PLEASANTVILLE



                    A Fairytale by Gary Ross




     October 7, 1996




     "He was part of my dream of course
     but then I was part of his dream too."

                      - Lewis Carroll "Through the looking glass"






     FADE IN:

     INT. HIGH SCHOOL AUDITORIUM. DAY.

     A college counselor stands at the Podium lecturing the high
     school seniors about their future.

                         COLLEGE COUNSELOR
               ... For those of you going on to college
               next year, the chance of finding a good
               job will actually decrease by the time
               you graduate. Entry level jobs will drop
               from thirty-one to twenty-six percent,
               and the median income for those jobs
               will go down as well ...

     There is some rustling in the audience.

                         COLLEGE COUNSELOR (CONT)
               Obviously, my friends, it's a
               competitive world and good grades are
               your only ticket through. By the year
               Two Thousand  ...

     INT. HIGH SCHOOL. HEALTH CLASS.

     A different teacher lectures a different class of students.

                         HEALTH TEACHER
               ... The chance of contracting HIV from a
               promiscuous lifestyle will climb to one
               in one hundred and fifty. The odds of
               dying in an auto accident are only one
               in twenty-five hundred.
                    (beat)
               Now this marks a drastic increase ...

     INT. HIGH SCHOOL. SCIENCE CLASS.

     Same angle. Different teacher.

                         SCIENCE TEACHER
               ... From just four years ago when ozone
               depletion was at ten percent of its
               current level. By the time you are
               twenty years old, average global
               temperature will have risen two and a
               half degrees. Even a shift of one
               degree can cause such catastrophic
               consequences as typhoons, floods,
               widespread drought and famine.

     REVERSE ANGLE. STUDENTS.

     They stare back in stunned silence. One of them, DAVID
     WAGNER, sits in the front row with a pencil in his mouth.
     Nobody moves ...

                         SCIENCE TEACHER
                    (chipper classroom tone)
               Okay. Who can tell me what famine is?

                                             CUT TO:

     1958.

     Birds are chirping. The sun is shining. All the hedges are
     neatly pruned and the lawns are perfectly manicured. A sweet
     stillness hangs over the SUBURBAN STREET, which is bathed in
     beautiful BLACK AND WHITE.

                         MAN'S VOICE (OS)
               Honey, I'm home.

     SUBURBAN HOME.

     GEORGE PARKER enters the front door and hangs his hat on the
     coatrack. He sets his briefcase down and moves into the foyer
     with a huge smile on his face. It's a frozen smile that
     doesn't seem to be affected by too much in particular--like a
     tour guide at Disneyland.

                         WOMAN'S VOICE (OS)
               Hello darling.

     WIDER.

     MRS. GEORGE PARKER (BETTY) enters, untying the back of her
     apron. She is a vision of '50s beauty with a thin figure and
     concrete hair. Betty crosses to her husband and hands him a
     fresh martini. She kisses him on the cheek.

                         BETTY
               How was your day?

                         GEORGE
               Oh, swell. You know, Mr. Connel said
               that if things keep going the way they
               are, I might be seeing that promotion
               sooner than I thought.

                         BETTY
               Oh darling that's wonderful!
                    (an adoring gaze)
               I always knew you could do it.

     WAGNER LIVING ROOM. NIGHT.

     1996 -- (LIVING COLOR)

     DAVID WAGNER sits on his couch watching this entire action on
     a sleek new Sony T.V. He stares riveted at the set with a big
     smile on his face. David wears black shoes, black pants,
     black t-shirt and a black baseball cap, not a nerd exactly
     ... He reaches next to him into a huge bag of Doritos, never
     taking his eyes off the show.

                         GEORGE (OS)
                    (on T.V.)
               Hey, Pumpkin! What's that smell?
                    (sniffing)
               Is that your meat loaf?

                         DAVID
                    (by rote)
               "It might be ..."

                         BETTY (OS)
                    (shy smile)
               It might be.

     He leans over and kisses her--again on the cheek.

                         GEORGE (OS)
               Oh Pumpkin! You sure know the way to
               this man's heart.

     There is a loud and inappropriate LAUGH TRACK. David smiles
     wider and is just about to reach for more corn chips, when
     his real MOTHER'S VOICE rings out from the other room.

                         DAVID'S MOM (OS)
               ... Bullshit Barry, that wasn't the
               deal

     INT. KITCHEN.

     David's mom paces the room with the phone in her hand.
     Between the plastic surgery and the make-up it's hard to fix
     her age.

                         DAVID'S MOM
               No--you have custody the first weekend
               of every month and this is the first
               weekend ...
                    (pause)
               I don't care if yesterday was the
               thirtieth, this is still the first
               weekend.

     INT. LIVING ROOM.

     Her words drift in from the kitchen while David stares at the
     show.

                         DAVID'S MOM (OS)
               No I can't bail you out, I'm supposed to
               go to La Costa ...
                    (beat)
               Well if I want to get a mud bath, that's
               really my business, isn't it?

     He reaches out and TURNS UP THE SOUND. PLEASANTVILLE plays at
     an unnaturally high volume.

                         GEORGE
                    (on T.V.)
               Hey. Where are those kids?

                         DAVID
                    (reciting--a little louder)
               "Right behind you father."

                         BUD AND MARY SUE TOGETHER
                    (on T.V.)
               Right behind you father.

     RESUME T.V. (BLACK AND WHITE)

     The Parkers' son and daughter (BUD AND MARY SUE) enter the
     foyer together. Mary Sue wears her hair in a pony tail. Bud
     has on a Letterman's sweater.

                         MARYSUE
               Mother ... Father ... Bud has a little
               surprise for you.

                         BETTY
               What's that Bud?

     Bud hesitates for a moment, then folds up a shiny blue
     ribbon.

                         BUD
               First prize at the science fair. There
               were lots of swell projects--guess mine
               was just the "swellest".

                         BETTY
               Darling that's wonderful. Except there's
               no such word as "swellest".

                         BUD
               Well gee whizz, Mom. lt wasn't the
               "English" fair.

     There is another jarring LAUGH TRACK.

     CLOSE UP. DAVID.

     He smiles right along with it. David stares transfixed at the
     set despite the continuing conversation in the other room.

                         DAVID'S MOM (OS)
               Well sure they can stay by themselves,
               Barry, but that's not the point. You
               said you'd take them.
                    (beat)
               Well fine--they'll stay by themselves
               then.

                         DAVID
                    (quietly)
               What's a mother to do?

                         BETTY(OS)
                    (on T.V.)
               Oh--what's a mother to do?

     CLOSE UP. DAVID.

     He grabs another handful of Doritos staring at the T.V ...

                                             CUT TO:

     EXT. HIGH SCHOOL. (SERIES OF SHOTS) DAY.

     A cacophony of modem life. Beepers and nose rings--blue hair
     and tattoos. Dissonant boom boxes compete with one another.
     The hormones are running crazy.

     SCHOOL COURTYARD.

     lt is a large open area, alive at lunchtime. Groups of kids
     hang out together, divided by their various cliques. The
     music pounds in the background.

     CLOSE UP. DAVID.

     He stands at one end of the courtyard beside a chain link
     fence. Beads of sweat form on David's forehead as he speaks
     to someone in front of him.

                         DAVID
               Hi. I mean ...
                    (pause)
               ... Hi.

     REVERSE ANGLE.

     A very pretty blonde girl smiles back at him. It's a warm,
     welcoming smile.

     CLOSE UP. DAVID.

                         DAVID
               Look. You probably don't think I should
               be asking you this. I mean--not knowing
               you well and all ...

     REVERSE ANGLE. GIRL.

     She smiles wider at him, inviting him to continue.

     CLOSE UP. DAVID.

                         DAVID
                    (pause ...)
               I mean I know you--everybody knows you
               ... I just don't know you ...
               technically.

     REVERSE ANGLE. GIRL.

     She nods at him ...

     CLOSE UP. DAVID.

                         DAVID
               Well--I was just wondering--'cause I see
               you all the time in Algebra and I heard
               you humming that Van Halen song and I
               really like that song too ...
                    (pause)
               Anyhow, I don't know what you're doing
               this weekend but my Mom's leaving town
               and she said I could use her car so ...

     REVERSE ANGLE. GIRL.

     She positively beams. The girl flicks her blonde hair and
     stares back at him adoringly.

     CLOSE UP. DAVID.

     Instead of smiling back, David just stares, then looks at the
     ground.

     WIDE ANGLE. SCHOOLYARD.

     For the first time WE SEE THAT SHE WASN'T TALKING TO HIM.
     David stands a good hundred yards across the schoolyard,
     rehearsing this speech while the young woman stands face to
     face with a much cooler boy. He has a cell phone and a very
     hip haircut.

     ANGLE. DAVID.

     David watches as the girl throws her arm around the boy's
     waist and heads out of the playground ...

                                             CUT TO:

     EXT. "LUNCHEON COURT". DAY.

     David and his friends are all gathered around the plastic
     picnic tables and vending machines that form the luncheon
     court. The chess club meets at one end and there are some
     teachers at the other. All the cool kids are on the other
     side of the fence but David and his friends eat lunch at the
     same table every day.

                         HOWARD
               Okay, whose window did Bud break when he
               was playing with his father's golf
               clubs?

                         DAVID
               Easy. Mr. Jenkins. What JOB did Mr.
               Jenkins have?

     Howard looks at him, puzzled.

                         DAVID (CONT)
               Salesman. What did Bud and Mary Sue name
               the cat they found in the gutter?

                         HOWARD
               Scout?

                         DAVID
               Marmalade.

     They all nod--and murmur with admiration.

                         DAVID (CONT)
               Okay--here's one: Why did their parents
               come home early from their weekend at
               the lake?

     Everybody thinks.

     Nobody knows.

                         DAVID (CONT)
               'Cause Bud didn't answer the phone and
               they were worried about him.

     It's quiet for a beat.

                         HOWARD
               You're unbelievable. You'll win this
               thing for sure. When is it on?

                         DAVID
               Marathon starts at 6:30. Contest's
               tomorrow at noon.

                         HOWARD
                    (weighing it)
               A thousand dollars ... And it's on all
               night?

                         DAVID
               Of course it is Howard. That's why they
               call it a Marathon.

                                             CUT TO:

     THE OTHER SIDE OF THE FENCE.

     David's sister, Jennifer, hangs out with her friends in the
     parking lot. All the girls are dressed in the exact same
     uniform: Blue jeans, beeper on the belt, white V-neck T
     shirt, car keys in their hand. (Even the girls WITHOUT a car
     hold car keys in their hand). Jennifer is by far the
     prettiest and, thus, is the leader of the group. They all
     look toward the Luncheon Court where David and his friends
     are hanging out.

                         KIMMY
               Omigod, it's so mortifying, being
               related to him. I can't believe you're
               like--

                         JENNIFER
               Only on my parent's side.

                         KIMMY
               I know, but you're like ... twins and
               stuff.
                    (beat)
               You must be from like, the cool side of
               the uterus.

     A group of VERY HIP boys strut through the parking lot. They
     bop up and down with the self-confidence of all cool sixteen
     year olds. The girls freeze when they see them.

                         KIMMY (CONT)
               Omigod, omigod--here they come.

                         CHRISTIN
               Don't do anything. Just don't like--do
               anything ...

                         JENNIFER
                    (cooly)
               Hi Mark.

     DIFFERENT ANGLE.

     He pauses then looks over at her. Jennifer slides sinuously
     off the fender of the car, flicking her hair like a young
     racehorse. She has a perfect 16 year old body and the whole
     parking lot knows it. Mark heads over to her, followed by his
     lackies. The two groups meet at the tail-gate of the Nissan
     Pathfinder like a small summit conference.

                         MARK
                    (to Jennifer)
               Hey.

                         JENNIFER
                    (right back)
               Hey.

     Beat ...

                         MARK'S LACKEYS
                    (to Jennifer's lackies)
               Hey.

                         JENNIFER'S LACKEYS
                    (back to them)
               Hey.

                         MARK
               Saw you at the mall yesterday.

                         JENNIFER
               Yeah ... Saw you too.

     Everyone nods for a moment or two. No one says anything.

                         JENNIFER (CONT)
               So you watching Pearl Jam on MTV
               tonight?

                         MARK
               Yeah.
                    (beat)

     Jennifer pauses, weighing the next statement.

                         JENNIFER
               My mom'll be out of town.

     Kimmy and Christin positively GASP while Mark's Lackeys
     mumble and glance around. The import of the thing isn't lost
     on anybody. Mark bobs up and down a little faster.

                         MARK
               So uh ... Maybe we could uh ...

                         JENNIFER
                    (smiling)
               Cool.

                         MARK
                    (nodding faster)
               Cool.

                         VARIOUS LACKEYS
               Cool.

     Everybody bobs and shuffles for  beat, when Mark nods,
     summoning his flock.

                                             CUT TO:

     EXT. WAGNER HOUSE. DUSK.

     lt is a south-westem version of "Leave it to Beaver." The
     uniformity of Suburbia has been washed in earth tones. There
     is a red tile roof gracing every home. All the houses have
     the same anemic palm tree. It's a urban planner's version of
     hell.

                         JENNIFER (VO)
               ... I know, I know--He's just like so
               FINE ... I'm still like: "Omigod."

     INT. WAGNER HOME.

     lt is just as sleek and impersonal as before. Maybe more so
     at night. Jennifer crosses through the living room with the
     cordless phone attached to her ear.

                         JENNIFER
               It was amazing, Daph ... I'm like:
               "Well my Mom'll be out of town." And
               he's like "Well then, maybe we could--
               you know ..." And I'm like "Yeah, sure."
               And he's like "Well, cool."
                    (beat)
               I know, he's just so smart.
                    (pause ...)
               I don't know. Maybe that black thing I
               just got.
                    (pause ...)
               It is not slutty, Daph, it's cute.
                    (pause ... )
               Well, "hello?" He's not coming  over
               here to study ...
                    (beat)
               I know. Well I'm jealous of you too
               sometimes.

     INT. DAVID'S BEDROOM.

     lt is studious and academic--not joyless, but not colorful
     either. David stands at his bedroom window, staring outside
     with a cordless phone in his hand.

                         DAVID
               ... He's not homeless Howard, they just
               don't say where he lives.
                    (pause ...)
               Well it's a silly question.
                    (pause ...)
               Because nobody's homeless in
               Pleasantville.

     REVERSE ANGLE. HIS POV.

     His mother loads the final Louis Vuitton bag into her
     Mercedes.

                         DAVID
               ... because that's just not what it's
               like.

     She fires up the car and pulls out of the driveway...

                         DAVID (CONT)
               Listen Howard--it's almost six-thirty.
               I gotta go.

     INT. WAGNER LIVING ROOM.

     The huge black TV sits like a monolith in the middle of the
     room. All at once David comes bounding down the stairs making
     a B-Iine for the couch. Jennifer enters just as quickly from
     the other direction, fiddling with her clothes.

     DIFFERENT ANGLE.

     They hit the coffee table and reach for the remote control at
     exactly the same moment. Both of them freeze then look up at
     each other in shock.

                         JENNIFER
                    (stunned)
               What are you doing?

                         DAVID
               What are you doing?

     Neither one moves. They clutch the remote together.

                         JENNIFER
               David, cut it out. Mark Davis is gonna
               like be here in five minutes.

                         DAVID
               Well great. The Pleasantville Marathon
               starts at six thirty.

                         JENNIFER
               Pleasantville Marathon?

                         DAVID
                    (almost reverently)
               Yeah. Every episode ever.

                         JENNIFER
                    (getting hysterical)
               Omigod, I don't be-lieeeeve this! He's
               gonna like beeeee here!

                         DAVID
               Weil great. You can watch TV upstairs.

                         JENNIFER
               Upstairs! Up-staiiirs! There isn't any
               STEREO!

     Jennifer gets panicked and yanks at the remote. David yanks
     back and before they know it, the remote goes flying out of
     their hands, CRASHING onto the hardwood floor. lt smashes
     into a million tiny pieces.

                         DAVID
                    (breathless)
               Oh my God ...
                    (sinking to his knees/
                    scooping up the remains)
               Oh my God ...

                         JENNIFER
               David, stop stressing, you can like--
               turn it on normally ...

                         DAVID
               No you can't, Jen! It's a new TV. It
               doesn't work without a remote.

     David cradles the pieces like a fallen comrade, when the
     DOORBELL RINGS behind him.

                         JENNIFER
               Oh my God! He's here!

     Jennifer sweeps some of the pieces frantically under the sofa
     and tries to adjust her outfit on the way to the door. David
     just stares in shock at the shattered plastic. Jennifer
     reaches the front door and wets her lips. She fluffs her hair
     quickly, sticks out her chest then swings it open.

     DIFFERENT ANGLE. FRONT DOOR.

     Jennifer steps forward with her sexiest smile, but it isn't
     Mark Davis on the other side. DICK VAN DYKE STANDS ACROSS THE
     THRESHOLD IN A TV REPAIRMAN'S OUTFIT. Jennifer looks at him
     puzzled. He steps forward, flashing her a chipper grin,
     toolbox in hand.

                         DICK VAN DYKE
               TV repair.

                         JENNIFER
                    (beat)
               TV repair?

                         DICK VAN DYKE
               Yeah. TV busted?

                         JENNIFER
                    (pause ...)
               Yeah ...

                         DICK VAN DYKE
                    (smiling wider)
               Well here I am.

     REVERSE ANGLE. DAVID'S POV.

     He glances out the front door toward a weird VAN parked at
     the curb. It says TV REPAIR on the side but looks like
     something from a medicine show. The antenna on top resembles
     a weather vane and the mural beneath it depicts a happy
     family from the 1950s, gathered around their TV set. Everyone
     wears a smile, including the dog. The hand-painted motto
     reads "Rob's TV Repair--WE'LL FIX YOU FOR GOOD."

     INT. LIVING ROOM.

     David looks back at Dick Van Dyke who smiles at him, then
     crosses to the living room STEPPING NIMBLY AROUND THE
     OTTOMAN. He heads toward the TV.

                         DICK VAN DYKE
                    (seeing the smashed remote)
               Holy cow. Look at that. Had a little
               disaster didn't ya fella.

                         DAVID
               Yeah ... Sort of ...

                         DICK VAN DYKE
                    (setting down the toolbox)
               We'll get you fixed up in no time.

     He pops the top of the tool box while Jennifer and David just
     stare. It's a strange looking box with the same happy family
     painted on the side. Dick Van Dyke pulls out another remote.

                         DICK VAN DYKE (CONT)
               I know how I'd feel if mine went out.
               Almost like losing a friend.

                         DAVID
                    (tentatively)
               You know, we didn't call any TV repair.

                         DICK VAN DYKE
               Well that makes it a lucky day for both
               of us, hunh?

     Jennifer shuts the door and crosses down toward the living
     room.

                         JENNIFER
               You think you could do this like soon?
               It's almost six thirty.

                         DICK VAN DYKE
               What's the rush?

                         DAVID
                    (cutting her off)
               The Pleasantville Marathon starts at six
               thirty.

     At that moment there is a huge FORK OF LIGHTNING and a
     booming CLAP OF THUNDER. It literally rattles the walls of
     the house as Dick Van Dyke turns toward David.

                         DICK VAN DYKE
               Pleasantville?

     David recoils slightly. Dick Van Dyke flashes him a smile.

                         DICK VAN DYKE (CONT)
               Gosh, I loved that show. Watched it for
               years.

                         JENNIFER
               That's not the reason. I've got a date
               at six thirty.

                         DICK VAN DYKE
                    (ignoring her/
                    leaning closer to David)
               Hey--who did Muff in take to the
               masquerade ball when her date came down
               with the measles?

                         DAVID
                    (stunned)
               ... Her father.

                         DICK VAN DYKE
               Right. And how did she dress him?

                         DAVID
                    (still staring)
               ... Like Prince Charming.

                         DICK VAN DYKE
                    (studying David/
                    nodding)
               Nice ... Nice ...

                         JENNIFER
               Um--hello? I've got like a social
               emergency here.

                         DICK VAN DYKE
                    (ignoring her)
               Remember the one where Bud lost his
               cousin when he was s'posed to be
               watching him?

                         DAVID
               Yeah ...

                         DICK VAN DYKE
               What department store did they go to?

                         DAVID
               McIntire's.

                         DICK VAN DYKE
               McGinty's.

                         DAVID
               No. McIntire's. Remember:
                    (sings)
               "For the very best in men's attire,
               Head right down to McIntire's."

                         DICK VAN DYKE
                    (stunned)
               That's right.

     He stares at David, speechless, for a moment, then smiles
     fondly and reaches beside him for his tool kit.

                         DICK VAN DYKE (CONT)
               Say--why don't you take this remote
               instead. It's got a little more "Ooomph"
               in it.

                         DAVID
               Ooomph?

                         DICK VAN DYKE
               Sure. Big beautiful set like this--you
               want something that'll put you right in
               the show.

                         JENNIFER
                    (quickly)
               We'll take it.

     CLOSER.

     He flashes them a big smile and holds out a weird looking
     contraption that seems more primitive than space age. It's a
     strange combination of an early transistor radio and Flash
     Gordon ray gun. Dick Van Dyke extends it with pride, while
     Jennifer and David stare at him warily ...

                         DAVID
                    (beat)
               How much does it cost?

                         DICK VAN DYKE
               Oh--couldn't charge you for something
               like that. It's free.

                         JENNIFER
               Free?

                         DICK VAN DYKE
               Oh sure. Big fan like yourself. It's the
               least I could do.

     There is a SECOND CLAP OF THUNDER even louder than the first.
     The house rattles for a moment then is quiet.

                         DICK VAN DYKE (CONT)
               Well, I better get going. Your show's
               almost on, and ...
                    (smiling at Jennifer)
               It's almost time for your date.

     He places the remote control gingerly on the coffee table and
     smiles at them. Dick starts across the living room when he
     suddenly catches his foot on the leg of the ottoman and
     tumbles end over end. He rolls on the carpet, executes a
     perfect somersault and comes right back to a standing
     position. David and Jennifer stare at him stunned when he
     looks back at them and smiles.

                         DICK VAN DYKE (CONT)
                    (grinning)
               Take care now.

     There is another flash of lightning as he reaches for the
     doorknob. David and Jennifer look at one another while the
     front door shuts with a THUD. It's quiet for a second or two
     before there is another CLAP OF THUNDER. David cocks his
     head.

     DIFFERENT ANGLE.

     David glances down at the strange contraption sitting on the
     coffee table. It looks a little scary. Slowly, very slowy, he
     reaches down and touches it. Nothing seems to happen so he
     picks it up.

     CLOSER.

     David points the remote toward the TV set with an
     apprehensive look on his face. He winces a little, then
     pushes one of the buttons.

     DIFFERENT ANGLE.

     The TV set turns on. Oprah's face fills the screen as an
     angry housewife screams at a transvestite!

                         DAVID
               Hunh.

     It ail seems normal as he pushes another button. This time
     the channel changes.

                         DAVID (CONT)
                    (relaxing)
               Great.

     He continues to press the button, flipping through the
     channels. Jennifer sees that everything is fine and reaches
     for the remote.

                         JENNIFER
               Lemme see that.

                         DAVID
               No way.

     He continues to flip through the channels, coming to rest on
     the Pleasantville Marathon.

     BUD'S VOICE fills the room.

                         BUD (OS)
                    (on TV)
               Gee whizz, Mary Sue--why can't I borrow
               your transistor radio?

                         MARY SUE (OS)
                    (on TV)
               I promised Betty Jane she could use it
               over the weekend.

     FULL SHOT. TV SET. "PLEASANTVILLE" (BLACK AND WHITE)

     Bud and Mary Sue clutch either end of a small transistor
     radio. They seem to be in the EXACT SAME POSITION as David
     and Jennifer, who are struggling over the remote control.

     ANGLE. DAVID AND JENNIFER.

     She tugs the remote while David yanks in the other direction.

                         JENNIFER
               Do you mind. This is like the most
               important moment of my whole life.

                         DAVID
               Forget it Jen, I've waited a year for
               this.

                         BUD (OS)
                    (on TV)
               "But I told Mr. Miller I'd bring a
               transistor in to electric shop."

                         MARY SUE (OS)
                    (on TV)
               "And I told Betty Jean she could have it
               for the picnic with Roy."

                         JENNIFER
                    (yanking at it)
               God, David. Just give it to me!

                         DAVID
                    (yanking it back)
               Get lost!

                         JENNIFER
               YOU get lost!

     WIDER. LIVING ROOM.

     She tugs at the remote trying to wrestle it out of his hands.
     David pulls in the opposite direction as they POINT IT
     DIRECTLY TOWARD THE TV.

     DIFFERENT ANGLE. SPECIAL EFFECT.

     A huge white light emanates from the contraption, like their
     own atomic blast wave. The entire room is filled with a
     BLINDING AURA for a second or two, before it actually gets
     sucked into the TV.

     WIDE ANGLE. LIVING ROOM.

     It is suddenly empty--illuminated only by the soft glow of
     the picture tube. David and Jennifer are nowhere in sight.

     INT. PARKER LIVING ROOM. (PLEASANTVILLE) DAY.

     David and Jennifer are standing in the middle of the 1950's
     living room, dressed in Bud and Mary Sue's clothing. They
     still clutch the remote control in the exact same position
     that was occupied by their fictional counterparts. David and
     Jennifer glance at one another, then look horrified around
     the room. THE WORLD HAS TURNED TO BLACK AND WHITE...

                         DAVID
                    (a whisper)
               Oh my God.

                         JENNIFER
               What happened?

                         DAVID
               I'm not sure.

     WIDER

     George Parker (Bud and Mary Sue's father) enters from the
     landing whistling a happy tune. He's dressed in a gray suit
     with a gray shirt, and a dark gray tie with little gray dots.

                         GEORGE
                    (as if to his own children)
               Hi Sport, hi Muffin ... Better get a
               move on, you're gonna be late for school.

     He continues to cross through the living room whistling into
     the kitchen ...

                         JENNIFER
                    (desperately)
               What did you do?

                         DAVID
               I don't know.

                         JENNIFER
                    (examining her black and white skin)
               Uchh! Look at me?! I'm like so ... pasty!

     He glances down at the remote control that sits lifeless in
     his hand. David frantically presses the buttons but nothing
     happens. All at once, there is a voice behind them.

                         VOICE (OS)
               Psst! Over here.

     DIFFERENT ANGLE.

     They whirl around to see DICK VAN DYKE'S FACE smiling at them
     from the TV set in the comer. It's an old '50s set with a big
     round picture tube. They run over to him as he smiles. His
     face is the only color in the room.

                         DICK VAN DYKE
                    (beaming)
               Told you it was your lucky day. Bet you
               thought I was just a fan or something.

                         JENNIFER
               What happened?

                         DICK VAN DYKE
               A miracle.

     They stare stunned at the TV set.

                         DICK VAN DYKE (CONT)
               ... See, every time I thought I'd found
               someone they'd turn out to disappoint me.
               They'd know the early episodes, but they
               wouldn't know the later ones ... They'd
               know all about Muffin but they wouldn't
               know about Bud ...

                         DAVID
                    (to the TV set)
               What the hell's going on!

                         DICK VAN DYKE
               Shh! Can't talk like that now. You're
               in ...
                    (smiles)
               You know ...

     David glances around at his black and white surroundings. His
     "mother's" voice rings out from the kitchen.

                         BETTY (OS)
               Bud. Mary Sue ... Breakfast is on the
               table.

                         DAVID
               We're in Pleasantville?

                         DICK VAN DYKE
                    (grinning)
               Dream come true, hunh?

                         JENNIFER
                    (panicking)
               This isn't funny! I happen to have a
               very important date in like five minutes!

                         DICK VAN DYKE
               Well, you don't have to worry about that
               anymore.

     FULL SHOT. TELEVISION SET. (COLOR)

     All at once the scene on the TV changes and Dick Van Dyke's
     picture gives way to a WIDE ANGLE SHOT of the WAGNER HOUSE.
     Mark Davis is standing at the front door, BANGING on the
     brass knocker. He checks his watch, shifts restlessly for a
     moment or two, then turns and heads down the flagstone walk
     never looking back.

                         MARK DAVIS
                    (under his breath)
               ... Bitch.

     INT. PARKER LIVING ROOM. (BLACK AND WHITE AGAIN)

     Jennifer flings herself at the screen, as Dick Van Dyke
     appears all over again.

                         JENNIFER
               Noooooo!

                         DAVID
               You--you gotta get us out of here.

                         DICK VAN DYKE
                    (recoiling slightly)
               Why would I do that?

                         DAVID
               Because we don't belong!

                         DICK VAN DYKE
               Oh sure you do ... "McIntire's
               Department store" ... "Their father
               dressed as Prince Charming." That was
               gorgeous Bud.

                         DAVID
               My name's David.

                         JENNIFER
                    (wailing on the floor)
               Oh GOD ...

                         DICK VAN DYKE
                    (a little snippy)
               You know--this is a pretty strange way
               of showing your appreciation.

                         DAVID
               Look--we appreciate it. We really do. We
               just--we want to go home now.

                         DICK VAN DYKE
                    (hurt)
               But you don't know how long I've been
               looking for someone like you.

     A long face slowly descends on him.

                         DICK VAN DYKE (CONT)
               I'm very disappointed ...
                    (deep breath)
               In fact ... I'm starting to get a little
               upset.

     David moves toward the screen.

                         DAVID
               Don't get upset.

                         DICK VAN DYKE
                    (snapping back)
               Weil wouldn't you! You look for someone
               for years ... You pour your heart into
               it ... This is a privilege you know.
                    (shakes his head)
               I don't think I better talk about this
               right now.

                         DAVID
               Where are you going ...

                         DICK VAN DYKE
               I don't think we should discuss this
               until I'm a little bit more composed.

                         DAVID
               WAIT A MINUTE!!

                         DICK VAN DYKE
                    (turning his back)
               Maybe in a day or so when I'm not so
               emotional ...

                         DAVID
               COME BACK!!!

     Dick Van Dyke shakes his head and walks out of the shot as
     the screen goes completely BLACK. It cuts out entirely as
     Jennifer and David just stare. David grabs the remote and
     starts rapidly pushing buttons.

     Nothing happens.

                         DAVID (CONT)
                    (dropping the gizmo)
               Oh God.

                         JENNIFER
               What's going to happen?

                         DAVID
               I don't know ... It's not possible ...
                    (looking at her)
               Is it possible?

                         BETTY (OS)
               Bu-ud ... Mary Sue ... Your breakfast is
               getting cold.

                         DAVID
               It can't be possible.

     DIFFERENT ANGLE.

     Betty (their "mother") sticks her head into the living room
     wearing her black and white apron. She has a great big
     Pepsodent smile.

                         BETTY
               Well, come on kids. You're not going off
               to school without a hot breakfast inside
               you ...

     They just stare at her.

                         BETTY (CONT)
               Forward march.

     They exchange a strange little glance then slowly rise to
     their feet. Jennifer waits for David who forces a smile then
     starts toward the kitchen.

                         BETTY (CONT)
               I just love you in that sweater Mary-Sue.
               It's so flattering.

                         JENNIFER
                    (dazed)
               Thanks.

     INT. KITCHEN.

     David and Jennifer walk two steps into the kitchen when they
     suddenly freeze--agape at the spectacle in front of them:

     THEIR POV. PARKER KITCHEN.

     Every breakfast food imaginable has been laid upon the table.
     There are hotcakes and sausages and biscuits and eggs.
     Pitchers of orange juice are dwarfed by the mountains of ham.
     The table literally sags under the weight of the food. George
     Parker lowers his morning paper and smiles at his children.

                         GEORGE
                    (once again)
               Morning kids. Better get a move on or
               you're going to be late for school.

     They nod, stunned, and wander forward into the room. Bright
     sunlight streams through the kitchen window as a gentle
     symphony of songbirds sings outside. David and Jennifer stare
     straight ahead as their "mother" adds some waffles to the
     heap.

                         DAVID
                    (under his breath)
               I don't believe this.

                         JENNIFER
               Neither do I.

                         GEORGE
               Well, c'mon. Dig in.

     David and Jennifer stare at her stunned as she puts two
     heaping plates at their places. Neither one moves.

                         BETTY
                    (to Jennifer)
               I put blueberries in them just the way
               you like.

                         JENNIFER
               Actually--I'm not real ... hungry.

                         BETTY
                    (big smile)
               Oh nonsense young lady. You're going to
               start your day with a nice big breakfast.

     She takes Jennifer by the shoulders and "guides" her into the
     chair. Jennifer looks down at a huge plate of GRAY WAFFLES.

                         BETTY (CONT)
                    (oppressively chipper)
               Here. Why don't you have some waffle
               cakes.
                    (beat)
               And there's sausage and eggs and some
               good crisp bacon ...
                    (beat)
               ... And a ham steak.

     Betty drenches the waffles in syrup and slathers on a huge
     slab of butter.

                         BETTY (CONT)
               ... And of course, a nice big bowl of
               oatmeal.

     Jennifer hesitates then glances over at her "mother" who
     looks at her expectantly. She glances at David who just looks
     stunned. Jennifer pauses then reaches down and takes a
     forkful of the oozing mess ...

                                                       CUT TO:

     FULL SHOT. PAT BOONE.

     He stands facing the CAMERA in an actual Kinescope from 1958.
     The backdrop is a painted pastoral landscape and the
     background singers are all white debutantes. He wears a
     letterman's sweater and button down shirt ...

                         PAT BOONE
               "... Tooty fruity--oh rooty. Tooty Fruity
               ... Oh rooty."

     He CONTINUES his homogenized version of Little Richard's
     nasty hit, (all the nastiness gone). It becomes a slow and
     lilting melody ...

                         PAT BOONE (CONT)
               "... Tooty fruity--oh rooty ..."

     SERIES OF SHOTS. PLEASANTVILLE.

     The MUSIC CONTINUES as the CAMERA CUTS TO image after image
     of this strange "Utopia." The effect is a weird, sanitizied
     version of MTV--as if Ronald Reagan had shot a music video.
     There are men tipping their hats and women walking their
     dogs; cheery gas station attendants and smiling policemen.

                         PAT BOONE (VO)
                    (slowly ...)
               "... A wap bop a loo bop--a wap barn boom."

     Pruned hedges. Twin beds. BIG houses. The CAMERA CRANES DOWN
     in the middle of a beautiful tree lined street to find David
     and Jennifer walking up the sidewalk, holding their stomachs.

                         JENNIFER
               I'm gonna hurl, David. I swear to God.

                         DAVID
               Just take deep breaths.

                         JENNIFER
               All that animal fat. I feel it in my
               pores or something.

     Jennifer clutches her stomach, but David's glance darts from
     side to side--totally absorbed.

                         JENNIFER (CONT)
               I still don't see why we're doing this.

                         DAVID
               We're supposed to be in school.

                         JENNIFER
               We're supposed to be at home David! We're
               supposed to be in color!
                    (wailing)
               Oh God ...

     A man calls out from across the street.

                         MR. SIMPSON
               Hello Bud.

                         DAVID
               Hello Mr. Simpson.

                         MR. SIMPSON
               Hear your Dad got a new car.

                         DAVID
               Oh yeah. A Buick. It's swell.

                         JENNIFER
               You know him?

                         DAVID
               Owns the hardware store.

                         JENNIFER
               Okay, now you listen to me! I don't know
               what's going on but you'd better fix it!
               I had a date with Mark Davis and I even
               bought new UNDERWEAR!

                         DAVID
               We just gotta play along for a little
               while ... till that guy shows up again.
               Then I'll talk to him and ...

                         JENNIFER
               Play along?

                         DAVID
               Well, yeah. I'm ... Bud Parker and
               you're ... um--Mary Sue.

                         JENNIFER
                    (ripping the barette from her hair)
               No! I'm not gonna do it! If I don't
               dress like this for Mom I'm sure as hell
               not going to do it for you!

                         DAVID
               We don't have a choice Jen. We're stuck
               until he comes back.

                         JENNIFER
               Why can't we just EXPLAIN IT?

                         DAVID
               To who?

     Jen looks around this cheery little street, and the horror
     starts to dawn on her. At that moment, they hear a screaming
     SIREN and a bright GRAY FIRE ENGINE comes racing up the
     block.

     WIDER.

     Jennifer and David step back on the curb as the firemen come
     flying out of the truck, grabbing the ladder on the back.

     DIFFERENT ANGLE. (FOLLOWING THE FIREMEN)

     They work in perfect precision. Two firemen grab the base of
     the ladder while a third takes the front. They go tearing
     across one of the lawns, in full "emergency response"
     anchoring the ladder into the ground and winging it up into a
     tree.

                         FIREMAN
               C'mere, kitty ...

     He emerges a moment later with the cat who was stuck in the
     tree. Jennifer sinks to the curb as he carries the kitten by
     them, petting it gently as he goes.

                         JENNIFER
               Oh God, we are. We're stuck in like
               "Nerdville".
                    (shakes her head)
               I always knew you'd pay a price for
               this. I knew you couldn't be hopelessly
               geekridden for this long without
               suffering some like, really tragic
               consequences.
                    (voice wavering)
               ... But it's just not fair. I mean--I'm
               starting to get really--popular. Debbi
               Russell transferred to another school
               and my skin's been great since March and
               Mark Davis is starting to come around
               and ...

                         BOY'S VOICE (OS)
               Hello Mary Sue.

     Jennifer turns to see a strapping blonde seventeen year old
     driving by in his convertible. He is extremely handsome with
     Jack Armstrong features and a Letterman's sweater. Despite
     her crisis, Jennifer's jaw drops open as he slows to a crawl.
     Biff Martin flashes a huge Pepsodent smile. The guy is a
     "dreamboat".

                         BIFF (CONT)
               What's all the commotion? Where's the
               cat?

                         JENNIFER
               Um ... It's ...

     Biff turns to see the fireman climb into the truck, with the
     kitty in his arms.

                         BIFF
               Ah, right ...
                    (smiling at her again)
               Well--guess I'll see ya later Mary Sue.

     He takes off down the street with the sun glinting on his
     really keen convertible. Jennifer gapes as he disappears
     around the corner.

                         JENNIFER
               Who's that?

                         DAVID
               Biff Martin. Captain of the basketball
               team.

                         JENNIFER
                    (still gaping)
               Does he--you know--like "me"?

                         DAVID
               As a matter of fact he does.

                         JENNIFER
                    (flicking her hair)
               Hunh.

                                                       CUT TO:

     EXT. PLEASANTVILLE HIGH SCHOOL. DAY.

     Streams of impeccably kept youngsters file through the double
     doors. All cheery and very pleasant looking. It looks like a
     Leni Riefenstahl movie.

     ANGLE. FROM ACROSS THE STREET.

     David stands beside Jennifer looking at the entrance to the
     school. Three girls huddle together by the front steps.

                         JENNIFER
               Those are my friends.

                         DAVID
               Peggy Jane, Lisa Anne and Betty Jean.

                         JENNIFER
                    (staring at them)
               Can we do any better?

                         DAVID
               I don't think so.

                         LISA ANNE
                    (seeing her)
               Mary Sue. You're gonna be late for
               Geography.

                         JENNIFER
               Okay ...

     She flicks her hair back--cops a first day of school
     attitude, and heads across the street like she owns the
     place.

                                                       CUT TO:

     INT. GEOGRAPHY CLASS. LATER ...

     It looks like a propaganda film from the Eisenhower
     Administration. The boys all wear crew cuts and short sleeve
     button down shirts. The girls all have lacy dresses buttoned
     to the neck. Everyone stares straight ahead at the
     blackboard.

     ANGLE. FRONT OF THE ROOM. TEACHER.

     Miss Peters stands in front of the class with a pointer in
     her hand. She indicates a diagram that spans the length of
     the blackboard.

                         MISS PETERS
               Last week Class, we discussed the
               geography of Main Street. This week,
               we're going to be talking about Elm
               Street. Can anyone tell me one of the
               differences between Elm Street and Main
               Street?
                    (pointing)
               Tommy.

                         TOMMY
               It's not as long?

     Jennifer looks stunned as several students nod.

                         MISS PETERS
               That's right, Tommy. It's not as long.
               Also, it only has houses. So the
               geography of Main Street is different
               than the geography of Elm Street.

     ANGLE. JENNIFER.

     She glances around at several students who seem to be nodding
     in agreement. All at once, she thrusts her hand into the air.

                         MISS PETERS
               Mary Sue.

                         JENNIFER
               What's outside of Pleasantville?

     The teacher looks at her with a puzzled frozen smile on her
     face. She looks vaguely troubled.

                         MISS PETERS
               What?
                    (beat)
               I don't understand ...

                         JENNIFER
               Outside of Pleasantville ... What's at
               the end of Main Street?

     The class lets out a knowing groan--as if to say "Oh. We get
     it now. Boy what a stupid question." Miss Peters gives a kind
     but condescending look.

                         MISS PETERS
               Oh, Mary Sue. You should know the answer
               to that. The end of Main Street is just
               the beginning again.

     Miss Peters gives a big grin as a series of heads nod up and
     down. Jennifer stares straight ahead, dumbfounded ...

                                                       CUT TO:

     INT. GYMNASIUM. DAY.

     There are fifteen to twenty boys scattered around the Gym.
     Each is dressed identically in white shorts and black socks
     with a "PLEASANTVILLE" jersey.

     SHOT. DAVID.

     He stands at the free throw line with a basketball in his
     hand. (Not exactly an athletic image.) David lets go of a
     jump shot that swishes effortlessly through the net. He looks
     a little surprised.

                         DAVID
               Wow.

     He stares at the backboard slightly intrigued. David
     retrieves the ball and fires again, this time chucking it
     up blind. The ball sails through the hoop again, HITTING
     NOTHING BUT NET.

     FULL SHOT. OTHER SIDE OF THE GYM.

     Ten to twelve of his teammates fire simultaneously at the
     hoop. ALL OF THE SHOTS SAIL THROUGH THE HOOP, NONE EVEN
     NICKING THE RIM. The boys retrieve their shots as the coach
     claps his hands.

                         COACH
               That's it men. Keep it up. Big game
               tomorrow.

     ANGLE. DAVID.

     He gets the ball and turns his back on the basket completely.
     David flings the ball wildly over his shoulder. It bounces
     off all the walls of the gym, then glides through the net as
     smoothly as the others. He stares in amazement.

                         BIFF (OS)
               Bud ...

     WIDER.

     Biff Martin (the boy in the convertible) approaches from the
     other side of the Gym. He is a classic All American Hero--
     somewhere between 4-H club member and a future astronaut.

                         BIFF
                    (a little nervous)
               Hi ya Bud.

                         BUD
               Hi ya Biff.

     He fidgets nervously for a moment looking down.

                         BIFF
               Can I ask you a question?

                         BUD
               Sure.

                         BIFF
               Well ... If I was to ask your sister ...
               What I mean is, if I was to go up to
               Mary Sue ...

                         DAVID
               Oh God! Are we in that episode?

                         BIFF
               What?

                         DAVID
               I don't believe it.

                         BIFF
               What's the matter?

                         DAVID
               You want to ask her out tonight, right?
               And then you want to give her your
               school pin ...

                         BIFF
               Yeah ... How'd you know?

                         DAVID
                    (shaking his head)
               Lucky guess.
                    (beat)
               Look, Biff ... I don't think it's a real
               good time for that right now ...

     Biff's expression falls. He stands crushed in front of David.

                         DAVID (CONT)
               What I mean is ... Mary Sue's been a
               little "different" lately ...

                         BIFF
                    (stunned)
               She won't go out with me?

                         DAVID
               I didn't say that. It's just that right
               now ...

                         BIFF
               I don't know what I'd do if she wouldn't
               go out with me ...

     All at once, Biff takes the basketball he's been holding and
     hurls it toward the hoop. The ball does a couple of
     revolutions of the rim, and then amazingly pops out.

     WIDE ANGLE. GYM.

     Play comes to a halt. ALL THE PLAYERS TURN AND STARE,
     DUMBSTRUCK AT THE SIGHT OF A MISSED SHOT.

     SHOT. DAVID.

     He retrieves the ball quickly then hurries back to Biff.
     David pulls him aside as play slowly resumes on the other
     side of the gym.

                         DAVID
                    (under his breath)
               Look, I'm sure we'll work something out.
               I'll talk to her or something.

     Biff looks at him, troubled.

                         DAVID (CONT)
               Honest. It'll be fine.

     Biff nods, a little confused, as David pats him on the back.

                                                       CUT TO:

     INT. CORRIDOR. LATER ...

     David stands off to the side with his sister, while class
     pours out around them.

                         JENNIFER
               No way.

                         DAVID
               One date, Jen--that's all I'm asking. If
               you don't go out with this guy we could
               throw their whole universe out of whack.

                         JENNIFER
               It's too weird David. This place is
               giving me the creeps. Did you know all
               the books are blank?

                         DAVID
               What?

                         JENNIFER
               I looked in the library. They got covers
               with nothing inside them.

                         DAVID
               What were you doing in a library?

                         JENNIFER
               I got lost.
                    (beat)
               Oh here ... look at this!

     She reaches into her purse and pulls out a book of matches.
     Jennifer tries to light a Kleenex on fire.

                         DAVID
               JENNIFER!

                         JENNIFER
               Just watch. You know why those guys just
               get cats out of trees? 'Cause nothing
               burns around here, that's why! They
               don't need any firemen ...

     Sure enough the tissue has become flame retardant.

                         DAVID
               Jen, listen ...

                         JENNIFER
                    (trembling)
               I like--really need a cigarette, too.

                         DAVID
                    (putting his arm around her)
               I'll get us out of here. I really will.
               But if we don't play along we could
               alter their whole existence. We may
               never get home.

     She looks over at him, slowly.

                         JENNIFER
               You really think anybody's gonna, like,
               notice if I don't have a chocolate malt
               with this guy.

     At that moment, three of Mary Sue's "friends" come tittering
     around the comer. They skitter up to her like a group of
     wind-up toys.

                         PEGGY JANE
                    (high-pitched--rapid fire)
               You won't believe what we just heard.

                         LISA ANNE
               Biff Martin's going to ask you out.

                         BETTY JEAN
               And that's not all ...

                         PEGGY JANE
               No, that's not all ...

                         ALL THREE TOGETHER
               He's going to give you his pin!

     They explode in a torrent of TITTERS all over again. Jennifer
     looks over at David.

     EXT. PARKER HOUSE. DUSK.

     A lone streetlamp glows in the foreground. Jennifer's voice
     plays OS.

                         JENNIFER
               You sure I'm supposed to wear this?

     INT. MARY SUE'S ROOM.

     Jennifer emerges from the closet in a mohair sweater and a
     poodle skirt. Under the sweater she wears a 1950's "bullet
     bra" that turn her breasts into lethal weapons.

                         JENNIFER
                    (looking in the mirror)
               I could like kill a guy with these
               things.

                         DAVID
               It's in your closet.

                         JENNIFER
                    (examining her profile)
               I've worn some kinky stuff before ...

                         DAVID
               He won't notice anyway.

                         JENNIFER
               What do you mean?

                         DAVID
               They don't notice that kind of thing.

                         JENNIFER
               So what's the point?

                         DAVID
               Jen please ...

                         JENNIFER
               He-llo? I've got like three pounds of
               underwire here ...

                         DAVID
               Just go with the program--hunh? I'm late
               for work.

                                                       CUT TO:

     EXT. SODA SHOP. DUSK.

     The flashing neon ice cream cone looks good enough to drink.
     Underneath it, the swirling script spells "SODA SHOP". Johnny
     Mathis drifts out into the evening air ...

     CLOSER.

     David comes sprinting up to the screen door and pauses to get
     his breath. He adjusts a little soda jerk's hat, then plunges
     inside.

     INT. SODA SHOP.

     Mr. Johnson, the owner and proprietor is wiping down the
     counter. He is a "pleasant" looking man, in his early forties
     wearing a white apron and black glasses. The strains of
     "MISTY" get louder as Bud lets the screen door slam behind
     him.

                         MR. JOHNSON
                    (looking up)
               Bud?

                         DAVID
               Sorry ... I had to help my folks and
               then I couldn't find my hat ...

                         MR. JOHNSON
               Oh.

     He stops wiping for a moment, holding the towel in his hand.

                         MR. JOHNSON (CONT)
               I didn't know what to do.

     He stares at the rag a little troubled.

                         DAVID
               What's wrong?

                         MR. JOHNSON
               Well--I always wipe down the counter and
               then you set out the napkins and glasses
               and then I make the french fries ...

                         DAVID
                    (confused)
               Yeah ...

                         MR. JOHNSON
               But you didn't come so I kept on wiping.

     He looks down at the towel clearly disturbed. David pauses
     for a moment then starts toward him.

                         DAVID
               I'm sorry.

     He crosses to Mr. Johnson who has polished one section of the
     counter right down to the wood. David takes the towel out of
     his hand and folds it neatly in front of him.

                         DAVID (CONT)
                    (gently)
               You know, if this ever happens again,
               you can make the fries even if I haven't
               put out the napkins yet.

                         MR. JOHNSON
               I'm so glad you're here.

                         DAVID
               I understand.

     EXT. PARKER HOUSE. NIGHT.

     Biff's convertible rolls up to the curb with Pat Boone
     playing on the radio. He runs a comb through his short blonde
     hair before grabbing the bouquet of flowers next to him and
     heading up the walk. Biff rings the doorbell and, a moment
     later, Jennifer's silhouette appears in the doorway ...

                         BIFF
               Oh. Mary Sue ...

     EXT. SODA SHOP. NIGHT.

     The place is really hopping now. All the spots in the parking
     lot are filled with vintage "jalopies" and several patrons
     are streaming through the door. The SAME JOHNNY MATHIS SONG
     is still PLAYING on the juke box, and the neon ice cream soda
     sign blinks against the sky.

     INT. SODA SHOP.

     David is trapped behind the counter, furiously working to
     keep up with the load. Several clean cut teenagers pepper him
     with orders while he yanks at the pumps and spiggots. It's
     clear he isn't used to this.

                         DAVID
                    (frazzled)
               Peppermint shake, chocolate soda, two
               orders of fries and a split?

                         TEEN AGE GIRL
               Peppermint soda, two chocolate shakes,
               order of fries, and we'll split it.

     David nods quickly, wiping some sweat from his brow. He
     scoops some ice cream into the metal blender as Mr. Johnson
     comes up beside him.

                         MR. JOHNSON
               There aren't any cheeseburgers.

                         DAVID
                    (turning)
               What?

                         MR. JOHNSON
               Well, usually I put out the burger and
               then you finish with the lettuce ...

                         DAVID
               Listen to me!

     Mr. Johnson recoils slightly.

                         DAVID (CONT)
               Do you have the lettuce?

                         MR. JOHNSON
               ... Yeah.

                         DAVID
               Have you cooked the burgers?

                         MR. JOHNSON
                    (quieter)
               Yes.

                         DAVID
               Well you can just put on the lettuce,
               finish the burger and pretend it was me
               doing it all along.

     Mr. Johnson stares at him.

                         DAVID (CONT)
               Really. It's fine.

     DIFFERENT ANGLE. SODA SHOP ENTRANCE.

     The screen door swings open and is held there by the end of a
     Letterman's sweater. A moment later, Jennifer sashays
     through, parading her new Jane Russell profile. Her
     "girlfriends" TITTER from the comer as Biff rushes up to a
     table, and pulls out a chair. She sashays into it, brushing
     against him as she goes.

     ANGLE. DAVID.

     He stares motionless at the spectacle--concerned and
     apprehensive. David holds a hot fudge sundae under the soda
     spiggot and jerks back on the lever blowing ice cream all
     over his chest.

     FULL SHOT. TABLE.

     Biff stares across the table at Jennifer with the wholesome
     devotion of a labrador retriever. He looks like a cross
     between Troy Donahue and a mannequin.

                         BIFF
                    (haltingly)
               I sure am glad you said you'd come out
               with me tonight Mary Sue.

                         JENNIFER
                    (full blown "Mary Sue")
               Well "gee whizz" Biff. I sure am glad
               you asked me.

     He guffaws for a moment or two before speaking again.

                         BIFF
               I don't know if I ever said this to you
               before, but, well ... I think you're
               just about the keenest girl in the whole
               school ...

                         JENNIFER
               Really Biff? The keenest?

                         BIFF
               Oh yeah.

                         JENNIFER
                    (all sarcasm)
               Gosh. I hardly know what to say.

                         DAVID (OS)
               What can I get you two?

     WIDER.

     He stands at their table holding a little white pad of paper
     and a pencil. Jennifer looks up at her brother and almost
     bursts out laughing. He wears his soda jerk hat at a jaunty
     angle with large white apron tied around his neck.

                         BIFF
               Oh, I dunno Bud. Guess I'll have my
               usual cheeseburger and a cherry coke.

     More goony laughs. David turns to Jennifer who puts on the
     same dopey countenance.

                         JENNIFER
               Oh, I dunno Bud. Guess I'll just have a
               salad and an Evian Water.

     He shoots her a dirty look. Jennifer just smiles at him.

                         JENNIFER (CONT)
               Cheeseburger it is.

     ANGLE. FOLLOWING DAVID.

     He glowers at her all the way back to the counter. David
     posts the order in the little carousel clip board, keeping an
     eye on the table the entire time ...

     RESUME. TABLE.

     Biff gazes across the table at Jennifer with an adoring look
     on his face. His hands are properly folded in front of him.
     She's still trying to do her best "Mary Sue."

                         BIFF
               See the whole time we were in civics
               together, I really wanted to sit next to
               you--but you were always sitting between
               Peggy Jane and Lisa Anne.

     There is some TITTERING behind her. Jennifer doesn't respond.

                         BIFF (CONT)
               ... And you always seemed so smart and
               everything. Like that report you did on
               "Our Town Hall." Gosh. I didn't know
               what I'd talk to you about.

                         JENNIFER
               Well, sometimes talking's over-rated.
               Don't you think?

                         BIFF
               Hunh?
                    (goony laugh)
               Oh, right ...

     He still doesn't understand. Biff GUFFAWS for a moment or two
     then glances down at the table top. There is a momentary
     break in the Music as Johnny Mathis' "MISTY" starts up all
     over again. It's enough to make you shoot yourself.

                         BIFF (CONT)
               So I know I haven't been steady with
               anybody, but I just don't want to rush
               it. You don't want to make a mistake
               with something that important.

                         JENNIFER
               Oh, gosh no.

                         BIFF
               I mean, there's kids that are even
               holding hands already but I figure
               there's plenty of time for that kind of
               thing later on. Don't you?

                         JENNIFER
               Oh you bet.
                    (beat)
               Will you excuse me for a sec?

     Jennifer gets up in a daze and heads toward the bathroom.

     ANGLE. DAVID.

     He freezes behind the counter and watches as his sister
     practically stumbles through the bathroom door.

     INT. BATHROOM.

     Of course there aren't any toilets. Jennifer gropes her way
     to the sink and leans against the counter.

                         JENNIFER
               Jesus Chirist ...

     She turns and sits against the sink for a moment with a
     dumbstruck look on her face. Jennifer shakes her head for a
     moment or two, when the door to the bathroom bursts open.

                         GIRL'S VOICES
                    (overlapping)
               "Did he give it to you ... Did he give
               it to you ... I bet he gave it to her
               ... Did he give it to you?"

                         JENNIFER
                    (straight ahead)
               I don't think he knows how.

     They TITTER away, even though they don't get it either. It
     sounds like an aviary.

                         LISA ANNE
               I bet he's gonna take her to Lover's
               Lane.

                         PEGGY JANE
               I bet he is. I bet he is.

                         BETTY JEAN
               I bet he's even gonna hold her hand!

     They TITTER some more as Jennifer shakes her head.

     INT. SODA SHOP.

     David is standing beside their table as she retums from the
     bathroom.

                         DAVID
                    (chipper)
               Couple of cheeseburgers and two cherry
               cokes.
                    (pointedly)
               If you need anything, I'll be right over
               there.

                         JENNIFER
                    (Mary Sue)
               Gee whiz "Bud", what could we possibly
               need when we have each other?

     She flashes him a "sweet" smile then reaches out and TOUCHES
     BIFF'S HAND. Both boys jump slightly as Jennifer gives her
     brother a venomous grin then suddenly waves "bye bye." David
     just stares at her panicked as he moves haltingly back to the
     Soda fountain.

                         BIFF
                    (befuddled)
               Anyhow ... I really wanted to come over
               and sit next to you in civics but ...

                         JENNIFER
               You want to get out of here?

                         BIFF
               What?

                         JENNIFER
               You wanna get out of here? You wanna
               leave?

                         BIFF
                    (confused)
               But where would we go?

                         JENNIFER
                    (shrugging)
               ... Lover's Lane.

                         BIFF
                    (swallow)
               Lover's Lane!

     There is an audible GASP from the booth behind them. Jennifer
     ignores it.

                         JENNIFER
               Yeah. Lover's Lane. You up for it?

     CLOSE UP. BIFF.

     He just stares at her with his mouth open ...

     WIDER.

     Jennifer reaches forward grabbing his hand.

                         JENNIFER
               C'mon. Let's go.

     FULL SHOT. SODA FOUNTAIN.

     David is in the middle of making a hot fudge sundae when he
     sees Jennifer leading Biff by the hand into the parking lot.
     Everyone at the counter is enjoying their dessert, when David
     lets out a blood curdling scream.

                         DAVID
               NOOOOOO!

     He vaults over the counter making a bee-line for the door.
     Everyone turns and stares as he races toward the entrance ...

     EXT. SODA SHOP.

     Biff's car is just pulling onto the street when David sprints
     into the parking lot. He takes off after the car, sprinting
     down the street.

                         DAVID
               YOU CAN'T DO THIS JENNIFER! HE DOESN'T
               EXIST! YOU CAN'T DO THIS TO SOMEONE WHO
               DOESN'T EXIST!

     The tail lights recede in the distance as David slows to a
     jog and then finally a walk. He pauses, winded, in the
     street, then looks up toward Heaven with a pissed off look on
     his face.

                         DAVID (CONT)
                    (to God)
               Thanks a lot.

                                                       CUT TO:

     EXT. LOVER'S LANE. NIGHT.

     It is a beautiful tree-lined pond with a lush willow tree in
     the foreground. The moonlight glistens silver across the
     water. Several cars are parked in a row with their occupants
     HOLDING HANDS. Biff's convertible is parked at the end.

     SHOT. BIFF'S CAR.

     He sits stiffly at the wheel staring straight ahead. Jennifer
     is draped languidly across the seat beside him, making the
     most of her mohair sweater. She stares at Biff in a not-so-
     Pleasantville-kind-of-way. He glances over at her and
     swallows.

                         BIFF
               Sure is pretty.

                         JENNIFER
                    (staring at him)
               Oh yeah ... Gorgeous.

                         BIFF
               To be honest Mary Sue. I didn't think
               you'd want to come here until we'd been
               pinned for a little while.

                         JENNIFER
               Oh, Biff. You can "pin" me any time you
               want to.

     She leans back a liftle more, draping her arm across the top
     of the seat. Her tits point toward the sky.

                         JENNIFER (CONT)
                    (breathy)
               Or maybe I should just "pin" you.

     He looks over at her a little confused, then breaks into his
     goony laugh.

                         BIFF
               Oh, that's silly Mary Sue. How could you
               possibly pin me?

     CLOSE UP. BIFF.

     He is still guffawing when he looks over at Jennifer and
     suddenly freezes. Biff's eyes widen ...

                                                       CUT TO:

     EXT. PARKER HOUSE. NIGHT.

     David comes sprinting up to the porch, then doubles over
     catching his breath. He clings onto the porch swing when the
     door opens behind him.

                         BETTY
               Bud?

     WIDER.

     His "mother" and "father" come out onto the porch. David
     catches his breath then forces a smile.

                         GEORGE
               Son, what's wrong?

                         DAVID
               Have you seen Mary Sue?

                         BETTY
               Why no. She's still on her date with
               Biff ... is something the matter?

                         DAVID
                    (still panting a little)
               No, I ... I was just ... worried about
               her.

     His mother and father exchange a "knowing" look. George rests
     a hand on his shoulder.

                         GEORGE
                    (oppressively paternal)
               Bud, your sister's a little older now
               and she's naturally going to start going
               out with boys.
                    (beat)
               ... In fact pretty soon--she's even
               going to get married and make someone a
               good little home-maker like your mother
               here.
                    (smiles at Betty/
                    inside joke)
               That's IF she can learn to bake.

                         BETTY
               Oh, George ...

                         GEORGE
               But your sister is a fine young woman
               and she would never do anything for us
               to be concerned about.

                                                       CUT TO:

     EXT. LOVER'S LANE. NIGHT.

     The low gutteral MOANS of two coupling animals drifts out
     over the evening air. It is raw and primitive and desperate.
     The CAMERA begins to TRACK behind all the other cars--their
     occupants primly holding hands in a tender sillouhette. It
     finally COMES TO REST on a convertible at the end, with a
     girl's leg sticking out the window.

     CLOSER.

     A Letterman's sweater hangs over the door. The windshield is
     completely fogged. Jennifer's sweater is draped over the
     backseat. The car is rocking.

     INT. CAR.

     They are clenched in a mad embrace: all arms and hair. Biff
     pulls back for a moment, GASPING for air. His face is covered
     with lipstick and there is a crazy look in his eye. He's
     stuck somewhere between passion and fear as he clings
     desperately to the steering wheel.

                         BIFF
                    (some terror)
               I think I better go home now Mary Sue ...

     She holds onto his shirt as her knee rubs the dashboard.

                         JENNIFER
                    (breathless)
               ... Why?

                         BIFF
                    (more terror)
               I think ... I might be ill ...

     He glances down at his lap a little confused.

                         BIFF (CONT)
                    (a whisper)
               I think something's happening to me.

     He looks at his crotch then back at Jennifer. She reaches up
     and grabs a handful of his hair.

                         JENNIFER
               It's s'posed to happen, Biff.

                         BIFF
               It is?

                         JENNIFER
               Trust me ...

     He looks at her completely confused as she pulls back down,
     and OUT OF FRAME ...

                                                       CUT TO:
     EXT. PARKER HOUSE. NIGHT.

     A single light is burning in the kitchen window.

                         BETTY (OS)
               Do you want some more cookies?

     INT. KITCHEN.

     David is at the kitchen table with a nauseated look on his
     face. There are three empty bottles of milk and cookie crumbs
     all over the table.

                         DAVID
                    (sick)
               Oh no ... I'm fine.

                         BETTY
               How 'bout some Marshmallow Rice Squares?

                         DAVID
               I'm fine.

     There is a knock behind them at the door. David springs up.

                         BETTY
               Now who could that be.

     FOLLOWING DAVID.

     He crosses into the foyer ahead of his "parents." David
     swings open the door revealing Mr. Johnson, standing on the
     porch.

                         DAVID
               Oh hi!

                         MR. JOHNSON
               Hi there. You took off so quick. I
               wasn't sure if you were okay.

                         DAVID
               Oh, yeah. Sorry. I'm fine. I just ...
               Had to get home early.

     Mr. Johnson leans in closer and speaks in a CONFIDENTIAL tone
     of voice.

                         MR. JOHNSON
               Bud ...

                         DAVID
               Yeah ...

                         MR. JOHNSON
                    (sotto)
               You know how when we close up, I close
               the register, then you lower the shades,
               then I turn out the lights, then we both
               lock the doors.

                         DAVID
               Yeah ...

                         MR. JOHNSON
                    (proud)
               Well you weren't around this time so I
               did the whole thing myself.

     CLOSER.

     Mr. Johnson has a strange look of "manly pride" on his face.
     His shoulders square back. His chest puffs out a little.
     There is a sudden sparkle in his eye.

                         MR. JOHNSON
                    (more confidential)
               Not only that, I didn't even do it in
               the same order. First I lowered the
               shades, then I closed the register.

     He looks at David with pride then suddenly shifts his glance
     behind him.

                         MR. JOHNSON (CONT)
               Oh, hello Betty.

                         BETTY
               Hello Bill.

     Neither one says anything but neither one has to. David looks
     on in horror as his mother locks eyes with Mr. Johnson and
     his new found virility.

                         DAVID
                    (quickly)
               Well, look, thanks for coming by. I ...
               really appreciate it.

     He turns and starts hustling him down the walk just as Biff's
     convertible pulls up at the curb.

     INT. CAR. CLOSE UP. JENNIFER.

     She looks sweetly over at the driver's side of the car (OUT
     OF FRAME).

                         JENNIFER
               Well gee thanks Biff. I had a really
               wonderful time.

     ANGLE. BIFF. OTHER SIDE OF CAR.

     He sits behind the wheel with a totally dazed look on his
     face. Biff stares stunned at Jennifer, like he just got hit
     with a couple of thousand volts.

                         BIFF
               ... Me too.

     She leans over and kisses him on the cheek ... Then she bites
     his ear lobe, gently, and flashes him a big smile. Biff
     smiles back.

     EXT. CAR.

     She climbs out and shuts the door. Jennifer nods to Mr.
     Johnson as she heads up the walk.

                         JENNIFER
                    (sweetly)
               Hello Mr. Johnson.

                         MR. JOHNSON
               Oh, hello Mary Sue.

     She is wearing a big smile by the time she reaches the porch.
     David grabs her arm.

                         DAVID
                    (urgent whisper)
               What did you do to him?

                         JENNIFER
                    (innocently)
               Nothing.

     She starts up the staircase. David follows her and the CAMERA
     follows them both.

                         DAVID
               What do you mean "nothing?" That's not
               nothing. That's ...

     She reaches the top of the stairs and turns to him.

                         JENNIFER
               Relax "Bud." We had a really nice time.
                    (mock YAWN)
               ... Now I'm really tired and we gotta
               get up early for school in the morning
               so ...

     She flashes her brother an evil grin.

                         JENNIFER (CONT)
               'Night.

     She shuts the door softly in his face. David stairs at the
     gray wood in front of him.

     EXT. ELM STREET. NIGHT.

     Biff pulls up at an intersection with the same dazed look in
     his eye. The car rumbles at the stoplight for a moment or
     two, before he glances over to his right.

     CLOSE UP. BIFF.

     The stunned look turns to one of sheer amazement:

     BIFF'S POV. ROSE.

     There, against a gray picket fence, on a black and white
     street in a black and white neighborhood, A SINGLE RED ROSE
     IS BLOOMING.

                                                       CUT TO:

     AERIAL SHOT. PLEASANTVILLE. MORNING

     It would be a stunning vista if it wasn't in black and white.
     The church steeple gleams in the sunlight. The perfect little
     houses look like a row of pretty toys ...

     INT. PARKER LIVING ROOM. DAY.

     David sits parked in front of the TV furtively turning
     through the channels. He flips the dial frantically. No sign
     of Dick Van Dyke.

                         BETTY (OS)
               Bud. It's 7:30 in the morning. Are you
               watching television?

     He gives her a sheepish grin and sighs ...

                                                       CUT TO:
     INT. SCHOOL GYM. DAY.

     It is the same configuration as earlier. Everyone wears their
     Pleasantville "Lions" jerseys, white sneakers and black
     socks. David enters the Gym a little groggy. He hasn't had
     much sleep.

     CLOSER.

     He looks up and stops. David cocks his head to the side,
     staring across the gym.

     HIS POV. BIFF AND OTHER BOYS.

     They are huddled at the far end, each holding a basketball
     under his arm. Biff is in the center of the group, animatedly
     describing something that is holding their RAPT ATTENTION.

     WIDER ANGLE. INCLUDING DAVID.

                         DAVID
                    (quietly)
               Oh no ...

     Biff continues his story while they stare at him with their
     mouths open. The Coach blows his whistle.

                         COACH
               Come on men. Let's go. Big game next
               week.

     The huddle breaks up as the basketball players all wander
     toward the hoop. Ten shots go up at once but NOT ONE COMES
     EVEN CLOSE. Several clang off the rim, a couple hit the edge
     of the backboard. One slams into the side of the gym.
     Everyone stares in disbelief.

                         DAVID
               Oh my God ...

                                                       CUT TO:

     INT. SCHOOL CORRIDOR. DAY.

     David stands face to face with his sister in mid
     conversation.

                         DAVID
               You can't do this, Jennifer. I WARNED
               you.

                         JENNIFER
               So what's the big deal. Oh. Okay.
               They're like not good at basketball
               anymore. Like--omigod, what a tragedy.

                         DAVID
               You don't understand. You're messing
               with their UNIVERSE.

                         JENNIFER
               Well maybe it needs to be messed with.
               Did that ever like--occur to you?
                    (beat)
               You know, they don't want to be like
               this, it's just that nobody ever helped
               them before.

                         PEGGY JANE
                    (walking past)
               "MS". How you doin'?

                         JENNIFER
               Kewl "PJ". How you doin'?

                         PEGGY JANE
                    (relishing her new word)
               "Kewl."

     Jennifer smiles at her friend as she goes by.

                         DAVID
               You have no right to do this.

                         JENNIFER
               Well if I don't who will?

                         DAVID
               They're happy like this.

                         JENNIFER
               David, nobody's happy in a Poodle skirt
               and a sweater set.
                    (pause ...)
               You like all this don't you?

     David recoils slightly.

                         JENNIFER (CONT)
               I mean, you don't think it's just like
               dorky or funny or something ... you
               really like it.
                    (shudders)
               Oh God! I am just so personally
               horrified right now ...

                         DAVID
               I just don't think we have the right
               to ...

                         JENNIFER
               David, let me tell you something. These
               people don't want to be geeks. They want
               to be "attractive." They've got a lot of
               potential, they just don't know any
               better.

                         DAVID
               They don't have that kind of potential.

                         JENNIFER
               Um--hello? You want to like take a look?

     Jennifer motions behind her to a boy and girt who are locked
     in an intimate conversation. The girl wears bobby socks and
     the boy wears a letterman's sweater, but the conversation is
     sexually charged. They speak to one another in a close
     whisper--their faces inches apart. All at once the girt gets
     shy and glances away. She blows a big bubble with her gum,
     but the BUBBLE IS BRIGHT PINK IN AN OTHERWISE GRAY FRAME.

                         BOY
               Wow. What kind of gum is that?

     CLOSE. DAVID AND JENNIFER.

     He looks over in shock as she sucks the BRIGHTLY COLORED
     BUBBLE GUM back into her mouth. Jennifer flicks her hair.

                         JENNIFER
               I gotta go. I'm meeting Biff at the
               flagpole.

     EXT. LOVER'S LANE. NIGHT.

     It is the exact same shot as before: The CAMERA STARTS ITS
     LONG SLOW TRACK behind the vehicles, except this time ALL OF
     THEM ARE ROCKING. Various limbs and articles of clothing hang
     out the open windows. MOANS of pleasure waft out over Lover's
     Lane as the pond glistens in the distance ...

                                                       CUT TO:

     INT. DOCTOR'S OFFICE. DAY.

     It is a typical '50s family practice right out of Norman
     Rockwell. There is a jar of tongue depressors on the counter
     and a jar of lollipops beside them. Lisa Anne (Mary Sue's
     best friend) is being examined by Dr. Henderson. Her mother
     sits at her side.

                         DR. HENDERSON
               Let me see it again.

     Lisa Anne opens her mouth and sticks out a BRIGHT RED TONGUE.
     Everything else in the frame is Black and White, but her
     tongue literally gleams with color.

                         DR. HENDERSON (CONT)
                    (examining it)
               Well ... I don't think it's anything to
               worry about ... It'll probably just
               clear up by itself.
                    (to Lisa Anne)
               Cut down on greasy foods and chocolate.
               No french fries, that kind of thing.
                    (aside/
                    to the Mother)
               It's just a "teenage" thing.


     EXT. LOVER'S LANE. NIGHT.

     It is really rocking now. More cars are lined up along the
     edge of the lake as the REAL (AND NASTY) VERSION OF TOOTY
     FRUITY (BY LITTLE RICHARD) PLAYS OS:

                         LIL RICHARD (VO)
               "... Got a gal--her name is Sue. She
               knows just what to do ..."

     SERIES OF SHOTS. (MONTAGE)

     PARKER LIVING ROOM.

     TOOTY FRUITY CONTINUES AS DAVID FLIPS FRANTICALLY THROUGH THE
     CHANNELS LOOKING FOR DICK VAN DYKE. THERE IS ONLY A PEPSODENT
     COMMERCIAL. HE SHAKES HIS HEAD ...

     INT. HIGH SCHOOL GYM (MUSIC CONT ...)

     The Pleasantville Lions lose a game late in the second half.
     The scoreboard reads 84 to 16 ...

     INT. PARKER LIVING ROOM. (MUSIC CONT ...)

     David examines the back of the TV set ...

     INT. FURNITURE STORE. (MUSIC CONT...)

     A large group of customers is huddled in a circle, staring at
     an item on the display floor, like it is the monolith in
     "2001". They seem both confused and absolutely mesmerized as
     the CAMERA PUSHES IN TO REVEAL: a double bed ...

     INT. PARKER LIVING ROOM. (MUSIC CONT ...)

     David sits on the floor with a weird look of resignation as a
     Brillcream commercial plays in front of him ...

                         LIL RICHARD (OS)
               "... A wop bop a loo bop--a wop bam
               boom!"

     SODA SHOP. NIGHT. ON DAVID.

     He heads toward work with his apron and his paper hat, but
     he's clearly disconcerted. David stops and stares at A BRIGHT
     RED HOT ROD parked at the front door of the restaurant. He
     shakes his head.

     SODA SHOP.

     The place has been transformed. What was cheery and benign a
     couple of days before, has gotten a little bit dangerous. The
     letterman sweaters have been replaced by leather jackets. The
     Pat Boone and Johnny Mathis have given way to real Rock and
     Roll. There is a James Dean/Marlon Brando edge in the air.
     Somebody has played the flip side.

     ANGLE. DAVID.

     He enters the soda shop adjusting his paper hat. A young
     couple makes out passionately in the doorway--all tongues and
     hands. When they break David sees that the girl's cheeks are
     FLUSHED WITH RED. He stares at her for a beat as they return
     to normal. David shakes his head.

     FOLLOWING HIM.

     He crosses to the counter and grabs his pencil and little pad
     of paper. Various things have already GONE TO COLOR AROUND
     THE ROOM: The JUKE BOX ... The COKE SIGN .. THE NAUGAHIDE
     STOOLS ... David crosses to one of the booths where his
     sister's arm is draped over Biff's shoulder.

                         DAVID
               What'll it be?

                         BIFF
                    (still chipper as ever)
               Gee whizz, Bud. Guess I'll just have the
               usual. Cheeseburger and a cherry coke.

     Bud has already written it down. He glances over at his
     sister.

                         JENNIFER
               Me too. Sounds swell.

                         DAVID
                    (pointed)
               Really? It seems so fattening.

     Before she can answer he smiles to himself and crosses behind
     the counter. Bud posts the order and turns to Mr. Johnson.

                         DAVID (CONT)
               Two cheeseburgers, two cherry cokes.

                         MR. JOHNSON
                    (staring straight ahead)
               There aren't any cheeseburgers.

                         DAVID
                    (exasperated)
               Look. I thought we talked about this, I
               thought we said ...

                         MR. JOHNSON
               Oh--what's the point, Bud?

     CLOSER.

     Mr. Johnson. looks up at him with a weird kind of emptiness
     in his eyes. David grabs his arm.

                         DAVID
               C'mere.

     He pulls him along the counter toward a little office
     storeroom in the back. He yanks him inside and shuts the
     door.

     INT. STOREROOM.

     It is just as cheery as the rest of the place. There is a
     small table with a telephone on it. A Texaco calendar shows a
     happy family motoring in their Rambler.

                         DAVID
               What did you say?

     Mr. Johnson glances down with a little shame and confusion.

                         MR. JOHNSON
               Well ... I'm not sure I see the point
               anymore.

                         DAVID
               What are you talking about! You make
               hamburgers! That is the point!

                         MR. JOHNSON
               No I know ... I know I do ...
                    (he pauses, then looks up)
               But it's always the same, you know?
               Grill the bun, flip the meat, melt the
               cheese ... It never changes. It never
               gets any better or worse ...

                         DAVID
               Just listen to me ...

                         MR. JOHNSON
                    (not hearing him)
               ... Like the other night, when I closed
               up by myself. That was different ...

                         DAVID
               Forget about that!

                         MR. JOHNSON
               Oh ... Okay.
                    (beat/
                    lower)
               ... But I really liked it.

     Bud takes a deep breath. He stares at Mr. Johnson, then tries
     to speak softly.

                         DAVID
               Look, you can't always like what you do.
               Sometimes you just do it because it's
               your job. And even if you don't like it,
               you just gotta do it anyway.

                         MR. JOHNSON
               Why?

                         DAVID
                    (exasperated)
               So they can have their hamburgers!

     This sounds stupid even to David. He shakes his head.

                         MR. JOHNSON
                    (like a secret)
               You know what I really like?

                         DAVID
                    (warily)
               ... What's that?

                         MR. JOHNSON
               Christmastime.

     David rolls his eyes. Mr. Johnson leans closer, speaking
     furtively.

                         MR. JOHNSON (CONT)
               See every year on Dec 3, I get to paint
               the Christmas decorations in the window.
               And every year, I get to paint a
               different thing ...
                    (beat)
               One year it's the North Pole. The next
               I do Santa's workshop. Here I'll show
               you.

     He pulls a photo album from the back of the desk and opens
     it for David.

                         DAVID
                    (impressed)
               Wow ... That's pretty good ...

                         MR. JOHNSON
               Thanks.
                    (continuing)
               But this morning I was thinking about
               it and I realized that I looked forward
               to it all year. And then I thought "Gee.
               That seems awfully silly. That seems
               like an awfully long time to be waiting
               for just one moment, don't you think?"

     David looks at him speechless.

                         MR. JOHNSON (CONT)
               Well don't you?

                         DAVID
               I think you should try not to think
               about this anymore.

                         MR. JOHNSON
               Really?

                         DAVID
               Yeah.

                         MR. JOHNSON
               Oh. Okay. I'll try that then.

                                                       CUT TO:

     INT. BARBERSHOP. DAY

     The Barber Pole spins in three shades of gray. Several men
     are gathered around the two chairs in the front of Gus' shop.
     Besides being the barbershop, it is the bastion of all male
     life in Pleasantville. Bud and Mary Sue's "father" (George)
     sits in one of the chairs. "Big Bob" McGee, owner of the
     drugstore, supermarket and Chevy dealership sits in the
     other. He has a crew cut that's getting shorter.

                         GUS
               Have they ever lost before?

                         GEORGE
               Basketball? No they sure haven't.

                         BOB
               Just feels "wrong", that's all.

     There are several murmurs.

                         THIRD PATRON
               Maybe that's where they get that saying,
               "can't win 'em all."

                         GUS
               Yeah. That's a good point, Ralph. They
               do have that saying.

                         BOB
               But they do win 'em all, Gus. They've
               always won 'em all.

                         GUS
               Well, yeah. That's true too.

     More murmurs, Everyone looks straight ahead trying to figure.

                                                       CUT TO:

     INT. PARKER KITCHEN. DAY.

     The women's bridge club has assembled in the Parker kitchen
     like it does every Wednesday afternoon. Four women are seated
     around the kitchen table with a nice bowl of bridge mix
     between them. Betty is sifting next to Marge Jenkins, the
     woman who accompanied her daughter to the doctor's office.

                         MARGE
                    (dealing the cards)
               ... He said it would clear up on its
               own if she just stayed away from fried
               foods and sweets ...

                         BETTY
               Well that makes sense.

                         MARGE
               Except it's spread to her lips now too.
               Oh, I don't know.

                         MARY
                    (a THIRD WOMAN)
               And you say it's just "red?"

                         MARGE
               Well--like red, only ... "redder."

                         MARY
               Hunh. I know what you mean. That's like
               the front of Bill Johnson's shop. I was
               going by it the other day and it looked
               green only "greener."

     SHOT. BETTY.

     She looks up quickly--then grabs some bridge mix.

                         MARGE
                    (lowering her voice)
               Have you seen him lately? The man
               doesn't look like himself. I was
               getting my sewing machine fixed across
               the street and he was sitting in the
               window of his shop just staring.
               Wasn't looking at anything in
               particular--just staring off into space.

                         MARY
               That is strange.

     Betty reaches out and grabs her cards. She fans them out in
     front of her, when her eyes go wide.

     HER POV. BRIDGE HAND.

     They are ALL HEARTS and all BRIGHT RED. It looks like a
     fistfful of valentines.

     CLOSE UP. BETTY.

     She puts the cards down quickly and takes a sudden breath.
     Betty keeps them like that for a moment or two, before
     lifting them up and taking another look.

                         MARGE
               Betty, it's your bid.

     She swallows trying to keep her composure.

                         BETTY
               Uh ... Seven hearts.

     They murmur at the strength of the hand.

                                                       CUT TO:

     EXT. PARKER HOUSE. NIGHT.

     The SOUND of the television plays OS while a warm light burns
     in the window.

     INT. KITCHEN.

     Jennifer and Betty stand at the sink finishing the dishes.
     Betty washes while Jennifer dries and it's clear who's more
     used to this. Jennifer examines a chipped nail as she places
     a dish in the drying rack.

                         BETTY
               Mary Sue?

                         JENNIFER
               Yeah?

     Betty hesitates. Rinses out a pot.

                         BETTY
               Can I ask you a question?

                         JENNIFER
               Sure.

     She pauses for a long moment.

                         BETTY
               What goes on up at Lover's Lane?

                         JENNIFER
                    (turning toward her)
               What do you mean?

                         BETTY
               Well, you hear all these things lately.
               You know--kids spending so much time up
               there ...
                    (she looks over)
               Is it holding hands? That kind of thing?

                         JENNIFER
               Yeah ...
                    (beat)
               That--and ...

     She stops herself.

                         BETTY
               What?

                         JENNIFER
               It doesn't matter.

                         BETTY
               No. I want to know.

                         JENNIFER
                    (glances toward the living room/
                    lowers her voice)
               ... Sex.

                         BETTY
               Ah.

     Betty nods from the import of the tone but not the meaning. A
     beat goes by ...

                         BETTY (CONT)
               What's sex?

     Jennifer looks over at her stunned, but Betty just looks at
     her with a blank, curious expression. Jennifer hesitates.

                         JENNIFER
               You sure you want to know this?

                         BETTY
               Yes.

                         JENNIFER
               Okay.

     She crosses to the kitchen door and closes it. The sounds of
     the TV in the living room disappear. Jennifer crosses back to
     the kitchen counter and turns to her.

                         JENNIFER (CONT)
               You see Mom ...
                    (softer and with understanding)
               When two people like each other very
               much ...

     Betty looks at her and nods ...

                                                       DISSOLVE TO:

     EXT. PARKER HOUSE. NIGHT.

     The TV keeps flickering in the window.

     INT. KITCHEN. LATER ...

     The CAMERA PANS across the kitchen table where there is a
     full quart of milk and some uneaten co6kies. It finally comes
     to rest on Jennifer who is staring across the kitchen table
     with a concerned look on her face.

                         JENNIFER
               You okay?

     REVERSE ANGLE. BETTY.

     She nods--shaken but "fine." Betty stares long and hard at
     the plate of chocolate chip cookies. She's far away.

                         BETTY
               Yes ...
                    (softly)
               It's just that ...

                         JENNIFER
                    (gently)
               What?

                         BETTY
               Well ...
                    (looking up)
               ... Your father would never do anything
               like that.

     SHOT. JENNIFER.

     She bites her lip weighing her next sentence ...

                         JENNIFER
                    (leaning forward)
               Oh. Hmm ...
                    (whisper/
                    woman to woman)
               Well, Mom ... there's ways to "enjoy"
               yourself without Dad.

     ANGLE. BETTY.

     She looks across the table, perplexed.

                                                       CUT TO:

     INT. PARKER BEDROOM. NIGHT.

     George crosses from the dresser to the TWO TWIN BEDS in the
     middle of the room. He wears long sleeve pajamas that are
     buttoned up to the neck. George puts his glass of warm milk
     on the nightstand and climbs in his own single bed. It is
     barely wide enough for his body and takes some maneuvering.

                         GEORGE
               Sweetie? You coming to bed?

     There is no answer.

                         GEORGE (CONT)
               Betty?

     INT. BATHROOM.

     She stands in her bathrobe staring down at the tub. Her
     dressing gown is buttoned to the neck as well.

                         BETTY
                    (calling out)
               Yeah ... I'm just going to take a bath
               first.

     CLOSER. BETTY.

     She swallows once as she stares down at the tub--then reaches
     for the spigot and turns on the water. Betty's heart beats a
     little faster as she HEARS the WATER THUNDERING DOWN.

     CLOSER STILL ...

     Betty reaches up and unties the little silk ribbon at the top
     of her robe. She slips it off, and lets it drop to the floor,
     standing naked in the middle of the bathroom. Betty glances
     toward the mirror and then quickly glances away. She takes a
     deep breath and steps into the tub.

     EVEN TIGHTER. ON HER FACE ...

     Betty slides down into the warm water, breathing in the
     steam, and closing her eyes for a moment. She lingers like
     that for a second or two, before settling a little lower in
     the tub. Betty opens her eyes, but they only half open. There
     is the slight trace of a smile.

     EXTREME CLOSE UP BETTY'S FACE.

     Her eyes close again as she bites her lower lip gently. The
     water continues to THUNDER DOWN as she arches her back.
     Betty's breathing seems to quicken as she opens her eyes all
     over again:

     HER POV. BATHROOM ...

     ALL AT ONCE, EVERYTHING AROUND STARTS TO TURN FROM BLACK AND
     WHITE TO COLOR. A BIRD OUT THE WINDOW BECOMES A RED BREASTED
     ROBIN. THE TILE ON THE TUB TURNS OUT TO BE PURPLE. GREEN
     TOWEL ... PINK ROBE ... BRIGHT YELLOW DAISIES ON THE PLASTIC
     SHOWER CURTAIN.

     CLOSE UP. BETTY'S FACE.

     She stares in amazment. Beads of sweat form on Betty's
     forehead as the world goes to TECHNICOLOR. The THUNDERING
     WATER POUNDS IN THE BACKGROUND, but beneath can be heard the
     beginnings of a faint, low, MOAN. Her eyes dart around the
     room. Her breathing quickens: Faster ... Harder ... More
     intense ... THEN SUDDENLY ...

     EXT. ELM STREET. NIGHT.

     The HUGE ELM TREE across the street suddenly BURSTS INTO
     FLAMES. Fire shoots straight up into the sky as billowing
     clouds of black smoke fill the air. BRIGHT ORANGE FLAMES
     LIGHT UP THE NIGHT.

     INT. PARKER LIVING ROOM. NIGHT.

     David is staring at the television set when he notices a
     weird orange glow. He glances behind him, out the living room
     window ...

                         DAVID
               Oh my God!

     EXT. ELM STREET. NIGHT.

     David comes racing out of the front door and down the walk. A
     small CROWD has gathered in front of the fire. (They don't
     seem frightened--just sort of amazed.) The street is still
     BLACK AND WHITE but it is now bathed in a weird ORANGE LIGHT.
     The flames leap higher and higher ...

                         DAVID
               Jesus Christ ...

     FOLLOWING DAVID.

     He takes off down the block, as fast as he can run. The crowd
     continues to stare as David turns the corner at Main
     Street ...

     EXT. FIRE STATION.

     He races in the front of the building SCREAMING at the top of
     his lungs.

                         DAVID
               FIRE! FIRE!

     INT. FIRE STATION.

     There is no sign of life on the ground floor. David races up
     the stairs toward the bunk room on the second story.

     INT. BUNKROOM.

     All the firemen are sitting around playing Gin Rummy when
     David rushes in the front door. They can hear his voice from
     down the hall.

                         DAVID
                    (entering)
               FIRE ... FIRE ...

     They still don't move. All the firemen just look at him from
     their bunks with a perplexed expression.

                         DAVID (CONT)
                    (beat)
               CAT!!!

     All at once they spring to their feet grabbing their helmets
     and their yellow slickers. They race to the landing just
     outside the bunkroom and leap onto the pole ...

     EXT. MAIN STREET. NIGHT.

     The FIRE HAS SPREAD TO AN ADJOINING TREE as the FIRE ENGINE
     comes SCREAMING toward the house from the top of the block.
     David sits in the front of the truck next to the Fire Chief
     who drives the vehicle at break neck speed.

                         DAVID
               Right here!

     The Fire ENGINE screeches to a halt. The Fire Chief looks
     around ...

                         FIRE CHIEF
               Where is it?

     David shoots him a look then glances at the inferno. He
     shakes his head and leaps from the truck.

     FOLLOWING DAVID.

     He races around to the back where the other firemen are
     standing just as confused. David grabs one of the hoses and
     begins to pull it from the truck.

                         DAVID
               Here! Grab this nozzle.

                         FIREMAN
               But where's the ...

                         DAVID
               Just grab it!

     He strips out about fifteen feet of hose, then grabs the
     fireman and pulls him toward the curb. David parts the crowd
     and positions the man right in front of the flames.

                         DAVID (CONT)
                    (shouting)
               Okay! Now point this right at the
               flames--like this.

     The Fireman nods and does as he is told. David opens the
     valve sending out a huge FLUME OF WATER.

                         FIREMAN
               Whoa!
                    (beat)
               So that's what these do.

     A huge smile breaks out across the fireman's face--like a man
     who has suddenly found his purpose in life. He beams from ear
     to ear dousing the flames, while David runs to get another
     hose ...

                         BOB (VO)
                    (fading in)
               ... In honor and in recognition of
               your heroism ...

                                                       DISSOLVE TO:

     EXT. TOWN HALL. DAY

     David stands at a podium receiving a commendation from "Big"
     Bob McGee (the man from the barbershop). He holds a large
     plaque up for public display, while "David's" whole family
     beams in the background.

                         BOB
               ... And with great appreciation from
               the citizens of Pleasantville ...

     WIDER.

     A huge crowd is gathered on the town hall steps. There are
     lots of balloons and bunting.

                         BOB
               I am pleased to present You with this
               special commendation, from the
               Pleasantville Chamber of Commerce!

     He hands the plaque to David as the entire town bursts into
     APPLAUSE.

                                                       CUT TO:

     EXT. MAIN STREET. LATER ...

     David walks away from the center of town looking down at his
     plaque. He takes his sleeve and starts to rub off a smudge
     when a young woman comes up beside him.

                         GIRL'S VOICE
               Hi Bud ...

     WIDER.

     She is MARGARET ANNE HENDERSON, the prettiest girl in school,
     and one of the most popular. Margaret wears a frilly polka
     dot dress, that only accentuates a bombshell '50s figure.
     Nonetheless, she seems the image of girly innocence.

                         MARGARET
               That was sure swell ...

                         DAVID
               Oh. Thanks, Margaret.

                         MARGARET
                    (smiling)
               I baked you my oatmeal cookies.

                         DAVID
                    (vaguely remembering an episode)
               Oh, no ... You baked those for Whitey.

                         MARGARET
               No. I baked them for you.

                         DAVID
               No. You baked them for Whitey.

                         MARGARET
                    (low and gutteral)
               No. I baked them for you.

     All at once, Margaret grabs his arm and presses herself up
     against him. Her breasts shove up against his chest. Her
     mouth is inches away from his.

                         DAVID
               Um ... thanks.

     David can smell the weird combination of hot moist breath and
     freshly baked cookies. He stares into her eyes for a moment,
     unable to speak. Margaret flashes him a not-so Pleasantville
     smile.

                         MARGARET
               See ya.

     She turns and heads around the comer, while David just
     watches her dumbstruck.

                                                       CUT TO:

     SODA SHOP. DUSK.

     David heads toward work with his apron and little paper hat.
     The BUDDY HOLLY music has given way to "hip" '50s JAZZ. DAVE
     BRUBECK drifts out of the soda shop as David pauses for a
     moment, takes a bite of his oatmeal cookie, and heads inside.

     SODA SHOP.

     The place has "morphed" even more. If it was a teenage
     hangout before, it has become almost a Bohemian coffee house
     now. Brubeck's "TAKE FIVE" plays in the background while
     several patrons talk "intensely" in their booths.

     DOORWAY.

     David walks into the building and pauses. Next to him, one of
     the boys from the basketball team plays along with the jazz
     on a BONGO DRUM. There are several COFFEE cups on the table.
     Jennifer gets up quickly and comes over to him.

                         JENNIFER
                    (in a whisper)
               I had nothing to do with that fire.

                         DAVID
                    (quietly)
               It's okay.

                         JENNIFER
               Not directly anyhow ...

                         DAVID
               It's fine.

     David glances at the booth beside them and realizes that the
     bongos have stopped playing. All the kids are staring up at
     him, with a weird expression of awe.

                         JENNIFER
                    (still under her breath)
               Um ... They like wanna ask you a
               question ... I didn't know how to
               handle it. So ...

                         DAVID
               Sure.

     He crosses to the booth where Biff and two others look up at
     him. It's like Elvis has entered the building.

                         DAVID (CONT)
               How you doin?

                         VARIOUS KIDS
               Swell ...

     They keep on staring. Several glances are exchanged back and
     forth like they're sharing a secret. Finally ...

                         BOY
               How'd you know about the fire?

                         DAVID
               What?

                         BOY
               How'd you know how to put it out and
               all?

     David hesitates, weighing his words.

                         DAVID
               Well--where I used to live ...
               That's just what firemen did.

     This sends a MURMUR through the shop. The boy leans forward.

                         BOY
               And where's that?

                         DAVID
                    (carefully)
               Um ... Outside of Pleasantville.

     This sends a much LOUDER MURMUR rifling through the kids.
     It's like electricity. They glance excited at one another. A
     hush descends.

                         BOY
               What's outside of Pleasantville?

                         DAVID
               Look it doesn't matter. It's not
               important.

                         BOY
               What is it?

     David stops and looks out at the kids who are hanging on
     every word.

                         DAVID
               It's really not important.

                         GIRL'S VOICE (OS)
               What's outside of Pleasantville?

     REVERSE ANGLE. INCLUDING DOORWAY.

     Margaret Henderson (the girl with the cookies) stands in the
     doorway staring at David. She hangs on his words with the
     same excitement as the others, it just means so much more.

                         MARGARET (CONT)
                    (hungry for knowledge)
               C'mon. Tell us ...

     She stares right in his eyes. She's ten feet away but might
     as well be touching him.

                         DAVID
                    (slowly)
               Well ... There are some places where
               the road doesn't go in a circle.
               There are some places where it keeps
               on going.

     There's an excited giggle. They lean forward.

                         MARGARET
                    (an exotic concept)
               Keeps going ...

                         DAVID
               Well--it all just keeps going.
               Roads ... rivers ...

                         2ND BOY
                    (from the back)
               Like the "Mighty Mississippi".

                         DAVID
               ... What?

     He moves forward extending a book. The cover reads: "THE
     ADVENTURES OF HUCKELBERRY FINN." David opens the first page.
     There is printing inside.

                         BOY
                    (quoting)
               "It was big 'n brown 'n kept goin'
               an' goin' as far you could see."

                         DAVID
                    (turning to Jennifer)
               I thought the books were blank?

                         JENNIFER
               They were.

     He looks over at her.

                         JENNIFER (CONT)
                    (quickly)
               Okay look, this like--wasn't my fault.
               They asked me what it was about and I
               like didn't remember 'cause we had it
               back in tenth grade, But I told them
               what I DID remember, and the next
               thing I knew the pages had filled in.

                         DAVID
               The pages filled in?

                         JENNIFER
               But like only up to the part about
               the raft, because I didn't read any
               farther.

     CLOSER.

     David flips through the book and sure enough only the first
     chapter has print. The pages are blank after that.

                         2ND BOY
               Do you know how it ends?

                         DAVID
                    (hesitating)
               Well, yeah ... I do.

                         MARGARET
                    (breathless)
               So how does it end?

     She has moved closer and is gazing at him from a couple of
     feet away. It's silent in the soda shop.

                         DAVID
               Well--see ... they're both running
               away--Huck and the slave ... And ...
               They go up the river ... But--in
               trying to get free they sort of see
               that they're free already.

     David looks immediately down to the blank pages of the book
     that aren't blank anymore. Rows and rows of FRESH NEW TYPE
     materialize in front of him. He turns to the back of the
     book, that is complete with a COLOR illustration.

                         DAVID (CONT)
                    (quietly)
               Oh my God.

                         2ND BOY
               Wow!

                         3RD BOY
               Do you know this one?

     He shoves another book in front of David.

                         DAVID
               Hunh?
                    (looks down at the book)
               Oh yeah ... Well this is great.
                    (beat)
               See--Holden Caulfield is like this
               really lonely kid...

     EXT. PLEASANTVILLE PUBLIC LIBRARY. DAY.

     The CAMERA PANS down from the "PUBLIC LIBRARY' sign to find
     the front door. A long line of kids waiting to check out
     their books stretches onto the sidewalk ...

     EXTREME WIDE SHOT. LIBRARY. FROM ACROSS THE STREET.

     Several men from the barbershop lean against the wall next to
     the spinning barber pole. They watch the spectacle for a
     moment or two, as teenager after teenager exits with an
     armful of books.

                         GUS
               I don't know Phil. It's pretty strange.

                         PHIL
               I'll say it's strange. Gettin' stranger.

     Big Bob McGee nods and rubs his hands over his fresh haircut.

                         PHIL (CONT)
               I mean goin' up to that lake all the
               time is one thing, but now they're
               going to a library! I mean what's next?

                         BURT
               Oughtta be havin' an ice cream soda.
               That's where they oughtta be.

     WIDER STILL.

     From the shadows of the Town Hall, up the block, David
     watches the stream of kids emerge with their books. They
     cradle them in their hands like a piece of newfound
     treasure ...

     INT. PARKER LIVING ROOM. NIGHT.

     George sits on the edge of his Barka Lounger, across the
     coffee table from "Big" Bob McGee. Even sitting down the man
     is a looming presence. Besides owning the market, auto
     dealership, hardware store, and gas station, he also owns the
     insurance agency where George works. George sweats into his
     collar.

                         GEORGE
               Want some bridge mix?

                         BOB
               Oh, no thanks ...

                         GEORGE
               Betty's making some pineapple kabobs ...

                         BOB
               I'm fine--but thank you.

     George nods as Bob takes a belt of his Martini and leans
     forward.

                         BOB (CONT)
               George, you're probably wondering why
               I asked if I could come over today ...

     George shrugs--then nods--then shrugs ...

                         BOB (CONT)
               I'm sure you've noticed the same
               things we all have--certain "changes"
               going on in the town.
                    (beat)
               You know what I mean by "changes"?

                         GEORGE
               "Changes."

                         BOB
                    (nodding)
               "Changes."
                    (takes a belt of martini)
               And it's not just the fire or big
               stuff like that. It's little things.
                    (beat)
               Did you hear about Bill Miller?

                         GEORGE
                    (concerned)
               No. What?

                         BOB
               Wife wants him to get one of those
               new beds.

                         GEORGE
               One of those ... big beds?

     Bob nods.

                         GEORGE (CONT)
               Oh my gosh. What's he gonna to do?

                         BOB
               I really don't know.
                    (beat)
               Ben Miller's son just quit his job as a
               boxboy at the market.

                         GEORGE
               ... How?

                         BIG BOB
               Said he didn't want to do it anymore.
               Just took off his apron in the middle
               of an order. Mrs. Thompson had her
               groceries spread all over the counter
               ... Took 'em four hours to sort the
               whole thing out.

                         GEORGE
               Holy cow.

     Bob takes a belt of his drink ...

                         BIG BOB
               George, everyone likes you.

                         GEORGE
               Oh well ...

                         BOB
               No. They do. And it isn't just 'cause
               you're a great bowler ... They respect
               you ...

                         GEORGE
                    (heartfelt)
               Thank you very much.

                         BOB
               And it's important for them to see
               someone they respect, stand up for
               what's right. If you love a place,
               you can't sit around and watch this
               kind of thing happen to it.

                         GEORGE
               No. Of course not.

                         BOB
                    (big patriarchal smile)
               And that's why I want you to be on
               the Pleasantville Chamber of Commerce.

                         GEORGE
                    (stunned/
                    moved)
               Oh my Gosh. I hardly know what to say.

                         BOB
                    (smiling)
               Why don't you start by saying "yes,"
               and then getting me one of those swell
               pineapple kabobs.

                         GEORGE
               Oh sure ... You bet.
                    (calling out)
               Betty ...

     There is no answer.

                         GEORGE (CONT)
                    (louder this time)
               BETTY ...

     Still no answer.

                         GEORGE (CONT)
               BETTY--BOB WANTS TO TRY ONE OF YOUR
               GREAT HORS D'OEUVRES ...

     WIDER.

     George turns around to see David, standing on the landing,
     listening to the entire conversation. Their eyes lock for a
     moment ...

                         DAVID
               I'll get her.

     He moves quickly to the kitchen shutting the door behind him.

     INT. KITCHEN.

     David gets a couple of steps in and stops. He looks across
     the room to see:

     REVERSE ANGLE.

     Betty standing at the kitchen sink, just staring out the
     window. Her back is to him. She grips the formica kitchen
     counter.

                         DAVID
                    (approaching slowly)
               Are you okay?

     She doesn't answer. David moves up to her and rests a hand on
     her shoulder.

                         DAVID (CONT)
               Are you alright?

     Betty turns around to face him. HER FACE HAS TURNED
     COMPLETELY TO COLOR. THE EYES ARE GREEN. THE LIPS ARE RED.
     SHE HAS A NATURAL BLUSH IN HER CHEEKS. In fact the whole
     thing looks like a beautiful color portrait except for the
     tear stains on either side of her face.

                         BETTY
                    (fighting tears)
               What am I going to do?

     David moves closer and looks at her. Her lip is quivering.

                         DAVID
               It's okay. It's alright.

                         BETTY
                    (trembling)
               I can't go out there. How can I go out
               there?

     She looks right up at David.

                         BETTY (CONT)
                    (quieter)
               Look at me ...

     DIFFERENT ANGLE.

     He stares at her for a second. Big green eyes full of fear
     and confusion. David pushes a reassuring smile.

                         DAVID
               Have you got any make up?

                         BETTY
               In my handbag.

     He crosses to the counter and grabs her purse. David sits
     Betty on a kitchen chair and fishes inside the handbag for
     her compact. He finds it along with a wadded up Kleenex.

                         DAVID
               Okay--first we'll dry you out a little.

     He dabs at the tears, while she smiles at him in gratitude,
     Then David opens the compact and takes out the large GRAY
     powder puff.

     CLOSER.

     It is a truly amazing sight. As David smears on the makeup,
     she returns gradually to BLACK AND WHITE. The skin tones
     disappear. The flush of her cheeks goes. David takes out a
     DARK GRAY lipstick, obliterating the bright red of her lips.

     REVERSE ANGLE. OVER BETTY'S SHOULDER.

     He works on her for a second or two, then takes a step back.
     All at once, David seems to wince:

     REVERSE ANGLE. HIS POV. BETTY'S FACE.

     The life is gone from her face. In an instant Betty has gone
     from three dimensions to two. She stands in front of him, the
     fictional version of herself all over again.

                         BETTY
                    (off his reaction)
               What?

     David shakes his head and forces a smile. He hands her the
     compact so she can examine herself. Betty holds it up to her
     face, turning her head first right, then left.

                         BETTY (CONT)
                    (beat)
               Does it look okay?

                         DAVID
               Looks just like it did.

                         BETTY
               And they won't be able to tell?

                         DAVID
                    (even quieter)
               No ... They won't be able to tell.

     Betty takes a deep breath and fluffs her hair. She grabs the
     plate of Pineapple kabobs and heads for the door. Just before
     she goes in, she pauses, then plasters on a big wide
     "stewardess" smile ...

                         DAVID (CONT)
               Wait.

                         BETTY
                    (turning back)
               What?

     He wants to say something, but doesn't. David shakes his
     head.

                         DAVID
               It's fine.

     She smiles again and balances the tray in front of her.

                         BETTY
               Thank you.

                         DAVID
                    (sadly)
               Sure.

     He watches as she opens the door, and marches in the room,
     extending the little tray of hors d'oeuvres in front of
     her ...

                                                       CUT TO:

     INT. SODA SHOP. DAY.

     Mr. Johnson is all alone in the shop, setting up the napkin
     dispensers. He whistles BRUBECK'S "TAKE FIVE" when the screen
     door slams behind him. Mr. Johnson looks up with a start.

                         MR. JOHNSON
               Oh, hi.

                         DAVID
                    (entering)
               Hi.

                         MR. JOHNSON
               Aren't you a little early?

                         DAVID
                    (quietly)
               I brought you something ... From the
               library.

     CLOSER. FOLLOWING DAVID.

     He has a large book tucked under his arm that is easily three
     feet long. Mr. Johnson looks at him a little intrigued as
     David crosses to the counter.

                         DAVID
               It's an art book.

                         MR. JOHNSON
               Oh my Gosh, Bud ...

                         DAVID
               Open it.

     Mr. Johnson reaches out and opens the cover. After a beat,
     his eyes widen.

                         DAVID (CONT)
               I just thought since you liked
               painting it might help to ...

     Mr. Johnson gasps. It's quiet, and subtle, but it's still a
     gasp. David looks over at him but he's lost in the pages.

     HIS POV. (INSERT) ART BOOK ...

     Massacio's "Expulsion of Adam and Eve' leaps off the pages in
     vibrant, tortured color. The beauty of the garden is offset
     by their agony and their shame. HE TURNS THE PAGE ...

     Titian's "Venus to Utano". Soft, fleshy, in a rich golden
     light. She is utterly real and entirely nude. The folds of
     her flesh almost seem to glow ...

     Rembrandt's "Self Portrait." Dark reds, umbers, blacks and
     browns. He looks back at Mr. Johnson with pain and wisdom.
     There's a brilliant light on his hair.

                         MR. JOHNSON (OS)
               Mmmmgh ...

     Faintly, almost imperceptibly, the SOUND of a rich ARIA
     begins to UNDERSCORE THE IMAGES. It's so faint you can't be
     sure you even hear it at all ... like you're hearing it with
     your eyes.

     He TURNS THE PAGES faster. Breugal's "Harvesters" ... Tumees
     "Steam Train" ... Monet's "Cathedralo" ... Cezanne's
     "Oranges" ... Mr. Johnson shuts the book.

     WIDER. SODA SHOP.

     They sit like that for a beat.

                         MR. JOHNSON
               It's beautiful, Bud ...

     He looks up at David, troubled.

                         DAVID
               What's wrong?

                         MR. JOHNSON
               I'll never be able to do that.

                         DAVID
               Oh, well--you're just starting out.
               I mean, you can't do it ...

                         MR. JOHNSON
               No, that's not it.

     Mr. Johnson shuts the book gently.

                         MR. JOHNSON (CONT)
               Where am I going to see colors like
               that?

     ANGLE. DAVID.

     What can he say. David looks over at Mr. Johnson who just
     smiles and shrugs.

                         MR. JOHNSON
               Must be awfully lucky to see colors
               like that. I bet they don't even know
               how lucky they are.

     CLOSE UP. DAVID.

     He just stares for a second.

     EXT. MAIN STREET. LONG SHOT. DAY.

     Margaret walks up the center of Main Street toward the CAMERA
     with her books pressed against her chest. She passes the
     drugstore, then the hardware store ... Far off in the
     distance, a young man comes racing out of the soda shop,
     pulling off his little paper hat as he goes. He comes running
     up behind her as fast as he can.

     CLOSER.

     He takes a deep breath and tries to quiet the panting.

                         DAVID
               Hi.

                         MARGARET
                    (turning/
                    lighting up)
               Oh ... Hi.

                         DAVID
                    (pause)
               Look, I probably shouldn't be asking
               you this--not knowing you that well
               and all ...

     Margaret stops in the street and turns to him.

                         DAVID (CONT)
               It's just that my folks are gonna
               stay home and they said I could use
               their car.
                    (moment of truth/
                    abandoning his speech)
               ... You want to go out with me
               tonight?

     He wants to turn away but doesn't. David forces himself to
     stare at her and all of a sudden she beams. It's the whitest,
     pearliest smile in the world.

                         MARGARET
                    (breathless)
               Sure ... Where would we go?

                         DAVID
                    (swallows)
               ... Lover's Lane?

                                                       CUT TO:

     EXT. ELM STREET. DAY.

     David comes flying around the corner in complete jubilation.
     He vaults over a parking meter, swings around a lampost and
     leaps off the bumper of a parked car. David hi-fives into the
     air at no one in particular and sails over Mr. Simpson's
     hedge almost decking him in the process.

                         DAVID
                    (calling back)
               Sorry ...

     FOLLOWING DAVID.

     He races across the street bobbing and weaving like an All
     American fullback. David bounds up his front steps two at a
     time flinging open the door.

     INT. PARKER HOUSE. FOYER.

                         DAVID
               "Oh when the Saints ... Go Marching
               in ..."

     He lets the door slam behind him as he takes off his apron
     and tosses it on the coat rack. David starts up the stairs,
     when he HEARS a MAN'S VOICE coming from the living room.

                         MAN'S VOICE (OS)
               Bud ...

     He pauses a second and glances back.

                         MAN'S VOICE (CONT)
               David ...

     He peers into the living room. David goes a little grayer ...

     HIS POV. TELEVISION.

     Dick Van Dyke is looking back at him from the middle of the
     TV screen. He seems to have a bit of a stubble.

                         DICK VAN DYKE
               Hello there.

                         DAVID
                    (wary)
               ... Hi.

                         DICK VAN DYKE
                    (stage whisper)
               Well c'mere, young fella.

     INT. LIVING ROOM.

     David crosses slowly over to the TV set.

                         DICK VAN DYKE
                    (big smile)
               You know I've been thinkin' ... I
               might have been a little "hasty"
               the other day when you asked to come
               home--just took me by such surprise,
               ya know--ha ha ...

     He gives a goony laugh. David just looks at him ...

                         DICK VAN DYKE (CONT)
               So even though I can't make any
               promises, well--I figured if you
               asked me real nice--I might just be
               willing to talk about it again.

                         DAVID
                    (quickly)
               I can't.

                         DICK VAN DYKE
               What?

                         DAVID
               Talk about it. Right now, I mean.
               I got to ... um ...

     The look turns suddenly dark and ominous.

                         DICK VAN DYKE
               Bud--I thought you wanted to come
               home.

                         DAVID
               Oh ... I do. Yeah. It's just that I
               told my "dad" I'd clean out the
               rain gutters and Mr. Johnson wanted
               me to ... to change the tape in the
               register ...

                         DICK VAN DYKE
                    (getting testy)
               I'll be honest with you Bud. I'm
               getting sorta concerned about what
               I'm seeing in some of these
               re-runs ...

                         DAVID
               Re-runs?

                         DICK VAN DYKE
               Like when Margaret Henderson makes
               her cookies for Whitey.
                    (losing it a little)
               ... Those aren't your cookies Bud.

                         DAVID
               Oh, I know they're not. But I mean--
               they're just "cookies" after all ...

                         DICK VAN DYKE
               Excuse me?

                         DAVID
               Well they're not just cookies. I
               mean, they're great cookies ...
               Look, I'd love to get into this
               whole thing but I'm really running
               late. Why don't we hook up tomorrow?

                         DICK VAN DYKE
               BUD.

                         DAVID
               Terrific. I'll talk to you then.

     He swttches off the TV sending Dick Van Dyke to electronic
     limbo. David stands in the middle of the living room,
     breathing hard ...

     INT. JENNIFER'S (MARY SUE'S) ROOM.

     She sits on the bed staring down at the front cover of a
     book. (It's an alien experience.) Jennifer is just about to
     open it when she senses something and glances toward the
     door.

     REVERSE ANGLE.

     Bud is standing in the doorway just staring at her. He seems
     to be out of breath.

                         JENNIFER
               What's wrong?

                         DAVID
               Nothing.

                         JENNIFER
               Nothing?

     He keeps breathing hard in the doorway. David holds the
     remote in his hand.

                         DAVID
               Listen ...

     He takes a couple of steps into the room and then suddenly
     stops.

                         DAVID (CONT)
               You're reading?

                         JENNIFER
                    (glancing at the book)
               Yeah. Can't believe you started such
               a dorky fad.

     She holds up the cover.

                         JENNIFER (CONT)
               D.H. Lawrence. You ever heard of him?

                         DAVID
                    (amazed)
               ... Yeah.

                         JENNIFER
               Seemed kinda sexy. Look. I read 35
               pages.

                         DAVID
                    (still stunned)
               That's great.

     He just stares at her for a second as his mind seems to
     drift ...

                         JENNIFER
               So what is it?

                         DAVID
               Well ... I just ...
                    (out of the blue)
               Can I ask you a question?

                         JENNIFER
               Sure.

                         DAVID
               Remember when you told me that Lisa
               Rosenberg liked me?

                         JENNIFER
               Yeah ...

                         DAVID
               Well--did she really like me or were
               you just making that up.

                         JENNIFER
               No. She really liked you.

                         DAVID
               You weren't playing a joke? She
               woulda gone out with me?

                         JENNIFER
               Gone out with you. She woulda like
               rearranged your tonsils.

                         DAVID
               Wow.

     He looks at her amazed--reliving the missed opportunity.

                         JENNIFER
               Can I ask you a question?

                         DAVID
               Yes.

                         JENNIFER
               How come I'm still in black and white?

                         DAVID
                    (back to earth)
               What?

                         JENNIFER
               Well I've had like ten times as
               much sex as these girls and I'm
               still like this. They have one hour
               in the back of a car and suddenly
               they're in technicolor.

                         DAVID
               Oh, I don't know. Maybe ...
                    (thinks)
               ... it's not just the sex ...

                         JENNIFER
                    (looking up quickly)
               What?

     She stares at him wide-eyed like someone who has just heard
     their name called. Jennifer's eyes dart around like she's
     calculating a math problem. After a moment or two, her
     expression changes: a vague look of recognition.

                         JENNIFER (CONT)
               No, it's not just the sex, is it?

     She glances down at her book. It's a big book. Jennifer takes
     a deep breath and stares at the gray skin of her hand. After
     a second or two, she looks back. David looks at her for a
     beat ...

                                                       CUT TO:

     EXT. MARGARET HENDERSON'S HOUSE. (MAPLE STREET) DAY.

     David gets out of his "dad's" convertible, carrying a dozen
     "gray" roses. He takes a deep breath and heads up her front
     walk ...

     INT. CAR. NIGHT. LATER ...

     David sits behind the wheel of the borrowed car with Margaret
     Henderson by his side. He concentrates hard on the road,
     holding the wheel at "10 and 2" as he steals a glance to his
     right.

     HIS POV. MARGARET.

     It's not quite evening yet, and late afternoon light makes
     her glow. Margaret smiles as she turns her face into the warm
     wind that swirls inside the convertible ...

     SHOT. DAVID.

     He studies her for a moment or two, then suddenly swerves to
     avoid a parked car on his right ...

     WIDER.

     They pass a sign with a happy family on it that reads:

     "NOW LEAVING PLEASANTVILLE"

     Main Street turns into a winding country road as they leave
     the town behind and head off into the woods. They wind
     through the dense woodland for a moment or two before a
     second sign appears, much like the first:

     "NOW ENTERING PLEASANTVILLE"

     DIFFERENT ANGLE. THROUGH THE WINDSHIELD.

     Sure enough, the town emerges in front of them again,
     completing the 4 dimensional circle. David looks confused.

                         MARGARET
               Um ... You gotta turn off Main Street.

                         DAVID
               Oh ... Right.

     He looks over at her and smiles. Margaret turns on the radio.

     EXT. CAR. DUSK.

     SAM COOKE sings for them as David turns from Main Street onto
     a smaller unmarked lane. The car starts to rise up a small
     hill, with Dogwood trees blooming on either side of the road.
     It continues to climb up the narrow gravel lane toward the
     crest in the hill. David looks over at Margaret who takes a
     deep breath shutting her eyes. He glances down at the seat
     between them ...

     HIS POV. CAR SEAT.

     THE ROSES THAT WERE GRAY HAVE SUDDENLY TURNED TO COLOR. They
     sit next to him on the seat: a deep, rich RED ...

     INT. CAR.

     David looks up and out the windshield. The same thing seems
     to be happening around them ... Many of the Dogwoods have
     started to turn PINK. Not all of them, but at least fifty
     percent of the petals have "bloomed" in some weird false
     spring. The road twists and turns on its way to the top, as
     they finally reach a crest in the hill.

                         DAVID
               Wow.

     THEIR POV. LOVERS LANE.

     There, sitting in front of them, is a whole world gone
     Technicolor: THE LAKE IS BLUER THAN BLUE. THE WEEPING WILLOW
     IS GREENER THAN GREEN. THE DOGWOOD PETALS (all "turned" now)
     SWIRL IN THE WIND LIKE SOME STRANGE PINK SNOWSTORM. A LONG
     LINE OF PASTEL CARS STRETCHES OUT ALONG THE SHORE.

                         SAM COOKE (VO)
                    (over the car radios)
               "Cupid, draw back your bow ..."

     SHOT. CAR.

     Slowly, David rolls the convertible forward. Many of the kids
     have left their cars and sit down along the grassy bank by
     the edge of the water. A few of them have books open. It
     almost looks "Athenian."

     INT. CAR.

     David looks at the whole scene for a moment then suddenly
     cocks his head to the side.

                         DAVID
               What's that smell?

     Margaret looks at him and smiles. She leans well out of the
     convertible, and plucks a Gardenia from a bush that is
     blooming beside the car.

                         MARGARET
               Aren't these great?

     David takes the flower, then puts it up to his nose. He takes
     a long deep breath then all at once, his posture seems to
     relax. As the fragrance enters his body his eyes drift like
     some strange narcotic is washing over him. David lowers the
     flower ...

     EXT. MAIN STREET. DUSK.

     Betty is walking down Main Street with a shopping bag on
     either hand. From a block away, she looks like any other
     homemaker in Pleasantville. You don't even notice the gray
     make-up.

     CLOSER. FOLLOWING BETTY.

     She nods to Mrs. Filmore in the bakery and smiles at Don in
     the Post Office. Betty is just about to turn on Elm Street
     when she glances up, and suddenly stops.

     HER POV. ACROSS THE STREET.

     There, in the middle of the block, sits Mr. Johnson's soda
     shop. The whole scene is still black and white, except for
     the large CUBIST PAINTING THAT FILLS MR. JOHNSON'S WINDOW. It
     is rendered in bright PINKS, YELLOWS AND ORANGES, and looks
     like a Braque or a Picasso except for the unusual subject
     matter. Upon closer examination you see that all the spheres
     and cones add up to an avante garde snow scene, with a Cubist
     Santa hovering over the roof tops.

     SHOT. BETTY.

     She stares at it, mesmerized for a moment, then starts to
     wander across the street. It's late afternoon and the
     business district is empty. Betty crosses in the middle of
     the block, staring straight ahead.

     INT. SODA SHOP.

     The door opens and she sticks her head inside. Most of the
     place is dark except for one streak of sunlight shining
     through the window near the back of the store. Betty glances
     around. The little bell JINGLES as she enters.

                         MR. JOHNSON (OS)
               We're closed right now ...

     DIFFERENT ANGLE.

     He sits in front of a small easel near the back, staring at a
     board which doubles as a canvas. Mr. Johnson glances over his
     shoulder and recognizes Betty in the doorway.

                         MR. JOHNSON
               Oh, hi ...

                         BETTY
                    (turning to leave)
               I'm sorry ...

                         MR. JOHNSON
               No, no ... Come on in.

     REVERSE ANGLE.

     He gets up from his stool and crosses toward the door, still
     holding the palette in his hand. Betty stares at the "Cubist
     Christmas" in the window.

                         BETTY
               I just thought ... It's beautiful.

                         MR. JOHNSON
               Thanks.

     Their eyes lock for a second. Sort of a clutzy silence. Mr.
     Johnson motions toward his easel.

                         MR. JOHNSON (CONT)
               I was just trying to do one of these
               "still lifes."

     He sighs and looks behind him. Next to the easel is a bowl of
     GRAY FRUIT.

                         MR. JOHNSON (CONT)
               Having kind of a tough time.

                         BETTY
               I think it looks nice.

                         MR. JOHNSON
               Well ...
                    (shrugs)
               Here's what it's s'posed to look like.

     He leads her over to the table and points down at the art
     book. It's open to a Cezanne that nearly burns off the page.

                         BETTY
               Oh my ...

     CLOSER.

     They are standing almost on top of each other gazing down at
     the book. Neither one of them moves. Betty almost disappears
     into the pictures--drawn by a strange new world.

                         MR. JOHNSON
               Here. Look at this.

     He turns to Kandinsky--a massive swirl of color. The image is
     nearly electric.

                         BETTY
                    (breathless)
               Where'd you get this?

                         MR. JOHNSON
               Bud brought it to me.

                         BETTY
               Bud?

                         MR. JOHNSON
               Here's my favorite.

     INSERT. BOOK.

     He turns the page near the back to one of Picasso's "Weeping
     Women." The woman is rendered in pink and red and green. Her
     head is a large sphere, laying "peacefully" on her own
     shoulder.

                         MR. JOHNSON
               What do you think?

     She doesn't answer ...

                         MR. JOHNSON (CONT)
               Isn't it great how she's resting like
               that?

                         BETTY
                    (faintly)
               She's crying.

     WIDER.

     Mr. Johnson looks down at the painting.

                         MR. JOHNSON
               What?

                         BETTY
               She's crying.

                         MR. JOHNSON
               No she's not.

                         BETTY
               Yes she is.

     He looks up at her ...

     REVERSE ANGLE.

     A single tear is running down Betty's cheek. She senses it
     and reaches up to wipe it quickly away, but instead of just
     wiping the tear, she takes off a huge swath of GRAY MAKE-UP.
     A long strip of PINK FLESH is revealed underneath.

     ANGLE. MR. JOHNSON.

     He stares up at her in amazement.

     ANGLE. BETTY.

     She senses something and glances down at her hand. Her
     fingertips are covered in GRAY MAKE-UP. Betty turns and bolts
     for the door.

     WIDER.

                         MR. JOHNSON
                    (following her)
               Wait ...

                         BETTY
               I've got to go ...

                         MR. JOHNSON
               It's alright.

     He stops her near the door and she turns her face toward the
     wall. Mr. Johnson touches her shoulder.

                         MR. JOHNSON (CONT)
               It's alright. Let me see.

                         BETTY
                    (shame)
               No ...

     He reaches up and gently touches her chin. Mr. Johnson moves
     around to glimpse the other side of her cheek.

                         MR. JOHNSON
               It's beautiful.

     CLOSER ...

     She freezes like that for a moment, then slowly, haltingly,
     turns toward him. THE COLOR of her real flesh is revealed
     underneath. Betty stands there exposed.

                         MR. JOHNSON
                    (a whisper)
               ... It's beautiful.

     She swallows, not sure what to do. Betty glances down.

                         MR. JOHNSON (CONT)
               You shouldn't cover that up.

     Mr. Johnson reaches over to the little napkin dispenser on
     the counter and pulls one out. He leans forward and dabs at
     the tears beneath Betty's eyes. Then slowly, gently, he
     starts to wipe the makeup off her cheek.

     CLOSER STILL ...

     She recoils a bit, tensing up, then just looks at him. Mr.
     Johnson is gazing at her "true color" with wonder and
     acceptance. She hesitates for an instant, then seems to make
     a decision. Betty slowly turns her face to the side, exposing
     her flesh all the way down to the neck. Mr. Johnson continues
     to wipe off the make up in larger and larger strokes as the
     beautiful pink flesh begins to emerge ...

                                                       CUT TO:
     INT. JENNIFER'S (MARY SUE'S) ROOM. NIGHT.

     She lies on her bed, reading the same book she was browsing
     earlier. Jennifer seems strangely engrossed as she flips the
     pages, lying on her stomach, scouring every word. After a
     moment or two she gets restless and shifts position, lifting
     the book. The cover is plainly visible: "LADY CHATTERLY'S
     LOVER."

     CLOSER.

     She doesn't have enough light so Jennifer rises from the bed
     and crosses to "her" desk. She sits in the chair and flattens
     the book in front of her. Jennifer is deep into the plot and
     doesn't even look up as she flicks on the desk lamp. She
     could almost be studying algebra as she sits upright at the
     little desk.

     DIFFERENT ANGLE.

     She flips the page and peers more intently. Her hair is
     bothering her so she pulls it back and knots it in a pony
     tail. After a little while her eyes begin to get more tired
     and she looks up and blinks a couple of times. Jennifer
     notices something across the desk.

     REVERSE ANGLE.

     A pair of Mary Sue's glasses are neatly folded in front of
     her. Jennifer reaches out, puts them on her head, glances
     back down at the print.

                         JENNIFER
                    (impressed)
               Hunh.

     She can see much clearer now. Jennifer folds her hands in
     front of her and doesn't even realize that she has mimicked
     the PHOTOGRAPH OF MARY SUE THAT SITS BESIDE HER IN A SILVER
     FRAME. The face is the same, but that's to be expected. So is
     the pony tail, the glasses, the posture and the studious look
     on her face. Jennifer turns the page engrossed in her novel
     when there is a loud TAP on the window.

     She rises from the desk and pulls back the curtain. Jennifer
     slides open the window.

     EXT. PARKER HOUSE.

     Biff stands on the front lawn tossing pebbles at the window.

                         BIFF
               Mary Sue--C'mon ...

                         JENNIFER
                    (leaning out the window)
               What are you doing?

                         BIFF
                    (jiggling in anticipation)
               It's six-thirty ...

                         JENNIFER
               So.

                         BIFF
               We were gonna ... You know ...

     He jiggles some more.

                         JENNIFER
               Oh.
                    (remembering)
               I can't.

                         BIFF
               Why not?

     She glances down at her book.

                         JENNIFER
               I'm busy.

                         BIFF
                    (surprised)
               With what?

     INT. JENNIFER'S ROOM.

     She hesitates for a second then glances back at the desk. Her
     own image in the silver frame stares back at her. The hair is
     pulled back in a pony tail. The glasses sit on the front of
     her nose.

                         JENNIFER
                    (turning to Biff)
               I'm studying.

     She thinks about it for a moment, then suddenly smiles. Biff
     stands dumbfounded on the sidewalk as Jennifer reaches up and
     quietly closes the window ...

                                                       CUT TO:

     EXT. LOVER'S LANE. NIGHT.

     David and Margaret sit on the edge of the grass, looking out
     across the water. Even in the moonlight, the COLORS are
     vivid. David still clutches the gardenia in his hand, taking
     a long hit like an Opium addict.

                         DAVID
                    (inhaling)
               Mmmmgh.

                         MARGARET
               Do they have those ... Where you come
               from?

                         DAVID
               Yeah ... I guess.
                    (beat)
               I don't know.

                         MARGARET
               You don't know?

     Margaret laughs like that isn't even possible. She shifts on
     the grass hiking her skirt up above the knee. It reveals a
     long tan leg beneath it. David watches as she kicks off her
     shoes, rubbing her feet through the long cool grass.

                         MARGARET (CONT)
               So what's it like?

                         DAVID
               What?

                         MARGARET
                    (a whisper)
               Out there.

     She clings onto the words like they could transport her by
     themselves. David thinks for a moment.

                         DAVID
               Oh. don't know ... It's different.

     She leans forward.

                         MARGARET
               How?

                         DAVID
               Well it's louder ... And scarier I
               guess ... And ... and a lot more
               dangerous ...

                         MARGARET
               Sounds fantastic. You know some kids
               came up here the other night to go
               swimming--took off all their clothes.

     She giggles. David looks at her in amazement.

                         MARGARET (CONT)
               Do they have an Ocean? I've heard
               about the ocean.

                         DAVID
               Yeah.

                         MARGARET
               What's that like?

                         DAVID
               Well it's big. And it's blue ...
                    (as if realizing it for the first time)
               ... It's really really blue.

                         MARGARET
               Mmmm.
                    (beat)
               Boy. It's hot up here.

     Suddenly and without warning Margaret unbuttons her cardigan
     sweater. She slips it off, arching her back like the
     figurehead of a ship and David just stares at her breasts.
     She wears a light cotton blouse and even in the moonlight it
     forms a translucent silhouette ... She lays the sweater
     across the grass and leans back on it.

                         MARGARET (CONT)
               You want some berries?

                         DAVID
               Hunh?

     She unfolds a handkerchief revealing a handful of berries in
     REDS AND BLUES AND PURPLES.

                         MARGARET
               I picked them myself. They grow wild
               up here.
                    (eating one)
               Mmm. So sweet.

                         DAVID
                    (looking at them)
               They just grow like that?

                         MARGARET
                    (looking straight up)
               Oh yeah. There's a lot of stuff.
               Currants and strawberries ... Here.
               I'll show you.

     She hops up and scampers across the grassy bank, kicking her
     heels behind her. Margaret reaches a tree in the distance and
     reaches toward an upper limb, stretching out her body like a
     piece of statuary. She picks a piece of fruit and scampers
     back toward him, hiking up her skirt as she goes ...

                         MARGARET (CONT)
               Here.

     CLOSER.

     Margaret sticks out her hand, offering him a BRIGHT RED
     APPLE. It's brilliant and shiny and glistens in the
     moonlight.

     ANGLE. DAVID.

     He hesitates just looking at it. Margaret speaks in a
     whisper.

                         MARGARET
               Go on. Try it.

     HIS POV.

     She is lying on her stomach now, and behind the outstretched
     apple he can see an ample view of her cleavage. Margaret is
     smiling at him as the apple shines in the foreground. David
     reaches out and takes it.

     WIDER. DAVID AND MARGARET.

     For this instant, they seem alone in the garden. He looks
     down at it, then glances over at Margaret. David hesitates
     for a split second then takes a bite of the apple ...

                                                       CUT TO:

     EXT. ELM STREET. NIGHT.

     George heads home with his briefcase in hand whistling a
     happy tune. He smiles at Mr. Simpson and swings the attache
     case as he turns and heads up his front walk.

     INT. FOYER.

     George opens the door and sets the briefcase by the stairs
     like he always does. He hangs his hat on the hatrack, his
     coat on the coatrack, and beams as he hollers his nightly
     greeting:

                         GEORGE
               Honey--I'm home.

     There is no response. He looks a little perplexed but smiles
     as he calls out again:

                         GEORGE (CONT)
               Honey--I'm home ...

     There is more silence. George looks around a little confused
     when there is a BOOMING CLAP OF THUNDER ...

                                                       CUT TO:

     INT. SODA SHOP. NIGHT.

     Betty sits in a comer of the shop, next to the gray bowl of
     fruit. She holds her head to the side, sitting gracefully
     with her chin in the air. Mr. Johnson sits behind his easel,
     painting her portrait from a few feet away. Betty looks
     radiant with no trace of the makeup, the warm PINK OF HER
     FLESH TONES lit softly by a bare forty watt bulb ...

     CLOSER.

     She looks over at Mr. Johnson when they hear the BOOMING CLAP
     OF THUNDER. Each of them freezes. There is ANOTHER, LOUDER
     BOOM ...

     ANGLE. WINDOW.

     The "Cubist Snowscene" lights up brightly, illuminated by the
     sudden flash of lightning behind it. Betty leaps up from the
     chair and crosses to the window looking out.

                         BETTY
                    (frightened)
               What is that?

                         MR. JOHNSON
               I don't know.

     Betty looks back at Mr. Johnson and suddenly sees the
     painting. She flinches for a second. Her eyes go wide.

     REVERSE ANGLE. INCLUDING THE PAINTING.

     It is Cubist (like the rest of his recent work) but that
     isn't the shocking part. Even though she sits in front of him
     fully clothed, Mr. Johnson has painted a beautiful, sensual
     nude. Betty just stares at the canvas, stunned to see herself
     revealed like that. The COLORS are all hot pinks and oranges
     and yellows--like some Fauvist celebration of summertime.
     There is another even LOUDER PEEL OF THUNDER.

     WIDER. BETTY AND MR. JOHNSON.

     She looks over at Mr. Johnson and he glances down. After a
     moment or two he looks back at her, but she doesn't turn to
     run. Betty just stares at him, then without even realizing
     it, moves slightly closer.

                                                       CUT TO:

     EXT. LOVER'S LANE. NIGHT.

     David and Margaret are locked in a deep passionate kiss. At
     first they don't separate when they hear the BOOMING CLAP OF
     THUNDER. It is only when they hear the SECOND ONE and the
     RAIN starts to fall, that Margaret pulls back and looks up in
     the sky.

                         MARGARET
               What is that?

     ANGLE. DAVID.

     He is still in an amorous daze and doesn't even feel the
     increasing rain. It starts to pound harder and Margaret looks
     to him in terror.

                         MARGARET
               What's going on?

                         DAVID
               Rain.

                         MARGARET
               Real rain?

                         DAVID
               Yeah ... You don't have rain either?

     She looks at him frightened. David smiles.

                         DAVID (CONT)
               Right. Of course you don't ...

     He puts his jacket around her and starts to lead her up the
     grassy slope. A dozen other couples go scurrying up the bank,
     looking in terror at the water falling from the sky.

                         MARGARET
               What do we do?

                         DAVID
                    (reaching the car)
               We'll just put up the top.

     He goes fishing around the boot of the car, looking for the
     catch to release it. David leans into the back seat fishing
     around as the rain starts to pound harder.

                         MARGARET
               What top?

     He looks back at her. No top either. David smiles, drenched
     in rain and puts his arm around Margaret who is starting to
     shiver.

                         DAVID
               It's fine. Come on.

     He leads her back to a thicket of bushes where several of the
     kids are clustered together. They look at one another,
     terrified, as they huddle for shelter beneath the ledge of an
     overhanging rock.

                         DAVID (CONT)
               It's alright. There's nothing to be
               afraid of.

     They look a little reassured and Margaret looks up at him
     positively adoringly. She clings to his shoulder as the storm
     howls a few feet away ...

                                                       CUT TO:

     INT. JENNIFER'S ROOM. NIGHT.

     She stands at the window looking out at the driving rain.
     Jennifer still holds the D.H. Lawrence book in her hand.
     There is a huge flash of lightning and another clap of
     thunder.

                         JENNIFER
               Cool ...

     She flops back down on the bed and continues to read ...

     PARKER LIVING ROOM.

     George wanders through the empty and darkened house
     completely perplexed and utterly disoriented. He looks around
     for his family, but all he can find are the darkened rooms
     and the sound of the driving storm.

                         GEORGE
                    (a little frightened/
                    a little petulant)
               Honey, I'm home ...

     He still can't find her and he crosses into the DINING ROOM.
     The lights are dark there as well and he looks around
     confused.

                         GEORGE (CONT)
                    (baffled)
               Where's my dinner?

     He sniffs a couple of times but there are no familiar cooking
     smells. George flings open the door to the kitchen but that's
     empty as well.

     KITCHEN.

     He crosses into the darkness ...

                         GEORGE
               Where's my dinner ...

     INT. FOYER.

     George comes reeling out of the kitchen into the foyer. He
     slams his shin on the coatrack but keeps on going ...

                         GEORGE
                    (insistent)
               Where's my DINNER ...

     EXT. HOUSE.

     It's really blowing now. The rain is coming down in heavy
     sheets, being swirled and driven by the wind. The front door
     opens and George wanders out onto the front porch, still
     dressed in his shirtsleeves.

                         GEORGE
               Where's my DINNER!

     ON GEORGE.

     He stumbles down the front walk in a state of complete
     confusion. The rain pounds against his body and within
     seconds his shirt is soaked through to the skin.

                         GEORGE
                    (over the storm)
               WHERE'S MY DINNER ...

     EXT. ELM STREET.

     A tree limb crashes to the ground but he keeps stumbling
     through the torrent. George reels down Elm Street screaming
     skyward in the distance.

                         GEORGE
               ... WHERE'S MY DINNER! WHERE'S MY
               DINNER!

     SERIES OF SHOTS. FOLLOWING GEORGE ...

     He turns on Main Street and goes reeling past the insurance
     agency where he works. George howls into the wind and he
     passes the hardware store, the gas station, the bakery ...
     Finally he pauses outside the barbershop. It's empty as well
     with the spinning barber pole being buffeted by the rain.
     George lowers his arms and just stares into the darkened
     shop. His voice grows quieter bewildered and shivering ...

                         GEORGE
                    (plaintively)
               Where's my dinner?

     He wraps his arms around himself and shivers on the sidewalk.

     INT. BOWLING ALLEY. NIGHT.

     The regular occupants of the barber shop spread out across
     three lanes. Each wears a Pleasantville bowling shirt,
     sponsored by one of Big Bob's businesses.

     The NOISE from the crashing pins is deafening and there
     aren't any windows so the storm has gone unnoticed ...

     ANGLE. BIG BOB.

     He picks up a 7-10 split and claps his hands in delight. He
     starts to cross back to the scorer's table when he looks up
     and suddenly stops.

     REVERSE ANGLE. HIS POV.

     George is standing in the doorway to the bowling alley cold
     and shivering. His shirt is soaked through to the skin. His
     hair is drenched and dripping.

                         BOB
               What happened?

     He doesn't answer. George clutches his body and keeps
     shivering.

     WIDER.

     The men stop bowling and rush to George's side. He blinks a
     couple of times, still soaked to the bone.

                         BOB
               Are you alright?
                    (looking at him)
               What is it?

                         GEORGE
                    (faintly)
               Rain.

                         BOB
                    (beat)
               Real rain?

     George nods. Bob rushes to the glass door of the bowling
     alley and sees the driving storm. A huge fork of lightning
     lights up the sky.

                         BOB (CONT)
               Oh my God ...

     He turns back to George.

                         BOB (CONT)
               ... We had no idea. Burt was rolling
               a 250 and ...
                    (beat)
               Are you alright?

     George shivers and Bobs leads him over to one of the benches
     and guides him into the seat ...

                         BOB (CONT)
               What happened?

                         GEORGE
                    (still shivering)
               Well, I ... I came home like I always
               do, And I came in the front door. And
               I took off my coat. And I put down my
               briefcase and I said "Honey. I'm home."

     ANGLE. MEN.

     They all nod in recognition.

     ANGLE. GEORGE.

                         GEORGE
               ... Only no one was there.

     A MURMUR goes through the men.

                         GEORGE (CONT)
               So I went into the kitchen and I
               yelled it again. "Honey--I'm home."
               But there was no one there either.
               No wife. No lights. No dinner.

     They all GASP.

                         GEORGE (CONT)
               So I went to the oven--you know--
               because I thought maybe she had made
               me one of those "TV dinners ..."

     The men nod and lean forward. George shakes his head.

                         GEORGE (CONT)
               But she hadn't. She was gone.

     A LOUDER MURMUR moves through the crowd. George lowers his
     head and just shakes it from side to side. Big Bob moves up
     and puts a hand on his shoulder.

                         BOB
                    (gently/
                    the patriarch)
               ... It's gonna be fine George.

     George looks up at him helplessly. Bob pats him reassuringly
     on the back.

                         GUS
               What do we do Bob?

                         BOB
               Well--we'll be safe for now--thank
               goodness we're in a bowling alley--
               but if George here doesn't get his
               dinner, any one of us could be next.
               It could be you Gus, or you Burt, or
               even you Phil ...

     They murmur again. Bob gathers a little steam.

                         BOB (CONT)
                    (like a WWII movie)
               ... That's real rain out there
               gentlemen. This isn't some little
               "virus" that's going to "clear up on
               it's own." There's something
               happening to our town and I think we
               can all see where it comes from.

     They nod in agreement.

                         BOB (CONT)
               We're gonna need a town meeting.
               Phil, how fast can you turn around
               a leaflet in your print shop?

                         PHIL
               Couple of hours.

                         BOB
               Gus, why don't you get a bunch of
               kids from the basketball team to help
               you put them up on lamposts and tree
               trunks ...

     Gus nods. Big Bob turns to George and smiles. It's a warm,
     patriarchal smile. He claps a hand on George's shoulder.

                         BOB (CONT)
                    (soothingly)
               And the first thing you're gonna do
               is get a cup of hot cocoa and a nice
               dry bowling shirt.

     INT. SODA SHOP. NIGHT.

     The rain still pounds out the window. Betty and Mr. Johnson
     are huddled in one of the booths watching the deluge through
     Mr. Johnson's snow scene in the window. Betty is in soft
     radiant color now. Almost the whole frame seems to glow
     pink ...

                         MR. JOHNSON
               You can't go out there.

                         BETTY
               But I really should get home.

                         MR. JOHNSON
               But you can't go out there.

     There is another fork of lightning and a booming peel of
     THUNDER. Betty sighs. She's past struggling. Betty shuts her
     eyes for a moment and listens to the rain pounding on the
     roof.

                         BETTY
               Sounds nice ... Once you get used
               to it.

                         MR. JOHNSON
                    (listening)
               Yeah. It does.

     There is another flash and a loud BOOM. Betty smiles this
     time.

                         BETTY
               Like a drum.

                         MR. JOHNSON
               Yeah.
                    (thinks)
               Or like sprinklers in the summer ...

     Betty smiles. They both listen for a moment and the fear
     seems to fade a little. The RAIN POUNDS harder on the roof as
     Betty nestles down in the booth, a little closer to Mr.
     Johnson. They just sit there listening for a moment or two.
     Betty starts to smile ...

     EXT. LOVER'S LANE.

     David huddles with Margaret under the rocky ledge as she
     nestles against him with her head on his shoulder.

     INT. JENNIFER'S ROOM.

     She lies on her bed, still reading the book, the spitting
     image of Mary Sue. Her hair is up in a bun now. The glasses
     have slipped down her nose. There is another fork of
     lightning and the LOUDEST THUNDER CLAP of all. Jennifer
     smiles slightly and pulls Mary Sue's afghan over her
     shoulders as she fluffs the pillow and turns the page.

                                                       CUT TO:

     CLOSE UP. A BRIGHT RED ROSE.

     Drops of moisture cling to the petals as it GLEAMS BRILLIANT
     RED IN THE MORNING SUN ...

     AERIAL SHOT. PLEASANTVILLE.

     The rain is gone now. The town glistens in the sunlight
     complete with a huge RAINBOW arching across the sky.
     Literally all the COLORS IN THE RAINBOW shine against the
     black and white of the town. It looks like a greeting card.

     INT. SODA SHOP.

     Betty and Mr. Johnson are asleep in the booth, lying in each
     other's arms. Sunlight streams in through the window, warming
     Mr. Johnson's face which has now turned to color. He opens
     his eyes and looks outside ...

                         MR. JOHNSON
                    (seeing the rainbow)
               Oh my Gosh ...

     EXT. LOVER'S LANE.

     Birds are chirping. David and Margaret also lie asleep in
     each other's arms, beneath the shelter of the rocky overhang.
     Margaret lifts up and sees the rainbow. She has turned to
     color as well ...

                         MARGARET
                    (awed)
               Oh my God ...

     INT. JENNIFER'S ROOM.

     She has passed out on her bed with her book on her chest.
     Jennifer's hair is still tied in a bun and she still wears
     Mary Sue's glasses, but her face has returned to its rosy
     pink hue. She blinks open her eyes, feeling the sunlight, and
     looks out the window.

                         JENNIFER
                    (looking at the rainbow)
               Oh my God ...

     INT. BOWLING ALLEY.

     The men are all passed out across the various lanes and
     scoring tables. It looks like a YMCA shelter. After a moment
     or two Big Bob yawns, and stretches, and glances out the
     glass doorway. He sees the rainbow and freezes in shock.

                         BOB
                    (horrified)
               Oh my GOD!

                                                       CUT TO:

     EXT. ELM ST. DAY.

     David comes gliding up Maple Street in the sunshine with a
     huge smile on his face. He has that special grin and faraway
     look that a boy only knows once in his life. Perplexingly he
     is still in black and white. Bud turns on Elm Street and
     starts heading for his house when he glances up and suddenly
     freezes.

     HIS POV. TREE TRUNK.

     There, tacked to the bark, is a hastily scrawled public
     notice:

     TOWN MEETING TONIGHT
     ALL "TRUE" CITIZENS
     OF PLEASANTVILLE

     ANGLE. DAVID.

     He looks up at it for a moment.

     INT. PARKER KITCHEN. DUSK.

     George and Betty stand face to face in their suburban
     kitchen. He is black and white. She is in full color.

                         BETTY
               I told you where I was.

                         GEORGE
               All night?

                         BETTY
               I got caught in the storm. You were
               gone all night too.

                         GEORGE
                    (the ultimate defense)
               I was in a bowling-alley.

     Betty turns--glances out the window.

                         GEORGE (CONT)
                    (sudden smile)
               Look. Let's just forget about it.
               Let's just go to the meeting and ...

                         BETTY
               I told you, George. I'm not going.

                         GEORGE
                    (bigger smile)
               Sure you are.

                         BETTY
               No I'm not.

     She turns to face him. George flinches slightly.

                         BETTY (CONT)
               Look at me George. That meeting's not
               for me. Look at my face.

                         GEORGE
               It's fine. You'll put on some make up
               and ...

                         BETTY
               I don't want to put on some make up ...

     George's eyes widen. It's a watershed moment.

                         GEORGE
                    (protesting)
               It goes away ... It'll go away.

                         BETTY
                    (gently)
               I don't want it to go away.

     He suddenly squares back his shoulders and puffs out his
     chest.

                         GEORGE
                    (the '50s patriarch)
               Okay--now you listen to me ...
                    (beat)
               You're gonna come to this meeting and
               you're gonna put on this make up, and
               you're gonna come home at six o'clock
               every night and have dinner ready on
               this table.

                         BETTY
                    (softly)
               No I'm not sweetie.

     His expression leaves as quickly as it came. Betty moves
     closer to him.

                         BETTY (CONT)
                    (half whisper)
               ... There's a meatloaf in the fridge.
               You just put it in the oven and turn
               this little knob up to three-fifty.
               If you put the pie in forty minutes
               later, it'll be hot in time for
               dessert.

     George's eyes widen.

                         BETTY (CONT)
               I made a couple of lunches for you
               and put them in brown paper bags ...
                    (much quieter)
               I'm gonna go now.

                         GEORGE
               Where are you gonna go?

                         BETTY
               I'm gonna go now.

     She turns and starts out the kitchen door when George calls
     after her.

                         GEORGE
               Betty, don't go out there like that!
               They'll see you!
                    (beat)
               They'll SEE you!

     And she closes the door behind her.

                         GEORGE (CONT)
               Betty, come back here!

     EXT. TOWN HALL. NIGHT.

     Dozens of black and white citizens stream in through the
     front door.

     SHOT. OPPOSITE SIDE OF THE STREET.

     Several "transformed" teenagers stare at the spectacle with
     their FLESH COLORED SKIN AND BRIGHT BLUE EYES. They seem to
     hang back in the shadows.

     INT. TOWN HALL.

     Big Bob stands at the podium beneath a permanent banner that
     reads "PLEASANTVILLE CHAMBER OF COMMERCE." As the only
     legally constituted body in Pleasantville, it is a natural
     place for a town meeting. There is nothing bright and cheery
     however. The floor lamps in each comer cast huge, looming
     shadows up the walls. The light at the podium bathes Big
     Bob's face in a blinding splash of light. The whole thing
     evokes some weird twisted image from German Expressionism--
     like they are about to go look for Frankenstein. It is grayer
     than gray.

     CLOSER. PODIUM.

     Big Bob stands at a lectern with a Rotary insignia on the
     front. He speaks calmly but compellingly to a hundred men and
     women who hang on his every word. Bob holds a BRIGHT YELLOW
     GRAPEFRUIT.

                         BOB
               This was found over in Dave Murphy's
               trash can. There were four of them
               like this ...

     There is a murmur from the crowd ...

     CLOSE UP. GEORGE.

     He sits up on the stage in an honored position right behind
     Bob. George wears a shiny new ROTARY PIN in his lapel, as a
     full-fledged member of the Chamber of Commerce. He sits stoic
     and upright with the sense of safety and reassurance that a
     shiny new pin can give you.

     SHOT. BOB.

     He holds up a pair of BRIGHT RED BOXER SHORTS.

                         BOB
               Jane Davidson found these in her
               son's laundry basket.

     There is a LOUDER MURMUR. The crowd shifts in their seats.
     Bob points behind him to a BRIGHT GREEN lawn chair.

                         BOB (CONT)
               This is from Mary Petersen's front
               porch. She found one last week.
               There were two more this morning ...

     The MURMUR starts to grow ...

                                                       CUT TO:

     EXT. ELM STREET. NIGHT.

     David and Margaret stand beneath the big Elm tree outside
     Margaret's house: a statue of two young lovers. They wrap
     their arms around each other in a classic silhouette. The
     meeting across town seems a million miles away. After a
     moment or two, David reaches behind the tree and pulls out a
     beautifully wrapped gift. It is three feet long with a bright
     RED bow.

                         DAVID
                    (softly)
               I got you something.

     Margaret's eyes widen. She beams at him, then tears off the
     wrapping paper revealing a great big umbrella ... a real
     umbrella. She looks up at him thrilled.

                         MARGARET
               It's beautiful. Where'd you get it?

                         DAVID
               It was a prop for the school play ...

     She looks down and giggles.

                         MARGARET
               Can I open it?

                         DAVID
               Sure ...

     Margaret gives him a quick kiss then opens the umbrella. She
     puts it back on her shoulder and turns a series of
     pirouettes--like her own kind of rain dance. Margaret points
     her face up to the sky as if she is being showered by a
     summer storm. All at once a pair of HEADLIGHTS round the
     corner.

     WIDER.

     David grabs the umbrella and closes it quickly. Margaret
     looks to the street as the convertible slows to a crawl and
     two TEENAGE BOYS pull up beside them. They are clean cut with
     BLACK AND WHITE faces ...

                         DRIVER
               Hello Bud ...

                         DAVID
                    (clipped)
               Hello Whitey.

     They smile at each other for no good reason. It's scary and
     arrogant.

                         WHITEY
                    (more pointed)
               Hello Margaret.

                         MARGARET
               Hello Whitey ...

                         WHITEY
                    (loud)
               Hey Bud, how come you're not at
               the town meeting right now?

                         DAVID
                    (curt)
               No reason.
                    (pause/
                    firing back)
               How come you're not?

                         WHITEY
               Oh. We're s'posed to go out and
               let everybody know about it. See.

     He points to an ARMBAND that has some sort of Chamber of
     Commerce seal on it. Whitey leans out of the car and
     leers ...

                         WHITEY (CONT)
               No reason hunh ... See I thought
               maybe it was cause you were too
               busy entertaining your colored
               girlfriend.

     Margaret literally flinches. The boys share a PEEL OF
     LAUGHTER AND SNORT AT EACH OTHER. David puts an arm around
     her and pulls her close.

                         DAVID
               Why don't you guys just get the
               hell out of here.

                         WHITEY
               Oh, okay, Bud. We'll do that.

     He guns the engine as if to leave, then pauses and turns
     toward Margaret.

                         WHITEY (CONT)
                    (leering more)
               You know Margaret, you can come
               over and bake those Oatmeal cookies
               for me anytime you want to.

     They share another CHORTLE as Whitey guns the car and peels
     out with a SCREECH. Margaret's lip starts to quiver and David
     holds her tighter ...

                         DAVID
               It's fine ... It doesn't mean anything.

     She nods, groping for reassurance ...

                                                       CUT TO:

     INT. TOWN HALL. NIGHT.

     The chamber of commerce meeting is still in full swing.
     Various citizens are now on their feet, screaming from the
     audience.

                         WOMAN
               Ed McFadden's got a blue front door.

                         ED MCFADDEN
               It's always been blue!

                         WOMAN
               Not that blue!

                         MAN
               There's a big tree turning orange
               in Joe Baker's front yard!

     SHOT. GEORGE.

     He still sits behind Bob with the same stoic expression on
     his face. George fingers the little pin in his lapel ...

                         BOB
               People, people ... I think we all
               know what's going on here.

     SHOT. BOB.

     Bob lifts his hands in the air. The crowd quiets down a bit.

                         BOB
               Obviously certain "changes" have
               been happening. Up until now, things
               in Pleasantville have always been--
               well ... "Pleasant." And, recently,
               certain things have become ...
               "Un-Pleasant." Now it seems to me
               the first thing we have to do is to
               separate out the things that are
               pleasant, from the things that are
               "Un-Pleasant."

     There is a loud murmur and nod of agreement ...

                         BOB (CONT)
               George, why don't you and Burt
               take the lead on this. Why don't
               you put together kind of an
               "Un-Pleasant" Activities Committee ...

                                                       CUT TO:

     INT. SODA SHOP. NIGHT.

     Mr. Johnson has scrubbed the snow scene from the window and
     stares with his palette at a blank pane of glass. There is a
     knock at the door ...

     WIDER.

     Mr. Johnson puts down the paints and crosses to open it.
     Betty is standing in the doorway clutching her purse and a
     "Lady Samsonite Weekender" bag. She stares up into his eyes.

                                                       DISSOLVE TO:

     FULL SHOT. SHOP WINDOW. MORNING.

     Burt Campbell opens up the hardware store like he does every
     morning, only today there is a slight difference. He swings
     open the door, puts out the rakes and shovels, then sets a
     newly handwritten sign clearly in the front window:

     "NO COLOREDS"

     SERIES OF SHOTS. SHOP WINDOWS.

     As the businesses are opened on Main Street, more and more
     "NO COLOREDS" signs appear in the windows: next to the
     donuts ... by fishing poles ... beside the stationery
     supplies ... Everything else looks frighteningly the same...

                                                       CUT TO:

     EXT. MAIN STREET. DAY.

     Joey Anderson, the local paper boy, is finishing his morning
     rounds. He reaches in his bag and tosses left toward the
     bakery. Then he throws right toward the post office. Then he
     turns left toward the soda shop, does a double take and slams
     into a trash can ...

     WIDER. SODA SHOP.

     Where Mr. Johnson had once painted his cubist snow scene,
     there is a brand new painting that isn't cubist at all. A
     NUDE version of Betty graces the shop window--painted in
     curving sensual brush strokes. Joey stops his bike and just
     stares in amazement. He gets up and rides away as fast as he
     possibly can ...

                                                       CUT TO:

     MAIN STREET. LATER ...

     David is in a happy daze, wandering up Main Street and
     doesn't even notice the crowd gathered outside Mr. Johnson's
     soda shop. After a moment or two, he glances up and sees the
     window ...

     CLOSER. DAVID.

     His eyes go wide. The murmur of the crowd grows louder as
     stray derisive comments rise above the noise. David glances
     from the nude in window to the growing angry mob ...

     MAIN STREET. DAY.

     David goes tearing through the business district looking for
     any sign of his "mother." He glances in the flower shop ...
     toward the green grocer ... David is just about to turn on
     Elm Street when a booming voice seems to come from the
     sky ...

                         DICK VAN DYKE (OS)
               Bud ...

     David stops and looks to his right. There, in the window of
     the Philco TV store, are twenty screens of various sizes
     displaying the image of Dick Van Dyke.

                         DICK VAN DYKE (CONT)
               I want a word with you ...

                         DAVID
                    (scared)
               Oh--well ...

                         DICK VAN DYKE
                    (BOOMING)
               NOW!

     The sound reverberates like God Himself. David ducks inside
     the store, slamming the door behind him.

     INT. STORE.

     Fifty Dick Van Dyke's stare at him from every TV in the
     store. The effect is smothering.

                         DICK VAN DYKE
                    (still pretty loud)
               What the hell do you think you're
               doing!

     David glances around, not sure where to look.

                         DAVID
                    (terrified)
               What do you mean?

                         DICK VAN DYKE
               What do I MEAN!
                    (beat)
               You think this is a toy? You think
               it's your own little goddamn
               coloring book ...

                         DAVID
               Look--it just sort of "happened" ...

                         DICK VAN DYKE
               A deluge doesn't just "happen."
               Bolts of lightning don't just
               "happen" ...
                    (louder)
               You burned down an ELM tree for
               Christ's sake ...

                         DAVID
               I had nothing to do with that.

                         DICK VAN DYKE
               Oh. I'm sorry--refresh my memory.
               What episode does the orgy happen
               in, again?

                         DAVID
               Look ...

                         DICK VAN DYKE
               It was a gift Bud. It was so
               special. You liked these things
               as much as I did, remember:
               Warm smells in the family kitchen?
               A smile from a stranger? You know
               how rare that is?

                         DAVID
                    (beat/
                    quietly)
               ... Only if they mean it.

     Dick Van Dyke looks at him for a beat, then goes "red" in the
     face.

                         DICK VAN DYKE
               OKAY. NOW YOU'RE REALLY STARTING
               TO PISS ME OFF!

                         DAVID
                    (finding courage)
               I didn't do anything wrong.

                         DICK VAN DYKE
               Oh no? Let me show you something!

     SHOT. TV SCREEN.

     All at once a box appears in the upper right hand comer of
     the screen containing the image of David and Margaret at
     Lover's Lane. The VIDEOTAPE rolls forward as she extends the
     BRIGHT RED APPLE. David hesitates, then takes it, then puts
     it to his mouth and takes a bite.

                         DICK VAN DYKE
               "YOU DON'T DESERVE THIS PLACE."

     The image of David biting the apple PLAYS BACKWARDS AND
     FORWARDS like some football instant replay ...

                         DICK VAN DYKE (CONT)
               YOU DON'T DESERVE TO LIVE IN THIS
               PARADISE!

     WIDER.

     David just stares at the repeated images of Dick Van Dyke on
     the TV screens.

                         DICK VAN DYKE
                    (quickly)
               Where's the remote control I gave
               you?

                         DAVID
               Why?

                         DICK VAN DYKE
               Because you're coming home. I'm
               gonna put this place back the way
               it was.

                         DAVID
               No you're not.

                         DICK VAN DYKE
               EXCUSE ME?

                         DAVID
                    (gathering strength)
               I'm sorry ... I can't let you do that.

                         DICK VAN DYKE
                    (nuts)
               JUST GIMME THE GODDAMN REMOTE!

     He lunges toward the screen and slams his hand against the
     "barrier."

                         DICK VAN DYKE (CONT)
               OW!

                         DAVID
                    (terrified)
               I'm going to leave now.

                         DICK VAN DYKE
               You're not going anywhere. You're
               gonna get that remote and you're
               gonna come home and we're gonna
               make everybody HAPPY AGAIN!!!

     Dick Van Dyke looks at him stunned as David turns and leaves
     the shop.

                         DICK VAN DYKE (CONT)
               Don't make me get rough with you!
               I can get awfully fucking rough!

     ELM STREET. DAY.

     David sprints down the tree lined street toward his house.
     The leaves on some of the trees are starting to turn GREEN
     even this far into town. David vaults over Mr. Simpson's
     hedge and goes tearing up his front walk.

     INT. FOYER.

     The door flies open and he rushes in, breathless. David
     glances around the house to make sure that it is empty. He
     crosses into the living room.

     INT. LIVING ROOM.

     David rushes to the TV and grabs the remote. He looks down at
     it, glances at the television, then bolts for the front door.

     MAIN STREET. DAY.

     David moves quickly down Main Street looking for a place to
     stash the remote. He pauses in front of the Pleasantville
     Travel Agency. It has posters in the window depicting various
     destinations in and around Pleasantville (the place doesn't
     see much business). David bends down to stash the remote in a
     drain pipe near the entrance when he hears VOICES from up the
     street.

     WIDER.

     David turns to see a small crowd up near the end of Main
     Street. He sticks the remote in the drain pipe and rises to
     his feet as the voices get louder.

     DIFFERENT ANGLE.

     The crowd is moving toward him. A woman walks in front of a
     group of young men who circle around her, taunting and
     harassing her. A moment later David can make out the face:
     BETTY clutches her handbag to her chest while the crowd
     circles her like a pack of dogs.

     CLOSER. BETTY.

     The ROSY HUE of her face stands out in stark relief to the
     black and white faces around her. Betty holds her head high
     with dignity (and fear) while the ugly epithets overlap one
     another "Oooh--let's see the rest of you ... Let's see what's
     under that nice blue dress ... Bet she's even pinker than her
     picture ..." One of the boys yanks at Betty's skirt and she
     quickens her pace. Just at that moment the boy is shoved to
     the ground ...

     WIDER.

     David shields his "mother" as he shoves one of the boys into
     the dirt. The kid gets up but David punches him hard in the
     side of the jaw and the rest of them just stare. (Violence is
     as new as anything else and it seems to freeze the moment.)
     David steps in front of his "mother" with both fists
     clenched.

                         DAVID
                    (as scared as she is)
               Come on!

     He plants his back foot primed for action. The crowd of black
     and white thugs just stares at it.

                         DAVID (CONT)
               COME ON!

     ANGLE. CROWD.

     They look at him warily. The boy reaches up and feels the
     side of his mouth where a trickle of RED BLOOD is running
     down his chin. He looks at his finger in horror and starts
     backing away.

                         DAVID
               Get out of here!

     They back away further and David takes a threatening step.
     The boys turn and run as he turns back to face his "mother."

     DIFFERENT ANGLE. BETTY. (OVER DAVID'S SHOULDER)

     David moves up to her gently.

                         DAVID
               Are you alright?

     She nods, still clutching her purse to her chest. David
     reaches out and touches her cheek when suddenly her eyes go
     wide.

                         DAVID (CONT)
                    (off her look)
               What?

     CLOSER. STILL OVER DAVID'S SHOULDER.

     Betty reaches into her purse and pulls out her compact. She
     opens it, and holds it up to David, showing him the reflected
     image of his own face. AT LAST HE HAS TURNED TO COLOR.

     REVERSE ANGLE. DAVID.

     He holds the mirror staring at his own reflection. The
     courage which transformed him only seems to grow. They look
     at each other, both in color now, when David puts a gentle
     arm around her shoulder.

                         DAVID
                    (quietly)
               Come on.

     He begins to lead her up toward the corner.

                                                       CUT TO:

     FULL SHOT. SODA SHOP WINDOW. DAY.

     A larger crowd of hooligans has now gathered around the nude
     painting of Betty in the window. The jeers and cat calls are
     even louder. The "closed" sign still sits in the doorway.
     After a beat or two, a HUGE BRICK SHATTERS THE GLASS ...

     WIDER.

     A big CHEER goes up from the crowd. Drunk on adrenalin, the
     fever builds and ANOTHER BRICK SMASHES THE WINDOW. In an
     instant, Mr. Johnson's "canvas" is totally destroyed. The
     CHEERING grows louder ...

     Almost by osmosis, the crowd rushes the building together.
     The door is kicked in and they stream into the place. Soon
     all that can be heard is the weird SOUND OF LAUGHTER AND
     BROKEN GLASS.

     INT. SODA SHOP.

     It is an orgy of destruction. Stools are hurled--tables
     ripped out. The cash register is turned over. Two boys kick
     in the front of the juke box ...

     EXT. MAIN ST. DAY.

     David and Betty round the corner to find the Soda Shop being
     destroyed. They stand at the far side of the intersection
     watching the carnage as the crowd continues to run amok.
     After a moment or two, there are some more HOOTS as MARGARET
     comes running toward them with the front of her blouse ripped
     open.

                         DAVID
               Oh my God.

     He takes her in his arms and Margaret starts to sob. David
     strokes her hair.

                         DAVID (CONT)
               Are you alright? Are you okay?

     She nods. Margaret catches her breath for a moment or two,
     then glances down to her side ...

     WIDER.

     She is clutching the umbrella in her left hand. The thing has
     been ripped to shreds. The spines are broken and the fabric
     is torn. Margaret stares at the thing with a combination of
     confusion and shame. David goes white with rage and looks
     toward the mob.

                         BETTY
                    (taking his arm)
               No. Let's get out of here.

                                                       CUT TO:

     EXT. COUNTRY ROAD. (LEADING TO LOVER'S LANE).

     They all ride in George's convertible up the twisting turning
     road. It has turned completely PINK with the dogwood petals.
     David winds up the trail, in the fading light, looking for
     refuge. He clutches the wheel tight.

                         DAVID
               We should be okay up here.

     DIFFERENT ANGLE. THROUGH THE WINDSHIELD.

     The car twists and turns up the narrow dirt road. After a
     moment, Lover's Lane reveals itself. It is lush and green
     like before only this time, there is one major difference. A
     phalanx of BLACK AND WHITE THUGS have created a roadblock in
     the foreground.

     WIDER.

     David jams on his breaks when he sees the barrier. It is a
     weird incongruous image: the black and white roadblock in
     front with the vibrant colors of the pond and willow behind--
     like some perfect dream you can never get to. The thugs have
     turned their cars sideways and dragged several huge logs
     across the road. They hold axe-handles in their hands.

                         DAVID
                    (a whisper)
               We better go.

     EXT. MAIN STREET. NIGHT.

     Darkness has fallen and the streetlamps have come on. Some
     debris is scattered around the street and distant sounds of
     the mob still fill the air. David rolls back into town with
     the headlights off.

     CLOSER. CAR.

                         MARGARET
               Where are they?

                         DAVID
               I'm not sure.

     They head down Main St. and turn the comer on Walnut. All at
     once, a weird ORANGE LIGHT bathes the car ...

     REVERSE ANGLE. THEIR POV.

     A BONFIRE has been lit in the middle of the street between the
     library and the barber shop. Twenty to thirty people are
     gathered around it still whooping and hollering as the bright
     ORANGE FLAMES shoot into the air.

     ANGLE. CAR.

     David pulls over by the curb, and their eyes go wide ...

     REVERSE ANGLE.

     From closer up, it becomes clear what they're burning. Huge
     piles of library books have been dumped onto the sidewalk,
     waiting their turn on the pyre. There is a strange celebratory
     atmosphere as they chuck book after book on the flames, with
     the glee of a teenager tossing a firecracker. David sees
     something and bolts from the car ...

                         DAVID
               Oh my God.

     ANGLE. SIDE OF THE BONFIRE.

     Jennifer is locked in some strange wrestling match with Biff.
     He clutches a book over her head while she tugs at his wrist
     trying to stop him from throwing it on the fire ...

                         JENNIFER
               Don't! Just let go.

                         BIFF
               It's better, Mary Sue.

                         JENNIFER
               I said, NO!
                    (yanking it)
               ... I've read like one book in my
               whole life and I'll be damned if I
               let you throw it on that fire ...

     Jennifer wrestles with him for a couple of seconds and then
     suddenly kicks Biff in the groin. He doubles over in agony
     when Jennifer snatches the book and bolts in the other
     direction.

     DIFFERENT ANGLE. STREET.

     She sprints up the street and is just passing the barber shop
     when a hand reaches out and grabs her. Jennifer starts to
     scream but David puts a hand to her mouth.

                         DAVID
                    (a whisper)
               It's okay. It's me.

                                                       CUT TO:

     WIDE SHOT. SODA SHOP. OTHER SIDE OF MAIN STREET.

     The crowd has moved on and all that is left is the dark
     wreckage of the soda shop. Several stools lie out in the
     street and shards of brightly painted glass are scattered
     around the sidewalk. It is eerily quiet.

     WIDER.

     David, Betty and Margaret sit silently in the car, across the
     street with the lights off. He unlatches the door handle and
     gets out slowly. The rest of them follow him into the empty
     street as they move silently toward the soda shop, like some
     platoon on patrol.

     REVERSE ANGLE.

     As they get closer, more of the wreckage comes into view. Half
     a booth ... a soda spigot ... After a moment or two Jennifer
     looks up and gasps.

     CLOSER.

     Several teenagers step out of the shadows. They have scraped
     faces and ripped clothing--the signs. Most are dazed and ALL
     OF THEM ARE IN COLOR. After a second or two, more appear:
     Mary Jane ... Lisa Anne ... The boy who was reading Huck
     Finn...

     ANGLE. DAVID.

     The kids turn to him as if he has some kind of answer. Of
     course he doesn't. The sounds of the Mob still carry through
     the air from somewhere off in the distance.

                         DAVID
               Let's go inside.

     INT. SODA SHOP.

     The place is just sad. All the remnants of what they had are
     strewn around the floor, The jukebox is turned over. The
     stools are ripped out of the floor. Betty looks over at the
     corner where he painted her ... The easel is smashed to bits.

     ANGLE. BETTY.

     She brings a knuckle to her lip and David puts an arm around
     her and draws her close. After a moment or two they HEAR a
     weird SCRAPING sound.

                         DAVID
               Hello?

     The SCRAPING SOUND stops. They all look to the open door and
     after a second or two, Mr. Johnson appears holding a broom and
     dustpan.

                         MR. JOHNSON
               Just thought I'd try to tidy it up
               a bit.

     Betty runs across and throws her arms around him. The
     teenagers watch as she holds him tight.

                         MR. JOHNSON (CONT)
               It's okay. Once we sweep it up it'll
               be alright again ...

     Betty stifles a sob as he strokes her hair. No one says
     anything while they just embrace for a moment. Finally ...

                         DAVID
               Well he's right. Come on. Let's turn
               these booths back up. "Mary Sue",
               why don't you help me slide this in
               front of the door. We'll be okay in
               here.

     They respond to the tone of leadership. One by one the kids
     start to pitch in, sifting their way through the wreckage.
     Jennifer and David slide a barricade in front of the door as
     the kids try to put their shop back together.

                                                       CUT TO:

     INT. TOWN HALL. (CHAMBER OF COMMERCE MEETING) NIGHT.

     Big Bob stands at the podium addressing a packed house. The
     atmosphere is odd: somewhere between a bake-off and a
     lynching. People sit in the aisles and in the window sills.
     Bob points his finger.

                         BOB
               This is not the answer people.

     The crowd quiets a bit. He leans over the lectern.

                         BOB (CONT)
               No matter how upset we may get, or
               how frustrated we may be, we're
               not gonna solve our problems out
               in the street. It's just the wrong
               way to do it. We have to have a
               "Code of Conduct" we can all agree
               to live by.

     His tone grows softer--more concerned ...

                         BOB (CONT)
               Now, I asked George and Burt here
               to sketch out some ideas-and I
               think they've done a terrific job.
                    (beat/
                    scans the crowd)
               If we all agree on these then we
               can take a vote and I think we'll
               start to move in the right direction.

     ANGLE. CROWD.

     They murmur and nod ...

                         BOB
                    (reading from the
                    CODE OF CONDUCT")
               "ONE: All public disruption and
               acts of vandalism are to cease
               immediately."

     EXT. BONFIRE. NIGHT.

     It is still ablaze with books. As Bob continues to READ in
     VOICE OVER, a firetruck comes screeching up to the curb.

     SHOT. FIRETRUCK.

     The same fireman who learned to use the hose before pulls
     several yards of it from the back of the truck. He can barely
     contain his excitement as he gets to open the valve and
     extinguish the raging bonfire ...

                         BOB
               "TWO: All citizens of Pleasantville
               are to treat one another in a
               courteous and "pleasant" manner ..."

     SERIES OF SHOTS. LAMPPOSTS.

     The CODE OF CONDUCT is nailed to lampposts and tree trunks in
     rapid succession. It is plastered on walls and in shop
     windows ...

     SODA SHOP.

     Debris is still strewn around the street. A dim light
     emanates from inside.

     INT. SODA SHOP.

     It looks like a scene from the French Revolution. Ten to
     fifteen kids huddle behind the barricade while David reads
     the code of conduct out loud by flashlight.

                         LISA ANNE
               "Courteous and Pleasant manner."
               That doesn't sound too bad.

     David just looks at her then continues.

                         DAVID
                    (reading from THE CODE)
               "THREE: The area commonly known as
               Lover's Lane as well as the
               Pleasantville Public Library shall
               be closed until further notice."

     This sends a murmur amongst the kids.

                         DAVID (CONT)
               "FOUR: The only permissible
               recorded music shall be the
               following: Pat Boone, Johnny
               Mathis, Perry Como, Jack Jones,
               The marches of John Phillips
               Souza or the Star Spangled
               Banner. In no event shall any
               music be tolerated that is not of
               a temperate or "pleasant" nature."

                         VARIOUS KIDS
                    (overlapping)
               "Oh my gosh ... No ..."

     David holds up his hand.

                         DAVID
               "FIVE: There shall be no public
               sale of umbrellas or preparation
               for inclement weather of any kind."

     Various glances dart back and forth between them. David
     continues.

                         DAVID (CONT)
               "SIX: No bedframe or mattress may
               be sold measuring more than 38
               inches wide."
                    (pause)
               "SEVEN: The only permissible exterior
               paint colors shall be BLACK, WHITE or
               GRAY, despite the recent availability
               of certain alternatives."

     David looks over at Mr. Johnson who just winces slightly.
     Betty clutches his hand.

                         DAVID (CONT)
               "EIGHT: All elementary and high
               school curriculums shall teach the
               "non-changist" view of history--
               emphasizing "continuity" over
               "alteration."
                    (David pauses)
               Wow.

     David lowers the paper.

     DIFFERENT ANGLE.

     It is SILENT in the soda shop. Everyone sits motionless for a
     moment or two, letting the decree sink in. David just stares
     down at the piece of paper in his hand with a weird kind of
     sadness.

     Off in the corner, however, one of the boys has been fiddling
     with the jukebox and hasn't paid any attention to what was
     being read. All of a sudden, his voice rings from the corner.

                         BOY
               Hey. This thing works.

     He hits a button and BUDDY HOLLY's voice fills the soda shop.
     RAVE ON blares at almost top volume recalling a more festive
     time.

                         BUDDY HOLLY
               Well all the things that you say
               and do Make me want to be with
               you-oo-oo ...

                         LISA ANNE
                    (suddenly/
                    in a panic)
               Turn that off!

     The boy looks back at her.

                         LISA ANNE (CONT)
                    (shrieking)
               You're not allowed to do that now!

     He flinches and pulls the plug from the wall. The jukebox
     winds down with a groan as the electricity drains out of it.
     David looks at the kids then suddenly speaks in a calm clear
     tone.

                         DAVID
               Sure you are.

     He walks across the soda shop and plugs it back in. The kids
     watch spellbound at this personal display of defiance.

     WIDER SHOT. SODA SHOP.

     Buddy Holly's voice fills the Soda Shop but it has a suddenly
     different meaning. All the kids listen spellbound, as if to
     an anthem, while the Rock and Roll lives up to its rebellious
     reputation.

                         BUDDY HOLLY
               The little things that you say and do
               Make we want to be with you-oo-oo ...
               RAVE ON! It's a crazy feeling ...
               RAVE ON! It's got me reelin' ...

     Jennifer looks over at her brother with pride. Betty puts an
     arm around Mr. Johnson, feeling a little stronger--a little
     safer ... The kids seem to relax a bit, and even if they
     don't feel totally reassured, at least they don't feel
     ashamed.

     Twenty "colored" faces listen as Buddy Holly tells them RAVE
     ON. David stands beside the jukebox like a captain at the
     helm of his ship ...

     EXT. STREET. LATER ...

     He steps out over the debris and looks both directions. David
     motions toward the shop and a moment later the kids emerge.
     The disturbance seems to have died down and the street is
     silent although strewn with debris. David turns to the kids.

                         DAVID
                    (whisper)
               Stick together till you get off
               Main Street.

     They nod and head off down the block. David just watches them
     silently from the wreckage of the soda shop ...

                                                       DISSOLVE TO:

     EXT. TOWN SQUARE. NIGHT.

     The Fire Department is cleaning up the charred remains of the
     bonfire ...

     INT. SODA SHOP. LATER ...

     Betty is asleep in one of the booths. Jennifer sleeps beside
     her on the floor. David and Margaret sleep next to them in
     another booth with Margaret curled up against his chest.
     David opens his eyes.

     REVERSE ANGLE. HIS POV.

     Mr. Johnson is standing in the middle of the shop, staring at
     the large piece of plywood where his window used to be. He
     just gazes at the thing as if he could look through it.
     There's a faraway look in his eye.

     SHOT. DAVID.

     He rises carefully from the booth, without waking Margaret.
     David crosses over to Mr. Johnson and speaks in a whisper.

                         DAVID
               It's okay. We'll get you a new one.

                         MR. JOHNSON
                    (softly)
               I don't know what I'd do if I
               couldn't paint anymore Bud. I just
               don't know what I'd do ...

     CLOSE UP. DAVID.

     He just nods. David glances down at the table next to him. He
     picks up one of the brightly painted shards of glass and just
     looks at it. It's orange and pink and yellow. David thinks
     for a second.

                         DAVID
               Maybe I have an idea.

                                                       CUT TO:
     EXT. MAIN STREET. DAWN.

     The same paper boy who rode into the trash can, peddles down
     Main Street tossing his papers toward the curb. He throws
     right toward the post office, then left toward the hardware
     store, then right toward the bakery, then finally looks up.

     CLOSER.

     This time the boy slams into a lamp post. He tumbles off his
     bike and stares straight ahead in disbelief ...

     HIS POV. TOWN HALL.

     Two men sleep at the base of the wall next to a clutter of
     paint cans. Above them, however, is painted A VIVID ALMOST
     UTOPIAN MURAL OF THE TOWN OF PLEASANTVILLE in LIVING COLOR.
     Instead of being drab, the place literally gleams with life.
     The post office turns out to be a RICH RED BRICK. The sky
     shines in vibrant BLUE. It is a rendering of what the town
     could look like. David and Mr. Johnson sleep soundly next to
     their own signatures. David opens his eyes and sees the
     paperboy ...

     ANGLE. PAPER BOY.

     He turns around and rides away as fast as he can.

                                                       CUT TO:

     EXT. TOWN HALL. LATER ...

     A huge crowd has gathered. There is a loud buzz in the air.
     David and Mr. Johnson stand side by side in front of their
     work like they're presenting and guarding it at the same
     time.

     REVERSE ANGLE. CROWD.

     Most of the faces are black and white. A few near the back
     are in color. Big Bob moves through the back of the crowd,
     hurriedly buttoning his shirt. The buzz grows and the people
     part as he heads toward the front of the pack ...

     ANGLE. FRONT OF CROWD.

     When Bob emerges from the crowd, Mr. Johnson flinches
     slightly. David just looks him in the eye and tries to find
     as much courage as he can. "Big" Bob looks up at the color
     rendering of his town with absolute horror. His eye scans the
     green trees, the bright yellow gas station, the puffy pink
     clouds on the horizon.

                         BOB
                    (bellowing)
               Did you do this?

                         DAVID
                    (quietly but clearly)
               Yes I did.

     Bob grabs a copy of the Code of Conduct and waves it at him.

                         BOB
               Do you know that it's illegal?

                         DAVID
                    (thinks)
               Yes I do.

     Bob looks dumbfounded. He tries to process the whole thing
     but just looks more confused. Bob runs his hand through his
     hair, shaking his head.

                         BOB
               BUD--WHY DID YOU DO THIS?

                         DAVID
               Because anybody should be able to
               paint in whatever color they want.

     ANGLE. BACK OF CROWD.

     Betty stands beside Margaret and Jennifer watching the
     spectacle. There are tears in her eyes and a great deal of
     love. Jennifer smiles with pride at her brother ...

     SHOT. BOB.

                         BOB
               You're not allowed to do this! I
               could arrest you for this.

                         DAVID
               Still doesn't make it right.

     There is some clapping from the back of the crowd. Bob's eyes
     widen. His face goes flushed (darker gray). A vein bulges in
     his neck. He turns to the police chief.

                         BOB
               Dan! Arrest them!

                         DAN (POLICE CHIEF)
                    (quietly)
               Um ... I don't know how to do that,
               Bob.

                         BOB
               What do you mean!?

                         DAN
               Well, I never had to do it before.

                         BOB
               You put handcuffs on them and you
               take them to the police station.

                         DAN
                    (thinks)
               Oh. guess I could do that, then.

                         DAVID
                    (suddenly stronger)
               C'mere, Dan. I'll help you.

     David walks toward the police chief and sticks his hands out.
     A louder murmur moves through the crowd as David actually
     helps him fasten on the cuffs. Mr. Johnson comes over to join
     them and the murmur starts to grow ...

                                                       CUT TO:

     NIGHT TIME.

     A bright full moon stands out against a jet black sky ...

     EXT. MAIN STREET. NIGHT.

     A group of "colored" kids hangs out on Main Street near the
     police station. They gaze off into the distance at the barred
     window of a jail cell. It is elevated half a story above the
     street. Everything is black and white except for the warm
     YELLOW LIGHT, that glows through the bars. They know in a
     glance who's inside.

     INT. JAIL CELL. NIGHT.

     David sits on his bunk staring at the ceiling. The place has
     never been used so there is still plastic wrapping on all the
     sheets and pillow cases. He can't help smiling.

     INT. DIFFERENT JAIL CELL. WAY OFF DOWN THE HALL ...

     Mr. Johnson crouches on his bunk, ignoring his food. He
     clutches a rusty nail and scratches at the plaster wall in
     true "inmate" fashion.

     REVERSE ANGLE. WALL.

     Rather than scratching the days or even the hours, Mr.
     Johnson has carved a huge pastoral landscape into the wall
     complete with lush forest and a running brook. He looks at
     his work and smiles.

     SHOT. POLICE CHIEF.

     He approaches David's cell from the other direction and
     knocks gently on the bars. David turns around.

                         DAN
               There's someone to see you Bud.

     DAVID.

     David sits upright on his bunk trying to think who it could
     be. After a moment or two, a strange look of understanding
     crosses his face. He HEARS the sound of a KEY TURNING IN THE
     LOCK. David looks up at the doorway and smiles.

                         DAVID
               I thought it might be you.

     REVERSE ANGLE. DICK VAN DYKE.

     He stands in the doorway, still dressed in his TV repairman's
     outfit. FOR THE FIRST TIME, HE IS COMPLETELY IN BLACK AND
     WHITE.

                         DICK VAN DYKE
               Hope you're proud of yourself.

                         DAVID
               I am actually ... Glad to see you've
               finally shown your true colors.

     Dick Van Dyke gives a tight smile and shuts the door of the
     cell behind him.

                         DICK VAN DYKE
               Okay, let's cut the shit and get
               right to it. Where's that remote
               control?

                         DAVID
               Why?

                         DICK VAN DYKE
               Because you're coming home.

                         DAVID
                    (smiles)
               Why don't you just take me back
               without it?

                         DICK VAN DYKE
               Oh. You're a smart little bastard
               aren't you?
                    (tightly)
               It's kind of like a restricted
               ticket. You gotta leave the same
               way you came.

     David just looks at him. He smiles, confidently. Leans back
     on the bunk ...

                         DAVID
               So ... I guess as long as I'm
               here, all sorts of things could
               happen to this place. We could
               have pink lawns and blue trees ...

                         DICK VAN DYKE
               Just gimme the damn remote!

                         DAVID
               I'm sorry. I can't do that.

     Dick Van Dyke takes a deep breath. He glances toward the
     barred window.

                         DICK VAN DYKE
               I don't know what went wrong.
               You answered every question. You
               knew every detail. The senior
               Prom ... McIntire's Department
               Store. We had all the same warm
               memories: Sock hops. The Church
               Social ...

                         DAVID
               They weren't my memories.
                    (beat)
               I borrowed them. It's no good when
               you borrow them.

     Dick Van Dyke's eyes go wide and he literally starts to
     tremble.

                         DICK VAN DYKE
                    (containing his rage)
               How long do you think you've been
               here?

                         DAVID
                    (warily)
               I don't know ... Three, four weeks.

                         DICK VAN DYKE
               Much less than that.
                    (checks his watch)
               An hour and a half.

     David looks at him uneasily. Dick Van Dyke flashes a broad
     nasty smile.

                         DICK VAN DYKE (CONT)
               See--and this is really great--
               the show was on for what--half an
               hour a week? So that means for
               every week that goes by in
               Pleasantville, only half an hour
               goes by in the real world.

     The smile gets bigger. Dick Van Dyke moves closer to him.

                         DICK VAN DYKE (CONT)
               Now Buddy, you're going on trial
               tomorrow. And if they find you
               guilty, you're gonna be stuck here
               forever. Well, not forever--lemme
               think ...
                    (calculates)
               Five year sentence ... Carry the
               three ... That comes out to ...
               sixteen and a half centuries, and
               that's rounding down.

                         DAVID
               I'm going on trial tomorrow?

                         DICK VAN DYKE
               This is TV pal. They don't fool
               around.

     David is rocked but tries not to show it.

                         DAVID
                    (stoicly)
               There's worse places.

                         DICK VAN DYKE
               Oh sure. For the first hundred
               years. Then it starts to get a
               little monotonous.
                    (beat)
               Sleep well.

     He taps on the bars for Dan who opens the lock and lets him
     out. The door CLANGS shut as the two of them disappear down
     the hall. The minute they are gone, the stoicism falls. David
     looks around his cell, truly afraid.

     CLOSER.

     He stares at the tiny cot ... The plain light bulb in the
     ceiling ... The single pillow with the plastic covering it
     ... Forever is starting to look like a long time. David
     crosses to the small window and looks out.

     HIS POV. OUT THE WINDOW.

     Across the town square he can see the side of the Town Hall
     complete with the newly painted mural. The "Utopian" view of
     Pleasantville is just as he left it with one notable
     exception: The edges of painting are starting to turn back to
     BLACK AND WHITE.

                                                       CUT TO:

     EXT. TOWN HALL. DAY.

     It is bathed in sunlight. Dozens of people stream through the
     front door for the first trial in Pleasantville's history.
     There is a weird carnival atmosphere in the air.

     INT. TOWN HALL. DAY.

     The place has been transformed from the Chamber of Commerce
     meeting hall to a small town courtroom, complete with pews
     and ceiling fans. The only carry over from its previous
     configuration is the huge CHAMBER OF COMMERCE banner draped
     across the back wall.

     ANGLE. BENCH.

     At the center of the courtroom where the podium used to be is
     a large, elevated judge's bench with a Rotary insignia on the
     front. Big Bob sits six or seven feet above the proceedings
     finally living up to his name. The whole thing is a strange
     combination of Franz Kafka and "Inherit the Wind." Big Bob
     bangs the gavel ...

     CLOSER.

     The undertone begins to quiet down. All of the faces in the
     pews are Black and White. There is a "colored" section in the
     back for standing room only.

     ANGLE. JURORS BOX.

     George is seated in the front row of the jury, despite his
     relationship to one of the defendants. He is dressed
     impeccably with his Rotary Pin still gleaming on his lapel.
     After a moment or two he sneaks a glance toward the back of
     the room ...

     ANGLE. BETTY.

     She stands in the back with the rest of the "colored" faces.
     Betty cranes her head to catch a glimpse of David or Mr.
     Johnson. All at once, a hush goes through the crowd.

     ANGLE. DOORWAY.

     It swings open and David and Mr. Johnson are led in wearing
     handcuffs. Dan, the Police Chief (now ballif), shows them to
     a table in the center of the room directly facing Big Bob.
     There is no lawyer present. There is also no prosecutor.

     ANGLE. DAVID.

     He glances around a little confused. (Weird courtroom.) Big
     Bob bangs the gavel.

                         BOB
               Bud Parker and William Johnson,
               you have been charged with
               desecration of a public building
               and the intentional use of
               prohibited paint colors in
               violation of the Pleasantville
               Code of Conduct and laws of
               common decency. Do you admit that
               on the night of May 1, you did
               consciously and willfully apply
               the following FORBIDDEN colors to
               the Pleasantville Town Hall:
                    (beat)
               Red, Pink, Vermillion, Puce,
               Chartreuse, Umber, Blue, Aqua, Ox
               Blood, Green, Peach, Crimson,
               Yellow, Olive and Magenta.

                         DAVID
               Um ... Yes I do. Where's our
               lawyer?

                         BOB
               We prefer to keep these
               proceedings as "pleasant" as
               possible. I don't think a lawyer
               will be necessary.

     There is a murmur and a great deal of nodding amongst the
     black and white faces. Big Bob smiles to himself then
     proceeds.

                         BOB (CONT)
               Do you further admit that this
               was done surreptitiously and
               under the cover of darkness?

                         DAVID
               Well--it was dark out ...

                         BOB
               Good. Do you further admit that
               this unnatural depiction occurred
               in full public view where it was
               accessible to, and in plain sight
               of, minor children?

                         DAVID
               It was accessible to everyone.

                         BOB
               Very well. Let the record show
               that the defendants have answered
               in the affirmative to all the
               charges.

     He looks directly at them for the first time.

                         BOB (CONT)
               Do you have anything to say in
               your defense?

     SHOT. DEFENSE TABLE.

     Mr. Johnson just looks at David, confused and terrified.

                         MR. JOHNSON
               I didn`t mean to hurt anybody.
               I just have to paint ... I
               need to.

     He gropes for something else to say, but what else is there?
     David glances over and sees him sit slowly back in his seat.
     David rises from his chair.

                         DAVID
               I think I've got something to say.

                         BOB
               Very well ...

     David looks out over the audience. After a moment or two, he
     looks back at Big Bob.

                         DAVID
               I think I know why you're doing
               this. I mean, I understand why
               you're doing this. I used to
               feel the same way. I used to
               want this place to stay just the
               way it was. I never wanted it to
               change ...

     There is a loud MURMUR. Big Bob bangs the gavel.

                         DAVID (CONT)
                    (he smiles slightly)
               But nothing stays the same. You
               get things, and you lose things,
               and that's the good part and the
               bad part--but you can't have a
               good part without a bad part.

     He turns and sees his mother in the balcony. They lock eyes
     for a moment. David smiles slightly and continues.

                         DAVID (CONT)
               It's like the basketball team.

                         BOB
                    (leaning forward)
               The basketball team?

                         DAVID
               Sure. Everybody's upset because
               they're not winning anymore--but
               just think how it would feel if
               all of a sudden they do win.

     There's a murmur in the gallery.

                         DAVID (CONT)
               Wouldn't it feel better than when
               they used to win all the time?

     There is a LOUDER MURMUR. Big Bob looks concerned.

                         DAVID (CONT)
               See, I know you want it to stay
               "Pleasant" but there are so many
               things that are so much better:
               like Silly ... or Sexy ... or
               Dangerous ... or Wild ... or
               Brief ...
                    (beat)
               And every one of those things is
               in you all the time if you just
               have the guts to look for them.
                    (pointing to the "colored" section)
               Look at those faces back there.
               They're no different than you are.
               They just happened to see
               something inside themselves that
               you don't want to ...

                         BOB
               Okay--that's enough!

                         DAVID
               I thought I was allowed to
               defend myself.

                         BOB
               You're not allowed to lie.

                         DAVID
               I'm not lying ... Here I'll show
               you.

     He turns suddenly toward the jury box.

                         DAVID (CONT)
               Mr. Simpson ...

                         MR. SIMPSON
               Yes.

                         DAVID
               What color is that hedge of yours?

                         MR. SIMPSON
               Green.

                         DAVID
               No, not that hedge. The other one.

                         MR. SIMPSON
               The other one?

                         DAVID
               The one in your mind. The one
               that you see on a bright cold
               morning. The one that you see
               when you walk in front of your
               house and you just stand there
               and stare.

     Mr. Simpson suddenly looks far away. He gets a kind of dreamy
     look in his eye.

                         DAVID (CONT)
               What color is that hedge?

     CLOSE UP. MR. SIMPSON.

     SUDDENLY AND BEFORE OUR EYES, MR. SIMPSON TURNS TO LIVING
     COLOR. A huge MURMUR moves through the courtroom. Bob bangs
     the gavel.

                         BOB
               I said, that's enough!

                         VARIOUS VOICES FROM
                         THE AUDIENCE
               "No ... Let him finish ... Go on ..."

     Big Bob lifts the gavel and is about to bang it when David
     suddenly turns toward George.

                         DAVID
               Alright. Dad ...

     DIFFERENT ANGLE.

     There is a LOUDER MURMUR. Big Bob just looks at him frozen
     while David confronts his "father." George straightens up.

                         GEORGE
                    (solemn)
               Yes Bud.

                         DAVID
                    (beat)
               Don't you miss her?

     CLOSE UP. GEORGE.

     He looks at him stunned. Big Bob bangs the gavel but nobody
     listens. George just stares at him like he got shot.

                         DAVID
               I mean, of course you do, but it
               isn't just the cooking or the
               cleaning that you miss--it's
               something else, isn't it ...

     George swallows. The UNDERTONE in the room starts to grow as
     he glances toward the back of the room.

                         DAVID (CONT)
                    (softer whisper)
               Maybe you can't even describe it.
               Maybe you only know it when it's
               gone. Maybe it's like there's a
               whole piece of you that's missing
               too.
                    (shrugs)
               You might even call it "love."

                         BIG BOB
                    (BANGING the gavel loudly)
               Okay, that's IT!!!

                         DAVID
                    (motioning toward the back)
               Now don't you think she looks just
               as pretty in color? Don't you
               think she looks just as pretty as
               she did the day you met her?

     Slowly, almost imperceptibly George nods. A single tear rolls
     down his cheek. As it traces the side of his face it leaves a
     long trail of COLOR behind it.

                         DAVID (CONT)
               Don't you wish you could tell her
               that?

     He nods again and it all comes out. Betty smiles at him
     through her tears. Even Mr. Johnson smiles as well.

                         BOB
                    (POUNDING the gavel)
               YOU'RE OUT OF ORDER!

                         DAVID
               Why am I out of order?

                         BOB
               BECAUSE I WILL NOT ALLOW YOU TO
               TURN THIS COURTROOM INTO A CIRCUS!

                         DAVID
               Well I don't think it's a circus.
               And I don't think they do either.

     David motions behind him to the black and white section.
     There are now ten to fifteen "colored" faces.

                         BOB
               THIS BEHAVIOR WILL STOP AT ONCE.

                         DAVID
               But see that's just the point. It
               can't stop at once. Because it's
               in you. And you can't stop
               something that's in you.

                         BOB
                    (tightly)
               It's not in ME.

                         DAVID
               Oh sure it is.

                         BOB
               No it isn't.

     He crosses to the bench looking right up at Big Bob. He leans
     over the bench and gets right up in his face.

                         DAVID
                    (smug whisper)
               What do you want to do to me
               right now?

     Big Bob starts to tremble. He shakes with rage as David moves
     closer.

                         DAVID (CONT)
               C'mon. Everyone's turning colors.
               Kids are making out in the street.
               No one's getting their dinner--
               hell, you could have a flood any
               minute ... Pretty soon you could
               have the women going off to work
               while the men stayed home and
               cooked ...

                         BIG BOB
               That's not going to happen!

                         DAVID
               But it could happen.

                         BIG BOB
               No it couldn't!

     Big Bob looks at David and starts to tremble. It starts
     around the base of his neck, spreads quickly up the rest of
     his head. After a moment or two, Big Bob has gone completely
     RED IN THE FACE.

     WIDER.

     A gasp goes through the courtroom. David looks at him and
     just smiles. The crowd reaction turns almost to a ROAR as Big
     Bob turns and catches his reflection in the window.

     CLOSE UP. BIG BOB.

     He sees the ruddy image staring back at him, then looks down
     at his hands. They have gone completely RED as well. Big Bob
     freezes for an instant then bolts from the bench in panic and
     flees the room--flinging open the doors to the courtroom.

     ANGLE. DOORWAY.

     As Big Bob flees, he reveals an amazing sight: the Town
     Square GLISTENS IN LIVING COLOR. The huge lawn is a rich deep
     green. The sky is a dense opaque blue. Dozens of spectators
     bolt from their seats and rush to the doorway as the crowd
     moves outside.

     EXT. PLEASANTVILLE. (FULL COLOR!)

     All the birds are really chirping. Red Brick, Yellow cars,
     Green hats ... The barber pole in front of Gus' has finally
     turned to red, white and blue--he can't help smiling. David
     walks out into the sunlight and stares in wonder at his
     creation. The whole town is washed in joy.

     WIDER.

     Margaret comes up and throws her arms around him. They meet
     in a rich passionate kiss (in direct defiance of the code of
     conduct). Several people around them actually clap, like
     spectators at a wedding. Jennifer moves up next to them and
     looks at her brother making out.

                         JENNIFER
               Uch ... I am like gonna hurl ...

     David turns and looks at her. Both of them laugh. David
     throws his arms around his sister as more and more people
     stream out of the courtroom into the sunlight ...

                                                       DISSOLVE TO:

     EXT. MAIN STREET. DAY.

     David and Jennifer stand together on the edge of town. She
     clutches a valise in her hand. He holds the remote control.

                         DAVID
               Are you sure?

                         JENNIFER
               I told you. I'm like positive.

                         DAVID
               This thing works. We could go
               home right now.

                         JENNIFER
               I'm not ready yet. I gotta do
               this for a little while.

     WIDER.

     They stand on the edge of town (which finally has an edge).

     A large sign says: "Springfield 12 Miles" and for the first
     time, the end of Main Street is no longer the beginning.
     Jennifer is dressed in Mary Sue's clothes with a little bit
     of style thrown in. Rich fields of wheat spread out in the
     distance.

                         JENNIFER
               Besides. You think there's like
               a chance I'm gonna get into
               college back there?

                         DAVID
                    (thinks ...)
               Honestly ... no.

     They both smile.

                         DAVID (CONT)
               You got the admissions letter.

                         JENNIFER
               Right here.

                         DAVID
               And you're sure about this?

                         JENNIFER
               I've done the slut thing, David.
               It's really kinda old.

     David nods.

                         DAVID
               I'll come back and check on you
               in a month.

     Jennifer nods and gives him a hug. She holds on tight for a
     couple of seconds.

                         JENNIFER
               You're like the coolest brother
               in the world.

     David smiles. Never been called cool before. They suddenly
     hear the SOUND of a motor and look to their left. A huge
     Greyhound bus lumbers up the highway, pulling to a halt at
     the sign. The doors open beckoning her in. Jennifer smiles at
     her brother, then turns toward the door ...

     EXT. MARGARETS HOUSE. DAY.

     She clutches her umbrella at her side. David holds a bag of
     oatmeal cookies. Each one clings on to the other one's
     clothing. Their faces are inches apart.

                         MARGARET
               You're gonna forget about me.

                         DAVID
               No I won't. I swear.

     Margaret nods. She looks at him for a moment then wraps her
     arms around his neck. They meet in a long, rich, wet, soft
     kiss. The umbrella falls to the ground ...

                         MARGARET
                    (a whisper)
               I like calling you David.

                         DAVID
               I like it too.

     INT. PARKER LIVING ROOM.

     David stands in front of the television with Mr. Johnson at
     his side. He holds the remote control in his hand. Mr.
     Johnson seems pretty amazed at the whole idea.

                         MR. JOHNSON
               Well how do you know it won't go
               back to the way it was?

                         DAVID
               You're gonna keep painting aren't
               you?

     Mr. Johnson nods.

                         DAVID (CONT)
               Well ...

     He nods again and thinks about it. They smile at each other
     one last time.

                         MR. JOHNSON
                    (remembering something)
               Oh.
                    (reaching into his pocket)
               I've got something for you.

     He pulls out a folded piece of paper. Mr. Johnson extends it
     to David who unfolds it and instantly smiles.

     INSERT. PAPER.

     It is a small painted replica of their mural in the same
     vibrant colors. Everything is scaled perfectly, exactly like
     the one on the wall.

     SHOT. DAVID.

                         DAVID
               It's beautiful.

                         MR. JOHNSON
               Just a little--You know.

     David looks up at him and smiles. All at once he glances
     toward the door.

     WIDER.

     Betty is standing there holding a brown paper bag. A sweater
     is draped over her arm.

                         BETTY
                    (extending the bag)
               I made you these for the trip.
               They're marshmallow rice squares.

                         DAVID
               Thanks. I thought you weren't
               gonna ...

                         BETTY
                    (painful/
                    quieter)
               I had to say goodbye.

     She looks up at David and their eyes lock. Betty hands him
     the bag.

                         BETTY (CONT)
               There's a meatloaf sandwich in
               there too. Don't go skipping
               dinner just 'cause you're not
               here anymore.

                         DAVID
               I won't.

                         BETTY
                    (voice quivering)
               And ... wear this on the trip in
               case it gets cold.

                         DAVID
                    (nodding)
               ... It's a pretty short trip.

     She nods as well. Betty puts the sweater around his shoulders
     anyway and fusses with the collar for a second or two. Then
     she throws her arms around his neck.

                         BETTY
               I'm so proud of you, Bud.

                         DAVID
               Thanks ... I love you.

                         BETTY
               I love you too.

     She clings on tight for a second or two then lets go. Betty
     flicks away a tear and draws a deep breath.

                         BETTY (CONT)
               Well ...

     She steps back and looks at him. David glances down at the
     remote.

                         DAVID
               You better stand back a little.

     Betty and Mr. Johnson cross toward the comer of the room.
     David points the remote at the TV ...

                                                       CUT TO:

     EXT. MODERN HOUSING TRACT. DAY.

     All the ersatz Spanish houses stretch out toward infinity. A
     WESTEC security patrol cruises by them at a crawl. A second
     or two later, all the sprinklers turn on in uniform
     synchronization.

     INT. DAVID'S LIVING ROOM.

     He stands in the middle of the living room looking at his
     new/old surroundings. Everything is the same as it was. The
     black onyx coffee table. The clean burbur rug. The big screen
     TV in its sleek black cabinet. David looks at it and smiles.
     The place is inadvertantly in black and white.

     CLOSER.

     He reaches forward and turns on the TV (by hand) flipping
     around the dial. Jerry Springer is berating a prostitute ...
     Tony Robbins hawks self-improvement in an infomercial ...
     Court TV is doing an O.J. recap. David unfolds Mr. Johnson's
     sketch and glances down at it. He smiles to himself. A
     different kind of nostalgia ...


                              END