A SHORT, HAPPY LIFE

by

Craig Mazin

Story by

Craig Mazin & Greg Erb

Based on the short story

"The Short Happy Life of The Brown Oxford"

by

Philip K. Dick

June 25, 2001

FADE IN:

EXT. SUNRISE - IVY LEAGUE UNIVERSITY - MORNING

BONG....the massive bell of Nassau Tower begins to toll.

EXT. CAMPUS VIEWS - CONTINUOUS

CRANE across the view of campus. Students on bikes speed

past squirrels and birds, who take flight.

NARRATOR (V.O.)
Once upon a time, there lived a man
who was happy. Not happy the way
most people are--that is to say,
"not as sad as they could be..."

INT. PHYSICS HALL - CONTINUOUS

An enormous LECTURE HALL. On the blackboard, "ANGULAR

MOMENTUM."

NARRATOR (V.O.)
...no, this man was truly happy.
No matter what life sent his way,
he somehow made peace with it.

PROFESSOR HARRY TIMMSDALE, 65, big white beard, bright blue

eyes...almost a Santa Claus in tweed, is at the front of the
room in a suit, working a winch that slowly raises a LARGE
STEEL BALL up to...

CARLO, 40, standing on a ladder at the far side of the hall,

TWENTY FEET OFF THE GROUND. Rumpled and somewhat out of
place, he seems to be enjoying this...

NARRATOR (V.O.)(cont'd)
In fact, Carlo's favorite saying
was, "If you want to make God
laugh, tell him your plans."

We now see the experiment. The massive steel ball is

connected by a chain to the roof of the hall. It's an
ENORMOUS PENDULUM. And when the support line that is raising
it into position is released, the pendulum will SWING FREE.

NARRATOR (V.O.)(cont'd)
You see, while the rest of us rail
against our lot in life, Carlo
trusted fate.

(CONTINUED)
 2.
CONTINUED:

The huge sphere is RIGHT AT CARLO's NOSE. The professor hits

a switch, the support line FLIES FREE, and the huge ball
begins to SWING AWAY....

The students hold their breath as it swings with INCREDIBLE

MOMENTUM all the way to the other side...hovers in the
air...then begins its return...

CARLO'S POV of the massive sphere RUSHING TOWARDS him with

the force of a WRECKING BALL...

The kids can't look...it's going to knock Carlo's head off!!!

And just as it's about to strike...the wonderful laws of

physics take hold...it cannot rise further than its point of
origin...

The ball comes to a stop ONE MILLIMETER away from Carlo's

face. He never flinches...but rather, in the moment it
hovers there...

Gives the ball an impish little KISS.

The kids APPLAUD!

NARRATOR (V.O.)(cont'd)
And fate, it seemed, was kind in
return.

EXT. FLORENCE - DAY

NARRATOR (V.O.)
It was fate, after all, that
brought Giulietta to him.

Carlo walks over to his BICYCLE, which he's chained up at a

metered public bike rack. He unlocks the bike, but the front
wheel is STUCK in the rack.

He pulls, SHIMMIES, yanks...nothing...JUMPS on it, KICKS

it...

The meter FLIPS to RED. Time's up.

Just like that, the meter maid is there with a TICKET.

Angry, Carlo is about to give this woman a piece of his mind
when...he sees her face. She sees his.

EXT. ITALIAN COUNTRYSIDE - NIGHT

A SHOOTING STAR flies by....the moon BIG BEHIND THEM...

(CONTINUED)
 3.
CONTINUED:

Carlo has presented her with a DIAMOND RING. She loves it.

They KISS. Giulietta is gorgeous, strong, taller than Carlo,

a man's strength wrapped in a woman's beauty.

EXT. CAMPUS - BACK TO CONTINUOUS

An explosion of FEATHERS as Carlo BICYCLES through a cluster

of PIGEONS...

NARRATOR (V.O.)
And Giulietta brought him to
America. Carlo didn't mind. He
liked his new job running the
physics lab for Professor
Timmsdale, and even though his
English wasn't very good, it seemed
everyone understood him.

Carlo, always wobbly on his bike, RIDES a bit too close to

some passing students.

STUDENT
Asshole!

CARLO
(smiles, waves)
Thank you!

EXT. SMALL SUBURBAN STREET - DUSK

HIGH ANGLE on Carlo biking down the street. The street lamps
flicker on, ONE by ONE as he passes...

NARRATOR (V.O.)
But it was Giulietta who really
loved America. She learned
English. She studied to become a
citizen.

Carlo arrives at THEIR HOUSE. There's a big American flag

outside.

NARRATOR (V.O.)(cont'd)
She observed Flag Day.

There isn't another flag to be seen on the entire STREET.

INT. SEWING ROOM - DAY

Giulietta is hard at work over her sewing machine.

Dressmaker's dummies, patterns, etc. fill the room.

(CONTINUED)
 4.
CONTINUED:

Yet she's completely dressed for a night out.

NARRATOR (V.O.)
But what she really loved was the
one thing only America could give
her.

Carlo ENTERS. She RUSHES over and hugs him. Begins DRAGGING
him right back outside. She's been ready to go for a while.

EXT. BIG HUGE AMERICAN MALL - EVENING

Giulietta and Carlo stand before it like pilgrims to Mecca.

INT. MALL - EVENING

Giulietta SKIPS HAPPILY along.

Carlo STRUGGLES BEHIND, loaded down with BAGS.

FAST CUTS as she buys scarves, dishes, perfume, books...

NARRATOR (V.O.)
Giulietta never spent more than she
made, but certainly never less.

Giulietta DRAGS Carlo to see...

The people taking DANCING LESSONS in the central court. She

looks hopefully at him. He BACKS AWAY...oh no...

EXT. MALL - EVENING

Giulietta EXITS through the revolving door. Carlo attempts

to do this with the bags, insistent that he can fit them all
in with him. He gets them all in, but has no room to take a
step. He has to do a strange SHUFFLY MOTION back and forth
to SLOWLY SLOWLY SLOWLY free himself.

He finally does, and LEAPS OUT! Leaving the bags behind.

They spin around to the other side. Now how is he going to
get them? He gets in across them, and begins chasing them,
like a dog after its own tail.

INT. CARLO'S HOME - LIVING ROOM - NIGHT

Giulietta is UNPACKING her brand new purchase. A gorgeous

set of those NESTING little Russian BABUSHKA dolls.

The camera SWIRLS around her to see that the small home is
pretty CROWDED with...well...STUFF.

(CONTINUED)
 5.
CONTINUED:

NARRATOR (V.O.)
But Giulietta wasn't driven by
greed. She loved every thing she
found...and each thing had its
place and meaning.

Carlo WAITS for her in the kitchen, watching through the door
as she SETS the clocks, DUSTS the figurines, winds up the
little toys, straightens the frames, FOLDS the clothes, etc.

INT. KITCHEN - CONTINUOUS

Carlo SMILES as he watches her, so in love. He leans back,

and sees her personal touches all over the kitchen.

CARLO
And Carlo loved the way she always
seemed to be near him, even when
she wasn't there.

DISSOLVE TO:

INT. KITCHEN - AFTER DINNER

The plates are empty. The wine is finished. The candles

have burned low.

Carlo struggles to eat one more of Giulietta's delicious

ravioli. She SMILES at him, so happy that she's found a man
who appreciates what she does with everything he's got.

He WIPES his mouth, RISES, gestures..."come this way"...

INT. LIVING ROOM - CONTINUOUS

He crosses to Giulietta's ALBUM COLLECTION and puts a record

on an old PHONOGRAPH she must have found at a flea market.

MUSIC: "Caro Nome," Verdi's RIGOLETTO.

He takes her hand. She takes his.

They begin to DANCE. He's TERRIBLE, but all that means is

that they end up LAUGHING on their little dance floor.

NARRATOR (V.O.)
It was then they decided to have a
baby. To complete their happy
lives by making a new one.
 6.

EXT. CAMPUS - WINTER - DAY

Snow on the ground.

INT. TIMMSDALE'S LAB - CONTINUOUS

This junky physics wonderland looks more like an underground

gadget warehouse than a prestigious scientific research
facility.

Carlo is busy TURNING OFF equipment, stacking glassware

neatly, disconnecting wires, covering various devices...
getting ready for the big VACATION.

He SHIMMIES up makeshift ladders and uses his homemade system

of HOOKED POLES and PULLEYS to move the tall storage stacks.

NARRATOR (V.O.)
It was Christmastime, and Carlo was
rushing to get home. Giulietta had
woken up sick, which, as any
hopeful parents can tell you, was
just fantastic. All they were
waiting for was the doctor to call
with the results.

At his desk, Timmsdale works on a COMPLICATED EQUATION,

flipping through various opened reference books.

Carlo WAVES "goodbye." Timmsdale doesn't notice. He taps

the old prof on the shoulder. Nothing.

Carlo gingerly slides a CHRISTMAS CARD underneath the old

man's sleeve. Still, he doesn't look up.

Sadly, Carlo turns and WALKS AWAY.

CLOSE ON Timmsdale's FINGERS. They leave the book and creep

towards a small switch. PRESSES IT.

Just as Carlo is about to exit...snap! WHOOSH!

A huge SACK made of old cables and chicken wire DROPS DOWN
from the ceiling, right in front of the door, FULL OF
PRESENTS.

Carlo TURNS, beaming. Old Timmsdale still doesn't look up,

but he's got a wonderful SMILE on his face...
 7.

EXT. SNOWY CAMPUS - EVENING

Carlo rides home on his bike, the SACK of gifts strapped to

the back basket. He sings carols very poorly...

CARLO
Tis the seasons for my jolly,
lalalalalalal——

He hits a patch of ice, and almost takes out some students.

STUDENT
Asshole!

CARLO
Thank you! Merry Christmas!

INT. CARLO'S HOME - EVENING

Carlo ENTERS with the SACK of gifts. The house has been done
up for Christmas.

Giulietta is in the kitchen, on the phone.

Carlo doesn't see her at first, and goes to the mantle.

Pulls out a SURPRISE.

It's two FRAMED PHOTOS, one of him, SMILING in PROFILE, and

one of her, SMILING BACK. He has little BOWS taped to both.

And a card. Hallmark. "TO MY DARLING..."

NARRATOR (V.O.)
The doctor had called. It was not
the news they had been hoping for.

Carlo turns to the kitchen, sees Giulietta, and instantly

knows something has happened. His face drops.

NARRATOR (V.O.)(cont'd)
It was not what they had hoped for
at all.

EXT. WINDOW TO CARLO'S BEDROOM - NIGHT

In silhouette, Carlo holds Giulietta. We hear her coughing

and coughing...
 8.

INT. BEDROOM - CONTINUOUS

Carlo brings her some toast. She looks TERRIBLE. But he's
made little men out of the toast, and he starts them into a
Punch and Judy battle...they both GIGGLE...

NARRATOR (V.O.)
To Carlo, it seemed sure he had
entered a dream, and he was just as
sure he would wake from it. So he
never stopped smiling, and she
never stopped smiling back.

Carlo gives her the toast, then gets the juice pitcher he
brought up. When he turns from her, she lets herself FEEL
whatever pain she has.

NARRATOR (V.O.)(cont'd)
But Giulietta knew it was not a
dream.

INT. LIVING ROOM - MONTHS LATER

BRIGHT SATIN RED...a Christmas ornament. We slowly pull back

to see Carlo's reflection in the ornament, holding his head
in his hands.

NARRATOR (V.O.)
Christmas came and went. But
everything had been left unchanged
from that day. Everything except
Giulietta.

REVERSE to see Carlo sitting on the floor, staring at the

tree. He is wearing a dark SUIT. It seems ODD on him.

The DOORBELL RINGS. Carlo looks out the window and sees that
the LIMO is here for him.

And the HEARSE behind it.

NARRATOR (V.O.)(cont'd)
If you want to make God laugh...

EXT. THE CEMETARY - DAY

Carlo stands in front of the grave, placing some flowers.

The cold winter WIND begins blowing...faster and faster...

All around Carlo, TIME BEGINS PASSING.

(CONTINUED)
 9.
CONTINUED:

The snows melt, and spring begins, clouds flying through the
sky, the grass growing and receding, the trees
blooming...then autumn, as the leaves turn colors and begin
falling all around him, eventually leaving everything bare
and gray once again.

But Carlo exists in his own moment, placing flowers.

Finally, he's done.

He stands up, and suddenly remembers he's supposed to breath.

He takes some air in, and lets out a long, slow breath.

A single snowflake FALLS, then another.

It's winter again.

EXT. CAMPUS - PHYSICS HALL - SNOWY DAY - A YEAR HAS PASSED

INT. PHYSICS HALL - LECTURE HALL - CONTINUOUS

Students write furiously in their notebooks.

At the front of the room, a very tall, angular, dark-haired

man PACES back and forth like a strutting cock, which, in
fact, is a rather apt description of PROFESSOR CYRIL
HEINEGGER, late 50's, British accent. Holds a POINTER.

HEINEGGER
...so we see that atoms in high
concentration seek to move towards
areas of low concentration. Why?
In keeping with this phenomenon, I
will bring my agile mind over here,
where the slower students have
erected a shantytown monument to
NOT LISTENING!

He SLAMS his POINTER down on one of these kids' desks,

SNAPPING him to attention.

Heinegger turns to a girl who is writing copious notes, but

seems LOST nonetheless.

HEINEGGER (cont'd)
Would you like a hint?

GIRL STUDENT
(relieved)
Yes.

HEINEGGER
Zyaw. Zyor. Zyora.

(CONTINUED)
 10.
CONTINUED:

She's confused. What?

HEINEGGER (cont'd)
Not ringing any bells——other than
the ones you normally hear whilst
your head moves to and fro?
(beat)
The answer is, "diffusion," which
you did not know, becauzyora MORON.

Behind Heinegger, the door opens QUIETLY. Carlo enters

behind him, carrying the BIG STEEL SPHERE. It's HEAVY.

HEINEGGER (cont'd)
You people don't know what you have
here, do you? This is PHYSICS!
This is the answer to everything!

Sure enough, they're all slack-jawed, but they seem more

interested in Carlo's struggles to CARRY this enormous SPHERE
without dropping it or making a sound.

HEINEGGER (cont'd)
It is modern man's alchemy, it is
the magic of our day! It is——

Carlo finally gets the SPHERE to rest on the table, right on

top of Heinegger's JACKET.

We hear a CRUNCH. Carlo FREEZES. Right under the ball, from

his POV, we can see Heinegger's GOLD POCKET WATCH.

Heinegger WHIRLS on him.

HEINEGGER (cont'd)
What are you doing?

CARLO
This, for Professor Timmsdale. He
come in after you.

HEINEGGER
Oh, yes. Harry's Italian lab
jockey.

Carlo SMILES, put his hand on the SPHERE. We hear another

small CRUNCH.

HEINEGGER (cont'd)
What was that?

(CONTINUED)
 11.
CONTINUED: (2)

Carlo STARES, then shows Heinegger he was just CRACKING his

knuckles. But no sound comes.

So he does it again, LEANING on the SPHERE to hold it in

place. We hear the cracking. Carlo SMILES. Cracks his
"knuckles" again, then his neck, his elbows, his jaw, all in
syncopation with the CRACKING WATCH, which is most likely
being CRUSHED into powder.

HEINEGGER (cont'd)
Thank you, Il Doofe. Silence,
please.

Heinegger turns back to the class. Carlo immediately pushes

the BALL and gets at the watch...

It's in PIECES. Carlo, SWEATING, tries frantically to put it

back together, bits of it TINGING and PINGING on the FLOOR.

HEINEGGER (cont'd)
(back to class)
Where was I? Oh yes. Your
stupidity, sitting there with your
stool-like minds, slack-jawed and
numb in the face of the infinite
will you STOP THAT NOISE!!!

He turns on CARLO once more.

HEINEGGER (cont'd)
Tell Timmsdale the next time you
interrupt my class, I'll see to it
that you're dismissed. Si?

CARLO
Si.

SFX: The BELL rings...the kids all get up. As soon as

Heinegger turns, Carlo closes the WATCH and slips it back in
Heinegger's coat. Exits.

Heinegger gathers his coat, puts it on, pulls out his watch.
Yes, just about time for his next appointment.

He closes the watch with a SNAP, and it collapses into a

hundred pieces in his hand.

He stares at the empty shell. What just happened?

 12.

INT. PHYSICS CONFERENCE ROOM - DAY

A table of professors. DEAN CROSBY, late 40's, presides.

They're all sort of drumming their fingers, waiting for
something...

DEAN CROSBY
I'm sure Professor Timmsdale will
be along shortly...

HEINEGGER
God forbid we start without him.
After all, he's got senility...
ahem, seniority.

Timmsdale BUSTLES IN, a briefcase EXPLODING with papers...

TIMMSDALE
Hello, hello...oh, good! You're
all here!

HEINEGGER
For thirty minutes, Harry.

TIMMSDALE
Yes! Yes! Precisely. Thirty
minutes ago, I had a tremendous
idea! Revolutionary!

DEAN CROSBY
(excited)
Well that's what this meeting is
about. New ideas the University
can patent. Let's hear about the
next big thing from the famous
Timmsdale!

TIMMSDALE
Pardon?

DEAN CROSBY
Your revolutionary idea?

TIMMSDALE
Oh! Well, you see, that's the
thing. I've been trying to
remember it for the past 30
minutes...

Heinegger ROLLS HIS EYES...

(CONTINUED)
 13.
CONTINUED:

TIMMSDALE (cont'd)
(searching his papers)
It's really quite extraordinary.
Even better than my laser!

HEINEGGER
Your laser? I had the idea first!

The rest of the room GRUMBLES.

PROFESSOR BRIGHTON
Yeeees, and you had my high-
efficiency engine too.

HEINEGGER
I did! I was just a week behind
you!

PROFESSOR SCHWERIN
And my proton quantifier...

HEINEGGER
I wrote that one down on a napkin
one year before you ever——

PROFESSOR ECKSTEIN
Let's not forget the fistfight with
Stephen Hawking...

HEINEGGER
I practically dictated A Brief
History of Time! And it was NOT a
fistfight. I barely touched him,
and the little bastard bit me on
the kneecap...

TIMMSDALE
Ah! I remember my idea!
(glances at Heinegger)
But I shouldn't say, it's not
completely finished.

DEAN CROSBY
At least tell me if we can expect a
patent, some income, maybe six
figures?

TIMMSDALE
Oh no. No no, nothing like that.
(beat)
I'd guess billions.

(CONTINUED)
 14.
CONTINUED: (2)

Dean Crosby CHOKES on his coffee.

TIMMSDALE (cont'd)
But I'll need some extra boron to
finish it...

DEAN CROSBY
I'll buy you a damn MINE...

HEINEGGER
Boron? Boron!?!
(rises)
I'm working on a project involving
boron!

TIMMSDALE
Did I say boron? I meant barium.

HEINEGGER
I need barium too!
(off everyone's looks)
WHAT? I do!

Everyone GRUMBLES again. Outside, we hear the BELL TOLLING.

As the professors RISE to return to classes.

DEAN CROSBY
One last thing. The University's
budget crunch continues.

Again, more groans.

DEAN CROSBY (cont'd)

At year's end, we may have to scale
back. On faculty.

Everyone gets quiet. Eyes shift FURTIVELY to Heinegger.

DEAN CROSBY (cont'd)

For what it's worth, this is still
a meritocracy. Results, people.
Show me results, and you have
nothing to worry about.

EXT. CAMPUS - CONTINUOUS

As the bell tolls, we PAN ACROSS CAMPUS to another building.

INT. HISTORY BUILDING - CONTINUOUS

A door reads HISTORY DEPARTMENT. We push into the room...

 15.

INT. HISTORY FACULTY LOUNGE - CONTINUOUS

The professors here are gathering THEIR things. Their

department head, Dean Stoller, is giving the same speech.

DEAN STOLLER
...because of this crunch, we may
have to cut back on faculty. So
start publishing.

As they gather their things, JAANSEN, a female professor,

turns to Professor LUCY LIPKE, 35, dowdy in her clothes and
hair, but with a charming, if overexpressive face.

JAANSEN
Publish again? Haven't we all put
out a book in the last year?

LUCY
I know. I mean, I haven't
technically published mine yet.
But I wrote it. Actually, I'm
rewriting it. More like
reconceiving it.
(beat)
I haven't started.

JAANSEN
Lucy! What's going on?
(wink)
New boyfriend?

Lucy's face breaks out into a GRIN.

JAANSEN (cont'd)
A real non-internet one?

Lucy's grin FADES.

LUCY
Well, he's not that far away.
Ithaca.

JAANSEN
Upstate New York. That's close.

LUCY
(sheepish)
Ithaca, the Greek Island, actually.

(CONTINUED)
 16.
CONTINUED:

JAANSEN
Riiiight. I'm going to walk away
before I show visible pity.

LUCY
Thanks.

Lucy gathers up her things, stares out the window. Outside,

it's snowing.

LUCY (cont'd)
(depressed)
It's beginning to look a lot like
Christmas.

INT. FLASHBACK - CHRISTMASES PAST - DAY

MUSIC: LET IT SNOW

QUICK FLASH 1: Lucy walks happily, hand-in-hand with

BOYFRIEND #1, through a CHRISTMAS TREE lot.

They come face to face with a PREGNANT WOMAN and her three
other kids.

PREGNANT WOMAN
Aaron?!?

AARON
Oh shit...

QUICK FLASH 2: Lucy with her eyes shut, sitting in front of

a Christmas Tree.

BOYFRIEND #2 (O.S.)
Ready for your surprise?

Lucy
I'm ready!

BOYFRIEND #2
Okay, open!

She OPENS her eyes. Boyfriend #2 is standing in Broadway

diva pose, wearing a Santa-style bustier, fishnets, full
makeup, gorgeous wig.

Lucy's jaw drops.

QUICK FLASH 3: Lucy at Christmas dinner with the whole

extended family. Very Norman Rockwell. She snuggles next to
Boyfriend #3.

(CONTINUED)
 17.
CONTINUED:

LUCY'S DAD
Well, Lucy, I must say, Norm is
quite a catch.

5 YEAR-OLD KATIE
(giggling)
He's like Rudolph!

LUCY
Oh yeah, Katie? How?

5 YEAR-OLD KATIE
I saw him smelling snow in the
bathroom. And his nose was red.

A humiliation bomb explodes in Lucy's brain.

MALE VOICE (O.S.)

Miss? Miss?

INT. HISTORY FACULTY LOUNGE - BACK TO PRESENT

A janitor is standing near her.

JANITOR
We need to clean up.

LUCY
(snaps out of it)
Oh. Yeah. Sorry.

She heads for the door.

JANITOR
Happy Holidays!

LUCY
Oh, shove it...

INT. TIMMSDALE'S LAB - AFTERNOON

Carlo is doing some repairs on a MOTOR. But really, just

staring out the window...at the gray sky...at the snow...

TIMMSDALE
Carlo! Where are my 10,000 ohm
resistors? I can't seem to find
them, and the thing I need them for
is rapidly leaving my mind...Carlo!
Carlo...oh! Here it is!
(beat)
Now why did I want this?

(CONTINUED)
 18.
CONTINUED:

Carlo sees the clock. 5:00. Time to go. He puts the motor
down, grabs his coat, and heads for the door.

As he gets to it...SHPANG!!! The sack of PRESENTS descends

again. But Carlo can't be happy. He FORCES a smile.

Timmsdale doesn't get it.

TIMMSDALE (cont'd)
It's the happiest time of year.
(beat)
Oh.
(beat)
Oh, yes. Well, try to enjoy the
long weekend.

Carlo nods with gratitude at the man's warmth.

CARLO
Thank you for this, boss.

TIMMSDALE
No thank you required. I don't
know what I'd do without you.

Timmsdale picks up a BOX labelled BARIUM and opens a door

leading into another room.

Carlo gets a quick glimpse of...

THE MACHINE. About the size of a 10 gallon BUCKET, but with

gobs of wires, things spinning, sparking...and something
GLOWING deep in its guts...

His view is suddenly BLOCKED by Timmsdale's large frame. The

man is clearly keeping The Machine a secret.

Carlo NODS again, turns to the door.

TIMMSDALE (cont'd)
Carlo...
(Carlo turns back)
Do you know the second law of
thermodynamics? You cannot destroy
anything. You see? Maybe no one
really dies. Maybe things just get
rearranged.
(beat)
Merry Christmas.
 19.

EXT. LAB - EVENING

Carlo walks to his BIKE. Sees a little flyer. "CITIZENSHIP

TEST? Tutoring Available."

He takes one of the little slips off the flyer.

EXT. CARLO'S HOME - EVENING

Carlo RIDES up on his bike. Looks around at the other homes,

with their Christmas LIGHTS on.

Stares at his own house.

ROOTS AROUND in a bush...finds a FILTHY OLD electrical

cord...then another. CONNECTS THEM.

Around the house, year-old CHRISTMAS LIGHTS BLINK ON...some

of them, at least. About half have burnt out.

A few of the strands have fallen from the roof and just
waggle in the wind.

INT. CARLO'S HOME - EVENING

The door opens. Carlo ENTERS, and as he walks through the

home, we realize...

NOTHING HAS CHANGED. Nothing. The same plastic Christmas

tree, the same furniture...all of Giulietta's things. All
still there.

INT. CARLO'S BEDROOM - EVENING

In his room, we see, again, how everything is untouched.

Giulietta's perfumes are still on the dresser. In the
closet, her clothes still hang.

INT. CARLO'S KITCHEN - NIGHT

Here, too, it's almost a mausoleum. Carlo takes the pasta

from the pot, then opens the FREEZER. Inside, there's a
large container.

He OPENS IT, and we see it's frozen TOMATO SAUCE...almost all

gone. He CHIPS OUT just a little bit, and drops that into
his bowl of pasta.

He swirls it around, lets it MELT, then takes a bite.

A SMILE crosses his face...but it's bittersweet. These

things only give him fleeting seconds with her.
 20.

INT. CARLO'S HOME - NIGHT

Carlo carefully moves from room to room, dusting, arranging,

making sure everything looks perfect...as if he were
expecting her to walk in at any moment.

Finally, he takes out one of her records. A Christmas album.

Puts on "Silent Night."

He gets to the PHOTO of Giulietta on the mantle.

CARLO
What? Why are you giving me that
look?

Impishly looks UP to the ceiling. He's hung some MISTLETOE.

CARLO (cont'd)
Oh. That. What is it? Mistletoe!
I don't know who put it there! No!
Not me. Why would I put it there?
(beat)
You want me to what? Hey, this is
a very religious day here! He sees
everything, you know. Windows,
doors...right through them...
(looks around)
Ah, Giulietta, for you? Anything.

Carlo CROSSES HIMSELF, then smiles playfully at the photo,

LEANS in and gives her a little KISS.

In the background, the choir sings "sleep in heavenly peace."

EXT. COLLEGE STREET - MORNING

A quiet house near the college.

INT. LUCY'S HOUSE - CONTINUOUS

Lucy pads into the living room in her robe. As she rummages
around for her little tape recorder, we SCAN the room.

Cats. Books. Lots of Americana collectibles...as in old

vintage political pins, banners, photos, etc.

Lucy finds her tape recorder. Begins recording as she walks.

(CONTINUED)
 21.
CONTINUED:

LUCY
The witches of Salem have always
been thought of as victims of male
subjugation combined with
adolescent female treachery, where
empowerment of the town matrons was
seen as a literal manifestation of
Satan.

Lucy heads into the kitchen.

LUCY (cont'd)
But is there another explanation?
In a Puritanical era where the only
"respectable" life for a woman was
marriage, where unmarried women
were seen as useless spinsters, are
we to be surprised that the single
women of Salem starting pointing
fingers?

Lucy opens her fridge. There's a whole lot of Slim Fast

cans. She pushes them aside to find a jar of peanut butter.

Spoons some into her mouth. Heads back into the living room.

LUCY (cont'd)
I mean, all day long, why aren't
you married? Not good enough to
get a man? Sure you're only 15,
but if you don't land a guy now,
you're through.
(swallows peanut butter)
You know what, witch? I'm single
and I'm proud, so howsabout we hang
your fat asses? This is Salem,
girl! We got time and we got rope!

Lucy SNAPS the recorder off, pops the little tape out, and
throws the cassette into a large cardboard box FULL of little
tiny tapes.

LUCY (cont'd)
That's a chapter.

Lucy sits down at her computer. Jiggles the CLUSTER FUCK of

multi-outlets she's jammed into one socket so that the damn
thing goes on.

Her CAT jumps up on the box of tapes.

(CONTINUED)
 22.
CONTINUED: (2)

LUCY (cont'd)
Hey, Alger. That's mommy's book.
I'm gonna really start it this
time.

Alger HISSES, then YACKS a nice gummy HAIRBALL into the box.

Lucy SNAPS the computer off.

LUCY (cont'd)
This time tomorrow.

EXT. CAMPUS - SATURDAY - AFTERNOON

Carlo TRUDGES through the snow across the mostly empty

campus. He enters the History Building.

INT. HALLWAY - CONTINUOUS

Consulting his little slip of paper (citizenship tutoring),

he finds the room.

INT. CLASSROOM - CONTINUOUS

Carlo enters a small classroom and takes a seat between a

Chinese man and an African woman. Around him sit a Mexican
man, a Pakistani couple and a white dude.

Carlo turns to the African woman.

CARLO
Ciao.

The Chinese man looks up.

MR. CHOW
What?

Carlo says nothing, confused. Chow scowls at him.

Lucy ENTERS.

LUCY
Hello. My name is Lucy Lipke. I'm
a professor of American History,
and I'll be helping you prepare for
your American citizenship exam.

They all stare at her, silently.

(CONTINUED)
 23.
CONTINUED:

LUCY (cont'd)
These sessions will cost 25
dollars. I take checks.

They all stare, silently.

LUCY (cont'd)
I should let you know, I only speak
English. If you don't speak
English, please raise your hand.

No one raises their hand.

LUCY (cont'd)
Now, just for fun, if you do speak
English, raise your hand.

Carlo and the white dude raise their hands.

LUCY (cont'd)
Great. Okay, you guys...?
(points to the rest)
Can't stay.
(points to the door)
No English, no stay. Big bye bye
time for you now.

Mr. Chow begins yammering at her.

LUCY (cont'd)
It's just noise to me, friend.
Like jack hammers or locusts. I
can't help you.

They get the point. Gather their stuff and leave.

LUCY (cont'd)
Okay, so it's just two of you.
Fine. Let's get started, shall we?

WHITE DUDE
(rises)
Um, cool. My name is Tim
Hendershot, I'm 39, and I'm
alcoholic. Just like my father.

LUCY
AA is two doors down. Were you not
listening when I came in?

(CONTINUED)
 24.
CONTINUED: (2)

WHITE DUDE
Were you not listening? I'm drunk.
You're lucky I'm wearing pants.

He EXITS. Now it's just Lucy and Carlo. He SMILES at her.

EXT. SNOWY CAMPUS - MINUTES LATER

Lucy walks with Carlo by the old college building.

LUCY
American History is all around us.
In fact, the administration
building was once the site of a six
month siege. Revolutionary
pamphleteer James Cartwright was
trapped alone inside by the British
during the winter of 1777.

Carlo stares up at the building.

LUCY (cont'd)
He wrote, "I stand against their
taxation and oppression. And if I
stand here alone, do I not still
stand?"

Carlo gets his notebook out, starts writing.

CARLO
Taxation. Oppression. Famfateer.
Okay yes. Do I must to know date?

LUCY
Is that question genetically
encoded in all humanity? No, this
won't be on the test.

They begin walking.

LUCY (cont'd)
So, where's your wife?
(off Carlo's look)
I noticed your ring. If she's a
citizen, then so are you by
marriage, but you're obviously not,
so she's not, so where is she?

CARLO
She love this country. I like
here. Very nice.
(MORE)

(CONTINUED)
 25.
CONTINUED:
CARLO (cont'd)
But sono Fiorentino, Florence. You
go to Florence?

LUCY
No. But I've seen pictures. It's
beautiful.

CARLO
Beautiful? Gah! BaYOOOOOOtiful!
(breathes in, remembers)
But she love here. Want to be
citizen.
(beat)
She...I don't know polite way to
say. E morta.

LUCY
Oh. Well, we would say, "She
passed away."

CARLO
(shrugs)
That does not sound right.

Awkward moment. They stop. Lucy points at the ground where

Carlo stands.

LUCY
That's where Washington stood
shortly after the Battle of
Monmouth.

Carlo pulls out his wallet, takes a dollar bill, and holds it
in front of his face, like he's Washington.

CARLO
Fourascore, atwenty years haggo!

LUCY
Wow. It's like I was there.

BIRD'S EYE VIEW of them looking up at the building.

CARLO
So this man up there six month?
Alone?

LUCY
That's right.

CARLO
(shrugs)
That's no so bad. I could do that.

(CONTINUED)
 26.
CONTINUED: (2)

LUCY
You know...so could I.

INT. TIMMSDALE'S LAB - DAY

DANGER! DO NOT X-RAY! DO NOT SHAKE! DO NOT EXPOSE TO HEAT!

Just a few of the warning labels on...

AN ENORMOUS BOX, the size of a large man. Carlo PUSHES into

the room.

CARLO
Boss! It's here!

Timmsdale comes RUSHING in.

TIMMSDALE
From the Ukraine, yes? Ah!
Excellent! The final element!

Carlo opens the side of the box, SLIDES OUT a huge STYROFOAM
PACKING block.

Removes tissue paper, more cardboard...finally,

finally...this huge box...all for...

A tiny METAL CUBE. Timmsdale lifts it with reverence.

TIMMSDALE (cont'd)
At last.

He opens the cube. Inside...a A GLOWING GREEN SPHERE. Carlo

and Timmsdale stare in awe...

TIMMSDALE (cont'd)
It's beautiful, but deadly. Good
thing we're wearing our lead
aprons, eh?

Carlo CLEARS HIS THROAT. They are NOT wearing lead aprons.

Timmsdale SNAPS the cube shut.

TIMMSDALE (cont'd)
Oh fudge. 5 seconds of exposure at
less than 15 feet, fudge indeed!
(panics)
Did you have that bald spot five
minutes ago?

(CONTINUED)
 27.
CONTINUED:

CARLO
Yes.

TIMMSDALE
(big sigh of relief)
If you go blind, whistle for me.

Carlo WINCES. Timmsdale takes the cube into the SECRET ROOM.

WHAM. The secret room SHUTS.

Carlo tries to work on some little projects, but the

FASCINATING NOISES coming from the room are very interesting.

He needs a longer length of TUBING for something. The tubing

is on the top level of the 20' tall shelving.

He starts climbing up a makeshift ladder to the top. When he

gets there, he realizes...

There's a small VENT GRATING through which he can see into

the SECRET ROOM. He leans in...

CARLO'S POV THROUGH THE VENT GRATING...

Timmsdale's MACHINE is complete. The professor takes a PAIR

OF SCISSORS, places them into the machine, and shuts it.

Hits a button.

ANGLE ON Carlo's EYES through the vent...the GREEN LIGHT

reflected back nearly BLINDS HIM.

CARLO'S POV THROUGH THE VENT GRATING

Timmsdale opens the machine.

And, amazingly...the scissors GET OUT. They climb out, walk

out, they...well, they're ALIVE. They have a rubbery organic
flexibility. The blades are like little legs.

Timmsdale has BROUGHT an INANIMATE OBJECT TO LIFE!

Carlo can't believe what he's seeing!

ANGLE ON his foot...SLIPS on the ladder, makes a noise...

ANGLE ON the SCISSORS...the finger holes WHIRL TOWARDS the

grate like PEERING LITTLE EYES...

Startled, Carlo completely loses his balance and FALLS...

(CONTINUED)
 28.
CONTINUED: (2)

TWENTY FEET BELOW...

WHAM! It's okay. He's landed squarely on top of the large

styrofoam slab.

Phew. Relieved, he gets up.

Whooops. Can't. He's EMBEDDED. A shadow PASSES OVER HIM.

HEINEGGER
Is Timmsdale selling you on Ebay?
Italian monkey-boy, Mint in Box?

CARLO
Help...I cannot get...

HEINEGGER
What did you see? What's he up to?

CARLO
I saw nothing. No thing. Help?

HEINEGGER
Very well. Back to Italy you go.

Heinegger SLIDES the styrofoamed Carlo BACK INTO THE BOX.

Pulls out a pen. Starts writing on the box.

HEINEGGER (cont'd)
To: Some dank Sicilian prison, via
slave barge.

From inside the box, MUFFLED YELLING...

HEINEGGER (cont'd)
Hmmmm? So sorry, I don't speak
"package." Now, you can struggle
for the remainder of your life,
i.e. one hour, or...

Heinegger grabs a HOOK from the desk, JABS it into the

styrofoam, and HAULS CARLO OUT of the box.

HEINEGGER (cont'd)
...you can surrender like a good
Italian and get me the plans to his
invention. My career is on the
line.

CARLO
Why?

(CONTINUED)
 29.
CONTINUED: (3)

HEINEGGER
Because I invented it first!

CARLO
Invented what?

HEINEGGER
I DON'T KNOW YET! It could be any
number of things. I'm a genius,
quite frankly, lots of irons in the
fire you see. The point is, I
won't be robbed of glory again!
Get me the plans, get me the
invention...or arrivederci, il mio
amico.

Heinegger raises his BOOT, and SLAMS IT DOWN...

Right to the side of Carlo's head. The indentation is enough

for Carlo to wiggle his head out, lift his neck, and WRIGGLE
his body FREE of the styrofoam.

Heinegger is GONE.

Behind the SECRET ROOM door, more NOISES....

INT. HISTORY BUILDING - MAIN OFFICE - DAY

Lucy pulls some papers out of her departmental mailbox.

Flips through them.

An INVITATION. She opens it.

LUCY
The President of the University
invites you and a guest to a winter
garden soiree.

JAANSEN
Who are you going with? Lucas from
Politics asked me.

LUCY
What is this, Junior Prom?

JAANSEN
Please, we're Ivy League scholars.
(beat)
You wanna go in on a limo with us?

Lucy frowns, CHUCKS the invite in the trash.

 30.

INT. CLASSROOM - DAY

Carlo sits in his chair, DISTRACTED...

LUCY
So while Congress drafts laws, only
the President has the power to...
(beat)
Hellooooo?

Carlo STARES at a pair of SCISSORS on her desk.

CARLO
Did those move?

LUCY
No. Are you okay?

CARLO
Yes, sorry. My work I think make
me derange.

LUCY
It's a common complaint. Which
department are you?

CARLO
I run physics lab. I fix electric,
welding, computer, all things for
experiment.
(back to the scissors)
They were no over there?

LUCY
No. Scissors don't just get up and
walk around.

Outside, we hear THUNDER...on Carlo's eyes...

INT. TIMMSDALE'S LAB - NIGHT

Carlo sits at his desk, backlit by the huge window and

LIGHTNING. CRASH!

Gripped with a certain fear, he stares at the SECRET ROOM.

Timmsdale ENTERS, soaked. He is JUMPY.

TIMMSDALE
Carlo! Come here!

Carlo approaches.

(CONTINUED)
 31.
CONTINUED:

TIMMSDALE (cont'd)
Old friend, I have an important
task for you. Wait here.

Timmsdale enters the SECRET ROOM, then returns, LOCKING THE

ROOM BEHIND HIM.

He now holds a BOX...just big enough to hold a pair of

scissors. The LID occasionally BUMPS UP and DOWN.

TIMMSDALE (cont'd)
I have created something of
remarkable power, but potentially
grave danger. I must leave for
England at once. I have friends
there who will arrange it so my
machine does not fall into the
wrong hands. Until then, I leave
it with you.

CARLO
No no no no no...

TIMMSDALE
I can't exactly take a small
nuclear device on United, now, can
I? There is no other way.
(beat)
While I am gone, you must not let
ANYONE in here.

CARLO
A no one!

TIMMSDALE
No one must touch the machine!

CARLO
A no touch!

TIMMSDALE
Nothing must happen to it!

CARLO
A nothing!

TIMMSDALE
NOTHING!

CARLO
A NO THING!

(CONTINUED)
 32.
CONTINUED: (2)

Timmsdale ARMS the FOUR ALARMS on the door. We hear the

chunky THUNK of electronic locks falling into place.

Timmsdale turns to Carlo, HUGS him.

TIMMSDALE
Good luck.

He EXITS.

Carlo looks around. The electronic locks FLASH and BEEP.

Hmmm. He isn't impressed. This place needs more security.

MONTAGE

Cutting wooden boards, stringing wire, tying rope, winching

the BIG STEEL SPHERE up towards the ceiling, filling a pail
of water, etc.

BACK TO SCENE

Carlo steps down from his ladder, wipes his hands. Looks
around. Yup, that's much better.

INT. HALLWAY OUTSIDE TIMMSDALE'S LAB - CONTINUOUS

Carlo walks out in the hallway with his BIG HUGE FLASHLIGHT.
Sits down in a chair, and WAITS.

TIME PASSES...

He's starting to NOD OFF. Think...think...

JUMP CUT TO:

Carlo back in his chair, but he's rigged some ALLIGATOR CLIPS
to his eyelids. The flashlight is between his legs, AIMED at
his CHIN. He smiles. Waits.

Starts to NOD...his head droops, which makes the alligator

clips pull his eyelids open, and the flashlight beam hits him
FULL BLAST in the retinas.

Carlo YELPS in pain. It's working, but it hurts. He gets

another idea!

INT. COFFEE ROOM - MINUTES LATER

A fresh pot of coffee. Carlo pours, takes a sip. Strong!

He SNORTS IN like a bull! No way he's going to sleep now!

(CONTINUED)
 33.
CONTINUED:

He EXITS, revealing he's just brewed half a can of SANKA.

INT. HALLWAY OUTSIDE TIMMSDALE'S LAB - MINUTES LATER

Coffee mug on floor. Carlo DEAD TO THE WORLD in his chair,

sleep drool making a bungee line to the floor.

A FIGURE passes by silently...enters the lab...

INT. TIMMSDALE'S LAB - LATER

The electronic lock panels all have WIRES dangling, leading

to...HEINEGGER at a laptop...running a CRACK program.

The last NUMBERS fall into place. KaCHUNK, KaCHUNK, KaCHUNK,

the locks yield.

HEINEGGER turns the knob of the DOOR. Starts to open it...

PLINK. The door has struck a small LEVER at its top.

Heinegger STOPS...watches as...

Mini unbalanced see-saws FLOP against each other, eventually

releasing a BASEBALL BAT tied to a rope. The bat drops down,
counterweighting a Coke can with a nail in it up towards the
ceiling...

The nail POPS a balloon, which had been suspending a MATCH.

The match crosses a STRIKE PAD, ignites a trail of powder all

the way to...

A small container with some sterno. The sterno ignites. The

hot air it creates sends a miniature SAIL upwards, which hits
ANOTHER LEVER...

FASCINATED, Heinegger continues to watch as the lever

releases THE BIG STEEL SPHERE...the metal ball is now ROLLING
along a series of RUNNERS in the beamwork.

At each turn, it hits a flag that pops up with a number...

3! 2! 1!

The final beam DROPS on a HINGE, and the huge SPHERE

PLUMMETS...

Landing a good 10 feet away from Heinegger.

(CONTINUED)
 34.
CONTINUED:

HEINEGGER
(chuckles)
Idiot.

Heinegger TURNS back around to the door.

And there's Carlo with the BASEBALL BAT.

BONK! Heinegger drops like a sack of potatoes.

Good plan, Carlo!

Heinegger GROANS...he's out, but not for long...

The SECRET DOOR is open. Carlo has to do something, or

Heinegger will steal the boss' machine!

INT. SECRET ROOM - CONTINUOUS

Carlo covers THE MACHINE with some FABRIC. Lifts it. Heavy.
But he's got to get it out of here.

EXT. PHYSICS BUILDING - CONTINUOUS

CRACK! Lightning illuminates Carlo making his way through

the suddenly MENACING GOTHIC CAMPUS...

EXT. STREETS - NIGHT

Carlo SLOWLY WORKS HIS WAY back on his bike, the heavy
MACHINE in the basket.

COP CARS fly by, shining their lights...but Carlo carries on.

INT. CARLO'S HOME - NIGHT

Carlo FALLS through the door, finally getting into the

kitchen, where he sets the MACHINE down on the table. Then
locks the door, the windows, everything...

THUNDERCLAP!

Carlo turns away, then sees a pair of SCISSORS on the

counter. A reminder of what he saw...a reminder of what the
Machine can do...

INT. CARLO'S BEDROOM - NIGHT

Carlo TOSSES and TURNS...opens his eyes and sees...

GIULIETTA'S CHRISTMAS FRAMED PHOTO...he's put it on his

nighttable. Still with the ribbon on it.

(CONTINUED)
 35.
CONTINUED:

He agonizes...turns away.

Puts a pillow over his head.

Throws the pillow off, and turns the PHOTO around so he

doesn't have to look at it.

Throws the covers over his head.

A few seconds go by...

Carlo PEEKS OUT from underneath the blanket...

INT. KITCHEN - SECONDS LATER

Carlo RIPS off the ribbon, fumbles with the frame clasps in
the back, then simply SMASHES the frame against the sink.

Pulls out the photo. Does he dare do the unthinkable?

He opens the machine and puts the PHOTO inside. Closes the
hatch. Puts his finger on the BUTTON.

Then PUSHES the button. Looks away as the room FILLS WITH
GREEN LIGHT. Then, nothing.

With trembling hands, Carlo OPENS the MACHINE.

WHITE SWIRLING SMOKE WITHIN bubbles and roils, then thins to

air. What's left behind is...

The photo. Sitting there. Not moving.

Carlo reaches in. Takes it out. Holds it up.

CARLO
Giulietta?

Nothing. He taps the photo. Nothing.

Sadly, he drops the photo back on to the broken frame.

Dismisses the photo with a gesture, gets up, and EXITS.

CLOSE ON the photo. That great smile, frozen for ETERNITY.

LIGHTNING/THUNDER CRASHES

INT. CARLO'S BEDROOM - NIGHT

Carlo SLEEPS under the covers. Twitching in dreams...

(CONTINUED)
 36.
CONTINUED:

We HEAR a very creepy sort of DRAGGING NOISE...some

SCRABBLING across wooden floors...

ANGLE ON the crack underneath the bedroom door. The light is

SHIFTING...something's moving around out there...

INT. HOUSE - CONTINUOUS

MOVING THROUGH HOUSE low and fast...'til we get to...

INT. THE KITCHEN - CONTINUOUS

The broken frame. But the PHOTO is gone.

EXT. CARLO'S HOME - NIGHT - CONTINUOUS

From across the street, we can see through the windows, one
after another after another...BRIGHT GREEN FLASHES.

FADE TO:

INT. CARLO'S BEDROOM - MORNING

A piece of fabric TOUCHES Carlo's nose. Pulls back, then

TICKLES IT.

Carlo AWAKES. What the hell?

The window is a bit open. The wind was just flapping a bit
of sheet. He RUBS HIS EYES.

INT. HOUSE - CONTINUOUS

Heads downstairs. Walks THROUGH the living room towards the

kitchen, out of frame.

Then walks back in.

Ever have that feeling someone's watching you? He looks

around...nah...nothing...

INT. KITCHEN - CONTINUOUS

Carlo ENTERS, grabs for a cereal box, pours a bowl, takes a

spoon, sits down and...

Sees that the PHOTO is gone.

FREAKS OUT! JUMPS UP! Turning and leaping like a man whose
pet scorpion has gotten loose. Where is it???

(CONTINUED)
 37.
CONTINUED:

Ah! There...on the floor...the wind again. He takes it,

brings it into...

INT. THE LIVING ROOM - CONTINUOUS

Puts it on the mantle.

INT. THE KITCHEN - CONTINUOUS

Sits back down to breakfast. Napkin, bowl, cereal, and...

The spoon is off the napkin. Hmmm. He puts it back on the

napkin, unfolds the newspaper, absentmindedly grabs for it...

It's off the napkin AGAIN.

Carlo puts the paper down. This is not good. He makes a BIG
SHOW of looking away, humming...

Then POUNCES on the SPOON.

It LEAPS out of the way! Carlo SWIPES at it again! It jumps

into the air, SMACKS him on the FOREHEAD...

The CHASE is ON. Carlo throws himself at the spoon, WRECKING

THE KITCHEN, but he CAN'T catch it. Each time he misses, the
spoon SMACKS some other part of his body.

It's MOCKING HIM.

Carlo CHARGES...the spoon BOUNCES OUT into the...

INT. LIVING ROOM - CONTINUOUS

Carlo LEAPS for the spoon, MISSES AGAIN. Lands FACE FIRST
onto the RUG.

Ouch. His eyes OPEN slowly. He looks up, and sees...

THE LIVING THINGS

The room is literally BUZZING with life...all the little

knickknacks and objects that Giulietta gathered are dancing,
running, spinning, hopping...

It's very Wizard of Oz. Except instead of Munchkins peering

out at Dorothy, Giulietta's THINGS are staring at Carlo.

The CUCKOO CLOCK BIRDS, once wooden, pop out of the clocks
and FLY AROUND, joined by...

(CONTINUED)
 38.
CONTINUED:

The VINYL RECORDS leap out of their SLEEVES and put on an

acrobatic show, as if they were Chinese Plate Spinners...

An old TIN WHISTLE hops down towards the BELLOWS, which walks
with the gait of a fat old man. The bellows blows air into
the whistle, which causes...

...the CANDLE PROCESSION to begin. Candles in their sticks,

gliding solemnly like a file of monks.

The BIC LIGHTER flicks itself and lights up like a ceremonial

torch. The candles bow reverently and light their wicks.

They gather around the curtains, which are fluttering around

something. The curtains PART and...

Carlo GASPS...

It's one of Giulietta's DRESSMAKER'S TORSOS. The kind with

arms that sits on a long stand. Wearing a BLOUSE.

Giulietta's DIAMOND RING on its finger.

And sitting in the collar...

The PHOTO of Giulietta.

Carlo RISES. Walks to THE FIGURE.

The Figure moves towards him.

One of the VINYL RECORDS leaps onto the record player. The
SPOON hops over and CLICKS it on.

It's "Caro Nome," Verdi's RIGOLETTO.

The blouse sleeve reaches out. Carlo takes it, puts his hand
on The Figure's back, feeling it MOVE underneath his fingers.

Feeling that it's alive.

He SMILES...and THEY DANCE. They dance as the cuckoo birds

zoom around and the candles sway.

Then The Figure points to the nested Babushka dolls.

The BIG BABUSHKA DOLL begins to SHAKE. Something is ALIVE

inside. The PAPA doll SPLITS OPEN. Then the MAMA, then the
BIG SISTER, THE GRANDPA, etc....all just inanimate
dolls...until...

(CONTINUED)
 39.
CONTINUED: (2)

The BABY BABUSHKA is born, like a chick emerging from an egg.

The Baby is ALIVE. It STUMBLES about like a newborn...taps
forlornly against its MAMA's wooden face...

The Figure takes Baby B. and carries him gently to Carlo.

The Figure is the mother. Carlo is the father. This is

their child.

Carlo isn't quite sure how to handle all this.

The Figure puts the Baby down on a soft pillow, then takes
Carlo's hand...leads him to the stairs...

CLOSE ON a small wicker basket. Inside, something unseen

SHIFTS and MOVES...

INT. BEDROOM - CONTINUOUS

She leads Carlo into the bedroom. To the bed.

CARLO
Ah. I see.
(clears throat)
How, how do we, ummm...?

He touches her skirt, lifts it just a bit.

The Figure WHACKS his hand away, then puts her sleeves ends
on her hips, annoyed.

CARLO (cont'd)
Giulietta! It IS you!

The Figure POINTS to the closet.

Carlo gets up, opens it.

CARLO (cont'd)
I don't understand.

The Figure KEEPS POINTING...at the floor of the closet.

Carlo gets down, pats around, then finds a small finger hole.
He is able to PULL THE FLOORBOARD UP...

Inside is a WRAPPED CHRISTMAS GIFT.

CARLO (cont'd)
What is this?
(beat)
(MORE)

(CONTINUED)
 40.
CONTINUED:
CARLO (cont'd)
This was meant for me. From last
Christmas, before you——

The Figure NODS.

Carlo rips the paper off. Opens the box.

It's a pair of BROWN OXFORDS.

Carlo stares at the gift his dead wife never had a chance to
give him.

Then starts to CRY. A smiling cry. A laughing cry.

The Figure's SLEEVE reaches up to wipe away his tears.

CARLO (cont'd)
Thank you...
(beat)
...Giulietta.

EXT. HEIGHTSTOWN ASSISTED LIVING CENTER - DAY

That's what they call the group homes for the old folks these
days. From inside we here singing.

VOICES (O.S.)
Well I'm the Sheik of Araby,
Your love belongs to me.

INT. REC ROOM - ASSISTED LIVING CENTER - CONTINUOUS

The elderly have gathered to sing around AUNT AUDREY, 85, a

tough-looking sort of elfin old gal, who plays the piano.

ELDERLY SINGERS
The stars that shine above
Will light our way to love.
You'll rule this world with me,
I'm the Sheik of Araby.

They all clap when they finish.

ELDERLY FOLKS
Oh! That was great! What fun!

AUNT AUDREY
Fun? You people SUCK! If the
Sheik were here, he'd camel-screw
ya.
(MORE)

(CONTINUED)
 41.
CONTINUED:
AUNT AUDREY (cont'd)
There's no rhythm, no feeling, some
of you are still forgetting the
lyrics——and don't give me that lame
Alzheimer's excuse, Harry——and
Dorothy, how long have you smoked?

DOROTHY
(croaks)
Sixty years.

AUNT AUDREY
Jesus Christ...you're singing bass
from now on. But not towards me.
Your lung-rot breath has a way of
wafting.
(looks up)
Lucy!

Lucy WAVES from across the room.

LUCY
Aunt Audrey! I didn't mean to
interrupt.

AUNT AUDREY
Interrupt? Half of these coots'll
be dead before I reach the door.
(waves her cane at them)
CLEAR! Hahahah...only a matter of
time, suckers...!

EXT. GARDEN - ASSISTED LIVING CENTER - DAY

Lucy strolls with Aunt Audrey through the garden, flipping

through a PHOTO ALBUM.

AUNT AUDREY
So you're still working on your
book, right?

LUCY
Well, the first chapter is——

AUNT AUDREY
I was just feigning interest. Cut
to the sex.

LUCY
What?

AUNT AUDREY
What's going on in the sack? I
want details. The filthy stuff.

(CONTINUED)
 42.
CONTINUED:

LUCY
Nothing is going on in the sack.
I'm single. I'm happy single.

AUNT AUDREY
Right. And I'm happy taking a crap
every full moon. Get real.

LUCY
I thought you of all people would
understand. You lived on your own.
And look at all the things you did!
(re: photo book)
You flew airplanes, you joined the
Peace Corps...and you weren't
subsumed by some other person. I
bet most of the women in here pine
away over their dead husbands.
They don't know what it means to be
independent and strong, like us.

AUNT AUDREY
Us? First of all, you've never
flown shinola, so back off with the
Amelia Earhart sisterhood bunko.
(beat)
Besides, I never look at those
photos. It's just me in there.
Truth is, it would have been nice
to have someone. Now it's too
late.
(inhales)
Take a deep breath, Luce. Before
you know it, you won't be able to.

LUCY
Oh come on. We both have plenty of
life left.

AUNT AUDREY
No, I mean I'm taking you to the
cafeteria for lunch. Ever smell a
hundred adult diapers catching
fudge at the same time?

INT. TIMMSDALE'S LAB - AFTERNOON

The SECRET ROOM DOOR, left unlocked, is slowly pushed open.

TILT UP to reveal HEINEGGER with a rather LARGE KNOT on his

head. He walks towards the table. The Machine is GONE.

(CONTINUED)
 43.
CONTINUED:

Heinegger DARKENS. He has a feeling he knows where it is.

INT. CARLO'S HOME - KITCHEN - EVENING

Carlo, STRETCHING from a nap, ENTERS to find...

THE KITCHEN GADGETS have made him his dinner. The SPOON
leads a kind of New Orleans Marching Band style progression
of utensils across the table, while the KNIVES swashbuckle
each other for the honor of cutting the meat.

The WINE GLASSES, drunks that they are, sort of STAGGER OVER
to the table full of WINE.

The Figure SITS across from Carlo.

He takes a bite. Oh yeaaaaaaah. Just the way she used to

make it. It's DELICIOUS. This is heaven. His beloved wife
is there, his kitchen is full of wonderful smells...it's as
if nothing could possibly corrupt this beautiful dream.

INT. CARLO'S HOME - LIVING ROOM - A BIT LATER

He SITS down on the couch, UNBUTTONS his pants. Whew!

He reaches for the REMOTE, but it PRESSES ITSELF.

The TV turns on. It's news. Carlo leans in to change the

channel, but the remote, again, PRESSES ITSELF.

It's a commercial.

TV ANNOUNCER
Tonight, one night only, never ever
ever to happen again as long as the
planet is in one piece...it's a
SUPER SALE at Edison Park MALL!

CARLO
Eh.

He hits the REMOTE buttons, but the remote keeps SWITCHING

BACK to the ad.

TV ANNOUNCER
Prices will never be this low
again. I do not exaggerate when I
call this the greatest bargain
experience in human history! Open
'til 9...hurry! Stores are open!

Carlo ROLLS his eyes. Stupid mall.

(CONTINUED)
 44.
CONTINUED:

Then he looks to his right.

The Figure is all DRESSED up the way Giulietta used to.

CARLO
Oh no. No no no no no. You can't
leave this house. None of you must
be seen! You don't know what kind
of trouble I'd get in!

Baby B. HOPS DOWN and stares up at Carlo plaintively.

CARLO (CONT'D) (cont'd)

Please, don't give me the eyes.

The Figure gets an idea. RUNS UP the stairs, then comes back
down. HOLDS UP...the BROWN OXFORDS.

EXT. BUS STOP - EVENING

CU the Brown Oxfords. Carlo's feet SQUIGGLE in them. He's

trying to get comfortable.

The Bus arrives...its sign says "MALL."

INT. BUS - EVENING

Carlo sits on the bus across from a LARGE MUSCULAR DAD and
his three teenaged girls.

He smiles at the girls. They smile back. Then GIGGLE.

Carlo SHIFTS in his seat. Odd feeling...

CLOSE on the CROTCH of his pants. There's a lump, GROWING.

It drops down, and BABY B. peeks his little head out of
Carlo's pocket, then back in he goes.

Carlo looks down, sees a TINY PROTRUBERANCE tenting his

pants. The girls GIGGLE again.

CARLO
(annoyed)
Sit still!

The father GRUNTS at them.

Carlo tries to PUSH the lump back down, but it keeps MOVING,
like a tiny erection with a mind of its own.

A NUN stares at him with DISGUST.

(CONTINUED)
 45.
CONTINUED:

CARLO (cont'd)
(whispering)
What did I tell you? I no bring
you next time if you no behave!

The girls are really GIGGLING now. The Father looks over at
Carlo. Sees a man having an argument with his erection.

CARLO (cont'd)
Don't look at me like that. You no
the boss. I the boss. You want to
get spank? I give you spank, right
here, right now!

The Father gets up, cracks his knuckles, walks over to Carlo.

Carlo CLAMPS a hand down on his crotch, frightened. Looks up

at the massive man.

FATHER
You got a problem in your pants,
buddy?

CARLO
No! No problem. Pants are good!

The man LEANS IN. Puts his fist in Carlo's face.

Then produces a business card from the fist.

Father
I'm a psychiatrist. We have
therapies for conditions like
yours.

CARLO
Thank you.

FATHER
(glances down)
There are medical procedures to
increase size as well.

Carlo smiles weakly.

BUS DRIVER (O.S.)

Mall!

EXT. CARLO'S HOME - CONTINUOUS

A car ROLLS SLOWLY past the house...then BACKS UP. Parks.

(CONTINUED)
 46.
CONTINUED:

Heinegger GETS OUT.

He looks around casually, hums, then suddenly DASHES like a

coked-up rabbit towards the BACK.

EXT. ROUND BACK - CONTINUOUS

He STOPS. Drops. ROLLS like a commando.

Right into a ROSE BUSH.

HEINEGGER
GAARrr.....

He MUFFLES his scream, POPS up, produces a lock pick, and

goes to work on the BACK DOOR.

INT. MALL - EVENING

Carlo at the entrance of the mall. He SIGHS. The place is

JAMMED with people...hundreds of stores...

He holds Baby B. up to his face.

CARLO
Remember. You stay with daddy.
Okay? No run around.
(looks around)
So. Here we go.

CU the OXFORDS. The laces TIGHTEN. The heels CLICK.

Carlo stares down at his feet. Here he gooooes...

The SHOES are walking THE MAN.

CARLO (cont'd)
Whoa!

Frightened, he tries to hold on to something - a pole, a

trash can, a lady...no good. His feet are on a MISSION.

He LETS GO, and his feet STAGGER ahead of him, picking up

speed to a trot.

All he can do to balance is wave his arms like a FREAK.

ANGLE ON THE MALL PLAZA - lined with shops.

Carlo RUNS from window to window, or rather, THE SHOES DO,

one of them occasionally LIFTING OFF THE GROUND to get a
better look.

(CONTINUED)
 47.
CONTINUED:

He appears to be a lunatic to everyone around him.

The shoes literally SLIDE HIM ACROSS THE FLOOR towards

BLOOMINGDALE's.

INT. MALL - LATER

Carlo, now laden with FIVE shopping bags, is being WALKED to

the next store.

CARLO
(talking to his feet)
I don't have room for this. No
more, please——

The feet are dragging him towards the Coach Leather store.

CARLO (cont'd)
Oh no. No no. Too expensive.
Look! Over there!

He starts walking towards the discount Purses 'n' Things.

The shoes REBEL and begin walking him BACKWARDS towards Coach
Leather. He appears to be a man SWIMMING against an
invisible tide, doing a kind of running in place thing...but
being dragged backwards with every step...

CARLO (cont'd)
No! No.....

INT. CARLO'S HOME - BACK ENTRANCE - CONTINUOUS

SNICK. The door unlocks, then OPENS.

Heinegger ENTERS. Looks around.

Everything is perfectly still.

INT. LIVING ROOM - CONTINUOUS

Heinegger CREEPS in, still looking around.

HEINEGGER
I know you're in here...

The FELIX THE CAT CLOCK on the wall stops moving its eyes
back and forth, and just follows Heinegger now with its
creepy pupils...

Heinegger walks towards the kitchen...where The Machine is!

(CONTINUED)
 48.
CONTINUED:

Behind him, the BELLOWS takes a big INHALE. A GLASS BEAD

from a decorative DISH hops OVER to the bellows and lands on
the TIP. The bellows SQUEEZES...firing the bead at the back
of our villain's HEAD.

PLINK. He WHIPS AROUND.

HEINEGGER (cont'd)
Who's there?!?

Nothing. Nothing moves. The bellows, at a weird angle, lets

itself SLIDE over and fall. Nothing too strange about that.

Behind Heinegger, the DRAPES sneak off from the window and
arrange themselves in front of the kitchen entry.

He's about to turn back towards the kitchen when, the RUG
sort of PULLS ITSELF OUT from under him.

He HITS the ground. Gets up, confused.

HEINEGGER (CONT'D) (cont'd)

Wait a second...

Heinegger looks over at the CURTAIN, moves towards it.

BEHIND him, the wicker basket begins to TWITCH. The lid

comes off...and the bright orange EXTENSION CORD rises out
like a COBRA...

It slithers to the wall, and its RATTLER-LIKE tail PLUGS into

the wall. The receptacle end gives off tiny, hissing sparks.
This thing is DEADLY. It's about to STRIKE WHEN...

The Figure steps in front. Casts the CORD back.

Heinegger TURNS.

FOOOP! He's hit square in the head with a LARGE PILLOW held
by The Figure, spinning his face away from it. He never sees
it coming. And then...

...he COLLAPSES.

A FRYING PAN slides out of the pillow cover, BOWS PROUDLY.

The CORD reluctantly RETURNS to its basket.

A pair of ROLLER BLADES come SCHUSSING around the corner, do

a few tricks, some figure eights, then SLIDE to a stop in
front of Heinegger, HOOK on to his shoelaces with their
laces, and start DRAGGING him out the door.

(CONTINUED)
 49.
CONTINUED: (2)

A record HOPS up on the turntable, and all the toys do a

little DANCE...

RECORD PLAYER
Na na, na na na na, hey hey hey,
goodbye!!!

INT. MALL - MINUTES LATER

Carlo GRUMBLES. He's got more bags, including stuff from

Coach Leather.

He leans back against a wall, tired.

CARLO
The more things change...
(talks to his shoes)
Well, are we done? Yes? Okay.
All the bags, bus fare, little
baby...
(pats himself down)
Baby...
(looks up)
Baby!

Carlo looks around FRANTICALLY! VERTIGO EFFECT of thousands

of people, etc....no way to find the little guy!

But his shoes know something, SPIN HIM AROUND and start him
RUNNING.

Carlo looks straight ahead and sees...BABY B. weaving around

people's feet on the escalator...

He looks up further and sees...suspended from the 100 ft.

high ceiling...the mall's LOGO character...

A HUGE MAMA BABUSHKA FLOAT with a big GRAND SALE banner

draped across it. Uh oh. Baby thinks he's found his real
mommy.

THE CHASE is on!

Imagine your feet running faster than you've ever gone.

They're in control. And they're not going to stop until they
catch that damn Baby Babushka!

SCREAMING AND YELLING all the way, Carlo RUNS up the central
divider of the escalator...

Blocked by the crowd, the shoes JUMP UP on the foodcourt

tables, LEAPING Carlo's ENTIRE BODY from table to table.

(CONTINUED)
 50.
CONTINUED:

Meanwhile, Baby B. is obviously hopping along on the floor,

unnoticed by the crowds. But he's like a cat crossing the
freeway, constantly in danger of being CRUSHED...

The Shoes run Carlo STRAIGHT THROUGH THE FOUNTAIN...

Baby B. hops up onto one of the inflatable Babushka's TETHER

LINES...almost loses its balance...

Carlo stands by the tether line. He looks around. How can

he get the baby down?

Meanwhile, his shoes had MADE THEIR DECISION. By the time

Carlo looks back up, he's TIGHTROPE WALKING backwards about
100 feet above ground.

Below him, people see the man tightrope walking (Baby B. is

too small to even see). They begin APPLAUDING.

CARLO (cont'd)
Oh my God....OH MY GOD...

SLIPS! But the shoes recover.

People are OOHING and AAHING.

Closer, closer....Carlo reaches for Baby B...and...GOT HIM!

CARLO (cont'd)
Okay...okay...we go back now.
Please.

A HUNDRED FEET BELOW, the DANCE CLASSES have begun again.

The shoes start to shift and SLIDE to the rhythm...still on

the TIGHTROPE.

CARLO (cont'd)
Oh boy.

MUSIC: Benny Goodman's SING SING SING

The drums pound out the intro, and the Oxfords start TAPPING,
then shuffling...moving Carlo UP AND DOWN the TIGHTROPE.

The crowd below starts WHOOPING IT UP. This is a great show!

CARLO (cont'd)
Wait! Listen! We can do this
downstairs? Okay? Hello?!?

(CONTINUED)
 51.
CONTINUED: (2)

Then they begin to DANCE! A fantastic dance, in which the

dancer is NOT IN CONTROL of his own FEET.

This is Fred Astaire dancing on the ceiling, but for a whole

new generation. Carlo is twirling, hopping, sliding, doing
splits...all effortlessly...and all on a wire suspended 100
feet above ground. He even throws in a moonwalk.

He finishes up by SLIDING down the longest wire all the way

to the BOTTOM FLOOR, tucking and rolling, then doing a few
flips and landing on his feet!

The crowd BURSTS INTO APPLAUSE.

Carlo SMILES, WAVES to everyone, then FAINTS DEAD AWAY.

EXT. CARLO'S HOME - EVENING

Heinegger STUMBLES out of the shadows, holding his head, gets

in his car and PEELS OFF.

In the other direction, the BUS. It pulls up right to

Carlo's house.

Carlo EMERGES with LOADS OF BAGS. He's the last passenger.

CARLO
Thank you.

BUS DRIVER
It's okay. I have a wife too.

The bus TAKES OFF.

INT. CARLO'S HOME - CONTINUOUS

Carlo ENTERS, and is immediately HUGGED by The Figure.

CARLO
(laughs)
Okay, okay...I know. You want to
see what you got. The shoes seemed
to know all your favorite stores.

The Figure does a "who, me?" shrug, then picks up Baby B.

Gestures to Carlo, then back to the Baby.

CARLO (cont'd)
How was he? Well...

Baby B. looks up nervously...

(CONTINUED)
 52.
CONTINUED:

CARLO (cont'd)
...he was very good.
(to his shoes)
Right?

The shoes TAP a NOD.

The Figure starts going through the bags, holding things up

to the light, just like Giulietta.

CARLO (cont'd)
I love this. I love having you
again.

Carlo snuggles next to her, little Baby B. between them.

INT. LUCY'S HOUSE - EVENING

Lucy sits at her computer.

LUCY
"Chapter One."
(starts typing)
"History is not about now. And
History may not help us predict the
future. History's true value is
that it is our collective memory.
It is our story, our past, the only
thing we all share. Perhaps that
is the only reason to teach it."

She stops.

LUCY (cont'd)
Holy shit. That's good.
(yells)
I STARTED! I STARTED MY BOOK!

SPARKS fly from her overloaded POWER STRIP. SMOKE puffs out
from the wall socket.

And the computer goes DEAD.

She SCREAMS.

INT. CARLO'S HOME - BEDROOM - EVENING

Carlo is SOAKING HIS FEET in some Epsom salts. The Figure is

MASSAGING his shoulders.

Baby B. tries to hide behind some clothes.

(CONTINUED)
 53.
CONTINUED:

CARLO
Peekaboo!

Baby B. jumps, then tries to hide again.

CARLO (cont'd)
PEEKaboo!!!

The Figure puts her sleeves around Carlo and hugs him from
behind. This was their dream. It's come true.

SFX: PHONE RINGS

All the THINGS swivel and STARE at the phone...they don't

seem to friendly towards it.

Carlo gets up, suddenly worried. Is it Timmsdale? Is it

Heinegger? What if they found out what he did? What if...?

CARLO (cont'd)
Hello?

LUCY
Carlo, this is Lucy. Lipke. Your
citizenship test teacher.

CARLO
Lucy. Hello.

The Figure looks at Baby. Lucy?

LUCY
I'm so sorry, but you said you're
good with electrical, or computers,
and...
(beat)
I have a really bad problem. None
of the places I called are open,
you're...please...

Carlo looks at The Figure...he doesn't want to leave. But

Lucy's begging...

CARLO
Okay. I come. Goodbye.

The Figure is looking at him.

CARLO (cont'd)
Fifteen minutes! Then I'll come
right back! Okay?

(CONTINUED)
 54.
CONTINUED: (2)

The Figure slumps sadly, but NODS. Okay. She holds up the
Brown Oxfords, but he's already GONE.

EXT. CARLO'S HOME - MINUTES LATER

Carlo has his toolbelt. He gets on his bike.

INT. CARLO'S BEDROOM - CONTINUOUS

The Figure and Baby B. watch him LEAVE from the confines of
her room. Her house. In a way, her prison.

INT. LUCY'S HOUSE - NIGHT

A KNOCK on the door. She OPENS IT.

LUCY
Carlo, thank you so so much...

CARLO
Is okay. No problem.

He FOLLOWS her in over to the computer.

LUCY
I didn't mean to sound like, you
know, my iron lung stopped working,
but I started my book.
(beat)
It's an important book. But the
computer blew up.

CARLO
Oh. You lose everything, hmm?

LUCY
No. No. Just, ummm...
(beat)
Well, it wasn't a whole page, but
it was almost a page. It was a
quarter page. A solid eighth to a
quarter.

Carlo SMILES. She smiles back. There's something very

comfortable about this fairly non-judgmental guy.

CARLO
Well, I have to be home, so we see
what the problem is.

Carlo LEANS DOWN, sees the forest of EXTENSION CORDS.

(CONTINUED)
 55.
CONTINUED:

CARLO (cont'd)
Oh. Okay. No big deal.
(mutters)
God protect me.

Carlo CROSSES HIMSELF, then YANKS the cords out. Plugs the
computer cord into the socket.

Lucy leans over to look.

CARLO (cont'd)
Okay. If you have power strip——

Carlo RISES, smacking his shoulder into Lucy's FACE.

CARLO (cont'd)
Ahh! I'm sorry, let me see...

LUCY
(holding her face)
It's okay.

She takes her hand away. Her lipstick is a little smeared.

LUCY (cont'd)
My lip is numb.

He reaches out and grabs her lip, SQUEEZES.

LUCY (cont'd)
Ow.

CARLO
It still works.

Suddenly, he's very aware how close he is to her. And how

warm she is. And how ALIVE she is.

And she's aware too.

CARLO (cont'd)
It's hot in here.

LUCY
It's me. I've been inside all day.
Body heat.

CARLO
Yeah.

LUCY
Yeah.

(CONTINUED)
 56.
CONTINUED: (2)

CARLO
(snaps out of it)
I'm sorry, I have to go...

LUCY
Can't I pay you?

CARLO
(fumbling with door)
No, no pay...I just...I have
something at home...

Lucy LEANS near him to unlock the door.

CARLO (cont'd)
Okay. I see you next class.

Lucy takes a breath, jumps into it.

LUCY
Do you own a tie?

He looks at her.

LUCY (cont'd)
There's this garden party...

INT. HUMAN RESOURCES DEPT. - UNIVERSITY - DAY

An HR clerk taps away at a computer.

HEINEGGER
Excuse me.

Reveal Heinegger, who has a LARGE KNOT on his skull.

HEINEGGER (cont'd)
I need some records on one of the
personnel in my department. Carlo
something Italian.

HR CLERK
Yeah, well I can't really give
those out.
(eyeing Heinegger's bump)
I have witch hazel if you want.

(CONTINUED)
 57.
CONTINUED:

HEINEGGER
No, thank you. You see, it's
Carlo's birthday, and a few of the
chaps thought it would be a lark to
throw a "This is your life" kind of
thing for him. Just need the info,
you see.

HR CLERK
Oh. That's funny.

HEINEGGER
Thank you.

HR CLERK
Can't do it. Wow is that thing
red! I can see your pulse.

Heinegger
IGNORE it. Now listen to me, I am
a professor of physics. Either you
give me those files, or when you
least expect it, and it could be
anywhere, anytime, I will quietly
and secretly expose you to a
modified beam of enhanced
multicharged protons that will give
you cancer.

HR CLERK
A cancer ray.

HEINEGGER
Creeping death. The big "C." The
sick of all sicks.

The HR clerk stares at Heinegger

INT. HALLWAY OUTSIDE HR DEPT. - MINUTES LATER

Heinegger CHUCKLES, smugly STROLLS OUT with Carlo's FILE...

HEINEGGER
Moron...

INT. CARLO'S BEDROOM - NEXT MORNING

Carlo puts on his tie.

CARLO
She's just a friend!

(CONTINUED)
 58.
CONTINUED:

Behind him, The Figure FUMES with her hands on her hips.

CARLO (cont'd)
And I'm not dressing for her. It's
a fancy party. They have it every
year. I've never been invited.

Carlo gets his SOCKS on, then looks for his SHOES.

The Figure HOLDS UP the BROWN OXFORDS.

CARLO (cont'd)
Ummm, don't the black shoes match
better?

FURIOUS, The Figure MARCHES out of the room, SLAMMING THE

DOOR. Carlo looks at himself in the mirror, SIGHS.

Giulietta's LIPSTICK HOPS UP and draws HORNS and a MOUSTACHE

over his image in the mirror.

CARLO (cont'd)
Very nice.

INT. KITCHEN - CONTINUOUS

Carlo CHASES after The Figure.

CARLO
What? So I'm wearing the black
shoes. That doesn't mean I don't
want you there! But if Professor
Heinegger sees you, we're both in
big trouble, Giulietta.

The Figure turns, then POINTS at some dishes, then to the

wall. The dishes THROW THEMSELVES at the wall.

CARLO (cont'd)
Okay, that's enough! There's no
reason for this jealousy. Why
would I want anyone else?

The Figure GESTURES towards the living room. COSMO magazine

flaps its way in like a bird and hovers in the air.

It's a photo of a nearly naked, voluptuous and very flesh and

blood woman.

CARLO (cont'd)
Giulietta...

(CONTINUED)
 59.
CONTINUED:

She quickly hands him a WRISTWATCH. It hops out of her

"hand" and CLAPS ITSELF around his wrist.

CARLO (cont'd)
Okay. But just this. And it
doesn't move. Okay?

The Figure nods. Carlo EXITS, worried...

EXT. CAMPUS - GARDEN PARTY - DAY

We're looking at the large university GREENHOUSE from the

snowy outside.

INT. GARDEN PARTY - CONTINUOUS

Inside, things are much more fun. Mingling around the

beautiful PLANTS and FLOWERS are the wealthy elite and
faculty of the University.

Carlo and Lucy ENTER together. Carlo looks uncomfortable.

Most of the men are escorting the women around by the arm.
Lucy takes Carlo's arm, then reverses it so he's holding her.

JAANSEN
Lucy! Hiiii!!!!

Air kisses, etc. Carlo, Italian that he is, goes in and

gives Jaansen's boyfriend two BIG NON-AIR KISSES on the face.

CARLO
Hello!

JAANSEN
Well hello. Lucy, you didn't tell
me you had a boyfriend
(sees Carlo's ring)
A married boyfriend...?

LUCY
Oh, no, see his wife, she——

CARLO
I am married.
(talks into his watch)
Very happily married!

JAANSEN'S BOYFRIEND
(rubbing his cheek)
Married and gay.

(CONTINUED)
 60.
CONTINUED:

JAANSEN
(uncomfortable)
Ah, there's Judge Weinberg. He was
just arrested for soliciting a
prostitute. Perhaps we can have a
less awkward conversation with him.

They WALK OFF.

LUCY
You told me your wife died.

CARLO
She did.

LUCY
So is this a language thing?

Carlo can't quite answer.

LUCY (cont'd)
No. It's a "me" thing. I get it.
(rejected, hurt)
I'm going to get a drink.

ANGLE ON HEINEGGER, who is BORING a cluster of people as he

DRINKS too much.

HEINEGGER
So Carl is talking about millions
of stars, and I say, DAMMIT SAGAN,
there are billions and billions of
them! A year later, he's on the
telly, mouthing my words like a
marionette!

BORED LISTENER
Mmm. I can't imagine how Jesus
ever wrote The Sermon on The Mount
without you.

HEINEGGER
Truth be told, I penned a VERY
similar essay as a schoolboy,
although mine was meant
sarcastically...

ANGLE ON Lucy, who attempts to join a couple of

conversations. She's behind a large PLANT, and overhears...

JAANSEN
So who's getting cut in English?

(CONTINUED)
 61.
CONTINUED: (2)

ENGLISH PROF
McGannon or Blake. Physics?

MULTIPLE VOICES
Heinegger!

ENGLISH PROF
What an asshole. Does anyone like
him? Now what about History?

JAANSEN
Well, I shouldn't say, but...
(beat)
Lucy Lipke hasn't published.

They all GASP. Lucy CRINGES.

JAANSEN (cont'd)
Besides, most of us have families,
or at least children from horribly
broken marriages...
(they all chuckle)
The single faculty are going to be
first on the chopping block. And
she comes here with a married man?
I mean, if she's not writing, and
she's not dating, what is she doing
with her life?

Lucy CRUMPLES, walks off...

ANGLE ON CARLO, who wanders around by some plants.

He settles near some BEAUTIFUL ORCHIDS. Across the room,

through the buds of the gorgeous flowers, he sees Lucy.

She stands alone, the sun shining through the greenhouse

windows and hitting her hair.

She doesn't smile. She doesn't chat. She doesn't mingle.

She suddenly remembers she's supposed to breath. She takes

some air in, and lets out a long, slow breath.

Carlo suddenly feels the CRUSHING WEIGHT of her loneliness,

maybe because he knows oh-so-well how it feels.

He gets an idea, LOOKS AROUND, then reaches OVER a small rope

to PICK a beautiful flower.
 62.

INT. CARLO'S HOME - LAUNDRY ROOM - DAY

The Figure is DOING some LAUNDRY. She's got little Baby B.

in the CROOK of her SLEEVE, like it was her real baby.

She pulls out the shirt that Carlo wore to Lucy's the night
he fixed her computer.

Notices something. The proverbial LIPSTICK on the COLLAR.

She seems to CURL UP in RAGE, both sleeves HOLDING the shirt

like a bloody dagger. Baby B. hops away, FRIGHTENED.

INT. GARDEN PARTY - DAY

ANGLE ON LUCY as Carlo TAPS her on the shoulder.

She turns. He presents her with the flower.

She takes the flower, fixes it to her dress.

LUCY
It's okay. It's my fault.

CARLO
No, it's...I feel like infidel.
(off her look)
To cause infidelity.

LUCY
Oh. I see.

CARLO
Can I start over?

LUCY
Yes.

CARLO
You look very pretty today, madam.

LUCY
Thank you, sir.

CARLO
Bayooootiful flower, madam.

LUCY
I agree, sir.

(CONTINUED)
 63.
CONTINUED:

CARLO
(offers his arm)
Madam?

Lucy pauses, then SMILES, takes his arm.

LUCY
Sir.

HEINEGGER
Well well WELL!

Heinegger---three sheets to the wind on free booze.

HEINEGGER (cont'd)
The Pride of Italy and his lady
contessa. Hold on tight, honey,
his people are slippery. Greasy,
even.
(song)
Have you told him lately, that you
loved him?
(smiles)
I bet you don't let a dago by
without mentioning it.

People stop chatting, stare...

HEINEGGER (cont'd)
Carlo, tell me, did your dearly
departed wife wear the pants, run
the house, fill out the paperwork?
You see, funny thing really...no
one's renewed your work visa.

LUCY
Well, I happen to be tutoring him
for the citizenship——

HEINEGGER
Wonderful! Perhaps he can fly back
and take it. Sadly, though, the
INS will be arriving on Monday. I
report, they deport. Arrivederci,
ci vediamo, piss off!

CARLO
What do you want?

HEINEGGER
You know what I want.

(CONTINUED)
 64.
CONTINUED: (2)

CARLO
I know a nothing. No-thing!

HEINEGGER
Then you're going home my friend!
Back to the land of the endless
traffic jam and 40% unemployment!
A new government every week, and
submarines with screen doors!

ANGLE ON Carlo's WATCH. The time is ten minutes to 2. The

hands suddenly melt down so that it's 20 to 5. A smile to a
frown. It looks ANGRY.

HEINEGGER (cont'd)
Which reminds me! What do you call
an Italian with an IQ of 180?
Sicily! How do you KILL an
Italian? Smash the toilet seat on
his head when he goes for a drink!
And why did the Italian staple his
testicles together? "If you can't
lick 'em, join 'em!"

The watch TIGHTENS.....

Carlo's ARM flies out and CRACKS Heinegger across the face.

Everyone GASPS.

HEINEGGER (cont'd)
Why you little...

Heinegger THROWS a PUNCH, and Carlo CRINGES in fear...

But his ARM blocks ONE PUNCH, then ANOTHER, the BITCHSLAPS
Heinegger ONCE, TWICE...then WINDS UP and PUNCHES HIM square
in the NUTS.

Heinegger goes DOWN.

There's a moment of dead silence...

And then everyone APPLAUDS. Carlo looks up, surprised, then

BASKS in it. Lifts Lucy's hand up...the champs!

The President of the University bangs on a glass...

(CONTINUED)
 65.
CONTINUED: (3)

PRESIDENT
Well, I'm not sure how to top all
that, but I'd like you all to turn
to our own Professor Srinivasan,
who, after 35 years of tireless
hunting all over the world, has
brought back a perfect specimen of
the rarest flower in the world...
the Rafflesia!

They all TURN to see a SMALL INDIAN MAN staring at nothing

but a stem.

SRINIVASAN
AHHHHHH!!!! AHHHHHHHH!!!!!
(puts out his hands)
AAGGHHHHHHHHHHHHHHH!!!!!!!!

Carlo and Lucy both stare at the flower on her dress. They
slowly walk BACKWARDS towards the door....

EXT. LUCY'S HOUSE - DAY

Carlo and Lucy are LAUGHING their ASSES OFF. Laughing so

hard, they can't even speak.

LUCY
Ohh! Oh....oh man...
(removes the flower)
Thank you!

They laugh some more. She WHACKS him on the arm, and in
doing so, CRUSHES the flower.

This starts them laughing EVEN HARDER. Finally, they catch

their breath.

LUCY (cont'd)
So, I hate to bring it up, but was
that true? What Heinegger said
about your visa?

CARLO
Yes, but I no worry. I take the
test on Monday.

LUCY
Monday? You're not ready.

CARLO
Yes I am!

(CONTINUED)
 66.
CONTINUED:

LUCY
Who shot President McKinley?

CARLO
Lincoln!
(beat)
No? How many more class do I need?

LUCY
Twelve.

CARLO
PLEASE! I can not leave, not now.
I have some things at home, and...
(beat)
Please. Help me.

She can't believe she's saying this...

LUCY
9 am. Bring your notebook.

Carlo SMILES, HUGS HER, then KISSES her on each cheek.

Then RUNS OFF.

She watches him go, smelling her rarest flower in the world.

INT. CARLO'S HOME - DAY

Carlo ENTERS.

CARLO
Giulietta! I'm home!
(looks around)
Giulietta?

Finds The Figure in the kitchen. Staring.

CARLO (cont'd)
Hi.

She just stares.

INT. CARLO'S HOME - LIVING ROOM - AFTER DINNER

Carlo watches TV. But from the corner of his eye, he sees
The Figure. Just staring.
 67.

INT. CARLO'S HOME - BEDROOM - NIGHT

Carlo in bed. He opens his eyes, turns. The Figure is next

to him in bed. Just staring.

INT. CARLO'S HOME - KITCHEN - MORNING

Carlo sits in front of a bowl of cereal. The Figure is

across from him. Just staring.

Staring.

Staring.

CARLO
What?!?

The Figure MARCHES out of the kitchen, then MARCHES back in

with the SHIRT. Shows him the lipstick.

CARLO (cont'd)
Giulietta, that's not what you
think!

She turns away, won't let him touch her.

CARLO (cont'd)
She bumped into me! I was fixing
her thing!

The Figure WHIRLS on him.

CARLO (cont'd)
Her computer! You've got to stop
this. It's not healthy.

He starts gathering his notebook, pens...

CARLO (cont'd)
I'm sorry, I have to go. Yes, to
her place, but she's teaching me
the citizenship test! I'm doing
that for you, don't you understand?

She holds up the BROWN OXFORDS.

CARLO (cont'd)
No, the black shoes fit better.
Where are they?

He finds them, puts them on.

(CONTINUED)
 68.
CONTINUED:

They both hear a TAPPING NOISE.

ANGLE ON Baby B., who is again trying to WAKE the Mama

Babushka. But that doll is just a dead piece of wood.

The Figure MARCHES OVER to collect her "baby," and brings it

to Carlo. Holds it out to him.

CARLO (cont'd)
You want me to take the baby?

The Figure NODS.

CARLO (cont'd)
You think this is what children are
for? To keep husbands honest?

The Figure stands her ground. Carlo TAKES the Baby.

CARLO (cont'd)
Fine.

The Figure POINTS to the clock.

CARLO (cont'd)
I don't know when!

He EXITS angrily.

EXT. CARLO'S HOME - CONTINUOUS

Carlo marches to his bicycle, strapping Baby B inside his

BELT, tightening it to keep the Baby from moving.

CARLO
I know, it's tight. No more fun!
No more game!

EXT. LUCY'S HOUSE - A BIT LATER

Carlo rides up to her front door, gets off and RINGS the
doorbell.

CARLO
(to Baby B.)
Time to work. You want me to be
deport?
(beat)
And your mother driving me crazy.
(darkly)
Maybe I'm already crazy.

(CONTINUED)
 69.
CONTINUED:

Lucy OPENS the door. Carlo turns and sees her. Beautiful in
her weekend clothes, her just showered wet hair...he smells
the air...

LUCY
Hi. I know. This shampoo kind of
reeks.

Carlo just SMILES.

INT. LUCY'S HOUSE - SECONDS LATER

Carlo STANDS, staring straight ahead, transfixed.

LUCY (O.S.)
The first three hours should just
be review from the Beckstrom text
and the red workbook. I figured
you could read through that while I
try and get some writing done...

REVERSE to reveal what Carlo is staring at. Lucy's very

lovely ASS, tight in her jeans, as she bends over, rooting
through her fridge.

LUCY (cont'd)
I'm sure I've got something for you
to drink other than these freaking
anorexia shakes.

Carlo seems DRAWN to her figure...

Indeed, staring at her rear, he doesn't seem to notice that

he's SLIDING TOWARDS HER...it's almost like one of those zoom
and dolly effects.

LUCY (cont'd)
Mmmm, I guess we could drink water,
but the pipes are really bad, so it
helps to pretend it's carrot juice.

...brings his right foot back like a place kicker...

Carlo SNAPS out of it. Realizes he's about to KICK Lucy

SQUARE in the ass!

Begins WRESTLING his own legs!

Lucy turns, startled.

CARLO
Leg cramp...

(CONTINUED)
 70.
CONTINUED:

LUCY
Whoa!

CARLO
Just...a minute...

He WRESTLES himself out the back door.

EXT. LUCY'S HOUSE - BACKYARD - CONTINUOUS

He pulls the shoes off, throws them to the ground.

Looks at his hands.

They're covered in BLACK.

He picks up a shoe, wipes his finger along it.

It's the BROWN OXFORDS. The Figure polished the brown ones
black and the black ones brown.

CARLO
Oh. Very smart.

He GLARES at the shoes. They shuffle backwards like two dogs

that just crapped in the house.

He's about to re-enter the house, when he sees a loose

flagstone in the ground. He lifts it up, then DROPS it on
the SHOES.

CARLO (cont'd)
Stay.

EXT. LUCY'S HOUSE - PASSING TIME

From the front of the house, through the window, we can see
Lucy tutoring Carlo...

Lucy working on her book while Carlo reads aloud from his
texts.

Lucy grilling Carlo...it's not going well.

Carlo watching over Lucy's shoulder while she tries to write

her book...

Meanwhile, the light grows dimmer and dimmer as time passes,

until it's NIGHT.
 71.

INT. LUCY'S HOUSE - NIGHT

They sit on the floor in front of her fireplace, eating

Chinese delivery from takeout boxes.

They're both a bit weary.

LUCY
Well, I did 20 pages today. Not
bad, right?

CARLO
Mmmm.

LUCY
I mean, if you did, 20, you know,
like those two sciency things that
go BZZZ and have the sparks between
them, and in one day? That would
be a good day for you, right?

CARLO
I like the way you talk! Many
words, I never hear these words!
Sciency!

LUCY
You make me feel very comfortable
about being stupid.

CARLO
Thank you!

Lucy SMILES, then snaps back to the business at hand.

LUCY
So, you ready for the final quiz?

CARLO
Any question. You go!

LUCY
What's the capitol of Montana?

CARLO
Helena.

LUCY
What is a filibuster?

(CONTINUED)
 72.
CONTINUED:

CARLO
When the Senator talk and talk and
talk...

LUCY
The Second Amendment?

CARLO
OH! I know this...
(beat)
It's the crazy one, where everyone
gets to shoot each other...

LUCY
Right to bear arms, you actually
summed up that issue fairly
completely. Okay. How many
branches of government?

CARLO
Three! Legislative. Executive.

LUCY
And?

CARLO
(beat)
Lincoln?

LUCY
Judiciary.

Carlo SIGHS with impatience.

CARLO
I think it's Lincoln.

Lucy
Look. The government is the body.
First, the mind. Thinks a thought.
"Carlo didn't study enough. Spank
Carlo." A law. Legislative.

Carlo
Spank?

LUCY
My body puts it into action.
Executive.
(she raises her hand)
(MORE)

(CONTINUED)
 73.
CONTINUED: (2)
LUCY (cont'd)
But...the judiciary, the moral
center, the heart and soul of
government, says "No. Do not spank
Carlo. That would be wrong."

CARLO
(beat)
It's not always wrong...

LUCY
And the best part is...
(grabs his shoulders)
It has NOTHING TO DO with LINCOLN.

CARLO
You know, that's very good. I
remember this now.
(beat)
You should put that in the book.

LUCY
Yeah, well, the book is a little
more complicated than that.

CARLO
Why?

She opens her mouth, then shuts it. Suddenly is hit with a
burst of inspiration.

LUCY
You're RIGHT. It IS that simple!
The whole mind body soul trinity,
the role of the Church in early
American politics, Jonathan Edwards
with the spider, the thread, God's
wrath...you're right! It's been
there the whole time! That's my
theme! That's the key to the book!
Thank you! Thank you!

She grabs his face and gives him a fast KISS.

Then, surprising even us as we write it, she grabs his face

AGAIN and really KISSES HIM...

The two fall back onto the rug, kissing for dear
life...fumbling at each other like two people who are very
much out of practice.

CARLO
Wait...that goes...

(CONTINUED)
 74.
CONTINUED: (3)

LUCY
No, the other way...yeah...

CARLO
What was that?

LUCY
I think your belt.

CARLO
Oh...okay...

More KISSING....

LUCY
Oh....oh...

Then Lucy SCREAMS!

LUCY (cont'd)
Bug!

CARLO
What?

Carlo looks down, sees his BELT is undone. Uh oh....

LUCY
It was ON ME!!! AAAH!

Lucy JUMPS UP, grabs the iron fireplace shovel, and RUNS
after the "bug."

Carlo sees it's Baby B.

CARLO
Wait!

WHAM! Lucy is trying to kill the little thing squirming

under and around enough stuff that from her POV, it DOES look
like a ROACH.

Carlo gets up to stop her, and his pants drop. Lucy turns.

LUCY
Yeah, I know, just a second!

She corners it under a little paper bag, poises to strike...

CARLO
No!

(CONTINUED)
 75.
CONTINUED: (4)

WHAM!!!!

She lifts the shovel up. Nothing's moving.

LUCY
Got him.

Carlo DROPS to his knees, CRYING LIKE A BABY.

CARLO
OH GOD! NO!

Lucy's jaw drops.

CARLO (cont'd)
He was only a baby!!!!

LUCY
It was a bug. It wasn't wearing a
diaper or anything...

CARLO
(bawling)
Innocence! A child's love!
Silenced forever!

LUCY
Are you in PETA?

CARLO
(cries out to heaven)
I send his soul to You, oh Jesus!

LUCY
(mutters to herself)
I am never going to get laid.

Carlo looks over at Lucy, then COCKS his head...odd...

There's something SQUIRMING in her hair. Baby B. emerges

atop her head.

CARLO
Ah!

Carlo RUNS to LUCY and GRABS at Baby B., capturing him. But
as far as Lucy can tell, he's just thrown himself at her and
embraced her.

LUCY
Okay, Carlo, you're a little
unstable, and it's freaking me out.
(MORE)

(CONTINUED)
 76.
CONTINUED: (5)
LUCY (cont'd)
(beat)
Well, no, not really.

She begins KISSING HIM again...but this time, Carlo PULLS

away, hiding Baby B. in his pocket.

CARLO
I'm sorry. I can't.

LUCY
It was A BUG!!!!!

CARLO
No, it's not...
(sadly)
I want to. But, my wife, she's,
she was, ummm...
(beat)
I need some time.

Lucy swallows her disappointment and shame.

LUCY
Of course. I'm sorry. I'm not
even like that, you know. Yeah,
time. I've got all the time in the
world.

Carlo nods. EXITS.

EXT. LUCY'S HOUSE - BACKYARD - CONTINUOUS

Carlo walks out in his socks to get his shoes, stroking Baby.

CARLO
Are you ok?

Baby NESTLES in his hand.

CARLO (cont'd)
I take you home to mommy.

Baby B. PERKS UP.

CARLO (cont'd)
Your other mommy.

It SLUMPS back in his hand. Carlo SIGHS. Bends down and

LIFTS the flagstone.

The shoes are GONE.

(CONTINUED)
 77.
CONTINUED:

Carlo sees footprints. He follows them to the side of the

house, then up the side of the wall to the windowsill...

OVERLOOKING the living room where he and Lucy were...

Uh oh.

The footsteps lead away from the house.

EXT. CARLO'S HOME - NIGHT

The front wheel of the bike is riding along the FOOTPRINT

trail. Right up to Carlo's FRONT DOOR.

Carlo gets off the bike. Takes a deep breath.

INT. CARLO'S HOME - CONTINUOUS

Carlo enters.

The place is a SHAMBLES. The Figure has obviously been on a

rampage.

Carlo walks through the mess, sees the Brown Oxfords, still
partially camouflaged in BLACK polish.

CARLO
You two. I should cut your tongues
out.

Sure enough, the TONGUES of the Oxfords CURL back in fear.

From the kitchen, we hear a ferocious CLANGING noise.

INT. KITCHEN - CONTINUOUS

Carlo enters to see The Figure BASHING at THE MACHINE.

CARLO
Giulietta!

Carlo grabs her HAMMER away.

CARLO (cont'd)
You want someone to blame, blame
me. I put you in The Machine.
(beat)
Giulietta, I was...I am...faithful
to you. But you have to let me
live.

She STARES at him, then EXITS.

(CONTINUED)
 78.
CONTINUED:

Carlo slumps down into a chair. This is killing him...

DISSOLVE TO:

INT. KITCHEN - MORNING

Carlo is SLUMPED OVER where he sat, sleeping on the table.

The sun finally sneaks through his eyelids, and he wakes up.

Sees the time.

CARLO
The test!

He jumps up, then realizes...

A beautiful BREAKFAST has been laid out for him. And the
place has been cleaned. Spotless.

The Figure sweeps in wearing a lovely new dress, KISSES him

on the cheek and pours him some OJ.

CARLO (cont'd)
Good morning.
(re: the house)
Looks nice.
(starts eating)
Wow.
(nods)
Okay. So everything's good.

The Figure nods quickly, then gets back to happily watering

her plants, etc.

Carlo shrugs. Maybe his little talk worked. He gathers his

papers.

CARLO (cont'd)
Well, when I come back, I come back
American!

The Figure rushes over and gives him a thermos to take with
him, and some snacks.

CARLO (cont'd)
(surprised)
Thank you. Huh. All right.
Well...bye.

She waves HAPPILY, just a pleasant housewife going about her

duties.

(CONTINUED)
 79.
CONTINUED:

Carlo EXITS. The Figure keeps dusting, etc., but CHECKING

out the window until Carlo disappears on his BIKE.

She DROPS her cleaning stuff.

INT. LIVING ROOM - CONTINUOUS

She sits down and removes her SHOES. Turns and LOOKS
upstairs. We hear a CLIP-CLOPPING.

The Brown Oxfords come RUNNING down.

She slips them on her feet. Gets up and walks over to THE
WICKER BASKET.

It begins to VIBRATE. We know what's in there. The ELECTRIC

CORD SNAKE. She reaches for the LID...

INT. PHYSICS BUILDING - MORNING

Heinegger PACES the halls, checking his watch.

Finally, the front door opens. Two suited agents enter

carrying clipboards and wearing badges on their belts.

INS AGENT #1
Professor Hinajur?

HEINEGGER
Hi-neg-ger.
(starts walking)
You are an hour late! What if he's
fled? Did you consider that?

INS AGENT #2
Yeah. We had a long heart to heart
about that in the car.

HEINEGGER
Where are your weapons? No guns?
Mace? A firm truncheon to the
noggin?

INS AGENT #1
We keep the truncheons and such in
the car.
(holds up parking slip)
Can you validate this?
 80.

EXT. CITY HALL - ESTABLISHING

A not-so-large building in the center of our quiet little

college town.

INT. CITY HALL - EXAMINATION WAITING ROOM - DAY

Carlo sits in a room with lots of immigrants, waiting for his

turn to go in and be examined.

A man in a turban turns to him.

ARAB MAN
I hear the exam is hard.

Carlo just SHRUGS and SMILES.

ARAB MAN (cont'd)

I hear they attach wires to the
testibals.

CARLO
What?

ARAB MAN
I hear if you get a question wrong,
they burn your feet.

The testing room door opens, and Mr. Chow (back from the
first scene in Lucy's class) emerges, sweaty and exhausted
from his test. He looks like he's been through hell.

The Arab turns back to Carlo, nodding knowingly.

ARAB MAN (cont'd)

Testibals.

EXT. CARLO'S HOME - DAY

Just the front yard.

Then a shrub SHAKES, and The Figure emerges, RUNS over behind
a garbage can.

Signals to THE CORD. It SLITHERS out the back door and WHIPS
through the grass over to her.

The Figure LOOKS AROUND, then STREAKS across the STREET,

hides behind another garbage can.

Just then, the GARBAGE TRUCK pulls on to the street.

(CONTINUED)
 81.
CONTINUED:

The garbage man gets out, and YANKS AWAY the can.

GARBAGE MAN
Holy CRAP!

His buddy gets out of the truck and sees...

A dressmaker's torso, some old clothes, a pair of shoes, an

electric cord, etc. All the components of The Figure, but
lying in a dead heap on the grass.

GARBAGE MAN (cont'd)

Freakin' people think we're a
freakin' maid service!

His buddy helps him throw the STUFF into the garbage truck.

GARBAGE MAN #2
No freakin' manners.
(grabs the photo, stares)
Cute.

Chucks her into the truck.

INT. PHYSICS BUILDING - OUTSIDE TIMMSDALE'S LAB - DAY

Heinegger selects a key.

HEINEGGER
Master office key. Quite a fuss
for me to get this, don't you know?

INS AGENT #1
I bet.

Heinegger unlocks the office door.

HEINEGGER
Gentlemen...
(flings the door open)
Arrest that man!

The office is EMPTY.

HEINEGGER (cont'd)
What? Where's...? But, he's
supposed to...

INS AGENT #2
Maybe you shouldn't have told him
the exact day we were coming.
"Professor."

(CONTINUED)
 82.
CONTINUED:

Heinegger is about to pop a vein...

INT. CITY HALL - EXAMINATION WAITING ROOM - DAY

The woman at the front looks up from her list.

EXAM SECRETARY
Carlo Massini?

Carlo exchanges a worried look with his Arab friend, then

heads into the inner chamber.

INT. TESTING ROOM - CONTINUOUS

THE TESTER, a quietly nasty, hairless little prick of a man

in his late 30's but already bald. No lips. Tiny glasses.

THE TESTER
Sit.

Carlo sits. Nervously arranges his hands over his balls.

THE TESTER (cont'd)

How many ways to propose a
Constitutional amendment?

CARLO
Two. Congress votes, or
constitutional convention.

THE TESTER
Are you sure? Isn't there another?

CARLO
No. I mean, yes, it's no.

THE TESTER
YES OR NO?

CARLO
YES! NO! TWO!

THE TESTER
Mmmhmmmm.

EXT. STREET - SOMEWHERE IN TOWN - DAY

The garbage truck STOPS for another pickup. Before the guys
get out, a bunch of STUFF FLIES off the truck, LANDS to form
The Figure holding the CORD SNAKE.

The Figure LEAPS off into some BRUSH.

 83.

EXT. BRUSH - CONTINUOUS

The CORD SNAKE slithers evilly through the brush, LEAPING and
frightening off a poor SQUIRREL. Nasty bastard.

The Figure looks around, then at THE BROWN OXFORDS.

They are sort of SNIFFING AROUND for the trail...

Then find it. Their old FOOTPRINTS. They begin taking The
Figure along their old trail...and we know where that leads.

EXT. PHYSICS BUILDING - DAY

The INS agents are walking towards their car, Heinegger

TRAILING BEHIND.

HEINEGGER
This is absurd! He's here
somewhere! Do not get in that car.
I am a taxpayer! I command you to
stay right here!

INS AGENT #1
I'm also a taxpayer, and what I'd
like to command you to do involves
a lot of bending and shoving.

Heinegger can't believe this...then he sees it.

That same flyer Carlo saw. Lucy's tutoring flyer.

HEINEGGER
He's taking the test. Of course.

CUT TO:

INT. CAR - TOWN STREETS - MINUTES LATER

Heinegger sits in the BACK. The two INS guys in the front.
They aren't happy.

HEINEGGER
Doesn't this go any faster?
Where's the lights, the sirens?

INS AGENT #1
Maybe we should engage the rocket
boosters?

HEINEGGER
At the very LEAST, thank you!

(CONTINUED)
 84.
CONTINUED:

They both just shake their heads.

INT. TESTING ROOM - DAY

Carlo is starting to sweat.

THE TESTER
Who elects the President?

CARLO
The people?

THE TESTER
WRONG! The electoral COLLEGE!
That's four wrong in a row.
(lifts up a stamp)
You see this stamp? This is the
citizenship stamp. You get one
more wrong, I put the stamp away.
Back in the stamp box. Take a
little stamp nap. Mmmm?
(beat)
Fifth colony?

CARLO
(pissed)
Connecticut!

THE TESTER
Number of representatives in the
House?

CARLO
435!

THE TESTER
Name the three branches of
government.

Carlo touches his head, hand and heart.

CARLO
Executive, legislative and...
(remembers)
Judiciary! HA!

The Tester is shaken...

EXT. WOODS - DAY

The SHOES retrace their steps, bringing The Figure to...

 85.

EXT. LUCY'S HOUSE - CONTINUOUS

The Figure sneaks up to a window. Looks inside.

Sees LUCY working on her book. She appears to be doing quite

well at it.

The Figure's eyes trace Lucy's body. The blush of her

cheeks. The fullness of her lips. Her breasts. Her eyes.

Her life.

The Figure darkens and TURNS away.

The CORD SNAKE rises from the grass, plug tail TWITCHING like
a rattler...

INT. TESTING ROOM - DAY

Carlo and The Tester are eye to eye. Mortal combatants.

THE TESTER
Term length for senators.

CARLO
Six year.

THE TESTER
49th state of the union?

CARLO
Hawaii.

THE TESTER
Give me liberty or give me DEATH.

CARLO
Patrick Henry.

The Tester leans back in his chair.

THE TESTER
The knowledge runs strong in you.
(beat)
Only one question left. Get it
wrong, it ends. Get it right, you
become a citizen of our fine land.

Carlo NODS. The Tester readies his STAMP...

THE TESTER (CONT'D) (cont'd)

Who was the——

(CONTINUED)
 86.
CONTINUED:

HEINEGGER
DON'T ASK THAT QUESTION!

Heinegger BURSTS IN with the INS guys.

HEINEGGER (CONT'D) (cont'd)

This is the man!

INS AGENT #1
Are you Carlo Massini?

CARLO
Ask the question!

THE TESTER
He's one away.

INS AGENT #2
(dials cell)
I better get approval for this one.

CARLO
ASK THE QUESTION!

INS AGENT #1
Do not ask the question.

Heinegger GRABS Carlo, pulls him aside.

HEINEGGER
I can make this all go away. You
can stay here the rest of your
life. Just give me what Timmsdale
is working on!

Carlo looks at the INS agents, the tester, Heinegger.

HEINEGGER (cont'd)
NOW!

Carlo GULPS...and says...

CARLO
Lincoln?

HEINEGGER
What?

CARLO
(looks at The Tester)
Lincoln.

(CONTINUED)
 87.
CONTINUED: (2)

The Tester looks down at his final question. His eyebrows

raise slightly. Then he looks back up.

THE TESTER
Correct.

He grabs the stamp. THWACK!

THE TESTER (cont'd)

Citizen!

The Tester SHAKES Carlo's hand.

HEINEGGER
NOOOOO!!!!

The INS agent gets off the cell phone.

HEINEGGER (cont'd)
Aren't you going to do something???

INS AGENT #2
(holds up hand)
Uh huh? Is that right?
Interesting. Thank you.
(hangs up, writing on an
official form)
Well, Mr. Hinejur, apparently you
failed to note your dual
citizenship on your last tax
return.
(hands him the paper)
Here's your fine.

HEINEGGER
500 dollars!?!

INS AGENT #2
(takes paper back)
Sorry about my handwriting. That's
supposed to be three zeros.

Heinegger BOILS.

EXT. TOWN HALL - DAY

Carlo RIDES his bike out of town hall, two mini American
flags in his hands, whooping it up all the way down the
street, riding with no hands...

(CONTINUED)
 88.
CONTINUED:

CARLO
WHOOOOOOOO!!!!!!!!!!! I did it!!!
(sings)
HO SAY can I SEEEEE, by the bomb on
the ligggghttt!!!!!

INT. LUCY'S HOUSE - DAY

Lucy types away at the computer...

CLOSE ON the KITTY DOOR. The flap slowly opens, and the
SNAKE CORD glides in SILENTLY.

LUCY
(writing/talking)
...but the very notions that had
protected and maintained early
American society were no longer of
use and began stifling the moral
and political growth of the new
colonies...

The cat HISSES at the CORD.

LUCY (cont'd)
Quiet Alger!
(reads stuff over)
...of the new colonies. Good.

The CORD plugs its TAIL into the wall socket. The other
cords SPARK.

The computer goes DEAD.

LUCY (cont'd)
Son of a BITCH!

Lucy hunkers down, jiggling at those problem cords.

LUCY (cont'd)
I thought he fixed this...

Behind her, rising above her like a KING COBRA, the cord gets
ready to deliver its sparky KISS...

From the window, The Figure LEANS IN to watch...and then...

The sound of a bike hitting the ground.

Carlo BURSTS IN.

(CONTINUED)
 89.
CONTINUED:

CARLO
Lucy! I...

He sees the CORD. In an instant, knows what's happening.

Knows he must stop it. Knows she can't see it. Knows the
thing could KILL HIM.

He LEAPS.

Lucy turns, sees CARLO on the ground, wrestling with what

appears to be a live wire.

She SCREAMS.

CARLO (cont'd)
Lucy! Help!

LUCY
What do I do???

She PANICS. Takes her glass of water and THROWS IT on him.

He stops WRESTLING and stares at her. STUPID!

LUCY (cont'd)
Okay, I don't know. I'm a HISTORY
TEACHER!!!

CARLO
(back to struggling)
Get...the...plug...

Lucy has to trace the cord through the other nest of

cords...finally figures it out, and YANKS it.

Carlo quickly wraps up the cord, but it's STILL STRUGGLING.

LUCY
Why is it still moving?

CARLO
Oh. Left over electricity. Yeah.

LUCY
You saved my life.

CARLO
Oh?

She sees his little American flag sticker on his shirt.

(CONTINUED)
 90.
CONTINUED: (2)

LUCY
And you passed the test!

CARLO
Yes!

LUCY
Let's celebrate. Right now!

CARLO
No, I don't think——

LUCY
Carlo, I'm so proud of you. I'm
proud of us. I'm writing now...and
I honestly think, and this is
crazy, but, it's you. Just not
being alone and having someone who
I like, someone's who decent and
sweet, who saves my life and fixes
my computer, and...
(beat)
You give me a reason or two to wake
up every day.

Carlo listens, but he's also caught sight of The Figure

LURKING outside the window.

LUCY (cont'd)
What?

CARLO
Lucy, there are some things
happening.
(beat)
I cannot stop these things.
(beat)
I care about you. And I do not
want anything bad to happen.

LUCY
What are you talking about?

CARLO
I have to go.

LUCY
But I thought we could go to the
park, toss a few back...

CARLO
I cannot see you anymore.

(CONTINUED)
 91.
CONTINUED: (3)

The cord immediately goes LIMP. Its work is done.

The Figure passes away from the window and DISAPPEARS.

LUCY
What?

CARLO
I'm sorry.

LUCY
Wait, wait a second. You're
dumping me? That's, that's...
(beat)
I'm taller than you!

CARLO
I know.

LUCY
Okay, I get it. You needed someone
to like, keep you from getting
deported, so you put some cheap
moves on me to get some weekend
tutoring? Is that it?

CARLO
Lucy...

LUCY
Get out.

CARLO
Lucy, I'm doing this for you!

LUCY
You've been a citizen for ten
minutes, and you already know that
line?
(shoves him out the door)
What a country!

SLAMS the DOOR.

EXT. LUCY'S HOUSE - DAY

Carlo stands on the porch, then turns to camera.

He looks crushed. He sits on her stoop. Holds his head in

his hands.

We've seen this look before. We saw it when Giulietta DIED.

 92.

EXT. HEIGHTSTOWN ASSISTED LIVING CENTER - DAY

It's RAINING.

Lucy and Aunt Audrey sit under an overhand. Aunt Audrey eats
lunch. Lucy doesn't touch her food.

Lucy is also wearing SHADES, even though it's pouring.

AUNT AUDREY
So, here's one for ya. What time
did the Chinaman go see the
dentist?
(beat)
Tooth-Hurty! Get it?

Audrey CACKLES. Lucy doesn't crack a smile.

LUCY
That's really racist, Aunt Audrey.

AUNT AUDREY
Yeah. I know. I got it from a
book. Wanna hear one about the
priest and the Jew pirate?

LUCY
No.

AUNT AUDREY
Ohhhhh. I know what's going on.
You've got man trouble.

LUCY
No I don't.

AUNT AUDREY
Sweetheart, I've lived your life
three times over, so don't bother.
You got all the signs. What's his
name?

LUCY
It doesn't matter. He broke it
off.

AUNT AUDREY
So you're giving up?

LUCY
Yeah. I'm giving up.

(CONTINUED)
 93.
CONTINUED:

AUNT AUDREY
And spend the rest of your life
alone?

LUCY
Yes! As incomprehensible as it may
seem, I prefer the slow,
distributed torture of a life lived
in isolation, to the one brief and
horrible taste of heartbreak I felt
today.
(beat)
And you know, who are you? You
were alone. You're still alone.
And you're alive. Is it really so
horrible?

AUNT AUDREY
Yes.
(beat)
Actually, I'm not alone anymore.

LUCY
Oh.
(beat)
It's not that one guy who smells
like meatloaf, is it?

AUNT AUDREY
Murray? I wouldn't screw him with
your vagina. No, it's——

Just then, Dorothy, the heavy smoker, peeks out from inside.

DOROTHY
Audrey, do you need an umbrella?

AUNT AUDREY
I'm fine.

DOROTHY
I don't want you to catch cold.

Audrey SMILES GENTLY at Dorothy's concern.

AUNT AUDREY
(softly)
I'll be okay, darling.

Dorothy SMILES, heads back in.

(CONTINUED)
 94.
CONTINUED: (2)

LUCY
I'm sorry...Dorothy?

AUNT AUDREY
Hey, I flew planes, wore pants,
kept my hair short, never married.
Do the math, kiddo.
(beat)
Point is, it's never too late.
Sure, she stinks like a handful of
Marlboro reds someone fished out of
a cow's ass, but she cares for me.
(beat)
Life is short. So why not make it
happy?

We pull back from the two, leaving them in the rain...

INT. TIMMSDALE'S LAB - DAY

CRASH! Papers and test tubes go flying...

Heinegger, in a RAGE, is turning the place upside-down...

HEINEGGER
There must be SOMETHING! Some
clue! What are you working on
Harry!!!!

Heinegger sees something, stops his madness. Looks closer.

Then we realize it's not that he's SEEN something, but HEARD
something. He's rocking back and forth on a floorboard.

SQUEAK. SQUEAK.

He drops to the floor and begins PRYING at the loose board.

YANKS it up.

There are some papers inside.

Heinegger lifts them up.

We can see that, among the various electric schematics and

notes on construction, Heinegger has found the blueprints to
The Machine.

His jaw drops in shock as he takes in the information.

HEINEGGER (cont'd)
Oh my God...

(CONTINUED)
 95.
CONTINUED:

He looks up. What does this all mean to him???

EXT. CARLO'S HOME - NIGHTFALL

It's still RAINING.

Carlo comes STUMBLING down the street, soaked to the bone.

Drunk. Swinging a bottle.

CARLO
I'm not crazy! The dead things are
alive! Alive, dead...what's the
difference anymore?!?

He bumps up against his own MAILBOX. Pokes at it

suspiciously. Anything could be alive.

Annoyed, he tosses the bottle...

INT. CARLO'S HOME - CONTINUOUS

Carlo enters, dripping.

The Figure sits across from him in her sewing chair, crafting
little OUTFITS for Baby B. and making him try them on.

Baby B. is uncomfortable.

Carlo APPLAUDS The Figure.

CARLO
Very good! Very good! You got
out. Well done.

Carlo takes his coat off, lets it drop.

CARLO (cont'd)
I told her it was over. I didn't
want to. But you'll kill her, and
I can't have that now, can I?
Can't go through that again, right?

He stumbles towards her.

CARLO (cont'd)
I shouldn't have done it. I should
have left you where you belonged.
(crying)
But I missed you. Is that a sin?
To want what's gone?

(CONTINUED)
 96.
CONTINUED:

She continues to put little clothes on Baby B.

Carlo SNATCHES the doll away.

CARLO (cont'd)
You're not his mother!

The Figure turns to Carlo.

CARLO (cont'd)
And you're not Giulietta. You're a
picture. You're a memory.

The Figure SHAKES her head fiercely, then grabs the lipstick-
stained shirt. Holds it up to him, ANGRILY.

CARLO (cont'd)
Oh, right! Blame her! Yes. I
love her. I love feeling her near
me. I love the warmth of her skin.
I love the fact that she is so...
alive.

Carlo takes his RING off his finger.

CARLO (cont'd)
You can keep me from seeing her,
but not from loving her. There's
nothing you can do to stop that.
Because it's not wrong. I am not
married. My wife died.
(drops the ring in her
hand)
She died.

The Figure takes the RING from Carlo. He stumbles back to

the front door.

CARLO (cont'd)
I don't want to sleep here. I'm
tired of this place.

He EXITS.

The Figure contemplates the ring.

Then removes HER ring. The diamond ring.

Closes it in her ANGRY FIST...

 97.

INT. LUCY'S HOUSE - NIGHT

Lucy sits staring at her COMPUTER.

COMPUTER SCREEN: Page 342. The magic words. "The End."

She tries to SMILE about it, but she's not in the mood.

Knock knock knock! At this hour?

LUCY
Who is it?

From outside, it sounds like someone just RAN AWAY.

Or maybe, just some shoes...

Lucy opens the door to find a small BOX on her mat. She
looks around. No one's there.

She brings it inside and OPENS it.

There's a small piece of paper...ripped from the Hallmark

card we saw at the start of the movie..."To My Darling..."

And underneath the paper, Giulietta's DIAMOND RING.

Lucy registers shock. Holds the rock up to the light.

LUCY (cont'd)
Oh...my...GOD.

She can't believe it. She's sort of...in shock. Not happy
shock, not horrified...CONFUSED.

INT. TIMMSDALE'S LAB - CONTINUOUS

Carlo STUMBLES IN, looks around. Sees the MESS that

Heinegger left behind.

CARLO
Son of bitch! How could my life
get any worse?

The PHONE RINGS. Huh. The phone NEVER rings in here. Carlo
isn't even sure where it is.

Has to hunt around...finds it under a pile of old computer

motherboards.

CARLO (cont'd)
Hello?

(CONTINUED)
 98.
CONTINUED:

TIMMSDALE (O.S.)
Carlo! It's Timmsdale!

Whammo PUSH on Carlo. The boss.

TIMMSDALE (O.S.)(cont'd)
I'm at the airport. I'm coming
back.
(beat)
Carlo?

CARLO
Uh, yes! Hello! This is Carlo.
I'm no here right now, but——

TIMMSDALE
Carlo, is The Machine okay?

CARLO
Ummmmmmmmmmmm.........yes?

TIMMSDALE
Thank God! You have no idea what
forces it can unleash...

CARLO
Is that so?

TIMMSDALE
Good, here's the cab. I'll be
there in 30 minutes.

Click. Carlo hangs up. Looking petrified.

CARLO
The Machine.

INT. CARLO'S HOME - NIGHT

Ding dong! Front bell. But no one's home. Nothing STIRS.

EXT. CARLO'S HOME - CONTINUOUS

Lucy continues PRESSING the bell, GIFT in her hand.

LUCY
Carlo! Open up!
(beat)
Your gift is beautiful, but I can't
accept it!
(beat)
You know, I'm pissed! I like you!
(MORE)

(CONTINUED)
 99.
CONTINUED:
LUCY (cont'd)
But there's something holding you
back, and normally I'd let it go,
but my butch aunt kinda has a
point.
(beat)
I want to be happy. And I think I
make you happy. So why would you
dump me and then give me a big huge
fake diamond?
(beat)
It is fake, right?
(beat)
Hello?

She turns the knob. OPEN.

INT. CARLO'S HOME - CONTINUOUS

Lucy STEPS inside. Shuts the door behind her.

LUCY
Hello? Carlo?

A slight breeze picks up INDOORS, causing Lucy to turn

towards camera.

Effect lighting RISES in her face, her hair blows back.

Whatever she sees makes her SCREAM.

EXT. AIRPORT - CONTINUOUS

Timmsdale bumbles his way into a cab. It pulls out...

EXT. PHYSICS BUILDING - CONTINUOUS

Heinegger SNEAKS out of the back of the building, holding a

large SOMETHING draped in black cloth. He gets into his car
and PULLS OUT.

Behind him, a bicycle goes STREAKING BY...

EXT. CAMPUS - CONTINUOUS

Carlo is FLYING on his bike, frantically trying to get home

to The Machine.

He VEERS off the bike path and cuts through the woods.

BUMPBUMPBUMPBUMPBUMPBUMPBUMPBUMPBUMP all the way down...

 100.

INT. CAB - CONTINUOUS

Timmsdale sits with his briefcase, checking his watch.

TIMMSDALE
Any chance we could go faster?

The cab ACCELERATES, pushing Timmsdale BACK in his seat...

EXT. CARLO'S STREET - CONTINUOUS

At the end of the street, Carlo comes FLYING out of the

woods, still on his bike, SPITTING OUT bits of pine tree...

He races around the curve of the road, heading right toward

his driveway...

But there's a CAR there. Lucy's car. Uh oh...

WHAM! Bike hits car. Man keeps moving. Inertia is fun.

Carlo FLIES through the air, lands in a HEAP by the door.

It's slightly ajar.

From inside...a SCREAM.

CARLO
Lucy...?

INT. CARLO'S HOME - CONTINUOUS

Carlo ENTERS, and sees...

Lucy is backed up in a corner, the candlesticks HARASSING her

with their flames...made all the larger by the BELLOWS.

The FORKS and SPOONS are playing a game where they set
themselves up for a PAPERWEIGHT to drop on one, sending the
other FLINGING at LUCY.

The CUCKOO BIRDS are DIVE-BOMBING her.

And above it all, on the second floor landing, The Figure

clutches her little Baby, watching with EVIL JOY.

LUCY
Is this why we don't hang out at
your place!?!

CARLO
Giulietta! Stop it! STOP!

(CONTINUED)
 101.
CONTINUED:

Lucy now UNDERSTANDS.

LUCY
Oh my God...it's her...

The Figure does NOTHING to stop it. Carlo RUNS to save Lucy,
but one of the Brown Oxfords STOMPS on his foot, and the
other kicks him SQUARE in the balls.

He CRUMPLES.

CARLO
Giulietta...Lucy...!

The Figure raises her hand.

A sewing box POPS OPEN. Spools of thread FLY OUT and begin
ZINGING around Lucy, trussing the giant from the feet up.

LUCY
Carlo!!!

He tries to get up, but two TIEBACKS from the drapes WHIP OUT
and grab him by the wrists, DRAGGING HIM BACK against the
wall. He's not going anywhere...

The Figure puts Baby B. down on a table and DESCENDS the

stairs.

She summons MAGAZINES to FLAP their PAGES into the air. The
magazines grab onto the thread leads, and begin LIFTING Lucy
into the air by her arms...

Now, the KNIVES come ZINGING in from the kitchen.

The Figure carefully selects one, gets ready to THROW———

CRASH! The sound of glass breaking.

It's...

Heinegger! With his COVERED SECRET.

CARLO/LUCY
Heinegger?

The Figure STOPS. Who is this?

HEINEGGER
I see someone's been messing with
the primal forces of the universe!

(CONTINUED)
 102.
CONTINUED: (2)

Carlo GULPS.

HEINEGGER (cont'd)
The echo of the dead, yes? Her
once vivid life energy
reverberating through these very
things, like ripples in a pond...

Heinegger HOISTS his secret up...

HEINEGGER (cont'd)
They say hell hath no fury like a
woman scorned.

The Figure has had enough. She turns her aim on Heinegger.

Heinegger WHIPS the black cloth off his surprise.

HEINEGGER (cont'd)
Well try this fury on for size!

A huge and very EVIL-LOOKING GUN. He turns it towards...

...the BROWN OXFORDS.

Hits the trigger. It HUMS, low bass rumble implying some

horrible nuclear fuel...PINCERS sweeping down over the front,
rotating at blinding speed, miniature lightening forms,
and...

BLAMMO!

The SHOES are caught in the RAY.

And so help us, they appear to be in tremendous PAIN.

WRITHING in AGONY. And emitting a noise. Something like a
TORTURED SHRIEK from inside...

This is beyond painful...

The ray SHUTS OFF. The shoes becomes RIGID.

And fall over.

Dead. Just a pair of shoes.

The stuff all takes a step back. The Figure isn't sure what
to do...

CARLO
How did you...?

(CONTINUED)
 103.
CONTINUED: (3)

HEINEGGER
I found the blueprints for The
Machine in Timmsdale's lab.
(smirks)
Building this little beauty to
reverse the process took me less
than a day. And now I'm going to
finish the job.

He aims the GUN at...

HEINEGGER (cont'd)
Ahh, you look cute.

Baby B.!

CARLO
No!

LUCY
No???

CARLO
He's just a baby!

LUCY
He's a killer piece of wood!

The Figure puts her hands out...panicked...

Baby B. stares...a deer in the headlights...

The Babushka family all CRINGE...

Heinegger HOISTS THE MACHINE and...

Click.

HEINEGGER
Click?

TIMMSDALE
Click.

Timmsdale has a GUN to Heinegger's head. Cocked.

TIMMSDALE (cont'd)
Drop it Heinegger. These creatures
don't belong to you.

(CONTINUED)
 104.
CONTINUED: (4)

CARLO
Professor! Professor! He stole
your blueprint!

HEINEGGER
No, you MORON, I've been trying to
tell you. Timmsdale stole it from
ME!

Timmsdale SMILES.

TIMMSDALE
Very true.

CARLO
What?

HEINEGGER
Why is this surprising to people?

TIMMSDALE
Shut up!

CARLO
But, The Machine...

HEINEGGER
You see, your sweet, absent-minded
Timmsdale——as I told anyone willing
to listen——is actually a top notch
bastard. He's stolen at least five
of my ideas. All I needed to know
was which one, but noooooo, "I know
a nothing! A no thing!"

Carlo CRINGES. Whoops.

TIMMSDALE
Nifty little reverser, Cyril. I
shall have to patent it.

HEINEGGER
You have no idea what you've done,
Harry. There's a reason I never
built this Machine. These forces
were not meant to be tampered with.

TIMMSDALE
These forces are going to make me a
mint. It turns out a Chinese
business concern has some nasty
little use for it.
(MORE)

(CONTINUED)
 105.
CONTINUED: (5)
TIMMSDALE (cont'd)
Guns that walk, or some such
nonsense. But that doesn't concern
us men of science, right Cyril?

The Figure and Lucy have been moving their heads back and
forth, like fans at Wimbledon, following the convo.

LUCY
Hi, by the way. I'm Lucy. History
professor, not tenured. Anyway,
the flying Martha Stewart's Livings
and psycho mannequin chick are
kinda freaking me out. A little
help?

TIMMSDALE
Oh, I'm afraid this is fine the way
it is. Can't have you three
telling tales out of school, can I?

He points his gun at Carlo. The Figure REACTS...her Carlo!

TIMMSDALE (cont'd)
Carlo, consider this a pink slip.

He RAISES the GUN to Carlo's head...Carlo SCRUNCHES HIS EYES

in fear...

Behind Timmsdale, the DOOR FLIES OPEN, and...

The ELECTRIC CORD SNAKE leaps out, scaring the crap out of
ALL OF US...

It WINDS around Timmsdale like a BOA CONSTRICTOR...

Timmsdale SCREAMS...the sparking MOUTH of the snake pulls

back, then STRIKES.

Timmsdale is enveloped in a wrapping of ELECTROCUTION. The

snake DRAGS HIM back behind the door.

He's GONE.

The Figure is PISSED. She's had enough.

Flying magazines bring The Machine in. She PLUGS IT IN, and
begins FIRING THE GREEN LIGHT at EVERYTHING...

Lucy SCREAMS as the house fills with green light...swirling

STUFF, all COMING TO LIFE...

LUCY
Carlo!!!!

(CONTINUED)
 106.
CONTINUED: (6)

In the madness, Carlo is able to BREAK FREE of the curtains.

Heinegger reaches for his GUN...aims it at The Figure even as

the FURNITURE AROUND THEM ALL starts STIRRING TO LIFE.

CARLO
No! Wait!

Carlo looks around...must be an answer...

And then he sees it.

On the mantle.

He RUNS OVER, grabs it, and just as the large CHANDELIER

becomes a living set of JAWS ready to CRUSH LUCY...

Carlo raises it INTO the beam.

The photo of HIMSELF. The one he bought with the photo of

Giulietta.

Everything stops moving...

The Machine turns off.

Carlo holds a living picture of HIMSELF in his hands. He

walks over to Giulietta gently, and hands it to her.

The Carlo in the photo SMILES at the Giulietta in the photo.

With a crunch, some things emerge from the debris. Another

torso. A shirt. Pieces of wood for legs...

Carlo's photo drops into the collar.

The Giulietta of the past is reunited with her true love.

The Carlo of the past.

The magazine birds FLUTTER DOWN, lowering Lucy to the ground.

The thread UNWINDS. She's forgotten now.

Lucy runs to Carlo. Heinegger lifts himself from the debris.

HEINEGGER
What's happening?

CARLO
That was me. That was her.
(beat)
He belongs with Giulietta. Not me.

(CONTINUED)
 107.
CONTINUED: (7)

The Giulietta Figure gives The Carlo Figure his ring. He

takes the diamond ring from the box and gives it to her.

Two memories, married for eternity.

Heinegger picks up his GUN.

CARLO (cont'd)
Please, let them live. In the
attic.

Heinegger considers, then lowers the gun.

HEINEGGER
But The Machine...it must never be
used again.

Heinegger goes to UNPLUG IT.

CARLO
Wait...before you destroy it...
(beat)
One last thing?

Carlo walks over to the mantle. The Babushka Family parts to

reveal...

The Mama Babushka.

Carlo picks up her lifeless body and carries it to The

Machine.

The familiar GREEN LIGHT.

And out of the smoke...

Mama! She's ALIVE! Baby B. comes RUSHING DOWN THE STAIRS,

finally reunited with his mother.

Lucy can't help but start to cry a bit.

LUCY
Well I'm sorry, but it's sweet!

And now, the things begin their final procession, up into the
ATTIC. One by one, they file up the stairs and away into the
darkness.

Until finally, only The Giulietta Figure and The Carlo Figure
remain, hand in hand.

They wave goodbye to Carlo and Lucy, then turn away.

(CONTINUED)
 108.
CONTINUED: (8)

CARLO
Wait!
(beat)
Maybe...maybe I can come up and
visit some time?

Both Figures SMILE serenely at Carlo. Then turn, walk up the

stairs into the attic, then SHUT THE DOOR.

They're GONE.

The house is STILL.

EXT. CARLO'S HOME - DAWN BREAKING

A couple of firetrucks, an ambulance.

People outside their homes, wondering what the HELL happened

in there?

Heinegger is chatting with the police, holding The Machine

under his arm.

HEINEGGER
...one HELL of an electrical fire.
Toaster or something. Quite nasty.
I don't mind telling you I saved
their lives.
(peeks at the guy's pad)
That's Heinegger, two g's.

The cop stares at The Machine.

HEINEGGER (cont'd)
Oh this? It's a rice cooker?

The EMT's carry TIMMSDALE out on a stretcher. His hair is

FRIED. He looks a bit smoky.

EMT
Can you tell us your name, sir?

TIMMSDALE
Harry!

EMT
Uh huh! And do you know where you
are?

TIMMSDALE
Summer camp!

(CONTINUED)
 109.
CONTINUED:

EMT
What year is it sir?

TIMMSDALE
1949! I lost a tooth yesterday!

The EMT speaks into his walkietalkie.

EMT
Unit 5, clear us a space in the
psych ward. We got a live one.

Carlo watches along with Lucy. Both are wearing fireman's

jackets, shivering in the morning cold.

HEINEGGER
Oh, Carlo! Sorry about...umm...
(beat)
Been bit of a heel, haven't I?
Anyway, I'm not the most charming
man in the world, but...maybe if I
had the right sort of fellow
working for me, I could focus my
genius, perhaps...?

CARLO
See you on Monday.

Heinegger SMILES, EXITS. Carlo puts his arm around Lucy.

CARLO (cont'd)
If you want to make God laugh, tell
him your plans.

Lucy looks at him oddly.

CARLO (cont'd)
So...you see the ring, you think, I
propose to you.

LUCY
That's right.

CARLO
So you came back. And to say yes
or no?

Lucy looks at him. Smiles.

(CONTINUED)
 110.
CONTINUED: (2)

LUCY
You wanna know the truth?
(beat)
I wasn't really sure.

CARLO
So maybe I wait a few years, ask
you then.

LUCY
Yeah.
(smiles)
But I wouldn't wait too long. Life
is short.

Carlo SMILES, then stares down at his SHOES. The Brown

Oxfords. But they're just shoes now...

He pulls Lucy close, and they both find themselves looking up

towards the attic. We PULL BACK and ABOVE, leaving them to
their future.

THE END