EXT. CASTLE - AFTERNOON PUSH IN to castle. INT.

CASTLE - HALL - AFTERNOON BABAR and CELESTE are strolling down the hall. They stop in front of the Playroom. Babar and Celeste hear a BANG and they glance at each other. Celeste smiles as Babar opens the door. FLORA AND ALEXANDER (laughing) INT. PLAYROOM - AFTERNOON Babar and Celeste see FLORA and ALEXANDER playing with the many scatter toys that are on the floor. As Flora and Alexander notice Babar and Celeste they drop the toys on their hands and run to them. FLORA AND ALEXANDER Momma! Papa! Babar embraces Flora. Celeste cuddles Alexander. Flora and Alexander are put back down and Celeste realizes that... CELESTE Flora, where is your brother? FAVORING Flora and Alexander as they look at each other. FLORA Hes in his room and is not coming out. Like Ever! WIDE ANGLE - ALL Babar and Celeste share a concern look. BABAR Ill go talk to him. Celeste nods. ALEXANDER Mamma, Look! Celeste looks down to see Alexander showing her his awesome airplane trick. ALEXANDER

2. CELESTE (laughs) FLORA Look at me, Mamma. Flora does half a cartwheel. Babar closes the door behind him as Celeste LAUGHS. INT. HALL - CONTINUOUS Babar approaches POMs room. He slowly opens the door. BABAR (O.S.) Oh, dear... BABARs POV: SCANNING POMS ROOM And its upside down! All his crayons, color pencils, white papers - with and without pictures - are scatter everywhere. POM (O.C.) (sobbing) FAVORING POM As hes on his bed. WIDER ANGLE to include Babar. As he gently sits next to Pom. BABAR Whats the matter, Pom? POM Ill never be a good artist. BABAR Oh? And who told you that? POM Sebastian did. He said he didnt like my drawing. BABAR Now I dont think that means you arent a good artist. Pom sits up and wipes the tears away. POM Yes, it does.

3. Babar makes himself more comfortable. BABAR You know, Pom, this reminds me of a story. It does? POM

Babar gestures for Pom to sit closer to him. Pom obliges. EXT. THE CITY - LIBRARY - DAY PUSH IN as citizens are coming to and from the library and as cars are passing by. BABAR (V.O.) It was a beautiful spring morning and I was busy doing research for a school project. INT. LIBRARY - DAY Babar is holding so many books that its making it hard for him to see where hes going and who is coming. A CITIZEN notices Babar just in time. Oh! Sorry. CITIZEN BABAR

Babar is having a hard time with his balancing act that other citizens quickly get out of his way. Pardon me. BABAR (CONTD)

MAX, an aspiring writer, is extremely focus on the book he is reading that he doesnt even see Babar coming his way. Babar still trying to keep his balancing act doesnt notice Max either. BOOM! They collide. Babar and Max now both on the floor and the books are scatter. Ouch! BABAR AND MAX

Max finally notices Babar.

4. MAX Oh, dear. Im very sorry. I was so busy-Max begins searching for the book within his reach and its not there. My book! MAX (CONTD)

He gets up and begins looking for it. Babar stands up and starts collecting his mess. BABAR (guilty) No, Im sorry. I didnt know where I was going. Max stops his search and finally acknowledges Babar. MAX No. Its my fault. I shouldve been more careful. Max bents down to help pick the books. MAX (CONTD) Here. Let me help you. Babar and Max continue picking up Babars books. CLOSE ANGLE ON the book Babar picks up: A version of A Tale of Two Cities. BABAR (sotto) A Tale of Two Cities. WIDER ANGLE to include Max. My book! MAX

Babar hands the book to Max, who hands Babar the last of his books. Max is about to go his way and notices that Babar needs some help. MAX (CONTD) Here, let me help you. BABAR Oh, thats okay.

5. MAX Please. Its the least I can do. It was my fault too. Babar gives in. Thank you. BABAR

Babar and Max begin to walk to the LIBRARIANS desk. MAX Are you reading all these books. BABAR Yes. Its for a school project. MAX (reminiscing) Ah. How I miss those days. BABAR What about you? Are you doing research too? MAX No. I just love this book. I read it all the time. BABAR Must be a good book. It is! MAX

And as Babar and Max keep on walking, Max tells Babar all about it. MAX (CONTD) (passionate) Its such a beautiful story. ANGLE ON the Librarians desk. THUMP! Babars book are placed on the desk. BABAR Wow. That does sound like a great book. MAX Most definitely! Their excitement gets the Liberian's attention.

6. LIBRARIAN Why hello, Babar. Max. BABAR/MAX Hi, Mrs. Livingston. MAX Guess I should go back to my reading. BABAR Okay. It was nice meeting you. Max and Babar shake hands. Max begins to walk O.S but waves at Babar one last time. MAX See you later, Babar. LIBRARIAN You know, Babar. If you need help with your project you should ask Max. Babar turns to Mrs. Livingston. LIBRARIAN (CONTD) I dont know if he told you but hes a writer. He is? BABAR

Mrs. Livingston smiles and Babar looks back one last time as Max is seen enthrall in his book, not noticing those around him either. EXT. MADAMS HOUSE - EVENING PUSH IN at Madams home. BABAR (V.O.) That night, all I was thinking about was Max. I had never met a writer before and well, I was really curious. INT. MADAMS HOUSE - DINING ROOM - NIGHT CLOSE ON Babars plate as he is playing with the peas and carrots.

7. WIDER ANGLE - ALL MADAM Something on your mind, Babar? BABAR Huh? Oh. Sorry. I was just thinking. MADAM (concern) Something wrong? BABAR Oh, no! I met a writer today. MADAM How exciting! BABAR Yes, Madam. It is. But? MADAM

BABAR Well, Ms. Little recommended interviewing a writer and I met one. I just dont know if hell say yes. Madam stops and smiles. MADAM Babar, I think that if you ask him politely he will say yes. Babars expression changes. BABAR You really think so, Madam? MADAM I do, Babar. Babar finally focuses on his dinner with Madam as the CAMERA PANS BACK. EXT. LIBRARY - DAY WIDE ANGLE to include Babar Who is running.

8. BABAR (V.O.) That night all I thought of was how to ask Max for his permission. I was a little scared but I knew I just had to try. CLOSE ON the entrance door. BABAR (panting) Babar composes himself and goes in. INT. LIBRARY - DAY CLOSE ON Mrs. Livingstons desk. As she is busy organizing books. BABAR Excuse me, Mrs. Livingston. Mrs. Livingston stops and looks at Babar. MRS. LIVINGSTON Why hello, Babar. BABAR Hello. Do you happen to know if Max is here today? Mrs. Livingston smiles and nods. MRS. LIVINGSTON Hes on the second floor to the left. Mrs. Livingston leans in. MRS. LIVINGSTON (CONTD) He always sits there. Babar smiles. Thank you! BABAR

MRS. LIVINGSTON Anytime, Babar. Mrs. Livingston goes back to her work. Babar takes a deep breath and marches head on.

9. ANGLE ON SECOND FLOOR BABARS POV: As he scans the room for Max. Their! Max is busy reading the same book from the other day. Babar GULPS as he heads to his target. Hi, Max. BABAR

Max looks up and smiles. Babar! Hi. MAX

BABAR I see youre reading the same book. MAX Never gets boring. Max takes off his reading glasses and points to the seat beside him. MAX (CONTD) Here, have a seat. Babar obliges. MAX (CONTD) So what brings you to the library today? Oh, well. BABAR

Babar fiddles with his hands. BABAR (CONTD) I wanted to ask you a question. Max closes his book. Now curious. MAX Okay. What is it? Babar becomes hesitant. BABAR Umm...You see. (beat) I was wondering if I could interview you for my school project.

10. MAX Me? Why me? BABAR We need to interview a writer and Mrs. Livingston said you were a writer. Max smiles. MAX Why thank you, Babar. But I dont know if I am the right person for that. Why not? BABAR

MAX Ive had one or two essays published. That doesnt make me a writer. BABAR But you love to write. Doesnt that make you a writer? You have had papers published too. MAX In a way. Maybe. Max looks at Babar and... MAX (CONTD) (gives in) Okay. Ill do it. Babar beams! Thank you! BABAR

Babar opens a notebook and get his pencil out. BABAR (CONTD) Okay. Lets see here. When did you know you wanted to become a writer? MAX (smiles) This must have been when I was eight years old. Or was it four...

11. And we PUSH BACK SLOWLY as Babar takes notes and Max answer questions. INT. MADAMS HOUSE - DINING ROOM - NIGHT Madam and Babar are eating dinner. Babar is more than delighted to share all that he has been learning. BABAR And he wrote his first book when he was my age! MADAM My goodness. He is passionate isnt he? BABAR Uh-huh! Max said that tomorrow hell let me read his manuscript! Madam CLAPS. MADAM That sounds exciting, Babar! CAMERA PANS BACK As Babar and Madam keep talking about what tomorrow brings. EXT. LIBRARY - DAY PUSH IN to the library as Max is waiting for Babar. BABAR (V.O.) That morning I made sure to wake up extra early just to make it on time. Max spots Babar O.S And waves with his free hand (he is holding the manuscript with the other). Babar! MAX

WIDER TO INCLUDE Babar. BABAR (panting) Sorry Im late.

12. MAX Dont worry about it. You made it on time. BABAR Thats good. Max hands his manuscript. He seems nervous. Hesitant. MAX Here. Youll be the first one to read it. BABAR (surprise) Really? Babar looks at the manuscript with different eyes. He clasps the manuscript even closer. BABAR (CONTD) I promise to be extra careful with it. Max laughs. MAX I know you will, Babar. Now remember, I am looking forward to your feedback. BABAR Oh yes, sir! Max looks at his watch. MAX Oh, geez. I have to run. Ill see you later, Babar. Max skips down the stairs and begins to walk away. He turns. MAX (CONTD) And remember to take care of my manuscript. BABAR Oh, I will. Babar tightens the manuscript even more now. CLOSE ON manuscript. INSIDE BABARs ROOM - AFTERNOON

13. BABAR (V.O.) After Max gave me his manuscript I made sure to rush home to read it. CLOSE ON BABARS BED As he is reading the manuscript with excitement. BABAR (sotto) Oh, no... Babar turns one page. And another. KNOCK Come in. BABAR (CONTD)

Madam enters with a tray of tea and crackers. MADAM And how do you like it so far, Babar? Babar keeps his eyes on the manuscript. BABAR Its great, Madam! I dont know why he hasnt sent this to a publisher. CLOSER ON MADAM as she sits on the bed. MADAM Well, maybe his good friend should tell him. Babar stops. BABAR I-I dont know, Madam. He didnt mention anything about having it publish. MADAM Let me ask you, Babar. If you would see his book in the library would you read it? Of course! BABAR

MADAM Do you think others would as well?

14. Babar nods. Uh-huh BABAR

MADAM Sometimes, Babar. They need a friend to tell them. Babar hesitates. Madam? BABAR

MADAM Yes, Babar? BABAR Would you like to read it? MADAM Do you think Max would mind? BABAR He never mentioned anything about not sharing the story with you... So I guess its okay. MADAM Are you sure, Babar? BABAR Most definitely, Madam. Besides, your feedback will be extremely helpful! CLOSE ON MADAM As she stands and gets the manuscript from Babar. She smiles. All right. MADAM

EXT. MADAMS HOUSE - NIGHT Crickets CHIRPING BABAR (V.O.) That night I couldnt sleep. All I could think of was the manuscript and whether Madam was going to like the story as much as I did.

15. INSIDE BABARS ROOM As Babar tosses and turns. ANGLE ON THE DOOR As Madams opens the door carefully. WIDE ANGLE - ROOM Madam places the manuscript on the night stand carefully. She exits quietly. BABAR (groggy) Did you like it, Madam? Madam turns to Babar. She smiles. MADAM Yes I did, Babar. Your friend has great talent. Babar sits up in a flash! BABAR You think so? I know so. MADAME

BABAR I cant wait to tell Max! Madam CHUCKLES. Babar YAWNS. Sleep finally catches on. MADAME Now its time for bed. Goodnight, Babar. BABAR Night. (yawns) Madam.... Babar goes back to sleep. Madam carefully closes the door behind her. INT. LIBRARY - DAY Max and Babar are sitting on their usual table.

16. MAX You showed my manuscript! A citizen is sitting near by and dislikes just how loud Babar and Max are getting. SHH!!!! CITIZEN

MAX (sotto) I cant believe you showed it to someone else. A stranger at that! BABAR Madame is not a stranger. Max takes deep breaths. Common sense hitting in. MAX And what did she say? BABAR She liked it! She says you have great talent. Max is taken away by the compliment. She did? MAX

Yes!

BABAR (ecstatic) CITIZEN

SHHH!!!!

BABAR (sotto) Sorry... Max begins to think. Looks down at his manuscript. MAX Maybe I should submit it. You know, give it a try. Babar becomes delighted. BABAR You should, Max. Your book is great!

17. The citizen finally has enough and walks away, right by them. Hmph! CITIZEN

Max and Babar look at each other. BABAR / MAX (laugh) Max and Babar smile at each other. Max stands. MAX Well, its time for me to go. That manuscript wont be sending itself. Babar stands. BABAR Do you need some help? I Can be your assistant. MAX Thats very nice of you to offer, Babar but this is something I have to do on my own. BABAR I understand but if you ever need help-MAX I know who to call. Thanks. Max strolls away from Babar. EXT. MADAMS HOUSE - DAY The birds are singing as we PUSH IN. INSIDE MADAMS LIVING ROOM As she is crocheting. BABAR And so now hes going to look for a publisher to send it too! MADAM That does sound exciting, Babar.

18. BABAR Oh, It is! (beat) I just wish I could help him though. Madam stops crocheting and pulls a business card from her pocket. MADAM Here. Maybe this could help. BABARS POV of the card: Martin DAYLE - EDITOR. WIDE ANGLE - All Babar becomes thrill. BABAR Madame! This is... Madame nods. MADAM Martin is a very good friend of mine. I gave him a called and recommended Max. He would be more than happy to read his manuscript. BABAR This is great! Thanks, Madam. Babar gets up from the sofa and dashes out. EXT. LIBRARY - DAY As Babar is running up the stairs. CLOSE ON BABAR As he reaches the entrance and bumps into Max who is coming out of the library. OMPH! Babar looks up. Max! BABAR BABAR/MAX

19. MAX Babar! Wasnt expecting to bump into you today. BABAR Im sorry about that. Babar pulls the business card from his pocket. BABAR (CONTD) (breathless) Here. ZOOM IN ON MAX As hes reading the name. MAX Babar! This is! BABAR Madame is friends with Mr. Dayle. She recommended you. Max is grateful. MAX I dont know what to say. BABAR Just say that you will send him your manuscript. Max grins. MAX Thanks, Babar. Ill send him my story right away. Max heads runs down the stairs. He waves at Babar. Good luck! Babar waves back. INT. LIBRARY - DAY MONTAGE - LIBRARY - BABAR AND MAXS SPOT Babar waiting anxiously for Max. Babar bored. BABAR

20. Babar trying to read a book. Babar laying his head on the table BABAR (V.O.) I waited and waited, but there was no sign of Max and I was becoming worried. END MONTAGE Babar spots someone wearing a coat that looks like Max and he goes after him. Max! BABAR

The MAN is speed walking out of the library and Babar is close behind! EXT. LIBRARY - DAY Babar is catching up to the Man. CLOSE ON THE MANS HAND As Babar finally gets a hold of the coat. The man slouches. MAX I was really hoping you wouldnt recognize me, Babar. Max takes his hat off. His passion--gone. BABAR Why? We are friends. MAX Why do you want to be friends with someone who is no good at writing? Babar lets go and becomes curious. BABAR What do you mean? MAX I submitted my manuscript but was turned down. Something about needing work. (giving up Lets face it. Im no good and the editor proved it.

21. Babar becomes furious. BABAR Thats not true! You are a great writer. Madam and I know so! Max takes in the kind words. MAX Im glad you think so... but I think Im done. Babar turns around and runs away. MAX (CONTD) Babar! Wait! INT. MADAMS HOUSE - BABARS ROOM CLOSE ON BABAR As he is laying on bed. WIDE ANGLE OF ROOM Madam opens the door and comes to the bed. Babar? MADAM

BABAR I dont get it, Madam. He has talent and gives up because someone didnt see how good he is. CLOSE ON MADAM As she sits on the bed. MADAM Do you believe he has talent? WIDER TO INCLUDE - ALL BABAR I know hes a writer. He shouldnt just give up. MADAM Maybe he needs to listen to those suggestions and make it better.

22. BABAR What do you mean? MADAM Remember how your teacher gave you those notes on your paper? Babar nods. MADAM (CONTD) They were suggestions. And you listened to them. You turned in an even better report. BABAR Youre right! He needs to see it that way. MADAM Babar, sometimes friends need a little help. Babar sits and hugs Madam. BABAR Thanks, Madam. MADAM Youre welcome, Babar. PUSH BACK FROM SCENE INT. LIBRARY - DAY Babar walk and expression shows determination. BABAR (V.O.) The following day I decided to talk to Max and tell him what I really thought. CLOSE ON MAX As he is reading his book. BABAR (clearing his throat) Max puts the book down and sees Babars determine pose. Babar! MAX

23. BABAR Max, about yesterday. I think -Im sorry. Babar stops. MAX (CONTD) I thought I should give up. Mr. Dayle gave me his honest opinion and that shouldnt mean I need to quit. Really? BABAR MAX

MAX Of course. Besides, you and Madam believe in me. And that means I just have to work harder. Max pulls a new manuscript. MAX (CONTD) I started working on it yesterday. BABAR Am I going to read it? MAX Yes but not now. Max winks. MAX (CONTD) Its a secret. BACK OUTSIDE - CAMERA PANS UP BABAR (V.O.) After that day I didnt see Max again. He left the city on an adventure. A few years later I received a package. EXT. CELESTEVILLE - AFTERNOON PUSH IN on the city. CORNELIUS (O.S.) Sire, this just came for you.

24. INT. BABARS OFFICE Babar is busy with his royal duties and looks up. BABAR What is it, Cornelius? CORNELIUS hands him the package. BABARS POV: To Babar. POMPADOUR (worried) Sire, you sure you want to open it. What if its from a neighboring land who is trying to hurt you! Oh, dear. Oh, dear! BABAR (laughs) Now, Pompadour. Babar opens the envelope and takes out a book. CORNELIUS A book, Babar? I wonder. BABAR

Babar flips through the book and stops on the dedication page. BABARS POV: This book is dedicated to my good friend Babar. Who never gave up on me. POMPADOUR Thats very touching, Sire! WIDE TO INCLUDE - All Pompadour wipes his eyes with his handkerchief. CORNELIUS I never knew you were friends with an author, Sir. BABAR No, Cornelius. I was just good friends with Max. SLOWLY PUSH BACK

25. BABAR (CONTD) Max has now published a few more stories. And they keep on getting better. INT. POMS ROOM - NIGHT Pom leaps out of bed and starts picking up his mess. POM Youre right, Dad. I cant give up just because Sebastian didnt like it. I need to work harder. Babar smiles and begins to help Pom. BABAR Im glad youre not giving up, Pom. ZOOM OUT As Babar and Pom have fun cleaning the room. FADE OUT.