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                                       FRANKENSTEIN



                                        Written by

                               Steph Lady & Frank Darabont



                                    From the novel by

                                     Mary W. Shelley



                                    2ND REVISED DRAFT

                                     February 8, 1993

                

               TITLES UNFOLD IN BLACKNESS as we are lulled by the distant 
               flute-like sounds of a recorder. Overall the effect is 
               mournful and haunting, elegant and serene...

               ...and we CRASH TO:

               EXT - BARENTS SEA - NIGHT

               ...a storm of inconceivable force and violence. Merciless 
               arctic winds whip the sea in a frenzy of thirty-foot swells.

               This is the last place in God's creation that any human being 
               should be. And yet...

               ...the prow of a three-masted ship rises massively before 
               us, looming from the darkness and chaos. it crashes upward 
               through a swell and slams back down again, plunging nose- 
               first into the trough. The sails on the forward mast are 
               still deployed. It's insane; in this weather they should be 
               stowed (as is already the case with masts 2 and 3).

               Hurtling toward us. Rising and falling. Thundering through 
               the swells. And as she sweeps past CAMERA within a seeming 
               hairbreadth, we PAN with the ship and find ourselves...

               EXT - SHIP - NIGHT

               ...aboard the "Alexander Nevsky," along for the ride whether 
               we like it or not. There are men all around us, dark screaming 
               FIGURES glimpsed and half-glimpsed, heavy oilskin clothes 
               flapping in the gale. A GROUP OF MEN are in a life-or-death 
               tug of war

                                     WALTON
                         PULL, YOU BASTARDS! PULL!

               Riiiiippp! All eyes turn skyward as the uppermost sail tears 
               loose, the heavy canvas shredding away in huge billowing 
               tatters. The jib-arm wrenches free and plummets toward us, 
               trailing rope and fabric. The men dive aside as the jib 
               smashes into the deck like an exploding bomb. Splintered 
               shards of wood cartwheel through the air like shrapnel.

               Walton catches a glancing blow to the head and slams face- 
               down on the pitching deck.

               GRIGORI, the first mate, scrambles to Walton's aid. Walton 
               shoves him off, pushes painfully to his knees. LIGHTNING 
               throws his face into a stark relief map of pain and fury: 
               blood is streaming from his hairline, freezing in his eyes, 
               staining his teeth. He gazes up at the mainsail, still intact 
               and straining against the wind. We hear a huge CRACK!

               The base of the mast is starting to give.

                                     WALTON
                         Cut the damn rigging free before we 
                         lose the mast!

               Long-handled axes are grabbed from their mounts. Frantic men 
               begin hacking at the ropes. Walton snatches an axe from a 
               passing crewman and elbows his way to the front. He attacks 
               a guy-rope with primal fury, CAMERA rising and falling with 
               the motion of his axe. Suddenly, a chilling cry from high 
               above:

                                     LOOKOUT (O.S.)
                         IIIICEBEEEEERG!

               THE CROW'S NEST (MAST #2)

               The LOOKOUT is lashed to the mast by means of a safety rope 
               knotted at the chest. He points ahead.

               WALTON and the others spin to look as A PANORAMIC SHOT OF 
               THE BARENTS SEA reveals a magnificent vista of storming fury. 
               The ship is heading into an enormous field of icebergs dotting 
               the ocean like boulders in a quarry, The Nevsky is plying 
               these waters like a man running pell-mell through a mine 
               field.

               An iceberg passes massively and unexpectedly in the 
               foreground, rumbling within yards of the camera, wiping us 
               into darkness...

               EXT - NEVSKY - NIGHT

               ...and we wipe from darkness as a flapping piece of canvas 
               billows away to reveal 'Walton and the crew, gazing in 
               breathless horror as an iceberg looms from the gale before 
               them like a ghostly white mountain. Walton finds his voice:

                                     WALTON
                         HARD TO PORT!

               THE PILOT fights to turn the wheel. Men rush to his aid, 
               throw their backs into it, straining to the limit. The wheel 
               is grudging, fighting them every inch of the way.

               PUSH IN on Walton and the crew:

                                     GRIGORI
                         It's going to ram us.

                                     WALTON
                         It wouldn't dare.

               THE CROW'S NEST (MAST #2)

               The lookout fumbles under his coat, grabs the rosary around 
               his neck, clutches the crucifix tightly in both hands. Face 
               white with terror. Breath coming in ragged gasps.

               SHIP'S POV

               Crashing through the swells. Rising and falling. Tilting the 
               world and the audience on its ear. iceberg looming.  For a 
               brief moment we seem to be veering past. But then we swing 
               back in a final, churning, vertiginous plunge...

               ...and smack the ice.

               VARIOUS QUICK-CUT ANGLES

               God just hit the ship with an anvil. Mast #1 snaps at the 
               base with a thunderous CRACK and begins to topple in a 
               symphony of shattering wood and tangled rigging...

               The lookout on mast #2 is vaulted through the railing of the 
               crow's nest, screaming through the air, arms and legs 
               windmilling as he plummets head-first toward the deck below... 

               And is jerked to an abrupt stop by the safety line around 
               his chest, We hear another horrible CRACK... the sound of 
               his back breaking...

               Men are sliding, tumbling, screaming. Mast #1 completes its 
               fall, slamming massively to the deck, shattering a section 
               of the gunwale to splinters. Utter panic. Total chaos...

               Sheer mortal terror. And as the sequence builds to a final 
               brain-splitting crescendo of sound and fury, we

                                                              SMASH CUT TO:

               ARCTIC - TWILIGHT

               Total, stunning silence.

               A glittering wasteland of ice. Breathlessly cold. Even the 
               sun seems frozen, barely hanging on the horizon. Pellets of 
               snow scour the permafrost like broken glass, driven by a 
               desolate arctic wind. It's as if Hell had erupted through 
               the floor of the Earth in the form of ice. Nothing could 
               survive here. Nothing. 

               SLOW PAN reveals a distant ship frozen in the ice, tilted at 
               a permanent list. Silent. We see no signs of life.

               SUPE TITLE: "The Arctic, 1839."

               VARIOUS LINGERING ANGLES provide ominous detail-shots of the 
               Nevsky

               A flap of frozen canvas creaks in the wind...

               The pilot's wheel is now a crystalline sculpture of ice. The 
               forward mast lies across the deck like a broken limb, 
               extending out over the ice on a tangle of rigging...

               The ship's prow is smashed open above the water line...

               A familiar rosary lies broken on the deck. Beads scattered. 
               |A tiny Christ figure lies with arms thrown wide, painted 
               eyes staring up at the sky through a thin sheet of ice...

               HIGH, HIGH ANGLE

               From the top of mast #2. A breathtaking perspective of the 
               entire ship below, guaranteed to induce vertigo. The corpse 
               of the lookout is suspended below us at the end of the frozen 
               rope, His posture mimics the Christ figure: His arms thrown 
               wide, dead eyes staring up at the sky through a thin sheet 
               of ice. A ghastly still-life, the corpse twisting ever-so-
               slightly on the wind, rope creaking...

               A SAILOR thrusts into frame swaying precariously in the 
               rigging, WIDEN to reveal TWO MORE MEN as they reach out with 
               long gaffing poles to snag the corpse.

               EXT - NEVSKY - LOW ANGLE FROM ICE - TWILIGHT

               Walton watches them reel the body in. ANGLE SHIFTS as he 
               turns, revealing the rest of the crew working desperately to 
               free the ship. Axes and picks rise and fall in waves, slamming 
               into the ice, throwing up frozen chips. The men are near 
               collapse, exhaustion carved in their faces. The dogs are 
               nearby, huskies and malamutes huddled in the snow. Walton 
               rejoins the men, rams his axe fiercely into the ice.

                                     WALTON
                         Put your backs into it!

                                     SAILOR #1
                         What's the use? This godless ice 
                         stretches for miles! Would you have 
                         us chow our way back to England?

                                     WALTON
                         No. But we'll chop our way to the 
                         North Pole if we have to. Inch by 
                         bloody inch.

                                     GRIGORI
                         You can't mean to go on! Our journey 
                         is ended! The best we can hope for 
                         now is to get out of this alive!

                                     SAILOR #2
                         Aye, if the ice ever lets us!

                                     WALTON
                         The ice will break. And when it does, 
                         we proceed north... as planned.

               Cries of dismay from the men. Grigori thrusts his arm toward 
               the sky, pointing at the corpse on the mast.

                                     GRIGORI
                         At the cost of how many more lives?

               He's interrupted by a long, chilling HOWL. The lead husky 
               rises to its feet, hackles up, HOWLING at some unseen thing 
               in the distance. The other dogs start rising around him, 
               joining in, staring off across the ice.

                                     GRIGORI
                         There's something out there.

               The dogs are going berserk. The lead husky breaks free and 
               launches himself across the ice. The men scramble to restrain 
               the animals, but three more break away and take off after 
               their leader. Walton snatches up his rifle.

                                     WALTON
                         You five come with me! The rest stay 
                         with the ship!

               EXT - ARCTIC PANORAMA - TWILIGHT

               The Nevsky in the distance. The dogs come howling across the 
               ice toward us. The men trail substantially behind.

               BOOM DOWN to the icy boulders f.g. A massive hand comes 
               briefly to rest in one of the crags, ghastly gray skin 
               rippling with harsh ligaments and sinewy veins, brutal 
               surgical scars marring the wrist. A HUGE DARK FIGURE wipes 
               frame, fleeing into the rocks. The dogs come bounding past 
               in pursuit, snarling and slavering.

               THE RUNNING MEN hear an INHUMAN HOWL rise amidst those of 
               the dogs. A vicious free-for-all echoes from the rocks.

               Barking gives way to shrill squeals. An object is launched 
               from the crags, catapulted through the air in a high arc.

               Some men slip and fall as the object slams to the ground 
               with tremendous impact before them...

               ...and they find themselves staring in horror At the sight 
               of the lead dog. Silence now. Those who have fallen, rise.

               Walton cocks his rifle. The group proceeds, picks and axes 
               held ready, slowly skirting the rocks...

               ...and the massacre is revealed. Blood-stained ice. Dead, 
               mangled animals strewn about. One twitching survivor crawls 
               toward them on broken limbs, whining piteously, dragging its 
               entrails in a red smear.

                                     GRIGORI
                         Look.

               They follow his gaze. Bloody tracks lead away from the bodies, 
               ascending the rocks. Most are smeared and vague... but one 
               is clearly a bare human footprint. Several men cross 
               themselves. Walton shoulders the rifle, aims down at the 
               surviving dog. BLAM! A single bullet to the brain ends its 
               misery, punching a halo of blood onto the ice. The shot echoes 
               for miles.

                                     WALTON
                         Back to the ship.

               EXT - NEVSKY - ESTABLISHING - NIGHT

               Silhouetted against the aurora borealis. The horizon swirls 
               mysteriously with color and light. Distant slivers of 
               lightning kiss the earth. Men keep watch in furtive groups, 
               huddled against the cold, breath punching the air with billows 
               of vapor. A massive CRACKLING is heard. A YOUNG SAILOR spins, 
               jumpy.

                                     OLD SAILOR
                         Only the ice to starboard, boy.

                                     YOUNG SAILOR
                         Is it breaking up?

                                     OLD SAILOR
                         Just dancing on the current. It'll 
                         freeze even tighter come next wind.

               CAMERA DRIFTS past to another group:

                                     SAILOR #4
                         It was a polar bear. That's what I 
                         say.

                                     SAILOR #5
                         Say all you want, but you weren't 
                         there. It left human tracks.

                                     SAILOR #6
                         No man could tear those dogs apart.

                                     SAILOR #5
                         No human. We've roused a demon from 
                         the ice.

               CLANG-CLANG! The men spin. A SAILOR on starboard has rung 
               the signal bell. The men race over, crowding the gunwale.

                                     SAILOR
                         Something. In the mist.

               Walton appears from his cabin and crowds his way to the front, 
               rifle aimed at the sky. The men wait. Holding their breath. 
               Scanning the darkness.

               AN APPARITION looms eerily from the mist on a creaking floe 
               of ice, silhouetted by the shifting light of the borealis. 
               The figure's pose is uncanny and weird: neither standing nor 
               kneeling, but something in between, arm dangling at its side 
               and lolling slowly with the motion of the current.

                                     YOUNG SAILOR
                         It's the demon! Shoot while you've a 
                         chance!

               The Pilot lights the kerosene wick of a reflector box 
               spotlight and swings it around. The beam seeks out the specter 
               and pins it in a dim circle of light... revealing a man 
               collapsed on a dog sled, lashed to tiller upright stanchions 
               with frozen leather straps, Dead dogs lie in icy heaps around 
               him.

               EXT - NEVSKY - NIGHT

               The men venture onto the shifting ice with lanterns raised.

               Grappling lines are unslung and thrown, the ice floe snagged. 
               Gaffs reach out, drawing it closer. Men clasp arms, forming 
               a human chain. Grigori is the first to reach the motionless 
               figure on the dog sled.

                                     WALTON
                         Dead?

               Grigori cautiously eases his hand into the darkness of the 
               furred hood to search the neck for a pulse...

               ...and the figure scares the shit out of him. With a 
               convulsive shudder and a gasping intake of breath, the hood 
               rises up, revealing a haggard face tortured white with frost, 
               beard frozen solid, eyes blazingly intelligent and aware. 
               Walton finds himself in an extended beat of eye contact with 
               VICTOR FRANKENSTEIN.

               EXT - NEVSKY - ON DECK - NIGHT

               A HOWLING WIND has kicked up, pelting the huddled sentries 
               with sleet. CAMERA TRACKS past, moving steadily toward the 
               dimly-glowing window of Walton's cabin...

               INT - WALTON'S CABIN - NIGHT

               ...where we find Walton and Grigori in tense discussion:

                                     GRIGORI
                         Captain, I implore you. The men are 
                         frightened and angry. They want your 
                         assurance.

                                     WALTON
                         They knew the risks when they signed 
                         on. I've come too far to turn back 
                         now.

                                     GRIGORI
                         Then you run the danger of pushing 
                         them to mutiny.

               Walton pulls a pistol from his drawer and slams it flat on 
               the table before him.

                                     WALTON
                              (low, tight)
                         Let them try.

               Grigori is taken aback. He hears a shifting of blankets and 
               glances to the captain's bed. Walton follows his look.

               Frankenstein has awakened and is watching them.

               Grigori exits, uneasy under Frankenstein's gaze. Walton rises, 
               retrieves a pot from the stove.

                                     WALTON
                         You're awake. I've prepared some 
                         broth. It'll help restore you.

                                     VICTOR
                              (hoarse, faltering)
                         I'm... dying.

               Victor draws a hand from under the blanket and holds it before 
               his face. Fingers skeletal and black.

                                     VICTOR
                         Frostbite. Gangrene. A simple 
                         diagnosis.

                                     WALTON
                         Are you a physician?

                                     VICTOR
                              (faint smile)
                         How is it you come to be here?

                                     WALTON
                         There's a startling question, coming 
                         from you.
                              (beat)
                         I'm captain of this ship. We sailed 
                         from Archangel a month ago, seeking 
                         a passage to the North Pole.

                                     VICTOR
                         Ah. An explorer.

                                     WALTON
                         Would-be. I'm plagued with my share 
                         of difficulties just at the moment.

                                     VICTOR
                         I heard.

                                     WALTON
                         I can't say I blame them. We're 
                         trapped in this ice and bedeviled by 
                         some sort of... creature.

                                     VICTOR
                         Creature? A... human like creature?

                                     WALTON
                              (stunned)
                         You know of it?

                                     VICTOR
                         Your men are right to be afraid.

                                     WALTON
                         Then explain it, whatever it is. It 
                         could save the voyage. I've spent 
                         years planning this. My entire 
                         fortune.

                                     VICTOR
                         You'd persist at the cost of your 
                         own life? The lives of your crew?

                                     WALTON
                         Lives are ephemeral. The knowledge 
                         we gain, the achievements we leave 
                         behind... those live on.

               Victor reaches out with his blackened claw of a hand, pulls 
               him closer. Impassioned, intense:

                                     VICTOR
                         Do you share my madness?

                                     WALTON
                         Madness?

               CAMERA PUSHES SLOWLY on Victor's face...

                                     VICTOR
                         We are kindred, you and I. Men of 
                         ambition. Let me tell you all that I 
                         have lost in such pursuits. I pray 
                         my story will come to mean for you 
                         all that is capricious and evil in 
                         man.

                                     WALTON
                              (angry, frightened)
                         Who are you?

                                     VICTOR
                              (beat)
                         My name is Frankenstein...

               And CAMERA proceeds into the bottomless depths of Victor's 
               staring eye, plunging us into:

               TOTAL DARKNESS. Tick-tock. Tick-tock. A METRONOME fades up 
               before us.

                                     WOMAN'S VOICE (O.S.)
                         Failure has no pride, Victor. You 
                         must try again.

                                     LITTLE BOY (O.S.)
                         Yes, Ma'am.

               INT - GRAND BALLROOM - FRANKENSTEIN MANSION - DAY

               We hear a HARPSICHORD begin playing as a WIDER ANGLE reveals 
               a huge, magnificent room with vaulted ceilings thirty feet 
               high. Floor-to-ceiling windows. Hanging tapestries.

               VICTOR sits at the harpsichord, a very serious 7 year-old in 
               his little gentleman's suit and stiff starched collar.

               MRS. MORITZ, head of the housekeeping staff, conducts the 
               lesson. Her daughter JUSTINE, age 4, sits with her doll in a 
               huge wingback chair, making it dance to the music as she 
               listens... but her eyes are on Victor. She adores him.

               An enormous door swings open. Victor stops playing. His 
               PARENTS enter, ushering a somber and beautiful ELIZABETH, 
               age 6, across the vast expanse of floor. Victor slides off 
               the bench and faces them.

                                     FATHER
                         Mrs. Moritz, would you and your 
                         daughter excuse us?

                                     MRS. MORITZ
                         Of course, Doctor. Madam. Come along, 
                         Justine. Bring your dolly.

               Mrs. Moritz takes Justine's hand. Justine gazes back at Victor 
               and Elizabeth as her mother whisks her off.

                                     MOTHER
                         Victor. This is Elizabeth. She's 
                         coming to live with us.

                                     FATHER
                         She has lost her parents to scarlet 
                         fever. She is an orphan.

                                     MOTHER
                         You must think of her as your own 
                         sister. You must look after her. And 
                         be kind to her.

               Victor stares at Elizabeth. She returns the gaze evenly, 
               self-possessed and dignified even at this young age.

                                     ARCTIC VICTOR (V.O.)
                         I loved her from the moment that I 
                         first saw her.

               EXT - FRANKENSTEIN ESTATE - NIGHT

               A MASSIVE BOLT OF LIGHTNING hammers from the sky, reducing a 
               centuries-old oak tree to smoldering ruin...

               INT - DOWNSTAIRS PARLOR - NIGHT

               ...while Victor gazes at the storm, face pressed against a 
               window, astonished at the sight.

               Lightning throws seething shadows of the rain on his face.

                                     MOTHER
                         Victor. Elizabeth is frightened by 
                         the storm. Go comfort her.

               INT - UPPER LANDING - NIGHT

               We hear a CHILD SOBBING. Victor comes racing up the grand 
               staircase from below as LIGHTNING sends wild banister shadows 
               skittering. He caroms down the hall toward:

               INT - ELIZABETH'S ROOM - NIGHT

               Victor enters. Elizabeth is a tiny figure huddled in an adult-
               size bed, gazing up with tear-streaked face at the huge 
               skylights in the vaulted ceiling, dreading the next scary 
               boom and flash. Victor approaches and whispers:

                                     VICTOR
                         Don't cry, Elizabeth.

                                     ELIZABETH
                              (frightened)
                         Aren't you?

               KA-BOOM! A LIGHTNING BOLT rips overhead, rattling the panes 
               of glass. Victor does find it scary... but exhilarating.

                                     VICTOR
                         We'll build a fort. So the lightning 
                         can't get us.

               He races about the room, grabbing every pillow he can find 
               and hurling them to her. Big decorative pillows from the 
               chaise, bed pillows from the armoire... they all come flying. 
               She giggles as a big one knocks her flat. Victor scampers 
               onto the bed with her. They pile the pillows around and above, 
               concealing themselves in a bulging heap of cushions.

               INSIDE THE PILLOW-FORT

               Victor pokes his hand up, widening a space so they can still 
               see. Lightning glistens in their upturned eyes.

                                     ELIZABETH
                         Are you sure it can't hurt us?

                                     VICTOR
                         Nothing can. Not ever.

               She seeks his hand. Fingers clasp. Comfort and strength.

               TILT UP to the skylight. Rain drumming the glass...

               INT - MANSION - GRAND BALLROOM - DAY

               Victor and Elizabeth are learning to waltz, their movements 
               stiff and awkward, childlike. MRS. MORITZ is at the 
               harpsichord. Justine sits with her dolly, watching.

                                     MRS. MORITZ
                         You must lead, Victor. The lady will 
                         always look to you for guidance, so 
                         your steps must be sure and strong...

                                     VICTOR
                         Mrs. Moritz.

                                     MRS. MORITZ
                         ...aaand, one-two-three, one-two- 
                         three, twirl-two-three...

                                     JUSTINE
                         Mama, can I dance with Victor?

                                     MRS. MORITZ
                         Nonsense, Justine. Hush. And now a 
                         sweeping arc about the room! one- 
                         two-three, twirl-two-three.

               Victor and Elizabeth gamely work their way across the vast 
               room, tripping on each other's toes. They pass within inches 
               of CAMERA, bodies WIPING FRAME...

               INT - GRAND BALLROOM - DAY (TEN YEARS LATER)

               ...and they sweep from before our eyes, waltzing away from 
               camera to reveal Victor now 17, intense and handsome as he 
               approaches manhood. Elizabeth is a blossoming and graceful 
               beauty at 16. Mrs. Moritz is still conducting the lessons.

                                     MRS. MORITZ
                         ...one-two-three, twirl-two-three... 
                         Excellent! You'll be the envy of all 
                         the young ladies and gentlemen!

               They're certainly the envy of Justine, who gazes at Victor 
               as he sweeps Elizabeth around the room in his arms. She isn't 
               concentrating and fumbles on the keyboard. Her mother throws 
               her a look of reproval:

                                     MRS. MORITZ
                         Justine. Surely you can maintain 
                         better time than that.

                                     JUSTINE
                         Yes, Mama.

               Flustered, she puts her attention back on the keyboard as 
               Victor and Elizabeth keep dancing, swirling fluidly about 
               the room, their attention only on each other.

               INT - UPSTAIRS HALLWAY - NIGHT

               A skylight above us. A storm is raging, rain drumming the 
               glass. We hear SCREAMING in the house. TILT DOWN to Victor 
               perched at the edge of a settee, seething with tension.

               Waiting. Elizabeth is with him. She squeezes his arm, trying 
               to reassure him.

                                     ELIZABETH
                         She'll be all right.

               Another SCREAM rips down the hallway. Justine comes scurrying 
               up the stairs, about to enter his parent's room with a fresh 
               load of sheets. Victor lunges to his feet and intercepts, 
               trying to push past her, but finds the doorway implacably 
               blocked by Mrs. Moritz.

                                     MRS. MORITZ
                         You can do nothing here. Wait 
                         downstairs.

               He can see his mother in the dim kerosene light, writhing 
               and screaming on the bed, belly swollen and distended. His 
               father, sleeves rolled up, works feverishly to save her.

                                     VICTOR
                         Mother?

                                     FATHER
                         Victor, do as you're told!

               Justine glances at Victor, longing to comfort him. She 
               squeezes past into the room. The door slams in his face. He 
               turns to Elizabeth, eyes brimming with terror...

               INT - PARENTS' BEDROOM - NIGHT

               ...as his mother falls back on the sweat-soaked sheets, 
               blowing air like a bellows, trying to give birth...

               EXT - MANSION - NIGHT

               ...while her SCREAMS mingle with the howling of the wind, 
               the stump of the long-dead oak tree pokes from the earth in 
               the foreground like a gravestone, lashed by the rain.

               INT - DOWNSTAIRS PARLOR - NIGHT

               VICTOR stares out the window at the raging storm. Elizabeth 
               appears at his side. He doesn't look at her.

                                     VICTOR
                         As a boy, I stood at this window and 
                         watched God destroy our tree.

               b.g. screaming stops, Victor and Elizabeth turn, gazing up 
               the grand staircase. The sudden silence is even more 
               frightening. The FAINT CRY of a newborn infant drifts down A 
               door opens upstairs, throwing a spill of light. Victor's 
               father appears in silhouette, comes down the stairs toward 
               them. He pauses halfway down, unable to continue.

                                     VICTOR
                         Father?

               A FLASH OF LIGHTNING floods the room, revealing Victor's 
               father on the staircase. Face haggard. Eyes hollow. Clothes 
               spattered with blood. Hands glistening wetly red.

                                     ELIZABETH
                         Oh God. The blood.

               Father sits down shakily on a step. Victor and Elizabeth 
               race up the stairs and pause before him.

                                     FATHER
                         I did everything I could.

               Victor lets out a sob of anguish. Elizabeth begins to cry.

               Father gathers them into his arms.

               EXT - FRANKENSTEIN ESTATE - CEMETERY - DAY

               A BABY CARRIAGE stands amidst leaning gravestones, gothic 
               and ornate, a chill breeze billowing the lace.

               A PRIEST recites a Latin burial mass. DOZENS OF MOURNERS are 
               gathered before the Frankenstein family mausoleum... an 
               imposing edifice of stone and spidery wrought-iron, its 
               steepled roof crowned by a massive granite crucifix.

               A sleek black casket lies atop the bier, ringed with flowers 
               and sorrow. The trees are windswept and bare, branches stark 
               against a steely gray sky. Victor and Elizabeth stand apart 
               from the others, staring at the casket. Softly:

                                     VICTOR
                         How could all my father's knowledge 
                         and skill fail to save her?

                                     ELIZABETH
                         It's not ours to decide. All that 
                         live must die. It's God's will.

               Victor raises a grim look at the huge crucifix atop the 
               mausoleum. Christ returns his gaze with blank stone eyes

                                     VICTOR
                         What kind of God is He to will this?

                                     ELIZABETH
                         She was mother to me as well. But 
                         ours is the job of the living. It's 
                         up to us now to hold this family 
                         together. We must think of Father 
                         and be strong for him.
                              (beat)
                         I cannot do that alone.

                                     VICTOR
                         God took her from us.

                                     ELIZABETH
                         He left a beautiful gift in her place. 
                         A baby boy. To cherish and love as 
                         our very own. Your brother

               Victor glances at the baby carriage. He seeks her hand. Their 
               fingers clasp. Comfort and strength.

                                     VICTOR
                         Our brother.

               The baby starts CRYING as the casket is lowered, its thin 
               voice carried on the wind...

               EXT - MEADOW - DAY

               A gorgeous, sun-dappled day. Tall grass waving on the breeze. 
               Butterflies skittering. WILLIAM, 11 months-old, toddles into 
               view. He doesn't get far. PLOP! Down he goes, right on his 
               ass. His face scrunches up in surprise and he bursts into 
               tears.

               Elizabeth hurries over and scoops him up, cradling and 
               comforting him. Victor rises from a picnic blanket to join 
               them. Nanny Justine looks up from her task of laying out the 
               silverware and food.

                                     JUSTINE
                         Poor William! What indignant tears!

                                     ELIZABETH
                         There, there... shhh...

               Victor takes the baby and swoops him high in the air. The 
               child shrieks and wails, held aloft.

                                     ELIZABETH
                         Victor, have a care! You'll make him 
                         dizzy!

                                     VICTOR
                         The world is a dizzying place.

               She tries to reclaim the baby. Victor feints, keeping Willie 
               out of reach. Elizabeth grows crosser:

                                     ELIZABETH
                         Oh, do give him here! He needs to be 
                         comforted and held!

                                     VICTOR
                         He needs to vent his outrage to the 
                         skies! Make yourself heard, Willie! 
                         Learning to walk is not an easy thing! 
                         Why should it be so?

               Elizabeth is exasperated to realize that the baby has begun 
               to laugh. She glares at both of them. Men.

                                     ELIZABETH
                         That's the nature of all progress, 
                         William. Don't let your brother sway 
                         you otherwise.

                                     JUSTINE
                         Quite right!

               Victor cradles Willie as if to shield his delicate ears. He 
               peers at Elizabeth with mock-grave suspicion and speaks to 
               the baby sotto-voce, in deepest confidence, man-to-man:

                                     VICTOR
                         Don't listen, Willie. Progress is a 
                         feast to be consumed. Women would 
                         have you believe you must walk before 
                         you can run. Or run before you can 
                         waltz!

                                     ELIZABETH
                              (laughing)
                         Give me that child before you fill 
                         his head with drivel!

               Victor waltzes the baby in circles. Elizabeth stalks them.

                                     VICTOR
                         Devil take walking, ladies! My brother 
                         shall learn to waltz!

               He grabs her by the waist, pulls her into it. There's no use 
               resisting. She succumbs and they dance with the baby between 
               them. Justine is gasping with laughter.

                                     JUSTINE
                         Elizabeth, really! He's quite mad!

                                     ELIZABETH
                         Scandalous! What would your dear 
                         mother say?

                                     JUSTINE
                              (thinks a beat)
                         One-two-three, one-two-three, twirl-
                         two-three...

               Laughing, Victor and Elizabeth waltz little William around 
               in a sweeping arc. They pass within inches of the CAMERA, 
               bodies wiping frame...

               INT - GRAND BALLROOM - NIGHT (6 YEARS LATER)

               To reveal the grand ballroom ablaze with candlelight and 
               spectacle as a HUNDRED DANCERS swirl about the floor in a 
               breathtaking waltz to the music of a full string ensemble 
               (NOTE: The music here should be our movie's distinctive 
               WALTZ/LOVE THEME, which will reoccur later.)

               Victor and Elizabeth dance magnificently, room spinning about 
               them in a blur. Now 24, he's in the prime of manhood.

               Elizabeth, 23, is a drop-dead beauty radiating poise and 
               intelligence. They're so right for each other, so beautiful 
               together, your heart could break just looking at them.

               Justine, now 21, has blossomed into a beauty herself. She's 
               at the sidelines, wearing a lovely gown, wishing someone 
               would ask her to dance. William, now 7, scampers to her side. 
               She stoops to straighten his collar and smooth back his hair. 
               Waltzing couples swirl past them.

                                     WILLIE
                         Auntie Justine, Papa said I could 
                         have a sweet.

                                     JUSTINE
                         You can. But not before dinner.

               The music ends amidst applause. The men bow to the ladies, 
               the ladies curtsy in return. Victor escorts Elizabeth off 
               the dance floor. Elizabeth fans herself, flushed and happy.

                                     JUSTINE
                         You dance so beautifully together.

                                     ELIZABETH
                         And you look so lovely.

               They share a sisterly hug and a radiant smile. The orchestra 
               recommences. The music is lush. Justine looks hopefully to 
               Victor, keeping her tone light:

                                     JUSTINE
                         Victor? Spare me one dance?

               Elizabeth catches Victor's eye.

                                     ELIZABETH
                         Go on, ask her. Please. I'm quite 
                         out of breath.

               Victor gallantly offers his arm. Justine takes it, lighting 
               up as he escorts her onto the dance floor ...

               ...and they begin to dance. She's glowing. This is a big 
               moment for her. But they've hardly begun, when...

               ...ting-ting-ting, Victor's father is tapping a champagne 
               glass with a knife. The dancers stop. The orchestra falls 
               silent. Justine hides her disappointment as servants pass 
               among the guests with glasses of champagne.

                                     FATHER
                         My friends, fatherly pride won't 
                         allow this occasion to pass without 
                         my raising a toast.

               Shouts of assent. Victor is grabbed by his friends and dragged 
               forward, a glass of champagne shoved in his hands.

                                     FATHER
                         To Victor. My son. Who read every 
                         medical book in my library by age 
                         thirteen... and then re-read them, 
                         which seemed excessive even to me.
                              (the guests ROAR with 
                              laughter)
                         Drape yourself in glory, my boy.  
                         Study well.  When you return, you 
                         return a man of medicine. I will 
                         then be honored to call you 
                         "colleague."

                                     VICTOR
                         But never your equal.

                                     FATHER
                         No. You'll surpass me.

               Applause and roars of approval. The drinks are tossed back.

               Victor is jostled with backslaps and handshakes.

               EXT - MANSION - NIGHT

               Music and warm light spill from the windows. A COUPLE eases 
               through a French door and come racing across the lawn, 
               giggling and hushing each other. They take refuge under a 
               tree, revealing their faces to the moonlight: Victor and 
               Elizabeth. She leans against the trunk to catch her breath.

                                     ELIZABETH
                         Smell the air. Wonderful.

                                     VICTOR
                         Quite a send-off, isn't it?

                                     ELIZABETH
                         Father's so proud.

                                     VICTOR
                         And you?

                                     ELIZABETH
                         Prouder still. You'll be the 
                         handsomest student there.

                                     VICTOR
                         I'll have to do better than that.

                                     ELIZABETH
                         You will.
                              (searches his eyes)
                         What do you want, Victor?

                                     VICTOR
                         To be the best there ever was. To 
                         push our knowledge beyond our 
                         dreams... to eradicate disease and 
                         pestilence... to purge mankind of 
                         ignorance and fear...

               He's so serious, she can't help laugh.

                                     VICTOR
                         I'm not mad.

               She smiles, smoothes a lock of hair gently off his forehead.

                                     ELIZABETH
                         No. Just very earnest. And very dear.

               An extended moment. Unspoken words flowing between them.

               Victor leans forward and kisses her. Her eyes widen slightly. 
               So do his. Shared excitement, gentle and sexy beyond belief. 
               They pause, draw back, searching each other's eyes. He 
               whispers:

                                     VICTOR
                         I've loved you all my life

                                     ELIZABETH
                         All my life I've known.

               They kiss again. A breath. A shiver.

                                     VICTOR
                         This feels... incestuous.

                                     ELIZABETH
                         Is that what makes it so delicious?

               She brushes her lips against his. Gentle as a sigh.

                                     ELIZABETH
                         Brother and sister still?

                                     VICTOR
                         I wish to be your husband.

                                     ELIZABETH
                         I wish to be your wife.

                                     VICTOR
                         Then come with me to Ingolstadt. 
                         Marry me now.

                                     ELIZABETH
                         If only I could. But one of us must 
                         stay. Father's not strong. Willie's 
                         just a child. Who can look after 
                         them in your absence? Who can run 
                         the estate?

                                     VICTOR
                         Only you.

                                     ELIZABETH
                         I will be here when you return.

               Another kiss. Turning lustful and steamy. They melt into 
               each other, sinking down, bodies pressing and minds afire.

               These people are hot for each other. They stop, stunned at 
               the intensity. He lays his head to her breast. Their fingers 
               clasp. She whispers her secret:

                                     ELIZABETH
                         My head is spinning. I want to give 
                         myself to you.

               He raises his head. She meets his gaze evenly

                                     ELIZABETH
                         If we're to be married, must we wait?

               He touches her face. Fingertips tracing downward, gentle and 
               reverent, brushing the contours of her bosom at the edge of 
               her bodice. She shivers. Closes her eyes. Lays her hand over 
               his. Guiding his touch.

                                     VICTOR
                         You make me weak.

                                     ELIZABETH
                         Not as weak as I.

               She raises his hand to her mouth. Brushing his fingertips 
               with her lips. Wrestling with desire. Their eyes meet.

                                     ELIZABETH
                         Our decision. Together.

                                     VICTOR
                         Your decision. For us.

                                     ELIZABETH
                              (hesitates)
                         I give you my soul...

                                     VICTOR
                              (nods)
                         ...until our wedding night. When our 
                         bodies will join.

                                     ELIZABETH
                         Victor. I love you,

                                     VICTOR
                         Elizabeth. My more than sister.

               They kiss again. Gently...

               EXT - FRANKENSTEIN ESTATE - CEMETERY - DAWN

               A misty gray dawn. Victor is kneeling at a gravestone, 
               observing a moment of silence. His saddled horse is tethered 
               nearby. Softly:

                                     VICTOR
                         I'll make you so proud, Mother.

               He lays a small sprig of flowers on the grave, rises and 
               walks toward his horse.

               EXT - MANSION - MORNING

               Overcast and chill. An open carriage stands loaded. The family 
               and household staff have turned out. Victor stands ready to 
               go. Father pulls him into a back-slapping embrace.

                                     FATHER
                         Write to us often.

               Victor moves on to Justine, takes her hand.

                                     VICTOR
                         We never finished our dance.
                              (she smiles)
                         Someday we shall.

               Next is William. The little boy stands stiffly, tears on his 
               face, trying to be brave. Victor kneels and whispers:

                                     VICTOR
                         The others will look to you while 
                         I'm gone, Willie. Be strong.

               The boy nods miserably, throws his arms around Victor's neck. 
               Last comes Elizabeth. She and Victor regard each other, 
               sharing the secret of last night. A faint smile plays at the 
               corners of her mouth. He kisses her cheek.

                                     VICTOR
                         Elizabeth.

               He mounts the carriage. CLAUDE snaps the reins and lurches 
               away, speeding Victor off to his future. Victor turns back 
               for a final look at the home and family he loves so much.

               William runs after him until he's gone from sight...

                                                               DISSOLVE TO:

               INGOLSTADT - ESTABLISHING ANGLES - DAY

               High white clouds in a blazing blue sky. Church steeples 
               rising among the rooftops. Beautiful.

               BOARDING HOUSE - DAY

               FRAU BRACH trudges heavily up a long, steep, narrow flight 
               of stairs with Victor teetering uneasily behind.

                                     FRAU BRACH
                         No real rooms left. All we've got is 
                         attic space. No one ever wants the 
                         attic space...

               ATTIC SPACE/GARRET - DAY

               She leads him into an immensely long space running a twisted 
               path the entire length of the building; various levels and 
               areas unhindered by wall separation, massive vaulted beams 
               crisscrossing as understructure to the roof. Daylight filters 
               dimly through dozens of dormer windows and skylights coated 
               with grime. Nooks and crannies abound.

                                     VICTOR
                         This will do nicely.

               UNIVERSITY - DAY

               A monumental structure of brick. A BELL TOWER TOLLS. Dead 
               leaves scurry across the lawn.

               LECTURE HALL - DAY

               PROFESSOR KREMPE, a squat little man, paces before the packed 
               galleries of eager young STUDENTS.

                                     KREMPE
                         In science, the letter of fact is 
                         the letter of law. Our pursuit is as 
                         dogmatic as any religious precept. 
                         Think of yourselves as disciples of 
                         a strict and hallowed sect. Someday 
                         you may be priests... but only if 
                         you learn the scripture chapter and 
                         verse.
                              (off their laughter)
                         Any questions?

                                     VICTOR
                              (hand shoots up)
                         But surely, Professor, you don't 
                         intend we disregard the more... 
                         philosophical works.

                                     KREMPE
                         Philosophical?

                                     VICTOR
                         Those which stir the imagination as 
                         well as the intellect. Paracelsus, 
                         for one.

               This reference is lost on all but a few. At the faculty table: 
               PROFESSOR WALDMAN peers up at Victor, adjusting the glasses 
               on his nose. Up among the students: HENRY CLERVAL leans out 
               and shoots an amused look in Victor's direction.

               SCHILLER catches Henry's look and rolls his eyes.

                                     KREMPE
                         Paracelsus?

                                     VICTOR
                         Or Albertus Magnus. Cornelius 
                         Agrippa...

                                     KREMPE
                         What is your name?

                                     VICTOR
                         Victor Frankenstein, sir.
                              (no response)
                         Of geneva.

                                     KREMPE
                         Of Geneva.
                              (beat)
                         Tell me, Mr. Frankenstein of Geneva. 
                         Do you wish to study medicine? Or 
                         mysticism?

               Titters sweep the room. Krempe remains staunchly unamused:

                                     KREMPE
                         Those of you unfamiliar with Mr. 
                         Frankenstein's suggested reading 
                         list... thankfully, that would be 
                         most of you... would be well advised 
                         to avoid it. Here at Ingolstadt, we 
                         concern ourselves with immutable 
                         reality...
                              (specific to Victor)
                         ...not the ravings of lunatics and 
                         alchemists hundreds of years in their 
                         graves. Understood?

               Victor is flushed and humiliated. Held like to say more, but 
               wisely swallows his anger and nods.

                                     KREMPE
                         I am relieved. Are there any relevant 
                         questions?
                              (there are none)
                         Lecture hall dismissed.

               EXT - UNIVERSITY - DAY

               Victor exits wearing a distinctive black greatcoat, fuming 
               over the exchange with Krempe. He strides across the lawn, 
               eyes fixed straight ahead.

               Henry Clerval races up behind him and falls casually in step. 
               Victor glances over. Henry nods pleasantly, as if held been 
               there all along. Victor responds with a curt nod and resumes 
               his straight-ahead demeanor. They walk in silence, just two 
               guys heading in the same direction.

               Henry can't help it; he snickers loudly to himself. Victor 
               shoots him a sharp look. Henry's smirk vanishes, replaced 
               with blank innocence. Did somebody snicker?

                                     HENRY
                         I was just clearing my throat.

                                     VICTOR
                         Very well then.

               They continue walking. Silence thick. Finally:

                                     HENRY
                         You know, you're quite mad.

               Victor stops. Turns.

                                     VICTOR
                              (low, measured)
                         I am not mad.

                                     HENRY
                              (matching Victor's 
                              tone)
                         As a march hare.

               Henry's expression betrays nothing... but perhaps there's a 
               trace of amusement in his eyes?

                                     VICTOR
                         Are you having me on?

                                     HENRY
                         Of course I am. It pays to humor the 
                         insane.

               Beat. Victor smiles. Henry grins, offers his hand. Takes it.

                                     HENRY
                         Henry Clerval.

                                     VICTOR
                         Victor, Victor Frankenstein.

                                     HENRY
                         I know. You have a way of making an 
                         impression.

               INT - GASTHOF - DUSK

               The tavern is packed with students and noise. Beer and food 
               served at a frantic pace. We find Victor and Henry at a small 
               table, tearing into sausages and cheese.

                                     VICTOR
                         Do you really think I'm mad?

                                     HENRY
                         Come now. Magnus? Agrippa? Next thing 
                         you know, you'll be teaching 
                         toadstools to speak.

               Schiller enters with FRIENDS. They pause at Victor's table

                                     SCHILLER
                         If it isn't the sorcerer. Found 
                         yourself an apprentice?

                                     VICTOR
                         I'm afraid I rejected his application. 
                         He merely dabbles.

                                     HENRY
                         Dilettantes need not apply. What 
                         about you? Schiller, isn't it?

                                     SCHILLER
                         Von Schiller. I'm interested in real 
                         medicine. Treating the sick.

                                     HENRY
                         Really? I myself find sick people 
                         rather revolting.
                              (off their looks)
                         I'm here to secure my degree with a 
                         minimum of fuss and hard work that I 
                         might settle into a life of privilege 
                         treating rich old ladies with gout 
                         and dallying with their daughters.

                                     SCHILLER
                         You two disgust me.

               Schiller and his friends stalk off.

               EXT - INGOLSTADT - DUSK

               LONG LENS magnificently compresses buildings and steeples, 
               distant hills and drizzly sky. Victor wears his greatcoat as 
               he and Henry walk along a twisty cobblestone street.

                                     VICTOR
                         Rich old ladies and their daughters?

                                     HENRY
                         Can you think of a better reason?

                                     VICTOR
                         Quite a few.

                                     HENRY
                         Do me a favor then...
                              (claps his shoulder)
                         ...keep them to yourself.

               Victor takes a shocked beat and bursts into laughter.

               INT - AUTOPSY ROOM - DAY

               Waldman, in sinock, addresses a GROUP OF STUDENTS from across 
               morgue slab. He throws a sheet back to reveal a corpse 
               dissected to reveal the inner workings. The others crowd for 
               a closer look. Victor glances to Henry, who leans back and 
               rolls his eyes in utter disgust.

               INT - VICTOR'S GARRET - DAY

               PUSHING SLOWLY IN on Victor sitting at a tall dormer window, 
               writing a letter with quill and ink. It's raining outside. 
               The garret is tidied.

               EXT - RYE FIELDS - FRANKENSTEIN ESTATE - LATE DAY

               WORKERS are harvesting for miles around. PAN to Elizabeth 
               and Claude examining the sheaves on a wagon. She cracks the 
               grain and tastes it, glances to Claude. He smiles and nods.

                                     CLAUDE
                         It's turning out to be a good year.

                                     ELIZABETH
                         Let's return a tenth of the crop to 
                         the tenants.
                              (off his look)
                         They had a hard winter.

                                     CLAUDE
                         Not even your father would be that 
                         generous.

                                     ELIZABETH
                         Then there's no need to tell him, is 
                         there?

               Claude grins and motions to his MEN. They resume loading the 
               sheaves as a STABLEBOY rides up:

                                     STABLEBOY
                         Miss! The mail arrived! There's one 
                         from Master Victor!

               INT - FRANKENSTEIN PARLOR - NIGHT

               We find the family gathered around the fire as Elizabeth 
               reads Victor's letter aloud:

                                     ELIZABETH
                         ...and not a day goes by that I do 
                         not cherish your faces in my mind's 
                         eye or ache to see you all again. Be 
                         assured that I am with you in spirit, 
                         and you are never far from my 
                         thoughts. I remain, as always, your 
                         loving and devoted Victor. P.S.

               She pauses, reading ahead.

               INSERT OF LETTER

               The P.S. reads: "Elizabeth... I am holding our vow precious 
               in my heart."

               ELIZABETH

               glances up at their expectant faces.

                                     WILLIE
                         What does it say?

                                     ELIZABETH
                         It says, give Willie an extra big 
                         hug for me.

                                     WILLIAM
                              (beaming)
                         Read it again?

               She smiles, rearranges the pages as we

                                                                   FADE TO:

               INT - UNIVERSITY HALLWAY - DAY

               A classroom door. SHOUTING from within:

                                     VICTOR (O.S.)
                         That's no excuse for being a pompous 
                         ass!

               Victor storms out with Krempe at his heels. Krempe pauses in 
               the doorway, red-faced, bellowing after him:

                                     KREMPE
                         I'll see you thrown out of this 
                         university! I'll go to the dean 
                         himself! Take me at my word, 
                         Frankenstein! The dean himself!

               Classroom doors are opening, faces peering out. Waldman among 
               them. Victor keeps going, doesn't look back.

               INT - GASTHOF - NIGHT

               Victor and Henry slouched at their regular table writes in 
               his thick, well-worn leather journal.

                                     HENRY
                         The entire school heard it. It wasn't 
                         something one could miss.

                                     VICTOR
                         You're a comfort to me, Henry.

                                     HENRY
                         What now? Writing about it in your 
                         journal won't help.

                                     VICTOR
                              (quietly)
                         It's a letter to my father.

               Henry falls silent. Victor closes the journal, winds it secure 
               with its leather thong, jams it deep in the outer pocket of 
               his greatcoat. Brooding. The bell above the door JINGLES. A 
               gust of wind sweeps in. They glance up. Professor Waldman 
               enters, dapper and soft-spoken, impeccably courteous. He 
               murmurs a pleasantry to the INNKEEPER and drifts over to 
               Victor's table.

                                     VICTOR
                         Professor Waldman.

                                     WALDMAN
                              (takes a seat)
                         Victor, explain yourself.

                                     VICTOR
                         Krempe has a way of provoking my 
                         temper.

                                     WALDMAN
                         You have a way of provoking his.
                              (beat)
                         I've been watching you. You seem 
                         impatient with your studies.

                                     VICTOR
                         To say the least. I came here to 
                         expand my mind, but honest inquiry 
                         seems strangled at every turn. All 
                         we do is cling to the old knowledge 
                         instead of seeking the new.

                                     WALDMAN
                         You disdain accepted wisdom?

                                     VICTOR
                         No, I embrace it... as something to 
                         be used or discarded as we advance 
                         the boundaries of what is known.

                                     HENRY
                              (mutters to Waldman)
                         Now you've got him started.

                                     VICTOR
                         These are exciting times, Henry. 
                         We're entering an era of amazing 
                         breakthroughs. Look at Edward Jenner. 
                         He wasn't content to bleed people 
                         with leeches, he pioneered a new 
                         frontier of thought

                                     HENRY
                         ...yes, and thanks to him, smallpox 
                         has been virtually eliminated. I've 
                         heard this speech before.

                                     VICTOR
                         But you haven't listened, Never in 
                         history has so much seemed possible. 
                         We're on the verge of answers undreamt 
                         of... but only if we have the courage 
                         to ask the questions.

                                     WALDMAN
                         I understand your frustration. I was 
                         young once myself.
                              (beat)
                         Walk me home. Something I'd like to 
                         show you.

               INT - WALDMAN'S HOME - WORKSHOP - NIGHT

               The gaslights come up with a SOFT HISS. The first thing Victor 
               and Henry notice is an artist's nook situated adjacent to 
               big windows where the light would be best during the day. 
               Easels are lined with in-progress work on a variety of 
               subjects, everything from landscapes to anatomical studies, 
               all quite excellent.

               The rest of the place is a laboratory crammed floor-to-rafter 
               with arcane equipment. Taking off his coat and rolling up 
               his sleeves, Waldman leads Victor and Henry down rows of 
               tables crammed with experiments and clutter.

                                     WALDMAN
                         You know for thousands of years the 
                         Chinese have based their medical 
                         science on the belief that the human 
                         body is a chemical engine run by 
                         electricity? They say we all contain 
                         streams of energy which flow through 
                         us like currents in the ocean, or 
                         rivers in the earth.

               They arrive at a table. Waldman roots through a tray of 
               knickknacks, holds up an acupuncture needle.

                                     WALDMAN
                         Their doctors treat patients by 
                         inserting needles like these into 
                         the flesh at various key points to 
                         manipulate these electric streams.

               He directs their attention to an ancient Chinese silk on the 
               wall. It depicts the human body from front and side angles.

               Acupuncture points are clearly marked.

                                     VICTOR
                         Preposterous.

                                     WALDMAN
                         I once saw it done, as a boy in 
                         Canton. My parents were missionaries. 
                         The cure was nothing short of 
                         miraculous.
                              (off their looks)
                         I've never forgotten it. Been 
                         fascinated ever since.

                                     HENRY
                         It smacks of magic.

               Waldman slides forth a steel pan and uncovers it to reveal 
               an enormous dead toad in dissection. Copper mounting pins 
               trail wires to a small panel of switches. The switches, in 
               turn, are connected to a series of galvanic batteries.

               Waldman starts throwing switches. Victor and Henry jump as 
               the toad convulses with motion. They watch, stunned, as 
               Waldman puts the toad through its paces: legs kick, feet 
               flex, mouth opens and closes, lungs breathe.

                                     WALDMAN
                         Magic. Seems alive, doesn't it?

               Waldman shuts the thing down, strips off his gloves, his arm 
               at the array of wires and batteries.

                                     WALDMAN
                         Electricity.

                                     VICTOR
                         It's utterly fantastic! This is the 
                         sort of thing I'm talking about! We 
                         should be learning this!

                                     WALDMAN
                         Why? God alone knows what it means. 
                         Until it has proven value, it's 
                         nothing more than a ghoulish parlor 
                         trick. Hardly fit for the classroom.

                                     VICTOR
                         But the possibilities. Combining 
                         ancient knowledge with new? Something 
                         like this could change our fundamental 
                         views!

                                     WALDMAN
                         It is a thrilling direction to 
                         explore. Thrilling and dangerous.
                              (off his look)
                         Nature can be wonderful and terrible. 
                         Science is not a realm for the 
                         reckless; it needs a conscience. We 
                         must proceed cautiously. Assess as 
                         we go.
                              (drapes the toad)
                         What I do on my own time is my own 
                         business. The same holds true for 
                         you. You wish to expand your mind? 
                         Fine, do so. You can even join me 
                         here, if you like. But not at the 
                         expense of your normal studies.

                                     VICTOR
                         I doubt that decision is still mine 
                         to make.

                                     WALDMAN
                              (waves)
                         Nonsense. Tonight you will draft an 
                         apology to Professor Krempe...

               Victor starts to object, but Waldman overrides him with a 
               stern gesture for silence. Listen.

                                     WALDMAN
                         "...a sincere and heartfelt apology 
                         which you will then read aloud to 
                         him before the assembled student 
                         body and faculty.

                                     VICTOR
                         Why?

                                     WALDMAN
                              (draws close)
                         Our profession needs talent like 
                         yours. Destroy your career over an 
                         issue of pride? What a waste.

               Waldman hands him the acupuncture needle. A gift. Victor 
               studies it, fascinated.

                                     WALDMAN
                         Go home, Victor. Write the letter,

               INT - LECTURE HALL - DAY

               DOLLYING VICTOR IN A SWW 360: He stands before the students 
               and faculty, reading his apology.

                                     VICTOR
                         ...and I further wish to extend my 
                         sincerest regrets to Professor Krempe 
                         for my display. My behavior toward 
                         him was both rash and inexcusable.

               Up in the gallery, Krempe nods grudgingly to himself.

               INT - FRANKENSTEIN MANSION - DUSK

               Exquisite silverware goes CLINKING SOFTLY onto polished wood 
               as:

                                     ELIZABETH (O.S.)
                              (laughing)
                         I knew held get himself in trouble.

               TILT UP to reveal the expansive dinner table being set for 
               guests. KITCHEN STAFF are to-ing and fro-ing. Elizabeth splits 
               her attention between supervising and reading Victor's letter, 
               while Justine busies herself with a flower arrangement. Willie 
               gets underfoot. Father just sits.

                                     JUSTINE
                         Must've been a terrible row.

                                     ELIZABETH
                         He was almost expelled for calling 
                         one of his professors a "pompous...
                              (glances to Willie)
                         Fellow..." 

                                     FATHER
                         He always was opinionated.

                                     ELIZABETH
                              (reads on, laughs)
                         He set things right with a proper 
                         apology... and now they've put him 
                         in charge of dissection lab!

                                     WILLIE
                         What's that?

                                     FATHER
                         That's where they cut things open 
                         and peer about inside.

                                     WILLIE
                         Things? What sort of things?

               Father is about to press on with the gory details, but 
               Elizabeth freezes him with a glance.

                                     ELIZABETH
                         It's far too ghoulish for your young 
                         ears.

               The old man throws Willie a look. We'll talk later.

                                     ELIZABETH
                         The point is, your brother is a 
                         brilliant student well on his way to 
                         becoming the finest-and most 
                         compassionate doctor ever...

               INT - WALDMAN'S WORKSHOP - NIGHT

               A DISSECTED DOG convulses through its electronically-induced 
               paces. Kicking. Twitching. Tasting the air with its dead 
               tongue. TILT UP to reveal Victor at the switch.

               Waldman leans close to observe. Softly:

                                     WALDMAN
                         Re-configure the leads?

                                     VICTOR
                         Numbers four and twelve directly 
                         into the nervous system?

               Waldman nods.

                                     WALDMAN
                         Worth a try.

               INT - AUTOPSY ROOM - DAY

               With Waldman at his side and Henry providing the tools as 
               needed, Victor instructs a freshman class in the internal 
               workings of a dissected corpse. Professor Krempe observes 
               from a distance.

                                     VICTOR
                         ...and the medulla oblongata is the 
                         transition between the spinal cord 
                         and the two parts I've already 
                         named... cerebrum and cerebellum. 
                         Any freshmen feeling queasy yet?
                              (glances around, smiles)
                         All of you, from the look of it. 
                         We'll resume your torture tomorrow.

               He waves them dismissed. They laugh and exit, relieved.

               Waldman squeezes Victor's elbow. Well done. Victor stiffens 
               at Krempe's approach.

                                     KREMPE
                         You seem to be adapting well to the 
                         approved curriculum.

                                     VICTOR
                         Despite the lack of challenge.

               Krempe reddens, but says nothing. He gives Waldman a curt 
               nod and walks off.

                                     WALDMAN
                         Victor. He was trying to be gracious.

                                     VICTOR
                         The strain was evident.

                                     HENRY
                         Come now, you must take some 
                         satisfaction. You've risen to the 
                         top of your class. A position of 
                         prominence and regard.

               Victor weighs this, glances at both of them, smiles.

                                     VICTOR
                         What keeps me going are my friends.

               He throws his arm around Henry's neck, pulls him into an 
               affectionate headlock. Henry struggles and laughs:

                                     HENRY
                         Leave off!

               JEWELER'S SHOP - DAY

               Victor is gazing with reverence at a gorgeous oval locket 
               dangled before him by a smiling JEWELER. He glances to Henry 
               for an opinion.

                                     HENRY
                         Your Elizabeth must be quite a 
                         treasure, Victor
                              (pointedly to jeweler)
                         ...to justify these prices.

               The jeweler's smile goes frosty.

               WALDMAN'S WORKSHOP - DAY

               TIGHT ANGLE ON the locket lying open against canvas, dangling 
               from an easel frame. TILT DOWN to reveal a magnificent 
               miniature oil portrait of Victor in progress, no more than 
               three inches high within its penciled oval.

               Waldman paints with an extraordinarily delicate touch, 
               jeweler's glasses riding low on his nose, eyes unnaturally 
               large behind the magnifying lenses. Victor sits patiently 
               for the portrait, suffused with daylight.

               Henry leans in over Waldman's shoulder, studying the portrait. 
               Waldman stiffens a bit, aware of his presence. He clearly 
               hates people looking over his shoulder.

                                     HENRY
                              (deadpan)
                         Shouldn't the nose be above the mouth?

               Waldman heaves a long-suffering sigh. He abruptly jabs his 
               brush at Henry's nose, daubing it with paint. Dignity upheld 
               he resumes his careful work as Victor laughs.

               INT - WALDMAN'S HOUSE - DINING ROOM - NIGHT

               Victor, Waldman, and Henry are gathered around the remains 
               of a meal, laughing uproariously, enjoying one another's 
               company. Cigars are lit, wine is flowing. Conversation is 
               fast and loose, intense and passionate:

                                     WALDMAN
                         I'm quite serious. Look at all the 
                         charity and clinic work we do. Up 
                         until thirty years ago, the concept 
                         of vaccine was unheard of.

                                     HENRY
                         You're saying all disease will 
                         eventually be eradicated?

                                     WALDMAN
                         I'm convinced. Not by treating 
                         symptoms, but by diving nature's 
                         most jealously-guarded secrets.

                                     HENRY
                              (turning serious)
                         Do you foresee this happening in our 
                         lifetimes?

                                     WALDMAN
                         No. But someday.

                                     HENRY
                         Thank goodness. We'd be out of work.

               A HOWL OF OUTRAGE AND LAUGHTER. Victor flings his napkin in 
               Henry's face.

                                     VICTOR
                         Only you would think of that!

                                     HENRY
                              (laughing)
                         Somebody has to!

               Victor raises his wine glass. The others join. A toast.

                                     VICTOR
                         I tell you what we need, my friends. 
                         Forget the symptoms and diseases. 
                         What we need is a vaccine for death 
                         itself.

                                     WALDMAN
                              (laughter)
                         Oh, now you have gone too far. There's 
                         only one God, Victor.

                                     HENRY
                              (raises his glass)
                         And here's to Him. Everything in 
                         moderation, Frankenstein.

                                     VICTOR
                              (grins)
                         Nothing in moderation, Clerval.

               INT - POOR HOUSE - DAY

               CAMERA, TRACKS the gritty reality of a big-city poor house, 
               crammed with society's dregs: the poor, the uneducated, 
               wailing babies, stampeding children. Absolutely jangling 
               with noise and confusion... loud and stifling... people 
               getting eye-ear-nose-throat exams... being vaccinated...

               The "doctors" in attendance are all Ingolstadt STUDENTS 
               performing community service, none of whom look like they're 
               enjoying it. Schiller looks particularly harried. We find 
               Victor and Henry giving out vaccinations. They keep glancing 
               over their shoulders at Waldman as he gets further embroiled 
               in a no-win argument with a wiry, ferret-faced MAN terrified 
               about getting his vaccination:

                                     MAN
                         Yer not stickin' it in me! Got pox 
                         in it, I hear tell!

                                     FAT WOMAN
                         Pox? They givin' us pox?

               Ripples of panic spread. Waldman is as tense and clipped as 
               we've ever seen him, valiantly trying to control his temper 
               amidst the surrounding cacophony and ad-lib dialogue:

                                     WALDMAN
                         No, it's not pox, it's a vaccine...

                                     FAT WOMAN
                         Vaca-what?

                                     WALDMAN
                         ...vaccine, from the Latin vacca, 
                         meaning cow
                              (glances at her girth)
                         ...or vaccinia, meaning cowpox...

                                     MAN
                         I told you there was pox in it!

                                     WALDMAN
                         ...no, no, cowpox in a minute 
                         quantity, perfectly harmless, gives 
                         you a natural immunity to small ox, 
                         which is the point of this whole 
                         bloody exercise...

               Victor and Henry are pausing work. Concerned. Drifting closer. 
               The ferret-faced man is cornered.

                                     MAN
                         You doctors kill people! I don' care 
                         what you say, you ain't stickin' it 
                         in me!

                                     WALDMAN
                         I most assuredly am! It prevents 
                         disease and it's the law! Why am I 
                         explaining myself? Somebody restrain 
                         this damn fool!

               It happens this fast: There's an innocuous blur of motion as 
               the man seems to tap Waldman lightly in the stomach, then he 
               darts away, slamming past Victor and Henry. Victor looks 
               after him running away, hears something clatter to the floor. 
               He glances down. A thin knife. Victor looks to Waldman. 
               Puzzled. It still hasn't really dawned.

               Waldman turns to them, face drained of color, hand pressed 
               to his sternum, lips tight. He looks more annoyed than 
               anything else. He exhales slowly.

                                     HENRY
                         Professor?

                                     WALDMAN
                              (softly)
                         Oh God.

               That's when the blood starts pumping through his fingers. 
               They catch him as he collapses, cradling him as he sprawls 
               to the floor. People are pushing and crowding to see.

               EXT - POOR HOUSE - DAY

               A cobblestoned street-scene. Carriage. A delivery wagon. 
               Vendors. Pedestrians. The doors of the poor house burst open, 
               releasing a frenzy into the street: Victor and Henry carrying 
               Waldman by his arms and legs, all the students running 
               alongside, some of them weeping with panic, the crowd at 
               their heels still trying to catch a glimpse, pedestrians 
               scattering, the students dwindling up the long winding street, 
               bearing their professor toward the school, shouting for 
               help...

               INT - UNIVERSITY CHAPEL - DAY

               Krempe delivers the eulogy before the open casket. The chapel 
               is full. Victor is seated near the back. Dazed. Henry comes 
               up the aisle and slides in next to him. Victor doesn't even 
               glance over. Henry whispers:

                                     HENRY
                         They just caught the man who did it.

                                     VICTOR
                         He was a frightened soul who acted 
                         out of fear and ignorance.

                                     HENRY
                         They'll hang him all the same.

                                     VICTOR
                         Good. I'll be there to hear his 
                         worthless neck snap.

               People glance back. Henry lays his hand on Victor's elbow.

                                     HENRY
                         Keep your voice down. You don't know 
                         what you're saying.

                                     VICTOR
                         It was wrong, Henry! It shouldn't 
                         have happened! The bastard deserves 
                         to die.

               Victor is causing ripples of attention throughout the chapel. 
               Even Krempe falters briefly in his eulogy. Henry pulls Victor 
               from the pew, drags him up the aisle...

               INT - CONFESSION BOOTH - DAY

               ...and into the confessional where they launch at each other 
               in harsh whispers.

               Dialogue here is overlapping and intense:

                                     HENRY
                         You're making a scene!

                                     VICTOR
                         Why Waldman? He of all people should 
                         have cheated death!

                                     HENRY
                         You can't. Death is God's will!

                                     VICTOR
                         I resent God's monopoly.

                                     HENRY
                         That's blasphemy!

                                     VICTOR
                         Blasphemy be damned! Waldman spent 
                         his life trying to help people!

                                     HENRY
                         All the more reason for us to continue 
                         his work with the poor!

                                     VICTOR
                              (beat, low)
                         No. He had more important work.

                                     HENRY
                         There are sick people who need our 
                         help. Here and now. Not in some future 
                         time. Consider that.

               Henry exits. Victor tries to compose himself, clasping his 
               hands together as if in prayer... or quiet rage. He gazes 
               up. There on the wall hangs a crucifix.

                                     VICTOR
                         Life and death.
                              (beat)
                         Why should You alone have the final 
                         say?

               VICTOR'S POV PUSHING SLOWLY IN on the Christ figure before 
               him, bleeding from a crown of thorns, arms thrown wide.

                                                               DISSOLVE TO:

               DA VINCI'S STUDY OF MAN rises from the image of Christ, 
               striking an eerily similar pose, arms thrown wide within the 
               perfect circle. We hear a DOOR BEING UNLOCKED as...

               INT - WALDMAN'S WORKSHOP - DAY

               ...a WIDER ANGLE reveals the deserted workshop. The door 
               swings open as Victor lets himself in. He sees the finished 
               locket lying open on a table, picks it up, studies the 
               beautiful miniature portrait it contains. Snaps it shut.

               He looks up, eyes falling upon the Da Vinci print hanging on 
               the wall. He stares. Intense.

               INT - WALDMAN'S WORKSHOP - NIGHT

               TRACKING SHOT: Things are in the process of being sorted and 
               boxed. We find Victor poring over Waldman's notes:

                                     VICTOR
                         To understand the causes of life, we 
                         must first have recourse to death... 
                         and examine the process in minutest 
                         detail...

               EXT - TOWN SQUARE - DAY

               A gray day. Waldman's ferret-faced MURDERER stands weeping 
               helplessly on the scaffold as sentence is read:

                                     MAGISTRATE
                         ...his body to be left on public 
                         display for a twenty-four hour period, 
                         thereafter to be consigned to an 
                         unmarked pauper's grave. So the court 
                         has spoken.

               The EXECUTIONER draws the hood over the murderer's head, 
               cinches the noose tight. The condemned man is blubbering, 
               pleading for his life.

               Victor stands in the crowd. Watching. Waiting. We hear the 
               THUMP of the body dropping, the CRACK of a snapping neck...

               EXT - TOWN SQUARE - NIGHT

               Dark as Hades. Pissing down rain. A FLASH OF LIGHTNING and a 
               CRASH OF THUNDER. The dead man still hangs from the scaffold, 
               lashed by the wind.

               Victor looms from the storm, hands jammed in the pocket of 
               his greatcoat. He pulls out a thin, glittering blade. The 
               very weapon which took Waldman's life. He gazes up at the 
               dead man... at the rope from which he dangles...

               INT - VICTOR'S GARRET - NIGHT

               The dead murderer lies pale and naked on a slab. Victor leans 
               close, still dripping, studying the face closely. A FLASH OF 
               LIGHTNING throws wild, skittering shadows through the dormer 
               windows and skylights. Softly:

                                     VICTOR
                         No longer pathetic and useless

               INT - VICTOR'S GARRET - DAY

               The dead man, dissected and wired, jerks bolt upright, 
               flopping and convulsing, eyes opening and closing, mouth 
               gaping open and shut. He falls back limply as Victor shuts 
               the power off, making careful notations in his journal.

               INT - VICTOR'S GARRET - DAY

               TRACKING the dissection table... up the length of the 
               murderer's body... now in an advanced stage of decay... we 
               hear the SOFT BUZZING of flies...

               We find Victor standing over the corpse. Gaunt and hollow- 
               eyed. Exhausted and obsessed. Wearing a butcher's apron. 
               Staring down at one of the dead man's forearms. Maggots are 
               swarming in the flesh. He abruptly raises a cleaver and WHACKS 
               it off at the elbow.

               INT - VICTOR'S GARRET - NIGHT

               TRACKING SLOWLY past the forearm lying in a steel pan, we 
               find Victor performing an intense chemical analysis. Dead 
               tissues are breaking apart in solvents, distilled over a 
               slow-burning flame. Victor smears a glass slide, places it 
               under a microscope.

               INT - GASTHOF - DAY

               Victor is hunched over his notebook, pale and unhealthy, 
               scribbling notations next to a rendering of the human form. 
               Henry is across from him:

                                     HENRY
                         Victor. This has got to stop.
                              (Victor glances up)
                         Nobody's seen you in months. You 
                         haven't attended a single class.

                                     VICTOR
                         I've been preoccupied.

                                     HENRY
                         We all know how hard you took 
                         Waldman's death. Even Krempe is 
                         sympathetic. But it is time to move 
                         on. It is time to concern yourself 
                         with life.

                                     VICTOR
                         That is my concern.
                              (faint smile)
                         I'm involved in something just now. 
                         I want to finish it in Waldman's 
                         memory.

                                     HENRY
                         How much longer?

                                     VICTOR
                         Few months perhaps. I'm gathering 
                         the raw materials even now.

               EXT - GRAVEYARD - NIGHT

               The wrought-iron doors of a crypt have been forced open.

               CAMERA PUSHES through to find Victor standing inside over a 
               stone sarcophagus with a pry bar in his hands. He's nervous, 
               working up his courage:

                                     VICTOR
                         Materials. That's all they are Tissue 
                         to be re-used.

               He pries off the stone lid. It THUMPS heavily to the floor, 
               cracking in half. He opens the casket, reaches in, raises 
               the pale arm of the deceased to inspect it.

               EXT - GRAVEYARD - NIGHT

               Stone monuments. Bare trees. Ivy-covered ground. Victor 
               shoulder-deep in a grave. Shoveling. A lamp burns low.

               COFFIN - NIGHT

               Pitch black. The lid swings open, cascading dust and soil. 
               Victor peers down, holding the kerosene lamp high.

               VICTOR'S GARRET - NIGHT

               TRACKING ALONG the shelves, crammed now with formaldehyde 
               jars of feet and hands, brains and kidneys, the occasional 
               head staring through the glass, dead cats...

               ...and we find Victor working into the wee hours. Hunched 
               over his specimens. Candle flame flickering low. Referring 
               back to Waldman's notes. Making notations in arcane books 
               such as "De Occulta Philosophia," by Agrippa, and "Le Sciences 
               et les arts D'alchimiste," by Paracelsus.

               FRANKENSTEIN ESTATE - LATE DAY

               A magnificent backdrop of mountains against a cloudless blue 
               sky. TILT DOWN to Elizabeth and Justine with the mansion 
               distant. A steady breeze ripples the fields as Elizabeth 
               regards a stack of mail.

                                     ELIZABETH
                         Nothing. Still nothing.

                                     JUSTINE
                         It's been months. It's not like him.

                                     ELIZABETH
                         Something's wrong. I know it.
                              (off her look)
                         I've heard rumors of cholera spreading 
                         south from Hamburg.

                                     JUSTINE
                         So have I

                                     ELIZABETH
                         I should go. I should leave today.

                                     JUSTINE
                         Elizabeth. If it's true, travel into 
                         Germany would be banned. You'd never 
                         get near Ingolstadt.
                              (beat)
                         Besides, they're only rumors.

                                     ELIZABETH
                              (beat, nods)
                         And not a word of them to Father. 
                         He's agitated enough not hearing 
                         from Victor.

                                     JUSTINE
                         Read him one of the old letters and 
                         rephrase it. We'll say it came today. 
                         It'll set his mind at ease.

               Elizabeth gives her a hug. They walk toward the mansion

               INT - BLACKSMITH SHOP - DAY

               Murky and dark. Bellows are pumping. Showers of sparks 
               cascade. The BLACKSMITH and his ASSISTANT are pounding a 
               metallic sledgehammer litany, beating a huge copper sheet 
               into shape. Victor enters. The blacksmith directs his 
               attention to a finished copper piece leaning against the 
               wall. Victor runs his hand over the surface. Nice.

               INT - MATERNITY WARD - CHARITY HOSPITAL - NIGHT

               A WOMAN lies on a table, screaming as she goes into labor. 
               Her water breaks, cascading into a steel bucket. One of the 
               ASSISTANTS snatches it up, scurries around the corner. Victor 
               is waiting in the shadows. Money changes hands.

               INT - VICTOR'S GARRET - NIGHT

               Victor is examining the amniotic fluid. Boiling it off. 
               Working to synthesize it.

               INT - VICTOR'S GARRET - NIGHT

               Victor pours the final drum of fluid into what appears to be 
               a large copper vat. He dips his hand in, examines the 
               consistency and smell. ANGLE WIDENS, spinning slowly up to 
               reveal that the vat is human in shape. A sarcophagus.

               EXT - ALLEY - NIGHT

               We find Victor examining three corpses on the back of a wagon, 
               checking nostrils and teeth with gloved hands. A PAIR OF MEN 
               lurk in the shadows, waiting.

                                     VICTOR
                         That one.

               The corpse is lifted off. Money changes hands.

                                     MAN
                         With this cholera come to town, we'll 
                         have plenty more for you.

               INT - VICTOR'S GARRET - NIGHT

               Victor wearing elbow-length gloves, hacking furiously away 
               with a bone saw. Tossing aside the scraps.

               VICTOR'S GARRET - NIGHT

               Victor has an arm wired, testing reactions. He scrapes off a 
               small shred of tissue, drops it in solution, watches it break 
               apart. It doesn't look good. He glances feverishly at the 
               clock, makes a fast decision, scribbles in his journal:

                                     VICTOR
                         Not optimal. Must use. No time to 
                         replace. Body can't wait.

               VICTOR'S GARRET - NIGHT

               Victor stitches a torso with one of those big, awful curved 
               needles, yanking up hard to draw the catgut tight.

                                     ARCTIC VICTOR (V.O.)
                         I stitched it together with my own 
                         hands...

               VICTOR'S GARRET - NIGHT

               Victor pulls on a chain, hoisting the body off the slab via 
               block-and-tackle mounted on a ceiling track. The body rises 
               limply into the air, spinning slowly, arms and legs dangling, 
               long black hair covering its face.

                                     ARCTIC VICTOR (V.O.)
                         A patchwork man of my own devising.

               Victor reaches up with one hand to stop the body spinning.

               He pushes it down the length of the lab, rolling it along 
               its ceiling track like a side of beef in a meat locker.

               INT - VICTOR'S GARRET - NIGHT

               The Creature lies on an improvised bier of crates, surrounded 
               by shadows and clutter, draped/sprawled like Christ taken 
               from the cross in Michelangelo's "Pieta."

               Beakers bubbling and dripping. Intravenous lines seeping and 
               secreting. A misty chemical haze in the air.  Victor is 
               watching his patchwork man. Glowering. Waiting.

                                     ARCTIC VICTOR (V.O.)
                         It took nutrients like a child 
                         receiving milk... blushed like a 
                         young girl with the blood I forced 
                         through its veins...

               A FLASH OF LIGHTNING rips through the skylights, bathing the 
               scene purple/white. Eerier and eerier.

                                     ARCTIC VICTOR (V.O.)
                         ...all in preparation.

               VICTOR'S GARRET - DAY

               We find Victor passed out in a chair. His creation is still 
               taking fluids. Gray daylight streams through the windows.

               There's commotion in the street outside: shouting, horses' 
               hooves clattering on cobblestone, an occasional scream or 
               wail. Victor doesn't stir. Dead to the world. Somebody starts 
               POUNDING on the door. Victor rouses, takes a moment to 
               remember where he is. He lurches from his chair, grabs a 
               canvas tarp, throws it over his "patchwork man."

               STAIRWELL - DAY

               Henry is pounding. Finally the latch is drawn. The door swings 
               open a crack. Victor peers out. Gaunt and furtive. Suspicious. 
               Henry is stunned at his dissipated appearance.

                                     HENRY
                         God's sake, what is that stench?

               Henry peers past him.

               Victor shifts, blocking his view

                                     VICTOR
                         This is a bad time, Henry. I'm busy 
                         just now. What do you want?

                                     HENRY
                         Things have gone worse with this 
                         cholera outbreak. Thousand new cases 
                         a day now. Classes have been 
                         suspended. University's shut down.

                                     VICTOR
                         Yes? And?

                                     HENRY
                         Listen to what I'm saying. The 
                         militia's arriving to quarantine the 
                         city. Most of us are getting out 
                         while we still can.

                                     VICTOR
                         You'll be leaving then.
                              (beat)
                         Just as well. You never were cut out 
                         for this, Henry. Goodbye.

               And the door slams shut. The bolt is thrown. Henry pounds.

                                     HENRY
                         VICTOR! OPEN THE DOOR! LISTEN TO 
                         REASON!

               Nothing. Stunned and hurt, Henry turns from the door and 
               heads back down the stairs.

               EXT - VICTOR'S BUILDING - STREET - DAY

               Henry exits into a nightmare. REFUGEES are streaming from 
               the city, horses and wagons, people on foot, carrying their 
               possessions. Henry steps into the street and is nearly run 
               down by a carriage.

                                     VOICE (O.S.)
                         OUT OF THE WAY!

               Henry glances up to see Schiller at the reins, struggling to 
               control the animals as the carriage eases past.

                                     HENRY
                         Schiller? You're leaving? Where's 
                         all that high talk about treating 
                         the sick?

                                     SCHILLER
                              (icy)
                         To hell with them. And you.

               He snaps the reins, not caring who he runs down. The carriage 
               lurches away, scattering refugees before it.

               Henry keeps walking. Jostled by the hostile crowd. Looking 
               around. Dazed. Dead bodies are stacked along the street like 
               cordwood, waiting for the death carts. ANGLE WIDENS as Henry 
               stumbles along through utter despair and devastation, stunned 
               at the human suffering around him as we

                                                                   FADE TO:

               INT - VICTOR'S GARRET - NIGHT

               Victor glances at the clock. Scribbles in his journal:

                                     VICTOR
                         Time running out. Rate of decay 
                         accelerating. Must strike now... or 
                         start again from scratch.

               He gazes down at his creation, lying once again on the slab 
               before him... but now the Creature lies on a full body-length 
               steel grate. Steel chains with hooks dangle from the ceiling 
               above... along with long coils of thick copper wire tipped 
               with glittering needles big enough to knit with.

               Victor glances up at the Da Vinci. The Study of Man has been 
               daubed with red paint at key acupuncture points. Victor dips 
               a huge cotton swab in a bowl of iodine, starts dabbing 
               identical marks on the body before him...

               Now he's ramming the huge wire-fed needles deep into these 
               spots, brutally working them around in the flesh to get good 
               contact. The forearms, the neck, the rib cage...

               Now he's attaching the steel chain-hooks to the four corners 
               of the steel grate...

               Now he's pulling on a rope, straining to hoist the whole rig 
               into the air. It lifts slowly from frame: body, needles, 
               wires and all...

               HIGH WIDE ANGLE

               ...and we get our first spectacular look at Frankenstein's 
               gloriously low-tech and stupendously arcane lab. The Creature 
               dangles below us from the ceiling-hoist, lying full-length 
               and horizontal on its steel grate, spinning slowly, thick 
               copper wires trailing from its arms and legs, rib cage and 
               neck, armpits and groin. The copper cables trail upward, 
               coil along the ceiling like garden hose to provide necessary 
               slack, meander down the wall to culminate in a splendiferous 
               array of galvanic batteries, steam engines and generators. 

               Frankenstein reaches slowly up, fingertips straining toward 
               the ceiling as if worshipping the creation revolving endlessly 
               above his head in a perfectly-described circle not at all 
               unlike the Da Vinci...

               And he grabs the lever on the platform and pulls to start it 
               spinning, with a mighty heave, he sets the whole thing gliding 
               in motion, CAMERA TRACKING FASTER AND FASTER as he rolls it 
               along the ceiling track through the lab, passing table after 
               table of desiccated leftovers and discarded scraps, LIGHTNING 
               BLAZING through the windows to mark his way with wild and 
               sinister shadows...

               ...and he yanks the platform to a stop over the copper 
               sarcophagus. Amniotic fluid steaming and murky within. He 
               positions the platform, unties the rope, lowers the Creature 
               down and down, lower and lower, sinking into the vat, the 
               steel grate a perfect fit in size and shape.

               Faster now, moving furiously. Reaching into the murk, 
               unhooking the chains. Arraying the copper wire through air- 
               tight guide holes. Spinning on his heels and reaching up, 
               grabbing hold of the upper shell of the sarcophagus also 
               suspended from the ceiling, stunningly heavy, gleaming with 
               reflections and secrets. CAMERA ROCKETS DOWN on Victor as he 
               swings the upper shell into position, lowers it into place 
               with a THUD-CLANK! Working the wing-nuts on the bolts, 
               spinning frantically, tightening them down, sealing the 
               sarcophagus air-tight. Faster now. Faster.

               The frenzy builds and the CAMERA GOES WILD, rocketing, 
               zooming, gliding, spinning the audience on its ear:

               Frankenstein. Turning up the heat on the burners. Cooking 
               the copper from below. Double double, toil and trouble.

               Frankenstein. Gazing through the thick glass portholes 
               checking on his creation drifting in the murk.

               Frankenstein. Whipping up the galvanic batteries, 
               supercharging them with steam generators. Watching as they 
               send voltage humming and throbbing through the copper cables 
               along the ceiling beams. Building up a charge.

               Frankenstein. Gazing at his gleaming handiwork. LIGHTNING 
               painting his features into a twisted mask. Hand on the switch. 
               Ready to rev it up and throw the throttle.

               Over it goes. WHAM! Overdrive.

               The body convulses violently in its copper womb as the first 
               jolt of electricity hits. THUNK-THUNK-THUNK! Blazing with 
               energy and arcane light, fingers of light throbbing through 
               the portholes, sparkling, glittering, seeking.

               Frankenstein races to the sarcophagus. A long glass tube, 
               two feet in diameter and ribbed with steel, gets lowered on 
               a boom and rammed into a hole, collate spun tight, inner dam 
               wrenched out like a Polaroid plate.

               He reaches up and grabs holds of a pull-chain, fingers going 
               knuckle-white on the wooden handle. One hard yank. A dump- 
               tank is released, murky water cascading down the glass tube. 
               And here's the final perversion, the ultimate icing on this 
               twisted cake: the copper sarcophagus is literally a womb, 
               with the giant glass tube serving as a massive gleaming 
               phallus down which come pouring dozens of electric eels, 
               wriggling and streaming like huge black sperm...

               EEL POV (IN THE TUBE)

               ...rocketing down the tube, slithering and squirming, faster 
               and faster, racing into the sarcophagus, seeking out the 
               creation in the murky womb-fluid, lashing at the hapless 
               gray flesh, zapping it again with high-intensity voltage. 
               The Creature convulsing, thrashing, jerking from side to 
               side, raising its head against the top, mouth gaping open 
               and shut, jaws snapping with electrical surges.

               Frankenstein's face appears at the porthole, peering in, 
               watching his dark seed fertilize his unholy child.

                                     VICTOR
                              (muffled through the 
                              glass)
                         Live, you bastard!

               A huge bony hand slaps against the porthole, fingers clawing 
               and spasming against the glass.

               FRANKENSTEIN jerks his head back, stunned. The fingers are 
               scratching. He turns, runs to the electrical rig, shutting 
               the whole thing down. It cycles off, whining into silence

               INSIDE THE SARCOPHAGUS

               ...and the body relaxes, shutting down with it, going limp 
               and lifeless in the murk, spasms trailing off.

               FRANKENSTEIN stares at the sarcophagus. Realizing his creation 
               has stopped moving. Nothing now. He sags to his knees, utterly 
               devastated at the loss of his dream. Nothing.

               It was all for nothing...

               INSIDE THE SARCOPHAGUS

               ...And The Creature opens its dim yellow eyes, aware. Its 
               mouth goes wide, teeth bared in a silent scream as it tries 
               to breathe and finds nothing in its lungs but fluid.

               FRANKENSTEIN is wrapped in his despair, face cradled in his 
               hands. A SOFT TAP. He glances over his fingers. Thinking he 
               imagined it. No. There's another tap. And another.

               We see it in his eyes. Sheer joy and stunned exultation.

               Triumph and wonder unbelievably sublime. A bare whisper:

                                     VICTOR
                         It's alive. It's alive.

               And then hell breaks loose: Massive convulsions wrack the 
               sarcophagus, damn near shaking it off its cradle. THUMP- 
               THUMP-THUMP! Pounding from within. Head ramming against the 
               inner lid. He races over, frantic, fingers fumbling on the 
               wing-nuts, spinning them loose, trying to free the drowning 
               man within. He unscrews the final bolt, reaches for the rope 
               to hoist the lid away...

               ...and the lid launches itself across the room, propelled 
               from below with rocket-booster force. The massive copper 
               shell goes hurtling/spinning/cartwheeling across the lab, 
               demolishing an amazing array of equipment in its path, and 
               thunders massively off the wall in an explosion of masonry 
               and splintering coat rack. Victor's greatcoat goes flying.

               Silence. Frankenstein is frozen. Staring at the roiling 
               surface of the amniotic fluid as it settles. An eternity 
               passes in the space of a heartbeat.

               The Creature erupts from the vat like a vision from Hell, 
               thrashing and gagging. Murky fluid cascading in all 
               directions. The Creature seizes Victor by the shirtfront, 
               trying to pull itself from the vat, slipping and sliding 
               like an epileptic in a bathtub full of oil, damn near dragging 
               Victor in, eels leaping and frothing and crackling with 
               electricity. Victor screaming, trying to pull away, trying 
               to break the Creature's grip...

               ...and the whole thing tips over. Victor reels back, falling 
               as the vat SLAMS to the ground, cascading its murky contents, 
               washing the Creature limply across the floor like a body 
               tossed from the ocean, eels flipping and flopping, snapping 
               electrical discharges into the air. Victor scrambles back, 
               slipping and sliding on the amniotic muck, desperately jerking 
               his legs away. He finds his traction and scrambles to his 
               feet.

               The Creature is grasping and crawling toward him. Flopping 
               and jerking. Gripped by seizures and convulsions. Vomiting 
               murky liquid as his lungs heave grotesquely to dispel the 
               fluid. Swiping the air with palsied hands. Malfunctional.

               VICTOR stands dripping fluid and goo, chest heaving, staring 
               down at the Creature, not quite able to believe he was midwife 
               to this ghastly birth. Softly:

                                     VICTOR
                         What have I done?

               The Creature lunges to its knees, grasping him, clutching 
               his clothes, pawing him.

                                     VICTOR
                         LET GO OF ME!

               Victor can't break free. Panicking. He snatches a hammer 
               from a nearby table and brings it down on the Creature's 
               head. THUD! Again and again. Beating the thing down, pounding 
               it into submission. The Creature finally collapses, sliding 
               down Victor's legs, curling up like a fetus, twitching and 
               jerking in its own afterbirth.

               Silence now.

               A ghastly tableau: Victor stands in the middle of his ruined 
               lab with his creation moaning and twitching at his feet in a 
               dying heap. A FLASH OF LIGHTNING silently bathes the room, 
               jerking wild shadows across the walls.

               Victor steps over the Creature. Dazed. He drops the hammer. 
               It clatters to the floor. He stops to jot a final entry:

                                     VICTOR
                         Massive birth defects. Result is 
                         malfunctional and vile.
                              (beat)
                         Have chosen to abort.

               He walks stiffly away, disappears into the bedroom...

               INT - BEDROOM - NIGHT

               ...where he staggers to the canopied bed, beyond exhausted, 
               and collapses face-down into oblivion. Weeping.

                                                                   FADE TO:

               INT - VICTOR'S BEDROOM - NIGHT

               The wee hours. Rain pattering desolately on the roof. Victor 
               sleeping. Wrestling with troubled dreams. Through a crack in 
               the bed curtains, we see the bedroom door slowly creak open, 
               throwing a twisted spill of light. A shadow appears.

               Entering. Shambling and gliding across the floor. Silent and 
               furtive. Creeping toward the bed.

               PUSHING SLOWLY IN on Victor. Moving into close-up. Sleeping.

               Unaware. The shadow falls across his face. Beat. His eyes 
               fly open. An intake of breath. Paralyzed.

               Sensing the presence. Feeling the shadow. Working himself up 
               to something. Perhaps a scream. He can stand it no longer, 
               thrusts out his arm, jerks the curtain aside...

               ...and the Creature is there, Looming like a specter of death. 
               Naked. Beseeching. Dull yellow eyes trying to understand. 
               Victor lurches from bed, sends a nightstand and vase CRASHING 
               to the floor. The Creature circles, seeking him, threatening 
               to cut off his path to the door.

                                     VICTOR
                         Stay away!

               He darts past the thing, careening out into the lab. The 
               Creature whips around, unsteady for a moment, then follows 
               him with surprising speed.

               INT - LAB - NIGHT

               Victor races through the lab with the Creature hobbling 
               behind, trying to catch up. Victor hurling lab equipment, 
               tipping shelves in its path, anything to slow it down.

               Victor rips the door open, lunges through, slams it in the 
               Creature's face. The Creature presses against the wood with 
               pathetic little moans, begging not to be left alone.

               He sinks to the floor. Abandoned. Shivering with cold. Sees 
               Victor's greatcoat where it fell. Grabs it. Drags it over. 
               Shrouding himself.

               EXT - STREET - NIGHT

               Victor races into the downpour, soaked to the skin in seconds, 
               mind racing. He needs a plan. He presses on.

               INT - SHOP - NIGHT

               Victor appears at the window. TILT DOWN to reveal an array 
               of gleaming swords lying in their velvet display. Victor 
               hurls a brick through the glass. Snatches up a sword.

               INT - VICTOR'S BUILDING - NIGHT

               Victor careens in from the storm, drenched, racing up the 
               stairs, sword glittering in his grasp. He gets to the top of 
               the stairs...

               INT - VICTOR'S GARRET - NIGHT

               ...only to discover the door torn off it's hinges. He enters, 
               stunned. The thing is gone.

               EXT - STREET - NIGHT

               Victor races back into the storm. Searching. Slogging grimly 
               on. Lashed by the wind and rain. Mocked by the lightning. 
               He'll never give up. Not until he finds the thing and takes 
               back the life he gave it. He dwindles from view, vanishing 
               into the gale as we

                                                                   FADE TO:

               EXT - ALLEY - MORNING

               Gray and drizzly. Heaps of wet garbage. Crawling rats. There's 
               a shifting, heaving motion. The vermin scatter as the waking 
               Creature peers at the world from beneath the greatcoat like 
               a frightened child peering from under a blanket. Lost and 
               confused.

               He scrabbles through the garbage for something to eat. He 
               finds a rotted scrap, chews it anxiously. Ravenous.

               TWO FERAL DOGS appear, grizzled denizens of the city's gutters 
               and back-alleys, peering with insolent eyes. Watching him 
               eat. Assessing his potential as a threat. The Creature stares 
               ingenuously back. Not knowing to be afraid.

               The lead dog curls his lips back with a guttural SNARL. The 
               Creature draws back sharply with a fearful MOAN. That's all 
               it takes. The dogs are on him, snarling and snapping, the 
               food torn from his hands. The dogs dart away, growling and 
               fighting over the scrap.

               The Creature is left whimpering and shaken. He pushes to his 
               feet and hurries in the opposite direction, legs bare and 
               pale beneath the swirling greatcoat, clutching his collar 
               against the cold. He hears a distant CLANGING.

                                     VOICE (O.S.)
                         Bring out your deeeaaad! Bring out 
                         your deeeaaad!

               A death cart clatters slowly past the mouth of the alley, 
               DRIVER ringing his bell. It makes no sense to the Creature, 
               but it's a sign of human life. He presses on...

               EXT - TOWN SQUARE - DAY

               ...and emerges into the square as ANGLE WIDENS. There's a 
               fair amount of activity. People are still leaving the city, 
               though the earlier flood has thinned. Some citizens are still 
               trying to go about their normal lives. VENDORS are calling 
               out, selling food. The Creature moves through the square, 
               unnoticed, just another figure mingling with the flow. People 
               trudge along, eyes downcast, miseries great, paying little 
               attention.

               The Creature pauses, sniffing the air. An aroma draws him to 
               a vendor's stand. Loaves of bread are laid out. He hunches 
               down to smell one, picks it up, bites off a chunk. Chewing.

               It's good. A bigger bite. Snatching up more.

                                     WOMAN (O.S.)
                         Here! What do you think you're doing?

               The Creature glances up. The VENDOR'S WIFE is within arm's 
               reach, breath catching in her throat at the sight of him.

               Mouth gaping. Too stunned to scream.

               The Creature cradles the loaves to his chest, terrified she's 
               going to take them away. He remembers his recent experience 
               with the dogs and decides to try out the lesson he learned: 
               he curls his lips back and snarls.

               He's rewarded with a PIERCING SHRIEK. The Creature jumps 
               back, startled. This wasn't the desired effect. The woman 
               SCREAMS like she'll never stop. He turns to run away...

               ...and plows right into the stream of refugees. He goes 
               sprawling, scraping his knees bloody, still clutching his 
               loaves. Confusion all around. People converge angrily. A 
               ROUGH MAN grabs his hair, jerking him upright...

                                     ROUGH MAN
                         Stupid bastard!

               ...and the Creature staggers to his feet before them, 
               whimpering to protect his food, showing his face to all. 
               Screams and panic. The Creature whips around, seeing horrified 
               faces on all sides...

               He's the cholera! He's the one been spreadin' the plague!

               ...faces which turn into an angry mob, glaring sheer hatred. 
               Somebody hits him in the face with a heavy stick, spinning 
               him to the ground, loaves of bread scattering. They surround 
               him, hitting, flailing, throwing stones. He tries to crawl, 
               whimpering for them to stop.

                                     VENDOR'S WIFE
                         BURN HIM! BURN HIM!

               The Creature finds himself hoisted into the air, falling 
               back onto a sea of hands, kicking and screaming as the mob 
               sweeps him across the square like some pagan sacrifice. He 
               gets tossed onto the hard cobblestone in a thrashing heap, 
               scrambles to his knees as the crowd surrounds him. He's 
               wailing with terror now, long inhuman howls of fear. Men 
               start flinging lamp oil, spattering him, blinding him. A 
               torch is lit, swung toward him. Feel the heat.

               The Creature lunges to his feet, panic and terror complete 
               bulldozing through the crowd to get away from the torch, 
               bowling people over, scattering them in all directions. He 
               breaks free, hobbling wildly across the square, greatcoat 
               billowing. The mob streams after him, thirsty for blood, 
               hurling rocks and sticks.

               EXT - STREETS/ALLEYS - DAY

               The Creature is weeping as he runs, bleeding from his many 
               cuts and bruises. He turns a corner, collapses against a 
               wall to catch his breath. He can hear them coming, shouting. 
               They'll be here any second.

               He sees a death cart heaped with bodies. He hurls himself up 
               on the cart to conceal himself among the putrefying corpses. 
               The crowd streams past the mouth of the alley. The death 
               cart WORKERS appear, heaving another corpse onto the cart, 
               gaping fearfully at the confusion. They scramble into their 
               seats, snap the reins. The cart rattles off as we

                                                               DISSOLVE TO:

               EXT - STREET - DAY

               Elsewhere in Ingolstadt. Death carts and devastation. This 
               part of town was hit hard. Bodies are heaped in gutters, 
               stacked along the walls. People are huddled in doorways, 
               quaking with sickness and pestilence. CART WORKERS move among 
               them, faces shrouded with kerchiefs and burlap masks.

               WORKER #1 moves down a row of the sick and dead, shaking 
               them to see which is which, his face hidden behind heavy 
               burlap. He pauses, seeing Victor unconscious against the 
               wall, pale and covered with filth, shaking with fever. The 
               worker's eyes widen. Stunned. He calls over his shoulder:

                                     WORKER #1
                         Over here!

               WORKER #2 hurries over. Stares down. Eyes also widening.

                                     WORKER #2
                         Oh my God.

               Worker #1 rips his mask away. It's Henry. He leans down and 
               grabs Victor, trying to rouse him.

                                     HENRY
                         Victor! 

               Worker #2 also sweeps his mask aside. Professor Krempe.

                                     KREMPE
                         Don't dawdle, lad! The sick cart! 
                         Lift on three! One, two, three!

               They hoist Victor off the ground by his arms and legs and 
               carry him into the street. Victor rouses, feels himself being 
               carried. He sees a death cart looming ahead, stacked with 
               heaps of reeking dead. Staring. Waiting.

                                     VICTOR
                              (delirious, struggling)
                         No... no... I'm not dead... please... 
                         Don't put me on the cart! I'm not 
                         dead! I'm not dead! I'M NOT DEAD!

               ANGLE WIDENS UP as they carry him kicking and screaming past 
               the death cart and on across the square...

                                                                   WIPE TO:

               EXT - MASS CEMETERY - DAY

               A death cart rattles past, bearing its load. PAN WITH IT to 
               reveal a scene utterly Dante-esque. Here's where the dead 
               are brought to be burned en masse. Fires are burning. Smoke 
               is drifting in thick clouds, obscuring the sky. Soot is 
               drifting like black snow.  BODIES  are dumped into a slit- 
               trench, rolling and tumbling in heaps. Barrels are kicked 
               over. Streams of oil come pouring down, splashing and soaking.

               One of the corpses moves, heaving the others aside. The 
               Creature gazes around, terrified once again at the smell of 
               oil. He knows what that means. He pushes free, clambering 
               over bodies, desperately trying to scramble from the trench, 
               loose soil crumbling under his fingertips...

               ON THE LIP OF THE TRENCH

               ...as WORKERS prepare to light the blaze. A MAN turns toward 
               the trench with a burning torch... And then the Creature 
               erupts from the trench of dead bodies right before big eyes, 
               The man SCREAMS. The Creature SCREAMS even louder, cowering 
               back. The man hurls the torch. The Creature ducks as it goes 
               spinning over his head into the trench.

               WA-BOOOM! A massive wall of flame punches sky-ward. The 
               Creature whirls, stunned at the searing heat, arms thrown up 
               in horror. He flees, scattering the workers as he goes, 
               running from this ghastly place of flames and death...

                                                               DISSOLVE TO:

               EXT - WOODS - DAY

               The Creature comes blundering into view. On the move. He 
               knows not where. Just away, He arrives at a pond. Water.

               He's thirsty. He scrambles to water's edge, starts lapping 
               it up with his hands. He pauses, noticing his broken 
               reflection. The water settles and his face comes clearly 
               into view. He throws his hands up and SHRIEKS, terrified at 
               his own reflection...

               ...and then he realizes it's him down there. He stirs the 
               water with his fingertips to make sure. He reaches up, 
               touching his face, utterly horrified at the sight of it...

               ...and utterly heartbroken. He drops his face into his hand 
               and weeps helplessly. BARKING DOGS in the distance. He looks 
               up, thinking they're after him. A moan of grief. He pushes 
               to his feet.

               TRACKING THE CREATURE  faster and faster through the trees, 
               running from this world he's been born into. Gasping for 
               breath. Crashing through branches.

               The BARKING draws closer. He hurls himself into a thicket, 
               scrambling to hide himself, covering himself with dead leaves. 
               Panic. Exhaustion. Mortal terror. He flinches as something 
               comes CRASHING through the brush nearby. The legs of a DOE 
               come into view. Staggering. Falling. Thrashing down into a 
               cushion of dead leaves. Two arrows protrude from her heaving 
               side.

               A tiny FAWN stumbles into view on ungainly legs, mouth open, 
               frothing with exhaustion and terror. Waiting for his mother 
               to rise. Her thrashing grows weaker. Dying.

               The Creature moans at the sight. The fawn turns, meets his 
               gaze. An extended beat. A rush of empathy. The Creature 
               reaches out. The fawn takes a few hesitant steps toward him. 
               The BARKING draws closer. HUNTERS shouting. The Creature's 
               fingertips make contact with the fawn...

               A pack of the biggest, nastiest Staffordshire terriers you've 
               ever seen throw themselves HOWLING AND SNARLING onto the 
               doe, savaging her like whirling dervishes, The Creature lets 
               out a SHRIEK, snatches up the fawn as he lunges to his feet, 
               crashes off through the foliage with the fawn cradled to his 
               chest. The dogs take off after him.

               DOLLYING THE CREATURE

               Running full-tilt, SHRIEKING in terror all the way. Trying 
               to save the fawn. Trying to save himself. The dogs are 
               snapping at his heels, trying to sever his hamstrings and 
               bring him down. He hears RUSHING WATER ahead, crashes headlong 
               through a thicket...

               EXT - RIVER - DAY

               ...and sails SCREAMING into empty SPACE, twisting and spinning 
               as he falls, plummeting head-first into the rapids. The dogs 
               are left behind. The Creature gets swept along, gasping and 
               choking, caroming off huge boulders, fawn still clutched 
               protectively to his chest.

               Finally the water starts to settle. He manages to lash out 
               and secure a handhold. He pulls himself up, clambering over 
               the rocks and staggering onto firm soil. He collapses to his 
               knees, dripping water and heaving for breath. He lowers the 
               fawn away from his chest, joyous at their escape... only to 
               realize the small animal is limp and lifeless in his hands. 
               He crushed it to death trying to save it. He lays it down, 
               moaning, trying to understand. ANGLE WIDENS UP into the trees 
               as we

                                                               DISSOLVE TO:

               WOODS - DUSK

               TILT DOWN to reveal a solitary figure in a greatcoat trudging 
               across the sodden countryside under a dismal, darkening sky. 
               Cold. Hungry. Wet. Tired.

               The Creature pauses, hearing FAINT MUSIC drifting on the 
               breeze: the lovely flute-like sounds of a recorder. He slogs 
               to the crest of a ridge. There's a small house in the valley 
               below. A peasant dwelling. Smoke drifts from the chimney. 
               That's where the music comes from (a simple and plaintive 
               rendition of our movie's WALTZ/LOVE THEME).

               The Creature proceeds down the ridge... drawn by the music 
               and the promise of warmth.

               HOUSE - DAY

               The Creature approaches cautiously. Furtive. He eases to a 
               window, catches a glimpse inside, draws back. Listening. The 
               tune ends. We hear the pleasant murmur of VOICES. FOOTSTEPS 
               come clumping across the floor. The Creature reels back and 
               dives around the side of the house as the door unlatches and 
               swings open. FELIX exits, a poor man trying to scratch an 
               honest living from the soil. He heads in the same direction 
               as the Creature...

               ANOTHER ANGLE

               ...and walks around the corner of the house just as the 
               Creature scrambles from view behind the chicken coops. The 
               Creature watches through the wire and wood as Felix approaches 
               and stops, only his legs visible. Feed is scattered through 
               the wire. The chickens begins to eat. The Creature backs up

               PIGSTY - DUSK

               ...and finds himself in the company of PIGS. The animals 
               GRUNT and SQUEAL in alarm.

                                     FELIX (O.S.)
                         Yes, yes, I'm coming...

               The Creature scurries further back into the shadows as Felix's 
               feet stop just outside. A pail is upended. Slop pours into 
               the trough. Felix walks away. The pigs scurry to eat. The 
               Creature leans forward intently. Food?

               He crawls to the trough and squeezes in among the pigs. They 
               jostle, but he jostles right back, wanting his fair share. 
               He laps up the slop with his fingers, dribbling it down his 
               chin. Not much on taste, but it's edible.

               He stops, hearing the recorder MUSIC again, turning toward 
               the sound. He follows it, crawling back into the darkest 
               recesses where the sty adjoins the wall of the house. He 
               places his eye to a chink between the logs...

               ...and sees GRANDFATHER playing the instrument near a 
               fireplace of glowing embers. The Creature shifts for another 
               view, sees the family preparing the table for dinner. Felix 
               and his wife MARIE are helped by their children, MAGGIE AND 
               THOMAS, ages 6 and 8

                                     MARIE
                         Bring Grandfather to the table.

               The old man stops playing as the children scurry over. As 
               Maggie helps him to his feet, Thomas tosses another log on 
               the fire. It BLAZES UP. Fire and sparks. In the pigsty, the 
               Creature draws back with a fearful moan...

               ...that nobody but GRANDFATHER hears, He pauses to gaze 
               blindly toward the wall, eyes milky with cataracts, wondering 
               what it might have been. Probably nothing. He lets the 
               children lead him toward the table. The meal is brought from 
               the stove and ladled out.

               The Creature eases back to the chink in the wall, smelling 
               it from here. A string of drool spills from his mouth. It's 
               humble fare, not very appetizing, but it looks like a feast 
               compared to pig slop...

                                                               DISSOLVE TO:

               INT - VICTOR'S BEDROOM - NIGHT

               Victor lies sleeping. Wrestling with troubled dreams. In an 
               eerie echo of before: the door creaks open in a spill of 
               light. A shadow enters, creeps to the bed, falls across his 
               face. Victor's eyes fly open. He tries to erupt from bed, 
               choking on a scream... and Henry wrestles him back to the 
               pillow to feel his clammy forehead.

                                     HENRY
                         Thank God your fever broke.
                              (offers him water)
                         Slowly, now. Just a sip.
                              (Victor sips, falls 
                              back)
                         I've been worried we might lose you. 
                         It's been touch-and-go for a week.

                                     VICTOR
                         A... week?

                                     HENRY
                         We feared cholera. Turned out to be 
                         pneumonia, brought on by nervous 
                         exhaustion and some idiot running 
                         around in a storm.

                                     VICTOR
                         Is that your diagnosis?

                                     HENRY
                         Mine and Professor Krempe's.
                              (off his look)
                         We've been trading off nursing you 
                         in shifts. The rest of the time we're 
                         out working with the cholera victims. 
                         It's his turn for that just now.

                                     VICTOR
                         You've been going round-the-clock?

                                     HENRY
                         We catch a few hours sleep where we 
                         can. Usually here at your bedside.

                                     VICTOR
                              (deeply moved)
                         Everything in moderation, Clerval.

                                     HENRY
                         Nothing in moderation, Frankenstein.

               Victor takes Henry's hand. Squeezes it.

                                     HENRY
                         It's the down-and-outs I pity most. 
                         Those who can't fend for themselves. 
                         They'll be dead by the thousands 
                         before this is done. They don't stand 
                         a chance out there.

                                     VICTOR
                              (thinking of his 
                              creation)
                         No. They don't.

                                     HENRY
                         Victor. This place looked like a 
                         charnel house. What went on here?

               Victor pauses, too emotional to respond. Softly:

                                     VICTOR
                         I want to go home.

               Beat.

               Henry accepts this, though he doesn't like it.

                                     HENRY
                         It'll be months before you're well 
                         enough. Meantime, your family must 
                         be frantic not hearing from you.

               Henry grabs a stack of letters from the nightstand.

                                     HENRY
                         I found these. Some of the postmarks 
                         go back nine months.
                              (slaps them on the 
                              bed)
                         Why don't you open them? And when 
                         you've the strength, have the decency 
                         to ease their minds with a reply. 
                         Soon as the city ends quarantine, 
                         I'll even mail it for you. Along 
                         with this.
                              (raises the locket)
                         It's a beautiful gift. Does her no 
                         good lying here.

               Henry leaves him alone to wrestle with his guilt. Victor is 
               swept with emotion and remorse. He closes his eyes. Softly:

                                     VICTOR
                         It can't survive.

               INT - PIGSTY - DAY

               The Creature and the pigs are sleeping in a heap. He rouses, 
               scattering them, crawls to the slats of the sty. Felix is 
               returning wearily from the fields with a large basket on his 
               back. The Creature moves to his chink in the wall to see 
               Felix enter the house and dump the basket out for Marie. A 
               pathetic array of potatoes and turnips.

                                     FELIX
                         Not much to look at. Even less to 
                         eat. I don't how we're going to get 
                         through the winter with this yield.

                                     MARIE
                         We'll sell another pig at market.

                                     FELIX
                         One less for us.

                                     MARIE
                         We'll make do. We always have.

               He sinks into a chair, weighed by worry. She moves to comfort 
               him, cradling his head to her breast. He returns her embrace, 
               drawing strength. A tender, gentle moment. The Creature 
               watches, puzzled and empathetic, deeply moved by her sympathy. 
               Felix gathers himself, wipes his eyes.

                                     FELIX
                         I'll see if I can scratch a few more 
                         out of the ground.

               He hoists the basket and exits. The Creature turns to watch 
               Felix trudging back toward the fields.

               EXT - FIELD - DAY

               Felix digs for potatoes, tilling as he goes. Back-breaking 
               work. Thomas provides what help he can. Some distance away, 
               Maggie and Grandfather are tending the cow. ANGLE SHIFTS to 
               reveal the Creature watching from the brambles...

               INT - PIGSTY - NIGHT

               The Creature watches the family eat their dinner. Potatoes 
               and turnips. A glimmer of understanding in his eyes.

               EXT - HOUSE - NIGHT

               A long shadow looms toward the dwelling... circling the 
               house... approaching the shed. Baskets and tools...

               EXT - FIELDS - NIGHT

               We find the Creature working by the light of a refulgent 
               moon, hacking away at the soil, tilling the earth...

               INT - PIGSTY - DAWN

               The Creature stirs, hearing movement within the house. He 
               scurries to the slats of the sty and peers out. All the 
               baskets from the tool shed are stacked to overflow before 
               the door.

               The door opens. Felix steps out and trips on a basket, 
               sprawling to the ground in a torrent of potatoes and turnips. 
               He sits up, gazing in wonder.

               INT - PIGSTY - NIGHT

               A sliver of warm light spills through the chink in the wall.

               The Creature looms into frame, busily munching a raw potato.

               A pig comes snuffling at his elbow. He shoves him away. Go 
               find your own. Inside, the family is enjoying a much more 
               generous meal than the last one:

                                     GRANDFATHER
                         I wish we could thank our benefactor.

                                     FELIX
                         Nothing in this life comes free of 
                         cost. I'd like to know who and why.

                                     MAGGIE
                         It's the Good Spirit of the forest.

                                     FELIX
                         Who's been filling your head?

                                     GRANDFATHER
                         It does no harm.

                                     FELIX
                              (peers at him)
                         Oh, I see.

                                     THOMAS
                         Is it, Papa? Is it the Good Spirit?

               Felix and Marie exchange a look. He's not as amused as she 
               is, but lets it go. She smiles at the children.

                                     MARIE
                         Of course it is. Now finish your 
                         food before it gets cold.

               EXT - POND - DAY

               Grandfather sits playing his recorder. The cow is grazing at 
               a distance. The Creature creeps into view, listening to the 
               music. Grandfather senses his presence. Turns.

                                     GRANDFATHER
                         Who's there? Felix? Children?

               No response. He turns back. Unsettled. Continues playing.

               INT - PIGSTY - NIGHT

               The Creature watches Marie instructing the children in their 
               letters. A half dozen words are written in chalk on a slate 
               board. Maggie is trying to puzzle one out:

                                     MAGGIE
                         ff..reh..nn..nd. Friend? Friend.

                                     MARIE
                         Good! And now the next

                                     CREATURE
                              (mimicking the effort)
                         ...freh...nnn..nd. Freehhnnnd.

               He's delighted to have uttered his first word.

               EXT - WOODS - DAY

               Felix is chopping lengths of wood, dulled by the task. The 
               children are stacking the wood on a litter.

               EXT - FIELD - DUSK

               Felix and the children walk home. The litter of wood is being 
               dragged by their cow...

               EXT - HOUSE - DUSK

               Felix stacks the last pile of wood under the eaves. Marie 
               meets him at the door, takes his hands.

                                     MARIE
                         Your hands are bleeding again. Come 
                         in. I'll rub liniment.

               They go inside. The door closes. CAMERA PUSHES to the pigsty. 
               Eyes peering out.

               EXT - WOODS - NIGHT

               The Creature walks along, munching a turnip, axe slung over 
               his shoulder, muttering:

                                     CREATURE
                         .brread... motherrr... frriend...
                              (stops, gazes up)
                         Treeeeee. 

               EXT - HOUSE - MORNING

               The walls around the house are stacked impossibly high with 
               cords of wood. Felix and Marie gaze out the door. Stunned.

                                     FELIX
                         What is going on here?

               INT - VICTOR'S GARRET - NIGHT

               Snow is drifting outside the tall dormer window. We find 
               Victor at his desk, reading a letter:

                                     VICTOR
                         "...but it's been so long since I've 
                         heard from you. Remember the vow we 
                         took the night you left? You must be 
                         honest with me if your feelings have 
                         changed. Answer for the sake of our 
                         friendship, and both our future 
                         happiness."
                              (pause)
                         She wrote that four months ago.

               ANGLE SHIFTS to include Henry. He's been listening.

                                     HENRY
                         A woman like that is far too rare to 
                         be taken lightly.

               Victor ponders the letter. He lays it next to the locket, 
               pulls out a sheet of paper and quill, begins to write...

               INT - PIGSTY - NIGHT

               The Creature observes another lesson. Six more words are 
               chalked on the board. Thomas is struggling with the first:

                                     THOMAS
                         Ch...uur-ch. Church.

                                     CREATURE
                         Ch...uuu...ch.

                                     MARIE
                         Good. And the next.

                                     THOMAS
                         Fl...oww.

                                     CREATURE
                         Floww...

               And then, amazingly, the Creature finishes the word before 
               Thomas does:

                                     CREATURE
                         ...wwer. Flower.

                                     THOMAS
                         ...wer. Flower?

                                     MARIE
                         Very good! Maggie. Try the next.

               Now the Creature beats Maggie to the punch:

                                     CREATURE
                         Garrr...denn. Garden.

                                     THOMAS
                         Maria! Look! It's snowing!

               The children crowd to the window. The Creature turns, peering 
               through the slats. White flakes drift magically down. The 
               door flies open, the children pour out. The adults appear in 
               the doorway:

                                     MARIE
                         Maggie! Thomas! You'll catch your 
                         death!

                                     GRANDFATHER
                         Let them play. There's plenty of 
                         wood for the fire.

                                     FELIX
                              (shoots her a look)
                         He's right about that.

               Before she can react, he grabs her by the waist and drags 
               her shrieking out into the snow. Before you know it, a wild 
               snowball fight ensues. Screams and laughter.

               THE CREATURE watches his family cavorting in the snow, having 
               the time of their lives. His face lights up with a smile. 
               Softly:

                                     CREATURE
                         It's snnowwinng.

               EXT - HOUSE - DAY

               Bright sunshine sparkles off a fresh carpet of snow. Felix 
               and the children are heading out, spirits high. Felix has 
               his axe and a coil of rope slung over his shoulder.

               EXT - WOODS - DAY

               TRACKING Felix and the children. They're laughing and joking, 
               the kids playful and giggling. The Creature shadows them, 
               looming and darting among the trees, along for the excursion. 
               Happy as a kid himself.

               Maggie and Thomas hurl themselves to the ground, thrashing 
               their arms and legs in the snow. They jump to their feet and 
               hurry to catch up with Felix. The Creature peers out, amazed 
               to see two snow-angels in the powder at his feet. Up ahead, 
               Maggie points to a 6-foot fir tree.

                                     MAGGIE
                         That one! It's the most beautiful 
                         tree I've ever seen!

               Felix shrugs off his coil of rope and starts chopping.

               INT - PIGSTY - NIGHT

               The Creature gazes through the chink in the wall, face lit 
               up with wonder. Inside, the tree is a dazzling vision of 
               ornaments and light. The house is filled with joy and 
               laughter. Grandfather plays his recorder by a roaring fire

                                     CREATURE
                         Most beautiful... tree...

               The kids go dashing across the room. The Creature shifts to 
               the slats as the door opens, throwing a spill of warm light.

               The children set something out in the snow. Maggie calls out 
               into the darkness:

                                     MAGGIE
                         Merry Christmas!

               The door closes. The Creature creeps from his sty, scurries 
               closer to investigate. He finds a covered plate topped with 
               a glittering red silk flower as decoration. The slate board 
               is jammed in the snow. On it is chalked a child's rendering 
               of a glowing angel and a message:

                                     CREATURE
                         For the... Goood Spirr-rit... of 
                         the... Forr-rest.

               He snatches up the plate, scurries around the side of the 
               house, and hunkers down near the tool shed with his prize.

               He plucks the red silk flower, enchanted by it, tucks it 
               gingerly into an inner coat pocket. He uncovers the plate to 
               reveal a wonderful array of Christmas cookies.

               He's not sure what they are, but they don't smell half bad.

               He picks one up and bites into it. He pauses, stunned, eyes 
               going wide as saucers. A whine builds in his throat. He starts 
               huffing air as he chews, mouth gaping, mind thoroughly blown. 
               Screw potatoes and turnips.

               EXT - HOUSE - MORNING

               The children race out the door to find the plate empty. And 
               a big snow-angel waiting for them in the yard,

               INT - PIGSTY - NIGHT

               The Creature watches the family clustered around the fire. 
               Marie reads a book aloud:

                                     MARIE
                         ...with particles of heavenly fire, 
                         the God of Nature did his soul 
                         inspire... and pliant still the 
                         ethereal energy which wise Prometheus 
                         tempered into paste...

               The Creature leans back into the shadows, grappling with the 
               concept of book. He reaches into the pocket of the greatcoat, 
               and pulls out what's been there all along:

               Victor's Journal. So that's what this is. A book. He unwinds 
               the thong, riffles the pages. Letters fall, scattering from 
               the pages. He picks one up by the corner, turns his head 
               this way and that. Slowly:

                                     CREATURE
                         Myyy Darrllnng Vic...tor... Willee 
                         haaad hisss burrth-dayyy. I wissh... 
                         yooo cuud huvv beeen... herre... to 
                         sharre ut... withh... ussss...

               EXT - GRANDFATHER'S POND - DAY

               Grandfather sits playing his recorder. Again, the Creature 
               approaches to listen. Grandfather stops. Turns.

                                     GRANDFATHER
                         I know you're there.
                              (waits for a response)
                         Won't you speak to me?

               The Creature studies Grandfather for a time. The old man 
               waits. Finally starts to play again. The Creature finds a 
               spot to listen. He opens Victor's journal.

               CAMERA PUSHES SLOWLY IN as he puzzles over it...

               INT - PIGSTY - DAY

               ...and we CONTINUE PUSHING SLOWLY IN as the Creature reads:

                                     CREATURE
                         ...of sscience... and to c-create... 
                         a beinng... in the image of man... 
                         assembled ffrrom... the... dead 
                         bodieess I have... gatherrred...

               He turns the page and discovers his own rough likeness: it's 
               Victor's sketch of his patchwork man. The rendering includes 
               suture marks where the pieces were joined.

               The Creature gazes for a long time. His finger traces the 
               penciled suture-line where an arm joins the torso. Eyes going 
               wider. Revelation slowly dawning. No. It can't be. it's too 
               horrible to conceive...

               ...and he drops the journal, clawing at his coat in a surge 
               of panic, wrenching it away to reveal his arm... And the 
               massive suture scars joining his shoulder to his torso in an 
               exact match to the drawing. He throws his head back in an 
               animalistic PRIMAL SCREAM, face twisted in a mask of utter 
               horror, Munch's painting made flesh...

               IN THE WOODS

               ...and his scream echoes across the countryside, Felix turns 
               from chopping wood. His family gathers, eyes wide, listening 
               to the sound trail off. Softly:

                                     FELIX
                         God in heaven.

               IN THE PIGSTY

               A massive hand rips the page from the journal, raises it in 
               a clenched fist.

               ANGLE WIDENS to reveal the Creature huddled in a corner, 
               dropping his head into his arms to hide his face. Sunlight 
               throws streaks of light and shadow through the slats. He 
               sobs, wracked with despair as we

                                                                   FADE TO:

               EXT - VALLEY - DAY

               The house is distant below. Felix and his family are heading 
               out across the fields now sparse with snow, herding the cow 
               before them. Only Grandfather is missing.

               The gentle MUSIC of the recorder drifts up from the house.

               ANGLE WIDENS to reveal the Creature hunkered on a hill. 
               Watching. Waiting. The family dwindles in the distance.

               INT - HOUSE - DAY

               For the first time, we actually see the inside of the house 
               from a perspective other than through the chink in the wall.

               Grandfather is by the fire, playing his recorder.

               The Creature's face appears at a window. Peering in. He ducks 
               from view, appearing at another window. Making sure the house 
               is otherwise empty. He vanishes again. The door swings 
               silently open. His figure fills the doorway.

               Grandfather stops playing. Silence.

                                     GRANDFATHER
                         Would you like to sit by the fire?

               The Creature enters. Sits. Holds his hands toward the embers, 
               feeling the warmth.

                                     CREATURE
                         Nice.

                                     GRANDFATHER
                         The music? Or the fire?

               Grandfather offers him the recorder. The Creature hesitates, 
               takes it, inept where such delicacy is required. He puts it 
               to his misshapen lips and blows a few hollow tones. He gives 
               it back, huffing air, delighted.

                                     GRANDFATHER
                         I'm glad you finally came to the 
                         door. A man shouldn't have to scurry 
                         in the shadows.

                                     CREATURE
                         Better that way... for me.

                                     GRANDFATHER
                         Why?

                                     CREATURE
                         I'm... very, very ugly. People are 
                         afraid. Except you.

                                     GRANDFATHER
                              (smiles)
                         It can't be as bad as that.

                                     CREATURE
                              (soft)
                         Worse.

               The old man-reaches for his face. The Creature draws back.

                                     GRANDFATHER
                         I can see you with my hands. If you'll 
                         trust me.

               The Creature decides to trust. He eases forward. Grandfather 
               runs his fingers over his features. Gently:

                                     GRANDFATHER
                         You're an outcast.

                                     CREATURE
                         Yes. I have been seeking my friends.

                                     GRANDFATHER
                         Friends? Do they live around here?

                                     CREATURE
                         Yes. Very close

                                     GRANDFATHER
                         Why do you not go to them?

               The Creature pauses. Emotions swirling. Afraid to continue.

                                     CREATURE
                         I have been... afraid. Afraid... 
                         they will hate me... because I am so 
                         very ugly... and they are so very 
                         beautiful

                                     GRANDFATHER
                              (softly)
                         People can be kinder than you think.

                                     CREATURE
                         I am afraid.

               Grandfather reaches out and takes the Creature's hands.

                                     GRANDFATHER
                         Perhaps I can help. Tell me who.

               The Creature is huffing air, breath hitching in his chest 
               like a panicking child. His monstrous eyes well up with tears. 
               Trying to get the words out:

                                     CREATURE
                         I love them... so very much. I want... 
                         I want... them to be my ff-family. I 
                         II-Ilove them ss-so very mm-mm-
                         mmuch...

               The Creature pauses. Trying to get the words out. And the 
               door swings open. The Creature whips his head. There stands 
               Maggie. Eyes going wide. Breath catching in her throat. She 
               lets out an ear-splitting SHRIEK! The Creature throws himself 
               on the old man's lap, clutching him, pleading:

                                     CREATURE
                         Don't let them hate me!

               Felix bursts in, shoving Maggie aside, hell breaking loose 
               in screaming, hollering chaos: Marie trying to get the 
               children out of the way, Felix throwing himself on the 
               Creature to rip him off the old man, the Creature sprawling 
               to the floor, the old man shouting, the children SHRIEKING, 
               Felix snatching, up the fireplace poker and swinging it down, 
               again and again, trying to kill the thing...

                                     GRANDFATHER
                         Leave him alone!

               ...the CREATURE SCREAMING and taking the blows, writhing 
               across the floor in agony, the children scattering from his 
               pleading hands. The CREATURE rolls from under the brutal 
               beating and sails out the door.

               EXT - WOODS - DAY

               The Creature runs bleeding and sobbing, a specter sailing 
               among the trees with greatcoat billowing like huge dark wings. 
               Running from the horrified screams of rejection still echoing 
               in his mind.

               EXT - WOODS - DAY

               A snowscape. Stark trees. A figure in a greatcoat. Head bowed 
               with misery. Leaning against a tree. Trying to catch his 
               breath. Can't. Crying too hard. He sinks to his knees, hands 
               clutched bitterly to his heaving chest. Wondering why the 
               anguish doesn't stop his heart in mid-beat.

               A realization. He pulls the little red silk flower from the 
               inside pocket. It lies glittering in his huge, misshapen 
               palm like gentle magic. Or hope. Yes.

               HOUSE - DUSK

               The sky is brewing. The Creature runs across the courtyard 
               toward the house, breathless, holding his palm out. See? 
               Here's the flower you gave me. Don't you understand?

                                     CREATURE
                         It's me! It's mmmmeeeeee!

               Nothing. He glances around. The pigs are gone. Chickens too.

               The Creature's eyes go wide. He dashes to the house

               HOUSE - DUSK

               ...and bursts in to find it empty. Items have been scattered 
               and left behind. Books, clothes, even the old man's recorder. 
               They left in a hurry.

                                     CREATURE
                         ...no.

               HOUSE - NIGHT

               We hear furniture CRASHING, glass SHATTERING, shelves being 
               ripped from walls. A faint glow kicks up. Flames rise within. 
               The Creature exits with a flaming torch, spins back to watch. 
               He has new possessions: an armload of books jammed in a 
               satchel, some extra clothes on his body, the old man's 
               recorder jammed in his belt.

               A HOWLING WIND whips up, billowing his coat and hair, fanning 
               the flames even higher. He raises his torch, HOWLING along 
               with the wind, reflected fire seething in his eyes, exulting 
               as the house is consumed...

                                                               DISSOLVE TO:

               MONT BLANC - DAY

               Massive pale gray feet walking through the snow. ANGLE 
               WIDENING to reveal a lone, windswept figure traversing the 
               glacier with a walking staff. Struggling toward the crest of 
               a ridge. Greatcoat billowing in a freezing wind.

               THE CREATURE rises from below the crest and gazes down.

               Glowering with triumph at achieving his goal. Softly:

                                     CREATURE
                         Geneva.

               AERIAL SHOT sweeps up the slope of the glacier like the wind 
               itself, rising magnificently past the tiny figure standing 
               on the ridge, sailing up over the crest... to reveal the 
               valley and lake of Geneva below.

                                                               DISSOLVE TO:

               INT - VICTOR'S GARRET - DAY (SPRING)

               Sunlight streams through the dormer window. Birds twitter on 
               the ledge outside. The trees are in bloom. Victor stands 
               dressed and ready to go, taking one last pensive look around 
               at the now-empty garret. Henry appears:

                                     HENRY
                         Our carriage is here.

               EXT - INGOLSTADT CITY GATES - DAY

               Bustling with activity. Hopeful. A traffic snarl is jammed 
               up in both directions, waiting to get in and out of the city. 
               People, carriages, wagons, goods. We find Professor and MRS. 
               KREMPE saying goodbye to Victor and Henry:

                                     MRS. KREMPE
                              (watching the gates)
                         Such a terrible winter. I'll praise 
                         God to see those gates open again.

                                     KREMPE
                         I'll have all your things sent on. 
                         They should arrive soon after.
                              (Victor nods)
                         It's been a rough time, lad. For us 
                         all. But if you'd like to come back 
                         and finish out your final term once 
                         university re-opens...

               A ROAR goes up from the crowd. The gates are finally opening 
               as SOLDIERS swing them aside. The traffic starts to flow.

               Victor turns back to Krempe, nods gratefully.

                                     VICTOR
                         Thank you, Professor. For everything.

               Krempe is flustered as Victor gives him an awkward hug.

                                     KREMPE
                         Write and let us know you've arrived 
                         safely.

               Victor breaks the embrace. He and Henry clamber into the 
               carriage. Softly:

                                     VICTOR
                         Take me home, my friend.

               Henry signals the DRIVER. The reins snap. The carriage lurches 
               away, easing into the flow of traffic as we

                                                               DISSOLVE TO:

               EXT - FRANKENSTEIN ESTATE - DAY

               William, now 10, comes charging up the steps with a small 
               package under his arm, nearly bowling over Mrs. Moritz as he 
               sails past her hollering his head off:

                                     WILLIAM
                         HE'S COMING HOME!

               INT - PARLOR - DAY

               Willie careens into the parlor, where Elizabeth and Justine 
               are entertaining FRIENDS.

                                     WILLIAM
                         Elizabeth! Justine!

               Father enters, trailed by HOUSEHOLD STAFF.

                                     FATHER
                         What's all the fuss? Why are you 
                         shouting?

                                     WILLIAM
                         He's coming home! Tonight!

                                     ELIZABETH
                         Who? Victor?

                                     WILLIAM
                         That's what I'm telling you!

                                     ELIZABETH
                              (swept with relief)
                         Thank God.

               Willie thrusts the package into her hands. She hesitates

                                     FATHER
                         Open it.

               Willie scrambles to bring her the letter opener. Elizabeth 
               lays the package down, slits it open. Willie peers in.

               Elizabeth pulls the locket out to the admiration of all. She 
               presses the catch. The locket pops open to reveal Waldman's 
               miniature oil painting.

                                     WILLIAM
                         It's Victor!

                                     JUSTINE
                         It's beautiful! May I?
                              (takes the locket)
                         He looks so handsome.

               Elizabeth pulls out the letter. Apprehension and hope. She 
               begins to read. The others watch her. Waiting. Her face lights 
               up, blinking back tears. She remembers to breathe.

                                     FATHER
                         What does it say?

                                     ELIZABETH
                         Let this locket be a token of the 
                         vow we took the night I left.
                              (beat)
                         He's coming home to marry me.

               Instant pandemonium and joy... except from Justine, whose 
               heart quietly breaks. Father and the others ROAR with approval 
               while Willie jumps and shouts:

                                     WILLIAM
                         Married! The two of you?

                                     FATHER
                         Brilliant! I knew it! Ever since you 
                         were children!

                                     JUSTINE
                              (softly)
                         That's wonderful.

               She hands the locket back. She slips quietly from the room, 
               unnoticed by the others...

               INT - ENTRYWAY - DAY

               and hurries down the hall, fighting back tears.

               RESUME PARLOR as Elizabeth is swept up in congratulatory 
               conversation. Willie grabs the locket, admiring it:

                                     WILLIAM
                         Elizabeth? Can I take this to show 
                         Peter?

                                     ELIZABETH
                         Willie, it's not a toy for your 
                         friends.

                                     WILLIAM
                         I'll take extra special care, I 
                         promise! Pete's never seen what Victor 
                         looks like! He'll admire it 
                         enormously!

               Willie's so solemn and earnest that Elizabeth has to smile.

                                     ELIZABETH
                         Don't dawdle. It'll be dark in a few 
                         hours.

               The boy takes off like a shot. Father throws his arm around

               Elizabeth, announcing to all:

                                     FATHER
                         Join us for champagne! My son is 
                         coming home!

               EXT - FRANKENSTEIN ESTATE - LATE DAY

               Geese scatter as Willie comes racing across the grounds. He 
               clambers over a low fence, heading into the miles of wooded 
               acreage behind the house. His favorite shortcut.

               EXT - COUNTRYSIDE - LATE DAY

               Willie hurries/dawdles along as kids do, the precious locket 
               clutched in his hands, admiring it. He can't get over the 
               fact that his brother's finally coming home.

               He pauses, hearing FAINT TONES carried on the breeze, eerie 
               and flute-like. A recorder. Curious, he follows the sounds 
               further and further into the woods...

               EXT - POND - LATE DAY

               ...and comes into view of the pond. There's a FIGURE sitting 
               half-concealed among the tall reeds, gazing off across the 
               water and playing his delicate wind instrument with oddly-
               pleasing dissonance (again, a simple variation of our familiar 
               WALTZ/LOVE THEME.)

               Willie draws closer. Curious. Not wanting to intrude, but 
               listening to the music. The figure in the reeds still hasn't 
               noticed him...

               ...And then his head abruptly whips around, An ogre right 
               out of a storybook. Willie's eyes go wide. The locket drops 
               from his fingers into the dust. The boy turns and runs as 
               the monster in the reeds lunges to its feet:

                                     CREATURE
                         Wait! Don't be afraid!

               The boy keeps running. The Creature comes shambling up from 
               the pond, still calling after him. He picks up the dropped 
               object. As he rises, he finds himself staring at the locket.

               At the small painting it contains. Victor Frankenstein. He 
               raises his gaze after the fleeing boy. Maybe Willie does 
               have reason to be afraid.

               The Creature starts after him, locket clenched in his fist, 
               teeth grinding in greater and greater rage. Eyes wild.

               THEIR FEET go pounding through the brambles and brush. The 
               terrified boy. The pursuing monster. Faster and faster...

               INT - FRANKENSTEIN KITCHEN - DUSK

               Whirling with activity. Mrs. Moritz supervises the staff.

               Elizabeth and Justine are helping with the preparations.

               Justine turns with a platter, collides with one of the kitchen 
               staff. Carrots go flying.

                                     MRS. MORITZ
                         Justine! Pay attention!

                                     JUSTINE
                              (tight)
                         Yes, Mother.

                                     ELIZABETH
                              (pulls her aside)
                         Are you all right?

                                     JUSTINE
                              (even tighter)
                         Fine.

               Justine sees genuine concern. She softens:

                                     JUSTINE
                         I'll be all right. Really.

               Father enters with Claude. Both men worried.

                                     FATHER
                         Have you seen Willie?

                                     ELIZABETH
                         Is he not back yet?

                                     FATHER
                         Claude rode over there to see if 
                         held lost track of time. They say he 
                         never arrived.

                                     ELIZABETH
                         It's far too late for him to still 
                         be out.

               EXT - MANSION - DUSK

               Elizabeth exits with the others

                                     CLAUDE
                         Don't worry, Monsieur, we'll find 
                         him.

               He rushes to gather the men. Elizabeth gazes off. Wind kicking 
               up. Night approaching. Almost too dark to see.

               EXT - COUNTRYSIDE/WOODS - NIGHT

               A massive search in progress. People are scouring the fields 
               on horse and on foot, shouting Willie's name. Elizabeth enters 
               frame, calling out:

                                     ELIZABETH
                         WILLIE!

               LIGHTNING dances on the horizon. A storm approaching.

               EXT - WOODED AREA - NIGHT

               The stark black silhouettes of tree trunks bisect the frame 
               in foreground as Justine approaches from the fields, lantern 
               held high...

                                     JUSTINE
                         WILLIE!

               ...and one of the "tree trunks" turns out not to be. It darts 
               abruptly across frame with a billow of flapping greatcoat, 
               Justine enters the woods. A FLASH OF LIGHTNING sends shadows 
               skittering among the trees...

               EXT - ROAD TO MANSION - NIGHT

               ...And the storm is now a raging downpour, TILT DOWN to reveal 
               a coach clattering through the rain.

               INT - COACH - NIGHT

               Victor is peering out the window flap.

                                     VICTOR
                         There! Look!

               Henry cranes to look. A LIGHTNING FLASH stutters the mansion 
               briefly to life a few hundred yards down the road,

                                     HENRY
                         Quite a place.

                                     VICTOR
                         Thank you, Henry.

                                     HENRY
                         For what?

                                     VICTOR
                         This. My home. My family.
                              (softly)
                         If not for you, I'd be dead in a 
                         burial pit somewhere.

               Henry smiles, squeezes his shoulder. The carriage lurches 
               violently, tossing them forward.

               EXT - COACH - NIGHT

               Victor jumps from the coach as the DRIVER wrestles his rearing 
               horses under control and points. Victor turns.

               Elizabeth stands in the downpour like a ghost. Drenched to 
               the bone. Weeping from the depths of her soul. Holding Willie 
               in her arms. The boy's arms hang limp, his head dangles back. 
               Victor starts forward, stunned, unable to comprehend, running 
               faster and faster...

                                     VICTOR
                         Elizabeth?

               ...and now others are converging on the scene, dark screaming 
               figures in the storm. Victor reaches her first as the others 
               crowd around in a panic of confusion, crushing and jostling 
               as she collapses into Victor's arms, all of them cradling 
               Willie, and then Father is there, shoving his way through, -- 
               seeing his dead boy and collapsing in the muck with a SCREAM, 
               and suddenly Henry is there shouting for the men to lift him 
               and everybody is scrambling and screaming as we

                                                              SMASH CUT TO:

               INT - MANSION - FATHER'S BEDROOM - MORNING

               Silence. All we hear now is the SOFT TICKING of a clock.

               Henry tenderly ministers to Father, who lies gravely ill.

               INT - PARLOR - MORNING

               Elizabeth is sitting. Elbows crossed. Holding herself 
               together. Face ashen. Dazed. Still in shock. Mrs. Moritz is 
               nearby, looking much the same. Eyes swimming with tears.

                                     MRS. MORITZ
                         Sir. I'm terrified for my girl.

                                     VICTOR
                              (softly)
                         We'll organize another search now 
                         that it's light enough. We'll find 
                         her, Mrs. Moritz, I promise.

               Henry comes downstairs. He and Victor confer in whispers 
               then approach Elizabeth. Victor crouches before her.

                                     ELIZABETH
                         What is Father's outlook?

                                     HENRY
                         I am cautiously hopeful. With quiet 
                         and proper care he may eventually 
                         regain some or most of his strength.

               Victor squeezes her hand. Comfort and strength.

                                     ELIZABETH
                         Thank you, Henry.

               There's a KNOCKING at the front door.

               INT - ENTRYWAY - MORNING

               Victor opens the door. POLICEMEN hover outside. Faces grim.

                                     POLICEMAN #1
                         Mr. Frankenstein. We've apprehended 
                         the murderer. Not five miles from 
                         here, hiding in a barn.

                                     VICTOR
                         Who is it?

               The policemen trade uneasy glances.

                                     POLICEMAN #2
                         It's very unsettling, sir. And quite 
                         strange. Perhaps you'd better come 
                         with us.

               INT - JAIL CELL - DAY

               Victor is led in by policemen. The JAILER unlocks the cell.

               Victor enters as the men depart. Victor is alone, staring at 
               a FIGURE huddled in the corner, pooled in shadow. We get the 
               impression of long, dangling hair. The figure stirs...

                                     FEMALE VOICE
                         Victor?

               ...and leans into the light. Justine. Pale. Dazed. Scared

                                     JUSTINE
                         Victor! It's you! Thank God!

               She rushes to him, throws herself into his arms. He reacts 
               stiffly, not at all sure he wants her touching him.

                                     JUSTINE
                         Is it true? What they say about 
                         Willie? Is it true?

                                     VICTOR
                         Yes.

               She dissolves into tears. Barely able to breathe.

                                     JUSTINE
                         Willie. My poor little angel.
                              (looks up)
                         Victor! They think I did it!

                                     VICTOR
                         Did you?

               Justine pauses. Stunned. Her eyes on his. Here's the deepest 
               betrayal ever experienced. Her heart turns to ash.

                                     JUSTINE
                              (low)
                         I don't believe... I am in need of 
                         your comfort... anymore.

                                     VICTOR
                              (a whisper)
                         Did you, Justine?

               Beat. She hauls off and slaps him hard enough to rock his 
               head around. Then she slaps him again. Harder.

                                     JUSTINE
                         Get out!

               INT - COURTROOM - DAY

               The courtroom is packed. Justine sits accused. An older 
               KITCHEN MAID is on the stand.

                                     KITCHEN MAID
                         I found her sobbing her eyes out. 
                         Poor thing, I said, what's all this? 
                         And she spilled her heart to me about 
                         Master Victor. How she'd always loved 
                         him, and now he was coming home to 
                         marry mistress Elizabeth.

               A MURMUR sweeps the courtroom. Victor and Elizabeth share a 
               stunned glance.

                                     KITCHEN MAID
                         She cried and cried about the 
                         beautiful locket he'd sent. How she 
                         wished it was hers. She swore me 
                         never to tell a soul.
                              (peers at Justine)
                         That was before the boy went missing, 
                         a'course.

               INT - COURTROOM - DAY

               Victor is on the stand:

                                     VICTOR
                         I always viewed her with brotherly 
                         affection. I had no idea of her 
                         feelings for me.

                                     PROSECUTOR
                         Rejection can be a powerful wound. 
                         People have been known to do uncanny 
                         things.

                                     VICTOR
                         But to commit so ghastly and terrible 
                         a crime against a child she loved?

               Victor pauses, gnawed by some vague intuition. He looks to 
               Justine. She gazes back, her feelings hidden. Softly:

                                     VICTOR
                         It's hard to believe.

               INT - COURTROOM - DAY

               Elizabeth is on the stand:

                                     ELIZABETH
                         Justine and I grew up as sisters. I 
                         know her better than anybody.

                                     DEFENDING COUNSEL
                         Do you think it possible she committed 
                         this crime?

                                     ELIZABETH
                         William was as much her child as 
                         mine. We were both mother to him.
                              (beat)
                         I believe she would sooner have 
                         strangled the life from her own body.

                                     DEFENDING COUNSEL
                         Then you consider the charge without 
                         merit.

                                     ELIZABETH
                         I consider the charge imbecilic.

               INT - COURT ROOM - DAY

               Justine is now on the stand:

                                     JUSTINE
                         Yes. I took refuge in the barn. 
                         Wouldn't you? Lost in the storm? 
                         Freezing and wet? I was exhausted 
                         and could search no longer.

                                     PROSECUTOR
                         And is it true, Miss Moritz, that 
                         you love Victor Frankenstein? That 
                         your heart was broken?
                              (off her silence)
                         Answer the question. Do you love 
                         Victor Frankenstein?

               Her gaze wanders to Victor, eyes locking on his. Stares back, 
               trapped.

                                     JUSTINE
                         I have always loved him.

                                     PROSECUTOR
                         Is it also not true that you murdered 
                         his brother William in a misdirected 
                         crime of passion?

                                     JUSTINE
                         Murder Willie? In my heart, he was 
                         our child. Victor's and mine. Such a 
                         thing could never have entered my 
                         mind.

                                     PROSECUTOR
                         So you have claimed. Yet you have no 
                         explanation for this.
                              (holds up the locket)
                         The locket last seen in the hands of 
                         the poor murdered child was found 
                         hidden in your dress the morning 
                         following the murder. The locket you 
                         so coveted.
                              (leans close)
                         How did it come to be in your 
                         possession?

                                     JUSTINE
                         I have no knowledge of that.

               EXT - FIELD - DAY

               A PAIR OF FEET drop heavily in frame. THUMP-CRACK! A shoe 
               flies off. The CROWD gasps. Mrs. Moritz collapses WAILING to 
               the ground. Elizabeth drops to her side to comfort her. Victor 
               just stands staring. ANGLE WIDENS to reveal Justine dangling 
               from the noose, neck broken, hands bound and feet still 
               twitching.

               EXT - SAME FIELD - NIGHT

               Another eerie echo of before: a storm is raging. The body 
               dangles from the scaffold, lashed by wind and rain. Victor 
               looms from the darkness, staring.

               And then a massive white hand thrusts into frame and grabs 
               his shoulder. Victor whirls and finds himself staring up 
               into the last face he ever expected to see again, the hideous 
               necrotic features bathed in a purple/white GLARE OF LIGHTNING. 
               He SCREAMS as the Creature lashes out, grabs him by the coat, 
               draws him breathlessly closer, inch by inch, eyeball-to-
               eyeball, grinning his awful rictus grin. Softly:

                                     CREATURE
                         Frankenstein.

               Victor is speechless with horror. The Creature raises his 
               arm, pointing with an impossibly long and bony finger. Look 
               there. Victor does. LIGHTNING dances in the sky, illuminating 
               Mont Blanc with a crackling halo of electricity... and then 
               the Creature is gone, vanishing like a shadow in the darkness.  
               Victor falls gasping. The awful truth dawning. He rises, 
               gazing at the scaffold, horrified.

                                     VICTOR
                         Oh God. Oh God! No! NOOOOOOO!

               Screaming now, rushing to the scaffold, throwing his arms 
               around the innocent girl dangling there, sliding down, sinking 
               to his knees, weeping helplessly:

                                     VICTOR
                         Oh God. Justine. Forgive me.

               INT - MANSION - STUDY - DAWN

               Victor pulls a carved box from a shelf. Opens it. Lying inside 
               in their velvet cradle are a gorgeous pair of Model 1820 
               Collier flintlock revolvers.

               MANSION - DAWN

               Victor is bundled in a rough coat, packing final supplies on 
               a horse held by Claude. Elizabeth is at his heels.

                                     VICTOR
                         My mind was not playing tricks. He 
                         was there in the storm... gloating 
                         over his crimes... challenging me to 
                         come.

                                     ELIZABETH
                         But why risk yourself? Hasn't this 
                         family suffered enough?

                                     VICTOR
                         I've no choice

                                     ELIZABETH
                         If what you say is true, it is a 
                         matter for the police!

                                     VICTOR
                         They've done a fine job. Hanging an 
                         innocent for the crime of a fiend.

               He rams the rifle into its scabbard, turns to her.

                                     ELIZABETH
                              (softly)
                         Do you know this man? Is there 
                         something between you?

                                     VICTOR
                         I know only that he is a killer.  
                         And I shall bring back his carcass.

               Victor heaves himself into the saddle and rides off. TILT UP 
               to the mountain. Shrouded in snow. Waiting.

               MONT BLANC - DAY

               A lone horse and rider appear, on his mission of revenge...

               Victor ascends the mountain. The mountain is brutal and 
               unforgiving. Victor dismounts, leading his horse onto the 
               glacier. A bitter wind blows...

               They plod on. Searching. Magnificent rugged vistas unfolding 
               before our eyes. Primeval and vast...

               The horse suddenly spooks. Victor calms him. Staring. Is 
               that a figure down there? He shades his eyes against the 
               cutting sleet. Somebody in the distance. Down there on the 
               snow field. A tiny speck. Watching him.

               The figure starts running, leaping across the ice with great 
               bounds. Right toward Victor. Victor wrenches the carved box 
               from the saddle bag. The horse bolts. Victor drops to the 
               snow, throws open the box, frantically snatches up the pair 
               of revolvers.

               He glances up. The figure is gone, vanished in drifts of 
               white. Victor rises with a revolver in each hand, cocks the 
               flintlocks of both, turning slowly around. Gazing at the 
               rocks and crags. Searching.

                                     VICTOR
                         WHERE ARE YOU?

               He hears nothing but his own voice echoing back... and then 
               FEET CRUNCHING through the snow. He turns. The Creature is 
               running toward him across the glacier with inhuman speed, 
               greatcoat billowing like huge dark wings.

               Victor raises the first pistol. Hesitates. As frightened and 
               angry as he is, a small part of him pauses to admire the 
               achievement of actually having created life.

               He pulls the trigger. BOOM! A huge flash of powder, an 
               eruption of smoke. The Creature dodges the shot, still coming. 
               Victor raises the other gun. BOOM! Another flash of smoke. 
               Still the Creature comes.

               Victor. Frantic. Manually spinning the cylinders, cocking, 
               firing. BOOM! A miss. BOOM! Another miss. Spinning. cocking.

               Firing. BOOM! BOOM! Spinning. Cocking...

               ...And the Creature is on him, slapping the pistols clean 
               out of his hands. The guns sail through the air, spinning 
               off across the ice. Victor panics, turns to run... And slips 
               over the edge of the precipice.

               Victor falls SCREAMING, arms and legs windmilling through a 
               30-foot drop... and slams bodily into a snowdrift. He looks 
               up. The Creature is peering down... and leaps over the edge 
               to follow, sailing through the air to land before him in a 
               cat-like crouch. He pulls Victor from the snow and sends him 
               sliding across the ice with a mighty heave...

               INT - ICE CAVE - DAY

               ...right into the mouth of an ice-cave, Victor comes tumbling 
               and sliding down the entrance, spinning and careening to 
               sprawl heavily to the cave floor.

               Winded. Battered. Barely able to move. He glances up to see 
               the cave filled with possessions. Books. Provisions. Extra 
               clothing. The embers of a fire burn low. There is even a 
               rough attempt at furnishings in the form of a few crates.

               A huge shadow fills the cave entrance. The storybook ogre is 
               coming home to his cave, breath huffing like a steam engine. 
               Victor scrambles back terrified, pressing into a corner as 
               the Creature enters...

               ...but the Creature merely crosses to the fire and hunkers 
               down. He tosses a few more sticks on the flames. Pause.

                                     CREATURE
                         Come warm yourself if you like.

                                     VICTOR
                         You speak.

                                     CREATURE
                         Yes, I speak. And read. And think... 
                         and know the ways of Man.
                              (pause)
                         I've been waiting for you. Two months 
                         now.

                                     VICTOR
                         How did you find me?

               The Creature grabs Victor's journal off the "shelf." He 
               unwinds the thong, the letters spill out.

                                     CREATURE
                         The letters in your journal. That 
                         and a geography book.
                              (picks up a letter)
                         Your Elizabeth sounds lovely.

                                     VICTOR
                         Kill me and have done with it.

                                     CREATURE
                         Kill you? Hardly that.

                                     VICTOR
                         Then why am I here? What did you 
                         want with me?

                                     CREATURE
                         More to the point, why am I here? 
                         What did you want with me?
                              (off Victor's look)
                         What does one say to one's Maker, 
                         having finally met him face to face? 
                         Milton gave it voice.
                              (grabs a book, thumbs 
                              to a certain page)
                         Did I request thee, Maker, from my 
                         clay to mould me Man? Did I solicit 
                         thee from Darkness to promote me?

                                     VICTOR
                         Fine words from a child killer. You 
                         who murdered my brother.

                                     CREATURE
                         Your crime... as well as mine.

                                     VICTOR
                         How dare you. You're disgusting and 
                         evil.

                                     CREATURE
                         Evil?
                              (scurries closer)
                         Do you believe in evil?

                                     VICTOR
                         I see it before me.

                                     CREATURE
                         I'm not sure I believe. But then I 
                         had no one to instruct me. I had no 
                         mother... and my father abandoned me 
                         at birth.

               He draws closer still. Intimate. Turning his head this way 
               and that. Puzzling at Victor's face. Softly:

                                     CREATURE
                         Were the dying cries of your brother 
                         music in my ears?

               He raises his hand before Victor's eyes, bony fingers curling 
               to clutch an invisible throat. Victor is petrified

                                     CREATURE
                         I took him by the throat with one 
                         hand... lifted him off the ground. 
                         And slowly crushed his neck.
                              (emotion growing)
                         That poor, innocent child died in my 
                         grip... because all I could see was 
                         your face... and all I could feel 
                         was my rage. And when I let him go, 
                         he fluttered to the grass like a 
                         sparrow...

               FLASHBACK INSERT: FIELD

               The Creature gazes down at Willie's body. He stares at the 
               hand that committed the crime as if waking from a dream.

               Tears welling. Overcome with shame and horror.

               He falls to knees in the middle of the vast field, his wail 
               echoing across the countryside as he weeps over the boy.

               RESUME ICE CAVE

               Victor stares in horror as the Creature relates his story 
               with tears shining in his monstrous eyes.

                                     CREATURE
                         Later, when they were searching, I 
                         followed the pretty lady who got 
                         lost in the woods...

               FLASHBACK INSERT: - BARN

               Justine is asleep in the hay. Haggard, wet, exhausted. The 
               Creature looms over her, a monstrous shape backlit by the 
               lightning, gazing on her beauty. His hand reaches down, 
               hovering reverently, wishing to caress the swell of her 
               breasts at the neckline of her bodice ...

                                     CREATURE (V.O.)
                         She was so lovely. I longed to touch 
                         her... and seek her sympathy...

               The locket drops from his hand to dangle in his fingers. He 
               lowers it, tucking it gently away in her pocket

                                     CREATURE (V.O.)
                         ...but I simply returned the object 
                         which had triggered my crime, hoping 
                         in some small way to atone...

               RESUME ICE CAVE

               Now tears are shining in victor's eyes as well.

                                     CREATURE
                         You gave me these emotions, but you 
                         didn't tell me how to use them. Now 
                         two people are dead. Because of us.

               Victor is crushed by remorse. A sob escapes him.

                                     CREATURE
                         Why, Victor? Why? What were you 
                         thinking?

                                     VICTOR
                         There was something at work in my 
                         soul which I do not understand.

                                     CREATURE
                         What of my soul? Do I have one? Or 
                         was that a part you left out?
                              (spreads his hands)
                         Who were these people of which I am 
                         comprised? Good people? Bad people?

                                     VICTOR
                         Materials. Nothing more.

                                     CREATURE
                         You're wrong. Do you know I knew how 
                         to play this?

               He grabs up the recorder, plays a brief snatch of melody.

                                     CREATURE
                         In which part of me did this knowledge 
                         reside? In these hands? In this mind? 
                         In this heart?
                              (beat)
                         And reading and speaking. Not things 
                         learned... so much as things 
                         remembered.

                                     VICTOR
                         Trace memories in the brain, perhaps.

                                     CREATURE
                         Stolen memories. Stolen and hazy. 
                         They taunt me in my dreams. I've 
                         seen a beautiful woman lying back 
                         and beckoning for me to love her. 
                         Whose woman was this? I've seen boys 
                         playing, splashing about in a stream. 
                         Whose childhood friends were these?
                              (soft, intense)
                         Who am I?

                                     VICTOR
                              (hollow)
                         I don't know.

                                     CREATURE
                         Then perhaps I believe in evil after 
                         all.

               The Creature moves off. Victor is emotionally exhausted

                                     VICTOR
                         What can I do?

                                     CREATURE
                         There is something I want.
                              (pause)
                         A friend.

                                     VICTOR
                         Friend?

                                     CREATURE
                         A companion. A female. Like me, so 
                         she won't hate me.

                                     VICTOR
                         Like you? Oh, God, you don't know 
                         what you're asking.

                                     CREATURE
                         I do know that for the sympathy of 
                         one living being, I would make peace 
                         with all.
                              (beat)
                         I have love in me the likes of which 
                         you can scarcely imagine. And rage 
                         the likes of which you would not 
                         believe. If I cannot satisfy the 
                         one, I will demonically indulge the 
                         other. That choice is yours.
                              (off his look)
                         You're the one who set this in motion, 
                         Frankenstein.

                                     VICTOR
                         And if I consent?

                                     CREATURE
                         We'd travel north, my bride and I. 
                         To the furthest reaches of the Pole, 
                         where no man has ever set foot. There 
                         we would live out our lives.  
                         Together.
                              (beat)
                         No human eye would ever see us again. 
                         This I vow.

               PUSHING SLOWLY IN on Victor. Considering it. Beaten.

               EXT - MONT BLANC GLACIER - NEXT MORNING

               Victor is calming his skittish horse as the Creature looms 
               into view. Victor turns. The Creature tosses Victor his 
               journal. Victor hesitates, jams it into his saddlebag.

                                     CREATURE
                         Soon?

                                     VICTOR
                         Yes. I want this over and done with.

                                     CREATURE
                         I'll be waiting. And watching.

               And with that, the Creature turns and scrambles back down 
               the nearly-vertical cliff face, leaping from crags and 
               boulders with superhuman agility. Victor watches him vanish 
               from sight.

               EXT - MONT BLANC - DAY

               Victor descends the mountain, heading back to civilization.

               EXT - FRANKENSTEIN ESTATE - DAY

               Victor walks his horse toward the house. Elizabeth rushes 
               out to meet him with Henry and Claude. Victor hands off the 
               reins to the STABLEBOY and embraces Elizabeth tightly.

                                     ELIZABETH
                         I thought I'd never see you again!

                                     VICTOR
                         I'm all right. I'm safe,

                                     HENRY
                         What happened up there?

                                     VICTOR
                         I didn't find what I was looking 
                         for.

                                     CLAUDE
                         What did you find?

               Victor glances over. Claude has pulled the Collier pistols 
               from the saddlebags and caught a strong whiff of powder.

                                     CLAUDE
                         These have been fired.

                                     VICTOR
                         At shadows. My nerves got the better 
                         of me.

               Victor walks on toward the house with Elizabeth

               EXT - GARDEN - DAY

               ...and we find them in discussion by the fountain:

                                     ELIZABETH
                         What sort of task?

                                     VICTOR
                         It's not something I can explain 
                         now. Perhaps someday.

                                     ELIZABETH
                         What of our marriage? Victor, we've 
                         had so much tragedy. I want this 
                         family to live again.

                                     VICTOR
                         So do I.

                                     ELIZABETH
                         We need each other now, I need your 
                         comfort and strength, not separation 
                         and solitude.

                                     VICTOR
                         A month at most, that's all I ask.
                              (draws close)
                         Elizabeth, please. Things have not 
                         yet resolved. I must take steps to 
                         see that they do. For our family's 
                         sake. For our sake.
                              (caresses her face)
                         You are life itself. We shall seal 
                         our vow. The moment I am done.

               He leans forward to kiss her... and pauses, hearing the 
               distant MUSIC of a recorder echoing from the hills...

               INT - BEDROOM - DAY

               Victor sits at bedside, holding Father's hand. The old man 
               is a weak and frail shadow of his former self.

                                     VICTOR
                         You must regain your strength to 
                         preside at our wedding... and spoil 
                         your grandchildren later on. These 
                         are duties you cannot shirk.

               Father smiles faintly.

               Victor squeezes his hand, whispers:

                                     VICTOR
                         We're all safe now. I promise

               INT - MANSION ATTIC - DAY

               Murky and dark. Victor enters, yanks a dusty curtain off a 
               window to let in some daylight. He picks up a pry bar, 
               approaches a stack of crates as if facing an old adversary. 
               One in particular is quite large. He rams the bar into the 
               wood, prying it open... and CAMERA PUSHES IN to reveal a 
               dull gleam of copper lurking within the packing straw.

                                     VICTOR
                         God forgive me.

               MONTAGE:

               Victor assembles his equipment, recreating the lab; bolting 
               together the sarcophagus, now resting in its cradle. Hanging 
               the huge glass tube, adjusting the boom. Installing the 
               ceiling tracks and hoist mechanism. Playing out the copper 
               wire along the ceiling beams. Hooking up the galvanic 
               batteries and generators. Testing the electrical circuit 
               with goggles and thick gloves, getting a huge cascade of 
               sparks...

                                     HENRY (O.S.)
                         I prayed never to see these again...

               Victor turns. Henry stands in the doorway.

                                     HENRY
                         Whatever they are.

               Henry enters, runs his hand over the gleaming surface of the 
               sarcophagus, circles toward Victor.

                                     HENRY
                         I won't bother asking what or why. 
                         You wouldn't tell me anyway. I just 
                         hope you know what you're doing...
                              (draws close)
                         ...because if this is a repeat of 
                         Ingolstadt, I won't be around to 
                         pick up the pieces.

               CAMERA PUSHES PAST to the Da Vinci print on the wall, contact 
               points still daubed with red...

               EXT - CEMETERY - NIGHT

               CAMERA DRIFTS among the tombstones to reveal an eerie sight:

               SOMEONE hunched in a grave, digging madly, dirt flying. We 
               hear the THUNK of a shovel hitting wood

               INT - COFFIN - NIGHT

               ...and the lid wrenches aside to reveal the Creature. He 
               peers down at us, almost close enough to kiss.

               EXT - FRANKENSTEIN MANSION - ANGLE FROM ROOF - NIGHT

               The Creature nimbly climbs the outer wall, fingers grasping 
               the brickwork, a dark shape slung over his shoulder. He pauses 
               as a PAIR OF STABLEHANDS pass far below. He pulls himself 
               onto the roof, crosses the gables, and pushes open a dormer 
               window. We see Victor inside as it swings open. The Creature 
               enters with his prize...

               INT - ATTIC - NIGHT

               ...and the mottled corpse of Justine Moritz flops onto the 
               table before us.

               TILT UP TO:

                                     CREATURE
                         I want her.

               Victor stares down in utter horror. Her cold, dead face. 
               Blue lips already beginning to shrivel. Purple, sunken eyes.

               Knowing that she loved him. Knowing it's his fault she's 
               dead. He can barely get the words out:

                                     VICTOR
                         Why... her?

                                     CREATURE
                         Her body pleases me.

               That's it for Victor. He turns away, stomach heaving. It's 
               all he can do to keep from throwing up.

                                     CREATURE
                         Materials, remember? Nothing more. 
                         Your words.

               Victor hesitates, pulling himself together. Softly:

                                     VICTOR
                         My words.

               He turns back, forcing himself to examine the body, trying 
               not to view it as someone he knows. He cradles the head, 
               probing the back of the neck with his fingers.

                                     VICTOR
                         The brain stem was destroyed by the 
                         hanging. We'll need another. The 
                         body looks like it will do, but some 
                         extremities are too decayed. They'll 
                         have to be replaced. The fresher the 
                         better.

               EXT - ALLEY - RED LIGHT DISTRICT - NIGHT

               Outside the back door of a rowdy tavern, we find a PROSTITUTE 
               servicing a SAILOR in the alley: he's got her pressed against 
               the wall, skirt hiked up. It's not long before he's finished. 
               Off he goes, staggering back into the bar. She arranges her 
               skirt, tucking the money away... and pauses, noticing a TALL 
               FIGURE in the shadows. Staring. She approaches with her best 
               saucy smile:

                                     PROSTITUTE
                         Want some yourself? Or just like to 
                         watch?
                              (draws close)
                         What do you say, lover? I can make 
                         it good for you.

               The Creature leans into the light, clamps a massive hand to 
               her mouth. His other arm wraps around her waist, pulling her 
               off the ground. She gazes up, eyes wide, screams muffled in 
               his palm. Softly:

                                     CREATURE
                         I know you can.

               And he wrenches his arm, snapping her spine.

               INT - ATTIC - NIGHT

               The dead prostitute lies staring up, dried blood staining 
               her mouth. TILT UP to Victor gazing down in horror.

                                     VICTOR
                         What is this?

                                     CREATURE
                         A brain. Extremities.

                                     VICTOR
                         This was not taken from a grave.

                                     CREATURE
                         What does it matter? She'll live 
                         again. You'll make her.

                                     VICTOR
                         No. I draw the line.

               The Creature lashes out and drags Victor across the table.

                                     CREATURE
                         You will honor your promise to me!

                                     VICTOR
                              (through gritted teeth)
                         I will not! Kill me now!

                                     CREATURE
                         That is mild compared to what will 
                         come. If you deny me my wedding night. 
                         I'll be with you on yours.

               The Creature vanishes out the attic window into the night.

               Victor is left gasping for air, staring at the dead 
               prostitute. The full horror sinking in.

               INT - ATTIC STAIRCASE - MORNING

               Victor slams the attic door, securing it with a massive 
               padlock. He hurries down the steps.

               INT - GRAND BALLROOM - DAY

               Victor and Elizabeth, intensity flying:

                                     VICTOR
                         No. Not tomorrow, not next week, 
                         Marry me today.

                                     ELIZABETH
                         Why the change? What about your work?

                                     VICTOR
                         It was misguided and pointless. Is 
                         your answer yes?

                                     ELIZABETH
                         It is

                                     VICTOR
                         We'll leave this afternoon, right 
                         after the ceremony. Pack only what 
                         you need.

                                     ELIZABETH
                         Does this have something to do with 
                         that man you saw?

                                     VICTOR
                              (hesitates)
                         Yes. We're in danger here. Every 
                         moment we stay.

                                     ELIZABETH
                         Victor, tell me why! Trust me!

                                     VICTOR
                         I do. But you must trust me for now.

               INT - BEDROOM - DAY

               A small ceremony has been hurriedly organized at Father's 
               bedside. The old man holds Elizabeth's hand. Softly:

                                     FATHER
                         This is not... the grand wedding... 
                         I had hoped to give you...

               He releases her hand, giving the bride away. She takes her 
               place at Victor's side. Henry stands as best man. The PRIEST 
               faces them:

                                     PRIEST
                         We gather now in the sight of God to 
                         witness this man and woman bond their 
                         lives in matrimonial vow.

               EXT - MANSION - DAY

               Elizabeth gets in the coach. Claude clambers up to the 
               driver's seat armed with a rifle, ready to pull out. EIGHT 
               MEN on horseback provide armed escort. Victor addresses the 
               men staying behind, all of whom are also armed:

                                     VICTOR
                         Be especially on your guard. Stay 
                         cautious to a fault.

                                     STABLE HAND
                         Who is this man, sir? How shall we 
                         know him?

                                     VICTOR
                         He is huge and deformed... and quite 
                         insane.

                                     CLAUDE
                         He killed Master William and sent 
                         Justine Moritz to the noose! No 
                         hesitation, lads! Shoot the bastard 
                         on sight!

               CRIES of assent.

               Victor pulls Henry aside:

                                     VICTOR
                         Are you sure you'll be all right?

                                     HENRY
                         Yes, don't worry. I'll look after 
                         your father. You look after her.

                                     VICTOR
                         I'll be back as soon as I've got her 
                         far away and safe. We'll hunt this 
                         fiend down together.

                                     HENRY
                         Only if you'll tell me who he is.

                                     VICTOR
                              (hesitates)
                         I owe you that. Done.

               A quick embrace. Victor leaps into the coach.

               ANGLE FROM FATHER'S BEDROOM WINDOW

               The coach clatters up the road, trailed by the eight horsemen. 
               Those left behind scatter across the courtyard.

               Henry turns and walks back toward the house. ANGLE WIDENS to 
               reveal the Creature at the window.  In the bed behind him, 
               The old man stirs, opening his eyes

                                     FATHER
                         Victor?

               ...and sees the Creature turn toward him. Father's eyes go 
               wide as his final stroke is triggered. His life ends with a 
               prolonged death-rattle... and a soft exhale. The Creature 
               reaches down, closes his eyes. A tender gesture.

               A LOUD GASP. The Creature whirls. There stands the priest, 
               dropping his tea to the floor. The Creature sweeps across 
               the room, presses him against the wall.

                                     PRIEST
                              (breathless with horror)
                         You're the Devil himself.

                                     CREATURE
                         Yes, and I've come to snatch your 
                         soul...
                              (leans close)
                         ...unless you tell me where they've 
                         gone.

               EXT - LAKE GENEVA - DUSK

               A magnificent sunset bathes the mountains as storm clouds 
               roll in. A ferry is crossing the lake, moving away from us, 
               rippling the water. TILT DOWN to reveal...

               EXT - FERRY DOCK - DUSK

               Claude trotting to the window of the coach.

                                     CLAUDE
                         That was the last ferry. There's 
                         nothing else till morning.

                                     VICTOR
                         Damn it

                                     CLAUDE
                         We'll ride on ahead and secure you 
                         lodging for the night.

               EXT - RESORT - NIGHT

               A big chalet nestled in the woods by the lake. The storm is 
               raging. Claude and his men are positioned at the entrances.

                                     VICTOR
                         Make sure you keep your pistols dry

                                     GUARD #2
                         They're dry enough. And if they fail, 
                         we've others. And if those fail...
                              (draws his saber 
                              halfway)
                         ...we can always gut the bastard.

                                     CLAUDE
                         Don't worry, sir. You're well guarded. 
                         Now why don't you go upstairs to 
                         your wife? It's not often a man has 
                         his wedding night.

               INT - BRIDAL SUITE - NIGHT

               Victor enters to find the room aglow with dozens of candles.

               Elizabeth turns from the fireplace, her body silhouetted 
               through the sheer white nightgown.

                                     ELIZABETH
                         You're soaking.

               She approaches, peels off his coat. Victor stares at her, 
               awe-struck. She sees the look in his eyes, crosses her arms 
               demurely... then laughs at her own modesty.

                                     ELIZABETH
                         Brother and sister no more.

                                     VICTOR
                         Now husband and wife.

               He strokes her bare shoulders with his fingertips.

                                     VICTOR
                         I remember the first time I ever saw 
                         you. Crossing the floor of the grand 
                         ballroom with my parents at your 
                         side. So beautiful even then.

                                     ELIZABETH
                              (a whisper)
                         I have been waiting for this ever 
                         since.

               She leans up and gives him a kiss that would melt glass, 
               triggering the sexiest seduction imaginable...

               ...kissing, caressing, Victor stripping off his wet shirt, 
               CAMERA DRIFTING around them in slow circles, candles spinning 
               like a fever that's been building for a lifetime... and now 
               onto the bed. Magnificent and canopied. Kneeling together, 
               bodies touching, hands seeking, mouths joining...

               Elizabeth lying back, beckoning for him to love her. Victor 
               sinking down, running his hands up her thighs, peeling up 
               the nightgown, making her shudder with desire...

               ...and a SHOT FIRES. Victor jerks up. He can hear SHOUTING.

               He rolls off the bed, snatching up both pistols lying primed 
               and ready on the nightstand.

                                     ELIZABETH
                         Victor!

                                     VICTOR
                         Open this door for no-one!

               EXT - CHALET - NIGHT

               Victor sails past the GUARD at the entrance, brandishing his 
               pistols. The men converge, shouting in the rain:

                                     GUARD #2
                         I saw him in a flash of lightning! 
                         He vanished toward the lake!

                                     CLAUDE
                         Get after him!

               Several men race off in pursuit. TILT UP from Victor and 
               Claude... as a FLASH OF LIGHTNING reveals the Creature 
               clinging in the branches above their heads with a malevolent 
               smile. He scurries  silently up, further and further into 
               the tree... closer and closer to the balcony.

               INT - BRIDAL SUITE - NIGHT

               Elizabeth. Tense and waiting. A shadow looms across the 
               balcony... spilling through the French doors... onto the 
               floor... a bony hand reaches for the latch...

               The doors burst open on a crust of wind and rain, Elizabeth 
               spins as candles blow out all over the room. The Creature 
               enters, massive and unseen, gliding in shadow. Softly:

                                     CREATURE
                         Don't bother to scream.

               EXT - CHALET - NIGHT

               The men come running back from the lake. They stop before 
               Victor and Claude.

                                     GUARD #3
                         We lost him.

               And GUARD #4's eyes drift up:

                                     GUARD #4
                         Why are those open?

               Victor spins, gazing up. Breath catching in his throat. The 
               French doors are swaying in the wind.

                                     VICTOR
                         Elizabeth.

               INT - BRIDAL SUITE - NIGHT

               Elizabeth watches, transfixed, as the huge shadow moves 
               inexorably toward her. Her eyes dart toward the door. She 
               makes a break for it. He catches her halfway across the room, 
               spinning her around by the arm. Her face is lit by the light 
               of the fireplace.

               The Creature pauses, stunned at her beauty. A moment passes 
               between them. She senses the softening in his heart. She 
               peers at him, trying to understand. Realizing:

                                     ELIZABETH
                         You don't want to hurt me.

               He averts his gaze, shamed by her beauty.

                                     CREATURE
                         You're more lovely than I could ever 
                         have imagined.

               FOOTSTEPS come pounding up the stairs. A HEAVY CRASH of men 
               throwing their shoulders at the door...

                                     VICTOR
                         ELIZABETH!

               ...and it changes back in an instant, The Creature snarls.

               She tries to wrench away. He spins her around so he won't 
               have to look at her in the light, casting her face in shadow. 
               He cooks his arm back and plunges his fist toward her chest 
               with pile-driver force...

               INT - LANDING (OUTSIDE ROOM) - NIGHT

               ...and her SCREAM is cut short. The men give one last mighty 
               rush at the door...

               INT - BRIDAL SUITE - NIGHT

               ...and they burst in just in time to see Elizabeth cascade 
               back onto the bed, her chest a massive red stain. The Creature 
               whips toward them, fist glistening with blood...

                                     CREATURE
                         I keep my promises.

               ...and he races across the room as the men OPEN FIRE, 
               shredding the walls to splinters with an explosive fusillade 
               of shots. But the Creature is too fast. He hits the leaded 
               window head-on with the force of an anvil...

               EXT - CHALET - NIGHT

               ...and goes sailing out into empty space in a hurricane of 
               shattering glass. He drops 40 feet to the grass below and 
               vanishes like the breeze, greatcoat whipping into darkness.

               INT - BRIDAL SUITE - NIGHT

               Victor rushes to the bad and lets loose the most PRIMAL SCREAM 
               OF ALL. He sweeps his limp, murdered bride into his arms, 
               cradling her to his breast, screams trailing off into wracking 
               moans and sobs of despair:

                                     VICTOR
                              (softly)
                         Oh God... he took her heart... he 
                         took her heart from me...

               EXT - CHALET - NIGHT

               The men make way as Victor carries his dead wife through the 
               downpour. He puts her in the coach. Dazed.

               EXT - ROAD - NIGHT

               The coach comes racing through the storm, the horses in a 
               frenzy, faster and faster.

               EXT - MANSION - NIGHT

               Victor whipping the coach veers to a wild stop. Victor jumps 
               down, gathers up the body, and mounts the steps. Henry 
               appears, rushing out into the rain. Victor goes right past 
               him...

               MANSION - NIGHT

               ...and carries Elizabeth through the silent halls.

               ATTIC - NIGHT

               The door swings in. Victor stands dripping. Holding Elizabeth. 
               Gazing at the gleam of copper...

               MONTAGE:

               And we launch into the final throbbing madness. Victor hacking 
               and chopping. Discarding pieces. Sewing the creation, yanking 
               the catgut tight. Ramming the needles deep. Hoisting the 
               body in the air. Slamming the sarcophagus lid, tightening 
               the bolts. Powering up the galvanic circuit, throwing the 
               switch. Screaming at God as the LIGHTNING FLASHES and the 
               body convulses. Wind and rain sweeping through the lab, 
               battering a window open and shut, open and shut. Lowering 
               the glass tube, ramming phallus into womb. Releasing the 
               eels, huge black sperm squirming and writhing toward the 
               spasming egg The body. Convulsing. Lashing. Screaming in the 
               copper womb. Hair whipping in the fluid...

               Victor shuts down the machinery. He opens the tank and reaches 
               into the fluid with his thick rubber gloves. He pulls out 
               his creation, cradling the head and neck as one would cradle 
               a newborn infant's...

               ...And wipes the muck away with his glove to reveal 
               Elizabeth's face, Massive suture marks bisect her neck and 
               collarbone where pieces were joined. A whisper:

                                     VICTOR
                         Live.

               Her eyes flies open as consciousness hits, mouth gaping to 
               draw air but finding fluid in the lungs. She erupts, thrashing 
               in the vat. He clutches her tight, pounding her back to start 
               her breathing, calming the convulsing Creaturess with soft 
               murmured words of tenderness and love as her lungs heave 
               violently to dispel the fluid...

               He lifts her gently out. Wipes off the muck as she shivers 
               and shakes, spasms easing off. Cleansing her face. Clasping 
               her hand in his. Comfort and strength...

               Helping her to her feet. Jerky and unsure. Lean on me.

               Replacing the sheer nightgown on her scarred and naked body, 
               draping it... and finally, exhaustingly, tilting her chin up 
               with his fingers to gaze into her eyes. A whisper:

                                     VICTOR
                         Say my name.

               Blank. Dazed. Stunned. Not a flicker of recognition.

                                     VICTOR
                         Elizabeth. Say my name. Say you 
                         remember. Say my name.

               Nothing. He leans forward... and kisses her dead lips.

               Gentle as a sigh. A flicker in her eyes?

                                     VICTOR
                         You must. You must.

               Maybe his imagination. Still whispering:

                                     VICTOR
                         Say my name. Say you remember.

               And slowly... ever so slowly... she raises her bony white 
               hand before her eyes... staring at it... trying to puzzle it 
               out... its meaning... perhaps the vaguest shred of 
               recognition... and the hand continues to rise... creeping 
               slowly toward his shoulder... and coming to rest there. He 
               smiles, blinking back tears...

                                     VICTOR
                         Yes. I'll help you remember.

               And he takes her other hand in his. At first it's 
               imperceptible... just the slightest motion, perhaps nothing, 
               perhaps just a shift of balance... and then it grows into 
               the vaguest sway... and tears are glistening in Victor's 
               eyes as she begins to move. Lurching. Faltering. Unsure.

               You must lead, Victor. The lady will always look to you for 
               guidance, so your steps must be sure and strong.

               Trace memories.

               A waltz.

               And here we are treated to the most sweepingly romantic and 
               hair-raisingly demented image of the film: Frankenstein dances 
               with his dead bride, showing her the way, begging her to 
               remember, please remember, and now our WALTZ/LOVE THEME really 
               comes back to haunt us as the MUSIC SWELLS, incredibly lush 
               and deranged, dissonant and echoing through Victor's head, 
               music only he can hear...

                                     VICTOR
                         ...one-two-three, twirl-two-three.

               ...and the worst part? The very worst thing of all? There on 
               the shelf. A large formaldehyde jar. Justine's severed head. 
               Watching them through the glass with dead, sightless eyes. 
               Watching them dance. Still a wallflower? No. She's finally 
               finishing her dance with Victor... most of her, anyway. Under 
               the circumstances, it'll have to do...

               ...and the waltz goes on, madder and madder, sweeping in 
               glorious circles as a dazzling array of LIGHTNING bathes 
               them in its wild, jittering spotlight, shadows careening 
               across the walls, INSANE MUSIC swelling louder and louder, 
               climbing higher and higher, reaching toward its crescendo 
               with jagged glass claws...

               ...and it all screeches to a stop as the door bursts in. 
               Music echoes abruptly away into silence. Nothing now but 
               rain and distant thunder. In the doorway:

                                     CREATURE
                         She's beautiful.

                                     VICTOR
                         She's not for you.

                                     CREATURE
                         I'm sure the lady knows her own mind. 
                         Doesn't she? Let her decide the proper 
                         suitor.

               The Creature raises his hand. Beckoning. She takes a faltering 
               step. Drawn to him.

                                     VICTOR
                         Elizabeth, no!
                              (she turns, puzzled)
                         Say my name.

               Her face reflects horror and shame, like a brain-damaged 
               child who's wet the bed. She knows she's supposed to 
               remember... but can't remember what remembering means.

               They both motion to her. Murmuring. Begging. She's caught 
               between them, pulled like a diaphanous rope in a tug of war.

               Please... come with me. Please... remember. She finally tilts 
               toward the Creature. Gazing into his eyes. Studying his face. 
               Fingertips tracing his massively scarred flesh. A beat. A 
               frown. A puzzlement. This isn't right. People don't look 
               like this. They're not stitched together out of pieces of 
               flesh like a patchwork.

               She looks at her own hands. Dead and white. Not even hers.

               One belongs to Justine. Another to a prostitute, suture scars 
               marring the wrist. She looks down at herself. The dead, 
               sagging breasts. The body that isn't hers either. Realization 
               creeping into her eyes. Realization and horror. Turning to 
               Victor. Why do I look like this? What's happened to me? Oh 
               God, what's happened to me?

                                     ELIZABETH
                         Vic... tor?

                                     CREATURE
                         ...no...

               ...and she lets out a SHRIEK, a banshee wail from the deepest 
               pits of hell. Screaming at them both. Screaming at herself. 
               She goes berserk, trying to claw her flesh away, trying to 
               find the real Elizabeth underneath the horror, trying to 
               peel it away, clawing at her face. Trying to claw out her 
               own eyes.

               Victor lunges to restrain her, screaming himself, veering 
               toward final utter madness like strings snapping on a violin. 
               The Creature grabs him, hurls him aside.

                                     CREATURE
                         GET AWAY FROM HER! SHE'S MINE!

                                     VICTOR
                         SHE'LL NEVER BE YOURS! SHE SAID MY 
                         NAME! SHE REMEMBERS!

               Yes. She remembers. Not much, but enough. She breaks away 
               from them as they grapple, still SHRIEKING as she sails across 
               the room, tipping furniture, equipment flying...

               ...over straight to the kerosene lamp, snatching it up before 
               they can stop her.

                                     VICTOR
                         NO!

               She spins to face them, holding them breathlessly at bay 
               with the threat of the lamp, twitching from one to the other. 
               But it's not just the lamp, it's the look of sheer loathing 
               in her eyes. Loathing for them for what they've done to her... 
               loathing for herself for what she's become.

               It turns out the lady does know her own mind. She wants no 
               part of it... or them. Decision made. She crushes the lamp 
               in her bare hands, drenching herself in a cascade of kerosene. 
               WHOOOOSH! She goes up like a blazing matchstick and darts 
               past them, still SHRIEKING, still trying to claw the dead 
               flesh away, pulling off giant flaming pieces of herself as 
               she careens out the door and down the steps, Victor and the 
               Creature racing after her...

               INT - UPPER HALLWAY - NIGHT

               ...and she sails down the hallway, setting FIRE to everything 
               she passes, SCREAMING for the final torment to end. She hurls 
               herself over the railing, drapes catching ablaze as she 
               plummets to the floor far below. A pillar of flame leaps up 
               on impact.

               VICTOR AND THE CREATURE face each other as flames sweep the 
               walls, combusting the upper hallway into a raging tunnel in 
               Hell.

                                     VICTOR
                         You killed her! You killed her!

               He hurls himself at the Creature, who backhands him spinning 
               down the hallway, sprawling to the floor. The Creature gazes 
               down at his Maker one last time...

                                     CREATURE
                         We killed her.

               And then vanishes through the smoke and flames.

               EXT - FRANKENSTEIN ESTATE - DAY

               The once-magnificent estate lies in smoldering ruin beneath 
               a merciless gray sky. Charred beams and drifting smoke are 
               all that remain to mark the passing of a noble family.

               Victor stands gazing at the house. A windswept, hollow man 
               Bundled in a rough coat. Flintlock rifle dangling at his 
               side. Henry moves into frame some distance behind. Softly:

                                     HENRY
                         Victor.

               No reaction. For a long moment it seems Victor hasn't heard.

               He rouses as if from a trance, turn and walks to his pack 
               horse. The animal stands saddled and ready.

               He starts to mount up, but Henry intercepts him with a 
               restraining hand. Victor snaps a look as if seeing a 
               stranger... and then his features soften.

                                     VICTOR
                         All that I once loved lies in a 
                         shallow grave. By my hand.

                                     HENRY
                         Let it go.

               Victor pauses, emotions swirling. Wishing he could grab the 
               dangling thread of sanity Henry has offered... but knowing 
               the thread is a bittersweet illusion. A bare whisper:

                                     VICTOR
                         You should have been my father's 
                         son. He would have been so proud.

               Victor abruptly heaves himself into the saddle and spurs his 
               horse. Henry runs after him, shouting:

                                     HENRY
                         VICTOR! COME BACK!

               But Victor keeps riding without so much as a backward glance. 
               The past is dead. Henry watches Victor until he's gone from 
               sight, as Willie did so long ago...

               EXT - MONT BLANC GLACIER - DAY

               The solitary rider and his mount traverse the windswept 
               glacier ...

               INT - THE CREATURE'S CAVE - DAY

               Victor slides down the entrance, rifle cradled. The cave is 
               now deserted, all possessions gone, a scorched black spot 
               where the campfire had been...

               EXT - GLACIER - DAY

               A panorama of snow. Pristine... save for the long trail of 
               footprints stretching off before us.

               Victor's face thrusts into frame, gazing at the craggy 
               horizon, breath punching the air with billows of vapor.

               He slogs onward, following the tracks, leading his horse by 
               the reins. Dwindling across the frozen landscape.

                                     ARCTIC VICTOR (V.O.)
                         I followed his trail north... always 
                         north... and always one step behind... 
                         never stopping... driven by my fires 
                         of rage... and revenge...

                                                               DISSOLVE TO:

               INT - WALTON'S CABIN - TWILIGHT

               Victor lies in Walton's bed, sallow as a corpse, barely able 
               to speak, drained now of everything.

                                     VICTOR
                         A year now I've followed him. Perhaps 
                         more. Only to arrive at this place. 
                         Tired. So very tired. I never did 
                         find... whatever it was... I was 
                         looking for... and neither will you, 
                         my friend.
                              (off Walton's look)
                         Value life above ambition... or those 
                         glittering prizes you seek will 
                         crumble to dust in your fingers... 
                         as they have in mine.
                              (reaches out feverishly)
                         See your loved ones again. I cannot.

               Walton takes Victor's hand, lays it gently back to his chest. 
               Softly:

                                     WALTON
                         Rest now.

               Victor is silent. His breathing shallow. Walton just sits 
               And waits...

               A SLOW DISSOLVE marks the passage of Walton's long vigil...

               Victor's eyes flutter open as if staring at something unseen. 
               Perhaps, the faces of those he loved. The eyes glaze. A 
               peaceful death. Walton rises. Puts on his heavy coat to ward 
               off the chill. Exits the cabin.

               EXT - NEVSKY - ON DECK - TWILIGHT

               Grigori is leaning on the gunwale, staring off across the 
               ice. His coat is open. Walton joins him. Surprised at how 
               warm it is. He holds up his hand, testing the breeze.

                                     WALTON
                         A warming wind.

                                     GRIGORI
                         This ice will break yet.
                              (glances over)
                         How's our guest?

                                     WALTON
                         He died. Raving about phantoms. He 
                         was mad, poor devil.
                              (beat)
                         Gather a detail. Have the body removed 
                         from my cabin.

                                     GRIGORI
                         Aye, Captain.

               Grigori moves off to gather help. Walton turns and heads 
               back to his cabin.

               INT - WALTON'S CABIN - NIGHT

               Walton enters... and freezes at the sound of SOFT WEEPING.

               He can't see the bad from here. Could it be the dead man? He 
               glances down. Wet footprints lead across the floor.

               He eases forward. The tiny bed chamber comes slowly into 
               view. A DARK FIGURE is hunched and weeping at bedside, holding 
               the corpse's hand. Walton is stunned.

                                     WALTON
                         Who are you?

               The figure swivels its head, revealing its face to the dim 
               yellow light:

                                     CREATURE
                         He never gave me a name.

               Walton hisses a terrified intake of breath. He lunges to the 
               desk, slaps his hand on the pistol lying there. A frozen 
               beat. Wondering if he should snatch it up. Eyes dancing with 
               fear and speculation. The Creature makes no move. Unconcerned.

                                     CREATURE
                         You were with him at the end.

                                     WALTON
                              (finds his voice)
                         Yes.

                                     CREATURE
                         I was watching.

               Walton glances to the porthole, ajar and creaking in the 
               breeze, chilled at the thought. The Creature returns his 
               gaze to Victor.

                                     CREATURE
                         I longed to be with him. But I wanted 
                         his final moments to have peace. I 
                         could see you were a friend to him.

                                     WALTON
                         What is that to you? Evil as you 
                         are.

                                     CREATURE
                              (swivels his gaze)
                         I am as he made me. In his own image.

                                     WALTON
                         You drove him to his torment.

                                     CREATURE
                         And he drove me to mine.

                                     WALTON
                         Then why weep for him?

                                     CREATURE
                         Would you not? He was father. And 
                         mother. We fell from grace together. 
                         He from his God. I from mine.

               The Creature gently strokes Victor's cheek. He reaches up 
               with two fingers, closes the staring eyes. A whisper:

                                     CREATURE
                         Could we ever have forgiven?

               The question goes unanswered. The Creature rises, gliding in 
               shadow to the door. Pauses.

                                     CREATURE
                         I've never been shown a kindness. 
                         Show me one now.

                                     WALTON
                         What kindness?

                                     CREATURE
                         Build for him a pyre. Light up the 
                         sky with his passing.

               And then the Creature is gone, vanishing smoothly into the 
               night...

               EXT - ARCTIC - TWILIGHT

               The crew of the Nevsky are on the ice, chopping up the fallen 
               mast, axes rising and falling in waves...

               EXT - ARCTIC - TWILIGHT

               The body of Victor Frankenstein lies on an impressive bier 
               of wood, stacked and lashed. His body is wrapped in rough 
               canvas, his face as dead and white as the ice.

               Walton and crew stand facing the bier. Walton silently reads 
               a passage from the Bible. Oily black smoke from a small 
               campfire drifts past.

               Walton closes the book. Amens are muttered. Walton glances 
               to Grigori and nods. Grigori moves forward with two other 
               men. They begin dousing the pyre with lamp oil, soaking it.

               Walton moves to the campfire, picks up an unlit torch. He 
               dips it into the fire, igniting the pitch, turns. The men 
               back away, preparing for the coming blaze...

               ...and a dog starts howling on deck, others joining in. The 
               men pause. Gazing across the ice. Dread seeping into their 
               bones. There's a figure out there. Huge and humanlike in 
               frame. Loping slowly over the ice. Approaching.

                                     PILOT
                              (softly)
                         Christ.

               Grigori snatches up the rifle, shoulders it smoothly, cocks 
               the flintlock. Walton glances over, pushes the muzzle skyward, 
               denying his aim.

                                     WALTON
                         It has a right to bear witness.

               Grigori hesitates, nods. If you say so. The men grow more 
               unsettled as the Creature draws nearer. Frightened muttering. 
               Men start backing toward the ship.

                                     WALTON
                         Stand fast. All of you.

               The men stand fast. The Creature stops some thirty yards 
               out. A silent tableau on the ice. The men facing the Creature. 
               Walton holding the torch. The pyre waiting for the kiss of 
               flame. Walton moves forward...

               ...and a THUNDEROUS CRACK is heard, The men whip their heads 
               as a gigantic plate of ice goes spinning into the air some 
               fifty yards away and comes crashing back down again.

               It's like tectonic plates building pressure toward an 
               earthquake: once it goes, it goes with terrifying speed and 
               force: CRACK! Another eruption. CRACK! And another. CRACK!

               Ice cascading skyward.

                                     OLD SAILOR
                         THE BITCH IS BREAKIN' UP!

                                     GRIGORI
                              (whips toward Walton)
                         TORCH THE DAMN THING!

               Walton rushes forward. CRACK! The ice erupts before him. The 
               torch goes flying. Walton sprawls flat on his back.

                                     WALTON
                         BACK TO THE SHIP!

               The men don't have to be told twice. They're already in full 
               retreat, scrambling for their lives. Ice is detonating for 
               miles around as if pounded by artillery. Grigori helps Walton 
               to his feet. The torch lies burning not ten feet away. A 
               heartbeat of hesitation. Walton wondering if he should go 
               for it. Grigori pulling wildly on his sleeve...

                                     GRIGORI
                         LEAVE IT!

               ...and then the matter is decided for them as a huge rift 
               opens at their feet, running an explosive zig-zag course 
               across the ice, separating them from the torch.

               They fall back to join the retreat, stumbling after the 
               others, pursued by the ice dissolving at their heels.

               THE CREATURE watches his last wish for Victor Frankenstein 
               snatched away by God's whim and breaking ice.

               NO

               He starts forward. Behind him, a detonation of ice throws a 
               massive fist into the air, creating a magnificent halo of 
               cascading water and spinning fragments.

               THE NEVSKY

               The first wave of fleeing men reach the ship, crowding to 
               the drop-net for salvation, scrambling up the side.

               WALTON AND GRIGORI stumble along, closing distance to the 
               ship. Walton glances back, amazed to see:

               THE CREATURE

               racing across the ice, making for the torch, teeth set in a 
               wide grimace of effort. Detonations threaten to swallow him 
               from all sides. Suddenly, things go from bad to worse.

               THE NEVSKY

               breaks free with an enormous groan, heeling slowly over, 
               triggering massive eruptions in all directions. The crew 
               hang onto the drop-net for dear life. Several men plummet 
               into the icy water.

               THE CREATURE is propelled by a detonation as if held stepped 
               on a land mine, cartwheeling helplessly through the air to 
               plunge headfirst into the water, huge plates of spinning ice 
               crashing down after him. Gone.

               WALTON AND GRIGORI  are knocked flat as a fissure appears 
               between them. Grigori, dazed, is lifted into the air on a 
               teetering table of ice, desperately trying to scramble back 
               but sliding forward nonetheless, rising up and up, a gaping 
               maw of frigid water yawning wider and wider before him.

               Walton grabs the back of Grigori's coat and tries to drag 
               him off... but the coat is snatched from his fingers as the 
               ice see-saws forward in a complete flip and slams Grigori 
               thunderously into the drink.

                                     WALTON
                         GRIGORI!

               THE NEVSKY finishes righting itself, swaying ponderously as 
               she finds honest ocean beneath her hull. Some men are reaching 
               the top of the net, hurling themselves over the gunwale to 
               the deck. Those lower on the drop-net are helping their 
               fellows from the water, hauling them to safety.

               FRANKENSTEIN'S BIER is now corkscrewing in slow circles on 
               its own ice floe.

               THE TORCH is drifting on a chunk of ice. Still burning.

               ANGLE AT WATER LEVEL

               Walton is on hands and knees, scrambling on shifting pieces 
               of ice, thrusting his arms into the water, screaming:

                                     WALTON
                         GRIGORI!

               The first mate breaks surface in the foreground, gasping and 
               strangling for breath, face already turning blue, arms 
               thrashing wildly, dragged down by the now-impossible weight 
               of his own clothing.

               Walton strains to reach him, nearly going into the water 
               himself. Grigori keeps thrashing and gasping. Dying. He's 
               dying right in front of Walton's eyes.

                                     WALTON
                         SOMEBODY THROW ME A GAFF!

               Too late. Grigori goes down for the final time, vanishing 
               for good beneath the frigid water. Gone. Walton throws his 
               head back with a bellow of anguish...

               ...and Grigori breaks the surface again, rising slowly And 
               impossibly from the water. arms and legs windmill against 
               the air, propelled from below with nearly aulic strength. He 
               gazes down in shock at the massive fist clutching his chest... 
               and the arm that grows and grows, rising, lifting him up and 
               up... and the hideous face that breaks the surface beneath 
               him. The face of a nightmare.

               The Creature lunges hugely, hurling Grigori through the air 
               right into Walton's arms. Both men go sprawling. Walton 
               scrambles to his knees, makes eye contact with the Creature.

               The monster is exhausted. Near his limit. Walton thrusts out 
               his arm, fingers grasping to help.

                                     WALTON
                         Swim.

               The Creature swivels his gaze. The burning torch is drifting 
               away. He looks grimly back to Walton. Walton beckoning to 
               him. Come. Grab my hand.

               The Creature swims away, knifing through the water after the 
               torch. Walton turns, drags Grigori gasping to his feet, helps 
               him limp toward the Nevsky across the lurching ice.

               CREATURE struggles through the water, crushed and battered 
               by ice floes on all sides. Going under.

               WALTON AND GRIGORI slog grimly on across the disintegrated 
               ice, knee-deep and nearly walking on water. They sink, finding 
               nothing beneath their feet. Lines are thrown down and caught.

               Walton and Grigori are hauled from the frigid arctic water 
               and hoisted up the side of the ship. The last ones aboard.

               BURNING TORCH is spinning slowly on its chunk of ice. Bony 
               fingers break the surface of the water. A straining hand.

               The Creature's eyes rise from the murk. Bleary with exhaustion 
               and cold. He seizes the torch. Raises it high.

               Swims grimly on.

               ABOARD THE NEVSKY

               The crew bundle Walton and Grigori in blankets, both men 
               shivering with exposure. Walton lurches to the gunwale, gazing 
               off. The men crowd to his-side.

               THE CREATURE swims on, head barely breaking the water, torch 
               held high to keep it burning. Relentlessly determined. This 
               is the most grueling effort we've ever seen. Gasping and 
               sinking beneath the surface...

               ...and finally grasping with frozen fingers the ice floe 
               upon which lies Frankenstein's funeral pyre. He hauls himself 
               from the water. Moving now in a slow-motion litany of 
               exhaustion. Climbing the pyre. Scaling the wood. Seeking the 
               top. Never giving up.

               The Creature joins his Maker atop the bier, straddling the 
               wood, holding the torch aloft as if lighting his master's 
               way to the Netherworld, Frankenstein's personal boatman across 
               the River Styx. Frankenstein himself lies serenely at his 
               creation's knees, content to be shown the way...

               The Creature turns his face to the sky, gulping air, spreading 
               his arms wide in sublime triumph. Feeling the wind on his 
               skin, the sleet on his face, the grim joy in his heart. Cold. 
               So very cold.

               He glances at the torch burning low in his outstretched hand, 
               pitch almost gone, sputtering and trailing smoke. He looks 
               down. At Frankenstein. The oil-soaked canvas. The saturated 
               wood. There's that smell. Yes. He scoops Victor up with his 
               free arm and cradles him to his breast, as tender as a mother 
               comforting a baby.

               WALTON AND THE CREW gaze in horror. Realization dawning:

                                     GRIGORI (SOFTLY)
                         Don't do it...
                              (screaming)
                         FOR GOD'S SAKE! DON'T DO IT!

               THE CREATURE

               turns his gaze one last time toward Heaven. Eyelids fluttering 
               in near-religious ecstasy. Finding in these last moments the 
               sympathy held so long sought. A whisper:

                                     CREATURE
                         For God's sake... I will.

               And he rams the torch into the pyre beneath him. White-hot 
               ignition. Ultimate redemption. WHUMP! A massive BALL OF FLAME 
               engulfs the bier, pushing a huge fiery fist into the sky. 
               Blossoming. Roiling.

               WALTON AND THE CREW gaze on in wonder and horror as:

               THE CREATURE rides the burning pyre, a shrieking revenant 
               wrapped in a caul of fire, screaming in the flames. Hair 
               going up at a sizzling flashpoint. Cheeks billowing out, 
               peeling back in the blast-furnace heat. Flesh cleansing from 
               bone. Teeth charring and turning black. Still cradling Victor. 
               Still screaming. waiting for the final torment to end. Perhaps 
               it never will...

               FRANKENSTEIN'S PYRE drifts off into the arctic twilight 
               trailing a huge column of flame and smoke, inhuman screams 
               echoing endlessly. Lost in the darkness and distance.

               WALTON stands at the gunwale, his crew at his side. The 
               borealis dances mysteriously on the horizon. Distant slivers 
               of lightning kiss the world. Softly:

                                     WALTON
                         Home

               EXT - ARCTIC - TWILIGHT

               HIGH AERIAL SHOT. An ocean of broken ice beneath us. The 
               Alexander Nevsky heels gingerly about, corkscrewing through 
               a slow turn toward the open sea as we FADE TO BLACK.

                                         THE END



Frankenstein



Writers :   Steph Lady  Frank Darabont
Genres :   Drama  Fantasy  Horror  Romance  Sci-Fi


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