THE OTHERS
                                       "Pilot"
                          by John Brancato & Micheal Ferris
                                   Revised 2-23-99

                                       TEASER

                                                                FADE IN:

            A CRESCENT MOON.  CAMERA TILTS DOWN to reveal--

            EXT.  OLD CHURCHYARD - NIGHT

            A 19th C. CHURCH with an adjacent CEMETERY.  HOLD on the
            church— suddenly, a STAINED GLASS WINDOW BLOWS OUT. 

            IN FG, a TOMBSTONE CRACKS and SHATTERS, as if dropped from a
            height.  CAMERA MOVES past more weathered, 19th C. GRAVE
            MARKERS, through an IRON FENCE and across --

            EXT.  CITY STREET - NIGHT

            --an URBAN STREET, early FALL.  Little traffic at this late
            hour, a few NEON SIGNS in the distance.  CAMERA keeps moving
            through the city, OVER A WALL and into --

            EXT.  COLLEGE CAMPUS - NIGHT

            --a collegiate quadrangle in New England; a mix of PERIOD and
            MODERN BUILDINGS.  A banner:  "WELCOME FRESHMEN." TRACK
            TOWARD a modern HIGH-RISE, MOVE IN on a WINDOW

            INT.  MARIAN'S ROOM - NIGHT

            A large single room, cinderblock walls.  BOXES and SUITCASES,
            two BEDS on opposite sides.  We hear URBAN STREET SOUNDS, a
            passing SIREN... then the faint sound of a WOMAN SOBBING. 

            MARIAN KITT, 19, a college freshman, stirs in her sleep,
            awakens, hearing the CRYING.  She whispers--

                                MARIAN
                      Linda?  You OK?

            She squints in the half-light across the room toward LINDA,
            sound asleep in her single bed.  The SOBBING continues
            FAINTLY, coming IN AND OUT as if on the breeze. 

            MARIAN squints toward --

            --the half-open BATHROOM DOOR.  Is it coming from there?

            MARIAN gets out of bed in her nightgown, rubbing her eyes.
            She's a country girl new to the urban landscape, petite and
            pretty in a wholesome way, reserved and serious-minded.  She
            moves toward the bathroom.

            INT.  MARIAN'S BATHROOM - NIGHT

            ON THE LIGHTSWITCH as Marian reaches to turn it ON --

            THE BULB OVERHEAD BLOWS with a CRACK. In the FLASH OF LIGHT,
            we see that the BATHTUB is full of water.  The CRYING STOPS. 

            MARIAN squints upward at the dead bulb.  Lit by STREETLIGHT
            through the frosted window, she moves to the tub, throws the
            lever to DRAIN IT.  We hear the DRAINING IN BG as she moves
            to the sink for a glass of water. 

            As she's filling the glass, she notices-- 

            THE MIRROR over the sink.  There's vague, red WRITING-- as if
            on the inside of the mirroring.  MARIAN moves closer.  It's
            in a tight scrawl, indecipherable. 

            SHIFT FOCUS-- THE WATER draining from the tub seems to
            GLOW... and it's revealing the BODY of a naked woman.

            MARIAN whirls and SCREAMS, the glass SHATTERS on the tile --

            INT.  MARIAN'S ROOM - NIGHT

            LINDA sits up at the sound, flips on a LIGHT.  She's also 19,
            but more worldly and cynical than Marian.

                                LINDA
                      Marian?!

            INT.  MARIAN'S BATHROOM - NIGHT

            LINDA enters the room and lets out a CRY-- she's stepped into
            the broken glass-- her BLOOD spills on the floor tiles. 

            We see the mirror... NO WRITING on it now. 

            MARIAN is crouched atop the closed toilet, knees pulled up,
            FROZEN in terror.  She stares at the tub... which is EMPTY

                                                                FADE OUT

                                     END TEASER

                                      ACT  ONE

                                                                FADE IN:

            INT.  DINING HALL - DAY

            MARIAN moves out of the food line with a tray, looking for a
            suitable place to sit. 

            LINDA sits at the end of a CROWDED TABLE, her bandaged FOOT
            up on a chair.  She GLARES toward Marian, then leans forward
            to WHISPER to some other FRESHMEN at her table.

            AS MARIAN moves past the table, one of the KIDS makes a SCARY
            MOANING GHOST NOISE—  "0-o-o-oh..."  MARIAN is pained but
            ignores this, finds a seat by herself against the wall.

                                                                 CUT TO:

            EXT. OLD CHURCHYARD - DAY

            START ON OLD TOMBSTONES, several TOPPLED, CRACKED and BROKEN,
            as if a sledgehammer had been taken to them. 

            MARK OSBORNE, SATORI, and a PRIEST walk among these graves in
            the iron-fenced cemetery-- we see BOARDS over the BROKEN
            WINDOWS of the church. 

            OSBORNE is in his 20's, preppily handsome, soft-spoken and
            thoughtful.  SATORI is a new-agey woman in her 50's or 60's,
            with long, silver hair, draped with bangles and bells.

                                PRIEST
                      Senseless... we've put in alarms, I don't
                      see how they're getting past.

                                OSBORNE
                      Have you given any thought to the matter
                      of Aloysius Green?

                                PRIEST
                      This is an historic churchyard, there
                      hasn't been a burial in a hundred years--

                                SATORI
                      We're talking a mid-nineteenth century
                      corpse, it's not like he'd clash.

                                PRIEST
                      Why is this so important to you people?

                                ELMER
                      It's important to Aloysius.

            ELMER GREEN is seated on a bench in the graveyard.  He's
            probably 90, black, in a neat dark suit, wearing coke-bottle
            lenses so thick his eyes distort.

                                PRIEST
                      Excuse me?

                                ELMER
                      Eighty-odd years he been my spirit guide.
                      The man belonged here, was a sin they
                      planted him by the river inna first
                      place. Now he been dug up for an exit
                      ramp...

                                SATORI
                      Who knows, settling the karmic debt might
                      solve your vandalism problem.

                                PRIEST
                      I told you, I prefer not to hear any more
                      of that sort of mystical speculation--

                                OSBORNE
                      Father, she's just talking about, you
                      know, good p.r., community outreach...

            The priest sighs, there's more going on here than he wants to
            acknowledge.

                                PRIEST
                      I'll take up the Aloysius Green case with
                      the board-- purely as a matter of
                      historical propriety.

            He heads back for the church.  ELMER nods to himself and
            rises.  OSBORNE takes his arm, he and SATORI help him away.

                                ELMER
                      No one wantsa call a ghost a ghost...

                                                                 CUT TO:

            INT. LIBRARY - NIGHT

            A large READING ROOM, MARIAN at a table with a TEXTBOOK-- few
            other students about. 

            JEROME BALLARD, carrying a notebook, wanders in, looks
            around, WHISPERS to each of the FEMALES in turn.  He gets
            funny looks, shakes of the head-- bad pick-up attempts?
 
            Jerome's 30, a serious dweeb with a quizzical manner.  He's a
            font of knowledge in every area, except perhaps the social
            graces.  He sidles up to MARIAN, whispers:

                                JEROME
                      Are you Marian Kitt?  Homsworth 37?
                          (off her nod; delighted)
                      You're not easy to find.

                                MARIAN
                      I don't spend much time in the dorm.

                                JEROME
                      Can I talk to you for a second?  It's    
                      about Diane Stillman.

                                MARIAN
                      I don't know who that is.

                                JEROME
                      She died in your room last year.

            MARIAN is taken aback, but curious.

            EXT.  LIBRARY - NIGHT

            MARIAN and JEROME move down the steps of the library.

                                JEROME
                      I'm not surprised you hadn't heard, the
                      university covers up suicides pretty
                      efficiently--

                                MARIAN
                      How did she do it?

                                JEROME
                      P and B-- pills and booze, right before
                      Christmas break.  They found her in the
                      tub a week later.

                                MARIAN
                      Oh, God.

                                JEROME
                      Yeah, I'd hate to've been working dorm
                      crew on that room.  So listen, does stuff
                      like this happen to you a lot?

                                MARIAN
                      What do you mean?

                                JEROME
                      You know, psychic phenomena.  'Cause I
                      know some people you really should meet--

                                MARIAN
                      Who are you?

                                JEROME
                      Oh, sorry.  I'm Jerome Ballard, folklore
                      and mythology.  I wrote my doctoral
                      thesis on ghost stories, the paranormal's
                      sort of a lifelong passion--

                                MARIAN
                      I didn't see a ghost.  I must've been
                      sleepwalking, I used to when I was
                      younger-- I was sleepwalking and I had a
                      bad dream--

                                JEROME
                      Come on.  Sounds like a ghost to me.

                                MARIAN
                      You really believe in that stuff?

                                JEROME
                      When you eliminate all rational
                      explanations, the totally wacky is the
                      only alternative.  Seriously, too many
                      people have seen spirits, there's all
                      kinds of evidence in the literature--

                                MARIAN
                      You ever see one?

                                JEROME
                          (a bit embarrassed)
                      Well, no... I've wanted to.  I'm just not
                      attuned.  But it sounds like you are.
                      You're not the only one-- there are
                      others like you--

                                MARIAN
                      You're talking about me like I'm a freak!

                                JEROME
                      That depends on your definition of
                      "freak..."

                                MARIAN
                      I'm just a freshman from Iowa, nobody is
                      more normal than me, I grew up on a corn
                      flakes box for God's sake.  I had a bad
                      dream, my stupid roommate had to spread
                      it all over campus--

                                JEROME
                      Look, I just wanted to let you know,
                      there's a meeting on Thursday and it'd be
                      nice if you came by...

            As he speaks, he's writing something on the back of a Xerox
            copied news clipping.

                                MARIAN
                      A meeting?

                                JEROME
                      The Others.  Gifted people.  You know,
                      freaks like you.

            He hands her the paper with a grin, waves and moves off.
            Marian can't help but smile.  She glances at the page --

            INSERT PAGE-- "OTHERS," an ADDRESS and TIME in pen.  She
            flips it over... a NEWS CLIPPING, "STUDENT FOUND DEAD," with
            a GRADUATION PHOTO of a beautiful, smiling DIANE STILLMAN... 

            MARIAN'S smile fades.  She crumples the clipping and tosses
            it into a TRASHBIN.

                                                            DISSOLVE TO:

            INT.  MARIAN'S ROOM - NIGHT

            Now decorated:  Marian's side of the room is neat, bookish;
            Linda has a big stereo, rock posters.  Both GIRLS are asleep. 

            MARIAN suddenly throws off the covers and moves quickly to a
            desk by Linda's bed.  There's a vacant look in her eyes.  She
            grabs paper and pen, scribbles quickly in the dark.  Suddenly
            a HAND grabs her shoulder-- Marian spins, startled --

            HER POV— in the dim light, for a moment we get the impression
            of DIANE STILLMAN's tear-ravaged face looming out of the
            darkness, her hand reaching for the DESK LAMP-- the sudden
            LIGHT reveals the figure to be LINDA, not Diane. 

            MARIAN stumbles away from the desk, frightened, breathing
            hard.  LINDA blinks at her, annoyed and sleepy.

                                LINDA
                      What is wrong with you?  It's four in the
                      morning and you're at my desk writing
                      What the hell are you writing?

            ANGLE ON PAPER— a strange SCRAWL, weird letterforms on top of
            one another amidst dark SCRIBBLES. 

            MARIAN, still rattled, can barely answer.

                                MARIAN
                      I-- I dunno, I must've been asleep.

            Linda has picked up the paper, turned it over.

                                LINDA
                      Great.  And you just scribbled all over
                      my English paper.

            MARIAN returns to her bed while LINDA grabs a PRESCRIPTION
            BOTTLE from a desk drawer and eats a pill-- then she turns
            OFF the desk lamp and heads back for bed.

                                MARIAN
                      I'm sorry, Linda.

                                LINDA
                      So am I.  How's that room transfer
                      coming? 

            MARIAN sighs, squeezing her eyes shut.

                                                                 CUT TO:

            EXT.  COLLEGE CAMPUS - DAY

            Early morning.  MARIAN sifts gingerly through the TRASHBIN
            where she tossed the flyer.

            EXT.     COMMUNITY  CENTER  -  EVENING

            An institutional brick building, like an elementary school.
            MARIAN approaches, the crumpled FLYER in hand.

            INT.  COMMUNITY CENTER - NIGHT

            MARIAN moves down a corridor, hears voices from a room.  She
            pauses at the windowed door, then enters quietly.

            INT.  MEETING ROOM - NIGHT

            A DOZEN PEOPLE sit on folding chairs; most are WOMEN of
            various ages, wearing ROBES; a middle-aged female LEADER in a
            robe at the front of the room.  MARIAN hovers in the back.

                                LEADER
                      --the key is to empty the mind, let the
                      spirit move inside you and through you...
                      please feel free to join in...

            THE LEADER punches a TAPE PLAYER, slips off her robe to
            reveal a HAREM GIRL'S OUTFIT-- we hear MIDDLE EASTERN MUSIC.
            She begins to GYRATE HER HIPS.  EVERYONE in the room sheds
            their robes and does likewise, with varying degrees of skill
            and enthusiasm.

            A gyrating DANCER near the back notes Marian's confusion.

                                DANCER
                      This is Introduction to Belly Dancing.
                      Are you looking for the SAT course?

                                MARIAN
                      Um, no-- something called "the Others."

                                DANCER
                      The psychic support thing?  Upstairs, I
                      think. 

            Marian nods her thanks and exits.

            INT.  OTHERS ROOM - NIGHT

            ON THE WALLS are CHILDREN'S ARTWORK, leftovers from the day.
            FOLDING CHAIRS around a TABLE, a COFFEE POT and DOUGHNUTS. In
            addition to SATORI, OSBORNE, JEROME and ELMER, there are: 

            --ALBERT MARTINEZ, 40-ish, overweight and ill-tempered,
            wearing dark glasses, a GUIDE DOG at his feet; 

            --DOT BUTERA, late 20's, all in black with dramatic Goth make-
            up, a nose ring and dyed hair; 

            --SETH BUTERA, Dot's son, an autistic 10-year-old, rocking in
            his chair-- he never speaks, looks up or makes eye contact
            with anyone; 

            --WARREN DUNN, 20's, stubbly and disheveled but somewhat
            puppylike, a street person or close to it.

                                SATORI
                      Initially it was a matter of objects
                      being moved and occasional mysterious
                      odors-- the cigars he used to smoke, et
                      cetera...

            During this, MARIAN lets herself into the room, hangs back.

                                SATORI (CONT'D)
                      But one morning Mrs. Harmon woke up to
                      find her kitchen knives embedded in the
                      floorboards.  That's when she came into
                      my studio, asked me to take a look.

            JEROME smiles and gestures for Marian to take a seat beside
            Elmer, as the discussion continues.

                                OSBORNE
                      What did you feel?

                                SATORI
                      A lot of energy-- not exactly hostile.
                      More... desperate. But I couldn't make it
                      focus.  I could really use some help on
                      this, I'll split my fees of course--

            Albert turns toward Marian, gestures at her.

                                ALBERT
                      Who is that?

                                JEROME
                      Oh-- everyone, this is Marian, I invited
                      her to stop by tonight.

            Murmured "hellos" from the group.  Satori studies Marian.

                                SATORI
                      You've seen something, dear-- something
                      that frightens you-- a mirror, water...

                                MARIAN
                      Yes-- how did you--

                                OSBORNE
                      Jerome told us.  Satori can't resist that
                      crystal ball shtick.

            Satori shrugs and smiles.

                                ALBERT
                      I don't recall taking a vote on this
                      girl.

                                JEROME
                      We never vote--

                                ALBERT
                      Maybe we should start.

                                DOT
                      Marian, ignore Albert, he's just pissed
                      off 'cause he's blind and his dog smells.

                                ALBERT
                      That's very sensitive, you little slut--

                                JEROME
                      Why don't we take a moment and introduce
                      ourselves?  Me you know-- I just try to
                      document events, help any way I can--
                      right now I'm setting up a website.

            JEROME looks toward WARREN, who's next around the table.  He
            speaks rapidly, stuttering.

                                WARREN
                      Oh.  Me?  I'm-- my name is Warren.  I, um
                      I don't know, I guess I see things that
                      aren't there-- or are, maybe-- it's like,
                      I have all the information, right, but I
                      can't process it

                                ALBERT
                      Some say Warren is schizophrenic.

                                DOT
                      Shut up, Albert.

                                WARREN
                      No, he's right.

                                DOT
                      Well, quit hogging all the donuts.
                          (grabs the box, takes one)
                      I'm Dot.  I'm sort of a weirdness magnet--
                      birds fly into walls around me and stuff
                      like that-- now and then I get these
                      lucid moments, I can see what's gonna
                      happen... This is my son Seth, he's--

                                ALBERT
                      --retarded.

                                DOT
                      Autistic!

                                SATORI
                      Seth has an extraordinary gift, we all
                      feel it.  It's almost as if the spirit
                      world is more real to him than this
                      one...

            The others nod.  SETH, though, hasn't looked up during this.
            Silently, he rises and moves his chair beside MARIAN.  He
            sits down close to her, without looking at or touching her.

                                OSBORNE
                      I'm Mark Osborne  I-- I've had dizzy
                      spells and migraine headaches all my
                      life, but when I learned to get past the
                      pain I realized there was more to it...

                                SATORI
                      You pick up on other people's feelings.
                          (to Marian)
                      He's an empath.

                                OSBORNE
                      Makes me sound like a character on "Star
                      Trek."  Anyway-- Elmer? 

            He turns to ELMER.  The man is sound asleep.

                                OSBORNE (CONT'D)
                      Well, this is Elmer Green, he's a pretty
                      famous medium, been at it for most of the
                      last century... I don't want to wake him
                      up.  Albert?

                                ALBERT
                      I'm Albert and I'm an alcoholic.

                                WARREN
                      Hi, Albert.

                                SATORI
                      I'm called Satori--

                                ALBERT
                      --nee Ellen Leibowitz.

                                SATORI
                      --and I'm a sensitive.  I'm the only one
                      here who makes a living at it, so
                      naturally I get a lot of crap.

                                OSBORNE
                          (doing "Ghostbusters")
                      "Who you gonna call?"

                                SATORI
                      I only take money if I get results.  Why
                      is it any different from hiring a plumber
                      to clear your pipes?

                                JEROME
                      Marian-- why don't you tell us a little
                      about your own experience?

            Marian's very uncomfortable, stares at her lap as she speaks.

                                MARIAN
                      Well, I'm pretty normal, really.  It's
                      just...when I got here to college a
                      couple months ago I saw... well, I
                      thought I saw... 

            HER POV-- PAN OVER the interested FACES of the OTHERS.  Even
            ELMER suddenly STARTS awake with a SNORT, staring at her
            through his coke-bottle lenses.

            MARIAN is losing her nerve, put off by these weird strangers.

                                MARIAN (CONT'D)
                      I'm sorry.  I think maybe I made a
                      mistake coming here.  I don't think I'm
                      like the rest of you--

                                ALBERT
                      You mean crazy, don't you?               

                                OSBORNE
                      Albert, chill.

                                MARIAN
                      No, I just mean-- I don't really believe
                      in all this--

                                ALBERT
                      So you're calling us liars.

                                SATORI
                      Stop it--

                                MARIAN
                      No, I'm sure it's all very real to you--

                                ALBERT
                      What are you so afraid of, Suzy
                      Creamcheese? They gonna kick you off the
                      cheerleading squad for seeing spooks?

            During the above, ELMER has reached out to TOUCH MARIAN'S
            HAND, his expression intense, as if he were somehow absorbing
            information from her.  Freaked out at this, and infuriated by
            Albert, Marian yanks away her hand and bolts from the table.

                                JEROME
                      Marian, wait--

            She hurries out of there, slamming the door.  JEROME starts
            to get up, OSBORNE waves him down and goes out after her.

                                ALBERT
                      Did she at least flip me off?  I'm
                      curious. 

            SILENCE in the room.  They glare at ALBERT.

            EXT.  COMMUNITY CENTER - NIGHT

            OSBORNE catches up with MARIAN as she hurries away from the
            center, toward a BUS STOP.

                                OSBORNE
                      Marian!  Hang on.
                          (she turns toward him)
                      I apologize for Albert.  He's not good
                      with strangers.

                                MARIAN
                      I'll say.

                                OSBORNE
                      There's a pretty high flake quotient,
                      I'll admit... but they grow on you.  Over
                      time.

                                MARIAN
                      What do you people do, anyway?  Read
                      palms, or write astrology columns, or
                      maybe stuff fortune cookies--?

                                OSBORNE
                      I'm a first year resident at St. Joe's
                      hospital...

                                MARIAN
                          (surprised)
                      Oh...

                                OSBORNE
                      Come on, lemme buy you a cup of coffee or
                      something.

            Marian thinks a beat, then nods.

            EXT.  CITY PARK - NIGHT

            OSBORNE and MARIAN walk through a PARK in the city center.

                                OSBORNE
                      ...the Others started in the twenties,
                      part of the great spiritualist revival.
                      Back then everyone had a Ouija board and
                      held seances at parties.  Elmer is the
                      last of the original members, he was sort
                      of a boy wonder as a medium...

            They've reached a PEDESTRIAN UNDERPASS near a major STREET.

                                OSBORNE (CONT'D)
                      Let's cut down here.

                                MARIAN
                      Wouldn't it be faster to just keep--

            Osborne is already trotting down the steps.  Marian isn't
            happy about it, but she follows.

            INT.  TUNNEL - NIGHT

            FLICKERING FLUORESCENT LIGHT overhead, graffiti, dark
            puddles.  Osborne is a few steps ahead of Marian as she
            enters the tunnel.  Marian looks uneasy.

                                MARIAN
                      Mark...?  I don't like this...

            He turns, gestures casually, keeps moving. 

            She takes a few steps forward to catch up, then STOPS SHORT,
            hearing a faint CHILD'S SCREAM. 

            HER POV— the TUNNEL starts to WARP, EXPANDING in front of
            her, the WALLS begin to BREATHE. 

            MARIAN whirls, starting to hyperventilate.  She DROPS to her
            KNEES, looking down. 

            CLOSE ON A DARK PUDDLE, the REFLECTION of a DARK FORM RUNNING
            PAST.  THE PUDDLE SPLASHES as though a foot had landed in it,
            even though there's nobody there. 

            MARIAN struggles to rise. 

            A SPRAY OF BLOOD appears on a wall before her, as if emerging
            _from within the concrete.  MORE FAINT SCREAMS.

            She turns back the way she came, desperate to get out of
            there, but finds herself confronting--

            --a dark, mutating, nightmarish FORM, features distorted and
            grotesque.  The GLIMMER of METAL appears, a rapidly moving
            knife blade, catching the flicker of the fluorescents.

            MARIAN SCREAMS --

                                                            CUT TO BLACK

                                     END ACT ONE

                                       ACT TWO

                                                                FADE IN:

            INT.  TUNNEL - NIGHT

            MARIAN reels in the tunnel, SOBBING, hands over her eyes,
            terrified, disoriented.  OSBORNE comes to her side, pale and
            concerned.  He helps her to her feet and toward the
            staircase, his face showing pain.  

            EXT.  CITY PARK - NIGHT

            MARIAN, getting a hold of herself, darts up the stairs, now
            keeping her distance from OSBORNE--

                                MARIAN
                      You bastard, you knew what was down
                      there!  You were testing me?!

                                OSBORNE
                      I'm sorry, I had no idea you were that
                      sensitive.  I had to show you-- it's not
                      just in your head --

                                MARIAN
                      I'm sorry, I don't understand-- 

            OSBORNE grabs her and spins her around.

                                OSBORNE
                      Nobody does!
                          (releasing her, more calmly)
                      Look, most people just avoid that place
                      now.  Or if they have to use the tunnel,
                      they tend to walk a little faster without
                      knowing why-- maybe they just think it's
                      claustrophobia. For them, this sort of thing
                      doesn't exist.  They may feel it, but they can
                      deny it, ignore it.  But others-- people
                      like us-- we have to deal with it.  Even
                      if it doesn't make sense. Because
                      whatever it is, for us-- it is real.  It
                      is. 

            MARIAN, reeling, sits on a nearby bench.  OSBORNE sits a few
            feet away.  After a beat, she almost whispers:

                                MARIAN
                      What happened down there... to the
                      children?

                                OSBORNE
                      It was a brother and sister, they were
                      out late.  Some psycho murdered them in
                      that tunnel, about twelve years ago--

                                MARIAN
                      There was a knife--

                                OSBORNE
                          (nods)
                      They never caught him... you know, you
                      picked up a lot.  As much as Satori-- and
                      the cops brought her in on the case a
                      month after it happened.

                                MARIAN
                      It's true... I really am a freak.

                                OSBORNE
                      You're not a freak.  You're just seeing--
                      well, for lack of a better term, we call
                      it the Other Side.

            Marian trembles, on the verge of tears.  Slowly, he puts an
            arm around her, holding her close to comfort her.

                                                                 CUT TO;

            INT.  COFFEE SHOP - NIGHT

            OSBORNE and MARIAN sit at a small table, finishing coffee,
            both of them calmer now.

                                MARIAN
                      ...The scary part is, when it happens, I
                      feel like I'm not me anymore.  Like she's
                      taking over.  I don't get it, why is she
                      after me?

                                OSBORNE
                      Maybe she's not.  It sounds to me like
                      she's caught in a trap-- that room where
                      she died, it's like the tunnel.  A kind
                      of psychic quicksand... you just happened
                      to step in it.  Could I see that note?

            MARIAN fumbles in her backpack, pulls out the piece of paper
            she scribbled on, passes it to him.  He starts to read:

                                OSBORNE (CONT'D)
                      "...thus, when Prufrock ponders, 'Dare I
                      eat a peach?' is it really fruit that
                      he's talking about--"

                                MARIAN
                      Uh, no, that's my roommate's paper.  The
                      writing's on the other side.

            Osborne turns the paper over, squints at the scribbling.

                                OSBORNE
                      I can't make it out.  Is it even English?

                                MARIAN
                      I have no idea.

                                OSBORNE
                      Can I hang onto this?
                          (off her nod, after a beat)
                      Has this kind of thing happened to you
                      before?

                                MARIAN
                      When I was a kid... there were times
                      when...like, I had conversations with my
                      grandmother late at night, only-- she was
                      dead.

                                OSBORNE
                      Then you got older, figured you'd just
                      imagined it...

                                MARIAN
                      I didn't want anyone to think I was
                      crazy. But I've always gotten, you know,
                      weird flashes-- like something you see
                      out of the corner of your eye--

                                OSBORNE
                      But you turn around and it's not there...
                          (off her nod)
                      When I was ten, our Golden Retriever ate
                      snail bait.  When I found him, his heart
                      wasn't beating.  I held him in my arms, I
                      could feel his life leaving him,
                      practically see it and-- and I willed him
                      back.  Gave him my strength.

                                MARIAN
                      He lived?

                                OSBORNE
                      Uh-huh.  Or... maybe we just got lucky,
                      got him to the vet in time.

                                MARIAN
                      And maybe I was just dreaming about my
                      grandmother.

                                OSBORNE
                      Maybe...

                                                            DISSOLVE TO;

            EXT.  URBAN BROWNSTONE - DAY

            An older HOME with a FOR SALE sign.

            INT.  BROWNSTONE - DAY

            CLOSE on a MATCH, as it LIGHTS a BUNDLE OF HERBS. 

            WIDER, SATORI waves the BURNING HERBS as she moves through
            the place.  The home is largely EMPTY, most of the furniture
            moved out.  JEROME approaches her, a VIDEO CAMERA to his eye.

                                JEROME
                      You really think that stuff works?

                                SATORI
                      Hard to say.  But I like the scent.

            Satori lays her incense down in an ashtray as MRS. HARMON,
            sweet and ditzy, late 50's, enters with a TEA TRAY.

                                MRS. HARMON
                      I made some herbal tea-- it's supposed to
                      enhance spirituality, the box says so...

                                JEROME
                          (aiming the camera)
                      Mrs. Harmon, when did your husband pass
                      away?

                                MRS. HARMON
                      He didn't exactly "pass away."  He was
                      hit by lightning on the golf course.

                                JEROME
                          (stifling a guffaw)
                      Seriously?

                                MRS. HARMON
                      I'm afraid so.  It happens more often
                      than you'd think.  I warned him not to
                      play in the rain, but the man was
                      obsessed. 

            A DOORBELL chimes.

                                MRS. HARMON (CONT'D)
                      I thought I gave the realtor the keys...

            Mrs. Harmon moves to the door, opens it to DOT AND SETH--

                                DOT
                      Hello...

                                SATORI
                      Dot, Seth, come in...
                          (to Mrs. Harmon)
                      They're friends of mine-- I think they
                      might be able to help...

            MRS. HARMON admits DOT and SETH.  Dot looks around, Crying to
            get a feel for the place.

                                DOT
                      Nice house.

                                JEROME
                      Why do you want to sell it?

                                MRS. HARMON
                      I don't want to, I love this house, we
                      had so many happy times here... it's
                      just. Bill took care of the finances
                      and... we were getting ready to retire
                      when...
                          (a forced smile)
                      The best laid plans, right? 

            SETH makes a strange NOISE and RUNS INTO THE HOUSE.

                                DOT
                      Seth?  I'm sorry, ma'am-- 

            She moves to pursue her son, but Jerome stops her.

                                JEROME
                      Let him go.  Something set him off... 

            JEROME trots after him with the camera, as SETH runs through
            the house at full tilt.  DOT wanders into the house, SNIFFS.

                                DOT
                      I'm getting something too.  A strange
                      smell.  Like burning hair. 

            MRS. HARMON GASPS at this, puts a hand to her mouth.  Satori
            gestures toward the ashtray, embarrassed.

                                SATORI
                      Oh, that's my incense.

                                DOT
                      No, it's like... has there been a fire in
                      this house?

                                MRS. HARMON
                      No...  Tea, anyone?

            INT.  BROWNSTONE HALLWAY - DAY

            SETH suddenly stops his crazed running in this long hallway,
            a CASEMENT WINDOW at one end.  Seth stares straight ahead,
            breathing hard.  A GOLFBAG leans against the wall here-- SETH
            runs his hand on its surface.  JEROME hovers behind, taping. 

            DOT appears in the hall, cup of tea in hand, moving toward
            the boy with a cookie--

                                DOT
                      Seth, hon, want a cookie--?

            As she nears her son, he swings out his hand, KNOCKING the
            china teacup from her grasp--  

            --it SHATTERS on the floor.  A stream of LIQUID FLOWS down
            the hallway.

            INT.  BROWNSTONE - DAY

            MRS. HARMON reacts to the sound of breakage.

                                MRS. HARMON
                      What was that?

            SATORI is in a standing yoga pose, eyes shut, trying to
            absorb energy, muttering a MANTRA to herself.  Just then, an
            enthusiastic female REALTOR in a business suit lets herself
            in with a wealthy young COUPLE.

                                REALTOR
                      It's a very quiet neighborhood, but
                      convenient to every--

            She takes in Satori; the realtor's smile FREEZES.

                                REALTOR (CONT'D)
                      Judy.  I didn't know you were showing the
                      house to anyone today--

                                MRS. HARMON
                      Oh, no, this is--

            The realtor charges across the room, taking Mrs. Harmon by
            the arm and leading her out of earshot of the puzzled couple.

                                REALTOR
                          (a hiss)
                      I know who it is.  Why do you persist in
                      letting these lunatics in here?

                                MRS. HARMON
                      The house is haunted--

                                REALTOR
                      It's not.  And even if it was, there's no
                      disclosure law regarding ghosts.

            As they speak, the realtor has walked Mrs. Harmon into--

            INT.  BROWNSTONE HALLWAY - DAY

            --the hallway where DOT, SETH and JEROME stand over the
            spill, fascinated; Jerome aims the camera at the floor.  They
            pay no attention to the REALTOR or MRS. HARMON.

                                REALTOR
                      There's more of them.

                                MRS. HARMON
                          (embarrassed)
                      Maybe you people should just go...

            She moves off.  The realtor gives the others a "beat it"
            look, and moves back to deal with her clients. ANGLE ON
            FLOOR, where the SPILLED TEA is still flowing slowly, in an
            unnatural way. 

            It's branched into FIVE NARROW STREAMS, almost like a hand,
            moving in PULSES towards a bend in the hallway.... almost as
            if it were crawling. JEROME hands the camera to Dot, excited.

                                JEROME
                      Keep taping.

            He moves to the GOLF BAG, UNZIPS a pocket, feeling inside and
            coming up with a GOLF BALL.  Jerome kneels by the liquid on
            the floor, addresses the video camera.

                                JEROME (cont'd)
                      Clearly, the floors aren't level-- it's
                      an old house-- but...

            He places the golf ball gently beside the far end of the
            still flowing liquid, away from the broken cup, and releases
            it.  After a beat, the golf ball slowly rolls-- TOWARD THE
            BROKEN CUP, the opposite direction from the spill's flow.

                                JEROME (CONT'D)
                      Ha!  Since when does liquid flow uphill?

            CLOSE ON SPILL as one TENTACLE moves more rapidly, almost
            like a pointing finger, but only to run into--

            MRS. HARMON with a SPONGE.  She SOPS IT UP vigorously. 

                                JEROME
                      What are you doing?!

                                MRS. HARMON
                      Cleaning up.

            SETH begins to HOWL, PUNCHING THE WALL.  DOT holds him
            tightly, trying to calm him down.  SATORI dashes in.

                                SATORI
                      I just got a tremendous wave of-- pain,
                      anger-- frustration--

                                REALTOR
                      That must've been me.

            THE REALTOR appears from the opposite end of the hallway with
            the HUSBAND and WIFE, who look confused by the group of
            people staring at the floor.  It's quite a crowd in this
            narrow hallway now.

                                MRS. HARMON
                          (meekly, to Satori)
                      I'm sorry I made you all waste your time,
                      but... there's no point in continuing
                      this.

                                JEROME
                      We were just getting something, he was
                      trying to communicate--

                                SATORI
                      Please, Mrs. Harmon, these things are
                      unpredictable, you need to be patient--

                                MRS. HARMON
                          (losing it)
                      I've been patient all my life!  Bill told
                      me we were safe, not to worry.  He said
                      we'd grow old together without a care in
                      the world-- be patient, he told me, just
                      wait and see.  And now... I'm alone and I
                      have nothing and... he's gone.  He's
                      gone. I miss him so much and-- 
                          (fights back her tears)
                      I have to sell.  Just to pay the bills.
                      Now please... leave.

            Mrs. Harmon flees the hallway.  The others follow a moment
            later, somber.  Alone with the realtor, the HUSBAND sighs,
            then points at the floor.

                                HUSBAND
                      Are these the original baseboards?

                                                                 CUT TO:

            EXT.  CITY STREET - DAY

            MARIAN, book bag slung over one shoulder, walks with BOB and
            JIM, jocky-looking fellow freshman.

                                JIM
                      --there's gonna be a major Halloween
                      party in Barker Hall tonight.

                                BOB
                      Those dudes are animals.

            THE THREE STUDENTS instinctively give a wide berth to a
            MUMBLING STREET PERSON as he passes, moving in the other
            direction.  A few paces on, he looks up, turns-- it's WARREN.

                                WARREN
                      Hey-- hey, you, uh, uh, blonde girl!

            MARIAN takes a moment to register who this guy is.  JIM and
            BOB eye Warren as he approaches, move to protect Marian.

                                WARREN (CONT'D)
                      I was just heading over to the, um, you
                      wanna go with me?

                                JIM
                      Get lost, OK?

                                MARIAN
                      No, wait, I know him--

                                BOB
                      You're kidding.

                                MARIAN
                      I mean, I met him once...

            WARREN points toward the OLD CHURCH a block up.

                                WARREN
                      I can't have already missed it-- damn, I
                      gotta get a watch.  What's your name
                      again?

                                MARIAN
                      Marian.  Missed what?

                                WARREN
                      You know, the ceremonial planting of the
                      r bones, laying to rest the restless--

            JIM and BOB back away from Warren and Marian.

                                BOB
                      We, uh, gotta get to practice--

                                JIM
                      Later-

            MARIAN is torn for a moment, looking from the young men to
            the twitchy Warren.  A note of regret:

                                MARIAN
                      Sure-- see you guys...
                          (to Warren)
                      What are you talking about?

                                WARREN
                      Aloysius Green, the reinterment.  The
                      others are there, come on.

            He turns and hurries off, MUTTERING to himself again.  MARIAN
            looks after him unsurely.

            EXT.  OLD CHURCHYARD - DAY

            WARREN hurries up to THE OTHERS, milling and talking quietly.
            MARIAN stands at the gates of the cemetery, peering in.
            OSBORNE cocks his head at the sight of her and approaches.

                                OSBORNE
                      Marian... did you want to join us?

                                MARIAN
                      I was just walking by... what's going on? 

            OSBORNE escorts her closer to the others.

                                OSBORNE
                      Well, it's a project we've all been
                      working on a while.  There's been some
                      vandalism here, tombs knocked over and
                      smashed...we're hoping this might put an
                      end to it.

            They've reached an OPEN GRAVE with a CANVAS BAG beside it.
            SATORI beams, gives MARIAN a hug, which she receives stiffly.

                                SATORI
                      I'm so glad you've come back to us, we
                      need your strength--

                                MARIAN
                      Well, I just happened to be—-            

                                SATORI
                      Nothing just happens.

                                ALBERT
                      That you, Marian?

                                MARIAN
                      Yes.

                                ALBERT
                      They tell me I was a little hard on you
                      the other night.

                                MARIAN
                      I guess.

            She waits expectantly with a half-smile for an apology.  But
            Albert is done speaking, reaches down to scratch his dog. A

            s Marian's smile fades, THE PRIEST we met earlier approaches
            nervously, ELMER beside him.  Elmer moves closer to Marian,
            staring at her intently, unnerving her a bit.

                                ELMER
                      Girl, I need a word with you.

            CLOSE as he takes her hand in his gnarled fingers.  He speaks
            in a hoarse whisper:

                                ELMER (cont'd)
                      Some spirits is too strong to fight.
                      Their pain, it becomes a poison in the
                      air.  Poison don't care what it kills.

                                MARIAN
                      What are you saying?

                                ELMER
                      Get outta that place.  I can give you a
                      couch to sleep.  I can help you...
                      navigate the spiritual waters a bit if
                      you know what I mean.

            MARIAN eyes the shaky, elderly man-- he doesn't strike her as
            a powerful protector.

                                MARIAN
                      Thank you, but-- I'll be fine.

            ELMER looks disappointed in her, shakes his head.

                                ELMER
                      Just keep your wits about you.

            THE PRIEST clears his throat; he obviously wants this
            ceremony to be over with as quickly as possible.

                                PRIEST
                      Shall we get started...?  Today we've
                      gathered because-- all of you care deeply
                      about Aloysius Green, a man who's been--
                      lost to us for a hundred and thirty
                      years... His great-grand-nephew Elmer
                      Green would like to say a few words...

            ELMER totters to the graveside, beside the BAG.  The priest
            looks away during the following, uncomfortable.

                                ELMER
                      Aloysius has spent most of his time mad
                      at the world.  It's hard to blame him.
                      He's born a slave, escaped and come to
                      what he thought'd be freedom... but his
                      soul never been free yet.  Aloysius
                      helped build this church, but after that
                      they wouldn't let him in it, not alive
                      nor dead... and lately he's done a bit of
                      mischief here...
                          (hoisting the canvas bag)
                      Aloysius, you been with me mosta my life.
                      You showed me the ways of the Other Side--
                      and soon I'll be joining you there...
                      until then... God rest you.

            Elmer OPENS THE BAG and pours the contents into the grave-- 

            ANGLE IN GRAVE-- a pile of DUSTY, DECAYED BONES, with a SKULL
            and RIB CAGE recognisable. 

            MARIAN GASPS at this grim sight.  She looks up at THE OTHERS,
            who stare calmly into the grave. 

            A SHOVELFUL OF DIRT lands on the pile of bones.

            OSBORNE passes the shovel to JEROME.  He looks up to see--

            MARIAN, through the fence, walking away fast.  MUSIC UP and--

                                                                 CUT TO:

            INT.  DORM SUITE - NIGHT

            POUNDING ROCK MUSIC, a packed PARTY, lit by BLACK LIGHT, some
            Of the PARTIERS in HALLOWEEN COSTUMES.  ON THE CROWDED DANCE
            FLOOR, MARIAN, without a costume, LAUGHS as she dances
            energetically with JIM.  Both are sweating, Marian's "face is
            red.  As she swings her head to one side-- 

            HER POV— amidst the throng of twisting bodies, we briefly
            glimpse what looks like an unmoving DIANE STILLMAN.  When the
            dancing bodies move again, we see it's a different GIRL. 

            MARIAN stops dancing, disturbed, catching her breath.  Jim
            leads her to a PUNCH BOWL, fills two cups.  She knocks hers
            back, refills it, trying to chase away the ghost.

            EXT.  COLLEGE CAMPUS - NIGHT

            MARIAN sways as she and JIM cross the campus, the sounds of
            the PARTY RECEDING.  Other PEDESTRIANS about, it isn't late.
            She almost falls down, LAUGHING, Jim holds her up, his hands
            lingering on her body.

                                MARIAN
                      I seem normal to you, don't I?

                                JIM
                      Actually, you seem kinda wasted.

                                MARIAN
                      I know that, but I'm not weird, or
                      freakish or anything, am I?

                                JIM
                      No way.  You're a true babe.

                                MARIAN
                          (leans into him)
                      Can we go to your room?  I don't wanna be
                      alone right now...

                                JIM
                      My dweeb roommate's up studying.  How
                      'bout your place?  Linda's at her
                      boyfriend's, right?

            Marian's reluctant, but shrugs and nods.

            INT.  MARIAN'S ROOM - NIGHT

            JIM follows MARIAN into the room. 

                                MARIAN 
                      Look, Jim, thanks for the party... I'm
                      just, I gotta lie down. 

            JIM ignores this, he's all over her, joining her on the bed
            and trying to make out with her.  MARIAN makes a sick NOISE
            and rolls over, face into the pillow.  He strokes her hair,
            rubs her shoulder, tries to rouse her.

                                JIM
                      Hey Marian, come on... 

            MARIAN snores-- she's out cold.

                                JIM (CONT'D)
                      Damn it...

            JIM gets up, disappointed, straightens his clothes and heads
            out the door. 

            HOLD ON the sleeping MARIAN for a beat.  The SNORING STOPS.
            She rolls on her back and opens her eyes, her face impassive
            gaze far away.  She rises, knocking the phone to the floor--
            we hear a DIAL TONE. 

            MARIAN moves to Linda's side of the room, begins rummaging
            through the drawers of her desk.  She finds what she wants
            and moves into the bathroom.

            INT.  MARIAN'S BATHROOM - NIGHT

            CLOSE-on the running BATHTUB.  MOVE TO FIND MARIAN standing
            at the sink.  We see now that she has a PRESCRIPTION BOTTLE
            of Linda's, pouring PILLS into her hand.  She looks at these
            blankly for a moment, then puts the lot of them in her mouth.
            She bends to drink water from the tap.  As she does this-- 

            CAMERA MOVES to the mirror.  In the. REFLECTION we see the
            RED BACKWARDS WRITING.  When Marian rises, SHIFT FOCUS to
            show-- 

            --it's no longer Marian, but a deathly pale DIANE STILLMAN.

                                                                FADE OUT

                                     END ACT TWO

                                      ACT THREE

                                                                FADE IN:

            INT. HOSPITAL - NIGHT

            OSBORNE, in a white coat, is making his rounds, sipping
            coffee. He suddenly looks pained, puts a hand to his
            forehead. He makes his way to a chair and sits, dizzy,
            putting his head between his knees. 

            FLASH CUT-- ANGLE on an empty BATHROOM from the tub, the
            CAMERA SLIDING UNDER the surface of WATER and back up again. 

            OSBORNE rises quickly, GASPING for air. He pulls a CELL PHONE
            from his pocket, rising and moving from the ward.

            INT.     HOSPITAL HALLWAY - NIGHT

            Moving down the hall, OSBORNE DIALS his phone, consulting a
            scrap of paper from his wallet. We hear a BUSY SIGNAL. He
            hangs up, in a cold sweat, picking up the pace. He sprints
            past LOUISA, a female resident.

                                OSBORNE
                      Louisa, I got an emergency, cover my
                      rounds! He moves on before the surprised
                      woman can answer.

            INT. COLLEGE DORM BATHROOM - NIGHT

            ON A CEILING, as a MOIST SPOT appears, SPREADING rapidly. 

            EXT. URBAN STREETS/OSBORNE'S CAR - NIGHT 

            OSBORNE drives rapidly through the streets of the city. He's
            on his CELLPHONE, we hear the FILTERED VOICE of an OPERATOR.

                                OPERATOR (FILTER)
                      --there's no one on that line, sir, it
                      must be off the hook.

            He RUNS a RED LIGHT, DRIVING like a maniac now.

            INT. COLLEGE DORM BATHROOM - NIGHT

            A MALE STUDENT, in a bathrobe, regards a STEADY STREAM of
            WATER from the CEILING, now SPLASHING on the floor of their
            bathroom. IN BG, his ROOMMATE is on the PHONE.

            EXT. CITY STREET - NIGHT

            OSBORNE pulls up in his CAR, jumps out, moves to the CAMPUS
            GATE-- it's CLOSED and LOCKED. He hesitates only a moment,
            then starts to CLIMB OVER.

            INT. MARIAN'S ROOM - NIGHT

            We hear RUNNING WATER, KEYS in the lock, the DOOR OPENS. A
            middle-aged CAMPUS SECURITY COP enters, the MALE STUDENTS
            behind him. He follows the sound of the water into--

            INT.     MARIAN'S BATHROOM - NIGHT

            --the BATHROOM where he sees MARIAN, lying unconscious in the
            OVERFLOWING TUB, her head below the water.

                                SECURITY COP
                      Ah Jesus!

            He quickly YANKS her body out of the tub, SLOSHING WATER.

            EXT. COLLEGE CAMPUS - NIGHT

            OSBORNE moves through the campus, a bit disoriented. He sees
            the FLASHING LIGHT of a SECURITY CAR, hurries in that
            direction, running into MARIAN'S BUILDING.

            INT. MARIAN'S ROOM - NIGHT

            The SECURITY COP kneels over Marian, performing CPR
            uncertainly. The MALE STUDENT looks on, frightened, while his
            ROOMMATE talks on the phone.

                                ROOMMATE
                      Yeah, Homsworth 37, send an ambulance--

                                MALE STUDENT
                      Is she dead?

            The cop looks pretty helpless. OSBORNE, breathless, dashes
            into the room, shoving past the students.

                                OSBORNE
                      Move it, I'm a doctor!

                                ROOMMATE
                          (hanging up)
                      That was quick...

            The cop makes way for OSBORNE, who performs MOUTH TO MOUTH,
            POUNDS Marian's chest.

            CLOSE, as his hand SQUEEZES hers.  His head is over her
            heart, listening for signs of life.

                                OSBORNE
                      C'mon. live... live...

            He closes his eyes, focusing all his strength on the
            unconscious MARIAN, who-- 

            --takes a tortured BREATH. 

                                                                 CUT TO;

            EXT.  COLLEGE CAMPUS - NIGHT

            PARAMEDICS WHEEL the unconscious MARIAN on a stretcher into
            the back of a waiting AMBULANCE.  Osborne moves alongside, a
            bit unsteady on his feet.

                                OSBORNE
                      Push the narcan on the IV, she swallowed
                      alprazalom, washed it down with vodka.

            He hands over Linda's PRESCRIPTION BOTTLE. 

            As the AMBULANCE PULLS AWAY, SIREN BLARING, Osborne suddenly
            nearly loses his balance, has to move to the building's
            steps, where he sits heavily.  His CELL PHONE RINGS, he
            answers,it wearily.

                                OSBORNE (CONT'D)
                      Osborne.

                                                          INTERCUT WITH:

            INT. JEROME'S OFFICE - NIGHT

            A tiny, incredibly messy office.  OCCULT BOOKS fill the
            shelves, stack to the ceiling; the decor is a hodgepodge of
            scary NATIVE FETISHES and MASKS, VOODOO DOLLS, etc.  JEROME
            is sitting at his desk, running a VIDEOTAPE on his desktop
            COMPUTER SCREEN-- his VIDEO CAMERA connects to the machine.

                                JEROME
                      Hey Mark, it's me.  Listen, soon as you
                      get off your shift, you gotta come to my
                      office.  You won't believe what I've got.
                      It's on the tape from the Harmon place-- 

            As he speaks, we see what Jerome is watching--

            ON SCREEN— the VIDEO IMAGE of the SPILLED TEA.  As the video
            camera PANS UPWARD to reveal the end of the hallway, what
            looks like a vaguely HUMAN SHAPE, made of VIDEO SNOW, appears
            for a second, then VANISHES.

                                JEROME (CONT'D)
                      --you can see the guy, it's Mr. Harmon,
                      clear as day...

            Jerome SCANS the tape back and forth, IN SLO-MO, trying to
            freeze the moment when the FORM is visible, but he can't
            quite get it.

                                JEROME (CONT'D)
                      ...well, not clear as day.  Not exactly
                      proof positive of life after death maybe
                      but--

                                OSBORNE
                      Jerome, Marian Kitt just overdosed. I
                      don't know if she's gonna pull through. 

            Jerome blinks, stunned, rising from his seat.

                                JEROME
                      Oh no... you sound awful man— are you OK?

            As Jerome murmurs into the phone, CAMERA MOVES to the 
            COMPUTER SCREEN— the STILL IMAGE of the HARMON HALLWAY.

                                                            DISSOLVE TO;

            INT.  BROWNSTONE HALLWAY - NIGHT

            The same angle on the hallway, dark and quiet now. CAMERA
            MOVES to FIND an OUTLET on the floor. A SPARK from within.
            The WALLPAPER above the outlet turns BROWN and BUBBLES.

            EXT. URBAN BROWNSTONE - NIGHT

            IN FG, the REAL ESTATE SIGN with the notice "IN ESCROW" on
            it. MOVE to FIND a BEDROOM WINDOW as a LIGHT GOES ON.

            INT. MRS. HARMON'S BEDROOM - NIGHT

            MRS. HARMON sits up in bed, hand on the lamp, listening to
            the sound of a SMOKE ALARM downstairs. She hurries out of
            bed, moving for the stairs.

            INT.     BROWNSTONE - NIGHT

            She comes downstairs, SNIFFING the air, moving toward SMOKE
            coming from the hall.

            INT.  BROWNSTONE HALLWAY - NIGHT

            The wall has ERUPTED IN FLAMES, some of the FLOORBOARDS bum
            as well.  Mrs. Harmon lets out a little CRY. 

            IN THE SMOKE AND FLAMES, a faint IMAGE is forming.  For a
            moment, we make out a HAND... then a FACE.. . 

                                MRS. HARMON 
                      Oh my God... 

            A WISP of SMOKE, almost in the shape of a FINGER, seems to
            briefly caress her face.  She closes her eyes, wanting to
            feel something...

                                MRS. HARMON (CONT'D)
                      Bill...

            But the smoke is getting to her, she COUGHS and hurries away.

                                                            DISSOLVE TO:

            INT.  ICU WARD - DAY

            CLOSE on MARIAN, hooked to tubes and wires. 

            PULL BACK, we're in a CURTAINED AREA of the WARD.  We hear
            VITAL SIGN MONITORS BLEEPING.

            INT.  WAITING AREA - DAY

            OSBORNE is stretched put on a bench, half-asleep, by a window
            in this waiting area.  JEROME is hunched over a piece of
            paper, studying it.  He looks up with a smile, rises and
            addresses a young female NURSE at a desk.

                                JEROME
                      Excuse me, nurse?  You're wearing make
                      up.

                                YOUNG NURSE
                      Um... yes...

                                JEROME
                      Do you have one of those little mirrors,
                      you know, a compact?  Can I borrow it?

            The woman fishes in her purse and passes him the MIRROR, a
            bit reluctantly.  He hunches back over the paper, holds the
            mirror up to it.

                                JEROME (CONT'D)
                      Osborne!  Check this out.

            Osborne stirs with,a MOAN.  Jerome moves to Osborne's bench,
            squeezing in beside him, forcing his legs to the floor.
            Osborne sits up wearily.

                                JEROME (cont'd)
                      Her message.  It's not like Sanskrit or
                      anything, it's English-- it's just
                      backwards, written on top of itself.

            CLOSE-- on the NOTE that Marian scribbled while sleepwalking.
            IN THE MIRROR, the handwriting's still difficult to read. 

            OSBORNE squints.

                                JEROME
                      I can read lots of words now... let's
                      see... "love... pain... my death..."

                                OSBORNE
                      What's that say near the top?

            CLOSE on the MIRROR WORDS, a scrawl that looks like:

                                JEROME
                      "Find Proof And Mercy...?"  Proof And
                      Mercy-- it's capitalized, everything else
                      is lower-case.

            OSBORNE looks impatient at this.

                                OSBORNE
                      Maybe ghosts have poor grammar.

                                JEROME
                      Maybe it's a name.

            This gets Osborne's interest.  He squints at the mirror.  The
            NURSE is interested too, she pauses by them as she moves from
            behind her desk, looking over their shoulders.

                                JEROME (CONT'D)
                      Is that really a "Y?"  It looks like it
                      could be two letters.  "L--"

                                YOUNG NURSE
                      No, it's an e, and that'd be an r...
                      Mercer. 

            The two men look at her, impressed.

                                YOUNG NURSE (CONT'D)
                      I have to read a lot of prescriptions.

                                OSBORNE
                      That's not "And" then.  It's Andy.

            JEROME seems suddenly excited, getting it.

                                JEROME
                      Unh-huh, and there's only one "O" in
                      proof.  Andy Mercer-- Professor Andy
                      Mercer.  I know the guy, he used to teach
                      at the university!                       

                                OSBORNE
                      Used to?  What happened to him?

                                JEROME
                      He resigned last year, rumor was he had
                      some kind of mental meltdown...

                                                                 CUT TO:

            INT.  OSBORNE'S CAR/EXT.  SANITARIUM - DAY

            DRIVING SHOT, THROUGH FRONT WINDSHIELD as OSBORNE and JEROME
            approach a high-end institution down a long driveway... it
            looks more like a large Colonial home.

                                JEROME
                      Ritzy bin.

            A few RESIDENTS sit on benches, stroll, accompanied by
            casually-garbed NURSES. 

            OSBORNE parks the car near the front entrance.

            INT.  SANITARIUM DEN - DAY

            ANDREW MERCER, a sad-looking man in his late 30's, sits in a
            chair by a window.  An EMPLOYEE points him out to JEROME and
            OSBORNE.  Other PATIENTS IN BG watch TV, play CHESS.

                                OSBORNE
                      Professor Mercer?

                                MERCER
                      I'm not a professor.

                                JEROME
                      Andy-- do you remember me?  Jerome
                      Ballard, folk and myth department?

            MERCER blinks and barely shrugs.  This guy has disconnected
            from the world.

                                OSBORNE 
                      I'm Mark Osborne, I'm a doctor at St.
                      Joe's. I have a patient by the name of
                      Marian Kitt... do you know her by any
                      chance? 
                      (gets no reaction) 
                      She gave us a message-- we think it's
                      about you-- or maybe for you.

                                JEROME
                      It's from Diane Stillman.                 

                                MERCER
                          (suddenly alarmed, eyes wide)
                      Diane?  What kind of message?

                                OSBORNE
                      She-- she wanted us to find you.

                                MERCER
                      No-- that's not possible.  She didn't
                      tell anybody, nobody knew--

                                OSBORNE
                      Knew what?

                                MERCER
                      Why are you doing this to me?  Get out of
                      here.  Get out!  Get out!!

            He rises shakily, shouting at them.  Other PATIENTS react,
            OSBORNE and JEROME try to follow MERCER as he hurries away
            from them, out of the room, but the EMPLOYEE intercepts them.

            EXT.  SANITARIUM - DAY

            JEROME and OSBORNE exit, linger in front of the building.

                                OSBORNE
                      The man's guilty as hell.

                                JEROME
                      Even I felt that.

                                OSBORNE
                      Did Diane Stillman leave a suicide note? 

            JEROME shakes his head.

                                OSBORNE (CONT'D)
                      What if it wasn't suicide?

                                                                 CUT TO:

            EXT.  ELMER GREEN'S HOME - EVENING

            A funky, one-story home on the outskirts of the city, a bit
            run-down-- it's painted in BRILLIANT COLORS.

            INT.  ELMER GREEN'S HOME - EVENING

            TRACK OVER PHOTOS of famed SPIRITUALISTS, GURDJIEFF, PADRE
            PIO, even KRESKIN, all signed, along with RELIGIOUS ICONS
            from Hinduism, Buddhism, Christianity... 

            FIND ELMER in a battered armchair, SETH on the floor nearby.
            All the furnishings are fifty or more years old, most covered
            in plastic.  The old man and the child both stare at an
            (unseen) OBJECT on the floor.  Elmer points at his temple.

                                ELMER 
                      Decide what it is you want to see. 
                          (pointing at object) )
                      Then you put your finger there. 

            SETH hesitantly reaches out to do so and--

            THE TELEVISION POPS ON.

            Seth picks up the REMOTE CONTROL, pressing buttons, CHANNEL
            SURFING with a look of wonder.  DOT ENTERS from the KITCHEN
            with a TV TRAY of FOOD, gives Elmer a look.

                                DOT
                      Elmer, I don't let him watch TV.

                                ELMER
                      It's good for him.

                                DOT
                      He gets agitated.

            She places the tray in front of Elmer, then tries to take the
            remote from Seth's hand-- he won't let go, makes angry
            NOISES.  She sighs, deftly passes him a RUBIC'S CUBE in
            exchange for the remote.  She turns OFF the TV, while Seth
            begins twisting the cube in his hand, distracted.  Dot turns
            toward Elmer, pointing at the food.

                                DOT
                      Promise you'll eat that.

                                ELMER
                      What's the point?

                                DOT
                      Hm, let's see... staying alive?

            Elmer shrugs, picks up a BITE of FOOD and pretends to put it
            in his mouth with a satisfied expression.

                                ELMER
                      Mmmm...  Mebbe you could give me a ride
                      to the hospital?  Thought I'd pay that
                      Marian girl a visit.

                                DOT
                      Elmer, she's in a coma...                 

                                ELMER
                      Don't 'spose she'd object to the company
                      then.

                                DOT
                      Thing is, I gotta drop Seth at my
                      mother's and get to work...

                                ELMER
                      Never mind, then.

                                DOT
                      I'm just gonna bring the car around.  You
                      be ready to go now, Seth.

            She grabs her jacket and heads out the door.  Elmer rises
            creakily, helps Seth into his jacket.

                                ELMER
                      Look at me, boy.

            Seth LOOKS INTO ELMER'S EYES, the first time we've seen him
            make eye contact with anyone.

                                ELMER (CONT'D)
                      I got somethin' to do... I may not be
                      seein' you again for a while. 

            SETH shakes his head, upset.

                                ELMER (CONT'D)
                      Don't be like that.  You got your own
                      path to follow... you're gonna be all
                      right.

            He reaches out a hand to Seth-- the boy instinctively backs
            away-- then moves forward and hugs the old man briefly.  A
            HORN honks outside and Elmer breaks the embrace.

                                ELMER (CONT'D)
                      Go now.  Do what you gotta.

            Seth looks up one more time and heads out the door.  ELMER
            sighs and looks around his room, as if for the last time.

            EXT.  URBAN STREETS/DOT'S CAR - NIGHT

            DOT drives a battered compact, a plastic SKULL on a BEAD
            CHAIN dangles from the rear-view mirror.  ALTERNATIVE ROCK
            plays on the car radio.  SETH sits in the passenger seat,
            absently twisting the CUBE, staring out the side window. AT A
            STOPLIGHT on a crowded street, Seth suddenly drops the cube,
            UNBUCKLES HIS SEATBELT and opens the passenger door-- "r

                                DOT
                      Seth-- no, what are you doing--

            She reaches to grab him, but he BOLTS off into the city--
            DOT, panicking, pulls out into the intersection, narrowly
            avoiding a collision, SWERVING and HONKING.  Leaving the car
            half on the curb, she leaps out and tries to follow the boy--
            but there's no sign of him.  On her anguished CRY--

                                                                 CUT TO:

            INT.  ICU WARD - NIGHT

            CLOSE ON MARIAN as her EYELID is lifted, a PENLIGHT shining
            in on her dilated pupil-- the DOCTOR we saw with Osborne
            examines her, we hear the BLEEPING MACHINES.

            INT.  SPFX SPACE

            MARIAN thrashes under the surface of a viscous, dark LIQUID,
            bathed in eerie LIGHT, SCREAMING, her face a mask of terror--
            she can't get out, it's like being trapped under ice.

            INT.  ICU WARD - NIGHT

            BACK TO SHOT as the DOCTOR lets her eyelid close.  As he
            leaves the room, we MOVE IN on MARIAN'S FACE.  Her expression
            seems quite peaceful... but faintly we hear her MUFFLED
            SCREAMS, as if from underwater.

                                                                FADE OUT

                                    END ACT THREE

                                      ACT FOUR

                                                                FADE IN:

            EXT. SATORI'S STUDIO - NIGHT

            DOT'S CAR screeches up to the storefront PSYCHIC STUDIO with
            a neon EYE in front.

            INT.  SATORI'S STUDIO - NIGHT

            TAROT CARDS turn— the HANGED MAN, the TOWER, DEATH...

                                SATORI
                          (wincing)
                      Hmm. I see a lot of... positive changes.

            SATORI does a reading for ALBERT. Her studio is cozy, draped
            with colorful fabrics. DOT rushes in, breathless.

                                DOT
                      Is he here?

                                ALBERT
                      Who?

                                DOT
                      Seth-- oh God, he didn't come here?  He
                      ran out of my car about six blocks away

            DOT is nearly hyperventilating, Satori rushes to her side.

                                SATORI
                      Just breathe. Dot.  We'll call the cops,
                      he can't have gone far...

                                ALBERT
                      Give me something of his.

            LATER, CLOSE ON THE CUBE in ALBERT'S HANDS as he turns the
            colored surfaces. 

            WIDER, SATORI hovers over ALBERT, DOT is on the PHONE IN BG.

                                DOT
                      About twenty minutes ago... he's wearing
                      a blue jacket... yes, I'll hold...

                                SATORI
                      Getting anything?

                                DOT

                                ALBERT
                          (straining)
                      Lines, parallel lines.  Black soot-- and
                      broken glass... blood...
                          (off her gasp)
                      Walls, a narrow space...

                                SATORI
                          (lighting up)
                      A hallway?    
                          (to Dot) )
                      I think I know where he went. 

            SATORI is moving to grab a coat; Albert holds up the cube.

                                ALBERT
                      What the hell is this thing, anyway?

                                SATORI
                      Albert, we' re going over to the Harmon
                      house, watch the store.

                                ALBERT
                      Yeah, right.

            As soon as THEY'RE GONE, the PHONE RINGS.  ALBERT feels his
            way toward it, answers.

                                ALBERT (CONT'D)
                      Psychic studio... she's not here... oh,
                      Mrs. Harmon, she's on her way over
                      there... I wish you'd called two minutes
                      ago, you coulda saved me a lot of effort.

            He tosses the CUBE over his shoulder, disgustedly.

                                                                 CUT TO:

            INT.  ICU WARD - NIGHT

            MR. and MRS. KITT, a distraught-looking, middle-aged
            Midwestern couple, hover over MARIAN, still unmoving. OSBORNE
            is behind them.  Mrs. Kitt strokes Marian's hair, Mr. Kitt
            puts an arm around his wife.

                                MRS. KITT
                      When is she going to wake up?

                                OSBORNE
                      It's hard to say...

            A NURSE shows WARREN into the curtained room; he looks
            nervous.  As soon as he sees Osborne, he starts babbling:

                                WARREN
                      Wow, I really hate hospitals.  How do you
                      work here?  The air is so thick, you
                      know?  You can practically taste them,
                      all those souls in transit--

                                OSBORNE
                          (cutting him off)
                      Warren, this is Mr. and Mrs. Kitt--
                      Marian's parents.                         

            WARREN is looking directly at Marian now, seeing something
            the others clearly aren't.  His eyes go wide.

                                WARREN (CONT'D)
                      Oh my God... help her, somebody help her!

            He dashes to Marian, puts his arms around her, shaking her.
            MRS. KITT freaks, OSBORNE and MR. KITT pull Warren away.

                                MR. KITT
                      What are you, crazy?  Let go of her!

            EXT.  HOSPITAL - NIGHT

            A CAB pulls up, ELMER climbs slowly out of the back seat.
            pays off the DRIVER, then heads inside.

            TNT.  HOSPITAL HALLWAY - NIGHT

            An ORDERLY shepherds WARREN down the hall from the entrance
            to the ICU, OSBORNE and the KITTS a step behind.

                                WARREN
                      She's, she's drowning, can't you people
                      see?!

                                OSBORNE
                      Warren, you really oughta take your
                      medication...

                                MRS. KITT
                      How did that man get in here?

            The pass the ELEVATOR, which opens a moment later.  ELMER
            emerges from the elevator, looking in the direction of the
            commotion, then heads toward the ICU ward.

            INT.  ICU WARD - NIGHT

            ELMER lets himself into Marian's curtained room.  He studies
            her for a moment.

                                ELMER
                      Oh, girl.  Wish you'd a listened to me.

            He sighs and pulls a chair up by the bedside, sits heavily.
            He takes her hand in his own.

                                ELMER (CONT'D)
                      Now we got no choice but to see this
                      thing through...

            He bows his head and closes his eyes.  An older NURSE enters.

                                OLDER NURSE                         
                      Uh, sir, you'll have to leave...

            ELMER slowly opens his eyes, rises, steps close to her,
            stares at her, unblinking.  His voice is hypnotic.

                                ELMER
                      It's all right, now.  There's nobody here
                      but that girl, sleeping peacefully. She's
                      all alone...

            The older nurse just stares back for a few moments, then she
            turns and walks out.

            INT.     HOSPITAL  HALLWAY  -  NIGHT

            THE OLDER NURSE pauses for a moment, blinks, shaking off an
            odd sensation.  Then she continues her rounds.

            INT.  ICU WARD - NIGHT

            ELMER holds MARIAN'S hand, concentrating intently.

            INT.  SPFX SPACE

            MARIAN struggles under the surface.  Suddenly, she's pulled
            upward-- as she breaks the surface, the environment MORPHS--

             --she's sitting up on a hospital bed, in an altered version
            of the ICU.  ELMER is beside her, holding her hand-- the room
            is strangely lit, the curtains translucent, wraith-like FORMS
            moving beyond them.  VOICES here are strange, distorted.

                                MARIAN
                      Where am I?  Am I dead?

                                ELMER
                      You're on the Other Side...

            INT.  HOSPITAL LOBBY - NIGHT

            MERCER is at the desk, facing a RECEPTIONIST, as WARREN moves
            past with an unnerved expression, hurrying out the door.

                                RECEPTIONIST
                      Yes, she's a patient here, but I'm afraid
                      visiting hours are over.

            As MERCER turns away, OSBORNE approaches quickly.

                                OSBORNE
                      Professor-- uh, Mr.-- how did you--?

                                MERCER
                      I'm a voluntary patient, I can leave when
                      I want.  Listen, I-- I'm sorry about
                      today... I've been ill, I have some
                      trouble controlling my emotions...
                      I'd like to see this patient of yours, if
                      that's OK.

                                OSBORNE
                          (nods; to the nurse)
                      It's all right, I'll take him up.

            INT.  SPFX SPACE

            ELMER AND MARIAN walk, hand in hand, down an eerie,
            abstracted CORRIDOR.  A DOOR ahead of them, LIGHT spills out.

                                ELMER
                      You can't fight her no more, you gotta
                      give her what she wants.

                                MARIAN
                      What does she want?

                                ELMER
                      To be free.  You're the bridge... let her
                      take you.

            He pushes the door open-- they don't so much enter the room,
            as it envelops them.  It's a distorted version of-- 

            MARIAN'S BATHROOM.  DIANE STILLMAN writes in lipstick on the
            bathroom mirror.  She turns, gestures at her writing.

            ON MIRROR-- CLOSE SHOTS-- words like, "LOVE," "DESPAIR, "
            "DEATH..." we don't get a chance to read the whole message. 

            IN REFLECTION, MARIAN appears directly beside DIANE-- both
            stare INTO CAMERA, the red words now BLURRY and FADING.

                                DIANE
                      Help me...

            INT.  ICU WARD - NIGHT

            OSBORNE leads MERCER into the now darkened WARD, opens the
            curtain.  We hear the BLEEPING of the monitors.

                                MERCER
                      What's wrong with her?

                                OSBORNE
                      She took sleeping pills and alcohol... 
                      same as Diane Stillman.

            ELMER sits beside the still-unmoving MARIAN, her hand in his.
            He's deep in a trance.

                                OSBORNE
                      Elmer...?

            ELMER opens his eyes, turns to face Osborne and Mercer.  He
            nods slowly, addresses Mercer.

                                ELMER
                      Touch her.

            MERCER is disturbed and thoroughly perplexed.

                                MERCER
                      Who are you?

                                ELMER
                      A friend.

                                OSBORNE
                      Just do as he says. 

            Mercer looks at him questioningly.

                                ELMER
                      Please.

            MERCER approaches the bed, very disturbed, looking at Osborne
            and Elmer-- are these people even crazier than he is?  He
            tentatively reaches out to touch Marian's arm--

            WITH MERCER-- his eyes go wide-- 

            HIS POV— it's DIANE STILLMAN lying in the bed--

            MERCER yanks his hand away, utterly terrified-- he shakes his
            head and FLEES THE ROOM.

            OSBORNE hurries after Mercer.  ELMER clutches Marian's hand,
            mustering a great psychological effort.

                                ELMER
                      Stay with me, girl.

            INT.  HOSPITAL ELEVATOR - NIGHT

            MERCER hits the DOWN button.

                                OSBORNE
                      Wait!

            OSBORNE squeezes in as the doors are closing-- throws the
            EMERGENCY SWITCH to Stop it, the ALARM RINGS

                                OSBORNE
                      What are you afraid of?

                                MERCER
                      I saw a dead girl in there!  Diane-- how
                      can this be happening?!

                                OSBORNE
                      Marian's channeling her, I don't know
                      why. You have to tell me-- what did you
                      do to Diane Stillman

                                MERCER
                      Nothing, she was a, a student of mine--

                                OSBORNE
                      The truth!

            MERCER slides to the elevator floor, head in his hands.

                                MERCER
                      We had an affair... not for long, I told
                      her we couldn't see each other any more,
                      it wasn't right, it would ruin us both. 
                      She just couldn't accept it, she wouldn't
                      let go--

                                OSBORNE
                      She still won't.

            OSBORNE hits buttons to kill the alarm and open the door.

                                                                 CUT TO:

            EXT.  BROWNSTONE - NIGHT

            SATORI and DOT hurry toward the brownstone from Dot's car.  A
            FRONT WINDOW is BROKEN.  The front door flies open. MRS.
            HARMON stands there, in her robe, very upset--

                                MRS. HARMON
                      I was about to call the police-- what in
                      God's name is he doing here?!

            INT.     BROWNSTONE HALLWAY - NIGHT

            DOT AND SATORI hurry in with MRS. HARMON to find SETH
            crouching on the floor in the sooty hallway, POUNDING the
            surface, making STRANGLED NOISES. His hands are BLOODY.

                                DOT
                      Oh baby, baby— what's the matter, what's
                      the matter?

            She runs to the boy, he won't stop what he's doing, she pulls
            him away, he squirms. SATORI moves toward the spot-- 

            ANGLE DOWN-- bloody HANDPRINTS cover the FIRE-DAMAGED strips
            of wood flooring.

                                SATORI
                      There's something under there...

                                                                 CUT TO:

            INT.  ICU WARD - NIGHT

            ELMER still holds MARIAN'S hand, he seems exhausted.  OSBORNE
            and MERCER stand by the bedside-- Mercer is inches from
            Marian, but he can't bring himself to touch her.  Quietly:

                                MERCER
                      I still can't believe it happened.  I
                      quit the university afterwards, checked
                      myself into the hospital... I can't
                      sleep, but I can't get out of bed-- that
                      image of her, underwater-- I can't get it
                      out of my head...

                                OSBORNE
                      You did it, didn't you?  You killed her.

            MERCER trembles, nods, opens his mouth to speak.  Suddenly
            MARIAN'S HAND reaches out for his, grasps it.  HER EYES OPEN.

                                MARIAN
                      No.  No, Andy, you didn't.

            Mercer kneels by the bed, holding her hand tightly, staring
            into her eyes.  Although Osborne sees Marian there, clearly
            she's someone else in Mercer's eyes.

                                MERCER
                      Diane... I'm so sorry...

                                MARIAN
                      It's not your fault.

                                MERCER
                      It is... it is.

                                MARIAN
                      No, it's not.  You were trying to do the
                      right thing-- and I punished you for it. 
                      I killed myself to hurt you... Andy, I
                      was  " wrong.  Forgive me... forgive me
                      and get on with your life.

                                MERCER
                      What?

                                MARIAN
                      You have to.  Don't you see, by torturing
                      yourself you're keeping me here.
                      Please... forgive me and forgive
                      yourself. 

            MERCER nods, understanding, tears rolling down his cheeks. He
            lays his head on her chest.

                                MERCER
                      Thank you.  God, I love you...

                                MARIAN
                      You loved me.  Now let me go.

            After a few beats, he releases her hand and rises, wiping his
            eyes.  Marian seems to be resting peacefully, then...

            THE HEART MONITOR goes haywire, ALARMS SCREAM

                                OSBORNE
                      Elmer, what's happening

            ELMER is deep in his trance, unable to answer.  MERCER backs
            away, freaked.  OSBORNE goes to MARIAN, shouting as NURSES
            and DOCTORS enter--

                                OSBORNE (CONT'D)
                      She's going into vefib, we're gonna need
                      a crash cart!

            INT.  SPFX SPACE

            TIGHT ON MARIAN, under the DARK LIQUID again.  Her HANDS
            reach above the surface, ELMER holds onto them.

                                ELMER
                      No!  Stay with me!

            INT.  ICU WARD - NIGHT

            FRANTIC ICU PEOPLE with resuscitation equipment push Mercer
            out of the room.  They yank the seemingly unconscious ELMER
            away from MARIAN, disentangling his hand from hers, his
            GLASSES tumble to the floor and crack.  OSBORNE rushes to
            Elmer's side, holding him upright in his chair. 

            A DOCTOR fixes PADDLES over Marian's heart and ZAP!  Her body
            JERKS upward--                                      

            INT.  SPFX SPACE

            ELMER and MARIAN together in the dark liquid, their bodies
            twisting in the vortex-- 

                                ELMER 
                      She's free now!  You've got to go back!

            INT.  ICU WARD - NIGHT

            ZAP! as MARIAN'S BODY jerks again.

            INT.  SPFX SPACE

            ELMER holds MARIAN, pulling her toward the surface--

                                ELMER
                      Hold on to me, I'll show you the way.

            INT.  ICU WARD - NIGHT

            ZAP!  MARIAN jerks again.  THE MONITORS suddenly STABILIZE
            into a steady HEARTBEAT.

                                DOCTOR
                      We've got her!

                                OSBORNE
                      Oh God.  Elmer.. .

            ON ELMER, his open eyes stare straight ahead, sightless.
            Osborne hugs the man's lifeless body.

                                                                 CUT TO:

            INT.  BROWNSTONE HALLWAY - NIGHT

            CRUNCH as a CROWBAR peels up CHARRED FLOORBOARDS. 

            WIDER, DOT wields the crowbar as SATORI, MRS. HARMON and
            SETH, his hands now bandaged, look on.  DOT gets the last of
            the floorboards up.

                                DOT
                      These boards are already loose...

            ANGLE ON FLOOR as a chunk of WOOD comes away to reveal--

            A METAL STRONGBOX.  DOT reaches in to haul it out. 

            MRS. HARMON rushes over, they gather around as she undoes the
            latch and LIFTS THE LID--

            ANGLE IN STRONGBOX-- a large BLACK VELVET BOX with a
            handwritten NOTE attached. 

            MRS. HARMON stares at this, pulling out the note and reading
            in an increasingly quavering voice:

                                MRS. HARMON
                      "Judy my love, you've put up with me for
                      25 years now, missing birthdays and
                      Valentine's Days, snoring and stealing
                      the bed covers, working overtime when I
                      should've been by your side.  I just want
                      you to know that nothing in this world is
                      precious to me... but you."

            She opens the box and removes a large DIAMOND NECKLACE,
            clearly worth a fortune.

                                MRS. HARMON (CONT'D)
                      Oh my God... Bill...

            SATORI reaches in to remove a small BLACK BOOK.

                                SATORI
                      This is a Swiss bank account... no wonder
                      he couldn't let you sell the house.

            She passes it to Mrs. Harmon who opens it and nearly faints.
            Satori steals a look over her shoulder, raises an eyebrow.
            Mrs. Harmon stares into the middle distance, thinking, a TEAR
            rolls down her cheek.  THE WINDOW down the hall SWINGS OPEN.

                                MRS. HARMON
                      The wind...?

                                DOT
                      I think Elvis has left the building.

                                MRS. HARMON
                      I don't know how to thank you...

                                SATORI
                          (smiling)
                      I'll send you my bill.

                                                            DISSOLVE TO:

            INT.  WAITING AREA - DAY

            MR. and MRS. KITT wait expectantly, talking to OSBORNE. i

                                OSBORNE
                      Your daughter came to around dawn.  She's
                      a little weak, but she's fine, we can
                      release her shortly.

                                MR. KITT
                      Thank God... why did she do it?

                                OSBORNE
                      She wasn't entirely herself... I don't
                      think it'll happen again.

                                MRS. KITT
                      Marian's a lot like my mother was.  She
                      feels things so deeply... it scares me
                      sometimes, it's almost other-worldly--

                                MR. KITT
                      Oh, hon, none of that mumbo-jumbo...

                                MRS. KITT
                      Marian!

            Their faces light up at the sight of MARIAN, in a wheelchair,
            as the ORDERLY pushes her toward them.  She looks tired, but
            relieved.  Her PARENTS rush over to hug her.

                                MRS. KITT
                      Honey, we were so worried.

                                MARIAN
                      I'm so sorry to've put you both through
                      this.

                                MR. KITT
                      You're all right.  That's what matters.

                                MARIAN
                      Mark-- last night, was Elmer here?
                          (off his slow nod)
                      I want to see him.

                                OSBORNE
                      Marian, I'm sorry, he... he passed away.

            MARIAN takes this in.  Her eyes widen.

                                MARIAN
                      He's dead?!  No... because of me...

                                OSBORNE
                      Listen to me-- he was 92 years old

                                MARIAN
                      He saved me.  I wasn't strong enough to
                      make it back on my own.  And now I can
                      never thank him.

                                OSBORNE
                      Maybe you can... excuse me a moment.

            He moves away from them, talking with the ORDERLY.

                                MRS. KITT
                      Honey, we've talked to the dean's office,
                      we're going to take you right home.

                                MARIAN
                      No, dad... I--

                                MR. KITT
                      You need time to rest.  Take a semester
                      off.

                                MARIAN
                      I don't want to, dad.  It was hard at
                      first, scary-- but .1 think I belong
                      here... I want to stay.

                                                            DISSOLVE TO:

            EXT.  ROCKY SHORELINE - DAY

            WAVES CRASH on a rocky New England coast.  MOVE TO FIND all
            the OTHERS— OSBORNE, JEROME, SATORI, ALBERT, WARREN. DOT,
            SETH and now MARIAN-- standing on a rocky PIER.  All are
            dressed in black funereal clothes.  They pass a CERAMIC URN,
            painted in RAINBOW COLORS, from one to the next, saying their
            private good-byes.

                                JEROME
                      Elmer once told me, "Life is just a drop
                      of rain.  Death is the ocean.  Don't be
                      afraid to return from whence you came."

            He passes the urn to Warren, who stares at it a beat:

                                WARREN
                      "Whence?

                                ALBERT
                      Elmer would never say "whence."

                                JEROME
                      I was paraphrasing.

            Warren gives the urn to DOT, who in turn hands it to SETH.

                                DOT
                      OK, honey.                                

            Seth steps to the edge of the pier and HURLS THE ASHES into
            the breeze-- they DRIFT AWAY onto the waves.

                                SATORI
                      The end is the beginning...

            MARIAN IN FG; on the beach behind her stands ELMER.  She
            glimpses him from the corner of her eye, turns. 

            REVERSE ANGLE-- OSBORNE notes Marian's distraction, she
            BLINKS.  He speaks quietly:

                                OSBORNE
                      Is something wrong? 

            MARIAN'S POV— ELMER is gone. MARIAN has a slight smile.

                                MARIAN
                      No.  Nothing.

            WIDE SHOT as the group starts to leave the shore...

                                                                FADE OUT

                                    END ACT FOUR