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ALL SCRIPTS


                                        Rev.   06/15/98   (Pink)
                                        Rev.   07/01/98   (Yellow)
                                        Rev.   08/28/98   (Green)
                                        Rev.   09/03/98   (Goldenrod)
                                        Rev.   10/07/98   (Buff)
                                        Rev.   04/09/99   (Salmon)




                 WILD WILD WEST

                            Story by

                   Jim Thomas & John Thomas


                        Screenplay by

                 S.S. Wilson & Brent Maddock

             and Jeffrey Price & Peter S. Seaman


                Based on the Television Series
                       "Wild Wild West"




                                        REVISED FINAL DRAFT

                                        May 14, 1998
WARNER BROS.                            © 1998
4000 Warner Boulevard                   WARNER BROS.
Burbank, California 91522               All Rights Reserved

     Rev. 4/9/99

                          THE WILD WILD WEST

     FADE IN:

A1   EXT. ALFALFA FIELD - NIGHT                                    A1

     A slight breeze gently sways the green and purple crop.
     The CHIRP of CICADA is the only sound.

     SUPERIMPOSE:   1868 - ST. TAMMANY PARISH, LOUISIANA

     But suddenly the CHIRPING GETS LOUDER and LOUDER --
     BZZZZZ! -- until we realize it's not the cicadas, but
     a --

     SWOOOSH! A lethal, razor-sharp DISC BUZZES up over the
     horizon, swoops TOWARD the CAMERA and OUT OF FRAME!

     The CAMERA SPINS AROUND to see the disc flying away,
     chasing a man, THADDEUS MORTON, wearing a strange
     metallic collar -- exhausted, horrified, about to die.


     NEW ANGLE - MORTON

     He looks over his shoulder, panting -- he's been running
     forever.

                              MORTON
                       (mumbling)
                Madman... Hideous spider... Run...
                Run! Warn the President...

     Morton zig-zags through a grove of trees, a desperate
     attempt to avoid the horrible serrated disc. But the
     ruse is futile. The disc goes straight through the
     trees, slicing a path straight as the crow flies.


     NEW ANGLE - OLD WAGON

     dilapidated, broken down, weathering away in the field.
     Morton runs around the wagon -- but the DISC BUZZES
     straight through the sideboards! Wood shavings spit
     everywhere! There's no stopping this thing.


     NEW ANGLE - MORTON

     running for his life -- stops, turns. He turns,
     incomprehensibly mumbling, pleading for his life,
     cowering.

                                 MORTON
                Noooooooo!!!!!

                                                     (CONTINUED)

     WILD WILD WEST - Rev. 4/9/99                                2.

A1   CONTINUED:                                                       A1

     And the DISC SWOOSHES TOWARD the CAMERA -- BZZZZZZZ!

                                                     CUT TO:


     BLACK

                                                     DISSOLVE TO:


     NIGHT SKY FULL OF STARS - LOW ANGLE

     A man leans INTO FRAME. This is GENERAL McGRATH.      And
     he's there to collect the silver death disc.

                                McGRATH
                         (to the unseen,
                          dead Morton)
                  And they says you scientists are
                  supposed to be smart.


1    EXT. DUSTY ROAD - LOW ANGLE - NIGHT                              1

     HOOVES THUNDER by. Then bouncing, skidding wagon wheels.
     Up on the empty buckboard is a pair of murderous ex-Rebs.
     As the Rebs pass a pint of whisky, lash the six-horse
     team on, PAN WITH the wagon to see it's headed for...


2    EXT. WATER TOWER - NIGHT                                         2

                                SALOON GIRL (O.S.)
                  The legendary Captain James West
                  and I finally got him all to
                  myself.


3    INT. WATER TOWER - NIGHT                                         3

     WEST is bathing with the beatiful SALOON GIRL.

                                WEST
                  That's right, sugar, and you
                  should feel free to treat him
                  just bad.

     She moves in and kisses him, long and hard. West hears
     the CLATTER of the APPROACHING WAGONS. He stops the
     kiss and peeks out the knothole.


4    EXT. WAREHOUSE - WEST'S POV THROUGH KNOTHOLE - NIGHT

     Down below, West sees the wagon with the Rebs.

    WILD WILD WEST - Rev. 4/9/99                            3.

5   INT. WATER TOWER - NIGHT                                      5

                            WEST
                     (to himself)
              General McGrath's boys. I thought
              y'all was never gonna show up.

                            SALOON GIRL
              Mister West, you wouldn't be here
              workin' tonight, now would you?

                             WEST
              No, no. 'Course not. Not tonight.
              Would you be working if you were up
              here with you?

                               SALOON GIRL
              Good.

    They start kissing again. He surreptitiously peeks out
    the knothole, while continuing his kiss.


6   INT. FAT-CAN CANDY'S - NIGHT                                  6

    This two-story, Victorian building across town is a
    "gentlemen's sporting house" in name only. Drunken
    roughnecks and ex-Confederate soldiers goose and maul
    the rouged-up tarts.

    AT BAR - WOMAN

    shrinks back from the moronic ribaldry. The Toulouse
    Lautrec lighting only accentuates her garish hair and
    makeup, identifying her as a SOILED DOVE. A whore -- not
    to put too fine a point on it. She's trying not to make
    eye contact with two men seated at a table across the
    parlor.


    SOILED DOVE'S POV - GEN. McGRATH AND HUDSON

    HUDSON is a fearsome-looking Indian in a well-tailored
    suit. Long black braids descend incongruously from under
    a homburg hat. As for his companion...

    McGRATH is a mountain of drunken pus. Six foot, sweating
    like a Devonshire hog with his tattered, undersized
    Confederate dress jacket buttoned all the way to the top.
    His ear has been hacked off and replaced by what looks to
    be a miniature leather Victrola horn. McGrath smiles at
    our Soiled Dove and makes a little kissing gesture.

                                                    (CONTINUED)

    WILD WILD WEST - Rev. 4/9/99                            4.

6   CONTINUED:                                                   6

    ANGLE ON SOILED DOVE

    Eyes widened in revulsion. What evil abides in this
    Godforsaken place? Now a drunkenly EYE-CROSSED REB
    licks Dora's ear, then whispers something in it.
    Something unspeakably vile, by Dora's expression.

                              DORA
                 I'm sorry. That won't be
                 possible. I have... tonsillitis.


7   EXT. WAREHOUSE - WEST'S POV THROUGH KNOTHOLE - NIGHT         7

    The Rebs load the boxes onto the wagon. We see the wheel
    of the wagon up against the rotted leg of the water
    tower.

                               BIG REB
                 Pack'er up good, Virgil.    Next stop
                 N'Orleans.


8   INT. WATER TOWER - NIGHT                                     8

    West is unaware that she's watching him, not watching
    her.

                               SALOON GIRL
                        (admonishing)
                 Jim!

                               WEST
                 Ah, this hole is a safety issue.
                 I'm thinking, what if it starts to
                 rain and the water level goes up.
                 It could suck you right up. I'm
                 protecting you. (variations)

    Saloon Girl frustrated, has grabbed West's boxer shorts
    (with little horses on them) and plugs the hole with
    them.

                               SALOON GIRL
                 Problem solved.

                               WEST
                 Belle, you don't just ram a man's
                 underbritches into a knothole.
                 You wanna plug the hole, you ram
                 your own britches in there.

    West is at a loss.    She moves in for another kiss.

     WILD WILD WEST - Rev. 4/9/99                             4A.

9    EXT. WAREHOUSE - NIGHT                                         9

     The HORSES SPOOK as a crate is dropped onto the wagon.


     CLOSE - AXLE

     caught on the WATER TOWER LEG.    It CREAKS.


10   INT. WATER TOWER - NIGHT                                       10

     West hears the CREAK.    He breaks the kiss.

                                SALOON GIRL
               Oh, Jim.

                             WEST
                      (serious)
               Much as I'd like to take credit
               for that you might need to hand
               me my gun...

     The tower starts to topple.

                             WEST
               ... Hand me my gun.

     It CRASHES...

                                                    CUT TO:


11   EXT. WAREHOUSE SKYLIGHT - NIGHT                                11

     West crashes down into the tarp covering the boxes. The
     only people more shocked than he is are the guards and
     the Rebs he just dropped in on. West picks himself up,
     smiles coolly at the drenched slack-jaws.

                             WEST
               Okay, who just made a wish?
               Was it you?

     He looks up at the freaked-out Saloon Girl, still in the
     tank. She hangs on with one hand, the other hand
     clutches his clothes.

                             WEST
               I could sure use those clothes
               now.

     She responds by Frisbee-ing his hat down. West picks it
     up, with a look... uses it to cover his genitals.

                                                     (CONTINUED)

     WILD WILD WEST - Rev. 4/9/99                           4B.

11   CONTINUED:                                                   11

                                BIG REB
                  Well, we got us a shy nig...

     But he never gets that word out. Bang! West lashes a
     lightning martial arts kick to the Reb's jaw.

                                WEST
                  Fought five long years with the
                  Union Army not to hear that word
                  again. And you boys lost,
                  remember?

     As the other Reb comes at him, he spins, still holding
     the hat in front of him... and whap! Down that one goes.
     West looks up at the none-too-bright water tank woman.

                                WEST
                  How 'bout some pants!?

     As she throws the rest of his clothes down in a heap...

                                                              5.

12   INT. FAT-CAN'S - NIGHT (SAME TIME)                            12

     General McGrath checks a pocket watch, looks up
     impatiently at the Indian, Hudson. His eyes drift
     upwards... to the balcony where...


     ANGLE ON UPSTAIRS BALCONY - TWO MORE EX-REBS

     have come up back stairs lugging a heavy steamer trunk.

                             McGRATH
               I'm still waiting on my guns and
               ammo, but I see my men have
               brought your merchandise.

     McGrath subtly gestures with his eyes to the balcony for
     Hudson to confirm. Hudson nods.

                             McGRATH
               I had expected to be delivering it
               personally to Mr...

     Hudson quickly cuts him off before he can say the name.
     The Indian speaks in a very precise King's English.

                              HUDSON
               My employer, here in a brothel?
                      (a small ironic
                       smile)
               That would be quite... redundant.


13   EXT. STREET - ON CARRIAGE - NIGHT                             13

     MOVE IN ON an elegant brougham driven by a very large,
     very striking woman in livery.

     As the carriage passes under the gas lamp, we can make
     out the top-hatted silhouette of McGrath's "employer,"
     DR. ARLISS LOVELESS. Clustered around him inside the cab
     are three more beautiful women. As he strokes the cheek
     of the ORIENTAL one with the back of his hand like a
     cat...


14   INT. FAT-CAN'S - McGRATH AND HUDSON - NIGHT                   14

                             HUDSON
               You'll meet him when the time --
               and place -- are appropriate.
               Now...
                      (stands)
               ... shall we go upstairs to check
               the 'merchandise'?

                                                    (CONTINUED)

                                                              6.

14   CONTINUED:                                                     14

                                 McGRATH
                  Frankly, Mr. Hudson, I wasn't
                  planning to walk those oaken
                  stairs with you. Direct me to the
                  poot, sir. Something young and
                  creamy. A gamer that takes to the
                  crop and spur.

     McGrath looks to the singer (Rita), who beats a hasty
     retreat from him after her song. So, once again, McGrath
     lays his rheumy eyes on...


     ANGLE ON SOILED DOVE

     She's oblivious, more intrigued by the ex-Rebs on the
     balcony with the trunk. As she starts for the stairs...
     a man's hand grabs her. It's the Eye-Crossed Reb again.

                                EYE-CROSSED REB
                  You drive a hard bargain, lady.
                  All right, fifty cents to take
                  them big juicy lips and...

                                DORA
                  Still not interested.

     She tries to pull away.    But the Reb won't let go.

                                EYE-CROSSED REB
                  But you gotta be interested.
                  You're a whore.

     Suddenly the coquettishness in the eyes becomes rage.
     The falsetto becomes a baritone growl.

                                DORA
                         (baritone)
                  That doesn't mean a girl can't
                  have high standards.

     Just as the Reb registers the odd new voice... wham!    Her
     corsage springs out and whacks him right in the jaw.    The
     Reb's eyes roll back... and he slumps to the ground.

     Whooa, hoss... the Soiled Dove is a man! He's ARTEMUS
     GORDON and his true profession will be revealed to us
     shortly. But now, as he/she stashes the unconscious Reb
     behind the bar, straightens bosom and wig...


15   INT. WAREHOUSE - NIGHT                                         15

     West is trying to get dressed.

                                                      (CONTINUED)

                                                              7.

15   CONTINUED:                                                    15

     As he pulls on one leg of his pants, a guard lunges at
     him with a knife. West hops up on one leg, smacks the
     guy with a mule kick.

     Now he puts his arm through his shirt sleeve. When the
     hand emerges out of the cuff, it's balled in a fist --
     which coldcocks the other guard.

                                WEST
                  Could I have a little privacy
                  here?

     As if in response, the water tower, still hovering above,
     now crashes to the floor -- obliterating his opponents.

                                WEST
                  Thank you.

     He calmly looks up in time to catch the falling, naked,
     screaming Saloon Girl in his arms.

                                WEST
                  You'll have to excuse me,
                  darlin'... but my evidence is
                  getting away.

     West gallantly puts her down, jumps up, grabs the
     overhead block and tackle system and slides through the
     warehouse. As the HORSE TEAM, which has spooked,
     THUNDERS past...


     CLOSEUP - WEST

     sails onto the runaway wagon. As he pulls himself into
     the back, he gives the shivering Saloon Girl a tip of his
     hat -- now on his head.

                                WEST
                  Sorry about there not being any
                  towels.


16   INT. FAT-CAN'S - NIGHT (SAME TIME)                            16

     General McGrath   leers down a line-up of Fat-Can's girls.
     Just as he gets   to the beautiful singer, who looks sick
     at the thought,   suddenly Gordon intrudes. He/she blocks
     out the singer,   poses coquettishly -- sucking a
     lollypop.

                                McGRATH
                  What's your name, missy?

                                                     (CONTINUED)

                                                                 8.

16   CONTINUED:                                                       16

                                GORDON/DORA
                         (demurely; back to
                          his falsetto)
                  Dora. Would you like to go
                  upstairs?

                                McGRATH
                  Oh, indeedy I would.

     Gordon/Dora starts to go as the Eye-Crossed Reb wakes up.
     He grabs him/her, very pissed.

                                 EYE-CROSSED REB
                  Hey, c'mere!   Who the hell are you
                  anyway?!

                                   McGRATH
                  She's... mine!

     Blam! McGrath emphasizes his claim by gut-shooting the
     Reb. The shot makes Dora/Gordon jump and the room go
     quiet. As the Reb crumples, McGrath turns back to
     Gordon/Dora, oddly inspired.

                                McGRATH
                  I feel like... a ditty!

                                GORDON/DORA
                  A ditty? But General...
                         (trying to be
                          coquettish again)
                  ... my talents really lay
                  elsewhere.

                                McGRATH
                  Nothing stokes the fire in my
                  loins like a ditty.

     McGrath hauls him/her over to the piano player.

                                McGRATH
                  You've got some pretty fair lungs
                  on ya, girl, now use 'em!

     He punctuates with a slap to Gordon/Dora's rump.      The
     other singer (Rita) watches too.


17   INT. FAT-CAN'S - NIGHT                                           17

     Gordon/Dora is sweating. Reluctantly, he/she whispers
     something to the piano player. He clears his throat and
     begins singing.

                                                        (CONTINUED)

                                                               9.

17   CONTINUED:                                                      17

                                GORDON/DORA
                         (weakly)
                  'Buy a drink for the boys
                  In the backroom for me...'


18   EXT. COUNTRY ROAD - WILD WAGON RIDE - NIGHT                     18

     West spots the contents of an open box.    Eyes widen.


     CLOSE - BOX - DOZEN GLASS VIALS

     stuck in sand. But clinking together ominously as the
     wagon races over the cobblestones.

                                WEST
                  Backwards-ass bumpkins got a wagon
                  full of nitro...!

     West tries to steady the glass vials with his hands...
     but it's no use. He quickly climbs over the boxes, onto
     the buckboard seat. But the reins are dragging on the
     ground beneath the frothing horses.

     West leaps onto the horses as the wagon careens down the
     street. He pulls himself over the first one's neck...
     onto the next horse. And as he tries for the lead horse,
     he falls between them!


19   INT. FAT-CAN'S - NIGHT                                          19

     Gordon/Dora singing. He/she struggles through the song
     in a very tough room.

                                GORDON/DORA
                  'And tell them I tried...
                  And tell them I cried...'

     Just when it looks like the stone-faced rowdies might rip
     him/her apart, McGrath starts tapping a mud-caked toe.
     Encouraged, Gordon/Dora belts out the next verses OVER...


20   EXT. COUNTRY ROAD - WILD WAGON RIDE - NIGHT                     20

     West's custom boots drag in the dirt as he's about to be
     trampled under the hooves of the freaked-out horses. And
     if he hasn't got enough problems, the lynch pin attaching
     the team to the wagon has almost worked its way out.


     CLOSE - BACK OF WAGON - NITRO VIALS

                                                       (CONTINUED)

                                                              10.

20   CONTINUED:                                                     20

     CLANKING together like chimes...


     CLOSE - WEST

     Straining with every ounce of strength in his body, he
     pulls himself up by the harness onto...


     CLOSE - WILD-EYED LEAD HORSE

     West grabs for the halter.

                                 WEST
                  Whoa now...!

     But it doesn't whoa. The wagon goes around a corner up
     on two wheels! It's about to tilt over when West grabs
     both the horses' ears, yanks them back -- screaming into
     them.

                                WEST
                  I said, whoa!!!

     This approach seems to work.


21   EXT. RISE ABOVE FAT-CAN'S - NIGHT                              21

     The team comes to an abrupt stop... and with it the wagon
     hanging over the edge of a steep drop.

     Jim carefully climbs off. He slaps the dust on his
     jacket, straightens the crease in his trousers. When he
     looks up, a bitter smile.

                                WEST
                  Well, well, this is workin' out to
                  be a perfect day. My man...


     HIS POV - VICTORIAN BUILDING - ACROSS STREET

     The tasteful sign under the red light reads: "FAT-CAN
     CANDY'S." And framed in the window, General McGrath with
     his singing soiled dove.

                                WEST (O.S.)
                  ... General Bloodbath McGrath.

                                                             11.

22   INT. FAT-CAN'S - CLOSE - McGRATH                              22

     McGrath is clapping with the crowd of misfits who are now
     singing along with Gordon/Dora. He/she's won over the room.

                             GORDON/CROWD
                      (rousing finish)
               And tell them I tried just the
               same...!

     He/she curtsies to rousing applause. McGrath beams like
     a man with the fire in his loins roaring. He grabs his
     little songbird and up the stairs they go.

     Out the WINDOWS, we see West tracking them.    Simul-
     taneously going up outside steps.


23   INT. FAT-CAN'S - UPSTAIRS - GORDON/DORA                       23

     leads the sweating, leering General down the hall.
     He/she quickly opens and closes boudoir doors --
     ostensibly to find a free room for their assignation.
     The real agenda is to find the mysterious trunk.


     ANGLE ON DOORWAY #1

     Quick peek. He/she registers a mild reaction of shock.
     Closes that door and moves on to...


     ANGLE ON DOORWAY #2

     Quick peek. The two rebs sitting on the trunk. At their
     feet is a wriggling burlap sack. The "merchandise" is alive.

     Gordon/Dora giggles like a schoolgirl.

                             GORDON/DORA
               Well, that's a new one.

     McGrath slams the door, drags Gordon/Dora roughly...


24   INT. BOUDOIR - CONTINUOUS ACTION                              24

     Our soiled dove has her back to the door as if steeling
     herself for the task at hand. McGrath beckons her over
     to the bed.

                             McGRATH
               Don't let the ear scare you.    I
               lost it at Chickamauga.

     Gordon/Dora squints at the jerry-rigged ear.

                                                     (CONTINUED)

                                                                  12.

24   CONTINUED:                                                         24

                                 GORDON/DORA
                  Oh really. One can hardly
                  notice...
                         (fiddles with her
                           belt buckle)
                  Would you mind...? I... I...
                  can't seem to release the clasp of
                  my belt.

     Say no more. McGrath is on her like a flash, fidgeting
     with it. But it pops open, revealing a spiraling screen
     courtesy of Dr. Mesmer. His eyes lock onto it.

                                McGRATH
                  Wha... what's this?

                                GORDON/DORA
                  It's a deep, deep pool. Maybe
                  your old swimmin' hole. Getting
                  sleepy, General?

                                 McGRATH
                         (ga-ga)
                  Yes, I'm sleepy.

     McGrath sits on the floor.        Gordon smiles... this is
     gonna be easy.

                                GORDON
                         (normal voice)
                  Good. You're going to be my
                  little doggy. And when I say
                  'speak,' you tell me everything I
                  want to know. Understood?

                                    McGRATH
                          (barks)
                  Woof!

                                GORDON
                  All right, little doggy. Sit up.
                         (as he does)
                  Now tell me who's in the sack next
                  door. Is it the scientist, Dr.
                  Escobar? Speak!

                                    McGRATH
                  Woof!   Woof!

                                GORDON
                  Speak words, dumb doggy! Tell me
                  the name of the man you kidnapped
                  him for...

                                                         (CONTINUED)

                                                               13.

24   CONTINUED:    (2)                                               24

     But McGrath doesn't answer. Gordon's Mesmer spiral slows
     to a stop. McGrath is coming out of the trance. McGrath
     starts to growl, rip at his/her petticoats.

                                 GORDON
                  Watch the swirling spiral!   Lie
                  down, bad dog!

     As Gordon notices that his contraption's failed...


25   OMITTED                                                         25


26   INT. FAT-CAN'S - BOUDOIR - GORDON/DORA                          26

     is busy trying to get the spiral going again, doesn't see
     McGrath reach for his boot knife. Just as the deranged
     general's about to plunge it into Gordon/Dora...

     ... the WINDOW EXPLODES. Jim West comes tumbling into
     the room, kicks the knife out of McGrath's hand in one
     smooth move. West rolls to his feet, fixes a gallant
     smile on Gordon/Dora.

                                WEST
                  Didn't mean to startle you, ma'am.
                  Looked like you could use some
                  help.

     It takes Gordon a moment to recover. He stares at this
     black Samaritan, obviously having no clue who he is.

                                GORDON
                         (clears throat to
                          recover falsetto)
                  Looks can be deceivin'... dark
                  stranger. I am perfectly fine.

     West quickly pats McGrath down, removes a revolver and
     his bag of gold coins.

                                WEST
                  I can see that, darlin'. Woman of
                  your caliber probably gets top
                  dollar, too. So here you go.
                         (flips her McGrath's
                          coin bag)
                  You can run along. I'll take care
                  of McGrath.

     As West sticks the barrel of his gun in McGrath's
     gramophone ear, Gordon's eyes pop.

                                                       (CONTINUED)

                                                             14.

26   CONTINUED:                                                    26

                                 GORDON/DORA
                  No!   I need him!

                                WEST
                  C'mon, lady. You got the money.
                  Have a little dignity.

     Gordon jerks West's gun hand away from McGrath's head
     just as the dog-soldier comes around. McGrath suddenly
     lunges at him.

                                McGRATH
                         (bellows ferociously)
                  West...!!!

     He drives his full weight into Jim's back, pushing him out
     into...


27   INT. FAT-CAN'S - UPSTAIRS HALL                                     27

     McGrath's rebel yell brings help from all directions.
     DOORS BANG open all along the hallway. Not just
     McGrath's men, but Hudson and his crew. A melee will
     ensue.

     West pushes the monster off of him, rolls as a BULLET
     SPLINTERS the WOOD where he just was. The SHOT STARTS...


     ANGLE - STAMPEDE OF SEMI-CLAD WHORES

     all screaming hysterically and heading for the exits.
     The beautiful young singer, who'd been coming up the
     stairs alone, is now swept back down them.

     Gordon, still in character, pushes his way upstream to the
     room where the scientist is held.


28   INT. FAT-CAN'S - ADJACENT ROOM - NIGHT                        28

     Hudson, his back turned, barking orders at his henchmen.

                                HUDSON
                  Get Escobar out of here!

     The henchmen heft the wriggling sack, when:

                                GORDON (O.S.)
                  Leave him right there.

                                                    (CONTINUED)

                                                             15.

28   CONTINUED:                                                    28

     Hudson whirls to see the gruff-talking Gordon/Dora holding
     the perfume bottle on him like it's a Colt 45. Now Gordon
     shakes one of the heavy bracelets off his wrist, CLICKS a
     LOCK, snapping it open. He's accessorized with custom
     handcuffs.

                                GORDON
                  Let's go, Hudson... hands!

     Hudson gives a sick little smile, reaches for his gun
     when... WSSSSHT!

     Gordon sprays him in the eyes with the second bulb of the
     atomizer. (The first Mace!) Hudson howls in pain, drops
     the gun, rubs his eyes madly with both hands.

                                  GORDON
                  Thank... you.

     Gordon starts to snap the cuffs on the perfectly
     presented wrists when...


29   FAT-CAN'S - UPSTAIRS HALL - WEST - NIGHT                           29

     brawling a dozen attackers. West spots McGrath trying to
     escape down the stairs. He uncorks a lethal kick, sending
     a thug flying through the doorway and into the back of
     Gordon.

     Gordon staggers, drops the perfume/mace BOTTLE which
     SHATTERS. Hudson recovers his vision enough to send a
     fist into Gordon's mascaraed face, pile-driving him back
     into the hall. While Hudson and his men make their
     escape down the back stairs with the scientist sack...


     CLOSE - WEST AND GORDON

     West is blocked from chasing McGrath, Gordon from going
     after Hudson. West tries to push her aside.

                                WEST
                  U.S. Army... Now get outta my
                  way, lady!

                                 GORDON
                         (the baritone
                          growl)
                  I'm no lady! I'm a U.S. Marshal!
                  You get out of my way!

     Gordon whip off his wig, reaches inside it for something.
     West blinks at the weirdness, reflexively draws his Colt.
     As Gordon withdraws not a gun, but a badge, from his
     wig...

                                                            16.

30   EXT. RISE ABOVE FAT CAN'S - CARRIAGE - NIGHT (SAME TIME)     30

     is waiting at the top of the hill beside the nitro wagon.
     Dr. Loveless is beside it, face still shadowed.


     INSIDE CARRIAGE - FAIR-SKINNED BEAUTY

     has opera glasses trained on the second story of Fat-
     Can's. Her name is LIPPENREIDER. And now we'll see why.

                             LIPPENREIDER
                      (in a monotone)
               Get out of my way... get out of my
               way... U.S. Army... U.S. Marshal.

                             LOVELESS
               Oh, dear...

     The lip-reading is interrupted by the arrival of...


     ANGLE - TOP OF INCLINE - HUDSON AND HIS HENCHMEN

     who come racing up with the scientist-in-the-sack.

                             HUDSON
               Federal agents inside, sir!

                              LOVELESS
               So Miss Lippenreider informs me.
                      (sighs)
               Still, I believe good manners
               dictate we should send out...

     His cane telescopes out and Loveless pokes the lynch pin
     out of the harness on the nitro wagon. Then he gives the
     wagon the slightest push.

                             LOVELESS
               ... the welcome wagon.

     Once started, the wagon rolls downhill, toward the back
     door of Fat-Can Candy's, picking up speed...

     Then, as his female coterie pulls the burlap sack into
     the carriage, Loveless steps in behind. And they're off.


31   INT. FAT CAN'S - UPSTAIRS HALL - NIGHT                       31

     West and Gordon, oblivious to the impending disaster...

                             WEST
               So now what...?

                                                    (CONTINUED)

                                                                17.

31   CONTINUED:                                                       31

     The answer is provided as the NITRO WAGON hits
     downstairs.

     KABOOOOOOM!!!    THEME MUSIC UP... as we roll...


32   MAIN TITLES                                                      32

     The titles are the familiar animated freeze frames from
     the TV show. In the two corners are our heroes -- Upper
     left shows West with his gun levelled toward... upper
     right -- Gordon with his wig in one hand and his badge in
     the other, pointed across toward West.

     The cowboy/agent in the middle square fights and defeats
     the various bad guys. Then as he exits, QUICK ZOOM ON
     main title: "THE WILD WILD WEST."

     PAN DOWN TO a sketch of a train caboose as TITLES END...


33   EXT. WASHINGTON, D.C. - DAY (1869)                               33

     West rides his magnificent black stallion down
     Pennsylvania Avenue.

     Besides horse-drawn carriages, West shares the dusty road
     with people on bicycles -- the latest craze. He finally
     pulls his steed up at his destination...


     EXT. WHITE HOUSE - DAY

     West dismounts, ties his horse to a hitching post and
     winces as he puts his weight on a sore leg.


34   INT. WHITE HOUSE - DAY                                           34

     West limps past black floor scrubbers. They stop working
     to marvel at this handsome black man dressed in custom
     cowboy duds walking in there like he owns the place.

     But not everybody's so impressed. As West heads toward
     the Oval Office, four self-important house detectives
     block his way.

                                HOUSE DETECTIVE
                  Whoa there, 'pardner.'
                         (as West stops)
                  Winning the war may have got you
                  forty acres and a mule, but you
                  can't just traipse into the
                  President's office. Now gimme
                  that gun.
                                                        (CONTINUED)

                                                               18.

34   CONTINUED:                                                      34

     He nods at the six gun on West's hip. West coolly flexes
     his hand above it, like he's about to draw...

                                 WEST
                  This gun?

     Then like lightning, with his other hand, he whips out a
     sawed-off shotgun hidden by his jacket. He pokes the
     12-gauge barrels up against Pinkerton's surprised crotch.

                                 WEST
                  Or this one?

     A voice stops the situation from escalating further.

                                 PRESIDENT GRANT (O.S.)
                  Gentlemen!

     The detective's head swivels around to see...


     ANGLE - OVAL OFFICE DOOR - PRESIDENT GRANT

     stands in the doorway.

                                PRESIDENT GRANT
                  Don't make Captain West any later
                  for his appointment than he
                  already is!

     The detectives back away from the hair-trigger cowboy as
     fast as they can. West reholsters the gun and
     continues...


35   INT. WHITE HOUSE - OVAL OFFICE                                  35

     President Grant goes over to his desk, lights a cigar.
     Backlit in the haze, the portly bearded figure lives up
     to the myth.

                                PRESIDENT GRANT
                  Been a lot of death threats lately
                  ... Cabinet made me hire some damn
                  detectives.
                         (by way of apology)
                  Drink, cigar?

                                WEST
                  Thank you, sir.

     West limps across the room to the bar, pours himself a
     glass of whiskey, takes a cigar out of the humidor.

                                                       (CONTINUED)

                                                               19.

35   CONTINUED:                                                      35

                                PRESIDENT GRANT
                  I hear you let General McGrath
                  get away?

     Now West's blood is up.

                                WEST
                  Sir, I had him right in my hands
                  when some half-a-sissy wearin' a
                  dress ruined...

                                PRESIDENT GRANT
                         (cuts him off)
                  Artemus Gordon.

                                WEST
                  You... know him?

                                 PRESIDENT GRANT
                  Of course I know him, he's the
                  best marshal I've got! He's a
                  genius.
                          (off West's
                           incredulous look)
                  Gordon has proven himself time and
                  again as a very cunning operator
                  with a rapacious intellect.
                  Nothing will stop him from
                  completing a mission for his
                  President... except the impulsive
                  actions of a headstrong cowboy!

     West just looks at him soberly. Draws his gun and
     places it against the President's head. Grant's eyes
     widen.

                                  WEST
                  Who are you?

                                PRESIDENT GRANT
                  I am the President of the United
                  States!

     West points the GUN to the ceiling and pulls the trigger.
     BLAM!!! As Grant jumps a foot and plaster rains down...

                                  WEST
                  Wrong answer.    Who are you?

                                PRESIDENT GRANT
                  I am the President of...
                         (as West cocks gun)
                  ... I'm Artemus Gordon.

                                                       (CONTINUED)

                                                               20.

35   CONTINUED:    (2)                                               35

     West lowers his gun, nods at Gordon's class ring.

                                WEST
                  The President went to West Point
                  ... not Harvard.

                                PRESIDENT GRANT (O.S.)
                  Will somebody tell me what the
                  hell this stunt is all about!?!


36   INT. WHITE HOUSE - OVAL OFFICE - SIDE DOORWAY -                 36
     PRESIDENT GRANT - DAY

     (the real one) stands in the doorway, hands on hips,
     surrounded by his house detectives -- their guns drawn.
     West nudges the fake Grant in the fake belly with his gun
     barrel -- go ahead. Sheepishly, Gordon starts peeling
     off his primitive, but effective, facial prosthetics.

                                GORDON
                  Sir, in perilous times like these,
                  I was simply illustrating how
                  someone impersonating you could
                  actually walk right into the very
                  bowels of the White House...

     Just as Gordon makes his intestinal allusion, West takes
     a ceremonial bayonet off Grant's desk and pokes a hole in
     the inflated bladder that was his fake paunch. The AIR
     HISSES out, finishes deflating with a flatulent R-R-RIP.
     (Hey, the first whoopee cushion?)

     Gordon scowls at him.

                                PRESIDENT GRANT
                  You're clever, Gordon. One day
                  it'll get you killed.

     West smirks as Grant looks up at the bullet hole in the
     ceiling, then fixes West with a disapproving eye.

                                PRESIDENT GRANT
                  ... And you, West -- not every
                  situation calls for your patented
                  approach of shoot first, shoot
                  later, shoot again -- then when
                  they're all dead, try to ask a
                  question or two.
                         (shakes his head)
                  Working together will be good for
                  both of you.

                                                       (CONTINUED)

     THE WILD WILD WEST - Rev. 6/15/98                          21.

36   CONTINUED:                                                       36

                                WEST AND GORDON
                  But, sir, I work...

                                PRESIDENT GRANT
                  You work the way your Commander In
                  Chief tells you to work.

     Grant turns and EXITS FRAME.


37   INT. WHITE HOUSE - WAR ROOM - CONTINUOUS ACTION - DAY            37

     The place is a buzzing intelligence operations center --
     state-of-the-art for the 1860's. Maps of the U.S. and
     the world are on the wall. Various staff and military
     people work CLACKING TELEGRAPHS, PRINTING MACHINES that
     GRIND out reports, etc.

     Grant stops at a display of daguerreotype photos, all
     depicting distinguished bewhiskered men.

                                PRESIDENT GRANT
                  Ten of our country's best
                  scientists... all kidnapped in the
                  last year. By General McGrath, it
                  now seems.
                         (turns to them)
                  The fact is, gentlemen, you've
                  both been working on the same
                  case all along. Why did it take
                  you so long to realize it?

                                WEST
                  Well, sir, one of us was still
                  trying to figure out if he was a
                  man or a woman.

     The detectives snicker over that one.    Grant's had
     enough.

                                PRESIDENT GRANT
                  I don't have time for this
                  bickering! One week, if we're to
                  believe this...

     Grant holds out a letter to Gordon and West.      Gordon
     snatches it, reads:

                                PRESIDENT GRANT
                         (reading)
                  'General Grant, the scientists
                  that you seek are in my employ --
                                (MORE)

                                                       (CONTINUED)

     THE WILD WILD WEST - Rev. 6/15/98                       21A.

37   CONTINUED:    (A1)                                             37

                                PRESIDENT GRANT (CONT'D)
                  -- Creating a weapons system
                  beyond the pale of contemporary
                  imagination. History and justice
                  are on my side. I suggest you put
                  your affairs in order. You have
                  one week before you will surrender
                  the U.S. Government.'

                                                     (CONTINUED)

                                                               22.

37   CONTINUED:                                                      37

                                PRESIDENT GRANT
                  This letter was delivered inside
                  this.

     An aide presents a glass case.     Inside is a cake in the
     shape of the White House.

                                GORDON
                         (reaching inside)
                  Marzipan, isn't it?

                                 PRESIDENT GRANT
                          (grabs his hand)
                  Wait!

     Suddenly dozens of deadly-looking spiders swarm out from
     inside the cake. Gordon jerks his hand back.

                                WEST
                  It's McGrath, sir. The South is
                  rising again. I'm gonna stop it.

                                GORDON
                  Sir, West's obsession aside,
                  McGrath may be a vicious killer,
                  but a mastermind he is not. So
                  whom do we seek? After consulting
                  with Intelligence...

                                WEST
                         (cuts him off)
                  McGrath's headed for New Orleans.
                  The longer we stand here talkin',
                  the farther away he gets. I don't
                  need 'Intelligence' to tell me
                  that.

                                 GORDON
                  Ah, so that would mean you rely on
                  ... Stupidity?

     Grant's had enough.

                                PRESIDENT GRANT
                  Gentlemen! I'm leaving today for
                  Utah where the transcontinental
                  railroads will be joined at
                  Promontory Point.

     Grant points to a map of the United States. The railroad
     lines have been drawn in... still a gap between them.

                                                       (CONTINUED)

                                                               23.

37   CONTINUED:    (2)                                               37

                                 PRESIDENT GRANT
                  For the first time the United
                  States will truly be united.
                         (turns, holds up
                          letter)
                  Someone wants us divided. Now
                  look, you two are the best I've
                  got. Put aside your differences
                  and stop this madman... whoever he
                  is. If you fail, well... we may
                  never know how great this country
                  could've been.
                         (snaps off a salute)
                  You have a week. Dismissed!

     They both return Grant's salute as the President stomps
     off. His AIDE now approaches.

                                AIDE
                  The President has put a private
                  train at your disposal. Engine
                  number five, track six.
                         (holds out a
                          wrapped box)
                  Mr. Gordon, the item you
                  requested.

     Gordon takes the box, hurries to catch up with West.


38   EXT. WHITE HOUSE - DAY                                          38

     West and Gordon, walking toward the hitching post. West
     is so beside himself he can barely untie his high-voltage
     stud. He glowers at Gordon who goes over to where...


     ANGLE - STRANGE-LOOKING BICYCLE

     Is parked on the other side of a bush. It has the
     customary big wheel in the front, little wheel in the
     back. (Hidden from sight is a motor on the front tire.
     Dual manifolds that sling under the rider's legs.)

     West shakes his head in disgust.

                                WEST
                  Figures.

                                GORDON
                  I call it the Bi-axle Nitro-
                  Combust...

                                                       (CONTINUED)

                                                           24.

38   CONTINUED:                                                  38

                                 WEST
                  Save it.   I've gotta train to
                  catch.

     West swings into the saddle. He looks at the SNORTING
     wild HORSE under him, then down at Gordon attaching the
     box onto the seat of his Nitro-whatever.

                                WEST
                         (snaps off a smug
                          salute)
                  Yee-haaa!!

     West spurs his horse and leaves Gordon in the proverbial
     cloud of dust.

     Although West's intentions are clear, for some reason,
     Gordon's in no particular hurry. He sighs, climbs on the
     bike, takes out a hankie and cleans a pair of goggles.
     Then, finally ready...

                                 GORDON
                  Avant!!!

     VROOOM! An ENGINE KICKS IN and Gordon rockets forward.
     (Yep, Artemus has invented the first motorcycle!) Fiery
     exhaust blasts out of the manifolds as the bike propels
     him down the street at about 60 mph right past...


     ANGLE ON WEST AND HIS STALLION

     who both look over in wide-eyed shock. The horse rears
     as Gordon SCREAMS by -- leaving them in a cloud of
     internal combustion.


39   EXT. C STREET TRAIN STATION - TRAIN ENGINE - DAY            39

     From in front, as it CHUGS TOWARDS us. Sitting up in the
     spanking new steam engine (No. 5) is a white-haired
     Coleman. The Wanderer is his pride and joy. Coleman
     pushes the throttle forward and the ENGINE ROARS PAST
     us... followed by a tender, and two gleaming passenger
     cars.

     Then comes West THUNDERING past in a desperate effort to
     catch up.

                                                   (CONTINUED)

                                                               25.

39   CONTINUED:                                                      39

     ANGLE - WITH WEST

     riding like hell. Getting the last ounce of speed out of
     his well-lathered steed, he finally pulls alongside the
     rear passenger car. He looks up... In the window, we see
     Gordon engrossed in what he's doing... which appears to
     be sewing.

                                WEST
                  Stop this train!! You hear me!?!

     If Gordon hears him, he pretends not to.    He just
     casually makes the next stitch.

     West's horse has had it. They're losing ground to the
     train. At the last second, West leans over at full
     gallop and grabs a handle on the side of the train. He
     swings out of the saddle, hanging on for dear life,
     blowing in the breeze like laundry.

     Finally, his boot finds a small metal plate to put its
     weight on. Just as West stands safely on it... whoosh!
     He flies up in the air and drops through a sliding
     partition in the roof.


40   INT. WANDERER - PARLOR CAR - DAY                                40

     The car is like a classy Victorian men's club. Bar
     stocked with crystal decanters, a pool table, decorative
     pistols on the wall, books, etc. Gordon, seated in a
     club chair, looks over as West falls from the ceiling
     into a seat. He's hot, dusty and very pissed off. He
     glowers at Gordon murderously.

                                GORDON
                         (calmly)
                  Thanks for dropping in.

                                 WEST
                  Forget the bikes, the beards, the
                  fake boobies. Put down the
                  needlepoint and let's settle
                  this like men!

     He takes off jacket, starts rolling up his sleeves.
     Gordon remains remarkably cool, continues sewing.

                                GORDON
                  As a matter of clarification, this
                  isn't needlepoint. This is.

     He shows him some real needlepoint.

                                                       (CONTINUED)

                                                               26.

40   CONTINUED:                                                      40

                                GORDON
                  Right now, I'm putting the final
                  touches on a new invention of my
                  creation. I call it... The
                  Impermeable. It's a vest that,
                  when worn under the clothing, can
                  stop any modern bullet fired even
                  at close range.

     West draws his gun, aims it at Gordon's stomach and cocks
     the trigger.

                                 WEST
                  Really?

     Gordon quickly pulls the vest away from his stomach.

                                GORDON
                  But it hasn't been really
                  tested empirically yet.

                                 WEST
                  Get up!

     West takes off his guns and puts them on the table.

                                GORDON
                         (yawn, yawn)
                  Guns. I find them so primitive
                  and unnecessary... if one has done
                  one's proper planning.

                                 WEST
                  Yeah?   How do you feel about a
                  fist?

     Gordon puts down The Impermeable, stands with a weary
     sigh.

                                GORDON
                  I must tell you, Mr. West, I've
                  always felt that allowing a
                  situation to degenerate into
                  physical violence is a failure on
                  my part.

                                WEST
                  Well then, 'Mr.' Gordon, you
                  failed.

     Whap! West unleashes a lightning punch that drives
     Gordon across the train car. He dabs at his bloody lip.

                                                       (CONTINUED)

                                                              27.

40   CONTINUED:    (2)                                              40

                                GORDON
                  I'm sorry, Mr. West, you brought
                  this on yourself.

     Then to West's utter amazement, Gordon puts his hands
     together as if praying while at the same time, crooking
     his right leg stork-like. Is this some kind of martial
     art? Then, he bends at the waist, and like a ballet
     dancer, extends his leg out to the wall and flips a
     switch.

     It immediately triggers a leather hammer to swing down
     from the ceiling. It whacks West on the side of the
     head, and sends him spinning back onto the pool table.


     ANGLE ON POOL TABLE - WEST

     shakes it off and is about to attack again. Gordon
     calmly pokes a hidden button. Suddenly the pool table
     revolves. West is gone.

                                GORDON
                  I love this train!


41   EXT. UNDERNEATH WANDERER - DAY                                 41

     West, eyes wide, is clinging on for dear life, staring at
     the ties racing by, inches from his face.


42   INT. WANDERER - PARLOR CAR - GORDON                            42

     Gordon pours a fine Bordeaux, speaks loudly toward floor.

                                GORDON
                  The President asked for my
                  suggestions on how to make the
                  Wanderer both comfortable and
                  functional...

     As he swishes the wine in his mouth...


43   EXT. UNDER WANDERER - DAY (SAME TIME)                          43

     West reaches up to get a handhold in the myriad of tubes
     and wires on the underside of the car. As he rips one
     tube out of the undercarriage...

                                                              28.

44   INT. WANDERER - PARLOR CAR - DAY                               44

     Gordon has just settled into the club chair, puts his wine
     down on the table.

                             GORDON
               And while you're down there,
               you may want to avail yourself
               of my Sub-carriage Inter-rail
               Egressor...

     Suddenly SHACKLES SNAP out of the arms of the chair,
     pinning Gordon's wrists. Before he knows what hit him,
     the floor opens and the club chair disappears.


45   EXT. UNDER WANDERER - DAY                                      45

     Gordon appears upside down in the chair, chagrined at
     his predicament. West looks from the escape trolley
     Gordon was talking about back to his partner.

                             WEST
               Only one doin' any 'egressin'
               is gonna be you.

                             GORDON
                      (wide-eyed)
               Perhaps the President was right
               about us putting aside our petty
               differences.
                      (recites above the
                       CLATTER)
               'The opposite is beneficial, from
               things that differ comes the
               fairest attunement.' Aristotle.

     Suddenly they flip OUT OF FRAME and back into the car,
     shocked to find themselves facing...


46   INT. WANDERER - PARLOR CAR - DAY                               46

     Coleman's a scowling, grizzled old man in a coal-stained
     suit. He's got a fire in his eye, brown spittle in the
     corner of his mouth where a cigarette butt lives
     permanently, and a large copper pot in his hand.

                             COLEMAN
               Knock each other about all ya
               please, but harm my train and
               I'll douse ya like dogs.

     He threatens them with the pot of steaming liquid.   Now,
     for the first time, Gordon really looks troubled.

                                                   (CONTINUED)

                                                              29.

46   CONTINUED:                                                     46

                                GORDON
                  That's my veal reduction sauce!

                                 COLEMAN
                  Well then, let's get on about our
                  business, shall we, gentlemen?
                  Now, where to?

                                 WEST
                  New Orleans.

                                GORDON
                  Shall we let Professor Morton
                  decide?

                                 WEST
                  Who?


47   INT. WANDERER LAB CAR - DUSK                                   47

     A severed human head is in a vise.

                                GORDON
                  Meet Professor Thaddeus Morton,
                  expert in the field of metallurgy
                  ... discovered in a field of
                  alfalfa. Kidnapped from M.I.T.
                  six months ago.

     West looks from the head to the open box.

                                WEST
                  That's a man's head!

     Gordon holds up a strange, circular metallic object.

                                 GORDON
                  ... And this magnetic collar was
                  around it when his body was
                  discovered. Haven't figured that
                  one out yet...

     But West is still staring in disbelief at the head.

                                WEST
                  That's a man's head.

     Gordon starts fiddling with a lantern positioned behind
     the head.

                                                      (CONTINUED)

                                                               30.

47   CONTINUED:                                                      47

                                GORDON
                  According to the Retinal Terminus
                  Theory... a dying person's last
                  conscious image is burned into the
                  back of the eyeball like a
                  photograph.   Perhaps there's a
                  clue there...

     Excited, Gordon turns on the lantern attached to the back
     of his head. Beams of light are coming through his
     eyeballs, creating a blurry color image on the wall.

                                GORDON
                  Morton's last image!

                                WEST
                  That's a man's head!

     West turns his head sideways to try to view the inverted
     image projected on the wall. Gordon realizes the
     problem.

                                GORDON
                  Ah. The refraction of the lenses
                  causes the image to appear upside
                  down. We simply...

     He turns Morton's head in the vise.      It's right side up,
     but still blurry.


     ANGLE ON WALL - FUZZY IMAGE

     appears. It's a man who has a tiny Victrola horn for an
     ear. He's holding a bloody metal boomerang.

                                  WEST
                  It's McGrath.    I was right all
                  along.

     Gordon sees something in McGrath's pocket.

                                GORDON
                  He seems to have something in his
                  pocket... too fuzzy to read,
                  though...

     Gordon drums his fingers on his great frontal lobe,
     stymied.

                                GORDON
                  Mortification of the aqueous humor
                  seems to have led to the loss
                  of...

                                                       (CONTINUED)

     WILD WILD WEST - Rev. 4/9/99                           31.

47   CONTINUED:    (2)                                            47

                                 WEST
                  ... glasses.

     West takes the bifocals out of the box, casually puts them
     on Morton's nose. West now gestures to the wall.


     CLOSE - IMAGE ON WALL

     The white blur in the man's pocket is now focused. We
     can see that it's the top of a piece of paper. He reads
     the writing on it.

                                WEST
                  'Friends of the South! Come to
                  a Surprise Costume Ball. April
                  14, eight-thirty. 346 Garden
                  Street... '
                         (lowers glasses,
                          looks up)
                  Like I said.... New Orleans.


48   EXT. NEW ORLEANS TRAIN SIDING - NIGHT                        48

     We see the Wanderer parked on the siding as we hear voices
     over.

                                GORDON (V.O.)
                  How about this? You could come
                  as my man servant?


49   INT. WANDERER - LAB CAR - NIGHT                              49

     Gordon has his wardrobe open. Selected from his vast
     array of costumes and disguises is a full livery outfit.

                                GORDON
                  How about this? You could come
                  as my man servant.

                                WEST
                         (slave voice)
                  Oh yes, Massa Gordon, dats what
                  I'll do. And I'll jus' smile
                  and do as I's tole so those
                  people won' ever know that I
                  would rather shoot myself in
                  the head than play your god
                  damned man servant!

     West is right in Gordon's face.

                                                    (CONTINUED)

     WILD WILD WEST - Rev. 4/9/99                               32.

49   CONTINUED:                                                       49

                                GORDON
                  I have a horse costume.
                         (then, cheery)
                  You could be the head.

                                WEST
                  The only thing I need to wear is
                  this.

     West straps on his holster.

                                GORDON
                  Okay, if you insist on carrying a
                  firearm, I have something I think
                  you'll find intriguing...

     Gordon displays a belt with a silver buckle. He taps the
     buckle... a Derringer pops out. West stares, impressed.

                                GORDON
                  And it would go nicely with this...

     Gordon takes out a sequined dress, holds the Derringer up
     against it.

                                WEST
                  Jim West does not wear a dress.

                                GORDON
                  Then what's your plan?

                                WEST
                  How 'bout this: I'll go as a
                  government agent who's gonna
                  kill McGrath.

                                GORDON
                  An armed, Negro cowboy costume,
                  how creative. In a room full of
                  white Southerners, you oughtta
                  fit right in. You might even win
                  first prize!

     West starts to walk away.    Gordon grabs him.

                                 GORDON
                  Listen to me. The art of disguise
                  is what's going to get us into
                  that party, thus allowing us to
                  find these kidnapped scientists
                  before they're forced to create
                  something that will destroy this
                  great country.
                                 (MORE)

                                                        (CONTINUED)

     WILD WILD WEST - Rev. 4/9/99                                33.

49   CONTINUED:    (2)                                                 49

                                GORDON (CONT'D)
                  Now you and I are the chosen ones,
                  Jim. We're under direct orders
                  from the President himself. And
                  our mission is clear: Save our
                  country. Our freedom is at stake
                  and this is our duty as men. Now,
                  you go as a riverboat captain and
                  I'll be a saloon girl.

                                WEST
                  Let me tell you a little something
                  about beloved 'art of disguise'...
                  That night at Fat-Can's, I knew you
                  weren't a woman.

                                GORDON
                  But I was propositioned by three
                  men.

                                WEST
                  Gordon, you looked nasty. Your
                  breasts were all hard and stiff,
                  and were sticking straight out
                  like two rusty cannons on a
                  sunken ship.

     Gordon grabs his fake breasts off the rack.       He puts
     them on.

                                GORDON
                  These are a work of art.
                  Scientifically and aesthetically
                  perfect.

                                WEST
                  They look like shit.

                                GORDON
                  Touch them.

                                WEST
                  I don't wanna touch 'em.   I can
                  see I don't like 'em.

                                GORDON
                  What, are you afraid you're
                  wrong? Touch my breasts.

     West touches Gordon's fake breasts.

                                                        (CONTINUED)

     WILD WILD WEST - Rev. 4/9/99                             33A.

49   CONTINUED:    (3)                                               49

     ANGLE - COLEMAN

     walking through the next car, carrying a tray of tea.
     Gordon's last line got his attention. What the...?
     Coleman peeks around the corner to see West eyeing
     Gordon's "chest."

                                COLEMAN
                         (to himself)
                  I knew it. Well, I'll have no
                  part of it!

     Coleman shakes his head and walks off.


     ANGLE - WEST AND GORDON

     West is thwapping Gordon's breasts.

                                WEST
                  There, Gordon, you happy?
                  I'm touching your breasts.

                                  GORDON
                  Not so rough.    The buckwheat'll
                  come out.

                                 WEST
                  Buckwheat?   That's your problem.

     West takes one of the cow udders out of Gordon's bodice
     and dumps the buckwheat onto the ground.

                                GORDON
                  What are you doing?

     West goes over to a wash basin, picks up a water pitcher
     and fills the cow bladder. West squeezes the cow bladder
     shut and holds it up to his chest.

                                WEST
                  Now, squeeze this. This is what a
                  breast should feel like.


     ANGLE - COLEMAN

     Passing back through the next car. When he hears that
     last line, he can't believe it. He peeks in again to
     see...

                                  GORDON
                  Whoa...

                                                      (CONTINUED)

     WILD WILD WEST - Rev. 4/9/99                             33B.

49   CONTINUED:    (4)                                               49

                                WEST
                  Isn't that nice?

                                 GORDON
                  Very nice.

     Coleman's mouth drops.     He's sweating.

                                WEST
                  Now touch yourself.

                                 GORDON
                  You win.   I'm hard.

                                COLEMAN
                         (disgusted)
                  Federal officers, bah!

     Coleman walks off, shaking his head.


     BACK TO SCENE

     Suddenly, Gordon shoots the cuffs off his jacket. Out of
     one sleeve comes a pen. Out the other, a small pad of
     paper. They are both connected to a spring-loaded metal
     gizmo up his sleeve. West reacts, drawing his pistol up
     into Gordon's face.

                                GORDON
                  I was just going to jot down a
                  thought.

                                WEST
                  You know something, that's a good
                  place to put a gun.

                                GORDON
                  But then, where would I keep my
                  notepad.

                                WEST
                  You know, Artemus, I think you
                  underestimate the convenience of a
                  pocket.


50   EXT. LOVELESS MANSION (NEW ORLEANS) - CARRIAGE - NIGHT          50

     carrying some costumed swells pass through wrought-iron
     gates guarded by some of McGrath's ex-Rebs. FOLLOW it up
     a Spanish moss-draped drive to a huge Garden District
     mansion. As the carriage pulls to a stop in front...

     WILD WILD WEST - Rev. 4/9/99                            33C.

51   EXT. LOVELESS MANSION - CARRIAGE - NIGHT                       51

     Jim West drops to the ground from where he'd hitched a
     ride underneath. He rolls into the shadows of the house.
     When he stands, he's face to face with a huge GUARD with
     a gun.

                             GUARD
               You got about as much chance of
               havin' an invitation as him.

     He smirks at a lawn jockey.    West reaches into his coat.

                             WEST
               Matter of fact, got it right here.

     He withdraws his hand. While the Guard squints at his
     empty palm, West grabs his head with his other hand and
     smacks it into the lawn jockey's fist... clang! West
     leans the cold-cocked Guard against the house, uses his
     shoulder as a step, boosting him up to...

                                                             34.

52   EXT. LOVELESS MANSION - BALCONY - NIGHT                       52

     West grabs the ironwork underneath and acrobatically
     swings himself over the rail. As he BREAKS the PANE on
     the French door with his gun butt...


53   INT. LOVELESS MANSION - UPSTAIRS ROOM - NIGHT                 53

     West lets himself in. Then just as he's about to part
     the heavy drapes... he hears women's voices approaching.

                             WOMAN (O.S.)
                      (in a Spanish
                       accent)
               Hey... get your hands off me!

     Now Miss Lippenreider, Amazonia and Munitia (bewigged and
     wearing costumes) wrangle a beautiful and defiant Latina
     into the room. When she turns we recognize she's the
     singer from Fat-Can's. Rita is in her early 20s, wearing
     a 19th-Century camisole so scanty, it makes it hard to
     concentrate on what she's saying.

                             RITA
               Put me in the dungeon with all
               those smelly, dirty bearded men
               ... but I am not goin' in there.

                             AMAZONIA
               You applied for the position.

                             RITA
               Yeah, a standing up position.   I'm
               an entertainer, not a...

     Amazonia grabs her by the throat, choking the word off.

                             MISS LIPPENREIDER
               Do not be selfish and stupid. He
               always spoils his new girl.

                             RITA
               Yeah. Well gimme a simple diamond
               bracelet instead of that...


     POV - THROUGH DOOR - INTO BEDROOM

     A ramp leads to a large bed. A leather and steel
     prosthesis is hanging from pulleys attached to the
     ceiling.

                             MUNITIA
               It is not so bad... once the metal
               warms up.

                                                     (CONTINUED)

                                                               35.

53   CONTINUED:                                                      53

     Amazonia just picks her up and drags the hapless Rita
     into the room. West emerges from behind the curtains,
     shakes his head. Weird. He eases out the door and
     into...


54   INT. LOVELESS MANSION - UPSTAIRS HALLWAY - NIGHT                54

     West hears the PARTY DIN coming from down below.     He
     goes to the balcony.


     WEST'S POV - OVER STAIR LANDING - DOWNSTAIRS

     The scene below is hallucinogenically surreal. A Babel
     of foreign languages is the first thing that strikes us.
     Avant garde MUSIC is coming from two 10x10 quartet boxes
     on either side of the room to create stereo.

                                SULTRY WOMAN (O.S.)
                  An authentic cowboy outfit...
                  complete with six-guns!

     West turns to see who busted him. Coming his way is a
     ravishing Chinese girl dressed up as a DRAGON LADY.

                                DRAGON LADY
                  What a terribly clever costume,
                  Mr...?

                                 WEST
                  ... West.   Jim West.

                                DRAGON LADY
                  Well... West meets East. Mae Lee
                  East.
                         (holds out
                          delicate hand)
                  Are you here alone, Mr. West?

                                WEST
                  Actually I'm, uh trying to
                  surprise an old friend -- General
                  McGrath. Seen him around
                  anywhere?

                                MISS EAST (DRAGON LADY)
                  I don't believe that name was on
                  our guest list. And I would know.
                  I'm Dr. Loveless's personal
                  assistant.

     The name means something to West.

                                                      (CONTINUED)

                                                              36.

54   CONTINUED:                                                     54

                                WEST
                  Dr. Arliss Loveless...? One of
                  the great founders of the
                  Confederacy with Jefferson Davis.
                  Funny how most people think he's
                  dead.

                                MISS EAST
                  Tonight's his coming-out party.

     We FOLLOW them as she takes his arm and leads him down
     the stairs, into the party.


55   INT. LOVELESS MANSION - DOWNSTAIRS - PARTY - NIGHT             55

     West surveys the crowd.

                                MISS EAST
                  See anybody that looks familiar?

     West scans the room.    Stops.

                                WEST
                  Matter of fact, I do.


     WEST'S POV - WOMAN WITH BIG HAIR

     She's got the mole, too.    Gordon has apparently encored
     his Soiled Dove get-up.

     Miss East sees who he's looking at. She makes a pouty
     face as there's a flourish from the STEREO QUARTET.

                                MISS EAST
                  I'm... jealous.
                         (blows a little
                          kiss at him)
                  Meet me later... in the foyer.

     West watches as she joins...


56   INT. LOVELESS MANSION - DOWNSTAIRS - PARTY - REST OF           56
     LOVELESS' WOMEN - NIGHT

     Miss East leads them in a sober rendition of "The Battle
     Hymn of the Republic" in front of a large doorway.

                                DISTAFF CORPS
                         (singing)
                  'Mine eyes have seen the glory
                   Of the coming of the Lord...'

                                                      (CONTINUED)

                                                               37.

56   CONTINUED:                                                      56

     From behind the doors we hear the WHIR of an ELEVATOR.
     It stops with a CLUNK. Suddenly...


     NEW ANGLE - DOORWAY

     bursts open and Abraham Lincoln in a mini-float appears.
     It's decked out like Lincoln's box at Ford's theater. On
     its own power, it moves past the laughing party-goers in
     the foyer. Now the women throw grapes on the floor.

                                DISTAFF CORPS
                         (singing)
                  'He has trampled down the vintage
                   Where the grapes of wrath are
                   stored!'


     WEST'S POV - ANGLE ON WHEELS OF WHEELCHAIR

     are what's trampling down the vintage. West takes in the
     whole man. Very curious. Then suddenly... KABOOM!


     ANGLE ON ABE'S HEAD

     It explodes like a pinata. Up from the hole in his neck
     peeps... DR. ARLISS LOVELESS.

                                LOVELESS
                         (impishly)
                  Don't you just hate that song?

     The Southern crowd gasps at Loveless's dramatic appearance.

                                LOVELESS
                  Why, y'all look like you've seen a
                  ghost! It's me, dear friends,
                  alive and kicking! Well, alive,
                  anyway...

     As he giggles, the distaff corps surround him and remove
     the Lincoln paraphernalia. Then step aside, revealing...


     NEW ANGLE - DR. LOVELESS

     is half a man. Literally. Cut off at the waist and
     mounted on a wheelchair platform that is powered by an
     engine, he is a man bereft of tuchus, kishkes and
     everything else in that vicinity that makes life
     interesting.

                                                       (CONTINUED)

                                                               38.

56   CONTINUED:    (2)                                               56

                                LOVELESS
                         (chuckles)
                  We may've lost the war, but heaven
                  knows... we haven't lost our sense
                  of humor!

     Dr. Loveless looks down at himself, smoothes half of his
     Fritz Lang Metropolis-style suit. His face turns dark as
     he surveys the crowd.

                                LOVELESS
                  Not even when we've lost a lung...
                  a spleen... a bladder... two
                  legs... thirty-five feet of small
                  intestine and our ability to
                  reproduce...
                         (like a preacher)
                  All in the name of the South...
                         (then quietly)
                  ... do we lose our sense of humor.

     You can hear a pin drop.    Loveless turns to the foreign
     dignitaries.

                                LOVELESS
                  I owe a deep debt of gratitude to
                  my friends across the sea for
                  their comfort and... succor.

     He suddenly seems distracted by the comely beauties that
     surround him. Then abruptly, manically...

                                LOVELESS
                  So...! Mi casa es su casa! Ma
                  maison est a vous! Let the party
                  begin!!!

     Loveless signals to the quartets to resume playing. Miss
     East leans down and whispers in his ear. Loveless looks
     in West's direction.

     Now Loveless wheels over to West. West isn't hiding.
     He's cocky in the face of rolling danger.

                                LOVELESS
                  Mr. West, how nice of you to join
                  us tonight... and add color to
                  these monochromatic proceedings.

     West keeps a lid on his temper.    Two can play at this
     game.

                                                       (CONTINUED)

                                                               39.

56   CONTINUED:    (3)                                               56

                                WEST
                  Well, when a man comes back from
                  the dead, it's an occasion to
                  stand and be counted.

     Loveless smiles slightly.

                                LOVELESS
                  Miss East informs me that you were
                  expecting to meet General McGrath
                  here. I knew him years ago... but
                  haven't seen him in a coon's age.

                                WEST
                  I bet a man like yourself would
                  find it difficult to keep in touch
                  with even half the people you
                  know.

     Danger flickers in Loveless's eyes.    He looks to Miss
     East.

                                LOVELESS
                  Perhaps the lovely Miss East will
                  keep you from being a slave to
                  your disappointment.

                                WEST
                  Well, you know beautiful women...
                  they encourage you one second, cut
                  the legs out from under you the
                  next.

     Loveless's face drops. He is no longer amused. Miss
     East winks at West, then accompanies Loveless in the
     direction of the study where...


57   INT. LOVELESS MANSION - OUTSIDE STUDY - NIGHT                   57

     General McGrath waits impatiently. He takes two
     champagnes off a passing tray, guzzles them, then
     wipes his mouth on Dolly Madison's bustle. As his
     eyes sweep the room...


     ANGLE - WEST

     He ducks behind a mountain man carrying the French
     tricolor. When Loveless and General McGrath disappear
     into the study and close the door, West eases after
     them. He pauses as he passes the "Soiled Dove," leans
     into her big bouffant. He regards a stained-glass window
     patterned with a spider over her shoulder.

                                                       (CONTINUED)

                                                              40.

57   CONTINUED:                                                     57

                                WEST
                  Hey, honey... I see a big ole
                  spider up on the wall. Hope it
                  doesn't drop down your pretty
                  dress.

     As the Soiled Dove jumps a little, West continues over to
     the study door. Now the Soiled Dove turns, and we see
     the scared/confused expression. Maybe it's because she
     is not Artemus.


     ANGLE - GORDON - ACROSS ROOM

     He's the mountain man in the fringe jacket. And right
     now he's shaking his head as he watches West resort to a
     decidedly low-tech surveillance method of Loveless's
     study.

                                GORDON
                  Peeking through the keyhole...?
                  So 18th Century.


58   INT. LOVELESS MANSION - STUDY - WEST'S POV THROUGH             58
     KEYHOLE - NIGHT

     McGrath paces in front of Loveless's desk.

                                McGRATH
                  Dr. Loveless, my men are ready to
                  go to war with no weapons to
                  fight. Ever since the nitro and
                  the guns were destroyed at Fat-
                  Can's, lice and demoralization
                  have set in!

                                LOVELESS
                  Your men will have their weapons
                  tonight. And my promise that they
                  will be part of the greatest
                  military victory of this century!

     McGrath's face relaxes into a pyorrheic grin.

                                McGRATH
                  Oh, you're a pip, sir! I'd follow
                  you into the maw of Cerberus
                  himself!

     Loveless takes pencil in hand and draws a map on the
     desk.

                                                      (CONTINUED)

                                                              41.

58   CONTINUED:                                                     58

                                LOVELESS
                  And so you shall.
                         (makes an X)
                  Have your men here at... 10
                  o'clock tonight.

     Loveless wheels his chair toward the door with McGrath
     behind him folding up the map...


59   INT. LOVELESS MANSION - OUTSIDE STUDY - WEST - NIGHT           59

     ducks out of the way as Loveless and McGrath emerge from
     the study. As they disappear into the throng of well-
     wishers, West takes a thin lock-pick out of his hat band.
     It takes him a moment or two, but the LOCK finally
     CLICKS. Then West slips inside, apparently undetected --
     except by an unimpressed Gordon.


60   INT. LOVELESS MANSION - STUDY - WEST - NIGHT                   60

     moves quickly to the desk past walls filled with oil
     portraits of various Loveless relatives. The one behind
     the desk is in the style of Gainsborough. A Loveless
     uncle is standing on a windswept grouse moor, two English
     setters by his side, a Holland and Holland double held in
     the crook of his arm.

     West turns his attention to the desk blotter. There's a
     faint imprint where Loveless drew the map. West takes
     his penknife and a pencil -- grates some graphite into
     the depressions. He's just about to do a rubbing on a
     piece of paper when... someone swipes it out of his hand.


     ANGLE ON MISS EAST

     Hands on hips, she gives him a "naughty, naughty" look.

                                MISS EAST
                  I said to meet me in the foyer.

                                WEST
                  Oh, the foy-aay. Sorry, I've
                  never been much good at French.

     But instead of scolding him further, Miss East plants an
     over-heated kiss on him. Tongues are involved. As they
     break, she gives a little nod of approval.

                                MISS EAST
                  Au contraire...

                                                    (CONTINUED)

                                                              42.

60   CONTINUED:                                                     60

     She pushes him down into Dr. Loveless's chair.

                                MISS EAST
                  So let's see, Mr. West... are you
                  a dangerous spy of some sort? Or
                  just a handsome cowboy who likes
                  to... poke around.

                                WEST
                  Um... that second one.

     She starts to undo the buttons of his trousers. But
     West has a job to do. Well, maybe he can do two jobs at
     once...


61   INT. LOVELESS MANSION - PARTY - GORDON - SAME TIME -           61
     NIGHT

     is being the perfect party guest, moving through the
     crowd chit-chatting with this person and that (in
     French, Spanish, German) when he sees something of
     interest.

     Munitia and Lippenreider come out of an upstairs bedroom,
     lock it behind them. Hmmm. What's in there? As he
     starts upstairs, Amazonia appears, blocking his way.

                                GORDON
                  Howdy there... big sturdy gal.
                  Yer dance card full?

     Amazonia stares at him, then spiels off a couple lines
     in a foreign language that makes Gordon's eyes widen.
     He understands what she said and it's not flattering.
     Gordon moves off in a shock.


62   INT. LOVELESS MANSION - STUDY - WEST AND EAST - NIGHT          62

     are locked in a passionate embrace. West manages to
     position her nearly-naked rear end over the graphite
     powder. Very carefully, he stands, pushing her buttocks
     onto the desk and then rolling her off. The imprint on
     her left cheek is perfect. But unfortunately, it's
     backwards!


     CLOSE - WEST

     Damn. He lets Miss East concentrate on what she's doing,
     which from the SOUNDS O.S., doesn't appear to be a
     demonstration of the correct way to butter corn.

                                                      (CONTINUED)

                                                              43.

62   CONTINUED:                                                     62

     West spies a mirror on the other side of the room and
     raises her ass up into position so he can see the
     corrected reflection.


     ANGLE ON MIRROR - MAP

     COMES INTO VIEW. It clearly shows the meeting place to
     be Malheureux Point, northeast of New Orleans. But the
     mirror reflects something else of interest...


63   INT. LOVELESS MANSION - STUDY - PAINTING - NIGHT               63

     The painting behind him has come to life. The Loveless
     in the painting swings a real shotgun around and is
     pointing it at the back of West's head.


     CLOSE - WEST

     suddenly contorts his upper torso just as an EXPLOSION
     rips the back of the chair where his head would have
     been.

     He draws and SHOOTS the would-be assassin, who falls out
     of the painting, dead. West turns to see...


     ANGLE ON MISS EAST

     A surprised look on her face. A hole in her forehead.
     He lowers her head gently to the ground, regards her
     map-imprinted rear end.

                                WEST
                  Thanks for helpin' me get to the
                  bottom of this case.


64   EXT. LOVELESS MANSION - OUTSIDE STUDY - WEST - NIGHT           64

     emerges just as a Kentucky reel starts up. He weaves his
     way through the dance floor and spots the Soiled Dove
     look-alike out on the floor. West reluctantly
     straightens his shoulders and cuts in. This bold move
     gets some looks of disapproval from the pecan pie crowd.


     ANGLE ON WEST AND SOILED DOVE RINGER

     dancing. Both look straight ahead, not at each other.
     West so as not to attract any more attention. His partner
     because she's scared shitless of this strange Negro who
     keeps hounding her.
                                                   (CONTINUED)

                                                               44.

64   CONTINUED:                                                      64

                                 WEST
                  Real impressed the way you got the
                  dance floor staked out. Maybe one
                  of your missin' scientists'll cut
                  in.
                         (dip)
                  Thought you should know that while
                  you were trying to decide what
                  shoes to wear tonight...
                         (twirl)
                  I found that our host, Dr.
                  Loveless...

     West looks over to where Loveless is leading a contingent
     of foreigners out a side exit.

                                WEST
                  ... is meeting McGrath and his
                  troops at Malheureux Point in an
                  hour.
                         (bends her back)
                  So you enjoy the party. I'm gonna
                  go save the Republic.

     The Soiled Dove look-alike is speechless.    Before he
     goes, West leans in, smirks.

                                WEST
                  But I will say, good work on your
                  bladders tonight... they're damn
                  perky.

     And just to dig the grave deeper, West lays hands on them
     and gives them a little squeeze. This immediately
     elicits a scream and a slap in the face that shocks the
     bejesus out of the black cowboy. And he's not the only
     one.


     ANGLE ON CROWD

     staring at him. We know what they're thinking, but the
     Mountain Man behind West says it for everyone.

                                GORDON/MOUNTAIN MAN
                  Hang him!

     And with that, Gordon opens his deerskin jacket to reveal
     his own rope, which he throws to the mob. West looks
     back at the character in amazement. That's Gordon?!
     Before West can say or do anything, guns are at his
     temple, and he's swept out of the room.

                                                       (CONTINUED)

     WILD WILD WEST - Rev. 4/9/99                              45.

64   CONTINUED:    (2)                                               64

     Gordon calmly straightens his coonskin cap, seemingly
     uninterested in West's imminent hanging. In the hubbub
     of everyone rushing out for the hanging, Gordon heads up
     the unguarded stairs to the locked room.

     As he pulls out his high tech auto-wind lock-pick and
     quickly gains entrance to the door...


65   EXT. LOVELESS MANSION - COURTYARD - NIGHT                       65

     Hand-held torches illuminate. The rope is tossed over a
     lamp post. PAN DOWN TO where one of the mob, dressed as
     GEORGE WASHINGTON, is binding West's hands behind his
     back.

                                GEORGE WASHINGTON
                  Looks like we're gonna have to
                  teach y'all a little lesson on how
                  to behave in polite society.

                                WEST
                  Don't grab a white lady's boobies
                  at the big redneck dance. Is that
                  the lesson? Well, I learned it.
                  Don't scratch your head with the
                  shrimp fork. I got that one too.
                  So whaddaya say we call this off?


66   INT. LOVELESS MANSION - UPSTAIRS BEDROOM - GORDON -             66
     NIGHT

     eases in, stops at what he sees. And it sure ain't
     scientists. Beside the bed, locked in an iron disco-like
     cage, is Rita, still wearing her scanty outfit. Gordon
     squints at her, gives a charming smile.

                                GORDON
                  I feel as if we know each other
                  from someplace...?

                                RITA
                  Try again, buster...!

     She takes a breath as if she's going to start screaming.
     Gordon quickly holds up a hand.

                                                       (CONTINUED)

     THE WILD WILD WEST - Rev. 6/15/98                         46.

66   CONTINUED:                                                      66

                                GORDON
                  Ma'am, please! While I realize I
                  look like something straight out
                  of James Fenimore Cooper... I mean
                  you no harm. My name is Artemus
                  Gordon. And you look like you're
                  in trouble.

                                      RITA
                            (dryly)
                  Really?

     To Rita's amazement, Gordon opens his jacket and
     unbuttons his vest to reveal... a complete miniature tool
     shop. Quickly he pulls out a thin cable and attaches it
     to a tiny wheel on the spur of one of his boots.

                                 RITA
                  I'm Rita. I was hired here as an
                  entertainer. Not that I'm
                  complaining, but what are you
                  doin' in here?

                                GORDON
                         (looking up miles
                          of leg)
                  Looking for some missing
                  scientists... not that I'm
                  complaining.

     Gordon unsnaps the sole of his shoe. It becomes a pedal
     that operates the wheels' rotation. Now he removes a bit
     and handle from his vest and attaches the cable. Starts
     to pump his foot. It's a foot-powered drill.

                                GORDON
                  I'm a special U.S. Marshal on
                  assignment from the President.

                                RITA
                         (almost impressed)
                  If you're so special, how come
                  you're lookin' up here when
                  Loveless has 'em all workin' down
                  in the dungeon?
                         (rattles bars
                          impatiently)
                  Get me out of here and I'll take
                  you down there.

                                                       (CONTINUED)

     WILD WILD WEST - Rev. 4/9/99                            47.

66   CONTINUED:    (2)                                             66

                                GORDON
                  Too late. The 'dungeon' is
                  cleaned out. It was the first
                  place I checked, right after I
                  sampled the gumbo. Bit heavy on
                  the okra.

     But Rita isn't listening to the food review. Her mind's
     racing. Finally, the LOCK CLICKS and the cage door
     swings open. Gordon takes the distressed damsel in his
     arms, lifts her out.

                                 RITA
                         (suddenly a coquettish
                          smile)
                  Thank you... Artemus, was it?

                                GORDON
                  One doesn't forget a smile like
                  that. Now where in the world was
                  it...? Have you ever played the
                  Empire Room... the Bijou Cafe
                  perhaps...?


67   EXT. LOVELESS MANSION - COURTYARD - NIGHT (SAME TIME)         67

     West is lifted onto the back of a wagon. With the noose
     dangling in front of his nose, West addresses the crowd.

                                WEST
                  Can I have everyone's attention
                  please. I think we've had a
                  series of major misunderstandings
                  and I'd like to take a moment to
                  clear them up. First, the whole
                  drumming on the boobies thing.
                  In my native land, Africa, my
                  ancestors used drums to
                  communicate between villages. I'm
                  sure y'all can see that this young
                  girl here can communicate all the
                  way down to Baton Rouge. Hell, on
                  a clear day, we might even get
                  Galveston. All I was saying was,
                  'How're you doing,' 'My name's Jim,'
                  'How's your mama?'
                                (MORE)

                                                     (CONTINUED)

     WILD WILD WEST - Rev. 4/9/99                               47A.

67   CONTINUED:    (A1)                                                67

                                WEST (CONT'D)
                  Second misunderstanding. That
                  redneck comment. I'm getting the
                  sense that some of you took that
                  negatively. You know, some of my
                  best friends are whiskey-guzzling,
                  pot-bellied rednecks just like
                  y'all here.
                         (then)
                  That slavery thing, I don't see
                  what the big deal was. Hell, who
                  wouldn't want somebody to run
                  around for them doing chores. Are
                  you going to get your big, fat,
                  lazy ass out of bed every morning
                  and pick your own damn cotton.
                  I don't think so.
                         (then)
                  Let's head on inside and knock back
                  some shine. Come on, back inside.
                  No. Okay.
                         (to Soiled Dove)
                  I stand before you as a man who
                  realizes he has done something
                  wrong and I am prepared to do the
                  right thing. Will you marry me?

     Soiled Dove gasps.

                                WEST
                  I'll take that as a no. Darling,
                  would it help at all if I said I
                  thought you were a man?

     The CAMERA FINDS the Soiled Dove.    She faints.


     BACK TO SCENE

                                WEST
                  Guess not.

     As West searches desperately for signs of rescue by his
     "partner," suddenly the wagon lurches forward...

                                GEORGE WASHINGTON
                  Hang him!

                                                        (CONTINUED)

                                                             48.

67   CONTINUED:                                                    67

     NEW ANGLE - WEST'S FEET

     As they plummet toward the ground.


     CLOSE - WEST'S NECK

     The rope catches... and stretches!


     CLOSE - WEST'S FEET

     As they slowly touch the ground.

     Nobody is more confused than West.


     ANGLE ON CROWD

     How the fuck did that happen? But before anybody can
     figure out Gordon's trick rope, speak of the devil...

                               GORDON (O.S.)
                  Hey-yaa!!!

     The crowd turns with alarm to see...


     ANGLE ON TEAM OF CHARGING HORSES

     Nostrils flared and wild-eyed, are having their rumps
     snapped by Gordon's reins. Rita holds on for dear life
     as the mad Mountain Man drives the carriage at full speed
     right into the crowd -- scattering them.


     ANGLE ON WEST

     He sees his opportunity for rescue, puts a foot into the
     back of George Washington, grabs his gun, and somersaults
     into the air...


     ANGLE ON GORDON AND CARRIAGE - WEST

     lands squarely in the back. And just as the rope starts
     to stretch around his neck again, Gordon whirls around
     with a Bowie knife and cuts it.


68   EXT. NEW ORLEANS STREET NEAR MANSION - MOVING WAGON -         68
     NIGHT

     West leans into Gordon's ear.

                                                   (CONTINUED)

     THE WILD WILD WEST - Rev. 6/15/98                         49.

68   CONTINUED:                                                      68

                                WEST
                  Hang 'm...!

     Suddenly, there's a VOLLEY of SHOTS from some cracker
     sharpshooters. West responds with an amazing display of
     RAPID-FIRE marksmanship, picking off half a dozen of
     Loveless's shooters, even while the carriage bumps wildly
     on its getaway. BLAMBLAMBLAMBLAM!!!

                                WEST
                         (still pissed,
                          to Gordon)
                  Hang'm!?!

                                GORDON
                         (to Rita)
                  Meet my trigger-happy partner,
                  James West... who doesn't seem to
                  realize that my carefully planned
                  diversion gave me the opportunity
                  to search for the missing
                  scientists.

     Now West notices the half-dressed bombshell in the
     carriage.

                                WEST
                  Scientist, huh.

                                GORDON
                  This is Rita. I found her locked
                  in a cage in Loveless's bedroom.
                  She's an entertainer.

                                RITA
                  Um, maybe I haven't been quite
                  honest about that... My name is
                  Rita Escobar. I came to find
                  Guillermo Escobar, the scientist,
                  my... father.

     Gordon's eyes pop.

                                 GORDON
                  Professor Escobar?! He was the
                  one I almost rescued that night
                  when...
                          (lightbulb)
                  That's where I know you from!
                  Fat-Can Candy's... you sang before
                  I did.

                                RITA
                  Excuse me?

                                                       (CONTINUED)

     THE WILD WILD WEST - Rev. 6/15/98                         50.

68   CONTINUED:    (2)                                               68

                                GORDON
                  That was me. Burgundy dress with
                  the bustle...

     Gordon starts singing the song... West rolls his eyes,
     cuts off the chit-chat.

                                WEST
                  Look, Rita, I'm sorry you had the
                  wrong agent working on your case.
                  When I find your father I promise
                  I'll send him back safely...

     And with that... West suddenly leaps over Rita -- lands
     on the back of one of the horses. He grabs a handful of
     mane, leans over and unclips the harness. And with a
     kick in the ribs, West is off at a gallop -- leaving
     Gordon, one remaining horse and an awed Rita behind to
     chew his dust.

                                RITA
                  He's impulsive, James.


69   EXT. OFFSHORE - LOVELESS BOAT - NIGHT                           69

     Dr. Loveless and his visiting foreign dignitaries are
     sipping champagne. One of them is holding a little DOG
     in his arms, BARKING at something in the dark. General
     McGrath stands at the railing, uncharacteristically
     pensive. Loveless rolls over, hands him a glass of
     champagne.

                                LOVELESS
                  Well, General, it's been a long
                  journey from New Liberty.

     McGrath visibly winces at the sound of it.

                                McGRATH
                  Sir, there isn't a day that passes
                  that I don't contemplate it.

                                LOVELESS
                  Yes, and so do I. So do I.
                         (reflexively reaches
                          for missing legs)
                  If I'd only had the scientific
                  understanding of gunpowder and
                  primers that I have today...

                                                       (CONTINUED)

                                                           51.

69   CONTINUED:                                                  69

                                McGRATH
                  That's not what I meant.

     Loveless looks at him, puzzled, then gets it.

                                LOVELESS
                  Oh, you mean the stomach-churning
                  carnage that earned you your
                  unfortunate nom de guerre...

     Loveless speaks for the benefit of the others.

                                LOVELESS
                  What was that nickname again?

                                McGRATH
                         (reluctantly)
                  'Bloodbath' McGrath... the Butcher
                  of New Liberty.'


70   EXT. MALHEUREUX POINT - MARSH - NIGHT                       70

     A reb battalion waits in a foggy meadow that slopes down
     to marsh. Beyond that is the Gulf of Mexico. We
     recognize one of the REBS from the cathouse. He opens
     his pocket watch.

                                REB #1
                  They oughta be here by now.

                                REB #2
                  Maybe we're in the wrong place.

                                REB #1
                         (rechecks map)
                  No, we're supposed to wait 'xactly
                  on this here spot.

     Suddenly they hear a CLANKING and SCREECHING coming from
     the marsh. They ready their arms and get in defensive
     positions. What they can't see through the fog is...


     ANGLE - MARSH - ARMORED TANK

     amphibiously sludges up through the mud and reeds,
     passing by the dumbstruck soldiers as it heads to the
     center of the field. The contraption has a large cannon
     and Gatling guns bristling from several ports. The Rebs
     cheer their new weapon.

     THE WILD WILD WEST - Rev. 7/1/98                         52.

71   EXT. MALHEUREUX POINT - BATTLEFIELD - NIGHT                    71

     Now a MORTAR appears through the turret and FIRES a
     ROCKET that EXPLODES over the Reb soldiers, illuminating
     the field. As soldiers shield their eyes from the
     blinding light...


     ANGLE - AERIAL SHOT - LOOKING DOWN ON FIELD

     Unbeknownst to the Rebs, Loveless has mowed and stained
     the field with concentric lines to give it a giant dart
     board appearance.

     Suddenly the TANK TURRET OPENS FIRE on them. Once over
     their initial shock, the Rebs FIRE BACK with their
     Springfield RIFLES. But the BULLETS PING off the tank's
     impenetrable skin like goober peas.


72   EXT. OFFSHORE - LOVELESS BOAT - NIGHT                          72

     Lippenreider is viewing the carnage through large
     binoculars on a stand.

     General McGrath turns from the rail and faces Loveless,
     outraged.

                             McGRATH
               Why you sawed-off sadistic
               bastard! You've betrayed us!

     Loveless turns to him, cocks his head.

                             LOVELESS
               My dear General, after donating
               half my physical being creating a
               weapon capable of doing this...
               how did you and General Lee repay
               my loyalty? You surrendered at
               Appomattox! So, who betrayed whom?

     Loveless turns to Munitia holding a steno pad.

                             LOVELESS
               Munitia, make note. Turret speed
               needs to be accelerated!

                             MUNITIA
                      (to Amazonia)
               Change gear ratio from 2.2 to 2.8!

     Amazonia pushes a sick dignitary away from the rail so
     she can get a sight line to the tank with her lantern
     semaphore. She begins flashing the new gear ratio.

                                                      (CONTINUED)

                                                               53.

72   CONTINUED:                                                      72

                                AMAZONIA
                  A bucket for the minister, please!

     Now in the b.g., we hear the GATLINGS OPEN UP.
     Lippenreider is reading the lips of the tank's victims.

                               LIPPENREIDER
                  Scream. Scream. My head. I'm
                  dying. Scream. Moan. Scream.

                                McGRATH
                  Loveless, I demand you give the
                  order to stop this slaughter now!

                                LOVELESS
                         (ignores him)
                  ... We're going to need more
                  loading drills! I'm hearing too
                  much time between screams.

     As Munitia scribbles dutifully, McGrath shoves her aside.
     He pulls his pistol.

                                McGRATH
                  For the last time, give them the
                  order to desist!

     Loveless, his back to him, is seemingly unconcerned at
     having a gun barrel pressed against his skull.

                                LOVELESS
                  General, I understand your
                  distress. But believe me, those
                  men are not dying senselessly. It
                  is for a far greater cause than
                  you can imagine.

     As Loveless's right index finger finds a black button on
     the arm of his wheelchair...


     CLOSE ANGLE - LOVELESS'S WHEELCHAIR ARM

     The steel tubes that comprise the armrests are actually
     shotgun barrels facing fore and aft. McGrath's finger
     tightens on the trigger.


     WIDER

                                McGRATH
                  Go straight to hell, sir!

                                                       (CONTINUED)

     WILD WILD WEST - Rev. 4/9/99                                54.

72   CONTINUED:    (2)                                                 72

                                LOVELESS
                  After you... sir.

     BOOOM!!! McGrath has a very startled expression as he
     looks down at the aftereffects of DOUBLE-OUGHT BUCKSHOT.
     As he crumples to the deck, Loveless sniffs.

                                LOVELESS
                  Bloodbath McGrath indeed.

     The dignitary's DOG starts BARKING, jumps to the deck.
     It sits next to the fallen General's gramophone ear and
     cocks his head. With the RCA logo invented we MOVE BACK
     TO...


     ANGLE ON LOVELESS

     He sighs at his pale guests. They don't seem to
     appreciate the efficiency of his slaughter.

                                LOVELESS
                  Well, that concludes the
                  festivities. Ladies, feed him to
                  the crabs.

     Munitia and Amazonia unceremoniously dump McGrath's BODY
     overboard. SPLOOSH... Loveless addresses the
     dignitaries...

                                LOVELESS
                  But, my friends, that tank is just
                  a little ol' toy compared to what
                  this country's greatest scientists
                  are cooking up for me next. So if
                  I've piqued your interest, bring
                  1000 kilograms of your country's
                  gold to Spider Canyon four days
                  from now.
                         (starts to roll
                          off boat)
                  Now if you'll excuse me, I've got
                  a tank to catch.

                                                       CUT TO:


73   EXT. TRAIN SIDING