INT. PUBLISHING HOUSE RECEPTION AREA - DAY It's grand and modern. Random House-Knopf-Taschen is etched on the wall in large gold letters. An old woman enters carrying a tattered manuscript, maybe a thousand pages. She seems haunted, hollow-eyed, sickly. The young receptionist, dressed in a shiny, stretchy one-piece pantsuit, looks up. RECEPTIONIST Oh, hi. OLD WOMAN (apologetically) Hi, I was in the neighborhood and thought I'd see -RECEPTIONIST I think he's in a conference. Unfortunately. I'm really sorry. OLD WOMAN Would you just try him? You never know. As long as I'm here. You never know. RECEPTIONIST Of course. Please have a seat. The old woman smiles and sits, the bulky manuscript on her lap. She stares politely straight ahead. RECEPTIONIST (CONT'D) (quietly into headset) It's her -- I know, but couldn't you just -- Yes, I know, but -- I know, but she's old and it would be a nice -- Yes, sorry. (to old woman) I'm sorry, ma'am, he's not in right now. It's a crazy time of year for us. The receptionist gestures toward a Christmas tree in the corner. Its ornaments are holograms. OLD WOMAN This book -- It's essential that people read it because -(gravely, patting the manuscript) -- It's the truth. And only I know it. RECEPTIONIST (nodding sympathetically) Maybe after the holidays then. INT. TILED HALLWAY - DAY The old woman carries her manuscript haltingly down a subway hall. She stops to catch her breath, then continues and passes several archway with letters printed above them. When she arrives at one topped by an LL, she slips a card in a slot. A plastic molded chair drops into the archway. She sits in the chair; it rises. INT. TUBE -DAY


The woman is still in the chair as it slips gracefully into a line of chairs shooting through a glass tube. The other chairs are peopled with commuters. We stay with the woman as she and the others travel over New York City in the tube. There are hundreds of these commuter tubes crisscrossing the skyline. The woman glances at the manuscript in her lap. It's called: Eternal Sunshine of the Spotless Mind This serves as the movie's opening title. The other credits follow, as the old woman studies commuters in passing tubes. Their faces are variously harsh and sad and lonely and blank. INT. WAITING ROOM - DAY SUBTITLED: FIFTY YEARS EARLIER Every doctor's office waiting room: chairs against the wall, magazines on end tables, a sad-looking potted plant, generic seascape paintings on the walls. The receptionist, Mary, 25, can be seen typing in the reception area. Behind her are shelves and shelves of medical files. The door opens and Clementine enters. She's in her early thirties, zaftig in a faux fur winter coat over an orange hooded sweatshirt. She's decidedly funky and has blue hair. Mary looks up. MARY May I help you? CLEMENTINE (approaching reception area) Yeah, hi, I have a one o'clock with Dr. Mierzwiak. Clementine Kruczynski. MARY Yes, please have a seat. with you. He'll be right

Clementine sits. She looks tired, maybe hungover. She picks up a magazine at random and thumbs without interest. INT. INNER OFFICE AREA - CONTINUOUS Mary pads down the hallway. Yes? Mary opens the door, peeks in. Howard Mierzwiak, 40's, professional, dry, sits behind his desk studying some papers. MARY Howard, your one o'clock. MIERZWIAK (not looking up) Thanks, Mary. You can bring her in. She smiles and nods. It's clear she's in love. It's equally clear that Mierzwiak doesn't have a clue. Mary turns to leave. She knocks on a closed door.



MIERZWIAK (CONT'D) (looking up) Mary... MARY (turning back) Yes? MIERZWIAK Order me a pastrami for after? MARY Cole slaw, ice tea? MIERZWIAK (nodding) Thanks. MARY Welcome, Howard. She smiles and heads down the hall. Stan, 30's, tall, spindly, and earnest in a lab coat pops out of a doorway. STAN Boo. MARY Hi. She glances back nervously at Mierzwiak's open door. STAN Barely seen you all morning, kiddo. He leans in to kiss her. off. She cranes her neck to keep him

MARY (reprimanding whisper) Stan... c'mon... Sorry. STAN I just --

MARY (somewhat guiltilly) It's just...y'know... I mean... I know. STAN Anyway --

MARY Anyway, I've got to do my tap dance here. She indicates the door to the reception area. STAN See you later, alligator. MARY 'kay. Stan nods.


STAN Hey, if you're ordering lunch for Mierzwiak, would you -MARY I better do this, Stan. Stan nods again and Mary opens the door to the waiting room. MARY (CONT'D) Ms. Kruczynski? CLEMENTINE (O.S.) Hi. After a moment, Clementine appears in the doorway. leads her down the hall, not looking back. MARY (professionally courteous) How are you today? CLEMENTINE Okay, I guess. MARY (at Mierzwiak's office) Here we are. Mierzwiak steps out from behind his desk. MIERZWIAK Ms. Kruczynski, please come in. Clementine enters the office. Mary smiles at Mierzwiak and closes the door, leaving them alone. INT. OFFICE - CONTINUOUS Mierzwiak directs Clementine to a chair next to a coffee table and a conspicuously placed box of tissues. Mierzwiak sits across from her. He smiles. MIERZWIAK How are you today? CLEMENTINE Okay, I guess. MIERZWIAK (nodding sympathetically) Well, why don't you tell me what's going on? Do you mind if I turn this on? He indicates a tape recorder. CLEMENTINE I don't care. He turns it on, smiles at her, gestures for her to begin. CLEMENTINE (CONT'D) Well, I've been having a bad time of it with um, my boyfriend, I guess. Mary


MIERZWIAK You guess he's your boyfriend? Or you guess you're having a bad time with hm? CLEMENTINE What? No. I don't like the term boyfriend. It's so gay. Mierzwiak nods. throughout. He's attentive, pleasant, and neutral

CLEMENTINE (CONT'D) Maybe gay isn't the right word. But, anyway, it's been rough with him... whatever the fuck he is. Heheh. My significant other... heh heh. And I guess on a certain level, I want to break it off, but I feel... y'know... it's like this constant questioning and re questioning. Do I end it? Should I give it more time? I'm not happy, but what do I expect? Relationships require work. You know the drill. The thing that I keep coming back to is, I'm not getting any younger, I want to have a baby... at some point... maybe... right? So then I think I should settle -- which is not necessarily the best word -- I mean, he's a good guy. It's not really settling. Then I think maybe I'm just a victim of movies, y'know? That I have some completely unrealistic notion of what a relationship can be. But then I think, no, this is what I really want, so I should allow myself the freedom to go out and fucking find it. You know? Agreed? But then I think he is a good guy and... It's complicated. Y'know? MIERZWIAK I think I know. I think we can help. Why don't you start by telling me about your relationship. Everything you can think of. Everything about him. Everything about you. And we'll take it from there. She nods, thinks. CLEMENTINE Um, well, he's a fucking tidy one -EXT. COMMUTER TRAIN STATION SUBTITLE: TWO WEEKS LATER The platform is crowded with business commuters. Joel is among them. He is in his 30's, gaunt, and holding a briefcase. The platform across the tracks from him is empty. Suddenly he turns and makes his way through the crowd. He climbs the stairs, crosses the overpass to the empty platform. Soon an almost empty train pulls up to that platform. Joel gets on and watches the business commuters through the dirty window as his train pulls out of the

Once she passed. Cindy. He watches her for a bit. JOEL January 13th. Later: Joel walks up near the beach houses closed for the season.DAY Joel wanders the windy. BEACH . EXT. EXT. but off-season empty. I guess that's good. (thinks) It's cold. JOEL (V. he goes back to his writing. Joel sits in a booth and eats a grilled cheese sandwich and a bowl of He He tries . then as she nears. Food poisoning. The wind howls around him. station. No. Listen. We had sex.DAY It's a local tourist place. I think. It's Clementine. with his briefcase. Later: Joel digs into the sand with a stick. opens it and writes with a gloved hand. She stands out against the gray in a fluorescent orange hooded sweatshirt. Sorry it took me so long to call in. After two years apart suddenly we're talking about getting together again. She stops and stares out at the ocean.O. JOEL Hi. I saw Naomi last night. Joel writes. I guess I'd better get back to Naomi.LATER Joel talks on a phone. It was weird to fall into our old familiar sex life so easily. Today I skipped work and took the train out to Montauk. to shield the mouthpiece as he talks. empty beach. They nod at each other. walking in his direction.7. 2006. DINER . Joel. Later: Joel looks out at the ocean.) (CONT'D) If I'm constitutionally incapable of making eye-contact with a woman I don't know. (thinks some more) The sky is gray. Nothing happens. MONTAUK TRAIN STATION . or at least pretends to. He glances up. he watches her walk away. but I've been vomiting. I'm not feeling well this morning. INT. Like no time has passed. He has no other thoughts. He passes an old man with a metal detector. spots a female figure in the distance. He peeks cautiously in a dark window. (thinks some more) I don't know what else to say. Nothing changes. Later: Joel sits on a rock and pulls out a notebook.

then brings the cup back up. please.A BIT LATER Joel sits at the far end of the empty car and watches the slowly passing desolate terrain. Far down the beach Clementine stares at it. sees Joel. EXT. She takes a seat on a bench far down the platform. He looks embarrassed. tomato soup. After a moment the door . Joel glances at her bright blue hair. too. yes. He can't read the title. EXT. The waitress heads to the grill. CLEMENTINE You've saved my life! The waitress pours the coffee. An elderly couple drink coffee at the counter. Joel glances sideways at her then back at the ocean. BEACH .DAY Joel stares out at the ocean. It's blue. Joel stares at his hands. looks around. Her eyes meet Joel's before he is able to look away. playing as if they're old friends. WAITRESS We're having a run on it. then down at his journal. embarrassed. MONTAUK TRAIN STATION PLATFORM . the only other person there.8. pours something in. The waitress approaches her with a coffee pot. She picks an empty booth and sits. Clementine enters the platform. INT. CLEMENTINE (CONT'D) You got grilled cheese and tomato soup? Yeah. Clementine enters. Clementine pulls a book from her purse and starts to read. WAITRESS You know what you want yet? CLEMENTINE (laughing) Ain't that the question of the century. Joel glances up. Clementine looks around the place. She waves. Clementine fishes in her bag. He waves back. She smiles vaguely. TRAIN . brings the coffee cup under the table for a moment. takes off her hood. tries to see the cover. sort of goofily enthusiastic.LATE AFTERNOON Joel sits on the bench waiting for a train. The waitress is not amused. CLEMENTINE (calling) And some cream. Joel studies her discreetly. pulls out his journal and tries to write in order to conceal his awkwardness. WAITRESS Coffee? God.

Joel looks up. Take the leap and assume someone is talking to you in an otherwise empty car. she busies herself deciding where to sit. She settles on a seat at the opposite end of the car. She looks around the empty car.. Anyway. Oh.. believe me. Clementine makes her way down the aisle towards Joel. Joel looks out the window. . JOEL No.. JOEL No. CLEMENTINE So. Not that I don't need to scream sometimes. CLEMENTINE It's okay if I sit closer? So I don't have to scream. JOEL I'm sorry. She hesitates in the middle of the car. He feels her watching him.. CLEMENTINE Why? JOEL Why what? CLEMENTINE Why are you sorry? I just said hi. I didn't want to assume. looks back where she came from. I don't know. Finally: CLEMENTINE (calling over the rumble) Hi! Joel looks over. CLEMENTINE Aw. between cars opens and Clementine enters. The train is picking up speed. Hi. c'mon. (pause) But I don't want to bug you if you're trying to write or something. JOEL Sorry. live dangerously. I mean. so.9. I didn't know if you were talking to me. Clementine is not looking at him. I can't really think of much to say probably. CLEMENTINE Really? JOEL (embarrassed) Well.

I guess it made an impression on me. Like my daddy JOEL I noticed your hair. JOEL I don't have one. I'll call in dead. you know. You work at Borders. it's okay if you want to sit down here. that's why I was pretty . really. I hide in the back as much as is humanly possible. JOEL I mean. CLEMENTINE I'll go on the dole. Really? JOEL Because -I gotta quit CLEMENTINE Jesus. I thought that earlier in the diner.because I go there all the time. right? CLEMENTINE Ucch. I have a long trip ahead of me. maybe. JOEL Rockville Center. I mean. five years now. I didn't mean to -CLEMENTINE No. really? You're kidding. That's why I was looking at you. is it five years? right now. before me. I don't want to bug you if you're trying to -JOEL It's okay. don't think I ever saw you before. God. Get out! CLEMENTINE Me too! What are the odds? JOEL The weirder part is I think actually I recognize you. CLEMENTINE Just. You have a cell phone? I need to quit right this minute. huh? Yeah. JOEL -. of course. that's me: book slave there for. (sits across aisle from Joel) How far are you going? On the train. I CLEMENTINE Well. Bizarre small world. to chat a little. like.10. I'm there.

(thought) The Tom Waits album is Rain Dogs. Anyway.11. CLEMENTINE Blue ruin is cheap gin in case you were wondering. sure I recognized you. huh? JOEL I like it. Snappy name. Red Menace. CLEMENTINE Ah. there are endless color possibilities and I'd be great at it. coming up with those names. JOEL You think that could possibly be a full time job? How many hair colors could there be? CLEMENTINE (pissy) Someone's got that job. CLEMENTINE My writing career! Your hair written by Clementine Kruczynski. Yeah. JOEL Tom Waits says it in -CLEMENTINE Tom Waits. (pulls a strand in front of her eyes. this company makes a whole line of colors with equally snappy names. right? It's called Blue Ruin. Yellow Fever. JOEL I'm sure you would. studies it) Blue. Fuck the dole. CLEMENTINE Anyway. How do you get a job like that? That's what I'll do. the hair. color. You sure? JOEL That doesn't sound -- . Pink Eraser. JOEL I don't really know how -CLEMENTINE Purple Haze. (excited) Agent Orange! I came up with that one. That'd be a job. Which song? The Exactly! JOEL I can't remember. Green Revolution.

you wouldn't do that. right? It CLEMENTINE (impressed) Yeah.. More than once. Anyway. you don't know me. by the way. JOEL I'm Joel. I apply my personality in a paste. CLEMENTINE Huckleberry Hound? JOEL I don't know what that means. oh my darlin' Clementine? No? JOEL Sorry. means "merciful". CLEMENTINE Huckleberry Hound! What. truth be told. There's a silence. CLEMENTINE I think. CLEMENTINE (singing) Oh my darlin'. are you nuts? JOEL I'm nut nuts. so. JOEL I was just trying to be nice. CLEMENTINE Yeah. You? JOEL Oh. It's a pretty name. JOEL See. Although it hardly fits. CLEMENTINE Well. But it keeps me from having to develop an actual personality. oh my darlin'. . I wouldn't think that about you. I got it. do you? Sorry. you're trying to be nice. I'm getting too old for this. though. I doubt that's the case. CLEMENTINE (CONT'D) My name's Clementine. I'm a vindictive little bitch.12. I've tried all their colors. JOEL I don't know any jokes about your name. CLEMENTINE No jokes about my name? Oh. you don't know..

Jesus God. I was.. so -CLEMENTINE Now I'm nice? Don't you know any other adjectives? There's careless and snotty and overbearing and argumentative. I don't know. anyway? I mean.. They sit in silence for a while. anyway. Hold on. She fishes in her bag. Sorry. JOEL Well. CLEMENTINE (CONT'D) I don't need nice. I don't know. CLEMENTINE (pissy) Why wouldn't you think that about me? JOEL Oh. sort of.13.. The conductor and Joel watch as she gets more agitated. The conductor punches CLEMENTINE What is nice. besides an adjective? I guess it can be an adverb. I know it's here. Cowardly. it and hands it back.. Or should be. CONDUCTOR Tickets.. Joel sees the book she was reading in . CLEMENTINE I just don't think "nice" is a particularly interesting thing to be. The conductor enters the car. CLEMENTINE (CONT'D) And life is more interesting than that. mumpish.. JOEL Okay. You seemed nice.. I don't need myself to be it and I don't need anyone else to be it at me. (to conductor) I know it's here. someday.. Joel hands the conductor his ticket.. Shit.. I hope it is. I was just. The conductor turns to Clementine. CLEMENTINE (CONT'D) It doesn't reveal anything. She dumps the contents of the bag onto the seat and sifts frantically through. CLEMENTINE Shit. Nice is pandering.

Joel is watching all of this but pretending not to. She pulls a airline-sized bottle of alcohol from her pocket. Her hands are a little shaky. Well. CLEMENTINE (CONT'D) Damn it. Joel? Yes? CLEMENTINE I'm sorry I. opens it. punches it. Here. CLEMENTINE It's Joel. "that's okay" to me. then.. She hands the conductor the tickets. I'll just. The doors open. JOEL It's no problem. That was nice of you. CLEMENTINE (stares out window) My embarrassing admission is I really like that you're nice. okay. CLEMENTINE (heading toward other end of car) Unless I get that hair-color-naming job. I have some stuff I need to -CLEMENTINE Oh. yelled at you. Nobody gets on. It's The Play by Stephen Dixon. JOEL That's okay. I'm a little out of sorts today. the diner. Clementine shoves stuff back into her purse. Anyway. The train pulls out. and downs it. (stands... hands it back to her. JOEL (pulling journal from briefcase) Probably see you at the book store. sure. smiles sweetly. Was it yelling? I can't really tell. DAMN IT! (there it is) Oh. The doors close. and walks away. anyway. right? JOEL He .. I can't tell from one moment to the next what I'm going to like. She looks out the window for a while. CONDUCTOR Next stop Southampton. The conductor heads into the next car. The train pulls into the station. throws bag over shoulder) Take care.14. Whatever. Right now. But right now I'm glad you said.

She looks cold. Hi. JOEL I'm not a stalker.LATER It's dark out. arrives at the car. INT. CLEMENTINE You can't be too careful. He considers. Thanks. JOEL I could give you a ride if you need. that's okay. JOEL Where do you live? CLEMENTINE You're not a stalker or anything. EXT. JOEL You're sure? It's cold. They drive.LATER There are a few more people in the car now. There's a big dented scrape along the driver's side. CLEMENTINE Yeah? He pulls over. He passes Clementine walking. slows. CLEMENTINE I don't want to take you out of your way. I've been stalked. His head is immersed in his journal. Clementine sits and stares out the window. Clementine sits closer still to Joel. INT. but no. TRAIN STATION . CAR . I don't need that. The train is pretty crowded. Clementine has inched a few seats closer to Joel. INT. She watches him. TRAIN . Joel stares out the window.MOMENTS LATER Joel drives. I've been told I'm highly stalkable. I probably wouldn't say if I were. though. He gets in. CLEMENTINE (beat) .EVENING The doors open and Joel emerges along with others. She climbs in. TRAIN .15. He heads to the parking lot. rolls down his window. JOEL It's okay. eyes him. right? JOEL Well. CLEMENTINE No.

" (starts to cry) Oh. your hat" makes me cry. You know Wilmont? JOEL Yeah. Yeah? well. Sorry. "Till you're full of rag water and bitters and blue ruin/And you spill out/Over the side to anyone who'll listen. I'm very sorry I came off sort of nutso. CLEMENTINE It is Rain Dogs.. CLEMENTINE Remember? "And you take on the dreams of the ones who have slept there/And I'm lost in the window/I hide on the stairway/I hang in the curtain/I sleep in your hat.. CLEMENTINE (CONT'D) Look. Joel pulls over. I'm so stupid. CLEMENTINE Near the high school.16. shit.. Wilmont. huh? JOEL I like to read. (pointing to a house) Me. Me too. CLEMENTINE (CONT'D) "I sleep in . There's a silence. I'm not really. Joel turns. JOEL What? CLEMENTINE I'm just a bit of a wreck. by the way. I didn't think you were. JOEL I can't remember that album very I remember liking it. JOEL It's okay. um. But -- CLEMENTINE The song's 9th and Hennepin. They drive in silence. I spent most of the train ride trying to remember.. CLEMENTINE So you like bookstores." Remember? JOEL Sort of.

too.A FEW MINUTES LATER Joel stands in the living room. And I could -JOEL Um -CLEMENTINE Never mind. See Ya.. you. Been here about four years. CLEMENTINE (CONT'D) Two blue ruins. My downstairs neighbor is old so she's quiet.. I'm I already I have INT. That was very nice of JOEL Well. do you want to have a drink? lots of drinks. It's really cheap.. CLEMENTINE'S APARTMENT . CLEMENTINE Thanks. CLEMENTINE This. Clementine opens the car door. which is great. He looks at the books on her shelves. which is great. and I have a little porch in the back. which is bizarre. somewhat nervously. He tries to calm himself by focusing on the surroundings. (pause) Anyway. CLEMENTINE (turning back) Hey. I like it.. recently. preparing drinks and chatting. Clementine is in the kitchen..17. and listen to my crickets and. someone gave that to me. I'm full of shit. Sorry. I like . CLEMENTINE (CONT'D) You like that? JOEL Very much. because I can read there. too. Thanks very much. geez. JOEL Take care. I like it. told you that. We see her as she passes by the doorway several times. just like. that was stupid. but great. Good night.. embarrassed. Joel. And the landlord's sweet. Joel is looking at a framed black and white photograph of crows flying. Clementine is in the living room now with two gin and tonics. I wouldn't want to be -CLEMENTINE Oh.

anyway. cheers! JOEL Cheers. (takes it off the wall. a Robert Frost lover by any stretch. I don't know why I'm calling it grade school all of a sudden. crows. Clementine giggles and takes a big gulp of her drink. His stuff seems strictly grade school to me. She caws and hands Joel a drink. CLEMENTINE Me neither. JOEL That was good. She plops down on the couch and pulls her boots off. like. I think I used to be a crow. yours off. JOEL Frost? CLEMENTINE (impressed) Yeah. I'm not. Thanks. Everyone wore hats. that feels so fucking good. Maybe because it is grade school. When I went we called it elementary school. have a seat. Oh. Sounds like something someone from the forties would call it. Take . But I like grade school better. JOEL I'm fine. I'd like to be from then. Yeah? CLEMENTINE Well. They click glasses.18. CLEMENTINE God. CLEMENTINE Do you believe in that stuff? Reincarnation? JOEL I don't know. CLEMENTINE I miss grade school. reads:) The way a crow/Shook down on me/The dust of snow/From a hemlock tree/Has given my heart/A change of mood/And saved some part/Of a day I rued. Y'know? JOEL It's pretty. Anyway. Joel sips. there's an inscription on the back. But this made me cry for some reason. that crow sound.

There's a silence. CLEMENTINE (CONT'D) Way to go. I'm okay for now.) I don't know! I can't see them from here. closes her eyes and sips her drink. CLEMENTINE No. I'm not really -CLEMENTINE (O. I should probably get going. She heads toward the kitchen with her glass. stay. Put some music on. . her drink. good. He picks up Bang On a Can performing Brian Eno's Music for Airports to look at. Clementine reenters with her drink. Joel studies the unfamiliar CD's. CLEMENTINE (CONT'D) Oh. Clementine finishes CLEMENTINE (CONT'D) Ready for another? JOEL No. Joel! Just pick something good. excellent choice. Joel. takes it into the kitchen.) You pick it. You pick Joel sits down in his chair and drinks. (opens her eyes.19. Joel crosses to the CD's and studies them.S. Just for a little while. I -CLEMENTINE I know a man who needs a refill.S. JOEL You just say. Mmmmmmm. JOEL What do you want to hear? CLEMENTINE (O. Joel sits in a chair across the room. Clementine falls back onto the couch. which seems fine to Clementine but makes Joel anxious. brightly) Refill? JOEL No. I'm ready. She grabs it and sticks it in the CD player. She grabs Joel's drink from his hand. CLEMENTINE Well. The music is dreamy and haunting and slow. JOEL Well.

S. I go to a psychic and she's always telling me I'm psychic. looks at her breasts. There are several potatoes dressed as women in beautiful handmade costumes: a nurse potato. It's hard to know. so. Where would I be without it. She sits back on the couch. Clementine returns with Joel's drink and a refill for herself. She opens her eyes. and Joseph. Jesus. Right? JOEL Yeah. a stripper potato. Joel looks a little alarmed. young man. Like. It'll make the whole seduction part less repugnant. I guess.) (CONT'D) God bless alcohol. JOEL Yeah? CLEMENTINE Well. CLEMENTINE Exactly. I don't know. It's hard to know. Joel looks around the room again. CLEMENTINE Drink up. is what I say. C'mon. maybe I don't want to think about that. Joel watches her. Oh. CLEMENTINE Me neither. But sometimes I have premonitions. but how many times do I think something and it doesn't happen? That's what you're saying. I don't know. Mary. Exactly! That's exactly my feeling about it. Maybe that's just coincidence. . you think something and then it happens. okay. CLEMENTINE (CONT'D) (O. JOEL Thanks. CLEMENTINE (CONT'D) Y'know. I'm sort of psychic. or you think a word and then someone says it? Y'know? JOEL Yeah.20. She giggles. a housewife potato. CLEMENTINE (CONT'D) I'm just kidding. smiles drunkenly at him. closes her eyes. Right? Y'know. a schoolteacher potato. Do you believe in that stuff? JOEL I don't know. right? You forget about those times. She should know.

There's a lot of stuff going on in your brain. God. And with you I get that you're a really good guy. can I tell you my goal? JOEL Yeah. I can tell.. But I get it. Joel? (laughs) . CLEMENTINE (dreamy beat) But I think I am. I'm an idiot. She looks at him really hard for a long moment. I go home. aren't you? JOEL Sorry. but can't. He looks down at his drink. you sell yourself short. JOEL Thanks. My problem is I never trust it. Clementine starts to cry again. CLEMENTINE (CONT'D) It's helpful to think there's some order to things. anyway. JOEL I do have a tendency to use that word too much. I can tell.21. CLEMENTINE You're really nice. I think that's my greatest psychic power. I like to think I am. that I get a sense about people. CLEMENTINE I like you. My life isn't that interesting. CLEMENTINE (ala Paul Simon) What's the goal. y'know? Taking advantage of every possibility? Just making sure that I'm not wasting one second of the little time I have.. CLEMENTINE And. I'm sorry I yelled at you before about it. I go to work. (considers this) Does that make you sad? Or anxious? I'm always anxious thinking I'm not living my life to the fullest. You're kind of closed mouthed. I don't know what to say. That's the thing about my psychic thing. CLEMENTINE Oh. Joel tries to hold her gaze. My goal. JOEL I think about that.

You know? Yeah. CLEMENTINE (CONT'D) (off his reaction) Well. Y'know? You love someone -.that's it. though. CLEMENTINE I'm nervous. I like you. Who knows what bigger cosmic reason might exist? JOEL Yeah. My goal. but he's really stuck on me.22. which is flattering. You know? CLEMENTINE (CONT'D) With all the wrinkles and scars and the general falling apart that's coming 'round the bend. is to just let it flow through me? Do you know what I mean? It's like. CLEMENTINE I don't either. I have to stop saying that. I used to.. JOEL I think so. Who wouldn't like that? And . I've been seeing this guy. But I'm through with that. CLEMENTINE You're very nice. if I don't love my body. not at all. Kind of a goofball. It's a sign of maturity to stick with that and see things through. because you stop listening to what is true. I didn't need any more reason to do it. It's hard to -- CLEMENTINE Like I wanted to talk to you. Do you think I'm repulsively fat? JOEL No. anyway! He's kind of a kid. And my feeling is that's how you die. Y'know. (beat) So. You're nervous around me. huh? JOEL No. there's all these emotions and ideas and they come quick and they change and they leave and they come back in a different form and I think we're all taught we should be consistent. and what is true is constantly changing.. God. Joel. that's what you do.that's it. then I'm just lost. Forever. You don't need to be nervous around me. for the last week. You choose to do something with your life -. Joel looks slightly crestfallen.

. yeah.. great! She sits closer to him. like. he's. a dope. CLEMENTINE (CONT'D) I'll pack a picnic -. He's the one who gave me that crow photograph. but he says these smart and moving things sometimes. Yeah? CLEMENTINE Oh. It's fucked up. you should come up to the Charles with me sometime. JOEL Oh.23. But. he says so many great things. that just break my heart. it just isn't right with him. CLEMENTINE (pause) You should stay. Joel. so. Y'know? JOEL I think so. Y'know? And that's where psychic stuff comes in.and -JOEL (shy) Sounds good. CLEMENTINE Exactly! I used to do it in college and I had this urge to go do it again. And he's cute. JOEL I have to get up early in the morning tomorrow. But right now I should go. CLEMENTINE That made me cry. Like.. out of nowhere. so I got Patrick and we drove all night to get there and he was sweet and said nice things to me.a night picnic -night picnics are different -. CLEMENTINE I don't believe in that soulmate crap anymore. anyway. we went up to Boston. but I was really disappointment to be there with him... because I had this urge to lie on my back on the Charles River. JOEL Okay. JOEL That's scary sounding. It gets frozen this time of year. This writer Stephen Dixon he turned me on to. We like the same writers. but.

24. He puts it in his pocket. and kisses him on the cheek. Clementine heads to the phone table. He seems different. a pretty topping. There is no snow on the ground. CLEMENTINE (CONT'D) I would like you to call me. Joel puts on his overcoat. INT. I think the hair is just. SUBTITLE: THREE DAYS EARLIER He's He arrives at his apartment building and parks. right? JOEL Yeah.NIGHT Joel speeds through the suburban Rockville Center neighborhood. JOEL'S CAR .. CLEMENTINE (beat) Okay.. pulls out a notepad. CLEMENTINE When? JOEL Tomorrow? CLEMENTINE Tonight. JOEL Yes. hands it to him. JOEL (CONT'D) (shyly formal) So. We stay with Clementine as she watches Joel tromping through the snow and getting in his car. He stands there uncomfortably for a moment. JOEL Okay. Just to test out the phone lines and all. JOEL (CONT'D) I don't think your personality comes out of a tube. CLEMENTINE You'll call me. She scribbles her phone number. She tears up. surprised and pleased and nervous.CONTINUOUS . I enjoyed meeting you. JOEL'S APARTMENT BUILDING . somehow foggy and disoriented. EXT. Would you do that? I would like that. swallows. then forces himself to speak.

Joel gets out of his car. He hurries inside the building. the surroundings become slightly vague. INT. Joel pulls away from the window. He paces. VOICE-OVER Maybe I'm making a mistake. almost as if it is drying out. The colors bleach. I'll get over it. But I don't care. VOICE-OVER Them. the scene starts to change. Who said that? Churchill? I'm not sure. Those who do not remember history are condemned to repeat it. takes a small vial from his . Secondly. Two dark figures talk. his emotional intensity becoming diffused. Clementine. Maybe I just need to learn to live with this. it happened. JOEL The driver waved. The orange glow of a cigarette.25. She did it to me. Couldn't make them out. One sucks on a cigarette and s dim orange light momentarily illuminates the interior. VOICE-OVER I'm like a joke to them. crosses to look furtively out the window. spots a van parked across the street. VOICE-OVER There are two of them. First of all. They don't have to worry about me remembering. mulling things over. his face blanched. Fuck her. I have to rid myself of this. Joel does not seem aware of this. JOEL'S APARTMENT . JOEL Fuck you. JOEL It was snowing. Even Joel's persona and voice-over seem to alter. dumps his overcoat on a chair. So casual. VOICE-OVER I guess they figure they can act like they want. The figure in the driver seat rolls down his window and gives a cheery wave to Joel. JOEL I might be making a mistake. He stops pacing.NIGHT Joel enters. It's snowing in large flakes which seem to fall only in the beam of a streetlight. friendly. As he does. turns off the lights. Joel squints to see inside the van. There are two dark figures inside.

I have no choice. I remember. It had some letters and numbers on it. dumps the lone pill onto his palm. It's pink. JOEL (CONT'D) Pink. His eyelids are getting heavy. What were they? AL 1718? AL something. I have no choice. pocket. for doing this .. RECORDED VOICE We're sorry. It's a jarring transition. Clementine. takes off his clothes. AL 1718? (beat) I have to follow through with this. slips into a pair of pajamas fresh from the store packaging.NIGHT Joel sits in the bookstore coffee shop. Joel is in the midst of some traumatic state of mind. . He swallows it. He hears a key in his apartment door. If you think you have reached this recording in error JOEL (CONT'D) Bye. the number you have dialed is no longer in service... INT. He looks at it. almost a husk. He fingers the vial with the pink pill in it as he watches He closes his eyes.26. He hears the apartment building door open. peeks out the window again. VOICE-OVER It's too late. By now the scene is lifeless. (beat) Screw you. Four digits. I remember. I don't like taking pills when I don't know what they are. dials the phone.. JOEL (CONT'D) It's them. There's some illegible initials stamped on it. (beat) There was a number on it. visually and emotionally. JOEL (CONT'D) Fuck. the number you have dialed. He sits on the edge of the bed. JOEL (CONT'D) We're sorry. He hears footsteps. BOOKSTORE . BLACK. VOICE-OVER The pill was pink. Joel hangs up and lies on his back on the bed.

JOEL Clementine. As he stands there. Joel stops. stands and pokes Patrick playfully in the ribs. VOICE-OVER Clementine. CLEMENTINE You were not. The bookstore start to lose its color and immediacy. sees who it is and her face lights up. I was in the . The young man seems out of breath. I wouldn't have to go through this and I could tell you everything and it would be like you knew and we could rebuild and we could be happy again and.. Clementine and Patrick continue their flirtation but it's turning lifeless. now. PATRICK I was not. CLEMENTINE Come over after I'm done here? I can't. VOICE-OVER That's your look for me. Her hair is bright orange JOEL I should maybe talk to you. She turns. He glances over at Joel. I should just maybe talk to her. the scene starts to dry out. Joel is mesmerized by their familiarity. VOICE-OVER Maybe if I just explain what happened. but I have to study. then taps Clementine on the shoulder. watches... what we meant to each other. Joel rises and heads toward Clementine. neighborhood.. PATRICK I want to. if I told you what happened. PATRICK I just thought I'd say hi. a skinny young man approaches Clementine. Patrick.27. You'll know everything again and. Clementine stack books on shelves... annoyed.. JOEL I love you and if you knew that. I'll tell you everything about our time together. I'll explain everything. as if they are just reciting lines. Right before Joel gets there.. Clementine giggles.

JOEL What's happening here? (looks at watch. as he realizes the world around him is looking increasingly odd. CLEMENTINE In the room? PATRICK In the world. Test tomorrow. What a fucking monster she is! The scene is faded as he parks in front of his apartment building. CLEMENTINE You rat. . We've seen this before. PATRICK It's so cool.DAY Joel trudges along carrying two big trash bags full of stuff. but tonight's important. in some sort of dream confusion. He's JOEL Gotta get home. INT. The intensity is back. What a fuck! What a fucking monster she is! VOICE-OVER Oh. weeping as he drives. I miss her. it's 9:30) Oh. God. I love her so much. You're by far the most sensational person in the room. Joel turns to leave. and gets out of the car. but it's dried out now.28.NIGHT Joel drives fast. They'll be there soon. God! I have to go home. recklessly. JOEL'S CAR . Joel seems dazed. PATRICK I really want to. Joel spots the parked van. JOEL Them. How could she do this to me? How could she not care about what we meant to each other. JOEL How could she have done this to me? could anyone do this to anyone? How CLEMENTINE (to Patrick) You didn't say anything about my hair. I can't believe she's with that guy now! I'm never going to see her again. EXT. NEW YORK STREET .

the room colors start to fade. HALLWAY . Mary. MIERZWIAK We'll start with your most recent memories and go backwards -. Mierzwiak's tone of voice is also affected. Mierzwiak stands there with Stan in his lab Good. He's been crying. INT. technically. WAITING ROOM .By the time you wake up in the morning. it becomes dry and monotonous. Mr. you've MIERZWIAK Ah. Barish. MARY Hello again. STAN Mr. all memories we've targeted will have withered and disappeared. A woman across him cradles a box full of belongings in her lap.DAY Joel from eyes head sits in the small room with his bags. This is Stan. He looks behind him and finds himself looking out the window of his apartment at the dark van on the snowy street.DAY Joel enters. Barish. INT. He turns back to the New York Street and spots the address he was looking for: 610 11th Avenue. got your stuff.DAY Joel walks with his bags behind Mary. the receptionist. He'll be in charge of your procedure tonight.There is an emotional core to each of our memories -As we eradicate this core. it starts its degradation process -. Stan nods professionally. Barish. Mr. pokes her through her window into the waiting room. coat.29. JOEL How exactly is this going to work tonight? As Mierzwiak talks. Her are red from crying. MARY (not looking back) How are you today? (at lab) Here we are. LABORATORY . Like a dream upon waking. JOEL Is there any sort of risk of brain damage? MIERZWIAK Well. the procedure itself . INT.

studies it. Joel looks at the cup. JOEL But you're tracing and erasing now. The equipment registers Joel's reaction. MIERZWIAK Yes. Joel is sitting in a chair. Stan. Electrodes connect him to some electronic machinery monitored by Stan.If we want the procedure underway tonight. It's already started. I suppose you are. I'm home in my bed. is brain damage. STAN Very good. MIERZWIAK We'll dispose of these mementos when we're done here. Tonight while you sleep we'll be able to trace the map and erase. STAN We use the articles you brought to create a map of Clementine in your brain. Joel The room. The machines register his response. Nothing you'll miss. do me a favor -Joel is watching Stan. he gets it. we have some work to do. let's get started -. I'm already in my Suddenly Mierzwiak looks at the fading room. Joel looks quizzically at the eroding environment. Stan pulls out a coffee mug with a photo of Clementine printed on it. JOEL It's happening now! brain. continues. The machines record his reaction. Good. Mierzwiak watches from the corner. yet his voice . That way you won't be confused later by their unexplainable presence in your home. Stan pulls a snow globe from one of Joel's bags. STAN'S VOICE Patrick. STAN We're getting healthy read-outs. Stan is not speaking. (back in his faded memory persona) So. Stan pulls out a potato dressed as a Vegas showgirl. shows it to Joel. but on a par with a night of heavy drinking. and Mierzwiak are now vague and wispy.30.

INT. LAB ROOM .and check the voltage levels. STAN'S VOICE (CONT'D) -. STAN Then check the connections. Thanks. Joel looks up. Oh. So alive and spontaneous and passionate and sensitive. JOEL'S APARTMENT . snapped into a new memory. His eyes are closed and electrodes connect his head to several machines. The scene is just a shell of itself as Stan rattles on. wind-up toys. PATRICK Does that help? STAN Yeah. Stan's voice seems to be coming from above. There are funny little gifts. Patrick fiddles with some jacks. . This will be invaluable. 2004. now in grubby street clothes and in need of a shave. STAN'S VOICE I think we got this one. I'm not wiping as clean as I would like here. Stan pulls out a pile of loose-leaf pages. Patrick (who we saw earlier with Clementine at the bookstore) studies a meter on one of the machines.NIGHT Joel lies on his back in fresh pajamas. INT. The monitor on one of the machines traces a myriad of light blips running like streams through an image of Joel's brain. aiming for the lines. dressed similarly. Stan presses buttons and operates a joystick. Things with Naomi and I have been stagnant for so long. The machines are operated by Stan. MIERZWIAK Ah.DAY Joel. PATRICK The voltage looks fine. Her name is Clementine and she's amazing. cries as he fills two large plastic garbage bags with mementos of his relationship with Clementine. INT.31.DAY The memory is becoming vague. I met someone tonight. JOEL'S APARTMENT . your journal. that looks better. STAN (reading) December 15th. Christ: I don't know what to do. Joel looks up at the ceiling. Mierzwiak smiles. characters' affects flat. and by Patrick. some Let's push on.

some CD's. MIERZWIAK We can help you through this. I did. the door reads Lacuna Ltd. 2004 Nothing much happened today. INT. JOEL Well.32. Naomi worked on her dissertation. MARY May I help you? JOEL My name is Joel Barish. He finds it. MARY (without turning) How are you today? JOEL Not great. Joel glimpses Mary smiling coquettishly at Mierzwiak. You never should have.DAY Joel looks for an office number. the tape recorder. Joel enters. some clothing Clementine has left there. OFFICE HALL ..DAY Joel and Mierzwiak are in the sitting area. He pulls a big clump of pages out of his loose-leaf journal and dumps them in the bag. INT. HALLWAY . Mierzwiak will MIERZWIAK I'm sorry you saw one of our notification cards. MIERZWIAK'S OFFICE . appointment.DAY Joel enters the Lacuna waiting room. be right with you. home. potatoes dressed as women. He gets some clean loose-leaf paper and writes: December 15. INT. MARY (at Mierzwiak's office) Here we are. Why don't you start now by telling me everything . INT. Joel looks at I have an Mary sits in the The plaque on I stayed Dr. reception area. MARY Please have a seat. WAITING ROOM ..DAY Mary leads Joel down the hall. The scene is fading as he continues to write.

Sort of stuffy. Stuffy. trying to locate the voice. Uninspired. equipment.. then. then:) It was a mess. but kind of plain. I don't know.NIGHT Patrick is checking out the apartment. And there's a stale smell. JOEL So then she just stops calling. JOEL (thinks.33. He glances at the unconscious Joel. have a long night ahead of us. MIERZWIAK'S OFFICE . JOEL'S APARTMENT . STAN (uninterested) It's an apartment. PATRICK Not a dump. don't you think? Joel looks up. PATRICK'S VOICE It's kind of a dump.. VOICE-OVER I wasn't going to call her. Not after It's gone. PATRICK (CONT'D) So who do you think is better-looking. STAN Patrick. you can remember about your relationship with Clementine. The scene is faded and disappearing fast. PATRICK Yeah.DAY Joel gets off the elevator and approaches the receptionist. INT. me or this guy? Stan glances sideways at Patrick. focuses on the machines for a moment.. I don't know how it got this way. Patrick returns to the bedside. JOEL'S OFFICE . INT. INT.. let's just get through this. MIERZWIAK So we'll need you to go home and bring in everything you ever received from Clementine and anything that might remind you of her.DAY Mierzwiak sits with Joel in the sitting area. We Stan monitors the .

checks his phone machine: zero messages. PHONE MACHINE VOICE You have no messages. JOEL'S OFFICE . JOEL Sorry.NIGHT Joel sits across Rob and Carrie. Next day: Joel approaches the receptionist. JOEL'S APARTMENT . Joel is at his office desk on the phone.DAY Joel gets off the elevator. JOEL Why would she do that? . who is in conversation with someone else. Any messages? Carmen shakes her head "no". Carmen.NIGHT Joel enters. JOEL Any messages. INT. Carmen. INT. VOICE-OVER (CONT'D) I'm gonna tell her I'm through playing games and -RECORDED VOICE The number you have dialed has been disconnected. CARMEN Nothing. the way she was. mid-40's. JOEL'S APARTMENT . he dials the phone. Carmen? Carmen the receptionist shakes her head. She's punishing me for being honest with her. Joel. ROB AND CARRIE'S LIVING ROOM . goes back to her conversation. VOICE-OVER It's bullshit. I'm just gonna-Without a moment's hesitation. INT. INT. approaches Carmen. JOEL (CONT'D) Any messages for me.34. VOICE-OVER That's it. Joel's eyes bug.NIGHT Joel checks his machine: zero messages.

ROB I don't think you should go there.. please check your number and dial again. Thank you. picks up another. He grabs a magazine off the coffee table. honey. incredulous. CARRIE Maybe you need to look at this as a sign to move on. Would you just wait here? Just a second. He picks it up and is about to shove it back in the magazine when he sees it is not a subscription card at all. Joel nods. I can't believe she'd be so goddamn immature! ROB Joel. JOEL They can't erase memories.. It's a joke..35. should just go to her house. A subscription card falls to the floor. It's horrible.. CARRIE (CONT'D) You weren't supposed to see that. . Lacuna Ltd. We have to feed the dog. I'm so. as Rob and Carrie leave the room and close the door behind them. puts it down. CARRIE I don't know. we called the company. interrupting) Joel. flips through it distractedly as he paces.If you think you have reached this recording in error. He notices the dog asleep on the floor. JOEL I don't know. VAGUE RECORDED VOICE -. confused. Joel. Joel hears a hushed argument ensue in the hall. NY. It reads: Clementine Kruczynski has had Joel Barish erased from her memory. I don't want to seem desperate. honey. Please never mention their relationship to her again. Later: Rob and Carrie are now back in the room. CARRIE Sweetie. NY Joel stares at the card. look. JOEL Yeah. 610 11th Avenue. the thing is -CARRIE (agitated. Just make a clean break. It's a nasty Clementine hoax. I JOEL She's punishing me for being honest.

It might have a devastating effect. JOEL'S CAR .NIGHT Joel drives past vague local landmark. VOICE-OVER Lacuna: Noun. INT. JOEL'S APARTMENT . A blank. CARRIE'S VOICE Think about it: to be told you lived an existence of which you have no recollection. MARY (dead monotone) Hi. INT.NIGHT Joel in his parked car next to a fence surrounding a drive-in movie closed for the season. sweetie. especially in a manuscript. JOEL'S VOICE How can I? How can I move on when I know I'm the only one to carry this love we had? How do I do that? INT. NEW YORK STREET . vague and mostly erased. INT.DAY Joel looks for an address. comes to the door marked Lacuna and opens it. . May I help you? These degraded. Inside he can see vague. Like waking a sleepwalker. he sees that the hallway is faded. They explained that. Joel just stands there.DAY Joel gets off on the sixth floor. CAR . a missing portion. EXT.36. Close-up of a vague dictionary page. Mary's coming over tonight. The windows fog up until the outside is completely obscured. erased version of Mary the receptionist. He searches for a room number. STAN'S VOICE So. Joel. He weeps. ELEVATOR . JOEL'S VOICE But what am I supposed to do? CARRIE'S VOICE Move on. CARRIE'S VOICE You can't tell her.NIGHT Joel is on the phone pacing. He keeps walking. faded memories allow Joel to detach himself and hear what's going on in his bedroom. As he turns the corner.

PATRICK I wonder if I should invite my girlfriend over. Moving on. VOICE-OVER The last time I saw you.NIGHT Stan works the joystick. Shit.. INT. I have a girlfriend now. we need to focus. INT. CLEMENTINE Yo ho ho! JOEL It's three. JOEL'S APARTMENT .. He looks up. STAN She likes you okay. I like when she comes to visit. PATRICK The thing is . Stan aims the joystick. my situation is a little weird. sweetie.. too. Joel looks up.NIGHT Joel distractedly reads a book. PATRICK I like Mary. kinda sorta wrecked your car. drunk. Yeah? STAN Just wanted to let you know. I Patrick sits on the bed with Joel. checks the clock.. STAN You can if you want. JOEL I can't believe you wrecked my car.37. PATRICK Did I tell you I have a new girlfriend? STAN (re: memory on monitor) This one's history.. I done a bad thing. The door opens. PATRICK CLEMENTINE (CONT'D) Anyhoo. .. My girlfriend situation. JOEL'S APARTMENT . Clementine is staggering in. I just don't think she likes me. STAN Patrick. goes back to the book.

I .. Joel. INT. JOEL (CONT'D) I'm sorry. JOEL Well it is pathetic. you're trying to figure out.a little. You're freaked out because I was out late without you. And fucking irresponsible.38. Clem. CLEMENTINE Oh Christ I didn't kill anybody. I said. JOEL (CONT'D) And what are you like? A wino? CLEMENTINE A wino? Jesus. EXT. JOEL (CONT'D) I don't know. She is stung and she starts gathering up her belongings.. Okay. I was just. It's just a fucking dent. JOEL'S CAR . Isn't that how you get people to like you? This shuts Clementine up. The scene is starting to degrade. pissed. You could've killed somebody. Clementine is out the door. I was a little tipsy. maybe you did kill somebody. JOEL You're driving drunk. which are strewn about the apartment. Are you from the fifties? A wino! (laughs) Face it..NIGHT Joel looks at his dented car. did she fuck someone tonight? JOEL No. CLEMENTINE . too! And I remember.. The acting becomes anemic. Joel is immediately sorry he said this... I assume you fucked someone tonight.CONTINUOUS Joel follows.. I guess. STREET . You're like some old lady or something. It's pathetic. looks at Clementine clomping off in the distance. Don't call me pathetic. see.. and in your little wormy brain. He follows her around. I didn't mean that. VOICE-OVER Right! She called me an old lady here. just.

39. fidgets. She keeps clomping. Ha! He stops the car. PATRICK I gotta tell you something. Joel wanders it. Joel. window to talk to her. JOEL (CONT'D) You did it to me. I'm erasing you. STAN She was unconscious. He rolls down his JOEL Look at it out here. It's falling apart. startled. By morning you'll be gone. Patrick. I kind of fell in love with her last night. Patrick! EXT. she doesn't get any farther away. .CONTINUOUS It's a street you might see in a dream. STAN Jesus. JOEL Let me drive you home. Joel drives to catch up with Clementine. JOEL'S APARTMENT . looks at Was. PATRICK She was beautiful. And I'm happy. It's lonely. but as in an animated loop. with what little detail there is obscured in darkness. So sweet and funky and voluptuous. the unconscious Joel. INT.NIGHT Stan watches the screen. more an impression of a quiet street than an actual one. STAN'S VOICE Yeah. Faggot. gets out. CLEMENTINE (without turning) Fuck you. that's this guy's girlfriend. is what. STREET . EXT. STREET . I can't believe you did this to me. PATRICK'S VOICE See. Patrick paces. I kind of stole a pair of her panties. remember that girl? The one we did last week? The one with the potatoes? Joel looks up. In the distance Clementine walks off.NIGHT On the vague street Joel listens to Patrick and Stan.

NIGHT Joel and Clementine sit and eat dinner in front of the TV.40. PATRICK'S VOICE I know.. STAN'S VOICE Patrick. STAN'S VOICE We have work to do. looks at the TV. heads out the door. CLEMENTINE How can you watch this crap? JOEL Where are you going? CLEMENTINE I'm fucking crawling out of my skin. Clementine walks by in her underwear. do you know how unethical. PATRICK'S VOICE (CONT'D) After we did her. I mean. It's not like. It's hard to make out what they're watching.. don't want to know this shit. They look bored. JOEL'S APARTMENT . JOEL'S APARTMENT . Joel looks over at the faded Clementine across the couch. okay. guy. The scene starts to fade. The room fades. She slips into a skirt. just don't tell me this stuff. but there's more. VOICE-OVER In the bookstore that night. She stares straight ahead at the TV. They sit on opposite ends of the couch. The skinny I There's a click and Joel finds himself in -INT.NIGHT Joel watches TV. they were clean and all. Joel listens... There's a click and Joel finds himself in -INT. STAN'S VOICE Look. The scene quickly degenerates. Clementine puts on her shoes and .. JOEL That must be the guy I saw you with. PATRICK'S VOICE Yeah. I went to where she worked and I asked her out.. PATRICK'S VOICE Okay.

It's going. I remember this. JOEL Oh. CLEMENTINE No. Clementine watches parents with babies. ZOO . People are watching. CLEMENTINE You're not ready. We're fucking gonna talk about it! Joel looks around. have a baby. I want to have a baby. (to Clementine) Want to go? CLEMENTINE (pissy) I want to have a baby. glaring. Clementine's rant continues but becomes attenuated and vague. JOEL Clementine. I have to CLEMENTINE (CONT'D) You can't fucking say something like that and say you don't want to talk about it! JOEL Clem. thank God. EXT. CLEMENTINE What?! JOEL (mumbly) I don't want to talk about this here. . do you really think you could take care of a kid? She turns violently toward him. I'm sorry. JOEL Let's talk about it later. JOEL I don't think we're ready. JOEL Oh shit. They barely look at the animals.41.DAY Joel and Clementine walk around unhappily. I shouldn't have -- CLEMENTINE (screaming now) I'd make a fucking good mother! I love children! I'm creative and smart and I'd make a fucking good mother! The scene starts to fade. CLEMENTINE Joel.

to tell me that.42. Joel is paying the bartender. She is drunk and staring off. CLEMENTINE I'm glad. CLEMENTINE It's you! It's you who can't commit to anything! You have no idea how lucky you are I'm interested in you! I don't even know why I am! I should just end it right here. She is fading before his eyes. Their eyes lock. MARK I didn't know she was with someone. Joel and Clementine sit at a small table. stands. no real emotion in it. Joel. He sees Clementine flirting with a man in Joel's seat.NIGHT It's noisy and crowded. Maybe you could find a nice sloth to hang out with! She's crying now. um -CLEMENTINE (swiveling head toward him) Would you get me another. . Mark rises. JOEL It's going. INT. Joel is at the table. All the crap and hurt and disappointment. Thanky! CLEMENTINE (CONT'D) Thanky! Joel is at the bar. JOEL Me. doesn't think I'm CLEMENTINE Joel. It's all being wiped away. He turns with the drink to head back to the table. Joely? Joel sighs. JOEL So. Clementine. She looks up at him. He came over special Isn't that nice. Clementine looks from her (CONT'D) He likes my boobs. too. The scene starts to fade. BAR . and heads to the crowded bar. trying to get the bartender's attention. blankly. conversation. man. He fat. The scene is a husk. but it's almost animatronic. this is Mark. Leave you in the zoo.

A doorbell buzzes.like a breeze. She walks past him. MARY (coolly) Oh. I've never been popular . slivers of light. (looking around) Have anything to drink? STAN We haven't checked. Stan turns back to monitor the PATRICK Mary hates me. you. (stage whisper) I don't think he likes girls. so -Clementine keeps talking but there are no more intelligible words. MARY Well. Stan and Mary kiss. She looks down at Joel as she takes off PATRICK How's it going? MARY It's freezing out. The bar gets quiet and vague. Hi. So perceptive. her coat. hey. Mary. carrying a backpack. allow me to do the honors. just a whisper -. CLEMENTINE S'okay. It's fucking freezing and I need something. She heads into the kitchen. JOEL'S APARTMENT .NIGHT Patrick opens the door. (re: Joel) Poor guy.43. Mark. CLEMENTINE You're a whiz kid. Patrick. STAN Hey. STAN You found us okay? MARY Yeah. Mary stands there in a winter coat. Joel doesn't like my boobs. Joel looks up. JOEL You're drunk. INT.

PATRICK What's your bartlett's? STAN It's a quote book.44. Isn't that trippy? PATRICK (trying to engage) Yeah. She pours the whiskey. for they get the better even of their blunders. MARY Yeah. Mary and Stan click glasses. you didn't want any. I can't wait to tell Howard! seems really appropriate. hey. PATRICK (guilty beat) Okay. it my Bartletts. Patrick. STAN Maybe if you stopped stealing their panties. Cool. MARY (CONT'D) Nietzsche. MARY Hey. scotch and two glasses. did you? PATRICK Nah. with the ladies. MARY I love quotes. I don't know. Mary hands a glass to Stan. STAN That's a good one. STAN (a little sulky) It's a good one all right. There's more. MARY It Found . MARY (CONT'D) Oh. He actually has a quotation in Bartlett's about Bartlett's. Beyond Good and Evil. So did Winston Churchill. Mary returns with a bottle of MARY Blessed are the forgetful. Stan -Stan looks over at Patrick. She holds hers up in a toast.

INT. important things. registering Clementine's statement. JOEL I just don't have anything very interesting about my life. JOEL'S BEDROOM . I'm an open book. MARY I like to read what smart people say. STAN Yup. CLEMENTINE You don't tell me things. many beautiful. The memory is already in the midst of being erased. robotic manner. Joel. Clementine is talking in a monotonous. CLEMENTINE I want to know you. The scene is faded completely now and Joel just lies there for a moment. Stan focuses on the monitor. Joel and Clementine are in bed. CLEMENTINE Joel." PATRICK Very cool. Trippy.NIGHT Joel and Clementine eat dinner in silence. PATRICK Definitely! MARY I think he'll be in Bartlett's one day. I tell you everything. drink. PATRICK Definitely. "The quotations when engraved upon the memory give you good thoughts. INT.45. JOEL No.NIGHT It's dark. it isn't that. Every damn embarrassing thing. Joel looks around Mary pours herself another So . CHINESE RESTAURANT . MARY Don't you think Howard's like that? Smart? Important? STAN (beat) Yup. you're a liar. You don't trust me.

. They continue to eat in silence as the scene dissolves. what's wrong? -Oh. at other couples in the restaurant. CLEMENTINE How's the fish? The scene is fading. upset. Let me ask my friend. Others seem bored with each other. Clementine! -. JOEL How's the chicken? VOICE-OVER Is that like us? Are we just bored with each other? CLEMENTINE Good. I kind of have to study for my test -INT. Some seem happy and engaged. lights on the computer screen. I'm not sure. can I leave for a little while? girlfriend is very -STAN Patrick. -. JOEL It's good. CLEMENTINE (CONT'D) More? No. JOEL Thanks. I'm sorry. (covering mouthpiece) Stan. Stan. PATRICK'S VOICE Hi. He watches her as she downs her wine and pours herself another glass. MARY Let him go.Why. There's a silence. My She's She's got She pokes her head out. Stan watches the PATRICK Hold on. Mary is in the kitchen.NIGHT Patrick is on the phone next to Joel's bed. we're in the middle of -PATRICK She's right in the neighborhood.Well. I can help. He turns back to his food. JOEL'S APARTMENT . She holds the wine bottle up to Joel. some pie on a plate.46.

" She's weeping. They kiss and begin to make love under the blanket. It's sweet and gentle and then it starts to fade.47. even though Joel is completely beside himself. CLEMENTINE Joely. or who have to be carefully kept. INT. That's why it doesn't often happen to people who break easily or have sharp edges. most of your hair has been loved off. No! He looks down and Clementine's tear-streaked face is fading. JOEL (CONT'D) Please! Please! I've changed my mind! (looks down at fading Clementine. It's about these toys. CLEMENTINE'S APARTMENT . There's this part where the skin Horse tells the rabbit what it means to be real. because once you are Real you can't be ugly. except to people who don't understand. (into phone) I'll be right over. JOEL Yeah.NIGHT Candles are lit. to Patrick) Go. CLEMENTINE It's my favorite book.. He says. then at ceiling) I don't want this. STAN (sighing. Tangerine. Since I was a kid. (crying) I can't believe I'm crying already. But these things don't matter at all.. Joel and Clementine are under a blanket on the living room rug listening to music. Wake me up! Stop the . She continues as if she's still being made love to. He jumps up naked and yells at the ceiling. Joel is stroking her hair. "It takes a long time. Tangerine? CLEMENTINE Do you know The Velveteen Rabbit? JOEL No. PATRICK (quietly) Mary hates me. and your eyes drop out and you get loose in the joints and very shabby. Generally by the time you are Real. JOEL (screaming) No! Jesus.

I'm getting old and nothing makes any sense to me. PATRICK Oh. so clean. After a silence: MARY It's amazing. JOEL'S APARTMENT . don't you? Mary seems surprised. INT. You look at a baby and it's so fresh. PATRICK Oh. bundled up and carrying a full backpack. And adults. hopelessness. STAN (a sigh) Yeah.CONTINUOUS Clementine watches out the window as Patrick nears. passes it to Mary. taken aback. they're like this messy tangle of anger and phobias and sadness. STAN You love him.. He's a very serious and ethical man.NIGHT Patrick.NIGHT Joel is unconscious on the bed. Mary and Stan watch the monitor and smoke a joint.. (beat) Besides. He makes his way up her front stairs. what's going on? CLEMENTINE I don't know. a long moment. completely still. Nothing makes She is silent for Such a gift . She swings open the door and hugs him. I'm lost. so free. I'm scared.. I'm not going to tempt him to betray all he believes in. caught. trudges through the snow. CLEMENTINE Nothing makes any sense. Stan. STREET . EXT. MARY To let people begin again..48. isn't it? Howard gave the world. Stan takes another drag on the joint. CLEMENTINE'S APARTMENT . And Howard just makes it go away. baby. Tangerine. It's beautiful. She's crying. MARY No. Howard's married. I feel like I'm disappearing. procedure! Plea -- INT.

He pulls out a silver bracelet.CONTINUOUS Stan is on the phone. INT. then pulls out a journal. okay. He's pretty much on auto-pilot anyway. puts it in his pocket. Now! I have to go now. I'll get my shit. Beep. any sense. Stan. She pushes herself out of the embrace and looks at Patrick. PATRICK We'll go next weekend and -I have to Tonight! CLEMENTINE Now. Pick up. dancing in a sexy trance to something soft and low on the stereo. STAN I can handle it. JOEL'S VOICE Hi. see the frozen Charles! Now! Um. He reads: CLEMENTINE'S VOICE . Please leave a message after the beep. After a moment's thought. Can you handle things tonight alone? I'm really sorry. INT.CONTINUOUS PATRICK Thanks. The handwriting is a woman's. CLEMENTINE'S APARTMENT . flips through it. he *69's. man. I owe you. Yay! PATRICK I'll call my study partner. keeping an eye on the bedroom door. JOEL'S APARTMENT . STAN'S VOICE Hey. The phone rings. PATRICK (whisper) Stan. CLEMENTINE It'll be great! She runs into the bedroom. stoned herself. He finds what he's looking for. He's really stoned and watches Mary. it's Joel. it's Patrick. rifles quickly through his backpack. where are you? PATRICK I got into a situation with the old lady. Patrick is at the phone and realizes he doesn't know Joel's number.49. CLEMENTINE (CONT'D) Come up to Boston with me? Sure. Patrick hangs up.

Joel is panicked. just exactly where I want to be. JOEL ...he's so sweet -that he came out after me. I've never felt that before. having sex on the beach. JOEL (CONT'D) Clem.. but. them drinking at a bar.. happy. What can I do? I'm in your head.. It was so beautiful and charming. but he wanted to please me so much -. They look up at the stars.NIGHT Patrick reads the journal. I'm just. Joel was nervous about stepping onto the ice. I took Joel to walk on Charles River with me last night. He arrives at a decayed version of his first meeting with Mierzwiak. I'm Clementine looks over at him. passing through a series of decayed scenes: He and Clementine arguing in a car. We lay down right in the center and watched the stars. Her eyes are filled with love and tears.NIGHT Joel and Clementine lie together holding hands on the frozen river. INT. EXT. He took my hand and said "I could.50. Please! Oh. fuck! Please! Crazily.. The scene is being erased. CHARLES RIVER ... Clem. laughing and holding hands at a movie. Joel runs off. I'm just something you're imagining. CLEMENTINE'S VOICE . Why don't you start now by telling me everything you can remember about -JOEL You have to stop this! What? MIERZWIAK What do you mean? JOEL I'm trapped in my head and everything I love is being erased! Stop it now! MIERZWIAK Yes. and we made love right on the ice. MIERZWIAK We can help you through this. eating grilled cheese and tomato soup together in bed. CLEMENTINE'S APARTMENT . Then they get vague. . no! This can't keep happening. Joel watching her sleep.die right now.. too.. It was absolutely freezing on my ass! It was wonderful.

DAY Joel and Clementine are hiking. thing. But I want it to stop. INT. CLEMENTINE Such a beautiful view. well. So let's get going. Clem! CLEMENTINE Oh? JOEL I hired them to. screaming. We're in my brain.. banging against trees. and I wanted to give you this. JOEL (looking at her) Yes indeed. I've never gone out with a guy who brought me a piece of jewelry I liked. (kisses him) Thanks. can't you just force yourself awake? JOEL I don't know. EXT. It's a little. Clementine in front. FOREST . PATRICK (CONT'D) I didn't have a chance to wrap it. hands it to her. stomping his feet. CLEMENTINE Wow.. JOEL'S APARTMENT . CLEMENTINE It's gorgeous. . notebook away.51. Yay! Patrick puts the PATRICK I'm excited. He concentrates. Aaargh! Nothing happens. JOEL (CONT'D) It's horrible! I'm trapped! He starts to have a fit. (slipping it on) Just my taste. Patrick pulls the bracelet from his pocket. dressed for the cold. Um. too. Oh. CLEMENTINE I'm so excited.NIGHT Stan and Mary have sex on the floor next to Joel's bed. Clementine enters.. before I wake up and don't know you anymore. (snapping out of memory) Fuck! They're erasing you.. Long drive. But even while he's doing this the memory and Clementine are fading around him.

if they're looking for me in memories I'm in. thought.. Joel is reading. CLEMENTINE What's this? Joel looks around at the kitchen. (oddly) I want my mommy. at his doll. He holds a a red furry huckleberry hound doll. Clementine is still in her panties and bra. (back to himself. JOEL I loved you on this day.DAY The kitchen is dated and vague. smiles. hurries back and forth preparing dinner. JOEL I must be about two. KITCHEN . at the woman. She giggles with glee. re: doll) Look.52. An oversized woman in high heels.. Joel and Clementine are in an oversized playpen. my Huckleberry Hound doll! I told you about this! . Us just hanging. slouched in a chair.DAY It's raining out. Where? JOEL Where? Where? Her brow furrows in He drags her through the landscape of already decayed memories and turns off into: INT. CLEMENTINE What if you hide me? JOEL What do you mean? CLEMENTINE (formulating) Well. seen from a low angle. She's reading. Jesus. stretched out on her belly in her underwear. VOICE-OVER She's so sexy. She's busy. He looks over at Clementine. She's not looking at me. I love this memory. Joel ponders this. what if you take me to a memory I'm not in? (proud) And we can hide there till morning. The scene and Clementine are beginning to dissolve. too. they're adults but small. Clementine looks over at him. He pulls her out of the scene as it degrades. Joel grabs Clementine's hand. INT. The rain. JOEL'S APARTMENT . Joel wears footsie pajamas with some vague little animals on them.

STAN (CONT'D) I don't know what to do! I don't know what to do! Crap. Joel smiles.. what should we do? STAN I don't know! I just said that! He fiddles . The memory. He makes his way.. He's not on the map. to the computer screen. it's not erasing. look. their stoned minds wandering after sex.NIGHT Stan and Mary lie on the floor. nervously with the equipment. Stan tries to break through his marijuana haze. Joel sucks in some snot. The room is not decaying. INT. He's off the screen. it's not fading. Joely. CLEMENTINE Joel.. to Clementine) I don't want to lose you. JOEL I'm scared. Clem. STAN It's stopped. MARY Well..53. him.. Clementine tries to comfort him. I want my mommy. I don't want to lose you. She hugs JOEL (CONT'D) (crying still) I want my mommy. I think we're hidden. I don't want to lose. (beat) I want my mommy! He starts to cry. His mother scurries back and forth clanging pots. He looks at the monitor. Stan suddenly perks up. MARY Where? STAN I don't know. Crap. MARY What? STAN Listen. JOEL'S BEDROOM . (adult. CLEMENTINE I'm right here. naked.. STAN (CONT'D) It's not erasing.

. Stan turns and looks at her. time to fuck around. gets up and looks over his shoulder at the screen. His wife lies beside him. I had to go pee. Stan tries to think. waits. Howard? INT. what happened right before he disappeared? STAN'S VOICE I was away from the monitor for a second. Mary. STAN Shit! He can't wake He jerks the joystick spastically. MARY Sor-ry (beat) We have to do something. where was Patrick? STAN'S VOICE He went home sick. He paces. listening. No way. STAN (CONT'D) Hello. up half done. I can't find him anywhere. Mary watches him. STAN (without making eye contact) Okay. eyes open. There's no Finally: MARY This guy's only half cooked. He dials the phone. MIERZWIAK'S BEDROOM . understand her motivation.54.CONTINUOUS The room is dark. MIERZWIAK Well. MIERZWIAK Okay. MARY (definitely) We should call Howard. A groggy Mierzwiak is in bed on the phone. I had it on automatic. Stan. also naked. Stan? MIERZWIAK What's going on? STAN'S VOICE The guy we're doing? He's disappeared from the map. He's stoned and trying to STAN I can handle this.

55. And you'll come to me and tell me about us and we'll start over. Mary! She hurries into the bathroom with her bag. She starts getting dressed. STAN'S VOICE 1062 Sherman Drive. They're not finding us. CLEMENTINE You know. MARY (CONT'D) (O.S. looks at Mary. Joel's oversized mother reaches down as she hurries by and pats Joel on the head. I'm so stoned. I remember I thought. He looks over at her. . KITCHEN . INT. Mierzwiak writes it down on a bedside not pad. Apartment 1E. MARY Hell no. Clementine holds his hand. MARY (CONT'D) Shit. On my bed in your panties. JOEL'S APARTMENT . weird how strong that desire is. I look like shit! God! Mary slams the bathroom door. You'll remember me in the morning. MARY He's coming? STAN You better go. It's Stan puts his head in his He hangs up. hands. INT. how impossibly lucky am I to have you on my bed in your panties. I don't want him to see me stoned. MIERZWIAK All right. we're okay. Stop being stoned.NIGHT Stan hangs up the phone. JOEL I really want her to pick me up. MOTHER How's my baby boy? She's gone. Jesus. JOEL I loved you so much this day.DAY Joel and Clementine are in the playpen. what's the address. Rockville Center.) (CONT'D) God.

And he fell for you when they were erasing you. so freaked out now.another rainy day. He's one of the eraser guys. And I climbed on the bed with you and you said something like -CLEMENTINE -. She kisses him. like.56.NIGHT Stan works on trying to get the signal back. JOEL'S BEDROOM . slightly sweaty. looks at Clementine. like you just woke up. do? Whatever shall we He laughs. CLEMENTINE You remember what happened next? JOEL I came over to the bed and you smelled so good. CLEMENTINE What's wrong with me? PATRICK Nothing is wrong with you. Joel's mother hurries around the kitchen. His hair is . They begin to make love. I heard him talking in my apartment. Really? CLEMENTINE Is he cute? JOEL He stole a pair of your panties while you were being erased! CLEMENTINE Gross! You must remember to tell me this in the morning. JOEL There's this guy! CLEMENTINE What? JOEL There's this guy. so he introduced himself the next day as if he were a stranger and now you're dating him. Clementine drives through the snow. INT. INT. CLEMENTINE'S CAR . You're the most wonderful person I've ever met. She unbuttons his pajamas. She's crying and holding Patrick's hand.NIGHT It's a rust bucket. I'm. Joel stops. She glances gratefully over at him then starts to cry even harder.

and she's wearing more make-up now. fascinated. Mierzwiak. Howard. Mary closes the door. fella. MIERZWIAK Did you try going through C-Gate? Yeah. MIERZWIAK . Mierzwiak ponders. looking professional but still stoned. and enters. Her hair is pulled up into some sort of style. Mierzwiak crosses to the equipment. Mierzwiak looks from Mary to Stan. looking out into the night. I look okay? She doesn't say anything. Mary.. Oh my God. He unzips his equipment bag.57. combed and he's dressed neatly. nods. we? Shall He sits down in front of the computer and does some fiddling. Mary is pacing nervously to and from the window. then calms herself before opening it. She's dressed also. looks surprised. MIERZWIAK (CONT'D) Odd. The doorbell buzzes. I think it's important for my job. MARY (CONT'D) (to Joel) Your Visine didn't do shit. holding an equipment bag. STAN I tried that already. MARY There he is. Are you? She looks in the mirror. MIERZWIAK Let's get to the bottom of this. Suddenly she freezes at the window. Howard. MIERZWIAK What are you doing here? Crap. STAN Of course. Oh my God. MARY (CONT'D) I'm still stoned.. MARY I wanted to learn as much about the procedure as possible.to help comfort the clientele. Mary looks on. Do STAN She came to help. You know. pulls out another laptop computer and plugs it in to the system. He fiddles some more. Mary lunges for the door.

JOEL (to Clementine) I love getting bathed in the sink. The mother doesn't seem to see her.NIGHT He sits with Clementine in the parked car. MIERZWIAK Yeah. The movie on the giant screen is partially obscured by a fence. KITCHEN . outside a drive-in movie theater. such a feeling of security. the details of the kitchen. He zeroes in on it. MIERZWIAK Okay. I don't know why it's off the map like that. The program starts up. Mary. CLEMENTINE (giggling) I've never seen you happier. his Huckleberry Hound doll. we're back in. Clementine sits in the water with him. but -INT. MARY That was beautiful to watch. Howard. clean. MOTHER Little baby getting awwwl cleean. see if anything comes up. Awl It's I'll take it . CAR . laughing. thank you. from here. Joel and Clementine drink wine. It rotates. probably a good idea. Eventually Mierzwiak sees a small distant light in the brain. The elements of the scene flash explosively away: Joel's mother. Joel is thrown into: INT. A much more complex and detailed human brain appears on this screen. STAN (sighing) You get some sleep. MIERZWIAK Well. Clementine. Howard.DAY Joel is being bathed in the oversized sink by his oversized mother. Mierzwiak presses some more buttons. Like a surgeon or a concert pianist. here it is. I'm going to do a Spectrum search throughout his memory. MIERZWIAK (CONT'D) Okay.58.NIGHT Mierzwiak looks up from the computer screen. INT. JOEL'S BEDROOM .

She smiles to herself as he heads EXT. JOEL Don't call me Antoine. Mierzwiak's at the door with STAN Howard. distractedly. they've disappeared again. My name is Wally. back to the equipment.AFTERNOON Joel. She starts to fade. is peering around the corner of the school building toward the bike rack. They run off just as the scene decays into a husk behind them. CLEMENTINE Look at you. now the size of a junior high school kid and dressed accordingly. but I can't love a man named Wally. INT. Mary. He nods. you must be tired. MARY I'm so sorry. I love you.59.. The plan didn't work. is going to beat the shit out of me. CLEMENTINE (mouthing to woman on screen) Hide me somewhere deeper? Somewhere buried? Joel grabs her. Antoine. CLEMENTINE Yes. CLEMENTINE But can't you see..NIGHT Stan is back at the controls. The scene starts to fade.NIGHT Clementine and Joel laugh as they try to give voice to what the characters on the screen are saying. Joel JOEL They found us before. he'd go home and I could get my bike. Howard. INT. SCHOOLYARD . Joe Early. MIERZWIAK Oh dear. I don't know what to do now. . VOICE-OVER I'm terrified. Clementine is with him. cutey! What are we doing? JOEL This kid. I thought if I hung around the art room long enough. CAR . remembers their previous plan. dressed as she was in the parked car. JOEL'S BEDROOM .

Joel doesn't say anything. Everyone calls me Jill JOE EARLY I don't think so. JOEL'S APARTMENT . points at a house up the beach. She kneels down beside him. remaining. JOE EARLY Hi. Get up. Joel and Clementine walk. including giant. EXT. When I tell people this story I leave that part out. MIERZWIAK We got him back. CLEMENTINE Our house! Our house! She runs ahead. faggot. Joel She .. Joe. She's watching him. I'm going home. She's got a tear in her eye. The other kids laughs. fat Joe Early come around the corner. JOEL He calls me Jill. Stan.60. laughing. puts her arm around him. We're running late. JOEL I don't want to fight you.NIGHT Mierzwiak is at the machine. We're fighting. The kids start chanting. fight. JOEL I'm too scared to even throw a punch. Joel's is the only bike CLEMENTINE (CONT'D) Poor Joel." Joe Early throws a wild punch that hits Joel in the side. INT. They head toward the bike rack. I think I'm just going to have to get through this manually. JOE EARLY C'mon. The scene flashes violently to white and is gone. after this. JOEL Just shut up. all bundled up. covering himself. BEACH . He peeks humiliated at Clementine. joel falls and stays down. The scene is decaying. Jill. "fight. Jill.DAY It's cold. They're at the bike rack and a bunch of kids.. fight. C'mon.

but I'm just trying to find horrible secret place to -Joel's mother pops her head in the door. Clementine is in there. we've got to hide you. honey. JOEL I scoured the city for it.. you're the first guy who ever bought me a piece of jewelry I could honestly say that about. MOTHER Joel. CLEMENTINE (unwrapping the gift) Thanks. c'mon. Joely. still in the mode of the memory she was swiped from. CLEMENTINE (mock offended) Joel! JOEL (continuing to masturbate) I don't like it either. It's beautiful! (slip it on) I mean. Um. is in bed masturbating. JOEL Happy Birthday. She realizes what's going on.. junior high school size. too. closes the door. Clementine laughs. in her winter coat. JOEL Clem.NIGHT It's dark. He notices she's starting to fade.NIGHT Joel and Clementine are laughing as she blows out the candle on a slice of cheesecake in front of her. Flash! It's all gone. I'll ask you in the morning. I was just -(sees what's going on) Oh. INT. still laughing from before. RESTAURANT . Joel cringes. A present! She pulls out the bracelet. BOY'S BEDROOM . Oh boy! It's the same bracelet Patrick CLEMENTINE (CONT'D) Oh. The mother backs out. Joel. Have a good night. Joel hands her a small wrapped box. . Joel.61. Remember? He grabs her arm and yanks and they are in: INT. gave her. chases after her.

I'm so A live bird watches from a tree. later. He holds a hammer and is poised to hit a dead bird in a red wagon. CLEMENTINE I love it! She leans across the table to kiss him. Joel miserably smashes the bird repeatedly with the hammer. you have to. Joel. CLEMENTINE It's okay. JOEL (pointing) That's where I live.62. VOICE-OVER I didn't want to do this. Clementine is gone. I'll do it JOEL I have to go home. EXT. Red jelly guts cover the hammer and the wagon bottom. . His childhood house is gone. BOYS C'mon. Lived. VOICE-OVER I can't believe I did that. Joel doesn't want to. The other boys are goading him. He has located a small area of light in the brain imaging and eradicates them. The bracelet is gone. ashamed. I can't. It's fading. (beat) This is a great birthday present. INT. Getting to see you as a boy. She kisses him and they walk holding hands. The two of them walk down Joel's suburban street. I'm hopeful there won't be too much peripheral eradication. Joel looks down at her hand. But I'm finding him quickly enough. pulls Joel away from the other boys. He grabs her and runs through the decaying scene and into the vague night. You were a little kid. Clementine watches.DAY Joel is one of a group of five year olds. SUBURBAN STREET . still dressed for her birthday dinner (wearing her new bracelet).NIGHT Mierzwiak works the equipment. Clementine. The kids hoot. Do it already. JOEL'S BEDROOM . MIERZWIAK I'm getting the hang of it. I still understand it. But I had to or they would've called me a girl.

63. beside herself. Stan sighs. Mary sits on the bed. STAN I'll go out for a smoke." MIERZWIAK Is that Nietzsche? MARY Yeah. MIERZWIAK It's a good quote. by Pope Alexander. um. Stan huffs and is out the door. like famous quotes. She tries to calm down. MARY Okay. Mary gets up her courage to speak. yeah it is. minds. I find reading them inspirational to me. MIERZWIAK Alexander Pope? It's . Oh. for they get the better even of their blunders. Mary doesn't say anything. flattered. MARY (sputtering) There's another one I like. MIERZWIAK Well. MARY (a little giggly) I like watching you work. both know it. And in my reading I've come across some I thought you might like. I'm glad we She's flustered. I'd love to hear some. And here I was thinking I could tell you something you didn't know. MIERZWIAK (not looking up) That's fine. Howard. there's one that goes "Blessed are the forgetful. I read. grabs his coat. Stan. Mary. Mierzwiak continues to find and erase points of light. If no one Mary is thrilled. um. MARY Do you like quotes. He smiles at her. Howard? MIERZWIAK How do you mean? MARY Oh. too.

Oops.. I know it's not proper to be so familiar but I guess since we're outside the workplace I feel a certain liberty to -MIERZWIAK It's fine. sorry! (puts hand over mouth) Sorry. MARY Okay. I'm happy to hear it. and each wish resign'd". sorry! I shouldn't have said that. Mary. Howard. that. Like I psyched myself out. That's all. It's just I told myself I wasn't going to say Pope Alexander and sound like a dope and then I go ahead and do it. an awful lot. MARY Kids. MARY (CONT'D) Anyway. Mary. She leans over and kisses him. MIERZWIAK That's lovely. then quickly) I really admire the work that you do. MARY Yes. (blurting) I like you. Great. then pulls away quickly. shit. Mary. MARY Really? I thought it was appropriate maybe.64.. then returns to his unflappable self. that terrible? Is Mierzwiak seems momentarily taken aback. There's an embarrassed moment as that line hangs in the air. MARY You are such a sweetheart. MIERZWIAK You're a wonderful girl. by the world forgot: Eternal sunshine of the spotless mind! Each prayer accepted. Good. MIERZWIAK It's no big deal. I'm You know . the quote goes "How happy is the blameless Vestal's lot! The world forgetting. Thanks. Then Mary plunges ahead to bury it. MIERZWIAK I've got a wife. (beat. She smiles. MARY I've loved you for a very long time. proud and embarrassed.

Howard. decent man. hand-in-hand. Mierzwiak's resolve has apparently weakened and he and Mary kiss again. He watches Mierzwiak and Mary. EXT.CONTINUOUS The woman is at her car. approaches the only lit window. He practically shrieks and jumps up. then Howard goes back to locating and eradicating blips of lights. As Mierzwiak fumbles to unzip his pants. (suddenly weepy) I wish I was your wife. It appears to be a very serious discussion. MARY (CONT'D) Oh my God! Mierzwiak is already in his coat. MIERZWIAK I want you to know it's not because I'm not interested. This time it leads to groping. JOEL'S APARTMENT BUILDING . Once again. checks the address on Joel's building. Stan turns to see. They look at each other a long while. If that means anything. He has an unobstructed view into Joel's bedroom window. partial undressing. JOEL'S APARTMENT BUILDING . your kids.CONTINUOUS Mary looks confusedly at Howard. he catches sight of the woman in the window. and falling onto the bed alongside the unconscious Joel. He's out the door.NIGHT Stan sits in the van and smokes a cigarette. Stan watches from the van. COUNTRY ROAD . JOEL'S BEDROOM . pulls away. They're talking as Howard works. MARY What? She follows his eyes and sees the woman in the window. EXT. I wish I had It turns into kiss. look up simultaneously.65. . who turns and walks off in a huff. He MARY No you're right. The woman in the window is transfixed.DAY Joel and Clementine walking. Mierzwiak is hurrying to the woman. A middle-aged woman gets out. A car pulls up outside. You're a She smiles courageously at him. watches Mierzwiak and Mary inside. MIERZWIAK We can't do this. He smiles sadly at her. Mierzwiak comforts her with a hug. EXT. INT.

Then: MARY Tell me what? Hollis and Mierzwiak have locked eyes. listening. I'm a stupid little girl with a stupid little crush. Mary watches Howard with increased MARY What... You did. HOLLIS Don't be a monster. I'm sorry." EXT. There's a long silence. hugs herself. foreboding. I basically forced him into it. Mary is right behind Mierzwiak now. He shuffles inside. It's a one-time mistake. Hollis starts her car. I have to finish in there. Howard? MIERZWIAK We. dazed. I don't even know why I bothered to copy the damn address. Poor kid. girl. Mary shakes her head "no. it's true. unable to digest this. MIERZWIAK It didn't start out to be this. You wanted it done. MARY (heroically) Mrs. Tell the Stan is out of the van now.NIGHT Clementine and Patrick lie on their backs on the frozen river and look up at the night sky. And it's not Mr. Mary stands there. Stan watches. She drives off. Hollis is in her car. We'll talk later. It's almost morning. Hollis! MIERZWIAK Hollis! HOLLIS (THE MIDDLE-AGED WOMAN) I knew it. Mierzwiak's fault.66... You wanted the procedure. I came here to work. Howard. She walks off. I swear. looks at Mary and then at Mierzwiak. Howard. Mary shivers in the cold. . HOLLIS You can have him. to get past. Mary looks back and forth between them. STAN Let me take you home. Mierzwiak. CHARLES RIVER . Hollis turns. struggling in vain to remember. have a history.

confused Joel. INT. CLEMENTINE (CONT'D) Joel. ROWBOAT . PATRICK I could die right now. You'll come to a point someday where it'll be too late. too.NIGHT He Their eyes meet. like a train on a track. Don't waste your life. the size of a ten year old. written in my future. Clementine is naked and in the boat. looks out at the lake. I'm just happy. The father is drunk and sullen.and there'll be nowhere to go except where you're headed. seeing my father like that.DAY Joel. He's wrong. She hurries toward the shore. gets up. She tries to look out the window but can only see her own reflection. EXT.. There was no hope for me if his life was such a failure. you're not sewn in.NIGHT It's deathly silent as Mierzwiak and Stan work on completing the job. now running. Inevitable. INT. and continues. Joel is his father. COMMUTER TRAIN . JOEL It was horrifying. He targets it. I'm just exactly where I want to be. INT. Clementine watches the frightened. sits in the empty fluorescent car. in shock. son. She sobs. Joel.67. CLEMENTINE I love this book. FATHER .. She's reading The Play by Stephen Dixon. JOEL'S BEDROOM . . CLEMENTINE I want to go home. You'll be sewn into your fate. faces away from Joel. The scene poops out of existence with a flash of light. sits fishing with his oversized father. Thank you so much for telling me about it. unalterable. too.NIGHT Mary. FATHER Don't be like me. CHINESE RESTAURANT . Clem. Clementine looks over at him... And he saw failure in me. Mierzwiak locates a light hidden very deep in the map of Joel's brain. I've never felt that before. slips on the ice.

I remember it matched the wallpaper. Hiding is clearly not working. JOEL Do you remember what we talked about? CLEMENTINE Naomi. with the buttons. JOEL We did talk about Naomi. JOEL I'm done. JOEL Something black though. RESTAURANT . She is wearing the black dress. Your hair was red. Right. Clem. CLEMENTINE What was I wearing? JOEL God.NIGHT Clementine wears a generic black dress now. He is ragged and jarred. you were with me when I bought that. JOEL I want to enjoy my little time left with you. CLEMENTINE Egad. It was later. CLEMENTINE Yeah. I'm just going to ride it out.SHOP The scene has already been erased. INT. It's just a decayed husk. JOEL Yeah. Black's always good. INT. were you horrified? JOEL No! I think you were wearing that black dress. CLEMENTINE No. . I guess. y'know. A vague Joel watches a vague Clementine model a black dress.68. I should know. CLEMENTINE I'll buy that. DRESS SHOP . At that place on East 6th. Joel finds himself eating Chinese food and sitting across from Clementine. CLEMENTINE This is our first "date" date.

so just tell me what you remember. JOEL I dropped you off after." MIERZWIAK VOICE Okay. MARY'S VOICE . And we'll take it from there. Her jaw drops. finds one with her name on it. JOEL It's very late. she puts the tape into the player on her desk and presses "play.. JOEL I was so nervous.NIGHT Joel and Clementine are in the midst of awkward shy sex. Exactly my point. CAR . Joel watches Clementine disappear. You said: So what.NIGHT Mary enters the dark room. now. LACUNA RECEPTION AREA . CLEMENTINE Yes. I thought I'd mistaken infatuation for love.NIGHT Joel and Clementine pull up to Clementine's house. There is a long silence. INT.69. CLEMENTINE But you weren't. There were long silences. CLEMENTINE Infatuation is good. She flips on the fluorescent lights and searches the file folders. I could tell. INT. INT. JOEL (CONT'D) I thought I was foolish. The scene starts to fade. I remember I couldn't think of anything to say. JOEL This was our first time. JOEL And I didn't have an argument. You seem unsure. too. CLEMENTINE I said: Are you sure? JOEL I'm sure. exactly.. CLEMENTINE'S APARTMENT . frazzled. With a shaky hand. I said. You said -- CLEMENTINE (Mae West) Come up and see me.

I had these fantasies of us being married and having kids and just. Just a little token" Back to Mary sitting on the floor.. A vague shot of Mierzwiak mouthing to Mary's voice. Okay.. I thought I could take The scene is fading.. A SERIES OF MURKY IMAGES. like. I loved the way you smelled. (shaky) Um.. INT.. I wondered if I had made a terrible mistake. You didn't come on to me at all. I almost reached for the phone about a thousand times. I liked that.. Mary slumps to the floor... I couldn't wait to come to work... And I loved that you were helping all these people. was so excited. important and mature. MARY'S VOICE (CONT'D) "This is for your desk. . Oh. I was tongue-tied around you at first. Oh.. A flirtatious look from Mierzwiak.. I knew something was going to happen. I liked you immediately.. VOICE-OVER On the couch. when I thought you looked at me back.. JOEL'S APARTMENT . MARY'S VOICE (CONT'D) . Mary. MARY'S VOICE (CONT'D) I knew then.. I wanted you to think I was smart. I can't do this? How can I do this? MIERZWIAK VOICE It's what's best...NIGHT Joel sits in the quiet living room. NO DETAIL.. I know. when.Remember you bought me that little wind-up frog? A vague shot of a wind-up frog. well. then. We move into her eyes. Dark. God...and so. You know that. You seemed so.. something wonderful. listening to the tape. that one day. You were so nice. Howie.70. MARY'S VOICE (CONT'D) And you said... I MARY'S VOICE Yeah. JOEL Naomi. At the job interview.. (starts to cry) .. Quiet..

That what we were was safe. The scene dissolves. it back. The scene starts to fade. I saw other people having fun and I wanted it. NAOMI Don't do this to me now. explain I had momentarily lost my mind.DAY An elderly man sits. I'm being suckered by advertising and movie bullshit. . I really value our relationship. VOICE-OVER I projected myself to the end of my life in some vague rendition of my old man self. erase it. VOICE-OVER I didn't pick up the phone to call you.DAY Namoi is red-eyed from crying. Then I told myself we weren't happy. as I always do at this point in my argument. maybe not.. She holds up a book. But I wanted fun. Joel. It was unfair to you and to me to stay in a relationship for that reason. NAOMI Yours? JOEL You take it.71.NIGHT Joel sits. I don't know. INT. INT. Naomi.. JOEL'S BEDROOM . ROOM . steals glances at her. JOEL'S APARTMENT . I didn't pick up the phone. And then I thought. doesn't know what to say. then I thought maybe not. She tosses it in a box. I thought about Clementine and the spark when I was with her. JOEL (CONT'D) Naomi. that no one is really having fun. but then I thought what you and I had was real and adult and therefore significant even if it wasn't much fun. I imagined looking back with a tremendous hole of regret in my heart. I hope it's possible for us to stay in touch. INT. Joel paces. She is packing things in boxes. INT. That was the truth.DAY Joel watches out the window as Naomi stuffs a final box in Really. about dying. Then I thought fun is a lie. JOEL'S APARTMENT .

CLEMENTINE Is that what you want? I did it. Clementine shrugs. we've been. Joel? JOEL I don't know. Bullshit. There's another woman down there with her. whatever it is you think you have with this chick. They get into the car and drive off. once the thrill wears off. NAOMI What? JOEL Y'know. . you're just going to be Joel with the same fucking problems. EXT. The scene fades. The scene is fogging over. maybe. No. NAOMI Who is it? You met someone. the trunk of a car. PARK . I've just been thinking. unhappy with each other and -NAOMI Don't say "we" when you mean "you. Joel. BORDER'S BOOKSTORE . maybe we're not happy with each other. JOEL I guess that means something. we're both so used to operating at this level that -. JOEL I told her today I need to end it." JOEL I think maybe.. by definition.NIGHT Joel talks to Clementine.How can one person be unhappy? If one person is unhappy. I don't know.72. VOICE-OVER I hate myself. JOEL I just need some space. INT.DAY Joel walks with Naomi. both have to be. NAOMI The thing is. sort of.. NAOMI So what's going on. JOEL It's not somebody else.

hey. Not yet. BORDER'S BOOKSTORE .73. you're with me. I'm not a stalker. (turns. searches the aisle. But I needed to see you. take you out or something. Joel watches her. JOEL Okay. looks around. sese Joel. . JOEL Hi. The scene fades. CLEMENTINE So make your domestic decisions and maybe we'll talk again.. I figured you were humiliated. INT. So I'm not going to tiptoe around your marriage or whatever it is you got going there. Joel approaches a male employee. you're married. You did run away. CLEMENTINE (seemingly uninterested) Yeah? JOEL I'd like to. man. Yeah. is Clem on tonight? MALE EMPLOYEE #2 On my dick. CLEMENTINE I didn't think you'd show your face around me again. If you want to be with me. bro. JOEL Sorry to track you down like this. She turns. JOEL Not married. CLEMENTINE Look.. I think she's upstairs in Philosophy. after all. CLEMENTINE Well. Joel climbs stairs. Naomi walks off. embarrassed) Oh. I'm high maintenance. I'm telling you right off the bat.NIGHT Joel enters. spots Clementine. There's no sign of Clementine. JOEL Is there a Clementine who works here? MALE EMPLOYEE #1 (calling to another male employee) Mark.

ROB AND CARRIE'S CAR . can. Try your best. The car stops in front of Joel's apartment building. Too many guys think I'm a concept or I complete them or I'm going to make them alive. didn't I? JOEL You had the whole human race pegged. She goes back to stacking. Clementine's speech is CLEMENTINE Joel. JOEL Yeah. Joel stands there helplessly. JOEL Thanks. CLEMENTINE Probably. Even after that.. quality that seems really important to me.74. CLEMENTINE (smiling) I had you pegged. sweetie. if we could just give it another go around. JOEL It would be different. Don't assign me yours.. I'm not a concept. CLEMENTINE Remember me. JOEL I remember that speech really well. JOEL I just think that you have some kind of. Rob drives and Carrie sits in the front passenger seat. guys. CARRIE I hope you feel better. INT.NIGHT Joel sits forlornly in the back seat. The scene is gone. delivered without passion. I want you to just keep that in your head. Maybe we . CLEMENTINE I know. but I'm just a fucked-up girl who is looking for my own peace of mind. The scene is disintegrating. JOEL I still thought you were going to save me.

Rob Carrie say I need to think. INT. Naomi turns over in bed. NAOMI Come to bed. Joel sits on a chair near the window. I'm cold. NAOMI How was it? JOEL You didn't miss much. JOEL Go back to sleep. JOEL Hi. INT. There is something alive about her. Her name is Clementine. JOEL'S BEDROOM .NIGHT Joel climbs the stairs. I've been feeling so alienated and numb lately. The car door closes. The thought of not acknowledging my feelings again seems self-destructive. Forever. NAOMI Hi. Rob and Carrie. sees Joel. CARRIE Say hi to Naomi. The streetlight illuminates the paper. NAOMI (full of sleep) Hi. VOICE-OVER I met someone tonight at a party on the beach.NIGHT The lights are off. JOEL In a minute. Naomi turns over. How can I continue on this path toward a living death. VOICE-OVER (more and more emotionless) I don't know what to do about this. The room is starting to decompose.75. Yeah. Naomi sleeps in the bed. VOICE-OVER I hope she's not up. writing in his journal. Joel goes back to his writing. BUILDING STAIRWAY . a life filled with . hello.

kisses her on the top of the head.AFTERNOON Joel is at his closet. Carrie fiddles with the radio dial in the front passenger seat. The scene has turned to a husk. INT. Have some fun! She JOEL I hope you get your work done. The night we met. VOICE-OVER This is it. continues to write. My God. JOEL So you don't mind? NAOMI I've got to finish this chapter anyway. JOEL You . maybe. putting on a sweater. NAOMI (CONT'D) Me. The scene is fading. CARRIE I'm sorry Naomi couldn't make it.76. NAOMI (CONT'D) Say hi to Rob and Carrie. Naomi is at the dining room table. Joel looks out the window. He approaches Naomi. NAOMI (sighing) Yeah. papers spread out before her. Carrie turns around and says something to Joel. JOEL Just a little overworked. it's over. hopeless? I need to speak with Clementine. Joel sits in the back. ROB AND CARRIE'S CAR . too. Joel turns and watches her for a moment. her hair a halo of frizz.NIGHT Rob drives. Okay. She is backlit. INT. writing. obligation and guilt and responsibility but joyless. okay? You seem quiet. VOICE-OVER The trip to the party where I met Clementine. JOEL I wish you could come. My first memory of her is now my last memory of her. JOEL'S APARTMENT .

CARRIE This is the night you met Clementine.NIGHT Joel watches his shoes in the sand as he trudges along.LATER Joel sits on a log. BEACH . you told me that later. CARRIE I told you that later. It's Joel and Carrie in: INT. Joel. BEACH PARKING LOT . BEACH .you asked me if things were okay between Naomi and me. in her . He sees the husk of a memory on the darkened roadside. a paper plate of chicken and corn on his lap. kissing. Carrie. and Carrie step out of the brush and see a bonfire down the beach.I could see a halo of frizz -. Carrie and Joel sit at the table with coffee. I remember watching you walk down the beach with her and I thought. EXT. EXT. Joel looks out he window. I could just There's Clementine. I remember you turned around. CARRIE You said. Rob. ROB AND CARRIE'S KITCHEN . Your face was dark and your hair was backlit -. I did. People and music can be heard. Rob sharing a joint with a guy.DAY Faded.MOMENTS LATER Joel. JOEL I remember. Joel looks down to the water. BEACH . and Joel emerge from the car. EXT. Joel watches couples talking. oh shit. CARRIE Is this the right way? EXT. things were fine. make you out in the dark. parked amidst a small cluster of cars in an otherwise empty parking lot.NIGHT Rob. JOEL Yeah. JOEL You were down by the surf. CARRIE Who was the girl you walked off with? JOEL No one.77. People warm themselves at the fire.

A shot of her green hair. VOICE-OVER I was so nervous. an orange sweatshirt. Yeah. I'm such a loser. The next thing I remember. Green revolution. how cool. At the time I thought. Joel looks up. I thought. I don't mean I'm happy you're uncomfortable. What were you doing there. I don't know. thank God. I thought. I thought how could you be talking to me if you couldn't talk to people? VOICE-OVER But I thought.. JOEL Even then I didn't believe you entirely. Every time I come to a party I tell myself I'm going to be different and it's always exactly the same and then I hate myself after for being such a clod. I thought it . JOEL I don't ever know what to say. JOEL Hi.78. JOEL (CONT'D) But I went back to my food. I felt someone sitting next to me and I saw the orange sleeve out of the corner of my eye. I love this woman because she's alone down there looking out at the black ocean. who doesn't know how interact at these things either. I wondered. but. yknow. By yourself. CLEMENTINE I saw you sitting over here. JOEL (CONT'D) Your back to me. CLEMENTINE CLEMENTINE I can't tell you how happy I am to hear that... orange hooded sweatshirt. looking out to sea. VOICE-OVER I remember being drawn to you even then. Your hair was lime green. Hi there. In that orange sweatshirt I would come to know so well and even hate eventually. JOEL You said. A shot of the orange sleeve. someone normal. I mean..

JOEL I'm Joel.79. y'know? I mean. CLEMENTINE I'm Clementine. Joel. You did? CLEMENTINE (CONT'D) You liked me? JOEL You know what I did. ? Huckleberry Hound? That sort of thing? CLEMENTINE . maybe we're the normal ones. oh. CLEMENTINE But. I don't know.. what kind of people do well at this stuff? VOICE-OVER And I just liked you so much. it was lovely. JOEL (CONT'D) I remember -VOICE-OVER The grease on your chin in the bonfire light. how horrid. Shot of a smudge of chicken grease on Clementine's chin. like. CLEMENTINE (CONT'D) So no jokes about my name? JOEL You mean. oh. Can I borrow a piece of your chicken? JOEL And you picked it out of my plate before I could answer and it felt so intimate like we were already lovers.. my darlin'. JOEL You said -She picks a drumstick off of Joel's plate. I know. Hi. my darlin'. was cool that you were sensitive enough to know what I was feeling and that you were attracted to it.. VOICE-OVER No. CLEMENTINE Oh God. CLEMENTINE Yeah. I'm fishing. Clementine. (singing) Oh.. my darlin'.

80. it's a chemical and all. CLEMENTINE But my sleeping is really fucked up. and it works just having it around. JOEL I know. think. I mean. JOEL I don't think I've slept in a year. My favorite thing when I was a kid was my Huckleberry Hound doll.. CLEMENTINE No. It's gonna be gone soon. I stopped. I didn't want to feel like I was being artificially modulated.. That's why I JOEL Say good-bye. Like insurance. I think your name is magic. JOEL yeah? CLEMENTINE I'll give you a couple. JOEL (CONT'D) So you're still on the Zoloft? VOICE-OVER Next thing I remember we were walking down near the surf. knowing that it's there. See what you . like that. but it works. CLEMENTINE You should try Xanax. Joel. No jokes. She smiles. CLEMENTINE What do we do? Enjoy it. JOEL I know what you mean. CLEMENTINE (eyes welling) This is it. Joel and Clementine are walking near the surf. JOEL Okay. She nods. stopped. Yeah. JOEL Nope.

CLEMENTINE Really? Me. CLEMENTINE Have you ever read any Anna Akhmatova? JOEL I love her. Me too. JOEL Seems too coincidental that way. Joel chuckles appreciatively.81. houses in which we don't live. yeah. JOEL Joel .. no. CLEMENTINE (CONT'D) Do you know her poem that starts "Seaside gusts of wind. is nervous. maybe. too! I don't meet people who even know who she is and I work in a book store. Clementine tries one of the doors on a darkened house. (pointing to houses) Look. before. Joel and Clementine wander near some beach houses closed for the winter. CLEMENTINE (CONT'D) I wish we did. CLEMENTINE Let's move into this neighborhood. JOEL Yeah. It breaks my heart. CLEMENTINE Yeah. It goes "Perhaps there is someone in this world to whom I could send all these lines"? CLEMENTINE Yes! I love that poem. I'm so excited you know it. You married? JOEL Um./And a house in which we don't live.. JOEL I think she's great. CLEMENTINE There's this poem -- JOEL Did this conversation come before or after we saw the house? CLEMENTINE I think.


I do sort of live with somebody though. CLEMENTINE Oh. She walks to the next house, tries the door. CLEMENTINE (CONT'D) Male or female? JOEL Female. CLEMENTINE At least I haven't been barking up the wrong tree. She finds a window that's unlatched. Cool. JOEL What are you doing? CLEMENTINE It's freezing out here. She scrambles in the window. JOEL (whisper) Clementine. VOICE-OVER I couldn't believe you did that. paralyzed with fear. I was Joel looks around, panicked. She lifts it.


The front door opens and Clementine stands there beckoning. CLEMENTINE (CONT'D) C'mon, man. The water's fine. Nobody's coming here tonight, believe me. This place is closed up. Electricity's off. JOEL I hesitated for what seemed like forever. CLEMENTINE I could see you wanted to come in, Joel. He walks cautiously toward the door. CLEMENTINE (CONT'D) As soon as you walked in. I knew I had you. You knew I knew that, right? INT. HOUSE - CONTINUOUS Joel enters the darkened and Clementine closes the door behind him. JOEL I knew.


CLEMENTINE I knew by your nervousness that Naomi wasn't the kind of girl who forced you to criminally trespass. JOEL It's dark. Yeah. Naomi. She's searching through drawers for something. a flashlight, shines it in Joel's face. CLEMENTINE Ah-ha! Now I can look for candles, matches, and the liquor cabinet. JOEL I think we should go. CLEMENTINE No, it's our house! Just tonight -(looking at envelope on counter) -- we're David and Ruth Laskin. Which one do you want to be? I prefer to be Ruth but I'm flexible. (opens cabinet) Alcohol! You make drinks. I'm going find the bedroom and slip into something more Ruth. I'm ruthless at the moment. She runs upstairs, giggling. into a husk. The room is drying out, turning She pulls out CLEMENTINE What's your girlfriend's name? JOEL

JOEL (calling after her) I really should go. I really need to catch my ride. VOICE-OVER I didn't want to go. I was too nervous. I thought, maybe you were a nut. But you were exciting. You called from upstairs. CLEMENTINE (CONT'D) (flat) So go. JOEL I did. I walked out the door. I felt like I was a scared little kid. I thought you knew that about me. I ran back to the bonfire, trying to outrun my humiliation. You said, "so go" with such disdain. CLEMENTINE (CONT'D) (poking her head downstairs)


What if you stay this time? JOEL I walked out the door. memory. There's no more

CLEMENTINE Come back and make up a good-bye at least. Let's pretend we had one. Clementine comes downstairs, vague and robotic, making her way through the decaying environment. CLEMENTINE (CONT'D) Bye, Joel. JOEL I love you. She smiles. They kiss. It fades.

CLEMENTINE I -EXT. BEACH - NIGHT Joel finds himself hurrying back to the bonfire. This scene, too, is disintegrating. It dries up and Joel is just standing there on a faded beach at night, the bonfire frozen in the distance like a photograph. INT. CAR - NIGHT Joel sits in the back seat, Rob and Carrie are in the front. CARRIE Did you have fun? Joel nods glumly. Carrie continues to talk, but her voice goes under as Joel studies the faded husks of memories, piled like refuse outside the moving car window. He sees dried-out version of previous interactions with Clementine playing out in loops. He looks back and sees the memory of his ride home from the beach with Rob and Carrie. It, too, is decaying. Soon all has crumbled into dust. Everything goes black. INT. JOEL'S BEDROOM - EARLY MORNING Howard watches the monitor. The last specks of light are fading. It grows dark. He is tired, his eyes are hollow. He turns to Stan, who is staring out the window at the dawn. HOWARD Okay. Stan turns and wordlessly begins the clean-up. He pulls the electrodes off of Joel's scalp, coils cable, packs bags. Howard dials the bedside phone. He waits as it rings. HOLLIS'S VOICE Hi, you've reached the Mierzwiaks. can't come to -We

Patrick tries to break the silence. You seemed caught. MARY And you never even suspected? Never saw us behaving in any unusual way together? STAN Once. PARKING STRUCTURE . PATRICK'S CAR . I've got to drop the van off. Thanks. STAN Hey. He and Howard look at each other. At his car. Mary is silent and depressed. waiting for him to continue. STAN (CONT'D) It was here. MIERZWIAK Thanks. Silence. MARY . Stan. PATRICK (CONT'D) Well do it again soon. EXT.EARLY MORNING Stan and Howard load the last of the equipment into the back of the van. maybe." Long silence. She watches him closely. PATRICK (CONT'D) Well. JOEL'S APARTMENT BUILDING .85. crosses to his car.EARLY MORNING Stan pulls the van into space marked "Lacuna." He gets out. I was coming back from a job and spotted you together. Mary is sitting on the hood. INT. it was sure beautiful on that river. EXT. Mary doesn't say anything. Thanks for sharing it with me. PATRICK You want to stop for coffee or something? Mary shakes her head "no. I waved. MARY (beat) Do you swear you didn't know? STAN I swear. You giggled.EARLY MORNING Patrick and Mary are heading home from Boston. Howard hangs up. STAN So.

You know that. MARY (heading toward the levator) Thanks. I'd never seen him look like that before. He nods. EXT. The platform across the tracks is empty. Mary starts to cry. MARY (CONT'D) You're nice.DAY . INT. (beat) But I love him. Happy. That red sweater with the little flowers.MORNING Joel waits on the crowded platform. Kind of goofy and wide-eyed. OFFICE . JOEL'S BEDROOM . Stan. I know. Now INT. STAN (thinking) You were in red. heads to the elevator. STAN (CONT'D) I really like you. Mary. Happy with a secret. I knew I loved him. It's packed. So I figured I was imagining things. I think. You looked beautiful. The apartment is neat. MARY And after that? STAN I never saw you together like that again. MARY Do you remember anything else? What I was wearing? Was I standing close to him? Was I leaning against his car like I owned it? How did he look at me when I giggled? Tell me everything. (thinking) He looked a little like a kid. like when he went to sleep. Joel's train arrives. You were leaning against his car. You looked in love. How did I look? STAN (beat) Happy. He squeezes on with all the other commuters. He gets out of bed and heads into the bathroom. COMMUTER TRAIN STATION . She stops but doesn't turn to face him. Mary says nothing.86.MORNING Joel awakens. She waves.

He dials his phone. hands He hangs up. good! INT. (off her stare) . You? Oh. She looks through her reception window at the sad people waiting in the lobby with their bags of stuff. I listened to my tape. I hear myself talking about having sex with you and I can't even imagine you naked. He signs it. LACUNA RECEPTION AREA . I can't even say "naked" to you! MIERZWIAK I have a family. Howard.. Naomi? Yeah. that's great! Congratulations! Maybe I could buy you dinner to celebrate? Tonight? I'm free. distracted. It's been a long time. I know. MIERZWIAK'S OFICE . it back. I want to do the right thing here.. You thought it best. Mary. hi! How are you? I know. He takes it. He's nervous. (beat) So..DAY Mary does paperwork at her desk. MARY You made me have you erased! I loved you. Joel works in his cubicle over the light table. MARY You made me have an abortion.. Okay. I can't believe I've been sitting right in front of it for a year. do we talk about this. MARY Do you love me? Did you love me? Something. I mean. I love you! How could you -MIERZWIAK I didn't make you. or what? MIERZWIAK I don't know what I'm supposed say. INT. Mary MARY (CONT'D) Thanks.87. He seems JOEL Hi.. MIERZWIAK It was a mutual decision. enters with the papers. Not too much.CONTINUOUS Mierzwiak dials his phone and waits. It's like listening to someone else's story. unable to make eye contact. Mary. MARY I need this signed..

But. She looks at him for a long while. JOEL'S BEDROOM .NIGHT Joel and Naomi are in bed having sex. JOEL I'm sorry. It really does cut both ways.. good guy. INT. they have fallen back into almost immediately..88. She sticks her tongue in his ear in a way that's trying to be sexual but just feels embarrassing to him. INT. I really shouldn't have -NAOMI I'm glad you called. it was my fault -.NIGHT Joel sits across from Naomi. I take full responsibility. she screams. We were taking each other for granted and -JOEL I miss you. habits.the break-up. JOEL So you think the dissertation will get published? . sweetie. JOEL Well. NAOMI (oddly cautious) So. NAOMI I'm sorry. look. (awkward pause) I have been seeing someone for a little while. RESTAURANT . He's a good guy. NAOMI Miss you. you haven't been involved with anyone in all this time? JOEL It's been a pretty lonely couple of years. out of frustration. NAOMI Oh. too. A Then. JOEL (trying for enthusiasm) Oh! Great. There are certain sexual routines. That's great! NAOMI A religion instructor at Columbia. They finish and lie there. I'm sorry.

Yeah.t know. We stay on Clementine as she watches Joel head to his car. MARY'S APARTMENT . She pulls another file out. EXT. JOEL Hi. crosses the overpass and makes his way to the empty platform. dials the phone. CLEMENTINE'S APARTMENT . The platform across the tracks from them is empty. COMMUTER TRAIN STATION . INT. Joel turns and makes his way through the crowd. copies the name and address onto an envelope stuffs the file and tape cassette in. Joel is among them. Joel gets on the train and watches the business commuters through the dirty window as his train pulls out of the station.89. lines. NAOMI I don. INT.NIGHT Clementine lies in bed with Patrick.MORNING The platform is crowded with business commuters. She pulls the top one out. I'm not sure there's a big public demand for books on Calvinism and Misogyny. An almost empty train pulls into that platform. CLEMENTINE So you'll call me. Sitting there are piles of the files from work. CLEMENTINE When? JOEL Tomorrow? Tonight. right? JOEL Yeah. JOEL'S APARTMENT . CLEMENTINE Just to test out the phone JOEL .NIGHT Joel enters. tromping through the snow. drops his overcoat on a chair.MORNING Mary gets out of bed. INT. She's a wreck. INT. He climbs the stairs.NIGHT Joel says goodbye to Clementine. Suddenly. Joel exits. it's Joel. She puts on some coffee then crosses into the living room area. Naomi. This one has Joel's name on it. CLEMENTINE'S APARTMENT . She copies it onto an envelope. She has been crying all night.

JOEL We'll speak soon. JOEL I had a good time last night.. my message? JOEL I just got in. I called you at work today. NAOMI'S VOICE Hi. I suppose so. did. I'm afraid if we fall back into this fast without considering the problems we had. Where are you?! I had a really nice time last night. I suppose you're right... NAOMI Okay. JOEL How's it going? NAOMI'S VOICE Good.90.. Joel. NAOMI 'Night. (pause) Naomi. Did you get NAOMI'S VOICE Yeah. They told me you were sick! So. Joel flips on messages with volume down. They JOEL I had to take the day to think. Just wanted to say hi. Call me. you're okay. JOEL Yeah. Call me! NAOMI'S VOICE That's me. NAOMI ON MACHINE (cheerful) Hi... JOEL There you are. said you were home sick. it's just. hi.. so. NAOMI'S VOICE Long day thinking. I'm home. I tried you at home. I know.. I'm glad She hangs up and Joel stands there for a minute feeling . I really NAOMI So I'm going to get some sleep.

I do. She squeezes his hand. CLEMENTINE'S VOICE Tomorrow night.NIGHT Clementine steps out onto it. It's really solid this time of year. She reaches for his hand and gently pulls him down. honeymoon on ice. I do.. Hmmm. CHARLES RIVER . CLEMENTINE'S VOICE What took you so long? JOEL I just walked in. CLEMENTINE Don't worry. JOEL I guess so. Joel is by himself now. Joel follows nervously. come here. creepy. He looks back at the shore. She takes his hand and he is suddenly imbued with confidence. Please. JOEL I think I should go back. then he dials the number on a piece of paper. What if it breaks? CLEMENTINE What if? Clementine lies on her back and stares up at the stars. CLEMENTINE'S VOICE Do you miss me? JOEL Oddly enough. CLEMENTINE Joel. JOEL (CONT'D) This is so beautiful.91. I guess that means we're married. EXT. is paralyzed. JOEL I don't know. CLEMENTINE'S VOICE Ha Ha! You said. He lies on Joel . He hesitates then gingerly makes his way over to her.. CLEMENTINE Isn't it? She runs and slides on the ice. JOEL I don't know.

. doesn't say anything and snuggles closer to him. One by one they open the envelopes and pull out tapes. JOEL Y'know -CLEMENTINE CLEMENTINE Well. CLEMENTINE I'm nervous. did you want to make love? CLEMENTINE Make love? Have sex.DAY . I just wanted to say that. We see stunned. JOEL I'm nervous because I have and enormous crush on you. MONTAGE We see people going to their mailboxes. EXT. She smiles. He wants to turn to her. Joel -JOEL -. JOEL Because I just am not drunk enough or stoned enough to make that happen right now. his back beside her. confused. CLEMENTINE Show me which constellations you know. too. She holds his hand. but out of shyness. This seems like the perfect romantic exotic place to do it and -CLEMENTINE Hey. JOEL Listen.and I'm just too nervous around you right now. disbelieving reactions as people listen to their tapes. They look up at the stars. Oh.92. I -JOEL I'm sorry. CLEMENTINE That's okay. finding manila envelopes.. Yeah? JOEL I wouldn't have thought that. um. their bodies touching. She smiles up at the sky. you obviously don't know me. CLEMENTINE'S APARTMENT . doesn't.

She kisses him. I haven't even told anyone I've met you. JOEL'S APARTMENT . . He opens a manila envelope. Joel is immersed in the several page document. JOEL Look. Joel drops Clementine off. We weren't supposed to say anything. CLEMENTINE'S VOICE Yeah? JOEL Did you send this? Is it a joke? CLEMENTINE'S VOICE I probably got the same thing as you. reads the enclosed file. INT. ROB AND CARRIE'S KITCHEN . "Did this really happen?". MONTAGE We see the people we saw opening envelopes. JOEL It's true.A FEW MINUTES LATER Joel enters with his mail. They say it's like waking a sleepwalker. JOEL I mean. "Do I know you?". Joel dials the phone. Maybe.CONTINUOUS Joel hangs up. I have to think. CARRIE Yes. I have to go. INT. sticks the cassette tape in his stereo. She pauses nervously. now on the phone. CLEMENTINE'S VOICE I spoke to my friend Magda. I know. then speaks: CLEMENTINE Call someone who'd know. JOEL That's what you have to say? How could it be true? I never even heard of any procedure like this. It's my voice on the tape. listens. It is true.93. Joel. "Is it true?" INT. JOEL'S APARTMENT . We hear over and over: "Is this true?". He dials the phone. Who would even know to do this? CLEMENTINE'S VOICE (matter of fact) Maybe it's true then.DAY Carrie is on the phone. It's a joke.

Please. leaving trails of panties and dirty socks in your wake. (reading) Says you were jealous and suspicious. stands there dumbly. CLEMENTINE'S VOICE Joel. JOEL Says you were a bully. then brag to me about your sexual conquests. we've fucked. sounds like me. never told me what you were feeling.LATER Joel and Clementine review their separate Lacuna packages together. Isn't that lovely? Joel doesn't know what to say as this registers. And we were so sweet and shy and inept with each other last night. (laughs) It's sexy that we were like a married couple. JOEL Says you were a slob. JOEL I don't know. INT. CLEMENTINE'S APARTMENT . CLEMENTINE Says you were constantly calling me a slob.. man. CLEMENTINE Doesn't sound like me. JOEL Says you would sometimes disappear all night. CLEMENTINE Did I use the term "sexual conquests" or is that your way of putting it. We've made love. non communicative. CLEMENTINE Well. Like a million times. You drank too much. griping and overly-familiar and He just . Sorry. CLEMENTINE'S VOICE (CONT'D) Come over here. CLEMENTINE (laughing) A bully? Moi? JOEL That's what it says.94. CLEMENTINE Says you were closed off. sweetheart. you picked on me for being passive and timid..

CLEMENTINE (CONT'D) You know my body like the back of your hand.MORNING Stan enters the waiting room.. RECEPTIONIST (into phone) Mr. MIERZWIAK'S OFFICE . As He has clearly MIERZWIAK She should not have done this. INT. WAITING ROOM . mad as she was. CLEMENTINE (CONT'D) Every curve. (to Stan) He says he needs to see you. Cleaned up enough to be erotic. Stan is here to -. Mierzwiak.Yes sir. a stunned-looking lot. bored. Don't you think? JOEL (considering) I sort of do. every freckle. The file cases behind her are bare. Howard. She smiles at nervous Joel. . Please just tell Howard I'm here to clean out my desk.MOMENTS LATER Stan enters. She unbuttons her blouse. RECEPTIONIST May I help you? STAN I work here. never seen this body before. I used to work here. JOEL You're so beautiful. Stan. There is a new woman in the reception window. as justifiably -- STAN I don't know what you're talking about. kisses him.. his arms wrap around her waist for the first time.95. INT. Stan. CLEMENTINE We should have sex. He stares at her. But I only see it as a fantasy version of reality. She approaches him. She takes off her shirt. LACUNA LTD. Mierzwiak is pale and pacing. now crowded with people holding their files. It's old hat for us.

OFFICE . MIERZWIAK I know you don't like me much. We'll take care of it.DAY Joel works over his light box. Stan. CLEMENTINE'S VOICE God. JOEL You must have been crazy. y'know. so I called everybody I know and asked them to tell me everything. YOUNG WOMAN . but it's in the form of a story. Whatcha doing? JOEL I'm just. It's like waking a -YOUNG WOMAN I don't know what to do. INT.. PATRICK This never should've happened. it's Joel. CLEMENTINE'S VOICE Hey. Now I know my entire history with him. He is in the process of interviewing a sad young woman.96. . CLEMENTINE'S VOICE Guess what I'm wearing. Panties and -His phone rings. JOEL I don't know. She of all people should know this is a dangerous thing she's doing.. Now it's like I've been assigned a reason. where Patrick has clearly taken over Stan's position. but please talk to Mary. I can't believe I ever hated you. ma'am. lover. JOEL Hi. Mierzwiak turns up the volume on a small video monitor looking in on the lab. STAN Jesus. I'm losing my mind. MIERZWIAK Mary has stolen our files and is sending them back to people. passing the time best I can till I can see you. MIERZWIAK This is why people must never be told. Before I thought I was depressed for no reason.

Howard is a . MARY Then why did you ask me? STAN I don't know. sees the tapes and the stuffed envelopes on the floor. out coffee.. MARY They have a right to know. STAN (CONT'D) What's this? MARY Nothing. I brought some -- Stan stands there with two cups of take MARY She steps aside for Stan to enter. STAN I know what it is. Oh. JOEL Jesus. CLEMENTINE Meet me after work by the old mill. He does. I just -. INT.. CLEMENTINE You're still excited by my irreverence.97. Is that somewhere we -Come by my JOEL What old mill? CLEMENTINE I just wanted to say that. STAN Hi. You haven't yet started to think of it as my "gratuitous need to shock.DAY Mary opens the door. Stan? STAN Can I. CLEMENTINE'S VOICE Your dried cum.there are a lot of really confused people showing up at the office. looks around. MARY'S APARTMENT . Yay. house." JOEL I can't stop thinking about you. MARY What do you want.

What if no one remembers? What does that do to the world? (beat.98. Long pause. the big ones. What do you think of that? That's from my quote book. He stands there dumbly. EXT. people come to him voluntarily. Stan. quietly) Someone has to remember. PARK .. (breaking down) But these things happened! All these little sadnesses. Do you understand that? Stan doesn't know what to say. a scruffy dog on a leash. I was on a swing. "He's friendly --" Vague shot of the man.AFTERNOON Vague elliptical images of a young girl on a swig. . (suddenly weeping) I can't remember my baby! I can't remember my baby. SAD WOMAN'S VOICE (CONT'D) Remember the Alamo! This is hurting people. thief. Mary STAN Mary. He steals the truth. They look at each other. then: MARY (small) I don't want to hurt people. MARY (hysterically) Remember the Alamo! STAN Mary. SAD WOMAN'S VOICE (CONT'D) The man said something like. MARY I won't allow it. STAN The office is filled with people who want their memories re-erased. please. There was this smiling man walking a little bushy dog -Vague shots of a man smiling. Those who cannot remember the past are condemned to repeat it.. slumps into a ball on a chair. his voice overlapping with the woman's. It existed and I can't even remember. SAD WOMAN'S VOICE I was by myself in the park because my friend Davia was sick that day.

MAN Do you want to give him a biscuit? The girl nods. looks up. Vague shot of the girl being raped. be with you momentarily.99. You can pet him if you Shot of the girl petting the dog. The woman sits. MARY (CONT'D) Howard. We move into her eyes. There's a pile of tapes next to her." MAN He won't bite. as she travels over the New York skyline. startled.DAY Mary.DAY The old woman is staring off blankly. My name is The doctor will Mary presses an intercom button. INT. MAN (CONT'D) They're in my car. with a headset on. A soldier on a battlefield looking at his slaughtered friends. Why don't you -DISTRAUGHT WOMAN'S VOICE Excuse me? Hello? INT. SAD WOMAN'S VOICE He took me to his car and .. MARY May I help you? DISTRAUGHT WOMAN I'm here for Dr. VAGUE SPACE Vague reenactments of memories intermingle in this undefined space: The young girl being raped by the man in the car. She switches the tape back on. Helene Kernfeld. LACUNA RECEPTION AREA .. She has been crying. "-. want.. She switches off the tape..he won't bite. your 10:30. MARY Yes. her giant manuscript in her lap. Mierzwiak. INT. please have a seat. The distraught woman is standing there. COMMUTER TUBE . .

INT. COMMUTER TUBE . A couple fighting.. INT. OLD MAN (HOWARD) You don't have to jump down my throat. Still dying. from the woman's point of view. removes a small disc. Old Mary pulls out a file from behind. drops her manuscript into the drawer. The old woman enters.. An old man enters. I OLD WOMAN (MARY) Well.. seems a bit startled. The aftermath of a car accident from the driver's POV.. Mary? OLD WOMAN (MARY) Let's see.I. turns off the tape. MAN I.. It's unbecoming on you. WAITING ROOM . She takes some pills with water. INT. but don't hear the recording. Another old woman enters the office. find you physically repulsive! I can't even look at you! They look at each other in silence. sits behind the reception desk. I. A little boy being called "faggot" by an endless succession of boys.. OLD WOMAN (MARY) (CONT'D) May I help you? SECOND OLD WOMAN I'd like to make an appointment..100. places it in a machine on her desk. The second old woman smiles gratefully. OLD MAN'S OFFICE .DAY The old woman and her chair lift out of the line of commuters. was trying to be nice.A FEW MINUTES LATER Old Howard works at his desk. OLD MAN How are you today. Old Howard mutters something and disappears into the back. don't try.DAY It's modern and well-appointed. somewhat wearily but attentively. conceals it. Old Mary looks up. Old Mary enters with the . OLD WOMAN (MARY) I think the doctor is free this morning. Howard.. He can probably take you right away for an initial consultation. Mary having an abortion. slips on earphones and listens. We watch the color drain from her face.

It's late. He joins her. The old man looks up from his cereal and stares blankly.101.. SECOND OLD WOMAN (CLEMENTINE) (V. TUBE . OLD WOMAN (MARY) Dr. He punches a couple of buttons on his computer console. why don't you begin by telling me why you've come here.O. She'd like to talk to you.. her eyes glassy and unseeing. INT.. A tape recorder starts up and his computer screen lights up so only he can see it. TUBE .O. On it we see a whole file on Clementine Kruczynski: a list of fifteen dates of previous erasures stretching back fifty years.CONTINUOUS The second old woman's (Clementine) voice drones tinnily on in the distance.. OLD MAN (HOWARD) (CONT'D) Would you mind if I tape our discussion? She shakes her hear.) (CONT'D) He just stared at me as if I didn't exist. OLD MAN (HOWARD) (CONT'D) So. Nice to meet you.. Kruczynski.. Ms. the tube is mostly empty. SECOND OLD WOMAN (CLEMENTINE) (V. this is Clementine Kruczynski.. but there is no response. three years ago at a senior dance.I said something like we should go upstate and see the leaves change. As if I had never existed. Mierzwiak. just a dead stare. OLD MAN (HOWARD) Hello.. SECOND OLD WOMAN (CLEMENTINE) (V. Please have a seat.. Joel. VAGUE SPACE An old man and the second old woman eat breakfast. I met this man. SECOND OLD WOMAN (CLEMENTINE) Well. The old woman with the earphones is dead.) -. second old woman. . He indicates a sitting area. Old Howard and the old Mary eye each other. She has earphones on. all of them involving Joel Barish.) I remember Joel and I were having breakfast -INT.O. We'd both been alone for so long and.NIGHT The old woman (Mary) travels in the commuter tube over Manhattan. She sits. INT. The woman smiles..

What had I done with my life? I was alone so long.) -. One of the technicians reaches over and presses the "erase" button on the machine. Two young technicians monitor the equipment. The woman's bedside phone rings.102. Clem? Why won't you call me back? Please call me. We need to speak. After a moment: OLD MAN'S VOICE Hi. The machine clicks off. BLACK. What's going on.his eyes used to be so filled with love. But it was gone. How can I go back to being alone after seeing love? I was alone for so long. END .O. INT. it's Joel. SECOND OLD WOMAN (CLEMENTINE) (V. SECOND OLD WOMAN'S APARTMENT .NIGHT The old Clementine is unconscious on her bed. Her machine picks up. hooked up to modern versions of the erasing machines.

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