painter, now she's thinking 
               maybe she wants the fireplace 
               rebricked --

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                        p. 70
     10-31-01                                                    


                           VICTORIA
               I know her pretty well.  Maybe I 
               could call her --

                           SAM
               I've already solved it.  I've hired 
               a hit man.

     Victoria laughs a little too hard.

                           VICTORIA
               Oh that is so funny, you are so funny.

     Sam smiles.  Jonah is appalled.

                           SAM
               Every time she wants to change 
               something, she talks in this little 
               baby voice --
                    (in a little baby 
                    voice)
               "Couldn't you just move the stairway 
               a teeny tiny bit?"--

     Victoria almost dies laughing.  Jonah's eyes narrow to slits.

                           JONAH
               Do you like baseball?

                           VICTORIA
               Yes, I do.  In fact, my firm has box 
               seats for the Mariners.  Why don't 
               we all go next week?

                           JONAH
               What about camping?

                           VICTORIA
               What about it?

                           JONAH
               Do you like it?

                           VICTORIA
               I went camping once.
                    (to Sam)
               I love to brush my teeth in a brook 
               and floss with a weed.

                           JONAH
               We ought to start camping again, 
               Dad.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                        p. 71
     10-31-01                                                    


                           SAM
               Okay, tiger.  Time for bed.

                           JONAH
               It's only ten o'clock.

                           SAM
                    (a little edgy)
               Jonah!

                           JONAH
               Okay.

                           SAM
               Thank Victoria for dinner.

                           JONAH
               Thanks for dinner.  I never saw 
               anybody cook potatoes that way.

                           SAM
                    (gracious)
               I'm glad you liked it.  Good night, 
               Jonah.

     They watch as Jonah pads down the hallway.

88   EXT. SAM'S HOUSEBOAT - REAR DECK - ON SAM & VICTORIA          88   

     They're standing at the rail, talking.

89   INT. HOUSEBOAT - NIGHT                                        89   

     Jonah has snuck downstairs and is peeking out the window at 
     them.

     Victoria runs her finger down Sam's arm.

     Jonah is horrified.

     He dashes over to the phone and begins to dial.

90   INT. ANNIE'S BEDROOM - NIGHT                                  90   

     A sleeping Annie and Walter are startled awake by the ringing 
     of her phone.

                           ANNIE
                    (groggy)
               Hello.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                        p. 72
     10-31-01                                                    


                           BECKY
                    (through filter)
               Turn on your radio!

                           ANNIE
               What?

                           BECKY
                    (through filter)
               The kid is on.  You've got me 
               listening to this garbage.  Go on, 
               turn it on.

                           WALTER
               Who is it?

                           ANNIE
               Oh, it's just Becky, she's having 
               trouble with Rick again.
                    (into phone)
               Hold on, Becky, I'm going downstairs.

     She puts the phone on hold and gets out of bed.

91   INT. KITCHEN - NIGHT                                          91   

     As Annie comes in and turns on the radio and picks up the 
     phone.

                           JONAH (V.O.)
               This is a complete disaster.  I wanted 
               him to find a wife, but he's got the 
               wrong one --

                           ANNIE
               How am I going to explain this to 
               Walter?

                           BECKY (V.O.)
               Shhh, listen to this --

     Annie takes the portable radio and the telephone receiver, 
     opens the broom closet and closes herself inside.

                           DR. MARCIA FIELDSTONE (V.O.)
               Shouldn't your father be the judge 
               of whether she's right or wrong?

     ON JONAH

     sneaking glances out at Sam and Victoria as he talks.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                        p. 73
     10-31-01                                                    


     Victoria puts her arms around Sam's waist and clasps them 
     behind him.

                           JONAH
               Please, please don't make me sick.  
               He's not sane enough to judge 
               anything.  She's a ho.

     ON THE OUTSIDE OF THE BROOM CLOSET, WITH THE TELEPHONE CORD 
     LEADING INTO IT.

                           JONAH (V.O.) (CONT'D)
                    (muffled slightly)
               My dad's been captured by a ho.

     Suddenly Sam happens to look over to the window.  Jonah ducks 
     down behind the desk before Sam sees him.

92   EXT. HOUSEBOAT - NIGHT                                        92   

     Victoria notices Sam glancing back at the house, aware that 
     he's concerned about Jonah seeing them.

                           VICTORIA
               Is he there?

                           SAM
                    (turning back)
               No.
                    (beat)
               After he was born, every time we 
               started to make love, he would cry.  
               He had an uncanny sense of timing.  
               We really shouldn't do anything here 
               anyway.

                           VICTORIA
               Absolutely.  Right.

     And she moves in to kiss him.

     ON JONAH

     Jonah peeks up over the top of the desk to check if the coast 
     is clear and is sickened to see them locked in a kiss.

                           JONAH
               Oh God, it's major.  He's kissing 
               her on the lips.  I have to stop 
               this.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                        p. 74
     10-31-01                                                    


     ON BROOM CLOSET

                           ANNIE
                    (muffled)
               Come on, Jonah --

                           BECKY (V.O.)
               Do something --

     ON JONAH

                           DR. MARCIA FIELDSTONE (V.O.)
               Jonah, you can't butt in here.

                           JONAH
               Yes, I can.

     He hangs up the phone and SCREAMS.

                                                          CUT TO:

     ANNIE AS THE BROOM CLOSET DOOR OPENS.

     SHE SCREAMS.

     It's Walter.

                           WALTER
               Miss Scarlett.  In the broom closet.  
               With the radio.

                           ANNIE
                    (to Becky)
               I gotta go.  I'll see you at work.
                    (she hangs up, turns 
                    off radio)
               Walter, you scared me.  Don't ever 
               do that again.

93   INT. HOUSEBOAT - NIGHT                                        93   

     As Sam holds Jonah by the shoulders.

                           SAM
               Don't ever do that again.

                           JONAH
               I thought I saw a black widow spider.

     Sam looks at Victoria, shrugs.  Back to Jonah.

                           SAM
               What are you doing up?

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                        p. 75
     10-31-01                                                    


                           JONAH
               I was thirsty.

                           SAM
               There's a bathroom upstairs.

                           JONAH
               The water tastes better in the 
               kitchen.

                           SAM
               That's true.  Why is that?

94   INT. ANNIE'S TOWNHOUSE APARTMENT - NIGHT                      94   

     As she and Walter go upstairs to bed.

                           ANNIE
               Becky heard this woman on the radio 
               complaining about this guy she was 
               sure was Rick, which meant he was 
               cheating on her.  She was completely 
               hysterical.  Then it turned out the 
               woman lived in Duluth.

                           WALTER
               That doesn't make any sense.

                           ANNIE
               I know.  It makes no sense at all.  
               Thank God my life is in place.

95   INT. ANNIE'S BEDROOM - NIGHT                                  95   

     Walter asleep.  Annie stares up at the ceiling, wide awake.  
     Thinking.

96   INT. JONAH'S BEDROOM - NIGHT                                  96   

     Jonah lying on his pillow, staring up at the ceiling, wide 
     awake.  Thinking.

97   INT. JESSICA'S PARENTS' TRAVEL AGENCY - DAY                   97   

     Jessica is reading the letter from Annie.  She's sitting at 
     a computer in their travel agency, which is on the entrance 
     level to a charming Seattle townhouse.  Jonah sitting there.

                           JESSICA
               Write her.

                           JONAH
               You think so?

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                        p. 76
     10-31-01                                                    


                           JESSICA
               It's Y. O. H.

                           JONAH
                    (agreeing)
               Yeah.
                    (a beat)
               What's that?

                           JESSICA
               Your only hope.

98   INT. NEWSROOM - DAY                                           98   

     Annie, at her computer, talking to Becky.

                           ANNIE
               I thought I would look into doing a 
               story about those radio shows.

                           BECKY
                    (nods; after a beat)
               You'd probably have to go somewhere 
               to really look into it.

                           ANNIE
               Definitely.

99   EXT. STREET OUTSIDE JESSICA'S HOUSE - A LITTLE LATER          99   

     Jonah and Jessica at the mailbox.  As Jonah opens the mailbox 
     and drops the letter in, we hear a SQUEAL OF BRAKES.  It's 
     Sam's car.

                           SAM
                    (angry)
               Get in the car right this minute.

     Jonah, about to get in, looks at Jessica.

                           JESSICA
               I'll call you later.

     Jonah gets in.

100   INT. SAM'S CAR - CONTINUOUS                                 100   

                           SAM
               Did you call that radio station again?

                           JONAH
               No.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                        p. 77
     10-31-01                                                    


                           SAM
               Everyone at work heard you.

                           JONAH
               I just called for a second.

                           SAM
               Long enough to call Victoria a ho.

                           JONAH
               It's a short word.

                           SAM
               This is not a joke.  Thank God 
               Victoria doesn't know.  It would 
               really have hurt her feelings.

                           JONAH
                    (really getting into 
                    it)
               If she knew, she'd never forgive me.  
               It would be hopeless for the two of 
               you.

101   EXT. SEATTLE STREET - CONTINUOUS                            101   

     As the car drives off.

                           SAM (V.O.)
               Don't open your mouth again.  Ever.

102   EXT. A CAR DOOR SLAMMING - NIGHT                            102   

     AND PULL BACK TO REVEAL:

103   EXT. BALTIMORE RESIDENTIAL STREET - NIGHT                   103   

     As Annie and Walter get out of the car, dressed for a dinner.

                           WALTER
               Couldn't you just do a phone 
               interview?

                           ANNIE
               Not for the kind of place I want to 
               do.  I won't be in Chicago that long.

                           WALTER
               When you get back, I'll be gone --

                           ANNIE
               And then I'll see you in New York --

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                        p. 78
     10-31-01                                                    


                           WALTER
               Okay, okay.

104   EXT. BALTIMORE INTERNATIONAL AIRPORT - DAY                  104   

     A 747 accelerates down the runway and blasts into the winter 
     sky.

105   INT. AIRPLANE - IN FLIGHT - DAY                             105   

     Annie is looking out the window, preoccupied.

                           PILOT'S VOICE
               This is Captain Foster welcoming you 
               aboard Flight 132 to Seattle.  Our 
               flying time today...

                           ANNIE
               Do you believe that any lie is a 
               betrayal? That's what Harold Pinter 
               says, but it seems to me it's a very 
               harsh way of drawing the line.

     Annie turns back to the window, leaving the seatmate, who in 
     any case doesn't speak English, completely mystified.

106   INT. SEATTLE/TACOMA AIRPORT - DAY                           106   

     Jonah is standing out of the way at a departure gate, watching 
     Sam as Victoria checks in for a flight bound for Minneapolis.

                           VICTORIA
                    (turning to Jonah)
               Can I bring something back for you?  
               A souvenir?
                    (to Sam)
               Does he like those little snow scenes?
                    (to Jonah)
               You know -- you shake them up and 
               the snow floats down?

     Sam looks at Jonah, threateningly.  Be nice or else.

                           JONAH
                    (extremely polite)
               Sure.  I'd really like that.

     Thank you so much.

                           VICTORIA
               Well...

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                        p. 79
     10-31-01                                                    


                           JONAH
               I think they're announcing your 
               flight.

     Sure enough, passengers are starting to board.

                           SAM
               He's ten.

                           VICTORIA
                    (he's good at it)
               He's good at it.

                           SAM
               I read an article about this...

                           VICTORIA
               I read the same article...

                           SAM
               It takes time --

                           VICTORIA
               Absolutely.  When I come back, maybe 
               the two of us should spend some time 
               together, on our own.  What do you 
               think?

                           SAM
               Sure.  Sure.

     Victoria waves goodbye and starts toward the jetway.

     As Sam watches her go, Jonah looks at him, sticks his finger 
     in his mouth and pretends to gag.

                           SAM (CONT'D)
                    (impatiently)
               Jonah, this isn't fair.  You don't 
               know Victoria.  I hardly know her 
               myself.  She is, in fact, a mystery 
               to me.  She tosses her hair a lot.  
               Why does she do this? I have no idea.  
               Is it a twitch? Does she need a 
               haircut? Should she use barrette so 
               it doesn't keep falling in her face?  
               These are things that I'm willing to 
               get to the bottom of, and that is 
               why I am dating her.  That is all I 
               am doing.  I am not marrying her.  
               Can you appreciate the difference?

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                        p. 80
     10-31-01                                                    


                            
               That's what single people do, they 
               try people on and they see if they 
               fit.  But nobody fits perfectly, 
               everyone is an adjustment.

                           JONAH
               Was Mom an adjustment?

                           SAM
                    (complete exasperation)
               I'm never going to meet anyone who's 
               going to measure up to your mom in 
               your eyes? What do you think?  There's 
               a perfect woman walking around out 
               there?

     At that moment, Annie emerges from the jetway right next to 
     the one Victoria went into and comes toward us.

                           SAM (CONT'D)
               There's no such thing as a perf --

     Sam sees Annie immediately, and is instantly struck by her 
     looks, her fluidity, her poise.

     Annie walks right toward Sam, right past him, inches from 
     him, not noticing him as she looks for the exit.

     Sam continues to stare at her.

                           SAM (CONT'D)
                    (to himself, referring 
                    to Annie)
               God, she's beautiful.

                           JONAH
                    (unaware he's talking 
                    about Annie)
               Victoria? She's okay.

     Sam and Jonah start toward the exit, Sam trying not to lose 
     sight of Annie.

                           JONAH (CONT'D)
               Dad, I was talking to Jessica about 
               reincarnation, and she thinks that 
               probably you knew Annie in another 
               life.

                           SAM
                    (completely distracted)
               Who is Annie?

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                        p. 81
     10-31-01                                                    


                           JONAH
               The one who wrote us.

     Sam is preoccupied with Annie.  She takes a turn that he 
     doesn't expect.  He's having trouble keeping up, because he 
     has to wait for Jonah.

                           JONAH (CONT'D)
                    (continuing)
               But Jessica says you and Annie never 
               got together in that life, and your 
               hearts are like puzzles with parts 
               out of them and when you get together 
               the puzzle's complete.

     He's lost Annie in the crowd.  She's nowhere in sight.

                           SAM
               God dammit.

     A beat, then Sam heads off to the exit.  Jonah follows.

     As they walk into the distance --

                           JONAH
               The reason I know this and you don't 
               is that I'm younger and purer so I'm 
               more in touch with cosmic forces.

                           SAM
               I sincerely hope you are not going 
               to marry Jessica.

107   EXT. AIRPORT CAR RENTAL AGENCY - DAY                        107   

     As the shuttle bus drops Annie off at a rental car.  As she 
     gets in and starts the car.

108   EXT/INT. SEATTLE/RENTAL CAR - DAY                           108   

     Annie driving through the streets of Seattle, referring 
     continually to a map she has spread out on the passenger 
     seat, trying to navigate her way to the Baldwin houseboat.

109   EXT. STREET FRONTING THE BALDWIN HOUSEBOAT SLIP -- DAY      109   

     Annie drives slowly down the street, looking for the Baldwins' 
     marina.  She stops, blocking the driveway to the marina.

     ON ANNIE IN HER RENTAL CAR

     checking the map.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                        p. 82
     10-31-01                                                    


     Suddenly she hears a HORN HONKING behind her.  She looks 
     into the rear-view mirror and sees Sam and Jonah in their 
     van, anxious for her to move so they can pull into their 
     driveway.

     Recognizing Sam from Wheedle's picture, Annie panics and 
     speeds away, tires squealing.

110   EXT. SEATTLE GAS STATION - DAY                              110   

     Annie's car is parked just outside the rest room.

111   INT. GAS STATION RESTROOM - DAY                             111   

     Annie's in the Ladies' Room, splashing some water on her 
     face.  She towels it off and looks into the mirror.

                           ANNIE
                    (practicing)
               Hello, Mr.  Baldwin? No.  Hello, 
               Sam?

                           (SWEET)
               I'm Annie Reed.
                    (dignified)
               I'm Annie Reed.
                    (sultry)
               I'm Annie Reed.
                    (matter-of-fact)
               I'm Annie Reed.

     She settles on the matter-of-fact reading.

                           ANNIE
               I heard about you calling Dr. 
               Fieldstone, and well, I just happened 
               to be out here on...

     JUMP CUT:

                           ANNIE (CONT'D)
                    (businesslike)
               business...

     JUMP CUT:

                           ANNIE (CONT'D)
                    (carefree)
               vacation...

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                        p. 83
     10-31-01                                                    


     JUMP CUT:

                           ANNIE (CONT'D)
                    (losing confidence, 
                    ready to pack it in)
               for no good reason at all...
                    (rallying, businesslike 
                    again)
               business... and I thought I'd drop 
               and...
                    (breezy)
               say hello...

     JUMP CUT:

                           ANNIE (CONT'D)
                    (earnest)
               invite you to lunch...

     JUMP CUT:

                           ANNIE (CONT'D)
                    (sexy)
               take a shower with you...

     JUMP CUT:

                           ANNIE (CONT'D)
                    (embarrassed with all 
                    this)
               shoot myself.

112   EXT. STREET NEAR MARINA - LATER                             112   

     ON ANNIE

     watching.  She's at a safe distance, across the street and 
     down some from the marina entrance.  She watches it for a 
     moment, then gains courage.  She starts to cross the street 
     to enter the dock.

113   EXT. DOCK - CONTINUOUS                                      113   

     Annie walks toward Sam's houseboat.  Nervously.  Goes up to 
     the door.  Adjusts herself quickly and knocks.  No response.  
     Let down, she's just about to walk away when she hears a 
     motor REV UP.

     Annie peeks around the side of Sam's houseboat and spots Sam 
     and Jonah heading out in their dingy.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                        p. 84
     10-31-01                                                    


114   EXT. STREET NEAR MARINA - CONTINUOUS                        114   

     Annie races back to her car, jumps in and follows the boat 
     along the seashore drive.

115   EXT. SEATTLE HIGHWAY - CONTINUOUS                           115   

     As we see Annie driving along the water as Sam and Jonah 
     chug along in the water.

116   EXT. ALKI BEACH - ON SAM AND JONAH                          116   

     They're down at the water's edge, skipping broken clamshells, 
     like stones, across the surface of the water.

     They're laughing, pointing, counting out the number of skips, 
     arguing over the merits of each throw.

     ON ANNIE

     checking them out from a phone booth next to the Snak Shak.

                                                     DISSOLVE TO:

117   ANNIE'S POV - ON SAM AND JONAH - LATER                      117   

     They're throwing a football.  Jonah catches it and starts to 
     pretend to score a touchdown, dodging and feinting.  Sam 
     tackles him and they tumble together on the beach.

     CLOSE ON ANNIE

     watching.  The purity and innocence of this little scene -- 
     a father and son at play -- is affecting her more than she 
     ever could have imagined.  Their LAUGHTER filters up to her.  
     Right to her heart.

                           ANNIE (V.O.)
               I watched him play with his son at 
               the beach.

118   INT. ANNIE'S MOTEL ROOM - NIGHT                             118   

     Annie's on the phone with Becky.  We cut back and forth 
     between them.

                           BECKY (V.O.)
               Did you talk to him?

                           ANNIE
               I couldn't do it.  How did I get 
               here?

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                        p. 85
     10-31-01                                                    


119   INT. BECKY'S BEDROOM - NIGHT                                119   

     Becky on the phone in bed.  And cut back and forth.

                           BECKY
               You told a lie and got on a plane.

                           ANNIE
               That's not what I mean.
                    (beat)
               I'm going back over there tomorrow 
               and talk to him.  I am.

                           BECKY
               Okay.  Good.  Goodbye.

                           ANNIE
               Becky?

                           BECKY
               What?

                           ANNIE
               Is this crazy?

                           BECKY
               No.  That's the weirdest part about 
               it.

                           ANNIE
               Thank you.  I love you.

                           BECKY
               I love you, too.

                           ANNIE
               Good night.

     Annie hangs up the phone.  She turns off the light.

     Moonlight coming through the window.  Hold on her.

120   EXT. STREET NEAR MARINA - DAY                               120   

     Annie parks across from the marina, starts to get out.

     Sam's van pulls into a parking space.  Jonah in the front 
     with Sam.  They're diagonally across a four-lane street.

     ON SAM AND JONAH

     As they start to get groceries out of the car.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                        p. 86
     10-31-01                                                    


     Annie watching.  This is it.  No chickening out this time.

     She's come three thousand miles, told lies, the whole thing.  
     It's now or never.

     Sam and Jonah start toward the gate to the dock.

     Annie starts to cross the street, gathering courage and 
     rightness with every step.

     But she STOPS DEAD WHEN SHE SEES:

     SUZY

     who we remember from eighteen months ago, appearing at the 
     gate to the marina -- waving, smiling a mile wide -- beckoning 
     Sam and Jonah home like a military wife whose boys have just 
     come back from the front.  Sam and Jonah are overjoyed to 
     see her.  Jonah breaks into a run, nearly leaping into Suzy's 
     waiting arms -- as Sam brings up the rear, picking up Jonah's 
     sodas which he dropped when he started running.

     ON ANNIE

     She comes to a standstill, in the middle of the street.  In 
     shock.  The scene in front of her is too horrible to bear.

     ANNIE'S POV - GATE TO MARINA

     Sam catches up.  Suzy -- no less beautiful and vivacious 
     than she was before -- tousles Jonah's hair, kisses Sam and 
     hugs them both.

     ON SAM, JONAH AND SUZY.

                           SAM
               God, it's wonderful to see you.  
               Where's Greg?

                           SUZY
               He's over at the boat show.  He'll 
               be by later.
                    (she looks around)
               It's so beautiful here.

     ANNIE

     There is such apparent warmth, and joy, and love about this 
     homecoming that she forget where she is -- in the middle of 
     the street.  A car HORN blares at her... all she can do is 
     stare at the nightmare that has unfolded.

     She starts to back away -- and that's when she sees --

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                        p. 87
     10-31-01                                                    


     A TAXICAB

     coming right at her, horn BLARING, tires SQUEALING.

     Annie starts to jump to the other lane but there's a van 
     bearing down from the opposite direction.  She steps back to 
     the middle line.

     The cab goes into a skid.  Annie freezes.

     Sam heard the noise and turns to see what's going on.

     The cab comes SCREECHING right at the CAMERA.

     Annie screams.

     The cab stops inches from her body.  The van in the other 
     oncoming lane fishtails to a stop as well.

     ON SAM

     responding.  He runs from the gate toward the near-accident.

     ON THE CAB DRIVER

     getting out of the cab, as other people gawk from the 
     sidewalk.

                           DRIVER
               Lady, what the hell are you doing?

     Annie, still in shock from her brush with disaster, hears 
     the Cabbie but doesn't respond.  Stunned, she turns to see 
     Sam on the other side of the street.  Their eyes meet.  Sam 
     stops, realizing it's the woman he saw in the airport.

                           SAM
               Hello.

                           ANNIE
               Hello.

     Annie, totally mortified and humiliated by everything that's 
     happened, bolts for her car.

     Sam wants to run after her -- but there's traffic is coming 
     past and he can't cross the street.  Annie gets into her 
     car, starts and pulls away.  Sam stands there, deflated.

121   EXT. AIRPLANE - IN FLIGHT ACROSS THE U.S. - DAY             121   

                           ANNIE (V.O.)
               How could I have been such an idiot?

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                        p. 88
     10-31-01                                                    


122   EXT. BALTIMORE STREET - DUSK                                122   

     Becky's car driving toward Annie's house.

                           BECKY
               You were standing in the middle of 
               the street?

123   INT. BECKY'S CAR - DUSK                                     123   

                           ANNIE
               You know that dream where you're 
               walking down the street naked and 
               everyone is looking at you?

                           BECKY
               I love that dream.

                           ANNIE
               That was nothing compared to this 
               humiliation, nothing.

                           BECKY
               But he saw you, right?

                           ANNIE
               He said hello.

124   EXT. TOWNHOUSE - ON ANNIE & BECKY - DUSK                    124   

     As Annie leads the way to her door, from Becky's car.

                           BECKY
               And what did you say?

     Annie takes the mail from the mailbox on her way to the door.

                           ANNIE
               All I could think of to say was hello.

                                                          CUT TO:

     "AN AFFAIR TO REMEMBER" ON THE TELEVISION SET.  DEBORAH KERR 
     IS SAYING: "ALL I COULD THINK OF TO SAY WAS HELLO."

     AND PULL BACK TO REVEAL:

125   INT. ANNIE'S TOWNHOUSE LIVING ROOM - NIGHT                  125   

     Becky and Annie looking at the television.

                           BECKY
               It's a sign --

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                        p. 89
     10-31-01                                                    


                           ANNIE
               It's a sign I've watched this movie 
               too many times.
                    (beat)
               I'm so stupid.  From the minute I 
               listen to that stupid program on the 
               radio, I've been a complete jerk.

     She starts absently going through the mail, throwing almost 
     all of it away without even opening it.

                           BECKY
               You don't know who she was, Annie --

                           ANNIE
               I saw her.  She looked just like 
               this --

     She shows Becky the photo of Victoria and Sam having dinner.

                           BECKY
               This is a photo of hair.

                           ANNIE
               Well, it's the same woman.  And he 
               was crazy about her.
                    (looking at one letter)
               What is this?
                    (beat)
               This is from Seattle.

     She opens the letter.

     Reads it.

     Looks up at Becky.

                           ANNIE (CONT'D)
               Becky?

                           BECKY
               So I mailed your letter.

                           ANNIE
                    (reading the letter)
               "Dear Annie: Thanks for your letter.  
               It was great.  We're very excited 
               about meeting you in New York on 
               Valentine's Day and seeing if we are 
               M.F.E.O.  Sleepless in Seattle."

                           BECKY
               M.F.E.O.?

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                        p. 90
     10-31-01                                                    


                           ANNIE
               Made for each other.

     A long beat.

                           BECKY
               It's cute.  It's like a little clue.

     Annie looks at her balefully.

                           BECKY (CONT'D)
                    (continuing)
               So he can't write.  Big deal.  I 
               mean, verbal ability is a highly 
               overrated thing in a guy, and our 
               pathetic need for it is what gets us 
               into so much trouble.

                           ANNIE
                    (with resolve)
               I'm going to run back to Walter's 
               arms, if he's still have me.

                           BECKY
               What about the letter?

                           ANNIE
               It doesn't mean anything.  It was 
               written before I went out there.  
               Before the ho.

     She puts the letter on an ashtray, takes a match and lights 
     it.  They both watch it burn.

     CLOSEUP ON THE FIRE

     AND PULL BACK TO REVEAL:

126   INT. SAM'S HOUSEBOAT - NIGHT                                126   

     A fire is blazing in the wood-burning stove.  Suzy is sitting 
     with her husband Greg and Sam.  Jonah is in evidence, curled 
     up on the couch under some blankets, asleep.  On the table 
     near the couch is red construction paper for valentines, 
     doilies, magic markers, etc.

                           SUZY
               You saw her in the airport and then 
               here?

                           SAM
               I tried to talk to her...
                           (MORE)

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                        p. 91
     10-31-01                                                    


                           SAM (CONT'D)
                    (he shrugs)
               It was like I knew her.  Weird.

                           GREG
               Well, at least you're out there seeing 
               people again.  That's terrific.

                           SAM
               Well, just one really.

                           SUZY
               How's Jonah taking it?

                           SAM
               It'll take him a while to come around.  
               A month ago he called one of those 
               radio call-in shows and told them I 
               needed a wife --

                           SUZY
                    (charmed)
               You're kidding --

                           SAM
               Now that I'm seeing someone, it's a 
               whole other thing.

     ON JONAH

     He's not asleep after all.  He's been listening all along.

                           SAM (CONT'D)
               He's become obsessed with some woman 
               who wrote me --

                           GREG
               Are you serious?

                           SAM
               She wants to meet me at the top of 
               the Empire State Building.

                           SUZY
               It's a little derivative.

                           SAM
               What do you mean?

                           SUZY
               "An Affair To Remember."  Did you 
               ever see it?
                           (MORE)

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                        p. 92
     10-31-01                                                    


                           SUZY (CONT'D)
               Cary Grant and Deborah Kerr.  Before 
               that it was called "Love Affair With 
               Irene Dunne And Charles Boyer."

                           GREG
               Women love this movie.

     On Jonah, listening.

                           SUZY
               They met at the Empire State Building, 
               only they didn't.  Never mind.

                           GREG
               What kind of person would write to 
               someone they heard on the radio?

                           SAM
               I got hundreds of letters from women 
               all over the country --

                           GREG
               Desperate women --

                           SUZY
               Just because someone's looking for a 
               nice guy doesn't make them desperate.

                           GREG
               How about rapacious and love-starved?

                           SUZY
               No.

                           GREG
               It is easier to be killed by a 
               terrorist --

                           SUZY
               It is not --

                           GREG
               Right, right.

     Suzy's irritated.

                           SAM
               Anyway, Victoria's nice.

                           SUZY
               Would you follow her through an 
               airport?

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                        p. 93
     10-31-01                                                    


                           SAM
               Look, I met somebody.  She's good, 
               and capable and smart.  We hit it 
               off.  We can't spend your life chasing 
               after fantasies.

     Jonah is devastated by the realization that his dad is serious 
     about Victoria.

127   INT. SAM'S BEDROOM - ON SAM IN BED - NIGHT                  127   

     The door to his bedroom opens.

     Annie walks in.  She's wearing a white men's shirt.

                           ANNIE
               Hi.

                           SAM
               Hi.
                    (a beat)
               So far so good.  So.  What should we 
               talk about? How insecure we were in 
               high school.  Shirley Votypka, the 
               first girl I ever felt up.  Health.  
               What about health?  Did you know 
               that eating six macadamia nuts is 
               the equivalent of eating a steak?

                           ANNIE
               Shhhh --

     She unbuttons her shirt.

     And they kiss.

     FREEZE FRAME on the kiss.  It becomes the silhouette of a 
     man and a woman kissing.

     AND PULL BACK TO REVEAL:

     The silhouette of a man and a woman kissing on a red box of 
     Valentine's Day chocolates and now we see:

128   EXT. BALTIMORE - VALENTINE'S DAY - DAY                      128   

     A few quick shot of Valentine's Day in Baltimore: shop windows 
     lined with candy displays of red satin hearts, lacy Valentine 
     cards, red roses in elaborate floral arrangements, old ladies 
     selling chocolates, young ladies selling perfume.

     A red Valentine's envelope is being tossed on a desk, and 
     pull back to reveal:

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                        p. 94
     10-31-01                                                    


129   INT. BALTIMORE SUN - DAY                                    129   

     Annie at work.  She looks at the card and opens it.

     It's from Walter.  She smiles.  Looks up.  There's Becky.

                           BECKY
               You're going to miss the train.

                           ANNIE
               No, I'm not.
                    (she starts assembling 
                    her things)

                           BECKY
               What are your plans in New York?

                           ANNIE
               We're going to the Rainbow Room and 
               the symphony tomorrow night.

                           BECKY
               I love the symphony.

                           ANNIE
                    (cheerfully)
               I hate it.
                    (she stands to go, 
                    starts toward the 
                    elevator)
               I'm so happy, Becky.  Finally I feel 
               happy.  This is right.  This is real.  
               Everything else is what happens when 
               you watch too many movies and 
               completely lose sight of what counts.
                    (as she steps into 
                    elevator)
               Please don't tell anyone about what 
               happened.  "Sleepless in Seattle" is 
               history.

130   INT. BALTIMORE TRAIN STATION - DAY                          130   

     Annie through the train window as the train starts to move 
     out of the station.

     MAP OF THE UNITED STATES.

     The map we saw at the beginning of the movie, as the light 
     dims in Baltimore and a light goes on in New York.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                        p. 95
     10-31-01                                                    


131   EXT. NEW YORK HOTEL - NIGHT                                 131   

     Annie steps out of a cab.

132   INT. NEW YORK HOTEL - NIGHT                                 132   

     Walter opens the door to a beautiful suite.  A bouquet of 
     flowers sits on the desk.  A bucket of champagne.

     Annie throws herself into his arms.

     Walter sneezes.

133   EXT. THE EMPIRE STATE BUILDING - DAY                        133   

     And pull back to reveal that it's a shot from "An Affair To 
     Remember."

     AND PULL BACK TO REVEAL:

134   INT. JESSICA'S HOUSE - DAY                                  134   

     JONAH is watching with his little girlfriend JESSICA, who's 
     crying.

                           JESSICA
                    (weeping)
               This is the best movie I've ever 
               seen in my life.

                           JONAH
               I don't get it.

                           JESSICA
               You have to go to her, Jonah.  You 
               have to find her.

     Jonah nods.  But he isn't sure how he's going to do it.

                           JONAH
               Do you know how much it costs to go 
               to New York?

                           JESSICA
               Nobody knows.  It changes practically 
               every day.  How much money do you 
               have?

                           JONAH
               Eighty dollars.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                        p. 96
     10-31-01                                                    


                           JESSICA
               I have forty-two.  So that would 
               definitely cover taxicabs, I think.

                           JONAH
               But how am I going to get there?

                           JESSICA'S MOTHER
               Honey, I'm going out for a few 
               minutes.
                    (sticking her head in 
                    the door to the living 
                    room)
               Could you keep an eye on things out 
               front till I get back?

     Jessica looks over at Jonah.

                           JESSICA
               Sure.

135   INT. JESSICA'S HOUSE - TRAVEL AGENCY OFFICE - DAY           135   

     Jessica is working on the computer.  She punches Jonah's 
     name into it.

                           JESSICA
               Do you want an aisle or a window 
               seat?

                           JONAH
               Window.

                           JESSICA
               Do you want a fruit plate?

                           JONAH
               I don't know.  Do I?

                           JESSICA
                    (shrugs)
               I'd rather die than eat on an 
               airplane.
                    (beat)
               I'm telling them you're twelve so 
               you can fly unaccompanied and they 
               won't make you be carried around by 
               a stewardess and everything.

     Jonah nods.

     Now Jessica takes a ticket form out of the desk and starts 
     to fill it out for Jonah.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                        p. 97
     10-31-01                                                    


136   EXT. FIFTH AVENUE - TIFFANY'S - A SCULPTED GLASS HEART - DAY136   

     formed by two dancers bending over backwards, awash in pink 
     light and spotlighted in white.

     Walter and Annie are among a few other people -- couples 
     mostly -- looking in the windows.  Each one a variation on 
     the heart motif.  They move to a window -- "Broken Heart" -- 
     burnished metal, with tow cherubs flying out of the wound in 
     the middle.

     ON WALTER AND ANNIE'S REFLECTION

     in the Broken Heart window.

     They're both in their own worlds.  Then they both start to 
     speak at once.  They stop.  Annie looks at Walter.

                           ANNIE
               You go.

                           WALTER
               Ever since Christmas, you've been 
               different.  Kind of distracted, 
               distant.  But I feel like you're 
               coming back from wherever you were.

                           ANNIE
               I am.
                    (she smiles at him)
               I was just... I just got... I think 
               I got nervous.  It's normal, right? 
               Don't you ever feel nervous about, 
               you know?

                           WALTER
               What?

                           ANNIE
               About forever.

                           WALTER
               No.

                           ANNIE
               Well, I did.  And you know what I 
               think? I think that it was almost... 
               too perfect.

137   INT. FIRST FLOOR - TIFFANY'S - DAY                          137   

     As Annie and Walter walk through the jewelry department to 
     the elevator.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                        p. 98
     10-31-01                                                    


                           ANNIE
               I started to wonder whether we were 
               the human equivalent of two rights 
               making a wrong, you know?

     Walter has no idea what she means, but he's completely good-
     natured about it.

138   INT. THIRD FLOOR TIFFANY'S - DAY                            138   

     Annie and Walter are walking around the floor, followed by a 
     SALESWOMAN who is carrying a large white card on which she 
     is noting their selections.

                           ANNIE
               It was like kismet but not, if you 
               see what I mean.

     Walter's brow furrows slightly.

                           ANNIE (CONT'D)
                    (continuing)
               You have to grow up.  You can't have 
               all these adolescent dreams about 
               how exciting your life is going to 
               be --

     Walter starting to look puzzled.

                           ANNIE (CONT'D)
                    (continuing)
               Don't hate me but I love this pattern.

                           WALTER
               You couldn't.

                           ANNIE
               I do.

                           WALTER
               It's just like my grandmother's china.

                           SALESWOMAN
               How many place settings should I put 
               down?

                           ANNIE & WALTER
               Ten.

     Walter beams at her.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                        p. 99
     10-31-01                                                    


                           WALTER
               Exactly.  Eight is too few and twelve 
               is too many.

     The SALESWOMAN writes a "10" on the big sheet of paper.

139   INT. FIRST FLOOR - TIFFANY'S - DAY                          139   

     As Annie and Walter come out of the elevator on the ground 
     floor and WALTER stops for a moment at the Jewelry Repair 
     department, reappears with a little blue Tiffany's box he 
     gives to Annie.

     Annie opens it.

     Inside is a lovely antique diamond ring.

                           ANNIE
               Walter.

                           WALTER
               It was my mother's.

                           ANNIE
               It's so beautiful.  It's just what I 
               would have picked out if I'd had 
               every ring in the world to choose 
               from.
                    (as she slips the 
                    ring onto her finger)
               You see what I mean.  There are people 
               who would like a relationship to be 
               full of surprises, but I am not one 
               of them.
                    (as she starts out 
                    the door with Walter 
                    behind, thinking 
                    about what she has 
                    just said)
               Surprises are highly overrated.

     AS THEY GO OUT THE DOOR TO:

140   EXT. FIFTH AVE.  - DAY                                      140   

     As they start down the street and go off into the distance.

                           ANNIE
                    (continuing)
               Promise me something, Walter.  Promise 
               me you will never have a surprise 
               party for me.  Ever.
                           (MORE)

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                       p. 100
     10-31-01                                                    


                           ANNIE (CONT'D)
               You know what happens, you walk in 
               the door in some horrible sweater 
               you put on that morning, and there 
               are hundreds of people in their best 
               clothes shouting "Surprise!"

141   INT. SAM'S BEDROOM - NIGHT                                  141   

     Sam's got a suitcase on the bed, packing.  Jonah is standing 
     in the doorway, watching.

     He goes to his desk looking for something but can't find it.  
     He tries a few drawers.

                           SAM
               Have you seen my wallet?

                           JONAH
               It might be in the kitchen.

     Sam doesn't remember leaving it in the kitchen.

                           SAM
               I'm only going to be away one night, 
               okay, and Clarise will be here.  
               You'll have a swell time.  You'll 
               watch a little Geraldo, some Nightmare 
               on Elm Street 12, I'll never know.

                           JONAH
               Are you going with her?

                           SAM
               Yes.

     Jonah walks out of Sam's bedroom and we hear the door to his 
     bedroom slam shut.

     ON SAM

     Starting to boil.

     He walks into --

142   INT. HALLWAY - NIGHT                                        142   

     And open the door to Jonah's room.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                       p. 101
     10-31-01                                                    


143   INT. JONAH'S ROOM - NIGHT                                   143   

                           SAM
               I have to have a life.  I have to do 
               things that I want with people my 
               own age.  It's none of your business 
               who I am going out with.  I don't 
               give a good goddam if you're angry --

                           JONAH
                    (holding up Annie's 
                    letter)
               This is the one I like.

     Sam starts back to his bedroom.

144   INT. SAM'S BEDROOM - CONTINUOUS                             144   

                           SAM
               I don't care who you like.  It's who 
               I like.  But the truth is you're 
               never going to like anyone because 
               it isn't your mother.

     Sam throws a pair of socks into the suitcase.

                           JONAH
                    (yelling)
               Fine.  I won't say anything.  You 
               can marry Count Dracula.

                           SAM
               Thank you, Jonah.  But the point is, 
               I am not asking permission.

                           JONAH
                    (yelling)
               What's wrong with Annie?

                           SAM
                    (emphasizing every 
                    word)
               Shut up.

     Jonah appears at the doorway.

                           JONAH
               Shut up?  Shut up???  Mom never did 
               that.  Mom never said shut up to me.  
               Mom never yelled at me.

                           SAM
               This conversation is finished.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                       p. 102
     10-31-01                                                    


                           JONAH
               You said we could go to New York.

                           SAM
               Did not.

                           JONAH
               Did too.

                           SAM
               I can't know what I said, but we're 
               not going.

                           JONAH
                    (crossing his arms 
                    across his chest)
               I'm not leaving this room until you 
               say yes.

                           SAM
               Get out.

                           JONAH
               No.

                           SAM
               Goddammit, I am sick of this --

     Sam picks Jonah up and carries him kicking and screaming

     INTO:

145   INT. UPSTAIRS HALLWAY - NIGHT                               145   

     AND INTO:

146   INT. JONAH'S BEDROOM - NIGHT                                146   

                           JONAH
               Put me down.  I hate you, I hate you --

     He throws Jonah on the bed.  Jonah in tears.

                           SAM
               I'm sick of this phony melodramatic 
               bullshit.  I'm sick of it.

     He leaves the room and slams the door.

147   INT. HALL - CONTINUOUS                                      147   

     Jonah weeping as Sam goes back to his bedroom.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                       p. 103
     10-31-01                                                    


148   INT. SAM'S BEDROOM - CONTINUOUS                             148   

     The sound of Jonah weeping.

     Sam sits down on the bed, wiped out.  Hold on him.

149   EXT. BALDWIN HOUSEBOAT - MORNING                            149   

     As Clarise the babysitter arrives at the houseboat.

150   INT. HOUSEBOAT - MORNING                                    150   

     Sam and Clarise in the hallway outside Jonah's door.

                           SAM
               Jonah?  Clarise is here, okay?  And 
               I'm leaving.

     No response.

                           SAM (CONT'D)
               Jonah?
                    (to Clarise)
               He's probably still asleep.

     He opens the door gently to the room.

     Jonah's gone.

     IN QUICK CUTS:

     Sam looks in the bathroom: no Jonah.  In the main cabin.

     The back deck.  Out onto the docks.  Looking all up and down.  
     Clarise coming down the deck -- she's apparently been looking 
     in the neighborhood.  As she shakes her head no, Sam goes to 
     the bicycle shed.  Jonah's bike still there.  Sam stands on 
     the deck.

151   EXT. SEATTLE/TACOMA AIRPORT - DAY                           151   

     We see a group of people filing off an airport shuttle bus.  
     The sign in front rotates from "Airport" back to "Marina."

     Jonah comes down the stairs and steps off with his Mariners 
     backpack.  He just stands there a beat, looking around.  
     Then he goes through the glass doors.

152   INT. AIRPORT FIRST CLASS TICKET COUNTER - DAY               152   

     The TICKET CLERK turns back to the counter.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                       p. 104
     10-31-01                                                    


                           TICKET CLERK
               Next.

     Jonah steps forward, with his ticket.

153   INT. JESSICA'S HOUSE - DAY                                  153   

     Jessica is sitting defiantly in a chair in the middle of the 
     living room.  She is being interrogated but she is not going 
     to talk.  There's a clock on the mantel.  Sam is in the room 
     with Jessica's mother and father.

                           JESSICA'S MOTHER
               Jessica, this is not acceptable.

                           JESSICA'S FATHER
               If you don't tell us right now, right 
               this minute, I'm going to kill you.

     Jessica rolls her eyes.

     She looks over the clock on the mantel.  As it ticks to 8:30:

                           JESSICA
               He's on his way to New York.

                           JESSICA'S MOTHER
               What?

                           SAM
               How?

                           JESSICA
                    (the child of travel 
                    agents)
               United 597.

     Jessica's mother and father are horrified.

                           JESSICA'S MOTHER
               Jessica!

                           SAM
               When does it leave?

                           JESSICA'S FATHER
               Eight-thirty.

     Everyone looks over at the clock.  It says 8:31.

     Jessica smiles.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                       p. 105
     10-31-01                                                    


154   INT. SAM'S CAR - DAY                                        154   

                           CLOSE ON SAM
               Driving to the airport.

155   EXT. HIGHWAY NEAR SEATTLE/TACOMA AIRPORT - DAY              155   

     As his car takes the airport exit.

156   INT. AIRPLANE - DAY                                         156   

     A stewardess bends affectionately over Jonah, ensconced in 
     the first-class section.  He's got his backpack on his lap 
     and he's holding it.

                           STEWARDESS
               Here you go... here's a nice pin for 
               you, for flying with us.

                           JONAH
                    (completely unmoved, 
                    but polite)
               Thank you.

                           STEWARDESS
               You're welcome.  Can I take that for 
               you?

                           JONAH
                    (clutching it even 
                    tighter)
               No.

157   INT. AIRPORT TICKET COUNTER - ON SAM - DAY                  157   

     at the reservations desk.  Desperation.

                           SAM
                    (frantic)
               He's about this high, 90 pounds, 
               never combs his hair, Mariner's hat --

                           AIRLINE CLERK
                    (to his colleagues)
               Anyone check in a unaccompanied minor 
               on the New York flight?

                           FIRST CLASS TICKET CLERK
               I did.

     Sam closes his eyes.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                       p. 106
     10-31-01                                                    


                           SAM
               I'll kill him.
                    (beat)
               I have to get to New York as fast as 
               I can.

                           AIRLINE CLERK
               We can get you on a flight to Chicago 
               and you can change planes --

     Starting to punch information into the computer.

                           AIRLINE CLERK (CONT'D)
               How will you be paying for this?

                           SAM
                    (taking out his wallet)
               American Express.
                    (there's no American 
                    Express card in his 
                    wallet)
               Visa.
                    (beat)
               I really am going to kill him.

158   INT. O'HARA AIRPORT - DAY                                   158   

     As Sam comes out of the plane from Seattle and dashes through 
     the concourse, managing to arrive at the plane for New York 
     at the very last moment.

159   INT. KENNEDY AIRPORT - DAY                                  159   

     As Jonah comes out of the plane from Seattle and looks up to 
     see which way to go.  He looks very small.  Big New York 
     passengers in a hurry whiz by with their carryons dangerously 
     flying at their sides.

160   EXT. KENNEDY AIRPORT - A FEW MINUTES LATER                  160   

     Jonah stands in a taxi line.

161   INT. TAXI - A FEW MINUTES LATER                             161   

     Jonah sits down in the back seat.  Looks up.  A big bruiser 
     of a CAB DRIVER leans back over the seat, sizing Jonah up.

                           TAXI DRIVER
               Where to?

                           JONAH
               Empire State Building.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                       p. 107
     10-31-01                                                    


162   INT. PLANE TO NEW YORK - DAY                                162   

     Sam is in an aisle seat.  He closes his eyes and squeezes 
     them tight.

                           SAM
                    (to himself)
               Come on... come on... come on...
               COMEONCOMEONCOMEONCOMEONCOMEON...

163   EXT. EMPIRE STATE BUILDING - AFTERNOON                      163   

     It looks magnificent in the waning afternoon light.

                           CABBIE'S VOICE
               There it is.

     WE ARE WATCHING FROM:

164   INT. A TAXICAB                                              164   

     where Jonah, with his head out the window, regards the 
     building with awe.

                           CABBIE
               What are you gonna do there, spit 
               off the top?

                           JONAH
               No.  I'm gonna meet...
                    (trying to figure out 
                    what to call her)
               my mother.

165   INT. RAINBOW ROOM - DUSK                                    165   

     Walter and Annie walking toward their table with the

     MAITRE D'.

     Annie sits down, looks at the view.  Walter starts to sit, 
     revealing a spectacular view of the EMPIRE STATE BUILDING 
     directly behind him.  Annie's smile fades.

                           WALTER
               Is something wrong.

     Annie shakes her head.

                           MAITRE D'
               May I get you a drink?

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                       p. 108
     10-31-01                                                    


                           WALTER
               Some champagne?

                           ANNIE
               Fine, fine.

     Walter glances back over his shoulder.

                           WALTER
               Beautiful view, isn't it?

                           ANNIE
               Walter, there's something I have to 
               tell you --

166   EXT. KENNEDY AIRPORT - DUSK                                 166   

     As Sam rushes out of the terminal.  Desperate.

     A cab pulls up.  Sam bolts to the head of the line and muscles 
     his way into the cab.  The other people in line are irate.

                           SAM
               Sorry, this is an emergency.

     The cab pulls out to a chorus of verbal abuse.

                           SAM (V.O.) (CONT'D)
               Empire State Building.

167   INT. EMPIRE STATE BUILDING LOBBY - DUSK                     167   

     Jonah, carrying his backpack, walks through the majestic 
     lobby and follows the arrow to the Observation Deck.

168   EXT. TOP OF EMPIRE STATE BUILDING - HELICOPTER SHOT - DUSK  168   

     Looking down on the observation deck.  The city below.

     The tiny figure of Jonah walks into the middle of the deck.  
     Looks around.

169   EXT. 59TH STREET BRIDGE - DUSK                              169   

     Sam's cab speeds across the bridge and into Manhattan, heading 
     for the Empire State Building.

170   INT. TOP OF THE EMPIRE STATE BUILDING - DUSK                170   

     Jonah is going to take the bull by the horns.  He walks up 
     to a likely-looking WOMAN.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                       p. 109
     10-31-01                                                    


                           JONAH
               Hi, I'm Jonah.  Are you Annie?

                           WOMAN #1
               No.
                    (smiles at him)
               I'm Cynthia.

     He spies another unattached woman.

                           JONAH
               Excuse me, are you Annie?

171   EXT. RAINBOW ROOM - DUSK                                    171   

     A helicopter shot of Annie talking animatedly to Walter.

     And pull back to reveal that the Rainbow Room is actually 
     being seen by Jonah through a viewscope in:

172   EXT. EMPIRE STATE BUILDING OBSERVATION DECK - DUSK INTO     172   

                           NIGHT
               Jonah is looking through the 
               viewfinder.  He turns around, forlorn.  
               He takes off his backpack and is 
               about to sit down next to it when 
               Sam bolts into the observation deck.

     Jonah leaps into his arms.

                           SAM
               You're my family.  You're all I've 
               got.  What if something happened to 
               you?

     Sam's eyes well up.  Jonah starts to cry.

                           SAM (CONT'D)
               What if I couldn't get to you?

                           JONAH
               I was scared of what you were gonna 
               do.

                           SAM
               When I found you?

                           JONAH
               If I didn't go.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                       p. 110
     10-31-01                                                    


                           SAM
               Listen, have I ever done anything 
               really stupid?

                           JONAH
               No.

                           SAM
               I mean, so far, have I screwed it up 
               for you?

                           JONAH
               No.

     The two of them hold each other tight.  After a beat:

                           SAM
               I can't believe you flew first class.

                           JONAH
               It was all they had.

173   INT. RAINBOW ROOM - NIGHT                                   173   

     Annie and Walter.  There's champagne in their glasses, but 
     neither of them has drunk a drop.

                           ANNIE
               I don't know what to say about it, 
               Walter.  It was a form of temporary 
               insanity.  But I had to tell you 
               about it because --

                           WALTER
                    (matter-of-fact)
               -- it was a betrayal.

                           ANNIE
               Yes.  But it wasn't really.  It was 
               just...

                           WALTER
               So what happened?

                           ANNIE
               I told you.  Nothing --

                           WALTER
               At the top of the Empire State 
               Building --

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                       p. 111
     10-31-01                                                    


                           ANNIE
               I'm not at the top of the Empire 
               State Building.  I'm here.

                           WALTER
               Not really.
                    (beat)
               Look, Annie, I love you.  Let's leave 
               that out of it.  I don't want to be 
               someone you're settling for.  I don't 
               want to be someone anyone settles 
               for.
                    (beat)
               I have a life insurance policy, I'm 
               fully invested in growth stocks, I 
               have a paid subscription to Home Rox 
               Office, I have no sexual diseases, I 
               have been steadily employed in a 
               part of the economy that isn't soft, 
               I have expectation in the way of 
               inherited wealth, I dress nicely, I 
               am a member of the private sector, 
               an independent voter, I don't watch 
               Monday Night Football, the only thing 
               wrong with me is that I am allergic 
               to wheat, strawberries, penicillin, 
               pollen, nuts and wool.  There are 
               plenty of women who see me as the 
               brass ring.  If you don't -- marriage 
               is hard enough without bringing such 
               low expectations into it, isn't it?

     Annie is nodding.  She wipes a tear from her face.

                           ANNIE
               Oh, Walter.  I don't deserve you.

                           WALTER
               I think that's what I'm saying.

     Slowly, gingerly, Annie slips the engagement ring off her 
     finger and hands it to Walter.

     No bitterness here.  Both of them trying to be gentle with 
     each other.

                           ANNIE
               You okay?

                           WALTER
               Yes.
                           (MORE)

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                       p. 112
     10-31-01                                                    


                           WALTER (CONT'D)
                    (beat)
               Some people will do anything to get 
               out of going to a symphony.

     This breaks the tension.  Both of them smiles.

                           ANNIE
               Oh!

                           WALTER
               What?

                           ANNIE
               Look!

     Walter turns to look over his shoulder at what Annie sees:

     THE LIGHTS HAVE JUST GONE ON ON THE EMPIRE STATE BUILDING

                           VALENTINE LIGHTS:
               A huge pink and white heart.

     Walter turns back to Annie.

                           WALTER
               Go for it.

     And as Annie's heart leaps and she's about to bolt.

                                                          CUT TO:

174   EXT. WEST 50TH STREET - NIGHT                               174   

     As Annie comes out to the street and hails a cab.

     As it screeches off toward Fifth Ave.

175   INT. EMPIRE STATE BUILDING OBSERVATION DECK - NIGHT         175   

     The lights are on all over the city.

     The crowd has thinned out considerably.  Jonah and Sam are 
     among the last people left.  They gaze out at the twinkling 
     lights and the ever-darkening sky.

                           ELEVATOR OPERATOR
               Last call.  Closing time.

     Jonah looks at Sam.

                           JONAH
               This is pretty dumb, wasn't it?

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                       p. 113
     10-31-01                                                    


     Sam shrugs.

                           SAM
               Big deal.

     After a beat.

                           SAM (CONT'D)
               Maybe we'll get a dog when we get 
               back.

                           JONAH
               Okay.

                           SAM
               What do you mean, okay?  Wouldn't 
               you like a dog?

                           JONAH
               Sure.

     Sam puts his arm around him, they start toward the elevator.

                           SAM
               Let's go home.

176   EXT. FIFTH AVE - NIGHT                                      176   

     Annie's cab stuck in traffic.

     As Annie gets out of the cab.

     She's breaking into a hard run toward the Empire State 
     Building.

177   INT. LOBBY OF THE EMPIRE STATE BUILDING - NIGHT             177   

     Annie sprints in and over to Information Booth.

                           INFORMATION BOOTH PERSON
               Sorry, ma'am, but the elevators are 
               closed.

                           ANNIE
                    (out of breath)
               No.  Please.  I really need to get 
               up there.

                           INFORMATION BOOTH PERSON
               We're closing up.  No more runs 
               tonight.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                       p. 114
     10-31-01                                                    


     Annie takes a deep breath.  She's hit the end of the road.  
     She turns to go but then turns back.

                           ANNIE
                    (out of breath)
               Listen, can I just take a look?  
               Maybe... maybe... There's someone I 
               was supposed to meet... He's probably 
               not there, but if I don't at least 
               look I'll always wonder about it.

     The Information Booth Person looks at her.

                           INFORMATION BOOTH PERSON
               Cary Grant, right?

                           ANNIE
               You know that movie?

                           INFORMATION BOOTH PERSON
               One of my wife's favorites.

178   INT. TOP OF THE EMPIRE STATE BUILDING                       178   

     After a few beat the elevator door opens on a very empty 
     platform.

                           ELEVATOR MAN
               Sorry, ma'am.  Empty.

     Annie slowly walks out.

                           ANNIE
               Can I take a minute?

                           ELEVATOR MAN
               Go ahead.

     She sighs.  Heads for the telescopes.  Looks out at the 
     twinkling lights below.

     She casually turns the telescope and suddenly sees something 
     on the floor.

     Jonah's Seattle Mariners backpack.

     She picks it up.  She realizes that it might be...  could 
     be... and opens it.  Inside is a toothbrush and Jonah's teddy 
     bear.  As she takes out the bear the other elevator DINGS.

     Annie looks up as Jonah and Sam exit the elevator.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                       p. 115
     10-31-01                                                    


                           JONAH
               I left it near the...

     And they stop.  There she is.  There they are.  Sam can't 
     believe it.  It's the mystery woman.

                           SAM
               It's you.

                           ANNIE
               It's me?

                           SAM
               The one in the street.  I chased 
               after you.

                           JONAH
               Are you Annie?

                           ANNIE
               Yes.

                           SAM
                    (confused)
               You're Annie too?

     She smiles awkwardly.

                           ANNIE
                    (indicating the 
                    backpack)
               Is this yours?

     Jonah walks over to her.  He puts his hand out.  She shakes 
     it solemnly.

                           JONAH
               I'm Jonah.
                    (nodding back to Sam)
               That's my dad.  His name is Sam.

                           ANNIE
               Hi, Jonah.  Sam.
                    (indicating the teddy 
                    bear)
               And who is this?

                           JONAH
               Howard.

                           ANNIE
               Howard.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Screenplay-Sleepless_in_Seattle                       p. 116
     10-31-01                                                    


     Sam nods.  Smiling.  Starting to put it all together.

     Annie smiles.  Still nervous.  No one knows what to do next.  
     Just then, one of the elevator operators CLEARS

     HIS THROAT.

                           SAM
               We better go.

     Annie nods.

     Sam holds out his hand.

                           SAM (CONT'D)
               Shall we?

     Annie slips her hand into his.  It feels comfortable, natural, 
     right.

                           ANNIE
               Sam?

     He looks at her.

                           ANNIE (CONT'D)
               It's nice to meet you.

     On Annie.

     On Sam.

     On Jonah.  He makes a triumphant little double-fist gesture 
     to himself as the elevator doors close.

179   EXT. THE EMPIRE STATE BUILDING - NIGHT                      179   

     WE SEE THE BUILDING from above, all lit up, a romantic 
     confection, the world's largest Valentine.

     The CAMERA PULLS BACK and we see the United States spread 
     out before us, with lights twinkling everywhere.

     AND

                                                         FADE OUT

                               THE END