Sleepless in Seattle (1993)
by Nora Ephron & Delia Ephron.
May 10, 1992.
More info about this movie on imdb.com


FADE IN:

CLOSE ON SAM BALDWIN

A card: Chicago.

He's in his thirties.  His neck is pinched into a crisp 
dress shirt and tie.  His expression is vacant, faraway.
A breeze blows but he doesn't react to it.  In the 
distance the architecture of the Chicago skyline.

			 SAM
	   Mommy got sick and it happened 
	   just like that and there was 
	   nothing anybody would do.
		   (continued)

And pull back to reveal:

EXT. CHICAGO - A GRAVESITE - DAY

Next to Sam is his son Jonah, age 9.  Sam's hand is on 
his shoulder.  As the mourners go past and each takes a 
turn shoveling a clod of dirt into an open grave --

			 SAM
	    If we start asking why we'll go 
	    crazy.  So, rule number one.  
	    We don't ask why.

						CUT TO:

CLOSE ON ANNIE REED

Pretty, blonde, animated.  Jeans, a T-shirt, a Baltimore 
Orioles hat.

			 ANNIE
	    Why? I just want to know why? 
	    That's my first rule.  I always 
	    ask why.  Come on.  Tell me.  
	    C'mon, c'mon, c'mon --

And pull back to reveal:

EXT. CHICAGO ALLEY - DAY

Annie is talking to her boyfriend, a good-looking guy 
named SETH.  They're carrying packing boxes into the 
house they share in the Old Town section of Chicago.  
The same stunning architecture in the b.g.  They go up 
the back wooden staircase to the house.

			 SETH
	    There's no why, Annie.  I'm 
	    just not up for it.  I never 
	    said I was.

			 ANNIE
	    Is there somebody else?

			 SETH
	    Nope.

			 ANNIE
	    You don't love me, is that it?

			 SETH
	    Nope.

Follow them into:

INT. KITCHEN - DUSK

As they set down the packing boxes and Seth starts to 
assemble them.

			 ANNIE
	    How about ... you're too 
	    narcissistic to commit to 
	    another human being in a long-
	    term way.

			 SETH
		   (agreeably)
	    That's good.

						CUT TO:

INT. SAM'S CHICAGO TOWN HOUSE - DAY

An attractive, thirtyish couple, SUZY and GREG are 
stocking Sam's freezer with enough Ziploc meals for a 
months.  A number of friends and relatives talk quietly 
in the living room beyond.  Sam stands alone by a window 
that looks into the backyard.  We can see a garden of 
flowers -- clearly planted by Sam's wife.

			 SUZY
	    Five minutes in the microwave.  
	    Any one of them, five minutes 
	    and done.  Ready to eat.  Do 
	    you know how to make juice?

			 SAM
	    Microwave.  Five minutes.

						CUT TO:

ANNIE'S KITCHEN - SEVERAL DAYS LATER

Packing boxes.  Seth is moving out.

			 ANNIE
	    You take the microwave?

			 SETH
	    What am I going to do with a 
	    microwave?

			 ANNIE
	    You turn it on, you open it and 
	    you stand in front of it for a 
	    very long time.

			 SETH
	    So you're angry.  Big deal.

						CUT TO:

SAM'S OFFICE - DAY

A large modern architectural firm in a Chicago high-
rise.  Lake Michigan out the window.  A large space with 
several architects consulting, drafting, etc.  Sam is at 
his desk, working.  An older colleague, ROB, comes over 
to him.  Rob has a mustache, smokes a pipe; he's kind 
but a little stuffy.

			 ROB
	    Young man, it's none of my 
	    business, but maybe you should 
	    talk to someone.  I myself 
	    have consulted a professional.  
	    I used to be up tight.

On Sam's face.  It's hard to imagine Rob being any more 
uptight than he is.  Sam takes some business cards out 
of his shirt pocket and reads them off.

			 SAM
	    Hypnotherapy...Shiatu Massage...
	    Loss of Spouse support groups...
	    Single parent discussion nights...
	    Parents without partners.
		   (starts riffling, angry)
	    Partners without parents.  
	    People who need people.  Guys 
	    who go into the woods, beat 
	    drums and bond.  Get a shrink.  
	    Hug a friend.  Hug yourself.

He stops, realizing that everyone in the room is staring 
at him.  Quickly they pretend they weren't paying 
attention.  Someone whispers something to a client.

			 SAM
		   (continued)
	    Don't mind him.  He's the guy 
	    who just lost his wife.
		   (beat)
	    What I really think is we need 
	    a change.

			 ROB
	    Good idea.  Take a few weeks 
	    off, get some sun, take Jonah 
	    fishing --

			 SAM
		   (shaking his head no)
	    A real change.  New city.  
	    Someplace where every time I go 
	    around a corner I don't think 
	    of Maggie.

And hold on Sam for a moment and--

						DISSOLVE:

EXT. WRIGLEY FIELD - DAY

Sam, Jonah and Maggie walking toward the field.  It's a 
gorgeous day for a game.  They high-five each other.

			 ROB (V.O.)
	    Where you going to go?

And cut back to:

INT. SAM'S OFFICE - DAY

As Sam snaps out of it.

			 SAM
	    I was thinking about Seattle.

INT. CHICAGO TRIBUNE - DAY

The Living Section of the paper.  Annie is blowing her 
nose as she finishes telling her tale of woe to her 
boss, LAURIE JOHNSON.

			 LAURIE
	    Honey, he wasn't right for you.

			 ANNIE
		   (blowing her nose)
	    I know.

			 LAURIE
	    He wasn't even wrong for you, 
	    like cosmically wrong, so don't 
	    beat up on yourself for 
	    wasting...however long it was.

			 ANNIE
	    I know.
		   (blowing her nose 
		    again)

She pours Annie a cup of hot water.  Annie pulls a 
teabag out of her pocket, puts it into the water.

			 LAURIE
	    Maybe you should see a shrink.

		         ANNIE
	    I want my money.

			 LAURIE
	    Go home for the weekend.

			 ANNIE
		   (after a beat)
	    That's what I'm going to do.  
	    I'm going to go home.
		   (she thinks about it)
	    I quit.  Laurie, I quit.  I'm 
	    going back to Baltimore.
		   (she's giddy)
	    How does a blonde do a high-
	    five?

She smacks herself in the head.

						CUT TO:

O'HARE AIRPORT - DAY

The X where walkway K crosses with walkway L.  Coming 
down walkway K are Sam, Jonah, Suzy, Greg, their son 
MACK, and several other friends.

And coming down walkway L is Annie with Laurie and a 
couple of FRIENDS from the paper, JUDITH and DIANE.

They pass each other going in diagonal directions and 
continue on.

We stay with Sam's group:

			 JONAH
		   (to Mack)
	    Dad says I'm going to get used 
	    to it, but I don't think you 
	    can ever get used to a 
	    designated hitter.

overlap:

			 SUZY
		   (to Sam)
	    Eventually, in a few months, 
	    you'll start seeing women, 
	    you'll meet someone.

			 SAM
	    Move on.  Right.  That's what 
	    I'm going to do.  In a few 
	    months, boom, I'll be fine, 
	    I'll just grow a new heart.

			 SUZY
	    I'm sorry --

			 GREG
	    Sam, she didn't mean --

Sam is shaking his head no as they reach the gate for 
the Seattle plane.

			 SAM
	    I know, I know.
		   (emphatic)
	    Look, it doesn't happen twice.

						CUT TO:

Annie's group, as they approach the gate for the 
Baltimore plane.

			 ANNIE
	    I'm going to meet someone, 
	    someone nice and stable who 
	    wears a hat so he won't catch a 
	    cold, and I'm going to marry 
	    him and have three children 
	    and live happily ever after.  
	    I mean, I am not cut out for this 
	    --

			 DIANE
	    For what?

			 ANNIE
	    For life as we know it.

			 LAURIE
	    Just make sure he isn't fat 
	    like my Michael or you'll spend 
	    your whole life worrying he's 
	    going to drop dead.

			 JUDITH
	    God, you guys are so romantic.

			 ANNIE
	    Do you know how long romance 
	    lasts?
		   (she snaps her fingers)
	    That long.

			 DIANE
	    Steven still brings me flowers 
	    every Friday and we've been 
	    married 10 years.

			 LAURIE
		   (to Diane)
	    Honey, nobody wants to hear 
	    that.
		   (to Annie)
	    Here, darling, have some Tic 
	    Tacs.

Kissing everyone.  Annie starts toward the plane, loaded 
with stuff.

			 ANNIE
	    The next time you see me I am 
	    going to be incredibly happy.

INT. PLANE - NIGHT

Sam and Jonah sitting together as the plane waits on the 
runway.  He notices his father's distractedness, reaches 
over and takes his hand.  Sam comes back into focus.

			 SAM
	    I'm your dad.  Don't ever 
	    forget that.  That's rule 
	    number two.
		   (beat)
	    It's you and me, kid.

INT. PLANE - NIGHT

Annie sitting by herself as the plane waits on the 
runway.

			 ANNIE
		   (to herself)
	    I guess it's just us.

She gulps.

EXT. O'HARA AIRPORT - NIGHT

The two planes face in opposite directions, waiting for 
instructions.

And now they both start to take off.  In opposite 
directions.

And we pull back back back back as the planes take off, 
one flying east, the other flying west.

And further and further back as they soar into the air 
and leave the frame.

The night sky.

Stars twinkle.

And now tilt down to see the United States.  It looks 
like a cross between a satellite photo and a drawing by 
Saul Steinberg.

A light goes on in Baltimore.

A light goes on in Seattle.

They are the only lights on the map.

EXT. BALTIMORE SUN BUILDING - LATE AFTERNOON - CHRISTMAS EVE

As Annie comes out of the newspaper building with WALTER 
JACKSON, a tall, handsome man who wears a hat.  They're 
carrying an armful of Christmas presents.  They're 
walking toward the parking lot.

			 WALTER
	    The short one with black hair 
	    is your cousin Irene --

			 ANNIE
	    -- who's married to --

			 WALTER
	    Harold, who ran away with his 
	    secretary but came back --

			 ANNIE
	    -- because Irene threatened to 
	    put the dog to sleep if he 
	    didn't --

			 WALTER
	    And your brother Tom is a 
	    psychology professor and is 
	    married to...Betsy --

			 ANNIE
	    -- who is the most competitive 
	    woman in the world --

They put the presents in the backs of their two cars and 
pull out together.

EXT. A HOUSE IN BALTIMORE SUBURBS - NIGHT

Christmas lights twinkling as the two cars pull up in 
front of a comfortable upper middle-class house and park 
their cars.  They get out assembling presents.

			 WALTER
	    Your Uncle Milton lost all his 
	    money in a Puerto Rican 
	    condominium that went belly up, 
	    don't mention the IRS or the 
	    Federal prison system.  Your 
	    mother is Barbara, your father 
	    is Cliff --

			 ANNIE
	    I hope he doesn't get out his 
	    slides.

			 WALTER
	    Am I what they had in mind?

			 ANNIE
	    They're going to love you.

As they start toward the house.

						CUT TO:

CLANGING ON THE WINE GLASSES.

AND PULL BACK TO REVEAL:

INT. ANNIE'S PARENTS' DINING ROOM - NIGHT

			 BARBARA
	    Everybody! Annie has an announcement --

			 ANNIE
	    Walter and I are engaged!

And the family's at the diner table.  Annie's family is 
a completely normally-looking WASP family -- only 
everyone is a little eccentric.  Annie's mother BARBARA, 
a beautiful gray-haired, fantastically cheerful woman, 
claps her hands together.  Her father CLIFF, who's at 
the head of the table next to her, gives Annie a kiss.  
Annie's brother TOM and his wife BETSY are at the table, 
along with cousin IRENE and her husband HAROLD.  UNCLE 
MILTON, who's Irene's father and Barbara's brother.  
There are about FIVE CHILDREN there, too.

			 IRENE
	    That's wonderful, Annie.  I 
	    hope it lasts... for years 
	    and years.

			 BETSY
		   (the competitive one)
	    Do you have a ring?

			 ANNIE
	    No.  Not yet.

			 BETSY
	    Oh.  Well.  How will anyone 
	    know?

			 TOM
	    Because you're going to call 
	    them all and tell them.  
	    Congratulations, Walter.

He claps Walter on the back.

Walter sneezes.  And sneezes again.

			 CLIFF
	    Are you all right?

			 WALTER
	    It's nothing.  Nothing.

			 ANNIE
	    It's probably just the flowers --

			 BARBARA
	    We'll move them --

			 WALTER
	    Don't touch them.  I feel 
	    terrible sneezing at a time 
	    like this.  This is a big 
	    moment for me --

			 ANNIE
		   (overlapping)
	    He's allergic to everything, 
	    don't worry about it --

			 HAROLD
	    Bees.  I'm allergic to bees.

			 CLIFF
	    Not salmon I hope --

			 ANNIE
	    If he eats one tiny piece of a 
	    nut --

			 WALTER
		   (cheerfully)
	    My head swells up like a 
	    watermelon and I drop dead.

			 IRENE
	    It's the same with Harold and 
	    bees.

			 CLIFF
	    Your mother and I had salmon at 
	    our wedding, and I really think 
	    a wedding without cold salmon --

			 WALTER
	    I'm not allergic to salmon.  I 
	    don't think.  But you never 
	    know.

			 HAROLD
	    You never know.

			 BARBARA
	    Oh, honey, I feel terrible, we 
	    used up this magnum of 
	    champagne we were saving on 
	    something else, what did we use 
	    it for?

			 TOM
	    Uncle Milton's parole --

			 BARBARA
	    Right.

			 UNCLE MILTON
	    And it was delicious.

			 BARBARA
	    It was, wasn't it, Milton 
	    darling --

			 BETSY
	    When are you getting married, 
	    Annie?

			 CLIFF
	    In early June.  In the garden.

			 HAROLD
	    Does it have to be in the garden?

			 IRENE
	    What about Harold and bees?

			 BARBARA
	    We'll spray you.

			 CLIFF
	    Cold salmon.  A lovely cucumber 
	    salad.  Strawberries.

			 WALTER
	    I'm afraid I'm allergic to 
	    strawberries.

			 CLIFF
	    No strawberries.

Annie smiles at Walter.

			 ANNIE
		   (to Walter)
	    Is that all right with you?

			 WALTER
		   (to Lou Gehrig line)
	    Today I consider myself the 
	    luckiest man on the face of 
	    the earth.

			 IRENE
	    What are you wearing?

			 ANNIE
	    I don't know.

			 BETSY
	    I wish you would wear my dress.  
	    I only wore it once, and you'll 
	    barely have to do anything to 
	    it except take it in in the 
	    bust --

			 BARBARA
	    I have something that might do 
	    --

INT. LIVING ROOM - LATER

Walter is sitting on the couch as Cliff shows him slides 
of cloud formations in Guatemala.  In the next room 
Tom's at the piano and the kids are singing Christmas 
carols.

INT. BACK STAIRWAY - SIMULTANEOUS

MAX, one of the children, is teaching Uncle Milton to 
burp.

INT. ATTIC - NIGHT

The sound of Christmas carols from below.

The attic is full of boxes and Annie walks through with 
her mother.  They come to a dressmakers dummy with a 
sheet over it.  Barbara removes the sheet.  A beautiful 
antique dress.  A veil sitting on top of the dummy.

			 BARBARA
	    The Historical Society wanted 
	    this and I never would give it 
	    to them --

			 ANNIE
	    Granny's dress.  Oh, Mom.

			 BARBARA
	    I notice these things are back 
	    in fashion.  Oh, honey.
		   (tears are rolling down 
		    her face as she tries 
		    the veil on Annie)
	    He's a lovely man, Annie.

			 ANNIE
	    I know.  He's wonderful, isn't 
	    he?

			 BARBARA
	    Are his folks nice?

			 ANNIE
	    You'll love them.  We're going 
	    down to D.C.  tonight to be with 
	    them Christmas morning.

			 BARBARA
	    How did it happen?

Barbara starts to unbutton the tiny buttons on the back 
of the dress and remove it from the dummy.

			 ANNIE
	    It's silly, really.  I mean, 
	    I'd seen him at the office, 
	    obviously I'd seen him, he's 
	    the associate publisher, and 
	    then one day we both ordered 
	    sandwiches from the same place, 
	    and he got my lettuce and 
	    tomato sandwich on whole wheat, 
	    which of course he was allergic 
	    to, and I got his lettuce and 
	    tomato on white.

			 BARBARA
		   (utterly without irony)
	    How amazing.

			 ANNIE
	    It is, isn't it? You make 
	    millions of decisions that mean 
	    nothing and then one day you 
	    decide to order takeout and it 
	    changes your life.

			 BARBARA
	    Destiny takes a hand.

			 ANNIE
	    Oh, please.  Destiny's just 
	    something we've invented 
	    because we can't stand the fact 
	    that everything that happens is 
	    accidental.

			 BARBARA
	    Then how do you explain that 
	    you both ordered exactly the 
	    same sandwich except for the 
	    bread? How many people in this 
	    world like lettuce and tomato 
	    without something else like 
	    tuna?

			 ANNIE
	    It wasn't a sign.  It was a 
	    coincidence.

Barbara shrugs, slips the dress off the dummy and Annie 
steps into it.

Barbra starts to button the dress on Annie.

			 BARBARA
	    I was in Atlantic City with my 
	    family.  Cliff was a waiter.  
	    He talked me into sneaking out 
	    for a midnight walk on the 
	    Steel Pier.  I've probably told 
	    you this a million times, but 
	    I don't care.  And then he held 
	    my hand.  I was scared.  All 
	    sorts of thing were going 
	    through my head.  But after a 
	    while I forgot about them.  At 
	    one point I looked down, at our 
	    hands, and I couldn't tell 
	    which fingers were mine and 
	    which were his.  And I knew.

			 ANNIE
		   (hearing it for the 
		    first time)
	    What?

			 BARBARA
	    You know.

			 ANNIE
		   (she doesn't know, but 
		    she doesn't want her 
		    mother to know she 
		    doesn't know)
	    What?

			 BARBARA
	    Magic.  It was magic.

			 ANNIE
		   (repeating)
	    Magic.

			 BARBARA
	    I knew we would be together 
	    forever, and that everything 
	    would be wonderful, just the 
	    way you feel about Walter.  
	    Walter.  It's quite a formal 
	    name, isn't it?
		   (lowering her voice)
	    One of the things I truly knew 
	    was that your father and I were 
	    going to have a wonderful time
	    ... in the sack I believe you 
	    call it --

			 ANNIE
	    Mom!

			 BARBARA
	    Of course it took several years 
	    before everything worked like 
	    clockwork in that department, 
	    so don't be worried if it takes 
	    a while --

			 ANNIE
	    Mom, we already...

			 BARBARA
	    Well, fine, fine.  Fiddle da 
	    dee.  And how's it working?

			 ANNIE
	    Like... clockwork.

She turns to look in the mirror.  The dress doesn't fit 
at all.  It's completely lopsided.  One shoulder is 
higher than the other.  The waist is in the wrong spot.  
The effect is quite comical.

			 BARBARA
	    So you'll get married in a new 
	    dress.

			 ANNIE
	    It's a sign.

			 BARBARA
		   (gently)
	    You don't believe in signs.

EXT. STREET - LATE

The house Christmas lights sparkle outside, twinkling on 
the tree inside, and the warm light spilling out.

			 ANNIE
	    They loved you.  I told you 
	    they would love you and they 
	    did.

			 WALTER
	    I love you.

			 ANNIE
	    I love you, Walter.
		   (beat)
	    Did anyone ever call you 
	    anything other than Walter?

			 WALTER
	    Nope.

			 ANNIE
	    Even when you were young?

			 WALTER
	    Nope.  Not even when I was 
	    young.

It's starting to rain.

			 WALTER
	    You sure you don't want to 
	    drive with me?

			 ANNIE
	    How will I get back to 
	    Baltimore Saturday?
		   (remembering something)
	    Oh God, I forgot my present for 
	    your stepmother -- I took it 
	    inside by accident.

			 WALTER
	    I'll wait.

			 ANNIE
	    Don't be silly.  I'll just be 
	    ten minutes behind you.

EXT. BELTWAY - NIGHT

As Annie drives back toward Washington, D.C.

Raining.

INT. CAR - NIGHT

Annie driving.  Presents on the front seat.  She's 
singing "Sleigh Ride" and doing all the sound effects 
and clipclops and giddyups.  After a moment, she 
realizes she doesn't know all the words and turns on the 
radio.

			 DR. MARSHA'S FIELDSTONE'S VOICE
	    Welcome back to "You and Your 
	    Emotions." I'm Dr.  Marcia 
	    Fieldstone broadcasting across 
	    America from the top of the 
	    Sears Tower in Chicago where we 
	    would have a fantastic view of 
	    Santa Claus and his reindeer if 
	    there was a -- oops, never 
	    mind.  Tonight we're talking 
	    about wishes and dreams.  
	    What's your wishes this Christmas 
	    Eve? Maybe the best present 
	    you can give yourself is a call 
	    to me.  The number is --

			 ANNIE
	    Give me a break.

Annie changes the station.

			 RADIO VOICE
	    The subject of the evening's 
	    medical update is You and Your 
	    Spleen and our host --

She flips the dial back the other way.

			 DR. MARCIA FIELDSTONE (V.O.)
	    Our caller is from Seattle.

Annie changes the station.

			 RADIO VOICE
	    Coming up, Jingle Bells 
	    backwards, sung by the New 
	    Jersey Cape Mayettes --

Annie twists the dial back the other way.  We hear a 
YOUNG BOY's voice.

			 BOY'S VOICE (V.O.)
	    Hello, this is Jonah --
		   (there's a bleep as 
		    Jonah says his last 
		    name)

Annie's hand lingers on the dial.

			 DR. MARCIA FIELDSTONE (V.O.)
	    No last names, Jonah.  Hello 
	    there, you sound younger than 
	    our usual callers.  How come 
	    you're up so late?

			 JONAH (V.O.)
	    It's not that late in Seattle.

			 DR. MARCIA FIELDSTONE (V.O.)
	    Got me there.  What's your 
	    Christmas wish, Jonah?

			 JONAH (V.O.)
	    It's not for me.  It's for my 
	    dad.  I think he needs a new 
	    wife.

Annie shakes her head.

			 DR. MARCIA FIELDSTONE (V.O.)
	    You don't like the one he was 
	    now?

			 JONAH (V.O.)
	    He doesn't have one now.  
	    That's the problem.

			 DR. MARCIA FIELDSTONE (V.O.)
	    Where's your mom?

			 JONAH (V.O.)
	    She died.

Annie closes her eyes for a moment.

			 ANNIE
	    I don't believe this --

EXT. HIGHWAY - NIGHT

As the car drives along.

			 DR. MARCIA FIELDSTONE (V.O.)
	    I'm sorry to hear that, Jonah.

			 JONAH (V.O.)
	    I've been pretty sad, but I 
	    think my dad is worse.

INT. CAR - NIGHT

			 DR. MARCIA FIELDSTONE (V.O.)
	    And you're worried about him.

			 JONAH (V.O.)
	    I'm worried about him, he's 
	    worried about me, I ride my 
	    bike to school, he follows in 
	    the car, like I'm not supposed 
	    to know he's there.  Now it's 
	    Christmas, and you know what 
	    happens to people at Christmas.

			 ANNIE
	    They lose their minds and call 
	    crackpot doctors on the radio --

			 DR. MARCIA FIELDSTONE (V.O.)
	    Have you talked to your dad 
	    about this?

			 JONAH (V.O.)
	    No.

			 DR. MARCIA FIELDSTONE (V.O.)
	    Why not?

			 JONAH (V.O.)
	    It's very hard for him to talk 
	    about this stuff.  It's like it 
	    makes him sadder.

			 DR. MARCIA FIELDSTONE (V.O.)
	    You want me to talk to him?

			 ANNIE
	    Perfect.  Sandbag the father.

			 JONAH (V.O.)
	    And you crazy? He thinks shows 
	    like this are dumb.  If you 
	    didn't have an 800 number I 
	    could never get away with this 
	    --

			 DR. MARCIA FIELDSTONE (V.O.)
	    Is he home right now?

			 JONAH (V.O.)
	    Yeah.

			 DR. MARCIA FIELDSTONE (V.O.)
	    Well, I think I can help a 
	    little more if I talk to him 
	    directly.

			 JONAH (V.O.)
	    I don't know --

			 DR. MARCIA FIELDSTONE (V.O.)
	    I'm sure he won't be angry once 
	    he realizes how concerned you 
	    are about him.

			 JONAH (V.O.)
	    Okay, but if I get yelled at, 
	    I'm never gonna listen to this 
	    show again.

			 DR. MARCIA FIELDSTONE (V.O.)
	    Fair enough.

INT. SAM'S HOUSEBOAT - NIGHT

Jonah is on the telephone on the first floor of the 
houseboat he lives in with Sam.  He's got the phone cord 
coming out of the small first-floor study, and he's 
standing near the kitchen end of a large living area 
looking out at the back deck, where his dad is sitting 
in a deck chair looking out at the sea.

			 JONAH
	    Dad --

			 SAM
	    What is it?

ON ANNIE AGAIN.

			 JONAH (V.O.)
	    There's somebody on the phone 
	    for you.
		   (into phone)
	    His name is Sam.

			 ANNIE
	    This is completely disgusting.

INT. BALDWIN HOUSEBOAT - NIGHT

Sam pokes his head in the back door.  He looks much as 
he did eighteen months earlier, except that his hair is 
a little longer.  He picks up the phone extension.

			 SAM
	    Hello.

			 DR. MARCIA FIELDSTONE (V.O.)
	    Hello, Sam, this is Dr. Marcia 
	    Fieldstone on Network America.

Sam looks across the room to Jonah.

			 SAM
	    I'm probably not interested in 
	    whatever you're selling.

			 DR. MARCIA FIELDSTONE (V.O.)
	    I'm not selling anything.  Your 
	    son called and asked for advice 
	    on how to find you a new wife.

			 SAM
		   (he really didn't get 
		    her name)
	    Who is this?

			 DR. MARCIA FIELDSTONE (V.O.)
		   (repeating herself)
	    Dr. Marcia Fieldstone of 
	    Network America.

			 SAM
	    Jesus, are we on the air? 
	    Jonah, for God's sake --

			 JONAH
	    Don't be mad at me, Dad.

Sam can see Jonah.  He's frightened.  Sam immediately 
feels how upset Jonah is.

			 DR. MARCIA FIELDSTONE (V.O.)
	    He feels that since your wife's 
	    death you've been very unhappy. 
	    He's genuinely worried about you.

Sam is looking at Jonah, who's rooted to the spot he's 
standing on.

			 SAM
		   (to Jonah)
	    I'm not mad at you.  Okay, I'm 
	    not mad at you.

			 DR. MARCIA FIELDSTONE (V.O.)
	    I think it's hard for him to 
	    talk to you about all this.  
	    Maybe we could talk and it 
	    would make him feel a little 
	    better.

Sam hesitates.

			 JONAH
	    Please --

INT. ANNIE'S CAR - NIGHT

			 ANNIE
	    This is a grotesque violation 
	    of this man's personal life, 
	    but never mind --

			 SAM (V.O.)
	    All righ...

			 DR. MARCIA FIELDSTONE (V.O.)
	    Good.  How long ago did your 
	    wife die?

INT. HOUSEBOAT - NIGHT

			 SAM
	    It's been about a year and a 
	    half.

			 DR. MARCIA FIELDSTONE (V.O.)
	    Have you had any relationship 
	    since?

			 SAM
	    No.

Sam is very uncomfortable about this --

			 DR. MARCIA FIELDSTONE (V.O.)
	    Why not?

			 SAM
	    Look, Doctor, I don't want to 
	    be rude, but --

			 DR. MARCIA FIELDSTONE (V.O.)
	    And I don't want to invade your 
	    privacy --

INT. CAR - NIGHT

			 ANNIE
	    Sure you do.

			 SAM (V.O.)
		   (overlapping)
	    Sure you do --

Annie smiles.

			 SAM
	    Look, we had a tough time at 
	    first, but I think I'm holding 
	    my own as a dad, and Jonah and 
	    I will get along fine again as 
	    soon as I break his radio.

Annie laughs.  So does Mr.  Fieldstone

INT. HOUSEBOAT - NIGHT

Jonah is smiling too.

			 DR. MARCIA FIELDSTONE (V.O.)
	    I have no doubt that you're a 
	    good dad.  You can tell a lot 
	    from a person's voice.  But 
	    something must be missing if 
	    Jonah feels that you're still 
	    under a cloud.

			 JONAH
	    Tell her how you don't sleep at 
	    night.

			 SAM
	    How do you know that?

Sam and Jonah both talk into their extensions, literally 
talking to each other on the phone within their own 
house, but also ON THE AIR.

			 JONAH
	    I can hear you walking around 
	    sometimes.  At first I thought 
	    it was a robber.  Go ahead, 
	    tell her, Dad.

			 SAM
	    I don't think I have to now.

Sam starts across the room towards Jonah, who starts 
toward him, both of them holding their phone receivers.  
On the wall in the dining area is a pine bench.

			 SAM
	    Look, it's almost Christmas --
		   (as the two of them sit 
		    down together on the 
		    bench)
	    A kid needs a mother --

He puts an arm around Jonah.

INT. CAR - NIGHT

As Annie listens.  She's softened considerably.

			 DR. MARCIA FIELDSTONE (V.O.)
	    Could it be that you need 
	    someone just as much as Jonah 
	    does?

			 ANNIE
	    Yes.

Annie catches herself, covers her mouth in embarrassment.

			 ANNIE
	    I'm losing my mind.

EXT. HIGHWAY - NIGHT

As Annie makes a turn off the beltway into a rest stop.

			 DR. MARCIA FIELDSTONE (V.O.)
	    We've been talking to -- well, 
	    let's just call him Sleepless 
	    in Seattle, and we'll be right 
	    back after this break with 
	    listener response, your 
	    response, to the things we've 
	    been discussing.  The number to 
	    call is...

INT. BALDWIN HOUSE

			 SAM
	    What's she talking about?

			 JONAH
	    This is where other people get 
	    to call in and dump on what you 
	    said.

We hear the beginning of a commercial.

INT. TRUCK STOP RESTAURANT - NIGHT

Annie walks in, anxious to break the spell of her radio 
reverie.  She goes to the counter to order some coffee.  
There's a commercial on the radio.  The counter WAITRESS 
LORETTA is talking to the customers -- who include a 
TRUCK DRIVER at a booth.  HARRIET, a short-order-cook, 
is visible through an open window to the kitchen.

			 LORETTA
	    I'll bet he's tall, with a cute 
	    butt.

			 HARRIET
	    I'll bet he hasn't shaved in a 
	    week.  I'll bet he stinks.

			 LORETTA
	    Shut up, Harriet.
		   (to Annie)
	    What'll it be?

			 ANNIE
	    Coffee, please.  Black.  To go.

			 LORETTA
	    Maybe I should hustle myself 
	    out to Seattle.  Give him a 
	    little present for New Year's 
	    Eve.

			 HARRIET
	    You can go there if you want 
	    but don't open his refrigerator.  
	    They don't cover anything when 
	    they put it in the fridge.  
	    They just stick it in and leave 
	    it there till it walks out by 
	    itself.

			 LORETTA
	    Harriet, ever since you 
	    divorced your last husband, 
	    you've been no fun.  I'm 
	    looking, and this guy pops my 
	    tarts.

			 TRUCK DRIVER
	    Come on, Loretta, you're going 
	    to have to jump-start this guy.  
	    His battery's dead.  And look 
	    at me.  Mister Ever-Ready.  
	    Every six minutes, another 
	    charge.

			 LORETTA
	    I'm looking for someone 
	    sensitive.

			 ANNIE
	    Come on, nobody wants a guy 
	    who's sensitive on the radio.

			 DR. MARCIA FIELDSTONE (V.O.)
	    Let's take a call before we get 
	    back to Sleepless.  Knoxville, 
	    Tennessee, you're on.

			 SWEET SOUTHERN VOICE
	    Yes, I would just like to know 
	    where I could get this man's 
	    address?

			 LORETTA
		   (to the radio)
	    Honey, get on line.

EXT. DINER - NIGHT

As Annie gets into her car.

EXT. WASHINGTON, D.C.  STREET - NIGHT

Annie driving toward the house where Walter's parents 
live.

			 DR. MARCIA FIELDSTONE (V.O.)
	    Do you think there's somebody 
	    out there you could love as 
	    much as your wife? Maybe even 
	    more?

			 SAM (V.O.)
	    It's hard to imagine.

And cut back and forth between the car and the 
houseboat.  Sam and Jonah are still on the bench, but 
Jonah has fallen asleep in Sam's lap.  Sam is stroking 
the boy's hair.

			 DR. MARCIA FIELDSTONE (V.O.)
	    What are you going to do, Sam?

			 SAM
	    I don't know.  When I met my 
	    wife, it was so clear.  I just 
	    knew.

Annie is listening now.

			 DR. MARCIA FIELDSTONE (V.O.)
	    What was it that made you know?

			    SAM
	    I don't think I could really 
	    describe it.

			 DR. MARCIA FIELDSTONE (V.O.)
	    Why not?

			 SAM
	    And if I could describe it, 
	    it probably wouldn't be on a radio 
	    show.
		   (he laughs to himself)
	    But what the hell.  It's not 
	    one specific thing.  It's more 
	    of a feeling.
		   (continued)

Annie coasts to a stop outside a handsome mansion in 
Washington, D.C., the motor running.  She's hooked now, 
she's not getting out of the car until she's heard it 
all.

			 SAM
	    You touch her for the first 
	    time, and suddenly... you're 
	    home.  It's almost like...

			 ANNIE
	    Magic.

			 SAM
	    Magic.

CLOSER ON ANNIE

realizing she has just said this.  Realizing that it 
must mean something but not knowing what.

SHE'S CRYING.

			 DR. MARCIA FIELDSTONE (V.O.)
	    Well, it's time to wrap up, 
	    folks --

A FIGURE appears at the passenger side window, which 
Annie doesn't notice.  She's wiping the tears away with 
her hand.

			 DR. MARCIA FIELDSTONE (V.O.)
	    We hope you'll call again soon.

The figure TAPS on the window --

			 WALTER
		   (muffled, outside car)
	    Annie?

			 DR. MARCIA FIELDSTONE (V.O.)
    	    ... and let us know how it's 
    	    going.

-- and taps again.

			 WALTER
	    Annie?

She turns.  He's pointing at the locked door.  She 
searches for the button.  Finally finds it so that 
Walter can open the door.

			 ANNIE
	    I'm sorry, Walter.  I just 
	    heard the most amazing thing on 
	    the radio.

They start toward the front door, Walter and Annie 
carrying presents, an overnight bag of Annie's.

			 ANNIE
	    People call up these shows and 
	    you can't believe the stuff 
	    they say.  It's the end of 
	    privacy as we know it, this 
	    country is just one big global 
	    village with everyone out there 
	    going blah blah blah --

As they enter the house, we hear Silent Night and we see 
a Christmas tree, glittering with lights.

						CUT TO:

A CHRISTMAS TREE GLITTERING WITH LIGHTS

as we pull back to reveal:

INT. HOUSEBOAT - EARLY MORNING

As Jonah opens his presents under the tree and we cut 
from gift to gift:

A BROOKS ROBINSON BASEBALL GLOVE which Jonah loves and 
which he puts on his hand and keeps on while continuing 
to open:

A TIE which mystifies him, but he hangs it around his 
neck.

A PLAID SHIRT

A MAP OF THE UNITED STATES -- the kind that's used in 
schoolrooms that pulls down from a roller.

And now Sam brings out a long narrow present from behind 
the door and Jonah opens --

A NEW FISHING ROD

EXT. HOUSEBOAT - DAY

As Jonah poses with all his Christmas presents -- his 
tie hanging around his neck over his bathrobe and new 
plaid shirt, his baseball glove, fishing rod -- as Sam 
takes his picture.

INT. HOUSEBOAT - DAY (OR POSSIBLY EXT. DECK HOUSEBOAT)

Sam opens his present from Jonah, which is something he 
made in woodworking class.

			 SAM
	    The hopes are perfect -- 
	    beautiful, identical, smooth -- 
	    and they are for something 
	    really amazing I feel it in my 
	    bones --

			 JONAH
	    It's a spice rack.

			 SAM
	    We desperately need a spice 
	    rack.  Desperately.

						CUT TO:

INT. KITCHEN OF HOUSEBOAT - DAY

			 SAM
	    And we desperately need spices.

Where Sam is putting the spices they have -- pepper, 
salt, paprika and oregano -- into the spice rack, which 
has room for at least twenty more.  Jonah is 
methodically making pancakes.

			 JONAH
	    Dad?  About last night?

			 SAM
	    It's never happening again.  
	    Right?

			 JONAH
	    Right.

There's a knock on the door.

			 SAM
	    Then it never happened.

Sam goes to answer the door.

TWO YOUNG WOMEN are standing there.  Both are wearing 
quite a lot of Spandex.  One of them is named LULU.  It 
says so on her jacket.  The other is JOBETH.

			 SAM
	    Hi.

			 LULU
	    Hi.  Sam?

			 SAM
	    Yes?

			 LULU
		   (looking in and seeing 
		       Jonah)
	    You must be Jonah.

Jonah nods.

			 LULU
		   (to her friend)
	    See.  I told you.  Sam and 
	    Jonah.  I'm LULU.  This is 
	    JoBeth.

JoBeth nods, and continues to nod as Lulu talks.

			 LULU
		   (continues)
	    We live two piers over, don't 
	    we? Number 12, right? We're 
	    having like a really neat open 
	    house today from like four to 
	    whenever if you care to stop 
	    by.

			 SAM
	    Thanks, but... we've got plans.

			 LULU
	    Well, here's the number.  If 
	    you ever find yourself 
	    Sleepless, give us a call.  We 
	    also... do babysitting.

She winks.  JoBeth nods.

Sam nods.

Lulu waves goodbye, and she and JoBeth sashay off down 
the dock.

Jonah closes the door and turns to Sam.

			 JONAH
	    Not.

			 SAM
	    My feelings exactly.

EXT. LAKE UNION MARINA - EARLY MORNING

Jonah and Sam are fishing off a dingy.

			 SAM
	    How many people do you think 
	    heard that thing last night?

			 JONAH
	    It plays in 50 states.

			 SAM
	    What?!

			 JONAH
	    Nobody else is going to know it 
	    was us.

			 SAM
	    You're right.
		   (after a beat)
	    You better hope so.

EXT. BALTIMORE SUN - MORNING

INT. LIFESTYLE SECTION - DAY

A large open newsroom-type space with REPORTERS at 
computers.  Around the perimeter are glass-partitioned 
offices and meeting rooms.  Inside one of the offices is 
BECKY, the Lifestyle editor of the Sun.  She's at a 
table with Annie, now a reporter for the section, and 
two other colleagues -- KEITH and WYATT.  Wyatt is 
playing Gameboy.

			 KEITH
	    This man sells the greatest 
	    soup you've ever eaten, there's 
	    a line around the block, and he 
	    is, I am not kidding, the meanest 
	    man in America.
		   (beat)
	    I feel strongly about this, 
	    Becky.  This is not just about 
	    soup.

			 BECKY
	    Do it.  What else?

			 WYATT
	    New Year's Eve.  Please don't 
	    make me write it.

Becky looks at Wyatt, notices the Gameboy.

			 BECKY
	    Wyatt, I do not mean to remind 
	    you of your mother, but if you 
	    don't put that game away, no TV 
	    for a week.

			 WYATT
		   (pushing it to the 
		    center of the table)
	    Would someone look this up, 
	    don't tell me where.

Becky is riffling through some papers on the table, 
among which are some tearsheets from the Associated 
Press wire.

			 BECKY
	    Listen to this.  Phone service 
	    in the greater Chicago area was 
	    tied up for two hours Christmas 
	    Eve because some kid called a 
	    phone-in show to get a wife for 
	    his father.  Two thousand women 
	    called in for the number.

			 KEITH
	    Jesus.

			 ANNIE
	    I heard it.  This kid calls up 
	    and says my dad needs a wife 
	    and I'm talking to myself in 
	    the car saying, this is 
	    completely disgusting, you're 
	    taking advantage of a child, 
	    and then the father gets on and 
	    this shrinkette says, do you 
	    want to talk about it? And he 
	    says no as a matter of fact I 
	    don't, and I am saying, bravo! 
	    Right on! Don't talk to her, 
	    it's none of her business --
		   (she's completely into 
		    this story now)
	    -- and then suddenly, for no 
	    reason at all, he's talking 
	    about how much he loved his 
	    wife, and how he just --
		   (she snaps her fingers)
	    fell in love with her and I am 
	    crying.  Me.  A tear is 
	    actually rolling down my face.  
	    It was like what happens when I 
	    watch those phone company ads.  
	    I don't have to see the whole 
	    ad, I just have to see the part 
	    where the daughter gives her 
	    mother a refrigerator with a 
	    big red bow on it, have you 
	    seen that one?

Everyone looks at her.  Apparently she's finished.

			 BECKY
	    You should write something 
	    about this.

			 ANNIE
	    About what?

			 BECKY
	    Whatever it is.

			 KEITH
		   (waving the AP story)
	    What it is is, there are a lot 
	    of desperate women out there 
	    looking for love.

			 WYATT
	    Especially over a certain age.

Annie is looking at them.  This isn't what she was 
talking about at all, although she isn't quite sure what 
she was talking about.

			 KEITH
	    It is easier to be killed by a 
	    terrorist after the age of 40 
	    than it is to get married --

			 ANNIE
	    That is not true.  That 
	    statistic is not true.

			 BECKY
	    It's not true, but it feels 
	    true.

			 ANNIE
	    There's practically a whole 
	    book about how that statistic 
	    is not true --

			 WYATT
	    Calm down.  You brought it up --

			 ANNIE
		   (sharply)
	    I did not, Wyatt.

A beat, everyone pauses.  Things are a little out of 
hand.

			 BECKY
	    So where were we?

			 WYATT
	    New Year's Eve.  I'll do it, 
	    okay?

			 BECKY
	    Okay.

			 ANNIE
	    If someone is a widower, why do 
	    they say he was widowed? Why 
	    don't they say he was widowered?

Everyone looks at her strangely.

			 ANNIE
	    I was jus wondering.

EXT. BALTIMORE STREET - DAY

Annie walking purposefully, followed by Becky, hurrying 
to catch up.

			 BECKY
	    What was that about up there?

			 ANNIE
	    What was what?

			 BECKY
	    What's with you?

			 ANNIE
	    Nothing's with me.

INT. BALTIMORE RESTAURANT - DAY

Becky and Annie are having lunch.

			 BECKY
	    "Sleepless in Seattle"?

			 ANNIE
	    That's what she called him on 
	    the show.  Because he can't 
	    sleep.

			 BECKY
	    And now 2,000 women want his 
	    number.  The guy could be a 
	    crackhead, a psychopath, a 
	    flasher, a junkie, a 
	    transvestite, a chain-saw 
	    murderer, or someone really 
	    sick, like Rick.

			 ANNIE
	    Actually, he sounded nice.

			 BECKY
	    Oh? Oh, really? Now we're 
	    getting down to it.

			 ANNIE
	    Not.

She reaches down for her purse.

INT/EXT. REMODEL HOUSE - DAY

A hand reaching down to pick something up -- the Seattle 
newspaper, and

PULL BACK TO REVEAL:

Sam carrying the paper down/up the stairs to an old 
house that's being renovated.  Jonah, who is playing 
Cameboy, is walking along with him.  WORKMEN are active 
everywhere.  Dry wall going up, cabinets being 
installed, tile being set.

One of Sam's partners, BOB LANGMAN, is walking with him, 
and JAY MATHEWS, the on-site supervisor, is waiting for 
them in an unfinished doorframe.  Bob is hefty, older, 
always eating something dietetic.  Jay is younger and 
always wears as little as possible, even in cold weather.

			 BOB LANGMAN
	    Now she wants a circular 
	    stairwell off the den.

			 JAY
		   (to Jonah, in b.g.)
	    Punch me, punch in right here.
		   (points to his stomach;
		    Jonah punches)
	    And she wants the Sub-Zero with 
	    the side-by-side doors --

			 BOB
	    Which means --

			 SAM
	    The cabinets have to be redone 
	    --

They all nod at each other.  The woman has been a 
nightmare.

			 BOB
	    So we thought --

			 JAY
	    Since you're on the make again 
	    --

Sam looks at Jonah --

			 SAM
	    Great.  This is great.  The 
	    whole town knows.  Just out of 
	    curiosity, how do you two know?

			 BOB
	    Grace heard it.

			 SAM
	    Grace the dispatcher.  Great.

			 BOB
	    The point is, take the client 
	    out to dinner and ask her to 
	    marry you and then maybe we 
	    won't have to redo the kitchen 
	    cabinets.

			 SAM
	    Why me? What about Jay?

			 JAY
	    Hey, my plate is full.

			 SAM
	    Well, okay.  What's the big 
	    deal?  If she'll forget the 
	    new fireplace, I'll marry her.  
	    Just point me in the right 
	    direction.

			 JONAH
	    Dad, I don't know about this 
	    one --

			 SAM
	    Oh, you're changing your mind 
	    --

			 JONAH
	    No, I'm not, but --

			 SAM
	    What's the matter with this 
	    one? Wouldn't you like to have 
	    Imelda Marcos as your mother?

			 JONAH
	    Dad --

Sam cuffs him good-naturedly.

			 SAM
	    We better take the measurements 
	    for the new cabinets.

He walks away past some workmen, ladders, etc.  and 
starts checking the cross-beams in the ceiling over in 
another area of the site.  Bob follows after him.  Jay 
tosses Jonah a hammer and they start knocking nails into 
the wall.

			 BOB
	    Sam, if you're not doing 
	    anything New Year's -- 
	    obviously you're not doing 
	    anything New Year's -- we're 
	    having some people over, all of 
	    them married, not one even 
	    remotely interested in playing 
	    around.  Does that sound great 
	    or what?
		   (whistfully)
	    I can't think of the last time 
	    I was at a party when anything 
	    actually happened.

			 SAM
	    Thanks, but I'll pass.  It's 
	    kind of a big night.  I don't 
	    like to leave Jonah alone.

						CUT TO:

SHOT OF  HOUSEBOAT BEING TOWED BY A TUG DOWN THE RIVER (OR A 
SEAPLANE LANDING) - TWILIGHT

EXT. HOUSEBOAT - TWILIGHT

Jonah watching it.  Sam visible in the distance in the 
kitchen.

INT. KITCHEN - TWILIGHT

As Sam is busy installing the spice rack.  He marks the 
wall, hammers in the nails, etc.

			 SAM
		   (as he starts putting 
		    new spices into the 
		    rack, in alphabetical 
		    order)
	    Does red pepper go under R or 
	    P?

			 JONAH
	    P.
		   (beat)
	    Dad?

			 SAM
		   (absently)
	    What?

			 JONAH
	    I forgot to mention.  Jed 
	    called --

			 SAM
	    Just out of curiosity, do you 
	    have any friends whose names 
	    don't begin with a J?  I feel 
	    like it was a failure of the 
	    imagination on our part naming 
	    you Jonah.
	  	   (looking at the spices)
	    What is marjoram? Does anyone 
	    know?

			 JONAH
	    Jed is having a slumber party 
	    New Year's Eve and he invited 
	    me.

A beat.

			 SAM
	    Fine.  Fine.

			 JONAH
	    So I can go.

			 SAM
	    Sure.
		   (almost done with the 
		    spices)
	    Looking good.

			 JONAH
	    Shouldn't you have used a 
	    toggle bolt?

			 SAM
	    I think I know how to have a 
	    spice rack.

He puts in the last spice.

They stand back to admire it.  A beat.  The rack falls 
off the wall.

The rack itself doesn't break, but about six of the 
glass jars of spices break.

There's paprika and thyme and currying powder, etc.  all 
over the floor along with shards of glass.

			 SAM
    	    God fucking dammit!  Shit! 
    	    Fuck.  Piss.

Jonah bursts into tears.

			 SAM
		   (still angry)
	    I'm sorry.
		   (softening)
	    I'm sorry.

He picks up Jonah and holds him.

			 SAM
	    I'm sorry.  I'm just --

			 JONAH
	    Stressed.

			 SAM
	    Right.  I'm sorry, Jonah, I'm 
	    sorry.

And he holds Jonah as Jonah calms down.  Sam closes his 
eyes tight.

INT. A TELEVISION SET OF NEW YEAR'S EVE ON TIMES SQUARE

And pull back to reveal:

INT. HOUSEBOAT - NIGHT

Sam, alone, watching the ball drop.  He's got a bag of 
Doritos and a beer.

			 A VOICE
	    Can I have half your beer?

			 SAM
	    Sure.

It's Maggie.

She takes his bottle of beer and pours half of it into a 
glass.

			 MAGGIE
	    What did I used to say? Here's 
	    looking at you? Here's mud in 
	    your eye?

			 SAM
	    Here's to us.  You used to say 
	    here's to us.
		   (he looks at her and 
		    his eyes well with 
		    tears)
	    Oh babe.  I miss you so much it 
	    hurts.

He reaches out for her.  She's gone.

And we hear the television set now counting down to 
midnight in New York.

						CUT TO:

INT. NEW YEAR'S EVE PARTY IN BALTIMORE - NIGHT

The same television show counting down to midnight.

Champagne corks popping, etc.

And we see Walter and Annie.

			 WALTER
	    Happy New Year, darling.

			 ANNIE
	    Happy New Year.

They start to dance.

			 WALTER
	    I was thinking, I have to go up 
	    to Boston for the AAP 
	    convention and then visit 
	    Winston-Hughes about switching 
	    over our computers.  Why don't 
	    we meet in New York for 
	    Valentine's Day weekend?

			 ANNIE
	    Walter, I'd love to --

			 WALTER
	    We'll stay at the Plaza --

			 ANNIE
	    Go for a walk in Central Park --

			 WALTER
	    Go to the Symphony --

A beat.

			 ANNIE
	    We will?
		   (beat)
	    The Symphony?
		   (beat)
	    Okay.
		   (beat)
	    I'll take you to the Russian 
	    Tea Room for pelmeni.

			 WALTER
	    What is it?

			 ANNIE
	    It's delicious, trust me.

			 WALTER
	    Does it have wheat in it?

			 ANNIE
	    I don't think so.

They go on dancing.  It's one of those parties where 
everyone looks so happy and so in love.  Annie, however, 
looks thoughtful.

ET.  MARINA PARKING AREA - DAY

Sam gets out of his car and starts down the dock toward 
his houseboat.  He's carrying a bag of groceries.

In the parking lot is a U.S.  MAIL TRUCK.

EXT. HOUSEBOAT - DAY

Sam approaches his boat and a puzzled look comes over 
his face.

A MAILMAN with a sack of mail is standing outside the 
front door of the houseboat.  Jonah is signing a receipt 
for the mail.

			 JONAH
	    Look at this, Dad.  They're 
	    all for you --

Sam picks up an envelop and looks at it.  It's 
addressed to Sleepless in Seattle c/o Dr.  Marcia 
Fieldstone, Radio Station KWRS in Chicago.  He's 
stunned.  As he signs the receipt:

			 MAILMAN
	    If you're having trouble 
	    sleeping, you might want to try 
	    drinking a glass of water from 
	    the other side.

			 JONAH
	    I thought that was for hiccups.

			 MAILMAN
	    Does it work for hiccups?

			 JONAH
	    For hiccups, a spoonful of 
	    sugar, you hold it in your 
	    mouth for a minute.

			 MAILMAN
	    Really?

The mailman starts back toward the mail truck.

Sam and Jonah start toward the door.

INT. HOUSEBOAT - NIGHT

Sam is in the kitchen making dinner.  Jonah is sitting 
at the table, reading the letters from the stack they 
found by the door.

			 SAM
	    Just out of curiosity, how did 
	    they get our address?

			 JONAH
	    They called and asked for it.
		   (reading)
	    "Dear Sleepless in Seattle.  
	    You are the most attractive man 
	    I've ever laid ears on."

Jonah rolls his eyes, tosses the letter into a pile of 
rejects, opens another.

			 SAM
	    How did they get our phone 
	    number?

			 JONAH
	    You have to give them your 
	    phone number or they won't let 
	    you go on the air.

Sam nods as if this makes perfect sense.

			 JONAH
		   (continues, reading)
	    "Dear Sleepless in Seattle: I 
	    am an SWF"--
		   (to Sam)
	    What is that?

			 SAM
	    Thank God.  Something you don't 
	    know.  It's a single white 
	    female.

			 JONAH
	    This is no good.  She's looking 
	    for someone French.  Or Greek.
		   (puzzled, he throws the 
		    letter into the reject 
		    pile, opens another)
	    "Dear Sleepless in Seattle: I 
	    live in Tulsa." Where is that? 
	    --

			 SAM
	    Oklahoma.  Do you know where 
	    that is?

			 JONAH
	    Somewhere in the middle.

			 SAM
	    I'm not going to think about 
	    what they're not teaching you 
	    in school.  I am not going to 
	    think about it.
		      (beat)
	    Generally speaking I think we 
	    should rule out people who 
	    don't live somewhere near here 
	    --

			 JONAH
	    She's willing to fly anywhere.

As Jonah hands Sam the picture.

			 SAM
	    She looks like my third grade 
	    teacher.  I hated my third 
	    grade teacher.  Hold it! Wait 
	    a minute! She is my third 
	    grade teacher!

			 JONAH
	    Dad, you're not taking this 
	    seriously.

			 SAM
	    This is not how you do it.
		   (referring to the 
		    hamburger)
	    You want this on an English 
	    muffin or a bun?

			 JONAH
	    English muffin.  How do you do 
	    it?

			 SAM
	    You see someone you like, you 
	    get a feeling about them, you 
	    ask them if they want to have a 
	    drink or --

			 JONAH
	    -- a slice of pizza --

			 SAM
	    But not dinner necessarily on 
	    the first date because by the 
	    time you're halfway through 
	    dinner you might be sorry you 
	    asked them to dinner whereas if 
	    it's just a drink, if you like 
	    them you can always ask them 
	    for dinner but if you don't you 
	    can go home if you see what I 
	    mean.
		      (beat)
	    I wonder if it still works this 
	    way.

			 JONAH
	    It doesn't.  They ask you.

			 SAM
	    I'm starting to notice that.

INT. ANNIE'S BEDROOM - NIGHT

Annie and Walter are making love.

			 JONAH (V.O.)
	    If you get a new wife, I guess 
	    you'll have sex with her, huh?

			 SAM (V.O.)
	    What do you think?

			 JONAH (V.O.)
	    Will she scratch up your back?

			 SAM (V.O.)
	    What?

JONAH'S BEDROOM - NIGHT

As Sam puts Jonah to sleep.  Jonah is holding his teddy 
bear while this conversation concludes.

			 JONAH
	    In the movies women are always 
	    scratching up guy's back and 
	    screaming and stuff.  When 
	    they're having sex.

			 SAM
	    Whose show was this on?

			 JONAH
	    Jed's got cables.

			 SAM
	    Go to sleep.

He kisses him good-night.

			 JONAH
	    Kiss Howard.
		   (he holds out the 
		    teddy bear)
	    G'night, Howard.

INT. ANNIE'S BEDROOM - NIGHT

Annie and Walter have just finished making love.

Walter falling asleep.

Annie lying in bed, with her eyes open.

She starts to get out of bed.  Puts on a robe.

INT. STAIRWAY - HOUSE

As Annie comes downstairs in a bathrobe.

She opens the door to the street.

EXT. STREET - NIGHT

As Annie starts to run down the street.

CLOSEUP OF: ANNIE, RUNNING

And now we widen out to see a misty highway she's running 
down.

Past a sign saying: Seattle Approximately 3,000 miles.

Past another sign: Your nerves are shot.

And another: Your feet are cold.

And another: Will you find love.

And another: Before you're cold?

And another: Burma Shave.

And Annie continues to run, and now we see she's running 
across a map of the United States -- it's a little like 
the one we saw in the beginning of the movie -- it's 
like the famous map of the United States by Saul 
Steinberg, but instead of being about New York, this one 
is about Seattle.

In the distance, at the very edge of the map, we see two 
indistinct figures -- a map and a young boy.  They start 
to wave at her, very slowly.

Annie's eyes widen.

						CUT TO:

INT. ANNIE'S BEDROOM - NIGHT

Annie in bed, eyes open.  Walter fast asleep.

She gets out of bed, puts on her robe (just as she did 
in the dream sequence).

INT. STAIRWELL - NIGHT

As Annie comes down the stairs.

INT. KITCHEN - HOUSE

She turns the light on.

Opens the refrigerator.

Closes it.

Opens it again.  Takes out some milk.

Sits down at the kitchen table with a bowl, corn flakes, 
banana.  She's about to assemble it when:

She sees:

THE RADIO

She stands up, turns it on to the station Dr. Marcia 
Fieldstone is on.  She sits back down with her corn 
flakes.

			 ANNOUNCER (V.O.)
	    Up next, "You and Your 
	    Emotions" with Dr.  Marcia 
	    Fieldstone, clinical 
	    psychologist and the best 
	    friend you never had.
		   (the teaser continues)

			 WOMAN'S VOICE (V.O.)
	He says he doesn't love me any 
	more.

			 DR. MARCIA FIELDSTONE (V.O.)
	    Why do you want to be with 
	    someone who doesn't love you?

			 ANOTHER WOMAN (V.O.)
	    Every time I come close to 
	    orgasm he stops and goes to 
	    make himself a sandwich --

			 DR. MARCIA FIELDSTONE (V.O.)
	    Why don't you make him a 
	    sandwich beforehand?

			 SAM'S VOICE (V.O.)
	    When I met my wife, it was so 
	    clear.  I jus knew.

Annie starts at hearing Sam's voice.

			 DR. MARCIA FIELDSTONE (V.O.)
	    What was it that made you know?

			 SAM'S VOICE (V.O.)
	    I don't think I could really 
	    describe it.

			 DR. MARCIA FIELDSTONE (V.O.)
	    Why not?

			 SAM'S VOICE (V.O.)
	    And if I could describe it, it 
	    probably wouldn't be on a radio 
	    show.
		   (he laughs to himself)
	    But what the hell.  It's not 
	    one specific thing.  It's more 
	    of a feeling.  
		      (continuing)
	    You touch her for the first 
	    time, and suddenly... you're 
	    home.  It's almost like... 
	    magic.

Annie closes her eyes.

			 ANNOUNCER (V.O.)
	    We'll be back after this 
	    commercial with Dr. Marcia 
	    Fieldstone.

EXT. BALTIMORE - PEABODY LIBRARY - DAY

We see Annie's car pull into a parking space outside the 
Peabody Library.  Annie gets out of the car.

INT. LIBRARY - DAY

As Annie strides purposefully across the library and 
enters:

INT. ANNIE'S BROTHER TOM'S OFFICE - DAY

Annie bursts into Tom's office and walks over to his 
desk.  We barely has time to look up.

			 ANNIE
	    I think I'm going crazy, Tom.  
	    I really do.  Are you happily 
	    married?

			 TOM
		   (completely panicked by 
		    the question)
	    What?

			 ANNIE
	    I mean, why did you get 
	    married? Was it all fireworks 
	    and trumpets and --

			 TOM
		   (regaining composure)
	    I got married because Betsy 
	    said we had to break up or get 
	    married.  So we get married.

			 ANNIE
	    But when you met her, did you 
	    believe she was the only person 
	    for you? That in some mystical, 
	    cosmic way, it was fated?

			 TOM
	    Annie, when you meet someone 
	    and you're attracted to them, 
	    it just means that your 
	    subconscious is attracted to 
	    their subconscious, 
	    subconsciously.  So what we 
	    think of as chemistry is just 
	    two neuroses knowing that they 
	    are a perfect match.

			 ANNIE
	    I don't even know him.  But 
	    I'm having all these fantasies 
	    about a man I've never met, 
	    who lives in Seattle.

			 TOM
	    It rains nine months of the 
	    year in Seattle.

			 ANNIE
	    I know, I know.  I do not want 
	    to move to Seattle.  But what I 
	    really don't want to do is end 
	    up always wondering what might 
	    have happened and knowing I 
	    could have done something.  
	    What do you think?
		   (Tom opens his mouth to 
		    say something, but 
		    before anything comes 
		    out, Annie fills the 
		    void)
	    It's just cold feet, isn't it? 
	    Everyone panics before they get 
	    married, didn't you?

			 TOM
	    Yes, I did.

			 ANNIE
	    Thank you, Tom.  I feel so much 
	    better just having blown this 
	    off.

			 TOM
	    Any time.

INT. PEABODY LIBRARY - DAY

As Annie walks through it and pushes the door to exit.

EXT. A DOOR OPENING TO SEATTLE STREET - DAY

Sam and Jay walk out of the Arctic Building onto the 
street.

			 JAY
	    Sandy has a girlfriend, Clenda
	    ... She's a weightlifter, but 
	    it's not like her neck is 
	    bigger than her head or 
	    anything --

			 SAM
	    I'm not asking you to set me 
	    up, Jay.  That's not what I 
	    need your help for.  I want to 
	    know what it's like over there.

			 JAY
	    And that's what I'm trying to 
	    tell you.  What women are 
	    looking over, okay? Pecs and a 
	    cute butt.

			 SAM
	    You mean, like, "He has the 
	    cutest butt"? Where did I hear 
	    that recently?

			 JAY
	    Everywhere.  You can't even 
	    turn on the news without 
	    hearing about how some babe 
	    thought some guy's butt was 
	    cute.  Who the first babe to 
	    say this was I don't know, 
	    but it caught on.

INT. SEATTLE RESTAURANT - DAY

Sam and Jay at the counter.  Out the window, we can see 
water.

			 JAY
	    When's the latest time you were 
	    out there?

			 SAM
		   (trying to remember)
	    Seventy... eight.

			 JAY
	    Well.  Things are different.  
	    First, you have to be friends.  
	    You have to like each other.  
	    Then you neck.  This can go on 
	    for years.  Then you have 
	    tests.  Then you get to do it 
	    with a condom.
		   (beat)
	    The good news is, split the 
	    check.

			 SAM
	    I don't think it could let a 
	    woman pay for dinner.

			 JAY
	    Great.  They'll have a parade 
	    in your honor.  You'll be Man 
	    of the Year in Seattle 
	    Magazine.  Tira misu.

			 SAM
	    What's tira misu?

			 JAY
	    You'll find out.

			 SAM
	    What is it?

			 JAY
	    You'll see.

			 SAM
	    Some woman is going to want me 
	    to do it to her and I'm not 
	    going to know what it is.

			 JAY
	    You'll like it.

			 SAM
		   (grimly)
	    This is going to be tougher 
	    than I thought.

EXT. HOUSEBOAT - EARLY EVENING

Sam coming home.

INT. HOUSEBOAT - EARLY EVENING

As he enters.  It's very quiet.  Too quiet.

			 SAM
	    Jonah?

No answers.

			 SAM
	    Jonah?

He starts to look concerned.

			 SAM
	    Jonah?

He goes down the hall to Jonah's room.  The door is 
shut.  He opens it.

Jonah is sitting on his bed listening to a tape.  
Earphones on.  Next to him is a young girl named 
JESSICA.

			 SAM
	    Jonah?

Jonah takes off the earphones.

			 JONAH
	    Hi, Dad.  Dad, this is Jessica.

			 SAM
	    It's nice to meet you, Jessica.

			 JONAH
	    Dad, this is amazing.  If you 
	    play this backwards, it says 
	    "Paul is dead."

			 SAM
	    I know.

			 JONAH
	    How do you know?

Sam shrugs, turns to go back down the hall.

			 JONAH
	    Dad, could you close the door?

			 JESSICA
	    H and G.
		   (Sam looks back)
	    Hi and goodbye.

Sam closes the door to Jonah's room.

Hold on Sam.

			 SAM
		   (to himself)
	    Get a life.

INT. HOUSEBOAT - CONTINUOUS

As Sam comes downstairs, goes into his office.  Closes 
the door.

INT. SAM'S OFFICE AT HOME - CONTINUOUS

He goes to the phone.  Looks up a number in the phone 
book.  Picks up the phone and dials a number.

			 SAM
	    Hi, Victoria?... It's Sam 
	    Baldwin, I don't know if you 
	    remember me.  Oh?  Well, great.  
	    I was wondering if you wanted 
	    to have a drink... Friday, 
	    say... Dinner?... Sure, dinner 
	    would be fine.  Sure.  Dinner.

INT. AN UNFINISHED DINNER ON A PLATE IN ANNIE'S LIVING ROOM 
- NIGHT

Annie is watching "An Affair to Remember" on television, 
tears pouring down her face.  Cary Grant is saying: "Are 
you in love with him?" Deborah Kerr replies: "I'm not 
now."

She's sitting at the dining room table.  A dozen pieces 
of paper litter the table.  Annie's been unsuccessfully 
typing a letter on an old Underwood typewriter.

			 ANNIE
	    Now those were the days when 
	    people knew how to be in love.

She takes a blast from the wine glass to her right.  
Becky leans in, refilling the glass.  Annie begins to 
type and sob and look at the TV.

			 BECKY
	    You're a basket case.

			 ANNIE
		   (as she types)
	    They knew it.  Time, distance, 
	    nothing could separate them.  
	    Because they knew.  It was 
	    right.  It was real.  It was...

			 BECKY
	    ... movie.
		   (beat)
	    That's your problem.  You don't 
	    want to be in love.  You want 
	    to be in love in a movie.
		   (beat)
	    Read it to me.

			 ANNIE
		   (reading her letter)
	    "Dear Sleepless and Son..."

			 BECKY
	    It sounds like the name of a 
	    mattress store --

			 ANNIE
	    "I am not the sort of person 
	    who listens to call-in radio 
	    shows" --

Becky flops on the couch.

			 BECKY
	    And this woman is a writer! 
	    That's what everyone writes at 
	    the beginning of letters to 
	    strangers.

			 ANNIE
	    I know that.  You think I don't 
	    know that? "I know that's a 
	    dumb way to begin, but it's the 
	    only way I can think of to 
	    convey what happened to me the 
	    other night when I heard the 
	    two of you on the radio.  On 
	    the other hand, maybe I'm just 
	    losing my mind."

			 BECKY
	    You are.  You're losing your 
	    mind.  What about Walter?

			 ANNIE
	    I'm going to marry Walter.  I 
	    just have to get this out of my 
	    system.

			 BECKY
	    Right.

			 ANNIE
	    I should say something in this 
	    about magic.

			 BECKY
	    What?

			 ANNIE
	    I don't know.  I mean, what if 
	    I never meet him? What if this 
	    man is my destiny and I never 
	    meet him?

			 BECKY
	    Your destiny can be your doom.  
	    Look at me and Rick.

			 ANNIE
		   (typing some more)
	    "I want to meet you..."

Cary Grant says: "How about the top of the Empire State 
Building?"

			 BECKY
	    "On top of the Empire State 
	    Building at sunset on 
	    Valentine's Day."

			 ANNIE
	    Good.  Perfect.  I'll be in New 
	    York with Walter, I can squeeze 
	    it in.

She types in Becky's idea.

Then she takes the piece of paper out of the typewriter, 
smashes it into a ball and tosses it up in the air and 
into Becky's lap.

			 BECKY
	    You want to hear about destiny? 
	    If my husband hadn't gone on a 
	    diet, which caused me to leave 
	    him, I would never have been on 
	    that flight to Miami, and met 
	    Rick, and ended up having sex 
	    in the bathroom of a 727 with 
	    that nob you slide that says 
	    "vacant-occupied, vacant-
	    occupied, vacant-occupied" --
		   (she shudders in 
		    ecstasy, then pulls 
		    herself together)

			 ANNIE
	    You never told me you left your 
	    husband because he went on a 
	    diet.

			 BECKY
		   (nods; after a beat)
	    He lost all the weight... 
	    there.

			 ANNIE
	    That's impossible.  A guy can't 
	    --

			 BECKY
	    Can too.

			 ANNIE
	    No.

			 BECKY
	    Yes.

			 ANNIE
	    And then you left him? He lost 
	    weight there and you left him?

			 BECKY
	    Plus he fell in love with a 
	    temp.

			 ANNIE
	    Listen to this, I love this 
	    part --

Deborah Kerr says: "It's now or never." And Cary Grant 
says: "We'd be fools to let happiness pass us by." 
Deborah Kerr: "Winter must be cold for those with no 
warm memories."

Becky and Annie with tears rolling down their faces.

			 BECKY
	    Men never get this movie.

			 ANNIE
	    I know.

			 BECKY
	    Do you think at the end of the 
	    movie when she's in the 
	    wheelchair they can still do 
	    it?

			 ANNIE
	    I always wondered about that 
	    too.

As Becky reaches for a Kleenex.

INT. JONAH'S BEDROOM

A Kleenex being pulled from a box.  Sam is giving it to 
Jonah, who's up.  His hair is mated with perspiration.

			 SAM
	    It's okay, it's okay.  I'm 
	    here.

A beat while Jonah calms down.

			 JONAH
	    It was sinking.

			 SAM
	    What was?

			 JONAH
	    Our house.  There was water 
	    coming in all the windows.

			 SAM
		   (calm and definite)
	    You're worried we're going to 
	    be all right.  We're going to 
	    be all right.
		   (Sam gives Jonah a 
		    squeeze)
	    I remember sometimes you'd have 
	    nightmares as a baby.  Your mom 
	    would hold you and rock you and 
	    sing you a song.

			 JONAH
	    Bye bye blackbird.

			 SAM
	    Is that what she used to sing?

			 JONAH
	    I miss her.
		   (beat)
	    What do you think happens to 
	    someone after they die?

			 SAM
	    I don't know.

			 JONAH
	    Like do you believe in heaven?

			 SAM
	    I never did.  Or the whole idea 
	    of an afterlife.  But I don't 
	    know any more.  I have these 
	    dreams about... your mom... and 
	    we have long talks about... 
	    about you, and how you are, 
	    which she sort of knows but I 
	    tell her anyway.  So what is 
	    that? It's sort of an afterlife, 
	    isn't it?

			 JONAH
	    I'm starting to forget her.

			 SAM
	    I know.  But she's here, Jonah.  
	    Because I have you.  And as 
	    long as I have you, I have your 
	    Mom.

Hold on the two of them as music begins.  Bye Bye 
Blackbird.

			 SAM
	    I... uh... have a date with 
	    someone Friday night.

			 JONAH
	    Good.

A beat.

			 SAM
	    Did I ever tell you about the 
	    time I ate a dog biscuit?

As Jonah cuddles closer MUSIC COMES UP AS WE PULL BACK 
FROM THE BED AND...

						CUT TO:

EXT. ANNIE'S TOWNHOUSE - LATE NIGHT

AS MUSIC CONTINUES.  Annie waves as Becky gets into her 
car and rides away.  Annie turns to her doorway and 
stops.  She can't go back in.  She needs to walk and 
think.  She crosses the street into a little 
neighborhood park.  We can see the moon.

						CUT TO:

EXT. SAM'S HOUSEBOAT - NIGHT

Sam comes out onto the porch.  Flops down in his deck 
chair.  The city lights in the background.  Same moon.  
The MUSIC CONTINUES.

						CUT TO:

EXT. PARK - NIGHT

Annie flops down on a child's swing set in the park.  
MUSIC CONTINUES.

						CUT TO:

CLOSE ON SAM

CLOSE ON ANNIE

AND A LONG SHOT OF ANNIE IN THE SWING

As Walter pulls up into the parking space Becky pulled 
out of.  Annie starts toward him.

A LONG SHOT OF SAM ON THE BACK OF THE BOAT

Make my bed and light the lights I'll arrive late 
tonight, blackbird, bye bye.

FADE IN:

INT. BALTIMORE SUN - DAY

Annie on the phone at her desk.

			 ANNIE
	    Laurie, it's Annie.  Fine, I'm 
	    fine.  Listen, I'm doing an 
	    article on call-in radio shows.  
	    Do you know anyone who works 
	    for someone named Dr. Marcia 
	    Fieldstone...?

						CUT TO:

Annie on the phone.

			 ANNIE
	    I'm a writer for the Baltimore 
	    Sun and I'm a friend of Laurie 
	    Johnson's.  I'm doing a piece 
	    on how people handle 
	    bereavement and I understand 
	    that you had a caller the other 
	    night... I know you're not 
	    supposed to, but Laurie said 
	    you might, and I'll plug the 
	    show and everything --
		   (she winces in 
		    anticipation of a 
		    rejection, but then 
		    her face relaxes)

						CUT TO:

Annie dialing Sam's telephone number.

			 JONAH (ON MACHINE)
	    This is Jonah Baldwin, we're 
	    not in right now but you can 
	    leave --

Annie hangs up.

			 ANNIE
	    Baldwin.

						CUT TO:

Annie at her computer modem.  She's dialing a number.  
We hear some beeps.

			 COMPUTER SCREEN
	    Directory.  Enter password.
		   (Annie types)
	    Ann Reed.  BSun124.
		   (computer)
	    Find.
		   (Annie types)
	    Samuel Baldwin.
		   (computer types)
	    216 Samuel Baldwin.  Strike Y 
	    to printout or enter factors.
		   (Annie types)
	    Samuel Baldwin, Seattle.
		   (there's a pause)
	    Not found.
		   (Annie thinks for a 
		    moment, then types)
	    Samuel Baldwin, Jonah Baldwin.
		   (a pause)
	    Samuel Baldwin, Jonah Baldwin 
	    found.  Strike Y to printout or 
	    enter factors.
		   (Annie types Y)

And now on the computer screen, we see a funeral notice 
from the Chicago Tribune that reads: Baldwin, Margaret 
Abbott, beloved wife of Samuel, mother of Jonah, June 
10, Funeral 10 a.m.  Thursday, Church of the Heavenly 
Rest, 110 N.  State, in lieu of flowers contributions 
should be sent to Chicago Horticultural Society.  And 
then there's a citation: Chicago Tribune, June 12, 1989.

Annie types another entry.

			 ANNIE
		   (typing)
	    Samuel.  Baldwin, Chicago.
		   (after a beat)
	    Four Samuel Baldwins.  Strike Y 
	    to printout.
		   (Annie strikes Y)
	    Samuel Baldwin, arrested for 
	    grand larceny, 1961.  Samuel 
	    Baldwin, alderman, convicted of 
	    accepting bribes, 1967.  Samuel 
	    J. Baldwin, architect, built 
	    City Plaza.
		   (Annie presses Y)

						CUT TO:

A PRINTOUT OF AN ARTICLE

that Annie's reading.  There's a newspaper picture of 
Sam at the dedication of a building site.  It's got that 
kind of grainy quality that things have when they've 
been transmitted, but you can make out Sam's basic good 
looks.

EXT. BO'S SECURITIES/WORLDWIDE - DAY

Annie coming from the street toward a storefront in 
downtown Baltimore across the street from the courthouse.  
Next door there's a bailbondsman, there are ambulance-
chasing lawyers hanging out on the corner.

The sign on the door reads: "No job too small." "All 
major credit cards accepted." And then everything on 
the sign is translated into Spanish.

INT. BO'S SECURITIES - DAY

Detective Bo Wheedle, a former cop, sits at his desk 
listening to Annie.  He has some papers.

			 ANNIE
	    I need to know about him 
	    because... he's involved with 
	    my sister...

		    	 DET. WHEEDLE
	    Okay.

			 ANNIE
	    She has a pattern of getting 
	    involved with losers... Once 
	    she almost ran away with a 
	    human cannonball from the 
	    circus.

			 DET. WHEEDLE
	    Do you want a matrimonial, past 
	    wives, any kids--

			 ANNIE
	    No, I know that part --

			 DET. WHEEDLE
	    So you want a financial, is he 
	    a deadbeat, we can do a D&B --

			 ANNIE
	    No, no, no, it's more like, who 
	    is he, does he have a sense of 
	    humor, is he nice -- no forget 
	    nice, I've got nice --

			 DET. WHEEDLE
	    A sense of humor.

			 ANNIE
	    I'll tell you the truth, I 
	    heard this guy on a call-in 
	    radio show and I might not 
	    marry the person I should marry 
	    because I've become obsessed 
	    with him.

			 DET. WHEEDLE
	    Oh.  Like Glenn Close in that 
	    movie.

			 ANNIE
	    No.  Not remotely.  I just want 
	    to find out about him.

			 DET. WHEEDLE
	    You want a tail.
		   (picking up the phone)
	    I got a guy in Seattle --

INT. SAM'S HOUSEBOAT - NIGHT

Jonah is watching Geraldo with his babysitter, CLARISE, 
17.
Geraldo is talking to a heavily made-up, sexily-dressed 
WOMAN.

			 GERALDO
	    So how long have you been a 
	    woman?

			 WOMAN
		   (husky voice)
	    About two weeks.

Sam is coming down the stairs.

			 CLARISE
		   (to Jonah)
	    Pssst!

Jonah hits the remote control and the channel changes to 
the Disney channel as Sam comes into the room, dressed 
for his date.

			 SAM
	    Clarise, I'll be back by 
	    midnight I'm sure --

			 CLARISE
	    Whenever.

Sam tosses Jonah a letter.

			 SAM
	    This one's for both of us.

			 JONAH
		   (reading from the 
		    envelope)
	    Sleepless and Son.
		   (reading the postmark)
	    Baltimore.

He starts to open the letter.

			 SAM
	    I left the number of the 
	    restaurant I'll be at if 
	    there's any emergency.

			 CLARISE
	    Fine.

			 SAM
		   (to Jonah)
	    How do I look?

			 JONAH
		   (absently)
	    Great.

			 SAM
		   (looks in mirror)
	    I look stupid.  I look stupid, 
	    don't I? I look like I'm 
	    trying too hard.  I was going 
	    to get a haircut but then I 
	    thought I'd look like I just 
	    got a haircut.
		   (checks his teeth, 
		    peers up his nose)

			 JONAH
		   (reading the letters)
	    This is a good letter, Dad.

			 SAM
		   (checks his fly, looks 
		    down at his feet)
	    The heels on these shoes are 
	    very large.  Why have I never 
	    noticed this? The heels on 
	    these shoes are grotesque.

			 JONAH
	    Her name is Annie.  Annie Reed.

			 SAM
	    Now I'm late.  Bye.

He starts toward the door.

			 JONAH
	    Listen to this --

			 SAM
	    Not now, Jonah --

			 JONAH
	    Just this one part, okay?
		   (reading)
	    "I have been an excellent 
	    third-baseman for as long as I 
	    or anyone else can remember, 
	    and I guarantee you will not 
	    get one past me"

			 SAM
	    Jonah, I'm leaving --

			 JONAH
	    WAIT!!!
		   (Sam stops, amazed at 
		    Jonah's vehemence; 
		    Jonah continues 
		    reading)
	    -- "and while we're on the 
	    subject, let's just say right 
	    now that Brooks Robinson was 
	    the best third baseman ever.  
	    It's important that you agree 
	    with me on that because I'm 
	    from Baltimore."  Dad, she 
	    thinks Brooks Robinson is the 
	    greatest.

Sam goes out the door with Jonah behind him, waving the 
letter.

EXT. HOUSEBOAT - NIGHT

			 JONAH
	    Dad!

			 SAM
	    Everyone thinks Brooks Robinson 
	    is the greatest.

			 JONAH
	    It's a sign.

			 SAM
	    Oh, right.

Sam stops, takes Jonah by the hand and takes him back 
into the house.

			 SAM
	    Come here.  I want to show you 
	    something.

INT. HOUSE - NIGHT

As Sam pulls down the map of the United States, which is 
hanging over one of the kitchen windows and stands Jonah 
in front of it.

			 SAM
	    Here is Seattle.
		   (moves his finger 
		    across the country)
	    And here is Baltimore.  Case 
	    closed.
		   (he pulls the map and 
		    it snaps back up)

			 JONAH
	    She doesn't want us to go to 
	    Baltimore.  She wants to meet 
	    us in New York City on 
	    Valentine's Day.  On top of the 
	    Empire State Building.

			 SAM
	    Perfect.  We'll be there.

Sam goes out the door.  Jonah just looks down at his 
letter, his hopes on hold.  Clarise switches the TV back 
to Geraldo.

INT. RESTAURANT - NIGHT

Sam sits at a table.  Nursing a beer.  A little nervous.  
He looks up and spots:

VICTORIA

walking into the place.  She's attractive.  She waves 
and smiles and sits down, orders a white wine spritzer 
from the maitre d'.

After a beat.

			 SAM
	    Hi.

			 VICTORIA
	    Hi.

An awkward pause.

			 SAM
	    You look good.

			 VICTORIA
	    You look good yourself.

Another pause.

			 VICTORIA
	    I thought you were never going 
	    to call me.

			 SAM
	    You did?

			 VICTORIA
	    I really wanted you to call me, 
	    and I thought you were never 
	    going to --

			 SAM
	    You could have called me --

			 VICTORIA
	    No way.  No way I was going to 
	    be the first woman you went out 
	    with after...
		   (she gestures 
		    helplessly)
	    There is no percentage 
	    whatsoever in being the first 
	    woman anyone goes out with 
	    after...

			 SAM
	    You are the first woman I'm 
	    going out with.

			 VICTORIA
	    Oh.

			 SAM
	    So whatdya say? I'll get the 
	    check, and I'll call you in 
	    eight months.

Victoria laughs far too enthusiastically.

			 VICTORIA
	    Oh, you are funny --

We hear a CLICK as the image FREEZES.

						CUT TO:

SEATTLE DETECTIVE

sitting at a table across the room, having just taken 
the picture of Sam we saw frozen, with a miniature 
camera.  In QUICK CUTS we see a progression of later 
photographs:

SAM AND VICTORIA SIMPLY TALKING.

SAM HOLDING HIS FORK ACROSS THE TABLE TO GIVE VICTORIA 
A BITE OF HIS SALMON.

SAM AND VICTORIA SHARING A LAUGH.

						CUT TO:

INT. BALTIMORE MARKET - DAY

Lots and lots of fish stalls with crabs, etc.  Annie is 
walking with Det. Wheedle toward a table you stand at 
near the clam bar.

			 ANNIE
	    Tell me he's living in squalor.  
	    Tell me everything he has is 
	    being repossessed, including 
	    his filthy, dented mobile home.

			 WHEEDLE
	    He's got a houseboat.

			 ANNIE
	    I hate boats.

			 WHEEDLE
	    It sounds nice.

			 ANNIE
	    Boats.  You go out in them.  
	    You come back in them.  I hate 
	    them.

			 WHEEDLE
	    Houseboats don't go anywhere.

			 ANNIE
	    Boats.  All anyone talks about 
	    is the wind.  Is it up, is it 
	    down.  I can't live with a man 
	    who only talks about the wind.

			 WHEEDLE
	    It's not a boat boat.  It's 
	    really a house.

			 ANNIE
	    But it's on the water.

			 WHEEDLE
	    It's on the lake right in the 
	    middle of Seattle.
		      (beat)
	    It rains nine months of the 
	    year in Seattle.

			 ANNIE
	    I hope I don't have to pay for 
	    that piece of information.

			 WHEEDLE
	    No, that's free.  He's an 
	    architect.  Used to do big 
	    high-profile projects.  He 
	    scaled it all back when his 
	    wife died.  Now he remodels 
	    people's homes.  He works in 
	    a small firm, makes a good 
	    living.

He shows her a good picture of him.

			 ANNIE
	    He's real.

She goes to the next shot.  Sees a picture of Sam and 
Victoria in the restaurant, although all we see of 
Victoria is her back and mane of blond hair.

Hold on Annie's face.

INT. SEATTLE MARKETPLACE

With its stalls of king crab, but otherwise almost 
identical in design to the Baltimore marketplace.

Sam and Jonah walk past the fish stand, Sam looking 
around, slightly distracted.

			 JONAH
	    I figure we could go to New 
	    York, catch the Knicks, and 
	    since we'd be there anyway, 
	    obviously we'd go to the Empire 
	    State Building --

			 SAM
	    There she is.

As Victoria comes toward them, with a bag full of 
groceries.

			 JONAH
	    Why is she bringing that bag?

			 SAM
	    She's going to cook something 
	    for us?

			 VICTORIA
	    Hi, Sam.  And let me guess -- 
	    you must be Jonah.

			 JONAH
	    Hi.
		   (back to the subject)
	    He should book now because we 
	    can get an excursion fare.  
	    Jessica's parents are travel 
	    agents and --

			 SAM
	    Not now, Jonah.

INT. HOUSEBOAT - LATER

Sam, Jonah and Victoria are at the dining room table, 
finishing the dinner that Victoria cooked.

			 SAM
	    We can't finish the job.  She's 
	    on her sixth painter, now she's 
	    thinking maybe she wants the 
	    fireplace rebricked --

			 VICTORIA
	    I know her pretty well.  Maybe 
	    I could call her --

			 SAM
	    I've already solved it.  I've 
	    hired a hit man.

Victoria laughs a little too hard.

			 VICTORIA
	    Oh that is so funny, you are so 
	    funny.

Sam smiles.  Jonah is appalled.

			 SAM
	    Every time she wants to change 
	    something, she talks in this 
	    little baby voice --
		   (in a little baby 
		    voice)
	    "Couldn't you just move the 
	    stairway a teeny tiny bit?"--

Victoria almost dies laughing.  Jonah's eyes narrow to 
slits.

			 JONAH
	    Do you like baseball?

			 VICTORIA
	    Yes, I do.  In fact, my firm has 
	    box seats for the Mariners.  
	    Why don't we all go next week?

			 JONAH
	    What about camping?

			 VICTORIA
	    What about it?

			 JONAH
	    Do you like it?

			 VICTORIA
	    I went camping once.
		   (to Sam)
	    I love to brush my teeth in a 
	    brook and floss with a weed.

			 JONAH
	    We ought to start camping 
	    again, Dad.

			 SAM
	    Okay, tiger.  Time for bed.

			 JONAH
	    It's only ten o'clock.

			 SAM
		   (a little edgy)
	    Jonah!

			 JONAH
	    Okay.

			 SAM
	    Thank Victoria for dinner.

			 JONAH
	    Thanks for dinner.  I never saw 
	    anybody cook potatoes that way.

			 SAM
		   (gracious)
	    I'm glad you liked it.  Good 
	    night, Jonah.

They watch as Jonah pads down the hallway.

EXT. SAM'S HOUSEBOAT - REAR DECK - ON SAM & VICTORIA

They're standing at the rail, talking.

INT. HOUSEBOAT - NIGHT

Jonah has snuck downstairs and is peeking out the window 
at them.

Victoria runs her finger down Sam's arm.

Jonah is horrified.

He dashes over to the phone and begins to dial.

INT. ANNIE'S BEDROOM - NIGHT

A sleeping Annie and Walter are startled awake by the 
ringing of her phone.

			 ANNIE
		   (groggy)
	    Hello.

			 BECKY
		   (through filter)
	    Turn on your radio!

			 ANNIE
	    What?

			 BECKY
		   (through filter)
	    The kid is on.  You've got me 
	    listening to this garbage.  
	    Go on, turn it on.

			 WALTER
	    Who is it?

			 ANNIE
	    Oh, it's just Becky, she's 
	    having trouble with Rich again.
		   (into phone)
	    Hold on, Becky, I'm going 
	    downstairs.

She puts the phone on hold and gets out of bed.

INT. KITCHEN - NIGHT

As Annie comes in and turns on the radio and picks up 
the phone.

			 JONAH (V.O.)
	    This is a complete disaster.  I 
	    wanted him to find a wife, but 
	    he's got the wrong one --

			 ANNIE
	    How am I going to explain this 
	    to Walter?

			 BECKY (V.O.)
	    Shhh, listen to this --

Annie takes the portable radio and the telephone 
receiver, opens the broom closet and closes herself 
inside.

			 DR. MARCIA FIELDSTONE (V.O.)
	    Shouldn't your father be the 
	    judge of whether she's right 
	    or wrong?

ON JONAH

sneaking glances out at Sam and Victoria as he talks.  
Victoria puts her arms around Sam's waist and clasps 
them behind him.

			 JONAH
	    Please, please don't make me 
	    sick.  He's not sane enough to 
	    judge anything.  She's a ho.

ON THE OUTSIDE OF THE BROOM CLOSET, WITH THE TELEPHONE 
CORD LEADING INTO IT.

			 JONAH (V.O.)
		   (muffled slightly)
	    My dad's been captured by a ho.

Suddenly Sam happens to look over to the window.  Jonah 
ducks down behind the desk before Sam sees him.

EXT. HOUSEBOAT - NIGHT

Victoria notices Sam glancing back at the house, aware 
that he's concerned about Jonah seeing them.

			 VICTORIA
	    Is he there?

			 SAM
		   (turning back)
	    No.
		   (beat)
	    After he was born, every time 
	    we started to make love, he 
	    would cry.  He had an uncanny 
	    sense of timing.  We really 
	    shouldn't do anything here 
	    anyway.

			 VICTORIA
	    Absolutely.  Right.

And she moves in to kiss him.

ON JONAH

Jonah peeks up over the top of the desk to check if the 
coast is clear and is sickened to see them locked in a 
kiss.

			 JONAH
	    Oh God, it's major.  He's 
	    kissing her on the lips.  I 
	    have to stop this.

ON BROOM CLOSET

			 ANNIE
		   (muffled)
	    Come on, Jonah --

			 BECKY (V.O.)
	    Do something --

ON JONAH

			 DR. MARCIA FIELDSTONE (V.O.)
	    Jonah, you can't butt in here.

			 JONAH
	    Yes, I can.

He hangs up the phone and SCREAMS.

						CUT TO:

ANNIE AS THE BROOM CLOSET DOOR OPENS.

SHE SCREAMS.

It's Walter.

			 WALTER
	    Miss Scarlett.  In the broom 
	    closet.  With the radio.

			 ANNIE
		   (to Becky)
	    I gotta go.  I'll see you at 
	    work.
		   (she hangs up, turns 
		    off radio)
	    Walter, you scared me.  Don't 
	    ever do that again.

INT. HOUSEBOAT - NIGHT

As Sam holds Jonah by the shoulders.

			 SAM
	    Don't ever do that again.

			 JONAH
	    I thought I saw a black widow 
	    spider.

Sam looks at Victoria, shrugs.  Back to Jonah.

			 SAM
	    What are you doing up?

			 JONAH
	    I was thirsty.

			 SAM
	    There's a bathroom upstairs.

			 JONAH
	    The water tastes better in the 
	    kitchen.

			 SAM
	    That's true.  Why is that?

INT. ANNIE'S TOWNHOUSE APARTMENT - NIGHT

As she and Walter go upstairs to bed.

			 ANNIE
	    Becky heard this woman on the 
	    radio complaining about this 
	    guy she was sure was Rick, 
	    which meant he was cheating on 
	    her.  She was completely 
	    hysterical.  Then it turned out 
	    the woman lived in Duluth.

			 WALTER
	    That doesn't make any sense.

			 ANNIE
	    I know.  It makes no sense at 
	    all.  Thank God my life is in 
	    place.

INT. ANNIE'S BEDROOM - NIGHT

Walter asleep.  Annie stares up at the ceiling, wide 
awake.  Thinking.

INT. JONAH'S BEDROOM - NIGHT

Jonah lying on his pillow, staring up at the ceiling, 
wide awake.  Thinking.

INT. JESSICA'S PARENTS' TRAVEL AGENCY - DAY

Jessica is reading the letter from Annie.  She's sitting 
at a computer in their travel agency, which is on the 
entrance level to a charming Seattle townhouse.  Jonah 
sitting there.

			 JESSICA
	    Write her.

			 JONAH
	    You think so?

			 JESSICA
	    It's Y. O. H.

			 JONAH
		   (agreeing)
	    Yeah.
		   (a beat)
	    What's that?

			 JESSICA
	    Your only hope.

INT. NEWSROOM - DAY

Annie, at her computer, talking to Becky.

			 ANNIE
	    I thought I would look into 
	    doing a story about those radio 
	    shows.

			 BECKY
		   (nods; after a beat)
	    You'd probably have to go 
	    somewhere to really look into 
	    it.

			 ANNIE
	    Definitely.

EXT. STREET OUTSIDE JESSICA'S HOUSE - A LITTLE LATER

Jonah and Jessica at the mailbox.  As Jonah opens the 
mailbox and drops the letter in, we hear a SQUEAL OF 
BRAKES.  It's Sam's car.

			 SAM
		   (angry)
	    Get in the car right this 
	    minute.

Jonah, about to get in, looks at Jessica.

			 JESSICA
	    I'll call you later.

Jonah gets in.

INT. SAM'S CAR - CONTINUOUS

			 SAM
	    Did you call that radio station 
	    again?

			 JONAH
	    No.

			 SAM
	    Everyone at work heard you.

			 JONAH
	    I just called for a second.

			 SAM
	    Long enough to call Victoria a 
	    ho.

			 JONAH
	    It's a short word.

			 SAM
	    This is not a joke.  Thank God 
	    Victoria doesn't know.  It 
	    would really have hurt her 
	    feelings.

			 JONAH
		   (really getting into 
		    it)
	    If she knew, she'd never 
	    forgive me.  It would be 
	    hopeless for the two of you.

EXT. SEATTLE STREET - CONTINUOUS

As the car drives off.

			 SAM (V.O.)
	    Don't open your mouth again.  
	    Ever.

EXT. A CAR DOOR SLAMMING - NIGHT

And pull back to reveal:

EXT. BALTIMORE RESIDENTIAL STREET - NIGHT

As Annie and Walter get out of the car, dressed for a 
dinner.

			 WALTER
	    Couldn't you just do a phone 
	    interview?

			 ANNIE
	    Not for the kind of place I 
	    want to do.  I won't be in 
	    Chicago that long.

			 WALTER
	    When you get back, I'll be 
	    gone --

			 ANNIE
	    And then I'll see you in New 
	    York --

			 WALTER
	    Okay, okay.

EXT. BALTIMORE INTERNATIONAL AIRPORT - DAY

A 747 accelerates down the runway and blasts into the 
winter sky.

INT. AIRPLANE - IN FLIGHT - DAY

Annie is looking out the window, preoccupied.

			 PILOT'S VOICE
	    This is Captain Foster 
	    welcoming you aboard Flight 132 
	    to Seattle.  Our flying time 
	    today...

			 ANNIE
	    Do you believe that any lie is 
	    a betrayal? That's what Harold 
	    Pinter says, but it seems to me 
	    it's a very harsh way of 
	    drawing the line.

Annie turns back to the window, leaving the seatmate, 
who in any case doesn't speak English, completely 
mystified.

INT. SEATTLE/TACOMA AIRPORT - DAY

Jonah is standing out of the way at a departure gate, 
watching Sam as Victoria checks in for a flight bound 
for Minneapolis.

			 VICTORIA
		   (turning to Jonah)
	    Can I bring something back for 
	    you? A souvenir?
		   (to Sam)
	    Does he like those little snow 
	    scenes?
		   (to Jonah)
	    You know -- you shake them up 
	    and the snow floats down?

Sam looks at Jonah, threateningly.  Be nice or else.

			 JONAH
		   (extremely polite)
	    Sure.  I'd really like that.  
	    Thank you so much.

			 VICTORIA
	    Well...

			 JONAH
	    I think they're announcing your 
	    flight.

Sure enough, passengers are starting to board.

			 SAM
	    He's ten.

			 VICTORIA
		      (he's good at it)
	    He's good at it.

			 SAM
	    I read an article about this
	    ...

			 VICTORIA
	    I read the same article...

			 SAM
	    It takes time --

			 VICTORIA
	    Absolutely.  When I come back, 
	    maybe the two of us should 
	    spend some time together, on 
	    our own.  What do you think?

			 SAM
	    Sure.  Sure.

Victoria waves goodbye and starts toward the jetway.  
As Sam watches her go, Jonah looks at him, sticks his 
finger in his mouth and pretends to gag.

			 SAM
		   (impatiently)
	    Jonah, this isn't fair.  You 
	    don't know Victoria.  I hardly 
	    know her myself.  She is, in 
	    fact, a mystery to me.  She 
	    tosses her hair a lot.  Why 
	    does she do this? I have no 
	    idea.  Is it a twitch? Does 
	    she need a haircut? Should she 
	    use barrette so it doesn't 
	    keep falling in her face? 
	    These are things that I'm 
	    willing to get to the bottom 
	    of, and that is why I am dating 
	    her.  That is all I am doing.  
	    I am not marrying her.  Can you 
	    appreciate the difference? 
	    That's what single people do, 
	    they try people on and they see 
	    if they fit.  But nobody fits 
	    perfectly, everyone is an 
	    adjustment.

			 JONAH
	    Was Mom an adjustment?

			 SAM
		   (complete exasperation)
	    I'm never going to meet anyone 
	    who's going to measure up to 
	    your mom in your eyes? What do 
	    you think? There's a perfect 
	    woman walking around out there?

At that moment, Annie emerges from the jetway right next 
to the one Victoria went into and comes toward us.

			 SAM
	    There's no such thing as a 
	    perf --

Sam sees Annie immediately, and is instantly struck by 
her looks, her fluidity, her poise.

Annie walks right toward Sam, right past him, inches 
from him, not noticing him as she looks for the exit.  
Sam continues to stare at her.

			 SAM
		   (to himself, referring 
		    to Annie)
	    God, she's beautiful.

			 JONAH
		   (unaware he's talking 
		    about Annie)
	    Victoria? She's okay.

Sam and Jonah start toward the exit, Sam trying not to 
lose sight of Annie.

			 JONAH
	    Dad, I was talking to Jessica 
	    about reincarnation, and she 
	    thinks that probably you knew 
	    Annie in another life.

			 SAM
		   (completely distracted)
	    Who is Annie?

			 JONAH
	    The one who wrote us.

Sam is preoccupied with Annie.  She takes a turn that he 
doesn't expect.  He's having trouble keeping up, because 
he has to wait for Jonah.

			 JONAH
		   (continuing)
	    But Jessica says you and Annie 
	    never got together in that 
	    life, and your hearts are like 
	    puzzles with parts out of them 
	    and when you get together the 
	    puzzle's complete.

He's lost Annie in the crowd.  She's nowhere in sight.

			 SAM
	    God dammit.

A beat, then Sam heads off to the exit.  Jonah follows.  
As they walk into the distance --

			 JONAH
	    The reason I know this and you 
	    don't is that I'm younger and 
	    purer so I'm more in touch with 
	    cosmic forces.

			 SAM
	    I sincerely hope you are not 
	    going to marry Jessica.

EXT. AIRPORT CAR RENTAL AGENCY - DAY

As the shuttle bus drops Annie off at a rental car.  As 
she gets in and starts the car.

EXT/INT. SEATTLE/RENTAL CAR - DAY

Annie driving through the streets of Seattle, referring 
continually to a map she has spread out on the passenger 
seat, trying to navigate her way to the Baldwin houseboat.

EXT. STREET FRONTING THE BALDWIN HOUSEBOAT SLIP -- DAY

Annie drives slowly down the street, looking for the 
Baldwins' marina.  She stops, blocking the driveway to 
the marina.

ON ANNIE IN HER RENTAL CAR

checking the map.

Suddenly she hears a HORN HONKING behind her.  She looks 
into the rear-view mirror and sees Sam and Jonah in 
their van, anxious for her to move so they can pull into 
their driveway.

Recognizing Sam from Wheedle's picture, Annie panics and 
speeds away, tires squealing.

EXT. SEATTLE GAS STATION - DAY

Annie's car is parked just outside the rest room.

INT. GAS STATION RESTROOM - DAY

Annie's in the Ladies' Room, splashing some water on her 
face.  She towels it off and looks into the mirror.

			 ANNIE
		   (practicing)
	    Hello, Mr.  Baldwin? No.  
	    Hello, Sam?
		   (sweet)
	    I'm Annie Reed.
		   (dignified)
	    I'm Annie Reed.
		   (sultry)
	    I'm Annie Reed.
		   (matter-of-fact)
	    I'm Annie Reed.

She settles on the matter-of-fact reading.

			 ANNIE
	    I heard about you calling Dr. 
	    Fieldstone, and well, I just 
	    happened to be out here on...

JUMP CUT:

			 ANNIE
		   (businesslike)
	    business...

JUMP CUT:

			 ANNIE
		   (carefree)
	    vacation...

JUMP CUT:

			 ANNIE
		   (losing confidence, 
		    ready to pack it in)
	    for no good reason at all...
		   (rallying, businesslike 
		    again)
	    business... and I thought I'd 
	    drop and...
		   (breezy)
	    say hello...

JUMP CUT:

			 ANNIE
		   (earnest)
	    invite you to lunch...

JUMP CUT:
   
			 ANNIE
		   (sexy)
	    take a shower with you...

JUMP CUT:

			 ANNIE
		   (embarrassed with all 
		    this)
	    shoot myself.

EXT. STREET NEAR MARINA - LATER

ON ANNIE

watching.  She's at a safe distance, across the street 
and down some from the marina entrance.  She watches it 
for a moment, then gains courage.  She starts to cross 
the street to enter the dock.

EXT. DOCK - CONTINUOUS

Annie walks toward Sam's houseboat.  Nervously.  Goes up 
to the door.  Adjusts herself quickly and knocks.  No 
response.  Let down, she's just about to walk away when 
she hears a motor REV UP.

Annie peeks around the side of Sam's houseboat and spots 
Sam and Jonah heading out in their dingy.

EXT. STREET NEAR MARINA - CONTINUOUS

Annie races back to her car, jumps in and follows the 
boat along the seashore drive.

EXT. SEATTLE HIGHWAY - CONTINUOUS

As we see Annie driving along the water as Sam and Jonah 
chug along in the water.

EXT. ALKI BEACH - ON SAM AND JONAH

They're down at the water's edge, skipping broken 
clamshells, like stones, across the surface of the water.  
They're laughing, pointing, counting out the number of 
skips, arguing over the merits of each throw.

ON ANNIE

checking them out from a phone booth next to the Snak Shak.

						DISSOLVE TO:

ANNIE'S POV - ON SAM AND JONAH - LATER

They're throwing a football.  Jonah catches it and 
starts to pretend to score a touchdown, dodging and 
feinting.  Sam tackles him and they tumble together on 
the beach.

CLOSE ON ANNIE

watching.  The purity and innocence of this little scene 
-- a father and son at play -- is affecting her more 
than she ever could have imagined.  Their LAUGHTER 
filters up to her.  Right to her heart.

			 ANNIE (V.O.)
	    I watched him play with his son 
	    at the beach.

INT. ANNIE'S MOTEL ROOM - NIGHT

Annie's on the phone with Becky.  We cut back and forth 
between them.

			 BECKY (V.O.)
	    Did you talk to him?

			 ANNIE
	    I couldn't do it.  How did I 
	    get here?

INT. BECKY'S BEDROOM - NIGHT

Becky on the phone in bed.  And cut back and forth.

			 BECKY
	    You told a lie and got on a 
	    plane.

			 ANNIE
	    That's not what I mean.
		   (beat)
	    I'm going back over there 
	    tomorrow and talk to him.  I 
	    am.

			 BECKY
	    Okay.  Good.  Goodbye.

			 ANNIE
	    Becky?

			 BECKY
	    What?

			 ANNIE
	    Is this crazy?

			 BECKY
	    No.  That's the weirdest part 
	    about it.

			 ANNIE
	    Thank you.  I love you.

			 BECKY
	    I love you, too.

			 ANNIE
	    Good night.

Annie hangs up the phone.  She turns off the light.  
Moonlight coming through the window.  Hold on her.

EXT. STREET NEAR MARINA - DAY

Annie parks across from the marina, starts to get out.

Sam's van pulls into a parking space.  Jonah in the 
front with Sam.  They're diagonally across a four-lane 
street.

ON SAM AND JONAH

As they start to get groceries out of the car.

Annie watching.  This is it.  No chickening out this time.

She's come three thousand miles, told lies, the whole 
thing.  It's now or never.

Sam and Jonah start toward the gate to the dock.

Annie starts to cross the street, gathering courage and 
rightness with every step.

But she STOPS DEAD WHEN SHE SEES:

SUZY

who we remember from eighteen months ago, appearing at 
the gate to the marina -- waving, smiling a mile wide -- 
beckoning Sam and Jonah home like a military wife whose 
boys have just come back from the front.  Sam and Jonah 
are overjoyed to see her.  Jonah breaks into a run, 
nearly leaping into Suzy's waiting arms -- as Sam brings 
up the rear, picking up Jonah's sodas which he dropped 
when he started running.

ON ANNIE

She comes to a standstill, in the middle of the street.  
In shock.  The scene in front of her is too horrible to 
bear.

ANNIE'S POV - GATE TO MARINA

Sam catches up.  Suzy -- no less beautiful and vivacious 
than she was before -- tousles Jonah's hair, kisses Sam 
and hugs them both.

ON SAM, JONAH AND SUZY.

			 SAM
	    God, it's wonderful to see you.  
	    Where's Greg?

			 SUZY
	    He's over at the boat show.  
	    He'll be by later.
		   (she looks around)
	    It's so beautiful here.

ANNIE

There is such apparent warmth, and joy, and love about 
this homecoming that she forget where she is -- in the 
middle of the street.  A car HORN blares at her... all 
she can do is stare at the nightmare that has unfolded.  
She starts to back away -- and that's when she sees --

A TAXICAB

coming right at her, horn BLARING, tires SQUEALING.  
Annie starts to jump to the other lane but there's a van 
bearing down from the opposite direction.  She steps 
back to the middle line.

The cab goes into a skid.  Annie freezes.

Sam heard the noise and turns to see what's going on.  
The cab comes SCREECHING right at the CAMERA.

Annie screams.

The cab stops inches from her body.  The van in the 
other oncoming lane fishtails to a stop as well.

ON SAM

responding.  He runs from the gate toward the near-
accident.

ON THE CAB DRIVER

getting out of the cab, as other people gawk from the 
sidewalk.

			 DRIVER
	    Lady, what the hell are you 
	    doing?

Annie, still in shock from her brush with disaster, 
hears the Cabbie but doesn't respond.  Stunned, she 
turns to see Sam on the other side of the street.  Their 
eyes meet.  Sam stops, realizing it's the woman he saw 
in the airport.

			 SAM
	    Hello.

			 ANNIE
	    Hello.

Annie, totally mortified and humiliated by everything 
that's happened, bolts for her car.

Sam wants to run after her -- but there's traffic is 
coming past and he can't cross the street.  Annie gets 
into her car, starts and pulls away.  Sam stands there, 
deflated.

EXT. AIRPLANE - IN FLIGHT ACROSS THE U.S. - DAY

			 ANNIE (V.O.)
	    How could I have been such an 
	    idiot?

EXT. BALTIMORE STREET - DUSK

Becky's car driving toward Annie's house.

			 BECKY
	    You were standing in the middle 
	    of the street?

INT. BECKY'S CAR - DUSK

			 ANNIE
	    You know that dream where 
	    you're walking down the street 
	    naked and everyone is looking 
	    at you?

			 BECKY
	    I love that dream.

			 ANNIE
	    That was nothing compared to 
	    this humiliation, nothing.

			 BECKY
	    But he saw you, right?

			 ANNIE
	    He said hello.

EXT. TOWNHOUSE - ON ANNIE & BECKY - DUSK

As Annie leads the way to her door, from Becky's car.

			 BECKY
	    And what did you say?

Annie takes the mail from the mailbox on her way to the 
door.

			 ANNIE
	    All I could think of to say was 
	    hello.

						CUT TO:

"AN AFFAIR TO REMEMBER" ON THE TELEVISION SET.  DEBORAH 
KERR IS SAYING: "ALL I COULD THINK OF TO SAY WAS HELLO."

And pull back to reveal:

INT. ANNIE'S TOWNHOUSE LIVING ROOM - NIGHT

Becky and Annie looking at the television.

			 BECKY
	    It's a sign --

			 ANNIE
	    It's a sign I've watched this 
	    movie too many times.
		   (beat)
	    I'm so stupid.  From the minute 
	    I listen to that stupid program 
	    on the radio, I've been a 
	    complete jerk.

She starts absently going through the mail, throwing 
almost all of it away without even opening it.

			 BECKY
	    You don't know who she was, 
	    Annie --

			 ANNIE
	    I saw her.  She looked just 
	    like this --

She shows Becky the photo of Victoria and Sam having 
dinner.

			 BECKY
	    This is a photo of hair.

			 ANNIE
	    Well, it's the same woman.  And 
	    he was crazy about her.
		   (looking at one letter)
	    What is this?
		   (beat)
	    This is from Seattle.

She opens the letter.

Reads it.

Looks up at Becky.

			 ANNIE
	    Becky?

			 BECKY
	    So I mailed your letter.

			 ANNIE
		   (reading the letter)
	    "Dear Annie: Thanks for your 
	    letter.  It was great.  We're 
	    very excited about meeting you 
	    in New York on Valentine's Day 
	    and seeing if we are M.F.E.O. 
	    Sleepless in Seattle."

			 BECKY
	    M.F.E.O.?

			 ANNIE
	    Made for each other.

A long beat.

			 BECKY
	    It's cute.  It's like a little 
	    clue.

Annie looks at her balefully.

			 BECKY
		   (continuing)
	    So he can't write.  Big deal.  
	    I mean, verbal ability is a 
	    highly overrated thing in a 
	    guy, and our pathetic need for 
	    it is what gets us into so much 
	    trouble.

			 ANNIE
		   (with resolve)
	    I'm going to run back to 
	    Walter's arms, if he's still 
	    have me.

			 BECKY
	    What about the letter?

			 ANNIE
	    It doesn't mean anything.  It 
	    was written before I went out 
	    there.  Before the ho.

She puts the letter on an ashtray, takes a match and 
lights it.  They both watch it burn.

CLOSEUP ON THE FIRE

And pull back to reveal:

INT. SAM'S HOUSEBOAT - NIGHT

A fire is blazing in the wood-burning stove.  Suzy is 
sitting with her husband Greg and Sam.  Jonah is in 
evidence, curled up on the couch under some blankets, 
asleep.  On the table near the couch is red construction 
paper for valentines, doilies, magic markers, etc.

			 SUZY
	    You saw her in the airport and 
	    then here?

			 SAM
	    I tried to talk to her...
		   (he shrugs)
	    It was like I knew her.  Weird.

			 GREG
	    Well, at least you're out there 
	    seeing people again.  That's 
	    terrific.

			 SAM
	    Well, just one really.

			 SUZY
	    How's Jonah taking it?

			 SAM
	    It'll take him a while to come 
	    around.  A month ago he called 
	    one of those radio call-in 
	    shows and told them I needed a 
	    wife --

			 SUZY
		   (charmed)
	    You're kidding --

			 SAM
	    Now that I'm seeing someone, 
	    it's a whole other thing.

ON JONAH

he's not asleep after all.  He's been listening all 
along.

			 SAM
	    He's become obsessed with 
	    some woman who wrote me --

			 GREG
	    Are you serious?

			 SAM
	    She wants to meet me at the top 
	    of the Empire State Building.

			 SUZY
	    It's a little derivative.

			 SAM
	    What do you mean?

			 SUZY
	    "An Affair To Remember." Did 
	    you ever see it? Cary Grant 
	    and Deborah Kerr.  Before that 
	    it was called "Love Affair With 
	    Irene Dunne And Charles Boyer."

			 GREG
	    Women love this movie.

On Jonah, listening.

			 SUZY
	    They met at the Empire State 
	    Building, only they didn't.  
	    Never mind.

			 GREG
	    What kind of person would write 
	    to someone they heard on the 
	    radio?

			 SAM
	    I got hundreds of letters from 
	    women all over the country --

			 GREG
	    Desperate women --

			 SUZY
	    Just because someone's looking 
	    for a nice guy doesn't make 
	    them desperate.

			 GREG
	    How about rapacious and love-
	    starved?

			 SUZY
	    No.

			 GREG
	    It is easier to be killed by a 
	    terrorist --

			 SUZY
	    It is not --

			 GREG
	    Right, right.

Suzy's irritated.

			 SAM
	    Anyway, Victoria's nice.

			 SUZY
	    Would you follow her through an 
	    airport?

			 SAM
	    Look, I met somebody.  She's 
	    good, and capable and smart.  
	    We hit it off.  We can't spend 
	    your life chasing after 
	    fantasies.

Jonah is devastated by the realization that his dad is 
serious about Victoria.

INT. SAM'S BEDROOM - ON SAM IN BED - NIGHT

The door to his bedroom opens.

Annie walks in.  She's wearing a white men's shirt.

			 ANNIE
	    Hi.

			 SAM
	    Hi.
		   (a beat)
	    So far so good.  So.  What 
	    should we talk about? How 
	    insecure we were in high 
	    school.  Shirley Votypka, the 
	    first girl I ever felt up.  
	    Health.  What about health? 
	    Did you know that eating six 
	    macadamia nuts is the 
	    equivalent of eating a steak?

			 ANNIE
	    Shhhh --

She unbuttons her shirt.

And they kiss.

FREEZE FRAME on the kiss.  It becomes the silhouette of 
a man and a woman kissing.

AND PULL BACK TO REVEAL:

The silhouette of a man and a woman kissing on a red box
of Valentine's Day chocolates and now we see:

EXT. BALTIMORE - VALENTINE'S DAY - DAY

A few quick shot of Valentine's Day in Baltimore: shop 
windows lined with candy displays of red satin hearts, 
lacy Valentine cards, red roses in elaborate floral 
arrangements, old ladies selling chocolates, young 
ladies selling perfume.

A red Valentine's envelope is being tossed on a desk, 
and pull back to reveal:

INT. BALTIMORE SUN - DAY

Annie at work.  She looks at the card and opens it.  
It's from Walter.  She smiles.  Looks up.  There's 
Becky.

			 BECKY
	    You're going to miss the train.

			 ANNIE
	    No, I'm not.
		   (she starts assembling 
		    her things)

			 BECKY
	    What are your plans in New 
	    York?

			 ANNIE
	    We're going to the Rainbow Room 
	    and the symphony tomorrow night.

			 BECKY
	    I love the symphony.

			 ANNIE
		   (cheerfully)
	    I hate it.
		   (she stands to go, 
		    starts toward the 
		    elevator)
	    I'm so happy, Becky.  Finally I 
	    feel happy.  This is right.  
	    This is real.  Everything else 
	    is what happens when you watch 
	    too many movies and completely 
	    lose sight of what counts.
		   (as she steps into 
		    elevator)
	    Please don't tell anyone about 
	    what happened.  "Sleepless in 
	    Seattle" is history.

INT. BALTIMORE TRAIN STATION - DAY

Annie through the train window as the train starts to 
move out of the station.

MAP OF THE UNITED STATES.

The map we saw at the beginning of the movie, as the 
light dims in Baltimore and a light goes on in New York.

EXT. NEW YORK HOTEL - NIGHT

Annie steps out of a cab.

INT. NEW YORK HOTEL - NIGHT

Walter opens the door to a beautiful suite.  A bouquet 
of flowers sits on the desk.  A bucket of champagne.

Annie throws herself into his arms.

Walter sneezes.

EXT. THE EMPIRE STATE BUILDING - DAY

And pull back to reveal that it's a shot from "An Affair 
To Remember."

And pull back to reveal:

INT. JESSICA'S HOUSE - DAY

JONAH is watching with his little girlfriend JESSICA, 
who's crying.

			 JESSICA
		   (weeping)
	    This is the best movie I've 
	    ever seen in my life.

			 JONAH
	    I don't get it.

			 JESSICA
	    You have to go to her, Jonah.  
	    You have to find her.

Jonah nods.  But he isn't sure how he's going to do it.

			 JONAH
	    Do you know how much it costs 
	    to go to New York?

			 JESSICA
	    Nobody knows.  It changes 
	    practically every day.  How 
	    much money do you have?

			 JONAH
	    Eighty dollars.

			 JESSICA
	    I have forty-two.  So that 
	    would definitely cover 
	    taxicabs, I think.

			 JONAH
	    But how am I going to get 
	    there?

			 JESSICA'S MOTHER
	    Honey, I'm going out for a few 
	    minutes.
		   (sticking her head in 
		    the door to the living 
		    room)
	    Could you keep an eye on things 
	    out front till I get back?

Jessica looks over at Jonah.

			 JESSICA
	    Sure.

INT. JESSICA'S HOUSE - TRAVEL AGENCY OFFICE - DAY

Jessica is working on the computer.  She punches Jonah's 
name into it.

			 JESSICA
	    Do you want an aisle or a 
	    window seat?

			 JONAH
	    Window.

			 JESSICA
	    Do you want a fruit plate?

			 JONAH
	    I don't know.  Do I?

			 JESSICA
		   (shrugs)
	    I'd rather die than eat on an 
	    airplane.
		   (beat)
	    I'm telling them you're twelve 
	    so you can fly unaccompanied 
	    and they won't make you be 
	    carried around by a stewardess 
	    and everything.

Jonah nods.

Now Jessica takes a ticket form out of the desk and 
starts to fill it out for Jonah.

EXT. FIFTH AVENUE - TIFFANY'S - A SCULPTED GLASS HEART 
- DAY

formed by two dancers bending over backwards, awash in 
pink light and spotlighted in white.

Walter and Annie are among a few other people -- couples 
mostly -- looking in the windows.  Each one a variation 
on the heart motif.  They move to a window -- "Broken 
Heart" -- burnished metal, with tow cherubs flying out 
of the wound in the middle.

ON WALTER AND ANNIE'S REFLECTION

in the Broken Heart window.

They're both in their own worlds.  Then they both start 
to speak at once.  They stop.  Annie looks at Walter.

			 ANNIE
	    You go.

			 WALTER
	    Ever since Christmas, you've 
	    been different.  Kind of 
	    distracted, distant.  But I 
	    feel like you're coming back 
	    from wherever you were.

			 ANNIE
	    I am.
		   (she smiles at him)
	    I was just... I just got... I 
	    think I got nervous.  It's 
	    normal, right? Don't you ever 
	    feel nervous about, you know?

			 WALTER
	    What?

			 ANNIE
	    About forever.

			 WALTER
	    No.

			 ANNIE
	    Well, I did.  And you know what 
	    I think? I think that it was 
	    almost... too perfect.

INT. FIRST FLOOR - TIFFANY'S - DAY

As Annie and Walter walk through the jewelry department 
to the elevator.

			 ANNIE
	    I started to wonder whether we 
	    were the human equivalent of 
	    two rights making a wrong, you 
	    know?

Walter has no idea what she means, but he's completely 
good-natured about it.

INT. THIRD FLOOR TIFFANY'S - DAY

Annie and Walter are walking around the floor, followed 
by a SALESWOMAN who is carrying a large white card on 
which she is noting their selections.

			 ANNIE
	    It was like kismet but not, if 
	    you see what I mean.

Walter's brow furrows slightly.

			 ANNIE
		   (continuing)
	    You have to grow up.  You can't 
	    have all these adolescent 
	    dreams about how exciting your 
	    life is going to be --

Walter starting to look puzzled.

			 ANNIE
		   (continuing)
	    Don't hate me but I love this 
	    pattern.

		    	 WALTER
	    You couldn't.

			 ANNIE
	    I do.

			 WALTER
	    It's just like my grandmother's 
	    china.

			 SALESWOMAN
	    How many place settings should 
	    I put down?

			 ANNIE & WALTER
	    Ten.

Walter beams at her.

			 WALTER
	    Exactly.  Eight is too few and 
	    twelve is too many.

The SALESWOMAN writes a "10" on the big sheet of paper.

INT. FIRST FLOOR - TIFFANY'S - DAY

As Annie and Walter come out of the elevator on the 
ground floor and WALTER stops for a moment at the 
Jewelry Repair department, reappears with a little blue 
Tiffany's box he gives to Annie.

Annie opens it.

Inside is a lovely antique diamond ring.

			 ANNIE
	    Walter.

			 WALTER
	    It was my mother's.

			 ANNIE
	    It's so beautiful.  It's just 
	    what I would have picked out if 
	    I'd had every ring in the world 
	    to choose from.
		   (as she slips the ring 
		    onto her finger)
	    You see what I mean.  There are 
	    people who would like a 
	    relationship to be full of 
	    surprises, but I am not one of 
	    them.
		   (as she starts out the 
		    door with Walter 
		    behind, thinking about 
		    what she has just 
		    said)
	    Surprises are highly overrated.

As they go out the door to:

EXT. FIFTH AVE.  - DAY

As they start down the street and go off into the 
distance.

			 ANNIE
		   (continuing)
	    Promise me something, Walter.  
	    Promise me you will never have 
	    a surprise party for me.  Ever.  
	    You know what happens, you walk 
	    in the door in some horrible 
	    sweater you put on that morning, 
	    and there are hundreds of people 
	    in their best clothes shouting 
	    "Surprise!"

INT. SAM'S BEDROOM - NIGHT

Sam's got a suitcase on the bed, packing.  Jonah is 
standing in the doorway, watching.

He goes to his desk looking for something but can't find 
it.  He tries a few drawers.

			 SAM
	    Have you seen my wallet?

			 JONAH
	    It might be in the kitchen.

Sam doesn't remember leaving it in the kitchen.

			 SAM
	    I'm only going to be away one 
	    night, okay, and Clarise will 
	    be here.  You'll have a swell 
	    time.  You'll watch a little 
	    Geraldo, some Nightmare on Elm 
	    Street 12, I'll never know.

			 JONAH
	    Are you going with her?

			 SAM
	    Yes.

Jonah walks out of Sam's bedroom and we hear the door to 
his bedroom slam shut.

ON SAM

Starting to boil.

He walks into --

INT. HALLWAY - NIGHT

And open the door to Jonah's room.

INT. JONAH'S ROOM - NIGHT

			 SAM
	    I have to have a life.  I have 
	    to do things that I want with 
	    people my own age.  It's none 
	    of your business who I am going 
	    out with.  I don't give a good 
	    goddam if you're angry --

			 JONAH
		   (holding up Annie's 
		    letter)
	    This is the one I like.

Sam starts back to his bedroom.

INT. SAM'S BEDROOM - CONTINUOUS

			 SAM
	    I don't care who you like.  
	    It's who I like.  But the truth 
	    is you're never going to like 
	    anyone because it isn't your 
	    mother.

Sam throws a pair of socks into the suitcase.

			 JONAH
		   (yelling)
	    Fine.  I won't say anything.  
	    You can marry Count Dracula.

			 SAM
	    Thank you, Jonah.  But the 
	    point is, I am not asking 
	    permission.

			 JONAH
		   (yelling)
	    What's wrong with Annie?

			 SAM
		   (emphasizing every 
		    word)
	    Shut up.

Jonah appears at the doorway.

			 JONAH
	    Shut up?  Shut up???  Mom never 
	    did that.  Mom never said shut 
	    up to me.  Mom never yelled at 
	    me.

			 SAM
	    This conversation is finished.

			 JONAH
	    You said we could go to New 
	    York.

			 SAM
	    Did not.

			 JONAH
	    Did too.

			 SAM
	    I can't know what I said, but 
	    we're not going.

			 JONAH
		   (crossing his arms 
		    across his chest)
	    I'm not leaving this room until 
	    you say yes.

			 SAM
	    Get out.

			 JONAH
	    No.

			 SAM
	    Goddammit, I am sick of this 
	    --

Sam picks Jonah up and carries him kicking and screaming 
into:

INT. UPSTAIRS HALLWAY - NIGHT

and into:

INT. JONAH'S BEDROOM - NIGHT

			 JONAH
	    Put me down.  I hate you, I 
	    hate you --

He throws Jonah on the bed.  Jonah in tears.

			 SAM
	    I'm sick of this phony 
	    melodramatic bullshit.  I'm 
	    sick of it.

He leaves the room and slams the door.

INT. HALL - CONTINUOUS

Jonah weeping as Sam goes back to his bedroom.

INT. SAM'S BEDROOM - CONTINUOUS

The sound of Jonah weeping.

Sam sits down on the bed, wiped out.  Hold on him.

EXT. BALDWIN HOUSEBOAT - MORNING

As Clarise the babysitter arrives at the houseboat.

INT. HOUSEBOAT - MORNING

Sam and Clarise in the hallway outside Jonah's door.

			 SAM
	    Jonah?  Clarise is here, okay? 
	    And I'm leaving.

No response.

			 SAM
	    Jonah?
		   (to Clarise)
	    He's probably still asleep.

He opens the door gently to the room.

Jonah's gone.

IN QUICK CUTS:

Sam looks in the bathroom: no Jonah.  In the main cabin.  
The back deck.  Out onto the docks.  Looking all up and 
down.  Clarise coming down the deck -- she's apparently 
been looking in the neighborhood.  As she shakes her 
head no, Sam goes to the bicycle shed.  Jonah's bike 
still there.  Sam stands on the deck.

EXT. SEATTLE/TACOMA AIRPORT - DAY

We see a group of people filing off an airport shuttle 
bus.  The sign in front rotates from "Airport" back to 
"Marina."

Jonah comes down the stairs and steps off with his 
Mariners backpack.  He just stands there a beat, looking 
around.  Then he goes through the glass doors.

INT. AIRPORT FIRST CLASS TICKET COUNTER - DAY

The TICKET CLERK turns back to the counter.

			 TICKET CLERK
	    Next.

Jonah steps forward, with his ticket.

INT. JESSICA'S HOUSE - DAY

Jessica is sitting defiantly in a chair in the middle of 
the living room.  She is being interrogated but she is 
not going to talk.  There's a clock on the mantel.  Sam 
is in the room with Jessica's mother and father.

			 JESSICA'S MOTHER
	    Jessica, this is not 
	    acceptable.

			 JESSICA'S FATHER
	    If you don't tell us right now, 
	    right this minute, I'm going to 
	    kill you.

Jessica rolls her eyes.

She looks over the clock on the mantel.  As it ticks 
to 8:30:

			 JESSICA
	    He's on his way to New York.

			 JESSICA'S MOTHER
	    What?

			 SAM
	    How?

			 JESSICA
		   (the child of travel 
		    agents)
	    United 597.

Jessica's mother and father are horrified.

			 JESSICA'S MOTHER
	    Jessica!

			 SAM
	    When does it leave?

			 JESSICA'S FATHER
	    Eight-thirty.

Everyone looks over at the clock.  It says 8:31.  
Jessica smiles.

INT. SAM'S CAR - DAY

CLOSE ON SAM

Driving to the airport.

EXT. HIGHWAY NEAR SEATTLE/TACOMA AIRPORT - DAY

As his car takes the airport exit.

INT. AIRPLANE - DAY

A stewardess bends affectionately over Jonah, ensconced 
in the first-class section.  He's got his backpack on 
his lap and he's holding it.

			 STEWARDESS
	    Here you go... here's a nice pin 
	    for you, for flying with us.

			 JONAH
		   (completely unmoved, 
		    but polite)
	    Thank you.

			 STEWARDESS
	    You're welcome.  Can I take 
	    that for you?

			 JONAH
		   (clutching it even 
		    tighter)
	    No.

INT. AIRPORT TICKET COUNTER - ON SAM - DAY

at the reservations desk.  Desperation.

			 SAM
		   (frantic)
	    He's about this high, 90 
	    pounds, never combs his hair, 
	    Mariner's hat --

			 AIRLINE CLERK
		   (to his colleagues)
	    Anyone check in a 
	    unaccompanied minor on the New 
	    York flight?

			 FIRST CLASS TICKET CLERK
	    I did.

Sam closes his eyes.

			 SAM
	    I'll kill him.
		   (beat)
	    I have to get to New York as 
	    fast as I can.

			 AIRLINE CLERK
	    We can get you on a flight to 
	    Chicago and you can change 
	    planes --

Starting to punch information into the computer.

			 AIRLINE CLERK
	    How will you be paying for 
	    this?

			 SAM
		   (taking out his wallet)
	    American Express.
		   (there's no American 
		    Express card in his 
		    wallet)
	    Visa.
		   (beat)
	    I really am going to kill him.

INT. O'HARA AIRPORT - DAY

As Sam comes out of the plane from Seattle and dashes 
through the concourse, managing to arrive at the plane 
for New York at the very last moment.

INT. KENNEDY AIRPORT - DAY

As Jonah comes out of the plane from Seattle and looks 
up to see which way to go.  He looks very small.  Big 
New York passengers in a hurry whiz by with their 
carryons dangerously flying at their sides.

EXT. KENNEDY AIRPORT - A FEW MINUTES LATER

Jonah stands in a taxi line.

INT. TAXI - A FEW MINUTES LATER

Jonah sits down in the back seat.  Looks up.  A big 
bruiser of a CAB DRIVER leans back over the seat, sizing 
Jonah up.

			 TAXI DRIVER
	    Where to?

			 JONAH
	    Empire State Building.

INT. PLANE TO NEW YORK - DAY

Sam is in an aisle seat.  He closes his eyes and 
squeezes them tight.

			 SAM
		   (to himself)
	    Come on... come on... come on... 
	    COMEONCOMEONCOMEONCOMEONCOMEON...

EXT. EMPIRE STATE BUILDING - AFTERNOON

It looks magnificent in the waning afternoon light.

			 CABBIE'S VOICE
	    There it is.

We are watching from:

INT. A TAXICAB

where Jonah, with his head out the window, regards the 
building with awe.

			 CABBIE
	    What are you gonna do there, 
	    spit off the top?

			 JONAH
	    No.  I'm gonna meet...
		   (trying to figure out 
		    what to call her)
	    my mother.

INT. RAINBOW ROOM - DUSK

Walter and Annie walking toward their table with the 
MAITRE D'.

Annie sits down, looks at the view.  Walter starts to 
sit, revealing a spectacular view of the EMPIRE STATE 
BUILDING directly behind him.  Annie's smile fades.

			 WALTER
	    Is something wrong.

Annie shakes her head.

			 MAITRE D'
	    May I get you a drink?

			 WALTER
	    Some champagne?

			 ANNIE
	    Fine, fine.

Walter glances back over his shoulder.

			 WALTER
	    Beautiful view, isn't it?

			 ANNIE
	    Walter, there's something I 
	    have to tell you --

EXT. KENNEDY AIRPORT - DUSK

As Sam rushes out of the terminal.  Desperate.

A cab pulls up.  Sam bolts to the head of the line and 
muscles his way into the cab.  The other people in line 
are irate.

			 SAM
	    Sorry, this is an emergency.

The cab pulls out to a chorus of verbal abuse.

			 SAM (V.O.)
	    Empire State Building.

INT. EMPIRE STATE BUILDING LOBBY - DUSK

Jonah, carrying his backpack, walks through the majestic 
lobby and follows the arrow to the Observation Deck.

EXT. TOP OF EMPIRE STATE BUILDING - HELICOPTER SHOT - DESK

Looking down on the observation deck.  The city below.  
The tiny figure of Jonah walks into the middle of the 
deck.  Looks around.

EXT. 59TH STREET BRIDGE - DUSK

Sam's cab speeds across the bridge and into Manhattan, 
heading for the Empire State Building.

INT. TOP OF THE EMPIRE STATE BUILDING - DUSK

Jonah is going to take the bull by the horns.  He walks 
up to a likely-looking WOMAN.

			 JONAH
	    Hi, I'm Jonah.  Are you Annie?

			 WOMAN #1
	    No.
		   (smiles at him)
	    I'm Cynthia.

He spies another unattached woman.

			 JONAH
	    Excuse me, are you Annie?

EXT. RAINBOW ROOM - DUSK

A helicopter shot of Annie talking animatedly to Walter.

And pull back to reveal that the Rainbow Room is 
actually being seen by Jonah through a viewscope in:

EXT. EMPIRE STATE BUILDING OBSERVATION DECK - DUSK INTO 
NIGHT

Jonah is looking through the viewfinder.  He turns 
around, forlorn.  He takes off his backpack and is about 
to sit down next to it when Sam bolts into the 
observation deck.

Jonah leaps into his arms.

			 SAM
	    You're my family.  You're all 
	    I've got.  What if something 
	    happened to you?

Sam's eyes well up.  Jonah starts to cry.

			 SAM
	    What if I couldn't get to you?

			 JONAH
	    I was scared of what you were 
	    gonna do.

			 SAM
	    When I found you?

			 JONAH
	    If I didn't go.

			 SAM
	    Listen, have I ever done 
	    anything really stupid?

			 JONAH
	    No.

			 SAM
	    I mean, so far, have I screwed 
	    it up for you?

			 JONAH
	    No.

The two of them hold each other tight.  After a beat:

			 SAM
	    I can't believe you flew first 
	    class.

			 JONAH
	    It was all they had.

INT. RAINBOW ROOM - NIGHT

Annie and Walter.  There's champagne in their glasses, 
but neither of them has drunk a drop.

			 ANNIE
	    I don't know what to say about 
	    it, Walter.  It was a form of 
	    temporary insanity.  But I had 
	    to tell you about it because --

			 WALTER
		   (matter-of-fact)
	    -- it was a betrayal.

			 ANNIE
	    Yes.  But it wasn't really.  It 
	    was just...

			 WALTER
	    So what happened?

			 ANNIE
	    I told you.  Nothing --

			 WALTER
	    At the top of the Empire State 
	    Building --

			 ANNIE
	    I'm not at the top of the 
	    Empire State Building.  I'm 
	    here.

			 WALTER
	    Not really.
		   (beat)
	    Look, Annie, I love you.  Let's 
	    leave that out of it.  I don't 
	    want to be someone you're 
	    settling for.  I don't want to 
	    be someone anyone settles for.
		      (beat)
	    I have a life insurance policy,  
	    I'm fully invested in growth 
	    stocks, I have a paid 
	    subscription to Home Rox 
	    Office, I have no sexual 
	    diseases, I have been steadily 
	    employed in a part of the 
	    economy that isn't soft, I have 
	    expectation in the way of 
	    inherited wealth, I dress 
	    nicely, I am a member of the 
	    private sector, an independent 
	    voter, I don't watch Monday 
	    Night Football, the only thing 
	    wrong with me is that I am 
	    allergic to wheat, 
	    strawberries, penicillin, 
	    pollen, nuts and wool.  There 
	    are plenty of women who see me 
	    as the brass ring.  If you 
	    don't -- marriage is hard 
	    enough without bringing such 
	    low expectations into it, isn't 
	    it?

Annie is nodding.  She wipes a tear from her face.

			 ANNIE
	    Oh, Walter.  I don't deserve 
	    you.

			 WALTER
	    I think that's what I'm saying.

Slowly, gingerly, Annie slips the engagement ring off 
her finger and hands it to Walter.

No bitterness here.  Both of them trying to be gentle 
with each other.

			 ANNIE
	    You okay?

			 WALTER
	    Yes.
		   (beat)
	    Some people will do anything to 
	    get out of going to a symphony.

This breaks the tension.  Both of them smiles.

			 ANNIE
	    Oh!

			 WALTER
	    What?

			 ANNIE
	    Look!

Walter turns to look over his shoulder at what Annie 
sees:

THE LIGHTS HAVE JUST GONE ON ON THE EMPIRE STATE BUILDING 
VALENTINE LIGHTS:

A huge pink and white heart.

Walter turns back to Annie.

			 WALTER
	    Go for it.

And as Annie's heart leaps and she's about to bolt.

						CUT TO:

EXT. WEST 50TH STREET - NIGHT

As Annie comes out to the street and hails a cab.

As it screeches off toward Fifth Ave.

INT. EMPIRE STATE BUILDING OBSERVATION DECK - NIGHT

The lights are on all over the city.

The crowd has thinned out considerably.  Jonah and Sam 
are among the last people left.  They gaze out at the 
twinkling lights and the ever-darkening sky.

			 ELEVATOR OPERATOR
	    Last call.  Closing time.

Jonah looks at Sam.

			 JONAH
	    This is pretty dumb, wasn't 
	    it?

Sam shrugs.

			 SAM
	    Big deal.

After a beat.

			 SAM
	    Maybe we'll get a dog when we 
	    get back.

			 JONAH
	    Okay.

			 SAM
	    What do you mean, okay? 
	    Wouldn't you like a dog?

			 JONAH
	    Sure.

Sam puts his arm around him, they start toward the 
elevator.

			 SAM
	    Let's go home.

EXT. FIFTH AVE - NIGHT

Annie's cab stuck in traffic.

As Annie gets out of the cab.

She's breaking into a hard run toward the Empire State 
Building.

INT. LOBBY OF THE EMPIRE STATE BUILDING - NIGHT

Annie sprints in and over to Information Booth.

			 INFORMATION BOOTH PERSON
	    Sorry, ma'am, but the elevators 
	    are closed.

			 ANNIE
		   (out of breath)
	    No.  Please.  I really need to 
	    get up there.

			 INFORMATION BOOTH PERSON
	    We're closing up.  No more runs 
	    tonight.

Annie takes a deep breath.  She's hit the end of the 
road.  She turns to go but then turns back.

			 ANNIE
		   (out of breath)
	    Listen, can I just take a look? 
	    Maybe... maybe... There's 
	    someone I was supposed to 
	    meet... He's probably not 
	    there, but if I don't at least 
	    look I'll always wonder about 
	    it.

The Information Booth Person looks at her.

			 INFORMATION BOOTH PERSON
	    Cary Grant, right?

			 ANNIE
	    You know that movie?

			 INFORMATION BOOTH PERSON
	    One of my wife's favorites.

INT. TOP OF THE EMPIRE STATE BUILDING

After a few beat the elevator door opens on a very 
empty platform.

			 ELEVATOR MAN
	    Sorry, ma'am.  Empty.

Annie slowly walks out.

			 ANNIE
	    Can I take a minute?

			 ELEVATOR MAN
	    Go ahead.

She sighs.  Heads for the telescopes.  Looks out at the 
twinkling lights below.

She casually turns the telescope and suddenly sees 
something on the floor.

Jonah's Seattle Mariners backpack.

She picks it up.  She realizes that it might be... 
could be... and opens it.  Inside is a toothbrush and 
Jonah's teddy bear.  As she takes out the bear the other 
elevator DINGS.

Annie looks up as Jonah and Sam exit the elevator.

			 JONAH
	    I left it near the...

And they stop.  There she is.  There they are.  Sam 
can't believe it.  It's the mystery woman.

			 SAM
	    It's you.

			 ANNIE
	    It's me?

			 SAM
	    The one in the street.  I 
	    chased after you.

			 JONAH
	    Are you Annie?

			 ANNIE
	    Yes.

			 SAM
		   (confused)
    You're Annie too?

She smiles awkwardly.

			 ANNIE
		   (indicating the 
		    backpack)
	    Is this yours?

Jonah walks over to her.  He puts his hand out.  She 
shakes it solemnly.

			 JONAH
	    I'm Jonah.
		   (nodding back to Sam)
	    That's my dad.  His name is 
	    Sam.

			 ANNIE
	    Hi, Jonah.  Sam.
		   (indicating the teddy 
		    bear)
	    And who is this?

			 JONAH
	    Howard.

			 ANNIE
	    Howard.

Sam nods.  Smiling.  Starting to put it all together.  
Annie smiles.  Still nervous.  No one knows what to do 
next.  Just then, one of the elevator operators CLEARS 
HIS THROAT.

			 SAM
	    We better go.

Annie nods.

Sam holds out his hand.

			 SAM
	    Shall we?

Annie slips her hand into his.  It feels comfortable, 
natural, right.

			 ANNIE
	    Sam?

He looks at her.

			 ANNIE
	    It's nice to meet you.

On Annie.

On Sam.

On Jonah.  He makes a triumphant little double-fist 
gesture to himself as the elevator doors close.

EXT. THE EMPIRE STATE BUILDING - NIGHT

WE SEE THE BUILDING from above, all lit up, a romantic 
confection, the world's largest Valentine.

The CAMERA PULLS BACK and we see the United States 
spread out before us, with lights twinkling everywhere.

And


FADE OUT