The Internet Movie Script Database (IMSDb)


The web's largest
movie script resource!

Search IMSDb

Alphabetical
# A B C D E F G H
I J K L M N O P Q
R S T U V W X Y Z

Genre
Action Adventure Animation
Comedy Crime Drama
Family Fantasy Film-Noir
Horror Musical Mystery
Romance Sci-Fi Short
Thriller War Western

Sponsor

TV Transcripts
Futurama
Seinfeld
South Park
Stargate SG-1
Lost
The 4400

International
French scripts

Movie Software
DVD ripper software offer
Rip from DVD
Rip Blu-Ray

Latest Comments
Star Wars: Revenge of the Sith10/10
Star Wars: The Force Awakens10/10
Batman Begins9/10
Collateral10/10
Jackie Brown8/10

Movie Chat



ALL SCRIPTS





                           THE UGLY TRUTH



                      Screenplay/Revisions by

                           Nicole Eastman
                           Tracey Jackson
                             Peter Hume
                   David Diamond & David Weissman
                            Roger Kumble


                       Current Revisions by

                Karen McCullah Lutz & Kirsten Smith





                                                    February 14, 2008




1   INT. KPHX TV - LOBBY - DAY                                      1

    ABBY RICHTER, 30's, pretty, driven and absolutely in control,
    walks through the lobby, greeting the SECURITY GUARD.

                        ABBY
              Morning, Freddy.

                        SECURITY GUARD
              Morning, Abby. Another peaceful
              day?

                        ABBY
              If you say so...

2   INT. KPHX - CORRIDOR - MORNING - MOMENTS LATER                  2

    JOY, 40's, the associate producer, falls in step with Abby.

                        JOY
                  (panicked)
              We've got problems.

                         ABBY
              There are no problems, Joy.   Only
              solutions.

                        JOY
              The sky-cam on the traffic copter
              has a cracked lens and they can't
              fix it.

                         ABBY
              Okay, that's a problem.
                (thinking, then...)
              Call Matt Hardwick down at Media
              Services. He's got a few Sky Cams
              and he owes me. Now, where are my
              weathermen?

    Joy opens a door to a waiting area.

3   INT. KPHX - WAITING AREA - MORNING - CONTINUOUS                 3

    Several portly LATINO MEN look up and wave at Abby.

                           LATINO MEN
              Hey there!

                           ABBY
              Hi, guys!

    Abby waves back and closes the door.


                                                      (CONTINUED)
                                                                  2.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
3   CONTINUED:                                                         3

                           ABBY
                 What's with the pot bellies?

                           JOY
                 Research shows people like fat
                 weathermen. It makes them feel
                 safe.

                           ABBY
                 I like the one in the green and the
                 one in the brown, but I want to see
                 the one in the green with less
                 sideburns and the one in the brown
                 with more, then I'll make my
                 decision.

                           LARRY (O.S.)
                 Abby!

    LARRY, 50's, the pompous, uptight anchor man, catches up to
    them. He wears a makeup bib.

                           ABBY
                 Morning, Larry.

                           LARRY
                 I'm sorry to do this to you, Abby,
                 but I don't think I can work with
                 her anymore. It's bad enough I
                 have to take her criticism at home.
                 I can't do it on air, too. A man
                 can only take so much.

    Abby nods, taking him seriously, but you can tell she's done
    this before.

                           ABBY
                 You're not a man, Larry...
                     (off his look)
                 You're a newsman. A newsman isn't
                 defined by the easy times, Larry,
                 he's defined by the difficult ones.
                 Can you imagine Ted Koppel or Chris
                 Hansen or Anderson Cooper having
                 their wives as co-anchor? Hell, no,
                 because they couldn't handle it.
                 But you can. You've got balls the
                 size of Volkswagens. Don't think I
                 haven't noticed.




                                                            (CONTINUED)
                                                                  3.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
3   CONTINUED: (2)                                                     3

                        LARRY
                  (re his balls)
              I've only thought of them as blue
              as of late, but you're right. They
              are quite sizeable. But not
              disproportionately so.
                  (with pride)
              I like to think of them as
              aesthetically pleasing --

    Abby steps away, not wanting to ponder Larry's balls anymore
    than she has to.

                        ABBY
              I think I've made my point.

    Larry nods, appeased, as she reaches the door marked ABBY
    RICHTER, PRODUCER, "ALBUQUERQUE A.M." She enters and...

4   INT. KPHX - ABBY'S OFFICE - CONTINUOUS                                4

    ...walks in on a shouting match between JOSH, a leftist angry
    news writer, and DORI, the entertainment-leaning co-writer.

                        DORI
              Josh, nobody in Sacramento gives a                              *
              crap about trees in Alaska! It's
              not newsworthy.

                        JOSH
              Oh, but full coverage on David
              Beckham's new tattoo is vital?!

    Larry's wife and co-anchor, GEORGIA, 40 and coiffed to the
    gills, storms in, followed by the show's GUEST CHEF.

                        GEORGIA
              He's trying to kill me! He knows I
              can't eat crab, I'm allergic to it!
                  (to the room)
              Does anyone see this? Is this a
              hive?

                        JOSH
              It looks like syphilis to me.

                        DORI
                  (to Josh)
              See that? You wouldn't even know
              what syphilis looks like if it
              weren't for my story on Paris
              Hilton.



                                                            (CONTINUED)
                                                                  4.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
4   CONTINUED:                                                         4

                            GUEST CHEF
                     (to Abby)
                 She doesn't eat crab or beef or
                 fish. She doesn't eat anything but
                 chicken. You don't need a chef on
                 this show. You need a box of
                 McNuggets.

    Everyone shouts at each other. Abby calmly pulls out a
    whistle, puts it to her mouth and BLOWS.

5   INT. KPHX - "SACRAMENTO AM" SET - MORNING                             5*

    Cameras roll as the chef happily cooks away on the set.
    Georgia and Larry taste samples of what he's prepared.

                           GEORGIA
                 I have to tell you, Bruce. This is
                 the best Chicken Kiev I've ever
                 tasted.

                           GUEST CHEF
                 Actually it's Duck Kiev. Duck makes
                 an excellent alternative for
                 chicken, Georgia.

    JAVIER, the new fat weatherman, takes a huge bite.

                           JAVIER
                 Can I take home the leftovers?

    They all laugh.

                           LARRY
                 When we return, our live Skycam
                 traffic update and more on David
                 Beckham's hundred thousand dollar
                 tattoo.

                           GEORGIA
                 And what you can do to help
                 preserve the ancient forests of
                 Alaska -- and how it might help
                 your Albuquerque electric bill.

6   INT. KPHX - CONTROL ROOM - MORNING                                    6*

    Abby and Joy stand next to CLIFF, the show's director.

                           CLIFF
                 Go to commercial.
                     (to Abby)
                 I don't know how you do it.


                                                            (CONTINUED)
                                                                  5.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
6                                                                      6
    CONTINUED:

                           ABBY
                 It's just a matter of staring the
                 chaos in the eye and showing it
                 who's boss. Nice work, guys.

    She pats him on the back and heads out of the control room.

                           JOY
                     (to Abby)
                 Stuart wants to see you. He's
                 freaking out.

                           ABBY
                     (worried)
                 That means he got the numbers.

7   INT. KPHX - STUART'S OFFICE - DAY                                     7

    Abby talks to STUART WARDLOW, 60's, KPHX's curmudgeonly
    general manager.

                           STUART
                 Have you seen the ratings for
                 yesterday? We got beat by all the
                 network shows, plus a rerun of
                 "Who's the Boss". The one where
                 the vacuum breaks.

                           ABBY
                 It's a temporary setback. This week
                 we'll do better.

                            STUART
                 The guy with the cable access show
                 on Channel 83 does better. If we
                 programed Jerry Springer re-runs,
                 we'd do a nine share at a quarter
                 the price.

    Abby looks worried.

                           ABBY
                 Please tell me you're not thinking
                 of killing the show.

                           STUART
                 I'm not, but I can guarantee you
                 that's what the new management's
                 thinking.

                           ABBY
                 Stuart, "Sacramento AM" is an award-                         *
                 winning news program.


                                                            (CONTINUED)
                                                                  6.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
7   CONTINUED:                                                         7

                           STUART
                 Management doesn't listen to
                 awards. It listens to numbers.
                 We're not a family-run station
                 anymore, Abby. You're good at what
                 you do, but you've got to get me
                 some numbers. I've got two
                 daughters in college and a son in
                 beauty school. I don't know how
                 much you know about Vidal Sassoon
                 but that shit ain't cheap.

    Abby nods.

                           ABBY
                 You can count on me, Stuart.

8   INT. KPHX - WOMEN'S BATHROOM - DAY                                    8*

    Abby and Joy stand at the sinks.     Abby compulsively flosses         *
    in front of the mirror.                                                *

                           ABBY
                 I can't be letting corporate
                 management dictate the content of
                 this show. This is my show. I
                 control it.

    She rips out an extra two feet of floss.                               *

                           ABBY (cont'd)                                   *
                 I should cancel my date tonight and                       *
                 make a list of ideas for sweeps.

                           JOY
                 Absolutely not. You should be out,
                 observing humanity. Humanity's who
                 watches our show.

                           ABBY
                 Yeah, all 2.47% of them.

                            JOY
                 You've already rescheduled on this
                 guy three times. You cancel tonight
                 and he's gone. He's read more than
                 a dozen books, he has a 401K and
                 he's cute.

    She holds up her clipboard, which has the guy's E-Harmony
    PROFILE and PHOTO.




                                                            (CONTINUED)
                                                                   7.
            'THE UGLY TRUTH' - Numbered Script - 2/14/2008
8    CONTINUED:                                                         8

                            JOY (CONT'D) (cont'd)
                  Look at this bone structure. This
                  could be the bone structure of your
                  future children. Don't you want
                  them to be symmetrical?

     Abby stops flossing and looks at Joy.                                     *

                            ABBY
                  You printed his profile?

                            JOY
                  What? I'm married. I live
                  vicariously through your dating
                  life. And I really think that this
                  could be our next boyfriend. C'mon,
                  he had nine out of ten items on
                  your checklist.

                            ABBY
                  Well, technically eight and a half.
                  He said he could cook, but when I
                  pressed him, he was completely
                  unfamiliar with cumin. Don't you
                  think that's a little suspicious?

     Off Joy's look, we CUT TO...

9    EXT. UPSCALE RESTAURANT - NIGHT                                       9

     Sacramento's nicest restaurant. Diners enter and exit.                    *

10   INT. UPSCALE RESTAURANT - FOYER - NIGHT                            10

     Abby approaches the FEMALE HOSTESS, at her podium.

                            ABBY
                  Hi. I'm looking for a guy with
                  sandy brown hair, athletic build,
                  and blue eyes... he's 5'9 which --
                  I know what you're thinking -- it's
                  a little short, but he's read The
                  Great Gatsby twice, so we'll just
                  live with it, okay?

                            JIM (O.S.)
                  Technically, I'm 5'9 and 3/4.

     She turns, mortified, to see JIM, 30's and good-looking.
     Actually, he's better looking in person than in his photo.
     Abby gulps.




                                                             (CONTINUED)
                                                                   8.
            'THE UGLY TRUTH' - Numbered Script - 2/14/2008
10   CONTINUED:                                                         10

                            JIM (cont'd)
                  But I'll read Gatsby again if that
                  makes it any better.

                            ABBY
                  Jim -- hey. Hi. Hey.

                            HOSTESS
                  Shall I show you to your table?

     Abby and a mildly perturbed Jim follow, clearly not off to a
     banner start.

11   INT. RESTAURANT DINING AREA - NIGHT                                11

     Abby and Jim sit at a table. Abby looks around, tense.

                            ABBY
                  You know what? This is not the best
                  angle. We should get the table over
                  there. Then we both get a view,
                  instead of one of us looking at the
                  busboy station.

                            JIM
                  I'm fine here.

                            ABBY
                  No, trust me. It'll be better over
                  there.

     He looks at her like she's crazy, as they get up and move.

12   ANTOHER TABLE - MOMENTS LATER                                      12

     The waiter is now taking their drink order.

                            WAITER
                  Can I get you some water for the
                  table?

                            JIM
                  Bottle of flat, please.

                            ABBY
                  You know, they've done studies that
                  show tap water is no different from
                  bottled water. And they passed a
                  law recently to have all
                  restaurants filter their tap water.
                  So, technically it's not tap water.
                            (MORE)



                                                             (CONTINUED)
                                                                   9.
            'THE UGLY TRUTH' - Numbered Script - 2/14/2008
12   CONTINUED:                                                         12
                            ABBY (cont'd)
                  It's filtered water, which is
                  exactly what bottled water is,
                  except you don't have to pay $7 for
                  it.

                            JIM
                  Yeah, I still like the way it
                  tastes better.

                            WAITER
                  Can I get you any cocktails?

                            JIM
                  Scotch on the rocks.

                            ABBY
                  In your profile, you said you liked
                  red wine.

                            JIM
                  I do, I just feel like having a
                  scotch right now.

     She looks disappointed, then pulls out a piece of paper.

                            ABBY
                      (re the paper)
                  Was there anything else you changed
                  your mind about? I mean, just so I
                  can figure it into the overall
                  picture.

                            JIM
                  You printed out my profile?

                            ABBY
                  Actually, my associate producer
                  did. She likes me to be prepared.
                  Not that I'm ever not prepared.
                  Kudos on your comprehensive car
                  insurance policy, by the way.

                            JIM
                  That wasn't in my profile.

                            ABBY
                  No, but it was in your background
                  check.
                      (off his look; changing
                       the subject)
                  So...tell me about yourself.




                                                             (CONTINUED)
                                                                 10.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
12   CONTINUED: (2)                                                    12

                         JIM
               Well, what's left that you don't
               know?

                         ABBY
               Good point.

     There's an awkward silence between them. She pulls out
     another piece of paper, and hands it to him.

                         ABBY
               I printed out some talking points
               for us just in case this happened.

                         JIM
               I take it it's happened before?

                         ABBY
               No, but since you have nine out of
               ten of the necessary attributes on
               my checklist, I just wanted to make
               sure this goes as smoothly as
               possible.

     As Jim processes this, the waiter arrives with drinks.

                            JIM
               Thank you.

     He takes a huge sip, relieved. Abby looks at him.

                         ABBY
               You realize the ice in that scotch
               is made from tap water, don't you?

     He looks at her, realizing she's a complete nightmare.

13   EXT. RESTAURANT PARKING LOT- NIGHT                                13

     Jim and Abby walk to their cars. Jim is walking faster than
     she is, trying to get away. She trots along, trying to keep
     up.

                         ABBY
               Next time we could go bowling. I
               noticed online that you're the mid-
               ranked amateur in the state. I
               mean, if there is a next time. I'm
               not trying to be presumptuous, but
               I am getting a pretty good vibe
               here...




                                                            (CONTINUED)
                                                                 11.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
13   CONTINUED:                                                        13

     Jim doesn't even consider refuting this. He just wants to
     leave. Abby reaches into her purse and pulls out --                    *

                            ABBY (CONT'D)                                   *
                  Floss?                                                    *

                             JIM
                  Uh, no thanks.   It's late.   I                           *
                  should go.

     He gets into his car as she hands him his doggy bag.

                            ABBY
                  FYI, be sure to eat this by
                  tomorrow. With curry, you can't
                  smell if it's gone bad, so after
                  three days, you should just toss
                  it. Really, don't even give it to a
                  pet or anything.

                            JIM
                  Three days. Got it.

     Abby has officially lost control to the producer part of
     herself...she knows what she's doing, but can't stop herself.

                            ABBY
                  Here, just to be sure, I'll write
                  today's date on it for you.

     Abby takes a pen out and writes a date on the bag.

                            JIM
                      (annoyed)
                  It's fine, really...

     The bottom of the bag gives out and a container of goopy
     leftovers SPILLS all over Jim's lap.

                            ABBY
                      (horrified)
                  I told them to double bag this!

                            JIM
                  I'm just gonna -- go.

                            ABBY
                  I'm so sor --

     Jim closes the door, catching the hem of Abby's wrap skirt.

                            ABBY (CONT'D) (cont'd)
                  Wait, my --


                                                            (CONTINUED)
                                                                 12.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
13   CONTINUED: (2)                                                    13

     The car speeds off -- RIPPING Abby's skirt right off her as
     it races away. Abby is left standing in her underwear.

14   INT. ABBY'S CONDO - NIGHT                                         14

     Abby, still in her undies, trudges up the steps. She opens
     her front door. Her calico cat D'ARTAGNAN, 9, skeptical and
     easily annoyed, stares up at her.

                            ABBY
               Don't ask.

15   INT. ABBY'S CONDO - BATHROOM - NIGHT                              15

     Abby, now in pajamas, flosses her teeth. She hears a noise
     coming from her bedroom and looks to see D'Artagnan's paw in
     the fish bowl, trying to scoop up a goldfish.

                         ABBY
               D'Artagnan! Stop that!

     Abby picks up the cat.

                         ABBY (CONT'D)
               How many times do I have to tell
               you? Leave Juliet alone. Wasn't
               Romeo enough for you?

     Abby picks up the remote, snaps the TV on to "Nightline" with
     Brian Williams.

                         ABBY (CONT'D)
               Now there's a man. Not some five
               foot nine scotch drinker who lies
               about cumin.

     She heads into the bathroom.

16   INT. ABBY'S CONDO - BATHROOM - NIGHT                              16

     As Abby flosses in front of the mirror...

17   INT. ABBY'S CONDO - BEDROOM - SAME TIME - NIGHT                   17

     ...D'Artagnan hisses at the TV and steps on the remote
     control.

     ON TV - the channel jumps to a cable access show. MIKE
     ALEXANDER, 30's, handsome but not pretty, proudly dressed in
     an outfit that costs less than fifty dollars, addresses the
     camera.




                                                            (CONTINUED)
                                                                 13.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
17   CONTINUED:                                                        17

                            MIKE
                  You want the truth! But you can't
                  handle the truth. `Cause it's --

                            MOTLEY GROUP
                  Ugly!

     THE THEME SONG for "The Ugly Truth" kicks in over a series of
     past scenes: Mike judo-kicking an giant Oprah doll. Several
     posters spelling the word "LOVE" are destroyed by Mike with a
     variety of weapons. The theme sequence ends and CUTS TO --

18   INT. CHANNEL 83 - STAGE - NIGHT                                   18

     "The Ugly Truth", live on air. The look of the show's set is
     low-rent cable TV.

                            MIKE
                  I'm Mike Alexander and we're back
                  with the "The Ugly Truth." Tonight,
                  as always, we're going to talk
                  about what it is men and women
                  really want in relationships. I've
                  been looking through some books...

     He holds up several books in his hands, reading the titles.

                            MIKE (CONT'D)
                  "Smart Women Foolish Choices",
                  "Women Who Love Men Who Hate Them",
                  "Hating Men Who Love Women But Hate
                  Loving Men"...

     He drops the books on the floor, picks up a can of gasoline
     and pours it on the books.

                            MIKE (CONT'D)
                  Billions and billions of dollars
                  wasted on self-help psycho­babble.

     Mike lights a match and tosses it on the books, setting them
     ablaze. Then opens up his jacket and takes out a stick with a
     marshmallow. Begins roasting the marshmallow on the flame.

                            MIKE (CONT'D)
                  Now listen up, ladies, cause I'm
                  only gonna say this once tonight
                  and it's just three little words.
                  No, they're not "I love you." Here
                  goes... MEN. ARE. SIMPLE. We can
                  not be trained. All this "Men Are
                  From Venus" bullshit is a waste of
                  your time and money.
                            (MORE)

                                                            (CONTINUED)
                                                                 14.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
18   CONTINUED:                                                        18
                            MIKE (CONT'D)
                  You want to be a lonely hag, then
                  keep reading these stupid books.
                  You want a relationship, here's how
                  you get one: it's called a
                  Stairmaster. Get on it and get
                  skinny and get some trashy lingerie
                  because at the end of the day, all
                  we're interested in is looks. No
                  one falls in love with your
                  personality at first sight, they
                  fall in love with your tits and
                  your ass. And they stick around
                  because of what you're willing to
                  do with them. You want to win a man
                  over? You don't need ten steps. You
                  need one. And it's called a blow-
                  job.

     Mike shoves a burnt marshmallow into his mouth.

                            MIKE (CONT'D)
                  And don't forget to --

     He mimes swallowing.

19   INT. ABBY'S CONDO - BEDROOM - NIGHT                               19

     WE PAN off the television to the bed, where Abby now watches,
     appalled.

                            ABBY
                  Oh my God. It's that cable access
                  jackass Stuart was talking about.

20   INT. CHANNEL 83 - STAGE    - NIGHT                                20

     Mike takes a call.

                            FEMALE CALLER (O.S.)
                  How dare you burn those books?
                  They've helped my personal life
                  more than --

                            MIKE
                  What's your boyfriend's name,
                  princess?

                            FEMALE CALLER (O.S.)
                  I'm not seeing anyone right now
                  but --

     Mike hangs up the phone.



                                                            (CONTINUED)
                                                                 15.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
20   CONTINUED:                                                        20

                            MIKE
                  My point exactly, Shrek. Next
                  caller.

21   INT. ABBY'S APARTMENT - NIGHT - CONTINUOUS                        21

     Abby, now infuriated, picks up the phone and begins dialing.

     WE INTERCUT between the stage and her apartment, as Mike
     continues his rant.

                            MIKE
                  Men don't fall in love. Men fall in
                  "want." We want things. We're
                  hunters and gatherers. We're the
                  same as we were when we were
                  cavemen and a gillion years of
                  evolution hasn't done squat. Trust
                  me, there was a Pamela Anderson of
                  cave women and all the cave guys
                  were trying to stick their dicks in
                  her.

     Mike walks over to a chalk board with the word "LOVE" on it.
     He crosses it out and writes "LUST."

                            MIKE (CONT'D) (cont'd)
                  Now girls, if you want to think
                  lust is the same as love, that's
                  fine, but you're delusional. Let's
                  take some more calls.
                      (picks up the phone)
                  You're on the air.

     Abby is now on the phone.

                            ABBY
                  So you're saying men are incapable
                  of love?

                            MIKE
                  Did I burst your little Harlequin
                  Romance bubble?

     Irritated, Abby begins to compulsively remake her bed.                 *

                            ABBY
                  The only thing you burst is your
                  credibility. Men are absolutely
                  capable of experiencing love.

                            MIKE
                  Okay, I'll bite. Who's the guy?


                                                            (CONTINUED)
                                                                 16.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
21   CONTINUED:                                                        21

                            ABBY
                  What?

                            MIKE
                  The guy, Mr. Wonderful, the one
                  who's so capable of love. Who is
                  he? What's he like?

                            ABBY
                  Well, he's not like you, that's for
                  sure.

                            MIKE
                  Thank you very much. Go on.

                            ABBY
                  He's smart...he's handsome but
                  doesn't know it...
                      (enjoying the fantasy)
                  He's successful, but in a job that
                  means something. He loves red wine,
                  classical music, Cary Grant
                  movies...

                            MIKE
                  This is a guy in America, right?
                  You're not calling from Europe or
                  anything.

                            ABBY
                  Are you interested in listening or
                  not?

                            MIKE
                  No, please. I'm loving this.

                             ABBY
                  He works out, not because he's
                  vain, because it's healthy. He's
                  socially liberal but fiscally
                  conservative. He likes dogs but
                  he's a cat person. He never gets
                  out of bed before you on a Sunday
                  morning --

                            MIKE
                  Oh my god. You're a lesbian!

                            ABBY
                  What?!

                            MIKE
                  Well, you're describing a woman.


                                                            (CONTINUED)
                                                                 17.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
21   CONTINUED: (2)                                                    21

                         ABBY
               Why are those qualities so
               threatening to you? Perhaps because
               your complete lack of any one of
               them is the real reason why women
               aren't interested in you. At least
               women of quality.

     Mike scoffs, but he's thrown. He takes a moment, then...

                         MIKE
               Where is this guy? I will give you
               one hundred dollars of my own money
               to bring him down here and let me
               meet him.

                         ABBY
               Oh, he's out there...somewhere.

                         MIKE
               Wait a second. You're not even
               dating this guy?!

                         ABBY
               Well, no...I'm just describing a
               type...I thought that's what we
               were doing.

                         MIKE
               You don't even know him?!?

     Mike bowls over LAUGHING. Abby realizes she's been had.

                         MIKE (CONT'D)
               Hold on...whoa...now I get the
               whole picture. You're a dog.

                            ABBY
               Excuse me?

     She rips the perfectly made bed apart and starts over.                 *

                         MIKE
               You heard me. You must be. If you
               were hot, you'd be out breaking
               some poor schmuck's heart instead
               of spending all your time
               fantasizing about Mr. Wonderful.
               Face it, you're ugly!

                         ABBY
               I am not ugly!



                                                            (CONTINUED)
                                                                 18.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
21   CONTINUED: (3)                                                    21

                         MIKE
               Well, of course you don't think so.
               Ugly people never know they're
               ugly. It's like people who have
               B.O. They never know it because
               they're surrounded by their own
               stench all the time.

     Now Abby's really fuming. She snaps a sheet violently.                 *

                         ABBY
               That is the most ridic --

                         MIKE
               Look, lemme help you out here. You
               might as well just face the fact
               that you're gonna be alone and stop
               pining away for some fantasy guy
               you're never going to get. Get a
               hobby. Build housing for the poor.
               Anything.

                         ABBY
               How could you possibly --

                         MIKE
               Hey, Lassie -- the show's called
               "The Ugly Truth". If you can't face
               it, don't call.
                   (switching gears)
               Well that about wraps it up for
               today. I'm Mike Alexander reminding
               you that the truth is never pretty.

     As he smiles smugly, Abby SCREAMS and THROWS the phone across
     the room. D'Artagnan, terrified, jumps off the bed, which is           *
     now in total disarray.                                                 *

22   INT. KPHX - CONFERENCE ROOM - DAY                                 22

     Abby and Joy make their way into the conference room. Dori
     and Josh are already there.

                         JOY
               How did the date go?

                         ABBY
               I ended up pantsless in a parking
               lot.

                         JOY
               That's awesome!



                                                            (CONTINUED)
                                                                    19.
              'THE UGLY TRUTH' - Numbered Script - 2/14/2008
22   CONTINUED:                                                           22

     Stuart walks into the conference room.

                            STUART
                  Morning, everybody.

     He puts a DVD in the player.

                            STUART
                  Now before I play this, I have to
                  warn you...
                      (hits play)
                  ...he's a little rough around the
                  edges.

     ON TV:     Mike's face appears.

                            MIKE (ON T.V.)
                  Face it, you're ugly!

                            ABBY'S VOICE (O.S.)
                  I am not ugly!

     Joy looks at Abby.

                            JOY
                  Is that you?

                               ABBY
                  What?! No!

                            MIKE (ON T.V.)
                  Ugly people never know they're
                  ugly. It's like people who have
                  B.O.--

     Abby grabs the remote and turns off the T.V.

                            ABBY
                  Why are we watching this?!

                            STUART
                  One word. Ratings. Say hello to our
                  new guest commentator. I'm starting
                  him with two segments a week. Three
                  minutes a pop.

                            ABBY
                  Are you kidding me?

                            JOSH
                  Who the hell is this guy?




                                                               (CONTINUED)
                                                                 20.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
22   CONTINUED: (2)                                                    22

                         STUART
               His name is Mike Alexander.

                            ABBY
               And he's a    quintessential
               misogynist    uber-moron who
               represents    everything wrong with
               television    and society at large...

                         DORI
               I get crap every time I suggest we
               do something even remotely fluffy
               and now you're gonna put this
               douchebag on the air?

                         STUART
               He's got a point of view. We don't
               have to like him, we're news
               people. We're objective. Stone
               Phillips interviews terrorists,
               doesn't mean he likes them. It's
               good for ratings.

     Abby holds up a piece of paper.

                         ABBY
               I've got a whole list of ideas on
               how to improve ratings. We don't
               need him.

     Stuart takes the memo, reading it.

                         STUART
               A live debate on immigration
               policy? Never work.

                         ABBY
               What are you talking about?
               Albuquerque is 45% Latino.

     At this moment, MIKE walks in. Abby stares at him, appalled.

                         MIKE
               Yeah, and as you can tell by all
               the screaming rugrats in this town,
               Latino guys like to have a lot of
               sex. Which means they'd rather
               listen to me tell them how to bang
               hot chicks than hear about why they
               can't bring grandma across the
               border.
                   (as they all stare at him)
                         (MORE)


                                                            (CONTINUED)
                                                                 21.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
22   CONTINUED: (3)                                                    22
                         MIKE (cont'd)
               Sorry, I was eavesdropping out in
               the hall.

                         STUART
               See, what did I tell you? He's
               great.

                         MIKE
               Thanks, boss.

     Abby spins to face Stuart.

                         ABBY
               You already hired him?!

                         MIKE
                   (re Abby)
               Who's this delightful creature?

                         ABBY
               Your superior.

                         MIKE
               Mmm...I like a woman on top.

23   INT. ABBY'S OFFICE - DAY - MOMENTS LATER                          23

     Abby is pacing, clearly on the verge of hysteria.

                         ABBY
                   (chanting)
               I am an award-winning news
               producer. I am an award-winning
               news producer...

     A KNOCK. Then the door opens and Mike appears.

                         MIKE
               Hey, no hard feelings, right?

                         ABBY
               You don't even knock?

                         MIKE
               I knocked. I got no response.

                         ABBY
               So, essentially your knock was
               negated by your complete lack of
               adherence to the social etiquette
               of what follows a knock.




                                                            (CONTINUED)
                                                                 22.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
23   CONTINUED:                                                        23

                            MIKE
                  Wow. You are wound like a fuckin'
                  top.

     Abby glares at him.

                               ABBY
                  Woof woof.     Recognize the bark?

     He stares at her, surprised.

                            MIKE
                      (then; realizing)
                  Hey, what do you know? You're not
                  ugly at all.

                            ABBY
                  Imagine my relief.

                            MIKE
                  You know, if it weren't for you, I
                  would have never gotten this gig.
                  You and I make good TV.

                            ABBY
                  I'm sorry, what channel is your
                  show on?

                            MIKE
                  Eighty three.

                            ABBY
                  This is channel two. You do know
                  that the lower numbers are better,
                  right? More people watch. So don't
                  tell me that "you and I" make good
                  TV. I am an award-winning news
                  producer. I make good TV. You make
                  imbecilic trash watched by
                  housebound inbreds who are so busy
                  putting their hands down their
                  pants they're unable to change the
                  channel.

                            MIKE
                  I hadn't really been picturing you
                  that way, but thanks for the image.

                            ABBY
                  Let me tell you something. I am not
                  one of your viewers. My cat stepped
                  on the remote.



                                                            (CONTINUED)
                                                                 23.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
23   CONTINUED: (2)                                                    23

                         MIKE
               Thank your pussy for me, then.

     Abby gags as she pushes past him and walks out.

24   INT. KPHX - HALLWAY - DAY                                         24

     Abby strides down the hall with Georgia and Larry.

                         ABBY
               There is no way Mike Alexander is
               going to stay on my show. I want
               you to skewer him. Make him look
               like a complete idiot. Not that it
               will be hard. The man is a moron of
               unseen proportions.

                         GEORGIA
                   (re Larry)
               That's just what we need on this
               show.

                          LARRY
               Does anyone think my highlights are
               too shiny?

                         ABBY
               Larry, listen to me. I want Mike
               Alexander to go down in flames. I
               want Mike Alexander to be nothing
               but a pile of ash on the seat next
               to you. I want the janitor to come
               in with his Dustbuster and vacuum
               up the ashes of Mike Alexander, and
               then when he throws the ashes into
               the dumpster outside, I want the
               rats to vomit and then defecate on
               the ashes of Mike Alexander.

     She strides off. Larry looks at Georgia.

                         LARRY
               And I thought you were angry and
               bitter.

                         GEORGIA
               Uh, no, that would be my untouched
               vagina.

25   INT. KPHX - SACRAMENTO AM SET - DAY                               25 *

     Cameras roll as Larry and Georgia sit at the anchor desk.



                                                            (CONTINUED)
                                                                 24.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
25   CONTINUED:                                                        25

                            GEORGIA
                  For years, there have been concerns
                  about lowering television
                  standards. But many believe that
                  this man and his local public
                  access show, "The Ugly Truth," have
                  brought things to a new low. With
                  that, we welcome Mike Alexander.

     Mike gives a cocky wave.

                            MIKE
                  How ya doing, guys?

                            LARRY
                  Mike, how do you respond to those
                  who say your show is offensive?

                            MIKE
                  It is... but then again, so is the
                  truth.

                             GEORGIA
                  The truth about what, Mr.
                  Alexander?

                            MIKE
                  What relationships are really like.

26   INT. KPHX - CONTROL ROOM - DAY                                    26

     Abby and the control room crew watch the proceedings. Cliff
     mans the bank of monitors.

                            MIKE
                  Take marriage for instance. It's
                  about mutual benefits, social
                  pressure, and taxes. It's not about
                  love and we should stop pretending
                  it is.

     We INTERCUT with Georgia, Larry, and Mike on set.

                            ABBY
                  C'mon Georgia, let him have it.

                            GEORGIA
                  Sounds to me like no one's ever
                  loved you and you're taking it out
                  on the female population.

     In the control room, Abby smirks.



                                                            (CONTINUED)
                                                                 25.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
26   CONTINUED:                                                        26

                            ABBY
                  Ooh, good one.

                            MIKE
                  Well, while we're making
                  observations, you two project this
                  image of the perfect couple, when
                  clearly, it's a lie.

                               LARRY
                  Excuse me?

     Abby nervously gnaws on the straw from her Kombucha drink.             *

                            ABBY
                      (nervous)
                  Cliff, let's go to commercial.

                            CLIFF
                  Stuart told me to keep rolling, no
                  matter what.

                             ABBY
                  What?   When?

     Cliff shrugs.    Abby is pissed.

                            ABBY
                  This is my show.

                            CLIFF
                  Not right now it isn't.

     On the set, Mike continues his vivisection of Larry and
     Georgia.

                            MIKE
                  I mean, come on Larry, I grew up
                  watching you on TV. You used to be
                  this cool confident cat. Georgia's
                  no dumb bunny. She knew the only
                  way she was getting off the weekend
                  shift was by hooking up with you.
                  But then lo and behold, she became
                  more popular than you and ended up
                  with twice your salary.

                            ABBY
                  C'mon, Larry. Take him down.

     She starts twisting her straw into shapes, as --                       *




                                                            (CONTINUED)
                                                                 26.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
26   CONTINUED: (2)                                                    26

                         LARRY
               I'm proud of my wife's success.

                         MIKE
               Bullllloney you are. You hate her
               success. You feel emasculated by
               her and that screws with your head
               which inevitably screws with your
               manhood.

                         GEORGIA
               What's your point, Mr. Alexander?

                         ABBY
               Good girl, Georgia. Take control.

                         MIKE
               My point? My point is that your
               husband hasn't had sex with you
               in...I'm gonna say. . .three
               months?

                         LARRY
               That's not my fault!

                         MIKE
               I know, it's her fault!

                         GEORGIA
               Why is it my fault?!

     In the control room, Abby looks like she's going to pass out.

                         ABBY
               Oh, dear God.

                         GEORGIA
               Well, what am I supposed to do,
               give up the money, so he can get an
               erection?

                         MIKE
               I agree. You've economically
               emasculated your husband to such a
               point that he's afraid to desire
               you. Sure, you can dump his ass,
               but honey, have you seen the
               eligible men in Albuquerque? It's
               slim pickings out there for a woman
               in her forties. You're not going to
               do any better than Larry. You just
               have to let him be a man. LET HIM
               BE A MAN, GEORGIA!
                         (MORE)

                                                            (CONTINUED)
                                                                 27.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
26   CONTINUED: (3)                                                    26
                         MIKE (cont'd)
                   (to Larry)
               And you, Frowny McFlacid, give it
               to her. Now!

     Larry grabs Georgia and kisses her hard. After a moment of
     resistance, she melts into his arms. The crew goes crazy.
     Larry throws Georgia over his back and hauls her off the set.

     Abby sinks down into a chair.                                          *

                         CLIFF
               And we're out.

     He cuts to BLACK.

27   INT. KPHX - ABBY'S OFFICE - DAY                                   27

     It's pitch black. Suddenly a closet door is opened. Joy and
     Stuart stand in the doorway.

                            JOY
               Found her.

     Abby is sitting in a ball in her closet.

                         STUART
               One thousand, one hundred and forty-
               seven calls and over three hundred
               E-mails. And fifty-three percent of
               them were women. This guy's a
               lightening rod!

                         ABBY
                   (confused)
               People liked him?!

                         STUART
               Liked him? They loved him.

                         ABBY
               How is that possible?

                         STUART
               I don't know, but I'm scaling back
               the news and giving it to "The Ugly
               Truth." Corporate wants five
               minutes of Mike Alexander, five
               days a week.

                          ABBY
               Stuart, I really think this is a
               mistake --



                                                            (CONTINUED)
                                                                   28.
             'THE UGLY TRUTH' - Numbered Script - 2/14/2008
27   CONTINUED:                                                          27

                            STUART
                  Just keep him happy and both of our
                  contracts will be renewed.

     Stuart leaves. Joy turns back to Abby.

                            JOY
                  Congratulations?

     Abby closes the closet door on herself.

28   INT. APARTMENT BUILDING - HALLWAY- DAY                              28 *

     Mike enters his apartment, throws his keys on the counter and
     hits play on his answering machine.

                            GIRL'S VOICE (V.O.)
                  Hey, Mike, it's Valerie. I haven't
                  heard from you in a while. But I
                  just saw you on TV. You were great!

     He pushes skip.

                             2ND GIRL'S VOICE (V.O.)
                  Mike, hi, it's Ginevra, I'm having
                  a party --

     Skip.

                            3RD GIRL'S VOICE (V.O.)
                  Why haven't you called me? I miss
                  you. It's Laura, by the way.
                  Remember? We went to the track?

                            MIKE
                  Remember? How could I forget? You
                  threw up in my car.

     JONAH, 14, awkward, Mike's nephew, walks in.

                            JONAH
                  Dude, you totally hosed me!

                             MIKE
                  What?

                            JONAH
                  Last week on your show, you said
                  you should always be mean to hot
                  girls because they'll want you
                  more. I tried it today, she cried,
                  and then I got detention.



                                                              (CONTINUED)
                                                                 29.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
28   CONTINUED:                                                        28

                            MIKE
                  First of all - don't listen to what
                  I say on my show. Second of all,
                  you're supposed to do that to 25-
                  year-old girls who think they're
                  hot and can get any guy they want.
                  Not 14-year-old girls. They're
                  going through puberty. They have
                  enough problems.

                            JONAH
                  Mom said when she was fourteen, she
                  was the prettiest girl in the
                  class.

                            MIKE
                  Well, I was there when she was
                  fourteen and let me tell you
                  something -- she lied.

     Mike's sister, ELIZABETH, 40's, walks in, wearing a nurse's
     uniform and holding a cake box.

                            ELIZABETH
                  Don't listen to your Uncle Mike, he
                  was blind from masturbating too
                  much.

                            MIKE
                  Oh, that's a nice thing to tell
                  your son --

                            ELIZABETH
                  It's nothing worse than what he's
                  heard on your show.

     She hands him the cake box.

                            ELIZABETH
                  Let's hope you can clean it up now
                  that you're on a network. Congrats.

     She gives him a kiss on the cheek.      He grins.

                            MIKE
                  Thanks.

     He opens the box.

                            MIKE
                      (reading the cake)
                  "Happy 85th Birthday, Harold"?



                                                            (CONTINUED)
                                                                 30.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
28   CONTINUED: (2)                                                    28

                         ELIZABETH
               Sorry, I didn't have time to bake
               one. I took it from work. Harold
               didn't quite make it through the
               big day.

                         MIKE
                   (re the cake)
               Looks like he got to blow out his
               candles.

                         ELIZABETH
                   (re the candles)
               What do you think did him in?

     He closes the box.

                         MIKE
               Who wants to go out and eat?

29   EXT. JOY'S BACKYARD - DAY/DUSK                                    29 *

     Abby and Joy lie in lawn chairs, drinking margaritas as Joy's          *
     husband, KEN, barbecues shrimp kebobs nearby.                          *

                         ABBY                                               *
                   (tipsy)                                                  *
               I'm just going to keep drinking                              *
               until my mind blots out any memory                           *
               of Mike Alexander.                                           *

                         JOY                                                *
               I don't know if I have that much                             *
               tequila.                                                     *

                         ABBY                                               *
               Maybe I should eat the worm.                                 *

     Ken looks over.                                                        *

                         KEN                                                *
               Is Mike Alexander the guy you went                           *
               on the date with?                                            *

                         ABBY                                               *
               No, that was a different source of                           *
               humiliation, but thank you for                               *
               reminding me.                                                *

                         KEN                                                *
               I still don't understand why you                             *
               didn't just marry Bill. He was a                             *
               good guy.                                                    *


                                                            (CONTINUED)
                                                                 31.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
29   CONTINUED:                                                        29

                            ABBY                                            *
                  Yeah...he was. But he also had                            *
                  navy blue sheets and bath towels                          *
                  with tassels. He played computer                          *
                  games on his phone. He wore open-                         *
                  toed shoes. Sometimes with socks.                         *
                  And his mother called him "Bucky".                        *

                            JOY                                             *
                  Plus, he sucked in bed.                                   *

                              ABBY                                          *
                  Yes, there was that --                                    *
                       (then)                                               *
                  Wait, why are we sharing this with                        *
                  Ken?                                                      *

                            JOY                                             *
                  I tell him everything.                                    *

                            KEN                                             *
                      (to Abby)                                             *
                  By the way, I thought it was                              *
                  hilarious when you asked that one                         *
                  guy for a toxicology report.                              *

                             ABBY                                           *
                  What?   He was exposed to asbestos!                       *

     Joy gives her a look.     Abby sighs, realizing the extent of          *
     her neuroses.                                                          *

                            ABBY                                            *
                  Give me the freaking worm.                                *

30   INT. KPHX - SACRAMENTO AM SET - DAY                               30 *

     Mike's goofing with the pretty makeup girl, as Abby walks up
     to give him some last minute tips.

                            ABBY
                  Keep it clean, keep it moving, and
                  stick to the script. You're on a
                  live affiliate network news
                  program. You do not have the luxury
                  of using the words "blow" and "job"
                  in the same sentence. If you say
                  anything scatological, you're
                  fired.




                                                            (CONTINUED)
                                                                 32.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
30   CONTINUED:                                                        30

                            MIKE
                  Really? Because I thought you were
                  gonna get fired if you don't keep
                  me happy.
                      (leaning closer)
                  I've got a list of demands to go
                  over after the show. And let me
                  just warn you -- they're gonna be
                  scatological.

     She fumes, jabbing the earpiece in his ear.

                            MIKE(CONT'D)
                  Just because you look pretty today,
                  I won't mention the misguided
                  phallic rage you just displayed.

                            ABBY
                      (re Mike's ear piece)
                  If you hear my voice in your ear,
                  do what I say.

                            MIKE
                  Promise you'll talk dirty?

     Mike is cut off by Cliff in the booth.

                            CLIFF (O.S.)
                  And camera one. Action Mike.

     Abby slips out of frame just in time. Mike looks to the
     camera.

                            MIKE
                  I'm Mike Alexander and this is "The
                  Ugly Truth," where we'll be taking
                  a few minutes every day to talk
                  about men, women and relationships.
                  Let's start with men. Men are
                  simple. To illustrate my point --
                  on my left we have the best our
                  world has to offer.

     He crosses to -- a CANDLE-LIT TABLE with a fancy dinner
     placed in the center. Several books rest beside it. Beside
     the table, a man plays violin.

                            MIKE (CONT'D)
                  You have a gourmet meal, fine wine,
                  classical music and great
                  literature.

     He picks up a copy of "Ulysses" from the table.


                                                            (CONTINUED)
                                                                 33.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
30   CONTINUED: (2)                                                    30

                         MIKE (CONT'D)
               Now, if you'll follow me we have
               something quite different...

     He starts to walk off the set.

31   INT. KPHX - CONTROL ROOM - DAY - SAME TIME                        31

     Now in the control room, Abby panics.

                         CLIFF                                              *
               Where the hell is he going?!

                         ABBY                                               *
               Follow him!

32   EXT. KPHX - ALLEY - DAY - CONTINUOUS                              32

     ...Mike exits the stage door and walks into the alley,
     followed by the confused camera crew.

                         MIKE
               Ah, I see you ladies have started
               without me.

     He smiles at TWO BLONDE TWINS IN BIKINIS, who wrestle in a
     kiddie pool of Jello.

     We INTERCUT with the control room.

                         ABBY
               Who let them on the lot? Don't we
               have security?

     IN THE ALLEY, a security guard watches the girls, smitten.

     Mike smiles to the camera.

                         MIKE
               Babes wrestling in Jello. Let's
               just take a quick survey and see
               which option the men out there
               would pick.

                         ABBY
               Do we have phone lines?      Open them!                      *

                         MIKE
               Beethoven, stuffed pheasant and                              *
               James Joyce -- or semi-naked chicks
               frolicking in strawberry-flavored
               goo.



                                                            (CONTINUED)
                                                                 34.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
32   CONTINUED:                                                        32

     As Abby looks horrified, the PHONES in the control room start
     RINGING off the hook. Realizing her defeat, Abby sighs.

                            ABBY
                  Jesus, if we're gonna do this, we
                  might as well milk it.
                      (then; into headset)
                  Two, go wide! Good. Ready, one --
                  tight on his hand!

     Abby grabs the microphone for Mike's ear piece...

                            ABBY
                  Lick the Jello off her finger!

     ON THE MONITOR -- A slightly puzzled look from Mike, but he
     lifts the girl's finger and licks the Jello off it.

                            ABBY (COMT'D)
                      (into headset)
                  Go one!

     The camera focuses tightly on his face.

                            MIKE
                  Mmmm...I was wrong. It's cherry.
                  And that's the ugly truth. Over to
                  you, Georgia.

     As Mike waves to camera, he's pulled into the Jello pool and
     the girls rip off his shirt.

33   INT. KPHX "SACRAMENTO AM" - DAY                                   33 *

     Mike walks in, covered in Jello, to find Abby standing there,
     arms crossed, quietly containing her rage.

                            ABBY
                  Your realize I once had the
                  Archbishop Desmond Tutu on this
                  show.

                            MIKE
                  Who's that?

     Abby rubs her temples.

                            ABBY
                  I can't even illustrate how far
                  I've fallen, because you're not
                  smart enough to get the references.

     She walks off. Confused by her reaction, he follows.


                                                            (CONTINUED)
                                                                 35.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
33   CONTINUED:                                                        33

                            MIKE
                  C'mon, we were a good team back
                  there. You were the one who told me
                  to lick the Jello.

                            ABBY
                  Do you have any idea how much I
                  hate myself for that?! It was cheap
                  titillation. I am now going to
                  broadcasting hell right behind
                  Geraldo and the naked weather girl
                  from Canada.

                            MIKE
                  Seriously? There's a naked weather
                  girl? Can we get her?

34   INT. KPHX - "SACRAMENTO AM" SET - DAY                             34 *

     CLOSE ON Stuart, wearing a grave expression.                           *

                            STUART                                          *
                      (into camera)                                         *
                  You've got to do it for ratings,                          *
                  Abby. We have no choice.                                  *

     Abby nods, uncomfortable. We PULL BACK to REVEAL that she's            *
     now the NAKED WEATHER GIRL, sitting behind the anchor desk.            *
     Strategically placed cardboard suns and clouds cover her               *
     bosom.                                                                 *

     Traumatized, she reads off the teleprompter.                           *

                            ABBY                                            *
                  "Today, it will be partly                                 *
                  sunny...with a cloud cover moving                         *
                  in from my left breast..."                                *

     Seated next to her, BRIAN WILLIAMS shakes his head,                    *
     disappointed.                                                          *

                            BRIAN WILLIAMS                                  *
                  Oh, Abby...                                               *

     There's a CRASH and we CUT TO --                                       *

35   INT. ABBY'S CONDO - NIGHT                                         35 *

     On the sofa, Abby BOLTS awake from her nightmare, seeing               *
     Juliet's FISH BOWL lying in shattered pieces on the floor.             *

                              ABBY
                  Juliet --                                                 *


                                                            (CONTINUED)
                                                                 36.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
35   CONTINUED:                                                        35

     She leaps up, then sees the cat licking his chops.                     *

                              ABBY (CONT'D)
                  Murderer.

     D'Artagnan bolts out the front door.                                   *

                              ABBY
                  Dammit!                                                   *

36   EXT. CONDO COMPLEX - NIGHT                                        36

     Abby runs through the grounds of the complex looking ±or
     D`Artagnan.

                            ABBY
                  Here, kitty kitty....

     She spots him hiding under a U-Haul, and slowly creeps
     towards him.

                            ABBY (CONT'D)
                  It's okay, baby. I'm not mad. I
                  mean, yes, I am somewhat angry --                         *
                  but I'm repressing it...                                  *

     A car speeds past, honking obnoxiously at Abby. The cat races
     away, then climbs up a LARGE TREE beside one of the condos.
     Abby sighs and follows.

                            ABBY
                  Really? This is how I get to spend
                  my evening?

37   EXT. COLIN'S CONDO - NIGHT                                        37

     Abby looks up the tree to see D'Artagnan perched on a branch
     above. He MEOWS.

                            ABBY
                  It's okay, baby. Just stay there.

     Abby jumps up, grabs a branch and starts to climb.

                            ABBY (CONT'D)
                  Almost there.

     Abby starts climbing higher, testing branches as she goes.
     Finally she reaches the branch he's on.

                            ABBY (CONT'D)
                  You're gonna be okay. Come on.



                                                            (CONTINUED)
                                                                 37.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
37   CONTINUED:                                                        37

     Abby grabs a branch overhead and scoots down the limb. She
     reaches out, picks up the cat and cradles him.

                            ABBY (CONT'D)
                  It's okay. I've got you.

     D'Artagnan safely in hand, she looks around and notices she's
     just outside a window. She looks in and sees --

     A handsome man in a steamy bathroom taking a shower. This is
     COLIN ANDERSON.

                            ABBY (CONT'D)
                  Oh, my.

     Abby covers the cat's eyes, then looks away. But a moment
     later, she's looking back in the window, to see --

     Colin step out of the shower. Abby takes a deep breath as he
     crosses to the mirror, giving her a look at his abs.

                            ABBY (CONT'D)
                  Oh, my, my...

     Abby leans closer to see Colin start flossing, wearing only a
     towel.

                            ABBY (CONT'D)
                      (a delighted gasp)
                  He flosses...

     Suddenly we hear a CRACK, and the branch breaks. Colin looks
     out the window and makes eye contact with Abby just as --

                            ABBY (CONT'D)
                  Ahhhh!

     D'Artagnan leaps to another branch as Abby falls. As she
     plummets, her foot gets caught between some branches, leaving
     her now HANGING UPSIDE DOWN.

                            ABBY (CONT'D)
                  Help!

     The front lights SWITCH ON and Colin, still in a towel, races
     out of his condo. As he runs up to the tree --

                            COLIN
                  Just stay calm. You're gonna be
                  fine.

     The branch breaks.



                                                            (CONTINUED)
                                                                 38.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
37   CONTINUED: (2)                                                     37

                           ABBY
               Ahhh!!!

     Abby FALLS to the ground but --

     Colin CATCHES her. But only for a moment.

     She DROPS out of his arms and onto the ground. As she goes,
     his TOWEL GOES WITH HER. Landing on her face.

                           COLIN
               Whoops.

     She pulls the towel away and looks up, trying not to make eye
     contact with the one-eyed trouser snake staring back at her.

                         ABBY
               Hi, I'm Abby.

38   INT. MIKE'S APARTMENT    - DAY                                     38

     Mike plays poker with his     buddies: DWAYNE (30's, chubby),
     STEVE (30's, Latino), and     GARY(30's, bespectacled). While
     Mike tries to concentrate     on the game, but the guys are more
     interested in reading his     fan mail.

                         DWAYNE
                   (reading)
               "Dear Mike, I know I'm the girl who
               can change you and make you fall in
               love. Here's a photo of me and my
               iguana."

     Steve looks at the photo.

                         STEVE
               I thought iguanas only liked dry
               places.

     He passes it to Gary.

                         GARY
               We might need to call animal
               control on this one.

                         MIKE
               Guys, enough with the fan mail.

                         STEVE
               What? You don't want to add her
               into your rotation?




                                                            (CONTINUED)
                                                                 39.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
38   CONTINUED:                                                        38

                            MIKE
                  Uh, no.

                            DWAYNE
                  What about the tranny? He seemed
                  nice.

                            GARY
                  And he went to all the trouble to
                  knit you that cock-sock.

     Mike rolls his eyes and deals the cards.

                            MIKE
                  Can we just play poker?

39   INT. COLIN'S CONDO - NIGHT                                        39

     Unpacked boxes are stacked everywhere. Classical music plays
     on the stereo. Colin, now in sweats and a t-shirt, examines
     Abby's ankle.

                            ABBY
                      (impressed)
                  You're a doctor?

                            COLIN
                  An orthopedic surgeon.

     She glances around the room and sees a bottle of red wine and
     a half empty wine glass sitting on a table.

                            COLIN
                  I do a lot of leg and hip stuff but
                  I do get the occasional foot. You
                  seem to be fine. No sprain.

                            ABBY
                  Well, I guess I'm pretty lucky
                  D'Artagnan picked your tree to
                  climb. Dave in the next unit over
                  sells lawn furniture. I don't know
                  that I would have been as confident
                  with his diagnosis.

                            COLIN
                  I'm here whenever you need me.

     Abby puts on her shoes as Colin opens his wallet and hands
     her a card.




                                                            (CONTINUED)
                                                              40.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
39   CONTINUED:                                                     39

                            COLIN (CONT'D)
                  My home number's on the back. If
                  the ankle starts giving you
                  problems, just give me a call.

     Colin picks up the cat, who starts purring.

                            ABBY
                  Wow, he doesn't usually like men.

                            COLIN
                  Dogs are great, but...well, you're
                  a cat person. You know.

     Abby looks at him, nodding. Delighted at his complete and
     utter perfection.

                            ABBY
                  Well, I guess I should get going
                  now.

     She remains rooted to her spot. He waits a beat then, feeling
     awkward, makes a move to open the door.

                            ABBY (CONT'D)
                  Thanks again for saving me.

                              COLIN
                  Any time.

     She walks out and Colin closes the door. Realizing that he
     still has the cat in his arms, he opens the door to find --

     Abby doing a SPAZZY HAPPY DANCE. Startled, she quickly
     composes herself.

                            COLIN (CONT'D)
                  You forgot your cat.

                            ABBY
                      (re the dance)
                  Oh. Thanks. There was a -- spider.
                  On me. But it's gone now.

     He chuckles, hands her D'Artagnan.

                            COLIN
                  Good night.

     He closes the door.
                                                                   41.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008


40   EXT. COLIN'S CONDO- NIGHT - CONTINUOUS                              40

     Abby hates herself.

                         ABBY
               I'm such an idiot --

     She starts doing a SELF-HATING SPAZZY DANCE, mocking her
     previous dance. Just as Colin opens the door again --

                         COLIN
               You alright?

     She freezes.

                         ABBY
               Yes. I'm going now. Good night.

     She walks off, trying to maintain her dignity.

41   INT. KPHX - HALLWAY - DAY                                           41 *

     Abby and Joy walk down the hall towards the set.                         *

                         ABBY                                                 *
               You should see him.     He's perfect.                          *

                         JOY                                                  *
               Symmetrical?                                                   *

                         ABBY                                                 *
               You have no idea.                                              *

                         JOY                                                  *
               Well, how did you leave it?       Did he                       *
               ask for your number?                                           *

                         ABBY                                                 *
               No, but he gave me his. What do I                              *
               do? Should I call? And if I did,                               *
               what would I say?                                              *

     Joy looks a little overwhelmed.     They walk onto the set,              *
     where --                                                                 *

42   INT. KPHX - SACRAMENTO AM SET - DAY - CONTINUOUS                    42 *

     Mike faces the camera, finishing up his segment.                         *

                         MIKE
               If you want a woman to keep
               sleeping with you there are certain
               things you never say.
                         (MORE)

                                                            (CONTINUED)
                                                                 42.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
42   CONTINUED:                                                        42
                            MIKE (cont'd)
                  For instance, "Hell no, I don't
                  want to meet your family." Or "How
                  hard is it to lose ten pounds?" "I
                  have to take a dump, I'll call you
                  back." And here's one that's sunk a
                  lot of perfectly good sexual
                  relationships: "Marriage? I'm just
                  hanging out with you until I meet
                  someone better." Guys, use your big
                  head to help your little head. In
                  other words, lie. And that's the
                  ugly truth.

     As they watch, Abby turns to Joy.                                      *

                            ABBY                                            *
                  You promised me the worm would make                       *
                  him go away.                                              *

     As Abby shakes her head in disgust, a P.A. walks up and hands          *
     her a sheet of paper.

                            P.A.                                            *
                  Yesterday's ratings.

     Abby and Joy study them.                                               *

                            ABBY
                  I should be happy about this,
                  shouldn't I?

                            JOY
                      (reading the ratings)                                 *
                  Uh, yeah, you've never gotten a
                  twelve share before.

                            ABBY
                  I feel so dirty.

     Mike approaches them.

                            MIKE
                  You hear about the ratings?                               *

                            ABBY
                  Yes...                                                    *

                            MIKE
                  And did you hear Corporate's coming
                  next week to take me to dinner?                           *




                                                            (CONTINUED)
                                                                 43.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
42   CONTINUED: (2)                                                    42

                         ABBY
               I hope you can chew with your mouth
               closed.

     She turns and walks off.

                         MIKE
               What's up with her?

                         JOY
               She's spiraling lower and lower
               into a morass of self-loathing and
               intense hatred for you.

                         MIKE
               Yeah, I picked up on that.

43   INT. KPHX - CORRIDOR - DAY - MOMENTS LATER                        43

     Abby walks down the corridor. She turns the corner and comes
     face to face with Mike.

                         MIKE
               Why do you hate my guts?

                         ABBY
               Your innards are of no consequence
               to me. I hate what you represent.

                         MIKE
               You hate the truth?

                         ABBY
               Your skewed perception of male-
               female interaction is not "the
               truth".

                         MIKE
               But your imaginary boyfriend's the
               truth?

                         ABBY
               For your information, I happened to
               meet him last night.

                         MIKE
               I really hope he's real this time,
               because otherwise this is just sad.

                         ABBY
               Oh, he's very real. Not to mention
               stunningly handsome and morally
               sound. His name's Colin.
                         (MORE)

                                                            (CONTINUED)
                                                                 44.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
43   CONTINUED:                                                        43
                            ABBY (cont'd)
                  He's a doctor. An orthopedic
                  surgeon, actually.

                            MIKE
                  You know what that means?

                            ABBY
                  What?

                            MIKE
                  He had to stick his finger up some
                  guy's butt in medical school.

                            ABBY
                  You disgust me.

44   INT. ABBY'S OFFICE - DAY - CONTINUOUS                             44

     Abby enters her office. Mike follows her.

                            MIKE
                  So, did butt-boy ask you out?

                              ABBY
                  Not exactly. We're taking things
                  slow -- getting to know each other
                  first.
                       (then)
                  Why am I talking about this with
                  you?

                            MIKE
                  You're the one who brought it up.

                            ABBY
                  Dr. Anderson is everything that you
                  could never be. In fact....

     Abby takes Colin's card from her wallet, dials a number,
     then --

                            ABBY (CONT'D)
                      (into phone)
                  Hi, this is Abby Richter calling
                  for Dr. Anderson. Yes, I'll hold.

                            MIKE
                  You're calling the guy?! You can't
                  do that. You've gotta let him call
                  you.




                                                            (CONTINUED)
                                                                 45.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
44   CONTINUED:                                                        44

                             ABBY
                  Please. It's the twenty-first
                  century...

     Abby shoots Mike a snide grin.

                            ABBY (CONT'D)
                  Hi Colin. This is Abby. Your
                  neighbor. From last night.

45   INT. COLIN'S OFFICE - DAY                                         45

     Colin, in a white doctor's jacket, talks on the phone while
     going over patient files.

                            COLIN
                  Oh, hi. Everything okay?

     We INTERCUT.

                            ABBY
                  Couldn't be better. I just wanted
                  to call and tell you how much I
                  enjoyed meeting you.

     Mike picks up the extension and listens in. Abby glares at
     him, but she can't stop him.

                            COLIN
                  Oh, thanks.

                            ABBY
                  So... I was just thinking that we
                  should have dinner.

                            COLIN
                      (not great)
                  Oh... great.

     Mike shakes his head, knowing where this is going.

                            ABBY
                  There's this new French Bistro that
                  got fantastic reviews and there's a
                  gallery opening in Old Town on
                  Friday. So, if you want, we could
                  have dinner, then go to the
                  opening.

                            COLIN
                  Hmmm, Friday... wow.




                                                            (CONTINUED)
                                                                 46.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
45   CONTINUED:                                                        45

                            ABBY
                  Is that not a good time?

                            COLIN
                  Actually, Abby, I'm still kind of
                  unsettled with the move and
                  everything so I`m really not --

     Mike snatches the phone from Abby and hangs it up.

                            ABBY
                  What the hell are you doing?

                            MIKE
                  Saving you. He was blowing you off.

                            ABBY
                  He was not.

     She moves to pick up the phone. Mike sits on the phone to
     stop her.

                            MIKE
                  Don't! He'll be expecting you to
                  call him back. When you don't,
                  he'll call you.

                            ABBY
                  How do you know?

                            MIKE
                  Because I know men. If you want it
                  to work out with this guy, you'll
                  listen to me and do exactly as I
                  say. You already did irreparable
                  damage with your psycho-aggressive
                  control freak phone call. It might
                  even be too late. Even if you do
                  salvage the situation, you'll
                  probably never be more than Abby,
                  his desperate neighbor.

                             ABBY
                  I'm not desperate!
                      (then)
                  Why, did I sound desperate?

                            MIKE
                  Listen to you -- desperately asking
                  me if you sound desperate.

     A concerned look from Abby as...the phone rings. Her caller
     I.D. says SACRAMENTO MED.                                              *


                                                            (CONTINUED)
                                                                 47.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
45   CONTINUED: (2)                                                    45

                          MIKE (CONT'D)
               Although you won't admit it, you
               know I know what I'm talking about.
                   (beat)
               It's your call, dude.

     She thinks, looks at the phone again...

                         ABBY
               Okay. What do I do?

                         MIKE
               Pick up the phone and say: "Hey,
               Doug."

                         ABBY
               Why would I --

                         MIKE
               Just do it.

     She answers the phone.

                            ABBY
               Hey, Doug.

46   INT. COLIN'S OFFICE - DAY                                         46

     A confused look from Colin as he talks on the phone.

                         COLIN
               No, this is Colin.

     We INTERCUT.

                         ABBY
               Oh my God. Sorry.

                         COLIN
               Who's Doug?

                         MIKE
                   (whispering)
               Just a guy I'm seeing. It's nothing
               serious.

     Abby hesitates. Mike shoves her.

                         ABBY
               Just a guy I'm seeing. It's nothing
               serious.




                                                            (CONTINUED)
                                                                 48.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
46   CONTINUED:                                                        46

                              COLIN
                  Oh.

                            MIKE
                      (whispering)
                  Hang on a sec.

                            ABBY
                  Hang on a sec.

     Mike puts the phone on hold.

                              ABBY (CONT'D)
                  What now?

                            MIKE
                  Make him wait.

     A long pause.

                            ABBY
                  This is so rude.

                            MIKE
                  That's the point.

                            ABBY
                  When do I pick up?

                            MIKE
                  Never. You make him wait until he
                  gets frustrated and hangs up. If
                  he's still holding on after thirty
                  more seconds, you may actually have
                  a chance.

                            ABBY
                  You'd better be right about this.

                            MIKE
                  Think about it. Would you wait on
                  hold for somebody you were trying
                  to blow off?

                            ABBY
                  You have a point.

                            MIKE
                  Just give me a little bit of time
                  and I can make this guy your bitch.




                                                            (CONTINUED)
                                                                 49.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
46   CONTINUED: (2)                                                    46

                         ABBY
                   (scoffing)
               I don't want a "bitch." And Colin
               would never be a bitch. He's a
               well-rounded man capable of mature
               emotions and deep abiding love.
               Things which you know not of.

                         MIKE
               Maybe not, but I know about lust,
               seduction, and manipulation. And
               clearly, you do not.

                         ABBY
               Why would you want to help me?

                         MIKE
               Because then you'll have to admit
               that I know more about this stuff
               than you do.

     They stare each other down. Then Mike looks at his watch.

                         MIKE (CONT'D)
               Thirty seconds.

     The phone light is still blinking.

                         ABBY
               My God, you're right. Now what?

     Mike hangs up the phone.

                         MIKE
               Always make an impression. Let's
               get out of here. We have work to
               do.

                         ABBY
               But what about --

                          MIKE
               Don't worry, in five seconds he'll
               call back.

                         ABBY
                   (skeptical)
               What are you, Nostradamus? That's --

     The phone RINGS again.




                                                            (CONTINUED)
                                                                 50.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
46   CONTINUED: (3)                                                    46

                         ABBY (CONT'D)
                   (in awe)
               -- amazing.

     He hustles her out of the room. A moment after the door
     closes, Mike rushes back in and hangs up the ringing phone.
     He smiles, then bolts.

47   INT. COLIN'S OFFICE - DAY                                         47

     Dial tone. Colin hangs up the phone.

                         COLIN
               Unbelievable.

48   EXT. DOWNTOWN STREET ­ DAY                                        48

     Abby and Mike walk down the street.

                         MIKE
               Rule number one. Never criticize.

                         ABBY
               Even if it's constructive?

                         MIKE
               Never. Men are incapable of growth,
               change or progress. For men, self-
               improvement ends at toilet-
               training. Rule number two. Laugh at
               whatever he says.

                         ABBY
               What if what he's saying isn't
               funny?

                         MIKE
               That's irrelevant. A fake laugh is
               like a fake orgasm.

                         ABBY
               And a fake orgasm is good?

                         MIKE
               No, but a fake orgasm is better
               than no orgasm at all.

                         ABBY
               A fake orgasm is no orgasm.




                                                            (CONTINUED)
                                                             51.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
48   CONTINUED:                                                    48

                            MIKE
                  Only to you. You're not the only
                  person in the room, you know. Let's
                  not be selfish.

     Abby giggles. Mike is struck by the sound of her laughter.

                            MIKE (CONT"D)
                  That was perfect. You have a
                  perfect laugh. Real or fake?

                            ABBY
                  You'll never know.

     He raises an eyebrow, impressed.

49   INT. COFFEE SHOP - DAY - CONTINUOUS                           49

     Mike and Abby wait for their lattes.

                            MIKE
                  Rule number three. Never talk about
                  your problems. Men don't really
                  listen or care.

                            ABBY
                  Some men care.

                            MIKE
                  No. Some men pretend to care. When
                  we ask you how you're doing, it's
                  just guy code for "let me put my
                  dick in your ass."

                            ABBY
                  Okay, I'm trying to decide whether
                  I should just walk away right now,
                  or run.

                            MIKE
                  I know you think Colin is above it
                  all, but he's a guy. If he's even
                  remotely into you, he's thought
                  about each one of your orifices at
                  least ten times.

                            ABBY
                  I love how you assume every man is
                  as perverse as you are.

                            MIKE
                  I don't assume. I know.
                                                                 52.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008


50   EXT. STREET - DAY - CONTINUOUS                                    50

     Mike and Abby walk along, coffees in hand.

                          MIKE
               Rule number four. Men are very
               visual. Ninety percent of a
               relationship is based on how good
               the woman looks. We have to change
               your look.

                         ABBY
               What's wrong with my look?

                         MIKE
                   (taking her in)
               Sports bras? Khakis? Srunchies?
               Nurse shoes?

                          ABBY
               These aren't nurse shoes! They're
               Lady Keds.

                         MIKE
               Abby, you're a very attractive
               woman but you are completely
               inaccessible. You're all about
               comfort and efficiency.

                         ABBY
               What's wrong with comfort and
               efficiency?

                         MIKE
               Nothing. Except no one wants to
               fuck it.

     With that, a MONTAGE BEGINS...

51   INT. DEPARTMENT STORE - DAY                                       51

     Mike and Abby wander through the racks of lingerie.

                         ABBY
               I am not getting breast implants.

                         MIKE
               Size isn't everything. Breasts just
               have to be friendly. They have to
               say, "Hello, everybody! Look at
               me!"

     Abby looks down at her breasts, curiously.


                                                            (CONTINUED)
                                                                 53.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
51   CONTINUED:                                                        51

                            ABBY
                  What are mine saying?

                            MIKE
                  Uh, "I'm reading Tolstoy and I
                  don't want to be disturbed"?

                            ABBY
                  Really? I hate Tolstoy.

     A SALESWOMAN passes them.

                            MIKE (CONT'D)
                  Excuse me ma'am, but we need some
                  bras that will make my friend's
                  boobs say, "Put me in your mouth --
                  I taste good."

     The saleswoman looks disturbed, but hands him a push-up water
     bra.

                            SALESWOMAN
                  This should do the trick.

                            MIKE
                  Sweet.
                      (to Abby)
                  Strap it on, flapjacks.

     Abby glares at him as we CUT TO --

52   INT. SHOE STORE - DAY                                             52

     Abby, wearing high heels, awkwardly makes her way over to
     Mike.

                            ABBY
                  I look like a hooker.

                            MIKE
                  That's a good thing.

     She falls, KNOCKING OVER a large display of shoes.

                            MIKE (cont'd)
                  Well, you're on your back, so that
                  works.

53   INT. HAIR SALON - DAY                                             53

     Abby sits at a rinse chair, while Mike and the HAIRDRESSER
     study her look.



                                                            (CONTINUED)
                                                                 54.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
53   CONTINUED:                                                        53

                            ABBY
                  You're not touching my hair until I
                  know exactly what you're going to
                  do with it.

                            MIKE
                  We're giving you bedhead.

                            ABBY
                  Why would I want bedhead?

                            MIKE
                  Bedhead is sexy.
                      (re her current hairdo)
                  A ponytail implies that you are
                  either operating heavy machinery or
                  emptying the litter box. Neither of
                  these things inspires an erection.

     The hairdresser shoves her head under the sink and douses her
     with water.

54   EXT. CONDO COMPLEX      - NIGHT                                   54

     Night has fallen on the condo complex.

55   INT. ABBY'S CONDO - LIVING ROOM -      NIGHT                      55

     Mike avoids the cat while waiting in the living room.

                            ABBY (O.S.)
                  I just don't want to be perceived
                  as a bimbo.

                            MIKE
                  I don't want you to be a bimbo. You
                  need to be two people, the saint
                  and the sinner, the librarian and
                  the stripper. It's a delicate
                  balance. On one hand, you have to
                  push the guy away with cold
                  indifference and yet on the other
                  hand be a sexually teasing tornado.

     Abby enters, looking amazing in a little black dress and
     sling backs. Her hair and make-up are sexy but not trashy.

                             ABBY
                  Well just don't sit there. Say
                  something.

                             MIKE
                  Glasses.


                                                            (CONTINUED)
                                                                 55.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
55   CONTINUED:                                                        55

                            ABBY
                  Huh?

                            MIKE
                  You need glasses.

                            ABBY
                  But I wear contacts. Besides,
                  doesn't the woman usually remove
                  glasses during a makeover?

                             MIKE
                  Yeah, but we're going for a
                  stripper­librarian thing. Right
                  now, I wouldn't trust you to find
                  me a book.

     Abby opens a drawer and takes out some glasses. She puts them
     on.

                            MIKE (CONT'D)
                  Not bad. Now we need to practice
                  flirting.

                            ABBY
                  I know how to flirt.

                            MIKE
                  Do you want to be an old maid?

                            ABBY
                  So, if I don't listen to you, I'll
                  be an old maid?

                            MIKE
                      (acting old)
                  "My name's Abby and I'm arthritic
                  and alone. I have eighteen cats who
                  keep me company."

                            ABBY
                      (sarcastic)
                  Oh, ha ha. That's very funny.
                      (pretending to be Mike)
                  "Are you wearing underwear?"

     She grabs his ass.

                            MIKE
                  Come on! I wouldn't say that and I
                  wouldn't grab ass.




                                                            (CONTINUED)
                                                                 56.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
55   CONTINUED: (2)                                                    55

                          ABBY
                   (still as Mike)
               "Hey babe, what's wrong with a
               little ass grabbing?"
                   (continuing to pinch his
                     ass)
               "I mean what's the point of you
               even having one unless it's there
               for me to grab it? You're just a
               set of orifices and a pair of tee-
               tas."

                         MIKE
               You're a deeply, deeply disturbed
               person.

     Switching tactics, Abby slips into seductress mode, tracing
     her finger up and down his arm.

                         ABBY
               Maybe I'm just a good student.

                         MIKE
               Would you stop doing that?

                         ABBY
               Doing what?

                         MIKE
               Touching me with your finger.

     She seductively leans into him.

                         ABBY
               Why? Am I turning you on?

                            MIKE
               Maybe.

     She gives him a look.

                         ABBY
               Actually, I kind of like it.

                            MIKE
               Really...

     She leans in closer.

                            ABBY
               Sucker.

     He shoves her away.


                                                            (CONTINUED)
                                                                 57.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
55   CONTINUED: (3)                                                    55

                         MIKE
               No teaching the teacher.

     Just then, the doorbell RINGS.

                            ABBY
               Who is it?

                         COLIN (O.S.)
               It's Colin.

                            ABBY
               Oh my God!

                         MIKE
               Told you he'd drop by.

                          ABBY
                    (panicking)
               I'm not ready for this. Am I? I'm
               not.

                         MIKE
               Calm down. Keep the conversation
               under a minute. Be mysterious. Keep
               him guessing.

     Mike leaps over the couch and hides. As Abby walks over to
     the door and opens it. Colin stands there.

                            ABBY
               Oh. Hey.

                         COLIN
               Hi. Wow, you look great.

                            ABBY
               Thanks.

                         COLIN
               What happened to you today?

                         ABBY
               What do you mean?

                         COLIN
               You put me on hold and didn't call
               me back.

                         ABBY
               That was you? I'm so sorry.
                   (steering him to the door)
                         (MORE)


                                                            (CONTINUED)
                                                                 58.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
55   CONTINUED: (4)                                                    55
                         ABBY (cont'd)
               Can you call me later? I'm super
               busy.

     She hustles him out the door.

                           ABBY (CONT'D)
               Bye.

     Colin bangs on the door.

                         COLIN (0.S.)
               Abby wait...

     Mike pops up from under the couch. He gives her the thumbs
     up.

                         ABBY
                   (whispering)
               Now what?

                         MIKE
               Make him suffer.

                         COLIN (O.S.)
               Do you want to go the Lobos game on
               Saturday?

     She looks at Mike in amazement, then breaks into the happy
     dance. He watches, horrified at her spazziness.

                         MIKE
               What the hell is that?!

     As she continues to dork out, we CUT TO --

56   EXT. BALLPARK - DAY                                               56

     The ROAR of the crowd at the Lobos game.

     Colin walks with Abby, who adjusts something in her ear. Now
     she's wearing the earpiece from the station, and on the other
     end...

     MIKE'S POV THROUGH BINOCULARS -- A different angle of Abby
     walking down the aisle.

                         MIKE
               Nod if you can hear me.

     BINOCULARS POV -- Abby nods.




                                                            (CONTINUED)
                                                                 59.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
56   CONTINUED:                                                        56

                            MIKE (CONT'D)
                  Just relax. You're gonna be fine.
                  I'll walk you through this.

     Colin looks at Abby and smiles as they take their seats,               *
     popcorn in hand.                                                       *

                            COLIN
                  Do you follow baseball?

     We INTERCUT with Mike.

                            MIKE
                  There's no right answer to that
                  question. Do something non-
                  committal...

     Abby does something between a nod and shaking her head. Colin
     hooks at her, confused.

                            COLIN
                  I'm really more of a fair weather
                  fan myself. I do like watching Mike
                  DeLoggia pitch, though. Amazing
                  bone structure.

                               MIKE
                  Laugh.

     Abby is baffled but proceeds to laugh awkwardly. Colin looks
     at her.

                            COLIN
                  What's so funny?

                               ABBY
                  Your joke.

                               COLIN
                  What joke?

                            MIKE
                  Shit, he was serious?

     Feeling a popcorn kernel in her teeth, Abby takes out her              *
     floss.                                                                 *

                            MIKE                                            *
                  Wait -- what the fuck are you                             *
                  doing? Is that floss?                                     *

     Abby freezes.                                                          *



                                                            (CONTINUED)
                                                                 60.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
56   CONTINUED: (2)                                                    56

                           MIKE                                             *
               Jesus!    Put that away!                                     *

     She puts the floss back in her purse.                                  *

                         MIKE (CONT'D)                                      *
               Good. Now toss your hair.                                    *

     She dramatically tosses her hair from one side to the other.

                         MIKE (CONT'D)
               Okay, that was a little over the
               top, but nice try.

                            ABBY
               Thank you.

                            COLIN
               For what?

     Abby realizes she's spoken aloud.

                         ABBY
               Thank you for... just being you.

                         COLIN
               You're welcome...

                         MIKE
               Okay, no more improvising. Just
               repeat everything I say, "You're so
               much fun to be with."

                         ABBY
               You're so much fun to be with.

                            COLIN
               Thanks.

     A FAN calls to Mike.

                         FAN
               Hey, down in front!

     Mike gestures for the fan to leave him alone as he continues
     to instruct Abby.

                         MIKE
                   (to Abby)
               You're not like the other guys I`ve
               dated.




                                                            (CONTINUED)
                                                                 61.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
56   CONTINUED: (3)                                                    56

                         ABBY
               You're not like the other guys I've
               dated.

                         FAN
               Hey, sit down, jackass.

     Mike waves him off, trying to remain focused on Abby.

                         MIKE
                   (to Abby)
               You're so much more interesting and
               informed.

                         ABBY
               You're so much more interesting and
               informed.

                         COLIN
               That's nice to hear.

     The fan throws peanuts at Mike. Mike turns around and shouts
     at the fan.

                         MIKE
               Dude, what the fuck?!

                         ABBY
               Dude, what the fuck?!

                           COLIN
               What?

     Abby blanches, waiting for Mike instructions.

                           MIKE
               Oh, shit.

                           ABBY
               Oh, shit.

     Colin is now just staring at her.

                         MIKE
                   (to Abby)
               No, I'm not talking to you.

                         ABBY
               I'm not talking to you.

                         COLIN
               Did I do something wrong?



                                                            (CONTINUED)
                                                                 62.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
56   CONTINUED: (4)                                                    56

                         MIKE
               Abby, listen -- tell him you saw
               him looking at another girl. It's
               the only way out of this.

                         ABBY
                   (to Colin)
               Were you looking at another girl?

                            COLIN
               Who?

                            ABBY
               Uh -- her?

     She points to the only nearby female -- an Elderly Obese Hot
     Dog Lady.

                         COLIN
               Yeah. I was just trying to get us a
               hot dog.

                            ABBY
               Oh.

     There's an awkward moment as Colin hands her the hot dog.

                         MIKE
               Alright, we need a recovery. Make
               sure to eat your hot dog slowly.
               Men like watching penis-shaped food
               go into a girl's mouth.

                            ABBY
               What?!

     Repulsed, she flinches, losing control of her drink, DUMPING
     it into Colin's lap. He flinches.

                         ABBY
               Oh my God, I'm so sorry.

     She grabs a napkin and starts rubbing his khakis.

                         COLIN
               It's fine, really...

                         ABBY
               No, I have to get it out or else it
               will stain --

     She puts some muscle into it.



                                                            (CONTINUED)
                                                               63.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
56   CONTINUED: (5)                                                  56

                         ABBY (CONT'D)
               What fabric is this...

                           COLIN
               Cotton.

                         ABBY
               Cotton's the worst. Well actually
               leather's the worst, followed by
               suede...

     Unbeknownst to them, the batter hits a pop fly near them.

     THE JUMBOTRON CAMERA follows the guy catching the fly, then
     finds Abby and Colin. PANS over to them and --

     It looks like Abby is giving Colin an enthusiastic HAND JOB.

     The ENTIRE STADIUM, ballplayers included, stop what they're
     doing and stare.

                         ABBY (CONT'D)
               Are you sure they're cotton cause
               this should be coming out, wait...
               it's coming. It's definitely
               coming. It's...done!

     She smiles at Colin. As he looks nervously up at the
     JUMBOTRON.

     Abby follows his gaze -- and sees SHE'S ON IT. Everyone at
     the stadium is looking at her. The organ player bangs out
     "Charge." The stadium starts WHOOPING and HOLLERING.

57   EXT. BALLPARK - DAY                                             57

     Abby is getting a citation from a self-righteous POLICE
     OFFICER.

                         POLICE OFFICER
               This is a family place, ma'am.       Not
               an open-air hand job palace.

                         ABBY
               I understand, officer.

                         POLICE OFFICER
               You want to pull those kind of
               stunts, you do it at home. Or in
               the backseat of a car, like moral
               upstanding people do.

     He hands her a ticket and walks off.
                                                                 64.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008


58   EXT. ABBY'S CONDO - NIGHT                                         58

     Colin walks a defeated Abby to her door.

     NEARBY, Mike watches this, unseen and impassive.

                         COLIN
               Well, I can't say it was boring.

                         ABBY
               That was pretty much the all-time
               worst first date ever.

                         COLIN
               Gee, thanks.

     Mike looks worried.

                         MIKE
                   (to Abby)
               Where are you going with this?       No
               guy wants to hear that!

                          ABBY
               No, no, I take full responsibility.
               So...
                   (sticking out her hand)
               ...Thanks.
                   (as he shakes her hand)
               But, hey, at least your pants are
               clean.

     He smiles, amused.

                         COLIN
               You're not what I'm used to.

                         ABBY
                   (sighing)
               I know...

                         COLIN
               Actually, that's a good thing. I'm
               used to women I can figure out in
               five seconds. I can't do that with
               you.

     Mike rolls his eyes.

                         MIKE
               He's an idiot. I figured you out in
               two.
                         (MORE)


                                                            (CONTINUED)
                                                                 65.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
58   CONTINUED:                                                        58
                            MIKE (cont'd)
                  Now tell him good night and stick
                  your tits out. We're going to give
                  this one last shot.

                            ABBY
                      (Sticking her tits out)
                  Good night.

                            MIKE
                  ...And walk away.

     She starts to walk away when Colin stops her, grabbing her
     arm and pulling her in for a kiss.

                            COLIN
                  That definitely made up for my wet
                  crotch.

                            ABBY
                      (dreamily)
                  Me, too.
                      (off his look; realizing)
                  Just -- scratch that.

     Colin gives a wave and walks toward his condo. Abby pretends
     to enter her house until she sees Colin close his front door.
     Then, she turns around and rushes over to --

     MIKE. She throws her arms around him, embracing him.

                            ABBY
                  You did it! You did it!

     Mike pulls back, a little uncomfortable.

                             MIKE
                  I didn't do anything. It was you.
                  Don't ask me why, but I think he
                  likes you.

                            ABBY
                  He's really a great guy, isn't he?

                            MIKE
                  Yeah, he's dreamy.

                             ABBY
                  And he fits all ten criteria on my
                  checklist!




                                                            (CONTINUED)
                                                                 66.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
58   CONTINUED: (2)                                                    58

                         MIKE
               Right...weren't items one through
               nine something to do with him
               pretty much being gay?

     Abby puts her key in the door.

                         ABBY
               I'm going to ignore that because
               I'm in a very good mood.

                         MIKE
               Yeah, I heard, wet crotch.

     Abby rolls her eyes with a smile and goes inside. As Mike is
     walking away, he turns back for a moment, then keeps walking.

59   INT. ELIZABETH'S HOUSE - LIVING ROOM -       NIGHT                59

     Jonah and Mike sit on the couch, playing "Fight Night."

                         JONAH
               So, no date tonight?

                         MIKE
               As a matter of fact, I did have a
               date. It wasn't mine, but it was a
               date. I was helping out a friend.

                         JONAH
               Guy or girl?

                           MIKE
               Girl.

                         JONAH
               Ooh...is she hot?

                         MIKE
               She would be if she were less
               irritating.

                         JONAH
               So she likes to make fun of your
               clothes and stuff?

                         MIKE
               No, actually I make fun of hers'.

                         JONAH
               You told me not to do that.




                                                            (CONTINUED)
                                                                 67.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
59   CONTINUED:                                                        59

                            MIKE
                  That's right. And you should listen
                  to me.

                            JONAH
                  If you know so much about chicks,
                  why are you sitting here playing
                  "Fight Night" with me when you
                  could be out with the Jello girls?

                            MIKE
                  Because this is better.

     Elizabeth enters, wearing a pair of sweats and carrying her
     laptop. She hands Mike a digital camera.

                            ELIZABETH
                  Hurry, take a picture of me. I'm
                  online with Fugly35 and he wants to
                  know what i look like.

                            MIKE
                  You really want to go out with a
                  guy named Fugly35?

                            ELIZABETH
                  He's being ironic. Look, he's hot.

     She holds up her laptop. Mike peers at it.

                            MIKE
                  Uh...look closer. That's Jim
                  Morrison. Who I'm pretty sure
                  isn't an accountant in Rio Rancho.

                            ELIZABETH
                  Shit. Are you serious?

     Jonah holds out his hand to his mom.

                            JONAH
                  You owe me a dollar.

                            MIKE
                  What are you wasting your time on
                  the internet for anyway?

                            ELIZABETH
                  Says the man who hasn't had a
                  decent relationship since 1999.

                            MIKE
                  At least I date.


                                                            (CONTINUED)
                                                                    68.
              'THE UGLY TRUTH' - Numbered Script - 2/14/2008
59   CONTINUED: (2)                                                       59

                            ELIZABETH
                  No...you fornicate.

                                                               CUT TO:

60   EXT. ZOO - DAY                                                       60

     A cage of randy Bonobos getting it on. Mike, in a gorilla
     suit, does a segment. Next to him is an anthropologist, DR.
     LESTER.

                            DR. LESTER
                  Of all primates, Bonobos are the
                  closest relatives to human beings,
                  both genetically and socially ­-
                  especially when it comes to sex.
                  For the Bonobo, sex is a way to
                  ease stress and diffuse tensions.

                            MIKE
                  So summing up Bonobo-land, the
                  chicks look great, get freaky in
                  bed and in turn, they get to sit on
                  their asses and boss their men
                  around all day.

                            DR. LESTER
                  That's one way of looking at it.

                            MIKE
                  If that's not an argument for
                  evolution, I don't know what is.

     He winks at the camera as --

                              CAMERA GUY
                  Cut!

     NEARBY

     Abby watches.       Mike walks over to join her.

                            MIKE
                  What did you think?

                            ABBY
                  It was good.

                            MIKE
                  Did you hear Corporate's taking me
                  to Saffron tonight? What do you
                  think --



                                                               (CONTINUED)
                                                                 69.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
60   CONTINUED:                                                        60

                            ABBY
                      (cutting him off)
                  Colin called. He wants to get
                  together again.

                               MIKE
                  Cool.

     He starts pulling off his gorilla suit as he heads for the
     van. Abby follows him.

                            ABBY
                  How long do you think I should wait
                  to sleep with him?

                            MIKE
                  The more you make him beg for it,
                  the more you've got him on the
                  hook. Do everything but. Then show
                  him beneath that control freak
                  exterior, there's a sexual deviant
                  waiting to be unleashed.

                            ABBY
                  I am not a sexual deviant.

                            MIKE
                  Good point. If memory serves us
                  right, you've been out of practice
                  for what? A year?

                            ABBY
                      (defensive)
                  No...eleven months.

                            MIKE
                  Alright, well, how often do you --

                               ABBY
                  Do I what?

                            MIKE
                  You know...
                      (under his breath)
                  Flick the bean?

                               ABBY
                  What bean?

     Mike throws her a look. Abby catches on.




                                                            (CONTINUED)
                                                             70.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
60   CONTINUED: (2)                                                60

                         ABBY (CONT'D)
               Ewww, gross. That's what you call
               it?

                          MIKE
               No, I call it masturbating, but I
               thought it would offend your
               delicate lady-like sensibilities.
                   (beat)
               So... how often do you flick it?

                         ABBY                                           *
               How often do you flick it?                               *

                         MIKE                                           *
               You only want me to answer that so                       *
               you can picture me flicking mine                         *
               while you flick yours.                                   *

                         ABBY                                           *
               Trust me, I would never think about                      *
               you while I'm flicking it. Not                           *
               that I would ever do -- that.                            *

                           MIKE                                         *
               Never?                                                   *

     Abby looks away haughtily.                                         *

                         ABBY
               I find it impersonal.                                    *

                         MIKE
               What could be more personal?

                         ABBY
               I just don't think of myself that
               way.

                         MIKE
               Well, you need to start. Because if
               you don't want to have sex with
               you, why the hell should Colin?

61   EXT. ABBY'S CONDO - NIGHT                                     61

     Abby opens the door to find a gift bag on her doorstep, with
     a card that reads: "This present isn't for you. It's for your
     bean. Love Mike."
                                                                 71.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008


62   INT. ABBY'S CONDO - LIVING ROOM - NIGHT                           62

     Abby sits on the couch staring at a box of ELECTRIC
     UNDERWEAR.

     She opens the box, dumping out a pair of underwear and a
     REMOTE CONTROL. When she turns on the remote the underwear
     VIBRATES, startling her. She turns it off.

63   INT. ABBY'S CONDO - BEDROOM - NIGHT                               63

     Abby checks herself out in the mirror. Now in the underwear.
     She downs a glass of wine, sits on the bed and picks up the
     remote. She turns it on. Nothing happens. She tries again.
     Nothing.

                            ABBY
               Great.

     Abby smacks the remote a few times. The DOORBELL rings.

                          ABBY (CONT'D)
                   (shouting)
               Who is it?

                            MIKE (0.S.)
               It's Mike!

                         ABBY
                   (frowning)
               One second --

     Abby quickly throws on her skirt and hurries toward the
     living room.

64   INT. ABBY'S CONDO - LIVING ROOM - NIGHT                           64

     Abby heads toward the door, but quickly realizes she's still
     holding the remote. She tosses it in her purse, then opens
     the door.

     Mike stands there out of breath, dressed in a suit.

                         MIKE
               You have to come with me.

                            ABBY
               Where?

                         MIKE
               My dinner with Corporate. I don't
               want to fuck it up.



                                                            (CONTINUED)
                                                                 72.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
64   CONTINUED:                                                        64

                            ABBY
                  I can't. I have a date with Colin.

                            MIKE
                  We'll pick him up on the way.

                            ABBY
                  Mike, I'm not going on your dinner.

                             MIKE
                  So, if it doesn't go well and they
                  cut the segment and the ratings go
                  back down to negative fourteen and
                  they cancel the show, you're cool
                  with that?

     Abby thinks a moment, then --

                            ABBY
                  Let me get my purse.

65   EXT. COLIN'S CONDO - NIGHT                                        65

     Colin opens the door to find Abby standing there.

                            COLIN
                  Hey, you're early --

                            ABBY
                  Yeah...

     Mike pops out from behind Abby.

                            MIKE
                  I'm Mike. Change in plans. Grab
                  your keys. We gotta go.

     As Colin looks confused, we CUT TO --

66   INT. MIKE'S TRUCK -    NIGHT                                      66

     Mike's driving. In the passenger seat, Abby turns to Colin,
     who sits in the back.

                            ABBY
                  We'll just stay for one drink. I'm
                  really sorry about this.

                            COLIN
                  No worries.
                      (to Mike)
                  Are you a news producer as well?



                                                            (CONTINUED)
                                                                 73.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
66   CONTINUED:                                                        66

                            MIKE
                  No, dude, I'm the talent.

                            COLIN
                  So you're one of the anchors?

                            MIKE
                  No, "The Ugly Truth."
                      (to Abby)
                  Hasn't he ever seen our show?

                            ABBY
                  Not everyone wants to start their
                  day by watching you rant about
                  implants and g-strings.

                            COLIN
                      (to Mike)
                  You talk about g-strings?

                            ABBY
                  Oh, look! We're here!

67   INT. SAFFRON - BAR AREA - NIGHT                                   67

     As Abby, Mike and Colin walk into the bar, two buxom blonde
     twin JELLO GIRLS, BAMBI and CANDI, rush up to Mike.

                            MIKE
                  Hey, ladies. You're looking quite
                  fetching.

                              BAMBI
                  Hi, Mike!

                            CANDI
                  Do you like my dress?

     She leans over and displays her cleavage.

                            ABBY
                      (displeased)
                  Are these the Jello Girls?

                            MIKE
                  Yeah, they're my dates.

     She tries to control her displeasure, as Stuart walks in with
     two guys in suits, BOB and HAROLD, in their 50's.

                            STUART
                  Hey, the gang's all here! Abby, you
                  know Harold and Bob.


                                                            (CONTINUED)
                                                                 74.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
67   CONTINUED:                                                        67

                               ABBY
                  Of course.

                            BOB
                      (ignoring Abby)
                  And we all know Mike Alexander...

     They slap him on the back, eyeing the twins.

                            HAROLD
                  And who are these lovely ladies?

                            BOB
                  Something tells me we won't be
                  talking about the news tonight...

68   INT. SAFFRON - DINING ROOM - NIGHT                                68

     The group sits down at the table.

                            MIKE
                  So, you guys here to give me a
                  raise, or what?

     UNDER THE TABLE

     Abby tries to kick Mike. As she does, she unwittingly knocks
     over her purse. The contents spill out and the REMOTE for
     her vibrating underwear rolls away, stopping UNDER THE TABLE
     NEXT TO THEM.

     AT THE NEXT TABLE

     A PRECOCIOUS KID, 8, sits with his parents. Bored out of his
     skull. When the remote rolls under his feet, the kid picks
     it up and flicks the switch. A small RED LIGHT turns on.

     AT ABBY'S TABLE

     As Harold and Bob laugh, Stuart slaps Mike on the back.

                            STUART
                  That's my guy. Always with the
                  jokes.

     Abby turns to Bob and Harold.

                            ABBY
                  We're really excited about the
                  ratings increase this year. Next
                  quarter we hope to --

     Suddenly, her smile quickly changes to horror.


                                                            (CONTINUED)
                                                                 75.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
68   CONTINUED:                                                        68

                               ABBY (cont'd)
                  Oh, God.

     She shifts in her seat, trying to control her NOW-VIBRATING
     UNDERWEAR.

                            COLIN
                  What's wrong?

                               ABBY
                  Nothing...

     She leans down to grab her purse.

     UNDER THE TABLE

     She pokes her head under the table to see that the contents
     of her purse have spilled. Mike's head appears next to hers.

                            MIKE
                  What are you doing?

                            ABBY
                  I'm looking for the remote.

                            MIKE
                  What remote?

                            ABBY
                      (gritting her teeth)
                  For...the...underwear.

     Mike starts laughing.

                            MIKE
                  You're wearing them? Now?

     She writhes again, hitting her head on the bottom of the
     table.

     AT THE TABLE

     Stuart watches, worried, as Abby rises from underneath the
     table, clutching her head and looking around frantically,
     trying to figure out who has the remote.

     AT THE NEXT TABLE

     The kid has flicked up the speed on the remote even higher.

     Abby's eyes roll back. She looks like she's on three hits of
     ecstasy.



                                                            (CONTINUED)
                                                                 76.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
68   CONTINUED: (2)                                                    68

                         COLIN
               Are you okay?

                         ABBY
               This ceviche is just so....GOOD!
               I'm going to ask the chef for the --
               ooh -- recipe! Excuse me --

     She starts to get up when Stuart stops her.

                         STUART
               Hold on. Tell Harold about the new
               teaser campaign we're starting next
               week.
                   (to Harold)
               You're going to love this.

                         MIKE
               Yeah, Abby. Tell us about the
               teasers.

     Abby glares at Mike and sits back down.

                         ABBY
               Well, it's fifteen seconds...each
               hour.

     As she fumbles, Mike spots the kid at the next table, remote
     in hand. He starts to get up but --

                         ABBY (cont'd)
               They're very -- oh!

     Abby grabs Mike's arm, yanking him back down, in the throes
     of panic and pleasure.

                         ABBY (cont'd)
               Mike! -- Wait! You -- tell them.

     She looks into his eyes, imploring.

                         MIKE
               Actually, I'm really enjoying the
               way you're telling them.

     Candi looks at Harold, intrigued by Abby's display.

                         CANDI
               What's in a ceviche?

     As Stuart frowns, concerned, Abby spasms, then rushes through
     it as fast as she can.



                                                            (CONTINUED)
                                                             77.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
68   CONTINUED: (3)                                                68

                         ABBY
                   (rapid fire)
               It's fifteen seconds every hour of
               Mike telling an Ugly Truth
               and...Jesus...GOD, they're good.

     She leaps to her feet.

                           ABBY (cont'd)
               Ohhhhh...

     Then she sinks back down, spent. Harold and Bob applaud, as
     do the twins. Relieved, Stuart turns to Bob and Harold.

                         STUART
               See what I mean about her?

                         COLIN
                   (proudly)
               You've got to love her enthusiasm.

69   INT. SAFFRON - BAR AREA - NIGHT - LATER                       69

     As they all walk out, Mike grabs the remote from the kid.

                         MIKE
               Sorry, buddy, that's my toy.

     Abby spots this and snatches the remote out of Mike's hand.

                         ABBY
               You knew he had it the whole time,
               didn't you?

                         MIKE
               No, just part of the time. Figured
               I should let you finish.

     She shoots him a look.

                         MIKE (cont'd)
               Seriously, thanks for coming
               tonight. I mean, you know, to
               dinner.

                         ABBY
               You would have done fine without
               me.

                           MIKE
               I know.
                                                                78.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008


70   EXT. SAFFRON - NIGHT - VALET STAND - MOMENTS LATER                70

     Stuart schmoozes with Harold, Bob, Bambi and Candi at the
     valet stand. Abby and Mike exit the restaurant.

                         MIKE
               He likes you, by the way. Colin. I
               can tell.

                           ABBY
               Really?

     Colin walks up.

                         COLIN
               Are we ready to go?     I know Abby
               is.

     Harold and Bob shake hands with Mike.

                         HAROLD
               Keep up the good work, Mike.

                         BOB
               And thanks for introducing us to
               our future ex-wives.

                         MIKE
               You kids play safe.

     They take off with the twins.     Mike turns to Abby and Colin.

                         MIKE
               So, what's next? A little three-way
               Scrabble? Some Twister? Maybe a
               massage chain? We could write in
               each others' diaries...

                         COLIN
               I think we've got it from here.

     Mike's truck pulls up and he gets in.

                         MIKE
               Don't do anything I wouldn't do.

     He drives away. Abby smiles at Colin, as a punk rock version
     of "Getting To Know You" PLAYS and a MONTAGE BEGINS...

71   EXT. SANDIA MOUNTAIN - DAY                                        71

     Colin and Abby ride the tram up the mountain, snuggling.
                                                                 79.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008


72   INT. MOVIE THEATRE - NIGHT                                        72

     Abby and Colin are watching "TO CATCH A THIEF." Colin puts
     his arm around Abby.

                         COLIN
               I can't believe I've never seen
               this before.

     Abby grins, pleased.

73   INT. KPHX - "SACRAMENTO AM" SET - DAY                             73 *

     Mike's on set rehearsing with a HOT GIRL next to him. NEARBY,
     Abby gets flowers delivered. Mike tries not to be distracted
     by Abby's delighted expression as she reads the card.

74   INT. COFFEE SHOP - DAY                                            74

     At the counter, Abby introduces Colin to Joy. As Colin turns
     away to get his latte, Joy falls to the ground in a MOCK
     SWOON. Colin sees this and, concerned, rushes to help Joy up.

75   INT. SPORTS BAR - NIGHT                                           75

     Mike stands at the sports bar with Dwayne, Steve and Gary, as
     a DRUNK GUY praises Mike.

                         DRUNK GUY
                   (to Mike)
               Dude, you got me laid three times
               last month. Drinks are on me.

                         MIKE
               Just doing my job.

     Just then a CUTE BRUNETTE in a tight t-shirt and ridiculously
     gynormous implants walks up.

                         CUTE BRUNETTE
               I got implants, just like you said!

                         MIKE
                   (horrified)
               Indeed you did.

                         DWAYNE
               Here's to implants!

     Steve clinks his beer bottle against Mike's.

                         STEVE
               You're a rock star, bro.


                                                            (CONTINUED)
                                                                 80.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
75   CONTINUED:                                                        75

     Mike sips his beer, looking a bit wary of his powers.

76   INT. RESTAURANT - NIGHT                                           76

     A waiter takes Colin and Abby's order.

                            WAITER
                  A bottle of water to start?

                            COLIN
                  Yes, a bottle of flat, please.

     She starts to say something, then smiles at the waiter.

                            ABBY
                  I'll have one, too.

     Colin smiles at her as THE MONTAGE ENDS.

77   EXT. BAR - NIGHT                                                  77

     A sign on the upscale bar window advertises "Happy Hour --
     Ladies Drink For Half Price."

78   INT. BAR - NIGHT                                                  78

     Mike has a beer and enjoys the scenery as Abby sits across
     from him at their table, making notes.

                            ABBY
                  The Balloon Fiesta is coming up,
                  so, I was thinking for sweeps, we
                  could do a segment on "how men are
                  full of hot air."

     He doesn't answer.

                            ABBY (cont'd)
                  I was kidding --

     Mike isn't even listening. He's watching a trashy redhead at
     the bar. Abby notices.

                            ABBY (cont'd)
                  Colin would never like a girl like
                  that.

                            MIKE
                  I forgot, Colin only likes "women
                  of quality."




                                                            (CONTINUED)
                                                                 81.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
78   CONTINUED:                                                        78

                            ABBY
                  That's a trait to be admired, not
                  mocked, man-whore.

                            MIKE
                  Who says I'm a man-whore?

                            ABBY
                  I've seen you with the Funbag
                  Twins, remember?

                            MIKE
                  You saw me what? Take them to
                  dinner and introduce them to some
                  network executives? They want to be
                  actresses. Who am I to kill their
                  dreams?

                            ABBY
                  You're telling me you've never
                  slept with those girls?

                            MIKE
                  I didn't say that...

                            ABBY
                  Exactly my point. Man-whores want
                  women who wear slutty clothes and
                  suck lots of cock.

                             MIKE
                  Every man wants that. And for your
                  information, I was only with the
                  one who can read.
                      (then)
                  Did you just say cock?

                            ABBY
                  What? I can say cock. You don't own
                  that word. Cock. There. I said it
                  again.

                             MIKE
                  A week ago you cried at the thought
                  of a vibrator. Now you're all "cock
                  this,""cock that."
                      (then)
                  You had sex with Colin, didn't you?

                            ABBY
                  NO! We're saving that for this
                  weekend. He's taking me to Santa
                  Fe.


                                                            (CONTINUED)
                                                                 82.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
78   CONTINUED: (2)                                                    78

                         MIKE
               You sure you're ready for that?

                         ABBY
               Of course I'm ready.

                         MIKE
               You don't sound ready.

                         ABBY
               Well, I am ready.

     Mike holds up a glass.

                         MIKE
               Here's to overturning assumptions.
               I'm really a man of discriminating
               taste and you're a foul-mouthed
               slut.

79   INT. KPHX - "SACRAMENTO AM" SET - DAY                             79 *

     On set, Mike addresses the camera.

                         MIKE
               So there you have it. Never assume
               a girl is easy, or assume she's a
               prude. There are many layers in
               between and it's your job,
               gentlemen, to peel back those
               layers and figure out exactly what
               type of woman you are dealing with.

     NEARBY, a confused Joy looks at Abby.

                         JOY
               What happened to him? That sounded
               almost enlightened.

     Abby doesn't know weather to be pleased or worried.

                         MIKE
               Because once you do peel back those
               layers, my friends, her lady garden
               awaits. And I'm pretty sure you're
               gonna want to fertilize that patch
               of petunias. And that there is the
               Ugly Truth.

                         JOY
               And -- he's back.

     AT THE ANCHOR DESK


                                                            (CONTINUED)
                                                                 83.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
79   CONTINUED:                                                        79

     Larry turns to the camera.

                            LARRY
                  Next up, Javier tells us if your
                  petunias are going to see any
                  rainfall this weekend.

     Georgia winks at him.

                            GEORGIA
                  I hope mine do...

     Abby rolls her eyes as Mike walks up.

                            ABBY
                  Yes, the city gets treated to
                  flower-vagina metaphors. Georgia
                  O'Keefe would be so pleased.

     At this, a slick AGENT in a suit, 30's, walks up and slaps
     Mike on the shoulder.

                            AGENT
                  Are you ready for this? I just got
                  you on to "The Tonight Show". They
                  want you as a guest.

     Mike is stunned.

                            MIKE
                  Jay Leno wants me on his show?
                  You're shitting me.

     Abby looks at the agent, confused.

                            ABBY
                  Who are you?

                            MIKE
                  This is Rick. My agent.

                            ABBY
                  Since when do you have an agent?

                            AGENT
                  Since he became the hottest thing
                  in morning TV.

                            MIKE
                  Holy shit. Leno? This is amazing.




                                                            (CONTINUED)
                                                                 84.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
79   CONTINUED: (2)                                                    79

                         ABBY
                   (trying to process)
               Yeah...

                         AGENT
               You leave tomorrow. Let's go clear
               it with Stuart.

                         MIKE
                   (to Abby)
               How cool is this?

     They walk off as Abby stands there.

80   INT. CONFERENCE ROOM - DAY                                        80

     Abby runs a programming meeting. Joy, Dori, Josh, Georgia and
     Larry are in attendance.

                         ABBY
               What's our story at the top of the
               hour?

                         JOSH
               Global warming.

                          DORI
               Jesus.   Again?

                         JOSH
               Oh, I'm sorry, did Anna Nicole come
               back from the dead?

     Stuart pokes his head in.

                         STUART
               Abby? I need you.

     She rises and goes out into the hall.

81   INT. HALLWAY - CONTINUOUS                                         81

     Abby frowns at Stuart's serious expression.

                            ABBY
               What's up?

                         STUART
               I just found out Mike was offered a
               job by the local NBC affiliate at
               twice the pay. This Leno thing is
               his audition.



                                                            (CONTINUED)
                                                                 85.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
81   CONTINUED:                                                        81

                              ABBY
                  What?!

                            STUART
                  If Bob and Harold find out about
                  this, we're dead. I need you to fly
                  out there and talk him out of it.

                            ABBY
                  Today? Now? But I'm going to
                  Santa Fe --

                            STUART
                      (ignoring her)
                  Just don't let him know you know
                  beforehand. Let him do the show and
                  get us our publicity, then convince
                  him to sign with us for the next
                  three years. Now go.

82   EXT. AIRPORT - DAY                                                82

     An airplane lands at LAX.

83   INT. CAB - DAY                                                    83

     A pissed Abby sits in the cab, having a conversation with
     herself.

                            ABBY
                  Hi, stupid motherfucker who'd still
                  be on cable access if it weren't
                  for me. I hear you're moving to
                  NBC.

     The CAB DRIVER looks at her.

                            CAB DRIVER
                  What did you just call me?

                            ABBY
                  Nothing. Just practicing my speech.

84   EXT. HOTEL - DAY                                                  84

     Mike walks out of the lobby, as Abby gets out of a cab,
     suitcase in hand.

                              MIKE
                  Abby?    What are you doing here?

     Abby glares at him, about to show her true feelings, but then
     quickly covers. Smiling.


                                                            (CONTINUED)
                                                                 86.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
84   CONTINUED:                                                        84

                            ABBY
                  Stuart decided you needed a
                  cheerleader.

                            MIKE
                  I thought you were going to Santa
                  Fe...

                            ABBY
                  Apparently, he felt that you needed
                  a producer more than I needed to
                  get laid.

85   INT. TOWN CAR - DAY                                               85

     Abby and Mike sit in the backseat.      Abby looks down at her
     notes.

                            ABBY
                  Okay, so let's go over the pre-
                  interview questions.

     Mike studies her.

                            MIKE
                  I'm sorry you didn't get to meet
                  little Colin this weekend. And by
                  little, I don't mean undersized,
                  although I highly suspect that's
                  the case.

                            ABBY
                  Really? Colin's penis? That's what
                  you want to talk about right now? I
                  was thinking maybe we should talk
                  about what you're gonna say on the
                  show.
                      (doing Jay)
                  So, tell me Mike. How did "The Ugly
                  Truth" start?

                            MIKE
                  Well, Jay, I had a sales job where
                  I drove around a lot, listening to
                  talk radio. I started calling in
                  and lo and behold, people liked
                  what I had to say. Then I decided
                  what the hell, I need my own show.
                  I have a message people need to
                  hear.

     Abby rolls her eyes, still angry with him.



                                                            (CONTINUED)
                                                                 87.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
85   CONTINUED:                                                        85

                            ABBY
                  Yes -- thousands of lives are being
                  enriched by your wisdom.

                            MIKE
                  Excuse me, lady, but you have a
                  boyfriend right now because of me.

                            ABBY
                  It may have started because of you,
                  but it's lasted because of me.

                            MIKE
                  So, you've been acting like your
                  normal control freak psycho self in
                  front of him?

                            ABBY
                  I'm not a control freak.

                            MIKE
                  When you checked into the hotel,
                  did you or did you not insist on
                  getting an "Eastern-facing" room on
                  "a floor not below seven"?

                            ABBY
                  I like rising with the sun. And a
                  view.

                            MIKE
                  My point is, Colin likes the Mike
                  version of Abby, not the Abby
                  version of Abby. So, don't go
                  knocking my words of wisdom when
                  you're living proof that they work.

     Abby sits there, fuming that he's right.

                            ABBY
                  I could be having sex right now --

                            MIKE
                  Yeah, thanks to me.

86   INT. "THE TONIGHT SHOW" - BACKSTAGE - DAY                         86

     A "Tonight Show" handler in a headset readies a visibly
     nervous Mike backstage. Mike's Agent stands next to him,
     giving him a pep talk as Abby watches skeptically.




                                                            (CONTINUED)
                                                                 88.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
86   CONTINUED:                                                        86

                            AGENT
                  Dude, this is awesome. You're about
                  to go on Leno! NBC is going to give
                  you the moon --

     Mike shoots him a "shut up" look. Abby pretends not to
     notice.

                            AGENT
                  -- in a gift basket, of course.

                            MIKE
                  This isn't helping.

                            AGENT
                  Just do what you always do.

                            MIKE
                  What do I always do?

                            AGENT
                  Uh --

                            ABBY
                      (cutting him off)
                  You entertain people with your
                  moronery. And they love you for it.

     Mike looks at her, surprised.

                            MIKE
                  That might be the nicest thing
                  you've ever said to me.

                            ABBY
                  Your welcome.

     She smiles at him. Looking a little calmer, he smiles back
     at Abby. The Agent rolls his eyes. The handler gives Mike
     the nod, as we HEAR --

                            JAY LENO (O.S.)
                  And that was Kiku, the penguin that
                  flies! Next up, here to tell us
                  The Ugly Truth, is Mike Alexander --

     The audience applauds as Mike takes a deep breath and heads
     on stage.

87   INT. "TONIGHT SHOW" STAGE - DAY - MOMENTS LATER                   87

     Abby now sits in the audience, watching as Jay interviews
     Mike on stage.


                                                            (CONTINUED)
                                                                 89.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
87   CONTINUED:                                                        87

                            JAY
                  So what's your number one piece of
                  advice to all the people out there
                  who are trying to find love?

                            MIKE
                  Don't do it. Try to find lust
                  instead. It's a lot easier and a
                  lot less messy. Blue balls only
                  last a few hours. A broken heart
                  can last years.

     The audience reacts with hollers and cheers. Abby shakes her
     head.

                            JAY
                  So, what's her name?

                            MIKE
                  Who?

                            JAY
                  The girl who screwed you up. She
                  must have been a doozy.

     Mike looks a bit taken aback, but recovers quickly.

                            MIKE
                  Like I said, better a floozy than a
                  doozy.

     Abby cocks her head, intrigued by Mike's reaction.

                            JAY
                  Well, what do you say to guys like
                  me who have been happily married
                  for twenty-seven years? We can't be
                  the exception to the rule, can we?
                  There's plenty of us out there.

                            MIKE
                  Well, Jay, let me tell ya --

     He hesitates, then looks at Abby for a moment. She gives him
     an encouraging nod. He gains confidence, and continues.

                            MIKE
                  Marriage starts off great. She's
                  cute, you're cute, the world's
                  cute. Nothing can burst your bubble
                  of everlasting love.
                            (MORE)



                                                            (CONTINUED)
                                                                 90.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
87   CONTINUED: (2)                                                    87
                         MIKE (cont'd)
               Then, ten years later, she's put on
               twenty pounds, you've got nose
               hair, you're voting for different
               presidents, and one day, the
               receptionist at Jiffy Lube
               accidentally grazes your hand as
               she hands you back your keys and
               you realize that's the first time a
               woman's touched you in three
               months. By year twenty, you've
               learned to completely tune out the
               sound of her voice and it occurs to
               you that ever since you walked down
               the aisle, you're living with
               someone who can barely tolerate
               your presence and, on the rare
               occasion that you actually do make
               love, she probably thinks about
               Jake Gyllenhaal.

     Jay looks stricken, going along with the bit.

                         JAY
               You're right. I'm going to get a
               divorce. My whole life is a lie.
                   (to camera)
               Sorry, honey.

     The audience laughs, as we CUT TO --

88   INT. KPHX - STUART'S OFFICE - NIGHT                               88

     Stuart flips off the TV, talking on his cell phone.

                         STUART
                   (into phone)
               Did you get him? Is he ours?

89   INT. "TONIGHT SHOW" - BACKSTAGE - DAY                             89

     Abby talks on the phone.

                         ABBY
                   (tense)
               I'm working on it.

     She hangs up as Mike and his Agent approach.

                         ABBY (cont'd)
                   (to Mike)
               You were amazing out there.




                                                            (CONTINUED)
                                                                 91.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
89   CONTINUED:                                                        89

                            MIKE
                  Was I?

                            AGENT
                      (to Abby)
                  You go ahead and hold our table,
                  doll. We've got some business to
                  discuss.

     They walk off.    Abby fumes -- then does her self hating
     spazzy dance.

90   INT. EL FLORIDITA RESTAURANT - NIGHT                              90

     A festive Cuban place in Hollywood with a live salsa band and
     a floor full of SEXY PATRONS salsa dancing.

     Abby sits at a table, waiting anxiously. As Mike walks in,
     she waves him over.

                            ABBY
                      (confused)
                  Where's Rick?

                            MIKE
                  I sent him home. I thought we
                  should celebrate on our own.

     Abby's surprised, then suspicious.

                            ABBY
                  What exactly are we celebrating?

                            MIKE
                  Uh, hello? Leno? I was just on it.
                  Maybe you saw?

     The waiter arrives with mojitos. Abby looks at him.

                            ABBY
                  I know about the offer from NBC.

     He looks at her, surprised, then --

                            MIKE
                  Okay, well then you know I turned
                  it down. If it weren't for you, I'd
                  still be on Channel 83. So don't
                  worry, I'm not going anywhere.

                            ABBY
                  Really?



                                                            (CONTINUED)
                                                                 92.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
90   CONTINUED:                                                        90

                            MIKE
                  Relax. Drink. Enjoy. You did your
                  job. I'm re-signing with you. Now
                  let's stop talking about work.

     Abby sips her mojito, studying Mike.

                            ABBY
                  So...who was the doozy?

                            MIKE
                  What are you, trying to kill my
                  buzz?

                             ABBY
                  No, I'm interested. In what makes
                  you...you.

     Mike sighs, deciding to level with her.

                            MIKE
                  It wasn't just one...it was more
                  like a parade. By the time I hit
                  thirty, I realized you can only
                  have so many bad relationships
                  before you figure out there's no
                  such thing as a good one.

                            ABBY
                  You can't really believe there's no
                  such thing as a good relationship.

                            MIKE
                  To my very core.

     Just then, the waitress walks up.

                            WAITRESS
                  Two more mojitos?

                            ABBY
                  And some water, please.

                            WAITRESS
                  Still or sparkling?

                            MIKE
                  Just bring us tap water.

     She nods and leaves. Abby stares at him.




                                                            (CONTINUED)
                                                                 93.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
90   CONTINUED: (2)                                                    90

                         MIKE (cont'd)
                   (off her look)
               What? It's the exact same thing,
               isn't it?

                         ABBY
               So I've been told.

     He stands up.

                         MIKE
               C'mon, let's dance.

                         ABBY
               I don't think so.

                         MIKE
               I'm serious. I've seen your spazzy
               dance, now I want to see the real
               thing.

     Abby looks out at the dance floor, seeing that even the worst
     dancers are great.

                         ABBY
               I can't dance like that.

                           MIKE
               I can.

     Mike grabs her hand and leads her onto --

91   INT. EL FLORADITA - DANCE FLOOR - NIGHT                           91

     Mike and Abby make their way onto the crowded dance floor.

                         ABBY
               Mike, no --

                         MIKE
               You'll be fine.

     Abby looks at him, sure that he's about to make a fool of
     them both.

     Then, he takes her in his arms, completely self-assured, and
     starts leading her in a salsa dance and...

     ...he's good. But not just good. Great.

                         ABBY
               Oh my God. How did you learn to ­-



                                                            (CONTINUED)
                                                                     94.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
91   CONTINUED:                                                            91

     She follows his moves, half-shocked and half-turned on. He
     pulls her in a bit closer, and for the first time, she allows
     herself to be led without trying to control the situation.

     For about five seconds.          Then she looks at her watch.

                            ABBY (cont'd)
                  We've got an early flight tomorrow.
                  We should go.

92   INT. UNIVERSAL HILTON - ELEVATOR - NIGHT                              92

     Mike and Abby ride up the elevator.

                            ABBY
                  So the car's picking us up
                  downstairs at eight. You want me to
                  call you?

                            MIKE
                  I'll get a wake up call.

                               ABBY
                  Good idea.

     There's a moment of uncomfortable silence.

                            ABBY (CONT'D) (cont'd)
                  I had a great time.

                               MIKE
                  Me, too.

                            ABBY
                  Remember, the car's --

                            MIKE
                  Picking us up at eight. Got it.

     The elevator comes to a stop.

                               MIKE (CONT'D)
                  My floor.     See you tomorrow.

                            ABBY
                  Bright and early.

     They hug. It's long hug. They give a quick kiss.

                            ABBY (CONT'D) (cont'd)
                  Good night.




                                                               (CONTINUED)
                                                                 95.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
92   CONTINUED:                                                        92

                            MIKE
                  Good night.

     Neither lets go. They give a longer kiss.

                            ABBY
                  Good night.

                            MIKE
                  Good night.

     Mike starts out the elevator, then returns, grabbing Abby.
     And suddenly --

     They're ALL OVER EACH OTHER.

     In the midst of this, the elevators try to close but their
     furious groping blocks it, until --

     A shrill BUZZING begins. They abruptly step apart staring at
     each other.

                            MIKE (cont'd)
                  So, I guess I should --

                             ABBY
                  Yeah.

     Mike backs out of the elevator, looking shell-shocked. The
     doors close. Abby is flushed and stunned.

                             ABBY (cont'd)
                  Wow.

93   INT. UNIVERSAL HILTON - ABBY`S ROOM - MOMENTS LATER               93

     Abby sinks down onto her bed, wearing the same expression.

                            ABBY
                  What the hell was that? And why do
                  I want to do it again?

     There's a KNOCK at the door. She leaps up, smooths her hair,
     checks her reflection, and goes to the door. Opening it with
     a smile, she finds --

     Standing there, bottle of red wine in hand, is... Colin.

                             COLIN
                  Miss me?

     It takes a moment for Abby to adjust.



                                                            (CONTINUED)
                                                                 96.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
93   CONTINUED:                                                        93

                            ABBY
                  Colin?

                            COLIN
                  You were expecting someone else?

                            ABBY
                      (recovering)
                  Uh, no --

     He walks in the room, holding up the wine.

                            COLIN
                  Since you couldn't come to Santa
                  Fe, I decided to come to you.

                            ABBY
                  How'd you find me?

                            COLIN
                  Joy told me. I started thinking
                  about all the things we were going
                  to do there and I decided I
                  couldn't wait.

                            ABBY
                  Oh. Okay...

                            COLIN
                  What's the matter?

                            ABBY
                  Nothing. I'm just so -- surprised
                  to see you.

                            COLIN
                  Well, you told me you were
                  spontaneous. Guess the proof is in
                  the pudding.

                            ABBY
                      (tense)
                  It sure is...

     As he opens the wine, some of it splashes on his shirt.

                            COLIN
                  Whoops. Looks like we'll have to
                  get naked sooner than I thought.

94   INT. UNIVERSAL HILTON - EXT. ABBY'S DOOR - NIGHT - SAME TIME 94

     Mike approaches Abby's door.


                                                            (CONTINUED)
                                                                 97.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
94   CONTINUED:                                                        94

                            MIKE
                  Abby -- I really need to kiss you
                  again. And not just in a one-night
                  stand way, in a totally different
                  way. Oh fuck, what am I doing?

     He turns and walks the other direction. Then stops and turns
     back.

                            MIKE (cont'd)
                  Nut up, Alexander. You can do
                  this...

     He KNOCKS on Abby's door. After a second it opens and --

     There's Colin, standing there SHIRTLESS.

                            COLIN
                  Oh, you're not room service.
                      (holding out his hand)
                  How ya' doin', man?

     Mike reels, trying to cover his shock.

                            MIKE
                  I just came by to tell Abby about
                  the change in our flight time. But
                  I can tell her later.

     Abby appears behind Colin.

                            ABBY
                  Mike, what are you doing here?

                            MIKE
                  Just leaving.

     He turns and goes.

95   INT. UNIVERSAL HILTON - HALLWAY - NIGHT - MOMENTS LATER           95

     Mike walks down the hall, freaked out and perturbed. Abby
     runs to catch up with him.

                            ABBY
                  Mike --

     He keeps walking as she tries to keep up.

                            ABBY (cont'd)
                  He just showed up to surprise me.




                                                            (CONTINUED)
                                                                    98.
              'THE UGLY TRUTH' - Numbered Script - 2/14/2008
95   CONTINUED:                                                           95

                            MIKE
                  How convenient.

                            ABBY
                  I thought it was you at the door.

     He stops and looks at her.

                            MIKE
                  I guess we're all interchangeable.
                  I've taught you well. Maybe you
                  should take over the show.

     He starts to walk off.

                            ABBY
                  Mike, wait -- tell me what just
                  happened in the elevator.

     They hold eye contact for a very long moment.

                            ABBY (cont'd)
                  Should I tell Colin to go?

     Mike looks away.

                            MIKE
                  Why pull up anchor now? You've
                  worked damn hard to get him here.

                            ABBY
                  Really? That's it? That's all you
                  have to say.

                            MIKE
                  What else do you want me to say?

     A lot.    But he's not saying it.

                            ABBY
                  I guess the truth is ugly, isn't
                  it?

                            MIKE
                  That's what I've been telling you.

     He shrugs and walks off.

96   INT. UNIVERSAL HILTON - ABBY'S ROOM - NIGHT -MOMENTS LATER           96 *

     Abby enters the room.       Colin stands there, still shirtless.




                                                               (CONTINUED)
                                                                 99.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
96   CONTINUED:                                                        96

                            ABBY
                  Sorry, about that. He was upset
                  about his performance on Leno.

                            COLIN
                  No worries. The rest of the night
                  is ours.

     He pours her a glass of wine.

                            COLIN (cont'd)
                  To the first of many romantic
                  evenings to come.

     Abby takes the glass and drinks.      And keeps drinking.

                            COLIN (cont'd)
                  Whoa --

     Abby finishes the glass and looks at him.

                            ABBY
                  Why do you like me?

                            COLIN
                  Well, you're beautiful, you're
                  smart --

     Abby smiles, pleased, then he continues...

                            COLIN (CONT'D) (cont'd)
                  You're open, you laugh at my jokes,
                  you never criticize...

     Abby's smile fades.

                            COLIN (CONT'D) (cont'd)
                  You never try to control the
                  situation, and I've got to say,
                  it's a breath of fresh air. A lot
                  of women I know are total control
                  freaks -- and it's a nightmare. I
                  love that you're not like that.

     Abby looks at him, nodding, then --

                            ABBY
                  You know what? I am like that.

                            COLIN
                  What do you mean?




                                                            (CONTINUED)
                                                               100.
          'THE UGLY TRUTH' - Numbered Script - 2/14/2008
96   CONTINUED: (2)                                                   96

                          ABBY
                To be honest, I didn't like the way
                you poured the wine. I would have
                decanted it. And I was editing that
                speech as you were giving it.

     She looks around.

                          ABBY (CONT'D) (cont'd)
                Plus, this bed should be facing
                north-south instead of east-west!

                          COLIN
                    (confused)
                Are you serious?

                          ABBY
                I haven't been myself for one
                second of the two weeks and five
                days we've been dating.

                          COLIN
                Then who have you been?

                          ABBY
                The girl some idiot told me to be.

97   EXT. LAX   AIRPORT - DAY                                         97

     Taxis drop off tourists.

98   INT. AIRPORT - DAY                                               98

     Abby paces in front of the gate and checks her watch, while
     talking on her cell phone.

                          ABBY
                    (into phone)
                And you're sure he checked out?
                Okay, thanks.

     She hangs up the phone. A FLIGHT ATTENDANT approaches her.

                           FLIGHT ATTENDANT
                Miss, we're going to need you to
                board now.

     Resigned, she picks up her bag and walks on board.

99   INT. KPHX - LOBBY ­ DAY                                          99

     Abby walks into the station, greeting the security guard.



                                                           (CONTINUED)
                                                                101.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
99    CONTINUED:                                                       99

                             ABBY
                   Morning, Freddy.

      The security guard just looks at her and shakes his head,
      disappointed. Stuart rushes up to her.

                             STUART
                   I thought you said we had him.

                             ABBY
                   What are you talking about?

                             STUART
                   He quit this morning. I got a smug
                   call from Channel 4 saying they
                   closed a deal with him. Corporate's
                   having a shit fit. What the hell
                   happened?

      Abby is hurt and stunned, but overcomes it with fierce and
      abiding hatred.

                             ABBY
                   We don't need Mike Alexander. He's
                   a dime a dozen.

                             STUART
                   You better hope so, because you're
                   going to find me a new one by the
                   end of the week.

100   INT. KPHX - WAITING AREA - DAY                                   100

      Abby and Joy walk through the waiting area, which is filled
      with MIKE ALEXANDER REPLACEMENT HOPEFULS of all different
      shapes and sizes. Abby points at candidates, while Joy makes
      notes on a clipboard.

                              ABBY
                       (pointing)
                   Yes. No. Yes. No. No.
                       (then)
                   I can't believe I even considered
                   for a second allowing myself to
                   feel something for him.

                             JOY
                   I still can't believe that you
                   broke up with Colin.

                             ABBY
                   I know I can't control everything.
                   As much as I'd like to.
                             (MORE)

                                                            (CONTINUED)
                                                                 102.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
100   CONTINUED:                                                        100
                             ABBY (cont'd)
                   But I should at least be able to
                   decide who I feel something for and
                   who I'm repulsed by.

      She turns back to the candidates, frustrated.

                             ABBY (cont'd)
                   Yes. No. No. Yes. Fuck no.

101   INT. KPQU, CHANNEL 4 STAGE - DAY                                  101

      Channel 4's brighter and more expensive stage, with a
      prominent logo for "MORNING MAYHEM WITH MIKE!"

      Mike, dressed in an Armani suit, glandhands the Channel 4
      suits, as they show him around.

                             BIG WIG
                   What do you think of the new set?

                              MIKE
                   Love it.

                             BIG WIG #2
                   KPHX retained the copyright to your
                   old segment title, so we retitled
                   you "Morning Mayhem with Mike!"

      Mike's on autopilot.

                              MIKE
                   Love it.

                             BIG WIG
                   And this is Joe, your new producer.

      Mike finally wakes up a bit.     Turns to Joe, a balding
      nebbish.

                             MIKE
                   You know what I like best about
                   you, Joe? I don't want to have sex
                   with you at all.

                             JOE
                   I'm -- relieved to hear that.

      The Big Wigs chortle.

                             BIG WIG
                   How much do we love this guy?
                                                                103.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008


102   EXT. MIKE'S APARTMENT BUILDING - DAY                             102

      Mike, in his suit, walks up the front steps. Jonah sits on a
      lawn chair, drinking a soda and watching --

      IN THE NEARBY VALLEY

      Hundreds of multi-colored, multi-shaped HOT AIR BALLOONS are
      aloft.

                          JONAH
                Dude, check it out. Balloon Fiesta.

                             MIKE
                Yep.

                          JONAH
                Why do you look like a lawyer?

                          MIKE
                New station. New wardrobe.

                          JONAH
                You're never going to get any pussy
                looking like that.

                          MIKE
                    (annoyed)
                Where do you get this stuff?

                             JONAH
                From you.

                          MIKE
                Look at me, Jonah. I'm 38, I'm
                still single, I live alone... Does
                it look like it's all working out?
                If there's one thing you don't want
                to be, it's like me.

      As he opens the door and goes inside, Jonah calls out --

                          JONAH
                I'm pretty sure you don't want to
                open your new show with that.

103   EXT. FIELD - DAY                                                 103

      On the field that is covered with hot air balloons and their
      pilots and aficionados, Abby and Joy stand with Mike's
      replacement -- JACK MAGNUM, a fast-talking slickster who
      thinks he's really fucking cool.



                                                            (CONTINUED)
                                                                104.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
103   CONTINUED:                                                       103

                             JACK MAGNUM
                   How's my skin? Too shiny?     How are
                   my pores?

                              JOY
                   Tiny.

                             JACK MAGNUM
                   Which side is better? Left? Right?
                   Full-frontal?

      Joy looks at Abby, a little worried.

                             ABBY
                   They're all fine. But let's go
                   over your intro.
                       (prompting him)
                   "I'm Jack Magnum and this is..."

                             JACK MAGNUM
                   The Ugly Truth!

      He fake-smiles and does the "point-and-shoot", going so far
      as to blow the smoke off his fingertip gun.

                              ABBY
                   Oh-kay.   Let's maybe lose the gun.

                              JACK MAGNUM
                   What?   The gun is my signature
                   move.

                             ABBY
                       (impatient)
                   Unless the NRA is paying your
                   mortgage this month, I say lose the
                   fucking gun.

                             JOY
                   And we're live in -- five, four,
                   three, two --

104   INT. KPHX - CONTROL ROOM - DAY - CONTINUOUS                      104

      Stuart sits in the control room next to Cliff.

                             CLIFF
                   Think this guy's any good?

                             STUART
                   He better be.

      ON THE MONITORS --


                                                            (CONTINUED)
                                                                   105.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
104   CONTINUED:                                                          104

      Jack Magnum does his intro, now standing in a balloon basket.

                             JACK MAGNUM (ON T.V.)
                   ...and this is The Ugly Truth!

      Jack starts to do "the gun", but then he remembers and
      awkwardly turns it into a peace sign.

                              JACK MAGNUM (ON T.V.) (CONT'D)
                              (cont'd)
                   Peace!

                             STUART
                   Oh, Jesus. He's going political.

105   INT. MIKE'S APARTMENT - DAY - SAME TIME                             105

      Jonah watches TV as Mike gets a beer out of the fridge.

                             JONAH
                   Dude, check this out. Your
                   replacement's on.

                              MIKE
                   My what?

      Mike looks over to see --

      ON THE TV -- Live footage from the Balloon Fiesta. Jack
      Magnum continues to alienate his audience.

                             JACK MAGNUM
                   Most of you are watching this show
                   so you can learn how to get chicks.
                   Let me assure you, you're in good
                   hands. You're looking at a guy
                   who's personally had sex with over
                   137 women. Most of them conscious.

106   EXT. FIELD - DAY - CONTINUOUS                                       106

      Abby looks at Joy, panicked.

                             ABBY
                   He's ad-libbing. Why is he ad-
                   libbing? There's no ad-libbing.

107   INT. MIKE'S APARTMENT - DAY - CONTINUOUS                            107

      Mike sits down on the couch to watch.

                             MIKE
                   Oh, this is beautiful.


                                                               (CONTINUED)
                                                                106.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
107   CONTINUED:                                                       107

      ON TV -- Jack Magnum just makes it worse.

                             JACK MAGNUM (ON T.V.)
                   We're here at the Balloon Fiesta,
                   and I'm supposed to be telling you
                   men are full of hot air, but I
                   think we all know, it's the ladies
                   that are full of crap. Just because
                   she says no, doesn't mean she means
                   no.

      At this Jack Magnum is tackled and pushed out of the balloon
      basket. After a moment --

      A frazzled ABBY pops up in his place.

                             ABBY (ON T.V.)
                       (nervous)
                   Hi! I'm sorry, but Jack Magnum will
                   no longer be able to do "The Ugly
                   Truth" segment. Which should really
                   come as no surprise. Because men
                   are completely unreliable.

108   INT. KPHX - DAY - CONTINUOUS                                     108

      Stuart and Cliff watch from the control room, in shock.

                             CLIFF
                   What is she doing?

      The PHONE RINGS. Stuart picks up, then blanches.

                              STUART
                       (into phone)
                   Hey, Harold. Yes, I know -- we're
                   fixing it.

109   EXT. FIELD - DAY - CONTINUOUS                                    109

      Abby stands in the basket, still nervous, but flying on
      adrenaline. Joy gives her a "keep going" hand gesture.

                             ABBY
                   Take Mike Alexander, for instance.
                   He up and quit the show without so
                   much as a word. You think you know
                   what men are going to do, you think
                   you know what they want to do...but
                   when it comes down to the moment
                   where they actually have to nut up,
                   they turn around and do something
                   completely different.
                                                                107.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008


110   INT. MIKE'S APARTMENT - DAY - CONTINUOUS                         110

      Mike stares at Abby on TV for a second, then grabs his keys.

                          MIKE
                Oh, I'm all over this.

      He races out, as Jonah calls after him.

                          JONAH
                I don't think she's into you,guy!

111   EXT. FIELD - DAY - CONTINUOUS                                    111

      Joy and the camera guy watch as Abby gains steam, ranting to
      the camera. B-CAMERA, strapped to the basket, also records.

                          ABBY
                The big, strong, romantic men we've
                been reading about in novels and
                watching in movies since we were
                nine? They're fallacies. "Blue
                Lagoon" is a total freakin' lie.
                Men are not strong. Men are not
                brave. Men are afraid.

112   INT. KPHX - "SACRAMENTO AM" SET - DAY                            112 *

      From the news desk, Georgia and Larry watch the monitor,
      confused.

                          LARRY
                    (offended)
                I love "Blue Lagoon".

      Georgia squeezes his hand.

                          GEORGIA
                I know you do, honey.

113   EXT. FIELD - PARKING LOT - DAY - CONTINUOUS                      113

      Mike's truck careens into the parking lot. He gets out,
      racing towards the field.

114   EXT. FIELD - DAY - CONTINUOUS                                    114

      Abby is now on a total tear.

                          ABBY
                ...They're afraid to say what they
                feel. Afraid to grow up. Afraid to
                tell the truth.
                                                                108.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008


115   INT. MIKE'S APARTMENT - DAY - CONTINUOUS                         115

      Jonah watches, entranced.

                          JONAH
                It's like she's in his brain!

116   EXT. FIELD - DAY - CONTINUOUS                                    116

      Mike pushes through the crowd of balloon lovers.

117   EXT. FIELD - DAY - CONTINUOUS                                    117

      Abby continues her impassioned tirade.

                          ABBY
                Even if they have a moment in a
                hotel elevator that's totally
                romantic and filled with potential,
                men are completely incapable of
                copping to it. Because men are
                weak.

                          MIKE (O.S.)
                Let me tell you something about
                women.

      She turns to see --

      MIKE standing there. He pushes past Joy and climbs into the
      balloon. Grabbing the mic from Abby's hand.

                            ABBY
                Hey --

                          MIKE
                    (ignoring her; to camera)
                Women would have us believe that
                they are the victims. They aren't.
                They want us to think that we break
                their hearts for sport. That's
                crap. They say they want romance.
                They say they want true love, but
                all they want is a checklist. Is he
                perfect? Is he handsome? Is he a
                doctor?

118   INT. KPHX - CONTROL ROOM - DAY - CONTINUOUS                      118

      A confused Cliff looks at Stuart, who's still on the phone.

                          CLIFF
                I thought he quit.


                                                            (CONTINUED)
                                                             109.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
118   CONTINUED:                                                    118

                             STUART
                       (now elated; into phone)
                   See? I told you she'd get him back.

119   EXT. FIELD - DAY - CONTINUOUS                                 119

      Abby glares at Mike.

                             ABBY
                   That is not true.

      BY THE CAMERAMAN, Joy shrugs.

                             JOY
                   Well, kinda true.

      Mike continues his rant.

                             MIKE
                   You men that fit the criteria --
                   don't kid yourselves. They're not
                   sleeping with you. They're sleeping
                   with a carefully calculated set of
                   venal choices. Money over
                   substance. Looks over soul. Polish
                   over principles. No gesture, no
                   matter how real or romantic, will
                   ever compensate for a really
                   impressive list of credentials.

                             ABBY
                   Says the man who's never made a
                   gesture except for this one --

      She makes the universally known "jack-off" hand gesture.

                             MIKE
                   So, the elevator wasn't a gesture?

                             ABBY
                   The elevator was a moment of
                   passion, followed by a moment of
                   panic on your part, apparently.

120   INT. KPHX - CONTROL ROOM - DAY - CONTINUOUS                   120

      Stuart looks at Cliff.

                             STUART
                   What elevator?
                                                             110.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008


121   EXT. FIELD - DAY - CONTINUOUS                                 121

      Mike glares at Abby.

                          MIKE
                I came by your room!

                          ABBY
                And then you ran away.

                          MIKE
                Well, that wasn't panic,
                sweetheart. It was an unwillingness
                to compete with the walking
                checklist that was in your bed. You
                should be thanking me.

      NEARBY, Joy taps her watch.

                          JOY
                We have ten seconds.

      An OVERZEALOUS BALLOON PILOT walks up.

                          PILOT
                Are we ready to soar up, up and
                away?

      IN THE BASKET, Mike looks at the camera.

                          MIKE
                And that's the Ugly Truth, folks. A
                girl in heat for two guys will
                always pick the one with the better
                resume.

      BEHIND HIM, the Pilot silently boards the balloon.

                          ABBY
                That is bullsh --

      The TORCH of the BALLOON is suddenly fired, covering her FBC
      violation.

      The cameraman follows the balloon as it slowly starts to
      rise.

                          JOY
                ...And we're out.
                    (then; sotto)
                Keep rolling on B-camera.
                                                                  111.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008


122   INT. HOT AIR BALLOON BASKET - SKY - DAY - CONTINUOUS               122

      Abby glares at Mike, not realizing they're still on the air.

                          ABBY
                    (freaked)
                I hate you so much I just swore on
                live television.

                          MIKE
                No, you hate yourself for being so
                shallow.

                             PILOT
                Off we go!

      Abby and Mike spin around to look at him.       Realizing the
      balloon is now soaring upwards.

                          ABBY
                Where are we going?!

                          MIKE
                I'm not going anywhere with you.

      Mike starts to climb out.

                          ABBY
                What a shock. You're bailing.

                          PILOT
                I wouldn't recommend that...

      Mike looks down to see --

      They are now FIFTEEN FEET ABOVE THE GROUND. And rising.         He
      stops climbing, as the balloon continues to float up and
      away.

                          PILOT (cont'd)
                So, who wants champagne?

123   INT. KPHX - CONTROL ROOM - DAY - CONTINUOUS                        123

      Stuart and Cliff stare at the monitors, eating it up.

                          STUART
                They don't know the camera is on,
                do they?

                          CLIFF
                    (smiling)
                Nuh-uh.
                                                                112.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008


124   EXT. SKY - DAY - A MOMENT LATER                                  124

      Now holding champagne glasses, a disgusted Mike and Abby look
      at opposite ends of the sky, hating that they are trapped
      together.

                          MIKE
                Hey! I know -- we can pass the time
                with you telling me how much fun
                you and Colin had having sex in Los
                Angeles.

                          ABBY
                I broke up with Colin in Los
                Angeles, jackass.

      Mike is thrown, turning to look at her.

                            MIKE
                What?

                          PILOT
                To our left, we have the Sandia
                Mountains, glistening in the
                afternoon twilight...

      Abby ignores the pilot.

                          ABBY
                Oh, that got your interest? If you
                think we're going to finish what we
                started in LA, you're out of your
                mind. You lost your chance.

                          PILOT
                And to our right, you'll see the
                Rio Grande River winding its way
                through the diochramatic
                landscape...

      Mike ignores the pilot as well.

                          MIKE
                I never had a chance with you.

                          PILOT
                And off in the distance, we have
                the Petroglyph National Monument,
                where --

                          ABBY
                    (to the Pilot)
                Can you stop talking, please?
                          (MORE)

                                                            (CONTINUED)
                                                                  113.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
124   CONTINUED:                                                         124
                             ABBY (cont'd)
                       (to Mike)
                   You're right. I had a momentary
                   lapse in judgement where I thought
                   you might be more than you are. But
                   you aren't. Clearly.

                             MIKE
                   What does that mean?

                             ABBY
                       (mocking)
                   "I'm Mike Alexander. I like girls
                   in Jello. I like to fuck like a
                   monkey. Don't fall in love -- it's
                   `scary.'"

125   EXT. FIELD - DAY - CONTINUOUS                                      125

      Joy talks on the phone to Stuart.

                             JOY
                   Don't worry, I saw this coming, so
                   I got us a three second delay.

126   INT. HOT AIR BALLOON BASKET - SKY - DAY - CONTINUOUS               126

      Mike glares at Abby.

                             MIKE
                   Yeah, it is "scary." It's fucking
                   terrifying. Especially because I'm
                   in love with a psycho like you.

127   INT. MIKE'S APARTMENT - DAY - CONTINUOUS                           127

      Jonah now sits with Elizabeth.       They both stare at the TV in
      shock.

                             ELIZABETH
                   Did he just say --

                                JONAH
                   "Love"?

128   INT. KPHX - "ALBUQUERQUE AM" SET - DAY - CONTINUOUS                128

      Georgia and Larry look at each other.

                                GEORGIA/LARRY
                   I knew it!
                                                             114.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008


129   INT. HOT AIR BALLOON BASKET - SKY - DAY - CONTINUOUS          129

      Abby stares at Mike.

                          ABBY
                I am not a psycho.

                          MIKE
                I just told you I loved you and all
                you heard was "psycho". You are the
                definition of neurotic.

                           ABBY
                The definition of neurotic is a
                person who suffers from anxiety,
                obsessional thoughts, compulsive
                acts and physical ailments without
                having any objective evidence of
                disease --

                          MIKE
                Again, I just told you I'm in love
                with you and you're standing here
                giving me a vocabulary lesson.
                    (to the Pilot)
                Back me up on this, buddy...who
                here is afraid?

                           PILOT
                I'm just going to drink my
                champagne.

                           ABBY
                     (skeptical)
                You're in love with me.      Really.
                Why?

                          MIKE
                Beats the shit out of me, but I am.

      Abby opens her mouth, about to make a retort, then realizes
      what's been said to her. For the first time in her life, she
      stops thinking and --

      Grabs Mike and kisses the hell out of him. The sheer force of
      her kissing THROWS them into the pilot, causing --

      The torch to FLAME radically.

      The balloon WHOOSHES upwards.
                                                                115.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008


130   INT. KPHX - CONTROL ROOM - DAY - CONTINUOUS                      130

      An elated Stuart picks up the phone.

                           STUART
                    (into phone)
                Joy, how do you feel about a
                promotion?

131   EXT. FIELD - DAY - CONTINUOUS                                    131

      On the phone, Joy hi-fives the cameraman, then quickly
      composes herself.

                          JOY
                    (into phone)
                I feel good about it.

132   INT. HOT AIR BALLOON BASKET - SKY - DAY - CONTINUOUS             132

      Abby finally loosens her grip on Mike. Hair askew, he looks a
      little like he's been hit by a cyclone.

                          ABBY
                    (breathless)
                If you say "just kidding", I'm
                going to throw you out of this
                balloon and watch your body
                splatter to the ground.

                          MIKE
                Are you going to threaten me with
                death when we have sex? Because it
                might be distracting.

      The Pilot looks worried for his safety.

                          PILOT
                May I suggest you wait until we
                land?

      Abby and Mike keep kissing as the balloon sails into the
      sunset, and we FADE TO BLACK, then CUT TO --

133   EXT. BOTANICAL GARDENS - DAY                                     133

      CLOSE ON Mike, as he addresses the camera. He holds a mic,
      wears a tuxedo and speaks in a hushed voice.




                                                            (CONTINUED)
                                                                116.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
133   CONTINUED:                                                       133

                             MIKE
                   As many of you know, sometimes a
                   guy's gotta admit what he thought
                   was the truth isn't necessarily the
                   whole truth. Yes, women have a
                   checklist, but sometimes that list
                   includes a foul-mouthed idiot who
                   took way too long to realize he was
                   in love.
                       (holds up a finger)
                   Let's continue this conversation in
                   a second.

      WE PULL BACK to REVEAL --

      Mike is standing in a garden with rows and rows of WEDDING
      GUESTS seated behind him. An altar with flowers and a
      minister wait patiently.

      Mike gestures for the camera to follow him as he makes his
      way up to the altar.

      As he arrives he greets his groomsman, JONAH, also wearing a
      tux. He only has eyes for Joy, Abby's bridesmaid.

                             JONAH
                       (to Joy)
                   Has anyone ever told you you have a
                   stupendous bosom?

                             JOY
                   Not lately, so feel free to say it
                   again.

      A string quartet's version of "HERE COMES THE BRIDE" begins,
      as we PAN OVER to see --

      ABBY, in a wedding dress, about to make her way up the aisle.
      Looking absolutely beautiful.

                             MIKE
                       (wowed; to camera)
                   Zoom in on this, guys. I want the
                   whole city to see how lucky I am.

      The cameraman ZOOMS IN on Abby, as she catches Mike's eye and
      smiles.

      IN THE AUDIENCE, Elizabeth takes photo after photo. Her date
      -- a dead ringer for Jim Morrison -- looks at her, amused.




                                                            (CONTINUED)
                                                                117.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
133   CONTINUED: (2)                                                   133

                          ELIZABETH
                What? No one's ever going to
                believe this. I need proof.

      AT THE ALTAR, Abby finally arrives and looks at Mike.

                          ABBY
                    (re the cameras)
                What's this?

                          MIKE
                Hope you don't mind, but we're
                live.

                          ABBY
                    (re the cameraman)
                No, what's Jorge doing so close?
                We need a master.

                          MIKE
                    (surprised)
                You knew about this?

                          ABBY
                Hello...I'm the producer. It's
                sweeps week. How do you think I
                got them to pay for this?

      She gestures to -- BOB and HAROLD from Corporate, who sit in
      the audience.

      Mike looks momentarily surprised, then --

                          MIKE
                God, I love you.

      He turns to the camera.

                          MIKE
                So, here it is, guys. The games,
                the manipulation, the ploys, the
                tactics... all the things we do to
                think we're in control. But guess
                what? We never are.

      Abby leans over his shoulder.

                          ABBY
                    (to the camera)
                Isn't it beautiful?




                                                            (CONTINUED)
                                                                  118.
           'THE UGLY TRUTH' - Numbered Script - 2/14/2008
133   CONTINUED: (3)                                                     133

      She smiles as we --

                                                        CUT TO BLACK.

Ugly Truth, The



Writers :   Nicole Eastman  Tracey Jackson  Peter Hume  David Diamond  David Weissman  Roger Kumble
Genres :   Comedy  Romance


User Comments







Index    |    Submit    |    Links    |    Link to us    |    RSS Feeds    |    Disclaimer    |    Privacy policy