"LOST HIGHWAY" (1997)

"'\ .. .

A 21st Century Noir Horror Film.

A graphic investigation into parallel identity crises.

A world where time is dangerously out of control.

A terrifying ride down the lost highway.

David Lynch

AS CREDITS ROLL

We see a clean movingPOV illuminatedbyheadlights. We're floating down an old two-lane highway through a desolate, desert landscape. This gliding, eerie POV continuesas credits roll. When the credits end, the headlights seem to dim and soonwe're moving through BLACKNESS.

FAD! OUT:

FADE IN:

In the blackness,a man,FRED, is sitting on a bed smoking a cigarette. We see his back, but with each glow of the cigarette ash,we see his face reflected in a mirror on the wall acrossfrom him. In the darkness, there starts the sound of a motor which draws curtains back across a large picture window just off screen.As the curtain moves,hard- ~dged lJ-gM:·begins crawling across the room,andwesee everything clearly. Fred is wearing a robe and pajamas, it's early morning.

CLOSEUP ON FRED'S FACEIN THE MIRROR -Blank expression - face somewhat obscured or distorted by smoke from the cigarette.

CLOSEUP ON FRED'S ACTUALFACE - Unshaven,haggard look,eyes seem empty,glazed over. Fred is 32 years old, with dark hair.

THEDOORBELL RINGS. Fred looks up, startledbythe noise. He looks at the digital clock: 5:30 a.m.

FRED STANDS,goes to anINTERCOM on the wall next to the mirror. He pushes a button.

AVOICE comes over the intercom.

Fred leaves the bedroom and goes through the house.He ison the upstairs level. Helooks through a narrow slot window, but can't see the front door below.He goes further in the house to a picture window that overlooks the streetbelow. There isNOBODY there.

We can see Fred standing at the picture window, looking out.

FADE OUT:

FADE IN:

INT,THE MADISON HOUSE -LIVINGROOM - NIGHT

Fred is dressed to go out: Black sport coat and slacks, buttoned up white shirt. He picks up a music case.A woman comes into the room. This is Fred'swife, RENEE,30 years old, dark hair, dressed smartly,a drink in her hand.

...RENEE I thought I'd stay home and read.

Fred looks her over, she's sexy without trying.

Renee sits down on a couch and sips her drink.Fred comes over to her, kisses her on the neck, whichmakesher laugh,

Fred brushes her cheek with his fingers,allowing them to linger for a moment on her face.

A blue neon sign reads:LUNA LOUNGE. "' ··.r.-

Fred is on the bandstand.He takes a solo on his saxophone. Fred plays hot,hard, neo-bop. The BANDwails madly behind him. The PATRONS explode onto the dance floor,making it a wild scene. Fred is a lionnow, roaring away onhis tenor, driving everyone nuts.

After the band quits to take a break,FEMALEFANS come onto Fred, but he moves away, refusing their attentions.

INT, LUNA LOUNGE- BACKSTAGE -LATER

Fred dialsa pay phone. ·

We move through the empty living room -empty bedroom, etc. The ringing telephone goes unanswered.

CLOSE UPON FRED'S FACE as he listens to the ringing.Sweat is still rolling off his face.His eyes are blank.

Fred's car pulls up in~hedriveway in front of his house. Fred gets out,and goes into the house carrying his music case.

Fred puts down his music case, goes to the bedroom, andsees Renee sleeping soundly.

FADEOUTr

FADE IN:

Renee in a bathrobe,opens the front door to collect the mail. She sees a plain, clean, manila envelope lyingonthe step. She picks it up.

CLOSEUP ON THE ENVELOPE -No stamp, nowriting, blank. She takes the mail from the box,and goes back into the house.

Renee opens the manila envelope•.~he'snoticeablynervollS when she seesa videotape inside. She stares at it.

Fred enters, also wearing a bathrobe.He sees Renee staring at the videotape - before she hears him enter.When she does hearhim, her eyes jerk awayirom the tape.

Fred walks over and picks up the tape.

Fred takes the tape to the VCR.He inserts it into the machine, and turns it on. Fred goes toward the couch.

They sit on the couch in front of the television.

The TV monitor: We begin on the TV, then the videotapefills the entire frame. The videotape shows the front of THE MADISON HOUSE, the camera panning slowly over it.The picture is accompaniedby an eerie DRONING SOUND.After the camera pans back to the front door, the tapeimageturns to snow.

Fred and Renee stare at the snow for a few moments.Renee looks relieved.

We see a WIDESHOT encompassing Fred,Renee,and the snowy image on theTV.

FADE OUT:

FADE IN:

Renee is seated at the dining room table - coffee cup and grapefruit in front of her.She is wearing glasses, reading a book. Fred enters,and sees Renee,who does not look up or acknowledge him. Fred goes into the kitchen,which is just off the dining room. He comes back into the dining roomwith a cup of coffee,and sits downwith it opposite Renee. He lights up a cigarette, sips his coffee, and looks at her.

Renee goes back to her book.Fred sips his coffee and smokes.

Renee looks up at him now, takes off her glasses,and stares at him.

CLOSE UPOF FRED'S FACE -a disturbed expression.

Reneeseems about to say something more, but stops, puts her glasses back on and resumes reading.

FADE OUT:

FADE IN:

Fred is in bed waiting for Renee.He hears noises from the bathroom - bottles clinking, drawers opening and closing. Renee comes out wearing a robe, which she sheds just before getting into bed. Naked under the covers, she switches out her bedside lamp. Theonly light in theroom comes from the outside, through the windows.Fred moves closer to Renee, puts his lips to her cheek,a hand on her breast.Shedoes not respond. Fred pulls Renee to him,and kissesher passionately. Renee accedes to his demands, but does not participate willingly.He makes love to her voraciously, but her lack of passion disturbs him.Fred can'tstop,however, and when he comes she acts consolingly, strokinghim maternally while he calms down.He climbs off of her and retreats to his side of the bed.

CLOS£UP ON FRED'S EYES -which express his horror and humiliation .

They lie there in the dark silence for a while.

Fred turns back toward Renee in the darkness.

FRED'SDREAM

Fred is walking slowly across the living room.

Fred's POV:moving - searching.

Fred stops and listens.

Thecamera turns slowly back toward the hallway,and as it drifts it RISESUP following along the hall and turning slowly into the bedroom.Renee is lying below in the bed.

e.

The camera suddenly dives violently atRenee- intoa TIGHT CLOSE UP. Her face registersTOTAL FEAR.

Fred is lying in bed with Renee, who is now backlitbyher bedside lamp. Fred looks at her shadowedface,but it's not Renee's fac~.It's a face Fred has never seen before.Fred quickly turns and switchesonhis bedside lamp,and looks quickly back at Renee, whose face is now her own.

Fred reaches out ahand and tenderly touches her face.Renee -co,.,.ershi-shand·-wi-t-h-herown,-and-clos-es--her-eyes.

FADEOUT:

FADE IN:

Renee finds another envelope on the doorstep.She opens it, pulls out a videotape.A large dog isBARKING incessantly somewhere in the neighborhood.Renee looks around to see if she can see the dog.

Renee brings the videotape upstairs with the rest of the mail. She is a bit puzzled and unsettled.She puts the tape down on a table. She stares at it. Fred comes in.

Fred notices the tape and manila envelope on the table.

Fred picks it up.

Fred goes to theVCR and inserts the tape. He turns the television on. He is about to start the tape -he looks up for Renee. She'shanging back.

Again, Renee seems to be nervous about what could be on the tape, but she hides thisfrom Fred and walks toward the couch.

Renee sits on the couch. Fred starts theVCR and joins her.

As before, we first see it on theTV,then the videotape fills the frame. This tape shows the front of the house,as before, then shows theINTERIOR of Fred and Renee's house - AT NIGHT.

The eerie DRONINGSOUND goes throughout.

The camera glides at a very high angle near the ceilings looking down as it travels along a hallway and turns into their bedroom, wherewe see Fred and Renee sleeping.The tape image then goes to snow.

Fred and Renee stare at thesnowyTV picture. After afew moments of silence,Renee gets up and switches off the set. She is visibly shaken, trembling.She stares fearfullyat Fred who seems less disturbed.

CUT TOs

Renee is on the telephone.Fred is pacing,smoking, behind her.

Reneelooks around anxiously. Fred gives her his cigarette, which she puffs on.He lights another and continues pacing.

Renee hangs up.

Two men in suits - the Detectives,ED and AL, are seated on the couch, watching the last part of the second videotape. The screen goes to snow and stays that way for several moments, until Fred shuts it off.

CUT TOz

All four of them go to the hallway, whereEdandAl look around, especially up toward the ceiling.

The Detectives enter the bedroom.Fred and Renee follow.

The Detectives look around without touching anything.

The Detectives both look at Fred.

•

CONTINUED: ( 2 )

They all leave the bedroom.

Ed is checking the door for marks.

Fred'sPOV: He's watching Edand Alwith Renee who are outside the house,walkingaround the property, checking it out.

Ed and Al are standing by an unmarked police carwithFred and Renee. The Detectives are about to depart.

Al hands Fred a card. Ed hands Renee a card.

Ed and Al get into the car and drive off.Renee and Fred look at each other, warily, then go back into the house.THE CAMERA SLOWLYPANS OVER THEFRONT OF THE HOUSE ASIN THE -VIDEOTA'PE.

FADEOUT:

Fred is on the bandstand, sweating,andhonking his saxophone. He handles the horn roughly,braying like a beast as the CROWDgathered in front of the stage gyrates as one - swept away in the madness of the moment.

At the back, near the side door,Renee can be seen withTWO MEN, only one of whosefaceswe see. The trio are going out the side door ledby one of the men;we see only the back of his head. Renee glances briefly at the bandstand before she exits with the two men.

CLOSE UP OFFRED as he plays,seemingly oblivious to his surroundings. His eyes open and shut ashe clamps down on the horn.

CUT 'l'O:

•

In the back of the club, the side door slowly closes.

FADE OUT:

Fred is standing in the living room looking in the direction of the stairwell. WeHEAR someone's steps comingupthe stairs. It's Renee, who eventually comes into view.She is holding another manila envelope.She arrivesat the top step.

She and Fred lock eyes.

Fred takes the envelope,opens it,and pulls out a third videotape. Without saying anything,Fred takes the tape to the VCR. He inserts it very carefully, slowly.He hits play, turnson the television and he and Renee sit down on thecouch together and begin to watch with great apprehension.

Againwe begin with aWIDE SHOT and then theTV monitorfills the screen: We see the interior of the house at night.The camera glides lookingdownfrom a high angle along the hallway and into the bedroom,where Fred and Renee are sleeping.

Again, theDRONING SOUND plays throughout.

In the bedroom where Fred andReneeare seen sleeping, SUDDENLY, Fred,on the tape,slowly awakens as the camera holds on him. H~ rises and turns unnaturally in the bed, as if drawn up by his awareness of some strange presence in the room. He comes to a sitting position, his head straining upwards,looking in the direction of the camera.At this point, the videotape image turns to snow.

Fred andRenee are on the couch. TheTV remains on, showing snow.

Renee is very upset, crying.

Fred reaches over and tentatively takes Renee's hand in his. She trembles,allows him to touch her, but otherwise does not respond. Suddenly, she jumps with fright.

--F,red-getsup-a-nd.rewinds .-it,-pass.ing.an.,image..

Fred runs the tape forward.

We see snow -then a half-second longMEDIUMSHOT of Fred on his knees near the bedroom wall on Renee's side of the bed. He is looking directly at the camera -his facea ghastly grimace,contorted. His eyes areWIDEWITH HORROR.

Fred runs it back again andFREEZES the tape there on his tormented image. This image fills the screen.He and Renee stare at it.

The Detectives, with Fred and Renee are seated on chairsand the couch. The three videotapes in their manila envelopes are stacked on a coffee table in the center.

Al, Ed and Fred all look at Renee.

Ed looks at Fred,then Renee,both of whom nod their agreement.

Ed and Al are watching this exchange between Fred and Renee with keeninterest.

There is a strained silence between them.

CONTINUED: (2)

Fred gets up, lightsa cigarette, _paces.

Ed and Al risefrom their chairs. Ed picks up the envelopes.

Renee stands with the Detectives.Fred stands apart -his expression,pained and bewildered.

A swinging party is in progress at Andy"s house -theman whose facewe saw at the Luna Lounge with Renee.ANDY, 37 years old,a slick guy, is seen moving through the crowd, making small talk,kissing and being kissed.The PEOPLE here are wannabe players, the men mostly shady, gold-chain- wearing, slightly unsavorytypes:the women dressed provocatively, big hair and skin-tight dresses.Through sliding glass doors we see nude and semi-nude people cavorting in aswimming pool. Everyone has a drink in his or her hand. Renee finishes her drink,and hands the empty

glass to Fred who walks away with it.Andy grabs Renee,and dances with her. They laugh and talk. Reneeappears to bea bit ·intoxicated.

Fred, whoappears less than thrilled with the carryings on, makes hisway to the open bar where he orders twodri~ks. When the drinks arrive he drains one of them completely, then sets the empty glass down on the bar.Then he swallows the other drink, too,and sets down the glass.

A MYSTERY MAN, tall, well-dressed and groomed, olderthan Fred, approaches him.

The Mystery Man reaches into his coat pocket, takes out a cellular phone and holds it out to Fred.

Fred snickers, like this is a bad joke.The.MysteryMan puts the phone into Fred's hand.

CONTINUED:(2)

Fred hesitates, puzzled.

Fred shrugs,laughs, dials hisnumber. we HEAR a pick up as we stay on FRED'S FACE.

Fred, still holding the phone, stares at the man standing in front of him.

-TheMystery-Man-pei-nt-s--t-o--the-phone.

Fred, mirthful at first,as if it is a party trick of some kind,suddenly turns serious - it's obvious he"s thinking now of the videotapes.He speaks into the phone.

Fred looks at the man in front of him,but speaks again into the phone.

Theman laughs - identical laughs -both over the phone and in person.

CONTINUED:( 3)

The man in front of Fred reaches out his hand for the phone. Fred hears the line go dead,and he slowly passes the phone back to the Mystery Man who takes it,folds it,and puts it in his pocket.

The man walksaway from Fred. Renee appears and comes up to Fred.

He takes Renee by the arm and goes over to the host of the party,Andy. He grabs Andy and pointsacrossthe roomtoward ..the.My.steryMan,.whois -engaged-in-eom,er-sation-wd.thOTHER GUESTS.

ANDY

r (looking at the Mystery Man)

I don't know hisname. He's a friend of Dick Laurent's, I think.

Andy and Renee exchange a worried look, which Fred does not notice.

CONTINUED: (4)

Fred takes Renee by the arm away fromAndy.

Fred drags the reluctant Reneeo~tof Andy's house.

Fred is driving fastand recklessly. Renee is drunk and is smiling at him.

Renee stares out the front window - thinks back.

Fred and Renee's car pulls up in front of their house.Fred jumps out of the car.

Fred enters the house, careful to turn off the alarmfirst.

There are only a couple of dim lights on, the house is mostly dark. Fred moves slowly and carefully through his house - searching each room for a possible intruder.

Fred's POV -moving creepily room by room through the dark house - past thetelephoqe -down the hal~to the bedroom.

There isNO ONE there.

He goes back outside for Renee.

Renee is standing next to the car, shivering.

They enter the house.

Fred switches on more lights.

Fred looks at Renee,then continues to look around the house, disturbed, seriously disquieted.Renee, still tipsy, follows him,moving from room to room.

- CUT TO:

NT.THE MADISON HOUSE -BEDROOM, ETC.- NIGHT

Fred and Renee are preparing to go to bed.Renee goes into the bathroom off the bedroom.Fred takes another look out into the hallway.

Fredwalks down the hallway.

Fred looks around the dark living room.Then absentmindedly, he begins to inspect objects.He picks up an ashtray and studies it - lost in thought.

Renee is washing her face,standing at the sink in her slip.

Fred is staring at himself in a mirror.

Renee comes in. Fred is not there. She goes to the door and peeks down the hallway.

No one is in the living room now - but aSHADOW moves slowly across a wall.

Renee's POV -down the hallway. There is just darkness .at the end of the hall. It is EERIE. After a moment,Fred slowly walks out of the darkness toward Renee.He walks out of the shot and the camera remains on the rectangle of darkness at the end of the hall.

FADE OUT:

FADE IN:

Footsteps can be heard on the stairs.Fred's head appears at the top of th~stairway. He comes up into the living room carrying a manila envelope, like the ones previously received. His expression is strained.He is alone.Fred pulls a videotape out of the envelope and inserts itin the VCR, turns it on. He sits on the couch and watches.We go from a WIDE SHOT to aFULL FRAMESHOT of the video.

On the tape is the same nighttime interior of the house, accompanied by theDRONING SOUND. The camera moves eerily down the hall toward the bedroom, sliding at a high angle. The camera turns slowly into the bedroom -lookingdown.

BLOOD is splattered over the floor,bed, walls.The camera drifts. THE DEADBODY OF RENEE lies on the floor at the foot

of the bed. She is badly mutilated.Fred ishovering over her on the tape,ON HIS KNEES,A HORRIFIED,UNBELIEVING EXPRESSION ON HIS FACE. On the tape, Fred turns away from Renee - his hands raised, dripping blood -her blood.His movements are almost mechanical, constricted, as hestrains strangely upwards seemingly against hiswill,asif feeling some enormous pressure.He looks directly at the camera, his face a ghastly grimace, contorted, just before thetaped image goes to snow.

Fred, sitting in front of the TV,shudders as the tape ends. He sits trembling, attempts to speak, almost chokes,and finally releases a tortured,warblycry.

FRED

Renee!

Fred looks up as if seeing something,he starts to stand, -st-aggeriTlg,partially paralyzed.

Fred's POV: A BIG FIST slams into Fred's face,knocking him back in a chair. Ed and Al are standing in front of Fred.

The Detectives'POV: Fred's face isa bloody mask. He is crying, whimpering.

Fred, his lips and eyes swollen, sits on a cot, dressed in jail clothes. He studies his hands,which appear crippled. He flexes the fingers,slowly, painfully.

We are in back of the house tracking slowly past the bedroom and living room windows.Inside the house,INVESTIGATORSand FORENSIC EXPERTS are moving around, measuring,scraping · samples of carpet, searching for fingerprints on furniture.

CUT TOI

Renee'sCORPSE on a slab is rolled into anexaminingroom by an ATTENDANT. The entrance of the body is shown reflected in a chrome-framed mirror that juts out from a tile wall.The Attendant prepares for the impending autopsy, laying out a rack of instruments, positioning the corpse.As he is doing these things, the MEDICALEXAMINER enters,accompanied by his GIRLFRIEND. The M.E. is dressed formally, in a tuxedo.The young woman is wearing a slinky dress with a fur wrap, pearls,spike heels. The couple areclose: she has an arm through his,and she laughs,nervously. He is smoking a cigarette.

M.E. Party at the mayor's house,George. This is his daughter,Joyce.

The Attendant uncovers the body - individual parts are wrapped like packages from a butcher's shop,and labeled:L. ARM,HEAD, R. BREST (misspelled).

M.E. (looking at thep~ckages) Just like Christmas.

He begins to unwrap them.

The M.E. tosses his cigarette down on the floor.The camera goes down on the smoking cigarette butt on the floordrain: smoldering there among hair and flesh gristle on thedrain's filter screen.

M.E. (Voice-over) Leave any time you want, lover.I won't take it personally.

The camera stays on the drain as weHEAR theM.E.unwrapping the packaged body parts. Joyce's high heels enter the frame around the drain. She is stepping nervously, like a spooked horse. The clatter of her heels is very loud.Wehear the M.E. chuckle.

H.E. (Voice-over) Ea~y, girl,easy.

M.E. (laughs) A corpse can tell you plenty,Joyce.

The camera is behind a femaleFOREMAN in the jury box.The shot begins on her shoesand travelsup her bodyas she stands. over her left shoulder we see Fred standing at the defense table. Over her right shoulder theJUDGE is seated.

The BAILIFF goes to the Foreman, takesthepaperfrom her, then takes it to the Judge.The Judge op~nsit and reads it to himself, then hands it back to the Bailiff,who returns it to the Foreman.

The camera moves to Fred, registering his tension.The camera goes to the Foreman's face.

Fred faints. He is lifted up by hisATTORNEY andGUARDS in attendance. Fred revives slightly.

We see Fred's eyes roll open ashe cranes his neck around and upwards,looking at the video camera high on the wallofthe courtroom, pointingdownon him.

INT, LINGERIE SHOP -DAY

MARIAN and RAQUEL,two exquisite young women, are looking over the merchandise.

Marian holds up a black teddy to her body.

(CONTINUED}

Raguel takes a red teddy and holds it up to her chest.

They both giggle at the obvious joke.

·RAQUEL Absolutely •••Soon as your neck snaps, you black out. It might take a while for the body to die, but you wouldn't feel it.

Marian reaches fora pair of panties with a hole in the crotch.

Marian sticks a finger through the hole in the panties and wiggles it. The girls giggle. Raguel sees Andy walking into the store. He is sneaking up behind Marian,and motions with a finger to his lips to Raquel not to say anything.When Andy gets directly behind Marian,he puts his hands over her eyes.

Fred, in the custody of GUARDS, wearing handcuffsand leg irons, is being escorted to his cell.He appears zombie-like as the guards open the cell door,unlock and remove his shackles,and lock him in.

The guards leave. Fred stands near the cell door,begins to look around at the four walls, the single cot, thewash basin,and the toilet bowl without a seat.He hears the muffled,DISTORTED NOISES -VOICES from the surrounding cells. Lost voices - the voices of death row.Fred realizes where he is now.He walks over to the cot and slowly sinks down and sits on the edge.Fred perched on the cot in his cell resembles a man adrift on a tiny raft in the middle of an ocean.

FADE OUTs

FADE IN:

A TRUSTEE is pushing a meal cart along the row.At each door, the Trustee stops and takes a tray off the cart.He shoves themeal tray through a slot in the door.We watch him distribute thetraysdown .thelong..r.ow-of..cell.s.

The hallway is quiet - distant sounds reverberate.

Fred sits on the edge of his bed,a tray of prison food sits on the floor- uneaten.

Fred lies awake on his cot -he stares at the ceiling.

The hallway is quiet - distant sounds reverberate.

This is a smallnarrow yard, not the large exercise yard for population. This yard is for use by death row prisoners only, to exercise in one hour each day,by himself.Fred is released into the area,which is more like a dog run.The Guards watch Fred as he walks slowly up and down the exercise yard.

There is more activity on the row tonight than usual.A COUPLE of MEN in suits walk through with an air of authority.

There is a building murmur among the prisoners.

Fred sits on the edoe of his bed.,_ listening.ast.he....sound.of the prisoners builds. He's shaking.

TWO GUARDS are standing at the guard station.

GUARD #1 (very quietly -solemnly) Here he comes.

Several of the men in suits,along with severalGUARDS,and a CLERGYMAN, a PRISONER in the middle of the group, enter the hallway. They proceed past the guard station down the hall. As the procession filesby, DEATHROW INMATES come to their doors and talk to the prisoner.

INMATE #1 See you soon,Sammy. Don't think takin' a jolt is gonna get you outta payin'me back the twenty you owe me.

INMATE#2 Don't take it personal, pal.

INMATE #3 Un fuerte abrazo.amigo!

As the men march down the hallway, they pass Fred's cell. His window panel is empty.The camera stops on Fred's cell door, as weHEAR other prisoners talking to the inmate on his way to the ELECTRIC CHAIR.

INMATE#4 Hang in there,honey.

INMATE#5 Reep an eye out for me,SammyG.

Fred sits on his bed, listening fearfully.The camerastays on Fred as we HEAR:

INMATE#6 Show 'em you got big stones, bro.

The prisoner is strapped into the electricchair.Behind a glass partition WITNESSES are seated.One of the men in suits, theWARDEN, goes to a telephone on thewall and stands with his hand on the receiver.He picks it up.

The Warden hangs up the telephone and stays next to it.

We see one of the condemned man ' s'WRISTSbeing clamped with an electrical device. The other wrist is clamped.

A metal halo is placed around the condemned man's head.A large electrical cable leads off from the halo.

Electrically conductive ointment is smeared around theareas where the clamps have been placed.

The Clergyman moves close to the condemned man continuing to give the man his last rites.When he is finished,he nods to the warden. The warden approaches the condemned man.

The condemned man shakes his head "no".

The Warden and the others clear the room and the doorsare locked.

The EXECUTIONER steps into place near a huge lever.Helooks to the Warden.

The Witnesses sit in silent anticipation.

The hands of the clock on the wall have moved past midnight.

The Warden takes one last look through awindowat the condemned man - then nods to the Executioner.

-F~edsits-fr-oz.e-n-at-the--edge-on-hi-s-bed.

A distant butLOUD ELECTRICALHUM begins.

Fred's head jerks upward to the light on his ceiling.It has ·dimmed to almost nothing.

Fred sits in the humming darkness.

TheG~ards release Fred into the yard for his exercise.At first the sunlightis blinding,and Fred covers his eyes.He movesalong the wall, tentative, his fingers feeling the way. Fnally he slumps down on his haunches, back leaned against the wall, eyes closed, letting the sun hit his face.very soon,however, the sun passes behind a cloud and Fred is bathed in shade. Fred stands up, but is almost immediately hit by a searing pain in his head.Fred holds his head with his hands,sinks down to his knees.The Guard, who has been observing Fred from thedoorway,comes over to him.

The guard assists Fred back inside the building.

Fred is on his cot, holding his head.He is obviously in pain. He getsup and staggers to the cell door.Fred pushes a CALL button next to the door to summon a guard.TheGUARD comes and speaks to Fred through a double mesh opening.

The guard leaves. Fred collapses to the floor of the cell, writhing in pain.

Fred is brought in wearing handcuffs and leg irons,aGUARD on either arm. He is placed on a chair in the middle of the room. The guards stand one on each side of him.A DOCTOR enters. He is in late-middle age,withserious eyebrows. Fred's head is hanging down, chin on chest.TheDoctor lifts Fred's head andwe see dark circles under Fred's eyes: his face is pale, teeth clenched, eyes tearing.TheDoctor takes a light utensil from his pocket,and inspects each of Fred's eyes. He feels Fred's forehead.After this,he allows Fred's head to dropdown again. The Doctor takes Fred's pulse. He drops Fred'swrist. He next takes Fred's blood pressure.

The Doctor goes over to a cabinet,unlocks a drawer,and removes a large blue pill.He fills a paper cup with water from a dispenser,goes back to Fred and places the pill in Fred's mouth. The Doctor tilts Fred's head up and pours the water down his throat,some of it dribblingdownthe front of Fred's shirt. The Doctor looks into Fred's mouth to make sure he swallowed the pill.

The guards lift Fred by his arms,and shuffle march him out of the infirmary.

darkness. A stream of light through the slot window illumines Fred's head, the forehead of which is swollen and discolored. He staggers up and shuffles over to the call button, which he leans on.A few moments later,a GUARD appears on the other side of the mesh.

The guard looks at Fred through the window,and what hesees disturbs him. The guard makes a strange face.

\,.I.

The guard walks away from Fred's door to the guard station, where another GUARD is sitting at a table, reading a magazine.

GUARD#1 Shit, that wife killer's lookin' pretty fucked up.

GUARD #2 (not looking up from his magazine) Which one?

They both laugh.

lNT.PRISON - FRED'SCELL - SAME -NIGHT

·-F-red·i-s··on-th~-fl't>OT·lyin~-on-his·back.·"'I'h-e--cameracomes slowly down at him from the ceiling, like a weight pressing on his head. Fred's pain is demonstrablyoverwhelminghim now. He moans and rollsfrom side to side in the dimness, making grotesque, otherworldly sounds.As the camera moves into a CLOSE.UP, the last image of Fred's head shows the discolored swelling has increased.Fred looks up, sensing something.

There is a "For Sale" sign posted in front.The camera pans slowly as in the videotape across the front of the house. The interior of the house is dark, but fleetinglywe are aware of movement,shadows inside.

Marian and Raguel are in the living room, attired in the undergarmentsthey purchased at thelingerie store.HOT MUSIC is BLARING froma stereo. Marian and Raquel are dancing,as sexy andwild as it is possible for them to be. Andy is lying on his back on the rug, dressed only in undershortsand socks, the girls stomping feet stepping furiously around his head and body.His eyes are closedat first, but when he opens them,he sees their feet inablur. Be tries to get up, but heis too strung out, and he collapses again. Marian and Raquel take himby hisha?ds and

feet and begin pulling him around the room as they dance. Andy is blitzed, smiling moronically.The girls' breasts tumble out of their teddies.Raguel drops her end of Andy, turns up the music even louder,and dances intoafrenzy. Marian drops to her knees,Andy's feet on either side of her, shaking her shoulders and whipping her hair around.Andy makes another attempt to sit up -he looks at Marian, reaches for her but fallsback, dead to the world.Raguel and Marian don't quit.

C~TO:

Fred is still·curled on the floor,but spasms begin torock his body. He goes into convulsions,blood gushesfrom his nostrils. Hishead is badly swollen.Fred vomits repeatedly, and drags around in his mess.Fred turns, straining upwards as we've seen him do before.His face and head are hideously deformed.

Fred brings his shaking, tortured hand to his forehead.He _pulls his hand down across his face sgueezing it as it goes. As his hand passes over his face, Fred's features are removed leaving a blank, white mass with eye sockets.

We move into the eye sockets and beyond.

We see a clean movingPOV illuminated by headlights.weare floating down an old two-lane highway through a desolate, desert landscape. This gliding, eeriePOV continues until the headlights illuminate a figure standing at the side of the road. This figure isa man,PETE DAYTON. Pete turns, unsettled, ashe looks directly at us aswe move closer to him. The ghost image of a house appears behind Pete.There is a girl,SHEILA, standing on the lawn in front of the house. She is afraid and is trying to communicatewithPete. Pete doesn't seem to hear her and continues to stare directly at us. NowPete seems to move toward us aswemove toward him. His head fills the screen.

Fred's blank face begins to contort and take on the appearance, feature by feature, of Pete Dayton.

Fred Madison is becoming Pete Dayton.

FADE OUT:

FADE IN:

We watch the sun rise outside the prison, ascending over the strands of barbed-wire above the wall.

A GUARD is making his early morning rounds.He stops at each cell and looks in,making a mark with a pencil on a piece of paper on a clipboard.When he comes to Fred's cell,he is about to make a check-mark, but looks in again and appears confused. THE MAN INSIDE ISNOTFRED.

The MAN in the cell sits still on the cot, staring straight ahead. The man is thin,younger than Fred.

The guard hurries over to the guard station.He picks up the telephone and dials. He begins to sweat.

Johnny Mack hangs up. He sweats. He walks backdown the row and looks in again at Fred's cell.

He walks back to the station.A supervisor arrives,CAPTAIN HENDERSON.

Together they walk quickly to Fred's cell and look in.

NT.FRISON - WARDEN'S OFFICE -DAY

Captain Henderson is standing in front of a desk,behind which the Warden is seated.A nameplate on the desk reads: WARDENMARSHALL R. CLEMENTS.

The Warden standsup and comes around the desk.

The man from Fred's cell is just finishing being fingerprinted.

The doctor with serious eyebrows -DR.ROGOFF.- is inspecting the man's face. The Warden enters with Captain Henderson. GUARDS are standing by the door and at strategic spots in the room.

I don't knowyet.

Dr. Rogoff begins to draw blood from the man'sarm.He takes several vials. The man watches the blood coming out of his arm, but doesn't seem to understand where he is orwhatis happening to him.

Dr. Rogoff opens the man's mouth and peers in withapencil light.

Or.Rogoff stands up, puts the light in his breast pocket.

TheWarden moves closer to the man -he looks closely at him.

CLOSEUP OF THE MAN - he's staring straight up.

Present are the Warde.n, captain Henderson andTWOoti"~r PRISON OFFICIALS. The Warden is looking at a computernext to his desk.

Warden Clements looks up, takes a deep breath and stares at the men in front of him.

PRISON OFFICIAL#1 I had a call from the governor"s office about this.

PRISON OFFICIAL#1 There's press·outside right now.

PRISON OFFICIAL#2 Only that Madison has apparently escaped. Nothing about the other guy.

tqAROEN Good, let's keep it that way.Keep a lid on Dayton. Nothing gets out about him.

Johnny Mack walks down the row and enters Fred'scell.

..

Johnny Mack looks around,up and down the walls, half peers under the cot,then -checking first to see no other guard is watching him - he looks inside the toilet bowl, thengets down on his knees and really looks under the cot.Hegetsup and sits down on thebed. He rubs a hand overhis face. Johnny Mack is clearly perplexed.

CUT T01

A press conference is being held.Present are REPORTERS,TV cameras, et al. The Warden and captain Henderson represent the prison.

The Warden and Captain Henderson leave the room without answering.

CUT TOi

Pete's parents, BILL andCLAIREDAYTON, escorted bya PRISON GUARD, are approaching the Warden's office.It is a long walk along the corridor and the camera examines them in detail as they getcloser and closer to the office.The Daytons are amiddle-aged, San Fernando Valley couple.Bill Dayton is wearing a sport shirt with the short-sleeves rolled up. His skin is leathery,tanned and his thinning hair is slicked back in a duck-tail.He's working-class, ex-biker. Claire Dayton was obviouslya goodlooking "chick"who•s gone to seed from too much sun, cigarettes and booze.She retains the remnants of a good figure,but it's goingfast. Claire is wearing sunglasses.

\,

The Daytons are ushered in by the guard.TheWarden is standing behind his desk.or. Rogoff is standing to one side,and next to him is Captain Henderson.The Oaytons stand just inside the room for a moment before theWarden extends his right hand.

Bill and Claire move to the chairs in front of the desk and sit down. The Warden,Dr. Rogoff andCaptain Henderson all sit down.

Claire Dayton removes her sunglasses.She and Billwait- the Warden is searching forWOIDS,

Bill and Claire look at each other - bewildered.

The Wardenshakes his head.

••• Tell me, whatwasPeter's condition the last time yousawhim?

Bill and Claire look at each other again - briefly.

Bill and Claire look at each other onceagain.

The Warden looks at Dr.Rogoff.

CONTINUED:( 2)

He didn't come home.

Dr.Rogoff leaves the room. While he's gone,nobody talks, increasing the tension.Dr. Rogoff returns with Pete Dayton, dressed in his ownclothess jeans, boots, sport shirt. Pete's forehead is lumpy and his eyes are red and swollen. Hecan walk, but unsteadily.

Pete looks around the room - sees his parents.

Claire jumps up.

CONTINUED: ( 3)

CLAIRE

\ .. Pete ••• I .

She and Dr. Rogoff help get Pete settled in a chair.Billis taken aback at the sight of his son,but says nothing.

Pete has a dazedlook on his face. He starts to speak, then stops.

Pete's gaze driftsfrom his mother's face around the room and back to her face.

You're in the state penitentiary.· You were found ina cell on death row.

Pete rubs his head like it's about toe,(plodewith pain.

CONTINUED:(4)

There is a silence in the room,asPete massages his throbbing temples.

The Warden looks at or. Rogoff.

(to warden) From a medical standpoint,I don't see why not.

Bill and Claire help Pete up and carefully escort him out of the Warden's office. With a nodfrom the Warden, the guard accompanies them out o'f the room.The Warden, Captain Henderson and Dr.Rogoff stand but remain in the office.

so.

Bill, Claire and Pete pull into the driveway of a bleached out, 60's ranch-style house on a street lined with many more of the same.

Bill and Claire get out of the car first,then help Pete out and up into the house.

Bill and Claire take Pete to his room, which has a bed,desk, two chairsand a sea of disassembled motorcycle parts belonging to a classic Indian motorbike which Pete is rebuilding. Each part is shiny and clean.

Pete sits down on his bed and looksup at his parents - shaking his head with confusion and embarrassment.

Pete sleeps.

In the living room, Bill is drinking a beer and watching television.

In the kitchen, Claire is finishing the dishes.She goes into the living room and leans down and whispers something in Bill's ear. Bill nods and Claire walksquietlydown the hallway and opens Pete's door.

She looks in on him sleeping.

CUT 'l'O:

An unmarked police car pulls up across the street from the Dayton house. In the front seat are the Detectives,Ed and Al. Al, who is on the passenger side, is holding two styrofoam cups filled with coffee.Edremoves from his inside jacket pocketa5" x 7" photo of Pete Dayton,which he props up on the dashboard so that it is visible for both himself and Al.Al hands one of the cups to Ed.

Al studies Pete Dayton's face in the photo.

Ed and Al sip their coffee and stare at the house.

FADE OUT:

FADE IN:

Pete Dayton is lying on a chaise lounge.His forehead is still swollen,but his eyes are less red.He stares up into the sky -a hot breeze blows over him.

The camera moves slowly through the interior of the empty house cast with shadows.The refrigerator running is the only sound.

C~TO:

Pete slowly moves up to a sitting position, then stands.Be stretches and walks around the yard feeling the dry, unwateredlawn on his bare feet.

He walks over and leans over the neighbor's fence.Bia eyes fall on a plastic toy boat floating in a child's plastic

swimming pool. He watches the boat as thewatmbreeze blows it lazily in a circle.

A small plane drones overhead.

In the distance,a WOMANfinishes hanging out somewashand goes in the back door of her house.The slamming of her screen door soundsa thousand milesaway.

Pete continues to observe these seemingly peaceful surroundings -but something doesn't feel right tohim.

CUT 'l'O:

Pete is eating a sandwich -he is looking much better. Claire opensa bag of chips and sets them in front of Pete as Bill comes in the front door.

Bill comes in and pops a beer -looks around.

Their gazes follow a path from the backyard into where Pete has been sitting all the time.

Pete looksat his parents -he can't figure out what has just happened.

Bill and Claire just stare athim. Pete shakes his head and takes another bite of his sandwich -but inside the worrisome feeling returns.

Pete is stretched out on his bed watching television.Be hears the front door bell ring - footsteps,and a moment or two later the door to hisbedroom opens and three of his friends,CARL, LANIE and STEVE( "V") saunter in •

..V" Where the fuck have you been?

Pete pulls himself up to a sitting position.

CML You look like shit.

"V" You're not contagious are you?

"V" Good •••You up for a drive?

Lanie pulls up her shirt and pulls down herpants a ways revealing a fresh scar about three inches long.

Then Lanie laughsgoo~-naturedly.

"V" Just goin' up• ta "Tops" ••• Maybe the "Ten Pin".

CONTINUED:( 2)

"V" Sure, what's wrong with that?

Pete hauls himself up off the bed and throws on a black leather jacket.

The four of them go through the living room where Bill and Claire are drinking and watching TV.

After Pete leaves with his friends, Bill and Claire look at each other.

-CUT..TO:

·v"drives a black, beat-up'66 Grand Prix. Carl and Lanie arein the back seat,and Pete rides shotgun. The four·of them are cruisingdownVan Nuys Boulevard along with many other MUSCLECARS and LOW-RIDERS filled withRIOSlooking for action. "V's" car is making a hell of a noise.

"V" Look at that goio'my way.

"V" has seen a couple-of GIRLS in short, tight dresses walking up the boulevard.

"V" ( CONIT) Oh my, oh my.

Some big cars nearby rev their engines ."V" guns his car and it lurches roughlyforward. The sound of the rough running engine reverberates in Pete's brain.

"V" Texaco ••• What's wrong with that?

You gotta be kiddin' •••This is the boulevard •••You can't hear yourself think.

Pete shakes his head with disgust.

"V" pulls the car off the boulevard into "Tops" drive-in. Cars are lined up at the "togo"window and all along the side of the building where people are hanging out under a long metal awning. MUSIC is playing LOUD.

""V"-ptili"S""iTJtt>·a·-parking,pot·by~heawning.The headlights illuminate a group of HIPSTERS-some dancing,some just hanging out. THREE or FOURGIRLS hanging out together turn toward "V's" car. They see Pete in the front seat,and one of the girls, Sheila,smiles and walks toward him.

Pete talks to her through the open window while"V",Carland Lanie climb out through•·v 's"door."V" leans back in.

"V" (to Pete) You want somethin'?

"V" walks off with the others to the "take out" window. Sheila leans in closer to Pete.

CONTINUED: (2)

Sheila's girlfriends saunter over and lean on thecararound her - looking in at Pete.

GIRL#1 What happened to your face?

"V", Carland Lanie return with burgers and drinks."V's" got a mouthful of burger.

''V" (muffled) What's happenin'?

''V" (muffled and spitting) Pile in.

Sheila and her girlfriendsjump in the car with"V", earl, Lanie and Pete. "V" firesup the rough-running engine and pulls out -leaving behind a cloud of smoke.

The bowling alley is divided into a game room area,a bar/ restaurant area and a bowling area.

Pete and the group stroll into the bar and takealarge booth. MUSIC is playing LOUD.

AWAITRESS takes orders for drinks.

Bowling pins clatter loudly in the distance.

"V"takes one of Sheila's friends and danceswithher.

Sheila takes Pete by the arm and pulls him up to dance.The music is fast, but they dance slow.

Sheila looks around and moves closer to Pete. She whispers urgently, worried.

·sHEILA (whispering) What do youmean? . ..You've been acting strange lately.•• Like the other night.

Pete laughs, but Sheila doesn't.

CONTINUED: ( 2)

Sheila stares seriously at Pete, but then laughs too.

Sheila leans in very close to Pete and whispers in his ear.

Sheila pushes her mouth on Pete's and they kiss.Pete breaks away - looks at Sheila - serious.

Ed and Al sit in their unmarked police car watching the bowling alley entrance and "V's" car.

..

FADEOUT1

CUT T01

·Pete firesup his souped up Camaro and listens happily to the engine purring .He eases the big Camaro outofthe driveway and blasts offdown the street.

CUT TOs

Pete cruises into his parking place and cuts the engine. ARNIE comes rushing toward him, sporting a big smile.

Arnie takes Pete by the arm and they go inside the garage.

Other MECHANICS give Pete the"hi"sign and yell their greetings over the din. Arnie pulls Pete closer and shouts.

PET£ Sure.

Pete walks over to a Ford Station Wagon and pops the hood.A happy MR.SMITH comes out of the office to join Peteathis car.

Ed and Al pull to a stop down the street from the garage.Ed kills the engine and they stare at Arnie"s.

Pete is leaning downinto the engine wellof a Chevy Caprice working hard for Mrs.Trueworthy.

Arnie's Garage is busy.

A large black Mercedes600 Pullman pulls into the garage. r

The Mercedes pulls to a stop andHR.EDDY and TWOof his ASSISTANTS climb out.

Arnie waves to Mr.Eddy from the office.

Pete comes up out of the well and turns.When he sees Mr. Eddy, he heads acrossthe garage to greet him.Mr. Eddy opens his arms wide and embraces Pete.When he pullsaway, he sees Pete's face.

Because if anybody's givin'youtrouble, Pete, Ican take care of the problem••• like that. (snaps his finger -loud)

PETI:.: Okay •••Lemme clear it with ••.

Ed and Al don't notice that Pete is in the big black Mercedes, as it cruises past them.

Mr. Eddy drives. Pete'is in the passenger seat up front,and the two, stone-faced assistants ride in back.

Now listen •••It only happenswhenI'm accelerating. I thinkit's the carburetors.

Mr. Eddy pulls out after a light turns green andgivesthe car a stab forward.

Mr. Eddy smiles as he pulls over.

Best god damn ears intown. (to the guys in back) You guys are lookin' at him.The man with the best god damn ears in town.

When the car stops, Pete gets out,pops the hoodand disappears down by the engine.

Mr. Eddy sits,smiling at Pete as he works.

Pete pops up and gives Mr.Eddy the"thumbsup" and gets back into the car.

All right!

Mr. Eddy carefully pulls out into traffic and accelerates when he gets the chance.

Mr. Eddy hangsa right turn and heads up into the hills.

Mr. Eddy takes thebig Pullman along the scenic Mulholland Drive - cruising smoothly.A silver-gray Infiniti is moving up fast behind the Mercedes.

Mr. Eddy looks into his rearview mirror.

r

\

Oh, shit ••• Is that what I think it is?

Pete turns and looks back. A car isTAILGATING them, the silver-gray Infiniti. The two assistants in thebackseat turn nonchalantly to take a look - then they return their look to Mr. Eddy.

Mr. Eddy starts to take a slow burn -keeps looking at the Infiniti in the rearview mirror.

The assistants look to one another - take a deep breath.

Mr. Eddy slows slightly and then keeps the Pullman steady at 32 m.p.h. The Infiniti moves up ten feet behind thePullman, and blows its horn.

Mr. Eddy rolls down his window.

The assistants are paying close attention - they buckle their seatbelts.

Pete notices a tension in the car.He watc~esMr. Eddy's face.

Mr. Eddy pulls slightly to the right of the road, pastes a polite, courteous smile on his face,puts his leftarmout the window and waves the Infiniti by.

The Infiniti jets forward and swerves around the Pullman. When the cars are side by side,the irateDRIVER in the Infiniti gives Mr.Eddy "the bird"and flies past.

CLOSE ON MR. EDDY'SRIGHT FOOT as it slams down on the gas pedal.

The Pullman catapults forward toward the Infiniti.

Pete is thrown back -he grabs on to the door handle and the seat for support.

The Pullman gains on the Infiniti in a flash.The Infiniti tries to go faster,but Mr. Eddy's Pullman has much more power.

(clenched teeth) This is where power and mechanical excellence pays off.

Mr. Eddy jams the Pullman into the back of the Infinitiand pushes it faster and faster along Mulholland.The Driver of the Infiniti tries to brake and blue-gray smoke streams out from beneath the Infiniti with a scream of burning rubber.

CONTINUED:(2)

At a turn,Mr. Eddy steers his massive Mercedes and the Infiniti ahead on a gut-wrenching path off the road,up a ·-- mountain and into a little glade of trees.Dust and brush fly everywhere.

Mr. Eddy and his assistants leap from the Pullman andmake for the Driver's side of the Infiniti.

Mr. Eddy throws open the Infiniti's door and pulls the trembling and screaming Driver out likearagdoll.

Mr. Eddy pulls out his.44Ruger Blackhawk and pistolwhips the Driver to the ground.He smashes the butt of his gun across the man's face, tearing a gash which starts to gush with blood.

Mr. Eddy's assistants each draw.4S'sand point them at the Driver.

Mr. Eddy,red-faced with anger,leans close to the man.

Mr. Eddy hits the Driver in the side of the head with his gun.

ASSISTANT #1 Tell him you won't tailgate.

CONTINUED: (3)

Mr. Eddy and his assistants return to the Pullman -get in and slam their doors.

Mr. Eddy throws the Pullman into reverse and pulls back off the hill onto Mulholland Drive.He eases the car into "drive" and leaves the crying and beaten tailgater behind.

Mr. Eddy rotates hisneck -shaking out some adrenaline remnants. Pete is visibly shaken by what he has seen.

Mr. Eddy smiles and they continue along theirway.

rhe.Pullman-pull-s--of-f·-the-st-r-eetintoittnilt..s.-Mr.~adyand his assistants stay in the car.Pete opens his door.

Mr. Eddy takes out a couple of one hundred dollar bills and puts them into Pete's hand.

Mr. Eddy reaches into the glove compartmentand takesout a videotape. He holds it out to Pete.

Mr. Eddy tosses the tape back in the glove compartment.

Suit yourself,champ.

You will.

ClJT'l'O:

Ed and Al are staring at the Pullman.They see Pete get out. They notice the man driving the Pullman •

You recognize that guy?

FADE OUT:

FADE IN:

Pete walks out his front door with a lunch box andjumps in the Camaro.

He fires up the big engine and heads off for work.

Ed and Al follow.

Pete is on a skate -working under a car.The radio is on and a tune comes on that begins to drive Pete crazy - it gives him a headache. The tune is one of Fred Madison"sbe- bop saxophone pieces. Pete gets out from under the car and goes to the radio. He changes the station.PHIL, another mechanic working nearby, looks at Pete.

Pete rubs his throbbing head and when he gets back under the car, he lays on the skate - unable to work.

A car horn honks and the sound reverberates inside the garage.

Pete looks up -from under the car heseesthe wheels of a Cadillac roll up just outside the open garage doors.Hesees a car door open and Mr. Eddy's feet appear and walk in his direction.

Pete winces and wheels himself out from under the car.Be stands as Mr.Eddy walks up to him, then freezes as he sees - back behind Mr.Eddy, sitting in the passenger seat of the car -a beautiful blonde-hairedGIRL, who looks exactly like

CLOSE UP BEAUTIFUL GIRL -she looks exactlylikeRenee except she is about eight years younger.The girl is staring right into Pete's eyes.

Mr. Eddy steps between Pete and the girl -blocking her from Pete. Mr. Eddy smiles at Pete - not noticing or not letting on that he notices the serious eye contact going on between Pete and the girl.

CONTINUED:(2)

Mr. Eddy pinches Pete's cheek -which Pete doesn"t like, but . allows. Mr. Eddy gives Pete a big smile then turns,goes

back to his car, escorts the beautiful girl outsidewherethe Pullman is waiting.

Pete watches her walkandmove. He watches her until Mr. Eddy drives her away.She steals one last glance back at Pete before she disappears.

When she is gone, Pete replays the sceneof seeing this beautiful girl overagainin his mind. The scene is accompanied by Lou Reed's version of "This Magic Moment".

FADE OUT1

FADE IN:

Pete is sitting perched unsteadily on the very edge of his bed. He HEARS asuccession of highly-amplified SOUNDS at intervals with eerie stretches of silence:CRICKETSin ..t.ractu-r-ed·cadence-a distant TELEVISION -an.,ybuzzing slowly in the room -a MOTH'S wings beating against light bulbs in the ceiling fixture - the washing of DISHES.

Pete's reaction to these sounds is one of petrified confusion. Underlying these sounds is a kind of unearthly, steady DRONE.

Pete gets up off the bed, unsteadily.He moves toward his bedroom door. As he moves the amplified SOUNDS shift.

He can hear laughter.The laughter seems to be LOUD, but at the same time coming from peoplewhoare trying to contain the laughter - to hide it.

Pete opens his door and peers out.

Pete's POV down the hall toward the living room - his mother and father have stopped laughing and are turned with guilty smiles in his direction.They are smokinga joint, passing it back and forth.They are not looking directly at him. They seem to be looking, but not seeing.

Pete's parentsPOV down~he hall toward Pete"s room.There is no one there - just an empty hallway.

Pete's parents continue to stare, but then turnaway toward each other - they start to laugh quietlyagain.

Pete's POV - the hallway and the living room - thereisno one in the living room.It's empty.

CUT T01

Pete turnsfrom the hallway and comes back in his room - unsettled and confused.

Be can hear laughter coming from the living room.

Ed is behind the wheel.Al is in the passenger seat. Ed is looking at the Dayton house.Al's head is bent, looking down. At f irs·twehear nothing,then the sound ofAl'spiss streaming into an empty coffee cup.The camerastays on the top of Al's head until he has completed the last few spurts of his micturition. Al's head comes up and he opens the passenger side door and dumps the urine into the street.He closes the door and zips up his trousers.

-lNT-.-.OAYTON··HOU-SE - ··PETE'-S·BEOROOM--~nGHT

Pete paces the room. Finally he stops himself,throws on his black leather jacket and opens his bedroom door.He looks down the hall. No one is in the living room.He walks out of the house.

Ed and Al watch Pete get in his Camaro and drive off.They follow.

Pete drives through the night -up Ventura Boulevard with the "Cruisers". He looks in the other cars and looks at the GIRLS on the street.

Be drives past "Tops",but doesn't see anyone he knows.

Be turnsoff the boulevard and drives through San Fernando Valley neighborhood streets.

He pulls up in frontofSheila's house and honks his horn.

He lights a cigarette while he waits.

CONTINVED:

In a few minutes Sheila comes out and leans in the passenger side window.

Sheila hesitates for a moment, then gets in.

Pete and Sheila drive along dark streets.

Sheila slides across and sits close to Pete.Pete puts his arm around her. She takes a drag from his cigarette and puts her head on his shoulder.

Pete pulls over into a dark shadow under a tree and stops the car.

He cuts the engine, turns to Sheila and kisses her.She breaks away.

Sheila puts her lipsup.closeto his and whispers.

Pete kisses her and she kisses him back.Theystart to feel each other and Sheila takes off her tight sweater.She's wearing no bra and Pete begins to feel her breasts while she unbuttons his shirt. They continue to kiss hard throughout.

Ed and Al are stopped a half a block behind Pete and Sheila. They're watching the couple as they make love in the front seat of Pete's car.

Pete and Sheila are naked in the front seat.Sheila clings to Pete as they make love.She's hopelessly in love with him.

FADE OUTs

FADE IN:

Pete and the other MECHANICS are working in the garage.The clock on the wall reads:4:45 p.m.

Someo! the ~uys are cleaning up -washing their hands - putting tools away.

Peteis ragging off some grease from his hands when he notices aCAB pull up to the front of the garage.The beautiful blonde steps out of the cab and comes up to him.

Pete's heart races - she smiles at him.

Pete hesitates - thinks.

Alice looks hard at him, then smiles.

Alice walks to the office inside the garage -picks up the phone and dials information.

She turns and looks at Pete while she's speaking, then listening.

Alice dials the number.

Pete has walked over. He takes the telephone out of her hand.

Be hangs up the phone.

Pete and Alice pull up to the cheap motel in Pete's camaro. Pete gets out and leaves Alice in the car.

She waits and watches him go into the office.

Ed and Al are watching Pete and Alice.They watch Pete come out of the office and take Alice into one of the motel rooms.

Al shakes his head with anger mixed with a lot of envy.

INT,ARTHUR'S HIDEAWAY MOTEL -A ROOM -NIGHT

Pete and Alice enter theroom ,There is a double bed,a little desk,two bedside tables with lamps,a floor lamp,and a bathroom. They don't notice any of this.

Just inside the room Alice takes Pete's hand and they turn to each other. Alice puts Pete'shand between her legs. She moves up close to him and closes her eyes.

They kiss tenderly at first -then hotter.

Pete and Alice are naked on the double bed in just the glow of the motel'sneon lights corning in between thewindow curtains.

They're up on their knees - right next to~achother. They look in each other's eyes as their hands move and touch.

Alice smileswith a wild,dreamy look in her eyes.

Pete puts hishand between her legs and Alice kisses him with a frenzy.

They fall back on the bed.

Pete and Alice make violent love on the bed.Alice is hungry.

DISSOLVE TOs

Alice and Pete are dressed. Alice is still breathinghard.

She moves up close to Peteby the motel room door.Her hand is shaking as she touches his cheek.

ALICE· (whispers) I want more.

Ed and Al watch Petean~ Alice leave the motel room, get in the car and drive off.

Ed starts his car and he and Al follow them.

CUT '1'0:

Pete and Alice are riding sideby side- Alice's head is on his shoulder.

Alice looks up at Pete as he drives -she smiles.

The light from headlights behind them catchAlice's attention. Her eyes dart back toacar that could be following them.

Pete glances in the rearview mirror -seesthe headlights.

At the last moment he pulls a hard right and acceleratesdown the street. The car follows - they both see it.

Alice steals a look back.

-~ta tra!ficlight, Pete revs up the big Camaroand expertly peels out between on-coming cross traffic.Hes~erves between two cars going in opposite directions - blastsup a block and hangs a hard right - disappearing fromview.

r' ; Ed and Al go out into the traffic after them, but the , swerving, screeching cars braking around them form a barrier and trap them. ANGRY DRIVERS lean on their horns.

Pete and Alice have lost them.

FADEOUT:

FADE IN:

Establish.

CLOSE UP ON TELEPHONE - it starts to ring.

(CONTINUED}

Pete enters the kitchen where his mother goes for the ringing phone and gets to it before she does.

ALlCE ""Ihave to go somewhere with Mr.Eddy.

PET£ Sure.

Pete is silent.

Alice hangs up.

Pete throws the phone back down on the cradle.It bounces off and he has to hang it up again.He slams itdown.

CONTINUED: ( 2 )

Pete kick-starts his big Harley and roars angrily out of the driveway.

Pete rides his cycle fast through neighborhoods.

Pete rides up the boulevard with the "Cruisers".He spots *V's"car .parked at"TQps",

He pulls in beside "V's" car and shuts down the engine.The usual crowd is at the drive-in,including Sheila.

Pete goes up to"V" and earl and says hello.He lightsa cigarette and leans up against a steel pole supporting the awning above. "V" and Carl both notice that Pete is inabad mood.

Sheila is over with her girlfriends.She hasn't seen Pete arrive.

Suddenly Sheila looks over in Pete's direction.She looks like she's seeing something, yet not seeing anything.She keeps looking - staring.

Sheila'sPOV - she sees "V", Carl and a lot of PEOPLE, but Pete is not there.

Pete looks at Sheila.He's unsettled and confused by her staring, but not seeming to see him.He watches her turn away and take one of her girlfriend'shands -leading her out to dance to theLOUD music.

Pete watches her dance.Suddenly, he can't see her. Be thinks maybe she may be dancing on the othersideof the building - out of view.He moves to look and his head is struck by a violent pain.He grabs his head with his hand and leans forward. "V" grabs his arm.

"V" Youokay, man?

'

"V" You okay? ••• What's wrong?

Pete looks up at "V".He doesn't seem to recognize him - "V's" head is a featureless blur.Pete shakes his head trying to drive out the pain.

Be looks over again for Sheila.He seesher there dancing with her girlfriend.

"V" Pete .••You okay?

Pete stands back up against the post - turns to"V"- recognizing him.

"V" Sure, I'm okay.

Some drunkGUYS move over to Sheila and her girlfriend.They cut in on the girls.The guy with Sheila puts his hand around her waist and pulls her against her will into a grind. She tries to push him away,but he holds on tighter - laughing with his buddy.

"V" and Carl look at Pete as he pushes off the post.Pete crosses quickly to the man dancing with Sheila.He slams his fist into the man's nose -almostsnapping the man's neck in the process. The man goes down bleeding.

Pete attacks the other man who is turning toward himready for a fight. He hits the man in the gut - the man'shead goesdown and Pete brings his knee up cracking the man's face. The man's torso flies up with Pete's knee - then continues on as the man falls to the floor.Pete picks him up, ready to hit him again, but the crowd pulls him off.

Pete stands and turns - pulsating with anger.Sheila is there beside him.

Bl.

CONTINUED:( 2 )

Sheila sinks into his arms.

Pete takes her to the Harley and they blast off.

Pete is making desperate love to Sheilainthe sameroom - the same bed, as with Alice.

Pete keeps on - harder -obsessed. When he comes,he crashes down on Sheila,who wraps her arms around him tight.She doesn't know what is going onwithhim. Her eyes are open wide as she listens to his frantic breathing.

She doesn't know what to say - or what questions toask.

Ed and Al are staring silently at the motel and the Barley parked out in front.

Pete enters through the front door.His parents are sitting - as if they have been waiting for him.

Pete sits in a chair opposite Bill and Claire.

-BILL Never saw him before in my life.

Bill and Claire just stare at Pete.

FADE OUTs

FADE IN:

The clock on the wall reads: 1:30a.m. The house is completely quiet,except for the refrigeratormoto~.

Pete is on the phone in the kitchen talking quietly.

FADE OUT:

FADE IN:

""INT.ARNIE'SGARAGE- DAY

Pete is working on a car. The Mercedes Pullman pulls into the shop. Mr. Eddy gets out with his two assistants.They stay by the car while Mr.Eddywalks over to. Pete.Mr • .Eddy smiles.

How ya doin',Pete?

I'm sure you noticed that girl that was with me the other day •••Good lookin' blonde? She stayed in the car? •••

Pete just stares at Mr.Eddy. His heart begins torace.

Abruptly, Mr. Eddy becomes cool -he holsters his pistol and smiles at Pete.

CLOSE UP ON PETE'SFACE - staring at Mr.Eddy.

The phone ri-ngs-in·the-kitchen.

Pete moves into the kitchen and picks up the phone.

Alice hangs up. Pete 'stares. at the phone for amoment, then hangs it up slowly.

Pete pulls his camaro into the parking lot.When he gets out of the car, he hears a voice and looks up.

Pete takesa stairway past a"Coke" machine and meets Alice in front of a second floor room where the door stands open.

Pete follows Alice into the motel room and she shuts the door.

Ed and Al are parked across the street - watching.

..P.ete.and..Alice-..ar.e.si-tti-ng--on··the-bed ·--dressed.··-A--bed'si'tle tablelamp is on.

ALICE He'll kill us.

Alice moves closer to Pete and melts into him.She places hishand on her breast and looks in hiseyes.

She kisses Pete and pulls up her sweater to let him feel her bare breasts. Pete kisses her back - lost in his longing for her.

Alice breaks away.

Pete just stares at her.

Alice puts her hand up to Pete's cheek and lets it drift around.

Alice kisses Pete's lipsover and over -looking in his eyes.

Inside, Pete goes crazy with jealousy.

PE'l'E What's he do?

CONTINUED: (2)

r':..\ ..... ALICE

Yeah.

ALICE'S STORY

We see Alice wearing a sexy tight dress in a plain room.It feels like we are inside of a large building -maybe an office building.

Alice is waiting nervously.

A SLlCKSTER in shiny shirt and pants is leaningagainst a closed door.

There is another door off the room which is open ontoaroom where aMUSCLE MAN in tiny briefs is doing bench presses.

No one is saying anything.

Wemove in on a nervousEXHALE OF SMOKE toa CLOSE UP of Alice waiting.

We see aCLOSE UP of the man guarding the door.

Wesee a CLOSE SHOT of theman bench pressing a lot of weight.

Suddenly, there aretwo knocks on the othersideof the closed door. The Slickster moves off the door and opens it a crack. He talks quietly to someone Alice can't see, then he turns,opens the door and gestures for Alice to go through.

Alice putsout her cigarette - her hand is shaking.

-..S.he.wal.ks..0:\1-er..past.-the.Sla.ckster-and-ent.er~-e -- muc-hl-erger room. There are about FIFTEEN MEN in theroom- all leaning comfortably at different points on the walls.Thereis only one chair in the room -Mr.Eddy is sitting in it.

No one says anything to her, but one man nods his head and from this nod, Alice feels she shouldwalkto the center of the roOm. She does,and she instinctively turns to the man sitting in the chair.

They all just stare at her silently.s·helooks around nervously -her eyes return toMr. Eddy's.

Suddenly,a man steps quickly up to her -draws a pistol and cocks it against her head.

Alice goes weak in the knees. Her eyes fill with fear.

The men continue to stare.

Mr. Eddy give5 Alice asmall gesture as if to say"well?".

Somehow she knows what they want, even though they haven't asked for it withwords.

Alice starts to undress -slowly - in assexy a way as she knows how.

The men just stare without expression.

When she is completely naked,Mr. Eddy gestures her over to him. Soon she is on her knees in front of him -making herself available for whatever he wants.

CONTINUED: (2)

Mr. Eddy's POV - Alice looks in his eyes.She reaches her hand up to stroke his cheek•••

Alice's hand reachesup and strokes Pete's cheek.

Alice doesn't say anything. She drops her hand -looksdown.

The feelings shift inside Pete.Alice looks in his eyes.

Alice smiles a little -leans in and theykiss.

They kiss some more.

They start to make love -undressing each other and kissing all the while. Alice stops.

Alice gets serious.

Still entwined with each other, Alice reaches for the phone and dials a number. It starts to ring and she smiles at Pete when she hears it being answered.

She hangs upthe phone.

CONTINUED: (2)

Alice reaches down between their legs.Pete smiles.

They start to go at it again - at first slowly and tenderly - then wildly. Alice tears herself away and looks up at Pete.

Pete looks at her - starting to understand what she means.

Pete stares at her -then nods.

Pete drives up and parks his camaro in the driveway.Whenhe gets out of the car,he sees Sheila standing by the front step. She is looking in his direction, but doesn't seem to see him. She SUDDENLY turns and looks up the street -she YELLS.

As she yells, she starts to look around wildly -then her eyes follow the path the Camaro took into the driveway - then the path Pete took to where he has been standing all this time. Her eyes find Pete and she stands by the front step.

She heads toward him.

Sheila has come up and is grabbing Pete by the front of his shirt.

(CONTINUED}

Sheila starts beating him in the face and chest.

She starts crying and hitting him harder.

Sheila's screaming is reverberating around the neighborhood. INSIDE PETE'S MIND the SOUNDS are even LOUDER.

Bill comes out of the house. Claire is behind him waiting on the front porch.

Sheila beats Pete and trips him to the ground.She is sobbing as she tears at him.

Bill comes up to Sheila and takes her gently by the shoulders.

Sheila jerks around and looks up at Bill.

Sheila gets to her feet- crying. She looksdown at Pete, who remains lying on the front lawn.

For Pete, every word and every sound isLOUD and DISTORTED. The DRONING SOUND returns.

CONTINUED:(2)

The phone inside the house starts to ring.Claire turns in the doon,,ayand goes to answer it.

Sheila runs off crying.Pete and Bill watch her go.

Claire comes to the door.

--.CLAIRE Pete ••• There's a man on the phone.He's called a couple of times tonight.

Pete pulls himself up.

Petewalks slowly inside - stares at the phoneandpicks it up.

Bill and Claire have stopped in the living room - watching Pete. Pete is going crazy with Mr.Eddy on one end,and his parents staring at him on the other.He waves his parents away,but they leave slowly and reluctantly.

CONTINUED: (3)

PETE

~ ( Mr. Eddy? ...

Yeah •••Howya doin', Pete?

You're doin' okay? That's good, Pete.

I'm really glad you're doin' okay, Pete.

Pete doesn't know what to say.

Pete canhear the phone being handed over to someone.There is a long silence. Pete can hear breathing.

VOICE We'vemet before, haven'twe?

Pete freezes. His mind is scrambling.

VOICE At your house. Don't you remember?

VOICE We just killed a couple of people •••

CONTINUED:(4)

Pete can hear Mr.Eddy laugh in the background.

VOICE You heard me •••Wethought we'dcome over and tell you about it.

Pete is getting pale with fear.

VOICE Great questionll In the east ••• the far east ••• when a person is sentenced to death •.• they're sent to a place where they can't escape ••• never knowing when an executioner will step up behind them and fire a bullet into the back of their head ••• It could be days.•••wee.ks••._..QI' even years after the death sentence has been pronounced •.• This uncertainty adds an exquisite element of torture to the situation, don't you think? It's been a pleasure talking to you.

Pete can hear the phone being passed again.

The phone goes dead and Pete sits - fearfully pondering his fate. He hears aNOISE and turns.

Down at the far end of the hall he sees his parents staring at him.

CLOSE UP ON PARENTS staring in the directionof the living room as if sensingsomething, but not seeing.

PARENTS POV - The hall and living room beyond.There is no one there.

DISSOLVE TOi

A City Bus pulls up to the stop.The doors open andPete climbs on.

Pete rides along in the empty bus.Be staresat his reflection in. the dark window.

C~TOz

The bus stops and Pete gets out.Be startswalking.

C~TOz

Wesee a street sign sayingttOeepDell Place". Pete walksup the street looking at numbers.

He finds2224 Deep Dell Place - Andy's Bouse.

Hestares at the house from the sidewalk.

Lights are on upstairs anddown. The hot wind moves big shadows of trees over the front of the house.

Pete looks at his watch. It reads: 11:05 p.m.

He walksdown the driveway, crosses through some bushes and comes to a fence separating the front yard from the back.

He stops and listens.He pulls himself up and over the fence,but crashes on something on the other side.

He freezes- listening. He hears the wind blowing through the trees,and distant music from inside -a slow jazz piece. He hears echoing sounds of love making.

He makes his way around back -goes up the stairs and tries the back door. It opens.

Pete sneaks through the kitchenandcomes into the living room. Pete stops short and stares.A movie projector is running in the living room.A porno film is being projected on ahuge screen at the far end. Alice is in the porno film. A man is fucking her from behind -withLOUD SLAPPING SOUNDS of flesh banging flesh.Her face is in the foreground. Ber eyes look out directly at Pete.She is loving every minute of it. Inside Pete, jealousy starts to rage out of control. Helooks around. He sees clothes scattered about.Be picks up a girl's sweater and smells it.He looks up the stairs.

Feet appear at the top of the stairs.They startdown.

Pete runs for the bar.

Along the way,,hegrabs a heavy, bronze figurine of a well- stacked woman off a rectangular glass-topped coffee table, and ducks behind the bar.

He can hear Andy approaching.Be can hear Andy gathertwo glasses. He can hear Alice being fucked harderinthe porno film. He clenches his teeth with rage.

Suddenly,Andy moves right in front of him.They see each other. Andy's eyes widen - Pete leaps up,and thwacks the bronze figurinedown on the top of Andy"s head.Andy falls. The breasts of the figurine have madetwobloody holes in his forehead.

Pete turns.

Alice iscomip.9_guickl_ydownthestairway- ..naked•..ax.cept.,for a pair of panties.Lipstick is smeared around her mouth. She is carrying a half-filled~illowcase.Her porno film is playing on the wall behind her.

These images jump and spin in Pete's mind.He moves ·unsteadily toward her.

Pete starts to tremble. He drops the figurine. He tries to embrace her.

There is a crashing noise behind him.

Pete turns and sees Andy staggering, blood streaming from the wound in his head, THENCHARGING FULL SPEED AT PETE.

Andy hits him hard, and Pete goesdown.When Pete hits the ground, he pushes Andy up and throws out his arms.This, and Andy's momentum, catapult Andy into the corner of the rectangular glass-topped coffee table.There is a sound like a hammer going through a bucket of eggs as the glass corner embeds about eight inches into Andy's forehead.

CLOSE UP OF ANDY'S HEAD- impaled on the sharp corner of the table, his chest area suspended, his legs and stomach touching the floor.

CONTINUED: (2)

Pete pulls himself offthe floor.

Pete moves close to Alice, they drift to the glass coffee table, staring for afew momentsat Andy's dead body.

While Pete stares, unbelieving, at Andy - Alice hurriedly picks up her sweater and puts it on.on the sofanext to it lay Andy's trousers. She goes through the pockets, finds a roll of cash bound by a rubberband. Alice hands the roll to Pete.

Alice kneels next to Andy's body and quickly removes his Rolex wristwatch,a couple of ringsand the gold chain dangling from his neck. These items she puts inside the --emptypiJ.J.owcas-e.

Alice finds the rest of her clothessca-;,;teredabout the living room and puts them on.Pete watches her, trembling, unable to say anything.

She comes back to Pete,who starts breathing irregularly, hyperventilating.

Alice slides up close to Pete.

Pete clutches her, eyes squeezed tight, as if he is holding on for dear life.

CONTINUEDs (3)

Alice starts off across the living room with the pillowcase.

Pete opens his eyes,he sees Alice moveas a blur. Be looks around the room,which spins in and out offocus. Bis eyes land on, a PHOTOGRAPH ina frame on the wall. This photo troubles him. Pete squints, then points to the photograph.

CLOSE UP OF THEPHOTOGRAPH - Four peopleappear inthe frame: Andy, Renee, Alice and Mr. Eddy.

Alice stops and comes back. She looks at the_photo..,..wal·ks --ClG-ser-toit,·-andpoints at·herself.

She turns to Pete. Pete is staringat ·thephotograph -at Alice and Renee in the photograph.His nose is bleeding profusely.

Pete starts to reel -blood from his nose soaking his shirt.

Pete runs up thestairs - about to get sicker.Alice watches him go with a nuance of disdain.

Pete staggers toward the bathroom at the rear right of the hallway. THEHALLWAY SUDDENLY BECOMESHAZY, DIFFERENT AND LONGER THAN ITAPPEARED TO BE.

Pete wandersdown this "changed" hall.On his left, he identifies a door with the number 25 on it.He pauses for a moment in front of it, then goes onuntil, on his right, he comes to a door with the number 26 on it.Be enters through this door . -

Inside is aWOMAN in front of a mirror withaMAN. Ber arms are resting on a shelf under the mirrorasthe man takes her from behind. The man's face is blank, featureless,and is buried in the woman ' s back -wecan't see it.

Pete now sees that the womanis anextremely whorish version of Alice - she's looking at Pete's reflection in the mirror. He ' slooking at her reflection in the mirror.Pete's head is pounding.

WOMAN/ALICE (to Pete) Did you want to talk to me?

Pete rubs his head - the painis severe.

WOMAN/ALICE (CON'T) (laughs) Did you want to ask me"why"?

Pete staggers out of the room.

He closes the door. The hallway has"changed" back toAndy's hallway. The doors no longer have numbers.

Pete walks, unsteadily,back down the hall - faltering.He starts down the stairs.

Pete comes downstairs to the living room and sees Alice at the desk in the corner, filling the pillowcase with cash and jewelry.

She has a PISTOL in her hand.

Alice turns when she hears Pete and they study each other's face as Pete makes his way to her.His head·is still throbbing with pain. His focus goes from her face to the gun - which is pointing right at him -back to her. Alice smiles.

She laughs and hands him the pistol.

She showshim the pillowcase filled with loot.

Alice grabs Pete's arm and hurries him toward the door.

Alice takes Pete to Andy's car and throws him the keys.

Alice jumps in Andy's car and tosses the bulging pillowcase in the back. Pete takes the revolver out of his belt.He opens the driver's side door of Andy's car and slowlysits inside. He sets the pistol on the seat between them. Be looks up at her. Shesmiles wildly. Pete slams the door - starts the car andtheydrive off.

Alice and Pete pull up into the driveway ofahouse at the end of a street at the edge of a desert.Alice gets out into a hot wind. Pete stays in the car as she goes up to the house.

Pete's POV: He watches Alice ring the doorbell.She waits \ -. in front of the door for a few moments, her hair blowing in the wind.

A HOUSEBOY opens the door.Alice says something tohim - Pete cannot hear anything that is said, even though his driver• s sidewindowis down. All he can hear is the hot wind blowing.

The Houseboy moves out to where he can see Pete, waiting in the car. The Houseboy and Alice exchange information.The Houseboy points out toward the desert.Alice turns back to the car. The Houseboy watches her.

Alice gets into the car.

---.ALICE come on.

Pete starts the car and begins backing it out the drive.The Houseboy is still standing -watching them.

ALICE {CON'T) we have to go to the desert. He's at his cabin.

Peteand Alice drive off. The Houseboy continues to watch them.

We see the clean movingPOV illuminated by headlights.We"re floating down an old two-lane highway throughadesolate, desert landscape.

Pete and Alice pull off thetwo-lanehighway ontoa barely discernible dirt road that cuts through the dark desert.

Pete and Alice drive up to aONEROOM CABIN built onstilts next to a dry lakebed. They both get out and go up the stairs to a porch where Alice knocks on the door.There is no answer.

Alice opens the door, but there isNOBODY INSIDE.

The hot wind continues to blow.

Alice and Pete walk backdownto the car.

The HEADLIGHTS are on and Alice reaches in through the window and switches on the RADIO.She can't get anything in but static, with bits and pieces of old tunes fading in and out. She hits the"seek" button. The radio starts to search.

Pete is standing in the glare of the headlights watching her. ·-.Al.ice...walks..s-lowJ.r-to-him.

The camera captures this from abackseat perspective - then drifts toward them.

The radio sticks on a particular tune -a tune filledwith longing. Alice begins to dance. She takes Pete's hand and pulls him close to her.

Alice gives Pete that wild smile.

She kisses Pete over and over.He begins tokiss her back. She starts to move him inadance to the music in theglare of the headlights, thehotwind caressing them.

The scene isout of a dream. Alice and Pete helpeach other undress as they dance in and out of the light,andthewind whips ~t_ theirbodies.

They s.inkdownon the s0ftground and start___inakinglove.

tCONTiffliED)

The lights from the headlights combine with the starlight, bathing them in a pristine glow.

The music fades and the radio begins to "seek" through static for another station.The music it findsnow is LOUD and INTENSE.

Alice - her hunger appearing,now becomes carnivorous in her approach to love making with Pete.She is the aggressor, highly-charged - she wants more andmore- taking, not giving, insatiable.

The headlights flare their bodies in blinding light.They become amorphous, glowing shapes burning in the light.

Pete is trying desperately to please her - to have her.

The driving music fills with cracks of piercing static.The radio strains to hold the station.

Pete's white-hot body clings to Alice.He chokes with emotion.

With a burning smile, Alice rolls them out of the beams of light into the darkness. The wind billows a black cloud of dust around them.

Alice pulls away from Pete and brings her dark mouth to his ear.

Alice glides away from Pete and stands up looking down at him from above.

She turns and walks,naked, to the cabin where she disappears within it.

Pete turns, face downon the ground in the darkness. Be's holding his head and shaking.

As he starts to stand -he turns into theglare of th~ h§!!acUightsand wesee thatit is NOT PETE- BUT FRED. -- _____________,,~ . . --- -~As-Fredstands up, the car's LIGHTS DIM and theRADIOFADES.

Fred looks.at the car.-- es somemovement inside. Fred ►· looksclo.serand~ae.e.ethe figure n the back seat..

.........

_,,.

(CONTI~

CONTINUEDa (2)

CLOSE UP OF THEMAN - it's the Mystery Man fromAndy'sparty.

Fred turns toward thecabin and sees the Mystery Mannow standing in thedoorway.

Fred turns again to the car, but this time it•sempty.He looks back at the cabin and sees the Mystery Man still in the doorway.

Fred is dizzy with fear and confusion.

He pulls on his trousers and shoes and walks up the steps to the cabin toward the Mystery Man,who goes inside.Fred stops in the doorway. He looks around.

Fred looks around again but there is no one there except the Mystery Man - standing in the center of the room.Fred stares at him.

Fred freaks, scared to death- nct>olts down the stairs to the car, stumblingmore than once. -

Fred att_emptstostart the caz whichis dra~ed of elec-ttical charge by the useof the headlightsand _~a:dio.

Tfie-~y 11,.appears·inthe doorway _C)f~~n__._ B~ - -- -________ St.artstowaftlFr • -----...._ . ... - ·

'I'he~tart.ermotor moans as Fred twists thekey;ttically.

'--._

The smiling·-MysteryMan is almost at the car•

(CONTnmEO)

CONTINUED:(J)

The engine catches.Fred revs it -throws the carin reverse and peels out away from the Mystery Man,whosehand is reaching for him.

Fred swerves the car around -throws it in drive, and takes off across the dark desert.

CUT TOt

Fred pulls up onto thetwo-lanehighway. An old, rusted roadsign is posted there.It readss flLOSTHIGHWAY".

CUT TOt

Fred is driving along the two-lane desertfllosthighway". The wind is picking up even stronger than before.Abig storm is blowing in.

Fred sees a sign glowing just ahead that reads:LOSTHIGHWAY HOTEL. The sign is swaying and blinkingasth~9usts hit it.

Fred pulls in and stops under the sign and stares at it.

He gets out of the car, tucks the pistol in hisbeltunder his shirt and enters the hotel,which is an old two-story

lNT.LOST HIGHWAY HOTEL -OFFICE -NIGHT

Fred walksup to the registration desk,wherea CLERKis smiling at him in a half-baked way.

Fred pulls the roll of bills from his pocket •

FRED I need a room.

The hallway is strangely similar to Pete's vision upstairs at Andy"s. Fred comes to the door numbered 25, looks at hie key which says •· 2S"and unlocks the door and enters.

Fred takes the revolver out of his shirt and puts it under the pillow on the bed.

He sits on the edge of the bed.He takes a cigarette from a pack in his shirt pocket and lights it with a match from a book of "Lost Highway Hotel" matches.

Fred smokes the cigarette, listening to thewind blow. Lightning cracks outside the window.

Fred crushes the cigarette out in the ashtray on the bedside table. As the last of the blue smoke drifts away,Fred falls back on the bed.

Fred closes his eyes.

FADE OUTs

..EADE..I.N:

The camera moves in on the door numbered 26.

Renee is in bed with Mr.Eddy/Laurent. He and Renee are feverishly making love as the storm rages outside.

A criminal investigation is under way.Ed and Al are present,among a fleet ofLAW ENFORCEMENTPERSONNEL whoare busy dusting for fingerprintsand examining the murder site.

Al walks over to where Ed is looking at the photo on the wall. Al looks at it.

r

CLOSE UP ONTHE PHOTOGRAPH -that shows RENEEAS THE ONLY WOMAN INTHE PlCTURE, standingbetween Andy and Mr.Eddy/ Laurent.

Renee is sitting half dressed on the edge of the bed, pulling on her stockings. Mr. Eddy/Laurent is asleep next to her. Renee stands up,finishes dressing, then leans down and kisses her lover while he sleeps.Renee leaves the room, closing the door as quietly as possible behind her.

As the door CLICKS,Mr. Eddy/Laurent wakes up.He sits up and gets a pack of cigarettes from the bedside table,shakes one out, lights it with a book of"Lost Highway Hotel" matches, and smokes it while seated on the edge of the bed.

Fred, still fully dressed,is wakingup, AS IFIN A TRANCE - the same attitude he had on the videotape.He strains upwards and looks eerily around the room.He gets~p and crosses slowly to a window.He takes the edge of the window curtain and pulls it back.

The viewis of the gravel parking lot of the hotel.

Fred's POV: He sees Renee,down below, walk over to a car, get in and driveaway.

Fred walksback to his bed,picks up his revolver from under the pillow, crosses the room to the door and walks out.

C~TO:

Fred crosses over to Room26and knocks softly on the door.

CUT TOa

Mr. Eddy/Laurent is standing -almost dressed, when he hears the knock.

MR. EDDY/LAURENT Renee?

He goes to the door and opens itacrack.

As the door opens,Fred smashes the gun into Mr.Eddy/ Laurent's face and pushes his way inside the room.

Fred hits Mr. Eddy/Laurent viciouslyagainwith the gun barrel.

Mr. Eddy/Laurent is bleeding profusely from gasheson his forehead and nose.

MR.EDDY/LAURENT What the fuck? What's goingon?

Fred puts the pistol up against Mr. Eddy/Laurent's head and marches him out of the room - past the camera's eye.

The camera stays in the room and moves slowly toward the window, through whichwe see Fred andMr. Eddy/Laurent appear down below in the back lot.

Still watching out the window, the camera sees Fred knock Mr. Eddy/Laurent over the head with the gun butt and put him into the trunk of a car. Fted slams the trunk lid andclimbsinto the driver's side of what is obviously Mr. Eddy/Laurent's car - the Mercedes 600 Pullman.

As Fred drives away,a HAND appears in our window foreground. The hand moves the window curtain further to one side.The camera pulls back to reveal it as the hand of the Mystery Man. The Mystery Man leans fully into the frame and watches Fred drive off downthe Lost Highway as day breaks.

Fred is driving along the road.Suddenly he pulls thecar off the road and drives over the dirt and brush to a deserted spot, stops and gets out.

Fred opens the trunk. When he does •••

Suddenly, Mr. Eddy/Laurent charges up and attacks Fred - knocking them both to the ground.Mr. Eddy/Laurent tries to strangle Fred, but Fred's anger is too great.Fred tears loose and gets Mr. Eddy/Laurent in a hold bending hishead back. Fred's hand reaches out behind him - feeling, searching.

A KNIFE appears.

It comes into Fred's hand from another.

Fred slices Mr.Eddy/Laurent's throat,and throws himdown•

....Mr....E.ddy/.Lau.r.ent.squir-ms.on--t-he -,ground--hi-s-he.nd·grasped around his throat - trying to hold his neck together.Blood is flowing rapidly through his fingers and over the front of him as he turnsand opens his mouth with a gurgling sound.

Fred stands, facing him, his pistol out now - pointing right at Mr. Eddy/Laurent's forehead.

CLOSE UP ON MR.EDDY/LAURENT - he lifts his head and stares at Fred. Blood is rushing out ofhim.

MR.EDDY/LAURENT (wet and jagged) What do you guys want?

The camera pans around to Fred -wesee that the Mystery Man is standing beside Fred,and it is the Mystery Man who is holding the gun, not Fred.

The Mystery Man reaches into his pocket and pulls outa little Watchman TV. H& turns it on and hands it over to Mr. Eddy/Laurent, who manages to take it.

Mr. Eddy/Laurent looks down at the small television screen.

Mr. Eddy/Laurent's POV: As he watches theTV screen,we move in until the screen fills the frame - as with the former videotapes. The fullframe of theTV screen reveals -

We see the movie screen on a wall in Andy's living room. Marian, Raquel and RENEE'S images are being projected on this screen, simultaneously involved in pornographic acts with two men. Watching this movie in Andy's living room are several people in shadows behind the light of the projector.Among them we seeRENEE and MR.EDDY/LAURENT standing next toANDY. Mr. Eddy/Laurent and Renee are hot - kissing - his hand is up under her skirt. They are watching the porno film.They are watching murkyimages of sex turning to violence.

In a CLOSE UPwe see Renee and Mr.Eddy/Laurent in the shadows looking out at the film,both half-smiling,stoned, aroused.

The image on the Watchman changes now.

On the WatchmanTV screen Mr.Eddy/Laurent sees an image of Fred and the Mystery Man staring at him.TheM_ysteryMan's image speaks.

Mr. Eddy/Laurent sees the Mystery Man's image reach out a hand.

Mr. Eddy/Laurent looks up. The Mystery Man has hisarm outstretched just as it was on the video image.Mr.Eddy/ Laurent hands the Watchman back,and locks eyes with the Mystery Man.

MR.EDDY/LAURENT (wet andjagged) You and me, mister,we can really out- ugly the sumbitches, can'twe?

The Mystery Man unloads the pistol into Mr. Eddy/Laurent,who jerks and dies in the dust.

The Mystery Man then leans close to Fred and whispers in his ear.

The camera moves in, past the Mystery Man to aCLOSEUP OF FRED'S EYES as he listens.

The camera cuts back wide to reveal Fred holding the gun.Be is standing alone - there is no Mystery Man.Fred turns to go back to the car.

Fred drives up to his house in Mr. Eddy/Laurent's Mercedes 600 Pullman and stops in front.Be gets out of the car, goes to the front door and RINGSTHEDOORBELL. There is a BEEP sound.

CUTTOs

As Fred finishes this sentence we see the cop car containing Ed and Al pull in to the curb justupthe street from Fred and Renee's house.

Fred turns and sees the cop car.He jumps in his car, fires it up,and peels out. The cops give chase.

Fred is behind the wheelofhis car. Behindhim are the cops.

CLOSEUP ON FRED'S FACE - through the front windshield.The shot is wide enough to reveal the cop car in hot pursuit.

Fred's face begins to change again, grotesquely contorting as he races into the vortex.His tormentedSCREAM blends with the howlingSIREN of the police car gaining on him.