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An original Lifetime movie by Tia Ayers

A fictional story based on true events

AGAINST ALL ODDS; THE RACHEL ALEXANDRA STORY By Tia Ayers FADE IN EXT. CHURCHILL DOWNS - KENTUCKY DERBY DAY It’s pandemonium as the Kentucky Derby has just ended. CALVIN BUREL, a handsome jockey (played by Patrick Dempsey), does a victory lap on the winning horse, MINE THAT BIRD. As he rounds the track, he gives a thumbs up to the horse’s owner, MARK ALLEN (played by Michael Chiklis). Mark is too busy congratulating himself to notice. EXT. PRESS BOX - CONTINUOUS Sportscaster BOB COSTAS (played by Bob Costas), reports to a camera. COSTAS There you have it, the winning horse of the 2009 Kentucky Derby is Mine That Bird, owned by Mark Allen. Coming in second, is Pioneer of the Nile, owned by Ahmed Zayat. EXT. GRANDSTAND - CONTINUOUS As Mark struts down to the winner’s circle, he passes by AHMED ZAYAT (played by Armand Assante). MARK (to Ahmed) Better luck next time! EXT. WINNER’S CIRCLE - A LITTLE LATER Flashbulbs go off as pictures are taken during the trophy presentation. Bob Costas, who is now on the field, continues his report. COSTAS And another exciting day at the Derby, the first leg of the Triple Crown. The next leg will be in two weeks at the Preakness Stakes. We’ll see you then at Pimlico Field.

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EXT. HORSE RACING TRACK - A FEW DAYS LATER A sparse crowd watches horses race. It’s quite different from the pomp and circumstance of the Derby. JESS JACKSON (played by Bruce Dern) an older senile man with a heart of gold sits in a private box. He is accompanied by his granddaughter CLARA, a beautiful woman, also with a heart of gold (played by Alyssa Milano). JESS I think I’m gonna buy one of these horses. CLARA Oh, Grandpa,why would you wanna do that? JESS I’m sick of just being a filthy rich, wine magnate. I want to put my money to good use. CLARA (chuckling) Well, I don’t think investing in horses is the way to go about it. Jess looks at the field through binoculars. JESS Say, isn’t that the jockey who just won the Kentucky Derby? Where? Jess hands Clara the binoculars. POV FROM BINOCULARS We see a close-up of Calvin. He’s at the starting gate preparing for a race. Clara hands the binoculars back to Jess. It is. JESS What’s the name of the boy he’s riding? CLARA CLARA

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Clara thumbs through her racing program. CLARA That’s no “boy.” That’s a filly. And her name is Rachel Alexandra. JESS Well, I’ll be. A SHOT goes off and the race begins. Jess and Clara watch. As Calvin and the filly lead the pack, the excitement grows. JESS Look at them go! Rachel Alexanda cross the finish line first. JESS I want that filly. INT. HORSE STABLE - A LITTLE LATER FRANK SMITH, Rachel Alexandra’s owner (played by Tom Selleck), talks with Jess and Clara as he tends to the horse. FRANK I told you, she’s not for sale. JESS Oh, come on. CLARA Grandpa! (to Frank) I’m sorry we bothered you, sir. Uh-huh. JESS Okay, okay. But why don’t you take that filly and race her against the big boys? You know, Triple Crown events. FRANK I don’t race her against male horses. Did you see the Kentucky Derby last year? There was a filly named Eight Bells. She died on the track. FRANK

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JESS Yeah. but Rachel could be the first female horse to win in 85 years. She’s just as strong as the colts. FRANK I’m not gonna take that chance. CLARA Wait a minute. You’re not gonna race her in the Preakness just because she’s a female? Well... CLARA Oh, it’s just like a man to hold a woman back. Did you ever think to ask her what she wants? Clara sympathetically strokes Rachel Alexandra’s hair. RACHEL ALEXANDRA (voiced by Glenn Close) Neigh. JESS Say, Frank, if you own this horse, why are you shoveling her manure? FRANK Times are tough. I can’t afford a staff. JESS Well, I’m about to fix all your problems. How’s 10 million dollars sound? FRANK Ten million dollars? She’s all yours. EXT. JUST OUTSIDE THE STABLES - CONTINUOUS Calvin is being interviewed by a LOCAL SPORTS REPORTER. LOCAL SPORTS REPORTER How did riding the filly today compare with the Derby win? FRANK

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CALVIN I’ll be honest, Rachel Alexandra is the best horse I’ve ever ridden. JESS (off-camera) Woo-eee! The reporter and Calvin both look up as Jess bursts through the door, followed by Clara. CALVIN What’s all the commotion? And who are you? JESS You’re looking at the new owner of Rachel Alexandra. What? JESS Tell me something, son. How would you like to race Miss Alexandra in the Preakness Stakes? CALVIN Well, actually-CLARA Let me guess! You don’t want to race a filly. You’re just another ones of those sexist jerks who thinks that girls can never beat boys. CALVIN I’d be honored to race her. Really? She looks at Calvin with new eyes. There is a noticeable attraction between the two. JESS Hot damn! We’re gonna win. The local sports reporter holds a cell phone up to his ear. LOCAL SPORTS REPORTER Boss, have I got a story for you. CLARA CALVIN

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INT. MARK ALLEN’S STUDY - THE NEXT DAY A furious Mark Allen slams a glass of bourbon down on his desk. Next to the glass is a newspaper with the headline: “CALVIN BUREL TO RACE FILLY IN PREAKNESS.” MARK That double-crosser! I’ll show him! Just then KATIE ALLEN, Mark’s 13-year-old daughter (played by Dakota Fanning), centers wearing her little league uniform. KATIE Daddy, are you coming to watch me pitch today? MARK Not now, Katie. KATIE But the Phillies might win the championship today. MARK Phillies? Ugghhh. Maybe next year. KATIE (disappointed) Okay. Katie exits sadly. Mark takes a swig of bourbon and looks down at the article. MARK Rachel Alexandra, you’re going down. Mark picks up the phone and dials a number. INT. AHMED ZAYAT’S STUDY - CONTINUOUS The phone rings in Ahmed’s study. Ahmed answers. Hello? AHMED

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INTERCUT BETWEEN MARK AND AHMED MARK Did you hear the news? AHMED Pitiful. To race an inferior female horse against our superior male horses is just stupid. MARK And to top it off, my own jockey stabs me in the back. AHMED Well, maybe if you treated your jockeys a little better-MARK Damnit, Ahmed. If I wanted a lecture I’d call my wife. Now, I’ve got a plan to stop this filly and Burel right in their tracks. AHMED I’m listening. INT. JESS JACKSON’S VILLA - THE NEXT DAY Jess Jackson’s vineyard has been converted into a makeshift horse stable and track for Rachel Alexandra. Calvin rides the horse while Jess and Clara watch. JESS Look at them go. Yeah. Jess notices that Clara is gazing at Calvin. JESS Somebody’s gotta crush. An embarrassed Clara turns away. CLARA I do not have a crush. Jess chuckles. CLARA

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CLARA I better go. I have to turn in the Preakness entry form for Rachel Alexandra. Clara hugs her grandpa and awkwardly waves Calvin goodbye. INT. HORSE RACING ASSOCIATION HEADQUARTERS People stand in line to turn in entry forms for the Preakness. A REPRESENTATIVE takes the entries from the people. Among those in line are Mark and Ahmed. Rachel enters and stands behind Ahmed. The representative helps Mark. REPRESENTATIVE Ah, Mr. Allen. Congrats on the Derby win. I assume you’re entering Mine That Bird. MARK Yep and a couple other horses too. REPRESENTATIVE Oh, really? CUT TO: A FEW MINUTES LATER REPRESENTATIVE And Mr. Zayat. How are you today? AHMED Just fine. I want to enter my three best in the race. CUT TO: A FEW MINUTES LATER REPRESENTATIVE Uh, miss? Can I help you? CLARA Yes, I’d like to enter Rachel Alexandra into the Preakness. REPRESENTATIVE I’m sorry, but that’s not possible.

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CLARA Why? Because she’s a filly? Let me tell you something. In this country, females have rights. Even female horses. REPRESENTATIVE Miss, calm down. It’s not because she’s a filly. We already have enough horses. CLARA But that man just entered three horses. That’s not fair. REPRESENTATIVE That’s the way it goes. An upset Clara exits. EXT. PARKING LOT Mark and Ahmed are waiting for Clara at her car. MARK Tell Calvin I’m sorry I won’t be seeing him at Pimlico. Clara points to Ahmed. CLARA You. You’re the guy that entered the extra horses. AHMED Relax, doll. I only entered three horses. This guy entered five. CLARA You know what? You’re just scared. Scared that a girl would beat the boys. Ahmed laughs. AHMED You don’t have a woman do a man’s job and you don’t have a filly run a colt’s race.

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MARK And you don’t change horses midstream. Let that be a lesson to your jockey. Mark and Ahmed walk away laughing. Clara dials her cell phone. CLARA Grandpa, I have bad news. EXT. JESS JACKSON’S VILLA - THAT NIGHT Jess, Clara and Calvin all look defeated as they sit around a fire pit on the villa. Even Rachel Alexandra who grazes the grapevines, looks depressed. CALVIN I should have known that Mr. Allen would do something like this. CLARA I’ve never seen such repulsive misogynists. RACHEL ALEXANDRA (moaning) Neeeeiiiiigghhh! CLARA You said it, Rachel. JESS Well, I’m turning in. Jess kisses Clara good night and exits. CALVIN I feel so bad that your grandpa spent all that money for nothing. Yeah. CALVIN If only there was something we could do. Yeah. CLARA CLARA

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They sit for a beat in silence. CLARA Wait a minute! I think there is something we can do. Really? CLARA You think you can get in touch with that local sports reporter? CALVIN I just might. INT. MARK ALLEN’S STUDY - DAY A large plasma TV screen is on. Bob Costas reports. COSTAS (on TV) Jealousy, sexism, unsportsmanlike behavior. It seems that’s what the sport of horse racing has come to. Rachel Alexandra is a promising filly who just wants a chance to race at the Preakness. But Mark Allen and Ahmed Zayat seem to think that female horses don’t belong, so they hatched a plan to keep her out. This begs the question: How can they call themselves men? They are a disgrace to the sport and to our gender. Mark is stunned. The phone rings and he answers. Yes? I’m out. We can hear Ahmed’s wife yelling at him in the background. What? AHMED I’m out, man. My wife is crazy-mad. MARK AHMED MARK CALVIN

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MARK You’re just gonna pussy out on me? Just then, Katie, enters with tears streaming down her face. KATIE Daddy, is this true? You really won’t let a girl into the race? Mark looks at his daughter, then at the phone. MARK I... Uh... No, it’s not true. He hangs up the phone. EXT. JESS JACKSON’S VILLA - A LITTLE LATER Jess talks on the phone, as Clara and Calvin sit nearby. JESS Well, thank you so much. Bye! Jess hangs up the phone. JESS She’s in the race! Clara and Calvin cheer. JESS I can’t thank you kids enough. Jess approaches Rachel’s stable. Clara and Calvin embrace. CALVIN You did it! CLARA Well, I couldn’t have done it without Rachel Alexandra. Her feminine strength inspires me. CALVIN You inspire me. They gaze into each other’s eyes. It looks like they might kiss, but Clara pulls away.

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INT. STABLE - A FEW MINUTES LATER Jess pets Rachel’s hair. JESS (whispers) You hear that, girl? You’re gonna race the Preakness. And, by golly, you’re gonna win. Neigh. EXT. PIMLICO PARK - PREAKNESS STAKES DAY The arena is filled. The jockeys prepare for the race. The horse owners sit in different parts of the stands, including Ahmed and Mark. Clara sits next to Jess. She gives him a hug. JESS What’s that for? CLARA You said you wanted to put your money to good use. Well, Grandpa, you did it. You’ve helped the female cause. JESS Ah, hell. I just want the best horse to win... even if she is a girl. A SHOT goes off and the race begins. They cheer as Calvin and Rachel race down the track. Right behind them is Mark’s horse, Mine That Bird. As they round the last furlough, the race plays in Slow-Motion. Calvin and Rachel Alexandra win! The crowd goes wild. Clara and Jess hug and cheer. Ahmed and Mark both look disappointed. As Calvin begins his victory lap, Clara and Jess make their way down to the winner’s circle. RACHEL ALEXANDRA

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They meet Rachel and Calvin at the finish line. Jess feeds Rachel sugar cubes. Clara and Calvin embrace. They lock eyes and the attraction takes over. They kiss passionately. RACHEL ALEXANDRA (approvingly) Neigh. This makes Clara and Calvin laugh. They turn their attention to Rachel. CLARA You did great, girl! As we pull away from the happy “family”, we see Bob Costas reporting into a camera. COSTAS There you have it, Rachel Alexandra, the first filly to win the Preakness in 85 years. Rachel Alexandra, reminding us all that sometimes the best man for the job is a woman. Neigh! FADE OUT. RACHEL ALEXANDRA