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ALL SCRIPTS





                 THE PERKS OF BEING a WALLFLOWER



                            Written by

                          Stephen Chbosky




    Final Draft


    FADE IN:

1   EXT. TUNNEL - NIGHT                                             1

    The titles begin over black. We hear the sound of an old
    typewriter. Someone reaching out to us. The bell dings,
    announcing the end of a line, and we see our title...

    THE PERKS OF BEING A WALLFLOWER

    Music begins, picture fades up, and we are in the city.
    Downtown Pittsburgh. Looking out of the back window like a
    child in the back of a station wagon.

    We see lights on buildings and everything that makes us
    wonder. We see the bridge. And the river below. And then
    we enter...

    The Tunnel.

    We keep moving backwards, watching the lights. Golden,
    alive, and hypnotic. The music carries us as we float out of
    the tunnel. Onto another bridge. And over the highway.

    We move into the night sky, back through the trees, through a
    window, and into...

2   INT. CHARLIE'S BEDROOM - NIGHT                                  2

    It is a neat and tidy little room. Few posters or books.
    CHARLIE is 15. He is innocent, hopeful, awkward, and likable
    to everyone but his classmates. He sits at his desk, writing
    a letter in pencil as he tapes the title song through the
    radio on his cassette boom box.

                         CHARLIE (V.O.)
               Dear Friend, I am writing to you because
               she said you listen and understand and
               didn't try to sleep with that person at
               that party even though you could have.
               Please don't try to figure out who she is
               because then you might figure out who I
               am, and I don't want you to do that. I
               just need to know that people like you
               exist. Like if you met me, you wouldn't
               think I was the weird kid who spent time
               in the hospital. And I wouldn't make you
               nervous.

3   INT. CHARLIE'S HOUSE - MOMENTS LATER                            3

    Charlie anxiously walks through the hallway of his suburban
    split level house.
                                                                       2.


                        CHARLIE (V.O.)
              I hope it's okay for me to think that.
              You see, I haven't really talked to
              anyone outside of my family all summer.

    Charlie moves to the living room where dad watches a football
    game. Mom reads a page turner and sips her white wine.
    Charlie waits for them to notice him. And waits. And waits.

4   INT. CHARLIE'S BEDROOM - NIGHT                                      4

    Charlie sits at his desk, continuing his letter in pencil.

                        CHARLIE (V.O.)
              But tomorrow is my first day of high
              school ever, and I really need to turn
              things around this year.
                  (hopeful)
              So, I have a plan.

5   INT. MILL GROVE HIGH SCHOOL HALLWAY - LAST DAY                      5

    We see it in Charlie's mind. Slow motion and wondrous. The
    kids clear out their lockers by throwing their old papers in
    the air like a New York confetti parade.

                        CHARLIE (V.O.)
              As I enter the school for the first time,
              I will visualize what it will be like on
              the last day of my senior year.

    Charlie walks down the hall.   Triumphant.   Confident.   Happy.

                        CHARLIE (V.O.) (CONT'D)
              Unfortunately, I counted, and that's...

                                                       SMASH CUT TO:

6   INT. MILL GROVE HIGH SCHOOL HALLWAY - FIRST DAY                     6

    Reality. The bell rings, and we see the chaotic maze from
    Charlie's POV. A SENIOR BULLY leads the ritual, making
    dozens of freshmen hop down the hall.

                        SENIOR BULLY
              Hop, freshman toads. Hop!    Move it, boys!

    As seniors grab more victims, Charlie moves to the wall.

                        CHARLIE (V.O.)
              ... 1,385 days from now.

    VARSITY FOOTBALL PLAYERS pass, wearing their letter jackets.
                                                                    3.


                        LINEBACKER
              Man, you got big.

                        NOSE TACKLE
              Worked out all summer.   Rock hard, dude.

    At the front of the pack is BRAD HAYS (17), the quarterback.
    He's good looking, charismatic, and friendly. The big man on
    campus. Nice guy, too.

                        BRAD HAYS
              Would you guys get a room?

    They laugh. Charlie turns to the trophy case to avoid them.
    Trying to make himself as small as possible.

                        CHARLIE (V.O.)
                  (trying to be optimistic)
              Just 1,385 days.

7   INT. MILL GROVE HIGH SCHOOL - CAFETERIA - LUNCH                  7

    Charlie moves down the lunch line with his sister. CANDACE
    KELMECKIS is 17 and a beautiful type A, straight A priss.

                        CHARLIE (V.O.)
              In the meantime, I'd hoped that my sister
              Candace and her boyfriend Derek would
              have let me eat lunch with their earth
              club.

                        CANDACE
              Seniors only.
                  (barks to Derek)
              What are you doing with a plastic spork?

    Candace turns to her boyfriend, DEREK, 17. Derek is such a
    pussy, the most masculine thing about him is his pony-tail.

                        DEREK
              I don't want to bring back silverware--

                        CANDACE
              Derek, you're Earth Club Treasurer.

    Derek takes the silverware like a beaten dog. Charlie
    watches them move into the intimidating cafeteria.

8   INT. CAFETERIA - LATER                                           8

    Charlie sits in the corner alone, observing everyone having a
    great time with their friends. He sees a pretty girl with
    blonde hair having the best first day. This is SUSAN, 14.
                                                                   4.


                        CHARLIE (V.O.)
              When my sister said no, I thought maybe
              my old friend Susan would want to have
              lunch with me.

    Charlie catches her eye and waves, but she looks away.

                        CHARLIE (V.O.) (CONT'D)
              In middle school, Susan was very fun to
              be around, but now she doesn't like to
              say hi to me anymore.

    Charlie turns his attention to the quarterback, Brad Hays.

                         CHARLIE (V.O.) (CONT'D)
              And then there's Brad Hays, who's the
              quarterback of our team. Before my
              brother went to play football for Penn
              State, he and Brad played together. So,
              I thought maybe he'd say hi to me. But
              Brad's a senior, and I'm me, so... who am
              I kidding?

    Brad catches Charlie staring at him.   Awkward.

9   INT. SHOP CLASS - DAY                                           9

    Charlie sits by himself, watching the freshmen boys laugh as
    a senior paints a goatee on his face with a grease pencil.

                        CHARLIE (V.O.)
              On the bright side, one senior decided to
              make fun of the teacher instead of the
              freshmen. He even drew on Mr. Callahan's
              legendary goatee with a grease pencil.

    Meet PATRICK (18), full of confidence, mischief, and so over
    high school. He is the class clown, performing a perfect
    imitation of the teacher, Mr. Callahan.

                        PATRICK
              Boys, the prick punch is not a toy. I
              learned that in 'Nam back in '68.
              "Callahan," the sergeant said, "put down
              that prick punch and go kill some gooks."

    The laughter suddenly dies as the real MR. CALLAHAN (57)
    walks up behind the oblivious Patrick.

                        PATRICK (CONT'D)
              But you know what happened? That prick
              punch killed my best friend in a Saigon
              whorehouse.
                                                                     5.


     Patrick suddenly feels Mr. Callahan behind him.   Oops.

                         MR. CALLAHAN
               I heard you were going to be in my class.
               Are you proud being a senior taking
               freshman shop, Patty-Cakes?

                         PATRICK
               My name is Patrick. You call me Patrick
               or you call me nothing.

                         MR. CALLAHAN
               Okay... Nothing.

     The class laughs. Except Charlie.   He watches Patrick take
     the long walk back to his seat.

                         CHARLIE (V.O.)
               I felt really bad for Patrick. He wasn't
               saying the impersonation to be mean or
               anything. He was just trying to make us
               freshmen feel better.

                         MR. CALLAHAN
               Everyone open your safety guides.
               Nothing... why don't you read first?

     Patrick opens the book.

                         PATRICK
               Chapter 1. Surviving your fascist shop
               teacher, who needs to put kids down to
               feel big.
                   (to the class)
               Oh, wow. This is useful guys. We should
               read on.

     Charlie smiles.   He loves him already.

10   INT. ENGLISH CLASS - MORNING                                    10

     The kids pass back paperback copies of To Kill A Mockingbird.
     Charlie opens his Trapper Keeper, takes a pencil out of the
     plastic pouch, and writes... "ENGLISH CLASS... DAY ONE."

                         CHARLIE (V.O.)
               My last class of the day is advanced
               English, and I'm excited to finally start
               learning with the smartest kids in the
               school...

     A SMART ASS FRESHMAN girl with braces smiles at him.
                                                               6.


                    SMART ASS FRESHMAN
              (whispers)
          Nice Trapper Keeper, faggot.

The kids around him laugh. Charlie's ears turn red. At the
blackboard, the teacher writes his name... Mr. Anderson. But
you can call him BILL (27). Bill is an idealist.

                    BILL
          Shhh. I'm Mr. Anderson. And thanks to
          Teach for America, I'm going to be your
          teacher for freshman English. This
          semester, we're going to be learning
          Harper Lee's To Kill a Mockingbird.
          Genius book. Now, who wants to get out
          of the first pop quiz?

All hands go up.   Except Charlie's.   Bill paces the rows.

                    BILL (CONT'D)
          I'm shocked. Alright. You can skip the
          quiz if you tell me which author invented
          the paperback book. Anyone?

As kids think, Bill confiscates contraband, removes hats.

                    BILL (CONT'D)
          He's British. He also invented the
          serial. In fact, at the end of chapter 3
          of his first novel, he had a man hanging
          off a cliff by his fingernails. Hence,
          the term cliffhanger. Anybody?

                    FRESHMAN GIRL
          Shakespeare.

                    BILL
          That's a great guess, but no, Shakespeare
          didn't write novels. Anybody else?
              (off their silence)
          The author was...

Bill is about to give the answer when he notices Charlie has
already written... Charles Dickens.

                    BILL (CONT'D)
          ... Charles Dickens. However, if you and
          I had gone to a play in Shakespeare's
          time, it would have cost 4 pennies. Can
          you imagine that? We would have put
          those pennies in a metal box, which the
          ushers would lock in the office. And
          that's where we get the term... anyone?
                                                                     7.


                         KIDS (O.S.)
               "Office Depot!" "Office Supplies!"

     Charlie writes down Box Office, then looks up to find that
     Bill is staring at him. Waiting for him to raise his hand.

                         BILL
               I'll give you a free "A" on anything but
               the final term paper if you get it right.

     Charlie looks down.   He's not going to answer.

                         BILL (CONT'D)
               Box office.

     The kids groan. They should have known.     Charlie smiles to
     himself. He's going to like this class.

11   INT. ENGLISH CLASS - LATER                                      11

     The bell rings. The students chatter their way out of class.
     The last to leave is Charlie.

                         BILL
               You should learn to participate.

     Charlie stops and turns to find Bill erasing the board.

                         BILL (CONT'D)
               Why didn't you raise your hand?
                   (off Charlie's shrug)
               They call you teacher's pet? Freak?
                   (off Charlie's nod)
               I used to get spaz. I mean, come on,
               spaz?

     Charlie smiles.   Bill takes a moment.   Then...

                         BILL (CONT'D)
               So, I heard you had a tough time last
               year. But they say if you make one friend
               on your first day, you're doing okay.

                         CHARLIE
               Thank you, sir, but if my English teacher
               is the only friend I make today, that
               would be sort of depressing.

                          BILL
               Yeah.   I could see that.

                         CHARLIE
               Don't worry, Mr. Anderson.     I'm okay.
                                                                     8.


     Bill nods and watches Charlie exit.   He gets swallowed up by
     the hallway as the bell rings.

12   INT. MILL GROVE HIGH SCHOOL - HALLWAY - DAY                     12

     Charlie looks through the thick office glass. He sees
     Patrick use his charms on MRS. SMALL, (58) the Principal.

                         PATRICK
                   (to Mrs. Small)
               I would happily not take shop...

     Out of nowhere, the SENIOR BULLY grabs Charlie's book.

                         SENIOR BULLY
               Hey, Freshman Toad.

     The bully rips the cover. He throws it on the ground as his
     friends laugh and disappear down the hall. Charlie walks up
     and picks up his book.

                         CHARLIE (V.O.)
               Well, I have 1,384 days to go. And just
               so I say it to someone, high school is
               even worse than middle school.

13   EXT. CHARLIE'S HOUSE - DAY                                      13

     Charlie walks up the path to his house.

                         CHARLIE (V.O.)
               If my parents ask me about it, I probably
               won't tell them the truth because I don't
               want them to worry that I might get bad
               again.

14   INT. CHARLIE'S HOUSE - AFTERNOON                                14

     Charlie tapes his book cover back together. He looks up as
     his dad comes home from a long day. Charlie's mom hugs him.

                         CHARLIE (V.O.)
               If my Aunt Helen were still here, I could
               talk to her. And I know she would
               understand how I am both happy and sad,
               and I'm still trying to figure out how
               that could be. I just hope I make a
               friend soon. Love always, Charlie.

15   INT. CHARLIE'S DINING ROOM - EARLY EVENING                      15

     Charlie stands in the kitchen, pouring his milk.
                                                                      9.


                         MOTHER (O.S.)
               Charlie, come on.

     His family is seated around the table.    Candace's boyfriend,
     Derek, is their special guest.

                         DEREK
               Mmmm. This chicken paprikash is
               delicious, Mrs. Kelmeckis.

     Charlie's father rolls his eyes, then reads his sports page.

                         MOTHER
               Thank you, Derek. It's Charlie's
               favorite. He was a little nervous about
               starting high school, so I made it.

                         FATHER
               You feel a little silly being nervous
               now, huh, champ?

                           CHARLIE
               Yes, sir.    I sure do.

     Charlie carries his milk back to the table.   He quickly sits,
     hoping someone will change the subject.

                         FATHER
               I told you. Just give 'em a smile and be
               yourself. That's how you--

                         CANDACE
               "--make friends in the real world."

                         FATHER
               You're cruisin' for a bruisin'.

                         DEREK
               Freshman year is tough, but you really
               find yourself.

                         FATHER
                   (deep eye roll)
               Thanks, Derek.

16   INT. LIVING ROOM / ENTRY HALL - EVENING                          16

     Charlie's father and mother watch a local sports show.
     Charlie passes by them with ice cream on his way downstairs.

                         MOTHER
               I think you could be a little nicer to
               Derek.
                                                                        10.


                            FATHER
               I'm sorry.     The kid's a pussy.   I can't
               stand him.

     Charlie moves to the entry hall. He looks through the screen
     door to the porch where Candace kisses Derek's cheek goodbye.
     As Derek walks to his mom's Mercedes, Candace joins Charlie.

                         DEREK
                   (waving from car)
               I hope you love the mix I made.     The
               cover is hand-painted.

     When he gets into his car, she hands Charlie the mix tape.

                         CANDACE
               Charlie, do you want this?

                         CHARLIE
               Are you sure?

                         CANDACE
               He gives me one every week.

17   INT. CHARLIE'S BED ROOM - DUSK                                      17

     Charlie sits on his bed, reading To Kill a Mockingbird, the
     cover taped back together. We see Derek's mix... Autumn
     Leaves... rotate in his old tape recorder.

                         DEREK (V.O.)
               Hey, Babe. This next one might be a
               little sad, but it reminded me of your
               eyes.

     The first notes of The Smiths' "Asleep" begins.     As Morrissey
     sings, Charlie keeps reading. And reading.

                                                              CUT TO:

18   INT. CHARLIE'S BEDROOM - DAY                                        18

     The reading is done. Charlie proudly puts To Kill a
     Mockingbird on his newly dubbed "Shelf of Fame."

19   INT. MILL GROVE HIGH SCHOOL - HALLWAY - AFTERNOON                   19

     The songs continues as we see glimpses of Charlie's day to
     day life over the next few weeks. Charlie exits his English
     class. FRESHMEN BULLIES wait for him, led by...

                         SMART ASS FRESHMAN
               Did you already do the term paper on To
                                                                        11.


     Silence. They grab and drag him into the boy's room.     We
     hear the toilet flush for the swirly.

20   INT. CHARLIE'S BEDROOM - DUSK                                       20

     Charlie looks at the new bottle of prescription Wellbutrin.
     He puts a pill in his mouth and washes it down with RC cola.

21   INT. CHARLIE'S LIVING ROOM - AFTERNOON                              21

     Charlie watches his brother and the Penn State Nittany Lions
     on TV. He looks over at his father, but his dad is too busy
     building Charlie's clock for shop class to notice him.

22   INT. MILL GROVE HIGH SCHOOL - CAFETERIA - LUNCH                     22

     Charlie carries his tray through the intimidating cafeteria.
     Not giving up. Looking for somewhere to sit.

                                                              CUT TO:

23   INT. MILL GROVE HIGH SCHOOL - CAFETERIA - LUNCH                     23

     Charlie sits by himself in the corner. He looks around the
     cafeteria, wanting to break in. Not knowing how. After a
     moment, he returns to his book. The song ends.

24   EXT. MILL GROVE HIGH SCHOOL - FOOTBALL STADIUM - NIGHT              24

     Friday Night Football in Western, PA. Charlie buys his Coke
     and nachos and wanders to the bleachers. He sits alone,
     trying to blend in by cheering with the rest of students.
     When the Mill Grove Devils recover a fumble, he hears...

                         PATRICK
               Come on Devils! Woooooo!

     Charlie looks up at Patrick, cheering his head off.    TWIN
     SENIOR GIRLS pass him, taunting.

                         TWIN SENIOR GIRLS
               Hey, Nothing. Hey, Nothing.

                         PATRICK
               Suck it, virginity pledges!

     Charlie wants to go up to Patrick so badly. After driving
     himself crazy, sitting up and down twice, he approaches.

                         CHARLIE
               Hey... Patrick.
                                                                12.


                    PATRICK
          Hey! You're in my shop class, right?
          How's your clock coming?

                    CHARLIE
          My dad's building it.

                    PATRICK
          Yeah. Mine looks like a boat.
              (off Charlie's awkward silence)
          You want to sit over here, or are you
          waiting for your friends?

                     CHARLIE
          No.   I'll sit if that's okay.

Patrick motions for Charlie to sit.   Charlie sits.   Elated.

                    PATRICK
          Thanks for not calling me "Nothing" by
          the way. It's an endless nightmare. And
          these assholes actually think they're
          being original.

Brad Hays puts on his helmet and rushes onto the field.
Charlie dries his hands on his pants. So nervous. A 5
second silence that feels like a year. Think of something to
say. Anything.

                    CHARLIE
          So, uh... you like football?

                      PATRICK
          Love it.

                    CHARLIE
          Then, maybe you know my broth--

                      PATRICK
          Hey, Sam.

Charlie looks up. Standing there is the prettiest girl he's
ever seen. SAM (17) would make every mother proud and every
father nervous. She is alive, adventurous, and a world class
flirt. Great attitude. Great taste. Great banter.

                    SAM
          Question. Could the bathrooms here be
          more disgusting?

                    PATRICK
          Yes, they call it the men's room.
                                                               13.


Sam sits down, sandwiching Charlie between her and Patrick.
Charlie tries to remain casual. Hang in there, buddy.

                    SAM
          Well, I finally got hold of Bob.

                    PATRICK
          Party tonight?

                    SAM
          No. He's still trying to shag that
          waitress from the Olive Garden.

                    PATRICK
          He's never tossing that salad.

Brad Hays marches the Devils offense down the field. The
kids clap. Sam looks at Charlie, then turns back to Patrick.

                    SAM
              (about Charlie)
          Patrick... who's this?

                       PATRICK
          This is...

                    CHARLIE
          Uh... Charlie... Kelmeckis.

                    PATRICK
          Kelmeckis! No shit! Your sister dates
          Pony Tail Derek, doesn't she?

                    CHARLIE
          Is that what they call him?

                    SAM
          Awww. Leave Pony Tail Derek alone.    You
          put the "ass" in "class," Patrick.

                    PATRICK
          I try, Sam. I try.

                    SAM
          It's nice to meet you, Charlie.    I'm Sam.

Sam extends her hand to Charlie. Every nail a different
color. They shake. Then, Sam grabs a nacho. Zoinks!

                    PATRICK
          So, what's the plan, Sam? You want to go
          to Mary Elizabeth's house?
                                                                     14.


                         SAM
               Can't. She got caught watering down her
               parent's brandy with iced tea. Let's
               just go to Kings.

                         PATRICK
                   (turns to Charlie)
               Hey... we're going to Kings after the
               game if you want to come.

     Charlie nods just as Brad Hays tosses a touchdown pass.   The
     fans go crazy. Especially Patrick. Charlie smiles.

25   INT. KINGS FAMILY RESTAURANT - NIGHT                             25

     The Devils' faithful cheer as Brad Hays and his guys enter!
     The place is packed. Patrick and Sam drink coffee while
     Charlie eats his brownie. They're all excited.

                         SAM
               Do you have a favorite band?

                         CHARLIE
               I think The Smiths are my favorite.

                         SAM
               Are you kidding!? I love The Smiths!
               The best breakup band ever. What's your
               favorite song?

                         CHARLIE
               Asleep. It's from Louder Than Bombs. I
               heard it on Pony Tail Derek's mix tape.

                         PATRICK
               That works on so many levels.

                         CHARLIE
               I could make a copy for you.

                         SAM
               Thanks. What about Eide's?     You love
               Eide's, right?

                         CHARLIE
                   (never heard of it)
               Yeah. They're great.

                         PATRICK
               Not a band, Charlie.

                         SAM
               It's an old record store downtown.
                                                                     15.


                    PATRICK
          I used to be popular before Sam got me
          some good music. So, watch out, Charlie.
          She'll ruin your life forever.

                    CHARLIE
          That's okay.

Brad Hays, the quarterback, passes with his posse.       Taunting.

                    NOSE TACKLE & LINEBACKER
          Hey, Nothing. Hey, Nothing.

                       PATRICK
          Let it go!     Jesus!   It's an old joke!
          It's over!

Sam laughs.   She loves watching Patrick get riled up.

                    SAM
          So, Charlie... what are you going to do
          when you get out of here?

                    CHARLIE
          My Aunt Helen said I should be a writer,
          but I don't know what I'd write about.

                    SAM
          You could write about us.

                    PATRICK
          Yeah. Call it Slut and The Falcon.      Make
          us solve crimes.

Sam laughs.   Charlie smiles.

                    CHARLIE
          You guys look happy together. How long
          have you been boyfriend and girlfriend?
              (off their laughs)
          What?

                    SAM
          He's my step-brother. My mom finally
          left my worthless dad and married his
          nice dad 3 years ago.

                    PATRICK
          But Sam's not bitter.     Make no mistake.

                     SAM
          Absolutely. I'm not a bulimic.      I'm a
          bulim-ist.
                                                                      16.


     They laugh at their inside joke.    Charlie has no idea what's
     so funny.

                            CHARLIE
               I'm sorry.     I don't know what that means.

                         PATRICK
               She just really believes in bulimia.

                         SAM
                   (cracking up)
               I love bulimia.

26   EXT. CHARLIE'S HOUSE - NIGHT                                      26

     Charlie hops out of Sam's old truck.    The music blares.

                         PATRICK
               Thanks for paying, Charlie.

                         CHARLIE
                   (so eager)
               No problem. Thanks for the ride. Hey...
               maybe I'll see you around in school?

                         SAM
                   (distracted - to Patrick)
               God, would you turn that down? You're
               going to make us deaf. Bye, Charlie.

                         PATRICK
               Bye, Charlie.

                          CHARLIE
               Okay.   Bye.

     Charlie waves as the truck leaves. The look on his face.
     The happiness from one night of company.

27   INT. CHARLIE'S HOUSE - NIGHT                                      27

     Charlie enters the house, excited to tell someone his news.
     He runs up the stairs to find the living room empty. He
     hears the TV playing downstairs in the basement.

28   INT. DOORWAY TO BASEMENT - NIGHT                                  28

     As Charlie approaches, he hears muffled sounds of fighting.

                         DEREK (O.S.)
               I'm sorry. I can't do anything about it.
               Please talk to me.
                                                                   17.


                         CANDACE (O.S.)
               Maybe your mom and I should have a "drive
               us to our hair appointment" contest.
               Then, I could spend a Saturday with you.

     Charlie looks through a slit in the open door to find...

                         DEREK
               There's nothing I can do--

                         CANDACE
               Do you always want to be a mama's boy?

                         DEREK
               I am not a mama's boy--

                        CANDACE
               Yes! You are! Every time I go to your
               house--

                          DEREK
               Shhh.   Shut u--

                         CANDACE
               -- your mom says, "Don't go to Columbia
               with Candace. Go to Pitt, Derek. Mommy
               needs you to stay at home because she
               can't drive herself." She's only 51.

                         DEREK
               SHUT UP, CANDACE!

29   INT. CHARLIE'S HOUSE - BASEMENT - CONTINUOUS                   29

     Charlie enters, wanting to stop the fight. Derek's neck is
     red. Dangerous angry. Candace keeps digging.

                          CANDACE
               And you just stand there like a little
               bitch dog.

     SNAP! Out of nowhere, Derek slaps her across the face. It's
     not a movie slap. It's a real slap. Dead sound. And after
     it, silence. Candace turns and sees Charlie. It sobers her
     up. Charlie moves at Derek. Candace stops him.

                         CANDACE (CONT'D)
               Charlie, just go. I can handle it.   Just
               don't wake up mom and dad.

     She pushes him out of the room and closes the door.
                                                                         18.


30   INT. CHARLIE'S BEDROOM - NIGHT                                       30

     Charlie sits at his desk. So disturbed. He hears a car
     start outside. He moves to his window and looks down at
     Derek and Candace near Derek's mother's Mercedes. Derek is
     crying. Candace comforts. After a beat... they kiss.

     Charlie stands frozen, a look creeping across his face.

                         MOTHER (V.O.)
               Hey, look who's here...


                                                         FLASHBACK TO:

31   INT. ENTRY HALL - NIGHT (FLASHBACK)                                  31

     The door opens to reveal Charlie's mom and AUNT HELEN
     entering the house. Aunt Helen carries a suitcase. The
     children don't know where she's been or why she looks sad.
     They just know they love her. Little Charlie stands at the
     top of the stairs with his brother and sister in their Sunday
     clothes. There are balloons. And streamers.

                         LITTLE CANDACE
               Welcome home, Aunt Helen!

                          AUNT HELEN
               Oh.   Look at you all, dressed so nice.

     Aunt Helen smiles at Little Charlie on top of the stairs.

                                                         MATCH CUT TO:

32   INT. ENTRY HALL - NIGHT (PRESENT)                                    32

     Charlie stands at the top of the stairs as Candace enters the
     house. She is startled when she sees Charlie. They whisper.

                         CHARLIE
               What are you doing?

                         CANDACE
               Look, I egged him on. You saw it. He's
               never hit me before. I promise he'll
               never hit me again.

     She's about to go back downstairs when...

                         CHARLIE
               Like Aunt Helen's boyfriends?

     A silence passes between them.   Then...
                                                                    19.


                         CANDACE
               Charlie... this is Pony Tail Derek.   I
               can handle him. Will you trust me?
               Please, don't tell mom and dad.

     With a desperately confident nod, Candace goes downstairs.
     Charlie stands in the entry hall, troubled.

33   INT. GYMNASIUM - NIGHT                                          33

     The Homecoming Dance is in full swing. God bless everyone.
     Especially Charlie. He's alone at the wall, dressed in his
     Sunday suit. To us, adorable. To himself, in living hell.

     Charlie watches his sister, slow dancing with Derek. As
     happy as she looks, Charlie still isn't sure if he did the
     right thing by keeping quiet. The song ends to applause.

     After a beat, Charlie turns away. That's when he sees Sam
     and Patrick at the punch bowl. We hear the first notes of
     "Come On, Eileen" by Dexy's Midnight Runners.

                         SAM
               Oh, my God. They're playing good music.

                         PATRICK
               Holy shit. They are!   They're playing
               good music!

                         SAM
                   (total mischief)
               Living room routine?

                         PATRICK
               Living room routine!

     Charlie watches Sam and Patrick run to the center of the
     floor and show this stiff crowd what dancing is. It starts
     slow. "So over it" hand moves. A little shoulder. And
     then, the best of swing. 30 seconds of genius.

     Charlie takes a breath. Then, he tries desperately not to
     look like he's dancing toward them as he dances toward them.
     He bobs his head like a dork. And once he gets close,
     Patrick and Sam turn and find him.

                         SAM & PATRICK
               Hey!

     Without a pause, they grab his hands, and move together in a
     circle. Their own island. After a moment, Sam moves around
     Charlie like a maypole as the whole gym explodes into dance.
                                                                     20.


34   EXT. BOB'S HOUSE - NIGHT                                         34

     The party rages inside this mansion in the rich part of town.
     Patrick and Sam walk up the steps with Charlie tailing.

                         SAM
               God, it's freezing.

                         PATRICK
               But you wore that toasty costume. It's
               not like you're trying too hard to be
               original.

                         SAM
               Piss off, Tennessee Tuxedo.

                         CHARLIE
               Are you sure it's okay that I come?

                         SAM
               Of course. Just remember, Charlie...
               Bob's not paranoid.

                         PATRICK
               "He's sensitive."

     Sam knocks. The door opens, revealing BOB (20). Bob was the
     cool high school kid, who never quite left. He's stoned so
     often that people can't tell the difference anymore.

                         BOB
               Sam... that waitress from the Olive
               Garden is a tease. Will you marry me?

                         SAM
               Only if I have Patrick's blessing.

                          BOB
               Patrick?

                         PATRICK
               You're a hopeless stoner who attends the
               culinary institute. So, I'm going to
               have to say "no" on that one, but nice
               try. Charlie?

     Patrick leads Charlie inside, leaving Bob staring at Sam.

                          BOB
               Touché.

35   INT. BOB'S BASEMENT - MOMENTS LATER                              35
                                                               21.


                    PATRICK
          Charlie... this is a party.

The music blasts. Charlie's eyes are our guide. As they
walk through the crowd, you can smell it. Stale beer and
cigarette smoke. High school parties. The room is packed
                                                                 *
with kids playing quarters. Others pouring vodka into a
watermelon.

                    PATRICK (CONT'D)
          This is what fun looks like.

Patrick smiles when he spots two friends.

                    PATRICK (CONT'D)
          You ready to meet some desperate women?

MARY ELIZABETH and ALICE (both 17) sit on the sofa together.
Mary Elizabeth is smart, a little overweight, and extremely
bossy. Alice will figure out that she's a lesbian in
college. Right now, she just likes movies and is Mary
Elizabeth's "beta female."

                    PATRICK (CONT'D)
          Here, have a seat. Hey, ladies, meet
          Charlie. Charlie, meet ladies.

They shake hands and say their hellos.

                    PATRICK (CONT'D)
          This is Charlie's first party ever. So,
          I expect nice, meaningful, heartfelt blow
          jobs from both of you.

                    MARY ELIZABETH
          Patrick, you're such a dick.

                    PATRICK
          Where the hell did you go?

                    MARY ELIZABETH
          The dance was a little boring, don't you
          think?

                    PATRICK
          You're so selfish. We looked everywhere
          for you. You could have told someone.

                    MARY ELIZABETH
          Cry me a river.

                    PATRICK
          How is it that you got meaner since
                                                                       22.


                         MARY ELIZABETH
               Just lucky I guess.

                         PATRICK
               I think you're doing something wrong.

                         MARY ELIZABETH
               Or something very right.

     Patrick and Mary Elizabeth laugh at their banter, just as Sam
     calls out from the other side of the room.

                           SAM (O.S.)
               Hey!    Look who's here!

     The party turns, and Charlie sees Brad Hays, the quarterback,
     enter with Sam and Bob. Patrick approaches them. Charlie
     sits on the beat up couch next to the girls. He's shocked.

                         CHARLIE
               Is that Brad Hays?

                           ALICE
               Yeah.    He comes here sometimes.

                         CHARLIE
               But he's a popular kid.

                         MARY ELIZABETH
                   (offended)
               Then, what are we?

     Charlie tries to think of something, but he can't.    The girls
     turn, ignoring him. Bob approaches with a tray.

                         BOB
               Charlie, you look like you could use a
               brownie.

                         CHARLIE
               Thank you. I was so hungry at the dance.
               I was going to go to King's, but I didn't
               really have any time. Thanks.

     Bob smiles. Mary Elizabeth gives Alice a knowing glance.
     Charlie bites into the brownie. The icing gushing between
     his teeth. The image goes up into the smoke like an inhale
     as he chews and chews and chews.

36   INT. BOB'S BASEMENT - LATER                                        36

     After a beat, the music changes, and the image exhales back
     down to Charlie, who is now... baked out of his mind. The
                                                             23.

whole party surrounds him now, pissing themselves with
laughter as this shy kid talks and talks and talks.

                    CHARLIE
          Have you guys felt this carpet?     This
          carpet feels so darn good.

                    MARY ELIZABETH
              (laughing)
          Charlie, what do you think about high
          school?

                    CHARLIE
          High school? Bullshit. The cafeteria is
          called the Nutrition Center. And people
          wear their letter jackets even when it's
          98 degrees out. And why do they give out
          letters for marching band? That's not a
          sport, and we all know it.

                    MARY ELIZABETH
          This kid is crazy.

Charlie looks at Mary Elizabeth with her new wave haircut.

                    CHARLIE
          And Mary Elizabeth, I think you're really
          going to regret that haircut when you
          look back at old photographs.
              (off their laughter)
          I'm really sorry. That sounded like a
          compliment in my head.

                    MARY ELIZABETH
          Oh, my God!

                    ALICE
          Well, it's kind of true.

                       MARY ELIZABETH
          Shut up!

Sam enters the room.    Takes quick stock.   Then...

                    SAM
          Bob, did you get him stoned?

                    BOB
          Come on, Sam. He likes it.     Just look at
          him.

                    SAM
          How do you feel, Charlie?
                                                                     24.


                         CHARLIE
               I just really want a milkshake.

     The entire room explodes with laughter.    Charlie loves that
     people find him so funny.

37   INT. BOB'S KITCHEN - NIGHT                                       37

     Sam takes the ice cream from the freezer to the blender.
     Charlie watches her make the perfect vanilla milkshake.

                         CHARLIE
               Sam, you have such pretty brown eyes, the
               kind of pretty that deserves to make a
               big deal about itself. You know what I
               mean?

                         SAM
               Okay, Charlie.     Let me make the milkshake.

                         CHARLIE
               What a great word. Milkshake. It's like
               when you say your name over and over
               again in the mirror, and after awhile, it
               sounds crazy.

                         SAM
               I'm guessing you've never been high
               before?

                         CHARLIE
               Me? No. My best friend Michael. His
               dad was a big drinker. So, he hated all
               that stuff. Parties, too.

                         SAM
               Well, where is Michael tonight?

                         CHARLIE
               Oh, he shot himself last May.

     Sam looks up.   Shocked silent.   Charlie is just stoned.

                         CHARLIE (CONT'D)
               I kind of wish he'd left a note.    You
               know what I mean?
                   (off her sad nod)
               Where's the bathroom?

                         SAM
               It's up the stairs.

                          CHARLIE
                                                                     25.


     Charlie wanders off.    Sam watches him go.

38   INT. HALLWAY - NIGHT                                             38

     Charlie leaves the bathroom and stops when he sees himself in
     a large ornate mirror in the hallway.

                            CHARLIE
               Charlie.     Charlie.   Weird.

     Charlie wanders down the hallway, a little lost. He finds
     the door to the master bedroom and opens it. He sees Patrick
     and Brad Hays... kissing.

                            CHARLIE (CONT'D)
               Woah.

                            PATRICK
               Charlie?

                         BRAD HAYS
                   (nervous)
               Who is that kid?

                          PATRICK
               Relax. Relax. He's a friend of mine.
               Stay here.

     Patrick closes the bedroom door and follows Charlie.

                         CHARLIE
               I didn't see anything.

                         PATRICK
               I know you saw something, but it's okay.

     Patrick takes a quick peek to make sure no one is watching.

                         PATRICK (CONT'D)
               Listen, Brad doesn't want anyone to
               know... wait, are you baked?

                         CHARLIE
               "Like a cake." That's what Bob said.
               And how you can't have 3 on a match
               because they would find us. And everyone
               laughed, but I don't know what's funny.

                         PATRICK
               Okay, Charlie, listen. I need you to
               promise that you're not going to say
               anything to anyone about me and Brad.
               This has to be our little secret.
                                                                        26.


                         CHARLIE
               Our little secret.     Agreed.

                            PATRICK
               Thank you.     We'll talk later.

                         CHARLIE
               I look forward to that big talk.

     Patrick laughs, goes back to the room, and closes the door.

39   INT. BOB'S BASEMENT - NIGHT                                         39

     The party has thinned. Sam watches Charlie drink his
     milkshake obsessively with Alice and Mary Elizabeth.

                         CHARLIE
               Isn't this the best milkshake, Alice?
               It's even better than the first one.

     Patrick walks downstairs.    Sam motions him over.

                         SAM
                   (barely audible whisper)
               I need to talk to you. Charlie just told
               me that his best friend shot himself. I
               don't think he has any friends.

     Patrick turns to look at Charlie. He feels so bad for the
     kid. Patrick raises his plastic cup to the remaining crowd.

                            PATRICK
               Everyone.     Raise your glasses to Charlie.

     Charlie looks up.   A little paranoid.     Everyone is staring.

                         CHARLIE
               What did I do?

                         PATRICK
               You didn't do anything. We just want to
               toast our new friend.
                   (off his look)
               You see things. And you understand.
               You're a wallflower.

     Charlie dries his sweaty hands on his pants.     He looks around
     the room at the nods and friendly faces.

                         PATRICK (CONT'D)
               What is it? What's wrong?

                            CHARLIE
                                                                         27.


                         PATRICK
               Well, we didn't think there were any cool
               people left to meet. So, everyone...

                         SAM & EVERYONE
               To Charlie.

     They all drink.    Sam approaches him.    A knowing smile.

                         SAM
               Welcome to the island of misfit toys.

     Charlie smiles, and the soundtrack comes rushing up loud.

                                                         SMASH CUT TO:

40   EXT./INT. SAM'S TRUCK - NIGHT                                        40

     The truck speeds on Highway 376 toward the Fort Pitt Tunnel.
     Patrick drives. Sam cranks the radio, blaring "The Tunnel
     Song." The Star's anthem, "Your Ex-Lover is Dead" is our
     prototype for tone.

                           SAM
               My God.    What is this song!?

                           PATRICK
               Right?    I have no idea.

                         SAM
                   (to Charlie)
               Have you heard it before?

                            CHARLIE
               Never.

                         SAM
                   (light bulb)
               Wait! Let's go through the tunnel!

                         PATRICK
               Sam, it's freezing.

                         SAM
               Patrick, it's the perfect song!

                            PATRICK
               No.     Mama Patrick says no.

                         SAM
               Patrick, it's Sam. It's Sam talking to
               you, I'm begging you to drive me--
                                                                      28.


                            PATRICK
                      (laughing)
                  Alright! I concede!

     Sam climbs through the window to the flat bed.   She grips the
     flood lights to steady herself as she stands.

                            CHARLIE
                  What is she doing?

                            PATRICK
                  Don't worry. She does it all the time.

                            SAM
                  Turn it up!

                            PATRICK
                  You got it, your highness.

     Patrick turns up the volume and drums on the steering wheel,
     just as the truck flies into...

     THE TUNNEL

     We go behind the truck. Rising as Sam puts her arms in the
     air. The image moves to Charlie's point of view, rising from
     Sam's feet up her shivering legs. Past the band-aid on her
     right knee. To Sam's face as she looks down. Into the
     camera. Right at us. For we are now...

     Charlie, looking up at Sam, so in love with this free-spirit.
     So happy to have friends. Happy to be alive. Charlie gets
     this look on his face. Patrick notices and smiles.

                            PATRICK (CONT'D)
                  What?

                            CHARLIE
                  I feel infinite.

     The truck flies out of the Fort Pitt Tunnel onto the bridge.
     Patrick and Charlie laugh as Sam raises her arms. Free and
     young and alive on the greatest night of Charlie's life.

                                                            CUT TO:

41   INT. CHARLIE'S BEDROOM - AFTERNOON                                41

     We see Charlie proudly put a Smiths poster on his wall next
     to photos of his new friends. He dances to his desk,
     listening to Air Supply's "All Out of Love" on his Walkman.
                                                                     29.


                         CHARLIE (V.O.)
               Dear Friend, I'm sorry I haven't written
               for awhile, but I've been trying hard not
               to be a loser.

     As the lyrics begin, Charlie unabashedly lip-synchs...

                         AIR SUPPLY
               I'm lying alone with my head on the
               phone, thinking of you 'til it hurts.

     Charlie sits at his desk, writing and lip-synching.

                         CHARLIE (V.O.)
               For example, I am trying to participate
               by listening to Sam's collection of big
               rock ballads and thinking about love.
               Sam says they are kitschy and brilliant.
               I completely agree.

42   INT. BILL'S CLASSROOM - MORNING                                  42

     As the students file out, Charlie hands his paper to Bill in
     exchange for a beat up copy of The Great Gatsby.

                         CHARLIE (V.O.)
               I am also studying extra books outside of
               class. As it turns out, Mr. Anderson is
               a writer. He even had a play put up in
               New York once, which I think is very
               impressive. He and his wife might go
               back there after this year. I know this
               is selfish, but I really hope he doesn't.

     Charlie pauses in the doorway and turns back to look at Bill.

43   INT. CAFETERIA - LUNCH                                           43

     Charlie turns from the lunch line with The Great Gatsby on
     his tray. He looks at the gang at their table. He sits with
     them as they debate the design of this month's fanzine.

                         CHARLIE (V.O.)
               My favorite time, though, is lunch because
               I get to see Sam and Patrick. We spend
               the time working on Mary Elizabeth's
               fanzine about music and The Rocky Horror
               Picture Show. It's called Punk Rocky.
               Mary Elizabeth is really interesting
               because she is a Buddhist and a punk, but
               somehow she always acts like my father at
               the end of a "long day."
                                                                     30.


44   INT. LIBRARY - AFTERNOON                                         44

     The xerox spits out copies of PUNK ROCKY! Halloween Issue!
     Alice staples while Mary Elizabeth works her like a sled dog.

                         CHARLIE (V.O.)
               Her best friend Alice loves vampires and
               wants to go to film school. She also
               steals jeans from the mall. I don't know
               why because her family is rich, but I'm
               trying not to be judgemental. Especially
               since I know how they were all there for
               Patrick last year. Patrick never likes
               to be serious, so it took me awhile to
               get what happened.

     Sam and Alice laugh when Patrick begins stapling Mary
     Elizabeth's fanzines to within an inch of their life.

     [Note: The following sequence will come from Charlie's POV of
     Patrick and Brad's activities over a weekend.]

45   EXT. FOOTBALL STADIUM - NIGHT                                    45

     Brad Hays leads the football team through the banner onto the
     field as Charlie, Patrick, and Sam cheer. Moments later,
     Brad pulls his helmet on and rushes onto the field.

                         CHARLIE
               When he was a junior, Patrick started
               seeing Brad on the weekends in secret. I
               guess it was hard, too, because Brad had
               to get drunk every time they fooled
               around.

46   INT. CAFETERIA - LUNCH                                           46

     Patrick whispers while the gang studies their SAT books.

                         CHARLIE (V.O.)
               Then, Monday in school, Brad would say,
               "Man, I was so wasted. I don't remember
               a thing." This went on for 7 months.

47   INT. ST. THOMAS MORE CATHOLIC CHURCH - MORNING                   47

     Charlie sits with his family in itchy church clothes. He
     turns to see Brad with his father and mother. Proper family.
     Brad's dad gives him a pat on the back.

                         CHARLIE (V.O.)
               When they finally did it, Brad said he
               loved Patrick. Then, he started to cry.
                                                                    31.
                         CHARLIE (V.O.) (CONT'D)
               saying his dad would kill him. And
               saying he was going to hell.

48   INT. LIBRARY - DAY                                              48

     We see Patrick and Brad walking in the library. They reach
     the stacks, and just when it looks like they'll speak, they
     simply... PASS EACH OTHER WITHOUT A WORD.

                         CHARLIE (V.O.)
               Patrick was eventually able to help Brad
               get sober. I asked Patrick if he felt
               sad that he had to keep it a secret, and
               he said no because at least now, Brad
               doesn't have to get drunk to love him.

     Brad sits down with his football pals. Patrick joins Charlie
     and Sam at their table. Charlie looks over at Sam, studying
     hard for her SAT's.

                         CHARLIE (CONT'D)
               I think that I understand because I
               really like Sam. I asked my sister about
               her, and she said that when Sam was a
               freshman, the upper classmen used to get
               her drunk at parties. I guess she had a
               reputation. But I don't care. I'd hate
               for her to judge me based on what I used
               to be like.

49   INT. CHARLIE'S BEDROOM - DUSK                                   49

     We see Charlie making a mix tape on his boom box.

                         CHARLIE (V.O.)
               So, I've been making her a mix tape so
               she will know how I feel.

     The two cassettes run. The song is just about to finish
     when... the side runs out of tape and snaps off.

                           CHARLIE (CONT'D)
               Ah, shit!

50   EXT. DORMONT HOLLYWOOD MOVIE THEATER - MIDNIGHT                 50

     The marquee announces it's time for the...

51   INT. DORMONT HOLLYWOOD MOVIE THEATER - MIDNIGHT                 51

     ... Rocky Horror Picture Show! The ROCKY EMCEE, dressed as
     Riff Raff, whips the crowd into a frenzy.
                                                                      32.


              ROCKY EMCEE                           CROWD
     Gimme an R! Gimme an O!           R-O-C-K-Y!   Rocky!   Rocky!
     Gimme a C! Gimme a K! Gimme       Rocky!
     a Y! What's that spell!?

     The crowd cheers!   Charlie claps from the front row.

52   INT. DORMONT HOLLYWOOD MOVIE THEATER - LATER                      52

     The movie is in full swing. Charlie watches Sam as Janet in
     the Floor Show. Sam mimics Susan Sarandon perfectly.
     Especially the body. She winks at Charlie as "Fanfare/Don't
     Dream It" begins and arriving regally as Frank 'n Furter in
     full drag is... Patrick.

                         PATRICK
               Whatever happened to Fae Wray? That
               delicate, satin draped frame? As it clung
               to her thigh, how I started to cry 'cause
               I wanted to be dressed just the same.

     Patrick is a rock star. He approaches Charlie. Putting his
     ass in his face. Charlie is freaked out and laughing!
     Especially when he sees Brad, alone in the back, smiling.

                         PATRICK (CONT'D)
               Give yourself over to absolute pleasure.
               Swim the warm waters of sins of the
               flesh. Erotic nightmares beyond any
               measure. And sensual daydreams to
               treasure forever. Can't you just see it?
               Woah oh oh!

     Charlie stops laughing when the orgy begins between Patrick,
     Mary Elizabeth (as Columbia), CRAIG (21), an art student with
     a model's body (as Rocky)... and of course... Sam. Charlie
     watches Sam until he can't take his lust (or guilt).

53   INT. CRAIG'S LOFT APARTMENT - KITCHEN - NIGHT                     53

     We hear the chorus of "Don't Dream It, Be It" as Charlie
     watches all of the exciting cast members at the after-show
     party. Charlie sees a photo of Sam's naked back on the wall
     of Craig's loft. Very arty. Very black & white. Charlie's
     lust (and guilt) are now at 11. Alice looks at the photo.

                         ALICE
               It's gorgeous, Craig.    What did you use?

     Craig is impressive to high school kids. He's a little
     pretentious. But his art school life. His red wine. His
     loft. Wow. Right now, he holds court in the wine line.
                                                                    33.


                         CRAIG
               Color film, but black and white paper for
               the printing. My professor gave me an
               "A," but for the wrong reasons. Most of
               them are idiots. You'll see what I mean
               when you get to college. How were your
               SAT's by the way?

                         ALICE
                   (worried)
               1150. I think I'll get into NYU.

                         CRAIG
               Yeah, I hope so.

                         MARY ELIZABETH
                   (cruel to Alice)
               1490. Harvard. Face!

54   INT. CRAIG'S LOFT APARTMENT - MOMENTS LATER                     54

     Charlie sees Sam alone on the loft steps. She looks a little
     down. He hands Sam a plastic cup and sits next to her.

                           CHARLIE
               Hey.    Are you okay?

                          SAM
               Yeah.   Yeah. But I got my SAT results
               back.   Oops.

                         CHARLIE
               You can take them again.

                         SAM
               Yeah, it's just if I'm going to Penn
               State main campus, I have to do much
               better. I wish I would have studied
               freshman year. I was a bit of a mess.

                         CHARLIE
               I'll help you study for the next one.

                           SAM
               Will you?

                         CHARLIE
               Yeah, of course.

                         SAM
               Thanks, Charlie.

     Charlie summons his courage.      He hands her the mix tape.
                                                                     34.


                         SAM (CONT'D)
               What's this?

                         CHARLIE
               Just a mix tape. No big deal. My
               parents have a pretty good stereo. It's
               all about that night in the tunnel. I
               couldn't find that song we were listening
               to, but I'm still searching for it, so--

                         SAM
               It's okay. These are great.   You have
               really good taste, Charlie.

                         CHARLIE
               Really?

                         SAM
               Yeah. Way better than me as a freshman.
               I used to listen to the worst top 40.

                         CHARLIE
               No.

                         SAM
               Yeah, I did. But then I heard this old
               song. Pearly Dew Drops Drop. And I
               thought someday I would be at a party in
               college or something. And I'd look up
               and see this person across the room. And
               from that moment, I'd know everything was
               going to be okay. You know what I mean?

                         CHARLIE
                   (devastated in love)
               Yeah.

55   INT. CRAIG'S LOFT APARTMENT - LATER                              55

     The tape revolves in the stereo, playing a beautiful ballad.
     Charlie watches Sam sway to his music like a serenade. Like
     she is dancing with him. But she isn't. A wider angle
     reveals that she is slow dancing with... Craig.

     Charlie is 15 year old CRUSHED. No filter. Just feeling.
     Patrick, Alice, and Mary Elizabeth watch Sam across the room.

                         ALICE
               So, what do you think?

                         PATRICK
               I don't know.
                                                                    35.


                         ALICE
               I hope it works out. Craig would be a
               big step up from her last boyfriend.

                            MARY ELIZABETH
               No, shit.     Who could forget Mr. Car Wash
               Loser?

                         PATRICK
               I just hope she stops playing dumb with
               these guys. I keep telling her... don't
               make yourself small. You can't save
               anybody.

     Craig dips a smiling Sam as the song ends. Sam goes into the
     kitchen. Craig approaches Charlie. Turns off his mix tape.

                         CRAIG
               Man, your mix is morbidly sad, kid. How
               about something a little more upbeat?

     Craig grabs a record from the pile and slaps it down.

                         CRAIG (CONT'D)
               Sam tells me you want to be a writer.

                            CHARLIE
               Yeah.

                         ALICE
               Don't you write poetry, Craig?

                            CRAIG
               No.     Poetry writes me.   You know?

     Charlie sighs. Craig's upbeat song begins to play. He
     dances over to Sam. Charlie's heart breaks as he watches Sam
     hug on Craig.

56   INT. MILL GROVE HIGH SCHOOL - HALLWAY - DAY                     56

     In a mirror image, Candace hugs on Derek near the lockers.
     Charlie closes his own locker and moves down the hall.

57   INT. ENGLISH CLASS - MORNING                                    57

     The bell rings.    Charlie sets down his On the Road paper.

                           BILL
               Wow.    That was fast.   You want another
               one?
                                                                   36.


     Charlie nods. Bill smiles and reaches into his desk. He
     hands Charlie a copy of A Separate Piece. Charlie takes the
     book and starts to walk out, but he turns back.

                         CHARLIE
               Mr. Anderson... can I ask you something?

                         BILL
               Yeah.

                         CHARLIE
               Why do nice people choose the wrong
               people to date?

                         BILL
               Are we talking about anyone specific?

     Charlie nods. Bill looks straight at him. Not preaching.
     Coming from a history of personal experience and pain.

                         BILL (CONT'D)
               We accept the love we think we deserve.

                         CHARLIE
               Can we make them know they deserve more?

                         BILL
               We can try.

     Charlie smiles.

58   INT. KINGS FAMILY RESTAURANT - MORNING                         58

     Charlie waits nervously at a booth. He sees Sam enter. He
     fixes his hair, then pretends to read his SAT PREP BOOK.

                         SAM
               Hey, Charlie.

                         CHARLIE
               Hey, Sam. I didn't see you come in.     You
               want to work on probabilities and
               statistics?

     Sam nods. They open their books, and a Christmas song
     begins. In a quick passage of time, we see them study next
     to Halloween decorations. Then, Thanksgiving. And finally,
     Christmas decorations.

59   INT. CHARLIE'S HOUSE - NIGHT                                   59

     The song continues. Charlie's mom and sister hang the
     Christmas ornaments as Charlie helps his dad find that "one
                                                                    37.


                           CHARLIE
               Hey, dad.    Can I have 30 dollars?

                          FATHER
                    (old joke)
               20 dollars? What do you want 10 dollars
               for?

                         CHARLIE
               Sam is doing secret santa. It's her
               favorite thing in the world. Please.

     Charlie's father reaches into his pocket and hands Charlie a
     bill. It's a fifty. Dad winks, in a great mood.

                           FATHER
               Have fun.

                           CHARLIE
               Thanks.

60   INT. MILL GROVE HIGH SCHOOL - DAY                               60

     Lockers are opened by Charlie. Sam. Patrick. Wrapped gifts
     are deposited. Mischief smiles. Lockers closed. Everyone
     loves getting their presents except Charlie - who got socks.

61   INT. BILL'S CLASSROOM - MORNING                                 61

     Bill hands Charlie a well worn copy of The Catcher in the
     Rye. He smiles.

                         BILL
               Charlie... this was my favorite book
               growing up. This is my copy, but I want
               you to have it.

                           CHARLIE
               Thanks.

                         BILL
               Have a great Christmas break.

                         CHARLIE
               You too, Mr. Anderson.

62   INT. SHOP CLASS - DAY                                           62

     Mr. Callahan, the shop teacher, looks at a Sad Sack Girl's
     clock. He takes a moment, and then...

                         MR. CALLAHAN
               Terrible stain.
                                                                     38.


     He moves to Charlie's dad's amazing clock.   He hands Charlie
     an A on a piece of paper.

                         MR. CALLAHAN (CONT'D)
               That's pretty good, Charlie.

     Mr. Callahan moves to Patrick's SHITTY WOODEN CLOCK. No
     stain. No finish. Lop-sided. The ugliest clock you've ever
     seen in your life.

                         MR. CALLAHAN (CONT'D)
               You've got to be kidding me.

                         PATRICK
               If you fail me, you get me next semester.

     Mr. Callahan writes a grade and slaps it down.

63   EXT. WEST END OVERLOOK - NIGHT                                   63

     The song continues as Patrick holds up the grade. C minus!
     Charlie and Sam cheer as Patrick screams at the top of his
     lungs...

                         PATRICK
               Woo! C Minus! It's over! It's over!
               Ladies and gentlemen, I am below average!

                         SAM
               Below average!

     Patrick screams at the city in the distance.   Below average!

64   INT. DORMONT HOLLYWOOD MOVIE THEATER - GREEN ROOM - NIGHT        64

     We move to find Sam, holding her SAT score up to the group.

                            SAM
               Hey, guys.     1210.

     Everyone cheers.   Sam hugs Charlie.

65   INT. SAM AND PATRICK'S HOUSE - GAMES ROOM - NIGHT                65

     Charlie carries Sam on his shoulders past the Christmas Tree.
     Sam wears a Santa Hat like a hot elf.

                         SAM
               No more applications!   No more SAT's!
               Thank you, Charlie!

     They pass Mary Elizabeth as she opens her final present.
                                                                    39.


                    MARY ELIZABETH
          Multiple pairs of blue jeans. Wow. This
          is a really tough one, but I'm going to
          have to guess... Alice.

Alice smiles. Bob nudges her. Guilty as charged.       Mary
Elizabeth pulls one last item out of the gift bag.

                    MARY ELIZABETH (CONT'D)
          Wait, guys... a receipt! She actually
          paid!

                    PATRICK
          Impossible!

                    MARY ELIZABETH
          I'm so touched.

Alice laughs. Patrick pours everyone brandy.    The kids look
ridiculous, but they don't feel ridiculous.

                    CHARLIE
          Where's Craig?

                    SAM
          He went home to Connecticut.    He'll be
          back for New Year's Eve.

                    CHARLIE
          I'm sorry we won't be seeing him tonight.

Sam nods, then turns. Charlie is delighted. No Craig.         The
kids settle in the living room in front of the fire.

                    SAM
          Alright, big brother by 3 weeks.    Who's
          your secret santa?

                    PATRICK
          I'll tell you, Sam. This one's tough. I
          have received a harmonica, a magnetic
          poetry set, a book about Harvey Milk, and
          a mix with the song "Asleep" on it...
          twice.

Charlie starts snickering.    He can't help himself.

                    PATRICK (CONT'D)
          I mean, I have no idea. This collection
          of presents is so gay that I think I must
          have given them to myself. But despite
          that distinct possibility, I'm going to
          have to go with... drum roll... Charlie.
                                                           40.


Charlie holds up his hands.     Yay!   They all cheer.

                    SAM
          Alright, Charlie... it's your turn.

Charlie and Patrick switch places.       Charlie stands.

                    CHARLIE
          Okay. Uh, I have received socks, pants,
          a shirt, and a belt. I was ordered to
          wear them all tonight. So, I'm guessing
          my secret santa is Mary Elizabeth.

                     PATRICK
          Huh.   Now, why do you say that?

                     CHARLIE
          I don't know. She bosses people around
          sometimes.

The gang cracks up.   Mary Elizabeth is pissed.

                    MARY ELIZABETH
          What the hell is wrong with you?

                      CHARLIE
          Sorry.

                    PATRICK
          Well, you'll be surprised to know that
          your secret santa is actually... me.

                    CHARLIE
          You got me clothes?     Why?

                    PATRICK
          Because all the great writers used to
          wear great suits. Your last present is
          on a towel rack in the bathroom. Delve
          into our facilities. Emerge a star.

Charlie gives Sam a sack of presents.

                    CHARLIE
          Can you hand these out while I'm gone?

                    MARY ELIZABETH
          Wait a second. There's only secret santa
          presents. There are rules, Charlie.

                    PATRICK
          Mary Elizabeth, why are you trying to eat
          Christmas? Hand them out, Sam.
                                                                     41.


     Sam gives out the presents. The group rips them open. Alice
     looks at a book about Martin Scorsese with the inscription...

                         ALICE
               "Alice, I know you'll get into NYU."

     Alice turns to Mary Elizabeth who holds up a card with...

                         MARY ELIZABETH
               40 dollars.
                   (reads card)
               "To print Punk Rocky in color next time."

     Bob blows soap bubbles into the air.   Stoned.   Mesmerized.

                         BOB
               He knows me. He really knows me.

     Sam looks at her present. An old 45 record of The Beatles
     classic "Something" with a card. She reads the card. Holds
     it to her chest. Very moved.

                         SAM
               Come on out, Charlie.

     They all chime in. "Let's go, young man!" "Charlie!
     Charlie!" Charlie opens the door off camera, and we see his
     entrance play off their faces. The reverse angle reveals...

     Charlie dressed in his suit. Like the best of English mods
     in the 60's. For those of you who know the book, this is the
     cover. They all clap. It's magic.

                          PATRICK
               Yeah!   What a display of man I have ever
               seen!

     Sam and Charlie look at each and smile.

66   INT. SAM'S BEDROOM - LATER                                       66

     The door opens.   Sam and Charlie walk into the dark room.

                         CHARLIE
               Where are we going?

                         SAM
               It's a surprise.

     Sam flips the switch, bathing the room in light. Sam's room
     is so cool. A shrine to music. A xerox that says "The
     Beatings Will Continue Until Morale Improves." Virgin Mary
     icons. Snow globes. Kitsch.
                                                               42.


                    CHARLIE
          Is this your room?    It's so cool.

                      SAM
          Thanks.

Sam points to a green box with a red ribbon on her desk.

                    CHARLIE
          You got me a present?

                    SAM
          With all that help on my Penn State
          application? Of course I did. Open it.

Charlie lifts up the box to reveal an OLD MANUAL TYPEWRITER.

                    CHARLIE
          I don't know what to say.

                    SAM
          You don't have to say anything.

Sam goes over and types. "Write about us sometime." He
smiles and types back. "I will." They look at each other.
We can hear a lovely ballad playing downstairs.

                    SAM (CONT'D)
          I'm sorry we can't be here for your
          birthday.

                    CHARLIE
          That's okay. I'm just sorry you have to
          go back and visit your dad.

                    SAM
          I'm in such a great mood, I don't think
          even he could ruin it. I feel like I'm
          finally doing good.

                      CHARLIE
          You are.

                    SAM
          Me? What about you? When I met you, you
          were this scared freshman. And look at
          you in that suit. You're like a sexy
          English school boy. I saw Mary Elizabeth
          checking you out.

                      CHARLIE
                (innocent laugh)
          No.
                                                               43.


                    SAM
          Innocent. Worst kind of guys. Never see
          you coming. And parents love you. That's
          like... extra danger.

                    CHARLIE
          Well, it hasn't worked so far.

                    SAM
          Come on. You've never had a girlfriend?
          Not even a 2nd grade valentine?

He shakes his head.

                    SAM (CONT'D)
          Have you ever kissed a girl?

                     CHARLIE
          No.   What about you?

                    SAM
          Have I ever kissed a girl?

                    CHARLIE
              (laughs)
          No! Your first kiss...

Sam gets this strange look in her eyes.    A little haunted.

                    SAM
          My first kiss? I was 11. His name was
          Robert. He would come over to the house
          all the time.

                    CHARLIE
          Was he your first boyfriend?

                    SAM
          He was my dad's boss.

Charlie goes silent.

                    SAM (CONT'D)
          You know Charlie, I used to sleep with
          guys who treated me like shit. And get
          wasted all the time. But now... I feel
          like I have a chance. I could even get
          into a real college.

                       CHARLIE
          It's true.     You can do it.

                       SAM
                                                                   44.


                         CHARLIE
               My Aunt... she had that same thing done
               to her, too. And she turned her life
               around.

                         SAM
               She must have been great.

                         CHARLIE
               She was my favorite person in the
               world... until now.

     Sam smiles.   She's very moved.

                         SAM
               Charlie, I know that you know I like
               Craig. But I want to forget that for a
               minute. Okay? I just want to make sure
               that the first person who kisses you
               loves you. Okay?

     Charlie nods. And with that, Sam leans over and kisses him.
     It starts softly, then Sam wraps her thin arms around him.
     Holding on for lonely life. When the song crescendos, and
     they part, Charlie and Sam look at each other. Finally...

                         SAM (CONT'D)
               I love you, Charlie.

                         CHARLIE
               I love you, too.

67   EXT. SAM AND PATRICK'S HOUSE - NIGHT                           67

     The porch lights are as golden as Charlie feels right now.
     We see the girls wave to each other and hug Sam.

                         GANG
               "Merry Christmas!" "Good luck at your
               dad's!" "See you at New Year's!"

     Patrick approaches Charlie in the doorway.

                         CHARLIE
               Have a good time at your mom's.

                          PATRICK
               Thanks. And Charlie... since you were
               born on Christmas Eve, I figure you don't
               get a lot of birthday presents. So, I
               thought you should have my clock. From
               the heart.
                                                                         45.


                           CHARLIE
                 Thank you, Patrick.

     Sam gives Charlie one last hug.       Patrick and Sam watch their
     friends leave.

                           PATRICK
                 I love you guys!

68   EXT. DOWNTOWN PITTSBURGH - NIGHT                                     68

     We fly as high as Charlie feels.      Above the city on Christmas
     Eve.

69   INT. CHARLIE'S HOUSE - NIGHT                                         69

     The front door opens, revealing Charlie's dad.

                            FATHER
                 Hey!   Look who's here!

     He moves out of the way, and standing there is Charlie's
     older brother, CHRIS KELMECKIS (19). Chris is handsome,
     charismatic, and an all around winner.

                           CHRIS
                 Come here, little sister.

                           CANDACE
                 Hey, Chris.

     Big hug.    Chris smiles big and "son flirts" with his mom.

                           CHRIS
                 Ma, you look so thin!

                           MOTHER
                 10 pounds... Weight Watchers.

     Big kiss.   When he lets go, he sees Charlie and smiles.

                              CHRIS
                 Charlie...

     Chris and Charlie look at each other in silence. Then, hug.
     As the family moves into the dining room to celebrate, Chris
     gives him a quiet...

                           CHRIS (CONT'D)
                 Happy birthday.

70   INT. CHARLIE'S DINING ROOM - MOMENTS LATER                           70
                                                                       46.


                         MOTHER
               Make a wish, honey.

     We move closer to Charlie as he makes his wish and blows out
     his 16 candles.

                                                       MATCH CUT TO:

71   EXT. CHARLIE'S STREET - NIGHT (PRESENT)                            71

     The wind blows out a candle in one of the luminaria bags.
     The suburb is quiet. Not a creature is stirring. Except...

     Charlie. He fills a brown paper bag with    sand and a candle.
     He lights the candle, making the bag glow   like a beautiful
     lantern. He looks down his street, where    families are out
     with their kids, doing the same luminaria   ritual.

                                                       MATCH CUT TO:

72   EXT. CHARLIE'S STREET - NIGHT (FLASHBACK)                          72

     The same street. Christmas Eve. Many years ago. Aunt Helen
     and the kids finish their luminaria bags. Aunt Helen lights
     up the candles. They glow.

                         AUNT HELEN
               Can you see it, Charlie? The luminaria
               is a landing strip for Santa Claus.

     The image goes wide. All of these bags glowing.     Beautiful.
     Aunt Helen rattles her keys. Whispers.

                         AUNT HELEN (CONT'D)
               Keep an eye out for him with your brother
               and sister. I'll be right back.

     She bends down and whispers into his ear.

                         AUNT HELEN (CONT'D)
               I'm going to get your birthday present.

     She musses his hair and gets in the car.

                                                       END FLASHBACK

73   EXT. CHARLIE'S STREET - NIGHT (PRESENT)                            73

     Charlie hovers over the glowing luminaria.   Something is
     bothering him. He shakes it off.
                                                                      47.


74   INT. CHARLIE'S HOUSE - KITCHEN/DINING ROOM - NIGHT                74

     Charlie wanders through the quiet house. He turns the corner
     where he finds Chris sitting at the table. He's lit by a
     couple of candles and the blinking lights of the Christmas
     Tree. He's surrounded by leftovers. Charlie sits.

                            CHARLIE
               Hey.

     Chris chews and swallows.      Famished.   They both whisper.

                         CHRIS
               Hey. God, I missed mom's cooking.        You
               have no idea how good you have it.       I'm
               actually beginning to hate pizza.

     Charlie smiles.    Grabs a Hershey Kiss cookie.

                         CHARLIE
               How are you liking school?

                           CHRIS
               Not bad.    I'm no brainiac like you or
               Candace.    But I'm doing okay.

                           CHARLIE
               Okay?    You're playing in a Bowl Game.

     Chris laughs. Charlie smiles.      A moment passes.      Chris
     changes his tone. Cautious.

                         CHRIS
               How are you feeling, Charlie?

                            CHARLIE
               Good.

                         CHRIS
               You know what I mean.      Is it bad tonight?

                            CHARLIE
               No.

                            CHRIS
               No?

                         CHARLIE
               I'm not picturing things anymore. And
               when I do, I can just shut it off.

                            CHRIS
                      (relieved)
                                                                      48.
                         CHRIS (CONT'D)
               now. And maybe if it does get bad again,
               you can just talk to them, yeah?

                         CHARLIE
               Yeah. Especially Sam. I'm going to ask
               her out at New Years. I think the time
               is right now.

     Chris smiles at his kid brother.   We hear the church organ.

75   INT. ST. THOMAS MORE CHURCH - MORNING                             75

     The family moves down the line to receive Holy Communion at
     Christmas Mass. Charlie's father, then mother, then sister,
     take the sacrament. Charlie is next. The PRIEST makes the
     motion of the cross with the communion wafer. He places it
     in Charlie's hand. Charlie brings the sacrament to his mouth
     with his fingers...

                                                      MATCH CUT TO:

76   INT. BOB'S LIVING ROOM - NIGHT                                    76

     We move in closer to Charlie's fingers in his mouth. When he
     takes his hand out, we see... a tab of LSD. The church organ
     is now a rock organ. And it's now... New Year's Eve.

     Charlie closes his mouth. He looks down the hall of the
     smoky room where Craig has his arm around Sam. Charlie turns
     to Mary Elizabeth, who's also dosed.

                         CHARLIE
               How long does this take to work?

77   EXT. BOB'S HOUSE - NIGHT                                          77

     About 45 minutes. The sound is muted thick. Slight echoes.
     Charlie shovels the snow. Crunch. Fascinated by his breath
     making fog. Sam comes outside. She's worried about him.

                         SAM
               Shoveling snow, huh?

                         CHARLIE
               I have to get this driveway clean. Then,
               I have to congratulate you for being
               happy because you deserve it.

                         SAM
               You said that an hour ago.

                         CHARLIE
               Was that tonight? God. I was looking at
               this tree, but it was a dragon, and then
                                                                    49.


                         SAM
               Okay, Charlie. Don't freak out. Just
               give me the shovel. Calm down. Look up.

     She points.   Charlie looks up.   Sees the stars.

                         SAM (CONT'D)
               Isn't it quiet?

                         CHARLIE
               Sam, you ever think that if people knew
               how crazy you really were, no one would
               ever talk to you?

                         SAM
               All the time. So, you want to put on
               these glasses? They'll protect you.

     Sam puts her arm around his shoulder. Protecting him.
     Charlie looks through the glasses. The sky bends like a
     globe. When he breathes, the sky ripples.

78   INT. BOB'S HOUSE - NIGHT                                        78

     Charlie wanders through the party, tripping out of his mind.
     He sits down on the sofa. The world unbends as Charlie takes
     off the glasses. Kids walk around the party, leaving ghosts
     of themselves behind.

     Charlie looks upstairs to find... Sam and Craig kissing.
     Craig leads her to the bedroom.

     Charlie looks back at the party as kids gather for the New
     Years countdown. Patrick leads the charge.

                           PATRICK
               10-9-8...

79   EXT. CHARLIE'S STREET - NIGHT (FLASHBACK)                       79

     In a QUICK FLASH, we see 7 year old Charlie with Aunt Helen
     on Christmas Eve. She bends to whisper in his ear.

                         AUNT HELEN
               It'll be our little secret, all right?

80   INT. BOB'S HOUSE - NIGHT (PRESENT)                              80

     We are BACK TO PRESENT as Charlie takes a deep breath and
     tries to remember that he's at a New Year's party.

                         PATRICK
               7-6-5-4-3-2-1. Happy New Year!
                                                                      50.


     The crowd cheers, leaving ghosts of themselves.   Charlie gets
     up from the sofa and walks out of Bob's house.

81   EXT. CHARLIE'S STREET - NIGHT                                     81

     Charlie walks down the road under a streetlight. Silhouette.
     The road is icy. Charlie lays down and starts moving his
     arms in the snow. The memories begin to haunt him.

82   EXT. CHARLIE'S STREET - NIGHT (FLASHBACK)                         82

     7 year old Charlie waves goodbye to Aunt Helen as she drives
     away through the landing strip for Santa Claus.

83   EXT. CHARLIE'S STREET - NIGHT (PRESENT)                           83

     16 year old Charlie blinks.   The memories come faster.

84   INT. AUNT HELEN'S CAR - NIGHT (FLASHBACK)                         84

     Aunt Helen drives past a tall snow drift. She looks down at
     the 45 of The Beatles in the seat next to her. She smiles at
     Charlie's birthday present. Then, she looks up as the
     headlights of the semi truck smash the windows with a CRASH!

85   INT. CHARLIE'S HOUSE - NIGHT (FLASHBACK)                          85

     Charlie's mother opens the door, revealing a POLICEMAN. He
     turns to Charlie in his party hat. 7 years old and confused.

86   EXT. CHARLIE'S STREET - NIGHT (PRESENT)                           86

     16 year old Charlie lays on the snow, shivering, as the image
     goes high above to reveal he's made a snow angel.

87   INT. HOSPITAL ROOM - AFTERNOON                                    87

     The Emergency room is bustling on New Year's Day. Charlie
     looks up as the POLICE, DOCTORS, and his PARENTS tower over
     him. He is terrified and does what any kid would do. He
     lies his ass off.

                         POLICEMAN
               Did your older friends pressure you?

                         CHARLIE
               No one pressured me into anything. I
               would never do drugs, officer. Never.

                         POLICEMAN
               Then, how did you happen to be passed out
               on the ground at 6 in the morning?
                                                                      51.


                         CHARLIE
               Well, um... I was really tired, and uh...
               I was feeling feverish. So, I went
               outside for a walk, just to get some cold
               air. And I started seeing things. So, I
               passed out.

     He waits to see if this worked.    And then, unexpectedly...

                         MOTHER
                   (worried)
               You're seeing things again, Charlie?

                          CHARLIE
                   (oops)
               Not, uh... Not really.

88   EXT. MILL GROVE HIGH SCHOOL - PARKING LOT - MORNING               88

     The tires squish the grey slush puddle as the busses pull
     into the dreary parking lot. School is back in session.

89   INT. HALLWAY - MORNING                                            89

     Charlie shakes off the cold, then takes off his overcoat to
     reveal... he's wearing his suit from Secret Santa. All the
     kids stare. Charlie realizes he made a terrible mistake.

                         CHARLIE
               It was a Christmas present.

90   INT. BILL'S CLASSROOM - MORNING                                   90

     Charlie sits as Bill hands out the book for the semester...
     The Great Gatsby. As the kids chatter, Bill gives Charlie
     his own book to start the year... The Stranger.

                         CHARLIE
               Did you have fun on your break?

                         BILL
               More fun than you're going to have today,
               Sinatra.

     Bill pats his shoulder and moves on.    The Smart Ass Freshman
     looks at Charlie and whispers.

                         SMART ASS FRESHMAN
               Nice look, jag off.

91   EXT. DORMONT HOLLYWOOD MOVIE THEATER - NIGHT                      91

     The Rocky Horror faithful enter the theater.
                                                                      52.


                         SAM (O.S.)
               I called him 30 times.

92   INT. DORMONT HOLLYWOOD MOVIE THEATER - GREEN ROOM - NIGHT         92

     Mary Elizabeth and the kids get ready for the floor show.

                         MARY ELIZABETH
               Well what are we supposed to do?     We're
               going on in 10 minutes!

     The phone rings. Mary Elizabeth picks up. Charlie turns to
     Brad, sitting next to him. Charlie is freaking out.

                         CHARLIE
               But they said in health class--

                         BRAD HAYS
               They say that about LSD to scare you.

                         CHARLIE
               Are you sure?

                         BRAD HAYS
               Charlie, you're fine, man.

     Mary Elizabeth hangs up the phone, frustrated.

                         MARY ELIZABETH
               Guys, we have an emergency. Craig flaked
               out on us again. I need a Rocky. Brad?

                         BRAD HAYS
                   (scared)
               No way. There are people out here.

     The group is deflated. They all start thinking.        After a
     beat, Mary Elizabeth looks at Charlie.

                         MARY ELIZABETH
               Charlie... take off your clothes.

93   INT. DORMONT HOLLYWOOD MOVIE THEATER - LATER                      93

     You know those dreams you have when you are standing in front
     of 200 people in your underwear? Well, this is no dream.

     We hear a heart beat as Charlie dances out of the Rocky gauze
     and finds himself standing in tight gold underwear, looking
     out at 200 people, cheering him on.

     His friends can't stop smiling. Especially Mary Elizabeth,
     who watches Charlie's little butt in the gold undies. She
                                                                   53.


94   INT. DORMONT HOLLYWOOD MOVIE THEATER - LATER                   94

     "Touch-A, Touch-A, Touch Me" is in full swing. Sam slinks
     over to Charlie dressed in her white bra and slip.

                         SAM
                   (as Janet)
               So if anything grows while you pose.
               I'll oil you up and drop you down. And
               that's just one small fraction of the
               main attraction. You need a friendly
               hand. And I need action!

     Sam grabs Charlie's hands and rubs them all over her chest.

                         SAM (CONT'D)
               Ah! Touch a touch a touch me! I wanna
               be dirty! Thrill me. Chill me. Fulfill
               me! Creature of the night!

     The song continues. We see flashes of the night's
     performance as Charlie goes from train wreck to triumph.
     Charlie joins Sam in the kick line, and it feels like it's
     just the two of them. On the final beat, Sam gasps...

                         SAM (CONT'D)
               Creature of the night!

     The song ends. The cast bows. Sam and Patrick push Charlie
     in front for his own curtain call. Everyone cheers. It's
     the night he'll never forget.

95   EXT. DORMONT HOLLYWOOD MOVIE THEATER - NIGHT                   95

     The wind whips. That bracing February cold. Charlie helps
     Mary Elizabeth carry the costumes outside to her car.

                         CHARLIE
               Maybe I could join the cast as an
               alternate or something?

                         MARY ELIZABETH
               We're filled up now, but they'll need
               people after we leave for college. I
               could put in a good word for you.

                         CHARLIE
               That'd be great. Thanks.

     They put the box in her trunk. Snap it closed. We can't
     help but notice the "Keep Your Laws Off My Body" bumper
     sticker as Mary Elizabeth tries her best to flirt.
                                                                      54.


                          MARY ELIZABETH
                Charlie... have you heard of the Sadie
                Hawkins dance?

                          CHARLIE
                The one where the girl asks the guy.

                          MARY ELIZABETH
                Yeah. Well, obviously, it's completely
                stupid and sexist. It's like, "Hey,
                thanks for the crumb." And normally, I'd
                just blow it off because school dances
                suck torture. But, you know, it's my
                last year, and... would you maybe want to
                go with me?

                          CHARLIE
                You want to go with me?

                          MARY ELIZABETH
                I'm sick of macho guys. And you looked
                really cute in your costume. So, what do
                you say?

     Charlie thinks and thinks and...

96   INT. CHARLIE'S HOUSE - DUSK                                       96

     Ding dong. Charlie's mom opens the door for MARY ELIZABETH.
     Charlie straightens out his church suit. So nervous.

                          MOTHER
                You must be Mary Elizabeth.    It's so good
                to meet you.

                          MARY ELIZABETH
                You, too, Mrs. Kelmeckis.

                          FATHER
                    (shit eating grin)
                Charlie tells me you're a Buddhist.

97   INT. CHARLIE'S HOUSE - FIREPLACE - DUSK                           97

     Charlie and Mary Elizabeth stand next to Candace and Derek.

                          FATHER
                OK, a little closer together. That looks
                nice. Buddhist, I need you to smile a
                little bit more. There you go. Nice.

     Cheese!   White flash.   The picture of 4 kids.   Smiling big.
                                                                    55.


98   INT. MILL GROVE HIGH SCHOOL - GYMNASIUM - NIGHT                 98

     Charlie and Mary Elizabeth slow dance to an 80's love song.
     Sweaty palms. Awkward. Hands on hips. Horror.

     Charlie looks around the gym. He sees Alice dancing with her
     date, an EFFEMINATE GOTH KID (17). We'll never meet him, but
     he'll make us laugh once.

     Charlie then watches Patrick dance with Sam. He follows
     Patrick's gaze across the floor to Brad, who dances with a
     SENIOR GIRL (18). Charlie sees the boys look at each other.
     For one moment, it's like they're dancing together.

99   INT. MILL GROVE HIGH SCHOOL - GYMNASIUM - LATER                 99

     Mary Elizabeth is at the punch bowl with the gang. Charlie
     sees Sam, standing by the wall, looking sad. He approaches.

                         CHARLIE
               Are you having a good time?

                         SAM
               Not really. How about you?

                         CHARLIE
               I don't know. This is my first date, so
               I don't know what to compare it to.

                         SAM
               Don't worry. You're doing fine.

     Charlie joins her at the wall.   Mary Elizabeth gives them a
     quick, jealous look.

                         CHARLIE
               I'm sorry Craig didn't come.

                         SAM
               Yeah. He said he didn't want to go to
               some stupid high school dance. Can't say
               I blame him.

                         CHARLIE
               I don't know. If you like it, he should
               come.

                         SAM
               Thanks, Charlie. Have a beautiful first
               date. You deserve it.

                         CHARLIE
               I'll try not to make you too jealous.
                                                                       56.


      He said it to cheer her up.   Sam forces a smile and leaves.

100   INT. MARY ELIZABETH'S DEN/LIVING ROOM - NIGHT                    100

      Mary Elizabeth approaches Charlie on the antique sofa. She
      uncorks a bottle of wine. POP! She hands him the bottle.

                           MARY ELIZABETH
                Mmmm.   Now, let it breathe.

      Mary Elizabeth walks over to the vintage turntable. She
      turns on the gas fireplace with a remote control. Roar!

                          CHARLIE
                This is sure a nice house.

                            MARY ELIZABETH
                Thanks.

      Mary Elizabeth drops the needle on a vinyl LP. A Doo Wop
      make-out classic begins to play. She dances over to Charlie.

                          MARY ELIZABETH (CONT'D)
                Mmmm. Don't you just love old music?
                    (off his nod)
                Good. Because I made you a mix of it.
                I'd love to expose you to great things.
                Like Billie Holiday and foreign films.

      She pours the wine.   Charlie looks at the bottle.

                          CHARLIE
                This merlot is really fancy.

                          MARY ELIZABETH
                Yeah. My dad collects wine, but he
                doesn't drink. That's weird, isn't it?

                            CHARLIE
                I guess.    Where are your parents?

                          MARY ELIZABETH
                Their club is hosting a cotillion or
                something racist. They'll be gone all
                night.

      Mary Elizabeth drops her necklace with a thud.   Charlie looks
      around. Heart beating.

                          CHARLIE
                That's sure a nice fire.
                                                                       57.


                          MARY ELIZABETH
                Yeah. After I'm done being a lobbyist, I
                want to move to a house like this in Cape
                Cod. That sounds nice, doesn't it?

                           CHARLIE
                Yeah.

      She reaches out and touches his chest.

                          MARY ELIZABETH
                Your heart is beating really fast.

                           CHARLIE
                Is it?

                          MARY ELIZABETH
                Here, feel.

      She puts her hand on his.   Moves it to his chest.

                           MARY ELIZABETH (CONT'D)
                Charlie?

                           CHARLIE
                Uh-huh?

                          MARY ELIZABETH
                Do you like me?

                           CHARLIE
                Uh-huh.

                          MARY ELIZABETH
                You know what I mean.

                          CHARLIE
                I think so.

                          MARY ELIZABETH
                Don't be nervous.

      She slowly moves his hand to her dress strap. It falls off
      her shoulder. She leans in for a red wine kiss. She guides
      his hand over her bra. He feels her breast. Wow.

                                                       MATCH CUT TO:

101   INT. MARY ELIZABETH'S BASEMENT - FANTASY                         101

      For a quick moment, Charlie imagines he is kissing Sam.
      Broken by...
                                                                            58.


102   INT. MARY ELIZABETH'S BASEMENT - MOMENTS LATER                        102

      Mary Elizabeth moves his hand away. Charlie blinks, taking a
      moment to realize Sam's not the one in the room. The song is
      over. The needle turns at the end of the record.

                             MARY ELIZABETH
                Charlie...

      She gives him one last kiss.      Content, she lays down on his
      lap. Peaceful.

                          MARY ELIZABETH (CONT'D)
                I didn't know how it was going to go
                tonight, but it was really nice, huh?

                             CHARLIE
                Yeah.

                          MARY ELIZABETH
                I can't believe it. You of all people.
                I just can't believe you're my boyfriend.

      We land on Charlie's face.       "What?"   And then, we hear the
      GARAGE DOOR OPEN.

                             MARY ELIZABETH (CONT'D)
                Oh, shit!     My parents!

      The mad scramble for clothes begins.

                                                                  CUT TO:

103   EXT. CHARLIE'S HOUSE - NIGHT                                          103

      Mary Elizabeth's car pulls in front of Charlie's house.
      Charlie gets out. Wanting to say he's not her boyfriend.
      Not knowing how. Mary Elizabeth smiles. Smitten.

                          MARY ELIZABETH
                See you Monday.

      With that, she backs out of the driveway. We see him from
      the back of her car, getting smaller and smaller. His
      stomach already filling with acid.

                          CHARLIE (V.O.)
                Dear Friend... I'm sorry I haven't
                written for awhile, but things are a
                total disaster.
                                                                     59.


104   INT. CAFETERIA - LUNCH                                         104

      Sam, Patrick, and Alice are seated around the table. Mary
      Elizabeth has her arms around Charlie. Smothering him.

                          MARY ELIZABETH
                We're literally making out, and I'm in my
                bra. Hello! And the front door opens.
                It's my parents! I'm scrambling to get
                my dress on. It was crazy. Right, babe?

      Charlie nods, tortured.

                          CHARLIE (V.O.)
                I probably should have been honest about
                how I didn't want to go out with Mary
                Elizabeth after Sadie's, but I really
                didn't want to hurt her feelings.

105   EXT. MILL GROVE HIGH SCHOOL PARKING LOT - MORNING              105

      Ash Wednesday. Charlie gets out of the school bus to
      immediately find Mary Elizabeth waiting for him. She sees
      the cross of ashes on his forehead. She thinks his ashes are
      a smudge. She cleans it.

                          CHARLIE (V.O.)
                You see, Mary Elizabeth is a really nice
                person underneath the part of her that
                hates everyone. And since I heard that
                having a girlfriend makes you happy, I
                tried hard to love her like I love Sam.

                          MARY ELIZABETH
                Can you believe it's almost our two week
                anniversary?

                          CHARLIE
                I know.

106   EXT. DORMONT HOLLYWOOD MOVIE THEATER - NIGHT                   106

      A double date. Craig and Sam buy the tickets to see the
      silent classic, The Cabinet of Dr. Caligari.

                          CHARLIE (V.O.)
                So, I took her on double dates.

                          MARY ELIZABETH
                    (proud)
                Your first foreign film.

                          CHARLIE
                                                                      60.


                          MARY ELIZABETH
                Vegans don't eat butter.

      Charlie tries not to feel Mary Elizabeth's sweaty hand.

                          CHARLIE (V.O.)
                And I tried not to mind that she loves to
                hold hands even when her hands are
                sweaty.

107   INT. MARY ELIZABETH'S DEN/LIVING ROOM - NIGHT                   107

      Just like Sadie's except... the fire in the fireplace is out.
      We move from the fireplace to Charlie, touching Mary
      Elizabeth's breasts over her sweater.

                          CHARLIE (V.O.)
                And I had to admit something really
                upsetting. But I am tired of touching
                her boobs. I thought maybe if she would
                just let me pick the make-out music once
                in awhile, we might have a chance.

      Charlie looks at the Ani DiFranco Mix on the stereo.   Sighs.

108   INT. CAFETERIA - LUNCH                                          108

      The gang is there.   Walden rests on Charlie's lunch tray.

                          CHARLIE (V.O.)
                And maybe if she didn't put down the
                books that Mr. Anderson gives me.

                          MARY ELIZABETH
                Walden? I read it in 7th grade.    I would
                have called it "On Boring Pond."

109   INT. CHARLIE'S BEDROOM - AFTERNOON                              109

      Ring! Charlie grabs the cordless. He looks at Patrick's
      clock. 3:13pm. His voice can no longer hide his quiet rage.

                          CHARLIE (V.O.)
                Or if she would stop calling me the
                minute I get home from school when I have
                absolutely nothing to talk about other
                than the bus ride home...

                          MARY ELIZABETH (V.O.)
                That dairy just sits with you. It walks
                with you.

      Charlie calmly puts down the phone and leaves the room.   We
                                                                       61.


110   INT. CHARLIE'S KITCHEN - MOMENTS LATER                           110

      Charlie is so miserable.   His mom is sympathetic.

                          MOTHER
                She's on the phone right now? Charlie,
                you have to break up with her.

                          CHARLIE
                I can do that?

      Charlie's father leans back from the sofa and his newspaper.

                          FATHER
                For Christ's sake... I need to use the
                phone!

111   INT. CHARLIE'S BEDROOM - MOMENTS LATER                           111

      He returns.   Mary Elizabeth is still talking on the cordless.

                          MARY ELIZABETH (V.O.)
                I'll give you this book. It's really how
                I became a vegan--

                          CHARLIE (V.O.)
                I know I should have been honest, but I
                was getting so mad, it was starting to
                scare me.

      He looks back at the clock.   3:23pm.

                          CHARLIE (CONT'D)
                Um... Mary Elizabeth. Can I talk to you--

                          MARY ELIZABETH (V.O.)
                Charlie. Please, don't interrupt.        You
                know I hate that.

      Charlie goes to his quiet place.   Tick.   Tick.    Tick.

                          CHARLIE (V.O.)
                I just wish I could have found another
                way to break up. In hindsight, I
                probably could not have picked a worse
                way to be honest with Mary Elizabeth.

112   INT. CRAIG'S LOFT APARTMENT - NIGHT                              112

      Truth or dare. The gang is seated in a circle, drinking from
      plastic cups. Charlie sits between Mary Elizabeth and Sam.

                           BOB
                                                              62.


                     PATRICK
           Who are you talking to?

                     BOB
           I dare you to kiss Alice.

                     PATRICK
               (licks his lips)
           Get ready, breeder.

As Patrick approaches an apprehensive Alice...

                     CRAIG
           Mary Elizabeth? Samantha told me that
           you got into Harvard. Congratulations.

                      MARY ELIZABETH
           Thank you.
               (re: Charlie)
           This one still hasn't gotten me flowers.
               (to Charlie)
           But I forgive you.

She kisses him. Charlie bites his cheeks.    Sam looks a
little depressed.

                     CRAIG
               (to Sam)
           Don't worry about Penn State.   You're
           just wait-listed.

                     PATRICK
           Excuse me, everyone, but you're missing
           some hot "fag on goth" action.

Anticipation. Patrick is getting ready to plant the biggest
kiss on Alice when she jumps him. Everyone groans. Ew!
Laughter. Patrick looks for the next person. Charlie's
heart pounds. Don't pick me! Please!

                     PATRICK (CONT'D)
           Okay. My turn. Um... let's think...
           Charlie... truth or dare?

Silence.   Thinking.   Finally...

                       CHARLIE
           Truth.

                     PATRICK
           How is your first relationship going?
                                                                       63.


                          CHARLIE
                It's so bad that I keep fantasizing that
                one of us is dying of cancer, so I don't
                have to break up with her.

                           PATRICK
                Charlie?   Truth or dare?

      Charlie blinks.   It was all fantasy.

                           CHARLIE
                Dare.

                          PATRICK
                I dare you to kiss the prettiest girl in
                the room on the lips. Notice I
                charitably said girl and not person
                because let's face it... I'd smoke all
                you bitches.

      Alice hits him. Laughter. Charlie thinks. He looks at Mary
      Elizabeth, then turns to Sam. Before Sam can even react...
      Charlie plants a kiss right on her lips. When he opens his
      eyes, he looks around, and realizes the magnitude of his
      mistake. Everyone stares. After a horrible silence...

                          PATRICK (CONT'D)
                Now that's fucked up.

      Without a word, Mary Elizabeth just stands, dignified, and
      goes into the kitchen.

                          CHARLIE
                Mary Elizabeth, I'm sorry.     I'm--

      Alice follows Mary Elizabeth.    Sam is close behind.

                          CHARLIE (CONT'D)
                Sam?! Sam! I'm sorry. I didn't mean
                anything by it. I'm sorry.

      Sam turns and looks at him.    She doesn't even recognize him.

                          SAM
                What the hell is wrong with you?

      Charlie is devastated.

113   EXT. BOB'S HOUSE - NIGHT                                         113

      They move to the driveway.     Charlie feels awful.   Panicky.

                           CHARLIE
                                                                          64.


                             PATRICK
                 Trust me.    You don't want to go back
                 there.

                           CHARLIE
                 But, I... I'm sorry... I didn't mean to
                 do anything.

                           PATRICK
                 I know you didn't, but look... I hate to
                 be the one to break this, but there's
                 history with Mary Elizabeth and Sam.
                 Other guys. Things that have nothing to
                 do with you. But... it's best if you
                 stay away for awhile.

                           CHARLIE
                     (crushed)
                 Oh. Okay. How long do you think?

      Silence. Charlie looks over at Patrick, who wears a grave
      expression. It's going to be a long time. We hear the sound
      of the typewriter.

114   INT. CHARLIE'S BEDROOM - MORNING                                    114

      Charlie sits at his desk. It looks like he's barely slept.
      He begins typing. The keys up close and loud. Clak.

      CLOSE UP TYPING: "Dear friend, I have not seen my friends for
      2 weeks now. I am starting to get bad again."

      Charlie stares at the typewriter.    And remembers.

                                                          SMASH CUT TO:

115   INT. CHARLIE'S KITCHEN - NIGHT (FLASHBACK)                          115

      Little Charlie pops his head around the corner from the
      hallway. He looks at something we can't see yet.

                                                               BACK TO:

116   INT. CHARLIE'S BEDROOM - MORNING (PRESENT)                          116

      Present.   Knock.   Knock.   Charlie's mom opens the door.

                           MOTHER
                 We're going to be late for Easter Mass.

                           CHARLIE
                 I'll... I'll be there in a minute.
                                                                         65.


      Charlie forces a smile, then looks back at the typewriter.
      And tries to shake off the memory.

                                                         SMASH CUT TO:

117   INT. CHARLIE'S KITCHEN - NIGHT (FLASHBACK)                         117

      Little Charlie looks at Aunt Helen as she smokes her
      cigarette and sobs.

                                                              BACK TO:

118   INT. ST. THOMAS MORE CHURCH - MORNING                              118

      Charlie is lost. His family sits in the pews for Easter
      Mass. Charlie watches the PRIEST recite the Lord's prayer.

                          PRIEST
                Our Father who art in Heaven. Hallowed
                be Thy name. Thy kingdom come--

                                                         MATCH CUT TO:

119   INT. ST. THOMAS MORE CHURCH - MORNING (FLASHBACK)                  119

      7 year old Charlie watches the PRIEST recite the Lord's
      prayer. He looks at Aunt Helen's picture on the coffin.

                          PRIEST
                Thy will be done on earth as it is in
                Heaven. Give us this day our daily bread.

                                                         MATCH CUT TO:

120   INT. ST. THOMAS MORE CHURCH - MORNING (PRESENT)                    120

      16 year old Charlie looks haunted by the memory.

                          PRIEST
                And forgive us our trespasses as we
                forgive those who trespass against us--

      The voices drift away and all Charlie can see is...

                                                               CUT TO:

121   INT. CHARLIE'S KITCHEN - NIGHT (FLASHBACK)                         121

      7 year old Charlie takes Aunt Helen's hand to make her stop
      crying.

                                                               CUT TO:
                                                                            66.


122   INT. ST. THOMAS MORE CHURCH - MORNING (PRESENT)                       122

      16 year old Charlie blinks as the voices come back.

                             PRIEST
                   And lead us not into temptation.   But
                   deliver us from--

                                                            SMASH CUT TO:

123   INT. CHARLIE'S BEDROOM - NIGHT                                        123

      Charlie on the phone.     His voice wavers a bit.     Desperate.

                             CHARLIE (V.O.)
                   Mary Elizabeth... I... uh... I've been
                   listening to the Billie Holiday CD every
                   night and--

                             MARY ELIZABETH (V.O.)
                   It's too late, Charlie.

                             CHARLIE
                   I know. I just feel really bad about
                   what I did. I just get so messed up
                   inside like I'm - not there or something.

                             MARY ELIZABETH (V.O.)
                   Tell it to someone who cares.

                             CHARLIE
                   I know. I'm sorry. I just.     We've all
                   become such good friends--

                             MARY ELIZABETH (V.O.)
                   Good friends? You mean the people I've
                   known since kindergarten that you've
                   known for 6 months? Those good friends?

                             CHARLIE
                   Oh. Yeah. I mean I don't want to do
                   anything to ruin our--

                             MARY ELIZABETH (V.O.)
                   It's ruined. Okay? So, stop calling
                   everyone. Stop embarrassing yourself.

                              CHARLIE
                   Okay.   I will. Goodbye, Mar--

      Dial tone.    Charlie hangs up the phone.
                                                                      67.


124   INT. BOB'S BASEMENT - NIGHT                                     124

      Charlie is terribly anxious.   He watches Bob groom some pot.

                          CHARLIE
                Something's wrong with me--

                          BOB
                Don't worry about it.   Hey... you hear
                from Patrick?

                           CHARLIE
                No.   He told me to stay away.

                          BOB
                Oh... you don't know?

                          CHARLIE
                    (concerned)
                Why? Why? What happened?

                          BOB
                Brad's father caught them together.

125   INT. MILL GROVE HIGH SCHOOL - HALLWAY - MORNING                 125

      As kids open lockers and move to morning period, Charlie
      stares at Brad. He has a black eye and cuts on his face. He
      look like he was beaten up badly. Students whisper gossip.

                          GOSSIP WHISPERS (O.S.)
                "Some Lebo kids jumped him outside the
                O." "It was some kids from North Hills."
                "That's not what I heard."

      Brad moves into the arms of CHARLOTTE (18), cheerleader cute.
      As Brad kisses her, Charlie sees Patrick down the hall,
      watching them. Patrick closes his locker. Hurting.

                          CHARLIE
                Are you okay?

                          PATRICK
                Not now, Charlie. I'm sorry.

      Patrick storms off.

126   INT. CAFETERIA - LUNCH                                          126

      Charlie sits at his table, alone. He watches Patrick leave
      the lunch line, passing a chorus of...

                            TWIN SENIOR GIRLS
                                                             68.


Patrick says nothing. He's too sad to fight the mob today.
He just moves to his table when the Nose Tackle sticks out
his leg. Patrick falls on his tray. The kids laugh.

                     NOSE TACKLE
          Oops.   Sorry, Nothing.

Patrick smiles to himself, dusts off, and turns to Brad.

                    PATRICK
          You going to do something?

                    BRAD HAYS
          What are you talking about?

                    PATRICK
          Your pet ape just tripped me.    Are you
          going to say something?

                    BRAD HAYS
          Why would I?

                    PATRICK
          You know why.

It's too far.   Brad can feel people staring.

                    BRAD HAYS
          This is pathetic, man.    Your fixation on
          me.

Brad's friends laugh.   Patrick's eyes narrow.

                    PATRICK
          Do you want your friends to know how you
          got those bruises? Really?

                    BRAD HAYS
          I got jumped in a parking lot.

                    PATRICK
          Where? In Schenley Park? Do they know
          about Schenley Park?
              (to Brad's friends)
          Do you guys know about Schenley Park?

Brad stands and gets right in Patrick's face.

                    BRAD HAYS
          I don't know what kind of sick shit
          you're trying to pull.
              (real warning)
          But you better walk away now... Nothing.
                                                                    69.


                      PATRICK
           Fine.   Say hi to your dad for me.

Patrick turns and leaves.    And then, as an afterthought...

                     BRAD HAYS
           Whatever... faggot.

Brad's friends laugh.    Patrick stops and turns.   Last chance.

                     PATRICK
           What did you call me?

                     BRAD HAYS
           I called you a faggo--

Smack.

Before Brad can even finish, Patrick throws a vicious right
to the cheek. Brad tackles him. And the two start fighting.
The cafeteria erupts in NOISE.

                     PATRICK
           Say that shit again!    Say that shit
           again!

Brad's football buddies rise and peel Patrick off Brad.     Mary
Elizabeth and Sam jump up from their corner table.

                     MARY ELIZABETH
           It's Patrick!

The cafeteria gets louder. The Nose Tackle holds Patrick up.
More Noise. The Linebacker hits Patrick in the face.

                       SAM
           No!   No!

Sam rushes up and the Nose Tackle pushes her down. She lands
on her tail bone. Thud. Patrick gets hit a couple of times
in the face. The kids cheer the fight. It's getting louder
and louder with more and more noise. And then...

                                                    SMASH CUT TO:

Silence.

Charlie comes out from a blink. He calmly looks around. For
a moment, he doesn't understand where he is. He looks up.
All the kids are staring at him. Mary Elizabeth. Alice.
Brad. They are all quiet. Afraid of him. Charlie looks at
his hand, clenched in a fist. It is already covered with...
                                                                        70.


      Charlie's confused until he sees the Linebacker holding his
      broken, bloody nose. He's looking at Charlie...

      Terrified.

      The image pans over. The Nose Tackle is on the ground.
      Charlie stands over them. He is disconnected. It's an out
      of body experience. He reaches out and helps Patrick to his
      feet. Then, he calmly turns and stares right through Brad.

                              CHARLIE
                        (icy calm)
                   If you touch my friends again, I'll blind
                   you.

      Brad is stunned.     So is everyone... except Sam.

127   INT. PRINCIPAL'S OFFICE - AFTERNOON                               127

      Charlie sits in the waiting room of the principal's office.
      He looks through the glass where Principal Small talks to
      Brad. After a beat, she pats Brad's shoulder and opens the
      door. Leaving Charlie and Brad alone in the waiting room.
      Just as Brad is about to leave...

                              BRAD HAYS
                   Charlie?

                              CHARLIE
                   Yeah?

                             BRAD HAYS
                   Thanks for stopping them.

                             CHARLIE
                   Sure, Brad.

      Brad doesn't look at him.     He just moves on.

128   EXT. MILL GROVE HIGH SCHOOL - PARKING LOT - AFTERNOON             128

      Charlie exits the building. Kids stare at him. Then, look
      away. Charlie feels very lost until he sees... Sam. She
      smiles. It brings him back instantly. And then, gently...

                             SAM
                   How you doing, Charlie?

                             CHARLIE
                   I don't know. I keep trying, but... I
                   can't really remember what I did.

      Sam can see he's afraid of himself.      She nods, sympathetic.
                                                                         71.


                          SAM
                Do you want me to tell you?

                          CHARLIE
                    (scared)
                Yeah.

                          SAM
                You saved my brother.     That's what you
                did.

                          CHARLIE
                So, you're not scared of me?

                             SAM
                No.

                          CHARLIE
                And can we be friends again?

                             SAM
                Of course.

      The minute she hugs him, the numb goes away. She kisses the
      top of his head and puts her arm around his shoulder. They
      begin walking away.

                           SAM (CONT'D)
                Come on.   Let's go be psychos together.

129   INT. PATRICK AND SAM'S HOUSE - KITCHEN - NIGHT                     129

      Mary Elizabeth looks at us because she wants us to know...

                          MARY ELIZABETH
                I'm dating Peter now.

      She motions to PETER.    College.   Glasses.   Good looking-ish.

                          MARY ELIZABETH (CONT'D)
                He's in college with Craig. He's
                opinionated, and we have intellectual
                debates. You were very sweet, but our
                relationship was too one-sided. I know
                this is hard for you.

                          CHARLIE
                I'm just glad you're happy.

                             MARY ELIZABETH
                Okay.

      Mary Elizabeth joins Peter.    Charlie looks at his friends.
                                                                   72.

      that says, "They forget. I don't." After a beat, Patrick
      comes downstairs. He looks sad with his bruises.

                          PATRICK
                Hey Craig, Sam will be down soon.

                          MARY ELIZABETH
                We're going to miss the movie.

                          CRAIG
                Yeah, I'll go put some pep in her step.

      As Craig moves upstairs, Patrick approaches Charlie.

                          PATRICK
                Hey... you wanna get out of here?

                          CHARLIE
                Sure, Patrick.

130   EXT. WEST END OVERLOOK - NIGHT                               130

      Patrick drives Sam's truck up the hill to the overlook.

                          PATRICK (V.O.)
                I'll tell you something, Charlie. I feel
                good. You know what I mean? Maybe
                tomorrow I'll take you to this karaoke
                place downtown. And this club off the
                strip. They don't card. And the
                Schenley Park scene. You gotta see the
                "fruit loop" at least one time.

131   EXT. WEST END OVERLOOK - NIGHT                               131

      Charlie and Patrick walk the lighted path, howling at the
      moon. Patrick holds a thermos, filled with who knows what.

                          PATRICK
                Oh, my God. My life is officially an
                after school special. Son of a bitch!

                          CHARLIE
                    (laughing)
                It kind of is. It so is.

      More laughter.   They arrive at the lookout.   They drink.

                          PATRICK
                So, you ever hear the one about Lily
                Miller?

                          CHARLIE
                I don't know.
                                                        73.


                    PATRICK
          Really? I thought your brother would
          have told you. It's a classic.

                     CHARLIE
          Maybe.

                    PATRICK
          So, Lily comes here with this guy Parker.
          And this was going to be the night they
          were going to lose their virginity. So,
          she did it really proper. She packed a
          picnic. Stole a bottle of wine.
          Everything was perfect, and they're just
          about to 'do it' when they realize they
          forgot the condoms. So, what do you
          think happened?

                    CHARLIE
          I don't know.

                    PATRICK
          They did it with one of the sandwich
          bags.

They start laughing and screaming.

                     CHARLIE
          Ew!   That's disgusting!

                   PATRICK
          Yes! It is! Let's keep the train
          rolling. Suburban legends. Charlie!

Patrick points to Charlie, who thinks...

                    CHARLIE
          Uh. Well... there was this girl named
          Second Base Stace. She had boobs in the
          4th grade--

                    PATRICK
          Mosquito bites. Promising.     Go.

                    CHARLIE
          And she let some of the boys feel them.

                    PATRICK
          That's your suburban legend?     Did you at
          least cop a feel?

                     CHARLIE
          No.
                                                            74.


                    PATRICK
          Of course not. You went home, listened
          to "Asleep," wrote a poem about her self-
          esteem--

                      CHARLIE
          Fine!    Okay. Your turn.

Patrick walks over and sits down next to Charlie.

                    PATRICK
          Yeah, I've got one. Well, there was this
          one guy. Queer as a 3 dollar bill.
          Guy's father didn't know about his son.
          So, he comes down into the basement one
          night when he's supposed to be out of
          town. Catches his son with another boy.
          So, he starts beating him. But not like
          the slap kind. Like the real kind. And
          the boyfriend says, "Stop. You're
          killing him." And the son just yells
          "Get out." And eventually the boyfriend
          just did.

Patrick stops.    Gripped by sad.   He can't shake.

                    PATRICK (CONT'D)
          Why can't you save anybody?

                    CHARLIE
          I don't know.

                    PATRICK
          Forget it. I'm free now, right? I could
          meet the love of my life any second now.
          Things will be different now, and that's
          good. I just need to meet a good guy.

                       CHARLIE
          Yeah.

Patrick looks at him. Charlie has never seen him so
vulnerable. After a beat... Patrick kisses Charlie on the
mouth. Unsure of what to do, Charlie lets it happen. His
eyes open the whole time. A moment, then Patrick looks at
Charlie. He collapses into his chest.

                       PATRICK
          I'm sorry.

                    CHARLIE
          It's alright.
                                                                      75.


      Charlie holds his friend as Patrick begins to cry. And we
      leave them, the city lights small in the distance.

132   EXT. CITY HIGHWAY - NIGHT                                       132

      We see the truck glide down the highway.

                          CHARLIE (V.O.)
                I've been spending a lot of time with
                Patrick. He begins every night really
                excited.

133   EXT. SCHENLEY PARK - NIGHT                                      133

      Patrick and Charlie are parked at the entrance of Schenley
      Park. Patrick speaks, very animated, until...

                          CHARLIE (V.O.)
                He always says he feels free, and tonight
                is his destiny. But after awhile, he
                runs out of things to keep himself numb.

      ... the words leave him, and we can see how sad he really is.

134   INT. SAM AND PATRICK'S HOUSE - MOMENTS LATER                    134

      Patrick hands Sam an envelope.   Sam holds it.   Pins and
      needles.

                          CHARLIE (V.O.)
                Then, Sam got her letter from Penn State.

      Sam opens the letter. She reads. Tears instantly well up in
      her eyes. She leaves the room and walks down the hall.
      Patrick picks up the letter.

                          PATRICK
                    (reading)
                "We will require you to take our summer
                session at the main campus immediately
                following your high school graduation."
                    (off Charlie's look)
                She got in, Charlie.

      Charlie turns back to Sam.   She holds him with sweet relief
      and redemption.

135   INT. CAFETERIA - DAY                                            135

      Charlie laughs with his friends in the cafeteria.

                          CHARLIE (V.O.)
                After that all Patrick could talk about
                                                                    76.
                          CHARLIE (V.O.) (CONT'D)
                did get into NYU Film School. Patrick is
                going to the University of Washington
                because he wants to be near the music in
                Seattle.

136   INT. SHOP CLASS - DAY                                         136

      Charlie and a group of students stand, looking up at the
      wall, which is covered with...

                          CHARLIE (V.O.)
                But he wasn't going to leave without
                organizing the best senior prank ever.

      ... All The Shop Tools Painted Pink

      The shop teacher, Mr. Callahan stares at the wall, furious.
      As the students gawk, Charlie smiles to himself.

137   INT. CAFETERIA - LUNCH                                        137

      Sam and the girls chat excitedly.   Summer is almost here.

                          CHARLIE (V.O.)
                Sam is going to leave right after
                graduation. It all feels very exciting;
                I just wish it were happening to me.

138   INT. CHARLIE'S BEDROOM - DAY                                  138

      Charlie sits on his bed, finishing the letter.

                          CHARLIE
                Especially because ever since I blacked
                out in the cafeteria, it's been getting
                worse. And I can't turn it off this
                time.

      Charlie puts down the letter.

139   INT. BILL'S CLASSROOM - MORNING                               139

      The kids pass their copies of The Great Gatsby up to the
      front, where Bill collects them for next year's freshmen.
      The class is buzzing loud.

                          BILL
                Guys, you want to pass your copies of
                Gatsby up to the front please? And I
                know it's the last day, but if we could
                just keep it to a dull roar, I'd
                appreciate it.

      The class quiets down.
                                                                      77.


                          BILL (CONT'D)
                Thank you for such a great year. I had a
                blast. I hope you did, too. And I hope
                you have a great time this summer on your
                vacations. Now, who here is going to be
                reading for pleasure this summer?

      Charlie looks to see if anyone is watching... then, decides
      to raise his hand anyway. Bill is proud.

                          BILL (CONT'D)
                Very good, Charlie. Who else?

      Charlie looks at the Smart Ass Freshman who tormented him all
      year. She sighs. Nothing left to say to him.

140   INT. BILL'S CLASSROOM - LATER                                   140

      The last kids exit the classroom. Charlie walks down the
      aisle and stands in front of Bill.

                             BILL
                Last day.

                          CHARLIE
                Yeah. So, uh, I know it's none of my
                business, but have you decided... are you
                going to New York?

                          BILL
                Well, my wife and I like it here, and I
                think I might be better at teaching than
                writing.

      Charlie is relieved.    Bill is staying.

                          BILL (CONT'D)
                So, uh Charlie... I was thinking maybe I
                could still give you books next year.

                           CHARLIE
                Yeah.   Yeah.

                          BILL
                I think you could write one of them one
                day.

                          CHARLIE
                    (fragile belief)
                Really?

                             BILL
                I do.
                                                                        78.


      Charlie is quiet.   Then...

                          CHARLIE
                You're the best teacher I ever had.

                             BILL
                Thank you.

      He gives Bill a shy sideways hug. The two men say nothing
      else. Charlie waves and leaves. Bill smiles to himself.

141   INT. MILL GROVE HIGH SCHOOL - HALLWAY - AFTERNOON                 141

      Times Square has nothing on these seniors. Charlie watches
      the gang on their last day of high school. When the clock
      hits 10 seconds to 3pm, all the students chant...

                          SAM & COMPANY
                10-9-8-7-6-5-4-3-2...

                          STUDENT (O.S.)
                Oh, my God, get me the hell out of here!

                             ALL
                1!

      They all cheer and hug each other. Patrick loses his mind
      with joy and charges down the hallway.

                                                        SMASH CUT TO:

142   EXT. MILL GROVE FOOTBALL STADIUM - SUNSET                         142

      A brilliant sunset. We see the gang. In silhouette.
      Running up the bleachers after the sun.

                          CHARLIE (V.O.)
                Dear Friend... I wanted to tell you about
                us running. There was this beautiful
                sunset. And just a few hours before,
                everyone I love had their last day of
                high school ever. And I was happy
                because they were happy, even though I
                counted, and I have 1,095 days to go.

143   INT. CHARLIE'S HOUSE - FIREPLACE - LATE AFTERNOON                 143

      Prom night. Charlie sees Candace posing for Dad's camera.
      For a moment, we think Candace went to prom with Derek.

                          CHARLIE (V.O.)
                I kept thinking about what school was
                going to be like without them as they
                                                                      79.


      As mom and dad move out of the way, we realize Candace is
      standing with her 3 best girlfriends. They look beautiful.

                          CHARLIE (V.O.) (CONT'D)
                My sister finally decided to break up
                with Derek and go stag with her
                girlfriends instead.

144   EXT. SAM AND PATRICK'S HOUSE - SUNSET                           144

      Prom night continues. The antique limo is so garish, it's
      great. Charlie snaps pictures with Sam's mom and Patrick's
      dad. Mary Elizabeth is with her boyfriend, Peter. Alice
      stands with Patrick, dashing in his Mod Suit Tux.

                          CHARLIE (V.O.)
                And then there was Sam...

      The image moves to the front of the house, where Sam emerges.
      She wears a vintage flapper dress from the 20's. Radiant.

                          CHARLIE (V.O.) (CONT'D)
                I've looked at her pictures since that
                night. I like to see how happy she was
                before she knew.

      Sam joins Craig. They kiss for the cameras, then run with
      the rest of the gang to the limosine.

                          CHARLIE (V.O.) (CONT'D)
                They were in a hotel suite after prom
                when the truth came out...

      The gang poses for more pictures in front of the limo.

                          CHARLIE (V.O.) (CONT'D)
                Basically, Craig has been cheating on Sam
                the whole time. When I heard that, I
                kept thinking about the happy girl in
                these pictures. Because she doesn't have
                1,095 days to go.

145   EXT. PARKING LOT - AFTERNOON                                    145

      Graduation Day. The place is packed with graduating seniors
      and families. Charlie's mom and dad fawn over Candace with
      the video camera. Charlie finally finds... Sam.

                          CHARLIE (V.O.)
                She made it. This is her time. And no
                one should be able to take that away.

      They approach each other and hug.
                                                                       80.


                           CHARLIE (CONT'D)
                 Congratulations.

                           PATRICK
                 Oh, Charlie's here! Guys, group photo!
                 We should all take a group photo. Get
                 against the railing and try to look
                 suave!

      The kids line up for the picture they will always remember.

                           PATRICK (CONT'D)
                 Yeah, this is the one. That's going to
                 be a great angle.

      Patrick bows to reveal the top of his cap reads, "Nothing
      Hates You." The parents line up cameras. "Cheese!" Snap.

                                                       SMASH CUT TO:

146   INT. SAM AND PATRICK'S KITCHEN/LIVING ROOM - NIGHT               146

      The grandfather clock reads 9:30pm. The room is festive
      under streamers wishing Sam luck at Penn State. The kids
      sign each other's yearbooks. Charlie sees Sam smile at old
      photos. He misses her already.

                           CHARLIE (V.O.)
                 At her going away party, I wanted her to
                 know about that night we went through the
                 tunnel. And how for the first time, I
                 felt like I belonged somewhere.

                                                             CUT TO:

147   INT. SAM AND PATRICK'S KITCHEN/LIVING ROOM - LATER               147

      10:28pm. Charlie doesn't know where the time keeps going.
      Sam opens goodbye presents from her friends.

                           CHARLIE (V.O.)
                 And tomorrow, she's leaving. So, I
                 wanted to give her a part of me.

      Charlie watches Sam pick up his present. She carefully peels
      the tape to reveal that Charlie gave her all of his books.

                           SAM
                 Are these all your books, Charlie?

      He nods.   They lock eyes and do not speak.
                                                                      81.


148   INT. SAM'S BEDROOM - NIGHT                                      148

      The pictures are down. The dressers empty. The suitcase is
      open on the bed. Charlie watches Sam fold clothes and put
      them in her suitcase. He has promised himself he will not
      cry. Even when she packs away his Beatles 45 of "Something."

      Instead, he looks at her and tries to remember every detail.
      Her hair and brown eyes and sound of her voice.

                          SAM
                Thanks for staying up with me.

                          CHARLIE
                Sure. My brother said Penn State has a
                restaurant called Ye Olde College Diner.
                You have to get a grilled stickie on your
                first night. It's a tradition.

                          SAM
                That sounds like fun.

                          CHARLIE
                Yeah. Pretty soon, you'll have a whole
                new group of friends, and you won't even
                think about this place anymore.

                          SAM
                Yes, I will.

      Sam moves some suitcases over to the pile in the room.   They
      stand next to each other. Close.

                          SAM (CONT'D)
                I had lunch with Craig today.

                          CHARLIE
                Yeah?

                          SAM
                He said he was sorry, and that I was
                right to break up with him. But I'm
                driving away, and I just felt so small.
                Just asking myself why do I and everyone
                I love pick people who treat us like
                we're nothing?

                          CHARLIE
                We accept the love we think we deserve.

      He says it sober. Without judgement. Sam lets it sink in.
      Charlie walks over to the bed to do more packing. Then, she
      turns to him.
                                                                    82.


                       SAM
             Then, why didn't you ever ask me out?

Charlie didn't expect that.       He is silent.   Heart pounding.

                       CHARLIE
             I, uh, I just didn't think you wanted
             that.

                       SAM
             Well, what did you want?

                       CHARLIE
             I just want you to be happy.

                       SAM
             Don't you get it, Charlie? I can't feel
             that. It's really sweet and everything,
             but you can't just sit there and put
             everybody's lives ahead of yours and
             think that counts as love. I don't want
             to be somebody's crush. I want people to
             like the real me.

                       CHARLIE
             I know who you are, Sam.

Sam waits.    And Charlie finally speaks from the heart.

                       CHARLIE (CONT'D)
             I know I'm quiet, and I know I should
             speak more, but if you knew the things
             that were in my head most of the time,
             you'd know what it really meant. How
             much we are alike. And how we've been
             through the same things. And you're not
             small. You're beautiful.

He can't contain himself anymore. He moves to her and kisses
her. They stand. Move to the bed. Kissing. Charlie's
heart pounds. They sit on the bed. Still kissing.

We see her fingertips. Her hand on Charlie's knee. When she
touches him, Charlie pulls away from her. Shocked. Like
he's seen a ghost. It hits Charlie like freezing water.

                       SAM
             What's wrong, Charlie?

                       CHARLIE
             Oh, ah... nothing.

Charlie shakes off whatever was bothering him and continues
                                                                      83.


149   EXT. SAM AND PATRICK'S HOUSE - MORNING                          149

      It's like a dream for Charlie. He watches Sam hug Alice and
      Mary Elizabeth goodbye. But Charlie is somewhere else.

                          SAM
                I'll call all the time.

                           MARY ELIZABETH
                Promise.

                          SAM
                And we'll all see each other in New York.

                          SAM'S MOM
                Come on, Sam.

      Charlie can't take it. He moves to the side of the truck and
      puts in the last suitcase. He looks over at Sam.

                                                      SMASH CUT TO:

150   INT. SAM'S BEDROOM - NIGHT                                      150

      QUICK FLASH... Charlie remembers kissing Sam the night
      before. Her hand touches Charlie's knee.

                                                   BACK TO PRESENT:

151   EXT. SAM AND PATRICK'S HOUSE - MORNING                          151

      Charlie snaps himself out of it. He turns back as Mary
      Elizabeth and Alice part ways. Charlie locks eyes with Sam.
      They take a moment. And then they come together to hug. She
      kisses him goodbye, trying not to cry.

      After a moment, Sam climbs into the driver's seat of her
      truck with Patrick riding shotgun. Charlie looks dazed.

                                                      SMASH CUT TO:

152   INT. SAM'S BEDROOM - NIGHT                                      152

      QUICK FLASH... Charlie remembers pulling away from Sam.
      Shocked. Like he's seen a ghost.

                          SAM
                What's wrong, Charlie?

                                                   BACK TO PRESENT:
                                                                          84.


153   EXT. SAM AND PATRICK'S HOUSE - MORNING                              153

      Sam starts the truck. Charlie wants to scream for her to
      stop. But he's frozen. She drives away. He watches her go.
      The truck gets smaller in the distance until it turns at the
      stop sign. And disappears. Charlie stands there, alone.

                                                          SMASH CUT TO:

154   INT. SAM'S BEDROOM - NIGHT                                          154

      QUICK FLASH... Charlie remembers the night with Sam. We see
      her put her hand on his knee. The image moves up the arm.
      To the shoulder. To the face. And we reveal, we are not in
      Sam's bedroom. And it is not Sam touching Charlie. But...

      Aunt Helen

                             AUNT HELEN
                   Don't wake your sister.

                                                       BACK TO REALITY:

155   EXT. SAM AND PATRICK'S HOUSE - MORNING                              155

      The memory only registers as a small blink of his eye.
      Charlie sees his friends are crying. He's not. He's numb.

156   EXT. SUBURBAN STREET - MORNING                                      156

      Charlie walks down the street. His eyes far away. The
      images and memories are short, violent bursts. If you've
      never had an anxiety attack, this is how it feels.

157   EXT. CHARLIE'S STREET - NIGHT (FLASHBACK)                           157

      QUICK FLASH. It's Christmas Eve.       Aunt Helen smiles to
      Little Charlie.

                             AUNT HELEN
                   It'll be our little secret, okay?

      Little Charlie nods.

158   EXT. SUBURBAN STREET - MORNING (PRESENT)                            158

      BACK TO PRESENT. Charlie walks toward us on the sidewalk.
      We see him through a long lens. His image fractures. We see
      him in different planes of the image. He's beginning to
      break apart. One image. Two images.
                                                                       85.


159   INT. CHARLIE'S LIVING ROOM - NIGHT (FLASHBACK)                   159

      QUICK FLASH. Little Candace is asleep on the floor.     Aunt
      Helen sits next to Little Charlie on the sofa.

                          AUNT HELEN
                Look, Charlie. She's fast asleep.

160   EXT. SUBURBAN STREET - MORNING (PRESENT)                         160

      BACK TO PRESENT. We see Charlie fracturing. The pieces
      scattered. Out of focus. Lost. He's all over the frame.

161   INT. CHARLIE'S LIVING ROOM - NIGHT (FLASHBACK)                   161

      QUICK FLASH.   Aunt Helen points to Little Candace.

                          AUNT HELEN
                Don't wake your sister.

162   INT. CHARLIE'S HOUSE - DAY (PRESENT)                             162

      BACK TO PRESENT.   Charlie enters his house.

                                                       SMASH CUT TO:

163   INT. AUNT HELEN'S CAR - NIGHT (FLASHBACK)                        163

      QUICK FLASH.   Aunt Helen gets hit by the semi-truck.

164   INT. ENTRY HALL - NIGHT (FLASHBACK)                              164

      QUICK FLASH.   Little Charlie's mom opens the door to reveal a
      policeman.

165   INT. CHARLIE'S HOUSE - DAY (PRESENT)                             165

      BACK TO PRESENT. Charlie is in the same entry hall in the
      same house 8 years later. Banging his head against the wall.
      "It's my fault. It's all my fault."

      He passes the photo wall on the stairs. We see the images of
      the family. Church. Communion. Baby pictures. Years of
      history staring at us. Ghosts on the wall.

166   INT. CHARLIE'S BEDROOM - DAY (PRESENT)                           166

      BACK TO PRESENT. Charlie sits at his desk. We see him from
      behind. Perfectly still. Trying to keep himself calm.

                          CHARLIE
                Stop crying.
                                                                         86.


167   INT. VARIOUS LOCATIONS - DAY (FLASHBACK)                           167

      QUICK FLASH. Charlie thinks everyone is staring at him. His
      sister and her friends. His brother and mother. Mary
      Elizabeth and Alice. And worst of all... Sam and Patrick the
      night they toasted him. A paranoid nightmare.

168   INT. CHARLIE'S BEDROOM - DAY (PRESENT)                             168

      BACK TO PRESENT.   Charlie's falling to pieces.   The tears run
      down his face.

                          CHARLIE
                Stop crying.

169   INT. VARIOUS LOCATIONS - VARIOUS TIMES (FANTASY)                   169

      QUICK FLASH. Derek hits Candace.   Patrick hits Brad.    The
      cafeteria erupts into violence.

      And Charlie remembers what he's blacked out.

      We see him in the cafeteria. Terrifying. He thinks he sees
      Aunt Helen as he breaks the Linebacker's nose. Hits another
      in the throat. And pushes another. Charlie looks at his
      hand, covered in blood. The whole school staring at him.

170   INT. CHARLIE'S BEDROOM - DAY (PRESENT)                             170

      BACK TO PRESENT. Charlie holds his head. Trying to stuff
      the pictures back in his brain. But he can't. They keep
      coming and coming, faster and faster. Sam's hand, Little
      Charlie on top of the stairs, the police telling him Aunt
      Helen is dead.

                          CHARLIE (V.O.)
                It'll be our little secret.

      We go behind his head. The image moves closer and closer.
      Until it feels like we are inside Charlie's mind.

                                                         SMASH CUT TO:

171   EXT. HOUSE SWIMMING POOL - DAY                                     171

      We see Candace hanging out with her girlfriends at a friend's
      backyard pool. Her FRIEND (18, pretty) holds the cordless.

                          CANDACE'S FRIEND
                Candace... your brother's on the phone.

      Candace casually picks up the phone.
                                                                     87.


                               CANDACE
                   Hello.

                             CHARLIE (V.O.)
                   Hey, Candace.

                               CANDACE
                   Charlie?

                             CHARLIE
                   Sam and Patrick left, and um, I just
                   can't stop thinking something.

                               CANDACE
                   What?

                             CHARLIE
                   Candace, I killed Aunt Helen, didn't I?
                   She died getting my birthday present, so
                   I guess I killed her, right? I've tried
                   to stop thinking that, but I can't. She
                   keeps driving away and dying over and
                   over.

      Candace looks like she got hit with ice water. She knows her
      brother. She knows this voice. Candace covers the phone.

                             CANDACE
                   Call the police and send them to my
                   house.

                             CHARLIE
                   And I can't stop her.   I'm crazy again.

                             CANDACE
                   No, Charlie, listen to me. Mom and dad
                   are going to be home with Chris any
                   second.

                             CHARLIE
                   I was just thinking... what if I wanted
                   her to die, Candace?

                               CANDACE
                   What?    Charlie... Charlie!

      Dial tone.

172   INT. CHARLIE'S HOUSE - DAY                                     172

      We begin in the house. It's silent. The hallway. The entry
      hall. The empty bedroom. Charlie's typewriter on his desk.
                                                                          88.

      It's all so quiet. And then, we see Charlie walking down the
      hallway. He turns the corner and enters the...

                                                          MATCH CUT TO:

173   INT. CHARLIE'S KITCHEN - DAY (PAST AND PRESENT)                     173

      Kitchen.   One room. Charlie doesn't know where he is
      anymore.   The past and present have bled together.

      QUICK FLASH. We see Little Charlie turn the corner into the
      kitchen. BACK TO PRESENT as 16 year old Charlie stands in
      the same kitchen, breathing shallow.

      QUICK FLASH. 7 year old Charlie walks up to Aunt Helen
      sitting at the kitchen table. BACK TO PRESENT as 16 year old
      Charlie begins to have a full blown anxiety attack.

      QUICK FLASH. 7 year old Charlie takes Aunt Helen's hand and
      turns it over... to reveal her wrist scars.

      BACK TO PRESENT as Charlie looks from the table to the
      counter with the bread and the KNIVES. He stares at the
      knives for a moment. Just as...

      The Policemen break down the door.

                                                          SMASH CUT TO:

174   INT. HOSPITAL ROOM - NIGHT                                          174

      We see Charlie's reflection in the window. The door opens
      slowly, and his psychiatrist, Dr. Burton, enters. She finds
      him sitting in the corner. He has been crying.

                            DR. BURTON
                 Charlie?   I'm Dr. Burton.

                           CHARLIE
                 Where am I?

                           DR. BURTON
                 Mayview hospital.

      This news hits Charlie hard.   He begins to panic.

                            CHARLIE
                 You have to let me go.    My dad can't
                 afford it.

                           DR. BURTON
                 Don't worry about that.
                                                               89.


                    CHARLIE
          No. I saw them when I was little. And I
          don't want to be a Mayview kid. Just
          tell me how to stop it.

                       DR. BURTON
          Stop what?

                    CHARLIE
          Seeing it. All their lives. All the
          time. Just... how do you stop seeing it?

                    DR. BURTON
          Seeing what, Charlie?

Charlie breaks.

                    CHARLIE
          There is so much pain.    And I don't know
          how to not notice it.

                    DR. BURTON
          What's hurting you?

                    CHARLIE
          No! Not me. It's them. It's everyone.
          It never stops. Do you understand?

Dr. Burton smiles, sympathetic. Charlie nods, relieved that
someone finally understands. Until...

                    DR. BURTON
          What about your Aunt Helen?

Like cold water. What was tears is now confusion and soon to
be shame. Dr. Burton is gentle to him.

                    CHARLIE
          What about her?

                    DR. BURTON
          Can you see her?

                    CHARLIE
          Yes, she had a terrible life.   But... I
          mean, what am I...

                    DR. BURTON
          You said some things about her in your
          sleep.

                    CHARLIE
          I don't care.
                                                                        90.


                          DR. BURTON
                If you want to get better, you have to--

      Charlie looks at her, nodding her encouragement.

                          CHARLIE
                She was... insane.

      The minute he says one word of truth, he feels ashamed. He
      stops talking. Dr. Burton does not press him. Not today.

                          DR. BURTON
                Charlie, are you going to let me help you
                here?

      Charlie cries and nods.

                          CHARLIE
                Okay.

                          DR. BURTON
                Do you remember anything before you
                blacked out?

                          CHARLIE
                I, uh... I remember leaving Sam's house,
                and walking home...

      We move away from them as Charlie's voice trails off.

175   INT. HOSPITAL ROOM - MORNING                                      175

      The sun creeps through the windows. We can hear birds
      outside. The intercom is quiet. Charlie is alone. He looks
      at Sam's typewriter. "Dear Friend" is already typed.

                          CHARLIE (V.O.)
                I was in the hospital for awhile. I won't
                go into detail about all of it. But I
                will say there were some very bad days.
                And some unexpected beautiful days.

      Charlie picks up a get well card from Sam.

176   INT. HOSPITAL HALLWAY - DAY                                       176

      Dr. Burton walks Charlie's parents down the hallway.

                          CHARLIE (V.O.)
                The worst day was the time my doctor told
                my mom and dad what Aunt Helen did to me.

      In the distance, we see Charlie's mom and dad stop.    Shocked.
                                                                     91.


177   INT. HOSPITAL ROOM - DAY                                       177

      Charlie looks up and sees his mom and dad in the doorway.

                          MOTHER
                Honey?

      His mother comes to hold him.

                          MOTHER (CONT'D)
                I'm so sorry.

      For a second, we see the emotion his father hides behind the
      sports page, before he chokes it down. He walks over to his
      son and kisses his forehead.

178   INT. HOSPITAL ROOM - MORNING                                   178

      Charlie, Chris, and Candace sit on the bed, playing cards.

                          CHARLIE (V.O.)
                The best days were those when I could
                have visitors. My brother and sister
                always came for those until Chris had to
                go to training camp. He's going to be
                first string this year. And my sister
                told me she met a nice guy at her summer
                job.

179   INT. HOSPITAL HALLWAY - AFTERNOON                              179

      Charlie leaves his room with his suitcase in hand.    His
      mother waits in the hallway with Dr. Burton.

                          DR. BURTON
                There he is. So, I'll see you Thursday
                at 6, right?

      Charlie nods and leaves the hospital with his mother.

                          CHARLIE (V.O.)
                My doctor said we can't choose where we
                can come from, but we can choose where we
                go from there. I know it's not all the
                answers, but it was enough to start
                putting these pieces together.

      Dr. Burton smiles, then turns back into the hospital.

180   INT. CHARLIE'S DINING ROOM - NIGHT                             180

      The family sits at the dinner table.
                                                                    92.


                             FATHER
                   God bless this food that we are about to
                   receive. We thank You for this bounty in
                   the name of our Lord Jesus Christ. Amen.

      After they say "Amen," the room falls silent. The family is
      on pins and needles. No one touches their food. Until...

                             CHARLIE
                   How do you think the Penguins are going
                   to do this year, dad?

                             FATHER
                   God damn Penguins. I think they're
                   allergic to God damn defense.

                             CHARLIE
                   What do the players call a puck again?

                                FATHER
                   A biscuit.

                             CANDACE
                   Are you sure it's not a "God damn
                   biscuit?"

                             FATHER
                   You're cruisin' for a bruisin'.

      As things return to normal, dad picks up his paper. Candace
      talks about the books she'll need for college. Everyone
      starts eating. And Charlie smiles, happy to just be home.

181   INT. CHARLIE'S HOUSE - DUSK                                   181

      Ding dong.    The door opens to reveal Patrick, smiling.

                             PATRICK
                   Can Charlie come out and play?

      Charlie's mother smiles. Charlie smiles, too. Especially
      when he sees... Sam. Standing next to Patrick. Her hair a
      little different. Her eyes alive and happy.

182   INT. KINGS FAMILY RESTAURANT - NIGHT                          182

      The gang of three sit at their booth. Sam and Patrick have
      their coffee. Charlie has his brownie. Like always.

                             SAM
                   That first night, I had grilled stickies.
                   It was so good. You have to visit in the
                   Fall. We'll have some. Okay?
                                                                      93.


                          CHARLIE
                Definitely.

                          PATRICK
                Sorry, Sam. Charlie has a breakdown
                scheduled for October.

      Charlie laughs.   Sam smiles.   After a beat...

                          SAM
                Well, can I tell you something? I've
                been away for two months. It's another
                world. And it gets better.
                    (off Charlie's smile)
                And my roommate Katie has the best taste
                in music.

      Sam puts a cassette tape down on the table.

                          SAM (CONT'D)
                I found the tunnel song.

      Charlie looks at Sam and Patrick, who smile.

                          SAM (CONT'D)
                Let's drive.

183   EXT. KINGS FAMILY RESTAURANT - NIGHT                            183

      The three leave the restaurant and jump into Sam's truck.
      Patrick drives. Charlie in the middle. Sam the passenger.

                          CHARLIE (V.O.)
                I don't know if I will have the time to
                write any more letters because I might be
                too busy trying to participate. So, if
                this does end up being the last letter, I
                just want you to know that I was in a bad
                place before I started high school. And
                you helped me.

184   INT. SAM'S TRUCK - NIGHT                                        184

      The three friends are flying down the highway in Sam's truck.
      The music blaring. The wind making their hair dance.

                          CHARLIE (V.O.)
                Even if you didn't know what I was
                talking about. Or know someone who's
                gone through it. It made me not feel
                alone.

      With Sam's help, Charlie climbs through the little window
                                                                       94.


185   EXT. HIGHWAY 376 NORTH - NIGHT                                   185

      Charlie gets into the back of the truck. He sits down,
      looking back at the highway. Watching everywhere he's been.

                          CHARLIE (V.O.)
                Because I know there are people who say
                all of these things don't happen. And
                there are people who forget what it's
                like to be 16 when they turn 17.

      We see Charlie in profile.   The night sky behind him until...

186   INT. FORT PITT TUNNEL - NIGHT                                    186

      ... they enter the tunnel, and we realize just how fast
      they're driving. The white tiles of the tunnel whiz by at
      blinding speed. A perfect night. A perfect drive. Flying.

                          CHARLIE (V.O.)
                I know these will all be stories someday.
                And our pictures will become old
                photographs. And we'll all become
                somebody's mom or dad. But right now,
                these moments are not stories.

      Charlie turns to face forward. To the moment.   To Sam,
      smiling at him from the front seat.

                          CHARLIE (V.O) (CONT'D)
                This is happening. I am here. And I am
                looking at her. And she is so beautiful.

      Sam kisses Charlie. Then, she turns, and all three kids look
      ahead to everything in front of them. Charlie begins to
      stand in the back of the truck. Ready to leave the tunnel.

                          CHARLIE (V.O.) (CONT'D)
                I can see it. This one moment when you
                know you're not a sad story. You are
                alive. And as you stand up and see the
                lights on buildings and everything that
                makes you wonder. And you are listening
                to that song on that drive with the
                people you love most in this world.

      Charlie stands in the back of the truck.   The wind on his
      face. He is free.

                          CHARLIE (V.O.) (CONT'D)
                And in this moment, I swear...
                                                               95.


We see the moment as Charlie sees it. The tunnel's exit
getting bigger and brighter with the lights of the city
behind it.

                    CHARLIE (V.O.) (CONT'D)
          ... we are infinite.

The tunnel song blasts over the speakers as the truck flies
out of the tunnel. Sam and Patrick scream with excitement.
Charlie holds his arms in the air. The weight of the world
gone. If only for a moment. This one moment. We see the
city. A million lights like white stars in a glass dome. We
crane to the sky. We are in Heaven.

                                                   FADE OUT.

Perks of Being a Wallflower, The



Writers :   Stephen Chbosky
Genres :   Drama  Romance


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