THE PATRIOT


				    by

				    Robert Rodat


























							   October 9, 1998






FADE IN:

CREDITS OVER:

EXT.  SOUTH CAROLINA COUNTRYSIDE - DAY

Woodlands.  Beautiful.  Untamed.  Soaring old-growth elms
arch over riverside maples along the shores of the gently
curving, deep-water Santee River.

SUPERIMPOSITION:

				  SOUTH CAROLINA
				    April, 1776

Upstream, the swamps.  Beautiful.  Hundreds of BIRDS SING.
Shafts of sunlight pierce the canopy, cutting through the
hanging moss and kudzu, falling onto soft, swaying ferns
covering the high ground.

The water is clear, with fields of floating lily pads,
each with a stark white flower rising from it.

SUPERIMPOSITION:

		 THE FOLLOWING IS BASED ON A
			TRUE STORY

EXT.  POND BLUFF - DAY

A farm built between the banks of the river and the deep
green of the swamps.  Good, fertile land, hacked out of
the wilderness.

The perfectly tended fields are ripe with barley, hops,
alfalfa and tobacco.  Two sturdy brothers, NATHAN, 13 and
SAMUEL, 12, work one of the fields, rhythmically swinging
scythes through the barley.

The house, built of native brick, is well-constructed and
well-maintained.  There's a barn, a workshop and a forge.
It is a home of substance rather than wealth.  On the
front porch, MARGARET, 11, pumps a butter churn while her
brother, WILLIAM, 6, watches.

GABRIEL, 18, strong and handsome, walks out of the woods
with a musket in his hand and a dozen game-birds over his
shoulder.  At his side walks THOMAS, 14, also carrying a
musket.

INT.  WORKSHOP - DAY

A perfect colonial workshop, fastidiously arranged with
every conceivable tool of the period.  A foot-powered
lathe.  A drop-forge.  A lifting saw.  Racks of tools,
planes, hammers, augers, drills, blocks, all hanging in
their places.  All very well-worn.

FRANCIS MARION methodically works his lathe, turning a
piece of hardwood, shaving off tiny curls of wood with a
razor-sharp chisel.  He's in his late-forties, strong and
weathered.  His hands, though big and callused, handle the
chisel with a surgeon's precision.  Self-educated and
self-sufficient, he has built himself, as he built his
farm, brick by brick, from the coarse clay of the earth.

A finely-made rocking chair, missing only the dowel on
which Marion is working, sits on the work table.  The
chair is a work of art, thin and light, a spider-web of
perfectly turned wood, no nails, no glue.

Sitting on the woodpile, SUSAN, 4, a silent, stone-face
wisp of a child, watches her father.

Marion takes the piece of wood out of the lathe, carefully
fits it into the chair, inserts a peg and taps it into
place.  Then he steps back and appraises his handiwork.

He picks up the chair and hooks the top rail to a scale,
countering with a three-pound weight.  The chair floats.

Marion blows softly on the weight which sinks.  Susan
nods, so far, so good.  Marion puts the chair on the floor
and walks slowly around it, checking every angle.

Then, the acid test.  He takes a deep breath and lowers
himself onto the seat, gingerly adding an ounce at a time.
Not a creak.  He smiles and sits back with a sigh.

CRACK!  THE CHAIR SPLINTERS under Marion's weight, DUMPING
HIM on his ass on a pile of broken wood.

				MARION
		Damnation!

He picks up some of the wood, about to fling it across the
room but stops as Susan shoots him a disapproving look.
He calms himself.

				MARION
		Sorry.

Susan gets down from the woodpile and puts the remains of
the chair in the fireplace.  As she climbs back up to her
perch, Marion steps over to his wood rack, extracts a
fresh dowel, fits it into the lathe and starts all over
again.

END CREDITS.

EXT.  WORKSHOP - DUSK

Marion leaves the workshop with Susan at his side.  Nathan
and Samuel walk past, exhausted from their day in the
field.

				NATHAN
		Father, I saw a post rider at the
		house.

				MARION
		Thank you.  Did you finish the upper
		field?

				SAMUEL
		We got it all cut and we bundled
		half of it.

				MARION
		Those swimming breaks cut into the
		day, don't they?

Marion walks on without waiting for a reply from his
contrite sons who jostle one another, trying to pass off
the blame.  Gabriel and Thomas walk out of the barn.

				GABRIEL
		Father, a post rider came from
		Charleston.  You have a letter
		inside.

				MARION
		Thank you.  How's the spotted one's
		milk?

				THOMAS
		Better.  She's near ready to calve.

Marion nods and motions for Susan to go with Gabriel and
Thomas to the house.  She does so and Marion walks on
alone toward:

EXT.  HILLTOP - POND BLUFF - SUNSET

The loveliest spot on the farm.  A beautiful view of the
house, barns, river, fields and hills beyond.  A
gravestone stands in the shade of a single apple tree.  It
reads:

		ELIZABETH PUTNAM MARION   1738-1773

Above her name is a carving of the night sky, at the
center of which is the NORTH STAR, steady and guiding.

Marion approaches.  He gives himself a moment to look at
the grave, then he starts picking apples, speaking to the
gravestone in a quiet voice that is more matter-of-fact
than sorrowful.

				MARION
		... and they bundled half... almost
		no trace of the boys you knew...

A soft wind blows some dry leaves along the ground.
Marion pauses as if listening to a spoken reply.

				MARION
		... no, she still hasn't spoken...
		Margaret was her age when you... I
		remember the time at the river when
		we couldn't find Catherine... you
		couldn't stop crying... and she was
		asleep in the wagon the entire
		time...

Marion pauses, remembering.  The CRASH OF A PLATE
BREAKING, followed by the SOUND OF AN ARGUMENT rises from
the house below.  Marion shakes his head with an
exasperated sigh.

				MARION
		Your children.

He heads down the hill toward the house, now glowing from
the lights of candles and oil lamps.

INT.  MARION'S HOUSE - EVENING

Pre-dinner chaos.  Everyone talking at once.  Marion's
seven children and his two family servants, ABIGAIL and
AARON, a middle-aged black couple, prepare dinner.  Susan
silently watches from the stairs.  Marion walks in.

				MARION
		I smell turnips...

				WILLIAM
		Father, Samuel broke the blue
		plate...

				SAMUEL
		I did not...

				MARGARET
		Dinner...

Marion hands the apples to Abigail and steps over to open
his mail and dispatches.

				GABRIEL
		News of Boston, father?

				NATHAN
		I hate turnips...

				SAMUEL
		William knocked it right out of my
		hands...

				GABRIEL
		Father...?

				MARION
		Samuel, William, both of you clean
		it up...

Marion hands a packet of pamphlets to Gabriel and opens a
letter.

				MARION
		The Assembly has been reconvened,
		I've been called to...

Marion's children go wild.

				MARGARET
		Charleston!

				NATHAN
		We're going to Charleston!

				SAMUEL
		When, father, when?

				MARION
		We'll leave tomorrow...

The children ERUPT INTO CHEERS and THUNDER into the dining
room.

				THE CHILDREN
		Charleston!  We're going to
		Charleston!

Marion and Gabriel exchange a stone-faced look.  Then
Marion puts on a smile and inhales deeply.

				MARION
		I love turnips...

Marion follows his children into the dining room.

EXT.  MARION'S HOUSE - NIGHT

Quiet.  The only sounds are the soft calls of a few
NIGHTBIRDS and the DRONE OF CICADAS.  A faint light moves
through the downstairs, passing windows in the otherwise
dark house.

INT.  MARION'S HOUSE - NIGHT

Marion, holding a candle, does a father's bedtime check.
The CAMERA FOLLOWS him as he makes his rounds into:

THE KITCHEN.  Everything is clean and put away in its
proper place.

THE MAIN HALLWAY.  Marion checks that the doors are closed
and bolted.  He heads up the stairs.

INT.  BOYS' BEDROOM - NIGHT

Marion enters, finding William asleep on the floor and
Nathan and Samuel in bed.  He lifts William into bed,
takes a slingshot from Nathan's hand, tucks in Samuel and
walks out.

INT.  GIRLS' BEDROOM - NIGHT

Marion steps to the doorway, finding Margaret and Susan at
the window, looking up at the night sky.

				MARGARET
		... now count five finger lengths up
		from the front two stars of the Big
		Dipper, and that's the North Star,
		that's her.

Susan gazes up at the North Star.  The girls notice Marion
and climb into bed.  He puts a chair against Susan's bed
and kisses her.  He pulls a blanket up around Margaret,
who whispers:

				MARGARET
		It helps her to know Mother's there.

Marion nods with a thin smile, kisses Margaret and walks
out.

INT.  MARION'S STUDY - NIGHT

Squadrons of lead soldiers stand ready for battle as
Thomas, lying on the floor, deploys his men.  Gabriel
reads the new pamphlets and broadsides.  Marion walks in
and pours a drink.  Gabriel hands several of the pamphlets
to his father.

				GABRIEL
		The New York and Rhode Island
		assemblies have been dissolved...

				MARION
		The middle colonies?

				GABRIEL
		Rioting both sides of the bay, in
		Chestertown they burned the Customs
		House and tar-and-feathered the
		Customs Agent.  He died of burns.
		In Wilmington they killed a Royal
		Magistrate and two Redcoats.

				MARION
		Anything about the convention in
		Philadelphia?

				GABRIEL
		Poor Richard says they'll make a
		Declaration of Independence by July.

Marion shakes his head and sits down, carefully extracting
a delicate pair of reading glasses from a wooden box.  He
begins reading.

				GABRIEL
		Scott Higgins joined the militia.

Marion hears but doesn't respond.  Thomas looks up from
his lead soldiers.

				GABRIEL
		He's seventeen.  A year younger than
		I.

Gabriel and Thomas wait for a reaction.  There is none.
Gabriel goes back to reading and Thomas resumes playing
with his toy soldiers.  Marion's eyes drift from the page
to Gabriel.

EXT.  SWAMP ROAD - DAY

The Marion family, in two tightly-packed carriages, drives
on a beautiful road, cut through the swamps.  The canopy
of swamp maples and weeping willows forms a tunnel of
green, mottled by sunlight.

EXT.  BENNINGTON OVERLOOK - DAY

The two carriages pass a view of their entire valley.
Scattered farms with a patchwork of cultivated fields
surrounding the town of Bennington.

EXT.  SANTEE ROAD - DAY

Passing through rolling farmland, the Marions head toward
the coast.  They pass a large contingent of South Carolina
Militia, drilling in a field.  The children, particularly
Gabriel, watch avidly.

EXT.  CHARLESTON - DAY

A big, bustling city.  Marion and Gabriel negotiate the
carriages through the busy streets.  The children watch,
wide-eyed, seeing taverns, a public gallows, drunkards,
street entertainers, well-dressed ladies attended by their
maids, food venders, a man with a trained bear.

EXT.  CHARLOTTE'S HOUSE - CHARLESTON - DAY

Grand.  Four stories.  Marion and his children pull up.
CHARLOTTE MOTTE hurries out.  She's in her mid-thirties,
beautiful, with a deep sadness that she keeps hidden as
best she can.

The children leap from the carriages and swarm around her,
embracing her, smothering her with kisses.

				THE CHILDREN
		Aunt Charlotte!  Aunt Charlotte!

				CHARLOTTE
		Welcome!  Welcome!  Margaret,
		William, look at you...!
			   (to Marion)
		They're huge.  What have you been
		feeding them?

				MARION
		They're from good stock on their
		mother's side.

				CHARLOTTE
		Thank you.

Charlotte hustles the children toward the door.

				CHARLOTTE
		Come, come, inside, wait until you
		see what I have...

				THE CHILDREN
			   (simultaneous)
		Presents!  For me?  What do you
		have?

				CHARLOTTE
		Inside, inside...

Charlotte sweeps past Marion who smiles and follows her
into the house.

INT.  PARLOR - CHARLOTTE'S HOUSE - DAY

Marion watches as Charlotte finishes handing out presents.
Susan plays with a new doll.  William has half-a-dozen new
spinning tops, skimming around the floor.  Margaret holds
a new dress up to herself.  Samuel, Nathan and Thomas tear
into packages holding platoons of lead soldiers.  Gabriel
looks through a new book.

Charlotte sees Marion watching her, rises and joins him at
the doorway.

				MARION
		You look well, Charlotte.

				CHARLOTTE
		As do you.

Suddenly Thomas and Samuel race through the doorway,
forcing Marion and Charlotte together, their bodies close.
They step back and exchange warm but uneasy smiles.

The moment is broken by the SOUND OF CHILDREN.  Marion and
Charlotte gratefully turn their attention back to them.

EXT.  CHARLESTON SQUARE - NIGHT

Down the block from the Motte house.  A yelling crowd of
Sons of Liberty is massed around a Liberty Tree from which
hang dozens of glowing lanterns.  Most of the men in the
crowd are drunk.  Vendors sell rum, ale, food and banners
emblazoned with a coiled snake and the legend, "Don't
Tread On Me."  Scores of on-lookers, including respectable
people, as well as street urchins, whores and drunkards,
watch the proceedings.

Several Sons of Liberty string up effigies of King George
III and Governor Wilmington.  They light the effigies on
fire.  As they begin to blaze, the crowd cheers.

EXT.  CHARLOTTE'S BALCONY - NIGHT

Marion's children, except Gabriel, stand on the balcony
watching the mob.  Marion steps out onto the balcony.

				MARION
		Inside, all of you...

The children turn to Marion with stricken expressions.
Marion relents.

				MARION
		Very well.

The children turn back to the mob.  Marion joins them.

				THOMAS
		Look!  There's Gabriel!

They see Gabriel making his way through the crowd.  He
sees them and waves, then enters the house.

A moment later Charlotte steps out onto the balcony and
sees:

IN THE SQUARE, a pair of drunk Sons of Liberty, pull down
one of the smoldering effigies, cut off its head, then
start hacking at it's groin with a sword.

Appalled, Charlotte shoots a glare at Marion and snaps at
the children.

				CHARLOTTE
		Children, inside!  All of you!
		Right now.

The children start to protest, but a glance at Charlotte's
resolute expression makes them think better of it.  They
file into the house.  Charlotte shoots a glare at Marion
and shoos the children inside.  Gabriel steps out and
joins them.

				MARION
		What news?

				GABRIEL
		The British army is barricaded in
		Boston.  Harry Lee, is here from
		Virginia, recruiting for a
		Continental Army.

				MARION
		Is that why the Assembly was
		convened?

				GABRIEL
		Yes.  He seeks a levy of troops and
		money.

				MARION
		And the Governor?

				GABRIEL
		He vowed that if the Assembly votes
		a single shilling to Lee, he'll
		dissolve the body.

				MARION
		Which would force our delegates in
		Philadelphia to vote for
		independence.

				CHARLOTTE
		And send us to war alongside
		Massachusetts.

				MARION
		Our governor is a bigger fool than I
		thought.

				GABRIEL
		Lee is counting on your vote and
		expects you to be the first to
		enlist.

Marion nods thoughtfully without revealing what he thinks
of Lee's expectations.  Marion turns back to watch the
mob.

EXT.  ASSEMBLY HALL - CHARLESTON - DAY

The capital building of South Carolina.  A large crowd of
lower-class men and women is massed in front of the
Assembly Hall.  As well-dressed Assemblymen walk into the
building, the CROWD YELLS words of encouragement to some
and berates others.

In the square in front of the Assembly Hall a squadron of
blue-uniformed AMERICAN CONTINENTAL SOLDIERS drills.  A
recruiting table is being set up by a Continental Captain
and several military clerks.

Marion and Gabriel walk across the square toward the
Assembly Hall.  As they push their way through the crowd,
Gabriel eyes the Continentals.

INT.  ASSEMBLY HALL - DAY

Two dozen ANGRY, YELLING, MEN OF PROPERTY.  Among them are
ROBINSON, HAMILL and JOHNSON, who are Patriots.  Opposed
to them are SIMMS, WITHINGTON and BALDRIDGE who are
Loyalists (loyal the the King).  As Marion makes his way
to his seat, the SPEAKER OF THE ASSEMBLY POUNDS HIS GAVEL.

				SPEAKER
		ORDER!  ORDER!

Slowly, the room quiets down.

				SPEAKER
		Our first order of business...

				SIMMS
		And out last if we vote a levy...

The ROOM ERUPTS.

				SPEAKER
		ORDER!  ORDER!  Mr. Simms, you do
		not have the floor.

The ROOM SETTLES DOWN.

				SPEAKER
		Our first order of business is an
		address by Colonel Harry Lee of the
		Continental Army.

An imposing figure rises and makes his way to the front of
the assembly.  He's COLONEL HARRY LEE, about Marion's age
and cut from the same cloth -- strong, weathered, with a
powerful bearing.  The room quiets down.

Lee sees Marion and offers a familiar nod, which Marion
returns, stone-faced.  Then Lee speaks, simply and
clearly.

				LEE
		You all know why I am here.  I am
		not an orator and I will not try to
		convince you of the worthiness of
		our cause.  I am a soldier and we
		are at war and with the declaration
		of independence we all expect from
		Philadelphia, it will soon be a
		formal state of war.  In preparation
		for that, eight of the thirteen
		colonies have levied money in
		support of a Continental Army.  I
		ask South Carolina to be the ninth.

				SIMMS
		Colonel Lee, Massachusetts may be at
		war, along with New Hampshire and
		Rhode Island and Virginia, but South
		Carolina is not at war.

				LEE
		Massachusetts and New Hampshire are
		not as far from South Carolina as
		you might think and the war they're
		fighting is not for independence of
		one or two colonies.  It's for the
		independence of a nation.

				WITHINGTON
		And what nation is that?

Robinson, one of the Patriots, stands up.

				ROBINSON
		An American nation.  Colonel Lee,
		with your permission?

				LEE
		Please.

				ROBINSON
		Those of us who call ourselves
		Patriots are not seeking to give
		birth to an American nation, but to
		protect one that already exists.  It
		was born a hundred-and-seventy years
		ago at Jamestown, Virginia and has
		grown stronger and more mature with
		every generation reared and with
		every crop sown and harvested.  We
		are a nation and our rights as
		citizens of that nation are
		threatened by a tyrant three
		thousand miles away.

				LEE
		Thank you.  Were I an orator, those
		are the exact words I would have
		spoken.

Laughter.  Marion rises.

				MARION
		Mister Robinson, tell me, why should
		I trade one tyrant, three thousand
		miles away, for three thousand
		tyrants, one mile away?

Laughter from the Loyalists.  Surprise from Lee and the
Patriots.  In the gallery, Gabriel winces.

				ROBINSON
		Sir?

				MARION
		An elected legislature can trample a
		man's rights just as easily as a
		King can.

				LEE
		Captain Marion, I understood you to
		be a Patriot.

				MARION
		It's Mister Marion.

				LEE
		I understood him to be a Patriot as
		well.

More laughter.

				MARION
		If you mean by a Patriot, am I angry
		at the Townsend Acts and the Stamp
		Act?  Then I'm a Patriot.  And what
		of the Navigation Act?  Should I be
		permitted to sell my tobacco to the
		French traders on Martinique?  Yes,
		and it's an intrusion into my
		affairs that I can't... legally.

Laughter.

				MARION
		And what of the greedy, self-serving
		bastards who sit as Magistrates on
		the Admiralty Court and have fined
		nearly every man in this room.
		Should they be boxed about the ears
		and thrown onto the first ship back
		to England?  I'll do it myself.
			   (beat)
		And do I believe that the American
		colonies should stand as a separate,
		independent nation, free from the
		reins of King and Parliament?  I do,
		and if that makes a Patriot, then
		I'm a Patriot.

Marion grows more serious.

				MARION
		But if you're asking whether I'm
		willing to go to war with England,
		the answer is, no.  I've been to war
		and I have no desire to do so again.

The room is quiet, the Assemblymen having been thrown off-
balance.  Gabriel is stunned and disappointed by his
father's speech.

				ROBINSON
		This from the same Captain Francis
		Marion whose anger was so famous
		during the Wilderness Campaign.

Marion glares at Robinson, then smiles.

				MARION
		I was intemperate in my youth.  My
		departed wife, God bless her soul,
		dampened that intemperance with the
		mantle of responsibility.

Robinson looks derisively at Marion.

				ROBINSON
		Temperance can be a convenient
		disguise for fear.

Marion bristles but before he can answer, Lee steps in.

				LEE
		Mister Robinson, I fought with
		Captain Marion in the French and
		Indian War, including the Wilderness
		Campaign.  We served as scouts under
		Washington and I have no doubts
		about Captain Marion's courage or
		competence on a battlefield.
		There's not a man in this room, or
		anywhere, for that matter, to whom I
		would more willingly trust my life.

				ROBINSON
		I stand corrected.

				LEE
		Nonetheless, I would like to know,
		Mister Marion, how... how... how...

Lee's oratorical skills peter out.

				LEE
		Damn it, Francis!  How in God's name
		do you expect to gain independence
		without going to war?

				MARION
		Harry, Harry, Harry...

Marion and Lee drop all formality and become nothing more
than two old friends, pissed off.

				LEE
		My hairy arse!  You live in a cave
		if you think we'll get independence
		without war...

The Speaker POUNDS HIS GAVEL.

				SPEAKER
		Gentlemen!  Please!  This is not a
		tavern!

				MARION
		Wasn't it a Union Jack we fought
		under?

				LEE
		A long time ago...

				MARION
		Thirteen years...

				LEE
		That's a damn long time...

The Speaker POUNDS HIS GAVEL again.

				SPEAKER
		Gentlemen!  Please!

Marion and Lee ignore the speaker.

				MARION
		You were an Englishman then...

				LEE
		I was an American, I just didn't
		know it yet...

The astonished Assemblymen and now even the Speaker watch
the argument avidly, turning their heads in simultaneous
anticipation of each rejoinder.

				MARION
		We don't have to go to war to gain
		independence...

				LEE
		Balderdash!

				MARION
		There are a thousand avenues, other
		than war, at our disposal...

				LEE
		Name five hundred.

				MARION
		Royal petition, delegates to court,
		judicial redress, economic boycott,
		bribery...

				LEE
		That's five, keep going...

				MARION
		... time, royal succession,
		regicide, bribery...

				LEE
		You said bribery twice...

Marion speaks slowly and firmly.

				MARION
		We do not have to go to war to gain
		independence.

Lee says nothing for a moment, then he speaks more
seriously, quietly, grimly.

				LEE
		Francis, I was at Bunker Hill.  It
		was as bad as anything you and I saw
		on the frontier.  Worse than the
		slaughter at the Ashuelot River.
		The British advanced three times and
		we killed over seven hundred of them
		at point blank range.  And still,
		they advanced and they took the
		ground.  That is the measure of
		their resolve.  If your principles
		dictate independence, then war is
		the only way.  It has come to that.

Marion is silent for a long moment.  He softens, finds
himself unsteady and speaks far more honestly than he ever
wanted to.

				MARION
		I have seven children.  My wife is
		dead.  Who's to care for them if I
		go to war?

Lee is stunned by Marion's honesty and his show of
weakness.  At first Lee has no answer, then:

				LEE
		Wars are not fought only by
		childless men.  A man must weigh his
		personal responsibilities against
		his principles.

				MARION
		That's what I'm doing.  I will not
		fight and because I won't, I will
		not cast a vote that will send
		others to fight in my stead.

				LEE
		And your principles?

				MARION
		I'm a parent, I don't have the
		luxury of principles.

The other Assemblymen, both Patriots and Loyalists, stare
at him, appalled.  Marion, feeling weak, sits down.  Lee
looks at his friend with more sympathy than
disappointment.  Then Lee turns to Robinson who addresses
the chair.

				ROBINSON
		Mister Speaker, I call for a vote on
		a levy to the Continental Army.

				HAMILL
		Second.

				SPEAKER
		So moved.

The vote is taken on a roll call.  Gabriel watches from
the gallery.

				SPEAKER
		Mr. Robinson.

				ROBINSON
		Yea.

				SPEAKER
		Mr. Hamill.

				HAMILL
		Yea.

				SPEAKER
		Mr. Johnson.

				JOHNSON
		Yea.

				SPEAKER
		Mr. Simms.

				SIMMS
		Nay.

				SPEAKER
		Mr. Marion.

No response.

				SPEAKER
		Mr. Marion.

				MARION
		Nay.

In the gallery Gabriel turns and walks out.  The roll call
continues.  Marion sits, eyes straight ahead.

EXT.  ASSEMBLY HALL - DAY

The crowd waits.  The doors open and a PAGE BOY dashes out
and runs to the Continental Captain at the recruiting
table.

				PAGE BOY
		Twenty-eight to twelve, the levy
		passed!

The Continental Captain motions to an assembled squadron.
They raise their muskets and FIRE A VOLLEY into the air.
Other soldiers, STRIKE UP A MARTIAL AIR ON FIFES AND
DRUMS.  Volunteers crowd around the recruiting table,
YELLING and jostling for position.

The delegates walk out.  Both Patriots and Loyalists give
Marion a wide berth.

Marion sees Gabriel, standing near the crowd at the
recruiting table.  Marion walks up to him.

				GABRIEL
		Father, I've lost respect for you.
		I thought you were a man of
		principle.

				MARION
		When you have children, I hope
		you'll understand.

				GABRIEL
		When I have children, I hope I don't
		hide behind them.

Marion looks closely at Gabriel.

				MARION
		Do you intend to enlist without my
		permission?

				GABRIEL
		Yes.

They lock eyes for a moment, then Gabriel turns from his
father and walks away, joining the crush around the
recruiting table.

Marion stands alone in the middle of the chaos.  The FIFES
AND DRUMS continue to play.  Marion doesn't hear them.

Harry Lee walks out of the Assembly hall with a triumphant
group of Patriots who look at Marion coldly.

Lee excuses himself, and steps over next to Marion.  Lee
sees that Marion is watching Gabriel at the enlistment
table.

				LEE
		One of yours?

				MARION
		Gabriel.

				LEE
		I recognize him now.  Is he as
		imprudent as his father was at his
		age?

				MARION
		No, thank the Lord.  He's more like
		his mother.

				LEE
		I'll see to it that he serves under
		me.

				MARION
		Thank you.

They shake hands.  Then Lee walks over to the soldiers.
Marion takes a last look at Gabriel, then heads off
through the crowded square, moving against the tide of men
headed toward the recruiting table.

EXT.  POND BLUFF - DAY

Springtime.  The apple tree at the top of the hill is
covered with blossoms.

SUPERIMPOSITION:

				 "TWO YEARS LATER"

EXT.  FIELD - POND BLUFF - DAY

Marion plows a field.  Nathan leads the plowhorse.  Samuel
follows, breaking up the clods of dirt.  Hard work.  They
stop to catch their breath.  A SOFT WIND blows.

Marion turns his head as if listening for a faint voice.
He hears nothing.  He snaps the reins and continues
plowing.

INT.  MARION'S ATTIC - LATE AFTERNOON

Dark.  Thomas steps up into the attic.  He finds a trunk
and opens it.  Lifting out some blankets, he uncovers a
trove of Marion's old military gear -- a worn battle coat,
a box of medals, a military sword, rusted into its
scabbard.

Thomas puts on the coat, which hangs off his narrow
shoulders.  He stands in front of a dusty mirror,
appraising himself, then stops as he hears FOOTSTEPS
coming up the stairs.

It's Marion, tired and dirty from his plowing.  Thomas
grimaces, expecting him to be angry, but sees him shake
his head gently.

				MARION
		Not yet, Thomas.

				THOMAS
		When?

Marion looks closely at his son, giving him the courtesy
of really thinking about the answer.

				MARION
		Seventeen.

				THOMAS
		But it's already been two years and
		that's two more years.  The war
		could be over by then.

				MARION
		God willing.

Thomas considers it, then nods.

				THOMAS
		Alright.  Seventeen.

Marion offers his hand.  They shake firmly, like adults.
Marion takes the coat off Thomas and puts it back in the
trunk.  They walk down the stairs together.

INT.  POND BLUFF - DAWN

All is quiet.  A dawn mist hovers close over the ground.
Some sparrows feed at the base of the apple tree near the
gravesite.  DISTANT THUNDER.  Low and rolling.  The birds
stop feeding, uneasy, then fly away.

INT.  MARION'S BEDROOM - DAWN

At another roll of the DISTANT THUNDER Marion awakes.  He
gets out of bed and pulls on his clothes.

EXT.  FRONT PORCH - MARION'S HOUSE - DAWN

Marion steps out to his front porch and listens.  He knows
the sound, the DISTANT STACCATO BOOMS OF CANNON and the
PATTERING WAVE OF THOUSANDS OF MUSKETS FIRING.

One by one the children join him.  Thomas, Nathan and
Samuel listen analytically.  Margaret and Susan press
close against their father.  William looks curiously at
the cloudless sky.

				WILLIAM
		Is it going to rain?

				THOMAS
		That's not thunder.

The SOUND BECOMES DEEPER, MORE OMINOUS.  They all notice
the change.

				NATHAN
		Father?

				MARION
		Six-pounders.  Lots of them.

				MARGARET
		How far away?

				MARION
		Four, five miles.

				SAMUEL
		Waxhaus?

				MARION
		Just east of it.

				MARGARET
		Are we safe here?

Marion puts on a smile.

				MARION
		Don't worry.

				MARGARET
		We could go stay at Aunt Charlotte's
		farm.  She's to the west.

				MARION
		No, there'll be skirmishers on the
		roads.  We're safer here.

Thomas appears at the doorway with a pair of muskets.  He
gives one to Nathan and offers the other to his father.

				MARION
		Put those away.

				THOMAS
		But father, they might come this
		way.

				MARION
		Put them away.

Reluctantly, Thomas takes the muskets back into the house.

				MARION
		Enough.  I'll be in the workshop.
		Samuel, the cows.  Thomas, attend to
		your studies here on the porch.
		Nathan, on the back porch.  If you
		see anyone, come get me.  Margaret,
		please keep William close to you.
		No one is to go past the yard wall.

They all nod.  Marion walks off toward the workshop,
followed by Susan.  The others hesitate.

				MARION
		Children.

They head off to do as they were told.

INT.  WORKSHOP - DAY

Marion works the lathe.  Susan watches from her perch on
the woodpile.

EXT.  BARN - DAY

The SOUND OF A CRASH from inside the barn.  An angry cow
runs out of the barn, dragging a tenacious Samuel who is
holding onto the cow's neck.

Samuel's grip fails and he lands in the dirt.  The cow
runs about thirty yards down the hill, stopping on the
bank of the river.  Samuel grabs a rope and heads down the
hill to get the cow.

ON THE RIVERBANK

As Samuel approaches the cow, he see it skittishly
approaching then retreating from the water.  Then he sees
the cause -- the water in the river has a pale, pink hue.
Samuel stares at it, trying to figure out what it is.

Behind him, Margaret sees her brother beyond the yard
wall.

				MARGARET
		Samuel...

He doesn't respond.  Margaret, trailed by William, walks
down toward Samuel.

				MARGARET
		Samuel, get up to the house.  You
		heard father...

Then she sees it, too.  The pale pink is turning redder
and redder.  And then the BODIES.  First one, then more,
many more.  Torn apart.  Missing limbs.  Those with wide-
open wounds, are already drained of blood.  Others are
still seeping, leaving trails of deep red in the paler red
of the surrounding water.

Samuel, Margaret and William stand frozen, appalled and
fascinated.

MARION steps out of the workshop and sees the children at
the river.  He can't see what they're looking at.
Irritated, he walks toward them.  Then, as he nears the
river, he sees the color of the water and the bodies that
have hypnotized his children.  He quickens his stride,
speaking calmly but firmly, careful not to frighten them.

				MARION
		Up to the house, now.  All of you,
		come on.  Now.

EXT.  MARION'S HOUSE - NIGHT

Quiet.  Dark.  Marion stands on the front porch, looking
out into the night, listening, hearing nothing.  He
glances up at the star-filled sky, tracking his eyes from
the Big Dipper to the NORTH STAR.

BEHIND THE HOUSE, A FIGURE IN THE DARKNESS, carrying a
musket, moves from shadow to shadow.

INT.  KITCHEN - NIGHT

Margaret and Samuel and William talk, their voices low.

				SAMUEL
		They're going to come.

				MARGARET
		Quiet.

				SAMUEL
		We're going to have to fight them
		off.

				WILLIAM
		Father will do that.

				SAMUEL
		They'll probably kill us men and do
		Lord knows what to you women.

				MARGARET
		Samuel!

A SOUND.  They all stop.  Something moved behind the
kitchen.  Margaret silently eases the others out of the
room, through the darkened hall toward their father.

SUDDENLY IN FRONT OF THEM, A BLOODY FIGURE

Big.  Hulking.  In uniform.  Margaret SCREAMS.  William
and Samuel CRY OUT.  The figure moves toward them...

Marion, on the porch, hears the scream, races into the
house.  He sees the figure, moves toward it...

THE FIGURE MOVES INTO THE LIGHT... Marion sees the
bloodied face...

				MARION
		Gabriel!

Gabriel is wounded, battered and dirty.  He carries a
musket and a dispatch case.  He sways.  Marion catches him
and eases him to a seat.

				MARGARET
		You're hurt.

				THOMAS
		The battle, were you there?

				MARION
		Margaret, get bandages and water.
		Thomas, the porch, eyes open.

Marion checks Gabriel's wounds which are nasty but not
life-threatening.

				GABRIEL
		Have you seen any Redcoats?

				MARION
		Not yet.  What happened?

Margaret brings water and linen to Marion who expertly
cleans Gabriel's wounds and applies field-dressings.

				GABRIEL
		It wasn't like Saratoga.  There, we
		stayed in the trees, but this time
		Gates marched us straight at the
		Redcoats.  They fired two volleys
		into us and we broke like straw.  I
		was given these dispatches... I saw
		Virginia Regulars surrender... as
		they laid down their weapons the
		British Green Dragoons rode into
		them and hacked them to bits...
		killed them all, over two hundred
		men.

Marion's appalled.

				MARION
		They had surrendered?

Gabriel nods.  Marion's stunned.  Gabriel tries to rise.

				GABRIEL
		I have to get these dispatches to
		Hillsboro.

				MARION
		You're in no condition to ride.

				GABRIEL
		I have no choice, I...

Gabriel passes out.  Marion catches him and carries him to
a day-bed in the parlor.  As Marion lays him down, they
hear HEAVY MUSKET FIRE, VERY CLOSE.

Marion hurries to the door and looks out into the night,
the children cluster around him, seeing a strange sight.

A SKIRMISH IN THE FIELD BELOW THE HOUSE

Pitch black.  Then a MUSKET FIRES, creating a FLASH OF
LIGHT that illuminates a tableau of soldiers, about three
dozen Redcoats and as many Patriots.

The strobe of the musket shot provides targets for an
ensuing VOLLEY OF SHOTS in every direction.  Then
darkness, punctuated by SCREAMS OF PAIN, CONFUSED
HOLLERING and the RUSTLING OF ARMED MEN IN MOVEMENT.

Then the pattern repeats itself:  A MUSKET FIRES,
illuminating a tableau of targets for another MURDEROUS
VOLLEY OF SHOTS.

				MARION
		Margaret, take William and Susan
		down to the root cellar.  Thomas, go
		to the back porch.  Nathan and
		Samuel, the side windows.  Keep out
		of sight.

They hurry off.  Marion steps into the house and opens his
gun cabinet.  He extracts two pistols and a pair of
muskets.  Then he steps back to the front door.  He waits
and watches.

EXT.  LOWER FIELD - POND BLUFF - DAWN

First light.  The morning mist lies low over the field.
Marion warily approaches the scene of the battle.  He
carries a Pennsylvania rifle, has another slung over his
shoulder, and has a pair of pistols in his belt.

As Marion nears the field he sees, appearing out of the
low mist, a nightmarish vision.  Young Redcoats and
Continentals are scattered on the ground, dead and
wounded.  Many have been hideously torn apart by the
massive musket balls.  Blood is everywhere.  Marion
hurries back toward the house.

EXT.  LOWER FIELD - POND BLUFF - MORNING

Marion loads the wounded men onto a wagon, helped by
Thomas, Nathan and Samuel.

EXT.  MARION'S HOUSE - POND BLUFF - DAY

The porch and yard have been turned into a field hospital.
There are about two dozen wounded, a few more Patriots
than Redcoats.  Thomas, Nathan, Samuel and Margaret help
Marion tend the soldiers.  William and Susan watch from
inside.

Marion treats an arm wound, retying a tourniquet,
stanching an ugly flow of blood.

Marion moves to the next of the wounded.  Thomas starts to
help but Marion shakes his head.

				MARION
		He's dead...

Marion moves on to another.

				MARION
		Thomas, help me turn him over...

They turn over a young Continental and see a horrible
wound on his back.  Thomas, swoons.

				MARION
		Thomas!

A hard glare from Marion strengthens his son.  Together
they bandage the wounded man.

EXT.  MARION'S HOUSE - AFTERNOON

Triage completed.  Margaret and Samuel give water and
food.  Marion kneels next to a CONTINENTAL SERGEANT and a
COUPLE OF PRIVATES who are less severely wounded than the
others.

				CONTINENTAL SERGEANT
		Thank you.

Marion nods, uncomfortable with the thanks.

				MARION
		Sergeant, there are seventeen
		wounded men here.  Seven Redcoats
		and ten Patriots, counting my son
		inside.  That puts me in a difficult
		position.

The Continental Sergeant knows what's coming.  The
Privates and Marion's children don't.

				MARION
		You three are the least severely
		wounded.  I have to ask you to leave
		and find care elsewhere.

The Privates are stunned at the request.  The Sergeant
looks at Marion's children and nods.

				SERGEANT
		I understand.

He struggles to his feet and jerks his head for the two
Privates to do the same.

				SERGEANT
		Come on, boys.

Nathan, Samuel and Margaret are confused.

				THOMAS
		Father?

				NATHAN
		But they're wounded.

				MARION
		There are rules, even in war.

Marion motions to a large, old scar on his arm.

				MARION
		After the Battle of Ashuelot River,
		against the French, I got this and
		the one on my leg.  I couldn't walk.
		Washington had to march north.  He
		left me with other wounded men and a
		like number of French prisoners.
		Nine for nine.  When the French
		found us, their surgeon gave me the
		best of care.  We'll be safe this
		way.

Marion's children are not convinced.  The Sergeant and the
two Privates gather themselves to leave.

				MARION
		Your best chance is in Bennington,
		seven miles east, along the river
		road.

The wounded men nod grimly and start off down the road.

				MARION
		Thank you.

Marion and his children watch them go.

EXT.  POND BLUFF ROAD - DAY

A dirt road runs along the edge of the Santee Swamps,
stretching toward green, rolling hills beyond.  Beautiful
country.  Peaceful.  Then, the GROUND BEGINS TO SHAKE.  A
THUNDEROUS SOUND rises, louder and louder.  HORSES HOOVES.
From around a bend, a detachment of cavalry gallops:

British GREEN DRAGOONS.  The finest light calvary in the
world.  Hard, strong men.  Excellent horsemen.  Their
mounts are powerful, muscled and perfectly cared for.  The
Dragoons themselves are all hardened veterans, marked with
the blood and dirt of a recent battle.  Tired and
vigorous.

They're armed to the teeth.  Each carries a flintlock
carbine, a brace of pistols and a sword.  Some carry
lances as well.  Regimental flags flutter.  They are forty
of the most imposing, frightening horsemen imaginable.

And at their head, the most imposing man of all, LT.
COLONEL BANASTRE TARLETON.  "The Butcher."  Aristocratic.
Strong.  Dark.  A powerful horseman on the best mount of
the entire troop.  Decorated.  Imperious.  No temper, just
hard, cold authority.  His men struggle to keep up with
him.

Behind them, two dozen LOYALIST MILITIA CALVARY (American
civilians loyal to the crown).  Nasty, local men.
Civilian clothes.  Riding at their head is AMOS GASKINS,
grizzled, lower-class, wearing ill-fitting patrician's
clothing.

AROUND A BEND

The three wounded Patriots who just left Marion's farm
hear the horses coming, stand on the side of the road,
raise their arms and a white cloth of surrender.

The Green Dragoons rein in.  Tarleton stops in front of
the three men.  He motions for one of his men to lower his
weapon.  Then he speaks calmly, quietly, to the wounded
men.

				TARLETON
		You're surrendering.

				CONTINENTAL SERGEANT
		Yes, sir.

				TARLETON
		What unit?

				CONTINENTAL SERGEANT
		First Virginia Regulars under
		Colonel Hamilton.

				TARLETON
		Who cared for your wounds?

They hesitate.

				CONTINENTAL SERGEANT
		We did.

				TARLETON
		With a lace table cloth?

Tarleton turns to his second-in-command, MAJOR WILKINS.

				TARLETON
		Kill them.

Tarleton rides off.  Wilkins and several other Dragoons
calmly FIRE THEIR PISTOLS, killing the three Patriots.
The troops ride off, thundering past the bodies of the
three men.

EXT.  POND BLUFF - DAY

Marion and his children tend the wounded.  Gabriel, weak
but walking, helps.  REDCOAT INFANTRY appears out of the
woods, heading toward the house.  Three dozen men.  Scouts
and flank units covering the main body.  Marion gathers
his family around him, stands and waits.

The Redcoats get to the house, warily eye the wounded and
Marion's family.  A young REDCOAT LIEUTENANT motions his
men to check out the house and barn, then looks at the
wounded, doing a silent count.  He turns to Marion.

				REDCOAT LIEUTENANT
		These men are of my regiment.  Thank
		you.

Marion nods.  ONE OF THE REDCOATS emerges from the house
carrying Gabriel's dispatch case.

				REDCOAT
		Rebel dispatches, sir.

Gabriel steps up.

				GABRIEL
		I carried those.  I was wounded,
		these people gave me care, they have
		nothing to do with the dispatches.

				REDCOAT LIEUTENANT
		I understand.

The SOUND OF HORSES HOOVES.  All turn and see:

TARLETON AND THE GREEN DRAGOONS

Thundering down the road toward the house.  It's an
impressive, frightening sight.

They rein in their horses, stopping in the yard, enveloped
by their trailing cloud of dust.

Tarleton surveys the scene, then speaks to the young
Redcoat Lieutenant.

				TARLETON
		Lieutenant, have a detachment take
		our wounded to our surgeons at
		Camden crossing.  Use whatever
		horses and wagons you can find here.

				REDCOAT LIEUTENANT
		Yes, sir.

He hands the dispatch case to Tarleton.

				REDCOAT LIEUTENANT
		We found this, sir.

Tarleton opens it and quickly scans the contents.

				TARLETON
		Who carried this?

				GABRIEL
		I did.

				TARLETON
			   (to Lt. re: Gabriel)
		Take this one to Camden, he's a spy.
		He will be hung.

Marion quickly steps between Tarleton and Gabriel.

				MARION
		Colonel, he's a dispatch rider and
		that's a marked dispatch case.

Tarleton ignores Marion and continues speaking to the
Lieutenant.

				TARLETON
		Fire the house and barns.

				REDCOAT LIEUTENANT
		Yes, sir.

				MARION
		Colonel...

				REDCOAT LIEUTENANT
		And the Rebel wounded?

				TARLETON
		Kill them.

The Redcoat Lieutenant and several of his men are shocked
by the order.  Marion is, also, but he's more concerned
with Gabriel.  He pushes past some Redcoats and stands at
Tarleton's mount, looking up.

				MARION
		A dispatch rider with a marked case
		cannot be held for spying.

Tarleton finally pays attention to Marion.  He looks down
at his anguished face and offers the barest of smiles.

				TARLETON
		We're not going to hold him, we're
		going to hang him.

				MARION
		But...

Tarleton draws his pistol and points it at Marion.
Gabriel tries to intercede but is held back by a burly
Redcoat Corporal.

				GABRIEL
		Father...

				TARLETON
		Oh, he's your son.  You should have
		taught him about loyalty.

				MARION
		Colonel, I beg you, please
		reconsider.  By the rules of war, a
		dispatch rider with a marked case...

Tarleton controls his shifting mount, keeping his pistol
trained on Marion's face.

				TARLETON
		Would you like a lesson in the rules
		of war?

Marion doesn't answer.  He looks up at Tarleton coldly,
taking his measure, waiting to see if he's going to pull
the trigger.

Tarleton walks his horse a couple of steps and shifts his
aim, pointing the pistol among Marion's children.

				TARLETON
		Perhaps your children would.

The children are terrified.  Thomas is more angry than
frightened.  Marion quickly steps between the pistol and
his children and speaks quietly to Tarleton.

				MARION
		No lesson is necessary.

Tarleton sees the terrified expressions on the faces of
Marion's children.  He smiles at the effect.  Then he
holsters his pistol.

Marion and his children watch as one of the Redcoats ties
Gabriel's hands.  Thomas is beside himself.

				THOMAS
		Father, do something.

Thomas grows increasingly agitated.  He sees that his
father is going to do nothing.  He gauges the distance
between Gabriel and the cover of the nearby woods.

Then suddenly, Thomas SPRINGS.  He RUNS, THROWING HIMSELF,
into the two Redcoats holding Gabriel, KNOCKING THEM DOWN.

				THOMAS
		Gabriel!  Run!

Gabriel is too shocked to take flight.  A few of the
Redcoats, including one of the ones knocked down, shake
their heads with sad laughter at Thomas' ineffectual
gesture.  One of them grabs Thomas by the scruff of the
neck and yanks him to his feet.

TARLETON sees the commotion.  Without pausing he DRAWS HIS
PISTOL AND FIRES, HITTING THOMAS IN THE BACK.

THOMAS is thrown to his knees by the shot.  Stunned,
confused, he looks down and sees the massive exit wound in
his chest.

MARION, horrified, catches Thomas as he falls, easing him
to the ground.

MARGARET CRIES OUT.  THE OTHER CHILDREN are stunned to
silence.

The REDCOATS are frozen in place.  Tarleton's GREEN
DRAGOONS are impassive, having seen worse.

MARION holds his son, looking at the huge,
incomprehensible wound.  He knows that Thomas is already
dead, though his body still moves.

MARION'S stunned agony turns to fury.  He rises, his eyes
trained on Tarleton, then stops as...

TARLETON raises a second loaded pistol and a DOZEN GREEN
DRAGOONS raise pistols and carbines, aiming them at Marion
and his children.

MARION FREEZES, torn between his fury and fear for his
other children.  He locks his eyes on Tarleton.

TARLETON calmly baths in Marion's anger.  Then, with a
hard yank of the reins, he jerks his horse's head around
and utters a sharp command to Wilkins.

				TARLETON
		Major.

Tarleton spurs his horse and rides off without looking
back.  His GREEN DRAGOONS THUNDER after him.

MARION'S CHILDREN begin to cry.  Margaret tries to revive
Thomas' lifeless body, gently caressing his cheek.

				MARGARET
		Thomas, please, Thomas...

The Redcoats watch in silence.  MARION LOOKS AT GABRIEL
and turns to the Redcoat Lieutenant.   

				MARION
		Lieutenant, please...

The Lieutenant wavers, but he looks after the departing
Tarleton and his resolve stiffens.  He turns coldly to
Marion.

				REDCOAT LIEUTENANT
		I have my orders.  Sergeant!

The Redcoat infantrymen scatter, some to get horses and
wagons from the barn, others to torch the buildings.

MARION stands among the children, all of whom look to
Marion with pleading eyes, waiting for him to do
something.

				MARGARET
		Papa, look what they did to
		Thomas...

				NATHAN
		Father, they're going to take
		Gabriel...

With stone-faced fury, Marion watches the Redcoats do
their work.

From the barns, they hear the sounds of MUSKETS FIRING and
the SQUEALS OF THE LIVESTOCK being killed.

Other REDCOATS TORCH THE HOUSE, BARN AND OUTBUILDINGS.
THE FLAMES RISE.

The Redcoats bring out Marion's wagons and carriages and
begin loading the Redcoat wounded.

The Redcoat Lieutenant and several of his men walk among
the Patriot wounded who start to struggle to their feet,
begging for mercy.  The Redcoats quickly OPEN FIRE, as if
to get it over with.

The WOUNDED PATRIOTS CRY OUT.  More SHOTS.  Then SILENCE.

GABRIEL, his hands bound behind him, looks to his father
with a combination of resoluteness and fear.  Marion locks
eyes with him.

				NATHAN
		Father, you can't let them take
		him...

				MARION
		Quiet.

MARION AND THE CHILDREN

Watch as the Redcoats form up and move out, leading
Gabriel on a tether.  Gabriel looks back helplessly but a
hard jerk on the rope by one of the Redcoats turns him
around.  They disappear around a bend in the road.

THE INSTANT THE REDCOATS ARE OUT OF SIGHT, MARION speaks
firmly to his weeping children.

				MARION
		Don't move.

MARION STRIDES to his front door and ENTERS THE BURNING
HOUSE.

INSIDE, FIRE EVERYWHERE.  Picking a route between the
flames, Marion walks to his gun cabinet.  He opens it and
pulls out weapons -- two Pennsylvania rifles, two muskets,
two pistols, a long-bladed knife and a worn tomahawk.  He
carries them, with powder horns and ammunition pouches
back toward the door.

Marion walks OUT OF THE BURNING HOUSE.

				MARION
		Nathan, Samuel...

Without breaking stride, Marion throws muskets to Nathan
and Samuel who catch them.

				MARION
		Margaret, take William and Susan to
		the river shed.  Hide there.  If
		we're not back by dawn, go up the
		river to the Richardson's house.
		They'll take you to your Aunt
		Charlotte's farm.  Nathan, Samuel,
		and I are going to get Gabriel.

				MARGARET
		But what about Thomas?

				MARION
		Leave him.  Take care of William and
		Susan.

Marion runs off toward the woods, Nathan and Samuel
follow.  Margaret hesitates, then herds William and Susan
toward the river.  The house is enveloped in flames.

EXT.  WOODED PATH - AFTERNOON

Marion runs, breathing hard, keeping a punishing, steady
pace.  Nathan and Samuel run behind, less winded than
their father.  Marion makes up with cold fury what he
lacks in youth.

EXT.  WOODED HILLSIDE - AFTERNOON

Marion runs up to the crest of a wooded hill.  Slows.
Crawls the last few feet.  Nathan and Samuel just behind
him.  Looks over the hillside.

A path runs through a glen, about fifty feet below.
Marion's eyes dart, absorbing the terrain, looking for
advantage.  He points.

				MARION
		Nathan, there.  Samuel, there.

The boys go where they're told.

				MARION
		I'll fire first.  Then, Nathan, kill
		whoever is standing closest to
		Gabriel.  Samuel, kill the last man
		in the line.

They stagger under the weight of the orders.  Marion
notices but continues.

				MARION
		After that, Samuel, load for Nathan.
		If something happens to me, put down
		your weapons and run as fast as you
		can, that way, downhill.  Hide in
		the brush by the river, then make
		your way home, get the others and go
		to Aunt Charlotte's farm.

The boys hesitate.  Marion looks at them firmly.

				MARION
		Boys... steady.

				NATHAN & SAMUEL
		Yes, father.

Marion disappears into the underbrush.

DOWN THE PATH

The dozen Redcoats approach.  Leading Gabriel on the rope.

AHEAD OF THEM

Marion waits in the thick undergrowth.

On the hillside, Nathan and Samuel grip their muskets and
exchange a frightened, troubled look.

The REDCOATS enter the glen.

MARION waits, then picks his moment and FIRES, killing the
Redcoat Lieutenant with a shot to the chest.

NATHAN AND SAMUEL INSTANTLY FIRE, dropping the last
Redcoat in the line and the one holding Gabriel's rope.

THE REDCOATS STOP in confusion...

GABRIEL kneels, out of the line of fire.

The REDCOAT SERGEANT takes command...

				REDCOAT SERGEANT
		FORM BY TWOS!  BACK-TO-BACK LINES...

MARION KILLS the Sergeant with a shot to the throat...

Samuel finishes reloading, swaps muskets with Nathan who
FIRES, DROPPING ANOTHER REDCOAT.

				REDCOAT CORPORAL
		READY...

Marion FIRES, killing the Corporal, the last man of
rank...

Marion ducks to the side as a VOLLEY OF REDCOAT MUSKET
FIRE tears into the spot marked by Marion's rifle smoke...

FROM THIS MOMENT ON, MARION NEVER STOPS MOVING.  He
strides rather than runs, staying just inside the brush,
offering only glimpses of himself.  He changes his pace
and direction repeatedly, ducking and weaving, firing and
loading while moving.  He never gives the Redcoats a
stationary target, especially one marked by billowing
smoke from his flintlock.  It's an Indian tactic and it
works.

The Redcoats TRACK HIM WITH THEIR BARRELS, about to
fire... Marion suddenly STOPS DEAD, REVERSES DIRECTION,
several REDCOATS FIRE AND MISS.

Six Redcoats left.  Some primed, some reloading.  A
REDCOAT draws a bead on Marion who drops to the ground and
FIRES, killing him.

Samuel, WEEPING as he loads, hands a primed musket to
Nathan who FIRES...

The Redcoats turn their attention to THE SPOT MARKED BY
NATHAN'S SMOKE...

Marion SEES THE REDCOATS AIMING TOWARD THE BOYS.  He
instantly STRIDES OUT INTO THE OPEN, drawing the Redcoats'
attention from his sons...

Marion FIRES BOTH HIS PISTOLS, killing two Redcoats...

One Redcoat finishes reloading... Marion rushes him,
shoves aside the barrel and SLAMS him in the face with the
butt of the musket...

This is a DIFFERENT MARION, a vicious, savage Marion,
killing with stunning brutality...

Marion drops his own expended rifle and CATCHES THE
REDCOAT'S LOADED MUSKET before it hits the ground shoves
that musket into another Redcoat's belly and FIRES...

Two Redcoats left, neither finished loading...

MARION CHARGES, drawing his TOMAHAWK, ignores a GLANCING
BAYONET WOUND to the neck, HACKS a Redcoat open...

Splattering himself with BLOOD...

The final Redcoat, a cherubic-face young man, ducks into
the woods... Marion tears after him...

A FOOTRACE... the young Redcoat BLASTING THROUGH THE
BRUSH... the older Marion, panting, losing ground...

A CLEARING... the Redcoat is almost to the cover of the
trees on the far side...

MARION THROWS HIS TOMAHAWK which FLIES through the air and
SINKS IN THE REDCOAT'S BACK...

Marion runs to the wounded Redcoat, grabs his hair, yanks
back his head and SLITS HIS THROAT...

Then, without pausing, Marion wrenches the tomahawk from
the Redcoat's body, and races back toward his sons...

AT THE GLEN

Nathan and a weeping Samuel, stunned at the carnage,
stumble down the hillside toward Gabriel.  Marion runs up
and motions for them to stop.

Marion, checks the Redcoats, making sure they're all dead.

				MARION
		Samuel, reload.  Nathan, untie
		Gabriel.

They quickly do so as Marion picks up a loaded musket and
scans the road and the underbrush.  In a moment they're
ready.  Marion finds his own Pennsylvania rifle, then he
and his sons disappear into the underbrush.

EXT.  POND BLUFF - DAY

The house and barns smolder.  Thomas' body lies in the
yard.  Nearby, the bodies of the Patriot wounded, now
dead.

EXT.  RIVER SHED - POND BLUFF - DAY

Margaret waits in the shed with William and Susan.  They
hear a SOUND.  APPROACHING FOOTSTEPS.  Margaret pulls her
sister and brother to her and waits.

The door opens.  It's Marion and Gabriel, Nathan and
Samuel.  Margaret and the little ones throw themselves
into Marion's arms.

Margaret notices the blood on Marion.  She hesitates but
her relief tightens her embrace.

EXT.  POND BLUFF - DAY

Marion, trailed by his children, walks past the soldiers'
bodies and the remains of their house.

He kneels down next to Thomas' body.  On the ground Marion
sees several of THOMAS' LEAD SOLDIERS.  He stares at them
for a moment, picks them up and puts them in his pocket.

Marion picks up Thomas and carries him up the hill toward
the apple tree and Elizabeth's grave.  The children
follow.

EXT.  HILLTOP - POND BLUFF - DAY

Marion digs a grave.  The children watch.  The only sounds
are Marion's labored BREATHING, the RASP OF THE SHOVEL and
the RUSTLE OF DEAD LEAVES blown along the ground by a soft
wind.

Some dry leaves catch on Thomas' still wet blood, as if
trying to bandage his wound.

EXT.  HILLTOP - POND BLUFF - DAY (LATER)

Marion puts the last shovelfuls of dirt on the grave.
Near tears and unsure of what to do next, he turns to
Elizabeth's gravestone.  The soft wind blows.  Marion
listens.

He turns and sees his children looking up at him.  Holding
in his own tears, he gathers the children around him and
let's them cry.

				MARION
		There, there... he's alright... he's
		with your mother now...

He stiffens, speaking formally:

				MARION
		Lord, we pray that You accept this
		child, Thomas Marion and give him a
		place at Your side with his mother.
		We ask that You embrace him and help
		us to understand the manner in which
		Your mercy works.  This we ask, in
		Your name.  Amen.

				MARION'S CHILDREN
		Amen.

Marion looks at Elizabeth's grave, then he gently eases
his children away.

EXT.  BENNINGTON OVERLOOK - DAY

Marion and his children stop at the overlook, seeing the
Santee River valley spread out before them.  The SMOKE
from two dozen farms rises.

				GABRIEL
		The Morgans, the Halseys, Williams,
		Stantons...

The smoke from the separate fires joins together high in
the sky, forming what looks like stormclouds.  They walk
on.

EXT.  CHARLOTTE'S FARM - NIGHT

Marion and his children wait in the cover of the woods.
They see a pair of shadowed figures coming toward them
from the house, Gabriel and Charlotte.

				GABRIEL
		Father, it's safe.

Marion hustles the children out of the woods.

INT.  BEDROOM - NIGHT

Charlotte sits, holding a sleeping Susan.  The other
children lie awake on pallets.  Marion, still streaked
with dried blood and sweat, tucks William and Margaret
into bed.

				MARION
		Sleep, now.

Marion moves on to Nathan.

				NATHAN
		Father... I killed those men...

				MARION
		Don't blame yourself, you did what I
		told you to do.

				NATHAN
		I'm glad I killed them... I'm
		glad...

Marion isn't.  He turns to Samuel who's cried-out.  Marion
reaches out to touch him but Samuel recoils from Marion's
blood-streaked hand.  Marion sighs and tucks him in.

				MARION
		Try to get some sleep.

Marion moves to take Susan from Charlotte who shakes her
head.

				CHARLOTTE
		I'll stay with them.

Marion nods and leaves Charlotte with the children.

INT.  CHARLOTTE'S LIVING ROOM - NIGHT

Marion enters.  He starts to pace but grows unsteady.  He
rears back as if screaming but no sound comes from his
mouth, as he looks upstairs, knowing his children are
searching for the solace of sleep.

He opens a cabinet, pulls out a bottle of liquor, pours
and drinks.  Then another.

THE SOUND OF HORSEMEN.  Gabriel walks in.  Tired.  Grim.

				GABRIEL
		How are they?

Marion just shakes his head.

				GABRIEL
		Gates is at Hillsboro with the
		Continental Army.  I'll leave in the
		morning to join him.

Marion nods.  Marion and Gabriel stand in silence for a
long moment, neither one finding words.  Then Gabriel
speaks softly.

				GABRIEL
		I'll tend my horse.

He leaves Marion alone.

INT.  CHARLOTTE'S FARMHOUSE - NIGHT (LATER)

Marion stares at the fireplace.  Charlotte walks in
carrying a pitcher and fresh clothing.

				CHARLOTTE
		They're asleep.

Marion is silent.  Charlotte pours water into a washbowl
and motions to Marion.  He takes off his shirt.  She
begins cleaning away the blood and tending the wound on
his neck.

				MARION
		How did this... how did I let this
		happen?

				CHARLOTTE
		You couldn't have known.

				MARION
		I should have known... once I would
		have... I used to be wary... and
		today I watched my son killed before
		my eyes... your sister civilized me
		and I damn myself for having let
		her...

				CHARLOTTE
		Thomas is dead but you've done
		nothing for which you should be
		ashamed.

				MARION
		I've done nothing and for that I am
		ashamed.

She looks at him closely.

				CHARLOTTE
		If you go, I'll care for them as if
		they were my own.

				MARION
		I'll leave in the morning with
		Gabriel.

He stares past her, looking at the flames in the
fireplace.  She tends his wounds.

EXT.  PORCH - CHARLOTTE'S FARMHOUSE - MORNING

Marion and Gabriel finish saddling their horses.  Marion
embraces Nathan and Samuel.  Then he turns to Margaret,
William and Susan.

				WILLIAM
		When will you be back?

				MARION
		I don't know, William.

				WILLIAM
		Tomorrow?

Marion winces.  Margaret puts her arm around William.

				MARGARET
		No, not tomorrow.

Marion kisses them both, then moves on to Susan, trying to
coax a word out of the silent four-year-old:

				MARION
		Goodbye?

She just looks at him.

				MARION
		Just one word?  Goodbye?  That's all
		I want.

Susan shakes her head.  He sighs, rises and turns to
Charlotte.  They hesitate, then embrace, hugging deeply
but a bit awkwardly, holding each other just a moment
longer than one would expect.  She looks up at him... he
kisses her on the cheek.

Marion mounts up.  And he and Gabriel head off, Susan,
unnoticed and unheard, whispers:

				SUSAN
		Goodbye.

Marion and Gabriel ride away.

EXT.  CAMDEN ROAD - DAY

Marion and Gabriel ride past the signs of a small
skirmish.  Bodies.  Abandoned wagons.  Dead horses.  A
burning farm.

EXT.  CAMDEN HILLSIDE - DAY

Marion and Gabriel ride to the crest of a hill.  A vista
spreads out before them.  They see an awesome sight -- A
MASSIVE SLASH OF RED approaches a MASSIVE SLASH OF BLUE.
A battle is taking place about five miles away.

Gabriel starts to spur his horse but Marion restrains him.

				MARION
		No, it's too late.

Gabriel stops.  Marion points out brightly colored
clusters of men behind each army.

				MARION
		Command posts... Patriot...
		British...

The distant slash of red stops.  Marion and Gabriel hear
only a GENTLE WIND and some nearby SONGBIRDS.

Then, from a black mass of the side of the red slash, a
sudden, silent eruption of white smoke.

An instant later, the blue slash quivers.  A moment later
the SOUND OF THE CANNONS, RUMBLES UP THE HILL and rolls
over Marion and Gabriel.

The RED SLASH STOPS moving.  It darkens as thousands of
Redcoats raise their muskets and the front ranks kneel
into firing position.

Marion's eyes dart.  He knows what's coming.

				MARION
		Break for the trees... break for the
		trees...

A MASSIVE ERUPTION OF WHITE SMOKE billows from the red
slash.  An instant later, the blue line starts to break up
as hundreds of distant Patriots fall.

The SOUND OF THE BRITISH MUSKETS reaches Marion and
Gabriel like the pattering of rain.

Then the SMOKE OF INEFFECTIVE, SCATTERED VOLLEYS erupts
from the Patriot lines.  The red line holds firm.

				MARION
		Send them to cover!  Goddamn you!

But the blue line of the Patriots stays in the open field.

From behind the Redcoats, FAST-MOVING GREEN AND RED MASSES
move quickly onto the battlefield.  CAVALRY.

				GABRIEL
		Father, we have to do something...

The British cavalry slams into the blue line, shattering
it.  Tiny bits of blue move in every direction.

				GABRIEL
		Father...

				MARION
		It's already over.

Marion watches, appalled.  At this distance the moving
slashes of color and billowing smoke are strangely
beautiful.  Marion turns his horse and heads down the
hill, toward the rear of the Patriot lines.

EXT.  AMERICAN ENCAMPMENT - NIGHT

A nightmare.  SCREAMS OF AGONY.  A few hundred battered,
Patriot survivors treat their wounded and prepare to move
out.  The battle, so bloodless and beautiful at a
distance, has, in its aftermath, become horrifically
painful and ugly.

Marion and Gabriel ride into camp, passing nervous
sentries and a field surgery which is surrounded by pools
of blood and amputated legs and arms.  Marion sees HARRY
LEE at a make-shift command post, barking orders, trying
to pull things together.

				LEE
		Damn you, Sergeant, don't move the
		wounded twice, put them straight on
		the wagons from the surgeons.

				PATRIOT SERGEANT
		Yes, sir.

				LEE
		Lieutenant, detail men for
		outriders.  We move out as soon as
		the wounded are ready.

				LIEUTENANT
		Yes, sir.

The Lieutenant rushes off.  Lee notices Marion and
Gabriel, surprised to see them.  He jerks his head for
them to follow him into:

LEE'S COMMAND TENT

Once out of sight of the men, Lee loses his command
bearing.  Exhausted, he leans on his campaign table and
looks closely at Marion, asking with his eyes why Marion
is here.

				MARION
		Green Dragoons came to my home,
		killed my son, Thomas.  It was
		Tarleton himself.

				LEE
		I'm sorry.

				MARION
		I'm sorry I wasn't here for this.

				LEE
		There's nothing you could have done,
		Gates is a damned fool.

				MARION
		We saw.

				LEE
		I begged him to stay in the cover of
		the trees but he insisted the only
		way to break Cornwallis was muzzle-
		to-muzzle.  He spent too many years
		in the British army.

				MARION
		Where is he now?

				LEE
		Last anyone saw, riding hard,
		northeast, his staff a hundred yards
		behind, trying to catch up.

				MARION
		Who's in command?

				LEE
		I am, I think.

				MARION
		What are my orders?

Lee gives Marion a tired smile.

				LEE
		If you want orders, I've got some
		for you.

Lee ROLLS OUT A MAP for Marion and Gabriel.

				LEE
		We're a breath away from losing this
		war.  In the North, Washington is
		reeling from Valley Forge, running
		and hiding from Clinton and twelve
		thousand Redcoats.
			   (pointing)
		Here in the South, Cornwallis has
		broken our back.  He captured over
		five thousand of our troops when he
		took Charleston and today he
		destroyed the only army that stood
		between him and New York.

				MARION
		So now Cornwallis will head north,
		link up with Clinton and finish off
		Washington.

				LEE
		And Patriots will start dying on the
		gallows instead of the battlefield.
			   (beat)
		Unless we can keep Cornwallis in the
		South until the French arrive.  A
		treaty was signed at Versailles
		after our victory at Saratoga.  The
		French are sending a fleet and ten
		thousand troops.

				MARION
		When?

				LEE
		Fall, six months at the earliest.

				MARION
		Long time.

				LEE
		The bigger problem is where, not
		when.  The French fleet won't sail
		north of the Chesapeake for fear of
		early storms.

				MARION
		So you're going to try to keep
		Cornwallis in the South until then.

				LEE
		Not me, you.  I'm going north with
		every Continental regular I can find
		to reinforce Washington or he won't
		last six weeks.

				MARION
		You expect Cornwallis to be held
		here by militia?

				LEE
		Not held, just slowed down.

				MARION
		They're nothing but farmers and
		you're asking them to try to keep a
		tiger in their backyard.  They'd be
		better off letting it move on.

				LEE
		They'd be better off, but the cause
		wouldn't be.

				MARION
		How many men does Cornwallis have
		under his command?

				LEE
		Four thousand infantry and around
		six hundred cavalry...
			   (beat)
		... including the Green Dragoons
		under Tarleton.

At the mention of Tarleton, Marion nods.

				MARION
		I'll do what I can.

Lee quickly writes something.

				LEE
		I'm giving you a field commission as
		a colonel.

He hands it to Marion.  Gabriel steps forward.

				GABRIEL
		Colonel Lee, I request a transfer to
		Colonel Marion's command.

				LEE
		Granted.

Lee scribbles another order and hands it to Gabriel.  Then
he turns to Marion.

				LEE
		Good luck.

Marion nods.  They duck out of the tent.

EXT.  AMERICAN ENCAMPMENT - NIGHT (LATER)

Marion and Gabriel stand watching Lee and his Continental
regulars move out.  Gabriel turns to Marion.

				GABRIEL
		What now, sir?

				MARION
		We put out the word.  We'll start
		along the south side of the
		Santee...

				GABRIEL
		We'd cover more ground if we split
		up.

				MARION
		It's safer if we stay together.

Gabriel steps in front of Marion.

				GABRIEL
		Colonel, I didn't request this
		transfer because you're my father.
		I requested it because I believe in
		this cause and this is where I can
		do the most good.

				MARION
		Oh?

				GABRIEL
		I've been doing this for two years.
		I'm the best scout in the
		Continental Army, the best horseman,
		the best shot, the best scavenger
		and I know every deer path and swamp
		trail between here and Charleston.

				MARION
		Is that so?

				GABRIEL
		Yes, sir.
			   (beat)
		My father taught me.

Marion looks at Gabriel closely.

				MARION
		Did your father teach you humility?

				GABRIEL
		He tried.  It didn't take.

Marion looks Gabriel up and down.

				MARION
		Alright, Corporal, you take
		Bennington, Harrisville, Acworth and
		the farms along Black Swamp.  I'll
		take the north side of the river.
		We'll meet at Snow's Island.

				GABRIEL
		Yes, sir.

They mount up.

				MARION
		And, Corporal...
			   (beat)
		... be careful.

				GABRIEL
		Yes...
			   (beat)
		... father.

They ride off in different directions.

EXT.  BRADFORD VILLAGE - NIGHT

Marion rides into a small village, passing several bodies
in blue Continental uniforms, hanging from lampposts.
Marion stops in front of a tavern, dismounts and enters.

INT.  TAVERN - BRADFORD - NIGHT

As Marion walks in he's greeted by cold stares from half-
a-dozen men, huddles over their drinks.

				MARION
		I'm looking for John Billings.

				BARTENDER
		He's dead.

Marion looks closely at the grim, suspicious men.

				MARION
		If he comes back from the dead, tell
		him Francis Marion is looking for
		him.

				BARTENDER
		I'll be sure to do that.

As Marion turns to leave he notices an open bottle of
Madeira on one of the tables.  He stops.

				MARION
		I'll wait.  Miracles happen.

A stand-off.  Then, a hulking FIGURE appears in the
shadows at the back doorway.  He's JOHN BILLINGS, big,
coarse, about Marion's age.  Billings jerks his head for
Marion to join him in the back room.

INT.  BACK ROOM - TAVERN - NIGHT

Dark.  Marion and billings talk over a bottle.

				BILLINGS
		You expect to hold Cornwallis with
		militia?

				MARION
		I expect to try.

				BILLINGS
		Trust you and Harry Lee.  Remember
		that damned overland you two thought
		up in '62 to hit Fort Louis?

				MARION
		It worked.  How many men can you
		raise?

				BILLINGS
		Not many.  Dalton, Scott, they've
		got their reasons; Rev. Oliver,
		he believes in the cause; some of
		the young bucks; a few like me with
		nothing to lose...
			   (beat)
		What about you?  You've got a lot to
		lose.

Marion drains his glass and stands up.

				MARION
		You coming, or not?

Billings drains his glass.  They walk out together.

EXT.  TAVERN - BRADFORD - NIGHT

Marion and Billings ride away from the tavern, passing the
hanging Patriot bodies.

EXT.  SNOW'S ISLAND - SANTEE SWAMPS - NIGHT

A CACOPHONY OF BIRDS AND INSECTS.  Swamp maples and
willows form a canopy over moss-covered mounds and pools
of plant-choked water.

Gabriel leads several men, riding along a dry path that
snakes through the swamp.  They cross a narrow land bridge
onto a wooded island, joining a dozen-and-a-half men,
including Marion who kneels at a campfire.

CLOSE SHOT:  Several of Thomas' brightly painted LEAD
SOLDIERS MELT in a cast-iron pan.  The little men fall to
their knees then lose form, turning into bubbling, molten
metal.

The new arrivals dismount and greet the others.

Gabriel steps up behind Marion and watches as he pours the
lead into a bullet mold, closes the lid and dips the mold
into a bucket of water which HISSES and STEAMS.

				GABRIEL
		Father, this war is about more than
		Thomas.

Marion doesn't look up.

				MARION
		Is it?

				GABRIEL
		If you're here only for revenge,
		you're doing a disservice to him as
		well as yourself.

				MARION
		How old are you?

				GABRIEL
		You know how old I am.

				MARION
		God help us all when you're forty.

Marion puts some more lead soldiers into the pan.  Gabriel
shakes his head, turns away and goes to tend his horse.

EXT.  SNOW'S ISLAND ENCAMPMENT - MORNING

Day breaks.  A low, thick swamp mist covers the
encampment.  Marion, sits alone by the embers of last
night's campfire.  The men are awake.  Some eat, others
talk.

Marion pulls himself out of his dark reverie.  He takes
the bullets from the mold and puts them in a pouch
attached to his weapons' belt.  Then he rises and heads
over to the men.

He surveys his brigade.  Twenty-six men:  framers,
artisans, mountain men, none in uniform.  Marion walks
among them, nodding familiarly to several.  He notices an
imposing looking Cherokee Indian, BROTHER JOSEPH, standing
a bit apart from the others.  They exchange nods.

He notices a stern-looking man in partial clerical garb,
REV. CHARLES OLIVER.

				MARION
		Reverend.

				REV. OLIVER
		I heard about your son.  I'm sorry.

Marion accepts his condolences.  He notes GEORGE DALTON, a
tough-looking, rustic man with an ice-cold, distant stare.

				MARION
		Dalton.

Dalton doesn't respond.  Marion recognizes another face,
ABNER BROWN, African-American, around thirty, rugged.

Marion addresses the men who do not gather around so much
as just give him their attention.

				MARION
		You all have your own reasons for
		being here.  I lost a son and I
		intend to kill the man who killed
		him...

Marion pauses and looks over at Gabriel.

				MARION
		... But I don't consider that man's
		life adequate payment for the life
		of my son, and killing him won't
		keep the sons of other men from
		dying...

Gabriel nods, approvingly.

				MARION
		Cornwallis has to move north.  We
		have to keep him right here.  If
		he's south of the Chesapeake when
		the French arrive, if the French
		arrive, we have a chance of winning
		this war.

Marion looks from face to face.

				MARION
		Eat, get some rest, we move out in
		two hours.

Marion heads back to his campsite, passing Gabriel without
looking at him, but very aware of his son's eyes on him.

EXT.  BRITISH FIELD HEADQUARTERS - CAMDEN - DAY

A massive British army field encampment.  Thousands of
well-armed, veteran troops.  Large detachments of Redcoats
march through endless rows of tents.  Some are battle-
worn, others are fresh troops moving out.

TARLETON and his GREEN DRAGOONS, covered with dirt and
sweat, ride into the encampment.  Tarleton and Wilkins
peel off, riding to the front of a farmhouse that has been
commandeered for British headquarters.  They dismount and
stride in.

INT.  CORNWALLIS' HEADQUARTERS - CAMDEN FARMHOUSE - DAY

British officers, clerks and aides work.  They're in good
spirits.  LORD CORNWALLIS, a proud man, comfortable with
command, coldly notes one of his officers slapping another
on the back.  MAJOR HUNTINGTON rolls out a map for
Cornwallis.

				CORNWALLIS
		Gentlemen.

The officers gather around the map.

				CORNWALLIS
		Major, this is not an adequate map.

				MAJOR HUNTINGTON
		We have better coming on the
		trailing supply convoy from
		Charleston.

				CORNWALLIS
		A useful place for our maps.

				MAJOR HUNTINGTON
		I'm sorry, sir, it won't happen
		again.

Tarleton enters, followed by Wilkins.

				CORNWALLIS
		My harrier.  Join us, Colonel.

				TARLETON
		Sir.

Tarleton and Wilkins join them around the map.

				CORNWALLIS
		Gentlemen, celebration is premature.
		We have a difficult campaign ahead
		of us.  We are in predominately
		hostile country and we cannot rely
		on forage.  As we move north, the
		bulk of our supplies will reach us
		by sea, through Charleston, which
		will give us a long and vulnerable
		supply line, one that can only be
		secured if the locals are loyal to
		the crown.

				CORNWALLIS' OFFICERS
			   (multiple)
		Yes, sir.

Cornwallis turns to his field officers, paying particular
attention to Tarleton.

				CORNWALLIS
		Nonetheless, we must remember that
		this is a civil war...

Tarleton proudly holds Cornwallis' look.

				CORNWALLIS
		These colonials are our brethren and
		when this conflict is over, we will
		be reestablishing commerce with
		them.  Surrendering troops will be
		given quarter and unwarranted
		assaults on civilians will cease.

Wilkins shifts uneasily.  Tarleton isn't cowed.

				CORNWALLIS
		I expect this war to be fought in a
		vigorous but civilized manner.

Cornwallis looks at his other officers.

				CORNWALLIS
		Have I made myself clear, gentlemen?

				OFFICERS
			   (multiple)
		Yes, sir.

Cornwallis shifts his eyes back to Tarleton who was not
among those who spoke.  Tarleton pointedly pauses a
moment, then says:

				TARLETON
		Yes, sir.

Cornwallis turns his attention back to the map.  His men
gather around.

EXT.  CORNWALLIS' FIELD HEADQUARTERS - CAMDEN - DAY

Tarleton and Wilkins walk out and mount up.

				WILKINS
		I believe he was speaking to us,
		Colonel.

				TARLETON
		Did you know that Lord Cornwallis'
		father was a tenant on the estate of
		my grandfather?

Tarleton jerks his reins and rides off.  Wilkins laughs
and follows.

EXT.  WOODED ROAD - DAY

A British supply train of several dozen wagons, a herd of
horses and accompanying Redcoats makes its way.

ON A WOODED HILLSIDE, Gabriel lies on the ground,
observing the convoy.  He eases back, mounts up, and rides
off.

EXT.  BRIDGE - SANTEE RIVER - DAY

Marion and his men wait, well-hidden in the brush on a
rise, just above the bridge.  Gabriel rides up.

				GABRIEL
		Less than a mile.  Forty-one wagons,
		a company of Redcoat infantry,
		horses at the rear.

				MARION
		Flanking riders?

				GABRIEL
		I didn't see any.

Marion nods and motions to his men who check their weapons
and pass the word.  Gabriel ties up his horse and takes a
position near his father.

EXT.  SANTEE ROAD - NIGHT

The British convoy rounds the curve.  When two-thirds of
the wagons have crossed the bridge, Marion FIRES, killing
the Redcoat of highest rank, a CAPTAIN.

BILLINGS AND DALTON heave CORKED BOTTLES which break,
spreading their OILY CONTENTS on the wooden bridge.

BROTHER JOSEPH fires a FLAMING ARROW, igniting the oil.

The BRIDGE BURSTS INTO FLAMES, cutting off the tail of the
convoy, stranding a dozen wagons and the herd of horses on
Marion's side of the river.

A REDCOAT LIEUTENANT takes command.

				REDCOAT LIEUTENANT
		Across the river!  Covering fire!
		Double rank!

Marion calls to his men.

				MARION
		Epaulets first... Kill the officers.

Marion and his men FIRE A WITHERING VOLLEY, KILLING ALL
REDCOATS OF RANK -- two lieutenants, a sergeant and
several corporals.

The LEADERLESS REDCOAT PRIVATES take cover as Marion's men
OPEN UP on the Redcoats on their side of the river.

				MARION
		THE WAGONS!

With half of his men FIRING COVER, Marion and the other
half run to the wagons, passing Redcoat dead and
wounded...

DALTON, notices a WOUNDED REDCOAT and pauses...

The Redcoat looks up imploringly at Dalton who finishes
reloading, then coldly FIRES, KILLING THE helpless
Redcoat...

Marion, Gabriel and Rev. Oliver see Dalton kill the
wounded Redcoat as they race toward the wagons, British
musketballs SPLINTERING TREES all around them...

The horses nearest the burning bridge are terrified,
BUCKING AND REARING, STRUGGLING in their traces...

MARION LEAPS INTO THE SEAT of one wagon.  Gabriel and
Billings grab the reins of two more wagons.

The Redcoats keep up a STEADY FIRE.  TWO OF MARION'S MEN
FALL, one dead another wounded.

Marion, Gabriel and Billings STRUGGLE TO CONTROL THE
FRIGHTENED HORSES, backing them up around the curve to the
cover of the woods.

MARION'S REARGUARD, Brother Joseph, Abner, Dan Scott and
others, withdraws in leapfrog, FIRING BACK ACROSS THE
RIVER.

BRITISH MUSKET BALLS SLAM into the trees and SPLINTER THE
WAGONS...

Another of Marion's men is WOUNDED.  Two of his comrades
HEAVE HIM onto one of the wagons...

As Marion's men get the wagons turned and unblocked from
each other, they DRIVE THEM OFF, one after another...

Brother Joseph, Abner and the rest of the rearguard make
it to Marion and LEAP INTO HIS WAGON...

MARION snaps the reins and they THUNDER OFF, away from the
BURNING BRIDGE and the FIRING Redcoats.

EXT.  SNOW'S ISLAND - DAY

Marion's men tend their wounded and look through the
British wagons, taking inventory.

				REV. OLIVER
		... two-hundred-sixty-six Brown Bess
		muskets, forty-one casks of powder,
		balls, tamping...

				BILLINGS
		We have enough arms for an army.
		Now all we need is an army.

Marion checks out a wagon full of tools with DAN SCOTT and
ROB FIELDING, a couple of sharp-eyed craftsmen.  They
overlap dialogue, rapidly speaking the private language of
colonial artisans.

				SCOTT
		Reamer, boring tool...

				MARION
		Swage, broach, etching tool...

				FIELDING
		A rolling gunsmith's shop...

				SCOTT
		We can rifle those musket barrels...

				FIELDING
		Get another hundred yards out of
		'em...

				MARION
		We'll need a forge...

				SCOTT
		Easy enough...

				MARION
		We've got clay to make a chamber...

				FIELDING
		Oak to make charcoal...

				SCOTT
		Oil cloth and barrel staves to make
		a bellows...

				MARION
		And we can yank a wagon wheel,
		weight it, rig a piston and drive
		shaft and we'll have a flywheel to
		power the bellows...

Scott and Fielding exchange an impressed look.

				SCOTT
			   (to Fielding)
		That's why he's a colonel.

Scott and Fielding roll up their sleeves and get to work.
Marion hears a COMMOTION OF BARKING DOGS AND YELLING MEN
and strides over to find Billings cowering before TWO HUGE
GREAT DANES who stand guard at one of the wagons.

				BILLINGS
		Shoot them!  Shoot the damn things!

Dalton prepares to do so.

				MARION
		Put that pistol down!

				SCOTT
		They followed us from the bridge.
		They won't let anyone near the
		wagon.

Marion steps forward, speaking softly but firmly to the
dogs.

				MARION
		Stay... stay... stay...

The dogs waver between obeying Marion and ripping out his
throat.

				MARION
		Don't you growl at me!

The dogs decide to obey.  Marion lets them sniff his hand,
then firmly pats them.

				MARION
		Now let's see what's in this wagon.

Rev. Oliver and Abner join him.  Billings eases past the
dogs.  Abner opens a large case and finds it filled with
bottles.

				ABNER
		Rum, French Champagne, Madeira,
		Port...

				BILLINGS
		No wonder they were guarding it.

Gabriel opens a trunk and finds it filled with powdered
wigs, all perfectly coifed and stored on head-shaped wig-
stands.  Rev. Oliver opens one of several identical cases
and finds it filled with papers.

				REV. OLIVER
		My heavens, personal correspondence
		of... Lord Cornwallis.

Marion grabs some papers, scans them, then finds matching
cases on nearby wagons.

				MARION
		These four wagons must be his.

				GABRIEL
		And the dogs, too, I'll wager.

				BILLINGS
		I say we drink the wine, shoot the
		dogs, and use the papers for musket
		wadding.

				MARION
		His journals, letters, maps,
		books...

Abner calls from another wagon.

				ABNER
		Colonel, we got a wagon full of
		officer's uniforms and more powder
		and muskets here.

Ignoring Abner, Marion, sits down on a stump with a pile
of Cornwallis' papers and starts to read.

EXT.  SNOW'S ISLAND - NIGHT

Marion sits at Cornwallis' ornate, folding campaign desk,
reading Cornwallis' journal, surrounded by Cornwallis'
field gear which includes furniture, music boxes, oil
paintings and an elaborate folding commode.  The TWO GREAT
DANES sit nearby, eyeing Marion warily.

The men have divided themselves into two groups, one
coarse, the other civilized, each clustered around a
separate fire.

The coarse men, including Dalton, Brother Joseph and
RANDOLPH, a grizzled, black-toothed mountain man, drink
and laugh loudly, wearing Cornwallis' wigs askew.

The civilized men, including Rev. Oliver, Gabriel, Scott,
Fielding and Abner, talk quietly.

Marion puts down the journal and walks over to the
campfire where the rougher men are gathered.  He stands
just inside the firelight and speaks loudly, so that all
can hear:

				MARION
		Today was hard earned but a good
		start.

Marion looks at Dalton, then turns to the other men as
well.

				MARION
		In the future wounded British
		soldiers will be given quarters.

				DALTON
		Like they gave quarter to my family?
		My wife and three children were
		hiding in our root cellar when they
		came.  The Redcoats locked the door
		and torched the house.

				MARION
		You have my sympathy... but the
		order stands.

				DALTON
		And who are you to give an order
		like that?  We all know what you did
		after Fort Wilderness.

That hits home but Marion remains calm.

				MARION
		I'm your commanding officer.  This
		is militia, not regular army.  I
		can't hold you here, but as long as
		you stay, you'll follow my orders.

Marion looks from face to face.  Most begrudgingly nod.
That's enough for Marion.

As he heads back to his own campfire he's intercepted by
Rev. Oliver who speaks to him out of earshot of the other
men, except for Gabriel and Billings who overhear.

				REV. OLIVER
		Thank you.

				MARION
		For what?

				REV. OLIVER
		For trying to impose some decency on
		that sort.

				MARION
		Don't depend on my decency.  I'm one
		of that sort.

Marion walks on.  Rev. Oliver exchanges a look with
Gabriel, then heads off.  As Marion joins Gabriel and
Billings at his campfire, Billings grips his bottle.

				BILLINGS
		Am I one of that sort?

				MARION
		You're the worst of that sort.
		You're the sort that gives that sort
		a bad name.

Billings considers that, then shrugs and takes a long
drink.  He hands the bottle to Marion who takes an equally
long drink.  Marion picks up his Pennsylvania rifle.

				MARION
		I'm going to check the watch.

He disappears into the darkness leaving Gabriel and
Billings at the campfire.

				GABRIEL
		He shouldn't make light.  That
		Redcoat should not have been killed.

				BILLINGS
		He's not making light.

Gabriel shoots Billings a dubious look.

				BILLINGS
		You don't know him very well, do
		you?

				GABRIEL
		He's my father.

Billings looks closely at Gabriel.

				GABRIEL
		I know him well enough?

				BILLINGS
		Don't fault him for having grown up
		on the frontier.  It was a harder
		time and a harder place than you
		know.

Gabriel looks at Billings, then turns back to the fire.

EXT.  SNOW'S ISLAND - DAWN

The men are beginning to stir, gathering around the
campfires, cooking, using pots, pans and other gear from
the stolen British wagons.

Marion reads Cornwallis' journal.  He looks up, stretches
and walks over to a campfire where Gabriel, Billings and
Rev. Oliver cook.  The dogs follow at a distance.

				BILLINGS
		Well?

				MARION
		I've just been inside the mind of a
		genius.  Lord Cornwallis knows more
		about war than I could in a dozen
		lifetimes.

				BILLINGS
		Cheerful news to greet the morn.

				MARION
		His victories at Charleston and
		Camden were perfect, strategically,
		tactically, logistically.  But he
		has a weakness.

They all turn to Marion.

				MARION
		Lord Cornwallis is brilliant.  His
		weakness is that he knows it.

				GABRIEL
		Father?

				MARION
		Pride is his weakness.

The men consider that.

				BILLINGS
		Personally, I'd prefer stupidity.

				MARION
		Pride will do.

BEGIN MONTAGE:  Series of shots as follows:

-- A VOLLEY OF MUSKET FIRE erupts from some thick
   underbrush, cutting down half of a squadron of Redcoats
   on the march.  The surviving Redcoats FIRE BACK into
   the trees at unseen targets to little effect.

-- Marion rides with about fifty men.

-- A British supply convoy makes its way through the
   woods.  Suddenly, Marion's men appear, rising up from
   the ground as if by magic, having been camouflaged by
   leaves and brush.  They OPEN FIRE on the convoy escort,
   which holds for a moment, then flees.

-- Marion rides with about seventy-five men.

-- Cornwallis finishes reading a dispatch and furiously
   flings it across the room.

-- Marion rides with about one hundred men.

-- Snow's Island.  Marion and his men do an inventory of a
   large haul of stolen British supply wagons.  The booty
   includes dozens of BRASS MUSICAL INSTRUMENTS, some of
   which Marion's men BLARE in celebration.

-- Marion rides with about one-hundred-fifty men.

-- Marion, Gabriel, and some of the other men watch as the
   flaming supports of a BURNING WOODEN BRIDGE collapse
   into a river.

-- A seething Cornwallis stands at the same spot, looking
   at the charred, now cooled, remains of the bridge.
   Cornwallis angrily mounts up and rides off.  His
   contrite staff officers mount up and follow.

-- Snow's Island.  Marion sits with his muddy feet on
   Cornwallis' campaign desk, reading Cornwallis' journal,
   with Cornwallis' Great Danes at his side.

EXT.  CAMDEN - NIGHT

Glittering lights shine from the Camden Inn, a grand
structure in the center of town.

A line of OPULENT CARRIAGES discharges well-dressed
passengers, arriving for a ball.  Ladies in their finery.
Patrician husbands.  Redcoat and Green Dragoon officers in
magnificent dress uniforms.

INT.  CORNWALLIS' PERSONAL QUARTERS - EVENING

Cornwallis, standing in front of a full-length mirror, is
dressed by his VALET while Major Halbert, Colonel
Huntington and Tarleton look on.

				CORNWALLIS
		Why am I here, Colonel Halbert?

				MAJOR HALBERT
		For the ball, sir?

Cornwallis holds his temper.

				CORNWALLIS
		Why, after six weeks, are we still
		here to attend a ball.  By now, we
		should be attending balls in North
		Carolina, not South Carolina.

				MAJOR HALBERT
		Our supply line, sir?

				CORNWALLIS
		Excellent guess, Major.

The valet puts a dress coat on Cornwallis who looks at the
garment with deepest disdain.

				CORNWALLIS
		And what, praytell, is this?

				VALET
		Uh... I borrowed it from Colonel
		North.  I took it in at the back,
		added wider epaulets, a court sash
		and looped gold braiding on the
		cuffs...

				CORNWALLIS
		It's a horse blanket.
			   (to Major Halbert)
		First my personal baggage, then half
		the bridges and ferries between here
		and Charleston burned, a dozen
		convoys attacked.  Colonel, if you
		can't secure our supply line against
		militia, how do you expect to do so
		against Colonial regulars or the
		French when they come?

				COLONEL HALBERT
		Sir, they're not like regulars, we
		can't find them and we don't know
		when or where they're going to
		strike.

				CORNWALLIS
		How impolite.  And who leads these
		clever, secretive fellows?

				COLONEL HALBERT
		We don't know, sir.  He's called,
		the Commander by some, the Swamp Fox
		by others.

				CORNWALLIS
		Colonel, I'm a civilized man but I'm
		finding to difficult to remain
		civil.  Secure my supply line.

				COLONEL HALBERT
		Yes, sir.

Cornwallis looks at his reflection with dismay, sighs and
strides out.  Tarleton, amused, follows.

EXT.  CAMDEN STREET - NIGHT

At the far end of town Marion, Gabriel, Billings, Dalton,
Scott and several other men slip through the shadows into
an alley.  The lights from the ball shine from down the
street and the MUSICAL STRAINS of a MINUET drift to them
through the night.

EXT.  ARMORY - NIGHT

A block-like building on the far edge of town.  A pair of
REDCOATS stand guard.  A PAIR OF DRUNKEN REDCOATS stagger
out of a side-street, SINGING A MUMBLING SONG.  The
Redcoat guards look at the drunk Redcoats enviously.

				REDCOAT GUARD
		Hey, what you got there?

The drunken Redcoats look up, bringing their faces into
the light -- THE DRUNKEN REDCOATS ARE BILLINGS AND DALTON.

				BILLINGS
		We got our own little party...

				DALTON
		To hell with the officers and their
		fancy dress ball...

				GUARD
		Give us a nip, here.

Billings and Dalton walk over to the Redcoats guards.  As
the guards reach for the bottles, Billings SLAMS one of
the guards back against the building...

Dalton DRAWS A KNIFE and PLUNGES IT into the second
guard's belly and HACKS HIM OPEN...

Dalton shoves Billings out of the way, SLITS THE OTHER
GUARD'S THROAT.  Billings is taken aback by the speed and
ferocity of Dalton's attack...

Marion and Scott duck into the shadows of the doorway,
pull out hammer-less carving chisels and quickly and
silently start gouging out the wood around the hinges of
the heavy door.

Billings and Dalton take the posts of the guards while the
other men drag the bodies of the real guards out of sight.
Everything appears as it should.

INT.  BALLROOM - NIGHT

Grand.  Opulent.  Cornwallis speaks with a small gathering
of loyalist civilians, among whom is the spectacular MRS.
TALBOT, who wears a daring dress that reveals an enormous
expanse of bosom.  At her side stands her toady of a
husband, MR. TALBOT.

				MRS. TALBOT
		No!  The beasts took your dogs, as
		well?

				CORNWALLIS
		Fine animals, a gift from His
		Majesty.  Dead now, for all I know.

				MRS. TALBOT
		Is there no decency?

				MR. TALBOT
		Among the rebels?  We know the
		answer to that.

				CORNWALLIS
		Yes, we have learned.

INT./ EXT.  CAMDEN ARMORY - NIGHT

Marion and Scott shove their chisels through the door
which falls away from the hinges.  They all duck inside
finding barrels and casks of gunpowder, boxes of weapons
and hundreds of muskets.

Gabriel and the others load themselves up with the best of
the weapons as Marion opens a cask and pours a trail of
gunpowder across the floor.

EXT.  BALCONY - CAMDEN INN - NIGHT

Cornwallis, taking the night air with Mrs. Talbot, gazes
at the moon, achieving the calculated effect.

				MRS. TALBOT
		You seem far away.

				CORNWALLIS
		It's the weight of command and the
		lot of a widower -- memories,
		loneliness...
			   (with a self-
			    deprecating laugh)
		... and long gazes at the moon.

Mrs. Talbot sympathetically sighs and touches her
fingertips to her heart which is conveniently located
inches above her stunning cleavage.   

				MRS. TALBOT
		Oh, you poor man...

A MASSIVE EXPLOSION LIGHTS UP THE NIGHT as a FIREBALL
erupts from the armory.  British officers, including Major
Halbert and Tarleton, RUSH OUT along with Mr. Talbot and
other Loyalist civilians.

				MAJOR HALBERT
		Good God!

Mr. Talbot tears his eyes from the flames and looks at
his wife, clinging to Cornwallis' arm.

				MR. TALBOT
		These rebels seem to lack fear as
		well as decency, eh, General?

Cornwallis registers the insult, glances at the hapless
Major Halbert, then turns to Tarleton.

				CORNWALLIS
		Colonel Tarleton, you deal with
		these damned rebels.

				TARLETON
		Yes, sir.

Tarleton smiles grimly and strides off the balcony.

EXT.  VIEW OF PEMBROKE VILLAGE - DAY

The village of Pembroke lies nestled in a valley,
surrounded by tilled fields and small farms.

EXT.  PEMBROKE VILLAGE - DAY

Forty of Marion's men water their horses.  Marion, with
the two Great Danes at his side, speaks with PETER GREEN,
a middle-aged storekeeper with a marked limp.

				GREEN
		... four baskets of apples, salt
		pork, sweet potatoes, jerky, hard
		tack, salt and powder.  It's not
		much, but I'll get you more.

				MARION
		We can't pay for this...

				GREEN
		I'll give you what I can, when I
		can.  You pay me what you can.

Green's daughter, ANNE, very attractive, around sixteen,
joins them.  Gabriel sees her and sidles over.

				GREEN
		Francis, you remember my daughter,
		Anne.

				MARION
		Nice to see you again, Anne.

Gabriel clears his throat.  Anne looks at him coolly.

				ANNE
		I know who you are, Gabriel Marion.
		The last time I saw you, I was nine
		and you put ink in my tea.

				GABRIEL
		I... uh... that wasn't me, it was
		Samuel... I mean Nathan...

				ANNE
		It was you and it turned my teeth
		black for a month.

				GABRIEL
		Uh... uh... I...

				GREEN
		He's sorry.  Come.

Green heads across the square where some townspeople are
giving Marion's men provisions.  Anne and Gabriel follow.
Marion turns to some waiting men, new recruits.

Billings, nearby, reads A POSTED BROADSHEET that
announces:  "Reward Offered:  For the capture or death of
the rebel known as 'The Swamp Fox'".

He tears it down and walks over to Marion.

				MARION
		... and your terms of enlistment
		will be month-to-month.  Every
		thirty days you can re-enlist or
		return to your families.

REED, the sturdiest of the lot offers his hand to Marion.

				REED
		I'm in.

The others nod in agreement.

				MARION
		Talk to Abner and Scott about
		provisions, powder and mounts.

The recruits head off.  Billings hands Marion the wanted
poster which Marion glances at and crumbles up.

				BILLINGS
		Twenty men here, seventeen in New
		Brighton, a dozen along the Black
		River.  We'll pass three hundred by
		week's end if this keeps up.

ON THE OTHER SIDE OF THE SQUARE

Gabriel and several of Marion's men take supplies from
Green, Anne, and some other townspeople.  Gabriel looks at
Anne.

				GABRIEL
		If I'd known you were going to look
		like this, I never would have put
		ink in your tea.

				ANNE
		You call that a compliment?

				GABRIEL
		It's a start.

She gives him a bit of a smile.  He checks out her teeth.

				GABRIEL
		They look nice.  As white as can be.

She tries to glare but she can't help but laugh.

MARION AND BILLINGS watch as Anne gives Gabriel some
apples which he tosses into the air, one-by-one, catching
them behind his back, a cocky move, executed with a
disarming smile that makes Anne laugh again.  Marion
smiles at his son's flirtation.  Billings smiles as well.

				BILLINGS
		He reminds me of you before you got
		old and ugly.

				MARION
			   (softly)
		No, he takes after his mother...

Billings is taken aback by the gentleness of Marion's
words.

				MARION
		... the younger ones barely remember
		her but Gabriel spent more time with
		Elizabeth... she taught him well,
		guided him, she was his North Star
		and mine... her father was a
		minister, in Boston, did you know
		that?

Billings nods.

				MARION
		... Gabriel's already a better man
		than I could ever hope to be...

Marion hears himself and pulls his eyes from Gabriel,
adopting a coarse, joking tone.

				MARION
		What do you mean, old and ugly?

				BILLINGS
		You got me beat on both accounts.

				MARION
		The hell I do.

They mount up, grateful to leave the sincerity behind.

Gabriel sees Marion and his men starting to ride off.  He
says goodbye to Anne, then RUNS TO HIS HORSE, MOUNTING
WITH A DRAMATIC LEAP.  He GALLOPS up, taking his place at
his father's side.  Marion doesn't turn to look at him,
but he knows he's there.

EXT.  CAROLINA ROAD - DAY

A patchwork of fields with a village visible in the
distance.  The ROLLINS BOYS, 10 and 12, work a field,
harvesting grain.  Hearing the SOUND OF HORSES' HOOVES,
they stop and listen.

Then they see a CLOUD OF DUST rising over the ridge line.
Growing excited, they throw down their scythes and race
down the hillside, madly stumbling and falling, trying to
intersect the approaching sound.

At the bottom of the hill they pass their father, BEN
ROLLINS, who watches his sons plant themselves on the side
of the road, gazing in awe at:

MARION AND HIS MEN, THUNDERING BY.  They're an impressive
sight, a hundred-and-fifty heavily armed men, on powerful
mounts, raising a cloud of dust as they gallop down the
road.

EXT.  CHARLESTON ROAD - DAY

Marion and forty of his men, including Gabriel, sit on
their motionless horses in the middle of the road.  There
are a number of new faces among Marion's men, among them
Ben Rollins.  Gabriel is lost in thought.

				MARION
		Gabriel?  Are you asleep?

				GABRIEL
		We're low on salt.  I should go to
		Pembroke and get some.

				BILLINGS
		You got salt last week.

				GABRIEL
		Oh, right.
			   (beat)
		Baking powder, we need baking
		powder.

				BILLINGS
		We've got plenty of baking powder.
		You went to Pembroke and got five
		pounds two weeks ago.

Gabriel sighs.  They hear a SOUND APPROACHING, then see
two British wagons round a curve with a guard of only SIX
REDCOATS, commanded by a REDCOAT SERGEANT.  The Redcoat
Sergeant signals stop.

				REDCOAT SERGEANT
		Halt.  Look alive, boys.

The young Redcoat privates nervously UNSHOULDER THEIR
MUSKETS.

				MARION
		Sergeant, this road is closed.
		Those wagons now belong to the
		Continental Army.

				REDCOAT SERGEANT
		Ready arms!  By twos!

Marion's surprised by the Sergeant's order.

				MARION
		Sergeant, there's no reason for you
		and your men to die.  Just leave the
		wagons and go.

				REDCOAT SERGEANT
		Steady, boys...

Marion sighs and lets loose with a PIERCING WHISTLE.  The
underbrush parts and more of Marion's men show themselves,
MUSKETS LEVELED at the outnumbered Redcoats.

				REDCOAT SERGEANT
		This is the King's highway and I
		advise you and your men to make way.
			   (to his men)
		Prepare to fire.

Marion exchanges a look with Rev. Oliver who, like Marion,
doesn't want to kill these men.  Seeing no other option,
Marion turns to give the order, then stops, hearing a
FAINT BARELY DETECTABLE, RUMBLING SOUND...

A moment later Brother Joseph hears it as well... HORSES
HOOVES, LOTS OF THEM, growing louder by the second,
THUNDERING toward them from the road behind the British
wagons...

Then, the SOUND OF MORE HORSES, coming in fast on both
flanks.

				MARION
		It's a trap...

The canvas sides of the British wagons are THROWN UP and
DOZENS OF REDCOATS, armed with muskets, spill out...

Marion's unmounted men run to their horses, LEAPING into
their saddles...

Then GREEN DRAGOONS appear, galloping down the wooded
slopes on both flanks, astonishing horsemen, weaving
through the trees without slacking their pace, SWORDS
DRAWN, PISTOLS PRIMED...

				REDCOAT SERGEANT
		FIRE!

A THUNDEROUS VOLLEY ERUPTS from the Redcoat infantry,
KILLING several of Marion's men...

Marion's men FIRE BACK from their BUCKING MOUNTS, most of
their shots going awry...

Behind the British wagons, a huge detachment of GREEN
DRAGOONS appears, TARLETON among them...

MARION SEES THE DRAGOONS BUT NOT TARLETON HIMSELF...

MARION AND HIS MEN spur their mounts, taking off down the
road in the opposite direction...

The FLANKING BODIES OF DRAGOONS gallop out of the woods,
JOINING THE MAIN BODY, riding in hard pursuit...

EXT.  WOODED ROAD - DAY

Marion and his men GALLOP down the road.  The much larger
body of Green Dragoons THUNDER after them.

EXT.  BLACK SWAMP ROAD - DAY

Marion and his men ride along a raised road that drops off
into Black Swamp on either side...

They ROUND A CURVE AND STOP, reining back their horses in
confusion as they see:

FIFTY GREEN DRAGOONS heading straight toward them...

THE DRAGOONS OPEN FIRE from both directions, KILLING
several more of Marion's men, WOUNDING others...

Marion's men FIRE BACK as best they can, caught in the
CHAOS OF BUCKING AND FALLING HORSES and WOUNDED AND
DISMOUNTED MEN...

They remount, doubling-up with the wounded...

MARION sees an unaided wounded man.  LEAPS FROM HIS
HORSE, heaves him onto his horse, slaps it...

Marion's men head off both sides of the road into the
swamp, struggling with their mounts as they hit the knee-
deep water...

Marion on foot with four men, only three horses... A
DRAGOON, aiming his pistol, THUNDERS down on Marion...
MARION FIRES, killing the Dragoon...

Marion's men mount, one motions to Marion...

				MARION
		GO!

Marion's men ride off, leaving him ALONE... a Dragoon is
almost on him, SWORD RAISED.  Marion, his weapon spent,
sees a thick branch on the ground, two feet long... grabs
it...

The sword flashes and SINKS DEEPLY INTO THE WOOD... Marion
YANKS, brings the rider off his horse, grabs the reins and
SWINGS HIMSELF UP INTO THE EMPTY SADDLE.  Marion rides
down the embankment...

The Dragoons rein back, slowed by the dead horses and men.
They spur their reluctant mounts over the bodies and
follow Marion and his men into the swamp...

EXT.  BLACK SWAMP - DAY

MARION RIDES HARD, galloping along a circuitous, barely
visible dry trail... A MOMENT LATER, Tarleton and Green
Dragoons follow...

EXT.  DEEP IN THE SWAMPS - EVENING

MARION CATCHES UP to a dozen of his men, including Gabriel
and Billings.  Several of the men are badly wounded,
barely clinging to their saddles...

They ride through the shallow water, get to a fork, SPLIT
UP.  As they disappear into the swamp, the sounds of their
horses are swallowed up in the LOUD BUZZING OF SWAMP
INSECTS and the CRIES OF THE SWAMP BIRDS...

A moment later, Tarleton and the vanguard of Dragoons ride
up.  Tarleton signals stop at the fork...

Looks... nothing.  Listens... nothing.  Chooses a path,
the one Marion took.  Rides off, the Dragoons following...

EXT.  DEEPER IN THE SWAMPS - NIGHT

Darker still.  Tarleton and his men come to a dead end,
blocked by a heavy tangle of huge swamp ferns and thorn
bushes.

They rein back their horses, stopping in a confused mess.
Tarleton calls to Gaskins and the Loyalist scouts.

				TARLETON
		Which way?

				GASKINS
		This way... no this... I think...

Tarleton makes his own choice... rides off... the Green
Dragoons follow, the Loyalists bring up the rear.

EXT.  SWAMP MORASS - NIGHT

Tarleton and his mounted Dragoons struggle through a
nearly impassable morass of swamp-grass, reeds and
swarming mosquitoes...

The exhausted Dragoons are wet, covered with mud, and
bleeding from swamp briars.  The horses are spent and
foaming...

Tarleton struggles harder than any, but finally even he
has had enough.  He reins back his horse.

				TARLETON
		HALT!

Tarleton glares into the impenetrable darkness of plant-
choked water and swamp...

				TARLETON
		Enough of this.  There are other
		ways to run down a fox.

Tarleton yanks on his reins, turns his horse and starts
back the way they came.  His grateful men turn their
horses and follow.

IN THE UNDERGROWTH, Marion, Gabriel, Billings and three
badly wounded men, with only four horses between them,
calm their mounts...

They can hear, but not see the Dragoons.  Then, through
the thick undergrowth, MARION CATCHES A GLIMPSE OF
TARLETON...

Gabriel, tending the wounded men, sees his father lock his
eyes on Tarleton...

Marion quickly opens his weapons pouch and pulls out one
of the bullets he made from Thomas' lead soldiers.
Walking to his horse, Marion loads...

Marion mounts, scanning the terrain, planning a route...

				GABRIEL
		Father, no...

As Marion spurs his horse to ride after Tarleton, Gabriel
grabs the bridle.  He YANKS HARD, stopping Marion's horse
dead.  THE HORSE BUCKS, nearly throwing Marion...

				MARION
		That's him.  Tarleton.

MARION SPURS THE HORSE which tries to respond but is
JERKED BACK AGAIN by Gabriel.  Marion angrily turns on his
son...

				MARION
		Damn you!  Let go!

Gabriel looks up at his father, never loosening his iron
grip on the bridles but speaking softly, almost
pleadingly:

				GABRIEL
		Father, please...

Marion looks down at Gabriel.  Then Marion looks over at
Billings and the three wounded men...

One bleeds from an ugly neck wound... their shared mounts
are nearly spent...

Marion takes a last look in the direction of the departing
Tarleton.  Then he dismounts and hurries over to help the
wounded.  Gabriel watches his father for a moment, then
joins him with the wounded.

EXT.  WOODED GLEN - NIGHT

Dark.  Marion and his battered men gather, taking stock.
Men drift in, mounted and on foot in ones and twos, past
wary sentries.  GABRIEL RIDES UP, dismounts and reports to
Marion, out of earshot of the other men.

				GABRIEL
		Fourteen dead, eleven wounded,
		eighteen captured.

				MARION
		I should have killed him when I had
		the chance?

				GABRIEL
		When was that?  In the swamp at the
		expense of your men?  Or when he
		killed Thomas at the expense of your
		family?

				MARION
		No...

				GABRIEL
		Or perhaps tomorrow at the expense
		of our cause.

Marion is silent.

				GABRIEL
		There will be a time and a place for
		revenge but killing Tarleton at the
		expense of your duty serves no one
		but yourself.
			   (beat)
		Stay the course.

The parental-sounding formality of Gabriel's words brings
a thin smile to Marion's face.

				MARION
		Stay the course... your mother used
		to say that to me when I'd get drunk
		or lose my temper.

				GABRIEL
		She'd say it to me when I picked on
		Thomas or Nathan.

				MARION
		You learned her lessons better than
		I.

				GABRIEL
		She got me at a more impressionable
		age.

Marion smiles, nods a silent thanks to his son and heads
over to help with the wounded.

EXT.  MARION'S ENCAMPMENT - NIGHT

A cold, winter rain falls.  Most of Marion's grim men are
huddled in lean-to's and around campfires.  Green and
several other Pembroke townspeople unload a wagon of
supplies while Marion, Scott and Fielding stow the
provisions.

Gabriel and Anne sit at a fire, under the cover of a lean-
to, taking quietly.  He's troubled.  She tries to be
hopeful.

				ANNE
		Next time we'll bring more blankets.

				GABRIEL
		That would be nice.

				ANNE
		Maybe we'll be lucky this winter and
		have just rain, no snow.

				GABRIEL
		That would be nice, too.

She takes a pot off the campfire and pours him a cup of
tea.

				ANNE
		Just because the French didn't come
		this fall, doesn't mean they're
		never going to come.

He nods and takes a drink of the tea.  She smiles.
Gabriel smiles back to her, revealing a mouthful of ink-
stained, black teeth.  Before she has time to laugh...

ROLLINS RIDES HARD INTO CAMP.  Marion hurries over,
accompanied by the Great Danes.  The other men gather
around.

				ROLLINS
		They're to be hung!

				GABRIEL
		But they're prisoners-of-war!

Marion isn't as surprised as Gabriel.  He is, however,
taken aback by Gabriel's black teeth.  Gabriel notices
everyone looking at his mouth.

Anne is embarrassed and regretful, seeing her joke fly in
the face of the troubling news.

EXT.  FORT CAROLINA - DAY

A REDCOAT SENTRY sees a lone figure on horseback ride out
of distant woods.  It's Rev. Oliver, carrying a white flag
with one hand, holding a dispatch case in the other.  The
sentry calls to the Commander of the Watch.

				REDCOAT SENTRY
		Sir.

INT.  CORNWALLIS' HEADQUARTERS - FORT CAROLINA - DAY

A temporary HQ has been set up in a commandeered
farmhouse.  Cornwallis stands uncomfortably while a tailor
measures him and marks alterations on a partially
completed uniform.  Tarleton enters.

				TARLETON
		General, a message from the
		commander of the rebel militia.

Cornwallis reads the message.

				CORNWALLIS
		It seems our Swamp Fox wants to have
		a formal parley.

				TARLETON
		Are you going to meet with him?

				CORNWALLIS
		Most certainly.  Arrange it.

EXT.  CAROLINA ROAD - DAY

Marion rides, trailed by Cornwallis' Great Danes.  Behind
him, two dozen heavily armed Patriots, including Rev.
Oliver who carries a white flag.

A detachment of Redcoat Cavalry, lead by Major Halbert,
waits.  The Redcoats fall in on either side.  They ride
on.

EXT.  FORT CAROLINA - DAY

Redcoat sentries see the approaching Patriots and Redcoats
and open the gates.  Billings and the other Patriots stop,
a hundred yards outside the barricades.

MARION alone rides through the gates, flanked by the
British cavalry, the Great Danes following closely behind.

INT.  CORNWALLIS' HEADQUARTERS - DAY

Major Halbert ushers Marion in.  The Great Danes follow
sniffing curiously, sensing something or someone.

				MAJOR HALBERT
		Lord Cornwallis will be with you
		presently.

				MARION
		Thank you.

				MAJOR HALBERT
		You may, of course, keep your
		weapons, but I must warn you that...

				MARION
			   (interrupting)
		I'm familiar with appropriate
		behavior at a military parley.

				MAJOR HALBERT
		Yes, quite, but you should know
		that...

				MARION
		That will be all, Major.  I'll wait
		for Lord Cornwallis.

				MAJOR HALBERT
			   (coldly)
		Yes... you will wait.

Major Halbert turns and starts to stride out.

				MARION
		One other thing.

Major Halbert stops.

				MARION
		The proper form of address to a
		superior officer, even one of an
		opposing army, is "Yes, sir."

Major Halbert sneers and strides from the room.  MARION
ALONE, EXCEPT FOR THE DOGS, allows himself a fleeting
smile.  Then he looks around the room.  He notes a rocking
chair.  Curious, he hefts it.  Too heavy.  He puts it
down, sits and rocks.  The dogs walk over and lay at his
feet.

INT.  CORNWALLIS' HEADQUARTERS - DAY (LATER)

Marion patiently sits rocking.  One of the dogs has its
head in his lap and Marion scratches it behind the ears.

							    DISSOLVE TO:

INT.  CORNWALLIS' HEADQUARTERS - DAY

A stone-faced Marion stands in the center of the room,
playing with the dogs.  One of the dogs jumps up, putting
its front legs on Marion's shoulders, and licks his face.
Just then, Cornwallis walks in, overjoyed to see his dogs.

				CORNWALLIS
		Jupiter!  Mars!

The dogs just look at Cornwallis.  He holds out his arms,
waiting for them to rush to him.  They look up at Marion
who nods to them.

				MARION
		Go.

The dogs run to Cornwallis and nuzzle him in a friendly
but not enthusiastic manner.  Cornwallis pats them
vigorously, too vigorously for the moderate level of joy
the dogs are showing at their reunion.

				CORNWALLIS
		My boys... my boys... you seem to
		have been well fed.  Thank you for
		that, Colonel.

				MARION
		My pleasure, sir.

				CORNWALLIS
		Please forgive me for keeping you
		waiting.

				MARION
		Apology accepted.

				CORNWALLIS
		Thank you, Colonel... I'm afraid I
		don't know your name.

				MARION
		Colonel will do.

				CORNWALLIS
		As you wish.

TARLETON ENTERS with four Dragoons, all armed...

Marion freezes...

Marion and Tarleton lock eyes.  Marion searches for some
sign that Tarleton recognizes him.  There's none.

				CORNWALLIS
		Colonel... Colonel Banastre
		Tarleton.

Tarleton nods.

				TARLETON
		Colonel.

Marion, like ice, looks Tarleton up and down.  Then he
slowly turns and looks at the four Dragoons, two on either
side of Tarleton.  Marion measures the odds and finds them
wanting.

With a supreme effort of will, Marion forces himself to
turn from Tarleton to Cornwallis and the matter at hand.

				MARION
		Shall we proceed?

				CORNWALLIS
		Let us.  Unless you object, I would
		like to deem this meeting a formal
		negotiation and, as such, there are
		certain customary practices.
		Perhaps I could explain them to
		you...

				MARION
		I'm familiar with how a formal
		negotiation is handled.

				CORNWALLIS
		Oh?

				MARION
		I served in His Majesty's army in
		the French and Indian War.

				CORNWALLIS
		Oh.  Very well, then.  Would you, as
		the initiating party, like to begin?

				MARION
		Unless you would like to claim
		aggrieved status.

Cornwallis is surprised.  He exchanges a look with
Tarleton.

				CORNWALLIS
		You are familiar with how these
		things are done.  In fact, I would
		like to claim aggrieved status.

				MARION
		Very well, proceed, sir.

				CORNWALLIS
		First, you have in your possession
		certain belongings of mine,
		including clothing, private papers,
		furniture and personal effects of a
		non-military nature which I would
		like to have returned to me.

				MARION
		I will do so as soon as possible.

Cornwallis is surprised.

				CORNWALLIS
		Thank you.

				MARION
		Please accept my apology for not
		having done so sooner.

				CORNWALLIS
		Apology accepted.  Now, on the
		matter of the specific targeting of
		officers during engagements, this is
		absolutely unacceptable.

				MARION
		That one is a bit more difficult.

				CORNWALLIS
		Certainly you must know that in
		civilized warfare, officers in the
		field must not be accorded
		inappropriate levels of hostile
		attention.

				MARION
		And what are inappropriate levels of
		hostile attention?

				CORNWALLIS
		Colonel, imagine the utter chaos
		that would result from un-led armies
		having at each other.  There must be
		gentlemen in command to lead and,
		when appropriate, restrain their
		men.

				MARION
		Restrain them from the targeting of
		civilians, including women and
		children?

				CORNWALLIS
		That is a separate issue.

				MARION
		I consider them linked.

				CORNWALLIS
		I beg to differ.  One is a command
		decision on your part.  The other
		represents nothing more than the
		occasional over-exuberance of field
		officers attempting to carry out
		their duty in difficult
		circumstances.

				MARION
		As long as your soldiers attack
		civilians, I will order the shooting
		of your officers at the outset of
		every engagement.
			   (beat)
		And my men are excellent marksmen.

Cornwallis sighs.

				CORNWALLIS
		Very well, let us move on to...

				MARION
		Prisoner exchange.

				CORNWALLIS
		Sir?

				MARION
		You have eighteen of my men.  I want
		them back.

				CORNWALLIS
		I do have eighteen criminals under
		sentence of death, but I hold no
		prisoners-of-war.

				MARION
		If that's your position, then
		eighteen of your officers will die.
		Nineteen, if you hang me with my
		men.

				CORNWALLIS
		What officers?

Marion steps to the window, checks the view.  A wooded
hillside is visible in the distance.  Marion reaches into
his jacket...

The Dragoons move on him...

Marion extracts not a weapon, but a spyglass, which he
hands to Cornwallis.

				MARION
		In the clearing, just down from the
		crest, to the left of the dark
		pines...

Cornwallis looks through the spyglass.

VIEW THROUGH THE SPYGLASS

Though difficult to see clearly through the shimmering
haze, Cornwallis can just make out a row of bound Redcoat
officers, with Patriot soldiers holding muskets at their
heads.

CORNWALLIS turns coldly to Marion.

				CORNWALLIS
		Their names, ranks and posts?

				MARION
		They refused to give me their names.
		Their ranks are nine lieutenants,
		five captains, three majors and one
		fat colonel who called me a cheeky
		fellow.  Their posts?  We picked
		them up here-and-there last night.

Cornwallis glares at Marion.

				CORNWALLIS
		You are not a gentleman.

Marion can't help but laugh at the insult.

				MARION
		If your conduct is the measure of a
		gentleman, I take that as a
		compliment.
			   (coldly)
		Get my men.

Cornwallis turns to Colonel Huntington.

				CORNWALLIS
		Arrange the exchange.

Colonel Huntington leaves to do so.

				MARION
		Thank you, General.  I'm sure your
		officers will thank you, as well.

Marion salutes Cornwallis who doesn't return the salute.

THEN MARION TURNS TO TARLETON.  He walks up to him and
looks him in the eye.

				MARION
		You don't remember me, do you?

Tarleton examines Marion's face, finding him familiar, but
unable to place him... then Tarleton remembers...

				TARLETON
		Ah, yes, that boy.

Tarleton calmly holds Marion's glare.

				TARLETON
		Ugly business, doing one's duty.

				MARION
		Yes, ugly business.

Marion takes a step closer to Tarleton, then speaks very
softly, very slowly, very clearly.

				MARION
		If you are alive when this war is
		over, I'm going to kill you.

Marion locks his eyes on Tarleton to make it perfectly
clear that he means what he says.  Tarleton tries to cover
his reaction but it's apparent that he's taken aback by
Marion's icy words.

Marion turns and walks out.  The two Great Danes start to
follow, but Cornwallis SNAPS A COMMAND:

				CORNWALLIS
		Jupiter!  Mars!

THE DOGS FREEZE, looking after Marion, who doesn't turn
back.  The dogs reluctantly sidle over to Cornwallis'
side.

EXT.  ASSEMBLY YARD - FORT CAROLINA - DAY

Redcoats glare at Marion who sits, mounted, waiting.  His
eighteen men are led out of the prison blockhouse and
directed to waiting horses.  Surprised to be freed, they
mount up.

CORNWALLIS AND TARLETON step out onto the front porch of
Cornwallis' headquarters and watch as Marion and his men
ride toward the gate.

THE TWO GREAT DANES, watch Marion from Cornwallis' side.

Cornwallis motions to the Redcoat Sentries to OPEN THE
GATES.  They do so and Marion and his men, without
hurrying, ride out.

Then, just as the gates are closing behind him, Marion,
without turning around, lets loose with a PIERCING
WHISTLE...

THE TWO GREAT DANES INSTANTLY RACE AFTER MARION, making it
through the gates just as they're closing.

CORNWALLIS, seeing his dogs run after Marion, SPUTTERS,
then turns and storms back into his quarters.

TARLETON, still off-balance from Marion's parting
statement, watches Marion ride away.  Then he turns to
Major Wilkins who stands nearby.

				TARLETON
		Take a detachment and go get our
		officers.

Wilkins hurries off.

EXT.  HILLSIDE CLEARING - ABOVE FORT CAROLINA - DAY

Major Wilkins and a detachment of Green Dragoons ride up
the wooded slope toward the bound Redcoat officers that
Cornwallis saw through the spyglass.  As the Dragoons ride
out of the trees into the clearing they stop dead, seeing
that:

THE "REDCOAT OFFICERS" are not real -- they're nothing
more than SCARECROWS IN REDCOAT UNIFORMS.  There's no sign
of Marion or his men.

INT.  CORNWALLIS' HEADQUARTERS - FORT CAROLINA - DAY

CLOSE SHOT:  One of the "Redcoat Officers," stuffed with
straw is thrown onto Cornwallis' desk by Tarleton.

Cornwallis looks at the scarecrow, then turns to Tarleton.

				CORNWALLIS
		This fox believes himself clever.
		We shall see.

EXT.  POND BLUFF - DAY

Tarleton and Wilkins wait while Green Dragoons and
Loyalists search the remains of Marion's house and barn.
Gaskins, filthy from the ashes, walks up to Tarleton.

				GASKINS
		Nothing.

				WILKINS
		No one's been here for months.

				TARLETON
		But now we have a name for our
		Colonel... Francis Marion.  And with
		a name will come a family.

EXT.  CHARLOTTE'S HOUSE - NIGHT

A thick ground fog surrounds Charlotte's house.  The soft
lights of candles glow in the windows.  All appears
peaceful.

Then, the SHADOWED FIGURES of THREE DOZEN GREEN DRAGOONS
appear out of the mist, silently approaching the house on
foot.

INT.  CHARLOTTE'S HOUSE - NIGHT

A fire crackles in the fireplace.  A curtain blows in the
open window.  THE DOOR BURSTS OPEN.  WINDOWS BREAK.  Green
Dragoons pour into the house, muskets brandished.  No sign
of occupants.  CAPTAIN MORROW barks a command:

				CAPTAIN MORROW
		UPSTAIRS!

The Dragoons THUNDER UP THE STAIRS... Tarleton and Wilkins
stride in, watching the search... the parlor... nothing...
The kitchen... food is cooking...

The dining room... the table is set, half-eaten food is on
the plates, abandoned in mid-meal.  TARLETON WALKS INTO
THE DINING ROOM, touches some of the food, gauging its
warmth.

				TARLETON
		They can't be far.  Check the
		outbuildings and the woods.

The Dragoons race outside.

EXT.  CHARLOTTE'S HOUSE - NIGHT

A TORCH BURNS.  A dozen Dragoons light torches off of it
and fan out to search.  The thick fog turns the torches
into diffused, floating balls of light, turning the
Dragoons into ghost-like apparitions.

CAMERA FOLLOWS ONE OF THE TORCHES, carried by a
particularly rough-looking Dragoon who skirts the edge of
the underbrush closest to the house.  As the torch moves,
its flame sends long shadows and shafts of light into the
underbrush...

The CAMERA STOPS to reveal, in the brush, TWO FACES,
GABRIEL AND CHARLOTTE, dark, motionless, watching the
search.  Behind them, MARION'S OTHER CHILDREN, Nathan,
Samuel, Margaret, William and Susan...

Around them, SEVERAL MORE OF MARION'S MEN, including ABNER
BROWN, weapons ready.  The moving lights play on their
faces.

AT THE FRONT OF THE HOUSE, the torches converge,
illuminating Tarleton who gives the unheard order.  The
torches fan out and begin SETTING FIRE TO THE HOUSE, BARNS
AND OUTBUILDINGS.

MARGARET grips Charlotte's arm.  Gabriel motions and they
all ease back, disappearing into the brush.

EXT.  SHANTY TOWN - NIGHT

A compound of rude shacks, built of scraps of lumber and
rough-hewn logs, stands on the side of the Magpie River.

Marion's men wait with the children while Abner, Charlotte
and Gabriel, flanked by Aaron and Abigail, Marion's
middle-aged, black servants, seen in the opening sequence,
talk with several stern-looking, middle-aged, black
FREEDMEN.

The conversation, which is out of the children's earshot,
is testy, with one of the middle-aged freedmen
particularly troubled.

Marion's stone-faced children look around, appraising
their surroundings, registering the poverty of the shanty
town.

THE DISCUSSION BETWEEN THE GROWN-UPS ends with a guarded
exchange of handshakes.  Gabriel, Charlotte, Abner, Aaron
and Abigail rejoin the children and Marion's men.

				GABRIEL
		It's all set.

They follow Aaron, down an alley to A SHACK.  Small.
Barely standing.  The children stop in their tracks,
knowing this is to be their new home.

Charlotte sees their hesitation.  She walks up to the
little structure, examining it with a critical eye.  She
looks on the doorway, seeing a single room, a dirt floor,
wax-paper instead of glass in the windows, a rude,
chimney-less fire-pit against the back wall.  She smiles.

				CHARLOTTE
		This will do fine.

She turns to Aaron and Abigail.

				CHARLOTTE
		Thank you.

Charlotte walks inside without looking back.  The children
hesitate, then follow her inside.

INT.  SHACK - SHANTY TOWN - NIGHT

The children help Aaron and Abigail make beds out of
armloads of hay.  OUTSIDE, Charlotte and Gabriel talk
quietly.

				CHARLOTTE
		So he's the one they talk about, the
		Swamp Fox.

				GABRIEL
		Yes.

				CHARLOTTE
		I thought it might be him, the bits
		and pieces we heard, a veteran,
		fought in the French and Indian War,
		knows the swamps.

				GABRIEL
		They won't stop looking for you and
		the children.

				CHARLOTTE
		We'll be alright, here, for now.
			   (beat)
		How is he?

Gabriel searches for an honest answer.

				GABRIEL
		I don't know... I'm his son.

Gabriel steps over to his saddlebags, opens his pack and
pulls out a stack of letters which he hands to Charlotte.

				GABRIEL
		These are for you and the children.

They sense someone behind them.

				SUSAN
		Why didn't father come?

Gabriel is astonished to hear words coming from his
heretofore silent sister.  Charlotte nods, smiling.

				CHARLOTTE
		Speaking for months now.

				SUSAN
		Why didn't he come?

				GABRIEL
		He wanted to, Susan, but he couldn't
		leave his men.

				SUSAN
		He left us.

				GABRIEL
		I know he did and he's sorry.  He'll
		come back as soon as he can.

Susan says nothing.  Gabriel continues, hopefully.

				GABRIEL
		There are some letters here from
		him.  Some are just to you.

				SUSAN
		I don't care.  I hate him.

				GABRIEL
		You don't hate him.

				SUSAN
		Yes, I do.  I hate him and I hope he
		never comes back.

Gabriel kneels down and embraces her.  She stands coldly
with her arms at her sides.

EXT.  MARION'S ENCAMPMENT - DAY

An astonished Marion talks to Gabriel.

				MARION
		She spoke?  Susan spoke?

				GABRIEL
		Full sentences.  As if she had been
		speaking all along.

				MARION
		I don't believe it... and I wasn't
		there for it...

The cloud passes quickly.

				MARION
		Tell me everything she said, word
		for word.

Gabriel hesitates.

				GABRIEL
		She said... she loves you and misses
		you but she understands why you
		can't be there with her.

				MARION
		She said that?  Oh, my Lord, she said
		that?

Gabriel nods.

				MARION
		Isn't that something.

Marion shakes his head at the thought, smiling to himself.
Gabriel, uncomfortable with the lie, changes the subject.

				GABRIEL
		Father, there's something else I
		need to talk to you about.

				MARION
		What?

				GABRIEL
		Come with me.  I'll tell you when we
		get there.

Marion nods and curiously follows Gabriel.

EXT.  PEMBROKE VILLAGE - NIGHT

Dark.  The village square is deserted.  Marion follows
Gabriel into the shadow of the village church.  They
dismount, tie up their horses and enter the back door of
the church.

INT.  CHURCH - PEMBROKE VILLAGE - NIGHT

Marion walks in and stops dead.  At the altar of the small
sanctuary, HALF-A-DOZEN PEOPLE stand with Rev. Oliver.  At
the center of the tiny gathering is Anne Green, flanked by
her parents.

				GABRIEL
		Father, I'm looking for a best man.

Marion is stunned but recovers quickly.

				MARION
		I'd be honored.

They share a moment, then head down the aisle.  Marion
greets Anne's parents, shaking hands with her father and
bowing to her mother.  Abner, at the door, nods that the
coast is clear.

				REV. OLIVER
		Dearly beloved, we are gathered here
		in the sight of God to join this man
		and this woman in holy matrimony...

MARION feels every word, looking straight ahead but
knowing that he's standing next to his son.

EXT.  CHURCH - NIGHT

In the shadows behind the church, the bride and groom say
goodbye to the wedding party.  Anne talks quietly with her
parents.  Marion and Gabriel talk nearby.

				GABRIEL
		Sir, I'd like to request a furlough.
		Two days?

				MARION
		Granted.  Where are you going?

				GABRIEL
		Cheraw Falls.

				MARION
		It's beautiful there.  Your mother
		and I were there once, before you
		were born.

				GABRIEL
		I know.

They're silent for a moment.

				MARION
		She would have been pleased.

Gabriel nods, then turns to his horse, unnecessarily
checking his pack ropes.  Anne joins them.  Marion
embraces her and gives her a fatherly kiss.

				ANNE
		I'm sorry we didn't give you more
		warning.

				MARION
		It's alright.  I'm very happy for
		you.

He helps her mount up.  Abner, on guard near the road,
motions them on.  They all watch as Gabriel and Anne ride
off.

EXT.  WOODED ROAD - NIGHT

Marion, Rev. Oliver and Abner ride slowly down the road.
It's a beautiful, moonlit night.  Marion breaks the
silence, speaking as much for himself as the others.

				MARION
		It's a good measure of a woman that
		she'll have her honeymoon under the
		stars.

				REV. OLIVER
		For richer, for poorer, in sickness
		and in health, 'til death do they
		part.

Marion nods.  They ride on.

EXT.  SOUTH CAROLINA SHORE - DAY

A British packet, a small, fast warship, lies anchored
just offshore.  A rowboat, manned by half-a-dozen sailors,
carrying a Redcoat Lieutenant, beaches.  Several Redcoats
wait.

The Lieutenant, carrying a dispatch case, jumps out off
the boat, mounts a waiting horse and rides off.

EXT.  SMALL BRITISH FORT - DAY

Cornwallis, with his command staff clustered around him,
sits on horseback reading the dispatch as the dispatch
rider waits.  They're on a hillside, looking over the
burned-out remains of a small British fort as some
Redcoats pull the Union Jack out of a trench latrine.

Cornwallis motions Tarleton and they ride a few yards from
the other officers and speak, out of earshot.

				CORNWALLIS
		From General Clinton in New York...
			   (reading)
		"... your request to move north is
		denied until you have properly dealt
		with your militia problem."
			   (aside)
		He underlined, 'militia'.
			   (reading)
		"You have spent over six months
		dealing with a six-week problem.  It
		is essential that you quell the
		militia..."
			   (aside)
		Underlined again.
			   (reading)
		"... insurgency, particularly
		because of the likely move south of
		Washington and the inevitable
		arrival of the French.  Militia, as
		you have so often pointed out, is
		not worth the attention of a
		significant army, hence it is