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ALL SCRIPTS


                               BOOGIE NIGHTS

                                     by

                            Paul Thomas Anderson

1 EXT. HOT TRAXX NIGHTCLUB - NIGHT

CAMERA holds on this PACKED disco on Van Nuys Blvd.

TITLE CARD: "San Fernando Valley, 1977"

A CADILLAC SEVILLE pulls up to the valet area and CAMERA (STEADICAM) moves
across the street, towards the car, landing close;

From the Seville steps, JACK HORNER (50s) and AMBER WAVES (early 30s).
CAMERA follows them (this is one continous shot) as they pass the crowd,
greet a DOORMAN and enter --

INSIDE THE NIGHTCLUB. Twice as packed inside as outside. Music is full
blast. Amber and Jack are greeted by;

MAURICE t.t. RODRIGUEZ (30s). Owner of the nightclub. Puerto Rican. Wearing
a suit and fifteen gold chains.

                                  MAURICE

              Jackie-Jack-Jack and Miss Lovely Amber Waves --

                                   AMBER

                                Hi, Maurice.

                                    JACK

               You bad ass little spick. How are you, honey?

                                  MAURICE

                    Pissed off you ain't been around --

                                    JACK

                           -- I been on vacation.

                                  MAURICE

                     Don't stay away this long from my

                     club ever again, Jackie-Jack-Jack.

                                    JACK

                                 I promise.

Maurice takes Amber's hand and gives it a kiss.

                                  MAURICE

                You are the foxiest bitch in ten countries.

                                   AMBER

                           You're such a charmer.

                                  MAURICE

                                 (to Jack)

                    I got you all set up at your booth.

              I wanna send over some clams on the half shell.

                                    JACK

                                 Beautiful.

                                  MAURICE

                     Just remember, Jack: I'm available

                     and ready. Cast me and find out --

                                    JACK

                             Yeah, yeah, yeah.

Amber and Jack head off towards the booth. CAMERA stays with Maurice,
follows him to the bar area, where he shouts some orders to a WAITER.

                                  MAURICE

                      Clams on the half shell to Jack

                       and Amber -- over there -- go!

The WAITER takes off to the kitchen, Maurice walks onto the dance floor and
greets three people;

REED ROTHCHILD, 20s, tall and skinny, BECKY BARNETT, 20s, black girl in
silk, BUCK SWOPE, 20s, black guy in cowboy gear.

                                  MAURICE

                           Hello there, kiddies.

                              REED/BUCK/BECKY

                           Hi, hey, hi, Maurice.

                                  MAURICE

                            Having a good time?

                                   BECKY

                                 Excellent.

                                  MAURICE

                            Great, great, great.

Maurice moves away to greet some more people. CAMERA stays with Reed, Becky
and Buck, does a 360 around them. Reed and Becky Disco Dance. Buck does
some Cowboy-Type Moves.

Moments later, the WAITER carrying clams on the half shell passes and
CAMERA picks up with him, follows him to Jack's booth, where he presents
them;

                                   WAITER

                          Compliments of Maurice.

                                    JACK

                                 Thank you.

                                   AMBER

                      Can I get a Marguerita, please?

                                    JACK

                             Seven-Up, here --

The WAITER exits, CAMERA PANS with him for a moment, leading to a young
girl wearing rollerskates, ROLLERGIRL (aged 18). She always, always wears
rollerskates. CAMERA PANS with her back to Jack's booth.

                                 ROLLERGIRL

                                    Hi.

                                    JACK

                               Hello, honey.

                                   AMBER

                              (to Rollergirl)

                       Did you call that girl today?

                                 ROLLERGIRL

                                 I forgot.

                                   AMBER

                   If you don't do it tomorrow, then it's

                  the weekend and you'll never be able to

                            get in to see her --

                                 ROLLERGIRL

                                    OK.

Rollergirl scratches her crotch as she speaks. Amber notices;

                                   AMBER

                       What's the matter down there?

                                 ROLLERGIRL

                              I gotta go pee.

                                   AMBER

                               Well go, then.

CAMERA stays with Rollergirl, following her across the dance floor. She
passes Buck, Becky and Reed, says hello, dances a moment, then continues on
-- into the clearing off the dance floor, heading for the bathroom. She
passes something, CAMERA moves away towards this something:

A bus boy cleaning a table, EDDIE ADAMS, aged 17. CAMERA moves into a CU --
blending to SLOW MOTION (40fps) for a moment.

(Note: In the text Eddie Adams will be referred to as Dirk Diggler.)

ANGLE, JACK'S TABLE.

Jack turns his head, looks across the dance floor and sees this kid
cleaning the table.

ANGLE, DIRK DIGGLER.

He looks up, catches Jack looking back at him, then turns away, disappears
into a back room.

CAMERA DOLLIES in on Jack, who at that moment, is approached by a figure
entering FRAME. Short, buffed out LITTLE BILL (late 40s). This is Jack's
Assistant Director.

                                LITTLE BILL

                                   Jack.

                                    JACK

                             Hey, Little Bill.

                                LITTLE BILL

                         Whatsa schedule look like?

                    Are we still on day after tomorrow?

                                    JACK

                        I wanna do it the day after

                          the day after tomorrow.

                                LITTLE BILL

                       For sure? 'Cause I wanna call

                 Rocky, Scotty, Kurt and all those guys --

Jack's attention is with the backroom that Dirk entered. He stands and
heads away.

                                    JACK

                   Absolutely. But I wanna keep it small.

                  I wanna keep a small crew on this one --

                                LITTLE BILL

                             -- a relaxed deal.

                                    JACK

                                  Exactly.

                                LITTLE BILL

                         Do you have a script yet?

                                    JACK

                      Tomorrow. Tomorrow is the day --

Jack is off across the dance floor.

CUT TO:

2 INT. BACKROOM/KITCHEN - MOMENTS LATER

                                    JACK

                                    Hey.

                                    DIRK

                                    Hey.

                                    JACK

                               How ya doin'?

                                    DIRK

                                   Fine.

                                    JACK

                              How old are you?

                                    DIRK

                  I have a work permit, I got the paper --

                                    JACK

                         No, no, no. Not like that.

                       How long have you worked here?

                                    DIRK

                                  A month.

                                    JACK

                        Maurice give you a job here?

                                    DIRK

                                   Yeah.

                                    JACK

                            How much he pay you?

                                    DIRK

                  I'm not supposed to say how much I make.

                                    JACK

                          He's a friend of mine --

                                    DIRK

                        Well you'll have to ask him.

                                    JACK

                   You live around here, Canoga - Reseda?

                                    DIRK

              Um . . . no . . . do you know where Torrance is?

                                    JACK

                            How do you get here?

                                    DIRK

                              I take the bus.

                                    JACK

                          So what do you wanna do?

                                    DIRK

                                   What?

                                    JACK

                   You take the bus from Torrance to work

                 in Reseda, why don't you work in Torrance?

                                    DIRK

                              I don't want to.

                                    JACK

                               . . . ok . . .

                                    DIRK

                       So . . . you want five or ten?

                                    JACK

                             . . . what . . . ?

                                    DIRK

                       If you wanna watch me jack off

                     it's ten bucks. If you just wanna

                         look at it then it's five.

                                    JACK

                     Guys come in, ask you to jack off

                          for them, ask to see it?

                                    DIRK

                                   Yeah.

                                    JACK

                         Have you done it tonight?

                                    DIRK

                               Couple times.

                                    JACK

                          And you can do it again?

                                    DIRK

                     If you want, if you got ten bucks.

BEAT. Jack extends his hand.

                                    JACK

                                 I'm Jack.

                                    DIRK

                            Eddie. Eddie Adams.

                                    JACK

                    Eddie Adams from Torrance. I'm Jack

                             Horner, Filmmaker.

                                    DIRK

                                  Really?

                                    JACK

                    I make adult films. Erotic pictures.

BEAT, THEN;

                                    DIRK

                 . . . I know who you are. I read about you

                  in a magazine. "Inside Amber," "Amanda's

                          Ride." You made those --

                                    JACK

                   So you know me, you know I'm not full

                            of doggy-doo-doo --

                                    DIRK

                                Yeah . . . .

                                    JACK

                         So why don't you come back

                         to my table, have a drink,

                            meet some people --

                                    DIRK

                    I'd love to but . . . I'm working --

                                    JACK

                You need money, you have to pay the rent --

                                    DIRK

                 . . . No . . . I mean, yeah. I need money.

                   But I don't pay rent. I live at home.

                                    JACK

                      Tell me how old you are, Eddie.

                                    DIRK

                        . . . I'm seventeen . . . .

                                    JACK

                 You're a seventeen year old piece of gold.

                                    DIRK

                                Yeah, right.

                                    JACK

                    Why don't you come back to my table,

                     have a drink, meet some people --

                                    DIRK

                        I can't do that to Maurice.

                                    JACK

                        You're a good worker, yeah?

                                    DIRK

                      I'm sorry, I do know you, I know

                   who you are, I'd love to have a drink

                 with you and I know you're not full of --

                                    JACK

                             -- doggy-doo-doo.

                                    DIRK

                        Yeah, yeah. But I just can't

                      walk out on Maurice. I'm sorry.

BEAT, THEN;

                                    JACK

                    It seems to me, beneath those jeans,

                      there's something wonderful just

                           waiting to get out --

Jack leaves.

3 EXT. HOT TRAXX NIGHTCLUB - NIGHT (LATER)

The club is closing, Maurice is locking up and turning the lights off out
front. CAMERA hangs around with Buck, Becky and Reed. (Director's Note:
Reference improv. Notes)

Jack and Amber cruise past in his Seville, say so long and head up Van Nuys
Blvd.

They pass Little Bill who walks to his old Station Wagon, rips a parking
ticket off the windshield and gets behind the wheel.

Dirk Diggler exits the club from a side door and heads off --

CUT TO:

4 OMITTED

5 INT. JACK'S HOUSE/LAUREL CANYON - NIGHT - LATER

Jack and Amber enter the house. It resembles the Jungle Room at Graceland.
He heads for the kitchen, she makes a drink . . .

                                    JACK

                         You want somethin' to eat?

                          I'm onnamake some eggs.

                                   AMBER

                            I'm goin' to sleep.

                                    JACK

                  Goodnight, honey-tits. Sleep beautiful.

CUT TO:

6 INT. AMBER'S BEDROOM/JACK'S HOUSE - NIGHT - MOMENTS LATER

ECU, AMBER. She does a quick line of coke. BEAT. She takes a valium, lights
a cigarette, then picks up the phone;

                                   AMBER

            Tom . . . hi . . . yeah. I know it's late, but . . .

                                   (beat)

                     Yeah. Is Andy there? Is he . . . ?

                   I'd like to say hello, I'd like to say

                      hello to my son and that's all.

                                   (beat)

                       Lemme tell you something, Tom.

                  Lemme tell you something you don't know;

                      I know a lawyer, you understand?

                      You might think I don't but I do

                     and I'll take you to court . . . .

                                   (beat)

                  No . . . please don't, Tom, Tom, Tom --

Dial tone from the phone. She hangs up.

7 INT. LITTLE BILL'S HOUSE - NIGHT

Little Bill enters his house quietly, turns on a small light to help guide
him down a hallway.

FROM A BEDROOM DOOR we hear the sounds of MOANING AND GROANING. Little Bill
walks to the door, hesitates, then opens --

CUT TO:

8 INT. LITTLE BILL'S BEDROOM - NIGHT - THAT MOMENT

LITTLE BILL'S WIFE and a BIG STUD are doing it on the bed. They stop a
moment and casually look at him.

                                LITTLE BILL

                        What the fuck are you doing?

                             LITTLE BILL'S WIFE

                   The fuck does it look like I'm doing?

                  I've got a cock in my pussy, you idiot.

                                  BIG STUD

                          Will you close the door?

                                LITTLE BILL

                   Will I close the door? You're fucking

                             my wife, asshole.

                                  BIG STUD

                             Relax, little man.

                             LITTLE BILL'S WIFE

              Just get out, Bill. Fucking sleep on the couch.

                               (to Big Stud)

                           Keep going, Big Stud.

Big Stud continues. Little Bill watches a moment in a haze then closes the
door.

CUT TO:

9 INT. DIRK'S PARENTS HOUSE/TORRANCE - NIGHT

Dirk enters quietly, walks a hallway and goes into his room.

CUT TO:

10 INT. DIRK'S ROOM - NIGHT - THAT MOMENT

Dirk enters his room and begins to remove his clothes. He turns the volume
low on his stereo. He stands in front of his mirror, does a few flexes,
some dance moves, some karate moves, etc. CAMERA DOES A SLOW 360 PAN AROUND
THE ROOM. Posters on the walls of Travolta, Pacino, a 1976 Corvette, Bruce
Lee, Hawaii, a Penthouse centerfold, Luke Skywalker, etc. CAMERA LANDS BACK
ON DIRK.

                                    DIRK

                               That's right.

FADE OUT, CUT TO:

11 OMITTED

12 OMITTED

13 INT. DIRK'S HOUSE/KITCHEN - MORNING

Dirk eats breakfast. His MOTHER (mid 40s) stands, washing a dish. His
FATHER (50s) enters, dressed in suite. He crosses the kitchen

INSERT, CU

Father, stubble on his face, places a kiss on the cheek of Mother.

                                   FATHER

                               Good morning.

                                   MOTHER

                 . . . Jesus. Please, okay? Shave if you're

                    gonna do that, it scratches my face.

Father takes a seat at the breakfast table, looks to Dirk.

                                   FATHER

                  How's that work, you get home late, huh?

                                    DIRK

                                   Yeah.

                                   MOTHER

                    If you wanna work in a nightclub you

                should . . . if it's so important . . . you

                          should find one closer.

                                    DIRK

                              . . . yeah . . .

They eat in silence.

                                    DIRK

                          I've gotta get to work.

                                   MOTHER

                         . . . at a car wash . . .

                                    DIRK

                                   What?

                                   MOTHER

                    You work at a car wash, school never

                              occurred to you?

Dirk stands up, places his plates in the sink and exits.

CUT TO:

14 OMITTED

15 OMITTED

16 INT. HIGH SCHOOL CLASSROOM - DAY

A crowded high school geometry classroom. In the back of the class, sitting
at a desk is Rollergirl. A TEACHER walks about, handing out the final exam.
Rollergirl looks it over; a lot of questions, diagrams and generally
confusing material. She looks across the room;

Two BOYS are looking at her and chuckling to themselves. One guy looks to
the other and makes a "blow job" gesture.

She looks away, they continue their gestures and giggling. Other students
notice and smile.

CAMERA ARRIVES CU. ON ROLLERGIRL. She stands up, heads for the door -- the
teacher calls after her -- but she's gone.

CUT TO:

17 INT. SUPER-DUPER STEREO SHOP - DAY

A semi-high end stereo store in the valley. Buck, dressed in his usual
cowboy-digs, is talking to a CUSTOMER about a stereo unit. The manager, a
skinny-white guy with a mustache and mustard suit, JERRY (30s) is standing
nearby.

                                    BUCK

                       -- so basically you're gettin'

                     twice the base, cause of the TK421

                  modification we got in this system here.

                                  CUSTOMER

                  I don't know - do I need that much bass?

                                    BUCK

                       If you want a system to handle

                        what you want -- yes you do.

                    See this system here. This is Hi-Fi.

                    "High Fidelity." What that means is

                  that it's the highest quality fidelity.

                                  CUSTOMER

                             It's the price --

                                    BUCK

                         I have this unit at home.

                                  CUSTOMER

                            . . . really . . . ?

                                    BUCK

                      Yes. But -- I've got it modified

                    with the TK421, which is a bass unit

                    that basically kicks in another two,

                     maybe three quads when you really

                   crank -- lemme put another eight track

                    in so you can get a better idea what

                            I'm talkin about --

Buck ejects the Eight Track that was playing and puts in his own of a
country western song.

                                    BUCK

                     Hear that bass? It kicks and turns

                   and curls up in your belly, makes you

                   wanna freaky-deaky, right? If you get

                    this unit as it is -- it won't sound

                   like this without the modification --

                     and we do that for a small price.

The Customer listens another moment, then;

                                  CUSTOMER

                          Thank you for your time.

                                    BUCK

                                No problem.

The Customer exits and Jerry approaches Buck.

                                   JERRY

                          . . . the fuck was that?

                                    BUCK

                                    Wha?

                                   JERRY

                       Have I told you? Huh? Have I?

                                    BUCK

                              What? I don't --

                                   JERRY

                     Alright: A.) You play that country

                    western-crap and no one's gonna buy

                     a stereo. You throw on some KC and

                the Sunshine Band, a guy looks a particular

                way -- and you've seen the profile sheet --

                    you throw on some Led Zeppelin. No.

                   Instead, you play this twingy-twangy,

                   yappy-dappy music. What kinda brother

                  are you anyway, listening to that shit?

                                    BUCK

                            Hey, Jerry, look --

                                   JERRY

                    No, you look. I gave you a job here

                      because I thought your film work

                     might bring some nice pussy in the

                     place -- and it has -- but I can't

                     have anymore fuck ups -- you dig?

                                    BUCK

                                   Yeah.

                                   JERRY

                      Alright. Go unload the new 484's

                            from the back room.

Buck goes to the back room.

CUT TO:

18 INT. SHERYL LYNN'S BEDROOM - DAY - LATER

Dirk is in bed with a young neighborhood girl, SHERYL LYNN PARTRIDGE. Her
room is decorated in pastels with equestrian things all around. Horse
models, trophies from riding, blue ribbons, etc.

                                    DIRK

                            I have to get back.

                                SHERYL LYNN

                                 Once more.

                                    DIRK

                        I have to get back to work.

                                SHERYL LYNN

                           Give it to me, Eddie.

                                    DIRK

                   Don't make me pounce you, Sheryl Lynn.

                                SHERYL LYNN

                          Ohhhh-baby, baby, baby.

                                    DIRK

                               I'll do it --

                                SHERYL LYNN

                                  Promise?

                                    DIRK

                                 That's it.

Dirk jumps up and starts bouncing up and down on the bed, naked and
flapping. She stares at his crotch, shakes her head;

                                 DICK (OC)

                                   What?

                                SHERYL LYNN

                            You're so beautiful.

                                 DICK (OC)

                                 Yeah . . .

                                SHERYL LYNN

                      Do you know how good you are at

            doing this, Eddie? Having sex . . . fucking me . . .

                             making love to me?

Dirk looks down. BEAT.

                                    DIRK

                  Everyone has one thing, y'think? I mean:

             Everyone is given one special thing . . . . right?

                                SHERYL LYNN

                               That's right.

                                    DIRK

                Everyone is blessed with One Special Thing.

Dirk kneels down to her;

                                    DIRK

                I want you to know: I plan on being a star.

                  A big, bright shining star. That's what

                    I want and it's what I'm gonna get.

                                SHERYL LYNN

                                  I know.

                                    DIRK

                  And once I get it: I'm never gonna stop

                    and I'll never, ever make a mistake.

They Kiss.

CUT TO:

19 INT. HOT TRAXX NIGHTCLUB - NIGHT

Nightclub is in full swing on a Friday Night. CAMERA hangs with Dirk for a
while as he buses tables.

ANGLE, JACK'S BOOTH

Rollergirl comes over to speak with Jack. He whispers something in her ear.
She nods, "I understand," and rolls away --

CUT TO:

20 INT. HOT TRAXX/HALLWAY - NIGHT - THAT MOMENT

CAMERA follows on the heels of the rollerskates as they move down the
hallway and into --

THE KITCHEN

Dirk is washing dishes. He looks up and spots Rollergirl. She lifts a skate
up just a little . . . She rolls closer to Dirk and pulls him into

A CLOSET SPACE

She goes down on him, unzips his pants and pulls out his cock. She
hesitates. DOLLY IN CLOSE ON HER FACE. She smiles up at Dirk.

CUT TO:

21 OMITTED

22 EXT. HOT TRAXX NIGHTCLUB - NIGHT - LATER

Closing hour. Dirk exits a side door and starts walking. Jack, Amber and
Rollergirl in the Seville pull along side him;

                                    JACK

                                Hey. Eddie.

                                    DIRK

                                Hello. Jack?

                                    JACK

                           Yeah. You wanna ride?

                                    DIRK

                           I'm goin' pretty far.

                                 ROLLERGIRL

                     You remember me? Couple hours ago?

                                    DIRK

                         Yeah . . . I remember you.

                                   AMBER

                           Come with us, sweetie.

                                    DIRK

                                   Okay.

Dirk gets in the backseat of the car with Rollergirl.

CUT TO:

23. INT. CANDY'S COFFEE SHOP - NIGHT - LATER

In a booth, after the meal. Dirk and Rollergirl on one side, Jack and Amber
on the other.

                                    JACK

                  This thing here, I mean, you understand

                    one thing and that's this: It costs.

                 I mean, this stuff costs good ol' American

                    Green. You got film, you got lights,

               you got sound, lab fees, developing, synching,

                   editing -- next thing you know you're

                 spending thirty/forty thousand a picture.

                                    DIRK

                           That's a lot of money.

                                    JACK

                  Hell yes it's a lot of money, but lemme

                  tell you something else: You make a good

                 film and there's practically no end to the

                    amount of money you can make, Eddie.

                                   AMBER

                        Have you seen Jack's house?

CAMERA HOLDS ON AMBER. She watches Dirk.

                                 DIRK (OC)

                                    No.

                                 JACK (OC)

                               He'll see it.

                              ROLLERGIRL (OC)

                               He'll see it.

                                 JACK (OC)

                 Eddie: You got ten, fifteen people around

                and that's just to make sure the lighting is

               right . . . shit, this is not an operation for

                the weak, and lemme tell you something else:

               When all is said and done, you gotta have the

              juice, you understand? I mean . . . you can work

               on your arms, your legs, workout morning, day,

               noon, night, the whole deal, but when it comes

             right down to it . . . what we need is Mr. Torpedo

               Area, y'understand? Mr. Fun Zone? Okay, let's

               say you got that: right? And You Do Got, Yeah?

He looks to Rollergirl. She smiles. CAMERA OFF AMBER NOW.

                                    JACK

                 I can go out -- tonight -- the reputation

                    I got: I can find myself 15/20 guys,

                cocks the size of Willie Mays Baseball Bat:

                  Do I want that? No. Do I need that? No.

                               I need actors.

                                   AMBER

                       Uhhh-ohhh . . . here we go --

                                    JACK

                   -- Alright, yeah, I need the big dick,

                   and the big tits -- that GETS them in

                   the theater. What keeps them in their

                    seats even after they've come? Huh?

                         The beauty and the acting.

              If you're able to give it up and show the world:

                     No, not just your cock. Fuck that.

                   What I'm talking about is showing your

               insides, from your heart . . . you understand?

                    Hey, Sure: GET THEM IN THE THEATER.

               That's one thing. I don't want 'em showing up,

                 sitting down, jacking off and splitting on

                 the story. I don't want to make that film.

                I wanna make the thing that keeps 'em around

            even after they've come . . . what happens when you

                    come? You're done, you wanna split.

                   My idea, my goal: Suck 'em in with the

         story . . . they'll squirt their load and sit in it . . .

                      Just To See How The Story Ends.

                  Sometimes we make these films, we wanna

                 make people laugh a little, then get into

              it and fuck heavy: That's good and that's fine.

                 But I got a dream of making a film that's

                  true . . . true and right and dramatic.

                                    DIRK

                . . . Right . . . right . . . I understand.

                                   AMBER

                     Don't listen too hard to all this,

                   honey . . . it's just nice in theory.

                                    JACK

                      It's a dream to be able to find

                            a cock and an actor.

                                 ROLLERGIRL

                     Dream, dream, dream, dream, dream.

                                    DIRK

               If you don't have dreams you have nightmares.

HOLD. Amber, Jack and Rollergirl look at Dirk.

CUT TO:

24 INT. JACK'S HOUSE/LIVING ROOM - NIGHT

CAMERA DOES A 180 AROUND THE MAIN PART OF THE HOUSE, LANDS THE ANGLE WITH
DIRK. He's sitting on a couch, hands folded across his lap. OC we hear
Jack, Rollergirl and Amber moving about and talking.

                                 JACK (OC)

                       Did you want a Fresca, Eddie?

                                    DIRK

                                 No thanks.

                                    JACK

                            You're sure . . . ?

                              ROLLERGIRL (OC)

                      . . . you're out of limes, Jack.

                                 JACK (OC)

                      Check in the studio fridge . . .

                                 AMBER (OC)

                             I'm going to bed.

                                 JACK (OC)

                             Good night, honey.

                                 AMBER (OC)

                Good night, Jackie. Don't stay up too late.

                  Good night, Eddie. I'm glad you came by.

She leans into FRAME and gives Dirk a good-night kiss.

                                   AMBER

                               You're great.

                                    DIRK

                                 Thank you.

CAMERA PANS WITH AMBER AND LEADS TO AN ANGLE WITH JACK. HOLD.

                                    JACK

                      She's the best, Eddie. A mother.

                     A real and wonderful mother to all

                            those who need love.

                                 DIRK (OC)

                             She's really nice.

                                    JACK

                     So what do you think . . . I think

                    we ought to be in business together.

                                 DIRK (OC)

                             . . . yeah . . . ?

                                    JACK

                      What do you think of Rollergirl?

                                 DIRK (OC)

                    She's . . . she's really great . . .

                                    JACK

                   Would you like to get it on with her?

                                 DIRK (OC)

                                 Have sex?

                                    JACK

                                   Yeah.

                                 DIRK (OC)

                      Yeah, I'd love to. I mean, yes.

                       She's . . . she's really foxy.

                                    JACK

                           Bet your ass she is --

Rollergirl enters back into the house. CAMERA SWING PANS OVER:

                                 ROLLERGIRL

                   You're officially out of limes, Jack.

                                    JACK

                      I'll get you some more tomorrow.

                     Come over here a minute. Sit next

                        to Eddie on the couch there.

                                 ROLLERGIRL

                       Here We Go! Are We Gonna Fuck?

                                    JACK

                                Yes you are.

                                 ROLLERGIRL

                        Oh, wait, wait, wait, then.

She rolls over to the Hi-Fi system and picks a record. She sets the needle
on the turntable and rolls over to the couch -- in one swift motion ripping
her clothes off.

                                 ROLLERGIRL

                                 You ready?

                                    DIRK

                                  Are you?

                                 ROLLERGIRL

                                 Ohhh-yeah.

They kiss. They lean back on the couch. Dirk stops a moment.

                                    DIRK

                    Are you gonna take your skates off?

                                 ROLLERGIRL

                        I don't take my skates off.

                                    DIRK

                                   Okay.

                                 ROLLERGIRL

                         Don't fucking come in me.

                                    JACK

                    Don't come in her, Eddie. I want you

                   to pull it out and jack off, make sure

                        you aim it towards her face.

                                 ROLLERGIRL

                              Fuck you, Jack.

                                    JACK

                          Towards her tits, then.

CAMERA HOLDS ON JACK. OC sounds of Dirk and Rollergirl making out on the
couch. SLOW ZOOM INTO CU. ON JACK.

CUT TO:

25 INT. DIRK'S HOUSE - EARLY MORNING - LATER

Dirk enters quietly, walks down the hallway, passing the kitchen. His
MOTHER is there, looking at him. HOLD, THEN;

                                    DIRK

                                    Hi.

                                   MOTHER

                              Where were you?

                                    DIRK

                                  Nowhere.

                                   MOTHER

                     Shut up. Shut up. Where were you?

Dirk walks down the hall towards his room.

                                   MOTHER

                   You see that little slut girl you see?

                            Sheryl? Sheryl Lynn?

                                    DIRK

                              Don't say that.

                                   MOTHER

                    Does it make you feel like a stud to

                   see trash like that? Huh? What is she?

                             Your girl-friend?

                                    DIRK

                          She's not my girlfriend.

                                   MOTHER

                     She's a little whore and a little

                   piece of trash . . . I know you're not

                        the only one that she sees.

                                    DIRK

                What . . . what're you . . . you don't know.

                                   MOTHER

                  I've heard things about her. That girl.

                   Don't think I don't know what goes on

              when I'm not here . . . I wash your sheets, kid.

                  I know she's been here. Or are you doing

                    some other thing in there? With your

                    music and your posters on the wall?

CUT TO:

26 INT. BEDROOM - MORNING - THAT MOMENT

Dirk's FATHER is sitting on the edge of his bed, listening the fight
outside.

                                MOTHER (OC)

                   Why don't you go to your little whore,

                    Sheryl Lynn. Your little GIRLFRIEND.

                                 DIRK (OC)

                               Maybe I will.

                                MOTHER (OC)

                   Oh yeah? Yeah, what are you gonna do?

                                 DIRK (OC)

                        I dunno, I'll do something.

27 INT. HALLWAY - MORNING - THAT MOMENT

                                   MOTHER

                   You can't do anything. You're a loser.

                  You'll always be a loser -- you couldn't

                  even finish high school because you were

                  too stupid -- so what are you gonna do?

                                    DIRK

                    I'll do something . . . I'll do it.

                    I'll go somewhere and do something,

                  maybe I'll run away where you can never

                                  find me.

                                   MOTHER

                        Go ahead. Go ahead and fuck

                             that little GIRL.

Dirk heads for his room, Mother follows.

29 INT. DIRK'S BEDROOM - MORNING - THAT MOMENT

Dirk heads for a drawer and starts to grab some clothes.

                                   MOTHER

                      What do you think you're doing?

                                    DIRK

                          I'm getting my stuff --

                                   MOTHER

                      -- you think that's your stuff?

                 That's not your stuff . . . you didn't pay

                     for that -- it's not yours because

                       you didn't pay for it, stupid.

Dirk stops. His Mother looks to the posters on his wall.

                                   MOTHER

                     None of this stuff is yours. This:

She starts to rip his posters from the wall. Dirk stands. CAMERA begins a
SLOW DOLLY INTO CU.

                                MOTHER (OC)

                 If you're gonna leave, you leave with what

               you've got: Nothing. Y'see . . . you treat me

                    like this and this is what you get.

                 That's fair. Huh? You wanna live that way?

                 Fuck that little whore. I've taken care of

                you all your miserable fucking life . . . .

CAMERA ARRIVES CU. ON DIRK. He's starting to cry.

                                MOTHER (OC)

             . . . you pay for it . . . you owe me for all the

              shit I've done for you in your life . . . . you

              little fucker . . . you understand? Think you're

               gonna be this? Huh? These god damn posters --

                  you're not gonna be this -- you're gonna

                    be shit . . . because you're stupid.

                                    DIRK

                              I'm not stupid.

                                   MOTHER

                                Yes you are.

                                    DIRK

             Why are you so mean to me? You're my mother . . .

                                   MOTHER

                               Not by choice.

                                    DIRK

                        Don't. Don't be mean to me.

                                   MOTHER

                   You little fucker, I'm not being mean

                   to you, you're just too stupid to see.

                                    DIRK

                  You don't know what I can do. You don't

                  know what I can do or what I'm gonna do

                   or what I'm gonna be. You don't know.

                   I'm good. I have good things that you

                  don't know and I'm gonna be something --

                   you -- You Don't Know And You'll See.

                                   MOTHER

                           You can't do anything.

                        You'll never do anything --

                                    DIRK

                            Don't be mean to me.

                                   MOTHER

               YOU LITTLE FUCKER, I'M NOT BEING MEAN TO YOU!

Dirk CHARGES at his Mother and SLAMS her against the wall.

                                    DIRK

                    AND YOU DON'T BE MEAN, AND YOU DON'T

                           TALK TO ME . . . . NO.

CUT TO:

29 EXT. DIRK'S HOUSE/TORRANCE - MORNING

Dirk CHARGES out of the house and runs off down the street. Mother appears
in the doorway, watches him leave, slams the door --

CUT TO:

30 OMITTED

31 OMITTED

32 OMITTED

33 INT. JACK'S HOUSE - DAY

Jack, Amber, Rollergirl, Reed, Buck and Becky. They're setting up for a
pool party. Cases of beer, soda and chips all around.

Dirk comes walking up towards the front door . . . Jack opens up, CAMERA
PUSHES IN . . . Jack opens his arms;

                                    JACK

                  Eddie Adams from Torrance! You made it,

                 you made it, my darling, come on in here.

                       I want you to meet someone --

CAMERA follows with Jack and Dirk as they move to the pool area and find
Reed, who's setting up the bar.

                                    JACK

                      Reed, honey, I want you to meet

                    a New Kid On The Block, Eddie Adams.

                                    DIRK

                          Hi . . . I'm Eddie . . .

                                    REED

                Hi, Eddie. I'm Reed. You live on this block?

                                    DIRK

                                  No, no.

                                    REED

                      Oh, I thought Jack said you did.

                              You wanna drink?

                                    DIRK

                                   Sure.

                                    JACK

                     Eddie, I want you to hang out for

                     a while, I don't want you leaving

                      this party . . . understand me?

                                    DIRK

                                   Sure.

Jack leaves. Reed looks to Dirk.

                                    REED

                                Marguerita?

                                    DIRK

                                   Great.

BEAT. Reed fixes the drink.

                                    REED

                          Can I ask you something?

                                    DIRK

                                  Uh-huh.

                                    REED

                              Do you work out?

                                    DIRK

                                   Yeah.

                                    REED

                    You look like it. Whadda you squat?

                                    DIRK

                                    Two.

                                    REED

                               Super, super.

                                    DIRK

                                    You?

                                    REED

                                   Three.

                                    DIRK

                                    Wow.

                                    REED

                       No b.s. Where do you work out?

                                    DIRK

                    Torrance. In Torrance, where I live.

                                    REED

                   Cool. Cool. You ever go to Vince's out

               here -- no you couldn't, I would've seen you.

                                    DIRK

                 I've always wanted to work out at Vince's.

                                    REED

                        Here we go . . . taste that.

Dirk sips the Marguerita.

                                    DIRK

                               Rock and Roll.

                                    REED

                         Thanks. What do you bench?

                                    DIRK

                             You tell me first.

                                    REED

                                 You first.

                                    DIRK

                                 Same time.

                                    REED

                                   Cool.

                                    DIRK

                                   Ready?

                                    REED

                                   Ready.

                                 DIRK/REED

                     One . . . Two . . . Three . . . .

SILENCE.

                                    DIRK

                          You didn't say it . . .

                                    REED

                           . . . neither did you.

ANGLE, POLAROID CAMERA.

It sits on a table top. It's suddenly snapped up by Rollergirl. CAMERA
follows her and the Polaroid out to the pool area where she snaps photos of
Reed and Dirk. (Flash to Developed Polaroids.)

CUT TO:

34 EXT. JACK'S DRIVEWAY - AFTERNOON - LATER

The driveway is PACKED with cars now and the party is in full swing. A Big
Black Cadillac comes down the driveway. A LIMO DRIVER gets out, moves to
the back and opens the door. From the car steps:

THE COLONEL JAMES (mid-60s). Heavy-set in a tan suit. Wrap around
sunglasses. The Porno Film Distributor. His LADY FRIEND (aged 16) steps
from the car and smiles;

                                  COLONEL

                           You look great, honey.

                                LADY FRIEND

               Is there gonna be coke at this party, Colonel?

                                  COLONEL

                                    Yes.

Jack is right there to greet the Colonel.

                                    JACK

                        Colonel, hello and welcome!

                                  COLONEL

                    Hello, Jack. This is my Lady Friend.

                                    JACK

                              Hello, darling.

                                LADY FRIEND

                      Do you have coke at this party?

                                    JACK

                    Well I'm sure we can find you some.

                                  COLONEL

                         Find her some coke, Jack.

                                    JACK

                  We will, we will. Thanks for coming by.

They exit. CAMERA follows the Limo Driver into the pool area --

CUT TO:

35 EXT. POOL AREA/JACK'S HOUSE - THAT MOMENT

CAMERA follows the Limo Driver for a while, then moves away, to find;
Maurice and Amber. They're sitting down, speaking.

                                  MAURICE

              . . . y'see, Miss Amber, I'm just a poor fellow

                  from Puerto Rico. I have the club, yes,

         that's one thing . . . but soon . . . the club goes . . .

             I die . . . and what do I have? I've got nothing.

                                   AMBER

                                  Uh-huh.

                                  MAURICE

                    I want something to send back home.

               Something to send back to my brothers and say:

               Look At Me. Look At The Women I've Been With.

                                   AMBER

                So what . . . do you want me to talk to him?

                                  MAURICE

              Yes . . . I mean . . . y'know . . . what do you

                           think I'm askin' here?

                                   AMBER

                       . . . you wanna be in a movie?

                                  MAURICE

                  Please. Tell him I won't be bad. Please.

                                   AMBER

                          I'll see what I can do.

CAMERA moves away, through the party, to find Buck and Becky.

                                   BECKY

                . . . because it's old . . . it's old deal.

                                    BUCK

                         Lemme tell you something:

                                   BECKY

                  He was obviously pissed about the music.

                                    BUCK

                       What's wrong with it, y'know?

                                   BECKY

                     Look, Buck: The cowboy look ended

                           about six years ago --

                                    BUCK

                            -- it's comin' back.

                                   BECKY

                     No it's not. It's over, it's dead.

                                    BUCK

                 You don't know what you're talkin' about.

                                   BECKY

                   I'm just saying and it seems like your

                   boss at the stereo store is saying the

                               same thing --

                                    BUCK

                               -- what, what?

                                   BECKY

                              Get a new look.

                                    BUCK

            Yeah . . . yeah . . . yeah . . . you get a new look.

                                   BECKY

                      The look I've got is just fine.

                                    BUCK

                             What's your look?

                                   BECKY

                           Chocolate Love, Baby.

                                    BUCK

                                Yeah, right.

OC we hear the new song start to play.

                                   BECKY

                   OH SHIT! TURN IT UP! I LOVE THIS SONG!

Becky leaves. CAMERA moves away to find:

The Colonel's Lady Friend approaches a Young Stud, who's wearing
bikini-speedos and holding court over a table of coke.

                                LADY FRIEND

                             Excuse me . . . ?

                                 YOUNG STUD

                                    Yes?

                                LADY FRIEND

                           May I please join in?

                                 YOUNG STUD

                              Most certainly.

CUT TO:

36 EXT. JACK'S HOUSE/DRIVEWAY - DAY - MOMENTS LATER

Little Bill and his Wife get out of his Station Wagon and enter the party
from the driveway. She's dressed up. He's dressed down.

                                LITTLE BILL

                     Just don't embarrass me, alright?

                             LITTLE BILL'S WIFE

                              Fuck you, Bill.

                                LITTLE BILL

                     I work with these people, alright?

                     These are my coworkers, so just --

                             LITTLE BILL'S WIFE

                                  Bite it.

                                LITTLE BILL

                        Don't make me do something.

                             LITTLE BILL'S WIFE

                         Ohhh . . . I'm so scared.

She moves away. Rollergirl passes and takes a SNAPSHOT.

CU. THE POLAROID - DEVELOPED

Little Bill in sort of an angry-confused-surprised face.

                                 ROLLERGIRL

                         What's wrong, Little Bill?

                                LITTLE BILL

                     Nothing. How are you, Rollergirl?

                                 ROLLERGIRL

                                 I'm fine.

                                LITTLE BILL

                              Is Jack around?

                                 ROLLERGIRL

                             He's in the house.

Little Bill leaves. CAMERA follows Rollergirl around as she mingles and
snaps more Polaroids.

CUT TO:

37 INT. JACK'S OFFICE - DAY - THAT MOMENT

Jack and the Colonel are sitting, drinks in their hand. The Colonel smokes
a cigar.

                                    JACK

                   The idea is this: Amber is a director

                 of porno films and she's down on her luck.

                   She hasn't had a hit in a year. She's

             desperate. Her landlord is threatening to kick her

             out, so she's desperate for a big dick hit, right?

                                  COLONEL

                             Yes. Good dilemma.

                                    JACK

                   Yes. So she calls up all the agencies

                   in town and says: "Send over your best

                   actors, I'm casting a porno picture."

                   Well, the story goes and develops with

                     Amber auditioning various men and

                 women . . . the whole thing wraps up with

                  the Landlord, I'd like to get Jeremy if

                   he's still in town to play the part --

                     he comes in -- the landlord says:

                   You better pay rent or you're through.

                   Well, Amber does one helluva suck job,

                 ass fuck, come in the face, sort of thing

                          and fade out - the end.

                                  COLONEL

                               That's great.

                                    JACK

                   There's a kid, a young man, I met him

                    last night: His name is Eddie Adams.

                He's here, he's at the party. He's something

                      special and I want to cast him.

                                  COLONEL

                          What films has he done?

                                    JACK

                          This would be his first.

Little Bill pokes his head into the office, sees the conversation and
quickly apologizes and exits. The Colonel looks to Jack;

                                  COLONEL

                Casting is up to you, Jack. You wanna do it?

                Then do it. If it has big tits, tight pussy

                 and focus: I'm happy. You tell the stories

                    you wanna tell, make yourself happy.

CUT TO:

38 EXT. JACK'S HOUSE/POOL AREA - DAY - THAT MOMENT

Reed and Dirk are swimming. Dirk gets up on the diving board.

                                    REED

                              Do a cannonball.

                                    DIRK

                        No, no. Watch this Jacknife.

Dirk runs and jumps --

                                    DIRK

                                 JACKNIFE.

He lands in the pool and swims to the surface.

                                    DIRK

                              How did it look?

                                    REED

                           Great. Check this out.

                            (gets on the board)

                       This is gonna be a full-flip.

Reed runs, jumps, goes for the flip but lands FLAT ON HIS BACK.

CUT TO:

39 INT. POOL/UNDERWATER - THAT MOMENT

Reed lands. CAMERA moves in on his face. He's in SERIOUS PAIN. He floats
down for a moment . . . .

CUT TO:

40 EXT. POOL AREA - THAT MOMENT

Everyone at the party is looking . . . holding their breath and waiting . .
. Reed comes to the surface.

                                    REED

                                   Ouch.

The party people turn back to their conversations . . .

                                    DIRK

                     You gotta try and bring your legs

                         all the way around . . . .

                                    REED

                                   Yeah.

41 INT. JACK'S HOUSE/THE PARTY - DAY - THAT MOMENT

CAMERA follows behind Little Bill. He's walking around, looking for his
wife. He greets a few people here and there.

He runs into a big guy, ROCKY (late 30s). He's a CREW member.

                                LITTLE BILL

                           How you doin', Rocky?

                                   ROCKY

                         Good, good, what's wrong?

                                LITTLE BILL

                          Nothin'. Nothin' at all.

                                   ROCKY

             Do you have the schedule for the shoot, or . . . ?

                                LITTLE BILL

                              Yeah. You're on.

                                   ROCKY

                                Is it here?

                                LITTLE BILL

           Yeah, it's gonna be here, but it's a simple one . . .

CAMERA picks up with the Lady Friend and the Young Stud with the coke . . .
ZOOM after them down a long hallway towards a BEDROOM door. They close the
door in the CAMERA'S FACE.

CUT TO:

42 INT. JACK'S KITCHEN - DAY - THAT MOMENT

Maurice and Buck are talking;

                                  MAURICE

                      Hey, hey, hey, my point is this:

                                    BUCK

                                   What?

                                  MAURICE

                            You know what I say?

                                    BUCK

                                 What-What?

                                  MAURICE

                             Wear What You Dig.

The PHONE RINGS. Maurice picks up the phone.

                                  MAURICE

                                   Hello?

                                   (beat)

                      I'm sorry . . . I can't hear you

                 that well . . . say again . . . ? Maggie?

                                 (to Buck)

                          Is there a Maggie here?

                                    BUCK

                           I don't know a Maggie.

                                  MAURICE

                                (into phone)

              I think you might have the wrong number . . . .

       Your mother? I'm sorry . . . wait . . . just . . . wait . . .

Maurice sets the phone down, looks to Buck.

                                  MAURICE

                        Watch that a minute . . . .

CAMERA follows him as he walks out to the pool area --

                                  MAURICE

                                (calls out)

                          Is there a Maggie here?

No one at the pool area responds so he walks back inside to the phone. Buck
is still watching it closely.

                                  MAURICE

                                (into phone)

                  I'm sorry . . . there's no Maggie here.

                Okay . . . okay . . . no problem . . . Bye.

                                    BUCK

                                What was it?

                                  MAURICE

                      Some kid lookin' for his mother.

CUT TO:

43 INT. BATHROOM/JACK'S HOUSE - THAT MOMENT

Amber is sitting in the bathroom, on the toilet. She reaches to the window,
sets aside the curtains and looks.

AMBER'S POV: Looking out to the pool area. Dirk dives off the board and
does a perfect FLIP in SLOW MOTION.

CUT TO:

44 EXT. JACK'S HOUSE/DRIVEWAY - MOMENTS LATER

CAMERA follows Little Bill. He spots six people in a semi-circle around
something. He walks over -- inside the semi-circle, on the pavement, Little
Bill's Wife is getting fucked by some BIG DUDE.

                                LITTLE BILL

                       . . . the fuck are you doing?

She looks up at him, smiles.

                                 WATCHER #1

                   What does it look like they're doing?

                                LITTLE BILL

                              That's my wife.

                             LITTLE BILL'S WIFE

                               Shut up, Bill.

                                 WATCHER #2

                            Yeah, shut up, Bill.

The other WATCHERS join in telling Little Bill to "Shut up." He walks away
and CAMERA follows him until he's approached by a big man, KURT LONGJOHN
(late 40s). He's the cameraman.

                               KURT LONGJOHN

                                Little Bill.

                                LITTLE BILL

                           Hey. Kurt. What's up?

                               KURT LONGJOHN

                           What's wrong with you?

                                LITTLE BILL

                    Ah . . . my fuckin' wife, man, she's

                  over there . . . she's got some idiot's

                    dick in her, people standing around

                 watching -- it's a fuckin' embarrassment.

                               KURT LONGJOHN

                    Yeah. Yeah. I know. Anyway, listen:

                                LITTLE BILL

                                  -- yeah.

                               KURT LONGJOHN

               For the shoot -- I wanna talk about the look.

           I wanted to see about getting this new zoom lens . . .

                                LITTLE BILL

                                   Right.

                               KURT LONGJOHN

                  I wondered if we'd be able to look into

                  getting some more lights, too, y'know --

                                LITTLE BILL

                       Jack wants a minimal-thing --

                               KURT LONGJOHN

                   Right, well, very often, minimal means

                 a lot more photographically than I think,

            well . . . then I think most people understand . . .

                                LITTLE BILL

                               I understand.

                               KURT LONGJOHN

                    No, no. Hey. I know you understand,

                   I was talking about some other people.

                                LITTLE BILL

                     Well, I think what Jack is talking

                  about is minimal, not really "natural,"

                             but minimal . . .

                               KURT LONGJOHN

                OK . . . fine . . . I was just saying . . .

                                LITTLE BILL

                              I understand --

                               KURT LONGJOHN

                   -- 'cause I'm just trying to give each

                          picture it's own look --

                                LITTLE BILL

                       Can we talk about this later?

                               KURT LONGJOHN

          Oh, yeah . . . you have to go somewhere . . . or . . . ?

                                LITTLE BILL

                     Well, no, yeah . . . I mean . . .

                               KURT LONGJOHN

                  'Cause I was hoping to, y'know, for the

                  shoot tomorrow, we could send Rocky down

                         and he could pick it up --

                                LITTLE BILL

                                   Kurt.

                               KURT LONGJOHN

                 No. Hey. Gotcha. You've gotta go somewhere

                 so -- hey -- what the fuck? It's only the

              photography of the movie we're talkin' about --

Little Bill looks at him. HOLD.

                                LITTLE BILL

                       Are you givin' me shit, Kurt?

                               KURT LONGJOHN

                     NO, NO, HEY. No way, Little Bill.

                                LITTLE BILL

                 My fucking wife has a cock in her ass over

                 in the driveway, alright? I'm sorry if my

                thoughts aren't with the photography of the

                  film we're shooting tomorrow, Kurt, OK?

                               KURT LONGJOHN

                          OK. No big deal. Sorry.

                                LITTLE BILL

                                  Alright?

                               KURT LONGJOHN

                                  Gotcha.

Little Bill leaves. Kurt stands alone a moment. He walks over to the
driveway and watches Little Bill's Wife get fucked.

CUT TO:

45 INT. JACK'S HOUSE/HALLWAY - DAY - LATER

CAMERA follows HAND-HELD behind Jack, the Colonel and his Limo Driver as
they walk quickly down a hallway that leads to a bedroom.

CUT TO:

46 INT. BEDROOM - THAT MOMENT

Jack, the Colonel and Limo Driver BURST into the room --

REVERSE ANGLE: On the floor of the room, the Colonel's LADY FRIEND is lying
naked. She's passed out and she has blood pouring from her nose. The YOUNG
STUD is naked, holding her in his arms. He looks up at the men who just
entered.

                                 YOUNG STUD

                            I think she's sick.

                                  COLONEL

                           What the fuck is this?

                                 YOUNG STUD

                           I didn't do anything.

                                    JACK

                             Is she breathing?

                                 YOUNG STUD

                I don't know. I think she did too much coke?

                                  COLONEL

                       Duh. Do you think so, smarty?

                                LIMO DRIVER

                        She's definitely overdosing.

                                  COLONEL

                       Oh . . . what the fuck . . . .

The four men look at the girl. The Colonel turns to his Limo Driver.

                                  COLONEL

                  Alright: Johnny. You're gonna take care

                    of this for me. You listening here?

                                LIMO DRIVER

                                   Yeah.

                                  COLONEL

                   I want you to pick her up, get her in

                    the car, take her down to St. Joe's.

                                LIMO DRIVER

                                   Okay.

                                  COLONEL

                    Listen, though: You drop her off in

              the front, I don't want this . . . y'understand?

                          I don't need this, here.

                                LIMO DRIVER

                                  Gotcha.

                                  COLONEL

                      Make sure no one sees the limo.

                                LIMO DRIVER

                                  Got it.

                                  COLONEL

                  Young Stud, I want you to help my driver

                      Johnny here get her in the car.

The Young Stud starts to cry hysterically.

                                  COLONEL

                                 (to Jack)

                           What the fuck is this?

                              (to Young Stud)

               Hey . . . hey . . . pal . . . get a grip, man.

                                 YOUNG STUD

             I'm sorry . . . it's just . . . it's just . . . .

                                  COLONEL

                                   What?

                                 YOUNG STUD

                         I . . . I . . . I . . . .

                                  COLONEL

                                Spit it out.

                                 YOUNG STUD

                     This is twice in two days a chick

                             has O.D.'d on me.

                                  COLONEL

                Well maybe that means you oughta think about

                 getting some new shit, what do you think?

                                 YOUNG STUD

                                 Yes, sir.

                                  COLONEL

                 Jesus Christ. Now be a man, deal with the

                     situation and get her in the car.

The Lady Friend starts to go into CONVULSIONS.

                                  COLONEL

                Y'see that, all this fuckin' conversation --

                                 YOUNG STUD

                             Please don't die!

                                LIMO DRIVER

                                C'mon, pal.

The Limo Driver and Young Stud carry her naked, convulsing body to the
Black Limo out front. CAMERA holds with Jack and the Colonel.

                                    JACK

                                Close call.

                                  COLONEL

                                    Yes.

They exit.

CUT TO:

47 EXT. POOL AREA - DAY - THAT MOMENT

CAMERA is with Reed and Dirk. They're sitting in two pool chairs, drinking
their drinks and talking. A nervous young kid in red swimming trunks,
SCOTTY J. (mid-20s) comes over and interjects --

                                 SCOTTY J.

                                 Hey Reed.

                                    REED

                        Hey -- Scotty, how are you?

                                 SCOTTY J.

                              Y'know, y'know.

                                 (re: Dirk)

                                Who's this?

                                    REED

                   Eddie -- meet Scotty J. He's a friend,

                       he works on some of the films.

                                    DIRK

                             Nice to meet you.

                                 SCOTTY J.

                     You too. Are you gonna be working?

                                    DIRK

                                   Maybe.

                                    REED

                                 Probably.

                                 SCOTTY J.

                   That's great. That's great. Where did

                 you meet Jack? 'Cause I work on the films,

                y'know, sometimes, that's why I'm wondering

                            if you, you know --

                                 JACK (OC)

                   EDDIE! EDDIE! Come over here a minute.

Dirk spots Jack calling him and stands, looks to Scotty J.

                                    DIRK

                                 Excuse me.

                                 SCOTTY J.

                                Yeah, okay.

                                    DIRK

                             Nice to meet you.

CAMERA DOLLIES IN A LITTLE ON SCOTTY J.

                                 REED (OC)

                       You wanna take a seat, Scotty?

                                 SCOTTY J.

                   Uh . . . I dunno . . . is it alright?

                                 REED (OC)

                                   Yeah.

                                 SCOTTY J.

                      Thank you. It gets a little hard

               mingling around . . . y'know . . . talking to

                   people and stuff . . . it's sort of --

                That kid Eddie is really good looking, huh?

ANGLE, JACK, THE COLONEL AND DIRK.

Dirk approaches and the Colonel smiles. They shake hands.

                                    JACK

                        This young man is interested

                              in the business.

                                  COLONEL

                     Well, you're in good hands if you

                       get involved with Jack, here.

                                    DIRK

                                  Oh yeah?

                                  COLONEL

                   I can't give you much advice that Jack

                  probably doesn't know, but I can advise,

                  maybe you think about your name . . . ?

                                    DIRK

                         My name . . . yeah . . . ?

                                  COLONEL

                Think about something that makes you happy,

            something that also gives some pizzaz . . . y'know?

                                    DIRK

                                   Right.

                                    JACK

                 The Colonel pays for all our films, Eddie.

                  He's an important parts of the process.

                                    DIRK

                            Well, great. Great.

                                  COLONEL

                  I look forward to seeing you in action.

                   Jack says you've got a great big cock.

                                    DIRK

                   . . . um . . . yeah, I dunno, I guess?

                                  COLONEL

                               Can I see it?

                                    DIRK

                                  Really?

                                  COLONEL

                                  Please.

Dirk unzips his pants. CAMERA on the Colonel. He looks down, then up:

                                  COLONEL

                             Thank you, Eddie.

                                    DIRK

                                No problem.

Dirk exits. The Colonel turns to Jack;

                                  COLONEL

                    Jesus Christ. Jesus Lord in Heaven.

CAMERA picks up with Dirk, who runs for the pool and DIVES IN . . . .

CUT TO:

48 INT. POOL - THAT MOMENT

CAMERA MOVES IN AS DIRK LANDS IN THE WATER, FLOATS TO THE BOTTOM, THEN
PUSHES OFF, TOWARDS THE SURFACE. TIME LAPSE TO NIGHT.

CUT TO:

49 EXT. DRIVEWAY/JACK'S HOUSE - NIGHT (LATER)

The party is coming to a close and people are trying to get in their cars
and get out of the driveway.

CAMERA hangs with Little Bill and his Wife.

                                LITTLE BILL

                  Thanks for fucking up this party for me.

                              I appreciate it.

                             LITTLE BILL'S WIFE

                           Oh Fuck Off. Will You?

                                LITTLE BILL

                               You Fuck Off.

                             LITTLE BILL'S WIFE

                                Yeah, right.

CAMERA MOVES TO FIND: THE YOUNG STUD AND THE LIMO DRIVER.

They're sitting by the limo. The Young Stud is crying.

                                LIMO DRIVER

                      Hey, hey, hey. I mean: How were

                           you supposed to know?

                                 YOUNG STUD

                                 I wasn't.

                                LIMO DRIVER

                  That's right. So what did you do wrong?

                                 YOUNG STUD

                                  Nothing?

                                LIMO DRIVER

                  Nothing is absolutely right, Young Stud.

                                 YOUNG STUD

                          Thank you for your help.

                                LIMO DRIVER

                                No problem.

The Colonel and Jack approach. The Colonel now has ANOTHER YOUNG LADY
FRIEND, picked up from the party.

                                  COLONEL

                             You ready, Johnny?

                                LIMO DRIVER

                                 Yes, sir.

                                  COLONEL

                            How you doin', pal?

                                 YOUNG STUD

                               I'm okay, sir.

                                  COLONEL

                   Don't worry about it. She'll be fine.

                                 YOUNG STUD

              She died in the limo on the way to the hospital.

                                  COLONEL

                            I didn't hear that.

                                 YOUNG STUD

                                   What?

                                  COLONEL

                 You never told me that and what happened,

                        never happened. You got me?

                                 YOUNG STUD

                                 I get you.

                                  COLONEL

                         Now go home. Sleep it off.

The Young Stud exits.

                                    JACK

                        Thanks for coming, Colonel.

                                  COLONEL

                             Great party, Jack.

The Colonel and the new Lady Friend get in the car.

CUT TO:

50 EXT. JACK'S HOUSE/POOL AREA - NIGHT (LATER)

The party is over. Amber and Rollergirl are inside playing cards. Scotty J.
is cleaning up, Dirk and Reed sit in the JACUZZI, looking up at the stars.

                                    REED

                    . . . you wanna hear a poem I wrote?

                                    DIRK

                                   Yeah.

                                    REED

                               Okay. Um . . .

                         "I love you. You love me.

                         Going down the Sugar Tree.

                       We'll go down the Sugar Tree.

                       And See Lots of Bees. Playing.

                       Playing. The bees won't sting.

                            'Cause you love me."

                                    DIRK

                         That's fucking great, man.

Jack approaches in a bath robe, holding a towel.

                                    JACK

                                Howdy-boys.

                                 DIRK/REED

                                 Hey, Jack.

Jack removes his robe and climbs in the Jacuzzi.

                                    JACK

                                Good party?

                                    DIRK

                               It was great.

                                    JACK

                      Good. You had a good time then?

                                    DIRK

                         Excellent time. Thank you.

                                    JACK

                       What this place is for, right?

                                    REED

                                   Right.

                                    JACK

                   Ahhhh . . . this feels good. Bubbles.

                      Turn those bubbles higher, Reed.

                                    DIRK

        Jack . . . I was thinking about my name . . . y'know . . . ?

                                    JACK

                                   Yeah?

                                    DIRK

                   I was wondering if you had any ideas.

                                    JACK

                 I've got a few . . . but you tell me . . .

                                    DIRK

                 Well . . . my idea was . . . y'know . . .

                    I want a name . . . I want it so it

               can cut glass . . . y'know . . . razor sharp.

                                    JACK

                                  Tell me.

                                    DIRK

                When I close my eyes . . . I see this thing,

              a sign . . . I see this name in bright blue neon

                lights with a purple outline. And this name

                 is so bright and so sharp that the sign --

          it just blows up because the name is so powerful . . . .

FLASH ON:

A BRIGHT NEON SIGN IN BLUE LETTERING, WITH A PURPLE OUTLINE:

                                DIRK DIGGLER

                                 DIRK (OC)

                          It says, "Dirk Diggler."

The NEON SIGN FLASHES, BUZZES, THEN BURSTS INTO AN ELECTRIC FLAME.

BACK TO:

51 EXT. JACUZZI - THAT MOMENT

Back to Reed and Jack. They look at Dirk.

                                    JACK

                    Heaven sent you here to this place,

                     Dirk Diggler. You've been blessed.

Dirk smiles. Reed smiles. Jack looks up and closes his eyes.

FADE OUT, CUT TO:

52 INT. JACK'S GARAGE/FILM STUDIO - DAY

. . . . The film crew sets up lights and other equipment around a small
"office" set. The crew consists of: Kurt Longjohn, Director of Photography.
Rocky, Gaffer/Grip. Little Bill, Assistant Director. Scotty J. Is working
as a utility/sound man.

Jack is sipping coffee, conferring with Kurt about lighting.

                                    JACK

                                 How close?

                               KURT LONGJOHN

                    Give me twenty to thirty. I've got a

                    couple tough shadows to deal with --

                                    JACK

                    Okay, but not too long, Kurt, right?

                 Remember, there are shadows in real life.

Little Bill approaches.

                                LITTLE BILL

                          You wanna go over this?

                                    JACK

                            Yeah. Let's . . . .

                                LITTLE BILL

                           (reading from script)

                     Okay. Set up is . . . here we go:

                1.) Amber talking to Becky about auditions.

                 They make the phone call to the agency to

                           send over some actors.

                   2.) Enter Reed to audition for Amber.

                     They go at it. Becky just watches.

                 C.) Becky goes to the bathroom to jack-off

               and is interrupted by Amber. They get into it.

                             E.) Enter Dirk --

                                 (looks up)

                            Who's Dirk Diggler?

                                    JACK

                       The kid, Eddie, from the club.

                                LITTLE BILL

                    Good name. Anyway: 4.) Dirk enters.

                     Meets with Becky. They go at it --

                                    JACK

                I wanna change that -- that should be Amber.

                   Dirk should be auditioning with Amber.

Little Bill makes a note. Jack walks over to Becky, who's sitting in a
chair, shaving her pubic hairs.

                                    JACK

                              Becky, honey --

                                   BECKY

                                   What?

                                    JACK

                     What're you doing? We're shooting

                             in twenty minutes.

                                   BECKY

                           I'm shaving my bush --

                                    JACK

                                    Now?

                                   BECKY

                      It only takes two seconds, Jack.

                                    JACK

                                Fine, fine.

Jack continues to get everyone ready.

                                    JACK

                   Alright everyone, let's go, let's go,

                    we need to shoot this first scene --

                         we need to get one off --

CUT TO:

53 INT. BEDROOM - DAY - LATER

Dirk is sitting on the edge of the bed, dressed up in a brown suit and his
hair is brushed back, parted down the middle. He paces a little, does some
deep breathing, looks over script, etc. Scotty J. enters.

                                 SCOTTY J.

                        Hey. Hi. Dirk. Dirk Diggler.

                                    DIRK

                                    Hi.

                                 SCOTTY J.

                       I'm supposed to come get you.

                        Tell you they're ready, now.

                                    DIRK

                                   Okay.

                                 SCOTTY J.

                           You look really good.

                                    DIRK

                                 Thank you.

                                 SCOTTY J.

                           You look really sexy.

                                    DIRK

                                  Thanks.

                                 SCOTTY J.

                             I like your name.

                                    DIRK

                                  You do.

                                 SCOTTY J.

                             It's really cool.

                                    DIRK

                                  Thanks.

                                 SCOTTY J.

              OK . . . well . . . whenever you're ready . . .

                          I'll see you out there.

Scotty J. exits. Dirk stands, takes a deep breath. CAMERA follows as he
exits the room and walks through the house and into --

54 INT. GARAGE/FILM SET

The crew is ready and waiting. Jack is there to greet him.

                                    JACK

                               Ready, champ?

                                    DIRK

                               Let's do this.

They walk through the scene with Amber.

                                    JACK

                  So we know the scene, we know the thing.

                    You're gonna start outside the set,

                   through that door, I'll call your name

             and action, that'll be your cue . . . come through

                the door, straight to the desk, right here,

                    boom, you and Amber do the scene --

                                    DIRK

                     Do we go straight into having sex?

                                    JACK

                              Is that alright?

                                    DIRK

                    It would be better I think, y'know,

                     so we don't break up the momentum

                              or something --

                                    JACK

                                   Amber?

                                   AMBER

                                   Good.

                                    JACK

                     So we'll just go straight through.

                                    DIRK

                                   Okay.

                               KURT LONGJOHN

                         Are we doing a rehearsal?

                                    JACK

                        Eddie, you want a rehearsal?

                                    DIRK

                     It's okay . . . I can do it . . .

                                    JACK

                                   Great.

                                    DIRK

                                   Jack?

                                    JACK

                                   Yeah?

                                    DIRK

               . . . can you . . . um . . . will you call me

                         Dirk Diggler from now on?

                                    JACK

                         Yes. I'm sorry, yeah, yes.

Jack exits. Amber and Dirk huddle in the corner a moment.

                                   AMBER

                Do you want to practice your lines with me?

                                    DIRK

                                 I know it.

                                   AMBER

                           You look great, honey.

                                    DIRK

                Does he want me to keep going until I come?

                                   AMBER

                Yeah. You just come when you're ready . . .

                                    DIRK

                            Where should I come?

                                   AMBER

                             Where do you want?

                                    DIRK

                           Wherever you tell me.

                                   AMBER

                     Come on my tits if you can, okay?

                       Just pull it out and do it on

                      my stomach and tits if you can.

                                    DIRK

                                   Yeah.

She touches her hand softly to the side of his face. (30fps)

                                   AMBER

                          Are you alright, honey?

                                    DIRK

                 This is great. I'm ready. I wanna do good.

               I wanna do this good . . . let's try and do it

                       really sexy . . . you want to?

                                   AMBER

                                   Okay.

Little Bill takes Dirk and walks him off the set, explaining things one
last time to him . . . CAMERA HOLDS ON DIRK. Little Bill walks away and
he's left standing alone a moment, waiting for his cue behind a closed
door. SILENCE. HOLD.

                                 JACK (OC)

                          and . . . action, Dirk.

CAMERA blends to SLOW MOTION (30fps) and FOLLOWS Dirk through the door and
into the set -- lights flare into CAMERA/DIRK and we focus in on Amber,
seated behind a desk. CAMERA blends back to 24fps.

KURT LONGJOHN'S 16mm CAMERA POV:

Dirk enters. A light shines straight at him. He walks into a two shot with
Amber at the desk. BEAT, THEN:

                                   AMBER

                            Hello. Are you John?

                                    DIRK

                                Yes, ma'am.

                                   AMBER

                  Your agency recommends you very highly.

                                    DIRK

                     I'm a really hard worker. You give

                    me a job and I won't disappoint you.

                                   AMBER

                      What special skills do you have?

                                    DIRK

                 Well, I spent three years in the Marines.

                    I just got back from a tour of duty.

                                   AMBER

                              You're kidding?

                                    DIRK

                    No I'm not. It got really hard being

                        surrounded by guys all day.

                                   AMBER

                  When was the last time you had a woman?

                                    DIRK

                                A long time.

                                   AMBER

                              That's terrible.

                                    DIRK

                  But I'm back now and I'm ready to pursue

                             my acting career.

                                   AMBER

                Well as you may or may not know, this is an

                 important film for me. If it's not a hit,

                 I'm gonna get kicked out of my apartment.

                        My landlord is a real jerk.

                                    DIRK

                                  Really?

                                   AMBER

                     Why don't you take your pants off?

              It's important that I get an idea of your size.

                                    DIRK

                                No problem.

Dirk starts to remove his pants . . . just before they come off we go to:

JACK AND THE REST OF THE CREW

Kurt Longjohn takes his eye away from the viewfinder for a moment. Rocky
frowns slightly. Scotty J. is in shock. Reed and Becky smile.

Amber looks from Dirk's cock to his face.

                                   AMBER

                      I think that you have the part,

                but why don't I make sure of something . . .

16mm CAMERA'S POV:

for the first time, we see Dirk's cock. It hangs about 12 inches. Amber's
hand reaches and grabs hold of it --

                                   AMBER

                           This is a giant cock.

So they go at it . . . taking each other's clothes off and climbing up on
the desk . . . OUR CAMERA is hand held, moving around, looking at the crew
filming and Dick/Amber making love . . . .

They continue for a while. Jack whispers something to Kurt, then walks over
to Dirk and Amber, quietly interrupts;

                                    JACK

                                 Guys . . .

                                    DIRK

                            Is everything cool?

                                    JACK

                     Hang in there, everything's cool,

                      I just wanna change the angle --

                            You're doin' great.

Amber looks to Dirk. They hold still;

                                   AMBER

                        You're doin' so good, Dirk.

                                    DIRK

                             Does it feel good?

Amber smiles. Jack and Kurt have set up a new angle;

                                    JACK

                Okay -- we're back, we're ready -- action --

They continue for a bit, getting faster and a little harder;

CU. DIRK AND AMBER

they're face to face. Following in sotto:

                                   AMBER

                              You're amazing.

                                    DIRK

                           You feel good, Amber.

                                   AMBER

                           Are you ready to come?

                                    DIRK

                                    Yes.

                                   AMBER

                                Come in me.

                                    DIRK

                                   What?

                                   AMBER

                          Don't worry, I'm fixed.

                          I want to come in me --

Amber and Dirk come together. HOLD. They kiss and smile.

                                    JACK

                         CUT! FUCK! YES! YES! YES!

THE CREW APPLAUDS THE PERFORMANCE. Everyone gathers around. Dirk is giving
hand shakes, high fives, etc.

CAMERA PANS over to Little Bill and Jack who step aside a moment. Following
in sotto;

                                    JACK

                              That was great.

                                LITTLE BILL

                      Yes it was. What do you want to

                      do about the come shot? We could

                go to the stock footage -- get a close up --

                                    JACK

                       It's not gonna match, we don't

                      have a cock that big on film --

Dirk hears this and turns to Jack and Little Bill.

                                    DIRK

                                   Jack?

                                    JACK

                                 Yes, Dirk?

                                    DIRK

                 I can do it again if you need a close-up.

Everyone in the room looks at Dirk. HOLD.

MUSIC CUE. CONTINUES OVER CUT AND THE FOLLOWING SCENES:

55 INT. JACK'S LIVING ROOM - NIGHT - LATER Sequence "A"

The entire cast and crew together.

ECU - CHAMPAGNE BOTTLES POP

ECU - ROLLERGIRL'S CAMERA.

she snaps POLAROIDS

ECU - DEVELOPED PICTURES

cast and crew smiling, holding thumbs up. Dirk in the middle.

CUT TO:

56 INT. RESEDA SHOE STORE - DAY

CAMERA TRACKS ALONG a row of shoes. Dirk, Reed and Scotty J. are in the
store, picking some out. Dirk falls in love with a pair of half-boots,
zip-up style --

CUT TO:

57 INT. HOT TRAXX NIGHTCLUB - NIGHT

CAMERA BEGINS ON THE SHOES, DOES A QUICK BOOM UP TO A CU. ON DIRK. He's
dancing with Rollergirl. They talk about his shoes.

QUICK DISSOLVE TO:

OVERHEAD ANGLE, JACK'S TABLE.

Jack is eating Clams on the Half Shell and talking to Amber. The Colonel is
sitting with a NEW LADY FRIEND. CAMERA begins a BOOM DOWN as Scotty J.
enters FRAME and begins talking the Colonel's ear off.

QUICK DISSOLVE TO:

ANGLE, MAURICE

CAMERA follows behind him as he shouts orders to waiters and busboys and
bouncers --

QUICK DISSOLVE TO:

ANGLE, BECKY

She's hanging out near the bathroom with a GIRLFRIEND and flirting with
some YOUNG GENT, who's a body-builder type.

QUICK DISSOLVE TO:

INSIDE THE DJ BOOTH. A couple young girls surround the DJ, who is a BLACK
MIDGET, wearing headphones, dancing and doing coke with the girls. He sets
up another RECORD on the turntable. CAMERA DOLLIES IN QUICK ON THE RECORD,
NEW MUSIC CUE.

CUT TO:

58 INT. MOTEL ROOM FILM SET - ANOTHER DAY

Cast and Crew shooting a new film with a Spanish-theme. Jack watches
Rollergirl and Dirk who are on a WATERBED. They block the scene.

                                    JACK

              What we can do is make it all one thing, right?

               You can go from being on top -- below and then

                  move and shift to the side -- pump away

                         there for a while, then --

Dirk gets on the bed with Rollergirl and tries a move.

                                    DIRK

             If she . . . Rollergirl . . . if you wrap your leg

        around . . . other one . . . your left leg . . . right . . .

                     up around my neck. And over. Good.

                     We can go right into Doggy Style.

                               KURT LONGJOHN

                 Is the movement of the waterbed a problem?

                                    DIRK

                Not at all, Kurt. Matter of fact, I dig it.

CUT TO:

59 OMITTED ** Director's Note: 2nd Unit/TBA

BURN TO:

60 INT. JACK'S HOUSE/KITCHEN - DAY

Jack is reading "Oui." Dirk, Reed and Amber listen.

                                    JACK

                  Jack Horner has found something special

                   in newcomer Dirk Diggler. It's another

             stellar, sexual standout from Horner and Company.

              Diggler delivers a performance worth a thousand

              hard-ons. His presence when dressed is powerful

                            and demanding . . .

CAMERA DOLLIES IN ON THE PAGE, TRACKS ALONG THE WORDS. CAMERA catches
glimpses of the words on the page, ". . . Diggler . . ." ". . . sexual
standout . . ." ". . . supple ass . . ." Continue w/STILL PHOTOGRAPHS from
the film.

SPLIT SCREEN TO:

61 INT. STUDIO CITY HAIR SALON - DAY

CAMERA DOLLIES DOWN THE LINE OF HAIRSTYLISTS. Dirk is getting a fluffy new
hair style. Reed stands nearby and watches;

                                 JACK (VO)

                 . . . when stripped to the bone, Diggler's

                 more eruptive than a volcano on a bad day.

                Amber Waves ripe-cherry lips do a wonderful

                  job of handling Diggler's wide load and

                Reed Rothchild's stiff biceps do a slapping

               good job with Becky Barnett's supple ass . . .

THREE-WAY SPLIT TO:

62 "A CLIP FROM THE FILM, 'SPANISH PANTALONES." (16mm)

This is filmed on the Motel Room Film Set. Reed is wearing speedos and a
sombrero. Becky is naked. He slaps her ass. Dirk is facing CAMERA, Amber is
kneeling down, covering his crotch giving him a blow job. CU. Dirk for the
money shot.

FOUR WAY SPLIT TO:

63 INT. HOT TRAXX NIGHTCLUB - NIGHT

Dirk is disco dancing with Rollergirl and Becky and Reed.

                                 JACK (VO)

              . . . but it's Diggler that remains the standout

               in this film. It's easy to predict, after only

            two films, that's Diggler's suck-cess can only grow

                            and grow and grow --

END FOUR WAY SPLIT, STAYING WITH DIRK DANCING IN THE CLUB. Dirk, Reed,
Rollergirl, Buck, Maurice and Becky begin doing a DANCE NUMBER. (Complete
w/choreographed moves, etc.)

CUT TO:

64 OMITTED

65 INT. JACK'S HOUSE/AMBER'S BEDROOM - NIGHT

Amber is on the phone. Dirk is sitting with her, holding her hand.

                                   AMBER

                      Please let me talk to him, Tom.

                      Please. I just want to say hello

              and that's all -- I'm not. I'm completely sober.

                      I'm not -- Tom -- Tom -- Tom --

Dial tone from the phone, she hangs up --

                                   AMBER

                        I don't know what to do now.

CUT TO:

66 INT. HOT TRAXX NIGHTCLUB/BACKROOM - DAY

Maurice slips a PHOTOGRAPH and a letter into an envelope and seals it up.
The VO is in Spanish, with SUB-TITLES.

                                MAURICE (VO)

                Dear brothers: I'm sending you a picture --

CUT TO:

67 INT. APARTMENT BLDG./PUERTO RICO - DAY

Maurice's two BROTHERS rip open the letter and check out a picture of
Maurice standing next to Rollergirl.

                                MAURICE (VO)

                    -- this is my girlfriend. I had sex

                    with her last night. Isn't she hot?

                    I get chicks like this every night.

CUT TO:

68 OMITTED

69 INT. KARATE STUDIO - DAY

Buck, Dirk and Reed dressed in Karate-gear, are taking lessons. Buck speaks
about the ancient history of Karate.

CUT TO:

70 INT. DEPARTMENT STORE - DAY

CAMERA TRACKS ALONG A ROW OF SUITS. Dirk picks one out, tries it on and
pays for it in cash. CAMERA then PUSHES IN through a series of QUICK
DISSOLVES on SUITS hanging individually on the wall.

CUT TO:

71 OMITTED

72 EXT. DESERT HIGHWAY - DAY

CAMERA moves with Jack's Big Van and Little Bill's Station Wagon that
follows.

CUT TO:

73 INT. JACK'S VAN - MOVING - DAY (music over into radio)

Amber is driving the van, Buck is in the passenger seat trying to figure
out why the radio isn't working and speaking;

                                    BUCK

                       If you were to open a business

                     specializing in, like, Super-Super

                    Hi-Fi Stereo Equipment -- forget it,

                    you're in the money. I mean, there's

                     no limit to the technology that's

                             comin' out now --

                                   AMBER

                                  Really?

                                    BUCK

                               That's a fact.

                                   AMBER

                      So what's wrong with this radio?

                                    BUCK

                 I think it's . . . uh . . . it's a wattage

                problem . . . yeah . . . we've got too many

                 watts per channel going into the front two

                          speaker . . . yeah . . .

IN THE BACK OF THE VAN:

Reed, Dirk and Jack are huddled, speaking intensely;

                                    JACK

                               -- what else?

                                    DIRK

                     That's it for now. I mean: I look

                     at this character Holmes has come

                    up with -- and -- look -- I just --

                                    JACK

                                  Tell me.

                                    DIRK

                I don't like to see women treated that way.

                This guy he plays, "Johnny Wad," it's always

                about slapping some girl around or whatever.

              It's not right, it's not cool and it just . . .

                isn't sexy. It isn't sexy like it should be.

                                    REED

                   We could make it more of a James Bond

                 character. This guy that's world traveled.

                                    JACK

                                I like that.

                                    DIRK

                        Reed could play my partner.

                                    JACK

                             I like this a lot.

                                    DIRK

                    We could make it really good, Jack.

                 Honestly. If you direct it . . . we could

                  make a whole series, with a whole story.

              This is exactly what we've always talked about.

                                    JACK

                           I know it. I know it.

                                    REED

                             We should do this.

                                    JACK

                  Alright. When we get back. We'll set up

                  the typewriter and we'll see what we can

                come up with. I'll talk to the Colonel when

                 we get to Vegas. But Dirk, you gotta work

                             on him too, okay?

                                    DIRK

                               Right, right.

                                    JACK

                -- if we don't put every element into this,

                        it's just not gonna work --

                                    DIRK

                                  Exactly.

                                    JACK

                        Now: What's this guy's name?

                        This character? Do you know?

                                    DIRK

                         His name is Brock Landers.

                                    REED

                   His partner's name is Chest Rockwell.

                                    JACK

                        . . . those are great names.

CUT TO:

74 OMITTED

75 INT. ALADDIN HOTEL/CASINO - BANQUET ROOM - NIGHT

The "2nd ANNUAL ADULT FILM AWARDS." Behind a small PODIUM and in front of a
packed to capacity CROWD of porn filmmakers is --

AMBER. She's about to open an envelope.

                                   AMBER

                     And the award for "Best Newcomer"

             goes to . . . Yes! My baby-boy . . . DIRK DIGGLER!

JUMP CUT TO:

COLONEL JAMES. He's on stage, rips open an envelope.

                               COLONEL JAMES

                      . . . the award for "Best Cock"

             goes to . . . Here We Go Again . . . DIRK DIGGLER.

JUMP CUT TO:

A Porn Actress, JESSIE ST. VINCENT (early 20s). She opens;

                                   JESSIE

              And The Award . . . for Best Actor Goes To . . .

                  I've seen his movies and I can't wait to

                work with him, I can't wait to get that big

                 cock in my mouth, my ass, my pussy or any

           which way he'll give it to me . . . Mr. Dirk Diggler!

The Audience Applauds wildly. Dirk, dressed in a jean outfit, makes his way
to the stage and accepts the award from Jessie. He turns to the crowd.

                                    DIRK

                Wow. I dunno what to say . . . I guess. Wow.

                 I guess the only thing I can say, is that

                 I promise to keep rocking and rolling and

               to keep making better films. It seems we make

         these movies . . . and sometimes . . . they're considered

            filthy or something by some people . . . but I don't

               think that's true. These films we make can be

        better . . . they can help . . . they really can, I mean it.

              We can always do better -- and I'll keep trying

           if you keep trying so let's keep ROCKING AND ROLLING.

AUDIENCE APPLAUDS. Jessie St. Vincent comes over and plants a deep, wet
kiss right in his mouth;

                                   JESSIE

                                You're hot.

Amber, in the audience, sees the kiss and frowns. Dirk raises the award
high above his head and does a karate move --

76 INT. ITALIAN RESTAURANT SET - DAY (16mm) Sequence "B"

TITLE CARD READS: "1978"

. . . Jessie St. Vincent walks across the restaurant to the bar. Kurt
Longjohn and his camera crew track with her. Dirk, in character with his
hair slicked, chewing on a toothpick and smoking a cigarette, wearing a
suit and sunglasses is sitting at the bar. She speaks to the Bartender
(played by Maurice).

                                   JESSIE

                       Shot of Tequila, straight up.

                                  MAURICE

                                Yes, ma'am.

                                   JESSIE

                                 (to Dirk)

                  I've been in this place twenty minutes,

                            just to get a seat.

                                    DIRK

                                 You alone?

                                   JESSIE

                    Yeah. Just visiting L.A. Some people

                 told me the food in here was really good.

                                    DIRK

                   Good. No, it's not good. It's probably

                   the BEST place to eat in Los Angeles.

                              It's excellent.

                                   JESSIE

                    I certainly hope so. I could die of

              starvation before I get something in my mouth --

JUMP CUT TO:

77 INT. BEDROOM SET - NIGHT - SCENE CONTINUED IN CLIP FORM (16mm)

This bedroom set is decorated as Brock Landers pad. Jessie St. Vincent
unzips Dirk's pants . . . (porn music in b.g.)

                                    DIRK

                        You said you were hungry --

                                   JESSIE

                                 Starving.

                                    DIRK

                         Well, go ahead and feast.

She pulls his cock out of his fly, looks at it. CAMERA sees this.

                                   JESSIE

                             Ohhh. It's true --

                                    DIRK

                                   What?

                                   JESSIE

                          You're Brock Landers --

CUT TO:

78 EXT. VARIOUS VALLEY LOCATIONS - DAY - FILM CLIP (16mm)

TITLE SEQUENCE FROM "Brock Landers: Angels Live In My Town." Dirk is
running STRAIGHT TOWARDS CAMERA in a JEAN OUTFIT. He stops, does a KARATE
KICK and turns -- FREEZE FRAME.

TITLE READS: DIRK DIGGLER as BROCK LANDERS

Various other footage of Reed, running down the street, firing a gun and
knocking people down. FREEZE FRAME.

TITLE READS: REED ROTHCHILD as CHEST ROCKWELL

Finally, over a WIDE ANGLE SHOT OF VENTURA BLVD;

                  "BROCK LANDERS: ANGELS LIVE IN MY TOWN"

MATCH CUT TO:

79 INT. JACK'S HOUSE - EDITING ROOM - DAY

CAMERA PULLS BACK and WHIPS around from the Steenbeck image to find; Jack
and Kurt Longjohn, working on the film.

                                    JACK

                  Good, good, it's close. Let's head trim

                  Dirk's spin, lose Reed with the revolver

                and switch the main title card -- it should

                        really fly towards camera --

CUT TO:

80 INT. DIRK'S NEW HOUSE/STUDIO CITY HILLS - DAY

CAMERA (STEADICAM) begins on Reed who's doing a MAGIC TRICK in the living
room for Scotty J. and Becky. Jessie is oil painting.

Dirk and Amber enter FRAME and CAMERA follows them through the house. Dirk
is giving her a tour, explaining what type of leather couches he has, what
sort of history he knows about the wood used to build the house, showing
her a painting on the wall of himself that was done by Jessie St. Vincent,
etc. They move into --

THE KITCHEN

Maurice and Rollergirl are deep in conversation. He's trying to convince
her that she should take a picture with him without her clothes on so he
can send it to his brothers in Puerto Rico.

CAMERA stays foreground with their conversation while Dirk shows Amber the
back deck area of the house --

(Director's Note: Sound covers the four talking simultaneously.)

Rollergirl stops arguing with Maurice;

                                 ROLLERGIRL

                          Fuck it, fine, let's go.

She rips off her bikini top, sets the POLAROID on the counter, hits the
timer, rolls back and poses with Maurice --

CU - DEVELOPED POLAROID

the image is of their waists - the Polaroid framing was too low.

Dirk and Amber come f.g. and CAMERA leads them --

                                    DIRK

                And around this corner is the big surprise.

                     The main thing I wanna show you --

They move down a hallway and into --

THE GARAGE

It's dark for a moment, Dirk hits the garage door and it starts to open . .