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                      "BONNIE & CLYDE"

                             by

                David Newman & Robert Benton




FADE IN.

INT. BEDROOM.  CLOSE-UP OF BONNIE PARKER.  DAY

Blonde, somewhat fragile, intelligent in expression.  She is
putting on make-up with intense concentration and
appreciation, applying lipstick and eye make-up.  As the
camera slowly pulls back from the closeup we see that we
have been looking into a mirror.  She is standing before the
full-length mirror in her bedroom doing her make-up.  She
overdoes it in the style of the time: rosebud mouth and so
forth.  As the film progresses her make-up will be refined
until, at the end, there is none.

The camera pulls back and continues to move very slowly
throughout the first part of this scene.  As the camera
continues to move away, we see, by degrees, that BONNIE is
naked.  Her nudity is never blatantly revealed to the
audience, but implied.  That is, she should be "covered" in
various ways from the camera's P.O.V., but the audience must
be aware of her exposure to CLYDE later in the scene.  This
is the only time in the film that she will ever be this
exposed, in all senses of the word, to the audience.  Her
attitude and appraisal of herself here are touched with
narcissism.

The bedroom itself is a second-story bedroom in a lower-
class frame house in West Dallas, Texas.  The neighborhood
is low income.  Though the room reveals its shabby
surroundings, it also reveals an attempt by BONNIE to fix it
up.  Small and corny objets d'art are all over the tops of
the bureaus, vanity tables, etc. (Little glass figurines and
porcelain statuettes and the like.)

BONNIE finishes admiring herself.  She walks from the mirror
and moves slowly across the room, the camera moving with
her, until she reaches the screened window on the opposite
wall.  The shade is up.  There are no curtains.  She looks
out the window, looking down, and the camera looks down with
her.

EXT. BEDROOM.  BONNIE'S P.O.V.  DAY.

Over her shoulder, we see the driveway leading to the garage
connected to the house.  There is an old car parked in the
driveway, its windows open.  We see a man walking up the
driveway, somewhat furtively.  He is a rather dapper fellow,
dressed in a dark suit with a vest, a white collar, and a
straw boater.  It is CLYDE BARROW.  Obviously, he is about
to steal the car.  He looks it over, checking around him to
make sure no passers-by are coming.  He peers inside the
front window to see if the keys are in the ignition.  He
studies the dashboard.  BONNIE continues watching, silently.
Finally she calls out.

                                                            2.


                         BONNIE
            Hey, boy!  What you doin' with my
            mama's car?

EXT. DRIVEWAY.  DAY.

CLYDE, startled, jumps and looks to see who has caught him.
Obviously frightened, he looks up and his face freezes at
what he sees.

EXT. WINDOW.  CLYDE'S P.O.V.  DAY.

We now see what he is looking at: at the open window,
revealed from the waist up, is the naked BONNIE.  She looks
down, an impudent half-smile on her face.  She doesn't move
or make any attempt to cover herself.

EXT. CLOSE-UP OF CLYDE - DAY -

-- whose face changes from astonishment to an answering
smile of impudence.  (Seeing what he has, he realizes that
this girl is clearly not going to scream for the police.
Already they are in a little game instigated by BONNIE,
sizing each other up, competing in a kind of playful
arrogance.  Before they speak, they have become
coconspirators.)

Close-up of BONNIE, still smiling.  Finally she speaks.

                         BONNIE
            Wait there!

INT. BEDROOM.  DAY.

Running from the window, she flings open a closet and grabs
a dress, and shoes.  She slips on the shoes, and flings the
dress on, running out the door as she does.  The camera
tracks with her, moving as fast.  As she runs down the
stairs she buttons up the dress.

EXT. DRIVEWAY.  DAY.

She flies out the door, slamming it behind her, runs off the
porch (all this has been one continuous movement since she
left the window, in great haste) and continues quickly into
the driveway.  Four feet away from CLYDE, she stops on a
dime.  They stand there, looking at each other, smiling the
same challenge.  For a few seconds, no one speaks, then:

                         BONNIE
                   (putting her on)
            Ain't you ashamed?  Tryin' to steal
            an old lady's automobile.

                                                            3.


                         CLYDE
                   (with the same put-on)
            I been thinkin' about buyin' me one.

                         BONNIE
            Bull.  You ain't got money for
            dinner, let alone buy no car.

                         CLYDE
                   (still the battle of
                   wits going on)
            Now I got enough money for cokes,
            and since it don't look like you're
            gonna invite me inside--

                         BONNIE
            You'd steal the dining room table
            if I did.

                         CLYDE
                   (he moves from his spot)
            Come to town with me, then.  How'd
            that be?

                         BONNIE
                   (starting to walk
                   onto the sidewalk)
            Goin' to work anyway.

EXT. STREET.  MOVING SHOT.  DAY.

The camera tracks.  It is a hot Texas afternoon, all white
light and glare.  As they walk the block to town in this
scene, their manner of mutual impudence is still pervading.

                         CLYDE
            Goin' to work, huh?  What do you do?

                         BONNIE
            None of your business.

                         CLYDE
                   (pretending to give
                   it serious thought)
            I bet you're a...movie star!
                   (thinks)
            No...A lady mechanic?...No...A
            maid?--

                         BONNIE
                   (really offended by that)
            What do you think I am?

                                                            4.


                         CLYDE
                   (right on the nose)
            A waitress.

                         BONNIE
                   (slightly startled by
                   his accuracy, anxious
                   to get back now that
                   he is temporarily
                   one-up)
            What line of work are you in?  When
            you're not stealin' cars?

                         CLYDE
                   (mysteriously)
            I tell you, I'm lookin' for suitable
            employment right at the moment.

                         BONNIE
            What did you do before?

                         CLYDE
                   (coolly, knowing its effect)
            I was in State Prison.

                         BONNIE
            State Prison?
                   (she shows her surprise)


                         CLYDE
            Yeah.

                         BONNIE
                   (herself again)
            Guess some little old lady wasn't
            so nice.

                         CLYDE
                   (tough)
            It was armed robbery.

                         BONNIE
                   (sarcastically)
            My, my, the things that turn up in
            the driveway these days.

They reach the corner and turn.  They are on:

EXT. MAIN STREET.  DAY.

--a small-town street of barber shops, cafes, groceries, etc.
At the moment, it is deserted.  They continue walking down
the empty street.  CLYDE looks the place over.  Tracking.

                                                            5.


                         CLYDE
            What do y'all do for a good time
            around here, listen to the grass
            grow?

                         BONNIE
            Guess you had a lot more fun up at
            State Prison, huh?

CLYDE laughs, enjoying her repartee.  They continue walking.
At a hydrant, CLYDE stops.

                         CLYDE
                   (showing off, but seriously)
            See this foot?
                   (pointing at his
                   right foot)
            I chopped two toes off of it.  With
            an axe.

                         BONNIE
                   (shocked)
            What?  Why?

                         CLYDE
            To get off the damn work detail,
            that's why.
                   (stopping)
            Want to see?

                         BONNIE
                   (a lady of some sensitivity)
            No!...
                   (turning a cute)
            I surely don't intend to stand here
            and look at your dirty feet in the
            middle of Main Street.

They continue walking in silence past a few stores, each
planning what next to say.

                         BONNIE
            Boy, did you really do that?

                         CLYDE
            Yeah.

                         BONNIE
            You must be crazy.

                                            DISSOLVE TO:

                                                            6.


EXT. GAS STATION.  DAY.

Gas station up the block.  BONNIE and CLYDE are seen leaning
against the soft drink chest, their profiles silhouetted by
the bright sun.  They are drinking cokes.  As they begin to
talk, the camera moves in closer to them.  CLYDE takes off
his hat and rubs the cold coke bottle across his forehead.
BONNIE watches him.

                         BONNIE
            What's it like?

                         CLYDE
            Prison?

                         BONNIE
                   (very interested)
            No, armed robbery.

                         CLYDE
                   (he thinks it a silly question)
            It's...I don't know...it isn't like
            anything.

                         BONNIE
                   (thinking she's heard
                   proof that he's a liar)
            Hah!  I knew you never robbed bo
            place, you faker.

                         CLYDE
                   (challenged)
            Oh, yeah?
                   (studies her, then
                   makes up his mind to
                   show her)


Close-up.  Gun.  Day.  He reaches in his jacket and pulls
out a gun.  The camera moves to a closeup of the gun,
glinting in the sunlight.

EXT. STREET.  DAY.

The camera pulls back to show BONNIE looking at it with
fascination.  The weapon has an immediate effect on her.
She touches it in a manner almost sexual, full of repressed
excitement.

                         BONNIE
                   (goading him on)
            Yeah, well you got one all right, I
            guess...but you wouldn't have the
            gumption to use it.

                                                            7.


                         CLYDE
                   (picking up the
                   challenge, proving himself)
            You just keep your eyes open.

EXT. LITTLE GROCERY STORE ACROSS THE STREET.  DAY.

The camera remains just behind BONNIE's shoulder so that
throughout the following scene we have BONNIE in the picture,
looking at what we look at.

CLYDE goes into the little store.  We remain outside with
BONNIE watching.  For a minute nothing happens.  We can
barely see what is going on in the store.  Then CLYDE comes
out, walking slowly.  In one hand he holds the gun, in the
other a fistful of money.  He gets halfway, to BONNIE and
smiles broadly at her, a smile of charm and personality.
She smiles back.  The moment is intense, as if a spark has
jumped from one to the other.  Their relationship, which
began the minute BONNIE spotted him in the driveway, has now
really begun.  CLYDE has shown his stuff and BONNIE is
"turned on."

Suddenly the old man who runs the grocery store comes
running out into the street, completely dumbfounded.  He
stands there and says nothing, yet his mouth moves in silent
protest.  CLYDE points the gun above him and fires.  It is
the first loud noise in the film thus far and it should be a
shock.  The old man, terrified, runs back into the store as
fast as he can, CLYDE quickly grabs BONNIE's hand.  The
camera swings with them as they turn and begin to run down
the street.  A few yards and the stores disappear entirely.
The landscape turns into that arid, flat and unrelieved
western plain that begins where the town ends.

EXT. STORE.  AT THE EDGE OF TOWN.  DAY.

A car is parked at the back of the store.  As soon as they
reach it, CLYDE motions and BONNIE gets in.  CLYDE runs to
the front, lifts up the hood and crosses the wires to make
it start.  As he stands back, BONNIE calls to him:

                         BONNIE
            Hey, what's your name, anyway?

                         CLYDE
                   (he slams the hood)
            Clyde Barrow.

He runs over to the door, opens it, shoves her over, and
starts up the engine.  The entire sequence is played at an
incredible rapid pace.

                                                            8.


                         BONNIE
                   (loud, to make
                   herself heard over
                   the gunning motor)
            Hi, I'm Bonnie Parker.  Please to
            meet you.

EXT. ROAD.  DAY.

VROOM!  The car zooms off down the road, doing 90.  The fast
country breakdown music starts up on the sound track, going
just as fast as the car.

EXT. CAR.  DAY.

The car, still speeding, further down the road.  We zoom
down and look in the rear window.  CLYDE is driving, we see
from behind.  BONNIE is all over him, biting his ear,
ruffling his hair, running her hands all over him--in short,
making passionate love to him while he drives.  The thrill
of the robbery and the escape has turned her on sexually.

EXT. CAR.  ANOTHER ANGLE.  DAY.

The camera pulls back and above the car.  The car starts to
go crazy in a comical fashion, manifesting to the audience
just what is happening to the driver controlling it.  The
car swerves all over the road.  The car comes to a sudden
halt.  The car starts again.  It swerves this time almost
right off the road before it straightens out.  It jumps and
jerks.  Another car comes down the road the other way and
CLYDE's car swerves so much as to make the other guy drive
right off the road into the dirt.  It is almost Mack Sennett
stuff, but not quite that much.

INT. CAR.  BONNIE AND CLYDE.  DAY.

BONNIE grabs the wheel and turns it sharply.

EXT. CAR.  DAY.

It hairpins off the road onto a shoulder beneath some trees.

INT. CAR.  BONNIE AND CLYDE.  DAY.

--still settling to a stop.  BONNIE and CLYDE appear to be
necking heavily now, punctuated by BONNIE's squeals of
passion as she squirms and hops about like a flea, trying to
get to CLYDE.  The floor gear-shift is keeping their bodies
apart, however.  In exasperation, BONNIE takes the gear
shift and shoves it forward out of their way.  She plunges
onto CLYDE, burying him from view.

                                                            9.


                         BONNIE
                   (kissing, biting)
            ...You ready?...

                         CLYDE
                   (muffled, laughing)
            ...Hey, wait...

                         BONNIE
                   (giggling herself)
            Aren't you ready?  Well, get ready!

BONNIE has obviously touched him.  With savage coquetry she
tears into her clothes and his.

                         BONNIE
                   (muffled)
            C'mon, honey, c'mon, boy...let's
            go...let's...

                         CLYDE
                   (muffled)
            Hey...hey, wait a minute...quit
            that now, cut it out.
                   (sharply)
            I said, cut it out!

He shoves her rudely away, slamming her into the far car
door.  Suddenly it looks as if they've been fighting.  Both
unbuttoned and unglued, they stare silently at one another,
breathing heavily.  CLYDE gets out of the car, clearly
shaken.  Despite the fact that he may have encountered this
situation many times before, it's one that no twenty-one-
year-old boy in 1932 is sophisticated enough to dismiss
easily with bravado.

BONNIE remains seated in the car.  She seems terribly
vulnerable.  She fumbles about for a cigarette, too confused
to figure out what didn't happen.  CLYDE turns back and
reaches through the car window from the driver's side,
lighting it for her.  BONNIE casts CLYDE a fishy stare, then
accepts the light.

                         CLYDE
                   (trying to be casual,
                   even insouciant)
            Look, I don't do that.  It's not
            that I can't--
                   (his voice cracks,
                   the match burns his
                   fingers, and he bangs
                   his head onto roof of
                   car, and he goes
                   right on)
            --it's just that I don't see no
            percentage in it.
                         (MORE)

                                                           10.


                         CLYDE (CONT'D)
            I mean there's nothin' wrong with
            me, I don't like boys.

BONNIE doesn't know what she thinks, and CLYDE is trying to
gauge her reaction--whether she feels rejected or repelled.
In fact, it's both--along with a little latent fascination.

                         BONNIE
                   (finally, spitting
                   out smoke)
            Boy...boy...boy...

                         CLYDE
                   (a little annoyed)
            Boy, what?

                         BONNIE
            Your advertising is dandy.  Folks'd
            just never guess you don't have a
            thing to sell.
                   (a little afraid)
            You better take me home, now.

                         CLYDE
                   (getting back into car)
            Wait!

                         BONNIE
            Don't touch me!

She gets out of car, leaving CLYDE draped across the front
seat, reaching after her.

                         CLYDE
                   (almost shouting)
            If all you want's stud service,
            then get on back to West Dallas and
            stay there the rest of your life!

This stops her.  Now CLYDE pours it on, with an almost
maniacal exuberance that becomes more controlled as he gets
control of BONNIE.

                         CLYDE
            But you're worth more'n that, a lot
            more, and you know it, and that's
            why you come along with me.  You
            could find a lover boy on every
            corner in town and it doesn't make
            a damn to them whether you're
            waiting on tables or picking
            cotton, so long as you cooperate.
            But it does make a damn to me!

                                                           11.


                         BONNIE
                   (turning, intrigued)
            Why?

                         CLYDE
            Why?  Because you're different!
            You're like me and you want
            different things.

BONNIE is hooked now.

                         CLYDE
                   (continuing)
            You and me travelin' together, we
            could cut clean acrost this state,
            and Kansas, too, and maybe dip into
            Oklahoma, and Missouri or whatnot,
            and catch ourselves highpockets and
            a highheeled ol' time.  We can be
            somethin' we could never be alone.
            I'll show you...when we walk into
            the Adolphus Hotel in San Antone',
            you wearin' a silk dress, they'll
            be waitin' on you and believe me,
            sugar, they're gonna know your last
            name.

He stops, having begun to woo her to something more intense
than a casual, physical coupling.

                         BONNIE
            When'd you figure that all out?

                         CLYDE
            First time I saw you.

                         BONNIE
            How come?

                         CLYDE
                   (intensely, with real honesty)
            'Cause you may be the best damn
            girl in Texas.

Close-up.  BONNIE.

                         BONNIE
            Who are you, anyway?

                                            CUT TO:

                                                           12.


INT. ROADSIDE CAFE.  BONNIE AND CLYDE.  DAY.

BONNIE and CLYDE seated in booth, now C.U. CLYDE.  The sound
track bridges the scene: the question that BONNIE has just
asked is now suddenly rebutted by CLYDE, as he points a
finger at her.

                         CLYDE
                   (not answering her,
                   preferring to lead
                   the conversation)
            I'll tell you about you.

He loves doing this and he does it well.  The more he
envisions BONNIE's life, the more instinctively accurate he
becomes.  She grows more and more fascinated, like a child
watching a mind reader.

                         CLYDE
            Lessee...You were born somewheres
            around East Texas...got a big old
            family, right?...You went to
            school, of course, but you didn't
            take to it much 'cause you was a
            lot smarter than everybody else
            anyway.  So you just quit.  Now...
                   (thinking, playing it
                   for all it's worth)
            ...When you were sixteen...no,
            seventeen, there was a guy who
            worked in...uh...

Pull back taking in BONNIE, favoring CLYDE.

                         BONNIE
                   (fascinated)
            Cement plant--

                         CLYDE
            Right.  Cement plant.  And you
            liked him 'cause he thought you was
            just as nice as you could be.  You
            almost married that guy, but
            then...you thought, no, you didn't
            think you would.  So you got your
            job in the cafe...
                   (getting closer to
                   home now, hitting
                   them right in there)
            And every morning you wake up and
            you hate it.  You just hate it.
            And you get down there and you put
            on your white uniform--

                                                           13.


                         BONNIE
                   (enthralled)
            Pink.

                         CLYDE
            And the truck drivers come in to
            eat greasy burgers and they kid you
            and you kid them back, but they're
            stupid and dumb, boys with big
            tattoos all over 'em, and you don't
            like it...And they ask you for
            dates and sometimes you go...but
            you mostly don't, and all they ever
            try is to get into your pants
            whether you want to or not...and
            you go home and sit in your room
            and think, when and how will I ever
            get away from this?...And now you
            know.

BONNIE is half-mesmerized by his talk.  A waitress comes
with their food.  A cheap, gaudy dame, she has spit curls on
each temple in the style of the times.  CLYDE looks at her
and at BONNIE, who also wears spit curls.  As soon as the
waitress leaves:

                         CLYDE
                   (pointing at her hair)
            Change that.  I don't like it.

Without a word of protest, BONNIE immediately reaches in her
bag and takes out a mirror.  She holds it up and with the
other hand, brushes back her spit curls into her hair.  She
never again wears them.  When she has pushed them back she
looks at CLYDE for his approval.  He nods his okay.  She
smiles, puts back her mirror and begins to eat her food.
She's ravenously hungry and eats with total concentration on
her plate.  CLYDE doesn't touch his food, just watches
BONNIE eat for a minute.

                         CLYDE
            God, you're a knockout.

EXT. ROADSIDE CAFE.  DAY FOR DUSK.

CLYDE and BONNIE emerge from the cafe into the early evening.
They move toward the car they have stolen.  Just beyond sits
a newer model car.  BONNIE is surprised to see CLYDE head
toward the newer car.

                         BONNIE
            Hey, that ain't ours.

                                                           14.


                         CLYDE
            Sure it is.

                         BONNIE
            But we came in this one.

                         CLYDE
            Don't mean we have to go home in it.

She walks amazed around the new car and gets in beside him.
He turns the key and they pull away from the cafe.

INT. ABANDONED FARM HOUSE.  A WIDE SHOT OF THE PARLOR LIVING
ROOM.  DAY.

The room is bare.  In the middle BONNIE is waking, having
slept on a couple of car seats covered with an old piece of
tattered blanket.  There are windows behind her.  She looks
about bewildered.

                         BONNIE
            Clyde...

She starts to panic and runs to the window.

                         BONNIE
                   (continuing)
            Clyde...

At another window CLYDE appears.

                         CLYDE
            Hey, lady.

                         BONNIE
                   (chagrined at her fear)
            Where you been keeping yourself?

                         CLYDE
            Slept out by the car.

                         BONNIE
            Oh...These accommodations ain't
            particularly deluxe.

                         CLYDE
            No...If they're after us, I want
            the first shot.  Come on, you got
            some work to do.

BONNIE moves to the door and out of the house.

                                                           15.


EXT. FARM HOUSE.  FRONT YARD.  DAY.

On the door is a sign which reads:

INSERT:

PROPERTY OF MIDLOTHIAN CITIZENS BANK -- TRESPASSERS WILL BE
PROSECUTED.

Wide angle.  Across fence.  Day.  On the dilapidated picket
fence six old bottles have been placed.  As BONNIE joins
CLYDE he turns and fires six quick shots.  The bottles
disappear.

                         BONNIE
            You're good.

                         CLYDE
            The best.

                         BONNIE
            And modest...

                         CLYDE
            Come on.  Got you all set up over
            here.

Wider angle.  They move around to the side of the building
where CLYDE points to a tire hanging by a rope from a tree.
He means that to be BONNIE's target.  He hands her a gun.

                         CLYDE
            Set her spinnin'.

BONNIE fires.  She misses.

                         CLYDE
            Again.  Come down slow with it...

BONNIE fires again and hits the tire.  She smiles and blows
the smoke from the barrel in pride and self-mockery.

                         CLYDE
            Ain't you something?  I tell you
            I'm going to get you a Smith and
            Wesson, it'll be easier in your
            hand.  Now try it again once...

BONNIE sights.  As she is about to fire, a man appears
around the corner of the building.  A FARMER.  She fires and
hits the tire.

                         FARMER
            Heighdo.

                                                           16.


CLYDE whirls at the sound.  He grabs gun from BONNIE because
his is empty.  He aims at FARMER.

                         FARMER
                   (frightened)
            No sir...no sir.  You all go right
            ahead.

CLYDE watches him warily.

                         FARMER
                   (continuing)
            Used to be my place.  Not any more.
            Bank took it.

CLYDE and BONNIE start to move toward the farmer.  All three
move around to the front of the building.  At a distance we
see an Okie car loaded with belongings.  A WOMAN with a BABY
in arms sits in front.  A smaller BOY stands outside the car.

                         FARMER
            Yessir, moved us off.  Now it
            belongs to them.
                   (He points at the
                   foreclosure sign.)


                         BONNIE
            Well, that's a pitiful shame.

CLYDE shakes his head sympathetically.  He loads the empty
gun.

                         FARMER
                   (bitterly)
            You're damned right, ma'm.

He looks up to see an OLD NEGRO who has come from a distance
shack and now stands near CLYDE's car.

                         FARMER
                   (nodding toward Negro)
            Me and him put in the years here.
            Yessir.  So you all go right ahead.
            We just come by for a last look.

He stands a moment looking at the house and then turns
around toward his family in the car.  CLYDE and BONNIE look
after him.  CLYDE spins and fires three fast shots into the
fore-closure sign.  The FARMER stops and turns, looking at
CLYDE.  CLYDE offers the gun to the farmer.  He looks at it,
then accepts it.  He slowly takes aim at the sign and fires.
It pleases him.  He looks at CLYDE and BONNIE who smile.

                                                           17.


                         FARMER
            You all mind?

BONNIE and CLYDE are puzzled.

                         FARMER
            Hey, Davis!  Come on over here.

The NEGRO moves toward them.  Now BONNIE understands.  She
takes the second gun from CLYDE and hands it to DAVIS.
DAVIS looks from BONNIE to the FARMER and toward the house.
The FARMER fires again.  This time at a window.  He nods to
DAVIS.  DAVIS slowly raises the gun and fires at another
window.  It shatters and they can't keep from laughing.  The
FARMER returns the gun as does DAVIS.

                         FARMER
                   (continuing)
            Much obliged.

He extends his hand.  CLYDE shakes it.

                         FARMER
            Otis Harrison.  And this here's
            Davis.  We worked this place.

                         CLYDE
                   (formally)
            Miss Bonnie Parker.  And I'm Clyde
            Barrow.

Across farmer's car.  Wide shot.  Day.  The FARMER turns and
moves toward his people.  DAVIS moves toward his shack.
CLYDE and BONNIE in the b.g.

Close angle.  BONNIE and CLYDE.

                         CLYDE
                   (continuing)
            We rob banks.

BONNIE turns quickly to look at CLYDE.  He smiles and nods.

                                            FADE OUT.

FADE IN.

EXT. A LONG, COUNTRY ROAD.  DAY.

A car is driving down it.  It is the next day.  BONNIE is
driving, CLYDE beside her.

                                                           18.


INT. CAR.  DAY.

                         CLYDE
            You just stay in the car and watch
            and be ready.
                   (he is playing it
                   cool, knowing she is
                   scared.  He thinks
                   he's James Cagney)
            Okay now?
                   (he hands her a gun
                   from the glove compartment)
            You just be ready if I need you.

BONNIE's hands are tense on the wheel.  Her face shows how
nervous she is now that the time has come.

                         CLYDE
            Scared?

                         BONNIE
            No.

They drive in silence.

                         CLYDE
            What are you thinkin' about?

                         BONNIE
            Nothin'.

EXT. BUSINESS STREET OF A LITTLE TOWN.  DAY.

We are still in the car.  BONNIE pulls over and stops by the
bank.  CLYDE is frozen in his seat.  We can see that, for
all his talk, he is scared, too.

                         BONNIE
            What are you waitin' for?

That gets him.  CLYDE throws the door open and jumps,
practically dives out the door.  The camera follows his
motion right inside the bank, tracking very fast.

INT. BANK #1.  DAY.

Something is very screwy here.  The bank is dark, the TELLER
is half asleep over his books.  CLYDE approaches, thrusts
the gun at him.

                                                           19.


                         CLYDE
                   (with a swagger)
            This is a stickup.  Just take it
            easy and nothin' will happen to you.
            Gimme the money.

                         TELLER
                   (looking up with no
                   fear, his voice calm
                   and conversational)
            Heighdy.

                         CLYDE
                   (nonplussed at this)
            Gimme the money!

                         TELLER
            What money?  There ain't no money
            here, mister.

                         CLYDE
                   (totally befuddled at
                   the turn of events)
            What do you mean there ain't no
            money?  This here is a bank, ain't
            it?

The camera pans around the bank.  We see that it is empty,
dusty and shuttered.

                         TELLER
            This was a bank.  We failed three
            weeks ago.

                         CLYDE
                   (furious)
            What?  What??

In a rage, he goes behind the partition, grabs the teller
and pushes him ahead with the gun.  CLYDE is fuming.  He
forces the teller out the front door.

EXT. BANK #1.  DAY.

--showing BONNIE in the car.  She is terrified as she sees
CLYDE and the TELLER coming at her.  She doesn't understand
what is happening.

                         CLYDE
                   (shoving the teller forward)
            Tell her!  Tell her!

                                                           20.


                         TELLER
                   (acting like a man
                   who has had his sleep
                   interrupted by lunatics)
            As I was tellin' this gentleman,
            our bank failed last month and
            ain't no money in it.  I sure am
            sorry.

BONNIE's reaction is one of hysterical relief and
appreciation of what's funny in the situation.  She laughs
uproariously, she can't stop laughing.  This makes CLYDE
madder than ever.  He shoves the teller to the ground.

INT. CAR.  DAY.

Completely humiliated, CLYDE gets in the car, shoving BONNIE
over.  She is still laughing.  BONNIE starts the car.  CLYDE
points his gun out the window.

Close shot.  Bank window--whereon is lettered: ASSETS-$70,000.

INT. CAR.  CLYDE AND BONNIE.  DAY.

Angle to include bank window.  CLYDE aims and puts a bullet
through each of the zeros.  We see each zero shot through.
Then the entire window hangs there for a second and suddenly
crashes.  On the soundtrack, BONNIE's laughter.

                                            CUT TO:

INT. CAR.  DAY.

--still driving.  BONNIE has still not fully recovered from
her mirth, but is quieting down because she sees that CLYDE
is really mad and can't be pushed too far.

                         CLYDE
                   (steaming)
            We got $1.98 and you're laughin'.

She tries to stop.

EXT. STREET.  DAY.

The car pulls down another street of shops in another little
hick town.  A grocery store ahead.

INT. CAR.

                         CLYDE
            Keep it running.

                                                           21.


INT. GROCERY STORE.  DAY.

There is an old CLERK behind the counter, and standing in
the b.g., almost out of our vision, is a BUTCHER--an enormous
giant of a man.  CLYDE steps up to the counter.

                         CLYDE
            Give me a loaf of bread, a dozen
            eggs and a quart of milk.

The CLERK gets the order and puts it in a bag.  He rings
open the cash register preparatory to asking CLYDE for the
money.  CLYDE pulls his gun.

                         CLYDE
            This is a stickup.  I'll take all
            the money in that drawer now.

He reaches over the counter into the cash drawer and grabs
the bills.  He smiles.  Suddenly looming beside CLYDE is the
BUTCHER, brandishing a meat cleaver.  Camera looks up at
this formidable sight as the cleaver comes crashing down,
missing CLYDE and sticking in the wooden counter.  He grabs
CLYDE around the chest in a bear hug and actually lifts him
off the ground.  The struggle is in silence.  CLYDE is
terrified, fighting wildly to get free.  The gun in CLYDE's
hand is pinned, because the man has CLYDE's arm pinned to
his thigh.  CLYDE tries to raise the barrel at an upward
angle to shoot, finally he is able to do so.  He fires.  The
bullet enters the BUTCHER's stomach.  The BUTCHER screams,
but reacts like a wounded animal, more furious than ever.
He still holds CLYDE in a fierce hug, staggering around the
store, knocking into shelves and spilling cans.  CLYDE is
hysterical with fear.  He shoots the BUTCHER again.  The
BUTCHER falls to his knees, but still he doesn't release
CLYDE.  In a panic, CLYDE drags the man to the door, trying
to get out.

EXT. GROCERY STORE.  DAY.

BONNIE sees CLYDE and the BUTCHER holding his legs.  She is
terrified.  CLYDE drags him out on the street.  The BUTCHER
won't let go.  CLYDE, in real panic, aims the gun at his
head and fires.  Click.  Out of bullets.  In blind fury, he
pistol-whips the BUTCHER's head with two terrific swipes.
Finally the BUTCHER lets go.  Hysterical, CLYDE jumps away
and leaps into the car on the other side.  BONNIE still at
the wheel.

                         CLYDE
            Get the hell out of here!

They drive-off at top speed.

                                                           22.


INT. CAR.  DAY.

CLYDE is shaken.  He speaks haltingly, panting; trying to
get control of himself.

                         CLYDE
            Damn him, that big son of a bitch...
            He tried to kill me... I ain't got
            eyes in back of my head... I didn't
            want to hurt him.  It wasn't a real
            robbery... Some food and a little
            bit of dough.  I'm not against him.
            Damn!

EXT. SPEEDING CAR.  DAY.

The car is speeding down an open road.  Suddenly it begins
to buck and cough.  There is something wrong with the motor.

CLOSE SHOT.  C.W. MOSS.  EXT. FILLING STATION.

His cherubic cheeks are puffed up as he blows into the fuel
lines of CLYDE's car.  There is a distinctly flat sound.

Reaction: CLYDE and BONNIE.  CLYDE stands by the hood.
BONNIE remains seated in the car.  CLYDE is covered with
sweat and grease--clearly he has gotten in his licks on the
engine without success.  Neither he nor BONNIE seems
impressed by the noise C.W. is making.

Another angle.  C.W.--as he screws back the fuel line and
moves between BONNIE and CLYDE to the ignition, turning the
engine over.  It purrs beautifully.  CLYDE is astonished.

                         CLYDE
            What was wrong, anyway?

                         C.W.
                   (moving back to screw
                   on gas cap)
            Air bubble--clogged the fuel line.

C.W. now stands between BONNIE and CLYDE.

                         C.W.
                   (continuing)
            I just blowed her away.

CLYDE still can't get over it.

                         CLYDE
            You just blowed it away.

C.W. belches.  He is embarrassed before BONNIE.

                                                           23.


                         C.W.
            'Scuse me, ma'm... Anythin' else I
            can do for you?

CLYDE nods vigorously, looking across C.W.'s back to BONNIE.
BONNIE gets the message.

                         BONNIE
            Well...I'm not sure...
                   (she looks around)
            Say, them little red things there
            stickin' up?  Are they gas pumps?

                         C.W.
                   (he's not too bright)
            Sure.

                         BONNIE
            Isn't that interesting?  How does
            that there gasoline get in my
            little old car?

                         C.W.
                   (trying to be helpful)
            Well, y'see, there's this tank
            underground, and the gas comes up
            this tube into the pump and into
            your car, M'am.

                         BONNIE
            My, you're a smart fellow.  You
            sure know a lot about automobiles,
            don't you?

                         C.W.
                   (he has no idea he's
                   being toyed with)
            Yeah, I do.

                         BONNIE
            Well, would you know what kind of a
            car this is?

                         C.W.
                   (touching it)
            Yeah, it's a Chevrolet 8-cylinder
            coupe.

                         BONNIE
            No, no.

                         C.W.
            Sure it is.

                                                           24.


                         BONNIE
            No, this is a stolen Chevrolet 8-
            cylinder coupe.

C.W. jerks his hand off it as if he touched a hot stove.

                         CLYDE
                   (getting in the conversation)
            You ain't scared, are you?
                   (to Bonnie)
            I believe he is.  What a pity.  We
            sure coulda used a smart boy who
            knows such a great deal about
            automobiles.
                   (suddenly business-
                   like, to C.W.)
            You a good driver, boy?

                         C.W.
                   (getting quite confused)
            I guess so.

                         CLYDE
                   (pretending to cool
                   on him)
            No, I don't think so.  He's better
            off here...

                         BONNIE
            What's your name, boy?

                         C.W.
            C.W. Moss.

                         BONNIE
            What's the C.W. for?

                         C.W.
                   (reluctantly)
            Clarence Wallace.

                         BONNIE
            I'm Miss Bonnie Parker and this is
            Mr. Clyde Barrow.   We... rob...
            banks.
                   (C.W. reacts with
                   wide eyes)


                         CLYDE
                   (swiftly, testing his mettle)
            Ain't nothing wrong with that, is
            there, boy?

                                                           25.


                         C.W.
                   (nervously)
            Uh, nope--

                         BONNIE
                   (with a put-on sigh)
            No, he ain't the one.

                         CLYDE
            Unless, Boy, you think you got
            enough guts for our line of work?

                         C.W.
                   (affronted in his
                   dumb way)
            What do you mean?  I served a year
            in the reform school.

                         BONNIE
            Oh, a man with a record!

                         CLYDE
                   (laughs)
            Now look here, I know you got the
            nerve to short-change old ladies
            who come in for gas, but what I'm
            askin' you is have you got what it
            takes to pull bank jobs with us?

                         BONNIE
            Mr. C.W. Moss?

                         C.W.
                   (anxious to prove himself)
            Sure, I could.  Sure I could.  I
            ain't scared, if that's what you
            think.

                         CLYDE
            Prove it.

C.W. walks away from the car.  Camera remains where it was.
We see him walk inside the gas station office, open the cash
drawer, close it and come out.  He emerges with a fistful of
money.  He walks over to BONNIE's window, sticks his hand
inside and drops the money on her lap.  We see the bills
flutter down.  Not a word is spoken.  BONNIE moves over into
the middle.  C.W. opens the door and gets in behind the
wheel.  For a moment we see them all sitting there, each
smiling their little smile.  CLYDE starts to hum a hillbilly
tune quietly.  The sound track picks it up (banjo and
violin, etc.) and as the music swells, they drive off down
the road.

                                                           26.


INT. HOSPITAL ROOM.  DAY.

A small room with a bed.  On it, covered by a sheet which
humps like a mountain over his enormous stomach, is the
BUTCHER.  His head is propped up on a pillow and he sips a
liquid through a bent glass straw.  Camera is on the left
side of the head of the bed, seeing the BUTCHER in a three-
quarter profile.  On the opposite side of the bed stands a
uniformed patrolman who is in the act of flashing mug-shot
photos for the BUTCHER to identify his assailant.  The
lawman holds a stack of them in front of them, swiftly
changing the cards like a grade-school teacher with her
flash cards.  At each picture, the BUTCHER grunts negatively
and goes on sipping from his glass straw.  One picture, two,
three go by.  The fourth picture is a mug shot of CLYDE.
Again the BUTCHER grunts 'no,' without hesitation.  As the
next picture comes into view, we

                                            DISSOLVE TO:

EXT. MOTEL.  NIGHT.

--on a painted wooden sign, lit by one attached light, which
reads: "MOTOR COURT".

INT. ROOM IN MOTOR COURT.  NIGHT.

--in darkness.  Camera is close on BONNIE.  She is awake and
restless.  O.S. comes the measured snoring that we will
think comes from CLYDE.  BONNIE raises up and kneels over
Clyde.  She needs him.  Clyde seems to snore on.  Camera
drops between them and we see that the snoring actually
comes from C.W.  BONNIE drops back on her pillow.  We cut
close on CLYDE.  He is awake.

INT. CAFE.  DAY.

BONNIE, CLYDE and C.W. seated in a booth in a cafe.  The
Waitress brings the food and serves everybody.  We see C.W.
With great concentration, as he does everything by relating
to the immediate action he happens to be involved with, he
takes the sugar shaker and begins methodically sprinkling
sugar over all his food.  He sugars the meat, the beans, and
the beets.  BONNIE and CLYDE watch this performance with
first, amazement and second, disgust.  They can't believe
what they see.

                         BONNIE
                   (incredulously)
            C.W., what are you doing?  Why do
            you do that?

                                                           27.


                         C.W.
                   (beginning to eat it)
            Why not?

                         BONNIE
            It's just disgusting, that's why.

                         C.W.
                   (chewing)
            Not to me it ain't.

                         BONNIE
            But...but it makes everything sweet!

                         C.W.
            Yeah, I know.

With a resigned expression, BONNIE turns away and begins to
eat.  Suddenly a look of consternation crosses C.W.'s face.

                         C.W.
            Damn!  No mayonnaise!

He gets up and goes down to the counter on the other end of
the restaurant, out of our vision, apparently planning to
put mayonnaise over the sugar.  The minute he is out of
earshot, BONNIE gets CLYDE's attention.

                         BONNIE
            Clyde, why does he have to stay in
            the same room as us?

CLYDE seems not to have heard the question.  He takes up the
sugar shaker and spreads a thin field of sugar on the dark
table surface.  He will sketch his plan in the sugar.

                         CLYDE
            Lemme show you about tomorrow.

                         BONNIE
            Why?

                         CLYDE
            Now C.W.'ll be waitin' right
            outside in the car.  Here is the
            teller's cage.  Four of them and
            over here the desks and what have
            you...

                         BONNIE
            Why, Clyde...

                         CLYDE
            Hmmm??

                                                           28.


                         BONNIE
            In the same room with us?

                         CLYDE
            Hell, where else?  Ain't gonna
            spread out all over the state...

The harshness of his tone concerns him and he recovers with
a smile.

                         CLYDE
                   (continuing)
            Not yet, anyway.  Now, the door to
            the bank is here now.  You cover me
            from there.

                         BONNIE
                   (takes his hand to
                   her face)
            Just that I love you so much.

                         CLYDE
            You're the best damn girl in Texas.

C.W. comes back with the mayonnaise; looks at the table.

                         C.W.
            Hey, you spilled the sugar.

Three shot.

                         CLYDE
                   (eating)
            The layout for tomorrow up in
            Mineola.

                         C.W.
            Mineola?  Gosh, that's four, five
            hundred miles from here!

                         CLYDE
            So what?  We take U.S. 85 to Willis
            Point, don't you know, and cut over
            on State Highway 28 at Kaufman,
            keep on goin' till we hit the farm-
            to-market road that connects to 105
            and that's right up by Mineola.  On
            a Saturday afternoon...

EXT. SMALL KANSAS TOWN.

The car driving into a small Kansas town.  It is Saturday
afternoon, sunny.  The streets are filled with people, cars,
wagons.  C.W.

                                                           29.


is driving, BONNIE is in front with him, CLYDE is in the
back.  C.W. looks scared to death at the idea of robbing a
bank.  The car pulls up in front of the bank, double-parked.
BONNIE and CLYDE get out.

EXT. CAR.  DAY.

                         CLYDE
            Keep it running.

BONNIE and CLYDE enter bank.

INT. BANK #2.  DAY.

Cut to the interior of the bank.  BONNIE and CLYDE come in,
assume the class positions--she at the door where she can
cover the bank, CLYDE at the first teller's cage.

                         CLYDE
                   (in a very quiet voice)
            This is a stickup.

                         TELLER
            What?

                         CLYDE
            This is a stickup.

This time everyone in the bank hears it.  The people gasp
and pull back.  CLYDE slowly edges toward the door and prods
BONNIE forward.  She carries a paper sack.  CLYDE motions
her to go from cage to cage and get all of the money.
BONNIE begins doing so, while CLYDE keeps his gun trained on
everybody.  We see BONNIE get the money from the first
teller, the second teller, then...

EXT. SMALL TOWN STREET.  DAY.

A car parked in a tight spot has just pulled out.

Close-up C.W.  Day--who suddenly looks delighted to see a
parking space.

EXT. CAR - STREET.  DAY.

Immediately he methodically begins to back in.  It's a tight
spot and he has to cut the wheel, pull forward, cut some
more, pull back and so on.  The scene, for the audience,
should be nervous and funny.

                                            CUT TO:

                                                           30.


INT. BANK #2.  DAY.

Inside the bank, BONNIE and CLYDE have filled the sack.
They run out the door, the camera tracks with them.

EXT. SMALL TOWN STREET.  DAY.

They run for where the car was, but it isn't there.  Then
they see C.W. has parked it.

INT. CAR.  DAY.

                         CLYDE
            Let's go!  Let's go!

C.W. suddenly realizes what a stupid thing he's done.

EXT. CAR.  STREET.  DAY.

C.W. tries to shoot out of the parking spot, but he can't.
He has to go through the business of backing up, cutting the
wheel and all of it.  The scene is one of pure pandemonium
and chaos.

INT. CAR.

                         CLYDE
            Come on!  Get it out!

EXT. CAR.  DAY.

A policeman arrives and begins firing at car.  C.W. gets the
car halfway out of the spot, scraping fenders in the process,
and the car is almost out when suddenly a face looms up at
the window--a dignified, white-haired, celluloid-collared
man, obviously a bank official who has leaped onto the
running board.  His screaming can barely by distinguished
from all the noise.

                         MAN
            Stop!

CLYDE fires through the window.

Close-up (special effects).  The face of the man explodes in
blood.  Then he drops out of sight.

EXT. CAR.  DAY.

The car shoots off down the road, doing ninety.  Police are
firing at the escaping car; BONNIE and CLYDE are shooting
out the back window; C.W. is almost having a nervous
breakdown at the wheel.

                                                           31.


EXT. STREET.  A MOVIE HOUSE.  DAY.

A police car that had been chasing CLYDE and BONNIE's car
comes down the street.  It is obvious that the cops have
lost them.  They are searching the street for a sign of
CLYDE's car.  They pass a movie house whose marquee reads:
"GOLDDIGGERS OF 1933."  They slow for a moment, decide that
is not a probable place to look.  They drive off.

INT. MOVIE HOUSE.  WIDE ACROSS AUDIENCE AT SCREEN.

The opening musical sequence of "Golddiggers" is on the
screen.  Ginger Rogers sings "We're In The Money."  Among
the audience we cannot make out our three people.  It is a
small audience and thinly dispersed.

Tight shot at audience.  Camera pans the audience while on
the track we hear the music of the song.  First of our group
who becomes visible is C.W.  He is staring at the screen and
eating bites from a candy bar in each hand.  Camera pans
further and we see that CLYDE is in the row behind C.W. and
a few seats to one side.  CLYDE is nervous and keeps watching
the entrance doors.  He is in a rage.  He shifts in his seat.

                         CLYDE
            Boy, you gotta be poor in the head.
            You...!  Count of you I killed a
            man.  Murder...you too.

Shot from behind CLYDE.  Shooting toward screen.

                         CLYDE
                   (continuing)
            Dumb ass stupid.

C.W. turns to CLYDE and nods agreement.  This infuriates
CLYDE even more.  He slaps the back of C.W.'s head.

                         CLYDE
            Ever do a dumb thing like that
            again, I'll kill you boy!

Angle at BONNIE.  She has been watching the movie; is now
disturbed by the noise.  She turns back to CLYDE from her
seat on the aisle.

                         BONNIE
            Ssshh!  If you boys want to talk
            why don't you go outside?

She smiles at her joke and turns back to the screen to the
movie which she is obviously enjoying enormously.

                                                           32.


INT. CHEAP MOTEL BATHROOM.  CLOSE-UP BONNIE.  DAY.

On the right of the screen, f.g., BONNIE stands at the sink
fixing her make-up in the mirror.  The make-up has become
more conservative.  On the left, further back, is a bathtub
and in it sits C.W.  His head and knees peek over the gray,
soapy water.  He is engaged with his usual single-minded
concentration, in washing himself, carefully scrubbing his
arms, not a thought in his head.  BONNIE finishes her make-
up and regards herself quizzically, tilting her head to look
at herself at different angles.  She is smoking a cigarette,
and really, studying herself.

                         BONNIE
            What do you think of me, C.W.?

                         C.W.
            Uh...well, you're just fine, I
            guess.  Uh, well, course you're a
            real good shot...and...uh...well,
            sometimes you look pretty as a
            painting.

Camera stays with BONNIE during all this, watching her look
at herself as she listens to C.W.'s evaluation.  She has a
narcissistic concern at the moment and as she hears him
enumerate her values, she thinks about each in turn and
decides yes, that's true.

                         C.W.
            Hey, uh, Bonnie...could you get me
            that washrag there?

Responding automatically, BONNIE turns and walks to a towel
rack, pulls the washcloth off and starts toward C.W. when
suddenly she stops with a smile on her face and a sudden
motion.  Teasingly, she holds the washcloth out at arm's
length.

                         BONNIE
                   (coyly)
            Why'nt you come get it?

                         C.W.
                   (not even realizing
                   what's on her mind)
            Huh?

                         BONNIE
                   (wiggling the
                   washcloth like a
                   bull-fighter's cape)
            Whyn't you come get it, C.W.?

                                                           33.


Suddenly C.W. looks mortally embarrassed as he realizes what
that would entail.

                         C.W.
            Aw, Bonnie, come on, gimme it.

BONNIE tries another tack.  She begins sauntering over
slowly, teasingly, still holding out the treasured washcloth.

                         BONNIE
                   (pertly)
            All right, I'll bring it myself.

As she moves closer to the tub, C.W. realizes that she will
be able to peer down into the tub and see him and he
frantically reaches up with one hand and yanks the washcloth
into the tub, causing a great splash.  BONNIE, somewhat the
victim of the splash, jumps back and away.  Recovering her
composure, she looks at C.W. who is slunk down in the tub
like a gross September Morn.  She has tried him and he has
failed; she realizes now that he was no choice for her; no
real man, even if he might perform sexually.  He is a lump.
This irritates her; his very presence is demeaning to
herself and CLYDE.

                         BONNIE
                   (irritated with
                   herself for even
                   thinking of such a thing)
            You simpleton, what would you do if
            we just pulled out some night while
            you was asleep?

                         C.W.
                   (trying to give the
                   right answer, but
                   obviously faking it)
            Oh, I wouldn't know what to do.
            But you wouldn't do that.  You
            couldn't now.

BONNIE realizes, with some weariness, the inevitable truth
of what he's said; thus resigned, she says patronizingly:

                         BONNIE
            That's right, C.W.  We'll always be
            around to take care of you.

Pointedly, she throws her cigarette in his bath-water,
"Sssssssssss."  She turns and leaves the bathroom, slamming
the door behind her.

                                                           34.


INT. BEDROOM.

Camera goes with her into the connecting bedroom.  CLYDE is
sitting on the edge of the bed cleaning the guns and oiling
them.  He is quiet and preoccupied and takes no note of
BONNIE's present condition.  The moment she enters, he looks
up.

                         CLYDE
                   (quietly)
            Bonnie, I want to talk to you.  Sit
            down.

BONNIE sits, a little taken off balance by his serious
manner.  But she listens quietly.

                         CLYDE
                   (continuing)
            This afternoon we killed a man and
            we were seen.  Now nobody knows who
            you are yet, but they're going to
            be after me and anybody who's
            runnin' with me.  Now that's murder
            now and it's gonna get rough.
                   (BONNIE nods.  CLYDE
                   continues speaking
                   carefully and gently.)
            Look, I can't get out, but right
            now you still can.  You say the
            word and I'll put you on the bus to
            go back to your Mother.  'Cause you
            mean a lot to me, honey, and I
            ain't going to make you run with me.
            So if you want, you say the word.

BONNIE, moved by his offer, has tears in her eyes.

                         CLYDE
                   (as he pauses)
            Why?  We ain't gonna have a minute's
            peace.

BONNIE doesn't like him in this mood.  She tries to josh him
out of it.

                         BONNIE
            Oh, pshaw.

                         CLYDE
                   (trying to make her
                   see the seriousness
                   of it)
            Bonnie, we could get killed.

                                                           35.


                         BONNIE
                   (death has no reality
                   for her)
            Who'd wanna kill a sweet young
            thing like me?

                         CLYDE
                   (amused in spite of himself)
            I ain't no sweet young thing.

                         BONNIE
            Oh, Clyde, I can't picture you with
            a halo, and if you went to the
            other place you'd rob the Devil
            blind, so he'd kick you right back
            to me.

Close-up.  CLYDE--touched deeply, realizes that this was a
lovely thing to say to him.

INT. MOTEL BEDROOM.

They kiss.  They are near the bed on which are some guns
that CLYDE has been cleaning.  The kiss moves toward real
love making.  They are on the bed and push the guns aside.
Some fall to the floor.  CLYDE breaks the embrace after it
has reached a high pitch.  He moves away from the bed toward
the window.  BONNIE follows him and embraces him from the
rear.  They are miserable.  BONNIE frees him and returns to
the bed.  She falls on it face down.  A gun presses into her
face.  CLYDE sits in the window, the light silhouettes him.
He turns his face toward the glass and rests his head on the
window pane.  BONNIE turns to him from bed.  She smiles a
comforting smile at him.  She rolls over onto her back.  The
gun is now under her head and moves it.  She sits up and
gestures to CLYDE.  He remains at the window.  She stares at
him.  She looks toward the bathroom.  She looks back at
CLYDE.  She is moved and pained for him.  She touches her
cheek with the gun and waits for him to be able to look at
her.  Finally he does.  Her look eases him and he almost
smiles.

INT. BUCK'S CAR.  DAY.

Shot of little fuzzy doll tied by a white shoestring to the
rear-view mirror of a car.  The car is moving; the doll is
bouncing up and down.  In the front seat are BUCK and
BLANCHE BARROW.  BUCK is a jovial, simple, big-hearted man.
A little chubby, given to raucous jokes, knee-slapping and
broad reactions.  He is, in many ways, the emotional opposite
of his brother.  It doesn't take much to make him happy.
BLANCHE, his wife, is the direct opposite of BONNIE.

                                                           36.


She is a housefrau, no more and no less, not terribly
bright, not very ambitious, cuddly, simpering, madly in love
with BUCK and desirous of keeping their lives on the straight
and narrow.  As the scene begins we hear and then see BUCK,
driving, singing "The Great Speckled Bird."  BLANCHE is
sitting next to him looking at a movie magazine, appearing
fairly miserable.

                         BUCK
                   (singing)
            "What a beautiful thought I am
            thinking
            Concernin' that great speckled
            bird,
            Remember his name is recorded
            on the pages of God's Holy word..."

                         BLANCHE
            All right, now you did foolish
            things as a young man, honey-love,
            but you went and paid your debt to
            society and that was right.  But
            now you just gettin' back in with
            the criminal element.

                         BUCK
            Criminal element!  This is my
            brother, darlin'.  Shoot, he ain't
            no more criminal than you are,
            Blanche.

                         BLANCHE
            Well, that ain't what I heard.

                         BUCK
            Now word of mouth just don't go,
            darlin', you gotta have the facts.
            Shoot.  Why he and me growed up
            together, slept and worked side by
            side.
                   (laughing)
            God, what a boy he was!

                         BLANCHE
            He's a crook.

                         BUCK
                   (chidingly)
            Now you stop bad-mouthin' him,
            Blanche.  We're just gonna have us
            a little family visit for a few
            weeks and then we'll go back to
            Dallas and I'll get me a job
            somewheres.
                         (MORE)

                                                           37.


                         BUCK (CONT'D)
            I just ain't gonna work in your
            Daddy's church--That's final.
                   (laughing it off, singing)
            "What a beautiful thought I am
            thinking
            Concernin' that great speckled
            bird..."

                                            CUT TO:

EXT. CABIN.  THE FRONT OF THE MOTEL.  DAY.

BUCK's car drives up to the cabin, honking the horn wildly.
The door of the cabin opens and CLYDE comes running out.  He
is overjoyed to see his brother.  BUCK jumps out of the car,
equally delighted.  They hug each other.

                         CLYDE
                   (hugging him)
            Buck!

                         BUCK
            Clyde!  You son of a bitch!

They laugh happily and begin sparring with each other,
faking punches and blocking punches--an old childhood ritual.
There is a great feeling of warmth between the two brothers.
CLYDE is more outgoing than we have ever seen him before.

                         CLYDE
            How's ma?  How's sister?

                         BUCK
            Just fine, just fine.  Send their
            best to you.

                         CLYDE
                   (patting Buck's stomach)
            Hey, you're fillin' out there.
            Must be that prison food.

                         BUCK
            Hell no!
                   (laughing)
            It's married life.  You know what
            they say, it's the face powder that
            gets a man interested, but it's the
            baking powder that keeps him at
            home.
                         (MORE)

                                                           38.


                         BUCK (CONT'D)
                   (he explodes with
                   laughter and so does
                   Clyde, who loves
                   Buck's jokes)
            Hey! you gotta meet my wife.  Hey,
            honey, c'mon out here now and meet
            my baby brother.

Camera swings to car.  We see BLANCHE still sitting there,
her face obscured by the glint of sun on the windshield.
Slowly, she gets out of the car, still carrying the movie
magazine.

                         BLANCHE
                   (suspiciously, quite
                   the grand lady)
            Howdy-do.

                         CLYDE
                   (shaking her hand)
            Howdy-do.  It's real nice to know
            you.

BUCK beams with pleasure, thinking they must like each other.
BONNIE comes out of the cabin, standing on the steps.  The
screen door slams behind her.

Close-up.  BONNIE.  Day--expressionless, looking it all over.

EXT. CABIN.

BUCK and CLYDE notice nothing of this.  BUCK bounds over to
BONNIE, all jollity.

                         BUCK
                   (grabbing her)
            Well!  You must be Bonnie!  Now I
            hear you been takin' good care of
            the baby in the family.  Well sis,
            I'm real glad to meet you!
                   (he hugs her; BONNIE
                   just lets herself be hugged)
            Say...
                   (breaking the hug)
            I'd like you to meet my wife,
            Blanche.

                         BONNIE
                   (stiffly)
            Hello.

                                                           39.


                         BLANCHE
                   (stiffly)
            Hello.

There is an awkward pause.  Suddenly the screen door opens
and C.W. comes out, dressed in his long underwear.  BLANCHE
can hardly stand it.

                         CLYDE
            Everybody, this is C.W. Moss.
            C.W., my brother Buck and his wife,
            Blanche.

                         C.W.
                   (friendly)
            Heighdy, y'all.

He pumps BUCK's hand vigorously and then goes to BLANCHE.
With his characteristic one-track intensity, he decides to
act just as friendly as he can with BLANCHE, ignoring the
fact that he's standing there in his underwear.  BLANCHE,
however, is not ignoring it.

                         C.W.
            Well how do, Mrs. Barrow.  Or can I
            call you Blanch?  I sure am pleased
            to meet you.
                   (shaking her hand;
                   Blanche is slowly
                   going crazy with mortification)
            Did you have a hard time findin' us
            here in this neck of the woods?
            Well, you sure picked a good day
            for it.  Say, you got a Screenland
            there!  Any new photos of Myrna Loy?
            She's my favorite picture star.

BLANCHE is starting to edge over to BUCK in sheer panic at
this strange, young man in his BVD's but C.W. takes no
notice of it.

BLANCHE finally grabs BUCK's arm.  BONNIE watches it all,
smirking.

                         BUCK
            Hey, lemme get the Kodak!

BUCK goes to his car and gets a folding Brownie camera.

                         CLYDE
                   (lighting up a cigar)
            Hey, C.W., go put your pants on.
            We're gonna take some pictures.

                                                           40.


                         BUCK
            Y'all hear about the guy who
            thought Western Union was a cowboy's
            underwear?

BUCK and CLYDE and C.W. laugh heartily.  C.W. goes into the
cabin.  BUCK pushes BLANCHE and CLYDE together, posing them
for a picture.

                         BONNIE
            Lemme get one of my bride and my
            brother.

                         BLANCHE
                   (getting kittenish,
                   and overdoing it)
            Buck!  Don't take my picture now.
            I'm just a mess from driving all day.

                         BUCK
            Oh honey, now you look real fine.

BONNIE watches BLANCHE's behavior with hardly-veiled disgust.
BUCK snaps the picture as BLANCHE is just about to move out
of it.

                         BLANCHE
                   (with unbecoming
                   girlish outrage)
            Did you take my picture?  Oh Buck!
            I declare--

BUCK laughs and goes to BONNIE, takes her by the arm and
moves her next to CLYDE and BLANCHE.  He lines them up,
steps back and takes their picture.  CLYDE is the only one
smiling.

                         CLYDE
                   (pulling out his gun
                   and posing like a
                   movie tough)
            Hey, Buck, get one of this.

BUCK does.

                         BUCK
                   (giving Clyde the camera)
            Clyde, you do one of me and my
            missus.

He puts his arm around BLANCHE.  CLYDE takes the picture.

                                                           41.


                         CLYDE
                   (throwing her a challenge)
            Let me take on of Bonnie.

BONNIE grins at him and responds with amused arrogance.

                         BONNIE
                   (she yanks the cigar
                   from Clyde's mouth,
                   smokes it and poses)
            Okay.

CLYDE snaps the picture.  Everyone but BLANCHE laughs.  C.W.
comes out dressed.

                         BUCK
                   (drawing Clyde aside)
            Hey, brother, let's you and me do a
            little talkin'.

                         CLYDE
                   (handing C.W. the camera)
            Here, C.W., take the girls' picture.

INT. CABIN.  DAY.

They walk into the cabin.  Camera goes with them.  Bedroom
is dark, shades pulled down.  There is an aura of boys'
clubhouse secret camaraderie in the following scene:

                         BUCK
                   (as soon as the door
                   is shut; conspiratorially)
            It was you or him, wasn't it?

                         CLYDE
            Huh?

                         BUCK
            That guy you killed.  You had to,
            didn't ya?

                         CLYDE
                   (they are protecting
                   each other)
            Yeah, he put me in a spot, so I had
            to.  He didn't have a Chinaman's
            chance.

                         BUCK
            But you had to--

                         CLYDE
            Yeah.  I had to.

                                                           42.


                         BUCK
                   (like two kids
                   keeping a secret from Mom)
            Don't say nothin' to Blanche about
            it.

                         CLYDE
            Hey, that time you broke out of
            jail, she talk you into goin' back?

                         BUCK
                   (it is obvious he had
                   hoped Clyde hadn't
                   known about it)
            Yeah, you hear about that?

                         CLYDE
            I won't say nothin' to Bonnie about
            it.

                         BUCK
            I appreciate it.

                         CLYDE
            Yeah...say, what d'ya think of
            Bonnie?

                         BUCK
            She's a real peach.

There is now a long pause--a lull in the conversation, as if
they asked each other all the questions and are now out of
things to say.  It is too much for BUCK, the natural enemy
of silence, who suddenly claps his hands together and bursts
out animatedly:

                         BUCK
            Boy, are we gonna have us a good
            time!

                         CLYDE
                   (matching his merriment)
            We surely are!

                         BUCK
            Yessir!
                   (a pause, then:)
            What are we gonna do?

                         CLYDE
            Well, how's this--I thought we'd
            all go to Missouri.  They ain't
            lookin' for me there.  We'll hole
            up someplace and have us a regular
            vacation.  All right?

                                                           43.


                         BUCK
            No trouble, now?

                         CLYDE
            No trouble.  I ain't lookin' to go
            back to prison.

                         BUCK
            Hey, what's this I hear about you
            cuttin' up your toes, boy?

                         CLYDE
                   (ironically)
            That ain't but half of it.  I did
            it so I could get off work detail--
            breakin' those damned rocks with a
            hammer day and night.  Sure enough,
            next week I got paroled.  I walked
            out of that god-forsaken jail on
            crutches.

                         BUCK
            Shoot--

                         CLYDE
            Ain't life grand?

EXT. ROAD.  DAY.

We see the two cars, one behind the other, driving down a
main road.

INT. FIRST CAR.  DAY.

CLYDE is driving.  BUCK sits next to him.  No one else is in
the car.

                         BUCK
            And the doc, he takes him aside,
            says, "Son, your old mama just
            gettin' weak and sickly layin'
            there.  I want you to persuade her
            to take a little Brandy, y'know, to
            pick her spirits up." "Why, doc,"
            he says, "you know my mamma is a
            teetotaler.  She wouldn't touch a
            drop." "Well, I tell you what," the
            doc says, "why don't you bring her
            a fresh quart of milk every day
            from your farm, 'cept you fix it up
            so half of it's Brandy and don't
            let on!" So he does that, doctors
            it up with Brandy, and his mamma
            drinks some of it.
                         (MORE)

                                                           44.


                         BUCK (CONT'D)
            And the next day he brings it again
            and she drinks some more--and she
            keeps it up every day.  Finally,
            one week later, he brings her the
            milk and don't you know she just
            shallows it all down, and looks at
            her bag and says, "Son, whatever
            you do, don't sell that cow!"

CLYDE and BUCK explode in laughter.

INT. SECOND CAR.  DAY.

At the top of the laugh, cut to the int. of the second car,
riding right in back of them.  The atmosphere is completely
unlike the cozy and jolly scene preceding.  We have dead
silence.  BONNIE is driving, smoking a cigarette, grim.
BLANCHE--seated as far away as she can get from BONNIE
without falling out of the car--makes a face at the cigarette
smoke, rolls down the window for air.  C.W.'s in the back
seat, just staring.

                                            CUT TO:

EXT. GARAGE APARTMENT.  DAY.

A residential street in Joplin, Missouri, showing a garage
apartment above a double garage.  Camera sees BUCK talking
to a dapper gent with keys in his hand.  BUCK pays him.  The
man tips his hat and walks off.  BUCK gestures and Clyde
drives a car into the driveway.  C.W. follows, driving
BUCK's car with BLANCHE.  CLYDE stops beside BUCK.  BUCK
leans into CLYDE's car and says:

                         BUCK
            I give him a month's rent in
            advance.  We're all set.  Let's get
            inside.

CLYDE calls back to C.W. in the following car.

                         CLYDE
            Pull up and unload the stuff.

                         BUCK
                   (on the running board
                   of moving car)
            Honey-love, I'm taking you into our
            first home.

BLANCHE giggles.  The two cars pull up before the garage and
the people start to descend.

                                                           45.


INT. GARAGE APARTMENT.  DAY.

A winded BUCK enters and puts down BLANCHE.  As others
behind him carry in their things and disperse throughout
apartment.

                         BLANCHE
            Oh look, it's so clean, Buck.  And
            a Frigidaire...not an icebox!

                         BUCK
            He give me the grocery number.

He goes to the phone.

                         BUCK
                   (continuing)
            Lemme see, eh 4337...Operator...
            please ma'm, may I have 4337...if
            you please?

                         BLANCHE
            Oh...they got linoleum on the
            counter.  Ain't that clever!

                         BUCK
            Hello, Smitty's grocery...I'd like
            to order a mess of groceries.  Oh
            yeah...eh 143 Hillsdale Street.
            Lessee, about 8 pounds of porkchops,
            4 pounds of red beans...a can of
            Chase and Sandborn...uh.

                         BLANCHE
            Oh, isn't this something, Daddy!

                         BUCK
            Sshh.  Uh...quart of milk...uh 8
            bottles of Dr. Pepper and that's
            it, I guess.  No...no.  Uh...a box
            of Rice Krispies...Bye now.

                                            CUT TO:

INT. LIVING ROOM.  DAY.

Open on BONNIE and CLYDE.  He is cleaning guns.  She is
watching something off screen.  We hear a clicking sound.

                         BLANCHE (O.S.)
            My, you need a haircut, Daddy.  You
            look like a hillbilly boy.

                                                           46.


A look of disgust crosses BONNIE's face.  CLYDE, who has
been watching her, smiles.  The clicking sound increases
suddenly.

                         BUCK (O.S.)
            Gotcha!

BLANCHE whoops.  Camera cuts to see that BUCK and C.W. are
playing checkers and BUCK has just beaten him.

                         C.W.
            Again.

                         BUCK
            Boy, you ain't never gonna beat me
            but you keep tryin' now.

He starts to set up the game again.

                         BLANCHE
            Jest like an ol' man.  Plays
            checkers all the time and doesn't
            pay any attention to his poor
            lonely wife.

She ruffles his hair again.

                         BUCK
            Cut it out now, honey.  I'm gonna
            teach this boy a lesson he'll never
            forget.

Camera cuts to BONNIE, watching with disgust.  Then slowly,
a wicked little smile edges across her face.  She watches
for a moment more, then she rises and with the most ingenuous
look she can muster up, beckons to CLYDE to follow her into
the bedroom.  A little puzzled, CLYDE follows.

INT. BEDROOM.

BONNIE closes the door and immediately begins fussing with
CLYDE's hair, doing a scathing imitation of BLANCHE.  Though
her miming expresses her irritation at being closeted with
the Barrow menage, it is also a peach doing an imitation of
a lemon--and it is disarmingly sensual... Indeed the mimicry
allows BONNIE to be physically freer with CLYDE, and allows
CLYDE to respond without anxiety, without self-consciousness.
We should have the distinct--if momentary--feeling that
CLYDE could suddenly make it with BONNIE.

                                                           47.


                         BONNIE
                   (doing an unmerciful imitation)
            Oh, Daddy, you shore need a haircut.
            You look just like a little old
            hillbilly boy, I do declare.
                   (she has her other
                   hand toying with the
                   buttons on his shirt,
                   her hand slipping
                   under, fluttering
                   across his bare chest)
            Oh mercy me, oh my stars!

CLYDE laughs, and BONNIE tugs at the shirt--she kneels on
the bed over CLYDE, who quite easily drapes across it.

                         BONNIE
                   (a little louder)
            Oh, Daddy!  Yore such a slowpoke!

She's letting her hair fall loose, its golden ends brushing
up and down CLYDE's body.

                         CLYDE
                   (amused, but cautionary)
            Hush up a little.  They're in the
            next room.

                         BONNIE
                   (a mock-pout, but
                   with an edge to it)
            Shoot, there's always somebody in
            this room, the next room and ever'
            other kind of room.

CLYDE has his arm around BONNIE, and she's almost draped
across him--but in the direction of the length of the bed,
so their bodies almost form a crooked cross.  She digs an
elbow into his stomach.

                         CLYDE
            Oof!...now that ain't no nice way
            to talk about my brother.

                         BONNIE
                   (imitating Blanche
                   again with baby talk)
            I ain't talking about your brother.

Suddenly BONNIE straightens up to a kneeling position again,
and cocks her head.  When she speaks now it is with a simple
plaintiveness.

                                                           48.


                         BONNIE
            Honey, do you ever just want to be
            alone with Me?
                   (sensing Clyde's
                   sensitivity to the
                   sexual implication)
            I don't just mean like that...I
            mean do you ever have the notion of
            us bein' out together and alone,
            like at some fancy ball, or, I
            don't know, where we walk in all
            dressed and they announce us and
            it's fancy and in public, but we're
            alone somehow.  We're separate from
            everybody else, and they know it.

CLYDE looks up to BONNIE, affectionately.  He runs his hand
carelessly down her body.

                         CLYDE
            I always feel like we're separate
            from everybody else.

                         BONNIE
                   (it's terribly
                   important to her)
            Do you, baby?

Suddenly there is a ring at the door.  BONNIE and CLYDE
freeze.

INT. LIVING ROOM.

BONNIE and CLYDE run out into the living room, camera going
with them.

                         BONNIE
                   (to all)
            Quiet!  I'll get it.

BONNIE goes down the stairs and reaches the front door.

                         BONNIE
            Who is it?

                         VOICE
            Groceries, M'am.

EXT. GARAGE APARTMENT.

She opens the door.  A young man is there with the two big
sacks of groceries.

                                                           49.


                         BONNIE
            How much?

                         YOUNG MAN
            Six dollars and forty-three cents.

BONNIE pays him and goes to take the bags from him.

                         YOUNG MAN
            Here, M'am, them bags is heavy.
            Let me carry 'em up for you.

                         BONNIE
                   (curtly)
            No thanks, I'll take 'em.

She takes the heavy bags and hefts them up and turns and
walks up the stairs.  They are obviously very heavy for her.
Closeup the delivery boy's face, looking puzzled at this
behavior.  BONNIE reaches the top steps, and voices are heard.

                         BUCK'S VOICE
            What was it?

                         CLYDE'S VOICE
            Quiet.  Open the door.

                         BONNIE
            C'mon, c'mon...

Close-up.  The DELIVERY BOY.  A look of suspicion comes
across his face.

                                            DISSOLVE TO:

INT. GARAGE APARTMENT.

Close-up of BONNIE--seated in the living room.

                         BONNIE
                   (reading from a pad;
                   in a recital voice)
            It's called "The Ballad of Suicide
            Sal."
                   (she pauses for
                   effect; then begins:)
            "We each of us have a good alibi
            For being down here in the 'joint';
            But few of them really are justified
            If you get right down to the point.
            You've heard of a woman's glory
            Being spent on a downright cur'."

                                                           50.


                         BUCK'S VOICE (O.S.)
            You write that all by yourself?

                         BONNIE
            You want to hear this or not?

As she reads, the camera pans around the room picking out
everyone's reaction.  CLYDE is looking and listening
seriously.  BUCK is grinning.  C.W. is blank.  BLANCHE is in
the kitchen cooking.

                         BONNIE
            "Still you can't always judge the
            story
            As true, being told by her.
            Now 'Sal' was a gal of rare beauty,
            Though her features were coarse and
            tough--"

                         BUCK
            Yeah, I knew her.  She was cockeyed
            and had a hare-lip and no teeth!

BONNIE flashes him a look that could kill.  He shuts up fast.
She continues:

                         BONNIE
            "Now 'Sal' was a gal of rare
            beauty,
            Though her features were coarse and
            tough;
            She never once faltered from duty
            To play on the 'up and up'."

Still listening, CLYDE gets up from his chair and walks
slowly past the living room windows.  The camera angled
slightly above him, sees down the street.  We see two police
cars quietly pulling up.  One of them parks sideways in the
driveway to block escape from the garage, the other stays on
the street.  CLYDE turns and looks out the window.

                         BONNIE
                   (o.s. as we see out
                   the window)
            "Sal told me this tale on the
            evening
            Before she was turned out free,
            And I'll do my best to relate it
            Just as she told it to me--"

                         CLYDE
                   (seeing it)
            It's the law.

                                                           51.


As soon as CLYDE calls out, BLANCHE drops the frying pan on
the floor and begins screaming.  Camera cuts back to the
living room.  Everyone else leaps into action.  Guns begin
blazing from everywhere; we rarely see who is shooting at
whom.

EXT. GARAGE APARTMENT.  DAY.

The police, down the stairs into the garage--we follow them
with a hand-held camera tracking rapidly.

EXT. STREET.  DAY.

BLANCHE, however, in utter panic, just runs right out the
front door, and begins running down the quiet residential
street, going nowhere, anywhere.

EXT. GARAGE APARTMENT.  DAY.

BUCK, crouching, shooting with one hand, gets the garage
door open.  A policeman fires.  BUCK fires back and the cop
falls dead in the street.  BUCK, firing, dashes to the
police car blocking their escape and releases the hand brake.
CLYDE, BONNIE and C.W. leap into their car, gun the motor,
still shooting madly.  Two more police fall dead or wounded.
One policeman is hurled through a fence by the blast of a
sawed-off shotgun.  BUCK jumps into the car with the others.
They now begin to bump the police car with their car.  The
police car picks up speed as they push it and it tears into
the street right at the group of firing police.  The gang's
car turns into the street toward the running BLANCHE.
BONNIE and CLYDE are in front; BUCK and C.W. in the back
seat firing back at police.  The car pulls alongside the
wildly running BLANCHE; the back door is flung open and in
almost the style of a cartoon, two hands reach out and lift
her off her feet and pull her into the car.  They speed away.

                                            CUT TO:

INT. CAR.  DAY.

The inside of the car, still speeding.  BLANCHE is hysterical.
C.W. is still firing out the window.  The pursuing police
car's driver is shot and the car crashes into a tree.  The
gang is not being pursued now, but CLYDE is driving at 90.
BLANCHE is moaning and crying.  BONNIE, in front, turns
around furiously.

                         BONNIE
            Dammit, you almost got us killed!

                                                           52.


                         BLANCHE
                   (crying)
            What did I do wrong?  I s'pose
            you'd be happier if I got shot.

                         BONNIE
                   (at her bitchiest)
            Yeah, it would of saved us all a
            lot of trouble.

                         BLANCHE
            Buck, don't let that woman talk to
            me like that!

                         BUCK
                   (caught in the middle
                   of a bad situation,
                   knowing Blanche is
                   wrong, but trying to
                   soothe her)
            You shouldn't have done it, Blanche.
                   (quietly, cont.)
            It was a dumb thing to do.

                         BLANCHE
                   (switching tactics)
            Please, Buck, I didn't marry you to
            see you shot up!  Please, let's go!
            Let's get out of here and leave.
            Make him stop the car and let us out!

                         BUCK
                   (still quietly)
            Can't.  I killed a man.  We're in
            this now.

                         BLANCHE
                   (loud and shrill)
            Please!  Please!

                         BONNIE
                   (exploding)
            Shut up!  Just shut up your big
            mouth!  At least do that, will ya,
            just shut up.

                         CLYDE
            Cut it out, Bonnie.

BONNIE is affronted.  BLANCHE continues sobbing.

                         BONNIE
                   (curtly)
            Stop the car.  I want to talk to you.

                                                           53.


Without a word, CLYDE stops the car.

EXT. ROADSIDE.  DAY.

BONNIE and CLYDE get out and walk fifteen feet away from the
car.  Both are irritated and touchy.  Camera follows them.

                         CLYDE
                   (coldly)
            What is it?

                         BONNIE
            Get rid of her.

                         CLYDE
            Can't do that.  She's Buck's wife.

                         BONNIE
                   (snapping her words)
            Get rid of both of them then.

                         CLYDE
            Why?  What's the matter with you
            anyway?

                         BONNIE
            She's what's the matter with me, a
            damn stupid back country hick
            without a brain in her head.
                   (contemptuously)
            She ain't nothin' but prunes and
            proverbs.

                         CLYDE
                   (really pissed-off at Bonnie)
            What makes you any better?  What
            makes you so damn special?  You're
            just a West Dallas waitress who
            spent half your time pickin' up
            truck drivers!

This hits home with BONNIE.  He has said the unforgivable.

                         BONNIE
                   (raising her voice)
            You talk to me like that!  Big
            Clyde Barrow, just the same as your
            brother, an ignorant uneducated
            hillbilly.
                   (with deadly archness)
            Only special thing about you is
            your peculiar ideas about
            lovemakin'--which is no love makin'
            at all.

                                                           54.


CLYDE stiffens.  The two of them stand silent and tense,
almost quivering with anger.  They have stripped each other
raw.  CLYDE turns and looks back at the car.  Everyone is
waiting, watching them.  He breathes a deep sigh, like a man
counting to 10 to hold his temper.

                         CLYDE
            Look, Bonnie--

He can't finish.

Close.  BONNIE.  She drops her head into her hand for a
moment, comes up a little more relaxed.  She looks at CLYDE
and her eyes reflect the realization of the pain she has
inflicted on him.  She softens.

                         BONNIE
            Clyde...honey...I didn't mean all
            that, honey.  Blame it on all that
            shootin', I just felt so bad...sure
            enough...Clyde?

                         CLYDE
            Okay...Okay, hon...let's get
            movin'...

He turns and begins walking back to the car.  BONNIE walks
alongside him.  On the few steps back, she regains all her
dignity and acts aloof from the others waiting for her.  She
reaches the car.  CLYDE opens her door for her and she gets
in like a great lady.  He walks around to his side, gets in,
and they drive off.

WIDE SHOT.  EXT. CAR.  DAY.

A very wide shot.  We see CLYDE's car driving along a wooded
road.  For a moment that is all we see, then we should
become aware that far in the distance another car is
following CLYDE's.

Close. Rural mail box.  On the opposite side of the road,
CLYDE's car swings across the road and CLYDE, who is driving,
snatches a newspaper which protrudes from the box and hands
it into the car.  They drive out of the shot.  Camera holds
and soon the following car enters the shot.  The man driving
is a Texas ranger.  He drives slowly.  He drives out of the
shot.

INT. CLYDE'S CAR.

BUCK is reading from the paper.

                                                           55.


                         BUCK
                   (jubilantly)
            Hey, y'all, listen to this here:
            Law enforcement officers throughout
            the Southwest are frankly amazed at
            the way in which will-of-the-wisp
            bandit Clyde Barrow and his yellow-
            haired companion, Bonnie Parker,
            continue to elude their would-be
            captors.  Since engaging the police
            in a gun battle on the streets of
            Joplin Missouri and slaying three
            of their number...

                         BLANCHE
            Oh, Lord...

We notice CLYDE is wincing.

                         BUCK
            ...the Barrow gang has been reported
            as far West as White City, New
            Mexico, and as far north as Chicago.
            They have been credited with
            robbing the Mesquite Bank in the
            aforementioned White City, the J.J.
            Landry Oil Refinery in Arp, Texas,
            the Sanger City National Bank in
            Denton, Texas on three different
            occasions.  In addition to these
            robberies, the fast travelling
            Barrows have been rumored to have
            had a hand in the robbing of two
            Piggly Wiggly stores in Texas, and
            one A&P store in Missouri, though
            Chief Percy Hammond, who first
            identified Clyde Barrow's brother,
            Buck, as a member of the gang,
            expressed some doubt that these
            last robberies were committed by
            the Barrow Gang alone.

                         BONNIE
            Go on.

                         C.W.
                   (finally)
            Clyde, we ain't goin' to see a
            restroom for another thirty miles.
            Why don't you just stop here?

CLYDE looks relieved.

                                                           56.


EXT. WOODED AREA.  DAY.

He pulls the car to a stop, gets out and goes off into the
woods.  We watch him vanish behind the trees.

INT. CAR.

BUCK still scanning the newspaper.

                         BUCK
                   (with a laugh)
            Hey now, here's something!  Listen
            here: Lone Cop Arrests Two Officers
            In Hunt For Barrow.  Police Officer
            Howard Anderson's heart turned
            faster than his motorcycle when he
            forced to the side of the road a
            roaring black V-8 sedan in which
            were three men and a blondheaded
            woman yesterday afternoon.

Everybody laughs.  As BUCK continues to read, his voice
remaining on the soundtrack.

EXT. CAR.

The camera goes outside the car and pulls back, way back, to
reveal a police car quietly driving up behind the car.  The
car stops a good distance away and one man gets out, the
only occupant of the car.  He is tall, dressed in the
uniform of the Texas Ranger.  He draws his gun and slowly
approaches the car from the rear.  On the soundtrack BUCK's
voice continues; as we see all this taking place.

                         BUCK
            When he saw several machine guns in
            the car he was certain he'd caught
            Clyde Barrow, Bonnie Parker, and
            maybe Buck Barrow and the third
            unidentified member of the gang.
            It took a lot of telephoning and
            explaining to convince the
            motorcycle cop that his captives
            were two highway patrolmen and a
            blonde-haired stenographer from the
            Highway Patrol--.  Haw!  Haw!
                   (everybody busts up
                   with laughter)


In the meantime, on screen, the lawman is slowly approaching
the back of the car.  Suddenly, cut to shot of CLYDE coming
out of the woods, behind the lawman.  His gun is tucked in
his pants.  In a second, he sees what is happening.

                                                           57.


BUCK's voice is continuing:

                         BUCK
            Anderson was held up as an example
            for every other Texas peace officer
            today. "That was a mighty brave
            thing," explained Highway Patrol
            Chief L.C. Winston.

CLYDE whips out his gun.  The following scene is played
exactly like a classic fast-draw in an heroic Western.

                         CLYDE
            Sheriff!

BRYCE spins around.  Both men fire instanteously, but CLYDE
has the draw on him, and the aim.  The gun goes flying from
the SHERIFF's hand.  A really razzle-dazzle display of
grandstand marksmanship from Clyde.

Immediately the gang leaps from the car and surrounds the
man, guns drawn.

                         C.W.
            Boy!  What a shot, Clyde!

                         BUCK
            Sweet Jesus, I never seen shootin'
            like that!

The gang grabs the man and takes his handcuffs from his belt.
CLYDE makes him lean on the car's hood, arms extended, legs
spread, while he frisks him.  In general, everyone is
excited over the capture.  BONNIE takes the sheriff's gun
and delicately places it on the radiator grill like an
object d'art.

                         CLYDE
                   (examining the man's
                   wallet, really surprised)
            Well, now, getta load of this.  I
            want y'all to know we are in the
            custody of Cap'n Frank Bryce, and
            Frank here is a Texas Ranger.

Rev. angle across hood--so BRYCE's face, not visible to
CLYDE or anyone else behind him, is in foreground.  His
gnarled, powerful hands tremble slightly on the hood, as tho
they might crinkle the metal like so much tissue paper.  His
eyes stare toward camera relentlessly, unblinking, but
without passion.  They are shark's eyes.  They have witnessed
much carnage, devoured it, and are still wide open for more.

                                                           58.


                         C.W.
            Sure 'nough, Clyde?

                         BUCK
            Say there, peacemaker.  I believe
            you got your spurs all tangled up.
            You're in Missouri, you know that?

CLYDE has been going thru the man's  credentials.  Not so
pleasantly:

                         CLYDE
            You didn't know you was in Missouri?

                         C.W.
            He's lost, this here Texas Ranger.

CLYDE claps BRYCE's hands behind his back, handcuffs him,
spins him around.

                         CLYDE
                   (a little pissed)
            --he ain't lost...them banks are
            offerin' extra reward money fer us,
            and Frank figured on easy pickin's,
            didn't you?
                   (he suddenly knocks
                   Bryce's hat off)
            Didn't you?

BRYCE flinches involuntarily.  BUCK suddenly grows wary at
CLYDE's mood.  CLYDE leans into BRYCE, looking up.

                         CLYDE
            --Now you ain't hardly doin' your
            job, Texas Ranger.  You oughta be
            home lookin' after the rights of
            poor folks, not out chasin' after us.

He suddenly hefts BRYCE's huge bulk onto the fender.

                         BUCK
                   (trying to be casual)
            Easy there, Clyde.  Why take is so
            personal.

                         CLYDE
                   (to Bryce)
            Reg'lar laws is one thing.  But
            this here bounty hunting, we got to
            discourage that.

BLANCHE looks very uncomfortable.  She starts to say
something, but BUCK intervenes.

                                                           59.


                         BUCK
            Like how, Clyde?--

A tense moment.  CLYDE can't think of anything right away.

                         C.W.
                   (trying to be helpful)
            Shoot him.

BONNIE shoots C.W. an angry glance--it's just what the gang
doesn't want.

                         C.W.
                   (trying again)
            ...hang him?...

Reaction--BONNIE carefully gauging the moment to intervene.

                         BONNIE
                   (suddenly)
            --uh-uh.  Take his picture.

CLYDE's not sure he's heard right.  Neither is C.W.

                         C.W.
            Take his picture?

                         BONNIE
                   (pointedly ignoring
                   C.W., brightly)
            Then we'll let the newspapers have
            it--so's everyone can see Captain
            Frank Bryce of the Texas Rangers
            with the Barrow gang--
                   (moving demurely to Bryce)
            --and all bein' just as friendly as
            pie.

                         BUCK
                   (grasping
                   possibilities immediately)
            ...yeah, yeah...

                         BONNIE
                   (continuing right on,
                   coyly picking up
                   Bryce's gun from grill)
            --why we 'bout the friendliest
            folks in the world.  Texas Ranger
            waves his big ol' gun at us, and we
            just welcome him like he's one of
            our own.

                                                           60.


                         CLYDE
                   (grinning widely)
            Buck, get the Kodak!

                         BUCK
                   (relieved and excited)
            Hot dog!

                         CLYDE
                   (to Bryce)
            We're mighty proud to have a Texas
            Ranger in the family.

BRYCE is obviously not pleased with this turn of events.
Following dialogue is overlapped, ad-libbed, etc.  A sense
of mounting glee at the kind of vengeance they are going to
exact.

New angle.  BUCK is fiddling with the camera, setting up the
shot with CLYDE.  BUCK's following speech should be heard,
b.g., to CLYDE's speech below it.

                         BUCK
            ...keep him set on the hood,
            there...more to the sun, like
            that...yeah...when all his ranger
            friends see this...I bet he's gonna
            wish he was dead!

                         CLYDE
                   (to Bryce)
            ...see what come o' your
            mischief?...not doin' your job?
            Down in Duncanville last year poor
            farmers kepts the laws away from us
            with shot guns...you're s'posed to
            be protectin' them from us, and
            they're protectin' us from you.
                   (giggling)
            --don't make sense, do it?

                         BUCK
            C'mon, now, Clyde, you and Bonnie
            first.  Move into him, right close,
            right friendly.

                         CLYDE
            All righty
                   (to Bryce, whose
                   hands are tied,
                   hemmed in by them both)
            Don't move, now, hear?

                                                           61.


CLYDE grandly puts an arm on BRYCE's shoulder, BONNIE,
looking up admiringly from the other side.  BUCK takes the
picture.  BONNIE immediately hops onto the hood, next to
BRYCE.

                         BONNIE
            How's this? "Captain Bryce and new
            found friend."

She coyly loosens his tie, tousles his hair, and plants a
big kiss on him while still ogling camera.

                         CLYDE
            ...yeah, yeah...quick, Buck, get
            it...

                         BUCK
            ...I'm gettin' it, I'm gettin' it.

Quite suddenly BRYCE, whose simmering intensity we should be
more sensitive to than the gang is, spits on Bonnie.  BONNIE
half-screams in disgust, but CLYDE is on top of BRYCE in a
flash, half-strangling on his own fury.  He pulls BRYCE off
the fender by the handcuffs, spinning him around crazily
like a lasso.  BRYCE is literally ricocheted off the car by
the force, and, with CLYDE hanging on by the cuffs, plummets
down the embankment to the sandy beach below, both men
falling, spinning.  BRYCE rises shakily.  He tries to walk
away.  CLYDE grabs him again by the handcuffs and hurls him
out into the water.  BRYCE smacks into a tree stump poking
out of the shallows and goes down.  CLYDE is on top of him.

Meanwhile, BUCK has rushed down into the water, tries to
pull CLYDE off BRYCE.

                         BUCK
                   (frantic)
            I got the picture.  I got the
            picture...

                         CLYDE
                   (oblivious)
            Lemme be, lemme be...

BRYCE reaches the surface and CLYDE tries to throw him into
deeper water.  He hitches BRYCE over a moldy skiff, knocking
aside one of the oars.  BUCK upends BRYCE into the skiff and
kicks it spinning.  CLYDE picks up an oar and hurls it like
a boomerang, ass over end at the skiff.  It kicks up a spray.

                         BUCK
                   (holding tightly to
                   Clyde, yelling)
            I got the PICTURE!

                                                           62.


Reaction.  CLYDE waist deep, breathing heavily.

                         CLYDE
            ...All right, all right...
                   (to Bryce, yelling)
            WE GOT YOU...HEAR?... REMEMBER...
            YOU... YOUR FACE...WE GOT IT...WE
            GOT YOU...WE GOT YOU...WE GOT YOU...

BRYCE, battered and handcuffed, stares back with mindless
malice from the lazily spinning skiff to the hysterical
spectre of CLYDE, screaming his madness across the water.

                                            DISSOLVE:

INT. BANK.

Inside the bank.  In contrast to the previous inept bank
robbery scene, this one goes admirably well, the gang
performing slickly and without a hitch.  As they enter,
dripping wet, CLYDE makes a general announcement to everyone
to the bank.

                         CLYDE
            This is the Barrow gang.
                   (the people turn and freeze)
            Everybody just take it easy and
            nobody will get hurt.

CLYDE covers the door.  BONNIE and BUCK go to the tellers'
cages and get money.  BUCK goes inside, emptying out the
cash drawers.  Cut to BONNIE filling the sack.

Cut to a close-up of a burglar alarm button.  Slowly a hand
crawls up the wall and a finger slowly moves to push the
button.  When the finger is about one inch away, suddenly a
gun appears in the frame and gently taps the hand away.  The
camera pulls back to reveal BUCK smiling at a lady teller.

                         BUCK
            Don't do nothin' silly now.

Cut to CLYDE standing near the door, training his guns on
the entire bank.  A farmer stands a few feet away, some
bills clutched in his hand.

                         CLYDE
            That your money or the bank's?

                         FARMER
            Mine.

                         CLYDE
            Keep it, then.

                                                           63.


Across the floor, the bank guard in the corner takes
advantage of CLYDE's distraction to go for his gun.  CLYDE
spots it and fires a shot that just knocks the bank guard's
hat off without harming him.

                         CLYDE
                   (to the guard, who
                   has practically
                   frozen in fear)
            Next time I'll aim a little lower.

They finish robbing the bank.  They start to exit.  Near the
door stands a guard with his hands raised.  He wears sun
glasses of the period.  As they leave BUCK snatches the sun
glasses from the guard's head.

                         BUCK
            Get a good look at us!  We're the
            Barrow boys.

EXT. BANK.  DAY.

The gang runs wildly into the street where the car waits,
motor running.  As they leap into car, BUCK throws the sun
glasses into BLANCHE's lap.

                         BUCK
            Happy birthday.

They zoom off.  Shots are heard.  BONNIE, BUCK and CLYDE
begin firing at the bank guards who are pursuing them.  The
guards fire back.

Close-up.  BLANCHE sitting in the back seat with her fingers
stuck tightly in her ears, eyes shut, trying to overcome her
panic.  A funny image, but one that also awakens pity.  The
next sequence is carried out in cross-cutting.

                                            CUT TO:

The street in front of the bank.  Police car pulls up and
the excited crowd gestures in the direction of the departed
gang.  The siren starts.

                                            CUT TO:

INT. GANG CAR.  DAY.

The siren heard now in the far distance.

                         BUCK
                   (to C.W. at the wheel)
            Kick it in the pants, C.W.

                                                           64.


                         CLYDE
            We got to make that state line!

                         C.W.
                   (driving like a wild
                   man, but adlibing loudly)
            Can't get more'n this out of a
            Plymouth!

                                            CUT TO:

INT. BANK.

The gang has left a legacy of celebrity behind.  We see the
bank guard whose hat was shot off being interviewed by a
reporter.  He is seated in a chair, his shirt open at the
collar and a woman teller is fanning him.

                         BANK GUARD
                   (enjoying the limelight)
            Then he saw me goin' for my gun.
            Clyde Barrow himself, I mean.  And
            suddenly I was starin' into the
            face of death!

                         WOMAN TELLER
            Tsk, tsk.

A photographer steps in.

                         PHOTOGRAPHER
            Just look this way, Mr. Hawkins.

The bank guard hurriedly buttons up his collar and smiles as
the flashbulb goes off.

                                            CUT TO:

EXT. GANG CAR.

Still speeding along, the siren more distant.

                                            CUT TO:

INT. BANK.

The bank president and a policeman are posing for that
classic picture where both stand flanking a bullet hole in
the wall and point proudly at it.  The flashbulb goes off.

                                            CUT TO:

                                                           65.


INT. POLICE CAR.

Two men in police uniforms following BONNIE and CLYDE.

                         FIRST POLICEMAN
            Step on it, Randolph.  We gotta
            catch 'em 'fore they reach the
            state line!

                                            CUT TO:

INT. BANK.

FARMER is describing BONNIE and CLYDE to passersby who dote
on him as though he'd just had contact with a portion of the
true cross.  FARMER is aware of his position.

                         FARMER
            Clyde?...he looked like, well he
            looked real...clean...and Bonnie,
            she's too much a lady ever to be
            caught with a cigar in her mouth...I
            don't care what you heard before.
            I saw 'em right here, not twenty
            minutes ago...
                   (gravely)
            --and all's I can say is, they did
            right by me, and I'm bringin' me a
            mess of flowers to their funeral.

                                            CUT TO:

INT. GANG'S CAR.

Car slows up perceptibly as CLYDE says:

                         CLYDE
            Okay, relax.  We're in Oklahoma now.
            Slow down.

                                            CUT TO:

INT. POLICE CAR.

                         FIRST POLICEMAN
            Turn around.  Don't waste no more
            gas.

                         SECOND POLICEMAN
                   (a young eager beaver type)
            Ain't we gone to catch 'em?

                                                           66.


                         FIRST POLICEMAN
            Hell, they're over the State line.
            That's out of our jurisdiction.

                         SECOND POLICEMAN
            Why don't we get 'em anyway?

                         FIRST POLICEMAN
            I ain't gone to risk my life in
            Oklahoma.  That's their problem.

                                            CUT TO:

EXT. CAR.

Now the gang's car is seen traveling down a long, narrow
country road surrounded by cornfields.

                                            CUT TO:

EXT. ROADSIDE BY WOODS.  DAY.

They get out, taking the