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  • 14 INT. GRUMPY'S BAR - DAY 14
  • 38 EXT. STREET - DAY 38*
  • 58 INT. TRAIN - NIGHT 58
  • 62 OMITTED 62
  • 70 INT. TV SOUNDSTAGE - DAY - PAST (1977) 70
  • 77 OMITTED 77*
  • 78 EXT. COTTAGE - DAY 78
  • 82AOMITTED 82A
  • 84 INT. GRUMPY'S BAR - DAY 84
  • 95 INT. DEN - COTTAGE - LATER 95
  • 99 INT. DEN - COTTAGE - DAY 99
  • 100INT. DEN - COTTAGE - DUSK 100
  • 101EXT. DECK - COTTAGE - DUSK 101
  • 102OMITTED 102
  • 105OMITTED 105
  • 118EXT. EAST RIVER - NIGHT 118
  • 119EXT. COTTAGE - DAY (1979) 119
  • 120EXT. DOCK - COTTAGE - NIGHT 120
  • 123INT. BABY'S ROOM - DAY 123
  • 124INT. BEDROOM - DAY 124
  • 126OMITTED 126
  • 127EXT. COTTAGE - DUSK (1994) 127
  • 128EXT. COTTAGE - LAKE - DAY (1995) 128
  • 133OMITTED 133
  • 134INT. TAXI - NEW YORK CITY - DAY 134
  • 135OMITTED 135
  • 138INT. DEN - CONTINUOUS 138
  • 145INT. GRUMPY'S BAR - NIGHT 145
  • 149EXT. CEMETERY - DAY 149
  • 160INT. CBC RADIO STATION - BOOTH - DAY - PAST (2003) 160
  • 164INT. DEN - CONTINUOUS 164
  • 174OMITTED 174
  • 176INT. GRUMPY'S BAR - NIGHT 176*
  • 177OMITTED 177
  • 194OMITTED 194
  • 199EXT. MOUNT ORFORD - DAY 199
  • 203OMITTED 203
  • 207MICHAEL POV 207
  • 208EXT. COTTAGE - DAY 208
  • 209EXT. CEMETERY - DAY 209

Barney's Version by Michael Konyves

Based on the novel by Mordecai Richler

WHITE - June 9, 2009 BLUE - June 26, 2009 PINK - July 13, 2009 YELLOW - July 29, 2009 GREEN - August 7, 2009

PINK 7-27-09 1 INT. DEN - BARNEY AND MIRIAM'S APARTMENT - NIGHT A tumbler of Scotch. A half empty bottle of Macallan's. burning Montecristo cigar in an ashtray. A hand picks up a telephone and dials. BARNEY I'd like to speak with my wife. BLAIR (V.O.) (groggy) Barney...? It's three in the morning. BARNEY Put my wife on the phone. BLAIR (V.O.) She's not your wife and I'm not waking her. BARNEY Then just ask her what she wants me to do with these nude photos I have of her. Come to think of it, you might actually want them if only to see what Miriam looked like in her prime. Click. Dial tone. A

1. 1

Barney hangs up, puffs on his cigar. Feeling good. Photos of him and Miriam strewn over the table. None of them nudes. CUT TO: 2 INT. DEN - BARNEY AND MIRIAM'S APARTMENT - MORNING 2

The bottle of Macallan's now empty. The cigar burned to the nub. An ALARM CLOCK DRONES on and on from the bedroom. gets turned off. It finally

BARNEY PANOFSKY (64), hung over and in his robe, lumbers down the hallway and to the front door. 3 INT. HALLWAY OUTSIDE BARNEY'S APARTMENT - CONTINUOUS He picks up the morning newspaper. Something he reads upsets him. BARNEY Fuck. A SOCCER BALL rolls and stops at Barney's feet. Scans the front page. 3

GREEN 8-7-09 JUSTIN (8) runs up and grabs the ball. Barney. Barney stares back. NEIGHBOR (O.S.) Justin, come on, we're late. JUSTIN Hi Barney. BARNEY Good morning. Justin runs off. 4 AND 5 6 OMITTED Barney turns back inside. He stares up at


4 AND 5 6



Now dressed, Barney reads the paper as he finishes his bagel and lox. He looks at his watch -- shit, he's late. Drops the paper on the table. Puts the dishes in the sink. INSERT - NEWSPAPER BLURB - FRONT PAGE "BOOK REVIEW: Detective Sean O'Hearne writes his own account of the scandal that rocked the city 30 years ago..." Beside the blurb is an old picture of BARNEY IN HANDCUFFS. 7 INT. KITCHEN - BARNEY AND MIRIAM'S APARTMENT - CONTINUOUS He grabs his cell phone and turns it on, then notices the answering machine. INSERT - BLINKING ANSWERING MACHINE: 10 MESSAGES. He presses PLAY, but only listens to the first few words of each message before fast forwarding to the next. ANSWERING MACHINE (female voice) Hi dad, I know it's early... hi dad, me again... where are you... dad, call meeee... The next few messages from an angry MALE VOICE. ANSWERING MACHINE (CONT'D) Dad, its Michael.... Dad, I know you're there... Are you screening?... Barney turns the machine OFF. Now he can't find his keys. Scours the house for them. His cell phone RINGS. 7 *

where were you? calling all morning. Putz. KATE Blair had a heart attack last night.GREEN 8-7-09 BARNEY Hello? 8 EXT. He finds his keys. BARNEY That's true. BARNEY I've been 3. 8 * * * KATE Dad. STREET . BARNEY Really? KATE Really. Rushes out the door. KATE Daddy. Walking to her job as a grade school teacher. Impotence is still on the table. carrying a bag and thermos. it's still a heart attack. Barney's daughter. HALLWAY . BARNEY How bad? Minor. 8A INT. BARNEY The ringer was off.MORNING INTERCUT WITH KATE (24).CONTINUOUS 8A Barney hurries down the hallway to the elevator. KATE Are you not at all concerned that you might have caused this? BARNEY Why would I be? . KATE He thought it was indigestion. The long term effects of these things don't often show up until later.

The 4. That triggers a distant alcohol fogged memory. I'm fine. filled with glee at this news. On the elevator doors closing we. Barney grins from ear to ear. and she then insisted on taking him to the hospital. dad. the elevator. BARNEY I'll call you back.GREEN 8-7-09 KATE Mom told me about the phone call last night. BARNEY Did you see the paper today? I did. He steps in. KATE You better. . It was your call that woke her.. But you do have an out it seems that Blair was already having chest pains when you called but he didn't want to bother mom with it. KATE My hero.DRIVING . (beat) I'll call you later.. back on the phone with Kate who is approaching the school she teaches at. BARNEY I may have accidentally dialed their number.MORNING Barney driving his Mercedes. CAR . I'm stepping in DING. elevator arrives. CUT TO: 9 INT. KATE Sure. BARNEY So I saved his life. KATE Are you okay? 9 * BARNEY Yeah.

DAY We drop right into a scene of Barney's TV show. originally cast as the "sexpot" of the show. making a "house call" to the local bar. CUT TO: 10 INT. He pulls over a WARDROBE GIRL. DIRECTOR MOVING ON. KATE Love you. Barney quietly walks onto the sound stage. BARNEY Love you too. BARNEY Can we do something about her outfit? I tried. the long running soap ."O'MALLEY OF THE NORTH". The CONSTABLE. mid-50's and still handsome.YELLOW 8-7-09 Okay. her uniform is inappropriately low cut and tight for a woman her age. 9A EXT.DAY 9A Barney drives up to the offices of TOTALLY UNNECESSARY PRODUCTIONS and pulls into his personal parking spot. The scene is painful for him watch. is being tended to by a female NURSE played by SOLANGE (52). Great. CUT! (to Barney) How was that? BARNEY Appallingly bad. WARDROBE GIRL She has them altered DIRECTOR 10 . herself. SOLANGE. TV SOUNDSTAGE . O'Malley? O'MALLEY Warm and tight. 5. and sits in his producers chair. SOLANGE (wrapping a bandage) How does that feel. O'MALLEY. TOTALLY UNNECESSARY PRODUCTIONS . but she works it like she's still the cat's meow.

MARK They're looking ahead. TOTALLY UNNECESSARY PRODUCTIONS OFFICE . MARK Did you see today's paper? MARK The teaser is a minute long-EXECUTIVE We need to go over the opening for next week's episode. SOLANGE I want to talk to you! Barney immediately hustles himself away. leading everyone into -11 INT. MARK Barney. 11 . and they're open to renewing for two more seasons. EXECUTIVE And we lost the location so we have to rewrite it for the studio-- 6. FOUR EXECUTIVES descend upon him.YELLOW 8-7-09 Solange's bright smile instantly sours as she eyes Barney. BARNEY (announcing to entire office) Good morning everyone. Yes I've seen today's paper. story editors. no I don't give a flying fuck and neither should you. let that be the end of it. (nervous) But they have a few suggestions. assistants. Barney pushes through a door. Barney whisks through the aisles . including MARK (40). Everyone talking over each other. SOLANGE (CONT'D) Don't you run away from me! She tries to go after him but is stopped by the sound guy who needs to remove her mic.everyone still hot on his tail. struggling to keep pace. the network wants to make a really big deal about the 30th season.CONTINUOUS Rows of desks occupied by accountants. BARNEY That's in a year.

BARNEY'S OFFICE .CONTINUOUS 7. BARNEY No. 12 The exec's all follow inside and stand in silence. MARK They want to bring in a new face. Barney heads into -12 INT. Maybe give Solange a sexy. BARNEY So why do you still act like a girl asking permission for a sleepover? Tell me what the hell it is. young niece who comes to live with her-BARNEY They want to fire Solange? MARK They want us to write her down in favor of a new character. If we don't do it. MARK They're not asking. No one under fifty watches the show.YELLOW 8-7-09 BARNEY How long have you worked for me? MARK Eighteen years. Mark steps forward as Barney flips through mail on his desk. BARNEY So they want to bring in some tits and ass? MARK Isn't that why you first hired her? . I'll give her your job before that happens. Someone young. She's been on the show since day one. MARK We'll do it in a classy way-BARNEY I won't humiliate her like that. No way. this is our last season.

whoa. Solange suddenly bursts through the crowd of Exec's and slams a FOLDER down on Barney's desk. SOLANGE (CONT'D) I feel like everyone is laughing at me. BARNEY What language is this? SOLANGE They're from Bulgaria. Tell me honestly. instantly softens. MARK Barney. a real shark. and he says-MARK Whoa.YELLOW 8-7-09 8. SOLANGE I hired a new lawyer. SOLANGE I want a word with you NOW. Her tone . They love me over there. Barney opens the folder and scans the papers inside. BARNEY You look like the reason we're still on the air. Solange. why do we need to bring lawyers into this? Solange turns around and pushes the Exec's out. we have to discuss-SOLANGE OUT! She slams the door on them and turns to Barney. Out! SOLANGE I want to talk Barney alone. how do I look? Beat. This proves what I'm really worth to the foreign market. Press clippings about me and they just keep coming. BARNEY I'll give it my utmost attention. Barney tosses the folder aside. Sexy as hell.

GRUMPY'S BAR. JILL You get home okay last night? BARNEY I got home. around 60. BARNEY'S CAR . 14 INT. Barney ignores him. Jill directs Barney down the bar.DRIVING . JILL THE BARTENDER serves him his usual. eventually parking in front of Grumpy's Bar.PINK 7-27-09 SOLANGE (teary) Thank you.DAY Barney walks into his regular watering hole . JILL He's had more than a few already. GRUMPY'S BAR . How are you doing? BARNEY Fine. She stops just before exiting.DAY Barney drives through downtown Montreal. (beat) But you're still going to pay me what I deserve. Not wanting to get into it. 9. The bar spotted with regulars who mumble hello to him. puts her game face on and storms out. O'Hearne places a copy of the infamous book he's written "WITH FRIENDS LIKE THESE" on the bar. SOLANGE (CONT'D) I saw the paper. blotchy salmon red complexion. With a glance. 14 13 . slides off his barstool. then takes a deep breath. Barney busies himself with moving around papers. O'HEARNE You see that review in the paper today? Not bad. DETECTIVE SEAN O'HEARNE. CUT TO: 13 INT/EXT. Solange takes the cue. slamming the door behind her for effect. Grossly overweight.

You'd never have the guts to cut him up. then flips it back open and starts eating from the cracked nuts.prick you with a fork on a hot summer day and you'd explode like a pan fried sausage. I carved him up with a chainsaw. He's very drunk. O'HEARNE (CONT'D) "To Barney. BARNEY C'mon O'Hearne.dumps a handful of peanuts on the page. I thought I'd buy you a drink. share in the moment. O'HEARNE I just want to know what you did with the body already. Barney looks at O'Hearne.BLUE 6-25-09 O'HEARNE (CONT'D) That's for you. O'HEARNE Chainsaw. I O'Hearne slides the book back over to himself and clumsily flips to his hand written inscription. my ass. 10. you're bound to go first. BARNEY You really want to know? Fine. Barney opens the book . like you might say. you sure do go out of your way to come around here a lot. All the best. O'HEARNE (CONT'D) Why do you have to be like that? wrote a nice little note to you. Lawrence river. BARNEY For someone who professes to hate me so much. be a "mensch". Detective Sean O'Hearne". Look at you . . promise you'll at least leave me a note in your will. BARNEY What the hell are you doing here? O'HEARNE This is a big day. I even signed it. none of this would have been possible without you. POUNDS it shut with his fist. If you won't tell me now. dumped the parts in the St. Marvelling at his idiocy.

and now the whole world is going to know what a cocksucking murderer you really are.YELLOW 8-7-09 O'HEARNE This heart will still be pumping strong when your prostate turns to marble. ex-pats and plenty of girls. Locals. three fawning girls with him. INTENSE stare. INSERT . Italian bearded artist. LEO FASOLI. African American. Panofsky. O'Hearne marches out. JILL Why don't you just leave him alone already? O'HEARNE Because he got away with murder. as we move around a crowded table. Barney with his arm around his best friend BOOGIE. BARNEY Your breath stinks.BLACK AND WHITE PHOTO CIRCA 1974. Lively conversations overlap. his pants and t-shirt speckled with paint. A few of Barney's standout friends being: CEDRIC RICHARDSON.PAST TITLE: ROME. . actor. (looking at Barney) You screwed over everyone you ever knew or cared about. O'Hearne is right up in his face. Copious amounts of food and drink. sweetie. O'Hearne has to tear himself away before he tries to kill Barney.NIGHT . extremely handsome. Barney's eyes reluctantly drift to the COVER PHOTO of the book. He slides the book back over to him. Barney's Algonquin Round Table. 1974 15 Barney is out cavorting with his crew .TRASTAVERE.over educated contemporaries living the bohemian life in Rome. 11. RESTAURANT . FLASHBACK TO: 15 EXT. ROME . O'HEARNE It's a real page turner.

. CEDRIC I'm Cedric.I know that I can't just sit around and wait for something to happen. Who do I look like. Tall and lean.. he possesses a physical and intellectual magnetism that enchants everyone who meets him. I am now posse member number 4. (flirtatious) You look familiar to me. Boogie is greeted by all and handed some wine. as you have in thought". COUNTESS/MARIA Maria. So I call up the director and tell him: "I've been offered Othello for the third straight year and I'm not going to pass it up just to play the fucking Chuck Wagon cook again. Cedric makes it a point to introduce himself to The Countess.. the time has come for the black man to hold a gun instead of a spatula". Everyone toasts. Barney's eyes light up as he leaps from his chair to greet -BARNEY BOOGIE! EVERYONE Boogie/Welcome back!! 12."Roberto. LEO To Cedric. CEDRIC I'm an actor. BARNEY Amen! CEDRIC And he had the role rewritten for me. So I tell him . living the lessons of the Bard: "be as great in act.PINK 7-27-09 CEDRIC . Barney's best and most cherished friend. BOOGIE. Roscoe Lee Brown? "But that's how it's written" he answers. He has a stunning girl (THE COUNTESS) on his arm.

LEO Where did you meet her? . the Countess. kisses him deeply. Her exquisite beauty silences them all. star. A descendant of Giuseppe Garibaldi. The Countess then slides up to Boogie. whispers something in his ear. no less. then walks off to the bathroom.PINK 7-27-09 I knew it. CEDRIC Who is that? BOOGIE Ah. MARIA You look like a movie 12A.

Otherwise known as our only friend with a real job.to Barney. BARNEY His work is too bold for that crowd. She downs a shot of Grappa and lights a cigarette as she sits. that would be great. Boogie turns around to find CLARA CHAMBERS (26). Three months pregnant. Everyone toasts. skinny. I'm getting married. Leo. how was your showing at Galerie Des Points? The silence around the table indicates . gypsy shawl and skirt. BOOGIE (to Barney) And so."not so good". What have you been doing with yourself? BARNEY Well.our very own patron of the arts. Barney holds up the painting to show Boogie. tall. If you could find out AND get her name. did you get through those books I sent you? BARNEY A few of them. BOOGIE Only a few? I sent them months ago. .S. I want to hear about all of you. I only sold one piece . CEDRIC Barney .BLUE 7-3-09 BOOGIE Somewhere between my blackout in Lake Como and my hangover in SteMaxime. 13. and slightly showing at her belly. my High Priest. actually.) To me. BOOGIE What?! To who? CLARA (O. LEO The show was a bust. pale and beautiful. But enough about that.

You're not one of us. 16 EXT. switches gears to soft and loving. EVERYONE L'CHAIM! Everyone drinks. the party around them continues on.BLUE 7-3-09 CLARA (CONT'D) Prince Charmingbaum here knocked me up by way of a magical thirty seconds of friction.. Hymie back in Montreal. curling herself around him like a cat. CLARA Who remembers? (to Boogie) Has he told you what he's doing now? Exporting olive oil to some guy.LATER THAT NIGHT Closing down the bar. You're still my yummy yid. CLARA I'm sorry.. your happiness-CLARA (at Barney) And a three inch prick. BARNEY Someone needs to make a living. BOOGIE Why did you agree to marry her? 16 . sharing a flask. You're a voyeur-BOOGIE Okay. baby. the whole gang pours out into the street. CLARA He comes to Europe and sells oil. ROME STREET . She gets on his lap. BARNEY Where have you been? You didn't come home last night. He starts to soften. A toast to the newlyweds! your health. Barney scowls at Clara. Barney and Boogie lead the way.. Barney shlepping Leo's painting with him. It's like a bad Jewish sitcom. She instantly To 14. It's fucking humiliating.

Boogie turns to the gang: Leo pulling up the rear with his girl. She's a conversation piece. BOOGIE You don't own him just yet. . come on. yeah. BOOGIE I don't believe what CLARA (lighting a cigarette) Count me out. not a wife. BOOGIE If you say so. BOOGIE He's coming with me. I'm seeing. Oh. I'm exhausted. BOOGIE (CONT'D) So what's the plan everyone? are we doing? What CEDRIC I have an early call time tomorrow. and I'm fucking pregnant too. you're not. C'mon. CLARA Where are you going? BOOGIE Taking him out for a proper bachelor party. Cedric walking with one arm around Clara and the other around the Countess. BOOGIE So? Clara's crazy. And how do you even know it's yours? BARNEY It's mine.PINK 7-27-09 BARNEY I got her pregnant. 15. Barney. CLARA Oh no. who is quite smitten with him. Oh. LEO Yeah. I'm already hung over and I'm not even done being drunk yet.

. 15A.PINK 7-13-09 Boogie drags Barney down a side street.

LATER Laid out on the table in Boogie's hotel room: 16. Absolutely brilliant. BOOGIE'S ROOM . Horse. Hash . 3/4 OF A BOTTLE OF SCOTCH LATER Barney has gone through a hundred pages so far. They toast and drink. But you can read it so far. Barney. BARNEY Why? BOOGIE I didn't submit it. Boogie then hands Barney a thick MANUSCRIPT off the floor. BARNEY Boogie. two packs of Gauloises. . Boogie unwraps the tinfoil to reveal a ball of OPIUM inside. BARNEY You finished it?! BOOGIE Not quite yet. on and off the table. Why? BOOGIE Provisions. a pack of rolling papers. Barney drops onto the mattress and starts right away. Then gathers his drug paraphernalia. a small ball of TINFOIL. this is brilliant. Opium.everything under and behind the sun.HOTEL CISTERNA . We only go around once. When are they publishing it? BOOGIE They're not. BOOGIE We have to do it all. 17 INT. Barney finds two clean glasses in the messy room and pours them each a drink.BLUE 6-25-09 BOOGIE (CONT'D) Got any money? BARNEY Some. 17 A bottle of Scotch.

INSERT . Then one day. Barney looks at him dumfounded. BARNEY Let me guess . her elasticity is restored. BARNEY Which? Boogie reaches over and tosses Barney a manuscript. and now a shell of the hole she used to be. BOOGIE It's a new interpretation of the Book of Job. BARNEY (CONT'D) What's it about? While Boogie weaves his tale.MANUSCRIPT: "VANESSA'S PUSSY" 17. as told through Vanessa's vaginal lips. preparing to smoke it in a pipe. a deity who erects himself into this temporal world as The Great Cock. BARNEY What about the advance they paid you? BOOGIE I wrote him another one. but she's left with a recurring odorous rash. Vanessa's Pussy is a pillar of religious devotion. it's not finished yet. Vanessa's Pussy is suddenly fucked over and over and over again by The Supreme Being. without warning or reason. Vanessa's Pussy surrenders her absolute devotion to The Great Cock. Pious and pristine . he heats up and crumbles some of the Opium.Vanessa is the editor's wife. And anyway. After an ungodly amount of drilling.BLUE 6-25-09 BARNEY Why the hell not? BOOGIE I told you. . I'm never giving it to that feckless editor. (beat) For some reason the editor passed. As reward.

but the sheer bravado of the story makes them both crack up. JUDGE (CONT'D) I testimoni. Boogie takes a hit off the pipe.Bernardo Moscovitz.CAMPIDOGLIO . you don't have to go through with this. JUDGE I vistri passaporti. BARNEY You're saying this to me now? BOOGIE I'm just saying.DAY Wedding day. prego.YELLOW 8-7-09 BOOGIE Was. stop dicking around and finish your book already. 18. BARNEY (beat) C'mon. Clara is seven months pregnant. (JUDGE'S DIALOGUE IS IN ITALIAN AND SUBTITLED). Barney pours himself more Scotch and continues reading. 19 INT. .DAY 19 Everyone waits for the JUDGE who looks over their paperwork. Barney wears a mix and match tuxedo. The Judge takes a cursory glance and hands them to his CLERK. Cedric. Leo accompany Barney and Clara up the steps to the Mayor's Marriage Office. BARNEY Jesus. CUT TO: 18 EXT. Leonardo Fasoli. STAIRS . prego . no one will think anything less of you. helps her up the stairs.CAMPIDOGLIO . Boogie. we're already late. ahead of the others. wearing a black veil. Barney tries to stare him down like a disapproving parent. Boogie. Cedric 18 He and Boogie walk BOOGIE Listen. MAGISTRATE'S OFFICE .

JUDGE Non secondo il suo passaporto. CLARA Only two . Then -- Clara SNATCHES the pen from Barney's hand and signs the license in a flash. Barney grabs her passport to see for himself. is chiama Clara Chambers. BARNEY Did you not think to mention this? CLARA Don't worry. JUDGE (CONT'D) Clara Charnofksy. They're locked in our attic. you still got yourself a true blue Shiksa. CLARA I was married to a Russian gangster for maybe five days. CLARA (CONT'D) There.PINK 7-27-09 Boogie and Leo step forward and sign the marriage license. firmi qui. I ran away on the honeymoon. I just never bothered to do the paperwork to change the name back. BARNEY (in bad Italian) Charnofsky? No. When you're out getting the hockey scores I let them down and force feed them pork roast milkshakes through a funnel.Yosel and Chaim. . Clara says nothing. JUDGE (CONT'D) Barney Panofsky. BARNEY What else haven't you told me? kids I don't know about? Any 19. Barney signs. firmi qui. Dumfounded silence.

Barney reaches over and hands her a BANANA off the table. frantically demanding help from the nurse's desk. All around the apartment we see scraps of half written poems.NIGHT 20.DAY 21 You haven't Barney runs through the halls of the hospital in Rome. but she has her odd charms. a child terrified of the thunder. sketches and paintings. Barney holds Clara in his arms as she is curled on the bed. CLARA I'm sorry. don't you? BARNEY (beat) Of course. I figured they should know. Clara begins to peel it from the WRONG END. (beat) You still love your crazy Clara.YELLOW 8-7-09 CEDRIC (beat) Mazel Tov! 20 INT. 20 THUNDER and LIGHTENING rage outside. CLARA Maybe a piece of fruit. trembling with white knuckle fear. . clutching her black wedding veil. BARNEY/CLARA'S APARTMENT . (beat) Can I get you anything? eaten a thing all day. Barney holds her tight as she flinches at another rumble of thunder. AGOSTINO GEMELLI UNIVERSITY POLYCLINIC(HOSPITAL) . She may be crazy. CUT TO: 21 INT. BARNEY Why do you peel it like that? CLARA I read somewhere this is how monkeys do it.

(beat) I must ask if you know the biological father . CLARA Every four hours they attach clamps to my nipples and milk me like a cow. Barney is speechless. I am afraid the infant was a stillborn. 22 The doctor looks at Barney incredulously. DOCTOR Then you must be an Albino. DOCTOR'S OFFICE . DOCTOR Signor Panofsky . Or Chambers. Or maybe Charnofsky. (MORE) . 21. Clara strokes his arm.HOSPITAL . CLARA'S HOSPITAL ROOM DAY She's sketching Barney won't 23 Barney enters and sits at Clara's bedside.Clara Panofsky.mi dispiace . than back at Barney. 23 INT. in Italian) I need to find my wife . look her in the eye.for our records.PINK 7-27-09 BARNEY (to Nurse. DOCTOR (CONT'D) But your wife is healthy and will certainly be able to bear other children. BARNEY I'm the father.I will speak in English. then to his charts. a picture of Barney on a pad as they talk. 22 INT. CLARA Oh Barney.DAY THE DOCTOR sits down. you really do wear your heart on your sleeve. (beat) I was sure it was yours-BARNEY Can we talk about this later? Barney is visibly hurt and angry. lights up a cigarette.

BOOGIE Easy. Boogie jumps in and wrestles Barney away from Cedric.DAY With an 24A Barney helps Clara out of a taxi and into their apartment building. He just lost a son. 24 Barney walks down the hallway where his friends are gathered and looking somber. HALLWAY . Barney looks at Boogie .PINK 7-27-09 CLARA (CONT'D) (beat) Now put it away. pours her a glass of water."what the fuck?".HOSPITAL .DAY Barney helps Clara onto the bed. I'm ready to talk now. Surprise. Barney makes a bee-line for Cedric and SUCKER PUNCHES him. I never knew you had such a practical streak in you. CLARA Okay. it's disgusting to look at. man. he walks off. C'mon. CLARA I'm not going to let you divorce me! Barney is already out the door. BARNEY Clara. BARNEY (up and leaving) I'll pick you up tomorrow. BARNEY/CLARA'S APARTMENT . 24A EXT. CLARA Not all us Shiksa's are (MORE) 25 . CLARA (CONT'D) I've already spoken with a lawyer.DAY 22. BARNEY/CLARA'S APARTMENT . Barney waits. incredulous grunt. 24 INT. 25 INT. chumps. If you divorce me I'm entitled to half your income for the rest of your life. The Countess and Leo are consoling Cedric.

You'll be able to entertain them all at the United Jewish Appeal galas with stories about Crazy Clara Chambers before she got famous. CLARA Oh look. BOOGIE'S ROOM .CONTINUOUS 23. 26 INT. I'll settle for a year's rent on this dump and an allowance of fifty dollars a week. BOOGIE Pass the lighter off the table. Now get the hell out while I try and rustle up a proper fuck. BARNEY (grabbing a few clothes) As always. BARNEY My uncle Irv offered to get me into TV production. I did you a great favor. Barney! Please! DISSOLVE TO: 27 INT.DAY Barney is aggressively chopping vegetables as he prepares food. CLARA Come now. STAIRWELL . He says there's all these tax loopholes in Canada that make it foolproof. tongue your way into proper society and find yourself a nice Jewish girl . Barney walks out and never looks back. I'm not a pig despite what you might think. CLARA Wait! I'm sorry. Now you can finally go back home.PINK 7-27-09 CLARA (CONT'D) (lights a cigarette) Look. Boogie crumples some hash to roll in a joint. the color's come back into your cheeks. 27 .someone who shops. 26 Clara runs out and screams down the stairwell after Barney.HOTEL CISTERNA . Barney! Let's start over! Please. BARNEY I'll move out tomorrow. your insight is dazzling.

the abstract painting of Leo's. Barney reaches for the lighter.. feels for a pulse. Please come for dinner tonight at eight.. 32 31 30 29 28 .CONTINUOUS A charred chicken and a tray of latkes out on the stove. Nothing. BEDROOM . ashtrays. BARNEY/CLARA'S APARTMENT . Yours. KITCHEN . 29 INT. I think it's important we talk.. Shit. BARNEY When did this come? BOOGIE What? Oh. Barney looks at Boogie with disgust. empty wine bottles. The candles completely burned away. 31 INT. I'll even make latkes.VILLA DELLA FONTE . Her sketches and poetry scattered all over the room. I think it came a few days ago.. He opens it and pulls out a HANDWRITTEN NOTE: CLARA'S VOICE (V.. Sorry. 28 INT.CONTINUOUS Where Clara lies dead on the bed. I forgot.DAY Barney rushes in and finds a table set for a candlelight dinner for two.PINK 7-27-09 24.. Clara. snoozing on the sofa. 30 INT. I really do miss you. well up with tears.DAY Barney runs up the stairs. that. wakening to a POUNDING on the door.O.) Dear Barney. BARNEY/CLARA'S APARTMENT . to a hung over Barney. BARNEY Clara? He slowly moves through the apartment. Barney drops to her. I'm sorry. STAIRWELL . He sees an ENVELOPE addressed to him. throwing the lighter at him on his way out the door.DAY PANNING OVER soiled laundry. His eyes DISSOLVE TO: 32 INT. An empty bottle of sleeping pills at her side. I need you.

BARNEY The Russian? CHARNOFKSY Brighton Beach. Barney climbs over packed cartons labelled: "Clara's poetry. I'm Clara's father. Rising unsteadily. Clara's Sketches. Barney steps to the side. He is immediately drawn to a specific INK SKETCH: The completed sketch Clara started in the hospital: Barney. He opens the door. Are you going to invite me in? Still in a haze. drawn to look like Satan. (MORE) . (looking Barney over) So you're the one she married? (off Barney's nod) I understand there was a child. BARNEY We lost him. BARNEY Are you here about the apartment? CHARNOFKSY I'm Chaim Charnofsky. studying the apartment. CHARNOFKSY So you lost a son and I lost a daughter. (beat) She said her parents were dead.BLUE 6-25-09 25. stands there. Your machuten. An Orthodox Jew. His tie has been neatly rent (cut) with scissors. Clara's Paintings". black wool coat and a Van Dyke beard. May there be no more mourning in your house or mine. Clara made it. CHARNOFKSY She's been saying that since she was ten. CHARNOFSKY (50). CHARNOFKSY (CONT'D) Who would buy such a disgusting thing? BARNEY Actually. Charnofsky wanders in. black hat. along with a group of demons ravishing a pregnant young woman who looks much like Clara. Hands clasped behind his back.

CHARNOFKSY Diaries. (looking at boxes) Clara's things? BARNEY Her notebooks. "I'm not Jewish". we'd have to force feed her chicken soup through a funnel. It's not a princely living. but they provide us with an apartment. diaries. He used to encourage her. I'm sure. then she would vomit all over me on purpose.BLUE 6-25-09 CHARNOFKSY (CONT'D) (beat) You have a bisel Schnapps? 26. He's a professor of literature at NYU. That's when I started locking her in the attic. She'd run away for days and sneak black boys into the house so the whole neighborhood could see. Charnofsky finishes his drink. "you're not my parents" she'd scream.MOMENTS LATER Barney pours them each a Scotch. She was a danger to everyone. Ship them to my nephew. Tearing her hair out in clumps. Pours himself another. My wife wanted to die. My wife would bring her food. She would refuse to eat. You should have a publisher look at them. People think highly of her work. (MORE) . leave it outside the door. you said? Filth about me and her mother. CHARNOFKSY I'm the Cantor of the B'Nai Jacob synagogue. but you should know this wasn't the first time my Clara tried to kill herself. 33 CHARNOFKSY (CONT'D) I can imagine the guilt you're carrying right now. It all started when she was twelve. ink drawings. KITCHEN . CUT TO: 33 INT. Poems.

went to Harvard. The Head Rabbi's son-inlaw. God didn't place his daughter in the hands of a molester then apologize for any embarrassment she may have caused him.you know why? Clara left a number two on the plate. Kupner. the best in town. CHARNOFSKY You're telling me? We went to Dr. It was a horror. 34 INT. We did everything we could. STAIRWELL OUTSIDE BARNEY/CLARA'S APARTMENT . CHARNOFSKY What? I've upset you? BARNEY Get out of here.CONTINUOUS CHARNOFSKY You couldn't have made her so happy either or she wouldn't have done that to herself. but only God determines the outcome. BARNEY God didn't lock a sick child in the attic. CHARNOFSKY You act all high and mighty with me?! Barney takes hold of his arm and frog-marches him to the door and out into the hallway. You think Clara was grateful? "He felt up my tits" she would scream in front of everyone at the hospital. BARNEY I think you should leave. 27. 34 . BARNEY She was obviously sick.BLUE 7-3-09 CHARNOFKSY (CONT'D) Once she goes to collect the dishes and lets out a shriek . CHARNOFSKY You dare speak to me that way? After all my wife and I endured for that child.

MICHAEL Hi dad. BARNEY Michael. Barney stirring a pot of boiling pasta. He pauses for a moment. 36 INT. in his Brooklyn loft. Pulls out a STRAINER from a cupboard.. INTERCUT BARNEY What do you call that thing you use for pasta.DAY . Turns the burner off. Two days! Where were you her loving husband?! An irate Barney takes a menacing step toward him.? MICHAEL What? . oysvorf.PRESENT DAY BACK TO PRESENT DAY.SAME TIME 36 35 * MICHAEL (26). He grabs the phone and dials. yelling back at Barney-CHARNOFSKY Murderer. Barney's son. 28. looking at the strainer quizzically.KITCHEN . Sparsely decorated and immaculate except for his cluttered work area filled with papers and stacks upon stacks of books. MICHAEL'S LOFT . CHARNOFSKY The man at the embassy told me she was dead two days before you found her. Charnofsky scrambles down the stairs.GREEN 8-7-09 BARNEY Get out. I wish makkes on you and your unborn children! 35 INT.BROOKLYN .. It's ready. BARNEY Get out NOW. BARNEY AND MIRIAM'S APARTMENT . mamzer.

BLUE 6-25-09 BARNEY I'm holding it in my goddamn hand the thing to strain pasta... MICHAEL A strainer? BARNEY The other word. MICHAEL Colander. BARNEY COLANDER. See, this is what you have to look forward to. Barney prepares his pasta as he talks. MICHAEL This is why you called? BARNEY And to say hello. MICHAEL Hello. Beat. MICHAEL (CONT'D) I read online that O'Hearne's book finally came out. BARNEY Yeah, I heard about that. MICHAEL How is it? BARNEY How would I know? I wouldn't read that garbage.


Barney shuts O'Hearne's book, which we now see was open and dog-eared on the counter. Just then, Michael's fiancee CAROLINE (28) comes home. A young lawyer in a power suit. She flips off her heels, gives him a kiss. CAROLINE (whisper) Who's that?

YELLOW 8-7-09 MICHAEL My dad. Caroline sneers. MICHAEL (CONT'D) Dad, I have to go, Caroline just got home. She says hi. BARNEY No she doesn't. How's the thesis coming along? MICHAEL It's not, but I did find a title: "The colonialist racial ideologies of Western modernism in Bellow's work". BARNEY Catchy. Thanks. Sure. Michael hangs up. MICHAEL I gotta go. BARNEY


MOVE WITH BARNEY as he carries his bowl of pasta out to the BAR where he fixes himself a Scotch. After pouring his drink he pauses for a moment to stare at one of the many personal photos hanging behind the bar. When he walks away WE REMAIN ON THE PHOTO he was looking at: In Black & White - Barney and his uncle IRV NUSSBAUM posing at a Fundraiser for Israel. FLASHBACK TO: 37 INT. OFFICE OF IRV NUSSBAUM - DAY - PAST TITLE: MONTREAL 1975 37

Barney is in the office of his uncle, IRV NUSSBAUM (60). While Irv is on the phone, Barney peruses a wall of PLAQUES dedicated to Irv for his efforts in supporting Israel. IRV (into phone) --Abe, you know what happened last night? (MORE)

GREEN 8-7-09 IRV (CONT'D) Some nazi punks took a shit right on the steps of the Beth Zion... that's right. That's why you can't get complacent with your support - we need Israel. I don't have to tell you where things like this lead to - it starts with a turd, next thing we're wearing arm bands again... (nodding)... wonderful, oh and you're coming for dinner this Friday, right? Great. Irv hangs up, pleased as punch. IRV (CONT'D) Donations go through the roof when shit like this happens. Let's eat.


CUT TO: 38 EXT. STREET - DAY Irv and Barney get out of Irv's Cadillac and walk. IRV I'm going to trust you with a few pledge cards to begin with. You do good for Israel, good will come your way. Now, the rules of the game: Never visit your target in the office where he's king shit and you're just another shmuck looking for a handout. You lure the lion out with meat -CUT TO: 39 INT. MOISHE'S STEAK HOUSE - DAY Lunch time. Black tie waiters carry big juicy steaks, cole slaw, and pickles to businessmen in booths. IRV --And no one does meat like Moishe's. Irv shakes hands with practically every big wig having lunch. CUT TO: * 39 * 38 * *



O. nowhere else. A silver-haired.FLASH FORWARD He's getting a little more comfortable. fat cat. MOISHE'S STEAK HOUSE .NIGHT (1976) Barney's holding court a group of big wigs which include all the TARGETS we've already seen.DAY . 41 INT. BARNEY Who's to say it couldn't happen here? Israel is our insurance policy.the real numbers. He's getting the hang of this. Barney's sporting a good haircut and a nice suit. 44 . 43 INT. Not the numbers on his tax returns .DAY . IRV This is my table. Israel is our insurance policy.FLASH FORWARD Barney having steak with TARGET 1. insurance policy. Barney looks a little green around the collar. I'll give you the target's annual income. MOISHE'S STEAK HOUSE . 40 * * 41 Israel is our CUT TO: 42 INT. you tell him. BARNEY It could happen here.COCKTAIL FUNDRAISER .) --You slam dunk him on the Holocaust. 32. insurance policy. Israel is our CUT TO: 42 Barney with TARGET 2. BARNEY (to Target 1) It could happen here. He's certainly found his stride in 'proper' society. It could happen here.GREEN 8-7-09 40 MOVING WITH TWO NEW YORK STEAKS Which are brought to Irv and Barney.FLASH FORWARD 43 Barney with TARGET 3. IRV'S CONDO .DAY . You sit here. now seated. MOISHE'S STEAK HOUSE . CUT TO: 44 INT. IRV (V.

I need to borrow my nephew for a moment. Irv escorts Barney away. but tell Marv about the TV deal. Irv's told me all about you. BARNEY Irv. Irv taps the shoulder of THE SECOND MRS. LATER Barney and The Second Mrs. SECOND MRS. P (CONT'D) --But in the dream I'm 16 again. Now listen. voluptuous. P (30). Cute. and she's a real looker. she has a master's from McGill. boychick? Fundraising. TARGET 2 Is it a good show? TARGET 1 It's a mound of shit but it's the best goddamn tax shelter I've ever had. producing. I don't need to be set up. They're hitting it off. but it could happen here. SECOND MRS. I got a girl I want you to meet. P sit in a corner away from the rest of the guests. Sit. this girl's got it all comes from a VERY good family. Viateur wearing my hair in a pigtail tied with this velvet ribbon (MORE) 33. 'JAP'. we get that. IRV Gentlemen. The ultimate . stylishly dressed. TARGET 1 Absolutely. IRV (CONT'D) What did I tell you.YELLOW 8-7-09 BARNEY --And I hate to say it. standing in Reuben's Butchershop on St. P You must be Barney. it's all the same dance. IRV Listen.

Polish housekeeper. . P'S PARENTS MANSION . Don't worry. Izzy's carrying a bottle of Scotch for a gift. dad. IZZY Swanky. 45 The door opens-- 46 Dinner with the soon to be IN-LAWS .Did you know Reuben? He was such a card. 45 EXT. P Mr.the WASPiest Jews you've ever seen.BLUE 6-25-09 SECOND MRS. remember. THE SECOND MRS. It's clear they are far from happy about this union.. FORMAL DINING ROOM . SECOND MRS. They reach the door. kid. his father. having been a detective and all. I bet you have a lot of interesting stories. Her grating qualities aside. walk up the steep steps. watch the language and mind the manners. 46 INT. 34. Everyone eats in horribly awkward silence. BARNEY So. When I was ten he'd come around from behind the counter and ask "how come a beauty like you isn't married yet?" So it's true your father is really a cop? That's why you're not a square like most of the Jewish boys I meet -what are you smiling about? You're a little devil aren't you. IZZY I got it.NIGHT Barney and IZZY (60). she is sexy and the picture perfect Jewish wife. Panofsky. P (CONT'D) my Aunt Sarah got me from Saks -. ON BARNEY AND IZZY IZZY (CONT'D) MAZEL TOV! BARNEY Dad. Maybe Irv's right. A short. that's the housekeeper. fine china..LATER Classical music. stares at them coldly. The gentle tinkling of silver cutlery on Barney rings the bell.

MOTHER-IN-LAW Oh my God. BARNEY He means unnecessarily. MOTHER-IN-LAW I meant for him. I call for backup 'cuz the rules say you can only put three in a patrol car. throw the fourth across the hood. And I was just a beat cop. and I'm trying to play it by the book. MOTHER-IN-LAW Have you encountered anti-semitism in your profession? IZZY What do you think? Let me give you an example: One of my first shifts on the job. So I toss three in the back. IZZY You can't be soft with these degenerates. IZZY Look. Big score for a rookie. You think they send anyone to help? The dispatcher says to me: "your people are good with numbers . Jews don't get promoted to detective in this town. that's so dangerous. IZZY Only when he blocked my view. handcuff him to the side-view mirror. FATHER-IN-LAW Are you saying you were gratuitously violent with suspected felons? IZZY Gratuitously? I always got paid. when a feller is young and you give him authority. call me Izzy. I corner four guys doing a dope deal in an alley. he likes to push (MORE) 35. I ain't gonna work for free.YELLOW 8-7-09 IZZY Please. gorgeous.you figure it out". then haul 'em all in. .

YELLOW 8-7-09 IZZY (CONT'D) people around. 35A. But I had to be extra careful because I knew my name was Panofsky. And most of the time I was. .

. You never know what tomorrow brings. Barney flinches. MOTHER-IN-LAW It's fish. Izzy. It's been two months since I last heard from you. P) You got brains from him and beauty from her .what a sweet little casserole you are. The In-Laws set their glasses back down without sipping. P. I wore my name on my badge for everyone to see and all I ever did was walk the beat. P squeezes Barney high up his leg. so what do I know? (to Second Mrs.DAY (1977) Barney driving Boogie from the airport. But you're the one with the mansion on the hill. CUT TO: 47 INT/EXT. IZZY (CONT'D) To the blessed match of our lovebirds. Let's make a toast. Under the table Mrs. CAR .GREEN 8-7-09 Most? Did maybe your stunted by and not by FATHER-IN-LAW you ever consider that career advancement was your professional conduct imagined prejudices? 36. .. IZZY I call it like I see it. Cutlery tinkling. Barney and The Second Mrs. then drinks along with Izzy and Mrs. P raises their glasses. he hasn't slept for days. Everyone continues eating.DRIVING .MONTREAL AIRPORT . So get to shtupping and multiply already. Boogie looks like 47 * * BARNEY I was starting to think you weren't going to show up. The In-Laws don't even reach for theirs. IZZY (CONT'D) This chicken is great.

RITZ CARLTON HOTEL . and her PARENTS .GREEN 8-7-09 BOOGIE Has it really? Shit. have I got stories for you. THE SECOND MRS. 49 INT. all with the same haircut. The band is ripping it up through a raucous HORA that carries over the following moments: Barney and his mates do the Hora the way it should be done.DAY CRAACCK! Barney crushes the glass underfoot. A huge affair. BOOGIE.NIGHT 37. Anyway. CEREMONY HALL . are you sure you want to go through with this? We can turn around and be on a flight to Rome in a few hours . BOOGIE Listen. Lunch at Dal Bolognese on me. Do you think after the dinner I can slip out to catch the third period? BOOGIE I don't know. I have two tickets in the red to the Stanley Cup game tonight. wiping tears of joy.no questions asked. ON BARNEY'S SIDE OF THE "CHUPAH": Izzy. RECEPTION HALL . man. Brides tend to be a little touchy about things like that. P SQUEALING and BARNEY feeling queasy as they are HOISTED up and down on chairs. ON THE BRIDE'S SIDE: Ten weeping maids of honor. I have no doubt of. . and his ushers: IRV. 48 INT. The congregation CHEERS! MAZEL TOV! He kisses his bride.still hoping this is just a nightmare. * * * * * * * * 48 49 300 guests. you haven't even met her yet. BARNEY That. BARNEY Fuck me.RITZ CARLTON HOTEL . LEO and even CEDRIC. BARNEY C'mon.

BARNEY What's the score? One . MOVING DOWN THE HEAD TABLE The bride's side of the family all prim and proper -.RITZ CARLTON HOTEL . LEO AND CEDRIC toasting him. Barney slips out from the crowd and races to the bar -CU .GREEN 8-7-09 50 INT.zip.Father-In-Law watching Izzy with disdain. RECEPTION HALL . CEDRIC Mazel Tov!! Father-In-Law musters a polite nod.The Second Mrs. LEO You would think they could pretend just for the night. wiping his nose from having just done a hit of coke. P. But Father-In-Law's gaze is then drawn further down the table by -BOOGIE.NIGHT * * * * * * * * * 51 * The BAND playing an upbeat number for a jam-packed dancefloor.NIGHT 52 BARTENDER Bruins just scored.RITZ CARLTON HOTEL . He joins Barney. Shit. 51 INT. . Barney downs another shot.A BLACK & WHITE TV hidden behind the bar showing the hockey game. BOOGIE I've seen happier looking parents in abortion clinic waiting rooms. 52 INT. Izzy and friends at the bar watching the game. P deeply enjoying her food -IZZY making eyes at a curvaceous woman with a plunging neckline -. RECEPTION HALL .NIGHT 38.RITZ CARLTON HOTEL . then looks back to the dancefloor where he sees IZZY getting funky with The Second Mrs. RECEPTION HALL . BARNEY * Boogie emerges from behind the band. PLATES LAND at various tables.* 50 * * * * AN ARMY OF SERVERS burst forth from the kitchen carrying entrees.

Then more shots. Go Habs! BARNEY/BARTENDER Come on! And more 38A. * * They all do a round of shots. . P Barney! Your father is sitting with the Rabbi! Go to do something quick! She SHOVES him toward the table. P lunges onto him from out of nowhere-SECOND MRS. shots. His FATHER IN LAW watching in disgust.GREEN 8-7-09 AT THE BAR Everyone ROARS at a near miss. The Second Mrs.

The Rabbi and the other guests are visibly horrified by Izzy's anecdotes.GREEN 8-7-09 RABBI'S TABLE 38B. Irv. loves every minute of it. knowing Izzy. .

they provide a valuable service . we're doing our thing and one of the clients some crazy Hungarian Nazi loaded on Slivovitz starts going ape shit . disperses. Barney gives his father a big hug. What are you laughing at? BARNEY Come here. love him more. As Barney escorts Izzy away. the ENTIRE TABLE. IZZY C'mon Rabbi. I thought they'd all be snobby but I'm actually having a hell of a time. maybe you should tone it down a little. there are ladies present..RITZ CARLTON HOTEL . 53 At this moment he couldn't BARNEY (CONT'D) Dad. BARNEY Dad.he comes at me with a chair.YELLOW 8-7-09 IZZY --so we're shaking down a rub and tug . can I steal you away for a minute? IZZY Don't anybody move. RECEPTION HALL . everyone knows The Almighty tests the Jewish man with two great temptations: shiksas and bacon.I never bust the girls. what's in your pocket? . butt naked with a hard-on like a can of hairspray-IRV Iz. Anyway. except for Irv. 53 INT. IZZY What. But then. 39.NIGHT IZZY Nice bunch of folks here tonight.. I'll be right back. like they've never heard about such things? RABBI Mr. Panosfky.but we do it for appearances.

BARTENDER Your father-in-law said that neither of you was to have any more to drink. They walk to the bar. something catches his eye that stops him in his tracks.) . Barney is mesmerized. BARNEY POV ACROSS THE ROOM . don't embarrass me. BARNEY Where is that asshole? IZZY Barney. forget it. Gets his father in law in his sights.YELLOW 8-7-09 IZZY I almost forgot. Izzy takes Barney to a quiet corner. Gorgeous. Barney stomps off. IZZY (CONT'D) Your wedding present. IZZY (CONT'D) My first gun. IZZY Say thank you and get us a drink.MIRIAM GRANT (28). but then cuts right back -(O. classy. pushing through the crowd. Just as he is about to reach him. Barney grabs a bottle himself and refills their glasses. 40.S. From inside his jacket. BARNEY I don't know what to say. striking eyes. Slide out their glasses for refills. Barney turns away. Izzy pulls out a GUN In Hanukkah wrapping paper.. BARNEY Thank you. FATHER IN LAW Barney? Can I help you? BARNEY Uh. I want you to have it.. no.

(CONT'D) * * * MIRIAM I understand you're in television. She's chatting with a HANDSOME YOUNG MAN (JEFF) who excuses himself and goes to the bar. RECEPTION HALL . He's my father and he'll have your respect. BARNEY Perfect.GREEN 8-7-09 BARNEY (CONT'D) Don't ever tell my father what he can or cannot do again.RITZ CARLTON HOTEL . That's something he can never tire of. BARNEY That's the name of my company.NIGHT 41. Barney walks right up to her. Barney is like a nervous and awkward teenager. I'm Miriam. Miriam . BARNEY Totally Unnecessary Productions. And Barney sets out again for Miriam. I'm Barney. MIRIAM Thank you for having me. She laughs. MIRIAM That's a little harsh. Father-In-Law is speechless. MIRIAM Are you alright? Fine. BARNEY We haven't met yet. not to mention really drunk. 54 He emerges from a cluster of guests and spots Miriam. FATHER IN LAW He traumatized the Rabbi's wife-BARNEY I don't care if he fingered her under the table. notices the UNLIT cigar he's holding. 54 INT.

She grabs a box of matches from the table. that's okay. MIRIAM What is it? Nothing. Entertainment to make the day pass better. As she lights his cigar and talks it's as if the whole world around him has disappeared. * * * MIRIAM Who's winning? . don't you think? He's utterly smitten. you guessed it. The cigar houses employ "lectors" . 42. It's a Montecristo. Over her shoulder he spots the Bartender waving to get his attention the score now 1-1. BARNEY The hockey game. the Count of said name. The entire moment incredibly intimate. BARNEY Lectors.GREEN 8-7-09 MIRIAM Your cigar is out.readers. At the factory which produces this Montecristo. I wouldn't want it to bother you. who sit among the workers and literally read stories to them all day while they work. MIRIAM (CONT'D) Do you know why they're called Montecristo's? BARNEY Not a clue. the workers favorite story was. MIRIAM Fine cigars are all still rolled by hand. MIRIAM Please. BARNEY Oh. BARNEY YES. MIRIAM Nice touch.

hockey? You follow 43. don't you find? BARNEY Yeah . Lunch at Dal Bolognese on the Piazza del Popolo.sure . works in radio now. and with perfect manners. LATER RECEPTION HALL .NIGHT 55 (O.RITZ CARLTON HOTEL . Anyway. P directly behind him. rises and extends her hand. BARNEY Yes! SECOND MRS. P I see you met Miriam. BARNEY Are you doing anything later? We can still catch the flight to Rome.GREEN 8-7-09 BARNEY Habs just tied it up. P She went to McGill with me. 55 INT. He stares at her walking away until-SECOND MRS. MIRIAM The bride may take issue with that. He stands.) . but I do read newspapers. takes her hand and would never let go if she didn't take it back. Now come explain to Judy and Leon that you don't make pornography. MIRIAM Congratulations again.no . I have a train to catch later. * MIRIAM No.why? SECOND MRS. The kind who subscribes to The Economist then buys Vogue off the stand. P Barney? The Second Mrs.S. BARNEY Back to New York? She nods. She's such a snob that one.

draping her arms around his neck. irretrievably in love.HANDWRITTEN NOTE "CANADIENS 2 BRUINS 1 IN OVERTIME. I almost forgot. for the first time in my life I am truly. BOOGIE (CONT'D) Oh. Traffic is at a standstill so Barney hops back out and decides to go by foot. CONGRATULATIONS. She has her coat on and is walking out with the Handsome Young Man. people pouring out into the streets to celebrate their Hockey team's victory. seriously. The Second Mrs. Boogie. SECOND MRS. 57 OMITTED 56 * * 57 * . he's drunk and looks miserable. P Oh Barney. Boogie sits beside him. Cars are honking. MIRIAM. So am I. 44. 56 EXT. so am I.GREEN 8-7-09 Barney downs yet another Scotch. P appears behind him.NIGHT Barney darts out of the Ritz Hotel and jumps into a taxi. It's raining. wiping his sniffling. RITZ CARLTON HOTEL . BARNEY Thanks for being here. Smart as a whip too. BARNEY Who? Boogie points Barney across the room to MIRIAM. His tie loose around his neck. Boogie rifles through his pockets then hands Barney a NOTE. BOOGIE (CONT'D) Classy dame." BARNEY (CONT'D) Boogie. coked-up nose. They knock glasses. INSERT . BOOGIE I'll never miss any of your weddings.

58 . whom he finally spots. Just being able to look at her makes him feel good. Thinking fast on his feet. or I'll go with you-MIRIAM Are you out of your mind?! BARNEY I'm heels over head. Barney grins from ear to ear. sprints down the stairs into the station. CENTRAL TRAIN STATION . where a porter is checking passengers tickets.NIGHT Barney makes his way through the train. Barney hurtles down the UPWARD rolling escalator to sneak onto the platform. looking for Miriam. passing from car to car.NIGHT 45. She takes them off.. She's wearing her reading glasses.on your WEDDING NIGHT. Shuts her book . She's stunned. MIRIAM What? BARNEY Run away with me. or stay with me. BARNEY I like you with glasses. MIRIAM What are you doing here?! BARNEY Run away with me. bent over backwards in love with you-CONDUCTOR (O.GREEN 8-7-09 57A INT. Barney takes a moment just to watch her.Herzog by Saul Bellow. He sees the FLASHING LIGHT indicating the entrance to the NEW YORK CITY PLATFORM. overtaken by an unfamiliar sense of euphoria. 58 INT.) Leaving Montreal in two minutes! MIRIAM How can you say you're in love with me? We just met . He drops into the seat next to her. TRAIN .S. 57A* * Barney.. engrossed in a novel. soaking wet.

Barney. Among other things. watching him still chasing after her. And I don't care if it happened on my wedding night. . BARNEY You look fantastic in that dress. or a ticket.GREEN 8-7-09 MIRIAM (CONT'D) This isn't funny! Get off this train right now. 59 INT.S. just like that. That smile is enough to melt his heart. sits at the window.D. Every word he says . Miriam 59 * But then her eyes turn to Barney. He stands . CONDUCTOR I. Barney finally concedes. BARNEY I don't have I.every breath between every word completely sincere and sober: BARNEY I can't believe this really happens.D. Miriam hands over her documents to the conductor. unconcerned with how utterly foolish he appears -and she smiles at him. MIRIAM Go home. sobriety and regret are anxiously waiting up for you. tickets. Beat. at a funeral. on my death bed. He runs faster into a flat-out sprint trying to get back on and then-TRIPS and falls HARD onto the concrete platform.. (O.the train LURCHES forward as it begins to pull out.) 46. Barney gets off the train. CONDUCTOR Then you'll have to get off the train. It's happened. It really does.NIGHT Barney runs along with the train as it picks up speed. TRAIN PLATFORM . but won't look at him.

I was so ferklempt Dr. . THE SECOND MRS. SECOND MRS. Barney steps inside. P Like with the bidet? BARNEY You didn't have to ask the concierge. P trying to manage a huge fold-out map of Rome. Stein gave me a half a Valium-THUD. FATHER IN LAW We thought you were dead. 60 * Ripped pants. PIAZZA DI SPAGNA . are you okay? We thought you were dead!! We called the police.ROME . Whether that was concern or hope is unclear. Barney is morose and ill-tempered. P Oh my God. P'S PARENTS MANSION . BARNEY Could you put that away please? It's our honeymoon not a travel junket. the hospitals. The Second Mrs. * CUT TO: 61 EXT.GREEN 8-7-09 60 INT. SECOND MRS. The Second Mrs.DAY 61 On their honeymoon.he's a mess. P are walking through the shopping district adjacent to the Spanish Steps. bloody knee and palms. P Do you have a Masters degree? BARNEY No. I could have told you what it was for. THE GUN has fallen out of Barney's jacket onto the floor. SECOND MRS. 47. SECOND MRS. Oops. Everyone falls silent. P runs out and wraps herself around him. Barney and The Second Mrs.NIGHT The door opens revealing Barney . P I'm embarrassing you? BARNEY Yes.

That perks him up 48. We came to Rome to have fun not mourn the death of your first wife. CUT TO: 62 63 OMITTED INT.YELLOW 8-7-09 SECOND MRS. slightly. SECOND MRS.. Okay.ROME .. Barney only likes going shopping when I'm buying lingerie. P (into phone) --Ma. P (CONT'D) Snap out of it. P models her acquisitions for a bored Barney as she talks long distance to her mother. What's wrong with that? Would you prefer he be like cousin Cyril?..HOTEL . Okay. HONEYMOON SUITE . I'm just saying. I wore it today and boy did I turn a lot of heads.A... and the soaps are to die for...ROME . tell Daddy I love him..DAY 62 63 The Second Mrs. . Ma.. sure. I'll talk to you tomorrow. I'll talk to you tomorrow.H. Arlene will die on the spot. they banned Cyril from the men's locker room at the Y. P (into phone) --It's from Dior.M. P cuts the labels off her designer clothes while on the phone to her mother. DISSOLVE TO: 64 INT. you should see the bathrobes we've got here. I've already stuffed three bars in my suitcase for you. HONEYMOON SUITE .. I'm going to wear it to temple on the high holidays.. SECOND MRS.. Barney lays on the bed reading the sports section of the International Herald Tribune. P Am I embarrassed? She stares him down for a moment. Of course I will.. SECOND MRS. She yanks him into a LINGERIE STORE..HOTEL .DAY 64 The Second Mrs.

I didn't even invite her. SECOND MRS. Beat. P Miriam Grant. BARNEY Jeff seems gay. SECOND MRS.YELLOW 8-7-09 She hangs up and starts putting away the day's purchases. BARNEY You certainly do. BARNEY I was just thinking about the wedding. P My cousin Isaac? BARNEY Right. SECOND MRS. Right. P He just pretends for BARNEY . BARNEY Who was she again? 49. She gets onto the bed beside him. we do have a big family. P It was beautiful wasn't it? BARNEY Lots of relatives. My cousin Jeff brought her. (beat) Who was that guy from Chicago? SECOND MRS. SECOND MRS. the one in the blue dress. SECOND MRS. P She was a few years behind me at McGill. the family.. Jeff is gay. Oh good.. I think she was from New York. P Well. And what about that girl. P Good? SECOND MRS.

P (CONT'D) Did you wash it like I asked? BARNEY Yeah. I took a cab. 66 65 . Hurrying down the street. (gets under bedspread) I'm going to take a quick nap before dinner. MONTREAL STREET . Barney squeezes through the crowd. SECOND MRS. I just got here. The Second Mrs. SECOND MRS. KATE That's okay.DAY . P slides underneath the covers and starts going down -. P Okay. gracing its cover.PRESENT DAY BACK TO PRESENT DAY. It's like enduring CUT TO: 65 EXT.BLUE 6-25-09 BARNEY (covering) Better he should live a lie than inconvenience your family.but then POPS back up. accidentally bumping the young woman standing behind them without apologizing.BOOKSTORE . She dives back under and starts in again. Barney passes a BOOKSTORE where a new biography of CLARA CHAMBERS is prominently featured in the window display. Nap? SECOND MRS. The familiar ink drawing she made of Barney drawn as Satan. SECOND MRS. COFFEE SHOP . BARNEY Sorry. 66 INT.CONTINUOUS KATE is already waiting in line. a highly invasive procedure. We'll call her ORGANI-GIRL. I'm late. 50.DAY . P I don't think so. P With soap? BARNEY Yes.

Before that. (to cashier) Two double espressos. BARNEY I've upset Claire. No crazies today. BARNEY What are you talking about? KATE Are you kidding? BARNEY I'm really not. The man still can't fly out of the country. BARNEY By what? KATE By you. but instead of trying to make up for it. KATE Doesn't it make you crazy? ORGANI-GIRL They just don't listen to anything-BARNEY (to Organi-Girl) Hey.is not going to happen. flaxseed . .perplexed. you opt for something infinitely worse. haven't I? 51. KATE Dad.BLUE 6-25-09 BARNEY And how are you. my favorite offspring? KATE To tell you the truth . before the recent phone incident you got Blair a subscription to "Boy Toy" monthly using his work address. ORGANI-GIRL (leaning in) My father does the same thing. (to Kate) Continue.this . (to Barney) You do something awful. you signed him up to an Al-Queda website.

67 . KATE An apology wouldn't hurt either. 52. You got divorced. I'm sorry. 67 EXT. KATE My point is. Stick to the facts. They get their coffees and walk to the door. it's time to lay off Blair. but it's time to let it go. They're happily married. BARNEY Nice boy? KATE No. I have a date. BARNEY Apologize to who? Kate gives up. BARNEY Funny. BARNEY (CONT'D) Why don't you come up to the cottage this weekend? KATE Actually. BARNEY (kissing her cheek) You are truly my proudest achievement. BARNEY He stole her from me. KATE No he didn't. STREET . She got remarried. he's a nasty piece of work.BLUE 6-25-09 KATE You've upset Mom. BARNEY They're married. Blair is too much of a chicken shit to say anything.CONTINUOUS KATE There was no one rooting for a comeback more than I was.

Barney stops walking. Probably a squirrel. I think that's a sign of maturity. behind him.DRIVING . BARNEY'S CAR . A Montecristo. I definitely need a weekend in the country. 69 EXT.COTTAGE . A RUSTLING comes from the woods. I like him. Barney looks up but it's pitch black out there. 67A INT/EXT. reading "THE LIFE OF HEINRICH HEINE". We'll see.MONTREAL BRIDGE . (laughing it off) Well. What? BARNEY Where did I park my car? KATE You took a cab. KATE (CONT'D) Confused. 68 Looks around. BARNEY Right.DAY Barney drives out of the city. BARNEY'S CAR .NIGHT Barney is relaxing on the deck of his lakeside cottage.DRIVING . DECK . Macallan's.COUNTRY ROAD .YELLOW 8-7-09 KATE He's very nice. 67A The gorgeous Montreal skyline 68 INT/EXT.DAY Barney drives along a country road toward his cottage. It's our third date and I'm not bored silly or madly in love. 53. 69 .

The sound carries over to -FLASHBACK TO: 70 INT. turning around! The crew go about 70 Solange immediately bursts into tears. Wearing a tight. O'MALLEY Thank you. she's a total knockout. Something RUSTLES again.) Great. Waiting for something to appear. From a distance. low cut outfit. . trying to see through the darkness. leans on the wood railing. DIRECTOR (CONT'D) (to Barney) What's wrong with Solange? BARNEY Her fiancee died in a plane crash. Barney stands. O'MALLEY Hopefully the weather will be more forgiving next time I pass through. nurse. she's tending to O'MALLEY who has a small cut on his forehead. he hears the faint sound of a TWIN ENGINE AIRPLANE approaching.DAY . SOLANGE Well you can be sure my landing strip will be cleared for you.S.PINK 7-27-09 54. Hoping. Constable. TV SOUNDSTAGE . this time a little closer. We now see why she was originally hired. CUT! DIRECTOR (O. DIRECTOR That was over a year ago.PAST (1977) A young Solange is acting in a scene staged in an obviously fake mock-up of an AIRPLANE COCKPIT SET. their business. Look at her. SOLANGE Thank you for landing us safely. you'd think it just-BARNEY To let you finish that thought would be an insult to stupidity.

BARNEY I know. and the gifts every week it's something else. INTERCUT BARNEY You got my flowers? MIRIAM I got the flowers. I'm sorry.OFFICE .SAME TIME Miriam closes the door to a tiny office for privacy. MIRIAM Barney. Why don't we talk about it over lunch. MIRIAM You're a married man and I won't be involved with you in any way. A Miriam Grant-Barney BOLTS from his chair. MIRIAM Well. there's a call for you. Really? matter. Actions They have consequences. NEW YORK RADIO STATION . 71 72 . OFFICE . 71 INT. I could be there tomorrow-MIRIAM Are you listening to me? BARNEY Every word. BARNEY Just skip ahead to where I've already gone from annoying and inappropriate to charming and endearing.BLUE 6-25-09 PRODUCTION ASSISTANT Barney. (MORE) 55.DAY BARNEY (into phone) Miriam?! 72 INT.SOUNDSTAGE . words matter. this has to stop. I don't know where to start with how inappropriate all this is.

P (into phone) --I had a bowl of cottage cheese and fruit. Ma. P flutters about. yes. P who decorated it.MORNING 74 The furnishings of their home are excessive and overbearing.. Barney? BARNEY Yes. Thank you... I'm watching my figure. 56. Stop this nonsense and focus on your marriage. so don't eat bagels if they make you bloated. MIRIAM (surprised) Well. P'S HOUSE . BARNEY I'm so happy you called. P'S HOUSE . as you have in thought".. With the phone tucked to her ear.BLUE 7-3-09 MIRIAM (CONT'D) If you want people to take you seriously. The Second Mrs. you have a wonderful figure for a woman your age. No. what did I say wrong?. you understand me. then act accordingly. rearranging knick-knacks. Do Barney smiles. Well it's the only voice I have so if you don't like it we can start sending each other telegrams instead. 73 EXT.... BARNEY AND THE SECOND MRS... SECOND MRS. There's no doubting it's The Second Mrs. exactly. 74 INT..MORNING 73 A nouveau riche house in a nouveau riche neighborhood. BARNEY AND THE SECOND MRS. .. feeling like progress is being made. SHOPPING BAGS from high end department stores stretch along the entire length of the ground floor hallway. MIRIAM What am I saying? BARNEY (beat) "Be great in act. (curt) I have to go.

YELLOW 8-7-09 57.... We just changed all the carpets.... I wasn't talking to you. She hangs up. P BARNEY.tuning her out completely. 75 SECOND MRS.. Looks at Clara's drawing again. It makes her gag. who do you think?. you asked!. SECOND MRS. Ma. Barney continues reading ... P (CONT'D) If you don't throw this out.. P And make sure your buddy doesn't throw up all over the place. P (CONT'D) Barney! BARNEY Absolutely.. deciding on something to hang. KITCHEN . To the king of Macedonia. I have to go. She pulls out the familiar sketch CLARA made of Barney drawn to look like Satan. I will. THIS IS IMPORTANT!! . Listen. She's flipping through a stack of framed wall hangings leaning against a wall. SECOND MRS. SECOND MRS. ma. SECOND MRS. I had to fire the maid..CONTINUOUS Where Barney is reading the sport section with breakfast. Why? Because when Barney and I would go out his father would sneak over and have sex with her. No.. Okay.. I still have to vacuum the Broadloom downstairs. BARNEY I'll bring it up to the country house.you were at the game last night. I'll pick you up at noon. P Tell me something . Goodbye.. She carries it into the kitchen-75 INT. P (re: Clara's Drawing) Get rid of this filth. I know it's disgusting.. do you think the score somehow changed overnight? BARNEY (standing) I have to get going. SECOND MRS.

high.DAY Barney waits in his car outside a fleabag hotel. Talking.GREEN 8-7-09 BARNEY What's important? SECOND MRS. 76 * * * * * * * * * * * * * BARNEY (CONT'D) I thought you came here to kick. His appearance is shocking to Barney. In bad shape. Boogie emerges from the building.* A quick peck on the forehead and he's gone. Boogie gets in the car. He looks like the full-fledged junkie he has become. FLEABAG HOTEL . Communicating. 76 EXT. * * . P Do I talk down to you like that? BARNEY I really have to go. A week locked up in the country and I'll be good as new. This is what marriage is. couple days. P THIS. BARNEY Just get in. I was on a fifteen hour flight. stumbles toward Barney's car. I had to fix one more time. BOOGIE C'mon. See you in a 58. Does that pretty much cover it? SECOND MRS. BARNEY (annoyed) You don't want Boogie puking all over the cottage and your mother's fat. (beat) I'm really going to kick this time. BOOGIE Guess I don't qualify for the "you look great" greeting.

P I thought I'd surprise you. P is on the porch. 80 79 INT.NIGHT Dinner is already laid out. GUEST BEDROOM . it's called rehab. SECOND MRS. A roast. Barney goes to the bar and fixes himself a drink. 77 * 78 Barney pulls up to the cottage with Boogie passed out in the front seat. BARNEY Surprise. looking very attractive in a tight fitting summer dress. . P Just bring the bottle to the table so you don't have to jump up every two minutes. DINING ROOM/KITCHEN . P Yeah. 80 He's out cold. BARNEY Do you want one? SECOND MRS. THE SECOND MRS. potatoes. 79 INT. drinking wine.DAY 59.GREEN 8-7-09 77 78 OMITTED EXT.COTTAGE .DUSK Barney drops Boogie onto the bed. P Why didn't you tell me this was why you were coming up here? BARNEY He asked me not to tell anyone. greens. and he needed somewhere safe to kick. SECOND MRS. Barney helps Boogie up the steps. SECOND MRS.COUNTRY HOUSE . COTTAGE .

This is ridiculous. BARNEY You're going to be very embarrassed when those show up. no hesitation. Barney storms out to the DECK. P So who are the flowers for? BARNEY An actress we're trying to get for a new pilot. 60. I called the florist. SECOND MRS. 81 EXT. are we ever in for a good time this weekend. BARNEY I've never been unfaithful to you. SECOND MRS. While usually discreet about their clients. You want to pick through every receipt I have? I'm not going to stay here and take this. P Well played. SECOND MRS. P Be a man. She produces a BILL from 'GRAND FLORISTS'. BARNEY Jesus Christ.COUNTRY HOUSE . the ray of sunshine that is you left the manager eager to tell me you have a standing order of roses to someone in New York every week. SECOND MRS.CONTINUOUS She follows him out.YELLOW 8-7-09 BARNEY Wow. Barney stares out at the lake. BARNEY What about it? SECOND MRS. P Stop. DECK . Barney. . P You don't know the half of it. Look what I found while going through your pockets. 81 He won't look her in the eye.

is a true country paradise.MORNING Wiping the sleep from her eyes. . P What's her name? BARNEY Can we talk about this in the morning? SECOND MRS. 82 Barney's cottage 82A 83 The sound of cicada. P No. The calm of the lake. I keep going back to that just to have something to hold onto. P shuffles into the kitchen and finds a note on the fridge: "Had to go into town for the day. 83A EXT. KITCHEN . And you are such a liar. 82 EXT. The Second Mrs.DAY 83A Barney parks in front of Grumpy's and heads inside. SECOND MRS. Fuck you. She goes back inside. COTTAGE . GRUMPY'S . P (CONT'D) I'm so ashamed. I don't understand what you want anymore. Call you later .Barney".COTTAGE . SECOND MRS.YELLOW 8-7-09 SECOND MRS. but she's not going to cry in front of him. P Shmuck. (beat) What happened? Why did you even marry me? He can't bring himself to answer her. Now it's been months since we made love.DAWN 61. It was the happiest moment of my life. You say you've never been unfaithful. 82A 83 OMITTED INT. so what is it then? (softer) On our wedding night I came up behind you and you were saying how hopelessly in love you were. Before we got married you couldn't keep your hands off me. It hurts her like hell.

IZZY Where'd you meet her? BARNEY You don't want to know.DAY 62. Beat. Izzy reads the paper as he waits for Barney in a booth. listen. IZZY Did she? BARNEY No. IZZY Boychick. IZZY You ask me here to talk and now you don't want to talk. (beat) Did you cheat? BARNEY No. BARNEY I have to get a divorce. IZZY Jesus Christ. (MORE) . Barney drops down across from him. IZZY Who? BARNEY You don't know her. What do you want from me? BARNEY Some paternal wisdom. I know how hard marriage can be. IZZY So what happened? BARNEY I'm in love with someone else. 84 Two Scotches on the table.YELLOW 8-7-09 84 INT. GRUMPY'S BAR .

63. IZZY Is that so? BARNEY Yeah. ain't life grand. she's gonna take you to the cleaners. Izzy registers the depth of Barney's true feelings. BARNEY You know how rich her father is. Beat. IZZY She's a tough cookie.YELLOW 8-7-09 IZZY (CONT'D) In the beginning it's all briskets and blowjobs and la-di-da.it all just feels like you're holding shit in your hands. and then real life starts. BARNEY What are you talking about? IZZY Maybe you just need to take a step back before you do anything rash. . Many successful marriages were built on far less. You're married to a wellbred woman who's loaded. makes a nice. flaky kugel and has a great rack. She's going to inherit a shitload of money. If you divorce her. BARNEY Can we drop this? Just forget I ever said anything. hard look at the situation. You come home from work and all they want to do is talk and all you want to do is screw and soon enough every day is like pushing an avocado through a cheese grater . Let's take a good. IZZY And you think that'll stop her from taking all of yours? BARNEY I don't care.

P (O.NIGHT Barney lays on the sofa watching TV.S. SECOND MRS. COTTAGE . P (O. my father was right about you-Barney holds the phone away from his ear as she drones on. IZZY And is this the one? Is she the mother of your children? BARNEY Absolutely. Barney drives up to the cottage. The RADIO NEWS tells us it's 8:25 AM.) So you do have a whore! You sonofabitch. 86 INT/EXT..COUNTRY ROAD . Hears noises coming from the guest bedroom. Walks down the hall. Cigar.DRIVING .YELLOW 8-7-09 IZZY So tell me her name. IZZY Alright then.MORNING Still hungover.S. BARNEY'S CAR . 87 INT. 87 86 . SECOND MRS. He considers responding. Scotch. He opens the door to find. 64. 85 BARNEY (into phone) I'll be back tomorrow. let's do this. but then just hangs up.MORNING Barney enters the house. BARNEY'S HOUSE ..) You're leaving me with the junkie?! Are you with your whore? BARNEY No. I'm too drunk to drive tonight. BARNEY Miriam. 85 INT. chugging coffee.

HALL . P. .CONTINUOUS 91 90 89 (CONT'D) In tears. she scrambles to cover herself with the bedding. Barney is frozen with shock..BLUE 6-25-09 88 INT. The Second Mrs. Kicking and screaming.CONTINUOUS It takes a moment for the situation to sink in. P storms out of the guest room past Barney. P AAAAAAA!!! The Second Mrs.COTTAGE . then. I still don't know how he got my nightie off.. P GET OUT! Barney backs out of the room. BARNEY It must have been magic.. P rolls off Boogie and falls onto the floor with a cringe worthy THUD.. Things are looking up for him. 89 INT.COTTAGE . and riding Boogie in the midst of hot. he was trembling. 90 INT..COTTAGE . SECOND MRS. hard sex until she sees Barney: SECOND MRS. 88 The Second Mrs. SECOND MRS. Once it does. BARNEY My wife and my best friend.MOMENTS LATER In only her nightie. GUEST BEDROOM . naked. he smiles. SECOND MRS.. I only laid down beside him to try to keep him warm. P This is all your fault. P I brought him something to eat. his sheets were soaked. spilling an open bottle of Whisky in the process.COTTAGE . sonofabitch-BARNEY My fault?! Barney follows her into -91 INT. BEDROOM .CONTINUOUS 65. you bastard. she throws on whatever clothes she can find. HALL . moaning.

92 93 SECOND MRS. P You tell her yourself! No. BARNEY Tell her we're getting divorced! She exits. P Animal! She drives away. I bet the two of you perverts arranged this together BARNEY Ha! I'm going to kill him for this. 94 . DEN . rolls down the window. BARNEY I should kill you for this.YELLOW 8-7-09 SECOND MRS.MORNING Barney walks in to find Boogie chugging right from a bottle of Scotch. P Bullshit. BARNEY I was coming back to try to work things out. starts the engine. SECOND MRS. and just for kicks. kicking up a cloud of dust in her wake. He follows. Barney right behind her. She gets in her car. then I'll come for you. He's already very drunk. HALL . 93 EXT. your mother after that! Go to hell! SECOND MRS. don't she has a root canal today. P We shouldn't talk about this now while I'm so upset.CONTINUOUS SECOND MRS. BARNEY You're so upset?! She hustles out and down the hall. COTTAGE .CONTINUOUS She goes toward her car.COTTAGE . 92 INT. 66.COTTAGE . 94 INT. P I'm going to my mother's.

BARNEY Who could plan this? BOOGIE (O.S. Barney grabs the gun away from Boogie. BOOGIE You sly bastard . Boogie pours Barney a glass.she brought me something to eat.. BARNEY So you fucked her? BOOGIE It was the only thing that would shut her up.. waves it around. He takes it out. Testify that I came home to you in bed with my wife. It was innocent enough to start with .tells me how you've been shirking your husbandly duties. que sera sera. 67.) I don't see any Scotch. BARNEY How could you do that to me? BOOGIE She did it to me.. who reticently takes it. Boogie comes back up with an open WOOD BOX containing the GUN from Izzy. BOOGIE (CONT'D) What do you say? Duel at high noon? But I don't think we have enough booze to get us there.. BARNEY Check the dining room. I'm going to need you to do something for me.you planned this all along. * * * * * * * . but look here. Boogie shakes the empty Scotch bottle at Barney.GREEN 8-7-09 BOOGIE What you should have done was call first. started talking you know how that goes .

I bet this is worth a pretty penny now. .LATER There's more 68.COTTAGE . Listen. sketch that's leaning against the wall. BARNEY You know what? It's time you came through for me for once. I borrowed for you. More Scotch poured. BOOGIE Really? BARNEY How many times have I bailed you out over the years? BOOGIE I wasn't counting. DEN . BOOGIE You sure about that? BARNEY When I had nothing. Scotch in the kitchen. They've gone through half the bottle and are visibly drunk. actually. BARNEY Neither was I. who gets the residuals from her books? BARNEY I signed the rights over to charity right after she died. Hey. Boogie peruses Barney's book collection. 95 INT.YELLOW 8-7-09 BARNEY That's loaded. will you testify or not? BOOGIE I'll think about it. You owe me.she wasn't too bad a poet. 95 Ice is dropped into two tumblers. He picks up Clara's BOOGIE Did you hear they named a new auditorium at Barnard after her? Crazy Clara Chambers . shmuck.

COTTAGE . Boogie pushes through the screen door. Boogie grabs the bottle of Scotch and heads to the sunroom. 96 EXT. BOOGIE I'm still working on it. MASK AND FLIPPERS. But I'd like to go for a swim and think it over. BARNEY You're a fraud. A TV hustler. SUNROOM . 69. BOOGIE Oh. the gun still in his sweater pocket. Next time I'm in New York I'll call on your tart and make it a trifecta. I educated you. man? I brought you in. have I let poor Barney down? BARNEY Yeah. BARNEY How's your novel coming along? BOOGIE Are you asking as a friend or an investor? BARNEY Both. You must have a snorkel and flippers here. Barney follows him out. I put the right books in your hands. 96 . BOOGIE Too fucking bad.CONTINUOUS Boogie rifles through a trunk and finally comes up with a SNORKEL. You know what. and look what you've become. BARNEY Not so vulgar that you wouldn't bang her. you have.BLUE 6-25-09 BOOGIE Well isn't this getting interesting. BOOGIE And she wasn't the only wife of yours I had. married to a rich man's vulgar daughter.

Absolutely nothing happened to me. They start to wrestle but are too drunk to really take it anywhere serious. He just swigs from the BARNEY (CONT'D) Do you realize you haven't come close to giving me an apology? BOOGIE Let me recommend another book to stock your shelf with. BOOGIE I'm going for a swim. you prick. waddles onto the dock. COTTAGE . and that's what you take as a personal offense. They break apart. BARNEY Don't count on it. bottle again. Boogie slips on the flippers. I will! . BARNEY FUCK YOU. winded and woozy. 97 Barney CHARGES Boogie. BARNEY (CONT'D) What happened to you? BOOGIE Nothing. Not your vicarious life. BARNEY Boogie. stop! You're too drunk and you can barely swim anyway. I am not your pet project. "The Life of Heinrich Heine".CONTINUOUS Boogie staggers toward the dock. 70.PINK 7-27-09 97 EXT. I'll shoot. BARNEY Not my friend? Boogie doesn't even think to answer. that's his fucking job". who upon his death bed was begged by his loved ones to ask for God's forgiveness before he passed. Not your hope. But good old Heinrich had only this to say: "God will surely forgive me after all. drunk and barely able to walk a straight line.

PINK 7-13-09 Barney fires a WARNING SHOT straight up into the air. BOOGIE There you go! (MORE) 70A. .

Barney hits the bottle hard . starting from a distance and approaching fast. LATER The bottle now empty. Barney's passed out on the sofa..DAY 99 We DO NOT 98 DEN .DUSK He stumbles out to the porch.DUSK EVEN LATER Barney on the floor. BARNEY (calling out) BOOGIE? The PLANE 101 . 101 EXT. A silent rage boiling inside. 98 INT. BARNEY Don't you fucking move. It appears the gun fired into the air. Boogie grins. DECK .COTTAGE . flying over a distant hillside. do it! 71.COTTAGE . Barney stares him down. see Boogie resurface.COTTAGE .COTTAGE .the gun FIRES -. still half drunk. 100 DEN .BLUE 6-25-09 BOOGIE (CONT'D) But this time shoot it at me you fucking coward! See for yourself what's really inside this mossy. tilts his head back. but he could have easily fired in Boogie's direction. C'mon. dampened cavity you think is a heart. spreads his arms wide. snaps on the goggles and the snorkel.Boogie lets himself FALL backward into the lake..one shot after another. woken by the the RUMBLING of a TWIN ENGINE AIRPLANE. pointing the gun at Boogie -AND THIS ALL HAPPENS IN HAZY FLASH: Barney TRIPS -.MOMENTS LATER Barney stumbles in. 99 INT. Barney turns and heads back up into the house. DEN . Barney drunkenly staggers forward. We can't be sure. 100 INT.

S. BARNEY They're wasting their time out there. He's broken into a cottage. DETECTIVE SEAN O'HEARNE. Got something to drink? 103 104 INT. healthier than we know him to be. O'HEARNE (CONT'D) Twenty cottages burned so far. O'Hearne saunters through the house. steps up along side Barney. younger. emptied it of all the booze and pills he could find and moved on. KITCHEN . slimmer. DOCK . 104 He stops at the FRAMED SKETCH BY CLARA leaning against the wall. .MORNING UNIFORMED POLICEMEN and SEARCH DOGS scour the property around Barney's house. Barney watches all this from the dock. There's a big fire a few miles east. sipping the beer. O'HEARNE No break-ins have been reported. O'HEARNE But he leaves his clothes and wallet here? BARNEY He took someone else's clothes. 102 DISSOLVE TO: 103 EXT.MORNING Barney opens the refrigerator and passes O'Hearne a cold beer. I told them I looked all over the lake in my boat.YELLOW 8-7-09 102 OMITTED 72.) Busy day. DIVERS break the surface of the lake's water. A POLICE BOAT out there too.COTTAGE .COTTAGE . O'HEARNE (O.

O'HEARNE Yeah. BARNEY What the fuck does that mean? called you guys. BARNEY My first wife made that. He gave it O'HEARNE (dawning) Are you fuckin' Izzy Panofsky's kid? BARNEY Yes. So why didn't you mention this gun? O'Hearne pulls out Barney's GUN. O'HEARNE (taking out notepad) Oh yeah? What's her name? BARNEY She's dead. I 73. missing? O'HEARNE So why are there two rounds BARNEY Boogie and I were horsing around. you did. I guess. BARNEY My dad is a retired cop. O'HEARNE Did you catch her fucking someone too? BARNEY She killed herself. in a plastic evidence bag. No shit. O'HEARNE Beat you to it. O'HEARNE By shooting off rounds? .YELLOW 8-7-09 O'HEARNE That's kind of sick. to me for protection.

Jesus Christ-O'HEARNE (take notes) Now we're getting somewhere. sending him to the floor.the florist gave us her name . O'HEARNE You shot off the rounds before you walked in on them screwing? BARNEY No. right through his fucking heart. then lays one into Barney's face. BARNEY Yeah.. O'HEARNE After. BARNEY Are you a complete idiot? Why are you wasting your time here? Go find him! Have you thought that he might be hurt somewhere? O'HEARNE And what about this piece of ass you're keeping in New York . ..Miriam Grant.YELLOW 8-7-09 BARNEY We were drunk. 74. O'HEARNE So you did shoot him. BARNEY Yes. O'HEARNE This was after you caught him fucking your wife? BARNEY It wasn't like that. Barney grabs O'Hearne -BARNEY You keep her out of this-O'Hearne drives a knee into his groin.

IZZY grabs O'Hearne from behind and throws him off Barney. Unless you ate him.. we'll find the body before sundown. you don't have a body. BARNEY Go to hell. IZZY You leave your hands off him. O'HEARNE He's goin' down for murder. talk to his lawyer. when. then again. O'HEARNE Like you're one to talk. IZZY Really? It seems those razor-sharp detective skills of yours missed one tiny detail. So tell me where the body is and I'll say you were cooperative and remorseful. but he attacked an officer of the law. O'HEARNE Very sweet. . You threatened to kill them both.. you'll get yourself a smart Jew lawyer and be out in no time. No one cares about a useless junkie anyway. and now he's missing. Barney lifts himself to one knee. Panofsky? IZZY I got a call from my son.YELLOW 8-7-09 O'HEARNE Two bullets shot from your gun just after you caught your best friend banging your wife. O'Hearne exits. Now you got anything else to say. O'HEARNE What are you doin' here. 75. IZZY From where I'm standing this looks like police brutality. Izzy kneels to look at Barney's face. O'Hearne kicks him in the gut once.

He rushes to the nearest phone. Our hands are tied. tears it open and pulls out his divorce papers. and signs the marked pages. PULL OUT from the TV and follow the RECEPTIONIST. grabs the envelope. carrying a YELLOW ENVELOPE onto the soundstage. Panofsky. so this will remain a missing persons case even with the overwhelming circumstantial evidence implicating Mr. CUT TO: 105 106 OMITTED INT. the papers you were waiting for just arrived-Barney bolts upright.DAY TV SCREEN IN THE GREEN ROOM O'Hearne is on TV responding to a crowd of reporters out in the Townships. We've searched the area for three weeks. No body has been found yet. some ice. IZZY Alright. O'HEARNE --For the moment no charges are being laid. CUT TO: 106A OMITTED 106A 105 106 . RECEPTIONIST Barney. Let me get you 76.YELLOW 8-7-09 IZZY (CONT'D) So. alright. TV SOUNDSTAGE . BARNEY Miriam Grant please. dials. did you do it? BARNEY Dad! Of course not. Barney is half-asleep as the crew sets up for the next shot.

I'm divorced.RADIO STATION . How about dinner? MIRIAM No. Just once. If you decide you don't ever want to see me again. MIRIAM Is the ink even dry yet? BARNEY Let me check. MIRIAM Hello? INTERCUT BARNEY Miriam. BARNEY Please. Beat. Miriam. well. 107 . BARNEY (CONT'D) It's only lunch. MIRIAM Barney-BARNEY I'm going to be in New York tomorrow. that's it. OFFICE .YELLOW 8-7-09 77. CUT TO: 107 INT. The phone rings.DAY Miriam sitting at her desk.NEW YORK . Miriam chuckles. BARNEY Lunch? MIRIAM No.

BARNEY (into phone) I'd like a bottle of Dom Perignon. He starts pacing. BATHROOM .. BARNEY'S HOTEL SUITE . 110 He does the same again . NEW YORK CITY . Waiting... Herzog.and again . make that two bottles and two dozen roses. Looks 112 111 . CU .DAY Barney splashes his face with water.MORNING Flying over Manhattan. Pours them over ice.. HARD CUT TO: 108 EXT.. three suits. drunk. Long beat. 111 INT. at himself in the mirror. 109 EXT. 78. four ties laid on the bed. 112 INT..and again. This is idiotic.MORNING Barney pulls up to the hotel in a cab and enters. well chilled. Takes a deep breath..YELLOW 8-7-09 MIRIAM Honestly? BARNEY I swear. The clock reads: 10:03 AM. He's dressed to the nine's but sweaty. Waiting.. Barney's seated at a table. great.DAY The swanky hotel restaurant is filled with the lunch crowd." Barney drops his pen.. pats himself dry.MORNING Two pair of shoes. scribbling on hotel stationary: "Conversations Topics: All The President's Men. A sunny morning in the big apple.. clammy. and a dozen long stem roses brought to my room at exactly two o'clock.. HOTEL RESTAURANT .NEW YORK CITY .HOTEL RESTAURANT . He rattles the ice in his empty tumbler at a passing waiter.. 109 108 HOTEL . 110 INT.He UNLOCKS the MINI BAR. Then dials the concierge. Grabs TWO Mini Scotches. Alphonse Daudet. Barney is sitting at the desk in his hotel suite.NEW YORK .

She's a heart stopping vision. The Iranian stuff. he walks a short corridor back into the restaurant.TABLE . BARNEY HI. Sweaty. (MORE) . startling her. (to Miriam) Did you want to order now? MIRIAM I haven't looked at the menu yet.DAY From the bathroom.BLUE 6-25-09 113 INT. HOTEL RESTAURANT . BARNEY Of course. pressing himself against the wall and spying on-MIRIAM 79. take your time. BARNEY Great. Just as he turns the corner he CUTS BACK and hides. MIRIAM Yes. BARNEY I'm so happy you made it.. well-BARNEY Have you eaten? Is it hot in here? MIRIAM No. the Russian is too salty. we should have champagne. Even more gorgeous than the first time he laid eyes on her. Barney doesn't look so good. 113 Being led to their table. (to waiter) Just the Champagne. MIRIAM Hi. pale. don't you think? (grabbing waiter) A bottle of Dom Perignon. 114 INT.. nervous as hell.DAY 114 AT THEIR TABLE Barney drops into his seat across from Miriam. And some Beluga. and no. HOTEL RESTAURANT . Champagne? This is an occasion.

Barney's panicking.DAY Barney is throwing up into the toilet of his suite. BARNEY Wonderful... Miriam 115 . 80.have you read. Barney opens his collar. me... we're finally here together. are you alright? BARNEY Excuse me.. MIRIAM You hardly know me. pulls the bathroom door shut. Perspiration forming on his brow. give me a second-MIRIAM Barney. BARNEY'S HOTEL SUITE . what's it called. I hope you didn't get divorced on my account. I know . MIRIAM Celebrate what? The room begins to tilt and sway... I want to be clear on something. hold on. MIRIAM Are you okay? BARNEY I'm great. BARNEY Of course I did.BLUE 6-25-09 BARNEY (CONT'D) (to Miriam) It is hot in here. BARNEY (slurring words) Now that I'm no longer a married man we can. now we can celebrate... The waiter arrives with the Champagne. MIRIAM Barney. uh... 115 INT. you. desperately trying to hold it together. He BOLTS toward the MEN'S ROOM. Oh. There's so much I want to talk about..

Herzog or Alphonse Daudet .nice reference. Barney stirs awake.S. MIRIAM So the champagne and roses are for another woman? Barney lifts his throbbing head to see for himself. You obviously expected me to come up to your room. there's a KNOCKING at the front door. reading the New York Times.BLUE 6-25-09 Then. MIRIAM How are you feeling? BARNEY You're never going to speak to me again I'm going to kill myself.) Room service. LATER Miriam is sitting in an easy chair. by the way. MIRIAM Don't be so modest. BARNEY I'm an idiot. MIRIAM What would you like to talk about All The President's Men. MIRIAM Are you done? BARNEY Please don't leave. 81. Beat. BARNEY'S HOTEL SUITE .DAY 116 . BARNEY Never. She reaches for his page of HANDWRITTEN CRIB NOTES titled "conversation topics". her legs crossed. CUT TO: 116 INT. Sure enough there's two bottles of champagne and two dozen roses. VOICE (O. She moves to sit at the edge of the bed.

and maybe a slice of pizza. Beat. And then he finally just runs out of steam. where you'll say "it's getting late" or. "I should probably get going" and I'm not ready for that to happen. EAST RIVER . more intimate. credited to John Fitzgerald . He hardly even breathes between words. I'm absolutely starving.DUSK They stroll along the park. I don't want it to happen.BLUE 6-25-09 BARNEY Oh God. we'll get some fresh air. The pause. Ever. She pries his hands from his face.. BARNEY Yeah.CENTRAL PARK . They stop walking and face each other for what seems like an eternity to him.NIGHT They walk along the East River. Miriam finds it all utterly amusing.a sports writer for the herald in the 30's.getting a bite of that "Big Apple" and I'm just going to keep talking because I'm afraid if I stop there's going to be pause. MIRIAM Why don't you get cleaned up. He covers his face and begins to MOAN. Barney rambles on. 118 EXT. Off Barney's delight -117 EXT. Getting to race in New York was considered hitting the big time .. STREET . or a break. BARNEY --"The Big Apple" is actually an old racetrack term. desperately trying to keep Miriam engaged. 82. He'd heard old stable hands from Mississippi use it when referring to the New York racetracks. MIRIAM I'm still here. MIRIAM There it was. Their body language now 118 117 .

Until I found out he was sleeping with every factory girl he could get on the side. how can I ever trust you? BARNEY That's a reasonable question. Miriam. MIRIAM I want one thing from you. it's not. BARNEY I would never do that to you. After all you've done to pursue me. It devastated every part of her. It's made up of little things . That's not real. BARNEY That's a bit unfair.BLUE 6-25-09 MIRIAM --I adored my father. Right away. That's what gave her cancer. MIRIAM See. Mind and body. And that will never happen to me. . 83. Barney thinks hard.minutes and hours and errands and naps and routine. Don't answer 'anything'. MIRIAM Now you're offering to be my eunuch? BARNEY Like I said. and that has to be enough. that's what scares me about you. and life is real. Heart and soul. MIRIAM No. He SNAPS it shut for effect. He was my hero. BARNEY (CONT'D) I'll cut it off. BARNEY Anything. Then he rifles through his pocket and pulls out a CIGAR CLIPPER. (beat) It killed my mother. I'll do anything for you. He knows he needs to come up with something good.

NOTARY And do you-BARNEY I sure as hell do. COTTAGE . Barney can't wait another second. including Solange and Jeff (from the wedding) and his boyfriend. It's a beautiful night. grabs Miriam and gives her a hard kiss on the lips. staring at the lake when Miriam joins him. you're not going to do that. Together they fall into an embrace neither will ever forget. DISSOLVE TO: 119 EXT. Miriam kisses him tenderly then takes him by the hand and leads him back up to the house. Barney is out on the dock alone. Guests are still up at the house. drinking. 84. DOCK .NIGHT The party is winding down.YELLOW 8-7-09 MIRIAM Well. tears already streaming down his face. She wraps her arms around him from behind.DAY (1979) 119 Barney and Miriam have an outdoor wedding ceremony at his cottage. IZZY MAZEL TOV!!! Izzy. She kisses him. on the porch. Only closest friends and family are in attendance. BARNEY He promised he'd never miss any of my weddings. .COTTAGE . NOTARY --And do you take this man to be your lawfully wedded husband? MIRIAM I do. CUT TO: 120 He kisses her. We're going to be needing it. Everyone CHEERS! 120 EXT. slow dancing.

BARNEY AND MIRIAM'S APARTMENT . 121 Barney and Miriam's apartment. . (Where Barney still lives).DAY (1982) 84A.YELLOW 8-7-09 121 EXT.

YELLOW 8-7-09 122 INT.DAY They watch Michael fast asleep in his crib. His eyes filled with tears.DAY 85.KITCHEN . BABY'S ROOM . each other with mischievous grins -124 INT. 122 Barney is chopping an ONION as he prepares lunch. who is only a few months old. TIME DISSOLVE TO: 125 OMITTED 125 . BARNEY How did I not know that? MIRIAM I think he's ready for his nap. BARNEY AND MIRIAM'S APARTMENT .DAY Then look at 124 123 Barney appears in the doorway in his boxers. MIRIAM Oh. Barney. Miriam walks in carrying MICHAEL. Then it won't make you cry. Miriam is already naked and waiting with her best "come hither" look. put it in the freezer. BARNEY Really? 123 INT. BEDROOM . BARNEY What? MIRIAM Put the onion in the freezer for a few minutes before you chop it. He runs and leaps onto the bed. They laugh hysterically as they roll around and start to make love.

leaving it at that. holding onto this moment of perfection. Barney and Izzy sit on the deck. typical Izzy-ism. BARNEY Barney expects a Barney and Michael (13) are fishing in a small outboard motor boat in the middle of the lake. 127 Barney looks out at the stunning landscape. He closes his eyes.LAKE . He opens his eyes. . kid. COTTAGE . COTTAGE . their feet up. his children. The sky a perfect orange hue. drinking Scotch. DISSOLVE TO: 128 EXT. Michael (12) and Kate (9) play frisbee by the lake with Miriam. and his gorgeous wife. takes a deep breath. A SERIES OF STILL IMAGES MOVE US FORWARD IN TIME: 126 OMITTED 126 127 EXT. smoking cigars. The sun is setting. Michael is bored silly as any young boy would be.DAY (1995) 128 Izzy's watching him.YELLOW 8-7-09 86. Izzy puffs away on his cigar.DUSK (1994) A perfect day. What? IZZY You did good.

87. and again. Barney lays down their rods and pulls on the RIPCORD. . BARNEY (CONT'D) I'll get it. He tries again. 129 EXT.just needs a little-He TEARS the rope right out of the motor. He takes a breather. working up a big sweat.it . Again . BLAIR (O.harder.S. angrier. BARNEY A nibble? MICHAEL No. COTTAGE .BLAIR (52).DOCK .MOMENTS LATER 129 Miriam stands on the dock as Blair guides the canoe toward her with Barney and Michael in tow.thanks . Harmless. BARNEY (yanking on rope) No .BLUE 7-3-09 BARNEY Anything? MICHAEL No. BARNEY Burgers? MICHAEL YES. Michael stares blankly at him. dad. BLAIR Just toss me your anchor rope and I'll tow you in. BARNEY Tell your mother we threw them all back. Don't worry. Birkenstocks.) Need any help? PADDLING toward them in a canoe . Tree hugger. The engine won't turn. Soft. Beat.

I just moved from New York. MIRIAM You're kidding? He gave me my first job. BLAIR Isn't that coincidence.MOMENTS LATER Miriam hands Blair a glass of Iced Tea. 88. MIRIAM I used to work in radio in New York. Really? At WZAJ. BLAIR I'm renting a cottage here for the summer. Blair easily hops from his canoe to the dock. Ronald Lewis is an old friend of mine. tying his and Barney's boat up.GREEN 8-7-09 MIRIAM My brave hunters return. COTTAGE . A what? BARNEY Is that treatable? MIRIAM I could make a salad. * 130 BLAIR Sure I know it. 130 INT. . The universe works in strange and mysterious ways. BARNEY I was going to throw some burgers on the bar-b-que. but thank you. Want to join us? BLAIR I'm a vegan. Blair? BLAIR I work in radio. BARNEY What do you do.KITCHEN . BLAIR Where? MIRIAM It's a little jazz station.

I'm Miriam Grant.O. Barney grunts and waves half heartedly. They all say goodbye and Blair exits. and I should paddle back before it gets dark. Alphonse from Montreal: Leonard Cohen's "Dance Me To The End Of Love". And I re-attached the rip cord. Miriam's RADIO SHOW plays on the radio. As always. then hops in his canoe.DECK .NIGHT . 131 EXT.) Yeah. BLAIR (yelling) It was just a loose distributor wire. they all step outside. MIRIAM (V.CONTINUOUS 89.S.BARNEY CRYING 132 . RRRRR . CU .) --and we're going to end our program with a request from our regular listener.upon hearing the sound of the outboard motor. BARNEY AND MIRIAM'S APARTMENT . Blair waves. It was lovely to meet the both of you. BARNEY Fire it up.PRESENT DAY BACK TO PRESENT DAY. BARNEY (calling out) Michael. thank you for listening.KITCHEN . 131 Where they see BLAIR standing on the dock.BLUE 7-3-09 BLAIR I don't want to impose. CUT TO: 132 INT. MIRIAM That was nice of him. want to do the bar-b-que? MICHAEL (O. COTTAGE .

A belligerent Barney coupled the disorderly mess of the apartment is the last thing she wanted to end her day with.NEW YORK CITY . I'll just grab a cab to your place. He hangs up.. CAROLINE I thought you were going out for dinner. BARNEY (yelling at TV) Useless goddamn pansy ref. CUT TO: 135 136 OMITTED INT. Barney is yelling at the TV.. briefcase. pressing his sleeve to his eyes to halt the sting.. Michael greets her at the door.. love you. TAXI .business suit. The phone RINGS. hi. halfway through a bottle of Scotch and smoking a cigar.DAY 134 Barney riding in a yellow cab with a bag from SCHWARTZ'S on the seat beside him. He sees a young couple kissing in the same spot where he and Miriam first kissed.. The table littered with remnants of a meal from Schwartz's Smoked Meat. Michael. okay.YELLOW 8-7-09 90.NIGHT Barney and Michael watch a hockey game together. MICHAEL (apologetic)) Dad brought in smoked meat from Montreal.BROOKLYN .. As he chops an ONION while cooking dinner. I land at five. He answers... CAROLINE (to Michael) Didn't we agree to no cigars in the house? 135 136 . get your head out of your ass!! Caroline enters . 133 OMITTED The song continues over -133 134 INT. BARNEY Hello?. MICHAEL'S LOFT .

I'm sorry. you wouldn't do it in the first place. CAROLINE Turn that down please. MICHAEL If you were capable of feeling sorry. BARNEY MICHAEL. BARNEY Michael. wait-MICHAEL Good-night. Thank you. BARNEY Am I still allowed to use the bathroom or would you prefer I leave my business in paper bags by the door? Recyclable ones. Barney turns the TV off. Michael begins to follow. . BARNEY What do you expect me to do? woman hates me. I have to get up early. Barney looks to Michael for backup. BARNEY Michael. MICHAEL Good night.BLUE 7-3-09 91. BARNEY (CONT'D) There. Michael stops. She heads off to the bedroom. He grudgingly taps out the cigar. MICHAEL For what? BARNEY For what? For that. The MICHAEL Maybe she wouldn't hate you if you didn't behave like a child. but is met with silence. of course.

BLUE 6-25-09 BARNEY Chicken and the egg. MICHAEL No, dad, it's not. You can't keep acting this way. Not with us, or Mom and Blair. BARNEY So you're speaking for your mother now? MICHAEL Just leave them alone already. not coming back to you. She's


BARNEY If that's what you're so angry about, then fine. Tell your mother from this moment on she is forgotten. Erased. Nothing but a wisp of gray on the otherwise full, dark mane of my life. MICHAEL I'm sure she'll appreciate the sentiment, if not the poetry. Good-night. Michael starts to walk out-BARNEY Michael-MICHAEL What? BARNEY (beat) Are you really going to marry this woman? MICHAEL (angry) Yes, dad. I am. BARNEY Well, if she's going to be part of this family then you have to set her straight. MICHAEL What?? BARNEY What have you told her about me?

BLUE 7-3-09 MICHAEL I see where this going. I tell her everything. That's what couples do. BARNEY Spare me the sermon. she looks at me. I see the way


MICHAEL What are you talking about? BARNEY I saw O'Hearne's book on her night table. She can't even be bothered to hide it from me. How could you let her read that? She even has all these pages dog-eared in it... (beat) When she asks about Boogie, what do you tell her? Michael doesn't answer. Barney readies himself for one of the hardest things he's ever had to ask. BARNEY (CONT'D) Do you think I could have possibly done that? Beat. MICHAEL Only you really know. Michael exits. That devastates Barney. He simply deflates. Its incessant FLASHBACK TO: 137 INT. BARNEY AND MIRIAM'S APARTMENT - KITCHEN - NIGHT - PAST (2000) A KETTLE WHISTLING. Barney pours two cups of tea. not sure if it's still good. 138 INT. DEN - CONTINUOUS Barney carries the tea and honey on a tray. the sofa watching a NEWS MAGAZINE PROGRAM. Miriam is on Then smells a jar of HONEY, 138 137

From outside, a CAR ALARM has begun to whine. squeal turns into --

GREEN 8-7-09 MIRIAM (re: on TV) I know her. BARNEY (re: honey) Tell me if this is still good. MIRIAM She was my intern before we got married. She could barely string two words together.



Miriam drips the honey into her tea without smelling it. She passes it to Barney who is still not convinced it's edible. MIRIAM (CONT'D) Honey doesn't go bad. BARNEY Ever? MIRIAM Archeologists found honey in Egyptian tombs thousands of years old and it was still edible. Barney shrugs, uses the honey. Miriam curls herself into the corner of the sofa, feeling depressed. MIRIAM (CONT'D) Everyone seems to be doing pretty interesting things nowadays. BARNEY Giving birth and raising two amazing children is pretty interesting. MIRIAM But it doesn't command much respect, now does it? BARNEY Miriam-MIRIAM It doesn't matter. Miriam grabs a magazine from the coffee table, shutting down the conversation.


95. 139

Autumn. Michael (now 18) and a few buddies have loaded the last of his things into a small U-Haul. It's off to college. MIRIAM (crying) My baby. MICHAEL Mom, I'm not going to war. back for thanksgiving. She kisses Michael one last time. MIRIAM Okay, I'm going inside. MICHAEL (to Barney) Any last words of wisdom? BARNEY You need money, ask me. selling dope. MICHAEL No selling dope. Got it. else? Barney takes him in his arms. BARNEY I love you. MICHAEL I love you too, dad. A quick goodbye to Kate (16). KATE Take care of yourself. Michael jumps into the truck, starts to pull out. BARNEY Pull over if you get tired! 140 INT. BARNEY AND MIRIAM'S APARTMENT - KITCHEN - CONTINUOUS Miriam is washing the breakfast dishes. She's in a volatile mood as Barney enters. He comes up from behind and wraps his arms around her. quickly senses her mood and responds. He 140 Don't start I'll be


YELLOW 8-7-09 BARNEY Why don't we have lunch at the Ritz today? I'll call Jean and get our regular table. Barney grabs the phone and dials.


CUT TO: 141 EXT. RITZ CARLTON HOTEL GARDEN - DAY Barney and Miriam having lunch out in the lush, beautiful garden of the Ritz. Miriam stares absently at her plate. Her mind elsewhere. She sets down her cutlery. Her food only half eaten. BARNEY He had to move out eventually. MIRIAM I know. That's not it. (beat) I want to go back to work. I've been thinking about this for a while. Blair said he can get me freelance work. It's just research and writing for now but it could lead to other things. Maybe even on air. BARNEY And I'm sure Blair will do everything he can for you. MIRIAM Stop that. BARNEY (beat) Are you unhappy? MIRIAM No. Not in the way you're trying to get at. BARNEY Then in which way? 141

I have to believe I can be something other than just a wife and mother. 142 INT. Where does that leave me? I need more stimulation in my life. get a Villa on Lake Como. BARNEY Thank you. CBC RADIO STATION . He fakes through the deep panic he's feeling inside. JEAN How is everything? MIRIAM Excellent. JEAN May I get you anything else? We're fine. Jean leaves. polishing off his wine. BARNEY It's just that I've worked this hard so you wouldn't ever have to. soon Kate will be too. MIRIAM It was important. But Michael's gone. Jean. BARNEY I'll quit working. MIRIAM I knew how you would take this. MIRIAM You can't just fix this like you do everything else. I'm behind it.NIGHT Miriam interviews a distinguished looking man on the air. Barney sulks. as always. go to Italy. (beat) I need to do this. travel. Whatever you want to do. and you're as grown up as you'll ever be. I don't want you to. 142 . Can you try and understand? BARNEY Of course. We both agreed that was important.BOOTH . We'll retire early. A hundred percent. So you could be here with the kids and me.YELLOW 8-7-09 JEAN THE MAITRE'D comes over. 97.

ringing. CBC RADIO STATION . 143 INT. MIRIAM Stop it. Miriam.NIGHT Miriam hangs up.NIGHT The phone RINGS through an empty house.NIGHT Barney is sitting at the bar.Well. 98. doesn't hear it.MOMENTS LATER Miriam walks down the Hall with BLAIR. MIRIAM I hope that wasn't too painful. Thank you so much for coming in. Blair. GUEST It is was a pleasure.. HALLWAY . BLAIR Really. GRUMPY'S BAR . Dalhousie. Miriam lets out a big sigh of relief. Thank you. BARNEY What the hell kind of call is that??!! INSERT .HALLWAY . The staff on the other side of the glass APPLAUD. BLAIR Of course. Would you excuse me. bar ERUPTS at a bad penalty call. He 146 The 145 144 143 .on the bar. MIRIAM Thank you. that's all the time we have. 145 INT.CBC RADIO STATION . you're a natural.BARNEY'S CELL PHONE . BARNEY AND MIRIAM'S APARTMENT . Upset that Barney didn't answer. Mr. I'm going to call Barney. 144 INT. 146 INT. The ON AIR light turns OFF.BLUE 7-3-09 MIRIAM .. watching the hockey game. BLAIR Are you kidding? It was fantastic.

that right? BARNEY (beat) Yes. (MORE) You knew . and trying very hard to be quiet. BARNEY AND MIRIAM'S APARTMENT . 147 INT. like you've done a thousand times before. MIRIAM Did you hear my interview? BARNEY I'm sorry. 148 He's drunk 99. quiet apartment. I just lost track of-MIRIAM This was important to me. BARNEY Should I sleep on the sofa? She turns the lamp back ON.LATER THAT NIGHT Barney tiptoes into the dark. MIRIAM Okay. BARNEY I was at Grumpy's watching the game.YELLOW 8-7-09 147 INT.BEDROOM . Barney is about to crawl into bed-- 148 MIRIAM Where have you been? Miriam turns on the bedside lamp. MIRIAM But you missed my first on air interview because you were drunk and watching a hockey game.CONTINUOUS Miriam is already asleep. Miriam flips back over and turns the lamp OFF. MIRIAM Stop feeling sorry for yourself. BARNEY AND MIRIAM'S APARTMENT . BARNEY (beat) Yes. I wanted to be sure we're clear on what happened here tonight.

She turns the light OFF. Engraved beside hers is Izzy's name: ISRAEL PANOFSKY BARNEY You okay? IZZY Sure. CEMETERY . BARNEY I don't like the thought of you being alone. fast.1972. Good night. BARNEY I was thinking. IZZY I'm not alone.DAY Barney has accompanied IZZY to his Mother's grave.1925 . . Mother to Barney. Izzy points to a single grave beside theirs. we don't sleep apart. IZZY Thanks. IZZY You should get one. but no thanks. why don't you move in with us? Now that the kids are gone we have more than enough space. IZZY You got yourself a plot yet? BARNEY No. But he's not very convincing. Wife to Izzy. The good ones go 100. 149 Izzy places a rock on the double headstone: ESTHER PANOFSKY . See that? That's alone.YELLOW 8-7-09 MIRIAM (CONT'D) You're not sleeping on the sofa. 149 EXT.

I'm going to be right here with your mother. That's alone. (MORE) 100A. No wife. .PINK 7-13-09 IZZY (CONT'D) Buried alone. No kids.

are over for dinner. BARNEY AND MIRIAM'S APARTMENT .. Mr.YELLOW 8-7-09 IZZY (CONT'D) When you get to my age you'll see what a comfort that is. . You know it irritates Blair's asthma. much like how we perceive segregation or McCarthyism-Barney can't stand another second of this. BARNEY AND MIRIAM'S APARTMENT . 151 EXT. BARNEY AND MIRIAM'S APARTMENT . THREE wives! 150 INT. as a shameful and barbaric chapter in our history. exhausted. He gets up and MIRIAM Barney.NIGHT Barney crawls into bed with a moan. Barney heads out to the den.DEN . Long silence.CONTINUOUS The dinner 152 151 Barney lights his cigar with great pleasure. BLAIR --I think it's fair to say that in 50 years we'll look back on this time and our inhumane treatment of animals for the sake of mass consumption. Blair holds court while Barney broods over his Scotch. 152 INT. IZZY What? How long have you ever had to hold out. BARNEY (walking away) Jesus Christ. need to get laid. Miriam's reading. brings a cigar back to the table. Barney stares at the ceiling. please don't smoke that. BARNEY I know it must be hard without her. IZZY I'm used to being without her.NIGHT I 101. bored and annoyed with Blair's politically correct discourse.DINING ROOM .. 150 A group of Miriam's friends including BLAIR. Without a moment's pause. guests continue with their conversation.BEDROOM . Miriam sets down her book.

Reaches for the phone. MIRIAM You fell asleep at the table. then enters. She stops in front of room #4. 102. MASSAGE PARLOR . Beat. BARNEY I thought I was perfectly civil.? Barney nods. At least he went happy. MIRIAM (CONT'D) I forgot to ask.. She takes him by the arm and leads him down the hall. She takes his hand. The Madame. The phone RINGS.RECEPTION ..BLUE 6-25-09 MIRIAM If you can't at least be civil with my friends then don't bother joining us. who is sobbing.. GOLDIE (CONT'D) He talked about you all the time. GOLDIE (CONT'D) After they finished. Barney 153 154 INT. You made him so proud. 153 Barney groans. He's at a loss. EXT.NIGHT A non-descript building with a red neon sign: MASSAGE. the girl left the room to get a hot towel. Barney's eyes searching. how was the cemetery? BARNEY Good times. She opens a door and lets Barney go in -- 154 . MASSAGE PARLOR . Goldie looks up at CAMERA -GOLDIE Barney.NIGHT PUSH IN through a beaded curtain and into the waiting room of an old school "rub and tug" massage parlor. GOLDIE (45) is consoling a working girl. parks right in front. When she went back in..

leaving him alone.YELLOW 8-7-09 155 INT. 155 Barney enters. A shelf with a bottle of baby oil. A Barney sits on a small chair beside the body. Barney reaches into his pocket. Then he squeezes it tighter. MASSAGE PARLOR . Beat. He starts to laugh at the situation. The lighting dim. takes in the room.CONTINUOUS 103. holding it with both his hands. CUT TO: 156A THRU 158 OMITTED 156A THRU 158 . He sits beside Goldie in the reception. covered in a white sheet. patting his father's hand. Goldie shuts the door. and starts to cry.RECEPTION . GOLDIE He didn't get a chance to settle up. peaceful. half-grin on his face. a box of kleenex. He lifts the edge of the sheet and takes his father's hand in his. 156 INT. Izzy's body lays on the table. pressing it to his forehead. They share a quiet moment. hands her a couple hundred from his wallet.LATER 156 Barney exits the room. The walls bare. MASSAGE ROOM .

KATE What word is that? INSERT .DEN . Before shutting the door he pulls out an ONION .then puts it back.PRESENT Barney grabs an ice cube from the freezer for his Scotch. Dad.stares at it quizzically . He sets down his pieces. KATE You're missing half the letters..S.SCRABBLE BOARD. KATE (CONT'D) It's your turn. Barney goes into the DEN and refills his Scotch before sitting down to continue his Scrabble game with Kate. Attorney. His pieces spell: "ATTNY" Confused..YELLOW 8-7-09 159 104.. BARNEY What did you do? KATE Right there. KATE (CONT'D) BARNEY .NIGHT .? BARNEY Sorry. Barney stares at the board.) No. BARNEY You sure you don't want anything? KATE (O. BARNEY AND MIRIAM'S APARTMENT . 159 INT. thanks.

KATE No. dad. It's an abstract multi-colored whirlpool that winds down to a black center. She cries as long as she needs to. He pulls her into a comforting embrace.. They break apart. Barney's mind follows it down to the black nothingness. KATE Let me. I'm just happy it only took eight months to realize he was a jerk. BARNEY (CONT'D) Let me get you a tissue. for her to start crying in his arms. BARNEY Do you want to talk about it? KATE I'll be fine. No. FLASHBACK TO: .. takes her arm to stop her and pull her down to sit. KATE When you get that lazy with cheating. I know you're tired. He 105. I'll do it. That's all it takes She gets up to go to the washroom. Barney can tell that she needs to keep herself busy. BARNEY It'll be okay. She gets up and starts to clean up. she wipes her eyes on her sleeve. BARNEY Leave that. His eyes drift over and stop on LEO'S PAINTING prominently displayed on the wall.YELLOW 8-7-09 BARNEY It's the abbreviation. Barney watches her go. I promise. I'll get it.

DAY Barney escorts Leo and his Bimbo out. once said "nothing is as destructive to happiness as the remembrance of happiness lost". MIRIAM In what way? Leo pauses. BARNEY The pleasure was all mine. But then you returned the money. Leo Fasoli. LEO FASOLI (61). LEO (to Bimbo) Just a minute.DAY .BOOTH . there's a sense of melancholy to him. 160 * Miriam is interviewing Barney's old friend. CBC RADIO STATION . BIMBO It was very nice to meet you. saying you no longer wanted to do it. A LIMO waits right outside the door. CBC RADIO STATION . What happened? LEO It proved to be more difficult than I originally thought it would be. Barney and Blair watch from the booth. He's now a famous painter with an air of success and gravitas about him. you recently signed a seven figure deal with Simon and Schuster to publish your autobiography. 161 * * * * * * * . Leo lights a cigarette. She gives Leo a kiss. MIRIAM --and we're back talking with renowned painter and artist. 161 EXT.GREEN 8-7-09 160 INT. a stunning 28 year old BIMBO.PAST (2003) 106. cara mia. She slips into the limo. For all his success. then extends her hand to Barney. the French author. along with Leo's flavor of the month. Leo. LEO Andre Gide.

. It's a real coup for Miriam. BARNEY (CONT'D) Thanks again for doing the interview.GREEN 8-7-09 BARNEY (CONT'D) (re: Bimbo) You like this one? Leo just shrugs. 106A.

BLAIR I don't have it yet. LEO There's nothing I would enjoy more but I have to get back to New York. And a toast to Blair and his new job in New York. They drink. BARNEY So when are you going to find out? . BARNEY AND MIRIAM'S APARTMENT . MIRIAM Guests don't clean. BLAIR Let me help you. It makes me happy. BARNEY Here's hoping. They hug. MIRIAM Yes you did. Leo gets in the limo and is driven away. BLAIR Allow me a toast to you Barney.NIGHT 162 Blair has joined Barney and Miriam for dinner. Long silence. You really came through getting Leo to do the interview. Miriam heads to the kitchen. BARNEY Are you sure you can't stay the night? We'd love to have you over.DINING ROOM .BLUE 7-3-09 LEO It was my pleasure. Miriam begins to clear the table. She's an amazing 107. woman. 162 INT. while Barney broods in silence and polishes off another Scotch. LEO (CONT'D) You've made a wonderful life for yourself. Miriam and Blair enjoy lively conversation.

BARNEY Just because you're gay. doesn't mean you can't be assertive.MOMENTS LATER Miriam kisses Blair good-night. Push them..BLUE 7-3-09 BLAIR Probably not for another month. The moment the door closes she puts on her game face and marches into the. INT. 163 164 INT.to confront Barney. MIRIAM Thank you for coming. Let them know they'll lose you if they sit on their asses.. BARNEY I didn't think so. who is just lighting up a cigar. DEN .CONTINUOUS . BARNEY AND MIRIAM'S APARTMENT . don't be so soft. but-Miriam enters. 164 . BLAIR Thanks for another incredible meal. BLAIR I'm not one to be aggressive like that. but Miriam-BLAIR Miriam thinks I'm gay? BARNEY I told her you weren't. BLAIR I'm not gay. and again.DOORWAY . BARNEY A month? Jeez. MIRIAM Thanks. it was a fantastic interview. congratulations. MIRIAM So what you are boys talking about? 163 108... Blair exits.

I'll take the week off. Let's just skip that whole part. MIRIAM We're not fighting about Blair. I think a little time apart will do us both good. MIRIAM I'm going to visit Michael for a week. MIRIAM No. BARNEY Okay.YELLOW 8-7-09 MIRIAM What's with you? And don't say "what?". or all the dinners you've ruined because you're incorrigible with my friends. BARNEY Why? MIRIAM Getting Leo to come in doesn't negate all the other interviews you've missed to get drunk and watch the game. BARNEY It doesn't? Miriam is NOT amused. okay? BARNEY I was giving him a few life lessons. MIRIAM By telling him I think he's gay? And who even jokes about that anymore? BARNEY I don't want to fight about Cher. BARNEY What? When? MIRIAM Next weekend. . What? BARNEY Where is this coming from? 109. We're fighting about you.

Spring has arrived. Barney grabs the keys.YELLOW 8-7-09 MIRIAM We've hardly been away from each other since we've been married.MORNING Barney slips into the soundstage just as they start rolling. The cab stops at a red light in front of the MONTREAL MUSEUM OF FINE ARTS. The thought of his departed friend hits him hard. greets him with a smile. walks away. Find out what I have to do to report it. RECEPTIONIST Good morning. TAXI CAB . CUT TO: 165 INT/EXT. He's fidgety. The RECEPTIONIST 167 INT. It'll be good for us to circulate the air in here a little. A RETROSPECTIVE. OFFICE . Barney looks out the window to see workers unraveling a DRAPERY announcing the next exposition: "LEO FASOLI .MORNING Barney enters the office in a foul mood. 165 Barney rides in a taxi. pulls away. It's only a week .okay? 110.IN MEMORIAM. Barney." ON THE DRAPERY is a PHOTO OF LEO from back in his Rome days. She gives him a kiss and exits.TOTALLY UNNECESSARY PRODUCTIONS . Coffee in hand.MORNING . 166 The taxi 166 INT.PRESENT DAY BACK TO PRESENT DAY. ON THE SET 167 . TV SOUNDSTAGE . Barney nods but he's not happy about this. RECEPTIONIST It's parked in the lot. I have the keys right here. BARNEY My car was stolen. he's scared to death. Actually. Anxious.

.YELLOW 8-7-09 110A. SEXPOT (21). cast as the new Nurse. young. ditzy. A scene is playing out between O'Malley and the new.

That's the point. 168 INT. Barney continues his searching. SOLANGE (O. SOLANGE You don't even know what I'm going to say. SOLANGE enters. the merriment around him seems to only make him more lonely and bitter.) And CUT! Check the gate! Solange gets up from the DIRECTOR'S CHAIR. I go to 111. I won't work out here. angry. She's now directing the show. SOLANGE What if it were something really interesting? This is annoying the hell out of him. 168 . He ducks out. the gym for that.S. BARNEY I'm not interested in what you're going to say. BARNEY Nope. BARNEY (CONT'D) I'm not interested. eager to tell him something.LATER Barney's rifling through drawers and shelves looking for something. Solange stands there grinning from ear to ear. tight outfit her character would have worn. SEXPOT Oh. SOLANGE Why did you leave the set? I thought you might want to give a speech. completes the first episode of our 30th season!! The whole crew bursts into applause.BLUE 7-3-09 O'MALLEY I have a feeling you're going to work out just fine around here. Even though it's Barney's show. yet still dressed in the same type of revealing. BARNEY'S OFFICE . He's frustrated. SOLANGE (CONT'D) And that everyone.

YELLOW 8-7-09 BARNEY Right now. SOLANGE I'm going to Bulgaria. 112. forcing them to raise their voices. SOLANGE I've been in systematic desensitization therapy to get over my fear of flying. I'm in a state of complete disinterest to all things. The coffee machine stops. Dead silence. OFFICE .CONTINUOUS Barney goes to the coffee machine.that you'll step off the plane right onto the tarmac. Barney hands her back the ticket and walks out of his office. Is that clear or should I have someone translate? Solange drops an AIRPLANE TICKET in front of Barney. Solange fights back tears. The machine REVS and GRINDS. Barney looks at the ticket. MARK What the hell is wrong with you? BARNEY With me? My friend Leo just died! 169 . BARNEY You haven't flown in thirty years. BARNEY Are you out of your mind? Some idiots keep printing thirty year old pictures of you in bikinis so old Bolsheviks can have something to jerk off to and you're going to fly half way around the world because of it? What do you imagine it will be like . Solange follows. get over it. a gaggle of paparazzi awaiting your arrival? You're a hundred and eighty years old Solange. One of those automatic ones where you press a button and it makes you a latte. First Class.. He makes his choice. The entire office watching them. Hermes scarf wrapped around your new 'do'.. 169 INT. Chanel glasses.

A SOCCER BALL rolls and stops at Barney's feet. Hops up to get ready. Barney stares back.) Justin. HALLWAY OUTSIDE BARNEY'S APARTMENT . DIES AT 66.BELOW THE FOLD: The article about O'HEARNE'S BOOK we previously saw.FRONT PAGE BLURB . BACK TO: . 171 INT.shit. JUSTIN (8) runs up and grabs the ball. NEIGHBOR (O.S. BARNEY Good morning.ABOVE THE FOLD: "LEO FASOLI. (CONT'D) 113. Barney turns back inside.YELLOW 8-7-09 Silence. Something he reads upsets him. we're late. FAMED ITALIAN PAINTER. 171 He stares up at Scans the front page. INSERT . BARNEY Fuck.FRONT PAGE HEADLINE . BARNEY AND MIRIAM'S APARTMENT ." We now understand what Barney was reacting to originally. come on. Barney. INSERT . FLASHBACK TO: 170 INT. Barney looks at his watch -.FLASHBACK 170 (This is a replay of the OPENING OF THE MOVIE) Barney picks up the morning newspaper. BARNEY Did you hear me?! SOLANGE (beat) Leo died a year ago. he's late. JUSTIN Hi Barney.FLASHBACK Barney's reading the paper as he finishes his bagel and lox. Justin runs off. Drops the paper on the table.KITCHEN .

. BARNEY Can I smoke in here? SOLANGE What do you think? Now be quiet and let Morty do his job. 172 Barney looks as though he's had the wind knocked out of him. DR. there's no right or wrong. BARNEY April. MANDEBAUM I'm going to start by asking you a series of questions. MANDEBAUM There's a point to all this. MANDEBAUM What city are we in? BARNEY Do you actually have a degree in medicine? (MORE) Barney's 173 . SOLANGE You were a pallbearer at his funeral.BLUE 7-3-09 172 INT. MANDEBAUM'S office. DR. (beat) What month is it? BARNEY You're joking.? Off Barney's confusion -CUT TO: 173 INT. Just answer them. DR. long time physician.DAY . MANDEBAUM What season is it? BARNEY Summer.. Solange approaches him carefully. BARNEY'S OFFICE . MANDEBAUM'S OFFICE . DR. (beat) Barney.PRESENT DAY 114. DR.DAY Barney and Solange are in DR.

DR.GREEN 8-7-09 BARNEY (CONT'D) (beat) Montreal..DAY .. 115. Barney paces while on the phone. you know. MANDEBAUM What kind of car do you drive? BARNEY Morty. dad. Desperate 174 175* 175A INT. * FLASHBACK TO: 174 175 OMITTED INT. (holding out phone) Mom. it's German. put your mother on the phone. then ringing. that's fucking embarrassing. INTERCUT 175A* . please. MANDEBAUM Just answer it.. MICHAEL (V. MICHAEL Nice to talk to you too. goddamn it.. I can't even find the fucking thing.O.DEN . hi.) Hello? BARNEY Michael.. and frantic without Miriam around.BROOKLYN . BARNEY AND MIRIAM'S APARTMENT ...DAY Miriam is cleaning up clutter around Michael's apartment. MICHAEL'S LOFT . BARNEY A. DR. Why should I care what it's called? (to Solange) And why are you crying? PRE-LAP: A phone dialing. MIRIAM (into phone) Hello.PAST (2003) Scotch in hand..

And you shouldn't have done that without talking to me first. MIRIAM Barney. please come home already. Please. That we'll be together forever. well. MIRIAM I wasn't punishing you. BARNEY I'm sorry..YELLOW 8-7-09 BARNEY Miriam. MIRIAM (beat) What? BARNEY I can't handle being without you for even a few days. and that got me thinking and. I just-MIRIAM Overreacted? Yes. and you go out and buy real estate for our afterlife. BARNEY What does that mean? You're not sure? MIRIAM Why is everything all or nothing with you? I say I need a little space. Come back 116. MIRIAM I know. I keep reaching over for you in bed and-BARNEY I bought our cemetery plots today.. tonight. (MORE) . BARNEY I've learned my lesson. That's a big thing. you did. (beat) I'm sure what you bought is fine. I just needed that settled. I can't sleep without you beside me.

but I really do have to go.if you bought it it's certainly the best plot in the whole city.GREEN 8-7-09 MIRIAM (CONT'D) What am I saying . not knowing what to do with himself. going out of his mind. GRUMPY'S BAR . 176 INT. No way! Barney shrugs. I'm not going to have this discussion with you. 117. I love you. BARNEY I love you. Now I have to go. Blair is waiting for us at the restaurant. He actually took YOUR advice and told them he had another offer. She hangs up. Goodbye. I love you-BARNEY Blair?! MIRIAM Don't even start. BLONDE (CONT'D) You don't remember me do you? BARNEY Should I? . He's already quite drunk. JILL --And so he leaves his OWN wedding and chases after her onto the train. But I'm still not coming home today. MIRIAM Barney.NIGHT Barney's sitting at the bar chatting it up with Jill and a BLONDE (38) patron. Barney looks around the big. empty house. So they called him down for a final interview. BLONDE You're crazy! 176* Jill goes to serve another customer. BARNEY I can't believe you're there with Blair. I'm enjoying my week with my son.

I remembered you right away. Morty. 118. bursts into Morty's office who is eating lunch at his desk. HARD CUT TO: 177 178 OMITTED INT. And I need the results as soon as possible. I don't remember.YELLOW 8-7-09 BLONDE I had a small part on your TV show a few years ago. (standing) I'm going to freshen up a bit. Too drunk and too horrified to process what he's just done. Syphilis. DR. BLONDE That's okay. in a state of panic. MANDEBAUM Test for what? BARNEY VD. whoa.DEN . 180 179 177 178 . 179 INT. 180 INT. BARNEY AND MIRIAM'S APARTMENT . BARNEY I need a test. Really? BARNEY I'm sorry. Barney is conspicuously silent and nervous. would you mind ordering me another? The look in her eye tells us exactly where this is going. DR.DRIVING . sweaty and satisfied. MANDEBAUM'S OFFICE . What the hell happened? BARNEY Just give me the test. Barney watches her walk away. BARNEY'S CAR .a HUGE bouquet of roses with a "Welcome Home" card sits in between Barney and Miriam.DAY Driving home from the airport . naked.NIGHT The blonde from the bar rolls off of Barney. AIDS-DR. MANDEBAUM Whoa.DAY Barney. Gonorrhea. Barney stares up at the ceiling. Now. slow down.

she's in the mood for love. MIRIAM I have a better idea. Both anxious and nice. He squirms out of her arms and carries the roses to the kitchen. MIRIAM I missed you.. 182 INT. BARNEY Why? MIRIAM 182 (CONT'D) BARNEY Hello? Hold on. BARNEY I missed you too. 181 She wraps her arms around his waist and kisses him.and run you a bath. Barney's acting strange.. BARNEY (CONT'D) But you must be exhausted .CONTINUOUS Barney fills a GLASS VASE with water. 119.. Problems on the set.I'll put on some tea . MIRIAM What's wrong? Nothing. Too nice.DAY They walk in from the airport. The phone RINGS. relax. Barney LEAPS to answer it.. BARNEY Let me put these in water and I'll unpack your bags. MIRIAM It's good to be home. BARNEY AND MIRIAM'S APARTMENT . talking from the other room.BLUE 7-3-09 181 INT. Barney. KITCHEN . . (to Miriam) It's work. Go. how does that sound? She follows him into the kitchen.

BARNEY I'm not sick. Thank 120. but stops in his tracks when he sees-Miriam crying. Terrified.PINK 7-27-09 MIRIAM When you're done hiding whatever it is you screwed up while I was gone.CONTINUOUS Ready for some good lovin'. 183 INT.. He closes his eyes and remains silent and still for a long beat. you. BEDROOM . She has to sit down. MIRIAM Then what is it? What are you hiding from me? . He hangs up. okay. You were acting so strange. all those cigars-BARNEY Miriam... MIRIAM (CONT'D) Why did you lie about it being Morty on the phone? Tell me the truth are you sick? (beat) TELL ME. so?. MIRIAM The way you cough at night. but I dialed star 69.) Are you off the phone? BARNEY Yes. 183 MIRIAM I don't know why. MIRIAM (O. Barney walks into the bedroom.S. I'll be in the bedroom... I am. Naked. She's trembling.. Barney takes a deep breath. Miriam exits. bye. He takes another deep breath to compose himself and exits. The phone in her hand. BARNEY Morty. thank God. oh. I'm not sick.

Miriam is completely devastated. Miriam. BARNEY It meant nothing to me. BARNEY (CONT'D) Please. We have a life. She storms out. 184 .PRESENT DAY PRE-LAP . Off Barney. 120A.A KNOCKING at the door.YELLOW 8-7-09 Beat.NIGHT . completely shell shocked we -CUT TO: 184 INT. MIRIAM HAD a life. BARNEY AND MIRIAM'S APARTMENT .

The final bars of Leonard Cohen's "I'm Your Man" playing on Miriam's radio show.that's for sure. her eyes filled with tears. BARNEY Easy. She starts toward the kitchen -- BARNEY (CONT'D) Have you talked to her yet? KATE No."I Don't Want To Hear It Anymore" by Dusty Springfield. She nods . (beat) Let's not mourn just yet. The door opens revealing KATE.a request from our ever faithful listener. hands him his drink.DEN . Barney looks at her with surprise. Alphonse. Kate nods. Barney grins. Morty says I've got at least a year before I'm totally bonkers. KATE Here you go. And here's one for you Alphonse . BARNEY Don't worry her with anything. she throws her arms around Barney and won't let go. Kate exits. He has to gently pry her arms from around his neck. FLASHBACK TO: She steps in and 185 Okay? .BLUE 7-3-09 121.O.) That was Leonard Cohen's "I'm Your Man" . 185 INT. His eyes drifting over old photographs and items of nostalgia. You could use one. Why don't you fix us a couple drinks. all the way from Montreal. kiddo. BARNEY (CONT'D) Your mother's show is on. MIRIAM (V.MOMENTS LATER Barney's sitting at his desk. Kate is standing in the door watching him. BARNEY AND MIRIAM'S APARTMENT . Alphonse.

YELLOW 8-7-09 186 122. his father. Michael won't even look at his father. BARNEY Michael.DAY . that no one can move or say a word. Barney SLAPS Michael. It's so utterly shocking to both of them. .KITCHEN . but your mother and I will work through this. Back and forth. (beat) I know how difficult this is for both of you. but it's hard to get past his flailing arms. MICHAEL Do you even understand what you did here? BARNEY Of course. MICHAEL There's nothing I can do about that. you miserable. tearing the room apart. HALLWAY OUTSIDE BARNEY'S APARTMENT . BARNEY Watch your mouth. Kate runs in and tries to stop him.Barney shatters a framed photo. Barney paces back and forth. MICHAEL Then how could you have fucked this up? How? She deserved so much better. BARNEY AND MIRIAM'S APARTMENT . He won't even look at Michael walks in to grab another box. Her eyes puffy from crying.DEN . 186 INT.PRESENT DAY 188 CRASH -. but she still loved you. wait. Barney steps aside to let Michael past with a box in hand. BARNEY AND MIRIAM'S APARTMENT . Michael then storms out of the house. BACK TO: 188 INT.CONTINUOUS 187 Through the apartment and into the kitchen where Kate is helping to pack.PAST (2003) Movers carry boxes down the hallway to the elevator. ungrateful prick. I'm still your father. We follow Barney back inside -- 187 INT.

SOLANGE (calling out) Allo? You better be decent. BARNEY I can't remember your mother's number. been.CONTINUOUS 190 She enters and sets the coffees down.BLUE 7-3-09 KATE DADDY. STOP.MORNING TITLE: 6 MONTHS LATER 189 DING. BARNEY Goddamn it! He sees Solange in the doorway watching him. He looks up her. won't make eye contact. 190 INT.BEDROOM . is trying but unable to do his tie. She steps to him and does his tie. He just stares at the TELEPHONE RECEIVER in his hand. The elevator doors open revealing Solange. 191 INT. WALK-IN CLOSET . His eyes filled with tears. STOP!! He finally stops. His frustration finally boils over. They say nothing. There. BARNEY AND MIRIAM'S APARTMENT . PLEASE. in his best suit. FADE OUT: 189 INT. SOLANGE Here. let me do it. Kate is unsure what to do. carrying two cups of coffee. He 191 SOLANGE (CONT'D) As handsome as you've ever Barney double checks the knot in the mirror. 123. Barney. HALLWAY OUTSIDE BARNEY'S APARTMENT . .BARNEY'S APARTMENT .SAME TIME Barney's side of the closet is filled with his clothes. while the other that once held Miriam's wardrobe is completely bare. She walks down the hallway to Barney's apartment and lets herself in with a key.

He takes one last look in the mirror.GARDEN . 192 AND 192A 193 EXT. taking advantage of every second he has to simply watch her. elegant and graceful as she ever was. . Every bit as gorgeous. RITZ CARLTON HOTEL .PINK 7-27-09 SOLANGE (CONT'D) It's time to go.DAY Barney sitting at his table in the Ritz Garden. 192 AND 192A 193 OMITTED 124. She walks out first. Barney sits tight. His breath is taken away when he sees -BARNEY POV Miriam entering the garden. drinking a glass of sparkling water.

..PINK 7-27-09 She sees him and smiles as she approaches the table. but it's over. She tries to laugh. Solange -. are you? BARNEY Only coffee for me now. We had a beautiful marriage. and shaking hands before Barney just takes her into his arms and hugs her. They play through an awkward exchange of leaning in for a kiss. BARNEY Have I ever given up when it comes to you? . They sit. MIRIAM You look great. They're always coming out with new treatments and trials-BARNEY Let's not do that whole thing. but has to fight off tears instead. I was actually thinking a dog collar might be easier. We 125. I want you to be at peace with that. MIRIAM You're not going to get sick on me again. can't we? No. BARNEY You look fantastic. all know where this is going. MIRIAM I'm here for you if you'll let me. MIRIAM We can be friends now. MIRIAM I've been doing some research. (pulls out a paper) My address and number. She nods. BARNEY We can't.all the important stuff in case I get lost. Kate's numbers. But I do have crib notes.

Barney and Miriam each have one. MIRIAM Would you excuse me? I have to use the ladies room? 196 INT. Miriam hands him his fork.. 194 195 They grin with anticipation. BARNEY So what makes you think I would start now? Beat. 194 195 OMITTED EXT.GARDEN .MOMENTS LATER Miriam returns from the washroom and is panicked when Barney is missing from the table. RITZ CARLTON HOTEL GARDEN .DAY 126. She opens her eyes to see-BARNEY'S HAND hovering above his cutlery. 197 INT.A PIECE OF CHOCOLATE CAKE. Mmmm.YELLOW 8-7-09 MIRIAM Never. RITZ CARLTON HOTEL . Heaven.MOMENTS LATER Miriam crying in a stall. LATER CU . are you ready to hear the specials of the day? BARNEY Sure. Miriam slices through the moist. She races over to Jean. LADIES BATHROOM . JEAN Bonjour. warm chocolate sponge. which one he is supposed to use. Carries it past her lips and savors. 197 196 He can't remember . And they eat cake. BARNEY Thank you.RITZ CARLTON ..

RITZ CARLTON HOTEL . Miriam cocks her head. he paid the bill. 127.GREEN 8-7-09 MIRIAM Jean.THE PAPER "CANADIENS 2 BRUINS 1 IN OVERTIME. She carefully unfolds it-INSERT . CONGRATULATIONS. watch a movie. Barney is standing there. beat up WALLET. BARNEY Lost me? Hey. BARNEY It's beautiful in here isn't it? MIRIAM You forgot your wallet at the table.she pulls it out. you're practically shaking. takes her breath away. The paper old and cracked. * . wondering why he said that. BARNEY What's wrong? MIRIAM I couldn't find you. but forgot his wallet on the table. why don't we go home. the kids are gone. He's carried this on him all these years. BARNEY Look at you.. MIRIAM I thought I lost you. A SMALL PIECE OF PAPER is sticking out of the wallet. Seeing it literally 198* * RECEPTION HALL . curl up in bed. Without thinking why . I got so scared. did you see Barney? JEAN No. Jean hands her Barney's old.. Madame.MOMENTS LATER She enters the same hall where she and Barney first met. 198 INT. MIRIAM" * It's the note she passed to him the night they first met. grinning from ear to ear as if nothing is wrong.

She falls into his embrace. flippers and goggles. FADE OUT: TITLE CARD: ONE YEAR LATER CUT TO: 199 EXT. He takes her by the arm and walks her out of the lobby. Boogie's bones with snorkel. producer of the long running soap "O'Malley Of The North". was the only suspect in the case. Barney Panofsky. Are you okay? (off her crying) Oh my love.NEWS REPORT OVER IMAGES of the mountain.PINK 7-27-09 MIRIAM The kids.DAY ON TV . He pulls her close.. BARNEY (CONT'D) So what do you say? Can we play hooky? She can't bring herself to shatter his fragile reality. and Barney: REPORTER It was in a ravine on Mount Orford that Hydro workers stumbled upon the remains of Bernard "Boogie" Moscovitch. as happy as he's ever been. MOUNT ORFORD . His friend. BARNEY (CONT'D) Have I not loved you enough today? She buries her face in his neck to stop from completely breaking down. 128. 199 .? BARNEY Yeah. don't cry. the kids. MIRIAM Let's get you home.. having realized he's forgotten they ever split up. who went missing over thirty years ago. You're the one who dropped them off at school.

PATHOLOGIST Our findings show that Mr.CONTINUOUS REPORTER (on TV) But at least one part of a thirty year mystery has finally been solved. O'HEARNE Just because he didn't shoot him. A PATHOLOGIST RESPONDS TO REPORTERS. This just brings us one step closer to proving the truth. MICHAEL Okay. Moscovitch died from either being severely beaten with a blunt instrument or had fallen from a considerable height. For years now. 201 202 A LONG SHOT OF THE HILLSIDE WHERE THE REMAINS WERE FOUND. KATE (laughs) Oh. There were NO gunshot wounds whatsoever. Daddy has been paying some guy to make up those fake tabloid items about Solange.COTTAGE . 201 O'HEARNE IS MOBBED BY A THRONG OF REPORTERS ON THE STREET. KITCHEN . Michael has a thick DOCUMENT in his hands that he's looking over.BLUE 7-3-09 200 129. Where Kate is pouring them each a tea. doesn't mean he didn't kill him. 200 IDENTIFIED ON SCREEN. REPORTER Police say the pathologist's findings don't shed any new light onto who may have been responsible for this death -As the report continues we PULL OUT from the TV into-- 202 203 204 OMITTED INT. what is this regular payment out of the company? Kate takes the document. MICHAEL Why? 203 204 . that.

COTTAGE . DEN . . Daddy asked me to keep it going. Michael uses the honey and follows Kate out to the -205 INT.BLUE 7-3-09 KATE I don't know. MICHAEL I can't believe he's leaving that to her. MICHAEL Where did you hear that? KATE I don't remember. While she signs the pages. 130. Hands it to Michael. MICHAEL (smelling honey) Is this honey still good? KATE Honey doesn't go bad. You know she hated that thing? MICHAEL She's not gonna hate it when she finds out how much it's worth. They continue out to the -206 INT. It's a picture perfect day. Michael and Kate sit.CONTINUOUS 206 MOUNDS OF PAPERWORK everywhere. Michael looks out onto the lake. KATE As if running out on their wedding to chase mom wasn't enough of a rub.CONTINUOUS 205 Where they pass the well known sketch by Clara. Kate drips honey into her tea. SUNROOM . but it's true. MICHAEL Ever? KATE Ever. just in case she checked the number. He even had them faxed from Bulgaria. To make her feel good. He passes her a flagged contract from one of the paper piles.

Okay. Beat. Leo Fasoli. KATE What's next? MICHAEL (reading) "To my wife. 131. MICHAEL That doesn't mean anything. She's married to Blair. KATE See? He always hoped Boogie would come back. MICHAEL There's one last thing. MICHAEL I agree. (beat) He shouldn't have included that. It's not fair to her. He left Boogie money to publish any original writings of his choosing when he should return. I leave our city condo. and the adjoining plot to my own in Mount Royal cemetery where my wish is for her to buried along side me". Yeah. * . Miriam Grant Panofsky. She finishes signing the agreement. Hands it back. but it's not relevant anymore. KATE Only until death do them part. the original painting by my late friend.GREEN 8-7-09 MICHAEL What do you want to do about the cottage? KATE We're never selling this cottage. done.

MICHAEL I'm going to go down to the lake. Turns it back over again. MICHAEL Try it this way. oddly. Michael exits. Barney's mind is now almost completely gone. 208 EXT. even react to Michael's presence. KATE He's our father. I'm just saying that we'll never really know what happened.DAY Michael 132. Barney looks at it Michael and Barney look out ACROSS THE LAKE where a young family with two children play with a BEACH BALL in the water. Clips and . From here they look much like Barney's family did years ago. KATE Stop it. Michael turns the Banana over for him. Why would he leave Boogie money if he killed him? MICHAEL So no one would think he did. Michael takes out a cigar from his breast pocket. COTTAGE . Why can't you let go of this already? MICHAEL You brought it up. What else do you need to know? It's a touchy subject he'd rather not get into.BLUE 6-25-09 KATE Of course it does. 207 208 Michael walks to the lake and sits beside BARNEY. He didn't do it. He doesn't Barney is slowly trying to peel a BANANA from the WRONG END. lights it. stares out at the lake -207 MICHAEL POV BARNEY sitting on a lawn chair by the lake.

holding it. It pulls back up into the sky. I'm so sorry. having gotten away from the young family previously. FADE TO: 209 EXT. green grass flutter. if any. MICHAEL (CONT'D) Do you remember how much we loved that when we were kids? The WATER PLANE is still in the air and has begun to swing back around. He exchanges the banana for the cigar. The plane descends toward the lake. ALONG WITH THE BEACH BALL. It opens its hull and drops its water load . Blades of thick. Watching this. KATE Standing on the deck. He spots a WATER PLANE approaching.. MICHAEL (CONT'D) Boogie. His eyes light up with excitement. are a mystery to all. it suddenly comes together for Michael. watching them. dad..along with the BEACH BALL onto the side of a MOUNTAIN which we can easily identify as the spot where they found Boogie's remains. smoke it just fine. the hull closes. Barney continues to puff on his cigar.. dad. then pressing it to his forehead just as Barney did with Izzy when he died. 209 . just don't tell Kate.DAY Bright. but his thoughts. Tears in her eyes. MICHAEL (CONT'D) I'm sorry. Michael takes his father's hand. green leaves on a tree moving with a gentle breeze. Michael hears a RUMBLING in the distance.... Barney is able to 133. Oh my God. Floating in the middle of the lake is the BEACH BALL.. much to his surprise. is watching the plane too. did you see that? He turns to Barney who.. The plane's HULL opens and SWALLOWS up water. A perfect blue sky behind them.BLUE 7-3-09 MICHAEL (CONT'D) Here. CEMETERY .

Maybe the most picturesque spot ever.beside Barney's name is written -MIRIAM GRANT PANOFSKY * * * * * THE END . A view of the entire city. 210 EXT.DAY She reaches the highest peak on the only hillside in the cemetery..as she slowly walks uphill carrying fresh flowers. 210 She mutters a silent prayer before laying the flowers down.. then starts back down the hill.. Her eyes moist with tears. 134.GREEN 8-7-09 The sounds of footsteps on a rocky path. We remain on the hillside and move toward the grave.GRAVE SITE . she grazes the tombstone with her fingertips.2010 PAN ACROSS the DOUBLE HEADSTONE . CEMETERY . the HEADSTONE READS -BARNEY PANOFSKY 1944 . MOVING WITH MIRIAM .

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