THE BODY SNATCHER

               BORIS KARLOFF as John Gray
                HENRY DANIELL as Dr. McFarland
                 BELA LUGOSI as Joseph
                  RUSSELL WADE as Dr. Donald Fettes
                   EDITH ATWATER as Meg Camden
                    RITA CORDAY as Mrs. Marsh
                     SHARYN MOFFETT as Georgina Marsh
                      DONNA LEE as The Street Singer
                       ROBERT CLARKE as Richardson
                        CARL KENT as Gilchrist
                         BILL WILLIAMS as A Medical Student
                          JACK WELCH as the Boy
                           LARRY WHEAT as the Salesman
                            MARY GORDON as Mrs. McBride
                             JIM MORAN as the Horse Trader
                              INA CONSTANT as the Maid
               Directed by Robert Wise
                Screenplay by Philip MacDonald and Carlos Keith
                 Based on the story by Robert Louis Stevenson
                  Produced by Val Lewton
                   Executive Producer: Jack L. Gross
                    Music: Roy Webb
                     Musical Director: C. Bakaleinikoff
                      Songs: We'd Better Bide a Wee
                              When Ye Gang Awa'
                                Will Ye No Come Back Again
                                      Sung by the Street Singer
                              The Spit Song
                                      Sung by the Boy
                              Bonnie Dundee
                                      Sung by a male quartet

               Photography: Robert De Grasse
                Art Directors: Albert D'Agostino and Walter E. Keller
                 Set Decorators: Darrell Silvera & John Sturtevant
                  Editor: J.R. Whitredge
                   Costumes by Renee
                    Asst. Director: Harry Scott
                     Sound Recorded by Bailey Fesler
                      Re-recording by Terry Kellum
                       Release Date: May, 1945
                        Running Time: 74 minutes

                                ROBERT LOUIS STEVENSON'S 

                                   "THE BODY SNATCHER"

                                       Screen Play

                                   by Philip MacDonald

               FADE IN

               THE MAIN AND CREDIT TITLES ARE IMPOSED ON a mezzotint of
               Edinburgh castle viewed from the Causeway.  When the last
               credit title dissolves

                                                       DISSOLVE TO

               STOP FRAME of STOCK SHOT showing Edinburgh castle.  Over this
               is a title: 

                                     EDINBURG -- 1831

               With the DISSOLVE of the words the stock shot comes to life
               with a carriage coming toward the CAMERA.


               FULL SPOT -- Down the lonely, almost deserted street comes a
               cab drawn by a bony white horse.  This black and sepulchral
               vehicle passes through the long shadows and sharp gleams of
               the late afternoon sun.  On the box, bunched over, almost
               lost in the folds of his triple-caped overcoat and with a
               battered beaver on his hand, is the cabman.  The horse plods
               along, his hoof beats echoing with a hollow sound in the
               narrow street.  At the corner the vehicle turns left.


               The black cab drawn by the white horse goes slowly past a
               little cemetery.  The driver turns his head and looks down as
               he goes past.

               From his ANGLE, but not a MOVING SHOT, a pleasant little
               graveyard with mossy gravestones; old turf making a spot of
               green between the gray walls of the kirk and the blank stone
               wall of a large building.

               Seated on a table stone is young Donald Fettes, a poor
               medical student, dressed in worn neat clothing with only a
               woolen scarf about his neck for warmth.  He sits in such
               scanty sunlight as he can find, munching on a cold bannock
               and washing it down with thin ale from a round stone bottle.

               MED. CLOSE SHOT -- Fettes.  In the closer view it can be seen
               that he is looking at a small Cairn terrier who lies morosely
               guarding a newly-made grave.  The dog, with his head down
               between his forepaws, occasionally glances over
               apprehensively at the young student.  Fettes takes a bit of
               his bannock between his thumb and forefinger and leans
               forward toward the dog.

                         Here, -- here's a bit of something
                         for you.

               The dog does not stir.  Fettes leans further forward almost
               putting the morsel of food to the dog's nose.  The dog growls
               savagely.  Fettes draws back.

                                   FETTES (cont'd)
                         Now, now, laddie -- I only wanted
                         to be friendly.

               It is at this moment that a shadow falls athwart him and
               looms up in the afternoon sunlight against the wall behind
               him.  He looks up.

               ANOTHER ANGLE -- Fettes looking over as Mrs. MacBride, a
               plump, motherly woman of middle-age, with a Tartan shawl over
               her head and carrying a pannikin of water and a bone with
               some meat on it, comes through the gate.  She crosses over to
               the little dog, puts the water before him and starts
               shredding little pieces of meat from the bone to feed him. 
               The dog laps avidly at the water, then gratefully takes the
               morsels of meat she gives him.

               MED. FULL SHOT -- Fettes and Mrs. MacBride.

                                   MRS. MACBRIDE
                         He'll not leave the grave -- not
                         since Wednesday last when we buried
                         the lad.

                         Your son, ma'am?  He must have been
                         a fine boy for the wee dog to love
                         him so.

               Mrs. MacBride nods.

                                   MRS. MACBRIDE
                         A great, kind lad, he was -- gentle
                         with all things like Robbie.

               She pauses, sighs and then goes on.

                                   MRS. MACBRIDE (cont'd)
                         Now I can't get the dog to leave,
                         here.  Perhaps it is for the best. 
                         I've not money enough to afford a
                         grave watcher.

                             (looking about)
                         Not much danger here, ma'am, I
                         wouldn't think -- right here in the
                         heart of Edinburgh.

                                   MRS. MACBRIDE
                         They're uncommon bold, the grave
                         robbers -- and the daft doctors who
                         drive them on.

                             (a little uncomfortable;
                              feeling he has to make
                              the admission)
                         I'm by way of being a medical

                                   MRS. MACBRIDE
                         A doctor?

                         A student.  I'm studying under Dr.
                         MacFarlane -- that is, I've been
                         studying until today --

               He starts to get up.  At this moment in the street can be
               heard the clop-clop of a horse's hoofs and the rattle of iron
               wheels on the cobblestones.  On the ground and gravestones
               appears and passes the monstrous shadow of a horse and cab,
               angular and distorted, the driver's shadow hunched and evil,
               now going from left to right.


               LONG SHOT -- a typical street scene of the time.  A dog cart
               drawn by a smart tandem passes.  It is driven by a young buck
               of the period; top-hatted, dandified, his whip held at a just
               so angle.  On the sidewalk, a group of small boys follow a
               recruiting sergeant of the Seaforth Highlanders.  A drummer
               walks at his heels.  He stops at a wooden "Charlie", the
               rough police booth of that day, and begins to tack up his
               posters.  The boys crowd around to watch.  One of them backs
               up to a little trundle cart and surreptitiously filches a
               piece of the shortbread being sold from this portable store. 
               At the other side of the "Charlie" stands a street singer, a
               beautiful girl of about nineteen, dressed in ragged Highland
               plaid.  She is singing an old border ballad about two crows
               who sit waiting to pick the dead eyes out of a fallen knight. 
               A shepherd, crook in hand, and faithfully attended by two
               handsome collies, stops a moment to hear her song, drops some
               coppers into the begging bowl she holds in her hands, then
               passes on.

               Through the consonance of the street singer's song comes the
               dissonant beat of a horse's hoofs, the racking clatter of
               iron-shod wheels and then between the singer and the CAMERA
               there passes, very close, the white horse and the black cab. 
               As it blocks her out of the scene

                                                       WIPE DISSOLVE


               FULL SHOT -- Before the imposing edifice which houses Dr.
               MacFarlane's living quarters as well as his school of
               anatomy, the cab, drawn by the white horse, pulls up.  The
               driver begins to alight from the box.  He climbs down, and
               starts for the cab door.

               CLOSE SHOT -- Gray as he opens the door.  Gray is a man of
               middle years with keen, darting eyes set in a face lined and
               furrowed by an evil life.  The quick play of his features as
               he talks or smiles can form a moving and deceptive mask.  So
               that now as he opens the door, smiling, to help his
               passengers alight, his face is cringing with good humor and

               From the cab steps a young and lovely woman dressed in
               becoming widow's weeds.  This is Mrs. Marsh.  She reaches the
               sidewalk, turns back for the other occupant of the cab.  This
               is a little girl of about eight, dressed in a flower-sprigged
               Kate Greenway gown and a poke bonnet to match.  Gray
               forestalls her.

                         I'll get it, ma'am.

               He touches his hat respectfully, reaches in and brings out a
               tiny wheel-chair, which he sets down.  He reaches in again
               and takes the child up in his arms.

                                   GRAY (cont'd)
                             (as he picks her up)
                         Come, little miss.  Cabman Gray'll
                         carry you safe enough.

               With the child in his arms he starts toward his horse's head,
               talking as he goes.

                                   GRAY (cont'd)
                         Give my horse a pat.  He knows
                         every little girl in Edinburgh. 
                         Some day when you're runnin' and
                         playin' in the street he'll nicker
                         at ye as we go by.

               CLOSE SHOT -- The horse, Gray, and the little girl.

                         I can't run and play.

                         I'd forgotten that, lassie.  All
                         the more reason for Friend here
                         bidding you a good-day.

               Georgina smiles and pats the horse's nose.

               ANOTHER ANGLE -- Featuring Mrs. Marsh as she smiles watching
               Gray and the child.  He turns back toward her.

                                   MRS. MARSH
                         Would you mind carrying her up the

               Mrs. Marsh reaches for the wheel-chair.

               FULL SHOT -- Mrs. Marsh takes the wheel-chair up the two
               steps.  Gray follows carrying the child.  He sets the child
               tenderly in the wheel-chair, smiling as he does so.

                         Back in your own wee cab.

                         Thank you.

               In the meantime, Mrs. Marsh has fumbled through her purse for
               change.  She hands this to Gray.  He takes the money from his
               right hand, then removes his hat with his left hand, bobs his
               forelock with the right in a series of obsequious gestures.

                         Thank ye, ma'am.  Thank ye.
                             (to Georgina)
                         You watch sharp, little miss for my
                         horse to give you a "hello".

               CLOSE SHOT -- Georgina looking at Gray with great pleased
               eyes.  This has made a definite impression on her.

               EXT. MACFARLANE'S HOUSE -- DAY

               Mrs. Marsh has used the door knocker.  Now in response the
               door is opened by a handsome woman of thirty-five, Meg

                                   MRS. MARSH
                         I would like to see Dr. MacFarlane.

               Meg gives Mrs. Marsh a quick look and then turns to look at
               Gray.  A glance passes between them; a glance which tells of
               previous acquaintance, yet neither speaks.  He turns and goes
               down the steps.  Silently, Meg opens the door and allows Mrs.
               Marsh to push Georgina's wheel chair through into the hall.


               Georgina's wheel chair is pushed into this gloomy and
               forbidding entry.  Meg closes the door behind them, then
               without further word, strides down the hall.  Mrs. Marsh and
               the little girl wait and look around.

               CLOSE SHOT -- Georgina.  With great wide eyes the child looks
               around at the antlered stag head, the cruel-looking walking
               sticks in the umbrella stand and the light-footed Mercury
               with caduceus upraised.  The caduceus throws its patterned
               shadow across the child's face.

               CLOSE TWO SHOT -- Georgina and Mrs. Marsh.  Mrs. Marsh sees
               the fright in the child's face and reassuringly pats her
               shoulder.  There is the sound of a door opening and they both
               look off in that direction.

               MED. FULL SHOT -- The doorway to the sitting room, SHOOTING
               PAST Georgina and her mother.  Framed in this doorway is the
               tall, robust figure of Dr. Douglas MacFarlane, a man in the
               prime of life, dressed with almost flamboyant foppishness and
               carrying himself with the assurance that the world is not
               only his oyster, but that he has it pinned on a fork and can
               swallow it and digest it with pleasure.

               THREE SHOT -- Georgina, Mrs. Marsh and Dr. MacFarlane.

                                   MRS. MARSH
                         Dr. MacFarlane?

               He half-bows in acknowledgment.

                                   MRS. MARSH (cont'd)
                         I'm Mrs. Marsh -- this is my
                         daughter -- Georgina.

               She fumbles in her reticule and pulls forth an unsealed
               letter which she passes to the doctor.

                                   MRS. MARSH (cont'd)
                         Dr. Maximillian of Leyden asked me
                         to present this to you.  He thought
                         you might examine my little girl.

               While she is speaking, Dr. MacFarlane has opened the missive.

                             (as he reads)
                         Maximillian -- a very famous
                         colleague of mine.  I'm delighted
                         to honor his request.

               With an expansive gesture he points to a door.  Mrs. Marsh
               pushes the wheel chair toward the living room door.

               DOLLY SHOT -- the entrance to the sitting room.

                                   MACFARLANE (cont'd)
                             (over the child's head to
                              Mrs. Marsh)
                         Born paralyzed?

               The little girl shrinks from him at the bluntness of this

                                   MRS. MARSH
                         No.  It was an accident.


               Although it is late afternoon the lamps have been lit in this
               part of the house.  Mrs. Marsh wheels the chair into the
               middle of the room and then stands to one side so that Dr.
               MacFarlane can examine the child.  Meg Cameron stands by the

                         Was the paralysis immediate?

                                   MRS. MARSH
                         No, Doctor.  She seemed to get
                         better, then about six months later
                         she began to complain of pain in
                         her back --

                         How long after that was the
                         paralysis complete?

                                   MRS. MARSH
                         Nearly a year.

                         Any attacks of pain since?

                                   MRS. MARSH
                         Yes, Doctor.

                         Is her pain sporadic or constant?

                                   MRS. MARSH
                         It comes at intervals.  They used
                         to be months apart -- but they've
                         been growing more frequent --
                             (catch in her voice)
                         much more frequent.

                             (directly to Georgina)
                         See here, child, when you have this
                         pain in your back, where is it?

                             (setting her jaw)
                         I don't know.

                         Point to where it hurts.  You can
                         at least do that, can't you?

                         I don't know.

                             (angrily to Mrs. Marsh)
                         This is useless, ma'am.

               He leaves the sentence unfinished and goes toward the center
               of the room.  Mrs. Marsh leans down beside the chair.

               TWO SHOT -- Mrs. Marsh and Georgina.

                                   MRS. MARSH
                         Please, darling, don't be so

               Georgina darts a glance in MacFarlane's direction.

                         Mother -- he frightens me.

               MED. FULL SHOT -- the door in the background.  There is a
               soft rap at the door and then almost immediately it opens and
               Fettes comes in.  He looks about, sees the doctor busily
               engaged with a beautiful young woman and a sick child.  He is
               embarrassed and tries to withdraw.

                         Excuse me, Dr. MacFarlane --

                         Come in, boy -- come in.

               Fettes closes the door behind him and stands rather shyly,
               not knowing what to do or say.

                                   MACFARLANE (cont'd)
                         Perhaps you can do something with
                         this young lady.  I can't get an
                         aye, yes, or no out of her.

                         But, Doctor, I only wanted to speak
                         to you --

                         Come -- it's a chance to try out
                         your bedside manner, Fettes.  Take
                         a look at the child.

               Fettes walks up shyly to the child.

               TWO SHOT -- Fettes and Georgina.  Fettes stands abashed and
               awkward before the clear-eyed glance of the little invalid. 
               He smiles at her.  The child smiles back.

                         Are you a doctor, too?

                         Not yet.

                         You'll be a good doctor.  I know
                         all about doctors.

               Fettes smiles.

                         That's a nice chair you have.

               He pushes it.  It rolls a little.

                                   FETTES (cont'd)
                         Useful, too.  Where did you get it? 
                         It isn't English, is it?

                             (studying him)
                         What you really want to ask me is
                         about my back, isn't it -- about
                         where it hurts?

                         Why, yes.

                         Well --

               She leans forward and reaches around with one hand.

                                   GEORGINA (cont'd)
                         It's sort of all around here --
                         then down my legs -- it aches as if
                         I had been walking an awfully long
                         way --
                             (looking up at Fettes)
                         That's funny, isn't it -- because I
                         can't walk at all.

                         Would you mind very much if I
                         lifted you --
                             (pointing to a table in
                              the other room)
                         -- onto that table in there?

               She holds out her arms to him.  Fettes lifts her up and
               carries her into the other room.

               The CAMERA PULLS BACK to reveal Mrs. Marsh and MacFarlane
               watching Fettes and the child.  They stand in the f.g.
               talking together while in the other room Fettes puts the
               child down on her stomach, opens her dress and examines her.

                         Child seems to take to the lad. 
                         What sort of an accident was it,

                                   MRS. MARSH
                         A carriage overturned.  My husband
                         was killed and Georgina was hurt.

                         How long ago?

                                   MRS. MARSH
                         Three years.

                             (calling from the other
                         Dr. MacFarlane --

                             (to Mrs. Marsh)
                         Excuse me.

               He strides forward.  Mrs. Marsh remains where she is.

               INT. EXAMINATION ROOM -- DAY

               MacFarlane comes into the scene, bends over and examines the
               little girl's back.  He feels the spine with first one hand,
               then the other.  He nods to Fettes and turns away.  Fettes
               begins to button up the little girl's dress.

               INT. SITTING ROOM -- DAY

               MacFarlane is walking back to where Mrs. Marsh stands.  In
               the b.g. Fettes can be seen as he buttons up the little
               girl's dress, picks her up in his arms and brings her back to
               the wheel chair.  MacFarlane comes over to Mrs. Marsh.

               TRUCKING SHOT of MacFarlane.

                         Meg, give Fettes a hand there --
                         help him wheel the little girl into
                         the hall.

               He turns back to Mrs. Marsh.

               TWO SHOT -- Mrs. Marsh and MacFarlane.  She is looking at him
               anxiously; waiting to hear his verdict.  He glances at Dr.
               Maximillian's letter before speaking.

                                   MACFARLANE (cont'd)
                             (tapping the letter in his
                         It seems that Dr. Maximillian is
                         right.  The violence of the
                         accident must have disturbed the
                         tissues and caused a traumatic
                         tumor -- a sort of growth that
                         presses against the nerve centers.

                                   MRS. MARSH
                         But can anything be done for her?

                         Perhaps -- a delicate operation --
                         an operation which has never been
                         performed -- but it could be
                         performed.  I'm sure it could be --
                         I could incise the columna dorsi --

               He is quite excited as he speaks, almost as if challenging
               himself.  Mrs.  Marsh's interruption is ill-timed.  It stops
               him in full tide of self-persuasion.

                                   MRS. MARSH
                         And you will try -- you will

               CLOSE SHOT -- MacFarlane.  He is silent; thinking.

               MED. FULL SHOT.  MacFarlane silently turns away from Mrs.
               Marsh and goes to his desk.  Having reached it, he turns and
               faces her again.

                         Not I, Madame.

               She starts toward him impulsively as if to plead with him.

                                   MRS. MARSH
                         But, Doctor, in Leyden -- in Paris 
                         - wherever I've taken Georgina --
                         they've mentioned your name.  I've
                         come to think of you as our only

               MacFarlane looks at her, takes a step closer to her and
               speaks very sincerely.

                         Believe me, Madame, if I were only
                         a doctor, I would undertake this
                         operation at once.  But I'm more
                         dominie than doctor -- I've a
                         school to run.

                                   MRS. MARSH
                         But, Doctor, surely in a case like
                         this -- a child -- a little child
                         who can never walk or run --

                         I regret it, Ma'am, but I have the
                         responsibility of training thirty
                         other doctors to attend a thousand
                         children like your own.

                                   MRS. MARSH
                         There's nothing I can say for one
                         small child?

                         I'm not heartless, Ma'am.  I have
                         every sympathy for you and for the
                         little girl, but if I were to
                         consent to every operation brought
                         to me, I'd have no time for
                         teaching -- and that's a great
                         responsibility upon me, Ma'am -- a
                         great responsibility.

               They have reached the door.  He bows in dismissal, and Mrs.
               Marsh exits.  As she leaves, Fettes passes her coming from
               the hallway.

               MED. CLOSE SHOT -- MacFarlane as he turns back into the room.

                                   MACFARLANE (cont'd)
                             (to Fettes)
                         Well, Fettes -- what was it you
                         wanted to see me about?

               MED. TWO SHOT -- Fettes and MacFarlane.

                         I'm afraid I'll have to give up
                         medicine, Dr. MacFarlane.

                         You're made for a doctor, young

                         I'm afraid I have to, sir.  You
                         see, my father is vicar at Thrums --
                         it's a small parish -- not much of
                         a living --

                             (after thinking this over
                              a moment; very sincerely)
                         You're too good a man, Fettes --
                         I'll not let you quit.
                             (with a sudden thought)
                         I'll make an assistant of you --
                         that'll pay your keep and your
                         tuition, too --

                         I thought only the best students
                         were made assistants.

                         Well? And are you not a good

                             (getting the idea)
                         But Richardson?

                         Richardson is a fine student.  He's
                         got a glib tongue, but you'll be a
                         better doctor, Fettes.  Come along
                         now --

               He links his arm through Fettes' and starts toward the door
               leading to the stairs.

                                   MACFARLANE (cont'd)
                         -- let's get to the anatomy room --
                         I'll explain your new duties.

               They have reached the door.  Meg is standing there.  As
               MacFarlane and Fettes start to pass her, Meg puts her hand on
               the doctor's arm.  He pauses.

                         A word with you, Dr. MacFarlane.

               MacFarlane motions Fettes to proceed into the other room.  He
               closes the door behind him.

                                   MEG (cont'd)
                         You're not having Fettes for your

                         And why not?  He's a good lad --
                         bright and able.

                         Aye.  He's a good lad.  That's why
                         I ask you, MacFarlane.

                         You think it'll spoil the boy, eh? 
                         Was I not assistant to Knox?

                         Aye -- 

                         Did it spoil me, Meg, my lass?

               She looks directly at him without answering.  MacFarlane
               grows uneasy.

                                   MACFARLANE (cont'd)
                             (walking up to her,
                              putting an arm around her
                              shoulders and tilting up
                              her chin with his other
                         It will do the boy no harm.

               He kisses her off-handedly.  She wraps her arm around his
               neck and kisses him with fierce passion.  He releases
               himself, goes on into the next room.


               The anatomy room is dim.  Long level bars of light come
               through the wide windows to illuminate the bare austerity of
               this classroom.  The long rows of tables have a sombre and
               empty look.  Everything is meticulously clean.

               At one of the tables is the hunched, dark and evil figure of
               Joseph, the janitor of the school.  He is engaged in rubbing
               the surface of a marble-topped table.  The door on the
               landing opens.  MacFarlane and Fettes come through. 
               MacFarlane still has his arm linked through that of his young
               friend and is listening to Fettes' gratitude with evident

                         -- all my gratitude, sir -- I can
                         never express it...

               MED. FULL SHOT -- Fettes and MacFarlane as they descend the

                         They'll be satisfaction enough for
                         me to know I've trained the great
                         Dr. Fettes.

               MED. SHOT to include Joseph in the f.g. and Fettes and
               MacFarlane as they reach the floor level of the anatomy room. 
               Joseph, continuing his work, casts a sidelong glance at the
               doctor and student.  It is evident he is listening to every
               word they say.

                                   MACFARLANE (cont'd)
                         Now -- as to your duties.  It is up
                         to you to keep the accounts and to
                         distribute the specimens to the
                         students.  Also, inasmuch as you'll
                         be living in the house --

               He looks over and glances at Joseph and having noticed that
               Joseph is eavesdropping, breaks off short.

                                   MACFARLANE (cont'd)
                             (to Joseph)
                         Joseph --

               Joseph looks up.

                                   MACFARLANE (cont'd)
                         What are you doing, sneaking about
                         here like a Redskin?  Make a little
                         noise, man.  Let people know you're
                         about --

                         Yes, Doctor -- yes.

                         -- otherwise I might get the idea
                         you are trying to spy on me.

               He takes Fettes' arm again and leads him off toward the other
               end of the anatomy room.  The two medicals go out of earshot,
               with Joseph in the f.g.


               This is the small out-cropping of the main room set a few
               feet lower in level.  At one end is a heavy curtain of green

               MED. FULL SHOT.  MacFarlane and Fettes descend the steps
               leading to the alcove.  MacFarlane, with his hand on the
               elbow of the younger man, guides him to the curtain.

                         You know how we get the specimens
                         we use for dissection?

                         From the Municipal Council --
                         they're the bodies of paupers --


                         That's what the law stipulates but
                         there are not enough of them,
                         Fettes -- there are not enough of
                         them --

               MacFarlane pulls aside the curtain.  He and Fettes pass
               through and the curtain falls into place behind them.  The

                                                       SLOW DISSOLVE


               CLOSE SHOT.  The little dog, Robbie, is lying on his master's
               grave.  He lies with his muzzle on his forepaws but his eyes
               are open and alert.  Out of the scene comes the plodding beat
               of a horse's hoofs and the rumbling of iron-shod wheels.  The
               dog lifts his head.

               The horse comes to a stop.  There is the creak of springs as
               someone alights.  The dog's hackles rise.  He growls.

               ANOTHER ANGLE.  The great black shadow of a man in a caped
               overcoat and top hat with a spade over his shoulder is thrown
               onto the wall of Greyfriar's Kirk by the street lamp.  The
               huge shadow looms high over the tiny dog.  Robbie rises
               valiantly to his feet, snarling.  As he does so, the actual
               figure of the man, as black and indistinct as his own shadow,
               comes past the camera, blacking out the little dog.  There is
               a deeper growl from Robbie.  The man swings his spade down. 
               As the spade drives home there is a little weak sound from
               the dog.

               ANOTHER ANGLE.  With his foot, Gray pushes the dead body of
               the little dog to one side, strikes the spade into the ground
               and starts to dig.

               INT. FETTES' ROOM -- NIGHT

               In a little attic room, Fettes is sleeping fitfully.  The
               room is flooded with moonlight which comes in through a
               skylight window.

               MED. CLOSE SHOT -- Fettes sleeping.  Far away can be heard
               the plodding hoofbeats and creaking wheels of Gray's cab. 
               There is a loud squeak as the cab takes the turn into the
               alleyway.  Fettes wakens.  He listens.  There is a sound of
               the hoofbeats, the wheels and then silence when the horse
               comes to a stop.  He sits up.  From downstairs comes a
               stealthy knocking at the door.  He gets up sleepily and
               starts to put on his worn bathrobe, crosses to the window and
               looks out.

               EXT. ALLEYWAY -- NIGHT

               HIGH ANGLE SHOT from Fettes' window.  Gray, his cab and the
               white horse present a weird and funereal spectacle.  Gray is
               fumbling with something inside the cab.

               INT. FETTES' ROOM -- NIGHT

               Fettes has turned from the window and starts toward the door. 
               He opens it and goes out.

               EXT. ALLEYWAY -- NIGHT

               Gray is pulling a long, canvas-colored object of considerable
               weight from the cab.  With a grunt he gets it up into his
               arms and starts across the sidewalk toward the postern door.

               INT. ANATOMY ROOM -- NIGHT

               It is dark except for a small oil lamp left burning as a
               nightlight.  This casts its dim rays over a small portion of
               the room near the entrance door.  Fettes comes through the
               door on the landing.  He peers over the bannisters and then
               somewhat slowly, as if not too easy at the prospect before
               him, he begins to descend the stairs.

               ANOTHER ANGLE.  Fettes crosses the anatomy room looking
               apprehensively into the darkness at either end.  At the door
               he pauses a moment, then passes through into the darkness of
               the entry and is lost to view.

               INT. ENTRYWAY -- NIGHT

               It is so dark that Fettes can barely be seen.  The clank of
               the chain as he throws it off and the snap of the bolt are
               loud and frightening in this small enclosed space.  He pulls
               the door open.  Before him silhouetted against the dim
               radiance of the cab lamps is Gray.  In his arms is a long,
               cloth-covered object.

               CLOSE SHOT -- Fettes as he opens the door wider to give Gray
               entrance.  Without a word, Gray carries the body past him
               into the anatomy room.  Fettes closes the door and follows

               INT. ANATOMY ROOM -- NIGHT

               Gray comes in and stands waiting for Fettes to come up to
               him.  Fettes comes out of the entry and takes a few steps
               toward Gray.

                         Here -- give me a hand -- this is

               Fettes helps him.  Gingerly he takes hold of the corpse and
               together they lay it down on a long marble-topped table in
               the center of the room, almost directly under the nightlight. 
               Gray heaves a sigh of relief to be relieved of the weight.

                                   GRAY (cont'd)
                         You'll find the specimen in good
                         condition.  He was bright and
                         cheerful as a thrush not a week
                         long gone.  A likely lad, I'm told.
                             (glances at Fettes)
                         You're the new assistant?

               Fettes nods.

                             (trying to remember his
                         I'm Donald Fettes.

                         I'm very pleased to know you,
                         Master Fettes.

                         Mr. Gray?

                         That's right.  Gray, the cabman. 
                         I've had a bit of dealing with
                         MacFarlane in the past, you know.

               Fettes nods.

                                   GRAY (cont'd)
                         And I've always gotten along with
                         his assistants -- providing they
                         understood my humble position.

               He puts one hand on Fettes' arm.  Fettes moves away from him.

                         Dr. MacFarlane said I should pay
                         you --

                         Of course -- it's the soul of the
                         business -- the pay --

               Fettes shifts uneasily, confused and seemingly uncertain of
               his next step.

                                   GRAY (cont'd)
                             (prompting him)
                         I have no doubt you have the key in
                         your pocket --

               Fettes reaches into his pocket and brings out a big iron key.

                                   GRAY (cont'd)
                         And there is the box.

               They start over toward it.  Fettes opens the box.

                                   GRAY (cont'd)
                         My fee is as usual -- ten pounds.

               Fettes counts out the money to him.  Gray flips the last coin
               into the air and catches it with a gamin gesture which is
               surprising in a man of such sinister appearance.  As Fettes
               still stands rather stupidly, Gray prompts him again.

                                   GRAY (cont'd)
                         And now, although it's none of my
                         business, I would make the proper
                         entry if I were you.  "One specimen
                         -- ten pounds -- received from --
                         let us say -- "MacDuff" -- a royal

               Fettes looks toward the desk.

                                   GRAY (cont'd)
                             (still prompting him)
                         It's the little cloth-covered book
                         in the drawer.

               Fettes brings it out.  Gray watches him while he writes.  The
               pen scratches and squeaks over the paper.  Then both turn and
               start toward the entry.

                         Good night, Mr. Gray.

               As the door Gray tips his hat elegantly to Fettes.

                         My respects, Master Fettes, and may
                         this be the first of many
                         profitable meetings.

               He leaves, disappearing in the darkness of the entryway.  A
               second later the door can be heard closing behind him. 
               Fettes stands for a long moment looking at the dark entry,
               then from behind him comes a chuckle of laughter.  He whirls

               ANOTHER ANGLE -- Fettes in the b.g. and above him on the
               landing, holding a candle, is Dr. MacFarlane in an elegant
               dressing gown.

                         Well, well, my boy.  Your first
                         meeting with the redoubtable Gray. 
                         You may count it as a milestone in
                         your medical career.

               MED. CLOSE SHOT -- Fettes as he looks from MacFarlane to the

                         My medical career -- 

                                                       FADE OUT

               FADE IN

               INT. ANATOMY SCHOOL -- DAY

               CLOSE SHOT -- skeleton.  It is facing the camera, its stance
               a parody of that prize fighter of the period; left well
               extended, right held high, both knees bent.  Over the shot
               comes a clamor of men's voices, cutting across which,
               suddenly, comes Fettes' voice.

                         All right, gentleman -- that will
                         do!  Settle down!

               The CAMERA PULLS BACK to show the interior of the school.  In
               the f.g. is the dais, at one side of which is the skeleton. 
               Fettes steps up onto the dais at the other side of the
               passing some dozen students, all young men in their early
               twenties.  Two students, Gilchrist and Richardson, are
               prominent.  Richardson is lean and sardonic.

                                   FETTES (cont'd)
                         Dr. MacFarlane has asked me to
                         review the points he has just
                         discussed with you.

               MED. CLOSE SHOT -- dais.  The skeleton is to one side in the
               f.g. facing the students, o.s.  Fettes has his back to it.

                                   FETTES (cont'd)
                         He started with the construction of
                         the ribs and the haemapophyses --

               He turns toward the skeleton, then reacts sharply as he
               notices its ludicrous stance.

                                   FETTES (cont'd)
                         I suppose this was your doing,

               He starts rearranging the skeleton's limbs.  Richardson
               grins.  It is at this moment that Joseph comes sidling up to
               the group.

                         Mr. Fettes --

               Fettes looks over at him.

                                   JOSEPH (cont'd)
                         A lady is asking for you.

                         What lady, Joseph?

               Joseph shrugs.  Fettes, seeing that he'll get no
               enlightenment from him, turns to the students.

                                   FETTES (cont'd)
                         If you gentleman will excuse me --

               He starts for the stairs.  There is a snicker of laughter. 
               Richardson leans over and with two deft movements brings the
               arms of the skeleton back into fighting position.


               Mrs. Marsh sits there.  Broad beams of sunlight flood in from
               the front windows.  She is speaking with Meg Cameron.  Meg is
               standing looking down at her.

                         Why do you come here?  The Doctor
                         said he wouldn't operate.

                                   MRS. MARSH
                         I've already told you I didn't come
                         to see Dr. MacFarlane.

                         Then whom do you wish to see in
                         MacFarlane's own house?

               It is at this moment that the door opens and Fettes comes in. 
               Meg takes one glance at him.

                                   MEG (cont'd)
                             (almost under her breath)
                         So it is in that direction that the
                         wind blows, eh?  It will get you

               With that she turns on her heel and goes off to a little door
               on the left.

                                   MRS. MARSH
                         Good morning, Mr. Fettes.

               Fettes bows formally.  It is obvious he is pleased, yet very
               puzzled to see her.  He comes down and takes her hand.

                         You asked to see me, ma'am?

                                   MRS. MARSH
                         I want you to help my little girl.

                         I'm only a student.

                                   MRS. MARSH
                         Georgina told me how kind you were
                         to her.  It gave me hope you might
                         intercede for us with Dr.

                         I don't know that I can do that,
                         Mrs. Marsh.

                                   MRS. MARSH
                         Did he tell you about Georgina?

               Fettes nods.

                                   MRS. MARSH (cont'd)
                         Then he must have told you that
                         this disease is progressive -- that
                         it will grow worse -- that soon she
                         will not be able to move at all.

               Fettes nods again.  Mrs. Marsh lays her hand on his arm and
               looks directly into his eyes.

                                   MRS. MARSH (cont'd)
                         And you won't ask him to help?

                         I didn't mean it that way.  I meant
                         only that I am not in a position to
                         ask favors.

                                   MRS. MARSH
                         Ask this one favor --

                             (very much moved)
                         Of course I will.

               Mrs. Marsh smiles at him.

                                   MRS. MARSH
                         Georgina was right.  You are a kind

               She extends her hand and Fettes takes it.

                         I'll do what I can.

               He walks with her to the door, lets her out, closes it behind
               her and then turns and starts back the way he came.

               INT. THE ANATOMY ROOM -- DAY

               MacFarlane is present and now in contrast to the disorder
               under Fettes the students are busy and absorbed.  They are
               working at their tasks.  MacFarlane, with two or three around
               him, is helping one of the students, Gilchrist.

                         In an adult this muscle can apply
                         more than one hundred seventy-five
                         pounds of pressure?  Double that
                         and you get the full strength of
                         the human jaw.
                         That, gentlemen, is to chew our
                         food and bite our enemies.

               The students laugh; that peculiar laugh common to students
               and soldiers when a superior makes a joke.  It is at this
               moment that Fettes starts down the stairs.  MacFarlane looks

                                   MACFARLANE (cont'd)
                         Here, Fettes, life can't be all
                         skittles and ladies --

               This sally provokes a low murmur of appreciative laughter
               from the students.  Fettes, discomfited, joins the group.

                                   MACFARLANE (cont'd)
                             (pulling a watch from his
                         It's time for our luncheon.  I've a
                         bit of beef to discuss and --
                             (bowing slightly)
                         I leave you all to whatever
                         arrangements you have made to serve
                         the inner man.

               FULL SHOT -- Fettes as he takes up a small bundle wrapped in
               a handkerchief and starts for the door.

               MED. SHOT -- MacFarlane as he starts for the stairs.  He
               passes a table where Richardson is bent over his work, which
               is out of scene.

                                   MACFARLANE (cont'd)
                         Well, I see you have that arm
                         you've been yearning for,

                         Yes, sir.  This fellow must have
                         been a great one at hurling the bar
                         -- beautiful biceps.  Burke and
                         Hare would never have got the best
                         of this fellow.

               MacFarlane's head jerks up and he looks directly at

                         What did you say?

                         I was making a joke, sir.

                             (passing on)
                         It's a poor subject for jest,
                         Richardson -- particularly for a
                         medical student.

               He turns abruptly away and starts toward the stairs.

                             (to Richardson)
                         What did you say to His Imperial

                         Nothing but a merry word about
                         Burke and Hare --

                         That's nothing for him to get upset
                         about.  They're dead and buried --

               Richardson shrugs.



               Fettes comes along the street toward the gateway.  Suddenly
               he stops and looks at a small crowd which has gathered around
               the gate, all talking very excitedly and peering in over each
               other's shoulders.  He stands and looks.

               MED. FULL SHOT -- the crowd at the gate.  The people draw
               back making way for Mrs. MacBride who comes out.

               MED. CLOSE SHOT -- Mrs. MacBride as she makes her way through
               the crowd.  She is crying and in her arms she carries the
               dead body of the little dog.

               ANOTHER ANGLE -- SHOOTING FROM behind Fettes.  Mrs. MacBride
               comes through the crowd and starts across the street toward

               CLOSE SHOT -- Mrs. MacBride and Fettes.  Fettes looks at her.

                                   MRS. MACBRIDE
                             (as she passes him)
                         They killed his wee doggie too --
                         little Robbie.
                             (passes on)

               CLOSE SHOT -- Fettes as he watches Mrs. MacBride.  From
               behind him comes the sound of the street singer's song.



               MacFarlane is seated on a high stool at a work table.  He has
               before him two large bones and is measuring these with a pair
               of dividers and marking down notations in a notebook.  While
               he works he whistles "The Blue Bells of Scotland."  There is
               a knock at the door.

                         Come in!

               He looks over his shoulder to see Fettes as he enters then
               turns back to his work.  Fettes comes up and stands beside
               him.  MacFarlane makes a notation in the notebook and then
               looks up.

                                   MACFARLANE (cont'd)
                         Well, Fettes -- where have you
                         been?  I didn't see you at the
                         afternoon session.

                         I don't think I can go on, sir.

                             (whirling around on the
                         What the devil do you mean?  You
                         have your lodgings, a certain
                         stipend -- I thought I had arranged
                         everything for you --

                         I saw the woman whose son's body
                         was delivered last night.

               MacFarlane nods.

                                   FETTES (cont'd)
                         That man took the body from
                         Greyfriar's.  I knew the woman. 
                         I knew the little dog on the grave. 
                         He killed the dog.

                         And that's why you don't want to be
                         a doctor, Fettes?

                         Not if I have to be party to things
                         like that, Dr. MacFarlane.

               MacFarlane studies him for a moment.  He then gets up from
               the stool and puts his hand on the boy's shoulder.

                         Fettes, I was an assistant once.  I
                         had to deal with men like Gray.  Do
                         you think I did it because I wanted
                         to?  Do you think I want to do it
                         now?  But I must and you must.

               Fettes shakes his head.  MacFarlane puts his other hand on
               Fettes' other shoulder.

                                   MACFARLANE (cont'd)
                         Ignorant men have dammed up the
                         stream of medical progress with
                         stupid and unjust laws.  If that
                         dam will not break, the other men
                         of medicine have to find other
                         courses.  You understand me,

               Fettes nods.

                         But this woman -- and her son --

                         I'm sorry for the woman, Fettes. 
                         But her son might be alive today
                         had more doctors been given the
                         opportunity to work on more human
                         specimens.  As for me, Fettes, I
                         let no man stop me when I know I'm
                         right -- when I know that I need
                         those lifeless subjects for my
                         student's enlightenment and for my
                         own knowledge.  And if you're a
                         real man and want to be a good
                         doctor, you'll see it as I see it.

               There is a long pause.  MacFarlane lets his hands drop to his

                                   MACFARLANE (cont'd)
                         Well, boy?

               Fettes nods.  MacFarlane claps him jovially on the back.

                                   MACFARLANE (cont'd)
                         You're a good lad, Fettes.
                             (looking at Fettes more
                         But you look a bit pale to me.  I'm
                         dining at Hobbs.  Come along with
                         me and have a bit of the joint and
                         a glass of ale.  It will put new
                         life in you.

               He takes the boy's arm and they start from the room.


               The pavement is glistening from a recent rain and there is a
               hint of fog in the air.  It is the dinner hour and the street
               is fairly well peopled.  On one corner by the light of a
               flaring torch a pamphleteer is selling his wares.  On the
               other corner the street singer stands chanting her ballad;
               the dolorous phrases reciting the tale of a dead knight
               deserted by his horse, his hound and his leman fair.

               MED. FULL SHOT -- the singer.  MacFarlane, with top hat, cape
               and carrying a cane swings briskly past her with Fettes, more
               soberly dressed, at his side.  They stride out of scene.


               MacFarlane with Fettes in tow comes breezing up.  With a
               lordly gesture he ushers Fettes before him into the public


               It is bright, warm and cheerful.  A huge fire is roaring in
               the fireplace and before it is a rack spit turned by a spit
               boy who sings as he turns.  (Song to be supplied.)  On the
               spit is a young porker with forelegs and hind legs stretched
               to elongate him before the fire.  The porker has just
               recently been put on the spit so that he gleams pale white in
               the warm glow of the fire.

               MED. FULL SHOT -- at the door.  Fettes, followed by
               MacFarlane comes in.  Fettes looks shyly around him while a
               man servant takes his hat.  MacFarlane boldly flings his hat
               and cape to the attendant and strides forward toward the
               fireplace.  He extends his hands and looks at the slowly
               turning porker.

                             (to Fettes)
                         We'll have a stiffener or two of
                         hot rum and by then we will be able
                         to meet this fellow on fairly equal
                         terms of warmth, eh Fettes?

               From behind them comes an insinuating voice.

                                   GRAY'S VOICE
                         A fine "specimen" isn't he, Toddy

               They both twist around quickly.

               REVERSE SHOT -- on the opposite side of the room where he has
               hidden from them by the high walls of the divan, a sort of
               inglenook built away from the fireplace, is Gray.  This is
               "common" section of the inn.  He sits with a loaf of coarse
               bread before him and a glass of stout at his elbow.  He is
               grinning.  Without rising, Gray beckons.

                         Come, Toddy -- come.  Sit down here
                         with me.

                         Don't call me that confounded name.

                             (still grinning)
                         Well, then, Doctor MacFarlane --
                         although I've known a time, Toddy,
                         when you liked the name.  Aye, and
                         many are dead now who called you by
                         it; rough and wild ones they were,
                         too.  But come Toddy, sit down here
                         with your young friend.

               Fettes looks in surprise from the doctor to the cabman,
               utterly confused at the familiarity of this man's address.

                         Mr. Fettes and I have professional
                         matters to discuss.

                         Medicine?  That'll keep.  Sit down.

               As MacFarlane hesitates, angry and most anxious to refuse,
               Gray lowers his tone to a sly confidential murmur.

                                   GRAY (cont'd)
                         You wouldn't want it said of you
                         that you refused a glass to an old

               MacFarlane shrugs.

                         We'll buy you a glass, Gray.

               He motions to Fettes to sit down.  Fettes takes a seat and
               MacFarlane sits down beside him.  As Fettes sits down beside
               him, Gray turns to him in a confidential manner.

                         I'm a pretty bad fellow myself, but
                         MacFarlane is the boy -- Toddy
                         MacFarlane --

               He chuckles, shaking his head as if in appreciation of the
               most sinister sort of villainy.  MacFarlane is angry.  Fettes
               is confused and unable to orient himself in this strange
               relationship between the great anatomist and the lowly
               cabman.  Gray turns to MacFarlane.

                                   GRAY (cont'd)
                         Come, Toddy, order for your friend.

               MacFarlane lifts his hand to beckon to the waiter.

                                   GRAY (CONT'D)
                         No, on second thought, let me
                             (as the waiter comes up)
                         We'll have a bowl of hot punch and
                         a cut off the loin from that fine

               The waiter looks at Gray dubiously, unused to such a
               sumptuous order from so humble a customer.

                                   GRAY (cont'd)
                             (catching the look)
                         You needn't worry, waiter, I'm with
                         my friend -- the great Dr.
                         MacFarlane -- he wants to sit here
                         with the commonality.

               The waiter nods, looks from MacFarlane's tense and angry face
               to Gray's grinning countenance, turns and makes off to the
               kitchen.  For a moment the three men sit silently, MacFarlane
               encircled in the iron ring of his anger;
               Fettes tongue-tied and abashed and Gray gloating over the
               doctor's discomfiture.  Finally Gray breaks the silence.

                                   GRAY (cont'd)
                             (to MacFarlane)
                         Well, you were going to talk of
                         medical matters.  Don't let my
                         humble presence stop you.  Speak
                         up, Toddy.

               MacFarlane, goaded beyond the point of endurance, pounds his
               fist on the table.

                         I will not have you use that name
                         to me.

                         You will not have it?

               The two men glare at each other, then very slowly MacFarlane
               averts his gaze.  Fettes looks from one to the other and then
               trying to cover the defeat of his teacher, begins to speak.

                         Dr. MacFarlane -- you remember the
                         lady who came to see you yesterday --
                         the lady with the little girl?

                         I remember her.

                         She came again today.  She wanted
                         me to ask you if you would not
                         break your rule and operate.  She
                         feels you are her only hope.

                         So she told me.  I'm a teacher --
                         not a practitioner.

               MacFarlane shrugs as if this aspect of the conversation were
               closed.  Gray looks over at him quizzically.

                         You're a teacher, eh?  Maybe you're
                         afraid to be a doctor, Toddy.

                         Afraid of what?

                         Afraid you are not as good a doctor
                         perhaps as you make out to be.

                         I am the best man for the job.

                         Why don't you do it then?

               He pauses and looks slyly at MacFarlane.

                                   GRAY (cont'd)
                         I'd like you to do the operation,

                         You?  Why?  Since when have you
                         become the protector of little

                         I'm not concerned about the child,
                         Toddy.  It's you I'm thinking of,
                         I'd like to see you prove that a
                         lot of things I know haven't hurt
                         Toddy MacFarlane any.

                         I'll not do it, Gray.

                         Oh, yes, you will.  You'll do it to
                         oblige Fettes and myself.


                         Maybe there's some private reason
                         between you and me which will make
                         you -- some long lost friend of
                             (dropping his voice)
                         Say that you'll do it for me and my
                         friend, Mr. Fettes, here.

               The two men exchange glances for a moment.

                             (trying to cover up)
                         It might be an interesting case.

                         That's a good boy, Toddy.

               NOTE:  The following line to be shot as protection for the
               content of this scene.

                         You only want me to do it because I
                         don't want to.  That's it, isn't
                         it, Gray?

               MacFarlane glares at him with hatred.  Gray grins and turns
               to Fettes.

                         Toddy hates me.

                         Don't call me that confounded name,
                         I tell you.

                         Hear him?  Did you ever see the
                         lads play knife?

               He picks up the table knife and puts it across his knuckles,
               then with a sweep of his fist, tosses it into the loaf of

                                   GRAY (cont'd)
                         He would like to do that all over
                         my body.

                             (trying to make a joke)
                         We medicals have a better way than
                         that.  When we dislike a friend we
                         dissect him.

               MacFarlane looks up sharply.  Gray glances at him and smiles.

                         You'll never get rid of me that
                         way, Toddy.  You and I have two
                         bodies -- aye, very different sorts
                         of bodies -- but we're closer than
                         if we were in the same skin -- for
                         I saved that skin of yours once and
                         you'll not forget it.

               The waiter comes, bearing a steaming bowl of punch.  He
               ladles out a glassful and puts it before MacFarlane. 
               MacFarlane drinks thirstily, glad of this excuse to avoid
               Gray's penetrating glance.

                                                       FADE OUT

               FADE IN

               EXT. THE RAMPARTS -- DAY

               The ramparts of the castle of Edinburgh are about thirty feet
               wide and overgrown with the grass of centuries.  This forms a
               narrow lawn between two crenellated stone walls.  From these
               battlements only a distant horizon line, a few spires and
               fleecy clouds above the town can be seen.

               LONG SHOT -- a small group of children.  The CAMERA PANS WITH
               these children as they run, laughing and shouting, across the
               lawn of the ramparts.  When they run past the little
               wheelchair in which Georgina is seated, the CAMERA HOLDS ON
               Georgina.  She turns her head to watch the children run off. 
               Then she turns and looks the other way to where her mother
               and Fettes are standing by the ramparts, deep in
               conversation.  The CAMERA PANS WITH her gaze.  They are out
               of earshot of the child talking in low, confidential tones.

                                   MRS. MARSH
                         You have his promise, then?


               Mrs. Marsh looks over at Georgina, then back to Fettes. 
               Fettes turns and looks over at Georgina.

                                   FETTES (cont'd)
                         There will be great pain connected
                         with it, ma'am.  During the
                         operation and afterward -- great
                         pain and shock --

                                   MRS. MARSH
                             (almost breathing the
                         -- pain -- and shock.  She's brave
                         enough, but I don't know about
                         myself.  Now that it seems so
                         close, I wonder if I dare trust my
                         child into any but God's hands. 
                         Maybe He knows best.

                         Ma'am, is you'll allow me, I'd like
                         to give you cause for courage --
                         Dr. MacFarlane is a great man -- I
                         think he's the greatest man in
                         medicine.  God would not have given
                         him such gifts if they were not
                         meant for Georgina's cure.

               Mrs. Marsh looks at him gratefully.

                                   MRS. MARSH
                         Thank you, Mr. Fettes.

               MED. CLOSE SHOT -- Georgina.  Seated in her little wheel
               chair, she is cuddling a porcelain-faced doll of the period. 
               Suddenly she hears something in the street far below.  It is
               the clop-clop of horse's hoofs and the ringing of wheels on
               the cobble stones.  She looks up and tries to raise herself
               in her wheel chair to see over the parapet.  She is unable to
               do so.  She calls out to her mother.

                         Mommie!  Mommie!

               MED. FULL SHOT -- Georgina in the f.g.  Fettes and Mrs. Marsh
               turn to go toward her.

                                   GEORGINA (cont'd)
                         Push me to the wall, Mommie.  I
                         think I hear him.

               Fettes takes a few long steps and comes up to the wheel

                         Hear him?

                         The white horse.  The horse that is
                         going to greet me when he sees me.

                             (as he starts to wheel the
                              chair toward the parapet)
                         An old acquaintance, eh?

               Georgina nods.  He gets her as far as the wall and she looks
               over.  She peers down, then turns back with a look of
               disappointment on her face.

               DOWN SHOT -- from the Ramparts.  On the street below a
               carriage is passing drawn by a brown horse.

               MED. CLOSE SHOT -- Georgina and Fettes.

                         It was a brown horse.

               Mrs. Marsh comes up.

                                   MRS. MARSH
                         A cabby told her his horse would
                         say "hello" to her the next time he
                         saw her.  Georgina has been looking
                         everywhere for that horse.

               Fettes looks at the child, smiling, then leans down so as to
               bring himself on a level with her.

                         Why do you want the white horse to
                         bid you "good-day"?

                         He was a nice horse.

                         Maybe there's another reason. 
                         Maybe you haven't friends enough. 
                         Could that be it, Georgina?

               Georgina looks at him, thinks a moment, then nods her head.

                         Of course -- I don't have friends. 
                         That's because I can't walk.  I try
                         to make myself used to it.

                         One shouldn't get used to the wrong
                         things, Georgina.  You want to walk
                         and run and play.

                                   MRS. MARSH
                             (not knowing the direction
                              or purpose of Fettes'
                              conversation; breaks in)
                         Really, Mr. Fettes -- I thought you
                         at least would know how much
                         Georgina wants that.

               Fettes nods.

                         Aye, but I still wonder how much.

                             (with dreadful sincerity)
                         I want it --

                         But you'll have to stand great
                         pain, Georgina.  Greater pain than
                         you ever dreamed of in the worst
                         time of your sickness.  Do you want
                         it that much?

               Georgina nods.

                                   FETTES (cont'd)
                         Then, Dr. MacFarlane will make you

               He smiles at her and although this direct conversation about
               her illness has brought tears to her eyes, Georgina smiles
               back at him and Mrs. Marsh, looking down at them, smiles too. 
               In her eyes also are tears.

                                                       WIPE DISSOLVE


               MacFarlane is seated in a wing chair before the fire. 
               Although it is near noon, he still wears dressing gown and
               slippers.  His hair is rumpled and his eyes bloodshot.  He
               has a glass in his left hand and holds a poker in his right. 
               With the poker he tries to push a big piece of cannel coal
               into the flames.  It eludes the point of the poker and rolls
               back against the hobb.  Again he pushes it forward.  Again it
               rolls back.  Suddenly, and with almost maniacal rage, he
               lifts up the poker and brings it crashing down on the coal. 
               The soft coal splinters into a hundred pieces.  Suddenly,
               from behind him comes a woman's soft and teasing laughter. 
               He turns.  Meg Cameron stands in the doorway behind him.  She
               comes quickly across the room to him.

                             (as she walks)
                         Gray's head -- is that it, Teddy? 
                         Is that what broke just now under
                         the poker.  Broken it -- and have
                         done with him forever.

               By the time and she has finished her speech, Meg has reached
               him and before he has had a chance to even react to her
               teasing, mocking tones, she has flung herself down on her
               knees beside his chair, thrown her arms about his neck and
               kissed him passionately.

                                   MEG (cont'd)
                         My poor lad -- my poor, poor lad
                         that can never be free of him.

                         You're daft.  What's Gray to me. 
                         He's only a man from whom I buy
                         what I need when I need it -- the
                         rest is forgotten.

                         You may deny the devil, Toddy, but
                         you'll not rid yourself of him by
                         saying the devil is dead.

                         Nonsense.  You're a fey creature
                         with mad ideas.  But you have a
                         wildness that holds me to you,

                             (quite sure of her ground)
                         No great lady will ever take my

               MacFarlane shakes his head.  He kisses her.  She clings to
               him.  It is at this moment that there is a knocking at the
               door.  Meg rises quickly and adjusts her clothing. 
               MacFarlane tries to seem more at ease.

                         Come in.

               Fettes comes in.

                                   MACFARLANE (cont'd)
                         I didn't expect to see you on
                         Sunday, Fettes.  What do you want,
                         some powders for your aching head? 
                         That was a furious lot we drank
                         last night -- and in bad company.

                         It was about last night I wanted to
                         talk to you -- about the operation
                         on the little Marsh girl.

                         You're a man of the world, Fettes,
                         you wouldn't hold me to promise
                         given in drink.

                         But I -- well, you see, sir, I met
                         Mrs. Marsh and told her.

                             (beginning to lose
                         Really, Fettes, you irk me with
                         your lack of understanding.

                         But you did promise.

                         Look here, Fettes.  Not I nor
                         anyone else knows enough about the
                         spinal column and its intricacies
                         to insure success in such an
                         operation.  I would have to study
                         the matter.  Have we any

                         Wilmont used up the last spinal

                         You see, it is completely out of
                         the question.

                             (very disappointed)
                         Yes, I suppose so.

                         Now you run off and see that pretty
                         Mrs. Marsh and explain to her.

               Fettes, dejected and disappointed, nods and slowly leaves the
               room.  MacFarlane watches him go.

               INT. ANATOMY ROOM -- DAY

               CLOSE SHOT -- Joseph at the desk.  He has the account book
               open before him and with index finger moving from letter to
               letter, he is laboriously but silently spelling out the
               words.  Suddenly, he hears footsteps behind him on the stairs
               and quickly slams the book and begins dusting the desk.

               FULL SHOT -- The anatomy room from Joseph's ANGLE.  Fettes is
               coming down the stairs and crosses toward him.

                         Joseph --

               Joseph looks up.

                                   FETTES (cont'd)
                         Would you know a spinal column if
                         you saw one?

               Joseph nods and grins.

                                   FETTES (cont'd)
                         Do we have one?

               Joseph shakes his head.  Fettes shrugs.  He stands thinking
               for a moment, then speaks to Joseph again.

                                   FETTES (cont'd)
                         Joseph --

               Joseph looks up again.

                                   FETTES (cont'd)
                         -- do you happen to know where
                         Gray, the cabman, lives?

               Joseph nods.

                                   FETTES (cont'd)
                         Well, tell me.

               Joseph leans meditatively on the desk.

                                   FETTES (cont'd)
                         What do you want me to do, bribe
                         you?  I'm cursed if I do.  Tell me
                         straight out.  Where does he live?

                         I'd gladly run with a message, sir,
                         for a florin.  It's not much,
                         considering it's Sunday.

                         I only want his address.

                         He lives in the Westport --

               Fettes nods.

                                   JOSEPH (cont'd)
                             (in a last desperate
                         I'd gladly go.

               But Fettes has already passed into the entry way.

                                                       DISSOLVE OUT

               EXT. DARK ALLEYWAY -- NIGHT

               It is a crooked, narrow alley.  The only light comes from the
               ends.  Fettes can begin to hear the ballad of the street
               singer from the street toward which he is going.  He pauses a
               moment, listens, then walks forward into the darkness; the
               song almost seeming to guide him through the dark alley.

               He comes to the darkest portion of the alley.  A sound from
               the left attracts his attention.  He comes to an abrupt halt
               as something white and mysterious moves on a window sill at
               his eye level.  He takes a half step backward as a white cat
               leaps down and scurries noiselessly across his path.  Fettes
               grins at his own fright and goes on.  He passes through the
               darkness and comes out into the dim light of the other
               street.  He comes to the street corner and on the corner
               stands the street singer.  She is singing her little song and
               jingling a few coins in her begging bowl to attract the
               attention of the few people passing by in this dismal street. 
               Fettes goes up to her.  She stops singing.

                         Do you know where Mr. Gray lives --
                         Gray, the cabman?

               The girl shakes her head.

                                   FETTES (cont'd)
                         Well, thanks anyhow.

               He takes a coin from his pocket and drops it into her bowl. 
               He goes off and the CAMERA MOVES IN to a BIG CLOSEUP of the
               girl as she resumes her song.

               LONG SHOT -- Fettes as he walks.  This alley, like the other
               grows darker toward the center.  There is an arch leading to
               a court.  Fettes turns left under this arch.


               It is a tiny, narrow squalid building.  He looks at it, sees
               the name, "John Gray -- Cabman" written on a board across the
               door, goes up to it and knocks.  As there is no answer, he
               pushes the door open and steps into almost Stygian darkness.

               INT. GRAY'S STABLE -- NIGHT

               Fettes gropes his way along the wall toward the stairs. 
               Suddenly from the darkness looms a tremendous white figure. 
               It is the cabman's horse.  His first momentary fright over,
               Fettes pats the horse's nose, passes on to the stairs, climbs
               the brief flight of steps leading to a door from under which
               comes a ray of light.  Again he knocks.  A voice shouts out
               to him.

                                   GRAY'S VOICE
                         Come in -- come in.

               Fettes thrusts open the door and looks around to see the room
               in which he finds himself.  It is a large loft-like room,
               furnished with odds and ends of poor furniture.  The best
               pieces in the room are two dilapidated easy chairs that have
               obviously seen better days.  On one wall some spare harness
               is hung.  A great battered wardrobe contains Gray's clothes. 
               The floor is covered with two worn Turkey carpets.  There is
               a bed on which the bedclothes are untidily tumbled.  There is
               a washstand and pitcher.  Quite evidently Gray uses this
               chamber as a combined living, dining and bedroom as well as a
               kitchen.  This last is the purpose to which it is being put
               as Fettes enters.  Gray, in shirt sleeves, is crouched over
               the embers of the fire in the hearth, stirring some sausages
               in a frying pan.  The kettle steams busily on the hob.  On a
               small table near the fire is a loaf of bread, a jug of ale, a
               wooden trencher, a clasp knife and a fork.  As Fettes enters,
               Gray rises and goes to meet him with the frying pan still in
               his left hand.

                         So it's the young doctor come to
                         see me.  I'm honored -- honored --

               There is a curious, almost triumphant undertone in his voice.

                                   GRAY (cont'd)
                         Here, take this.  It is the most
                         comfortable chair.

               He guides Fettes to a chair and Fettes, without removing his
               coat, sits down.

               With quick servile civility he crosses to the taboret, gets a
               glass and bottle and brings it back with him.  He pours a
               glass for Fettes.

               Fettes takes a swallow.

                                   GRAY (cont'd)
                         And to what do I owe this honor of
                         this visit?  Some business, was it,
                         of Dr. MacFarlane's?

                         Dr. MacFarlane didn't send me.  I
                         came of my own accord.

               He breaks off, taking another swig from his glass.

                                   FETTES (cont'd)
                         What are the chances of your being
                         able to get us a "subject"?

                             (shaking his head)
                         It would be difficult -- very
                         difficult.  There was a dog that
                         bothered me during the last job --
                         people seem so concerned about dogs
                         -- all in all it raised the very
                         mother and father of a row.  I'm
                         told the kirkyards are to be
                         But I would not like to say that it
                         would be impossible to get a

               A look of relief comes over Fettes' face.  He picks up his
               glass and drinks again.

                             (leaning forward)
                         But how soon, man?  Dr. MacFarlane
                         is engaged in some very urgent
                         research at present.  He can't wait
                         very long.

               Again Gray smiles.

                         I fear he may have to.

                         But can't you give me any idea?

                         How could I?  I will do my best. 
                         After all, you see, I am
                         financially interested.

               The CAMERA PULLS BACK to a WIDER ANGLE as Fettes gets to his
               feet abruptly.  Where comes very faintly over the shot from
               somewhere outside, the voice of the street singer, singing
               the same melody.

                                   GRAY (cont'd)
                         You may tell Toddy that I will do
                         what I can, when I can -- as he
                         knows I will.
                         But he must wait and see as the
                         children do.

                         If that's your answer -- it'll have
                         to do.

               Fettes turns abruptly away and goes quickly out of scene
               toward the door.  Gray sits for a moment, reflecting, then
               gets to his feet.  The CAMERA PANS WITH him as he goes to the
               door and out.

               EXT. STREET -- NIGHT

               MED. FULL SHOT -- at the far side of the street, Fettes can
               be seen striding.  At the nearer side, approaching slowly, is
               the street singer.

               INT. GRAY'S STABLE -- NIGHT

               CLOSE SHOT -- Gray.  His head is turned in the direction of
               the voice.  His hand comes up to his chin as he rubs at it
               reflectively, obviously seized by an idea.  He makes up his
               mind and turns into the stable.

               MED. SHOT.  It is dark.  In the f.g. is the white horse.  It
               turns as Gray comes into scene and nuzzles him affectionately
               as he pats it.

                         Ah, Friend!  There's bad news for
                         you, boy -- bad news -- 

               He pulls out a lump of sugar and gives it to the horse.

                                   GRAY (cont'd)
                         We have to go out again, Friend.

               He turns away into the darkness, but is back in a moment
               bearing the horse's collar.  As he slips the collar over the
               animal's head --


               EXT. STREET -- NIGHT

               It is a long deserted street.  At the near end a lantern on a
               house wall casts a sphere of dim radiance.  The CAMERA is
               FOCUSED DOWN the street which ends in Stygian darkness.  From
               behind the camera comes the street singer, walking slowly,
               singing and rattling her begging bowl.  She walks on.  Just
               before her figure is lost in the darkness, from behind the
               camera can be heard the clop-clop of hoofs, the creak of
               carriage springs, and the rolling wheels of Gray's cab.  As
               the singer disappears completely into the darkness, the cab
               goes past the camera.  It, too, disappears into the darkness. 
               The CAMERA HOLDS.  The sound of the carriage ceases.  A
               moment later, the song of the street singer comes to an
               abrupt, choked end.

                                                   LONG DISSOLVE OUT

               DISSOLVE IN

               INT. FETTES BEDROOM -- NIGHT

               At a small table, seated on a high stool, is Fettes.  A
               little lamp burns dimly at his elbow and by its light he is
               studying.  He turns the pages, checks some point in his
               reading with an anatomical chart spread over the table and
               with his pencil still poised over the anatomical chart, he
               pauses, listening.  From some distance away comes the sound
               of a horse's hoofs and the banging of wheels.  Fettes rises
               and crosses to the window.  He draws the curtains aside and
               pushes open the casement.  With the window open and sound of
               the horse's hoofs is louder.  He looks down.

               EXT. ALLEYWAY -- NIGHT

               SHOOTING DOWNWARD as if from Fettes' viewpoint.  Gray's cab
               pulled by the white horse comes into the scene and stops.

               INT. FETTES BEDROOM -- NIGHT

               Fettes turns away from the window and starts for the door.

               EXT. ALLEYWAY -- NIGHT

               Gray gets off the cab.

               INT. ANATOMY ROOM -- NIGHT

               Fettes passing through.

               INT. THE ENTRY WAY -- NIGHT

               Fettes opens the door, admitting Gray.  He comes in carrying
               the usual canvas-colored body, but this burden is lighter
               than the last.  Without any difficulty he takes it into the
               adjoining room.

               INT. ANATOMY ROOM -- NIGHT

               Gray lays his burden down upon the table.

                         There, Master Fettes.  Sooner than
                         we had expected.  A stoke of luck
                         one might say.


               He is still almost half asleep as he starts over toward the
               desk pulling the key from his pocket as he goes.  As he does
               so, his eyes light on the face of the corpse, revealed on his
               side by the drooping canvas.  He is startled; takes two steps
               nearer and looks again.

                                   FETTES (cont'd)
                         That's the street singer.

               Gray says nothing; merely looks at him calmly.

                                   FETTES (cont'd)
                             (very much excited)
                         I know her, I tell you!  She was
                         alive and hearty only this evening. 
                         It's impossible she can be dead.

               He pauses.  Then in a lower voice.

                                   FETTES (cont'd)
                         You could not have gotten this body

               Gray looks at him with a cold, hard look.

                         You are entirely mistaken.

               The two men stand facing each other.  There is even a hint of
               physical violence in Gray's stooped crouch.

                                   GRAY (cont'd)
                         You had better give me my money and
                         make the proper entry.

               He stares Fettes down and the boy crosses over to the desk
               and hurriedly gets out the money.  He crosses over and gives
               it to Gray.  Gray looks at it and then at the boy.

                                   GRAY (cont'd)
                         Good night, Dr. Fettes.

               He tips his hat and is quickly gone.  Fettes goes back to the
               body and looks down at the dead face of the girl.  He

                                                       FADE OUT.

               FADE IN

               INT. ANATOMY ROOM -- DAY

               CLOSE FULL SHOT -- the stairway.  The door at the top of the
               stairs opens and MacFarlane comes through with an early
               morning shine upon his countenance; his hair sleek from
               brushing.  He is adjusting his tie and is whistling a
               Scottish tune as he descends the stairs.  He suddenly breaks
               off as he sees someone below him on the floor level of the
               anatomy room.

                         Well, well, good morning to you,
                         young Master Fettes.

               REVERSE SHOT.  Fettes is completely dressed, but his haggard
               face and rumpled hair give evidence of a sleepless night.

                         Dr. MacFarlane, have you ever seen
                         a street singer who sang "The Twa

               They start toward the table where the body lies.  The CAMERA
               BEGINS TO TRUCK WITH them.

                         Every street singer with a cracked
                         voice gives tongue to that one.

                         This girl was beautiful -- a wild
                         lassie from the Highlands.

               MacFarlane shrugs.

                         Beautiful, you say? It's a wonder I
                         have not remarked her.

               They have reached the table and both me look down.

                                   MACFARLANE (cont'd)
                         Oh, this girl.

               He whistles a bar or two of her song.

               INT. RECESS NEAR BRINE VAT -- DAY

               Joseph, comfortably seated on a three-legged stool near the
               brine vat and contentedly sucking at an old clay pipe, hears
               the doctor's whistled tune.  He leans forward without rising,
               parts the curtain to look out. 

                                   FETTES' VOICE
                         She was murdered.

               Joseph softly rises from his stool, taking care to let the
               legs of this seat go back quietly onto the floor.  He puts
               himself into an attitude of intense listening.

               INT. ANATOMY ROOM -- DAY

               MED. CLOSE SHOT on MacFarlane and Fettes.

                         I went to see Gray last night.  I
                         asked him to bring us a specimen. 
                         On my way I saw this girl.  I gave
                         her alms money.  She was alive and

               He points to her temple.  MacFarlane looks down.

                         Well --

                         Gray killed her.

                         We can't be sure of that.

                         I am sure.  I mean to report it. 
                         It's like Burke and Hare all over

               MacFarlane studies him for a long moment.

                             (very quietly)
                         I wouldn't do that, Fettes.  I
                         wouldn't report it.

                         Grave robbing is one thing -- this
                         is murder.

               CLOSE SHOT -- Joseph at the curtain.  He is turning away.  He
               has heard enough, and the calculating look in his eyes has
               been replaced by one of triumphant decision.

               MED. SHOT -- Fettes and MacFarlane.

                         I don't know that -- neither do
                         you.  This subject may have been an
                         epileptic -- thrown a fit -- fallen
                         out of bed -- cracked her skull and
                         killed herself -- there is
                         everything explained -- the bruise
                         on her head --

                         I can't believe that.

                         Believe it or not.  It's best for
                         you to pretend that you do.  After
                         all, it was you who ordered this
                         specimen, received it here, and
                         paid for it.  That makes you a
                         party to murder.

               Fettes looks at MacFarlane.  The truth of what the doctor has
               said is borne in upon him.  He is confused and bewildered.

                         But, I didn't ask him to kill.

                         Who would believe that?  And you
                         know, someone else might recognize
                         her.  She was as well known as the
                         Castle Rock.

               MacFarlane looks over at him.

                                   MACFARLANE (cont'd)
                         I should advise complete

               MacFarlane starts to pull back the canvas from the body.

                                   MACFARLANE (cont'd)
                         I'll help you, of course.

               Fettes hesitates.  MacFarlane throws back the canvas sheet.

               MED. CLOSE TWO SHOT -- Fettes and MacFarlane.

                                   MACFARLANE (cont'd)
                         I want the whole centrum myself for
                         spinal work -- you know why --

               Fettes understands, smiles and moves forward to help the
               doctor lift the body.

                                                       FADE OUT

               FADE IN


               It is a bright afternoon and there is no fire on the hearth. 
               Mrs. Marsh is seated on the sofa and Meg sits beside her.  A
               tea service on a small table is between them.  Georgina's
               empty wheel-chair is in evidence.

                             (pushing a cup of tea
                              toward Mrs. Marsh)
                         Have a drop -- it'll help.

               Mrs. Marsh shakes her head.  Between her hands is a
               handkerchief which she is twisting nervously.

                                   MRS. MARSH
                         I couldn't swallow it.

               She makes a nervous desperate gesture with her handkerchief;
               glances wildly at the clock.

                                   MRS. MARSH (cont'd)
                         How long has it been?

               Meg Cameron also glances at the clock.

                         Only twenty minutes.

                                   MRS. MARSH
                             (desperately echoing)
                         Only twenty minutes.

               INT. ANATOMY ROOM -- DAY

               LONG SHOT.  The room no longer has its ordinary arrangements. 
               The tables and benches have been pulled up around the central
               marble-topped table for use as an impromptu grandstands. 
               Students are standing on the tables and benches, peering down
               in tense and silent excitement at something on the table. 
               There is the sound of a child's groan; a gasp of pain.

               CLOSE FULL SHOT -- the circle around the table.  Georgina
               partially covered by a sheet, lies on the slab.  MacFarlane
               in shirt sleeves and apron bends over her. Richardson and
               some other students are close around him.  Fettes crouches at
               the head of the table; his face near that of the child.  This
               is a very low camera setup which hides the actual business of
               the operation from the audience, but which allows them to see
               the reactions to it on the faces of the students.

                         Here is where you must watch
                         closely, gentleman -- closely -- it
                         is the very heart of the matter --

                         Wait, Doctor -- wait!  The child's

               The two big students who are holding the tiny thin arms of
               the girl to hold her down look questioningly at MacFarlane.

                         Give her some brandy if you want.

               Fettes shakes his head.

                         She's unconscious.


                         Slow -- but not too alarming.

                         Let us proceed.

               He bends to his work again.

                                   MACFARLANE (cont'd)
                             (commenting as he goes)
                         -- and the final step -- we push
                         the ganglia to one side -- then we
                         make the actual osseous incision
                         here -- so -- it is done -- the
                         repair is effected and nothing left
                         to do but replace the tissue and
                         let nature heal what is no longer a
                         defect -- merely a wound --

                             (softly; but with feeling)

                             (to Fettes)
                         I'll be finished with her in an
                         instant.  Then you can consider her
                         your patient, Fettes.

               Fettes looks his gratitude.

                                                       FADE OUT

               FADE IN

               INT. ANATOMY ROOM -- DAY

               It is late afternoon and only MacFarlane is there working at
               his desk.  Suddenly Joseph comes in from the entry on tiptoe. 
               He gets up to within a few feet of MacFarlane before
               announcing himself.

                         Doctor --

               MacFarlane wheels around.

                         What the devil is the matter with
                         you -- forever creeping about. 
                         What do you want?

                         Mr. Gray --

                         I don't wish to see Mr. Gray.

               Behind him Gray, grinning, comes out from the darkness of the
               entry way and stands listening.  The doctor is unaware of his
               presence.  He turns back to his work.

                                   MACFARLANE (cont'd)
                         You tell him that there will be no
                         more business between us.

               Gray grins even more broadly, then he clears his throat with
               a rumbling couch.  MacFarlane turns around.

                                   MACFARLANE (cont'd)
                         Oh -- well, Joseph, it seems I will
                         have the pleasure of speaking to
                         Mr. Gray myself.  You can go.

               Both men wait for Joseph to go into the alcove.

                         Now that wasn't a friendly thing I
                         heard, Toddy.  Not at all friendly.

                         That has nothing to do with it. 
                         We've decided to do more lecturing
                         and less dissection -- it's better
                         for the students -- that's all
                         there is to it.

                             (starting to leave)
                         You know what you want and don't
                         want -- so that's an end of
                         business between us -- but we'll
                         still be friends, Toddy.  I'll be
                         dropping by to see you and Meg once
                         in a while -- for auld lang syne,
                         you know.

                         I suppose we can't prevent that,
                         Gray --
                         -- for auld lang syne.

               Gray turns very humbly and goes to the door, then he turns
               again and he is laughing.

                         And do you think you're getting rid
                         of me, Toddy?

               MacFarlane, who has turned back to his desk, whirls about,
               but Gray has already disappeared into the darkness of the
               entry way and from thence comes his loud crowing laughter. 
               The doctor's face clouds in anger.  He turns back to his
               desk.  The street door can be heard closing.

               EXT. MACFARLANE'S CLOSE -- DAY

               Gray, still laughing, comes out on the sidewalk to find
               Joseph waiting for him.  Chuckling to himself,  Gray starts
               to cross to his cab.  Joseph stops him.

                         I would like to speak to you.

               Gray looks at him.

                         I presume you shall.  This won't be
                         my last visit here.

                         I want to speak to you alone.  I
                         saw something.  I heard.

                         What did you hear?

                         I know --

               He looks off and sees Fettes coming down the alley.  Fettes
               is whistling to himself.

                                   JOSEPH (cont'd)
                         Maybe some other time --

                             (beginning to laugh again)
                         Oh, you'll have ample opportunity --
                         ample --
                             (to Fettes)
                         Good morning, Dr. Fettes.

                         Good morning.

               INT. ANATOMY ROOM -- DAY

               The doctor turns as Fettes comes in.

                         I just saw Gray.  What was he
                         laughing at?

                         He has his own idea of a joke. 
                         Perhaps his horse tickled him in
                         the ribs.

                         I've just been to see Mrs. Marsh. 
                         Georgina is doing splendidly.  The
                         incision has healed -- clean and
                         fine -- but she doesn't seem to
                         have any desire to walk.

                         When she's ready you bring her to
                         me -- I'll show her how.

                         Dr. MacFarlane, I wonder if you
                         know what happiness you've brought
                         those people.

                         That's only our duty, Fettes --
                         that's the end at which we aim with
                         all this nasty business.

               He makes a gesture to include the anatomy room.

                             (very sincerely)
                         I suppose one must pass through
                         this purgatory to the heaven of
                         being a good doctor.

                             (turning to his desk)
                         That's the way of it, Fettes.  You
                         bring the lassie to me.

                                                       FADE OUT

               FADE IN

               INT. DR. MACFARLANE'S STUDY -- DAY

               The doctor, Fettes, Mrs. Marsh and Georgina are all together. 
               Georgina is seated in her little wheelchair.  The doctor
               stands before her, looming above her, glowering with ill
               concealed rage.  Fettes kneels at the side of the wheelchair,
               while Mrs. Marsh sits nervously perched on the sofa.

                         Don't you want to find the white
                         horse, Georgina?  You can't find
                         him from a wheelchair.  You have to
                         walk and run to find him.

                         I can't.

                         You can't -- can't!
                             (to Fettes)
                         Stop trying to bribe her with
                         childishness about white horses. 
                         Let the child stand and walk -- her
                         spine's all right.  I know it's all

                         But she must want to stand.  She
                         must want to walk.

                             (still in a towering rage)
                         Confound me, the child's a cripple,
                         of course she wants to walk.
                             (to Georgina)
                         Child, I say to you get up out of
                         that chair and walk.

               Georgina bursts into tears.  MacFarlane makes a disgusted

                                   MACFARLANE (cont'd)
                             (trying to control
                         I ask you, child, to do a simple
                         thing -- raise yourself with your
                         hands to a standing posture -- then
                         step out with your left foot -- try

               Georgina shakes her head.

                                   MACFARLANE (cont'd)
                         I say, try it!  Lift yourself up

               Georgina lifts herself up by her hands to a semistanding

                                   MACFARLANE (cont'd)
                         Good.  Now step out.

               The child stands still.

                                   MACFARLANE (cont'd)
                         Step out!

                         I can't!  I can't!  My legs won't

                             (almost screaming)

               Mrs. Marsh rises from the sofa and comes to join them.

                                   MRS. MARSH
                         I'm sorry, Doctor.  Georgina's a
                         good child -- a brave child -- you
                         saw how she was during the
                         operation -- but if she can't move,
                         she can't move.

                         But she must be able to move. 
                         Everything is in place.

                                   MRS. MARSH
                             (shaking her head)
                         She would if she could.

                         Then all my surgery is no good. 
                         There's something wrong with the
                         child -- something I don't know --
                         something I can't define -- can't
                         I can do nothing for her.

               When he finishes his speech there is a long, dead silence. 
               MacFarlane is the first to break it.

                                   MACFARLANE (cont'd)
                         You see Mrs. Marsh home, Fettes,
                         I'm going to Hobbs'.  You can join
                         me there if you like.

               Fettes nods.  Picking up his hat MacFarlane starts from the

                                                       DISSOLVE OUT

               DISSOLVE IN


               It is quite late and there are only a few patrons in the
               public house. At the bar, with his hat on his head and his
               whip in one hand, Gray sits on a stool drinking some hot
               liquid from a pewter tankard. The drawing-waiter is leaning
               on the bar talking to him.

                             (setting down the mug)
                         Well, I'll be off -- unless you
                         have a fare for me here -- some
                         gentleman a little taken with wine.

                         Wait a bit and MacFarlane will
                         be wanting to be freighted home.

                         The Doctor MacFarlane?

                         Aye. In the other room and
                         getting stiffer than the bodies he

                         I'll look in on him.

               Gray slouches across the room to the divan. He peers in. 

               MED. CLOSE SHOT -- MacFarlane in the divan FROM GRAY'S ANGLE.
               There is a squat bottle before him and two small glasses. He
               is hunched over. His hair is rumpled. He is brooding. From
               the entrance of the divan, Gray speaks to him.

                                   GRAY (CONT'D)
                         Toddy --

               MacFarlane looks up.

                             (with drunken
                         Oh, it's you, Gray. Well, come in.
                         Sit down. Have a glass with me.

                             (removing his hat and
                              sitting down)
                         You're uncommon friendly tonight,
                         Toddy. More like the old days.

               MacFarlane drunkenly nods his head.

                         I want someone to talk to. That
                         Fettes -- all taken up with the
                         widow. He never came back here. 

               He looks up at Gray.

                                   MACFARLANE (CONT'D)
                         You know something about the human
                         body, Gray.

                         I've had some experience.

                         Then you can understand that the
                         backbone is a lot of little
                         blocks and those little blocks are
                         all held together, so that it works
                         like that whip of yours. You know
                         that, don't you?

                         I've never had it all explained
                         that way to me by so learned a man.

                             (disregarding the sarcasm)
                         I set those blocks together,
                         patched the muscles. I put the
                         nerves where they should be -- I
                         did it and I did it right -- and
                         she won't walk --

                             (beginning to understand)
                         Oh, it's the bit of a girl Fettes
                         was talking about.

                             (thumping his hand on the
                         The same. Look here, Gray --

               He picks up two glasses.

                                   MACFARLANE (CONT'D)
                         I fitted them together like this --
                             (he puts the two glasses
                         -- so that it was right. Yet she
                         won't walk.

               Gray looks at him. He is grinning his malicious grin. With a
               sudden sweep of his hand across the table he knocks down the

                         You can't build life like you put
                         together blocks, Toddy.

                         What are you talking about? I am an
                         anatomist. I know the body. I know
                         how it works.

                         And you're a fool, Toddy -- and no
                         doctor. It's only the dead ones
                         that you know.

                         I am a doctor. I teach medicine.

                         Like Knox taught you? Like I taught
                         you? In cellars and graveyards? Did
                         Knox teach you what makes the blood

                         The heart pumps it.

                         Did he tell you how thoughts come
                         and how they go and why things are
                         remembered and forgot?

                         The nerve centers -- the brain --

                         But what makes a thought start?

                         In the brain, I tell you. I know.

                         You don't know and you'll never
                         know or understand, Toddy. Not from
                         me or from Knox would you learn
                         those things. Look --

               He points to a mirror behind MacFarlane's head.  MacFarlane
               looks into it.

               MIRROR SHOT showing MacFarlane looking at his own face and
               the evil face of Gray just behind him.

                                   GRAY (CONT'D)
                         Look at yourself, Toddy, could you
                         be a doctor -- a healing man --
                         with the things those eyes have
                         seen? There's a lot of knowledge in
                         those eyes, but there's no
                         understanding. You'd not get that
                         from me. 

               MacFarlane whirls around.

               ANOTHER ANGLE - MacFarlane facing Gray.

                         I am a doctor - a good doctor. I
                         could make her walk, but she won't 
                         - she won't --

                             (almost kindly, as he
                              pours a drink)
                         Here, have another glass,
                         MacFarlane. I'll take you home and
                         we'll be friends again -- now that
                         you know that you're Knox's man and
                         my friend -- aye, forever.

               MacFarlane swallows the drink at a single draught.

                         I'm my own man and I'll have no
                         more to do with you, Gray. 

               Gray lifts his eyebrows quizzically.

                                   MACFARLANE (CONT'D)
                         Why should I be afraid of you? What
                         are you holding over me?

                         I'll tell you what, Toddy. It's
                         because I ran down the streets with
                         the mud and the stones around my
                         ears and the mob yelling for my
                         blood. It's because you were afraid
                         to face it -- and you're still

                         No, I'm not afraid. Tell!
                         Shout it from the housetops!
                             (dropping his voice)
                         And remember this -- they
                         hanged Burke -- they mobbed
                         Hare -- but Dr. Knox is living
                         like a gentleman in London.

               MacFarlane rises drunkenly to his feet, There is a threat of
               physical violence in his manner.

                             (somewhat placatingly; for
                              the first time not
                              completely master of the
                         Aye, Toddy, there is something
                         in what you say.

                         There is much in what I say, Gray,
                         and if you have any regard for your
                         neck you'll leave now and stay away
                         from my house, my school, and from

                         I have no wish for a rope cravat.
                         I've never liked the smell of hemp,
                         so I'll bid you good night, Doctor

               Gray picks up his hat and starts off out of scene. MacFarlane
               slumps back into his seat. His hand reaches out for the
               whiskey bottle. He starts to pour another drink.


               INT. GRAY'S STABLE - NIGHT

               By the light of a single lantern, Gray is unharnessing his
               horse. He leads it out from between the shafts and into its
               stall. There is a furtive sound before him as the door to the
               street slowly moves open. He wheels quickly as a slight,
               hunched figure sidles through the door. Gray waits until the
               figure walks into the range of the lamp and is revealed as
               Joseph. Then he speaks.

                         Ah -- Dr. MacFarlane's man -- A
                         surprise visit, but come in -- come

               He steps aside, and Joseph slowly moves over toward the
               stairway, looking around him.

               MED. SHOT as Gray leads Joseph into the living quarters and
               looks curiously at Joseph, who returns the look with a sort
               of determined belligerence.

                                   GRAY (CONT'D)
                         You're welcome to my little
                         nest, Joseph -- is it not? That's
                         right -- you have something to say
                         to  me -- something very private.


                         Now that is very interesting --
                             (with a gesture)
                         Take a chair, Joseph,

               Joseph seats himself and Gray sits down opposite him.  No
               sooner has he seated himself than the big white cat, his pet,
               comes and jumps upon his knee. Gray strokes it fondly.

                             (looking around)
                         Can anyone hear what we say?

                             (indicating the cat)
                         Only Brother.

                             (bending toward him)
                         I know that you kill people to sell

               Gray sits motionless except that the hand which rests upon
               the arm of his chair slowly tenses and that other hand which
               strokes the cat, stops at the cat's head.  For a long moment
               he is silent, then he speaks very softly.

                         You say you've come here on your
                         own account?  No one knows you are

                         Give me money or I'll tell the
                         police you murder the "subjects." 

               Again there is a silence as Gray studies him.  By now, Gray's
               right hand relaxes.  His left hand begins to stroke the cat. 
               Finally, he smiles.

                         Well, you shall have money, Joseph. 
                         Why should you not?

               Still smiling, he very carefully takes the cat from his lap,
               sits it on the floor and rises.  Joseph follows him with his

                                   GRAY (CONT'D)
                             (crossing to the taboret
                              for a bottle and two
                         I don't suppose the great Dr.
                         MacFarlane is too free with his
                         pay, is he?

               He has come back with the bottle and filled a glass with
               brandy for each. He passes a glass into Joseph's hands.

                                   GRAY (CONT'D)
                         Here -- have some of this.

               They both drink. Immediately, Gray refills Joseph's glass.

                                   GRAY (CONT'D)
                             (as he pours)
                         You want money and you shall have

               He pulls a purse from his pocket and begins to count out
               notes and coins.

                                   GRAY (CONT'D)
                         Let me see -- five and five -- then
                         in gold -- six all together. Shall
                         we say sixteen pounds, Joseph?

               Joseph, with the glass still at his lips, nods his head. Gray
               looks about as if seeking a point of vantage; then carefully
               sets himself in a straight-backed chair, facing and a little
               to the side of Joseph's chair. Joseph is in a low-cushioned
               chair. Gray, being above him, almost seems to hover over him.
               Gray leans forward to give him the money.

                         I have made you give me money, but
                         you smile. Aren't you angry?

                         No, Joseph. I'm not angry -- here --
                         another glass of brandy --I'll
                         wager it's better than the

               This time Gray fills Joseph's glass and drabbles a few drops
               into his own, but doesn't bother to pick it up.

                                   GRAY (CONT'D)
                         Drink up, man!

               The liquor has begun to affect Joseph. He takes the third
               glass eagerly and drains it while Gray watches him in
               silence. As he puts the glass down, Gray begins to speak.

                                   GRAY (CONT'D)
                         I have an idea -- a splendid idea --
                         such an excellent idea that we must
                         drink on it.

               He fills the fourth glass. Joseph takes it but does not
               drink, as he is interested to hear Gray's proposition,

                                   GRAY (CONT'D)
                         You see -- I admire you, Joseph.
                         Coming here shows courage. I'm
                         looking for such a man -- but --
                         drink, Joseph, drink..

               Joseph drinks. Again Gray keeps silent while he swallows the
               liquor. As Joseph puts down the glass, Gray hitches his chair
               forward an inch or two. Again he refills the glass; puts it
               into Joseph's unsteady hand.

                                   GRAY (CONT'D)
                         You and I should work together.

                         You mean we would sell the bodies
                         to the doctors together? Dig them

                         No digging Joseph. The churchyards
                         are too well guarded. We will
                         "Burke" them,

                         Burke them?

                         You are lately come to Scotland,

                         I come from Lisbon.

                         But still you may have heard the
                         peddlers of verse cry out their
                         names on the streets.

               He begins to sing in a rough croaking voice.

                                   GRAY (CONT'D)
                         "The ruffian dogs, the Hellish
                         pair.  The villain Burke, the
                         meager Hare --"

                         I never heard that song. But what
                         did they do?

                         Eighteen persons they killed and
                         sold the bodies to Dr. Knox at ten
                         pounds for a large and eight pounds
                         for a small. That's good business,

               Joseph nods appreciatively, then looks concerned.

                         But where did they get those

                         That was Hare's end. Ah, you should
                         have seen him on the streets, when
                         he saw some old beldam deep in
                         drink how he cozened her!

               He mimics, tipping an imaginary hat.

                                   GRAY (CONT'D)
                         "A good-day to you Madame Tosspot,
                         and would you like a little glass
                         of something before you take your
                         rest? Come with me to my house and
                         I'll make you my guest. You shall
                         have quarts to drink if you like."
                         Ah, how he cozened them.

                         We could do that. But when he had
                         them there, then what?

                             (beginning to sing again)
                         "Nor did they handle axe or knife
                         To take away their victim's life --
                         No sooner done than in a chest
                         They crammed their lately welcome

               Gray rubs his hands together.

                         I don't understand the song. Tell
                         me plain how they did it.

                         I'll show you how it was done,
                         Joseph. -- I'll show you how they
                         "Burked" them.

               He reaches out for Joseph's face. Joseph interposes his arm.

                                   GRAY (CONT'D)
                         No, put your hand down. How can I
                         show you, man!

               Joseph lets his hand swing to his lap. Gray clasps Joseph's
               nose between thumb and forefinger, cupping Joseph's chin hard
               against the heel of his palm. 

               CLOSE SHOT - Joseph with Gray's hand holding his nose and

                                   GRAY'S VOICE
                         This is how they did it, Joseph.

               Suddenly his hand tenses. Joseph's eyes dilate with terror
               and his head jerks to one side violently as he attempts to
               tear his face from the grasp of Gray's hand. 

               MED. CLOSE SHOT - Gray steadily clutching Joseph's face. He
               throws himself upon the other man and the chair slowly goes
               backward. ANOTHER ANGLE. The two men are on the floor. Gray
               is lying across the body of his victim, his hand still
               clutching Joseph's nose and mouth. Joseph struggles
               convulsively, throwing his arms and legs about, trying to get
               at Gray's body which lies athwart him. With his free hand
               Gray pins down Joseph's right hand. The man is helpless. The
               violence of his movements grows less and less. For a moment
               he is still; then he struggles again.

               CLOSE SHOT - Joseph.  He is making a final desperate effort
               to pull away from Gray's hand, then his face muscles relax.
               His eye's close. 

               CLOSE FULL SHOT - Gray and Joseph. Gray looks down at his
               victim. Joseph is at last unconscious. Gray gets to a
               kneeling posture, but still keeps his hand on Joseph's nose
               and mouth. 

               ANOTHER ANGLE. The cat walks up and rubs itself against
               Gray's left arm. He lets go of Joseph's hand and pats the
               cat, still keeping his grip on Joseph's mouth and nose. 

               CLOSE SHOT - Gray as he examines Joseph. Evidently, Joseph is
               dead enough to suit him and he lets go his grip. 

               FULL SHOT as Gray gets to his feet. He crosses the room to a
               cupboard, opens it and takes out a square of folded canvas.
               He starts back toward Joseph and stops on the way to pick up
               Joseph's glass from the taboret. He drinks the remainder of
               the liquor in it. Gray kneels down beside Joseph and begins
               to wrap the canvas about the body. Suddenly, a thought
               strikes him, and he puts his hand in Joseph's coat pocket. He
               fishes out the money he had given him. He begins wrapping the
               canvas around the body again.


               INT. ANATOMY SCHOOL - NIGHT

               FULL SHOT. The School is in darkness -- except for thin
               moonlight which filters through the shutters, making strange
               pattern with the shadows. There is no sound until, abruptly,
               a key turns in the lock of the outside door. It opens and
               through it comes the figure of Gray in his stove-pipe hat and
               caped coat. Over his shoulder he carries a long, limp and
               apparently heavy bundle wrapped in sacking. Cautiously,
               without a sound he carries his grim burden toward the
               curtained recess. 

               MED. SHOT at recess. Gray comes into shot. He pushes his way
               through the curtain, which falls back into place, hiding him
               from view. Sounds come from behind the curtain; bumping,
               shuffling sounds. Then Gray's hand appears momentarily as it
               throws out a bundle of sacking.   After a grunt of effort
               comes a heavy splash as something is dropped into the big vat

               FULL SHOT - Gray as he comes from the recess and starts
               across the anatomy room. When he reaches the stairs he pauses
               a moment, and then, instead of going toward the door, turns
               and starts up the stairs.

                                                       DISSOLVE OUT

               DISSOLVE IN


               A single lamp is burning. Meg, in negligee and mob cap, sits
               in an arm chair busily knitting. Opposite her, in a low chair
               sits Gray, his whip in his hand and his hat on the back of
               his head. He is lounging in the chair and he has a glass of
               ale on the floor beside him. He drinks from it and puts it
               back on the floor. Meg looks up.

                         You've no need to be so anxious,
                         Meg, MacFarlane's been drunk and
                         away before. He'll be home in good
                         time. Meanwhile, you've got me to
                         keep you company.

                         I'd call that no good fortune.

                         There was a time, lassie -- a time
                         when I used to bring the dashing
                         young doctor to your door -- when
                         you didn't feel so uncommon cold to
                         your old friend Gray.

                         Why must you be on him all the
                         time? Why does it please you?

                         He's my friend. I like to see my
                         friends -- I like to visit them --

               There is the sound of the front door opening. Both look up.
               Heavy dragging footsteps sound in the hall.

                         Well, he's come home -- you've no
                         excuse now to bear me company.

               Gray makes no move to get out of his chair. MacFarlane stands
               in the doorway. He sees Gray.

                         What are you going here? Have I not
                         told you --

                         Would you grudge me a glass with my
                         old crony, Meg?

                         Crony indeed!

                         You can get out.

               Gray rises leisurely..

                         I brought you something tonight,
                         MacFarlane -- an interesting
                         specimen -- in very good condition.

                         I've ordered nothing from you.

                         This is a gift.

                         I take no gifts from you.

                         This is a gift you'll not return.

                         Get out of here!

                         Wait, Toddy. That's not hospitable.
                         I want to discuss business.

                         You are not to set foot in here
                         again, Gray, for business or any
                         other reason. And you're going out

               He seizes Gray by the shoulder. Gray merely looks at him.

                         I wouldn't do it, Toddy. I wouldn't
                         be rough handed.

               MacFarlane, somewhat taken aback by the calm and effrontery
               of the man, lets go of him.

                                   GRAY (CONT'D)
                         If you were to throw me out, it
                         might become known that when the
                         great Dr. MacFarlane finds his
                         anatomy school without "subjects" --
                         he provides them himself and from
                         the midst of his own household ---

               ANGLE - THREE SHOT - Gray's manner, fully as much as his
               ambiguous speech, has put an end to all thought of violence.

                         What the devil are you talking

               Gray rises slowly.

                         Take a look downstairs. Toddy. Take
                         a look.

               He turns and walks quietly out of the room.  MacFarlane
               stares after him; than slowly a thought comes to him.

                         Fettes -- where is Fettes?

                         I'll get him.

               She leaves quickly. When she has left, MacFarlane passes his
               hand over his eyes, trying to clear his whiskey-muddled
               brain; then he turns and starts for the door of the anatomy

               INT. ANATOMY ROOM -- NIGHT

               The school is dark and empty; only moonlight enters from the
               windows. The night light is out. MacFarlane comes slowly down
               the stairs. As he reaches the foot of the steps, Fettes, in
               his bathrobe, comes to the head of the stairs, bearing a
               candle. MacFarlane turns to look at him.

                         Fettes, were you down here when
                         Gray came?

               Fettes shakes his head.  MacFarlane starts for the alcove,
               and Fettes follows him. MacFarlane pulls the curtain aside.

                                   MACFARLANE (CONT'D)
                         Bring that candle over here.

               MED. CLOSE SHOT - in the recess. It is very dark. The curtain
               is drawn back, and MacFarlane appears. The scene is suddenly
               illuminated as Fettes follows him, carrying the candle. The
               great vat is clearly visible as both men peer down into it.

               CLOSE SHOT - the vat, SHOOTING DOWNWARD. Something is
               floating just beneath the liquid which comes nearly to the
               top of the vet. Light from the candle o.s, comes over the
               scene, and the thing below the surface is revealed as the
               dead face of Joseph.

               TWO SHOT - MacFarlane, as he takes the candle from Fettes'

                                   MACFARLANE (CONT'D)
                         -- a member of his household --

               MacFarlane turns to Fettes.

                                   MACFARLANE (CONT'D)
                         Fettes, the more things are wrong,
                         the more we must act as if
                         everything were right. You must do
                         with Joseph as you did with, the
                         street singer -- complete
                         dissection -- a proper entry in the
                         book --


                         What do you mean, Fettes?

                         I'll have no more to do with it.
                         I'll not put my neck into the
                         noose, not even for your sake, Dr.

                         Don't be a fool.  One can't begin
                         and then stop -- and because that
                         entry of the girl's body is in your
                         hand, you'll do as I say. As for
                         me, I'll tend to Gray.

               MacFarlane turns and starts for the main portion of the
               anatomy room.  At the curtain he stops, Meg is standing
               there, her eyes wide as she looks at the body of Joseph.

                         You're not going to Gray.

                         He must leave me alone.

               He starts past her.  She seizes hold of his arm, crying out.

                         No!  No!

               With a swoop of his arm he frees himself. Meg almost falls.
               She strikes against the wall, but recovers herself and starts
               after MacFarlane, but it is already too late. He is in the
               entryway, and a moment later there is the slam of the door.
               Meg stands trembling. Fettes comes up to her and takes her
               elbow to support her.

                                   MEG (CONT'D)
                         Come, Mistress Cameron -- this is
                         no place for you. I'll help you

               She lets him lead her to the stairway. CLOSE TWO SHOT -- on
               the stairway as Meg and Fettes start to ascend.  Fettes is
               helping Meg. Suddenly she stops dead and stares into his

                                   MEG (CONT'D)
                         You must leave this house.

                         I can't do that -- you heard

                         Save yourself. Master Fettes look
                         at MacFarlane and be warned.

                         He's a great doctor -- a great man --

                         Is it a great man whom Gray can
                         order to his bidding? Is it a great
                         man who for very shame dare not
                         acknowledge his own wife so that I
                         must play maidservant for the
                         world's sake and his success?

               She makes a contemptuous gesture and goes on.

                                   MEG (CONT'D)
                         He could have been a great man -- a
                         good man and a fine doctor, but
                         there was always the shame of the
                         old life and the old ways to hold
                         him back -- and always Gray -- Gray
                         to hound him to his death.

                         You're over-excited, Mistress

                         I'm cold as ice.

                         But Gray's only a cab driver -- a
                         Resurrection Man who robs graves to
                         make a bit of money now and again.

                         If he were only that. The man's
                         evil himself. Some day you'll know
                         him as MacFarlane knows him -- for
                         MacFarlane he was to Knox as you
                         are to him. That brought him close
                         to Gray, he roistered with him and
                         drank with him. Aye, and Gray even
                         brought him to my door and my love.
                         There is all that between them and
                         more -- Burke and Hare and Knox --

                         But that's long since.  Gray can't
                         threaten him with that.

                         Gray has no need to threaten. You
                         remember the trial?

                         I heard my parents speak of it in
                         Thrums. It was a famous case.

                         And did you hear them speak of the
                         porter who testified against Burke?


                         They did not tell you how that
                         porter cried out in the witness box
                         when the Kings Counselor pressed
                         him hard -- how he cried out that
                         he was shielding a gentleman of

               Fettes shakes his head.

                                   MEG (CONT'D)
                         That porter was Gray and the
                         gentleman of consequence who
                         couldn't swallow the shame of
                         it -- who took my last paltry
                         savings to hire Gray --


               They stand for a moment looking at each other then she turns
               wildly toward Fettes and seizes his coat lapels.

                         Listen to me, Fettes, I'm one
                         part befuddled with drink, one part
                         over-heels in love with MacFarlane,
                         and one part fey. You're a
                         lowlander, Fettes, and you have no
                         way of knowing what we Highlanders
                         call the second sight.

                         I've heard of it.

                         It's a gift to my people -- and I
                         see MacFarlane and Gray-- the pit
                         yawns for them and the flames --
                         and I would have you away from them
                         and safe out of the torment.--

               The two stand facing each other, Meg crushing the boy's coat
               lapels in her hands.



               It is very dark as Gray opens the door. For a moment his
               distinctive silhouette is in the doorway. Then he closes the
               door behind him and the room is again plunged into darkness
               except for a glow from the embers in the hearth. Gray crosses
               to the hearth. He takes a spill from the mantle, blows on the
               coals and lights the spill. Its flaring light reveals
               MacFarlane standing watching him. After a first momentary
               check of surprise, Gray, without a word, transfers the flame
               from the spill to a candle.  He blows out the spill and sets
               it back on the mantle.                                                                                           

               MED. SHOT with Gray in the f.g. and MacFarlane coming toward
               him. Gray has recovered his composure.

                             (very softly)
                         This is unexpected, Toddy.

               MacFarlane comes to a halt facing Gray. The CAMERA BEGINS TO
               CHEAT IN ON the pair.

                         I wanted to see you. You weren't
                         here -- so I waited.

               The two men survey each other in absolute silence. From o.s.
               near at hand, the cat mews.

               The CAMERA PULLS BACK TO SLIGHTLY WIDER ANGLE as Gray turns
               away, seating himself upon the arm of a chair. The cat comes
               into the shot and jumps up beside him.

                             (drawing closer)
                         What do you want of me. Gray?

                         Want of you, Toddy? I want nothing
                         of you.

               TWO SHOT - Gray and MacFarlane.  MacFarlane is tense,
               motionless. He stares down at Gray who sits at his ease
               stroking the cat, now purring on his knee.

               MacFarlane makes an obvious effort to control himself, to
               speak calmly.

                         Gray, I must rid myself of you --
                         you've become a cancer -- a
                         malignant, evil cancer -- rotting
                         my mind.

                             (pouring a drink
                             for MacFarlane)
                         So, Toddy, you've made me a
                         disease, eh?

                             (disregarding this
                              sarcasm, but taking the
                              proffered glass)
                         I can't understand your hurt to
                         me -- but I must cut you out.

               He drinks, sets down the glass. Gray watches him, gets up
               from his chair and stands before him.

                                   MACFARLANE (CONT'D)
                         I will not leave here until I have
                         finished with you. Gray. One way or
                         another -- I must be sure that I am
                         rid of you. 

               He pauses and looks at Gray.

                                   MACFARLANE (CONT'D)
                         And if there is no other way --

               Gray looks at MacFarlane, big and bulky in the small chair.
               He moves nervously.

                         Surely you are not threatening an
                         old friend, Toddy.

                         We have never been friends.

               Gray moves over to the chair on which he sat when he "Burked"
               Joseph. He bends forward over the taboret and refills the
               doctor's glass.

                         Have another glass of something
                         good, Toddy.

                         I've drunk enough tonight.

                             (putting the glass down on
                              the taboret)
                         Another little drop'll never do you
                         any harm. 

               Almost as if unconscious of his action, MacFarlane picks up
               the glass, sips, then drinks. Gray smiles. MacFarlane sets
               down the glass. Gray immediately refills it. And again
               MacFarlane reaches for it, takes it into his hand.

                                   GRAY (CONT'D)
                         Drink --

               MacFarlane, without thought, brings the glass to his lips.

                         You're getting old, Gray, and it's
                         a hard life driving a cab through
                         these wet and windy streets of
                         Edinburgh --

                         I have other means of sustenance.

                         The Resurrection business? That may
                         end sooner than you think. New laws
                         may come.

               Gray shrugs.

                                   MACFARLANE (CONT'D)
                         What I was going to say is this --
                         wouldn't you be more comfortable at
                         Leith in a neat little house?

                         Would you bribe me to leave you be?

                         I would make you rich.

                         It wouldn't be half so much fun for
                         me. Toddy, as to have you come here
                         and beg --

                             (cutting in)
                         Beg -- beg of you! You crawling
                         graveyard rat!

               He chokes off the last speech and glares at Gray. He is
               almost trembling with the effort to control himself.

                         Aye -- that is my pleasure.

               As he speaks he is refilling MacFarlane's glass.

                         Well then -- I beg you -- I beseech
                         you --

                             (shaking, his head and
                         But then I wouldn't have the fun of
                         having you come here and beg again,

               They look at each other. MacFarlane bends over in his chair.
               Gray hitches himself forward a little on the table, ready,
               waiting, then relaxes as MacFarlane begins to speak.

                         But why, Gray? Why?

                         Because it would be a hurt to me to
                         see you no more, Toddy. You're a
                         pleasure to me.

                         A pleasure to torment me?

                         No -- a pride to know that I can
                         force you to my will. I'm a small
                         man -- a humble man -- and being
                         poor, I've had to do much that I
                         did not want to do. But so long as
                         the great Dr. MacFarlane jumps at
                         my whistle, that long am I a man --
                         and if I have not that, I have
                         nothing. Then I am only a cabman
                         and a grave-robber.

               MacFarlane looks at him.  As he looks, he realizes he has
               heard the truth and that Gray will never leave him in peace. 
               Now he, in turn, attempts cunning.  He moves forward in his
               chair as if wishing to put forth a convincing argument. 
               MacFarlane starts to rise; his mind made up. Gray sees there
               is no longer any hope of forestalling violence. He throws
               himself forward and seizes him as he seized Joseph. 

               MED. FULL SHOT - MacFarlane and Gray. As MacFarlane rises
               Gray clings to him and gets his other arm about MacFarlane's
               neck. MacFarlane tries to shake him off; tries to twist away
               from him. The effort makes him lose his footing.  They fall

               CLOSE SHOT - MacFarlane and Gray on the floor near the
               hearth.  Gray still clings to him, every muscle tense.
               MacFarlane, with his hands under Gray's shoulders, heaves up
               trying to push the man off. He heaves once, twice, a third
               time and then lets his arms relax from the futile, enormous

               TWO HEAD CLOSEUP - Gray and MacFarlane.

                                   GRAY (CONT'D)
                         Let be, Toddy.  Let be. I have no
                         wish to hurt you.

               MacFarlane's eyes grow huge and fierce with anger. Now he
               tries to pummel Gray in order to free himself; raining blows
               on his back, his head and into his side, Gray grunts with
               each punishing blow, but never for a moment relaxes his grip.
               Finally the piston-like blows grow weaker, the flailing arms
               fail and MacFarlane drops his hands to the floor at his side,
               limp and relaxed. 

               MED. CLOSE SHOT -- MacFarlane and Gray as MacFarlane, with
               great effort, throws his body to the left, toward the
               fireplace.  The boiling kettle is upset and the steaming
               water thrown on both of them. 

               CLOSE SHOT -- MacFarlane in agony as the water spurts over

               CLOSE SHOT -- Gray. His face is twisted in torment and steam
               rises from his scalded flesh.

                                   GRAY (CONT'D)
                         Stay, Toddy -- don't force me to
                         kill you -- I have need of you --
                         the great need of my pride.

               TWO SHOT -- Gray and MacFarlane.  MacFarlane's arms again
               relax.  Gray smiles through the pain of his scalding.

                                   GRAY (CONT'D)
                         That's better Toddy. That's more

               He lets go his grip on MacFarlane's face.  No sooner has he
               done so than MacFarlane throws him off with a violent
               movement. Both men scramble to their feet and face each

               THE CAMERA SWINGS AWAY FROM the two men and FOCUSES ON the
               wall above a lowboy on which the white cat is sitting. The
               cat's great, round eyes seem to be surveying the struggle
               while above its head the shadows of the two men can be seen
               meeting, struggling, breaking off, rushing together again,
               and all the while there can be heard the sound of blows,
               hoarse breathing, gasps and hard ejaculations of breath. Then
               one indistinguishable figure picks up a chair. The chair
               breaks with a crash over the head of the other figure and
               that figure falls out of scene. Only one upright shadow
               remains above the head of the cat. That shadow picks up a
               cloak and top hat, puts them on and bends to pick up a body.
               The shadow of one man carrying the body of the other comes
               toward the cat, the shadow growing huge and out-figure on the
               wall. The cat's fur bristles. It arches its back and snarls.


               INT. ANATOMY SCHOOL - NIGHT

               Only the night light is burning over the door at the entry
               way. The school is lit by its swinging light.
               Out in the street can be heard the familiar clop-clop of
               Gray's horse and the ringing of the iron wheels on the

               The CAMERA on DOLLY TRACK MOVES SLOWLY TOWARD the entry door.
               The outer door can be heard opening. There is rustle and
               noise in the dark entryway. By this time the CAMERA is
               CLOSEUP on the door as MacFarlane with a canvas-wrapped
               bundle on his shoulder comes through the doorway, and goes to
               a FULL CLOSEUP of his face. He starts forward. 

               MED. FULL SHOT - MacFarlane as he throws the body down onto
               the table. He stands there for a moment looking down at it,
               then the noise of a door opening on the stair landing causes
               him to turn and look up.

               MED. FULL SHOT - the stairway.  Meg is seen at the head of
               the stairs, looking down. 

               ANOTHER ANGLE - MacFarlane is seen from Meg's viewpoint.

                         Where is Fettes?

               MED. FULL SHOT - the stairway as Meg begins to descend.

                         He's gone. I sent him away. I'll
                         not see another boy harried
                         and torn and made miserable like
                         you, Toddy. 

               MacFarlane looks at her as she descends the stairs. There is
               silence as she crosses the room. She comes to stand beside
               the table.

                                   MEG (CONT'D)
                             (pointing to the bundle)
                         You've been with Gray again.


               Meg turns away as if to start for the stairs.  He stops her.

                                   MACFARLANE (CONT'D)
                         You'd better look at the face. 

               She looks at him.

                                   MACFARLANE (CONT'D)
                         You'd, better.

               Meg resolutely walks up to the table, lifts the canvas and
               looks down at the face.

                                   MACFARLANE (CONT'D)
                         I'm rid of him forever. 

               Meg looks at him.

                                   MACFARLANE (CONT'D)
                         He'll not come here again --
                         sneaking and whining and bullying. 

               Meg is still silent.

                                   MACFARLANE (CONT'D)
                         Now he'll serve a good purpose --
                         and tomorrow when the last bit of
                         him is dissected, demonstrated and
                         detailed in the students'
                         notebooks, then at last there's an
                         end to him.

               Meg still looks at him silently and thoughtfully, then with a
               slight shake of her head she starts away.

                                   MACFARLANE (CONT'D)
                             (rubbing his hands
                         Next day I'll take his horse and
                         cab to sell at the Pennycuick fair.
                             (pauses; then makes an
                              expansive movement with
                              his hands)
                         Then not a trace left -- rid of him

               At the foot of the stairs, Meg turns to him.

                         You're not rid of him.

                                                       FADE OUT

               FADE IN

               EXT. THE RAMPARTS -- DAY

               A little boy rolling a hoop goes past the camera. Behind him
               come running a little convoy of children, laughing and
               shouting. When they have passed the camera, Fettes enters the
               scene. He is dejected. His hands are in his pockets and his
               head is down as he walks toward Georgina and her mother.
               Georgina is in her wheelchair. Her head is turned as she
               watches the children run out of sight.

                         Good morning, Mrs. Marsh.

                                   MRS. MARSH
                         Good morning, Mr. Fettes.

                         I thought this was a school day.

                         I am not at the school anymore.
                         I left last night.

               Mrs. Marsh looks at him.

                                   MRS. MARSH
                         Left Dr. MacFarlane?

               Fettes nods. Mrs. Marsh looks at him and then takes his

                                   MRS. MARSH (CONT'D)
                             (to Georgina)
                         Play by yourself a little. I'd
                         like' to speak to Mr. Fettes.

               DOLLY SHOT - as Fettes and Mrs. Marsh walk slowly away from

                                   MRS. HARSH
                         This is serious, Donald. What has

               Fettes shakes his head.

                                   MRS. MARSH
                         It's not because of Georgina --
                         because of Dr. MacFarlane's

                         It's not the failure. I feel that
                         MacFarlane has taught me nothing.
                         He taught me the mathematics of
                         anatomy but he couldn't teach me
                         the poetry of medicine.

               MED. FULL SHOT -- Georgina. She is playing with her doll.
               Suddenly, from far below her she hears the clop-clop of a
               horse's hoofs and the rumble of iron wheels. She looks up and

               MED. FULL SHOT - Fettes and Mrs. Marsh.

                                   FETTES (CONT'D)
                         That's why I don't want to go on. I
                         feel MacFarlane had me on the wrong
                         road --a road that led to knowledge
                         but not to healing. If there had
                         been any healing in the man,
                         Georgina would be walking now.

               SHOT - Georgina. She is listening intently. The hoof beats
               are right underneath her at the base of the castle wall. She
               tries to look over the parapet; cannot. She calls out.

                         Mommie! Mommie!

               FULL SHOT - Mrs. Marsh and Fettes. They are talking intently
               together. Mrs. Marsh is holding her parasol in such a way
               that it is between her and Georgina.  Georgina's call comes
               very faintly over their conversation. Neither of then turns
               toward the child.           

                                   MRS. MARSH
                         I think it was the pain of the
                         operation more than anything else --
                         she's afraid that if she stands the
                         pain will come again. Nothing Dr.
                         MacFarlane could ever do would take
                         that out of her mind. 

               CLOSE SHOT - Georgina. The hoof beats are beginning to
               recede. There is a slight wind blowing. She turns around to
               look at her mother and calls again.

                         Mommie!  Mommie!

               There is no answer. She turns her head back toward the
               battlements; tries to peer over them and fails. Then, placing
               a hand on each arm of her little chair, she lifts herself to
               a sort of standing-sitting position. She tries to look over
               the wall again. Again she fails. She turns to call to her

                                   GEORGINA (CONT'D)
                         Mommie -- the white horse --
                         I'm sure it's the white horse -- 

               MED. CLOSE SHOT - Fettes and Mrs. Marsh.

                         Even so, I could never think of
                         going on -- I've got to find some
                         other profession.

                                   MRS. MARSH
                         It is a pity.

               SHOT - Georgina. She has gotten herself to the same semi
               erect position she had been before and now in her desperate
               effort to see over the battlement, she suddenly straightens
               her knees; her hands lift off the arms of the chair. Without
               knowing it, she is standing. She tries again to look over the
               wall and again the height and distance is too much for her.
               Completely unconscious of what she is doing, she takes a
               forward step and from this vantage point she can look over
               the wall. She turns back with disappointment on her face. She
               calls to her mother.

                         Mommie! It was another horse.

               CLOSE FULL SHOT -- Fettes and Mrs. Marsh with the child in
               the b.g. They see the child standing. Mrs. Marsh makes a
               wordless exclamation of joy.  She doesn't even dare to move
               for fear this might be a vision. 

               ANOTHER ANGLE -- Fettes, Mrs. Harsh and Georgina. Mrs. Marsh
               and Fettes run in. CLOSE FULL SHOT-- of the three.

                         You're standing, Georgina.

               The child looks down, sees that she is standing and almost
               instantly grabs at the chair for support.  Very gently Fettes
               pulls it away.

                                   FETTES (CONT'D)
                         You'll not need that again,

                             (excited and almost in
                         I wanted to see the white horse --

               Fettes and Mrs. Marsh kneel down close to the child. Mrs.
               Marsh takes her into her arms. Fettes rises to his feet, his
               face is full of enthusiasm and excitement. His voice trembles
               with the keenness of accomplishment.

                             (wildly excited)
                         I've got to tell Dr. MacFarlane.
                         I've got to tell him.



               There is the ringing of a doorbell. Meg comes down the
               stairs.  She crosses the hall and opens the door. Fettes
               stands there. Meg holds the door open for him to enter and
               closes it behind him.

                         Mistress Cameron -- you'll not
                         believe it, but the child has
                         walked -- stood and walked. I must
                         tell Dr. MacFarlane.

               He starts forward as if to go on into the study. Meg stops
               him with her hand on his arm.

                         He's not home.

                         Where can I find him?

                         You don't went to find him. Your
                         news will keep until I tell him.

                         But I must tell him -- he must know
                         of it. Please -- tell me where he

                         There's no standing between a fool
                         and his folly. If you must babble
                         your news to him he's at the
                         Fisherman's Tryst. It's the inn at
                         Pennycuik. You can use MacFarlane's
                         horse and gig to get there. He'll
                         welcome the ride back.

                             (already starting to turn;
                              still very much excited)
                         At Pennycuik.  I know the inn.  I
                         can be there in an hour.

                         And back with MacFarlane and all
                         that he stands for the next day.

               She opens the door for Fettes and closes it after him.

                                                       DISSOLVE OUT

               DISSOLVE IN


               It is a long, low-raftered room with a fire of logs burning
               on the hearth. Outside the wind can be heard blowing and
               shrilling.  A considerable company has gathered for warmth
               and food. 

               MED. CLOSE SHOT -- an amiable rustic, a horse dealer, who
               stands, booted with whip in hand, talking to several fellow
               bumpkins while the maidservant of the inn serves them ale
               from a large wooden tray. Their wet clothes are steaming from
               the heat of the fire.

                                   HORSE DEALER
                         A sound horse and a closed carriage
                         -- and after I'd talked with him a
                         bit I had his price down to four
                         pounds and then. 

               He laughs.

                                   HORSE DEALER (CONT'D)
                         And worth every bit or ten pounds.

               He lifts a tankard from the tray.

                         Surely, Angus, a man who had won so
                         great a victory in a horse deal
                         would buy the poor loser a drink.

                                   HORSE DEALER
                             (taking it big as he
                              throws a coin onto the
                         Take him a pot of ale.

                         Ale for a Gentleman? It's only
                         French brandy he'd be drinking, and
                         that will be two more shillings,

               Very reluctantly Angus takes out the additional money. The
               girl starts out of scene and the CAMERA PANS WITH her to show
               MacFarlane seated at a small table at the other side of the
               hearth.  He has just finished dinner and is pushing his plate
               away from him.  The maidservant comes up to him.

                                   MAIDSERVANT (CONT'D)
                         The man who bought your horse
                         would like you to have a glass
                         of French brandy at his charge.

                         Now that's very civil of him.

               At the other side of the hearth the louts around the horse
               dealer strike up a song.  Outside there is the sound of a
               horse clattering into the courtyard, then the muffled shouts
               as the driver reins the horse in and the hostler goes to his
               head.  Both MacFarlane and the maidservant listen and look
               toward the door.  The door swings open and Fettes stands
               there, his clothes drenched with rain.  As he enters, he
               shakes the water from his hat.  He sees MacFarlane and goes
               over to him quickly, excited and smiling.

                         Doctor -- the little Marsh girl
                         stood and walked -- really stood
                         and walked --

               MacFarlane makes way for Fettes on the settle -- Fettes sits
               down quickly.

                         What's that you say?

                         The little girl -- she couldn't
                         walk far -- the muscles are too
                         weak -- but she did stand and she
                         took a step or two.

                             (very excited)
                         I know it -- I know it -- The
                         moment I was rid of him --


                         Gray -- I'm rid of him -- 

               Fettes looks at him, puzzled.

                                   MACFARLANE (CONT'D)
                             (guarding his thoughts)
                         Just that -- just that -- I've
                         managed to get him to leave
                         Edinburgh -- he'll bother me no

               He rubs his hands together.

               The maidservant has returned with a bottle of brandy and two
               glasses. MacFarlane pours one for himself and Fettes.

                                   MACFARLANE (CONT'D)

               Fettes picks up his glass.

                                   MACFARLANE (CONT'D)
                         Here's to a good riddance. 

               They both drink.

                                   MACFARLANE (CONT'D)
                         Now that he's gone I'll be a new
                         man, Fettes, and a better teacher.
                         The doctors from my school will
                         perform miracles --

               The door opens and a party of five people dressed in rough
               mourning come in out of the weather. The maidservant, with a
               show of solicitude, ushers them to a table at the far end of
               the inn, then crosses quickly to where the horse dealer is.

                         Sh-h-h! Still your song, lads --
                         the MacCreadys are here and they've
                         come from burying the old woman in
                         Glencorse Kirkyard.

               They stop singing and look over with sympathetic glances at
               the burial party. 

               MED. CLOSE SHOT - Fettes and MacFarlane.  MacFarlane looks
               from the boys around the fire to the burial party.

                         See that, Fettes?

                         A burial party -- poor people --
                         it's hard to bury a loved one on a
                         rainy day when the churchyard is so
                         cold and lonely.

                         Glencorse -- that's a lonely
                         cemetery, Fettes, not a soul
                         around for miles.

                         They'll be thinking of that, too.

                         Tosh!  Fettes!  It's not their
                         grief I'm worrying about -- I'm
                         talking of our own end --

                         You've no thought of going there?

                         Did you think Gray was the only one
                         who could handle a mattock and
                         shovel?  I've had some practice in
                         the art.

                         You couldn't do that, Doctor.

                         I pass up no opportunities, I've a
                         whole course of lectures in mind
                         for you fellows.  We'll need
                         subjects to demonstrate. Come


                         Why not? I must have subjects. It's
                         the only way I can teach. It's the
                         only way you can learn. The
                         stupidity of the people the idiocy
                         of their laws will not stop no --
                         nor will they force me to deal with
                         such reptilian creatures as Gray.
                         We can do our own dirty work -- and
                         we must.

               Fettes shakes his head. MacFarlane starts for the door and
               after a little pause, Fettes rises and follows him.



               FULL SHOT. The thunder increases in volume throughout the
               scene.  In extreme b.g. two figures can be seen

               CLOSE SHOT - grave. The headstone is brand new but the mound
               beneath it has been demolished, leaving a ragged gaping hole. 
               A spade comes down into picture with vicious force.  As it is
               raised with its burden of earth:

                                   MACFARLANE'S VOICE
                         So we can't do without Mister Gray 
                         - So I'd never be rid of him, eh? 

               CLOSE SHOT - MacFarlane and Fettes as they work over the
               grave. MacFarlane's spade thumps against wood.


               He jumps down into the grave, the CAMERA TILTING DOWN CUTTING
               OUT Fettes.  MacFarlane is levering up the edge of the coffin
               with his spade.  As the wood gives, there is a tremendous
               clap of thunder immediately overhead, followed by a solid
               deluge of rain.

               EXT. ROAD - NEAR CEMETERY - NIGHT

               MED. FULL SHOT. The storm is raging. In the f.g. is
               MacFarlane's carriage, the horse tethered to the fence.
               Whickering, intensely nervous, he is looking o.s. toward the
               cemetery. Shuffling footsteps come over shot and the horse's
               fear increases. 

               MED. SHOT - at side of carriage is MacFarlane and Fettes come
               into scene carrying a heavy burden, wrapped in canvas.

                         Where shall we put it? In the back?

                         No room there. We'll have to set it
                         between us.

               QUICK DISSOLVE

               EXT. HILLSIDE ROAD - NIGHT

               FULL SHOT - The storm is continuing unabated. A narrow,
               twisting road runs down the hillside, and the terrain is
               desolate and rocky. Horse's hooves are heard and MacFarlane's
               carriage comes into the scene, going down the hill.

               INT. CARRIAGE -- NIGHT -- (PROCESS)

               CLOSE SHOT - MacFarlane. He is driving, his head thrust
               forward to see the road. The CAMERA PANS, VERY SLIGHTLY to
               show what is next to him; something wrapped in a thin sheet
               of canvas; something which sits limply; something which shows
               the unmistakable shape of a human body beneath its covering.
               It is held by Fettes' hand which is just in shot. The CAMERA
               PANS again to show Fettes. His teeth are clenched; his eyes

               MED. SHOT - showing both men and the thing between them. The
               horse is trotting fast and as the carriage turns a bend, the
               thing lunges heavily against MacFarlane's shoulder.

                         Keep it off me, will you!

               EXT. HILLSIDE ROAD - NIGHT

               FULL SHOT - Still the storm - even fiercer. MacFarlane's
               carriage, the horse galloping, comes down the hill, swaying
               and lurching. The pace is much too fast for the going.

               INT. CARRIAGE - NIGHT - (PROCESS)

               MED. SHOT. It is very dark. MacFarlane is hauling at the
               reins with all his strength.

                         What's got into this animal! 

               CLOSE SHOT - Fettes. He is still holding the thing o.s. 

               THREE SHOT. The carriage sways violently and the thing
               between the men, its outlines barely distinguishable, seems
               to twist out of Fettes' grip. It sags against MacFarlane.

                                   MACFARLANE (CONT'D)
                         Keep it off me!

               Forced to keep both hands on the reins, MacFarlane tries to
               thrust the thing away with his shoulder. But it still keeps
               falling against him.

                                   MACFARLANE (CONT'D)
                         Keep it off me, I say!

               Fettes makes an effort to hold on to the corpse.

               MED. FULL SHOT -- the carriage going along the road; the
               horse proceeding at a hard trot. The hoof beats ring out

               THREE SHOT -- PROCESS -- Fettes, MacFarlane and the corpse.
               The rhythmic hoof beats sound very loud as the two men drive
               on in silence. Fettes makes a desperate effort to hold the
               corpse away from MacFarlane, but it keeps bumping into the
               doctor.  Through the hoof beats and in the same rhythm comes
               the voice of Gray on the sound track.

                                   GRAY'S VOICE
                         You'll not get rid of me that way --
                         that way -- that way -- that way --

               MacFarlane shakes his head as if to clear it of this
               remembered voice;  these well-remembered words. 

               CLOSE SHOT -- MacFarlane.  His eyes are wide with
               apprehension and fear.  He glances down at the wrapped corpse
               as it bumps against him. He draws away, shivering. Over the
               sound track Gray's voice still sounds beating on the ear with
               the same rhythm as the hoofs on the road.  MacFarlane pulls
               up on the reins. 

               THREE SHOT - as MacFarlane turns to Fettes the carriage comes
               to a halt.

                             (making an effort to
                              arrive at speech)
                         Fettes -- for Mercy's sake, let's
                         have a light!

               Fettes looks over at his companion. He has never seen
               MacFarlane in this state before and the younger man is

                         All right.

               He climbs over the sill into the roadway. 

               MED. FULL SHOT - the carriage as Fettes tries to strike a
               light in the pouring rain and howling wind. He finally gets a
               taper going and touches it to the lamp wick. The lamp flares
               for a moment. 

               TWO SHOT -- MacFarlane and the corpse.

                         It's changed!  I swear it!
                         It's changed, Fettes!

               REVERSE SHOT - Fettes as he looks up puzzled.

                         Changed? Changed, to what?

               HIGH ANGLE SHOT - MacFarlane and the corpse with Fettes at a
               lower level.

                         Let's have that lamp.

               Fettes undoes it from the dashboard and lifts it up over his
               head to cast a light on the corpse.

                                   MACFARLANE (CONT'D)
                             (looking down at the
                         This is not a woman!

                         It was a woman when we put her in.

                             (somewhat wildly)
                         Hold that lamp up -- I must see her

               He tears open the sacking.

               ANOTHER ANGLE - CLOSE SHOT of Fettes.  He is looking up
               holding the lantern high over his head, but is unable to see
               anything over the high dashboard except MacFarlane's face. 
               Suddenly, MacFarlane pulls back and on his face there is such
               a look of anguish and terror that Fettes cries out in alarm.

                         Dr. MacFarlane?

               REVERSE SHOT - Now the face of the dead woman can be seen
               with MacFarlane looking down at it in horror as slowly it
               turns to the dark, well-moulded features and smooth-shaven
               cheeks of the familiar countenance of Gray. A wild yell
               breaks from MacFarlane's lips.

                         Gray -- Gray --

               MED. FULL SHOT - the horse and carriage. The nervous horse
               bolts. Fettes tries to dodge out of the way. The lamp falls
               and breaks and in the darkness the carriage goes bounding
               past his and away. He stands looking after it, then breaks
               into a run, following the runaway.

               CLOSE SHOT - MacFarlane.  He is fighting to control the
               horse.  But, as the carriage rocks, the thing against his
               shoulder moves; either by reason of the violent motion or of
               some frightful volition of its own. 

               The canvas wrapping slips, slides away and reveals again the
               head and naked torso of Gray. 

               The pace increases even more. MacFarlane sees the dreadful
               metamorphosis and a strangled cry breaks from his throat. 

               The carriage sways again and the arms come free from the
               canvas. Another swerve, another lurch and they have fallen
               limply around MacFarlane's neck.

               EXT. HILLSIDE ROAD - NIGHT

               FULL SHOT - a hairpin turn, with cliff-wall to one side, a
               sheer drop to the other. The carriage, the horse beyond
               control, cannot take it at the speed. It strikes the cliff, a
               wheel breaks loose, the braces tear apart, the horse
               staggers, runs on free, the carriage tilts sickeningly,
               stands on end, rolls over the edge and plunges down to

               EXT. HILLSIDE ROAD - NIGHT

               Fettes has managed to get the lamp going again and is running
               along the road, following the wheel tracks in the rain-soaked
               earth. He comes upon a bit of wreckage and stops. He listens,
               then walks over to the edge of the cliff. He holds his
               lantern well over the edge and peers down. Then he starts
               down the cliff side.

               EXT. THE CLIFF SIDE - NIGHT

               MED. FULL SHOT - Fettes as he scrambles down, holding the
               lantern at arm's length to protect it from the rough rocks
               and the heather.  He comes to a slightly more level space and
               stops. He looks down. 

               MED. SHOT - SHOOTING DOWNWARD FROM Fettes' viewpoint.
               MacFarlane's body, obviously without life, is lying flat on
               its back, arms and legs outspread. And, lying against his
               chest, is something wrapped in canvas.
               beyond all doubt that not only has the canvas never been
               disturbed, but also that it is the woman's body which it

                                                       FADE OUT

                                         THE END