Twelve Monkeys (1995)
         
Directed by
Terry Gilliam
         
Writing credits
Chris Marker (film La Jetée) 
David Webb Peoples & Janet Peoples
Bruce Willis....................... James Cole 
Jon Seda................................. Jose 
H. Michael Walls..................... Botanist 
Bob Adrian.......................... Geologist 
Simon Jones........................ Zoololgist 
Carol Florence................. Astrophysicist 
Bill Raymond................... Microbiologist 
Ernest Abuba......................... Engineer 
Madeleine Stowe.............Dr. Kathryn Railly 
Brad Pitt...................... Jeffrey Goines 
Frank Gorshin............... Dr. Owen Fletcher 
David Morse........................ Dr. Peters 
Christopher Plummer......... Dr. Leland Goines        
       
                            TWELVE MONKEYS

     FADE IN:

 1   INT.  CONCOURSE/AIRPORT TERMINAL - DAY                         1   

     CLOSE ON A FACE.  A nine year old boy, YOUNG COLE, his eyes 
     wide with wonder. watching something intently.  We HEAR the 
     sounds of the P.A. SYSTEM droning Flight Information mingled 
     with the sounds of urgent SHOUTS, running FEET, EXCLAMATIONS.

     YOUNG COLE'S POV:  twenty yards away, a BLONDE MAN is sprawled 
     on the floor, blood oozing from his gaudy Hawaiian shirt.

     A BRUNETTE in a tight dress, her face obscured from YOUNG 
     COLE'S view, rushes to the injured man, kneels beside him, 
     ministering to his wound.

     ANGLE ON YOUNG COLE, flanked by his PARENTS, their faces out 
     of view, as they steer him away.

                           FATHER'S VOICE (O.S.)
               Come on, Son --this is no place for 
               us.

     YOUNG COLE resists momentarily, mesmerized by the drama.

     YOUNG COLE'S POV:  intermittently visible through a confusion 
     of FIGURES rushing through the foreground, the BLONDE MAN 
     reaching up and touching the cheek of the kneeling BRUNETTE 
     in a gesture of enormous tenderness, a gesture of farewell, 
     while the P.A.

     SYSTEM continues its monotonous monotone...

                           P.A. SYSTEM
               Flight 784 for San Francisco is now 
               ready for boarding at inmate number 
               66578, Greely.

 2   INT.  PRISON DORMITORY/FUTURE - ETERNAL NIGHT                  2   

                           PRISON P.A. SYSTEM
               --number 5429, Garcia -- number 87645, 
               Cole...

     COLE, late thirties, dark hair, comes awake in a bunk cage, 
     one of many stacked four high along both sides of a long dim 
     corridor.  He blinks in the near dark, shaken, disoriented.

     Then, as he "recovers" from his very vivid dream, we get our 
     first look at his environment...A windowless underground 
     world of eternal night sometime in the future... An almost

                                                       (CONTINUED)

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     Twelve Monkeys                                          p. 2
     9-29-00                                                     


     colorless "reality" of blurred edges and echoey sounds, much 
     more "dreamlike" than his dream.

     Flashlights glare. In the half-light, COLE sees spooky 
     figures, GUARDS, moving among the locked bunk/cages.

     COLE turns and whispers to the occupant of the next cage, 
     JOSE...

                           COLE
               Ssssst!  Jose, what's going on?

     JOSE's face is almost lost in shadow.  What there is of it 
     is youthful.  He's just a scared Puerto Rican kid!

                           JOSE
               "Volunteers" again.

     JOSE immediately rolls over and feigns sleep as SCARFACE, a 
     menacing guard with a jagged scar running down his cheek, 
     looms close to COLE's cage and unlocks it.

                           SCARFACE
               "Volunteer duty".

     The PRISONERS in the other cages watch silently with narrowed 
     eyes.

                           COLE
               I didn't volunteer.

                           SCARFACE
               You causing trouble again?

                           COLE
                    (controls his temper)
               No trouble.

 3   INT.  EQUIPMENT ROOM - ETERNAL NIGHT                           3   

     COLE's alone, struggling to get into what looks like a space 
     suit in a room where suits hang like ghosts with blank eyes.

     TITLES BEGIN SUPERED OVER THE SCENE

     COLE has the torso of the suit on now and is trying to close 
     it.

                           OFFSCREEN VOICE (O.S.)
               All openings must be closed.

     COLE looks for the source of the voice, a tiny grate in the 
     wall.

                                                       (CONTINUED)

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     Twelve Monkeys                                          p. 3
     9-29-00                                                     


                           OFFSCREEN VOICE (O.S.) (CONT'D)
               If the integrity of the suit is 
               compromised in any way, if the fabric 
               is torn or a zipper not closed, 
               readmittance will be denied.

 4   INT.  SEALED CHAMBER - MINUTES LATER (ETERNAL NIGHT)           4   

     COLE, wearing the "space suit" and a helmet with a plastic 
     visor, steps into a tiny chamber, a kind of air lock.  The 
     heavy door clangs shut behind him.  He's alone.  COLE'S breath 
     comes quicker now as he sucks oxygen from the air tanks on 
     his back.

     On the opposite wall is another door with a huge wheel lock.

     COLE turns the heavy wheel, opens the door, steps through It

 5   INT.  ELEVATOR - SECONDS LATER (ETERNAL NIGHT)                 5   

     COLE'S in an ascending elevator that groans and creaks.  He 
     looks down at a crudely drawn map he holds in his gloved 
     hand.

     The map shows a series of tunnels and ladders.

 6   INT.  SEWER PIPE - MINUTES LATER (NIGHT)                       6   

     COLE pans a flashlight, probing the filthy sewer he's wading 
     through RATS flee the blade of light, scurry across islands 
     of rusting junk.

     The flashlight beam settles on a ladder mounted in the wall.

     Reaching the rusted ladder, COLE starts to climb awkwardly.

 7   EXT.  CITY STREET/FUTURE - MOMENTS LATER (NIGHT)               7   

     A SCRAPING NOISE as a heavy man-hole cover is pushed up and 
     moved aside.  COLE'S helmeted head emerges from below.

     COLE'S POV THROUGH HIS PLASTIC-VISORED HELMET:  A CITY IN

     moonlight!  A surreal image of abandoned buildings.  No people 
     anywhere.  The only sounds are the WIND and COLE'S BREATHING.

 8   EXT.  ANOTHER CITY STREET - MINUTES LATER (NIGHT)              8   

     COLE'S light reveals abandoned vine-covered automobiles.

     Moving to the nearest car, COLE searches in the vines for 
     something.  Finds it.  An insect.

                                                       (CONTINUED)

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     Twelve Monkeys                                          p. 4
     9-29-00                                                     


     COLE takes the bug in his gloved hand.  As he clumsily inserts 
     it into a collection tube, something makes him turn.

     There's something across the street in the dark.  Something 
     alive.

     COLE points his flashlight and reveals...a BEAR!  Startled 
     by the light, the animal blinks, then stands on its rear 
     legs and ROARS.

     ANGLE ON COLE, staring wide-eyed.

     Then, the BEAR sinks down onto all fours and, trying to avoid 
     the flashlight, it pads quickly down the street.

 9   INT.  SUBTERRANEAN PARKING GARAGE - NIGHT                      9   

     Using the flashlight to see, COLE reaches down to the cracked 
     floor and gets another specimen.  DOGSHIT!

     The only sound is COLE'S labored BREATHING.

     Then, a different SOUND.  GRRRR!  A dog.  More GRRRRS.  More 
     dogs.  Then, a YIP.  Then, VICIOUS GROWLS.  It's a DOGFIGHT!

10   EXT.  STREET - NIGHT (FIRST LIGHT)                            10   

     A giant OWL, perched on an overhead traffic light, raises 
     its wings and lifts off...rising higher and higher into the 
     brightening sky.

     Below, on the street, COLE trudges along, passing deserted 
     buildings, windows broken, rusted signs dangling.

11   INT.  DEPARTMENT STORE - NIGHT (FIRST LIGHT)                  11   

     COLE'S light reveals a spider web just inside the store.  A 
     large SPIDER tries to hide from the light.

     COLE reaches carefully into the web and plucks the spider 
     and puts it into one of his specimen tubes.

     Then, he shines his light all around the once elegant store.  
     There's nothing but aisle after aisle of moldering consumer 
     goods.

12   EXT.  DEPARTMENT STORE - DAWN                                 12   

     As COLE comes out of the store, the first rays of the sun 
     hit the building.  COLE stops, squints into the light through 
     his visor.

                                                       (CONTINUED)

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     Twelve Monkeys                                          p. 5
     9-29-00                                                     


     COLE'S POV:  spray-painted on the wall a long time ago is a 
     stenciled logo of twelve monkeys holding hands in a circle.  
     Over it is written, "WE DID IT!"

     COLE looks up.

     COLE'S POV:  high up on a building across the street, a LION 
     patrols a ledge, pauses, looks out majestically over his 
     world.

     TTTLES END

13   INT.  FIRST UNDERGROUND DECONTAMINATION CHAMBER - ETERNAL 
     NIGHT                                                         13   

     ROARING WATER, powerful torrents gushing from nozzles in the 
     wall, pummel the still-suited COLE.

14   INT.  SECOND UNDERGROUND DECONTAMINATION CHAMBER - ETERNAL 
     NIGHT                                                         14   

     Stark naked and shivering, COLE is being scrubbed with brushes 
     on long poles (like the ones used to wash cars) wielded by 
     two HULKING FIGURES in bulky decontamination suits, their 
     personas lost in their windowed masks.  It's a grim scene in 
     a grim cement room with damp, dripping walls.  From an unseen 
     source comes an AMPLIFIED VOICE,

                           AMPLIFIED VOICE (O.S.)
               Raise your arms above your head.

     COLE lifts his arms and the FIGURES start scrubbing his 
     armpits.

15   INT.  TINY CHAMBER - SHORTLY (ETERNAL NIGHT)                  15   

     Still naked, COLE is seated on a stool while a MASKED 
     TECHNICIAN in a less elaborate, less bulky decontamination 
     outfit draws blood from COLE'S arm with an old-fashioned 
     hypodermic needle.

     COLE glances toward a single, nearly opaque "window" of thick 
     plastic in the rusty iron wall.  VAGUE FIGURES seem to lurk 
     behind the translucent aperture, studying him.

     The TECHNICIAN slips the blood sample through a slot in the 
     wall.

16   INT.  ENGINEERING OFFICE/FUTURE WORLD - ETERNAL NIGHT         16   

     Ushered in by two guards, TINY and SCARFACE, COLE looks 
     around.

                                                       (CONTINUED)

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     Twelve Monkeys                                          p. 6
     9-29-00                                                     


     COLE'S POV:  wails hidden by old headlines, articles, maps, 
     charts...

     a blackboard covered with elaborate, sophisticated 
     formulae...surfaces heaped with cracked monitors, gerry-rigged 
     computers held together with string, lasers lost in tangles 
     of cable, ancient tube amplifiers, a dilapidated cardboard 
     reconstruction of a city, stacks of moldering books and 
     tattered computer printouts...and, seated at a long conference 
     table, staring at COLE, six SCIENTISTS:  an ASTROPHYSICIST, 
     ENGINEER, BOTANIST, MICROBIOLOGIST, ZOOLOGIST, and a 
     GEOLOGIST.  They represent a "modern" science where brilliant 
     new ideas interface with crude, outdated, patched-together 
     technologies.

                           TINY
               James Cole.  Cleared from quarantine.

                           MICROBIOLOGIST
               Thank you.  You two wait outside.

                           SCARFACE
               He's got a history, Doctor.  Violence.

     COLE'S eyes return to the walls.

     Headlines:  "CLOCK TICKING!  NO CURE YET!"

                           SCARFACE (CONT'D)
               Anti-social six -- doing 25 to life.

                           ENGINEER
               I don't think he's going to hurt us.  
               You're not going to hurt us, are you 
               Mr. Cole?

     COLE'S head turns quickly to the ENGINEER.

                           COLE
               No, sir.

     The GUARDS exchange a look, shrug, exit, closing the door.

                           MICROBIOLOGIST
               Why don't you sit down, Mr. Cole.

     COLE goes to the empty chair at the conference table, sits 
     down.

                           ASTROPHYSICIST
               We want you to tell us about last 
               night.

                                                       (CONTINUED)

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     Twelve Monkeys                                          p. 7
     9-29-00                                                     


                           COLE
               I went to the surface and I collected 
               specimens like I was told.

     The SCIENTISTS don't say anything.  They just study him 
     carefully.

                           COLE (CONT'D)
                    (worried)
               I mashed the spider, didn't I?

                           MICROBIOLOGIST
               We'll get to the spider later, Mr.

     Cole.  Right now, we want to know everything that you saw.

17   INT.  ENGINEERING OFFICE - AN HOUR LATER (ETERNAL NIGHT)      17   

     COLE, starting to look very tired now, stands at the 
     blackboard sketching a detailed map of exactly where he was 
     last night.

                           ASTPOPHYSICIST
               Where you collected sample #4, what 
               street was that?

                           COLE
               Uh...

                           BOTANIST
               It's important to observe everything.

                           COLE
               I think it was...I'm sure it was 2nd 
               Street.

     As the SCIENTISTS start to whisper animatedly among 
     themselves, COLE'S eyes drift across the newspaper clippings 
     taped to the wall.  One headline screams, "VIRUS MUTATING!"  
     Another features a photo of an OLD MAN (DR. MASON, who we'll 
     see again later on) and the words, SCIENTIST SAYS, "IT'S TOO 
     LATE FOR CURE".

                           ASTROPHYSICIST'S VOICE (O.S.)
               Close your eyes, Cole.

     Startled, COLE closes his eyes obediently.

     BLACKNESS.  Like COLE, WE SEE NOTHING.  But we HEAR their 
     VOICES.

                                                       (CONTINUED)

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     Twelve Monkeys                                          p. 8
     9-29-00                                                     


                           ENGINEER'S VOICE (O.S.)
               Tell us in detail what you've seen 
               in this room.

                           COLE'S VOICE (O.S.)
               Uh, in this room?  Uh...

                           MICROBIOLOGIST'S VOICE (O.S.)
               How many of us are there?

                           COLE'S VOICE (O.S.)
               Six...seven, if you count me.

                           ASTROPHYSICIST'S VOICE (O.S.)
               Tell us about the pictures on the 
               wall...

                           COLE'S VOICE (O.S.)
               Uh, you mean the newspapers?

                           A MONTAGE OF OVERLAPPING VOICES (O.S.)
               Tell us about the newspapers.  Can 
               you hear my voice?  What do I look 
               like?  What does he look like, the 
               man who just spoke?  How old were 
               you when you left the surface?

     The VOICES blur into a cacophony and FADE INTO the droning 
     P.A. SYSTEM at the airport.

18   INT.  CONCOURSE/AIRPORT - DAY                                 18   

     THE DREAM AGAIN!  But at an earlier moment.  YOUNG COLE, 
     flanked by his PARENTS, whose faces are out of view, is 
     watching a PLANE land through one of the big glass windows 
     that lines the concourse leading to the departure gates.

                           P.A. SYSTEM (O.S.)
               Flight 784 now boarding at gate...

     Suddenly, a SHOUT, followed by raised VOICES, interrupts the 
     monotonous airport routine.  As YOUNG COLE and his PARENTS 
     turn to see what's going on, a man we'll call MR. PONYTAIL, 
     his face averted, hurries past them, bumping YOUNG COLE with 
     a Chicago Bulls Sports Duffle Bag.

                           MR. PONYTAIL
               WATCH IT!

     YOUNG COLE sees little more than the gaudy pants, the duffle, 
     and the man's ponytail flopping as he rushes towards the 
     gates.

                                                       (CONTINUED)

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     Twelve Monkeys                                          p. 9
     9-29-00                                                     


     Just then, a WOMAN'S VOICE cries out, "NOOOOOOOOO!"

     YOUNG COLE turns back toward the Security Check Point just 
     as TRAVELERS scatter madly, some diving to the floor, others 
     running.  A TERRIFIED TRAVELER, hitting the floor close by, 
     looks up at YOUNG COLE with panicky eyes, and asks....

                           TERRIFIED TRAVELER
               Just exactly why did you volunteer?

19   INT.  ENGINEERING OFFICE/FUTURE WORLD - (ETERNAL NIGHT)       19   

     COLE comes abruptly awake.  Seated now, he's facing the 
     SCIENTISTS.

                           ASTROPHYSICIST
               Wake up, Cole.

                           COLE
               Uh, I didn't hear the...

                           MICROBIOLOGIST
                    (tapping a pencil on 
                    the table)
               I asked you, why did you volunteer?

                           COLE
               Well, the guard woke me up.  He told 
               me I volunteered.

     The SCIENTISTS react, whispering urgently among themselves.

     COLE starts to nod off again, then comes awake with a start 
     as the ENGINEER speaks to him.

                           ENGINEER
               We appreciate you volunteering.  
               You're a very good observer, Cole.

                           COLE
               Uh, thank you.

                           ENGINEER
               You'll get a reduction in sentence.

     COLE keeps his face impassive.

                           ASTROPHYSICIST
               To be determined by the proper 
               authorities.

                                                       (CONTINUED)

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     Twelve Monkeys                                         p. 10
     9-29-00                                                     


                           ENGINEER
               You don't want to jeopardize that 
               reduction, do you, Cole?  Have it 
               taken away?

                           COLE
               No, sir!

                           ASTROPHYSICIST
               We have a very advanced program, 
               something very different, requires 
               very skilled people.

                           MICROBIOLOGIST
               An opportunity to reduce your sentence 
               considerably...

                           ZOOLOGIST
               And possibly play an important role 
               in returning the human race to the 
               surface of the earth.

                           ENGINEER
               We want tough minded people.  Strong 
               mentally.  We've had 
               some...misfortunes with "unstable" 
               types.

                           ASTROPHYSICIST
               For a man in your position...an 
               opportunity.

                           BOTANIST
               Not to volunteer could be a real 
               mistake.

                           MICROBIOLOGIST
                    (tapping his pencil 
                    again)
               Definitely a mistake!

     COLE gives away nothing.  He's in a box here.  He has no 
     choices.

     He stares at the tapping pencil.

20   INT.  ART GALLERY - NIGHT                                     20   

     A strikingly "real" world of bright colors.  Extravagant 
     paintings adorn the walls.  A POET, tiny and ruddy faced, 
     squints over his glasses as he reads in a booming voice to 
     an AUDIENCE of thirty seated on folding chairs.

                                                       (CONTINUED)

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     Twelve Monkeys                                         p. 11
     9-29-00                                                     


                           POET
               Still among the myriad microwaves, 
               the infra-red messages, the gigabytes 
               of ones and zeroes, we find words, 
               infinitesimally small, byte-sized 
               now, tinier even than science lurking 
               in some vague electricity where, if 
               we listen we can hear the solitary 
               voice of that poet telling us, "We 
               are no other than a moving row Of 
               Magic shadow-shapes that come and go 
               Round with the Sun-illumined Lantern 
               hold In Midnight by the Master of 
               the show."

     As the POET reads, we STUDY the audience, mostly YUPPIE 
     CULTURE JUNKIES or BOHEMIANS.  Among them, a light-haired 
     woman of twenty-eight, soberly dressed, wearing glasses.  
     She's KATHRYN RAILLY.  And it's her beeper that suddenly 
     BEEPS.  BEEP!  BEEP!

                           POET'S VOICE (O.S.)
               "The Moving Finger writes; and, having 
               writ, Moves on:  nor all your Piety 
               nor Wit Shall lure it back to cancel 
               half a Line, Nor all your Tears wash 
               out a Word of it."

     BEEP!  BEEP!  Scowling at the outrageous interruption, the 
     POET looks up from the text just as RAILLY, tumbling, shuts 
     off the beeper and rises, embarrassed.  As she makes her way 
     to an exit, the glaring POET continues...

                           POET
               "Yesterday This Day's Madness did 
               prepare; Tomorrow's Silence, Triumph 
               or Despair: Drink!  for you know not 
               whence you came, nor why: Drink!  
               for you know not why you go, nor 
               where."

21   INT.  CORRIDOR/POLICE STATION - NIGHT                         21   

     DETECTIVE FRANKI leads RAILLY past crowded holding cells.

                           FRANKI
               -- so they get there and they ask 
               the guy real nice for some kind of 
               i.d., and he gets agitated, starts 
               screaming about viruses.
                           (MORE)

                                                       (CONTINUED)

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     Twelve Monkeys                                         p. 12
     9-29-00                                                     


                           FRANKI (CONT'D)
               Totally irrational, totally 
               disoriented, doesn't know where he 
               is, what day it is, alla that stuff.  
               All they got was his name.  They 
               figure he's stoned out of his mind, 
               it's some kinda psychotic episode, 
               so they're gonna bring him...

                           RAILLY
               He's been tested for drugs?

                           FRANKI
               Negative for drugs.  But he took on 
               five cops like he was dusted to the 
               eyeballs.  No drugs.  You believe 
               that?

     FRANKI pauses, indicating a tiny observation window of thick 
     meshed glass in an otherwise solid door, and RAILLY looks 
     through it.

     RAILLY'S POV THROUGH THE WINDOW:  a MAN, his back to her, in 
     strait-jacket and prison denims, examining the wall of the 
     padded cell with the distorted intensity of a "mental case".

                           RAILLY
               You have him in restraints.

                           FRANKI
               Were you listening?  We got two 
               officers in the hospital.  Yeah, 
               he's in restraints, plus the medic 
               gave him enough stellazine to kill a 
               horse.  Look at him!  Still on his 
               feet.

     RAILLY'S POV THROUGH THE WINDOW:  the MAN in the cell turns, 
     looks right at her.  In spite of the cuts and welts, it's 
     clearly COLE.

                           RAILLY
               That would explain the bruises, I 
               guess.  The struggle.

                           FRANKI
               You want to go in?  Examine him?

                           RAILLY
               Yes, please.  You said he gave a 
               name...

                                                       (CONTINUED)

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     Twelve Monkeys                                         p. 13
     9-29-00                                                     


                           FRANKI
                    (unlocking the door)
               James Cole.  That's everything we 
               got.  None of the James Coles on the 
               computer match him.  No license, no 
               prints, no warrants.  Nothing.  You 
               want me to go in with you?

                           RAILLY
                    (entering)
               No, thank you.

                           FRANKI
               I'll be right here...just in case.

22   INT.  ISOLATION CELL                                          22   

     COLE stares at RAILLY.  The environment is intensely 
     real...vivid colors...each sound, however slight, very 
     distinct, almost loud...  and yet she appears to him almost 
     like a vision.

                           RAILLY
               Mr. Cole?  My name is Doctor Railly.  
               I'm a psychiatrist.  I work for the 
               County -- I don't work for the police.  
               My only concern is your well being -- 
               do you understand that?

                           COLE
               I need to go now.

                           RAILLY
               I'm going to be completely honest.  
               I'm not going to lie to you.  I can't 
               make the police let you go...but I 
               do want to help you.  And I want you 
               to trust me.  Can you do that, James?  
               May I call you "James"?

                           COLE
               "James"!  Nobody ever calls me that.

                           RAILLY
                    (frowns, studies him)
               Have you been a patient at County?  
               Have I seen you someplace?

                           COLE
               No, not possible.  Listen, I have to 
               get out of here.  I'm supposed to be 
               getting information.

                                                       (CONTINUED)

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     Twelve Monkeys                                         p. 14
     9-29-00                                                     


                           RAILLY
               What kind of information?

                           COLE
               It won't help you.  You can't do 
               anything about it.  You can't change 
               anything.

                           RAILLY
               Change what?

                           COLE
               I need to go.

                           RAILLY
               Do you know why you're here, James.

                           COLE
               Because I'm a good observer.  Because 
               I have a tough mind.

                           RAILLY
               I see.  You don't remember assaulting 
               a police officer...several officers?

                           COLE
               They wanted identification.  I don't 
               have any identification.  I wasn't 
               trying to hurt them.

                           RAILLY
               You don't have a driver's license, 
               James?  Or a Social Security card?

                           COLE
               No.

                           RAILLY
               Why not?  Most people have some ID.

                           COLE
               You wouldn't understand.

                           RAILLY
               You've been in an institution, haven't 
               you, James?  A hospital?

                           COLE
               I have to go.

                           RAILLY
               A jail?  Prison?

                                                       (CONTINUED)

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     Twelve Monkeys                                         p. 15
     9-29-00                                                     


                           COLE
               Underground.

                           RAILLY
               Hiding?

                           COLE
               I love this air.  This is wonderful 
               air.

                           RAILLY
               What's wonderful about the air, James?

                           COLE
               It's so clean.  No germs.

                           RAILLY
               You're afraid of germs?

                           COLE
               I have to go.

                           RAILLY
               Why do you think there aren't any 
               germs in the air, James?

                           COLE
               This is April, right?

                           RAILLY
               July.

                           COLE
                    (sudden panic)
               July?!

                           RAILLY
               Do you know what year it is?

                           COLE
               What year is it?

                           RAILLY
               What year do you think it is?

                           COLE
               1995?

                           RAILLY
               You think it's July of 1995?  That's 
               the future, James.  Do you think 
               you're living in the future?

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                         p. 16
     9-29-00                                                     


                           COLE
                    (slightly confused)
               No, 1995 is the past.

                           RAILLY
               1995 is the future, James.  This is 
               1989.

     COLE looks stunned.

23   INT.  POLICE STATION CORRIDOR - MORNING                       23   

     COLE, bound tightly by the strait-jacket, heavy manacles on 
     his ankles, is being escorted down the corridor by two surly 
     POLICEMEN.

                           COLE
               Where are you taking me?

                           POLICEMAN #1
               South of France, buddy.  Fancy hotel.  
               You're gonna love it.

                           COLE
               South of France?!  I don't want to 
               go to the South of France.  I want 
               to make a telephone call.

     POLICEMAN #2 smirks as he unlocks a heavy steel door.

                           POLICEMAN #2
               Zip it, scumbag -- you fooled the 
               shrink with your act, but you don't 
               fool us.

     Then, POLICEMAN #2 swings the steel door open and sunlight 
     overwhelms COLE, blinding him in a dazzling fury of white 
     light.

24   EXT.  CITY STREET/MINI-VAN - DAY                              24   

     A Mini-van, the kind of vehicle used to transport a half 
     dozen prisoners, crawls through a busy street.  The Police 
     Department logo is prominent on the side of the van beneath 
     barred windows.

25   INT. COUNTY HOSPITAL/SHOWERS - AN HOUR LATER (MORNING)        25   

     Fierce spray recalls the decontamination in the future.  
     COLE stands stark naked under the shower while two muscular 
     attendants, PALMER and BILLINGS, supervise.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                         p. 17
     9-29-00                                                     


     As PALMER shuts off the water, BILLINGS hands COLE a towel 
     and starts inspecting his scalp...

                           BILLINGS
               Lemme see your head, Jimbo, see if 
               you got any creepy crawlies.

                           COLE
               I need to make a telephone call.

                           BILLINGS
                    (pulling Cole's head)
               Gotta work that out with a doctor, 
               Jimbo.  Can't make no calls 'til the 
               doctor says.

                           COLE
               It's very important.

                           BILLINGS
               What chew gotta do, Jimbo, is take 
               it easy, relax into things.  We all 
               gonna get along fine if you just 
               relax.

     COLE gets the hint of menace in the message and submits to 
     the lice inspection, only his eyes revealing his frustration.

26   INT.  HOSPITAL/DAYROOM - HALF AN HOUR LATER (DAY)             26   

     COLE stands in the doorway, stunned by his first sight of 
     the large room.  His eyes go to the heavily-grilled windows 
     where light pours in from outside.  Then, to the TV, where a 
     CARTOON COMMERCIAL makes raucous noises.

     PATIENTS, in K-Mart street clothes or ratty robes, stare 
     gloomily at the TV, or play cards, pace, or just stare 
     blankly.

     BILLINGS is at COLE'S side, beckoning to a patient, JEFFREY 
     MASON, a twenty year old white youth dressed in khakis and a 
     plaid shirt.

                           BILLINGS
               Jeffrey.  Yo!  Jeffrey.  This here 
               is James.  Whyncha show James around?  
               Tell him the TV rules, show him the 
               games an' stuff, okay?

                           JEFFREY
                    (with a sly look)
               How much you gonna pay me?  Huh?  
               I'd be doing your job.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                         p. 18
     9-29-00                                                     


                           BILLINGS
               Five thousand dollars, my man.  That 
               enough?  I'll wire it to your account 
               as usual, okay?

                           JEFFREY
               Okay, Billings.  Five thousand.  
               That's enough.  Five thousand dollars.  
               I'll give him the Deluxe Mental 
               Hospital Tour.

     As BILLINGS walks away chuckling, JEFFREY turns to COLE.

                           JEFFREY (CONT'D)
               Kid around, kid around.  It makes 
               them feel good, we're all pals.  
               We're prisoners, they're the guards, 
               but it's all in good fun, you see?

     COLE nods and JEFFREY indicates card tables where PATIENTS 
     are playing cards, checkers, chess, or working on jig saw 
     puzzles.

                           JEFFREY (CONT'D)
               Here's the games.  Games vegitize 
               you.  If you play the games, you're 
               voluntarily taking a tranquilizer.

     COLE sees a partially completed puzzle of the well-known 
     painting, THE PEACEABLE KINGDOM, depicting a serene world of 
     animals in harmony.

                           JEFFREY (CONT'D)
               What'd they give you?  Thorazine?  
               How much?  Learn your drugs -- know 
               your doses.

                           COLE
               I need to make a telephone call.

                           JEFFREY
               A telephone call?  That's 
               communication with the outside world!  
               Doctor's discretion.  Hey, if alla 
               these nuts could just make phone 
               calls, it could spread.  Insanity 
               oozing through telephone cables, 
               oozing into the ears of all those 
               poor sane people, infecting them!  
               Whackos everywhere!  A plague of 
               madness.
                           (MORE)

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                         p. 19
     9-29-00                                                     


                           JEFFREY (CONT'D)
                    (suddenly sly and 
                    confidential)
               In fact, very few of us here are 
               actually mentally ill.  I'm not saying 
               you're not mentally ill, for all I 
               know you're crazy as a loon.  But 
               that's not why you're here.  Why 
               you're here is because of the system, 
               because of the economy.
                    (indicating the TV)
               There's the TV.  It's all right there.  
               Commercials.  We are not productive 
               anymore, they don't need us to make 
               things anymore, it's all automated.  
               What are we for then?  We're 
               consumers.  Okay, buy a lot of stuff, 
               you're a good citizen.  But if you 
               don't buy a lot of stuff, you know 
               what?  You're mentally ill! That's a 
               fact!  If you don't buy 
               things...toilet paper, new cars, 
               computerized blenders, electrically 
               operated sexual devices...
                    (getting hysterical)
               SCREWDRIVERS WITH MINIATURE BUILT-IN 
               RADAR DEVICES, STEREO SYSTEMS WITH 
               BRAIN IMPLANTED HEADPHONES, VOICE-
               ACTIVATED COMPUTERS, AND...

     A woman orderly, TERRY, turns from the feeble PATIENT she's 
     helping.

                           TERRY
               Take it easy, Jeffrey.  Be calm.

     Abruptly, JEFFREY stifles his hysteria, takes a deep breath 
     and continues, completely calm now.  But COLE isn't listening.  
     He's mesmerized by the TV.

                           JEFFREY
               So if you want to watch a particular 
               program, say "All My Children" or 
               something, you go to the Charge Nurse 
               and tell her what day and time the 
               show you want to see is on.  But you 
               have to tell her before the show is 
               scheduled to be on.  There was this 
               one guy who was always requesting 
               shows that had already played.
                           (MORE)

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                         p. 20
     9-29-00                                                     


                           JEFFREY (CONT'D)
               He couldn't quite grasp the idea 
               that the Charge Nurse couldn't just 
               make it be yesterday for him, turn 
               back time ha ha.  What a fruitcake!!

     This last thought actually penetrates COLE'S focus on the TV 
     and he turns to JEFFREY who's picking up speed again.

                           JEFFREY (CONT'D)
               Seriously, more and more people are 
               being defined now as mentally ill.  
               Why?  Because they're not consuming 
               on their own.  But as patients, they 
               becone consumers of mental health 
               care.  And this gives the so-called 
               sane people work!
                    (hysteria again)
               WHOOO!  SHOCK THERAPY!  GROUP THERAPY!  
               HALLUCINATIONS!  THERAPEUTIC DRUGS!  
               IGGIDY DIGGIDY DIG!  PERFECT!  THE 
               SYSTEM IN HARMONY LIKE A BIG 
               MACHINE...

                           TERRY
               Okay, that's it, Jeffrey, you're 
               gonna get a shot.  I warned you...

                           JEFFREY
                    (calming himself, 
                    smiling)
               Right!  Right!  Carried away, heh 
               heh.  I got "carried away".  
               Explaining the workings of...the 
               institution.

     Just then, TJ WASHINGTON, a somber-looking African American 
     in a bathrobe, taps COLE on the shoulder.

                           TJ WASHINGTON
               I don't really come from outer space.

                           JEFFREY
               This is TJ Washington, Jim -- he 
               doesn't really come from outer space.

                           TJ WASHINGTON
               Don't mock me, my friend.
                    (to Cole)
               It's a condition of "mental 
               divergence".
                           (MORE)

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                         p. 21
     9-29-00                                                     


                           TJ WASHINGTON (CONT'D)
               I find myself on another planet, 
               Ogo, part of an intellectual elite, 
               preparing to subjugate barbarian 
               hordes on Pluto.  But even though 
               it's a totally convincing reality in 
               every way...I can feel, breathe, 
               hear...nevertheless, Ogo is actually 
               a construct of my psyche.  I am 
               mentally divergent in that I am 
               escaping certain unnamed realities 
               that plague my life here.  When I 
               stop going there, I will be well.  
               Are you also divergent, friend?

     The P.A. SYSTEM interrupts, startling COLE.

                           P.A. SYSTEM (V.O.)
               James Cole.  Report to Staff.  James 
               Cole!

                           JEFFREY
               Staff!  Whoo!  Time for Staff.  Now 
               the geniuses cure you.  Hallelujah!

27   INT.  PSYCH WARD CONFERENCE ROOM - MINUTES LATER (DAY)        27   

     COLE is agitated, speaking forcefully.

                           COLE
               This is a place for crazy people!  
               I'm not crazy!

     RAILLY, four other PSYCHIATRIC RESIDENTS, including RAILLY'S 
     best friend, MARILOU MARTIN, and their chief, DR. OWEN 
     FLETCHER, sit around a beat-up conference table, watching 
     COLE, who sits facing the doctors, with BILLINGS looming 
     behind him.  (Some of the DOCTORS bear a strong resemblance 
     to the SCIENTISTS OF THE FUTURE.)

                           RESIDENT #1
               We don't use that term..."crazy", 
               Mr. Cole.

                           COLE
               Well, you've got some real nuts in 
               here!  Listen to me, all of you -- I 
               have to tell you something that's 
               going to be difficult for you to 
               understand, but...

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                         p. 22
     9-29-00                                                     


                           DR. RAILLY
               James...please.  These are all doctors 
               here and we want to help you.

                           DR. FLETCHER
               Mr. Cole -- last night you told Dr.  
               Railly you thought it was...
                    (checking a file)
               1995. ... How about right now?  Do 
               you know what year it is right now?

                           COLE
               1989.  Look, I'm not confused.  
               There's been a mistake, I've been 
               sent to the wrong place.

     Suddenly, COLE reaches out and BILLINGS lunges forward, but 
     COLE is just grabbing a pad and pencil.

                           COLE (CONT'D)
               Hey, I'm not going to hurt anybody.

     FLETCHER restrains BILLINGS with a hand signal.

                           COLE (CONT'D)
                    (drawing)
               Do any of you know anything about 
               the Army of the Twelve Monkeys?  
               They paint this, stencil it, on 
               buildings, all over the place.

     COLE waves a sketch of the dancing monkey logo we saw earlier.

                           DR. CASEY
               Mr. Cole...

                           COLE
               Right.  I guess you wouldn't, this 
               is 1989, they're probably not active 
               yet.  That makes sense!  Okay.  Listen 
               to me, three billion people died in 
               1995.  Three billion, got that?  
               Almost the whole population.  Of the 
               world!  Only about one percent 
               survived.

     DOCTORS exchange knowing looks.  This is an old story, 
     apparently.

                           RESIDENT #2
               Are you going to save us, Mr. Cole?

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                         p. 23
     9-29-00                                                     


                           COLE
               Save you?  How can I save you?  It 
               already happened!  I can't save you.  
               I'm simply trying to get some 
               information for people in the present 
               so that someday...
                    (sees their eyes)
               You don't believe me.  You think I'm 
               crazy.  But I'm not crazy.  I'm a 
               convict, sure, I have a quick temper, 
               but I'm as sane as anyone in this 
               room.  I...

     COLE stops, sees DR. FLETCHER tapping his pencil.  COLE'S 
     seen that tapping before -- in the future!  It disorients 
     him.

                           DR. RAILLY
               Can you tell us the name of the prison 
               you've come from?

     COLE doesn't answer.  He's staring at the tapping pencil.

                           DR. FLETCHER
               Does this bother you, Mr. Cole?

                           COLE
                    (recovering, new tack)
               No!  Look, I don't belong here!  
               What I need to do is make a telephone 
               call to straighten everything out.

                           DR. FLETCHER
               Who would you call, Mr. Cole, who 
               would straighten everything out?

                           COLE
               Scientists.  I'm supposed to report 
               in to them.  They'll want to know 
               they sent me to the wrong time.

                           DR. FLETCHER
               So you could talk to these scientists 
               and they do what?  Send you to the 
               future?

                           COLE
               No, no.  I can't talk to them.  It's 
               called, "voice mail".  I'm supposed 
               to leave messages.  They monitor it 
               from the present.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                         p. 24
     9-29-00                                                     


                           RESIDENT #2
               "From the present."  We're not in 
               the present now, Mr. Cole?

                           COLE
               No, no.  This is the past.  This has 
               already happened.  Listen...

                           RESIDENT #3
               Mr. Cole, you belong in 1995 -- that's 
               the present, is that it?

                           COLE
               No, 1995 is the past, too.  Look...

                           DR. FLETCHER
               These scientists, Mr. Cole?  Are 
               they doctors like ourselves?

     Two of the residents exchange quick knowing looks.

                           COLE
               No!  I mean yes, but... Look, I've 
               been given a lot of drugs but I'm 
               still perfectly lucid.  You have to 
               let me use the phone.  One call!

     COLE looks desperately toward RAILLY, pleading eyes meeting 
     hers.

28   INT. LOW RENT APARTMENT - DAY                                 28   

     Four little KIDS SCREAM and SQUABBLE while the phone CHIRPS 
     insistently in the tiny, cluttered apartment and a harried 
     MOTHER lunges for the phone, answers sharply...

                           MOTHER
               Yes?
                    (listens, frowns, 
                    then)
               Whaaaaat?  "Voice mail"!  I don't 
               know what you're talkin' about. ... 
               Is this a joke?  I don't know any 
               scientists.  James who?  Never heard 
               of you!

     The MOTHER slams down the phone.

29   INT.  RAILLY'S OFFICE/COUNTY HOSPITAL - DAY                   29   

     A dismayed COLE still has the receiver in his hand.  
     Sympathetically, RAILLY takes it from him.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                         p. 25
     9-29-00                                                     


                           RAILLY
               It wasn't who you expected?

     COLE is clearly agitated, starts to pace, upset.  Nuts?

                           COLE
               It was some lady.  She didn't know 
               anything.

                           RAILLY
               Perhaps it was a wrong number...

                           COLE
               No.  That's the reason they chose me -- 
               I remember things.

     RAILLY frowns, studying the distracted man with intense 
     interest.

     It's clear COLE is becoming a special patient and RAILLY'S 
     cool, detached demeanor is giving way ever so slightly.

                           RAILLY
               James, where did you grow up?  Was 
               it around here?  Around Baltimore?

                           COLE
                    (lost in thought)
               What?

                           RAILLY
               I have the...strangest feeling I've 
               met you before...a long time ago, 
               perhaps.  Were you ever...?

                           COLE
               Wait!  This is only 1989!  I'm 
               supposed to be leaving messages in 
               1995.  It's not the right number 
               yet.  That's the problem.  Damn!  
               How can I contact them?

     RAILLY recovers her distance, her poise, as she takes a 
     bottle, pours out some tablets, and holds them out to COLE.

                           RAILLY
               James, take these.
                    (watching him step 
                    back)
               Please -- I helped you like I said I 
               would.  Now I want you to trust me.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                         p. 26
     9-29-00                                                     


30   INT.  AIRPORT CONCOURSE - DAY (THE DREAM)                     30   

     MR. PONYTAIL races past the startled YOUNG COLE.

                           MR. PONYTAIL
               WATCH IT!

     Was it JEFFREY wearing gaudy pants and a ponytail?  It was 
     definitely JEFFREY'S VOICE.

     TRAVELERS dive for cover as a WOMAN'S VOICE cries out...

                           WOMAN'S VOICE
               NOOOOOOOOOO!

     The TERRIFIED TRAVELER looks up at YOUNG COLE, makes eye 
     contact, but doesn't speak.  The TERRIFIED TRAVELER looks a 
     lot like DR. FLETCHER!

     Just then, YOUNG COLE is distracted by a running figure.  
     It's the BLONDE MAN in the Hawaiian shirt, but he's not 
     injured.  He's sprinting toward the gates, glancing back 
     over his shoulder, his moustache slightly askew!

     A sharp CRACK of a GUNSHOT rings out!  Then, DAZZLING LIGHT.

     Everything goes white!

31   INT.  DORMITORY (PSYCH WARD)/COUNTY HOSPITAL - NIGHT          31   

     COLE'S eyes blink awake, blinded by a flashlight.

     He's lying in one of thirty beds in a darkened ward.  
     Disoriented.

     Which world is this?  The room is full of BREATHING, SNORING, 
     occasional MOANS.  He can barely discern the shadowy figures 
     of an ORDERLY and a NURSE, making their rounds, checking 
     each bed.

     His eyes adjusting to the darkness, COLE watches them exit.

     He turns and sees a patch of moonlight coming in a barred 
     window.

     With a quick glance at the sleeping PATIENTS, he slips out 
     of bed, makes his way stealthily to the window, peers out.

     COLE'S POV:  the moon, glowing in the sky, illuminating a 
     single tree.  Under the tree, in silhouette, a COUPLE 
     embraces, kisses.

     ANGLE ON COLE, looking out the window, absorbed.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                         p. 27
     9-29-00                                                     


                           VOICE (O.S.)
               It won't work. You can't open it.

     Alarmed, COLE turns, sees JEFFREY in the next bed.

                           JEFFREY
               You think you can remove the grill 
               but you can't.  It's welded.

     COLE checks the grill anyway.

                           JEFFREY (CONT'D)
               See?  I toldja.  And all the doors 
               are locked, too.  They're protecting 
               the people on the outside from us.  
               But the people outside are as crazy 
               as us.

     COLE has become preoccupied with a small SPIDER creeping 
     along the window sill.  He's staring at it when he's 
     distracted by a sudden SOUND.  Grabbing the SPIDER, COLE 
     scrambles back into bed just as the door opens and an ORDERLY 
     probes the dark room with the blade of his flashlight.

     ANGLE ON COLE, in bed, feigning sleep.

     The flashlight clicks off and COLE hears the door close.

     For a long moment the ward is silent except for BREATHING, 
     SNORES, occasional MOANS.  Then, COLE hears JEFFREY'S hoarse 
     whisper, picking up right where he left off.

                           JEFFREY (CONT'D)
               You know what "crazy" is?  "crazy" 
               is "majority rules".  Take germs for 
               example.

     Although COLE is preoccupied with the SPIDER struggling to 
     get out of his fist, he can't help reacting to the word, 
     "germs"!

                           COLE
               Germs?!

                           JEFFREY
               In the 18th century there was no 
               such thing!  Nobody'd ever imagined 
               such a thing -- no sane person anyway.  
               Along comes this doctor...Semmelweiss, 
               I think.
                           (MORE)

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                         p. 28
     9-29-00                                                     


                           JEFFREY (CONT'D)
               He tries to convince people...  other 
               doctors mostly...that there are these 
               teeny tiny invisible "bad things" 
               called germs that get into your body 
               and make you...sick!  He's trying to 
               get doctors to wash their hands.  
               What is this guy...crazy?  Teeny 
               tiny invisible whaddayou call 
               'em?..."germs"!

     As JEFFREY warms to his subject, getting excited, COLE tries 
     to figure out where to put the SPIDER.

                           JEFFREY (CONT'D)
               So cut to the 20th century!  Last 
               week in fact, right before I got 
               dragged into this hellhole.  I order 
               a burger in this fast food joint.  
               The waiter drops it on the floor.  
               He picks it up, wipes it off, hands 
               it to me...like it was all okay.

     No alternative.  COLE pops the SPIDER in his mouth and 
     swallows it as JEFFREY prattles on...

                           JEFFREY (CONT'D)
               "What about the germs?"  I say.  He 
               goes, "I don't believe in germs.  
               Germs are just a plot they made up 
               so they can sell you disinfectants 
               and soap!"  Now, he's crazy, right?  
               Hey, you believe in germs, don't 
               you?

                           COLE
               I'm not crazy.

                           JEFFREY
               Of course not, I never thought you 
               were.  You want to escape, right?  
               That's very sane.  I can help you.  
               You want me to, don't you?  Get you 
               out?

                           COLE
               If you know how to escape, why don't 
               you...?

                           JEFFREY
               Why don't I escape, that's what you 
               were going to ask me, right?
                           (MORE)

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                         p. 29
     9-29-00                                                     


                           JEFFREY (CONT'D)
               'Cause I'd be crazy to escape!  I'm 
               all taken care of, see?  I've sent 
               out word.

                           COLE
               What's that mean?

                           JEFFREY
               I've managed to contact certain 
               underlings, evil spirits, secretaries 
               of secretaries, and assorted minions, 
               who will contact my father.  When he 
               learns I'm in this kind of place, 
               he'll have them transfer me to one 
               of those classy joints where they 
               treat you...properly.  LIKE A GUEST!  
               LIKE A PERSON!  SHEETS!  TOWELS!  
               LIKE A BIG HOTEL WITH GREAT DRUGS 
               FOR THE NUT CASE LUNATIC MANIAC 
               DEVILS...

     PATIENTS are waking up as the NURSE and two ORDERLIES burst 
     into the dorm and head straight for JEFFREY who's struggling 
     to calm himself.

                           JEFFREY (CONT'D)
               Sorry.  Really sorry.  Got a little 
               agitated.  The thought of escaping 
               crossed my mind and suddenly... 
               suddenly I felt LIKE BENDING THE 
               FUCKING BARS BACK, RIPPING OFF THE 
               GODDAMN WINDOW FRAMES AND...EATING 
               THEM, YES, EATING THEM, AND LEAPING, 
               LEAPING...

     COLE watches the ORDERLIES grab JEFFREY and haul him away.

                           JEFFREY (CONT'D)
               You dumb assholes!  I'm a mental 
               patient!  I'm supposed to act out.  
               Wait til you morons find out who I 
               am.  My father's gonna be really 
               upset.  AND WHEN MY FATHER GETS UPSET, 
               THE GROUND SHAKES!  MY FATHER IS 
               GOD!  I WORSHIP MY FATHER.

32   INT.  WARD DAYROOM - MORNING                                  32   

     ANGLE ON TV SCREEN/A VIDEO IMAGE OF A LAB MONKEY, CONVULSING

     pathetically, a victim of shocks from the numerous wires 
     attached to his tiny, restrained body.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                         p. 30
     9-29-00                                                     


     ANGLE ON COLE, SITTING, WRITING INTENSELY IN A MAGAZINE WITH

     crayon, surrounded by dull-eyed PATIENTS in pajamas and ratty 
     robes, staring at the shuddering LAB MONKEY on the TV screen.

                           JEFFREY'S VOICE (O.S.)
               Torture!  Experiments!  We're all 
               monkeys COLE locks up, startled, as 
               JEFFREY, one eye bruised black, takes 
               the seat next to him.

                           COLE
               They hurt you!

                           JEFFREY
               Not as bad as what they're doing to 
               kitty.

     ANGLE ON TV, showing a laboratory CAT turning in mad circles, 
     eating its own tail, while a NEWS REPORTER narrates.

                           TV NEWS REPORTER (V.O.)
               These video tapes were obtained by 
               animal rights activists who worked 
               underground as laboratory assistants 
               for several months.  Authorities say 
               there is little they can do until...

     The video footage now shows LAB WORKERS watching the results 
     of their experiments passively.

     ANGLE ON COLE, reacting angrily.

                           COLE
               Look at those assholes, they're asking 
               for it!  Maybe people deserved to be 
               wiped out!

                           JEFFREY
                    (startled, turning)
               Wiping cut the human race!  That's a 
               great idea!  But it's more of a long 
               term thing -- right now we have to 
               focus on more immediate goals.
                    (sudden whisper)
               I didn't say a word about "you know 
               what".

                           COLE
               What are you talking about???

                           JEFFREY
               You know -- your plan.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                         p. 31
     9-29-00                                                     


     As COLE stares, befuddled, JEFFREY sees COLE'S magazine.

                           JEFFREY (CONT'D)
               What're you writing?  You a reporter?

                           COLE
                    (shielding the magazine)
               It's private.

                           JEFFREY
               A lawsuit?  You going to sue them?

     Just then BILLINGS looms over COLE, extending a cup full of 
     pills.

                           BILLINGS
               Yo, James -- time to take your meds.

33   INT.  DAY ROOM/HOSPITAL - THIRTY MINUTES LATER (MORNING)      33   

     ANGLE ON THE TV, a commercial playing:  a beautiful couple 
     romps in the surf in slow motion while an eager NARRATOR 
     encourages...

                           NARRATOR (V.O.)
               Take a chance.  Live the moment.  
               Sunshine.  Gorgeous beaches.  The 
               Florida Keys!

     ANGLE ON COLE, very drugged, seated in front of the TV along 
     with other drugged PATIENTS, staring at the screen.

     ANGLE ON THE TV, showing a picture of the Marx Brothers.

                           TV AWNOUNCER (V.O.)
               We'll return to the Marx Brothers in 
               "Monkey Business" following these 
               messages.

                           JEFFREY'S VOICE (O.S.)
               Monkey Business!  Monk Key Business.

     COLE sees JEFFREY sliding into the next chair and smirking.

                           JEFFREY
               Get it?  Monk - Key.  Monk!
                    (big grin)
               Key!

     JEFFREY flashes his palm open for one quick moment.  A KEY!

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                         p. 32
     9-29-00                                                     


                           COLE
                    (groggy)
               What....???

                           JEFFREY
               Wooooo, they really dosed you, bro. 
               Major load!  Listen up -- try and 
               get it together.  Focus!  Focus!  
               The plan!  Remember?  I did my part.

                           COLE
               What...???

                           JEFFREY
               Not, "what", babe!  When!

                           COLE
               "When???"

                           JEFFREY
                    (pressing the key 
                    into Cole's hand)
               Now!

                           VOICE/TV (O.S.)
               Let us guide you to the stocks and 
               bonds that will enhance your 
               portfolio.

                           JEFFREY
                    (leaping to his feet)
               YES -- NOW!  BUY NOW!  STOCKS AND 
               BONDS!  NO MORE MONKEY BUSINESS -- 
               BUY NOW.

     ANGLE ON TV, almost mimicking JEFFREY with an ad...a BULL 
     and a BEAR and a computer screen showing stock prices 
     fluctuating.

                           VOICE/TV (V.O.)
               A portfolio tailored to your specific 
               needs and the needs of your loved 
               ones...

     ANGLE ON COLE, dumbfounded, watching JEFFREY dance crazily.

                           JEFFREY
               YES, YES.  ENHANCE YOUR PORTFOLIO 
               NOW!

     ANGLE ON BILLINGS, across the ward, reacting to JEFFREY, 
     lets go of the OLD MAN he's helping as another orderly, TERRY, 
     presses a beeper, calling for help.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                         p. 33
     9-29-00                                                     


     ANGLE ON COLE, flabbergasted, as JEFFREY cavorts around the 
     room.

                           JEFFREY (CONT'D)
               BUY!  SELL!  SEIZE THE OPPORTUNITY!

     ANGLE ON A HAND, INSERTING THE LAST PIECE INTO THE PEACEABLE

     KINGDOM JIGSAW PUZZLE.  Just then, JEFFREY'S HAND sweeps the 
     puzzle off the table, scattering it into a thousand pieces.

     ANGLE ON JEFFREY, dancing away while the PATIENT who just 
     completed the puzzle stares, very upset.

     Other PATIENTS are getting agitated, too, as JEFFREY avoids 
     a lunge by BILLINGS and dances off, using PATIENTS as a 
     shield.

                           HEAVY WOMAN PATIENT
               I'M GETTING DIZZY.  MAKE HIM STOP!

                           SKINNY MAN PATIENT
               HERE THEY COME!  THEY'RE COMING!

                           OLD MAN PATIENT
               FIVE HUNDRED DOLLARS!  I GOT FIVE 
               HUNDRED DOLLARS!  I'M INSURED!

                           JEFFREY
               OPPORTUNITY!  DEFINITELY!  A WINDOW 
               OF OPPORTUNITY!  OPENING NOW!  NOW'S 
               THE TIME FOR ALL GOOD MEN TO SEIZE 
               THE MOMENT!  YES!  YES!  MASTERCARD!  
               VISA!  THE KEY TO HAPPINESS!

     ANGLE ON COLE, realizing through the haze of drugs that 
     JEFFREY is sending a message to him.  COLE looks at the ward 
     door.

     COLE'S POV:  the WARD DOOR opens and two husky ORDERLIES 
     enter.

     One locks the door with a key, one of many on a key ring 
     attached to his belt, as the other ORDERLY rushes to join 
     the pursuit.

                           JEFFREY (CONT'D)
               SEIZE THE MOMENT!  GET RICH!  NOW'S 
               THE TIME!  GO FOR IT!

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                         p. 34
     9-29-00                                                     


                           BILLINGS
                    (missing a tackle)
               God damn you, Jeffrey, quit playing 
               the fool.

     ANGLE ON COLE, hesitating.  He locks at the door...blurring 
     in and out of focus.  He looks down at the key in his hand.

     ANGLE ON JEFFREY, being grabbed by the ORDERLIES.  JEFFREY 
     resists wildly as they struggle to overpower him.

                           JEFFREY
               LAST CHANCE!  LAST CHANCE!  HEY -- 
               OW!

     ANGLE ON COLE, moving to the door.  He reaches it and tries 
     to insert the key in the lock.

     ANGLE ON LOCK, as the key keeps missing the hole.

     ANGLE ON COLE, glancing nervously over his shoulder.

     COLE'S POV:  ORDERLIES swarm over JEFFREY, don't notice COLE.

     ANGLE ON COLE, managing to insert the key.  It won't turn.

     A PATIENT, close at hand, startles COLE, speaking into his 
     ear.

                           PATIENT
               Place to go would be...Florida.  The 
               keys are lovely this tine of year.

     COLE, unnerved, desperate tries the key again.  It turns.

                           PATIENT (CONT'D)
               Be careful.  J. Edgar Hoover isn't 
               really dead.

     COLE pauses, stares, not understanding.  Then, he opens the 
     door.

34   INT.  CORRIDOR/COUNTY HOSPITAL                                34   

     Stepping through the door, COLE finds himself in an ante-
     room facing several elevators.

     A uniformed SECURITY MAN sitting at a near-by desk doesn't 
     even lock up from the magazine he's reading.

     Barely daring to breathe, COLE steps toward the elevators so 
     his back is to the SECURITY MAN.  But he doesn't know how to 
     control this elevator.  What should he do?

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                         p. 35
     9-29-00                                                     


                           SECURITY MAN'S VOICE (O.S.)
               Two's not working today.  Use one.

     COLE freezes, sneaks a glance over his shoulder.

     COLE'S POV:  the SECURITY MAN continues his reading.  He's a 
     big guy with reading glasses perched on his nose.  He looks 
     exactly like the MENACING GUARD IN THE FUTURE...SCARFACE!

     ANGLE ON COLE, stunned!

     Just then, an elevator door slides open.  The elevator's 
     empty.

     COLE steps into it.

35   INT.  ELEVATOR/COUNTY HOSPITAL                                35   

     The door closes, isolating COLE in the elevator.

     COLE finds the down button, is about to push it when the 
     elevator springs to life.  The numbers on the indicator over 
     the door start to rise.  7...8...9.

     Then, the elevator stops and the door opens.

     Two DOCTORS and an AIDE stand in front of the door, waiting.

     COLE hesitates.

     They look at him.  They seem to expect him to exit.

     Avoiding eye contact, COLE exits the elevator.

     As they enter the elevator, the DOCTORS look back at COLE 
     and frown.

36   INT.  RAILLY'S OFFICE - MORNING                               36   

     RAILLY has just arrived for work.  She's slipping on her 
     white doctor's coat when...

     DR. CASEY, one of the other residents, sticks his head in 
     the door waving a crayoned message on a page torn from a 
     magazine.

                           DR. CASEY
               This was in my box, but I have a 
               slight suspicion it wasn't meant for 
               me.

     CASEY enters the room, reading the scrawled words 
     dramatically.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                         p. 36
     9-29-00                                                     


                           DR. CASEY (CONT'D)
               "You are the most beautiful woman I 
               have ever seen.  You live in a 
               beautiful world.  But you don't know 
               it.  You have freedom, sunshine, air 
               you can breathe."

                           RAILLY
                    (smiling)
               Cole.  James Cole -- right?

     She reaches for the note but CASEY moves it out of her grasp.

                           DR. CASEY
               "I would do anything to stay here, 
               but I must leave.  Please, help me."

                           RAILLY
               Poor man...

     CASEY is handing her the note when another resident, DR. 
     GOODINS, sticks his head in the door.  He's upset.

                           DR. GOODINS
               Hey, Kathryn, James Cole is one of 
               yours, right?

     RAILLY and CASEY stare at him.

                           DR. GOODINS (CONT'D)
               He got out.  Took off.  Last seen, 
               he was up on nine.

37   INT.  X-RAY DEPARTMENT/BASEMENT - DAY                         37   

     A PATIENT is being swallowed by a large tube, a CAT SCANNER, 
     while a DOCTOR in a white coat speaks reassuringly.

                           DOCTOR
               Just relax -- don't fight it.  We 
               have to know exactly what's there so 
               we can...

     The DOCTOR stops, astonished, as the door bursts open.

     It's COLE!  He stares at the PATIENT and the Cat Scanner.

     The PATIENT lifts his head up and stares at COLE.

                           DOCTOR (CONT'D)
               Eh, excuse me.  Can I help you?

     COLE turns and rushes back out the door.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                         p. 37
     9-29-00                                                     


38   INT.  CORRIDOR/COUNTY HOSPITAL                                38   

     COLE steps into the corridor, turns to his right, freezes.

     A POSSE of SECURITY GUARDS is headed in his direction.

     COLE turns to his left.

     Four ORDERLIES are coming that way.

     COLE'S trapped.  A beat.  He attacks the nearest man.  
     BILLINGS.

39   INT.  TECH ROOM/PSYCH WARD - SHORTLY (DAY)                    39   

     RAILLY prepares a hypo, turns to COLE who is strapped tightly 
     on a gurney with BILLINGS and an RN standing on either side, 
     tense for more trouble.  One of BILLINGS' eyes is starting 
     to swell shut.

                           RAILLY
               It's just a shot to calm you.

                           COLE
               No more drugs.  Please...

                           RAILLY
               I have to do this, James.  You're 
               very confused.

     RAILLY pushes the needle into COLE'S skin.

40   INT.  CONFERENCE ROOM/PSYCH WARD - LATER (DAY)                40   

     DR. FLETCHER faces RAILLY across the conference table.  DR.

     CASEY, DR. GOODINS, DR. MARILOU MARTIN are also there.

                           DR. FLETCHER
               Don't be defensive, Kathryn, this 
               isn't an inquisition.

                           RAILLY
               I didn't think I was being defensive.
               I was just...

                           DR. FLETCHER
               He should have been in restraints.  
               It was bad judgment on your part, 
               plain and simple.  why not just cop 
               to it?

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                         p. 38
     9-29-00                                                     


                           RAILLY
               Okay, it was bad judgment.  But I 
               have the strangest feeling about him -- 
               I've seen him somewhere and...

                           DR. FLETCHER
                    (impatient, not 
                    interested)
               Two policemen were already in the 
               hospital and now we have an orderly 
               with a broken arm and a Security 
               Officer with a fractured skull.

                           RAILLY
               I said it was bad judgment!  What 
               else do you want me to say?

                           DR. FLETCHER
               You see what I mean?  You're being 
               defensive.
                    (to Dr. Casey)
               Isn't she being defensive, Bob?

     But just then, BILLINGS sticks his head in the door.

                           BILLINGS
               Uh, Dr. Fletcher -- we got another...  
               situation.

41   INT.  CORRIDOR/PSYCH WARD - MOMENTS LATER (DAY)               41   

     DR. FLETCHER looks into an empty padded cell as RAILLY, 
     MARTIN, GOODIN, BILLINGS, PALMER and the NURSE crowd behind 
     him.

                           DR. FLETCHER
               He was in full restraints?  And the 
               door was locked?

                           BILLINGS
               Yes, sir.  Did it myself.

                           DR. FLETCHER
               And he was fully sedated?

                           RAILLY
               He was fully sedated!

                           DR. FLETCHER
               Then are you trying to tell me that 
               a fully sedated, fully restrained 
               patient somehow slipped out that
                           (MORE)

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                         p. 39
     9-29-00                                                     


                           DR. FLETCHER (CONT'D)
               vent, replaced the grill behind him 
               and that he's wriggling through the 
               ventilation system right now?

     DR. FLETCHER indicates an impossibly tiny vent high in the 
     wall.

42   INT.  CONCOURSE/AIRPORT - DAY (THE DREAM)                     42   

     Seen through the glass windows, a 747 takes off, climbing 
     into the sky as the airport P.A. System drones...

                           P.A. SYSTEM
               Flight 784 to San Francisco now 
               boarding at Gate 38...

     YOUNG COLE, watching the 747, whirls at the SOUND of a 
     COMMOTION.

     MR. PONYTAIL bumps him.

     The BLONDE MAN sprints past.  The WOMAN'S VOICE calls out!

                           WOMAN'S VOICE
               NOOOOOOOOOO!

     TRAVELERS dive for cover briefly revealing the mysterious 
     BRUNETTE running after the BLONDE MAN!  But this time, YOUNG 
     COLE catches just a glimpse of her face.  She looks a little 
     like RAILLY except for the dark hair, the make-up. and the 
     flashy earrings.  She calls out, her VOICE blending weirdly 
     with the P.A. SYSTEM...

                           BRUNETTE/P. A. SYSTEM
               The Freedom For Animals Headquarters 
               now boarding on Second Avenue.  The 
               Army of the Twelve Monkeys...

                           ENGINEER'S VOICE (O.S.)
               Cole, you moron -- wake up!

43   INT.  ENGINEERING OFFICE - ETERNAL NIGHT OF THE FUTURE        43   

     As COLE blinks awake, the digitized monotone of the P.A. 
     SYSTEM continues to drone in an unearthly VOICE...

                           UNEARTHLY VOICE/P.A. SYSTEM
               -- they're the ones who are going to 
               do it...

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                         p. 40
     9-29-00                                                     


     COLE'S eyes seek the source of the sound and find it on the 
     table in front of the panel of disapproving SCIENTISTS facing 
     him.  It's a beat-up old tape recorder.

                           UNEARTHLY VOICE/TAPE RECORDER
               I can't do anything more.  The Police 
               are after me.

     The tape ends, runs off the reel, flap...flap...flap...

                           ASTROPHYSICIST
               Well?

                           COLE
               Uh, what?

                           ENGINEER
               He's drugged out of his mind!  He's 
               completely zoned out.

                           ASTROPHYSICIST
               Cole, did you or did you not record 
               that message?

                           COLE
               Uh, that message...me?

                           MICROBIOLOGIST
               It's a digital reconstruction of a 
               message, Cole, from a weak signal on 
               our contact number.  Did you make 
               that call?

                           COLE
                    (angrily)
               I couldn't call!  You sent me to the 
               wrong year!  It was 1989.

                           SCIENTISTS
               1989!

     The SCIENTISTS react, exchanging looks, whispers.  Then,

                           ZOOLOGIST
               You're certain of that?

                           GEOLOGIST
                    (before Cole can answer)
               What did you do with your time, Cole?  
               Did you waste it on drugs?  Women?

                           COLE
               They forced me to take drugs.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                         p. 41
     9-29-00                                                     


                           BOTANIST
               Forced you!  Why would someone force 
               you to take drugs?

                           COLE
               I got into trouble.  I got arrested.  
               But I still got you a specimen -- a 
               spider -- but I didn't have anyplace 
               to put it, so I ate it.  It was the 
               wrong year anyway, so I guess it 
               doesn't matter.

     The SCIENTISTS stare incredulously, then turn, exchange 
     knowing looks, huddle, start whispering to one another.

     Struggling to stay awake COLE sees, blurrily, the 
     MICROBIOLOGIST staring at COLE intently.  For one moment, 
     the face belongs to

     DR. FLETCHER!

     COLE blinks hard...and the MICROBIOLOGIST has his own face, 
     again.

     COLE'S head slumps forward now...and everything goes dark.

                           GEOLOGIST'S VOICE (O.S.)
               Cole!

44   INT.  ENGINEERING OFFICE - ETERNAL NIGHT OF THE FUTURE        44   

     COLE comes awake with a start.  The room is dark now, 
     except...  a slide is being projected on a torn screen.  
     It's a picture of a stenciled graffiti...the logo of The 
     Army of the 12 Monkeys.

                           ENGINEER
               What about it, Cole?

                           ZOOLOGIST
               Did you see it?

                           COLE
               Uh, no, sir.  I...

     Another slide CLICKS into place.  Youthful PROTESTERS, their 
     placards featuring slogans and images of Animal Atrocities, 
     confront POLICE in riot gear.

                           ASTROPHYSICIST
               What about these people?  Did you 
               see any of these people?

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                         p. 42
     9-29-00                                                     


     Zooming in, panning, the SCIENTISTS emphasize the FACES of 
     the PROTESTERS.  The FACES are unfamiliar to COLE (though WE 
     will recognize some of them later on).

                           COLE (O.S.)
               Uh, no, sir, I...wait!

     The image pans back to a much enlarged blurry FACE among the 
     PROTESTERS.  In spite of the poor image, the expression of 
     rage is clear, and it seems to resemble a somewhat older 
     JEFFREY MASON.

                           ASTROPHYSICIST
               Him?  You saw that man?

                           COLE
               Uh, I think so.  In the mental 
               hospital.

                           MICRO3IOLOGIST
                    (switching on the 
                    light)
               You were in a mental institution?!

     The SCIENTISTS MUTTER disapprovingly among themselves.

                           ASTROPHYSICIST
               You were sent to make very important 
               observations!

                           BOTANIST
               You could have made a real 
               contribution.

                           GEOLOGIST
               Helped to reclaim the planet...

                           ZOOLOGIST
               As well as reducing your sentence.

                           MICROBIOLOGIST
               The question is, Cole -- "Do you 
               want another chance?"

     COLE stares at them, trying to figure out what they mean.

45   INT.  CONCOURSE/AIRPORT - DAY (THE DREAM)                     45   

     The BRUNETTE runs up the concourse, her back to YOUNG COLE, 
     as frightened PASSENGERS duck for cover, SHOUTING!

                           RASPY VOICE (O.S.)
               Hey!  Who's that?

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                         p. 43
     9-29-00                                                     


46   INT.  CELL - ETERNAL NIGHT                                    46   

     COLE opens his eyes.  Where is he?  Silence as he examines 
     the tiny cell.  Bare cement walls.  High ceiling.  Same color 
     and size as the isolation room at the county hospital.

                           RASPY VOICE (O.S.)
               Hey, Bob...what's your name?

     COLE looks around frantically.  Up, down.  Where is the VOICE 
     coming from?  Maybe from that tiny vent high in the wall...

                           COLE
               Where are you?

                           RASPY VOICE (O.S.)
               You can talk!  Wah'dja do, Bobby 
               boy?  Volunteer?

                           COLE
               My name's not "Bob".

                           RASPY VOICE (O.S.)
               Not a prob, Bob.  Where'd they send 
               you?

                           COLE
               Where are you?

                           RASPY VOICE (O.S.)
               Another cell. ...  Maybe.

                           COLE
               What do you mean, "maybe"?  What's 
               that supposed to mean?

                           RASPY VOICE (O.S.)
               Maybe.  Means "maybe" I'm in the 
               next cell, another "volunteer" like 
               you -- or "maybe"  I'm in the Central 
               Office spying on you for all those 
               science bozos.  Or, hey, "maybe" I'm 
               not even here.  "Maybe" I'm just in 
               your head.  No way to confirm 
               anything.  Ha Ha.  Where'd they send 
               you?

     COLE doesn't answer.

                           RASPY VOICE (O.S.) (CONT'D)
               Not talking, huh, Bob?  That's okay 
               I can handle that.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                         p. 44
     9-29-00                                                     


                           COLE
               1989. 

                           RASPY VOICE (O.S.)
               89!  How was it?  Good drugs?  Lotsa 
               pussy?  Hey, Bob, you do the job?  
               D'ju find out the "big info"?...Army 
               of the Twelve Monkeys...where the 
               virus was prior to mutation?

                           COLE
               It was supposed to be 1995.

                           RASPY VOICE (O.S.)
               Science isn't an exact science with 
               these clowns.  You're lucky you didn't 
               end up in ancient Egypt!

47   INT.  LAB - ETERNAL NIGHT OF THE FUTURE                       47   

     COLE is strapped on a gurney.  SCIENTISTS hover near-by, 
     whispering.  The walls of the gloomy chamber are damp, 
     sweating.

                           GEOLOGIST
               No mistakes this time, Cole.

                           ASTROPHYSICIST
               Stay alert.  Keep your eyes open.

                           ZOOLOGIST
               Good thinking about that spider, 
               Cole.

     Try and do something like that again.

                           MICROBIOLOGIST
               Just relax now -- don't fight it.  
               We have to know exactly what's there 
               so we can fix it.

     The gurney is being wheeled into a crudely welded steel 
     tube...  reminiscent of the cat scanner in County Hospital.

     COLE'S POV:  a last glimpse of anxious FACES, then the chamber 
     door is CLANGED shut.

     Everything is black.  A hum builds.  The blackness vibrates, 
     the hum reaches a deafening level, then dimuendos.  We begin 
     to hear bursts of machine gun fire, Voices shouting in french, 
     a sudden huge explosion!  Then...

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                         p. 45
     9-29-00                                                     


48   EXT.  TRENCH/FRANCE - DAY                                     48   

     DRIZZLING RAIN.  And SCREAMS.  COLE'S in a deep trench, naked, 
     eyes wide with terror. What's going on? Where is he?  SOLDIERS 
     in gas masks push urgently past him rushing toward their 
     injured COMRADES who've been ripped apart by the shell that 
     just hit fifteen yards away.  Muffled VOICES shout through 
     gas masks...  in FRENCH.  COLE doesn't know it, but this is 
     World War I!

     Suddenly, a SERGEANT confronts him, shouting in French.

                           SERGEANT
                    (FRENCH, subtitled)
               Where's your mask?!  And your 
               clothes...  and your weapon, you 
               idiot?!

                           COLE
               What?  What??

     COLE looks around desperately.  A horribly WOUNDED MAN is 
     being stretchered past them in the narrow trench.  Machine 
     guns chatter close at hand.  AAK AAK AAK.  A grenade EXPLODES.  
     Reacting to the foreign word, the SERGEANT jams his bayonet 
     into COLE'S ribs...

                           SERGEANT
                    (FRENCH, subtitled)
               Captain!  A Kraut!  We got a Kraut!

                           COLE
               I don't understand.  Where am I?

     The CAPTAIN hurries over, snapping at COLE in German.

                           CAPTAIN
                    (GERMAN, subtitled)
               How'd you get here, soldier?  What's 
               your rank?  Where are your clothes?

                           COLE
               I...don't understand.

                           CAPTAIN
                    (frowning, GERMAN, 
                    subtitled)
               German!  Speak German!  What are you 
               doing here?

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                         p. 46
     9-29-00                                                     


                           VOICE (O.S.)
                    (pleading in English)
               I gotta find 'em.  I gotta find 'em.
               Please, you gotta help me!

     COLE turns, sees...

     It's his friend, JOSE, the Puerto Rican kid from the next 
     cell in the "underground" time.  He's being carried past 
     COLE now on a stretcher, blood all over his torso, horribly 
     wounded.

                           COLE
               JOSE!

                           JOSE
               Cole!  Oh, God, Cole, where are we?

     JOSE reaches out to COLE just as a PHOTOGRAPHER takes a FLASH 
     PICTURE of the kid being carried off on the stretcher.  
     SUDDENLY, SHOTS RING OUT.  COLE goes down.  Hit in the leg!

     SOLDIERS in gas masks rush past him like giant insects.

     Looking to his left, COLE sees the CAPTAIN lying beside him, 
     dead from a chest wound, his gas mask half off.

     COLE is reaching for the mask when...

     A shell hits close by with an enormous explosion.

49   EXT.  COLLEGE CAMPUS - NIGHT                                  49   

     Stunningly quiet.  We are on a placid campus looking at the 
     dignified architecture of Breitrose Hall.  MOVING IN we FOCUS 
     ON a large poster advertising "The Alexander Lectures, Spring 
     1995".

     WE SKIM the listings (Jon Else on The Nuclear Agony, Dr. 
     Andrew Miksztal on Biological Ethics, etc.) until we SETTLE 
     ON...

     DR. KATHRYN RAILLY

     MADNESS AND APOCALYPTIC VISIONS

     MAY 17

50   INT.  AUDITORIUM/BREITROSE HALL - NIGHT                       50   

     A large screen dominates the auditorium stage.  On the screen 
     is a slide of an engraving from the Middle Ages showing a 
     MADMAN in apparent agony, his mouth shaped to a scream, as

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                         p. 47
     9-29-00                                                     


     he is restrained by PEASANTS.  The projector ZOOMS slowly in 
     on the agonized FACE of this MADMAN as we HEAR RAILLY'S VOICE 
     lecturing.

                           RAILLY'S VOICE (O.S.)
               According to the accounts of local 
               officials at that time, this 
               gentleman, judged to be about forty 
               years of age, appeared suddenly in 
               the village of Wyle near Stonehenge 
               in the West of England in April of 
               1162.  Using unfamiliar words and 
               speaking in a strange accent, the 
               man made dire prognostications about 
               a pestilence which he predicted would 
               wipe out humanity in approximately 
               8OO years.  Deranged and hysterical, 
               the man raped a young woman of the 
               village, was taken into custody, but 
               then mysteriously escaped and was 
               not heard of again.

     WE DISCOVER RAILLY, six years older now, standing at a lectern 
     in a pool of light.  She's dwarfed by the giant screen where 
     the engraving is replaced by a series of slides of woodcuts 
     showing scenes of pestilence in the Middle Ages as she 
     lectures to an audience of mostly SCHOLARLY TYPES.

                           RAILLY
               In 1841, Mackay wrote, "During seasons 
               of great pestilence, men have often 
               believed the prophecies of crazed 
               fanatics, that the end of the world 
               was come."  Obviously, this 
               plague/doomsday scenario is 
               considerably more compelling when 
               reality supports it in some form, 
               whether it's the Bubonic Plague, 
               smallpox, or AIDS.  In addition to 
               these "natural" contagions, there 
               are now technological horrors as 
               well:  besides radiation, consider 
               our lurking fear of germ warfare and 
               its close approximation, chemical 
               warfare, which first reared its ugly 
               head in the deadly mustard gas attacks 
               during the First World War.

     ON THE SCREEN, a SERIES of SLIDES show images of WORLD WAR I 
     SOLDIERS in gas masks, in death throes, etc..

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                         p. 48
     9-29-00                                                     


     RAILLY'S VOICE (CONT. O.S.)

     During such an attack in the French trenches in October, 
     1917, we have an account of this soldier...

     ON THE SCREEN, a slide of an old deteriorated photograph 
     shows JOSE, the Puerto Rican kid, strapped to a stretcher, 
     being carried by SOLDIERS through the trenches during an 
     attack.  JOSE appears to be ranting madly as the projector 
     ZOOMS CLOSER on his face until the image approximates Munch's 
     famous painting.

                           RAILLY'S VOICE (CANT. O.S.)
               -- who, during an assault, was wounded 
               by shrapnel and hospitalized behind 
               the lines where Doctors discovered 
               he had lost all comprehension of 
               French but spoke English fluently, 
               albeit in a regional dialect they 
               didn't recognize.  The man, although 
               physically unaffected by the gas, 
               was hysterical.  He claimed he had 
               come from the future, that he was 
               looking for a pure germ that would 
               ultimately wipe mankind off the face 
               of the earth in the year... 1995!

     The AUDIENCE gives a nervous CHUCKLE.

     ON THE SCREEN, a different old photograph of JOSE.  This 
     time he's in a military hospital, gaunt, haunted, very ill.

                           RAILLY'S VOICE (CONT. O.S.) (CONT'D)
               Although seriously injured, the young 
               soldier disappeared from the hospital 
               before more data could be gathered.  
               No doubt, he was trying to carry on 
               his mission to warn others, 
               substituting for the agony of war...a 
               self-inflicted agony we call the 
               "Cassandra Complex".

     As RAILLY continues, we SCAN the AUDIENCE and DISCOVER MARILOU 
     MARTIN, RAILLY'S friend, and MARILOU'S HUSBAND, WAYNE CHANG, 
     both listening attentively.  Further away, another MAN listens 
     intently.  A MAN with shoulder-length carrot-colored hair.  
     His name is DR. PETERS.

                           RAILLY
               Cassandra, in Greek legend you will 
               recall, was condemned to know the 
               future but to be disbelieved when
                           (MORE)

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                         p. 49
     9-29-00                                                     


                           RAILLY (CONT'D)
               she foretold it.  Hence, the agony 
               of foreknowledge combined with 
               impotence to do anything about it.

51   INT.  RECEPTION ROOM - AN HOUR LATER (NIGHT)                  51   

     A stack of new books.  THE DOOMSDAY SYNDROME, Apocalyptic 
     Visions of the Mentally Ill by Dr. Kathryn Railly Surrounded 
     by enthusiastic members of the audience, RAILLY is seated at 
     the table signing books but DR. PETERS has her ear.

                           DR. PETERS
               I think, Dr. Railly, you have given 
               your alarmists a bad name.  Surely 
               there is very real and very convincing 
               data that the planet cannot survive 
               the excesses of the human race:  
               proliferation of atomic devices, 
               uncontrolled breeding habits, the 
               rape of the environment, the pollution 
               of land, sea, and air.  In this 
               context, isn't it obvious that 
               "Chicken Little" represents the sane 
               vision and that Homo Sapiens' motto, 
               "Let's go shopping!" is the cry of 
               the true lunatic?

     DR. PETERS smiles self-importantly at RAILLY as an elderly 
     disheveled PROFESSOR elbows in front of him.

                           DISHEVELED PROFESSOR
               Doctor Railly -- please!  I wonder 
               if you're aware of my own studies 
               which indicate that certain cycles 
               of the moon actually impact on the 
               incidence of apocalyptic predictions 
               as observed in urban emergency rooms 
               and...

     As the PROFESSOR babbles, MARILOU MARTIN and her husband, 
     WAYNE CHANG, appear and whisper...

                           MARILOU
               You were great.

                           RAILLY
               You're leaving?

                           MARILOU
               The reservation's at nine thirty -- 
               it's getting late.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                         p. 50
     9-29-00                                                     


                           DISHEVELED PROFESSOR
               Doctor Railly -- please -- this is 
               very important!

                           WAYNE CHANG
                    (checking the professor)
               You sure you're gonna be all right?

                           RAILLY
                    (smiles, checks her 
                    watch)
               I'll be there in twenty minutes.

                           DISHEVELED PROFESSOR
               Dr. Railly, I simply cannot understand 
               your exclusion of the moon in relation 
               to apocalyptic dementia...

52   EXT.  PARKING LOT/BREITROSE HALL - NIGHT                      52   

     A full moon.

     COLLEAGUES in a VOLVO pull out of the parking lot, calling, 
     "Congratulations" to RAILLY.

     She waves back as she hurries to her black ACURA, one of the 
     last cars left in the lot.

     The outside lights of Breitrose Hall go off.

     RAILLY seems to be alone in the lot as she fishes keys from 
     her purse, unlocks her car door, starts to open it when...

     Suddenly, she's grabbed from behind in a choke-hold by a 
     large shadowy MAN looming out of the darkness behind her.

                           MAN'S VOICE
               Get in!

     Unable to scream, she writhes and kicks as he forces her 
     into the front seat.

                           MAN'S VOICE (CONT'D)
               I've got a gun.

     RAILLY freezes, terrified, as he opens the rear door and 
     scrambles in behind her.

53   INT.  ACURA/PARKING LOT                                       53   

     Fighting to suppress the quaver in her voice, RAILLY says...

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                         p. 51
     9-29-00                                                     


                           RAILLY
               You can have my purse.  I have a lot 
               of cash and credit...

                           MAN'S VOICE (O.S.)
               Start the car.

     Glancing in the rear view mirror, RAILLY sees penetrating 
     eyes peering out of the shadows, no other features.

     Half-turning in the seat, she holds out the keys to him.

                           RAILLY
               Here!  You can have the keys.  You 
               can...

     He grabs her hair and yanks her head back hard, speaking 
     fiercely into her ear, his face last in shadow.

                           MAN
               START THE CAR!  NOW!

54   EXT.  ACURA/PARKING LOT                                       54   

     The engine STARTS, the Acura backs up, then heads for the 
     exit.

55   INT.  ACURA                                                   55   

     Steering fearfully, RAILLY hears him speak more calmly now.

                           MAN'S VOICE (O.S.)
               I don't want to hurt you.  But I 
               will.  I've hurt people before when... 
               when I had no choice.  Turn left.

     As she makes the turn, RAILLY glances in the rear view mirror, 
     sees him unfolding a tattered map.  His face is lost in 
     darkness but she glimpses ragged, torn clothing as he tries 
     to read the map by the intermittent glow of passing street 
     lights.

                           RAILLY
               Where... where are we going'

                           MAN
               I need you to drive me to 
               Philadelphia.

                           RAILLY
                    (startled, horrified)
               But that's... that's more than 200 
               miles!

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                         p. 52
     9-29-00                                                     


                           MAN
               That's why I can't walk there.  Turn 
               here... I think...

     RAILLY obeys.  She glances in the mirror again, hesitates, 
     then boldly switches on the dome light, holding her breath 
     fearfully for his reaction.

     He grunts appreciatively.  Relieved, she looks in the mirror 
     again, trying to get a better look at him, but now his 
     features are concealed by the map.

                           RAILLY
               If you make me go with you, it's 
               kidnapping.  That's a serious crime.  
               If you let me go, you could just 
               take the car and...

                           MAN
               I don't know how to drive!  We went 
               underground when I was nine, I told 
               you that.  When you come to the 
               corner, turn right.

     Startled, RAILLY whirls, looks right at him.

     He's lowered the map.  It's COLE!  Haggard, unshaven, dirty.

                           RAILLY
               Cole!  James Cole!  You escaped from 
               a locked room six years ago.

                           COLE
               1989.  Six years for you.  There's 
               the sign!  Right here!

     COLE is indicating a freeway entrance.

     RAILLY turns the wheel sharply.

56   EXT.  FREEWAY - NIGHT                                         56   

     The Acura veers up the ramp and onto the freeway.

57   INT.  ACURA/FREEWAY - NIGHT                                   57   

     RAILLY glances in the mirror, sees COLE settling back wearily 
     against the seat.  She says carefully...

                           RAILLY
               I can't believe this is a coincidence, 
               Mr. Cole.  Have you been...following 
               me?

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                         p. 53
     9-29-00                                                     


                           COLE
               You told me you'd help me.  I know 
               this isn't what you meant, but...I 
               was desperate...  no money...bum 
               leg... sleeping on the streets.  I 
               probably smell bad.  Sorry about 
               that.  But then I saw your book in a 
               store window with a notice about 
               your lecture.
                    (sudden pride)
               I can read, remember?

                           RAILLY
               Yes, I remember.
                    (a beat, then)
               Why do you want to go to Philadelphia?

                           COLE
               It's the next step.  I checked out 
               the Baltimore information, it was 
               nothing.  It's Philadelphia, that's 
               where they are, the ones who killed 
               everyone.
                    (pointing suddenly, 
                    eagerly)
               Zs that a radio?  Does it play music?

     RAILLY turns on the radio and immediately WE HEAR the SOUND 
     of SURF and the CRIES of gulls, background to an oozing 
     baritone COMMERCIAL.

                           COMMERCIAL/RADIO (O.S.)
               This is a personal message to you.

     COLE sits up, alert, listening intently.

                           COMMERCIAL/RADIO (CONT. O.S.) (CONT'D)
               Are you at the end of your rope?  
               Are you dying to get away?

     COLE'S eyes narrow, concentrating on this personal message.

                           COMMERCIAL/RADIO (CONT'D)
                    (cont. o.s.)
               The Florida Keys are waiting for 
               you.

     COLE frowns as the SOUND of breaking SURF and crying GULLS 
     fills the car.  It's confusing!  He blurts out...

                           COLE
               I've never seen the ocean!

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                         p. 54
     9-29-00                                                     


     Observing his confusion in the mirror, RAILLY assumes her 
     professional tone.

                           RAILLY
               It's an advertisement, Mr. Cole.  
               You do understand that, don't you?  
               It's not really a special message to 
               you.

     COLE frowns.  He did think it was for him, but she's probably 
     right.

                           COLE
               You used to call me "James".

                           RAILLY
               You'd prefer that? ... James...you 
               don't really have a gun, do you.

                           COLE
                    (cynical laugh)
               Everybody's got a gun.  In this 
               city...

     He breaks off reacting to the RADIO MUSIC!  FATS DOMINO 
     singing "BLUEBERRY HILL"!  COLE grins, mouth agape, eyes 
     wide like a kid's.

                           COLE (CONT'D)
               Can you...can you make it louder?  I 
               love hearing twentieth century music!  
               Hearing music and breathing air!

     As RAILLY cranks up the volume, she watches the mirror 
     incredulously, sees him stick his head out the window into 
     the wind, mouth open, "eating" the air hungrily.

58   EXT.  FREEWAY/ACURA - NIGHT                                   58   

     "BLUEBERRY HILL" BLARES as the Acura, COLE'S head out the 
     rear window, zips past a sign at 65 mph.

     The sign says, "PHILADELPHIA 233 MILES."

59   INT.  ACURA/FREEWAY - NIGHT                                   59   

     RAILLY glances in the mirror at the nut in the rear seat 
     with his head out the window.  what can she do?  Just then, 
     while she's trying to figure something out, an ANNOUNCER'S 
     VOICE breaks in...

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                         p. 55
     9-29-00                                                     


                           ANNOUNCER/RADIO (O.S.)
               This just in from Fresno, California: 
               emergency crews are converging on a 
               cornfield where playmates of nine 
               year old Ricky Neuman say they saw 
               him disappear right before their 
               eyes.

     COLE pulls his head back inside with a frown, troubled now.

                           ANNOUNCER/RADIO (CONT. O.S.) (CONT'D)
               Young Neuman apparently stepped into 
               an abandoned well shaft and is lodged 
               somewhere in the narrow 150 foot 
               pipe, possibly alive, possibly 
               seriously injured.  Playmates claim 
               they heard him cry out faintly but 
               since then there has been no contact 
               with...

                           COLE
               "Never cry wolf!"

                           RAILLY
               What?

                           COLE
               My father told me that.  "Never cry 
               wolf."  Then people won't believe 
               you if...something really happens.

                           RAILLY
               "If something really happens"...like 
               what, James?

                           COLE
               Something bad.  Is that all the music?  
               I don't want to hear this stuff...

     RAILLY glances at him as she scans stations.

                           RAILLY
               Did something terrible happen to you 
               when you were a child?  Something so 
               bad...?

                           COLE
               Ohhhh, that one!  Can we hear that 
               one?

     It's IVORY JOE HUNTER singing, "SINCE I MET YOU, BABY".

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                         p. 56
     9-29-00                                                     


                           IVORY JOE/RADIO (O.S.)
               "Since I met you, baby, My whole 
               life has changed...

     Ecstatic, COLE sticks his head out the window again.

60   EXT.  ACURA/FREEWAY                                           60   

     COLE'S POV:  the heavens, glittering with a million stars 
     and a lover's moon as IVORY JOE croons the achingly romantic 
     lyrics...

                           IVORY JOE/RADIO
                    (cont. o.s.)
               "-- cause since I met you, baby.
               All I need is you..."

     ANGLE ON COLE, wind in his hair, eyes shining, gulping air 
     blissfully.

61   INT.  RAILLY'S APARTMENT - MORNING                            61   

     Two POLICE OFFICERS and an anxious MARILOU MARTIN listen to 
     an answering machine's message while a hungry CAT cries 
     plaintively.

                           ANSWERING MACHINE
               Dr. Railly -- this is Palmer from 
               Psych Admitting.  There was a guy 
               here this afternoon looking for you.  
               He seemed very agitated.  We tried 
               to keep him, but he refused 'n I 
               kept thinking, I know this guy.  
               Then, just a few minutes ago, it 
               came to me.  It's Cole!  James Cole.  
               Remember him?  The paranoid who pulled 
               the Houdini back in '89.  Well, he's 
               back and he's...cuckoo...and he's 
               looking for you.  I thought you oughta 
               know.

     The machine switches off.  The POLICE OFFICERS exchange a 
     look.

                           MARILOU MARTIN
               It's just as I told you -- my husband 
               and I had gone ahead -- she never 
               showed.  That's totally unlike her!

                           OFFICER TWO
                    (pulls out his notebook)
               Do you happen to know the make of 
               her car?

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                         p. 57
     9-29-00                                                     


                           MARILOU MARTIN
               Um...Acura...'92 Acura. ... Also, 
               that cat's starving!  She would never 
               neglect her cat!

62   EXT.  MOTEL - MORNING                                         62   

     The ACURA is parked outside room 46 of the HIGHWAYS & BYWAYS 
     MOTEL, which has definitely seen better days.

63   INT.  MOTEL ROOM                                              63   

     The TV is on.  A commercial is just starting.  A catfood 
     jingle.

     The sound of HEAVY BREATHING.

     ANGLE ON COLE, sweating, BREATHING HEAVILY, sprawled on one 
     side of the double bed, sound asleep.

64   INT.  CONCOURSE/AIRPORT - DAY (THE DREAM)                     64   

     GUNSHOT!  YOUNG COLE glimpses the BLONDE MAN staggering, 
     wounded.

     The mysterious BRUNETTE races past him toward the BLONDE 
     MAN, and YOUNG COLE again glimpses the resemblance to RAILLY, 
     in spite of the dark hair, the make-up, the flashy earrings.

     Close at hand, YOUNG COLE'S FATHER, his face still out of 
     view, says,

                           FATHER'S VOICE (O.S.)
               Son, it's important for your cat to 
               have the nourishment necessary for 
               healthy bones and a rich coat.

65   INT.  MOTEL ROOM                                              65   

     COLE comes awake with a start.  He stares, disoriented, at 
     the CATFOOD COMMERCIAL on the TV.

                           RAILLY'S VOICE (O.S.)
               Please untie me.  I'm very 
               uncomfortable.

     COLE turns to RAILLY, beside him on the bed, frightened and 
     helpless, her jacket arranged to restrain her like a strait-
     jacket.

     COLE'S instinct is to free her at once, but he controls his 
     impulse.  He looks away, gets up, and, wincing, limps to the 
     dresser, stepping around empty fast-food cartons.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                         p. 58
     9-29-00                                                     


     He pulls a razor and shaving soap from a paper bag, then 
     goes into the bathroom, leaving the door open, and starts to 
     shave.

                           COLE
               You were in my dream just now.  Your 
               hair was different, but I'm sure it 
               was you.

                           RAILLY
               We dream about what's important in 
               our lives.  And I seem to have become 
               pretty important in yours.  What was 
               the dream about?

                           COLE
               About an airport...before everything 
               happened.  It's the same dream I 
               always have -- the only one.  I'm a 
               little kid in it.

                           RAILLY
               And I was in it?  What did I do?

                           COLE
               You were very upset.  You're always 
               very upset in the dream, but I never 
               knew it was you before.

                           RAILLY
               It wasn't me before, James.  It's 
               become me now because of...what's 
               happening.  Please untie me.

     Finished shaving, COLE re-enters the bedroom, toweling his 
     face.

                           COLE
               No, I think it was always you.  It's 
               very strange.

                           RAILLY
               You're flushed.  And you were moaning.  
               I think you're running a fever.  
               What are you doing?

     COLE is rummaging through RAILLY'S wallet, pulling out money.

                           COLE
               I'll be back in a minute.

     He heads for the door.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                         p. 59
     9-29-00                                                     


                           RAILLY
               No!  Don't leave me here like this!

     Too late!  He shuts the door behind him, leaving her alone.

     ANGLE ON THE TV SCREEN, where an ANCHORMAN sits at a News 
     Set.

                           TV ANCHORMAN
               And in Fresno, California...crews 
               continue to attempt to rescue nine 
               year old Ricky Neuman.

     ANGLE ON RAILLY, twisting and struggling on the bed, trying 
     to get loose, tears welling in her eyes.

                           TV ANCHORMAN (O.S.) (CONT'D)
               The boy was playing ball with four 
               other children when he literally 
               disappeared off the face of the earth.

66   EXT.  MOTEL CORRIDOR - MORNING                                66   

     COLE puzzles over a junk food vending machine, inserts coins 
     tentatively.

67   INT.  MOTEL ROOM -- MORNING                                   67   

      

     ANGLE ON TV, the picture of RAILLY filling the screen.

                           TV ANCHORMAN (V.O.)
               Closer to home, in Baltimore, Kathryn 
               Railly, prominent psychiatrist and 
               the author of a newly released book 
               on insanity, disappeared mysteriously 
               last night after a lecture at the 
               Univerity.

     RAILLY stops struggling, stares at the screen.

     ANGLE ON TV, where a six-year old police mug shot of COLE 
     reveals the intense, weird stare of a dangerous man.

                           TV ANCHORMAN (V.O.) (CONT'D)
               A former mental patient, James Cole, 
               is wanted for questioning regarding 
               Dr. Railly's disappearance.  
               Authorities warn that Cole has a 
               history of violence.

     ANGLE ON RAILLY, glancing toward the door.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                         p. 60
     9-29-00                                                     


     ANGLE ON COLE, standing in the doorway, arms full of junk 
     food, eyes on the TV SCREEN.

68   INT. CHEROKEE/COUNTRY HIGHWAY -- LATER -- DAY                 68   

     COLE gobbles potato chips while he pores over a map in the 
     front seat.  Beside him, RAILLY casts glances at him as she 
     drives, seeing him stuffing his face.

                           RAILLY
               Just because we're on the back roads 
               you think the police won't find us?

                           COLE
                    (lost in the map)
               We have to find, uh, one-two-one A.

                           RAILLY
               Just because you don't see so many 
               police cars patrolling doesn't mean 
               they won't catch us.  Sooner or later 
               the police...

                           COLE
               You still don't get it, do you?  
               There isn't any "later".

     COLE switches on the radio and MUSIC fills the car. 

                           COLE (CONT'D)
               I love music.  We don't have anything 
               like this.

     COLE puts aside the map, pulls out a stack of tattered papers.

                           RAILLY
               What are all those? 

                           COLE
               My notes.  Observations.  Clues.

                           RAILLY
               Clues?  What kind of clues?

                           COLE
               A secret army.  The Army of The Twelve 
               Monkeys.  I've told you about them.  
               They spread the virus.  That's why 
               we have to get to Philadelphia.  I 
               have to find them -- it's my 
               assignment.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                         p. 61
     9-29-00                                                     


                           RAILLY
               What will you do...when you find 
               this...secret army?

                           COLE
               I just have to locate the virus in 
               its original form before it mutates.  
               So scientists can come back and study 
               it and find a cure.  So that those 
               of us who survived can go back to 
               the surface of the earth.

     RAILLY maintains a professional deadpan, says nothing as 
     they pass a pickup truck with a MOTHER, FATHER, and five 
     KIDS in the back.

     COLE stares at the KIDS, a sad look in his eyes.

                           COLE (CONT'D)
               You won't think I'm crazy next month.  
               People are going to start dying.  At 
               first the papers will say it's some 
               weird fever, some virus.  Then they'll 
               begin to catch on.  They'll get it.

                           RADIO NEWSCASTER (O.S.)
               We interrupt this program with a 
               special bulletin...

     RAILLY and COLE both react to the radio, suddenly alert.

                           RADIO NEWSCASTER (O.S.) (CONT'D)
               This report just in from Fresno, 
               California.  Naval sonar specialists 
               who were flown to the site...

                           COLE
               I thought it was about us.  I thought 
               maybe they'd found us and arrested 
               me or something.

     RAILLY stares at COLE.

                           COLE (CONT'D)
               Just a joke.

                           RADIO NEWSCASTER (O.S.)
               -- an hour ago have been unable to 
               determine the location of the boy in 
               the 150 foot shaft...but a TV sound 
               man who lowered an ultra-sensitive 
               microphone into the narrow tube claims
                           (MORE)

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                         p. 62
     9-29-00                                                     


                           RADIO NEWSCASTER (O.S.) (CONT'D)
               he heard breathing sounds coming 
               from approximately seventy feet 
               down...

     COLE reaches over and changes stations.  MUSIC again.

                           RAILLY
               Does that disturb you, James?  
               Thinking about that little boy in 
               the well?

                           COLE
               When I was a kid I identified with 
               that kid, down there alone in that 
               pipe...a hundred feet down -- doesn't 
               know if they're going to save him.

                           RAILLY
               What do you mean -- when you were a 
               kid?

                           COLE
               Nevermind.  It's not real -- it's a 
               hoax.  A prank.  He's hiding in a 
               barn.  Hey, turn left here.  Left!

     COLE quickly checks the map as RAILLY stares, then turns 
     left.

69   EXT.  SKID ROW STREET/PHILADELPHIA - DAY                      69   

     An elderly EVANGELIST with long stringy hair, wearing a 
     tattered bathrobe, stands on a Skid Row corner WAVING a worn 
     Bible as he rants at disinterested DERELICTS, WINOS, and BAG 
     LADIES.

                           EVANGELIST
               "And the wild beasts of the islands 
               shall cry in their desolate houses 
               and dragons in their pleasant palaces:  
               and her time is near to come, and 
               her days shall not be prolonged."

     ANGLE ON RAILLY'S ACURA, crawling down the street, RAILLY 
     driving, COLE, beside her, staring out the window.

70   INT.  ACURA/SKID ROW STREET                                   70   

     COLE is scrutinizing the crumbling walls, boarded-up store 
     fronts, tattered posters, decaying signs, miserable 
     "RESIDENTS".

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                         p. 63
     9-29-00                                                     


                           COLE
               Where I come from we think of this 
               as Eden.  If we could just see the 
               sun, eat sun-grown food.  Eden!  
               Look at them!  They don't know what 
               they have.  They don't see the sky.  
               They don't feel the air!

     COLE'S POV:  a BMW speeds toward them, passes, its radio 
     BLARING!

                           COLE (O.S.) (CONT'D)
               And the ones who aren't hungry are 
               so smug they haven't a clue.  WAIT!  
               STOP!

71   EXT.  ACURA/SKID ROW                                          71   

     On foot now, COLE pulls an astonished RAILLY to a wall covered 
     with graffiti, a hopeless tangle of symbols, words, and crude 
     pictures.

     Clueless, RAILLY stares at the wall, then at COLE.

     COLE touches a bit of red-stenciled graffiti hidden under 
     gang insignias.  We can just see TWELVE MONKEYS holding hands 
     in a circle.

                           COLE
               The Twelve Monkeys!!!  They're here.
                    (looks around)
               Somewhere.  Come on!

     He pulls her along the sidewalk.  No question, he's insane.

     At the next alley entrance, COLE stops abruptly.  Then, still 
     keeping a firm grip on RAILLY'S arm, he starts ripping down 
     newly tacked-up posters announcing a Rap concert.

     RAILLY stares at him, then turns and is looking all around 
     when, suddenly, COLE pulls her up tight and threatens...

                           COLE (CONT'D)
               Look, I'm warning you.  You do 
               anything, I'm going to go crazy -- 
               hurt people!

                           RAILLY
               I'm not going to "do" anything, I 
               promise.  But you need help, James.  
               None of this is what you think it 
               is.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                         p. 64
     9-29-00                                                     


     ANGLE ON COLE, not listening, staring triumphantly!  He's 
     found another partially obscured stencil of THE TWELVE 
     MONKEYS!

     But just then, a raspy VOICE startles COLE.

                           RASPY VOICE (O.S.)
               You can't hide from them, Bob.

     COLE whirls, sees a derelict, LOUIE, leering at him, speaking 
     in a voice eerily like the RASPY VOICE from the next cell in 
     the future.

                           LOUIE
               No, sir, Old Bob -- don't even try.
                    (conspiratorially)
               They hear everything.  They got that 
               tracking device on you.  They can 
               find you anywhere.  Anytime.  Ha Ha!

     RAILLY looks from LOUIS to COLE, sees COLE'S stunned reaction.

                           LOUIE (CONT'D)
                    (touches his back jaw)
               In the tooth, Bob!  Right?
                    (sudden triumphant 
                    grin)
               But I fooled 'em, old buddy!

     He opens his mouth wide.  NO TEETH'

     COLE grabs RAILLY and pulls her into the alley and down it.

                           COLE
               They're keeping an eye on me.

                           RAILLY
               Who's keeping an eye on you?

                           COLE
               The man...with the voice.  I 
               recognized him.  He's from the 
               present.  He...

     COLE breaks off, freezes as he sees...  there on a brick 
     wall is a stencil of the DANCING MONKEYS And further on, 
     another red stencil!

72   EXT.  VACANT LOT - MOMENTS LATER (DAY)                        72   

     CRACKHEADS huddle against a building, sucking their pipes, 
     oblivious to COLE pulling RAILLY past.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                         p. 65
     9-29-00                                                     


     COLE scans the walls for messages in the confusion of 
     graffiti.

     RAILLY is considering her surroundings dubiously when, 
     suddenly, COLE pulls her toward the mouth of a dark and 
     forbidding alley.

                           RAILLY
               James, no -- we shouldn't be here!

     COLE ignores her, yanking her after him into the alley.

73   INT.  DARK ALLEY - DAY                                        73   

     Two TOM CATS face off, arching their backs and HISSING 
     menacingly.

     COLE avoids them as he pulls RAILLY into the gloom.

     ANGLE ON RAILLY, seeing something alarming twenty yards ahead!

     RAILLY'S POV:  TWO THUGS, standing over a MAN, kicking him.

     RAILLY tries to stop, but COLE, intent on the wall messages, 
     doesn't notice the THUGS.

     The TWO THUGS turn and spot COLE and RAILLY moving toward 
     them.

     These creeps have mean eyes, predator faces.

     RAILLY digs her heels in, forcing COLE to stop.

                           RAILLY
               James!  We have to go back.  Those 
               men...

     Too late.  While COLE turns and stares at her, 
     uncomprehending, the TWO THUGS are approaching.

                           FIRST THUG
               Hey, buddy.

     Startled, COLE turns to face them.

     The SECOND THUG lunges for RAILLY'S purse, yanks it from 
     her.

     COLE reaches to grab it back, but...WHACK!  The FIRST THUG 
     smacks COLE hard across the face with something metallic.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                         p. 66
     9-29-00                                                     


     Bloody-faced, dazed, COLE doesn't even have a chance to clear 
     his head as the FIRST THUG shoves the hard object against 
     COLE'S cheek.  It's a cheap thirty-eight pistol.

     RAILLY turns to run, gets two steps before the SECOND THUG 
     knocks her roughly to the ground.

                           SECOND THUG
               Stick around, bitch.

     Looming over her, the SECOND THUG starts to unzip his fly.

     RAILLY looks over to COLE, SEES...

     COLE dropping to his knees, groveling at the FIRST THUG'S 
     feet.

                           COLE
               Please!  Please don't hurt me!

     The FIRST THUG steps close, kicks COLE contemptuously, cocks 
     his foot for a second kick when...

     COLE uncoils, lunging, rising, his strong arms around the 
     bigger man's calves, lifting him mightily, high off the 
     ground.

     The gun FIRES wildly as COLE staggers forward with the FIRST 
     THUG in his arms and smashes the man into the brick wail 
     behind him.

     The FIRST THUG goes down in a heap, dropping the pistol.

     Zipping his fly hastily, the SECOND THUG turns to deal with 
     COLE but COLE attacks him....rocking him again and again 
     with savage blows that come one after another with lightning 
     speed.  The SECOND THUG staggers back, bloody and dazed as 
     RAILLY watches, amazed.

     Turning back to the FIRST THUG, COLE sees the MAN reaching 
     for the dropped pistol.

     COLE kicks him viciously in the jaw.  The FIRST THUG'S head 
     whips back.  SNAP!  He collapses against the brick wall.

     COLE turns back to see the SECOND THUG retreating down the 
     alley as fast as he can stagger.

     RAILLY stares up at COLE.  He looks very dangerous.  He 
     glances in her direction as he pockets the pistol.

                           COLE (CONT'D)
               Are you hurt?

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                         p. 67
     9-29-00                                                     


                           RAILLY
               Uh, no.  Yes.  I mean, just some 
               scrapes...

     As RAILLY gets to her feet, she sees COLE bend over the 
     motionless THUG and quickly go through his pockets.

                           RAILLY (CONT'D)
               Is he...alive?

     COLE ignores the question as he pockets the man's wallet and 
     a handful of bullets, then turns and snaps at RAILLY.

                           COLE
               Come an.  We're running out of time.  
               You can't help him.

     As COLE yanks her roughly away, she looks back, sees the 
     FIRST THUG'S sightless eyes, wide open...staring blankly.

                           RAILLY
               Oh, Jesus, James!  You killed him!

                           COLE
               I did him a favor.  Now come on.

     COLE, pulling her again, sees more "12 MONKEYS" on the wall.

                           RAILLY
               You didn't have a gun before, did 
               you?

                           COLE
               I've got one now.

74   EXT.  SECOND AVE - DAY                                        74   

     The EVANGELIST, spotting COLE and RAILLY hurrying past him, 
     points urgently at COLE.

                           EVANGELIST
               You!  You!  You're one of us, aren't 
               you?

     But COLE has stopped and is staring at...

     A STOREFRONT OFFICE...its windows covered with posters.  The 
     sign over the office says, FREEDOM FOR ANIMALS ASSOCIATION.

75   INT.  FAA STORE - MOMENTS LATER (DAY)                         75   

     Earnest young activists, FALE, deathly pale, BEN, long haired, 
     and TEDDY, muscular, are gathered around a counter collating

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                         p. 68
     9-29-00                                                     


     leaflets that demand an END TO SPECIEISM.  Behind them, a 
     large poster proclaims, "ANIMALS HAVE SOULS, TOO".  Just 
     then, there's a tremendous CLAP OF THUNDER as the ACTIVISTS 
     look up and see COLE and RAILLY enter.

     COLE looks startled.  It sounds like torrential RAIN POURING 
     in here.  Maintaining a tight grip on RAILLY'S wrist, he 
     looks around frantically for an explanation for the tropical 
     downpour.

     Bookshelves line two walls.  The front window is blanked cut 
     with posters of Animal Rights demonstrations, newspaper 
     clippings, photos of animal atrocities.  The fourth wall 
     features the counter where the three ACTIVISTS face COLE as 
     a JUNGLE BIRD SCREAMS in the DOWNPOUR.

                           FALE
               Uh, can we help you?

     COLE looks confused as the RAIN abates and an ELEPHANT 
     trumpets an urgent warning.

                           FALE (CONT'D)
               Excuse me.  You looking for something 
               in particular?

                           RAILLY
               It's all right, James -- it's just a 
               tape.

     COLE'S eyes follow her look.  It's a tape recorder underneath 
     a sign advertising, "THE TRUE MUSIC OF THE WORLD".

                           COLE
               I, uh, I'm looking for the, ah, the 
               Army of the Twelve Monkeys.

     FALE glances at BEN and TEDDY.  "We have a problem!" the 
     look says.

     MONKEYS start CHATTERING on the tape as TEDDY comes around 
     the counter, bigger than COLE, physically imposing, menacing.

                           TEDDY
               We don't know anything about any 
               "Army of the Twelve Monkeys", so why 
               don't you and your friend disappear, 
               okay?

     COLE backs away, a firm grip on RAILLY, as a LION ROARS.

                           COLE
               I just need some information...

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                         p. 69
     9-29-00                                                     


                           TEDDY
               Didn't you hear me?  We're not...

     TEDDY breaks off mid-sentence...freezes.

     COLE is pointing a pistol at them.  A TIGER SNARLS.

                           RAILLY
               James, no -- don't hurt them.
                    (to the activists)
               Please, I'm a psychiatrist -- just 
               do whatever he tells you to do.  
               He's...  upset -- disturbed.  Please -- 
               he's dangerous -- just cooperate.

     MONKEYS CHATTER wildly as TEDDY backs up.

                           FALE
               What do you want -- money?  We only 
               have a few bucks.

     COLE is suddenly very much in charge and self-confident again.  
     A BABOON HOWLS with laughter.

                           COLE
               I told you what I want.
                    (snaps at Railly)
               Lock the door!

                           RAILLY
               James, why don't we...?

                           COLE
               Lock it now!

     RAILLY hurries to the door to lock it as BEN says to FALE,

                           BEN
               I told you that fuckhead Mason would 
               get us into something like this.

                           FALE
               Shut up!

                           COLE
               Mason???

                           RAILLY
               Jeffrey Mason?

                           BEN
               Yeah, fucking, crazy Jeffrey Mason.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                         p. 70
     9-29-00                                                     


76   INT.  FAA STORE BASEMENT - TWENTY MINUTES LATER (DAY)         76   

     The three ACTIVISTS are tied tightly together in the middle 
     of the floor in this dimly-lit, windowless basement.  They're 
     very frightened, eager to cooperate.

                           FALE
               Then, Jeffrey becomes like this...big 
               star -- the media latch on to him 
               because he's picketing his own father, 
               a "famous Nobel Prize winning 
               virologist".  You musta seen all 
               that on TV.

                           COLE
               No, I don't watch TV.

     COLE, the gun next to him, rummages through boxes of papers 
     while RAILLY watches helplessly.  Suddenly, COLE finds 
     something he thinks he's seen before.  He holds it up.

                           COLE (CONT'D)
               Is this him -- Dr. Mason?

     It's a photograph of DR. MALCOLM MASON, being escorted by a 
     phalanx of riot cops through a mob of raging activists.

                           FALE
               That's him.

                           BEN
                    (very frightened)
               What are you going to do with us?

                           COLE
                    (stares at the photo, 
                    then)
               Tell me more about Jeffrey.

                           FALE
                    (a helpless shrug to 
                    his cohorts)
               Jeffrey started getting bored with 
               the shit we do...picketing, 
               leafleting, letter-writing stuff.  
               He said we were, "ineffectual liberal 
               jerkoffs".  He wanted to do guerrilla 
               "actions" to "educate" the public.

     COLE holds up a clipping showing horrified SENATORS standing 
     on their desks as RATTLESNAKES slither along the Senate Floor.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                         p. 71
     9-29-00                                                     


                           FALE (CONT'D)
               Yeah, that's when he let a hundred 
               snakes loose in the Senate.

                           TEDDY
               But we weren't into that kind of 
               stuff.  It's counter productive, we 
               told him.

                           FALE
               So he and eleven others split off 
               and became this underground..."army"

                           COLE
               The Army of The Twelve Monkeys.

                           BEN
               They started planning a "Human Hunt".

                           TEDDY
               They bought stun guns and nets and 
               bear traps.  They were gonna go to 
               Wall Street and trap lawyers and 
               bankers...

                           BEN
               But they didn't do it.  They didn't 
               do any of it.

                           TEDDY
               Yeah, just like always, Mr. Big Shot 
               sold his friends out!

                           COLE
               What's that mean?

                           FALE
               He goes on TV, gives a news 
               conference, tells the whole world he 
               just realized his daddy's experiments 
               are vital for humanity and that the 
               use of animals is absolutely necessary 
               and that he, Jeffrey Mason, from now 
               on, is going to personally supervise 
               the labs to make sure all the little 
               animals aren't going to suffer.

                           COLE
                    (holding up a rolodex)
               What's this?

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                         p. 72
     9-29-00                                                     


77   EXT.  FREEWAY - AFTERNOON                                     77   

     In the crawling traffic, WE FIND a battered FORD covered 
     with bumper stickers and painted slogans.  "I BRAKE FOR 
     ANIMALS"...  "FREE THE ANIMALS"..."WOULD YOU LET A MINK WEAR 
     YOUR SKIN?"

                           RAILLY (V.O.)
               You can't just barge in on a famous 
               scientist.  They'll have security 
               guards, gates, alarm systems.  It's 
               insane, James.

78   INT.  MOVING FORD/FREEWAY                                     78   

     A ROLODEX CARD with an address on "Outerbridge Road" for 
     "Jeffrey Mason c/o Dr. Malcolm Mason" rests on a map spread 
     across COLE'S lap.  COLE is in the passenger seat, RAILLY'S 
     at the wheel, maneuvering in heavy traffic.

                           RAILLY
               If those young men don't get loose, 
               they could die in that basement.

     COLE glances out the window, indicates the PEOPLE in passing 
     cars...COMMUTERS, FAMILIES, TRUCKERS.

                           COLE
               All I see are dead people.  
               Everywhere.  What's three more?

                           RAILLY
                    (a beat, carefully, a 
                    new tack)
               You know Dr. Mason's son, Jeffrey 
               Mason, don't you, James?  You met 
               him in the County Hospital six years 
               ago.

     COLE is studying the map again.

                           COLE
               The guy was a total fruitcake.

                           RAILLY
               And he told you then his father was 
               a famous virologist.

     COLE is absorbed in the map, his finger tracing "Outerbridge 
     Road".

                           COLE
               No -- he said his father was "God"!

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                         p. 73
     9-29-00                                                     


79   EXT./INT.  FORD/COUNTRY HIGHWAY - LATER (DAY)                 79   

     The RADIO BLARES a country song as the Ford zips along an 
     open highway.  COLE has his head out the window, sucking 
     air, loving the music, but his bliss is feverish now -- he's 
     not well.  As the SONG ends, he pulls his head inside.  An 
     ANNOUNCER'S VOICE intones over the RADIO...

                           RADIO ANNOUNCER (O.S.)
               This just in:  police are widening 
               their search for Dr. Kathryn Railly, 
               prominent psychiatrist and author.  
               Authorities confirm that Dr. Railly 
               has been abducted by escaped mental 
               patient, James Cole. The two are 
               believed to be traveling in Railly's 
               1992 black Acura, license plate H-E-
               A-D-D-R.

     RAILLY glances at him, sees he's in pain.  She feels so badly 
     for him.  She wants to help him.  She says, tenderly...

                           RAILLY
               This can't go on, James.  You're not 
               well.  You're burning with fever.

     COLE, refusing to succumb, instead, leans over to check the 
     gas gauge.

                           COLE
               We need gas.

                           RAILLY
               I thought you didn't know how to 
               drive.

                           COLE
               I said I was too young to drive.  I 
               didn't say I was stupid.

                           RAILLY
               What's the matter with your leg?

                           COLE
               I got shot.  Look -- there's a gas 
               station up ahead.

                           RAILLY
               Shot!  Who shot you?

                           COLE
               It was some kind of...war.
                           (MORE)

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                         p. 74
     9-29-00                                                     


                           COLE (CONT'D)
               Never mind, you wouldn't believe me.  
               Turn off here.

80   INT.  PARKED FORD/GAS STATION - MINUTES LATER (AFTERNOON)     80   

     The GAS STATION ATTENDANT checks the oil while COLE and RAILLY 
     remain in the car.  She's pulling a gas card from her wallet.

                           COLE
               You were going to run out off gas on 
               purpose, weren't you?

                           RAILLY
               No.  I want you to turn yourself in, 
               James -- It'll go much better for 
               you if you do -- but I'm not going 
               to trick you.

                           COLE
                    (sees the credit card)
               That has your name on it.  Give him 
               cash.

     RAILLY puts the card back into her wallet and pulls out cash 
     as the GAS STATION ATTENDANT slams the hood down.

     RAILLY starts opening the door.  Alarmed, COLE tries to stop 
     her.

                           COLE (CONT'D)
               Where are you going?

     She looks him in the eye, then indicates the tiny Convenience 
     Store appended to the Gas Station.

                           RAILLY
               You can come with me.  I have to get 
               some things.  Scissors, bandages, 
               some alcohol or whiskey. ... I have 
               to look at your leg, James.  I'm a 
               doctor.

     COLE looks helpless, hesitant.  She's in charge...for the 
     moment.

81   EXT.  CLEARING/WOODS - AN HOUR LATER (AFTERNOON)              81   

     The sun dazzles through the canopy of leaves.  We HEAR the 
     CAR RADIO but not the engine.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                         p. 75
     9-29-00                                                     


                           RADIO ANNOUNCER (V.O.)
               Meanwhile in Fresno, where mining 
               engineers continue their desperate 
               attempt to sink a shaft parallel to 
               the one in which nine year old...

     COLE, in his underwear, leans back on a large rock beside 
     the Ford, his pants hanging on the car's open door.  He's 
     staring up at the sun and the sky.  RAILLY finishes bandaging 
     his thigh.

                           RAILLY
               You shouldn't put your weight on it.  
               You need stitches and antibiotics.  
               Lucky for you it was near the surface.

     RAILLY wraps the bullet in some gauze and sticks it in her 
     pocket while COLE continues staring up at the sky.

                           COLE
               I love seeing the sun.

     A beat.  COLE tries to stand up.

                           RAILLY
               Wait -- let me help you.

     RAILLY puts an arm around him and helps him to his feet.  A 
     beat.

     They're very close.  They don't move.  RAILLY looks like she 
     can barely breathe.

                           COLE
                    (leans closer, shuts 
                    his eyes)
               You smell so good.

                           RAILLY
                    (trying to concentrate)
               You have to give yourself up, you 
               know.

     A beat.  The spell is broken.  He reaches for his pants, 
     then turns back to her, suddenly grim.

                           COLE
               I have to do something now.  Something 
               I don't want to do.  I'm so sorry.

     RAILLY reacts, sudden fear in her eyes.  He looms over her.  
     He's cold now, steeled.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                         p. 76
     9-29-00                                                     


                           COLE (CONT'D)
               I have a mission.  It's important.

     RAILLY steps back...horrified, realizing she's going to die.

82   EXT.  MASON MANSION - NIGHT                                   82   

     A SECRET SERVICE AGENT ambles vigilantly among the rows of 
     luxury cars parked beside the brightly-lit rural mansion.  
     Encountering another AGENT, he pauses.

                           FIRST AGENT
               They find him?

                           SECOND AGENT
               Who??

                           FIRST AGENT
               That kid.  The one in the pipe.

                           SECOND AGENT
               You believe this?  They're dropping 
               a monkey down there with a miniature 
               infra-red camera strapped on him and 
               a roast beef sandwich wrapped in 
               tinfoil.

                           FIRST AGENT
               You're making that up!

     ANGLE UNDER A PARKED MERCEDES, where COLE is hiding, listening 
     to the receding VOICES of the AGENTS.

                           SECOND AGENT (O.S.)
               I shit you not. ... Man, life is 
               weird!  A monkey and a sandwich.  
               Wonder who thought that one up.

                           FIRST AGENT (O.S.)
               Probly give the sonafabitch a Nobel 
               Prize!

     Quickly, COLE rolls to the next car and under it.  He doesn't 
     see...the pistol fell out of his pocket, under the Mercedes.

83   INT.  MASON MANSION/DINING ROOM - NIGHT                       83   

     A formal dinner for forty.  Desert has been served.  DR. 
     MALCOLM MASON rises to the enthusiastic applause of the 
     GUESTS.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                         p. 77
     9-29-00                                                     


                           DR. MASON
               Would that I could enjoy this opulent 
               dinner and this excellent and 
               stimulating company for itself, with 
               no sense of purpose.  But alas, I am 
               "burdened" with the sense that with 
               all this excess of public attention 
               and this cacophony of praise, there 
               comes great responsibility.  Indeed, 
               I practically feel a soapbox growing 
               under my feet whenever I stand for 
               more than a few seconds.

     While GUESTS laugh at DR. MASON'S last remark, SECRET SERVICE 
     AGENT #3 enters the room, scowling, looking for someone.

                           DR. MASON (O.S.) (CONT'D)
               The dangers of science are a time 
               worn threat, from Prometheus stealing 
               fire from the Gods to the Cold War 
               era of the Dr. Strangelove Terror.

     AGENT #3 spots who he's looking for.  JEFFREY MASON!

                           DR. MASON (CONT'D)
               But never before, not even at Los 
               Alamos when the scientists made bets 
               on whether their first atomic bomb 
               test would wipe out New Mexico, has 
               science given us so much reason to 
               fear the power we have at hand.

     ANGLE ON JEFFREY, as AGENT #3 whispers in his ear.

                           JEFFREY
               What are you talking about?  What 
               friend?  I'm not expecting anyone.

     ANGLE ON DR. MASON, reacting with irritation to the 
     disturbance.

                           DR. MASON
               Current genetic engineering as well 
               as my own work with viruses has 
               presented us with powers as terrifying 
               as any...

     ANGLE ON JEFFREY, following the AGENT out of the dining room, 
     grumbling loudly enough to disturb his father's audience.

                           JEFFREY
               This is ridiculous.  My father is 
               making a major address.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                         p. 78
     9-29-00                                                     


84   INT.  HALLWAY/MASON MANSION                                   84   

     The conversation continues as JEFFREY and AGENT #3 enter the 
     hall.

                           AGENT #3
               Normally if we caught a guy sneaking 
               around like this with no I.D., we'd 
               bust his ass, excuse the French, but 
               this one said he knows you...
                    (smirk, smirk)
               -- and, since you seem to have had 
               some...uh...unusual...uh... 
               "associates", we certainly didn't 
               want to arrest one of your, uh, 
               closest... pals.

85   INT.  LIBRARY/MASON MANSION                                   85   

     COLE, smudged with dirt and car grease, sitting in the shadows 
     in a wingback chair, looks up as JEFFREY and AGENT #3 enter 
     the room.  A FOURTH AGENT looms beside the wingback chair.

                           JEFFREY
                    (dismissing Cole 
                    casually)
               Never saw him before in my life.  Go 
               ahead and shoot him or torture him 
               or whatever it is you do.

                           COLE
                    (rising)
               You do know me.  You helped me once.

                           JEFFREY
                    (turning to leave)
               That would be totally out of 
               character.  Helping people is against 
               my principles.
                    (to the Agents)
               See, he definitely doesn't know me.  
               Now, I'm going to go back and listen 
               to my father's very eloquent discourse 
               on the perils of science WHILE YOU 
               TORTURE THIS INTRUDER TO DEATH.

                           COLE
               I'm here about some monkeys.

     Halfway out the door, JEFFREY freezes.  A beat.

                           JEFFREY
               Excuse me -- what did you say?

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                         p. 79
     9-29-00                                                     


                           COLE
               Monkeys.  Twelve of them.

     JEFFREY frowns, turns, considers COLE.  Then, suddenly, 
     JEFFREY rushes to COLE and embraces him.

                           JEFFREY
               Arnold...Arnold.

     COLE is astonished.  The AGENTS are, too.

                           JEFFREY (CONT'D)
                    (stepping back)
               My God, Arnie, what's happened to 
               you?  You look like shit

                           AGENT #3
                    (dubious)
               You know this man?

                           JEFFREY
               Of course I know him.  What do you 
               think -- I act like this to strangers?  
               Listen -- you fellas are terrific.  
               I thought you were pulling a number 
               on me.  What a terrible thing if 
               you'd thrown old Arnie out.  I owe 
               you guys the big apologia!  Mea culpa, 
               fellas.
                    (turning to Cole)
               Christ, Arnie, it's black tie!  I 
               mean, I said, "drop by," but, like, 
               this is Dad's big "do"... VIPs, 
               senators, secret service, and...and 
               everything.

     JEFFREY throws an arm around COLE'S shoulder and starts 
     leading him toward the door as the two AGENTS exchange narrow-
     eyed looks.

                           AGENT #4
               "Arnie?"

                           JEFFREY
               Arnold Pettibone.  Old Arnie 
               Pettibone.  Used to be my best friend.  
               Still is.  What've you lost, Arnie -- 
               forty pounds?  No wonder I didn't 
               know you. You hungry?  Lots of dead 
               cow, dead lamb, dead pig.  Real killer 
               feast we're putting on tonight.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                         p. 80
     9-29-00                                                     


     The AGENTS watch JEFFREY lead the limping, disheveled COLE 
     out.

                           AGENT #4
               These people -- all of 'em -- are 
               true weirdoes!

                           AGENT #3
                    (moving to the phone)
               I'm gonna call in a description of 
               this "Pettibone" character.  You go 
               keep an eye on him.  Make sure he 
               doesn't do one of the guests with a 
               fork.

86   INT.  HALLWAY/MASON MANSION                                   86   

     GUESTS pouring from the dining room into the hall meet JEFFREY 
     and a very disconcerted COLE.

                           JEFFREY
               Hey, nice ta see ya.  Lookin' good!  
               Hi, there.  Yes, it has been a long 
               time.

     In the b.g., too far away to hear them, AGENT #4 trails 
     JEFFREY and COLE as they maneuver through the GUESTS toward 
     the grand staircase.

                           JEFFREY (CONT'D)
                    (whispers to Cole)
               County Hospital, right?  1989.  The 
               "Immaculate Escape" -- am I right?
                    (smiling to guests)
               Why, thank you -- you look wonderful, 
               too.

                           COLE
               Listen to me -- I can't do anything 
               about what you're going to do. I 
               can't change anything.  I can't stop 
               you.  I just want some information...

                           JEFFREY
               We need to talk.  Come on.  Upstairs.
                    (to a guest)
               I am a new person!  I'm completely 
               adjusted.  Witness the tux.  It's 
               Armani.
                    (whispers to Cole)
               Who chattered?  Goines?  Weller?

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                         p. 81
     9-29-00                                                     


                           COLE
               I just need to have access to the 
               pure virus, that's all!  For the 
               future!

     JEFFREY studies COLE.  COLE doesn't just talk crazy.  He 
     looks crazy!

                           JEFFREY
               Come on, follow me.  You don't lock 
               so good.

     JEFFREY starts guiding COLE up the grand staircase as COLE, 
     glancing back, spots AGENT #3 and AGENT #4, both keeping an 
     eye on him now.

                           COLE
               I don't have time to go upstairs.  
               The police are looking for me.  I 
               need to know where it is and exactly 
               what it is.

                           JEFFREY
                    (brightening suddenly)
               I get it!  This is your old plan, 
               right?

                           COLE
               Plan?  What are you talking about?

                           JEFFREY
               Remember?  We were in the dayroom, 
               watching TV, and you were all upset 
               about the...desecration of the planet.

     And you said to me, "Wouldn't it be great if there was a 
     germ or a virus that could wipe out mankind and leave the 
     plants and animals just as they are?"  You do remember that, 
     don't you?

                           COLE
               Bulishit!  You're fucking with my 
               head!

                           JEFFREY
               And that's when I told you my father 
               was this famous virologist and you 
               said, "Hey, he could make a germ and 
               we could steal it!"

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                         p. 82
     9-29-00                                                     


                           COLE
                    (grabbing Jeffrey)
               Listen, you dumb fuck!  The thing 
               mutates!  We live underground!  The 
               world belongs to the fucking dogs 
               and cats.  We're like moles or worms.  
               All we want to do is study the 
               original...

                           AGENT #4'S VOICE
               Okay -- take it easy.  We know who 
               you are, Mr. Cole.

     COLE feels a firm grip on his shoulder, turns and sees AGERT 
     #4

                           AGENT #4
               Let's go somewhere and talk this 
               thing over. Okay? Just come with 
               me...

                           JEFFREY
               You're right!  Absolutely right.  
               Me's a nut case, totally deranged.  
               Delusional!  Paranoid.  HIS 
               PROCESSOR'S ALL FUCKED UP, HIS 
               INFORMATION TRAY IS JAMMED.

     AGENT #4 is wishing JEFFREY would chill out even as the THIRD 
     AGENT is climbing up the staircase to help.

     COLE is like a trapped animal. He's being led down the 
     staircase now with JEFFREY, right on his heels, yelling so 
     EVERYONE can hear.

                           JEFFREY (CONT'D)
               YOU KNOW WHAT IT IS, THE "ARMY OF 
               THE TWELVE MONKEYS"?  IT'S A 
               COLLECTION OF NATURE KOOKS WHO RUN A 
               STORE DOWNTOWN.  SPACE-CASE DO-GOODERS 
               SAVING RAIN FORESTS. I HAVE NOTHING 
               TO DO WITH THOSE BOZOS ANYMORE. I 
               QUIT BEING THE RICH KID FALL GUY FOR 
               A BUNCH OF INEFFECTUAL BANANAS. SO 
               MUCH FOR YOUR GRAND PLOT!

     COLE stares back at JEFFREY as both AGENTS hustle COLE down 
     the stairs.  It sounds true!  JEFFREY'S so confident.

                           AGENT #3
               Take it easy, Mr. Mason, we've got 
               him.  Everything's...

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                         p. 83
     9-29-00                                                     


                           JEFFREY
               MY FATHER HAS BEEN WARNING PEOPLE 
               ABOUT THE DANGERS OF EXPERIMENTATION 
               WITH VIRUSES AND DNA FOR YEARS. YOU'VE 
               "PROCESSED" THAT INFORMATION THROUGH 
               YOUR ADDLED PARANOID INFRA-STRUCTURE 
               AND LO AND BEHOLD, I'M FRANKENSTEIN 
               AND THE "ARMY OF THE TWELVE MONKEYS" 
               BECOMES SOME SORT OF SINISTER 
               REVOLUTIONARY CABAL. THIS MAN IS 
               TOTALLY BATSHIT! YOU KNOW WHERE HE 
               THINKS HE COMES FROM???

     Suddenly, COLE, catching the AGENTS by surprise, wrenches 
     free, shoves them aside, and stumbles down the rest of the 
     staircase.

87   INT.  FOYER/MASON MANSION                                     87   

     COLE heads for the front door, but there's an AGENT there!  
     COLE turns and limps madly toward the dining room, pushing 
     his way through the crowd of amazed GUESTS.

88   INT.  DINING ROOM/MASON MANSION                               88   

     SERVANTS, clearing the table, look up astonished as two AGENTS 
     burst into the room.

                           AGENT #4
               Did a man just come through 
               here...limping?

89   INT.  KITCHEN/MASON MANSION                                   89   

     COOKS stares, amazed, as two OTHER AGENTS burst into the 
     kitchen and look about urgently.

90   INT.  DEN/MASON MANSION                                       90   

     A large projection TV is on and a knot of GUESTS is gathered 
     in front of it...watching the spooky VIDEO IMAGES.

                           TV REPORTER (V.O.)
               These pictures we are seeing are 
               coming to us live from deep inside 
               the pipe.  You can just make out the 
               metal wall behind those roots and I 
               guess those must be spider webs.

     MRS. McCANN, a guest, watching the TV, expresses concern...

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                         p. 84
     9-29-00                                                     


                           MRS. MCCANN
               Well, if you ask me, I think that 
               monkey is going to eat the sandwich 
               himself.

     Just then, two AGENTS burst into the den.

     The GUESTS turn from the TV, startled, stare open-mouthed, 
     but the AGENTS have spotted an open window and are hurrying 
     to it.

     AGENTS POV OUT THE WINDOW:  the rows of expensive parked 
     CARS.

     ON THE TV SCREEN, RAILLY'S photograph appears.

                           TV ANCHOR (V.O.)
               This just in:  Police say that the 
               body of a woman found strangled in 
               the Knutson state Park could be kidnap 
               victim, Dr. Kathryn Railly.

     As the AGENTS run out of the room, a photo of RAILLY'S 
     abandoned Acura comes up on the TV screen.

                           TV ANCHOR (V.O.) (CONT'D)
               Earlier in the day, police located 
               Railly's abandoned car not far from 
               a building where three animal rights 
               activists were found bound and 
               gagged...

91   EXT.  MASON MANSION - MINUTES LATER (NIGHT)                   91   

     Pistols drawn, AGENTS move cautiously among the rows of parked 
     luxury cars, checking inside and under the vehicles.

                           AN AGENT'S VOICE (O.S.)
               COME ON OUT, MR COLE -- WE'RE NOT 
               GOING TO HURT YOU.

92   INT.  PARKED GREEN JAGUAR                                     92   

     COLE, scrunched down on the floor next to the driver's seat, 
     spots the key dangling from the ignition, then lifts his 
     head slightly to study the shift mechanism, trying to figure 
     it out.

93   EXT.  PARKED CARS/MASON MANSION                               93   

     AGENTS continue to move cautiously among the parked cars.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                         p. 85
     9-29-00                                                     


94   INT.  PARKED GREEN JAGUAR                                     94   

     COLE eases himself into the driver's seat, tentatively slides 
     the shift into "Drive", then turns the key.  Nothing happens.

     Panic.  COLE studies the shift again.

95   EXT.  PARKED CARS/MANSION                                     95   

     AGENT #5 approaches the row where the Jaguar is parked.

96   INT.  PARKED GREEN JAGUAR                                     96   

     COLE slides the shift from D (Drive) to N (Neutral).  He 
     twists the key again.  The engine ROARS...SEVEN THOUSAND 
     RPM!

97   EXT.  LAWN/MANSION                                            97   

     AGENT #5 whirls at the sound.

     SMASH.  The JAGUAR clips the Mercedes parked in front of it 
     and accelerates right at him!

     AGENT #5 dives aside just as the speeding JAGUAR whizzes 
     past him, slams into a parked Cadillac, bounces off, grinds 
     between two other parked vehicles with a fierce scream of 
     tearing metal.

98   INT.  MOVING JAGUAR                                           98   

     Caught between two cars, COLE can only lean on the gas pedal.

     The JAGUAR comes free with a great SCCCREEEEECH...

     COLE sees the driveway ahead in the moonlight.  Steering 
     madly, he plows through shrubs and gardens heading for the 
     driveway.

99   EXT.  MASON MANSION - NIGHT                                   99   

     Lights off, veering wildly, the JAGUAR reaches the driveway.

     AGENTS are leaping into cars and a HELICOPTER is coming to 
     life, its rotors whipping around.

100   INT.  SPEEDING JAGUAR/OUTERHRIDGE ?OAD - NIGHT              100   

     COLE turns onto the road, careening crazily from one side to 
     the other, unable to see ahead with no headlights.

                           COLE
               LIGHTS!  LIGHTS!

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                         p. 86
     9-29-00                                                     


     He starts hitting switches.  The wipers come on, the RADIO 
     BLARES.

                           RADIO REPORTER'S VOICE/RADIO (O.S.)
               ---when they pulled the monkey out, 
               it was still clutching the tinfoil 
               wrapped sandwich.

     Rounding a bend, an ONCOMING CAR heads straight at COLE.

     COLE yanks the wheel as the OTHER CAR, horn BLARING, just 
     misses him.

     Recovering, COLE loses the road, speeds crazily along the 
     shoulder.

101   INT.  FLYING HELICOPTER - NIGHT                             101   

     The PILOT, an agent, steers the chopper while the CO-PILOT 
     pans a spotlight over the two lane road beneath them.

     Just then, the PILOT sees headlights below.

                           PILOT
               There!  He's showing lights.

102   INT.  SPEEDING JAGUAR - NIGHT                               102   

     COLE can see the road now in his headlights as the windshield 
     wipers scrape frantically and the RADIO BLARES...

                           RADIO REPORTER'S VOICE/RADIO (O.S.)
               We don't know what to think.  They 
               didn't locate him and they don't 
               know how much longer he can last, 
               that's assuming the boy is still 
               alive.

     A spotlight hits the car and COLE hears the sound of the 
     HELICOPTER as it lowers over him!

103   EXT.  OUTERBRIDGE ROAD                                      103   

     The HELICOPTER maneuvers over the speeding JAGUAR.

104   INT.  SPEEDING JAGUAR                                       104   

     COLE can see the underbelly of the HELICOPTER a few feet 
     above his front windshield.

     Desperate, he yanks the wheel hard, veering off the road.

     COLE'S POV THROUGH THE WINDSHIELD:  dense woods ahead.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                         p. 87
     9-29-00                                                     


105   EXT.  HELICOPTER/WOODS                                      105   

     The chopper pulls up sharply, avoiding the trees, then levels 
     out.

106   INT.  HELICOPTER                                            106   

     The PILOT skims the top of the trees while the CO-PILOT rakes 
     the forest below with his spotlight.

                           PILOT
               Goddamnit!  Where is he?

     The CO-PILOT gets a brief glimpse of headlights through the 
     leaves.

                           CO-PILOT
               There!  Over there.

                           PILOT
               Where?

                           CO-PILOT
               Eight o'clock!  He was right there.

     The headlights are gone.  Nothing but darkness below.

                           PILOT
               He musta turned his lights of if.

                           CO-PILOT
               Couldn't drive down there without 
               lights.  We just can't see 'em.

                           PILOT
               Maybe he's not driving!

107   EXT.  WOODS - LATER (NIGHT)                                 107   

     A weather forecast BLARES from the radio of the steaming 
     Jaguar, crumpled into a tree, the driver's door open.

     A POLICE OFFICER, pistol drawn, approaches the car cautiously, 
     as OTHER OFFICERS and AGENTS stay behind trees, weapons ready.

     The POLICE OFFICER lunges forward, pointing his weapon into 
     the Jaguar.  He inspects the car, then turns and calls out...

                           POLICE OFFICER
               He's not in here.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                         p. 88
     9-29-00                                                     


108   EXT.  WOODS/CLEARING - NIGHT                                108   

     Limping, bleeding from various cuts, COLE CRASHES through 
     underbrush as he follows a stream through the woods.

     Suddenly, he sees what he's looking for.

     The FORD...barely visible in the moonlight, parked in the 
     trees beside the stream.  The car looks empty.

109   INT.  TRUNK/FORD                                            109   

     Total blackness!  The sound of keys in the lock.

     Then, the trunk swings open and COLE stands in the moonlight, 
     looking down RAILLY is in the trunk, tears of rage and 
     frustration in her eyes.

                           RAILLY
               You bastard!  You total bastard!

110   EXT.  FORD                                                  110   

     COLE backs away, as RAILLY scrambles out of the trunk, 
     swinging.

     He slips, falls, and she starts kicking him as she rants 
     hysterically.

                           RAILLY
               I could have died in there.  If 
               something had happened to you I would 
               have died.

     COLE is lying on the ground, looking up, his lip caked with 
     blood.

                           COLE
               I...I...I'm really sorry.

     Noticing his cuts and torn clothes, she stops kicking him.

                           RAILLY
               What have you done?  Did you...kill 
               someone?

                           COLE
                    (getting to his feet)
               No!  I...don't think so.  I stole a 
               car and they chased me.  I hit a 
               tree.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                         p. 89
     9-29-00                                                     


                           RAILLY
               See -- you can drive after all!

                           COLE
               Yeah, sort of, I guess.  I...I'm 
               sorry I locked you up.  I thought...I 
               thought...  I think maybe I am crazy!

     She looks at him.  Breakthrough?  Very calm now, the doctor.

                           RAILLY
               What made you think that?

                           COLE
               Jeffrey Mason said it was my idea 
               about the virus.  And suddenly, I 
               wasn't sure.  We talked when I was 
               in the institution, and it was 
               all...fuzzy.  The drugs and stuff.
                    (horrified)
               You think maybe I'm the one who wiped 
               out the human race?  It was my idea?

                           RAILLY
               Nobody is going to wipe out the human 
               race.  Not you or Jeffrey or anybody 
               else.  You've created something in 
               your mind, James -- a substitute 
               reality.  In order to avoid something 
               you don't want to face.

                           COLE
               I'm..."mentally divergent".  I would 
               love to believe that.

                           RAILLY
               It can be dealt with, but only if 
               you want to.  I can help you.

     COLE reacts to the sound of VOICES in the woods, dogs BARKING.

                           COLE
               I need help all right.  They're coming 
               after me.

                           RAILLY
               First, it's important that you 
               surrender to them instead of them 
               catching you running.  Okay?

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                         p. 90
     9-29-00                                                     


                           COLE
                    (brightening)
               It would be great if I'm crazy.  If 
               I'm wrong about everything...the 
               world will be okay.  I'll never have 
               to live underground.

                           RAILLY
               Give me the gun.

                           COLE
               The gun! ... I lost it

                           RAILLY
               You're sure?

                           COLE
                    (showing her)
               No gun!
                    (looking up)
               Stars!  Air!  I can live here.  
               Breathe!

     RAILLY starts around to the front of the car.

                           RAILLY
               I'm going to attract their attention, 
               let them know where we are, okay?

     RAILLY gets in the driver's seat...and starts to HONK the 
     horn.

                           RAILLY (CONT'D)
                    (calling out)
               They'll tell you to put your hands 
               on top of your head.  Do what they 
               tell you.  You're going to get better, 
               James -- I know it!

     ANGLE ON COLE, spotting something on the ground.  An insect!  
     He reaches down to grab it, but, instead, grins, grabs some 
     grass, stands, and starts rubbing it happily all over his 
     face.  The HORN BLARES as COLE looks up at the sky.

     ANGLE ON THE NIGHT SKY, the moon full, the sky rich with 
     stars.

     ANGLE ON COLE, tears of joy running down his face.

                           COLE
               I love this world!

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                         p. 91
     9-29-00                                                     


     ANGLE ON RAILLY, in the driver's seat, hearing near-by SHOUTS 
     from the woods.  The police are almost here.  She gets out 
     of the car, starts around toward COLE.

                           RAILLY
               Remember, I'm going to help you.  
               I'll stay with you.  I won't let 
               them...

     She breaks off mid-sentence...stares, stunned!

     COLE is gone.  Disappeared.

111   INT.  POLICE STATION OFFICE - MORNING                       111   

     RAILLY is being "debriefed" by POLICE OFFICERS and FBI AGENTS.

                           RAILLY
               Then I said something to him about 
               cooperating and he said he would do 
               that, so I got in the car and started 
               honking the horn.  When I got out, 
               he was gone.

                           LIEUTENANT HALPERIN
               You lucked out.  For a while we 
               thought you were a body they found 
               down state...  mutilated.

     A COP enters, hands a photo to LIEUTENANT HALPERIN who studies 
     it.

                           RAILLY
               He wouldn't do something like that -- 
               he...

                           LIEUTENANT RALPERIN
                    (interrupts, hands 
                    her the photo)
               This the man he attacked?

     RAILLY looks at the photo, an 8 x 10 of the FIRST THUG, 
     slumped against the alley wall, obviously dead.

                           RAILLY
               I'd like to be clear about this.  
               That man and the other one 
               were..."severely" beating us.  James 
               Cole didn't start it.  In fact -- he 
               saved me!

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                         p. 92
     9-29-00                                                     


                           LIEUTENANT RALPERIN
               Funny thing, Doctor, maybe you can 
               explain it to me, you being a 
               psychiatrist -- why do kidnap victims 
               almost always try to tell us about 
               the guys who grabbed 'em and try to 
               make us understand how kind these 
               bastards really were?

                           RAILLY
                    (as if reciting)
               It's a normal reaction to a life-
               threatening situation.
                    (suddenly animated)
               He's sick.  He thinks he comes from 
               the future.  He's been living in a 
               carefully constructed fantasy world 
               and that world is starting to 
               disintegrate.  He needs help!

112   INT.  AIRPORT CONCOURSE/THE DREAM                           112   

     YOUNG COLE stares, eyes wide.

     He sees the BRUNETTE, cradling the head of the BLONDE MAN as 
     he sprawls on the concourse...

                           ASTROPHYSICIST'S VOICE (O.S.)
               Wake up! Wake up!

                           GEOLOGIST'S VOICE (O.S.)
               I think we gave him too much.

                           MICROBIOLOGIST'S VOICE (O.S.)
               WAKE UP, PRISONER!

113   INT.  SCIENTISTS' CHAMBER - ETERNAL NIGHT                   113   

     COLE blinks awake. All he can see are blurry faces hovering 
     over him, hammering him with questions.

                           ASTROPHYSICIST
               Come on, Cole, cooperate!

                           GEOLOGIST
               Spit it out... you went to the home 
               of a famous virologist...

                           COLE
                    (weakly)
               You...don't...exist!  You're in my 
               mind...

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                         p. 93
     9-29-00                                                     


                           SCIENTISTS (IN RAPID SUCCESSION)
               What?  What's that?  What did he 
               say?  His brain's fried.  Give him 
               another shot!  SPEAK UP, COLE.  WHAT 
               DID YOU DO NEXT?

114   INT.  RAILLY'S APARTMENT - EVENING                          114   

     The TV shows film of RAILLY leaving the police station.

                           TV REPORTER (V.O.)
               The kidnap victim seemed exhausted 
               but apparently unharmed by her 30 
               hour ordeal as she left the police 
               station in Philadelphia this morning.  
               So far she has refused to make a 
               public statement.

     RAILLY'S friends, MARILOU and WAYNE, are watching the TV.

     A door opens and KATHRYN RAILLY, wearing a robe, comes out 
     of her bedroom.  She still looks exhausted   Followed by her 
     cat, she enters the kitchen area and turns on the kettle as 
     WAYNE hastily turns down the TV.

                           WAYNE
               Sorry.

                           RAILLY
               No -- I'm in a state of hyper-
               alertness.  I can't sleep.

                           MARILOU
               Did you take the sedative?

                           RAILLY
               I hate those things.  They mess my 
               head up.

     The old mug shot of COLE appears on the screen and RAILLY 
     remotes the volume up.

                           TV REPORTER (V.O.)
               Along with the kidnapping of the 
               Baltimore woman, James Cole is now 
               also wanted in connection with the 
               brutal slaying of Rodney Wiggins, an 
               ex-convict from...

     RAILLY goes to the window, pushes aside the drape, and sees...

     HER POV:  ACROSS THE STREET...A COP keeps watch.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                         p. 94
     9-29-00                                                     


                           RAILLY (O.S.)
               Do they really expect him to come 
               here?

     RAILLY returns to the kitchen area where MARILOU is getting 
     the tea things out.

     TV REPORTER on air And in Fresno, California...

                           RAILLY (CONT'D)
                    (glances sadly toward 
                    the TV)
               He's dead, isn't he -- that little 
               boy?

                           WAYNE
               He's fine.  It was just a "prank" he 
               and his friends pulled.

     Close on Railly's face... Shocked.

     Angle on the tv screen, showing footage of a sheepish nine 
     year old boy being led out of a barn by the police.  The 
     cops look grim.

                           TV REPORTER (V.O.)
               Authorities have so far been 
               noncommittal about whether they will 
               try to file charges against the 
               families of the children involved in 
               the hoax.

     RAILLY stares at the TV, stunned.

115   INT.  "HOSPITAL" ROOM - ETERNAL NIGHT                       115   

     VOICES!  SINGING!  COLE blinks awake, looks around, confused, 
     then stares in disbelief....

     Crowded around COLE'S bed, the SCIENTISTS are concluding a 
     ragged, out of tune, rendition of "BLUEBERRY HILL."

                           SCIENTISTS
               ---found my thrills on Blueberry 
               Hill...

     Seeing he's awake, SCIENTISTS break off the song and applaud.

                           SCIENTISTS (CONT'D)
               Well done, James!  Well done!  Nice 
               going!  Congratulations!  Good for 
               you!

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                         p. 95
     9-29-00                                                     


                           BOTANIST
               During your "interview," while you 
               were..."under the influence," you 
               told us you liked music!

     COLE, confused, looks around, sees he's in a one-bed 
     windowless room adorned with cheap reproductions of 19th and 
     20th century landscapes.

     The BOTANIST responds to COLE'S obvious disbelief with a 
     friendly smile and the others join in rapid fire, overlapping.

                           ZOOLOGIST
               This isn't the prison, James.

                           BOTANIST
               This is a hospital.

                           ASTROPHYSICIST
               But just until you recover your, 
               uh,... equilibrium.

                           ENGINEER
               You're still a little... disoriented.

                           GEOLOGIST
               Stress!  Time travel!

                           ASTROPHYSICIST
               You stood up very well, considering...

                           GEOLOGIST
               Superior work!  Superior!

                           BOTANIST
               You connected the Army of the 12 
               Monkeys to a world famous virologist 
               and his son...

                           MICROBIOLOGIST
               Others will take over now...

                           ZOOLOGIST
               We'll be back on the surface in a 
               matter of months....

                           GEOLOGIST
               We'll retake the planet.

                           ASTROPHYSICIST
               We're very close!  Because of you!

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                         p. 96
     9-29-00                                                     


                           ENGINEER
                    (unrolling a document)
               This is it, James...what you've been 
               working for.

                           BOTANIST
               A full pardon!

                           MICROBIOLOGIST
               You'll be out of here in no time.

                           ASTROPHYSICIST
               Women will want to get to know you...

                           COLE
               I DON'T WANT YOUR "WOMEN," YOU 
               BRAINLESS TWIT! I WANT TO BE WELL!

     Unseen until now, two guards, TINY and SCARFACE, suddenly 
     break through the ring of SCIENTISTS, push COLE down, and 
     tighten the loose restraints, already in place, but unnoticed 
     before.

                           ASTROPHYSICIST
                    (sympathetically)
               Of course you want to be well, James.  
               And you will be...soon.

     COLE bursts into hysterical laughter.

                           COLE
               YOU DON'T EXIST, YOU SILLY BOZOS!  
               YOU'RE NOT REAL! HA HA HA! PEOPLE 
               DON'T TRAVEL IN TIME! YOU AREN'T 
               HERE.  MADE YOU UP!  YOU CAN'T TRICK 
               ME!  YOU'RE IN MY MIND! I'M INSANE 
               AND YOU'RE MY INSANITY!

116   INT.  PSYCHIATRIST'S OFFICE - DAY                           116   

     CLOSE ON KATHRYN RAILLY, insisting fiercely to someone,

                           RAILLY
               He not only used the word "prank" -- 
               he said the boy was hiding in a barn.

     RAILLY's talking to her former boss, DR. OWEN FLETCHER, 
     psychiatrist sitting across from her in his office, tapping 
     his pen.

                           DR. FLETCHER
               He kidnapped you, Kathryn.
                           (MORE)

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                         p. 97
     9-29-00                                                     


                           DR. FLETCHER (CONT'D)
               You saw him murder someone.  You 
               knew there was a real possibility he 
               would kill you, too.  You were under 
               tremendous emotional stress.

                           RAILLY
               For God sakes, Owen, listen to me -- 
               he knew about the boy in Fresno and 
               he says three billion people are 
               going to die!

                           DR. FLETCHER
               Kathryn, you know he can't possibly 
               know that.  You're a rational person.  
               You're a trained psychiatrist.  You 
               know the difference between what's 
               real and what's not.

                           RAILLY
               And what we believe is what's accepted 
               as "truth" now, isn't it, Owen?  
               Psychiatry -- it's the latest 
               religion.  And we're the priests -- 
               we decide what's right and what's 
               wrong --we decide who's crazy and 
               who isn't...  I'm in trouble, Owen.  
               I'm losing my faith.

117   INT. "HOSPITAL" CELL - ETERNAL NIGHT                        117   

     Alone in his "hospital" room, COLE struggles without success 
     to free himself from his restraints.

                           RASPY VOICE (O.S.)
               You sure fucked up, Bob!

     Startled, COLE freezes, then ignores the RASPY VOICE and 
     continues his feverish struggle.

                           RASPY VOICE (O.S.) (CONT'D)
               But I can understand you don't want 
               your mistakes pointed out to you. I 
               can relate to that, old Bob.

     COLE looks around in spite of himself.  Nothing to see but 
     the walls and the landscape paintings.

                           RASPY VOICE (O.S.) (CONT'D)
               Hey, I know what you're thinking.  
               You're thinking I don't exist except 
               in your head.
                           (MORE)

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                         p. 98
     9-29-00                                                     


                           RASPY VOICE (O.S.) (CONT'D)
               I can see that point of view.  But 
               you could still talk to me, couldn't 
               you?  Carry on a decent conversation?

                           COLE
                    (blurting)
               I saw you! In 1995!  In the real 
               world!  You were a bum!  You pulled 
               out your teeth.

                           RASPY VOICE (O.S.)
               Why would I pull out my teeth, Bob?  
               They don't like that.  That's a no-
               no.  And when did you say you saw 
               me?  In...1872?

                           COLE
               FUCK YOU!

                           RASPY VOICE (O.S.)
               Yelling won't get you what you want.  
               You have to be smart to get what you 
               want.

                           COLE
               Oh, yeah?  What do I want?

                           RASPY VOICE (O.S.)
               You don't know what you want?  Sure 
               you do, Bob.  You know what you want.

     COLE, agitated, rocks back and forth.  Then...

                           COLE
               Tell me.  Tell me what I want.

                           RASPY VOICE (O.S.)
               To see the sky -- and the ocean -- 
               to be topside -- breathe the air -- 
               to be with her. ... Isn't that right?  
               Isn't that what you want?

     Completely shaken, COLE hesitates for a long moment.  When 
     he speaks, it comes out of him like air...a whisper.

                           COLE
               More...than...anything.

118   INT.  RAILLY'S BEDROOM - MORNING                            118   

     RAILLY'S in bed, asleep, having a very bad dream.  Suddenly, 
     the bedside phone RINGS.  Her eyes snap open.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                         p. 99
     9-29-00                                                     


     A beat to orient herself.  RING.  She reaches for the phone.

     INTERCUT LIEUTENANT HALPERIN'S OFFICE/RAILLY'S BEDROOM

     CLOSE ON HALPERIN, at his desk, talking into the phone.

                           LIEUTENANT HALPERIN
               Dr. Railly?  Jim Halperin, Philly 
               P.D.  Sorry to call so early but...

     CLOSE ON RAILLY, eager, concerned. into the phone,

                           RAILLY
               You found him?  Is he all right?

     CLOSE ON HALPEPIN, noting her reaction with raised eyebrows 
     giving an "I told you so" look to the BLACK PLAINCLOTHES cop 
     across his desk, then continuing into the phone,

                           LIEUTENANT HALPERIN
               Au contraire, Doctor.  No sign of 
               your good friend, the kidnapper.  
               However, the plot thickens.  I have 
               a ballistic report on my desk that 
               says the bullet you claim you removed 
               from Mr. Cole's thigh is an 
               antique...and all indications are it 
               was fired...sometime prior to 1920.

     ANGLE ON RAILLY, reacting, stunned.

     ANGLE ON HALPERIN, CONTINUING SOBERLY NOW,

                           LIEUTENANT RALPERIN
               So what I was thinking was, maybe if 
               I sent a detective down there to 
               talk with you, you could maybe revise 
               or amplify on the circumstances... 
               Hello?  Hello?  Dr. Railly?

     HALPERIN considers the dead phone, glances at the COP again.

119   INT.  RAILLY'S BEDROOM/STUDY                                119   

     Her hand still on the receiver, RAILLY looks shocked.  Then, 
     she hurries into her study and starts frantically pulling 
     neatly arranged piles of papers and books from a bookcase 
     until she finds a copy of her book.  She leafs through it 
     hurriedly, locates the picture of the Puerto Rican KID (JOSE) 
     in WWI.

     Peering closely, she tries to see everything in the picture.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                        p. 100
     9-29-00                                                     


     Then, she turns and reaches for a research folder of old 
     photographs and rummages through it until she finds...!!!

                           RAILLY
               No!

     It's an uncropped shot of JOSE being carried on the stretcher 
     in the trenches.  And there in the corner with no helmet, no 
     gas mask, and just a bit of bare shoulder showing...it's 
     COLE!!!

120   INT.  SCIENTISTS' CHAMBER - ETERNAL NIGHT                   120   

     Clean shaven, clear eyed, COLE sits before the frowning 
     SCIENTISTS.

                           ASTROPHYSICIST
               The food, the sky, the certain, uh, 
               sexual temptations -- you haven't 
               become "addicted" have you, Cole?  
               To that "dying" world'

                           COLE
               No, sir!  I just want to do my part.  
               To get us back on top...in charge of 
               the planet.  And I have the 
               experience, I know who the people 
               are...

                           BIOLOGIST
               He really is the most qualified...

                           GEOLOGIST
               But all that..."behavior"...

                           ASTROPHYSICIST
                    (to Cole, a little 
                    hurt)
               You said we weren't "real," Cole...

                           COLE
               Well, sir, I don't think the human 
               mind was built to exist in two 
               different...  whatever you call 
               it..."dimensions."  It's stressful, 
               you said it yourselves, it gets you 
               confused.  You don't know what's 
               real and what's not.

                           MICROBIOLOGIST
               But you know what's real now?

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                        p. 101
     9-29-00                                                     


                           COLE
               Yes, sir.

     The SCIENTISTS start to confer openly among themselves

                           GEOLOGIST
               He'd have to bone up, catch up to 
               our research, the latest clues...

                           ZOOLOGIST
               He's proved to be a quick study...

     The ASTROPHYSICIST fixes COLE with a sharp, penetrating look.

                           ASTROPHYSICIST
               You can't trick us, you know.  It 
               wouldn't work.

                           BIOLOGIST
               And why would you want to?  It'll be 
               dangerously close to the end.

                           COLE
               I understand.  There'd be no point.

                           ASTROPHYSICIST
               We're going to think about it, Cole.

     Among ourselves.  We'll get back to you.

121   INT.  DR. MASON'S OFFICE - DAY                              121   

     Standing in front of a wall of glass in his office, 
     overlooking a hi-tech lab below where WORKERS in white "space 
     suits" work methodically, DR. MASON speaks angrily into a 
     phone.  His male ASSISTANT, whose features we don't see, 
     stops writing a formula on a blackboard and listens.

                           DR. MASON
               You have reason to believe that my 
               son may be planning to do what?!!!

122   INT.  RAILLY'S APARTMENT/STUDY                              122   

     RAILLY, trying to stay calm, is talking to Dr. Mason on the 
     phone.

                           RAILLY
               Please, I know it sounds insane but...

123   INT.  DR. MASON'S OFFICE                                    123   

     Dr. Mason on the phone.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                        p. 102
     9-29-00                                                     


                           DR. MASON
                    (into the phone)
               I'm afraid this doesn't seem very 
               professional to me, in fact it's 
               distressingly unprofessional for 
               someone who treated my son briefly 
               (if indeed you actually are who you 
               say you are) to take a sudden 
               unsolicited interest in his mental 
               health six years later, and to 
               telephone a parent to express opinions 
               that would be inappropriate...
                    (breaks off, listens, 
                    then)
               I don't know anything about "Monkey 
               armies", Doctor.  Nothing whatsoever.  
               If my son ever was involved in...
                    (listens, then,)
               It would be doubly inappropriate to 
               discuss matters of security with 
               you, Dr. Railly, but if it will put 
               you at ease, neither my son nor any 
               other unauthorized person has access 
               to any potentially dangerous organisms 
               in this laboratory.  Thank you for 
               your concern.

     DR. MASON hangs up angrily and glares.

                           DR. MASON'S ASSISTANT (O.S.)
               Dr. "Kathryn" Railly????

                           DR. MASON
               The psychiatrist who was kidnapped 
               by that man who broke into my house.  
               She seems to have been suddenly struck 
               by the most preposterous notion about 
               Jeffrey.

                           DR. MASON'S ASSISTANT (O.S.)
               I attended a lecture 
               once...Apocalyptic visions.

     We see Dr. Mason's ASSISTANT now.  It's DR. PETERS, the red-
     haired man who insisted to Dr. Railly you didn't have to be 
     insane to think the world was coming to an end.

                           DR. PETERS
               Has she succumbed to her own 
               theoretical..."disease"?

     But DR. MASON is lost in thought, not listening.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                        p. 103
     9-29-00                                                     


                           DR. MASON
               Given the nature of our work, we 
               can't ever be careful enough.  I 
               think we should review our security 
               procedures, perhaps upgrade them.

124   INT.  SCIENTISTS' CHAMBER - ETERNAL NIGHT                   124   

     COLE is facing the BOTANIST who's using a pointer to indicate 
     various fading photos and newspaper clippings tacked on the 
     wall.

                           BOTANIST
               Let's consider again our current 
               information -- if the symptoms were 
               first detected in Philadelphia on 
               June 28, 1995, that makes us know 
               that...?

                           COLE
               It was released in Philadelphia, 
               probably on June 14, 1995.

                           BOTANIST
               And it appeared sequentially after 
               that in...?

     With a quick glance at the panel of SCIENTISTS staring at 
     him from behind the long table, COLE replies like a good 
     pupil,

                           COLE
               San Francisco, New Orleans, Rio de 
               Janeiro, Rome, Kinshasa, Karachi, 
               Bangkok, then Peking.

                           BOTANIST
               Meaning...???

                           COLE
               That the virus was taken from 
               Philadelphia to San Francisco, then 
               to New Orleans, Rio de Janeiro, Rome, 
               Kinshasa, Karachi, Bangkok, then 
               Peking.

                           BOTANIST
               And your only goal is...???

                           COLE
               To find out where the virus is so a 
               qualified scientist can travel back
                           (MORE)

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                        p. 104
     9-29-00                                                     


                           COLE (CONT'D)
               into the past and study the original 
               virus.

                           BOTANIST
               So that...???

                           COLE

     Uh, so that a vaccine can be developed that will, uh, allow 
     mankind to reclaim the surface of the earth.

     COLE glances nervously at the suspicious SCIENTISTS as the 
     BOTANIST switches on a slide projector and projects...

     a magazine photo of wall graffiti:  "ATTENTION!!!  POLICE 
     ARE WATCHING!  IS THERE A VIRUS?  IS THIS THE SOURCE?  3 
     BILLION DIE?"

                           BOTANIST (O.S.)
               This is from a magazine printed in 
               late September, 1995.  The writer 
               speculated that this graffiti might 
               be related to the epidemic that by 
               that time had already killed thirty 
               million people world-wide and was 
               getting worse.  He says, certain 
               people, unnamed, were questioned, 
               but what came of that is not known.  
               But it is a clue you should pursue.

     COLE stares at the picture.

125   EXT.  FAA STOREFRONT - DAY                                  125   

     LOUD BANGING!  The storefront window, completely covered 
     with posters, quivers violently.  Images of MONKEYS covered 
     with electrodes, BABY SEALS being viciously clubbed, DOGS 
     jammed into tiny cages quiver as somebody beats on the window.  
     It's RAILLY.

                           RAILLY
               IS ANYBODY IN THERE?  HELLO?  IS 
               SOMEONE IN THERE?  IF YOU'RE IN THERE, 
               I NEED TO TALK TO YOU.

126   INT.  FAA STORE                                             126   

     JEFFREY, BEN, TEDDY, and two of JEFFREY'S youthful cohorts, 
     SANDY and KWESKIN, wait motionless beside a heap of cardboard 
     cartons as FALE peeks out the front window through a slit 
     between posters.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                        p. 105
     9-29-00                                                     


                           FALE
               It's the kidnap woman -- the one who 
               was with the guy who tied us up.

                           BEN
               What's she doing?

                           FALE
               She's drawing attention to us, that's 
               what she's doing. ... I don't know 
               what you're up to this time, Mason, 
               but you're gonna get us in deep shit!

                           JEFFREY
               Whine, whine, whine.  What about 
               walkie talkies?  We used to have 
               walkie talkies.

127   EXT.  FAA STOREFRONT                                        127   

     From littered doorways, DERELICTS sneak peeks at RAILLY as 
     she, seemingly mad, shakes the doorknob, then hammers on the 
     door.

                           RAILLY
               I SAW YOU!  I SAW SOMEONE MOVING.  I 
               KNOW YOU'RE IN THERE!

                           RASPY VOICE (O.S.)
               Secret experiments!

     RAILLY whirls, sees LOUIE, the raspy-voiced toothless 
     derelict.

                           LOUIE
               That's what they do -- secret weird 
               stuff!

                           RAILLY
               You!  I know you!

     But LOUIE is studying the pictures of the tortured animals 
     now.

                           LOUIE
               Not just on them.  Do 'em on people, 
               too -- down at the shelters.  Feed 
               'em chemicals 'n take pictures of 
               'em.

                           RAILLY
               Have you seen James Cole?  The man...?

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                        p. 106
     9-29-00                                                     


                           LOUIE
               They're watchin' you.  Takin' 
               pictures.

     RAILLY follows his look.

     ANGLE ON AN OLD CHEVY, parked across the street, the 
     PLAINCLOTHES COP slouched at the wheel, pretending to read a 
     newspaper.

                           RAILLY
               The police.  I know.  Listen, I need 
               to talk to James, but he has to be 
               careful how he contacts me.  He 
               mustn't get caught.  Do you understand 
               me?

                           LOUIS
               Uh, yeah, sure.  Uh...who's James?

                           RAILLY
               He was with me, he spoke to you.
               Several weeks ago.  He said you were 
               from the future...watching him.

     LOUIS gives her a look that says, "I'm outta here!"

     But just then, RAILLY spots two TEENAGE PUNKS surreptitiously 
     "tagging" their way along the street with cans of spray paint.

     RAILLY stares at the PUNKS.

128   INT.  FAA STORE                                             128   

     FALE watches JEFFREY go over a check list while KWESKIN, 
     SANDY, and TEDDY organize materials, and BEN peeks out the 
     small opening between posters at the front window.

                           JEFFREY
               You get the bolt cutters?

                           KWESKIN
               One dozen.  They're in the van.

                           FALE
               One dozen bolt cutters!  Whadda you 
               gonna do with one dozen bolt cutters?

                           JEFFREY
                    (grins)
               You really want to know?

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                        p. 107
     9-29-00                                                     


                           FALE
               No!  Absolutely not. Don't tell me 
               anything.

                           BEN
               Hey!  Do you know what she's doing?

     Everybody freezes, looking toward BEN, who's peeking outside.

     Then, except for JEFFREY, they all crowd around BEN to get a 
     look.

     POV THROUGH SLIT:  a glimpse of RAILLY, spray painting the 
     front of the store!

                           TEDDY
               What's it say?

                           BEN
               I can't see it.

                           JEFFREY
                    (erupting)
               WHY DON'T WE FORGET MY GODDAMN 
               PSYCHIATRIST AND DEAL WITH THE TASK 
               AT HAND.  THIS IS IMPORTANT.

                           FALE
                    (spinning around)
               Your psychiatrist?  Did you just 
               say, "your psychiatrist"?

                           JEFFREY
               Ex-psychiatrist!  Now, what about 
               flashlights?  How many flashlights...?

                           FALE
               That woman is...was...your...  
               psychiatrist?  And now she's spray-
               painting our building?

129   EXT.  FAA STOREFRONT/SECOND AVENUE                          129   

     ANGLE ON SLACK PLAINCLOTHES COP, across the street in the 
     CHEVY, amazed, watching RAILLY spray painting.  He shakes 
     his head wearily.

     ANGLE ON STREET TYPES, inching closer, watching RAILLY with 
     amazement, too.  They include... an IRISH DRUNK, white haired, 
     red-faced, bloated... a NATIVE AMERICAN with tormented eyes 
     and a mangled ear... an AFRICAN AMERICAN with one eye...  
     the TEENAGED PUNKS... a WHITE MAN, shabbily dressed, joining 
     the knot of ONLOOKERS, reacting at the sight of RAILLY.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                        p. 108
     9-29-00                                                     


     It's COLE!  He pushes toward her.

                           COLE
               Kathryn!

     RAILLY stops spraying, whips around at the sound of his VOICE.

                           RAILLY
               James!

     With a quick glance toward the PLAINCLOTHES COP, RAILLY takes 
     urgent charge of the situation.

                           RAILLY (CONT'D)
               James!  That's a policeman.  Pretend 
               you don't know me.  If he sees you...

                           COLE
                    (turning, looking)
               No, I want to turn myself in.  Where 
               is he?
                    (placing his hands on 
                    his head)
               Don't worry -- it's all okay now.  
               I'm not crazy any more!  I mean, I 
               am crazy, mentally divergent, 
               actually, but I know it now and I 
               want you to help me.  I want to get 
               well...

     ANGLE on RAILLY, desperately pulling COLE'S hands off his 
     head as she tries to block the COP'S view of COLE.

                           RAILLY
               James -- put your hands down and 
               listen to me.  Things have changed!

     ANGLE ON THE PLAINCLOTHES COP, checking the mug shot of COLE 
     on his clipboard, then reaching for his radio mike.

     ANGLE ON RAILLY, reacting to the COP speaking into his mike:  
     she tosses the spray paint can aside, grabs COLE and tries 
     to pull him along...but COLE isn't moving.  He's staring at 
     the front of the FAA Store with disbelief!

                           RAILLY (CONT'D)
               James, come on!  We have to get out 
               of here!

     COLE looks from the wall to the can rolling on the sidewalk, 
     then back to the wall where RAILLY has sprayed the huge words:

     ATTENTION!!!  POLICE ARE WATCHING!

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                        p. 109
     9-29-00                                                     


     IS THERE A VIRUS?  IS THIS THE SOURCE?  THREE BILLION DIE?

     It's the graffiti COLE saw in the future, in the picture!

                           COLE
               I've seen that...before.

     But RAILLY'S total attention is on their dilemma.

                           RAILLY
               James, trust me.  We're in terrible 
               trouble.  We have to run.

     Very confused, COLE lets her drag him along the sidewalk, 
     past ONLOOKERS.  She looks crazier than he does.

     ANGLE ON THE CHEVY, making a sudden, urgent u-turn, almost 
     colliding with a passing car.  BRAKES SQUEAL and a HORN 
     BLARES.

130   INT.  FAA STORE - DAY                                       130   

     ANGLE ON BEN, peeking out, reacting to the drama.

                           BEN
               Wow, a guy in a Chevy is chasing her 
               and some other guy I can't see.

                           FALE
               Hey, no problem, it's probably just 
               another kidnapping featuring Jeffrey's 
               shrink, pardon me, make that ex-
               shrink.
                    (indicating Jeffrey 
                    to the others)
               This is your leader, a certifiable 
               lunatic who told his former 
               psychiatrist all his plans for God 
               knows what whacko irresponsible 
               schemes, and now who knows what she's 
               painted out there on our wall?

                           JEFFREY
               WHO CARES WHAT PSYCHIATRISTS WRITE 
               ON WALLS?
                    (moves to Fale, jabs 
                    him with a finger)
               You think I told her about the Army 
               of the 12 Monkeys?  Impossible!  
               Know why, you pathetically ineffectual 
               and pusillanimous "pretend-friend-to-
               animals"?!
                           (MORE)

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                        p. 110
     9-29-00                                                     


                           JEFFREY (CONT'D)
               I'll tell you why:  because when I 
               had anything to do with her six years 
               ago, there was no such thing -- I 
               hadn't even thought of it yet!

                           FALE
                    (triumphant)
               Then how come she knows what's going 
               on?

     JEFFREY abruptly switches from rage to good humor, adopting 
     a supercilious smile and a patronizing tone.

                           JEFFREY
               Here's my theory on that.  While I 
               was institutionalized, my brain was 
               studied exhaustively in the guise of 
               mental health.  I was interrogated, 
               x-rayed, studied thoroughly.  Then, 
               everything about me was entered into 
               a computer where they created a model 
               of my mind.

     They all stare, mesmerized, at the strutting JEFFREY.  Is he 
     serious?  Is he crazy?  Doesn't matter -- he's charismatic.

                           JEFFREY (CONT'D)
               Then, using the computer model, they 
               generated every thought I could 
               possibly have in the next, say ten 
               years, which they then filtered 
               through a probability matrix to 
               determine everything I was going to 
               do in that period.  So you see, she 
               knew I was going to lead the Army of 
               the Twelve Monkeys into the pages of 
               history before it ever even occurred 
               to me.  She knows everything I'm 
               ever going to do before I know it 
               myself.  How about that?

     JEFFREY smiles smugly into FALE'S flabbergasted face.

                           JEFFREY (CONT'D)
               Now I have to get going -- do my 
               part.  You guys check all this stuff 
               out and load up the van.  Make sure 
               you have everything.  I'm outta here.

     JEFFREY exits.  The others stare at the door.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                        p. 111
     9-29-00                                                     


                           FALE
               He's seriously crazy -- you know 
               that.

131   EXT.  SKID ROW ALLEY - DAY                                  131   

     An overflowing dumpster squats near the mouth of an alley.

     The unmarked CHEVY crawls slowly past the alley, the 
     PLAINCLOTHES COP'S eyes searching everywhere.

     Trash stirs in the dumpster and RAILLY'S eyes peer up out of 
     the torn cardboard boxes, rotting food, and styrofoam litter.

     HER POV:  the POLICE CAR passes from view.

     ANGLE ON RAILLY, EMERGING FROM THE REFUSE, HISSING,

                           RAILLY
               James!  Come on.

     A confused COLE emerges from the opposite end of the dumpster, 
     bits of lettuce in his hair.

                           COLE
               I don't understand what we're doing.

                           RAILLY
                    (climbing out of the 
                    dumpster)
               We're avoiding the police until I 
               can....talk to you.

                           COLE
                    (climbing out after 
                    her)
               You mean, treat me?  Cure me?  
               Kathryn, those words on the wall -- 
               I've seen them before...  
               I...I...dreamed them.

     But she's not listening.  She's peeking out the alley 
     entrance.

     RAILLY'S POV:  across the street is a run-down skid row hotel, 
     THE GLOBE, ROOMS WEEKLY, DAILY.

132   INT.  GLOBE HOTEL/LOBBY - MINUTES LATER                     132   

     The DESK CLERK, an old alkie who hates trouble but finds it 
     often, stares across the counter suspiciously at RAILLY and 
     COLE.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                        p. 112
     9-29-00                                                     


                           DESK CLERK
               Twenty five bucks an hour.

                           RAILLY
               An hour?!

                           DESK CLERK
               You want quarter hours, go someplace 
               else.

                           RAILLY
                    (catches on, pulls 
                    out her last bills)
               Here's ninety eight.  For the night.  
               Deal?

     The DESK CLERK squints warily at this turn of events.  Then, 
     he turns, gets a key, turns back and hands it to her.

                           DESK CLERK
               Forty four.  Fourth floor, turn right.  
               Elevator's busted.

     RAILLY turns, COLE follows, and they walk quickly to the 
     stairs passing the stares of gloomy RESIDENTS sitting on 
     torn sofas chairs in front of an old TV with hideous color.

     ANGLE ON THE DESK CLERK, watching RAILLY and COLE climb 
     stairs.  As they disappear from view, he picks up the phone, 
     punches a number, speaks into the phone.

                           DESK CLERK (CONT'D)
               Tommy?  This is Charlie at the Globe.  
               You know if Wallace has a new girl?  
               Sort of a rookie type?  Blonde?

133   INT. GLOBE HOTEL ROOM 44 - MINUTES LATER (DAY)              133   

     COLE sits on the lumpy bed in the dingy room, watching RAILLY 
     pace back and forth like a mad woman.

                           RAILLY
               Okay...you were standing there looking 
               at the moon...you were eating grass...  
               then what?

                           COLE
               I thought I was in...prison again.

                           RAILLY
               Just like that?  You were in prison?

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                        p. 113
     9-29-00                                                     


                           COLE
               No, not really.  It's...it's in my 
               mind.  Like you said.

                           RAILLY
               You disappeared!  One minute you 
               were there, the next minute you were 
               gone.  Did you run through the woods?

                           COLE
               I don't know -- I don't remember.

                           RAILLY
               The boy in the well.  How did you 
               know that was just a hoax?

                           COLE
               It was?  I didn't...know.

                           RAILLY
               James, you said he was hiding in the 
               barn...

                           COLE
               I think I saw a TV show like that 
               when I was a kid.  Where a boy...

                           RAILLY
               IT WASN'T A TV SHOW!  IT WAS REAL!

     COLE looks at her.  She's really upset.

                           COLE
               Well, maybe that kid saw the same TV 
               show and copied it.  Listen, you 
               were right, it's all in my head.  
               I'm mentally ill, I imagine all that 
               stuff.  I know they're not real, I 
               can trick them, make them do what I 
               want.  I just worked on them in my 
               head and I got back here.  I can get 
               better.  I can stay here.

     RAILLY pulls a photo from her purse, shows it to COLE.

     It's the uncropped picture from her book, the photo of JOSE 
     in WWI with a fuzzy image of COLE on the edge of the frame,

                           RAILLY
               What does this mean to you?

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                        p. 114
     9-29-00                                                     


                           COLE
               ...I had a dream about...something 
               like that.

                           RAILLY
               You had a bullet from World War One 
               in your leg, James!  How did it get 
               there?

                           COLE
               You said I had delusions -- that I 
               created a world -- you said you could 
               explain everything...

                           RAILLY
               Well, I can't. ... I mean...I'm trying 
               to.  I can't believe that everything 
               we do or say has already happened, 
               that we can't change what's going to 
               happen, that I'm one of the three 
               billion people who are going to 
               die...soon.

     COLE stands, moves close to her.

                           COLE
               I want to be here.  In this time.  
               With you.  I want to become...become 
               a whole person.  I want this to be 
               the present.  I want the future to 
               be unknown.

                           RAILLY
                    (sudden hopeful idea!)
               James...do you remember...six years 
               ago...you had a phone number!  You 
               tried to call and...

     WHAM!  The door flies open, kicked violently, the flimsy 
     lock not holding.  A menacing figure stands in the doorway.  
     WALLACE.  A wiry biker-type with jail house tattoos and mean 
     eyes.

     COLE and RAILLY are too stunned to say anything as WALLACE 
     looks them over coldly, insolently, then advances on RAILLY.

                           WALLACE
               This is my territory, bitch!

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                        p. 115
     9-29-00                                                     


                           COLE
                    (confused, turns to 
                    Railly)
               Is this real -- or is this one of my 
               delusions?

                           RAILLY
               This is definitely real:
                    (to Wallace)
               Excuse me, I think we have a little 
               misunderstanding here...

     WALLACE smashes RAILLY in the face.  She flies back against 
     the wall and onto the floor as WALLACE spins around to COLE 
     who is stepping toward him, but WALLACE is now holding a 
     knife.

                           WALLACE
               What're you -- some kind of tough 
               guy?  You wanna be a hero?  You gonna 
               try and mess with me?  Come on...

     A beat.  COLE puts his hands up placatingly as he backs around 
     WALLACE and moves to RAILLY, whose eye is already swelling.

                           WALLACE (CONT'D)
               Now that's a smart boy.  But you, 
               honey, you think you can go 'round 
               me and peddle your fancy ass in this 
               part of town, you bet your life we 
               got what I would call a major goddamn 
               misunderstandin'.

     RAILLY reaches a hand up to COLE for assistance, but, he 
     grabs her purse instead, swings it around, SMASHES WALLACE 
     in the face with it, then grabs the pimp's arm and SNAPS it 
     like it was a twig!  The knife clatters to the floor as 
     WALLACE yelps in pain and COLE slams him to the floor, 
     straddles his chest, retrieves the near-by knife, and presses 
     it sharply against WALLACE'S neck.

                           RAILLY
               JAMES -- DON'T!

     COLE hesitates.

                           WALLACE
                    (eyes bulging)
               You...heard...her.  Don't do it, 
               man.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                        p. 116
     9-29-00                                                     


                           RAILLY
                    (gets up, looks around)
               Put him in the closet, ... But get 
               his money first.

                           COLE
                    (amazed)
               You want me to rob him?

                           RAILLY
               I...I...We need cash, James.

     A shadow.  RAILLY turns toward the door and glimpses a FACE 
     disappearing, then hears SHOUTS from the hallway...

                           SHOUTS (O.S.)
               They're killing him!  Call the cops.

     Being very careful not to move his neck, WALLACE reaches 
     into his pocket and produces a thick roll of bills, which 
     RAILLY grabs.

                           WALLACE
               You two are crazy.  I got friends.  
               You put me in a closet, they're gonna 
               be really pissed.

     COLE moves off Wallace and, keeping the knife close, yanks 
     him to his teeth while RAILLY hurries to the window and looks 
     out.

     HER POV:  A fire escape leads down into an alley.

     RAILLY turns just in time to see COLE shove WALLACE into the 
     bathroom, follow him in, slam the door behind them, and LOCK 
     it.

                           RAILLY
               James, no!

134   INT.  BATHROOM                                              134   

                           RAILLY'S VOICE
                    (from the other room, 
                    rattling the door 
                    knob)
               James, what are you doing?

     WALLACE cowers back against the shower stall.

                           WALLACE
               I have friends, man -- if you cut 
               me...

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                        p. 117
     9-29-00                                                     


     WALLACE breaks off, bug-eyed, reacting to something we don't 
     see!

                           WALLACE (CONT'D)
               What...the...fuck..are you doing???

135   INT.  GLOBE MOTEL ROOM                                      135   

     RAILLY is pounding on the bathroom door now as, suddenly, it 
     opens and COLE steps out, the knife in his right hand, 
     dripping with blood.

                           RAILLY
               Oh, my God, James.  Did you kill 
               him?

     COLE shakes his head "no" as blood oozes from his mouth.

                           COLE
               Just...just in case.  In case I'm 
               not crazy...
                    (holds up two bloody 
                    molars)
               That's how they find us.  By our 
               teeth.
                    (a beat, eye contact)
               I don't want them to find me.  Ever.  
               I don't want to go back.

     RAILLY's astonishment turns to emotion as it dawns on her 
     the choice he's made.  Given up the future (if it exists, 
     and it's looking like it does)!  Risking his life to be with 
     her!  For this brief time!  She's overwhelmed, lips trembling, 
     tears welling in her eyes.  But just then, the SOUNDS of 
     SHOUTS and feet THUNDERING up the stairs snap her back to 
     reality.

136   INT.  STAIRWELL/GLOBE HOTEL                                 136   

     COPS' boots THUNDER up the stairwell.

137   INT.  ROOM 44/GLOBE HOTEL                                   137   

     In between nervous glances toward the door, RAILLY supervises 
     as COLE obediently blocks the bathroom door with the bureau.

                           RAILLY
               Push it tight!

                           WALLACE'S VOICE
                    (from the bathroom)
               NO PROBLEM!  I'LL JUST STAY IN HERE!  
               DON'T WORRY ABOUT ME.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                        p. 118
     9-29-00                                                     


138   INT. 4TH FLOOR HALLWAY/GLOBE HOTEL                          138   

     POLICE OFFICERS, led by the PLAINCLOTHES COP, make a cautious 
     entrance onto the 4th floor, guns drawn.

     Seedy HOTEL RESIDENTS point to Room 44, then cower back into 
     their doorways.

139   EXT.  GLOBE HOTEL FIRE ESCAPE/ALLEY - DAY                   139   

     COLE and RAILLY clatter down the fire-escape, COLE in the 
     lead.

     They come to the end of the metal stairway.  It's a long 
     distance to the ground.  COLE jumps down, turns, reaches up 
     to her.

     She lets herself down to him.  Their eyes meet.  He holds 
     her in his arms for a moment.  Then, reluctantly, he puts 
     her down.

     They start running down the alley.

140   INT.  GLOBE HOTEL FOURTH FLOOR - DAY                        140   

     The PLAINCLOTHES COP has his pistol out, his back to the 
     wall alongside the open doorway to Room 44.  The UNIFORMED 
     OFFICERS are backing him up, weapons drawn.

                           PLAINCLOTHES COP
               POLICE!  THROW YOUR WEAPONS OUT AND 
               COME OUTTA THERE!

     No response.

141   INT.  GLOBE HOTEL ROOM                                      141   

     The PLAINCLOTHES COP charges into the room in a crouch, pistol 
     extended in both hands.  He pans the gun around the empty 
     room.

     HIS POV:  the open window...the blood on the floor.

                           WALLACE'S VOICE
                    (from the bathroom)
               HEY!  ZAT THE POLICE!  I'M AN INNOCENT 
               VICTIM IN HERE!  I WAS ATTACKED BY A 
               COKED-UP WHORE AND A CRAZY DENTIST!

142   EXT.  BUS STOP/DOWNTOWN - LATE AFTERNOON                    142   

     A city bus disgorges a stream of PASSENGERS at a stop in the 
     toney downtown shopping district.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                        p. 119
     9-29-00                                                     


     Among them, RAILLY looks furtively left and right, COLE on 
     her heels.  She's hidden her bruised eye behind sun glasses; 
     he's holding a bloody handkerchief to his mouth.

     As he steps to the sidewalk, COLE is overwhelmed by the 
     bustling city, the tall downtown buildings.  His eyes go up.

     COLE'S POV:  a building, towering toward the sky.  A building 
     with a ledge.  The same ledge the lion prowled in the 
     future!!!

     ANGLE ON COLE, shaken, as RAILLY ushers him into the recessed 
     entrance to a store.

                           RAILLY
               Wait here.  I'm going to try that 
               phone number.  Let's hope it's 
               nothing!

     Dazed by his experience and the flow of SHOPPERS, COLE watches 
     her hurry to a pay phone twenty yards away, his view of her 
     made intermittent by PEDESTRIANS streaming past him, their 
     FACES looming frighteningly close.

     A BUSINESSMAN jostles COLE, forcing him back against the 
     display window.  Turning, he faces the angry jaws of a BEAR 
     only inches away Recovering from a jolt of terror, COLE 
     realizes the BEAR is a life-size toy in the display window.  
     Relieved, he looks back at RAILLY.

     COLE'S POV:  RAILLY, well out of earshot, speaking earnestly 
     into the phone.

     ANGLE ON COLE, startled, as a BUSINESSMAN, mistaking him for 
     a panhandler, shoves a dollar into his hand.  Confused, COLE 
     stares at the dollar, then turns to say something to the 
     retreating BUSINESSMAN, but just then he sees RAILLY rushing 
     toward him, eyes sparkling with happiness, LAUGHING, 
     ebullient.

                           RAILLY (CONT'D)
               James!  James!  It's okay.  We're 
               insane!  We're crazy!

     COLE doesn't know how to respond, but a PASSERBY gives them 
     a look.

                           RAILLY (CONT'D)
               It's a Carpet Cleaning Company...

                           COLE
               A Carpet Cleaning Company?

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                        p. 120
     9-29-00                                                     


                           RAILLY
                    (laughing)
               No superiors!  No scientists.  No 
               people from the future.  It's just a 
               Carpet Cleaning Company.  They have 
               voice mail -- you leave a message 
               telling them when you want your carpet 
               cleaned.

                           COLE
               You... you left them a message?

                           RAILLY
                    (impishly)
               I couldn't resist.  I was so relieved.  
               Wait'll they hear this nutty woman 
               telling them...they better watch out 
               for the Army of the Twelve Monkeys...

     Looking at her laughing face, COLE is struck with horror as 
     he realizes the truth!  He starts to recite...

                           COLE
               "The Army of the Twelve Monkeys -- 
               they're the ones who are going to do 
               it.  I can't do anything more.  The 
               police are watching me."

     Now she's stunned.  She glances back and sees the phone booth 
     twenty yards away.

                           RAILLY
               You... you couldn't have heard me.

                           COLE
               They got your message, Kathryn.  
               They played it for me.  It was a bad 
               recording...distorted.  I didn't 
               recognize your voice.

     RAILLY'S eyes fill with horror as she grasps the meaning.

     ANGLE ON A UNIFORMED COP, STARING OUT THE WINDOW OF A POLICE

     CRUISER as it inches along in the bumper to bumper traffic.

     Noticing something, he reaches for his radio.

     ANGLE ON RAILLY, spotting the CRUISER, grabbing COLE, pulling 
     him into the CROWD.

                           RAILLY
               Come on.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                        p. 121
     9-29-00                                                     


143   INT.  DEPARTMENT STORE/MEN'S DEPARTMENT - 6:00 PM           143   

     RAILLY, whose sun glasses don't really hide her bruised eye, 
     adds a man's Hawaiian shirt to the pile of other men's things 
     heaped on a counter in front of a very suspicious CLERK.

                           RAILLY
               And this.
                    (turning)
               Anything else?

     But COLE'S not here.  He's a short distance away...staring.

     COLE'S POV:  aisle after aisle of eager shoppers and a bounty 
     of brand new consumer goods.

     ANGLE ON COLE, remembering another department store, dark 
     and full of moldering merchandise.

     ANGLE ON RAILLY, turning again to the CLERK.

                           RAILLY (CONT'D)
               I guess that's it.

                           CLERK
               Shall I put this on your account, 
               Ma'am?

                           RAILLY
                    (producing Wallace's 
                    roll of bills)
               No -- I'll pay cash.

     The CLERK stares at the huge roll of bills!

                           RAILLY (CONT'D)
               What floor are the wigs on, please?

144   EXT.  PEST CONTROL VAN - NIGHT                              144   

     Surrounded by stripped and abandoned vehicles, the VAN, with 
     a PEST CONTROL logo on its side, is parked on a trash-littered 
     street beside the massive pillars of a towering freeway.

145   INT.  PARKED PEST CONTROL VAN                               145   

     The VAN is packed with SIX ACTIVISTS, SANDY and KWESKIN among 
     them, all wearing black.  Some of them have climbing gear, 
     tool belts, all sorts of paraphernalia.  KWESKIN is telling 
     his story.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                        p. 122
     9-29-00                                                     


                           KWESKIN
               So then he goes into this incredible 
               riff about how his shrink, like, 
               replicated his brain while he was in 
               the nut house.  Turned it into a 
               computer.

                           WELLER
               And Fale believed it?

                           KWESKIN
               Oh, you know Fale!  He's like, "If 
               you guys get nailed -- and I'm sure 
               you will -- I never saw you before 
               in nay life!"

     LAUGHTER from all of them.  Then, there's a sharp, rhythmic 
     series of RAPS on the side door, a signal.

     POPE quickly slides the door open.  It's JEFFREY...grinning.

     Three other activists, GOINES, ICHIOKA, and BRUHNS, stagger 
     out of the darkness behind JEFFREY, lugging a huge, squirming 
     GARBAGE BAG.

     The van occupants react with murmurs of "Awwwwwright" and 
     "Far out", then they help maneuver the writhing bag into the 
     van.

     Then, JEFFREY and the other three scramble in, too.

                           JEFFREY
               Let's do it!

146   EXT.  VAN/FREEWAY                                           146   

     The PEST CONTROL VAN lumbers up a ramp and onto the freeway.

147   INT.  PEST CONTROL VAN/MOVING                               147   

     The GARBAGE BAG squirms and grunts as JEFFREY holds a map 
     under a flashlight and goes over "the plan" with the other 
     ACTIVISTS.

                           JEFFREY
               Okay, that's Stage One.  In Stage 
               Two, Monkey Four is over here...

     A loud GROAN from the bag distracts the others.

                           GOINES
               What's the harm in opening the bag?  
               His eyes are taped.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                        p. 123
     9-29-00                                                     


                           SANDY
               Yeah, it's cruel leaving him like 
               that.

                           JEFFREY
               Ah, but cruelty is his specialty.

                           ICHIOKA
               So why should we be like him?

     Shrugging cheerfully, JEFFREY tears open the garbage bag 
     revealing DR. MASON, trussed up, duct tape covering his eyes 
     and mouth.

                           JEFFREY
               Want the full effect?

     Grinning wickedly, JEFFREY rips the tape from his father's 
     mouth.

                           DR. MASON
               Jeffrey?  I know it's you, Jeffrey.  
               I recognize your voice.

     JEFFREY puts his finger to his lips, silencing everyone.

                           DR. MASON (CONT'D)
               JEFFREY???  ... Very well.  You're 
               out of your mind, Jeffrey.  I know 
               all about your insane plan.  That 
               woman -- your psychiatrist -- she 
               told me.

     JEFFREY raises his eyebrows.  This he hadn't expected.

                           DR. MASON (CONT'D)
               I didn't believe her -- it seemed 
               too crazy even for you.  But, just 
               in case, I took steps to make sure 
               you couldn't do it.  I took myself 
               out of the loop!  I don't have the 
               code any more.  I don't have access 
               to the virus.  So, go ahead -- torture 
               me, but you can't extract anything 
               of use to yourself.

     The ACTIVISTS are all exchanging puzzled looks.

                           JEFFREY
               What...virus?

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                        p. 124
     9-29-00                                                     


                           DR. MASON
                    (spins his head toward 
                    Jeffrey)
               She knew about it, Jeffrey.  She 
               knew you were going to try this.

                           JEFFREY
               What virus are we talking about, 
               Dad?

                           DR. MASON
               You're insane, Jeffrey.

                           JEFFREY
               You "develop" viruses and you're 
               calling me insane?  Typical.  What 
               does this virus attack?  Don't tell 
               me, you sick fuck, it doesn't matter.
                    (to the others)
               Have I ever "developed" a virus?  Do 
               I put helpless animals in cages and 
               measure their reactions to electrical 
               stimuli?  Do I inject radioactive 
               substances into living creatures and 
               examine their bowel movements?  Wow!  
               And I'm crazy!

                           DR. MASON
               Please tell me, Jeffrey, what exactly 
               are you going to do?  I don't have 
               to tell you I'm afraid.

                           JEFFREY
               THIS IS A FUCKING EXPERIMENT!  YOU'RE 
               OUR HELPLESS LITTLE TEST ANIMAL, 
               DADDY.  GOT THAT?  NOW -- WHAT FUCKING 
               VIRUS HAVE YOU COME UP WITH, YOU 
               DEMENTED FUCKING MANIAC?

148   INT.  MOVIE SCREEN/THEATER - NIGHT                          148   

     Spooky BERNARD HERRMAN MUSIC, giant redwoods looming skyward.

     It's DAYTIME in Muir Woods.  SCOTTY (JAMES STEWART) AND 
     MADELINE (KIM NOVAK) walk toward a display of a cross cut 
     section of a redwood tree.  We're watching Hitchcock's 
     VERTIGO.

                           SCOTTY
                    (up on the screen)
               Here's a cross section of one of the 
               old trees that's been cut down.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                        p. 125
     9-29-00                                                     


     They look at the lines of the tree marked with cards that 
     say, "BIRTH OF CHRIST", "DISCOVERY OF AMERICA", "MAGNA CARTA 
     SIGNED", "1066 - BATTLE OF HASTINGS", and "1930 TREE CUT 
     DOWN".

     ANGLE ON THE THEATER AUDIENCE, empty seats dimly visible in 
     the flickering light, a few shadowy MOVIEGOERS scattered 
     here and there.

     ANGLE ON THE SCREEN, MADELINE pointing, saying with profound 
     melancholy.

                           MADELINE
                    (up on the screen)
               Somewhere in here I was born.  And 
               here -- I die.  There's only a moment 
               for you.  You don't notice.

     ANGLE ON THE AUDIENCE, a shadowy COUPLE near the back of the 
     theater.  WE CAN'T REALLY SEE THEM, but we recognize their 
     VOICES

                           RAILLY
               Here, let me help you.

     The theater is briefly illuminated by a very bright scene on 
     the screen, revealing enough of COLE and RAILLY for us to 
     see she's doing something to his upper lip while he tries to 
     watch the movie.

                           COLE
               I think I've seen this movie before.  
               When I was a kid.  It was on TV.

                           RAILLY
                    (fussing with his 
                    upper lip)
               Shh -- don't talk.  Hold still.

                           COLE
                    (moving his head to 
                    see the film)
               I have seen it, but I don't remember 
               this part.  Funny, it's like what's 
               happening to us, like the past.  The 
               movie never changes -- it can't change -- 
               but everytime you see it, it seems 
               to be different because you're 
               different -- you notice different 
               things.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                        p. 126
     9-29-00                                                     


                           RAILLY
               If we can't change anything...because 
               it's already happened, then we ought 
               to at least smell the flowers.

                           COLE
               Flowers!  What flowers?

     From the darkness, a MOVIE PATRON makes a SSSSHHHHH shound.

                           RAILLY
                    (whispering)
               It's an expression.  Here...

     She's pulling something from a shopping bag at her feet, 
     placing it on COLE'S head, adjusting it...

                           COLE
               Why are we doing this?

                           RAILLY
               So we can stick our heads out the 
               window and feel the wind and listen 
               to the music.  So we can appreciate 
               what we have while we have it.  
               Forgive me, psychiatrists don't cry.

     There are tears in her eyes.  They discomfit COLE.

                           COLE
               But maybe I'm wrong.  Maybe you're 
               wrong.  Maybe we're both crazy.

                           RAILLY
               In a few weeks, it will have started 
               or it won't.  If there are still 
               baseball games and traffic jams, 
               armed robberies and boring TV shows -- 
               we'll be so happy, we'll be glad to 
               turn ourselves in to the police.

                           SHADOWY MOVIEGOER
               SHHHHHHH

                           COLE
                    (whispers)
               Where can we hide for a few weeks?

     ANGLE ON THE SCREEN, where SCOTTY and MADELINE are in the 
     foreground, the OCEAN behind them.

                           RAILLY
               You said you'd never seen the ocean...

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                        p. 127
     9-29-00                                                     


149   EXT.  GORILLA'S PEN/ZOO - NIGHT                             149   

     CLOSE ON A GORILLA, by moonlight, angry, a true nightmare 
     vision.

     URGENT WHISPERS off screen, RUSTLING SOUNDS.  Then, METAL ON 
     METAL.

     Only now are we aware that the GORILLA is in an outdoor zoo 
     pen with phony rocks.  Stalking back and forth.  Huge.  Upset.

     CLANK.  CLANK.  METAL ON METAL.  GRUNTS of effort, then, DR. 
     MASON'S VOICE, plaintive, frightened.

                           DR. MASON'S VOICE (O.S.)
               What are you doing to me?  Where are 
               we?  Jeffrey, please...

                           SANDY'S VOICE (O.S.)
               For God's sake, put the tape back on 
               his mouth!

     The GORILLA bellows angrily, beating his chest.

                           JEFFREY'S VOICE (O.S.)
               Forget the tape.  The monkey's louder 
               than he is.  You gonna tape the 
               monkey's mouth?

150   EXT.  PANTHERS' PEN/ZOO - NIGHT                             150   

     Under the full moon, PANTHERS pace back and forth, back and 
     forth, uttering ominous guttural SNARLS.

151   EXT.  LION'S PEN/ZOO                                        151   

     The KING OF BEASTS gives a deep, fierce ROAR.  From the 
     darkness, unseen ELEPHANTS TRUMPET their response.

152   EXT.  AVIARIES/ZOO                                          152   

     A PANDEMONIUM of WINGS RUSTLING, the sharp metallic CLINKING 
     of metal on metal, the MUTTER of HUMAN VOICES, then a 
     cacophonous CRESCENDO of frenzied SCREECHING as PARROTS, 
     COCKATOOS and other EXOTIC BIRDS careen madly in their cages.

153   INT.  MOVIE THEATER AUDITORIUM                              153   

     CLOSE ON COLE, dozing fitfully, as the SOUNDS of SCREAMING 
     BIRDS continue.  Suddenly, he comes awake with a start...sees 
     the movie filling his field of vision.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                        p. 128
     9-29-00                                                     


     HIS POV:  the MOVIE SCREEN.  TIPPI HEDRIN, overwhelmed by 
     screeching BIRDS in an attic in Hitchcock's THE BIRDS.

     ANGLE ON COLE, orienting himself, looking around.  Empty 
     seats on both sides of him.  He's alone.  He panics.

                           COLE
               Kathryn?!

154   INT.  THEATER LOBBY                                         154   

     A lobby poster boasts "Classics 24 Hours A Day" and "Hitchcock 
     Festival".  PANNING OFF the poster, passing a SNORING USHER, 
     dead to the world in an old velvet chair, WE DISCOVER a 
     BRUNETTE in a tight dress, just hanging up the lobby pay 
     phone.  Turning, she reveals heavy make-up, gaudy costume 
     jewelry, and sun glasses.

     She's the BRUNETTE in COLE'S DREAM!  Crossing the lobby toward 
     the auditorium, it's a pleasure to watch her nice body 
     undulate in the tight dress.

     Just then, the auditorium doors burst open and a BLONDE MAN 
     in a Hawaiian shirt appears, the man from COLE'S DREAM, except 
     this man's moustache is fixed firmly on his upper lip.  The 
     BLONDE MAN stops, stunned at the sight of the BRUNETTE.

                           BRUNETTE
               We're booked on a 9:30 flight to Key 
               West.

     The Brunette is RAILLY, no longer the frazzled professional, 
     revealed now by her disguise as a sexy babe.  The Blonde Man 
     is COLE!  He's confused.

                           COLE
               You were in my dream just now.  I 
               didn't recognize you.

                           RAILLY
               Well, you look pretty different, 
               too.

                           COLE
               I mean in my dream -- I didn't realize 
               it was you.  Then...I woke up and 
               I...I thought you were gone.

                           RAILLY
                    (studies him seriously)
               I remember you...like this.  I feel 
               I've known you before.  I feel I've 
               always known you.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                        p. 129
     9-29-00                                                     


     Their eyes lock.  Suddenly, she backs up, gently maneuvering 
     him with her, past the sleeping USHER, to and through an 
     unlocked, unmarked door, then closing it behind them.

155   INT.  STORAGE ROOM/MOVIE THEATER                            155   

     RAILLY and COLE are in a dimly lit cluttered storage room.  
     She kisses him hungrily amid the brooms, plastic trash 
     barrels, other janitorial items.  COLE responds to her passion 
     as they move deeper into the room, its walls covered with 
     old movie posters.

     Tearing at each other's clothes, they collapse on a rolled 
     theater curtain among stacks of ancient theater seats.

156   EXT.  SUBURBS - DAWN                                        156   

     The red rim of the rising sun is just becoming visible beyond 
     the silhouetted roofs of an upper middle-class suburban 
     neighborhood.

     The early light is so vague that when a huge SIBERIAN TIGER 
     pads across a neatly-trimmed lawn, he's more a shadowy vision 
     than reality.  Did we really see him at all?

157   EXT.  CONSTRUCTION SITE - DAWN                              157   

     The rising sun flares behind the towering silhouette of an 
     unfinished building, deserted in the early morning light.  
     High up, a MONKEY his head around a girder.

     Four stories below, other MONKEYS are climbing.

158   EXT.  SHOPPING MALL - DAWN                                  158   

     Deserted in the first light of dawn, the stores face each 
     other across a broad promenade with blank staring windows.

     Nothing happens.  For a long moment.  Then, an AFRICAN BULL 
     ELEPHANT appears, turning the corner, lumbering toward us 
     along the promenade, raising his trunk to TRUMPET triumphantly 
     to the other ELEPHANTS trotting into view behind him.

159   INT.  TAXICAB/CITY STREETS - EARLY MORNING                  159   

     A fiftyish WOMAN CABBIE with white hair and a Southern twang 
     is at the wheel of the cab.

                           WOMAN CABBLE
               What time's your flight, friends?

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                        p. 130
     9-29-00                                                     


     In the back seat, COLE, in the blonde wig and moustache, 
     looks to his companion, the sexy babe in sun glasses and 
     heavy make-up, RAILLY.

                           RAILLY
               Nine thirty

                           WOMAN CABBIE
               Might be tight.

                           RAILLY
                    (startled, checks her 
                    watch)
               Tight?  My watch says 7:30.

                           WOMAN CABBIE
               On your normal mornin', okay, plenty 
               a time, but today, gotta take inta 
               account your Army-of-the-Twelve-
               Monkeys factor.

                           RAILLY
               What?  What did you say?

                           WOMAN CABBIE
               Twelve Monkeys, honey.  Guess you 
               folks didn't turn on your radio this 
               morning.

     COLE and RAILLY exchange a quick look.

                           WOMAN CABBIE (CONT'D)
               Bunch a weirdoes let all the animals 
               outta the zoo last night.  Then they 
               locked up this big shot scientist in 
               one of the cages.  Scientist's own 
               kid was one a the ones did it!

     RAILLY and COLE stare at the cabbie, stunned.

                           WOMAN CABBIE (CONT'D)
               Now they got animals all over the 
               place.  Buncha zebras shut down the 
               thruway 'bout an hour ago and some 
               kinda thing called an "e-mu" it's 
               got traffic blocked for miles over 
               on 22.

     Flabbergasted, RAILLY'S eyes suddenly fill with hope.

                           RAILLY
               That's what they were up to!  Freeing 
               animals!

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                        p. 131
     9-29-00                                                     


                           COLE
               On the walls -- they meant the animals 
               when they said, "We did it."

                           WOMAN CABBIE
               You can hear it on the radio all the 
               stations...

     As the WOMAN CAEBIE switches on the RADIO, RAILLY points and 
     COLE follows her look.

     COLE'S POV:  two CHEETAHS, sleek and magnificent against the 
     cityscape, streaking past the cab at ninety mph!

                           ANNOUNCER/RADIO (O.S.)
               In the meantime, numerous animal 
               rights activists have joined the 
               chorus condemning what they're calling 
               the "loose canon" activities of 
               Jeffrey Mason and his Army of the 
               Twelve Monkeys.

                           RIGHTS ACTIVIST/RADIO (O.S.)
               Can these fools seriously believe 
               that releasing a captive animal into 
               an urban environment is being 
               compassionate to the animal?  It's 
               mindlessly cruel, almost as 
               indefensible as holding the animal 
               in captivity in the first place.

     RAILLY and COLE are watching FLAMINGOS cross the sky against 
     a backdrop of skyscrapers in silhouette.

                           RAILLY
               Maybe it's going to be okay.

160   INT.  TICKET COUNTER/AIRPORT TERMINAL - MORNING             160   

     CLOSE ON copies of the mug shot of COLE and a photo of RAILLY 
     while the airport P.A. SYSTEM DRONES in the b.g..

     REVEAL a DETECTIVE, giving the flyers to the uniformed 
     SUPERVISOR at one end of the ticket counter.

                           DETECTIVE
               Tell your people if they spot either 
               one of them, not to try and apprehend 
               then.  They should notify us and...

     ANGLE ON RAILLY AND COLE, thirty yards away, entering the 
     terminal.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                        p. 132
     9-29-00                                                     


                           P.A. SYSTEM
               -- Flight 531 for Chicago is now 
               ready for boarding at Gate Seventeen.

     ANGLE ON COLE, reacting to the P.A., stopping, seeing the 
     bustling airport lobby.

                           COLE
               I know this place! ... This is my 
               dream.

                           RAILLY
               Airports all look the same.  Maybe 
               it's...
                    (turning, reacting)
               James!  Your moustache!  It's 
               slipping.

     But COLE isn't listening.  He's looking around, mesmerized.

                           COLE
               It's not just my dream.  I was 
               actually here!  I remember now.  My 
               parents brought me to meet my uncle.  
               About a week or two before...before... 
               before everybody started dying.

     RAILLY glances around nervously.

     RAILLY'S POV:  two UNIFORMED POLICEMEN, strolling through 
     the lobby, their eyes scanning the faces of TRAVELERS.

     ANGLE ON RAILLY, pulling a small tube from her purse.

                           RAILLY
               They may be looking for us, James.
                    (placing the tube in 
                    his hand)
               Use this.  You can fix it in the 
               Men's Room.

                           COLE
                    (confounded)
               I was here...as a kid.  I think you 
               were here, too.  But you...looked 
               just like you look now.

                           RAILLY
                    (getting desperate)
               James, if we're identified, they're 
               going to send us someplace... but 
               not to Key West!

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                        p. 133
     9-29-00                                                     


                           COLE
                    (snaps out of it, 
                    hand to moustache)
               Right!  You're right.  I have to fix 
               this.

                           RAILLY
                    (indicating a sign)
               I'll get the tickets and meet you... 
               in the Gift Shop.

     COLE follows her look, nods, then heads for the Men's Room 
     as RAILLY, in sun glasses, gaudy outfit, high heels, starts 
     clip clopping toward the ticket counter, her ass attracting 
     admiring glances.

161   INT.  TELEPHONES/LOBBY - DAY                                161   

     BUSINESS TRAVELERS huddle over pay phones, talking earnestly, 
     as COLE walks past on his way to the Men's Room.

     Seeing an unoccupied phone, COLE hesitates, considers it.  
     Coming to a decision, he reaches into his pocket, pulls out 
     some change.

162   INT. TICKET COUNTER/TERMINAL                                162   

     CLOSE ON the flyer of COLE and RAILLY taped under the counter, 
     hidden from the customers, but in clear view of the TICKET 
     AGENT who has just finished serving a PORTLY GENTLEMAN.  The 
     GENTLEMAN walks away.

     ANGLE ON RAILLY, stepping up to the counter, smiling, looking 
     nothing like the Railly on the flyer.

                           RAILLY
               Judy Simmons.  I have reservations 
               for Key West.

163   INT. PAY PHONES/TERMINAL                                    163   

     COLE is speaking into the phone very low, very private, very 
     intense.

                           COLE
               Listen, I don't know whether you're 
               there or not.  Maybe you just clean 
               carpets.  If you do, you're lucky -- 
               you're gonna live a long, happy life.  
               But if you other guys exist and you're 
               picking this up -- forget about the     
               Army of The Twelve Monkeys -- they
                           (MORE)

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                        p. 134
     9-29-00                                                     


                           COLE (CONT'D)
               didn't do it.  It was a mistake'  
               Someone else did it.  The Army of 
               The Twelve Monkeys are just dumb 
               kids playing revolutionaries.  It 
               was someone else!

     COLE looks around nervously, catches a BUSINESSMAN at the 
     next phone looking away quickly.  COLE touches his loose 
     moustache as he averts his face and speaks into the phone in 
     an urgent whisper.

                           COLE (CONT'D)
               I've done my job.  I did what you 
               wanted.  Good luck.  I'm not coming 
               back!

     COLE hangs up the phone, looks around, catches a few stares.

     Averting his face, he heads for the Men's Room.

164   INT.  TICKET COUNTER - DAY                                  164   

     The TICKET AGENT is counting out a stack of bills.

                           TICKET AGENT
               Don't see a lot of this... cash.

                           RAILLY
               It's...a long story.

                           TICKET AGENT
                    (smiles, hands over 
                    the tickets)
               They'll begin boarding in about twenty 
               minutes.  Have a nice flight, Mrs. 
               Simmons.

     Turning to go, RAILLY fumbles the tickets while trying to 
     put them in her purse and they flutter to the floor.  As she 
     kneels to retrieve them, WE SEE the long line of waiting 
     TRAVELERS from the waist down.  WE SEE a familiar Chicago 
     Bulls Sports Bag resting on the floor beside sneakers and 
     gaudy baggy pants.  we've seen this outfit before...in COLE'S 
     dream...on MR. PONYTAIL!

165   INT.  MEN'S ROOM/AIRPORT - DAY                              165   

     The P.A. DRONES as CCLE, head down, lingers at a sink, washing 
     and rewashing his hands while another TRAVELER finishes drying 
     his hands, gives COLE a quizzical look, then leaves.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                        p. 135
     9-29-00                                                     


     Quickly, COLE glances around, checks the seemingly empty 
     Men's Room, then takes the tube of adhesive from his pocket, 
     puts some goop under the loose edge of his moustache and 
     presses it firmly against his face as he leans close to the 
     mirror.

                           RASPY VOICE (O.S.)
               Got yourself a prob, Bob?

     COLE whirls, looks for the source of the VOICE.  Nothing!  
     Until he spots shoes peeking from dropped trousers indicating 
     an occupied stall.  It must be him!

                           COLE
               Leave me alone!  I made a report.  I 
               didn't have to do that.

                           RASPY VOICE (O.S.)
               Point of fact -- you don't belong 
               here.  It's not permitted to let you 
               stay.

     A toilet FLUSHES in the "occupied" stall.  COLE'S answer is 
     loud and defiant.

                           COLE
               This is the present.  This is not 
               the past.  This is not the future.  
               This is right now!

     A PLUMP BUSINESSMAN emerges from the "occupied" stall, gives 
     COLE a wary look and a wide berth as he heads for a sink.

                           COLE (CONT'D)
               I'm staying here! You got that?  You 
               can't stop me!

                           PLUMP MAN
                    (high pitched voice)
               Anything you say, chief.  It's none 
               of my business.

     COLE looks dismayed.  This guy couldn't be "THE VOICE"!  And 
     there are no feet showing under the other stalls.  Did he 
     imagine it?

166   INT.  TICKET COUNTER - DAY                                  166   

     The Chicago Bulls bag!  It's on the counter in front of the 
     TICKET AGENT who's reviewing a stack of tickets in awe...

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                        p. 136
     9-29-00                                                     


                           TICKET AGENT
               Woooo-eeee.  San Francisco, New 
               Orleans, Rio de Janeiro, Rome, 
               Kinshasa, Karachi, Bangkok, Peking!

     That's some trip you're taking, sir, All in one week!

                           MR. PONYTAIL (O.S.)
               Business.

                           TICKET AGENT
                    (handing over the 
                    tickets)
               Have a good one, sir.

167   INT.  TERMINAL LOBBY                                        167   

     COLE emerges from the Men's Room, shaken, paranoid.  He 
     glances around nervously.  Then, keeping his head down, he 
     starts walking toward the Gift Shop.  Before he gets more 
     than a few steps, someone suddenly grabs his shoulder from 
     behind.

                           FAMILIAR VOICE (O.S.)
               You gotta be crazy, man!

     COLE whirls, finds himself facing a Puerto Rican youth in an 
     L.A.  Raiders jacket, a sideways baseball cap, and mirrored 
     sun glasses

                           COLE
               Jo...Jose????

                           JOSE
               Pulling out the tooth, man, that was 
               nuts!  Here, take this.

     JOSE tries to slip COLE a 9mm pistol.  Astonished, COLE 
     resists!

                           COLE
               What?  What for?  Are you crazy?

     Frustrated, JOSE conceals the gun but keeps a grip on COLE'S 
     arm.

                           JOSE
               Me?  Are you kiddin?  You're the 
               one!  You were a hero, man.  They 
               gave you a pardon!  And whadda you 
               do?  You come back and fuck with 
               your teeth!  Wow!

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                        p. 137
     9-29-00                                                     


                           COLE
               How did you find me?

                           JOSE
               The phone call, man.  The phone call.

                           COLE
               The call I just made?  Five minutes 
               ago?

                           JOSE
               Hey, five minutes ago, thirty years 
               ago!  Yes, that phone call.  I been 
               in training for this a couple a months 
               now -- ever since I got back from 
               that... "weird" war we were in.  You 
               remember that?
                    (pressing the pistol 
                    on Cole)
               Here, take it, man!  You could still 
               be a hero if you'd cooperate!

168   INT.  GIFT SHOP/TERMINAL - DAY                              168   

     RAILLY takes a travel book on Key West from a rack, considers 
     it, includes it with several magazines she's holding.  She 
     doesn't notice MR. PONYTAIL enter the Gift Shop behind her!

     The P.A. System DRONES flight info as RAILLY checks her watch 
     and frowns.  It's getting late and where's Cole?  She turns, 
     heads for the cash register to make her purchases.

     MR. PONYTAIL, seen from behind, is at the cash register 
     already.

     He sets a newspaper on the counter and searches for change.

     The paper features a banner headline..."ANIMALS SET FREE" 
     and a sub head..."PROMINENT SCIENTIST FOUND LOCKED IN GORILLA 
     CAGE" over a photo of DR. MASON being released from the cage 
     and another photo of a GORILLA perched atop a parked car.

     Stepping in line behind MR. PONYTAIL, RAILLY checks her watch 
     again. Then, MR. PONYTAIL, having paid, turns to go and RAILLY 
     looks up and sees his face. though it is not visible to us.

     Startled, RAILLY frowns.  Does she know this man?

     MR. PONYTAIL pauses for a moment, considering the babe in 
     the shades, gaudy earrings, the tight skirt, and high heels.

     RAILLY doesn't recognize the man, but we do!  He's DR. MASON'S 
     ASSISTANT, DR. PETERS...the man who attended RAILLY's lecture!

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                        p. 138
     9-29-00                                                     


     Smiling, DR. PETERS steps around RAILLY and exits the Gift 
     Shop.

     Still puzzled, RAILLY puts her purchases on the counter and 
     the CLERK starts ringing them up as a DELIVERY MAN comes in 
     and drops a bundle of newspapers at her feet.

     RAILLY'S POV:  the front page shows a photo of three 
     frightened GIRAFFES in freeway gridlock under a headline 
     proclaiming, "TERRORISTS CREATE CHAOS".  Further down are 
     two more photos...DR. MASON in the gorilla cage and a file 
     photo of DR. MASON in his lab.

     CLOSE ON THE SHOT OF DR. MASON in his lab.  There's someone 
     else in the picture.  It's a man wearing a lab coat and a 
     PONYTAIL!

     ANGLE ON RAILLY, reacting, suddenly remembering!

169   MEMORY FLASHBACK!  INT.  RECEPTION ROOM/BREITROSE HALL - 
     NIGHT                                                        169   

     RAILLY looks up from the book she's signing and sees DR. 
     PETERS.

                           DR. PETERS
               Isn't it obvious that "Chicken Little" 
               represents the sane vision and that 
               Homo Sapiens' motto, "Let's go 
               shopping!" is the cry of the true 
               lunatic?

170   INT.  GIFT SHOP - DAY                                       170   

     RAILLY, stunned, stares in the direction PETERS/PONYTAIL 
     went.

                           RAILLY
               Oh, my God!

                           P.A  SYSTEM
               -- flight 764 for San Francisco is 
               now ready for boarding at Gate 36.

171   INT.  LOBBY - DAY                                           171   

     In the confusion of TRAVELERS streaming in different 
     directions, COLE hurries toward the Gift Shop while JOSE 
     struggles to keep up.

                           JOSE
               Coma on, Cole, don't be an asshole.
                           (MORE)

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                        p. 139
     9-29-00                                                     


                           JOSE (CONT'D)
                    (then, blurting it 
                    out)
               Look, I got orders, man!  You know 
               what I'm sposed to do if you don't 
               go along?  I'm sposed to shoot the 
               lady!  You got that?  They said, "If 
               Cole don't obey this time, Garcia, 
               you gotta shoot his girlfriend!"

     COLE stops in his tracks, blown away, too stunned to speak.

                           JOSE (CONT'D)
               I got no choice, man.  These are my 
               orders.  Just take it, okay?

     COLE accepts the gun this time, resigned now.  They've got 
     him.

                           COLE
               This part isn't about the virus, is 
               it?

                           JOSE
               Hey, man...

                           COLE
               It's about obeying, about doing what 
               you're told.

                           JOSE
               They gave you a pardon, man.  Whatdaya 
               want?

                           COLE
               Who am I supposed to shoot?

     Just then, RAILLY rushes up to COLE, not even noticing JOSE.

                           RAILLY
               James!  Thank God!  I thought you'd 
               disappeared.  Listen, I think I know 
               who it is!  I saw him!  It's Dr. 
               Mason's assistant.  An apocalypse 
               nut!  The next flight to San Francisco 
               leaves from Gate 38.  If he's there, 
               it has to be him.

     JOSE, having heard this, steps back into the crowd as RAILLY 
     grabs COLE and pulls him toward the Security Check Points.

                           COLE
               I love you, Kathryn.  Remember that.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                        p. 140
     9-29-00                                                     


     She doesn't hear him or see the look of doom in his eyes.

                           RAILLY
               Maybe we can stop him.  Maybe we can 
               actually do something.

172   INT.  SECURITY CHECK POINT/TERMINAL - DAY                   172   

     A young boy of nine passes through the magnetic arch grinning.

     YOUNG COLE!  Exactly as he appears in the dream!

     He joins his PARENTS, who are only visible from their chests 
     down, and they continue along the concourse.  WE LINGER and 
     DISCOVER two DETECTIVES watching TRAVELERS as they pass 
     through the magnetic arch and retrieve their bags from the X-
     ray machine, comparing their faces to photos of COLE and 
     RAILLY.

     ANGLE ON A SECURITY OFFICER, watching the x-ray monitor.

     ANGLE ON THE MONITOR, showing the X-RAY IMAGE of a sports 
     bag moving along the conveyer belt.  The bag contains some 
     strange objects.

     ANGLE ON THE SECURITY OFFICER, reacting.

                           SECURITY OFFICER
               Excuse me, sir.  Would you mind 
               letting me have a look at the contents 
               of your bag?

     ANGLE ON DR. PETERS, coming through the magnetic arch, 
     reacting.

                           DR. PETERS
               Me?  Oh, yes, of course.  My samples.  
               I have the appropriate papers.

173   INT.  END OF LINE/SECURITY CHECK POINT                      173   

     RAILLY AND COLE arrive at the very long suddenly stalled 
     line of TRAVELERS waiting to pass through security.

                           RAILLY
               Oh, God, we don't have time for this.

     ANGLE ON THE SECURITY CHECK POINT, where DR. PETERS unpacks 
     his Bulls bag, pulls out six metal cylinders along with a 
     change of clothes and a Walkman.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                        p. 141
     9-29-00                                                     


                           DR. PETERS
               Biological samples.  I have the 
               paperwork right here.

     DR. PETERS produces a sheaf of official papers while the 
     SECURITY OFFICER examines one of the tubes, turning it over 
     in his hands.

                           SECURITY OFFICER
               I'm going to have to ask you to open 
               this, sir.

                           DR. PETERS
               Open it?
                    (blinks stupidly, 
                    then)
               Of course.

     DR. PETERS takes the metal cylinder and starts opening it.

     There's a SOUND of VOICES RAISED behind them.  DR. PETERS 
     pays no attention, but the SECURITY OFFICER turns toward the 
     NOISE.

     SECURITY OFFICER'S POV:  RAILLY, trying to explain something 
     to a SECOND SECURITY OFFICER.

     ANGLE ON THE TWO DETECTIVES, nearby, showing interest in the 
     commotion.

     ANGLE ON DR. PETERS, oblivious to the fuss, pulling a closed 
     glass tube out of the metal cylinder.

                           DR. PETERS (CONT'D)
               Here!  You see?  Biological!  Check 
               the papers -- it's all proper.  I 
               have a permit.

                           SECURITY OFFICER
               It's empty!

     Indeed, it looks like a sealed clear glass tube with nothing 
     in it.

                           DR. PETERS
               Well, yes, to be sure, it looks empty!  
               But I assure you, it's not.

     ANGLE ON RAILLY, at the end of the line, arguing with the 
     SECOND SECURITY OFFICER.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                        p. 142
     9-29-00                                                     


                           RAILLY
               Please listen to me -- this is very 
               urgent!

                           SECOND SECURITY OFFICER
               You'll have to get in line, ma'am.

                           TRAVELER
               We're all in a hurry, lady.  What's 
               so special about you?

     ANGLE ON DR. PETERS, producing the glass tubes from the other 
     metal cylinders as the SECURITY OFFICER examines the papers.

                           DR. PETERS
               You see!  Also invisible to the naked 
               eye.

     A beat.  OR. PETERS grins suddenly, opens one of the glass 
     tubes, and waves it under the SECURITY OFFICER'S nose!

                           DR. PETERS (CONT'D)
               It doesn't even have an odor.

     The SECURITY OFFICER glances up, sees what DR. PETERS is 
     doing, and smiles as he hands the papers back to the 
     scientist.

                           SECURITY OFFICER
               That's not necessary, sir.  Here you 
               go.  Thanks for your cooperation.  
               Have a good flight.

     Hastily, DR. PETERS snatches up all the tubes and cylinders 
     and shoves them back into his gym bag.

     ANGLE ON RAILLY, raging as the SECOND SECURITY OFFICER jabs 
     her with his finger.

                           SECOND SECURITY OFFICER
               Who are you calling a "moron"?

                           COLE
               Get your hands off her!

     The SECOND SECURITY OFFICER stiffens for trouble.

     ANGLE ON THE DETECTIVES, watching the fuss, ready to get 
     involved.  Suddenly, the FIRST DETECTIVE frowns.  

     FIRST DETECTIVE'S POV:  COLE'S moustache is slipping.  COLE 
     senses it, reaches up to touch it, catches the DETECTIVE'S 
     look.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                        p. 143
     9-29-00                                                     


     For half a second their eyes meet, then COLE looks away.

     ANGLE ON DR. PETERS, hurrying away.

                           SECURITY OFFICER'S VOICE (O.S.}
               HOLD IT!  JUST A MOMENT.

     DR. PETERS freezes, turns, ashen.

     The SECURITY OFFICER is retrieving a pair of jockey shorts 
     from the floor beside the search table.  He waves them at 
     DR. PETERS.

     DR. PETERS hurries back for his underpants.

     ANGLE ON COLE, TRYING TO KEEP HIS HEAD TURNED AWAY AS HE

     confronts the SECURITY OFFICER.

                           COLE
               I said, get your hands off her.  
               She's not a criminal.  She's a 
               doctor...a psychiatrist.

     RAILLY looks alarmed at that.

     ANGLE ON THE DETECTIVES, coming this way.  The FIRST DETECTIVE 
     has the photos in his hand.

     ANGLE OW DR. PETERS, bagging his jockey shorts, then starting 
     hastily down the windowed concourse toward the gates.

     ANGLE ON RAILLY, suddenly spotting DR. PETERS!

                           RAILLY
               THERE HE IS!  HE'S CARRYING A DEADLY 
               VIRUS!  STOP HIM!

     ANGLE ON COLE, following RAILLY'S look, seeing MR. PONYTAIL, 
     THE MAN FROM HIS DREAM!

     ANGLE ON DR. PETERS, frightened, glancing back, walking 
     faster.

                           RAILLY (O.S.) (CONT'D)
               PLEASE, SOMEBODY -- STOP HIM!

     ANGLE ON DETECTIVES, reaching RAILLY and COLE.

                           FIRST DETECTIVE
                    (raising his badge)
               Police Officers.  Would you step 
               over here, please.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                        p. 144
     9-29-00                                                     


     ANGLE ON COLE, spotting something behind the DETECTIVES!

     COLE'S POV:  SCARFACE, dressed like a "businessman"!  He 
     gives COLE a cold look.

     A beat.  COLE lunges at the SECOND DETECTIVE, knocking him 
     off balance, then sprints toward the magnetic arch and through 
     it.

     The ALARM goes off!!!!

     The FIRST SECURITY OFFICER tries to stop COLE, but COLE knocks 
     him aside like a rag doll.

     ANGLE ON DR. PETERS, fifty yards up the concourse, glancing 
     back.

     ANGLE ON COLE, pulling his pistol.

     ANGLE ON THE SECOND SECURITY OFFICER.

                           FIRST SECURITY OFFICER
               HE'S GOT A GUN!

     ANGLE ON THE FIRST DETECTIVE, raising his pistol at COLE.

                           FIRST DETECTIVE
               STOP OR I'LL SHOOT!

     ANGLE ON COLE, gun in hand, sprinting along the concourse 
     toward DR. PETERS as frightened TRAVELERS SCREAM and dive 
     for cover.

     ANGLE ON YOUNG COLE, standing at a concourse window, watching 
     a plane land, flanked by his parents whose faces we don't 
     see.

     IT'S SUDDENLY AS IF THE DREAM IS HAPPENING IN REAL LIFE!!!  
     THE SAME MOMENTS INTERSPERSED WITH "NEW" MOMENTS FROM THE 
     POV OF YOUNG COLE who, hearing the commotion, turns just as 
     DR. PETERS hurries by.  DR. PETERS bumps into YOUNG COLE and 
     reacts by pulling his Bulls bag close to his body and 
     calling...

                           DR. PETERS
               WATCH IT!

     ANGLE ON YOUNG COLE, wide eyed, watching...

     YOUNG COLE'S POV:  a BLONDE MAN. dashing up the concourse, 
     his moustache slipping over his lip, a pistol in his hand.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                        p. 145
     9-29-00                                                     


     YOUNG COLE'S POV:  the FIRST DETECTIVE aims, looking for a 
     clear shot in the crowded passageway.

     YOUNG COLE'S POV:  A BRUNETTE IN FLASHY CLOTHES, GAUDY 
     EARRINGS,

     high heels, and sun glasses SCREAMS...

                           BRUNETTE (RAILLY)
               NOOOOOOOO!!!!!!

     YOUNG COLE'S POV:  the FIRST DETECTIVE, firing!  CRACK!

     YOUNG COLE'S POV:  the BLONDE MAN, shuddering, staggering, 
     falling.

     ANGLE ON YOUNG COLE, stunned, as his PARENTS try to shield 
     him.

                           MOTHER'S VOICE (O.S.)
               My God!  They shot that man!

     Mesmerized, YOUNG COLE watches the BRUNETTE rush to the BLONDE 
     MAN, kneel beside him, minister to his bloody wound.

     YOUNG COLE'S POV:  the BLONDE MAN, fatalistically reaching 
     up and tenderly touching the BRUNETTE'S cheek, touching her 
     tears.

     (WE'VE SEEN THIS EXACT IMAGE IN COLE'S DREAM, A POWERFUL 
     MOMENT, UNFOLDING UNNATURALLY SLOWLY, OPENING LIKE A FLOWER.)

     ANGLE ON YOUNG COLE, not able to hear their words, but he 
     can see emotion as the BLONDE MAN tries to tell the sobbing 
     BRUNETTE something.

     YOUNG COLE'S POV:  PARAMEDICS, breaking the spell, pushing 
     the BRUNETTE aside as they crouch beside the BLONDE MAN.

                           FATHER'S VOICE (O.S.)
               Come along, son, this is no place 
               for us.

     ANGLE ON YOUNG COLE, as his FATHER'S ARM drapes over his 
     shoulder, steering him.  YOUNG COLE turns to look back as 
     he's led away.

     YOUNG COLE'S POV:  the PARAMEDICS, exchanging glances, 
     shrugging helplessly.  It's too late.  The BLONDE MAN is 
     dead.

     YOUNG COLE sees the BRUNETTE, her face streaked with tears, 
     suddenly turn and look around, scanning the crowd, searching

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                        p. 146
     9-29-00                                                     


     for something.  POLICE OFFICERS approach her, say something 
     to her.

     Even as she responds, her eyes continue to scan the concourse.

     ANGLE ON YOUNG COLE, being hurried toward the lobby by his 
     PARENTS (whose faces remain out of view).  He can't help 
     sneaking another look back.

     YOUNG COLE'S POV:  POLICE, handcuffing a distracted, 
     unresisting RAILLY.  Even now, she continues to look around 
     almost frantically.

     Suddenly, her gaze falls on YOUNG COLE and she reacts...she's 
     found what she's looking for!

     ANGLE ON YOUNG COLE, reacting to the intensity of her look.

     ANGLE ON RAILLY, her eyes speaking to the boy across the 
     crowded concourse.

     ANGLE ON YOUNG COLE, overwhelmed by the look.

                           FATHER'S VOICE (O.S.) (CONT'D)
               Hurry up, son.

     With a last lingering look toward the mysterious BRUNETTE, 
     YOUNG COLE turns away, tears welling in his eyes.  WE MOVE 
     IN...CLOSE...  

     CLOSE...CLOSER...on his eyes.  WE WANT TO KNOW WHAT THE TEAR 
     MEANS, BUT THERE IS NO WAY TO TELL.  WE DON'T KNOW WHAT HE 
     IS THINKING, BUT WE KNOW VERY WELL WHAT HE WILL REMEMBER!

                           MOTHER'S VOICE (O.S.)
               Pretend it was just a bad dream, 
               Jimmy.

174   INT.  747 CABIN - DAY                                       174   

     DR. PETERS closes the door to the overhead luggage rack 
     containing his Chicago Bulls bag and takes his seat.  Next 
     to him, a FELLOW TRAVELER, unseen, says...

                           FELLOW TRAVELER'S VOICE (O.S.)
               It's obscene, all the violence, all 
               the lunacy.  Shootings even at 
               airports now.  You might say...we're 
               the next endangered species...human 
               beings!

     CLOSE ON DR. PETERS, smiling affably, turning to his neighbor.

                                                       (CONTINUED)

-----------------------------------------------------------------------------------------------------
     Twelve Monkeys                                        p. 147
     9-29-00                                                     


                           DR. PETERS
               I think you're right. sir.  I think 
               you've hit the nail on the head.

     DR. PETERS' POV:  the FELLOW TRAVELER, a silver haired 
     gentleman in a business suit, offering his hand congenially.  
     DR. PETERS doesn't know who this man is, but we do.  It's 
     the ASTROPHYSICIST!

                           ASTROPHYSICIST
               Jones is my name.  I'm in insurance.

175   EXT. PARKING LOT/AIRPORT                                    175   

     As YOUNG COLE'S PARENTS (seen only as sleeves and torsos) 
     usher YOUNG COLE into their station wagon, the boy hesitates, 
     looks back, watches a 747 climb into the sky.

                                                         FADE OUT

                               THE END