The Original Burrito - A true story

The Original Burrito
by
Edward Arroyo
Based on a True Story
Current Revisions by
(Edward Arroyo, Feb. 13, 2019)
MakeBelieveStudios
6016 El Mio Drive
323 493 6234

"THE ORIGINAL BURRITO"
FADE IN:
EXT. MEXICAN PUEBLO (1910) - DAWN - SEPIA TONES
LOOKING DOWN on a pueblo on fire... GUNSHOTS, confusion...
Bandits plundering helpless citizens and their homes...
INT. ROSITA'S BEDROOM - SEPIA TONES - ROSITA
hurries her two young daughters, VICKY (10 yrs.) and
CARMELITA (12 yrs.), to gather up their belongings.
ROSITA
(in broken English)
Please mijas, apurense!
Stuffing their clothes into a couple of sacks, Rosita,
glancing around the room, momentarily breaks down.
ROSITA (CONT'D)
I can't take it any longer...
(looking at her girls)
You are all I have left...
O.S. GUNSHOTS RING OUT. Rosita looks through the curtains.
ROSITA'S POV
Fighting goes on, the few men of the pueblo easily
overpowered by the well-armed invaders.
BACK TO SCENE
Rosita gathers what family pictures, keepsakes she can.
ROSITA
(regaining her composure)
We must get away while we can --
This will be our only chance...
EXT. ROSITA'S HOUSE - OUT FRONT - MOMENTS LATER
Bandits, shooting aimlessly, approach on horses.
- 1 -

2.
EXT. ROSITA'S HOUSE - BACK YARD - ROSITA
desperately loads the last of their few belongings into their
horse-drawn wagon as Vicky and Carmelita clutch each other.
ROSITA
Put the chickens in the wagon --
Pronto, mijas!
They carefully grab the cloth-covered cages and climb aboard.
INT. ROSITA'S HOUSE - BANDITS
smash through the front door, carelessly ravaging through
Rosita's remaining memoirs and neatly kept home...
EXT. ROSITA'S HOUSE - BACK YARD - ROSITA
ties the last knot on the wagon's cargo and looks home for
the last time.
ROSITA'S POV
Her little ceramic Virgin Mary leans against the back porch
stairs, abandoned.
BACK TO SCENE
As though her faith and hope were being left behind, Rosita
starts to go for it.
EXT. ROSITA'S HOUSE - BACK PORCH - A BANDIT
crashes through the screen door with his back, obviously
drunk. AD LIB laughing with his comrade at his clumsiness.
EXT. ROSITA'S HOUSE - BACK YARD - ROSITA
stops, instinctively turns around and climbs up onto the
covered wagon, grabbing the horse's reins.
EXT. ROSITA'S HOUSE - BACK PORCH - TWO BANDITS
continue to AD LIB razing each other, cursing, pulling and
tugging, until one slips, crushing the statue to pieces.
-2-

3.
EXT. ROSITA'S HOUSE - BACK YARD - ROSITA
lets out a gasp, as though her hopes were shattered.
ROSITA
(to herself, staring)
There is no going back. Only the
future will save us.
Rosita sees her chance to escape and sweetly urges their mule
"Gordito" forward, looking over her shoulder to the men
shooting aimlessly, celebrating their dubious conquest.
FADE TO:
EXT. RIO GRANDE RIVER - MEXICAN SIDE - DAY
Having travelled a rugged distance, Rosita, Carmelita and
Vicky sit along the river's edge, resting.
Rosita dips a cloth into the river, wrings it, and wipes
Carmelita's and Vicky's foreheads as they try to cool off.
ROSITA
Well, mijas. God has led us safely
to this point. Ojala I can
remember the way to Tia Anita's
place in El Norte.
Carmelita, looking depressed, slowly stirs the water along
the sandy edge with a long twig.
CARMELITA
Do you think we can ever go back,
Mama? We're going back, no?
ROSITA
(faintly sad)
I wish it were true, Mija...
(beat)
...Right now times are bad. Many
are trying to take control of our
land. Even los bandidos profit
from the confusion -- raiding
pueblitos that can't defend
themselves, raping the women...
(beat)
Papa sacrificed his life for us. He
didn't want to go fight. He used
to tell me our familia was heaven
on earth to him.
(MORE)

4.
ROSITA (CONT'D)
But, sometimes you must put aside
what you would rather do and do
what is necessary...
Carmelita, with the innocence and attentiveness of a ten-yearold
being told an exciting tale of folk history, is touched.
CARMELITA
Did Papa go far away to fight?
ROSITA
...Far enough to take him away from
us, forever.
(gazing across the river)
...No, mijas, our future lies on
the other side...Norte.
A proud Vicky gets up, looks romantically across the river.
VICKY
(adventurous)
I like going far away. I'll see
places I've never seen before.
CARMELITA
I want to see Tia Anita. I like
her cooking -- the treats she used
to bake for us -- ummm!
Rosita smiles, gently lifting the hair away from her eyes.
ROSITA
Her letter said life is different
in El Norte, land of "freedom and
opportunity." She works hard
cooking for the miners.
(brightening up) )
They never ate our kind of food
before -- sabes?... Like WE eat.
And they love it!
(beat)
They're teaching her to speak
English, too!
Carmelita gently pats Gordito on the nose and scratches him
behind the ears, where he likes it most.
CARMELITA
(downbeat)
Will we have to learn English, too.
Rosita looks at her daughters with youthful and honest
wisdom.

5.
ROSITA
Our feet can only take us so far.
La cabeza y el corazon will guide
us, but English will help take us
the rest of the way.
(beat)
You two have some growing to do
before you bloom. And just as shoes
help us travel rugged ground,
English will help you succeed in El
Norte.
Rosita goes to the wagon and adjusts the ropes.
ROSITA (CONT'D)
...All I want for us is a place to
call home, a little soil for our
garden...
Rosita turns to her daughters, refreshed by new thoughts,
ROSITA (CONT'D)
But, before we change our life
forever, we ought to eat, no?
Victoria, you get the tortillas.
And Carmelita, you get the beans.
Vicky runs up from the back of the wagon, surprised.
VICKY
Mama, you made my favorite --
tortillas de harina!
CARMELITA
(feeling left out)
I like them, too. Mama.
ROSITA
So do I, Mija. I just didn't know
that when I made them they would be
for this special moment.
Carmelita hands Rosita the pot of beans.
CARMELITA
This special moment?
Rosita takes the tortillas and fills them with beans.
ROSITA
Si, Mija. From this moment we will
be starting over...

6.
VICKY
(excited)
And I'll see things I've never seen
before.
ROSITA
We'll ALL see things we've never
seen before. And, with God's
blessing, we'll arrive safely and
get the chance Papa didn't -- To
make our dreams come true...
As if on cue, the children prepare to continue their journey
across the river with Rosita, Gordito, and their dreams.
FADE TO:
INT. WILL'S BEDROOM - FULL COLOR - LATE NIGHT - EXTREME
CLOSEUP - WILL'S HAND
under a high-intensity lamp, tapping the tip of a pen at the
end of a written paragraph describing the previous scenes.
PULL BACK to reveal Will's face barely coming into view as he
puts his head in hand and lets go of the pen, tired and at
thread's end with what he has been writing.
CLOSE SHOT - WILL/CLOCK
He reaches over for the clock, checks the alarm (4:30 am),
and turns out the light.
INSERT - CLOCK
which reads 2:10 am.
DISSOLVE TO:
INSERT - CLOCK
as the clock CLICKS to 4:30, BUZZING LOUDLY.
ANGLE ON WILL
groping for the snooze button, turning it off.

7.
ANGLE ON CLOCK
The alarm BUZZING, 4:45, hand slams down the snooze button.
INSERT - CLOCK
The alarm BUZZES again, it's 5:00 am.
ANGLE ON WILL
peeking over the covers. His eyes open wide, hand reaching
over, slamming the clock off, CUEING b.g. MUSIC, ala Brian
Eno's "METAL DAYS, METAL WAYS", through CREDIT ROLL.
A SERIES OF SHOTS
A) In the dark. Will bolts out of bed and into the shower
without turning on the lights.
B) Brushing his teeth, blow-drying his hair..
C) Hurrying out of his apartment, almost forgetting his cup
of coffee...and his magazine pouch...and his newspaper.
D) The headlights of a hurried car, a bike racked on its
trunk, winding along a dark and empty stretch of road.
E) Will's car turning past gates with a barely discernible
sign, "Employees Only."
F) The sky still dark. Will speeds around a corner on his
bike, magazine pouch flapping on his back in silhouette, past
a shuttle bus, past big warehouse-type buildings, and more
and more people walking to and from somewhere.
INT. WAREHOUSE - MORNING - WILL
turns into the brightly lighted warehouse and in the b.g. we
SEE a line of guys, timecards in hand hurrying to "punch in."
Will skids past the timeclock, climbing off the bicycle at
the same time. He races to the card rack, pulls his card,
and punches in, just as the clock CLICKS. The MUSIC ends.
A few workers CHEER.
WORKER
You've got it down pat. Will.
Will looks at him, only taking a deep breath.

8.
PAN the warehouse to REVEAL a motion picture studio property
warehouse.
ANGLE ON WILL
walking down the aisle with his bike, greeting workers.
WILL
Morning... Morning, Joe... Hey,
Peepo, you in the House today?
Will spots two friends he hasn't seen in a long time.
WILL (CONT'D)
(surprised)
Bobby, Louis, you're back... Here
again, just like you never left.
BOBBY, a huge bear of a boyish-looking Black man, stretches
out his hand to shake.
BOBBY
(smiling)
Gotta do somethin' to keep "The
Man" from knockin' at your door.
Next to Bobby stands LOUIS, an older, almost Uncle Remus-type
Black friend, in a modest "give-me-five" stance.
Will turns slowly to Louis, smiling, slapping his hand.
WILL
Say Blade... What's happenIN'
Malibu Lou?
LOUIS
Same, same, you know... S.O.S.
Brother Willy. Gotta keep on
keepin' on.
WILL
You've got that right... What show
you guys on?
BOBBY
(loading props)
It's called "Escape"... Dwyer's the
decorator... He's cool.
WILL
(looking at his watch)
Well, come visit -- stage 32. We're
doing "Strange Tales." Mi casa es
su casa...

9.
With bike in hand. Will gets on and rides off.
EXT. STUDIO LOT - DAWN
Orange streaks of sunlight cast long shadows off stages and
production equipment as Will peddles past.
INT. STAGE THIRTY-TWO - MORNING - WILL BIKES PAST SETS, OVER
CABLE, PAST STAGE LIGHTS AND EQUIPMENT.
He rides up to a plywood, windowless room, with an unfinished
door and a hasp as a door handle.
INT. GOLD ROOM
Barely illuminated by light passing through the cloth-covered
chicken wire ceiling, a credit card slips through the door
jam and attempts to disengage the inside hook.
PAN to reveal shelves everywhere filled with props. There's
a small desk next to a color TV and toaster oven on a shelf.
BOB HUNDT sleeps on a sofa next to a mini-refrigerator.
Will enters, turns on a desk lamp, flops down his pouch, and
pulls out the newspaper. The only sounds HEARD are Hundt's
SNORING and MUFFLED rock music coming from some close place.
Will pours some coffee as Hundt stirs, rubbing his eyes.
HUNDT
Morning, Will. What time is it?
WILL
(reading the newspaper)
Six-thirty. Greg come in, yet?
HUNDT
Yeah. He went to the office to
pick up our extra man for today.
Hundt takes out leftover pastry and pops it in the microwave.
HUNDT (CONT'D)
They didn't pull the plug until ten
thirty last night. This director's
trying to make "Gone With the Wind,
The Sequel!"
There's a light RAP at the door.

10.
GREG (O.S.)
(playfully)
Good morning, little children. Let
me in -- Momma's home. Time to
open those little peepers.
Will reaches over and flicks the hook off its latch. Greg
walks in holding a styrofoam cup of coffee.
GREG (CONT'D)
Got a new man for today, boys...
Greg steps aside as a slightly heavy Hispanic walks in.
GREG (CONT'D)
This is Efrain.
EFRAIN
(with E.L.A. accent)
Good to meet you guys.
He glances around the cramped room, obviously impressed.
EFRAIN (CONT'D)
Gee, what a layout! Que suave! All
the creature comforts. It's like
the space shuttle, everybody living
in just one room -- like, illegal
aliens from outer space.
He laughs, obviously making fun of his own ethnic background
as the rest of the crew playfully groans.
Greg picks up a clipboard and flips through some paperwork.
GREG
Make yourself at home, Efrain. Grab
some coffee. The breakfast truck'11
be here soon. So will “The
Computer,” I mean, our driver.
Still impressed, Efrain nods, stirring his coffee.
EFRAIN
This is real neat, Greg -- the
ideal set up. Too bad I'm only
here for one day.
Efrain, nevertheless grateful, holds up his cup to toast.
EFRAIN (CONT'D)
To the beginning of a long and
meaningful relationship...
(MORE)

11.
EFRAIN (CONT'D)
(laughing)
You say I get off at 2...?
Greg laughs, flipping through more of the clipboard
paperwork.
GREG
Could be a long day. All depends on
Brucie-baby. He might want to dress
sets, go to Cine Rentals or
Antiques Galore and tag stuff.
(realizing)
By the way, where's Davey?
Hundt points below a shelf to DAVEY'S tapestry-curtained
space, half hidden by some pictures leaning up against it.
HUNDT
He's asleep.
DAVEY
(voiced muffled by
tapestry)
No I'm not. I've been awake.
Davey lifts the tapestry, revealing him on a chaise cushion,
designer pillow, and a radio/t.v. combo taped to the back
wall of his space, with rock music now MORE LOUDLY LEAKING
through the hanging headphones.
He looks at the surprised Efrain.
DAVEY (CONT'D)
Welcome aboard. We'll take care of
you, partner.
Seeing nothing really happening, he goes back into his space.
Efrain points over to Davey's cubicle.
EFRAIN
(laughing)
Now this is the future! High
tech!... Doesn't Japan have
futuristic hotel rooms stacked like
that?
(straightening up)
All you need now is room service.
There's a KNOCK at the door.
BRUCE
(mocking, deep voice)
Good morning. It's me, THE BOSS.

12.
WILL
(unlocks the latch)
That's Bruce.
BRUCE
Good morning, fellas. All here?
We've got lots of work today.
Davey comes out of hiding, as Bruce plops himself on the
sofa.
(BRUCE (CONT’D)
(noticing Efrain)
You must be our new guy, right?
EFRAIN
Yes, sir. Efrain Gomez, number one
burro, a sus ordinas. Your word is
my command, Capitan.
Bruce is surprised at Efrain's chutzpah.
BRUCE
(kidding)
Where did you get this guy?
Greg, HEARING the CLEAR, TINNY, TAPPING of taps on heavy-duty
work boots, unlatches the hook and swings the door open.
GREG
It's The Computer!
Strutting in is JIMMY, a short mustachioed older man,
unshaven and looking like a dark-haired Yosemite Sam, on
platform work boots, wearing a t-shirt one size too small,
low-fitting jeans, and a nylon jacket with "What's My Clue"
on the back.
GREG (CONT'D)
Have a nice "brekie?"
JIMMY
I went to the Coral Cafe -- ever
heard of it? Great oatmeal. None
of that instant shit. It's all I
need until dinner and my plate of
steamed veggies...
(turns to Efrain)
That's how I keep myself so fit and
youthful looking.
JIMMY (CONT'D)
(in Efrain's face)
How old do you think I am,
youngster? (MORE)

13.
JIMMY (CONT'D)
(puffing his chest)
-- Don't bother guessing. I'm
sixty-two and never felt better. I
don't drink or eat any of that
fried or sugared shit...
BRUCE
(interrupting)
Yeah, but you sure smoke a lot.
JIMMY
(loyally)
I no smokey while you're around,
Boss. You're the leader, NUMBER
ONE Kimosabe. What you say goes.
GREG
Well, Jimmy, why don't you pick up
the hooty, go to the one-way
elevator and wait for us.
Suddenly, o.s. a loud HONKING is heard beckoning.
HUNDT
The roach coach. I'm gonna grab a
breakfast burrito, okay?
Jimmy, exhibiting his one-track-mindedness, goes for the
door.
JIMMY
I need to stop at the "Meals-on-
Wheels" and fill up on COFFEE!
EXT. STAGE THIRTY-TWO - MORNING
Workers descend on the lunch truck as Efrain, happy like a
kid on a field trip, walks up to Will and Dave with a ton of
food.
EFRAIN
(slightly embarrassed)
Where's the mess hall so I can eat
this mess?
(beat)
You guys been together long?
Will and Dave marvel at Efrain's meal.
WILL
(puts arm around Dave)
Actually, we're engaged.

14.
They all laugh.
DAVEY
Yeah, we're a team. We're pretty
tight. We all feel the same way --
get the job done, then,
(flicking fingers)
"Pissss"... we're gone, history.
WILL
Yeah. None of this "let's stroke
it for sixteen hours."
DAVEY
We WORK hard, PLAY hard, LOVE hard.
Bruce walks out from the stage, the crew still eating.
BRUCE
Okay, guys, SHOWTIME!
TIME LAPSE MONTAGE Accompanied by fast-paced Classical MUSIC.
A) Crew at prop house, down the furniture aisles, pulling,
pushing, dragging, tagging, piling furniture and props.
B) To the handprop room, wrapping, boxing smaller handprops.
C) To the back lot, picking up more unusual props.
The TIME LAPSE SLOWS DOWN as the crew finishes unloading
props from the hooty on stage.
FADE TO:
INT. STAGE THIRTY-TWO - NOON - CLOSE SHOT - GREG
GREG
Lunch!!! Be back in one hour.
EXT. STAGE THIRTY-TWO - A SHORT TIME LATER - EFRAIN
stands outside looking around, hands in his pockets, not sure
where he's going.
Will starts to close the huge stage door as Efrain jumps in.
WILL
What ya gonna do for lunch?

15.
EFRAIN
(looking around)
I'd like to go out, but it takes so
long to get to the parking lot, I
need two transfers.
WILL
(locking his bike)
-- That's why I ride this. -- In
quick, out quick.
EFRAIN
(joking)
Mmm... Sounds like bad sex to me.
WILL
I'm going over to the "Noon Room"
for eats, wanna come?
EFRAIN
(enthused)
Yeah, fantastico!
(laughing)
I've got to make sure I feed my
friend, Mr. Panza.
As they walk a hooty passes and Efrain sticks out his thumb.
EFRAIN (CONT'D)
Taxi?...burro?
WILL
Yeah, in this biz you can waste a
lot of time waiting -- the script
changes, the sets change, the paint
has to dry...
(beat)
I figure, they pay me for my time,
not my talent... And I'm not doing
THIS forever.
EFRAIN
Me, neither. I'm working to make
someone else rich, como bracero.
WILL
On my bike, I'm more on my time.
EFRAIN
You don't have to pay for gas!
A prop-filled hooty rolls INTO VIEW as Will motions to get
on.

16.
EXT. STUDIO LOT - TRAVELING - ANGLE ON WILL AND EFRAIN
EFRAIN
(holding tightly)
Have you been working here long?
WILL
About five years. -- That is, when
I wasn't at the university.
EFRAIN
You went to school to learn this?
WILL
Nah, I started in engineering and
ended up in philosophy. I really
didn't know what I wanted to be.
(beat)
One time I wanted to create real 3D
holographic motion pictures, until
I found out those pioneers haven't
been born yet.
(beat)
So, here I am.
Riding past movie props, Efrain NOTICES a spaceship mock-up.
EFRAIN
Man, ain't this somethin'? I can
hardly wait for the future.
WILL
It's right here -- look around. WE
make the images that tell the
stories that mold the future.
Extras dressed like Medieval characters pass by.
EFRAIN
But this job's still like back in
the Dark Ages, no? A kingdom with
its own princesses...
WILL
(interrupting)
-- And prima donnas?
EXT. NOON ROOM - DAY - WILL AND EFRAIN STAND IN LINE AT THE
LUNCH STAND.
WILL
You know. Mankind's NEVER been at
this point in time before.

17.
Efrain's eyes open wide.
WILL (CONT'D)
Here we are, speeding toward the
next millennium and technology is
shrinking past our reach -- beyond
our grasp! We're even losing touch
with each other..
EFRAIN
(trying to relate)
Yeah, in touch... I remember once I
lost my radio -- It fell behind the
seats, in my Porsche, right?
(laughing)
Well, boy, was I out of touch with
sounds -- for a month!
WILL
(surprised)
You had a Porsche?
EFRAIN
Yeah, but my dash radio was stolen
so I used to hang my old transistor
radio on the rear-view mirror, you
know...
(laughing)
-- like fuzzy dice.
O.S. the girl at the order window clears her throat,
EFRAIN (CONT'D)
(scanning the menu)
Gimme a #5, #7, and side of chili
beans. Oh, do you have horchata?
EXT. STUDIO - MOMENTS LATER - WILL AND EFRAIN
walk back to their stage, Efrain aghast, overwhelmed, and
frozen in suspense as he eats.
WILL
...And as if that isn't enough,
every day we're bombarded by all
this imagery and information, only,
we're communicating less and less.
Where's the life... ...the
Spirit...the PASSION?
EFRAIN
Behind curtain number three?

18.
WILL
(pausing; smiling)
...Anyway, here we are, on the
treadmill of life trying to eke out
a living...
INT. STAGE 12 - MOMENTS LATER - WILL AND EFRAIN
walk past a forest set and treehouse being constructed.
WILL
-- So that's why I'm still here.
EFRAIN
(confounded)
Uh,. .. why... you're still here?
WILL
Yeah, in the biz.
EFRAIN
Oh... Why?
WILL
Because there's power in images we
create -- power to change people
and move them to make this a better
world. After all, this is the only
world we have...
EFRAIN
Yeah? Well, I'm ready for a
change.
EXT. STAGE 12 - MOMENTS LATER - WILL AND EFRAIN WALK PAST
FANCY STUDIO PICTURE SPORTS CARS.
EFRAIN
I had my own business once. I
modified cars to low-riders... I
called it "Get Down, Inc."
(beat)
I really liked it. But my greedy
partners just wanted el dinero,
sabes, and screw the people.
...When I found out they used my
cars to run drugs, I closed shop.
(beat)
It was great though, I mean...to be
my own boss.

19.
WILL
Yeah? I put an ad in a magazine to
start my own company. I just hope
I get a few nibbles.
Efrain smiles and rubs his tummy.
EFRAIN
I know what you mean. I could go
for a few nibbles right now.
INT. GOLD ROOM - WILL AND EFRAIN
relax; remnants of lunch spread about. Will sits, tearing
out pictures from magazines, as Efrain daydreams on the
couch.
EFRAIN
Ever since I was a kid I've been on
the streets, hustling. Buy this,
sell that. My parents were pobres,
and I learned to survive.
(beat)
But, you know what? Some day I
want to make my own movies for
Latinos... I figure, with what I'm
learning -- ijole, I could do some
fine things... I just need half a
chance.
WILL
Yeah, don't we all.
Will trashes one magazine and pulls out another to scan.
EFRAIN
Right now I do little things, here
and there -- like videos for
Mexican bands...and weddings.
Tired of reading. Will leans back, looks up into the
ethereal.
EFRAIN (CONT'D)
But, you know what bugs me? On TV,
in movies, they see us as lazy,
ignorant, or illegal -- you know? --
como vavosos...mensos. I mean, you
can find a crooked banana in any
bunch. But, we're not seen as
American. That's not right --
that's mean.

20.
WILL
My uncle says Thomas Edison was a
Latino.
EFRAIN
See! We only MASCARADE as lazy,
ignorant, or illegal.
(laughing)
I better go see my agent...
Inspired by a sudden thought. Will tosses aside his magazine.
WILL
You know what it is?
EFRAIN
Which what?
WILL
MAGIC!... That's what. That's why
I'm still here -- cuz we help
create the MAGIC -- the pretty
pictures people like to see...
EFRAIN
So why do they say this is like the
baby food industry?
WILL
'Cuz TV spoon feeds people pureed
perceptions, not mental morsels.
(beat)
Still, WE get to see the "inner
sanctum" where the priesthood
create images designed to captivate
hearts and minds...
EFRAIN
...To escape Reality...
WILL
...Or, manage it...
EFRAIN
So what does this all mean?
WILL
It means... I want to make better
images, tell better stories -- some
day...

21.
EFRAIN
(sitting up on his elbows)
Well, you know what they say,
"Wherever you go...
O.S. two other voices join Efrain in unison.
EFRAIN (CONT'D)
THERE YOU ARE!
Hundt and Davey come out of their sleeping places, smiling.
Hundt pats Will on his shoulder in congratulations.
HUNDT
Stimulating, Will. That's one thing
I miss since I left teaching to
"make more money" -- Ha!
WILL
(smiling shyly)
Come on, Bob... You know I just
like to play devil's advocate.
HUNDT
Other crew guys talk about how much
overtime they can make and "I hope
I can make my other condo payment."
You get under their skin, into
their skull, and try to lift out
some of their grey matter
opinion... We need that. There're
serious issues out there and we
regular folks don't look at 'em
'cuz we're so WRAPPED UP in our own
pursuit of happiness -- whatever
THAT is...
Greg walks in the door, wide-grinned.
GREG
Well, boys, they changed the
shooting schedule on us again. So I
sent Brucie shopping. We don't
have much more to do today, so if
anybody wants to "adios"...
WILL
(jumping up)
Great! I'm gone.
Will stuffs a magazine into his pouch, noticing a
disappointed Efrain, and catches Davey's attention.

22.
DAVEY
(speaking up)
Me, too. My...uhh...girlfriend
complains I work too late and never
see her -- So, you know...
EFRAIN
(looking at Greg)
I guess that's it then, huh, Greg?
Do I punch out now?
GREG
(tactful)
If you want. Or, Hundt and I could
use your help. I got the OK for
you to stay on with us.
EFRAIN
(beaming)
Gee, that's stupendous. I could
use the extra money.
By this time Will has straddled his bike, poised to take off.
WILL
What's tomorrow's call? Six?
Ditto.
GREG
WILL
(pushing off)
Catch you later.
FADE TO:
SERIES OF SHOTS - ROCK MUSIC OVERSCORED
A) Will zipping through the stages to the back lot.
B) Leaving the parking lot, bike racked on car.
C) MONTAGE - Driving to East Los Angeles -- SEEING
transition between two visually and culturally different
settings.
EXT. VICKY'S RESTAURANT - SAME DAY - WILL
drives up to a '45 Studebaker parked in front of a modest but
attractive Mexican cafe, with a sign with a cute burro
painted next to "Vicky's Home of the Original Burrito" in
neon.

23.
MUSIC FADES OUT.
INT. VICKY'S RESTAURANT
The cafe walls are adorned with simple Mexican decor, things
the family might have collected. A jukebox sits near the
front door playing some classic Mexican tune.
Behind a counter that seats twelve, stands ED, back turned,
cooking at the grill. He wears a starched white chef's
shirt, sleeves rolled at the cuff, and a white apron, the top
half folded under and tied around his waist, still making him
look distinguished, official, and in charge.
Will walks in, past the tables and booths, and slips into a
counter seat.
Ed flips some flour tortillas, as he slides a spatula under
some machaca and rolls it over. He spots Will.
ED
(flips tortillas)
Hi, Son. I was hoping you'd come
in today. Don't go away.
In rapid succession, Ed scoops green Chile and retried beans
onto a flour tortilla, sprinkles yellow and white cheeses on
top; then, scoops machaca onto another tortilla, folds both
into their familiar form before he wraps them each in
waxpaper and puts them on plates found stacked an arm's reach
away.
ED (CONT'D)
Carmelita's out today. Her
arthritis's acting up, again.
Ed serves the burritos to customers at the counter and turns
to pull some plates, with food, out of the oven.
ED(CONT’D) (CONT'D)
I've cooked something special for
some old friends who dropped in.
He grabs the plates with a towel, heads past Will...
ED (CONT'D)
Crab enchiladas... I'll be back.
...to a table where his friends AD LIB expressions of
delight.

24.
On his way back, Ed, pulling a pencil out from behind his
ear, takes another order, clears and wipes a table of its
already well-cleaned plates, and heads for the swinging
doors.
ED (CONT'D)
Hold on, I'm almost done.
The doors still swinging, Ed returns and sits next to Will.
ED (CONT'D)
So, how're you doing. Son? Been
working long hours at the studio?
WILL
Yeah, kinda. This is our last
stretch. We wrap next week.
ED
So you'll have some free time?
WILL
Well, Dad, you know me, I like that
freedom. On location for two
months was grueling.
(beat)
Besides, I'm not sure I want to go
back. I wasn't meant to do this
for the rest of my life.
ED
(two beats; reluctantly)
...Done any work on the story?
WILL
Oh... I...I've started. I've been
trying, but I haven't been able to
find a good beginning...
(beat)
I really don't know if my heart's
into writing. Dad.
(beat)
I wasn't meant to be a writer.
ED
That's okay, Son. I thought maybe
you could send it to one of those
morning TV shows. It's a success
story. They like those things.
Besides, it might open some doors.
(getting excited)
But you know what?
(MORE)

25.
ED (CONT'D)
I thought of something I didn't
realize before -- and better! --
That's why I'm glad you came today.
Ed turns to face Will squarely, becoming serious.
ED (CONT’D) (CONT'D)
What do baseball, banana splits,
burritos, and pantyhose have in
common?
WILL
(grinning)
What?
ED
(gleaming)
They were all born in the U.S.A.!
WILL
(laughing)
Come on. Dad. I don't get it.
ED
(more excited)
Well, this story about Grandma
Vicky coming over from Mexico,
settling in America, and bringing
the burrito to E.L.A...?
(full of pride)
It's bigger than you think!
WILL
What do you mean. Dad?
ED
(ready to burst)
Your grandma introduced AMERICA to
the BURRITO. It's an American
ORIGINAL! -- Like the hot dog!
They're part of American HISTORY!
(beat)
Flour tortillas were only known in
the northern parts of Mexico. South
of Sonora, past Mexico, and beyond,
it’s corn tortillas! You ask for a
tortilla in Spain, you get an
omelette. Down in Mexico, you get
corn tortilla tacos, enchiladas...
(beat)
No sirree... I tell you. Son, the
burrito is the love child of the
Americas, North and South, and
grandma Vicky was the comadre.

26.
They both laugh.
WILL
Come on. Dad. -- No shit?
ED
Yes, indeedy. And you've got to
write about it -- for the RECORD.
...For the HISTORY books.
(beat)
It's once in a lifetime, Will.
WILL
(looking down)
I don't know if I can... I mean,
how do I do it?
ED
I don't know, Son. That's why I
gave it to you. -- Do whatever you
think is right...
(kidding)
Maybe you could make it a movie.
(smiling)
No, I know, you have your own
projects. But, if you could just
write it for me. Even if I'm the
only one who ever reads it.
Realizing what it means for his dad. Will smiles.
WILL
Sure, Dad. I'll do it. It's a
great story to tell. Besides, what
a kick in the pants... Grandma and
the original burrito.
ED
You could call it, "NORTH of the
Border" or something like that.
WILL
(concurring)
Why not.
They both laugh together.
ED
...No, really. Son, seriously... If
you don't write about our part in
American history, who else will?
(beat) (MORE)

27.
ED (CONT'D)
Mexico is part of our treasured
past... But we're part of America's
history, too.
A car HONKS musical tunes, SCREECHES around the corner, and
stops to pick up some cholas who obviously belong to a gang.
They both laugh.
ED (CONT'D)
(motioning outside)
See that. Those vatos are stuck in
an old world. The only sense of
who they are is in a gang.
(MORE)
ED (CONT'D)
We need stories that show OUR
evolution and cultural
contributions.
(beat)
You make modern-day storytelling
movies! You could give us old
folks some real cool history to
talk about with our children,
and... their children.
WILL
(jokingly martyred;Jewish)
Dad... If only for you, I'll do it.
WILL (CONT'D)
(hesitating)
...Just one thing... I have this ad
-- to start my own company.
(seeking approval)
I know it can be tough. But I want
to be my own boss -- like you. Dad.
Besides...
(smiling)
...as Siddhartha said, "I can
think, I can fast, I can wait...
ED
(sadly accepting)
Well, Son, I understand.
WILL
Don't get me wrong. Dad. I'll
write the story... But, don't think
of it as a Hollywood movie. Think
of it as a small tribute to one
fine lady...

28.
Will puts his arm around his dad's shoulders, like a buddy.
WILL (CONT'D)
...Of which I'm a lucky descendant,
Thank-you-very-much.
(gazing out)
...A lady with a DREAM and a
PASSION.
ED
(confidently)
Sounds good already. Son.
WILL
(lovingly)
Don't worry. Dad, it won't be
forgotten.
FADE TO:
ANGLE ON WILL - TRAVELING - LATER THE SAME DAY
Mindful of his dad's talk. Will takes in the diverse ethnic
faces that color the Boyle Heights neighborhood; b.g. MUSIC.
FADE TO:
INT. VICKY'S ROOM - AJO, ARIZONA - DAY - SEPIA TONE - VICKY
OLDER, IS PACKING AN OLD SUITCASE...
ROSITA (O.S.)
Victoria... Are you sure you want
to do this?
VICKY
Of course. Mama. You said so
yourself... "En America" you will
have the opportunity to do many new
and exciting things.
Rosita APPEARS and stands in the doorway.
ROSITA
Yes, I did. But, I didn't think it
would be so soon.
VICKY
Mama, I'm twenty-two years old!
(beat)
Can't you see, it's a chance to go
to CALIFORNIA -- Los Angeles!
(MORE)

29.
VICKY (CONT'D)
Don't worry. I'll be with my
friend, Peggy. I'll be okay...
ROSITA
I know, pero...
(ribbing)
Just think, you won't be around to
enjoy any of Anita's cooking.
VICKY
(fondly)
I hope I can SURVIVE!
Vicky finishes packing. Rosita unfastens something from her
collar.
ROSITA
Mija, just do me un favor, okay?
Take this little santo with you.
VICKY
Of course. Mama.
Rosita pins the medallion on Vicky.
VICKY (CONT'D)
Mama... I'm going to miss you... --
And your cooking, too!
They turn to each other and embrace in farewell.
CUT TO:
INT. CARDBOARD BOX FACTORY - SEPIA TONES - VICKY AND PEGGY
stand at assembly line stations, pulling loose ends of cut
cardboard off newly formed and folded cardboard boxes.
SOUNDS of machinery in various stages of creating cardboard
abound.
VICKY
(shouting above the noise)
I don't think I was meant for this.
PEGGY
(yelling back)
You can say THAT again.
VICKY
(disillusioned)
Is this what the future has in
store for us?
(two beats)
(MORE)

30.
VICKY (CONT'D)
I could do better -- If I had my
own business.
(pausing to think)
THAT'S what I need to do...
PEGGY
What's that, Vicky?
VICKY
At lunch Pamela said a friend of
hers was looking for someone to
take over this hot dog stand out on
the Eastside for real cheap...
(EXCITED)
I think fifteen dollars a month.
I'm going to ask more about it.
WIPE TO:
EXT. EASTSIDE DINER - DUSK - SEPIA TONES - PEGGY AND VICKY
holding keys, face the front of a rundown diner squeezed
between two store fronts. Accordion doors folded open expose
a counter that reaches inside, with booths on opposite side.
PEGGY
(cautiously excited)
Well, Vicky, it's yours.
The scene starts to FADE.
PEGGY (CONT'D)
(fading)
... if you can do it...
VICKY
(fading)
Oh, I can... If I can cook arroz
con polio and chili con carne, I
can serve good hot dogs.
INT. WILL'S CAR - EARLY EVENING - FULL COLOR - ANGLE ON WILL
clumsily trying to drive and write down his just imagined
story on a piece of paper pressed against the steering wheel
hub. B.g. RADIO music.
The HONKING of a car suddenly distracts Will.

31.
ANGLE ON STAN
Will's Japanese roommate, STAN, drives up alongside in his
classic '68 Jaguar XKE, waving.
EXT. WILL'S APARTMENT BUILDING
They both pull up to the front of their apartment building.
Stan walks towards the apartment stairs while Will goes to
collect his usual large pile of mail.
STAN
Off from work early. Huh?
Will, mail in mouth, nods "Yes" as he walks up the stairs.
STAN'S P.O.V.
MAX, a quintessential bespectacled intellectual, clothes a
tad oversized and mismatched, sits against their front door.
MAX
HEL-lo, Stan. HEL-lo, Will.
WILL
Hi, Max. What you up to?
STAN
Yeah. How's our favorite resident
visitor?
MAX
Well, I came to see if I could
borrow your God of Abundance, Will.
A young lady is coming over Friday
for dinner, and, let's just say,
I'd like to provide her with plenty
of conversational visual cues.
Stan unlocks the door and they enter.
INT. WILL'S APARTMENT - ANGLE ON STAN
as he goes directly to a mirror next to a slow-blinking red
neon "Exit" sign and combs his hair, checking his good looks.
STAN
(over his shoulder)
For what?
(kidding)
(MORE)

32.
They all laugh.
STAN (CONT'D)
You think having Mr. God o'Plenty
might charm her into giving
Good'n'lots?
WILL
Hey, you're not the only charmer in
this bunch, Stan.
INT. WILL'S APARTMENT - LIVING ROOM/DINING ROOM/HALL - PAN
reveals a curiously eclectic display of textures and oddball
pieces. Rooms are dotted with funny and unusual objects:
folk art pieces, design posters, paintings, and cultural
artifacts.
Filling all the walls and spaces precisely, yet comfortably,
including unique but tasteful plants, it still maintains a
warmth and coziness about it.
Max picks up a magazine and closely examines it.
MAX
(childlike; devilish)
Well, the little "guy" IS quite an
interesting fellow. And she IS
generously endowed with lovely
uhh...papayas... I was hoping she
might allow me to partake of...
WILL
(teasing)
...Some papayas?
MAX
(nodding)
Indeed! Her, uh, the hanging fruit.
WILL
Here, Max.
Will hands Max the brightly painted little clay man wearing a
knitted cap and holding an armload of staples and wares.
WILL (CONT’D) (CONT'D)
Remember to sprinkle brandy over
him, and light a cigarette in his
mouth, you know, like incense...
And you're lucky, 'cuz it's got to
be done on a Friday...

33.
MAX
Roger.
(beat)
By the way. Will, I'm doing some
research for the Brain/Mind Monitor
on full field of vision imagery --
you know, far-out new age visual
music? Could I browse through some
of your magazines?
WILL
Sure, you know where it's all at.
Will LISTENS to the phone messages. AD LIB a friend's
comment on Will's new "official sounding" phone message.
Then a stranger's voice appears.
PAUL (O.S.)
Hello, Applied Entertainment
Technologies? My name is Paul
Lite, with P.I.L. Associates. I
read the ad in the magazine and was
interested in meeting Mr. William
Ganas. Could he call me at his
earliest convenience? Thanks.
Stan walks up pulling a baseball type jersey t-shirt over his
head with "EastLos" written stylistically on the front.
STAN
(cheering)
All right! The ad worked...
WILL
Yeah. How 'bout that!
Will sits down at the dining table that is his perpetual
desk, filled with mounds of magazines, clippings, folders,
and all the other accoutrements indicating a place where
someone has spent a lot of time reading, researching,
thinking, dreaming.
Stan waits to see if Will notices his shirt.
STAN
(preening)
Well, what do you think? My cousin
gave it to me. He says it's to
remind me of my roots.
WILL
Hot! How's the new band coming?

34.
Will flicks the TV with a remote control and flips through
the channels while working, espying the juxtaposed imagefaire
on the tube.
STAN
Well, between work and trying to
arrange band practice, I guess
we'll make it.
MAX (O.S.)
Uh, guys... is it all right if I
get a brewskie from the fridge?
WILL
I thought you were researching.
Max walks out of the kitchen with a sandwich, a bag of potato
chips gripped by his teeth and three longneck bottles of
beer. He hands them beers and drops the chips from his mouth.
MAX
You both look like you could use
one.
Max looks over Will's shoulder at an article on the table.
MAX (CONT'D)
What's an O.V.C.?
Will hands the article to Max.
WILL
Outerspace Visual Communicator.
It's electronic finger-painting.
MAX
(adjusting glasses)
Far out! Do you suppose I could
make a copy of the article?... --
For my records, of course.
Sure.
WILL
Max prepares to make an announcement.
MAX
You know, fellas, in two days I'11
have completed another orbit around
the sun on this here Spaceship
Earth... Yep, another spin around
the cosmic block and that much
closer to Wisdom and Enlightenment.

35.
STAN
(cheering)
Why, happy birthday. Max!
WILL
Yeah... Happy birthday. Max.
(not forgetting)
By the way, this is for you.
Will pulls out from under some clippings a wrapped box.
Max opens his gift to find "a ton" of pictures -- cutouts
from every printed source imaginable.
MAX
Oh, no! Your picture collection!
You've been clipping these for
years -- since you were a kid.
(turns to Stan)
Do you know how much time this
labor of love represents? -- And
what a HISTORY!
(adjusts glasses)
In this discreet and telltale
assemblage of assorted and sundry
cuttings, we have, in my opinion,
the proverbial "finger on the
pulse" of the American psyche.
STAN
(going along)
Really?
WILL
(shaking his head)
Come on.
(looking around)
Hey, will somebody pass out the
rubber boots? I mean, the poop is
starting to pile awfully high.
Max bows to Will, in a mock-Buddha type stance.
MAX
A thousand years of happiness.
(salutes with beer)
A toast!... Here's to us, and all
the other right brain people living
in this left brain world.
STAN
No... Wait a minute...
(looking at them)
(MORE)

36.
STAN (CONT'D)
Here's to the success of three wellrounded,
well-adjusted, and, some
say, well-equipped, dudes. May
their only word in life be UP!
They all laugh and clink their bottles.
STAN (CONT'D)
Hey, senor Will, isn't it about
time for another "Tequila Run?"
Como no.
WILL
STAN
We could get an early start next
Friday, drive down and dine.
WILL
(suddenly remembers)
Oh my gosh... I'm late!
(jumping up)
I'm having dinner with Cathy! I
haven't seen her since I went on
location.
Will starts to take off his clothes hurrying down the
hallway.
INT. CAFE LE MONDE - NIGHT
Miniature white lights accent this quaint white table-clothed
restaurant. PAN across a piano playing "Moonlight Sonata" to
a corner where a dimly flickering candle reveals Will, head
in hand, and CATHY, staring out to some infinite place...
WILL
(crying out softly)
...Why did you do it...?
CATHY
(faintly)
I didn't want it to happen. -- It
just happened... I thought you
didn't want me anymore -- didn't
need me anymore...
WILL
(looking deep in her eyes)
I do need you, Cathy. I love you
so much. I didn't mean to be that
way to you.

37.
She carefully reaches over and gently touches Will's cheek
with the back of her hand.
CATHY
We used to be together night and
day...for years! -- You were my
first love...
Her face becomes a dam swollen with emotion, ready to burst.
CATHY (CONT'D)
Then you became involved in so many
things, there was no time left for
me... It hurt so much. I didn't
know what to think. I felt like
you were pushing me aside...and it
hurt so much...
Will looks up, face flushed, eyes full of tears that haven't
fallen.
WILL
(feeling lost)
I'm just trying to make it, you
know? -- BE someone. I know I get
intense. I guess I ignore the
things I love 'cuz I think
nothing'11 ever happen to them...
CATHY
(starting to cry)
So many nights you were too busy.
So many nights I waited for you.
(trembling; trying to stop
crying)
And then you reach a point when you
don't wait any longer...
Will, feeling fatally severed from deep within, barely
speaks.
WILL
(with regret)
... I quess I thought you'd always
be there. I forget time waits for
no one...
She looks up at Will, innocently, with eyes painfully honest.
CATHY
...I was lost. Will... And I just
wanted to be loved...
A WAITRESS comes up to the table.

38.
WAITRESS
Are you ready to order?
Will tries to regain some semblance of composure.
WILL
(apologetically)
I'm so sorry... Could we just have
the check, please?
Sensing what may have happened, the waitress nods
courteously.
Will takes a deep breath as he takes Cathy's hand.
WILL (CONT'D)
(reluctantly)
And how many months are you...
CATHY
(crying)
Al wants to marry me. Will...
(resigned)
...And I'm gonna have his baby...
They sit together -- the two, looking like they love each
other so much, but whose honest mistakes have driven a
painful stake through their innocence, dividing their destiny
in two.
Camera ZOOMS OUT SLOWLY as the piano PLAYS "CLAIRE DE LUNE."
Will and Cathy, so close, yet so far, silently say goodbye...
The music FADES.
DISSOLVE TO:
EXT. WILL'S APARTMENT - BALCONY - LATER THAT NIGHT - WILL
FADING INTO VIEW, STARES AT FLOWERS IN HIS PLANT GARDEN.
Populated with peculiar but charming plants, his balcony is
his retreat -- a place where he can get away, take care of
all his little earth friends and reflect on the way of
things...
STAN (O.S.)
Aayyee, Will. Where are you?

39.
INT. WILL'S APARTMENT - LIVING ROOM - STAN
walks to the makeshift brick and board "entertainment center"
which includes a multi-CD player, turntable and albums.
Stan loads and starts the multi-CD player as Will walks in.
WILL
(downcast)
I was outside.
As Stan wipes his finger across the dusty turntable he
notices Will's dispirited mood.
STAN
What's the matter. Buddy?
Will stares, meaninglessly, at his piles on the table.
WILL
Cathy's pregnant.
STAN
Oh-oh... That's still no reason to
be down. Will.
(kidding)
Frankly, I didn't think you had it
in you.
WILL
(cutting him off)
-- It's not mine, Stan.
STAN
...I thought she loved you.
Will looks straight, not at Stan.
WILL
She's going to marry him...
STAN
What! Wait a short minute. Who?
WILL
(not knowing)
Probably a real nice guy...
STAN
(probing)
And... She let herself... Doesn't
she...take any kind of...

40.
WILL
(turns to Stan)
Don't you understand? She WANTED
it! She wanted...someone... And I
thought she'd always be there.
Will slowly gathers his files, lumping some on top of others.
Stan comes into view, with a couple of beers.
Will slowly reaches for the beer and takes a drink...
SERIES OF SHOTS WITH VARIOUS MUSIC
A) Will and Stan, clinking to a tequila... and another...
B) Stan consoling Will as he breaks down.
C) Stan asleep in a chair; Will holding onto another beer.
D) Will sits motionless at his cleared desktop LISTENING to
O.S. phone messages of: His dad inviting him to a restaurant
anniversary party, telling him not to worry about having to
write "North of the Border"; Paul Lite confirming their
meeting appointment.
E) Will asleep at the table with pen in hand next to his
dad's fold-up business card, and a sheet of paper with only
"The Original Burrito" written at the top...
FADE TO BLACK:
EXT. VICKY'S DINER - SEPIA TONES - 1940 - LATE AT NIGHT - ED
much younger, cleaning tables, closing up while Vicky counts
change at the register. B.g. RADIO PLAYS a lively '40's
tune.
Ed calls over to his mother.
ED
(in Spanish)
Mama...cuando regresa
mi papa de las piscas?
(subtitle)
When does Papa get back from
the fields?
VICKY
No se, Mijo. He said in his
letter, maybe one month.

41.
ED
I hope so. I want to show him my
photography. I'm getting pretty
good. Y sabes que. Mama? This is
what I want to do some day.
VICKY
You will, Mijo. You wait and
see... You'll be one of those
famous photographers who gets to
travel around the world!
Ed gathers together some dishes to be washed.
ED
I wish Papa didn't have to go away
so much to work.
VICKY
(confidentially)
Well, business has been good and
the people like us, so...con la
ayuda de Dios, he won't have to do
that anymore.
ED
(excited)
No me digas! No kidding?
(beat)
We DID run out of hot dogs today!
(sheepishly)
Do you think we could close a
little early? We're out of just
about everything except cafe...
VICKY
(looking doubtful)
Well, Mijo, you know my customers
depend on me to be open, even if
it's only for my good cafe...
EXT. VICKY'S DINER - SEPIA TONES A COUPLE OF CARS PULL UP AND
FOUR MEN GET OUT.
INT. VICKY'S DINER - SEPIA TONES - FOUR MEN
walk into the diner and take places at the counter.
MAN #1
(looking relieved)
We were hoping you'd still be open.
Everywhere else is closed.

42.
Vicky looks at Ed with a "I told you so" look.
MAN #2
Some friends told us that you have
some great hot dogs.
MAN #3
Yeah... We're famished!
VICKY
(embarrassed)
I'm sorry, senores... We're open,
but we're out of hot dogs... All we
have is cafe, pie, and donuts.
MAN #1
(disappointed)
Isn't there anything?... We've been
working late and I haven't eaten
all day!
Vicky, having a soft heart, turns to Ed, looking for an
answer... And then turns back to the seated men with an
offer.
VICKY
Well, if you're willing to
experiment...
...I'll make you something WE eat.
It has the shape of a hot dog,
anyway.
The men look at each other, eyebrows high on their foreheads,
and nod approvingly, willing to try ANYTHING.
Vicky smiles at them as she exits out the back.
WIPE TO:
INT. VICKY'S DINER - SEPIA TONES - A SHORT TIME LATER - VICKY
walks back in carrying two pots and a cloth-covered basket,
four heads following her all the while.
Behind the counter, Vicky heats the pots and tosses handmade
flour tortillas on the griddle.
Ed remotely studys the situation while tidying up the cafe.
Vicky turns back to the men, picks up a counter towel and
starts wiping the table while putting out forks and spoons.

43.
VICKY
Mijo, would you get these gentlemen
some aqua?
(to the men)
I make this for my husband when
he's going to work and he's in a
hurry... It's quick and easy...
(beat)
He would say, "Namas hasme unos
burritos con Chile y frijoles
refritos," and I would do it.
None of the men understood her Spanish, but their faces
reveal that they are pleased with what they are beginning to
smell.
Ed serves water, watching the men carefully, and curiously.
With Vicky's back to the men, she goes through some motions,
then turns around, with several plates in her hands.
VICKY Here you go. These are called "burritos."
Without waiting, and practically all at once, the four men
pick up their burritos and dig in.
With mouths engaged in various stages of eating, their faces
express bona fide approval of this culinary delight.
MAN #1
Holy cow! This is great!
MAN #3
Burritos, huh?
With mouths jam packed, ALL the men hold up their chubby
flour tortilla rolls and in unison awkwardly CHEER,
"BURRITOS!"
MAN #4
(leans forward)
... Do you have any beer?
DISSOLVE TO:
A SHORT TIME LATER - VICKY AND ED
savor their earlier magical moment. The men have left, there
are clean plates on the counter, and a hefty tip by each one.
FADE TO:

44.
INT. VICKY'S DINER - SEPIA TONES - DAYTIME - DAYS LATER - ED
minds the all but full diner, preparing hot dogs for friends
as the jukebox PLAYS upbeat '40's music.
As he takes another order, two vaguely familiar faces, from
the other night, come in with three new friends.
ED
(wipes hands dry)
Good afternoon, senores. How may I
serve you?
MAN #1
We want those things Vicky served
us the other night... You know,
that stuff YOU eat?
ED
(laughing)
You mean burritos?
MAN #1
That's them, "beuritos."
ED
(smiling; shaking his
head)
No, no, not "beuritos," burr-i-tos,
b-u-r-r-i-t-o-s...
(beat)
We don't have any... That night was
a one shot deal.
MAN #1
(disappointed)
But we brought these friends all
the way from Hollywood...
VICKY
(entering)
What's the matter, Mijo?
ED
(hinting)
These men came ALL the way from
Hollywood to eat your burritos.
VICKY
(surprised)
Really?... Well, then, maybe we
should not disappoint them..."
DISSOLVE TO;

45.
VICKY
serving them all burritos... And they, in turn, showing
approval and gratitude for this special little treat...
DISSOLVE TO:
INT. VICKY'S DINER - SEPIA TONES - CLOSING TIME - VICKY PUTS
AWAY DISHES, AS ED FINISHES WASHING THE LAST BATCH.
ED
Mama, sabes que? Maybe you could
sell burritos all the time. Those
men really liked them, no?
VICKY
I think you're right, Mijo...
(beat)
Change the menu tonight, and
tomorrow I'll make some green chili
con carne...okay?
Okay!
ED
Ed looks Off into space as CAMERA PUSHES PAST ED AND VICKY
AND PANS PAST A CALENDAR AND WWI POSTER TO THE MENU ON THE
WALL.
EXTREME CLOSEUP - SEPIA TONES - THE NEW MENU
ENTRIES DISSOLVE TO INCLUDE BURRITOS. CURRENT MUSIC FADES.
DISSOLVE TO:
THE SAME MENU - EARLY COLOR FILM HUES
New '40's MUSIC FADES UP as music is interrupted to HEAR O.S.
the announcement of the morning attack on Pearl Harbor.
The ANNOUNCEMENT FADES...
FADE TO BLACK:
INT. WILL'S BEDROOM - EARLY MORNING - WILL
jumps out of bed to the BUZZING of his alarm clock. MUSIC.

46.
SERIES OF SHOTS:
A) Will shaves with a fogged mirror, framing a past moment
with Cathy, as his radio announces it's raining and notes the
anniversary of the U.S. bombing of Hiroshima.
B) Will hiking into the office to punch in, sopping wet.
C) Crew loading their 5-ton truck for going on location.
ANGLE ON INT. TRUCK
leaving studio in the rain. Efrain watches TV from a
portable, eating a "breakfast burrito," Jimmy sips on a large
coffee and smokes. Will sleeps in the sleeper. MUSIC ends.
INT. TRUCK - EFRAIN AND JIMMY
EFRAIN
(mouth full)
Hey, Jimmy... Why do the guys call
you "The Computer"?
An animated Jimmy turns to Efrain and taps on his temple.
JIMMY
That's because my mind's fast!
-- Like, QUICK DRAW.
(playful macho pose)
Why, women find me mysterious and
sexy, as in EXPLOSIVE, NON-STOP.
EFRAIN
-- Like, FULL OF GAS, NEXT DAY, ...
A TINY FUSE...?
JIMMY
(a bit peeved)
Hey, watch it! You're talking
about THE COMPUTER... Why, I was
driving big rigs hauling tar and
asphalt before you were even born,
sonny boy...
Jimmy pulls out a photo and shows it to Efrain.
JIMMY (CONT'D)
See this? That's what's left of my
old rig. Mangled to the max!

47.
EFRAIN
(wincing)
Aye-yay-yay. And you survived?
Jimmy looks at Efrain quizzically as he gets ready to tell
the story he's told many times before.
INSERT - (MOS) - ANGLE ON EXT. TRUCK
Through the downpour and wipers. Jimmy begins his story.
BACK TO SCENE
JIMMY
... I was coming down the old
grapevine -- You know?... Suddenly,
my brakes were gone!...
INSERT - (MOS) - ANGLE ON EXT. TRUCK
Jimmy lets go of the wheel and, holding coffee in one hand
and a cigarette in the other, gestures toward an increasingly
nervous Efrain...
BACK TO SCENE
Jimmy regains the steering wheel and Efrain sighs in relief.
JIMMY
I steered that monster like a
champ... Past cars and trucks..
They didn't know WHAT was coming at
them... But I had to stop
sometime...
(looks at Efrain)
-- THAT was the hard part...
EFRAIN
(looks at photo)
So you stopped.
Jimmy hits the brakes just as a car in front stops.
JIMMY
(echoing)
So I stopped.
Jimmy realizes he's been cut short and is peeved.

48.
JIMMY (CONT'D)
-- No shit. Batman... Boy, DID I!
EFRAIN
(looks closer at photo)
And you lived through this!?
JIMMY
Well, I got this bump on my head.
They had to go in and re-attach my
noggin. Now I'm good as new!
(striking a pose)
Better! Stronger! Harder!
EFRAIN
Wow... Unbelievable...
JIMMY
I'M THE COMPUTER!. I'm the BEST!
It's raining harder. Efrain rolls down the window to see,
EFRAIN
Hijo, como Ilueve! Parece chorro
de mil chichis...
JIMMY
(mocking)
Hey, señor Efrain, yo gusto speak
English...This is the U.S.A.
(curious)
What did you say, anyways?
Efrain rolls up the window.
EFRAIN
I said it's raining like the
squirts of a thousand "chi-chis."
(gestures)
You know, mangoes...?
JIMMY
Oh, MANGOES... SI, amigo, Yo
comprende, kimmo sabe...
Efrain looks out the window at the rain.

49.
EFRAIN
(reflects)
I remember one time in Tijuana, I
was taking clothes to these poor
people who live on the hills -- in
these cardboard houses made with
anything they could get their hands
on... I mean REALLY poor, not even
plumbing...
(beat)
...It was raining like this...
(looks down)
Those little shanties never had a
chance. The mudslides washed
everything down the hill...
(taking a breath)
It makes me think, the rain... It
makes me feel lucky...
(shrugs)
But then...here WE are.
Efrain laughs as he looks around at their conditions.
JIMMY
(lights a cigarette)
Yeah, watch our show last night?
EFRAIN
(more relaxed)
Yes, uh-huh. I tape them so I can
study the angles. -- I want to
direct some day.
JIMMY
(needling)
Oh,...senor Efrain would like to be
a "directore," eh?...
Jimmy pulls out his thermos, pours more coffee.
JIMMY (CONT'D)
Well, they barely showed OUR SETS!
I mean, all that work we did!
Will gets up, half awake.
WILL
Yeah, but sets are part of the
invisible magic. The stuff you
never notice unless it's wrong.
JIMMY
How do you see the sets if they
only shoot from...
(MORE)

50.
JIMMY (CONT'D)
(indicates with hand)
...here to here -- tits 'n' ass.
EFRAIN
(laughing)
Maybe we should hang pictures at
that height?
JIMMY
(going along)
Yeah. Then they would see that we
really work hard!
WILL
(looks to Efrain)
The Computer works the tailgate.
JIMMY
(looking potent)
I HELP LOAD.
Will looks at Jimmy.
JIMMY (CONT'D)
... I tie GREAT knots.
EXT. LOCATION - NOT RAINING THE TRUCK ENTERS A PARKING LOT
AND IS FLAGGED DOWN BY A MAN.
CO-CAPTAIN
Hey... You guys "property?" Your
boss wants you on the phone.
WIPE TO:
EXT. LOCATION - MOMENTS LATER - JIMMY AND EFRAIN
are dropping the liftgate as Will comes back.
WILL
Guess what?... We need to unload
and get back right away. Company
needs "cover" sets, and WE've been
elected to bale them out.
They all look at each other... And then the load, as Efrain
raises the door -- exposing a tightly-packed wall of props.

51.
INT. GOLD ROOM - LATER SAME DAY - A KNOCK
is HEARD as Greg opens the door and the wet crew files in.
JIMMY
Have no fear the computer's here.
Will puts a cassette tape in a "ghetto blaster," CLICKS it
on, and Bruce stands up, with arms outstretched.
BRUCE
MAGIC TIME!
TIME LAPSE MONTAGE - SERIES OF SHOTS - SETS GETTING DONE
MUSIC FROM PLAYER BEGINS.
A) The construction crew finishes set #1, painters paint and
"age," as OUR CREW uncovers props and work on set #2.
B) Others put in floor covering, drapery in set #1.
C) OUR CREW, goes from set #1 to set #2, finishing with all
the interior fillings and details.
SET #1 - SLOWING TO REAL TIME - THE CREW
finished, plops down on a couch in the set. MUSIC FADES.
SLOWLY FADING TO
BLACK:
INT. STAGE - LATER SAME DAY - FADING UP
As the CAMERA PANS, the stage is dark except in set #1, which
is noisy and filled with crew, equipment, lights, and actors.
The director steps in, commanding the shot...
1ST A.D.
Okay, last shot before we go to our
next set. Please hold the talking
to a low roar.
PAN ACROSS STAGE TOWARD SET #2 - WILL AND GREG
come into view tiptoeing away...

52.
GREG
I have to let go of Efrain. They
won't let me have an extra man
anymore. I hate to let him go,
he's a good worker.
WILL
Then let ME go.
Greg is surprised.
WILL (CONT'D)
Listen, we only have another week,
and I'm kinda burned out...
(beat)
I love all you guys, but I've got
other things I've got to do, and,
besides, Efrain needs the dough.
GREG
Are you sure. Will? I mean,
Efrain's great, but you're part of
the team, you know that.
WILL
Yeah, but, give him a chance.
GREG
(understanding)
Alright. We'll miss you, buddy.
WILL
Yeah? Tell the guys I'11 miss
them. I'll just split right now.
1ST A.D.
(yelling, O.S.)
Okay, quiet on the set! This'11 be
picture... Rolling...
Speed.
SOUND MAN (O.S)
Will and Greg tiptoe off in separate directions.
EXT. STAGE - NIGHT - MOMENTS LATER
The red light above the stage door goes off and Will comes
out from inside with his bike and magazine pouch.

53.
WILL bikes through the studio with the night sky clear of
clouds that washed everything away except the bright stars...
FADE TO:
EXT. ANGELITA'S HOUSE - NEXT DAY - WILL
in coat and tie walks onto the porch and up to the screen
door carrying an empty pot. Without knocking, he peers
through.
WILL'S P.O.V.
Unnoticed, ANGELITA, his ‘other’ grandmother, sits dressed up
in her chair with a chihuahua on her lap watching an Englishteaching
Spanish program called "Name That Thing" on TV.
INT. ANGELITA'S HOUSE - WILL
knocks on the screen door as the dog jumps off Angelita's
lap, wagging his tail so hard it almost comes off.
WILL
(walking in)
Hi, Nana.
(stoops down)
Hello, Peligroso...
A tiny house, a cluster of saints sit on top of her dresser
with family pictures and a lit candle in a tall glass. A
photo of President Kennedy hangs on the wall and a half done
puzzle lays on the coffee table in front of her.
WILL kisses ANGELITA on the forehead.
ANGELITA
(in Spanish)
Hi, Mijo... Listo.
(beat)
Mira... Que quapo.
Porque estas vestido
asi?
SUBTITLES
Hi, Son... I'm ready.
Look at you. How handsome
Why are you dressed
like that?
WILL sits on the adjacent couch.
WILL
Tengo un 'meeting.'
SUBTITLES
I have a meeting.
ANGELITA turns off the TV with the remote control.

54.
ANGELITA
Oh, que bueno. Ojala
que te vaya bien.
WILL
Yo tambien.
SUBTITLES
Oh, that's nice. I
hope it goes well.
SUBTITLES
Me too.
WILL remembers he's holding the pot he brought with him.
WILL
Oh, aqui esta su olla.
(beat)
Que tan suave estuvo el
spaghetti que hiciste!
Como le gusto a mi amigo.
Stan, tambien.
ANGELITA
El Japoncito?
SUBTITLES
Oh, here's your pot.
(beat)
The spaghetti you
made me was great!
My friend, Stan,
liked it, too.
SUBTITLES
Your Japanese friend?
WILL tries and fits a piece of the puzzle on the table.
WILL
Si.
ANGELITA
(kidding)
Pero, el Stan es Mexicano
tambien, no?
WILL
(smiling)
Como no.
SUBTITLES
Yes.
SUBTITLES)
But, Stan's Mexican,
too, no?
SUBTITLES
Of course.
They both laugh as Will gets up and goes into the kitchen.
ANGELITA
(calling out)
Fijate... Hay algo para
ti alli.
SUBTITLES
Take a look... There's
something there for you.
WILL comes out, sniffing into another pot.
WILL
Mmmm... Esto?
ANGELITA
(glowing)
Si, Mijo...Hice Chile
Colorado como te gusta,
con cascara de naranja y
crema de cacahuate.
SUBTITLES
This?
SUBTITLES
Yes, I made red chili
the way you like it,
with orange peel and
peanut butter.

55.
WILL dips his finger in the pot, and tastes it.
WILL
SUBTITLES
Ummmm...Que sabroso! No Ummmm...How Tasty! You
tenias que hacer eso,Nana. didn’t have to make it, Nana.
Peligroso jumps on her lap.
ANGELITA
SUBTITLES
Yo lo hago para ti. Tu eres I make it for you. You are the
el que me ayuda y el que me one who helps me, and takes me
lleva por todos rumbos por all over to get what I need. I
lo que necesito... Me da love to make you things.
gusto hacerte esas cosas.
(beat)
SUBTITLES
Ya soy viejita y que mas I am old now, and what more
puedo hacer? Queria darte can I do? I’d like to give you
dinerito, Mijo, pero... money, Son, but...
WILL looks proudly at his grandmother.
WILL
(interrupting)
SUBTITLES
Nana... Lo hago para usted. Grandma... I do it for YOU!
Usted es mi raiz, mi You are my roots, my history,
historia, mi 'E.T.!' My ‘E.T.!’
ANGELITA smiles, embarrassed, and reaches over to her end
table.
ANGELITA
Mira, estos son para ti.
Sabes lo que son?
SUBTITLES
Look, these are for you.
Know what they are?
She hands him some small objects.
WILL
(recognizing)
Como no. Esta es una
medalione del Santa de
Guatalupe, y la otra
es hueso de guajolote.
ANGELITA
Son para buena suerte.
Para su futuro.
SUBTITLES
Of course. This is a
medallion of Saint
Guadalupe. The other is
a turkey wishbone.
SUBTITLES
They’re for good luck.
For your future.
WILL holds up the wishbone, which is painted red.
SUBTITLES
AMGELITA
(proudly)
Yo mismo lo pinte.
SUBTITLES
I painted it, myself.

56.
WILL puts the wishbone and medallion in his lapel coat
pocket.
WILL
Muchas gracias, Nana.
Nunca se me va olvidar.
ANGELITA
(still delighted)
Vamanos a la tienda?
SUBTITLES
Thanks a lot. Grandma.
I'll never forget.
SUBTITLES
Let's go to the market?
WILL tries not to sound too disappointing.
WILL
Uh-huh... Pero no tengo
mucho tiempo hoy.
ANGELITA
(in stride)
Como siempre... no, Mijo?
SUBTITLES
But, I don't have a lot
of time today.
SUBTITLES
Like alway... right?
WILL helps ANGELITA get up, picking up her sweater and bag.
INT. EL MERCADO - DAY - PAN
The open-air two-tiered marketplace. Mariachis play upstairs
where Mexican families sit, eat, and look below where others
shop for groceries, prepared food, and produce.
Downstairs, WILL picks the just-right vegetables and fruits
for ANGELITA's approval.
DISSOVE TO:
INT. EL MERCADO - UPSTAIRS - WILL AND ANGELITA
sit at a table overlooking the activity below and listening
to a sentimental song being played by the Mariachis.
WILL looks bothered and ANGELITA notices.
ANGELITA
Que te pasa, Mijo? No te
sientes bien?
SUBTITLES
What's wrong. Don't
you feel well?
WILL
SUBTITLES
Pues, no se que esta I don't know what's
pasando con mi vida, happening with my life,
Nana.
Nana.
(beat)
No le dije... Cathy y Didn't tell you, Cathy and
yo, ya no estamos juntos. I are no longer together.

57.
ANGELITA
(disheartened)
No me digas! Por el
amor de Dios, porque?
WILL
(submits)
Porque soy menso.
(defending)
Quiero hacer algo con
mi vida. Pero, no huy
tiempo para todo.
SUBTITLES
Don’t tell me! For the
love Of God, why?
SUBTITLES
Because I’m dumb.
I want to do something
with my life. But, there’s
No time for everything.
ANGELITA
SUBTITLES
(hurt)
Pues, si.
Well, yes.
(beat)
Pero, tienes que
But, you’ve got to catch
respirar, vez en
your breath, now and
cuanto.
then.
(beat)
Vas a ver. Tienes que You will see. You’ve got to
aprender que hay algunas understand that there are
cosas, cosas en este mundo some things more important
mas importante que otras. than others.
(beat)
Lo que es dificil es de What’s hard is to do the
hacer la escoja propia. right thing.
(beat)
El Tiempo y la vida son Time and Life are funny. Life
muy curiosos. La vida can pass quickly. But, there
pasa muy rapido. Pero, are times when Time passes so
hay veces que pasa tan slow, it’s like watching your
despacio que puedes ver finger nails grow.
las unas crecer.
ANGELITA gazes below at all the activity.
ANGELITA
SUBTITLES
(continuing)
Este mundo, como ha How this world has changed.
cambiado. Y apenas la And I barely know it.
conozco. Yo soy tan I’m so tired.
casada.
(beat)
Solamente hay para mi All there is for me is my
la Fey y mis hijos: mi faith and my children: my
sangre y mi esperanza. blood, my hope.
(beat)
Y mi Tatita Dios que And mi Blessed Father, who
segue soplandome suenos. fills me with dreams.
WILL tries to cast ANGELITA’s thoughts aside.

58.
WILL
No pienses asi. Yo
pudiera morir manana.
Y no tendra lo que tiene
usted. Mira lo que has
visto en su vida! - la
historia!
SUBTITLES
Don’t think that way.
I could die tomorrow.
And I wouldn’t have what
you have. Look what you’ve
seen in your life! The
history!
O.S. A MARIACHI BAND BEGINS TO PLAY ‘SABOR AMI.’
ANGELITA
Si... la historia.
(smiling sadly)
Ay, como me gusta esa
cancion... Y que
recuerdos me da.
SUBTITLES
Yes,... the history.
Oh, how I like this
song... And what memories
it brings me.
Tears roll down ANGELITA’s cheeks as she turns to WILL.
ANGELITA breaks a smile as she spies families enjoying the
festive fair.
WILL smiles back, lovingly, as ANGELITA sits CONTRASTED
AGAINST the MEXICAN BACKGROUND and MARIACHIS, whose
MUSIC COMES TO END.
FADE TO BLACK:
INT. CLASSY MEXICAN RESTAURANT - SAME DAY - EARLY EVENING
CLOSE UP - ANOTHER MARIACHI BAND
They begin a more commercial piece of music.
PAN - TO VIEW the latest Mexican architectural and cultural
motif. Fancy FLOWER ARRANGEMENTS, BALLOONS, and UNIFORMED
SERVICE. MEXICAN busboys, ANGLO waitresses serve ELEABORATE-
LOOKING food, pouring CHAMPAGNE to the WELL-DRESSED ANGLO
CROWD.
MED. SHOT - WILL sits, sipping a glass of water, noticing the
contrast between here and El Mercado.
INSERT - INSIDE ENTRANCE TO RESTAURANT
PAUL, dressed in an open golf shirt, sports coat, and deck
shoes with no socks, WALKS INTO VIEW.
He gives off a too-hip, subtly-flamboyant conservative look.
He’s obviously looking for someone.
BACK TO SCENE
WILL HOLDS UP HIS GLASS, signaling PAUL to come over.

59.
WILL
...Paul?...
PAUL
Yessir...You must be Will.
WILL AND PAUL have finished their second pitcher of
margaritas,
PAUL (CONT'D)
I like your concept... I like your
spirit. I've been wanting to link
up with some visionary... I think
we can help each other. With my
marketing background...! think I
can make it fly...
(envisioning)
...live-action with realtime
computer-generated sets. Sounds
good. But, anybody can dream -- I
mean, have a concept... And who are
we, but two out of two billion out
there trying to beat a path to
paradise.
WILL
Uhh...right, but...
PAUL
Don't you agree that our real goal
in life is to have the freedom to
do whatever we want --Right?... I
mean, I'd rather be sailing -- Know
what I mean?...
WILL
But, you know why I got involved in
movies? -- Why I'm driven by
images?... 'Cuz pictures AFFECT
people. Filmmakers, advertisers,
even politicians know it. And if
you change the way people think,
you change the world forever...
PAUL
Listen, Paul Revere, you can't go
out and save the world if you've
got to worry about where your next
meal is coming from -- Comprende,
amigo?...
DISSOLVE TO:

60.
Will shrugs.
WILL
(submitting)
Yeah, I know. I guess I long to be
a revolutionary, but I can't.
PAUL
Hey, we all want something... I
want to be rich. Anything wrong
with that?
PAUL (CONT'D)
So, is it a deal?...Partner?
Will brightens up and nods.
PAUL (CONT'D)
Now, all we need is credibility,
and a front -- I mean, office.
WILL
(eager)
I can get the office together, no
sweat. But,...credibility?
PAUL
(cocksure)
I'll handle that... Remember the
Houdini Principle: You can fool 90%
of the people most of the time.
The other 10% wouldn't be able to
convince the 90%, anyway.
(beat)
Think about it. The rich get
richer and the poor stay high...
Will sits bemused, considering the possibilities as Paul
leans back, hands moving to stretch his now revealed
suspenders.
SLOWLY FADING TO
BLACK:
INT. WILL'S APARTMENT - NEXT EVENING - WILL
is at his desk flipping TV channels with the remote and
clipping pictures as MAX enters with bags of take-out food.
WILL
(to Stan, o.s.)
Ahhh, here it comes, Stan...You’re
gonna like this.

61.
WILL (CONT'D)
(sniffing)
Thai food is Chinese food with a
Mexican accent...
MAX
Indeed... cross-cultural and global
in nature, like "pok chi."
STAN
(entering)
What's "pok chi?"
WILL holds up a sprig
WILL
Cilantro... You know, coriander,
Chinese parsley...?"
STAN snatches it and tosses it back, hitting WILL's forehead.
STAN
Speaking of cilantro, are we still
going on our "tequila run?"
WILL
Sure, let's do it...
(beat)
No, I forgot. I told my dad I'd
write... "The Original Burrito."
MAX
The Original Burrito? Something
stubborn, or hard to chew?
WILL
Nah, the burrito is as American as
apple pie!
STAN
No shit!... Alright!
WILL
Yeah, and my dad thinks we of the
Mexican kind need this story to
feel American.
WILL flips channels as MAX watches the juxaposed glimpses of
what people are watching on TV. Music from Multi-CD plays
O.S.
MAX
Look, on the news, burning the flag
is still an issue.
(MORE)

62.
MAX (CONT'D)
-- Can you believe that? People
still falling for the ol' symbol
trick.
WILL
(mimicking Dylan)
Yeah, you gotta serve somebody...
Will changes channels showing ads, game shows, soaps, news.
MAX
(mimics TV)
This is Big Brother -- Network 1984
-- bringing you "soma" choices from
the same people who brought you
your Brave New World...
WILL
(turning off TV)
Yeah,... America,... We had to
destroy it to save it...
(turns to Stan)
Stan, I've changed my mind. Let's
do it! -- Baja!!
FADE TO:
INT. APPLIED ENTERTAINMENT TECHNOLOGIES OFFICE - ANGLE ON
RINGING PHONE ON STACK OF BOXES
A hand reaches in to pick up the phone.
PULL BACK to reveal Paul answering.
PAUL
Applied Entertainment
Technologies...
WILL is trying his best to organize files and things trashed
around in their newly acquired sparsely furnished office when
he looks at PAUL who is gesturing for approval.
PAUL (CONT'D)
Yes... Yes... Of course we'll be
going. Will do. Thank you.
(shrugging exaggeratedly)
Do I have the touch or what!
WILL
What's up?

63.
PAUL
We've got to hit this convention in
Las Vegas this weekend. We're set
up for two meetings there.
WILL
But, I'm going to Baja this...
PAUL
Look, amigo. You want to succeed
in this world, you put your ass on
the line and be on your marks. --
And be ready to sacrifice.
Paul paces back and forth, talking to himself.
PAUL (CONT'D)
(nervous)
We've GOT to get this place set up
before anybody important comes
here. -- Like next week...
WILL
(optimistically)
At least now we have an office, a
phone, and business cards. It's
taken some dough to do this.
PAUL
Yeah, well, my dad ought to be
sending me some cash soon. So, why
don't you get a good printer, too.
(imagining)
You're breaking into the REAL WORLD
and shark-infested waters of doing
business. We're not going to Vegas
to gather information. We're going
there to play hardball...
PAUL walks over to WILL and puts his hand on his shoulder
conspiratorially.
PAUL (CONT'D)
My man, business is the only sport
where you get to go to bed with the
thing you hunt...
PAUL looks at WILL with subdued but maniacal excitement.
O.S, MUSIC BEGINS.
LAPSE DISSOLVE:

64.
INT. LAS VEGAS CONVENTION CENTER - DAY - SERIES OF SHOTS
A) The convention in full swing. Hundreds of people, some
seriously attired in business suits, move about the
convention floor in various forms of activity.
B) WILL and PAUL, dressed to code, talking, joking,
fraternizing, kibbitzing.
C) Acquiring pamphlets, brochures, and practically anything
to stuff into their ever-increasing number of "brand name"
plastic bags.
D) Their warm personalities getting them hospitality suite
invitations... Slipped to them as though they were special.
DIAGONAL WIPE:
INT. HOTEL HALLWAY - NIGHT - SERIES OF SHOTS
A) With drinks in hand. WILL and PAUL walk down the hallway
where convention-badged people with drinks and finger food
are also wandering in and out of several hospitality suites.
MUSIC can be heard coming from the rooms as people enter and
leave.
B) They walk into one suite and then come right out with
drinks in each hand.
C) They go down the hall to another suite. PAUL peeks in
and motions "this is the one."
INT. HOSPITALITY SUITE
A crowd of people sit and stand pinned next to each other,
all engaged in "intense" conversations.
PAUL, noticeably inebriated, squeezes over to the big spread
of hors d'ouvres. He stands, picking at the jumbo shrimp and
scallops. A young WOMAN bumps into him, causing him to drop
a shrimp into his drink.
PAUL
(turning)
Excuse me....
(looks her name tag)
Uh,...Shanna?
SHANNA
(apologizing)
Oh, I'm so sorry... I...just...

65.
PAUL
(putting on his most
sincere look)
That's okay.
He pulls the shrimp out and then plops it back in.
PAUL (CONT'D)
Well, I hope he remembers how to
swim.
SHANNA
(taking a napkin)
Permit me...
(wiping his tie)
If you don't take care of it right
away it might stain.
She tries to take his drink away.
PAUL
(inebriated)
Don't worry, he won't drink very
much... Besides, we could ALL go to
my place and do it right.
SHANNA
(playing along)
I'm drunk... But, not THAT drunk.
PAUL
(kidding)
... I was just checking you out...
I mean,... checking out, that is
... your consciousness-index.
SHANNA
(suspicious)
Conscious what?
PAUL
(not making sense)
When one is at one of these type of
events, it's always necessary to
separate the men from the ... youknow-what-I-mean.
SHANNA
(feeling put down)
I don't.
PAUL
(obviously drunk; brash,
bold) (MORE)

66.
PAUL (CONT'D)
Well, isn't this where all the
petting goes on?
SHANNA
(insulted)
I beg your pardon... Where did YOU
come from?
PAUL
(caring less)
Let's be honest...You look like an
intelligent and perceptive person.
Why are YOU here?
PAUL eases up closer to her, almost whispering in her ear.
PAUL (CONT'D)
I mean, you know these company
things are where all the ‘asssniffing’
goes on, don't you?
SHANNA
(moving away him)
Well, for your information, I am
WITH this company... This is OUR
suite, and all these ‘ass-sniffers’
are our invited guests!
PAUL
Pardon me... I just thought...
SHANNA
(taking the offense)
You know... You have the social
graces of a swine in heat...
PAUL
(overly formal)
I'm sorry. I'll admit... I've
partaken of too much libation and
severely overstepped my bounds. I'm
sorry I've offended you. I do tend
to become too familiar and
straightforward... But when it
approaches being base, I can
detect... And I can still pull
myself out of the toilet of shame,
salute smartly, and proudly drag
myself home.
WILL
(espying Paul; inching his
way forward)
(MORE)

67.
WILL (CONT'D)
There you are. I finally found
you...
SHANNA
(steaming)
Is this your ‘friend?’
WILL, unaware of what just happened, puts his arm around
PAUL.
-65-
WILL
He's simply had too much
excitement for one weekend. I'll
just have to tuck him into bed for
the night.
(beat)
Thanks for being too kind.
(tries to steady the
unsteady PAUL) )
This is one gladiator who's got to
hang up his spurs and cowboy hat.
WILL starts leading PAUL away.
SHANNA
(reconsidering)
Listen. You don't have to go. I'm
used to these things. I can
understand.
WILL
(embarrassed)
No, really... I should be going.
There's one more day of convention
and...
SHANNA
(sensing a difference)
Honestly, it's okay.
(shakes her head) )
I've been to so many of these
conventions... One would think I
take this all in stride.
WILL
(looks at the crowd)
I know what you mean.
SHANNA
(more at ease; a little
hesitant) )
(MORE)

68.
SHANNA (CONT'D)
...Would you, uh...join me for a
drink? I mean...I need some fresh
air and was wondering if...
PAUL is now leaning against the wall, falling asleep.
WILL
(looking at PAUL)
Listen... Let me take ‘Sir
Lancelot’ out to a cab and I'll
come back and meet you on the
balcony, okay?
SHANNA
(smiling; tired from a
long day)
Okay.
EXT. HOTEL - PAUL AND WILL
trying to flag down a cab.
WILL
What's wrong with you, Paul?...
What did you want to do? -- Pin us
with a bad reputation before we had
one? And what was that ‘You-don'teven-know-who-we-are
bit?’ Of
course she doesn't know who we are?
WE don't even know who we are. And,
I'm not even sure what we're doing
here.
PAUL
(gathering his wits; still
drunk)
Hold your horses, Will... Wait
just a minute. There's method to
my madness. Just take it easy...
Trying to keep himself straight, PAUL leans forward, facing
WILL, with one hand on WILL's shoulder.
PAUL (CONT'D)
(slurring)
Want to get behind closed doors,
don't you? You want to know all the
hot tips and latest plans and
thoughts of the business bigwigs,
don't you?
(beat)
Well, this is part of our "rapid
deployment" tactic.

69.
WILL
I don't understand...
PAUL
(swirling his words)
Getting to know secrets is an
art... And the most direct path to
the heart of secrets is through
relationships -- cultivating
comraderie -- being one of the
gang. We've got to get known, be
liked, and be invited to join the
gang -- meet the TEAM!...
(beat)
With the Boys, it's getting invited
to their hangout -- the club, the
golf course -- their favorite
‘Sports Bar.’ With women, well...
They're in it for the power and the
glory, too, except you've got to
follow a different scent...
(tapping his nose)
I mean... The way to THEIR
heart...
PAUL makes the "Peace Sign" with his nose between his
fingers, slowly opening and closing them so as to suggest
something sexual.
A CAB pulls up.
PAUL (CONT'D)
...Through the fork in the road...
Catch my drift?
PAUL (CONT'D)
Don’t worry about me, Will... You
just go back in there and take of
business. Nail down some
contacts...
(leering)
You might just want to ‘nail’ that
pretty girl up there. She looked as
though she could use a little
pounding...
(laughing)
-- If you know what I mean.
WILL is disturbed at PAUL's unmasking but can only go along
with it as he puts him into the cab.
WILL
Well, Paul... I'll just see you
back at the hotel.
(MORE)

70.
WILL (CONT'D)
I'll go back and hang out for a
little while. See you later.
WILL slams the door as the cab pulls away, watching PAUL
sitting in the back just smiling.
EXT. HOSPITALITY SUITE BALCONY - SHANNA
is leaning against the balcony corner, one arm crossed,
smoking a cigarette, staring out over the Las Vegas skyline
with reluctant anticipation.
A cool breeze is blowing. No one else is there. But, like
so many times before, SHANNA waits for that someone who could
be special.
WILL opens the sliding glass door with a drink in each hand.
SHANNA
(sees WILL)
I didn't think you'd be coming
back.
WILL
(shrugging his shoulders)
The night is young and I'm a
stranger in a strange land.
WILL offers Shanna a drink.
We SEE them silhouetted tight against the Las Vegas night
sky.
WILL holds up his glass in toast.
WILL (CONT'D)
We finally meet. Here's to life,
liberty, and the pursuit of
happiness...
For a moment, SHANNA's searching eyes ask the eternal
question.
SHANNA quietly smiles and follows with her glass.
FADE TO BLACK:

71.
EXT. HOTEL POOLSIDE - NEXT DAY - PAUL'S P.O.V. - BLACK
BLEACHES THROUGH to the GLARING WHITENESS of the morning
sunlight as PAUL, slowly wakes up, squints to a silhouetted
smiling human form that eclipses the brightness.
EXT. HOTEL POOLSIDE
A pile of convention brochures SLAP PAUL, a rumpled version
of the night before, on his midriff as he reacts, covering
his eyes with his arms while moaning and groaning from a
monumental hangover.
PAUL
( (pleading)
Oh, Lord... If you let me die right
now I promise never to drink
again... I feel worse than shit...
I feel like a screaming stream of
diarrhea begging to be shot.
WILL
It's not the Lord, Paul... It's
me...Will.
WILL, wearing swimming trunks and a towel around his neck,
sits on the lounge next to PAUL.
WILL (CONT'D)
Well, it serves you right. You
were disgusting out there last
night.
The expression of agony on PAUL's face clears as he grins and
gets up on his elbows.
PAUL flops down.
PAUL
I was?... Enough to be proud of
myself, I hope...
(sudden wave of nausea)
I... don't... feel... too...
WILL hands PAUL a business card.
WILL
Well, you better recover quick. I
SCORED... We've got a meeting with
TransAmerica Tech -- this
afternoon.

72.
PAUL
(looks at card)
These guys are in California --
Pasadena, our own back yard!...
But, who's ‘Shanna?’
(barely remembers)
she...? Was it last night ...?
(big grin)
DID YOU...?
WILL
Calm down, Fido. I didn't ‘nail
her to the wall.’ I just talked
about what we want to do and she
thought I had some good ideas...
AND their company, which has been
servicing the military complex with
their computers, is looking to get
into, of all things, the
entertainment industry... How about
that?
PAUL
(cynically)
But you didn't drop your drawers
and tell everything, did you?
WILL
Look, WE'RE supposed to be the
experts in the ‘Biz’ -- as far as
she's concerned. I told her how I
worked on all these movies. She was
impressed. We just need to get our
act together -- get it?
PAUL
(saluting)
Yessir.
PAUL sits up, sloppily tucking in his shirt.
Seeing WILL's seriousness, PAUL tries to give the impression
he's back in control.
PAUL (CONT'D)
You're right. We DID come here to
establish a business -- TO CREATE
AN OPPORTUNITY!? --To cut down the
trees, plow the soil, sow the
seeds, as it were.
(playfully punches WILL's
shoulder)
(MORE)

73.
PAUL (CONT'D)
I would say, compadre, that you
and I came here to lead these
corporate cows to new pastures --
Give 'em a whiff of that new green
grassland out yonder called
HOLLYWOOD. --THAT'S OUR MISSION!
PAUL finds his dark glasses, puts them on and crosses his
arms behind his head, leaning back onto the chaise lounge.
PAUL (CONT'D)
After all, YOU know it, I know it -
- be it business, politics, or
religion -- it's all SHOW BIZ,
right?? WE must MAINTAIN the
ADVANTAGE and CONTROL by NURTURING
their interest. --So THEY turn
their heads... We've got to doll up
our act -- make it look pretty --
so they get a hard-on for it...
THEN...
(winking and smiling)
WE step in and ‘father’ their
needs... It's all the fine art of
persuasion.
(pulls tight his tie;
energized)
You're right, Will... I've got to
shape up and get my act
straightened out...
PAUL interrupts himself, ogling lustfully at the far corner
of the pool.
PAUL (CONT'D)
Speaking of straightened out, look
at those two feline maidens over
there.
WILL turns to look across the pool.
We SEE two shapely women in bathing suits engaged in lively
conversation.
As the woman whose back faces WILL and PAUL spots another
girlfriend in the distance, she turns, taking off her dark
glasses, to wave.
WILL
(surprised; under his
breath)
...Shanna.

74.
WILL turns around quickly to usher off a still-dishevelled
but unsuspecting PAUL before he's noticed.
WILL (CONT'D)
Come on, Paul... Just go on and
rest up for this afternoon. I'm
going to try to swim off last
night's party alcohol...
PAUL
(still hung over; mocking)
But Daddy said I could stay out and play..•
(trying to stand up)
Oooh... Stop the world, I want to
get off... I promise to be a good
boy...
(getting serious)
Okay. I'm gone. Call me a half
hour before we gotta go. I'll be
down, front and center.
PAUL walks off, grimacing with each step... while WILL turns
to see if SHANNA spotted them.
EXT. HOTEL POOLSSIDE - SHANNA
having noticed nothing at all, continues her conversation
with TAMMY, an alluring but conceited co-worker.
TAMMY is carefully studying her face and hair with a small
mirror, checking for any imperfections.
TAMMY
Shanna, did you get any sexy leads
last night?
SHANNA
(flippant; facetious)
Well, there were your usual bunch
of smooth-talking, slick-sailing,
cleavage-groupies trying to be Mr.
Personality -- with their
surgically-sewn smiles and their
"power" ties..
(beat) (MORE)

75.
SHANNA (CONT'D)
And then I met some serious, tightassed,
stone-sober, stiff-necks,
firmly focused on making the dollar
deal of the century, but willing to
settle for one tenth of one percent
of ANY market share that brings in
positive cash flow in thirty to
sixty days or the third quarter of
this year of our lord..•
TAMMY
(more interested in
herself)
Gee, Shanna, are we in the same
business?...
(beat)
I met this guy -- a great talker --
he wants me to fly out to Atlanta
to do our, as he called it, ‘dog
and pony act’ for his corporate
officers. He thinks I might be able
to convince them to buy ten
systems.
SHANNA
(cynically; sensing a con
job)
Oh yeah. Who'll be the dog and
who'll be the pony?
TAMMY
Oh, Shanna, I don't think that's
fair. There's a lot of nice guys
out there.
SHANNA
(more sincere)
That's true.
(beat)
I guess I'm getting tired of being
on the road so much, living out of
a suitcase, sleeping on planes or
in hotels slept in by .thousands of
other bodies... I don't even see my
REAL friends -- if they still
exist...
(beat)
But most of all, I just can't
relate to the people in our
business anymore. I don't feel
relaxed like I used to.
(MORE)

76.
SHANNA (CONT'D)
They all look the same: confident,
sincere, and sharp as a pinhead --
sometimes even articulate and real
persuasive -- but I know what their
aim is: To SCORE! WHATEVER!... And
most of them aren't even THAT
honest...Or those who ARE use THAT
as a tactic...
(mimicking herself)
...Gentlemen, you see before you
the best thing since sliced bread
and whitewall tires. IT slices, IT
dices, it'll even shine your
shoes... But that's not ALL...
It'll calculate, mutilate,
flagellate... It'll mesmerize,
polarize, sanitize...
(beat)
...But most of all, if you close
that deal TODAY, WITH WHAT YOU
SAVE, your BMW is ONLY an ARM'S
REACH AWAY!
SHANNA and TAMMY laugh.
SHANNA (CONT'D)
(calmed down)
You see, Tammy, you just started.
You're like a kid in a candy store -
- I was.
(change in tone)
We ALL want to ‘GO FOR IT!’... ‘GO
FOR THE GOLD!’... That's what we're
after, isn't it? Fame and fortune?.
I just keep asking myself ‘Why
not?!’...
(sighing)
What else is there?...
(beat)
It's just that to sell, you've got
to BE sold -- or brainwashed. In
any case, a TRUE BELIEVER... And
I'm not a true believer anymore.
TAMMY
I'm not brainwashed. I just want
to have fun.
SHANNA
(mocking)
Don't we all. I did -- for the
first couple of years at least.

77.
TAMMY
Golly, Shanna... Maybe you should
take a vacation... I know a great
place in the Bahamas... There's a
Club Mod there -- with tennis
courts, horseback riding, and a lot
of neat guys.
SHANNA
(calmed down)
Well,... for now I think I'll just
cool it in the pool..•
SHANNA gets up and dives into the pool.
CLOSE-UP ON POOL - SHANNA
underwater and on a collision course toward another swimmer.
They bump and come to the surface...
It's WILL SHANNA’s crashed into.
SHANNA
Will!... I'm sorry... Geez, I have
a funny way of bumping into you
guys.
WILL
Yeah. We can't go on meeting this
way.
(beat)
Are you staying at this hotel too?
SHANNA
Yeah. That's why I offered to meet
here in the lounge with our
president. --You WILL be coming,
aren't you?
WILL
Of course!
Their conversation leads them out of the pool, back to where
SHANNA was sitting.
TAMMY
(eyeing Will)
Well, Shanna...You said you going
to take a dip in the pool, not go
fishing.

78.
SHANNA
(deflecting the comment;
grabbing her towel)
Tammy, this is Will. Will, this is
Tammy, one of our sales force.
TAMMY, finding WILL attractive, tries to discreetly strike a
more sensual pose as she extends her hand to shake.
WILL
(receptively; to Tammy)
What is it that you sell...
(looking; smiling)
SOFTware or HARDware?
TAMMY
(alluding to herself)
The WHOLE system.
SHANNA
I think what Will is asking is
‘what is it that you do do?’
TAMMY
(looking first to Shanna,
then to Will)
Actually... I sell spare parts...
You know, whenever something breaks
down?
WILL
(jesting)
I see... You help bring up the rear
-- I mean, you're part of the
support system, right?
TAMMY
Yeah, right...
(trying for continuous eye
contact)
So, what is it that YOU do do?
WILL
(captivated)
I work in show biz.
TAMMY is more enthusiastic, yet, and, without blinking,
manages to maintain eye contact.
TAMMY
You DO!... How exciting!... I
always wanted to see what happens
behind the scenes.
(MORE)

79.
TAMMY (CONT'D)
Do you think someday, maybe, I
might be able, you know, to come
visit on one of your movie sets?
WILL
(feeling put on the spot)
Why,... uh... sure. But, I'm not
working on anything at the moment.
I'm kinda on ‘hiatus,’ you know?
TAMMY
What brings you out here?
SHANNA
(to Tammy)
Will's here to propose some new
business opportunities for our
company -- in computer graphics...
We're meeting this afternoon.
TAMMY
Oh, wow. Could I sit in?
(serious; mocking) )
...I mean, I'd really like to
support this effort.
WILL looks to SHANNA for her answer.
SHANNA cannot figure out why she feels intimidated, cornered,
and confused.
SHANNA
I don't know... I mean... I
guess... Why not?
TAMMY looks at WILL, contemplating the possibilities.
WILL looks at SHANNA, and SHANNA is trying not to look at
anything at all...
INT. HOTEL LOUNGE - AFTERNOON - PAN
luxuriously-appointed, sunken lounge area, off to one side of
the hotel.
PANNING slowly into view, we SEE SHANNA and TAMMY sitting on
each side of three men, corporately-attired in their threepiece
suits, listening as the CONTINUING PAN reveals WILL, in
a sports coat and tie, and PAUL, in his blue blazer, open
collar shirt and topsiders without socks.

80.
PAUL, finishing his part of the pitch, pushes up his sleeves,
gesturing with his hands, appealing to their sense of
confidence by gradually leaning forward and lowering his
voice, as if to be personal and intimate.
PAUL
... We're talking about taking offthe-shelf
hardware, already tested
and proven, and adapting it to
these entertainment applications...
(beat)
So what we have here, gentlemen, is
the UNIQUE opportunity to enter on
the ground floor, from the word go.
(beat)
Not only would we corner the market
share, but I don't have to tell
you, sirs, what taking this lead
position will command in terms of
FUTURE directions like...
(seeming spontaneous)
--Like home entertainment...
PAUL leans back in his seat, confident of his control.
PAUL (CONT'D)
Actually, friends, my colleague and
I would probably prefer to call it,
‘PERSONAL entertainment.’
The corporate officers, whose initial expressions of
suspicion have been disarmed by Paul's appeal to their
imagination, look at each other with approval.
WILL, less sure of himself, sits nervously as he considers
the degree of commitment PAUL has put them in.
PAUL (CONT'D)
(still in gear) )
You see, -- if I may be frank --
it's a real zoo out there in
technology land. Video, film and
computer people are confused. --
They don't understand each other.
But what WE intend to do is take
these apples and oranges and CREATE
AMBROSIA...
(beat)
Up until now there hasn't existed a
company that naturally bridges
these differences. WE ARE that
company. We sit at the
crossroads...
(beat) (MORE)

81.
PAUL (CONT'D)
Being based securely in the
entertainment industry, between
Will and I, we speak ‘the
language.’ --And, we're wired to
the experts. So, we can always get
an opinion from those most
intimately involved in any crossfire
or new innovative
considerations. --And we HAVE!... --
We are building...we are moving
quickly into computer graphics and
artificial scene animation. And we
seek partners to complete this
formidable effort...
(beat)
So now I turn to you, gentlemen, to
consider, if you will, this
business opportunity as a challenge
--for GROWTH...
(beat)
The timing is right and we'd love
for you to have a crack at it.
With the exception of WILL, everyone is charmed by PAUL's
beguiling enticement.
WILL pulls himself out of his seat, into which he had sunk,
and tries to assume a more professional posture as he looks
at his watch.
Looking convinced and pleased, the eldest of the three men
stands up as the rest follow, immediately encircling PAUL,
omitting any space for WILL.
Favoring PAUL as the strongest of the pair, the ELDEST MAN
extends his hand to shake with PAUL.
ELDEST MAN
I have to admit Paul, I'm delighted
to hear such a refreshing and, if
you will excuse the expression,
ballsy presentation... And, I'm
impressed and surprised at how much
sense it makes. I look forward to
seeing this on paper.
WILL keeps trying, to no avail, to somehow get into the
circle.
WILL looks at his watch.

82.
WILL
(clearing his throat)
Ahem...
(swallowing)
Well....
(looking at PAUL) )
We DO have another engagement and
we should be getting along.
After a questioning look, PAUL realizes that there is no such
meeting and goes along with the suggestion.
PAUL
Yeah... If you could just send us
some slick sheets on your products,
we'll prepare a profile report
detailing the ‘big picture’ for
your perusal..•
WILL
(finally getting into the
circle)
Yeah, but FIRST We've got QUITE A
FEW call-backs and presentations to
make when we get back to L.A.
INT. APPLIED ENTERTAINMENT TECHNOLOGIES OFFICE - CLOSE-UP -
PAUL sits by the phone, his head perched on his hand, waiting
for the phone to ring.
WILL (O.S.)
(disturbed)
I STILL can't understand why you
committed us to so much!
We're hardly organized and NOW
we've got to come up with a
BUSINESS PLAN about stuff we're not
even sure of...?
PAUL
(looking into distance)
Hold on to your shorts, Will. It's
part of the strategy. We can
handle it.
PAUL and WILL, arms full of construction materials and
notebooks, dump the load onto the floor.

83.
WILL
And what's all this bullshit about
‘CONTROVERSY,’ ‘WIRED TO THE
EXPERTS,’ and ‘WE SIT AT THE
CROSSROADS?’...WHAT controversy?
...Wired to WHAT experts? ...And
WHERE are all these OTHER companies
that we're supposed to be meeting
with?
PAUL, concentrating on some internal thoughts, ignores WILL.
PAUL places all his collected business cards into neat rows
and columns on the desk, like playing solitaire, trying to
figure out some scheme.
PAUL
(shaking his head)
I don't get it. No one's calling.
You'd think I'd --I mean, we, would
get SOMEthing.
In the background, on his side of their newly-fabricated
glass-top desk -- piled with files, papers, and brochures
-- stands a hurried WILL, making enough room to finish
putting together a picture frame.
WILL
Well, are you ready to help me
out?... I've got the rubber cement
drying on our table cabinet so we
can finish it off with the formica.
PAUL, tapping his teeth with a pencil, not really paying
attention to WILL, is thinking out loud.
PAUL
I should make a list of all the
leads, call them up, and find out
what makes their balls itch.
WILL crosses PAUL, on his way out of the room.
WILL
(peeved)
Hey, Paul... Come on!
EXT. AET OFFICE - INT. ATRIUM OF OFFICE BUILDING - WILL
is putting the sheet of formica on the glued surface and
getting ready to use the router to cut the excess off the
table top.

84.
PAUL comes out, excited and trying to persuade WILL in a
congenial way.
PAUL
I think I've come up with the game
plan... Now, I can stall
TransAmerica Tech for as long as
you need. I can get on the horn and
start calling around town for some
legitimate opinions to back us up.
WILL
(interrupting)
Wait a minute. Why T.A.T.?
PAUL
(affably)
They're the only ones who've really
nibbled so far... And...
The phone starts RINGING back in the office.
PAUL jumps to the sound, taking a few steps toward the
office, then coming back, amiably squeezing WILL in the back
of his neck and running off.
PAUL (CONT'D)
(calling back)
I'll bring you up to speed later...
Don't worry, it’s gonna WORK!
WILL stands still, router down by his side, looking at PAUL
disappear, then turns to see the work that has yet to be
done.
A SHORT TIME LATER
From the inside of the office, and FRAMED BY THE OPEN DOORWAY
and Paul's crossed legs on top of the desk, WILL is viewed
dragging the large table cabinet up to the doorway.
PAUL, carrying on, on the phone, leans back in his chair.
PAUL
Yes, indeed...
(listening)
Why, of course...
(listening)
I certainly think it's a genuinely
noble idea.
PAUL cups the phone and looks to WILL while contorting his
face.

85.
PAUL (CONT'D)
(barely whispers)
Bullshit...
(continues on the phone)
Our sources don't really want ANY
of this to be known, quite
honestly.
PAUL looks at a puzzled WILL with an exaggerated expression
of certainty.
Watching PAUL rocking back and forth in his swivel chair,
WILL looks off to one side, stares blankly for a second and
sighs.
In resigned detachment WILL walks over to his side of their
desk, quietly gathering up some papers and notebooks.
PAUL, snickering and chortling, continues to talk on the
phone now with a more folksy tone.
...I thought I detected a hint of
the Midwest in your voice... My Dad
had that same sort of ring to
words. --Yeah, I remember...
(covers phone, turns to
Will)
Just a minute...
(beat)
Hey, Will --You're SURE it's okay
to come to your dad's fiesta
tonight?
WILL tries not to show how demoralized he feels.
WILL
Sure. I invited you, didn't I.
PAUL, barely senses something wrong, but is still charged up
from his phone conversation.
PAUL
Do you think -- I mean -- would it
be imposing if I brought some young
lady?
WILL
(a little too forcefully)
Of course not.
Without making a sound, PAUL mouths the word ‘thanks’ and
gets back into his conversation on the phone.

86.
PAUL
I'm sorry. Now, where was I..?
WILL grabs his familiar book bag, turns and heads outside,
not bothering to look back.
WILL
See ya later...
DISSOLVE TO:
ANGLE ON WILL'S CAR - WILL
caught in the usual downtown freeway gridlock.
There are ‘post-it’ notes stuck all around the inside top
edge of his windshield.
Feeling discouraged, and getting restless with the frozen
freeway traffic, WILL turns on the RADIO for some diversion.
A song that's on the air (something like Elton John's
‘...someone SAVE MY LIFE TONIGHT’) reminds him of Cathy as he
stares down for a moment.
As the traffic seems to be getting nowhere, WILL squeezes his
way to an off ramp, taking a detour.
The song CONTINUES through the next scene.
INT. LARGE DOWNTOWN OFFICE BUILDING LOBBY - DAY - WILL
is standing to one side at the top of some escalators. He is
peacefully motionless, quietly looking down to the bottom of
the escalators.
Slightly beyond the foot of the escalators is a FLOWER CART,
filled with an assortment of bouquets and flowering plants
strategically placed to greet the descending business people.
Behind the carts stands a visibly pregnant CATHY, tending to
the routine care and maintenance of the arrangements.
WILL simply looks and stares, fondly and tenderly, as he's
intermittently interrupted by the persistent flow of
indifferent foot traffic, maneuvering around him, all in a
hurry to get somewhere.
Suddenly, from beyond the flower cart, walking briskly into
view is someone who must be Al, Cathy's husband. He hugs and
kisses her on the forehead.

87.
WILL closes his eyes, takes a deep breath...(SONG ENDS).
FADE TO BLACK:
INT. VICKY'S CAFE - EARLY COLOR FILM TONES - A PAST
CHRISTMAS TIME - EVENING
The cafe is half decorated with colorful lights already
glowing. In the background, on top of a shelf, is a small
manger with a Nativity scene. Christmas cards are pinned all
around the walls.
There are plenty of customers, as always, enjoying Mexican
morsels being served, as well as the equally famous hot dogs
and hamburgers.
But now there is an extra shift that helps out in front and
behind the counter.
VICKY is standing on a ladder stringing up ornaments and
garlands across the top of the doorway. She's humming to the
Christmas music coming from the RADIO.
EXT. VICKY'S CAFE - ED AND NENA
drive up in a late-model Studebaker convertible, with the top
down, some gifts and a small Christmas tree in the back seat.
ED honks the horn, as NENA, his new wife, waves.
ED
Mama... Mira... Look what we
brought.
VICKY
standing on a ladder, at the inside front entrance, facing
the street, looks through her up-stretched arms while hanging
some mistletoe.
VICKY
Oh, que bonito! For the cafe?
ED pulls the tree out from the back seat.
ED
For the "Home of the Original."
VICKY
(looking around)
Where do we put it, Mijo?

88.
ED
(looking around)
Why,... on top of the jukebox.
ED walks over, places it on top and steps back.
VICKY
It's beautiful!... You know, this
will be our first Christmas since
Papa died.
(beat)
I wish he could be here to see your
pretty new wife.
NENA blushes as she grabs a couple of small presents from the
of the car.
NENA
(walks over and hugs ED)
But he IS. Some things are always
with us -- in our hearts...
(beat)
When I was a nina my Mama used to
tell me, “There are three forces
you can't live without -- Faith,
Hope, and Trust...
(beat)
They give us the power to go
‘adelante sin miedo -- sobre tierra
firma'..."
VICKY
(climbing down the ladder)
Your mama has told me that too.
Angelita calls them the three
‘puentes.’
NENA puts the presents down on the table.
NENA
Yes. Bridges that make us human,
and lead us to love...
(beat; from memory)
...Faith is the bridge to the
Almighty; hope, the bridge to the
future; and trust, the bridge to
our fellow man...
ED
(looking at the sky)
...Look at the stars... What a
beautiful night. You can almost
see forever.

89.
-86-
ED reaches for NENA, taking VICKY's hand as well, as they
walk further outside, looking up into the sky, faces fixed
gazing into the infinite ceiling.
NENA
(as though reading from
the stars)
...Without faith, man is hollow --
empty and without a soul...
...Without hope, we cannot discover
and grow... And without trust,
there can be no bonds, only
suspicion and war...
The three stand still for a moment.
INSERT - GUS
their new chef-in-command, calls out from behind the counter.
GUS
Vicky... We're running out of Chile
Colorado!
BACK TO SCENE
ED
(turning)
We better go help or we might have
some real war on our hands.
INT. VICKY'S CAFE
ED gets behind the counter to help GUS while VICKY goes out
back to prepare some more chile colorado and NENA plays
waitress.
DIAGONAL WIPE
TO:
LATER THAT EVENING
Two older teenagers, GILLIE and BETO, enter and take seats at
an empty booth. Although both are somewhat baby-faced, they
are both clad in the typical "pachuco" zoot suit attire of
blousy pleated pants tapered at the cuffs and wingtip shoes..

90.
Gillie sports a long watch chain and a dark, long sleeved
shirt. Beto's black shirt is buttoned at the neck and tucked
out with the sleeves rolled up revealing a tattoo with ‘Los
Vatos Locos’ written on his left forearm.
ED walks over to take their order.
ED
Gillie, Beto... How's it going?.
Both look rather cheerful.
GILLIE
-Orale, Eddie... All right.
ED wipes the table and takes a pencil out from behind his
ear.
ED
What can I get you? Y Tu, Beto,
your regular machaca burrito?
BETO
(head and shoulders
nodding yes)
Sounds good to me... And some cafe,
please.
GILLIE
Me, tambien, Eddie.
ED
All right. Coming right up.
Meanwhile, at the counter, NENA has just taken an order from
two customers and she turns to Gus who is working the grill.
NENA
Gus, hasme dos de Colorado y dos de
verde, por favor.
Steam is coming off some machaca GUS has just flipped over as
he wipes his hands on his white folded-at-the-waist apron.
GUS
Si, bonita, you got it.
From the outside now stride in three slightly intoxicated
pachucos, MANNY, PEEWEE and QUITO, all three members of a
local gang: El Hoyo. They are a bit mean looking but,
nonetheless, not looking for any trouble, just a good meal.
They take -seats.

91.
NENA spots them and recognizes MANNY. PEEWEE gets up and goes
over to the counter.
PEEWEE
Ese... Give me a beer.
-Ill-
MANNY
(yelling from b.g.)
Make that three.
GUS
(looking at Peewee)
Do you have an I.D.?
MANNY
(calling from his seat)
He's okay, Ese, he's with me.
GUS
(not knowing Manny)
Oh, yeah...So WHO are YOU?
Manny, provoked, stands up, followed by Quito.
MANNY
I'm a camarado of Eddie.
Manny looks over to a booth where Ed is taking an order.
MANNY (CONT'D)
Hey, Eddie... Tell this hombre to
lay off mi familia.
Ed, not having noticed the commotion, turns, only to be
confused as to what is going on.
GUS
(annoyed at their
arrogance)
This vato wants a beer and the punk
doesn't have an I.D.
PEEWEE
(taunting)
Yeah, pues... I left it at my
jefita's. Peewee looks back at
Manny and Quito, smirking.
ED
(disarming the situation)
It's okay, Gus. I'll take care of
it.

92.
Ed walks over to the gang.
Ed looks at Peewee.
-112-
ED (CONT’D)
How you doing, Manny? Your papa
came over to eat yesterday. He
said you'd be getting out of jail.
MANNY
(sitting down)
Simon, pues, I haven't seen him
yet... We're sorta celebrating...
You know, getting out of the can,
sabes?
ED
(looking at Quito)
How 'bout you? You twenty-one?
QUITO
(being a smart aleck)
Simon, carnal. I'm his uncle...
MANNY
(interrupting; to Quito)
Hey, Ese... Lay off my man -- No te
haces vavoso, carnal --Eddie is
good people...
(turning to Ed)
Quito's legal...
Manny, wrapping his arm around Quito's head, squeezes...
MANNY (CONT'D)
...Why I'm nearly two years younger
than this old man.
ED
All right. I believe you.
(looking around)
For getting out of the "hoosegow":
the beers are on the house... --
Welcome back, Manny.
MANNY
Orale!... I think I'll order tres
burritos colorados, tambien.

93.
ED
(writing down the order on
his pad) )
You got it, butch.
As Ed walks away, Manny spots Gillie at the far booth, gets
up and saunters over.
A surprised Gillie, seeing Manny, caught off guard, doesn't
know quite what to do.
MANNY
(with mild distaste)
Say Gillie, I thought I'd catch up
to you here, sooner or later...
(beat)
So, I hear you're thinking of
joining Los Vatos Locos, eh?....
You know they don't like us on
their side of town... And we don't
like them on ours...
(beat)
And your sister said you told her
not to go out with me now that tu
familia has moved to the south
side...
(beat)
Are you saying that I'm not good
enough for her? Or is it because
you're loyal with those "pinchis"
VL's?
BETO
(taking the offense)
Hey, Ese. --Fuck You.
MANNY
(looking at Gillie)
Who is this boy scout -- Your
guardian angel?
BETO
Listen, Ese... Don't go talking
about Los Vatos Locos... Or, some
ass is going to be kicked.
MANNY
(reaching for his
switchblade)
With all that ass-kicking, there's
BOUND to be a lot of cutting and
slicing going on...

94.
As Manny fixes to pull out his switchblade, Ed's hand
appears, stopping Manny from doing anything.
ED
(with disarming
cheerfulness) )
HERMANOS, here are your beers.
MANNY
(looking at Ed)
I'm sorry, Eddie... I forgot where
I was... I'll be cool.
GILLIE
Listen, Manny, don't get me wrong, Ese... I don't want any
bad blood between us... I just want a truce with El Hoyo and
Los Vatos Locos before things get out of hand... Sabes?
ED
(looking at Manny)
Gillie's your camarado... I
remember when you two chavalos
would help me sweep out this
place... You shared everything...
You shouldn't forget that...
Blood's thicker than water...
Besides, Manny's here to celebrate,
man...
(looking at Gillie)
Are you ready for a beer... How
about two?
(looking at Beto; at
Gillie)
I'll get two -- on the house.
Gillie reaches over and squeezes Beto's cheeks.
GILLIE
Calm down, carnal... No te rizas
tus pelos... We're just having
fun... This is a place where gente
come together -- Our sacred zone.
There is BOOGEY WOOGEY MUSIC on the radio.
ED
(returning with beers)
Here you go...
Gillie pours some beer in a glass and hands it to Ed.

95.
GILLIE
Here, Eddie...take this.
(turning to Manny)
Now that you've done your time, I
AM happy to see you back, Carnal...
Welcome back to the jungle...
Here's to you...
(turns to Eddie)
And to you... To your casa, comida,
and corazon.
ED
Thanks, but save some of your
celebration...We've just started
plans for a new "Home of the
Original" -- Down the street -- And
maybe this time next year we'll be
celebrating Christmas there.
To which they all clink their beers.
DISSOLVE TO;
INT. VICKY'S RESTAURANT - FULL COLOR - PRESENT TIME - EVENING
Similarly held beers... This time it's Stan, Max, and Ed
about to toast to the anniversary of the restaurant.
STAN
(calling)
Hey, Will... We're waiting for you,
pues.
Will sits at the counter, quickly scribbling his last
thoughts down onto a napkin.
WILL
Okay, okay...
Will stuffs the napkin in his pocket, gets his beer from
Stan, and assumes his spot in the circle.
They all cheer, toasting, as PULLING BACK reveals the
restaurant and its simple but festive decorations, and an
assortment of people, young and old, seated about, eating and
taking part in the anniversary party.
ED
(kidding)
Did you hear about the MEXICAN
computer company that was just
bought?

96.
WILL
(surprised; a little
serious)
No. What company is that?
ED
It's the "Burroughs Computer
Company," get it..? "Burros"..?
(laughing)
The only problem is... the
computers refuse to work.
WILL
(shaking his head;
smiling)
I should have known.
ED
(turning to Stan)
I was hoping you might bring your
band and play for us, Stan.
Stan is sporting another custom t-shirt, with "EastLA" on it.
STAN
I would have, but we're playing up
in San Francisco -- I flew down for
the celebration... But I'd be glad
to get the jukebox going -- that
is, if Will helps me read some of
titles.
Sure.
WILL
They walk over to the jukebox.
WILL (CONT'D)
Listen, Stan... I'm sorry we didn't
go on our tequila run last week.
I've just been busy up to my
eyeballs with this AET and all...
I'm almost out of money, and really
no accounts in sight...
(beat)
I promise... We'll go this weekend.
(sigh)
I just don't know who I'll be
taking.

97.
STAN
(confidently)
I don't know, either, buddy, but I
think I can narrow the field to two
for us if need be.
WILL
Fantastic! --Which two of your
screaming fans?
STAN
-- Better than your standard
models... Fully-equipped, balanced
and blueprinted -- And
aerodynamically impossible.
Both laugh as they start searching the jukebox record list.
EXT. VICKY'S RESTAURANT - NIGHT - ANGLE ON PAUL
driving up in his sports convertible. He parks behind Ed's
Studebaker. In b.g. we HEAR the first musical selection
beginning to play.
Paul jumps out of his seat, hurries to the passenger side and
opens the door for his date -- Shanna.
PAUL
Don't worry if this doesn't look
like the best side of town. I'm
sure, from what Will says, that all
the local thugs and murderers have
called a truce for the night...
This little hole-in-the-wall is
supposed to be a pretty well
respected place -- Who knows...
(approaching the door)
Just stay close to me, baby...You
never know what's going to happen
when you get a bunch of Mexicans
together.
SHANNA
(a bit nervous)
Are you sure it was okay for me to
come... I mean... I don't even know
anyone.
PAUL
Relax.
(escorting Shanna through
the door)
(MORE)

98.
PAUL (CONT'D)
We'll hang out here for awhile,
then on to BIGGER and BETTER
things.
INT. VICKY'S RESTAURANT
Paul leads Shanna through the crowd to the counter where Ed
is cooking some fresh food. Will is nowhere to be seen.
PAUL
Excuse me... Sir, are you Will's
father?
ED
(turning around)
Why sure. Welcome. Are you a
friend of Will's?
PAUL
Yessir. I'm Paul, his partner in
AET... This is Shanna.
ED
Mucho gusto, señorita.
(looking at Paul)
My, is she your beautiful wife?
SHANNA
Oh no, we're not married.
ED
(kidding)
Why not?
Ed laughs. Shanna, not knowing how to take it, smiles shyly.
PAUL
(peering over to the
stove)
What ya cooking there?
ED
(stirring the large pot)
It's called "paella."
PAUL
(ignorantly)
You mean, fancy Mexican rice.
ED
(politely)
No, actually it's not Mexican at
all -- It's Spanish.
(MORE)

99.
ED (CONT'D)
It's made with saffron, rice and it
has shrimp, squid, chicken,
sausage, peas, et cetera, et
cetera...
SHANNA
(intrigued)
Gosh, that looks good. But, don't
you follow any recipe?
ED
No, mama. I use the old mouth
taste-o-meter. Let me show you.
Will's father demonstrates by dipping a clean large wooden
spoon into the pot, selectively gathering a sampling of the
paella, blowing the morsels cool, and giving it to Shanna.
Taste it.
ED (CONT'D)
Shanna smiles... Hesitates, blows a little on the spoon, then
takes a nibble.
SHANNA
Mmmmm... This is GOOD!
She continues to eat more from the spoon.
Ed uses his finger to outline the smile on Shanna's smiling
face.
ED
See -- It's easy. When the meter
looks like this, the paella"s done.
PAUL
(feeling upstaged)
So much for tacos and tamales, huh?
Shanna looks at Paul strangely.
PAUL (CONT'D)
(looking around)
So where's my computer compadre?
ED
I think he went out back to get red
Chile.
PAUL
Red Chile... I thought all the
Communists were in Nicaragua...
(MORE)

100.
PAUL (CONT'D)
I better go help that brave young
man.
(looking at Shanna)
I be back.
As Paul makes his way through the crowd he bumps into Max,
dressed in his own festive version of old Mexican attire,
having fun stuffing his face with food.
PAUL (CONT'D)
(sarcastically)
Excuse me, do you speak English?
Max, mouth full, feels as though he's being put on and goes
along with it.
MAX
Si, senior. Me speake la Ingles.
Paul thinks he's getting nowhere.
PAUL
Do you know where a person can get
a beer around here?... Cer-VE-za?
MAX
(continuing to play along)
Oh,... Cerveza...Si, alla... Around
back.
PAUL
(doing a doubletake;
talking to himself)
Is THAT where all the Communists
are hiding out.
MAX
(breaking character)
COMMUNISTS?! What Communists? This
is no revolution, it's just a
party.
INT. BACK ROOM - VICKY, ANGELITA, & NENA
all helping each other, preparing handmade flour tortillas, a
special treat.
WILL is stirring the pot with the red Chile while STAN adds
diced cheese to the beans also on the fire.

101.
STAN
SUBTITLES
(To ANGELITA)
Yo hago Chorizo con huevos I make chorizo with eggs
con papas. Muy sabrosos! and potatoes. Real tasty!
ANGELITA
No me digas! Y haces el
chorizo de principio?
STAN
(struggling)
Yo compre el chorizo de
mi uncle’s marqueta.
WILL
Y tambien pone cilantro
revuelto con los huevos
y chorizo y papas.
ANGELITA
Ah, que bien.
You don’t say! And do you
make the chorizo from scratch?
SUBTITLES
No. I bought the chorizo
from my uncle’s market.
SUBTITLES
He also scrambles cilantro
with the eggs and chorizo
And potatoes.
SUBTITLES
Ah, that’s good.
Vicky and Nena sit working, amused with the conversation.
NENA
(teasing)
Your Spanish is pretty good,
Stan... It's almost better than
Will's.
STAN
It helps to have worked at my
uncle's grocery store.
NENA
I still remember what you taught
me... Do you remember what this
means, "Arigato gosaimas,
conichiwa?"
STAN
(faking; joking)
Sure. It means, "Let's hurry up so
we can eat."
Everyone laughs, even ANGELITA, who's not sure if she got it.
At that moment PAUL comes into the back room, beer in hand.
PAUL
THERE you are. I thought you might
be back here with the food
conspiracy.

102.
WILL
(still slightly peeved;
neutrally)
Hey Paul, you made it... Everybody,
this is Paul... My partner in
crime.
PAUL
(doing his best to be
socially elite)
Pleased to meet you all...
(looking around at the
modest work area)
My, what a nice arrangement you
have back here... It's always nice
to see the old American
enterprising spirit in its rawest
form... And with a little of the
ol' elbow grease -- who knows --
before you know it there'll be
little taco stands all across
America.
Nobody gets his joke.
PAUL (CONT'D)
(feeling out of place)
Well... I don't want to interrupt
anything...
(turning to WILL)
But, could I just speak to you,
Will?
WILL
(wiping his hands)
Sure.
WILL and PAUL walk off.
PAUL
Look Will. I just wanted to come
down, be part of this memorable
event, and blast off, okay?
WILL
Sure, but I thought you were
bringing someone.
PAUL
(brightening up)
I did. She's over there, with your
dad.

103.
WILL looks, his expression turning to shock to see SHANNA and
ED in animated conversation.
WILL
Why the HELL did you bring HER?
She's not supposed to be here. If I
would have known you were going to
bring Shanna I would have said no.
(beat)
You had no right to bring her into
MY private life!
PAUL
(diplomatically)
I'm sorry, I'm sorry, okay?! I
thought we'd only drop by for a bit
and say hello... She doesn't know
it, but we're really on our way to
MY place, anyway...
WILL
(with mixed emotions)
Oh, yeah. And what if she doesn't
like the way you NAIL her?
-- You'll blow the whole deal!
PAUL
(firing back)
Hey, man... I can drive stickshift...
What's wrong with you!
WILL
(moving towards SHANNA and
his Dad)
Forget it. I just didn't think you
were her type.
(trying to recover)
...Shanna! I didn't know you were
coming... Welcome.
SHANNA
(enchanted)
Hi, Will. I didn't know your
father was a chef... Your dad's a
real artist!
WILL
(irrationally upset)
Sounds good -- Whatever gets you
through the night -- Right?...
(turning to his Dad)
Dad, I'm sorry but... I've got to
take off... I've got a lot of
catching-up to do.

104.
Will rushes off, not saying good-bye to anyone, leaving
everyone stunned, particularly his Dad, who is confused and
disappointed.
EXT. VICKY'S RESTAURANT - NIGHT - WILL
exits.
MAX is standing outside with a friend and spots WILL. He
starts to walk toward WILL and then rushes to his car.
MAX
Will, where are you going? You're
not leaving, are you? I've got your
God of Plenty. -- And you know
what? It worked... It worked!
As WILL gets into his car. MAX is SEEN getting the ceramic
curio from the inside of his beat-up Plymouth Valiant and
racing toward WILL's car.
MAX (CONT'D)
(yelling)
Wait, Will... Wait...
The headlights from WILL's car turn on as he speeds off
leaving MAX a short distance behind slowing to a halt.
MAX (CONT'D)
(holding the curio up in
the air)
Will! I've got your...
(to himself)
If you're going home, I hope you
don't freak out with what I've done
to your remote control.
ANGLE ON WILL - TRAVELING
WILL's intensity is evident by the way he is driving. With
the radio blaring. WILL changes stations until he reaches a
DJ at his favorite radio station.
D.J. (O.S.)
...Where all the hits we play are
the "CLASS-HITS!"
"AMERICAN WOMAN" starts playing as WILL winds around the
highway.

105.
INT. WILL'S APARTMENT - SAME NIGHT - WILL
enters. He goes to the refrigerator to get a beer. (The
song is still HEARD.) No one is around, but there are piles
of papers, magazines, folders on the table -- a modest mess.
WILL, discouraged and emotionally crushed, takes a seat at
his desk, peering over the everlasting piles.
On top of one of the piles is the box of pictures WILL gave
MAX for his birthday, the television remote control sitting
on top with a note taped to it.
INSERT - NOTE READING:
"I just couldn't keep your birthday gift to me, Will. I only
borrowed a few pictures for my collage art exhibit. But I am
eternally grateful that you would do this for me.
Thanks, Max.
P.S., I hope you like what I did to your remote control.”
BACK TO SCENE
WILL picks up the remote and turns on the television, as
"American Woman" ends.
INSERT - ENTERTAINMENT CENTER
We SEE the receiver, tape deck and cd player come on. (The
end of "I'M NOT IN LOVE" (by, lOcc) is playing.)
BACK TO SCENE
Looking to see what happens. WILL sees the TV SCREEN without
sound and notices music coming from the stereo.
WILL shrugs, wondering what the big deal was, and then turns
back to his cut-outs box, staring at it for a moment.
WILL brings the box closer to him, pulling out picture after
picture, looking and reflecting on each one, as the music
segues, midway into "EVERY PICTURE TELLS A STORY, DON'T IT."
INSERT - PICTURES
The pictures WILL lays out show a juxtaposition of images
relating to a myriad of concerns... From Americans -- poor
and affluent, politicians and coal-miners, farmers, itinerant
farm workers, yuppies -- to Arabs, Chinese, Nicaraguans.
BACK TO SCENE

106.
Meanwhile, in the B.G. the television is changing channels by
itself -- slowly, at first, with the channels changing more
rapidly as time goes on and the music changing, alternately,
between songs on the radio station, tape deck and cd player.
WILL lifts his head and looks around, suddenly realizing what
is happening with the stereo and television. He smiles and
shakes his head, knowing now what MAX had done.
WILL
(aloud to himself)
Max, you crazy genius...
INSERT - TELEVISION
All the while, the TV channels keep changing ever faster,
giving a glimpse of what all America must be tuning into.
The collage builds and the music changes, now playing "UNO
MUNDO," then, "SHE MUST BE SOMEBODY'S BABY"... Then John
Lennon's "IMAGINE" as WILL continues pulling out pictures.
INSERT - PICTURES
Pictures continue to fill the tabletop... From new kids' tech
toys to advanced military technology... From pictures of
protestors, armies, space,...to parched, barren land... From
war to peace... Hate to Love...as the total visual collage
peaks out.
BACK TO SCENE
Too much for him. WILL reaches for the remote trying to find
a way to turn things off, but can't.
With resignation, WILL drops back in his chair, only for
"GOOD LOVIN'" to start on the radio, the television flipping
in the B.G.
Suddenly, there's a KNOCK. WILL doesn't hear it.
WILL hears the doorbell RING.
With a big chug-a-lug from a beer. WILL reluctantly moves to
the door.
As the last chorus of "GOOD LOVIN'" begins. WILL first cracks
the door open.
It's SHANNA, looking straight and deep into WILL's eyes.

107.
SHANNA
I would have got here sooner...
Except Paul wouldn't give me your
home address...
SHANNA smiles ever so slightly and continues on, almost
without blinking.
SHANNA (CONT'D)
(with a little smile)
--Your dad did...
WILL, silently and tenderly, reaches over and touches SHANNA
softly with the back of his hand on her cheek, slowly moving
to the nape of her neck gently pulling her into the
apartment.
As the final chorus of "GOOD LOVIN"' floods the air, the door
slowly closes behind...
SLOWLY FADE TO:
EXT. AET OFFICE - NEXT MORNING - WILL
calm, refreshed, and with office keys in hand, walks up to
the door.
Discovering the door unlocked. WILL walks in.
INT. AET OFFICE - WILL
SEES PAUL, business cards laid out in the usual manner before
him on his side of the desk, already bull-shitting on the
phone.
PAUL sees WILL and both salute each other "good morning" with
their hands.
Looking around. WILL notices that the office has been cleaned
up. The ambience is subdued, being lighted only by the dual
desk lamps and a single hanging lamp over the table file
cabinet that has been moved in. The mass mess of various
files, magazines, and folders has been neatly stacked into
tight and orderly piles, and a portable radio PLAYS soft jazz
through its speakers, separated and placed at each end of the
table file cabinet.
WILL casually sits down at his side of the desk, pulling out
the newspaper from his brief and beginning to read, waiting
for PAUL to get off the phone.

108.
PAUL gets off the phone, only to start dialing again, while
looking up to WILL, concerned.
PAUL
What happened last night?
WILL
(thinking he's referring
to Shanna)
Well... I...
WILL takes a deep breath. PAUL interrupts, as someone answers
his phone call.
PAUL
Yes... Is Jack in?... Jack
Whitehead.... Okay. Tell him Paul
from AET called, okay?... Thanks,
hon.
PAUL gets off the phone and turns to WILL.
PAUL (CONT'D)
One minute you're there, upset with
me bringing Shanna to the party,
the next thing I know, you've taken
off...
(shrugging)
And if that ain't enough, then
Shanna tells me that she thinks her
period just started and that I
should take her home before she has
some sort of emergency... Sheesh,
what an evening...
WILL
(gulps)
You're right... It WAS quite a
night.
PAUL moves up the next business card and dials.
PAUL
(to Will)
Look, Will. I'm sorry if I did
something wrong... I wouldn't have
brought her there... But she
INSISTED after I mentioned I was
going... You might say that's how I
got to take her out -- since I HAVE
been trying to ask her out.
(looking around)
Did you see what I did? I came in
and kinda cleaned up the place...
(MORE)

109.
PAUL (CONT'D)
You know, we ought to have some
sort of business presence here.
(slamming down the phone)
Damn... They're either out of town,
in a meeting, or, the phone's busy!
(seriously excited)
I didn't get to tell you what our
plan is...
The phone RINGS. Will picks it up.
WILL
AET... Just a moment.
(cupping the phone with
his hand)
It's for you, Paul.
PAUL scribbles on a piece of paper and hands it to WILL.
WILL (CONT'D)
(reading the paper)
I'm sorry, Paul's... in a
meeting... Is there any message?
WILL writes the message down, hangs up the phone and holds
the message up for PAUL to read.
WILL (CONT'D)
It was a... Jerry Dillard?
PAUL
(smirking)
Good. He's an asshole. He thinks
he's bigtime, but he's only looking
for a job... He's tired of working
for Tri-Tech and he's only sniffing
around for something new... I knew
him from when we used to work
together at a TV station in
Phoenix, Arizona, of all places.
(beat)
Anyway,... The plan...
The phone RINGS again.
WILL picks up the phone, handing it directly to PAUL.
PAUL (CONT'D)
Hello, AET -- This is Paul...
PAUL turns to WILL, extending the phone.

110.
WILL hangs up.
PAUL (CONT'D)
It's for YOU... Jim Cogburn -- from
Universal Studios?
WILL
(surprised; taking the
phone)
Hello... Jim! How's it going?
(listens)
Oh. I'm sorta keeping busy.
(listens)
Gee, Jim... I'd really like to.
But, how soon do you need to know?
(listens)
I mean, I'd like to know if I have
time to take care of some business
before...
(listens)
Great! I'll call you tomorrow.
(listens)
Okay... I'll see you --And, Jim...
thanks.
PAUL
What was THAT all about?
WILL
(wide-eyed)
That was my friend at World-Wide
Pictures... He wants me to work
with him on location. New Mexico.
Starts next week... I have to
decide by tomorrow.
PAUL
(dumb-founded)
What about AET? Are you just going
to walk away?
WILL
Paul, I don't know about you, but
I'm almost out of money.
PAUL
Yeah. Me, too. My dad was going
to send me some cash...
WILL
I've poured everything I had into
what we have... One month on
location and I'll be back on my
feet for a while, at least.

111.
PAUL
(unsettled; anxious)
That's good 'n' fine for next
month, but we have some obligations
right now... I need you to assemble
some more research... And reports
have to be prepared for our
presentation with TransAmerica
Tech.
WILL
(responsibly)
Don't worry. I'll DO it, I'll DO
it. It'll get done.
There's a KNOCK at the door. WILL and PAUL turn around
simultaneously.
WILL
(low; dissatisfied) Hi.
PAUL (happy; high-pitched)
Hi!
SHANNA
(at the doorway)
Hello, A.E.T. How are you two
gentlemen doing?
PAUL
(upbead)
Fine... Just fine. To what do we
owe this pleasant surprise? Are
you feeling better?... Last night
you looked like you really had to
get home in a hurry.
SHANNA
(glancing at Will)
Oh, it was touch 'n' go at first.
But everything worked out great. I
mean, I got there JUST in time.
WILL smiles, unnoticed by PAUL.
SHANNA (CONT'D)
(with mock seriousness)
I just thought I'd drop by since I
really didn't get to talk to Will
last night.
The phone RINGS. WILL jumps up from his seat.
WILL
Well, why don't we talk outside in
the atrium...
(MORE)

112.
SHANNA (CONT'D)
(looking at Paul)
That way, we don't disturb Paul
while he's talking on the phone.
Strolling outside in the atrium, SHANNA waits until they go
around a corner before she embraces WILL, kissing him
passionately.
SHANNA
(sheepish; confessing)
I'm SUPPOSED to be here on official
business... My boss was wondering
how AET was doing on its prospectus
preparations and I volunteered to
"check up" on you guys.
WILL
(confessing in turn)
I got an offer to work on a movie
location in New Mexico... And I
want to take it... Because, to tell
you the truth, we're not doing too
good. I need to make some money...
I'm not being banked by my
relatives like Paul...
(beat)
One month in New Mexico and I'll be
fine... I start next week.
(looking at Shanna;
sincere, honest)
We're not that big an operation...
In fact...
(looking at the ground;
embarrassed)
You're looking at an army of one to
do the reports, charts, summaries,
etc.
Shanna is a bit surprised.
WILL (CONT'D)
(with enthusiasm)
But just because we're small
doesn't mean the idea's bad... I
know we can do it and I mean to
prove it... I just need a little
time...
(shaking his head)
But, got to pay the rent, you
know?... And that PHONE bill, DAMN!
Paul on the phone twelve hours a
day is killing us!

113.
SHANNA
(gets the picture)
I'll see what I can do... Maybe I
can give my boss the ol' sixty to
ninety day delay for you.
WILL
Do you think so? That might just
save our ass... I mean, butts...
SHANNA
(being silly)
Don't you mean "buttocks?"
WILL smiles, then suddenly remembers something forgotten.
WILL
Oh, no... I'm supposed to go on a
tequila run this weekend with Stan,
my roommate.
So go.
SHANNA
WILL
But I should be working on-- Uh...
Would you like to go?
SHANNA
(joking)
Well, what exactly IS a "tequila
run," some sort of "tanked 10k?"
WILL
(laughing)
No... It's just our way of saying
"let's get away to Baja for the
weekend."
SHANNA
(smiling)
So, let's get away!
SHANNA reaches around and kisses WILL. Their kissing embrace.
DISSOLVES TO:
ANGLE ON WILL'S CAR - TRAVELING ON SOUTHERN CALIFORNIA
HIGHWAY TOWARDS MEXICAN BORDER - WILL AND STAN
are HEARD singing together to a tune on the radio.

114.
INT. WILL'S CAR - WILL
is driving, with SHANNA in the passenger seat, and STAN sits
in back with his date, NANCY.
The singing continues.
NANCY
(leaning forward to
Shanna)
These guys used to be in a rock
band together... Can you imagine
that?
NANCY winces slightly as the singing duo's harmonies strain
to achieve perfection.
NANCY (CONT'D)
They were called "Zig Zag.” And if
that doesn't get you dizzy, they
were all Japanese, except Will.
STAN
(leaning forward;
interjecting)
We made Will an honorary Buddhahead.
WILL
I always thought of us as Mexinese
or Japacans, myself.
NANCY
(laughing)
They were the only East L.A. band
who played heavy-metal with a
trumpet.
STAN
(laughing)
Hey... My trumpet wasn't THAT
bad... Besides, that wasn't heavymetal,
that was New Wave.
SHANNA
(mocking)
I never knew anybody in a band back
in Cleveland.
(frowning)
I didn't even know what MEXICANS
were until my girlfriend talked me
into going on a high school field
study trip to Oaxaca.
(playfully)
(MORE)

115.
SHANNA (CONT'D)
Ever since, I've been in love with
the romance and passion of the
culture.
ANGLE ON CAR - TRAVELING PAST SAN ONOFRE
As the car blows dust speeding toward the border, O.S. the
voices can still be heard.
SHANNA (O.S.)
...But I've never been to Baja.
NANCY (O.S.)
By the way. Will...Where ARE we
headed, anyway?
WILL (O.S.)
I don't know... Any suggestions?
STAN (O.S.)
How about Ensenada? HUSSONG'S!
WILL (O.S.)
Roger... Charting a course for
Ensenada.
DISSOLVE TO:
ANGLE ON CAR - TRAVELING - ONE HOUR LATER
Driving past the Mexican border checkpoint into Mexico, the
group lets out a cheer as WILL's car speeds onward.
STAN (O.S.)
Wait... First, we need to stop and
do this right, no, senior Will?
WILL (O.S.)
Right, Doc... Let's get some
medicine!
EXT. OMNITEATRO (TIJUANA) - WILL, STAN, NANCY & SHANNA
SHANNA
Boy, this place sure doesn't look
like downtown Tijuana.
WILL
(looking around)
Well, I keep saying T.J. is the
city of the future... Only...
(MORE)

116.
WILL (CONT'D)
It'll take that long before they
finish building it.
Standing in front of WILL's car, STAN pours tequila into
paper cups as WILL passes out the lime wedges and salts his
hand.
SHANNA looks at the paper cup in one hand and the lime in her
other hand.
SHANNA
I hope I've got it right.
STAN
Don't worry... You know how Nancy
got to be an expert?
SHANNA shrugs her shoulders.
STAN (CONT'D)
Practice, my darling... Practice.
WILL
(hoisting his cup in the
air)
When in Mexico, do as the
Mexicans... Salud...
Sukay music begins playing in the b.g.
DIAGONAL WIPE
TO:
EXT. STREETSIDE CAFE PATIO - ROSARITO BEACH - ALL FOUR
are toasting beers.
STAN
Here's to success! And,...
the American Way!
DIAGONAL WIPE
TO:
EXT. SAND DUNES - WILL, SHANNA AND NANCY
sit at the crest of large, rolling sand dunes, overlooking
the ocean.
Stan

117.
STAN scurries up the large dune struggling with a Sauza
tequila bottle in one hand and the rest of the toasting
accoutrements in the other.
WILL
(looking out to sea)
... So it's my grandma Vicky's
story that I'm trying to write for
my Dad. He has some crazy notion
that this belongs in the history
books... But I'm really closer to
my other grandmother... Angelita...
I call her my own little "ancient
astronaut"...
SHANNA
Astronaut?
WILL
(explaining)
She came over from Sonora, Mexico
in 1919, in a covered wagon. THAT
was the principle mode of
transportation... Now she's 84 ...
And LOOK WHAT'S HAPPENED in her
lifetime. I mean, how many in 1919
could have ever IMAGINED the
changes that were to come... The
car... airplanes... The telephone,
movies, T.V... World Wars... The
atomic bomb... Walking on the
moon... Computers...
STAN
(passing out lime wedges)
...Denny's! Taco Bell!
WILL
How could she have THOUGHT, when
she was TWENTY, what WE SEE
TODAY?... She's a real time
traveller...
(picking up grains of
sand)
I wonder what my grandma DOES think
sometimes...
(beat)
...And the kicker to all this:
WE'RE going to experience even
MORE...
WILL (CONT'D)
MORE of the unimaginable... More
than we THINK...
(MORE)

118.
WILL (CONT'D)
Only, the scale is now reversed,
with everything shrinking past our
grasp, our sight, our sense...
STAN
(eager to get going)
Yeah, can you imagine working on a
computer chip with a screwdriver,
pliers, and a flashlight?
STAN hands WILL a paper cup of tequila.
NANCY
(leading the clink)
Well, here's to the future,
wherever THAT is.
After downing their drinks, STAN slams his lime into his
paper cup.
STAN
Well, we better get rolling, don't
you think?
NANCY, feeling light-headed and playfully inebriated, starts
rolling down the sand dune on her side, followed by SHANNA,
who's starting to get silly.
STAN (CONT'D)
Hey, wait for us!
STAN and WILL get up and run after the rolling looney
birds... Singing "I WANT TO GET HIGHER!..." As the song
starts PLAYING in the b.g.
ANGLE ON WILL'S CAR - TRAVELING ALONG THE COASTAL HIGHWAY
TOWARDS ENSENADA
DISSOLVE TO:
INT. HUSSONG'S - LATER THAT AFTERNOON
The word "Hussong's," as painted on the store front window,
is reflected in the long, large mirror behind the bar inside,
PULLING BACK to reveal the crowd of white Americans who are
partying drinking beer, singing, laughing, and generally
being friendly with each other. The previous SONG ends and
the Kinks' "ALL DAY AND ALL OF THE NIGHT" can be HEARD in the
b.g.
The jam of people is mixed with some Mexican musicians,
Mexican police, and Mexican townfolk selling their wares.

119.
ANGLE ON TABLE
Two shot glasses slam down on a small round table.
PULL BACK to reveal WILL and STAN, finishing another shot,
now appearing drunk and seriously goofy, SHANNA and NANCY
looking on.
They all reach for their beers.
STAN
(toasting)
And now for the chaser. Molotov!
They all hold their beers high, clinking.
SHANNA
(joking)
Isn't that a Russian cocktail?
They all chug-a-lug.
WILL
(slurring)
That reminds me... Where were we?
(remembering)
Oh... I don't hate the Russian
people, either... They're
struggling for their own peaceful
life just like us... No, it's all a
fight with ideologies, economics,
and control...
POWER!... IMAGES!
STAN
(drunkenly enthusiastic)
Yeah!
WILL
(drunkenly serious)
Indirectly we are being DIVERTED,
by our own selves.
Yeah!
STAN
WILL
We find our OWN loop, MAKE our own
loop, and run around in it 'til
we're wasted, out of the picture,
taken care of.

120.
STAN
(not seeing too clearly)
Yeah, Will. Tell 'urn 'bout the
three blind mice and truth.
SHANNA and NANCY look at each other questioningly.
In his tipsy state, WILL puts his arm around STAN, talking
straight to him, exaggerating and dramatizing.
WILL
It's not blind mice, good buddy,
ol" chum, ol' pal... It's five
blind men, and they're all touching
an elephant at different places...
STAN covers his mouth, surprised at what they could be
touching.
WILL (CONT'D)
YOU know.... Its little, teeny
weeny tail... Its BIG, huMONgous
body... Its flat, thin, and
(spreading his arms)
WIDE ears... Its long, curved, and
HARD TUSK...
SHANNA
NANCY
(in unison)
We’ve got the picture.
WILL turns to SHANNA and NANCY, still holding on to STAN.
WILL (CONT'D)
Well... They EACH think they know
the answer to "What IS an
elephant?"... And EACH of them is
RIGHT... And WRONG. ‘Cuz, they each
hold a part of the truth. But their
division keeps them from knowing
tghe whole truth.
STAN
Ain't THAT the truth!
WILL turns back to STAN and looks at him for a moment.
They both look at each other and shrug.

121.
WILL
(in unison)
BUT WHO CARES?!!
STAN
EXT. DOWNTOWN ENSENADA - EARLY EVENING - ALL FOUR
DIAGONAL WIPE
TO:
walking, both couples arm-in-arm, turning the corner away
from the main drag in downtown, Ensenada, heading for the
sunset by the sea.
STAN, peacefully serious, looks across to some small food and
fruit stands dotting the entrance to the pier.
STAN
It's great to get away like this.
Being here is the closest thing
to being in another country.
WILL
What do you mean, Stan. We ARE in
another country.
SHANNA
I know what you mean, Stan. I
loved it on my trip to Oaxaca...
(walking by a row of food
stands)
Oh, Will... Look. They have fish
tacos. Want to try one?
STAN spins around with NAMCY on his arm.
STAN
Yeah... Let's get some fish tacos.
WILL
(gesturing to the vendor)
SUBTITLES
Quiero cuatro tacos de Four fish tacos, please.
SHANNA
Y salsa, tambien.
SUBTITLES
With hot sauce, too.
WILL and STAN look at each other in surprise.
WILL
I didn't know you spoke Spanish?
SHANNA
Un poquito, nada mas.
SUBTITLES
Only a little.

122.
SHANNA
Like I told your dad at the party,
I picked it up when I was in
Oaxaca.
(beat)
It was beautiful there... So
romantic. I got to see people with
a totally different outlook on life
-- their customs, colors... Their
simple life.
(beat)
And by the coast, the CEVICHE! Boy,
was IT FUN going from one little
coastal town to the next trying the
different versions of ceviche, each
with its own distinct ingredients
and seasonings...
The sun barely floats on the ocean's horizon, casting its
beams of florescent colors on the fluffy mingling clouds.
The vendor turns on little white twinkle lights hanging on
his food wagon and hands the tacos to everybody.
Everyone digs into their taco, walking on.
WILL smiles.
SHANNA (CONT'D)
...You know, in Mexico there's a
saying... "Time catches up to you
in Oaxaca." I'm not sure what it
means, but a Oaxacan viejita once
told me that it REALLY means "Time
moves so slowly here, you can see
your fingernails grow."
They all look at their own nails as their last magnificent
aura descends below the sea.
FADE TO BLACK;
INT. WILL'S APARTMENT - NEXT DAY - EARLY EVENING - FRONT DOOR
OPENS AS THE FOUR WEARY TRAVELERS ENTER, MAKING IT BACK HOME.
STAN tosses his overnight bag just inside the apartment as he
turns to WILL.
STAN
Hey, pues. I'm taking off.
WILL
Taking off? You live here.

123.
STAN
(in Nancy's embrace)
Yeah, but Nancy wants me to make
sure she gets home and into bed,
SAFELY... In fact, I'll be hanging
out there all week. Too bad you're
going to New Mexico. You could've
had this place all to yourself for
a week!
(giving Nancy a quick
kiss)
Anyway, have a nice time in New
Mexico. I'll see you when you get
back.
A waving STAN and NANCY AD LIB good-bye, closing the door as
they leave.
WILL and SHANNA embrace like the lovers they've become,
knowing that they will be apart for a while.
WILL
You could stay here tonight and in
the morning...
SHANNA
...And in the morning I could see
you off at the airport.
Super!
WILL
WILL picks up his duffel bag.
INSERT - WILL'S P.O.V. HE NOTICES THE ANSWER MACHINE LIGHT
BLINKING.
BACK TO SCENE WILL CHECKS THE ANSWER MACHINE FOR MESSAGES:
ED (O.S.)
Will?... This is your dad. Wish
you could've stayed longer at the
party... Hope you've been able to
take care of all that work you had
to do...
(beat)
And forget about the burrito story
for now. Son... You have more
important things to do... Take care
of yourself in New Mexico... Bye.

124.
ANGELITA (O.S.)
?Ello... Mijo?... Estas
alli?...'Ello?... Es tu abuelita.
Mijo... Llamame... Bye.
PAUL (O.S.)
Will. This is Paul. My Dad sent
me money, so I'll be able to pay my
half of the rent. Don't forget your
half. By the way, I think I have a
way to pay the phone bill. I'll
tell you later... Call me from New
Mexico.
NENA (O.S.)
Hi. This is Will's mom. Will?
Gramma's been feeling a little sick
and she wanted to know if you could
pick up some medicine for her, but
I told her you were going to New
Mexico. Why don't you call her
before you take off... See you
later... Bye.
JIM (O.S.)
Will. This is Jim Cogburn. The
show to New Mexico has been pushed
back one week. But, you'll be able
to come on board Monday, anyway.
Think of a crew... We'll do some
prep work and make it an easy week,
okay? See you tomorrow... Oh, and
don't forget to pick up a script,
we have a meeting Tuesday.
SHANNA
(looking at Will)
Maybe you'll have time to see your
grandma, after all.
INSERT - WILL'S P.O.V.
He SEES the work folders on the table that he has yet to get
to.
WILL
Yeah... Maybe I'll have time for
the other ten thousand things, too.
BACK TO SCENE

125.
SHANNA reaches around his neck, pulling him forward as she
kisses him and leads him down the hallway.
FADE TO:
INT. VICKY'S CAFE - LATE AFTERNOON
The place is pretty empty except for EE and three people.
ED stands at the grill preparing some food for customers
while chatting with a friend seated at one of the permanentlyfixed
swivel stools at the far end of the counter:
It’s GUS, his former second chef.
GUS
So Will's still in show biz, huh.
ED flips the flour tortillas he's got toasting on the grill.
ED
Yeah, He just started back. I
guess he's doing all right...
(turns back to the grill)
I didn't tell you. He's got this
business, Applied something or
another... All I know is that it
keeps him pretty busy.
Gus glances around the cafe.
GUS
(concerned)
So how's business?
ED
(making the best of the
worst)
It's all right, I guess. The Times
just keep changing...
(beat)
It's not like when WE were young.
No, Gus. La vida gets to be quite
a roller-coaster ride, with dips
and turns you NEVER thought you'd
see. Vicky doesn't even like to
come out front anymore. She just
sits back there at home.
GUS
Yeah. I hardly see her around
here.
(beat)(MORE)
(MORE)

126.
GUS (CONT'D)
It must be hard to see the
neighborhood changing so much-Like
El Mercado down the street.
ED
Right... El Mercado.... Hijo!... It
sure has taken lots of business
away from us. There's not parking
around here. People shopping there
take it all up. And hardly anyone
wants the hassle to come. These
days, I'm the only one who takes
care of this place.
GUS
So, whatever happened to that idea
of yours -- you know, to make this
place FAMOUS so more people would
come eat here?... At a famous place
of American history.
ED
Will's been working on it. But,
he's just got a lot on his mind
lately...so...
A shadow ascends on the sheers stretched across the cafe's
front door glass panels as SHANNA breaks through the
entrance.
ED does a double-take. He recognizes SHANNA and walks over
to her.
ED (CONT'D)
Hello. Weren't you... I mean,
didn't I...
SHANNA
I'm Shanna, remember?... Paella?...
Anniversary Party?...
ED
Sure. I gave you Will's address.
I guess you found him, huh?
-147-
SHANNA is a a bit embarrassed.
ED (CONT’D)
That's right. You're the one who
went to Oaxaca... Yeah.

127.
SHANNA
I'm supposed to meet Will here.
ED
Didn't he go to New Mexico?
SHANNA
We... I mean, HE found out last
night that he wouldn't be leaving
until Friday... And his car didn't
want to start this morning...
(bashful; explaining
quickly)
So he... borrowed Stan's car... To
pick up his grandma and take her to
get some medicine and he asked me
if I could meet him here and take
him to pick up his car from the
mechanic.
ED
(knowingly)
How nice of you to help him out.
(beat)
Well, would you like something to
eat? It's on the house.
SHANNA
(graciously)
Oh... No, thanks... I think Will
has plans.
ED
Well come over here, anyway.... I'd
like you to meet an old friend of
mine...
She walks over to the counter.
ED (CONT'D)
(gesturing)
Shanna... This is Gus. He used to
cook for me in the old days.
SHANMA
(taking a wild guess)
You aren't the Gus that worked at
the Original ORIGINAL Cafe, are
you?
GUS
How did you guess?

128.
SHANNA
Will's been telling me about
Vicky's Cafe, the burrito, the
history... And you're in it.
GUS
(thrilled)
Really?... Is he finished?
SHANNA
Well, I don't think he's been
working on it...lately.
ED, remembering, pulls a picture out from his pocket and
hands it to SHANNA.
ED
The other day I was going through
some storage boxes with old photos
and I found this. I was going to
show it to Will, but you might get
a kick out of it, too.
SHANNA
Is this Will?
ED
That's what I said when I first saw
him...
(joking)
Doesn't he look like a young --
Who's the lead singer for the
Rolling Stones?...
I used to call Will, OUR original
burrito.
SHANNA
Ohhh, he's cute! He doesn't look
anything like...
(making a face)
Mick Jagger.
(suddenly remembering)
(beat)
Oh, I forgot, I have a friend in
the car and I better go out and see
if he's okay...
(beat)
Sometimes he gets antsy when he's
left alone,... And once he's
sniffed out this place I'm sure
he'll be all worked up.

129.
-149-
ED and GUS, confused, look at each other.
ED
You could have asked him in, too,
you know... Everybody's welcome
here.
EXT. RESTAURANT - ANGLE ON SHANNA AS SHE WALKS UP TO HER CAR.
SHANNA
Are you okay, Johann?
A large GOLDEN LABRADOR RETRIEVER sticks his snout out the
rear window.
ED walks out with a burrito on a plate, looking around.
JOHANN’s ears sway back and his front legs dance with
excitement as he licks his chops.
ED
If your friend's hungry...
(noticing the dog; laughs)
...This burrito ought to take care
of that right now.
SHANNA
(realizing the
misunderstanding)
Oh, no -- you don’t... I mean, I'm
sorry. I didn't tell you... He's
my girlfriend's... I told her I
would take care of him while she
was out of town.
ED
(amused at his own
imagination)
That's all right. He probably IS
hungry. Besides, he's not the
first hairy fellow to eat our
burritos. --He DOES like Mexican
food, doesn't he?... I put some of
my special sauce on it.
SHANNA
He's really real gentle... I treat
him like my own brother.

130.
ANGLE ON RESTAURANT DOOR - VICKY
peeks outside.
VICKY
Oh, what a pretty dog.
SHANNA
Hello. You must be Vicky.
ED
Mama, you didn’t have to come down.
The place is not that busy.
(almost forgetting)
Oh, this is Shanna -- Will’s...uh
SHANNA
..girlfriend?
(at Vicky)
Will talks about you all the time.
VICKY
Ah, que preciosa. Nice to meet you.
SHANNA
I’m waiting for Will until...
A HONK IS HEARD. WILL AND ANGELITA ARE SEEN COMING DOWN THE
STREET IN STAN'S CONVERTIBLE JAGUAR XKE, WITH THE TOP DOWN.
ANGELITA, looking tired, but whose spirits are lifted being
with her grandson, waves, as WILL makes a sharp turn into the
driveway.
ED
(affectionately)
Mira quien llega... Tiburcia!
(whispering to Shanna)
Angelita hates me to call her that.
JOHANN leans over to the exposed burrito, sniffing... Licking
his chops.
WILL
(in a hurry; to VICKY)
Hi, Grandma.
(to Angelita)
Nana, this is Shanna... Shanna,
this is Nana, my other grandmother,
uh... Angelita.
WILL helps ANGELITA out of the car.

131.
ANGELITA
Ya te vas, Mijo?
SUBTITLES
You're already leaving?
WILL
SUBTITLES
Si. Tengo que recoger mi I've got to get my car
carro antes que cierren. before they close.
WILL (CONT'D)
(turning to ED)
Sorry, Dad. I'm late. I'll come
back to pick up grandma later.
ED
That's okay. Son...
(trying to compress
thoughts)
... So, how are you?... ... How's
AET?... ...How's the movie coming? -
-Okay? --Bye...
WILL
I'm sorry. Dad... Let me tell you
later... I've just got to get my
car today... Okay?...
(getting in to Shanna's
car)
Bye-bye... Grandma... Nana...
Dad...
ANGLE ON WILL IN CAR, AS THEY LEAVE. WILL WAVES GOOD-BYE OUT
THE WINDOW.
ANGLE ON REAR VIEW MIRROR
as Will adjusts it to include A VIEW OF his father and two
grandmothers waving, looking until they walk into the
restaurant, out of view.
Popping into view in the mirror is JOHANN. Will does a
doubletake.
WILL (CONT'D)
Who's THIS guy? You never told me
you had a horse.
Sitting in the back seat, JOHANN's torso extends between the
front seats, as though three people were sitting in front.
SHANNA
He's Tammy's... Remember Tammy? I
told her I would take care of him
this week. It's her vacation.
(MORE)

132.
SHANNA (CONT'D)
Since you were leaving, I didn't
think I'd be staying with you at
your apartment...
(trying to convince)
He's a real sweet lug of a dog.
Some day I'd like to have a dog
like him.
WILL
(conditionally giving in)
Okay, he can stay for the week --
ONLY if --
SHANNA
--He's house-trained.
WILL
(noticing;curious)
What's that in your hands?
SHANNA
(looking down)
Oh, half a burrito. Your dad made
Johann a burrito. He even put some
of his SECRET sauce on it.
WILL and SHANNA look at each other, then back to JOHANN.
They laugh as he sits happily panting, licking his chops.
FADE TO:
INT. STUDIO CONFERENCE ROOM - NEXT DAY -
WILL sits next to JIM COGBURN at a production meeting in
progress.
BEN, the first assistant director, sits at the head of the
table, in charge.
BEN
Okay. Now, would everyone turn to
page 45A... Notice the scene change-
- SETS,... We've moved from the
BIOLOGY LAB to a COMPUTER RESEARCH
LAB. We'll be able to use the same
computer lab, just make it
different -- You know...
Will and Jim make the note.
DIAGONAL WIPE
TO:

133.
SAME SCENE
BEN
(continuing)
On page 62 we'd like the whole
street to look the period, you
know... This is like "The Time
Machine"--going back to the
Forties... Don't forget... We're
talking about checking for street
lights, phone booths, parking
meters, signs, store fronts... You
know, the usual "watch out for TV
antennas and wristwatches" and
stuff NOT in this scene's time
frame.
WILL and JIM make note.
DIAGONAL WIPE
TO:
SAME SCENE
BEN (CONT’D)
Now... Since our actress will be
running down the street, we want to
make sure all the cables are NOT
seen... So--SETS--could you guys do
that? Hide all that sorta stuff
with some leaves or something.
JOHN, the Art Director, speaks up.
JOHN
And Jim... I'll be kinda short with
my crew getting ready for next
day's set... Could you and your
guys help me out with some
details?... I need a boulder moved--
a FAKE one, but, we gotta get it
out to the set... It's going to
make the whole scene.
WILL and JIM make note.
JOHN (CONT'D)
(continuing)
Oh, sorry, Jim... But in your
wanderings could you keep an eye
out for some kind of MONUMENT--Like
a canon... And a flag pole...
(MORE)

134.
JOHN (CONT'D)
With a forty-eight star exterior
American flag... Oh, and
SAGEBRUSH... Yeah, that would be
great blowing in the wind...
(looking around)
We're doing a whole color concept
in each phase of the movie...
(back to Will and Jim)
Oh, OH!... And 1940'S GASOLINE
PUMPS!!... It'll be GREAT with the
NEON!... Yeah! Get some PUMPS,
Jim!
JIM, leery, casually looks at WILL, suspiciously taking note.
INT. HALLWAY OUTSIDE CONFERENCE ROOM - JIM AND WILL
exiting the conference room together with the rest of the
production staff. JOHN catches up to them.
JOHN
Jim... You and I need to fly out
tomorrow night to New Mexico so we
can go with the director and scout
some locations that haven't been
nailed down, yet... I'm sure your
boys can handle the work back here.
JOHN pats WILL on the head and heads off in another
direction.
WILL shakes his head as they continue walking out of the
production building.
WILL
"YOUR BOYS?" Doesn't he know we
don't have a crew, yet?
JIM
I know. He just has a lot of
energy, real creative. He's a bigtime
art director who does a lot of
BIG features. He'd be a good
person to cultivate a good
relationship with. Just grin 'n'
bear it. It'll work out.
Will looks at Jim with a hopeful, trusting look.
JIM (CONT'D)
(shrugs)
Just like old times, huh. Will?
Let's just try to have some fun.

135.
WILL smiles.
INT. WILL'S APARTMENT - EVENING - WILL
is on the phone waiting for someone to answer while working
out of one of AET's project folders at the dining table
stacked with all his other files.
WILL
Hello, Bob? This is Will. Hey,
buddy, how'd you like to work on a
feature going to New Mexico?
Travel. Per diem. Paid Sundays...
You'd start tomorrow... Call me
when you get this message... Bye.
WILL hangs up and dials again, all the while shuffling
papers.
He looks at his watch, finds the remote control and turns on
the television.
The News comes on first, with the stereo PLAYING. The remote
control still the way MAX rigged it.
INTERCUT - WILL'S APARTMENT/EFRAIN'S HOME
WILL
Hello. Efrain... You're home! God,
I've been trying to get a crew
together but everybody's working,
OR, no one's home... Are you
working?
EFRAIN
Yes I am. Will. I'm at Paramount
keeping the dust off the props...
(laughing)
You could say I'm doing better than
a crop picker, I'm a PROP-duster,
dusting my crops, I mean, props.
WILL
Shit. I... You wouldn't want to go
on a location, would you? Mew
Mexico!... Per diem... Long
hours...
(beat)
--A vacation from that K.P. you’re
doing there in the warehouse.

136.
EFRAIN
Gee, thanks. Will. But as a matter
of fact, I'm waiting to get on a
big budget feature that I've been
promised. They're supposed to be
picking me up any day now. Right
now, I'm just an extra here in the
warehouse... BUT, once I'm on board
I might be able to get YOU on THIS
crew, too!... I'd just say that I
have a friend who's a VERY GOOD
WORKER who I would like to
recommend...
(beat)
It’d be GREAT, Will, us working on
the same BIG FEATURE. What do YOU
think?
WILL
I can't, Efrain. I'm committed to
this one... Damn!... Is there
anybody you could recommend? I'VE
called EVERYBODY!
EFRAIN
You won't believe it! Two weeks
ago I could have recommended
plenty.
(laughing)
I would have even recommended ME!
But everybody I know is working...
Gee, I wish I could help you. Will.
WILL
No problem, Efrain... I
understand... Well, if anyone comes
up, call me.
EFRAIN
You bet. I WILL!... And thank you,
Will, for thinking of me.
They hang up. WILL looks worried.
In B.G. the television is now changing channels noticeably,
along with the music stations changing.
WILL CLICKS the remote control off, bringing everything to a
dead halt, the SILENT ROAR OF NOTHING reverberating.
In the sudden stillness, WILL dials another phone number.
O.S. Another phone message machine recording plays.

137.
WILL hangs up mid-message.
PHONE MESSAGE MACHINE
This is Mick. I’m not able to
take your call. Please leave...
The doorbell RINGS.
Will goes to the door and opens it.
WILL'S P.O.V.
It's SHANNA, with a bag of groceries, and JOHANN wagging his
tail.
SHANNA
Sorry I'm late. I stopped and
picked up a few things... I thought
I'd surprise you and make dinner...
INT. WILL'S APARTMENT - SHANNA, WILL, JOHANN
The doorbell RINGS.
SHANNA
(entering)
...while you work on the report.
How does that sound?
(putting down the bag)
I have good news. I convinced my
boss to postpone your meeting for
thirty days. That might give you
enough time to get the report
shaped up, no?
WILL
(rubbing forehead)
I've got to get a crew, first...
I've ordered a truck, wagon, TWO
drivers... We've got a shit-load of
stuff to do tomorrow: Load a couple
of TRUCKS, track down some 194O's
gas pumps... NEON!... Geez, all
sorts of stuff...
WILL (CONT'D)
(anxious)
Hide Johann, quick!
WILL goes over and opens the door.

138.
WILL'S P.O.V.
It's MAX, with the God of Plenty at the end of his extended
arm.
MAX
HELLO, WILL! I brought it back!
(notices Shanna)
Oh! I'm sorry. I don't mean to
intrude. I'll just make like the
invisible man with no memory, and
get the PLAQUE outta here.
MAX makes his way to the bathroom.
WILL looks at SHANNA and shrugs his shoulders.
MAX comes immediately out of the bathroom with a plaque.
MAX (CONT'D)
This is IT!...
(reading from the plaque)
‘If God had meant for people to go
nude, they would have been born
that way’... Or, ‘There are two
sides to every question, and if you
want to be popular take both’ Oh...
Listen to this one: ‘When you probe
unseen places use protection.’
WILL
--Max! I've got some things to do
and...
MAX
You're right. Will. I, too, have
what seems to be a never-ending
accumulation of business to attend
to...
(beat)
Did you like what I did to your
remote control?
WILL
(Trying his kindest to get
MAX going)
It was great. You're a real wiz.
But honestly. Max, I've GOT to get
this work done and... --Wait a
minute...
(picking up remote
control)
How DO you make this thing work
normal?
(MORE)

139.
WILL (CONT'D)
Every time I turn the TV on, I get
a multimedia extravaganza!
MAX
(excited again)
That's IT... Multi-dimensional,
omni-phenomenal. A dynamic window
into the minds of media-viewers all
across the nation and umbilicallytied
to that eye that never
blinks... I KNEW you'd enjoy it!
(seeing WILL's impatience)
Okay, Will, I'm going RIGHT NOW.
(backs up to doorway)
Oh, there's a little black button I
put on the side of the remote--
That'll switch everything to the
"standard" mode...
Still backing up, MAX bumps into the door.
MAX (CONT'D)
(holding up the plaque)
Well, until then... Thanks, Will...
Nice seeing you... Shanna? That's a
nice name... What is it?
WILL takes a deep breath.
MAX (CONT'D)
Okay, I'm gone... Bye...
WILL
(closing the door)
Bye.
WILL turns around to SHANNA.
SHAMNA
Will... YOU start on the report...
I'LL fix us something to eat, okay?
WILL sits down at the table, picking up where he left off.
WILL
Okay... Let's see
(looking at his watch)
I'll call the union in the morning
for a crew.
Will jots down some notes, talking to himself as Shanna slips
away into the kitchen.

140.
SHORT TIME LATER - WILL
comes out of his deep concentration, stops writing and smiles
as he HEARS SHANNA humming peacefully in the kitchen. He
sniffs the pleasant aromas in the air.
INT. KITCHEN - SHANNA
is absorbed in chopping green onions, surrounded by a
colorful assortment of vegetables. On the kitchen counter is
a small mess of utensils and kitchen devices.
WILL comes up from behind, hugging her with one arm and
holding a bottle of wine with the other.
WILL
I take it we're supposed to be
drinking this with dinner?
SHANNA
(kissing Will)
I thought we might try it. I heard
it was a very good year. We could
open it now if you want.
I want!
WILL
WILL pulls down two wine glasses, admiring the organized
mess.
WILL (CONT'D)
You're a regular little mad
scientist when in your laboratory,
aren't you.
SHANNA checks the pan cooking on the stove.
SHANNA
That's how I see your dad. He
really has a great intuitive feel
for taste...
Take for example this sauce. He
says you haven't tried it. And he
told me to try making it
sometime...
It's supposed to cook down to the
bare essence.
WILL kisses SHANNA passionately.

141.
SHANNA (CONT'D)
Do you know how classic French
cooking got started?
(beat)
Your dad was telling me that back
then, meat was very expensive, if
not rare because of no
refrigeration... Anyway, all the
great sauces invented then were
created to disguise or "enhance"
the fact that what you were really
eating were the innards, you know,
sweetbreads... Ugh!
WILL
(swallowing)
Is that what we're eating tonight?
SHANNA
(giggling)
No, silly. Scallops. And a real
healthy salad.
WILL picks around in the salad bowl.
WILL
I can see that. It has every
element in the periodic table,
including subatomic particles.
SHANNA's a bit embarrassed. WILL nibbles on her ear.
WILL (CONT'D)
Only teasing...
SHANNA gives WILL a taste the sauce from a wooden spoon.
WILL (CONT'D)
Baby, I think I love you...
WILL takes some sauce from the wooden spoon with his finger
and puts it to SHANNA's waiting lips.
SHANNA
(eyes lighting up)
Johann! We forgot about Johann!

142.
OUTSIDE WILL’S BEDROOM - WILL AND SHANNA
quietly crack open the bedroom door and discover JOHANN
asleep, sprawled on WILL's bed, as if it were his. WILL
doesn't know what to think and SHANNA giggles.
FADE TO:
INT. AET OFFICE - NEXT DAY - WILL
rushes in. A STRANGER sits at WILL's side of the desk,
leaning back, his feet crossed on the desk, talking on the
phone as PAUL pins up business cards in groups on his
bulletin board.
Stopping in mid-stride, WILL stands stupefied.
PAUL is equally surprised as he bolts over to intercept WILL,
turning him around and leading him out into the atrium.
PAUL
I thought you'd be in New Mexico?
WILL
What the hell's going on?
PAUL
He's just an old friend... I'm
helping him out. Besides, it just
might work out...
(whispering)
THIS is the guy who will be paying
our ENTIRE phone bill... All he
needs is a front-end -- you know, a
facade, a ‘set.’ -An address to get
mail... Why, the only reason he's
here is because he dropped in to
leave a check and make a few quick
phone calls...
(walking back to the
office)
Come on... I'll introduce you to
him.
(chummy)
You still didn't tell me why you're
not playing moviemaker in New
Mexico.
WILL
(agitated)
I really don't care why he's here.
(MORE)

143.
WILL (CONT'D)
I DON'T want him sitting at my desk
and I DON'T want to see him hanging
his FEET on top, EITHER... DAMN!
(still agitated)
I only came to call the union and
get a fuckin' crew together. We
don't take off until Friday and the
art director is already dreaming up
things for US to do, when it's NOT
our department and I have enough to
do now that they've changed the
script, top to bottom.
PAUL
What can I can do?
WILL
I just want to make my phone calls
and get out of here... I've got a
lot to do.
PAUL
Will... This is Jerry Dillard.
Jer... This is Will Ganas,...uh,
our creative director
extraordinaire, master of a
thousand disguises, the flipside of
A-E-T.
JERRY gets out of WILL's desk chair.
JERRY
Oh, I'm sorry... I... I just needed
to make a few important phone
calls... I...
WILL
No problem. Jerry. I just need to
make some important phone calls,
too... If you'll excuse me.
PAUL
(grabbing Jerry)
Why don't we go out for some
breakfast... Let ol' Will take care
of business...
(to Will)
We'll leave you with the office all
to yourself, okay. Will? Good
luck!... By the way... You said
you'll be flying out Friday?

144.
WILL
(wearily)
I hope so.
PAUL and JERRY exit.
INT. ATRIUM WALKWAY - ANGLE ON FEET WALKING
as someone carrying a toolbox, in work clothes, approaches
the AET office.
INT. ATRIUM HALLWAY
PAUL and JERRY walk along the walkway as EFRAIN walks into
VIEW, carrying the toolbox and a bag of cleaning supplies.
EFRAIN
Excuse me, is this the way to San
Jose? Ha, ha! I mean, A-E-T?
PAUL
Yeah, but the janitor's office is
around the back.
EFRAIN
(not really understanding)
Thanks.
INT. AET OFFICE - ANGLE ON DOORWAY
EFRAIN knocks, peeking inside, then walks in.
INT. AET OFFICE - WILL
is looking through his telephone book, ready to make a phone
call, when he spots EFRAIN, who stands at attention,
saluting,
EFRAIN
Efrain Gonzales, a sus ordinas. If
you need a burro, I'm for hire.
WILL
(jumping up)
Efrain! Aren't you working? I
thought you were set to go on a
feature?

145.
EFRAIN
(stepping forward; shy)
Let's say I talked myself out of
it... I mean, I had an argument
with the foreman cuz he was laying
me off and because they have their
own favorite "lambes" who they keep
going... THEY end up working ALL
year long, while people like me and
you have to scrape up whatever
crumbs we can get!
WILL
I don't understand, Ef--
EFRAIN
They didn't pick me up for the
feature, Will. And they also laid
me off...
(beat)
I thought... Maybe...you could use
a soldier for some battle...
WILL
(at a loss for words)
Why... Sure!... Welcome aboard,
Efrain!... Great!... I'll get the
rest of the crew tomorrow.
EFRAIN
(laughs)
I can hardly wait to see the WHITES
of their multicolored eyes.
WILL
(getting up)
Let's get out of here.
WILL grabs his script and notebook, and starts walking out of
the office.
DISSOLVE TO:
INT. VICKY'S CAFE - SHANNA AND ANGELITA
are seated at the counter of the sparsely populated premises.
Ed is cooking and holding some sliced onions.
ED
So, the reason why you lightly burn
the onions is to change the nature
of the onion, making it taste
sweet.
(MORE)

146.
ED (CONT'D)
It's called carmelizing --and
that's why you add it to certain
foods...
(turning to Angelita)
Supistes de eso? Did you know that?
ANGELITA
No. No sabia de
eso... Yo solamente
las pongo porque
prueben bueno.
SUBTITLES
I didn't know that. I just
put them in because they
taste good.
ED (CONT'D)
(teasing)
Pues, que es el secreto So, what is the secret
de su magnifico comida to your magnificent food
y su edad tan rico? And your ripe old age?
ANGELITA
Pues, cuando ya creces
viejita...
SUBTITLES
Well, when you grow
old...
ANGELITA turns to SHANNA, trying to speak English.
They all laugh.
ANGELITA
(in broken English)
When you grow old, you think that
you must keep some secrets of
life... Porgue, ... eh...
(turning to ED)
Como se dice, “Nadien le creia de
ningun manera”...?
ED
(translating)
Cuz no one would believe you,
anyways.
ED (CONT'D)
It was nice of you to take
‘Tiburcia’...
(Angelita slapping ED
playfully on the butt)
...to refill her prescription...
(beat)
Will's busy as usual, I take it.
(beat)
I'm a little worried. Is he doing
all right? I mean, he's been a
little nervous lately... I kinda
know what it is to be starting a
business...
(MORE)

147.
They all laugh.
They both laugh.
ED (CONT'D)
I had a lot of ambition when I was
his age.
(beat)
I liked photography... But, when I
saw how we could sell burritos
instead of hot dogs, I said, ‘This
is it!’-- And I just kept putting
energy into making my Mama's
business succeed. I never went back
to photography...
I didn't--how do they say it?--’go
for it, DUDE!’
ED (CONT'D)
But Will IS! I think...
(hold back his thought)
Doesn't matter, I'm proud of him
just as he is...
(stirring the food)
...I'm just a cook in a service
business... I've done it all my
life and -- you know what? -- I've
loved every minute of it... And
some day, when the torch has to be
passed. Will will be there to carry
the tradition
-- A NEW tradition...
(beat)
Only, he's already passed me up on
almost everything--Except AGE...
(beat)
... I feel bad that I have so
little to offer him.
SHANNA
Nonsense! That isn't true. You
have tons! You're talented,
creative, and you have a great
sense of humor!... Besides, you
know what they say, "The path to a
woman's heart is through her
stomach."
EXT. BACK LOT UNIVERSAL STUDIOS - DAY - WILL AND EFRAIN
are crawling over dirty, dusty stacks of theater seats, units
of eight and twelve, that have been stored inside a storage
area behind a western street facade.

148.
Both WILL and EFRAIN are filthy, having climbed all around
looking for the right period seats.
EFRAIN
I really love the glamour of this
business. The adventure, the
intrigue...
(almost slipping)
..the SUSPENSE... WHOA!
WILL examines some seats.
WILL
I think we'll have to go with
these... Tag them, Efrain, and I'll
check with Jim.
DIAGONAL WIPE
TO:
ANOTHER PART OF THE BACK LOT - WILL
is dragging some greasy gas station props, while EFRAIN is
collecting a pile of garage parts, old tires, and even a
motor.
EFRAIN
We should have brought our white
inspection gloves, Will.
EFRAIN wipes his finger across the dusty surface of an old
gas pump.
EFRAIN (CONT'D)
Anybody for a little brain
surgery?...
(laughing)
There's more grease here than the
whole state of Chihuahua... We
could have a real slick business.
DIAGONAL WIPE
TO:
INT. PROP WAREHOUSE - WILL
gives pointers to EFRAIN as they walk down the furniture and
prop aisles.
WILL
Half this movie takes place in the
Forties, the other, in the present.
(MORE)

149.
WILL (CONT'D)
You want to dress the forties in
1930's-style furniture ‘cuz in real
life most people have furniture
that's ten years behind...
(beat)
Damn, it looks like everybody on
this lot's doing the same movie. I
don't see anything here. I guess
we're going to have to cheat a bit
and use other stuff...
(mocking)
I mean, we only have X amount of
time to get all these things
together... We can ONLY do the best
we can...
(more serious)
Actually, we only have X amount of
time in LIFE! That's the trouble.
We've sliced our time here on earth
so thin we've compromised ourselves
to death!
(considering)
Got to make time for this, got to
make time for that... Want to do
this, want to do that... We're
being diverted or diverting
ourselves. For WHAT!?
EFRAIN
So we can live happily ever after?
DIAGONAL WIPE
TO:
BACK ROOM OF HAND PROP ROOM - WILL AND EFRAIN
washing their hands. This is where smaller, more valuable
items are kept for rental. On a shelf over the sink is a
RADIO playing.
WILL looks at his dirty, greasy hands and nails.
WILL
You know, Efrain... We're no
different than itinerant farm
workers going from one field to the
next... We're ordinary laborers,
glorified furniture movers.
Except, to people on the outside
who think it's terrific! So
intriguing... So exotic... So...

150.
EFRAIN
(mocking)
So MARVELOUS.
EFRAIN dries his hands. WILL nods and reaches up to change
the radio station.
ANGLE ON WILL AND EFRAIN - WALKING THROUGH THE PROP HOUSE
Coming around the corner of a prop aisle. WILL looks for more
props, writing on tags, while EFRAIN tapes the tags on props.
WILL
...You simply can't compare our job
with the regularity of a nine-tofiver.
EFRAIN
(mocking; two voices)
Yeah... ‘Same place?’... ‘Same
place.’ ‘Same time?’... ‘Same
time.’... ‘Same thing?’... ‘Same
thing.’
WILL
(coming around an aisle)
Maybe some day, though... Some day
I hope to look back at all this
and...
Crap! Who's fooling who? A hundred
years from now no one will ever
care...
Suddenly WILL spots a special prop.
WILL (CONT'D)
Look at that!
WILL pulls an old photo enlarger out from under a pile of old
photographic equipment.
WILL (CONT'D)
I remember this! My dad used to
have one just like this in his
makeshift darkroom... He wasn't
using the darkroom anymore, so I
turned it around and used it as a
laser ray gun.
EFRAIN
Did the Pentagon know about it?

151.
WILL
(reminiscing)
...I was real young then.
EFRAIN
(kidding around)
That's no excuse. The CIA will
still drag you away for
interrogation.
WILL
(still reminiscing)
...I used to pretend a lot...
EFRAIN
You mean you never really met E.T.?
WILL shakes his head and smiles as he puts the enlarger back
in its place, and takes a last look. They both walk on.
HOLDING ON THE ENLARGER -
WILL can still be heard talking about his childhood
adventures.
WILL (V.O.)
... It was fun!... And you know
what? I lived around the corner
from the weirdest building. It was
the shape of a TAMALE!...
EFRAIN(V.O.)
Holy toledo! Tamale? No kidding!...
Those Mexicans will do ANYTHING for
a little attention.
DISSOLVE TO:
INT. DARK ROOM - EARLY TECHNICOLOR COLOR TONES - CLOSE ON
SAME TYPE PHOTO ENLARGER
The RED LIGHT is on. ED stands, holding some long, wooden
tweezers, moving around an exposed piece of photo paper in
the chemical tray. A pair of arms come around and hug him.
NENA appears from behind. ED pulls the picture out of the
fixer and puts another in the developing tray.
ED
This one's done.
He hangs it up to dry.

152.
NENA
You really enjoy taking pictures,
don't you?
ED
Como no. I sure do. Portraits are
my favorites. But this one's
special... You haven't seen this
one yet.
(putting the picture in
the fixer)
I took it when I went to pick up
Grandpa en Rio Vista.
(conspiratorially)
Papa was taking a short walk and...
It was the neatest thing -- seeing
him down the road sharing his
wisdom with our little pride and
joy.
NENA looks into the tray, smiling at what she sees. She
turns to ED, reaching over to rub him lovingly.
NENA
... I guess now that they finished
building your mom's restaurant you
won't have any more time for this,
huh? You'll be too busy.
ED
It's a change of plans...for now.
(shrugging; cleaning up)
For a while, at least. But, you
know, I've been thinking... Working
at the restaurant hasn't been bad.
This new place is going to make it,
I can feel it in my bones... And
when it does... I'll have more time
for my photography...
(laughing)
I'm already thinking of retirement.
Can you believe THAT.
ED pulls a second picture out of the tray and hangs it to
dry.
NENA
But until then, YOU'LL have plenty
to keep you busy!
ED
(turning on the light)
So will YOU... Mama...

153.
They both look at each other. There is a SLOW ZOOM past them
to a CLOSE-UP of the TWO PICTURES hanging behind them: the
TAMALE-SHAPED FOOD STAND; and A YOUNG WILL AND HIS GRAMPA,
backs turned, holding hands walking down the country road.
FADE TO:
INT. WILL'S APARTMENT - FULL COLOR - EVENING - WILL
sits alone at his usual messy table, finishing what he's
writing -- the television automatically flipping channels and
MUSIC playing in the B.G.
INSERT - HAND WRITING
“...So the new restaurant prospered, but I never again saw or
heard anymore of the Tamale place...”
BACK TO SCENE - JOHANN BARGES INTO WILL WITH HIS PLAYFUL
NUDGES.
SHANNA (0.S.)
Johann!... Don't bother Will...
He's working.
SHANNA walks into view.
WILL
That's okay. I was just writing
some more thoughts on the burrito
story.
WILL looks at JOHANN, stroking him around his head and ears.
WILL (CONT'D)
I've kinda got used to you, ol'
pal. I'm going to miss you after
this week.
There's a KNOCK. WILL opens the door.
MAX
GOOD evening. Will. I hope I'm not
disturbing you.
WILL
Sure... I mean, no... Come on in.

154.
MAX
I'm returning your plaque... You
know, the one with the sayings
like, ‘One thing in favor of a
polka dot tie is that one more spot
doesn't matter’...
(beat)
I wrapped it up with a gift for you
in gratitude for letting me borrow
it.
(noticing Shanna)
Oh, greetings, Shanna.
MAX hands WILL the present.
MAX (CONT'D)
It's a word collage of quotes I
made up myself.
Will unwraps it and reads aloud.
WILL
‘The things most people want to
know are usually none of their
business’...
...’Faith without paradox is
unthinkable’...
...‘When you probe unseen places
use protection’...
(looking up)
Pretty deep, Max. And, it DOES make
one think.
WILL looks at SHANNA who is shaking her head.
MAX
Actually, I hung it up on our
Brain/Mind Bulletin office wall and
then THEY asked if I could find a
better place to hang it... So I
thought of you immediately.
WILL
Gee, thanks, Max.
JOHANN comes around the corner.
MAX
Oh look... A being of the canine
variety. KING SIZE! ...WHOA!
(backing up)
Well, I must be going... I have a
date! My first in over a month.
...Just in time!
(MORE)

155.
MAX (CONT'D)
And it's with a woman who's into
particle resonance and harmonic
convergence.
WILL
Great! Later you can fill me in on
the latest ‘buzz.’
MAX
(big grin)
INDEED... I leave you with a saying
I made up on my way here. It goes,
‘It's what you learn AFTER you know
everything that counts.’ --How's
that?
WILL
A pearl. Max... Another diamond in
the rough... What would I do
without you, Max?
MAX
Why, thanks. Will. So long for
now.
ON THE BALCONY - LATER THAT EVENING - WILL AND SHAMNA
are having a candlelight dinner in WILL's garden.
WILL
...So Max is about as dear to me as
all my little plant friends here in
the garden.
(beat)
They let me think and make me
think... It keeps me rooted, down
to earth, and reminds me that only
the Present exists.
(beat)
You see, Shanna. I'm really a
dreamer -- an eternal optimist.
Like my dad.
(beat)
I know... Most of the time I sound
so critical, so pessimistic. But I
guess it's my way of fighting on
the side of hope, despite the way
the world looks... I can't just sit
still and watch the world go on its
merry, mad way...
(beat)
(MORE)

156.
WILL (CONT'D)
So, here I am, scratching and
kicking my way to some REAL
involvement with creating imagery
--'cuz that's at the heart of what
makes the world go round.
SHANNA
(taking Will's hand)
I always wanted nothing but to be
able to travel around the world,
visit foreign lands, foreign
people, to see how they live. --To
experience history in the flesh...
Yet I never found anybody who I
could really share that with --
until I met you, Will.
(beat)
I thought I met the right guy a
couple of times, but there was
nothing below the surface...
(beat)
Let's go to Mexico... And Central
America... And South America.
WILL
--For starters?
SHANNA
(smiling)
For starters.
WILL
How about meeting me in New Mexico?
I accept.
SHANNA
They hold up their glasses of champagne.
FADE TO BLACK:
EXT. NEW MEXICO - FADE UP - DAWN
The purple and red hues beginning to filter up from behind
the Sandia mountains, dimly lighting the dark surrounding
horizon.
INT. MAXI-VAN - TRAVELING - WILL
is riding on the passenger side. EFRAIN is asleep in the
back seat. ALVY is driving.

157.
WILL
Now, Alvy, you sure you told our
two trucks to pick up the local
crew guys and meet us at location,
right?
ALVY
Yes, sir. It's only about fortyfive
more minutes 'til we get
there.
WILL
(adjusting his seat down)
Good... Wake me up when we get
there.
ANGLE ON VAN - TRAVELING
along vast stretches of the ever-awakening beauty of the New
Mexican landscape.
INT. SANDIA NATIONAL RESEARCH LABORATORIES
WILL, EFRAIN, and CARL MARTIN, the location manager, are
walking down the hallway of one of the computer research
buildings.
CARL
Yeah... I was blown away when they
decided at the last minute to
change to this other room. The art
director was carrying on and on how
the space was better, blah, blah,
blah.
CARL opens the door to a huge room filled to the brim with
surplus lab equipment, cabinets, and office furniture,
including stacks of filled file storage boxes.
CARL (CONT'D)
Here's our computer room set.
WILL
Oh, no. You mean we've got to
clear all this stuff out of here?
CARL
Fortunately, only across the hall.
But that's not the hard part.

158.
INT. ANOTHER BUILDING - CARL OPENS THE DOOR TO A STORAGE
ROOM.
CARL
THIS is the hard part.
Inside, the room is filled with large computers.
CARL (CONT'D)
They want these babies in the set.
WILL
We were SUPPOSED to shoot a
computer room AS IS -- just maybe
rearranging a little bit -- a
couple of desks, some hand props.
NOW we've got a major set to do,
with a small crew... I've got to
talk to Jim.
INT. LARGE CONVERTED WAREHOUSE - SOMEWHERE IN SANTA FE - A
CREW OF WORKERS
are making set walls, painting signs, and, generally, doing
all sorts of construction for the art director.
JOHN and JIM are walking into the small office in the far
corner of the warehouse.
INT. CONSTRUCTION OFFICE
HANK, the construction foreman, sits at a desk working on
some blueprints.
JOHN
...And the scene that's supposed to
be out in the Kansas flatlands,
well, I think we should have an
old, junky, '50's flatbed truck out
there in the middle of the field.
You know, like its been abandoned
there for years... It'll be a great
effect, don't you think? I already
sold the director on it.
JIM
That means I'll have to order
another car so I can go out looking
for the truck and this whole list
of changes.

159.
JOHN
But it's going to be FANTASTIC! You
wait and see.
JIM
I wish the sets weren't located so
far apart... It's not like
Hollywood where you have everything
close by. It's going to eat up a
lot of time.
The phone RINGS. HANK answers.
HANK
It's from the Sandia Labs.
Someone's looking for you, Jim.
HANK hands the phone to JIM.
INTERCUT COMPUTER STORAGE ROOM/CONSTRUCTION WAREHOUSE OFFICE
JIM hangs up.
WILL
Jim. We're here. I saw the room.
I don't believe it. This is
supposed to be the first set they
shoot? This was going to be the
EASY set, so we could get a head
start on the major ones.
JIM
I know. Will... I'm really sorry.
They told me this morning. Just do
the best you can until I get there.
I've got to go hunting for a few
things myself and you don't need me
there right now, anyway... I'll
catch up to you after I've taken
care of this stuff, okay? See ya
later... Bye.
JOHN
Before you go anywhere, Jim, why
don't you come with Hank and me to
our '40's police station building.
We've got to take some measurements
and decide on some colors... I
might want your opinion.
BACK TO SCENE

160.
JIM
(reluctantly)
I don't think so... My guys need me
over at the computer set.
JOHN
Come on... The ride'11 be fun.
There's some pretty country to see
on the road to the set. Besides,
afterwards we can go brunch at this
great little French restaurant in
downtown, Sante Fe, no less...They
have a great menu... Come on...
Let's get going now so you'll still
have time to get your stuff done.
Feeling compelled and obligated to follow, JIM submits.
INT. AET OFFICE - PAUL
is on the phone, as usual.
PAUL
...We're branching out. Yeah, we
want to corner the teleconferencing
market. We plan to have offices in
New York, Houston, and Tokyo.
SHANNA walks through the open office door.
PAUL (CONT'D)
I'll get back to you later. Someone
just came into the office... Bye.
SHANNA
Hi, Paul. I just came in to see if
Will might have left a TransAmerica
Tech work file here. I told him I
would help him out with the report.
PAUL
That's awful nice of you. I like
the idea of a team effort,--and YOU
being part of that team...
How about dinner with one of the cocaptains?
I didn't have time last
time I took you out to tell you
some of my ideas.
SHANNA
Thanks, Paul, but...

161.
PAUL
I don't bite. Besides, we could
make it a business meeting and talk
over some of the points in the
report... Come on, what do you say?
SHANNA
Well,... All right. You ARE fifty
percent of AET and it would make
getting the report together
easier... How about six o'clock?
PAUL
I'll be there at eighteen hundred,
on the dot.
INT. SANDIA LABS - COMPUTER ROOM SET - WILL AND HIS CREW
are almost finished emptying the huge room. The whole bunch
are sweating and pretty dirty.
WILL
(looking at his watch)
I was hoping Jim would be here by
now. I'd like to get to those
computers today or we'll lose a day
on our next set.
EFRAIN
Do they have a swimming pool around
here? It would sure be nice to
take a little dip at lunchtime,
huh. Will?
INT. LE GOURMET RESTAURANT - JIM AND JOHN AND HANK
are sitting in a booth in this quaint, but fancy, restaurant
in downtown Santa Fe.
JOHN
Isn't this great wine! It was a
very good year. I was thinking of
investing in some vineyards... It
can become very lucrative.
JIM
I've heard it can be...
(looking at his watch)
I wish they would bring us our
lunch... I've got to get to the
set.

162.
JOHN
Don't worry, Jim. You know, you've
got to learn how to keep cool in
this business. Life's too short.
Why don't you give the guys a call
and tell them you'll be there in a
couple of hours.
JIM
I think I will.
JOHN
Good. Then you'll have time to go
with me to select paint and
wallpaper for the Dry Gulch Saloon.
JIM puts on a gracious smile as he gets up to go to the
phone.
INT. SANDIA LABS - COMPUTER ROOM SET
The room has been cleared. WILL stands looking at the large,
empty space, and the crew sits on the floor against the wall,
resting.
CARL sticks his head in the doorway.
CARL
Will. It's Jim... He's on the
phone.
INTERCUT LE GOURMET RESTAURANT/SANDIA LABS - N.D. ROOM WITH
PHONE
JIM
Will?... Sorry I haven't been able
to get to the set... Our
illustrious art director has been
insisting I tag along with him. The
producers are his friends and he's
real tight with the director, so I
thought I should stick with him for
now...
(beat)
How's it going?
WILL
We're done emptying the place, but
what do you want to do about the
computers they're letting us use?
I mean, this room is BIG!

163.
JIM
I'll leave it up to you. Will. This
isn't the first time you've made
decisions for me.
WILL
Okay... I'll do the best I can...
Take care of your P.R.
INT. SANDIA LABS HALLWAY - ANGLE ON WILL, CARL AND EFRAIN
walking down the hall of another building. WILL taking notice
of the path to the other building.
They enter the room with the stored computers.
INT. SANDIA LABS - STORAGE ROOM
WILL
They almost could have shot the
scene right here.
EFRAIN
How many of these fancy pocket
calculators do you think we'll need
for the set?
WILL
Most of them, I'm afraid.
EFRAIN
How are we going to get these
monsters up the stairs?
WILL
(staring)
I don't know.
INT. SANDIA LABS - BUILDING ELEVATOR - WILL AND EFRAIN
using a tape measure to check the door opening for size.
EFRAIN
The computers aren't going to fit
in here, no way.
INT. SANDIA LABS - STAIRWELL
The CREW has laid down pads and is pulling and pushing a
computer, on its side, up the stairs.

164.
EFRAIN
(pushing from below)
Sometimes I wonder if I could have
made it big as a strawberry picker.
WILL
There's got to be a better way skin
this cat.
INT. SANDIA LABS - COMPUTER ROOM SET - ANGLE ON EFRAIN
LOOKING DOWN FROM THE DOUBLE WINDOWS THAT OPEN UP.
EFRAIN
Get ready to skin the cat... Maybe
we could bring them through the
windows.
WILL
Sure, Efrain. You throw one up and
I'll catch it.
EFRAIN
No, Will. If we can use one of
those lifts -- you know, the ones
that have a cage attached to them.
I saw one parked outside.
(beat)
...We could bring the computers in
from outside, sliding them through
this window.
WILL looks through the window.
WILL
You know, it's going to work. I'll
go see if they'll let us use the
lift.
INT. DRY GULCH SALOON
nestled in the corner of a small clearing right off the
highway. A set construction crew works as JIM and JOHN
survey the place.
JOHN
I'd like to see some wagon wheel
fixtures in here. Do you think you
could find some? And some old
nondescript neon beer signs we
could put in the windows... That
would kill all those empty spaces.

165.
JIM makes more notes.
JIM
All these new things are going to
add to my budget... I'm already
close to going over with all that
neon you wanted me to get.
JOHN
We can juggle something around.
I'll see if I can put it on my
budget.
EXT. FIRST BUILDING SANDIA LABS
A LIFT comes around the corner with ALVY driving and a HUGE
COMPUTER riding in the steel cage mounted onto the lift's
forks. Most of the CREW is there helping.
INT. SANDIA LABS - COMPUTER ROOM SET - WILL
sweeping the floor of the room now cleared, as the DIRECTOR,
1ST A.D., and PRODUCERS come in.
BEN comes over to WILL.
BEN
This room used to be full. Your
guys emptied it?
Yep.
WILL
BEN
So, where's the rest of your crew?
Just at that moment the cage with the computer and EFRAIN on
board RISES INTO VIEW through the open window.
WILL
There he is.
INT. PARK AVENUE GRILL - PAUL AND SHANNA
seated at one of the tables.

166.
PAUL
... So after I graduated from the
military academy I started working
for an advertising agency, and
then, got tired of that and so I
got into selling video and
broadcast equipment... I liked it.
I got to the point where I could
sell anything, but it wasn't enough
of a challenge.
SHANNA
So how did you get together with
Will?
PAUL pours more wine into their glasses.
PAUL
My job was getting pretty stale and
I was looking for more of an
adventure. So, while reading a
trade magazine I came across this
ad, ‘The future usually arrives
before you are ready... Participate
in the future of image making.’
--Nothing more than that.
(beat)
It turned out to be Will, but he
only had an idea... Some farfetched
dream... But it made sense and I
saw the POTENTIAL.
SHANNA
So, in other words...
PAUL
So, I made Will what he is now... I
coached him, prepared him, and
pretty much got him ready for the
real world...
(gesturing)
We ALL want to make it... I want to
be a mogul when I grow up. I want
to become a sort-of venture
capitalist who starts companies
from neat ideas and forges new ones
from old industries... Then, with
my cut of the pie, you know, take
the money and run!
SHANNA
So... You're like...

167.
PAUL
I'm the front man. I stand outside
the tent and do the selling. I get
their attention. Get them hot for
whatever it is I'm pushing... Then,
I lead them inside, with money in
hand, for the snake oil...
INT. SANDIA LABS - COMPUTER ROOM SET - EARLY EVENING
WILL
What do you mean we've got to move
all that stuff across the hall to
another room. It took us half a
day to get it out of HERE!
BEN
I'm sorry, Will. But we need the
room for all the lighting
equipment.
WILL
So, where ARE we supposed to put
the stuff?
CARL
(reluctantly)
Downstairs...?
INT. SANTA FE HOTEL - HALLWAY - EVENING - WILL
walks down the hallway to the production company offices with
EFRAIN trying to keep up with him.
WILL
It's not like Jim to keep us
hanging. I don't know where he's
at and now they've got us moving
all that shit all around New
Mexico.
EFRAIN
Should we write ourselves off the
clock? It’s 7:30 and we’ve been on
since 5:30 this morning.
WILL
Yeah. You better. We shouldn't
have had to put in so much time
but...
(MORE)

168.
WILL (CONT'D)
(beat)
Tell the guys to sign off and I'll
meet them back here tomorrow, same
time.
WILL and EFRAIN enter the hotel room set up as the Production
Operations office.
INT. PRODUCTION OFFICE - OUTER ROOM
KATE, the production coordinator, looks up, spots WILL, and
immediately hands him a beeper.
KATE
This is for you. Our Unit
Production Manager wants everybody
to have one so we know where you're
at at all times... By the way, the
UPM wants to see you... Where's
Jim? Isn't he with you?
WILL
(covering for Jim)
Uh... He's out looking for some
props we need.
KATE
Well,...I think that's the reason
(pointing to the next
room)
HE wants to talk to you. Go ahead,
he's been waiting for you.
INT. UNIT PRODUCTION MANAGER'S ROOM/OFFICE - CLYDE BERRY .
sits, talking on the phone.
WILL enters, alone.
CLYDE
...Listen, if they don't like the
deal, get someone else.
CLYDE slams down the phone, looks up and sees WILL.
CLYDE (CONT'D)
Where's Jim? Where's John? And
where the hell have you been?
WILL
Me and my crew have been at the
Sandia Lab set. All day.

169.
CLYDE
What the hell have you been doing
there all day? That's not any of
our big sets.
Clyde holds up a stack of receipts.
CLYDE (CONT'D)
--And what are all these receipts
for? I didn't approve any of
these. You guys are way over
budget!
WILL
I don't know... I...
CLYDE
What do you mean? Jim was supposed
to turn in the revised budget a
couple of days ago and neither Jim
or John have turned in anything...
CLYDE looks over some of the receipts.
CLYDE (CONT'D)
You've got receipts here for enough
paint to cover the entire state!
-- And what are all these labor
charges?
WILL
I don't know, Clyde. I'll have to
find out from Jim.
CLYDE
You better! And when you see Jim,
tell him I want to see him in my
office, YESTERDAY!...
Now get out of here... I have more
important things than having to
deal with you.
INT. PRODUCTION OFFICE - OUTER OFFICE.
WILL walks out of Clyde’s office.
EFRAIN is sitting... then stand right up.
KATE
Don't forget to keep your beeper
on. Will... Oh, and here's a report
sheet you've got to fill out every
day... And a new call sheet.

170.
INT. SANTA FE HOTEL - HALLWAY - WILL AND EFRAIN
walk, EFRAIN trying to keep up to WILL's pace.
EFRAIN
New call sheet? Have they changed
things again?
WILL looks at the sheet.
WILL
They sure have. I wonder why.
EFRAIN
Boy, he was sure yelling at you in
the room. What happened?
WILL
Shit if I know... I'm not supposed
to be the one handling all that
paperwork.
(walking on)
Damn! I wish I knew where Jim was.
EXT. SANTA FE HOTEL - WILL
SPOTS JIM and JOHN getting out of their car as he exits the
hotel. JOHN is waving good-bye and walking off.
WILL walks up to JIM.
WILL
Jim! Where have you been? We
waited and waited... Clyde's in
heat and he wants to see both you
and John. --It's about the budget.
JIM
John's a madman. He simply
wouldn't let me go. He wanted my
opinion on this, that, and the
other... I'm real sorry, Will...
And I've got to work on the budget
report and turn it in!
WILL
So what are you going to do? We
haven't dressed the computer room
yet.
JIM
We'll just have to get an early
start in the morning.

171.
INT. AET OFFICE - LATE EVENING - SHANNA
is looking over some papers, while PAUL leans back on his
chair, playing with his lip, as he looks lecherously at her.
PAUL
You know, you look good in this
office... I can tell you're a woman
who likes to be in control.
SHANNA looks at PAUL for a second, mockingly batting her
eyelashes, smiling.
PAUL (CONT'D)
You'd look great on anybody's
team... Yessir...
SHANNA walks over to an open file cabinet as PAUL comes up
from behind.
PAUL (CONT'D)
I'm working on a few projects
outside of AET... Will's a nice
guy, but he's small-time compared
to some of my other ideas...
PAUL gets close behind SHANNA and looks over her shoulder.
PAUL (CONT'D)
Maybe you'd like to come over to
may place and discuss the
possibilities.
PAUL brings his arms around to embrace SHANNA.
SHANNA
(pulling away)
I think it's time to leave.
PAUL
I'm serious about what I said...
With you in my corner, we'd be in
the big league.
PAUL makes another advance.
SHANNA
(pushing away)
--And I'm serious about what I
said!... We better leave.
PAUL
What's the matter?!
(smells his armpit)
(MORE)

172.
PAUL (CONT'D)
Do I smell bad or what? I mean,
I'm not looking for any commitment,
just maybe a little casual sex...
For your info, it happens all the
time.
SHANNA
Well, then, THIS story's got a sad
ending.
PAUL
I don't get it!... I don't
understand you, Shanna. Your boss
tells me...
SHANNA
(sharply)
--When did you talk to him?
PAUL
I talk to him all the time... He
and I get along real well... He
tells me you're REAL interested in
AET, that you bend over backwards
to promote AET... You even went so
far as asking for a delay in the
report...
(whispering in her ear)
He says whenever you've really
wanted something, you've "put out"
to get it... Well, baby, I'm
handing it to you on a platter.
SHANNA slaps him across the face.
SHANNA
I'll forget you said that.
PAUL
Then it must be Will who you're
interested in...
SHANNA
That's really none of your
business.
PAUL
He's a wimp... A mental midget...
He's no good without me...
Everybody knows that...
(realizing)
...NOW I get the picture... You've
been after him all the while...
(MORE)

173.
PAUL (CONT'D)
When I took you to that beaner
fiesta, --you weren't really on the
rag... You just had the drips for
Wi--
SHANNA slaps him again, grabs her purse and walks off.
SHANNA
You slimy bastard! Don't bother to
follow me or I'll call the police!
INT. SANTA FE HOTEL - WILL'S ROOM - NIGHT - WILL
scrambles to find the RINGING phone in the totally DARK room.
Hello.
WILL
V.O.
Good morning. This is your wake up
call. It's four o'clock.
Thanks.
WILL
EXT. SANTA FE HOTEL - EARLY MORNING - WILL
walks out. It is still dark. He gets into the waiting van,
engines warming up and headlights on.
INSERT - INT. VAN THE CREW IS IN THE BACK, SILENT AND ASLEEP.
WILL
Okay, Alvy. Let's head out.
BACK TO SCENE
As the van moves out, the trucks follow behind.
INT. SANDIA LABS - HALLWAY - MORNING.
WILL and EFRAIN walk toward the Computer Room Set, THEN
SUDDENLY STOP.
WILL & EFRAIN'S P.O.V.
Computers from the computer room set are out in the hallway.

174.
INT. SANDIA LABS - COMPUTER ROOM SET - WILL AND EFRAIN
stop at the doorway, only to SEE painters painting the walls.
Uh-oh.
EFRAIN
WILL
Oh... No...
WILL's BEEPER goes off.
WILL (CONT'D)
(reading beeper)
What could be next?!
(to Efrain; exiting)
I'll be back.
INT. SANDIA LABS - COMPUTER ROOM SET - SHORT TIME LATER -WILL
comes back into the room.
Que paso?
EFRAIN
WILL
That was our art director. He said
that the room was being painted.
EFRAIN
How did he know?
WILL
We better get down to the truck and
start taking off the desks and
stuff for this set.
(beat)
At least we'll have everything
ready for Jim to spot when he gets
here.
EXT. SANDIA LABS BUILDING
The truck is being unloaded. WILL looks everything over.
WILL
We're not going to have enough set
dressing... That room was never
supposed to be that big, damn it!

175.
EFRAIN
How about the stuff that we took
out of the room and stored
downstairs? It's pretty dirty, but
we could spruce it up, don't you
think?
WILL
Let's take a look.
DIAGONAL WIPE
TO:
INT. SANDIA LABS - HALLWAY OUTSIDE COMPUTER SET ROOM - LATER
The CREW, dirty to the max, has brought up the last of
several desks, file cabinets, chairs, and other various
temporary props, holding them out in the hallway, cleaning
the dirt off.
INT. SAMDIA LABS - COMPUTER ROOM SET - EFRAIN
touches the painted wall.
EFRAIN
It feels like the paint is dry.
There's nothing to stop us now.
WILL tries to shake the dirt off his clothes.
WILL
Yeah. In another couple of hours
we'll be able to kiss this one goodbye.
At that moment, ANOTHER CREW walks in. MAN #1 walks up to a
wall and takes his finger across it.
MAN #1
Hey, boss. The paint's dry. Do
you want us to start rigging the
lights?
BOSS
Bring it all in.
INT. SANDIA LABS - HALLWAY OUTSIDE COMPUTER SET ROOM - WILL
storming out of the room, EFRAIN trying to keep up. WILL
almost runs into JIM.

176.
WILL
Jim! You're here. Jesus! I can't
believe it! John had his painters
come in and paint the room. And
now these guys don't want us to
work in the set because they're
rigging lights!
JIM
You're kidding. John changed his
mind again?
EFRAIN
(softly to Will)
This man needs more changes than a
baby with the runs.
CARL walks INTO VIEW with PHIL LEVINE, dressed in a threepiece
suit.
CARL
Jim Cogburn, this is Phil Levine.
He's the gentleman representing the
company that's letting us use the
computers-- TransAmerica Tech.
-197-
We SEE WILL reacting with surprise, not wanting to be
noticed.
CARL
(looking around)
Where's Will?
(seeing WILL)
Will, this is Phil Levine with
TransAmerica Tech. Will is the
Lead Man and one of the men having
to schlepp all this dirty stuff all
around here.
WILL, trying to look presentable, shakes off enough dust to
create a small cloud.
WILL
Pleased to meet you.
WILL extends his hand, only to withdraw it when he notices
how dirty it is.

177.
PHIL
Haven't I met you? It seems as
though I've seen you somewhere
before... Doesn't matter... I hope
you're keeping the computers
covered. We can't have dust or
paint getting on the hardware.
--These are very delicate and
expensive computers. I don't expect
you to know that, but, in any case,
be very careful with them.
WILL tries to hold his composure while trying to get away as
soon as possible.
WILL
Yes, Sir. We TRY to be
professional.
(looking at JIM)
Excuse me, but could I talk to you,
Jim?
INT. SANDIA LABS - HALLWAY - WILL, JIM AND EFRAIN
walking.
WILL
So, what do we do next, Jim? I
took the liberty of "borrowing"
those other desks and things 'cuz I
thought we could use them in the
set.
JIM
That's perfect. You guys are doing
a fine job. But let's just get out
of here.
ANGLE ON MAXI-VAN - TRAVELING THE HIGHWAY
with the two trucks trailing.
INT. MAXI-VAN - TRAVELING
JIM is in the front seat. WILL sits behind and EFRAIN is all
the way in the back.
JIM
(turning to Will)
You know. Will... I'm worried.
(MORE)

178.
JIM (CONT'D)
John has talked the producers into
so many changes, I can't keep up
with all my rental costs and
purchases... The UPM chewed me out
this morning for going way over
budget... He wants me to cut down
on labor... And we're working
shorthanded as it is... I've been
running all around New Mexico like
an assistant art director, trying
to find stuff John HAS to have in
the set...And I haven't had time to
prepare our own set dressing.
WILL
Sounds like a bad deal, Jim. But
why are you doing it?
JIM
I guess I was pumped up by how he's
so chummy with so-and-so, how he's
got all these feature film offers
waiting for him... And how WE'11
make a GREAT team on the NEXT
movies he gets.
WILL
Sounds like the ol' carrot on a
string.
JIM
Yeah... And John told me it was no
problem getting the producers to
approve all these changes... Now,
John's nowhere to be found... I
think he's trying to avoid me...
(beat)
All these "real neat" ideas John's
been sweet-talking me into are not
what was originally discussed at
our production meeting... And most
of the props we brought, we can't
use anymore... We'll have to go
around town and do a lot of hunting
for new set dressing.
-When?
WILL
WILL's beeper starts BEEPING.

179.
WILL (CONT'D)
(looking at his beeper)
Gimminee Christmas!... What is it
now!?
EXT. SOMEWHERE ON THE HIGHWAY
The maxi-van pulls over to a PUBLIC PHONE by the side of the
road, the two trucks following suit. WILL jumps out to use
the phone.
A FEW MINUTES LATER - WILL
is getting into the maxi-van.
WILL
It was our UPM, Jim... He wants to
see both of us back at the office,
right away.
INT. SANTA FE HOTEL - UNIT PRODUCTION MANAGER'S OFFICE -
SOMETIME LATER
JIM and WILL are standing with two of the PRODUCERS also
present.
CLYDE
I'm sorry, but we've decided to let
you go, JIM.
(beat)
We just don't think you can do the
job for us. The budget has gotten
way outta hand... And we haven't
even started shooting...
(looking at the producers)
The producers have agreed to pay
you for the rest of the time you
would be here on location, but
we're bringing in another person
tomorrow...
(looking at WILL)
We would like to keep Will, since
he knows the locations and props.
WILL
How about the rest of the crew? I
can't dress the sets myself.
CLYDE
You'll be allowed to keep who you
have, but on a day-to-day basis.
(MORE)

180.
CLYDE (CONT'D)
That is, on the days you won't be
using them, don't call them in...
Understand?
JIM and WILL simply look at each other.
INT. SANTA FE HOTEL - HALLWAY - WILL AND JIM
walking out of the office and continuing down the hall.
JIM
I don't understand...
WILL
I'm sorry, Jim... But I do. John
was setting you up as his fall guy.
He was leading you on. He didn't
want you for his next feature. He
needed your budget to go on
creating. He wasn't even there to
defend you.
JIM
I should have known better.
WILL
I hope you're not mad at me for not
quitting, Jim... I just really need
the money... I'm almost flat broke.
JIM
Nah... I understand... Besides, I
guess I wasn't really helping you
out either, huh?
WILL
(smiling)
I'm a big boy now, Jim... I can
take care of myself. I just wonder
who's my next boss.
JIM
I wonder, too.
INT. SANTA FE HOTEL - WILL'S ROOM - EARLY MORNING - WILL
wakes up to answer the RINGING phone.
V.O.
Good morning... It's four
o'clock... This is your wake up
call.

181.
EXT. SANTA FE HOTEL - WILL
exits. It is still dark. WILL gets into the waiting maxi-van.
INT. MAXI-VAN - EFRAIN
greets WILL with a cup of coffee.
EFRAIN
The trucks are ready to follow us
wherever, Will.
WILL
We better head out to the Dry Gulch
Saloon, first.
ANGLE ON CARAVAN OF MAXI-VAN AND TRUCKS
traveling along the woody terrain as the day begins with
streaks of yellow sunlight across the emerald green pine
trees.
EXT. DRY GULCH SALOON
The trucks are pulling in.
INT. DRY GULCH SALOON - JOHN
waits, standing at the bar. The construction workers fit
their pre-constructed walls to the interior spaces as
painters do their touching up.
WILL and EFRAIN walk in.
JOHN
Hiya, fellas... Sorry to hear about
Jim. They shouldn't have bumped
him off like that. We were just
starting to get into the rhythm of
things.
EFRAIN
(whispering to Will)
Yeah. With THAT kind of rhythm,
you can't miss a BEAT-ing.
JOHN
What was that?

182.
WILL
Oh,... Uh... Efrain just said, ‘We
should get to work instead of
having a meeting.’
JOHN
Great!... By the way boys... Were
you able to find any ol' gasoline
pumps for putting out front as our
little ol' gas station set?
WILL
We sure did. Just what you wanted.
We have a couple of Forties gas
pumps in our truck. We...
JOHN
--Wait a minute, fellas... Those
aren't going to work anymore. Do
you think you guys might be able to
find some Fifties-type pumps,
instead? I've decided that the
other ones aren't quite what I
want, after all...
(looks to the ceiling)
Don't forget the wagon-wheel light
fixtures. ...And the neon...That's
going to be a lot of work, you
know...
JOHN (CONT'D)
And I think we should have a pool
table in here, so put that on your
list...
(beat)
Have you found the old junked
flatbed truck for the Kansas
flatlands scene?... When you find
it we'll probably want it painted
and aged so that it's the right
color for the scene, of course.
Write it down...
(beat)
And by the way, we're gonna need
some lamp posts for the gas
station... And, tumbleweed, yeah,
tons -- to be blowing in the
wind...
EXT. DRY GULCH SALOON - WILL AND EFRAIN
walking toward the trucks.

183.
WILL
I think John is passing a lot of
wind, if you ask me.
JOHN sticks his head out of the saloon doorway.
JOHN
(calling out)
Hey, amigos... Don't forget the
monument... the flagpole?... And
the cannon.
EFRAIN
Amigos? Cannon?... I’m no stinking
AMIGO. I don't remember loading no
cannon.
WILL
I'm not going to worry about it
anymore... Let's just finish
unloading the truck.
DIAGONAL WIPE
TO:
SOMETIME LATER
One of the trucks is half unloaded and the crew is sitting
resting.
A classic white Mercedes convertible, with its top down,
comes driving up alongside them, with FRED, a flamboyant
looking man with a Panama hat and silk scarf tied around his
neck, smiling behind the wheel.
FRED
Hi... I'm Fred Winsted. Are you
guys the set dressing crew? I'm
taking Jim Cogburn's place... Any
of you Will?
WILL jumps down from the tailgate and leans over to shake
FRED's hand.
WILL
I'm Will. Pleased to meet you...
Is this your car?
FRED
Sure is... Do you like it?

184.
WILL
Yeah. But how did you get it down
here?
FRED
I live here... At least when I
can... I own a house here that I
let friends use when I'm working in
Hollywood. When I was offered this
job here I thought it was a perfect
set-up, so I took it...
(beat)
Listen, Will... Why don't you get
in the car and let's go take a look
at the computer room set... I'm
sure the crew can finish up here...
(looking at the crew)
If the art director wants anything,
jump right in and help him out,
boys. That's what you're getting
paid for... And if he asks for me,
tell him Will and I went
shopping... We'll be back.
But. ..
WILL
FRED
Let's go. Will.
WILL gets in the car. It speeds off leaving the crew looking
stunned as WILL looks back, apologetically.
ANGLE ON WILL AND FRED - TRAVELING
Speeding down the highway, the car stereo BLARING, and FRED's
scarf trailing in the wind.
WILL
(shouting)
This isn't the way to the computer
set.
FRED
I know... I thought we'd go into
town and have some lunch... Do you
mind?
WILL
No,..uh, not at all... It's just
that John, the art director, gave
me a long list of things he wants
for the sets and...

185.
FRED
That's another thing. John wants me
to stick by him, so you keep the
list 'cuz I'll expect you to be
calling around and finding the
stuff.
WILL
What about my crew? They're shorthanded,
even with me helping them.
FRED
They're just gonna have to grin and
bear it. That's why they're getting
the big bucks... Nobody ever said
locations are honeymoons...
(looking at Will)
Just relax!... Sit back and enjoy
the ride. This is very pretty
scenery around here... And the
stereo sounds great when I crank it
up with the top down.
The convertible PULLS AWAY, speeding into the distance, the
radio ROARING all the way.
INT. SANTA FE HOTEL - OUTER PRODUCTION OFFICE - WILL
head in hand, is seated at a table, on the phone with a
notepad, script, and several phone books open.
WILL
At this point, any cannon will
do...
(listening)
Okay... Thank you, anyway.
WILL hangs up as KATE walks in.
Any luck?
KATE
WILL
Well... The museums aren't going to
let us use any of their cannons...
Everywhere else around this state
is using them for some festival in
Albuquerque... I found one in
Texas...
KATE
Clyde's not going to go for that,
THAT'S for sure.

186.
WILL
I can't believe it... This is such
a waste of time.
WILL's BEEPER sounds; he turns it off and looks at the
number. WILL picks up the phone to call.
WILL (CONT'D)
(to KATE)
It's the Dry Gulch Saloon. I
wonder what John wants me to add,
THIS time.
INTERCUT - DRY GULCH SALOON/PRODUCTION OFFICE
EFRAIN
Hello, Will? It’s Efrain. I was
just calling 'cuz one of the guys
on the crew got hurt... You see,
John found a pool table on the
other side of town. So he wanted
us to go get it. I told him we
didn't have enough men to handle
it, but he INSISTED! We managed to
get it into the truck. But when we
tried to get it through the saloon
door it slipped and fell on Billy's
foot... They took him to the
hospital, but we're going to need
another man...maybe FOUR!...
(beat)
I mean, John's running us ragged
over here.
WILL
Let me talk to John.
EFRAIN
He's not here. He took off with
Fred. They said they were going to
try to find some old beat-up bus to
put out front of the saloon.
WILL
Damn! I don't have any
transportation, Efrain.
EFRAIN
John also wanted us to start
putting up the neon. Will... I
don't know how to hook any of that
stuff up.

187.
WILL
Hold on, Efrain... I know how...
I'll find some way to get there...
I'll order another guy and get back
to you as soon as I can.
CONSTRUCTION WAREHOUSE - WILL
is talking with HANK, set construction foreman.
HANK
Yeah... I've had to rewrite the
budget practically everyday! I
keep telling him, "You can't do it
this way, John. It's killing my
men. We're working virtually
'round the clock... You keep
changing your mind... And that's
costing money... Clyde gets on my
back. He thinks we're screwing up
and my guys are split up, going in
ten different directions trying to
cover all the sets..." --I tell
you, if this doesn't let up, I'm
going to tell them where to stick
it.
WILL
Thanks, Hank... I thought it was
just us.
INT. DRY GULCH SALOON - LATE AFTERNOON - WILL
walks in. He SEES EFRAIN and the other crew member taking
down the window drapery.
WILL
Efrain... Did John or Fred ever
show up?
EFRAIN climbs down from the ladder, haggard looking.
EFRAIN
They came and left. I told them
about Billy, but they just told me
to tell you to get another man.
They told us to sweep the place
out, wash all the glasses in the
back bar, and take down all the
drapery from the windows. We
haven't stopped.

188.
WILL
Come on, guys... Let's get out of
here. Tomorrow's the first day
shoot and we need to finish
dressing the computer set--
TONIGHT! Fred left a message that
he'd be waiting for us at the set,
so let's go.
INT. SANDIA LABS COMPUTER ROOM SET - LATER THAT DAY
The lights have been rigged from the ceiling and the room
painted, but it still remains in total disarray, with
ladders, equipment, excess trash, computers and props
scattered about.
WILL and the rest of the crew walk into the room. CARL is
the only one there.
CARL
Will... Fred just left. He was a
little pissed off that you guys
weren't showing up. What
happened?... He even beeped you.
WILL
(looking at beeper)
Oh, shit. I turned it off and never
turned it back on... But we got
here as soon as we could!
CARL
I guess it was because the
producers were here to approve the
set and it wasn't finished...
Anyway, he left a plan of how to
arrange the set.
He said he'd be back later. He
said since YOU weren't able to find
a cannon and some old truck, HE'd
have to...
Oh, here's the shooting schedule
for tomorrow. This set shoots
first, then the Kansas flatlands
set -- with that old truck in the
afternoon.
WILL
And what if they can't find the
truck John wants?

189.
CARL
Then, I guess, they'll have to
shoot without it. Right?
WILL turns around to the crew.
WILL
Well, guys... Let's do it.
The CREW moves out of view. PAN TO REVEAL the CLOCK on the
wall reading SIX-THIRTY.
DISSOLVE TO:
LATER
The CLOCK on the wall now reads NINE-THIRTY.
WILL, EFRAIN, and the THIRD CREW MEMBER are just finishing
cleaning the set, wiping clean the props and such, as FRED
comes in.
FRED
(looking around)
I guess I'm not the only one that's
been working, after all... It looks
good, boys... I don't have to do a
thing... All we have to do now is
get the truck John and I found out
to the set tomorrow morning...
(beat)
Let's go home.
WILL and the rest dust themselves off, toss their rags in a
trash can, and file out.
WILL, last at the doorway, turns around, takes a final look,
and flicks the lights off.
INT. SANTA FE HOTEL - HALLWAY OUTSIDE WILL'S ROOM - WILL
walks up to his door and opens it, dirty and thoroughly
exhausted.
INT. SANTA FE HOTEL - WILL'S ROOM - ANGLE ON WILL
coming in. SUDDENLY:
PAN TO REVEAL SHANNA, startled, as she wakes up after being
asleep on top of the bed.

190.
WILL AND SHANNA
WILL
Shanna! You scared me. When did
arrive? How did you get in?
SHANNA
(rubbing her eyes)
Six o'clock. I told them down at
the desk I was your wife, so they
let me in... Tried to get in touch
with you.
WILL
I'm sorry, but I've been running
around in circles... This location
has turned into a horror story.
WILL and SHANNA embrace, kissing passionately.
SHANNA
I'm so glad to see you... You
hadn't called and I thought that
maybe you forgot about me.
WILL
Of course not. I've been missing
you...
(beat)
If I didn't need the money so
badly, I wouldn't be out here...
This show's the pits.
SHANNA
Will... It's Angelita. She's real
ill. I called your dad to see if
she needed any help getting any
more medication for what I thought
was a mild flu, but your dad had to
take her to the hospital.
WILL
Why didn't anybody try to call and
tell me!
SHANNA
Your dad wanted to, but your
grandma kept insisting that she
didn't want to get you upset. She
insisted that she'd be okay. Your
mom said she was going to stay with
her at the hospital... That's why I
didn't wait and decided to fly down
today.

191.
WILL
(dialing the phone)
I should call my dad at the
restaurant.
SHANNA takes WILL's hand.
INTERCUT WILL'S HOTEL ROOM/VICKY'S RESTAURANT
WILL
Hello, Dad?... How's Nana?
ED
The doctors don't know... They only
say she's got an enlarged heart...
She's pretty old, so it could be
many things. How'd you find out?
WILL
Shanna's here with me. She told me
why nobody wanted to call and tell
me.
ED
I'm glad she did. She told me you
took the job because you needed the
money. Son... We thought maybe
Angelita would get better, so we
were waiting to see before calling
and causing any worry. --But she
doesn't look good.
WILL
What should I do. Dad?
ED
Look, Son... Do what you have to do
there. Don't worry... If anything
changes--
WILL
(looking at SHANNA)
Shanna will be here. She'll know
how "to get in touch with me. ..
(listening)
All right... Bye-bye.
WILL hangs up and sits down on the bed next to Shanna.
Reflecting for a moment, WILL leans back to lay down.
SHANNA gently lays down next to him, her arms around him.

192.
SHANNA
You're grandma means a lot to you,
doesn't she.
WILL
She understands Time.
Did you ever think about how you
were going to die?... I mean... Are
people the only creatures that KNOW
some day they're going to die?
SHANNA
I don't know... I never thought
about it.
WILL
I have... I guess that's what I get
for taking philosophy....
(beat)
But when I'm out in my garden, and
it's quiet, and I'm looking at my
plants, I find myself asking silly
questions like that, like, ‘Who am
I... Why am I here?... Where am I
going?’
--Crazy, huh?
SHANNA
I think everyone eventually asks
themselves those questions... It's
just a matter of WHEN... We're all
looking for those answers.
WILL
Yeah, we CARE, but not enough. In
this fast, fully-packed world, who
takes the time? Who HAS the time?
SHANNA
Well, maybe there's no time because
we're so curious about so much
else.
WILL
Yeah. Curious about so much else...
(beat)
...I always felt curiosity -- this
‘quest for knowledge’ -- is really
US trying to find OURSELVES.
(beat)
What IS this thing that sees --
this consciousness?
(MORE)

193.
WILL (CONT'D)
What is this vacuum inside an
eggshell called, ‘me’ that sucks in
everything within its grasp,
striving for knowledge to find the
answer to that question? --To find
MEANING...
(beat)
...It's strange, but what I learned
in philosophy is...Having ANSWERS
isn't quite as important as asking
the right QUESTIONS...
SHANNA
Do you think your grandma has asked
herself those questions?
WILL
Maybe... She's from a time when
there was more time for that kind
of thinking... And since then,
she's probably found some pretty
interesting answers, too...
(smiling in reflection)
--I even started an egg collection
for her.
SHANNA
(looking off to one side)
...I never told you... My father
was a psychotherapist... He
committed suicide...
(beat)
And when I asked myself "Why?"... I
couldn't find the answer...
(beginning to cry)
...I asked myself a lot of
questions then...
WILL looks tenderly at SHANNA, gazing into each other's eyes.
FADE TO BLACK:
EXT. NEW MEXICAN AUTO AND TRUCK JUNKYARD - WILL AND FRED
at the gate. The rest of the crew sit waiting in the van.
FRED
See it over there? That's it, the
faded yellow one. It's perfect.
That's the one John wants.

194.
WILL
(looking at watch)
But I thought the owner said he was
going to meet you here.
(beat)
Don't you think we ought to go and
open up Company at the computer
set? We should be there. --At
least for the first shot. I can
send the crew out there so we at
least have some sort of presence.
FRED
Nah... The director approved the
plan I had and, after all, when
they see we're not there, the prop
master and his slave will do
anything they need... Besides,
getting this "piece de resistance"
is real important to John.
(beat)
He knows we're doing this for him.
This isn't even our job. The
Transportation Department should be
handling it and John knows it...
He'll cover for us.
INT. SANDIA LABS - COMPUTER ROOM SET
The room is full of activity as WORKERS from the shooting
crew go about getting ready for the first day's shoot.
The DIRECTOR sits reading his script notes as BEN walks up.
BEN
Well, I can't find any of the set
dressing crew, anywhere. I thought
they might be out by the catering
truck, but no one has seen them.
DIRECTOR
Have you seen John?
BEN
I put out a call for him to see you
right away.
JOHN walks in the room.
JOHN
--You rang?

195.
DIRECTOR
Where's Fred and his crew?
JOHN
I don't know. They should have
been here before WE arrived. They
know they've got to open the set.
DIRECTOR
Well... We need the set changed
around and half of this stuff taken
out to make room for the lights and
cameras... Try to find them, will
you?
Sure.
JOHN
EXT. JUNKYARD - FRED AND WILL
at the gate with a WORKER who translates for his BOSS who
only speaks Spanish.
FRED
(arguing)
... I SAID I'd make you a deal and
fifty dollars is IT!
WORKER
(in broken English)
No, my jefe said that he didn't
agree to a price and that's too
little... The rear-end is worth
three to four hundred dollars,
alone.
FRED
Tell him that I DON'T WANT TO KEEP
his damn truck... I just want to
use it for one day. Tell him I'll
give him seventy-five bucks.
The WORKER translates to his BOSS.
WILL
(nudging Fred)
How are we going to get this truck
over to the set? There's no tires
on it and it looks like it's been
buried in the ground for thirty
years.

196.
FRED
Don't worry. I'll offer them
twenty bucks and they'll haul it
out there for us. This is free
money to them.
The WORKER turns around after talking to his boss.
WORKER
(shaking his head)
I'm sorry... That is still not
enough. It's happened before that
trucks he lets people take away
never come back... I'm sorry...
FRED
Look, I'm offering you ONE HUNDRED
DOLLARS to let me borrow the
truck... YOU and YOUR AMIGOS can
take it over and bring it back...
ONE HUNDRED, CASH!
FRED takes out several twenty dollar bills and waves them.
The WORKER turns to tell his BOSS, as a confident FRED turns
to WILL.
FRED (CONT'D)
Watch. You dangle the ol' carrot
in front of them and watch them
reach.
WORKER
No, senior... You want us to get it
out of here and take it to where
you want it, also?... No, I'm
sorry...
(beat)
My jefe said that you didn't say
anything about that... He's changed
his mind about the whole thing...
He wants to keep the truck.
FRED
(frantic)
LOOK! I NEED THAT TRUCK!
WILL takes FRED's arm to turn him aside to talk.
WILL
Maybe I could talk to them...
FRED jerks his arm from WILL's grasp as he walks away.

197.
FRED
Don't you EVER do that to me again!
How dare you interfere in MY
business!... These illegal beaners
are all the same... A hundred bucks
is more than they all see in a
month!
Shocked at FRED's outburst. WILL isn't quite sure what to do.
FRED walks to the passenger window of the maxi-van where the
rest of the crew sit, half-informed as to what just occurred.
FRED (CONT'D)
Alvy. You live here. Where can we
find a truck like the one we want?
ALVY
Well, sir... At this time in the
morning, I don't know... I...
FRED
Damn! Is everybody useless on this
crew?!
EFRAIN
(confused)
I saw a used car lot with old
trucks for sale about five miles
back.
FRED
Then you lead the way. I'll
follow... We've got to find another
truck. PRONTO!
FRED gets into his Mercedes and WILL gets into the maxi-van,
slamming the door.
INT. MAXI-VAN
EFRAIN
Will, did I do something wrong?
WILL
No, Efrain... Not at all. I'm
just... Never mind.

198.
INT. SANDIA LABS - COMPUTER ROOM SET
JOHN, BEN and the PROPMASTER are rushing around, moving
desks, file cabinets and computers, as the rest of the
shooting crew wait for the set to be ready.
JOHN and BEN are at each end of a desk, moving it in place.
BEN
This is NOT the way we ought to
start on the first day shooting,
John... I hope this isn't the way
the rest of the sets are going to
be.
JOHN
I've given those guys plenty of
time, Ben... PLENTY of time.
DIRECTOR
(looking at them)
Can we PLEASE have the set now,
fellas?
ANGLE ON THE MAXI-VAN - TRAVELING
along the highway with FRED, in his Mercedes, and the set
dressing trucks following behind.
INT. MAXI-VAN - TRAVELING - EFRAIN
is watching the road from between the front seats. He points
to a car lot up ahead.
EFRAIN
There it is! Over there.
EXT. USED CAR LOT
FRED, WILL AND EFRAIN stand with a SALESMAN from the office
near some old trucks.
SALESMAN
It seems like an exciting movie!...
And you say you need a truck for
one shot, huh?
FRED
(pointing)
Yeah. That flatbed over there. I'll
give you two hundred bucks, cash.

199.
SALESMAN
You promise not to tell my boss?
FRED
Mum's the word. One of my drivers
will drive it there and back
tonight.
SALESMAN
As long as it comes back like you
got it, it's a deal!
FRED and the SALESMAN shake hands.
INT. SANDIA LABS - COMPUTER ROOM SET
The camera is FOCUSED ON SCENE played between TWO ACTORS.
ACTOR #1
You're MAD! You'll NEVER be able
to go back in time using that
formula!
DIRECTOR
And that's a CUT!... Print that
one.
BEN
Okay, boys and girls... That's a
wrap for this set. Company moves
to the Kansas flatlands.
The shooting crew starts pulling their equipment as BEN walks
over to JOHN.
BEN (CONT'D)
So, John... Fred and the crew never
showed up, huh?... You know the
production report's going to have
to put down you and Fred as having
delayed the company.
JOHN
Don't look at me, Ben... I'm
through saving anybody's ass.
EXT. REMOTE AREA IN NEW MEXICO RESEMBLING KANSAS FLATLANDS
WILL and EFRAIN stand at a pile of rocks with a white rag
tied to a stick, acting as a marker.

200.
EFRAIN
Why did Fred take off to the next
set?... It doesn't shoot today.
WILL
'Cuz he didn't want to be here when
the shit hits the fan... .He knows
we were supposed to be at the
computer set.
The OLD USED FLATBED TRUCK pulls up to the marker.
WILL (CONT'D)
(motioning to marker)
This is where it goes...
(beat)
Now we've got to take the wheels
off.
EFRAIN
This isn't going to be easy, Will.
These lugnuts look like they're
rusted... And this dirt is real
soft.
WILL
Well... We'll have to try.
DIAGONAL WIPE
TO:
ONE HOUR LATER
The two front tires on the truck are off. The cab of the
truck sits in the dirt on its axles and the back end stands
precariously on a jack. Everybody on the crew is working to
loosen the lugs on the remaining two back wheels.
WILL is on one side of the truck as EFRAIN works with ALVY on
the side with the jack.
EFRAIN
Alvy, let me reach under and...
As EFRAIN moves under the truck, it slips from the jack,
pinning EFRAIN underneath.
ALVY
Oh, N0!... SOMEBODY... HELP!
Efrain's caught under the truck!
WILL rushes around from the other side.

201.
WILL
EFRAIN! EFRAIN!... OH, MY GOD!!
WILL looks under the truck and SEES that the axle has come
down short of crushing EFRAIN at the neck. The jack, wedged
under the truck just enough that EFRAIN is not injured, is
the only thing keeping the truck from coming down.
EFRAIN
I can't get my head out, Will.
(laughing nervously)
It's too big!
ALVY
It's my fault!... My fault,
Will!... How are we going to get
him out?!
After thinking. WILL crawls under to EFRAIN.
WILL
Don't move, Efrain. I'm going to
try something.
WILL carefully reaches under EFRAIN's neck, slowly using his
hand to scoop out a little dirt.
WILL (CONT'D)
It might just work, Efrain.
EFRAIN
(nervous laugh)
What? To play the scene with me
under here? I'd have to get paid
extra...
(beat)
But if I had a choice, I'd rather
stay ‘behind the scenes,’ thank
you.
WILL
(rolling his eyes)
Efrain... I'm going to try to get
you out of here... I'm going to dig
a hole under your neck so that you
can slip your head under the
axle... But you've got to stay
still.
EFRAIN
Okay, Will... I'll stay cool. Can't
lose my head, can I?
WILL continues to scoop out dirt from under EFRAIN's neck.

202.
ALVY, distraught, sits on the ground, knees folded up to his
head as he waits to see what happens.
Suddenly ALVY SEES EFRAIN's legs wiggle, as EFRAIN slowly
crawls out from under the truck.
ALVY gets up.
ALVY
Efrain! Are you all right?!
EFRAIN’s face is full of dirt. He dusts himself off.
EFRAIN
Yeah... I'm okay... But this is the
last time I stick my neck out for
someone's truck... I almost got the
‘AX-le’ on this one.
EFRAIN laughs and pats ALVY on the shoulder.
WILL is dusting himself off as he SEES a familiar caravan
coming down the road.
WILL
Here comes Company.
CARS, VANS, and TRUCKS converge on the location as JOHN gets
out of his car, slamming the door, and walking fiercely
toward WILL.
JOHN
You mean to tell me that you guys
have been here all the while?
(looking at the truck)
And what's this? This isn't the
truck I picked!... It's not even
the right color!
WILL motions to EFRAIN as he looks to JOHN.
'
WILL
Talk to Fred about it.
WILL addresses the A.D., who just walks up.
WILL (CONT'D)
Has the nurse arrived, yet, I've
got to have a man checked out.
WILL and EFRAIN walk off with JOHN yelling from a distance.

203.
JOHN
You know how much you've cost the
company? Clyde's going to hear
about this, you wait and see... You
can't do this to me!
At one of the vans. WILL leans against the side, rubs his
forehead, takes a deep breath as BEN walks up.
BEN
What happened to you guys this
morning. Will? You left the
company hanging... Is everything
all right?... You don't look too
good.
WILL
(shaking his head)
It's a long story, Ben... I tried
to tell Fred...
BEN looks over to EFRAIN, being checked out be a nurse.
BEN
What happened to him?
WILL
(looking out into the
distance)
He was under the truck and it came
down on his head.
WHAT?!
BEN
Efrain comes up to Will.
EFRAIN
The nurse says my neck's as strong
as a giraffe's.
Leaving BEN standing. WILL walks back to the shooting
company, EFRAIN follows.
WILL AND EFRAIN
walk up to the de-wheeled truck. Painters are frantically
painting and aging it while other workers are pounding on the
truck with sledge hammers and yanking off the doors. JOHN,
with a hammer, is breaking the headlights.

204.
WILL
What the hell are you doing,
John?!...This isn't your truck!...
JOHN
The hell if it isn't!
JOHN breaks the other headlight.
WILL
We BORROWED this truck from a car
lot!... We've got to take it back
like we got it!
JOHN
Listen, buster... I'M YOUR BOSS,
COMPRENDE?! You do what I tell you
to do... If I want to do this...
JOHN slams the hammer against the truck.
--I will!
JOHN (CONT'D)
WILL turns around and starts walking away toward the maxivan.
Passing BEN he points to JOHN smashing the truck.
WILL
Tell that asshole John he's just
bought that truck!
(beat)
And by the way, Ben, I quit!
A twice-stunned BEN stops in his tracks as WILL gets into the
maxi-van and drives off, stopping for EFRAIN, who is waving
him down.
INT. WILL'S HOTEL ROOM - WILL
opens the door and lays down his script and notebook on the
dresser, NOTICING a little CLAY BURRITO sitting on top of a
note.
He picks up the note.
INSERT - ON NOTE
SHANNA (V.O.)
‘Sweetheart, I was out window
shopping when I found this little
four-legged friend.
(MORE)

205.
SHANNA (V.O.) (CONT'D)
I call him TOBie, for ‘you-knowwhat.’
Hope you like him. Went
for a walk. Love you.’
WILL picks up the CLAY BURRO, smiling at how cute it is, and
walks over to the closet, takes out his suitcase and tosses
it on the bed.
WILL places the CLAY BURRO on the nightstand and lays down on
the bed, turning to look, once again, at the CLAY BURRO with
its decisive stance.
CLOSE SHOT - WILL AND DONKEY
WILL lingers a stare.
ED (V.O.)
Look, Son... Do what you have to
do... Don't worry, everything will
be all right...
DISSOLVE TO:
INT. VICKY'S RESTAURANT - A PAST 16TH OF SEPTEMBER - OLD
TECHNICOLOR TONES
A CROWD OF FIENDS fill the restaurant, awaiting the beginning
of the traditional parade that, for several years, has passed
in front of the decidedly-successful cafe. Ritchie Valens'
"LA BAMBA" PLAYS on the JUKE BOX.
A moderately younger VICKY talks with BUSINESS-LIKE men.
VICKY
..Don't worry. Everything will be
all right... I want EVERYBODY to
enjoy my burritos and salsa... And
someday I'd like to see it in every
market west of the Mississippi...
(beat)
But, let's talk about it some other
time... Right now, it's time to
celebrate our independence day!...
Come on, let's go outside!
VICKY takes a BUSINESSMAN by the
arm and escorts him outside.

206.
EXT. VICKY'S CAFE
Chairs line the sidewalk and people are eagerly gathering in
anticipation of the parade.
INT. VICKY'S CAFE
Another BUSINESSMAN walks over to ED, behind the counter and
who had been listening VICKY's conversation while preparing
the last take-out orders.
BUSINESSMAN
What do you say, Eddie? This would
be a great opportunity for
Vicky's... I can just see: ‘Vicky's
Burritos and Salsa’ --From the
‘Home of the Original.’
ED
I can, too. I've been trying to
convince her. But, she's pretty
happy and grateful that we've come
this far... I guess she's just as
stubborn as a burro sometimes, too,
huh?
BUSINESSMAN
Well, Eddie... Whenever you can get
her to change her mind, call me.
Anytime. I'd be happy to help you.
ED
You got it, butch!
TWO UNIFORMED SERVICEMEN walk in the door, recognizable as
GILLIE and MANNY, now older and, obviously, changed.
ED (CONT'D)
(surprised)
Mira quien aparecio! Gillie! Manny!
Why, I haven't seen your two ugly
faces for YEARS... Now you two show
up as generals in our U.S. Army?
MANNY
Gillie's in the Army... I'm a
Marine...
(kidding Gillie)
You know, I was always the toughest
man in the bunch.
GILLIE playfully pulls MANNY's cap over his face.

207.
Oh, yeah?
GILLIE
ED
(smiling)
You guys haven't changed, have you?
MANNY
Oh, we have, Eddie... Seeing death
on the battlefield makes you grow
up REAL fast... I feel lucky to
have survived. Gillie got wounded
in Korea... We bumped into each
other in Hawaii while we were both
on R'n'R.
GILLIE
(facetiously)
That's ‘rest and relaxation’ for
you civilian people.
ED
Well, Mr. Chistoso, I bet no one in
the Army makes burritos like I do,
no?
MANNY
You've got THAT right, Papa. They
don't even KNOW what that is in the
Marines.
GILLIE
(looking out the window)
Hey, the parade's started! Let's
go.
ED
Pues, vamonos.
EXT. VICKY'S CAFE
The street is lined with people, young and old. A parade of
SMALL FLOATS, BANNERED CARS, and SCHOOL BANDS march past the
cheering crowd.
Approaching down the street, on HORSES, is a GROUP OF
CHARROS, men dressed in festive Mexican cowboy attire, with
colorful sequined stripes and designs running down the sides
of their black and brown pants, waist-high jackets, and
sombreros that some have hanging behind their neck or held
down on their head with a strap that comes down to just below
their lip. Their horses are clad in equally bright and
cheerful ornamental saddles, bridles, and stirrups.

208.
As the CHARROS cross in front of Vicky's restaurant the
lively HORSES dance around, doing tricks, as the CHARROS
twirl their lassos and rope a clown who is blowing balloons
and twisting them into animal shapes, handing them to
children along the route.
Several of the CHARROS turn to VICKY, sitting next to
ANGELITA, NENA, and friends. The CHARROS’ HORSES twirl
around.
CHARROS
(in unison)
Viva Mexico!
-To which the CROWD REPLIES
THE CROWD
Viva Mexico!
Then, the CHARROS come right up to VICKY, making their horses
bow.
CHARROS
(cheering)
Viva Vicky!
-To which the CROWD AFFIRMS
THE CROWD
Viva Vicky!
The CHARROS continue down the street as a troop of ROTC high
school CADETS march down the street playing drums to a
military beat.
NENA
(standing up; pointing)
There's my brother, Tito!
ANGELITA turns to see marching up, all in precise and
perfectly-timed steps, the HONOR GUARD, led by TITO, all
neatly dressed in their deep green uniforms, highly polished
boots, light blue braids, white gloves, chaps, ascots, and
chrome helmets.
TITO waits until they're right in front before he barks
commands directing his men to begin the MANUAL OF ARMS while
clutching his stainless steel sabre, bringing it up to his
nose, and away, in salute.
NENA NOTICES that the moment brings tears to ANGELITA's eyes.
NENA
Mama, porque lloras?
SUBTITLES
Why are you crying?

209.
NENA (CONT’D)
Debes de estar orgullosa!
Es tu hijo!
ANGELITA
Yo se, Mija. Pero, me
da mucha tristesa en
pensar de las madres y
padres que han perdido
sus hijos en las guerras.
SUBTITLES
You ought to be proud.
It's your son.
SUBTITLES
I know. But, I'm sad
for all the mamas and
papas who have lost
their loved ones in the
wars.
NENA kisses ANGELITA's forehead.
From behind, GILLIE and MANNY cheer-on the men in uniform,
with thumbs up, looking at ED, standing behind Vicky.
VICKY
(cheering loudly)
VIVA AMERICA!!
The excited crowd replies.
THE CROWD
(cheering)
VIVA AMERICA!!
Crowd AD LIBS more cheering.
FADE TO BLACK:
INT. SANTA FE HOTEL - WILL'S ROOM - FULL COLOR - SHANNA.
nudges WILL, who is asleep.
SHANNA
Will? Will! Are you okay?
WILL
(waking up)
Uhhh... Yeah... I'm all right... I
just dozed off... I'm pretty burned
out.
SHANNA
You're off early...
(looking around)
Why's your suitcase out?
WILL
(getting up slowly)
I quit.

210.
SHANNA
What happened?
WILL opens up his suitcase.
WILL
It's a long story, Shanna... Let's
just say I got tired of being peed
on.
SHANNA
What are you going to do now? I
thought you wanted the money so
that...
WILL
(interrupting)
--I know, Shanna! I know... I'm
not going to think about it right
now, okay?
WILL walks over to the dresser and starts taking his clothes
out from the drawers, throwing them over into the suitcase.
Continuing to empty the drawers, WILL NOTICES a SMALL BLOWN
GLASS EGG with a pink ribbon tied around it, sitting on top
of the dresser.
WILL picks it up.
WILL (CONT'D)
What's this?
SHANNA
(hesitant)
I thought you might want to give it
to your grandma.
WILL
You shouldn't have done this.
WILL closes his eyes and takes a deep breath.
WILL (CONT'D)
I'm sorry, Shanna... I...
WILL walks over to SHANNA and embraces her, resting his head
on her shoulder, rocking side to side.
SHANNA
Did you see inside? It's got a
chicken... And an egg inside of
IT...
(MORE)

211.
SHANNA (CONT'D)
I guess it kinda wants to ask,
"What came first, the chicken or
the egg?"
WILL simply holds SHANNA, staring off into the distance.
EXTREME CLOSEUP ON EGG, IN WILL'S HAND.
DISSOLVE TO:
ANGELITA'S LIVING ROOM - DAY - EXTREME CLOSEUP ON THE EGG
being handed by WILL to ANGELITA, sitting in her favorite
stuffed chair. SHANNA sits by, quietly.
WILL
Shanna lo encontro en
Nuevo Mexico, para
usted!
ANGELITA
Que bonito...
(turning to Shanna)
Muchas gracias, Shanna.
Pero, porque lo hicistes?
Yo soy tan viejita.
SHANNA
Porque pensamos de usted.
SUBTITLES
Shanna found it in New
Mexico, for you!
SUBTITLES
How pretty.
Thank you very much.
Why did you do it? I'm
such an old lady.
SUBTITLES
Because we think of you.
WILL
SUBTITLES
(kidding)
Realmente, es cohecho para Really, its bribery so
que nos haces mi spageti you will make my favorite
favorito para nosotros! spaghetti for us!
ANGELITA
(smiling sadly)
No se, Mijo... Ahorita no
tengo la fuerza.
WILL
Ahorita no, Nana... Alli,
mas adelante... Cuando
hay tiempo y se siente
mas mejor.
ANGELITA
(sighs)
Ojala... Con el favor de
Dios.
SUBTITLES
I don’t know, son. Right
now I have no strength.
SUBTITLES
Not right now, Nana. Some
time, later... When you
have time, and you feel
much better.
SUBTITLES
I hope. With the help of
God.

212.
NENA walks in with groceries.
NENA
I'm back.
WILL
(to Angelita)
Mi Mama se va quedar aqui
contigo hasta que se
siente mejor, okay?
(beat)
Ya me voy... Tengo que ir
a mi oficina para ver lo
que pasa.
SUBTITLES
Mom is going to stay here
with you until you feel
better, okay?
I’ve got to go to my office
to see what’s happening.
WILL and SHANNA get up.
ANGELITA
Okay, Mijo... Que les vaya
bien.
SUBTITLES
Okay, Son... Hope all goes
well.
EXT. ANGELITA'S HOUSE - NENA
is checking the mailbox.
WILL and SHANNA walk to WILL's car.
WILL
Mom, why don't you just take her to
your house?
NENA
I tried. Will... Believe me.
(shaking her head)
But she kept insisting on staying
home.
WILL
Okay... I know... I guess
stubbornness runs in the family,
huh?
NENA
(sighing)
You're right about that.
WILL
(looking around)
Where's Peligroso?

213.
At that moment PELIGROSO comes running from around back,
wagging his tail, and scratching at ANGELITA's screen door,
barking.
WILL (CONT'D)
I guess he had to pee.
WILL gets into the car, smiling.
WILL (CONT'D)
Well... I'm going... Bye-bye.
WILL starts up the car and backs out of the driveway.
ANGELITA opens the screen door to let PELIGROSO in and stands
at the doorway, saying a short prayer.
NENA turns to see ANGELITA, walks up the porch and kisses her
on the cheek.
NENA
Cuantos anos has hiciste
eso para nosotros?
ANGELITA
...Desde el primer vez
que mis hijos pudieron
salir afuera sin mi...
SUBTITLES
How many years have you
been doing that for us?
SUBTITLES
...Since the first time
my children were able
to walk outside without me...
ANGELITA stands looking through the screen door.
FADE TO BLACK
INT. AET OFFICE - EARLY EVENING
No one is there and the LIGHTS are OFF. The door CLICKS
open, WILL and SHANNA enter, turning the LIGHTS ON.
WILL is surprised to SEE that the room ha been rearranged.
WILL's pictures have been taken down. WILL's desk has been
cleared, his piles of files and notes have been stacked
together on the floor, replaced by a COMPUTER.
The CHALKBOARD has written some sort of GAME-PLAN AGENDA and
CALENDAR OF EVENTS. There are piles of brochures from a
teleconferencing convention. A report, ‘Corporate Structure’
sits on PAUL's side of the desk.
WILL GLANCES around the room, looks over notes and business
cards tacked on the BULLETIN BOARD, flipping over some pinned
5X7 cards.

214.
WILL
Something's wrong, Shanna... This
doesn't make sense... I don't
recognize any of this... This isn't
what we've been working on...
Where's Paul been getting the time
to do all this? We have a deadline
to give that report to your
company.
SHANNA pokes inside boxes on the file cabinet table.
SHANNA
You might want to look at this,
Will.
WILL walks over and takes a look at the brochure SHANNA has
taken out of the box to read.
Stunned, WILL begins digging into the other two boxes.
WILL goes to PAUL's side of the desk and combs around.
WILL
I don't believe it... I don't
understand... That asshole Paul!
SHANNA
(reading the brochure)
Well, it looks like Paul's a
partner in a Telecon,
International. --A company that
sets up satellite teleconferences.
WILL looks inside another brochure.
WILL
LOOK at all this! Where did he get
the money to print all this?
(beat)
Here's Paul's picture. With two
other guys... And one of them is
Jerry Dillard, a guy Paul called an
ASSHOLE... Now they're together,
like two peas in a pod, in whatever
company this is, and using the AET
address and phone number!...
They've taken over the office!
SHANNA
(continuing to read)
They're supposed to have offices in
New York and Chicago.

215.
WILL
(trying to calm down)
Maybe this isn't what it seems...
SHANNA
(fessing up)
I don't think so. Will.
WILL
(surprised)
What do you mean?
SHANNA
I didn't tell you. While you were
gone Paul asked me out. I went with
him. --I thought we could talk
about the report.
(shrugging)
Anyway, I should have known
better... We came back to the
office to look at your files...
And... He made a pass at me... I...
WILL
I thought you had enough of him the
FIRST time you had the pleasure of
his company.
SHANNA
(resigned)
Will... I only wanted to help...
(beat)
--Anyway, he was a little drunk...
and... he talked about how he was
working on other schemes... I
didn't think much of it. But when
he grabbed me I slapped him and he
figured it out between you and me.
(beat)
I took a cab home.
WILL is at a loss for words.
The phone RINGS.
WILL is surprised that a message machine begins to play.
PAUL (V.O.)
‘You've reached Telecon
International, your first and last
link to meaningful and profitable
business relationships. At the
tone please leave your name, number
and the time you called.’

216.
BEEP. WILL and SHANNA wait, looking at the machine.
CLICK.
GEORGE (V.O.)
Paul, this is George Humphrey from
T.A.T. Are you still hanging
around? I know how you like to tell
stories with all your buddies...
SHANNA
That's my boss!
GEORGE (V.O.)
... I guess you're not there...
Anyway, I just wanted to say that I
like your new idea. You've
convinced me again, you little
rascal. It sounds like a better
application of our technology.
Let's get together, let's say, in a
couple of days to talk it over some
more before we implement it, okay?
See you.
SHANNA
George never told me Paul was
working on anything else.
WILL gets a determined look on his face.
WILL
I'll find out tomorrow.
INT. AET - NEXT MORNING - PAUL
is finishing a conversation on the phone and JERRY DILLARD is
working on the computer.
PAUL
(on phone)
Now, just between you, me and the
bedpost, we don't expect to be
functional for sixty to ninety days
yet. But that shouldn't stop us
from saying that ‘We are currently
engaged in operations across the
nation and around the world’...
It's all part of preconditioning,
comprende?
(listening)
(MORE)

217.
PAUL (CONT'D)
I KNOW you're operating out of your
apartment and calls are costing you
a mint -- all the way from New
York. It's a small price to pay for
getting into something big, don't
you think? We're all dancing as
fast as we can.
(listening)
All right. Good. Bye.
PAUL hangs up and looks to JERRY.
PAUL (CONT'D)
Hey Jerry... Are you sure this guy -
- YOUR FRIEND -- isn't a flake? I
mean he's already complaining about
being asked so many questions by
our potential clients. Do you think
he can handle it? I mean, he
doesn't seem to have talent for the
bullshitting. Know what I mean?
JERRY
Look, Paul... If he doesn't work
out, he's out. That simple. I have
no problem.
WILL APPEARS at the door.
WILL
Hi, fellas... I'm back.
PAUL and JERRY turn around, their expressions just short of
their jaws falling to the ground.
WILL (CONT'D)
How's business?
PAUL is noticeably surprised but tries to take it in stride.
PAUL
Fine, Will... Just fine.
JERRY, less adept, stumbles around trying to decide what to
do. PAUL tries to take the attention away from JERRY.
PAUL (CONT'D)
Thought you were supposed to be in
New Mexico for another three weeks.
WILL
(bluntly)
I just got back. I cut it short.
(looking around)
(MORE)

218.
JERRY gets up.
WILL (CONT'D)
So... There's been a couple of
changes.
PAUL
Well... Er... Some... But, not
really... I mean...
WILL walks over to the radio, changes the channel to his
favorite, and moves to his side of the desk, as JERRY vacates
the spot.
WILL
I think it's time for a meeting.
(to Jerry)
Why don't you take the afternoon
off, Jer.
JERRY
What do you mean?
WILL
I MEAN, take a hike!
JERRY looks at PAUL, who tries to be cool.
PAUL
Go on, Jerry. I haven't had a
meeting with my partner for awhile.
I'll handle the rest of today
myself. Okay?
JERRY grabs his attache and exits.
The radio starts playing Dylan's ‘ALL ALONG THE WATCHTOWER.’
WILL takes his seat, face to face with PAUL.
PAUL (CONT'D)
I'm going to level with you,
Will... AET is headed for a dead
end. Quite frankly, I'm not
interested in it anymore and I'd
like to bow out... It was a neat
idea, but I think I'm better suited
for other things.
WILL
Like TELECON INTERNATIONAL?
PAUL
I guess you've done some homework.

219.
WILL
Yeah, you son-of-a-bitch. You used
me, you fuck. You needed SOME
PRESENCE, didn't you... Some front
to give you visibility...
credibility.
PAUL
Look, I'm just like Tarzan swinging
through the jungle of life,
understand?
PAUL walks over to the boxes of brochures.
PAUL (CONT'D)
See this?
(holding a brochure)
One of our partners footed the bill
for this... It's not real, it still
smells of bullshit.
(throwing it down)
It's bogus. But it’s a great image!
WILL
How about New York and Chicago?
PAUL
A table and a phone... It's not as
real as you think. You see, the
world is run by people's
imagination and what they are
willing to believe. YOU know THAT.
You told me yourself. And it's only
our imagination and belief that
helps us SURVIVE. --Unless you have
plenty of money. Then you can buy
someone else's imagination and
create your own perceptions. Why,
YOU do it all the time at the
studios.
(beat)
You see it in ads, politics, watch
it on TV -- It’s all SHOW BIZ.
They don't call it make-believe for
nothing.
(beat)
And, quite honestly, I don't
believe in AET anymore. We just had
a bad roll of the dice.
WILL
(looking around)
And how about all these ‘props?’

220.
PAUL
It's all yours... You bought it,
and you made it...
(looking around)
But, maybe we could make a deal.
Let's say, since you haven't paid
this month's rent, maybe we could
let you use the space for awhile. --
Maybe get AET going again, yourself
-- in exchange for leaving
everything here for the duration.
WILL gets up slowly from his chair, confused and discouraged.
WILL
I'll think about it.
WILL looks at PAUL for a short moment, then turns around and
heads for the door.
WILL exits.
PAUL
We can still be friends, can't
we?... Pal?... Will?... Bud?...
‘WATCHTOWER’ continues, repeating the chorus, ‘...Looks like
time to get OUT of here...’
FADE TO BLACK:
INT. VICKY'S RESTAURANT - LATER THAT DAY - ED
sits on the customer side of the counter reading the
newspaper. There are only two customers at a booth.
ED HEARS the front door open and reacts by getting up and
moving around to the cooking side of the counter. It's WILL.
ED
Oh, hi. Son. You surprised me.
WILL
(glancing around)
Hi, Dad... I guess I came at a good
time, huh? I mean, to talk.
The customers, done eating, get up and leave.

221.
ED
(in good spirits)
This place has been so empty, even
las moscas have been ringing the
doorbell trying to get in...
(beat)
But you must be hungry, no?
WILL
Sure, Dad. I'll have a green chili
burrito with extra cheese.
ED starts everything going, with his back turned to WILL.
ED
So what's wrong. Son? Something's
troubling you. Is it because you
quit the show in New Mexico?
(beat)
There's always another show, you
know.
(turning his head)
You and Shanna had a fight.
WILL
No, Dad... I've got to move out of
my office.
Paul's turned out to be a jerk and
I can't support that office
anymore...
I'm not even sure what I want to
do...
I don't want to go back doing what
I used to at the studio...
(committed)
I'm BETTER than that!
It's just that... it's like
starting all over again.
ED turns to WILL, wiping his hands.
ED
Every day's like starting over.
There's nothing wrong with that.
There's been many a time when I've
said to myself, "Well... Here we go
again" and again, and again...
(beat)
There'll come a time when you'll
think about yourself in the
present, and remember yourself from
the past, and realize the distance
travelled. (MORE)

222.
ED (CONT'D)
THAT'S when you've reached the
beginning of the rest of your life -
- AGAIN.
(beat; resigned)
...It's ALL about starting over.
Being Original,... all over again.
ED turns around to finish making the burrito.
WILL
I feel like the myth of Sisyphus,
doomed to forever roll a boulder up
a mountain only for it to slip my
grasp every time I reach the top.
ED
I don't know about Mr. ‘Sis,’ but
real life IS climbing a new
mountain every day.
ED turns around and serves WILL the burrito, smiling.
ED (CONT'D)
That's probably why they called him
‘Sissy,’ -- the wuss can’t take it.
WILL cracks a smile and ED messes up WILL's hair, sits down.
ED pauses, remembering, then reaches into his pocket.
ED (CONT'D)
Oh, I almost forgot.
ED hands WILL a piece of paper.
ED (CONT'D)
I was talking to a friend about
Grandma and the burrito...
And he gave me the name of this
organization -- Hispanics United
for the Arts. You might want to
check it out.
WILL takes a guilty look at the paper.
WILL
Sure, Dad. I've been jotting down
a lot of story notes.
(smiling graciously)
It couldn't hurt to check it out.

223.
ED
(teasing)
What do you mean, "It couldn't
hurt." Don’t they say, ‘No pain, no
gain?’
WILL and ED sit in the empty restaurant. WILL smiles as he
bites into his burrito. ED smiles at WILL.
FADE TO BLACK:
INT. WILL'S APARTMENT - EVENING - WILL
at his table, going through his pile of mail, magazines, and
newspapers, doing his usual cutting and tearing out of
pictures and articles. The television changing channels and
MUSIC playing in the b.g.
SHANNA is in the kitchen preparing dinner.
SHANNA (O.S.)
Dinner'11 be ready in about half an
hour, so I'm setting up a tequila
toast, okay?
(beat)
So... what is the name of the
organization?
WILL
Hispanics United for the Arts...
(beat)
I'm not sure this is for me.
SHANNA (O.S.)
You won't find out unless you go.
So go.
SHANNA walks up carrying a cutting board with two shot
glasses of tequila, lime and a salt shaker.
SHANNA places it on the table and hugs WILL from behind.
SHANNA (CONT'D)
Speaking of going, Why don’t we go
away to Mexico and visit the Mayan
ruins, eat ceviche, swim in the
warm waters. Sound good?
WILL is busy tearing and clipping pages from a magazine.

224.
WILL
I can't do that. I have too many
things to do. And I don't have any
money to spare.
SHANNA
Well, I've saved a little and I
could pay.
WILL
I've got to get myself back on my
feet! I feel like a nowhere man!
Can't you understand that?!
(frustrated)
No, I guess you can't. You probably
never stepped out of line, off the
beaten path. You probably followed
the career formula by the book.
SHANNA
(releasing Will)
That's not true! I've had to put
up with a fair share of crap from
‘good ol' boys’ and their good ol'
ways. You're not the only one
that's been out there alone.
WILL stops what he's doing, putting everything down,
freezing.
SHANNA submits, embracing him once again from behind.
SHANNA (CONT'D)
I'm sorry. Will... I just feel
neglected. I'm sorry.
(kissing him on the cheek)
Let's have our toast, okay?
SHANNA walks around the table, takes a lime and salts her
hand.
WILL stops his work and picks up a lime.
SHANNA (CONT'D)
...So if we don't go to Mexico, why
don't we think of moving in
together. How about THAT?
WILL begins to get up from his chair and sits down again,
putting his elbows on the table and head down into his hands.
SHANNA, disappointed, slowly puts down the lime.
The phone RINGS. WILL gets up to answer it.

225.
WILL
Hello... What's the matter. Mom?
What's wrong!
(listens)
What!?...
No... Not today!...
WILL turns grief stricken, bends his head back, gasping for
air...
WILL looks at Shanna with shock and despair.
SHANNA
(anxiously)
What HAPPENED?!
WILL slowly looks up at her.
WILL
My Nana, ANGELITA... She's...
gone...
WILL starts crying.
EXT. CEMETERY - DAY - WILL
sits on the lawn, holding his knees, staring at the freshly
laid grass patches, the flowers piled on top of the grave.
SHANNA sits next to WILL, stroking his head.
WILL
I never got to say good-bye...
(beat)
She used to say, ‘Life is such a
special occasion’...and that
...’Being alive is a challenge to
becoming sensitive to all that is
around you, and, that's called
love’...
(beat)
...And even becoming sensitive
makes us vulnerable to feeling
more sadness. It's the key to real
happiness.
(eyes welling with tears)
I sometimes find that hard to
believe...
(tears streaming)
You know, even though her body was
old and tired, she never lost her
innocence...
(beat) (MORE)

226.
WILL (CONT'D)
She used to say, ‘The perfect age
is when you're old enough to
remember and young enough to
believe.’
WILL puts his head down to his knees and sobs.
SHANNA
She died at the perfect age.
SHANNA hugs WILL tightly.
FADE TO BLACK:
INT. AET OFFICE - WILL AND EFRAIN
are clearing the last of WILL's stuff from the room.
EFRAIN starts carrying a box out.
EFRAIN
...So I told Ben, ‘I quit too,’ and
came home the next day... And you
know what? I called the office to
find out about my paycheck and
found out they fired John and
Fred... Can you believe it!?
WILL
Sure I can.
EXT. AET OFFICE
PAUL comes walking around the corner with JERRY, GEORGE,
HUMPHREY, and PHIL LEVINE.
PAUL
... So HE says, "Women! We take
nine months waiting inside before
we're born, And then we spend the
rest of our lives trying to get
back in -- between their legs.
THEY all laugh together.
PAUL (CONT'D)
...And you know what they call a
Mexican whore?
We SEE THEM all laughing. ADLIB a theatrical ‘No, what?’

227.
PAUL (CONT'D)
--A ‘fri-jole.’ Get it? Frijole?!
THEY reach the office doorway, LAUGHING and reveal surprise
at what THEY SEE.
GEORGE
What's happening to your office,
Paul?
PAUL is caught off guard and surprised.
PAUL
Uh... Well... It looks like we’re
making a little adjustment.
INT. AET OFFICE - EMPTY OF DESK, & WILL’S STUFF
WILL sits in the only chair left in the room.
PHIL
(suddenly recognizing)
Hey, I know you guys... You were
the ones in New Mexico...
(looking at PAUL then
WILL)
And YOU were also with Paul in Las
Vegas.
WILL
That's right... The movie crew
person.
(looking at GEORGE)
Well, THIS movie's over, and we're
taking down the set...
It's a WRAP!
GEORGE
--Don't understand.
WILL
(with a sweeping arm
motion)
See all this? It's all fake. Get
it?
(picks up a brochure)
Everything, including THIS. AND New
York. AND Chicago... AND ninetynine
and ninety-nine one hundredths
of what...
(pointing to Paul)
...HE says.

228.
GEORGE
(turning to PAUL)
What's the meaning of this, Paul?
Is this another one of your jokes?
WILL
It sure IS. And the joke's on YOU!
(turns to PAUL)
After all, Paul, YOU'RE the one who
believes in "A TIT for a T-A-TAT,
right? Well, I hope you believe in
MAGIC, 'cuz I'd like to see you
pull the rabbit out of THIS hat!
WILL shoves a disconnected phone at PAUL.
WILL (CONT'D)
HERE! THANKS for all the
MEMORIES,...AMIGO!
The MEN watch, stunned, as WILL and EFRAIN gather some boxes
and walk away.
INT. LARGE DOWNTOWN OFFICE BUILDING - DAY - WILL
walks up to the escalators leading down, and stands off to
one side, LOOKING DOWN to a FLOWER CART where CATHY, no
longer pregnant, stands chatting lively with a customer.
WILL rubs his face, swallows deeply and steps onto the
escalator.
CATHY says good-bye to her customer and turns around to tie a
ribbon on a basket.
CATHY SEES WILL coming down. CATHY stops what she's doing
and simply looks straight at an approaching WILL.
WILL
(apprehensive)
Hi, Cathy...
How’s is going?
CATHY, mixed up, stands staring at WILL.
CATHY
Fine... Will...
WILL
I mean... How’s everything?
CATHY
I had a boy. Eric is his name.

229.
WILL
I guess... You're doing all right.
CATHY
I'm happy.
WILL
I never thought we'd come to this.
CATHY
(bowing her head)
Me neither.
WILL
I hope you don't mind that I came
here to see you.
CATHY
(shaking her head)
No, Will... Not at all.
WILL
(shrugging shoulders)
I don't want to upset you, Cathy. I
came by to say hello...
WILL tries to hold back his emotions.
WILL (CONT'D)
My grandma died... Angelita. And I
came by to say hello... That's
all...
(fighting back tears)
I've got to go now.
WILL starts backing up slowly, eyes on CATHY.
CATHY looks at WILL with innocent eyes, swollen with tears.
CATHY
I loved her very much, too. Will.
A HURRIED STRANGER bumps into WILL as he turns to get on the
escalator.
CATHY, noticeably upset, with red and teary eyes, places a
sign in front of the cart, reading ‘Back in 25 minutes.’
INT. TELEVISION STUDIO STAGE
The stage IS SET UP FOR A MEETING, with folding chairs and
tables. PEOPLE, mostly LATINOS, mingle around, talking.

230.
ANGLE ON STAGE ENTRANCE - CHRISTINA
sits, greeting visitors, giving them name badges.
WILL walks in.
CHRISTINA
Hello. Welcome to our meeting...
You look like a new person.
WILL
I am. I’m Will Ganas.
CHRISTINA
(checking him off the
list)
Well, we’re always happy when new
people come.
(extending her hand)
My name is Christina. Just sign
your name here and put on a name
tag. We should be starting any
moment now.
WILL walks unnoticed to a table modestly set up with cut
vegetables, cheese and fruit.
MEMBERS greet each other, some talking in Spanish, some not
even Latinos at all.
A LITTLE WHILE LATER - THE SOUND STAGE
is filled with people seated, as chairperson, RICARDO,
signals other people seated at his table that the meeting is
about to begin.
WILL is seated in the third row, on the inside aisle.
RICARDO
(pounding the gavel)
Can we come to order. This meeting
is about to begin. Hello
everybody, my name is Ricardo
Nopales...
RICARDO continues his introduction AS CAMERA PANS across the
faces of the people on stage.

231.
RICARDO (CONT'D)
And I'm the chairperson of
Hispanics United for the Arts,
where help each other in our
pursuits in the entertainment
business.
(looking around)
We are here to network and meet
others who share common aims in the
media.
(turning)
Diana, would you come up and lead
us in the invocation.
DIANA gets up and walks to the front.
DIANA
Dear Lord, we have come together
here to unite our strengths, that
we might be able to help each
other... Please...
DIANA’s voice FADES OUT.
DIAGONAL WIPE
TO:
LATER ON
RICARDO
Now that we have finished the
reports, we've come to my favorite
part of the meeting when we ask our
first-time guests to stand up and
tell us about yourself and why
you’re here.
(scanning the group)
Who’s here for the first time?
A WOMAN near the end of the row reluctantly raises her hand.
RICARDO (CONT'D)
Welcome. Please stand up, turn
around, and tell us a little bit
about yourself.
WOMAN
(shyly)
Hi. My name is Evelyn Garcia. I'm
a secretary at a major motion
picture studio, but I also write
and sing... And I'm glad to be
here. She sits down.

232.
RICARDO
Thank you. Anyone else in the
first row? How about the second
row?
A MAN in his late twenties stands up.
MAN
Hi. My name is Mike Lopez. I'm an
actor and I'm looking for a job.
I've worked several TV shows, but
you probably don't recognize me
'cuz I usually have a mustache,
look like a drug addict, and talk
like...
(with a deep Mexican
accent)
Pues, tu sabes. Jou know, maan.
(beat)
Thank you, very much.
He sits down. Some in the crowd laugh.
The next person to stand is an OLDER MAN, dressed in a suit.
OLDER MAN
My name is Brent Clarke. I'm a
screenwriter currently working at
Paramount Pictures on a couple of
sitcoms. And I came here 'cuz I was
curious. Thanks.
RICARDO
Anyone in the third row?
WILL looks up and down his row. No one else gets up so WILL
slowly rises.
WILL
Hello. My name is Will Ganas. I've
worked at the studios... And...
I've been a consultant... And...
I'm a writer--! mean, I'm writing a
story...
VOICE (O.S)
What do you DO at the studio?
WILL
(bumbling)
I... Uh... Do... Dress... I mean...
I work in... On... Sets... Thank
you.

233.
Feeling foolish, he quickly sits down.
RICARDO
Thank you, Mr. Ganas. Who's next?
DIAGONAL WIPE
TO:
SHORT TIME LATER
ANOTHER WOMAN stands up next. She is in her thirty's and
speaks with a Spanish accent.
ANOTHER WOMAN
Ola. My hname ez Yolanda Esparza
aan hi jost come tu monthes agho
frrom Argentina. Hi whant to
daance hon TB. Muchas gracias.
Next.
RICARDO
A BLACK MAN, in his twenties, stands.
Everyone laughs.
BLACK MAN
My name is Barry King, and I'm not
Mexican.
PERSON #5
But I'm here because I heard it's
for everybody and I like that idea.
He sits down, then stands up.
PERSON #5 (CONT'D)
Oh, and I sing, write, and I'm a
pretty good comedian.
As the next person behind starts talking. WILL, turns around
in his seat, closes his eyes.
PERSON #6
(V.O.) Hello everybody. My name is
Ruben Fuentes. I'm a laborer at
Fox Studios and I'm tired of doing
that. I'm here 'cuz I'd like to
produce some day and I think I have
some great ideas...

234.
WILL smiles.
FADE TO BLACK:
INT. WILL'S APARTMENT - EVENING
The camera PANS slowly across the rooms which are noticeably
bare as MUSIC plays in B.G. Many of Will's posters, objects
d'art, etc. are missing from their places, now in boxes and
stacked against the wall.
WILL sits at the table trying to write.
STAN, in high spirits, walks in and slows down when he
notices the missing OBJECTS.
The doorbell RINGS.
STAN
(looking around;
surprised)
Say, Will... Is there something I
should know? You're not moving
out?
WILL
(perplexed)
No, Stan, ol' buddy. I'm not
moving out. I couldn't if I WANTED
-- can't afford it. I just need to
make some money.
STAN
What about the studios? Can't you
go back to the studios?
WILL
(throwing his pen down)
I don't WANT to go back, Stan.
Damn! Who am I trying to fool. I
can't write either.
STAN
Whoa, Will... Take it easy. Don't
be so hard on yourself. What you
need is a little relief.
WILL rushes to open the front door, REVEALING MAX.
MAX
HEL-lo, Will.
(looking around past Will)
HEL-lo Stan...
(MORE)

235.
MAX (CONT'D)
I just thought I'd drop by and
visit for a few SHORT but INTENSE
minutes with my fine, feathered
friends.
WILL tries not to show disappointment.
WILL
Come on in, Max.
MAX
(looking around)
Will! What gives? Someone's
broken in and taken your treasures!
WILL
(pointing)
They're in these boxes. Max.
MAX
Aha! So you caught the fatherless
bastard!
WILL
(smiling)
I'm just getting ready to sell some
of this stuff. Max. I need the
money.
MAX
I'm sorry to hear that, Will.
(in a more serious tone)
..Maybe I could help you sell some
of it... Why don't I select a few
boxes and take them with me. I DO
frequent swap meets
-In fact, there's one I’m going to
this weekend. 1 could act as your
liaison, a.k.a. sales rep, and
bring in some cool, quick, cash.
WILL
Sure, Max... Take whatever you
think you can handle. I've put
price tags on most of this stuff.
MAX
(peering into the boxes)
Are you SURE you want to get rid of
this... I mean, it must be pretty
painful to let go of these things.
I imagine there're quite a few fond
memories tied to them.

236.
WILL
You're right. Max. I've been
having to let go of a lot of things
lately... But I have to.
STAN
Ahem, fellas. I think we could all
use a lift. How 'bout if we go out
and get some grub... I'll treat.
Yo tengo mucho hambre.
MAX
Gee, Stan. That's swell! You can
count me in... How about you, Will?
WILL
Sure... Let's get out of here.
STAN
-- But you have to pick the place,
Will... I know you can think of
something different. What do you
say?
INT. TOKYO SUSHI - EVENING - WILL, STAN AND MAX
sit on tall, squared off, black lacquer Japanese stools, with
Max fascinated by the built-in conveyor belt that travels the
circumference of the oval counter/bar carrying the sushi
selections. Two sushi chefs, standing inside the bar, are
preparing the variety of sushi.
STAN
I knew you could think of a place
that's different, Will.
(kidding)
Actually, I was thinking more of
rice and beans not rice and raw
fish... But, maybe they serve fish
tacos?
WILL shakes his head and looks at MAX.
WILL
(to Max)
See what living in East L.A. will
do to you? Stan's middle name
isn't ‘Tak-EH-o’ for nothing, you
know.
MAX laughs heartily.

237.
WILL (CONT'D)
(laughing)
I wouldn't laugh too hard. Max. I
never told Stan YOUR middle name.
STAN
Let's hear it. Max.
MAX
(slightly embarrassed)
If you promise not to make fun.
WILL and STAN look at each other.
WILL & STAN
We promise.
MAX
Well... I kinda think of it as
being futuristic sometimes... You
know, before its time.
STAN
Come on, Max... Out with it.
MAX
All right... Its ‘Quetzalcoatl.’
-- There. You guys satisfied?
STAN
Futuristic?
(beat)
I didn't know you were Mexican.
MAX
My mom's Mexican. My dad's Jewish.
And HE's the one who gave me that
name! I guess my dad thought a name
like that would go through some
sort of revival... You know, like
‘Moses.’
You can call me, “Quetz!”
STAN
How about you. Will? What's your
middle name?
Robert.
WILL
STAN and MAX look at each other and shrug their shoulders.
Eh.
STAN & MAX

238.
A WAITRESS walks up carrying three small cups, a bottle of
sake and sets everything on the counter.
WILL
Well, since we don't have tequila,
I thought we might go for some
Japanese fire water.
Indeed!
MAX
STAN grabs the bottle of sake before WILL can.
STAN
Let me do the honors.
STAN looks at the bottle.
STAN (CONT'D)
You know, there's a tradition that
goes with drinking sake-Just like
tequila... First...
STAN pours Sake into WILL's and MAX's cups.
STAN (CONT'D)
You pour each other drinks out of
respect...
(pouring his own)
Then...
STAN raises his cup, followed by WILL and MAX.
STAN (CONT'D)
You say, "Compai!"
Compai?
MAX
STAN
‘Compaaaaiiiil’ if you are a
Ninja... And you're supposed to
drink it while the sake's warm.
MAX
Well, in that case it means,
‘Here's mud in your eyes.’
WILL
How about "Tremaisha!?"
MAX
What's that mean?

239.
WILL holds his fist up in a power sign.
WILL
Hang in there, baby!
STAN
(looking at the other two)
Compai!
COMPAI!
WILL & MAX
They all down their drinks and then AD LIB reactions along
the line of ‘Not bad.’
WILL rubs his hands together in anticipation.
WILL
Well, shall we start?
They all reach for plates of sushi circulating past them.
DIAGONAL WIPE
TO:
LATER ON
WILL is pouring sake into STAN and MAX's cups. A couple of
empty stacked plates and beer bottles lay in front of them.
MAX inspects the conveyor belt closely.
MAX
Far out! What a marvelous
mechanism. It's fascinating to see
how technology is being perpetually
applied to serve society. Just
another testimony to humankind's
never ending ability to create...
Why, in a few years, who KNOWS what
we'll come up with next.
WILL
(taking a new plate)
Yeah... If we don't blow ourselves
up first.
MAX
(taking three dishes)
I guess you're right.
(MORE)

240.
MAX (CONT'D)
People just don't realize that only
in the last fifty years has
humanity had the technology to wipe
itself out -- I mean, in ONE HOUR
we could literally DESTROY our
world!
--like, TOTALLY!
(laughing)
No more soap operas, no more MTV,
no more champagne wishes and caviar
dreams.
STAN
(after a slug of beer)
Could be, MAX... But isn't that
what they said about Big Brother
and ‘1984?’
WILL
Look at it this way, Stan, we can't
afford to make mistakes about war
anymore.
MAX
Right on! Can't afford to lose
control.
WILL
I think the question is, ‘Who's GOT
control?’
STAN
Most people would say the
governments.
MAX
But aren't we really talking about
POWER and INFLUENCE?
WILL
Well, if you look at history, the
ones with the biggest army and the
most guns had the power... But to a
certain extent the world's always
been controlled and manipulated by
intimidation and seduction, pain
and pleasure, fear and hope... A
sort of ‘thought control’...
Except, as time goes on it only
gets more sophisticated... So, if
anything, it's Russia that's more
like "1984" and Big Brother.
(MORE)

241.
WILL (CONT'D)
We, on the other hand, are becoming
more like "Brave New World" with
our own version of thought control,
based on the feel-good pursuits,
like, ‘the Great American Dream,’
wealth, material stuff...
STAN
How's that? I thought Big Brother
was thought control.
WILL
‘Brave New World’ based its control
on "soma", a drug that produced
contentment and bliss in the form
of mental imagery and physical
titillation. For each unique
person, soma produces a personal
bliss experience -- content and
quiet.
MAX
Aha! -- REMOTE CONTROL! Management
through bliss, or, ‘How to Dominate
Through Pleasure, Sedation, and
Seduction.’
WILL
But, of course, here, in the ‘free
world,’ it isn't obvious. Remember,
this is an age where effects are
subtle, spread out over time,
undetectable and transparent.
STAN facetiously looks under some pieces of sushi.
STAN
So, where do we FIND this ‘soma?’
WILL
Look around... You can see the
telltale signs. Traces are
everywhere. We compete against
each other so fiercely, taking
advantage at the slightest
opportunity to come up with newer
and more stimulating ways of
captivating our attention, securing
our dreams and wishes, and then
laughing all the way to the bank.
Money's one way to get a ticket to
bliss.
(MORE)

242.
WILL (CONT'D)
We even exploit reason and it's
power of persuasion and couple it
with the perfect IMAGERY. We all
buy it.
MAX
I guess it all becomes a sort of
mental sleight of hand, right?
WILL
Right... But that's not the only
thing that's happening to us...
We've take our freedom for granted.
We're becoming spoiled and lazy,
burned-out and over-indulgent...
And that makes us vulnerable to
control.
MAX
Which means that either we or
others have found our pleasure
zones, and we don't want to take
our finger off those buttons.
STAN
Some people would call that
paranoid, wouldn't they?
-262-
WILL
I'm not saying it's some grand
conspiracy. It isn't politiciansgetting-together-with-corporationsgetting-together-with-advertisersand-media-heads.
They're all going
their own independent self-serving
ways... You see, we EXPECT there to
be A CULPRIT, some clear and
obvious thing to point at and put
the blame. But, ironically, it's a
little bit here, a little bit
there.
MAX
Yeah... Like when a bank makes a
ten cent mistake in THEIR favor. It
doesn't feel like much, so you
forget it. But, when you think
about it, if they got ten cents
from every account, guess how much
money THAT would be.

243.
WILL
We think we’re smarter and ‘can’t
get fooled again,’ but there’s a
lot of highly-paid, highly
motivated social scientists,
psychologists, economists, and
working for media and marketing
companies that exploit us. They
know us better than we know
ourselves.
(beat)
The ‘art of persuasion’ gets more
sophisticated, more captivating --
all, tactics of influence. And we
go for the ride. ALWAYS. It’s
always easier to let go -- for the
ride.
MAX
--I let go of my money. Just
think... If I could get one penny
from every person in the U.S. I
could RETIRE... It does mount up.
(beat)
Wow, Will! Trickles! It’s about
trickling. Trickle down...
(beat)
Wait! It’s trickling down,
trickling up, trickling in,
trickling out! Except for me, it
most certainly feels like my life
is being ‘trickled’ away.
STAN
-- Trickery. Getting tricked.
WILL
In America, LIFE, LIBERTY, AND THE
PURSUIT OF HAPPINESS has been
compromised by all of us. The quest
to create opportunity for all has
become a quest for eliminating your
competitors, sharking for
opportunity, tactical advantage,
and reducing people to a cattle
commodity.
(beat)
In theory, it’s believed those who
experience fortune in the life get
back out of gratefulness.
MAX
That’s called benevolence.
(interrupting)
(MORE)

244.
MAX (CONT'D)
That’s that quality that separates
us from all other life-forms. Oh,
another: Compassion...
STAN
...Forgiveness?
WILL
We want to believe that this is
natural in all humans. That if
people are free, goodness would
reign and we’d help each other.
STAN AND MAX
(in unison)
NOT!
WILL
Right. What makes us strive, the
motivation for creating,--is not
kind.
(beat)
We learn to compete stronger, with
less compassion. It also makes some
of us -- richer. And that feels
good. And we accept that as ‘fair.’
STAN
We lose touch with each other.
WILL
And we slice time so thin, trying
to cram our lives with everything
we want to do, that we forget more
important things... Like us as all
creatures who desire happiness...
and peace.
MAX
YEAH. Is that too much to ask for?!
WILL, STAN, and MAX sit, staring at each other, then to the
sushi moving past them.
INT. WILL'S APARTMENT - LATER THAT NIGHT - WILL
at his table thumbing through magazines, tearing out pages,
throwing the finished magazine on a pile of discards on the
floor. WILL is illuminated by the pan shade light hanging
from the ceiling. In b.g. the television is flipping through
the channels at an even pace.

245.
STAN steps into the light and takes a seat across from WILL.
STAN
It's pretty late, huh. Will? You've
been burying yourself pretty deep
with this stuff... I mean, that was
a pretty depressing talk we had at
Tokyo Sushi, you know?
(beat)
I couldn't sleep. 1 was having
nightmares... I was ready to pack
my bags and head for the Himalayas
after that.
WILL
I guess you think I'm obsessed and
insane...
STAN
Nah. Don't be crazy. Uh, I mean,...
(beat)
...What happened with you and
Shanna? That was looking pretty
good.
WILL
I told her I needed to be alone for
a while.
STAN
Why? Is there someone else?
WILL
Nah. I just feel lost... Maybe I
need to be alone... Maybe it's
because she wants us to move in
together... Maybe I really don't
want to get close to her.
(beat)
Sometimes I feel like I can't get
close to anything...
(beat)
I can't even write a story about my
own family.
STAN
Listen, take some advice from your
compadre. ME. Go back to the
studios. Get back on your feet.
Then you and Shanna go on a trip
far away. --THAT's what you ought
to do.
(beat)(MORE)
(MORE)

246.
STAN (CONT'D)
But first, we should go on another
tequila run... Don't you think?
WILL
Sure... Okay, Dr. Takeo.
STAN
Call Shanna? I'll call Nancy...
We'll go this weekend, okay?
WILL
It's a deal.
INT. KITCHEN AREA - BUNGALOW - ESTERO BEACH - EARLY MORNING -
SHANNA AND NANCY
are seated at a table. In the kitchen nook, STAN stirs the
frying pan and WILL heats tortillas on the open burner.
WILL
(looking at SHANNA and
NANCY)
So I called up Greg, my old studio
friend, and he said the timing was
great: Davey, another old buddy,
was moving to Arizona, of all
places, and Greg was going to need
another guy... So, I start
tomorrow.
NANCY
That's great. Will... Too bad
tomorrow's Monday, though.
(looking at STAN)
So, when's breakfast, maestro?
STAN
In a few minutes, my darling... Be
patient... The chorizo and papas
and ‘oniones’ must have time to
mingle and get to know each other.
I'm mixing the cilantro with the
huevos right now... It shouldn't be
long.
SHANNA
I'm sure glad you two were able to
rent this place. This has been a
real nice weekend... Too bad it's
almost over.
STAN pours the egg and cilantro mixture into the pan.

247.
STAN
It's better if we have breakfast
and then head out... You know how
crazy it can get crossing the
border.
NANCY gets up to set up some tequila shots.
NANCY
Well, we have time for one toast,
no?
WILL, STAN and SHANNA turn to look at NANCY at the same time.
WILL, STAN & SHANNA
ONE Toast.
FADE TO BLACK:
INT. WILL'S APARTMENT - LATE AFTERNOON
The door cracks open, REVEALING the foursome.
WILL and SHANNA walk in, but STAN tosses his bag just inside
the door.
STAN
Well, Will... Nancy and I are going
to boogie...
(smiling)
She says we've got some more
"cooking" to do at her place.
WILL
(shaking his head)
All right, Stan. Will I see you
later tonight?
STAN
(teasing)
Not unless you need a good-night
kiss, pumpkins.
WILL
Get outta here.
WILL closes the door.
SHANNA
(looking around)
What happened to your things you
used to have all around here?

248.
Will NOTICES that there are only a couple of boxes left on
the floor.
WILL
Well, most of it was right here in
boxes... But Max took them to a
flea market this weekend... I need
the money and he said he'd help me
out.
SHANNA
(looking in a box)
Mind if I take a look at what you
have... I might want to buy
something for the cause.
WILL
Help yourself. But you can have,
on me, whatever you find
interesting. My treat.
SHANNA pulls out some cute art pieces.
SHANNA
Oh, I'm sorry. Will. Some of these
things must have meant a lot to
you.
WILL
Like my dad says, ‘Sometimes you
have to pick yourself up, dust
yourself off, and start all over
again.’
SHANNA spots a small book of poems and pulls it out.
SHANNA kisses WILL.
SHANNA
How about this book. Could I borrow
it? I promise to give it back.
WILL
Sure... Why don't you keep it. This
way I'll always know where it is.
INT. WILL'S KITCHEN - SAME DAY EARLY EVENING - WILL AND
SHANNA
in the kitchen preparing dinner. SHANNA makes a salad as
WILL stirs some crab in a bowl.
The phone RINGS. WILL walks over and picks it up.

249.
INT. WILL'S LIVING ROOM
WILL
Hello... Oh, hi, Max.
MAX (V.O.)
I've got a bundle of money for you,
Will.
WILL
Great, Max... Thanks a lot!
(looking around;
listening)
Listen, would you do me one more
favor? You know Molly's Pet Store?
Well, I saw this one little brown
guy...
Shanna, in the kitchen cutting vegetables, notices the
silence.
SHANNA
(calling out)
Will? Are you out there?
WILL
(on the phone: hurrying)
Now, you've got her address. Put a
note on her door and put him in her
patio in a big box.
MAX (V.O.)
Don't worry. Will. It's as good as
done.
WILL
Great. Oh, don't forget some food
and water, okay? Thanks, Max.
INT. WILL'S KITCHEN - WILL
enters and goes back to mixing his bowl.
WILL
That was Max... He said he made a
killing at the flea market.
SHANNA
Oh, that's good... You just all of
a sudden became quiet.
WILL avoids making a comment and focuses on his mixing.

250.
WILL
I call this "Crab ala Hart" after a
good friend who taught it to me.
--Except I've kinda enhanced it
with a little bit of chopped tomato
and cilantro, of course.
(he adds, and mixes)
Now, after you add the cheddar and
green onion, just plop some of it
on top of a hamburger bun, sprinkle
some paprika, broil until golden
brown, and... Voila!--A poor man's
feast!
SHANNA gives WILL a hug.
SHANNA
You're so clever!
WILL
Not me! Thank my friend, Jim...
He's the one who passed the baton
to me.
SHANNA
So why don't I kiss you now, and
the next time you see him you can
kiss him for me, how's that?
SHANNA kisses WILL on his cheek and then all around his neck
as WILL tries to continue making the meal.
INT. WILL'S LIVING ROOM - LATER - WILL AND SHANNA
sitting on the floor, in front of the coffee table, where
they had dinner, now leaning against the sofa, sipping on
some wine.
SHANNA
So, Will, did you ever go to the
Hispanics United for the Arts
meeting?
WILL
Yeah. But, I don't know. Most of
the people there look like they're
looking for jobs... I felt out of
place.
(beat)
It hurts me to see them, wearing
their hearts and dreams on their
sleeves, all wishing to be
discovered...
(MORE)

251.
WILL (CONT'D)
And then I look at myself,
wondering, "What's so interesting
about 'The Original Burrito'?"
Aren't I just another poor schmuck
looking for a job?
SHANNA
Stop feeling sorry for yourself,
Will. You're better than that!
WILL
Sometimes I feel like I'm at the
long end of a welfare line waiting
for a handout. I try and try. --I
really DO! But, I don't get
anywhere. It seems useless... I
can't seem to do anything right.
SHANNA
Do what you really believe in --
what you do best. Concentrate on
writing ‘The Original Burrito.’
WILL
You don't understand! I CAN'T! I'm
not a writer!
SHANNA
Then what ARE you?! What DO you
believe in?!
(beat)
You know, when I first saw you with
Paul, you were different than the
other guys... I noticed you because
you came off sincere... honest...
strong... confident. I fell in love
with you because you had
compassion... You were tender...
gentle... passionate...
intelligent.
WILL
--Sure... I exist, therefore I am
...existing.
SHANNA
Come on... You used to stand up for
what you believed!
WILL
All I've managed to do is crack a
Pandora's Box of knowledge wide
open, drowning in info overload.

252.
SHANNA
And how about MY life. It hasn't
exactly been a bed of roses. My
family was poor... Most of us have
to struggle, too!
(looking down and aside)
I've dreamed about not working for
someone else, not making someone
else rich. I'm burned out, too!
(beat)
Yeah, life's a bitch, and then you
die! But I don't feel like my
life's been a waste of time!
WILL
Maybe I was just fooling you. Maybe
it was only just another con job.
SHANNA
I suppose the next thing you're
goin’g to say is that you're
nothing but an intellectual
‘homeboy... A pedazo de nada...?’
(mocking)
Why, even gang members in the
barrio maintain SOME dignity.
WILL
Well, I think maybe I should take
you home.
SHANNA
What’s wrong with you?
(beat)
I’m sorry I can’t seem to help you.
SHANNA picks up her sweater, purse, and leaves.
FADE TO BLACK:
INT. WILL'S BEDROOM - EARLY MORNING IT'S DARK. AN ALARM
RINGS.
WILL jumps out of bed, repeating the routine of getting ready
for work.
ANGLE ON WILL'S CAR - TRAVELLING
along the familiar highway. The bike rack is mounted on the
back. It is still dark.
WILL drives into the parking lot and finds a parking slot.

253.
EXT. STUDIO PARKING LOT - EARLY MORNING
WILL takes his bike off the rack and discovers flat tires.
WILL runs to catch the shuttle bus that's taking off.
INT. SHUTTLE BUS - WILL
walks down the aisle of the unlit bus and sits, becoming
another working class silhouette riding along the shadowy
road.
INT. STAGE 42 - WILL
walks in. There are three SETS facing audience bleachers.
From a dark side of the stage GREG comes walking up.
GREG
Will! Long time no see. Glad to
have you back.
WILL
Good to see ya, Greg. I'm glad
you'd have me back.
GREG
What do you mean? You're family,
pal.
WILL
Thanks... So, what's going on here?
Looks like a three camera show.
GREG
Welcome to the future -- the land
of the bland, dull and boring...
I've been doing these for a while
now.
(beat)
Yeah. This is what everybody's
doing nowadays. It's worse than
simple-minded... It's mindLESS...
It's all on one stage. No
locations. Three small sets -- with
one that changes once a week. No
overtime, and two guys on the
crew...
(beat)
...But then there's the good part.
(MORE)

254.
GREG (CONT'D)
You get all the donuts you can eat,
and you get to laugh at all the
producer's innocuous jokes.
Really?
WILL
GREG
Really. Our producer --who's also
the writer -- thinks unloading a
truckload of babies with a
pitchfork is funny... This guy and
his cronies have such a phony
laugh, it's embarrassing.
(facetiously)
But, it's a living.
WILL
Sorry to hear that, Greg.
GREG
I tell you. Will... Most of these
shows are so stale. But it
tranquilizes the audience -- they
eat it up.
WILL
It's because they've been
conditioned well. It pacifies...
It's good ol' clean ‘n' pure
diversion: sterile, nonthreatening,
and pre-chewed.
WILL and GREG walk into the sets.
WILL (CONT'D)
So what do we do here, Greg? Looks
like the sets are done. Do I mop up
the drool, or change diapers?
GREG
For now, we're like an office cleanup
crew. Come in, vacuum, dust and
polish. The cast will ease on in
about ten and rehearse, then we go
home.
WILL
So pass me the miracle polish and
I'll give this stuff the ol'
military shine.
(playfully)
I hope you don't use that stuff
that leaves a waxy build-up.

255.
GREG reaches inside a desk drawer on the set, pulls out a
can.
GREG
Are you kidding? We use the best
money can buy.
WILL catches the can and rag that GREG tosses.
WILL
Ah, yes... How can I forget. The
old recycled baby diaper. Best darn
rub down rag this side of Uranus.
WILL and GREG laugh. Will starts to polish while Greg dusts
away.
INT. VICKY'S RESTAURANT - LATE AFTERNOON - ED AND GUS
sit at the counter. Only one customers eats at a booth.
GUS
You're going to have to make a
decision, Eddie. You can't keep
going like this... It's taking
every cent you have to keep this
place going.
ED
I can't sell this place, Gus. It's
our pride and joy... It's all we've
got.
A CUSTOMER gets up to pay, ED goes over to the cash register.
CUSTOMER
That was very good. Did you get
the recipe from some remote little
Mexican village or is this
something new?
ED
No, sir. We've been making it here
this way since 1932.
CUSTOMER
Well, I can tell it's got that
personal touch. I was just walking
by... I wasn't even hungry... But,
sometimes when I'm in an offbeat
part of town I'll drop in to a
place that smells good from the
outside...

256.
CUSTOMER (CONT'D)
I'm glad I decided to take a
chance.
ED
Why thank you, sir. Come again...
And tell your friends.
The CUSTOMER walks out, ED turns to GUS.
ED (CONT'D)
See! As long as there's good taste
in this world, there's hope.
WILL walks in, takes a seat at the counter.
WILL
Hi, Dad... Hey, Gus.
(beat)
Geez, it's getting harder than hell
to find a place to park around
here. I'm parked a couple of blocks
away.
GUS
Try telling that to all the people
that AREN'T here.
ED motions to GUS to brush aside his comment.
ED
(diverting WILL)
How about some chicken 'n' mole,
Son? A customer just gave it a
great review.
GUS
Well, Eddie, I better get going.
ED
Okay.
(remembering; reaching for
bag)
Don't forget your takeout.
GUS
(taking the bag; sniffing)
Are you kidding? Ha! Love you.
GUS takes some bills from his wallet, hands them to ED.
GUS (CONT'D)
Thank about what I said, Eddie...
See you later. Will.

257.
ED
How about it. Will? A little mole?
WILL
Sure, Dad...
(mocking)
Are you kidding?
ED prepares the meal.
WILL (CONT'D)
(smiling)
What sort of proposition was Gus
making this time?
ED
Uhh... nothing. You know Gus. He's
always cooking up some scheme or
another... Where's Shanna?
WILL
(hesitating)
I haven't seen her.
ED
What do you mean, "Haven't seen
her?" I thought you two lovebirds
were like two sides of the same
coin?
WILL
Right. At opposite ends.
ED
What's wrong, Will. She testing
your ego?
WILL
Dad... Why is it you always seem to
know where the smoke is at?
ED
In my business,
(tapping his nose)
this is one of my best friends.
I've had to rely on it many a time.
It's never let me down. Besides,
when you smell smoke, you usually
know what's on fire.
Well...
WILL

258.
ED
Will... She's a lovely women. She's
got a good head on her shoulders. A
lot of common sense. --And she's
pretty. If I were you I wouldn't be
doing anything foolish.
ED wraps up a large plate of chicken and mole.
ED (CONT'D)
Why don't you take this home with
you, call her and make up.
(beat)
Then, after a little smoochiewoochie
you two could split this
mountain of mole...
(mischievously)
I always add a bit of chocolate to
it to make sure people know it was
made with love.
WILL
All right. Dad. You've convinced
me. I'll go right now.
ED
Good... That's my Son.
INT. WILL'S APARTMENT - LATER - WILL
on the phone, listening to a phone RINGING on the other end.
INT. SHANNA'S LIVING ROOM - SAME TIME
An EMPTY BOTTLE OF WINE and an almost empty WINE GLASS are on
the coffee table. SHANNA lies asleep on the couch.
A little PUPPY comes crying from under the couch, trying to
jump up to SHANNA.
SHANNA stirs.
The PUPPY continues to paw at the couch.
WILL's book of poetry falls from her grasp, a picture of WILL
and CATHY slip from between the pages.
INT. WILL'S APARTMENT - WILL
hangs up the phone, grabs his keys, jacket and leaves.

259.
EXT. SHANNA'S APARTMENT - LATER THAT NIGHT - WILL
knocks. SHANNA opens the door.
WILL
Hi, SHANNA. I tried to call you,
but no one answered... I just
thought I'd come by, see if you
were around.
SHANNA is still a little groggy from being asleep.
SHANNA
Sure... Come on in.
INT. SHANNA'S LIVING ROOM - SHANNA AND WILL
walk in, sit down, looking silently at each other.
WILL
I'm sorry for acting like a creep.
I'm just under a lot of pressure:
New Mexico, AET, my grandma...
Money.
(beat)
It's like when I was eighteen and
almost drowned... The riptide
suddenly got fierce and the waves
started coming one right after the
other... I couldn't keep above the
waves. I kept swallowing water. I
couldn't catch my breath. My arms
were blue and stiff...
(beat)
I'll never forget trying so hard to
swim in, pleading for help from
swimmers only a couple of yards
away!... And, as they struggled to
swim to shore, I could see their
faces, looking at me -- just
looking at me. Faces watching
someone who was about to die...
(beat)
Their faces looked so sorry... But
they could only save themselves...
SHANNA
...Is there something you're not
telling me?
WILL
--I'm telling you my FEELINGS!

260.
SHANNA
What is it you really want, Will?
WILL
What the hell do you mean?!
SHANNA
(avoiding looking at WILL)
Will... Who's Cathy?
WILL is surprised and tries to pass it off.
WILL
She's a girl I used to know...
(confused)
I don't get it. Why are you asking
dumb questions. Who told you about
her, anyway? I simply came over to
see you. Not to be crucified.
SHANNA
YOU told me about Cathy.
(picking up the book)
HERE, in your book... Where you
left some of your letters... And
HER letters... And pictures, poems.
I...
WILL
SHANNA
She meant a lot to you, didn't she.
WILL
She's out of my life. That's part
of the past.
Is it?
SHANNA
WILL
Look, maybe I AM more than
frustrated. Maybe I'm a little
mixed up.
SHANNA
What happened between you two?
What's going on between us?
WILL
(reflecting)
...I didn't know what I had. I
thought I had forever...
(MORE)

261.
WILL (CONT'D)
I wanted to wait until everything
was perfect: my career, our
relationship, the world.
(beat)
Shit, I didn't even know what
perfect WAS. I was so busy wanting
to save the world, I didn't know I
was doing everything to push her
away...
(beat)
I didn't pay attention and she got
tired of waiting... Now look at
me... Have I changed?...
(gathering himself)
I neglected her, like I've
neglected everything in my life
that's really been important to me.
SHANNA
(looking down)
I can't wait until everything's
perfect, Will... The only time you
take your foot off the accelerator
is to slam on the brakes... I want
something in my life, too, you
know?
SHANNA starts crying.
I know...
WILL
WILL gets up carefully and walks out the door.
FADE TO BLACK;
INT. STAGE FORTY-TWO - MORNING - CLOSE SHOT - BARNEY
forty-ish, against a black background, his face spotlighted,
looking distinguished and serious, speaking with a rich and
powerful Shakespearean accent.
BARNEY
To BE, or NOT to be. --THAT is the
question... Whether 'tis nobler in
the mind to suffer the slings and
arrows of outrageous fortunes, or
by opposing, end them.

262.
PULL BACK TO WIDER SHOT
to reveal GREG, feather duster in hand, and BOB HUNDT,
holding a vacuum cleaner, standing still, listening to
BARNEY, who is now seen clad in overalls and flannel shirt,
gripping a broom and pickup.
BARNEY
(with a deep Texan accent)
How's that? That's my favorite
part.
GREG
(clapping)
Bravo! Bravo! I gotta tell you, I
closed my eyes and, for a moment, I
was at the Old Globe.
BOB
(joking)
Now, if you could only make a mean
coffee mocha.
BARNEY
Aw, shucks. Bob. My coffee's not
that bad, is it?
BARNEY resumes picking up cigarette butts and other debris
scattered about the floor from the previous day.
ANGLE ON WILL
dusting and polishing, withdrawn and quiet, observing from a
distance.
BACK TO SCENE
GREG
(noticing a withdrawn
WILL)
Hey, Will... What do you think?
Should we start thinking of Barney
as "We knew him when?"
WILL has no response.
BOB
(kidding)
Just don't insist on us calling you
‘Bernard’ from now on.

263.
BARNEY
No way. But I DO hope to make it
someday...
(holding up his broom)
I'm only doing THIS to pay my way
through acting classes...
(beat)
Yep, I’m tired of helping others
get rich. I want to act
-- make fans who will listen to
what I have to say.
-Just like Charlton Heston, John
Wayne...
BOB
You mean like Joe Isuzu, Ronald
Reagan, Captain Kangaroo?
ANGLE ON WILL
GREG walks up to him.
GREG
(concerned)
Feeling all right. Will? I thought
you'd be in the middle...
(motioning over to BOB and
BARNEY)
...of all that.
WILL continues to dust, clean and polish.
WILL
I'm learning that maybe sometimes I
ought to keep my big mouth shut and
say nothing.
(beat)
You know what they say... "Those
who can, DO... Those who can't,
TALK."
GREG
I'd like to ask, but I won’t.
Whatever it is... Don't be so hard
on yourself.
GREG pats WILL on the shoulder, walks away as WILL continues
cleaning and polishing.

264.
INT. WILL'S APARTMENT - LATE AFTERNOON SAME DAY - WILL
sits at the table, cheerless and discouraged, looking over
his last piece of mail. He opens a magazine.
Suddenly he pushes everything aside, clears a space, and
pulls a clipboard out from underneath a stack of papers,
tears off the first couple of pages, crumples them up, takes
a pen and begins to write.
DIAGONAL WIPE
TO:
LATER - WILL
rubbing his face and neck with both hands, struggles to
write.
He gets up, walks over to another stack of papers and files
and pulls out, from underneath, a file marked ‘TOB.’
He walks back to his seat, opens the file to a ton of pieces
of papers, his scribbled notes--popping out, scattering all
over the desk.
DIAGONAL WIPE
TO:
LATER - WILL
sits in his seat looking at the short piles he has made of
his notes, tapping his pen on the table, thinking.
WILL tosses the pen on the table, gets up, grabs his keys,
and walks out of the apartment.
INT. VICKY'S RESTAURANT - LATER THAT AFTERNOON - WILL
enters. The eating area is sparsely populated.
He walks directly to the counter.
As he sits down, WILL sees GUS come from out back.
WILL
(totally surprised)
Gus! Where's my dad?

265.
GUS
Your dad's been feeling sick. I've
been telling him, "Go see the
doctor" but he just kept
refusing...
(deflecting)
But, I guess he decided to take my
advice 'cuz he called me in a hurry
and asked if I would come in and
keep the place open.
WILL
Where did he go?
GUS
He didn't say. He was gone when I
got here.
WILL
(suspicious; nervous)
He's got insurance, I don't know
why he didn't...
GUS
Will...
(shaking his head)
He doesn't... He cancelled it some
time ago.
What?!
WILL
WILL begins to pace.
GUS
I don't know if I should be telling
you this... But, this place hasn't
been doing too good... And your
dad's had to take out loans that he
hasn't been able to pay back... I
told him he should have sold the
place and find something smaller
somewhere out of here, but he kept
saying he just couldn't abandon his
‘roots,’ as he called it.
WILL
So who did he go to?
GUS
He said he had a customer doctor
friend who he was going to see.
(beat)
You know. Will...
(MORE)

266.
GUS (CONT'D)
He's been looking pretty tired
lately. He doesn't show it when
you come around, but he just wasn't
looking good.
(confessing)
One time I came in to visit like I
usually do and I found him asleep
sitting at the table in back.
Scared the shit out of me. But he
said he was just feeling a little
beat... I don't know how long he
was dozing but I hope nobody came
in while he was out.
(beat)
By the way. Will... Don't let him
know I told you all this. He's
been telling me you've been going
through some hard times and didn't
want to add to it... So don't let
on to what I just told you, okay?
WILL heads for the door.
WILL
Don't worry, I won't.
(turns back to Gus)
And, Gus... Thanks.
INT. WILL'S APARTMENT - EARLY EVENING SAME DAY - WILL
is on the phone.
WILL
But, Mom, why didn't Dad tell YOU?
INTERCUT - GANAS KITCHEN/WILL'S APARTMENT - NENA
is sitting down at the table.
NENA
I don't know. Will. He's been
keeping to himself a lot... I've
found him outside, by himself, at
night, just sitting... But he just
said he's working on a plan. He
didn't even tell me he was going to
the doctor.
WILL
Well, call me when he comes home. I
want to talk to him.
(MORE)

267.
WILL (CONT'D)
(listening)
Okay... Bye.
WILL hangs up, then dials another number.
INTERCUT - SHANNA'S LIVING ROOM/WILL'S APARTMENT
SHANNA's phone rings -- TWO RINGS.
WILL waits for an answer - TWO RINGS.
SHANNA's phone rings - TWO RINGS - No one is there.
SHANNA’s apartment is empty.
WILL hangs up and takes a deep breath.
INT. VICKY'S RESTAURANT - LATER THAT EVENING - WILL
walks in. There are a respectable number of customers.
ED, looking troubled, sits at the counter gazing out the side
window, an aching expression on his face. GUS is cooking.
Spotting WILL, ED replaces his expression with something more
cheerful.
ED
Oh, hi, Son.
WILL
(softly; concerned)
Dad! Where have you been? I come
in, and instead of you there's Gus.
ED tries to hide his look of fatigue and pain.
ED
(joking)
Can't I have ay old cooking partner
come in and let me have the
afternoon off? I DO deserve a
break every twenty years or so,
don't I?
WILL, excited, tries to keep his tone down.
WILL
But Gus...
(glances to GUS)
(MORE)

268.
WILL (CONT'D)
Gus said you weren't here when he
came and he didn't know where you
went... And, Dad, you don't look
too good.
ED
Well... I guess you might say I was
aching to get out.
(straining to laugh)
--Could we go to the back?
WILL
(more concerned)
Sure, Dad. Are you all right?
ED simply motions for WILL to follow him, not saying a word,
slightly struggling in getting up and walking.
INT. VICKY'S RESTAURANT - SMALL ROOM ADJACENT TO KITCHEN - ED
AND WILL
sit down at a small table. There are two upright
refrigerators, boxes of beer, and soft drinks stacked against
the wall.
ED rubs his face, mustering the strength to say what he has
to say.
ED
Will...
(taking a deep breath)
I've failed.
WILL
Failed? What do you mean, failed?
ED
I've failed to be what I've always
wanted to be, what I've wanted
others to know me for... I've
failed you... The restaurant...
myself.
WILL
Dad... I'm not getting it. Tell me
what's wrong.
ED
Please forgive me, Will... But our
little restaurant has had it...
We've been losing business for some
time now... We're just not doing
what we used to anymore.
(MORE)

269.
ED (CONT'D)
I've tried, Will. I don't know
what I've been doing wrong...
(beat)
I never told you. --I thought it
was just slow times.
(looking away)
I even took out loans to try to
take care of the bills, but it
didn't help.
(bowing his head)
I've hocked the restaurant away,
Will.
WILL
Don't think that way! We just have
to put our heads together and work
something out. We haven't lost yet.
ED
But I've been a fool to think that
I could change things... I lied
about the restaurant... I let you
down.
WILL
This isn't like you, Dad.
ED
But even the story I wanted you to
write, about your grandma, the
burrito. It was a scheme, a trick,
a gamble that I hoped would pay
off. I thought it would bring a
little publicity, a spotlight.
(beat)
But... We can't compete with the
way the neighborhood's changed. All
our friends are moving away. El
Mercado has everything you could
want... And nobody wants to hassle
with the traffic,.. the parking...
to come to us.
WILL
Look, you can't give up so easily.
We can figure something out.
ED
(looking straight at Will)
I don't know.
WILL looks at ED with determination.

270.
WILL
We WILL! --Okay?
ED
(looking at WILL)
All right, Son...
(getting up)
... I better get back out front and
take care of business, huh?
WILL
(getting up)
Sure, Dad... But you still didn't
tell me why you went to the doctor.
ED
I didn't tell you I went to the
doctor.
WILL
I'm sorry... Gus thought you
weren't feeling good and...
ED
That rascal... Yeah, I went to a
doctor friend of mine... He said I
had a touch of the flu... That's
all. I just have to take it easy.
RETURN TO RESTAURANT AREA - WILL AND ED
come out to the front of the restaurant. Ed tries to get his
son to leave.
ED
You go on ahead now and we can talk
about it tomorrow, okay?
WILL goes along, then turns around at the door.
WILL
That's the spirit... I'll do that.
ED
And give my love to Shanna... Okay?
WILL
(poker faced)
Okay.

271.
EXT. VICKY'S RESTAURANT - WILL
exits and walks to his car.
GUS comes rushing out.
GUS
(frantic)
WILL! YOUR DAD!
WILL runs back into the restaurant.
INT. RECEPTION AREA OF HOSPITAL - LATE THAT NIGHT - WILL
at a public phone, with his back to NENA and GUS, sitting in
the b.g.
A doctor approaches.
INT. SHANNA'S APARTMENT - SAME TIME
The phone RINGS. No one is there.
INT. RECEPTION AREA OF HOSPITAL - SAME TIME
WILL hangs up, SEES the doctor talking to NENA and GUS and
walking away.
WILL
What did he say?
NENA
He said nothing can be done for him
right now.
(beat)
They're not sure what's wrong. He's
under sedation for the pain and is
sleeping. They've done some tests
but won't know 'til morning what
the results will be.
GUS
(feeling bad)
I'm sorry, Nena... I never thought
he was this bad... I should have...
WILL
It's nobody's fault. I'm just so
glad that you were there when Dad
needed someone.

272.
NENA
(confused; deeply
concerned)
I'm just going to stay here... I
don't know what else to do, Will.
GUS
I'll stay here, too.
NENA
Mijo, you should go home. You've
got to go to work... We'll be here
if anything changes.
WILL
...Are you sure. Mom? I'll call.
INT. STAGE FORTY-TWO - NEXT MORNING - WILL
picks up props and puts the set together by himself.
Greg comes into VIEW.
Greg turns.
GREG
Hey, Will. How come you're not
outside with the crew? "Ptomaine
Tommy's" breakfast truck is still
outside if you still want some
brekie.
WILL
(grateful but withdrawn)
No, thanks, Greg.
GREG
You know, I wasn't going to ask,
but if you need to talk to
someone...
WILL
(pausing to smile)
You got it, buddy.
(beat)
...Greg?
WILL (CONT'D)
...Thanks for the company.
Will continues cleaning and straightening out the props.

273.
INT. ED'S HOSPITAL ROOM - SAME DAY - WILL
appears at the doorway.
ED is gazing out the window.
WILL knocks on the door.
WILL
Is this where I can find the master
of lean and mean culinary cuisine?
ED tries to be cheerful.
ED
Come in, Will.
WILL
How’re you feeling?
ED
Fine, Son.
WILL
The doctor said your kidneys
collapsed.
ED
Yeah... All FOUR of them.
WILL
All four?!
ED
Yeah. Can you believe that? And
none of them are any good... What
an ending, huh?
WILL
They don't know for sure, yet, Dad.
ED
But what's the use? It wasn't
enough that I lied about the
restaurant, but I didn't even tell
you the truth when I said I had the
flu.
(beat)
I'm not doing anybody any good.
(MORE)

274.
WILL breaks down.
ED (CONT'D)
(starting to cry)
All my life, when I was young and
so low to the ground I could barely
see past my toes, my dreams -- they
seemed so far away... But, I had
confidence...
(beat)
And I kept them alive with a little
trust, a little faith, a little
hope in the future... But now I'm
at the end of the road and I can
see clearly now.
WILL
That's not true! We can beat this,
Dad. Please. Believe me! Trust
me!
(beat)
... Looking down the road we all
sometimes see mirages... Where
roads have been washed away we can
build bridges.
ED
I just feel so drained... Like I've
run out of all that holds me up.
WILL takes his father's hand and they look at each other.
WILL
Then let ME hold you up, like you
did for me so many times... When I
was so scared and afraid, and
things seemed cloudy... Give me a
chance to be for you what you've
been so much for me...
(beat)
You've helped me dream! I'll help
you live I... I love you, Dad.
ED
And I love you, Son...
WILL kisses his father on the forehead. They both smile
gently.
INT. WILL'S APARTMENT - THAT EVENING - STAN
enters, carrying the day's mail, to SEE WILL at the table,
writing amongst small piles of notes.

275.
STAN
How's your dad?
WILL
The doctors still don't know.
STAN separates the mail.
STAN
(sincerely)
You know, if you need any help...
WILL
I know, Stan... Thanks, but there's
something I've got to do myself.
STAN drops WILL's mail in front of him, including a small
package.
STAN
You mean the story?
WILL looks at STAN and nods humbly. He NOTICES the package
on the top of his mail and opens it to find the book of
poetry he gave Shanna and a letter:
SHANNA (V.O.)
Dear Will, I'm sorry, but I'm
returning your book. It probably
has more meaning to you than what
it has brought me...
(beat)
I don't know what I'm doing anymore
or why. I thought I finally knew
what I wanted in life. But now I'm
confused... lost... I feel
helpless, alone, and I need to go
away and figure things out.
WILL slumps in his chair. STAN stands, watching.
WILL
(looking up at STAN)
Shanna... She found out about
Cathy.
STAN
But Cathy's history.
WILL
But, she knows I didn't want to
leave Cathy. Not Originally. But, I
changed.
(MORE)

276.
WILL (CONT'D)
...And now Shanna's disappeared...
No wonder she hasn't been home.
STAN
But things seemed pretty good
between you two.
WILL
They were. But she's right, just
like Cathy was right. I was never
DEDICATED... I wasn't COMMITTED...
(beat)
Not like I was with my ‘saving the
world’ or ‘reaching for that
star...’
(beat)
I've been too busy trying to be
Paul Revere, trying to warn the
world about what we're all doing to
ourselves, when I wasn't interested
in looking at what I was doing to
myself...
(beat)
I've been driven, but to all the
wrong things.
STAN
So what are you going to do?
WILL
What I should have done a long time
ago.
INT. STAGE FORTY-TWO - NEXT MORNING
The CREW is on stage doing their routine cleaning. The TOOT
of the breakfast truck is heard outside.
BOB
Brekie time.
The CREW starts for the stage door as WILL walks up to Greg.
WILL
Greg, could I talk to you for
second?
Sure.
GREG
WILL and GREG walk off, behind the sets.

277.
GREG (CONT'D)
Whatcha need, Will?
WILL
Greg, I need some time off... I
think maybe I should quit...
There's some personal business I
have to take care of.
GREG
I thought you needed the work.
WILL
I do! But, I owe more than money
to someone... And it's time to make
good...
(beat)
It seems I'm always having to let
someone down, huh, Greg? Especially
since you just finished doing me
such a great favor.
GREG
Don't worry about this show, Will.
Do what's important to you.
(beat)
How much time do you need?
WILL
That's just it. I don't know.
GREG
No problem... I'll get another man.
WILL
How about Efrain? You remember him.
He's a good man. Maybe he's
available.
GREG
Sure. Give me his number... But,
don't worry, Will. You'll be
covered.
WILL
(looking burdened)
I'm sorry, Greg.
GREG
Listen, Will, you're a good man.
You've never let ME down... You've
always been there when I've really
needed you.
(MORE)

278.
GREG (CONT'D)
If there's someone who needs you
right now, do what's right.
WILL grabs GREG on the top of his shoulder.
WILL
What can I say? You're a
sweetheart.
WILL puts his hand over GREG's mouth and kisses the back of
his hand, kiddingly.
They both laugh, affirming their camaraderie.
INT. HOSPITAL ROOM - ED
lies asleep. WILL stands, closing his eyes.
ED opens his eyes.
ED
Hello, Son. You didn't wake me up.
WILL
I've only been here a little while.
ED
I've been dreaming... About when I
was young... Back at the old cafe.
WILL
I've been working on the story,
Dad.
ED
You are? You really don't have to
write that anymore.
WILL
What do you mean? You said
yourself, ‘If you don't write our
history, who else will?’
ED
Yeah, but...
WILL
No ‘buts.’ I'm even going to that
Hispanic organization for the Arts.
We have a meeting tonight.

279.
ED
Will... You haven't mentioned
anything about Shanna... I know
nobody wants to see an old man in
the hospital, but...
WILL
(confessing)
Dad, she doesn't know what happened
to you... She wrote me a letter and
said she needed to go away... I
don't know where she is.
ED
You young people have so many
problems these days... It hurts me
to see time go by and you two not
together.
WILL
Maybe some things weren't meant to
be.
ED
Will... Maybe some things WERE
meant to be... Go look for her...
She's good for you... Don't worry
about me.
But...
WILL
ED
No "buts."
WILL
I don't even know where to start.
ED
(pointing to his heart)
Start here.
(beat)
Look for her with all your heart
and you'll find her.
WILL looks at his father. ED smiles slightly and nods.
INT. TELEVISION STUDIO STAGE - EVENING - WILL
sits in the third row for the meeting of Hispanic United for
the Arts. RICARDO NOPALES sits at the front table.

280.
-299-
RICARDO
(pounds gavel)
Meeting come to order.
Elisa, would you please lead us in
the invocation.
ELISA
(bowing her head)
Dear Lord, you bring us together
here today, as always, for a
purpose... To share, to support, to
unite us in our endeavors in the
entertainment industry... To learn
to understand each other and our
real needs... But, most important
of all, to hold our hearts above
our heads -- to realize that,
without belief guiding us from deep
within, can we overcome the
convictions that come from minds of
those who only trust themselves...
Amen.
DIAGONAL WIPE
TO:
LATER THAT EVENING
RICARDO
And now for my favorite part of the
meeting when new visitors get to
stand up and tell us a little about
themselves... Is there any new
member in the first row?
NEW MEMBER #1
My name is Rita Alvarado and I work
at a local TV station in the legal
department. I'm here because I
like what's going on here and
because the other day I saw a
commercial with another person
playing a Mexican that looked like
"Pancho Villa" and I'm mad as hell
about it.
The crowd CHEERS and CLAPS as MEMBER #1 sits down.
RICARDO
Anybody else? Next row?

281.
NEW MEMBER #2
Hi, everybody. My name is Leo
Vargas and I'm a student in film
and television.
(stands straighter)
I'm here because we need more films
about us as Hispanics who are real
people with real lives... Regular
lives.
(looking around)
I know, we have brothers and
sisters coming over from Mexico,
Central America, and other Latin
countries trying to pursue the
Great American Dream and we MUST
help each other. But, how about
those of us who've BEEN here --
who"ve BEEN part of the rich fibers
running through the tapestry of our
great American culture - for
GENERATIONS! GENERATIONS!? WE'RE
the ones who've been passed over...
WE'RE the missing link in this
picture... And I'm here to help do
something about it.
There are MORE CHEERS and CLAPPING from the crowd.
RICARDO
Good... Good. We need that type of
spirit... Next.
WILL looks around and stands up.
WILL
I... I'm sorry... I have to leave.
WILL walks out. The members look confused.
INT. WILL'S APARTMENT - LATER THAT NIGHT - STAN
on the couch, listening music. WILL is at the table writing.
WILL reads what he wrote, crosses some of it out, then rolls
it up in a ball.
STAN
Is the music bothering you. Will?
WILL slumps back in his chair, both hands up to his face.
WILL
No... That's not the problem.

282.
After a moment, WILL reaches for his phone book and the phone
and dials.
INT. HOSPITAL ROOM - LATER AFTERNOON NEXT DAY - WILL
walks up to his father's bedside.
Dad?
Son.
WILL
ED
WILL stands mute.
WILL
I found out where Shanna went.
ED
Then why aren't you there?
WILL
Cuz I need to write the story...
For you, Dad.
ED
You need to go find Shanna -- for
YOU, Son... And for me.
WILL
But I said I would do it. Don't
you see? I waited too long...
...Now, here you are, and I'm...
ED
-- Running out of time?
(beat)
...Only to be with her.
ED (CONT'D)
Listen, Son... I'm going to die
someday -- we ALL are. But that's
not what matters... That's not
what's important. My future is
with YOU and what carries on. The
story of your grandma and the
burrito -- that's only one of many
stories. Stories I hope you tell
and pass on to others...
(beat)
You have something to say.
(MORE)

283.
ED (CONT'D)
And Shanna's going to help you find
all the missing pieces.
WILL
But how about you?
ED
Go, Will. Go get her... I'll be
here when you get back... And I'll
be with you all the way.
WILL hugs his dad then turns and starts to walk away.
ED (CONT'D)
(smiling)
Will... Here we go again, huh, Son?
WILL smiles back, with a tear in his eye.
WILL
Yeah, Dad. Here we go again.
FADE TO BLACK:
ANGLE ON WILL IN AIRPLANE - DAY
looking out the window as it flies over the YUCATAN
PENINSULA. WILL jots down thoughts on a notepad.
ANGLE ON WILL RIDING IN A TAXI
He SEES the different life style of the native people of that
countryside.
WILL
(to cabbie)
Muchos Americanos vienen
aqui, no?
CABBIE
Pues, si. En diez anos
ha cresido mucho aqui.
Mucha gente de todas
partes del mundo vienen
aqui. Gente con mucho
dinero...
(beat)
De que parte viene usted?
WILL
Yo vengo de Los Estados
Unidos... California.
SUBTITLES
Many Americans come here,
don’t they?
SUBTITLES
Yes. In ten years
it has grown a lot.
People from all over
the world come here.
People with a lot of
money...
Where do you come from?
SUBTITLES
I come from the United
States... California.

284.
CABBIE
(smiling; speaking
in broken English)
No keeding! I whas der ohonce,
to si mai brotheres.
WILL
(surprised; smiling)
Hablas Ingles?!
CABBIE
I try, senior. Dats whai hi laike
driving a caab. I con proctise me
espeekeeng to ju.
WILL
Muy bien! Y yo puedo
practicar mi Espanol
con usted!
SUBTITLES
Real good! And I can
practice my Spanish
with you!
CABBIE (CONT'D)
Como se dice? Eyur Espaneesh eez
berry gude, tank ju berry moch.
EXT. ROAD TO CANCUN - SUNSET - APPROACHING BEACH
The cab continues traveling past the simple homes of poor
people living alongside the road.
INT. RECEPTION AREA CLUB MED HOTEL - CANCUN - LATE MORNING -
WILL
waiting at the front desk. The RECEPTIONIST comes to the
counter.
RECEPTIONIST
I'm sorry, señor. We have no
record of a Shanna Garfield ever
having made any reservations here.
WILL
But my friend. Tammy, was certain
she was coming here. She
recommended it to her and Shanna
even told Tammy that her
reservations were confirmed.
RECEPTIONIST
Are you sure?

285.
WILL
I'm sure. Tammy said that Shanna
wanted to come to the Yucatan to
get away... And...
RECEPTIONIST
Maybe she meant our other Club Med
hotel in Chichen Itza?
WILL
That could be it! Is there any way
I could find out?
RECEPTIONIST
I could call.
Please.
WILL
The CAMERA PANS to reveal the power the tourist trade has
wrought upon the immediate resort area. All sorts of
tourists, carefree and party-bound, willing to experience the
best fantasy/adventure money can buy, abound.
The RECEPTIONIST returns.
RECEPTIONIST
Señor, she is registered at our
other hotel.
WILL
Oh, good! How do I get there?
The RECEPTIONIST reaches under the counter for a map.
RECEPTIONIST
Here...
(pointing with her pen)
You can follow that road to here
and that's where it's at.
WILL
Thank you so much.
RECEPTIONIST
You're welcome, señor. Para
servirle. Que Ie vaya bien.
EXT. CLUB MED HOTEL - WILL
rushes into view, to try to hail a cab.
The same CABBIE is seen driving right up.

286.
CABBIE
Señor, do ju need a ride?
WILL
Uh... Hey! Yeah... I sure do. Do
you know how to get to Chichen
Itza?
CABBIE
Oh, como no! Ay con drive eet eech
dae weeth my blindfolds on all de
whay. Ay wood be so moch haapy to
go dere weeth ju.
WILL
Great! By the way, me llamo
Guillermo. I work in the movie
business.
CABBIE reaches over to shake WILL's hand.
CABBIE
No me digas, Guillermo. Mi nombre
es Ramiro. But mis amigos laike to
coil me "Rambo," coz ay rambo down
de road.
(smiling)
I laike jur American moobies.
WILL smiles, looks up and shakes his head.
WILL
(to himself)
Oh, God. What have we done?
ANGLE ON TAXI - TRAVELING
along the Miami-like resort area that stretches along the
Yucatan's golden tip.
ANGLE ON WILL AND CABBIE - TRAVELING
just beyond the resort area, entering the more common stretch
of wooded countryside.
CABBIE
(looking guilty)
Aym glod to si ju comine houtside
de hotel. Ay woz jost goin to eet
mhy lonch.

287.
WILL
I'm sorry. I didn't want to take
you away from eating.
CABBIE
Eet's oright. Eet woz jost a
burrito mae whife maide for me.
WILL
A burrito?
CABBIE
(trying to explain)
Jes, ju know...
(struggling; to himself)
A--Ay, que pendejo que no puedo
pensar como describir...
WILL
--Yo se que es burrito. I know what
a burrito is!!
CABBIE
Oh, que bien.
CABBIE reaches under the seat where he pulls out TWO WRAPPED
BURRITOS from inside a bag.
CABBIE (CONT'D)
Do ju whant to eet weed me? Eets a
long way to Chichen ItZA.
WILL
(pronouncing it right)
Chichen ItZA?
CABBIE hands WILL a burrito.
CABBIE
Jes. Chichen ItZA.
WILL
(takes the burrito)
All right! And do I have a story
to tell YOU... About the ORIGINAL
burrito!
CABBIE
(bitting into a burrito)
Oh? -- About el burrito? I laike
estories.

288.
WILL
Well, here it goes, Rambo...
(taking a bite)
My grandma was born in Sonora,
Mexico... And in 1910, during the
revolucion her mamma yearned for a
place away from all the fighting...
A place to start anew...
ANGLE ON CAB - TRAVELING
down the long and straight solitary road, speeding, flanked
only by spindly but dense trees and brush, and dotted with an
occasional thatch-roofed hut or adobe home of some of the
commonly poor native Mayan people.
WILL (V.O.)
...And just like others who came to
America from other lands in the
pursuit of happiness, Vicky's mamma
dreamed of all the new
possibilities...
CABBIE (V.O.)
Ah, si... New posebeeletees.
EXT. CLUB MED HOTEL - LATE AFTERNOON SAME DAY - WILL
arrives. The hotel is one of only a couple buildings located
in a totally remote area - Chichen Itza.
WILL gets out of the cab with his bag.
WILL
Well, Ramiro, this is where we
part. It's been a great ride.
WILL shakes CABBIE's hand and hands over the fare and tip.
WILL (CONT'D)
Mucho gusto en conocerle.
CABBIE
Mucho gusto, Guillermo. I loaved
jur estorie. Tenia mucha corazon.
Here... Here eez my chard.
(handing his card)
Ay estay weeth my cosin for a cople
of daez. De phon nomber eez on de
back, eef ay con help ju, okay?

289.
WILL
(smiling)
Okay, Rambo. Muchas grasias.
Adios.
The CABBIE makes the "V for Victory" sign with his fingers.
CABBIE
(smiling)
Peece, brothere. Goode loke. Y
vaya con Dios.
They shake hands, heartily.
INT. CLUB MED HOTEL - WILL
walks up to the RECEPTIONIST at the counter.
WILL
Buenos dias. I called this morning
about a Shanna Garfield who is
staying here?
RECEPTIONIST
Muy bien, señor. I'll check to see
in which room she is staying.
The RECEPTIONIST looks through the records.
RECEPTIONIST (CONT'D)
I'm sorry, señor. But she checked
out today.
WILL
What?! I called this morning and
was told she was still here.
RECEPTIONIST
Well, according to this record,
apparently she cancelled the rest
of the time she was going to be
here.
WILL
And she didn't say why?
RECEPTIONIST
I don't know, señor. I wasn't
here... I'm sorry.

290.
INT. CLUB MED HOTEL - LOBBY - WILL
is at a phone.
WILL
...And she hasn't called?
TAMMY (V.O.)
No, Will. She didn't even know
when she'd be flying back. She
just wanted me to make sure I took
good care of this puppy someone
left in her patio.
WILL
(taking a deep breath)
...I knew I was taking a risk
coming out here like this. The
hotel's all booked up and I'm in
the middle of nowhere. I should've
known better...
(beat)
Okay, Tammy, I'll stay at this
hotel until morning, when I can
catch the next bus. Then I'm
coming home. So, thanks, anyway.
INT. CLUB MED HOTEL - RESERVATION COUNTER - WILL AND
RECEPTIONIST
WILL
Isn't there any other place where I
can stay for the night?
RECEPTIONIST
I'm sorry... But, as you have seen
on your trip down here, there is
nothing around here except our
hotel and two others... One has
closed down and the other has been
sending people to us today because
THEY are filled. I wish I could
help you.

291.
EXT. CLUB MED HOTEL - EARLY EVENING - WILL
discouraged, exits to a dark and lonely paved road stretching
out until it disappears, in one direction, and ends a couple
hundred feet past the only other hotel that can be seen
located a short walking distance from the Club Med, totally
surrounded everywhere else by the tall and pitch-black
shadows of the arid yet tropical growth of trees and other
vegetation.
A warm night. WILL stands in the middle of the DEADLY SILENT
and empty roadway, looks both ways, and starts walking,
LOOKING UP from the encircling darkness into the sky brightly
lit by the star-studded heavens.
ANGLE ON WILL - WALKING UP THE ROAD
WILL NOTICES an old paved driveway that wasn't noticeable
before, with a posted sign, mostly hidden, reading, "Hotel
Piramide -- Cerado."
WILL walks up the driveway.
EXT. HOTEL PIRAMIDE - WILL
walks along the grounds, looking around. The property is
sparsely lighted by lights facing an occasional palm tree.
WILL climbs the steps of the abandoned front patio and sits
down against the short planter wall and prepares for the
night.
WILL FIXES HIS GAZE upon the infinite distances of the
heavens, aglow with its magnificent shimmering jewels --
everlasting twinkling stars.
FADE TO BLACK:
LATER THAT NIGHT
Will is suddenly awakened by THUNDERING SOUNDS, as though it
were coming from the heavens.
VOICE (V.O.)
LOOK UP! GAZE into the sky of
night, for it is THERE that Time
has remained still, linking EVERY
GENERATION, since the beginning of
Man, to one's common experience
with earthly existence.

292.
WILL, startled, surrounded by intense but silent darkness,
and motionless black shapes and shadows, jumps up, and looks
around, trying to locate the source of the voice.
ANGLE ON WILL - WALKING THROUGH THE GROUNDS
WILL peers over each shadowy form. He HEARS a FANFARE OF
MUSIC and turns his head to discover, in the distance...
ANGLE ON
THE top of the GREAT PYRAMID of Chichen Itza, lighted by
green and red spotlights, towering over the far tree tops.
WILL is surprised at the closeness of the ruins.
WILL listens to the NIGHTTIME PRESENTATION showcasing the
Mayan pyramids and their history.
WILL sits, leaning against a wall, arms around his knees.
WILL closes his eyes, continuing to listen, ILLUMINATED by
the stars and bright blue moonlight that has cleared the
clouds.
FADE TO BLACK:
EXT. HOTEL PYRAMIDE - NEXT DAY - EARLY MORNING - WILL
curled up at the same place as the previous night, wakes up
from the SOUND of distant roosters.
ANGLE ON WILL - WALKING BACK TOWARD THE CLUB MED HOTEL
WILL NOTICES the GREAT PYRAMID he saw last night, now in
daylight's full view, as it VISIBLY towers the treetops in
all its natural prominence and majesty.
WILL, taken by the view, walks past the Club Med. There are
other people walking past him toward a path that has a SIGN
with a painted pyramid and an arrow pointing forward.
Will SEES a sign outside the Hotel Mayaland reading in
English:
"Tickets Sold Here for the Pyramid Ruins at Chichen Itza."

293.
ANGLE ON - ENTRANCE TO THE MAYALAND HOTEL
Will walks up the stairs and into the hotel.
INT. HOTEL MAYALAND RESERVATION COUNTER
RECEPTIONIST
I'm sorry, we have no...
WILL
No-no. I just want to buy a ticket
to the pyramids.
RECEPTIONIST
Oh... That will be two dollars.
WILL NOTICES the older and interesting architectural style of
the hotel -- something that dates back to the 1930's. It is
a romantic setting with an expansive and exotically-appointed
interior courtyard, full of tall and airy trees, tropical
flowering plants, and colorful birds -- almost like an openair
atrium.
WILL
Would it be okay to take a look?
RECEPTIONIST
Of course. Go right ahead.
ANGLE ON WILL - WALKING
down the airy walkway that opens up to the courtyard
revealing banana trees, palm trees, bushes and grassy
grounds, and pathways to small, individual, thatch-roofed
bungalows, each with their own porch, and carefully spaced to
accommodate their own little private yards -- all nestled
within the grand courtyard.
WILL stands enchanted, reflective. He SPOTS something he
can't believe.
ANGLE ON MAYALAND BUNGALOW COURTYARD
WILL moves down into the courtyard, getting closer, trying to
focus on what he SEES on the far side of the grounds.
He SEES SHANNA, sitting against a palm tree, the side of her
head against her knees as though she were asleep, holding an
open book resting at her crossed ankles.

294.
WILL's pace gathers momentum as he comes closer and more
certain that it is SHANNA.
WILL
(calling out)
Shanna?... SHANNA!
SHANNA, startled by the call, raises her head.
Will!
SHANNA
SHANNA is happy to see him and realizes how much she loves
him.
Both, tearfully happy to see each other, come together,
embracing with an explosion of passion.
WILL
I love you, Shanna... I'm sorry...
I love you!
SHANNA
I love you. Will... I'm sorry, too.
Will twirls Shanna around and around in celebration.
FADE TO BLACK:
EXT. MAYALAND COURTYARD - LATER THAT MORNING - WILL
laying on the grass, head on SHANNA's lap, as she strokes his
head.
WILL
When I got here I thought you were
gone. I didn't know where else I
could look next.
SHANNA
I would've been there, except the
first day I was there I walked
around and found the Mayaland!
(beat)
It was so romantic... I fell in
love with it the moment I saw it...
I thought so much about how perfect
it could be if you were here...
(MORE)

295.
SHANNA (CONT'D)
I even called you, but hung up.
(closing her eyes)
I wanted to cancel Club Med and
stay here.
(beat)
So, when I asked about the
bungalows at the desk, someone had
just cancelled, so I changed over
to this place... I was so lucky...
It was the last one, too!
WILL
So have you gone to see the
pyramids?
SHANNA
No. The first couple of days I
just wanted to be alone. I really
wanted to see them with you...
Then, when I thought about it, I
thought, "That's dumb... You're
here, you might as well go see
them. So I got this book...
Shanna holds up The Great Mayan Pyramid tour book.
SHANNA (CONT'D)
...to read about them first... I
read a little...
(beat)
And then I couldn't help but
daydream about us sharing this
experience...
(beat)
When I heard you calling I couldn't
believe it!
...Will, let's go and see them.
(beat)
Oh, Will... Now that you're here
this really feels so special.
WILL and SHANNA kiss, embrace and kiss.
WILL
And I feel so lucky! God must be
smiling on us.
SERIES OF SHOTS
A) WILL and SHANNA strolling in the open field surrounded by
the magnificent ruins.

296.
B) Climbing the steps of the great pyramid, El Castillo.
C) Atop El Castillo, kissing.
D) At the Observatory, casually exploring the tower.
ON THE PLAYING FIELD OF THE BALL COURT STADIUM - WILL AND
SHANNA
walk arm-in-arm.
SHANNA
I was reading that this is the
biggest of all the ball courts in
the Mayan Empire... Did you know?
(beat)
The Mayas played a game here called
"Pelota" -- something like handball
where you use your wrist, elbow, or
hip to hit the ball. But the
objective was to get the ball into
these twenty foot high stone target
rings -- like basketball.
WILL
Seems pretty tough -- especially
since the Mayas are so short.
SHANNA
Scoring was pretty rare, all right.
But WINNING was the greatest honor.
(cringing)
...For it was the winners who made
the ultimate sacrifice in the name
of the gods and whose heads were
cut off and immortalized in stone
on these walls.
WILL
Wow! I guess even THEN the
priesthood was using the imagery of
athletes to embody moral ideals.
And "Pelota" was the symbolic play -
- with this stadium as the stage to
set the drama.
SHANNA
Well... Aren't WE still doing it in
sports today?

297.
WILL
Yeah... I love sports. But, you're
right -- it's become a commodity,
like everything else -- with the
athletes, lured by fame and
fortune, who become the sacrificial
lambs, the fans, hungry for
excitement, conflict and release,
eating it all up; and big business,
as the parasite that feeds off this
mean ‘green’money machine.
All victims and victimizers...
-315-
WILL and SHANNA continue walking the length of the playing
field.
THE CAMERA PULLS AWAY, CONTINUING TO ASCEND TO A LONG AERIAL
SHOT OF AN EVER INCREASING PANORAMA OF THE PYRAMID, EL
CASTILLO, AND THE WARRIOR'S TEMPLE OF A THOUSAND COLUMNS.
EXT. SHANNA'S BUNGALOW MAYALAND HOTEL - LATER THAT NIGHT -
WILL AND SHANNA
sit on the porch steps, enjoying the last of their candle lit
wine, cheese, fruit and bread dinner while admiring the
majestic beauty of the surrounding garden lighted by the
radiantly jeweled sky and subtle blue moonlight.
WILL
You know, last night I looked up
into the sky... I'd never seen such
an awesome and incredibly powerful
sight. I was riveted!
WILL leans back and looks up at the stars.
WILL (CONT'D)
...While looking up I suddenly
realized that I had assumed the
position like those stone carvings
of ancient days.
WILL slowly strikes the pose, grabbing his knees and looking
straight up.

298.
WILL (CONT'D)
One moment I felt so small... Then,
all at once, I felt so much a part
of the whole sky... It was so
captivating... So MAGICAL!
SHANNA
Me, too. The nights out here are
SO enchanting. Without moving I
can be transported to timelessness.
WILL
Yeah. At once, in all its profound
silence, I was face to face with my
Being, my consciousness -- a
witness witnessing NOW and
FOREVER...
(beat)
I thought of my grandmas, and how
they've given me my first real
sense of history -- that history's
about LIVING...
WILL (CONT'D)
And I thought of my dad, back in
the hospital... And the little
stacks of story notes I left
behind... I never realized how much
he lifted my spirits...
(beat)
Inspired me to dream...
(beat)
That's why I'm going to finish
writing the story. I've GOT to
write it!...somehow...It's
like...my call to duty.
SHANNA
I love your dad, Will. We need to
get back and be by his side...
Let's go home tomorrow.
WILL gets up, picks up one of the two lit candles.
WILL
Yeah... Let's go home.
Shanna gets up, picking up the other candle. WILL follows
her inside.

299.
INT. SHANNA'S BUNGALOW - LATE EVENING
It is a modestly appointed one-room bungalow, with two
glassless windows.
SHANNA
(looking up)
I love this thatched roof. It
makes me feel so far away... And
look, there's a hook for a mosquito
net.
She walks over to the bed chest, opens it, and pulls out a
mosquito net to show WILL.
WILL
Gee, are there mosquitoes? I mean,
I should've been eaten alive last
night.
SHANNA
(beat)
...But it's so romantic
WILL takes the net out of the chest.
WILL
I think it's a great idea... Let's
use it.
WILL steps on the bed and hooks it up.
SHANNA draws the fine net over the entire bed.
WILL takes the rest of his clothes off.
There are CANDLES on each nightstand and bright blue
moonlight is coming through the windows.
WILL walks over to open wide the double-door windows and
looks out.
WILL (CONT'D)
You know, I've learned a lot from
my dad... More than anything else
he's shown me how much that dream
we all have is really part of ONE
dream -- EVERYBODY'S dream...
(beat)
And I see how much my grandmas,
grandpas, my mom and dad, have each
given ME a part of THEIR dream --
so that I could dream.

300.
SHANNA is dressed in a short silk nightshirt.
SHANNA
(walks up to WILL)
You ARE a part of their dream...
And that making that dream come
true is being able to give a part
of one's own dream to the next
person...
(beat)
...Taking the flame of one's
passion for the pursuit of
happiness and lighting the next
person's candle. --Keeping the
light going...for that long road
ahead called Forever...
(beat)
Who knows, in another time passed,
that flame may have even come
through here.
WILL and SHANNA stand for a moment, arm-in-arm, gazing
outside... then at each other.
WILL and SHANNA tenderly kiss.
WILL leads SHANNA to bed. Only their dark silhouettes are
apparent as they tuck themselves in.
UNDER THE NETTING - WILL AND SHANNA
lay side by side.
WILL
(hands behind his head)
Shanna... Here I've been talking so
much about what's so important to
me now... I didn't tell you the
most important part.
He turns to look at her, with a tear rolling down his cheek.
WILL (CONT'D)
You make me whole -- complete...
(beat)
...I was the stubborn immovable
object that met the beautiful
irresistible object...
(beat)
You are what I've been
missing...the one I love...
Will you marry me?

301.
SHANNA
(swelling with emotion)
...Of course, you silly baboon.
Why do you think I took the chance?
(starting to cry)
Look at me... I better stop or
we'll have to swim out of here.
WILL wipes his tears away.
WILL
Nah... Don't worry... I'm learning
that crying is a sign of health.
It's healing.
(wiping Shanna's tears)
...I'm actually feeling better
already.
WILL and SHANNA smile.
The room is lighted by the candles and moonlight. WILL and
SHANNA, joyful and excited, caress each other under their
veil of intimacy.
INT. HOSPITAL ROOM - NEXT DAY - WILL AND SHANNA
enter cautiously.
SHANNA is carrying a small wrapped gift and WILL is carrying
some fragrant flowers. ED is in bed, asleep.
SHANNA stands at the food of the bed as Will put the flowers
on the stand and rubs his father's foot.
ED wakes up.
ED
(a little groggy; smiles)
Will... Are you really back?
WILL
I'm back, Dad.
ED
(trying to be upbeat)
When I first opened my eyes...I saw
the flowers and thought I died and
went to heaven.
WILL
(trying to be cheerful)
Well, you know. Dad...
(MORE)

302.
WILL (CONT'D)
Even though I always thought of you
as an artist of culinary cuisine
and a scientist in the lab, I
always thought that a man who
spends his life in the kitchen
cooking ought to get flowers every
once in while... And these flowers
smell de-licious.
WILL brings the flowers under ED's nose.
ED
(taking a long whiff)
Ah... Que olor tan preciosa. They
DO smell beautiful...
(beat)
I was having a dream... And, you
know, Son... I haven't dreamed for
a long time.
WILL
What was the dream about, Dad?
ED
It's not too clear... All I
remember... is... seeing an open
field... And you're in it.
ED (CONT'D)
You were on a dirt road... And with
someone... You were walking down
the road holding hands.
WILL
Is that all?
ED
That's all I remember.
WILL
Was it with SHANNA?
ED
No.
(beat)
--But, where is little mamma?
SHANNA
(stepping into view)
I'm here. Papa.
WILL
We're getting married, Dad.

303.
ED
That's beautiful. I'm so happy for
you two... What day is this,
anyways?
WILL
November 1st.
ED
Today's All Saints' Day. Tomorrow
All Souls' Day.
(turning to SHANNA)
Did you know, Shanna, tomorrow is
also called...
SHANNA
I know. Day of the Dead... It was
celebrated in Oaxaca when I was
there... Everybody made the
favorite foods of their loved ones
who had passed away.
ED
I like that day because each year
at the restaurant I cooked
something different for all my
friends... Something special that
no one had ever tried before in
honor of the dead...
ED (CONT'D)
I guess it was my way of letting
people know that I wasn't just a
Mexican chef, too...
(beat)
...I guess, when I die, they'll
have to serve some international
buffet, 'cuz I like so many foods.
The bad news is, I won't be there
to eat any of it.
SHANNA tries to change the subject.
SHANNA
Look... We got this for you.
SHANNA hands ED the wrapped gift.
Oh, no.
ED
ED unwraps it, finding a ceramic fortune cookie.

304.
SHANNA
It's for good luck.
ED pulls out the piece of paper folded inside.
ED
(reading aloud)
‘Fortunes are for those having
vision / Who reach out and give us
a hand. / For those who do, live
forever. / They touch us where
nothing else can. /Life is loving,
sharing, giving vision / To those
who cannot see. / Life's a
beginning, an adventure, a rainbow
/ Of all of what one can be... / If
you doubt the power of dreaming /
You risk losing heart, hope -- a
boundless treasury... / But if
you're lost, and found you've
stopped dreaming / look around...
For there I will be... / For,
fortunes are for those having
vision / Beyond time is what you've
helped me see. / -- To give hope,
and love, and vision / From now
'til eternity... ...We love you,
Dad.’
ED reaches out, eyes swollen with tears, holding hands with
WILL on one side and SHANNA on the other.
FADE TO BLACK:
INT. STAGE FORTY-TWO - MORNING - WILL
walks slowly into the same starkly dark and gloomy stage he
left some time ago, looking around at his surroundings.
As WILL approaches the sets, Greg meets him half way.
GREG
Welcome back. Will. We missed
you... And when I found out they
picked up the show for another
season, well, Hundt retired and
Efrain thought maybe I should call
you.
WILL
(smiling)
Thanks, Greg. You knew I just
couldn't stay away.

305.
EFRAIN
(coming from behind)
I was hoping you'd say that.
Efrain!
WILL
WILL hugs EFRAIN.
EFRAIN
(joking)
Could you scratch my back while
you're at it?
GREG tosses some rags and cleaning supplies at the two.
GREG
(kidding)
Come on, guys. Would you two maids
stop dancing and start glancing.
WILL and EFRAIN laugh.
DIAGONAL WIPE
TO;
INT. WILL'S APARTMENT - EVENING - WILL
sits writing.
SHANNA brings dinner to the table.
SHANNA picks up her little puppy and takes him out to the
balcony. MUSIC plays in B.G.
DIAGONAL WIPE
TO:
INT. WILL'S BEDROOM - EARLY MORNING - WILL
jumps out of bed as the alarm RINGS. Does his get-ready-forwork
routine.
SHANNA helps him with his coffee, muffler, and newspaper.
As WILL goes out the door the little dog tugs at his muffler.

306.
INT. STAGE FORTY-TWO - WILL
finishing dressing a swing set with the rest of the crew.
DIAGONAL WIPE
TO:
INT. WILL'S APARTMENT - DAY - SERIES OF SHOTS
WILL writes at the table. MUSIC plays in B.G.
SHANNA reads what he has written, making yes and no gestures
about what he's written.
STAN and MAX playfully wrestle with the dog.
The MUSIC FADES.
FADE TO BLACK:
INT. WILL'S APARTMENT - THANKSGIVING EARLY EVENING
THREE TABLES have been grouped together and set for dinner.
Family and friends are taking their places at the table.
STAN walks up to WILL looking outside the balcony door at the
rain pouring down.
STAN
Hey, Will. Time to chow down.
WILL
Yeah, okay.
STAN
I'm sorry they had to sell the
restaurant, Will. That place was a
legend in its own time. I guess
now it's lost forever.
WILL
There was no choice... Life goes
on... And Time waits for no one...
Besides, bills had to be paid -- my
dad's operation...
STAN
It's tomorrow, isn't it.

307.
WILL
(nodding)
We promised we'd go ahead and have
Thanksgiving.
SHANNA walks up to WILL.
Sweetie?
SHANNA
WILL
I know... We're coming.
WILL sits with STAN, NANCY, STAN's mom and dad. MAX and his
girlfriend, and a couple of other friends.
NENA and SHANNA bring out the last of the prepared dishes and
take their seats. One seating is left empty.
MAX
Will? I'd like to say something
before we dig into this fine meal.
WILL
Go right ahead. Max.
MAX
Is everybody here? I mean, there's
still one place empty.
SHANNA
That seat’s for Elijah.
MAX
Well, maybe we should wait.
SHANNA
No. silly. That place is a
symbolic space for those with no
other place to go to be welcome.
But I like to think of it as a
space for all those who we love who
couldn't be here with us today.
MAX
(understanding)
Since my parents are both deceased,
I really appreciate the thought,
'cuz I consider this as my family
affair.
MAX reaches for his girlfriend's hand.
A chain reaction of linking hands occurs.

308.
SLOW CONTINUOUS PAN AROUND THE TABLE, BEGINNING WITH MAX AND
ENDING BACK AT HIM, WHILE HE TALKS:
MAX
I'm not a real religious person,
but I do believe in a source
greater than what is conceivable...
And the power of people through
which this greatest force runs...
And Thanksgiving for me is being
grateful, not only for what we've
GOT, or have been able to GET, but
for all that we've been GIVEN...
(beat)
I say this because in a world where
we're more and more in danger of
losing our will and spirit to some
artificial and commercially
conceived replacement, becoming
takers and go-getters,...
...We're forgetting that if it
weren't for those who were willing
to give us love, give us life, or,
to give their lives for our
freedom, we wouldn't be here... And
we shouldn't forget that... So for
me, not only is this a time to be
thankful for all we've received,
but to affirm and pledge to carry
on the human tradition of giving...
And, wherever and whenever, I will.
There is a moment of expected silence, and everyone looks at
each other.
MAX (CONT'D)
(surprising himself)
HOLY MOLY! LET’S EAT!!
The room bursts with conversation, thanking each other, and
all reaching for the fine Thanksgiving spread.
WILL
(turning to MAX)
Gee, Max, thanks for your
volunteering to say what you said.
MAX
Oh, you know me. Will. I'm usually
caught up in technology and the
future, but I'm really a
sentimentalist at heart.

309.
WILL
Well, those few words sure put
things in perspective. Pearls of
wisdom, I call them -- food for
thought.
MAX points at a plate of mashed potatoes being passed to
WILL.
MAX
Thanks, Will. But right now I
detect that we're being urged to
pass around food that will keep us
thinking.
DIAGONAL WIPE
TO;
LATER ON
Dinner is finished. Some guests have left the table.
THE CAMERA PANS SLOWLY TO CATCH THE FOLLOWING CONVERSATIONS:
MAX
(to Nena)
I'm sorry, Mrs. Ganas, that Mr.
Ganas couldn't make it.
NENA
Thank you. Max. I promised I would
save him a little leftover so he
could feel as though he were here.
STAN
(to Shanna)
Now that Will's almost finished
with the story, what's he going to
do?
SHANNA
I don't know, Stan. I think he's
been talking about sending it to
some agents, publishers. But he
really did it for his dad... And
himself.
STAN
Why doesn't he take it to some
Hollywood producer when he finishes
it?

310.
SHANNA
I asked him once. But he said now
that the restaurant doesn't exist,
the story's become what Will calls
another ‘Eastside Invisible.’
STAN
But it’s a part of Americana, isn’t
it?
(beat)
Come on, Shanna. We’ve got to talk
to our pal.
STAN takes SHANNA by the arm as they get up and go over to
where WILL is talking to NANCY, grabs them both, and walk off
to a corner of the room.
Stan starts talking to WILL. NANCY looks at SHANNA and shrugs
her shoulders.
SEQUENCE OF SHOTS BEGINS, ACCOMPANIED BY A COLLAGE OF MUSIC:
WILL'S LIVING ROOM - EVENING - WILL
at work on the story, on the floor.
SHANNA brings some wine, sits down with him, and does more
editing. The dog is asleep in WILL's lap.
DIAGONAL WIPE
TO:
INT. WILL’S APARTMENT - EARLY MORNING
The alarm RINGS. WILL gets up, gets ready for work.
WILL takes a shower in the dark.
WILL tiptoes out of the apartment.
DIAGONAL WIPE
TO:
WILL'S APARTMENT - NIGHT
Boxes are spread about. MAX, with a screw driver, finishes
putting together a freshly unpacked computer.
WILL is looking through the literature, scratching his head.

311.
STAN brings beers in, to the rescue.
DIAGONAL WIPE
TO:
WILL'S APARTMENT - ANOTHER NIGHT - WILL
on his new computer, struggling with the story as a script.
MAX brings four beers and WILL, SHANNA, STAN, and MAX toast.
The puppy tugs at MAX's pants leg.
DIAGONAL WIPE
TO:
WILL'S APARTMENT - ANOTHER NIGHT - MAX
watches TV with the remote control flipping the channels
automatically.
WILL, SHANNA, and STAN stand at the printer, watching the
pages being printed out.
WILL'S APARTMENT - LATER THAT NIGHT
MAX and STAN are both asleep on the couch.
SHANNA turns off the TV that is still flipping channels,
walks back to where WILL continues to watch pages coming out
of his printer, and kisses WILL.
DIAGONAL WIPE
TO:
INT. RECEPTION AREA OF AN OFFICE - DAY - WILL
dressed in a coat and tie, sits with his script in hand.
The secretary, on the phone, motions for him to go inside
what looks like a producer's office.
A LITTLE BIT LATER
WILL walks out of the producer's office, having been
rejected, thanking the producer anyway.
DIAGONAL WIPE
TO:

312.
SERIES OF SHOTS SHOWING WILL GOING IN AND COMING OUT OF
OFFICES.
DIAGONAL WIPE
TO:
INT. MEETING ROOM - EVENING - WILL
at some sort of industry mixer.
WILL stands pitching the story to one person...
Then another...
The MUSIC FADES.
FADE TO BLACK:
INT. WILL'S APARTMENT - NIGHT - WILL
enters, tired, having come from another industry mixer,
unsuccessful.
A decorated and twinkling Christmas tree is in front of the
front window.
SHANNA is on the couch, asleep, still holding an open book
with the puppy cuddled under her arms.
WILL slowly and gently kisses her all around her face as she
wakes up.
WILL
Let's go to bed.
SHANNA tries to look awake, but is still groggy.
SHANNA
How did it go?
WILL slightly shrugs his shoulders.
Eh.
WILL
WILL and SHANNA get up and walk out of view.
WILL turns off the floor lamp, then the Christmas tree.
Only the tree's silhouette remains to be SEEN.

313.
INT. WILL'S KITCHEN - CHRISTMAS EVE NIGHT
MUSIC plays in B.G.
WILL, STAN, SHANNA, NANCY, EFRAIN and WIFE
are preparing tamales.
Other friends mingle, talk, and drink beer.
Efrain laughs.
The doorbell RINGS.
WILL
(stirring the sauce)
Okay... Someone can start soaking
the corn husks.
STAN
(cutting meat)
Hey... We're about ready for our
masa people.
NANCY
They're right behind you.
EFRAIN
Here we are, the masa beaters.
Ready, masa.
SHANNA
I'll get it.
INT. LIVING ROOM - SHANNA
opens the door to MAX, holding some large boxes, and his
girlfriend, who also carries a box.
SHANNA
Max! Natalie!
MAX
HEL-lo, Shanna.
SHANNA
Can I help you with that box?
MAX
Yeah... I've got a couple more in
the car... But don't tell Will.
They are all for him.

314.
LATER THAT NIGHT
Everyone is gathered in the living room near the lighted
Christmas tree, eating tamales. Christmas music PLAYS B.G.
WILL comes out of the kitchen with a fresh batch of steaming
tamales. He holds up a plateful.
People CHEER.
MAX stands up.
WILL
Anybody ready for some more?
MAX
Will... Come over here for a
minute.
WILL sets the tamales down and walks over to MAX.
MAX leads WILL to the balcony.
EXT. BALCONY - MAX
turns on the balcony light.
MAX
Merry Christmas, Will.
WILL
What's this?
MAX
It's all your stuff -- or most of
it.
WILL
I don't get it. I thought you... I
mean, you gave me money for the
stuff you sold at the...
MAX
I started to sell some of the
replaceable stuff, but when it came
down to some of your other
treasures, I couldn't. So I asked
my grandpa if he could help...
(beat)
And he came through with the dough.
WILL opens one of the boxes and rubs tears from his eyes with
his arm.

315.
WILL
Max... YOU came through.
WILL pulls out the God of Abundance.
WILL (CONT'D)
I can even pay your grandpa back.
MAX
Agh... I told him it was an
investment in the future.
WILL hugs MAX. They both laugh.
A GROUP OF CHRISTMAS CAROLERS can be seen SINGING outside
below WILL’s balcony.
The CAROL continues to be HEARD.
FADE TO BLACK:
EXT. RESURRECTION CEMETERY - CHRISTMAS DAY MORNING AS THE
CAROLLERS CONTINUES TO BE HEARD.
PAN across the hilly grounds. All around, hundreds of
cheerfully colored Christmas decorations adorn the graves,
with tens of families, some silently, some joyfully, visiting
their deceased loved ones.
A sense of profound joy and sentiment embraces the cool air
as people can be SEEN affected by the sense of community
respect for what they all share.
ANGLE ON - WILL AND SHANNA AT GRAVESIGHT
sitting at his grandma ANGELITA’s grave, adding decorations
of their own to the ones that already grace the little green
pine tree.
SHANNA
So what are you going to do now,
Will?
WILL
I don't know. I probably should
put the story in a drawer and put
myself back on the chain gang.
He picks up some little Mexican-type ornaments and hangs them
on the tree.

316.
SHANNA
You can't quit now.
WILL
Aghhh... I'm not quitting, Shanna.
I told my dad a long time ago that
I would write it, and I did...
(beat)
Wanting it to be something more was
only a wish...
Isn't it funny how we all have
something we're all proud of and
think deserves some sort of special
attention... Yet, my grandma
Vicky's burrito story is no more
important that your grandma or
grandpa... Or my grandma buried
here...
(beat)
Angelita was so important in my
life.
SHANNA
But telling our stories is what
changes our lives. That's
important!... It's like cooking a
meal with something different added
to it. It changes the pace, makes
the meal exciting again -- renewed -
- and lets us enjoy a meal over and
over...
WILL
Yeah... But telling this story may
not be important to a lot of
people.
SHANNA
Everyday people WANT to be
acknowledged that they exist and
make a difference, but they
aren't...
(beat)
They NEED their own stories...
Stories that give them a sense of
their own contributions to our
American history...
(beat)
Life isn't just for the rich and
famous... People need stories that
let them feel EXTRAORDINARY...

317.
SHANNA (CONT'D)
American history is supposed to be
special that way... It's because we
don't have these stories that we're
all slowly eroding inside... And
that's not right!
(beat)
We're all curious, but for all the
wrong things... We surround
ourselves with so much comfort we
don't feel... We all think we're so
smart, we're willing to eliminate
the world to prove it...
(beat)
-- And there’s no more real
conversations... We're all so
afraid, we don't want to know about
anything, so we don't trust
anyone... And the only time we take
a stance is when they say something
is going to be taken away from us --
when it's already been long since
gone...
WILL
I guess what you're saying is,
‘We're the cause and we're the
cure.’
SHANNA
Before we can truly share what
America stands for, we must have
some things to share... And that
can start with stories about our
common struggle for the peace and
happiness everyone dreams of.
WILL
You're quite an amazing woman,
Shanna. You're almost as crazy an
idealist as me...
(beat)
But we believe in magic -- the
magic of faith, and trust, and
hope.
SHANNA
Maybe you've been taking the story
to the wrong places... Maybe you
should start closer to home.
WILL
I'm open for suggestions.

318.
SHANNA
(becoming serious)
Well... I was thinking...
WILL
(cupping SHANNA’s mouth)
-- Wait a minute... I just wanted
to tell you... I used to ask
myself, ‘Self -- what be success?"
...Power? ...Prestige? ...Fame?
Fortune?..."
Will and Shanna look at each other.
WILL & SHANNA
(in unison)
Nah.
They smile at each other.
WILL
(looking deep into
SHANNA’s eyes)
No... SUCEESS is my LIFE with YOU!
-- I LOVE you, Shanna...
SHANNA
Oh, Will... I love you.
WILL and SHANNA get up, stand holding each other as they look
upon the modest-but-cheery Christmas tree on Angelita's plot.
The CAMERA CRANES SLOWLY UPWARD REVEALING WILL and SHANNA as
two of many other cemetery visitors taking time out to
celebrate the spirit that goes on amongst the peaceful and
joyous holiday decorations adorning the surrounding final
resting places.
FADE TO BLACK:
INT. MEETING ROOM - EVENING
A meeting of Hispanics United for the Arts, in progress, is
almost at an end.
SHANNA peeks in the entrance at the back of the room where a
reception table and receptionists still sit. Ricardo is
speaking in the B.G.

319.
RICARDO
And now, of course, for my favorite
part of the program where we have
new people, and those who want to
announce something they are doing,
to get up and have a chance to
talk.
SHANNA motions to catch the attention of a RECEPTIONIST.
SHANNA
Is the meeting almost over? I've
come to pick up my husband.
RECEPTIONIST
Almost... Come on in.
SHANNA finds a place in the back of the room.
RICARDO
So, without further ado... Anybody
here wishing to tell us about
yourself?
Only a couple of hands go up.
The first VOLUNTEER is called upon and stands.
VOLUNTEER #1
Hello. My name is Susan Ortiz and
I just wanted to announce...
EFRAIN spots SHANNA and leaves his seat to walk back to her.
SHANNA
Hi, Efrain... I didn't know you
were a member.
EFRAIN
I wasn't. Will told me about it,
so I came to check it out.
SHANNA
I don't see Will... Isn't he still
here?
EFRAIN
I haven't seen him... But I came
late.
(looking around)
Oh, there he is, in front.
SHANNA searches the group until she spots him.

320.
RICARDO
...Is there anyone else?
(searching around)
Well, okay... I guess we will
conclude this meeting...
The membership, anticipating the end of the meeting, begins
talking, with some beginning to get up as RICARDO reaches for
his gavel.
WILL stands up.
WILL
(groping for words)
Uh... Hello... Uh... I got up at
the last meeting but I really
didn't say anything... I mean, I
didn't really say why I was here. --
I wasn't sure why.
BEGIN TO PAN THE FACES IN THE GROUP.
WILL
But I guess we're all here because
we want to be part of the image
industry...
WILL turns slowly so as to speak to everyone.
WILL (CONT'D)
...Those who control the image
control the vision -- And control
the future...
CONTINUE TO PAN.
WILL
We all see the beautiful people on
TV, commercials, and in the
movies... And some of us dream of
being like them in some way, and
some of us only care to live
differently, but nevertheless
secure and peacefully... Yet, it's
so ironic that this pursuit of
peace, and happiness, can be so
painful and frustrating -- So hard
to achieve.

321.
ZOOM TO CLOSEUP OF SHANAA. WILL'S VOICE IS HEARD IN B.G,
WILL (V.O.)
We yearn for all the things that
living in America offers us... But
something is going wrong...
Something is happening with the
AMERICAN WAY.
SHANNA looks at WILL with hopeful pride.
WILL (V.O.) (CONT’D)
I'm here because I want to make a
difference... And the difference
has to do with the stories we have
to tell... Stories of hopes and
dreams...
THE CAMERA HOLDS ON SHANNA, SLOWLY ZOOMING TIGHT.
WILL (V.O.
I've written a story called "The
Original Burrito" -- A story about
a struggle to be...
(beat)
Of family, sacrifice -- an AMERICAN
story...
(beat)
...It started years ago, with my
grandma Vicky, who yearned for a
better life, who needed to start
over...
DISSOLVE TO:
EXT. RURAL COUNTRYSIDE - DAY - A FEW YEARS LATER - CLOSEUP ON
ED
cheerful and amused at what he sees.
PULL BACK TO REVEAL SHANNA, ALSO AMUSED.
ED and SHANNA both stand somewhere out by a country road.
SHANNA
So, your doctor friend is opening a
restaurant and wants you to be the
boss, huh?
ED
Yeah... Here we go again, mamma.

322.
SHANNA
I know... It's almost one year
since grandma Vicky passed away.
SHANNA hands ED a camera.
SHANNA (CONT'D)
-- Here, Papa. You're the
photographer... YOU take the
picture.
ED
I haven't taken a picture in a long
time.
SHANNA
It's okay... You’ll want to take
this one.
SHANNA (CONT'D)
...We don't have too much time...
Mom and the whole gang should have
the surprise birthday party ready
by now.
THE CAMERA TURNS AROUND TO REVEAL WILL HOLDING HIS YOUNG
SON'S HAND, WALKING DOWN THE LONG AND LONELY COUNTRY ROAD.
ED (V.O.)
You know... Some how I feel like
I've been here before...
SHANNA (V.O.)
Well... You know what they say...
If you're not careful, history has
a funny way of repeating itself...
A MOMENT LATER - ED
crouches down to steady himself as he aims the camera.
SHANNA moves behind him, looking at the road ahead.
ED
This is going to be a great shot...
TWO originals in one.
TWO SHOT - WILL AND HIS SON - FACING THE LONG ROAD AHEAD
WILL's son hugging WILL's leg, then taking WILL's hand as
they head down the road.

323.
The CLICK of the camera is heard.
FREEZE FRAME.
FADE OUT.
THE END
-339-