FOR EDUCATIONAL USE ONLY

UNTITLED

Cameron Crowe December, 1998

UNTITLED

1 comes hear only written sound of as we

FADE IN A close-shot of a yellow legal tablet. into frame, holding a pencil. A young hand

For a few moments, we

the soft scratching of pencil on paper, as credits are in a series of dissolves. The hand carefully erases and corrects an error or two along the way. And then the an old friend... the warm crackle of a vinyl record... now hear Alvin and the Chipmunks' "Christmas Song."

2 Behind of the wind

EXT. PACIFIC OCEAN -- DAY A lone palm tree rises up into a yellow afternoon sky. it, the sparkling blue of the Pacific Ocean and the city San Diego. A dry, hot Southern California day. Even

is lazy, and a little bored. 3 EXT. NEIGHBORHOOD SHOPPING CENTER - DAY Santa Claus wears shorts and sandals, ringing a bell as collects for the Salvation Army. Southland. This is Christmas in Just a

3 he the pleasantly

No snow, no winter wonderland.

thick heat and an unchanging season, as music continues. 35. Turning the corner, walking into frame is ELAINE MILLER,

She is a tall woman, consumed by the fevered conversation she's Having with her pale young son WILLIAM, late pre-teens. They the glittering intellectual affixing MERRY... stand apart from the other shoppers. All around them is

highly-charged salesmanship of the season... silver fake Christmas trees. She hurries her son through the commercial juggernaut, continuing their lively conversation, when something stops her. letters to a store-front. A Workman is

He has already placed the

always

now he's finishing the XMAS.

Elaine is strong, but

pleasant, always clear about her purpose in this life. ELAINE Excuse me, I'm a teacher. There is no word in The English Language -- "Xmas." It's either Merry Christmas... or Happy Holidays. turns shrugs The Workman nods thanks, with faux appreciation, as Mom away. The Workman shares a look with William, who

that's my Mom. TITLE: 1969 4 4 EXT. MINI-TRACT CONDO COMPLEX -- DAY

with without Girl. nonchalance 5 5 her cutlets. kitchen curious

This is the new professional-class. It's a mini-condo community. Rows of Spanish-styled three-bedroom houses common walls. Move in on one of these homes, the one At the door is a furtive 15 year-old

Christmas lights.

She checks her cheek, straightens her hair. She hides something under her coat, and gathers the proper to enter. Music fades.

INT. KITCHEN -- DAY We now hear the dialogue between this lively Mother and son, as she cooks a pan full of soy-based health-food The meal simmers unappetizingly in the pan. we see William. Across the

He's a great listener, with a calm and

face that takes everything in. - so Livia WILLIAM

ELAINE -- killed everyone off so her son Tiberius could inherit the throne. (thoughtful pause) Just like Nixon. William nods, intrigued. The He has a good disposition.

brings door, chimes.

world of knowledge engages him, and he loves what it out in his Mom. There is a small clatter at the front

as the girl we've just seen enters, barely brushing some She silently curses herself. ELAINE (cont'd) Anita, is that you? Hey Mom! ANITA'S VOICE I already ate.

William 6

Mom moves to the living room to greet William's sister. peers into the next room.

6 catches alluring

INT. LIVING ROOM -- DAY She's almost to her bedroom down the hall when mom her. We now discover ANITA, 16, up-close. She is an

young Natalie Wood, with a suspicious and sunny smile. You sure? ELAINE I'm making soy cutlets.

girl.

The words "soy cutlets" sends a small shiver through the ANITA Already ate.

I'm fine. as curious

William stands in the doorway now, watching, monitoring, Mom moves closer to his sister. about her daughter. Wait. ELAINE You've been kissing. She sees something

ANITA (too quickly) No I haven't. ELAINE (peering at her lips) Yes... yes, you have... ANITA No I haven't. ELAINE

Yes you have.

I can tell.

ANITA (boldly) You can't tell. carefully. Mom steps closer and examines the lips even more To her, everything is a quest for knowledge. ELAINE Not only can I tell, I know who it is. It's Darryl. herself herself Anita is stunned silent. She turns slightly to look at

in a hall mirror, searching for clues, implicating immediately. ELAINE (cont'd) And what have you got under your coat? This is the booty Anita didn't want to give up. Mom

picks at jacket. Bookends.

the corner of an album cover now visible under her She withdraws the album. It's Simon and Garfunkel's ANITA (busted) It's unfair that we can't listen to our music! ELAINE (weary of the issue) Honey, it's all about drugs and promiscuous sex. ANITA Simon and Garfunkel is poetry! ELAINE Yes it's poetry. It's the poetry of drugs and promiscuous sex. Look at the picture on the cover... CLOSE ON BOOKENDS ALBUM COVER

faces on Garfunkle

Mom's fingers at the edges.

We examine the insolent Even Simon and

Richard Avedon's classic album cover.

look guilty under her scholarly inspection. ELAINE (cont'd)

... honey, they're on pot. ANITA First it was butter, then sugar and white flour. (beat) Bacon. Eggs, bologna, rock and roll, motorcycles. Nearby, William squirms as he watches the gently escalating silently conversation. Anita glances at her brother. She can't. He

urges her to downshift.

ANITA (cont'd) Then it was celebrating Christmas on a day in September When you knew it wouldn't be "commercialized." ELAINE That was an experiment. understand But I

ANITA What else are you going to ban? ELAINE Honey, you want to rebel against knowledge. ELAINE (cont'd) I'm trying to give you the Cliff's Notes on how to live in this world. ANITA (simple and direct) We're like nobody else I know. These are the words that sting Mom most. ELAINE I'm a teacher. Why can't I teach my own kids? (pats chest) Use me. ANITA Darryl says you use knowledge to keep me down. He says I'm a "yes" person and you're trying to raise us in a "no" environment! ELAINE (immediately, can't help it) Well, clearly, "no" is a word Darryl

doesn't hear much. Nearby Anita gasps. Ever the peacemaker, William weighs in.

is a poster - "No More War." Mom -WILLIAM

ELAINE Everything I say is wrong. ANITA I can't live here! William hates you! WILLIAM I don't hate her. ANITA (to William) You don't even know the truth! William looks vaguely confused. ELAINE Sweetheart, don't be a drama queen. Anita takes a breath and then out of her mouth comes the strangled-sounding words of a kid swearing at her parent for the first time. Feck Hey! William, you! ANITA All of you! ELAINE Elaine turns to I hate you! Even

Anita runs down the hall to her room.

relating to him more as a fellow parent than a child. ELAINE (cont'd) Well, there it is. Your sister using the "f" word. WILLIAM I think she said "feck." ELAINE (sputtering) What's the difference? WILLIAM (encouraging) Well. The letter "u"...

Shot moves in on the kid, as we hear the opening strains of 7 7 looking mirror. the some delivered the kid Music continues. Shot moves along a row of very matureThe Moody Blues' "Nights in White Satin." INT. SCHOOL DANCE/GYMNASIUM BATHROOM -- NIGHT

male teenagers, examining themselves in the bathroom There's the kid with a very mature-looking moustache, proudly sporting full-blown hormonal acne (he slaps on Hai Karate), the guy to whom puberty has already

face of an adult, complete with long jutting sideburns... and then a blank space at the mirror, as the shot moves down, down, down to find William. He is so much younger, without a zit in sight. Puberty is so very distant on his horizon. 8 mucheven and down. alluring them. 8 INT. DANCE -- NIGHT -- UNDER-CRANKED Song continues as we see William's perspective of these older looking kids. Girls now are visible, and they are They flirt

more mature than the boys we've just seen.

glow, arms trailing across the shoulders of the boys. Whispering in each other's ears, none of them looking It's a troubling experience, to be this close to the world of older teenagers... and to be so invisible to VOICE (O.S.) Are you really in our grade?

INT. JUNIOR HIGH LOCKER ROOM -- DAY VOICE (louder) Are you really in our grade? William turns to see tall, adenoidal TIM TOBIN. The

most mature loud

looking kid we've seen yet, he challenges William in a

Dolls, just

theatrical tone.

It is a voice right out of Guys and

which incidentally is the school play in which Tobin had starred. William answers in a respectful voice. desperate for acceptance. WILLIAM Yeah. TOBIN Hey guys! Check it out! doesn't have any pubes! William He is

He has

Others now begin to gather around, examining William. never been more naked. GUY # 1 How old are you man? TOBIN He's not a man, he's a little baby kid. He Doesn't even get zits yet. GUY # 2 How come you don't have any hair down there? TOBIN (in loud, funny voice) Where are your pubes???!! Their voices echo off the tiled walls. Now everyone is

watching

the hairless William. Yeah.

He is confused by their meanness.

GUY # 2 Where are your pubes? The kid's

mental attitude, what could

All eyes are on him, waiting for a response. wheels turn frantically.

And from somewhere comes an

a swagger, and somehow the perfect line arrives from only be a merciful deity. WILLIAM (cool, dismissive) I had 'em. I shaved 'em off.

it works. of these

It is a new persona for the kid -- the witty guy.

And

Guy #2 cracks up, then others. William's new accuser is suddenly surrounded by the impressed gales of laughter

Tobin stares 10

older boys.

Others turn away, on to other things.

at William, and then also turns away. 10 INT. FAMILY CAR -- DAY William jumps into the backseat of the white Ford Country Sedan continues station wagon, carrying books. ("See ya pubes!") Mom

driving William and Anita home from school. ELAINE (cheerfully, by rote, to William in back) Put on your seatbelt. I don't want you flying through the windshield. Anita examines her own un-fastened seatbelt, which Mom

hasn't

noticed. WILLIAM We got our annuals today -ELAINE (cheerful, automatic) "Received" your annual. WILLIAM (looking at his photo) I look so much younger than everyone else. ELAINE Enjoy it while you can.

longer.

Camera drifts from Mom to Anita, who can take it no ANITA It's time.

Mom.

ELAINE (pleasant, pointed) Can this wait until we get home? ANITA Mom, pull over. Tell him the truth. Tell him how old he is. irritation. Mom pulls over, and stares straight ahead with deep ELAINE (as in "be quiet")

He knows how old he is. ANITA The other kids make fun of him because of How young he looks. Nobody includes him. They call him "The Narc" behind his back... WILLIAM They do? ELAINE What's a "Narc?" ANITA (bleeding for her brother) A Narcotics Officer! ELAINE Well what's wrong with that? WILLIAM (ever the peacemaker) Come on you guys. It's no big deal. I'm 12. It's okay. She skipped me a grade, it's okay. Big deal. I'm a year younger. They're 13, I'm 12 -(beat) Aren't I? Their silence is eloquent. ELAINE (confessing, in a rush) I also put you in first grade when you were five and never told you. WILLIAM (trembling) So... I'm... how old? now A heavy quiet. She and his sister ignore him, as they

debate the subject with each other. ANITA You lied to him! You make such a big deal about the truth and you lied! ELAINE (that one hurts) He never asked. ANITA What -- like he's going to ask if he's as old as he thinks he is? Don't you

realize, this is going to scar him forever? ELAINE Honey... sweetheart... don't be Cleopatra. We have to be his mother and his Dad. ANITA You put too much pressure on him! WILLIAM (apprehensive) How... old... ANITA And when he rebels in some strange and odd way, don't blame me. WILLIAM ... am I? ELAINE (matter of fact) I skipped you an extra grade. eleven.

You're

WILLIAM (horrified, voice crackling) ELEVEN? He looks at his body, the information affects him physically. begins car. ELAINE So you skipped fifth grade. There's too much padding In the grades. I taught elementary school. 5th grade unnecessary. Nothing happens in the 5th grade. All Teachers know it, no one talks about it. WILLIAM (still in shock) E - leven. ELAINE And you skipped kindergarten because I taught it to you when you were four. WILLIAM (still horrified, looking at his body) New sounds come from way down deep inside. speed-rapping, trying to stem the leak. Mom now

She starts the

This explains... so much... ANITA You've robbed him of an adolescence! ELAINE Adolescence is a marketing tool. ANITA He's got no "crowd"... no friends... WILLIAM Okay! of a Anita reaches out to her brother. saint, she offers this: ANITA Honey, I know you were expecting puberty. You're just going to have to shine it on for a while. Deeply embarrassed, William shrinks down in the seat. Mom and monitors his face constantly. yes, inspiring: ELAINE Who needs a "crowd?" You're unique. You're two years ahead of everybody. Take those extra years and do what you want. Go to Europe for a year! Take a look around, see what you like! Follow your dream! You'll still be the youngest lawyer in the country. Your own great grandfather practiced law until he was 93. Your dad was so proud of you. He knew you were a pronominally accelerated child. ANITA What about me? ELAINE (heartbroken, can't help herself) You're rebellious and ungrateful of my love. ANITA Well, somebody's gotta be normal around here! WILLIAM (blinking, still can't believe it) She is raw and sincere... With the compassion

Eleven. 11 of face Simon 12 12 playing Anita stands in the living room. on the stereo. ANITA I want to play you a song that explains why I'm leaving, and try to listen. ELAINE We can't talk? We have to listen to rock music? 13 DARRYL, suitcases with William's (Their house 13 EXT. FRONT LAWN -- DAY William watches sadly. Anita's good-looking boyfriend The song continues 11 INT. WILLIAM'S BEDROOM -- DAY William finishes the last of many candy bars. wrappers sit just below the mirror. hopefully for zits. Nothing coming. A mound

He examines his We begin to hear

and Garfunkel's "America." INT. LIVING ROOM - DAY

a dead ringer for young Stephen Stills, loads her into a large turqouise Chevy. plastic stick-on flowers. life. The suitcases are adorned All coolness is leaving

Mom watches nearby, worried and helpless.

is more austere, less "fun" than the other front lawns.) WILLIAM Take good care of her in San Francisco, man. Darryl gives the kid a sub-human look. He's invisible,

too

young to converse with. ELAINE How can she leave such a loving family?

William,

Anita turns and heads towards them.

She focuses on

very of the

placing her hands on his young shoulders.

Her face is

close to him now, as she delivers this sage prediction future. ANITA One day you'll be cool. He nods stoically, hopefully. He is utterly lost. She

leans

forward and whispers in his ear. ANITA (cont'd) Look under your bed. It'll set you free. Anita shakes hands with Mom, and exits. As the car

takes off: ELAINE She'll be back. In the distance we hear the whoop of her daughter. ANITA YEAHHHHH-HOOOOOOOO. ELAINE Maybe not soon... William watches wistfully. mother. fearful 14 14 of her for 15 Anita looks back at the receding American Gothic-image mother and brother. him. 15 a unzips the Fire... Sister waves to brother. She feels She pulls him closer. face. INT. DARRYL'S CAR - DAY He moves away from his

Shot moves in on his slightly

Music now shifts to The Who's "Sparks."

INT. BEDROOOM -- NIGHT William locks the door. He reaches under his bed. It's He

black leatherette travel bag, with tartan design. the bag -- it's filled with albums. amazing, subversive cache of music.

He flips through Cream's Wheels of

Rolling Sounds... Mother's of Zeppelin... and

the seminal Bob Dylan bootleg Great White Wonder... the Stones' Get Yer Ya Ya's Out... The Beach Boys' Pet Abraxas by Santana... Jethro Tull's Stand Up... The Invention's We're Only In It For The Money... Led

Crosby, Stills and Nash... Miles Davis' Bitches Brew... The Who's Tommy... with a note taped to it. ANITA (V.O.) "Listen to Tommy with a candle burning and you will see your entire future..."

see him

The heady effect of all these albums registers, as we lighting a candle. TITLE: 1973

DETAIL SHOT OF NOTEBOOK the with BANGS. 16 16 William, now 15, sits in class with book, Adventures in Journalism. His hair is shoulder-length. A dedicated teacher, 17 17 from of the 18 William presses the food machine button, pulls an orange a vending container. He still looks younger than most PATRICIA DEEGAN, walks the aisles. EXT. FOOD MACHINES - DAY Music continues. A blue school notebook, with ballpoint pen renderings of names of groups like the Who and Led Zeppelin, complete carefully drawn thunderbolts. INT. JOURNALISM CLASS -- DAY Also, the name LESTER

students... and these days, especially the girls. 18 He reads of Creem EXT. LUNCH COURT -- DAY William sits apart from all the others, under a tree. intently, happily, as he eats the orange. Magazine. Music continues. It's a copy

CLOSE ON PHOTOS IN MAGAZINE and Jethro Young, Rock Royalty front of ringlet-hair Japanese oneTownsend Camera moves across the photos, catching the expressions fashions of the rock heroes of the day. Ian Anderson of Neil

Tull, eyes wide and hair flying as he plays flute. enigmatic with perfectly patched Levis.

The Southern

of The Allman Brothers Band, posing and laughing in massive stacks of amps. backlit by stage lights. Marc Bolan of T. Rex, his David Bowie in skin-tight Pete

piece attire, onstage with The Spiders From Mars. of the Who, slashing windmill-style at his guitar. Drift down to a by-line - by Lester Bangs.

19 Everybody their friendly and removing

19

EXT. PARKING LOT - DAY William walks through the parking lot after school. now congregates around the new arrival of their lives own cars. Arms suddenly clap William on the back, He takes a few steps

faces smile strangely, laughing.

looks up to see... a school official is hurriedly something from the high-school marquee. HIGH-SCHOOL MARQUEE which reads: WILLIAM MILLER IS TOO YOUNG TO DRIVE (OR

FUCK) face 20 All are laughing. goes slack. 20 He laughs with them, and turns as his

He shrugs, marches on.

EXT. DOWNTOWN SAN DIEGO RADIO STATION -- DAY The song we've been listening to is ripped off the

turntable by proclaiming the

a highly-active man in a red promotional t-shirt

greatness of The Guess Who. He is a ferocious, lumbering, musicdriven presence, and he fills this small radio studio to the

God of a with longthrough a side person on is small

very brim.

This is LESTER BANGS, 25, the rarely-seen A Disc-jockey

then new art-form -- Rock Journalism. long hair watches helplessly. glass window.

William views all this

He stands on the corner of a downtown He is the only Reveal that he

street, halfway up a steep incline.

the streets this early Saturday morning.

watching a live radio show, audible to us through the p.a. speaker overhead. DISC-JOCKEY Quite an honor to have the World's Greatest Rock Critic... and editor of Creem Magazine, back Home in San Diego for a few days -- Lester Bangs. LESTER BANGS What is this hippie station?! Where's Iggy Pop? Don't you have a copy of Raw Power?! DISC-JOCKEY Lester, isn't it a little early for this? Bangs searches for the album -- vinyl flying everywhere

now,

with no regard for album jackets. BANGS Found it!! 21 EXT. RADIO STATION -- DAY William watches intently. Bangs thuds the needle onto a

21 copy the

of Raw Power.

We're rewarded with a blast of Iggy and A closer shot on Lester does

Stooges' "Search and Destroy."

William now an Iggy cannot the 22 22

watching the whirlwind of anarchy inside.

Pop impression, acting out a story for the d.j. that we hear, never noticing the kid soaking in everything from other side of this double-glass window. EXT. RADIO STATION -- DAY -- LATER

Bangs walks with William on this sharply inclined San Diego about his and looking he street. It's early, the streets are silent. Bangs is

fifteen beer pounds overweight.

His jeans are loose,

paleness and messy moustache an emblem of the long days nights spent writing. guy. In there somewhere is a good-

His hands are thrust deeply into his pockets, and

takes big sweeping steps. BANGS So you're the one who's been sending me those articles from your school newspaper WILLIAM I've been doing some stuff for a local underground paper, too. BANGS What are you like the star of your school? WILLIAM They hate me. BANGS You'll meet them all again on their long journey to the middle. The kid nods, they walk. BANGS (cont'd) Well, your writing is damn good. It's just a shame you missed out on rock and roll. I did? Oh yeah. Over? WILLIAM BANGS It's over. WILLIAM

BANGS Over. You got here just in time for the death rattle, the last gasp, the last grope. WILLIAM

Well. It's issue, he

At least I'm here for that.

Bangs looks at the much smaller kid, shaking his head. too late for newcomers. doesn't mention it. But if the kid's age is an

Like a machine-gun:

BANGS What do you type on? WILLIAM Smith-Corona Galaxis Deluxe. BANGS You like the new Lou Reed? WILLIAM (automatic) The early stuff. The new stuff, he's trying to be Bowie, he should be himself. I'm not a big Lou man. BANGS Yeah, but if Bowie's doing Lou, and Lou's Doing Bowie, Lou's still doing Lou. WILLIAM (standing his ground) If you like Lou. Take drugs? No. BANGS Smart kid. I used to do speed and sometimes Nyquil and stay up all night writing and writing, like 25 pages of dribble about, you know, the Guess Who, or Coltrane, just to write, you know, with the music blasting... Me too. oddest laugh, the kid, a WILLIAM The writing part... BANGS WILLIAM

For a moment, the serious demeanor dissolves and the thing happens. Bangs laughs. It's an odd and charming It surprised

the kind a tough guy keeps well-hidden. who smiles back.

Bangs stops at the corner, and offers

pleasant but very final nod of the head. BANGS Well, alright. It's been nice to meet you. I'll see you around. Keep sending me your stuff. Okay. WILLIAM See you.

BANGS I can't stand here all day talking to my many fans. WIDE SHOT - SOLITUDE morning. deserted sight. 23 23 face William listens intently as Lester eat a sandwich. is an open book filling with words. BANGS -- so anyway, you're from San Diego and that's good. Because once you go to L.A., you're gonna have friends like crazy but they'll be fake friends, they're gonna try to corrupt you. The publicists! The bands! You got an honest face, they're gonna tell you everything. But you CANNOT make friends with the rock stars. The kid takes out a green collegiate notebook and gestures -can I make a note? Bangs nods. His But neither have anywhere to go on this early downtown They stand for a beat, hands in pockets, on this street. They are alone together, there's nobody else in

INT. DINER -- DAY

BANGS (cont'd) Cannot make friends with the rock stars. (savage bite) That's what's important. If you're a rock journalist, a true journalist -- first you will never get paid much. But you will get free records from the record company. The kid's eyes widen. his brutal compassionate Bangs, in direct conflict with

writing style, is looking suspiciously like a

softie. BANGS (cont'd) And they'll buy you drinks, you'll meet girls... they'll try to fly you places for free.... offer you drugs... I know. It sounds great. But they are not your friends. These are people who want you to write sanctimonious stories about the genius of the rock stars and they will ruin rock and roll and strangle everything we love about it. Privately, William thrills. great to of him. them. We. Our. It all sounds

He listens to the grouping of the words, every one He madly scribbles. BANGS (cont'd) They are trying to buy respectability for a form that is gloriously and righteously -

The kid leans forward as Lester finds the right word. BANGS (cont'd) - dumb! And you're smart enough to know that. And the day it ceases to be dumb is the day it ceases to be real. Right? And then it will just Become an Industry of Cool. WILLIAM ... Industry... of... cool... BANGS And that's what they want! And it's happening right now. I'm telling you, you're coming along at a very dangerous time for rock and roll. The war is over. They won. 99% of what passes for rock now... SILENCE is much more compelling. It's over. I think you should turn around and go back and be... a lawyer or something... but I can see from your face that you won't. I can pay you thirty-five bucks. Gimme a thousand words on Black Sabbath. WILLIAM (attempting cool) An assignment. LESTER Yeah. And you should build your reputation on being honest... and

unmerciful. WILLIAM (writing in notebook) Honest... unmerciful... BANGS And if you get into a jam -- call me. I stay up late. he collegiate sit silence. 24 24 looks feels generation. Mom drives William to the San Diego Sports Arena. out the window at the adrenalized concert-goers. protective not just of her son, but an entire William goes over his questions for Black Sabbath. ELAINE Look at this. An entire generation of Cinderellas and there's no slipper coming. William looks out the window at the sign: TONIGHT - SOLD OUT BLACK SABBATH with special guest Stillwater. WILLIAM You can drop me off here. ELAINE Black. Sabbath. Just remember - you wanted to be Atticus Finch in To Kill a Mockingbird. The kid doesn't answer. questions. ELAINE (cont'd) As long as I know this is just a hobby, I'll go along with it. WILLIAM All I have to do is listen. what Lester Bangs said. That's He silently goes over his She She Bangs reaches across the table, and William watches as scribbles his number on the back of the kid's green notebook. The notebook has just become valuable. They

together, listening to the beautiful and compelling INT. FAMILY CAR -- NIGHT

ELAINE (dryly) I'll be waiting right here at eleven 'o clock sharp. If you get lost, use the family whistle. He unhooks his seatbelt, stuffs his questions into an orange canvas shoulder-bag and exits. Elaine watches her son disappearing into the stony rockconcert the family crowd. It's a windy night. Everything about this image troubles her. She fights with herself, and then uses whistle immediately. He turns.

ELAINE (cont'd) (sweetly, too loud) Don't take drugs!! sound her Fifteen concert-goers turn around instinctively, at the of a Mother, and then identify William as the object of concern. All around him, we hear: HAPPY CONCERT GOERS Don't take drugs!! He winces, nods and moves forward. the open 25 25 steel wheezes Arena's enter, those few everything The kid tromps down the steep incline leading to a small backstage arena door. He rings the buzzer. The door windows of many other cars. EXT. SAN DIEGO SPORTS ARENA BACKSTAGE RAMP -- NIGHT Music echoes from

open to reveal the keeper of the San Diego Sports backstage list. Famous to all those who attempt to

this is SCOTTY. He is a wiry, humorless man for whom powerlessness is the theme of his life -- except for hours he controls the list. Scotty is only forty but

about him screams that he's an angry sixty. WILLIAM Hi. I'm William Miller and I'm here from Creem Magazine to interview the band Black Sabbath.

Scotty, immediately suspicious, moves to a nearby podium and the snaps through three clipboard pages. door and grabs the handle. SCOTTY Not on the list. silently for They rings bag. He shuts the door with finality. The kid stands He moves back to

a moment. He looks over his shoulder, at two chattering Groupies watching his dilemma from the top of the ramp. look at him sympathetically, but he turns away. William

the buzzer again, withdrawing a copy of Creem from his The door opens. WILLIAM Sir, I'm a journalist, and here's a copy of the magazine. The magazine hangs in mid-air. SCOTTY You're not on the list. Go to the top of the ramp with the girls! Slam. William stands there for a moment. Unsure of Rejected

what to by disinterest. slowly

do next, he looks back to the top of the ramp. him just moments earlier, the groupies now feign Bracing himself, William rings again. this time.

The door opens

Scotty stands peering at him. WILLIAM (in a rush) What-happens-after-I-go-to-the-top-ofthe-ramp with-the-gi -

Slam. 26 the in the 26

Lock.

EXT. TOP OF SPORTS ARENA RAMP -- NIGHT William inches into the realm of the girls at the top of ramp. The wind whips. It's just him, and two Groupies

their evening best.

They now pretend to barely notice

them. 17 Her turns

young journalist who has been banished to stand with Chattering excitedly, with sophistication far beyond her years, is ESTRELLA. She sports long unruly black hair. Estrella

partner hangs in the shadows, adjusting shoes. to the kid with great disinterest. ESTRELLA Who are you with? WILLIAM (embarrassed to be alive) Me? I'm with myself. ESTRELLA No, who are you with? What band?

WILLIAM I'm here to interview Black Sabbath. (beat) I'm a journalist. I'm not a... you know... light, fur warmth Estrella stares at him. Moving into the parking lot

introducing herself, is a luminous girl in a green fauxtrimmed coat. This is PENNY LANE. There is an inviting

and real interest in the way she asks: PENNY LANE ... you're not a what? WILLIAM (enthralled) Oh... I'm just... not a... you know. PENNY LANE Not a "what"? WILLIAM (charmed) You know. A "groupie." The two girls are deeply insulted by the word. Ohhh! Sorry, I PENNY LANE ESTRELLA WILLIAM

We.

Are not.

"Groupies."

Estrella indicates Penny with great reverence. ESTRELLA This is Penny Lane, man. respect. -- sorry. Behind seems WILLIAM Show some

Penny steps closer, focusing completely on the kid. her, concert-goers throw a few woo-woos their way. not to hear them. PENNY LANE "Groupies" sleep with rock stars because they want to be near someone famous. We are here because of the music. We are Band Aids. ESTRELLA She used to run a school for Band Aids. PENNY LANE We don't have intercourse with these guys. We support the music. We inspire the music. We are here because of the music. William is nodding like a doll in a dashboard window. Listening. ESTRELLA Marc Bolan broke her heart, man. famous. It's She

PENNY LANE It's a long story. I'm retired now. I'm just visiting friends. ESTRELLA She was the one who changed everything. She said "no more sex, no more exploiting our bodies and hearts... " Right. WILLIAM Right.

ESTRELLA "... just blow-jobs, and that's it." WILLIAM Okay. Well, see, now I get the difference.

Shot drifts off him and picks up, out of the darkness, another vicinity just the breathless girl teetering on tall shoes. of 16. She is in the

Her black hair is cropped short and died red, She is POLEXIA,

like the cover of Bowie's Aladdin Sane. voluptuous one, from Riverside.

POLEXIA (the usual greeting) It's all happening. It's all happening. ESTRELLA Polexia!! Did you tell Sabbath we were going to be here? POLEXIA I talked to Dick with Stillwater, I talked with Sabbath. They're all dying to see us. It's all happening. PENNY LANE This is our journalist friend. Journalist Friend, meet Estrella Starr, and Polexia Aphrodisia. And you are -WILLIAM William. Silent beat. His name lands like a thud.

POLEXIA Here comes Sabbath! Ozzy!!! beeps rolls discuss ESTRELLA Tony!!! It's us!!

A long black limo with darkened windows swishes past, twice. inside. The metal backstage gate rises and the limo And then silence again. The girls do not

being rebuffed. ESTRELLA (cont'd) I think I saw Sapphire in there. POLEXIA (can't hold it in any longer) Okay. I was with Ian Hunter all night at Rodney's Last night. Wanna see his spoo? I saved it in a baggie.

inside.

She opens her purse and shows the girls something William edges away. ESTRELLA (peering into purse) I'm really happy he's doing so well. PENNY (regarding what's in purse) Yeah. I know he's such a talented guy. I mean, look at him. Who deserves it more? POLEXIA (looking in purse) Nobody -- he's so sweet. ESTRELLA (with compassion) Don't you just root for him, you know. To go that little distance between good and great? Wait. his. PENNY That's not his. I would know

discreet

A very odd look on his face, William now cranes for a look. What's in that purse?

BAM -- THE BACKSTAGE DOOR OPENS platforms. English. the other, Out steps SAPPHIRE, 19, a tall girl with taller Heavy eye-makeup. Her accent is Texan, with odd traces of In one hand is a half-drained bottle of champagne. a fistful of backstage passes. SAPPHIRE Does anybody remember laugh-tah? (as they turn) Come and GET 'EM! The girls scream and happily head down the ramp to Sapphire. arm hooked down the (The William Penny looks back and grabs William with a well-placed around his. ramp. Keeper He joins the clacking sea of legs moving As Scotty In

Sapphire slaps passes on the girls.

of the Backstage List) watches, Penny now slips

forward for a pass. Oh no. SCOTTY Not this one --

SAPPHIRE (off William) Who brought Opie? The kid looks over his shoulder. PENNY He's with us. SCOTTY (hand blocking William) He wasn't with you. SAPPHIRE (to Scotty) Are you going to turn this into a Thing? SCOTTY All of you can wait outside! the ramp! WILLIAM I don't want to cause a Thing. wait. PENNY (privately, to William) I'll go take care of this. Sadly, they leave him behind. sound of cases... wants then The thundering arena Top of Who's Opie?

I'll

the collecting crowd, the p.a. system blasting Yes' "Roundabout"... purposeful roadies carrying guitar the glimpse of backstage rock and roll... everything he to be a part of is on the other side of this door. it shuts. He stands alone. And

At the top of the ramp, a tour bus unloads. It reads -STILLWATER TOUR 73. Moving loudly out of the bus is the opening members, and band. This is Stillwater. Four road-weary band

their road manager.

Voices booming.

RUSSELL HAMMOND, 27, presses the buzzer with the nose of his star guitar-case. It's obvious from moment one. This is the

late. stretches. him, as

of the band, the charismatic one.

He's tired.

They're

William recognizes him instantly, as the guitarist The buzzer goes unanswered. The kid is invisible to

the others now arrive behind Russell. banging on former newest passes. Tour/band manager DICK ROSWELL, 27, follows, loudly the steel door. He has the flaxen-haired look of a

hippie, but he carries the emblem of a real pro -- the silver Halliburton briefcase covered with backstage His direction is always - forward. DICK Let us in, we're Stillwater! the show!! We're on

under the cover. JEFF

William is surrounded by them now.

They stand together

single lightbulb, familiar faces, a live-action album BEBE the singer, his shiny black hair hanging in sheets head. ED VALLENCOURT the quiet drummer, his long arms

around his hanging

limply at his sides. His is a face made for the background. LARRY TURNER the compact bass-player. Dick now kicks at the door with his foot, as William produces a copy of Creem Magazine. WILLIAM (to Dick) Hi, I'm a journalist. Magazine. away. The enemy! JEFF A rock writer!

I write for Creem He can't give it

Once again, the magazine hangs there.

WILLIAM (struggling forward) I'd like to interview you or someone from the band. DICK (busy, running behind) I'm sorry but could you please fuck off?

sizes

William blinks a little, takes it in stride. him up, moving in the background. Okay. Okay. WILLIAM I could do that.

Russell

JEFF You guys never listened to our records. You're all just frustrated musicians. Do you know what your magazine SAID about us? What was it - "the singer's incessant cater walling distracts From an assault with no clear purpose." LARRY (in background) That was Rolling Stone. RUSSELL Yeah. Okay. Fuck off anyway. play for fans, not critics. Stung, William shrugs. at least thrillingly so. WILLIAM Russell. Jeff. Ed. Larry. (can't help it) I really love your band. I think the song "Fever Dog" is a big step forward for you guys. I think you guys producing it yourselves, instead of Glyn Johns, was the right thing to do. And the guitar sound was incendiary. (gestures with fist) Way to go. He turns and leaves, beginning his long trek back up the ramp. to Russell looks at the others. give up. RUSSELL (good humored, yelling) Well don't stop there. JEFF Yeah, come back here!! The them, Keep going! That kind of love is hard We

It's been a terrible night, but

They wave him back, as the backstage door opens again. kid moves back down the ramp. They herd him in with

squares

through the door. off.

Scotty quickly spots the kid and

him

Russell notes the kid's swirling emotional state, shoves forward. SCOTTY Not this one. RUSSELL He's with us. SCOTTY He's not with you. He's not with them. He's not on the list. He's not coming in. And this is my arena. And furthermore -

to

Russel craves the confrontation and moves forward closer Scotty. SCOTTY (cont'd) - have a good time tonight. to San Diego. Welcome

27 moving DOG,

27

INT. BACKSTAGE HALLWAY -- NIGHT The band moves quickly down the hallway, with William to keep up. A young and grizzled red-haired roadie, RED The band swarms around him.

catches them on the way. Red Dog!

RUSSELL RED DOG We're playing here tomorrow night. JEFF (aside, to the kid) This is Red Dog, the Allman Brothers Band's number one roadie. Russel clamps an arm around Red Dog's neck. RUSSELL How're the guys? RED DOG Havin a ball, man. When we have a party, we have an Allman Brothers Band party. Everybody boogies. Everybody

gets off. It's family, man. We all got These now. (flashes new mushroom tattoo on forearm) We'll see you guys in Boston, right? (specifically to Russell) Dicky and Gregg send you their love. as 28 Camera catches flash of envy on the face of Jeff Bebe, Stillwater sweeps forward into a small dressing room. 28 simply gives away other rock and gets ready INT. DRESSING ROOM -- NIGHT Dressing room activity swirls around him, as William listens. He holds a small microphone. His stoic look As the

little of the full body rush he's experiencing.

band members drift across frame, Russell Hammond, a true roll believer, speaks as he straps on his guitar and for the show. To the kid, every word is reckless gem.

RUSSELL ... and it's okay, because rock and roll is a LIFESTYLE... and a way of thinking and it's not about money and "popularity!" JEFF Some money would be nice. it into Jeff sprays some shaving cream into his palm, and rubs his scalp - poor man's mousse. RUSSELL - but it's a voice that says here I am... and FUCK YOU if you can't understand me. Russell smooths the strings of his guitar with a small cloth up from his guitar case. details of rock. RUSSELL (cont'd) And one of those people is gonna save the world and that means that ROCK AND ROLL CAN SAVE THE WORLD -- all of us together. The kid notices all these close-

getting the

The kid's eyes dance. recording.

He checks to make sure he's

He listens intently. JEFF And the chicks are great. RUSSELL But we didn't do it for that! We are here because we needed to fuckin be here, not just 'cause we needed to away from Troy, Michigan, WHICH WE DID... but what it all comes down to is that thing. The Indefinable Thing, when people catch something from your music, the thing you put into it. I'm talking about... what am I talking about? WILLIAM (elegantly) The buzz? RUSSELL THE BUZZ! And the chicks, the whatever, is an off-shoot of THE BUZZ. And like -- you saying you liked "Fever Dog?" That is the fucking buzz, man. All we get are these fucking old-ass interviewers who don't understand, don't LISTEN, don't appreciate why we are here, which is the fuckin' BUZZ.

William nods, holds his microphone steady. tunes his speaks. interviewer.

Russell

guitar, ripping through unamplified guitar licks as he Jeff hustles to reclaim his own connection to the JEFF The next album will be even better. More texture. RUSSELL But... it's not what you put in, is it? It's what you leave out. Listen to... listen to Marvin Gaye... Russell's face grows rapturous as he discusses this

piece of

music. RUSSELL (cont'd) A song like "What's Going On." That single "woo" at the end of the second verse - you know that woo - that single

"woo." WILLIAM (proudly) I know that, "woo." RUSSELL (he does it) That's what you remember. The silly things, the little things... there's only one, and it makes the song. It's what you leave out. That's rock and roll. pointed. William nods, says nothing, keeps the microphone Activity surrounds him. JEFF (impressed) We used to talk more about this stuff. RUSSELL Okay. See, this is maybe the most honest we've ever been in an interview because you know our music. You're the first press guy we've made friends with. We don't normally talk like this to them. And you're supposed to be The Enemy! What are you - 18? WILLIAM Yeah. RUSSELL There you go. Still young enough to be honest. DICK (walkie talkie crackling) Ten minutes 'till showtime, anyone who isn't in the band -- out! Russell takes a last swig of beer. guitar away. DICK (cont'd) All this luggage is going to L.A.! ritual, heap of with a William is swept out in the chaos of the pre-show past the pile of luggage by the door. It's a colorful A roadie whisks his

suitcases, featuring colorful laminated band tags, each number.

29 29 in his scoots

INT. BACKSTAGE STEPS -- NIGHT -- MINUTES LATER William sits on the backstage steps, writing feverishly notebook. into place. PENNY LANE I found you a pass. WILLIAM (amped, distracted) Thanks. I got in with Stillwater. (as he writes) The guitarist, Russel Hammond, he just thoroughly opened up. He is by far the best and most honest interview I've ever done. (she nods) I've only done two, but you know. He's number one. PENNY LANE You're learning. They're much more fun on the way up. William nods, still scribbling. She eases down into Behind him, two steps higher, Penny Lane

place on at two single

the step next to him.

Her proximity cause him to look She smooths them down with

her, his eyebrows rising. fingers.

PENNY LANE (cont'd) How old are you? Eighteen. WILLIAM

PENNY LANE Me too. (beat) How old are we really? Seventeen. Me too. WILLIAM Actually I'm 16. WILLIAM PENNY LANE

PENNY LANE Me too. Isn't it funny? just sounds Different. WILLIAM (confesses) I'm 15.

The truth

PENNY LANE You want to know how old I really am? WILLIAM (immediately)

No. tuning

She looks upstairs, soaking in the sound of another band up. Music is her religion. WILLIAM (cont'd) How did you get started in all this? PENNY LANE It's a long story. WILLIAM (quick study) Right. Right. PENNY LANE We live in the same city. be friends. on his door rises as amped We should

She takes his backstage pass form his shirt and puts it thigh - the cooler location. Nearby, the dressing room Excitement level We hear the

opens, and the Stillwater exits.

they mass in the hallway with instruments. voice of Russell growing nearer. RUSSELL The Enemy! He approaches, as William stands. of Russell's eyesight.

hanging out

Penny watches,

to

Standing in the supercharged hallway, the kid is anxious introduce his new friends. WILLIAM Russell, this is Penny Lane.

PENNY LANE (stepping into view) Pleasure. Penny Lane? Have we met? THEY SHAKE their who know And do not let go, for too long. shake. Their eyes tell all. There is history in RUSSELL Like the song, right? PENNY LANE

Shot takes us to William, It isn't hard. They clearly

puts two and two together. each other. Well.

WILLIAM Well, I guess you've... you've met. DICK Penny Lane! God's gift to rock and roll!! You're back! (privately) Marc Bolan. Please. Other band members pass, adjusting clothes for show time, song waiting in the hallway... and now singing the Beatles "Penny Lane." RUSSELL Come on, let's go. (noting kid's shyness) Both of you. 30 dances in the 30 INT. BACKSTAGE -- NIGHT House lights go down. Cheers rise. Dick's flashlight

on the ground just in front of them, guiding their way dark to the stage steps. RUSSELL - get in the huddle. Russell pulls William into the band's huddle. SHOT LOOKING UP AT THEM

other's classic Worthington stage. follows. chord -onstage the stuff to favorite

Their band ritual, psyching together, arms on each shoulders in a circle. They sing a dew lines of the

"Train Kept A-Rollin'" (or "Go See Cal" from the Cal ad) They all touch feet, and then break, heading for the Russell directs Penny to his side of the stage. The kid

Plugging in, still in darkness, Russell hits a practice thwack. He steps on effects pedal. Applause. (Adlib

private patter, between members, goading each other -no audience ever hears) Twenty feet away, Dick prepares It is his

address the crowd from the darkened stage.

moment of the evening, the highlight of his job. DICK From Troy, Michigan. (importantly) Stillwater. opening strong. most thirty Please welcome --

Light hits the stage, and the band launches into their song, "If You Say Nothing." Audience response is

Shot lingers on the face of William as he soaks in the undeniably exciting moment of any concert, the first seconds. Jeff the singer grabs the microphone and launches into

some William, cord, an first Penny 31

vocal pyrotechnics.

Russell looks over to Penny and

at stage right, grinning, pretending to trip on his elegant show-off move of a musician who is now where he belongs... before seriously stepping forward for the guitar lead of the night. watching Russell. The kid looks over to see

31 heads Starr,

EXT. BACKSTAGE -- NIGHT -- LATER Cases are shut and rolled toward the trucks. for their bus. Stillwater

Jeff the singer says goodbye to Estrella

saying Sabbath

like a sailor leaving port.

Russell lingers behind, Black

goodbye to William, loading his own equipment. passes with entourage, heading to the stage.

RUSSELL (privately) So. You want to come up to L.A., we'll be at the "Riot House" all week. WILLIAM "The Riot House?" RUSSELL The Continental Hyatt House! Sunset Strip. WILLIAM (attempting cool) Right. Right. scans the Penny Lane. All the while, just over the kid's shoulder, Russell backstage crowd of hangers-on. DICK Let's blow this burg! RUSSELL (exiting) Well tell your friend Miss Penny Lane to Call Me. Tell her "It ain't California without her. We want her around like last summer." Say it like that. Got it. WILLIAM Looking perhaps for It's on

RUSSELL (returns, whispers) Oh, I'm under the name - Harry Houdini. JEFF (exiting, to William) The Enemy!! Yeah!! Come to L.A., we'll take some more. is still Russell joins Jeff, exiting and laughing. in the air. Later Jeff! Ed. WILLIAM See you, Dick. Larry. A good show

(and now the roadies) Mick, Gregg, Red Dog, Scully, Frosty, Estrella, The Wheel! ROADIES Laterrrr! DICK We'll see you down the line. He turns

to see

William is deliriously happy, hands upraised. Penny. PENNY! WILLIAM

PENNY (calming him) Hey. Hey. Be cool. WILLIAM You just missed Russell! He says he's at the "Riot House" all week and to call him. He's under the name Harry Houdini. Do you know about the "Riot House?" PENNY LANE I think I've heard of it. WILLIAM He had a message for you! He said, "It's not California without you. We want you around like last summer." (consults notebook) Actually he said "ain't." "It ain't California - " PENNY LANE I get the gist. WILLIAM How well do you guys know each other? She smiles privately. WILLIAM (cont'd) I got it. No problem. Long story. Alright! I gotta go. "Sweet Stillwater. loving it. they Elsewhere in the arena, Black Sabbath is performing Leaf." The kid could care less. He has bonded with He's

He heads for the door.

Penny walks with him.

They pass a still-scowling Scotty, flashing passes, as exit out into the ramp area.

32 32 the

EXT. SPORTS ARENA -- NIGHT Penny takes out an eyeliner pencil, writes her number on back of his green notebook. PENNY LANE Call me if you need a rescue. in the same city. We live

WILLIAM I think I live in a different world. They stand in the night air. silent In The parking lot is largely

now, save for the thudding bass sounds of Black Sabbath. the distance, we hear Elaine's insistent whistle. PENNY Speaking of the world. I've made a decision. (a very serious secret) I'm going to live in Morocco for one year. I need a new crowd. He nods. He is a rapt audience for this flashy girl. PENNY (cont'd) Do you want to come? WILLIAM Yes. In the distance, we hear the family whistle growing PENNY You've got to call me. WILLIAM

louder.

It's a plan. Okay.

PENNY It's all happening. WILLIAM It's all happening. He nods cooly. sprints He waits until she turns, and the

through the parking lot, to the distant family whistle. FADE

OUT:

FADE IN: 33 33 We interview, Russell's, William's fingers work the clunky keys, pressing rewind. hear a snippet of the intense and lively Stillwater full of overlapping and barely discernible voices. Meticulously, he untangles the voices, especially as he transcribes. INT. WILLIAM'S BEDROOM - DAY The work of a journalist, as William sits at his SmithCorona scoots his Galaxis. There is a knock at the window, and William It is Darryl, ON TAPE RECORDER

back in his chair to see a familiar face. sister's old boyfriend. Hey Darryl. Hey. DARRYL

William opens the window.

WILLIAM

Darryl climbs in the window, looks around the room that was once the site of his previous glory. DARRYL (cont'd) So she's a stewardess now. WILLIAM Yeah. She and Mom are still sorta... I'd say "not speaking," but I don't know if they ever did. DARRYL Your sister. A stewardess. (nods to himself) The things your sister and I did inside these four walls... WILLIAM That's okay. I don't want to know. It's my room now. DARRYL We flew the friendly skies WILLIAM

Okay DARRYL I don't want to put you in the middle of anything. We don't have to talk about it. WILLIAM No. DARRYL You seem cooler. WILLIAM Yeah. I'm thinking about going to Morocco. DARRYL Lemme know if you need a little help with your Mom. WILLIAM A little might not be enough. DARRYL She still freaks me out. WILLIAM (nods, an old issue) Yeah DARRYL She's famous. Listen WILLIAM

DARRYL Go ahead and do what you were doing. I just wanna hang in here for a moment. Cool. as Darryl A long WILLIAM Alright.

William nods and continues his work, self-consciously, sits on his bed and soaks in the memories of the room. moment passes. Darryl pats his thighs, and rises. DARRYL WILLIAM Okay, man.

Okay, man.

34 Well, her

34

INT. LIVING ROOM -- EVENING William slips on corduroy jacket, over a tie-dyed shirt. it's definitely a look. son. ELAINE I worry about the drunk drivers. WILLIAM I'm 15. (beat, vague panic) Right? Mom. ELAINE Yes, you're 15. "And here's that money I owed you." She reaches in a small box near the door, gives him Mom appears more nervous than

twenty

bucks.

It's their routine. ELAINE (cont'd) Your dad's favorite joke. I don't do it as well. WILLIAM I thought it was pretty good. ELAINE Keep the small bills on the outside. And call me if anyone gets drunk. WILLIAM I will call you if anyone anywhere gets drunk. Good. ELAINE

WILLIAM (anticipating her, like a parent) And don't take drugs. ELAINE (stoic) Ha ha. Very funny. See -- sense of humor. Have fun at the dance. I'm glad you're making friends. remind They move to the door, and he steadies her, as if to

and

her she's not going. she knows it. Mom? Yeah -

He opens the door.

She's a wreck,

WILLIAM ELAINE

WILLIAM (loving but firm, as if to a dog.) Stay. ELAINE Oh... okay. WILLIAM I-love-you-bye. He opens the door. Watching better at 35 35 different him. almost skin. 36 36 Sunset the cigarettes or for any all in. Miss Penny Lane's yellow Vega makes the big swing onto Boulevard. She sings along to the obscure words of Led Zeppelin's "Dancing Days." William takes it all in from passenger seat. beer, but albums. rock fan. Huge billboards advertise not It's a wondrous piece of geography Penny waist by her car, down the hill, sporting a more elegant look. She cups her hands and yells up to Neil Young. "Sugar Mountain." She's not getting any

him leave is always a killer. it either.

She folds her arms tightly across her chest.

EXT. WILLIAM'S HOUSE -- NIGHT

He hikes down the hill, squishing down the water plants, falling, the first time we've seen him happy in his own EXT. SUNSET BOULEVARD -- LATER NIGHT

Shot moves in as William, watches, takes it Her

He moves his head outside the window to see fully. windshield is cracked along the side. PENNY LANE

The Continental Hyatt House. Also known as The Riot House. (does tour guide voice) Every band stays here, all the ones that matter. The Who. Zeppelin. Alice. Bowie. English bands. American bands. We all know each other. Twentyfour hour room service. Like us, they were outsiders. They were so outside, they're inside, and insiders never even knew it, because they're outsiders and they are inside a place outsiders will never be. And why are we even talking about it? If you're really an insider, you're never gonna say it. You know what I mean? WILLIAM (beat, working it out) Yeah. Yes. She makes a swift turn into a secret parking spot near the hotel. PENNY And we're not gonna hang out with Russell. You can, but not me. WILLIAM What is it with you and Russell? 37 across Penny William's across platforms. pass 38 38 on her more alive Penny blasts into the Continental Hyatt House, William arm. The lobby of this bastion of seventies rock is He 37 EXT. SUNSET BOULEVARD -- NIGHT Neil Young and Crazy Horse's "Cinnamon Girl" ricochets the Strip. It's blasting from cars tuned into KMET. She grabs They dart

now wears her green faux-fur trimmed coat. hand, steadying her hat at the same time. the busy street.

She stumbles a little on her They are a good team as they

steadies his taller date.

one of several humming tour busses parked out front. INT. HYATT HOUSE LOBBY -- NIGHT

carrying mingling ambitions and communal, Penny

than most clubs.

It's a swirling mass of Roadies

Halliburton briefcases plastered with tour stickers, Rockers, and more than a few Groupies with lowertaller-platforms than Penny Lane. illicit, intoxicating. The feeling is

The secret community of rock.

attracts a hailstorm of friends and comrades. PENNY LANE It's all happening. (grabbing him like a shield) And I'm about to use you as protection. ROADIE # 1 Penny Lane!! PENNY LANE (aside) These guys are with Alice Cooper. I'm going to pretend I don't know them. Penny!! ENGLISH ROADIE # 2 Does Alice know you're here?

PENNY LANE I'm just showing my very dear, very wonderful friend around. He's a very important writer - he knows Lester Bangs. (English accent) I'm responsible for his moral conduct while he's abroad. ROADIE # 3 (arriving, mock drama) Penny Lane!! God's gift to rock and roll!! PENNY LANE I'm retired. (uses English accent) And don't argue with me! ROADIE # 3 Again? PENNY LANE (moving, English accent) Have we met? all Effortlessly touching an arm here and there, charming she had four men suddenly circling her.

I've made traveling learn how I'm going year. about

PENNY LANE (cont'd) a decision. I'm going to go in India. Then I'm going to to play the violin. Then to go to college for one What

William looks at her, perplexed and a little hurt. Morocco? ROADIE # 2 (exiting, not buying it) There's nothing they could teach you in college, darling. (whispers) Call Alice. He's under the name Bob Hope. ROADIE # 1 I heard you were with Russell from Stillwater. Please. PENNY I throw the little ones back.

Lusty laughs circle William. is the

Overlapping this dialogue

appearance of our friend Polexia. POLEXIA (in tears, in pieces, emotional) Ian Hunter is a fucking asshole! Polexia! Opie!!! WILLIAM POLEXIA She hugs him like a long-lost friend, knocking the air him. And now overlapping this action, appears Superfan His eyes are forever moist, but he's oddly

out of RIC formal Tonight he letters. "TO his

NUNEZ, 14.

and never feels worthy of the rockers he idolizes. wears a custom homemade t-shirt with iron-on block It features the four Led Zeppelin symbols and the words: BE A ROCK AND NOT TO ROLL." A felt-tip pen is still in

he says:

quivering hand.

Nunez walks with them, backpedaling as

RIC It's all happening. I just saw them on the seventh floor! Mr. Jimmy Page... Mr. John Paul Jones... (displays squiggle on shirt) Mr. Robert Plant signed my shirt in the elevator!! Five minutes ago, he touched this pen. Please don't smear it. And Bonzo's gotta new motorcycle in the hotel! PENNY Ric is a Zeppelin fan. WILLIAM Yeah, I picked that up. PENNY He tours with them, but not "with" them. RIC They're on the 12th floor, but there's guards there! So you gotta go to the tenth floor and go up the back steps. PENNY LANE This is my very dear, very close, very wonderful friend William Miller, he is very close with Lester Bangs. RIC It's all happening!! Cleveland! See you in

Ric rushes back to the elevators. I'm retired! me!? 39 shouts 39 PENNY LANE Doesn't anybody believe

INT. HYATT HOUSE LOBBY PHONE -- NIGHT -- MINUTES LATER Penny nearby as William picks up the house phone. over the din. WILLIAM Harry Houdini, please. He

pad and

As he waits, he discreetly pockets the matches, hotel pencil next to the housephone.

40 40 hallway, doors,

INT. HALLWAY/RUSSELL'S HOTEL ROOM -- NIGHT William, Polexia and an ambivalent Penny walk the looking for the room. William looks in the passing open

each one a different window into another world. Okay. PENNY LANE Time to put on the lampshade.

model boom Zeppelin's party, singing all breath with

Up ahead, the door to their smallish hotel room is open. Inside, a band party in full swing. A clunky earlybox segues from James Brown's "Make It Funky" to Led "Gallows Pole." Russell Hammond is the center of this Much

jabbing out the chords, playing along on guitar. echoes all around.

It's a hotel-room Hootenanny, and Penny Lane takes a

members of the band are present.

and enters, with arms extended and pointing in opposite directions. She does a flawless stewardess imitation, proper hand gestures, to a loud party ovation. PENNY LANE (cont'd) "Ladies and Gentlemen. Please extinguish all smoking materials and notice that the captain has turned on The No Smoking sign. Your seat and tray tables should be locked in their full and upright positions." PENNY!! party. RUSSELL/OTHERS PENNY LANE!!

She is instantly and overwhelmingly, the life of this Russell joins William. RUSSELL (impressed to see him) Alright. WILLIAM (happy to be there) Alright. Russell places a beer in William's hands, and exits. PENNY LANE

(continuing) "In the unlikely event of a water landing, the seat below you will serve as a -" (give up) Oh, the hell with it. They all applaud her, laughing. with the Meanwhile, Penny at William watches her Jeff approaches

wonder, as she turns his way and winks.

alluring Polexia, and goes to get her a beer. Polexia sidles up to William. the other side of the room. POLEXIA (privately) Act One, in which she pretends she doesn't care about him. She sees him watching

is always

POV shot travels to Russell, strumming the guitar that a part of his body. surreptitiously. Russell is watching Penny Lane

POLEXIA (cont'd) Act Two, in which he pretends he doesn't care... and goes right for her. Russell moves towards Penny. POLEXIA (cont'd) Act Three, in which it all plays out the way she planned it. She'll eat him alive. WILLIAM (worried) We've got to stop them. POLEXIA Stop them? You were her excuse for coming here. ON PENNY I need ice! Russell Polexia peeling PENNY

Penny disappears out the door, across the hallway. follows a moment later. The kid's eyebrows rise.

regards the kid with affection, adjusting his collar and

a hair off his jacket. POLEXIA I just worry about people using her. You know? 'Cause she brings out the good side in everybody else, but what do they do for her? Life kills me. Do you have any pot? WILLIAM Not on me. POLEXIA Do you smoke? WILLIAM No. (attempting to fit in) But I... I grow it. I grow it. lying. Polexia looks at the kid, laughing at his poor job of POLEXIA You're funny. You know, if you were only taller, English, rich, a guitarplayer and older... WILLIAM I'd be someone else. Yeah. kid's ear POLEXIA Good point.

Jeff appears with her beer, and she whispers in the before she exits with Jeff Bebe. POLEXIA (cont'd) Bless me father for I may sin tonight. The kid watches, as the boom box plays an obscure

favorite of sound of a 41 41 Penny frame, motorcycle

Russell's, Eddie Giles' "Losin' Boy." motorcycle somewhere down the hallway. INT. ICE ROOM -- NIGHT

There is the

The ice machine makes new cubes with a grinding noise. puts ice in her glass. Behind her, Russell moves into A

hands delicately riding the sides of her body.

from

roars by, just outside the door, as Penny moves away Russell's exploring hands. PENNY (with real indignation) How does it end? What? RUSSELL

PENNY You know - the story about the girl who dumps the guy who has an ex-ex wife -- the one we don't talk about -and gets a hundred... okay, five letters from him, and then doesn't even leave a pass in San Diego. Wake up! I'm retired and I never believed you anyway. You're too talented and too good-looking to be trusted and everybody knows it. RUSSELL (smiling, loves it) You're retired like Frank Sinatra is retired. She makes a scoffing noise. machine, with a glass of his own. RUSSELL (cont'd) Miss Penny Lane. Let me tell you what rock and Roll will miss the day you truly retire. first cube: He tosses cubes in his glass, one by one. After the He moves to the ice

RUSSELL (cont'd) The way you turn a hotel room into a home. (cube) The way you pick up strays wherever you go. Like Pied Piper. (cube) The way you know the words to every song. Every song. Especially the bad ones. Mostly the bad ones. (cube) That green coat in the middle of summer. (cube) The real name you won't reveal. (cube) And. I'd keep going, but my glass if full.

PENNY (quietly) Damn. fights to just He kisses her powerfully, hands at his sides. keep her hands off him. outside the door. RUSSELL Come to Arizona. PENNY Never. RUSSELL We leave Thursday morning. 9 AM. pack light this time. Jesus. They kiss. 42 door Trying has their 43 43 fervor. Rolling Stone Music. We pan across cubicles bustling with laid-back 42 And She

Bonham's motorcycle rips by,

The motorcycle speeds by again, just outside.

INT. HALLWAY -- NIGHT The hallways are crowded, as William looks at the closed of the ice room. He leans against the wall, alone now. Behind him, most of the band

to look like he belongs.

disappeared into other rooms, leaving only hangers-on in places. INT. ROLLING STONE MAGAZINE -- DAY

These are the San Francisco-based main offices of Magazine. We have arrived for the waning days that this magazine could still be called, with a straight-face, an "underground" publication. Their mounting success edges of every frame. Camera catches the Annie

crowds the Leibowitz Stewart,

portraits that hang on the walls -- Lennon, Jagger, Rod James Taylor.

cubicle. Staff

We find editor BEN FONG-TORRES, 29,

in his cramped

Sitting nearby is curly-haired and mustachioed Star

a long chuckling.

writer, DAVID FELTON, 32, who smokes his cigarettes with holder. Felton reads one of William's articles, BEN FONG-TORRES William Miller?

CUT: INT. WILLIAM'S BEDROOM -- DAY William is on the phone in his own small room. WILLIAM This is he. BEN Crazy. William, this is Ben FongTorres. I'm the music editor at Rolling Stone Magazine. We've got a copy of your stories from the San Diego Door. This is the same William Miller?

INTER

William instantly, nervously alters his voice to sound older. Yes it is. WILLIAM

BEN (rifling through tearsheets) Voice of God, howling dogs, the spirit of rock And roll... this is good solid stuff. WILLIAM (immediately, suddenly deeper) Thanks... thanks. BEN You should be writing for us. ideas? WILLIAM (voice now to deep) How about Stillwater? BEN Crazy. New album... their third... starting to do something. itinerary on Ben shuffles through papers, looking for a tour Any

plotting

his promotional-material laden-desk, automatically the piece aloud. BEN (cont'd) (pleasant, terse) Stillwater. Hard-working band makes good. Get 'em to respond to the critics who dismissed the first two albums as workmanlike. Guitarist is the clear star of the band. Crazy. Let's do threethousand words. You'll catch up to them on the road. We'll set up billing -don't let the band pay for anything. WILLIAM (affecting casualness) Sounds good. BEN We can only pay -- lemme see, threethousand words -- seven hundred dollars. The kid's eyes widen. BEN (cont'd) Alright, a grand. What's your background? You a journalism major? WILLIAM Yes. (deeply)

BEN What college -INT. ELAINE'S HOUSE -- CONTINUOUS Elaine now gets on the extension. ELAINE Honey, I need you to do that thing that fixes the garbage disposal -She hangs up. INT. WILLIAM'S BEDROOM -- CONTINUOUS The kid is paralyzed. BEN Well, I know how my lady gets when I don't Snap to it Crazy. WILLIAM

BEN Crazy! I'll let you go. Call me at the San Francisco office tomorrow. 44 clogged Creem with Coltrane 44 INT. LESTER BANGS HOME -- LATE NIGHT The great Lester Bangs stands in the promotional albumbedroom of his Birmingham, Michigan, home/office at Magazine. music. record. LESTER BANGS Beware Rolling Stone Magazine. They will change your story, they'll rewrite it and turn it into swill. Beware!! WILLIAM But besides that, what would be wrong with it? LESTER BANGS (laughs, entertained) You have starry eyes, my friend. (beat) Look. Do the story. It's a good break for ya. But remember this -The kid listens intently, and makes notes. LESTER BANGS (cont'd) ... don't do it to make friends with people who are trying to use you to further the big business desire to glorify worthless rock stars like Stillwater. And don't let those swill merchants re-write you. WILLIAM (still copying) ... swill merchants... Now. 45 45 answers, William knocks on the teacher's lounge door. protective of their sanctuary. A Teacher LESTER BANGS What are you listening to? There is nothing in frame that does not deal

In the background, a scratchy and chaotic

EXT. TEACHER'S LOUNGE -- DAY

WILLIAM (urgently) I need to talk to Mrs. Deegan, from Journalism. Mrs. Deegan appears in the doorway. 46 46 EXT. WILLIAM'S HOME -- LATE AFTERNOON The sun is still shining. Elaine Miller cars in 47 47 awaiting They Elaine arrives to find William, Mrs. Deegan and Darryl her in the living room. It's a 1973-style intervention. It's late afternoon, as She sees a few extra

exits her car and arrives home.

the driveway, is immediately suspicious. INT. LIVING ROOM -- LATE AFTERNOON

wear sunny, compassionate smiles. ELAINE Whatever it is, the answer is no. MRS. DEEGAN Elaine, we need to talk to you. Nothing is wrong. I am a teacher. You're a teacher. We speak the same language. Mom sits down. natural state. MRS. DEEGAN (cont'd) Now I'm not a jump-up-and-down person, but something wondrous has happened to William. And you have every reason to be happy... (knows her) ... and calm. Carefully gauging Elaine's face, the teacher continues. MRS. DEEGAN (cont'd) William has been gifted with a shining opportunity in the world of journalism. Through a love of music, and at an oddly-young age, he has received a major assignment from a national publication called Rolling Stone Magazine. She is fully engaged and worried, her

lap.

Mrs. Deegan produces a copy, and places it on Elaine's It sits there like the plague. MRS. DEEGAN (cont'd) Now you are rather famously not a fan of rock music, but such are the ironies of life, that happens to be the very topic of William's assignment (cheerfully) - rock music. A band. ELAINE (warily, to Darryl) Honey, what are you doing here? DARRYL Moral support. Mom looks evenly at her son, seated opposite her in this

small

living room. ELAINE What's involved? MRS. DEEGAN Well. It's a great opportunity. He'll be well-paid, and published nationally -(quickly) -- and he'll go on tour with a rock band for four days. No small planes... he travels on a bus. ELAINE Is it time for me to say something? MRS. DEEGAN Sure. No. ELAINE

MRS. DEEGAN And in anticipation of that response No. ELAINE

MRS. DEEGAN -- William has prepared -ELAINE (rueful) "Lo, that which I have feared has come upon me."

WILLIAM (lightening fast) "He who jealously guards his fears, quietly yearns to bring them about!" Mrs. Deegan admires their high-strung intellectual parrying, makes an impressed noise. ELAINE (with compassion) No. I have raised him to be an honor student, which he is. We have agreed on all our goals. We raised him to be a lawyer, we moved here to be near the finest law school in the West. Plus, he has finals coming up, and in one week he graduates with all his friends DARRYL He's got no friends!! Darryl. nods to WILLIAM Please.

Nearby, having anticipated all of the above, William Mrs. Deegan, and stands. MRS. DEEGAN Elaine, may I present to you... your own son. William takes a lawyerly stroll, turns to face his mom. WILLIAM Lady of the Jury. (beat) I wish to disprove the prevailing false belief that rock music is based on drugs and sex. True, perhaps at one time... but rock music is different now. It is now performed by hard-working intellectuals, with... with blazing intellectual pursuits, and I am going to play for you a piece of music designed to show you that my thesis is correct. ELAINE This is going to be hell.

stereo.

Across the room, Darryl takes his position near the WILLIAM The song is based on the literature of

Tolkien... and it's mystical attempt to elevate humanity has been successful throughout the world... this song will change your life. Mom stifles a cough. reverentially listen to Zeppelin's album William nods to Darryl, who Mom is trapped, as we

drops the needle with a thud.

silent static... and then... the opening notes of Led "Stairway to Heaven." William gives his Mother the

cover's inner-sleeve with lyrics. WILLIAM (cont'd) We ask you only to listen.

The faces, as

Camera passes across their serious and expectant faces. intro in not short. We listen, just watching their

Elaine becomes increasingly impatient. ELAINE When is it going to start lady Soon. WILLIAM ("There's a

Immediately, overlapping, the vocal begins. who's sure all that glitters is gold.")

DISSOLVE TO: 48 me 49 49 checks her 50 Mom adjust herself in the chair, listens politely, watch. 50 She looks at William. 48 SUN MOVING SLOWLY ACROSS THE SKY Sprinklers click across the lawns. wonder... ") INT. LIVING ROOM -- AFTERNOON ("... and it makes

EXT. HOME - AFTERNOON Sprinklers continue. ("If there's a bustle in your

hedgerow... 51 51

") INT. LIVING ROOM -- AFTERNOON

Mom listens fitfully. TO: 52 rock, 53 53 she's Silence. the 52

The song continues. DISSOLVE

EXT. HOUSE -- STILL LATER AFTERNOON Sprinklers shut off. and not to roll... ") INT. LIVING ROOM - LATER AFTERNOON Mom's face remains stoic to the bitter end. buying the Stairway to Heaven.") All look to Elaine. ("... and Music is now blasting. ("To be a

The song ends. We hear

They wait on her response.

turntable arm return to its cradle. ELAINE What am I supposed to say? You say it's Tolkien, fine. They sound like nice kids. Is it meant to elevate humanity? "Sure, let's elevate humanity. After we sell you drugs and sex." All I have is my honesty. That's what I believe, and that's what I know. (flipping through magazine) Oh. Here's a nice ad. She holds up the magazine. type: BUY THIS FUCKING ALBUM. ELAINE (cont'd) You've clearly ganged up on me, and I still say no. No no no no no no no. She shuts her eyes, and blurts out something against her better judgement. ELAINE (cont'd) NO MORE THAN FOUR DAYS AND I WANT A PHONE NUMBER FOR WHERE YOU ARE EVERY MINUTE AND I WANT YOU TO CALL ME TWICE A DAY AND YOU'D BETTER NOT MISS ONE TEST - AND NO DRUGS. empty William nods gratefully, and exits frame. Hold on the And ad reads, in large bold

Brothers

chair, as drums herald the beginning of the Allman Band's "Trouble No More" from Live at Fillmore East. SHOT MOVES IN ON ELAINE

the escape. 54 54 aisle, places joined the lonely and it up continues.

who feels a very particular kind of loneliness.

It's

loneliness she got married, and then raised a family, to INT. STILLWATER TOUR BUS -- DAY An empty Heineken beer bottle rolls up and down the taking us to William. William picks up the bottle and He has

it in the seat back pocket in front of him.

circus, and the feeling of being here is a lot more forbidding than he expected. The bus struggles to make

the hill, back rows shuddering loudly, as music DICK C'mon, Doris! Darling Bus. make it!

You can

55 55 The Music 56

EXT. NEVADA DESERT HIGHWAY -- DAY The Stillwater Tour Bus rumbles down the desert highway. destination banner reads - ALMOST FAMOUS -- TOUR 73. continues.

56 plays Penny flash

INT. BUS - DAY William strains for a look at Russell five rows up. slide guitar, working out a part. Lane. He

Next to Russell is

Penny raises an early-model Polaroid camera and -

- takes a picture of a nearby sleeping Jeff Bebe. PENNY Gotcha. Jeff grumbles from the depths of a hangover. Penny

stuffs the

pounds. shyness.

shot in her pocket.

William watches, his private heart

Polexia appears and sits next to him, noticing his POLEXIA Do you have any pot? No. WILLIAM I'm a journalist.

POLEXIA Well, go do your job then. You're on the road, man. It's all happening! Get in there. Go talk to 'em! fixes down the His Challenged, William rises and approaches Russell. He

the charismatic guitarist in his sights. Shot takes him the aisle to the jamming star guitarist. He crouches in

aisle and talks to Russell who immediately seems moody. mood is in the air. WILLIAM (very professional) Russell. Do you think we might be able to find some time to talk when we get to Phoenix? I want to interview everyone separately... and I felt we'd start with you and me. Nearby, Jeff now listens in, feeling immediately jealous. Absolutely. Russell turns away. RUSSELL The kid squats uncomfortably in the

aisle,

babbling on. WILLIAM Because I've got a thing in a couple days. RUSSELL What. WILLIAM (self-conscious) It's a... thing where... uhm... you go there to graduate. School. RUSSELL (sharply)

I never graduated. And look what happened. You're here interviewing me. Good point. It's a good line. Laughs from everybody listening nearby. William makes a quick jot in his notebook. RUSSELL (cont'd) No no no. Don't put that in Rolling Stone. My bio says I graduated. We'll come up with something better later. Just enjoy the ride. Russell eyes the notebook suspiciously before turning away. while Penny notices William's discomfort, laughing warmly, all grabbing a Coke and giving one to nearby bassist Larry. LARRY How did you know I was thirsty? nods And then accepts off, and He didn't even realize he was thirsty, but he is. He

thanks to Penny, the perfect road companion for all. Penny gives the other Coke, her Coke, to William. it too, and starts back to his seat. He

He's been blown

he knows it, but before he exits Penny grabs his arm and whispers in his ear: PENNY I may need to stay in your room tonight. Russell's in a bad mood. He's very Bob Dylan in Don't Look Back today. He's trying to write. William nods cooly -- they are comrades -- and returns to his to another seat. A large joint passes in front of him, across him,

Polexia, as everyone cheers Doris the Bus rumbling up hill. POLEXIA (inhaling deeply) Want some? WILLIAM No thanks. A wall of pot smoke is exhaled, right into his face. surrounds him like a cloud. The bus shudders, as It

Russell

continues playing slide up ahead. 57 Large She feels number. ELAINE Has William Miller arrived yet? He hasn't. Could you give him a message as soon as you see him? 58 58 desert. darkness Lotta is volume. Several hours later on this ride. Outside, night and INT. BUS -- NIGHT 57 INT. WILLIAM'S LIVING ROOM - NIGHT Elaine sits in her living room, filled with her books. Department store photos of her children on the wall. her own loneliness, and his too, as she dials a phone

Inside, a few cigarettes, a joint of two glow in the of the bus. The end of the Led Zeppelin classic "Whole Everybody

Love" plays from the bus stereo, full blast. free and anonymous in the dark.

They sing at full-

William looks out the window in wonder. ZEPPELIN/ALL "Way down inside... (woman) woman... you need... " The ten-ton guitar chord of Jimmy Page. ZEPPELIN/ALL (cont'd) "Loooooooooooooooooooooooovvve... " John Bonham's drums thunder through the bus, everybody still William furiously steady beating this world. 59 59 INT. ARIZONA RAMADA INN LOBBY -- NIGHT singing as they dip down into the city ahead, Phoenix. watches the living documentary around him. He writes

in the green notebook, scribbling in the dark, trying to his writing on the bumpy bus. along to the song on his seat. Behind him, someone is He never want to leave

chairs lounging. The Dick. He

All enter the lobby like warriors, in a pack.

The hotel

are spotted with curious hangers-on, decked out and Dick is already stationed, as always, at the front desk. sad state of hotel service grates on a road dog like is forever teaching others their jobs. DICK Jeff, Tony... Keys... keys... keys... room list... (re: luggage, to hotel bellman) If it doesn't have a number on it, it ain't ours!

turns to nearby with Russell's and 4.

He gives key and a stack of messages to Russell, and William who he makes feel more important. her suitcase and tackle box purse. Penny is

William watches

guitars whisked away - they are luggage-numbered 1, 3, DICK (cont'd) The Enemy! Here you go, here's the key to your palatial suite, room list, plus let me give you a luggage tag. You're Number 42. CLERK Is this Mr. Miller? from Elaine. Thanks. WILLIAM You have a message

CLERK (confidentially) She's a handful. WILLIAM I know. it, happen. Sapphire. travel case, William cooly takes the folded message, doesn't look at and tries to pretend this embarrassing moment didn't Jeff exchanges a look with Russell. Nearby, the walking commotion arrives, clacking through the lobby. It's Last night's clothes are now today's. and hanger with some odd blouses. She holds a

SAPPHIRE Finally, you're here!! They kicked me out of my room! Fuck Ozzy! help She hugs Penny Lane. with Sapphire. ON RUSSELL who approaches William. RUSSELL Come by in a few minutes. the interview. comforting guitar, approaches, Intrigue We'll do Estrella appears, happy to have

The kid exits and goes to join Penny, who is still Sapphire. Russell looks through his messages. Jeff Bebe The

now in a case, never leaves his hand.

regarding William standing with Penny and the girls. is swirling in the lobby. JEFF I'm worried, man. RUSSELL Naw, we can trust him. He's a fan.

JEFF But it's Rolling Stone. He looks harmless, but he does represent the magazine that trashed Eric Clapton, broke up Cream, ripped Led Zeppelin, and wrote that lame story about the Allman Brothers Band that bummed Duane out before he died. Don't forget the Rules. This little shit is the Enemy. He writes what he sees. (beat) But it would be cool to be on the cover. RUSSELL Leave it to me. We'll get a good story. JEFF Plus our girlfriends read this magazine and (looking at Band-aids) -- you know. RUSSELL You made your point. him. I'll take to

ON WILLIAM BY ELEVATOR Penny speaks confidentially to him. bossy, and If she is slightly

it is only because she's good at logistics, emotional otherwise. PENNY Can Sapphire stay in your room tonight? She had a big fight with Ozzy, and Polexia's not working out with Jeff Bebe. (to Sapphire and Polexia) You just have to remember... these guys are jealous, insecure, talented, egocentric, and manipulative geniuses... they're lead-singers. They can say "I love you" to 20,000 people... but any fewer is a real problem. (girls nod, comforted, she continues to the kid) Jeff Bebe has so much jealousy over Russell that he can't express. Plus, he never slept last night. You keep Sapphire and I'll stay with Russell. William covers his disappointment over losing Penny as a roommate. Cooly: Sure. Me too? Sure. WILLIAM I'll take her. POLEXIA WILLIAM Estrella arrives with travel bag, equally homeless, hopeful. WILLIAM (cont'd) If there's room Penny squeezes him. He feels cool... but the girl he

looking

really disappearing hand,

wanted to stay in his room now joins Russell, into the elevator. and opens it. It reads: DON'T TAKE DRUGS! He snaps it closed quickly, He looks down at the message in his

before

anyone can see. 59A lap. him, and bird. back turns 60 60 William hotel the flutters a along tooEstrella has this, the Stillwater's "Fever Dog" plays from the t.v. radio. on the bed, a thick local phone book on his lap. room. His 59A IN. RUSSELL's ROOM -- NIGHT Russell plays acoustic guitar, a notebook cradled on his Trying to write. It's coming slowly. Shot moves off

past a flickering television, onto Penny who silently intently watches Russell as if he's a rare and beautiful He looks over at her - she turns away quickly. to work. Tries to catch her watching him again. He goes She

away just in time. INT. WILLIAM'S HOTEL ROOM -- NIGHT

He watches self-consciously as the girls go about Sapphire

ritual of inhabiting a room on the road. paisley scarf over the room lamp.

Polexia puts a towel

the crack of the door, blows out the glowing embers on many sticks of incense, and moves to the phone. joined them as well, complete with a bag full of shoes. Instantly, we have atmosphere and not much room left in the smallest room in the hotel. phone book with fascination. WILLIAM All these people. (wondrous, off phone book) And they all live in Phoenix. POLEXIA (on phone) Hi Dad!! I can't talk long! I'm here in Paris. I'm staying in another Youth Hostel with no phone and no address for mail!! WILLIAM (still wondrous, from phone book) William thumbs through

Alex.

Lowbatz.

SAPPHIRE (emerging from bathroom) I was the one who told him what to tattoo on his fingers, I was the one who made his shirts... I was there when his wife left him. Charles. C. WILLIAM Swoop.

POLEXIA (on phone) I CAN SEE THE EIFFELL TOWER. DO YOU KNOW THERE ARE 578 STEPS TO THE TOP? She's reading from a European tour book. WILLIAM Paul and Debbie Finger. ESTRELLA (looking out window) Oh my God. Simon Kirke of Bad Company is by the pool. The girls mobilize by the window. increasingly tries William is He

aware that he is an outsider in his own tiny room. to organize his stuff in the corner. I GOTTA GO! POLEXIA I'LL CALL FROM ROME!

ESTRELLA Is anybody here as worried about Penny and Russell as I am? POLEXIA (the perfect daughter) AND HAPPY BIRTHDAY TO MAGGIE!! I LOVE YOU!! She winks at William, who looks away. SAPPHIRE (to Polexia and William) Ooo, watch out - whoever you look at when you say that - that's who you really mean. Polexia hands up and throws a pillow at Sapphire, kid watches these girls like a tennis match. the

60A

60A

IN. PENNY AND RUSSELL'S ROOM - SAME TIME Russell puts down his guitar. RUSSELL You know. We should talk about what we don't talk about. PENNY We don't have to. No, I believe there's want to RUSSELL I went to Catholic school. I in guilt and... you know, if any to be had, I pretty much roll around in it. No

PENNY I don't believe in attachments. boundaries. Just the music.

RUSSELL I'm just saying, it's okay to talk about it. Penny stands and turns. Leslie. Russell nods. She speaks the word.

PENNY

The name is out in the open. PENNY (cont'd) Leslie. Leslie. Leslie. Leslie. Leslie. Leslie.

Leslie. Leslie.

RUSSELL (somehow satisfied) Alright - now we're talking. But she continues, saying the name in a multitude of different of mockways, in different accents, and with different degrees indifference and passion and lust and play-acting and drama. PUSH IN ON HIS FACE As he listens and studies this ethereal creature for meaning. Seducing Is she mocking him? him? In love with him? Taunting him?

Leslie. Leslie. Leslie. LESlie. And

PENNY Leslie. Leslie. Leslie. Leslie. Leslie. Leslie. Leslie...

Lesssssslie. Leslie. Leslie.

She continues saying it until it no longer has meaning. finally she sits next to him. PENNY (cont'd) (beat) Now. Have I helped you get that off your chest? They kiss. 60B INT. WILLIAM'S HOTEL ROOM - SAME TIME The girls continue their settling-in process. SAPPHIRE Opie, can I order room service? The nickname "Opie" re-opens a nagging wound. Polexia

60B

hangs

up, and begins to dial again. WILLIAM Okay. You guys. Wait. Put down the phone, Polexia. (she does, sadly) First, this is my room... SAPPHIRE Come on, you're a fan like us. on our side of the line. You're

WILLIAM Second. I'm not Opie. Alright? Opie is a little boy. I'm here to do a job. I am a professional. ESTRELLA (flipping luggage tag) Ooooooo, sorry, Mr. 42. WILLIAM Third! (has their attention now) ... this phone is a big, big deal. In a minute, I have to go interview Russell. Do not answer this phone if it rings. I have family members with severe anxiety Problems. She will not understand.

POLEXIA (wounded) But what if Ozzy calls Sapphire? I gave Jimmy Page this number.

And

ESTRELLA Or a guy who looked like Jimmy Page. William looks at their troubled faces, full of too muchlonging and too much make-up. WILLIAM Okay. I have a solution. Answer the phone. But if anyone without an English accent is on the phone... (winging it) Just hang up. Or say it's the wrong room. They nod. 61 61 William with The hanging sign on the door reads: DO NOT DISTURB. knocks on Russell's door. A maid pushes up against him her cart, which now blocks the hallway. WILLIAM SHOULD I COME BY LATER? A group of golf conventioneers are now trapped behind the maid Russell cart. They ease past William as he negotiates with It's a good plan.

EXT. HALLWAY -- NIGHT

through the door. RUSSELL (O.S.) YES, I'M IN TOO TRUTHFUL A MOOD! WILLIAM MAYBE THAT'S A GOOD THING!! RUSSELL (O.S.) I'LL SEE YOU AT THE RADIO INTERVIEW LATER!! TEN-THIRTY IN THE LOBBY. WILLIAM OKAY! GO AWAY! RUSSELL

OKAY! Penny shirtless up

WILLIAM Then the door opens, and it's

We hear Penny's giggle. looking ravishing. at the table.

In the background, Russell sits

He playfully pelts the kid with crumpled

wads of hotel stationery. Don't worry. interview. PENNY Some to the radio

WILLIAM No, I'm fine. I'll just interview Jeff Bebe some more. RUSSELL (as in "you're on of us") GO AWAY! She shuts the door quickly. picks up He pencils and sounds the sign 62 It hurts a little. He

the wadded pieces of paper, stuffs them in his pocket. leaves the door and helps himself to some soap and matches from the nearby maid's cart. Then he returns to Russell's door. He can't help but listen to the muffled of laughter, just for a moment, escalating. over: HOUSEKEEPING PLEASE ENTER - CLEAN ROOM. He flips

62

INT. OUTER RADIO STATION - NIGHT Humble Pie. "Thirty Days in the Hole." Russell and

band enter office. Beetles, gold room in her still a will

the radio station, passing through the now-empty front As always, Russell sets the tone. He's feeling good. Stillwater takes over -- they feel mighty, like the as they climb across chairs, rearrange wall hangings and records and head down the small hallway to the control Rolling with the flow are William and Penny He tries to distance himself from her --

interview. green coat.

little stung by the earlier hallway rebuff -- but she

passing charms. 63

have none of it. moment with him. It's hard.

She privately shares every great He tries not to succumb to these

Music segues to Stillwater's own "Fever Dog."

63 everyone Jeff to be watches QUINCE

INT. RADIO CONTROL ROOM - NIGHT Stillwater's own record spins, and it sounds good to in this room. Russell takes a seat near the open mike.

Bebe is quick to take the other seat, arranging himself just as close to the microphone as Russell. William

all as he sits at the dark back of this control booth. Stillwater sits with late-night progressive disc-jockey ALLEN, 25.

it. studio and at Penny barely Jeff,

Quince takes a long hit from a joint and does not pass The entire Stillwater band is now collected in the ready for the interview. William can't avoid looking She catches him, and he

Lane, who looks great tonight. looks away in time.

Polexia, newly reconciled with

notices. The very mellow disc-jockey eases up to the microphone, as the finale of "Fever Dog" is just ending. QUINCE ALLEN The guitar of Russell Hammond. "Fever Dog"... The band is Stillwater. (beat) Watch with your mind as they materialize. speak. into the 64 Band members gets closer to the microphone, preparing to Quince lowers his head, shutting his eyes and getting music as the song plays out. 64 INT. HOTEL ROOM -- NIGHT The phone rings. Estrella answers.

ESTRELLA William's room. INT. ROLLING STONE OFFICE -- NIGHT

Ben Fong-Torres is calling from Rolling Stone. BEN Can I please speak to him? This is Ben Fong-Torres at Rolling Stone. Estrella panics, just caught fire. ESTRELLA I think I just messed up! 65 same 65 INT. RADIO STATION -- NIGHT -- SAME TIME Quince raises his head and continues on-the-air. song is still ending. QUINCE Look at the dogs, wearing the funny hats. Juggling just for you. Freaks and family... Penny shoots William a look. Do you believe this guy? Here. The hangs up quickly, as if the phone has

QUINCE (cont'd) It's Quince, with Stillwater. Live. It's the Night Circus. Quince

The band scoots closer to the microphone, ready to talk. continues, looking meaningfully at the band. waiting... eager for a chance to speak. They are

QUINCE (cont'd) Every minute a baby is born somewhere.. Life. Death. Hermetically sealed bags of human emotion. Bags of love... bags of kindness? (suddenly, turns) How'd you get together? As Jeff eagerly speaks, Quince lowers his head and listens... feels... the words of his guests. JEFF Well... not to get into a "me" thing... this is Jeff talking... but I did start the band, some time, actually, ago. This is back when we were the Jeff Bebe band, and I placed an ad in a magazine called Peaches looking for a guitarist and Russell Hammond answered.

Quince nods, head bowed, swaying slowly. QUINCE (with deep understanding) Peaches. Jeff watches Quince's head lower. when to to get talk with Quince. in rhythm with. JEFF I think he was a gift from God, actually. Nobody plays like Russell Hammond. RUSSELL (sorta moved) Well, shit. Thank you. He instantly realizes he's slipped, on the air. Ooops. to each be with forward RUSSELL (cont'd) Better hit the delay button. It's hard to know

The depth of his mellowness is tough

All eyes turn to Quince, whose head stays down, grooving some inner beat. other. asleep. Penny. He says nothing. The band looks at

We become increasingly aware that Quince may now Long silence. William shares an amazed look Russell leans

Quince is definitely asleep.

and continues talking quietly, with hilarious sincerity. RUSSELL (cont'd) Okay - we're talking now, right? Why the fuck do you wait until and interview in Arizona to say something nice about me. Why don't you say it to my fucking face sometime? Because I tell you every time I think you nailed something. JEFF Everybody pays you compliments. It's not my fucking job to kiss your fucking ass all the time. RUSSELL Well then who's fucking job is it? Because my ass is dying for a kiss. And I know yours is too.

DICK It's my fucking job. You're all geniuses. And let me just add this thought - smegma. Penny covers her mouth as offers a look of absurdity to William. room. as the He offers one back, as laughs are stifled throughout the William shares a look. Quince is still deeply asleep,

usually quiet tony leans forward to speak. TONY Feces. He cracks himself up, silently. stride. QUINCE The dong is called "Love Thing." Your mind is Starting to take effect. They're all here to see you swallow fire. You scream soundlessly... on the Night Circus. It's Quince, with Stillwater. "Love Thing" takes over, as Quince swivels in the chair. QUINCE (cont'd) I thought that went well. 66 INT. RENTAL CAR -- NIGHT Adrenalized laughter. sized rental car. Russell's. The whole band is crammed into a Quince snaps awake,

fully in-

66 medium-

Penny half on William's lap, half on

RUSSELL (to William) See, this is what nobody writes about! The in-between times! This! Us! Right now!! 67 67 bathroom with Across the too The phone is ringing. Estrella emerges from the She picks up the phone. Now she is far INT. WILLIAM'S HOTEL ROOM

no make-up and a t-shirt.

room, Sapphire signs for room service.

in the

made-up. b.g.

The t.v. radio plays Free's "Fire and Water"

ESTRELLA (suspiciously) Hello? CUT: INT. WILLIAM'S HOUSE -- NIGHT It's Mom on the phone. ELAINE (measured, very proper) May I speak with William please? ESTRELLA (cheerfully) He's not here. I think he's in the bar with the Band. They just got back from the radio station. Is this Maryann with the pot? Silence. Hello? ESTRELLA (cont'd) INTER

ELAINE No this isn't Maryann with the pot. This is Elaine... his Mother. Estrella physically recoils. ESTRELLA (cringing) I thought you were English. ELAINE Could you please give him a message? Could you tell him to call home immediately? And could you also tell him (at full power) I know what's going on. ESTRELLA Alright. Okay. But I'm just going to say this, and I'm going to stand by it. (can't help herself) You should be really proud of him. 'Cause I know guys... and I'll bet you do too. And he respects women, and he

likes women, and let's just pause and appreciate a man like that. You created him out of thin air, and you raised him right, and we're all looking out for him. And that's more than I've ever said to my own parents, so there you go. (silence) This is the maid speaking, by the way. 68 seats in microphone 68 INT. HOTEL LOBBY -- NIGHT Russell and William sit in two large red-leatherette the hotel lobby. William shuffles through many pages of questions written in small script. His tape recorder sits balanced on the chair. WILLIAM (very professional) Now that you're starting to be successful, you had twenty-six years to write your first Album... and you'll have maybe four months for the second. Do you worry that the pressure of the business will get in the way of the original joy of making your music? Or Russell blinks. are right in front of him. RUSSELL Whoa! (laughing) I need three more beers and my guitar before I can answer that question. Let's take a walk. 69 William. his room, for a portrait hours members. 69 EXT. HOTEL POOL AREA - NIGHT Russell walks the outskirts of the pool area with William follows him through the sliding glass door to facing the pool. Russell grabs his guitar. They stand The all-consuming issues of his life

moment, unheard by the others, and regard the living twenty yards in front of them. The off-limits after-

pool area has been overtaken by the Stillwater tour

joke. stolen towels pool Effortlessly, regard

Jeff Bebe sits in a chair nearby.

Dick laughs at a

Always the life of the party, Penny Lane dispenses from a maid cart. And she is the first to slip into the

for some after-hours, against-the-rules swimming. she turns a collection of people into a party. her, well out of earshot of the others. RUSSELL For a minute I thought you were actually a real journalist... which is... you know, it's great. (beat) Shut that thing off, and I'll tell you the truth. William shuts his tape recorder off. It's off. WILLIAM They

RUSSELL Look. I trust you. I'm going to lay this right on you. Just make us look cool. WILLIAM I will quote you warmly and accurately. RUSSELL That's what I'm worried about. See some of us have girlfriends back home. Some of us have wives. And... some of the people you meet on the road are really amazing people... pool. inviting the pool. They both watch Penny Lane, sparkling, fresh from the She places hotel furniture into the shallow end and all, even other curious hotel guests, to join them in RUSSELL (cont'd) Like you. And some of the things that happen are good for just a few people to know about - as opposed to, say, a million people. Dawn is breaking for William. Ohhhh. Oh. WILLIAM Yeah.

RUSSELL You know what I mean? Right. WILLIAM Yeah.

RUSSELL See, you're dangerous. Most people are just waiting to talk, but you listen. Right. WILLIAM Right.

RUSSELL So your question you asked me. I think about It every fucking night. The "business." I hate it! (quietly) I grew up with these guys, okay? I can't play all that I can play, I'm past these musicians, do you understand? I do. WILLIAM

RUSSELL The more popular we get, the more I can't walk on them, the bigger their houses get, the more pressure... you forget, man. You forget what it was like to be real, to be a fan. You can hear it in a lot of bands who've been successful - it doesn't sound like music anymore. It sounds like... like lifestyle maintenance. (suddenly confessional) I used to be able to hear the sounds of the world. Everything, to me, used to sound like music. Everything. Now I don't hear it. You know what I'm trying to say? WILLIAM (ruefully) Yeah. RUSSELL Man, it feels good to say this stuff out loud. But what am I doing? I'm telling secrets to the one guy you don't tell secrets to. WILLIAM (feeling included) No, that's okay. We'll do the interview

tomorrow. RUSSELL This is good. So there's the "friend" and then there's the "interview guy." Yeah. WILLIAM

RUSSELL So tonight it's "friend".... and when we wake up tomorrow - "interview guy." We'll figure it out as we go, buddy. WILLIAM Hey - for whatever it's worth - you guys are really good. guitar of the doesn't 70 Russell laughs at the kid's easy naivete. to the kid, and joins the party. He hands his

William watches, part He

crowd... somehow feeling a little compromised. care. Penny gestures for him to join them.

70 arena.

EXT. SUN STADIUM - AFTERNOON William interviews Larry in the seats of the empty

On

stage, Ed soundchecks his drums. WILLIAM How would you describe your role in Stillwater? What is the chemical that you add to the chemistry? LARRY I'm the bass-player. WILLIAM (pressing for some poetry) Right. And when you take that away... what would be missing? Stylistically? What chemical? LARRY (not getting it) The bass? Larry doesn't give him much.

71 71

EXT. SUN STADIUM - NIGHT

part the scarf looks Dick arrived.

It's raining. of them.

The pre-show huddle breaks up, William a She takes He

Penny Lane adjusts Larry's look.

from around his neck and ties it around his leg. instantly better.

William watches in the darkness as The best part of his day has

takes the microphone. In his important voice:

DICK Good evening Phoenix. (applause) From Troy, Michigan. Please welcome, Stillwater. Jeff microphone for Lights come up, as the band launches into "Fever Dog." begins singing. Russell reaches to adjust the

a back-up vocal and is hit with something unexpected. A sharp electrical shock. within a the voltage metal. stage, 72 His It's just a slight pop in the loud din of music, but moment something is clearly wrong. Russell holds onto

microphone stand with a surprised look, conducting highfor two seconds and then he snaps his hand off the face is white, he takes off his guitar and walks offcollapsing a couple steps later.

72 which has sagging

EXT. BACKSTAGE -- NIGHT Dick is waving wildly for the band to board the bus, been pulled up into the backstage area. He guides a

Russell, assisted by Penny Lane, into the bus. DICK Get in, get in!!

PROMOTER

William boards the bus, as the extremely agitated arrives to confront Dick. PROMOTER Are you the manager of this band?

DICK That, and more. Get in! PROMOTER You didn't even play a full set! gesturing Dick whirls and unleashes an anger we've not yet seen, with the silver briefcase that does not leave his hand. DICK Your shoddy stage set-up almost killed our guitarist! PROMOTER You trashed the dressing room - you didn't play your thirty-five minutes. You didn't fulfill your contract DICK Everybody in! Get in the bus! PROMOTER I'll report you to every promoter in the country! I'm gonna talk to Frank Barcelona! DICK YOU DON'T FUCK WITH MY BAND'S SAFETY! PROMOTER I hope you have a good lawyer. DICK I AM A LAWYER! He swings into the bus, as the bus revs. PROMOTER LOCK THE GATE ON 'EM! 73 73 bus. He Russell sits, pale, next to Penny at the front of the examines his singed hand, shaking it a little to positivity of her words. PENNY Don't worry. It's happened to all the greats. Thank God you didn't hold the mike stand with both hands, you'd still be holding it. This is a good thing. It's a good, good, good thing. INT. BUS -- NIGHT

emphasize the

of eyecranes

William sits nearby, watching Russell, making notes out sight of others. The ever-wary Jeff, unseen by William,

to see that he's writing in his notebook. door Dick swings into the seat across from Russell. shuts, as the promoter is still yelling. running Doris is slow to gain speed, as Estrella appears, alongside. She knocks on the window next to William. ESTRELLA I forgot to tell you! Your mom says to call home immediately. She says she knows what's going on! (receding) See you guys in Topeka! I'll catch a ride with Sabbath! bus races William nods with embarrassment, waves to her, as the toward the now closing gate. DICK (casually, to Russell) Wanna buy a gate? the inside Before Russell can answer - BASH. Doris barrels through The bus

steel-gate, snapping it like a chopstick to great cheers this bus. DICK (cont'd) You just bought a gate. (to the bus) C'mon Doris!! Get us out of town!! The bus struggles up a slight incline, everybody rooting

for

Doris, as she eases out of the parking lot and onto a thoroughfare. WILLIAM What did it feel like to be electrocuted? RUSSELL It burns. It feels like a dose of lead shooting through your body... and then you see God, and he says, "How bad do you want to be legendary?" And god damnit. I let go. (shaky grin as all laugh

warmly) Rock and roll. Jeff watches this charisma with thinly veiled envy. kid "That's the 74 74 takes She wakes Song continues. Almost everybody is asleep. William scribbles in his notebook. Way." INT. BUS - EARLY MORNING We hear Led Zeppelin's The

the camera and snaps a Polaroid of a sleeping Penny. up. PENNY Give that to me. She grabs for it, they have a brief play-fight. He

grabs some of the Music a bus sunglasses,

other Polaroids from her pocket.

He hustles to the back

the bus, pockets the photo, and settles down to watch passing landscapes. She chases him down the aisle. Out the window,

continues as she sits down next to him.

long-distance running team of Girls keeps pace with the for a bit. They wave. Penny watches them over

waves briefly to the real world. PENNY (cont'd) (breathing heavy, owning the world) When we go to Morocco, I think we should wear completely different clothes, and be completely different people. WILLIAM What will our names be? She snaps a Polaroid of a nearby sleeping Silent Ed,

pockets sleeping.

the Polaroid.

She regards Russell up ahead, also

Her attention has already wandered from Morocco. PENNY What do you think of Russell? WILLIAM

I like him. PENNY You're coming to Cleveland, right? WILLIAM Cleveland, Ohio? Oh no no no. I gotta get my interview with Russell before Greenville. And you've got to help me. Okay? Friends... remember? Penny is still watching Russell. PENNY You should give him a break. There are real problems in the band. Off the record. in Gravely noting the word "problems", the kid joins Penny watching Russell, who is splayed haphazardly, sleeping restlessly up ahead. WILLIAM What problems? PENNY Okay. I got it. I think your name should be Spencer, and mine will be Jane. WILLIAM I can't keep up with you. No one can. PENNY

WILLIAM What's your real name? It's With her Russell She looks at him briefly. She puts her arm around him.

intoxicating, but he doesn't quite know how to act. free hand, she gestures with a hanger. sleeping nearby: PENNY Here's the thing about Russell. He's my last project. I only do this for a very few people. And I think we should do it together - he is almost great. We've got to take him there. You and me - we can do it. Deal? Because the other guys are good - but he could be great. He's my last project. As they regard

He looks at her.

She imitates his face back to him.

PENNY (cont'd) It's all happening. 75 cases. WILLIAM What do you love about music? Ed looks at him thoughtfully. He questions. 76 76 interviews, surreptitious standing offered hides William, looking concerned over the state of his walks into the backstage bathroom. He makes a few thinks. He shrugs. It is an eloquent moment. 75 INT. TOPEKA ARENA BACKSTAGE -- NIGHT William sits interviewing Silent Ed by some equipment

The kid tumbles with more

These interviews are not going well. INT. BATHROOM - NIGHT

notes in his notebook before noticing that Jeff is there, clearly just finishing a quick hit of cocaine by a Local Hanger-On. the coke spoon. Hey. Hey. JEFF WILLIAM William pretends he sees nothing as he turns to the and shot stays on Jeff, who looks a little high and a worried. Seeing the kid, he immediately

urinal, little 77

77 booms

INT. BACKSTAGE PAY PHONE - NIGHT William is on the pay phone with his Mother. in the background. I know. WILLIAM I know. I know. The show

(beat) I know. Mom. 78 78 Stillwater on-stage. 79 shoe. 79 INT. STAGE - NIGHT

Mom... Mom.

A great show.

Russell on fire.

INT. BACKSTAGE PAY PHONE - NIGHT William on the phone. Estrella leans on him, fixing her

WILLIAM Right now -- Topeka. Then home. for a

Then Greenville.

He winces slightly, holds the phone away from his ear moment. WILLIAM (cont'd) I'm sorry I didn't call yesterday! It's not like you can just carry a phone around with you. 80 INT. ELAINE'S SCHOOL OFFICE -- AFTERNOON Mom sits in her school office, a miniature version of - a fortress in which she is surrounded by books. going down. She can't resist a sentimental moment. The

80 her home sun is

ELAINE I guess I just miss you, and I don't understand why I've driven both my kids so far away from me. By all practical rules don't I get you for three more years? He is touched by her vulnerability, more visible now than ever, as music continues in b.g. ELAINE (cont'd) Was I not fun? 81 81 INT. BACKSTAGE PAY PHONE -- NIGHT William has his finger in his ear. Stillwater's to answer set now blots out all other noise. The din if It is not the time

this question. WILLIAM I missed the last thing you said. Mom takes a pause. ELAINE I LOVE YOU. Penny now enters, watching. WHAT? WILLIAM

ELAINE (angry, louder) I MISS YOU AND I LOVE YOU! William now notices Penny standing nearby, picking at a salad what he from a paper dish. Looking at her, he lets loose with

believes is a private confession. WILLIAM I LOVE YOU!! Penny smiles knowingly, collecting his affection like He backstage pass, and turns away. Camera stays on He's just told her

another William. that 82

is suddenly and deeply embarrassed. he loves her and she knows it.

He hangs up, traumatized.

82 finished. Luggage

INT. TOPEKA DRESSING ROOM -- NIGHT Russell's hair is slicked with sweat from a show just He is shirtless with a towel around his shoulders. for the next city is stacked by the door. RUSSELL Fire away. I'm ready. I'm on the "You" Train. Take me there. The kid plugs in his microphone. Russell listens as he

springs

his first question. WILLIAM Do you have to be depressed to write a sad song? Do you have to be in love to write a love song? Is a song better

if it really happened to you? Like, "If You Say Nothing"... where did you write that and how did it come about? looks Russell admires the many questions. at his hand, thinks. RUSSELL When did you get so professional? In the background, Penny Lane irons Silent Ed's shirt. Grinning, she cuffs his shoulder. To the shirtless drummer, waiting for his shirt. PENNY I'm almost done with my shirt. Ed watches her appreciatively, drumming silently on a rubber In of being cardboard pad. Penny kisses Russell, who swings her onto his lap. Says nothing. He

silent

the corner, Jeff watches them all with a vague feeling underappreciated. box. DICK Russell, your dad showed up again. And on a lighter note. (importantly) Gentlemen. Your first t-shirts have arrived. And now Dick enters with a large

open the first fresh examine it There has name colorednoise. There is rubber pad.

There is an immediate buzz in the room, as Dick yanks box filled with new white t-shirts. shirt, and displays it proudly. their first t-shirt. been a mistake. emblazoned below. Faces fall. He untangles the

A silent beat as all Ed stops drumming.

It is a fuzzy band photo with the group Only Russell, who stand out front, is He turns away, making a

in and emphasized on the shirt. Jeff stares at the t-shirt.

He's just about in tears.

a long silence and then... Ed resumes drumming on the DICK (cont'd) It's the record company's mistake.

And they will pay. happy. were as the room. thick.

Shirts gone, band

He drops the offending shirt into the trash, as if it contaminated, and exits with the box. William watches

two men, Russell and Jeff, move to opposite sides of the Russell puts on a shirt, so does Jeff. Russel turns to see Jeff staring at him. RUSSELL Can we just skip the vibe and go straight to us laughing about this? JEFF (bitterly) Yeah. Okay. RUSSELL (trying for a joke) Because I can see by your face - you want to get into this JEFF How can you tell? I'm just one of the out-of-focus guys. Here we go. RUSSELL The vibe is

William watches as Russell fishes the t-shirt out of the trash. RUSSELL (cont'd) Here. Take it. You LOVE this shirt it lets you say everything you want to say. JEFF Well, it speaks pretty loudly to me. RUSSELL It's a t-shirt. Russell turns away. JEFF I'm always gonna tell you the truth. RUSSELL Are you doing coke again? Oh yeah. JEFF All the time.

The kid looks down. JEFF (cont'd) This is big stuff, man. From the very beginning -- we said -- I'm the front man and you're the guitarist with mystique. That's the dynamic we agreed on -- Page, Plant... Mick, Keith. But somehow it's all turning around. We have got to control what's happening to us. There's a responsibility here RUSSELL Excuse me, but didn't we all get into this to avoid responsibility? JEFF Forgive me. (continuing, on shirt) But this is the slow-moving train of compromise that will kill us. Russell makes a disgusted noise. discreetly, looking back at William. JEFF (cont'd) I can't say anymore with a writer here. RUSSELL You can trust him, you can say whatever you want. JEFF (eyes suddenly moist) I works as hard or harder than anybody on that stage. You know what I do - I connect. I get people off. I look for the guy who isn't getting off, and I make him get off. (beat) Actually, that you can print. (continues to Russell) And yet, why do I always end up feeling like I'm a joke to you? I feel nothing but love for you. We're a family. he He looks at the t-shirt and starts to cry. grows angrier. JEFF (cont'd) You want to pretend this isn't going to be a very big band. Well it is. You call yourself a leader of this band, but your direction allowed the t-shirt, when Embarrassed, Penny Lane exits

you allowed Dick to manage us, 'cause he's your friend... don't you see? The t-shirt is everything. It's everything. RUSSELL Is it my turn? Because I think we should, for once, say what we really mean. JEFF Oh, this is the part where you quit RUSSELL (stiffening) Right. I'm so predictable. JEFF No I gotta tell the truth -- I want you to like me. But sometimes I feel like you collect people who love you and then very skillfully... you make them feel bad that they're not good enough for you. RUSSELL Stick to singing, brother, 'cause you ain't gonna make it as a shrink. JEFF Deal with it! And let me just say what nobody Else wants to say to you What? RUSSELL

JEFF Your looks have become a problem. 82A who holds age, 82A EXT. BACKSTAGE - NIGHT Russell walks swiftly past a happy silver-haired man, court with beer in hand. late fifties. Son! RUSSELL (dutifully) Hello Harry. hungrily. Dad introduces a woman much younger, who eyes Russell He is DAD. DAD He dresses too young for his

DAD He got all the good genes, huh? Meet Deirdre. We're getting married in July. 83 83 to catch night and Russell walks fast outside the arena. up. William hustles EXT. ARENA -- NIGHT

The two men walk in long silent strides in the cold Fans begin to recognize

air, beyond the backstage area. follow at a discreet distance. You okay? WILLIAM You alright?

Russell doesn't answer. RUSSELL (resolute, wound up) From here on out, I'm only interested in what's real. The kid nods. They walk.

RUSSELL (cont'd) Real feelings. Real people. That's all I'm interested in... From here on out. What is REAL? You're real. WILLIAM Thanks. A wave of warmth comes over Russell. RUSSELL You know, you know all about us and I don't know shit about you. (struggling to be personal) What's your... your family like? Tell me. WILLIAM Well, my dad died of a heart attack and my sister believes that my Mom is so intense that she might have contributed to it. Plus RUSSELL (immediately) Okay, that's good. That's enough. WILLIAM It's good to talk about it. Really

good. it Russel now sees some hero worship in the kid's face, and makes him nervous. WILLIAM (cont'd) Hey, man, maybe we should go back. RUSSELL If they want me, they can find me. William turns and sees nobody following but fans. WILLIAM So listen. I have to go home tomorrow. I know this is a bad time to finish our interview. RUSSELL Hey, man, you know what? you want. I trust you. A big square Chevy van slows down. his head out the window. CONCERT-GOER (battle-cry) Woooooooooo!!! You're Russel from Stillwater!! RUSSELL On my better days, yes. I am "Woooooo, Russell from Stillwater!" CONCERT-GOER Wanna go to a party at my friend Aaron's house?! I know you're a big rock star, but do you want to hang with some people looking to have a good time? Russel regards the van full of kids. More fans crowding around. The kid behind the wheel unknowingly says the magic words. CONCERT-GOER (cont'd) We're just real Topeka people, man. He has said the magic word. A84 Topeka. A84 EXT. AARON'S PARTY - NIGHT Russell arrives at the party in the rural outskirts of Write whatever A CONCERT-GOER hands

William nearby. 84 bottle. AARON. him. 84 INT. AARON'S HOUSE -- NIGHT William watches as Russell slugs from a Jack Daniels They sit in the bedroom of a mindblown fan, 17 year-old He has long frizzy brown hair, tied in a spray behind Many from the neighborhood are now pouring into the home. RUSSELL (eyes glowing) You. Aaron. Are what it's all about. You are real. Your room is real. Your friends are real. You are more important than... than... all the silly machinery. And you know it! In eleven years it's gonna be 1984, man. Think about that! AARON Wanna see me feed a mouse to my snake? Yes. RUSSELL

KID # 1 Can I have your belt? Take it! goes passes it RUSSELL A joint

Russel whips off his belt, gives it to the fan. by, headed for Russell. on. RUSSELL (cont'd) Aaron? Where's your bathroom? I want to live here. I want to eat your food, and live in your city and fuckin rock like I used to. I want to learn everything there is to know about your city and your town. And your way of being real. (stunning realization) I used to be you. AARON Down the hall by the washing machine. RUSSELL What?

William intercepts it and

AARON The bathroom. Okay. hall. 85 85 INT. AARON'S HALLWAY - NIGHT William follows Russell protectively. PASSING FAN # 1 WOOOOOOO!! linger A QUIET GIRL, 14, turns and watches Russell pass. on her face for just a moment, full of wonder. WILLIAM We should probably head back sometime. Russell ignores him. PASSING FAN # 2 (holding red cup) Watch out, there's acid in the beer that's in the Red cups. Then, Russell looks at the cup in his own hand. It's white. We RUSSELL Good to know.

Russell rises and squeezes past fans and heads down the

with his other hand, he grabs the red cup and drains it. William winces. They move on. Topeka. With a massing RUSSELL Check it out. William stands guard.

Russell enters the bathroom.

finger outstretched from each hand, he lectures the fans in the hallway. WILLIAM Please don't give him any more acid. 86 INT. LIVING ROOM -- NIGHT -- TWENTY MINUTES LATER William watches as a wobbly Russell Hammond, in now, goes through Aaron's record collection. albums over his face, like masks. He places

86 sunglasses the

RUSSELL Faces. Stones. Sa-weet Baby James!! None of these people are gonna be around in twenty years! Plastic begets plastic!! Black plastic. Partygoers are strangely fascinated by the rock star in their living room. INTER CUT: 87 on four 87 INT. BACK BEDROOM -- NIGHT William waits anxiously to use the phone, keeping an eye Russell. Russell is now strangely twisting/dancing with

girls in the living room, as more cars arrive outside. KID ON PHONE He's here right now! Go ahead and put it Out over the radio, tell people to bring food And beer and chicks. We're at Rural Route # 4 No no. WILLIAM Nope. No. Keeping an eye on

Russell

William takes the phone and hangs up.

in the next room, he dials from a tour itinerary sheet. WILLIAM (cont'd) Dick Roswell, please? (beat) Dick!! I got him!! He's okay... I've been Looking after him. He's on acid, though. I can't Really tell. How do you know when it's "kicked in?" 88 rooftop. below. 88 EXT. AARON'S BACKYARD - NIGHT Russel stands on the jutting corner of the house The unlit, unheated greenish family pool beckons to him It's kicked in. RUSSELL (bellowing to the heavens) I AM A GOLDEN GOD!!

from

Russell cackles at the joke of it all. down below. WILLIAM Hey Russell RUSSELL I AM A GOLDEN GOD!! WILLIAM Don't jump, okay?

William yells up

RUSSELL And you can tell Rolling Stone Magazine my last words were He spreads his arms, and tries to think of last words. RUSSELL (cont'd) -- I'm on drugs!! Yells The kids cheer. William looks around, remains cool.

upward in the cold night air. WILLIAM I think we should work on those last words. Critic!! RUSSELL

WILLIAM No, I'm not RUSSELL Okay I got it. I got it. I got it. I got it. This is better. Last words (spreads his arms, his greatest realization) I DIG MUSIC!! It gets a skimpy reaction from the partygoers. RUSSELL (cont'd) (immediately) I'm on drugs!! They applaud again. WILLIAM Just come on down!! RUSSELL (matter-of-fact)

Okay. below. more. He He jumps from the roof into the cold, algaed water sinks immediately. One kid jumps in, then another, then

Everybody wants to save Russell. 89 89 finally 90 It's getting lighter. Cars line the street. And now, EXT. AARON'S NEIGHBORHOOD -- EARLY MORNING

turning the corner, is Doris the Bus. 90 INT. KITCHEN -- MORNING William watches the effects of personal charisma. Wet partygoers surround Russell, bottle of Jack Daniels hand, wrapped in towels. Now a bond has passes between

still in them, face

all of them. and neck.

Algae drips from the corner of Russell's

RUSSELL Thanks for saving my life. hold it against you. ("Glad 91

I won't

Twenty different kids thank him for the opportunity. to do it," "Right on," "Damn straight.")

91 kitchen, Easing him,

INT. LIVING ROOM/KITCHEN -- MORNING Door opens. Dick enters. Finding the guitarist in the

he clicks into time-tested road-managerial maintenance. Russell out of his towel, slipping his own jacket around from Russell's hands. DICK (privately) They've been crying for you like a bunch of whimpering pussies -RUSSELL (woozy) The band is over. This is my family now.

Right on.

OTHERS He's staying with us.

DICK (soothing) Definitely. It's all over. We'll just ride on to Greenville, listen to some great music, finish the tour, and leave those ungrateful fools behind. And then we'll come back here, where you'll live. RUSSELL I know what you're doing... and I like it. (noticing William) Look at him. He's taking notes with his eyes. (beat, to Dick) How do we know he's not a cop? William laughs painfully, as Russell moves in, eyes flaring with sudden paranoia. RUSSELL (cont'd) He could be selling information! DICK (to Russell) Easy. He's your Guardian Angel. Russell turns away. William shrugs with style, but his lingering look is filled with hurt. Dick guides Russell to him as the door, grabbing the kid and talking very directly to they move. DICK (cont'd) Don't worry. He only means half of what he says. WILLIAM Which half? DICK Good question. WILLIAM (very direct) I have a lot more. Just help me get my interview so I can go home from Greenville. I have to go home. (pulls him back) I have to go home.

DICK Hey. You saved the tour. good enough for now. of Russell's shoes door in a Dancer." "important"

That's

Frustrated but feeling important, William hands him some Russell's wet clothes. William deftly retrieves and smoothly plucks the guitarist's sunglasses from the partygoer who also wears his belt. They move to the pack. We hear the beginning of Elton John's "Tiny

Dick faces the crowd and addresses them in his stage voice. DICK (cont'd) Ladies and Gentlemen, the evening is over! We hope you've enjoyed yourselves, and we'll See you again in 1974!! Good evening!! William gives Russell his sunglasses to face the

sunlight. Quiet

Russell stumbles out of the house to great cheers. Girl breaks free to catch Russell on the way out. QUIET GIRL I'll never forget you.

The

They leave 92

Dick pats William's arm one more time -- good work. Aaron's house as legends.

92 up others know four forehead, There is or others...

INT. TOUR BUS -- MORNING - 5 AM "Tiny Dancer" continues on the bus stereo. Russell sits The

front, swathed in a large robe, alone and silent. have given him a wide berth.

He feels silly, and they

it, and he hates that they know it, which makes him feel foolish. He sits silently. William watches him from rows back, next to Penny. She kisses the top of his

a hero's welcome. He yawns. The song's vocal begins. only more silence. Then, after a beat, we hear a voice Then

two, fighting the quiet and singing along.

and around. this is

waking up... joining in.

Then Jeff.

Russell hears them

starts to sing along too, louder now, without turning It's a voice everyone wants to hear. his family. Like it or not,

OUT FADE IN: 93 93 Passing signs announce Greenville, North Carolina. 94 clogged background. LESTER How's it going? 94 INT. LESTER BANGS BEDROOM - DAY Lester on the phone. EXT. HIGHWAY -- DAY

FADE

He is paler than ever, in a room

with vinyl, happily listening to the MC5 in the

INTER CUT: 95 Polexia Lester 95 INT. WILLIAM'S HOTEL ROOM - DAY It's a small wooden-walled hotel room in Greenville. tries on clothes. on the phone. WILLIAM Rolling Stone is calling me. I don't have my key interview. I don't know what to say. LESTER BANGS (pacing, assembling thoughts with his hands) You're flipping out. That's good. Alright. This is how you blow their minds. He'll ask you - this is Ben Fong-Torres, right? - he'll ask you how the story's going. Here's what you do - let's fry his mind. Tell him "it's a think piece about a mid-level band struggling with their own William barely notices as he talks to

limitations in the harsh face of stardom." Ha ha!! This is fun! William scrambles to make notes. WILLIAM (madly copying) ... think... piece... CLOSE ON WRITING Longhand small script on yellow legal tablets. 96 96 makeshift writes 97 William sits in the tub, without water. It's his He INT. HOTEL BATHROOM -- NIGHT

office, he's surrounded with scraps of notepaper. savagely, and now, savagely throws it away.

97 Midnight

INT. HOTEL BEDROOM -- NIGHT In the bedroom, Sapphire, Polexia and Penny watch The Special. Sapphire looks at a room service menu. SAPPHIRE It says the food is hearty and adventurous. POLEXIA (yawns) Greenville. I'm bored.

Penny yawns too, it's catchy, and rises to visit the bathroom. POLEXIA (cont'd) Hey let's deflower the kid. Now Sapphire yawns, looks in her purse. SAPPHIRE Who his the quaaludes from me? 98 sits on 98 INT. HOTEL BATHROOM -- NIGHT Penny enters to see William writing in the tub. the toilet to pee. Wait. Flustered: She

WILLIAM I'll leave.

He gets up, knocking his carefully organized notes onto the is floor. He is brimming with things to say. More than he

even able to communicate. WILLIAM (cont'd) You know, I think this is going backwards for me. PENNY Backwards? WILLIAM (flustered) I don't know. I just thought we could hang out, maybe do some stuff back home, regular stuff, get to know each other better... and then I'd see you pee. I mean, that's the way I usually do it. PENNY You're one of us. WILLIAM I'm not one of you. PENNY Oh! If you go to Cleveland, Bowie's going to be there at Swingo's, the greatest hotel in America. I'll introduce you to him, and his security guy Dennis. William stops at the door. WILLIAM Don't you have any regular friends? PENNY Famous people are just more interesting. It's no big deal.

and

He looks at her.

Even sitting on the can, she's elegant

totally focused on him. WILLIAM (carefully) Well, I would be worried that they were using me. And not that anybody's using you, but She swoons a little, touched and moved. PENNY

Boy, if this was the real world and some guy talked to me like that WILLIAM Let me finish. (continuing) I'm not famous.... but you could always use me. If anything happens. And I would never use you. Even if I got famous. So you know, you always have that from me... in the real world. If you ever have to go back there, for anything. Sapphire She looks at him curiously, as the door blasts open. and Polexia head for William. SAPPHIRE Your time has come. WILLIAM Did he call? (realizes their intention) What are you -- stop it -- we're talking here. Pants him. SAPPHIRE Opie must die.

They swarm him, dragging him kicking into the bedroom. 99 It onto untroubled. face. ANGLE ON PENNY Across room, sitting and watching. SAPPHIRE Just relax. Take a vacation from yourself. Leave this to professionals. looks TV, Estrella and Polexia kiss each other playfully. confused. William 99 INT. HOTEL BEDROOM -- NIGHT Steely Dan, looking pale and somehow snappy, perform "Do Again" on The Midnight Special. the bed, and envelope him. The girls force William

Their sexuality is fun,

Shot moves past bodies crossing frame, onto William's

Across the room, Penny laughs, turns up the

blows him a kiss.

Penny's eyes. His eyes.

Across the room.

His sexual awakening may be downtime amusement for them, but only smiling, to him it's an embarrassingly intense moment he shares She turns away,

with Penny Lane -- across the room. disappears into the next room. ON STEELY DAN On the television.

DISSOLVE TO: 99A girltalk conspicuous feeling 99A INT. BEDROOM - NIGHT - TWENTY MINUTES LATER - HANDHELD Post-sex pajama party. Sapphire, Estrella, and Polexia Penny is

about their first rock and roll conquests. by her absence.

William is under the sheets, listening,

different, now a man and somehow one of the girls too. DISSOLVE

TO: 100 of the of the and her 100 INT. BEDROOOM -- NEXT MORNING William is awake. window-shades. Sunlight floods in from the corners

He is surrounded by the fallen cavalry The phone rings, Lost in

night before... Sapphire and Polexia.

Sapphire instantly snaps it up, still asleep. dreams, she offers the sexiest hello ever.

SAPPHIRE (half-English accent) Hello. Hi, Ben-Fong-Torres from Rolling Stone. William snatches the phone. WILLIAM (lowers voice) Hello.

101 101

INT. BEN FONG-TORRES' KITCHEN -- SATURDAY MORNING Ben Fong-Torres is up bright and early. BEN Hello William, this is your editor at -He offers the name of the magazine with a swirl that

implies

high-level importance. BEN (cont'd) Rolling Stone. How's the story? INT. GREENVILLE HOTEL ROOM -- CONTINUOUS

grave

William snaps into his very professional tone of equally importance. WILLIAM I'm getting good stuff out here. BEN Sounds like it. Next to him, Polexia yawns herself awake. POLEXIA Man, I need some He clamps a hand over her mouth. BEN (jocular but tough) Now listen. Get it together. We're both professionals, I don't have to tell you this. You're not out there to join the party -- we already have one Hunter Thompson. You're out there to interview and Report. You got me? This isn't Creem Magazine, it's Rolling Stone. We need this story in four days. Now I want to know how it's shaping up. WILLIAM It's a think-piece about a mid-level band grappling with their limitations in the face of the harsh glare of success. BEN (pause) I like what we're saying.

Let me try

and get you a thousand more words. It's in consideration for the cover, but don't tell the band. WILLIAM (conflicted) Crazy. He The kid hangs up, now shouldering even more pressure. unclamps Polexia's mouth. - coffee. POLEXIA

SAPPHIRE Me too. Greenville is so boring. (to William) Any other city in the world and you'd still be a virgin. WILLIAM I'm going out to find Russell. SAPPHIRE Will you take the laundry? WILLIAM (to the girls) What am I to you? Tell me right now! What. Am. I. To. You. 102 102 INT. HOTEL HALLWAY - DAY Circles have sprouted up under William's eyes. orange bag laundry. drift from door, morning -He The

strapped over his shoulder, he lugs a huge bag of consults room list. the band rooms. A variety of noises and smells

He sees Room Service arrive at Dick's

and it's Estrella who opens the door. (Dick in the background.) She smiles sweetly to William -- good as the door shuts. WILLIAM Houdini... Houdini... He arrives at Russell's door. Two exclamation points

have sign crack, at

been Sharpie-markered to the words Do Not Disturb on the is gaffer-taped to his door. He looks through the

knocks.

the bottom of the door. Instantly: GO AWAY!

Carefully and politely, he

RUSSELL (O.S.) He sits down on a

Pissed, the kid flips off the door. chair is taking he's directly across from the room. more pent-up than ever.

Push in on William, who

He tries hard not to cry,

gulps of air as a maid cart swishes past, revealing... failed. He cries.

FADE UP FROM DARKNESS A super-energized Russell Hammond looks into William's sleepy evident in his feet. RUSSELL (cont'd) We'll do the interview in Cleveland! WILLIAM No. I can't. You've got to help me. I have to go home. RUSSELL Come on man, we'll have more time there. Don't be tense!! He begins rubbing the kid's shoulders. There's and Penny, also rubbing his shoulders. somehow cool too. WILLIAM (to Penny) You said you'd help me. PENNY (massaging) Come to Cleveland. RUSSELL (massaging, hypnotically) Come to Cleveland... Come to Cleveland... WILLIAM He's waking up. face. William's eyes open. His own sleepy face is

Russell's sunglasses.

The bag of laundry is still at

It is degrading...

I can't!! RUSSELL Can we help it if we like having you around! Embarrassed William is a bundle of nerves and exhaustion now. and frustrated. RUSSELL (cont'd) Cleveland, my man. You can't miss out on the Rock Mecca of the midwest you're with us. It's all happening! PENNY Rock and roll! WILLIAM (weary) Rock and roll. Man." 103 103 against thoughts. They sit together, hair askew, in sunglasses, resting the headboard. Carefully, Russell identifies his We hear David Bowie's live version of "Waiting for the INT. HOTEL ROOM -- DAY

RUSSELL I feel... like his parents. Penny runs a worried hand through her hair. I know. PENNY

RUSSELL I wonder how that happened. PENNY You ever notice that all our sentences begin with "I?" RUSSELL I hadn't, no. PENNY 'Cause we should work on that. He looks at her, plays the guitar a little.

104 night. glimpses

104

EXT. HIGHWAY - NIGHT Night. Doris rocks toward Cleveland on a muggy summer

The windows of passing houses offer rich Edward Hopper of lives and people William will never meet. 105 INT. WILLIAM'S BUS BUNK - NIGHT William watches from his bus bunk at the back, head on Looking up, he sees the rhythmic motion of bodies on the mattress above him, as music continues. William gets up, nods hello to the Roadie and his Date

105 elbow.

on the near the guitar. Russell Driver, headed to

bunk above. front.

He moves down the aisle... to the seats

A sleeping Russell sits upright, hugging his

Penny asleep next to him, Polaroid in her hand of... sleeping. The kid moves on. He sits with the Bus

whose CB crackles with chatter from other tour buses Cleveland. ON THE FIRST SIGN - LATE NIGHT Cleveland signs. Music rises. RUSSELL Cleveland! 106 EXT. DOWNTOWN CLEVELAND - LATE NIGHT Like a slow-moving shark, Doris pulls into empty Heads pop awake.

106 downtown letters

Cleveland. The streets are empty. They pass the Agoura Ballroom, where a man with a long stick arranges the Stillwater on the marquee. Applause in the bus.

107

107

INT. SWINGO'S CELEBRITY INN - LATE NIGHT/EARLY MORNING Russell and band enter like warriors, in a pack.

William sags Here, in just as

with the heavy bags in hand and over his shoulder. the middle of the midwest, is an explosive rock mecca,

in this work.

promised.

The feeling of belonging invades all those

lobby. Fans and other touring rockers mingle together. Outside in the real world, everyone else is going to FAN

It's Bowie! Russell. the his security comes... 108 Swingo's 109 109 108 INT. HOTEL ROOM - DAY

The lobby ignites, as William stands near Penny and Bowie races from a limousine through the lobby and into elevators. He is shrouded by a jacket. Just the top of

electric red hair travels the lobby, as he's hustled by man Dennis in the elevator. And out of the chaos

Jeff Bebe and Polexia smash against the wall of the hotel room, making love. INT. HOTEL ROOM - DAY Russell and Penny Lane smash against their own wall. 109A few fans 110 110 this there jackets and Hysterical Fan react yawning, the A wild Cleveland crowd in the building. The cities on And 109A INT. ARENA - NIGHT Dick squats at the front of the stage, and talks to a in the front row of this crowd. INT. BACKSTAGE CLEVELAND PAY PHONE - NIGHT

tour are getting bigger, and so are the audiences. is a whiff of business now too. Men in satin tour A Few even

some Disc-jockey types cruise the backstage. is led screaming to the nearby medic room.

it's Cleveland - as the shot finds William, tired and on the backstage pay phone. worst. He is absolutely ready for

Hi Mom.

WILLIAM I'm in Cleveland. Larry and Ed watch nearby. INTER

He listens stoically. CUT:

INT. LIVING ROOM -- NIGHT Moms sits in silence. WILLIAM (cont'd) (rehearsed) I'm fine! I'm fine! I'm flying back on Monday Morning. I'll only miss one test. I'll make it up. Russell listens in, holding his guitar, laughing. RUSSELL Tell her you're a slave to the groove - you can't help it! WILLIAM (covers phone)

No. the

Russell grabs the phone, talks to the silent mother on other end. RUSSELL Hi Mom! It's Russell Hammond, I play guitar in Stillwater! It's my fault. How does it feel to be the mother of the future of rock journalism? (beat) Hello? Silence. smoothing her crew. They glare pass. Penny passes and stands near William,

They watch a new pack of groupies prowl the road-

They are more glam, more trashy and less selective. insolently at Penny Lane. This is the future.

RUSSELL (cont'd) You've got a great kid -- nothing to worry about! We're taking care of him! And you should come to a show sometime! Join the Circus! ELAINE Listen to me. Your charm does not

work on me. I'm onto you. you like him. RUSSELL Yes.

Of course

ELAINE He worships you people and that's fine with you, as long as he helps make you rich. RUSSELL (a nerve is struck) Rich? I don't think so ELAINE Listen to me. He's a smart, goodhearted, 15 year-old kid, with infinite potential. processes Russel looks over at the kid, eyes narrowing as he the truth. He's 15? ELAINE (cont'd) This is not some apron-wearing mother you're talking to. I know about your Valhalla of Decadence, and I shouldn't have let him go. He is not ready for your world of compromised values, and diminished brain cells that you throw away like confetti. Am I speaking clearly to you? Yes, ma'am. RUSSELL

ELAINE If you break his spirit, harm him in any way, keep him from his chosen profession -- which is law, Something you may not value but I do -- you will meet the voice on the other end of this telephone. And it will not be pretty. Do we understand each other? RUSSELL Yes... yes... ELAINE (always the teacher) I didn't ask for this role, but I'll play it. Now go do your best. "Be bold and mighty forces will come to your aide!" Goethe said that. It's not too late for you to be a person of substance. Get my son home safely,

I'm glad we spoke. shook up. She hangs up. Russell hangs up, oddly affected and

WILLIAM Some people get her. by his 111 Russell is still recovering. mother, once again. 111 Cleveland stage applause stage: ON THE HUDDLE William with the band. awaits.

Some don't. William feels embarrassed

He yawns, as the band breaks.

We follow Dick, who guides the band onto the Already, stomping and

platform, still in darkness. is mounting.

Russell turns to William before taking the

RUSSELL Your Mom kind of freaked me out. WILLIAM She means well. Still rattled, he takes the stage. We see the unbridled enthusiasm of the faces on the front row. A wave of cigarette lighters stretch out before them. DICK (importantly) From Troy, Michigan... Russell thwacks a couple chords. turns that Dick lets to other members, feeling chills. Audience thunders. He

It's in these moments

everything else disappears. They bow and wave, still in darkness... each member seems to have his own fans. all this play out before finally adding... DICK (cont'd) Would you please welcome to Cleveland... More applause. This is very very very very fun. DICK (cont'd) Stillwater.

right charges out

Lights come up.

A full blast of audience love hits them The band

in the face, as they begin "Fever Dog."

headlong into their set, as various fans are squeezed up of the crowd and onto the stage. HANDHELD ON RUSSELL

off his back laughing. and over moment the 112

Who is in the middle of playing, as he smoothly whips guitar, and uses the instrument to send a Frenetic fan into the crowd. He slips back under the strap,

More stage climbers spring up where that fan came from, Russell now watches as Jeff Bebe dodges a fan and comes to Russell to lean on him. Russell turns to share the

with Penny, dancing with arms in the air at the side of stage.

112 finally

INT. DRESSING ROOM -- NIGHT William in the dressing room, eyes red with exhaustion, interviewing Russell. He holds the mike stoically.

WILLIAM So when you play a great show like tonight... Dick enters with great urgency. Okay. DICK I need everybody's attention. He knew this would happen.

The kid shuts his eyes.

DICK (cont'd) Alright, well, the rumors are true. The record company has sent a big-time manager here to try and talk you into replacing me. His name is Dennis Hope. I know you've all heard of him. He's got all the big bands. He's right outside. He wants five minutes with you right now. I think we gotta do it. RUSSELL (pissed)

Then bring him in. William shuts off his tape recorder. JEFF (arrogant) Bring him in! We'll send him out on a rail! RUSSELL (to William) We'll finish on the way to Boston. You can fly home from Boston. walks a trimmed midwest, in his ticket William nods, exhausted, as Dick opens the door. In

small general of a man in a baseball t-shirt, wellbeard and bowl cut. He holds the super-new Halliburton briefcase. He is DENNIS HOPE, 25. A man from the with a vision of the future of rock and roll. head are all the things that will come to pass. Already Higher

prices. Merchandising deals. Greater distribution and accounting of album sales. He shrugs hello to the band. DENNIS HOPE (completely unthreatening) Hi. RUSSELL We already have a manager. He's been with us from the beginning.

room fort.

Hope appreciates the lack of small talk.

He strides the

with the joyful enthusiasm of a kid who wants to build a Russell watches, dismissive, holding his guitar. DENNIS HOPE Respectfully. We all have our roots. I believe in bands holding onto their roots. But those roots need to be augmented. I'm gonna tell you the truth - I may enrage some and enthrall others. I don't really give a fuck. Your manager here needs a manager. Example. If you hadn't run out on the contract in Phoenix, you could have sued over Russell's hand... but you left, negating the contract, forfeiting the deposit, and you effectively traveled a long way to pay that promoter... to electrocute you.

Russell looks at his hand. DENNIS HOPE (cont'd) We can all work together. Your damages have put you way into the hole for this tour. Right now you owe the record company more than you've got. But your record's selling, there's money to be made. So I've brought a plane in, we can add more shows to make-up the difference. Respectfully. RUSSELL (immediately) We travel by bus. JEFF Doris is the soul of this band! That bus has been our home since we were the Jeff Bebe Band. Dick watches his loyal band with admiration. DENNIS Hey man -- it's travel on a pogo stick if I thought we'd make more money. You can play more dates with a plane... 112A 112A roadies and with Penny Lane stands on stage facing the empty arena. The INT. CLEVELAND ARENA - NIGHT - SAME TIME

have packed up and moved on. She is alone in the poetic trash filled structure that was just hours ago filled people. (Behavior to come) INTERCUT 112B INT. DRESSING ROOM -- NIGHT The band meeting continues. RUSSELL (passionate) Hey man, it's not about the money! It's about Playing music, and turning people on! The band agrees. DENNIS HOPE

WITH: 112B

(delicately) Yes, of course. Clearly. Respectfully. But on the distasteful subject of money. Just know. You're making it -- right now -- and it's all -He gestures to infinity. DENNIS HOPE (cont'd) -- out there. I'm just talking about bringing it -close to Bringing his hand together in a fist, he returns it, his heart. DENNIS HOPE (cont'd) -- back here. The band looks at Dick, who manages not to be speechless. DICK But why should we pay you for something we can do ourselves? DENNIS HOPE (immediately) Do you know how to keep from getting charged for the ice below the floorboards of Chicago Stadium? Do you know how to do a headlining tour, do you Claire Rothman at the L.A. Forum? Do you know Bobbi Cowan, Lisa Robinson, Jim Ladd, Frank Barcelona? (look around, amazed) This is Cleveland. Where's Kid Leo?? (basics) Do you know how you get a record not pressed but played? Do you know? I didn't invent the rainy day, man. I just own the best umbrella. He laughs. curiously spellbound. DENNIS HOPE (cont'd) Because as much as you may believe that it will last forever, it does not last forever... your biggest fan right now soon they're going to go to college, gonna wanna buy clothes, spend that money some other way, and you know what? (the final insult) They'll tape your record from a friend's copy. It's fun. Band members are now listening,

Russell stops fingering his guitar. the faces of the band members. Pain.

Shot moves across

DENNIS HOPE (cont'd) You've got to take what you can, when you can, while you can. And you've got to do it now. That's what the big boys do. The band squirms, but listens. DENNIS HOPE (cont'd) Because if you think Mick Jagger will still be out there trying to be a rock star at age fifty, you're sadly sadly mistaken. faces stare Now he's reaching them. back at the young dynamo. DICK (flustered) Yeah, well... we'll think about what you said. DENNIS HOPE (casually) No no. You don't understand. I'll think about it. I'm not auditioning. I came here to decide whether I want to represent you. So I'll stand outside for a moment, and think about whether I want to stay. silence. talk can 113 He leaves the room with a pleasant shrug. William watches their body language. first. Stunned Their slackened roar-weary

No one wants to

Their faces read as -- who was that guy, and how

we talk him into staying? 113 Dennis INT. PLANE -- DAY William watches as the band stands inside the new plane. Hope looks on. RUSSELL This is not us. This is too much. He looks around for support. Grim nodding faces.

RUSSELL (cont'd)

(impressed at seat) This is too much. William watches as Russell reclines. Penny, and oncoming Penny's she falls into the seat next to him. Russell grabs We hear the loud

sound of the plane in flight, as Dennis cooly asks for seat. DENNIS HOPE Do you mind? 114 EXT. PRIVATE AIRPORT -- DAY Doris the bus stays behind in the parking lot, abandoned

114 near the reads

a field.

The new plane lifts off in the background, as Bus Banner

bus sits alone, as if crying steel tears. simply: CLEVELAND. 115 INT. PLANE NIGHT

Reprise ending of Whole Lotta Love.

115 plane, 116 The girls sit on the jumper seats at the back of the with William. 116 notebook, posters on sign where a thick snobs, listening INT. BOSTON HOTEL ROOM HALLWAY -- DAY William trudges the hallway with tape-recorder and trolling for Russell. the walls. He passes Boston travelogue

A few room doors are open, he looks for any William veers into Dick's room, The room is

of the guitarist.

poker game full of Roadies is in progress. with exotic smoke.

They are a bunch of road-hardened

smoking cigars and other items, famous to themselves, not to rock and roll... but Sarah Vaughn. WILLIAM Anyone seen Russell? The Enemy! DICK

Door widens to reveal Russell. RUSSELL Hey! Welcome to the Road Crew Poker Party. This game's been going of for two years. DICK That's Mick - he's with The Who. That's John - with J. Geils. And that's Richard with the Eagles... and you know The Wheel. THE WHEEL Hey. the kid Dick, Grumbling roadies continue playing. turns down a Cola-can hash-pipe. Like an old pro,

This hand is down to

and a roadie named REG from Humble Pie. DICK Side proposition. For fifty dollars and a case of Heineken, I will put into the pot... three Lovely Ladies, Including the famous Penny Lane... the Band-Aids, who need to exit our tour before New York... It's a deal. Dick REG Show 'em. Reg lays down three Kings.

Dick lays down three tens. loses.

DICK Three Lovely Ladies... now in the custody of Humble Pie. REG Alright, so we owe you fifty dollars and a case of Heineken. Embarrassed, Russell notices the kids face. over, and speaks confidentially to him. RUSSELL Look. Nobody's feelings are getting hurt here. She already knows Leslie's coming To New York tomorrow. They all understand. This is the Circus. Everybody's trying not to go home. Nobody's saying goodbye. He leans

WILLIAM No, I got it. RUSSELL These are the Rules that come with every electric Guitar and every amplifier. They're not just written anywhere. Rock and roll, brother. No attachments. No boundaries. But the kid feels bad, and Russell knows it. RUSSELL (cont'd) Quit looking at me like that. 116A 116A The kid is still stuck on the road. He is in hell now. Wearily, with deep circles under his eyes, he shuts his eyes for a moment. Another band is moving through. INT. HALLWAY - AFTERNOON

SABBATH ROADIE Keep this hallway clear! 117 room roadies, luggage opens with a Unforgettable as the 117 INT. BACKSTAGE TRAILER/DRESSING ROOM -- AFTERNOON William and Penny sit on opposite ends of a blue lockerbench. It's a small dressing room, crowded with Piles of

guitars and men in stages of half-dress. headed for New York sit by the door.

The door suddenly

and Dick arrives with champagne and a cake decorated sparkler. It is placed in Penny's lap. It reads: Boston, 1973. They gather now

Penny... Age Unknown.

cake sits before a surprised and enchanted Penny Lane. DICK Happy Birthday from us.

cake.

William watches her face as she reads the message on the It hasn't sunk in yet.

a poem.

Russell produces a piece of hotel stationery.

He reads

RUSSELL So Penny our friend has gained another year.

But long ago, she threw it in gear. She rocked the south The East and West. Could you please get off this endless tour Where we're Black Sabbath's fucking special guest? Laughter. RUSSELL (cont'd) She says she's retired Though we've heard that before. She chose us... And in Penny Lane we trust She is a fan of this band. Much more so than us. William watches her face. out slices of the cake. DENNIS HOPE (to the point) Sorry the plane isn't bigger. It hits her. truthful the Penny as mugging giddy turning to nobody doesn't Marilyn cheers. all the 118 118 by the outdoor event. William exits a backstage Portosan. Penny catches him She looks at William for a clue. Now she knows. His Still enchanted, she hands

face does not look away.

She turns to

others -- the plane isn't bigger?

Shot moves in on

she blinks just a little, cutting into the cake, still for everybody, covering it all with a layer of sweet laughter. Shot comes to rest behind her, her head Each of them look away,

connect with band members.

maintaining eye contact with her except the one she now look at. William. She blows out the candles, vamping

Monroe-style, and sucks off the frosting seductively, to Russell watches, as we push in on Penny. She notices

luggage is gone, only her two cases remain by the door. EXT. CONCORD PAVILLION BACKSTAGE -- EARLY MORNING

grilling area where catering is preparing for the

Thuding crowd.

Their laminated passes swing from around their necks. in the distance, Stillwater plays for a cheering outdoor The sound of summer insects in the air. PENNY So it wasn't a birthday party, it was a farewell.

hair

William doesn't answer. out of her face.

He looks at her, blowing some

PENNY (cont'd) You think you can fool me. I read you. I know what you're thinking. What's that? WILLIAM

PENNY (touched) You're worried about me and Russell. Yeah. WILLIAM I gotta work on that.

PENNY You're so sweet. God -- if there was more of you in him... WILLIAM Don't tell me this stuff. like him. I want to

PENNY (concerned for him) Did you miss your test or something? He shakes his head. It's so beyond a test.

PENNY (cont'd) I know I'm not on the plane, and I'm not going on some other band's bus. I mean, I could go with the Sabbath road crew, but that would be pathetic. The girls are all going with Humble Pie. If you could find out from Russell -WILLIAM (quietly) Penny PENNY (a decision) Forget it. I'm flying to New York

myself. I have a bunch of partial tickets. I know his ex-wife, current girlfriend's going to be there clues. William's eyebrows rise. She examines his face for

WILLIAM -- I'm not sure that's a good idea. PENNY (overlapping) What? What are you saying? What do you know? Did Russell say something? WILLIAM I don't know anything. PENNY I know he wants me there. He gave me a cake. He wrote me that sweet poem. WILLIAM (loud) Wake up! Don't go to New York! PENNY What are you telling me? She looks so achingly beautiful to him. WILLIAM Because you're not who you said you were! I thought you were retired! PENNY You're right. I'm not who I said I was. I'm just like you. I love music, so this is my family. Some people like tractors, and they hang out with tractor people. What's the worst that could happen if I go to New York? (little girl) "I get my little heart broken?" Oh no. alive! unable to WILLIAM Never you! You eat people He looks at her,

She tears some leaves off a tree. formulate a response.

PENNY (accusatory) I'm sorry I told you so much. You have some way of making everybody tell

you all their secrets. WILLIAM That's a good one. Tell me too much and make it my fault. outside show He continues walking, she follows. They have ventured The

the backstage area, onto adjoining Boston farmland. booms in the background. PENNY Come on. You've seen what's happened. Russell and I fell in love. How much, I don't know... but this is the first time I've fallen for someone, really fallen... since Iggy, and I'm not happy about it. WILLIAM (beat) You slept with Iggy Pop!? She says nothing. WILLIAM (cont'd) (sputtering) Why don't you just tell me now, who else -- so when I go to the record store, I know who to be jealous of. Because right now, it's looking like the whole store! He's upset. She stares at him.

PENNY (teasing, defiant) You'll remember me forever. I was there when you lost your virginity. WILLIAM (upset at the memory) So was Steely Dan! It was a crowded room. She laughs, can't help it. PENNY You make me laugh. cry. Then: I think I'm gonna

WILLIAM (continuing) I thought we were going to Morocco! There's no Morocco. There's never been a Morocco. There's not even a Penny

Lane. name.

I don'teven know your real

PENNY If I ever met a guy in the real world, who looked at me the way you just looked at me... WILLIAM When and where does the real world occur? I am really... confused here. Fuck! All these Rules And all these sayings... and nicknames... PENNY You know -- you're too sweet for rock and roll. WILLIAM Where do you get off... where do you get "sweet?" I'm not sweet. I'm dark and mysterious and pissed-off and I could be very dangerous to all of you... I'm not sweet, and you should know that about me! I am The Enemy. PENNY You're not any of those things and that's what I love about you. William stands there in disbelief, unable to look at her. WILLIAM You fall in love to keep from falling in love. PENNY I don't want to go home! WILLIAM Well, I have to go home. helped me. PENNY Yes I did. WILLIAM That disc-jockey in Arizona got a better interview than me... and he was asleep. are roll. Applause He starts walking back to the stage. She follows. They And you never

two very young kids thrashed by the seas of rock and His frustration increases. in b.g. She just doesn't get it.

She grabs his shirt.

PENNY Look. You should be happy for me. You don't know what he says to me in private. Maybe it is love. As much as it can be with someone who -WILLIAM (blurts) -- sold you to Humble Pie for fifty dollars and a case of beer? I was there! He is instantly sorry. but she Her world privately crumbles,

tries to remain stoic and carefree. PENNY What kind of beer?

119 and decidedly window.

119

INT. HUMBLE PIE CREW TRUCK -- DAY Sapphire, Polexia, and Estrella bump along to the music the road. They strain to maintain dignity in these There's only one small blurry

third-class surroundings.

POLEXIA Who did this to us? 120 120 Mom on the phone. ELAINE Then don't come home. Don't do this to me. If you're going to miss graduation, don't come home. She hangs up. 121 121 William on the phone. 122 122 Speechless. INT. PRODUCTION OFFICE -- NIGHT INT. WILLIAM'S LIVING ROOM -- NIGHT

INT. COLLEGE CLASSROOM -- DAY Elaine faces her Humanities class. She stands in an amphitheater-style, inner-city college classroom,

decorated

earnest continue.

with colorful unorthodox artifacts from her home. city college students listen to her.

These

But she cannot

There is a thundering upset inside her. ELAINE I'm sorry. I can't concentrate. (beat, confesses, unhinged) Rock stars kidnaped my son. 123 123 listens 124 Music. Russell and band bounces down in NYC. Russell INT. BAND PLANE -- DAY

to music on headphones plugged into large boom box. 124 their looms, INT. LIMOUSINE -- DAY William watches, facing the band from the jump seat of limousine, heading into New York. beautiful and scary. "New York. " RUSSELL Just like I pictured it... Up ahead, Manhattan

JEFF " ... skyscrapers and everything." RUSSELL (to William) We showed you America. We did everything but get you laid. Beat. the 125 125 cluster of collector's magic last. seriousRussell and band spill out of limo. The New York They hold They look at each other curiously. How much does

other guy know? EXT. ST. REGIS -- DAY

hardcore Stillwater fans wait outside.

sleeves covering albums to be autographed, and fresh markers in hand. William in tow crawls out of the limo A

Dick goes to work, pulling luggage from the trunk.

card.

looking Fan (LENNY) approaches Russell with an autograph FAN I'm from the Church of Lenny. We bow to his will and all that it represents - The King of the King of Kings. RUSSELL Make it out to - ? FAN To Lenny. Russell nods -- of course. He signs, as Dick approaches

with

a well-placed word in his right ear. She's here. the She DICK Instead we see

William turns, expecting to see Penny.

long-limbed, athletic, pretty and collegiate LESLIE. holds a Nikon camera, and snaps their picture. JEFF Leslie! DICK Your room is completely stocked, far away from any noisy ice machines, elevators or maid quarters. The airconditioning is already on. And here is your security key -- by the way, you look stunning. LESLIE (taking treatment for granted) ThanksI'llseeyoulater. Nearby, the young journalist studies the tour's subtle

shift military.

in welcoming Leslie.

Dick's New York side is almost

DICK Bags in five! Cars leave for the party at six! everyone pulls his William studies Leslie, everyone saying hello to her, knowing the subtext. Nobody saying a word. William

heavy bag out of the back of the limousine.

York paper, towels

The bag breaks, and the contents spill out onto the New sidewalk. Bars of soap, ashtrays, hotel keys, crumpled

the contraband t-shirt, "Do Not Disturb" signs, notes, and thick telephone books from every city. You know. DICK (cont'd) There are lighter souvenirs.

WILLIAM (embarrassed) Well -- I kept thinking I was going home the next day -I did too. a band DICK Fifteen years ago. Russell shares

All help him with his spilled souvenirs. private look with the kid. members. WILLIAM Ric! It's Super Zeppelin fan Ric Nunez.

Nearby Leslie greets other

RIC (whispers) It's all happening. Zeppelin is at the Plaza. So's four other bands. They're partying up there right now. Sapphire, and Miss Penny Lane too... She wants you to call her. (William reacts) They're all staying under the name Emily Rugburn. William takes in the information, while regarding Ric's new "The Rain custom Song." RUSSELL (exiting with Leslie) After the party. I'll come to your room - I promise. We'll talk. This is Leslie, by the way. Leslie, this is our wayward friend from Rolling Stone. The Enemy. They shake, she smiles randomly. shirt, which features the words to Zeppelin's

126

126

INT. ST. REGIS FRONT DESK -- NIGHT William checks in. CLERK William Miller? Sir, you have an urgent call from a Mr. "Ben Fong-Torres." He's holding for you, right now.

the

William takes the phone. kid adopts a new persona.

The Clerk watches curiously as

WILLIAM (deep voice) Hello. RCUT INT. JANN'S OFFICE -- SAN FRANCISCO -- AFTERNOON On a rainy day in San Francisco, Ben Fong-Torres stands in the WENNER. background, and a copy-strewn office of the young editor/publisher JANN Several other editors are also present in the including David Felton with cigarette-holder in mouth, prep-school Fact-Checker named ALLISON. BEN Congratulations. It's gonna be a cover. Neal Preston will shoot 'em next week in L.A. we need you back in San Francisco tomorrow. We'll finish the story here. the William is overwhelmed with many emotions, fear topping list. BEN (cont'd) You can tell the band. Allison, our fact checker, needs you to transmit whatever you have of the story, tonight, now, along with your notes. There is a mojo at the Daily News they'll let us use Mojo? A mojo. WILLIAM BEN It's a very modern machine INTE

that transmits pages over the telephone. It only takes eighteen Minutes a page... 126A 126A addresses, 126B The sound of feet on pavement. William looks at EXT. NEW YORK STREETS -- NIGHT

hustling to the Daily News office. 126B into the Mojo." We A127 A127 party at checks William weaves, exhausted, into the Stillwater press this legendary New York nightspot. The Doorman, who INT. DAILY NEWS COPY STATION -- NIGHT William tears pages from his notebook and feeds them large and clunky earliest model fax machine -- "The hear David Bowie. "The Jean Genie."

EXT. MAX'S KANSAS CITY -- NIGHT

i.d.s, sees the kid and expresses great doubt. DENNIS HOPE He's okay, he's with us Hope shoves him past the Guard, and sends him into a very mature 127 127 whiff of sight. Overhead filled British leather The famous hub of New York rock and roll. decadence mixes with youthful naivete. A strong new world. INT. MAX'S KANSAS CITY -- NIGHT

Not a hippie in

William walks through, looking for familiar faces. we hear Stillwater. "If You Say Nothing." The party is

with scenesters, long silver-haired glamsters, some journalists, and many hunched young skinny bodies in jackets. Russell grabs him by the arm. RUSSELL Ah ha! There you are, ya little fucker. Come on -WILLIAM

I have some good news. RUSSELL -- I'll piss to that. A128 A128 faces room. They enter the small bathroom. the urinal and pees. Russell bolts the door, INT. MAX'S BEDROOM Follow me.

His own music throbs in the next

RUSSELL Dennis Hope took me aside, and wants to manage Me solo. Says to lose the band by February. Should I do it? I have no perspective anymore. William pees in silence. RUSSELL (cont'd) At what point do I just take the hint? Nobody Loves this band. People like us, do they love us? I do. WILLIAM

RUSSELL (then pissed) Oh - get this - somebody told Penny Lane I sold her for beer. The network of these chicks! Like I would do that. It's Jeff who told her, right? Not you, right? None of these guys can just calm down and be a fuckin adult. Now she's here, freaking out. Leslie can smell it. WILLIAM (exiting) Wait. I've got something to tell bar. 128 128 Leslie in the bathroom. Penny enters and watches her discreetly. They stand together, side-by-side at the mirror. She Leslie looks once, turns and then turns back at Penny. knows. But he finds himself trailing Russell to the back room INT. GIRL'S BATHROOM - NIGHT - SAME TIME

129 hangs share a

129

INT. BACKROOM -- NIGHT William sits with the band. Over Jeff's head, Penny They

nearby, at the outskirts, drinking and dancing. look, feigning casualty. WILLIAM You guys -- you guys -(beat) You're gonna be on the cover of Rolling Stone.

Stunned and overwhelmed, the band waits a beat, lets it sink kid. glass in... and goes wild. It's big news. raised. JEFF (tears welling, instantly) The cover of Rolling Stone. And we made it together. They don't just put somebody with one little hit on the cover of Rolling Stone Fucking Magazine, man. We made it. The band nods solemnly, importantly. JEFF (cont'd) (continuing) Damn it -- I'm gonna enjoy this. The first time I bought that magazine The Beatles were on the cover. Four of them. Four of us. Together. TOGETHER! They begin singing the then-current Dr. Hook and the Medicine Show hit, "The Cover of the Rolling Stone" to William. LESLIE Who is that girl? She's creeping me out. She's not with any of you, is she? WILLIAM/DICK She's with me. And now Leslie has confirmation. as Dick Lane's A symphony of looks, Penny Russell, stunned too, looks at the

Jeff stands immediately, eyes moist,

gets to his feet and moves to confront Penny.

William stands "Mona 130

eyes fill and she runs out. also stand.

Russell stands... and sees Russell

William turns and follows her.

watching, and does not leave. Lisas and Mad Hatters."

We hear Elton John's

130 doesn't stuck in

EXT. MAX'S KANSAS CITY -- NIGHT William exits as a crush of Partygoers arrives. know where she is. traffic. He

He takes off to examine the cabs

Song continues.

POV WILLIAM He looks in the backs of cabs. Music continues. her. 131 131 William on the house phone. WILLIAM Emily Rugburn, please. 132 132 hears new intercepts him. William approaches Suite 702. The door is open. # 1 He INT. HOTEL HALLWAY -- NIGHT None of them her.

He runs down the streets, looking for

Alone in New York City. INT. PLAZA HOTEL -- NIGHT

band voices, and sees new faces. MUSICIAN

Hi.

WILLIAM I'm a friend of Penny Lane's.

MUSICIAN # 1 Aren't we all Musician types are leaving. WILLIAM Where is she? expensive Room Service arrives. Some appetizers and a large

bottle of champagne on ice. ROOM SERVICE GUY

Can somebody sign for this? William does. ROOM SERVICE GUY (cont'd) Thank you Mr. Rugburn. Two more Musicans (English) exit the back room party. The room is clearing out. She's sick. ENGLISH MUSICIAN Let's get out of here.

ENGLISH MUSICIAN # 2 She used to be so much more together. William watches all, champagne in hand, and finds her in the backroom. She's addled and nearly passed out. WILLIAM What happened? PENNY LANE I'm not good at goodbyes. She sags. He grabs the phone. PENNY LANE (cont'd) You're the last of my old-time friends. Polexia went to England with Deep Purple... can you believe that? Even Sapphire's out someplace else. All she left was her quaaludes. WILLIAM Oh -- wonderful. (into phone) Front desk? Please send a doctor. Room... what room? 703. 702. Both rooms, either room. This is Mr. Rugburn, Yes. My wife's had an accident with some quaaludes. Yes - I'll do that. The room has emptied out. of a Just them, and the remnants

movable party that has moved elsewhere. WILLIAM (cont'd) Wake up! He struggles to get her on her feet. strappy platform shoes. She tips over on

her

He struggles to untie them.

133

133

EXT. GRADUATION -- DAY The School band plays "Colour My World." School

PRINCIPAL at

the podium. PRINCIPAL And now... out graduating class! Abbott! Jane

A peppy student bounds up and grabs her diploma. Elaine Miller 134 134 to him. 135 135 PRINCIPAL Victor Sanchez! Warm applause for another student who grabs his diploma. He bandana. 136 136 sagging, William holds Penny Lane, and keeps her moving. messy slow dance. WILLIAM "In the unlikely event of a water landing... " PENNY "... you will be required to wear a safety vest." Keep going. WILLIAM It's a takes off his mortar board to flash an American flag He raises his diploma in victory. INT. HOTEL ROOM -- NIGHT William holds Penny in his arms. EXT. GRADUATION CEREMONY -- DAY Finally she is close watches dolefully in the audience. INT. HOTEL ROOM -- NIGHT

PENNY "Please place all stowable luggage in the overhead compartments... out in the seat in front of you." WILLIAM

(prompting) "Seat and tray tables." PENNY "And seat-backs and tray-tables should be in their full and upright and locked positions... " 137 137 EXT. GRADUATION CEREMONY -- DAY PRINCIPAL And now... out "Pending" Graduates! (pause) William Miller... not present. through continues 138 Elaine applauds her son, stoically. her heart. the pain. 138 INT. HOTEL - NIGHT They move slowly, she's fading. WILLIAM "In the tragic event of a water landing..." 139 139 The Principal shares a few thoughts: PRINCIPAL And to the class of 1973, we say -(beat) Don't forget to remember yourself as you are today... Full of hope... and the dream that everything is possible... Remember this, twenty years from now, when we all own home computers and we all travel in shiny electrical cars that move swiftly, high above the city... (beat) They key to the future is keeping today alive forever. Elaine's head lowers slowly in a sea of happy parents. The next to day will never end. her. Mrs. Deegan slips into the seat EXT. GRADUATION - DAY It is a dagger

A sympathetic look from a nearby Mother

MRS. DEEGAN First. Release the guilt. (Elaine nods) Second ELAINE Please let there be only two, because I can't get past Number One. MRS. DEEGAN Second. Leave a little room for the other teachers in this world. He's out there looking for mentors. ELAINE He's got twelve of them. They're lined up. He's just tired of me. A140 A140 INT. HOTEL ROOM -- NIGHT William holds Penny. She is very woozy.

PENNY "... you will be required to..." (gives up) I'm tired. She is very groggy, as he holds her. WILLIAM Well. Now that I have your attention. And you may not remember this later, I just want to make it clear that... Hey! (she blinks, barely awake again) I know you've heard this before. And I have never said this to anybody, not really - well, nobody who didn't legally have to say it back to me, but (tries to be casual) I love you. And I have a hard time sharing you with all of rock and roll because I - why am I nervous? - You'll never remember this - HEY! (she blinks) I love you, and I'm about to boldly go where... Many men have gone before... He kisses her. the room. He as Amor." A doctor and nurse come crashing into

They push past William and pull Penny into the bathroom. sits on the edge of the bed, looking into the bathroom, they work on her. We hear Stevie Wonder. "My Cherie

140 140 nurse

INT. BATHROOM - NIGHT Doctor places a tube down Penny Lane's throat. holds a water-bag, lowering it to ground level. WILLIAM'S POV INTO BATHROOM Her feet sticking out, wriggling. continues. ON THE BATHTUB Her amber-colored stomach contents look like a Jackson He watches, as music A bored

Pollack pills. continues. 141 the form. 141

portrait of the era, with three partially dissolved Doctor hands enter frame and remove them. INT. HOTEL ROOM - LATER NIGHT The Doctor re-appears, and sits down next to William, as Nurse exits. The Doctor withdraws a three-page report Music

DOCTOR Your wife will be okay for now WILLIAM Thank you Doctor. DOCTOR However, she says you're her brother. WILLIAM (eyes report) She's a little confused. The ice shifts in the champagne bucket nearby. Doctor sizes up the situation. DOCTOR Nice champagne. WILLIAM I don't have a driver's license. me. With The

DOCTOR Tomorrow's my wedding anniversary. I'd prefer to take care of this without

facing the dawn at the police station. So if you can find a way to get this girl - your wife - back home to her parents, I'd let you pay me anything you can afford. Because you don't appear to be related to the famous Rugburns of Rhode Island. reaches His eyes flick to the champagne. over to the champagne. WILLIAM Happy Anniversary. The Doctor puts the champagne in his bag. DOCTOR She won't be good company, but keep her awake for another four hours. 142 142 through the wears many off her loops home. 143 143 PENNY (baring her soul) When I was 14, my Mom and her boyfriend took me to a Rolling Stones concert and I freaked out and I rushed up to the front of the stage and then a thousand people had the same idea at the same time and I was getting crushed. And I couldn't breathe and that thought flashed through me - almost like a car accident - I thought I might die. And it was in the middle of "Midnight Rambler" and Keith Richards saw me. And he came over, and came to the front of the stage, and he pulled me out. And they took me backstage and they gave me coke with ice and a - and a Song continues. airport. William and Penny drag themselves Penny INT. AIRPORT TICKET COUNTER -- MORNING The kid takes a hint,

He guides her to the ticket counter.

her green coat, large sunglasses. partial tickets.

He sorts through her She shakes

They are both so tired.

coat -- she's suddenly very hot -- and he grabs it and it through her bags. She's irritable, and ready to go

INT. AIRPORT GATE - MORNING

lemon.

And I never went home.

WILLIAM What about your Mom? PENNY She always said - "Marry Up." Marry someone grand. That's why she named me Lady. WILLIAM (horrified) She named you Lady? PENNY Lady Goodman. WILLIAM No. PENNY You never really get used to it, either. WILLIAM Well -- this -- this just explains everything. He wishes it did. morning. WILLIAM (cont'd) See you back in the real world. PENNY See you back there. accordian down She kisses his forehead, and takes off down the leading to her plane. to retrieve it. Hey Lady! WILLIAM She disappears. She drops her coat again, bending She rubs her stomach. It's a rocky

Four Woman turn, but not Penny. 144 144 notices INT. AIRPLANE - DAY

Penny Lane settles into her seat on the airplane.

She

William watching from the terminal window, and waves. STEWARDESS Please extinguish all flammable items, and return all seats and tray tables to

their full and upright locked positions. share the her. as he 145 She mouths along with the words. joke with. There is no one to

And then a few blurry memories come back to

She gestures to him... understanding him more fully... disappears.

145 window picking

INT. AIRPORT TERMINAL - DAY William walks alongside her plane, moving from terminal to terminal window. up steam. Catching her glance again, he's

What's she saying?

146 146 up with outstretched you

INT. PLANE - DAY She keeps watching as he runs alongside, still keeping her plane. She now fully remembers, and places her She mouths the words: I'll see

fingers on the window. back home! ON WINDOW

He us running through her fingers. CLOSE ON WILLIAM Who can run no further. OUT FADE UP 147 147 microphone wears Russell and William are in mid-interview. is out. The kid's William INT. BAND PLANE -- DAY FADE

It's a little bit of a rough flight.

the same clothes. RUSSELL Why didn't you come back to the party? Bob Dylan showed up. He was sitting at our table for... had to be an hour, right? Just Rapping. Bob Dylan! I

kept looking for you. introduce you. The kid feels pain.

I was going to

JEFF What happened to you last night? WILLIAM It's a log story. A sharp jolt of turbulence. the card table in rhythm. RUSSELL (singing Buddy Holly) "Peggy Sure... Peggy Sue... " DICK Please. RUSSELL "Pretty pretty pretty pretty Peggy Sue... " and mighty A moment of laughter, and then bam. suspends briefly in mid-air. knock. JEFF We shouldn't be here. RUSSELL Doris, we miss you! an Fear is creeping in around the edges. uneasy flier, looks down. PILOT'S VOICE This is Craig, your pilot. It appears we've caught the edge of that electrical storm we were trying to outrun. Buckle up tight now. We're gonna do our best to getcha out of this. The rocking of the plane worsens, as all buckle up. JEFF "Electrical storm?" RUSSELL (strapping in for a roller coaster) William, already Jeff's drink rises Russell begins pounding on

The plane takes another

Rock and roll. The sky darkens abruptly. William looks up, increasingly nervous, stares straight ahead. The plane suddenly drops and stabilizes. Everyone is silent but Russell.

RUSSELL (cont'd) Wooooooo Baby! balancing plane. A moment later, an ashen-faced CO-PILOT emerges, himself with hands on the ceiling of the shuddering CO-PILOT We're gonna try to land in Tupelo. We're going to have to cut the inside lighting for the next several minutes. We found a field to land in. The kid notices Silent Ed is rubbing a small crucifix. DENNIS HOPE A field? JEFF I can't breathe. Push in on Russell. We hear a series of unfamiliar electrical sounds. The plane screwballs through the sky. CO-PILOT It might be a rough set-down. We should be fine. (cracking at the edges) But what we do say in a situation like this is - We would pass but before the plane ... disassembled. However, God help us, if there's anything you want to say to each other, any secrets, anything like that, now would be a good time. But just hang in there. We'll get you out of this. hail Inside lights cockpit door shuts again. He returns to the cockpit. The weather worsens, as the

suddenly pelts the plane, and it comes down hard. shut off. William stares straight ahead, as the

swings open - total chaos visible inside - and then DICK And everyone thinks it's so glamorous

out here. LARRY (oddly detached) He just told us we're gonna die. JEFF (insecurities running wild) We're gonna crash in Elvis' hometown -Shut up. RUSSELL

JEFF -- we can't even die in an original city! RUSSELL C'mon Dennis, get us a better city. Nervous laughter. Another sheet of hail hits the plane. LESLIE

Oh my God. PUSH IN ON WILLIAM Just shaking.

Nearly in tears.

Hyperventilating.

RUSSELL If something should happen. I love all of you. I don't think we have to do the secrets thing. The plane shakes. Now lightening strikes very close. A flashing wall of electricity rolls through the plane and evaporates with a burning smell still in the air. In darkness: DENNIS HOPE I once hit a man in Dearborn, Michigan. A hit-and-run. I hit him and kept on going. I don't know if he's alive or dead, but I'm sorry. LESLIE (gripped with fear) Oh my God. moment. A The plane wildly rises, and falls. strange smooth patch. DICK I love you all too, and you're my family. Especially since Marna left It stops for a

the

me. But if I ever took an extra dollar or two, here and there, it was because I knew I'd earned it. RUSSELL I slept with Marna, Dick. JEFF I did too. LARRY I waited until you broke up with her. But me too. JEFF I also slept with Leslie, when you were fighting. RUSSELL You... slept with Jeff? LESLIE Yes, but it didn't count. It was the summer we decided to be free of all rules. RUSSELL (to Jeff) And you say you "love me." JEFF (the truth) I don't love you, man. Please. RUSSELL Enough.

I never did.

JEFF NONE of us love you. You act above us. You ALWAYS HAVE!! Finally. LARRY The truth.

JEFF You just held it over us, like you light leave... like we're lucky to be with you. And we had to live with it. I had to live with you, and now I might die with you and it's not fucking fair. William watches, catatonic. RUSSELL (to Larry and Ed) You hate me? You too?

Larry stares at him.

Ed says nothing.

RUSSELL (cont'd) All this love. All this loyalty. (incredulous, giddy) And you don't even like me. JEFF And I'm still in love with you Leslie. altitude. Bam. The plane is pulling sideways, and dropping LESLIE I don't want to hear anymore. up! Shut up! Shut up! RUSSELL (to Jeff) Whatever happens, you're dead. JEFF Don't be self-righteous, Russell, not now. You were sleeping with Penny, that groupie. Last summer, and up until yesterday. Why don't you tell Leslie THAT? him Russell tries to get up and attack him. in his seat. He yells. Loud. The force keeps

Shut

DENNIS (freaking out) I quit. The turbulence worsens. William finds his mouth saying emotional words he cannot control. WILLIAM "That groupie?" She was a Band-Aid. All she did was love your band. And you all -- you used her, all of you. You used her and threw her away. She almost died last night, while you were with Bob Dylan. You're always talking about the fans, the fans, the fans. She was your biggest fan and you threw her away. And if you can't see that, that's your biggest problem. Russell and Jeff stare at each other. rocking very very hard. Leslie is crying. ED I'm gay. The plane is

They all turn to the silent drummer. spoken dialogue of the movie.) Then.

(It's his first

The plane pops out from below the clouds. spikes float very other.

Sunshine

through the embattled windows of the plane, as they downwards to the city of Tupelo, Mississippi. uneasy silence fills the plane. A very

No one can look at each

Out bursts the Co-Pilot, giddy with victory. CO-PILOT Thank God above, WE'RE ALIVE!! ALIVE!! WE'RE GONNA MAKE IT!! WE'RE

Shot of all the occupants, ending with Russell. Suddenly, the Stewart's faces. 148 long is dumpster. William much 148 INT. TUPELO AIRPORT CORRIDOR -- DAY Music continues, as they walk together like ghosts in a and very pregnant silence, ignoring the kid. different now. Everything alternative seems far more attractive. We hear Rod

"Jo's Lament" as music plays over their still-shocked

The kid peels off and throws up in a

We continue with the band, unhappily moving forward. hustles back to catch up. bigger thoughts in play. They ignore him. There are

No one wants to speak.

JEFF Well, I think we can build on this new honesty. Boom. The airport company. backs, Russell attacks him, and they're pulled apart.

band continues moving forward, arriving at a fork in the terminals. William stops. This is where he must part

He stands at the mouth of the next terminal, as the band continues, unaware he's split off. He watches their they've forgotten him.

Then Russell turns, sensing something missing. All prenow stop and turn.

William.

Still shell-shocked, they summon a William waves. Music

occupied but heartfelt goodbye. continues. ON AIRPLANE DEPARTURE SCHEDULE

William's finger finds San Francisco. 149 Building, headquarters of from 150 150 from a William arrives at the front desk, gets the once-over friendly RECEPTIONIST, a paragon of new cool. RECEPTIONIST Leave your package at the desk. WILLIAM I'm not a messenger. I'm one of your writers. William Miller. He is zombie-tired, with heavy duffel case and his orange bag. 151 151 INT. ROLLING STONE OFFICES -- DAY William walks down the center aisle. writers look this like a Editors and 149 INT. CAB -- SAN FRANCISCO -- DAY The kid checks the address as he arrives at the MJB and its next-door neighbor, the San Francisco Rolling Stone Magazine. last night in New York. INT. ROLLING STONE MAGAZINE -- DAY He still wears the same clothes

at him, standing at the front of their cubicles to see exhausted 15 year-old writer. At the end of the aisle,

human finish line, stand Ben Fong-Torres. BEN You're William Miller?

tired

The secret emerges not with a bang but with a slight and nod of the head.

WILLIAM Yep. BEN (putting it all together) Oh baby. editor152 Ben leads him into the office of Jann Wenner, the publisher. 152 INT. JANN WENNER'S OFFICE -- DAY William sits. next issue. machineEditors are feverishly discussing the

The big concerns of a national magazine are in the air. Everyone is focused and quick. The conversation is gun like. Jann Werner turns to the kid. JANN We can't run this piece. The kid's eyes travel to his story -- a stack of fuzzy-

looking

sheets on the table. BEN You obviously saw more than you wrote about. After eight days on the road with these guys. DAVID FELTON Didn't anything happen? JANN And where are you in this piece? What did you want to write? Because this reads like what they wanted you to write. BEN What happened to your highly-touted think piece on limitations of a middlelevel Band in the face of success? William sits speechless. It's sinking in. Conversation continues at a fast pace: JANN We can push up Chet's Who cover FACT CHECKER Good 'cause it's going to take me three days to get through this research. Failure.

It's all handwritten, on little slips. Plus, they all refer to woman as "chicks." I mean, as a woman I have a problem with that. I know it's a side issue. DAVID FELTON (sympathetic, loquacious) It's a "puff piece." you fell for 'em. It happens. A relationship forms. You want them to like you. (wistful, chewing cigarette holder) Happened with me and Charlie Manson. He was a very charming... lively... charismatic... Felton catches himself swooning. at him. He snaps out of it. DAVID FELTON (cont'd) ... mass-murderer. WILLIAM Please let me finish it. tonight to work on it. Give me The other are staring

FACT CHECKER Chet's piece is all fact-checked and ready. JANN (to William) Get some sleep. We'll do another story sometime. We'll get you a kill fee. FACT CHECKER His research is all on little bits of paper. Did I say that? WILLIAM Ben. You told me to send what I had. It's not finished. FACT CHECKER That's being charitable. kid's face Ben looks at the kid, then at Jann. for a beat, nods. JANN Let him use the big office. where Hunter used to write. William rises, gratefully. It's Jann scans the

He shakes Jann's hand.

FACT CHECKER (pointed re: his age) You can type. Yes. 153 tank. large band sip of 153 WILLIAM It took it in grade school.

INT. BIG OFFICE -- NIGHT William sits in the "big" office. It's a small white

After all the sound and fury, there is only the hum of a electric typewriter. photos sit nearby. coffee. His research, transcripts and some He takes a bite of a candy bar, a

He looks at the phone.

INT. LESTER BANGS' BEDROOM -- NIGHT Crazy jazz is playing. Lester Bangs on the phone.

LESTER BANGS Aw, man. You made friends with them! See, friendship is the booze they feed you. They want you to get drunk on feeling like you belong. INTER CUT: INT. ROLLING STONE -- NIGHT William in the empty Rolling Stone office. WILLIAM (ruefully) Well, it was fun. LESTER BANGS They make you feel cool. And hey. met you. You are not "cool." WILLIAM I know. Even when I though I was, I knew I wasn't. LESTER BANGS That's because we are uncool! And while women will always be a problem for guys like us, most of the great art in the world is about that very problem. Good-looking people have no spine! Their art never lasts! They get the I

girls, but we're smarter. WILLIAM I can really see that now. LESTER BANGS Yeah, great art is about conflict and pain and guilt and longing and love disguised as sex, and sex disguised as love... and let's face it, you got a big head start. WILLIAM I'm glad you were home. LESTER BANGS I'm always home! I'm uncool! Me too! WILLIAM

LESTER BANGS (leveling) The only true currency in this bankrupt world if what we share with someone else when we're uncool. WILLIAM (distraught) I feel better LESTER My advice to you. I know you think those guys are your friends. You want to be a true friend to them? cassettes and William takes a deep breath. notebooks. The empty page. LESTER BANGS Be honest and unmerciful. (beat) You're doing great. Call me later is you want. I'm always up. 154 154 INT. ROLLING STONE OUTER OFFICE -- MORNING Ben Fong-Torres and David Felton look at William's new manuscript with great interest. FELTON Read me the opening line. BEN (reads aloud) Looks at the research

"I am flying high over Tupelo, Mississippi, with America's hottest band, and we are all about to die." FELTON Mmmmm. (as if sampling wine) Dark. Lively. BEN Yeah, and it gets better. (impressed) Did this all really happen? upright William sleeps restlessly nearby, mouth agape, sitting in a plastic chair. FACT CHECKER (jealously reaches for manuscript) Give it to me. I'll call and check the quotes. 155 the 155 INT. NEW TOUR BUS -- DAY The band rides in a new tour bus. air is -- PANIC. JEFF Look. Let's just piece together our information... because the fact-checker asked us all about different parts of the story. TONY What did he write about? using? It. All. What's he The palpable tone in

JEFF He's using it all. RUSSELL

So what?

JEFF So what? (beat) We come off like amateurs... some average band... trying to come to grips, jealous and fighting and breaking up - we're buffoons! RUSSELL Maybe we just don't see ourselves the

way we really are. JEFF He was supposed to be our friend. RUSSELL (ruefully, remembering) I told him to write what he wanted. All eyes look to Russell. TONY (to Russell) By the way, he has you on acid, screaming "I Am A Golden God" from a fan's rooftop. RUSSELL (immediately remembering) Oh my God. JEFF They used him to fuck us. RUSSELL (still back at "Golden God") I didn't say "Golden God."

Or did I?

DICK We never took him seriously, and now it's serious. RUSSELL I liked him as a person. JEFF He was never a "person!" journalist! soundlessly on Russell nods. a rubber pad. You. RUSSELL You had the right idea all along. He was a

He looks at Silent Ed, drumming

Ed silently nods thanks. DENNIS HOPE (nervously) How about the plane flight? DICK It's all in there. But don't worry, it's all unspecific who say what. No names are mentioned in the more

embarrassing sequences, it's just completely obvious who's who! We're fucked! Silence. RUSSELL I forgot he was there. DENNIS Well, they haven't he can always deny the fact checker. print it. JEFF (brightening) Is that true? DENNIS HOPE It's war, my friend. If you'd met me earlier, he would have never been on the around. Dennis hands Russell the phone. He'll live. 156 156 We see out through William is still being congratulated by his new peers. him woozy but beaming, as Allison the Fact Checker comes of her office, waving the manuscript. the cluster of editors. FACT CHECKER The band just denied 90% of the story. It's a fabrication. confused. can't Everyone looks at William, who is speechless and Their congratulations stop on a dime. resist twisting the knife a little. FACT CHECKER (cont'd) You weren't honest. And worse, you wasted our time. WILLIAM Did you talk to Russell? The fact checker She works her way DENNIS HOPE (cont'd) HOPE talked to Russell the key stuff to Then they can't

INT. ROLLING STONE OFFICES -- DAY

FACT CHECKER Russell Hammond is the one who denied it. (darkly) Crazy. BEN

FACT CHECKER (one last shot, to William) We're going with the Who - ! magazine down The kid has been sandbagged. The machine of a big-time

whirs into action on another story, as the cluster moves the hall. SOMEONE'S VOICE He's just some fan... what did you expect? William sits there, as only David Felton stay behind, brandishing his cigarette-holder. He sits down next to

the

kid. FELTON Well, I believe you. He looks at the kid, decides to offer a personal parable. FELTON (cont'd) Jim Morrison once came to my house and drank a beer. The beer is still on my mantle. I'm 35 years old with Jim Morrison's beer as a shrine. I wanted to be Earnest Hemingway. Instead. I have Jim Morrison's beer. (shrugs, he's learned to live with it) If you didn't make your story up, good for you. If you did make it up... good for you. The kid looks at him, too tired and still in shock. FELTON (cont'd) Say something, so I know you're alive. Goodbye. He exits. Powerful FELTON word. Strong. Final. WILLIAM

157 157 paper-plate members. takes the vegetables.

INT. BACKSTAGE CREW MEAL - NIGHT Russell Hammond sits down on a plastic chair with a filled with buffet-style food - steak and baked potato. Preoccupied, and several seats away from other crew He drinks a glass of milk. Out old friend Sapphire

seat next to him, holding a skimpy paper plate of RUSSELL

I feel bad.

SAPPHIRE Well, at least you feel. That puts you in a higher class of asshole. They eat in silence. breed of periphery. seniority. RUSSELL What did I do? SAPPHIRE Well - you can do what the big boys do. (he looks at her) Nothing. RUSSELL Yeah. The girls still circle Russell nearby. He's unaware. Sapphire looks around. The new

groupies eye her, as they cruise Russell on the They're bolder, flashier. She eyes them back with

SAPPHIRE You believe these new girls? None of 'em take birth control, and they eat all the steak. She looks sadly at her plate of vegetables. sharp respect. SAPPHIRE (cont'd) They don't even know what it id to be a fan! To blindly love some silly piece of music... or some band so much that it hurts... please, they're all An ever-

mind in last night's clothes, she commands Russell's

just after the money. Shoo -(in their direction) Go rob a bank! It's more honest! RUSSELL Is Penny okay? SAPPHIRE The Quaalude Incident. Yeah, it wasn't pretty. She could have died. I always warned her about letting too many guys fall in love with her. I guess I was wrong. (shrugs) On of 'em saved her life. Russell nods. RUSSELL Well, it's finally over with Leslie. I'm going to call her. SAPPHIRE Let her retire. (he doesn't respond) You want to lock her up in a house in Michigan? Please. (he doesn't respond) Write her a song someday. She deserves it. Something about that girl brought out the best in a lot of... (looks around backstage) ... pretty average people. She deserves it... Russell stares into his crew meal, nodding a little. SAPPHIRE (cont'd) (forward thinking) ... because something tells me twenty years from now, we'll remember her... and not much else. Russell smiles to himself, knows it's true. passes, Dick

placing hands on Russell's shoulders, massaging a little. DICK Have a good vacation. I hope the band stays together. Before it all went down the shitter, it was starting to get really good. Dick claps Russell on the back, and moves on. He turns

to

Sapphire.

RUSSELL I'm not going to blame myself. I do make people happy. They just shouldn't get to know me... 'cause it appears to spoil everything. SAPPHIRE Don't be so easy on yourself. RUSSELL What gives you the right to get this personal with me. SAPPHIRE Let's not reminisce. 158 collapses traffic. stylish young colors. William? He looks at her. looks like a Martian. ANITA (cont'd) You guys this is my brother! MALE FLIGHT ATTENDANT (ad if meeting a celebrity) "The Narc?!" hit by a William looks woefully at them, like a dog who's been car. ANITA You guys, I'll deadhead back later. think I'm needed. MALE FLIGHT ATTENDANT Nice to finally meet you. FEMALE ATTENDANT You have a good day! Anita looks in her brother's face. I ANITA He feels like he's on Mars, and she 158 INT. SAN FRANCISCO AIRPORT -- NIGHT William moves like a zombie through the airport, and in a seat. He sits still in the crowded flow of human One stops, a

A cluster of Flight Attendants pass.

woman wearing a tall bubble-shaped PSA hat with swirling

ANITA You look awful, but that's great. You're living your life! You're finally free of... her. Yeah. WILLIAM

ANITA Hey. I'll take off work. Let's have an adventure together. You and me, finally. Anywhere you want to go. Anywhere in the world. 159 159 trudge William whistles the family whistle. up the steps. ANITA This is not my idea of a good time. WILLIAM Just get me to my bed. ANITA (resigned) I'll deal with her. She looks first William whistles again. Mom meets them at the door. For the Sister and brother EXT. WILLIAM'S HOME -- DAY

at her trashed son who has finally come home.

time, she hugs Anita first, and it's not lost on Anita. kid intentionally aggressive down Mom's own she 160 It's a clumsy neck-hug, neither wanting to commit. passes to his Mother's left, with suitcase, nudging her into his sister. Anita takes this as an Tears stream The

act of love, and hugs her mother back. face.

Their cheeks touch. Mom pulls away, and sees her Thinking that she's also crying,

tears on Anita's face.

grabs a tissue for them both. 160 head, INT. ELAINE'S HOUSE -- CONTINUOUS The kid stands in the hallway listening, shaking his

poised to enter his room, unseen by them. ANITA (so worried) What are we going to do about him? ELAINE I don't know. Whatever happened to him, I just wish it could have happened to me. ANITA The magazine killed his story. Now they really hug, Anita gulping back real tears. William failure. sleep, door watches them bonding over the oddest thing - his William goes into the bedroom, the final three feet to and shuts the door. DO NOT DISTURB. ON BED He collapses with all his clothes on, almost instantly asleep. heroes... in the center. 161 Hammond. "Straight 161 INT. ROLLING STONE OFFICES -- DAY The elevator doors ding open, and out walks Russell The Secretary has just finished answering the phone, Arrow Publishers." She puts the caller on hold. His walls, just as he left them, boast a pantheon of rock with a very lonely Abraham Lincoln (or Atticus Finch) A hand places a hotel sign on the

Slight push in.

RUSSELL Hi, I'm Russel Hammond. SECRETARY You're here regarding? RUSSELL My life. 162 portraits 162 INT. EDITORIAL OFFICE - DAY Russell stands with the editors, observing the fine on the walls. He's behind enemy lines, and he knows it. Everything in the room fascinates him.

RUSSELL I don't care what happens. I don't care if you put us on the cover. But you sent us a kid and... and he was a fan. And we all made friends with him - absolutely, to get a good story. But then we actually liked him. We thought he's... show us our lives in some mythic way and I guess... we're not mythic. We panicked. JANN You denied most of the story. RUSSELL Yeah, well, here's the problem with the truth. It's too true BEN Well, we appreciate the visit. The last time an artist came here, it was Buddy Miles and he punched me. RUSSELL I'm not punching anybody. I am personally, as of 2 pm yesterday, on a voyage of self-reinvention. This is about William Miller. (counting off fingers) He lives with us, he lost his virginity, he saw us at our worst, appreciated our best, he saved two lives, including mine... he smuggled about a half-pound of pot into Boston, and we never even told him Nearby, David Felton looks at another editor, raising an eyebrow. RUSSELL (cont'd) -- we told him too much, we told him everything... He almost died with us over Tupelo... if the band survives him, it'll be a miracle... but you know, he tried to keep up, and that's a journalist to me. JANN It's too late. We're going with a different cover. RUSSELL (immediately) Thank God.

dead all of thought.

But Russell looks around at the numerous portraits if legendary rock stars, fixing on the one photo closest to them, a very vulnerable-looking Janis Joplin. A second

RUSSELL (cont'd) You tell me it's too late. But I could go back to my hotel room and... and O.D. tonight and something tells me you'd find a way to put me on the cover of the next issue. Am I right? He looks at their faces. They cannot disagree.

RUSSELL (cont'd) I'm learning the game. (beat, shrug) We fucked up. We made friends with him. BEN Next time we'll all be more professional. RUSSELL Maybe so. (beat, an odd thought) But God forbid, the day comes when selling yourself is as important as the music you make. (rueful, to Hendrix on the wall) You might have died at the right time, my friend. JANN Thank you for visiting. Good luck.

RUSSELL Do what you want, but the story is true. LONG SHOT RUSSELL at the entrance. Raises his hand.

RUSSELL (cont'd) Good evening! 162A go. to 162A EXT. SAN FRANCISCO - DAY Russell stands outside, a traveling man with no where to Oddly, and in a way that surprises him, the world begins

into a "silence." breath world, quite help who it the thought, 163

speak to him again... little noises everywhere, turning music of its own. It's a beautiful and compelling

He thrusts his hands deep in his pockets, and takes a of life. His head filling again with the music of the Very naturally, and They can't

he begins to walk down the street.

randomly, he is noticed by young passersby. it. He looks like a star.

They can't quite figure out

is, but it's someone, and they begin to follow him down street. Unbeknownst to him as he walks along, deep in

a small crowd begins to form... following him. 163 INT. BREAKFAST TABLE - DAY A quiet kitchen. Anita has been cooking. A substantial breakfast has been placed on the table. Sausage, orange juice... and now Anita sets down a plate of pancakes, with watches his syrup and butter, in front of her mother. mother facing an old enemy - white sugar. ANITA They're called pancakes. Who knows when we'll be together again. Splurge. It's what most people call breakfast. Mom looks at her children, and takes a breath. ELAINE I went through your records. And I found a song to play for you. children chosen) avoiding a song heart. family. eating She goes to the stereo and puts on a record. eye each other - what's coming next? The two kids eye each other again. The two William

(Song to be Self-consciously It's

their gaze, Mom sits and toys with her breakfast. she clearly wants them to hear. They look at her, amazed.

It's a song from the

Elaine looks up, regards her They continue

Somehow they're back at this table. breakfast.

164 164 the cut the issue, Stillwater Runs places in

ON SIDEWALK Bam. A bundle of bound Rolling Stone Magazines lands on Someone reaches in to It's the new

newsstand pavement with a thud.

cord, as the magazines puff up into view. with Russell Hammond on the cover. Deep.

The title:

Just another stack of magazines waiting to be

the racks. OUT Music segues to Led Zeppelin's "Four Sticks." Lane's few Penny FADE

sleeping Polaroid shots of our characters, featuring a self-portraits. THE END