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THE SILENCE OF THE LAMBS

                                "THE SILENCE OF THE LAMBS"

                                            by

                                        Ted Tally

                                  Based on the novel by

                                      Thomas Harris

                

               FADE IN:

               INT. GRUBBY HOTEL CORRIDOR - DAY (DIMLY LIT)

               A woman's face BACKS INTO SHOT, her head resting against 
               grimy wallpaper. She is tense, sweaty, wide-eyed with 
               concentration. This is CLARICE STARLING, mid-20's, trim, 
               very pretty. She wears Kevlar body armor over a navy 
               windbreaker, khaki pants. Her thick hair is piled under a 
               navy baseball cap. A revolver, clutched in her right hand, 
               hovers by her ear. She raises a speedloader, in her left 
               hand, locks it into her cylinder, twists and reloads.

               CLOSE ON

               A guest room door, with a small, wired pack attached to its 
               knob. Suddenly, wish a sharp CRACK!, the knob explodes, and 
               the door bursts open.

               WITH CLARICE - MOVING SHOT

               as she runs around a corner, through a cloud of smoke. She 
               shoulders aside the shattered door and rushes inside, gun at 
               the ready in both hands...

                                                                    CUT TO:

               INT. HOTEL ROOM - DAY

               CLARICE'S POV - MOVING - as she first sees, sitting on the 
               edge of a bed - a FEMALE HOSTAGE. Black, late 20's, gagged, 
               hands behind her back. Then, SWIVELLING... she sees a startled 
               MALE SUSPECT, white, mid-20's, standing by a window with a 
               rifle in his hands. He is turning towards her...

               Clarice drops into a combat crouch, gun extended, and shouts.

                                     CLARICE
                         Freeze! FBI!

               CLARICE'S POV - SLOW MOTION

               all natural SOUND suspended - as the Suspect faces her with 
               a strange, pleading expression. The rifle is rising in his 
               hands, but oddly enough, it is held across his chest, not 
               pointing. Then another puzzling detail registers...

               THE SUSPECT'S HANDS

               are taped to his gun, away from the trigger; he couldn't use 
               it even if he tried. Suddenly we hear a metallic CLICK, which 
               registers with unnatural amplification, as - Clarice reacts, 
               drops to the floor, rolling sideways, and -

               THE "HOSTAGE"

               pulls a revolver out from behind her back, still in SLOW 
               MOTION, raising it in her untied hands. She fires repeatedly, 
               flames leaping from the muzzle; the SOUND is an echoing roar 
               in these close quarters, but -

               Clarice has come up on one knee, beside an armchair, and is 
               already firing back herself, two quick SHOTS, which send -

               THE "HOSTAGE"

               pitching over the bed, backwards, to shudder and lie still 
               in a haze of gunsmoke. Clarice rushes to her, clamping one 
               knee down on her gun hand, still keeping her covered in case 
               of movement. HOLD for a few beats... then we hear the shrill 
               blast of a WHISTLE from somewhere, off screen, as normal 
               ACTION and SOUND are restored.

                                     BRIGHAM (O.S.)
                         Okay, people, good exercise...

               Clarice relaxes, lowering her gun. The lights brighten.

               PULLING BACK

               we see that we're in some sort of auditorium, with the "hotel 
               room" and its "corridor" built as a training set. JOHN BRIGHAM 
               walks onto this set, thumbing a stopwatch. Mid-40's, ex-
               Marine. His T-shirt's lettering says "Firearms Instructor / 
               FBI Academy."

                                     BRIGHAM
                         Starling's reaction time was 
                         excellent. Let's break. Critique in 
                         five.

               A class of about forty young FBI trainees, of both sexes, 
               begins to rise from their seats, mingling and chatting. 

               Clarice nods amiably to the "Suspect", then gives her 
               "Hostage" a hand up. It's ARDELIA MAPP, her roommate. Her 
               broad, clever face breaks into a big smile, as they both 
               remove ear plugs. Clarice's voice has just a soft trace of 
               southern accent.

                                     ARDELIA
                         Damn, Clarice, how'd you make me?

                                     CLARICE
                              (indicating her gun)
                         Never cock. Just squeeze.

                                     ARDELIA
                              (grins)
                         I love it when you talk dirty.

               As Brigham joins them, Clarice can't resist a star pupil's 
               little smile of pride. He frowns good-naturedly.

                                     BRIGHAM
                         What're you laughin' at, Junior G-
                         Man? She got off four rounds to your 
                         two.

               He takes out a steel-coiled grip flexer, drops it onto her 
               palm.

                                     BRIGHAM
                              (continuing)
                         One hundred reps, each hand, every 
                         day. Now tidy up, the Section Chief 
                         wants to see you.

               He nods a direction, then moves off. Clarice, with her smile 
               finally fading, looks out into the auditorium.

               SPECIAL AGENT JACK CRAWFORD

               sits on the top step of the aisle, looking down at her. He 
               is 53, strongly built. He rises impassively, exits through 
               the back door. He carries a think manila envelope under one 
               arm.

               Ardelia who is helping Clarice unbuckle her bullet-proof 
               vest, follows her worried gaze.

                                     CLARICE
                         What'd I do?

                                     ARDELIA
                         Stay cool. Just remember to call him 
                         "God."

                                                                    CUT TO:

               EXT. FBI ACADEMY GROUNDS, QUANTICO, VIRGINIA - DAY

               Crawford is watching a group of trainees on the firing range, 
               as Clarice joins him. He looks tired, haunted. Between master 
               and student, we sense a subtle, muted tug of sexuality.

                                     CRAWFORD
                         Starling, Clarice M., good morning.

                                     CLARICE
                         Good morning, Mr. Crawford.

                                     CRAWFORD
                         Your instructors tell me you're doing 
                         well. Top quarter of the class.

                                     CLARICE
                         I hope so. They haven't posted 
                         anything.

                                     CRAWFORD
                         A job's come up and I thought about 
                         you. Not really a job, more of - an 
                         interesting errand. Walk me to my 
                         car, Starling.

               They begin to cross the academy grounds. A group of trainees 
               jogs by, in matching sweats, following a p.e. coach.

                                     CRAWFORD
                         We're trying to interview all of the 
                         serial killers now in custody, for a 
                         psychobehavioral profile. Could be a 
                         big help in unsolved cases. Most of 
                         them have been happy to talk to us. 
                         They have a compulsion to boast, 
                         these people... Do you spook easily, 
                         Starling?

                                     CLARICE
                         Not yet.

                                     CRAWFORD
                         You see, the one we want most refuses 
                         to cooperate. I want you to go after 
                         him again today, in the asylum.

                                     CLARICE
                         Who's the subject?

                                     CRAWFORD
                         The psychiatrist - Dr. Hannibal 
                         Lecter.

               Clarice stops walking, goes very still. A beat.

                                     CLARICE
                         The cannibal...

               Crawford doesn't respond, except to study her face.

                                     CLARICE
                         Yes, well... Okay, right. I'm glad 
                         for the chance, sir, but - why me?

                                     CRAWFORD
                         You're qualified and available. And 
                         frankly, I can't spare a real agent 
                         right now.

               He walks on again, at a faster clip. She hurried to keep up.

                                     CRAWFORD
                         I don't expect him to talk to you, 
                         but I have to be able to say we 
                         tried... Lecter was a brilliant 
                         psychiatrist, and he knows all the 
                         dodges.
                              (hands her the manila 
                              envelope)
                         Dossier on him, copy of our 
                         questionnaire, special ID for you... 
                         If he won't talk, then I want straight 
                         reporting. How's he look, how's his 
                         cell look, what's he writing? The 
                         Director himself will see your report, 
                         over your own signature - if I decide 
                         it's good enough. I want that by 
                         0800 Wednesday, and keep this to 
                         yourself.

               They're reached his car. His driver stamps on a cigarette, 
               climbs in behind the wheel. BURROUGHS, his assistant, says 
               something into a walkie-talkie, then opens the back door. 
               But Crawford pulls her aside, a hand on her shoulder. His 
               intensity is scary.

                                     CRAWFORD
                         Now. I want your full attention, 
                         Starling. Are you listening to me?

                                     CLARICE
                         Yes sir.

                                     CRAWFORD
                         Be very careful with Hannibal Lecter. 
                         Dr. Chilton at the asylum will go 
                         over the physical procedures used 
                         with him. Do not deviate from them, 
                         for any reason. You tell him nothing 
                         personal, Starling. Believe me, you 
                         don't want Hannibal Lecter inside 
                         your head... Just do your job, but 
                         never forget what he is.

                                     CLARICE
                              (a bit unnerved)
                         And what is that, sir?

                                     CHILTON (V.O.)
                         Oh, he's a monster. A pure 
                         psychopath...

                                                                    CUT TO:

               INT. CHILTON'S OFFICE - BALTIMORE STATE HOSPITAL FOR THE 
               CRIMINALLY INSANE - DAY

               CLOSE ON an ID card held in a male hand. Clarice's photo, 
               official-looking graphics. It calls her a "Federal 
               Investigator."

                                     CHILTON (O.S.)
                         It's so rare to capture one alive. 
                         From a research point of view, Dr. 
                         Lecter is our most prized asset...

               DR. FREDERICK CHILTON looks up from her card. A smarmy little 
               peacock, behind a vast desk; he's conceived an instant, 
               hopeless letch for Clarice. He smiles, stroking her card 
               with his beloved gold pen.

                                     CHILTON
                         You know, we get a lot of detectives 
                         here, but I must say, I can't ever 
                         remember one so attractive...

               NEW ANGLE - REVEALS CLARICE

               now wearing a more feminine skirt suit. Hair neatly coiled, 
               elegant shoulder bag, briefcase. He has rudely left her 
               standing.

                                     CHILTON
                         Will you be in Baltimore overnight...? 
                         Because this can be quite a fun town, 
                         if you have the right guide.

               Clarice tries, unsuccessfully, to hide her distaste for him.

                                     CLARICE
                         I'm sure it's a great town, Dr. 
                         Chilton, but my instructions are to 
                         talk to Lecter and report back this 
                         afternoon.

                                     CHILTON
                              (pause, sourly)
                         I see.
                              (beat)
                         Let's make this quick, then. I'm 
                         busy.

                                                                    CUT TO:

               INT. ASYLUM CORRIDOR - UPPER FLOOR - DAY

               Clarice flinches as a heavy steel gate CLANGS shut behind 
               her, the bolt shooting home. Chilton walks ahead of her.

                                     CHILTON
                         Lecter carved up nine people - that 
                         we're sure of - and cooked his 
                         favorite bits. We've tried to study 
                         him, of course - but he's much too 
                         sophisticated for the standard tests. 
                         And my, does he hate us! Thinks I'm 
                         his nemesis... Crawford's very clever, 
                         isn't he? Using you.

                                     CLARICE
                         How do you mean, Dr. Chilton?

                                     CHILTON
                         A pretty young woman, to turn him 
                         on? I don't believe Lecter's ever 
                         seen a woman in eight years. And oh, 
                         are you ever his "taste" - so to 
                         speak.

                                     CLARICE
                         I graduated magna from UVA, Doctor. 
                         It's not a charm school.

                                     CHILTON
                         Good. Then you should be able to 
                         remember the rules.

                                                                    CUT TO:

               INT. DIFFERENT CORRIDOR - LOWER FLOOR - DAY

               A darker, even grimmer area. Heavy grids over the lights. 
               Distant SLAMMINGS and faint, hoarse SHOUTS. They walk briskly.

                                     CHILTON
                         Do not reach through the bars, do 
                         not touch the bars. You pass him 
                         nothing but soft paper - no pens or 
                         pencils. No staples or paperclips in 
                         his paper. Use the sliding food 
                         carrier, no exceptions. Do not accept 
                         anything he attempts to hold out to 
                         you. Do you understand me?

                                     CLARICE
                         I understand.

                                     CHILTON
                         I'm going to show you why we insist 
                         on such precautions... On the 
                         afternoon of July 8, 1981, he 
                         complained of chest pains and was 
                         taken to the dispensary. His 
                         mouthpiece and restraints were removed 
                         for an EKG. When the nurse bent over 
                         him, he did this to her...

               He hands Clarice a small, dog-eared photo. Looking at it, 
               she is stopped in her tracks. This pleases Chilton.

                                     CHILTON
                         The doctors managed to re-set her 
                         jaw, more or less, and save one of 
                         her eyes. His pulse never got over 
                         eighty-five, even when he ate her 
                         tongue.
                              (pauses, he smiles)
                         I keep him in here.

               He turns, pushes a button. A steel door BUZZES slowly open, 
               and BARNEY - a big, impassive orderly - awaits them in an 
               anteroom. On its walls: restraints, mouthpieces, Mace, 
               tranquilizer guns.

                                     CLARICE
                              (quickly blocking him)
                         Dr. Chilton - if Lecter feels you're 
                         his enemy - as you've said - then 
                         maybe I'll have more luck by myself. 
                         What do you think?

                                     CHILTON
                              (annoyed)
                         You might have suggested that in my 
                         office, and saved me the time.

                                     CLARICE
                         But then I would've missed the 
                         pleasure of your company.

               She holds out the photo. A beat. He grabs it, jaw twitching.

                                     CHILTON
                         When she's finished, bring her out.

               He turns on his heel, goes. Barney smiles reassuringly.

                                     BARNEY
                         Hi, I'm Barney. He told you, don't 
                         get near the bars?

                                     CLARICE
                              (shaking his hand)
                         Clarice Starling. Yes, he did.

                                     BARNEY
                         Okay. Past the others, it's the last 
                         cell. Stay to the middle. I put out 
                         a chair for you.

               Sensing her tension, he indicates a nearby security monitor.

                                     BARNEY
                         I'm watching. You'll do fine.

               Clarice nods gratefully. She looks down the long corridor, 
               takes a deep breath, walks into it. He watches her go.

                                                                    CUT TO:

               INT. DR. LECTER'S CORRIDOR - DAY

               MOVING SHOT - with Clarice, as her footsteps ECHO. High to 
               her right, surveillance cameras. On her left, cells. Some 
               are padded, with narrow observation slits, others are normal, 
               barred... Shadowy occupants pacing, MUTTERING... Suddenly a 
               dark figure in the next-to-last cell hurtles towards her, 
               his face mashing grotesquely against his bars as he hisses.

                                     DARK FIGURE
                         I c-can sssmell your cunt!

               Clarice flinches momentarily, but then walks on.

               DR. LECTER'S CELL

               is coming slowly INTO VIEW... Behind its barred front wall 
               is a second barrier of stout nylon net... Sparse, bolted-
               down furniture, many softcover books and papers. On the walls, 
               extraordinarily detailed, skillful drawings, mostly European 
               cityscapes, in charcoal or crayon.

               Clarice stops, at a polite distance from his bars, clears 
               her throat.

                                     CLARICE
                         Dr. Lecter... My name is Clarice 
                         Starling. May I talk with you?

               Dr. Hannibal Lecter is lounging on his bunk, in white pajamas, 
               reading an Italian Vogue. He turns, considers her... A face 
               so long out of the sun, it seems almost leached - except for 
               the glittering eyes, and the wet red mouth. He rises smoothly, 
               crossing to stand before her; the gracious host. His voice 
               is cultured, soft.

                                     DR. LECTER
                         Good morning.

               CUTTING BETWEEN THEM

               as Clarice comes a measured distance closer.

                                     CLARICE
                         Doctor, we have a hard problem in 
                         psychological profiling. I want to 
                         ask for your help with a 
                         questionnaire.

                                     DR. LECTER
                         "We" being the Behavioral Science 
                         Unit, at Quantico. You're one of 
                         Jack Crawford's, I expect.

                                     CLARICE
                         I am, yes.

                                     DR. LECTER
                         May I see your credentials?

               Clarice is surprised, but fishes her ID card from her bag, 
               holds it up for his inspection. He smiles, soothingly.

                                     DR. LECTER
                         Closer, please... Clo-ser...

               She complies each time, trying to hide her fear. Dr. Lecter's 
               nostrils lift, as he gently, like an animal, tests the air. 
               Then he smiles, glancing at her card.

                                     DR. LECTER
                              (continuing)
                         That expires in one week. You're not 
                         real FBI, are you?

                                     CLARICE
                         I'm - still in training at the 
                         Academy.

                                     DR. LECTER
                         Jack Crawford sent a trainee to me?

                                     CLARICE
                         We're talking about psychology, 
                         Doctor, not the Bureau. Can you decide 
                         for yourself whether or not I'm 
                         qualified?

                                     DR. LECTER
                         Mmmmm... That's rather slippery of 
                         you, Officer Starling. Sit. Please.

               She sits in the folding metal desk-chair. He waits politely 
               till she's settled, then sits down himself, faces her happily.

                                     DR. LECTER
                         Now then. What did Miggs say to you?
                              (she is puzzled)
                         "Multiple Miggs," in the next cell. 
                         He hissed at you. What did he say?

                                     CLARICE
                         He said - "I can smell your cunt."

                                     DR. LECTER
                         I see. I myself cannot. You use Evyan 
                         skin cream, and sometimes you wear 
                         L'Air du Temps, but not today. You 
                         brought your best bag, though, didn't 
                         you?

                                     CLARICE
                              (beat)
                         Yes.

                                     DR. LECTER
                         It's much better than your shoes.

                                     CLARICE
                         Maybe they'll catch up.

                                     DR. LECTER
                         I have no doubt of it.

                                     CLARICE
                              (shifting uncomfortably)
                         Did you do those drawings, Doctor?

                                     DR. LECTER
                         Yes. That's the Duomo, seen from the 
                         Belvedere. Do you know Florence?

                                     CLARICE
                         All that detail, just from memory...?

                                     DR. LECTER
                         Memory, Officer Starling, is what I 
                         have instead of view.

               A pause, then Clarice takes the questionnaire from her case.

                                     CLARICE
                         Dr. Lecter, if you'd please consider -

                                     DR. LECTER
                         No, no, no. You were doing fine, 
                         you'd been courteous and receptive 
                         to courtesy, you'd established trust 
                         with the embarrassing truth about 
                         Miggs, and now this ham-handed segue 
                         into your questionnaire. It won't 
                         do. It's stupid and boring.

                                     CLARICE
                         I'm only asking you to look at this, 
                         Doctor. Either you will or you won't.

                                     DR. LECTER
                         Jack Crawford must be very busy indeed 
                         if he's recruiting help from the 
                         student body. Busy hunting that new 
                         one, Buffalo Bill... Such a naughty 
                         boy! Did Crawford send you to ask 
                         for my advice on him?

                                     CLARICE
                         No, I came because we need -

                                     DR. LECTER
                         How many women has he used, our Bill?

                                     CLARICE
                         Five... so far.

                                     DR. LECTER
                         All flayed...?

                                     CLARICE
                         Partially, yes. But Doctor, that's 
                         an active case, I'm not involved. If -

                                     DR. LECTER
                         Do you know why he's called Buffalo 
                         Bill? Tell me. The newspapers won't 
                         say.

                                     CLARICE
                         I'll tell you if you'll look at this 
                         form.
                              (he considers, then 
                              nods)
                         It started as a bad joke in Kansas 
                         City Homicide. They said... this one 
                         likes to skin his humps.

                                     DR. LECTER
                         Witless and misleading. Why do you 
                         think he takes their skins, Officer 
                         Starling? Thrill me with your wisdom.

                                     CLARICE
                         It excites him. Most serial killers 
                         keep some sort of trophies.

                                     DR. LECTER
                         I didn't.

                                     CLARICE
                         No. You ate yours.

               A tense beat, then a smile from him, at this small boldness.

                                     DR. LECTER
                         Send that through.

               She rolls him the questionnaire, in his sliding food tray. 
               He rises, glances at it, turning a page or two disdainfully.

                                     DR. LECTER
                         Oh, Officer Starling... do you think 
                         you can dissect me with this blunt 
                         little tool?

                                     CLARICE
                         No. I only hoped that your knowledge -

               Suddenly he whips the tray back at her, with a metallic CLANG 
               that makes her start. His voice remains a pleasant purr.

                                     DR. LECTER
                         You're sooo ambitious, aren't you...? 
                         You know what you look like to me, 
                         with your good bag and your cheap 
                         shoes? You look like a rube. A well-
                         scrubbed, hustling rube with a little, 
                         taste... Good nutrition has given 
                         you some length of bone, but you're 
                         not more than one generation from 
                         poor white trash, are you Officer 
                         Starling...? That accent you're trying 
                         so desperately to shed - pure West 
                         Virginia. What was your father, dear? 
                         Was he a coal miner? Did he stink of 
                         the lamp...? And oh, how quickly the 
                         boys found you! All those tedious, 
                         sticky fumblings, in the back seats 
                         of cars, while you could only dream 
                         of getting out. Getting anywhere -
                         yes? Getting all the way - to the 
                         F...B...I.

               His every word has struck her like a tiny, precise dart. But 
               she squares her jaw and won't give ground.

                                     CLARICE
                         You see a lot, Dr. Lecter. But are 
                         you strong enough to point that high-
                         powered perception at yourself? How 
                         about it...? Look at yourself and 
                         write down the truth.
                              (she slams the tray 
                              back at him)
                         Or maybe you're afraid to.

                                     DR. LECTER
                         You're a tough one, aren't you?

                                     CLARICE
                         Reasonably so. Yes.

                                     DR. LECTER
                         And you'd hate to think you were 
                         common. My, wouldn't that sting! 
                         Well you're far from common, Officer 
                         Starling. All you have is the fear 
                         of it.
                              (beat)
                         Now please excuse me. Good day.

                                     CLARICE
                         And the questionnaire...?

                                     DR. LECTER
                         A census taker once tried to test 
                         me. I ate his liver with some fava 
                         beans and a nice chianti... Fly back 
                         to school, little Starling.

               He steps backwards, then returns to his cot, becoming as 
               still and remote as a statue. Frustrated, Clarice hesitates, 
               then finally shoulders her bag and goes, leaving the 
               questionnaire in his tray. But after just a few steps, as 
               she passes -

               MIGG'S CELL

               She sees that creature at his bars again, hissing at her.

                                     MIGGS
                         I b-bit my wrist so I c-can diiiieeee! 
                         S-ee how it bleeeeeeeeds?

               The dark figure suddenly flings his palm towards her, and -

               CLARICE

               is spattered on the face and neck - not with blood, but with 
               pale droplets of semen. She gives a little cry, touching her 
               fingers to the wetness. Stunned, near tears, she forces 
               herself to straighten up and walk on, fumbling for a tissue. 
               From behind her, Dr. Lecter calls out, very agitated.

                                     DR. LECTER (O.S.)
                         Officer Starling... Officer Starling!

               Clarice slows, stops. She shudders, but makes the very 
               difficult choice to turn, walk back, stand again in front of -

               DR. LECTER

               Who's shivering with rage. For an instant his face opens, 
               and we catch a glimpse into hell itself. Then he's composed 
               again.

                                     DR. LECTER
                         I would not have had that happen to 
                         you. Discourtesy is - unspeakably 
                         ugly to me.

                                     CLARICE
                         Then please - do this test for me.

                                     DR. LECTER
                         No. But I will make you happy... 
                         I'll give you a chance for what you 
                         love most, Clarice Starling.

                                     CLARICE
                         What's that, Dr. Lecter?

                                     DR. LECTER
                         Advancement, of course.
                              (beat)
                         Go to Split City. See Miss Mofet, an 
                         old patient of mine. M-O-F-E-T... 
                         Now go. Go.
                              (a smile)
                         I don't think Miggs could manage 
                         again so soon, even if he is crazy - 
                         do you?

                                                                    CUT TO:

               EXT. THE HOSPITAL - PARKING LOT - DAY

               The grim gothic pile of the asylum looms overhead as Clarice 
               rushes out the front doors. She is badly shaken, almost 
               stumbling, as she rubs at her face. She looks around for, 
               and finally, with some relief, spots -

               HER CAR

               an old Pinto, parked nearby. This image begins to BLUR...

               CLOSE ON

               her face, fighting tears, as the CAMERA begins to WHIRL AROUND 
               her, almost dizzily. She is seeing, in her mind's eye -

               IN FLASHBACK

               a screen door banging open, on a wooden porch, and a 10-year 
               old girl - the young Clarice - rushing outside, down the 
               front steps, and running joyfully across her front yard to -

               MOVING ANGLE - THE GIRL'S POV

               a car - late 60's vintage - parked in the dirt road. A MAN, 
               Clarice's father, is just climbing out. He's tall, handsome, 
               and has a marshal's badge pinned on his dark suit. He grins, 
               seeing her, and spreads his arms wide as...

               THE YOUNG CLARICE

               rushes into them, and he sweeps her up in a hug, spinning 
               her around, the CAMERA SPINNING with them, and capturing 
               both their laughing faces, before we abruptly return to -

               THE ADULT CLARICE

               alone in the parking lot, sagging against her car. Her face 
               is buried in her arms, she shoulders shaking. SOUND UPCUT - 
               a steady, rapid series of GUNSHOTS, as we

                                                                    CUT TO:

               INT. FBI ACADEMY FIRING RANGE - DAY

               Clarice, in a combat stance, and wearing a sound-muffling 
               headset, is squeezing off ROUND after ROUND at

               A MOVING TARGET

               The silhouette of a man, approaching along a track. Her shots, 
               tightly grouped, are all finding the center chest. The target 
               stops, quite close to her, still swaying.

               Clarice stares at it, deftly working her speedloader. Then 
               she puts a final, emphatic shot right through THE FIGURE'S 
               FOREHEAD.

                                                                    CUT TO:

               INT. FBI ACADEMY LIBRARY - NIGHT

               CLOSE ON a microfilm monitor - a grainy newsphoto of Dr. 
               Lecter, scrawling past, with an accompanying story ("New 
               Horrors in Cannibal Trial"), dated 1980.

               Clarice is punching keys on the terminal. Other trainees 
               study at nearby tables.

               She pauses, jotting a note on her pad, as Ardelia comes by, 
               carrying an armful of books.

                                     ARDELIA
                         Phone call, Clarice. It's God.

                                     CLARICE
                         Thanks, Ardelia.

               MOVING ANGLE

               as Clarice rises, grabbing her notebook, and follows Ardelia 
               past high metal bookstacks.

                                     ARDELIA
                         You missed Fourth Amendment law. 
                         Unlawful seizure, real juicy stuff. 
                         Where were you all afternoon?

                                     CLARICE
                         Pleading with a crazy man, with come 
                         all over my face.

               Ardelia stares at her, figures it's a put-on, laughs.

                                     ARDELIA
                         Damn. Wish I had time for a social 
                         life.

               Clarice grins, as Ardelia indicates a phone receiver resting 
               on the check-out desk, then moves on. Clarice picks it up.

                                     CLARICE
                              (on phone)
                         Mr. Crawford?

                                                                    CUT TO:

               INT. CRAWFORD'S HOUSE - STUDY - NIGHT

               Crawford, in a cardigan, sits in a wing chair in the book- 
               lined study of his suburban home. He turns the pages of 
               Clarice's memo as they talk. His tone is sharp.

                                     CRAWFORD
                         I've read your interim memo on Lecter. 
                         You sure you've left nothing out?

               INTERCUTTING

                                     CLARICE
                         It's all there, sir, practically 
                         verbatim.

                                     CRAWFORD
                         Every word, Starling? Every gesture?

                                     CLARICE
                              (a bit heatedly)
                         Right down to the kleenex I used.
                              (he is silent)
                         Sir, why? Is something wrong?

                                     CRAWFORD
                         He mentioned a name, at the very 
                         end. "Mofet..." Any followup on her?

                                     CLARICE
                         I spent all evening on the mainframe. 
                         Lecter altered or destroyed most of 
                         his patient histories, prior to 
                         capture. No record of anyone named 
                         Mofet. But "Split City" sounded like 
                         it might have have something to do 
                         with divorce. I tracked it down in 
                         the library's catalogue of national 
                         yellow pages.
                              (glancing at her notes)
                         It's a mini-storage facility outside 
                         Baltimore, where Lecter had his 
                         practice.

               She pauses, expecting some soft of approval for her 
               cleverness.

                                     CRAWFORD
                         Well? Why aren't you there right 
                         now?

                                     CLARICE
                         Sir, that's a field job. It's outside 
                         the scope of my assignment. And I've
                         got a test tomorrow on -

                                     CRAWFORD
                         Do you recall my instructions to 
                         you, Starling? What were they?

                                     CLARICE
                         To complete and file my report by 
                         0800 Wednesday. But sir -

                                     CRAWFORD
                         Then do that, Starling. Do just 
                         exactly that.

                                     CLARICE
                         Sir, what is it? There's something 
                         you're not telling me.

                                     CRAWFORD
                              (beat)
                         Miggs has been murdered.

                                     CLARICE
                              (startled, upset)
                         Murdered...? How?

                                     CRAWFORD
                         The orderly heard Lecter whispering 
                         to him, all afternoon, and Miggs 
                         crying. They found him at bed check. 
                         He'd swallowed his own tongue... 
                         Chilton is scared stiff the family 
                         will file a civil rights lawsuit, 
                         and he's trying to blame it on you. 
                         I told the little prick your conduct 
                         was flawless.
                              (beat)
                         Starling...?

                                     CLARICE
                         I'm here, sir, I just - I don't know 
                         how to feel about it.

                                     CRAWFORD
                         You don't have to feel any way about 
                         it. Lecter did it to amuse himself. 
                         Why not, what can they do? Take away 
                         his books for awhile, and no jello...
                              (a bit softer)
                         I know it got ugly today. But this 
                         is your report, Starling - take it 
                         as far as you can. On your own time, 
                         outside of class. Now carry on.

               ANGLE ON CLARICE

               as we hear the loud CLICK of Crawford hanging up. She stares 
               at her receiver, stung by his abruptness.

                                     CLARICE
                         Well God damn it! You old creep. 
                         Creepo son of a bitch. Let Miggs 
                         squirt you and see how you like it.

               She slams her receiver into its cradle.

               ANGLE ON CRAWFORD

               as he flips aside her memo, then rises, wearily. He leaves 
               his study, flicking off the lamp, and pads away in his 
               slippers.

                                                                    CUT TO:

               INT. CRAWFORD'S BEDROOM - NIGHT

               A private nurse, in white, stands marking a clipboard chart, 
               as Crawford enters his tidy bedroom.

                                     CRAWFORD
                         I'll take over, Patricia. You get 
                         some rest.

               The nurse nods, hands him the chart, and goes. He glances at 
               it, then sets it aside. He crosses to -

               BELLA CRAWFORD

               who lies in an elevated hospital bed. Nearby are an oxygen 
               tank and mask, floral arrangements. Her breathing is shallow, 
               very labored. Crawford looks down at his comatose wife for a 
               long moment, tenderly brushes a strand of her hair back into 
               place, then bends over to kiss her forehead. SOUND UPCUT - 
               THUNDER and RAIN...

                                                               DISSOLVE TO:

               EXT. "SPLIT CITY MINI-STORAGE" - DUSK (RAINING)

               An orange neon sign, streaked with rain, identifies out 
               location. It looms over a hurricane fence, topped with barbed 
               wire. Inside, row on row of garage-sized, cinderblock sheds.

                                     MR. YOW (V.O.)
                         Unit 31 was leased for ten years. 
                         Pre-paid in full... The contract is 
                         in the name of "Miss Hester Mofet."

                                                                    CUT TO:

               EXT. STORAGE UNIT NUMBER 31 - DUSK

               Clarice, kneeling before a closed, roll-up metal door, takes 
               a FLASH photo of its sealed padlock. EVERETT YOW, a fat, 
               60ish Chinaman, holds an umbrella over them both. He looks 
               unhappy.

                                     CLARICE
                         So no one's been in here since - 
                         1980?

               She opens the padlock, using a fat ring of tagged keys, then 
               sets aside both keys and lock.

                                     MR. YOW
                         Not to my knowledge. Privacy is a 
                         great concern to my customers. But, 
                         if you say this is an FBI matter...

                                     CLARICE
                         I won't disturb anything, Mr. Yow, I 
                         promise. Be gone before you know it.

               Slinging her camera over a shoulder, she tugs at the handle, 
               but the door won't budge. Another tug, harder - no good. Mr. 
               Yow stoops to help, puffing hard, but it's firmly stuck. He 
               sighs.

                                     MR. YOW
                         We could return tomorrow, with my 
                         son. Or perhaps some workmen...?

               Clarice crosses to her Pinto, which faces the shed, reaches 
               in to turn on her headlights. Mr. Yow blinks in the sudden 
               brightness. Then she opens her truck, rummaging inside, and 
               returns with a bumper jack, a flashlight, and a rubber floor 
               mat.

                                     CLARICE
                         Would you hold these, please?

               She gives him her flashlight and camera, drops the mat on 
               the ground, then sets the bumper jack in place, under the 
               center of the door. She pumps on the jack handle as the door 
               SQUEALS slowly up, but it won't go higher than about 18 
               inches, despite all her exertions. She spreads out the rubber 
               mat on the cement, takes the flashlight from Mr. Yow, then 
               lies on the mat.

                                                                    CUT TO:

               INT. THE STORAGE SHED - DUSK (VERY DARK)

               Clarice, backlit, peers under the door. She reaches in, makes 
               a sweep with her flashlight. We catch shadowy outlines - 
               boxes, then the flattened tires of a car...

               SOUND of rain on the tin roof, and other noises, too - small 
               RUSTLINGS. Mr. Yow's chubby face appears down beside 
               Clarice's.

                                     MR. YOW
                         It smells like mice... I think I 
                         hear them, too - don't you?

               Clarice turns onto her back, starts squirming under the door.

                                     MR. YOW
                         You're going in there?

               CUT BACK TO:

               EXT. STORAGE UNIT NUMBER 31 - DUSK

               Clarice pulls her head back out again, reaching to take her 
               camera from him. She hands him a card, trying to appear 
               nonchalant.

                                     CLARICE
                         Mr. Yow, if this door should fall
                         down -ha ha! - or anything else - 
                         would you be kind enough to call 
                         this number? It's our Baltimore field 
                         office. They know you're here with 
                         me... Do you understand?

                                     MR. YOW
                         Might I suggest tucking your pants 
                         into your socks? To prevent mouse 
                         intrusion.

                                     CLARICE
                              (beat)
                         Good idea.

               CUT BACK TO:

               INT. STORAGE SHED - DUSK (VERY DARK)

               Clarice squirms, on her back, through the narrow opening. As 
               she squeezes all the way in, she snags one thigh on the metal 
               edge of the door. She curses softly, shining her flashlight 
               on her ripped khakis - there's a small streak of blood.

                                     MR. YOW (O.S.)
                         Okay, Miss Starling?

                                     CLARICE
                         Okay, Mr. Yow...

               She shines her light around. In its narrow beam, we see -

               CLARICE'S POV - UPWARD, SHIFTING

               spiderwebs, everywhere... high stacks of cardboard boxes... 
               a few dusty pieces of furniture... the big car, oddly long 
               and tall, covered with a tarp... Suddenly there's a scurrying 
               of loud MUSICAL NOTES. Clarice turns, scared, her beam 
               capturing... an old upright piano.

                                     MR. YOW (O.S.)
                         You're playing a piano, Miss Starling?

                                     CLARICE
                         That wasn't me.

                                     MR. YOW (O.S.)
                         Oh.

               Clarice crawls a bit further. There's hardly room to stand, 
               but she finally manages to wriggle upright, clawing away 
               cobwebs, next to the car. Holding her light under one arm, 
               she takes several FLASH photos of the shed's interior, ending 
               with the car. Then, slinging her camera over the shoulder, 
               she folds back the tarp, resting it on the roof. The resulting 
               clouds of dust make her cough.

               THE CAR

               is an antique beauty, a 1931 Packard. It's very dusty, despite 
               the tarp. Curtains close off the back passenger compartment, 
               but there's a narrow gap in them. More mousy RUSTLINGS.

               CLARICE

               peers in through the gap, aiming her flashlight.

               HER POV - SHIFTING

               as the thin flashlight beam picks out: the broad back seat... 
               as open album of lacy, old-fashioned Valentines... a crumpled 
               lap rug, on the floor... and then a pair of women's shiny, 
               high-heeled pumps... Above these, the hem of a fancy satin 
               evening gown - and a pair of pale, stockinged legs.

               Clarice recoils, alarmed, then steadies herself.

                                     CLARICE
                         Mr. Yow? Oh Mr. Yow...? It looks 
                         like somebody is sitting in this 
                         car.

                                     MR. YOW (O.S.)
                         Oh my! Oh my... Maybe you better 
                         come out now, Miss Starling.

                                     CLARICE
                         Not yet! - just wait for me.
                              (under the breath)
                         Maybe in about two seconds.

               She leans down with her camera, takes a FLASH through the 
               gap, then tries the door handle. Locked. So is the front 
               door. She looks around, aiming her light, and locates a tangle 
               of coat-hangers, sticking out of a carton of bric-a-brac. 
               She pulls out one of these, straightens it quickly, bends 
               the tip into a hook.

               CLOSE ANGLE

               as she jams this tool inside the join at the top of the back 
               passenger window, then fishes around till she can snag the 
               inside door latch, pulling up. A satisfying CLICK.

               Clarice opens the door - it hits stacked boxes, and won't 
               open far - then very cautiously leans inside, aiming her 
               flashlight.

               HER POV - MOVING LIGHT BEAM

               revealing more of the evening gown... a pair of hands, in 
               white, elbow-length gloves - one rests on the lap, the other 
               atop a large, beaded, drawstring evening bag... thick strands 
               of costume pearls over the breasts... and finally the white 
               neck stub of a female mannequin. No face or head.

               CLARICE

               sighs with relief. She takes a couple more FLASHES, then 
               very carefully lifts out the Valentine album, holding it by 
               the corners, and setting it atop the car. Then she eases 
               herself inside, onto the back seat, as the springs SQUEAK 
               loudly.

               ONE GLOVED HAND slides off the lap, brushing Clarice's thigh. 

               Clarice starts a bit, then pokes at the gloved arm, hard. 
               She peels back a bit of glove, revealing the white, synthetic 
               elbow. She smiles, shaking her head at her own jumpiness, as 
               she reaches over the mannequin's lap to loosen the evening 
               bag's drawstring.

               A SEVERED HUMAN HEAD stares back at her, as the beaded 
               material slides away.

               Clarice lurches back, gasping loudly, and several long, heart-
               pounding moments pass before she can make herself look more 
               closely.

               The head bobs gently in a pool of alcohol, in a laboratory 
               specimen jar. It is a man's head, but grotesquely transformed, 
               by the addition of heavy makeup, earrings, and a sodden wig, 
               into a woman's face. Over the years the makeup has smeared 
               badly, and the pupils have gone almost milky white.

               CLARICE

               staring at this terrible thing, is pleased to find herself 
               quickly regaining control. She murmurs to herself.

                                     CLARICE
                         Well, Toto, we're not in Kansas 
                         anymore.

                                                                    CUT TO:

               EXT. QUINN'S HOSPITAL - PARKING LOT - NIGHT (RAINING)

               A loud clap of THUNDER, as a flash of LIGHTNING illuminates 
               the eerie towers and barred windows of the asylum.

               MOVING ANGLE on Clarice as she climbs from her car, runs 
               through heavy rain towards the main entrance, where a guard 
               admits her.

                                                                    CUT TO:

               INT. DR. LECTER'S CELL AND CORRIDOR - NIGHT (DIM LIGHT)

               On a noiseless TV screen, an evangelist rants, waving his 
               arms. Behind him, a swaying choir in gaudy robes.

                                     CLARICE (O.S.)
                         It's an anagram, isn't it, Doctor?

               PAN TO Clarice, with her wet hair plastered flat, sitting on 
               the corridor floor to one side of this TV, which has been 
               stationed so that Dr. Lecter cannot avoid seeing it.

                                     CLARICE
                         Hester Mofet... "The rest of me." 
                         Miss The-Rest-of-Me... Meaning, you 
                         rented that place.

               HER POV

               he's lost in shadows; we can't see him. He doesn't respond.

               CUTTING BETWEEN THEM

               Clarice and the darkened call - as she tries again.

                                     CLARICE
                         You put those - things in there. 
                         Paid for it in advance, ten years 
                         ago... Why, Dr. Lecter?

               The food carrier suddenly SWISHES out of the cell, making 
               her jump up. In its tray is a clean, folded white towel. She 
               hesitates, then crosses, takes this.

                                     CLARICE
                         Thank you.

               She sits again, rubbing her wet hair. When he finally speaks, 
               he's on the floor, too - a deeper, hunching darkness in the 
               shadows, occasionally striped by the flickering TV light.

                                     DR. LECTER
                         Your bleeding has stopped.

                                     CLARICE
                         How did -
                              (she stops herself)
                         It's nothing. A scratch.

                                     DR. LECTER
                         Why don't you ask me about Buffalo 
                         Bill?

                                     CLARICE
                              (surprised, a beat)
                         Why? Do you know something about 
                         him?

                                     DR. LECTER
                         I might if I saw the case file. You 
                         could get that for me.

                                     CLARICE
                         Why don't you tell me about "Miss 
                         Mofet?" You wanted me to find him. 
                         Or do I have to wait for the lab?

                                     DR. LECTER
                              (sighs)
                         His real name is Benjamin Raspail. A 
                         former patient of mine, whose romantic 
                         attachments ran to, shall we say, 
                         the exotic...? I didn't kill him, 
                         merely tucked him away. Very much as 
                         I found him, in that ridiculous car, 
                         in his own garage, after he's missed 
                         three appointments. You'd have him 
                         under "Missing Person" - which, in 
                         poor Raspail's case, could hardly be 
                         more true.

                                     CLARICE
                         If you didn't kill him, then who 
                         did?

                                     DR. LECTER
                         Who can say...? Best thing for him, 
                         really. His therapy was going nowhere.

                                     CLARICE
                         Wouldn't it have been easier to just 
                         leave him for the police to find?

                                     DR. LECTER
                         And have them clomping about in my 
                         life? Oh dear, no... At that time I 
                         still had certain private amusements 
                         of my own.
                              (beat)
                         How did you feel when you saw him, 
                         Clarice? May I call you Clarice?

                                     CLARICE
                         Scared, at first. Then - exhilarated.

                                     DR. LECTER
                         Ahhh... Why?

                                     CLARICE
                         Because you weren't wasting my time.

                                     DR. LECTER
                         Do you have something you use, when 
                         you need to get up your courage? 
                         Memories, tableaux... scenes from 
                         your early life?

                                     CLARICE
                         I don't know. Next time I'll have to 
                         check.

                                     DR. LECTER
                         Jack Crawford is helping your career, 
                         isn't he? Apparently he likes you. 
                         And you like him, too.

                                     CLARICE
                         I never thought about it.

                                     DR. LECTER
                         Your first lie to me, Clarice. How 
                         sad. Tell me - do you think Crawford 
                         wants you, sexually? True, he's much 
                         older, but - do you think he 
                         visualizes... scenarios, exchanges...? 
                         Fucking you?

                                     CLARICE
                         That doesn't interest me, Doctor. 
                         And it's the sort of thing Miggs 
                         would ask.

                                     DR. LECTER
                         Not anymore.
                              (beat)
                         Surely the odd confluence of events 
                         hasn't escaped you, Clarice. Crawford 
                         dangles you before me. Then I give 
                         you a bit of help. Do you think it's 
                         because I like to look at you, and 
                         imagine how good you would taste...?

                                     CLARICE
                         I don't know. Is it?

                                     DR. LECTER
                         Or doesn't this all begin to suggest 
                         to you a kind of... negotiation? 
                         There's something Crawford can give 
                         me, and I want to trade for it. I 
                         even wrote to him, offering my help. 
                         But he hates me, so he won't deal 
                         directly.

               Dr. Lecter slowly turns up the rheostat in his cell. As his 
               lights rise, we see that the cell's been stripped bare. Gone 
               are his books, drawings, mattress - even his toilet seat. 
               She stands, too, startled. They face each other.

                                     DR. LECTER
                         Punishment, you see. For Miggs. Just 
                         like that gospel program. When you 
                         leave, they'll turn the volume way 
                         up. Chilton does enjoy his petty 
                         torments.

                                     CLARICE
                         Who killed Raspail, Doctor...? You 
                         know, don't you?

                                     DR. LECTER
                         I've been in this room for eight 
                         years, Clarice. I know they will 
                         never, ever let me out while I'm 
                         alive. What I want is a view. I want 
                         a window where I can see a tree, or 
                         even water. I want to be in a federal 
                         institution, away from Chilton - and 
                         I want a view. I'll give good value 
                         for it. Crawford could do that for 
                         me, but he won't. You persuade him.

                                     CLARICE
                              (almost a whisper)
                         Who killed your patient?

                                     DR. LECTER
                         Oh, a very naughty boy. Someone you 
                         and Jack Crawford are most anxious 
                         to meet.

                                     CLARICE
                         Buffalo Bill...?
                              (incredulous)
                         Bill killed him, all those years 
                         ago...? That's impossible.

               But Dr. Lecter only smiles, enigmatically.

                                     DR. LECTER
                         Who is he stalking right now, Clarice? 
                         I wonder, don't you? How many more 
                         young women will have to die, before 
                         you trade with me...?

               As Clarice stares at him, unsure how to respond -

                                                               DISSOLVE TO:

               INT. CATHERINE MARTIN'S APARTMENT - MEMPHIS, TENNESSEE - 
               NIGHT

               CATHERINE MARTIN takes a long toke from a bong pipe. She is 
               21, a tall, big-boned, rather fleshy girl with long brown 
               fair. Her head is on the lap of her boyfriend, CODY; they're 
               sprawled on a couch in the den of her well-furnished 
               apartment. The TV in on, with low SOUND.

                                     CATHERINE
                         This stuff's givin' me the munchies. 
                         Where's that bag of popcorn?

                                     CODY
                         Shit. Left the groceries in the car.

               He starts to rise, but she pushes him back.

                                     CATHERINE
                         'S okay, I'll go.

               She rises, goes out the front door.

                                                                    CUT TO:

               EXT. PARKING LOT - THE APARTMENT COMPLEX - NIGHT

               Catherine straightens, with her bag of groceries, shutting 
               her car's back door. She sees, a short distance away -

               A MAN

               standing at the open rear door of a brown panel truck. His 
               right forearm is in a cast and sling; he is struggling, 
               unsuccessfully, to hoist an armchair into the truck. Parked 
               nearby, other cars, RVs, a boat on a trailer. A thin, breast-
               high fog fills the lot; arc lights make yellow pools. 

               Catherine hesitates, then crosses towards the man.

                                     CATHERINE
                         Help you with that?

                                     MAN
                         Would you? Thanks.

               His voice is odd, strained, very soft. A fog lamp, set on 
               end on the ground, distorts his features from below. We can't 
               get a good glimpse of his face, but his body is plump, above 
               average height; he's in his mid 30's. She sets down the bag, 
               then together they easily lift the chair into the truck.

                                     MAN (O.S.)
                         Let's slide it up, you mind?

                                                                    CUT TO:

               INT. THE PANEL TRUCK - NIGHT

               He climbs inside the truck, ducking under a small hand winch, 
               and grabs the chair. She hesitates again, but climbs in after 
               him; together they slide the chair forward, behind the seats.

                                     MAN
                         Are you about a size 14?

                                     CATHERINE
                              (surprised)
                         What?

               Suddenly, in the shadowy dark, he clubs her over the back of 
               her head with his cast. She moans, slumps unconscious, sliding 
               off the armchair to lie on her stomach. He pulls off his 
               cast and sling, tosses them aside, then hops out of the truck, 
               grabs his lamp, climbs back inside, and pulls the door shut. 
               He bends over her face with the lamp.

               We hear her shallow BREATHING.

                                     MAN
                         Good.

               He peels back the collar of her blouse, reading the size 
               tag.

                                     MAN
                         Good.

               He carefully slits her blouse up the back, with a pair of 
               bandage scissors, peeling apart the two halves. There's no 
               bra strap. He strokes her bare skin delicately, very happily.

                                     MAN
                         Gooood...

                                                                    CUT TO:

               EXT. THE PARKING LOT - NIGHT

               LOW ANGLE - CLOSE - on Catherine's grocery bag, as her blouse 
               is tossed out beside it. SOUND of the truck's motor starting. 
               The truck backs up, one rear wheel knocking over the bag, 
               partly squashing it. Then is drives away, taillights 
               shrinking, as a lone orange rolls slowly away from the bag...

                                                               DISSOLVE TO:

               INT. FBI ACADEMY CLASSROOM - QUANTICO - DAY

               CLOSE ON a large video screen, where a BLURRY image gradually 
               sharpens, resolving into two separate pieces of fabric.

                                     INSTRUCTOR (O.S.)
                         Electron microscopy reveals fiber 
                         "signatures" that are nearly as 
                         distinct as fingerprints...

               Clarice sits at a long table, with other trainees. Ardelia 
               is beside her. Other tables and students in the background. 
               Each trainee has his own microscope. Clarice is tired, but 
               straightens, hearing -

                                     INSTRUCTOR (O.S.)
                         Both of these blouses were worn by 
                         victims of Buffalo Bill. They were 
                         found in two different states, and 
                         four months apart. He always slits 
                         them up the back, like a funeral 
                         suit...

               ON THE SCREEN

               successively CLOSER VIEWS of the cut fabric edges, until we 
               are seeing individual threads, big as tree limbs. The cuts 
               match.

                                     INSTRUCTOR (O.S.)
                         The bunching you see - this 
                         compression - is characteristic of 
                         scissor cuts, rather than a single 
                         blade. And, as you see - Bill always 
                         uses the same pair...

               ANGLE ON THE DOOR

               as John Brigham, the gunnery instructor, sticks his head in.

                                     BRIGHAM
                         Clarice Starling! Are you in here?

                                                                    CUT TO:

               INT. HALLWAY - CLASSROOM BUILDING - DAY

               Clarice and Brigham walk briskly down the hall, passing other 
               trainees. He carries a small canvas bag.

                                     BRIGHAM
                         Get your field gear, take stuff for 
                         overnight. You're goin' with Crawford.

                                     CLARICE
                         Where?

                                     BRIGHAM
                         Some fishermen in West Virginia found 
                         an unidentified girl's body. It's a 
                         Buffalo Bill-type situation. Been in 
                         the water about a week, and Jack 
                         needs somebody that can print a 
                         floater. Think you can handle it?

                                     CLARICE
                              (thinking quickly)
                         I'll need the big fingerprint kit... 
                         and the one-to-one Polaroid, the CU-
                         5, with film packs and batteries.

                                                                    CUT TO:

               INT. BRIGHAM'S JEEP CHEROKEE - DAY (DRIVING)

               Brigham steers as they pass hangars, parked planes, an 
               airstrip. Clarice holds a big fingerprint kit and a weekend 
               bag.

                                     BRIGHAM
                         Jack's pretty tough on you, isn't 
                         he? Impatient...

                                     CLARICE
                         Sometimes.

                                     BRIGHAM
                         He's got a lot on his mind besides 
                         Buffalo Bill... His wife, Bella, is 
                         real sick. Comatose... I'm tellin' 
                         you about it now, 'cause he may never.

               Clarice absorbs this in silence as they stop near an ancient, 
               rather dilapidated Beechcraft. Its door is open, the twin 
               props and beacons already turning. Brigham turns to her, 
               holding out his small canvas bag.

                                     BRIGHAM
                         You're goin' in the field, so you 
                         gotta have full kit. Take this - 
                         it's my own...

               Clarice opens the bag, stares at the big blue gun nestled in 
               its shoulder holster. She looks up at him, touched.

                                     BRIGHAM
                         Wear it, don't ever leave it in your 
                         purse. Dry fire it whenever you get 
                         the chance. And do your exercises.

                                     CLARICE
                         I will... I promise.

                                     BRIGHAM
                         Listen, I hope you never need a thing 
                         I've taught you. But you've got 
                         something... Jack sees it, I do too. 
                         If you ever need to, you can shoot.

               She nods, climbs out. Then she looks back in at him. They're 
               both moved by this rite of passage, but a little embarrassed.

                                     BRIGHAM
                         Bless you, Starling...

                                                                    CUT TO:

               INT. BEECHCRAFT PLANE - DAY (FLYING)

               CLARICE'S POV - Out the plane's window, at the landscape far 
               below. Wisps of cloud, a quilt of farms.

               Clarice turns from the window, looks at a think folder in 
               her lap. The cover reads "Case File: / BUFFALO BILL." Clarice 
               is moody, distracted. She hesitates, then opens the file, 
               begins to scan.

               INSERTS - HER POV

               Police forms, some handwritten... Typed lab reports; we catch 
               words, phrases: "Autopsy Protocols", "Histamine Analysis"... 
               Grainy enlargements of bullet slugs, showing matched 
               grooves... And then a stack of victim photos. The first one, 
               taken from a good distance away, shows a nude female body, 
               face down on a pebbly riverbank, surrounded by bits of litter.

               Clarice hesitates again, then flips this photo to look at 
               the next. It makes her flinch, just slightly. Quickly she 
               turns through several more photographs, trying hard to 
               concentrate.

                                     CRAWFORD (O.S.)
                         He keeps them alive for three days.

               NEW ANGLE

               shows Crawford standing over her, swaying with the plane's 
               motion. Behind him, the open cockpit door, the pilot's back. 
               Crawford sits, removing sunglasses. He rubs his eyes.

                                     CRAWFORD
                         Why, we don't yet know... There's no 
                         evidence of rape or physical abuse 
                         prior to death. All the mutilation 
                         you see there is post-mortem.
                              (a beat; he glances 
                              at her)
                         I'm hot, are you hot? Bobby, it's 
                         too damned hot back here...

               The pilot adjusts a valve. Crawford turns to her again.

                                     CRAWFORD
                         So. Three days. Then he shoots them,
                         skins them - usually just the torsos - 
                         and dumps them. Each body in a 
                         different river, in a different state, 
                         downstream from an interstate highway. 
                         The water leaves us no fingerprints, 
                         fibers, DNA fluids - no trace evidence 
                         at all. That's Fredrica Bimmel, the 
                         first one...

               A COLOR PHOTO - IN CLARICE'S HANDS

               shows a pretty, plump-cheeked brunette, in her high school 
               graduation cap and gown. She smiles at us with touching 
               optimism.

                                     CRAWFORD (O.S.)
                         A big girl, like all the rest. Went 
                         about 160... Her corpse was the only 
                         one he took the trouble to weight 
                         down, so actually, she was the third 
                         girl found. After her, he got lazy...

               NEW ANGLE

               as Clarice stares at the girl's face, moved. Crawford pulls 
               a map from the file, spreads it out. It shows the central 
               and eastern U.S., with widely-spaced, hand-drawn markings.

                                     CRAWFORD
                         Blue square for Belvedere, Ohio, 
                         where the Bimmel girl was abducted. 
                         Blue triangle where her body was 
                         found - down here in Missouri. Same 
                         marks for the other four girls, in 
                         different colors. This new one, 
                         today... washed up here.
                              (he marks with a Flair 
                              pen)
                         Elk River, in West Virginia, about 
                         six miles below U.S. 79. Real boonies.

                                     CLARICE
                         There's no correlation at all between 
                         where they're kidnapped and where 
                         they're found...?
                              (he shakes his head)
                         What if - what if you trace the 
                         heaviest-traffic routes backwards 
                         from the dump sites? Do they converge 
                         at all?

                                     CRAWFORD
                         Good idea, but he thought of it, 
                         too. We've run simulations, using 
                         different vectors and the best dates 
                         we can assign. You put it all in the 
                         computer, and smoke comes out. No, 
                         this one is different. This one has 
                         seen us coming...

                                                                    CUT TO:

               INT. RENTAL CAR - DAY (DRIVING)

               Crawford steers, following a highway patrol car along a 
               winding mountain road. Clarice has the file open on her lap. 
               He glances at her, inscrutable behind his sunglasses.

                                     CRAWFORD
                         Talk about him, Starling. Tell me 
                         what you see.

                                     CLARICE
                              (choosing her words 
                              carefully)
                         He's a white male... Serial killers 
                         tend to hunt within their own ethnic 
                         group. And he's not a drifter - he's 
                         got his own house, somewhere. Not an 
                         apartment.

                                     CRAWFORD
                         Why?

                                     CLARICE
                         What he does with them - takes 
                         privacy... Time, tools... He's in 
                         his 30's or 40's - he's got real 
                         physical strength, but combined with 
                         an older man's self-control. He's 
                         cautious, precise, never impulsive... 
                         This won't end in suicide, like they 
                         often do.

                                     CRAWFORD
                         Why not?

                                     CLARICE
                         He's got a real taste for it now. 
                         And he's getting better at his work.

                                     CRAWFORD
                              (a beat; impressed)
                         Maybe you've got a knack for this... 
                         I guess we're about to find out.

                                     CLARICE
                              (quietly, evenly)
                         Like I have a "knack" for Dr. Lecter?

               He studies her a few moments, measuring her anger.

                                     CRAWFORD
                         Okay, Starling. Let's have it.

                                     CLARICE
                         You haven't said a word today about 
                         that garage. Or what I found there.

                                     CRAWFORD
                         What should I say? You did fine work. 
                         We'll wait on the lab.

                                     CLARICE
                         You knew. You knew from the start 
                         that Lecter held the key to this... 
                         But you weren't up front with me. 
                         You sent me in to him naked.

                                     CRAWFORD
                              (beat)
                         Are you finished?

                                     CLARICE
                         He starts this - buzzing in me, in 
                         my head. He makes me feel violated... 
                         You used me, Mr. Crawford.

               A shadow of regret passes over his face, but he answers 
               sternly.

                                     CRAWFORD
                         Number One. Maybe there's a 
                         connection, maybe not. Lying and 
                         breathing are the same thing to 
                         Lecter. Number Two. If I'd sent you 
                         in there with something to hide from 
                         him, he'd have known it, instantly. 
                         He'd never have trusted you.

               She starts to answer, then is silent. He is right.

               By now the two cars are entering a tidy little town - tree-
               lined streets, wooden houses, one-story shops, mountains in 
               the background. They slow, turn.

                                     CRAWFORD
                         Number Three, I didn't bring you 
                         along today just because you can do 
                         first-rate forensics. If Lecter is 
                         becoming part of this case, you've 
                         got the most current read on him. 
                         And Number Four - you don't have to 
                         like me, or the way I do things. But 
                         you do have to keep a cool head. 
                         Especially now... Because from here 
                         on out, you'll know everything I do. 
                         Are we straight on that?

               Clarice nods, silently; it's as close to an apology as she's 
               likely to get. She stares out the windshield.

               JUST AHEAD OF THEM

               the highway patrol cruiser noses into a curb, next to other 
               police cars, facing a big white frame house. Its sign reads 
               "Potter Funeral Home." Two troopers climb from the car.

               Crawford parks too, then kills the engine. He turns to her, 
               removing his sunglasses, gestures to the case file.

                                     CRAWFORD
                              (softly)
                         You think about him long enough, you 
                         get a feel for him... Then, if you're 
                         lucky, out of all the stuff you know, 
                         one little part of it tugs at you, 
                         tries to get your attention... You 
                         let me know when that happens, 
                         Starling. Live right behind your 
                         eyes, today. Don't try to impose any 
                         patterns on this guy. Just stay open 
                         and let him show you...

               One of the troopers, impassive in his sunglasses and hat, 
               peers in through Crawford's window. Crawford nods to him, 
               then turns back to Clarice.

                                     CRAWFORD
                         School's out, Starling.

                                                                    CUT TO:

               EXT. SIDEWALK OF THE FUNERAL HOME - POTTER, WEST VA. - DAY

               SOUND of organ music, as Clarice, carrying her fingerprint 
               kit, mounts some steps to the sidewalk. She stops, seeing -

               COUNTRY PEOPLE

               in their somber best, filing into the mortuary for a service. 
               The music - "Shall We Gather At The River?" - is issuing 
               from the open double doors. Several of the mourners glance 
               over at her curiously.

               ANGLE ON CLARICE

               staring back at the mourners, hearing the music, as a sense 
               memory is triggered in her...

               IN FLASHBACK - LOW ANGLE, MOVING

               as we approach, down the aisle of a country chapel, an open 
               wooden coffin. Sad country faces turn, looking at us from 
               the flanking pews. The b.g. organ hymn is "Shall We 
               Gather...?"

               THE SAD, 10 YEAR-OLD CLARICE

               in her best dress, is reluctantly approaching the casket. 
               Her hands are held by the plump hands of unseen matrons.

               CHILD'S POV

               on the looming coffin... closer and closer... until finally 
               she can see, lying inside it... her dead father, arms folded, 
               his marshal's badge still pinned to his lapel.

                                     CRAWFORD (V.O.)
                         Starling...?

               NEW ANGLE (PRESENT DAY)

               as the grownup Clarice turns towards the impatient Crawford. 
               Like her, he carries a large case.

                                     CRAWFORD
                         We're around back.

                                                                    CUT TO:

               INT. FUNERAL HOME - BACK CORRIDOR - DAY

               A young deputy, several state troopers, and a SHERIFF are 
               all waiting, as Crawford and Clarice enter. The dim, cluttered 
               corridor doubles as storage space - there's a treadle sewing 
               machine, a soft-drink machine, a tricycle. The MUSIC is 
               closer. Crawford shakes hands with the sheriff.

                                     CRAWFORD
                         Sheriff Perkins? Jack Crawford, FBI... 
                         This is Officer Starling. We 
                         appreciate your phoning us.

                                     SHERIFF
                              (grim, unsociable)
                         I didn't call you. That was somebody 
                         from the state attorney's office... 
                         'For you do a thing else, I'm gon' 
                         find out if this girl's local. It 
                         could just be somethin' that outside 
                         elements has dumped on us.

               He casts a sidelong, unhappy glance at Clarice.

                                     CRAWFORD
                         Well sir, that's where we can help. 
                         If -

                                     SHERIFF
                         I don't even know you, Mister... Now 
                         we'll extend you ever courtesy, just
                         soon as we can, but for right now -

                                     CRAWFORD
                         Sheriff, this, ah - this type of sex 
                         crime has some aspects I'd rather 
                         discuss just between the two of us. 
                         Know what I mean?

               He indicates Clarice with his eyes. The sheriff hesitates, 
               nods, then lets Crawford guide him into a small office, 
               closing the door behind them. Muffled WORDS from there.

               CLARICE

               burning at this slight, is left alone with the troopers, who 
               peek at her with shy curiosity. She pulls her blazer a bit 
               tighter, self-conscious about her bulging shoulder holster.

               ANGLE ON THE OFFICE DOOR

               as, after a few more moments, the sheriff and Crawford emerge. 
               The sheriff, still not very happy, addresses his deputy.

                                     SHERIFF
                         Oscar, run fetch Dr. Akin from the 
                         chapel. And tell Lamar to come on 
                         when he's done playin' that music.

                                                                    CUT TO:

               INT. EMBALMING ROOM - DAY

               Crawford, in one corner of the room, has set up a Litton 
               Policefax fingerprint transmitter. SOUND of many men's low 
               voices, in background. He is on the phone, and has to speak 
               loudly.

                                     CRAWFORD
                         I need a six-way linkup! Chicago, 
                         Detroit, Cleveland, St. Louis, 
                         Atlanta, and Dallas... What?... Can 
                         you hear me...?

               He looks around, frustrated by the noisy circus atmosphere.

               CLARICE

               is pulling on a pair of surgical gloves. She raises her voice, 
               turning up her natural accent by several notches.

                                     CLARICE
                         Gentlemen. You officers and gentlemen! 
                         Listen here a minute, please. There's 
                         things I need to do for her...

               WIDER ANGLE

               as we see that the small room is very crowded with deputies 
               and troopers. They gradually fall silent, looking at her.

                                     CLARICE (O.S.)
                         Y'all brought her this far, and I 
                         know her folks would thank you if 
                         they could. Now please - go on out 
                         and let me take care of her... Go 
                         on, now.

               The men look at one another, a little bashfully, then begin 
               to to file out, whispering among themselves. As they go, a 
               bright green body bag is REVEALED, tightly zipped, lying on 
               a porcelain embalming table. It is almost the only modern 
               object in this Victorian room, with its glass-paned cabinets 
               and faded wallpaper, decorated with cabbage roses.

               FAVORING CRAWFORD

               as he looks at Clarice with a new degree of respect. Men 
               brush by him, till finally only two are left: DR. AKIN, a 
               family g.p., and LAMAR, a lean, whiskey-reddened mortician. 
               SOUND of the door closing. Lamar dabs around his nostrils 
               with Vicks VapoRub.

                                     CRAWFORD
                              (on phone)
                         We're starting. Tell everybody to 
                         stand by for fingerprint transmission.

               CLARICE

               at a side counter, has turned back to her open fingerprint 
               kit. She is lifting out a camera when she hears the ZIPPER 
               of the body bag being slowly opened, behind her...

               One gloved hand flies to her mouth as she reacts, 
               involuntarily, to the sudden smell. She blinks at her 
               reflection in the cabinet glass, then steels herself to turn, 
               look at the corpse.

                                     CLARICE
                              (pause; softly)
                         Bill...

               She steadies herself by raising her camera, takes a FLASH 
               photo.

               LOW ANGLE - LOOKING UP, FROM BENEATH TABLE

               as Dr. Akin gently lifts aside one of the dead girl's arms. 
               A piece of fishing line, with multiple hooks, is still snagged 
               around it, dangling. Crawford leans in for a closer look.

                                     DR. AKIN
                         Wrongful death... She'll have to go 
                         to the state pathologist at Claxton 
                         when you're done.
                              (Crawford nods)
                         I better - get on back for the rest 
                         of that service. Lamar'll help you.
                              (shaken)
                         Lord almighty...

               He leaves, and Clarice leans INTO SHOT, taking another photo.

                                     CRAWFORD
                         What do you see, Starling?

                                     CLARICE
                         Well, she's not local. Her ears are 
                         pierced three times each, and she's 
                         wearing green glitter nail polish. 
                         Looks like town to me...

               CLOSE ANGLE

               on the calf of one of the girl's legs, as Clarice trails the 
               inside of her bare wrist along the skin.

                                     CLARICE (O.S.)
                         She waxed her legs, I think... A big 
                         girl, just like the others - but she 
                         was careful about her appearance...

               UPWARD ANGLE AGAIN

               as Lamar joins them for a closer look.

                                     CLARICE
                         Two of the fingernails are broken 
                         off, and there's - dirt or grit under 
                         the others. She tried to claw her 
                         way through something... I'll scrape 
                         out samples after I've printed her.

               She takes another FLASH, then quickly reloads film.

                                     LAMAR
                         Them fishhooks are set too close 
                         together. No wonder the Franklin 
                         boys was scared to say they found 
                         her.

                                     CLARICE
                         Think they were runnin' a trotline?

               Crawford and Lamar both look at her curiously.

                                     CLARICE
                              (to Crawford)
                         It's a Fish and Game violation. Like 
                         poaching. There's a big fine.

                                     LAMAR
                         Right... Are you from around here?

                                     CLARICE
                         They do it lots of places.

                                     CRAWFORD
                         Get photos of her teeth. Then we'll 
                         fax her fingerprints to Washington, 
                         try to trace her through Missing 
                         Persons.

               SIDE ANGLE - CLOSE ON THE DEAD GIRL'S FACE

               staring blue eyes, short reddish hair. Clarice sets the 
               Polaroid, with its special attachments, against the face, 
               while Lamar gently retracts the lips. Each time the camera 
               FLASHES, there's a bright glow inside the cheeks.

               NEW ANGLE - CHEST HIGH

               as Clarice examines a developing print.

                                     CLARICE
                         She's got something in her throat.

               She hands the print to Crawford; he and Lamar look at it, as 
               she searches in her kit.

                                     LAMAR
                         When a body comes out of the water, 
                         alots of times there's like, leaves 
                         and things in the mouth.

               Clarice holds up a pair of forceps. She glances at Crawford, 
               who nods. She bends over, partially OUT OF SHOT, and after a 
               few moments reappears, holding up a small, brown cylindrical 
               object. She turns this in the air, as they all stare.

                                     CRAWFORD
                         What is it - some kind of seed pod?

                                     LAMAR
                         Nawsir, that's a bug cocoon. But how 
                         come that to get way down in there? 
                         'Less somebody shoved it in...

               Clarice and Crawford exchange a glance.

                                     CRAWFORD
                         She'll be easier to print if we turn 
                         her over. Lamar, will you give me a 
                         hand?

                                     LAMAR
                         Yessir, I will. Clarice takes a jar 
                         from her kit, carefully drops the 
                         cocoon inside.

               SOUND of the men's heavy efforts as they turn over the body, 
               off screen. She seals the jar, staring into it at the cocoon.

                                     CRAWFORD (O.S.)
                         Starling - what do you make of these?

               She turns to look.

               HER POV

               low on the corpse's back, over the shoulders, two neat, 
               triangular patches of skin are missing.

               NEW ANGLE - TWO SHOT

               as Clarice looks at Crawford.

                                     CLARICE
                         I don't know. I didn't see those on 
                         any of the other girls...

                                     CRAWFORD
                         They weren't there. Get close-ups.

               Clarice raises her camera, leans in for another FLASH.

                                                                    CUT TO:

               EXT. BACK STEPS OF THE FUNERAL HOME - DAY

               Clarice sits outside, with her head on her knees, drained. 
               She looks up wanly as Lamar appears, offers her a can of 
               Coke.

                                     CLARICE
                         Thanks, I'm not thirsty.

                                     LAMAR
                         No, hold it under your chin, there, 
                         and on your temples. Cold'll make 
                         you feel better. It does me.

               She smiles, touched, and takes the can. When Lamar sees 
               Crawford coming outside, he tactfully departs. Crawford sits 
               beside her; there's a brief silence. She soothes herself 
               with the can.

                                     CRAWFORD
                         When I told that sheriff we shouldn't 
                         talk in front of a woman, that really 
                         burned you, didn't it?
                              (she is silent)
                         That was just smoke, Starling, I had 
                         to get rid of him. You did well in 
                         there.

                                     CLARICE
                         It matters, Mr. Crawford... Other 
                         cops know who you are. They look at 
                         you to see how to act... It matters.

                                     CRAWFORD
                              (beat)
                         Point taken.

               She looks at him a moment, then offers the can. He opens it.

                                     CRAWFORD
                         When we get back, I want you to run 
                         that bug by the Smithsonian, see if 
                         they can identify it. Maybe it's got 
                         some limited range, or it only breeds 
                         at certain times of year... You found 
                         it, Starling, you deserve the credit.

                                     CLARICE
                         I'm wondering if he's done that before - 
                         placed a cocoon, or an insect. It 
                         would be easy to miss in an autopsy, 
                         especially with a floater... Can we 
                         check back on that?

                                     CRAWFORD
                              (shakes his head)
                         The other girls are in the ground. 
                         Exhumations are upsetting for the 
                         families. I'll do it if I have to,
                         but -

                                     CLARICE
                         Then have the lab check Raspail's 
                         head.
                              (he looks at her)
                         Dr. Lecter's patient - have them 
                         probe his soft-palette tissues... 
                         They'll find another cocoon.

                                     CRAWFORD
                         You seem pretty sure of that.

                                     CLARICE
                         Raspail was killed by the same man 
                         who's killing these girls. And Lecter 
                         knows him. Maybe even treated him... 
                         You think so, too, don't you? Or 
                         you'd never have sent me to that 
                         asylum.

               He looks at her for a moment, then sips again.

                                     CRAWFORD
                         Before we caught him, Lecter had a 
                         big psychiatric practice in Baltimore. 
                         But he traveled all over the country - 
                         teaching, consulting... Christ, even 
                         testifying in murder trials. Who 
                         knows how many potential psychos he 
                         turned loose, just for the fun of 
                         it...?

                                                               DISSOLVE TO:

               INT. MR. GUMB'S CELLAR - DAY (DIM LIGHT)

               A shadowy male figure looks down at us, leaning over the 
               edge of a deep hole. He holds a little white poodle in his 
               arms, stroking it. This is MR. GUMB, aka "Buffalo Bill."

                                     MR. GUMB
                              (softly)
                         Rub the cream on your skin. Rub it 
                         in gooood...

               CATHERINE MARTIN

               looks up at him. She is standing on the cement bottom of the 
               pit, or oubliette, about 15 feet below floor level. The pit 
               is bare, except for a futon and a plastic toilet bucket, 
               from which a thin string rises up to the basement. She's 
               soaking wet, in an orange jumpsuit, and holds a squeeze bottle 
               of skin lotion. She struggles to sound calm.

                                     CATHERINE
                         Mister... my family will pay cash. 
                         Whatever ransom you're askin' for,
                         they -

               REVERSE ANGLE - UP TOWARDS MR. GUMB

                                     MR. GUMB
                         Rub it in! Or you'll get the hose 
                         again.

               The little dog squirms in his arms, BARKING excitedly.

                                     MR. GUMB
                         Yes, it will, Precious, won't it? It 
                         will get the hose!

               SIDE ANGLE - AT PIT BOTTOM

               as Catherine kneels, turning slightly away from him.

                                     CATHERINE
                              (under her breath)
                         Oh God... oh God...

               She unzips her jumpsuit, part-way, then squeezes some of the 
               lotion onto a palm. She reaches inside her suit, rubs it on.

                                     CATHERINE
                         Mister, if you let me go, I won't 
                         press charges, I promise. You've 
                         only had me here a couple days, and -

                                     MR. GUMB (O.S.)
                         No. Just one day...

                                     CATHERINE
                         Is that all...? See - see, my mom is 
                         a real important woman... Well, I 
                         guess you already know that. She'll 
                         pay you, no questions asked. Whatever 
                         cause you represent - Iran, Palestine - 
                         she'll see that -

               A sudden blinding glare of light silences her. She looks up, 
               shielding her eyes.

               HER POV

               a floodlamp is descending, attached to a small basket.

                                     MR. GUMB
                         Put the bottle in the basket. No 
                         funny business, or you'll be sorry...

               NEW ANGLE - CATHERINE

               as the basket stops, and she steadies it. But as she slips 
               the bottle in, she sees something, O.S., just at the fringe 
               of the light. She hesitates, looks closer... then begins to 
               scream, hysterically, again and again. Her outflung hand 
               hits the lamp, and in its swaying glare, we see - high on 
               the concrete walls, all around her -

               BLOODY FINGER TRACKS

               dried now, brownish - left by many pairs of frenzied hands...

                                                                    CUT TO:

               INT.CLARICE'S DORM ROOM - FBI ACADEMY - DAWN

               Clarice is at her desk, exercising her right hand with the 
               grip flexer, while simultaneously studying a thick law book. 
               Ardelia sticks her head in the door, excited.

                                     ARDELIA
                         You better come see this.

                                                                    CUT TO:

               INT. RECREATION ROOM - FBI ACADEMY - DAWN

               CLOSE ON a TV screen, filled with a photo of Catherine Martin.

                                     TV ANCHOR (V.O.)
                         ...was listed at first simply as a 
                         missing person, but is now believed 
                         to have been kidnapped by the serial 
                         killer known only as "Buffalo Bill."

               The photo disappears, replaced by the TV ANCHOR himself.

                                     TV ANCHOR
                         Memphis Police sources indicate that 
                         the missing girl's blouse has been 
                         identified, sliced up the back, in 
                         what has become a kind of grim calling 
                         card. Young Catherine Martin, as 
                         we've said, is the only daughter of 
                         U.S. Senator Ruth Martin -

               CLARICE

               looks at Ardelia, surprised. Other trainees are drifting 
               into the rec room, some whispering among themselves. Clarice 
               stares back at the TV intently.

                                     TV ANCHOR (O.S.)
                         ...the Republican junior senator 
                         from Tennessee. And while her 
                         kidnapping is not at this point 
                         considered to be politically 
                         motivated, nevertheless it has stirred 
                         the government -

               BACK ON THE TV ANCHOR

                                     TV ANCHOR
                         ...to its highest levels, the 
                         president himself being said to be, 
                         and I quote, "intensely concerned." 
                         Just moments ago, Senator Martin 
                         made this dramatic personal plea...

               SENATOR MARTIN (TV FOOTAGE)

               fills the screen, in a halo of lens flare, as she speaks to 
               a jostling crowd of reporters on the front steps of her 
               Georgetown home. A tall woman, late 40's, with a strong, 
               taut face.

                                     SEN. MARTIN
                         I'm speaking now to the person who 
                         is holding my daughter. Her name is 
                         Catherine... You have the power to 
                         let Catherine go, unharmed. She's 
                         very gentle and kind - talk to her 
                         and you'll see. Her name is 
                         Catherine...

               Clarice is moved by what she sees. Other trainees are all 
               around her.

                                     CLARICE
                              (whispers)
                         Boy, is that smart...

                                     ARDELIA
                         Why does she keep repeating the name?

                                     CLARICE
                         Somebody's coaching her... They're 
                         trying to make him see Catherine as 
                         a person - not just an object.

               ON THE TV AGAIN

                                     SEN. MARTIN
                         You have a chance to show the whole 
                         world that you can be merciful, as
                         well as strong. Please - I beg you - 
                         release my Catherine...

               NEW FOOTAGE

               as we see (NIGHT, TELEPHOTO) - a taped-off section of 
               Catherine's parking lot. Technicians, with instruments, are 
               kneeling by the crushed grocery bag.

                                     2ND TV ANCHOR (V.O.)
                         Meanwhile. in Memphis, the 
                         investigation continued throughout 
                         the night, as state and local 
                         authorities were joined at the kidnap 
                         scene by agents of the FBI...

               MOVING ANGLE (STILL TV FOOTAGE)

               as Jack Crawford is seen striding towards the front door of 
               Catherine's apartment, followed by Burroughs and other agents. 
               One of them moves quickly towards the CAMERA, waving it back.

               REC ROOM ANGLE - FAVORING ARDELIA

               as the other trainees send up a brief, ironic cheer. But 
               Ardelia turns sympathetically towards the troubled Clarice.

                                     ARDELIA
                         I don't know whether to say "I'm 
                         sorry," or "Congratulations." But 
                         girl? - you just went prime time.

                                                                    CUT TO:

               EXT. SMITHSONIAN - MUSEUM OF NATURAL HISTORY - DAY

               The massive Victorian building looms over Constitution Avenue. 
               Clarice quickly mounts the steps, carrying a small plastic 
               box.

                                     CRAWFORD
                         I don't think he knew that she's a 
                         Senator's child. She's a big girl, 
                         Starling, like all the rest. We're 
                         going on the theory she was randomly 
                         targeted by size...

                                                                    CUT TO:

               INT. MUSEUM CORRIDOR - DAY

               Clarice, now accompanied by a museum guard, walks through an 
               eerie landscape of dinosaur bones - crouching skeletons with 
               blank eye sockets, gaping fangs.

                                     CRAWFORD (V.O.)
                         By now, Bill's had her for 36 hours. 
                         That leaves us just 36 more, before 
                         he kills her... But maybe, just maybe, 
                         Starling, we caught a real break 
                         this time - thanks to you.
                              (beat)
                         We found another bug, in Raspail's 
                         head.

                                                                    CUT TO:

               INT. MUSEUM OFFICE - DAY

               CLOSE ON an live, enormous, rhinoceros beetle, as it weaves 
               its clumsy way among the men on a chessboard, before finally 
               stepping off the edge, onto a lettuce leaf.

                                     RODEN (V.O.)
                         Time, Pilch! My move.

                                     PILCHER (V.O.)
                         No fair! You lured him with produce.

               WIDER ANGLE

               shows two entomologists, both 30ish, hunched over the board. 
               RODEN is a pudgy redhead; PILCHER is lean, quite handsome.

                                     RODEN
                         Tough noogies! It's still my turn.

                                     CLARICE (O.S.)
                         If the beetle moves one of your men, 
                         does that count?

               They look up, delighted to see Clarice in the doorway. Both 
               men are hopelessly smitten by her.

                                     RODEN
                         Of course it counts. How do you play?

                                     PILCHER
                              (grins)
                         Officer Starling. Welcome back.

                                                                    CUT TO:

               INT. ENTOMOLOGY CORRIDOR - DAY

               MOVING ANGLE as Clarice and the two men go briskly down a 
               hall lined with mounted insects, in all shapes and sizes. 
               Roden peers at Clarice's new cocoon, in its box.

                                     RODEN
                         Where the hell did this one come 
                         from? It's practically mush.

                                     CLARICE
                         You really don't want to know.

                                     PILCHER
                         Your West Virginia specimen gave us 
                         quite a bit of trouble, but I finally 
                         managed to narrow his species through 
                         chaetaxy - studying the skin.

                                     RODEN
                         I'm the one who found his perforating 
                         proboscis! Are you wearing a gun, 
                         right now?
                              (Clarice nods)
                         Ooh, cool! Can I see it? Can I?

                                     PILCHER
                         Just ignore him. He's not a Ph.D.

                                                                    CUT TO:

               INT. LABORATORY - DAY

               VERY CLOSE (MAGNIFICATION) on the sliced cocoon, as Roden 
               uses tweezers and a dental probe to ease out the sodden 
               chrysalis.

                                     RODEN (O.S.)
                         The whole trick is to remove the 
                         chrysalis without destroying it... 
                         The wings are just like wet tissue 
                         paper...

               THE TWO MEN

               are hunched over a formica table, peering through square 
               magnifiers into stainless trays. Clarice watches curiously. 
               Of their two specimens, Pilcher's moth is in much better 
               condition - a big brown creature, its wings outspread on 
               towel paper.

                                     PILCHER
                              (without looking up)
                         What do you do when you're not 
                         detecting, Officer Starling?

                                     CLARICE
                         I try to be a student, Dr. Pilcher.

                                     PILCHER
                         Ever get out for cheeseburgers and 
                         beer? The amusing house wine...?

                                     CLARICE
                              (smiles)
                         Not lately. But maybe someday.

               He looks up at her, shyly. A little moment passes between 
               them, before Roden straightens, exultant.

                                     RODEN
                         Positive match!

                                     CLARICE
                         You're sure?

                                     RODEN
                              (points with his dental 
                              probe)
                         West Virginia... Baltimore. Officer 
                         Starling, meet Mister Acherontia 
                         Styx.

               He moves aside for Clarice to get a closer look at Pilcher's 
               specimen. She leans forward, intently.

               HER POV (MAGNIFICATION)

               the wide, furry, brown back of the moth. And there, right 
               between the wing bases - wonderful and terrible to see - is 
               nature's perfect reproduction of a ghostly human skull.

                                     RODEN (O.S.)
                         Better known to his friends as the 
                         Death's-head Moth...

                                     PILCHER (O.S.)
                         The Latin name comes from two rivers 
                         in Hell. Your man - he drops these 
                         girls into rivers, every time. Didn't 
                         I read that?

               FAVORING CLARICE

               as she looks up at him, awed, excited, almost trembling.

                                     CLARICE
                         And there's no way - no natural way - 
                         these could've wound up in the bodies?

                                     PILCHER
                              (shakes his head)
                         They live in Malaysia. In this 
                         country, they'd have to be specially 
                         raised, from imported eggs.

                                     CLARICE
                              (pause, then softly)
                         Dr. Lecter...

               As the two men stare at her, puzzled, we hear a SOUND UPCUT - 
               the wail of police SIRENS - and...

                                                                    CUT TO:

               EXT. U.S. ROUTE 95 - DAY (AERIAL SHOT)

               An awesome armada of police vehicles swings through an 
               intersection, while normal traffic is held back by highway 
               patrol cruisers.

               The lead cars turn off, hit the entrance ramp to the freeway - 
               SIRENS going, tires SQUEALING, red flashers...

               CLOSER ANGLE

               on a speeding surveillance van, with long antennas and a 
               small satellite dish, near the head of the motorcade.

                                     CRAWFORD (V.O.)
                         Maybe we can trace how he buys the 
                         bugs, starting with U.S. Customs...

                                                                    CUT TO:

               INT. THE SURVEILLANCE VAN - DAY (DRIVING)

               The van is crammed with an impressive array of hi-tech 
               equipment, all CLICKING and HUMMING. Burroughs is talking 
               quietly on a scrambler phone, while another agent works a 
               computer.

                                     CRAWFORD (O.S.)
                         Maybe we can locate some of Raspail's 
                         old lovers. Maybe, someday...

               CLARICE AND CRAWFORD

               sit in swivel seats at the rear, by a big window. Clarice 
               can't resit an occasional peak at the trailing motorcade, 
               awed and a bit thrilled to be the center of so much attention.

                                     CRAWFORD
                         But for Catherine Martin, it all 
                         comes down to you and Lecter. You're 
                         the one he talks to.

                                     CLARICE
                         He's already offered to help... What 
                         would happen if we just showed our 
                         cards - asked him for Bill?

                                     CRAWFORD
                         He offered to help, Starling, not to 
                         snitch. That wouldn't give him enough 
                         chance to show off. Remember, Lecter 
                         looks mainly for fun. Never forget 
                         fun.

                                     CLARICE
                         But if he knew we have so little 
                         time -

                                     CRAWFORD
                         If we act too anxious, he'll make us 
                         wait. He'll let the Senator keep 
                         hoping, day after day, until Catherine 
                         finally washes up. That'd be the 
                         most fun of all.

                                     CLARICE
                         I think he means it, this time. I 
                         think he'll deal.

                                     CRAWFORD
                         What would it take?

                                     CLARICE
                         Transfer to a new prison. With a 
                         view of trees, he said, or even 
                         water... Can we swing that?

                                     CRAWFORD
                              (shakes his head)
                         State to federal jurisdiction... We 
                         can do it - eventually - but we'll 
                         never get all the clearances in time. 
                         Can you convince him a deal's already 
                         in place?

                                     CLARICE
                         You'll back me up with some paperwork?
                              (he nods)
                         Then I'll try. But wouldn't this 
                         have more weight coming from the 
                         Senator herself?

                                     CRAWFORD
                              (hesitates)
                         She doesn't know what we're up to. 
                         And we can't afford to let her find 
                         out.

               Clarice looks at him, surprised.

                                     CRAWFORD
                         She's the mother, Starling. She can't 
                         possibly comprehend what Lecter is. 
                         She'd make the mistake of pleading 
                         with him. Begging him... He'd feast 
                         on her pain till the last second of 
                         that girl's life...

                                                                    CUT TO:

               INT. BALTIMORE STATE HOSP. FOR THE CRIMINALLY INSANE - DAY

               Chilton approaches, walking briskly down a corridor in the 
               administration wing. He looks quite agitated.

                                     CRAWFORD (V.O.)
                         We can't trust Frederick Chilton, 
                         either. He's greedy and ambitious. 
                         If he knew about Lecter's link to 
                         Bill, he's go straight to the 
                         newspapers...

               Chilton falls into step beside Clarice, who has her briefcase. 
               He points his gold pen at her accusingly.

                                     CHILTON
                         What you're doing, Miss Starling, is 
                         coming into my hospital to conduct 
                         an interview, and refusing to share 
                         information with me. For the third 
                         time!

                                     CLARICE
                         Dr. Chilton, I told you - this is 
                         just routine follow-up on the Raspail 
                         case.

                                     CHILTON
                         He's my patient! I have rights!
                              (grabs her arm, 
                              stopping her)
                         I'm not just some turnkey, Miss 
                         Starling. I shouldn't even be here 
                         this afternoon. I had a ticket to 
                         Holiday on Ice.

               She stares at him, with pity and distaste, till he lets go.

                                     CLARICE
                         I'm acting on instruction, Dr. 
                         Chilton.
                              (handing him a card)
                         This is the U.S. Attorney's number. 
                         Now please - either discuss this 
                         with him, or let me do my job.

               She walks away, leaving him speechless with frustration and 
               hostility. He clicks his pen, watching her go.

                                                                    CUT TO:

               INT. DR. LECTER'S CELL AND CORRIDOR - DAY

               Dr. Lecter sits at his table, languidly sketching with 
               charcoal on butcher paper.

               He uses his own hand and forearm as a model. His other 
               drawings, books, and bedding have been restored.

                                     DR. LECTER
                         Wouldn't you say, Clarice, that for 
                         a United States Senator, you're an 
                         odd choice of messenger?

               Clarice, sitting again at the desk-chair, is taking papers 
               from her briefcase.

                                     CLARICE
                         I was your choice, Dr. Lecter. You 
                         chose to speak to me. Would you prefer 
                         someone else now? Or perhaps you 
                         don't think you can help us.

                                     DR. LECTER
                         That is both impudent and untrue... 
                         Tell me, how did you feel when you 
                         viewed our Billy's latest effort?
                              (beat; he smiles)
                         Or should I say, his "next-to-latest"?

                                     CLARICE
                         By the book, he's a sadist.

                                     DR. LECTER
                         Life's too slippery for books, 
                         Clarice. Typhoid and swans came from 
                         the same God.
                              (beat)
                         Tell me, Miss West Virginia - was 
                         she a large girl?

                                     CLARICE
                         Yes.

                                     DR. LECTER
                         Big through the hips. Roomy.

                                     CLARICE
                         They all were.

                                     DR. LECTER
                         Mmm. And what else...?

                                     CLARICE
                         She had an insect deliberately 
                         inserted in her throat. That hasn't 
                         been made public yet. We don't know 
                         what is means.

                                     DR. LECTER
                         Was it a butterfly?

                                     CLARICE
                              (pause; staring at 
                              him)
                         A moth... How did you predict that?

                                     DR. LECTER
                         I'm waiting for your offer, Clarice. 
                         Enchant me.

               Clarice looks down at her papers, taking a moment to collect 
               her thoughts. She looks up at him again, evenly.

                                     CLARICE
                         If you help us find Buffalo Bill in 
                         time to save Catherine Martin, the 
                         Senator promises you a transfer to 
                         the V.A. hospital at Oneida Park, 
                         New York, with a view of the woods 
                         nearby. Maximum security still 
                         applies, but you'd have reasonable 
                         access to books.

               He is silent. She rises, moves closer, carrying papers.

                                     CLARICE
                         Best of all, though - one week a 
                         year you'd get to leave the hospital 
                         and go here.
                              (points to a map)
                         Plum Island. Every afternoon of that 
                         week you can walk on the beach or 
                         swim in the ocean for up to one hour. 
                         Under SWAT team surveillance, of 
                         course...

               His face remains neutral. She puts the papers in his food 
               tray.

                                     CLARICE
                         Copy of the Buffalo Bill case file, 
                         copy of Senator Martin's terms. Her 
                         offer is final and non-negotiable. 
                         If Catherine dies -
                              (she slides his tray 
                              through)
                         You get nothing.

               A measured beat, before he rises smoothly, crosses, and looks 
               down at the papers, without touching them.

                                     DR. LECTER
                         "Plum Island Animal Disease Research 
                         Center." Sounds charming.

                                     CLARICE
                         That's just part of the island. It 
                         has a very nice beach. Terns nest 
                         there.

                                     DR. LECTER
                         Terns... If I help you, Clarice, it 
                         will be "turns" with us, too. Quid 
                         pro quo. I tell you things, you tell 
                         me things. Not about this case, though - 
                         about yourself. Yes or no?
                              (she is silent)
                         Yes or no, Clarice. Catherine is 
                         waiting. Tick-tock, tick-tock...

               She looks at him. A beat. They are standing uncomfortably 
               close.

                                     CLARICE
                         Go, Doctor.

                                     DR. LECTER
                         What's your worst memory of childhood?
                              (she hesitates)
                         Quicker than that. I'm not interested 
                         in your worst invention.

                                     CLARICE
                         The death of my father.

                                     DR. LECTER
                         Tell me. Don't lie, or I'll know.

               Clarice cannot bear the feverish excitement in his eyes. She 
               looks past him, hesitating again.

                                     CLARICE
                         He was a town marshal... one night 
                         he surprised two burglars, coming 
                         out the back of a drugstore... They 
                         shot him.

                                     DR. LECTER
                         Killed outright?

                                     CLARICE
                         No. He was strong, he lasted almost 
                         a month. My mother - died when I was
                         very young, so my father had become - 
                         the whole world to me... After he 
                         left me, I had nobody. I was ten 
                         years old.

                                     DR. LECTER
                         You're very frank, Clarice. I think - 
                         it would be quite something to know 
                         you in private life.

                                     CLARICE
                         Quid pro quo, Doctor.

                                     DR. LECTER
                         The significance of the moth is 
                         change. Caterpillar into cocoon into 
                         beauty... Billy wants to change, 
                         too, Clarice. But there's the problem 
                         of his size, you see. Even if he 
                         were a woman, he'd have to be a big 
                         one...

                                     CLARICE
                              (puzzled)
                         Dr. Lecter, there's no correlation 
                         in the literature between 
                         transsexualism and violence. 
                         Transsexuals are very passive.

                                     DR. LECTER
                         Clever girl. You're so close to the 
                         way you're going to catch him - do 
                         you realize that?

                                     CLARICE
                         No. Tell me why.

                                     DR. LECTER
                         After your father's death, you were 
                         orphaned. What happened next?
                              (Clarice drops her 
                              gaze)
                         I don't imagine the answer's on those 
                         second-rate shoes, Clarice.

                                     CLARICE
                         I went to live with my mother's cousin 
                         and her husband in Montana. They had 
                         a ranch.

                                     DR. LECTER
                         A cattle ranch?

                                     CLARICE
                         Horses - and sheep...

                                     DR. LECTER
                         How long did you live there?

                                     CLARICE
                         Two months.

                                     DR. LECTER
                         Why so briefly?

                                     CLARICE
                         I - ran away...

                                     DR. LECTER
                         Why, Clarice? Did the rancher fuck 
                         you?

                                     CLARICE
                              (angrily)
                         No.

                                     DR. LECTER
                         Did he try to?

                                     CLARICE
                         No...! Quid pro quo, Doctor.

                                     DR. LECTER
                         Billy's not a real transsexual, but 
                         he thinks he is. He tries to be. 
                         He's tried to be a lot of things, I 
                         expect.

                                     CLARICE
                         You said - I was very close to the 
                         way we'd catch him.

                                     DR. LECTER
                         There are three major centers for 
                         transsexual surgery: Johns Hopkins, 
                         the University of Minnesota, and 
                         Columbus Medical center. I wouldn't 
                         be surprised if Billy has applied 
                         for sex reassignment at one or all 
                         of them, and been rejected.

                                     CLARICE
                         On what basis would they reject him?

                                     DR. LECTER
                         The personality inventories would 
                         trip him up. Rorschach, Wechsler, 
                         House-Tree-Person... He wouldn't 
                         test like a real transsexual.

                                     CLARICE
                         How would he test?

               Suddenly Dr. Lecter snarls, loudly, stretching. Clarice take 
               a sharp step backwards before he smiles, turning his movement 
               into an elaborate yawn. He gathers the papers from his tray.

                                     DR. LECTER
                         That's enough, I think. Happy hunting. 
                         Oh, and Clarice - next time you will 
                         tell me why you ran away. Shall I 
                         summarize?

                                     CLARICE
                              (shaken)
                         Yes, Doctor. Please.

                                                                    CUT TO:

               INT. MR. GUMB'S CELLAR - DAY

               VERY CLOSE ON a cocoon, split along its back, as a living 
               Death's-head Moth wriggles torturously free. Trembling and 
               damp, the new creature clings to a sprig of nightshade.

                                     DR. LECTER (V.O.)
                         You should try to obtain a list of 
                         males rejected from all three gender 
                         reassignment centers...

               PULLING BACK

               we see a big wire cage, holding several of the moths. They 
               crawl over the humus floor or feed at honeycombs, wings 
               pumping lazily. In the distant background, the incongruous 
               SOUND of show music.

                                     DR. LECTER (V.O.)
                         Check first the ones rejected for 
                         lying about criminal records...

               CONTINUOUS MOVING ANGLE

               at about knee level, as we leave the cage, and begin to TRAVEL 
               through this eerie, dimly-lit warren of a cellar.

               As we go - occasionally TURNING corners, or skirting the 
               dark openings of unexplored passages - various objects loom 
               briefly INTO VIEW, overhead - a stainless-steel work table... 
               a big sink... jars of chemicals... neat racks of gleaming 
               knives...

                                     DR. LECTER (V.O.)
                         Among those who tried to conceal 
                         their past, look for severe childhood 
                         disturbances, associated with 
                         violence... Possibly you'll find a 
                         childhood incarceration... Then go 
                         to their personality tests...

               We pass a row of female mannequins, some nude, some wearing 
               colorful leather jackets, designer knockoffs, in various 
               stages of completion... then a huge maroon armoire, in Chinese 
               lacquer; its double doors are slightly ajar... The jaunty 
               background.

               MUSIC is growing even louder: Fats Waller singing "Bye Bye 
               Baby." And now we hear something else, too - the rapid 
               CLICKING of a sewing machine...

                                     DR. LECTER (V.O.)
                         Study their drawings, especially. 
                         Billy's house drawings will show no 
                         happy future... No baby carriage, 
                         out in the yard. No pets, no toys, 
                         no flowers, no sun...

               We TURN another corner, and there is Mr. Gumb himself. As we 
               APPROACH, his wide back is to us; he's hunched over an old-
               fashioned sewing machine, humming cheerfully, and working a 
               piece of material that we mercifully cannot see. A female 
               wig rests near him on a head form. He wears a hairnet and a 
               beautiful kimono, and pumps the treadle with his bare feet.

                                     DR. LECTER (V.O.)
                         His females will be more crudely 
                         sketched than him males - but he'll 
                         compensate by adding exaggerated 
                         adornments... jewelry, big breasts... 
                         And his tree drawings - oh, his trees 
                         will be frightful...

               Next to Mr. Gumb is an antique phonograph - source of the 
               MUSIC. His little dog, Precious, perches by his plump ankles. 
               As we PASS Mr. Gumb, Precious scurries away from him, panting 
               happily, and we FOLLOW the little dog down another corridor, 
               the music starting to fade behind us...

                                     DR. LECTER (V.O.)
                         Billy hates his own identity, he 
                         always has - and he thinks that makes 
                         him a transsexual. But his pathology 
                         is a thousand times more savage... 
                         He wants to be reborn, Clarice. He 
                         will be reborn...

               At the end of this final corridor, the cellar widens into a 
               low-ceilinged chamber, with two additional doorways, and in 
               the center of this is the gaping circle of the oubliette. 
               Precious sniffs her way over to the edge - excited, tail 
               wagging - than BARKS happily as we hear a hoarse, ghostly 
               moan from below.

                                     CATHERINE (O.S.)
                         Pleeeeeeeease.....!

                                                               DISSOLVE TO:

               INT. DR. LECTER'S CORRIDOR - DAY

               MOVING ANGLE - CLOSE ON Dr. Lecter's slippered feet, which 
               rest on the shelf of a rolling hand truck. RISING along his 
               tilted form, we see that his ankles are linked by steel 
               restraints... his legs, waist, upper torso, and arms are 
               bound by heavy canvas webbing... beneath the webbing is a 
               strait-jacket... and over his face is a hockey mask.

                                     CHILTON (V.O.)
                         Bad news, Hannibal...

               WIDER ANGLE

               shows that Dr. Lecter, on the handtruck, is being pushed 
               down his corridor by Barney, and back into his open cell.

                                     CHILTON (V.O.)
                         Gourmet magazine has rejected your 
                         recipe for braised kidneys...

                                                                    CUT TO:

               INT. DR. LECTER'S CELL - DAY

               Chilton lounges on Dr. Lecter's cot, casually reading his 
               large stack of private correspondence, and making notations 
               with his gold pen on a little pad. Another orderly mops the 
               floor.

                                     CHILTON
                         Perhaps you should have been less 
                         specific about what kind.
                              (to Barney)
                         Stand him by the toilet. Then leave 
                         us.

               Barney props the hand truck into position, then both orderlies 
               go. Chilton finishes another letter, sighs happily.

                                     CHILTON
                         Such a lot of correspondence! I can 
                         hardly wait to analyze it in more 
                         detail... But first things first.

               Tossing letters onto the cot, he rises, crosses out into the 
               corridor, and bends to remove a small tape recorder from 
               underneath Clarice's desk. He waggles it triumphantly at Dr. 
               Lecter.

                                     CHILTON
                         I thought she might be looking for a 
                         civil rights violation in Migg's 
                         death, so I bugged you... Not a word 
                         to me in all these years, Hannibal. 
                         Then Crawford sends his bit of fluff 
                         over here, and you just turn to jelly. 
                         It's too pathetic.

               SIDE ANGLE - TWO SHOT

               as Chilton, back in the cell, leans tauntingly close to the 
               front of Dr. Lecter's mask.

                                     CHILTON
                         You still think you're going to walk 
                         on some beach, and see the birdies? 
                         I don't think so, Hannibal... I called 
                         Senator Ruth Martin, and she never 
                         heard of any deal with you. She never 
                         heard of Clarice Starling, either. 
                         They scammed you, Hannibal...

               CLOSE ON Dr. Lecter's glittering eyes, behind their slits.

                                     CHILTON
                         When Crawford gets through milking 
                         you, he's giving you to Baltimore 
                         Homicide for the Raspail murder. And 
                         they're preparing some special 
                         surprises for you right now, in my 
                         electroshock room.

               DR. LECTER'S POV (FRAMED BY EYE-SLITS)

               first looking at Chilton's moving lips... then LOWERING to 
               his soft, white, inviting throat...

                                     CHILTON
                         The Starling bitch wants you to rot 
                         here, in this little box, till your 
                         teeth fall out and you're soiling 
                         diapers. You've seen the old ones, 
                         Hannibal. They weep when their stewed 
                         peaches get cold. That'll be you, 
                         too. Unless - you trade with me.

               FAVORING CHILTON

               as he sits chummily on the table.

                                     CHILTON
                         There never was a deal with Senator 
                         Martin - but there is now. I've been 
                         on the phone for hours, Hannibal, on 
                         your behalf. Here's what you get: if 
                         you identify Buffalo Bill, and the 
                         girl is found in time, Senator Martin 
                         will have you transferred to Brushy 
                         Mountain State Prison, in Tennessee...

               CLOSE AGAIN ON DR. LECTER'S EYES

               as they shift restlessly, away from Chilton - then suddenly 
               lock onto something. They widen with interest.

                                     CHILTON (O.S.)
                         The Governor has already agreed. You 
                         get books, a view of the woods, and 
                         plenty of exercise time...

               DR. LECTER'S POV - EXTREME CLOSEUP

               On the cot, carelessly left there, lying half-hidden under 
               the letters and the rumpled sheet... is Chilton's gold pen.

                                     CHILTON (O.S.)
                         And best of all, you'd be out of 
                         Jack Crawford's reach, forever. The 
                         Senator will verify these terms on 
                         the phone, and guarantee them in 
                         writing...

               BACK ON DR. LECTER

               as he stares a moment longer at the pen, then shifts his 
               eyes towards Chilton. We can almost hear his brain clicking.

                                     CHILTON (O.S.)
                         In exchange, I get your full 
                         cooperation in publishing a 
                         professional account of this - my 
                         successful interviews with you. You 
                         publish nothing. And I get exclusive 
                         access to any material from Catherine 
                         Martin... So. Do you accept my 
                         demands?
                              (pause)
                         Answer me, Hannibal.

               A beat. Dr. Lecter is silent. Chilton sticks his face INTO 
               SHOT, almost intimately close to the mask. He is agitated.

                                     CHILTON
                         You'll answer me now, or by God, 
                         you'll answer to Baltimore Homicide. 
                         Who is Buffalo Bill?

                                     DR. LECTER
                              (pause; then softly)
                         I'll tell the Senator herself. But 
                         only in Tennessee...

                                                                    CUT TO:

               INT. JOHNS HOPKINS - GENDER IDENTITY CLINIC - DAY

               MOVING ANGLE - as the very impatient Crawford, clutching a 
               folder, strides down a hall beside DR. DANIELSON - early 
               50's, severe, in a lab coat. Nurses, doctors, glance as they 
               pass.

                                     DR. DANIELSON
                         I'm not having a witch hunt here, 
                         Mr. Crawford! Our patients are decent, 
                         non-violent people with a real 
                         problem.

                                     CRAWFORD
                         Dr. Danielson, the man we want was 
                         never your patient. It would be 
                         someone you refused because he tries 
                         to conceal a record of criminal 
                         violence. Please, Doctor - time is 
                         eating us up. Just show me the ones 
                         you've turned away.

               Danielson enters a cramped, stainless steel nurse's gallery, 
               with Crawford following, and pours himself a cup of coffee.

                                     DR. DANIELSON
                              (adamantly)
                         Examination and interview materials 
                         are confidential. We've never violated 
                         an applicant's trust, and we never 
                         will.

                                     CRAWFORD
                         You want to see a violation? This is 
                         a violation...

               He takes a black & white photo from his folder, slaps it 
               down in front of Danielson. From our angle, we can't see it 
               clearly.

                                     CRAWFORD
                         Her name is Kimberly Jane Emberg, 
                         she was just ID'd. I met her on a 
                         slab in West Virginia. And sometime 
                         tomorrow, or tomorrow night, he's 
                         going to do the same thing to 
                         Catherine Martin.

                                     DR. DANIELSON
                         That's a childish, bullying stunt, 
                         Mr. Crawford. I was a battlefield 
                         surgeon, so you can put away your 
                         picture.

               Burroughs sticks his head in, looking for Crawford.

                                     BURROUGHS
                         Phone, Jack. Director Burke.

                                     CRAWFORD
                              (snaps)
                         In a minute!

               Burroughs hurriedly retreats. Crawford strains for patience.

                                     CRAWFORD
                         Look... search your own records, if 
                         you prefer. You can do it a lot faster 
                         than us, anyway. If we find Buffalo 
                         Bill through your information, I'll 
                         suppress it. Nobody has to know this 
                         hospital cooperated.

                                     DR. DANIELSON
                         I doubt very much that the FBI or 
                         any other government agency can keep 
                         a secret, Mr. Crawford. Truth will 
                         out... And then what? Will you give 
                         Johns Hopkins a new identity? Put a 
                         big pair of sunglasses on this 
                         building, and a funny nose?

                                     CRAWFORD
                         Oh, that's clever, Dr. Danielson. 
                         Very humorous. You like the truth? 
                         Try this.
                              (right in his face, 
                              enraged)
                         He kidnaps young women and kills 
                         them and rips their skin off. We 
                         don't want him to do that anymore. 
                         If you don't help me, just as fast 
                         as you can, then the Justice 
                         Department is going to ask publicly 
                         for a court order, We'll ask twice a 
                         day, just in time for the morning 
                         and evening news. And each one of 
                         our press conferences will focus on 
                         Dr. Danielson, over at Johns Hopkins, 
                         and how we're still hoping for his 
                         cooperation. And every time there's 
                         any news on the case - when Catherine 
                         Martin floats, when the next one 
                         floats, and the next one - why, we'll 
                         just issue another press release 
                         about good ol' Dr. Danielson, over 
                         at Johns Hopkins - complete with all 
                         his humorous fucking remarks.

                                     DR. DANIELSON
                              (pause; stiffly)
                         It may be that - I could confer with 
                         my colleagues on this. And get back 
                         to you.

                                     CRAWFORD
                         Would you, Doctor? That would be so 
                         kind.

                                                                    CUT TO:

               INT. THE SURVEILLANCE VAN - DAY

               Crawford is on the scrambler phone. Burroughs watches 
               silently.

                                     CRAWFORD
                              (on phone; stunned)
                         Transferred...?

                                                                    CUT TO:

               INT. FBI BUILDING - OFFICE OF THE DIRECTOR - DAY

               HAYDEN BURKE, the FBI Director, swivels in his big chair. 
               Lean, late 40's, very distinguished. His desk is flanked by 
               flags.

                                     DIRECTOR BURKE
                              (on phone)
                         Already airborne for Memphis. Senator 
                         Martin's meeting him at the airport.
                              (uneasily)
                         Jack - did you make some sort of 
                         promise to Lecter, in the Senator's 
                         name?

               Listening to the answer, he looks uncomfortably across his 
               desk at PAUL KRENDLER, the Deputy Attorney General - 40, 
               very tanned, modish haircut. Krendler is irritable, impatient.

                                     DIRECTOR BURKE
                              (on phone)
                         We're going to have to talk about 
                         this, Jack. The Senator's mad as 
                         hell. Paul Krendler's over here from 
                         Justice, she's asking him to take 
                         charge in Memphis... I know that... 
                         But you're still in command of the 
                         task force, and Lecter's plane can 
                         still be ordered back. It's your 
                         call, Jack - but I want it now.

                                                               CUT BACK TO:

               INT. THE SURVEILLANCE VAN - DAY

               Burroughs starts to make an objection, but Crawford stills 
               him with a hand motion. He is taut, frustrated. Long pause.

                                     CRAWFORD
                              (into phone)
                         Let him land.

                                                                    CUT TO:

               INT.CLARICE'S DORM ROOM - DOORWAY - DAY

               Clarice opens her door, stares out at Crawford. She's just 
               slipping on her blazer, over her shoulder holster. She's 
               furious.

                                     CLARICE
                         Chilton has killed her, hasn't he? 
                         That slimy little bastard! We were 
                         so close with Lecter - and now her 
                         last chance is gone.

                                     CRAWFORD
                         Let's get some coffee and talk.

                                                                    CUT TO:

               EXT. FBI ACADEMY GROUNDS - QUANTICO - DAY

               MOVING ANGLE on Clarice and Crawford, as they walk along a 
               sidewalk, sipping from paper cups. The surveillance van trails 
               them slowly, radios CRACKLING.

                                     CLARICE
                         Are you in trouble over this, Mr. 
                         Crawford? Can Senator Martin do 
                         something to you?

                                     CRAWFORD
                         I'm 53, Starling. If I found Jimmy 
                         Hoffa on national TV, I'd still have 
                         to retire in two years. It's not a 
                         consideration. But you are...
                              (beat)
                         You've done enough. If I keep you 
                         out of school any longer, you'll be 
                         recycled. Cost you six months, at 
                         least. I can guarantee you readmission 
                         here, but that's about it.
                              (he stops, looks at 
                              her)
                         Now's your chance, Starling. Go back 
                         to class. Leave Bill to me.

                                     CLARICE
                         If you didn't want me chasing him, 
                         you shouldn't have taken me to that 
                         funeral home.

               He looks at her steadily, then nods. They walk on.

                                     CLARICE
                         Lecter is still the key, I know he 
                         is. Whatever he told me about Bill 
                         is just as good now as it was before.

                                     CRAWFORD
                         Or just as worthless. But I want you 
                         in Memphis, close to him. Maybe when 
                         he gets tired of toying with Senator 
                         Martin, he'll talk to you again. 
                         There's a plane waiting for you now 
                         at the airstrip.

               She smiles at this acknowledgment; he never thought she's 
               quit.

                                     CLARICE
                         I lied to Lecter. I'll need some 
                         kind of peace offering... Can I get 
                         the drawings from his cell?

                                     CRAWFORD
                         Good idea. Meantime, try to get a 
                         feel for Catherine Martin. Her 
                         apartment, her friends... how he 
                         might've stalked her. I'm going to 
                         the other two clinics, Minnesota and 
                         Ohio.
                              (he crumples his cup, 
                              tosses it)
                         Now's the hardest part, Starling. 
                         Use your anger, don't let it keep 
                         you from thinking. Just keep your 
                         eyes on Catherine. We've got less 
                         than 30 hours.

                                     CLARICE
                              (hesitates)
                         Mr. Crawford... can those cops down 
                         there handle Dr. Lecter?

                                     CRAWFORD
                              (grimly)
                         They'll use their best men. But they 
                         better be paying attention...

                                                                    CUT TO:

               INT. AIR NATIONAL GUARD HANGER - MEMPHIS, TENNESSEE - DAY

               CLOSE ON Dr. Lecter. Behind his mask, the alert, searching 
               eyes.

                                     CRAWFORD (V.O.)
                         He will...

               OFFICERS PEMBRY AND BOYLE

               two sturdy, well-armed, veteran prison guards - are checking 
               Dr. Lecter's restraints with clever, careful fingers.

                                     BOYLE
                         Welcome to Memphis, Dr. Lecter. I'm 
                         Officer Boyle, this is Officer Pembry. 
                         We aim to treat you just as nice as 
                         you treat us. Act like a gentlemen, 
                         you'll get three hots and a cot.

                                     PEMBRY
                         But we ain't pussy-footin' with you, 
                         buddy ruff. You get cute, try to 
                         bite somebody? - we'll tie your 
                         asshole in a knot. You savvy?

                                     DR. LECTER
                         Oh yes, Officer Pembry. I certainly 
                         do.

               The officers turn away, Boyle signing a clipboarded form.

                                     PEMBRY
                              (under his breath)
                         Shit, he's just an ol' broke-dick. 
                         Won't be no trouble as all if he 
                         don't flip out.

                                     BOYLE
                         Dr. Chilton...?

               NEW ANGLE - WIDER

               as we see that we're in a vast, dusty hangar. Parked to one 
               side: an EMS ambulance and four highway patrol cruisers; a 
               dozen troopers stand quietly chatting and smoking over there. 
               Prentiss is pacing impatiently, casting anxious glances 
               towards the open hanger doorway.

                                     BOYLE
                         If you'll please sign right here, 
                         sir, we'll have us a legal transfer.

               Chilton instinctively pats his shirt pocket for his gold 
               pen; it's gone. He searches other pockets, with growing 
               unhappiness.

                                     BOYLE
                         Use mine.

                                     PEMBRY
                         Here they come.

               TWO BLACK STRETCH LIMOUSINES

               glide smoothly into the hangar, stop. Secret Service agents 
               pour out of the lead car, form a cordon. A driver opens the 
               rear door of the second car, and Krendler steps out, followed 
               by the Senator's assistant, with a briefcase, followed, as 
               last, by the Senator herself. Barely glancing around, she 
               strides towards Lecter.

               NEW ANGLE - DR. LECTER AND SEN. MARTIN

               as she stops, struck by the bizarre spectacle of his 
               restraints. The others instinctively keep a distance, but 
               Chilton, with theatrical relish, unstraps and removes Dr. 
               Lecter's mask.

                                     CHILTON
                         Senator Martin, meet Dr. Hannibal 
                         Lecter.

               They stare at one another for a long moment: the Senator 
               tense, almost haggard, the madman with his unearthly poise.

                                     SEN. MARTIN
                         Dr. Lecter, I've brought an affidavit 
                         guaranteeing your new rights... You'll 
                         want to read it before I sign.

               He assistant unsnaps his briefcase, reaches for the form.

                                     DR. LECTER
                         I won't waste your time and 
                         Catherine's time bargaining for petty 
                         privileges. Clarice Starling and 
                         that awful Jack Crawford have wasted 
                         far too much already. I only pray 
                         they haven't doomed the poor girl... 
                         Let me help you now, and I'll trust 
                         you when it's all over.

                                     SEN. MARTIN
                         You have my word. Paul?

               Krendler raises a pad, poised to take notes.

                                     DR. LECTER
                         Buffalo Bill's real name is William 
                         Rubin. I met him just once. He was 
                         referred to me in April or May, 1980, 
                         by my patient Benjamin Raspail. They 
                         were lovers, but Raspail had become 
                         very frightened. Apparently Rubin 
                         had murdered a transient, and - done 
                         things with the skin. He thought if 
                         I could cure Billy, then Billy'd be 
                         safe from the police, and he's be 
                         safe from Billy... Obviously, he was 
                         wrong.

                                     KRENDLER
                         We need his address, a physical descr-

                                     DR. LECTER
                         Did you nurse Catherine?

                                     SEN. MARTIN
                              (pause; startled)
                         What...?

                                     DR. LECTER
                         Did you breast-feed her?

               He flicks his tongue obscenely.

                                     KRENDLER
                         You son-of-a -

               The Senator stills him with a hand. She is trembling.

                                     SEN. MARTIN
                         Yes... I did.

                                     DR. LECTER
                         Toughened your nipples, didn't it...?
                              (a beat; then rapidly, 
                              bored)
                         Six foot one, strongly built, about 
                         190 pounds. Hair brown, eyes pale 
                         blue. He'd be about 35 now. He said 
                         he lived in Philadelphia, but may 
                         have lied. That's really all I can 
                         remember, Senator - but if I think 
                         of any more, I'll let you know.

                                     SEN. MARTIN
                              (to the others)
                         Let's go with it.

               They start towards the car, but he calls out, stopping her.

                                     DR. LECTER
                         Senator Martin...! You can't trust 
                         Jack Crawford or Clarice Starling. 
                         It's such a game with these people. 
                         They're determined to get the arrest 
                         for themselves. The "collar," I think 
                         they say.

                                     SEN. MARTIN
                         Thank you, Doctor. I'll keep it in 
                         mind.

                                     DR. LECTER
                         Oh, and Senator...? Love you suit.

                                                               DISSOLVE TO:

               INT. MR. GUMB'S BASEMENT - DAY (DIMLY LIT)

               CLOSE ON scraps of food - peas, chicken bones - lying on the 
               cement floor of the pit, near the foil tray of a TV dinner.

                                     CATHERINE (O.S.)
                              (muttering, feisty)
                         Close enough to fuck is close enough 
                         to fight...

               CATHERINE

               is hunched over in concentration. The plastic toilet bucket 
               is on her lap, and she has yanked down its cotton string.

                                     CATHERINE
                         Get my legs round your neck, you 
                         goddamn creep, I'll send you home to 
                         Jesus...

               HER FINGERS

               are tying a chicken bone to the bucket's handle, where it 
               meets the string. The other end of the string is tied to her 
               wrist.

               SHE STANDS

               gathers the coiled string in one hand, and swings the bucket 
               by its handle, calculating this distance up to the basement 
               floor.

                                     CATHERINE
                         Okay, Precious. Time for a treat...

               She hurls the bucket upwards.

               AT THE LIP OF THE OUBLIETTE

               the bucket sails out, bounces LOUDLY, then falls back inside.

               ANGLE ON THE DOG, PRECIOUS

               who is elsewhere in the basement, worrying a toy. She cocks 
               an ear, making a low GROWL, then sets off to investigate.

               DOWN IN THE PIT

               Catherine swings the bucket again, trying another cast.

               THE BUCKET LANDS

               two feet beyond the pit's edge, rolls a bit, stops.

               PRECIOUS TROTS UP

               then pauses, staring curiously towards...

               VERY LOW ANGLE (DOG'S POV)

               the enticing chicken bone, six feet away. It twitches as 
               Catherine tugs on the string, edging the bucket back towards 
               the pit.

               Precious with her tail wagging, BARKS - greedy but suspicious.

               CATHERINE

               staring upwards, pulls again, even so gently, at the string.

                                     CATHERINE
                              (softly)
                         Preeeeecious...! C'mon, boy, nice 
                         yummy bone... c'mon, you little 
                         shit...

               PRECIOUS

               edges reluctantly closer... then suddenly rushes in, seizing 
               the bone in her teeth. She tries to run away with it, but 
               Catherine is pulling her towards the hole, working her like 
               a hooked fish. Her toenails scrabble as she tries to stop.

               CATHERINE

               stares desperately, unable to see how she's doing.

                                     CATHERINE
                         Hang on, boy... hang on...

               PRECIOUS

               still fights for the bone, GROWLING, as the bucket rocks 
               precariously on the edge of the pit. A long, seesaw battle... 
               until finally, when one of her forelegs slips momentarily 
               into the hole, she panics and lets go. The bucket flops over 
               the edge.

               CATHERINE

               crouches, covering her head as the bucket bounces off her.

                                     CATHERINE
                         Nooooo...!

               THE LITTLE DOG

               furious, BARKS down at her, then trots away in disgust.

               CLOSE ON CATHERINE

               as she sinks to the cold cement. She slaps aside the foil 
               tray, the scraps of food, sobbing in utter despair...

                                                               DISSOLVE TO:

               INT. CATHERINE MARTIN'S APARTMENT - LIVING ROOM - DAY

               CLOSE ON a framed photo of Sen. Martin and Catherine, held 
               in Clarice's cotton-gloved hands. Powdered fingerprints on 
               the glass.

               Clarice glances up from the photo, smiles disarmingly at -

               A young STATE TROOPER sitting in Catherine's easy chair. He 
               smiles back at her, then relaxes, returns to his newspaper. 
               He also wears gloves.

                                                                    CUT TO:

               INT. KITCHEN

               Clarice closes the refrigerator door, glances around.

               A big REEL-TO-REEL TAPE RECORDER has been set up on the 
               breakfast counter, attached to Catherine's phone. Two new 
               red phones are hooked up as well.

                                                                    CUT TO:

               INT. BATHROOM

               Clarice slides open the medicine cabinet's mirror, looks 
               inside. She reaches in, pokes carefully amongst the lotions.

                                                                    CUT TO:

               INT. ATTIC CRAWL-SPACE

               A ceiling hatch bangs open, sending up dust clouds. Clarice, 
               lit from underneath, pokes her head through, looking around.

                                                                    CUT TO:

               INT. BEDROOM

               Flat on her back, Clarice wriggles out from under Catherine's 
               bed. She sits up, brushing dust from her face and hair.

                                                                    CUT TO:

               INT. BEDROOM

               CLOSE ON an open, multi-tiered jewelry box, resting atop a 
               bureau, as Clarice's fingers pick through costume jewelry.

               Clarice closes the box, and is just turning away when a figure 
               suddenly looms INTO SHOT, giving her a bad start; she cries 
               out softly.

               Senator Martin is revealed, staring at her suspiciously.

                                     SEN. MARTIN
                         Who are you, please? I thought the 
                         police were through in here.

                                     CLARICE
                         I'm Clarice Starling, Senator. FBI.

                                     SEN. MARTIN
                              (softly, very angry)
                         Clarice Starling...
                              (calls out)
                         Paul? Would you come in here, 
                         please...?

               Krendler enters from the hallway, looks at Clarice.

                                     SEN. MARTIN
                         Miss Starling, you may know the Deputy 
                         Attorney General, Mr. Krendler. Paul, 
                         this is the trainee that Jack Crawford 
                         sent to Lecter... She lied to him, 
                         pretending to have my authority, and 
                         thus jeopardized this entire 
                         investigation. Now she has the further 
                         gall to invade my daughter's privacy, 
                         again without permission. If her 
                         little games have killed my baby...

               Overcome, she hurries from the room. Krendler shuts the door 
               behind her, points sternly at Clarice.

                                     KRENDLER
                         You're out of line, Starling, and 
                         you're off this case. Back to 
                         Quantico.

                                     CLARICE
                         Sir, Mr. Crawford instructed me -

                                     KRENDLER
                         Your instructions are what I'm giving 
                         you now. Jack Crawford answers to 
                         the Director, and the Director answers 
                         to me. My God, Crawford's losing 
                         it...! He shouldn't even be on this, 
                         with his wife sick as she is... How 
                         the hell did you get in here, anyway? 
                         He gave you - what? Some kind of 
                         special ID? Let's have it.

                                     CLARICE
                              (stubbornly)
                         I need the ID to fly with my gun. 
                         The gun belongs in Quantico.

                                     KRENDLER
                         Gun. Jesus. Turn in the ID as soon 
                         as you get back. The gun, too. Be on 
                         the next plane, Starling, there's 
                         one in 90 minutes.

               Clarice, burning, starts for the door, then turns back.

                                     CLARICE
                         Mr. Krendler... Dr. Lecter trusts 
                         me. Or at least, he used to. If I 
                         could just -

                                     KRENDLER
                         Lecter has already named Buffalo 
                         Bill.

               Clarice reacts, surprised. Krendler takes a folded computer 
               sheet from his pocket, shoves it at her. She takes it, reads.

                                     KRENDLER
                         He gave us a perfectly good 
                         description, and we're on it now, so 
                         we won't be needing your little 
                         novelty act any longer - or his, 
                         either. He's under close guard at 
                         the courthouse, pending a prison 
                         transfer. The next plane, Officer.

                                     CLARICE
                         Sir, doesn't this "William Rubin" 
                         strike you as - I don't know - kind 
                         of vague?

               Krendler moves in very close to her, pale with anger.

                                     KRENDLER
                         Do you need a police escort, Starling? 
                         Or do you think you can find the 
                         airport by yourself?

                                     CLARICE
                         Yes sir. I can find it by myself.

                                                                    CUT TO:

               EXT. SHELBY COUNTY COURTHOUSE - DAY

               The old courthouse is a massive Gothic stronghold, with an 
               armada of police cruisers parked at the curb.

               Clarice climbs from her rented car, SLAMMING the door angrily. 
               Holding a rolled-up pile of papers - Dr. Lecter's drawings - 
               she starts determinedly up the steps. A nearby commotion 
               makes her pause.

               Dr. Frederick Chilton in a sea of interviewers and mini-cams, 
               is preening grandly. 

               Clarice carefully avoiding his gaze, slips up the steps and 
               inside.

                                                                    CUT TO:

               INT. COURTHOUSE - GROUND FLOOR - DAY

               SGT. TATE, a Memphis policeman, is studying Clarice's ID. He 
               looks up at her from his command desk, a bit doubtfully.

                                     SGT. TATE
                         Are you with Mr. Krendler's people?

                                     CLARICE
                         I just left him.

                                     SGT. TATE
                         Access to Lecter is strictly limited. 
                         We've been getting death threats.
                              (hesitates again)
                         Log in, and check your weapon.

               He picks up a phone, murmurs into it. As he does so, Clarice 
               glances around this main ground floor lobby.

               HER POV

               The building looks like an armed fort. Cops with shotguns 
               guard the front door, both ends of the hall, the foot of the 
               stairs, the single elevator. More of them are coming and 
               going.

                                     MURRAY (V.O.)
                         Shoot, we haven't had this kinda 
                         security since the President came 
                         through town...

                                                                    CUT TO:

               INT. ELEVATOR - MOVING

               Clarice and OFFICER MURRAY, a young patrolman, ride up in an 
               old-fashioned, CREAKING, metal-cage elevator. He is excited.

                                     MURRAY
                         Every cop in Tennessee wants a look 
                         at this guy. 'Sit true what they're 
                         sayin' - he's some kinda vampire?

                                     CLARICE
                              (beat)
                         I don't have a name for what he is.

                                                                    CUT TO:

               INT. HISTORICAL SOCIETY ROOM - 5TH FLOOR

               Pembry, at a desk by the door, looks up from examining the 
               unrolled pile of Dr. Lecter's drawings.

                                     PEMBRY
                         You know the rules, ma'am?

                                     CLARICE
                         Yes, Officer Pembry. I've questioned 
                         him before.

               He waves her on her way, but retains the drawings for now.

               MOVING ANGLE - WITH CLARICE

               as she crosses the big, spare, white octagonal room. A 
               massive, temporary iron cage has been installed; Officer 
               Boyle sits facing its barred door. He rises, nods, moving 
               away to allow her privacy.

               INSIDE THE CAGE

               a cot and a small table, each bolted to the floor, and a 
               flimsy paper screen, hiding a toilet. Dr. Lecter sits at the 
               table, his back to her, studying the Buffalo Bill case file. 
               He now wears a green prison jumpsuit. A small cassette player 
               is chained to the steel table.

                                     DR. LECTER
                              (without turning)
                         Good afternoon, Clarice.

               She stops at a striped police barricade, before his bars.

                                     CLARICE
                         I thought you might want your drawings 
                         back... Just until you get your view.

                                     DR. LECTER
                         How very thoughtful... Or did Crawford
                         send you here for one last wheedle - 
                         before you're both booted off the 
                         case?

                                     CLARICE
                         Nobody sent me. I came on my own.

               He spins in his swivel chair, stops neatly. A coy smile.

                                     DR. LECTER
                         People will say we're in love.
                              (beat)
                         Pity you tried to fool me, isn't it? 
                         Pity for poor Catherine. Tick-tock...

               He spins again in his chair, playfully.

               MOVING ANGLE - FAVORING CLARICE

               as she circles the cage, trying to keep his face in sight.

                                     CLARICE
                         Dr. Lecter, you find out everything. 
                         You couldn't have talked with this 
                         "William Rubin", even once, and come 
                         out knowing so little about him... 
                         You made him up, didn't you?

                                     DR. LECTER
                         Clarice... you're hardly in a position 
                         to accuse me of lying.

                                     CLARICE
                         I think you were telling me the truth 
                         in Baltimore - or starting to. Tell 
                         me the rest now.

                                     DR. LECTER
                         I've studied the case file, have 
                         you...? Everything you need to find 
                         him is right in these pages. Whatever 
                         his name is.

                                     CLARICE
                         Then tell me how.

                                     DR. LECTER
                         First principles, Clarice. Simplicity. 
                         Read Marcus Aurelius. Of each 
                         particular thing, ask: What is it, 
                         in itself, what is its nature...? 
                         What does he do, this man you seek?

                                     CLARICE
                         He kills w-

                                     DR. LECTER
                              (sharply, as he stops)
                         No! That's incidental.

               CLOSE ANGLE - TWO SHOT as he rises, pained by her ignorance, 
               and crosses to the bars.

                                     DR. LECTER
                         What is the first and principal thing 
                         he does, what need does he serve by 
                         killing?

                                     CLARICE
                         Anger, social resentment, sexual 
                         frus-

                                     DR. LECTER
                         No, he covets. That's his nature. 
                         And how do we begin to covet, Clarice? 
                         Do we seek out things to covet? Make 
                         an effort to answer.

                                     CLARICE
                         No. We just -

                                     DR. LECTER
                         No. Precisely. We begin by coveting 
                         what we see every day. Don't you 
                         feel eyes moving over your body, 
                         Clarice? I hardly see how you 
                         couldn't. And don't your eyes move 
                         over the things you want?

                                     CLARICE
                         All right, then tell me how -

                                     DR. LECTER
                         No. It's your turn to tell me, 
                         Clarice. You don't have any more 
                         vacations to sell, on Anthrax Island. 
                         Why did you run away from that ranch?

                                     CLARICE
                         Dr. Lecter, when there's time I'll -

                                     DR. LECTER
                         We don't reckon time the same way, 
                         Clarice. This is all the time you'll 
                         ever have.

                                     CLARICE
                         Later, listen, I'll -

                                     DR. LECTER
                         I'll listen now. After your father's 
                         murder, you were orphaned. You were 
                         ten years old. You went to live with 
                         cousins, on a sheep and horse ranch 
                         in Montana. And - ?

                                     CLARICE
                         And - one morning I just - ran away...

               She turns from him. He presses closer, gripping the bars.

                                     DR. LECTER
                         Not "just," Clarice. What set you 
                         off? You started what time?

                                     CLARICE
                         Early. Still dark.

                                     DR. LECTER
                         Then something woke you. What? Did 
                         you dream...? What was it?

               IN FLASHBACK

               The 10-year old Clarice sits up abruptly in her bed, 
               frightened. She is in a Montana ranch house; it almost dawn. 
               Strange, fearful shadows on her ceiling and walls... a window, 
               partly fogged by the cold; eerie brightness outside.

                                     CLARICE (V.O.)
                         I heard a strange sound...

                                     DR. LECTER (V.O.)
                         What was it?

               THE CHILD RISES

               crosses to the window in her nightgown, rubs the glass.

                                     CLARICE (V.O.)
                         I didn't know. I went to look...

               HIGH ANGLES (2ND STORY) - THE CHILD'S POV

               Shadowy men, ranch hands, are moving in and out of a nearby 
               barn, carrying mysterious bundles. The mens' breath is 
               steaming... A refrigerated truck idles nearby, its engine 
               adding more steam. A strange, almost surrealistic scene...

                                     CLARICE (V.O.)
                         Screaming! Some kind of - screaming. 
                         Like a child's voice...

               THE LITTLE GIRL

               is terrified; she covers her ears.

                                     DR. LECTER (V.O.)
                         What did you do?

                                     CLARICE (V.O.)
                         Got dressed without turning on the 
                         light. I went downstairs... outside...

               THE LITTLE GIRL

               in her winter coat, slips noiselessly towards the open barn 
               door. She ducks into the shadows to avoid a ranch hand, who 
               passes her with a squirming bundle of some kind. He goes 
               into the barn, and she edges after him reluctantly.

                                     CLARICE (V.O.)
                         I crept up to the barn... I was so 
                         scared to look inside - but I had 
                         to...

               THE LITTLE GIRL'S POV

               as the open doorway LOOMS CLOSER... Bright lights inside, 
               straw bales, the edges of stalls, then moving figures...

                                     DR. LECTER (V.O.)
                         And what did you see, Clarice?

               A SQUIRMING LAMB

               is held down on a table by two ranch hands.

                                     CLARICE (V.O.)
                         Lambs. The lambs were screaming...

               A third cowboy stretches out the lamb's neck, raises a bloody 
               knife. Just as he's about to slice its throat -

               BACK TO THE ADULT CLARICE

               staring into the distance, shaken, still trembling from the 
               child's shock. We see Dr. Lecter, over her shoulder, studying 
               her intently.

                                     DR. LECTER
                         They were slaughtering the spring 
                         lambs?

                                     CLARICE
                         Yes...! They were screaming.

                                     DR. LECTER
                         So you ran away...

                                     CLARICE
                         No. First I tried to free them... I 
                         opened the gate of their pen - but 
                         they wouldn't run. They just stood 
                         there, confused. They wouldn't run...

                                     DR. LECTER
                         But you could. You did.

                                     CLARICE
                         I took one lamb. And I ran away, as 
                         fast as I could...

               IN FLASHBACK

               a vast Montana plain, and crossing this, a tiny figure - the 
               little Clarice, holding a lamb in her arms.

                                     DR. LECTER (V.O.)
                         Where were you going?

                                     CLARICE (V.O.)
                         I don't know. I had no food or water. 
                         It was very cold. I thought - if I 
                         can even save just one... but he got 
                         so heavy. So heavy...

               The tiny figure stops, and after a few moments sinks to the 
               ground, hunched over in dispair.

                                     CLARICE (V.O.)
                         I didn't get more than a few miles 
                         before the sheriff's car found me. 
                         The rancher was so angry he sent me 
                         to live at the Lutheran orphanage in 
                         Bozeman. I never saw the ranch 
                         again...

                                     DR. LECTER (V.O.)
                         But what became of your lamb?
                              (no response)
                         Clarice...?

               BACK TO SCENE

               as the adult Clarice turns, staring into his feverish eyes. 
               She shakes her head, unwilling - or unable - to say more.

                                     DR. LECTER
                         You still wake up sometimes, don't 
                         you? Wake up in the dark, with the 
                         lambs screaming?

                                     CLARICE
                         Yes...

                                     DR. LECTER
                         Do you think if you saved Catherine, 
                         you could make them stop...? Do you 
                         think, if Catherine lives, you won't 
                         wake up in the dark, ever again, to 
                         the screaming of the lambs? Do you...?

                                     CLARICE
                         Yes! I don't know...! I don't know.

                                     DR. LECTER
                              (a pause; then, oddly 
                              at peace)
                         Thank you, Clarice.

                                     CLARICE
                              (a whisper)
                         Tell me his name, Dr. Lecter.

                                     DR. LECTER
                         Dr. Chilton... I believe you know 
                         each other?

               NEW ANGLE

               as Clarice turns, startled, and the fuming Chilton seizes 
               her elbow. Pembry and Boyle are beside him, looking grim.

                                     CHILTON
                         Out. Let's go.

                                     PEMBRY
                         Sorry, ma'a m - we've got orders to 
                         have you put on a place.

               Clarice struggles, pulling free of them for a moment.

                                     DR. LECTER
                         Brave Clarice. Will you let me know 
                         if ever the lambs stop screaming?

                                     CLARICE
                              (moving closer to the 
                              bars)
                         Yes. I'll tell you.

                                     DR. LECTER
                         Promise...?
                              (she nods. He smiles)
                         Then why not take your case file? I 
                         won't be needing it anymore.

               He holds out the file, arm extended between the bars. She 
               hesitates, then reaches to take it.

               VERY CLOSE ANGLE - SLOW MOTION

               as the exchange is made, his index finger touches her hand, 
               and lingers there, just for a moment.

               DR. LECTER'S EYES

               widen, crackling at this touch, like sparks in a cave.

                                     DR. LECTER
                         Good-bye, Clarice.

               CLARICE

               hugging the case file to her chest, stares back at him as 
               the men crowd in on her, pushing her away.

               HER POV - MOVING

               as Dr. Lecter, head cocked in a smile, slowly recedes...

                                                               DISSOLVE TO:

               INT. GARMENT SWEATSHOP - DAY

               MOVING ANGLE - MR. GUMB'S POV as he pushes a rolling rack of 
               completed leather garments, each wrapped in plastic, down as 
               aisle. SOUND of many sewing machines, all clattering at once, 
               as he passes row on row of work tables. The seamstresses, 
               mostly black or Hispanic, glance up as he passes, then quickly 
               avert their eyes, his presence disturbing them in some 
               nameless way.

               A thin FOREMAN in a flowery shirt, sees him approaching. He 
               rises from his desk and comes over cheerfully, as the rack 
               rolls to a stop.

                                     FOREMAN
                         Hello, dear! Punctual as always. And 
                         what have you brought us today?

               He seizes one of the dangling jackets, pulling up the plastic 
               wrapper. He examines it, stroking the sleeve.

                                     FOREMAN
                         Oh, marvelous... You know, I always 
                         say you're the Leonardo of leather.

                                     MR. GUMB (O.S.)
                              (a harsh whisper)
                         Oil.

                                     FOREMAN
                         Pardon...?

                                     MR. GUMB (O.S.)
                         You're leaving oil on the skin.

               The foreman quickly releases the jacket.

                                     FOREMAN
                         Of course... You'll be wanting your -

               Mr. Gumb's hand reaches INTO SHOT, snatching an envelope 
               from him. The foreman is watching him walk away, as a 
               seamstress comes over to take the rack of garments. The 
               foreman is vaguely troubled, but shakes it off. He strokes 
               the jacket again, admiringly.

                                     FOREMAN
                              (to seamstress)
                         I wish we had a dozen like him...

               SOUND UPCUT - Glenn Gould playing Bach's Goldberg 
               Variations...

                                                                    CUT TO:

               INT. MEMPHIS INTERNATIONAL AIRPORT - LOUNGE AREA - DUSK

               Clarice, in a line of other passengers, is moving slowly 
               towards a departure ramp. Through a huge plate glass window, 
               we can see her plane. She glances back over her shoulder at

               A pair of UNIFORMED COPS brawny and impassive, their arms 
               folded, waiting to make sure she board the flight.

               Clarice sighs, turning wearily back towards the jetway. The 
               BACH CONTINUES, as we...

                                                                    CUT TO:

               INT. SHELBY CO. COURTHOUSE - HISTORICAL SOCIETY ROOM -

               NIGHT

               CLOSE ON a steaming, rather elegant dinner tray, being carried 
               by Pembry, as he approaches Dr. Lecter's cell.

                                     PEMBRY
                              (shouts)
                         Ready when you are, Doc!

               IN THE CELL

               the BACH is issuing from the cassette player. Beside it, on 
               the table, the pile of Dr. Lecter's drawings. The top one is 
               an accurate, sensitive portrait, from memory, of Clarice. 
               Beyond the table, we see Lecter's shadowy form, seated behind 
               the paper screen. He calls out from there.

                                     DR. LECTER (O.S.)
                         Just another minute, please!

               Pembry grunts, sets the tray down. Boyle joins him, handing 
               him a riot baton and a Mace cannister, which Pembry fastens 
               to belt clips. Boyle is similarly armed, and carries a ring 
               of keys.

                                     PEMBRY
                         Sumbitch demanded lamb chops for 
                         dinner, extra rare.

                                     BOYLE
                              (laughs)
                         What you reckon he'll want for 
                         breakfast - some fuckin' thing from 
                         the zoo?

               INSIDE THE SCREEN

               Dr. Lecter sits fully clothed on the toilet - swaying 
               slightly, eyes closed, lost in the music, tongue working in 
               his cheek. Suddenly, like magic, a little shiny piece of 
               metal protrudes from his lips. He plucks it out, opens his 
               eyes.

               IN EXTREME CLOSEUP

               he is holding the pocket clip from Prentice's disassembled 
               pen - a straight, thin strip of metal, with a circular collar 
               at one end, a square edge at the other.

               DR. LECTER

               lines up his thumbnail just shy of the square edge, then 
               braces it against the stainless steel toilet rim. He pushes 
               down, hard, using both hands for leverage. After a moment he 
               smiles, holding up the result, and twirling it before his 
               eyes.

               IN EXTREME CLOSEUP

               the straight end of the clip now forms a tiny right angle, 
               and the circular end anchors nicely between his fingers.

               OUTSIDE THE CELL

               Pembry and Boyle turn as the toilet FLUSHES, and Dr. Lecter 
               reappears, looking jaunty.

                                     PEMBRY
                         Okay, Doc, grab some floor. Same 
                         drill as lunchtime.

               Dr. Lecter sits on the floor, legs straight, then wriggles 
               backwards. He stretches his arms behind him, hands and wrists 
               through the bars, with two bars between them, and clasps his 
               hands.

                                     DR. LECTER
                         I'm ready when you are, Officer 
                         Pembry.

               Pembry comes around the cell to squat behind Dr. Lecter. He 
               tugs his hands farther out, rather roughly, handcuffs his 
               wrists. He shakes the cuffs, making sure of them, then nods 
               to Boyle.

               NEW ANGLE - AT CELL DOOR

               as Boyle picks up the dinner tray, and Pembry crosses around. 
               Pembry takes the keys from Boyle, unlocks the cell door, and 
               pushes it inward. Boyle goes inside with the tray.

               DR. LECTER

               watches as Boyle approaches the table, above five feet from 
               him. Boyle has to set his tray down on the floor to clear 
               off some of the mess of drawings. The MUSIC plays on.

               VERY CLOSE ON

               ...Dr. Lecter's hands, outside the bars, as the makeshift 
               key, held between the tips of his right index and middle 
               fingers, searches for the keyhole of the cuffs. And finds 
               it.

               NEW ANGLE - FAVORING BOYLE

               as he finishes clearing the drawings, then turns back towards 
               Dr. Lecter, stooping to pick up the tray.

               BOYLE'S RIGHT HAND

               is just inches from the tray when Dr. Lecter's hand darts 
               INTO SHOT, snapping a handcuff onto his wrist.

               BOYLE

               looks up, astonished, to find himself right in the grinning 
               face of Dr. Lecter - who just as quickly rolls sideways, and 
               snaps -

               THE OTHER CUFF

               around the bolted leg of the table. And suddenly all natural 
               SOUND and MOTION are suspended, as the MUSIC soars much 
               louder, each separate note of it now echoing distinctly, and 
               we see...

               VARIOUS ANGLES - EACH BLURRING INTO STOP-ACTION

               Pembry starting into the cell, reaching for his riot baton... 

               Dr. Lecter smashing against the cell door, driving it into 
               Pembry, pinning him across the chest, against the door 
               frame...

               Boyle, on one knee on the floor, digging desperately in his 
               pants pocket for his handcuff key...

               Pembry's hand, mashed against his body by the door, as he 
               strains frantically to reach the baton at his waist... 

               Pembry's eyes, widening in horror as he stares at...

               Dr. Lecter's bared teeth, flashing towards him...

               Dr. Lecter gripping Pembry's face in his jaws, shaking it 
               like a dog shakes a rat...

               Boyle finding his key, but in his terror dropping it...

               Dr. Lecter yanking the mace can and riot baton from the dazed 
               Pembry's belt, spraying him in his bloody face, then clubbing 
               him to his knees...

               Boyle, mouth open in a silent scream, finding his key again, 
               unlocking the handcuff, but then, as he starts to rise, 
               seeing...

               Dr. Lecter standing over him, with the riot baton raised 
               high; he swings it viciously down, again and again and 
               again...

               Then normal SOUND and MOTION are restored as we go to -

               CLOSE ANGLE ON

               the cassette player, and the portrait of Clarice, both now 
               flecked with blood. In addition to the Bach, we now hear 
               soft PANTING, close by, and whimpering SOBS in the background.

               ANGLE ON DR. LECTER

               eyes closed, lost in a favorite passage of the music. His 
               bloody fingers drift airily with the notes, as his breathing 
               slows to normal. He opens his eyes, sighs contentedly, looks 
               down.

               HIS POV

               By the sprawled legs of Boyle lie various objects that spilled 
               from his pants pocket - coins, a comb, a big pocketknife.

               DR. LECTER

               picks up the pocketknife, examines it happily. About a four-
               inch blade. He becomes aware of the WHIMPERING, off screen, 
               turns.

               LOW ANGLE ON PEMBRY

               as he crawls, with torturous slowness, towards the command 
               desk, and the phone. He is crying, but frantically determined.

               PEMBRY'S POV - PARTIALLY BLURRED, THEN CLEARING

               Above the desk, hanging from pegs, are his and Boyle's 
               holstered revolvers...

                                                                    CUT TO:

               INT. COURTHOUSE - GROUND FLOOR LOBBY - NIGHT

               The bronze arrow above the elevator swings towards "5," then 
               indicates a stop there, at the top floor.

               FAVORING SGT. TATE

               at his command desk, as he stares at the indicator. Another 
               cop, JACOBS, sits on the desk's edge, flipping through a 
               magazine; many more cops can be seen beyond them, idling in 
               the lobby.

                                     SGT. TATE
                         What is this shit...? Did somebody 
                         go up to five?
                              (Jacobs shakes his 
                              head)
                         Call Pembry, ask him what -

               A GUNSHOT, and then, moments later, TWO MORE quick ones, 
               echo down the nearby stairwell. Sgt. Tate jumps to his feet, 
               grabs a radio mike, as the other cops stir, confused and 
               noisy.

                                     SGT. TATE
                              (into mike)
                         CP, shots fired on five! Repeat, 
                         shots fires on five! Outside posts 
                         look sharp, we've got a... Ho-ly 
                         shit.

               THE BRONZE ARROW

               has begun to descend. Down to 4, then past 4...

               BACK ON SGT. TATE

               as he reacts. The other cops, behind him, are now in a full 
               uproar, shouting, pulling out guns.

                                     SGT. TATE
                              (to the others)
                         SHUT UP...! Guard mount, double up 
                         on your outside posts. Bobby, get 
                         the vests. Rainey, Howard, cover 
                         that fucking elevator if it comes 
                         all the way to -

                                     A COP (O.S.)
                         It stopped!

               THE BRONZE ARROW

               has, indeed, frozen at 3. Sgt. Tate lifts the microphone 
               again.

                                     SGT. TATE
                              (into mike)
                         Seal off a ten-block radius. Get me 
                         the SWAT team and an ambulance, double 
                         quick. We're going up.

                                                                    CUT TO:

               INT. STAIRWELL - NIGHT (DIMLY LIT)

               HIGH ANGLE on Sgt. Tate as he leads a five-man squad, all in 
               bulletproof vests, up the stone stairs. They move fast but 
               carefully, covering each other from landing to landing with 
               drawn revolvers, shotguns. The distant Back MUSIC makes a 
               ghostly echo in here...

                                                                    CUT TO:

               INT. THIRD FLOOR CORRIDOR - NIGHT (DIMLY LIT)

               A thin rectangle of light on the floor from the open elevator 
               door. We can't see inside. The MUSIC sounds closer.

               SGT. TATE

               approaches very cautiously, gun aimed. The other cops, behind 
               him, fan out silently to set up angles of fire, checking the 
               various office doors - all locked - as they creep up.

               MOVING ANGLE - OVER TATE'S SHOULDER

               as he reaches the side of the elevator, hesitates, then spins 
               to point his gun inside. It's empty. He backs away.

                                     SGT. TATE
                              (shouts at ceiling)
                         Pembry? Boyle...?

                                                                    CUT TO:

               INT. HISTORICAL SOCIETY ROOM - NIGHT (BRIGHTLY LIT)

               ANGLE on the door, from inside, its lettering reversed on 
               the frosted glass. The Bach is VERY LOUD.

               After a moment the door is shouldered open, hard enough for 
               the glass to shatter, Tate following his gun inside, moving 
               low, then other cops appearing behind him in the doorframe. 
               They all freeze, staring in utter horror.

                                     SGT. TATE
                         Oh no... no...

               THEIR POV

               is a brief snapshot from hell. The two uniformed bodies, one 
               sprawled on its back near the door, the other still in the 
               cell, have been savaged by a knife. Blood and gore everywhere. 
               The faces are unrecognizable.

               SGT. TATE

               struggles for control, as the other cops move grimly around 
               him, into the room. He pulls his walkie-talkie from his belt.

                                     SGT. TATE
                              (into mike)
                         Command post... Two offi-
                              (a beat; clears his 
                              throat)
                         Two officers down. Prisoner is 
                         missing. Repeat, Lecter is missing... 
                         He's stripped the bed, might be making 
                         a rope, check all windows. Where the 
                         fuck is my ambulance?

               IN THE CELL

               a cop angrily punches OFF the music. Jacobs kneels with his 
               fingers on Boyle's neck.

                                     JACOBS
                         Boyle is dead, Sarge. His gun's 
                         gone...

               AT THE OTHER BODY

               a cop gently removes a revolver from the bloody fist. Murray, 
               the young patrolman, brings his ear reluctantly close to the 
               gory face. A bloody bubble appears there; the wreckage GROANS, 
               very softly.

                                     MURRAY
                         This one's alive!

               Tate crosses, kneels to see for himself. Murray looks green.

                                     SGT. TATE
                         Take ahold of him where he can feel 
                         your hands, son. Talk to him.

                                     MURRAY
                         What's his name, Sarge?

                                     SGT. TATE
                         It's Pembry, now talk to him, God 
                         dammit.
                              (into radio, looking 
                              around)
                         Boyle's dead, Pembry's read bad. 
                         Lecter is missing and armed - he 
                         took Boyle's gun...

               The other cop, checking the cylinder of Pembry's gun, holds 
               up one finger to Tate.

                                     SGT. TATE
                              (into radio)
                         Pembry got off one round - there's a 
                         chance Lecter was hit. We heard a 
                         total of three shots fired, so he's 
                         got four left... He's got a knife, 
                         too.

                                                                    CUT TO:

               EXT. STREET IN FRONT OF COURTHOUSE - NIGHT

               VARIOUS ANGLES on a floodlit scene of barely controlled 
               pandemonium. Flashing red lights, men shouting commands, 
               SIRENS in the distance. SWAT members, in full gear, leap 
               from a black van... fan out... swarm up the steps... EMS 
               orderlies unload a gurney from an ambulance... Cops kneel 
               for cover behind cars, aiming guns and rifles up at the 
               windows...

                                                                    CUT TO:

               INT. HISTORICAL SOCIETY ROOM - NIGHT

               A trio of EMS orderlies work fast over the body, already 
               strapped on its gurney. They bandage a big plastic airway 
               into place, over the butchered face, checking for a pulse at 
               the neck. Young Murray crouches, sickened, gripping a bloody 
               fist.

                                     MURRAY
                         You're just fine, Pembry, lookin' 
                         good, buddy, you're gonna make it...

               One orderly massages the heart. Another is popping a plasma 
               bag, ready to insert the needle, when the body starts 
               convulsing.

                                     ORDERLY
                         Downstairs - let's go!

               Quickly the gurney is elevated, wheeled out of the room, 
               with cops rushing forward to open the doors, help push, SWAT 
               men are running by in the hall, automatic rifles at the 
               ready...

                                                                    CUT TO:

               INT. THE ELEVATOR - DESCENDING - NIGHT

               Sgt. Tate, riding down with Jacobs, has his radio out.

                                     SGT. TATE
                              (into mike)
                         Ten-four, Lieutenant. I'm on the 
                         elevator, bringing it down. Pembry 
                         and Boyle are both cleared, top three 
                         floors secured, main stairwell 
                         secured. He's somewhere on -

               A spot of blood falls on his cheek. He and Jacobs stare at 
               each other. Another spot hits his shoulder. They look up.

               THEIR POV

               Blood is dripping slowly from the corner of the service hatch.

               Sgt. Tate motions for silence, as both men draw their guns.

                                     SGT. TATE
                              (into mike)
                         Uh, we're pretty sure he's somewhere 
                         on two, sir... That's all for now, 
                         over.

                                                                    CUT TO:

               INT. GROUND FLOOR LOBBY - NIGHT

               The elevator doors open, and Tate and Jacobs hurry out, 
               stepping quickly to the side. Tate reaches back in and -

               CLOSE ANGLE

               Locks the elevator into position, with its doors open.

               OTHER COPS are rushing up to them, curious, as Tate 
               frantically pushes them aside, gesturing for silence.

                                     SGT. TATE
                              (whispers)
                         He's on the roof of the elevator!

                                                                    CUT TO:

               INT. THIRD FLOOR CORRIDOR - NIGHT

               Two SWAT officers, PETERSON and KUBELL, turn a key, unlocking 
               and opening this floor's elevator doorway. The shaft is dark. 
               Lying prone, they inch up to the edge, Peterson extends a 
               mirror, on a long pole, out into the shaft.

               IN THE MIRROR (DISTORTED BY THE ANGLE)

               Is a distant figure, in a green prison jumpsuit, lying on 
               his stomach, atop the elevator. A shiny revolver is near one 
               hand.

               PETERSON

               whispers into a radio, as Kubell carefully tips an assault 
               rifle, with a flashlight taped to its barrel, over the edge.

                                     PETERSON
                         I see him... There's a weapon by his 
                         hand. He's not moving...

                                     RADIO VOICE
                         Can you get the drop?

                                     PETERSON
                         We got the drop.

                                     RADIO VOICE
                         One warning. Then take him out.

               Peterson nods to Kubell, who switches ON the flashlight, as 
               Peterson shouts down the shaft.

                                     PETERSON
                         Quinn!! put your hands on your head!!

               IN THE MIRROR

               the green figure shows no movement.

               ANGLE ON THE COPS AGAIN

               as Peterson mutters to Kubell.

                                     PETERSON
                         Put one in his leg.

               VERY CLOSE ON

               The figure below, as Kubell's gunshot ROARS, echoing hugely 
               in the shaft, and a slug rips through the jumpsuited leg. 
               The figure doesn't stir.

               PETERSON

               staring down the shaft, raises his mike again.

                                     PETERSON
                         No movement.

                                     RADIO VOICE
                         Okay, Johnny, hold your fire...

                                                                    CUT TO:

               INT. GROUND FLOOR LOBBY - NIGHT

               A small army of cops is now covering the elevator doorway, 
               from both sides. Tate crouches next to the SWAT COMMANDER.

                                     SWAT COMMANDER
                              (into radio mike)
                         We're coming into the car, we're 
                         opening the hatch. Watch his hands. 
                         Any fire will come from us. Affirm?

                                     PETERSON'S VOICE
                         Got it.

               The SWAT commander hands his radio to another cop, then looks 
               at Tate. A long, tense moment. Then he waves a signal.

               MOVING ANGLE

               as we follow a picked team of four SWAT cops, in full body 
               armor, rushing into the elevator car. Two men move to the 
               corners, aim assault rifles at the ceiling. A third man sets 
               a stepladder in place, and the fourth man, armed with a big 
               Colt, hurries up the ladder and unclips the hatch.

               CLOSE ON

               ...the service hatch, as the hinged cover drops open, and a 
               body tumbles through, dangling head first, until it's caught 
               at the waist. We see the back of the head.

               SGT. TATE

               shoulders through the SWAT cops for a closer look. He turns 
               towards the SWAT commander, astonished.

                                     SGT. TATE
                         That's Pembry!

                                                                    CUT TO:

               INT. EMS AMBULANCE - MOVING

               In the rear chamber, a young EMS ATTENDANT is braced against 
               the vehicle's sway. Behind him, the stretchered form of his 
               patient, and, through a curtained opening, the driver. SOUND 
               of the siren.

                                     ATTENDANT
                              (into radio mike)
                         He's comatose, but his vital signs 
                         are good. Pressure's 130 over 90... 
                         Yeah, 90! Pulse 85...

               Behind him, in slightly BLURRED FOCUS, the bloody figure 
               sits slowly upright...

                                     ATTENDANT
                         His convulsions have stopped, but 
                         he's got so much loose skin on his 
                         face, it's hard to tell if -

               Suddenly he stops, becoming aware of a strange HISSING. He 
               turns, puzzled...

               THE POCKETKNIFE BLADE

               in Lecter's fist, flashes high in the air...

                                                                    CUT TO:

               EXT. SIX-LANE FREEWAY - NIGHT (ARC LIGHTS)

               MOVING ANGLE on the EMS ambulance, as it races along normally, 
               its SIREN blazing, the heavy flow of traffic parting to make 
               way for it.

               Then suddenly it begins to weave erratically, changing lanes, 
               before drifting dangerously to a full stop, almost side-ways. 
               Cars swerve to avoid hitting it, HONKING angrily...

               CLOSER ANGLE

               on the stopped ambulance. After a long, still moment, the 
               wind-shield wipes come on, incongruously, then stop. Then 
               the SIREN is shut OFF, and the flashers. The ambulance starts 
               rolling again - at first jerkingly, then with increasing 
               speed. We follow it for several more moments, until is passes - 
               and we LINGER on...

               BIG GREEN INTERSTATE SIGN

               ...that reads "Memphis International Airport / 2 miles."

               CLOSE ANGLE - THROUGH AMBULANCE WINDSHIELD

               Dr. Lecter's face is slowly REVEALED, as he wipes across it 
               with a fistful of gauze, tossing it aside...

                                                               DISSOLVE TO:

               EXT. MONTANA PLAIN - DUSK - (IN FLASHBACK)

               MOVING ANGLE, rushing with dizzy swiftness over the prairie, 
               over waving grasses... a long passage... before we come at 
               last to the girl Clarice, sitting with her lamb, hunched in 
               despair. She rises, her face tear-stained, and turns from 
               us. Holding the lamb, she starts back the way she came...

                                                                    CUT TO:

               EXT. COUNTRY DIRT ROAD - NIGHT - BRIGHT MOONLIGHT

               MOVING ANGLE, very rapid, down this road... coming at last 
               to a stopped highway patrol car. Clarice, with her lamb, is 
               standing in the car's headlights. She starts wearily towards 
               the sheriff...

                                                                    CUT TO:

               EXT. RANCH BARNYARD - NEAR DAWN

               CRANE ANGLE - sweeping rapidly DOWN into the barnyard towards 
               the arriving highway patrol car, as it stops... RUSHING to 
               the little girl as she steps from the car, holding the lamb.

               The dark figure of the rancher ENTERS FRAME. As he roughly 
               takes the lamb from her, we HOLD on a CLOSEUP of her face - 
               stunned, blank. She EXITS FRAME...

                                                                    CUT TO:

               EXT. BARN - NIGHT

               MOVING ANGLE - CLARICE'S POV as she walks towards the open 
               barn doorway... It looms CLOSER... The rancher is revealed, 
               a shadowy figure, pinning the lamb on the killing table. His 
               knife hand sweeps up high, then holds... He turns TO CAMERA, 
               his face breaking into the light - and it is the face of Dr. 
               Lecter. He smiles his terrible smile at the young Clarice...

                                                                    CUT TO:

               INT. FBI DORM - PAY PHONE IN HALLWAY - NIGHT

               MOVING ANGLE - coming in very CLOSE on the adult Clarice's 
               face - shocked, devastated - as she stands alone by the 
               dangling receiver...

                                                                    CUT TO:

               INT. SHOWER STALL - FBI DORM - NIGHT

               CLOSE ON a shower head, as water suddenly blasts out. Clarice 
               moves INTO SHOT, as she scrubs her face and hair compulsively, 
               almost desperately, unable to get clean...

                                     ARDELIA (V.O.)
                         They found the ambulance...

                                                                    CUT TO:

               INT. CLARICE'S DORM ROOM - NIGHT

               Clarice is hunched on her cot, in a bathrobe, her hair wet. 
               The Buffalo Bill case file, a thick bundle, rests by her 
               feet. Ardelia hovers anxiously nearby.

                                     ARDELIA
                         In the parking garage at Memphis 
                         airport. The crew was dead. He killed 
                         a tourist, too. Got his clothes, 
                         cash... By now he could be anywhere.

               Clarice looks up. Her eyes are red-rimmed with exhaustion, 
               and something close to despair. She reads Ardelia's thought.

                                     CLARICE
                         No. He won't come after me.

                                     ARDELIA
                         Why not?

                                     CLARICE
                              (bitterly)
                         It would be rude. And he wouldn't 
                         get to ask any more questions...

               Ardelia sits beside her, touches her arm.

                                     ARDELIA
                         Clarice - you did the best anybody 
                         could have for Catherine Martin. You 
                         stuck your neck out for her and you 
                         got your butt kicked for her and you 
                         tried. It's not your fault it ended 
                         this way.

                                     CLARICE
                         The worst part - the thing that's 
                         making me crazy - is that Bill is 
                         right in front of me. Only I can't 
                         see him...
                              (touching the case 
                              file)
                         Lecter said, everything I need to 
                         catch him is right here, in these 
                         pages...

                                     ARDELIA
                         Lecter said a lot of things.

                                     CLARICE
                              (shakes her head)
                         He's here, Ardelia.

               Ardelia stares back at her.

               SOUND UPCUT - the low throb of a washing machine...

                                                                    CUT TO:

               INT. LAUNDRY ROOM - ACADEMY DORM - NIGHT (VERY LATE)

               Clarice has spread out the case file across two washing 
               machines. Ardelia, cross-legged on a dryer, studies another 
               pile of forms. Nearby is their laundry basket, detergent 
               box.

                                     ARDELIA
                              (surprised)
                         Hey, is this Lecter's handwriting? 
                         She holds up the map, with its 
                         location markings for the kidnapping 
                         and body dump sites. Clarice takes 
                         it, looks.

               INSERT - THE MAP

               with newly inked words in Dr. Lecter's precise, elegant hand.

                                     DR. LECTER (V.O.)
                         Clarice, doesn't this random 
                         scattering of sites seem overdone to 
                         you? Doesn't it seem desperately 
                         random - like the elaborations of a 
                         bad liar? Ta... Hannibal Lecter.

               NEW ANGLE - TWO SHOT

               as Clarice looks up at Ardelia, puzzled but excited.

                                     CLARICE
                         "Desperately random." What does he 
                         mean?

                                     ARDELIA
                         Not random at all, maybe. Like there's 
                         some pattern here...?

                                     CLARICE
                         But there is no pattern. There's no 
                         connection at all among these places, 
                         or the computers would've nailed it! 
                         They're even found in random order.

                                     ARDELIA
                         Well, except for the one girl.

                                     CLARICE
                              (beat)
                         What girl?

                                     ARDELIA
                         The one that was weighted down. Where 
                         is she...? Fred something.

               They search among the inserts. Clarice finds the graduation 
               photo.

                                     CLARICE
                         Fredrica Bimmel, from Belvedere, 
                         Ohio. The first girl taken, but the 
                         third body found... Why?

                                     ARDELIA
                         'Cause she didn't drift. He weighted 
                         her down.

                                     CLARICE
                         But why? He didn't weight the others.

               Clarice moves, on fire, unable to keep still.

                                     CLARICE
                         The first, what the hell did Lecter 
                         say about... "First principles," he 
                         said. Simplicity... What does this 
                         guy do, he "covets." How do we first 
                         start to covet? "We covet what we 
                         see -"

               She stops, turns. She grabs the photo of Fredrica from 
               Ardelia, stares at it. She looks up, trembling.

                                     CLARICE
                         "- every day."

                                     ARDELIA
                              (softly)
                         Hot damn, Clarice.

                                     CLARICE (V.O.)
                         He knew her...!

                                                                    CUT TO:

               INT. FBI BUILDING - OFFICE OF THE DIRECTOR - DAY

               Clarice and Crawford are seated in front of Director Burke, 
               who's at his desk. Another chair is empty, because Krendler 
               is pacing. All four are nearing their boiling points.

                                     CLARICE
                         Maybe he lives in this, this 
                         Belvedere, Ohio, too! Maybe he saw 
                         her every day, and killed her sort 
                         of spontaneously. Maybe he just meant 
                         to... give her a 7-Up and talk about 
                         the choir. But then -

                                     KRENDLER
                         Starling -

                                     CLARICE
                         But then he had to cover up, make 
                         her seem just like all the rest of 
                         them. That's what Lecter was hinting!

                                     KRENDLER
                         The market in Lecter hints is way 
                         down, today, okay? I've got two good 
                         men dead in Memphis, and three
                         civilians. I've got -

                                     CRAWFORD
                         Who the hell's fault is -

                                     KRENDLER
                         - a U.S. Senator who's half out of 
                         her head because her daughter's going 
                         to be murdered today! And all because 
                         of your mind games with fucking 
                         Lecter!

                                     CRAWFORD
                         If you hadn't interfered, he'd still 
                         be in custody in Baltimore!

                                     BURKE
                         Jack -

                                     KRENDLER
                         You sent in a green recruit, with a
                         phony goddamn offer -

                                     CRAWFORD
                         You're just trying to cover your ass 
                         for letting him escape!

                                     BURKE
                         THAT'S ENOUGH! All of you...

               A long silence, as they all struggle to regain composure. 
               Crawford, who was at the point of striking Krendler, finally 
               retakes his seat. Burke looks sadly at Crawford and Clarice.

                                     BURKE
                              (very reluctantly)
                         Starling, I'm afraid I have no choice. 
                         You're suspended from the Academy.
                              (Crawford starts to 
                              interrupt)
                         Not another word!
                              (to Clarice)
                         This is pending a reevaluation of 
                         your fitness for the service. I 
                         promise you'll get a fair hearing.
                              (pause)
                         Jack... you're ordered to take 
                         compassionate leave. You'll spend 
                         the rest of the day briefing the 
                         AG's office, then transfer command 
                         of the task force, effective by 1800 
                         hours.
                              (beat)
                         I'm sorry, Jack... Go home. Take 
                         care of Bella.

               Clarice and Crawford stare back at him, drained. A long and 
               very painful silence. Not even Krendler looks happy.

                                                                    CUT TO:

               EXT. SIDEWALK OUTSIDE FBI BUILDING - DAY

               Clarice and Crawford walk out slowly, stand there a moment, 
               not knowing what to say, not wanting to face each other.

                                     CLARICE
                         All his victims are women... His 
                         obsession is women, he lives to hunt 
                         women. But not one women is hunting 
                         him - except me. I can walk in a 
                         woman's room and know three times as 
                         much about her as a man would.
                              (beat)
                         I have to go to Belvedere.

                                     CRAWFORD
                         You heard them. I don't have that 
                         authority anymore.

                                     CLARICE
                         You do until six p.m.

               He stares at her sadly. He looks, for the first time, 
               defeated, old beyond his years.

                                     CRAWFORD
                         Ohio is cold ground. Picked over, 
                         ten months ago. Our people worked 
                         it, so did the locals.

                                     CLARICE
                         But not from this angle. Not thinking 
                         he knew her. You've got to send me!

                                     CRAWFORD
                         I'm Bureau for 28 years, Starling. I 
                         won't disobey orders, not even now.

                                     CLARICE
                         But I just became a private citizen. 
                         I can go anywhere I want to.

                                     CRAWFORD
                         With ID and a gun...? Impersonating 
                         a federal agent is a felony.

                                     CLARICE
                         He's going to kill her, Mr. Crawford. 
                         This morning, or maybe at noon, but 
                         today, and Belvedere's our last 
                         chance. I'm flying there, right now, 
                         unless you stop me. You want my ID? 
                         Here - take it...

               He stares at her, a long moment. Catherine's life. Clarice's 
               passion, and future. His loyalty to the Bureau. Call it.

                                     CRAWFORD
                              (pulls out his wallet)
                         There's about $300 here... And a 
                         hotline code number. They'll patch 
                         you through to me, wherever I am.

               She raises her hand to him. She wants to touch him face, or 
               his neck, but can't. Finally she takes his money and card.

                                     CLARICE
                         Thank you.

               He watches, frightened for both of them, as she backs away, 
               smiles, then turns, racing towards the surveillance van.

               SOUND UPCUT - the scratchy recording of Fats Waller SINGING, 
               as we...

                                                                    CUT TO:

               INT. MR. GUMB'S CELLAR - DAY (DIM LIGHT)

               CLOSE ON the needle of the Victrola, on the spinning record, 
               as Mr. Gumb's fingers lift away. MUSIC continues in 
               background.

                                     MR. GUMB (O.S.)
                              (calling out)
                         Preeeeecious...!

               CLOSE ON the moth cage, as Mr. Gumb's fingers search through 
               the humus, and find a plump new cocoon, lifting it out. The 
               door of the cage is left open, and one or two of the adult 
               moths flutter out.

                                     MR. GUMB (O.S.)
                         Precious, come on Precious! Busy 
                         busy day today...

               CLOSE ON a clean towel, beside the sink. The cocoon is gently 
               placed in readiness alongside four shiny skinning knives.

                                     MR. GUMB (O.S.)
                         Momma's gonna be sooo beautiful!

               CLOSE ON a stainless steel Colt Python, with a six-inch 
               barrel, as the cylinder is spun, and the hammer gets a 
               practice cock. The metallic CLICK is deep and loud. A note 
               of alarm has entered Mr. Gumb's voice.

                                     MR. GUMB (O.S.)
                         You come here this minute, you little 
                         scamp!

               LOW ANGLE on Mr. Gumb, wearing the kimono, as he walks through 
               his sewing workroom. His back is to us; he is looking 
               anxiously under the furniture. He stops, straightens. 
               Genuinely scared.

                                     MR. GUMB
                         Precious...?

               LOW ANGLE - OVER THE PIT OPENING

               Towards Mr. Gumb, as he stops at one of the doorways of the 
               oubliette chamber. He stares inside; his face in shadows.

                                     MR. GUMB
                         Sweetheart...?

               From the distant bottom of the pit, we hear Catherine's voice.

                                     CATHERINE (O.S.)
                         She'd down here you sack of shit.

               Mr. Gumb's fist flies to his mouth, and he sags against the 
               doorframe. A little groan escaped him; the dog answers with 
               a series of YIPS.

               UPWARD ANGLE, FROM THE PIT BOTTOM

               as Mr. Gumb's dark shape leans cautiously over the edge.

                                     MR. GUMB
                         Precious, are you all right?

               REVERSE ANGLE ON CATHERINE

               crouched to one side, clutching the dog to her chest. Seeing 
               Mr. Gumb, the dog squirms frantically, BARKING.

                                     CATHERINE
                         Get me a telephone. Lower it down to 
                         me. Do it now, mister! I don't want 
                         to have to hurt this little dog.

               UPWARD ANGLE

               on Mr. Gumb, as, with a cry of fury, he whips the Colt from 
               inside his kimono. The muzzle gleams as he takes aim.

               Catherine yanks the dog up, into his line of fire, screaming 
               at him.

                                     CATHERINE
                         You shoot motherfucker you better 
                         kill me quick or I'll break her 
                         fucking neck, I swear to God!

                                     MR. GUMB (O.S.)
                              (wails)
                         Nooooooo!

               Tucking the dog under one arm, she grabs its muzzle, twisting 
               the head. The dog WHINES piteously.

                                     CATHERINE
                         Back off, you son of a bitch! Back 
                         off!

               UPWARD ANGLE

               as Mr. Gumb cries out again - a terrible, inarticulate scream 
               of rage and anguish. But then he slowly lowers his gun.

               REVERSE ANGLE

               On Catherine, as she maintains her grip.

                                     CATHERINE
                         That's better... Now get me a live 
                         telephone. Get a long extension and 
                         lower is down here... And you better 
                         do it fast, too, 'cause I think her 
                         leg's broken. She's in pain, mister, 
                         she needs a vet.

               MR. GUMB

               stares down at her, a long beat, breathing heavily.

                                     MR. GUMB
                         You think she's in pain? You don't 
                         know what pain is. But you're going 
                         to find out...

               And abruptly he vanishes. SOUND of his footsteps, rushing 
               off.

               CATHERINE

               begins shaking, hands and arms twitching uncontrollably. She 
               hugs the little dog tight to her chest, buries her face in 
               its fur, sobbing...

                                                               DISSOLVE TO:

               EXT. RESIDENTIAL STREET - BELVEDERE, OHIO - DAY

               HIGH ANGLE as a rented sedan pulls up to the curb, stops. 
               After a moment Clarice climbs out, a bit stiffly. Double-
               checking this address, she glances up from a folded street 
               map to -

               AN OLD, THREE-STORY WOODEN HOUSE

               in a row of similarly shabby homes, all backing onto a narrow 
               river. A path of boards, laid over mud, leads back along 
               this house towards the brown water. SOUND of hammering from 
               there.

                                                                    CUT TO:

               EXT. BIMMEL HOUSE - BACK YARD - DAY

               An awesome huddle of pigeon coops sprawls by the brackish 
               water. The birds' COOING mixes with the HAMMERING. A tall, 
               gaunt man in a knit cap is obsessively pounding nails into a 
               new coop.

               CLARICE

               approaches him, and the man lowers his hammer. He has red-
               rimmed eyes of watery blue. His face is deeply seamed.

                                     CLARICE
                         Mr. Bimmel...? 

               He stares back at her, warily.

                                                                    CUT TO:

               INT. BIMMEL HOUSE - STAIRCASE - DAY

               HIGH ANGLE - LOOKING DOWN as Mr. Bimmel leads Clarice up a 
               steep flight of steps. The bannister is worn, sags a bit.

                                     MR. BIMMEL
                         I don't know nothin' new to tell ya. 
                         The police been back here so many 
                         times already... Fredrica went into 
                         Columbus on the bus to see about a 
                         job. She left the interview OK. She 
                         never come home.

               Clarice pauses, at the landing, to look at a framed photo: 
               the familiar graduation portrait. Others pictures show 
               Fredrica as a young girl, toddler, infant - plump and hopeful 
               at each age.

                                     MR. BIMMEL
                         Her room's how she left it. Just 
                         shut the door when you're done.

                                                                    CUT TO:

               INT. FREDRICA'S BEDROOM - DAY

               CLARICE'S POV - MOVING SLOWLY as she takes in flowery chintz 
               curtains... posters of Madonna and Blondie... a twin bed, 
               with worn, stuffed animals on the pillow... a big sewing 
               machine in the corner.

               CLARICE

               turns, absorbing nuances. There is loneliness here, an echo 
               of desperation under this steeply pitches ceiling. A shrill 
               MEOW, and she looks down...

               BIG TORTOISESHELL CAT

               is rubbing against her ankles.

               CLARICE

               picks up the cat, scratches behind his ears. She glances up.

               IN A FULL-LENGTH MIRROR

               she and the cat stares back at their own reflection...

                                                                    CUT TO:

               CLARICE

               sitting at the desk, turns the pages of a high school 
               yearbook. The cat is curled on her lap...

                                                                    CUT TO:

               CLARICE

               kneeling by the old Decca record player, flips through LPs 
               and singles. The cat has wandered off...

                                                                    CUT TO:

               CLARICE

               pulling a string to light up the closet. She is surprised 
               and intrigued to see an extensive wardrobe, groaning from 
               the rod. A shelf above the rod is stacked high with sewing 
               supplies, in clear plexiboxes. She flips through the hanging 
               clothes, pulls out one dress, on its hanger, for a closer 
               look.

               THE DRESS

               is very big, to fit Fredrica, but beautifully cut. Some of 
               the seams still look unfinished. She turns it around, sees a 
               blue tissue dressmaker's pattern still pinned to the back.

               FAVORING THE SEWING MACHINE

               as Clarice turns, looks towards it. She hangs the dress on 
               the closet door knob, crosses to sit at the machine. She 
               takes off its dust cover. She runs one hand over the cool 
               metal, as a taunting memory forms in her mind.

                                     DR. LECTER (V.O.)
                         Billy wants to change, too, Clarice. 
                         But there's the problem of his size, 
                         you see...

               She turns, looks again at the unfinished dress. Suddenly she 
               straightens, her attention riveted by something...

               CLARICE'S POV

               On the printed pattern, down at the lower back of the outlined 
               dress, are two bold black triangles. We RUSH CLOSER to there 
               shapes, before jumping back to -

               CLARICE

               who stares at them, starting to tremble.

                                     DR. LECTER (V.O.)
                         Even if he were a woman, he'd have 
                         to be a big one...

               IN FLASHBACK

               those missing triangles of skin on the dead girl's back, in 
               the funeral home in West Virginia...

               CLOSE ON CLARICE

               as she jumps to her feet, with a fierce joy.

                                     CLARICE
                         Sewing darts. You bastard.

                                                                    CUT TO:

               INT. BIMMEL PARLOR - DOWNSTAIRS - DAY

               Clarice paces, in an exuberant rush, amidst the worn 
               furniture.

                                     CLARICE
                              (into phone)
                         He's making himself a "woman suit," 
                         Mr. Crawford - out of real women! 
                         And he can sew, this guy, he's really
                         skilled. A dressmaker, or a tailor -

                                     CRAWFORD (V.O.)
                         Starling -

                                     CLARICE
                         That's why they're all so big - 
                         because he needs a lot of skin! He 
                         keeps them alive to starve them awhile - 
                         to loosen their skin, so that -

                                     CRAWFORD (V.O.)
                         Starling, we know who he is! And 
                         where he is. We're on our way now.

                                     CLARICE
                              (pause; surprised)
                         Where?

                                                                    CUT TO:

               INT. FBI TURBOJET - FLYING - DAY

               Crawford sits at a communications console, with Burroughs, 
               in headphones, by his side. This forward section of the cabin 
               is crammed with hi-tech equipment, all lit up and WHIRRING. 
               Through a window we see clouds, part of the jet's wing.

                                     CRAWFORD
                              (into speaker phone)
                         Calumet City, edge of Chicago. I'll 
                         be on the ground in 45 minutes with 
                         the Hostage Rescue Team. I'm back in 
                         charge, Starling. He's mine.

               INTERCUTTING

               as Clarice reacts; her happiness for Crawford is tinged with 
               disappointment at being so suddenly out of the hunt.

                                     CLARICE
                              (on phone)
                         Sir, that's great news. But how -

                                     CRAWFORD
                         Johns Hopkins finally came up with a 
                         name for us. We fed him into Known 
                         Offenders, and he came up cherries.
                              (takes a paper from 
                              Burroughs)
                         Subject's name is "Jamie Gumb," AKA 
                         "John Grant." Lecter's description 
                         was accurate, he just lied about the 
                         name.

               INSIDE THE JET - MOVING ANGLE

               from the rear of the cabin forward, as we slowly PASS the 
               twelve-man HRT. They're seated in full gear, hardshell armor, 
               quietly checking and rechecking their bulging cases of weapons - 
               silencer automatics, shotguns, stun grenades...

                                     CRAWFORD (O.S.)
                         This Gumb's a real beauty. Slaughtered 
                         both his grandparents when he was 
                         twelve, and did nine years in juvenile 
                         psychiatric. Where, Starling, he 
                         took vocational rehab, and learned a 
                         useful trade...

               INTERCUTTING

                                     CLARICE
                         Sewing...

                                     CRAWFORD
                         Take a bow. Customs had some paper 
                         on his alias. They stopped a carton 
                         two years ago at LAX - live 
                         caterpillars from Surinam. The 
                         addressee was "John Grant." Calumet 
                         Power & Light's given us two possible 
                         residences under that alias. We're 
                         hitting one, Chicago SWAT's taking 
                         the other.

                                     CLARICE
                              (eagerly)
                         Chicago's only about 400 miles from
                         here. I could be there in -

                                     CRAWFORD
                         No, Starling, there isn't time. And 
                         you've still got crucial work to do 
                         in Ohio. We want him for murder, not 
                         kidnapping. I'm counting on you to 
                         link him to the Bimmel girl, before 
                         he's indicted.

               Clarice tries hard to swallow her disappointment.

                                     CLARICE
                         Yes sir... I'll do my best.

                                     CRAWFORD
                              (pause; gently)
                         Starling - you've earned back your 
                         place in the Academy. We never 
                         would've found him without you, and 
                         nobody's ever going to forget that. 
                         Least of all me.

                                     CLARICE
                         Yes sir. Thank you, sir...

               CRAWFORD

               switches off, feeling bad for her. On the console near him, 
               the fax machine starts to CHATTER. He turns, looks.

                                     BURROUGHS (O.S.)
                         Here he comes, Jack.

               CLOSE ON

               an emerging sheet, as Gumb's face is printed out. We see 
               just his hair, then the top of his forehead, before we...

                                                                    CUT TO:

               EXT. BIMMEL BACK YARD - DAY

               Clarice walks slowly across the yard, absorbing all this 
               news, before suddenly leaping into the air and pumping her 
               fist in triumph, with a happy yelp. Then she sees -

               MR. BIMMEL

               staring at her in surprise. He sits by his coops, smoking.

               CLARICE

               somewhat embarrassed, crosses over to him.

                                     CLARICE
                         Mr. Bimmel... did Fredrica ever 
                         mention a man named Jamie Gumb, from 
                         Calumet City? Or John Grant?
                              (he shakes his head)
                         Did she know any men that sew?

                                     MR. BIMMEL
                         She sewed for everybody. Stores, 
                         ladies, whatever. I don't know about 
                         men.

                                     CLARICE
                         Who was her best friend, Mr. Bimmel? 
                         Who'd she hang out with?

                                                                    CUT TO:

               EXT. AN ISOLATED RUNWAY - O'HARE AIRPORT - DAY

               The FBI turbojet is parked, its gangway down. Crawford, 
               Burroughs, and the HRT squad, carrying their bags of weapons, 
               CLATTER rapidly down the metal steps...

                                     STACY (V.O.)
                         Freaked me out. Get your skin peeled 
                         off, is that a bummer...?

                                                                    CUT TO:

               INT. SAVING & LOAN - BELVEDERE - DAY

               STACY HUBKA - short, perky, early 20's - sits nervously at 
               her desk, talking to Clarice, who jots in her notebook. In 
               the background. beyond them, bank tellers, lines of waiting 
               customers, MUZAK.

                                     STACY
                         They said she was just rags, like
                         somebody -

                                     CLARICE
                         Stacy, did Fredrica ever mention a 
                         man named Jamie Gumb? Or John Grant?
                              (Stacy shakes her 
                              head)
                         Do you think she could've had a friend 
                         you didn't know about?

                                     STACY
                         No way. She had a guy, I'da known, 
                         believe me. Sewing was her life, she 
                         was really great at it. Poor Freddie.

                                     CLARICE
                         Did you ever work with her?

                                     STACY
                         Oh sure, me'n Pam Malavesi used to 
                         help her do alterations for old Mrs. 
                         Lippman. Lots of people worked for 
                         her, she had the business from all 
                         these retail stores? But she was 
                         like, totally old, it was more'n she 
                         could handle.

                                     CLARICE
                         Where does Mrs. Lippman live? I'd 
                         like to talk to her.

                                     STACY
                         She died. She went to Florida to 
                         retire, like two years ago? She dies 
                         own there.

               Clarice reacts, disappointed at the ending of this trail.

                                     STACY
                              (beat; shyly)
                         Is that a pretty good job, FBI agent?

                                     CLARICE
                         I think so.

                                     STACY
                         You get to travel around and stuff? 
                         I mean, better places then this?

                                     CLARICE
                         Sometimes you do.

                                     STACY
                         Freddie was so happy for me when I 
                         got this job. This - toaster 
                         giveaways, and Barry Manilow on the 
                         speakers all day - she thought this 
                         was really hot shit. What did she 
                         know, big dummy...

               Suddenly she's fighting tears. Clarice reaches to hug her.

                                                                    CUT TO:

               EXT. RESIDENTIAL STREET - CALUMET CITY, ILLINOIS - DAY

               WIDE ANGLE on what appears to be, at first, a calm, ordinary 
               neighborhood of working class two- and three-story houses. 
               But the street is strangely quiet, deserted.

               After a few moments, we become aware of movement - armed, 
               dark-clad figures creeping swiftly and in silence from shrubs 
               to garage corners, from parked cars to porches, appearing 
               and then disappearing...

                                                                    CUT TO:

               INT. MR. GUMB'S CELLAR - DAY (DIM LIGHT)

               CLOSE ON Mr. Gumb, as he settles a big pair of infra-red 
               night-vision goggles over his eyes. Moths flutter past his 
               face. His mouth is set in a grim line...

                                                                    CUT TO:

               EXT. STREET IN CALUMET CITY - FRONT YARD - DAY

               An HRT cop, prone beneath a hedge, is joined by a 2nd HRT 
               Cop, who throws himself to the grass beside him. They both 
               take aim with their scoped rifles at -

               TELEPHOTO ANGLE (WITH RIFLE CROSSHAIRS)

               The front door of a big, nearby, split-level house...

                                                                    CUT TO:

               INT. MR. GUMB'S CELLAR - DAY (DIM LIGHT)

               CLOSE ON a fuse box, as Mr. Gumb reaches in, flips a switch. 
               The lights go out. SOUND of a second switch, and the cellar 
               is bathed in a green glow...

                                                                    CUT TO:

               EXT. STREET IN CALUMET CITY - NEIGHBOR'S HOUSE - DAY

               A little boy, riding his tricycle in his driveway, is suddenly 
               startled to find himself staring into the grim face of -

               A MEMBER OF THE HRT

               crouched by his garage, armed to the teeth. As the little 
               boy starts to cry, the cop pulls him into the shadows, 
               covering his mouth.

                                                                    CUT TO:

               INT. MR. GUMB'S CELLAR - DAY (GREEN LIGHT)

               Mr. Gumb, in his kimono and goggles, creeps silently through 
               his workrooms - knees bent, painted toes places ever so 
               delicately, the Colt held aloft - as more moths flutter past 
               him in the eerie light...

                                                                    CUT TO:

               EXT. STREET IN CALUMENT CITY - DAY

               A florist's van turns the corner, comes slowly down the street 
               and stops at the curb in front of the split-level. The driver, 
               in a gray deliveryman's uniform and cap, climbs out of the 
               cab, walks briskly to the panel door, on the street side of 
               the van, and slides it open. He leans in, comes out with a 
               long, thin red-ribboned floral box, starts calmly towards 
               the house...

                                                                    CUT TO:

               INT. MR. GUMB'S CELLAR - DAY (GREEN LIGHT)

               MR. GUMB'S POV - MOVING ANGLE on the top of the oubliette, a 
               glowing green circle in the dark, as it draws closer and 
               closer... and then Catherine comes INTO VIEW, at the bottom 
               of the pit. She is crouched, exhausted, staring straight up 
               at him - but she can't see him in this infra-red darkness. 
               Precious is curled into her stomach, asleep. The futon is up 
               to Catherine's waist, but there's a clear shot at her head 
               and neck.

               MR. GUMB

               Looking down at her, smiles...

                                                                    CUT TO:

               EXT. STREET IN CALUMET CITY - SUSPECT'S HOUSE - DAY

               MOVING ANGLE on the "deliveryman," seen from behind, as he 
               mounts three steps to the split-level's front porch. Tucked 
               into the small of his back if a 9 mm. automatic.

               CRAWFORD AND BURROUGHS

               have slipped out of the van, and are crouched behind it now, 
               with drawn guns, watching tensely as -

               THE "DELIVERYMAN"

               settles the floral box in the crook of his left arm, reaches 
               out with his right hand towards the buzzer...

                                                                    CUT TO:

               INT. MR. GUMB'S CELLAR - DAY (GREEN LIGHT)

               Slowly, savoring the moment, Mr. Gumb aims the big Colt, 
               which is already cocked, using both hands... He is just about 
               to squeeze the trigger, when we hear his DOOR BUZZER, 
               surprisingly loud and close by. He turns, startled, and sees -

               DUSTY BLACK METAL BOX

               the extension buzzer, mounted high on the wall, which is 
               making the hideous, grating JANGLE. It finally stops, but 
               not before waking Precious, who starts frantically BARKING, 
               off screen, as -

               MR. GUMB

               raises his gun again, spinning back towards -

               HIS POV - THE PIT BOTTOM

               where Catherine, hearing but still not seeing him, quickly 
               yanks the futon over both herself and the dog. Instantly the 
               two of them become one squirming, indistinguishable mass.

               MR. GUMB

               bites his lip, his aim wavering, as he can't decide where to 
               safely place his shot. The maddening BUZZER sounds again, 
               even more insistently, and he cries out with frustration and 
               fury. But as the BUZZER continues, he reluctantly uncocks 
               his gun, looking up angrily towards his front door...

                                                                    CUT TO:

               INT. MR. GUMB'S FRONT DOOR - DAY

               The door opens, on a chain, and Clarice peers in, smiling.

                                     CLARICE
                         Good afternoon... I wonder if you 
                         could help me. I'm looking for Mrs. 
                         Lippman's family?

               Mr. Gumb frowns out at Clarice. For the first time ever, we 
               get a well-lit view of his bland, pale-eyed moon of a face.

                                     MR. GUMB
                         They don't live here anymore.

                                                                    CUT TO:

               EXT. FRONT DOOR OF SUSPECT'S HOUSE - CALUMET CITY

               The "deliveryman" yanks a 12 lb. sledgehammer from the floral 
               box, swings it with all his might against the door knob, 
               blowing it through as -

               MOVING ANGLE

               Crawford and Burroughs race towards the door, guns up...

                                                                    CUT TO:

               EXT. MR. GUMB'S FRONT DOOR - DAY

               Mr. Gumb starts to close the door, only to have Clarice push 
               back against it, politely but firmly. She holds up her ID.

                                     CLARICE
                         Excuse me, but I really do need to 
                         talk to you. This was Mrs. Lippman's 
                         house. Did you know her?

                                     MR. GUMB
                              (beat)
                         Just briefly. What's the problem, 
                         Officer?

                                                                    CUT TO:

               INT. SUSPECT'S HOUSE - CALUMENT CITY - DAY

               A bedroom window disintegrates as a flash grenade is shot 
               through it, EXPLODING on the floor. An instant later, a black-
               clad HRT cop dives through the shattered glass, rolls across 
               the floor, comes up on one knee swiveling his sawed-off 
               shotgun...

                                                                    CUT TO:

               EXT. MR. GUMB'S FRONT DOOR - DAY

               Clarice and Mr. Gumb, still eyeing each other through the 
               door crack...

                                     CLARICE
                         I'm investigating the death of 
                         Fredrica Bimmel. Who are you, please?

                                     MR. GUMB
                         Jack Gordon.

                                     CLARICE
                         Mr. Gordon, did you know Fredrica 
                         when she worked for Mrs. Lippman?

                                     MR. GUMB
                         No. Wait... Was she a great, fat 
                         person? I may have seen her, I'm not 
                         sure...

                                                                    CUT TO:

               INT. SUSPECT'S HOUSE - CALUMET CITY - DAY

               MOVING ANGLE as Burroughs moves quickly down a hallway and 
               enters the living room, where Crawford is standing, with his 
               gun held down by his side, surrounded by several other cops. 
               Burroughs shakes his head: Nothing here...

                                                                    CUT TO:

               INT. MR. GUMB'S FRONT HALLWAY - DAY

               Mr. Gumb glances briefly over his shoulder, towards his 
               kitchen, then turns back to Clarice with a smile.

                                     MR. GUMB
                         Mrs. Lippman had a son, maybe he 
                         could help you. I have his card 
                         somewhere. Do you mind stepping 
                         inside, while I looks for it?

                                     CLARICE
                         Thanks.

               ANGLE FAVORING THE COLT PYTHON

               which rests on a counter, just inside the open kitchen 
               doorway. THROUGH this doorway, we watch as Mr. Gumb, at the 
               end of his front hall, slips the chain. Clarice enters, 
               closing the door behind her.

                                                                    CUT TO:

               EXT. FRONT YARD OF SUSPECT'S HOUSE - CALUMET CITY - DAY

               MOVING ANGLE - towards the front door, as frustrated HRT 
               cops file out of the empty house, rifles slung across their 
               shoulders.

               WE PICK OUT CRAWFORD

               walking across the grass towards the van, when all at once 
               he stops in his tracks, shaken by a sudden flash of intuition.

               CAMERA RUSHES VERY CLOSE

               on his stricken face...

                                     CRAWFORD
                         Clarice.

                                                                    CUT TO:

               INT. MR. GUMB'S PARLOR - DAY

               Clarice, pulling her notebook from her shoulder bag, glances 
               around the musty-looking room.

                                     MR. GUMB (O.S.)
                         That horrible business, I shiver 
                         every time I think about it...

               Overstuffed furniture, porcelain figurines. One archway onto 
               the front hall, another onto a dining alcove, and through 
               there, the kitchen. Mr. Gumb is crossing to a rolling desk, 
               raising the top. He bends over, begins poking through cubby 
               holes. His tone is casual, neutral.

                                     MR. GUMB
                         Are they close to catching somebody, 
                         do you think?

                                     CLARICE
                         I think we may be, yes.

               Mr. Gumb stiffens, almost imperceptibly. His back is to her, 
               as he continues opening drawers, rustling papers.

                                     CLARICE
                         Mr. Gordon, did you take over this 
                         place after Mrs. Lippman died?

                                     MR. GUMB
                         Yes. I bought the house from her, 
                         two years ago.

                                     CLARICE
                         Did she leave any records here? Tax 
                         or business records? Maybe a list of 
                         employees?

               CLOSE ON MR. GUMB'S BACK

               as he continues his rummaging.

                                     MR. GUMB
                         No, nothing at all. Has the FBI 
                         learned something? Because the police 
                         here don't seem to have the first 
                         clue...

               Out of the folds of his kimono crawls a Death's-head Moth. 
               It creeps slowly to the center of his back, raising its wings.

                                     MR. GUMB
                         Do you have his description yet, or 
                         some fingerprints...?

               CLARICE

               unaware, is still glancing around the room. For several 
               agonizing moments, we think she won't see the moth - but 
               then she turns, does see it, and her eyes freeze. A beat of 
               pure fear. A tremendous struggle to keep her voice calm.

                                     CLARICE
                         No... no, we don't.

               Very carefully, she drops her notebook back into her bag, 
               lowers the bag to the floor. With her fingertips she brushes 
               back the edge of her blazer, loosening its drape.

               MR. GUMB

               turns back towards her cheerfully, holding out a business 
               card.

                                     MR. GUMB
                         Ahhh. Here's that number.

               CLARICE

               keeps her distance. They are about ten feet apart.

                                     CLARICE
                         Good, thank you. Mr. Gordon, do you 
                         have a phone I can use?

               MR. GUMB

               is about to reply when the moth suddenly flies up from behind 
               him, flutters past his face. He turns, looking at it. He 
               looks back at Clarice, his mouth still open.

               HER EYES

               are unmoving, locked on his.

               HIS EYES

               stare back at her, widen. And they know each other.

                                     MR. GUMB
                              (softly)
                         In the kitchen. I'll show you.

               CLARICE

               whips her gun out, gripping it in both shaking hands.

                                     CLARICE
                         Freeze!

               MR. GUMB

               slowly tilts his head to one side, smiles at her.

               CLARICE

               tries to force more authority into her voice.

                                     CLARICE
                         Okay... Okay, Mr. Gumb, you're under 
                         arrest. Down on the floor, hands and 
                         legs spread, move it.

               MR. GUMB

               turns, then all at once, in two quick steps, he is gone, 
               disappearing into his dining alcove, then kitchen.

               CLARICE

               hesitates, just a split second, to shoot him in the back - 
               and then it's too late.

                                     CLARICE
                         Shit!

                                                                    CUT TO:

               INT. MR. GUMB'S KITCHEN - DAY

               Clarice hurries inside, moving low, swivelling her gun.

               HER POV - MOVING

               The kitchen is empty. To one side, a door still shuddering 
               on its hinges...

               CLARICE

               rushes to this - pauses - then elbows the door aside, aiming 
               her gun down -

               AN EMPTY STAIRWELL

               brightly lit, leading to the cellar. Two doors facing the 
               bottom, both open. No sign of Mr. Gumb.

               CLARICE

               hates this, hates this, which door, it's a trap, what to do: 
               she is very scared, but suddenly hears -

               The distant SCREAM of Catherine Martin, somewhere down there 
               in that killing maze.

               CLARICE

               rushes through the doorway, and down the stairs.

               BEHIND HER, ON THE KITCHEN COUNTER there's an empty space; 
               the Colt Python is gone.

                                                                    CUT TO:

               INT. MR. GUMB'S CELLAR - DAY

               MOVING ANGLE - WITH CLARICE - hurrying down the steps. More 
               SCREAMS; they seem to be coming from the left door. Clarice 
               goes that way, entering a brick-walled passage - pipes over-
               head, naked bulbs. The lighting, though dim, is incandescent; 
               Mr. Gumb has switched off his infra-red system. Clarice comes 
               to a T-shaped intersection, stops. Another SCREAM, again to 
               her left, and the BARKING of a dog...

               CLARICE

               follows her gun around the corner, looking right.

               EMPTY PASSAGEWAY

               but doors opening off it - he could be lurking behind any of 
               them. She looks left... sees an opening onto some kind of 
               chamber. The noises are LOUDER, coming from there.

               CLARICE

               moves cautiously towards this chamber...

                                                                    CUT TO:

               INT. OUBLIETTE CHAMBER - DAY (DIMLY LIT)

               Clarice moves in, hugging the wall, gun swivelling...

               HER POV - MOVING

               the open top of the pit... beyond it, the other two doorways, 
               opening onto this room - Jesus, he could come through either 
               one of them, or come up behind her... She moves to the pit, 
               looks down, very briefly, sees Catherine SCREAMING, 
               hysterical, and a little white dog BARKING...

               CLARICE

               kneels, staring up from one door to another, she can't cover 
               them all, she's totally exposed - and what's a dog doing 
               there?

                                     CLARICE
                         FBI, Catherine, you're safe.

                                     CATHERINE
                         Safe, SHIT, he's got a gun! Getmeout.
                         GET ME OUT!

                                     CLARICE
                         You're all right! Where is he?

                                     CATHERINE
                         Get me out!

                                     CLARICE
                         I'll get you out! Just be quiet so I 
                         can hear. Shut that dog up.
                              (still swivelling)
                         Is there a ladder? Is there a rope?

                                     CATHERINE
                         I don't know! Get me out!!

                                     CLARICE
                         Catherine. Listen to me. I have to 
                         find a rope. I have to leave this
                         room, just for a minute, but -

                                     CATHERINE
                         NOOOOO! You fucking bitch don't you 
                         LEAVE ME down here, DON'T YOU - YOU 

                                     CLARICE
                         Shut UP!
                              (then, louder)
                         The other officers will be here any 
                         minute! you're perfectly safe now!

               Ignoring Catherine, whose shouts turn to sobs, she backs 
               away, turns, picks one of the other doorways, moves into it 
               quickly.

                                                                    CUT TO:

               INT. NEW PASSAGEWAY - DAY (DIMLY LIT)

               CLARICE'S POV - MOVING down this passageway, towards a new 
               room... pausing at the doorway, straining to hear... no sound 
               except Catherine's CRYING, not in the background, and 
               Clarice's own RAPID BREATHING. Then she crouches -

               LOWER ANGLE - bursts forward, through the doorframe, 
               sidestepping...

                                                                    CUT TO:

               INT. WORKROOM - DAY (DIMLY LIT)

               Clarice weaves back and forth, half-crouched, gun out, back 
               to the wall. Her face glistens with sweat, as she takes in...

               HER POV - MOVING NERVOUSLY

               Mr. Gumb's sewing machine... his swivel chair... the old 
               Victrola... Big moths are crashing into the light bulbs, 
               overhead; they're everywhere. Suddenly, from just behind 
               her, a CLICK and a HUM, and -

               CLARICE

               spins, almost shoots, before seeing -

               A SMALL REFRIGERATOR

               with its thermostat just switching ON.

               CLARICE

               gasps for breath, fighting for calm. She turns again, slashing 
               her free hand at the moths, moving quickly on...

                                                                    CUT TO:

               INT. SKINNING ROOM - DAY (DIMLY LIT)

               Clarice moves past the mannequins, all of them naked now... 
               then quickly past the huge Chinese armoire, ready to shoot 
               into it. Its doors yawn open; it is empty except for several 
               padded hangers... She moves on, past the big sink, with its 
               DRIPPING faucet... the counter, with its gleaming knives... 
               the rows of chemical jars. At the end of this room is

               A CLOSED DOOR

               Clarice starts to open it, then hesitates. Looking around, 
               she seizes a wooden chair, wedges it under the door know, 
               sealing off this section of the cellar. With her back thus 
               defended, she turns, softly retracing her steps.

                                                                    CUT TO:

               INT. WORKROOM - DAY (DIMLY LIT)

               Passing again through the workroom, Clarice pauses, seeing a 
               half-curtained door, to one side, that she had previously 
               skirted. She crosses to the door, listens and hears no sound 
               inside, takes a deep breath and reaches for the knob. She 
               twists it, and, as it turns, shoves hard and follows her gun 
               inside, all in one quick move...

                                                                    CUT TO:

               INT. BATHROOM - DAY (BRIGHTLY LIT)

               An old-fashioned bathroom: tiled floor, sink, toilet - and a 
               big, free-standing tub. An opaque shower curtain, suspended 
               from an oval ring, hides whatever might be inside.

               CLARICE

               centers her gun on the curtain, at chest height, and yanks 
               it aside with her left hand. No one standing there. Something 
               lower down catches her eye.

               She leans in, stares more closely, not understanding, at 
               first, that she's seeing -

               FEMALE HAND AND WRIST

               sticking up from the tub, which is filled with hard red-purple 
               plaster. The hand is dark and shriveled, with pink nail polish 
               and a dainty wristwatch. As -

               CLARICE

               is reacting with horror to this sight, the lights go out, to 
               be replaced, a split-second later, by the eerie green glow 
               of Mr. Gumb's infra-red system. Clarice cries out, turns 
               blindly, reaching for the door, can't find it, free hand 
               clawing desperately into what is, for her, utter darkness. 
               SOUND of Catherine KEENING again, in the far distance. Clarice 
               stumbles, goes to her knees, rights herself, finally clutches 
               the door frame...

                                                                    CUT TO:

               INT. MR. GUMB'S WORKROOM - DAY (GREEN LIGHT)

               Clarice emerges from the bathroom in a half-crouch, arms 
               out, both hands on the gun, extended just below the level of 
               her unseeing eyes. She stops, listens. In her raw-nerved 
               darkness, every SOUND is unnaturally magnified - the HUM of 
               the refrigerator... the TRICKLE of water... her own terrified 
               BREATHING, and Catherine's faraway, echoing SOBS... Moths 
               smack against her face and arms. She eases forward, then 
               stops again, listens... She eases forward again, following 
               her gun, and creeps directly in front of, and then past -

               MR. GUMB

               who has flattened himself against a wall, arms spread like a 
               high priest, Colt in one hand. He wears his goggles and 
               kimono, and under that - draping down over his naked arms, 
               like some hideous mantle - his terrifying, half-completed 
               suit of human skins. This is an exquisite moment for him - a 
               ritual of supreme exaltation. He smiles at Clarice as, 
               completely unaware, she moves beyond him, exposing her back. 
               Very slowly and quietly he steps out behind her, taking his 
               gun in both hands, aiming...

               CLOSE ON

               the Colt Python as - in SLOW MOTION - his thumbs cock the 
               hammer, the SOUND registering as a LOUD METALLIC CLICK, and -

               CLARICE

               spins, still in SLOW MOTION, flame already leaping from her 
               gun muzzle, as we see -

               THE TWO FIGURES

               almost at point-black range, guns ROARING hugely, one FLASH 
               from Mr. Gumb, and one two three four FLASHES from Clarice, 
               overlapping his, and then, as the ECHOES crash deafeningly -

               CLOSE ON CLARICE - LOW ANGLE -

               with NORMAL SPEED RESTORED, as the side of her face hits the 
               floor, and she is gasping, stunned by the noise and flames; 
               there is blood on her check, and an ugly powder burn, but 
               she ignores them, twisting to yank her speedloader from her 
               jacket pocket, locking it blindly onto her gun's cylinder, 
               reloading, right in front of her face, then rolling onto her 
               stomach, aiming her gun upward again, blinking her dazzled 
               eyes, straining to locate him in the darkness... Where is 
               he, where...? Then, as the ECHOES finally fade, she hears 
               something else - a tortured, sucking, WHISTLE from perhaps 
               eight feet away...

               MOVING ANGLE - WITH CLARICE

               as she crawls forward, on her elbows, following her gun, 
               until it bumps against Mr. Gumb's shoulder. He is lying on 
               his back, chest a bloody mess. She slides her muzzle against 
               his head, hard, but he doesn't move; another shot isn't 
               needed. He stares upwards, through his goggles, bloody lips 
               working. He tries to speak, but cannot. One hand reaches 
               slowly upwards, the fingers twitching, as if to seize 
               something, overhead... Then a final, ghastly groan, his hand 
               drops, he is dead. Clarice feels for a pulse at his neck, 
               making sure. Then, and only then, does she permit herself to 
               roll over, collapsing onto her back beside him.

               OVERHEAD ANGLE

               down at the two faces - intimately close together, like lovers 
               on their pillow. Then, as we PULL SLOWLY AWAY, we see that 
               her staring eyes, and his dead gaze, are both locked onto -

               A DEATH'S-HEAD MOTH -

               perched on an infra-red bulb, overhead, its wings pumping 
               slowly.

               SOUND UPCUT - wailing SIRENS, many excited VOICES, as we...

                                                               DISSOLVE TO:

               EXT. MR. GUMB'S HOUSE - DUSK

               The front porch of the tall Victorian house is bathed in a 
               glare of TV lights, police and ambulance flashers. Cars and 
               vans and even a firetruck choke the street; cops, reporters, 
               EMS workers and curious civilians swarm around the ineffective 
               barricades. The BUZZ of their voices goes even higher as

               CLARICE

               dazed, her face bandaged - comes out of the house, walking 
               protectively beside Catherine, who is wheeled on a gurney.

               They are followed out by uniformed cops, then two firemen 
               with an extension ladder. Catherine, blinking in confusion, 
               is still clutching the little dog, and refuses to give her 
               up even as she's trundled into an ambulance. Clarice sways 
               with exhaustion; everyone seems to be shouting at her at 
               once, pulling her sleeve. She tries to fight free of them, 
               desperate for a familiar face.

               AN OHIO HIGHWAY PATROL CAR

               pulls up, stops, and Crawford climbs out of the back seat. 
               He makes his way anxiously through the press of bodies, 
               stopping when he sees Clarice.

               THEY LOOK AT ONE ANOTHER

               for a long moment, Crawford choked with pride for her, with 
               sorrow for her ordeal, with love, but unable to find any 
               words. And then he does.

                                     CRAWFORD
                         Starling... your father sees you.

               And then all at once she is sobbing, her knees giving way, 
               but he is there to catch her, he is hugging her fiercely. 
               HOLD ON them for a long beat.

                                     DIRECTOR BURKE (V.O.)
                              (over loudspeaker)
                         Congratulations! You are now officers 
                         of the Federal Bureau of 
                         Investigation...

                                                               DISSOLVE TO:

               EXT. GROUNDS OF THE FBI ACADEMY - WEEKS LATER - DAY

               The forty members of Clarice's class, resplendent in their 
               best dark suits and dresses, rise, cheering themselves, then 
               turn happily to wave to their audience, as APPLAUSE mounts. 
               Beyond them, on a gaily tented platform, the Director stands 
               behind his podium.

               CLARICE AND ARDELIA

               look at one another solemnly. Ardelia holds up both fists, 
               in a power shake, and Clarice taps them with her own. She is 
               radiantly beautiful in a navy dress and pearls, the thin 
               scar on her cheek almost healed. Ardelia turns, waving towards 
               the crowd, the Clarice's thoughts are elsewhere. She turns, 
               searching among the dignitaries on the platform, till she 
               locates

               CRAWFORD

               who smiles back at her with quiet pride, and offers a little 
               salute.

               CLARICE

               grins - more happy than we've ever seen her - then turns to 
               wave towards the crowd with the others.

               MOVING ANGLE

               over the admiring sea of spectators, several hundred of them, 
               still rising from their folding chairs, APPLAUDING in 
               celebration of these special young people, this perfect, 
               sunlit day.

               SOUND UPCUT - rock music, laughter - as we...

                                                               DISSOLVE TO:

               INT. ACADEMY DORM - REC ROOM - THAT NIGHT

               A LOUD party is underway - food, beer, dancing - as the new 
               grads celebrate ferociously. Ardelia weaves her way through 
               the crowded room, reaches Clarice, who is flanked by her 
               special guests - Pilcher and Roden, the two ardent scientists. 
               Ardelia has to shout at Clarice over the din.

                                     ARDELIA
                         Agent Starling! Telephone!

                                     CLARICE
                              (surprised)
                         Agent Mapp! Thank you!

               She nods to Pilcher, leaves them. Roden, who is quite happily 
               drunk, grabs the startled Ardelia around the waist.

                                     RODEN
                         Hel-lo, gorgeous! Let's get down.

               Ardelia looks at Pilcher, confused.

                                     PILCHER
                         Just ignore him. He's not a Ph.D.

                                                                    CUT TO:

               INT. DORM HALLWAY - NIGHT

               Clarice picks up the dangling pay phone, speaks happily.

                                     CLARICE
                         Starling.

                                     DR. LECTER (V.O.)
                         Well, Clarice, have the lambs stopped 
                         screaming...?

               She freezes, stunned by the familiar voice. Then she turns, 
               waving frantically towards

               ARDELIA

               who is just inside the rec room door, at the end of the hall, 
               lost in conversation with Pilcher and Roden. Ardelia glances 
               at her briefly but misunderstands, waves cheerfully back.

                                     DR. LECTER (V.O.)
                         Don't bother with a trace, I won't 
                         be on long enough.

               CLARICE

               turns back, gripping the phone more tightly.

                                     CLARICE
                         Where are you, Dr. Lecter?

                                                                    CUT TO:

               EXT. A CLEAR NIGHT SKY

               Very beautiful, glittering with countless stars.

                                     DR. LECTER (O.S.)
                         Where I have a view, Clarice...

               MOVING DOWN

               we see a rolling lawn, a curving bay. Boats ride at anchor, 
               lights shimmering...

                                     DR. LECTER (O.S.)
                         Orion is looking splendid tonight, 
                         and Arcturus, the Herdsman, with his 
                         flock...

               DR. LECTER

               smiles into his mobile phone. He is stretched out on a 
               lounger, on a tiled patio, languidly paring an orange with a 
               penknife. His appearance is quite altered - a beard, glasses, 
               lighter hair. He's has some cosmetic surgery, as well.

                                     DR. LECTER
                              (into phone)
                         Your lambs are still for now, Clarice, 
                         but not forever... You'll have to 
                         earn it again and again, this blessed 
                         silence. Because it's the plight 
                         that drives you, and the plight will 
                         never end.

                                     CLARICE
                         Dr. Lecter -

                                     DR. LECTER
                         I have no plans to call on you, 
                         Clarice, the world being more 
                         interesting with you in it. Be sure 
                         you extend me the same courtesy.

                                     CLARICE (V.O.)
                         You know I can't make that promise.

                                     DR. LECTER
                         Goodbye, Clarice...
                              (and then, softly)
                         You looked - so very lovely today, 
                         in your blue suit.

                                                                    CUT TO:

               INT. DORM HALLWAY - NIGHT

               As Clarice reacts, the fill weight of his words sinking in.

                                     CLARICE
                         Dr. Lecter... Dr. Lecter...!

               But only a DIAL TONE comes from the phone. She is still 
               staring at her receiver, in shock, as we -

                                                               CUT BACK TO:

               EXT. THE MOONLIT PATIO

               Dr. Lecter sighs, sets his phone down, then rises. Popping 
               an orange section into his mouth, he turns towards the 
               brightly lit house. Stepping delicately over the sprawled 
               body of a uniformed security guard, he walks in through open 
               french doors.

                                                                    CUT TO:

               INT. A BOOKLINED STUDY

               In a swivel chair, amidst the wreckage of his papers and 
               books, is the writhing figure of Dr. Frederick Chilton. The 
               extreme intricacy of his bindings recalls Dr. Lecter's own 
               former restraints. His screams are muffled by the tape over 
               his mouth; he stares at Dr. Lecter like a rabbit trapped in 
               headlights.

               DR. LECTER

               Considers him for a genial moment, then raises the little 
               pen-knife. His eyes are twinkling.

                                     DR. LECTER
                         Well, Dr. Chilton. Shall we begin?

                                                                   FADE OUT

                                         THE END



Silence of the Lambs



Writers :   Thomas Harris  Ted Tally
Genres :   Crime  Drama  Horror  Thriller


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