RKO RADIO PICTURES
                                         presents

                                    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'
                               Jamie
                                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.

               EXT. EDINBURGH STREET -- LATE AFTERNOON

               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.

               EXT. GREYFRIAR'S CHURCHYARD -- LATE AFTERNOON

               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.

                                   FETTES
                         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.

                                   FETTES
                         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.

                                   FETTES
                             (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.

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

                                   MRS. MACBRIDE
                         A doctor?

                                   FETTES
                         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.

               EXT. EDINBURGH STREET -- LATE AFTERNOON

               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

               EXT. MACFARLANE'S HOUSE -- LATE AFTERNOON

               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
               servility.

               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.

                                   GRAY
                         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.

                                   GEORGINA
                         I can't run and play.

                                   GRAY
                         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
                         steps?

               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.

                                   GRAY
                         Back in your own wee cab.

                                   GEORGINA
                         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.

                                   GRAY
                         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
               Cameron.

                                   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.

               INT. MACFARLANE'S HALLWAY  -- AFTERNOON

               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
                             (rising)
                         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.

                                   MACFARLANE
                             (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
               question.

                                   MRS. MARSH
                         No.  It was an accident.

               INT. SITTING ROOM -- AFTERNOON

               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
               window.

                                   MACFARLANE
                         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 --

                                   MACFARLANE
                         How long after that was the
                         paralysis complete?

                                   MRS. MARSH
                         Nearly a year.

                                   MACFARLANE
                         Any attacks of pain since?

                                   MRS. MARSH
                         Yes, Doctor.

                                   MACFARLANE
                         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.

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

                                   GEORGINA
                             (setting her jaw)
                         I don't know.

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

                                   GEORGINA
                         I don't know.

                                   MACFARLANE
                             (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
                         stubborn.

               Georgina darts a glance in MacFarlane's direction.

                                   GEORGINA
                             (whispering)
                         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.

                                   FETTES
                         Excuse me, Dr. MacFarlane --

                                   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.

                                   FETTES
                             (protesting)
                         But, Doctor, I only wanted to speak
                         to you --

                                   MACFARLANE
                             (interrupting)
                         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.

                                   GEORGINA
                         Are you a doctor, too?

                                   FETTES
                         Not yet.

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

               Fettes smiles.

                                   FETTES
                         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?

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

                                   FETTES
                         Why, yes.

                                   GEORGINA
                         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.

                                   FETTES
                         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.

                                   MACFARLANE
                         Child seems to take to the lad. 
                         What sort of an accident was it,
                         Ma'am?

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

                                   MACFARLANE
                         How long ago?

                                   MRS. MARSH
                         Three years.

                                   FETTES
                             (calling from the other
                              room)
                         Dr. MacFarlane --

                                   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.

                                   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
                              hand)
                         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?

                                   MACFARLANE
                         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
                             (eagerly)
                         And you will try -- you will
                         operate?

               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.

                                   MACFARLANE
                         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
                         hope.

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

                                   MACFARLANE
                         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 --

                                   MACFARLANE
                         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?

                                   MACFARLANE
                         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.

                                   FETTES
                             (shyly)
                         I'm afraid I'll have to give up
                         medicine, Dr. MacFarlane.

                                   MACFARLANE
                             (booming)
                         You're made for a doctor, young
                         man!

                                   FETTES
                         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 --

                                   MACFARLANE
                             (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 --

                                   FETTES
                         I thought only the best students
                         were made assistants.

                                   MACFARLANE
                         Well? And are you not a good
                         student?

                                   FETTES
                             (getting the idea)
                         But Richardson?

                                   MACFARLANE
                         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.

                                   MEG
                         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
                         assistant?

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

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

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

                                   MEG
                             (thoughtfully)
                         Aye -- 

                                   MACFARLANE
                         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
                              hand)
                         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.

               INT. ANATOMY ROOM -- LATE AFTERNOON

               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
               pleasure.

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

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

                                   MACFARLANE
                             (lightly)
                         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 --

                                   JOSEPH
                             (meekly)
                         Yes, Doctor -- yes.

                                   MACFARLANE
                         -- 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.

               INT. THE ALCOVE -- LATE AFTERNOON

               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
               baize.

               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.

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

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

               The CAMERA BEGINS TO DOLLY SLOWLY TOWARD them.

                                   MACFARLANE
                         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
               CAMERA CONTINUES TO TRUCK SLOWLY TOWARD the curtain.

                                                       SLOW DISSOLVE

               EXT. GREYFRIAR'S KIRKYARD -- NIGHT

               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
               him.

               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.

                                   GRAY
                         Here -- give me a hand -- this is
                         heavy.

               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.

                                   FETTES
                             (trying to remember his
                              manners)
                         I'm Donald Fettes.

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

                                   FETTES
                         Mr. Gray?

                                   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.

                                   FETTES
                         Dr. MacFarlane said I should pay
                         you --

                                   GRAY
                             (interrupting)
                         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)
                             (pointing)
                         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
                         name.

               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.

                                   FETTES
                         Good night, Mr. Gray.

               As the door Gray tips his hat elegantly to Fettes.

                                   GRAY
                         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
               abruptly.

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

                                   MACFARLANE
                         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
               door.

                                   FETTES
                         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.

                                   FETTES
                         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)
                             (angrily)
                         I suppose this was your doing,
                         Richardson.

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

                                   JOSEPH
                         Mr. Fettes --

               Fettes looks over at him.

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

                                   FETTES
                         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.

               INT. MACFARLANE HALLWAY -- DAY

               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.

                                   MEG
                         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.

                                   MEG
                         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
                         nothing.

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

                                   MRS. MARSH
                             (rising)
                         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.

                                   FETTES
                         You asked to see me, ma'am?

                                   MRS. MARSH
                             (impulsively)
                         I want you to help my little girl.

                                   FETTES
                         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.
                         MacFarlane.

                                   FETTES
                         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?

                                   FETTES
                         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 --

                                   FETTES
                             (very much moved)
                         Of course I will.

               Mrs. Marsh smiles at him.

                                   MRS. MARSH
                         Georgina was right.  You are a kind
                         man.

               She extends her hand and Fettes takes it.

                                   FETTES
                         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.

                                   MACFARLANE
                             (enthusiastically)
                         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.
                             (jocularly)
                         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
               up.

                                   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
                              pocket)
                         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,
                         Richardson.

                                   RICHARDSON
                         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
               Richardson.

                                   MACFARLANE
                         What did you say?

                                   RICHARDSON
                         I was making a joke, sir.

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

               He turns abruptly away and starts toward the stairs.

                                   GILCHRIST
                             (to Richardson)
                         What did you say to His Imperial
                         Highness?

                                   RICHARDSON
                         Nothing but a merry word about
                         Burke and Hare --

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

               Richardson shrugs.

                                                       DISSOLVE

               EXT. GREYFRIAR'S CHURCHYARD -- DAY

               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
               him.

               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.

                                                       DISSOLVE

               INT. MACFARLANE'S STUDY -- LATE AFTERNOON

               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.

                                   MACFARLANE
                         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.

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

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

                                   FETTES
                         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.

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

                                   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.

                                   MACFARLANE
                         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?

               Fettes nods.

                                   FETTES
                         But this woman -- and her son --

                                   MACFARLANE
                         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
               sides.

                                   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
                              closely)
                         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.

               EXT. EDINBURGH STREET -- NIGHT

               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.

               EXT. HOBBS PUBLIC HOUSE -- NIGHT

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

               INT. HOBBS PUBLIC HOUSE -- NIGHT

               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.

                                   MACFARLANE
                             (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
                         MacFarlane?

               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.

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

                                   MACFARLANE
                         Don't call me that confounded name.

                                   GRAY
                             (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.

                                   MACFARLANE
                             (coldly)
                         Mr. Fettes and I have professional
                         matters to discuss.

                                   GRAY
                         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
                         friend.

               MacFarlane shrugs.

                                   MACFARLANE
                         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.

                                   GRAY
                         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
                         order.
                             (as the waiter comes up)
                         We'll have a bowl of hot punch and
                         a cut off the loin from that fine
                         porker.

               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.

                                   MACFARLANE
                         I will not have you use that name
                         to me.

                                   GRAY
                         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.

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

                                   MACFARLANE
                         I remember her.

                                   FETTES
                         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.

                                   MACFARLANE
                         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.

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

                                   MACFARLANE
                         Afraid of what?

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

                                   MACFARLANE
                         I am the best man for the job.

                                   GRAY
                         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,
                         Toddy.

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

                                   GRAY
                         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.

                                   MACFARLANE
                         I'll not do it, Gray.

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

                                   MACFARLANE
                         No.

                                   GRAY
                         Maybe there's some private reason
                         between you and me which will make
                         you -- some long lost friend of
                         ours.
                             (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.

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

                                   GRAY
                         That's a good boy, Toddy.

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

                                   MACFARLANE
                         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.

                                   GRAY
                         Toddy hates me.

                                   MACFARLANE
                             (muttering)
                         Don't call me that confounded name,
                         I tell you.

                                   GRAY
                         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
               bread.

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

                                   FETTES
                             (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.

                                   GRAY
                         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?

                                   FETTES
                         Yes.

               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
                              words)
                         -- 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.

                                   FETTES
                         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
                             (sincerely)
                         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.

                                   GEORGINA
                         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
               chair.

                                   FETTES
                         Hear him?

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

                                   FETTES
                             (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.

                                   GEORGINA
                             (disappointed)
                         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.

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

                                   GEORGINA
                         He was a nice horse.

                                   FETTES
                         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.

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

                                   FETTES
                         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.

                                   FETTES
                         Aye, but I still wonder how much.

                                   GEORGINA
                             (with dreadful sincerity)
                         I want it --

                                   FETTES
                         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
                         well.

               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

               INT. MACFARLANE'S LIVING ROOM -- DAY

               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.

                                   MEG
                             (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.

                                   MACFARLANE
                         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.

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

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

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

               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.

                                   MACFARLANE
                         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.

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

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

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

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

                                   FETTES
                         But you did promise.

                                   MACFARLANE
                         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
                         "subjects"?

                                   FETTES
                         Wilmont used up the last spinal
                         section.

                                   MACFARLANE
                         You see, it is completely out of
                         the question.

                                   FETTES
                             (very disappointed)
                         Yes, I suppose so.

                                   MACFARLANE
                         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.

                                   FETTES
                         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?

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

                                   FETTES
                         I only want his address.

                                   JOSEPH
                         He lives in the Westport --

               Fettes nods.

                                   JOSEPH (cont'd)
                             (in a last desperate
                              effort)
                         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.

                                   FETTES
                         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.

               EXT. GRAY'S DWELLING AND STABLE -- NIGHT

               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.

                                   GRAY
                         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?

                                   FETTES
                         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"?

                                   GRAY
                             (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
                         guarded.
                             (pausing)
                         But I would not like to say that it
                         would be impossible to get a
                         "subject".

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

                                   FETTES
                             (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.

                                   GRAY
                         I fear he may have to.

                                   FETTES
                         But can't you give me any idea?

                                   GRAY
                         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.
                             (sighing)
                         But he must wait and see as the
                         children do.

                                   FETTES
                         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.

                                   GRAY
                         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 --

                                                       DISSOLVE

               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.

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

                                   FETTES
                         Good.

               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
                         fairly.

               Gray looks at him with a cold, hard look.

                                   GRAY
                         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
               shudders.

                                                       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.

                                   MACFARLANE
                             (heartily)
                         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.

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

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

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

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

               MacFarlane shrugs.

                                   MACFARLANE
                         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.

                                   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
                         singing.

               He points to her temple.  MacFarlane looks down.

                                   MACFARLANE
                         Well --

                                   FETTES
                         Gray killed her.

                                   MACFARLANE
                         We can't be sure of that.

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

               MacFarlane studies him for a long moment.

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

                                   FETTES
                         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.

                                   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 --

                                   FETTES
                         I can't believe that.

                                   MACFARLANE
                         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.

                                   FETTES
                         But, I didn't ask him to kill.

                                   MACFARLANE
                         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
                         dissection.

               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

               INT. MACFARLANE'S LIVING ROOM -- DAY

               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.

                                   MEG
                             (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.

                                   MEG
                         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.

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

                                   FETTES
                         Wait, Doctor -- wait!  The child's
                         fainting.

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

                                   MACFARLANE
                         Give her some brandy if you want.

               Fettes shakes his head.

                                   FETTES
                         She's unconscious.

                                   MACFARLANE
                         Pulse?

                                   RICHARDSON
                         Slow -- but not too alarming.

                                   MACFARLANE
                         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 --

                                   RICHARDSON
                             (softly; but with feeling)
                         Bravo!

                                   MACFARLANE
                             (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.

                                   JOSEPH
                         Doctor --

               MacFarlane wheels around.

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

                                   JOSEPH
                         Mr. Gray --

                                   MACFARLANE
                         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.

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

                                   MACFARLANE
                         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.

                                   GRAY
                             (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.

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

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

                                   GRAY
                         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.

                                   JOSEPH
                         I would like to speak to you.

               Gray looks at him.

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

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

                                   GRAY
                         What did you hear?

                                   JOSEPH
                         I know --

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

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

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

                                   FETTES
                         Good morning.

               INT. ANATOMY ROOM -- DAY

               The doctor turns as Fettes comes in.

                                   FETTES
                         I just saw Gray.  What was he
                         laughing at?

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

                                   FETTES
                         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.

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

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

                                   MACFARLANE
                         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.

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

                                   MACFARLANE
                             (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.

                                   FETTES
                         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.

                                   GEORGINA
                         I can't.

                                   MACFARLANE
                             (thundering)
                         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
                         right.

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

                                   MACFARLANE
                             (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
               gesture.

                                   MACFARLANE (cont'd)
                             (trying to control
                              himself)
                         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
                         it.

               Georgina shakes her head.

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

               Georgina lifts herself up by her hands to a semistand