Twelve Monkeys (1995)
by David Webb Peoples and Janet Peoples.
Production Draft, June 27, 1994.
More info about this movie on imdb.com

FADE IN:

INT.  CONCOURSE/AIRPORT TERMINAL - BAY

CLOSE ON A FACE.  A nine year old boy, YOUNG COLE, his eyes wide
with wonder. watching something intently.  We HEAR the sounds of
the P.A. SYSTEM droning Flight Information mingled with the
sounds of urgent SHOUTS, running FEET, EXCLAMATIONS.

YOUNG COLE'S POV:  twenty yards away, a BLONDE MAN is sprawled on
the floor, blood oozing from his gaudy Hawaiian shirt.

A BRUNETTE in a tight dress, her face obscured from YOUNG COLE'S
view, rushes to the injured man, kneels beside him, ministering
to his wound.

ANGLE ON YOUNG COLE, flanked by his PARENTS, their faces out of
view, as they steer him away.

                          FATHER'S VOICE (o.s.)
           Come on, Son --this is no place for us.

YOUNG COLE resists momentarily, mesmerized by the drama.

YOUNG COLE'S POV:  intermittently visible through a confusion of
FIGURES rushing through the foreground, the BLONDE MAN reaching
up and touching the cheek of the kneeling BRUNETTE in a gesture
of enormous tenderness, a gesture of farewell, while the P.A.
SYSTEM continues its monotonous monotone...

                          P.A. SYSTEM
           Flight 784 for San Francisco is now
           ready for boarding at inmate number
           66578, Greely.

INT.  PRISON DORMITORY/FUTURE - ETERNAL NIGHT

                          PRISON P.A. SYSTEM
           --number 5429, Garcia -- number 87645, Cole...

COLE, late thirties, dark hair, comes awake in a bunk cage, one
of many stacked four high along both sides of a long dim
corridor.  He blinks in the near dark, shaken, disoriented.

Then, as he "recovers" from his very vivid dream, WE GET OUR
FIRST LOOK AT HIS ENVIRONMENT...A WINDOWLESS UNDERGROUND WORLD OF
ETERNAL NIGHT SOMETIME IN THE FUTURE...AN ALMOST COLORLESS
"REALITY" OF BLURRED EDGES AND ECHOEY SOUNDS, MUCH MORE
"DREAMLIKE" THAN HIS DREAM.

Flashlights glare. In the half-light, COLE sees spooky figures,
GUARDS, moving among the locked bunk/cages.

COLE turns and whispers to the occupant of the next cage, JOSE...

                          COLE
           Ssssst!  Jose, what's going on?

JOSE's face is almost lost in shadow.  What there is of it is
youthful.  He's just a scared Puerto Rican kid!

                          JOSE
           "Volunteers" again.

JOSE immediately rolls over and feigns sleep as SCARFACE, a
menacing guard with a jagged scar running down his cheek, looms
close to COLE's cage and unlocks it.

                          SCARFACE
           "Volunteer duty".

The PRISONERS in the other cages watch silently with narrowed eyes.

                          COLE
           I didn't volunteer.

                          SCARFACE
           You causing trouble again?

                          COLE
                (controls his temper)
           No trouble.

INT.  EQUIPMENT ROOM - ETERNAL NIGHT

COLE's alone, struggling to get into what looks like a space suit
in a room where suits hang like ghosts with blank eyes.

               TITLES BEGIN SUPERED OVER THE SCENE

COLE has the torso of the suit on now and is trying to close it.

                          OFFSCREEN VOICE (o.s.)
           All openings must be closed.

COLE looks for the source of the voice, a tiny grate in the wall.

                          OFFSCREEN VOICE (o.s.)
           If the integrity of the suit is compromised
           in any way, if the fabric is torn or a zipper
           not closed, readmittance will be denied.

INT.  SEALED CHAMBER - MINUTES LATER (ETERNAL NIGHT)

COLE, wearing the "space suit" and a helmet with a plastic visor,
steps into a tiny chamber, a kind of air lock.  The heavy door
clangs shut behind him.  He's alone.  COLE'S breath comes quicker
now as he sucks oxygen from the air tanks on his back.

On the opposite wall is another door with a huge wheel lock.
COLE turns the heavy wheel, opens the door, steps through It

INT.  ELEVATOR - SECONDS LATER (ETERNAL NIGHT)

COLE'S in an ascending elevator that groans and creaks.  He looks
down at a crudely drawn map he holds in his gloved hand.

The map shows a series of tunnels and ladders.

INT.  SEWER PIPE - MINUTES LATER (NIGHT)

COLE pans a flashlight, probing the filthy sewer he's wading through

RATS flee the blade of light, scurry across islands of rusting junk.

The flashlight beam settles on a ladder mounted in the wall.

Reaching the rusted ladder, COLE starts to climb awkwardly.

EXT.  CITY STREET/FUTURE - MOMENTS LATER (NIGHT)

A SCRAPING NOISE as a heavy man-hole cover is pushed up and moved
aside.  COLE'S helmeted head emerges from below.

COLE'S POV THROUGH HIS PLASTIC-VISORED HELMET:  a city in
moonlight!  A surreal image of abandoned buildings.  No people
anywhere.  The only sounds are the WIND and COLE'S BREATHING.

EXT.  ANOTHER CITY STREET - MINUTES LATER (NIGHT)

COLE'S light reveals abandoned vine-covered automobiles.
    
Moving to the nearest car, COLE searches in the vines for
something.  Finds it.  An insect.

COLE takes the bug in his gloved hand.  As he clumsily inserts it
into a collection tube, something makes him turn.

There's something across the street in the dark.  Something alive.

COLE points his flashlight and reveals...a BEAR!  Startled by the
light, the animal blinks, then stands on its rear legs and ROARS.

ANGLE ON COLE, staring wide-eyed.
    
Then, the BEAR sinks down onto all fours and, trying to avoid the
flashlight, it pads quickly down the street.

INT.  SUBTERRANEAN PARKING GARAGE - NIGHT

Using the flashlight to see, COLE reaches down to the cracked
floor and gets another specimen.  DOGSHIT!

The only sound is COLE'S labored BREATHING.

Then, a different SOUND.  GRRRR!  A dog.  More GRRRRS.  More
dogs.  Then, a YIP.  Then, VICIOUS GROWLS.  It's a DOGFIGHT!

EXT.  STREET - NIGHT (FIRST LIGHT)

A giant OWL, perched on an overhead traffic light, raises its wings
and lifts off...rising higher and higher into the brightening sky.

Below, on the street, COLE trudges along, passing deserted
buildings, windows broken, rusted signs dangling.

INT.  DEPARTMENT STORE - NIGHT (FIRST LIGHT)

COLE'S light reveals a spider web just inside the store.  A large
SPIDER tries to hide from the light.

COLE reaches carefully into the web and plucks the spider and
puts it into one of his specimen tubes.

Then, he shines his light all around the once elegant store.  There's
nothing but aisle after aisle of moldering consumer goods.

EXT.  DEPARTMENT STORE - DAWN

As COLE comes out of the store, the first rays of the sun hit the
building.  COLE stops, squints into the light through his visor.

COLE'S POV:  spray-painted on the wall a long time ago is a stenciled
logo of twelve monkeys holding hands in a circle.  Over it is
written, "WE DID IT!"

COLE looks up.

COLE'S POV:  high up on a building across the street, a LION
patrols a ledge, pauses, looks out majestically over his world.

                TTTLES END

INT.  FIRST UNDERGROUND DECONTAMINATION CHAMBER - ETERNAL NIGHT

ROARING WATER, powerful torrents gushing from nozzles in the
wall, pummel the still-suited COLE.

INT.  SECOND UNDERGROUND DECONTAMINATION CHAMBER - ETERNAL NIGHT

Stark naked and shivering, COLE is being scrubbed with brushes on
long poles (like the ones used to wash cars) wielded by two HULKING
FIGURES in bulky decontamination suits, their personas lost in their
windowed masks.  It's a grim scene in a grim cement room with damp,
dripping walls.  From an unseen source comes an AMPLIFIED VOICE,

                          AMPLIFIED VOICE (o.s.)
           Raise your arms above your head.

COLE lifts his arms and the FIGURES start scrubbing his armpits.

INT.  TINY CHAMBER - SHORTLY (ETERNAL NIGHT)

Still naked, COLE is seated on a stool while a MASKED TECHNICIAN
in a less elaborate, less bulky decontamination outfit draws
blood from COLE'S arm with an old-fashioned hypodermic needle.

COLE glances toward a single, nearly opaque "window" of thick
plastic in the rusty iron wall.  VAGUE FIGURES seem to lurk
behind the translucent aperture, studying him.

The TECHNICIAN slips the blood sample through a slot in the wall.

INT.  ENGINEERING OFFICE/FUTURE WORLD - ETERNAL NIGHT

Ushered in by two guards, TINY and SCARFACE, COLE looks around.

COLE'S POV:  wails hidden by old headlines, articles, maps, charts...
a blackboard covered with elaborate, sophisticated formulae...surfaces
heaped with cracked monitors, gerry-rigged computers held together with
string, lasers lost in tangles of cable, ancient tube amplifiers, a
dilapidated cardboard reconstruction of a city, stacks of moldering
books and tattered computer printouts...and, seated at a long conference
table, staring at COLE, six SCIENTISTS:  an ASTROPHYSICIST, ENGINEER,
BOTANIST, MICROBIOLOGIST, ZOOLOGIST, and a GEOLOGIST.  They represent
a "modern" science where brilliant new ideas interface with crude,
outdated, patched-together technologies.

                          TINY
           James Cole.  Cleared from quarantine.

                          MICROBIOLOGIST
           Thank you.  You two wait outside.

                          SCARFACE
           He's got a history, Doctor.  Violence.

COLE'S eyes return to the walls.

Headlines:  "CLOCK TICKING!  NO CURE YET!"

                          SCARFACE
           Anti-social six -- doing 25 to life.

                          ENGINEER
           I don't think he's going to hurt us.  You're
           not going to hurt us, are you Mr. Cole?

COLE'S head turns quickly to the ENGINEER.

                          COLE
           No, sir.

The GUARDS exchange a look, shrug, exit, closing the door.

                          MICROBIOLOGIST
           Why don't you sit down, Mr. Cole.

COLE goes to the empty chair at the conference table, sits down.

                          ASTROPHYSICIST
           We want you to tell us about last
           night.

                          COLE
           I went to the surface and I collected
           specimens like I was told.

The SCIENTISTS don't say anything.  They just study him carefully.

                          COLE
                (worried)
           I mashed the spider, didn't I?

                          MICROBIOLOGIST
           We'll get to the spider later, Mr.
           Cole.  Right now, we want to know
           everything that you saw.

INT.  ENGINEERING OFFICE - AN HOUR LATER (ETERNAL NIGHT)

COLE, starting to look very tired now, stands at the blackboard
sketching a detailed map of exactly where he was last night.

                          ASTPOPHYSICIST
           Where you collected sample #4, what
           street was that?

                          COLE
           Uh...

                          BOTANIST
           It's important to observe everything.

                          COLE
           I think it was...I'm sure it was 2nd Street.

As the SCIENTISTS start to whisper animatedly among themselves,
COLE'S eyes drift across the newspaper clippings taped to the
wall.  One headline screams, "VIRUS MUTATING!"  Another features
a photo of an OLD MAN (DR. MASON, who we'll see again later on)
and the words, SCIENTIST SAYS, "IT'S TOO LATE FOR CURE".

                          ASTROPHYSICIST'S VOICE (o.s.)
           Close your eyes, Cole.

Startled, COLE closes his eyes obediently.

BLACKNESS.  Like COLE, WE SEE NOTHING.  But we HEAR their VOICES.

                          ENGINEER'S VOICE (o.s.)
           Tell us in detail what you've seen in
           this room.

                          COLE'S VOICE (o.s.)
           Uh, in this room?  Uh...

                          MICROBIOLOGIST'S VOICE (o.s.)
           How many of us are there?

                          COLE'S VOICE (o.s.)
           Six...seven, if you count me.

                          ASTROPHYSICIST'S VOICE (o.s.)
           Tell us about the pictures on the wall...

                          COLE'S VOICE (o.s.)
           Uh, you mean the newspapers?

                          A MONTAGE OF OVERLAPPING VOICES (o.s.)
           Tell us about the newspapers.  Can you
           hear my voice?  What do I look like?
           What does he look like, the man who
           just spoke?  How old were you when you
           left the surface?

The VOICES blur into a cacophony and FADE INTO the droning P.A.
SYSTEM at the airport.

INT.  CONCOURSE/AIRPORT - DAY

THE DREAM AGAIN!  But at an earlier moment.  YOUNG COLE, flanked
by his PARENTS, whose faces are out of view, is watching a PLANE
land through one of the big glass windows that lines the concourse
leading to the departure gates.

                          P.A. SYSTEM (o.s.)
           Flight 784 now boarding at gate...

Suddenly, a SHOUT, followed by raised VOICES, interrupts the
monotonous airport routine.  As YOUNG COLE and his PARENTS turn
to see what's going on, a man we'll call MR. PONYTAIL, his face
averted, hurries past them, bumping YOUNG COLE with a Chicago
Hulls Sports Duffle Bag.

                          MR. PONYTAIL
           WATCH IT!

YOUNG COLE sees little more than the gaudy pants, the duffle, and
the man's ponytail flopping as he rushes towards the gates.

Just then, a WOMAN'S VOICE cries out, "NOOOOOOOOO!"

YOUNG COLE turns back toward the Security Check Point just as
TRAVELERS scatter madly, some diving to the floor, others
running.  A TERRIFIED TRAVELER, hitting the floor close by, looks
up at YOUNG COLE with panicky eyes, and asks....
    
                          TERRIFIED TRAVELER
           Just exactly why did you volunteer?

INT.  ENGINEERING OFFICE/FUTURE WORLD - (ETERNAL NIGHT)

COLE comes abruptly awake.  Seated now, he's facing the SCIENTISTS.

                          ASTROPHYSICIST
           Wake up, Cole.

                          COLE
           Uh, I didn't hear the...

                          MICROBIOLOGIST
                (tapping a pencil on the table)
           I asked you, why did you volunteer?

                          COLE
           Well, the guard woke me up.  He told me
           I volunteered.

The SCIENTISTS react, whispering urgently among themselves.

COLE starts to nod off again, then comes awake with a start as
the ENGINEER speaks to him.

                          ENGINEER
           We appreciate you volunteering.  You're
           a very good observer, Cole.

                          COLE
           Uh, thank you.

                          ENGINEER
           You'll get a reduction in sentence.

COLE keeps his face impassive.

                          ASTROPHYSICIST
           To be determined by the proper authorities.

                          ENGINEER
           You don't want to jeopardize that reduction,
           do you, Cole?  Have it taken away?

                          COLE
           No, sir!

                          ASTROPHYSICIST
           We have a very advanced program, something
           very different, requires very skilled people.

                          MICROBIOLOGIST
           An opportunity to reduce your sentence
           considerably...

                          ZOOLOGIST
           And possibly play an important role in
           returning the human race to the surface
           of the earth.

                          ENGINEER
           We want tough minded people.  Strong
           mentally.  We've had some...misfortunes
           with "unstable" types.

                          ASTROPHYSICIST
           For a man in your position...an opportunity.

                          BOTANIST
           Not to volunteer could be a real mistake.

                          MICROBIOLOGIST
                (tapping his pencil again)
           Definitely a mistake!

COLE gives away nothing.  He's in a box here.  He has no choices.
He stares at the tapping pencil.

INT.  ART GALLERY - NIGHT

A strikingly "real" world of bright colors.  Extravagant paintings
adorn the walls.  A POET, tiny and ruddy faced, squints over his
glasses as he reads in a booming voice to an AUDIENCE of thirty
seated on folding chairs.

                          POET
           Still among the myriad microwaves, the
           infra-red messages, the gigabytes of ones
           and zeroes, we find words, infinitesimally
           small, byte-sized now, tinier even than
           science lurking in some vague electricity
           where, if we listen we can hear the solitary
           voice of that poet telling us,
           "We are no other than a moving row
           Of Magic shadow-shapes that come and go
           Round with the Sun-illumined Lantern hold
           In Midnight by the Master of the show."

As the POET reads, we STUDY the audience, mostly YUPPIE CULTURE
JUNKIES or BOHEMIANS.  Among them, a light-haired woman of twenty-
eight, soberly dressed, wearing glasses.  She's KATHRYN RAILLY.  And
it's her beeper that suddenly BEEPS.  BEEP!  BEEP!

                          POET'S VOICE (o.s.)
           "The Moving Finger writes; and, having writ,
           Moves on:  nor all your Piety nor Wit
           Shall lure it back to cancel half a Line,
           Nor all your Tears wash out a Word of it."

BEEP!  BEEP!  Scowling at the outrageous interruption, the POET
looks up from the text just as RAILLY, tumbling, shuts off the
beeper and rises, embarrassed.  As she makes her way to an exit,
the glaring POET continues...

                          POET
           "Yesterday This Day's Madness did prepare;
           Tomorrow's Silence, Triumph or Despair:
           Drink!  for you know not whence you came, nor why:
           Drink!  for you know not why you go, nor where."

INT.  CORRIDOR/POLICE STATION - NIGHT

DETECTIVE FRANKI leads RAILLY past crowded holding cells.

                          FRANKI
           -- so they get there and they ask the guy
           real nice for some kind of i.d., and he gets
           agitated, starts screaming about viruses.
           Totally irrational, totally disoriented,
           doesn't know where he is, what day it is,
           alla that stuff.  All they got was his
           name.  They figure he's stoned out of
           his mind, it's some kinda psychotic
           episode, so they're gonna bring him...

                          RAILLY
           He's been tested for drugs?

                          FRANKI
           Negative for drugs.  But he took on
           five cops like he was dusted to the
           eyeballs.  No drugs.  You believe that?

FRANKI pauses, indicating a tiny observation window of thick meshed
glass in an otherwise solid door, and RAILLY looks through it.

RAILLY'S POV THROUGH THE WINDOW:  a MAN, his back to her, in
strait-jacket and prison denims, examining the wall of the padded
cell with the distorted intensity of a "mental case".

                          RAILLY
           You have him in restraints.

                          FRANKI
           Were you listening?  We got two officers in
           the hospital.  Yeah, he's in restraints, plus
           the medic gave him enough stellazine to kill
           a horse.  Look at him!  Still on his feet.

RAILLY'S POV THROUGH THE WINDOW:  the MAN in the cell turns, looks
right at her.  In spite of the cuts and welts, it's clearly COLE.

                          RAILLY
           That would explain the bruises, I
           guess.  The struggle.

                          FRANKI
           You want to go in?  Examine him?

                          RAILLY
           Yes, please.  You said he gave a name...

                          FRANKI
                (unlocking the door)
           James Cole.  That's everything we got.  None
           of the James Coles on the computer match him.
           No license, no prints, no warrants.  Nothing.
           You want me to go in with you?

                          RAILLY
                (entering)
           No, thank you.

                          FRANKI
           I'll be right here...just in case.

INT.  ISOLATION CELL

COLE stares at RAILLY.  The environment is intensely real...vivid
colors...each sound, however slight, very distinct, almost loud...
and yet she appears to him almost like a vision.

                          RAILLY
           Mr. Cole?  My name is Doctor Railly.
           I'm a psychiatrist.  I work for the
           County -- I don't work for the police.
           My only concern is your well being --
           do you understand that?

                          COLE
           I need to go now.

                          RAILLY
           I'm going to be completely honest.  I'm
           not going to lie to you.  I can't make
           the police let you go...but I do want
           to help you.  And I want you to trust
           me.  Can you do that, James?  May I
           call you "James"?

                          COLE
           "James"!  Nobody ever calls me that.

                          RAILLY
                (frowns, studies him)
           Have you been a patient at County?
           Have I seen you someplace?

                          COLE
           No, not possible.  Listen, I have to
           get out of here.  I'm supposed to be
           getting information.

                          RAILLY
           What kind of information?

                          COLE
           It won't help you.  You can't do anything
           about it.  You can't change anything.

                          RAILLY
           Change what?

                          COLE
           I need to go.

                          RAILLY
           Do you know why you're here, James.

                          COLE
           Because I'm a good observer.  Because I
           have a tough mind.

                          RAILLY
           I see.  You don't remember assaulting a
           police officer...several officers?

                          COLE
           They wanted identification.  I don't have
           any identification.  I wasn't trying to
           hurt them.

                          RAILLY
           You don't have a driver's license,
           James?  Or a Social Security card?

                          COLE
           No.
    
                          RAILLY
           Why not?  Most people have some ID.

                          COLE
           You wouldn't understand.

                          RAILLY
           You've been in an institution, haven't
           you, James?  A hospital?

                          COLE
           I have to go.

                          RAILLY
           A jail?  Prison?

                          COLE
           Underground.

                          RAILLY
           Hiding?

                          COLE
           I love this air.  This is wonderful air.

                          RAILLY
           What's wonderful about the air, James?

                          COLE
           It's so clean.  No germs.

                          RAILLY
           You're afraid of germs?

                          COLE
           I have to go.

                          RAILLY
           Why do you think there aren't any germs
           in the air, James?

                          COLE
           This is April, right?

                          RAILLY
           July.

                          COLE
                (sudden panic)
           July?!

                          RAILLY
           Do you know what year it is?

                          COLE
           What year is it?

                          RAILLY
           What year do you think it is?

                          COLE
           1995?

                          RAILLY
           You think it's July of 1995?  That's
           the future, James.  Do you think you're
           living in the future?

                          COLE
                (slightly confused)
           No, 1995 is the past.

                          RAILLY
           1995 is the future, James.  This is 1989.

COLE looks stunned.

INT.  POLICE STATION CORRIDOR - MORNING

COLE, bound tightly by the strait-jacket, heavy manacles on his
ankles, is being escorted down the corridor by two surly POLICEMEN.

                          COLE
           Where are you taking me?

                          POLICEMAN #1
           South of France, buddy.  Fancy hotel.
           You're gonna love it.

                          COLE
           South of France?!  I don't want to go
           to the South of France.  I want to make
           a telephone call.

POLICEMAN #2 smirks as he unlocks a heavy steel door.

                          POLICEMAN #2
           Zip it, scumbag -- you fooled the shrink
           with your act, but you don't fool us.

Then, POLICEMAN #2 swings the steel door open and sunlight
overwhelms COLE, blinding him in a dazzling fury of white light.

EXT.  CITY STREET/MINI-VAN - DAY

A Mini-van, the kind of vehicle used to transport a half dozen
prisoners, crawls through a busy street.  The Police Department
logo is prominent on the side of the van beneath barred windows.

INT. COUNTY HOSPITAL/SHOWERS - AN HOUR LATER (MORNING)

Fierce spray recalls the decontamination in the future.  COLE
stands stark naked under the shower while two muscular attendants,
PALMER and BILLINGS, supervise.

As PALMER shuts off the water, BILLINGS hands COLE a towel and
starts inspecting his scalp...

                          BILLINGS
           Lemme see your head, Jimbo, see if you
           got any creepy crawlies.

                          COLE
           I need to make a telephone call.

                          BILLINGS
                (pulling Cole's head)
           Gotta work that out with a doctor, Jimbo.
           Can't make no calls 'til the doctor says.

                          COLE
           It's very important.

                          BILLINGS
           What chew gotta do, Jimbo, is take it
           easy, relax into things.  We all gonna
           get along fine if you just relax.

COLE gets the hint of menace in the message and submits to the
lice inspection, only his eyes revealing his frustration.

INT.  HOSPITAL/DAYROOM - HALF AN HOUR LATER (DAY)

COLE stands in the doorway, stunned by his first sight of the
large room.  His eyes go to the heavily-grilled windows where
light pours in from outside.  Then, to the TV, where a CARTOON
COMMERCIAL makes raucous noises.

PATIENTS, in K-Mart street clothes or ratty robes, stare gloomily
at the TV, or play cards, pace, or just stare blankly.

BILLINGS is at COLE'S side, beckoning to a patient, JEFFREY MASON,
a twenty year old white youth dressed in khakis and a plaid shirt.

                          BILLINGS
           Jeffrey.  Yo!  Jeffrey.  This here is James.
           Whyncha show James around?  Tell him the TV
           rules, show him the games an' stuff, okay?

                          JEFFREY
                (with a sly look)
           How much you gonna pay me?  Huh?  I'd
           be doing your job.

                          BILLINGS
           Five thousand dollars, my man.  That
           enough?  I'll wire it to your account
           as usual, okay?

                          JEFFREY
           Okay, Billings.  Five thousand.  That's
           enough.  Five thousand dollars.  I'll
           give him the Deluxe Mental Hospital Tour.

As BILLINGS walks away chuckling, JEFFREY turns to COLE.

                          JEFFREY
           Kid around, kid around.  It makes them feel
           good, we're all pals.  We're prisoners, they're
           the guards, but it's all in good fun, you see?

COLE nods and JEFFREY indicates card tables where PATIENTS are
playing cards, checkers, chess, or working on jig saw puzzles.

                          JEFFREY
           Here's the games.  Games vegitize you.
           If you play the games, you're
           voluntarily taking a tranquilizer.

COLE sees a partially completed puzzle of the well-known painting,
THE PEACEABLE KINGDOM, depicting a serene world of animals in harmony.

                          JEFFREY
           What'd they give you?  Thorazine?  How
           much?  Learn your drugs -- know your doses.

                          COLE
           I need to make a telephone call.

                          JEFFREY
           A telephone call?  That's communication
           with the outside world!  Doctor's
           discretion.  Hey, if alla these nuts
           could just make phone calls, it could
           spread.  Insanity oozing through telephone
           cables, oozing into the ears of all those
           poor sane people, infecting them!  Whackos
           everywhere!  A plague of madness.
                (suddenly sly and confidential)
           In fact, very few of us here are actually
           mentally ill.  I'm not saying you're
           not mentally ill, for all I know you're
           crazy as a loon.  But that's not why
           you're here.  Why you're here is because
           of the system, because of the economy.
                (indicating the TV)
           There's the TV.  It's all right there.
           Commercials.  We are not productive
           anymore, they don't need us to make
           things anymore, it's all automated.  What
           are we for then?  We're consumers.  Okay,
           buy a lot of stuff, you're a good citizen.
           But if you don't buy a lot of stuff, you
           know what?  You're mentally ill! That's
           a fact!  If you don't buy things...toilet
           paper, new cars, computerized blenders,
           electrically operated sexual devices...
                (getting hysterical)
           SCREWDRIVERS WITH MINIATURE BUILT-IN
           RADAR DEVICES, STEREO SYSTEMS WITH
           BRAIN IMPLANTED HEADPHONES, VOICE-
           ACTIVATED COMPUTERS, AND...

A woman orderly, TERRY, turns from the feeble PATIENT she's helping.

                          TERRY
           Take it easy, Jeffrey.  Be calm.

Abruptly, JEFFREY stifles his hysteria, takes a deep breath and
continues, completely calm now.  But COLE isn't listening.  He's
mesmerized by the TV.

                          JEFFREY
           So if you want to watch a particular
           program, say "All My Children" or
           something, you go to the Charge Nurse
           and tell her what day and time the show
           you want to see is on.  But you have to
           tell her before the show is scheduled
           to be on.  There was this one guy who
           was always requesting shows that had already
           played.  He couldn't quite grasp the
           idea that the Charge Nurse couldn't
           just make it be yesterday for him, turn
           back time ha ha.  What a fruitcake!!

This last thought actually penetrates COLE'S focus on the TV and
he turns to JEFFREY who's picking up speed again.

                          JEFFREY
           Seriously, more and more people are
           being defined now as mentally ill.  Why?
           Because they're not consuming on their
           own.  But as patients, they becone
           consumers of mental health care.  And
           this gives the so-called sane people work!
                (hysteria again)
           WHOOO!  SHOCK THERAPY!  GROUP THERAPY!
           HALLUCINATIONS!  THERAPEUTIC DRUGS!
           IGGIDY DIGGIDY DIG!  PERFECT!  THE
           SYSTEM IN HARMONY LIKE A BIG MACHINE...

                          TERRY
           Okay, that's it, Jeffrey, you're gonna
           get a shot.  I warned you...

                          JEFFREY
                (calming himself, smiling)
           Right!  Right!  Carried away, heh heh.
           I got "carried away".  Explaining the
           workings of...the institution.

Just then, TJ WASHINGTON, a somber-looking African American in a
bathrobe, taps COLE on the shoulder.

                          TJ WASHINGTON
           I don't really come from outer space.

                          JEFFREY
           This is TJ Washington, Jim -- he
           doesn't really come from outer space.

                          TJ WASHINGTON
           Don't mock me, my friend.
                (to Cole)
           It's a condition of "mental divergence".
           I find myself on another planet, Ogo,
           part of an intellectual elite, preparing
           to subjugate barbarian hordes on Pluto.
           But even though it's a totally convincing
           reality in every way...I can feel, breathe,
           hear...nevertheless, Ogo is actually a
           construct of my psyche.  I am mentally
           divergent in that I am escaping certain
           unnamed realities that plague my life
           here.  When I stop going there, I will
           be well.  Are you also divergent, friend?

The P.A. SYSTEM interrupts, startling COLE.

                          P.A. SYSTEM (v.o.)
           James Cole.  Report to Staff.  James Cole!

                          JEFFREY
           Staff!  Whoo!  Time for Staff.  Now the
           geniuses cure you.  Hallelujah!

INT.  PSYCH WARD CONFERENCE ROOM - MINUTES LATER (DAY)

COLE is agitated, speaking forcefully.

                          COLE
           This is a place for crazy people!  I'm
           not crazy!

RAILLY, four other PSYCHIATRIC RESIDENTS, including RAILLY'S best
friend, MARILOU MARTIN, and their chief, DR. OWEN FLETCHER, sit
around a beat-up conference table, watching COLE, who sits facing
the doctors, with BILLINGS looming behind him.  (Some of the DOCTORS
bear a strong resemblance to the SCIENTISTS OF THE FUTURE.)

                          RESIDENT #1
           We don't use that term..."crazy", Mr. Cole.

                          COLE
           Well, you've got some real nuts in here!
           Listen to me, all of you -- I have to
           tell you something that's going to be
           difficult for you to understand, but...

                          DR. RAILLY
           James...please.  These are all doctors
           here and we want to help you.

                          DR. FLETCHER
           Mr. Cole -- last night you told Dr.
           Railly you thought it was...
                (checking a file)
           1995. ... How about right now?  Do you
           know what year it is right now?

                          COLE
           1989.  Look, I'm not confused.  There's been
           a mistake, I've been sent to the wrong place.

Suddenly, COLE reaches out and BILLINGS lunges forward, but COLE
is just grabbing a pad and pencil.

                          COLE
           Hey, I'm not going to hurt anybody.

FLETCHER restrains BILLINGS with a hand signal.

                          COLE
                (drawing)
           Do any of you know anything about the
           Army of the Twelve Monkeys?  They paint
           this, stencil it, on buildings, all
           over the place.

COLE waves a sketch of the dancing monkey logo we saw earlier.

                          DR. CASEY
           Mr. Cole...

                          COLE
           Right.  I guess you wouldn't, this is
           1989, they're probably not active yet.
           That makes sense!  Okay.  Listen to me,
           three billion people died in 1995.
           Three billion, got that?  Almost
           the whole population.  Of the world!
           Only about one percent survived.

DOCTORS exchange knowing looks.  This is an old story, apparently.

                          RESIDENT #2
           Are you going to save us, Mr. Cole?

                          COLE
           Save you?  How can I save you?  It
           already happened!  I can't save you.  I'm
           simply trying to get some information for
           people in the present so that someday...
                (sees their eyes)
           You don't believe me.  You think I'm
           crazy.  But I'm not crazy.  I'm a convict,
           sure, I have a quick temper, but I'm as
           sane as anyone in this room.  I...

COLE stops, sees DR. FLETCHER tapping his pencil.  COLE'S seen
that tapping before -- in the future!  It disorients him.

                          DR. RAILLY
           Can you tell us the name of the prison
           you've come from?

COLE doesn't answer.  He's staring at the tapping pencil.

                          DR. FLETCHER
           Does this bother you, Mr. Cole?

                          COLE
                (recovering, new tack)
           No!  Look, I don't belong here!  What I
           need to do is make a telephone call to
           straighten everything out.

                          DR. FLETCHER
           Who would you call, Mr. Cole, who would
           straighten everything out?

                          COLE
           Scientists.  I'm supposed to report in
           to them.  They'll want to know they
           sent me to the wrong time.

                          DR. FLETCHER
           So you could talk to these scientists
           and they do what?  Send you to the future?

                          COLE
           No, no.  I can't talk to them.  It's called,
           "voice mail".  I'm supposed to leave messages.
           They monitor it from the present.

                          RESIDENT #2
           "From the present."  We're not in the
           present now, Mr. Cole?

                          COLE
           No, no.  This is the past.  This has
           already happened.  Listen...

                          RESIDENT #3
           Mr. Cole, you belong in 1995 -- that's
           the present, is that it?

                          COLE
           No, 1995 is the past, too.  Look...

                          DR. FLETCHER
           These scientists, Mr. Cole?  Are they
           doctors like ourselves?

Two of the residents exchange quick knowing looks.

                          COLE
           No!  I mean yes, but... Look, I've been given
           a lot of drugs but I'm still perfectly lucid.
           You have to let me use the phone.  One call!

COLE looks desperately toward RAILLY, pleading eyes meeting hers.

INT.  LOW RENT APARTMENT - DAY

Four little KIDS SCREAM and SQUABBLE while the phone CHIRPS
insistently in the tiny, cluttered apartment and a harried MOTHER
lunges for the phone, answers sharply...

                          MOTHER
           Yes?
                (listens, frowns, then)
           Whaaaaat?  "Voice mail"!  I don't know
           what you're talkin' about. ... Is this
           a joke?  I don't know any scientists.
           James who?  Never heard of you!

The MOTHER slams down the phone.

INT.  RAILLY'S OFFICE/COUNTY HOSPITAL - DAY

A dismayed COLE still has the receiver in his hand.  Sympathetically,
RAILLY takes it from him.

                          RAILLY
           It wasn't who you expected?

COLE is clearly agitated, starts to pace, upset.  Nuts?

                          COLE
           It was some lady.  She didn't know anything.

                          RAILLY
           Perhaps it was a wrong number...

                          COLE
           No.  That's the reason they chose me --
           I remember things.

RAILLY frowns, studying the distracted man with intense interest.
It's clear COLE is becoming a special patient and RAILLY'S cool,
detached demeanor is giving way ever so slightly.

                          RAILLY
           James, where did you grow up?  Was it
           around here?  Around Baltimore?

                          COLE
                (lost in thought)
           What?

                          RAILLY
           I have the...strangest feeling I've met
           you before...a long time ago, perhaps.
           Were you ever...?

                          COLE
           Wait!  This is only 1989!  I'm supposed
           to be leaving messages in 1995.  It's
           not the right number yet.  That's the
           problem.  Damn!  How can I contact them?

RAILLY recovers her distance, her poise, as she takes a bottle,
pours out some tablets, and holds them out to COLE.

                          RAILLY
           James, take these.
                (watching him step back)
           Please -- I helped you like I said I
           would.  Now I want you to trust me.

INT.  AIRPORT CONCOURSE - DAY (THE DREAM)

MR. PONYTAIL races past the startled YOUNG COLE.

                          MR. PONYTAIL
           WATCH IT!

Was it JEFFREY wearing gaudy pants and a ponytail?  It was
definitely JEFFREY'S VOICE.

TRAVELERS dive for cover as a WOMAN'S VOICE cries out...

                          WOMAN'S VOICE
           NOOOOOOOOOO!

The TERRIFIED TRAVELER looks up at YOUNG COLE, makes eye contact, but
doesn't speak.  The TERRIFIED TRAVELER looks a lot like DR. FLETCHER!

Just then, YOUNG COLE is distracted by a running figure.  It's
the BLONDE MAN in the Hawaiian shirt, but he's not injured.  He's
sprinting toward the gates, glancing back over his shoulder, his
moustache slightly askew!

A sharp CRACK of a GUNSHOT rings out!  Then, DAZZLING LIGHT.
Everything goes white!

INT.  DORMITORY (PSYCH WARD)/COUNTY HOSPITAL - NIGHT

COLE'S eyes blink awake, blinded by a flashlight.

He's lying in one of thirty beds in a darkened ward.  Disoriented.
Which world is this?  The room is full of BREATHING, SNORING,
occasional MOANS.  He can barely discern the shadowy figures of
an ORDERLY and a NURSE, making their rounds, checking each bed.

His eyes adjusting to the darkness, COLE watches them exit.

He turns and sees a patch of moonlight coming in a barred window.

With a quick glance at the sleeping PATIENTS, he slips out of
bed, makes his way stealthily to the window, peers out.

COLE'S POV:  the moon, glowing in the sky, illuminating a single
tree.  Under the tree, in silhouette, a COUPLE embraces, kisses.

ANGLE ON COLE, looking out the window, absorbed.

                          VOICE (o.s.)
           It won't work. You can't open it.

Alarmed, COLE turns, sees JEFFREY in the next bed.

                          JEFFREY
           You think you can remove the grill but
           you can't.  It's welded.

COLE checks the grill anyway.

                          JEFFREY
           See?  I toldja.  And all the doors are
           locked, too.  They're protecting the
           people on the outside from us.  But the
           people outside are as crazy as us.

COLE has become preoccupied with a small SPIDER creeping along
the window sill.  He's staring at it when he's distracted by a
sudden SOUND.  Grabbing the SPIDER, COLE scrambles back into bed
just as the door opens and an ORDERLY probes the dark room with
the blade of his flashlight.

ANGLE ON COLE, in bed, feigning sleep.

The flashlight clicks off and COLE hears the door close.

For a long moment the ward is silent except for BREATHING,
SNORES, occasional MOANS.  Then, COLE hears JEFFREY'S hoarse
whisper, picking up right where he left off.

                          JEFFREY
           You know what "crazy" is?  "crazy" is
           "majority rules".  Take germs for example.

Although COLE is preoccupied with the SPIDER struggling to get
out of his fist, he can't help reacting to the word, "germs"!

                          COLE
           Germs?!

                          JEFFREY
           In the 18th century there was no such
           thing!  Nobody'd ever imagined such a
           thing -- no sane person anyway.  Along
           comes this doctor...Semmelweiss, I
           think.  He tries to convince people...
           other doctors mostly...that there are
           these teeny tiny invisible "bad things"
           called germs that get into your body and
           make you...sick!  He's trying to get
           doctors to wash their hands.  What is
           this guy...crazy?  Teeny tiny invisible
           whaddayou call 'em?..."germs"!

As JEFFREY warms to his subject, getting excited, COLE tries to
figure out where to put the SPIDER.

                          JEFFREY (cont.)
           So cut to the 20th century!  Last week
           in fact, right before I got dragged
           into this hellhole.  I order a burger
           in this fast food joint.  The waiter
           drops it on the floor.  He picks it up,
           wipes it off, hands it to me...like it
           was all okay.

No alternative.  COLE pops the SPIDER in his mouth and swallows
it as JEFFREY prattles on...

                          JEFFREY
           "What about the germs?"  I say.  He
           goes, "I don't believe in germs.  Germs
           are just a plot they made up so they
           can sell you disinfectants and soap!"
           Now, he's crazy, right?  Hey, you
           believe in germs, don't you?

                          COLE
           I'm not crazy.

                          JEFFREY
           Of course not, I never thought you were.
           You want to escape, right?  That's very
           sane.  I can help you.  You want me to,
           don't you?  Get you out?

                          COLE
           If you know how to escape, why don't you...?

                          JEFFREY
           Why don't I escape, that's what you
           were going to ask me, right?  'Cause
           I'd be crazy to escape!  I'm all taken
           care of, see?  I've sent out word.

                          COLE
           What's that mean?

                          JEFFREY
           I've managed to contact certain underlings,
           evil spirits, secretaries of secretaries, and
           assorted minions, who will contact my father.
           When he learns I'm in this kind of place,
           he'll have them transfer me to one of those
           classy joints where they treat you...properly.
           LIKE A GUEST!  LIKE A PERSON!  SHEETS!
           TOWELS!  LIKE A BIG HOTEL WITH GREAT DRUGS
           FOR THE NUT CASE LUNATIC MANIAC DEVILS...

PATIENTS are waking up as the NURSE and two ORDERLIES burst into the
dorm and head straight for JEFFREY who's struggling to calm himself.

                          JEFFREY
           Sorry.  Really sorry.  Got a little
           agitated.  The thought of escaping
           crossed my mind and suddenly...suddenly
           I felt LIKE BENDING THE FUCKING BARS
           BACK, RIPPING OFF THE GODDAMN WINDOW
           FRAMES AND...EATING THEM, YES, EATING
           THEM, AND LEAPING, LEAPING...

COLE watches the ORDERLIES grab JEFFREY and haul him away.

                          JEFFREY
           You dumb assholes!  I'm a mental patient!
           I'm supposed to act out.  Wait til you
           morons find out who I am.  My father's
           gonna be really upset.  AND WHEN MY
           FATHER GETS UPSET, THE GROUND SHAKES!
           MY FATHER IS GOD!  I WORSHIP MY FATHER.

INT.  WARD DAYROOM - MORNING

ANGLE ON TV SCREEN/A VIDEO IMAGE OF A LAB MONKEY, convulsing
pathetically, a victim of shocks from the numerous wires attached
to his tiny, restrained body.

ANGLE ON COLE, sitting, writing intensely in a magazine with
crayon, surrounded by dull-eyed PATIENTS in pajamas and ratty
robes, staring at the shuddering LAB MONKEY on the TV screen.

                          JEFFREY'S VOICE (o.s.)
           Torture!  Experiments!  We're all
           monkeys

COLE locks up, startled, as JEFFREY, one eye bruised black, takes
the seat next to him.

                          COLE
           They hurt you!

                          JEFFREY
           Not as bad as what they're doing to
           kitty.

ANGLE ON TV, showing a laboratory CAT turning in mad circles,
eating its own tail, while a NEWS REPORTER narrates.

                          TV NEWS REPORTER (v.o.)
           These video tapes were obtained by
           animal rights activists who worked
           underground as laboratory assistants
           for several months.  Authorities say
           there is little they can do until...

The video footage now shows LAB WORKERS watching the results of
their experiments passively.

ANGLE ON COLE, reacting angrily.

                          COLE
           Look at those assholes, they're asking
           for it!  Maybe people deserved to be
           wiped out!

                          JEFFREY
                (startled, turning)
           Wiping cut the human race!  That's a
           great idea!  But it's more of a long
           term thing -- right now we have to
           focus on more immediate goals.
                (sudden whisper)
           I didn't say a word about "you know
           what".

                          COLE
           What are you talking about???

                          JEFFREY
           You know -- your plan.

As COLE stares, befuddled, JEFFREY sees COLE'S magazine.

                          JEFFREY
           What're you writing?  You a reporter?

                          COLE
                (shielding the magazine)
           It's private.

                          JEFFREY
           A lawsuit?  You going to sue them?

Just then BILLINGS looms over COLE, extending a cup full of pills.

                          BILLINGS
           Yo, James -- time to take your meds.

INT.  DAY ROOM/HOSPITAL - THIRTY MINUTES LATER (MORNING)

ANGLE ON THE TV, a commercial playing:  a beautiful couple romps
in the surf in slow motion while an eager NARRATOR encourages...

                          NARRATOR (v.o.)
           Take a chance.  Live the moment.  Sunshine.
           Gorgeous beaches.  The Florida Keys!

ANGLE ON COLE, very drugged, seated in front of the TV along with
other drugged PATIENTS, staring at the screen.

ANGLE ON THE TV, showing a picture of the Marx Brothers.

                          TV AWNOUNCER (v.o.)
           We'll return to the Marx Brothers in
           "Monkey Business" following these
           messages.

                          JEFFREY'S VOICE (o.s.)
           Monkey Business!  Monk Key Business.

COLE sees JEFFREY sliding into the next chair and smirking.
    
                          JEFFREY
           Get it?  Monk - Key.  Monk!
                (big grin)
           Key!

JEFFREY flashes his palm open for one quick moment.  A KEY!

                          COLE
                (groggy)
           What....???

                          JEFFREY
           Wooooo, they really dosed you, bro.
           Major load!  Listen up -- try and get
           it together.  Focus!  Focus!  The plan!
           Remember?  I did my part.

                          COLE
           What...???

                          JEFFREY
           Not, "what", babe!  When!

           "When???"

                          JEFFREY
                (pressing the key into Cole's hand)
           Now!

                          VOICE/TV (o.s.)
           Let us guide you to the stocks and
           bonds that will enhance your portfolio.

                          JEFFREY
                (leaping to his feet)
           YES -- NOW!  BUY NOW!  STOCKS AND BONDS!
           NO MORE MONKEY BUSINESS -- BUY NOW.

ANGLE ON TV, almost mimicking JEFFREY with an ad...a BULL and a
BEAR and a computer screen showing stock prices fluctuating.

                          VOICE/TV (v.o.)
           A portfolio tailored to your specific
           needs and the needs of your loved ones...

   ANGLE ON COLE, dumbfounded, watching JEFFREY dance crazily.

                          JEFFREY
           YES, YES.  ENHANCE YOUR PORTFOLIO NOW!

   ANGLE ON BILLINGS, across the ward, reacting to JEFFREY, lets go
   of the OLD MAN he's helping as another orderly, TERRY, presses a
   beeper, calling for help.

   ANGLE ON COLE, flabbergasted, as JEFFREY cavorts around the room.

                             JEFFREY
              BUY!  SELL!  SEIZE THE OPPORTUNITY!

   ANGLE ON A HAND, inserting the last piece into the PEACEABLE
   KINGDOM JIGSAW PUZZLE.  Just then, JEFFREY'S HAND sweeps the
   puzzle off the table, scattering it into a thousand pieces.

   ANGLE ON JEFFREY, dancing away while the PATIENT who just
   completed the puzzle stares, very upset.

   Other PATIENTS are getting agitated, too, as JEFFREY avoids a
   lunge by BILLINGS and dances off, using PATIENTS as a shield.

                             HEAVY WOMAN PATIENT
              I'M GETTING DIZZY.  MAKE HIM STOP!

                             SKINNY MAN PATIENT
              HERE THEY COME!  THEY'RE COMING!

                             OLD MAN PATIENT
              FIVE HUNDRED DOLLARS!  I GOT FIVE
              HUNDRED DOLLARS!  I'M INSURED!

                             JEFFREY
              OPPORTUNITY!  DEFINITELY!  A WINDOW OF
              OPPORTUNITY!  OPENING NOW!  NOW'S THE TIME
              FOR ALL GOOD MEN TO SEIZE THE MOMENT!  YES!
              YES!  MASTERCARD!  VISA!  THE KEY TO HAPPINESS!

ANGLE ON COLE, realizing through the haze of drugs that JEFFREY
is sending a message to him.  COLE looks at the ward door.

COLE'S POV:  the WARD DOOR opens and two husky ORDERLIES enter.
One locks the door with a key, one of many on a key ring attached
to his belt, as the other ORDERLY rushes to join the pursuit.

                          JEFFREY
              SEIZE THE MOMENT!  GET RICH!  NOW'S THE
              TIME!  GO FOR IT!

                          BILLINGS
                (missing a tackle)
              God damn you, Jeffrey, quit playing the fool.

ANGLE ON COLE, hesitating.  He locks at the door...blurring in
and out of focus.  He looks down at the key in his hand.

ANGLE ON JEFFREY, being grabbed by the ORDERLIES.  JEFFREY
resists wildly as they struggle to overpower him.

                          JEFFREY
              LAST CHANCE!  LAST CHANCE!  HEY -- OW!

ANGLE ON COLE, moving to the door.  He reaches it and tries to
insert the key in the lock.

ANGLE ON LOCK, as the key keeps missing the hole.

ANGLE ON COLE, glancing nervously over his shoulder.

COLE'S POV:  ORDERLIES swarm over JEFFREY, don't notice COLE.

ANGLE ON COLE, managing to insert the key.  It won't turn.

A PATIENT, close at hand, startles COLE, speaking into his ear.

                          PATIENT
           Place to go would be...Florida.  The
           keys are lovely this tine of year.

COLE, unnerved, desperate tries the key again.  It turns.

                          PATIENT
           Be careful.  J. Edgar Hoover isn't really dead.

COLE pauses, stares, not understanding.  Then, he opens the door.

INT.  CORRIDOR/COUNTY HOSPITAL

Stepping through the door, COLE finds himself in an ante-room
facing several elevators.

A uniformed SECURITY MAN sitting at a near-by desk doesn't even
lock up from the magazine he's reading.

Barely daring to breathe, COLE steps toward the elevators so his
back is to the SECURITY MAN.  But he doesn't know how to control
this elevator.  What should he do?

                          SECURITY MAN'S VOICE (o.s.)
           Two's not working today.  Use one.

COLE freezes, sneaks a glance over his shoulder.

COLE'S POV:  the SECURITY MAN continues his reading.  He's a big
guy with reading glasses perched on his nose.  He looks exactly
like the MENACING GUARD IN THE FUTURE...SCARFACE!

ANGLE ON COLE, stunned!

Just then, an elevator door slides open.  The elevator's empty.

COLE steps into it.

INT.  ELEVATOR/COUNTY HOSPITAL

The door closes, isolating COLE in the elevator.

COLE finds the down button, is about to push it when the elevator
springs to life.  The numbers on the indicator over the door
start to rise.  7...8...9.

Then, the elevator stops and the door opens.

Two DOCTORS and an AIDE stand in front of the door, waiting.

COLE hesitates.

They look at him.  They seem to expect him to exit.

Avoiding eye contact, COLE exits the elevator.

As they enter the elevator, the DOCTORS look back at COLE and frown.

INT.  RAILLY'S OFFICE - MORNING

RAILLY has just arrived for work.  She's slipping on her white
doctor's coat when...

DR. CASEY, one of the other residents, sticks his head in the
door waving a crayoned message on a page torn from a magazine.

                          DR. CASEY
           This was in my box, but I have a slight
           suspicion it wasn't meant for me.

CASEY enters the room, reading the scrawled words dramatically.

                          DR. CASEY
           "You are the most beautiful woman I have
           ever seen.  You live in a beautiful
           world.  But you don't know it.  You have
           freedom, sunshine, air you can breathe."

                          RAILLY
                (smiling)
           Cole.  James Cole -- right?

She reaches for the note but CASEY moves it out of her grasp.

                          DR. CASEY
           "I would do anything to stay here, but
           I must leave.  Please, help me."

                          RAILLY
           Poor man...

CASEY is handing her the note when another resident, DR. GOODINS,
sticks his head in the door.  He's upset.

                          DR. GOODINS
           Hey, Kathryn, James Cole is one of
           yours, right?

RAILLY and CASEY stare at him.

                          DR. GOODINS
           He got out.  Took off.  Last seen, he
           was up on nine.

INT.  X-RAY DEPARTMENT/BASEMENT - DAY

A PATIENT is being swallowed by a large tube, a CAT SCANNER,
while a DOCTOR in a white coat speaks reassuringly.

                          DOCTOR
           Just relax -- don't fight it.  We have
           to know exactly what's there so we can...

The DOCTOR stops, astonished, as the door bursts open.

It's COLE!  He stares at the PATIENT and the Cat Scanner.

The PATIENT lifts his head up and stares at COLE.

                          DOCTOR
           Eh, excuse me.  Can I help you?

COLE turns and rushes back out the door.

INT.  CORRIDOR/COUNTY HOSPITAL

COLE steps into the corridor, turns to his right, freezes.

A POSSE of SECURITY GUARDS is headed in his direction.

COLE turns to his left.

Four ORDERLIES are coming that way.

COLE'S trapped.  A beat.  He attacks the nearest man.  BILLINGS.

INT.  TECH ROOM/PSYCH WARD - SHORTLY (DAY)

RAILLY prepares a hypo, turns to COLE who is strapped tightly on
a gurney with BILLINGS and an RN standing on either side, tense
for more trouble.  One of BILLINGS' eyes is starting to swell shut.

                          RAILLY
           It's just a shot to calm you.

                          COLE
           No more drugs.  Please...

                          RAILLY
           I have to do this, James.  You're very
           confused.

RAILLY pushes the needle into COLE'S skin.

INT.  CONFERENCE ROOM/PSYCH WARD - LATER (DAY)

DR. FLETCHER faces RAILLY across the conference table.  DR.
CASEY, DR. GOODINS, DR. MARILOU MARTIN are also there.

                          DR. FLETCHER
           Don't be defensive, Kathryn, this isn't
           an inquisition.

                          RAILLY
           I didn't think I was being defensive.
           I was just...

                          DR. FLETCHER
           He should have been in restraints.  It
           was bad judgment on your part, plain
           and simple.  why not just cop to it?

                          RAILLY
           Okay, it was bad judgment.  But I have
           the strangest feeling about him -- I've
           seen him somewhere and...

                          DR. FLETCHER
                (impatient, not interested)
           Two policemen were already in the
           hospital and now we have an orderly
           with a broken arm and a Security
           Officer with a fractured skull.

                          RAILLY
           I said it was bad judgment!  What else
           do you want me to say?

                          DR. FLETCHER
           You see what I mean?  You're being defensive.
                (to Dr. Casey)
           Isn't she being defensive, Bob?

But just then, BILLINGS sticks his head in the door.

                          BILLINGS
           Uh, Dr. Fletcher -- we got another...
           situation.

INT.  CORRIDOR/PSYCH WARD - MOMENTS LATER (DAY)

DR. FLETCHER looks into an empty padded cell as RAILLY, MARTIN,
GOODIN, BILLINGS, PALMER and the NURSE crowd behind him.

                          DR. FLETCHER
           He was in full restraints?  And the
           door was locked?

                          BILLINGS
           Yes, sir.  Did it myself.

                          DR. FLETCHER
           And he was fully sedated?

                          RAILLY
           He was fully sedated!

                          DR. FLETCHER
           Then are you trying to tell me that a
           fully sedated, fully restrained patient
           somehow slipped out that vent, replaced
           the grill behind him and that he's wriggling
           through the ventilation system right now?

DR. FLETCHER indicates an impossibly tiny vent high in the wall.

INT.  CONCOURSE/AIRPORT - DAY (THE DREAM)

Seen through the glass windows, a 747 takes off, climbing into
the sky as the airport P.A. System drones...

                          P.A. SYSTEM
           Flight 784 to San Francisco now
           boarding at Gate 38...

YOUNG COLE, watching the 747, whirls at the SOUND of a COMMOTION.

MR. PONYTAIL bumps him.

The BLONDE MAN sprints past.  The WOMAN'S VOICE calls out!

                          WOMAN'S VOICE
           NOOOOOOOOOO!

TRAVELERS dive for cover briefly revealing the mysterious BRUNETTE
running after the BLONDE MAN!  But this time, YOUNG COLE catches
just a glimpse of her face.  She looks a little like RAILLY except
for the dark hair, the make-up. and the flashy earrings.  She
calls out, her VOICE blending weirdly with the P.A. SYSTEM...

                          BRUNETTE/P. A. SYSTEM
           The Freedom For Animals Headquarters
           now boarding on Second Avenue.  The
           Army of the Twelve Monkeys...

                          ENGINEER'S VOICE (o.s.)
           Cole, you moron -- wake up!

INT.  ENGINEERING OFFICE - ETERNAL NIGHT OF THE FUTURE

As COLE blinks awake, the digitized monotone of the P.A. SYSTEM
continues to drone in an unearthly VOICE...

                          UNEARTHLY VOICE/P.A. SYSTEM
           -- they're the ones who are going to do it...

COLE'S eyes seek the source of the sound and find it on the table
in front of the panel of disapproving SCIENTISTS facing him.  It's
a beat-up old tape recorder.

                          UNEARTHLY VOICE/TAPE RECORDER
           I can't do anything more.  The Police
           are after me.

The tape ends, runs off the reel, flap...flap...flap...

                          ASTROPHYSICIST
           Well?

                          COLE
           Uh, what?

                          ENGINEER
           He's drugged out of his mind!  He's
           completely zoned out.

                          ASTROPHYSICIST
           Cole, did you or did you not record
           that message?

                          COLE
           Uh, that message...me?

                          MICROBIOLOGIST
           It's a digital reconstruction of a
           message, Cole, from a weak signal on our
           contact number.  Did you make that call?

                          COLE
                (angrily)
           I couldn't call!  You sent me to the
           wrong year!  It was 1989.

                          SCIENTISTS
           1989!

The SCIENTISTS react, exchanging looks, whispers.  Then,

                          ZOOLOGIST
           You're certain of that?

                          GEOLOGIST
                (before Cole can answer)
           What did you do with your time, Cole?
           Did you waste it on drugs?  Women?

                          COLE
           They forced me to take drugs.

                          BOTANIST
           Forced you!  Why would someone force
           you to take drugs?

                          COLE
           I got into trouble.  I got arrested.
           But I still got you a specimen -- a
           spider -- but I didn't have anyplace to
           put it, so I ate it.  It was the wrong
           year anyway, so I guess it doesn't matter.

The SCIENTISTS stare incredulously, then turn, exchange knowing
looks, huddle, start whispering to one another.

Struggling to stay awake COLE sees, blurrily, the MICROBIOLOGIST
staring at COLE intently.  For one moment, the face belongs to
DR. FLETCHER!

COLE blinks hard...and the MICROBIOLOGIST has his own face, again.

COLE'S head slumps forward now...and everything goes dark.

                          GEOLOGIST'S VOICE (o.s.)
           Cole!

INT.  ENGINEERING OFFICE - ETERNAL NIGHT OF THE FUTURE

COLE comes awake with a start.  The room is dark now, except...

a slide is being projected on a torn screen.  It's a picture of a
stenciled graffiti...the logo of The Army of the 12 Monkeys.

                          ENGINEER
           What about it, Cole?

                          ZOOLOGIST
           Did you see it?

                          COLE
           Uh, no, sir.  I...

Another slide CLICKS into place.  Youthful PROTESTERS, their
placards featuring slogans and images of Animal Atrocities,
confront POLICE in riot gear.

                          ASTROPHYSICIST
           What about these people?  Did you see
           any of these people?

Zooming in, panning, the SCIENTISTS emphasize the FACES of the
PROTESTERS.  The FACES are unfamiliar to COLE (though WE will
recognize some of them later on).

                          COLE (o.s.)
           Uh, no, sir, I...wait!

The image pans back to a much enlarged blurry FACE among the
PROTESTERS.  In spite of the poor image, the expression of rage
is clear, and it seems to resemble a somewhat older JEFFREY MASON.

                          ASTROPHYSICIST
           Him?  You saw that man?

                          COLE
           Uh, I think so.  In the mental hospital.

                          MICRO3IOLOGIST
                (switching on the light)
           You were in a mental institution?!

The SCIENTISTS MUTTER disapprovingly among themselves.

                          ASTROPHYSICIST
           You were sent to make very important
           observations!

                          BOTANIST
           You could have made a real contribution.

                          GEOLOGIST
           Helped to reclaim the planet...

                          ZOOLOGIST
           As well as reducing your sentence.

                          MICROBIOLOGIST
           The question is, Cole -- "Do you want
           another chance?"

COLE stares at them, trying to figure out what they mean.

INT.  CONCOURSE/AIRPORT - DAY (THE DREAM)

The BRUNETTE runs up the concourse, her back to YOUNG COLE, as
frightened PASSENGERS duck for cover, SHOUTING!

                          RASPY VOICE (o.s.)
           Hey!  Who's that?

INT.  CELL - ETERNAL NIGHT

COLE opens his eyes.  Where is he?  Silence as he examines the
tiny cell.  Bare cement walls.  High ceiling.  Same color and
size as the isolation room at the county hospital.

                          RASPY VOICE (o.s.)
           Hey, Bob...what's your name?

COLE looks around frantically.  Up, down.  Where is the VOICE
coming from?  Maybe from that tiny vent high in the wall...

                          COLE
           Where are you?

                          RASPY VOICE (o.s.)
           You can talk!  Wah'dja do, Bobby boy?
           Volunteer?

                          COLE
           My name's not "Bob".

                          RASPY VOICE (o.s.)
           Not a prob, Bob.  Where'd they send you?

                          COLE
           Where are you?

                          RASPY VOICE (o.s.)
           Another cell. ...  Maybe.

                          COLE
           What do you mean, "maybe"?  What's that
           supposed to mean?

                          RASPY VOICE (o.s.)
           Maybe.  Means "maybe" I'm in the next cell,
           another "volunteer" like you -- or "maybe"
           I'm in the Central Office spying on you
           for all those science bozos.  Or, hey, "maybe"
           I'm not even here.  "Maybe" I'm just in
           your head.  No way to confirm anything.
           Ha Ha.  Where'd they send you?

COLE doesn't answer.

                          RASPY VOICE (o.s.)
           Not talking, huh, Bob?  That's okay
           I can handle that.

                          COLE
           1989.

                          RASPY VOICE (o.s.)
           89!  How was it?  Good drugs?  Lotsa
           pussy?  Hey, Bob, you do the job?  D'ju
           find out the "big info"?...Army of the
           Twelve Monkeys...where the virus was
           prior to mutation?

                          COLE
           It was supposed to be 1995.

                          RASPY VOICE (o.s.)
           Science isn't an exact science with
           these clowns.  You're lucky you didn't
           end up in ancient Egypt!

INT.  LAB - ETERNAL NIGHT OF THE FUTURE

COLE is strapped on a gurney.  SCIENTISTS hover near-by,
whispering.  The walls of the gloomy chamber are damp, sweating.

                          GEOLOGIST
           No mistakes this time, Cole.

                          ASTROPHYSICIST
           Stay alert.  Keep your eyes open.

                          ZOOLOGIST
           Good thinking about that spider, Cole.
           Try and do something like that again.

                          MICROBIOLOGIST
           Just relax now -- don't fight it.  We
           have to know exactly what's there so we
           can fix it.

The gurney is being wheeled into a crudely welded steel tube...
reminiscent of the cat scanner in County Hospital.

COLE'S POV:  a last glimpse of anxious FACES, then the chamber
door is CLANGED shut.

EVERYTHING IS BLACK.  A HUM BUILDS.  THE BLACKNESS VIBRATES, THE
HUM REACHES A DEAFENING LEVEL, THEN DIMUENDOS.  WE BEGIN TO HEAR
BURSTS OF MACHINE GUN FIRE, VOICES SHOUTING IN FRENCH, A SUDDEN
HUGE EXPLOSION!  THEN...

EXT.  TRENCH/FRANCE - DAY

DRIZZLING RAIN.  And SCREAMS.  COLE'S in a deep trench, naked,
eyes wide with terror. What's going on? Where is he?  SOLDIERS
in gas masks push urgently past him rushing toward their injured
COMRADES who've been ripped apart by the shell that just hit
fifteen yards away.  Muffled VOICES shout through gas masks...
in FRENCH.  COLE doesn't know it, but this is World War I!
Suddenly, a SERGEANT confronts him, shouting in French.

                          SERGEANT
                (FRENCH, subtitled)
           Where's your mask?!  And your clothes...
           and your weapon, you idiot?!

                          COLE
           What?  What??

COLE looks around desperately.  A horribly WOUNDED MAN is being
stretchered past them in the narrow trench.  Machine guns chatter
close at hand.  AAK AAK AAK.  A grenade EXPLODES.  Reacting to the
foreign word, the SERGEANT jams his bayonet into COLE'S ribs...

                          SERGEANT
                (FRENCH, subtitled)
           Captain!  A Kraut!  We got a Kraut!

                          COLE
           I don't understand.  Where am I?

The CAPTAIN hurries over, snapping at COLE in German.

                          CAPTAIN
                (GERMAN, subtitled)
           How'd you get here, soldier?  What's
           your rank?  Where are your clothes?

                          COLE
           I...don't understand.

                          CAPTAIN
                (frowning, GERMAN, subtitled)
           German!  Speak German!  What are you
           doing here?

                          VOICE (o.s.)
                (pleading in English)
           I gotta find 'em.  I gotta find 'em.
           Please, you gotta help me!

COLE turns, sees...

It's his friend, JOSE, the Puerto Rican kid from the next cell in
the "underground" time.  He's being carried past COLE now on a
stretcher, blood all over his torso, horribly wounded.

                          COLE
           JOSE!

                          JOSE
           Cole!  Oh, God, Cole, where are we?

JOSE reaches out to COLE just as a PHOTOGRAPHER takes a FLASH
PICTURE of the kid being carried off on the stretcher.  SUDDENLY,
SHOTS RING OUT.  COLE goes down.  Hit in the leg!

SOLDIERS in gas masks rush past him like giant insects.

Looking to his left, COLE sees the CAPTAIN lying beside him, dead
from a chest wound, his gas mask half off.

COLE is reaching for the mask when...

A SHELL HITS CLOSE BY WITH AN ENORMOUS EXPLOSION.

EXT.  COLLEGE CAMPUS - NIGHT

Stunningly quiet.  We are on a placid campus looking at the
dignified architecture of Breitrose Hall.  MOVING IN we FOCUS ON
a large poster advertising "The Alexander Lectures, Spring 1995".
WE SKIM the listings (Jon Else on The Nuclear Agony, Dr. Andrew
Miksztal on Biological Ethics, etc.) until we SETTLE ON...

                        DR. KATHRYN RAILLY
                 MADNESS AND APOCALYPTIC VISIONS
                              MAY 17

INT.  AUDITORIUM/BREITROSE HALL - NIGHT

A large screen dominates the auditorium stage.  On the screen is
a slide of an engraving from the Middle Ages showing a MADMAN in
apparent agony, his mouth shaped to a scream, as he is restrained
by PEASANTS.  The projector ZOOMS slowly in on the agonized FACE
of this MADMAN as we HEAR RAILLY'S VOICE lecturing.

                          RAILLY'S VOICE (o.s.)
           According to the accounts of local
           officials at that time, this gentleman,
           judged to be about forty years of age,
           appeared suddenly in the village of Wyle
           near Stonehenge in the West of England in
           April of 1162.  Using unfamiliar words and
           speaking in a strange accent, the man made
           dire prognostications about a pestilence
           which he predicted would wipe out humanity
           in approximately 8OO years.  Deranged and
           hysterical, the man raped a young woman of the
           village, was taken into custody, but then
           mysteriously escaped and was not heard of again.

WE DISCOVER RAILLY, six years older now, standing at a lectern
in a pool of light.  She's dwarfed by the giant screen where the
engraving is replaced by a series of slides of woodcuts showing
scenes of pestilence in the Middle Ages as she lectures to an
audience of mostly SCHOLARLY TYPES.

                               RAILLY (cont.)
           In 1841, Mackay wrote, "During seasons
           of great pestilence, men have often
           believed the prophecies of crazed
           fanatics, that the end of the world was
           come."  Obviously, this plague/doomsday
           scenario is considerably more compelling
           when reality supports it in some form,
           whether it's the Bubonic Plague, smallpox,
           or AIDS.  In addition to these "natural"
           contagions, there are now technological
           horrors as well:  besides radiation,
           consider our lurking fear of germ
           warfare and its close approximation,
           chemical warfare, which first reared
           its ugly head in the deadly mustard
           gas attacks during the First World War.

ON THE SCREEN, a SERIES of SLIDES show images of WORLD WAR I
SOLDIERS in gas masks, in death throes, etc..

                          RAILLY'S VOICE (cont. o.s.)
           During such an attack in the French
           trenches in October, 1917, we have an
           account of this soldier...

ON THE SCREEN, a slide of an old deteriorated photograph shows
JOSE, the Puerto Rican kid, strapped to a stretcher, being carried
by SOLDIERS through the trenches during an attack.  JOSE appears
to be ranting madly as the projector ZOOMS CLOSER on his face until
the image approximates Munch's famous painting.

                          RAILLY'S VOICE (cant. o.s.)
           -- who, during an assault, was wounded
           by shrapnel and hospitalized behind the
           lines where Doctors discovered he had
           lost all comprehension of French but
           spoke English fluently, albeit in a
           regional dialect they didn't recognize.
           The man, although physically unaffected
           by the gas, was hysterical.  He claimed
           he had come from the future, that he was
           looking for a pure germ that would
           ultimately wipe mankind off the face of
           the earth in the year... 1995!

The AUDIENCE gives a nervous CHUCKLE.

ON THE SCREEN, a different old photograph of JOSE.  This time
he's in a military hospital, gaunt, haunted, very ill.

                          RAILLY'S VOICE (cont. o.s.)
           Although seriously injured, the young
           soldier disappeared from the hospital
           before more data could be gathered.  No
           doubt, he was trying to carry on his
           mission to warn others, substituting
           for the agony of war...a self-inflicted
           agony we call the "Cassandra Complex".

As RAILLY continues, we SCAN the AUDIENCE and DISCOVER MARILOU MARTIN,
RAILLY'S friend, and MARILOU'S HUSBAND, WAYNE CHANG, both listening
attentively.  Further away, another MAN listens intently.  A MAN with
shoulder-length carrot-colored hair.  His name is DR. PETERS.

                          RAILLY (cont.)
           Cassandra, in Greek legend you will recall,
           was condemned to know the future but to be
           disbelieved when she foretold it.  Hence,
           the agony of foreknowledge combined with
           impotence to do anything about it.

INT.  RECEPTION ROOM - AN HOUR LATER (NIGHT)

A stack of new books.  THE DOOMSDAY SYNDROME, Apocalyptic
Visions of the Mentally Ill by Dr. Kathryn Railly

Surrounded by enthusiastic members of the audience, RAILLY is
seated at the table signing books but DR. PETERS has her ear.

                          DR. PETERS
           I think, Dr. Railly, you have given
           your alarmists a bad name.  Surely
           there is very real and very convincing
           data that the planet cannot survive the
           excesses of the human race:  proliferation
           of atomic devices, uncontrolled breeding
           habits, the rape of the environment, the
           pollution of land, sea, and air.  In this
           context, isn't it obvious that "Chicken
           Little" represents the sane vision and
           that Homo Sapiens' motto, "Let's go
           shopping!" is the cry of the true lunatic?

DR. PETERS smiles self-importantly at RAILLY as an elderly
disheveled PROFESSOR elbows in front of him.

                          DISHEVELED PROFESSOR
           Doctor Railly -- please!  I wonder if
           you're aware of my own studies which
           indicate that certain cycles of the
           moon actually impact on the incidence
           of apocalyptic predictions as observed
           in urban emergency rooms and...

As the PROFESSOR babbles, MARILOU MARTIN and her husband, WAYNE
CHANG, appear and whisper...

                          MARILOU
           You were great.

                          RAILLY
           You're leaving?

                          MARILOU
           The reservation's at nine thirty --
           it's getting late.

                          DISHEVELED PROFESSOR
           Doctor Railly -- please -- this is very
           important!

                          WAYNE CHANG
                (checking the professor)
           You sure you're gonna be all right?

                          RAILLY
                (smiles, checks her watch)
           I'll be there in twenty minutes.

                          DISHEVELED PROFESSOR
           Dr. Railly, I simply cannot understand
           your exclusion of the moon in relation
           to apocalyptic dementia...

EXT.  PARKING LOT/BREITROSE HALL - NIGHT

A full moon.

COLLEAGUES in a VOLVO pull out of the parking lot, calling,
"Congratulations" to RAILLY.

She waves back as she hurries to her black ACURA, one of the last
cars left in the lot.

The outside lights of Breitrose Hall go off.

RAILLY seems to be alone in the lot as she fishes keys from her
purse, unlocks her car door, starts to open it when...

Suddenly, she's grabbed from behind in a choke-hold by a large
shadowy MAN looming out of the darkness behind her.

                          MAN'S VOICE
           Get in!

Unable to scream, she writhes and kicks as he forces her into the
front seat.

                          MAN'S VOICE
           I've got a gun.

RAILLY freezes, terrified, as he opens the rear door and
scrambles in behind her.

INT.  ACURA/PARKING LOT

Fighting to suppress the quaver in her voice, RAILLY says...

                          RAILLY
           You can have my purse.  I have a lot of
           cash and credit...

                          MAN'S VOICE (o.s.)
           Start the car.

Glancing in the rear view mirror, RAILLY sees penetrating eyes
peering out of the shadows, no other features.

Half-turning in the seat, she holds out the keys to him.

                          RAILLY
           Here!  You can have the keys.  You can...

He grabs her hair and yanks her head back hard, speaking fiercely
into her ear, his face last in shadow.

                          MAN
           START THE CAR!  NOW!

EXT.  ACURA/PARKING LOT

The engine STARTS, the Acura backs up, then heads for the exit.

INT.  ACURA

Steering fearfully, RAILLY hears him speak more calmly now.

                          MAN'S VOICE (o.s.)
           I don't want to hurt you.  But I will.
           I've hurt people before when...when I
           had no choice.  Turn left.

As she makes the turn, RAILLY glances in the rear view mirror,
sees him unfolding a tattered map.  His face is lost in darkness
but she glimpses ragged, torn clothing as he tries to read the
map by the intermittent glow of passing street lights.

                          RAILLY
           Where... where are we going'

                          MAN
           I need you to drive me to Philadelphia.

                          RAILLY
                (startled, horrified)
           But that's... that's more than 200 miles!

                          MAN
           That's why I can't walk there.  Turn
           here... I think...

RAILLY obeys.  She glances in the mirror again, hesitates, then
boldly switches on the dome light, holding her breath fearfully
for his reaction.

He grunts appreciatively.  Relieved, she looks in the mirror
again, trying to get a better look at him, but now his features
are concealed by the map.

                          RAILLY
           If you make me go with you, it's
           kidnapping.  That's a serious crime.
           If you let me go, you could just take
           the car and...

                          MAN
           I don't know how to drive!  We went
           underground when I was nine, I told you
           that.  When you come to the corner,
           turn right.

Startled, RAILLY whirls, looks right at him.

He's lowered the map.  It's COLE!  Haggard, unshaven, dirty.

                          RAILLY
           Cole!  James Cole!  You escaped from a
           locked room six years ago.

                          COLE
           1989.  Six years for you.  There's the
           sign!  Right here!

COLE is indicating a freeway entrance.

RAILLY turns the wheel sharply.

EXT.  FREEWAY - NIGHT

The Acura veers up the ramp and onto the freeway.

INT.  ACURA/FREEWAY - NIGHT

RAILLY glances in the mirror, sees COLE settling back wearily
against the seat.  She says carefully...

                          RAILLY
           I can't believe this is a coincidence,
           Mr. Cole.  Have you been...following me?

                          COLE
           You told me you'd help me.  I know this
           isn't what you meant, but...I was desperate...
           no money...bum leg... sleeping on the streets.
           I probably smell bad.  Sorry about that.
           But then I saw your book in a store window
           with a notice about your lecture.
                (sudden pride)
           I can read, remember?

                          RAILLY
           Yes, I remember.
                (a beat, then)
           Why do you want to go to Philadelphia?

                          COLE
           It's the next step.  I checked out the
           Baltimore information, it was nothing.
           It's Philadelphia, that's where they
           are, the ones who killed everyone.
                (pointing suddenly, eagerly)
           Zs that a radio?  Does it play music?

RAILLY turns on the radio and immediately WE HEAR the SOUND of SURF
and the CRIES of gulls, background to an oozing baritone COMMERCIAL.

                          COMMERCIAL/RADIO (o.s.)
           This is a personal message to you.

COLE sits up, alert, listening intently.

                          COMMERCIAL/RADIO (cont. o.s.)
           Are you at the end of your rope?  Are
           you dying to get away?

COLE'S eyes narrow, concentrating on this personal message.

                          COMMERCAIL/RADIO (cont. o.s.}
           The Florida Keys are waiting for you.

COLE frowns as the SOUND of breaking SURF and crying GULLS fills
the car.  It's confusing!  He blurts out...

                          COLE
           I've never seen the ocean!

Observing his confusion in the mirror, RAILLY assumes her
professional tone.

                          RAILLY
           It's an advertisement, Mr. Cole.  You
           do understand that, don't you?  It's
           not really a special message to you.

COLE frowns.  He did think it was for him, but she's probably right.

                          COLE
           You used to call me "James".

                          RAILLY
           You'd prefer that? ... James...you
           don't really have a gun, do you.

                          COLE
                (cynical laugh)
           Everybody's got a gun.  In this city...

He breaks off reacting to the RADIO MUSIC!  FATS DOMINO singing
"BLUEBERRY HILL"!  COLE grins, mouth agape, eyes wide like a kid's.

                          COLE
           Can you...can you make it louder?  I
           love hearing twentieth century music!
           Hearing music and breathing air!

As RAILLY cranks up the volume, she watches the mirror
incredulously, sees him stick his head out the window into the
wind, mouth open, "eating" the air hungrily.

EXT.  FREEWAY/ACURA - NIGHT

"BLUEBERRY HILL" BLARES as the Acura, COLE'S head out the rear
window, zips past a sign at 65 mph.

The sign says, "PHILADELPHIA 233 MILES."

INT.  ACURA/FREEWAY - NIGHT

RAILLY glances in the mirror at the nut in the rear seat with his
head out the window.  what can she do?  Just then, while she's
trying to figure something out, an ANNOUNCER'S VOICE breaks in...

                          ANNOUNCER/RADIO (o.s.)
           This just in from Fresno, California:
           emergency crews are converging on a
           cornfield where playmates of nine year
           old Ricky Neuman say they saw him
           disappear right before their eyes.

COLE pulls his head back inside with a frown, troubled now.

                          ANNOUNCER/RADIO (cont. o.s.)
           Young Neuman apparently stepped into an
           abandoned well shaft and is lodged somewhere
           in the narrow 150 foot pipe, possibly alive,
           possibly seriously injured.  Playmates claim
           they heard him cry out faintly but since then
           there has been no contact with...

                          COLE
           "Never cry wolf!"

                          RAILLY
           What?

                          COLE
           My father told me that.  "Never cry
           wolf."  Then people won't believe you
           if...something really happens.

                          RAILLY
           "If something really happens"...like
           what, James?

                          COLE
           Something bad.  Is that all the music?
           I don't want to hear this stuff...

RAILLY glances at him as she scans stations.

                          RAILLY
           Did something terrible happen to you when
           you were a child?  Something so bad...?

                          COLE
           Ohhhh, that one!  Can we hear that one?

It's IVORY JOE HUNTER singing, "SINCE I MET YOU, BABY".

                          IVORY JOE/RADIO (o.s.)
           "Since I met you, baby,
           My whole life has changed...

Ecstatic, COLE sticks his head out the window again.

EXT.  ACURA/FREEWAY

COLE'S POV:  the heavens, glittering with a million stars and a
lover's moon as IVORY JOE croons the achingly romantic lyrics...

                          IVORY JOE/RADIO (cont. o.s.)
           "-- cause since I met you, baby.
           All I need is you..."

ANGLE ON COLE, wind in his hair, eyes shining, gulping air blissfully.

INT.  RAILLY'S APARTMENT - MORNING

Two POLICE OFFICERS and an anxious MARILOU MARTIN listen to an
answering machine's message while a hungry CAT cries plaintively.

                          ANSWERING MACHINE
           Dr. Railly -- this is Palmer from Psych
           Admitting.  There was a guy here this
           afternoon looking for you.  He seemed
           very agitated.  We tried to keep him, but
           he refused 'n I kept thinking, I know
           this guy.  Then, just a few minutes ago,
           it came to me.  It's Cole!  James Cole.
           Remember him?  The paranoid who pulled
           the Houdini back in '89.  Well, he's
           back and he's...cuckoo...and he's looking
           for you.  I thought you oughta know.

The machine switches off.  The POLICE OFFICERS exchange a look.

                          MARILOU MARTIN
           It's just as I told you -- my husband
           and I had gone ahead -- she never
           showed.  That's totally unlike her!

                          OFFICER TWO
                (pulls out his notebook)
           Do you happen to know the make of her car?

                          MARILOU MARTIN
           Um...Acura...'92 Acura. ... Also, that
           cat's starving!  She would never neglect
           her cat!

EXT.  MOTEL - MORNING

The ACURA is parked outside room 46 of the HIGHWAYS & BYWAYS
MOTEL, which has definitely seen better days.

INT.  MOTEL ROOM 46

The TV is on.  A commercial is just starting.  A catfood jingle.

The sound of HEAVY BREATHING.

ANGLE ON COLE, sweating, BREATHING HEAVILY, sprawled on one side
of the double bed, sound asleep.

INT.  CONCOURSE/AIRPORT - DAY (THE DREAM)

GUNSHOT!  YOUNG COLE glimpses the BLONDE MAN staggering, wounded.

The mysterious BRUNETTE races past him toward the BLONDE MAN, and
YOUNG COLE again glimpses the resemblance to RAILLY, in spite of
the dark hair, the make-up, the flashy earrings.

Close at hand, YOUNG COLE'S FATHER, his face still out of view, says,

                          FATHER'S VOICE (o.s.)
           Son, it's important for your cat to
           have the nourishment necessary for
           healthy bones and a rich coat.

INT.  MOTEL ROOM 46

COLE comes awake with a start.  He stares, disoriented, at the
CATFOOD COMMERCIAL on the TV.

                          RAILLY'S VOICE (o.s.)
           Please untie me.  I'm very uncomfortable.

COLE turns to RAILLY, beside him on the bed, frightened and
helpless, her jacket arranged to restrain her like a strait-jacket.

COLE'S instinct is to free her at once, but he controls his
impulse.  He looks away, gets up, and, wincing, limps to the
dresser, stepping around empty fast-food cartons.  He pulls a
razor and shaving soap from a paper bag, then goes into the
bathroom, leaving the door open, and starts to shave.

                          COLE
           You were in my dream just now.  Your hair
           was different, but I'm sure it was you.

                          RAILLY
           We dream about what's important in our lives.
           And I seem to have become pretty important
           in yours.  What was the dream about?

                          COLE
           About an airport...before everything
           happened.  It's the same dream I always
           have -- the only one.  I'm a little kid
           in it.

                          RAILLY
           And I was in it?  What did I do?

                          COLE
           You were very upset.  You're always
           very upset in the dream, but I never
           knew it was you before.

                          RAILLY
           It wasn't me before, James.  It's
           become me now because of...what's
           happening.  Please untie me.

Finished shaving, COLE re-enters the bedroom, toweling his face.

                          COLE
           No, I think it was always you.  It's
           very strange.

                          RAILLY
           You're flushed.  And you were moaning.
           I think you're running a fever.  What
           are you doing?

COLE is rummaging through RAILLY'S wallet, pulling out money.

                          COLE
           I'll be back in a minute.

He heads for the door.

                          RAILLY
           No!  Don't leave me here like this!

Too late!  He shuts the door behind him, leaving her alone.

ANGLE ON THE TV SCREEN, where an ANCHORMAN sits at a News Set.

                          TV ANCHORMAN
           And in Fresno, California...crews
           continue to attempt to rescue nine year
           old Ricky Neuman.

ANGLE ON RAILLY, twisting and struggling on the bed, trying to
get loose, tears welling in her eyes.

                          TV ANCHORMAN (cont. o.s.)
           The boy was playing ball with four
           other children when he literally
           disappeared off the face of the earth.

EXT.  MOTEL CORRIDOR - MORNING

COLE puzzles over a junk food vending machine, inserts coins tentatively.

INT.  MOTEL ROOM

ANGLE ON TV, the picture of RAILLY filling the screen.


----------------------- PAGE 52 MISSING -----------------------


                          COLE
           My notes.  Observations.  Clues.

                          RAILLY
           Clues?  What kind of clues?

                          COLE
           A secret army.  The Army of The Twelve
           Monkeys.  I've told you about them.
           They spread the virus.  That's why we
           have to get to Philadelphia.  I have to
           find them -- it's my assignment.

                          RAILLY
           What will you do...when you find
           this...secret army?

                          COLE
           I just have to locate the virus in its
           original form before it mutates.  So
           scientists can come back and study it
           and find a cure.  So that those of us
           who survived can go back to the surface
           of the earth.

RAILLY maintains a professional deadpan, says nothing as they pass
a pickup truck with a MOTHER, FATHER, and five KIDS in the back.

COLE stares at the KIDS, a sad look in his eyes.

                          COLE
           You won't think I'm crazy next month.
           People are going to start dying.  At
           first the papers will say it's some
           weird fever, some virus.  Then they'll
           begin to catch on.  They'll get it.

                          RADIO NEWSCASTER (o.s.)
           We interrupt this program with a
           special bulletin...

RAILLY and COLE both react to the radio, suddenly alert.

                          RADIO NEWSCASTER (o.s.)
           This report just in from Fresno,
           California.  Naval sonar specialists
           who were flown to the site...

                          COLE
           I thought it was about us.  I thought
           maybe they'd found us and arrested me
           or something.

RAILLY stares at COLE.

                          COLE
           Just a joke.

                          RADIO NEWSCASTER (o.s.)
           -- an hour ago have been unable to
           determine the location of the boy in the
           150 foot shaft...but a TV sound man who
           lowered an ultra-sensitive microphone into
           the narrow tube claims he heard breathing
           sounds coming from approximately seventy
           feet down...

COLE reaches over and changes stations.  MUSIC again.

                          RAILLY
           Does that disturb you, James?  Thinking
           about that little boy in the well?

                          COLE
           When I was a kid I identified with that
           kid, down there alone in that pipe...a
           hundred feet down -- doesn't know if
           they're going to save him.

                          RAILLY
           What do you mean -- when you were a kid?

                          COLE
           Nevermind.  It's not real -- it's a
           hoax.  A prank.  He's hiding in a barn.
           Hey, turn left here.  Left!

COLE quickly checks the map as RAILLY stares, then turns left.

EXT.  SKID ROW STREET/PHILADELPHIA - DAY

An elderly EVANGELIST with long stringy hair, wearing a tattered
bathrobe, stands on a Skid Row corner WAVING a worn Bible as he
rants at disinterested DERELICTS, WINOS, and BAG LADIES.

                          EVANGELIST
           "And the wild beasts of the islands
           shall cry in their desolate houses and
           dragons in their pleasant palaces:  and
           her time is near to come, and her days
           shall not be prolonged."

ANGLE ON RAILLY'S ACURA, crawling down the street, RAILLY driving,
COLE, beside her, staring out the window.

INT.  ACURA/SKID ROW STREET

COLE is scrutinizing the crumbling walls, boarded-up store
fronts, tattered posters, decaying signs, miserable "RESIDENTS".

                          COLE
           Where I come from we think of this as Eden.
           If we could just see the sun, eat sun-grown
           food.  Eden!  Look at them!  They donut
           know what they have.  They don't see the
           sky.  They don't feel the air!

COLE'S POV:  a BMW speeds toward them, passes, its radio BLARING!

                          COLE (o.s.)
           And the ones who aren't hungry are so smug
           they haven't a clue.  WAIT!  STOP!

EXT.  ACURA/SKID ROW

On foot now, COLE pulls an astonished RAILLY to a wall covered with
graffiti, a hopeless tangle of symbols, words, and crude pictures.

Clueless, RAILLY stares at the wall, then at COLE.

COLE touches a bit of red-stenciled graffiti hidden under gang
insignias.  We can just see TWELVE MONKEYS holding hands in a circle.

                          COLE
           The Twelve Monkeys!!!  They're here.
                (looks around)
           Somewhere.  Come on!

He pulls her along the sidewalk.  No question, he's insane.

At the next alley entrance, COLE stops abruptly.  Then, still
keeping a firm grip on RAILLY'S arm, he starts ripping down newly
tacked-up posters announcing a Rap concert.

RAILLY stares at him, then turns and is looking all around when,
suddenly, COLE pulls her up tight and threatens...

                          COLE
           Look, I'm warning you.  You do anything,
           I'm going to go crazy -- hurt people!

                          RAILLY
           I'm not going to "do" anything, I
           promise.  But you need help, James.
           None of this is what you think it is.

ANGLE ON COLE, not listening, staring triumphantly!  He's found
another partially obscured stencil of THE TWELVE MONKEYS!

But just then, a raspy VOICE startles COLE.

                          RASPY VOICE (o.s)
           You can't hide from them, Bob.

COLE whirls, sees a derelict, LOUIE, leering at him, speaking in a
voice eerily like the RASPY VOICE from the next cell in the future.

                          LOUIE
           No, sir, Old Bob -- don't even try.
                (conspiratorially)
           They hear everything.  They got that
           tracking device on you.  They can find
           you anywhere.  Anytime.  Ha Ha!

RAILLY looks from LOUIS to COLE, sees COLE'S stunned reaction.

                          LOUIE
                (touches his back jaw)
           In the tooth, Bob!  Right?
                (sudden triumphant grin)
           But I fooled 'em, old buddy!

He opens his mouth wide.  NO TEETH'

COLE grabs RAILLY and pulls her into the alley and down it.

                          COLE
           They're keeping an eye on me.

                          RAILLY
           Who's keeping an eye on you?

                          COLE
           The man...with the voice.  I recognized
           him.  He's from the present.  He...

COLE breaks off, freezes as he sees...

there on a brick wall is a stencil of the DANCING MONKEYS

And further on, another red stencil!

EXT.  VACANT LOT - MOMENTS LATER (DAY)

CRACKHEADS huddle against a building, sucking their pipes,
oblivious to COLE pulling RAILLY past.

COLE scans the walls for messages in the confusion of graffiti.

RAILLY is considering her surroundings dubiously when, suddenly,
COLE pulls her toward the mouth of a dark and forbidding alley.

                          RAILLY
           James, no -- we shouldn't be here!

COLE ignores her, yanking her after him into the alley.

INT.  DARK ALLEY - DAY

Two TOM CATS face off, arching their backs and HISSING menacingly.

COLE avoids them as he pulls RAILLY into the gloom.

ANGLE ON RAILLY, seeing something alarming twenty yards ahead!

RAILLY'S POV:  TWO THUGS, standing over a MAN, kicking him.

RAILLY tries to stop, but COLE, intent on the wall messages,
doesn't notice the THUGS.

The TWO THUGS turn and spot COLE and RAILLY moving toward them.

These creeps have mean eyes, predator faces.

RAILLY digs her heels in, forcing COLE to stop.

                          RAILLY
           James!  We have to go back.  Those men...

Too late.  While COLE turns and stares at her, uncomprehending,
the TWO THUGS are approaching.

                          FIRST THUG
           Hey, buddy.

Startled, COLE turns to face them.

The SECOND THUG lunges for RAILLY'S purse, yanks it from her.

COLE reaches to grab it back, but...WHACK!  The FIRST THUG smacks
COLE hard across the face with something metallic.

Bloody-faced, dazed, COLE doesn't even have a chance to clear his
head as the FIRST THUG shoves the hard object against COLE'S
cheek.  It's a cheap thirty-eight pistol.

RAILLY turns to run, gets two steps before the SECOND THUG knocks
her roughly to the ground.

                          SECOND THUG
           Stick around, bitch.

Looming over her, the SECOND THUG starts to unzip his fly.
RAILLY looks over to COLE, SEES...

COLE dropping to his knees, groveling at the FIRST THUG'S feet.

                          COLE
           Please!  Please don't hurt me!

The FIRST THUG steps close, kicks COLE contemptuously, cocks his
foot for a second kick when...

COLE uncoils, lunging, rising, his strong arms around the bigger
man's calves, lifting him mightily, high off the ground.

The gun FIRES wildly as COLE staggers forward with the FIRST THUG
in his arms and smashes the man into the brick wail behind him.
The FIRST THUG goes down in a heap, dropping the pistol.

Zipping his fly hastily, the SECOND THUG turns to deal with COLE
but COLE attacks him....rocking him again and again with savage
blows that come one after another with lightning speed.  The SECOND
THUG staggers back, bloody and dazed as RAILLY watches, amazed.

Turning back to the FIRST THUG, COLE sees the MAN reaching for
the dropped pistol.

COLE kicks him viciously in the jaw.  The FIRST THUG'S head whips
back.  SNAP!  He collapses against the brick wall.

COLE turns back to see the SECOND THUG retreating down the alley
as fast as he can stagger.

RAILLY stares up at COLE.  He looks very dangerous.  He glances
in her direction as he pockets the pistol.

                          COLE
           Are you hurt?

                          RAILLY
           Uh, no.  Yes.  I mean, just some scrapes...

As RAILLY gets to her feet, she sees COLE bend over the
motionless THUG and quickly go through his pockets.

                          RAILLY
           Is he...alive?

COLE ignores the question as he pockets the man's wallet and a
handful of bullets, then turns and snaps at RAILLY.

                          COLE
           Come an.  We're running out of time.
           You can't help him.

As COLE yanks her roughly away, she looks back, sees the FIRST
THUG'S sightless eyes, wide open...staring blankly.

                          RAILLY
           Oh, Jesus, James!  You killed him!

                          COLE
           I did him a favor.  Now come on.

COLE, pulling her again, sees more "12 MONKEYS" on the wall.

                          RAILLY
           You didn't have a gun before, did you?

                          COLE
           I've got one now.

EXT.  SECOND AVE - DAY

The EVANGELIST, spotting COLE and RAILLY hurrying past him,
points urgently at COLE.

                          EVANGELIST
           You!  You!  You're one of us, aren't you?

But COLE has stopped and is staring at...

A STOREFRONT OFFICE...its windows covered with posters.  The sign
over the office says, FREEDOM FOR ANIMALS ASSOCIATION.

INT.  FAA STORE - MOMENTS LATER (DAY)

Earnest young activists, FALE, deathly pale, BEN, long haired,
and TEDDY, muscular, are gathered around a counter collating
leaflets that demand an END TO SPECIEISM.  Behind them, a large
poster proclaims, "ANIMALS HAVE SOULS, TOO".  Just then, there's
a tremendous CLAP OF THUNDER as the ACTIVISTS look up and see
COLE and RAILLY enter.

COLE looks startled.  It sounds like torrential RAIN POURING in
here.  Maintaining a tight grip on RAILLY'S wrist, he looks
around frantically for an explanation for the tropical downpour.

Bookshelves line two walls.  The front window is blanked cut with
posters of Animal Rights demonstrations, newspaper clippings,
photos of animal atrocities.  The fourth wall features the
counter where the three ACTIVISTS face COLE as a JUNGLE BIRD
SCREAMS in the DOWNPOUR.

                          FALE
           Uh, can we help you?

COLE looks confused as the RAIN abates and an ELEPHANT trumpets
an urgent warning.

                          FALE
           Excuse me.  You looking for something
           in particular?

                          RAILLY
           It's all right, James -- it's just a tape.

COLE'S eyes follow her look.  It's a tape recorder underneath a
sign advertising, "THE TRUE MUSIC OF THE WORLD".

                          COLE
           I, uh, I'm looking for the, ah, the
           Army of the Twelve Monkeys.

FALE glances at BEN and TEDDY.  "We have a problem!" the look says.
MONKEYS start CHATTERING on the tape as TEDDY comes around the
counter, bigger than COLE, physically imposing, menacing.

                          TEDDY
           We don't know anything about any "Army
           of the Twelve Monkeys", so why don't
           you and your friend disappear, okay?

COLE backs away, a firm grip on RAILLY, as a LION ROARS.

                          COLE
           I just need some information...

                          TEDDY
           Didn't you hear me?  We're not...

TEDDY breaks off mid-sentence...freezes.

COLE is pointing a pistol at them.  A TIGER SNARLS.

                          RAILLY
           James, no -- don't hurt them.
                (to the activists)
           Please, I'm a psychiatrist -- just do
           whatever he tells you to do.  He's...
           upset -- disturbed.  Please -- he's
           dangerous -- just cooperate.

MONKEYS CHATTER wildly as TEDDY backs up.

                          FALE
           What do you want -- money?  We only
           have a few bucks.

COLE is suddenly very much in charge and self-confident again.  A
BABOON HOWLS with laughter.

                          COLE
           I told you what I want.
                (snaps at Railly)
           Lock the door!

                          RAILLY
           James, why don't we...?

                          COLE
           Lock it now!

RAILLY hurries to the door to lock it as BEN says to FALE,

                          BEN
           I told you that fuckhead Mason would
           get us into something like this.

                          FALE
           Shut up!

                          COLE
           Mason???

                          RAILLY
           Jeffrey Mason?

                          BEN
           Yeah, tucking, crazy Jeffrey Mason.

INT.  FAA STORE BASEMENT - TWENTY MINUTES LATER (DAY)

The three ACTIVISTS are tied tightly together in the middle of
the floor in this dimly-lit, windowless basement.  They're very
frightened, eager to cooperate.

                          FALE
           Then, Jeffrey becomes like this...big
           star -- the media latch on to him
           because he's picketing his own father,
           a "famous Nobel Prize winning virologist".
           You musta seen all that on TV.

                          COLE
           No, I don't watch TV.

COLE, the gun next to him, rummages through boxes of papers while
RAILLY watches helplessly.  Suddenly, COLE finds something he
thinks he's seen before.  He holds it up.

                          COLE
           Is this him -- Dr. Mason?

It's a photograph of DR. MALCOLM MASON, being escorted by a
phalanx of riot cops through a mob of raging activists.

                          FALE
           That's him.

                          BEN
                (very frightened)
           What are you going to do with us?

                          COLE
                (stares at the photo, then)
           Tell me more about Jeffrey.

                          FALE
                (a helpless shrug to his cohorts)
           Jeffrey started getting bored with the
           shit we do...picketing, leafleting,
           letter-writing stuff.  He said we were,
           "ineffectual liberal jerkoffs".  He
           wanted to do guerrilla "actions" to
           "educate" the public.

COLE holds up a clipping showing horrified SENATORS standing on
their desks as RATTLESNAKES slither along the Senate Floor.

                          FALE
           Yeah, that's when he let a hundred
           snakes loose in the Senate.

                          TEDDY
           But we weren't into that kind of stuff.
           It's counter productive, we told him.

                          FALE
           So he and eleven others split off and
           became this underground..."army"

                          COLE
           The Army of The Twelve Monkeys.

                          BEN
           They started planning a "Human Hunt".

                          TEDDY
           They bought stun guns and nets and bear
           traps.  They were gonna go to Wall
           Street and trap lawyers and bankers...

                          BEN
           But they didn't do it.  They didn't do
           any of it.

                          TEDDY
           Yeah, just like always, Mr. Big Shot
           sold his friends out!

                          COLE
           What's that mean?

                          FALE
           He goes on TV, gives a news conference,
           tells the whole world he just realized
           his daddy's experiments are vital for
           humanity and that the use of animals is
           absolutely necessary and that he, Jeffrey
           Mason, from now on, is going to personally
           supervise the labs to make sure all the
           little animals aren't going to suffer.

                          COLE
                (holding up a rolodex)
           What's this?

EXT.  FREEWAY - AFTERNOON

In the crawling traffic, WE FIND a battered FORD covered with
bumper stickers and painted slogans.  "I BRAKE FOR ANIMALS"...
"FREE THE ANIMALS"..."WOULD YOU LET A MINK WEAR YOUR SKIN?"

                          RAILLY (v.o.)
           You can't just barge in on a famous
           scientist.  They'll have security guards,
           gates, alarm systems.  It's insane, James.

INT.  MOVING FORD/FREEWAY

A ROLODEX CARD with an address on "Outerbridge Road" for "Jeffrey
Mason c/o Dr. Malcolm Mason" rests on a map spread across COLE'S
lap.  COLE is in the passenger seat, RAILLY'S at the wheel,
maneuvering in heavy traffic.

                          RAILLY
           If those young men don't get loose,
           they could die in that basement.

COLE glances out the window, indicates the PEOPLE in passing
cars...COMMUTERS, FAMILIES, TRUCKERS.

                          COLE
           All I see are dead people.  Everywhere.
           What's three more?

                          RAILLY
                (a beat, carefully, a new tack)
           You know Dr. Mason's son, Jeffrey
           Mason, don't you, James?  You met him
           in the County Hospital six years ago.

COLE is studying the map again.

                          COLE
           The guy was a total fruitcake.

                          RAILLY
           And he told you then his father was a
           famous virologist.

COLE is absorbed in the map, his finger tracing "Outerbridge Road".

                          COLE
           No -- he said his father was "God"!

EXT./INT.  FORD/COUNTRY HIGHWAY - LATER (DAY)

The RADIO BLARES a country song as the Ford zips along an open
highway.  COLE has his head out the window, sucking air, loving
the music, but his bliss is feverish now -- he's not well.  As
the SONG ends, he pulls his head inside.  An ANNOUNCER'S VOICE
intones over the RADIO...

                          RADIO ANNOUNCER (o.s.)
           This just in:  police are widening
           their search for Dr. Kathryn Railly,
           prominent psychiatrist and author.
           Authorities confirm that Dr. Railly has
           been abducted by escaped mental patient,
           James Cole. The two are believed to be
           traveling in Railly's 1992 black Acura,
           license plate H-E-A-D-D-R.

RAILLY glances at him, sees he's in pain.  She feels so badly for
him.  She wants to help him.  She says, tenderly...

                          RAILLY
           This can't go on, James.  You're not
           well.  You're burning with fever.

COLE, refusing to succumb, instead, leans over to check the gas gauge.

                          COLE
           We need gas.

                          RAILLY
           I thought you didn't know how to drive.

                          COLE
           I said I was too young to drive.  I
           didn't say I was stupid.

                          RAILLY
           What's the matter with your leg?

                          COLE
           I got shot.  Look -- there's a gas
           station up ahead.

                          RAILLY
           Shot!  Who shot you?

                          COLE
           It was some kind of...war.  Never mind,
           you wouldn't believe me.  Turn off here.

INT.  PARKED FORD/GAS STATION - MINUTES LATER (AFTERNOON)

The GAS STATION ATTENDANT checks the oil while COLE and RAILLY
remain in the car.  She's pulling a gas card from her wallet.

                          COLE
           You were going to run out off gas on
           purpose, weren't you?

                          RAILLY
           No.  I want you to turn yourself in, James --
           It'll go much better for you if you do
           -- but I'm not going to trick you.

                          COLE
                (sees the credit card)
           That has your name on it.  Give him cash.

RAILLY puts the card back into her wallet and pulls out cash as
the GAS STATION ATTENDANT slams the hood down.

RAILLY starts opening the door.  Alarmed, COLE tries to stop her.

                          COLE
           Where are you going?

She looks him in the eye, then indicates the tiny Convenience
Store appended to the Gas Station.

                          RAILLY
           You can come with me.  I have to get
           some things.  Scissors, bandages, some
           alcohol or whiskey. ... I have to look
           at your leg, James.  I'm a doctor.

COLE looks helpless, hesitant.  She's in charge...for the moment.

EXT.  CLEARING/WOODS - AN HOUR LATER (AFTERNOON)

The sun dazzles through the canopy of leaves.  We HEAR the CAR
RADIO but not the engine.

                          RADIO ANNOUNCER (v.o.)
           Meanwhile in Fresno, where mining
           engineers continue their desperate
           attempt to sink a shaft parallel to the
           ant in which nine year old...

COLE, in his underwear, leans back on a large rock beside the
Ford, his pants hanging on the car's open door.  He's staring up
at the sun and the sky.  RAILLY finishes bandaging his thigh.

                          RAILLY
           You shouldn't put your weight on it.
           You need stitches and antibiotics.
           Lucky for you it was near the surface.

RAILLY wraps the bullet in some gauze and sticks it in her pocket
while COLE continues staring up at the sky.

                          COLE
           I love seeing the sun.

A beat.  COLE tries to stand up.

                          RAILLY
           Wait -- let me help you.

RAILLY puts an arm around him and helps him to his feet.  A beat.
They're very close.  They don't move.  RAILLY looks like she can
barely breathe.

                          COLE
                (leans closer, shuts his eyes)
           You smell so good.

                          RAILLY
                (trying to concentrate)
           You have to give yourself up, you know.

A beat.  The spell is broken.  He reaches for his pants, then
turns back to her, suddenly grim.

                          COLE
           I have to do something now.  Something
           I don't want to do.  I'm so sorry.

RAILLY reacts, sudden fear in her eyes.  He looms over her.  He's
cold now, steeled.

                          COLE
           I have a mission.  It's important.

RAILLY steps back...horrified, realizing she's going to die.

EXT.  MASON MANSION - NIGHT

A SECRET SERVICE AGENT ambles vigilantly among the rows of luxury
cars parked beside the brightly-lit rural mansion.  Encountering
another AGENT, he pauses.

                          FIRST AGENT
           They find him?

                          SECOND AGENT
           Who??

                          FIRST AGENT
           That kid.  The one in the pipe.

                          SECOND AGENT
           You believe this?  They're dropping a monkey
           down there with a miniature infra-red camera
           strapped on him and a roast beef sandwich
           wrapped in tinfoil.

                          FIRST AGENT
           You're making that up!

ANGLE UNDER A PARKED MERCEDES, where COLE is hiding, listening to
the receding VOICES of the AGENTS.

                          SECOND AGENT (o.s.)
           I shit you not. ... Man, life is weird!
           A monkey and a sandwich.  Wonder who
           thought that one up.

                          FIRST AGENT (o.s.)
           Probly give the sonafabitch a Nobel
           Prize!

Quickly, COLE rolls to the next car and under it.  He doesn't
see...the pistol fell out of his pocket, under the Mercedes.

INT.  MASON MANSION/DINING ROOM - NIGHT

A formal dinner for forty.  Desert has been served.  DR. MALCOLM
MASON rises to the enthusiastic applause of the GUESTS.

                          DR. MASON
           Would that I could enjoy this opulent
           dinner and this excellent and
           stimulating company for itself, with no
           sense of purpose.  But alas, I am
           "burdened" with the sense that with all
           this excess of public attention and
           this cacophony of praise, there comes
           great responsibility.  Indeed, I
           practically feel a soapbox growing
           under my feet whenever I stand for more
           than a few seconds.

While GUESTS laugh at DR. MASON'S last remark, SECRET SERVICE
AGENT #3 enters the room, scowling, looking for someone.

                          DR. MASON (o.s.)
           The dangers of science are a time worn
           threat, from Prometheus stealing fire
           from the Gods to the Cold War era of
           the Dr. Strangelove Terror.

AGENT #3 spots who he's looking for.  JEFFREY MASON!

                          DR. MASON (cont.)
           But never before, not even at Los Alamos
           when the scientists made bets on whether
           their first atomic bomb test would wipe out
           New Mexico, has science given us so much
           reason to fear the power we have at hand.

ANGLE ON JEFFREY, as AGENT #3 whispers in his ear.

                          JEFFREY
           What are you talking about?  What
           friend?  I'm not expecting anyone.

ANGLE ON DR. MASON, reacting with irritation to the disturbance.

                          DR. MASON
           Current genetic engineering as well as
           my own work with viruses has presented
           us with powers as terrifying as any...

ANGLE ON JEFFREY, following the AGENT out of the dining room,
grumbling loudly enough to disturb his father's audience.

                          JEFFREY
           This is ridiculous.  My father is
           making a major address.

INT.  HALLWAY/MASON MANSION

The conversation continues as JEFFREY and AGENT #3 enter the hall.

                          AGENT #3
           Normally if we caught a guy sneaking
           around like this with no I.D., we'd
           bust his ass, excuse the French, but
           this one said he knows you...
                (smirk, smirk)
           -- and, since you seem to have had
           some...uh...unusual...uh..."associates",
           we certainly didn't want to arrest one
           of your, uh, closest...pals.

INT.  LIBRARY/MASON MANSION

COLE, smudged with dirt and car grease, sitting in the shadows in
a wingback chair, looks up as JEFFREY and AGENT #3 enter the
room.  A FOURTH AGENT looms beside the wingback chair.

                          JEFFREY
                (dismissing Cole casually)
           Never saw him before in my life.  Go
           ahead and shoot him or torture him or
           whatever it is you do.

                          COLE
                (rising)
           You do know me.  You helped me once.

                          JEFFREY
                (turning to leave)
           That would be totally out of character.
           Helping people is against my principles.
                (to the Agents)
           See, he definitely doesn't know me.  Now,
           I'm going to go back and listen to my
           father's very eloquent discourse on the
           perils of science WHILE YOU TORTURE THIS
           INTRUDER TO DEATH.

                          COLE
           I'm here about some monkeys.

Halfway out the door, JEFFREY freezes.  A beat.

                          JEFFREY
           Excuse me -- what did you say?

                          COLE
           Monkeys.  Twelve of them.

JEFFREY frowns, turns, considers COLE.  Then, suddenly, JEFFREY
rushes to COLE and embraces him.

                          JEFFREY
           Arnold...Arnold.

COLE is astonished.  The AGENTS are, too.

                          JEFFREY
                (stepping back)
           My God, Arnie, what's happened to you?
           You look like shit

                          AGENT #3
                (dubious)
           You know this man?

                          JEFFREY
           Of course I know him.  What do you
           think -- I act like this to strangers?
           Listen -- you fellas are terrific.  I
           thought you were pulling a number on
           me.  What a terrible thing if you'd
           thrown old Arnie out.  I owe you guys
           the big apologia!  Mea culpa, fellas.
                (turning to Cole)
           Christ, Arnie, it's black tie!  I mean,
           I said, "drop by," but, like, this is
           Dad's big "do"...vips, senators, secret
           service, and...and everything.

JEFFREY throws an arm around COLE'S shoulder and starts leading
him toward the door as the two AGENTS exchange narrow-eyed looks.

                          AGENT #4
           "Arnie?"

                          JEFFREY
           Arnold Pettibone.  Old Arnie Pettibone.
           Used to be my best friend.  Still is.
           What've you lost, Arnie -- forty pounds?
           No wonder I didn't know you. You hungry?
           Lots of dead cow, dead lamb, dead pig.
           Real killer feast we're putting on tonight.

The AGENTS watch JEFFREY lead the limping, disheveled COLE out.

                          AGENT #4
           These people -- all of 'em -- are true
           weirdoes!

                          AGENT #3
                (moving to the phone)
           I'm gonna call in a description of this
           "Pettibone" character.  You go keep an
           eye on him.  Make sure he doesn't do
           one of the guests with a fork.

INT.  HALLWAY/MASON MANSION

GUESTS pouring from the dining room into the hall meet JEFFREY
and a very disconcerted COLE.

                          JEFFREY
           Hey, nice ta see ya.  Lookin' good!  Hi,
           there.  Yes, it has been a long time.

In the b.g., too far away to hear them, AGENT #4 trails JEFFREY and
COLE as they maneuver through the GUESTS toward the grand staircase.

                          JEFFREY
                (whispers to Cole)
           County Hospital, right?  1989.  The
           "Immaculate Escape" -- am I right?
                (smiling to guests)
           Why, thank you -- you look wonderful, too.

                          COLE
           Listen to me -- I can't do anything
           about what you're going to do. I can't
           change anything.  I can't stop you.  I
           just want some information...

                          JEFFREY
           We need to talk.  Come on.  Upstairs.
                (to a guest)
           I am a new person!  I'm completely
           adjusted.  Witness the tux.  It's Armani.
                (whispers to Cole)
           Who chattered?  Goines?  Weller?

                          COLE
           I just need to have access to the pure
           virus, that's all!  For the future!

JEFFREY studies COLE.  COLE doesn't just talk crazy.  He looks crazy!

                         JEFFREY
           Come on, follow me.  You don't lock so good.

JEFFREY starts guiding COLE up the grand staircase as COLE, glancing
back, spots AGENT #3 and AGENT #4, both keeping an eye on him now.

                         COLE
           I don't have time to go upstairs.  The
           police are looking for me.  I need to
           know where it is and exactly what it is.

                         JEFFREY
               (brightening suddenly)
           I get it!  This is your old plan, right?

                         COLE
           Plan?  What are you talking about?

                         JEFFREY
           Remember?  We were in the dayroom,
           watching TV, and you were all upset
           about the...desecration of the planet.
           And you said to me, "Wouldn't it be
           great if there was a germ or a virus
           that could wipe out mankind and leave
           the plants and animals just as they
           are?"  You do remember that, don't you?

                         COLE
           Bulishit!  You're fucking with my head!

                         JEFFREY
           And that's when I told you my father was
           this famous virologist and you said, "Hey,
           he could make a germ and we could steal it!"

                         COLE
               (grabbing Jeffrey)
           Listen, you dumb fuck!  The thing mutates
           We live underground!  The world belongs
           to the fucking dogs and cats.  We're
           like moles or worms.  All we want to do
           is study the original...

                         AGENT #4'S VOICE
           Okay -- take it easy.  We know who you
           are, Mr. Cole.

COLE feels a firm grip on his shoulder, turns and sees AGERT #4

                         AGENT #4
           Let's go somewhere and talk this thing
           over. Okay? Just come with me...

                         JEFFREY
           You're right!  Absolutely right.  Me's
           a nut case, totally deranged.  Delusional!
           Paranoid.  HIS PROCESSOR'S ALL FUCKED
           UP, HIS INFORMATION TRAY IS JAMMED.

AGENT #4 is wishing JEFFREY would chill out even as the THIRD
AGENT is climbing up the staircase to help.

COLE is like a trapped animal. He's being led down the staircase
now with JEFFREY, right on his heels, yelling so EVERYONE can hear.

                          JEFFREY
           YOU KNOW WHAT IT IS, THE "ARMY OF THE
           TWELVE MONKEYS"?  IT'S A COLLECTION OF
           NATURE KOOKS WHO RUN A STORE DOWNTOWN.
           SPACE-CASE DO-GOODERS SAVING RAIN
           FORESTS. I HAVE NOTHING TO DO WITH
           THOSE BOZOS ANYMORE. I QUIT BEING THE
           RICH KID FALL GUY FOR A BUNCH OF
           INEFFECTUAL BANANAS. SO MUCH FOR YOUR
           GRAND PLOT!

COLE stares back at JEFFREY as both AGENTS hustle COLE down the
stairs.  It sounds true!  JEFFREY'S so confident.

                          AGENT #3
           Take it easy, Mr. Mason, we've got him.
           Everything's...

                          JEFFREY
           MY FATHER HAS BEEN WARNING PEOPLE ABOUT
           THE DANGERS OF EXPERIMENTATION WITH
           VIRUSES AND DNA FOR YEARS. YOU'VE
           "PROCESSED" THAT INFORMATION THROUGH
           YOUR ADDLED PARANOID INFRA-STRUCTURE AND
           LO AND BEHOLD, I'M FRANKENSTEIN AND THE
           "ARMY OF THE TWELVE MONKEYS" BECOMES
           SOME SORT OF SINISTER REVOLUTIONARY
           CABAL. THIS MAN IS TOTALLY BATSHIT! YOU
           KNOW WHERE HE THINKS HE COMES FROM???

Suddenly, COLE, catching the AGENTS by surprise, wrenches free,
shoves them aside, and stumbles down the rest of the staircase.

INT.  FOYER/MASON MANSION

COLE heads for the front door, but there's an AGENT there!  COLE
turns and limps madly toward the dining room, pushing his way
through the crowd of amazed GUESTS.

INT.  DINING ROOM/MASON MANSION

SERVANTS, clearing the table, look up astonished as two AGENTS
burst into the room.

                          AGENT #4
           Did a man just come through here...limping?

INT.  KITCHEN/MASON MANSION

COOKS stare, amazed, as two OTHER AGENTS burst into the kitchen
and look about urgently.

INT.  DEN/MASON MANSION

A large projection TV is on and a knot of GUESTS is gathered in
front of it...watching the spooky VIDEO IMAGES.

                          TV REPORTER (v.o.)
           These pictures we are seeing are coming
           to us live from deep inside the pipe.
           You can just make out the metal wall
           behind those roots and I guess those
           must be spider webs.

MRS. McCANN, a guest, watching the TV, expresses concern...

                          MRS. McCANN
           Well, if you ask me, I think that monkey
           is going to eat the sandwich himself.

Just then, two AGENTS burst into the den.

The GUESTS turn from the TV, startled, stare open-mouthed, but
the AGENTS have spotted an open window and are hurrying to it.

AGENTS POV OUT THE WINDOW:  the rows of expensive parked CARS.

ON THE TV SCREEN, RAILLY'S photograph appears.

                          TV ANCHOR (v.o.)
           This just in:  Police say that the body of
           a woman found strangled in the Knutson state
           Park could be kidnap victim, Dr. Kathryn Railly.

As the AGENTS run out of the room, a photo of RAILLY'S abandoned
Acura comes up on the TV screen.

                          TV ANCHOR (v.o.)
           Earlier in the day, police located
           Railly's abandoned car not far from a
           building where three animal rights
           activists were found bound and gagged...

EXT.  MASON MANSION - MINUTES LATER (NIGHT)

Pistols drawn, AGENTS move cautiously among the rows of parked
luxury cars, checking inside and under the vehicles.

                          AN AGENT'S VOICE (o.s.)
           COME ON OUT, MR COLE -- WE'RE NOT GOING
           TO HURT YOU.

INT.  PARKED GREEN JAGUAR

COLE, scrunched down on the floor next to the driver's seat,
spots the key dangling from the ignition, then lifts his head
slightly to study the shift mechanism, trying to figure it out.

EXT.  PARKED CARS/MASON MANSION

AGENTS continue to move cautiously among the parked cars.

INT.  PARKED GREEN JAGUAR

COLE eases himself into the driver's seat, tentatively slides the
shift into "Drive", then turns the key.  Nothing happens.

Panic.  COLE studies the shift again.

EXT.  PARKED CARS/MANSION

AGENT #5 approaches the row where the Jaguar is parked.

INT.  PARKED GREEN JAGUAR

COLE slides the shift from D (Drive) to N (Neutral).  He twists
the key again.  The engine ROARS...SEVEN THOUSAND RPM!

EXT.  LAWN/MANSION

AGENT #5 whirls at the sound.

SMASH.  The JAGUAR clips the Mercedes parked in front of it and
accelerates right at him!

AGENT #5 dives aside just as the speeding JAGUAR whizzes past
him, slams into a parked Cadillac, bounces off, grinds between
two other parked vehicles with a fierce scream of tearing metal.

INT.  MOVING JAGUAR

Caught between two cars, COLE can only lean on the gas pedal.

The JAGUAR comes free with a great SCCCREEEEECH...

COLE sees the driveway ahead in the moonlight.  Steering madly,
he plows through shrubs and gardens heading for the driveway.

EXT.  MASON MANSION - NIGHT

Lights off, veering wildly, the JAGUAR reaches the driveway.

AGENTS are leaping into cars and a HELICOPTER is coming to life,
its rotors whipping around.

INT.  SPEEDING JAGUAR/OUTERHRIDGE ?OAD - NIGHT

COLE turns onto the road, careening crazily from one side to the
other, unable to see ahead with no headlights.

                          COLE
           LIGHTS!  LIGHTS!

He starts hitting switches.  The wipers come on, the RADIO BLARES.

                          RADIO REPORTER'S VOICE/RADIO (o.s.)
           ---when they pulled the monkey out, it
           was still clutching the tinfoil wrapped
           sandwich.

Rounding a bend, an ONCOMING CAR heads straight at COLE.

COLE yanks the wheel as the OTHER CAR, horn BLARING, just misses him.

Recovering, COLE loses the road, speeds crazily along the shoulder.

INT.  FLYING HELICOPTER - NIGHT

The PILOT, an agent, steers the chopper while the CO-PILOT pans a
spotlight over the two lane road beneath them.

Just then, the PILOT sees headlights below.

                          PILOT
           There!  He's showing lights.

INT.  SPEEDING JAGUAR - NIGHT

COLE can see the road now in his headlights as the windshield
wipers scrape frantically and the RADIO BLARES...

                          RADIO REPORTER'S VOICE/RADIO (o.s.)
           We don't know what to think.  They
           didn't locate him and they don't know
           how much longer he can last, that's
           assuming the boy is still alive.

A spotlight hits the car and COLE hears the sound of the
HELICOPTER as it lowers over him!

EXT.  OUTERBRIDGE ROAD

The HELICOPTER maneuvers over the speeding JAGUAR.

INT.  SPEEDING JAGUAR

COLE can see the underbelly of the HELICOPTER a few feet above
his front windshield.

Desperate, he yanks the wheel hard, veering off the road.

COLE'S POV THROUGH THE WINDSHIELD:  dense woods ahead.

EXT.  HELICOPTER/WOODS

The chopper pulls up sharply, avoiding the trees, then levels out.

INT.  HELICOPTER

The PILOT skims the top of the trees while the CO-PILOT rakes the
forest below with his spotlight.

                          PILOT
           Goddamnit!  Where is he?

The CO-PILOT gets a brief glimpse of headlights through the leaves.

                          CO-PILOT
           There!  Over there.

                          PILOT
           Where?
                          CO-PILOT
           Eight o'clock!  He was right there.

The headlights are gone.  Nothing but darkness below.

                          PILOT
           He musta turned his lights of if.

                          CO-PILOT
           Couldn't drive down there without
           lights.  We just can't see 'em.

                          PILOT
           Maybe he's not driving!

EXT.  WOODS - LATER (NIGHT)

A weather forecast BLARES from the radio of the steaming Jaguar,
crumpled into a tree, the driver's door open.

A POLICE OFFICER, pistol drawn, approaches the car cautiously, as
OTHER OFFICERS and AGENTS stay behind trees, weapons ready.

The POLICE OFFICER lunges forward, pointing his weapon into the
Jaguar.  He inspects the car, then turns and calls out...

                          POLICE OFFICER
           He's not in here.

EXT.  WOODS/CLEARING - NIGHT

Limping, bleeding from various cuts, COLE CRASHES through
underbrush as he follows a stream through the woods.

Suddenly, he sees what he's looking for.

The FORD...barely visible in the moonlight, parked in the trees
beside the stream.  The car looks empty.

INT.  TRUNK/FORD

Total blackness!  The sound of keys in the lock.

Then, the trunk swings open and COLE stands in the moonlight,
looking down

RAILLY is in the trunk, tears of rage and frustration in her eyes.

                          RAILLY
           You bastard!  You total bastard!

EXT.  FORD

COLE backs away, as RAILLY scrambles out of the trunk, swinging.

He slips, falls, and she starts kicking him as she rants hysterically.

                          RAILLY
           I could have died in there.  If something
           had happened to you I would have died.

COLE is lying on the ground, looking up, his lip caked with blood.

                          COLE
           I...I...I'm really sorry.

Noticing his cuts and torn clothes, she stops kicking him.

                          RAILLY
           What have you done?  Did you...kill someone?

                          COLE
                (getting to his feet)
           No!  I...don't think so.  I stole a car
           and they chased me.  I hit a tree.

                          RAILLY
           See -- you can drive after all!

                          COLE
           Yeah, sort of, I guess.  I...I'm sorry
           I locked you up.  I thought...I thought...
           I think maybe I am crazy!

She looks at him.  Breakthrough?  Very calm now, the doctor.

                          RAILLY
           What made you think that?

                          COLE
           Jeffrey Mason said it was my idea about
           the virus.  And suddenly, I wasn't
           sure.  We talked when I was in the
           institution, and it was all...fuzzy.
           The drugs and stuff.
                (horrified)
           You think maybe I'm the one who wiped
           out the human race?  It was my idea?

                          RAILLY
           Nobody is going to wipe out the human
           race.  Not you or Jeffrey or anybody
           else.  You've created something in your
           mind, James -- a substitute reality.
           In order to avoid something you don't
           want to face.

                          COLE
           I'm..."mentally divergent".  I would
           love to believe that.

                          RAILLY
           It can be dealt with, but only if you
           want to.  I can help you.

COLE reacts to the sound of VOICES in the woods, dogs BARKING.

                          COLE
           I need help all right.  They're coming
           after me.

                          RAILLY
           First, it's important that you
           surrender to them instead of them
           catching you running.  Okay?

                          COLE
                (brightening)
           It would be great if I'm crazy.  If I'm
           wrong about everything...the world will be
           okay.  I'll never have to live underground.

                          RAILLY
           Give me the gun.

                          COLE
           The gun! ... I lost it

                          RAILLY
           You're sure?

                          COLE
                (showing her)
           No gun!
                (looking up)
           Stars!  Air!  I can live here.  Breathe!

RAILLY starts around to the front of the car.

                          RAILLY
           I'm going to attract their attention,
           let them know where we are, okay?

RAILLY gets in the driver's seat...and starts to HONK the horn.

                          RAILLY
                (calling out)
           They'll tell you to put your hands on top
           of your head.  Do what they tell you.  You're
           going to get better, James -- I know it!

ANGLE ON COLE, spotting something on the ground.  An insect!  He
reaches down to grab it, but, instead, grins, grabs some grass,
stands, and starts rubbing it happily all over his face.  The
HORN BLARES as COLE looks up at the sky.

ANGLE ON THE NIGHT SKY, the moon full, the sky rich with stars.

ANGLE ON COLE, tears of joy running down his face.

                          COLE
           I love this world!

ANGLE ON RAILLY, in the driver's seat, hearing near-by SHOUTS
from the woods.  The police are almost here.  She gets out of the
car, starts around toward COLE.

                          RAILLY
           Remember, I'm going to help you.  I'll
           stay with you.  I won't let them...

She breaks off mid-sentence...stares, stunned!

COLE is gone.  Disappeared.

INT.  POLICE STATION OFFICE - MORNING

RAILLY is being "debriefed" by POLICE OFFICERS and FBI AGENTS.

                          RAILLY
           Then I said something to him about
           cooperating and he said he would do
           that, so I got in the car and started
           honking the horn.  When I got out, he
           was gone.

                          LIEUTENANT HALPERIN
           You lucked out.  For a while we thought
           you were a body they found down state...
           mutilated.

A COP enters, hands a photo to LIEUTENANT HALPERIN who studies it.

                          RAILLY
           He wouldn't do something like that -- he...

                          LIEUTENANT RALPERIN
                (interrupts, hands her the photo)
           This the man he attacked?

RAILLY looks at the photo, an 8 x 10 of the FIRST THUG, slumped
against the alley wall, obviously dead.

                          RAILLY
           I'd like to be clear about this.  That
           man and the other one were..."severely"
           beating us.  James Cole didn't start
           it.  In fact -- he saved me!

                          LIEUTENANT RALPERIN
           Funny thing, Doctor, maybe you can
           explain it to me, you being a psychiatrist
           -- why do kidnap victims almost always
           try to tell us about the guys who grabbed
           'em and try to make us understand how
           kind these bastards really were?

                          RAILLY
                (as if reciting)
           It's a normal reaction to a life-
           threatening situation.
                (suddenly animated)
           He's sick.  He thinks he comes from the
           future.  He's been living in a carefully
           constructed fantasy world and that world
           is starting to disintegrate.  He needs
           help!

INT.  AIRPORT CONCOURSE/THE DREAM

YOUNG COLE stares, eyes wide.

He sees the BRUNETTE, cradling the head of the BLONDE MAN as he
sprawls on the concourse...

                          ASTROPHYSICIST'S VOICE (O.S.)
           Wake up! Wake up!

                          GEOLOGIST'S VOICE (O.S.)
           I think we gave him too much.

                          MICROBIOLOGIST'S VOICE (O.S.)
           WAKE UP, PRISONER!

INT.  SCIENTISTS' CHAMBER - ETERNAL NIGHT

COLE blinks awake. All he can see are blurry faces hovering over
him, hammering him with questions.

                          ASTROPHYSICIST
           Come on, Cole, cooperate!

                          GEOLOGIST
           Spit it out... you went to the home of
           a famous virologist...

                          COLE
                (weakly)
           You...don't...exist!  You're in
           my mind...

                          SCIENTISTS (IN RAPID SUCCESSION)
           What?  What's that?  What did he say?  His
           brain's fried.  Give him another shot!
           SPEAK UP, COLE.  WHAT DID YOU DO NEXT?

INT.  RAILLY'S APARTMENT - EVENING

The TV shows film of RAILLY leaving the police station.

                          TV REPORTER (v.o.)
           The kidnap victim seemed exhausted but
           apparently unharmed by her 30 hour ordeal
           as she left the police station in
           Philadelphia this morning.  So far she
           has refused to make a public statement.

RAILLY'S friends, MARILOU and WAYNE, are watching the TV.

A door opens and KATHRYN RAILLY, wearing a robe, comes out of her
bedroom.  She still looks exhausted   Followed by her cat, she
enters the kitchen area and turns on the kettle as WAYNE hastily
turns down the TV.

                          WAYNE
           Sorry.

                          RAILLY
           No -- I'm in a state of hyper-
           alertness.  I can't sleep.

                          MARILOU
           Did you take the sedative?

                          RAILLY
           I hate those things.  They mess my head
           up.

The old mug shot of COLE appears on the screen and RAILLY remotes
the volume up.

                          TV REPORTER (v.o.)
           Along with the kidnapping of the Baltimore
           woman, James Cole is now also wanted in
           connection with the brutal slaying of
           Rodney Wiggins, an ex-convict from...

RAILLY goes to the window, pushes aside the drape, and sees...

HER POV:  ACROSS THE STREET...A COP keeps watch.

                          RAILLY (o.s.)
           Do they really expect him to come here?

RAILLY returns to the kitchen area where MARILOU is getting the
tea things out.

                          TV REPORTER on air
           And in Fresno, California...

                          RAILLY
                (glances sadly toward the TV)
           He's dead, isn't he -- that little boy?

                          WAYNE
           He's fine.  It was just a "prank" he
           and his friends pulled.

CLOSE ON RAILLY'S FACE... SHOCKED.

ANGLE ON THE TV SCREEN, showing footage of a sheepish nine year
old boy being led out of a barn by the police.  The cops look grim.

                          TV REPORTER (v.o.)
           Authorities have so far been noncommittal
           about whether they will try to file
           charges against the families of the
           children involved in the hoax.

RAILLY stares at the TV, stunned.

INT.  "HOSPITAL" ROOM - ETERNAL NIGHT

VOICES!  SINGING!  COLE blinks awake, looks around, confused, then
stares in disbelief....

Crowded around COLE'S bed, the SCIENTISTS are concluding a
ragged, out of tune, rendition of "BLUEBERRY HILL."

                          SCIENTISTS
           ---found my thrills on Blueberry Hill...

Seeing he's awake, SCIENTISTS break off the song and applaud.

                          SCIENTISTS
           Well done, James!  Well done!  Nice
           going!  Congratulations!  Good for you!

                          BOTANIST
           During your "interview," while you
           were..."under the influence," you told
           us you liked music!

COLE, confused, looks around, sees he's in a one-bed windowless
room adorned with cheap reproductions of 19th and 20th century
landscapes.

The BOTANIST responds to COLE'S obvious disbelief with a
friendly smile and the others join in rapid fire, overlapping.

                          ZOOLOGIST
           This isn't the prison, James.

                          BOTANIST
           This is a hospital.

                          ASTROPHYSICIST
           But just until you recover your,
           uh,... equilibrium.

                          ENGINEER
           You're still a little... disoriented.

                          GEOLOGIST
           Stress!  Time travel!

                          ASTROPHYSICIST
           You stood up very well, considering...

                          GEOLOGIST
           Superior work!  Superior!

                          BOTANIST
           You connected the Army of the 12
           Monkeys to a world famous virologist
           and his son...

                          MICROBIOLOGIST
           Others will take over now...

                          ZOOLOGIST
           We'll be back on the surface in a
           matter of months....

                          GEOLOGIST
           We'll retake the planet.

                          ASTROPHYSICIST
           We're very close!  Because of you!

                          ENGINEER
                (unrolling a document)
           This is it, James...what you've been
           working for.

                          BOTANIST
           A full pardon!

                          MICROBIOLOGIST
           You'll be out of here in no time.

                          ASTROPHYSICIST
           Women will want to get to know you...

                          COLE
           I DON'T WANT YOUR "WOMEN," YOU
           BRAINLESS TWIT! I WANT TO BE WELL!

Unseen until now, two guards, TINY and SCARFACE, suddenly break
through the ring of SCIENTISTS, push COLE down, and tighten the
loose restraints, already in place, but unnoticed before.

                          ASTROPHYSICIST
                (sympathetically)
           Of course you want to be well, James.
           And you will be...soon.

COLE bursts into hysterical laughter.

                          COLE
           YOU DON'T EXIST, YOU SILLY BOZOS!
           YOU'RE NOT REAL! HA HA HA! PEOPLE DON'T
           TRAVEL IN TIME! YOU AREN'T HERE.
           MADE YOU UP!  YOU CAN'T TRICK ME!
           YOU'RE IN MY MIND! I'M INSANE AND
           YOU'RE MY INSANITY!

INT.  PSYCHIATRIST'S OFFICE - DAY

CLOSE ON KATHRYN RAILLY, insisting fiercely to someone,

                          RAILLY
           He not only used the word "prank" -- he
           said the boy was hiding in a barn.

RAILLY's talking to her former boss, DR. OWEN FLETCHER, psychiatrist
sitting across from her in his office, tapping his pen.

                          DR. FLETCHER
           He kidnapped you, Kathryn.  You saw him
           murder someone.  You knew there was a real
           possibility he would kill you, too.  You
           were under tremendous emotional stress.

                          RAILLY
           For God sakes, Owen, listen to me -- he
           knew about the boy in Fresno and he says
           three billion people are going to die!

                          DR. FLETCHER
           Kathryn, you know he can't possibly
           know that.  You're a rational person.
           You're a trained psychiatrist.  You
           know the difference between what's real
           and what's not.

                          RAILLY
           And what we believe is what's accepted as
           "truth" now, isn't it, Owen?  Psychiatry --
           it's the latest religion.  And we're the
           priests -- we decide what's right and what's
           wrong --we decide who's crazy and who isn't. ...
           I'm in trouble, Owen.  I'm losing my faith.

INT. "HOSPITAL" CELL - ETERNAL NIGHT

Alone in his "hospital" room, COLE struggles without success to
free himself from his restraints.

                          RASPY VOICE (o.s.)
           You sure fucked up, Bob!

Startled, COLE freezes, then ignores the RASPY VOICE and
continues his feverish struggle.

                          RASPY VOICE (o.s.)
           But I can understand you don't want
           your mistakes pointed out to you. I can
           relate to that, old Bob.

COLE looks around in spite of himself.  Nothing to see but the
walls and the landscape paintings.

                          RASPY VOICE (o.s.)
           Hey, I know what you're thinking.  You're
           thinking I don't exist except in your
           head.  I can see that point of view.  But
           you could still talk to me, couldn't you?
           Carry on a decent conversation?

                          COLE
                (blurting)
           I saw you! In 1995!  In the real world!
           You were a bum!  You pulled out your teeth.

                          RASPY VOICE (o.s.)
           Why would I pull out my teeth, Bob?
           They don't like that.  That's a no-no.
           And when did you say you saw me?
           In...1872?

                          COLE
           FUCK YOU!

                          RASPY VOICE (o.s.)
           Yelling won't get you what you want.  You
           have to be smart to get what you want.

                          COLE
           Oh, yeah?  What do I want?

                          RASPY VOICE (o.s.)
           You don't know what you want?  Sure you
           do, Bob.  You know what you want.

COLE, agitated, rocks back and forth.  Then...

                          COLE
           Tell me.  Tell me what I want.

                          RASPY VOICE (o.s.)
           To see the sky -- and the ocean -- to
           be topside -- breathe the air -- to be
           with her. ... Isn't that right?  Isn't
           that what you want?

Completely shaken, COLE hesitates for a long moment.  When he
speaks, it comes out of him like air...a whisper.

                          COLE
           More...than...anything.

INT.  RAILLY'S BEDROOM - MORNING

RAILLY'S in bed, asleep, having a very bad dream.  Suddenly, the
bedside phone RINGS.  Her eyes snap open.  A beat to orient
herself.  RING.  She reaches for the phone.

INTERCUT LIEUTENANT HALPERIN'S OFFICE/RAILLY'S BEDROOM

CLOSE ON HALPERIN, at his desk, talking into the phone.

                          LIEUTENANT HALPERIN
           Dr. Railly?  Jim Halperin, Philly P.D..
           Sorry to call so early but...

CLOSE ON RAILLY, eager, concerned. into the phone,

                          RAILLY
           You found him?  Is he all right?

CLOSE ON HALPEPIN, noting her reaction with raised eyebrows
giving an "I told you so" look to the BLACK PLAINCLOTHES cop
across his desk, then continuing into the phone,

                          LIEUTENANT HALPERIN
           Au contraire, Doctor.  No sign of your
           good friend, the kidnapper.  However,
           the plot thickens.  I have a ballistic
           report on my desk that says the bullet
           you claim you removed from Mr. Cole's
           thigh is an antique...and all indications
           are it was fired...sometime prior to 1920.

ANGLE ON RAILLY, reacting, stunned.

ANGLE ON HALPERIN, continuing soberly now,

                          LIEUTENANT RALPERIN
           So what I was thinking was, maybe if I
           sent a detective down there to talk
           with you, you could maybe revise or
           amplify on the circumstances....
           Hello?  Hello?  Dr. Railly?

HALPERIN considers the dead phone, glances at the COP again.

INT.  RAILLY'S BEDROOM/STUDY

Her hand still on the receiver, RAILLY looks shocked.  Then, she
hurries into her study and starts frantically pulling neatly
arranged piles of papers and books from a bookcase until she
finds a copy of her book.  She leafs through it hurriedly,
locates the picture of the Puerto Rican KID (JOSE) in WWI.

Peering closely, she tries to see everything in the picture.
Then, she turns and reaches for a research folder of old
photographs and rummages through it until she finds...!!!

                          RAILLY
           No!

It's an uncropped shot of JOSE being carried on the stretcher in
the trenches.  And there in the corner with no helmet, no gas
mask, and just a bit of bare shoulder showing...it's COLE!!!

INT.  SCIENTISTS' CHAMBER - ETERNAL NIGHT

Clean shaven, clear eyed, COLE sits before the frowning SCIENTISTS.

                          ASTROPHYSICIST
           The food, the sky, the certain, uh,
           sexual temptations -- you haven't
           become "addicted" have you, Cole?  To
           that "dying" world'

                          COLE
           No, sir!  I just want to do my part.
           To get us back on top...in charge of
           the planet.  And I have the experience,
           I know who the people are...

                          BIOLOGIST
           He really is the most qualified...

                          GEOLOGIST
           But all that..."behavior"...

                          ASTROPHYSICIST
                (to Cole, a little hurt)
           You said we weren't "real," Cole...

                          COLE
           Well, sir, I don't think the human mind
           was built to exist in two different...
           whatever you call it..."dimensions."
           It's stressful, you said it yourselves,
           it gets you confused.  You don't know
           what's real and what's not.

                          MICROBIOLOGIST
           But you know what's real now?

                          COLE
           Yes, sir.

The SCIENTISTS start to confer openly among themselves

                          GEOLOGIST
           He'd have to bone up, catch up to our
           research, the latest clues...

                          ZOOLOGIST
           He's proved to be a quick study...

The ASTROPHYSICIST fixes COLE with a sharp, penetrating look.

                          ASTROPHYSICIST
           You can't trick us, you know.  It
           wouldn't work.

                          BIOLOGIST
           And why would you want to?  It'll be
           dangerously close to the end.

                          COLE
           I understand.  There'd be no point.

                          ASTROPHYSICIST
           We're going to think about it, Cole.
           Among ourselves.  We'll get back to you.

INT.  DR. MASON'S OFFICE - DAY

Standing in front of a wall of glass in his office, overlooking a
hi-tech lab below where WORKERS in white "space suits" work
methodically, DR. MASON speaks angrily into a phone.  His male
ASSISTANT, whose features we don't see, stops writing a formula
on a blackboard and listens.

                          DR. MASON
           You have reason to believe that my son
           may be planning to do what?!!!

INT.  RAILLY'S APARTMENT/STUDY

RAILLY, trying to stay calm, is talking to Dr. Mason on the phone.

                          RAILLY
           Please, I know it sounds insane but...

INT.  DR. MASON'S OFFICE

Dr. Mason on the phone.

                          DR. MASON
                (into the phone)
           I'm afraid this doesn't seem very
           professional to me, in fact it's
           distressingly unprofessional for some-
           one who treated my son briefly (if
           indeed you actually are who you say you
           are) to take a sudden unsolicited interest
           in his mental health six years later,
           and to telephone a parent to express
           opinions that would be inappropriate...
                (breaks off, listens, then)
           I don't know anything about "Monkey
           armies", Doctor.  Nothing whatsoever.
           If my son ever was involved in...
                (listens, then,)
           It would be doubly inappropriate to
           discuss matters of security with you,
           Dr. Railly, but if it will put you at
           ease, neither my son nor any other
           unauthorized person has access to any
           potentially dangerous organisms in this
           laboratory.  Thank you for your concern.

DR. MASON hangs up angrily and glares.

                          DR. MASON'S ASSISTANT (o.s.)
           Dr. "Kathryn" Railly????

                          DR. MASON
           The psychiatrist who was kidnapped by
           that man who broke into my house.  She
           seems to have been suddenly struck by
           the most preposterous notion about Jeffrey.

                          DR. MASON'S ASSISTANT (o.s.)
           I attended a lecture once...Apocalyptic
           visions.

We see Dr. Mason's ASSISTANT now.  It's DR. PETERS, the red-
haired man who insisted to Dr. Railly you didn't have to be
insane to think the world was coming to an end.

                          DR. PETERS (cont.)
           Has she succumbed to her own
           theoretical..."disease"?

But DR. MASON is lost in thought, not listening.

                          DR. MASON
           Given the nature of our work, we can't ever
           be careful enough.  I think we should review
           our security procedures, perhaps upgrade them.

INT.  SCIENTISTS' CHAMBER - ETERNAL NIGHT

COLE is facing the BOTANIST who's using a pointer to indicate
various fading photos and newspaper clippings tacked on the wall.

                          BOTANIST
           Let's consider again our current
           information -- if the symptoms were
           first detected in Philadelphia on June
           28, 1995, that makes us know that...?

                          COLE
           It was released in Philadelphia,
           probably on June 14, 1995.

                          BOTANIST
           And it appeared sequentially after that
           in...?

With a quick glance at the panel of SCIENTISTS staring at him
from behind the long table, COLE replies like a good pupil,

                          COLE
           San Francisco, New Orleans, Rio de
           Janeiro, Rome, Kinshasa, Karachi,
           Bangkok, then Peking.

                          BOTANIST
           Meaning...???

                          COLE
           That the virus was taken from Philadelphia
           to San Francisco, then to New Orleans,
           Rio de Janeiro, Rome, Kinshasa, Karachi,
           Bangkok, then Peking.

                          BOTANIST
           And your only goal is...???

                          COLE
           To find out where the virus is so a
           qualified scientist can travel back into
           the past and study the original virus.

                          BOTANIST
           So that...???

                          COLE
           Uh, so that a vaccine can be developed
           that will, uh, allow mankind to reclaim
           the surface of the earth.

COLE glances nervously at the suspicious SCIENTISTS as the
BOTANIST switches on a slide projector and projects...

a magazine photo of wall graffiti:  "ATTENTION!!!  POLICE ARE
WATCHING!  IS THERE A VIRUS?  IS THIS THE SOURCE?  3 BILLION DIE?"

                          BOTANIST (o.s.)
           This is from a magazine printed in late
           September, 1995.  The writer speculated
           that this graffiti might be related to
           the epidemic that by that time had
           already killed thirty million people
           world-wide and was getting worse.  He
           says, certain people, unnamed, were
           questioned, but what came of that is not
           known.  But it is a clue you should pursue.

COLE stares at the picture.

EXT.  FAA STOREFRONT - DAY

LOUD BANGING!  The storefront window, completely covered with
posters, quivers violently.  Images of MONKEYS covered with
electrodes, BABY SEALS being viciously clubbed, DOGS jammed into
tiny cages quiver as somebody beats on the window.  It's RAILLY.

                          RAILLY
           IS ANYBODY IN THERE?  HELLO?  IS
           SOMEONE IN THERE?  IF YOU'RE IN THERE,
           I NEED TO TALK TO YOU.

INT.  FAA STORE

JEFFREY, BEN, TEDDY, and two of JEFFREY'S youthful cohorts, SANDY
and KWESKIN, wait motionless beside a heap of cardboard cartons
as FALE peeks out the front window through a slit between posters.

                          FALE
           It's the kidnap woman -- the one who
           was with the guy who tied us up.

                          BEN
           What's she doing?

                          FALE
           She's drawing attention to us, that's
           what she's doing. ... I don't know what
           you're up to this time, Mason, but
           you're gonna get us in deep shit!

                          JEFFREY
           Whine, whine, whine.  What about walkie
           talkies?  We used to have walkie talkies.

EXT.  FAA STOREFRONT

From littered doorways, DERELICTS sneak peeks at RAILLY as she,
seemingly mad, shakes the doorknob, then hammers on the door.

                          RAILLY
           I SAW YOU!  I SAW SOMEONE MOVING.  I
           KNOW YOU'RE IN THERE!

                          RASPY VOICE (o.s)
           Secret experiments!

RAILLY whirls, sees LOUIE, the raspy-voiced toothless derelict.

                          LOUIE
           That's what they do -- secret weird stuff!

                          RAILLY
           You!  I know you!

But LOUIE is studying the pictures of the tortured animals now.

                          LOUIE
           Not just on them.  Do 'em on people,
           too -- down at the shelters.  Feed 'em
           chemicals 'n take pictures of 'em.

                          RAILLY
           Have you seen James Cole?  The man...?

                          LOUIE
           They're watchin' you.  Takin' pictures.

RAILLY follows his look.

ANGLE ON AN OLD CHEVY, parked across the street, the PLAINCLOTHES
COP slouched at the wheel, pretending to read a newspaper.

                          RAILLY
           The police.  I know.  Listen, I need to
           talk to James, but he has to be careful
           how he contacts me.  He mustn't get
           caught.  Do you understand me?

                          LOUIS
           Uh, yeah, sure.  Uh...who's James?

                          RAILLY
           He was with me, he spoke to you.
           Several weeks ago.  He said you were
           from the future...watching him.

LOUIS gives her a look that says, "I'm outta here!"

But just then, RAILLY spots two TEZNAGE PUNKS surreptitiously
"tagging" their way along the street with cans of spray paint.

RAILLY stares at the PUNKS.

INT.  FAA STORE

FALE watches JEFFREY go over a check list while KWESKIN, SANDY,
and TEDDY organize materials, and BEN peeks out the small opening
between posters at the front window.

                          JEFFREY
           You get the bolt cutters?

                          KWESKIN
           One dozen.  They're in the van.

                          FALE
           One dozen bolt cutters!  Whadda you
           gonna do with one dozen bolt cutters?

                          JEFFREY
                (grins)
           You really want to know?

                          FALE
           No!  Absolutely not. Don't tell me anything.

                          BEN
           Hey!  Do you know what she's doing?

Everybody freezes, looking toward 3EN, who's peeking outside.

Then, except for JEFFREY, they all crowd around BEN to get a look.

POV THROUGH SLIT:  a glimpse of RAILLY, spray painting the front
of the store!

                          TEDDY
           What's it say?

                          BEN
           I can't see it.

                          JEFFREY
                (erupting)
           WHY DON'T WE FORGET MY GODDAMN
           PSYCHIATRIST AND DEAL WITH THE TASK AT
           HAND.  THIS IS IMPORTANT.

                          FALE
                (spinning around)
           Your psychiatrist?  Did you just say,
           "your psychiatrist"?

                          JEFFREY
            Ex-psychiatrist!  Now, what about
            flashlights?  How many flashlights...?

                          FALE
           That woman is...was...your...
           psychiatrist?  And now she's spray-
           painting our building?

EXT.  FAA STOREFRONT/SECOND AVENUE

ANGLE ON SLACK PLAINCLOTHES COP, across the street in the CHEVY,
amazed, watching RAILLY spray painting.  He shakes his head wearily.

ANGLZ ON STREET TYPES, inching closer, watching RAILLY with
amazement, too.  They include...

an IRISH DRUNK, white haired, red-faced, bloated...

a NATIVE AMERICAN with tormented eyes and a mangled ear...

an AFRICAN AMERICAN with one eye...

the TEENAGED PUNKS...

a WHITE MAN, shabbily dressed, joining the knot of ONLOOKERS,
reacting at the sight of RAILLY.  It's COLE!  He pushes toward her.

                          COLE
           Kathryn!

RAILLY stops spraying, whips around at the sound of his VOICE.

                          RAILLY
           James!

With a quick glance toward the PLAINCLOTHES COP, RAILLY takes
urgent charge of the situation.

                          RAILLY
           James!  That's a policeman.  Pretend
           you don't know me.  If he sees you...

                          COLE
                (turning, looking)
           No, I want to turn myself in.  Where is he?
                (placing his hands on his head)
           Don't worry -- it's all okay now.  I'm
           not crazy any more!  I mean, I am
           crazy, mentally divergent, actually,
           but I know it now and I want you to
           help me.  I want to get well...

ANGLE on RAILLY, desperately pulling COLE'S hands off his head as
she tries to block the COP'S view of COLE.

                          RAILLY
           James -- put your hands down and listen
           to me.  Things have changed!

ANGLE ON THE PLAINCLOTHES COP, checking the mug shot of COLE on
his clipboard, then reaching for his radio mike.

ANGLE ON RAILLY, reacting to the COP speaking into his mike:  she
tosses the spray paint can aside, grabs COLE and tries to pull
him along...but COLE isn't moving.  He's staring at the front of
the FAA Store with disbelief!

                          RAILLY
           James, come on!  We have to get out of here!

COLE looks from the wall to the can rolling on the sidewalk,
then back to the wall where RAILLY has sprayed the huge words:

                ATTENTION!!!  POLICE ARE WATCHING!
                IS THERE A VIRUS?  IS THIS THE
                SOURCE?  THREE BILLION DIE?

It's the graffiti COLE saw in the future, in the picture!

                          COLE
           I've seen that...before.

But RAILLY'S total attention is on their dilemma.

                          RAILLY
           James, trust me.  We're in terrible
           trouble.  We have to run.

Very confused, COLE lets her drag him along the sidewalk, past
ONLOOKERS.  She looks crazier than he does.

ANGLE ON THE CHEVY, making a sudden, urgent u-turn, almost
colliding with a passing car.  BRAKES SQUEAL and a HORN BLARES.

INT.  FAA STORE - DAY

ANGLE ON BEN, peeking out, reacting to the drama.

                          BEN
           Wow, a guy in a Chevy is chasing her
           and some other guy I can't see.

                          FALE
           Hey, no problem, it's probably just
           another kidnapping featuring Jeffrey's
           shrink, pardon me, make that ex-shrink.
                (indicating Jeffrey to the others)
           This is your leader, a certifiable lunatic
           who told his former psychiatrist all his
           plans for God knows what whacko irresponsible
           schemes, and now who knows what she's
           painted out there on our wall?

                          JEFFREY
           WHO CARES WHAT PSYCHIATRISTS WRITE ON
           WALLS?
                (moves to Fale, jabs him with a finger)
           You think I told her about the Army of
           the 12 Monkeys?  Impossible!  Know why,
           you pathetically ineffectual and
           pusillanimous "pretend-friend-to-
           animals"?!  I'll tell you why:  because
           when I had anything to do with her six
           years ago, there was no such thing -- I
           hadn't even thought of it yet!

                          FALE
                (triumphant)
           Then how come she knows what's going on?

JEFFREY abruptly switches from rage to good humor, adopting a
supercilious smile and a patronizing tone.

                          JEFFREY
           Here's my theory on that.  While I was
           institutionalized, my brain was studied
           exhaustively in the guise of mental health.
           I was interrogated, x-rayed, studied
           thoroughly.  Then, everything about me
           was entered into a computer where they
           created a model of my mind.

They all stare, mesmerized, at the strutting JEFFREY.  Is he
serious?  Is he crazy?  Doesn't matter -- he's charismatic.

                          JEFFREY (cont.)
           Then, using the computer model, they
           generated every thought I could possibly
           have in the next, say ten years, which
           they then filtered through a probability
           matrix to determine everything I was
           going to do in that period.  So you
           see, she knew I was going to lead the
           Army of the Twelve Monkeys into the
           pages of history before it ever even
           occurred to me.  She knows everything
           I'm ever going to do before I know it
           myself.  How about that?

JEFFREY smiles smugly into FALE'S flabbergasted face.

                          JEFFREY
           Now I have to get going -- do my part.
           You guys check all this stuff out and
           load up the van.  Make sure you have
           everything.  I'm outta here.

JEFFREY exits.  The others stare at the door.

                          FALE
           He's seriously crazy -- you know that.

EXT.  SKID ROW ALLEY - DAY

An overflowing dumpster squats near the mouth of an alley.

The unmarked CHEVY crawls slowly past the alley, the PLAINCLOTHES
COP'S eyes searching everywhere.

Trash stirs in the dumpster and RAILLY'S eyes peer up out of the
torn cardboard boxes, rotting food, and styrofoam litter.

HER POV:  the POLICE CAR passes from view.

ANGLE ON RAILLY, emerging from the refuse, hissing,

                          RAILLY
           James!  Come on.

A confused COLE emerges from the opposite end of the dumpster,
bits of lettuce in his hair.

                          COLE
           I don't understand what we're doing.
    
                          RAILLY
                (climbing out of the dumpster)
           We're avoiding the police until I
           can....talk to you.

                          COLE
                (climbing out after her)
           You mean, treat me?  Cure me?  Kathryn,
           those words on the wall -- I've seen
           them before...  I...I...dreamed them.

But she's not listening.  She's peeking out the alley entrance.

RAILLY'S POV:  across the street is a run-down skid row hotel,
THE GLOBE, ROOMS WEEKLY, DAILY.

INT.  GLOBE HOTEL/LOBBY - MINUTES LATER

The DESK CLERK, an old alkie who hates trouble but finds it often,
stares across the counter suspiciously at RAILLY and COLE.

                          DESK CLERK
           Twenty five bucks an hour.

                          RAILLY
           An hour?!

                          DESK CLERK
           You want quarter hours, go someplace else.

                          RAILLY
                (catches on, pulls out her last bills)
           Here's ninety eight.  For the night.  Deal?

The DESK CLERK squints warily at this turn of events.  Then, he
turns, gets a key, turns back and hands it to her.

                          DESK CLERK
           Forty four.  Fourth floor, turn right.
           Elevator's busted.

RAILLY turns, COLE follows, and they walk quickly to the stairs
passing the stares of gloomy RESIDENTS sitting on torn sofas
chairs in front of an old TV with hideous color.

ANGLE ON THE DESK CLERK, watching RAILLY and COLE climb
stairs.  As they disappear from view, he picks up the phone,
punches a number, speaks into the phone.

                          DESK CLERK
           Tommy?  This is Charlie at the Globe.
           You know if Wallace has a new girl?
           Sort of a rookie type?  Blonde?

INT.  GLOBE HOTEL ROOM 44 - MINUTES LATER (DAY)

COLE sits on the lumpy bed in the dingy room, watching RAILLY
pace back and forth like a mad woman.

                          RAILLY
           Okay...you were standing there looking
           at the moon...you were eating grass...
           then what?

                          COLE
           I thought I was in...prison again.

                          RAILLY
           Just like that?  You were in prison?

                          COLE
           No, not really.  It's...it's in my
           mind.  Like you said.

                          RAILLY
           You disappeared!  One minute you were
           there, the next minute you were gone.
           Did you run through the woods?

                          COLE
           I don't know -- I don't remember.

                          RAILLY
           The boy in the well.  How did you know
           that was just a hoax?

                          COLE
           It was?  I didn't...know.

                          RAILLY
           James, you said he was hiding in the barn...

                          COLE
           I think I saw a TV show like that when
           I was a kid.  Where a boy...

                          RAILLY
           IT WASN'T A TV SHOW!  IT WAS REAL!

COLE looks at her.  She's really upset.

                          COLE
           Well, maybe that kid saw the same TV
           show and copied it.  Listen, you were
           right, it's all in my head.  I'm mentally
           ill, I imagine all that stuff.  I know
           they're not real, I can trick them, make
           them do what I want.  I just worked on
           them in my head and I got back here.  I
           can get better.  I can stay here.

RAILLY pulls a photo from her purse, shows it to COLE.

It's the uncropped picture from her book, the photo of JOSE in
WWI with a fuzzy image of COLE on the edge of the frame,

                          RAILLY
           What does this mean to you?

                          COLE
           ...I had a dream about...something
           like that.

                          RAILLY
           You had a bullet from World War One in
           your leg, James!  How did it get there?

                          COLE
           You said I had delusions -- that I
           created a world -- you said you could
           explain everything...

                          RAILLY
           Well, I can't. ... I mean...I'm trying
           to.  I can't believe that everything we
           do or say has already happened, that we
           can't change what's going to happen,
           that I'm one of the three billion
           people who are going to die...soon.

COLE stands, moves close to her.

                          COLE
           I want to be here.  In this time.  With
           you.  I want to become...become a whole
           person.  I want this to be the present.
           I want the future to be unknown.

                          RAILLY
                (sudden hopeful idea!)
           James...do you remember...six years
           ago...you had a phone number!  You
           tried to call and...

WHAM!  The door flies open, kicked violently, the flimsy lock not
holding.  A menacing figure stands in the doorway.  WALLACE.  A
wiry biker-type with jail house tattoos and mean eyes.

COLE and RAILLY are too stunned to say anything as WALLACE looks
them over coldly, insolently, then advances on RAILLY.

                          WALLACE
           This is my territory, bitch!

                          COLE
                (confused, turns to Railly)
           Is this real -- or is this one of my
           delusions?

                          RAILLY
           This is definitely real:
                (to Wallace)
           Excuse me, I think we have a little
           misunderstanding here...

WALLACE smashes RAILLY in the face.  She flies back against the
wall and onto the floor as WALLACE spins around to COLE who is
stepping toward him, but WALLACE is now holding a knife

                          WALLACE
           What're you -- some kind of tough guy?
           You wanna be a hero?  You gonna try and
           mess with me?  Come on...

A beat.  COLE puts his hands up placatingly as he backs around
WALLACE and moves to RAILLY, whose eye is already swelling.

                          WALLACE
           Now that's a smart boy.  But you,
           honey, you think you can go 'round
           me and peddle your fancy ass in this
           part of town, you bet your life we got
           what I would call a major goddamn
           misunderstandin'.

RAILLY reaches a hand up to COLE for assistance, but, he grabs
her purse instead, swings it around, SMASHES WALLACE in the face
with it, then grabs the pimp's arm and SNAPS it like it was a
twig!  The knife clatters to the floor as WALLACE yelps in pain
and COLE slams him to the floor, straddles his chest, retrieves
the near-by knife, and presses it sharply against WALLACE'S neck.

                          RAILLY
           JAMES -- DON'T!

COLE hesitates.

                          WALLACE
                (eyes bulging)
           You...heard...her.  Don't do it, man.

                          RAILLY
                (gets up, looks around)
           Put him in the closet, ... But get his
           money first.

                          COLE
                (amazed)
           You want me to rob him?

                          RAILLY
           I...I...We need cash, James.

A shadow.  RAILLY turns toward the door and glimpses a FACE
disappearing, then hears SHOUTS from the hallway...

                          SHOUTS (o.s.)
           They're killing him!  Call the cops.

Being very careful not to move his neck, WALLACE reaches into his
pocket and produces a thick roll of bills, which RAILLY grabs.

                          WALLACE
           You two are crazy.  I got friends.  You
           put me in a closet, they're gonna be
           really pissed.

COLE moves off Wallace and, keeping the knife close, yanks him to
his teeth while RAILLY hurries to the window and looks out.

HER POV:  A fire escape leads down into an alley.

RAILLY turns just in time to see COLE shove WALLACE into the
bathroom, follow him in, slam the door behind them, and LOCK it.

                          RAILLY
           James, no!

INT.  BATHROOM

                          RAILLY'S VOICE (from the other room)
                (rattling the door knob)
           James, what are you doing?

WALLACE cowers back against the shower stall.

                          WALLACE
           I have friends, man -- if you cut me...

WALLACE breaks off, bug-eyed, reacting to something we don't see!

                          WALLACE
           What...the...fuck..are you doing???

INT.  GLOBE MOTEL ROOM 44

RAILLY is pounding on the bathroom door now as, suddenly, it
opens and COLE steps out, the knife in his right hand, dripping
with blood.

                          RAILLY
           Oh, my God, James.  Did you kill him?

COLE shakes his head "no" as blood oozes from his mouth.

                          COLE
           Just...just in case.  In case I'm not
           crazy...
                (holds up two bloody molars)
           That's how they find us.  By our teeth.
                (a beat, eye contact)
           I don't want them to find me.  Ever.  I
           don't want to go back.

RAILLY's astonishment turns to emotion as it dawns on her the
choice he's made.  Given up the future (if it exists, and it's
looking like it does)!  Risking his life to be with her!  For
this brief time!  She's overwhelmed, lips trembling, tears
welling in her eyes.  But just then, the SOUNDS of SHOUTS and
feet THUNDERING up the stairs snap her back to reality.

INT.  STAIRWELL/GLOBE HOTEL

COPS' boots THUNDER up the stairwell.

INT.  ROOM 44/GLOBE HOTEL

In between nervous glances toward the door, RAILLY supervises as
COLE obediently blocks the bathroom door with the bureau.

                          RAILLY
           Push it tight!

                          WALLACE'S VOICE (from the bathroom)
           NO PROBLEM!  I'LL JUST STAY IN HERE!
           DON'T WORRY ABOUT ME.

INT.  4TH FLOOR HALLWAY/GLOBE HOTEL

POLICE OFFICERS, led by the PLAINCLOTHES COP, make a cautious
entrance onto the 4th floor, guns drawn.

Seedy HOTEL RESIDENTS point to Room 44, then cower back into
their doorways.

EXT.  GLOBE HOTEL FIRE ESCAPE/ALLEY - DAY

COLE and RAILLY clatter down the fire-escape, COLE in the lead.
They come to the end of the metal stairway.  It's a long distance
to the ground.  COLE jumps down, turns, reaches up to her.

She lets herself down to him.  Their eyes meet.  He holds her in
his arms for a moment.  Then, reluctantly, he puts her down.
They start running down the alley.

INT.  GLOBE HOTEL FOURTH FLOOR - DAY

The PLAINCLOTHES COP has his pistol out, his back to the wall
alongside the open doorway to Room 44.  The UNIFORMED OFFICERS
are backing him up, weapons drawn.

                          PLAINCLOTHES COP
           POLICE!  THROW YOUR WEAPONS OUT AND
           COME OUTTA THERE!

No response.

INT.  GLOBE HOTEL ROOM 44

The PLAINCLOTHES COP charges into the room in a crouch, pistol
extended in both hands.  He pans the gun around the empty room.

HIS POV:  the open window...the blood on the floor.

                          WALLACE'S VOICE (from the bathroom)
           HEY!  ZAT THE POLICE!  I'M AN INNOCENT
           VICTIM IN HERE!  I WAS ATTACKED BY A
           COKED-UP WHORE AND A CRAZY DENTIST!

EXT.  BUS STOP/DOWNTOWN - LATE AFTERNOON

A city bus disgorges a stream of PASSENGERS at a stop in the
toney downtown shopping district.  Among them, RAILLY looks
furtively left and right, COLE on her heels.  She's hidden her
bruised eye behind sun glasses; he's holding a bloody
handkerchief to his mouth.

As he steps to the sidewalk, COLE is overwhelmed by the bustling
city, the tall downtown buildings.  His eyes go up.

COLE'S POV:  a building, towering toward the sky.  A building
with a ledge.  The same ledge the lion prowled in the future!!!

ANGLE ON COLE, shaken, as RAILLY ushers him into the recessed
entrance to a store.

                          RAILLY
           Wait here.  I'm going to try that phone
           number.  Let's hope it's nothing!

Dazed by his experience and the flow of SHOPPERS, COLE watches
her hurry to a pay phone twenty yards away, his view of her made
intermittent by PEDESTRIANS streaming past him, their FACES
looming frighteningly close.

A BUSINESSMAN jostles COLE, forcing him back against the display
window.  Turning, he faces the angry jaws of a BEAR only inches away

Recovering from a jolt of terror, COLE realizes the BEAR is a life-size
toy in the display window.  Relieved, he looks back at RAILLY.

COLE'S POV:  RAILLY, well out of earshot, speaking earnestly into
the phone.

ANGLE ON COLE, startled, as a BUSINESSMAN, mistaking him for a
panhandler, shoves a dollar into his hand.  Confused, COLE stares
at the dollar, then turns to say something to the retreating
BUSINESSMAN, but just then he sees RAILLY rushing toward him,
eyes sparkling with happiness, LAUGHING, ebullient.

                          RAILLY
           James!  James!  It's okay.  We're
           insane!  We're crazy!

COLE doesn't know how to respond, but a PASSERBY gives them a look.

                          RAILLY
           It's a Carpet Cleaning Company...

                          COLE
           A Carpet Cleaning Company?

                          RAILLY
                (laughing)
           No superiors!  No scientists.  No
           people from the future.  It's just a
           Carpet Cleaning Company.  They have
           voice mail -- you leave a message
           telling them when you want your carpet
           cleaned.

                          COLE
           You... you left them a message?
    
                          RAILLY
                (impishly)
           I couldn't resist.  I was so relieved.
           Wait'll they hear this nutty woman
           telling them...they better watch out
           for the Army of the Twelve Monkeys...

Looking at her laughing face, COLE is struck with horror as he
realizes the truth!  He starts to recite...

                          COLE
           "The Army of the Twelve Monkeys --
           they're the ones who are going to do
           it.  I can't do anything more.  The
           police are watching me."

Now she's stunned.  She glances back and sees the phone booth
twenty yards away.

                          RAILLY
           You... you couldn't have heard me.

                          COLE
           They got your message, Kathryn.  They
           played it for me.  It was a bad
           recording...distorted.  I didn't
           recognize your voice.

RAILLY'S eyes fill with horror as she grasps the meaning.

ANGLE ON A UNIFORMED COP, staring out the window of a POLICE
CRUISER as it inches along in the bumper to bumper traffic.
Noticing something, he reaches for his radio.

ANGLE ON RAILLY, spotting the CRUISER, grabbing COLE, pulling him
into the CROWD.

                          RAILLY
           Come on.

INT.  DEPARTMENT STORE/MEN'S DEPARTMENT - 6:00 PM

RAILLY, whose sun glasses don't really hide her bruised eye, adds
a man's Hawaiian shirt to the pile of other men's things heaped
on a counter in front of a very suspicious CLERK.

                          RAILLY
           And this.
                (turning)
           Anything else?

But COLE'S not here.  He's a short distance away...staring.

COLE'S POV:  aisle after aisle of eager shoppers and a bounty of
brand new consumer goods.

ANGLE ON COLE, remembering another department store, dark and
full of moldering merchandise.

ANGLE ON RAILLY, turning again to the CLERK.

                          RAILLY
           I guess that's it.

                          CLERK
           Shall I put this on your account, Ma'am?

                          RAILLY
                (producing Wallace's roll of bills)
           No -- I'll pay cash.

The CLERK stares at the huge roll of bills!

                          RAILLY
           What floor are the wigs on, please?

EXT.  PEST CONTROL VAN - NIGHT

Surrounded by stripped and abandoned vehicles, the VAN, with a
PEST CONTROL logo on its side, is parked on a trash-littered
street beside the massive pillars of a towering freeway.

INT.  PARKED PEST CONTROL VAN

The VAN is packed with SIX ACTIVISTS, SANDY and KWESKIN among
them, all wearing black.  Some of them have climbing gear, tool
belts, all sorts of paraphernalia.  KWESKIN is telling his story.

                          KWESKIN
           So then he goes into this incredible riff
           about how his shrink, like, replicated
           his brain while he was in the nut house.
           Turned it into a computer.

                          WELLER
           And Fale believed it?

                          KWESKIN
           Oh, you know Fale!  He's like, "If you
           guys get nailed -- and I'm sure you will --
           I never saw you before in nay life!"

LAUGHTER from all of them.  Then, there's a sharp, rhythmic
series of RAPS on the side door, a signal.

POPE quickly slides the door open.  It's JEFFREY...grinning.

Three other activists, GOINES, ICHIOKA, and BRUHNS, stagger out of
the darkness behind JEFFREY, lugging a huge, squirming GARBAGE BAG.

The van occupants react with murmurs of "Awwwwwright" and "Far
out", then they help maneuver the writhing bag into the van.

Then, JEFFREY and the other three scramble in, too.

                          JEFFREY
           Let's do it!

EXT.  VAN/FREEWAY

The PEST CONTROL VAN lumbers up a ramp and onto the freeway.

INT.  PEST CONTROL VAN/MOVING

The GARBAGE BAG squirms and grunts as JEFFREY holds a map under a
flashlight and goes over "the plan" with the other ACTIVISTS.

                          JEFFREY
           Okay, that's Stage One.  In Stage Two,
           Monkey Four is over here...

A loud GROAN from the bag distracts the others.

                          GOINES
           What's the harm in opening the bag?
           His eyes are taped.

                          SANDY
           Yeah, it's cruel leaving him like that.

                          JEFFREY
           Ah, but cruelty is his specialty.

                          ICHIOKA
           So why should we be like him?

Shrugging cheerfully, JEFFREY tears open the garbage bag revealing
DR. MASON, trussed up, duct tape covering his eyes and mouth.

                          JEFFREY
           Want the full effect?

Grinning wickedly, JEFFREY rips the tape from his father's mouth.

                          DR. MASON
           Jeffrey?  I know it's you, Jeffrey.  I
           recognize your voice.

JEFFREY puts his finger to his lips, silencing everyone.

                          DR. MASON
           JEFFREY???  ... Very well.  You're out
           of your mind, Jeffrey.  I know all
           about your insane plan.  That woman --
           your psychiatrist -- she told me.

JEFFREY raises his eyebrows.  This he hadn't expected.

                          DR. MASON
           I didn't believe her -- it seemed too crazy
           even for you.  But, just in case, I took steps
           to make sure you couldn't do it.  I took myself
           out of the loop!  I don't have the code any
           more.  I don't have access to the virus.  So,
           go ahead -- torture me, but you can't extract
           anything of use to yourself.

The ACTIVISTS are all exchanging puzzled looks.

                          JEFFREY
           What...virus?

                          DR. MASON
                (spins his head toward Jeffrey)
           She knew about it, Jeffrey.  She knew
           you were going to try this.

                          JEFFREY
           What virus are we talking about, Dad?

                          DR. MASON
           You're insane, Jeffrey.

                          JEFFREY
           You "develop" viruses and you're calling
           me insane?  Typical.  What does this
           virus attack?  Don't tell me, you sick
           fuck, it doesn't matter.
                (to the others)
           Have I ever "developed" a virus?  Do I
           put helpless animals in cages and measure
           their reactions to electrical stimuli?
           Do I inject radioactive substances into
           living creatures and examine their
           bowel movements?  Wow!  And I'm crazy!

                          DR. MASON
           Please tell me, Jeffrey, what exactly
           are you going to do?  I don't have to
           tell you I'm afraid.

                          JEFFREY
           THIS IS A FUCKING EXPERIMENT!  YOU'RE
           OUR HELPLESS LITTLE TEST ANIMAL, DADDY.
           GOT THAT?  NOW -- WHAT FUCKING VIRUS
           HAVE YOU COME UP WITH, YOU DEMENTED
           FUCKING MANIAC?

INT.  MOVIE SCREEN/THEATER - NIGHT

Spooky BERNARD HERRMAN MUSIC, giant redwoods looming skyward.
It's DAYTIME in Muir Woods.  SCOTTY (JAMES STEWART) AND MADELINE
(KIM NOVAK) walk toward a display of a cross cut section of a
redwood tree.  We're watching Hitchcock's VERTIGO.

                          SCOTTY (up on the screen)
           Here's a cross section of one of the
           old trees that's been cut down.

They look at the lines of the tree marked with cards that say,
"BIRTH OF CHRIST", "DISCOVERY OF AMERICA", "MAGNA CARTA SIGNED",
"1066 - BATTLE OF HASTINGS", and "1930 TREE CUT DOWN".

ANGLE ON THE THEATER AUDIENCE, empty seats dimly visible in the
flickering light, a few shadowy MOVIEGOERS scattered here and there.

ANGLE ON THE SCREEN, MADELINE pointing, saying with profound melancholy.

                          MADELINE (up on the screen)
           Somewhere in here I was born.  And here
           -- I die.  There's only a moment for
           you.  You don't notice.

ANGLE ON THE AUDIENCE, a shadowy COUPLE near the back of the
theater.  WE CAN'T REALLY SEE THEM, but we recognize their VOICES

                          RAILLY
           Here, let me help you.

The theater is briefly illuminated by a very bright scene on the
screen, revealing enough of COLE and RAILLY for us to see she's
doing something to his upper lip while he tries to watch the movie.

                          COLE
           I think I've seen this movie before.
           When I was a kid.  It was on TV.

                          RAILLY
                (fussing with his upper lip)
           Shh -- don't talk.  Hold still.

                          COLE
                (moving his head to see the film)
           I have seen it, but I don't remember
           this part.  Funny, it's like what's
           happening to us, like the past.  The
           movie never changes -- it can't change
           -- but everytime you see it, it seems
           to be different because you're different
           -- you notice different things.

                          RAILLY
           If we can't change anything...because
           it's already happened, then we ought to
           at least smell the flowers.

                          COLE
           Flowers!  What flowers?

From the darkness, a MOVIE PATRON makes a SSSSHHHHH shound.

                          RAILLY
                (whispering)
           It's an expression.  Here...

She's pulling something from a shopping bag at her feet, placing
it on COLE'S head, adjusting it...

                          COLE
           Why are we doing this?

                          RAILLY
           So we can stick our heads out the
           window and feel the wind and listen to
           the music.  So we can appreciate what
           we have while we have it.  Forgive me,
           psychiatrists don't cry.

There are tears in her eyes.  They discomfit COLE.

                          COLE
           But maybe I'm wrong.  Maybe you're
           wrong.  Maybe we're both crazy.

                          RAILLY
           In a few weeks, it will have started or
           it won't.  If there are still baseball
           games and traffic jams, armed robberies
           and boring TV shows -- we'll be so
           happy, we'll be glad to turn ourselves
           in to the police.

                          SHADOWY MOVIEGOER
           SHHHHHHH    

                          COLE
                (whispers)
           Where can we hide for a few weeks?

ANGLE ON THE SCREEN, where SCOTTY and MADELINE are in the foreground,
the OCEAN behind them.

                          RAILLY
           You said you'd never seen the ocean...

EXT.  GORILLA'S PEN/ZOO - NIGHT

CLOSE ON A GORILLA, by moonlight, angry, a true nightmare vision.

URGENT WHISPERS off screen, RUSTLING SOUNDS.  Then, METAL ON METAL.
Only now are we aware that the GORILLA is in an outdoor zoo pen
with phony rocks.  Stalking back and forth.  Huge.  Upset.

CLANK.  CLANK.  METAL ON METAL.  GRUNTS of effort, then, DR.
MASON'S VOICE, plaintive, frightened.

                          DR. MASON'S VOICE (o.s.)
           What are you doing to me?  Where are
           we?  Jeffrey, please...

                          SANDY'S VOICE (o.s.)
           For God's sake, put the tape back on
           his mouth!

The GORILLA bellows angrily, beating his chest.

                         JEFFREY'S VOICE (o.s.)
           Forget the tape.  The monkey's louder than
           he is.  You gonna tape the monkey's mouth?

EXT.  PANTHERS' PEN/ZOO - NIGHT

Under the full moon, PANTHERS pace back and forth, back and
forth, uttering ominous guttural SNARLS.

EXT.  LION'S PEN/ZOO

The KING OF BEASTS gives a deep, fierce ROAR.  From the darkness,
unseen ELEPHANTS TRUMPET their response.

EXT.  AVIARIES/ZOO

A PANDEMONIUM of WINGS RUSTLING, the sharp metallic CLINKING of
metal on metal, the MUTTER of HUMAN VOICES, then a cacophonous
CRESCENDO of frenzied SCREECHING as PARROTS, COCKATOOS and other
EXOTIC BIRDS careen madly in their cages.

INT.  MOVIE THEATER AUDITORIUM

CLOSE ON COLE, dozing fitfully, as the SOUNDS of SCREAMING BIRDS
continue.  Suddenly, he comes awake with a start...sees the movie
filling his field of vision.

HIS POV:  the MOVIE SCREEN.  TIPPI HEDRIN, overwhelmed by
screeching BIRDS in an attic in Hitchcock's THE BIRDS.

ANGLE ON COLE, orienting himself, looking around.  Empty seats on
both sides of him.  He's alone.  He panics.

                          COLE
           Kathryn?!

INT.  THEATER LOBBY

A lobby poster boasts "Classics 24 Hours A Day" and "Hitchcock
Festival".  PANNING OFF the poster, passing a SNORING USHER, dead
to the world in an old velvet chair, WE DISCOVER a BRUNETTE in a
tight dress, just hanging up the lobby pay phone.  Turning, she
reveals heavy make-up, gaudy costume jewelry, and sun glasses.
She's the BRUNETTE in COLE'S DREAM!  Crossing the lobby toward
the auditorium, it's a pleasure to watch her nice body undulate
in the tight dress.

Just then, the auditorium doors burst open and a BLONDE MAN in a
Hawaiian shirt appears, the man from COLE'S DREAM, except this
man's moustache is fixed firmly on his upper lip.  The BLONDE MAN
stops, stunned at the sight of the BRUNETTE.

                          BRUNETTE
           We're booked on a 9:30 flight to Key West.

The Brunette is RAILLY, no longer the frazzled professional,
revealed now by her disguise as a sexy babe.  The Blonde Man is
COLE!  He's confused.

                          COLE
           You were in my dream just now.  I
           didn't recognize you.

                          RAILLY
           Well, you look pretty different, too.

                          COLE
           I mean in my dream -- I didn't realize
           it was you.  Then...I woke up and I...I
           thought you were gone.

                          RAILLY
                (studies him seriously)
           I remember you...like this.  I feel
           I've known you before.  I feel I've
           always known you.

Their eyes lock.  Suddenly, she backs up, gently maneuvering him
with her, past the sleeping USHER, to and through an unlocked,
unmarked door, then closing it behind them.

INT.  STORAGE ROOM/MOVIE THEATER

RAILLY and COLE are in a dimly lit cluttered storage room.  She
kisses him hungrily amid the brooms, plastic trash barrels, other
janitorial items.  COLE responds to her passion as they move
deeper into the room, its walls covered with old movie posters.
Tearing at each other's clothes, they collapse on a rolled
theater curtain among stacks of ancient theater seats.

EXT.  SUBURBS - DAWN

The red rim of the rising sun is just becoming visible beyond the
silhouetted roofs of an upper middle-class suburban neighborhood.
The early light is so vague that when a huge SIBERIAN TIGER pads
across a neatly-trimmed lawn, he's more a shadowy vision than
reality.  Did we really see him at all?

EXT.  CONSTRUCTION SITE - DAWN

The rising sun flares behind the towering silhouette of an unfinished
building, deserted in the early morning light.  High up, a MONKEY
his head around a girder.

Four stories below, other MONKEYS are climbing.

EXT.  SHOPPING MALL - DAWN

Deserted in the first light of dawn, the stores face each other
across a broad promenade with blank staring windows.

Nothing happens.  For a long moment.  Then, an AFRICAN BULL
ELEPHANT appears, turning the corner, lumbering toward us along
the promenade, raising his trunk to TRUMPET triumphantly to the
other ELEPHANTS trotting into view behind him.

INT.  TAXICAB/CITY STREETS - EARLY MORNING

A fiftyish WOMAN CABBIE with white hair and a Southern twang is
at the wheel of the cab.

                          WOMAN CABBlE
           What time's your flight, friends?

In the back seat, COLE, in the blonde wig and moustache, looks to
his companion, the sexy babe in sun glasses and heavy make-up, RAILLY.

                          RAILLY
           Nine thirty

                          WOMAN CABBIE
           Might be tight.

                          RAILLY
                (startled, checks her watch)
           Tight?  My watch says 7:30.

                          WOMAN CABBIE
           On your normal mornin', okay, plenty a
           time, but today, gotta take inta account
           your Army-of-the-Twelve-Monkeys factor.

                          RAILLY
           What?  What did you say?

                          WOMAN CABBIE
           Twelve Monkeys, honey.  Guess you folks
           didn't turn on your radio this morning.

COLE and RAILLY exchange a quick look.

                          WOMAN CABBIE
           Bunch a weirdoes let all the animals outta
           the zoo last night.  Then they locked up
           this big shot scientist in one of the cages.
           Scientist's own kid was one a the ones did it!

RAILLY and COLE stare at the cabbie, stunned.

                          WOMAN CABBlE
           Now they got animals all over the
           place.  Buncha zebras shut down the
           thruway 'bout an hour ago and some
           kinda thing called an "e-mu" it's got
           traffic blocked for miles over on 22.

Flabbergasted, RAILLY'S eyes suddenly fill with hope.

                          RAILLY
           That's what they were up to!  Freeing
           animals!

                          COLE
           On the walls -- they meant the animals
           when they said, "We did it."

                          WOMAN CABBIE
           You can hear it on the radio all the
           stations...

As the WOMAN CAEBIE switches on the RADIO, RA:LLY points and COLE
follows her look.

COLE'S POV:  two CHEETAHS, sleek and magnificent against the
cityscape, streaking past the cab at ninety mph!

                          ANNOUNCER/RADIO (o.s.)
           In the meantime, numerous animal rights
           activists have joined the chorus
           condemning what they're calling the
           "loose canon" activities of Jeffrey
           Mason and his Army of the Twelve
           Monkeys.
                          RIGHTS ACTIVIST/RADIO (o.s.)
           Can these fools seriously believe that
           releasing a captive animal into an
           urban environment is being compassionate
           to the animal?  It's mindlessly cruel,
           almost as indefensible as holding the
           animal in captivity in the first place.

RAILLY and COLE are watching FLAMINGOS cross the sky against a
backdrop of skyscrapers in silhouette.

                          RAILLY
           Maybe it's going to be okay.

INT.  TICKET COUNTER/AIRPORT TERMINAL - MORNING

CLOSY ON copies of the mug shot of COLE and a photo of RAILLY
while the airport P.A. SYSTEM DRONES in the b.g..

REVEAL a DETECTIVE, giving the flyers to the uniformed SUPERVISOR
at one end of the ticket counter.

                          DETECTIVE
           Tell your people if they spot either
           one of them, not to try and apprehend
           then.  They should notify us and...

ANGLE ON RAILLY AND COLE, thirty yards away, entering the terminal.

                          P.A. SYSTEM
           -- Flight 531 for Chicago is now ready
           for boarding at Gate Seventeen.

ANGLE ON COLE, reacting to the P.A., stopping, seeing the
bustling airport lobby.

                          COLE
           I know this place! ... This is my dream.

                          RAILLY
           Airports all look the same.  Maybe
           it's...
                (turning, reacting)
           James!  Your moustache!  It's slipping.

But COLE isn't listening.  He's looking around, mesmerized.

                          COLE
           It's not just my dream.  I was actually
           here!  I remember now.  My parents
           brought me to meet my uncle.  About a
           week or two before...before...before
           everybody started dying.

RAILLY glances around nervously.

RAILLY'S POV:  two UNIFORMED POLICEMEN, strolling through the
lobby, their eyes scanning the faces of TRAVELERS.

ANGLE ON RAILLY, pulling a small tube from her purse.

                          RAILLY
           They may be looking for us, James.
                (placing the tube in his hand)
           Use this.  You can fix it in the Men's Room.

                          COLE
                (confounded)
           I was here...as a kid.  I think you
           were here, too.  But you...looked just
           like you look now.

                          RAILLY
                (getting desperate)
           James, if we're identified, they're
           going to send us someplace...but not to
           Key West!

                          COLE
                (snaps out of it, hand to moustache)
           Right!  You're right.  I have to fix this.

                          RAILLY
                (indicating a sign)
           I'll get the tickets and meet you... in
           the Gift Shop.

COLE follows her look, nods, then heads for the Men's Room as
RAILLY, in sun glasses, gaudy outfit, high heels, starts clip
clopping toward the ticket counter, her ass attracting admiring
glances.

INT.  TELEPHONES/LOBBY - DAY

BUSINESS TRAVELERS huddle over pay phones, talking earnestly, as
COLE walks past on his way to the Men's Room.

Seeing an unoccupied phone, COLE hesitates, considers it.  Coming
to a decision, he reaches into his pocket, pulls out some change.

INT.  TZCKET COUNTER/TERMINAL

CLOSE ON the flyer of COLE and RAILLY taped under the counter,
hidden from the customers, but in clear view of the TICKET AGENT
who has just finished serving a PORTLY GENTLEMAN.  The GENTLEMAN
walks away.

ANGLE ON RAILLY, stepping up to the counter, smiling, looking
nothing like the Railly on the flyer.

                          RAILLY
           Judy Simmons.  I have reservations for
           Key West.

INT.  PAY PHONES/TERMINAL

COLE is speaking into the phone very low, very private, very intense.

                          COLE
           Listen, I don't know whether you're
           there or not.  Maybe you just clean
           carpets.  If you do, you're lucky --
           you're gonna live a long, happy life.
           But if you other guys exist and you're
           picking this up -- forget about the
           Army of The Twelve Monkeys -- they
           didn't do it.  It was a mistake'
           Someone else did it.  The Army of The
           Twelve Monkeys are just dumb kids
           playing revolutionaries.  It was
           someone else!

COLE looks around nervously, catches a BUSINESSMAN at the next
phone looking away quickly.  COLE touches his loose moustache as
he averts his face and speaks into the phone in an urgent whisper.

                          COLE
           I've done my job.  I did what you wanted.
           Good luck.  I'm not coming back!

COLE hangs up the phone, looks around, catches a few stares.
Averting his face, he heads for the Men's Room.

INT.  TICKET COUNTER - DAY

The TICKET AGENT is counting out a stack of bills.

                          TICKET AGENT
           Don't see a lot of this... cash.

                          RAILLY
           It's...a long story.

                          TICKET AGENT
                (smiles, hands over the tickets)
           They'll begin boarding in about twenty
           minutes.  Have a nice flight, Mrs. Simmons.

Turning to go, RAILLY fumbles the tickets while trying to put
them in her purse and they flutter to the floor.  As she kneels
to retrieve them, WE SEE the long line of waiting TRAVELERS from
the waist down.  WE SEE a familiar Chicago Bulls Sports Bag
resting on the floor beside sneakers and gaudy baggy pants.
we've seen this outfit before...in COLE'S dream...on MR. PONYTAIL!

INT.  MEN'S ROOM/AIRPORT - DAY

The P.A. DRONES as CCLE, head down, lingers at a sink, washing
and rewashing his hands while another TRAVELER finishes drying
his hands, gives COLE a quizzical look, then leaves.

Quickly, COLE glances around, checks the seemingly empty Men's
Room, then takes the tube of adhesive from his pocket, puts some
goop under the loose edge of his moustache and presses it firmly
against his face as he leans close to the mirror.

                          RASPY VOICE (o.s.)
           Got yourself a prob, Bob?

COLE whirls, looks for the source of the VOICE.  Nothing!  Until
he spots shoes peeking from dropped trousers indicating an
occupied stall.  It must be him!

                          COLE
           Leave me alone!  I made a report.  I
           didn't have to do that.

                          RASPY VOICE (o.s.)
           Point of fact -- you don't belong here.
           It's not permitted to let you stay.

A toilet FLUSHES in the "occupied" stall.  COLE'S answer is loud
and defiant.

                          COLE
           This is the present.  This is not the past.
           This is not the future.  This is right now!

A PLUMP BUSINESSMAN emerges from the "occupied" stall, gives COLE
a wary look and a wide berth as he heads for a sink.

                          COLE
           I'm staying here! You got that?  You
           can't stop me!

                          PLUMP MAN
                (high pitched voice)
           Anything you say, chief.  It's none of
           my business.

COLE looks dismayed.  This guy couldn't be "THE VOICE"!  And there
are no feet showing under the other stalls.  Did he imagine it?

INT.  TICKET COUNTER - DAY

The Chicago Bulls bag!  It's on the counter in front of the
TICKET AGENT who's reviewing a stack of tickets in awe...

                          TICKET AGENT
           Woooo-eeee.  San Francisco, New
           Orleans, Rio de Janeiro, Rome,
           Kinshasa, Karachi, Bangkok, Peking!
           That's some trip you're taking, sir,
           All in one week!

                          MR. PONYTAIL (o.s.)
           Business.

                          TICKET AGENT
                (handing over the tickets)
           Have a good one, sir.

INT.  TERMINAL LOBBY

COLE emerges from the Men's Room, shaken, paranoid.  He glances
around nervously.  Then, keeping his head down, he starts walking
toward the Gift Shop.  Before he gets more than a few steps,
someone suddenly grabs his shoulder from behind.

                          FAMILIAR VOICE (o.s.)
           You gotta be crazy, man!

COLE whirls, finds himself facing a Puerto Rican youth in an L.A.
Raiders jacket, a sideways baseball cap, and mirrored sun glasses

                          COLE
           Jo...Jose????

                          JOSE
           Pulling out the tooth, man, that was
           nuts!  Here, take this.

JOSE tries to slip COLE a 9mm pistol.  Astonished, COLE resists!

                          COLE
           What?  What for?  Are you crazy?

Frustrated, JOSE conceals the gun but keeps a grip on COLE'S arm.

                          JOSE
           Me?  Are you kiddin?  You're the one!
           You were a hero, man.  They gave you a
           pardon!  And whadda you do?  You come
           back and fuck with your teeth!  Wow!

                          COLE
           How did you find me?

                          JOSE
           The phone call, man.  The phone call.

                          COLE
           The call I just made?  Five minutes ago?

                          JOSE
           Hey, five minutes ago, thirty years ago!
           Yes, that phone call.  I been in training
           for this a couple a months now -- ever
           since I got back from that... "weird"
           war we were in.  You remember that?
                (pressing the pistol on Cole)
           Here, take it, man!  You could still be
           a hero if you'd cooperate!

INT.  GIFT SHOP/TERMINAL - DAY

RAILLY takes a travel book on Key West from a rack, considers it,
includes it with several magazines she's holding.  She doesn't
notice MR. PONYTAZL enter the Gift Shop behind her!

The P.A. System DRONES flight info as RAILLY checks her watch and
frowns.  It's getting late and where's Cole?  She turns, heads
for the cash register to make her purchases.

MR. PONYTAIL, seen from behind, is at the cash register already.
He sets a newspaper on the counter and searches for change.

The paper features a banner headline..."ANIMALS SET FREE" and a
sub head..."PROMINENT SCIENTIST FOUND LOCKED IN GORILLA CAGE"
over a photo of DR. MASON being released from the cage and
another photo of a GORILLA perched atop a parked car.

Stepping in line behind MR. PONYTAIL, RAILLY checks her watch
again. Then, MR. PONYTAIL, having paid, turns to go and RAILLY
looks up and sees his face. though it is not visible to us.

Startled, RAILLY frowns.  Does she know this man?

MR. PONYTAIL pauses for a moment, considering the babe in the
shades, gaudy earrings, the tight skirt, and high heels.

RAILLY doesn't recognize the man, but we do!  He's DR. MASON'S
ASSISTANT, DR. PETERS...the man who attended RAILLY's lecture!

Smiling, DR. PETERS steps around RAILLY and exits the Gift Shop.

Still puzzled, RAILLY puts her purchases on the counter and the
CLERK starts ringing them up as a DELIVERY MAN comes in and drops
a bundle of newspapers at her feet.

RAILLY'S POV:  the front page shows a photo of three frightened
GIRAFFES in freeway gridlock under a headline proclaiming, "TERRORISTS
CREATE CHAOS".  Further down are two more photos...DR. MASON in the
gorilla cage and a file photo of DR. MASON in his lab.

CLOSE ON THE SHOT OF DR. MASON in his lab.  There's someone else
in the picture.  It's a man wearing a lab coat and a PONYTAIL!

ANGLE ON RAILLY, reacting, suddenly remembering!

MEMORY FLASHBACK!  INT.  RECEPTION ROOM/BREITROSE HALL - NIGHT

RAILLY looks up from the book she's signing and sees DR. PETERS.

                          DR. PETERS
           Isn't it obvious that "Chicken Little"
           represents the sane vision and that
           Homo Sapiens' motto, "Let's go shopping!"
           is the cry of the true lunatic?

INT.  GIFT SHOP - DAY

RAILLY, stunned, stares in the direction PETERS/PONYTAIL went.

                          RAILLY
           Oh, my God!

                          P.A  SYSTEM
           -- flight 764 for San Francisco is now
           ready for boarding at Gate 36.

INT.  LOBBY - DAY

In the confusion of TRAVELERS streaming in different directions,
COLE hurries toward the Gift Shop while JOSE struggles to keep up.

                          JOSE
           Coma on, Cole, don't be an asshole.
                (then, blurting it out)
           Look, I got orders, man!  You know what
           I'm sposed to do if you don't go along?
           I'm sposed to shoot the lady!  You got
           that?  They said, "If Cole don't obey
           this time, Garcia, you gotta shoot his
           girlfriend!"

COLE stops in his tracks, blown away, too stunned to speak.

                          JOSE
           I got no choice, man.  These are my
           orders.  Just take it, okay?

COLE accepts the gun this time, resigned now.  They've got him.

                          COLE
           This part isn't about the virus, is it?

                          JOSE
           Hey, man...

                          COLE
           It's about obeying, about doing what
           you're told.

                          JOSE
           They gave you a pardon, man.  Whatdaya
           want?

                          COLE
           Who am I supposed to shoot?

Just then, RAILLY rushes up to COLE, not even noticing JOSE.

                          RAILLY
           James!  Thank God!  I thought you'd
           disappeared.  Listen, I think I know
           who it is!  I saw him!  It's Dr. Mason's
           assistant.  An apocalypse nut!  The next
           flight to San Francisco leaves from Gate 38.
           If he's there, it has to be him.

JOSE, having heard this, steps back into the crowd as RAILLY
grabs COLE and pulls him toward the Security Check Points.

                          COLE
           I love you, Kathryn.  Remember that.

She doesn't hear him or see the look of doom in his eyes.

                          RAILLY
           Maybe we can stop him.  Maybe we can
           actually do something.

INT.  SECURITY CHECK POINT/TERMINAL - DAY

A young boy of nine passes through the magnetic arch grinning.
YOUNG COLE!  Exactly as he appears in the dream!

He joins his PARENTS, who are only visible from their chests
down, and they continue along the concourse.  WE LINGER and
DISCOVER two DETECTIVES watching TRAVELERS as they pass through
the magnetic arch and retrieve their bags from the X-ray machine,
comparing their faces to photos of COLE and RAILLY.

ANGLE ON A SECURITY OFFICER, watching the x-ray monitor.

ANGLE ON THE MONITOR, showing the X-RAY IMAGE of a sports bag moving
along the conveyer belt.  The bag contains some strange objects.

ANGLE ON THE SECURITY OFFICER, reacting.

                          SECURITY OFFICER
           Excuse me, sir.  Would you mind letting me
           have a look at the contents of your bag?

ANGLE ON DR. PETERS, coming through the magnetic arch, reacting.

                          DR. PETERS
           Me?  Oh, yes, of course.  My samples.
           I have the appropriate papers.

INT.  END OF LINE/SECURITY CHECK POINT

RAILLY AND COLE arrive at the very long suddenly stalled line of
TRAVELERS waiting to pass through security.

                          RAILLY
           Oh, God, we don't have time for this.

ANGLE ON THE SECURITY CHECK POINT, where DR. PETERS unpacks his
Bulls bag, pulls out six metal cylinders along with a change of
clothes and a Walkman.

                          DR. PETERS
           Biological samples.  I have the
           paperwork right here.

DR. PETERS produces a sheaf of official papers while the SECURITY
OFFICER examines one of the tubes, turning it over in his hands.

                          SECURITY OFFICER
           I'm going to have to ask you to open
           this, sir.

                          DR. PETERS
           Open it?
                (blinks stupidly, then)
           Of course.

DR. PETERS takes the metal cylinder and starts opening it.

There's a SOUND of VOICES RAISED behind them.  DR. PETERS pays no
attention, but the SECURITY OFFICER turns toward the NOISE.

SECURITY OFFICER'S POV:  RAILLY, trying to explain something to a
SECOND SECURITY OFFICER.

ANGLE ON THE TWO DETECTIVES, nearby, showing interest in the
commotion.

ANGLE ON DR. PETERS, oblivious to the fuss, pulling a closed
glass tube out of the metal cylinder.

                          DR. PETERS
           Here!  You see?  Biological!  Check the
           papers -- it's all proper.  I have a
           permit.

                          SECURITY OFFICER
           It's empty!

Indeed, it looks like a sealed clear glass tube with nothing in it.

                          DR. PETERS
           Well, yes, to be sure, it looks empty!
           But I assure you, it's not.

ANGLE ON RAILLY, at the end of the line, arguing with the SECOND
SECURITY OFFICER.

                          RAILLY
           Please listen to me -- this is very urgent!

                          SECOND SECURITY OFFICER
           You'll have to get in line, ma'am.

                          TRAVELER
           We're all in a hurry, lady.  What's so
           special about you?

ANGLE ON DR. PETERS, producing the glass tubes from the other
metal cylinders as the SECURITY OFFICER examines the papers.

                          DR. PETERS
           You see!  Also invisible to the naked eye.

A beat.  OR. PETERS grins suddenly, opens one of the glass tubes,
and waves it under the SECURITY OFFICER'S nose!

                          DR. PETERS
           It doesn't even have an odor.

The SECURITY OFFICER glances up, sees what DR. PETERS is doing,
and smiles as he hands the papers back to the scientist.

                          SECURITY OFFICER
           That's not necessary, sir.  Here you
           go.  Thanks for your cooperation.  Have
           a good flight.

Hastily, DR. PETERS snatches up all the tubes and cylinders and
shoves them back into his gym bag.

ANGLE ON RAILLY, raging as the SECOND SECURITY OFFICER jabs her
with his finger.

                          SECOND SECURITY OFFICER
           Who are you calling a "moron"?

                          COLE
           Get your hands off her!

The SECOND SECURITY OFFICER stiffens for trouble.

ANGLE ON THE DETECTIVES, watching the fuss, ready to get
involved.  Suddenly, the FIRST DETECTIVE frowns.

FIRST DETECTIVE9S POV:  COLE'S moustache is slipping.  COLE
senses it, reaches up to touch it, catches the DETECTIVE'S look.
For half a second their eyes meet, then COLE looks away.

ANGLE ON DR. PETERS, hurrying away.

                          SECURITY OFFICER'S VOICE (o.s.}
           HOLD IT!  JUST A MOMENT.

DR. PETERS freezes, turns, ashen.

The SECURITY OFFICER is retrieving a pair of jockey shorts from
the floor beside the search table.  He waves them at DR. PETERS.

DR. PETERS hurries back for his underpants.

ANGLE ON COLE, trying to keep his head turned away as he
confronts the SECURITY OFFICER.

                          COLE
           I said, get your hands off her.  She's
           not a criminal.  She's a doctor...a
           psychiatrist.

RAILLY looks alarmed at that.

ANGLE ON THE DETECTIVES, coming this way.  The FIRST DETECTIVE
has the photos in his hand.

ANGLE OW DR. PETERS, bagging his jockey shorts, then starting
hastily down the windowed concourse toward the gates.

ANGLE ON RAZZLY, suddenly spotting DR. PETERS!

                          RAILLY
           THERE HE IS!  HE'S CARRYING A DEADLY
           VIRUS!  STOP HIM!

ANGLE ON COLE, following RAILLY'S look, seeing MR. PONYTAIL, THE
MAN FROM HIS DREAM!

ANGLE ON DR. PETERS, frightened, glancing back, walking faster.

                          RAILLY (o.s.)
           PLEASE, SOMEBODY -- STOP HIM!

ANGLE ON DETECTIVES, reaching RAILLY and COLE.

                          FIRST DETECTIVE
                (raising his badge)
           Police Officers.  Would you step over
           here, please.

ANGLE ON COLE, spotting something behind the DETECTIVES!

COLE'S POV:  SCARFACE, dressed like a "businessman"!  He gives
COLE a cold look.

A beat.  COLE lunges at the SECOND DETECTIVE, knocking him off
balance, then sprints toward the magnetic arch and through it.

The ALARM goes off!!!!

The FIRST SECURITY OFFICER tries to stop COLE, but COLE knocks
him aside like a rag doll.

ANGLE ON DR. PETERS, fifty yards up the concourse, glancing back.

ANGLE ON COLE, pulling his pistol.

ANGLE ON THE SECOND SECURITY OFFICER.

                          FIRST SECURITY OFFICER
           HE'S GOT A GUN!

ANGLE ON THE FIRST DETECTIVE, raising his pistol at COLE.

                          FIRST DETECTIVE
               STOP OR I'LL SHOOT!
    
ANGLE ON COLE, gun in hand, sprinting along the concourse toward
DR. PETERS as frightened TRAVELERS SCREAM and dive for cover.

ANGLE ON YOUNG COLE, standing at a concourse window, watching a
plane land, flanked by his parents whose faces we don't see.

IT'S SUDDENLY AS IF THE DREAM IS HAPPENING IN REAL LIFE!!!  THE
SAME MOKENTS INTERSPERSED WITH "NEW" MOMENTS FROM THE POV OF
YOUNG COLE who, hearing the commotion, turns just as DR. PETERS
hurries by.  DR. PETERS bumps into YOUNG COLE and reacts by
pulling his Bulls bag close to his body and calling...

                          DR. PETERS
           WATCH IT!

ANGLE ON YOUNG COLE, wide eyed, watching...

YOUNG COLE'S POV:  a BLONDE MAN. dashing up the concourse, his
moustache slipping over his lip, a pistol in his hand.

YOUNG COLE'S POV:  the FIRST DETECTIVE aims, looking for a clear
shot in the crowded passageway.

YOUNG COLE'S POV:  a BRUNETTE in flashy clothes, gaudy earrings,
high heels, and sun glasses SCREAMS...

                          BRUNETTE (RAILLY)
           N0OOOOO0O!!!!!!

YOUNG COLE'S POV:  the FIRST DETECTIVE, firing!  CRACK!

YOUNG COLE'S POV:  the BLONDE MAN, shuddering, staggering, falling.

ANGLE ON YOUNG COLE, stunned, as his PARENTS try to shield him.

                          MOTHER'S VOICE (o.s.)
           My God!  They shot that man!

Mesmerized, YOUNG COLE watches the BRUNETTE rush to the BLONDE
MAN, kneel beside him, minister to his bloody wound.

YOUNG COLE'S POV:  the BLONDE MAN, fatalistically reaching up
and tenderly touching the BRUNETTE'S cheek, touching her tears.
(WE'VE SEEN THIS EXACT IMAGE IN COLE'S DREAM, A POWERFUL MOMENT,
UNFOLDING UNNATURALLY SLOWLY, OPENING LIKE A FLOWER.)

ANGLE ON YOUNG COLE, not able to hear their words, but he can see
emotion as the BLONDE MAN tries to tell the sobbing BRUNETTE something.

YOUNG COLE'S POV:  PARAMEDICS, breaking the spell, pushing the
BRUNETTE aside as they crouch beside the BLONDE MAN.

                          FATHER'S VOICE (o.s.)
           Come along, son, this is no place for us.

ANGLE ON YOUNG COLE, as his FATHER'S ARM drapes over his shoulder,
steering him.  YOUNG COLE turns to look back as he's led away.

YOUNG COLE'S POV:  the PARAMEDICS, exchanging glances, shrugging
helplessly.  It's too late.  The BLONDE MAN is dead.

YOUNG COLE sees the BRUNETTE, her face streaked with tears,
suddenly turn and look around, scanning the crowd, searching for
something.  POLICE OFFICERS approach her, say something to her.
Even as she responds, her eyes continue to scan the concourse.

ANGLE ON YOUNG COLE, being hurried toward the lobby by his PARENTS
(whose faces remain out of view).  He can't help sneaking another
look back.

YOUNG COLE'S POV:  POLICE, handcuffing a distracted, unresisting
RAILLY.  Even now, she continues to look around almost frantically.

Suddenly, her gaze falls on YOUNG COLE and she reacts...she's
found what she's looking for!

ANGLE ON YOUNG COLE, reacting to the intensity of her look.

ANGLE ON RAILLY, her eyes speaking to the boy across the crowded
concourse.

ANGLE ON YOUNG COLE, overwhelmed by the look.

                          FATHER'S VOICE (o.s.)
           Hurry up, son.

With a last lingering look toward the mysterious BRUNETTE, YOUNG
COLE turns away, tears welling in his eyes.  WE MOVE IN...CLOSE...
CLOSE...CLOSER...on his eyes.  WE WANT TO KNOW WHAT THE TEAR MEANS,
BUT THERE IS NO WAY TO TELL.  WE DON'T KNOW WHAT HE IS THINKING,
BUT WE KNOW VERY WELL WHAT HE WILL REMEMBER!

                          MOTHER'S VOICE (o.s.)
           Pretend it was just a bad dream, Jimmy.

INT.  747 CABIN - DAY

DR. PETERS closes the door to the overhead luggage rack
containing his Chicago Bulls bag and takes his seat.  Next to
him, a FELLOW TRAVELER, unseen, says...

                          FELLOW TRAVELER'S VOICE (o.s.)
           It's obscene, all the violence, all the
           lunacy.  Shootings even at airports now.
           You might say...we're the next endangered
           species...human beings!

CLOSE ON DR. PETERS, smiling affably, turning to his neighbor.

                        DR. PETERS
           I think you're right. sir.  I think
           you've hit the nail on the head.

DR. PETERS' POV:  the FELLOW TRAVELER, a silver haired gentleman
in a business suit, offering his hand congenially.  DR. PETERS
doesn't know who this man is, but we do.  It's the ASTROPHYSICIST!

                          ASTROPHYSICIST
           Jones is my name.  I'm in insurance.

EXT.   PARKING LOT/AIRPORT

As YOUNG COLE'S PARENTS (seen only as sleeves and torsos) usher
YOUNG COLE into their station wagon, the boy hesitates, looks
back, watches a 747 climb into the sky.

                                                 FADE OUT: