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ALL SCRIPTS






                              REMEMBER ME



                              Written by

                     William Fetters & Jenny Lumet






                                           Revised April 16th, 2009


1   EXT. SMITH STREET STATION -- BROOKLYN -- NIGHT                 1

    It's very late. It's quiet. Just the sounds of The City

    LINDA SANTANA CRAIG, an attractive Hispanic woman in her
    thirties, waits at the ELEVATED STATION for the F train.

    Linda looks great. She's dressed festively but tastefully.
    Next to her is her eleven year old DAUGHTER, ALICIA. She is
    twirling about the platform, still jazzed from the birthday
    party they attended in The City.

    Alicia wears a black dress with a pink cardigan and has a pink
    handbag. We notice a CHARM BRACELET with four-leaf clovers on
    her right wrist.

    The mother and daughter wait alone at one end of the station
    platform.

    TWO TEENAGE BOYS wait at the other end. They speak soft,
    SLURRED SPANISH to each other.

    Linda gives the boys a glance and evaluates. She watches them
    as Alicia spits a wad of gum into her mom's open hand.

    The Boys approach. Linda tenses. At the last second the boys
    make a hard left turn and disappear down the stairwell. It's
    quiet again. Linda relaxes, smiles at her daughter. The F
    TRAIN is rounding the final bend into the station.

    Their focus is on this train. It's getting closer, louder.

    And so they don't see, don't hear the Boys coming back up the
    stairwell behind them.

    Not until the boys have the mother and daughter boxed in and
    the one who can hardly grow a mustache is showing them his
    gun.

    Linda puts her arm around her daughter. Alicia looks
    terrified.

    The train roars INTO THE STATION as Linda quickly hands over
    her purse, her watch. She hands over her engagement ring and
    her wedding band.

    One of the boys yanks Alicia's little purse away from her.

    The other boy fumbles the wedding band. The ring CLANGS to
    the ground and rolls to a stop a few feet away.

    We hear MEN'S VOICES echoing up the stairwell.

    Now the Boys are boxed in. And starting to panic.
                                                                2.


    -- THE TRAIN DOORS SLIDE OPEN --.

    The Boys see their way out and step into the last empty rail
    car, leaving the mother and daughter alone on the platform.

    Through the window on the train, Linda stares at the boy
    holding her daughter's purse, her face hardening into a MASK
    OF CONTEMPT.

    The boy clocks it. Who does she think she is?

    -- THE TRAIN DOORS BEGIN TO CLOSE --

    When a HAND WITH TATTOOED KNUCKLES reaches out and stops the
    car doors from closing.

    A forearm and gun extend out of that last subway car ...
    There's a muzzle flash... a distant POP... a cloud of smoke
    ... a mist of blood... and Linda's body collapses on itself.

    Alicia's face, shock, terror and blood.


2   EXT. SMITH STREET STATION -- LATER THAT NIGHT --   M.O.S        2

    A WORKING CRIME SCENE, lots of uniforms and light, a white
    sheet draped over Linda's body where it fell.

    BLUE AND RED LIGHT dances against the stairwell wall where a
    man is taking the stairs two at a time. Late thirties, big,
    plain clothes, he is SERGEANT JAMES CRAIG. When he reaches
    the platform, he stops.

    Craig kneels before the white sheet. Peels it back. We stay
    on him. We don't see what he sees. We just see how he sees
    it. Then he turns...

    THE WEDDING BAND. It's been tagged and numbered as evidence.
    Craig picks it right out of the chalk outline and slips it
    into his pocket.

    Alicia, wrapped in a blanket, standing next to a round police
    MATRON. The Matron is tenderly trying to clean Alicia's face.
    Alicia locks eyes with Craig and stumbles towards him, her
    legs not quite working.

    Craig saves her from the stumble and envelops her, lifting
    her as the blanket falls to the ground.

    Alicia makes little gasping noises. Trying to speak but
    can't.

    Craig walking back now, carrying his entire world. He reaches
    the stairwell and suddenly falls to one knee. Alicia gasps.
                                                                3.


    The closest UNIFORM puts a hand on his arm. A moment.
    Composure. A deep breath. Then as quickly as he went down,
    he's back up.

    Craig looks back now, taking it all in. Is it real? Sees all
    the cops looking at him, then begins down the stairs.

    WE DRIFT UP above the station until we find ourselves with a
    clear view of the southern tip of Manhattan, where the TWIN
    TOWERS STAND TALL.


3   INT. LOWER EAST SIDE RAILROAD FLAT -- BEDROOM -- MORNING        3

    SUBTITLE: "Eight Years Later"

    Tiny kitchen, clutter, a MESSENGER BIKE hanging from hooks on
    the wall, a lot of books. There is a PHONE RINGING under the
    bed.

    TYLER ROTH, early twenties, handsome, looking haggard. He is
    sitting on the floor, shirtless, bed head, wrapped in a
    blanket. A GUITAR is on his lap. Tyler has propped some well
    worn, hand written pages of MUSIC against a box of off-brand
    laundry detergent and is squinting at the notes, frustration
    etched in his face.

    A forgettable BLONDE lies sleeping on the bed.

    Tyler, not a born musician, is trying to teach himself one of
    the PHRASES OF MUSIC in front of him. He is completely lost
    in the moment, with DEEP GROOVES in his fingers. By the
    ASHTRAY next to him, we can tell he's been at this a couple
    of hours.

    The Blonde in the bed re: the ringing phone...

                        BLONDE
                  (out of it)
              Hello?

    Tyler gropes around the floor with one hand until he finds the
    phone, simultaneously glancing at the digital clock. His eyes
    widen in alarm.

                        TYLER
              Yeah...
                  (listens)
              Of course. I'm on my way. I
              know...I know...I know...I know.

    Tyler climbs out of his blanket and yanks on a pair of dark
    suit pants. Before he pulls on his white undershirt we
    observe a TATTOO that simply says "Michael" over his heart.
                                                                 4.


    He searches through a beat-up chest of drawers, seeking a
    reasonably clean button down shirt...

                        TYLER V/O
              Gandhi said that whatever you do in
              life will be insignificant but it
              is very important that you do it...

    ...And scrubs at a mysterious stain on the shoulder of an
    expensive but worn to hell suit jacket with a dishwasher
    brush.

                        TYLER V/O
              ...I tend to agree with the first
              part.


4   EXT. GREEN WOOD CEMETERY --BROOKLYN -- LATER                     4

    A cluster of MOURNERS stand before a tombstone in the
    distance. They are not in funeral dress, as this is not a
    funeral. It's a memorial.

    A beat up GYPSY CAB with a WEST INDIAN DRIVER pulls to a
    stop. From the trees and the sky we know its LATE
    SPRING/EARLY SUMMER. A gorgeous day.

    Tyler gets out of the cab, holding the rim of his empty
    coffee cup in his teeth. He sorts a rumpled wad of singles
    and hands some to the driver, who screeches into reverse.
    Time is money.

    Tyler crushes the coffee cup flat and slips it in his jacket
    pocket then lights up a smoke. He takes one long drag then
    extinguishes it and slips the butt into his pocket. He begins
    towards the mourners.

    His mother... DIANE HOFFMAN, a beauty. Past burdens etched in
    the lines on her face. Dressed tastefully in expensive
    bohemian. She smiles like someone who's been crying but
    doesn't want anyone to know she has.

                        TYLER
                  (sweetly)
              Hello, your majesty. How are you?

                        DIANE
              I'm fine... you look good...

    He kisses his mother's hand and he's moving to greet his
    stepfather...

    LES HOFFMAN, Unruly curls streaked in gray, tweed jacket and
    tie. They exchange a firm handshake and muttered hellos.
                                                              5.


    The weight of Tyler's gaze falls to CAROLINE ROTH, his
    diminutive bespectacled, eleven year old sister. She's
    holding a little paper bag.

    She flashes him a look. He kneels besides her and whispers...

                        TYLER
              Thanks for organizing everybody.

    Caroline makes a face. Turns her nose away from him.

                        CAROLINE
              You smell like Listerine and beer.

    He snorts and kisses her cheek.

    Caroline reaches into her bag and takes out a handful of
    smooth white stones, on which she has painted the names:
    "Mom" "Tyler" "Les", "Dad", "Caroline". She begins to arrange
    them in a little circle on the grave.

    Tyler's father...

    CHARLES ROTH, late fifties, breathes power, precisely
    dressed, two hundred dollar haircut. A predator.

                        CHARLES
                  (aside, to Tyler)
              You couldn't wear a tie?

    Tyler holds his father's eye.

                        TYLER
              Could have.

    Beat.

    Charles adjusts his own collar like it's an explosive.

    POV: The Tombstone. The four adult family members stand side-
    by-side. They look like strangers on the subway as Caroline
    sits on the ground, arranging the stones.


5   INT. JUNIOR'S RESTAURANT-- BROOKLYN -- AFTER                  5

    The family sits together in a booth. Tyler rolls a Bic
    lighter over his knuckles. Caroline draws a funny portrait of
    Tyler on her napkin. He is smoking nine cigarettes at once.
    Diane gives the menu a ridiculous amount of attention. Les is
    eyeing the Cheesecake. Charles subtly aligns his silverware.
                                                             6.


                    DIANE
          ...This is nice... I think it's
          nice that we still do this...

                       CAROLINE
                 (gently)
          Mom.

                    DIANE
          I forgot. I'm trying to purge
          "nice" from my vocabulary. Michael
          would like that we still do this.

Tyler takes out a cigarette. Lights it. Without saying a word
his mother takes it and snubs it out in an empty water glass.

                    DIANE
              (to Caroline)
          Did you tell Tyler what your art
          teacher said about your portrait?

Caroline, as bemused as an eleven year old can be, looks at
her mother, then at her brother. She adopts a very motherly
tone.

                    CAROLINE
          Tyler, did I tell you what my art
          teacher said about my portrait?

                    TYLER
          Why no, Caroline. What did your art
          teacher say about your portrait?

                    DIANE
              (smiling)
          You two. I quit.

She flickers a glance at her ex husband and squeezes Les'
hand.

                    CAROLINE
          ...She was very impressed. She said
          I captured a moment like a young
          James Whistler.

The WAITRESS brings platefuls of extravagant cheesecake to
the table. Les dives in. Charles is having toast. He sips a
glass of water and takes a surreptitious glance at his Patek
Phillippe.
                                                             7.


                    TYLER
          Young Whistler... good... 'cause
          Whistler really fell off late in
          his career. He's the Michael
          Jackson of European art history.

                    DIANE
          She suggested your sister take
          Pratt's Summer Art Intensive and
          that's hugely prestigious.

Caroline looks a bit sheepish, Tyler high fives Caroline.

Diane, again, flickers a glance at Charles.

                    CAROLINE
          I would be the youngest one, ever,
          practically...

                    CHARLES
          Tyler, would you please pass the
          butter?

Beat.

                    DIANE
          Caroline was speaking.

                    TYLER
              (to Charles)
          Are you really this clueless? Are
          you really dismissing her like
          this?

Diane touches Caroline's hair.

                    CHARLES
          Caroline is perfectly capable of
          speaking up if she is feeling
          dismissed. Caroline, are you
          feeling dismissed?

                      CAROLINE
          I'm okay.

                    CHARLES
              (solicitous, to Caroline)
          I didn't mean to change the
          subject.

                    TYLER
          What was the subject?
                                                              8.


                           CHARLES
              Excuse me?

                        TYLER
              The subject we were discussing.
              What was it?

    Beat.

                        CHARLES
              Now's not the time for your heroics
              Tyler

                        TYLER
              No. It's the perfect time.

    Charles makes a minute adjustment to his collar.

    Father and son lock eyes until...

                        TYLER
                  (whispering, to Caroline)
              Do you need me to take you
              anywhere?

    Caroline shakes her head.

                        CAROLINE
              I'll stay with mom.

    Diane glares at her ex-husband.

    Tyler rises and kisses his sister's forehead.

                        TYLER
              Then I'll see you after school.

                           CAROLINE
              Kay.

    He exits as Caroline sips her lemonade, avoiding everybody's
    eyes.


6   INT. SUBWAY CAR -- JUST AFTER                                 6

    Tyler standing although there are a few seats available. The
    car window strobes behind him. He takes off his jacket and
    button down and ties them both around his waist.
                                                                  9.


7   INT. WALL STREET COFFEE SHOP -- AFTER                             7

    Tyler in his pants and white tee shirt looks completely out
    of place amidst all the business types.

    He sits in the last booth facing the street. His tattered
    JOURNAL lies open in front of him, a BINDER CLIP holds his
    page as he works quietly crafting an entry.

    The HOSTESS, tired, in her 60's, slides a piece of baklava on
    the table as she shuffles past.

                        HOSTESS
              Eat something.

    Tyler gives her a huge grin.

                        TYLER
              Yes, ma'am.


8   EXT. 4TH STREET -- JUST AFTER                                     8

    Tyler and his roommate, AIDAN BREWER, 22, energetic,
    inappropriate, walking west towards N.Y.U. Young people in
    easy, summery dress. Tyler smokes. Aidan doesn't. Aidan
    remembers something, smirks.

                        AIDAN
              I sold your girlfriend a
              toothbrush.

                        TYLER
              You sold my who? ...What?

                        AIDAN
              That voluptuous, delightfully
              oblivious little blonde you left in
              your bed this morning... I sold her
              a toothbrush. Got three bucks.

                        TYLER
              ...Congratulations?

                        AIDAN
              Are in order, yes. Because that
              sale inspired our newest business
              venture: "The S.L.U.T."

                        TYLER
              I was unaware we had a previous
              business venture.
                                       10.


          AIDAN
The 'Single Lady's Universal Tote'.
It's the one-night-stand travel
pack for women. We throw in some
make-up, toiletries, cell phone
charger, cab numbers. Retail it at
S19.95, maybe do an infomercial.

          TYLER
And you think women would buy this?
With money?

          AIDAN
Hey one-night-stands happen... It's
a part of life... like stubbing
your toe. Sometimes you misjudge a
corner and bend back your pinky
toe, other times you wake up in a
freshman dorm wearing a field
hockey tee shirt wondering why your
balls smell like cinnamon...

          TYLER
    (nodding sagely)
Of course. Yes.

          AIDAN
Don't underestimate the novelty
gift market. Think about it...
instead of giving that token slutty
friend a ten-inch purple dildo for
her birthday, you hook her up with
"The SLUT." Everyone has a laugh
and the implication that she'll
probably use it someday remains.
What do you say? Are you down?

          TYLER
I'm down with getting you on some
sort of medication.

          AIDAN
OK...fine...be cynical...just
remember at some point in history
two people had a conversation just
like this about the light bulb. One
of them went on to fame and fortune
and the other one probably went to
work at Mickey D's or something.

          TYLER
Or Denny's. Denny's was big in the
19th century.
                                                              11.


9    EXT. COBBLE HILL -- MORNING                                   9

     A TINTED TOWN CAR stops in-front of a funky corner brownstone
     where Caroline waits in a plaid jumper on the front steps.
     THE DRIVER opens the back door of the car.


10   INT. TOWN CAR. (DRIVING) -- LATER                         10

     Caroline in the cavernous backseat alone. Her pink knapsack
     her only company.

     The Town Car stops at a crosswalk for a GROUP OF CHILDREN in
     jeans and tee- shirts on their way to a local Public School.
     Caroline sees them through the tinted glass. They couldn't
     see her even if they wanted to.

                         PROFESSOR (O.S.)
               It's an unfortunate reality but a
               reality nonetheless ...


11   INT. LECTURE HALL -- NYU --DAY                            11

     TYLER sits in the back of the room. Their PROFESSOR addresses
     the few students paying attention.

                         PROFESSOR
               ...in the wake of terrorist attacks
               these insurance company actuaries
               are provided a unique opportunity
               to raise premiums and profits to
               protect against events that will
               likely never occur again...

     One girl, a focused brunette with beautiful eyes, takes notes
     relentlessly. She is present, absorbing the material. She
     raises her hand.

                         GIRL
               Isn't that also an ethical
               question?

     Tyler shoots her a glance. He takes in her lovely face, her
     casual dress, and the CHARM BRACELET with its four leaf
     clovers. WE REALIZE this is Alicia "Ally" Craig, now 19.

     Tyler grimaces at the question and its implications of hope.


12   EXT. CENTRAL PARK -- AFTERNOON                            12

     At the Alice in Wonderland statue where KIDS climb all over
     the faded bronze mushroom caps and characters.
                                                         12.


The statue is warm, the bronze absorbing the late spring sun.
Tyler is perched on the Mad Hatter, his face turned towards
the sun while Caroline hides with the dormouse.

Tyler lights a cigarette. AN UPTIGHT MOMMY glares at him.

                    UPTIGHT MOMMY
          Why don't we make this a non-
          smoking statue?

                    CAROLINE
              (emerging)
          Yeah, Tyler . Why don't we make
          this a non-smoking statue?

He makes a face.

                    CAROLINE
          You promised you'd quit...

                    TYLER
          I know.

                    CAROLINE
          You're gonna get emphysema and then
          you're gonna have to drag an oxygen
          tank with you everywhere...

                    TYLER
          You think that would be the worst
          part about having emphysema?

                    CAROLINE
          Everywhere you go, Tyler. Even the
          bathroom.

Tyler takes a final drag. Tosses it on the ground.

                    CAROLINE
          Why do you think Dad doesn't
          wanna...like, listen to me?

                    TYLER
          Dad loves you.

Caroline gives him a look.

                    CAROLINE
          So? You can love someone and not
          want to spend any time with them.

Caroline is climbing around Alice. Her hands on Alice's hair.
                                                                13.


                         TYLER
               You've got that right.

                         CAROLINE
               Mom loves Aunt Sara. But at
               Christmas, last year, she wouldn't
               let Les leave them in a room
               together 'cause she said there
               would be a "yule tide homicide."

                         TYLER
               That's because Aunt Sara drinks...
               You don't drink, right?

                            CAROLINE
               Duh.

                         TYLER
               So why would anyone wanna avoid
               you?

     Caroline shrugs, not convinced. A silent moment passes.

                         CAROLINE
               Michael used to drink.

                         TYLER
               Yeah. He did. But Michael was 21.
               All 21 year olds drink because it's
               new and exciting. Aunt Sara drinks
               because she wishes she was 21.

     A shared smile.

                            CAROLINE
               You're 21.

     Tyler's smile fades.


13   INT. THE STRAND BOOKSTORE -- DAY                            13

     Tyler on a rolling ladder, shuffling books around. Aidan on
     the floor, eating two pieces of pizza, folded down the
     middle, at the same time.

                         AIDAN
               What about Atlantic City for your
               birthday this year? Get a suite.
               Couple of ladies. You could call
               Toothbrush Girl, what do you think?

                         TYLER
               I think I'd rather be sodomized.
                                                         14.


                    AIDAN
          Hey, it's your day.

He gestures to the shelves.

                    AIDAN
          What's the point? How do you know
          where anything is in this place,
          anyway? There's like...

                    AIDAN/TYLER
          "Eight Miles of Books!"

                    TYLER
          I don't expect you to appreciate
          this, but the schematic for this
          particular shelf is authors who
          were sleeping together...

                     AIDAN
          No shit?

                    TYLER
          And ended up dead or in prison.

Beat.

                    AIDAN
          This is why chicks dig you.

Tyler laughs.

                    AIDAN
          Seriously. They like this freaky
          poetic crap. I ran into Megan
          yesterday. She's bartending at Don
          Hill's tonight. She wants us to
          stop by. She practically begged me.

                     TYLER
          Eh.

Aidan, visibly frustrated with Tyler's reluctance, grabs the
rolling ladder and pushes Tyler into the Romance novels.

                     TYLER
          Hey!

                    AIDAN
          Hey nothing. You've been a ghost
          the past couple weeks. You never
          wanna go out. I'm feeling
          unappreciated here.
                    (MORE)
                                                                 15.

                         AIDAN (cont'd)
               I can't deal with this brooding
               introvert shit anymore man. I'm
               ready to set up an intervention.

     A silent moment passes.

                         TYLER
               You realize interventions typically
               discourage binge drinking?

                         AIDAN
               One drink. Come out for one drink.

                         TYLER
               When's the last time you had one
               drink?


14   INT. DON HILL'S -- THAT NIGHT                                14

     A hip venue on Greenwich Street. Deejay. Music pumping.
     Aidan and Tyler make their way through the crowd to a
     congested bar where the CUTE BARTENDER is swamped.

                         AIDAN
               Hey, Megan!

     She ignores him.

                          AIDAN
               You look great! Can I get two
               Heinekens?

                         MEGAN
               Do. Not. Speak.

     Tyler snorts with laughter.

                         AIDAN
                   (genuine)
               Is she mad at me or something?

                         TYLER
               No no. Girls are like that when
               they're way into you.

                            AIDAN
               Oh.

     Two nubile young GIRLS approach Aidan. Tap his shoulder.

                            GIRL #1
               Excuse me?
                                                                 16.


     Aidan flashes a winning smile.

                         AIDAN
               Well, hello...

                         GIRL #1
               Could you take a picture for us?

     She holds out her camera. Aidan hesitates, then smiles.

                         AIDAN
               My pleasure...

     The girls pose. Aidan takes the camera. Turns it around.
     Extends it. Smiles. And promptly SNAPS A PICTURE OF HIMSELF.
     He casually returns the camera to the confused young woman.

     Megan returns and practically flings the beers at Aidan.

                         AIDAN
               Thanks. You've met my roommate...

                         MEGAN
               I hope you die.

     Tyler laughs his ass off.

                         TYLER
               She's all over you. Cheers.

     They clink bottles.


15   EXT. GREENWICH STREET -- LATE NIGHT                          15

     Tyler and Aidan stand with the girls from Aidan's photo
     opportunity. All are thoroughly intoxicated. There is a knot
     of CLUB GOERS halfway down the block, drinking and having a
     fine time.

                         AIDAN
               I love this street. I love this
               city. Where are you guys from,
               again?

                           AIDAN'S GIRL
               Miami.

                         AIDAN
               Miami. Miami, Barcelona, Rio. New
               York is it, man. God broke the mold
               when he made this city.
                                                          17.


                    TYLER
          You ever actually been to any of
          those places?

                    AIDAN
          What's your point?

There's a gust of wind. Aidan's girl shivers. She's wearing a
tiny dress.

                    AIDAN'S GIRL
          What are we doing? I'm freezing.

                    AIDAN
          Shoulda worn a jacket. Like me.

O/S WE HEAR: a beer bottle crashing on the ground, and from
far away a ghostly, plaintive girl's voice disappearing into
the night...

                    VOICE O/S
          Michael...Mi-i-chael!

Tyler turns towards the sound. It's as if he's trying to spot
a train in the distance. His hand goes to his pocket and
fishes out his pack of cigarettes.

                    AIDAN'S GIRL
              (to Aidan)
          Asshole.

She walks away, looking back at her friend, annoyed.

                    AIDAN'S GIRL
          Are you coming?

Tyler's Girl looks at Tyler, who is still preoccupied.

                    TYLER'S GIRL
              (to her friend)
          Hold on, Lauren.

The girls step away. Tyler's Girl appears to be trying to
convince her friend to stay. Aidan watches them, hopefully.

Tyler isn't watching them. He's watching two cool looking
MUSICIANS, crossing the street with the LIGHT, carrying SOUND
EQUIPMENT.

A quartet of NEANDERTHALS pulls up at the light in front of
them in a car, aggressive music playing. The Neanderthal at
the wheel has the brilliant idea to rev his engine and lurch
the car forward, startling the musicians, toying with them.
                                                         18.


MUSICIAN #1 glares, but gives no further response, he just
wants to get across the street. The Neanderthal revs and
lurches again.

MUSICIAN #2 slams his hand on the hood of the car.

                    MUSICIAN#2
          What's your problem?

                    NEANDERTHAL DRIVER
          My problem? Keep your hands off my
          car, asshole.

                    MUSICIAN#2
          Blow it out your ass, Guido.

                    MUSICIAN#1
          Go back to Long Island.

The car's four doors open, and the Neanderthals lope to the
front of the car. The driver is holding a mini baseball bat
at his side.

                    NEANDERTHAL DRIVER
          I'm from Queens, faggot

A Neanderthal shoves one of the musicians, and the driver
starts wailing on the other with the bat. Tyler watches as
the Neanderthals overpower them. The altercation has turned
into a full on assault. The Musicians are getting stomped
into the pavement.

                    TYLER'S GIRL
          So we were thinking we could go...

Tyler walks right past the girl without even looking at her.

                    AIDAN
              (under his breath)
          God damn it.

Aidan runs off after Tyler.

Tyler jumps fully into the thick of it, swinging, grabbing
the beefiest Neanderthal in a choke hold and pounding the
guy's face. He fights like a pit bull. Not feeling, not
stopping.

Aidan gets punched in the face. Tyler elbows the nose of the
guy who punched Aidan and it spurts blood. Then someone hits
Tyler in the gut, and he doubles over and takes a knee to the
chin. The musicians get back to their feet and fight back.
It's a brawl.
                                                                19.


     Aidan's girl is screaming for the cops. Tyler's girl,
     following the instincts of the inebriated, has teetered near
     enough to the brawl to imperil herself.

     A Neanderthal swings at Aidan and misses, grazing the girl.
     She jerks away in her high heels and crashes to the pavement,
     splitting her lip on impact. Tyler head butts the guy.


16   EXT. SIDE STREET -- LATER                                   16

     An AMBULANCE and TWO E.M.T.'S are on site.

     THE COMBATANTS from the brawl are lined up on the curb.

     SERGEANT JAMES CRAIG, a little older and heavier than when we
     first met him at the train station, is standing with the
     Girl, who is a mess. Her nose bloody, her dress torn.

     Craig shields the Girl with his body, listening carefully to
     her and her friend as the two girls GESTURE ANGRILY at the
     Neanderthals. Craig's eyes flicker in the same direction.

     Craig's PARTNER, LEO, AFRICAN AMERICAN, a few years younger,
     is on the radio to Dispatch.

     Craig snaps his fingers at one of the E.M.T.'s and receives a
     blanket, which he carefully wraps around the girl. Then, to
     his partner, indicating Tyler and Aidan...

                         CRAIG
               Cut those two loose.

     Leo puts down the handset and uncuffs the guys.

                         LEO
                   (quiet)
               Take a walk.

     Tyler takes a beat, looking at the lineup. Aidan, rubbing his
     wrists, gestures "Let's go". Tyler looks at the bloodied Girl
     and...

     Craig, going through the pockets of Neanderthal #1.

                         CRAIG
               Anything in here that's going to
               stab me, Einstein?

     Craig finds a packet, or a vial.

                         CRAIG
               Nice. You like to get high and hit
               women?
                                                            20.


Aidan gives Tyler's elbow a gentle tug. Tyler's caught up in
the action.

                    NEANDERTHAL#1
          I don't even know the bitch.

Rage flickers across Craig's face.

Craig moves down the line to one of the musicians, going
through their pockets.

                    CRAIG
          How about you two?

Tyler, compelled, drawing closer to the action.

                    MUSICIAN#1
          It wasn't us, man!

                    NEANDERTHAL#1
          That cocksucker kicked my car!

                    CRAIG
          Shut up, genius.

                    MUSICIAN#1
              (to Neanderthal)
          Eat shit, pencil dick.

                    CRAIG
          Alright. That's it. Everybody goes
          downtown.

Tyler steps forward, interrupting...

                    TYLER
          It wasn't them.

Aidan, who has been edging away, jerks around to his friend.

                    AIDAN
              (sotto)
          Tyler...

                    LEO
              (quietly, to the guys)
          Take a walk, I said.

                    TYLER
          Hey!

Craig, big angry Irish cop, turns to Tyler.
                                                         21.


                    TYLER
          They didn't do anything. They
          didn't start this. Those assholes
          did. Why do these guys have to go
          downtown?

                    CRAIG
          What are you still doing here?

                    TYLER
          This is bullshit. It was those
          gorillas who started this.

Craig moves slowly toward Tyler and starts going through
Tyler's pockets, roughly. He finds his wallet. Starts rifling
through.

                    CRAIG
          Well, Mr. Roth. What makes you
          think I give a shit?

                    TYLER
          You're a police officer. You're
          supposed to.

What the hell? Craig looks from the guy he was frisking to
Tyler's girl, wrapped in a blanket. She spits blood. He turns
a bit to Tyler.

                    CRAIG
          It's a great relief to me, Mr.
          Roth, to know that you're on top of
          the situation. Now go the fuck
          home.

He turns back to work.

Tyler looks briefly at Aidan. Aidan looks desperate "Please!
Let's get out of here!"

Tyler TOUCHES CRAIG'S ELBOW.

Aidan's jaw drops. Leo takes several silent steps in. Craig
looks at his own elbow then looks at Tyler. The kid must be
out of his mind.

                    TYLER
          How about you do your job?

SLAM. Craig takes Tyler's legs out, driving his face into the
pavement, a GASH opens above Tyler's LEFT EYE. Tyler lies
there dazed and disoriented as Craig, with one knee on
Tyler's neck, crushes his face into the ground. He slaps the
cuffs on.
                                                                22.


17   INT. PEARL STREET LOCKUP -- AFTER                           17

     Who knows what time it is. A lovely ASSORTMENT OF
     PERPETRATORS, Tyler and the musicians are in lockup.
     Everybody looks like shit. Tyler sits on a bench in the
     holding cell, looking quite relaxed.

     The lock up door slides open and Aidan is returned to the
     perch. The ESCORTING OFFICER shouts across the din to Tyler.

                         ESCORTING OFFICER
               You can have your call now.

                           TYLER
               I'm good.

     The door slides shut behind Aidan.

                         AIDAN
               You're good? Thank God you're good.

     Beat.

                         AIDAN
               What are you trying to do? What did
               you want from that cop guy?

                         TYLER
               That was a messed up situation.
               Those guys...

     He cups his hands to make a megaphone...

                         TYLER
               ...Are pussies!

     From Off Screen a chorus of:

                           NEANDERTHAL#1 O/S
               Faggot!

                         NEANDERTHAL#2 O/S
               Candy-ass faggot!

                           NEANDERTHAL#3 O/S
               Fag!

                          TYLER
               There was no justice in that
               situation.

                         AIDAN
               No justice. Okay, Green Hornet ...
               Lantern ... Asshole.
                         (MORE)
                                                               23.

                         AIDAN (cont'd)
               You may not be actually
               matriculating in school, you may be
               having a nice time by yourself
               lurking in the stacks of your book
               store, but I actually plan on
               graduating, and having a career and
               a wife and a girlfriend and a
               divorce and a mid-life stalking
               episode and erectile dysfunction,
               and I will thank you to keep your
               complexes and nihilistic
               bullshit...

                         TYLER
               Did you just say "nihilistic"?

                         AIDAN
               Yeah. I got it off a cereal box.

     Tyler smiles.

     The Escorting Officer returns with a white male LAWYER
     wearing a two thousand dollar suit.

                         ESCORTING OFFICER
               Roth, Brewer.

     Tyler glares at Aidan.

                         AIDAN
               Yeah, I called your dad's office.
               Sue me.


18   INT. FAR ROCKAWAY - CRAIG FAMILY HOME - KITCHEN -- MORNING   18

     Ally, with a cup of coffee, is on the house phone.

                         ALLY
               So when would that be
               available?...No, that's sooner than
               I'd thought. And is there any kind
               of deposit?.. Okay.

     Craig comes in through the kitchen door, takes off his jacket
     and starts washing his hands at the sink.

                         ALLY
               I'll call you back. Thanks.

     Ally hangs up. Makes a quick appraisal of her dad. He has a
     little blood on his cuff. He splashes his face with water.
                                                                 24.


     On automatic pilot, Ally flips on the toaster, pours some hot
     coffee into a Sesame Street Mug, pours in a measured dose of
     brown sugar from the dispenser, then flips open a bottle of
     Aspirin and deposits two of the tablets into the mug.

     She packs up her back pack with school stuff as Craig gulps
     his coffee.

                         ALLY
               What did you tell me you were going
               to do when things got tight?

     The toaster dings. She extracts an English muffin and
     squeezes honey from a bottle shaped like a bear.

                          CRAIG
               Breathe.

                          ALLY
               Did you?

                         CRAIG
               I did. I'm breathing right now. Who
               was that?

                         ALLY
               The lady from student housing. We
               talked about it. Remember?

     Beat.

                          CRAIG
               Sure.

     Ally grabs her sweatshirt.

                         ALLY
               Mrs. Lippman is going to drive me.

                         CRAIG
               I'll drive you.

     She flounces out the door, holding her own cup of coffee and
     the English Muffin. Craig dries his hands, grabs his jacket
     and a set of keys from the counter.


19   EXT. DRIVEWAY.                                               19

     Outside their red-brick row house at the end of a block of
     red-brick row houses.

     Ally has her mug on the roof of the car and is searching
     through her bag.
                                                               25.


     Craig comes around the driver's side and slides Ally her keys
     across the roof. She drops them in her bag.

                         ALLY
               Mrs. Lippman said she'd do it.

     Craig is in the driver's seat, waiting. Ally grabs her coffee
     mug and gets into the passenger seat. She hands him his
     English muffin, which he holds in his mouth as he starts the
     car.

     She flips down the visor and checks her very light eye
     makeup.

                         ALLY
               You're exhausted. When you have a
               stroke I'm going to abandon you on
               a park bench.

     They start to back out.

                         ALLY
               This drive is too long.


20   INT. EXECUTIVE FLOOR -- RECEPTION -- DAY                     20

     Tyler and his messed up face on his feet in the waiting area.
     English Club chairs, green baize on the walls. A RECEPTIONIST
     types away across the room. Tyler takes out a cigarette.
     Lights it. Draws the ire of...

                         THE RECEPTIONIST
               You know you can't smoke in here.

     Tyler looks down at a heavy crystal ash tray on the coffee
     table in front of him. It's clearly never been used.

                         TYLER
               So what's with the ash tray?

                         THE RECEPTIONIST
               It completes the room.

     Tyler takes a long drag, grinding out the ember on the
     pristine surface. He smiles a charming smile at the
     aggravated woman.

                          TYLER
               Tease.

                          JANINE O/S
               Tyler...
                                                                 26.


     JANINE, Charles' long time assistant, late forties, kind
     eyes, watches Tyler from the hallway.

                         JANINE
               He's ready for you.


21   INT. EXECUTIVE FLOOR -- HALLWAY -- AFTER                     21

     Tyler follows Janine down the corridor. She looks him up and
     down, doesn't like what she sees.

                         JANINE
               You're too skinny. And you smell
               like french fries and cigarettes.

                         TYLER
               Nice to see you too.

                         JANINE
               You want me to lie?

     Tyler smiles, he likes that she doesn't lie. Janine scrolls
     through a Palm Pilot as she walks. They approach the double
     doors to Charles' office.

                         JANINE
               Try not to give him a heart attack.

                         TYLER
               Okay.

     Tyler bangs through the doors. Janine grimaces.


22   INT. CAVERNOUS EXECUTIVE OFFICE -- LATER                     22

     A row of floor-to-ceiling windows blocked by vertical blinds.
     Sunlight glows behind them. There's a lot of leather, brass
     and rich wood, breathing power. There's a flat screen
     computer, but no personal effects anywhere.

     Charles sits at his massive desk. As Tyler enters, Charles
     registers his injuries. A flicker of something over Charles'
     face. Tyler stands.

                         TYLER
               I came to see how much it costs,
               because I'm giving you the money
               back.

                         CHARLES
               How much what costs?
                                                              27.


                         TYLER
               That lawyer.

     Beat.

                         CHARLES
               Ah. That lawyer, Tyler, costs 450
               dollars an hour.

     In spite of himself...

                          TYLER
               Christ.

                         CHARLES
               Tell me about it.

                         TYLER
               I wanted to make sure you
               understood it wasn't me who called
               you.

                         CHARLES
               I understand. You could do worse
               than have a father who bails you
               out of jail

                         TYLER
               I don't want to be bailed out of
               anything.

     Charles looks at his son.

                         TYLER
               I'll get an invoice from Janine.

     Tyler leaves, slamming the door behind him.


23   INT. HALLWAY.                                             23

     Tyler stops, catching himself, realizing the emptiness of the
     gesture. He looks up and sees Janine looking at him.


24   INT. WALL STREET COFFEE SHOP -- AFTER.                    24

     Tyler in the same booth, surrounded by a commotion of
     businessmen and women. He's writing in his Journal, his foot
     tapping fast. We see the very act of writing eases him,
     loosening his strangled grip on the pen, slowing down the
     manic rhythm of his foot.
                                                              28.


25   EXT. PRIVATE SCHOOL. JUST AFTER.                            25

     It's just after three, Caroline emerges from school in a
     CLUSTER OF 6TH GRADE GIRLS. One of them dips her head towards
     Caroline's ear, as if to share a secret. Whatever she says
     makes Caroline's face crumble, almost to tears, and the girls
     snicker.

     Tyler hops from his perch on a parked car. His bike leans on
     a fire hydrant.

                            TYLER
                      (to Caroline)
               Hey.

     He looks at the girls, sizing them up, and flicks his
     cigarette to the sidewalk, cool as hell. The girls have a
     group swoon.

     He takes Caroline by the elbow...

                         TYLER
               Excuse us, we're due in surgery.

     He gets his bike and leads her down the block, towards Fifth
     Avenue.

                         CAROLINE
               What happened to your face?

                         TYLER
               Horrible threshing accident.

                         CAROLINE
               You're so retarded.

                         TYLER
               Don't mock the afflicted. Here,
               I brought you something.

     He hands her the book of Myths.

                         TYLER
               This was my favorite book ever.
               Michael had it and he hit me over
               the head with it until I read it.
               Its about all these God and
               Goddesses who spend all of their
               time being jealous and petty and
               otherwise acting like human beings.
               The illustrations are amazing.

     Caroline opens the book carefully and has a peek. She smiles.
                                                              29.


                         CAROLINE
               Ooh. These are cool. Thanks! Where
               are we meeting mom?

                         TYLER
               Guggenheim. What's up with those
               girls?

                         CAROLINE
               I just...they think I'm weird.
               Sometimes I sort of space out.

                         TYLER
               When you're drawing?

                         CAROLINE
               Yeah. Other times too. Madamoiselle
               Fleischman had to snap her fingers
               at me a lot today. And everybody
               laughed and they all think I'm a
               freak of nature.

     Caroline takes a brief glance over her shoulder, towards the
     school.

                         TYLER
               Je m'appelle "Freak of Nature."

     Caroline smirks.

                         TYLER
               Mon dieu, mon soeurette! Je
               m'appelle "Freak of Nature". Sacre
               Bleu. French Toast.

                         CAROLINE
               What are you going to tell mom
               about your face?

                         TYLER
               I finally found something I'm good
               at?


26   EXT. NYU -- FRONT STEPS BELOW THE FLAGS -- DAY            26

     Aidan appears to have cornered a PROFESSOR on her way in or
     out of the building. The woman looks tired, annoyed, like she
     just wants to go. Aidan talks fast, even faster than usual.
                                                              30.


                         AIDAN
               ...I know by every numerical
               measurement I didn't pass but what
               I was hoping was that maybe you
               give me a grade on my trying to
               pass. My commitment to effort. My
               commitment to commitment...Since
               the semester is nearly at it's
               terminus.

     Craig's car rolls to a stop just in front of the flags. Ally
     gives him a kiss on the cheek. She gets out, and walks up the
     stairs, right past Aidan.

                         AIDAN
                   (distracted)
               I mean... uh... life's only about
               what we put into it. It's about
               people. And what they put into it.
               And I'm -- ah, screw it.

     Aidan runs off leaving the befuddled professor on the steps.


27   INT. RAILROAD FLAT-- LIVING ROOM -- DAY                   27

     Tyler, again with the guitar. Aidan enters, excited.

                         AIDAN
               He's got a daughter.

                         TYLER
               Who?

                         AIDAN
               The cop... The cop who busted your
               face all up. He's got a daughter.
               And she's hot! I smell revenge!

                         TYLER
               Revenge. What do you want me to do,
               kidnap her?

                         AIDAN
               You introduce yourself...go on a
               few dates...be your charming,
               gentlemanly self... And then, flip
               the script.

                         TYLER
               What does that mean?
                                                              31.


                         AIDAN
               Screw her brains out and make her
               call you daddy. Steal her underwear
               and sell it on ebay. Put her in
               Clown Shoes, take lewd photos and
               post them on her high school's home
               page. I don't know. Be creative.

                         TYLER
               You should be incarcerated on
               general principle.

                         AIDAN
               Hey. What happened to you was very
               emasculating. Tell me you don't
               want to get that asshole and I'll
               drop it.

                         TYLER
               I don't want to get that asshole.

                         AIDAN
               Just meet her.

                         TYLER
               I don't want to meet her.

                         AIDAN
               She's cute.

                         TYLER
               I don't care.

                         AIDAN
               You're meeting her.

                         TYLER
               I'm not meeting her.


28   INT. COFFEE SHOP. WASHINGTON SQUARE PARK.- DAY            28

     A Student Hangout. The place is bustling. Numerous NYU
     STUDENTS move, sit, eat, lounge. Aidan scans the crowd. Tyler
     stands beside him looking far less enthusiastic.

                         TYLER
               This is one of those moments I'm
               already regretting.

                         AIDAN
               She was here yesterday.
                                                           32.


                    TYLER
          What am I supposed to say to this
          girl? "Hey doll face, your dad
          trampled all over my civil
          liberties, wanna make out?"

                    AIDAN
          Well don't call her doll face.

Ally enters. She wears a big sweatshirt. Aidan spots her.

                    AIDAN
          There. The brunette.

Tyler watches her settle into a couch with a big cup of
coffee.

                    TYLER
          I know her. I mean, I don't know
          her, but, I've seen her. She's in
          my global politics class.

                    AIDAN
          There you go! Something to open
          with. Now get over there.

Tyler sighs, begins toward Ally.

                       AIDAN
          Shazam!

Tyler glares. Aidan gives a big thumbs up.

                       TYLER
          Excuse me?

Ally briefly looks up from her book.

                    TYLER
          My name's Tyler Roth. I was
          wondering if I could bother you for
          a minute?

He gives her a charming smile.

                    ALLY
          You're already bothering me.

Beat. The smile usually works.

                    TYLER
          Um, I'm doing kind of a
          sociological experiment...I was
          hoping you could help me out.
                                                         33.


Ally looks at him, a little wearily, holding her place in the
book.

                    ALLY
          What are you, kidding me?

Tyler is genuinely taken aback.

                    TYLER
          No, I... may I ask your name?

                    ALLY
          Anonymous. It's Greek. It means
          "you don't have a shot".

A surprised laugh escapes from Tyler.

                    TYLER
          Okay, Anonymous, do you see the guy
          across the room, pretending to read
          a text book, looking in this
          general direction?

Aidan holds a MATH TEXTBOOK at an awkward angle to mask his
obvious interest in Ally and Tyler's conversation.

                    ALLY
          Subtle.

                    TYLER
          I have this theory that an
          objective third-party, having no
          prior contact, would be able to
          determine how much of an asshole
          he is just by looking at him.

                    ALLY
          Ah.

                    TYLER
          He's my roommate. And I've
          witnessed so many glaring examples
          of assaholic behavior that I'm
          biased as a subject, but I'm
          convinced that he has an aura, that
          people can actually perceive. So,
          just take a good long look. And
          tell me what you think?

She looks at Aidan, briefly, who shifts to avoid her gaze.
Then she takes a peek at Tyler's profile.

                    ALLY
          Who else do you plan on asking?
                                                              34.


                         TYLER
               No one here. The parameters called
               only to sample attractive women in
               their early twenties.

                         ALLY
               I'm nineteen.

                          TYLER
               In their late teens.
                   (beat)
               Well, look, you typically get
               something for participating in
               these things and I've run out of
               those big foam fingers, so I was
               thinking maybe I could take you out
               some night?

     She looks at him.

                         TYLER
               Or you could just go out with me on
               the off chance we'd have an
               interesting conversation.

                         ALLY
               I don't date sociology majors...
               they're a rowdy bunch.

                          TYLER
               Indeed they are. Lucky for you, I'm
               undecided.

                         ALLY
               About what?

                         TYLER
               Everything.

     Tyler smiles. Ally tries to hide a smile. She closes her book
     and extends her hand.

                           ALLY
               I'm Ally.


29   INT. PRIVATE SCHOOL -- ART STUDIO -- DAY                  29

     Caroline in art class amongst a sea of green plaid. The girls
     work in relative silence, drawing, painting.
                                                                 35.


     THE ART TEACHER walks amongst them looking over their
     shoulders, sees a lot of amateur art work, then she comes
     upon Caroline and stops. The teacher finds herself captivated
     by ...

     A COMIC PORTRAIT of Diane and Les kissing in the doorway of
     their brownstone. Diane has a bit of a manic smile and Les is
     half her size.

     Caroline notices her teacher staring. She doesn't like it and
     shifts to block her view. The teacher gently eases her back.
     Smiles softly.

     Caroline smiles back as her teacher moves across the room.
     Caroline has just put her pencil back to paper when...

     The BITCHY GIRLS we've seen before start whispering and
     smirking. One of them mouths...

                         CHUBBY GIRL
               Kiss ass freak.

     Caroline's smile shrinks away and she goes back to work.


30   INT. CRAIG FAMILY HOME ALLY'S BEDROOM-- NEXT EVENING         30

     Ally in sweat pants, an ancient tee-shirt, her hair in a
     Scrunchie, eating Mallomars from the bag and reading.

     Craig yells from the bottom of the stairs. He carries a bag
     from a video store.

                          CRAIG
               Don't be mad...

                         ALLY
               Dad, we've seen freaking Erin
               Brockovich twice already. You
               always cry.

                           CRAIG O/S
               I do not.

                         ALLY
               It's embarrassing.

     Her cell phone rings.

                           ALLY
               Hello?
                                                              36.


31   EXT. FIRE ESCAPE. RAILROAD FLAT.                            31

                           TYLER
                 Hey. It's Tyler.

     INTERCUT:

     Ally winces.

                           ALLY
                 Hi.

                           TYLER
                 You're going to stand me up. I can
                 feel it in my bones. I'll be
                 devastated.

                           ALLY
                 No... I...I was just...

                           TYLER
                 You were just sitting around in
                 your pajamas watching T.V.

                           ALLY
                 No. I'm not watching T.V. I'm
                 just...getting dressed.

     She wipes her hands on her sweats, smearing them with
     chocolate.

                           ALLY
                 And I'm going to meet you at the
                 place at..what time again?

                           TYLER
                 Eight.

                           ALLY
                 Right...yes. Eight...okay.

     She hangs up.

                           ALLY
                 Shit.

     She whips the Scrunchie out of her hair and heads for the
     bathroom.


32   INT.CRAIG HOUSE. KITCHEN.                                   32

     Ally comes down the stairs, putting on her earrings.
                                                              37.


     Craig looks at Ally, confused.

                         ALLY
               I'm going out.

                         CRAIG
               I can see that.

                         ALLY
               Well, you're a trained
               investigator.

     She is moving quickly, grabbing her bag, her wallet. Craig
     tosses her keys.

                         CRAIG
               Who are you going with?

                         ALLY
               A boy from school.

     Beat.

                         CRAIG
               Okay.

                         ALLY
               I wasn't asking for permission.

                         CRAIG
                   (sharply)
               I know.
                   (more gently)
               Have a good time. Here's cab fare.

     He peels off a couple of twenties.

                         ALLY
               Thanks.

                         CRAIG
               Should I wait up?

                         ALLY
               Dad.

     Craig puts his hands in the air in surrender.


33   INT. LEMONGRASS GRILL -- NIGHT                               33

     A hole in the wall Lower East Side Thai restaurant. Tyler and
     Ally sit together perusing menus. A WAITER approaches.
                                                 38.


                    ALLY
              (to the waiter)
          What desserts do you have?

                    WAITER
          Dessert special fried bananas a la
          mode.

                    ALLY
          Great, I'll have that. A glass of
          skim milk. Then the mussels,
          please.

Tyler and the Waiter share a look.

                    TYLER
          Pad Thai and a Sapporo. Thanks.

The Waiter takes the menus.

                    ALLY
          I have my dessert first.

                    TYLER
          Is this a political statement? A
          medical condition?

                    ALLY
          I just don't see the point in
          waiting for something I know I want
          and am going to have. What if I die
          eating my mussels?

                    TYLER
          Is that probable?

                    ALLY
          It's possible. If an embolism burst
          or an asteroid hit the restaurant,
          I'd die without having eaten the
          thing I wanted most.

                    TYLER
          But the odds are, I mean...

                    ALLY
          Fine. I'll tell you what, you
          guarantee me. Swear to me on your
          eternal soul that I'll make it
          through my entrée. And I'll wait.

Tyler goes to answer. Ally holds up a hand.
                                                               39.


                         ALLY
               Before you answer, keep in mind, if
               I die, you'll have to live the rest
               of your life knowing that you not
               only lied to me, but denied me my
               last indulgence. My last wish. Are
               you prepared to shoulder that kind
               of responsibility to prove a point?

     Tyler thinks about it. Smiles.

                         ALLY
               Don't worry. I'll share.


34   EXT. LEMONGRASS GRILL-- NIGHT                                34

     Tyler and Ally exit out onto the street. Tyler immediately
     takes out his cigarettes, his lighter, then he notices...
     Ally looking at him disappointed.

                         ALLY
               Really?

     Tyler takes the cue puts the packet and lighter away. A beat.

                         ALLY
               I had a nice time.

                         TYLER
               You had a nice time or you're
               having a nice time?

     Ally considers.

                         TYLER
               Because if you're having one, why
               rush to end it?


35   EXT. STREET FESTIVAL (A LA SAN GENNARO) -- GREENWICH VILLAGE --
                                                                 35
     AFTER

     They approach a CARNIVAL GAME, one those ubiquitous
     basketball tosses. THE ATTENDANT badgers passersby to test
     their luck. GIANT STUFFED ANIMALS hang all around it.

     Tyler pays the Attendant, gets the basketballs. Tosses one,
     two, the third, then nothing. Game over.

                         TYLER
               Did I tell you I'm Caucasian?
                                                                 40.


                         ALLY
               Apparently.

     Tyler pays again, wipes out again. Game over. Tyler pays
     again. Loses again. He's visibly frustrated now.

                         ALLY
               Can't we just stroll while I feed
               you ice cream with fireworks in the
               background?

                         TYLER
               No. If I stop, he wins.

                         ALLY
               Who, the attendant?

                         TYLER
               No, the frigging Giant Panda.

     Tyler hands the ATTENDANT another dollar.


36   EXT. SIDEWALK -- LATER                                       36

     Ally carries a GIANT PANDA under her arm. Tyler walking
     beside her with a self-satisfied smile.

                         ALLY
               I don't know what you're smiling
               about.

                         TYLER
               I won.

                         ALLY
               Paying off the attendant is not
               winning... It's cheating.

                         TYLER
               I just paid a premium to cut out
               the middle man. That's innovation.
               That's free market enterprising.
               That's what made America great.

                         ALLY
               Aha. By the way, what happened to
               your eye?

     Tyler touches the bandage.

                         TYLER
               Oh, it's nothing, just a bar fight.
                                                              41.


                            ALLY
               How butch.

                         TYLER
               I know. I'm practically a pirate.

                         ALLY
               Okay, Captain Morgan...

                         TYLER
                   (laughing)
               You've got some serious timing.

                         ALL
               It's getting late.

                         TYLER
               I'll walk you to the train.

                         ALLY
               I'll take a cab.


37   EXT. SIDEWALK -- JUST AFTER                               37

     Tyler is just hailing her a taxi. He stands there holding the
     door open.

                            ALLY
               Thanks.

     Beat.

     Tyler leans in to kiss her. Ally turns away.

                         ALLY
               Not tonight. Not never... just...
               not tonight.

                         CAB DRIVER
               We goin' or what?

                         ALLY
               Hey! Turn on the meter.

     Tyler respectfully leans back.

                         TYLER
               So dessert before dinner for fear
               of death by rogue asteroid... yes.
               Kissing guy you're obviously
               attracted to before driving off
               into the unknown New York night...
               no.
                                                               42.


     Ally considers.

     She gives him a quick but tender kiss.

                         ALLY
               You're really weird.

     She gets in the cab.

                         ALLY
                   (to the driver)
               I'm going to Queens and I don't
               wanna hear about it.

     Off she goes in the taxi. Tyler watches her go.


38   EXT. PRIVATE SCHOOL. THE LAST DAY OF SCHOOL.               38

     Caroline exiting with the crowd. One of the Bitchy girls
     shoulder checks her from behind as she passes. Tyler, waiting
     on his perch, catches it, walks up to her.

                         TYLER
               Happy end of sixth grade!

                            CAROLINE
               Finally.


39   EXT. CENTRAL PARK -- ALICE IN WONDERLAND STATUE -- AFTERNOON39

     CHILDREN climbing all over the bronze statue. Caroline among
     them. She sits on a mushroom cap, letting her legs dangle.
     Tyler watches her from their usual bench, his bike leaning
     next to him.

                         CAROLINE
               They have me in this art program
               summer thing at Pratt...

                            TYLER
               I heard.

                         CAROLINE
               It's very prestigious due to my
               artistic greatness.

                         TYLER
               Don't pretend. I know you're proud.
               You should be.

     Caroline allows herself a tiny grin.
                                                  43.


                    CAROLINE
          There's, like, a thing...

                     TYLER
          A thing?

                    CAROLINE
              (sheepish)
          A show where you show what you've
          done and stuff. Will you come?

                    TYLER
          Let me check my book. Abso-freaking-
          lutely. I'm camping out. I'm
          sleeping there the night before.

Caroline is secretly thrilled.

                    CAROLINE
          You're so retarded. Mom's been
          hyperventilating with joy.

                    TYLER
          Good. I'm sure Les was...

                    TYLER/CAROLINE
          "Really supportive"!

                    CAROLINE
          Your school's over, right?

                    TYLER
          Yes, it's over. Did Mom and Les
          get the beach house again?

                    CAROLINE
          Yup. What are we going to do for
          your birthday?

                     TYLER
          Nothing.

                    CAROLINE
          Can we have a party?

                     TYLER
          No.

                    CAROLINE
          A little one? At Mom's? With Aidan.
          I'll make Mom behave. No crying.

                    TYLER
          Like that's possible.
                                                              44.


     Caroline smiles.


40   INT. RAILROAD FLAT-- NIGHT -- DEEPER INTO SUMMER             40

     Ally explores Tyler's living room with a tumbler of wine.
     It's in a state of medium disarray. He clocks her looking.

                         TYLER
               I know. But we have coasters.

                         ALLY
               I don't do coasters till the third
               date.

     She looks over his posters, pictures, etc. Tyler scans a
     stack of CDs, he selects Radiohead's KID A, puts it in. The
     hypnotic first track fills the room.

     Ally comes across a FRAMED PHOTO of a band on stage. The lead
     guitarist looks like Tyler with long hair.

                         ALLY
               Is that you?

                         TYLER
               That's Michael. My brother.

                         ALLY
               He looks like you... or you look
               like him. Does he play around here?

                         TYLER
               Not any more.

     Ally notices the old guitar in the corner.

                         ALLY
               Do you play?

                         TYLER
               It depends who you ask.

                         ALLY
               If I asked anybody?

                         TYLER
               They'd say no. I try but it turns
               out you need talent.

                         ALLY
               So what talents do you actually
               have?
                                                               45.


                         TYLER
               Falconry. I come from a long line
               of falconers.

                         ALLY
               There's a lot of money in that.

     Tyler smiles. He's actually a hair nervous.

                         TYLER
               Well there is one thing...

     Tyler walks to the kitchen counter where a cleaned and
     polished COVERED CAKE STAND sits.

                         ALLY
               What's that?

                         TYLER
               Our appetizer.

     Tyler lifts off the cover to reveal a GERMAN CHOCOLATE CAKE.
     He's written a message in the icing: "In Case Of Ast-- and
     then a piece has been crudely cut out. Ally's surprised.

                         TYLER
               It used to say "In Case Of
               Asteroid" but I took a shower and
               Aidan got high.


41   INT. KITCHEN -- LATER THAT NIGHT                           41

     Ally and Tyler stand in front of a sink full of dirty dishes,
     up to their elbows in soapy water.

                         ALLY
               So what kind of grade did you end
               up with from Vogelstein?

                         TYLER
               I don't actually get grades.

     Beat.

                         TYLER
               I'm not technically enrolled. I
               worked out an auditing thing.

                         ALLY
               Oh. And The Strand is not a
               significant career choice.
                                                         46.


                    TYLER
          I like the books.

He indicates the dishes.

                    TYLER
          You don't have to help me, you
          know.

                    ALLY
          At the rate you're going, dish
          washing is going to be your life's
          vocation. I can say I knew you
          when.

He flicks a bit of water on her shirt. Ally takes a beat.

                    ALLY
          This is the playful, you get me all
          wet part? Right?

                    TYLER
              (horsing around)
          You make it sound so cheap.

Ally's not having it.

                    ALLY
          It is cheap. I've seen this scene a
          hundred times.

Tyler's a little confused.

                    TYLER
          I'm sorry. I didn't...

                    ALLY
          You know what never happens in this
          scene, Tyler-who-doesn't-really-go-
          to-school? Tyler-who-doesn't-really
          care-about-his-job?

Tyler blinks helplessly.

                    ALLY
          This.

An entire enormous pot of pasta water up ended on the host.
Bits of spaghetti cling to him, tiny tomatoes and zucchini on
his shoulders like little barnacles. He sputters and gasps
and blinks.

                    ALLY
          No, that usually never happens.
                                                              47.


     She calmly goes back to washing dishes.

     Beat.

     Spaghetti guy stares at her.

     She gives it right back to him, 100% New York City.

     Beat.

     In one move Tyler slings Ally over his shoulder. She grunts,
     unglamorously.


42   INT. BATHROOM -- SECONDS LATER                               42

     Tyler bursts through the bathroom door. Ally over his
     shoulder. Never one to waste a moment, she uses the
     opportunity to check out what's in his wallet. He turns on
     the shower. She has his drivers licence.

                            TYLER
               Apologize.

                         ALLY
               Never. Your middle name is Keats?
               Your parents are pretentious as
               hell.

     Tyler turns on the shower and tosses Ally into the water. She
     dances to avoid the stream. Ally grabs the portable shower
     head and turns it at him.

     Tyler jumps into the tub to avoid the spray. They wrestle for
     the shower head.

                            TYLER
               Apologize.

                         ALLY
               I'd rather eat monkeys.

     This cracks Tyler up. He stops struggling for the shower and
     gasps a little with laughter, putting up his hands in
     surrender. Ally stands there, holding the shower head,
     giggling.

     They lock eyes for a moment. The air is charged.

     Ally spritzes him in the face.

                         TYLER
               I surrender! Oh my God, you're
               relentless.
                                                                 48.


     He slides down the wall until he's sitting in the tub, Ally
     follows.

                         ALLY
               Victory at all costs.


43   INT. BATH TUB -- LATER                                       43

     Tyler and Ally lie side-by-side, drenched. Their feet hang
     over the edge of the tub. Tyler reaches into his pocket and
     removes a dripping cigarette packet. He squeezes out water.

                         TYLER
               Now... I'm furious.

     He tosses them in a waste basket.

                         ALLY
               You should quit anyway.

                         TYLER
               Really? Why? Are cigarettes like
               bad for you or something?

     Ally playfully slaps him. She notices the tip of Tyler's
     TATTOO peeking out of his undershirt.

                         ALLY
               Is that a tattoo? Let me see.

                         TYLER
               It's not really...

                         ALLY
               Please. It's very bad ass. All that
               ritualistic scarring.

     Tyler peels the soaked garment off his back as Ally offers
     polite applause. Michael's name becomes clear. Ally takes a
     long look. She sees Tyler's not smiling anymore. She gets it.

                         ALLY
               I'm sorry... I didn't... I didn't
               realize.

     She looks at him. Asking with out asking.

                         TYLER
               He killed himself.

     Beat.
                                                            49.


                      ALLY
          When?

                    TYLER
          When he was 21. He had just started
          working for my father.

Ally is gently picking spaghetti and tomatoes off Tyler.

                    ALLY
          I thought he was a musician.

                    TYLER
          He was. But he wasn't making a
          living doing music and my father's
          a very compelling guy.

                      ALLY
          Mine too.

Ally looks away for a moment. Tucks a curl behind her ear.

Then they look at each other. Ally opens her mouth to speak.

Aidan bursts in. He's drunk, loud, wearing an Irish Flag like
a cape. He carries a bottle of whiskey and a can of Guinness.

                    AIDAN
          Damn, you're not naked.

                    TYLER
          You're not Irish.

                    AIDAN
          T, What happened in the kitchen? It
          looks like somebody's water broke.
              (notices Ally)
          Hi.

                    TYLER
          Ally, Aidan... Aidan, Ally.

Aidan takes Ally's hand. Kisses it.

                    AIDAN
          Don't feel bad that you're more
          attracted to me than you are to him
          it happens to all of them.

Ally looks at Aidan closely, trying to figure out where she
knows him from, it dawns on her.

                    ALLY
          Oh! You're the assaholic!
                                                              50.


                         AIDAN
               Well, I--
                   (realizes what she said)
               Wait. What?

     Tyler and Ally laugh. Aidan's too drunk to care.

                         AIDAN
               Alright, you two. Up. Dressed.
               Let's go. "Around The World" party
               on the third floor... a lot of ugly
               but a lot more alcohol. Let's go.

                         ALLY
               I can't, I would, I'd love to, but
               I've gotta get home, my dad's
               waiting up.

                         AIDAN
               Ally. Ally. Listen to me, young
               lady. One drink. From any country.
               I'll even put France on the table.
               One drink. Your choice. And we're
               gone.

                          ALLY
                   (to Tyler)
               One drink?

                          TYLER
                   (to Aidan)
               One drink?

                          AIDAN
                   (innocent shrug)
               One drink.


44   INT. BATHROOM -- LATER                                    44

     Ally VOMITS in their toilet. Tyler holds her hair back. Aidan
     appears in the doorway still wearing that flag.

                         AIDAN
               Hey, how we doin'?

     Ally tries to speak, all we hear is a series of groans. Then
     she dry heaves again. Tyler shoots Aidan a look.

                          AIDAN
               What? What do you want me to say?
               That I'm sorry? You want me to say
               I"m sorry?
                          (MORE)
                                                               51.

                         AIDAN (cont'd)
               You want me to apologize for
               showing a nice girl a good time? Is
               that it?

     Tyler just looks at him. Aidan considers.

                            AIDAN
               I'm sorry.

                            ALLY
               Tyler...

     Tyler kneels down. Ally pushes her purse at him, she looks
     like she's about to pass out.

                         ALLY
               I, need, you... to call... my dad.

     Tyler and Aidan share a look. Aidan shrugs.

                         TYLER
               Oh. OK. Sure.

     Tyler pulls out her cellphone - the battery is dead.

                         TYLER
               Your phone's dead. Just tell me the
               number and I'll call him...

     Tyler turns around to find Ally passed out on the floor. He
     tries to gently nudge her awake.

                         TYLER
               Ally? Ally?

                         SERGEANT CRAIG (O.S.)
               I know Ally's a good kid, Leo.


45   INT. CRAIG FAMILY HOME -- ALLY'S BEDROOM -- LATE NIGHT       45

     The bedside clock reads 3:47. Craig is on the phone while
     searching through Ally's desk drawers. For anything. He finds
     a note book with a red cover and starts flipping through it.

                         CRAIG
               ...She was supposed to be back.
               She's not back ... call Ted
               Proferes ... and what's his face in
               the 9th...and call me back. Just do
               it, Leo!

     Craig hangs up the phone.
                                                                52.


     Beat.

     He picks it up again and starts dialing, still flipping
     through the notebook.


46   INT TYLER'S BEDROOM -- NEXT MORNING                          46

     Ally wakes up alone in Tyler's bed, hung over, confused,
     trying to put the pieces together, then she sees the clock.
     And a wave of panic washes over her as she jumps out of bed.

                         ALLY
               ...oh God oh God oh God oh God...


47   INT. LIVING ROOM -- LATER                                    47

     Tyler sleeps on the couch using Aidan's Irish Flag as a
     blanket. Ally comes in pulling on her shoes. Tyler stirs in
     time to see her run out the door.


48   INT. CRAIG FAMILY HOME -- LATER                              48

     Craig sits at the table, dialing someone, anyone. Ally
     enters, drops her keys on the counter. Her father doesn't
     look at her as she pours herself a coffee.

                         ALLY
               ...I'm sorry. I fell asleep...

     Craig squeezes honey into his coffee, practically strangling
     the Bear. Not looking at her.

     Ally notices the red notebook on the kitchen table next to
     the phone.

                         CRAIG
               You turned your phone off.

                         ALLY
               I forgot to charge it.

     It dawns on her...

                         ALLY
               That's mine. From my desk.

     Craig says nothing. Just stirs his coffee. Ally is furious.

                         ALLY
               How could you?
                                                 53.


                    CRAIG
          You were gone all night. I was
          trying to get some information.

                    ALLY
          How could you go through my stuff
          like I'm a suspect?

                    CRAIG
          Then stop acting like one.

                    ALLY
          What is the matter with you, Dad?
          You have no respect for me and the
          way I'm feeling, my privacy. We
          talked about this! You're totally
          paranoid...

                    CRAIG
          You watch your mouth!

                    ALLY
          You don't do anything. You don't go
          anywhere except work. You have no
          life.

                    CRAIG
          My life is right here! In this
          house. The same place as yours. But
          you're spitting all over it.

                    ALLY
          Jesus Christ, Dad! I went on a
          date!

                    CRAIG
          I smell alcohol...

Right back at him.

                     ALLY
          So do I.

Beat.

                     ALLY
          Dad...

                    CRAIG
          THIS IS MY HOUSE!

                    ALLY
          YOU WANNA BURY ME IN IT?
                                                              54.


     CRACK! He hits her, hard, open hand, from across the width of
     his body. Ally is knocked off balance and hits her head on
     the cabinets.

                         CRAIG
               Ally!

     His face is contorted with panic and shame.

     Ally's disoriented. Her ears are ringing. Her lip is split. A
     knot is starting to form where she hit her head.

     She straightens herself up and stares at her dad like she has
     no idea who he is.

     Beat.

     Craig tries to envelop her. With a guttural snarl she pushes
     him away, getting a little bit of blood on his shirt. She
     scrambles up the stairs.


49   EXT. RAILROAD FLAT-- ROOFTOP -- DAY                         49

     Sunshine beats down on a little make-shift rooftop hideaway,
     a few old beach chairs, a stereo, a weight bench. Aidan works
     out with an old set of dumb bells. Tyler sits on a beach
     chair, trying again with the guitar.

                         AIDAN
               ...So? She just left? No good bye?

     Tyler nods, strumming like he's wearing boxing gloves. Aidan
     finishes up a set.

                         AIDAN
               Maybe she heard you play the
               guitar.

                         TYLER
               You were the one dumping Jello
               shots down her throat. You almost
               killed her.

     Aidan lies down to do the bench press... there's a lot of
     weight on the bar.

                         AIDAN
               There are sins of omission and sins
               of commission, my friend. I've
               dealt with mine and I've forgiven
               myself... you should do the same.
                                                              55.


     Aidan lifts. It's too heavy and falls to his chest. Tyler
     forgoes his spotting duty, lets him struggle. Aidan strains.

                         AIDAN
               ...little help, T... little help,
               little help, lotta help... TYLER?!

     Tyler blows three perfect smoke rings. Finally he puts down
     the guitar and helps get the bar up. Aidan panting, rubbing
     his chest.

                         AIDAN
               What the hell was that?

                         TYLER
               Penance. I have to get to work.


50   INT. RAILROAD FLAT-- LIVING ROOM -- DAY                   50

     Tyler and Aidan come into their apartment, Aidan still
     rubbing his chest. Ally is standing there in the middle of
     the living area. A packed bag at her feet, her face a mess.

                         ALLY
               I didn't know where else to go.


51   INT. LIVING ROOM -- SUNSET                                51

     Aidan sits on the couch still in his gym clothes drinking a
     protein shake out of a blender. Tyler comes out of his
     bedroom gently closing the door behind him.

                         AIDAN
               How's she doin'?

                         TYLER
               She's pretty shaken up.

     Tyler takes a seat beside him. Takes out a cigarette.

                         TYLER
               We've really got to fix that dead
               bolt.

                         AIDAN
               My bad. Sorry.

                         TYLER
               Don't be. You think she'll sleep?
                                                              56.


                           AIDAN
                 You realize if she had had the
                 S.L.U.T

     If looks could kill...

                             AIDAN
                 Too soon?

     A silent moment passes.

                           TYLER
                 I told her she could stay here...
                 Are you alright with that?

                           AIDAN
                 As long as she needs.


52   INT. LIVING ROOM -- LATER THAT NIGHT                      52

     Tyler has just finished making up the ratty sofa as a bed.
     Ally appears from the bedroom, framed by the open door. She
     has slept in one of Tyler's button down shirts.

                           TYLER
                 You're up.

     Beat.

                           TYLER
                 Can I get you anything?

     She nods.

                           TYLER
                 I'll be out here if you need me.

     Beat.

     Ally takes off the shirt and lets it fall.

     She stands there.


53   INT. TYLER'S BEDROOM -- LATER                             53

     We interrupt Ally and Tyler in the throes of passion. Tyler
     sits on the edge of the bed. Ally is on top. She kisses his
     neck. Suddenly, Tyler throws her to the bed. He takes
     control. Ally's momentarily taken aback, but doesn't stop
     him. There's noticeable aggression to their love-making.
                                                                 57.


     In the midst of everything, the pair slow almost to stopping,
     a caesura. They stare into each other in a moment of surprise
     and recognition.

     Then again. Young, hungry, aggressive.

     TIME LAPSE

     They lie, eyes closed, almost asleep, entwined with each
     other. Tyler gives a little sound of contentment. Ally, in
     her own haze, reaches for him, her hair all over the place.
     Eyes still closed they fumble for each other, starting, in
     this dream state, to make love all over again.


54   INT. BEDROOM -- BEFORE SUNRISE                               54

     The sheets have been torn loose from the mattress. Ally lies
     asleep, curled in the comforter. Tyler lies awake beside her,
     he smokes a cigarette and watches the sky just starting to
     brighten.

     Tyler gets out of bed. Grabs his journal.

     A NOTE propped up next to the bed: "Please don't leave. I'll
     be back."


55   EXT. SIDEWALK -- LATER                                       55

     Tyler locking his bike outside the coffee shop.


56   INT. WALL STREET COFFEE SHOP -- SUNRISE                      56

     The place is empty. A few early RISERS get coffee to go.
     He sits in the same booth, his journal held open by the
     binder clip. He writes, a bag of Bialys next to him.

     Janine enters. Orders two coffees. She sees Tyler, smiles.
     She picks up her coffees and approaches him.

                            JANINE
                  I can't believe you still come down
                  here.

     Tyler looks up, grins, nods to her coffees.

                            TYLER
                  It's not so far. I can't believe
                  you still get his coffee... three
                  sugars, no milk?
                                                              58.


                         JANINE
                   (shrugs)
               Old habits. You're not writing
               anything bad about me, are you?

                            TYLER
               Not today.

                         JANINE
               I gotta run. Early meetings.

     Janine turns to go, remembers something, turns back.

                         JANINE
               I probably won't see you before
               Saturday so...happy birthday.

     Tyler nods, tries to smile. Janine glances back as she goes.

                         JANINE
               I'll be sure to tell your father
               that you said hello.

     Tyler nods sheepishly.


57   INT. RAILROAD FLAT -- LIVING ROOM -- LATER                   57

     Tyler returns with breakfast. From Aidan's room, a pathetic
     croak...

                            AIDAN O/S
               Bialy.

     Tyler tosses him a Bialy like he's tossing fish to a seal.

     Ally lies on the couch. Curled in a blanket. A cup of hot tea
     in hand. She sips it. It stings her lip a little.

                            TYLER
               Hey...

                            ALLY
               Hey...

     Tyler sits. She shifts and curls next to him.

                         ALLY
               Where did you go?

                            TYLER
               Downtown.
                                                         59.


                     ALLY
           Why?

Tyler pulls his JOURNAL from his pocket. Hands it to her.

                     TYLER
           There's a coffee shop. I brought
           you a Bialy.

                     ALLY
           New York is full of coffee shops.

                     TYLER
           This one was our place... Michael's
           and mine. We had breakfast there
           all the time ... Maybe not as many
           times as I think we did. But enough
           times. Anyway we ate there that
           morning. It was the last place I
           saw him.

                     ALLY
           Oh. So you go there to write? To
           him?

                     TYLER
           Maybe. Sometimes. I don't know. But
           I guess I wanted to tell him about
           you.

Ally is moved, you can see it in her eyes, but she chooses
not to overdo it. She flips through the journal. She hands it
back to him. Then out of nowhere.

                     ALLY
           My mom was murdered eight years
           ago. The same year your brother
           died.

Tyler is stunned.

                     ALLY
           You don't need to say anything, I
           know you're sorry. Everyone's
           always sorry, you know?

He does.

                     ALLY
           It's just, I need you to know that,
           my dad, he's not an evil guy.
                     (MORE)
                                                                 60.

                         ALLY (cont'd)
               I don't want you to think that
               because I'm here he's some kind of
               belligerent psychotic, he's not...I
               don't know, it's just recently, he
               seems really...

     She looks at Tyler's face. His eyes are so patient.

     Ally tears up.

                         ALLY
               Wounded? Our house is like the
               recovery room, or the critical care
               unit or something.

     Tyler strokes her hair.

                         ALLY
               I don't feel like that, though. I
               feel like I'm getting stronger and
               like I'm leaving him behind to swim
               in it all by himself.

     She is weeping. Tyler pulls her to him doing the best he can.
     Holding her and kissing her hair.


58   INT. SIXTH PRECINCT -- 2 DAYS LATER.                         58

     Sergeant Craig standing with a ROOKIE OFFICER, berating.

                         CRAIG
               Tell me something, Matthews, do you
               like paperwork?

                          MATTHEWS
               No, sir.

     Craig is working up a head of steam.

                         CRAIG
               Me neither. Nobody likes paperwork.
               But paperwork keeps our ship
               afloat. Paperwork makes it possible
               for me to keep track of all the
               scumbags. But I can't do that if
               newbies like you are incapable of
               remembering standard filing...

     Leo interrupts.

                          LEO
               Jim...
                                                              61.


     Craig snaps his head around.

                          CRAIG
               ...What?

     Leo gestures to speak privately.

                         LEO
               Ally called Sharon.

                          CRAIG
               What?

                         LEO
               She said to tell you, she's with
               friends, and she's fine.

                         CRAIG
               What friends?

                         LES
               She didn't say.

                         CRAIG
               That's all?

     His partner nods. Craig looks away.

                         LEO
               I'm sorry, Jim. Listen, why don't
               you come over this weekend? We'll
               get the grill going. Sharon wants
               to see you. We can have some
               people, nice people...You can
               circulate a little...

                          CRAIG
               No.

                          LEO
               Jim...

                         CRAIG
               Leo, no. Stop.

     Craig goes back to his desk. Leo looks after him.


59   INT. RAILROAD FLAT -- LIVING ROOM -- DAY                  59

     Aidan sits in the living room, trying to assemble an IKEA
     television stand. A joint smolders in the ashtray. The BUZZER
     rings.
                                                           62.


Aidan goes to answer it.

                          AIDAN
             Hello?

                       DIANE
             Aidan, it's Diane.

He blinks.

                       AIDAN
             Oh, hey Diane.

He throws down the keys, then yells towards the roof...

                       AIDAN
             T! It's your mom.

With Diane's knock the door swings open.

                          AIDAN
             Hey Diane.

He gives her a kiss on the cheek.

                       DIANE
             You really have to fix that door.
             I'm so sorry to just show up. I
             called but your phone was busy.

Aidan looks and realizes that the phone is indeed off the
hook, as just the handset, wrapped in duct tape, is visible
on top of the sofa.

                       AIDAN
             No problem. Come on in.

Tyler and Ally enter the apartment through the fire escape

                          TYLER
             Hey mom.

                       DIANE
             Hey. I'm so sorry honey. I tried to
             call but...

                       TYLER.
             It's okay. Mom, this is Ally. Ally,
             this is my mom, Diane.

                       ALLY
             Hi. Nice to meet you.

Diane is thrilled. She has a huge mom grin.
                                                            63.


                    DIANE
          Ally. It's lovely to met you. Just
          lovely.

Diane is pumping Ally's hand like she's drilling for oil.

                     TYLER
          Sit down, Mom. Can I get you
          something?

She navigates the IKEA carnage and sits on the sofa, the
joint smoldering in the ashtray in front of her. Aidan ever
the gent, removes the ashtray to the window ledge.

                    DIANE
          Yes. Aidan, would you bring back
          that spliff, please?

Beat.

                       AIDAN
          Uh..okay.

Tyler looks completely befuddled. Aidan passes Diane the
joint. She takes a deep hit.

                       DIANE
          Thank you.

                    AIDAN
          How's work, Diane?

                    DIANE
          Well ...
              (BIG exhale)
          I just found housing for a family
          that had been in shelters for three
          weeks. So that's good. On the other
          hand, I have six other families.

The women measure each other.

                    DIANE
          But Tyler, I wanted to talk to you.

                    ALLY
          Come on, Aidan.

                       AIDAN
          What?

                    ALLY
          Nice to meet you, Diane.
                                                           64.


She starts to drag Aidan out the window, back up the fire
escape, but he makes a brief detour.

                    AIDAN
          Don't freaking bogart that joint,
          Diane.

                       DIANE
          Sorry.

She hands it back to him and Aidan and Ally climb away.
Tyler sits next to his mom and lights a cigarette.

                    DIANE
          Well, first, your sister is all
          excited about your birthday at the
          house. I wish you'd told me.

                    TYLER
          I wish she'd told me. It was a
          unilateral Caroline decision. Will
          you make sausage and peppers?

                     DIANE
          Of course. Tyler, Your father is
          driving me crazy. I shouldn't even
          be discussing this with you.
          I can't get him to say he'll come
          to your sister's exhibit. Her art
          exhibit. He says he's in the middle
          of an IPO.

Tyler rubs his eyes.

                    DIANE
          Les says I shouldn't broker. I
          should let them be on whatever road
          they're on.

Beat.

                    TYLER
          I'll get him there.

                    DIANE
          She cares about this, even though
          she's pretending she doesn't.

                    TYLER
          I'll get him there, mom.

                       DIANE
          You will?
                                                              65.


                           TYLER
               Yes.

     She looks relieved.

                         DIANE
               Thank you. Thank you.

     She kisses his cheek, and rises to go. He takes her to the
     door.

                         DIANE
               Why don't you bring that lovely
               girl to your birthday?

                         TYLER
                   (a warning)
               Diane...

                         DIANE
               Sorry. Sorry. I love you, darling,
               but this place reeks of marijuana.

     She goes, shutting the door behind her.


60   EXT. ROOFTOP -- AFTER.                                       60

     Aidan and Ally on the roof, they've arranged themselves in
     the deck chairs.

                          ALLY
               That was weird. I assume most moms
               don't smoke weed in front of their
               son's...um

                         AIDAN
               Piece of ass?

                         ALLY
               You know, you're a poet.

                         AIDAN
               Hey. I know one thing. I know that
               in the time I've lived with Tyler,
               he has never introduced a girl ...
               woman...female...to his mom before.

                         ALLY
               It's not like he had a choice. She
               ambushed us.
                                                               66.


                          AIDAN
                Yeah, but he would've shoved you in
                a closet or something. Or literally
                pretended you were a hallucination.

                            ALLY
                Ha ha.

                          AIDAN
                I mean it. It's the first time.
                Ever.

                          ALLY
                Did it ever occur to you that
                that's kind of weird?

                            AIDAN
                No.

     Ally throws up her hands.


61   INT.   BATHROOM. AFTER.                                     61

     Tyler, having pulled the decrepit house phone into the
     bathroom, is leaning against the sink, girding himself to
     call Charles. He looks in the mirror and makes a face.


62   INT. CHARLES' OFFICE . JUST AFTER                           62

     Janine pokes her head into Charles' office. Charles is
     swamped with work and surrounded by UNDERLINGS.

                          JANINE
                Charles, it's your son.

     Charles is surprised.

                            CHARLES
                What?

                          JANINE
                On the phone.

                            CHARLES
                Okay.

     He punches a button.

                          CHARLES
                Tyler, you're on speakerphone.
                                                               67.


63   IN. BATHROOM. AFTER.                                         63

                         TYLER
               It's about Caroline's show. Are you
               planning on attending?

                         CHARLES O/S
               What? There are people here. You'll
               have to speak up.

     Tyler holds the phone away from his face and screams at it,
     silently.

                         TYLER
               Caroline's show.

                         CHARLES O/S
               What about it?

                         TYLER
                   (ready to kill him)
               You are coming, right?

                         CHARLES O/S
               Fine. Yes. I'm coming. We'll go to
               dinner first. Alright?...
                   (to Janine)
               Janine?

                         TYLER
               Dinner? That's not...

                         CHARLES
               I'll make a reservation and have
               Janine call you.

     He hangs up. Tyler stares at the phone a sec, then hits his
     head, once, against the bathroom door.


64   INT. DIANE'S HOUSE -- DINING ROOM -- NIGHT -- A WEEK LATER   64

     Tyler is sitting at the table in the darkened room with Ally
     standing behind him with her hands over his eyes.

     Caroline enters from the kitchen carrying Tyler's BIRTHDAY
     CAKE. She has obviously decorated it herself. She has drawn
     (as best as she could, given the medium) the characters from
     the ALICE statue in frosting.

     It reads "A VERY MERRY UNBIRTHDAY TO YOU", and has "22" in
     numerical candles and "+ 1 TO UNGROW ON" written next to
     that.
                                                                68.


     She's singing. Aidan, Ally, Diane are all singing.

     There's a flash from a camera off screen. It's Les.

     Caroline puts the cake down in front of her brother and Ally
     takes her hands away just as they finish the song.

     Tyler's face in the candlelight as he sees Caroline's
     efforts. He takes a huge breath...

                         CAROLINE
               Make a wish.

     He looks at her and blows out the candles. Everybody
     applauds, Diane longer than anyone else. Her eyes are
     shining.

                                                          CUT TO:


65   INT. DINING ROOM --LATER                                       65

     The cake totally devoured. Les is obsessively eating
     frosting.

     Caroline is trying to teach Aidan how to waltz in the living
     room. He is...

                         CAROLINE
               Retarded. Tyler?

     Tyler rises from the sofa and takes over as Caroline's
     partner. She puts her feet on top of his feet and they waltz.

                         TYLER/CAROLINE
               "One, two. three. One, two, three"

     Ally and Diane are washing dishes in silence.

     Beat.

                         ALLY
               You're the second member of this
               family I've washed dishes with.

     Beat.

                         DIANE
               He was doing it to impress you.
               He's never washed a dish in his
               life.
                                                              69.


66   INT. CAROLINE'S ROOM.                                     66

     Caroline at her desk, sketching. Her door is ajar. Ally
     enters, mouth agape as she lays eyes on Caroline's collection
     of artwork on the walls.

                         ALLY
               Wow.

     Caroline's working on a PORTRAIT OF TYLER ON A PARK BENCH,
     cigarette dangling from his bottom lip. A perfect rendering
     of a fleeting moment.

                         ALLY
               May I?

     Caroline shrugs. Ally looks over Caroline's shoulder.

                         ALLY
               That's exactly him. It's like the
               cigarette is the last Coca Cola in
               the desert.

     Caroline smiles.

                         ALLY
               I can't believe he smokes in front
               of you.

                         CAROLINE
               Don't worry, I'm not that
               impressionable.

     Ally smiles. Caroline goes back to work. Ally looks around at
     all the portraits papering her walls. It stirs a memory.

                         ALLY
               You know when I was younger, we
               didn't have air conditioning in the
               house, so during the summer my mom
               and I would go to museums to cool
               down... she loved them all but The
               Met was always her favorite.

                         CAROLINE
               Mine too. The Met is one of my
               favorite places in the world.

                         ALLY
               So... I heard you've got an art
               exhibit coming up.
                                                               70.


                         CAROLINE
                   (skeptical)
               You wanna come?

                         ALLY
               Was it that obvious? But only if
               you're OK with it. I don't want to
               impose and I'll completely
               understand if you don't want some
               random girl there.

     Caroline considers this.

                         CAROLINE
               You're not random... you're Tyler's
               girlfriend.

     Ally has never heard anyone say it so plainly. She seems a
     bit perplexed, then grins. It's okay with her.


67   INT. RAILROAD FLAT-- LIVING ROOM -- NIGHT OF CAROLINE'S SHOW67

     Tyler wearing the suit we met him in, it's been dry-cleaned.

     Ally emerges from the bathroom, looking gorgeous in a vintage
     black cocktail dress and carrying a pink wrap.

                           ALLY
               You like?

                         TYLER
               Let's just skip dinner and I'll
               tell you how great you look in like
               eighteen different languages.

                          ALLY
               You just want to skip dinner. I got
               you a tie.

     She hands him a simple blue tie that matches his eyes.

     Beat.

                          TYLER
               I was going to make a joke about
               how I'm not prepared for the
               commitment of exchanging
               accessories and how neck wear
               especially is a slippery slope, but
               I should probably shut up and say
               thank you.
                                                              71.


                         ALLY
               You're learning.

     Tyler puts on his tie in the mirror. He scowls.


68   INT. FOUR SEASONS RESTAURANT -- AFTER.                       68

     Tyler and Ally sip cocktails at the nicest table in the
     place. There's an empty seat. Tyler's eyes flicker towards
     the door. Twice. He touches his tie.

                         TYLER
               Have you ever been here?

     Ally tries to lighten his mood.

                         ALLY
                   (joking)
               Yeah. Every Tuesday with my pop.

     This goes right past Tyler whose eyes flicker towards the
     door again.

                         TYLER
               He's allowed to stand me up. But
               he's not allowed to stand you up.
               Or my sister.

     Tyler finishes his drink, signals a WAITER who glides to the
     table.

                         TYLER
               I'll have a whiskey.

                         CHARLES
               Get me one too...

     Like a stealth bomber. At least this moment rescued the men
     from actually having to greet each other.

                         WAITER
               Yes. For the lady?

                         ALLY
               I'm fine, thank you.

     The waiter goes.

                         TYLER
               This is Alicia Craig. Ally, my
               father, Charles Roth.

     Charles gives a courtly nod and takes her hand.
                                                              72.


                         CHARLES
               A pleasure.


69   INT. RESTAURANT -- LATER                                  69

     An empty wine bottle. Charles cuts into a one-hundred dollar
     steak.

                         CHARLES
               You're going to be a social worker?

                         ALLY
               Yes. But with an area of focused
               responsibility. It's easier to find
               a job that way.

                         CHARLES
               What will your area be?

                         ALLY
               Criminal Justice.

                         CHARLES
               Tough area.

                         ALLY
               When I was little I wanted to play
               first base for the Mets. I don't
               think it's any harder than that.

                         CHARLES
               The Mets, huh.

                         ALLY
                   (arching an eyebrow)
               I'm from Rockaway.

                         TYLER
               Dad's a Yankee fan. It has
               something to do with the payroll.

                         CHARLES
               It has to do with significant ball
               playing. You were a Yankees fan
               when you were little. You were Lou
               Piniella for Halloween.

                         TYLER
               Blind familial allegiance. I didn't
               know what overpriced, overfed, fat
               bastards they were.
                                                         73.


                       CHARLES
             (serious as a heart attack)
             Who's fat? What Yankee is fat? Tell
             me.

                       TYLER
                 (right back at him)
             It's a metaphor...

Charles adjusts his tie and goes back to his steak.

                       TYLER
             Roger Clemens.

Charles looks at his son. Puts his fork down.

Silence at the table.

Back to the steak.

Beat.

                       ALLY
             Shane Spencer.

Charles looks up, taken aback.

                       ALLY
             Nick Johnson.

Tyler tries to get a word in.

                       CHARLES
                 (his mouth full of steak)
             He's big boned!

Charles and Ally burst out laughing. Tyler rolls his eyes

--TIME CUT

Dessert. Ally is working on an enormous profiterole. Tyler,
another whiskey.

                       CHARLES
             How long has your dad been a cop?

                       ALLY
             Twenty-two years.

His cell phone lights up. Charles gently puts his hand on
hers.
                                                                74.


                         CHARLES
               Would you excuse me please... I'm
               so sorry.

                          ALLY
               It's OK.

     Charles gets up from the table. Tyler, not able to help
     himself, shoots him a glance. Ally clocks it.

                         ALLY
               It's just a call. He held out 'til
               dessert.

     Charles returns.

                         CHARLES
               I'm sorry...And your mother?

                         ALLY
               She passed away when I was eleven.

                          CHARLES
               Ah.

                         ALLY
               She was murdered. I was there.

     Charles and Tyler are stunned to silence.

                         ALLY
                   (to Tyler)
               I never told you that part.

                         TYLER
               Why are you saying this now?

                         ALLY
               I don't know.

     The men look at her. She's a hero.

                         CHARLES
               And, here you are.

                         ALLY
               Yup. Here I am.


70   INT. CRAIG FAMILY HOME. KITCHEN.                            70

     There is an empty Lean Cuisine box, and two empty Beer Cans
     on the counter.
                                                              75.


     Craig stands by the microwave as it counts down...4,3,2,1.
     BEEP. He removes an Eggplant Parmigiana and slides it
     carefully on to a waiting plate.

     He takes it, along with a fresh beer, to the living room. He
     sits heavily on the sofa and hits a remote, unpausing ERIN
     BROCKOVICH.


71   EXT. IN FRONT OF THE FOUR SEASONS-- LATER                    71

     Tyler and Ally wait in front of the restaurant as Charles
     takes another call. A TOWN CAR and DRIVER wait as well.

                         ALLY
               I think he's lovely.

     Tyler puts his head in his hands.

                          TYLER
               God.

     Charles returns. His face blank.

                         TYLER
               Don't say it.

                         CHARLES
               I have to go to the office.

                         TYLER
               You have somewhere else to be, Dad.

     Charles adjusts his tie. Tyler loosens his.

     Ally is unsure where to look.

                         CHARLES
               The exhibit runs til nine. You guys
               take the car. I'll meet you.

                         TYLER
               I don't believe you.

                         CHARLES
               That's all there is, Tyler.

                         TYLER
               It's not good enough.

                         CHARLES
               I don't have to justify anything to
               you. Take the car. I'll get a cab.
               I'll meet you.
                                                                76.


     He steps into the street to hail a cab.

     Tyler watches his dad get into a taxi, then holds the car
     door for Ally.


72   INT. CAROLINE'S ART EXHIBIT-- PRATT AUDITORIUM -- LATER      72

     Amateur artwork and picked over catering. The rest of the
     exhibitors are high school age, even a college freshman or
     two. They mill with their friends and families. Animated.

     Ally and Aidan stand before a COLLECTION OF FAMILIAR
     PORTRAITS (Charles reading the paper at breakfast, Les and
     Diane kissing, Tyler on the park bench).

     Caroline sits on a catering table, Tyler next to her. She
     looks miserable, he looks furious. Diane bustles over with a
     plate of cupcakes and a big stupid grin.

                         DIANE
               I brought you every flavor.

     Caroline looks once at her mom then...

                         CAROLINE
                   (to Tyler)
               I'm ready to go home now.

     Tyler nods, takes her hand. Calls to...

                          TYLER
               Ally...?

     Les, eating a cupcake, and Ally, stand under a portrait of
     Charles. Ally picks up her purse. Diane standing there with
     her cupcakes.


73   INT. RAILROAD FLAT. RIGHT AFTER                              73

     Tyler, visibly agitated, is letting Ally in the front door to
     the apartment. He grabs his bike off the wall.

                         ALLY
               Where are you going?

                         TYLER
               I have something I've got to do.

                          ALLY
               Now?

     Ally reaches for his elbow. He yanks his arm away.
                                                              77.


                         TYLER
               Are you capable of taking care of
               yourself for an hour? Do you need
               me here every minute, or what?

     He slams out.

     Ally looks like she's been slapped.


74   INT. CHARLES'OFFICE -- RIGHT AFTER                        74

     Charles in a meeting with several SUBORDINATES. Everyone is
     in late night disarray. They are obviously on their way to
     pulling an all-nighter. The door to the office flies open.
     Tyler barges in. Janine trailing.

                         JANINE
               Tyler? Tyler? You can't just...

                         CHARLES
               It's fine Janine.

     There is space between the two men. Tyler extends a rolled up
     piece of paper to his father.

                         TYLER
               She drew you a picture.

                         CHARLES
               Put it on the table.

     Beat.

     Tyler holds on to the portrait.

                         TYLER
               You have a daughter who sincerely
               believes you don't like her.

                         CHARLES
               If I have any questions about what
               my daughter may believe, I'll let
               you know.

     Tyler gestures with the portrait

                         TYLER
               Don't you at least want to know
               her? She's telling you something,
               Dad. She's communicating. Why
               aren't you riveted? Why isn't this
               the most important thing? At least
               for one night of your life?
                                                   78.


                      CHARLES
            I've heard this song before, Tyler.

                      SUBORDINATE#1
            We can come back...

The subordinates rise.

                      CHARLES
            It's fine, Khaleel.

They sit.

There is still distance between the two men.

Beat.

                      CHARLES
            Who is this display for?

                      TYLER
            You, Mr. Roth.

Beat.

                      CHARLES
            She knows I will take care of her.

                      TYLER
            And...?

The subordinates rise again.

                      SUBORDINATE#1
            We really can come back another...

                      CHARLES
            Sit the fuck down.

They sit.

                      CHARLES
            And that I love her. I love her.
            Good God, you toss that word around
            like currency. You have no idea
            what it means.

                      TYLER
            Maybe not. Maybe Caroline doesn't
            either. Where would she have
            learned it?
                                                              79.


                         CHARLES
               I have provided her world. And
               yours.

                         TYLER
               That does not mean you're allowed
               to shatter it whenever there's
               something better to do.

                         CHARLES
               Who the hell do you think you're
               talking to? You pedaled down here
               on your bike for Christ's sake. You
               have to take care of nothing. You
               are responsible for no one. You're
               a kid. You think you're the first
               one to lose anything? Do you think
               that there is anything you feel
               that I haven't already felt?

                          TYLER
               You didn't find him. I found him.
               And you're so tragically blind, the
               rest of your children are going to
               hang themselves on your watch.

     Charles goes, snarling, for his son, and Tyler is more than
     willing.

     Janine and one of the Subordinates get between them.

                         JANINE
               Stop! Stop!

     The men are pulled apart. Tyler is white and trembling with
     rage. Charles' face is completely dark and closed.

                         JANINE
               Get out of here Tyler.

     Tyler runs for the door. Stumbling over furniture, Caroline's
     portrait crushed under his feet.


75   INT. RAILROAD FLAT -- RIGHT AFTER.                        75

     Ally, still in her dress, trying to excavate an ice tray
     frozen in the ancient freezer. There's got to be six inches
     of frost in there. She starts stabbing it with a wooden
     spoon. As she hears the door, she turns and puts on her most
     blistering attitude like an overcoat. As Tyler walks into the
     light-- his face white with anger, practically crying-- her
     eyes widen...
                                                                  80.


                            ALLY
               Oh my God.

     She runs to him, he falls into her. He's a mess. He won't let
     her see his face. She pushes at his hair, trying to see and
     understand. He kisses her, so she won't see. Tyler is
     completely lost in the storm and Alicia Santana Craig is
     going to get him through.

                            ALLY
               Okay.

     She yanks his head up.

                            ALLY
               It's okay.

     They kiss. She brings his hands up into her hair, around her
     face. They kiss. He kisses her like he's starved for her.

                                                        CUT TO:


76   TYLER'S BEDROOM -- LATER                                      76

     Tyler and Ally, wrapped around each other, both deeply
     asleep.


77   INT. CRAIG FAMILY HOME -- CRAIG'S OFFICE -- AFTERNOON         77

     Craig, home from work. He hits the button on the answering
     machine. There's just one message.

                         ALLY O/S
                   (on the machine)
               Dad, it's me. I've been
               invited...I'm going away to the
               beach for Labor Day...They're nice
               people. If there's any problem I'll
               call. Or they will. Okay...Bye.

     As he takes off his jacket, Craig hits rewind and plays the
     message again...

                         ALLY O/S
                   (on the machine)
               Dad, it's me...


78   INT. DIANE'S MONTAUK BEACH HOUSE -- NIGHT -- SUMMER'S END     78

     Raucous laughter. Caroline, Tyler, Les, Ally and Aidan are in
     the living room playing charades.
                                                         81.


Everyone is a little sunburnt, the adults are a little drunk.
Ally is wrapped up in Tyler, Caroline is on her mom's lap on
the floor, Les next to them, lying on his stomach. Aidan is
up and God only knows what he's doing

                    LES
              (totally flabbergasted)
          I genuinely have no idea...are you
          having a seizure?

                      CAROLINE
          Time.

                    AIDAN
          Berlin Alexanderplatz!

More raucous laughter.

                    AIDAN
          You people are culturally bankrupt.

                    TYLER
          Whose was that anyway?

                      CAROLINE
          Mine.

Whoops of laughter heretofore unheard in Montauk.

                    DIANE
          Okay, you. Bed.

                    LES.
          Me? Yeah, baby.

                    CAROLINE
          Gross. Gross. Gross me out the
          door.

She rises and flees into the kitchen. Les rolls over and ends
up with his head in Diane's lap. He looks at her for a
moment.

                    LES
          You're just the prettiest girl.

Diane beams at him.

Tyler smiles at his mom and Les, then at Ally. Diane takes a
deep look at her son. Her eyes shining.

                    AIDAN
          Holy crap. What's with all the
          smiling?
                                                              82.


     Caroline travels through the living room with a popsicle. She
     is headed for her bedroom.

                         CAROLINE
               A child could do Berlin
               Alexanderplatz, you spaz.

     Les snorts with laughter. Diane rises, dumping him to the
     floor.

                            LES
               Hey!

                         DIANE
               I want five minutes with my child
               before she ceases to be a child and
               decides I'm ruining her life.

     On her way out, Diane pauses and gently pushes one of Ally's
     stray curls behind her ear. Smiles down at her.

                         DIANE
               Aren't you a treasure.

     Ally stares up at Diane for a beat, her eyes shining.


79   INT. AMTRACK -- PASSENGER CAR (MOVING) -- DAY               79

     Tanned and rejuvenated, Ally, Tyler, and Aidan sit together
     on the train back to the city.

     Ally and Tyler kiss. Aidan watches them.

                         AIDAN
               I want a girlfriend.

                            TYLER
               What?

                         AIDAN
               Dinners out, movies. Regular sex.
               That could be all right. For like,
               a summer.

                         ALLY
               You're such a romantic.

                         AIDAN
               And I've had all the races.

                            ALLY
               Excuse me?
                                                 83.


                    AIDAN
          I've had all the races. I've been
          with girls from every...race.

Ally laughs.

                    TYLER
          That is the stupidest thing you've
          ever said, including that time with
          the bong in the emergency room.

                    ALLY
          White girl.

                    AIDAN
          Please. Like falling off a log. As
          a matter of fact...

                    ALLY
          Shut up. Black girl.

                    AIDAN
          But of course.

                    ALLY
          Asian.

                    AIDAN
          Twice.

                    ALLY
          Latina.

                    AIDAN
          Oui!

                    ALLY
          A Latin girl actually slept with
          you? What's her name? She's out of
          the club.

Tyler is laughing. Ally thinks for a moment.

                    ALLY
          Eskimo.

Aidan gives a satisfied smile.

                    TYLER/ALLY
          No way!

                    AIDAN
          Monica Ipellie. She works at the
          Public Library on 96th street.
                                                           84.


                    ALLY
          You slept with an Eskimo?

                    TYLER
          You went to the library?

The car doors open and a MAN ushers his family through.   It's
Craig's partner Leo, in plain clothes.

                    AIDAN
          Inuit. In-u-it, Ally. Try not to
          show your ignorance.

                    ALLY
          I don't believe you.

                    AIDAN
          Fine. Nice girl. While we were
          doing it, I couldn't get this
          little, like, song out of my
          head...

He begins to bob his head to a rhythm.

                    AIDAN
          "Inuit, bum buh bum, I'm banging an
          Inuit, bum buh bum buh bum..."

Ally and Tyler collapse in laughter as Craig's Partner passes
He notices Ally immediately. She doesn't see him. He takes a
long look at Tyler as he follows his wife and kids into the
next car.

                    ALLY
          Prove it. Ten bucks.

The train makes a stop at Patchogue. Leo and family
disembark.

                    AIDAN
          You wanna go to the library?

                    ALLY
          The minute we get off this train.

                    AIDAN
          Fine.

                    ALLY
          Tyler, are you coming?

                    TYLER
          I'll skip this particular
          bloodbath, thank you.
                                                                 85.


80   INT. TYLER'S APARTMENT BUILDING -- HALLWAY -- LATER          80

     Tyler, his bag on his shoulder, returning home, fishing in
     his pocket for his keys.

     He sings the Inuit song to himself...

                         TYLER
               bum buh bum bum buh bum buh bum...

     His front door is unlocked.

     Tyler freezes. Takes a beat. Scans the room, silently
     dropping his bag. He reaches behind him for the aluminium bat
     against the door. Wielding it, he takes two steps into the
     apartment.

     Craig, in plain clothes, sitting on Tyler's bed, amidst the
     carnage of Tyler's stuff. He has been rifling through
     everything. The guitar is propped haphazardly against the
     wall.

     Craig looks up. The men lock eyes.

     Craig's eyes go to the bat.

     Tyler leans it slowly against the wall.

     Beat.

                         CRAIG
               Where is she?

                         TYLER
               What are you doing in my house?

     Craig's eyes flash.

                         CRAIG
               Where's my daughter?

                         TYLER
               She's not here now. She's at the
               library.

     Craig's face says it: "Bullshit".

                         CRAIG
               Does she know?

     Cops never ask a question they don't know the answer to.

                           TYLER
               No.
                                                            86.


                    CRAIG
          I didn't think so. I figured you'd
          probably leave that up to me when
          you're done with her.

Craig's face, like his wife's so many years ago, is pure
contempt. With his body at this angle, Tyler can now see his
gun.

                    TYLER
          I'm not going anywhere.

                    CRAIG
          That's true, Tyler Roth, son of
          Charles and Diane. Brother of
          Caroline and Michael, deceased,
          suicide by hanging. You're kinda
          lost, aren't you? Taking a little
          vacation in coach before finding
          your way back to first class?

                    TYLER
          I'm the one she came to when you
          used her face as a punching bag.

Craig closes the distance.

From Tyler's P.O.V he looks like a freight train.

In a flash, he gets Tyler in a choke hold, flips him on his
back on the bed and puts his hands around Tyler's throat.

Silence, except for exertion.

Tyler's hands are on Craig's wrists. He is holding Craig's
eye. His face is starting to turn colors.

Beat.

Beat.

                    TYLER
          She needs you.

It travels between the two men. Craig grappling with it,
although he still has his hands at Tyler's throat.

Craig drops his hands, pushes himself off Tyler

Tyler rolls to one side, coughing and gagging.

Craig leans against the wall for support.
                                                              87.


     He is trying, before our eyes, to pull the shards of himself
     together. His gun visible at his waistband.

     Tyler's coughing, his face still red, his eyes travel briefly
     to the bat, then to Craig.

     Craig closes his eyes, very briefly, then rises. Not looking
     at Tyler.

     Beat.

     Looking at Tyler.

     Beat.

     Craig goes to the front door.

                         CRAIG
               Get a fucking dead bolt.

     Slam. And then he's gone. The door bounces in its frame. And
     then it's just Tyler trying to remember how to breathe.


81   INT. RAILROAD FLAT-- LATER.                               81

     Tyler smoking, standing at the window, waiting for Ally. He
     sees her walking up to the front door. He grinds his
     cigarette out. Ally is running up the stairs

                         ALLY O/S
               Tyler Keats Roth!

     She arrives at the door.

                         ALLY
               He banged an Inuit!
               She's really nice. And smart. I
               don't get it.

     Beat.

                         ALLY
               What's going on?

                         TYLER
               Your dad was here.

                         ALLY
                   (panicking)
               What?

                         TYLER
               When I got home.
                                                         88.


Beat.

                    ALLY
          I hate him!

She lunges for the phone. Tyler stops her hand.

                    TYLER
          There's more.

She looks like she's starting to panic.

                    TYLER
          He knows me. Before I met you. He
          arrested me and Aidan. He gave me
          that gash over my eye.

                    ALLY
          I don't understand.

                    TYLER
          I mouthed off to him. He ...
          responded. Then Aidan saw you guys
          together at school.

She isn't quite getting it.

                    TYLER
          Aidan suggested...I...introduced
          myself to you.

She's got it.

Beat.

                    TYLER
          Ally...

                    ALLY
          I'm going to be sick.

She bolts from the chair to the sink and dry heaves. Tyler
reaches out to comfort her.

                    TYLER
          Hey.

She reels around and cracks him across the face. Not like a
chick. Like her dad.

The sound hangs in the air.

Ally goes to the bedroom and starts throwing her stuff in her
bag. Tyler follows her.
                                                              89.


                         TYLER
               Don't do that. What are you doing?

                         ALLY
               Do you realize what you've done?

                           TYLER
               Yeah.

     He doesn't.

                         ALLY
               Did you think I would never find
               out? I mean, think about it. I had
               to find out eventually. You set it
               up that way.

                         TYLER
               But it doesn't mean anything. I
               didn't mean to hurt you,

                         ALLY
               No. That's exactly what you meant
               to do.

     She pushes past him and out the door.


82   INT. TYLER'S APARTMENT BUILDING -- STAIRWELL --           82

     Ally heads down. Aidan heads up. He smiles wide.

                           AIDAN
               Hey.

     Ally pushes past him.

                           ALLY
               Prick.


83   INT. RAILROAD FLAT-- LATER THAT NIGHT                     83

     Tyler sitting on the ratty couch. Aidan eats old Chinese food
     from the container. He offers some to Tyler. They sit in
     silence. Tyler swelling. Aidan eating.

                         AIDAN
               You had to tell her eventually...

     This is no comfort.
                                                               90.


                         AIDAN
               Glass half full... you just saved
               yourself an awkward Thanksgiving.

     Sincere now.

                         AIDAN
               She'll be back, T.

     Tyler heads into his bedroom and shuts the door.


84   INT. CRAIG FAMILY HOME -- KITCHEN -- NIGHT                  84

     Sergeant Craig working on a sink full of dirty dishes. He
     scrubs at a filthy pan with a piece of steel wool. He's manic
     but there's not a beer can in sight.

                         ALLY O/S
               You know you're not supposed to use
               that on non-stick pans...

     Craig turns, finds her there in the doorway, bag at her feet.

                         ALLY
               It takes off the teflon.

     They stare at each other for a moment.

                         ALLY
               You should let it soak.

                          SERGEANT CRAIG
               Okay.

     They look at each other. Craig tries a smile. Ally's cool
     with him. Moving towards him, past him.

                         ALLY
               I'm going upstairs.


85   EXT. EAST SIDE MANHATTAN APARTMENT BUILDING -- EVENING      85

     Caroline and Diane walk up to the DOORMAN. Caroline carries a
     gift, a sleeping bag. Diane smiles at her daughter.

                         CAROLINE
               Stop smiling. You look insane.

     Diane can't help it try as she might.
                                                                  91.


                         DIANE
               I'm sorry, honey. I just... it's
               nice. Like an end of the summer
               send off.

     Caroline rolls her eyes.

                            DIANE
               Have fun.

     Caroline goes into the lobby. Diane heads back to her car.


86   INT. EAST SIDE    APARTMENT--   FOYER                         86

     Caroline gives her gift to THE BIRTHDAY GIRL who smiles. She
     follows her into the next room where the other PARTY GUESTS
     watch a movie. They all turn and look at Caroline.

     Caroline smiles sheepishly. Some of the MEAN GIRLS are there,
     One of them gives her a perfunctory smile.


87   INT. LANDMARK SUNSHINE MOVIE THEATER -- HOUSTON STREET --     87
     NIGHT.

     Jackie Chan's foot slamming through a wall.

     Tyler and Aidan are watching RUSH HOUR 2.

     Aidan slurps from a super mega sized soda, laughing, enjoying
     himself. He turns to his friend. Tyler sits, completely
     drained, looking like the loneliest guy on the planet.

     Aidan gives him a nudge. Tyler looks at the screen for a sec
     and half smiles, then slips away again. Aidan is genuinely
     concerned.


88   INT. EAST SIDE APARTMNT-- KITCHEN -- NEXT MORNING             88

     The party girl's MOM is in a bathrobe. She looks horrified,
     she has one hand covering her mouth and is whispering into a
     cell phone. Caroline is on the kitchen phone. Her long hair
     has been CUT TO PIECES while she slept. She is crying.

                            CAROLINE
                      (into the phone)
               Mom?


89   INT. CRAIG FAMILY HOME -- LATER THAT MORNING                  89

     Ally and her father cook breakfast together. There's a knock.
                                                                92.


90   EXT. DOORSTEP.                                                 90

     Aidan paces nervously. Craig appears in an apron. Aidan
     smiles.

                            AIDAN
               Hi.

     Beat.

                         AIDAN
               Is this the, uh, that is, does, uh,
               Alicia Craig. Does she live here?

     Craig nods.

                         AIDAN
               Oh great. I'm...

                         CRAIG
               You think I don't remember you?

                            AIDAN
               No, sir.

                         ALLY
               Who is it Dad?

     Ally sees Aidan. She touches her father's forearm.

                            ALLY
               It's OK...

     Craig steps back into the house. Six inches.

                            ALLY
               Really.

     He backs into the hall. Aidan and Ally are alone.

                         ALLY
               What do you want?

                         AIDAN
               Look, I'm a prick.

                            ALLY
               And...

     Craig popping back like an eel from a wreck.    He's got the
     mangled Honey Bear.

                            ALLY
               Dad...
                                                                 93.


     He goes again. Pfft. Aidan's visibly relieved.

                         AIDAN
               Tyler's not.

     She starts to close the door.

                         AIDAN
               Wait. Shit. This isn't really my
               thing.

                         ALLY
               He lied to me.

                         AIDAN
               He's in love with you.

                         ALLY
               He'd like to think he is.

     Aidan doesn't get it.

                         AIDAN
               I don't know what that means...I've
               seen him look at one other girl the
               way he looks at you. She's a lot
               shorter and shares his DNA.

     Ally looks away.

                         AIDAN
               You don't have to forgive him
               today... just forgive him.

     Craig reappears from the deep.

                         CRAIG
               Thanks for stopping by.

     Father and daughter go back into the house.

     Aidan exhales.


91   INT. HOFFMAN FAMILY HOME -- CAROLINE'S BEDROOM -- LATER      91

     Diane is on the house phone, preparing a tray of tea and
     cinnamon toast for Caroline as she talks.
                                                                94.


                         DIANE
               Are you telling me, Ms. Spencer,
               that you intend to let those girls
               stay in your school?...Of course
               they're all sticking to the same
               story and that story is a load of
               crap!...

     She slams a cabinet closed as Les picks up the tray and WE
     TRACK HIM down the hall to CAROLINE'S ROOM. Les is speaking
     on his cell phone.

                          LES
                   (sotto, into the phone)
               She's pretty traumatized. I wanted
               to pull some names together in case
               we all decide she should talk to
               someone...


92   INT. CAROLINE'S BEDROOM.                                     92

     Caroline and Tyler are lying on Caroline's bed. Her head is
     nestled on his shoulder. She looks even tinier than usual.
     Tyler is reading to her, softly, from The Book of Greek
     Myths, his other hand stroking her butchered hair.

     She looks pale, wasted. Her eyes are sunken and she's
     fighting sleep. A losing battle, she's exhausted. Her lids
     finally shutter to the sound of her brother's voice.

     Les, at the door, places the tray on Caroline's desk...

                         LES
                   (on the phone)
               There's no witnesses and it didn't
               happen on school property. The
               school won't do anything. They'll
               probably get away with it...

     Tyler's eyes, registering anger and shock, jump from the page
     as he hears this.


93   INT. FOYER.                                                  93

     Diane opening the front door for Aidan and Ally. Aidan wraps
     his arms around Diane and gives her a hug. Ally hangs back a
     bit, unsure, then embraces Diane.

     Tyler emerges from the hallway.
                                                              95.


                         TYLER
                   (to Diane)
               She's asleep.

     He sees Aidan and Ally. Stops short.


94   EXT. FRONT STEPS -- LATER                                    94

     Tyler alone on the top stair, taking long pulls from a
     cigarette. Ally comes out the front door, softly closes it
     behind her.

                         TYLER
               Last one ever. I swear.

                         ALLY
               I don't care.

     Beat.

                         TYLER
               I know you're not here for me but,
               thank you for being here.

     A silent moment passes.

                         TYLER
               For what it's worth, I think you're
               amazing.

                         ALLY
               It's not worth much. You made
               everything between us a lie.

                            TYLER
               I'm sorry.

                         ALLY
               Okay. Now what? I'm supposed to
               just forgive you?

     A BMW 7 Series speeds around the corner. Stops in front of
     the house. Charles gets out of the car, sees his son.

                         CHARLES
               How is she?

                         TYLER
               She's sleeping.

     Diane emerges from the house. Charles strides quickly towards
     her.
                                                              96.


95   INT. BEDROOM -- LATER                                       95

     Caroline asleep in her bed. Charles stands in the doorway
     watching her sleep, we get the feeling he hasn't seen her
     asleep in some time. Diane appears at his side.

                         CHARLES
               How long do you think she'll sleep?

                         DIANE
               I think she'll be out for a while.
               Would you like to wait?

                         CHARLES
               Thank you. I can't. I'll call her
               later.

                         DIANE
               I'll tell her.

     Diane looks at Charles. He's still watching his daughter.


96   INT. PRIVATE SCHOOL -- CLASSROOM -- MORNING                 96

     Caroline's TEACHER prepares her lesson plan. She starts to
     write the date on the board when The door opens. Caroline and
     Tyler enter. The entire class is watching. It's dead quiet.

     Caroline puts her trembling hands in her pockets.

     Tyler looks at a few of the girls. They look back,
     unconcerned, almost amused. Tyler walks his sister to her
     desk.

                         TYLER
                   (to Caroline, whispering)
               You okay?

     Caroline nods, although her eyes are brimming. As she slips
     out of her jacket, the contents of her pockets clatter
     noisily to the floor. Tyler immediately bends to help her.


                         MEAN GIRL
               Have you done something different
               with your hair? I love it!

     SNICKERING LAUGHTER. Caroline looks like a deer in
     headlights.

                         TEACHER
               Okay, okay. Enough.
                                                               97.


      Tyler moves towards an EMPTY DESK. Some girls keep
      snickering. Suddenly, Tyler grabs the desk. THROWS it through
      the air.


97    INT. HALLWAY -- SIMULTANEOUS                                 97

      A JANITOR pushes a flat broom down the empty corridor when
      the glass from one of the classroom doors explodes as the
      desk makes impact. He stops pushing the broom and stares.


98    INT. CLASSROOM -- LATER                                      98

      Pin-drop silence. The students sit paralyzed. Tyler stares at
      the Mean Girl. Her arrogance completely gone. Caroline stares
      up at her brother, awestruck.


99    INT. HOLDING CELL -- LATER                                   99

      TYLER locked up among CRACK HEADS and PETTY CROOKS on a dirty
      bench with his hands behind his head and a bemused smirk. A
      BAILIFF approaches the holding cell. Looks at Tyler.

                          BAILIFF
                You posted.


100   INT. NYPD PRECINCT -- LATER                              100

      Charles standing in the waiting area. Tyler is led out by the
      bailiff rubbing his wrists. He sees his father, his face
      registering surprise.

      Beat.

      The men walk together towards the exit in silence. Neither
      looking at the other.

                          CHARLES
                Destruction of private property and
                felony trespassing.

                          TYLER
                I didn't call you.

                          CHARLES
                I know you didn't.

      Charles stops.
                                                                 98.


                            CHARLES
                  I have unleashed a raging shitstorm
                  of epic proportions on the board of
                  trustees of that pissant school
                  that will not abate until those
                  girls seek enrollment elsewhere. I
                  give them a week.

      Beat.

                            CHARLES
                  I know you think I'm a prick, but I
                  have my uses.

      Guess so.

                            CHARLES
                  Can you come by the office to talk
                  to the lawyers?

      Beat. Tyler deciding.

      Tyler nods.

      Charles appraises his son.

                            CHARLES
                  Try not to vandalize any more
                  schools in the meantime.

      Charles walks ahead, pulling out his cell phone.

      Tyler calls after him.

                            TYLER
                  Thank you for bailing me out.

      Charles, without turning around,

                            CHARLES
                  No problem.


101   EXT. NYU -- FRONT STEPS -- BEAUTIFUL SEPTEMBER MORNING     101

      Tyler leaning against the bike rack, waiting. He sees Ally
      running up the steps and watches her as she blends into the
      crowd.


102   EXT. WASHINGTON SQUARE PARK -- JUST AFTER.                 102

      No mimes, just dealers. Ally with a girlfriend, walking
      towards the East Side. Tyler catches up to her.
                                                                 99.


      Shakes the friend's hand. After a beat, Ally agrees to walk
      with him. He reaches for her hand. She pulls it away, but
      walks next to him.


103   EXT. CENTRAL PARK -- ALICE STATUE -- JUST AFTER.            103

      Tyler has convinced Ally to come uptown and meet Caroline
      with him.

      Tyler and Caroline climb all over the Alice, while Ally
      watches from a bench.

      As befitting a seventh grader, Caroline turns her face to the
      sun and arranges herself to take advantage of the early
      September tanning possibilities.

      Tyler walks over to Ally's bench, sits next to her.

      Beat.

                          ALLY
                Using the little sister is dirty
                pool.

                          TYLER
                    (carefully)
                Is it working?

      Beat.

                           ALLY
                Maybe.

      Tyler has a smile the size of New York City.

      Ally smiles back.

                                                     DISSOLVE TO:


104   INT. TYLER'S BEDROOM -- THE NEXT MORNING                    104

      Bright sun pouring through the window. Ally lying asleep.

      Tyler is up and dressed now, he grabs his journal off his
      desk, kneels beside Ally. He is bathed in the pool of light
      streaming in.

                           TYLER
                    (nuzzling)
                Hey...Hey.
                                                              100.


                           ALLY
                Hmmm.

                          TYLER
                I'll be back in an hour. I have to
                stop by my dad's office.

                          ALLY
                    (sleepily)
                Do you want french toast or
                pancakes for breakfast?

                          TYLER
                Whichever tastes better a la mode.

      Ally smiles.

                          ALLY
                Say hi to your dad for me.

      Tyler watches her lying there.

                          TYLER
                If I said I love you... what would
                you say?

                          ALLY
                    (laughing)
                I love you.

                          TYLER
                I love you too.

      Tyler kisses her. Then heads out into the...


105   INT. LIVING ROOM -- MOMENTS LATER                        105

      Aidan passed out on the couch still wearing the clothes he
      went out in the night before. Tyler watches him sleep.

                          AIDAN
                    (without opening his eyes)
                French toast.

      Tyler smiles as he takes his journal and exits.


106   EXT. HOFFMAN FAMILY HOME -- PORCH -- MORNING             106

      Charles waiting on the doorstep, his Town Car waiting on the
      curb. Diane answers the door expecting to find Caroline's
      driver, she's confused to find...
                                                              101.


                             DIANE
                  Charles?

                            CHARLES
                  Good morning Diane.

                            DIANE
                  What are you doing here?

                            CHARLES
                  Tyler's coming by the office, but I
                  thought I'd ride to school with
                  Caroline first.

      Diane is speechless. This is a first.

                            DIANE
                  Um...OK...sure...yeah...great.
                  She's not ready though, she's going
                  to need at least twenty minutes.

      Charles hates waiting.

                             CHARLES
                      (adjusting his tie)
                  All right.


107   EXT. SIDEWALK -- LATER                                      107

      Tyler chaining up his bike. His cellphone rings. He checks
      it. Knows what it's regarding before he answers.

                            TYLER
                  Are you canceling all together or
                  are you just running late?


108   INT. CHARLES' TOWN CAR-- MORNING                            108

      Charles and Caroline in the back seat. She's on one side,
      with her pink back pack, he's on the other.

                            CHARLES
                      (on the phone)
                  Are you already on your way?

      INTERCUT:


109   EXT. OPEN PLAZA.                                            109

      Tyler rounding a corner.
                                                              102.


                          TYLER
                I'm already here.

                          CHARLES
                I'm taking Caroline to school.

      He looks at his daughter. She looks back at him, then looks
      out the window.

      Tyler considers.

                          TYLER
                Take your time. I'll just wait in
                your office.

                          CHARLES
                It may be a while.

                          TYLER
                That's okay.

      Tyler hangs up and joins the herds of suits heading down the
      street.


110   INT. ELEVATOR -- LATER                                      110

      Tyler riding in a handsome marble and oak elevator with a
      half-dozen EXECUTIVE types. Tyler steps on and presses the
      number 92. The doors close.


111   INT. EXECUTIVE FLOOR -- RECEPTION -- LATER                  111

      Tyler walks, approaches the Receptionist from the ashtray
      incident. He smiles pleasantly. She doesn't.

                             TYLER
                Janine in?

                           THE RECEPTIONIST
                    (cold)
                She went for coffee.

                          TYLER
                She getting me any? Just kidding.

      Tyler heads down the hall. The Receptionist rolls her eyes.


112   INT. CHARLES ROTH'S OFFICE -- LATER                         112

      Tyler steps into his father's empty office. It's dark, quiet.
      He opens the blinds. Sunlight fills the room.
                                                                103.


      Tyler walks around the office. Picking things up, putting
      them back.

      Tyler sits at his father's desk in his executive chair. He
      leans back. Puts his feet up and his hands behind his head.

      Tyler notices the COMPUTER. He turns on the monitor and puts
      his hand on the mouse - but doesn't move it. His hand just
      stops and stays perfectly still. Tyler stares at the monitor
      where his dad's SCREEN SAVER is scrolling through PHOTOS...

      These photos are all of his FAMILY... "Michael's first
      Christmas, Tyler's eighth birthday, Diane in the hospital
      with Caroline in a pink blanket, Charles and his kids build a
      sand castle at the shore"... they just keep going.

      Tyler finds himself watching a slide show of his life.


113   EXT. PRIVATE SCHOOL -- LATER                                113

      That line of luxury cars dropping their daughters off.
      Charles' Town car rolls to a stop. Caroline gives him a kiss
      on the cheek. It registers, sort of. She gets out. Charles
      watches her all the way into the school.

      His DRIVER sees him watching Caroline in the rear view
      mirror.

      Charles gives the Driver a look "you're waiting for an
      invite?"

      The Driver peels out.


114   INT. TYLER'S APARTMENT -- KITCHEN -- LATER                  114

      Ally has made a mess making french toast. Aidan is yakking on
      his phone.


115   INT. TOWN CAR -- LATER                                      115

      Charles in traffic. All around him DRIVERS curse, honk, hate
      each other. Charles rides, not letting it bug him.


116   INT. PRIVATE SCHOOL -- CLASSROOM -- LATER                   116

      Caroline drawing at her desk as her Teacher comes in and gets
      ready to start the day.
                                                              104.


117   INT. CHARLES ROTH'S OFFICE -- LATER                      117

      Tyler is still watching the screen saver when Janine enters.

                          JANINE
                Good Morning, Mister Roth.

                          TYLER
                Did you know about this?

      Janine walks around the desk in time to see a photo of Tyler
      and Michael naked in the tub pop up. She smiles.

                          JANINE
                Who do you think scanned all the
                pictures?

      Tyler smiles. Janine smiles, Then a photo of Michael comes
      up. Those smiles fade. Silence.

                          JANINE
                How old would he be?

                          TYLER
                Twenty-nine last May.

      Tyler stands and looks out one of the floor-to-ceiling
      windows separated by columns. He stares out at mid town and a
      perfect blue sky. Janine looks befuddled.

                          JANINE
                It's really been that long? I
                could've sworn it was...

                          TYLER
                May 18, 1993.

      A silent moment passes. Janine reflecting.

                           JANINE
                I should be able to remember that.
                I'm sorry.

      Tyler looks at her, his face easy...

                             TYLER
                It's okay.


118   INT. PRIVATE SCHOOL -- CLASSROOM -- LATER                118

      Caroline's Teacher writes the date on the board as Caroline
      sits quietly doodling. The teacher looks her way.
                                                              105.


                          TEACHER
                Caroline? Hello?

      WIDE SHOT of the blackboard. It's unmistakable:

                    SEPTEMBER 11, 2001


119   EXT. CHARLES ROTH'S OFFICE -- LATER                         119

      We're now looking at Tyler from just outside Charles' office
      window and we're PULLING BACK...

      Until we see Tyler framed in the window surrounded by eerily
      familiar grey metal siding...

      Until we see can barely see Tyler and the base of a giant
      white antenna...

      Until we can no longer see Tyler as he's disappeared into the
      composite of the building and we've pulled back far enough to
      reveal that Tyler is standing in a window on the...

      92nd Floor of The North Tower of the World Trade Center.

      A moment of still perfect silence. The Towers. The blue sky.

      Then we hear the faint sound of AA Flight 11's ENGINES as it
      closes in on the North Tower.

                                                  CUT TO BLACK.
      Silence. Darkness. We wait in it.

                          TYLER V/O
                Whatever you do in life will be
                insignificant but it is very
                important that you do it because...


120   EXT. LOWER MANHATTAN -- THAT MORNING                        120

      Charles Roth steps out of his car. His gaze fixed skyward.
      All around him the other DRIVERS mimic his behavior.

                          TYLER V/O
                It's a good bet...


121   EXT. DIANE'S BROWNSTONE STOOP-- LATER                       121

      Diane sweeping cigarette butts off the stoop.

                          TYLER V/O
                Nobody else will...
                                                              106.


      Diane joins a group of ONLOOKERS staring up from a street
      corner in Brooklyn where the black smoke stains the blue sky.
      One of them has a radio to his ear.

                             TYLER V/O
                Michael...

      Diane staring at it.

                           TYLER V/O
                Someone's been trying to tell me
                something.


122   EXT. WORLD TRADE CENTER /OR OUTSIDE THE PRECINCT?--      122

      Craig, through a LONG LENS standing by his car with the door
      open. He is, crystal clear, barking orders, while waves of
      blue and slashes of orange float around him.

                          TYLER V/O
                Maybe it's you...


123   EXT. TYLER'S APARTMENT-- ROOF --LATER                    123

      Aidan and Ally absolutely frantic on the roof. Holding hands.
      Craning to see. Ash begins to float down on them. It gets
      caught in Ally's hair.

                          TYLER V/O
                This girl! Ally! Her life, even the
                nightmare parts seeped into me and
                I swear to God I can hear you
                better.


124   INT. PRIVATE SCHOOL -- HALLWAY -- LATER                  124

      A door flies open. Caroline runs out into the empty hall, to
      the exit.

                          TYLER V/O
                What's that about? I've always been
                the worst listener.


125   EXT. LOWER MANHATTAN -- STREETS                          125

      THE PAPER, so much of it, all of it singed, smoke-stained,
      falling like snow flakes coating the streets and the
      sidewalks. Amongst the memos and faxes that will now never be
      sent and never received we find...
                                                                107.


      TYLER'S JOURNAL.

                          TYLER V/O
                Someone comes into your life...


126   EXT. CEMETERY -- A GREY MORNING                             126

      A light rain falls. Two TOMBSTONES stand side-by-side.

                          MICHAEL ROTH
                May 20, 1969
                May 18, 1993

                          TYLER ROTH
                June 17, 1978
                September 11, 2001

      Charles, Caroline, Diane and Les approach the tombstones. A
      family mourning. Diane slips her hand through Charles' elbow.
      The gesture seems quite natural, easy.

      DISSOLVE TO:


127   INT. NYU DORM-- DAY                                         127

      We find Ally, with a ROOMMATE, putting up lively, Indian
      Print curtains in their NYU dorm.


128   EXT. LINCOLN CENTER. WHERE:                                 128

      Caroline literally dragging Charles into the ROSE BUILDING AT
      LINCOLN CENTER, while he yells into his cell phone.

                          TYLER V/O
                And half of you says "Danger! Stay
                in your cave! You're nowhere near
                ready!"

      Caroline has come to the end of her rope with her dad. She
      grabs his phone and throws it into the fountain, spins on her
      heel and marches into the auditorium. Charles is completely
      thunderstruck.

                          TYLER V/O
                And the other half -- and this is
                the part I think is you --

      He is torn between his phone and his daughter for a sec,
      chooses Caroline and takes off after her...

      ...then comes running out by himself to rescue his phone.
                                                               108.


129   INT.   JAPANESE RESTAURANT -- DINNER                        129

      Craig is wearing a jacket and tie. He's on a date with a
      pretty WOMAN. In his confusion over the menu, he knocks over
      a glass of water.

                           TYLER V/O
                 Says "Go get her! Immediately! Make
                 her yours forever!"


130   INT. DIANE'S OFFICE-- DAY                                   130

      A chaotic place, filled with folk who need help. Diane at a
      desk, organizing families.

                           TYLER V/O
                 I'm working on the forever part.


131   INT. NYU --                                                 131

      Aidan actually awake in class. He has a tattoo on his
      forearm. "Tyler".

                           TYLER V/O
                 I'm going to have to step up my
                 game. But I'm glad I listened.


132   EXT. SMITH STREET STATION -- BROOKLYN -- NIGHT              132

      Ally, we find her as we first found her mother, silhouetted
      against the Lower Manhattan skyline where two beams of purple
      light reach up forever where the Towers once stood.

                           TYLER V/O
                 I love you.

      Her train pulls into the station. Ally boards with a few
      other commuters. She takes a seat by herself across from...

      A MOM and A TODDLER, a little girl. The baby is squirming
      impossibly, the mom looks exhausted.

      Ally watches them, remembers him, as the faintest hint of a
      smile crosses her lips the subway lights flicker and we...

                                                    CUT TO BLACK.

                           TYLER V/O
                 Don't be a stranger.



Remember Me



Writers :   William Fetters  Jenny Lumet
Genres :   Drama  Romance


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