UNTITLED

Cameron Crowe December, 1998

UNTITLED 1 FADE IN 1

A close-shot of a yellow legal tablet. A young hand comes into frame, holding a pencil. For a few moments, we hear only the soft scratching of pencil on paper, as credits are written in a series of dissolves. The hand carefully erases and corrects an error or two along the way. And then the sound of

an old friend... the warm crackle of a vinyl record... as we now hear Alvin and the Chipmunks' "Christmas Song." 2 2 EXT. PACIFIC OCEAN -- DAY

A lone palm tree rises up into a yellow afternoon sky. Behind it, the sparkling blue of the Pacific Ocean and the city of San Diego. A dry, hot Southern California day. Even the wind is lazy, and a little bored. 3 EXT. NEIGHBORHOOD SHOPPING CENTER - DAY 3

Santa Claus wears shorts and sandals, ringing a bell as he collects for the Salvation Army. This is Christmas in the Southland. No snow, no winter wonderland. Just a pleasantly thick heat and an unchanging season, as music continues. Turning the corner, walking into frame is ELAINE MILLER, 35. She is a tall woman, consumed by the fevered conversation she's Having with her pale young son WILLIAM, late pre-teens. They stand apart from the other shoppers. All around them is the highly-charged salesmanship of the season... silver glittering fake Christmas trees. She hurries her son through the commercial juggernaut, continuing their lively intellectual conversation, when something stops her. A Workman is affixing letters to a store-front. He has already placed the MERRY... now he's finishing the XMAS. Elaine is strong, but always pleasant, always clear about her purpose in this life. ELAINE Excuse me, I'm a teacher. There is no word in The English Language -- "Xmas." It's either Merry Christmas... or Happy Holidays. The Workman nods thanks, with faux appreciation, as Mom turns away. The Workman shares a look with William, who shrugs that's my Mom. TITLE: 1969 4 EXT. MINI-TRACT CONDO COMPLEX -- DAY 4

straightens her hair. barely brushing some chimes. and gathers the proper nonchalance to enter. She hides something under her coat. Move in on one of these homes. He's a great listener. Rows of Spanish-styled three-bedroom houses with common walls. She checks her cheek. William nods. It's a mini-condo community.so Livia ELAINE -. as she cooks a pan full of soy-based health-food cutlets. The world of knowledge engages him. The meal simmers unappetizingly in the pan. with a calm and curious face that takes everything in.This is the new professional-class. 6 INT.DAY 6 She's almost to her bedroom down the hall when mom catches . KITCHEN -. Mom moves to the living room to greet William's sister. is that you? ANITA'S VOICE Hey Mom! I already ate. There is a small clatter at the front door. as the girl we've just seen enters. and he loves what it brings out in his Mom. Across the kitchen we see William. ELAINE (cont'd) Anita. She silently curses herself. He has a good disposition. (thoughtful pause) Just like Nixon. the one without Christmas lights.DAY We now hear the dialogue between this lively Mother and her son. William peers into the next room. intrigued. Music fades. LIVING ROOM -. WILLIAM .killed everyone off so her son Tiberius could inherit the throne. At the door is a furtive 15 year-old Girl. 5 5 INT.

Mom steps closer and examines the lips even more carefully.. ELAINE You sure? I'm making soy cutlets. as Mom moves closer to his sister. searching for clues. watching. ELAINE (peering at her lips) Yes.. She turns slightly to look at herself in a hall mirror. It's Darryl.her. We now discover ANITA. you have. implicating herself immediately. ANITA No I haven't. She sees something curious about her daughter. I know who it is.. ELAINE Yes you have. She is an alluring young Natalie Wood.. Anita is stunned silent. ANITA I'm fine. To her. I can tell. 16. The words "soy cutlets" sends a small shiver through the girl. everything is a quest for knowledge. ELAINE Wait. ANITA (boldly) You can't tell. monitoring. yes. Already ate. You've been kissing. William stands in the doorway now. ELAINE Not only can I tell. up-close. . with a suspicious and sunny smile. ANITA (too quickly) No I haven't.

Eggs. it's all about drugs and promiscuous sex. William squirms as he watches the gently escalating conversation. ANITA (busted) It's unfair that we can't listen to our music! ELAINE (weary of the issue) Honey.ELAINE (cont'd) And what have you got under your coat? This is the booty Anita didn't want to give up. then sugar and white flour. ELAINE (cont'd) . honey. Anita glances at her brother. ANITA Simon and Garfunkel is poetry! ELAINE Yes it's poetry. Mom picks at the corner of an album cover now visible under her jacket. motorcycles. ANITA First it was butter. It's Simon and Garfunkel's Bookends. (beat) Bacon. Nearby. She can't. Even Simon and Garfunkle look guilty under her scholarly inspection. We examine the insolent faces on Richard Avedon's classic album cover. they're on pot. bologna. .. It's the poetry of drugs and promiscuous sex. rock and roll. Look at the picture on the cover.. CLOSE ON BOOKENDS ALBUM COVER Mom's fingers at the edges... He silently urges her to downshift. She withdraws the album.

" . He says I'm a "yes" person and you're trying to raise us in a "no" environment! ELAINE (immediately. ELAINE I'm a teacher. Nearby is a poster . William weighs in.ANITA (cont'd) Then it was celebrating Christmas on a day in September When you knew it wouldn't be "commercialized." ELAINE That was an experiment. "no" is a word Darryl doesn't hear much. Ever the peacemaker. you want to rebel against knowledge."No More War. But I understand ANITA What else are you going to ban? ELAINE Honey. ANITA (simple and direct) We're like nobody else I know. These are the words that sting Mom most. can't help it) Well. ANITA Darryl says you use knowledge to keep me down. Why can't I teach my own kids? (pats chest) Use me. Anita gasps. ELAINE (cont'd) I'm trying to give you the Cliff's Notes on how to live in this world. clearly.

Your sister using the "f" word. relating to him more as a fellow parent than a child. ANITA (to William) You don't even know the truth! William looks vaguely confused. there it is. ANITA I can't live here! I hate you! Even William hates you! WILLIAM I don't hate her." ELAINE (sputtering) What's the difference? . don't be a drama queen. Elaine turns to William. WILLIAM I think she said "feck. ANITA Feck you! All of you! ELAINE Hey! Anita runs down the hall to her room. ELAINE (cont'd) Well.WILLIAM Mom -ELAINE Everything I say is wrong. Anita takes a breath and then out of her mouth comes the strangled-sounding words of a kid swearing at her parent for the first time. ELAINE Sweetheart.

.S. There's the kid with a very mature-looking moustache.. SCHOOL DANCE/GYMNASIUM BATHROOM -7 Music continues.WILLIAM (encouraging) Well. and to be so invisible to them. the kid proudly sporting full-blown hormonal acne (he slaps on some Hai Karate). Puberty is so very distant on his horizon. none of them looking down. down to find William. which incidentally is the school play in which Tobin had just . JUNIOR HIGH LOCKER ROOM -. The letter "u".) Are you really in our grade? 9 INT. VOICE (O. DANCE -. down. Shot moves in on the kid.UNDER-CRANKED 8 Song continues as we see William's perspective of these mucholder looking kids. and then a blank space at the mirror. adenoidal TIM TOBIN.. the guy to whom puberty has already delivered the face of an adult. Girls now are visible. without a zit in sight. It is a voice right out of Guys and Dolls. It's a troubling experience.. complete with long jutting sideburns. as we hear the opening strains of The Moody Blues' "Nights in White Satin. to be this close to the alluring world of older teenagers. as the shot moves down. he challenges William in a loud theatrical tone. Shot moves along a row of very mature-looking male teenagers.. The most mature looking kid we've seen yet. He is so much younger. and they are even more mature than the boys we've just seen. examining themselves in the bathroom mirror. 8 INT. They flirt and glow.NIGHT -. Whispering in each other's ears.DAY 9 VOICE (louder) Are you really in our grade? William turns to see tall.." 7 NIGHT INT. arms trailing across the shoulders of the boys.

He is desperate for acceptance. And from somewhere comes an attitude. WILLIAM Yeah. and somehow the perfect line arrives from what could only be a merciful deity. a swagger. he's a little baby kid. He Doesn't even get zits yet. He is confused by their meanness.the witty guy. TOBIN Hey guys! Check it out! William doesn't have any pubes! Others now begin to gather around. GUY # 2 Yeah. I shaved 'em off. examining William. dismissive) I had 'em. Where are your pubes? All eyes are on him. GUY # 2 How come you don't have any hair down there? TOBIN (in loud. funny voice) Where are your pubes???!! Their voices echo off the tiled walls. GUY # 1 How old are you man? TOBIN He's not a man. It is a new persona for the kid -. Guy #2 cracks up. Now everyone is watching the hairless William. waiting for a response. He has never been more naked. WILLIAM (cool.starred. then others. William answers in a respectful voice. William's new accuser is suddenly surrounded by the impressed gales of laughter of these . The kid's mental wheels turn frantically. And it works.

to William in back) Put on your seatbelt. Tell him the truth. Camera drifts from Mom to Anita. I don't want you flying through the windshield. by rote. ELAINE Enjoy it while you can. on to other things. Tobin stares at William. WILLIAM We got our annuals today -ELAINE (cheerful. who can take it no longer. which Mom hasn't noticed. automatic) "Received" your annual. Others turn away. ELAINE (cheerfully. ELAINE (pleasant. carrying books. Tell him how old he is. pointed) Can this wait until we get home? ANITA Mom.older boys. FAMILY CAR -. WILLIAM (looking at his photo) I look so much younger than everyone else. and then also turns away. pull over. It's time. Anita examines her own un-fastened seatbelt. ANITA Mom. . ("See ya pubes!") Mom continues driving William and Anita home from school. 10 10 INT.DAY William jumps into the backseat of the white Ford Country Sedan station wagon.

They're 13. I'm 12. how old? . I'm. ANITA The other kids make fun of him because of How young he looks.. WILLIAM (trembling) So. I'm 12 -(beat) Aren't I? Their silence is eloquent. Nobody includes him. They call him "The Narc" behind his back. ELAINE (confessing. in a rush) I also put you in first grade when you were five and never told you. WILLIAM They do? ELAINE What's a "Narc?" ANITA (bleeding for her brother) A Narcotics Officer! ELAINE Well what's wrong with that? WILLIAM (ever the peacemaker) Come on you guys. It's no big deal.Mom pulls over.. it's okay. ELAINE (as in "be quiet") He knows how old he is. She skipped me a grade. Big deal... and stares straight ahead with deep irritation.. It's okay. I'm a year younger..

. sweetheart. She and his sister ignore him. don't blame me.. ANITA You lied to him! You make such a big deal about the truth and you lied! ELAINE (that one hurts) He never asked. as they now debate the subject with each other. am I? ELAINE (matter of fact) I skipped you an extra grade... ANITA And when he rebels in some strange and odd way..A heavy quiet. WILLIAM ... ANITA What -. don't be Cleopatra. ANITA You put too much pressure on him! WILLIAM (apprehensive) How. voice crackling) ELEVEN? . old.. WILLIAM (horrified. You're eleven.. We have to be his mother and his Dad. this is going to scar him forever? ELAINE Honey.like he's going to ask if he's as old as he thinks he is? Don't you realize..

You're just going to have to shine it on for a while. ELAINE So you skipped fifth grade... There's too much padding In the grades. no one talks about it. 5th grade unnecessary.. so much.. the information affects him physically. no friends. ANITA You've robbed him of an adolescence! ELAINE Adolescence is a marketing tool. trying to stem the leak. All Teachers know it. WILLIAM (still in shock) E . looking at his body) This explains. WILLIAM Okay! Anita reaches out to her brother.leven. Mom . With the compassion of a saint. I know you were expecting puberty. William shrinks down in the seat. She starts the car. she offers this: ANITA Honey. New sounds come from way down deep inside. Nothing happens in the 5th grade. Mom now begins speed-rapping... Deeply embarrassed. ANITA He's got no "crowd".. I taught elementary school. ELAINE And you skipped kindergarten because I taught it to you when you were four.He looks at his body.. WILLIAM (still horrified.

and yes.monitors his face constantly. still can't believe it) Eleven.DAY William finishes the last of many candy bars. We begin to hear Simon and Garfunkel's "America. ANITA Well. WILLIAM'S BEDROOM -. . The song continues playing on the stereo. 11 11 INT. A mound of wrappers sit just below the mirror.. He examines his face hopefully for zits. Go to Europe for a year! Take a look around. see what you like! Follow your dream! You'll still be the youngest lawyer in the country. LIVING ROOM . Take those extra years and do what you want. Nothing coming. Your own great grandfather practiced law until he was 93. She is raw and sincere. He knew you were a pronominally accelerated child..DAY Anita stands in the living room. ANITA What about me? ELAINE (heartbroken. Your dad was so proud of you. can't help herself) You're rebellious and ungrateful of my love. You're two years ahead of everybody." 12 12 INT. somebody's gotta be normal around here! WILLIAM (blinking. inspiring: ELAINE Who needs a "crowd?" You're unique.

a dead ringer for young Stephen Stills. and try to listen. Anita's good-looking boyfriend DARRYL. She focuses on William. loads her suitcases into a large turqouise Chevy. All coolness is leaving William's life. FRONT LAWN -. (Their house is more austere. It'll set you free. and exits. ELAINE We can't talk? We have to listen to rock music? 13 13 EXT. as she delivers this sage prediction of the future. ELAINE How can she leave such a loving family? Anita turns and heads towards them. ANITA (cont'd) Look under your bed. Anita shakes hands with Mom. too young to converse with. Mom watches nearby. He's invisible. man. The suitcases are adorned with plastic stick-on flowers. As the car takes off: . placing her hands on his young shoulders. She leans forward and whispers in his ear. less "fun" than the other front lawns.DAY William watches sadly. ANITA One day you'll be cool.ANITA I want to play you a song that explains why I'm leaving. He nods stoically. Her face is very close to him now. worried and helpless. hopefully. Darryl gives the kid a sub-human look.) WILLIAM Take good care of her in San Francisco. He is utterly lost.

and The Who's Tommy. TITLE: 1973 DETAIL SHOT OF NOTEBOOK . Shot moves in on his slightly fearful face.. The Beach Boys' Pet Sounds.NIGHT William locks the door." The heady effect of all these albums registers... DARRYL'S CAR . The Mother's of Invention's We're Only In It For The Money. She pulls him closer. ANITA (V.. In the distance we hear the whoop of her daughter... with a note taped to it..." 15 15 INT. Abraxas by Santana....... Crosby. She feels for him.) "Listen to Tommy with a candle burning and you will see your entire future.... Led Zeppelin. Miles Davis' Bitches Brew. He unzips the bag -. as we see him lighting a candle. with tartan design. Music now shifts to The Who's "Sparks.. ANITA YEAHHHHH-HOOOOOOOO.. It's a black leatherette travel bag.it's filled with albums.. He moves away from his mother..ELAINE She'll be back. William watches wistfully.. Jethro Tull's Stand Up. Sister waves to brother.. Stills and Nash.. the Rolling Stones' Get Yer Ya Ya's Out.DAY Anita looks back at the receding American Gothic-image of her mother and brother.O. subversive cache of music.. BEDROOOM -. ELAINE Maybe not soon.. the seminal Bob Dylan bootleg Great White Wonder. He flips through the amazing. Cream's Wheels of Fire. He reaches under his bed. 14 14 INT.

Everybody now congregates around the new arrival of their lives . 19 19 EXT. onstage with The Spiders From Mars. LUNCH COURT -. CLOSE ON PHOTOS IN MAGAZINE Camera moves across the photos.A blue school notebook.by Lester Bangs. pulls an orange from a vending container. Marc Bolan of T. PARKING LOT . It's a copy of Creem Magazine.their own cars. Pete Townsend of the Who. Arms suddenly clap William on the back. catching the expressions and fashions of the rock heroes of the day. with ballpoint pen renderings of the names of groups like the Who and Led Zeppelin. posing and laughing in front of massive stacks of amps. Also. 17 EXT. He still looks younger than most of the students.. JOURNALISM CLASS -. A dedicated teacher. especially the girls. his ringlet-hair backlit by stage lights. as he eats the orange. Rex. Ian Anderson of Jethro Tull..DAY 17 William presses the food machine button.DAY 18 William sits apart from all the others.DAY William walks through the parking lot after school. Adventures in Journalism. Neil Young. eyes wide and hair flying as he plays flute. Music continues. His hair is shoulder-length. 16 16 INT.DAY William. FOOD MACHINES . Drift down to a by-line . happily. David Bowie in skin-tight Japanese onepiece attire. and these days. The Southern Rock Royalty of The Allman Brothers Band. complete with carefully drawn thunderbolts. enigmatic with perfectly patched Levis. He reads intently. friendly . now 15. sits in class with book. 18 EXT. Music continues. PATRICIA DEEGAN. under a tree. slashing windmill-style at his guitar. walks the aisles. the name LESTER BANGS.

isn't it a little early for this? Bangs searches for the album -. a school official is hurriedly removing something from the high-school marquee. and turns as his face goes slack.. 20 EXT. back Home in San Diego for a few days -. He stands on the corner of a downtown side street. audible to us through the small p. musicdriven presence. speaker overhead. He laughs with them. He is the only person on the streets this early Saturday morning. BANGS . He is a ferocious. and editor of Creem Magazine..a.faces smile strangely.Lester Bangs. Reveal that he is watching a live radio show. halfway up a steep incline.. This is LESTER BANGS.Rock Journalism. 25.DAY 20 The song we've been listening to is ripped off the turntable by a highly-active man in a red promotional t-shirt proclaiming the greatness of The Guess Who. and he fills this small radio studio to the very brim. LESTER BANGS What is this hippie station?! Where's Iggy Pop? Don't you have a copy of Raw Power?! DISC-JOCKEY Lester. William views all this through a glass window. with no regard for album jackets. He shrugs. He takes a few steps and looks up to see.vinyl flying everywhere now. marches on. DISC-JOCKEY Quite an honor to have the World's Greatest Rock Critic.. HIGH-SCHOOL MARQUEE which reads: WILLIAM MILLER IS TOO YOUNG TO DRIVE (OR FUCK) All are laughing. lumbering. the rarely-seen God of a then new art-form -. laughing. DOWNTOWN SAN DIEGO RADIO STATION -. A Disc-jockey with longlong hair watches helplessly.

RADIO STATION -. acting out a story for the d. they walk. His hands are thrust deeply into his pockets. BANGS What are you like the star of your school? WILLIAM They hate me. BANGS You'll meet them all again on their long journey to the middle.Found it!! 21 EXT. We're rewarded with a blast of Iggy and the Stooges' "Search and Destroy. It's early. his paleness and messy moustache an emblem of the long days and nights spent writing. Bangs is about fifteen beer pounds overweight. never noticing the kid soaking in everything from the other side of this double-glass window.LATER Bangs walks with William on this sharply inclined San Diego street.DAY -. . RADIO STATION -. Lester does an Iggy Pop impression. 22 22 EXT. The kid nods. and he takes big sweeping steps.j. that we cannot hear. too. His jeans are loose. In there somewhere is a good-looking guy. Bangs thuds the needle onto a copy of Raw Power.DAY 21 William watches intently. BANGS So you're the one who's been sending me those articles from your school newspaper WILLIAM I've been doing some stuff for a local underground paper. the streets are silent." A closer shot on William now watching the whirlwind of anarchy inside.

he should be himself. I'm not a big Lou man. It's too late for newcomers. You got here just in time for the death rattle. BANGS You like the new Lou Reed? WILLIAM (automatic) The early stuff. but if Bowie's doing Lou. WILLIAM Well. BANGS Yeah. But if the kid's age is an issue. the last gasp. he doesn't mention it. The new stuff. Lou's still doing Lou. WILLIAM I did? BANGS Oh yeah. your writing is damn good. It's just a shame you missed out on rock and roll. he's trying to be Bowie. Bangs looks at the much smaller kid.BANGS (cont'd) Well. . and Lou's Doing Bowie. Like a machine-gun: BANGS What do you type on? WILLIAM Smith-Corona Galaxis Deluxe. It's over. the last grope. WILLIAM Over? BANGS Over. At least I'm here for that. shaking his head.

and offers a pleasant but very final nod of the head. . you know. the Guess Who. the serious demeanor dissolves and the oddest thing happens. They stand for a beat. See you. like 25 pages of dribble about.. or Coltrane. the kind a tough guy keeps well-hidden. They are alone together. alright. just to write. with the music blasting. It surprised the kid. who smiles back. BANGS Take drugs? WILLIAM No. BANGS Well.. Bangs laughs.. BANGS Smart kid. I'll see you around. there's nobody else in sight. on this deserted street. WIDE SHOT . Bangs stops at the corner. WILLIAM Me too. hands in pockets.SOLITUDE But neither have anywhere to go on this early downtown morning. WILLIAM Okay. The writing part. Keep sending me your stuff. BANGS I can't stand here all day talking to my many fans. For a moment. It's an odd and charming laugh. I used to do speed and sometimes Nyquil and stay up all night writing and writing.. you know.WILLIAM (standing his ground) If you like Lou. It's been nice to meet you.

. It sounds great. BANGS (cont'd) And they'll buy you drinks. His face is an open book filling with words. William thrills.. He listens to the grouping of the words. BANGS (cont'd) Cannot make friends with the rock stars. offer you drugs. DINER -.. But they are not your friends. It all sounds great to him.first you will never get paid much.DAY William listens intently as Lester eat a sandwich. they're gonna tell you everything. But you CANNOT make friends with the rock stars. But you will get free records from the record company.so anyway. a true journalist -. (savage bite) That's what's important. The kid's eyes widen.A.. you're from San Diego and that's good. If you're a rock journalist. they're gonna try to corrupt you. is looking suspiciously like a compassionate softie. every one of them. The publicists! The bands! You got an honest face. Privately. He madly scribbles... These are people who want you to write sanctimonious stories about the genius of the rock stars and they will ruin rock and roll and strangle everything we love about it. BANGS -. you're gonna have friends like crazy but they'll be fake friends. Our. . Because once you go to L. We. Bangs. you'll meet girls.23 23 INT. in direct conflict with his brutal writing style. The kid takes out a green collegiate notebook and gestures -can I make a note? Bangs nods. I know.. they'll try to fly you places for free..

... And the day it ceases to be dumb is the day it ceases to be real. I can pay you thirty-five bucks. Industry.. WILLIAM (attempting cool) An assignment. cool. BANGS . you're coming along at a very dangerous time for rock and roll..... I'm telling you..dumb! And you're smart enough to know that. It's over. unmerciful... BANGS (cont'd) . and unmerciful....BANGS (cont'd) They are trying to buy respectability for a form that is gloriously and righteously The kid leans forward as Lester finds the right word.. BANGS And that's what they want! And it's happening right now. 99% of what passes for rock now. Right? And then it will just Become an Industry of Cool. Gimme a thousand words on Black Sabbath. WILLIAM (writing in notebook) Honest. of. SILENCE is much more compelling.. a lawyer or something. I think you should turn around and go back and be.. The war is over. And you should build your reputation on being honest.. but I can see from your face that you won't. WILLIAM . They won. LESTER Yeah...

and William watches as he scribbles his number on the back of the kid's green collegiate notebook. ELAINE Look at this. 24 24 INT. She feels protective not just of her son. William looks out the window at the sign: TONIGHT . Bangs reaches across the table. WILLIAM All I have to do is listen.SOLD OUT BLACK SABBATH with special guest Stillwater. That's what Lester Bangs said. An entire generation of Cinderellas and there's no slipper coming. The notebook has just become valuable. FAMILY CAR -. but an entire generation. William goes over his questions for Black Sabbath.And if you get into a jam -. They sit together. The kid doesn't answer. WILLIAM You can drop me off here. She looks out the window at the adrenalized concert-goers. ELAINE Black.NIGHT Mom drives William to the San Diego Sports Arena. Sabbath. Just remember . If you get lost. I'll go along with it. He silently goes over his questions. ELAINE (cont'd) As long as I know this is just a hobby. ELAINE (dryly) I'll be waiting right here at eleven 'o clock sharp. I stay up late. use . listening to the beautiful and compelling silence.call me.you wanted to be Atticus Finch in To Kill a Mockingbird.

She fights with herself. Music echoes from the open windows of many other cars. Elaine watches her son disappearing into the stony rock-concert crowd. this is SCOTTY. Scotty is only forty but everything about him screams that he's an angry sixty. SAN DIEGO SPORTS ARENA BACKSTAGE RAMP -25 The kid tromps down the steep incline leading to a small steel backstage arena door. WILLIAM Hi. moves to a nearby podium and snaps through three clipboard pages. He moves back to the door and grabs the handle. stuffs his questions into an orange canvas shoulder-bag and exits. I'm William Miller and I'm here from Creem Magazine to interview the band Black Sabbath. too loud) Don't take drugs!! Fifteen concert-goers turn around instinctively.except for those few hours he controls the list. 25 NIGHT EXT. humorless man for whom powerlessness is the theme of his life -. It's a windy night. Everything about this image troubles her. The door wheezes open to reveal the keeper of the San Diego Sports Arena's backstage list. He unhooks his seatbelt. and then uses the family whistle immediately. Scotty. SCOTTY . All around him. at the sound of a Mother. He rings the buzzer.the family whistle. ELAINE (cont'd) (sweetly. nods and moves forward. and then identify William as the object of her concern. immediately suspicious. He turns. we hear: HAPPY CONCERT GOERS Don't take drugs!! He winces. He is a wiry. Famous to all those who attempt to enter.

NIGHT 26 William inches into the realm of the girls at the top of the ramp. but he turns away. Rejected by him just moments earlier. Chattering excitedly. Estrella turns to the kid with great disinterest. TOP OF SPORTS ARENA RAMP -. Unsure of what to do next. Scotty stands peering at him. WILLIAM Sir. Her partner hangs in the shadows. I'm a journalist. the groupies now feign disinterest. and two Groupies in their evening best. He looks over his shoulder. WILLIAM (in a rush) What-happens-after-I-go-to-the-top-ofthe-ramp with-the-gi Slam. William rings the buzzer again. Bracing himself. Go to the top of the ramp with the girls! Slam. It's just him. William rings again. They look at him sympathetically. William stands there for a moment. is ESTRELLA. The wind whips. Lock. The magazine hangs in mid-air. ESTRELLA Who are you with? . adjusting shoes.Not on the list. He shuts the door with finality. at two chattering Groupies watching his dilemma from the top of the ramp. with sophistication far beyond her 17 years. and here's a copy of the magazine. 26 EXT. The door opens slowly this time. The door opens. She sports long unruly black hair. withdrawing a copy of Creem from his bag. he looks back to the top of the ramp. They now pretend to barely notice the young journalist who has been banished to stand with them. The kid stands silently for a moment. SCOTTY You're not on the list.

.. "Groupies. you're not a what? WILLIAM (enthralled) Oh. ." The two girls are deeply insulted by the word. PENNY LANE Not a "what"? WILLIAM (charmed) You know. ESTRELLA No. introducing herself. I'm not a. I PENNY LANE We... Are not. Estrella stares at him." Estrella indicates Penny with great reverence. ESTRELLA Ohhh! WILLIAM Sorry... This is PENNY LANE. Moving into the parking lot light.. you know.WILLIAM (embarrassed to be alive) Me? I'm with myself. I'm just. who are you with? What band? WILLIAM I'm here to interview Black Sabbath.. (beat) I'm a journalist.... is a luminous girl in a green faux-fur trimmed coat. you know. There is an inviting warmth and real interest in the way she asks: PENNY LANE .. A "groupie. not a.

We are here because of the music. We are here because of the music. She seems not to hear them. Penny steps closer. PENNY LANE It's a long story. " WILLIAM Right. no more exploiting our bodies and hearts. She said "no more sex. ESTRELLA . PENNY LANE We don't have intercourse with these guys.. I'm retired now. Behind her. It's famous.sorry. I'm just visiting friends. man. William is nodding like a doll in a dashboard window. Listening.ESTRELLA This is Penny Lane. focusing completely on the kid. We inspire the music. concert-goers throw a few woo-woos their way. Right. WILLIAM -. We are Band Aids. PENNY LANE "Groupies" sleep with rock stars because they want to be near someone famous. man. Show some respect. We support the music. ESTRELLA She used to run a school for Band Aids.. ESTRELLA Marc Bolan broke her heart. ESTRELLA She was the one who changed everything.

. It's all happening." WILLIAM Okay.". Well. meet Estrella Starr. I talked with Sabbath. beeps twice. It's all happening. POLEXIA (the usual greeting) It's all happening. now I get the difference. PENNY LANE This is our journalist friend. Shot drifts off him and picks up. out of the darkness. Silent beat. just like the cover of Bowie's Aladdin Sane. the voluptuous one. And you are -WILLIAM William. Her black hair is cropped short and died red. They're all dying to see us. and that's it. She is in the vicinity of 16. The girls do not discuss being rebuffed. His name lands like a thud. ESTRELLA Polexia!! Did you tell Sabbath we were going to be here? POLEXIA I talked to Dick with Stillwater. And then silence again. see. The metal backstage gate rises and the limo rolls inside. from Riverside. Journalist Friend. POLEXIA Here comes Sabbath! ESTRELLA Ozzy!!! Tony!!! It's us!! A long black limo with darkened windows swishes past. . She is POLEXIA. and Polexia Aphrodisia. another breathless girl teetering on tall shoes. just blow-jobs..

William now cranes for a discreet look. Who deserves it more? POLEXIA (looking in purse) Nobody -. In the other. She opens her purse and shows the girls something inside. Her accent is Texan. POLEXIA (can't hold it in any longer) Okay. To go that little distance between good and great? PENNY Wait. That's not his. I would know his.THE BACKSTAGE DOOR OPENS Out steps SAPPHIRE. . I know he's such a talented guy. What's in that purse? BAM -. In one hand is a half-drained bottle of champagne. I mean. you know. ESTRELLA (with compassion) Don't you just root for him. Wanna see his spoo? I saved it in a baggie. a fistful of backstage passes. ESTRELLA (peering into purse) I'm really happy he's doing so well. look at him. A very odd look on his face. with odd traces of English. Heavy eye-makeup. PENNY (regarding what's in purse) Yeah. 19. I was with Ian Hunter all night at Rodney's Last night.ESTRELLA (cont'd) I think I saw Sapphire in there.he's so sweet. a tall girl with taller platforms. William edges away.

Not this one -SAPPHIRE (off William) Who brought Opie? The kid looks over his shoulder. SCOTTY Oh no. The thundering arena sound of .SAPPHIRE Does anybody remember laugh-tah? (as they turn) Come and GET 'EM! The girls scream and happily head down the ramp to Sapphire. Sapphire slaps passes on the girls. PENNY (privately. He joins the clacking sea of legs moving down the ramp. SCOTTY (hand blocking William) He wasn't with you. I'll wait. they leave him behind. Penny looks back and grabs William with a well-placed arm hooked around his. Who's Opie? PENNY He's with us. Penny now slips William forward for a pass. to William) I'll go take care of this. SAPPHIRE (to Scotty) Are you going to turn this into a Thing? SCOTTY All of you can wait outside! Top of the ramp! WILLIAM I don't want to cause a Thing. Sadly. As Scotty (The Keeper of the Backstage List) watches.

presses the buzzer with the nose of his guitar-case. It's obvious from moment one. as the guitarist stretches. follows. Voices booming. Tour/band manager DICK ROSWELL. the magazine hangs there.. as the others now arrive behind Russell. Dick now kicks at the door with his foot. the glimpse of backstage rock and roll. His direction is always . His is a face made for the background. He can't give it away. And then it shuts. a live-action album cover. system blasting Yes' "Roundabout". WILLIAM (to Dick) Hi. but he carries the emblem of a real pro -. 27. DICK Let us in. This is the star of the band. everything he wants to be a part of is on the other side of this door. He has the flaxen-haired look of a former hippie. his shiny black hair hanging in sheets around his head. a tour bus unloads.. JEFF BEBE the singer.a. Moving loudly out of the bus is the opening band. 27. familiar faces.. The buzzer goes unanswered. This is Stillwater. They stand together under the single lightbulb. Once again. I write for Creem Magazine. the charismatic one.forward. JEFF The enemy! A rock writer! .the collecting crowd. his long arms hanging limply at his sides. purposeful roadies carrying guitar cases. William recognizes him instantly. At the top of the ramp. as William produces a copy of Creem Magazine. I'm a journalist. LARRY TURNER the compact bass-player. He stands alone. He's tired. we're Stillwater! We're on the show!! William is surrounded by them now. and their road manager.. ED VALLENCOURT the quiet drummer..the newest silver Halliburton briefcase covered with backstage passes. the p. RUSSELL HAMMOND. loudly banging on the steel door. They're late. The kid is invisible to him. It reads -STILLWATER TOUR 73.. Four road-weary band members.

but at least thrillingly so. JEFF You guys never listened to our records. Okay. (gestures with fist) Way to go. Fuck off anyway. Do you know what your magazine SAID about us? What was it . Okay. takes it in stride. I could do that. I think you guys producing it yourselves. DICK (busy. RUSSELL Yeah. You're all just frustrated musicians. It's been a terrible night. running behind) I'm sorry but could you please fuck off? William blinks a little. not critics. WILLIAM Okay." LARRY (in background) That was Rolling Stone. Ed. (can't help it) I really love your band. . instead of Glyn Johns. I think the song "Fever Dog" is a big step forward for you guys. And the guitar sound was incendiary. We play for fans. Larry. Jeff. William shrugs. moving in the background. Russell sizes him up. WILLIAM Russell. Stung."the singer's incessant cater walling distracts From an assault with no clear purpose. was the right thing to do.WILLIAM (struggling forward) I'd like to interview you or someone from the band.

SCOTTY Not this one. And furthermore Russel craves the confrontation and moves forward closer to Scotty.He turns and leaves. 27 INT. through the door. RED DOG. catches them on the way. He's not coming in. SCOTTY (cont'd) . Russell looks at the others. as the backstage door opens again. . SCOTTY He's not with you. Russell notes the kid's swirling emotional state. with William moving to keep up. The kid moves back down the ramp. A young and grizzled red-haired roadie. That kind of love is hard to give up. Scotty quickly spots the kid and squares off. BACKSTAGE HALLWAY -. He's not with them. RUSSELL (good humored. And this is my arena. JEFF Yeah.NIGHT 27 The band moves quickly down the hallway.have a good time tonight. come back here!! Keep going! They wave him back. RUSSELL He's with us. He's not on the list. Welcome to San Diego. beginning his long trek back up the ramp. The band swarms around him. shoves him forward. They herd him in with them. yelling) Well don't stop there.

As the other band members drift across frame. Russel clamps an arm around Red Dog's neck. we have an Allman Brothers Band party. RUSSELL How're the guys? RED DOG Havin a ball. 28 28 INT. JEFF (aside. every word is reckless gem. speaks as he straps on his guitar and gets ready for the show. man. It's family. (flashes new mushroom tattoo on forearm) We'll see you guys in Boston.NIGHT Dressing room activity swirls around him. To the kid. to the kid) This is Red Dog. because rock and roll is a LIFESTYLE. When we have a party. He holds a small microphone. Camera catches flash of envy on the face of Jeff Bebe. Everybody boogies.. and it's okay.RUSSELL Red Dog! RED DOG We're playing here tomorrow night. and a way of thinking and it's not about money and "popularity!" . right? (specifically to Russell) Dicky and Gregg send you their love. a true rock and roll believer. DRESSING ROOM -.. Everybody gets off.. RUSSELL . as William simply listens. We all got These now. as Stillwater sweeps forward into a small dressing room. His stoic look gives away little of the full body rush he's experiencing. the Allman Brothers Band's number one roadie. Russell Hammond.. man.

but it's a voice that says here I am. JEFF And the chicks are great... and FUCK YOU if you can't understand me. Jeff sprays some shaving cream into his palm. The kid's eyes dance. when people catch something from your music.. I'm talking about. He listens intently. . RUSSELL . He checks to make sure he's getting the recording. The kid notices all these close-up details of rock. but what it all comes down to is that thing. Michigan. and rubs it into his scalp ..poor man's mousse. RUSSELL (cont'd) And one of those people is gonna save the world and that means that ROCK AND ROLL CAN SAVE THE WORLD -. is an off-shoot of THE BUZZ.. what am I talking about? WILLIAM (elegantly) The buzz? RUSSELL THE BUZZ! And the chicks.JEFF Some money would be nice. WHICH WE DID. RUSSELL But we didn't do it for that! We are here because we needed to fuckin be here. Russell smooths the strings of his guitar with a small cloth from his guitar case.. the whatever. not just 'cause we needed to away from Troy.all of us together. The Indefinable Thing. the thing you put into it.

." WILLIAM (proudly) I know that. RUSSELL (cont'd) A song like "What's Going On. "woo. It's what you leave out. Jeff hustles to reclaim his own connection to the interviewer.. That's rock and roll.. William nods. it's not what you put in.. the little things.. The silly things. All we get are these fucking old-ass interviewers who don't understand. Listen to. listen to Marvin Gaye. Activity surrounds him. ripping through unamplified guitar licks as he speaks..And like -. RUSSELL But. More texture. says nothing. man." That single "woo" at the end of the second verse .you know that woo . and it makes the song..you saying you liked "Fever Dog?" That is the fucking buzz. which is the fuckin' BUZZ. JEFF The next album will be even better. don't LISTEN.. William nods." RUSSELL (he does it) That's what you remember. Russell tunes his guitar. there's only one. JEFF (impressed) . Russell's face grows rapturous as he discusses this piece of music. is it? It's what you leave out.that single "woo. don't appreciate why we are here. keeps the microphone pointed. holds his microphone steady.

! William is swept out in the chaos of the pre-show ritual. 29 INT. past the pile of luggage by the door. A roadie whisks his guitar away. See. You're the first press guy we've made friends with. Behind him. anyone who isn't in the band -. Penny Lane scoots into place. writing feverishly in his notebook. We don't normally talk like this to them. RUSSELL There you go. DICK (walkie talkie crackling) Ten minutes 'till showtime. RUSSELL Okay.MINUTES LATER 29 William sits on the backstage steps. BACKSTAGE STEPS -. this is maybe the most honest we've ever been in an interview because you know our music.NIGHT -.A. DICK (cont'd) All this luggage is going to L. WILLIAM (amped. each with a number.We used to talk more about this stuff. And you're supposed to be The Enemy! What are you .out! Russell takes a last swig of beer. distracted) . two steps higher. featuring colorful laminated band tags.18? WILLIAM Yeah. Still young enough to be honest. It's a colorful heap of suitcases. PENNY LANE I found you a pass.

They're much more fun on the way up. William nods. Isn't it funny? The truth just sounds Different. He's number one.Thanks. He is by far the best and most honest interview I've ever done. PENNY LANE Me too. Her proximity cause him to look at her. I got in with Stillwater. but you know. PENNY LANE (cont'd) How old are you? WILLIAM Eighteen. (beat) How old are we really? WILLIAM Seventeen. (as he writes) The guitarist. PENNY LANE Me too. his eyebrows rising. WILLIAM Actually I'm 16. still scribbling. She eases down into place on the step next to him. he just thoroughly opened up. She smooths them down with two single fingers. PENNY LANE Me too. . Russel Hammond. (she nods) I've only done two. WILLIAM (confesses) I'm 15. PENNY LANE You're learning.

PENNY LANE You want to know how old I really am? WILLIAM (immediately) No. She looks upstairs, soaking in the sound of another band tuning up. Music is her religion. WILLIAM (cont'd) How did you get started in all this? PENNY LANE It's a long story. WILLIAM (quick study) Right. Right. PENNY LANE We live in the same city. We should be friends. She takes his backstage pass form his shirt and puts it on his thigh - the cooler location. Nearby, the dressing room door opens, and the Stillwater exits. Excitement level rises as they mass in the hallway with instruments. We hear the amped voice of Russell growing nearer. RUSSELL The Enemy! He approaches, as William stands. Penny watches, hanging out of Russell's eyesight. Standing in the supercharged hallway, the kid is anxious to introduce his new friends. WILLIAM Russell, this is Penny Lane. PENNY LANE (stepping into view) Pleasure.

RUSSELL Penny Lane? Like the song, right? PENNY LANE Have we met? THEY SHAKE And do not let go, for too long. There is history in their shake. Their eyes tell all. Shot takes us to William, who puts two and two together. It isn't hard. They clearly know each other. Well. WILLIAM Well, I guess you've... you've met. DICK Penny Lane! God's gift to rock and roll!! You're back! (privately) Marc Bolan. Please. Other band members pass, adjusting clothes for show time, waiting in the hallway... and now singing the Beatles song "Penny Lane." RUSSELL Come on, let's go. (noting kid's shyness) Both of you. 30 30 INT. BACKSTAGE -- NIGHT

House lights go down. Cheers rise. Dick's flashlight dances on the ground just in front of them, guiding their way in the dark to the stage steps. RUSSELL - get in the huddle. Russell pulls William into the band's huddle. SHOT LOOKING UP AT THEM

Their band ritual, psyching together, arms on each other's shoulders in a circle. They sing a dew lines of the classic "Train Kept A-Rollin'" (or "Go See Cal" from the Cal Worthington ad) They all touch feet, and then break, heading for the stage. Russell directs Penny to his side of the stage. The kid follows. Plugging in, still in darkness, Russell hits a practice chord -thwack. He steps on effects pedal. Applause. (Adlib onstage private patter, between members, goading each other -- the stuff no audience ever hears) Twenty feet away, Dick prepares to address the crowd from the darkened stage. It is his favorite moment of the evening, the highlight of his job. DICK From Troy, Michigan. Please welcome -(importantly) Stillwater. Light hits the stage, and the band launches into their opening song, "If You Say Nothing." Audience response is strong. Shot lingers on the face of William as he soaks in the most undeniably exciting moment of any concert, the first thirty seconds. Jeff the singer grabs the microphone and launches into some vocal pyrotechnics. Russell looks over to Penny and William, at stage right, grinning, pretending to trip on his cord, an elegant show-off move of a musician who is now where he belongs... before seriously stepping forward for the first guitar lead of the night. The kid looks over to see Penny watching Russell. 31 EXT. BACKSTAGE -- NIGHT -- LATER 31

Cases are shut and rolled toward the trucks. Stillwater heads for their bus. Jeff the singer says goodbye to Estrella Starr, like a sailor leaving port. Russell lingers behind, saying goodbye to William, loading his own equipment. Black Sabbath passes with entourage, heading to the stage. RUSSELL (privately) So. You want to come up to L.A., we'll be at the "Riot House" all week. WILLIAM

DICK Let's blow this burg! RUSSELL (exiting) Well tell your friend Miss Penny Lane to Call Me. Right." Say it like that."The Riot House?" RUSSELL The Continental Hyatt House! It's on Sunset Strip. (and now the roadies) Mick. just over the kid's shoulder. Red Dog. The Wheel! . Scully.Harry Houdini. I'm under the name . JEFF (exiting. All the while. exiting and laughing.. Ed. Dick. we'll take some more. Frosty. WILLIAM (attempting cool) Right. Russell joins Jeff. WILLIAM Got it. RUSSELL (returns. A good show is still in the air. Tell her "It ain't California without her. Estrella.A. Russell scans the backstage crowd of hangers-on. Gregg. WILLIAM Later Jeff! See you. Larry. whispers) Oh. We want her around like last summer. to William) The Enemy!! Yeah!! Come to L. Looking perhaps for Penny Lane.

WILLIAM PENNY! PENNY (calming him) Hey. Long story. WILLIAM (cont'd) I got it. He turns to see Penny. He heads for the door. WILLIAM How well do you guys know each other? She smiles privately. WILLIAM He had a message for you! He said. Be cool. He has bonded with Stillwater." The kid could care less." "It ain't California . He's loving it. William is deliriously happy. Elsewhere in the arena. hands upraised. We want you around like last summer. WILLIAM You just missed Russell! He says he's at the "Riot House" all week and to call him." PENNY LANE I get the gist. He's under the name Harry Houdini. "It's not California without you. Alright! I gotta go. Black Sabbath is performing "Sweet Leaf.ROADIES Laterrrr! DICK We'll see you down the line. Hey. No problem. ." (consults notebook) Actually he said "ain't. Penny walks with him. Do you know about the "Riot House?" PENNY LANE I think I've heard of it.

. PENNY LANE Call me if you need a rescue. In the distance. PENNY It's all happening. we hear Elaine's insistent whistle. PENNY Speaking of the world. as they exit out into the ramp area. In the distance. WILLIAM Okay. We live in the same city. PENNY It's a plan. PENNY (cont'd) Do you want to come? WILLIAM Yes. They stand in the night air. we hear the family whistle growing louder. SPORTS ARENA -. WILLIAM I think I live in a different world. He nods. I need a new crowd. 32 32 EXT.NIGHT Penny takes out an eyeliner pencil. The parking lot is largely silent now. I've made a decision. flashing passes. He is a rapt audience for this flashy girl.They pass a still-scowling Scotty. You've got to call me. (a very serious secret) I'm going to live in Morocco for one year. save for the thudding bass sounds of Black Sabbath. writes her number on the back of his green notebook.

WILLIAM It's all happening. He nods cooly. He waits until she turns, and the sprints through the parking lot, to the distant family whistle. FADE OUT: FADE IN: 33 ON TAPE RECORDER 33

William's fingers work the clunky keys, pressing rewind. We hear a snippet of the intense and lively Stillwater interview, full of overlapping and barely discernible voices. Meticulously, he untangles the voices, especially Russell's, as he transcribes. INT. WILLIAM'S BEDROOM - DAY The work of a journalist, as William sits at his Smith-Corona Galaxis. There is a knock at the window, and William scoots back in his chair to see a familiar face. It is Darryl, his sister's old boyfriend. William opens the window. WILLIAM Hey Darryl. DARRYL Hey. Darryl climbs in the window, looks around the room that was once the site of his previous glory. DARRYL (cont'd) So she's a stewardess now. WILLIAM Yeah. She and Mom are still sorta... I'd say "not speaking," but I don't know if they ever did. DARRYL Your sister. A stewardess.

(nods to himself) The things your sister and I did inside these four walls... WILLIAM That's okay. I don't want to know. It's my room now. DARRYL We flew the friendly skies WILLIAM Okay DARRYL I don't want to put you in the middle of anything. We don't have to talk about it. WILLIAM No. DARRYL You seem cooler. WILLIAM Yeah. I'm thinking about going to Morocco. DARRYL Lemme know if you need a little help with your Mom. WILLIAM A little might not be enough. DARRYL She still freaks me out. WILLIAM (nods, an old issue) Yeah DARRYL She's famous.

WILLIAM Listen DARRYL Go ahead and do what you were doing. I just wanna hang in here for a moment. WILLIAM Cool. Alright. William nods and continues his work, self-consciously, as Darryl sits on his bed and soaks in the memories of the room. A long moment passes. Darryl pats his thighs, and rises. DARRYL Okay, man. WILLIAM Okay, man. 34 34 INT. LIVING ROOM -- EVENING

William slips on corduroy jacket, over a tie-dyed shirt. Well, it's definitely a look. Mom appears more nervous than her son. ELAINE I worry about the drunk drivers. WILLIAM Mom. I'm 15. (beat, vague panic) Right? ELAINE Yes, you're 15. "And here's that money I owed you." She reaches in a small box near the door, gives him twenty bucks. It's their routine. ELAINE (cont'd) Your dad's favorite joke. I don't do it as well.

ELAINE Keep the small bills on the outside. . and he steadies her. like a parent) And don't take drugs.WILLIAM I thought it was pretty good. ELAINE (stoic) Ha ha. ELAINE Good. and she knows it. as if to a dog. He opens the door.) Stay.. as if to remind her she's not going. See -. okay. WILLIAM I will call you if anyone anywhere gets drunk.. Very funny. And call me if anyone gets drunk. She's a wreck. Have fun at the dance. They move to the door. WILLIAM (anticipating her. I'm glad you're making friends. WILLIAM Mom? ELAINE Yeah WILLIAM (loving but firm. WILLIAM I-love-you-bye. ELAINE Oh.sense of humor.

(does tour guide voice) Every band stays here. 35 35 EXT. Huge billboards advertise not cigarettes or beer. And why are we even talking about it? If you're really an insider. Yes. sporting a different more elegant look. Also known as The Riot House. Zeppelin. the first time we've seen him happy in his own skin. It's a wondrous piece of geography for any rock fan. . Her windshield is cracked along the side. Twentyfour hour room service. She sings along to the obscure words of Led Zeppelin's "Dancing Days. but albums. WILLIAM'S HOUSE -. You know what I mean? WILLIAM (beat. because they're outsiders and they are inside a place outsiders will never be. Neil Young. They were so outside. squishing down the water plants. We all know each other.NIGHT Penny waist by her car. almost falling. takes it all in. The Who. you're never gonna say it. down the hill. English bands. American bands. SUNSET BOULEVARD -. watches." William takes it all in from the passenger seat. working it out) Yeah. Shot moves in as William. they were outsiders.He opens the door. He moves his head outside the window to see fully. all the ones that matter. Alice. She folds her arms tightly across her chest. He hikes down the hill. they're inside." Watching him leave is always a killer. "Sugar Mountain. PENNY LANE The Continental Hyatt House. She cups her hands and yells up to him. She's not getting any better at it either. 36 EXT. Like us. and insiders never even knew it. Bowie.LATER NIGHT 36 Miss Penny Lane's yellow Vega makes the big swing onto Sunset Boulevard.

. The secret community of rock. They dart across the busy street. steadying her hat at the same time. I'm going to pretend I don't know them. PENNY And we're not gonna hang out with Russell. but not me. illicit. Penny attracts a hailstorm of friends and comrades. mingling Rockers. SUNSET BOULEVARD -. intoxicating.NIGHT 38 Penny blasts into the Continental Hyatt House. He steadies his taller date.NIGHT 37 Neil Young and Crazy Horse's "Cinnamon Girl" ricochets across the Strip.She makes a swift turn into a secret parking spot near the hotel. William on her arm. 38 INT. ROADIE # 1 Penny Lane!! PENNY LANE (aside) These guys are with Alice Cooper. (grabbing him like a shield) And I'm about to use you as protection. PENNY LANE It's all happening. You can. It's a swirling mass of Roadies carrying Halliburton briefcases plastered with tour stickers. HYATT HOUSE LOBBY -. Penny now wears her green faux-fur trimmed coat. The lobby of this bastion of seventies rock is more alive than most clubs. They are a good team as they pass one of several humming tour busses parked out front. She stumbles a little on her platforms. It's blasting from cars tuned into KMET. The feeling is communal. WILLIAM What is it with you and Russell? 37 EXT. and more than a few Groupies with lower-ambitions and taller-platforms than Penny Lane. She grabs William's hand.

(uses English accent) And don't argue with me! ROADIE # 3 Again? PENNY LANE (moving. darling. . very wonderful friend around. charming all she had four men suddenly circling her. He's a very important writer . not buying it) There's nothing they could teach you in college. I'm going to go traveling in India. ROADIE # 3 (arriving. perplexed and a little hurt. mock drama) Penny Lane!! God's gift to rock and roll!! PENNY LANE I'm retired. (English accent) I'm responsible for his moral conduct while he's abroad. Then I'm going to go to college for one year. English accent) Have we met? Effortlessly touching an arm here and there. William looks at her. What about Morocco? ROADIE # 2 (exiting. Then I'm going to learn how to play the violin.he knows Lester Bangs. PENNY LANE (cont'd) I've made a decision.ENGLISH ROADIE # 2 Penny!! Does Alice know you're here? PENNY LANE I'm just showing my very dear.

.. It features the four Led Zeppelin symbols and the words: "TO BE A ROCK AND NOT TO ROLL. (displays squiggle on shirt) Mr. Tonight he wears a custom homemade t-shirt with iron-on block letters. Overlapping this dialogue is the appearance of our friend Polexia. POLEXIA (in tears. knocking the air out of him. Mr. emotional) Ian Hunter is a fucking asshole! WILLIAM Polexia! POLEXIA Opie!!! She hugs him like a long-lost friend. Jimmy Page. He's under the name Bob Hope.(whispers) Call Alice. I throw the little ones back. but he's oddly formal and never feels worthy of the rockers he idolizes. 14. And Bonzo's gotta new motorcycle in the hotel! PENNY . in pieces. Please don't smear it. And now overlapping this action. he touched this pen." A felt-tip pen is still in his quivering hand. ROADIE # 1 I heard you were with Russell from Stillwater. John Paul Jones. I just saw them on the seventh floor! Mr. Robert Plant signed my shirt in the elevator!! Five minutes ago. Nunez walks with them. backpedaling as he says: RIC It's all happening. PENNY Please... Lusty laughs circle William. His eyes are forever moist. appears Superfan RIC NUNEZ.

Polexia and an ambivalent Penny walk the hallway. . please. PENNY LANE This is my very dear. PENNY He tours with them. I picked that up. As he waits. but there's guards there! So you gotta go to the tenth floor and go up the back steps.NIGHT 40 William. RIC It's all happening!! See you in Cleveland! Ric rushes back to the elevators. very close.MINUTES 39 Penny nearby as William picks up the house phone. he discreetly pockets the matches. he is very close with Lester Bangs. hotel pad and pencil next to the housephone. RIC They're on the 12th floor.NIGHT -.Ric is a Zeppelin fan. WILLIAM Yeah. looking for the room. HALLWAY/RUSSELL'S HOTEL ROOM -. WILLIAM Harry Houdini. very wonderful friend William Miller. 40 INT. but not "with" them. William looks in the passing open doors. HYATT HOUSE LOBBY PHONE -. He shouts over the din. PENNY LANE I'm retired! Doesn't anybody believe me!? 39 LATER INT.

Up ahead. Much singing echoes all around. a band party in full swing. PENNY LANE (cont'd) "Ladies and Gentlemen. PENNY LANE Okay. Russell joins William. the life of this party. It's a hotel-room Hootenanny." Russell Hammond is the center of this party. the door to their smallish hotel room is open.each one a different window into another world. and exits. WILLIAM (happy to be there) Alright. with proper hand gestures." RUSSELL/OTHERS PENNY!! PENNY LANE!! She is instantly and overwhelmingly. Inside. jabbing out the chords. to a loud party ovation. Please extinguish all smoking materials and notice that the captain has turned on The No Smoking sign. Russell places a beer in William's hands. and all members of the band are present. with arms extended and pointing in opposite directions. playing along on guitar. the seat below you will serve as a -" (give up) . RUSSELL (impressed to see him) Alright. Your seat and tray tables should be locked in their full and upright positions. Time to put on the lampshade. A clunky early-model boom box segues from James Brown's "Make It Funky" to Led Zeppelin's "Gallows Pole. She does a flawless stewardess imitation. PENNY LANE (continuing) "In the unlikely event of a water landing. Penny Lane takes a breath and enters.

in which it all plays out the way she planned it. POV shot travels to Russell.. POLEXIA (cont'd) Act Two. POLEXIA (privately) Act One. laughing. strumming the guitar that is always a part of his body. in which she pretends she doesn't care about him. POLEXIA Stop them? You were her excuse for coming here. ON PENNY PENNY I need ice! Penny disappears out the door. adjusting his collar and peeling a hair off his jacket. the hell with it.Oh. She'll eat him alive. Polexia sidles up to William. Russell follows a moment later. Russell moves towards Penny. and goes right for her. Jeff approaches the alluring Polexia. The kid's eyebrows rise. in which he pretends he doesn't care. as she turns his way and winks. They all applaud her. Russell is watching Penny Lane surreptitiously. William watches her with wonder. Meanwhile. .. She sees him watching Penny at the other side of the room. across the hallway. POLEXIA (cont'd) Act Three. and goes to get her a beer. WILLIAM (worried) We've got to stop them. Polexia regards the kid with affection.

Do you have any pot? WILLIAM Not on me.NIGHT The ice machine makes new cubes with a grinding noise. laughing at his poor job of lying. I grow it. if you were only taller. WILLIAM I'd be someone else. You know. POLEXIA (cont'd) Bless me father for I may sin tonight. POLEXIA Do you smoke? WILLIAM No.. Behind her. The kid watches.. . POLEXIA You're funny. I grow it. Eddie Giles' "Losin' Boy. (attempting to fit in) But I. You know? 'Cause she brings out the good side in everybody else." There is the sound of a motorcycle somewhere down the hallway. but what do they do for her? Life kills me... POLEXIA Yeah. Penny puts ice in her glass. rich. Polexia looks at the kid. Jeff appears with her beer. as the boom box plays an obscure favorite of Russell's. a guitarplayer and older. 41 41 INT. Good point. Russell moves into frame. English. and she whispers in the kid's ear before she exits with Jeff Bebe. ICE ROOM -.POLEXIA I just worry about people using her.

with a glass of his own.the story about the girl who dumps the guy who has an ex-ex wife -. You're too talented and too good-looking to be trusted and everybody knows it. She makes a scoffing noise. five letters from him. Like Pied Piper. He moves to the ice machine.hands delicately riding the sides of her body. RUSSELL (cont'd) Miss Penny Lane. just outside the door. A motorcycle roars by. He tosses cubes in his glass. (cube) The way you know the words to every song. okay. (cube) The way you pick up strays wherever you go. Every song. as Penny moves away from Russell's exploring hands. loves it) You're retired like Frank Sinatra is retired. RUSSELL (smiling. Let me tell you what rock and Roll will miss the day you truly retire. one by one. After the first cube: RUSSELL (cont'd) The way you turn a hotel room into a home.. Especially the bad . and then doesn't even leave a pass in San Diego. Wake up! I'm retired and I never believed you anyway.the one we don't talk about -and gets a hundred.. PENNY (with real indignation) How does it end? RUSSELL What? PENNY You know .

Their mounting success crowds the . Behind him. They kiss. most of the band has disappeared into other rooms. (cube) That green coat in the middle of summer.NIGHT The hallways are crowded. These are the San Francisco-based main offices of Rolling Stone Magazine. He kisses her powerfully. HALLWAY -. She fights to keep her hands off him. RUSSELL Come to Arizona. The motorcycle speeds by again. an "underground" publication. And pack light this time. Mostly the bad ones. We have arrived for the waning days that this magazine could still be called. but my glass if full. (cube) And. 42 42 INT. PENNY (quietly) Damn. leaving only hangers-on in their places. ROLLING STONE MAGAZINE -. I'd keep going. just outside. alone now. 9 AM. PENNY Never.DAY Music. 43 43 INT. (cube) The real name you won't reveal. Bonham's motorcycle rips by. He leans against the wall. with a straight-face. just outside the door. RUSSELL We leave Thursday morning.ones. Jesus. Trying to look like he belongs. We pan across cubicles bustling with laid-back fervor. as William looks at the closed door of the ice room. hands at his sides.

I'm the music editor at Rolling Stone Magazine. 32. who smokes his cigarettes with a long holder.DAY William is on the phone in his own small room.Lennon. WILLIAM (immediately. WILLIAM This is he. Jagger. thanks.. James Taylor. We've got a copy of your stories from the San Diego Door. Camera catches the Annie Leibowitz portraits that hang on the walls -. BEN . this is Ben FongTorres. howling dogs. the spirit of rock And roll. William. this is good solid stuff. Sitting nearby is curly-haired and mustachioed Star Staff writer. BEN FONG-TORRES William Miller? INTERCUT: INT. We find editor BEN FONG-TORRES. WILLIAM Yes it is. Felton reads one of William's articles. DAVID FELTON. 29. BEN (rifling through tearsheets) Voice of God.. WILLIAM'S BEDROOM -.. Rod Stewart. chuckling. in his cramped cubicle.. suddenly deeper) Thanks.edges of every frame. BEN Crazy. nervously alters his voice to sound older. This is the same William Miller? William instantly.

terse) Stillwater. The kid's eyes widen. Ben shuffles through papers. BEN What college -- . Crazy. WILLIAM (affecting casualness) Sounds good.. starting to do something.seven hundred dollars.. Hard-working band makes good. their third. automatically plotting the piece aloud. a grand. BEN We can only pay -. What's your background? You a journalism major? WILLIAM (deeply) Yes. BEN (cont'd) Alright. We'll set up billing -don't let the band pay for anything.lemme see. threethousand words -. New album. Any ideas? WILLIAM (voice now to deep) How about Stillwater? BEN Crazy. Guitarist is the clear star of the band. Get 'em to respond to the critics who dismissed the first two albums as workmanlike. BEN (cont'd) (pleasant.You should be writing for us. Let's do threethousand words.. looking for a tour itinerary on his promotional-material laden-desk.. You'll catch up to them on the road.

CONTINUOUS Elaine now gets on the extension. They will change your story. they'll rewrite it and turn it into swill. WILLIAM'S BEDROOM -. LESTER BANGS HOME -. home/office at Creem Magazine. 44 44 INT. what would be wrong with it? LESTER BANGS . In the background. a scratchy and chaotic Coltrane record. Call me at the San Francisco office tomorrow.INT. Beware!! WILLIAM But besides that. LESTER BANGS Beware Rolling Stone Magazine. There is nothing in frame that does not deal with music. BEN Well. INT. I know how my lady gets when I don't Snap to it WILLIAM Crazy. BEN Crazy! I'll let you go. ELAINE Honey.CONTINUOUS The kid is paralyzed. Michigan. I need you to do that thing that fixes the garbage disposal -She hangs up. ELAINE'S HOUSE -.LATE NIGHT The great Lester Bangs stands in the promotional album-clogged bedroom of his Birmingham.

. It's a good break for ya. What are you listening to? 45 45 EXT. 47 47 INT.. And don't let those swill merchants re-write you. Deegan. Mrs. WILLIAM (urgently) I need to talk to Mrs. LIVING ROOM -.DAY William knocks on the teacher's lounge door.(laughs. my friend. and makes notes. swill merchants.. WILLIAM (still copying) . WILLIAM'S HOME -. (beat) Look. entertained) You have starry eyes. don't do it to make friends with people who are trying to use you to further the big business desire to glorify worthless rock stars like Stillwater. Do the story. protective of their sanctuary.. She sees a few extra cars in the driveway. But remember this -The kid listens intently. It's late afternoon. LESTER BANGS Now. is immediately suspicious. Deegan appears in the doorway. LESTER BANGS (cont'd) .LATE AFTERNOON 46 The sun is still shining.. from Journalism. 46 EXT. A Teacher answers.. TEACHER'S LOUNGE -. as Elaine Miller exits her car and arrives home.LATE AFTERNOON .

he has received a major assignment from a national publication called Rolling Stone Magazine. her natural state. and places it on Elaine's lap. And you have every reason to be happy. and at an oddly-young age. the teacher continues. Deegan produces a copy. We speak the same language. It's a 1973-style intervention. They wear sunny.. Nothing is wrong. She is fully engaged and worried. but such are the ironies of life. It sits there like the plague.rock music. ELAINE . Carefully gauging Elaine's face. the answer is no. Mrs. You're a teacher. DEEGAN (cont'd) William has been gifted with a shining opportunity in the world of journalism. Mom sits down. MRS. ELAINE Whatever it is. we need to talk to you. DEEGAN (cont'd) Now I'm not a jump-up-and-down person. MRS. MRS.. but something wondrous has happened to William. compassionate smiles. Mrs. and calm. Through a love of music.. (knows her) . I am a teacher. MRS.. DEEGAN Elaine.Elaine arrives to find William. Deegan and Darryl awaiting her in the living room. that happens to be the very topic of William's assignment (cheerfully) . DEEGAN (cont'd) Now you are rather famously not a fan of rock music. A band.

and published nationally -(quickly) -. MRS. .(warily. ELAINE No. ELAINE What's involved? MRS. Mom looks evenly at her son. he travels on a bus. He'll be well-paid. ELAINE Is it time for me to say something? MRS." WILLIAM (lightening fast) "He who jealously guards his fears. DEEGAN Well. what are you doing here? DARRYL Moral support. MRS. It's a great opportunity.. that which I have feared has come upon me. to Darryl) Honey. seated opposite her in this small living room. DEEGAN And in anticipation of that response ELAINE No. DEEGAN -.. No small planes.William has prepared -ELAINE (rueful) "Lo.and he'll go on tour with a rock band for four days. DEEGAN Sure.

having anticipated all of the above. (beat) I wish to disprove the prevailing false belief that rock music is based on drugs and sex. Nearby. It is now performed by hard-working intellectuals. we moved here to be near the finest law school in the West. your own son.quietly yearns to bring them about!" Mrs. with blazing intellectual pursuits. I have raised him to be an honor student. which he is. Deegan. and in one week he graduates with all his friends DARRYL He's got no friends!! WILLIAM Darryl.. Plus. . We raised him to be a lawyer. with. but rock music is different now. DEEGAN Elaine. William nods to Mrs. Please. WILLIAM Lady of the Jury. MRS.. makes an impressed noise. and stands. may I present to you. ELAINE This is going to be hell. ELAINE (with compassion) No. turns to face his mom. William takes a lawyerly stroll.. and I am going to play for you a piece of music designed to show you that my thesis is correct. he has finals coming up. perhaps at one time. Deegan admires their high-strung intellectual parrying.. True.. We have agreed on all our goals..

this song will change your life...Across the room. ") 49 49 INT. The intro in not short. WILLIAM The song is based on the literature of Tolkien. LIVING ROOM -. Immediately. as Elaine becomes increasingly impatient. ("There's a lady who's sure all that glitters is gold. WILLIAM (cont'd) We ask you only to listen. the vocal begins.. Mom stifles a cough... Camera passes across their serious and expectant faces. (". Mom is trapped. the opening notes of Led Zeppelin's "Stairway to Heaven. William nods to Darryl.. and then. as we listen to silent static. We listen. just watching their faces.Soon.. listens politely. She looks at William. overlapping. 50 50 EXT.") DISSOLVE TO: 48 SUN MOVING SLOWLY ACROSS THE SKY 48 WILLIAM Sprinklers click across the lawns..AFTERNOON Mom adjust herself in the chair. and it makes me wonder. checks her watch. Darryl takes his position near the stereo.. and it's mystical attempt to elevate humanity has been successful throughout the world." William gives his Mother the album cover's inner-sleeve with lyrics.... ELAINE When is it going to start .AFTERNOON . who reverentially drops the needle with a thud. HOME .

" All I have is my honesty. DISSOLVE TO: 52 52 EXT. ELAINE (cont'd) You've clearly ganged up on me.AFTERNOON Mom listens fitfully. and blurts out something against her better judgement.. in large bold type: BUY THIS FUCKING ALBUM. LIVING ROOM -. HOUSE -. LIVING ROOM .. ") 53 53 INT. and I still say no. She shuts her eyes. and not to roll. Silence. And ad reads. They sound like nice kids. ("To be a rock.") The song ends. and she's buying the Stairway to Heaven. ") 51 51 INT. They wait on her response. Is it meant to elevate humanity? "Sure. (flipping through magazine) Oh.. After we sell you drugs and sex.Sprinklers continue.LATER AFTERNOON Mom's face remains stoic to the bitter end. We hear the turntable arm return to its cradle. ("If there's a bustle in your hedgerow. (". That's what I believe. ELAINE What am I supposed to say? You say it's Tolkien. No no no no no no no. She holds up the magazine.STILL LATER AFTERNOON Sprinklers shut off. Here's a nice ad. . fine. let's elevate humanity. and that's what I know. All look to Elaine... Music is now blasting. The song continues..

TOUR 73. William picks up the bottle and places it in the seat back pocket in front of him. BUS . Music continues.ALMOST FAMOUS -. back rows shuddering loudly. Doris! Darling Bus.DAY 54 An empty Heineken beer bottle rolls up and down the aisle. to escape.ELAINE (cont'd) NO MORE THAN FOUR DAYS AND I WANT A PHONE NUMBER FOR WHERE YOU ARE EVERY MINUTE AND I WANT YOU TO CALL ME TWICE A DAY AND YOU'D BETTER NOT MISS ONE TEST .flash . Penny raises an early-model Polaroid camera and . as drums herald the beginning of the Allman Brothers Band's "Trouble No More" from Live at Fillmore East. You can make it! 55 EXT. SHOT MOVES IN ON ELAINE who feels a very particular kind of loneliness. He plays slide guitar. and exits frame.AND NO DRUGS. STILLWATER TOUR BUS -. . taking us to William. working out a part. The destination banner reads . NEVADA DESERT HIGHWAY -. as music continues. The bus struggles to make it up the hill. Hold on the empty chair. 56 INT.DAY 55 The Stillwater Tour Bus rumbles down the desert highway. DICK C'mon. 54 INT. and the feeling of being here is a lot more lonely and forbidding than he expected. It's the loneliness she got married. and then raised a family. He has joined the circus.DAY 56 William strains for a look at Russell five rows up.takes a picture of a nearby sleeping Jeff Bebe. Next to Russell is Penny Lane. William nods gratefully.

Nearby. Do you think we might be able to find some time to talk when we get to Phoenix? I want to interview everyone separately. Jeff now listens in. His mood is in the air. feeling immediately jealous. Go talk to 'em! Challenged. babbling on.. WILLIAM (very professional) Russell. He crouches in the aisle and talks to Russell who immediately seems moody. man. Shot takes him down the aisle to the jamming star guitarist.PENNY Gotcha. . Russell turns away. You're on the road. Penny stuffs the shot in her pocket. RUSSELL Absolutely. go do your job then. noticing his shyness. POLEXIA Well. POLEXIA Do you have any pot? WILLIAM No. He fixes the charismatic guitarist in his sights. The kid squats uncomfortably in the aisle. William watches. William rises and approaches Russell. Jeff grumbles from the depths of a hangover. RUSSELL What.. Polexia appears and sits next to him. WILLIAM Because I've got a thing in a couple days. and I felt we'd start with you and me. I'm a journalist. It's all happening! Get in there. his private heart pounds.

.. but he is.they are comrades -.. He's trying to write. and he knows it. to William. He's very Bob Dylan in Don't Look Back today. you go there to graduate. LARRY How did you know I was thirsty? He didn't even realize he was thirsty.WILLIAM (self-conscious) It's a. to Polexia. Russell's in a bad mood..and returns to his seat. the perfect road companion for all. He's been blown off. My bio says I graduated. uhm. School. Good point. William nods cooly -. as everyone cheers Doris the Bus rumbling up another hill. Penny notices William's discomfort. Don't put that in Rolling Stone. And then Penny gives the other Coke.. all while grabbing a Coke and giving one to nearby bassist Larry. We'll come up with something better later. POLEXIA . her Coke. Laughs from everybody listening nearby. A large joint passes in front of him. Russell eyes the notebook suspiciously before turning away. but before he exits Penny grabs his arm and whispers in his ear: PENNY I may need to stay in your room tonight. And look what happened. It's a good line. thing where. William makes a quick jot in his notebook. He nods thanks to Penny. Just enjoy the ride. RUSSELL (cont'd) No no no. across him. He accepts it too. laughing warmly. You're here interviewing me. RUSSELL (sharply) I never graduated. and starts back to his seat..

Everybody is free and anonymous in the dark.NIGHT Several hours later on this ride. ELAINE Has William Miller arrived yet? He hasn't.. WILLIAM'S LIVING ROOM . scribbling in the dark. Outside. you need. full blast. 57 57 INT.NIGHT Elaine sits in her living room. The bus shudders. Large Department store photos of her children on the wall. a joint of two glow in the darkness of the bus.. William watches the living documentary around him. The end of the Led Zeppelin classic "Whole Lotta Love" plays from the bus stereo. Phoenix. a few cigarettes. Could you give him a message as soon as you see him? 58 58 INT.. trying to steady his writing on the bumpy bus. right into his face. Behind him. ZEPPELIN/ALL "Way down inside. ZEPPELIN/ALL (cont'd) "Loooooooooooooooooooooooovvve..(inhaling deeply) Want some? WILLIAM No thanks. " John Bonham's drums thunder through the bus. She feels her own loneliness. filled with her books. " The ten-ton guitar chord of Jimmy Page. as she dials a phone number. everybody still singing as they dip down into the city ahead.. They sing at full-volume. someone is beating . and his too. BUS -. Inside. (woman) woman.. as Russell continues playing slide up ahead.. night and desert. William looks out the window in wonder.. A wall of pot smoke is exhaled. It surrounds him like a cloud. He writes furiously in the green notebook.

Dick is already stationed.NIGHT 59 All enter the lobby like warriors..along to the song on his seat. room list... in a pack. plus let me give you a luggage tag. DICK (cont'd) The Enemy! Here you go. The sad state of hotel service grates on a road dog like Dick. the walking . 59 INT. Nearby. WILLIAM I know.. as always. at the front desk. ARIZONA RAMADA INN LOBBY -.. doesn't look at it. Miller? You have a message from Elaine. and 4. He is forever teaching others their jobs. keys. 3.. CLERK (confidentially) She's a handful.they are luggage-numbered 1. DICK Jeff. Jeff exchanges a look with Russell. and tries to pretend this embarrassing moment didn't happen.. Penny is nearby with her suitcase and tackle box purse. CLERK Is this Mr. decked out and lounging. WILLIAM Thanks. You're Number 42. (re: luggage.. it ain't ours! He gives key and a stack of messages to Russell. and turns to William who he makes feel more important. room list. keys. William watches Russell's guitars whisked away . He never want to leave this world. to hotel bellman) If it doesn't have a number on it. Tony. here's the key to your palatial suite. The hotel chairs are spotted with curious hangers-on. Keys... William cooly takes the folded message.

RUSSELL Come by in a few minutes. We'll do the interview. She holds a travel case. RUSSELL Naw. SAPPHIRE Finally. who is still comforting Sapphire. never leaves his hand. JEFF I'm worried. we can trust him. broke up Cream. It's Sapphire. you're here!! They kicked me out of my room! Fuck Ozzy! She hugs Penny Lane. (beat) But it would be cool to be on the cover. Intrigue is swirling in the lobby. now in a case. The guitar. clacking through the lobby. ON RUSSELL who approaches William. but he does represent the magazine that trashed Eric Clapton. Estrella appears.commotion arrives. man. He writes what he sees. JEFF But it's Rolling Stone. . Last night's clothes are now today's. and wrote that lame story about the Allman Brothers Band that bummed Duane out before he died. ripped Led Zeppelin. regarding William standing with Penny and the girls. Russell looks through his messages. RUSSELL Leave it to me. The kid exits and goes to join Penny. We'll get a good story. and hanger with some odd blouses. Don't forget the Rules. He's a fan. happy to have help with Sapphire. He looks harmless. Jeff Bebe approaches. This little shit is the Enemy.

. Cooly: WILLIAM Sure. If she is slightly bossy. talented. You keep Sapphire and I'll stay with Russell. she continues to the kid) Jeff Bebe has so much jealousy over Russell that he can't express.. RUSSELL You made your point. it is only because she's good at logistics.. egocentric. POLEXIA Me too? WILLIAM ... I'll take her. and manipulative geniuses.you know. but any fewer is a real problem. comforted. William covers his disappointment over losing Penny as a roommate. they're lead-singers. Plus. PENNY Can Sapphire stay in your room tonight? She had a big fight with Ozzy. and Polexia's not working out with Jeff Bebe.JEFF Plus our girlfriends read this magazine and (looking at Band-aids) -. ON WILLIAM BY ELEVATOR Penny speaks confidentially to him. (to Sapphire and Polexia) You just have to remember. he never slept last night. emotional and otherwise.000 people. (girls nod. these guys are jealous. They can say "I love you" to 20. insecure. I'll take to him..

Instantly. Sapphire flutters a paisley scarf over the room lamp. looking hopeful. Polexia puts a towel along the crack of the door. past a flickering television. radio. Tries to catch her watching him again. He watches self-consciously as the girls go about the ritual of inhabiting a room on the road. we have atmosphere and not much room left in this. before anyone can see. WILLIAM All these people..v. WILLIAM'S HOTEL ROOM -. He goes back to work.NIGHT Stillwater's "Fever Dog" plays from the t. Shot moves off him. William thumbs through the phone book with fascination. 59A IN. He looks over at her . a notebook cradled on his lap. equally homeless. It reads: DON'T TAKE DRUGS! He snaps it closed quickly.Sure. (wondrous. and moves to the phone. a thick local phone book on his lap. Estrella has joined them as well. WILLIAM (cont'd) If there's room Penny squeezes him. and opens it. RUSSELL's ROOM -.. His hotel room. . complete with a bag full of shoes. the smallest room in the hotel. He looks down at the message in his hand. onto Penny who silently and intently watches Russell as if he's a rare and beautiful bird. William on the bed. It's coming slowly.NIGHT 59A Russell plays acoustic guitar. 60 60 INT.she turns away quickly. off phone book) And they all live in Phoenix. Estrella arrives with travel bag. blows out the glowing embers on toomany sticks of incense. She turns away just in time. Trying to write. disappearing into the elevator. but the girl he really wanted to stay in his room now joins Russell. He feels cool.

. from phone book) Alex. Lowbatz. I was there when his wife left him.POLEXIA (on phone) Hi Dad!! I can't talk long! I'm here in Paris. ESTRELLA (looking out window) Oh my God. SAPPHIRE (emerging from bathroom) I was the one who told him what to tattoo on his fingers. The girls mobilize by the window. C. POLEXIA I GOTTA GO! I'LL CALL FROM ROME! ESTRELLA Is anybody here as worried about Penny .. I was the one who made his shirts. He tries to organize his stuff in the corner. WILLIAM Charles. Swoop. Simon Kirke of Bad Company is by the pool. DO YOU KNOW THERE ARE 578 STEPS TO THE TOP? She's reading from a European tour book. I'm staying in another Youth Hostel with no phone and no address for mail!! WILLIAM (still wondrous. WILLIAM Paul and Debbie Finger. POLEXIA (on phone) I CAN SEE THE EIFFELL TOWER. William is increasingly aware that he is an outsider in his own tiny room.

I . the kid watches these girls like a tennis match. RUSSELL No.and Russell as I am? POLEXIA (the perfect daughter) AND HAPPY BIRTHDAY TO MAGGIE!! I LOVE YOU!! She winks at William.. RUSSELL I'm just saying. it's okay to talk about it. She speaks the word.whoever you look at when you say that . 60A IN. who looks away. No boundaries.that's who you really mean.SAME TIME 60A Russell puts down his guitar. . you know. PENNY AND RUSSELL'S ROOM . Polexia hands up and throws a pillow at Sapphire. We should talk about what we don't talk about. I believe in guilt and. PENNY We don't have to. SAPPHIRE (to Polexia and William) Ooo. watch out .. Just the music. I pretty much want to roll around in it. RUSSELL You know. PENNY I don't believe in attachments. Penny stands and turns.I went to Catholic school. if there's any to be had.

SAPPHIRE . But she continues. Leslie. Leslie. Leslie. Leslie. Leslie. Leslie. and with different degrees of indifference and passion and lust and play-acting and mockdrama. Leslie. Leslie. WILLIAM'S HOTEL ROOM . RUSSELL (somehow satisfied) Alright .now we're talking. Is she mocking him? In love with him? Taunting him? Seducing him? PENNY Leslie. Leslie.. Leslie. Leslie. Russell nods. Lesssssslie. PENNY (cont'd) (beat) Now. And finally she sits next to him.PENNY Leslie.SAME TIME 60B The girls continue their settling-in process. Leslie. Leslie. Leslie. saying the name in a multitude of different ways. in different accents. Leslie. LESlie. Have I helped you get that off your chest? They kiss. 60B INT. She continues saying it until it no longer has meaning. Leslie. The name is out in the open. Leslie. PENNY (cont'd) Leslie.. Leslie. PUSH IN ON HIS FACE As he listens and studies this ethereal creature for meaning.

Polexia. I'm not Opie. this is my room. sorry. and begins to dial again. In a minute. Wait. 42. can I order room service? The nickname "Opie" re-opens a nagging wound. You guys. I am a professional. this phone is a big.. Polexia hangs up.Opie. William looks at their troubled faces. SAPPHIRE Come on. ESTRELLA (flipping luggage tag) Ooooooo. Mr. WILLIAM Okay. WILLIAM . You're on our side of the line. I have to go interview Russell. Alright? Opie is a little boy. full of too much-longing and too much make-up. (she does. POLEXIA (wounded) But what if Ozzy calls Sapphire? And I gave Jimmy Page this number. sadly) First.... you're a fan like us. WILLIAM Third! (has their attention now) . ESTRELLA Or a guy who looked like Jimmy Page. Put down the phone. I'm here to do a job. Do not answer this phone if it rings. She will not understand. big deal. WILLIAM Second. I have family members with severe anxiety Problems.

Okay. I have a solution. Answer the phone. But if anyone without an English accent is on the phone... (winging it) Just hang up. Or say it's the wrong room. They nod. It's a good plan. 61 EXT. HALLWAY -- NIGHT 61 The hanging sign on the door reads: DO NOT DISTURB. William knocks on Russell's door. A maid pushes up against him with her cart, which now blocks the hallway. WILLIAM SHOULD I COME BY LATER? A group of golf conventioneers are now trapped behind the maid cart. They ease past William as he negotiates with Russell through the door. RUSSELL (O.S.) YES, I'M IN TOO TRUTHFUL A MOOD! WILLIAM MAYBE THAT'S A GOOD THING!! RUSSELL (O.S.) I'LL SEE YOU AT THE RADIO INTERVIEW LATER!! TEN-THIRTY IN THE LOBBY. WILLIAM OKAY! RUSSELL GO AWAY! WILLIAM OKAY! We hear Penny's giggle. Then the door opens, and it's Penny looking ravishing. In the background, Russell sits shirtless at the table. He playfully pelts the kid with crumpled up wads of hotel stationery.

PENNY Don't worry. Some to the radio interview. WILLIAM No, I'm fine. I'll just interview Jeff Bebe some more. RUSSELL (as in "you're on of us") GO AWAY! She shuts the door quickly. It hurts a little. He picks up the wadded pieces of paper, stuffs them in his pocket. He leaves the door and helps himself to some soap and pencils and matches from the nearby maid's cart. Then he returns to Russell's door. He can't help but listen to the muffled sounds of laughter, just for a moment, escalating. He flips the sign over: HOUSEKEEPING PLEASE ENTER - CLEAN ROOM. 62 INT. OUTER RADIO STATION - NIGHT 62

Humble Pie. "Thirty Days in the Hole." Russell and band enter the radio station, passing through the now-empty front office. As always, Russell sets the tone. He's feeling good. Stillwater takes over -- they feel mighty, like the Beetles, as they climb across chairs, rearrange wall hangings and gold records and head down the small hallway to the control room interview. Rolling with the flow are William and Penny in her green coat. He tries to distance himself from her -- still a little stung by the earlier hallway rebuff -- but she will have none of it. She privately shares every great passing moment with him. He tries not to succumb to these charms. It's hard. Music segues to Stillwater's own "Fever Dog." 63 INT. RADIO CONTROL ROOM - NIGHT 63

Stillwater's own record spins, and it sounds good to everyone in this room. Russell takes a seat near the open mike. Jeff Bebe is quick to take the other seat, arranging himself to be just as close to the microphone as Russell. William watches all as he sits at the dark back of this control booth. Stillwater sits with late-night progressive disc-jockey QUINCE

ALLEN, 25. Quince takes a long hit from a joint and does not pass it. The entire Stillwater band is now collected in the studio and ready for the interview. William can't avoid looking at Penny Lane, who looks great tonight. She catches him, and he barely looks away in time. Polexia, newly reconciled with Jeff, notices. The very mellow disc-jockey eases up to the microphone, as the finale of "Fever Dog" is just ending. QUINCE ALLEN The guitar of Russell Hammond. "Fever Dog"... The band is Stillwater. (beat) Watch with your mind as they materialize. Band members gets closer to the microphone, preparing to speak. Quince lowers his head, shutting his eyes and getting into the music as the song plays out. 64 INT. HOTEL ROOM -- NIGHT 64

The phone rings. Estrella answers. ESTRELLA William's room. INT. ROLLING STONE OFFICE -- NIGHT Ben Fong-Torres is calling from Rolling Stone. BEN Can I please speak to him? This is Ben Fong-Torres at Rolling Stone. Estrella panics, hangs up quickly, as if the phone has just caught fire. ESTRELLA I think I just messed up! 65 INT. RADIO STATION -- NIGHT -- SAME TIME 65

Penny shoots William a look. QUINCE Look at the dogs. Quince continues. Death.. head bowed. not to get into a "me" thing. Jeff watches Quince's head lower.. The same song is still ending. Life.. They are waiting.. It's hard to know when to talk with Quince.. actually. Bags of love... bags of kindness? (suddenly. with Stillwater. Live. Do you believe this guy? QUINCE (cont'd) It's Quince. QUINCE (with deep understanding) Peaches. This is back when we were the Jeff Bebe band. Hermetically sealed bags of human emotion... feels. Here.Quince raises his head and continues on-the-air. looking meaningfully at the band. It's the Night Circus. swaying slowly. this is Jeff talking. The depth of his mellowness is tough to get . eager for a chance to speak. ago. and I placed an ad in a magazine called Peaches looking for a guitarist and Russell Hammond answered. Freaks and family. wearing the funny hats... Quince nods.. Juggling just for you. ready to talk. The band scoots closer to the microphone.. the words of his guests. turns) How'd you get together? As Jeff eagerly speaks... but I did start the band... Quince lowers his head and listens. QUINCE (cont'd) Every minute a baby is born somewhere. some time. JEFF Well.

William shares an amazed look with Penny. He says nothing. Russell leans forward and continues talking quietly. RUSSELL (sorta moved) Well.smegma. Long silence. JEFF Everybody pays you compliments. All eyes turn to Quince.we're talking now. Why don't you say it to my fucking face sometime? Because I tell you every time I think you nailed something. Better hit the delay button. actually. We become increasingly aware that Quince may now be asleep. grooving to some inner beat. It's not my fucking job to kiss your fucking ass all the time. on the air.in rhythm with. whose head stays down. And I know yours is too. The band looks at each other. And let me just add this thought . Nobody plays like Russell Hammond. You're all geniuses. . RUSSELL (cont'd) Okay . Quince is definitely asleep. right? Why the fuck do you wait until and interview in Arizona to say something nice about me. RUSSELL (cont'd) Ooops. RUSSELL Well then who's fucking job is it? Because my ass is dying for a kiss. Thank you. JEFF I think he was a gift from God. with hilarious sincerity. He instantly realizes he's slipped. DICK It's my fucking job. shit.

It's Quince. "Love Thing" takes over. Quince snaps awake. with Stillwater. as Quince swivels in the chair. Penny half on William's lap.. William shares a look. The whole band is crammed into a mediumsized rental car. QUINCE (cont'd) I thought that went well. this is what nobody writes about! The in-between times! This! Us! Right now!! 67 INT. . Quince is still deeply asleep.v. You scream soundlessly." Your mind is Starting to take effect. WILLIAM'S HOTEL ROOM 67 The phone is ringing.Penny covers her mouth as offers a look of absurdity to William. RENTAL CAR -. She picks up the phone. on the Night Circus. RUSSELL (to William) See. half on Russell's. silently. Estrella emerges from the bathroom with no make-up and a t-shirt. as the usually quiet tony leans forward to speak. The t. fully instride. TONY Feces. 66 INT. They're all here to see you swallow fire. Now she is far too made-up. He cracks himself up.g.. radio plays Free's "Fire and Water" in the b. He offers one back. as laughs are stifled throughout the room.NIGHT 66 Adrenalized laughter. Across the room. Sapphire signs for room service. QUINCE The dong is called "Love Thing.

ESTRELLA (cringing) I thought you were English. WILLIAM'S HOUSE -.. I think he's in the bar with the Band. Is this Maryann with the pot? Silence. ESTRELLA . They just got back from the radio station.NIGHT It's Mom on the phone. This is Elaine. ESTRELLA (cont'd) Hello? ELAINE No this isn't Maryann with the pot. Estrella physically recoils. ELAINE (measured..ESTRELLA (suspiciously) Hello? INTERCUT: INT. very proper) May I speak with William please? ESTRELLA (cheerfully) He's not here. his Mother. ELAINE Could you please give him a message? Could you tell him to call home immediately? And could you also tell him (at full power) I know what's going on.

and I'm going to stand by it. His tape recorder microphone sits balanced on the chair.Alright. Do you worry that the pressure of the business will get in the way of the original joy of making your music? Or Russell blinks. You created him out of thin air. The all-consuming issues of his life are right in front of him. you had twenty-six years to write your first Album. and you'll have maybe four months for the second. . by the way. Okay. and I'll bet you do too. And he respects women. Let's take a walk. But I'm just going to say this. 'Cause I know guys.. and you raised him right. and he likes women. William shuffles through many pages of questions written in small script. (can't help herself) You should be really proud of him.NIGHT 68 Russell and William sit in two large red-leatherette seats in the hotel lobby.. And that's more than I've ever said to my own parents.. HOTEL LOBBY -. WILLIAM (very professional) Now that you're starting to be successful. 68 INT. RUSSELL Whoa! (laughing) I need three more beers and my guitar before I can answer that question. (silence) This is the maid speaking. and let's just pause and appreciate a man like that. and we're all looking out for him. so there you go..

Always the life of the party. and I'll tell you the truth. I trust you. Russell grabs his guitar. Penny Lane dispenses stolen towels from a maid cart.NIGHT Russell walks the outskirts of the pool area with William. They stand for a moment. Dick laughs at a joke. well out of earshot of the others. you know.. some of the people you meet on the road are really amazing people. Jeff Bebe sits in a chair nearby. facing the pool. She places hotel furniture into the shallow end and inviting . fresh from the pool.. RUSSELL That's what I'm worried about.. WILLIAM It's off.. William follows him through the sliding glass door to his room. unheard by the others. which is. Just make us look cool. she turns a collection of people into a party. it's great. HOTEL POOL AREA .. They both watch Penny Lane..69 69 EXT. And. And she is the first to slip into the pool for some after-hours. See some of us have girlfriends back home. RUSSELL Look. WILLIAM I will quote you warmly and accurately. (beat) Shut that thing off. sparkling. William shuts his tape recorder off. I'm going to lay this right on you. Effortlessly. RUSSELL For a minute I thought you were actually a real journalist. They regard her. The off-limits after-hours pool area has been overtaken by the Stillwater tour members.. Some of us have wives. and regard the living portrait twenty yards in front of them.. against-the-rules swimming.

. Most people are just waiting to talk. I think about It every fucking night. And some of the things that happen are good for just a few people to know about . Yeah. RUSSELL See. Right. RUSSELL You know what I mean? WILLIAM Right." I hate it! (quietly) I grew up with these guys. You forget what it was like to be real. the more I can't walk on them. Dawn is breaking for William. to join them in the pool. even other curious hotel guests.all. say. you forget. a million people. okay? I can't play all that I can play. You can hear it in a lot of bands who've been . The "business.. RUSSELL (cont'd) Like you. the more pressure. Yeah. to be a fan. man. WILLIAM Right. the bigger their houses get. do you understand? WILLIAM I do. RUSSELL So your question you asked me.as opposed to. I'm past these musicians. but you listen. WILLIAM Ohhhh. Oh. RUSSELL The more popular we get. you're dangerous.

to me.for whatever it's worth . But what am I doing? I'm telling secrets to the one guy you don't tell secrets to. William watches. ."interview guy. WILLIAM (feeling included) No. So there's the "friend" and then there's the "interview guy. Penny gestures for him to join them.you guys are really good." We'll figure it out as we go.successful . like lifestyle maintenance. We'll do the interview tomorrow. Now I don't hear it. He hands his guitar to the kid.. RUSSELL This is good. part of the crowd. (suddenly confessional) I used to be able to hear the sounds of the world. RUSSELL So tonight it's "friend". and when we wake up tomorrow . WILLIAM Hey .. He doesn't care. that's okay.it doesn't sound like music anymore. it feels good to say this stuff out loud. Everything." WILLIAM Yeah. buddy... somehow feeling a little compromised.. used to sound like music. Russell laughs at the kid's easy naivete. Everything. RUSSELL Man... You know what I'm trying to say? WILLIAM (ruefully) Yeah. It sounds like. and joins the party.

He looks instantly better." Jeff begins singing. SUN STADIUM .70 70 EXT.NIGHT 71 It's raining.. WILLIAM How would you describe your role in Stillwater? What is the chemical that you add to the chemistry? LARRY I'm the bass-player. . 71 EXT. what would be missing? Stylistically? What chemical? LARRY (not getting it) The bass? Larry doesn't give him much. Stillwater. The pre-show huddle breaks up. Russell reaches to adjust the microphone for a back-up vocal and is hit with something unexpected. The best part of his day has arrived. And when you take that away. Lights come up.. as the band launches into "Fever Dog. William watches in the darkness as Dick takes the microphone.AFTERNOON William interviews Larry in the seats of the empty arena. SUN STADIUM . (applause) From Troy. William a part of them. WILLIAM (pressing for some poetry) Right. On stage. Please welcome. In his important voice: DICK Good evening Phoenix. Ed soundchecks his drums. Michigan. Penny Lane adjusts Larry's look. She takes the scarf from around his neck and ties it around his leg.

gesturing with the silver briefcase that does not leave his hand. conducting high-voltage for two seconds and then he snaps his hand off the metal.you didn't play your thirty-five minutes. he takes off his guitar and walks off-stage. Russell holds onto the microphone stand with a surprised look. It's just a slight pop in the loud din of music. and more.A sharp electrical shock. assisted by Penny Lane. which has been pulled up into the backstage area. as the extremely agitated PROMOTER arrives to confront Dick. His face is white. DICK Your shoddy stage set-up almost killed our guitarist! PROMOTER You trashed the dressing room . You didn't fulfill your contract DICK Everybody in! Get in the bus! . into the bus. collapsing a couple steps later. Get in! PROMOTER You didn't even play a full set! Dick whirls and unleashes an anger we've not yet seen. DICK Get in. 72 EXT. but within a moment something is clearly wrong. He guides a sagging Russell. PROMOTER Are you the manager of this band? DICK That. get in!! William boards the bus. BACKSTAGE -.NIGHT 72 Dick is waving wildly for the band to board the bus.

cranes to see that he's writing in his notebook. Dick swings into the seat across from Russell. unseen by William. running alongside. making notes out of eyesight of others. Doris is slow to gain speed. as the promoter is still yelling. Thank God you didn't hold the mike stand with both hands. good thing. as the bus revs. good. It's happened to all the greats. PENNY Don't worry. shaking it a little to emphasize the positivity of her words. DICK I AM A LAWYER! He swings into the bus.PROMOTER I'll report you to every promoter in the country! I'm gonna talk to Frank Barcelona! DICK YOU DON'T FUCK WITH MY BAND'S SAFETY! PROMOTER I hope you have a good lawyer. She says . This is a good thing. ESTRELLA I forgot to tell you! Your mom says to call home immediately. The bus door shuts. PROMOTER LOCK THE GATE ON 'EM! 73 73 INT. you'd still be holding it. He examines his singed hand. next to Penny at the front of the bus. BUS -. The ever-wary Jeff. watching Russell. William sits nearby. as Estrella appears.NIGHT Russell sits. pale. It's a good. She knocks on the window next to William.

she knows what's going on! (receding) See you guys in Topeka! I'll catch a ride with Sabbath! William nods with embarrassment." 74 INT. (to the bus) C'mon Doris!! Get us out of town!! The bus struggles up a slight incline. to Russell) Wanna buy a gate? Before Russell can answer . and he says..BASH. It feels like a dose of lead shooting through your body.. We hear Led Zeppelin's "That's the Way. DICK (casually. The kid scribbles in his notebook.EARLY MORNING 74 . snapping it like a chopstick to great cheers inside this bus. as the bus races toward the now closing gate. as she eases out of the parking lot and onto a thoroughfare. everybody rooting for Doris. and then you see God. (shaky grin as all laugh warmly) Rock and roll. "How bad do you want to be legendary?" And god damnit. BUS . DICK (cont'd) You just bought a gate. Jeff watches this charisma with thinly veiled envy. waves to her. Doris barrels through the steel-gate. I let go. WILLIAM What did it feel like to be electrocuted? RUSSELL It burns.

William takes the camera and snaps a Polaroid of a sleeping Penny. owning the world) When we go to Morocco. PENNY What do you think of Russell? WILLIAM I like him. Her attention has already wandered from Morocco. PENNY (cont'd) (breathing heavy. She regards Russell up ahead. waves briefly to the real world... WILLIAM What will our names be? She snaps a Polaroid of a nearby sleeping Silent Ed. And you've got to help me. Music continues as she sits down next to him. I gotta get my interview with Russell before Greenville. He hustles to the back of the bus. Almost everybody is asleep. remember? Penny is still watching Russell. They wave. pockets the Polaroid.Song continues. She wakes up. right? WILLIAM Cleveland. Okay? Friends. I think we should wear completely different clothes. PENNY You're coming to Cleveland. She grabs for it. and be completely different people. a long-distance running team of Girls keeps pace with the bus for a bit. He grabs some other Polaroids from her pocket. and settles down to watch the passing landscapes. She chases him down the aisle. Ohio? Oh no no no. they have a brief play-fight. pockets the photo. Out the window. also sleeping. Penny watches them over sunglasses. . PENNY Give that to me.

sleeping restlessly up ahead. We've got to take him there. Deal? Because the other guys are good .PENNY You should give him a break. And I think we should do it together . She imitates his face back to him. Off the record. With her free hand. You and me . He's my last project.he is almost great. the kid joins Penny in watching Russell. As they regard Russell sleeping nearby: PENNY Here's the thing about Russell.but he could be great. WILLIAM What's your real name? She looks at him briefly. WILLIAM I can't keep up with you. I think your name should be Spencer. I got it. . WILLIAM What problems? PENNY Okay. who is splayed haphazardly. PENNY (cont'd) It's all happening. Gravely noting the word "problems". She puts her arm around him. It's intoxicating.we can do it. He's my last project. PENNY No one can. but he doesn't quite know how to act. she gestures with a hanger. There are real problems in the band. He looks at her. and mine will be Jane. I only do this for a very few people.

walks into the backstage bathroom. WILLIAM What do you love about music? Ed looks at him thoughtfully. 77 INT. Mom. who looks a little high and a little worried. he immediately hides the coke spoon. I know.NIGHT . looking concerned over the state of his interviews. The show booms in the background. TOPEKA ARENA BACKSTAGE -. BACKSTAGE PAY PHONE . WILLIAM I know. and shot stays on Jeff.. Seeing the kid. He shrugs. STAGE . 76 76 INT. JEFF Hey.75 INT. It is an eloquent moment. I know. Mom. William pretends he sees nothing as he turns to the urinal.NIGHT William. (beat) I know. clearly just finishing a quick hit of cocaine offered by a Local Hanger-On. Mom. The kid tumbles with more questions. BATHROOM . He makes a few surreptitious notes in his notebook before noticing that Jeff is standing there.. 78 78 INT.NIGHT 75 William sits interviewing Silent Ed by some equipment cases.NIGHT 77 William is on the pay phone with his Mother. These interviews are not going well. He thinks. WILLIAM Hey.

Then home. BACKSTAGE PAY PHONE . The din if Stillwater's set now blots out all other noise.Topeka. 80 INT. The sun is going down. a miniature version of her home . ELAINE'S SCHOOL OFFICE -. By all practical rules don't I get you for three more years? He is touched by her vulnerability. A great show. fixing her shoe. WILLIAM Right now -. more visible now than ever.a fortress in which she is surrounded by books. WILLIAM (cont'd) I'm sorry I didn't call yesterday! It's not like you can just carry a phone around with you. . and I don't understand why I've driven both my kids so far away from me. Russell on fire. as music continues in b.g.Stillwater on-stage. 79 INT. ELAINE (cont'd) Was I not fun? 81 INT.NIGHT 79 William on the phone. It is not the time to answer this question. Then Greenville. He winces slightly. Estrella leans on him. holds the phone away from his ear for a moment. BACKSTAGE PAY PHONE -. She can't resist a sentimental moment.AFTERNOON 80 Mom sits in her school office.NIGHT 81 William has his finger in his ear. ELAINE I guess I just miss you.

Camera stays on William. Looking at her. Take me there. He is suddenly and deeply embarrassed. The kid plugs in his microphone. collecting his affection like another backstage pass. He's just told her that he loves her and she knows it. RUSSELL Fire away. Luggage for the next city is stacked by the door. He hangs up. picking at a salad from a paper dish. and turns away. WILLIAM Do you have to be depressed to write a . Mom takes a pause. watching. he lets loose with what he believes is a private confession.WILLIAM I missed the last thing you said. Russell listens as he springs his first question. Penny now enters. WILLIAM I LOVE YOU!! Penny smiles knowingly. He is shirtless with a towel around his shoulders. I'm ready. ELAINE I LOVE YOU. louder) I MISS YOU AND I LOVE YOU! William now notices Penny standing nearby. 82 82 INT. WILLIAM WHAT? ELAINE (angry. TOPEKA DRESSING ROOM -. traumatized. I'm on the "You" Train.NIGHT Russell's hair is slicked with sweat from a show just finished.

Penny kisses Russell. He turns away. A silent beat as all examine it their first t-shirt. making a noise. Penny Lane irons Silent Ed's shirt. He untangles the first fresh shirt. as Dick yanks open the box filled with new white t-shirts. .. Jeff watches them all with a vague feeling of being underappreciated. waiting for his shirt. To the shirtless silent drummer. PENNY I'm almost done with my shirt. and displays it proudly. thinks. who swings her onto his lap. And on a lighter note. your dad showed up again. Jeff stares at the t-shirt. band happy. (importantly) Gentlemen. Only Russell. It is a fuzzy band photo with the group name emblazoned below. DICK (cont'd) It's the record company's mistake. There is a long silence and then. Ed stops drumming. Grinning. she cuffs his shoulder. RUSSELL When did you get so professional? In the background.sad song? Do you have to be in love to write a love song? Is a song better if it really happened to you? Like. Your first t-shirts have arrived. Says nothing. where did you write that and how did it come about? Russell admires the many questions. In the corner. "If You Say Nothing". He looks at his hand. who stand out front. is coloredin and emphasized on the shirt. Shirts gone... He's just about in tears. drumming silently on a rubber pad. And they will pay. And now Dick enters with a large cardboard box. Ed resumes drumming on the rubber pad. Faces fall. DICK Russell. There is an immediate buzz in the room. There has been a mistake. Ed watches her appreciatively..

Russell puts on a shirt. JEFF I'm always gonna tell you the truth. JEFF Well. RUSSELL . so does Jeff. William watches as Russell fishes the t-shirt out of the trash. Take it. Russel turns to see Jeff staring at him.you want to get into this JEFF How can you tell? I'm just one of the out-of-focus guys. Okay. it speaks pretty loudly to me. You LOVE this shirt it lets you say everything you want to say. RUSSELL (cont'd) Here.He drops the offending shirt into the trash. RUSSELL Can we just skip the vibe and go straight to us laughing about this? JEFF (bitterly) Yeah. Russell and Jeff. RUSSELL Here we go. Russell turns away. RUSSELL (trying for a joke) Because I can see by your face . move to opposite sides of the room. William watches as the two men. as if it were contaminated. and exits with the box. The vibe is thick. RUSSELL It's a t-shirt.

. The kid looks down. Keith.Page. that you can print. You know what I do . Penny Lane exits discreetly.we said -. JEFF (cont'd) This is big stuff. That's the dynamic we agreed on -.I connect. . (continuing.. (beat) Actually.I'm the front man and you're the guitarist with mystique. and I make him get off. JEFF (cont'd) I can't say anymore with a writer here. Russell makes a disgusted noise. JEFF (eyes suddenly moist) I works as hard or harder than anybody on that stage. All the time. man. From the very beginning -. I look for the guy who isn't getting off. But somehow it's all turning around.Are you doing coke again? JEFF Oh yeah. I get people off. We have got to control what's happening to us. Mick. but didn't we all get into this to avoid responsibility? JEFF Forgive me. looking back at William. There's a responsibility here RUSSELL Excuse me. Plant. on shirt) But this is the slow-moving train of compromise that will kill us. you can say whatever you want. RUSSELL You can trust him.

you make them feel bad that they're not good enough for you. 'cause you ain't gonna make it as a shrink. JEFF Deal with it! And let me just say what nobody Else wants to say to you RUSSELL . say what we really mean. JEFF Oh.. brother. for once. 'cause he's your friend. He looks at the t-shirt and starts to cry. It's everything. he grows angrier. don't you see? The t-shirt is everything. We're a family.. why do I always end up feeling like I'm a joke to you? I feel nothing but love for you. RUSSELL Is it my turn? Because I think we should. But sometimes I feel like you collect people who love you and then very skillfully. Well it is. when you allowed Dick to manage us.I want you to like me.(continues to Russell) And yet. JEFF No I gotta tell the truth -. RUSSELL Stick to singing.. You call yourself a leader of this band. Embarrassed. I'm so predictable. this is the part where you quit RUSSELL (stiffening) Right. but your direction allowed the t-shirt. JEFF (cont'd) You want to pretend this isn't going to be a very big band..

BACKSTAGE . 82A EXT. RUSSELL (resolute. William hustles to catch up. He dresses too young for his age. We're getting married in July. They walk. . WILLIAM You okay? You alright? Russell doesn't answer. 83 83 EXT. The two men walk in long silent strides in the cold night air. DAD He got all the good genes. wound up) From here on out. who holds court with beer in hand. late fifties. I'm only interested in what's real. beyond the backstage area. DAD Son! RUSSELL (dutifully) Hello Harry. Fans begin to recognize and follow at a discreet distance. huh? Meet Deirdre.NIGHT 82A Russell walks swiftly past a happy silver-haired man. who eyes Russell hungrily. ARENA -. Dad introduces a woman much younger. He is DAD.What? JEFF Your looks have become a problem.NIGHT Russell walks fast outside the arena. The kid nods.

they can find me. From here on out.. my dad died of a heart attack and my sister believes that my Mom is so intense that she might have contributed to it.. That's all I'm interested in. Russel now sees some hero worship in the kid's face. man. WILLIAM So listen. I know this is a bad time to finish our interview. WILLIAM Well. RUSSELL If they want me. and it makes him nervous. WILLIAM It's good to talk about it. Plus RUSSELL (immediately) Okay. That's enough.RUSSELL (cont'd) Real feelings. you know all about us and I don't know shit about you. William turns and sees nobody following but fans. WILLIAM Thanks. A wave of warmth comes over Russell. maybe we should go back. What is REAL? You're real. RUSSELL You know. (struggling to be personal) What's your. Really good.. I have to go home tomorrow. your family like? Tell me. WILLIAM (cont'd) Hey. . that's good.. Real people.

He has said the magic word. but do you want to hang with some people looking to have a good time? Russel regards the van full of kids.RUSSELL Hey. . I am "Woooooo. Russell from Stillwater!" CONCERT-GOER Wanna go to a party at my friend Aaron's house?! I know you're a big rock star.NIGHT A84 Russell arrives at the party in the rural outskirts of Topeka. 17 year-old AARON. They sit in the bedroom of a mindblown fan. tied in a spray behind him. Many from the neighborhood are now pouring into the home. More fans crowding around. I trust you. AARON'S HOUSE -. CONCERT-GOER (cont'd) We're just real Topeka people.NIGHT William watches as Russell slugs from a Jack Daniels bottle. AARON'S PARTY . A84 EXT. William nearby. He has long frizzy brown hair. 84 84 INT. man. A big square Chevy van slows down. A CONCERT-GOER hands his head out the window. man. CONCERT-GOER (battle-cry) Woooooooooo!!! You're Russel from Stillwater!! RUSSELL On my better days. yes. you know what? Write whatever you want. The kid behind the wheel unknowingly says the magic words.

than. (stunning realization) I used to be you.. You are real. AARON Down the hall by the washing machine. You are more important than. KID # 1 Can I have your belt? RUSSELL Take it! Russel whips off his belt. Aaron. William intercepts it and passes it on. Your room is real. man.. . headed for Russell. I want to eat your food. all the silly machinery.. Your friends are real. And your way of being real.RUSSELL (eyes glowing) You. A joint goes by. And you know it! In eleven years it's gonna be 1984. gives it to the fan. I want to learn everything there is to know about your city and your town. Think about that! AARON Wanna see me feed a mouse to my snake? RUSSELL Yes. Are what it's all about. RUSSELL (cont'd) Aaron? Where's your bathroom? I want to live here.. and live in your city and fuckin rock like I used to. RUSSELL What? AARON The bathroom.

Good to know. AARON'S HALLWAY . WILLIAM We should probably head back sometime. in sunglasses now. WILLIAM Please don't give him any more acid. Then. It's white. 85 85 INT. turns and watches Russell pass. RUSSELL Topeka. goes through Aaron's record collection.TWENTY MINUTES LATER 86 William watches as a wobbly Russell Hammond. there's acid in the beer that's in the Red cups. Russell looks at the cup in his own hand. LIVING ROOM -. He places the albums over his face. Russell ignores him. PASSING FAN # 1 WOOOOOOO!! A QUIET GIRL.NIGHT William follows Russell protectively. Russell rises and squeezes past fans and heads down the hall. William winces. We linger on her face for just a moment. 86 INT. Check it out. . he grabs the red cup and drains it. Russell enters the bathroom.RUSSELL Okay. with his other hand. 14. PASSING FAN # 2 (holding red cup) Watch out. They move on.NIGHT -. he lectures the fans massing in the hallway. With a finger outstretched from each hand. full of wonder. William stands guard. like masks.

as more cars arrive outside. It's kicked in. INTERCUT: 87 87 INT. Partygoers are strangely fascinated by the rock star in their living room.NIGHT 88 Russel stands on the jutting corner of the house rooftop. though. BACK BEDROOM -. he dials from a tour itinerary sheet.NIGHT William waits anxiously to use the phone.. No. . WILLIAM (cont'd) Dick Roswell. I've been Looking after him. Keeping an eye on Russell in the next room. tell people to bring food And beer and chicks. How do you know when it's "kicked in?" 88 EXT.RUSSELL Faces. Russell is now strangely twisting/dancing with four girls in the living room. He's on acid. unheated greenish family pool beckons to him below. The unlit. please? (beat) Dick!! I got him!! He's okay.. Stones. We're at Rural Route # 4 WILLIAM No no. keeping an eye on Russell. Nope. AARON'S BACKYARD . Sa-weet Baby James!! None of these people are gonna be around in twenty years! Plastic begets plastic!! Black plastic. KID ON PHONE He's here right now! Go ahead and put it Out over the radio. William takes the phone and hangs up. I can't Really tell.

Last words (spreads his arms.I'm on drugs!! The kids cheer. WILLIAM I think we should work on those last words. RUSSELL (cont'd) -. and tries to think of last words.RUSSELL (bellowing to the heavens) I AM A GOLDEN GOD!! Russell cackles at the joke of it all. I got it. Yells upward in the cold night air. I got it. RUSSELL Critic!! WILLIAM No. WILLIAM Hey Russell RUSSELL I AM A GOLDEN GOD!! WILLIAM Don't jump. This is better. William yells up from down below. okay? RUSSELL And you can tell Rolling Stone Magazine my last words were He spreads his arms. remains cool. I got it. William looks around. his greatest realization) I DIG MUSIC!! . I'm not RUSSELL Okay I got it.

bottle of Jack Daniels still in hand. LIVING ROOM/KITCHEN -. Algae drips from the corner of Russell's face and neck. Twenty different kids thank him for the opportunity. all of them. I won't hold it against you.MORNING William watches the effects of personal charisma." "Damn straight. Cars line the street.MORNING . One kid jumps in. WILLIAM Just come on down!! RUSSELL (matter-of-fact) Okay.It gets a skimpy reaction from the partygoers." "Right on. RUSSELL Thanks for saving my life. 90 90 INT. And now. is Doris the Bus. ("Glad to do it. KITCHEN -. 89 EXT. He sinks immediately. He jumps from the roof into the cold. then another.") 91 91 INT. Everybody wants to save Russell. Now a bond has passes between them.EARLY MORNING 89 It's getting lighter. algaed water below. AARON'S NEIGHBORHOOD -. wrapped in towels. finally turning the corner. Wet partygoers surround Russell. RUSSELL (cont'd) (immediately) I'm on drugs!! They applaud again. then more.

eyes flaring with sudden paranoia. Dick enters. He's your Guardian Angel. We'll just ride on to Greenville. And then we'll come back here. listen to some great music. (noticing William) Look at him. and leave those ungrateful fools behind. he clicks into time-tested road-managerial maintenance. slipping his own jacket around him. He's staying with us. Finding the guitarist in the kitchen. and I like it. to Dick) How do we know he's not a cop? William laughs painfully. It's all over. where you'll live.Door opens. finish the tour. RUSSELL I know what you're doing. (beat. OTHERS Right on. Easing Russell out of his towel.. He's taking notes with his eyes. . DICK (soothing) Definitely. from Russell's hands. RUSSELL (cont'd) He could be selling information! DICK (to Russell) Easy.. This is my family now. DICK (privately) They've been crying for you like a bunch of whimpering pussies -RUSSELL (woozy) The band is over. as Russell moves in.

The Quiet Girl breaks free to catch Russell on the way out. grabbing the kid and talking very directly to him as they move. and we'll See you again in 1974!! Good evening!! William gives Russell his sunglasses to face the sunlight. Russell stumbles out of the house to great cheers. Frustrated but feeling important. I have to go home. DICK (cont'd) Don't worry. DICK (cont'd) Ladies and Gentlemen. the evening is over! We hope you've enjoyed yourselves. but his lingering look is filled with hurt. (pulls him back) I have to go home. WILLIAM (very direct) I have a lot more. We hear the beginning of Elton John's "Tiny Dancer." Dick faces the crowd and addresses them in his "important" stage voice. William shrugs with style. Dick guides Russell to the door. William deftly retrieves Russell's shoes and smoothly plucks the guitarist's sunglasses from the partygoer who also wears his belt. Just help me get my interview so I can go home from Greenville. You saved the tour. William hands him some of Russell's wet clothes. That's good enough for now. QUIET GIRL . WILLIAM Which half? DICK Good question. He only means half of what he says.Russell turns away. DICK Hey. They move to the door in a pack.

waking up. happily listening to the MC5 in the background.5 AM "Tiny Dancer" continues on the bus stereo. They leave Aaron's house as legends. this is his family. which makes him feel foolish. LESTER BANGS BEDROOM .I'll never forget you. we hear a voice or two. joining in. The song's vocal begins. swathed in a large robe. Like it or not.good work.. Then.. There is only more silence. Then Jeff.DAY 95 ..MORNING . Then others. 92 92 INT. next to Penny. after a beat. He sits silently. in a room clogged with vinyl. WILLIAM'S HOTEL ROOM . and he hates that they know it. She kisses the top of his forehead. Russell sits up front. LESTER How's it going? INTERCUT: 95 INT. 94 INT. louder now. Dick pats William's arm one more time -. North Carolina. HIGHWAY -.DAY Passing signs announce Greenville. The others have given him a wide berth. TOUR BUS -.DAY 94 Lester on the phone. FADE OUT FADE IN: 93 93 EXT. He yawns. William watches him from four rows back. alone and silent. and they know it.. fighting the quiet and singing along. a hero's welcome. without turning around. He is paler than ever. Russell hears them and starts to sing along too. It's a voice everyone wants to hear. He feels silly.

I don't have my key interview.. William barely notices as he talks to Lester on the phone. assembling thoughts with his hands) You're flipping out. I don't know what to say..NIGHT In the bedroom. HOTEL BATHROOM -. CLOSE ON WRITING Longhand small script on yellow legal tablets. Sapphire. Polexia tries on clothes. HOTEL BEDROOM -. 96 96 INT. That's good... Alright. He writes savagely. He'll ask you ..he'll ask you how the story's going. WILLIAM (madly copying) . without water. right? . savagely throws it away." Ha ha!! This is fun! William scrambles to make notes. Here's what you do . . he's surrounded with scraps of notepaper. Tell him "it's a think piece about a mid-level band struggling with their own limitations in the harsh face of stardom. piece.NIGHT William sits in the tub. It's his makeshift office. This is how you blow their minds. WILLIAM Rolling Stone is calling me. Sapphire looks at a room service menu. think.let's fry his mind..It's a small wooden-walled hotel room in Greenville. LESTER BANGS (pacing. Polexia and Penny watch The Midnight Special.this is Ben Fong-Torres. and now. 97 97 INT.

that's the way I usually . HOTEL BATHROOM -. and then I'd see you pee.NIGHT Penny enters to see William writing in the tub. I'll leave. I'm bored. Now Sapphire yawns. I mean. looks in her purse. get to know each other better.. She sits on the toilet to pee. Flustered: WILLIAM Wait. and rises to visit the bathroom. SAPPHIRE Who his the quaaludes from me? 98 98 INT. He gets up. I just thought we could hang out. maybe do some stuff back home.SAPPHIRE It says the food is hearty and adventurous. Penny yawns too. WILLIAM (cont'd) You know. More than he is even able to communicate. knocking his carefully organized notes onto the floor. it's catchy. I think this is going backwards for me.. He is brimming with things to say. regular stuff. POLEXIA (cont'd) Hey let's deflower the kid. POLEXIA (yawns) Greenville. PENNY Backwards? WILLIAM (flustered) I don't know.

WILLIAM Don't you have any regular friends? PENNY Famous people are just more interesting. If . So you know.. if this was the real world and some guy talked to me like that WILLIAM Let me finish. WILLIAM (carefully) Well. (continuing) I'm not famous. Even if I got famous. William stops at the door. and his security guy Dennis. He looks at her. but She swoons a little. Bowie's going to be there at Swingo's. WILLIAM I'm not one of you. I would be worried that they were using me. PENNY Oh! If you go to Cleveland. And I would never use you. And not that anybody's using you. you always have that from me.. If anything happens... PENNY You're one of us. in the real world.. I'll introduce you to him. It's no big deal.do it. touched and moved. the greatest hotel in America. PENNY Boy. she's elegant and totally focused on him. Even sitting on the can. but you could always use me.

Penny laughs. Opie must die. for anything. looking pale and somehow snappy.NIGHT Steely Dan. Take a vacation from yourself. blows him a kiss. onto William's face. SAPPHIRE Your time has come. 99 99 INT. Shot moves past bodies crossing frame. Sapphire and Polexia head for William. His eyes. Penny's eyes. She looks at him curiously. untroubled. perform "Do It Again" on The Midnight Special.we're talking here.stop it -.you ever have to go back there. SAPPHIRE Just relax. ANGLE ON PENNY Across room. SAPPHIRE Pants him. His sexual awakening may be downtime amusement for them. The girls force William onto the bed. They swarm him. Estrella and Polexia kiss each other playfully. Across the room. WILLIAM Did he call? (realizes their intention) What are you -. sitting and watching. and envelope him. dragging him kicking into the bedroom. Across the room. turns up the TV. HOTEL BEDROOM -. Their sexuality is fun. Leave this to professionals. but to him it's an embarrassingly intense moment he shares only . William looks confused. as the door blasts open.

William snatches the phone. now a man and somehow one of the girls too. still asleep.TWENTY MINUTES LATER HANDHELD 99A Post-sex pajama party. Sapphire and Polexia.NIGHT . SAPPHIRE (half-English accent) Hello. Sapphire. William is under the sheets. WILLIAM (lowers voice) Hello. He is surrounded by the fallen cavalry of the night before. BEDROOOM -. DISSOLVE TO: 100 INT. Estrella.. Ben-Fong-Torres from Rolling Stone.across the room. . She turns away. smiling.NEXT MORNING 100 William is awake. and Sapphire instantly snaps it up. disappears into the next room. she offers the sexiest hello ever. Lost in her dreams. ON STEELY DAN On the television. 101 INT. Hi. feeling different. Penny is conspicuous by her absence.. BEDROOM .with Penny Lane -. and Polexia girltalk about their first rock and roll conquests. The phone rings. listening. DISSOLVE TO: 99A INT. Sunlight floods in from the corners of the window-shades.SATURDAY MORNING 101 Ben Fong-Torres is up bright and early. BEN FONG-TORRES' KITCHEN -.

Next to him. Polexia yawns herself awake. We're both professionals. BEN (jocular but tough) Now listen. How's the story? INT. We need this story in four days. BEN Sounds like it. I need some He clamps a hand over her mouth. Now I want to know how it's shaping up. WILLIAM It's a think-piece about a mid-level band grappling with their limitations in the face of the harsh glare of success. Get it together.we already have one Hunter Thompson. I don't have to tell you this.CONTINUOUS William snaps into his very professional tone of equally grave importance. POLEXIA Man. You got me? This isn't Creem Magazine. You're not out there to join the party -. GREENVILLE HOTEL ROOM -. . it's Rolling Stone. You're out there to interview and Report.BEN Hello William. BEN (cont'd) Rolling Stone. WILLIAM I'm getting good stuff out here. this is your editor at -He offers the name of the magazine with a swirl that implies high-level importance.

(Dick in the background. He sees Room Service arrive at Dick's door. but don't tell the band. He consults room list. HOTEL HALLWAY . (to William) Any other city in the world and you'd still be a virgin. Am. Greenville is so boring. he lugs a huge bag of laundry.good morning -as the door shuts.BEN (pause) I like what we're saying. WILLIAM . A variety of noises and smells drift from the band rooms. To.) She smiles sweetly to William -. SAPPHIRE Me too. POLEXIA . The orange bag strapped over his shoulder. SAPPHIRE Will you take the laundry? WILLIAM (to the girls) What am I to you? Tell me right now! What. I. and it's Estrella who opens the door.coffee.DAY 102 Circles have sprouted up under William's eyes. The kid hangs up. now shouldering even more pressure. 102 INT. WILLIAM I'm going out to find Russell. Let me try and get you a thousand more words. You. WILLIAM (conflicted) Crazy. It's in consideration for the cover. He unclamps Polexia's mouth.

Carefully and politely.S. I have to go home. His own sleepy face is evident in Russell's sunglasses. He cries.. He's waking up. Instantly: RUSSELL (O. who is more pent-up than ever. and somehow cool too. It is degrading. FADE UP FROM DARKNESS A super-energized Russell Hammond looks into William's sleepy face. WILLIAM (to Penny) You said you'd help me. Don't be tense!! He begins rubbing the kid's shoulders. There's Penny. He arrives at Russell's door... The bag of laundry is still at his feet. at the bottom of the door. the kid flips off the door. he's failed. He looks through the crack. we'll have more time there. taking gulps of air as a maid cart swishes past. Two exclamation points have been Sharpie-markered to the words Do Not Disturb on the sign is gaffer-taped to his door. PENNY (massaging) Come to Cleveland. he knocks. Houdini..Houdini. He tries hard not to cry. Push in on William.. I can't. You've got to help me. .. also rubbing his shoulders. RUSSELL (cont'd) We'll do the interview in Cleveland! WILLIAM No. He sits down on a chair directly across from the room. RUSSELL Come on man.) GO AWAY! Pissed.. revealing.. William's eyes open.

. Russell identifies his thoughts." 103 INT. We hear David Bowie's live version of "Waiting for the Man. resting against the headboard.DAY 103 They sit together. HOTEL ROOM -..RUSSELL (massaging. Carefully... Come to Cleveland. like his parents. my man.. hypnotically) Come to Cleveland. RUSSELL (cont'd) Cleveland. RUSSELL I feel. It's all happening! PENNY Rock and roll! WILLIAM (weary) Rock and roll. hair askew.. WILLIAM I can't!! RUSSELL Can we help it if we like having you around! William is a bundle of nerves and exhaustion now. Penny runs a worried hand through her hair. Embarrassed and frustrated. PENNY I know. You can't miss out on the Rock Mecca of the midwest you're with us. RUSSELL I wonder how that happened. in sunglasses. .

as music continues. Polaroid in her hand of. Doris rocks toward Cleveland on a muggy summer night. Russell sleeping. He moves down the aisle. WILLIAM'S BUS BUNK .. Heads pop awake. They pass the Agoura . The kid moves on. The windows of passing houses offer rich Edward Hopper glimpses of lives and people William will never meet. hugging his guitar. plays the guitar a little. 105 INT..LATE NIGHT Cleveland signs. Penny asleep next to him. HIGHWAY . whose CB crackles with chatter from other tour buses headed to Cleveland. no.. Looking up. nods hello to the Roadie and his Date on the bunk above. PENNY 'Cause we should work on that.PENNY You ever notice that all our sentences begin with "I?" RUSSELL I hadn't. RUSSELL Cleveland! 106 EXT. to the seats near the front. DOWNTOWN CLEVELAND . The streets are empty. He sits with the Bus Driver. He looks at her. William gets up. Music rises. Doris pulls into empty downtown Cleveland. he sees the rhythmic motion of bodies on the mattress above him.LATE NIGHT 106 Like a slow-moving shark.. 104 EXT. head on elbow. A sleeping Russell sits upright.NIGHT 105 William watches from his bus bunk at the back.NIGHT 104 Night. ON THE FIRST SIGN .

108 INT. Men in satin tour jackets and some Disc-jockey types cruise the backstage. in a pack. and talks to a few fans in the front row of this crowd. He is shrouded by a jacket. BACKSTAGE CLEVELAND PAY PHONE . Bowie races from a limousine through the lobby and into the elevators. as he's hustled by security man Dennis in the elevator. Fans and other touring rockers mingle together. Applause in the bus. The cities on this tour are getting bigger. Just the top of his electric red hair travels the lobby. HOTEL ROOM . 109 INT.. Outside in the real world. 107 INT. And there is a whiff of business now too. And out of the chaos comes. 110 INT. William sags with the heavy bags in hand and over his shoulder. as William stands near Penny and Russell. ARENA .. Here. making love.LATE NIGHT/EARLY MORNING 107 Russell and band enter like warriors. just as promised.DAY 109 Russell and Penny Lane smash against their own wall. FAN It's Bowie! The lobby ignites. SWINGO'S CELEBRITY INN .DAY 108 Jeff Bebe and Polexia smash against the wall of the Swingo's hotel room. A Hysterical Fan . in the middle of the midwest.NIGHT 109A Dick squats at the front of the stage. The feeling of belonging invades all those in this lobby. HOTEL ROOM . and so are the audiences.NIGHT 110 A wild Cleveland crowd in the building. 109A INT. is an explosive rock mecca. everyone else is going to work.Ballroom. where a man with a long stick arranges the letters Stillwater on the marquee.

smoothing her pass.you can't help it! WILLIAM (covers phone) No. laughing. INTERCUT: INT. . I'll only miss one test. I'll make it up. tired and yawning.is led screaming to the nearby medic room. Few even react it's Cleveland . I'm in Cleveland. RUSSELL Hi Mom! It's Russell Hammond. on the backstage pay phone. Larry and Ed watch nearby. WILLIAM Hi Mom. talks to the silent mother on the other end. They watch a new pack of groupies prowl the road-crew. RUSSELL Tell her you're a slave to the groove . He listens stoically. Russell grabs the phone. WILLIAM (cont'd) (rehearsed) I'm fine! I'm fine! I'm flying back on Monday Morning. Russell listens in. LIVING ROOM -.NIGHT Moms sits in silence.as the shot finds William. How does it feel to be the mother of the future of rock journalism? (beat) Hello? Silence. holding his guitar. He is absolutely ready for the worst. Penny passes and stands near William. I play guitar in Stillwater! It's my fault.

eyes narrowing as he processes the truth. . RUSSELL (cont'd) You've got a great kid -. They glare insolently at Penny Lane. Russel looks over at the kid.nothing to worry about! We're taking care of him! And you should come to a show sometime! Join the Circus! ELAINE Listen to me. I'm onto you. He's a smart. 15 year-old kid. goodhearted. and I shouldn't have let him go. as long as he helps make you rich. ma'am. Your charm does not work on me. He's 15? ELAINE (cont'd) This is not some apron-wearing mother you're talking to. This is the future. ELAINE He worships you people and that's fine with you. Of course you like him. RUSSELL Yes. He is not ready for your world of compromised values. RUSSELL (a nerve is struck) Rich? I don't think so ELAINE Listen to me. I know about your Valhalla of Decadence. and diminished brain cells that you throw away like confetti. with infinite potential.They are more glam. more trashy and less selective. Am I speaking clearly to you? RUSSELL Yes.

ELAINE If you break his spirit. She hangs up. Some don't. Something you may not value but I do -. once again. Now go do your best. WILLIAM She means well. I'm glad we spoke. WILLIAM Some people get her. who guides the band onto the stage platform. Do we understand each other? RUSSELL Yes. We see the unbridled . Russell hangs up. And it will not be pretty. oddly affected and shook up. but I'll play it.. Already.. 111 ON THE HUDDLE 111 William with the band. keep him from his chosen profession -. still in darkness. Get my son home safely. It's not too late for you to be a person of substance.. he takes the stage.you will meet the voice on the other end of this telephone. yes. Still rattled. stomping and applause is mounting. "Be bold and mighty forces will come to your aide!" Goethe said that.. He yawns. William feels embarrassed by his mother. We follow Dick. harm him in any way. Cleveland awaits. Russell is still recovering.which is law. as the band breaks. Russell turns to William before taking the stage: RUSSELL Your Mom kind of freaked me out. ELAINE (always the teacher) I didn't ask for this role.

This is very very very very fun. as they begin "Fever Dog. dancing with arms in the air at the side of the stage. . eyes red with exhaustion. Russell turns to share the moment with Penny.enthusiasm of the faces on the front row. More stage climbers spring up where that fan came from.. DICK (importantly) From Troy.. as various fans are squeezed up out of the crowd and onto the stage. and uses the instrument to send a Frenetic fan back into the crowd... and Russell now watches as Jeff Bebe dodges a fan and comes over to Russell to lean on him. He slips back under the strap. Russell thwacks a couple chords. 112 INT. He holds the mike stoically. It's in these moments that everything else disappears. Lights come up. DICK (cont'd) Stillwater. Audience thunders.NIGHT 112 William in the dressing room. laughing. as he smoothly whips off his guitar." The band charges headlong into their set. feeling chills.. Dick lets all this play out before finally adding. He turns to other members.. More applause.. DICK (cont'd) Would you please welcome to Cleveland.. A wave of cigarette lighters stretch out before them. each member seems to have his own fans. Michigan. A full blast of audience love hits them right in the face. They bow and wave.. HANDHELD ON RUSSELL Who is in the middle of playing. WILLIAM So when you play a great show like tonight.. still in darkness. finally interviewing Russell. DRESSING ROOM -.

He knew this would happen. He holds the super-new Halliburton briefcase. He's right outside. William shuts off his tape recorder. 25. I know you've all heard of him. He wants five minutes with you right now. DICK (cont'd) Alright. I think we gotta do it. JEFF (arrogant) Bring him in! We'll send him out on a rail! RUSSELL (to William) We'll finish on the way to Boston. RUSSELL (pissed) Then bring him in. DENNIS HOPE (completely unthreatening) . The record company has sent a big-time manager here to try and talk you into replacing me. as Dick opens the door. He's got all the big bands. William nods. well. DICK Okay. Greater distribution and accounting of album sales. Higher ticket prices. I need everybody's attention.Dick enters with great urgency. His name is Dennis Hope. In walks a small general of a man in a baseball t-shirt. The kid shuts his eyes. the rumors are true. He shrugs hello to the band. Already in his head are all the things that will come to pass. exhausted. Merchandising deals. A man from the midwest. You can fly home from Boston. well-trimmed beard and bowl cut. He is DENNIS HOPE. with a vision of the future of rock and roll.

. JEFF Doris is the soul of this band! That bus has been our home since we were the Jeff Bebe Band. DENNIS HOPE Respectfully. RUSSELL (immediately) We travel by bus. negating the contract. forfeiting the deposit. I'm gonna tell you the truth ..I may enrage some and enthrall others. We all have our roots. But your record's selling. If you hadn't run out on the contract in Phoenix. but you left. Right now you owe the record company more than you've got. Your manager here needs a manager. Your damages have put you way into the hole for this tour. holding his guitar. there's money to be made. But those roots need to be augmented. I believe in bands holding onto their roots. So I've brought a plane in. He's been with us from the beginning. you could have sued over Russell's hand. dismissive. Russell looks at his hand. Respectfully. Example. Hope appreciates the lack of small talk. to electrocute you. and you effectively traveled a long way to pay that promoter. Russell watches. DENNIS HOPE (cont'd) We can all work together. RUSSELL We already have a manager.Hi.. I don't really give a fuck. He strides the room with the joyful enthusiasm of a kid who wants to build a fort. we can add more shows to make-up the difference.. .

out there. Respectfully.right now -. The roadies have packed up and moved on.and it's all -He gestures to infinity. DENNIS HOPE (delicately) Yes. DENNIS HOPE (cont'd) -. You can play more dates with a plane. But on the distasteful subject of money. DENNIS Hey man -. it's not about the money! It's about Playing music..it's travel on a pogo stick if I thought we'd make more money. RUSSELL (passionate) Hey man. of course.SAME TIME 112A Penny Lane stands on stage facing the empty arena. he returns it. close to his heart.Dick watches his loyal band with admiration. Clearly.NIGHT . DRESSING ROOM -.. . CLEVELAND ARENA . I'm just talking about bringing it -Bringing his hand together in a fist. Just know. You're making it -. 112A INT. and turning people on! The band agrees. (Behavior to come) INTERCUT WITH: 112B INT.NIGHT 112B The band meeting continues. She is alone in the poetic and trash filled structure that was just hours ago filled with people.

DICK But why should we pay you for something we can do ourselves? DENNIS HOPE (immediately) Do you know how to keep from getting charged for the ice below the floorboards of Chicago Stadium? Do you know how to do a headlining tour. It's fun. Russell stops fingering his guitar. amazed) This is Cleveland. your biggest fan right now soon they're going to go to college. curiously spellbound. who manages not to be speechless. Forum? Do you know Bobbi Cowan. DENNIS HOPE (cont'd) Because as much as you may believe that it will last forever. Jim Ladd. Frank Barcelona? (look around. DENNIS HOPE (cont'd) .DENNIS HOPE (cont'd) -. spend that money some other way. and you know what? (the final insult) They'll tape your record from a friend's copy. The band looks at Dick. He laughs.. I just own the best umbrella. Pain.A. Lisa Robinson. Band members are now listening. Where's Kid Leo?? (basics) Do you know how you get a record not pressed but played? Do you know? I didn't invent the rainy day. do you Claire Rothman at the L. gonna wanna buy clothes.. it does not last forever. man.back here. Shot moves across the faces of the band members.

This is too much. Now he's reaching them. and how can we talk him into staying? 113 INT. DENNIS HOPE (cont'd) Because if you think Mick Jagger will still be out there trying to be a rock star at age fifty. Stunned silence. and think about whether I want to stay. while you can. And you've got to do it now. RUSSELL (cont'd) . PLANE -. but listens. well. we'll think about what you said. you're sadly sadly mistaken.. Dennis Hope looks on. Their slackened roar-weary faces stare back at the young dynamo. No one wants to talk first. He looks around for support. He leaves the room with a pleasant shrug. Their faces read as -.You've got to take what you can. I'll think about it. You don't understand. Grim nodding faces.who was that guy. That's what the big boys do.. RUSSELL This is not us. I'm not auditioning. William watches their body language. The band squirms. DICK (flustered) Yeah. I came here to decide whether I want to represent you. So I'll stand outside for a moment.DAY 113 William watches as the band stands inside the new plane. DENNIS HOPE (casually) No no. when you can.

. PRIVATE AIRPORT -. abandoned near a field.. PLANE NIGHT 115 The girls sit on the jumper seats at the back of the plane. Russell grabs Penny. Bus Banner reads simply: CLEVELAND. The new plane lifts off in the background. Reprise ending of Whole Lotta Love. RUSSELL . 116 INT. We hear the loud oncoming sound of the plane in flight. He passes Boston travelogue posters on the walls. William veers into Dick's room. William watches as Russell reclines. but Sarah Vaughn. smoking cigars and other items. A few room doors are open. WILLIAM Anyone seen Russell? DICK The Enemy! Door widens to reveal Russell. as Dennis cooly asks for Penny's seat. listening not to rock and roll. trolling for Russell.(impressed at seat) This is too much.DAY 114 Doris the bus stays behind in the parking lot. BOSTON HOTEL ROOM HALLWAY -. DENNIS HOPE Do you mind? 114 EXT. as the bus sits alone. They are a bunch of road-hardened snobs. The room is thick with exotic smoke. and she falls into the seat next to him. famous to themselves. he looks for any sign of the guitarist. with William. 115 INT.DAY 116 William trudges the hallway with tape-recorder and notebook. where a poker game full of Roadies is in progress. as if crying steel tears.

.. Dick lays down three tens. the Band-Aids. and speaks confidentially to him. Show 'em.. Reg lays down three Kings.. DICK That's Mick . who need to exit our tour before New York.. three Lovely Ladies. And that's Richard with the Eagles. DICK Three Lovely Ladies. She already knows Leslie's coming To New York tomorrow. This hand is down to Dick. DICK Side proposition. Nobody's feelings are getting hurt here. Including the famous Penny Lane. and a roadie named REG from Humble Pie. Dick loses... now in the custody of Humble Pie.with J. That's John . They all . THE WHEEL Hey. He leans over. RUSSELL Look.. Like an old pro. REG Alright. Geils. For fifty dollars and a case of Heineken...he's with The Who. Embarrassed. and you know The Wheel. so we owe you fifty dollars and a case of Heineken. Russell notices the kids face. Grumbling roadies continue playing. REG It's a deal. the kid turns down a Cola-can hash-pipe. This game's been going of for two years. I will put into the pot.Hey! Welcome to the Road Crew Poker Party.

DICK Happy Birthday from us. RUSSELL These are the Rules that come with every electric Guitar and every amplifier. SABBATH ROADIE Keep this hallway clear! 117 INT. Another band is moving through. Nobody's saying goodbye. he shuts his eyes for a moment. It is placed in Penny's lap. Piles of luggage headed for New York sit by the door. with deep circles under his eyes. No boundaries. Age Unknown. guitars and men in stages of half-dress.AFTERNOON 116A The kid is still stuck on the road. They're not just written anywhere. But the kid feels bad. . This is the Circus.. It's a small dressing room. I got it. HALLWAY . He is in hell now.AFTERNOON 117 William and Penny sit on opposite ends of a blue locker-room bench. Rock and roll. WILLIAM No. They gather now as the cake sits before a surprised and enchanted Penny Lane. Wearily. 1973. No attachments. William watches her face as she reads the message on the cake. It hasn't sunk in yet. 116A INT. brother. The door suddenly opens and Dick arrives with champagne and a cake decorated with a sparkler. It reads: Unforgettable Penny. crowded with roadies. BACKSTAGE TRAILER/DRESSING ROOM -. RUSSELL (cont'd) Quit looking at me like that. and Russell knows it. Boston..understand. Everybody's trying not to go home.

She notices all the luggage is gone.. And in Penny Lane we trust She is a fan of this band. she threw it in gear. RUSSELL (cont'd) She says she's retired Though we've heard that before.EARLY MORNING 118 William exits a backstage Portosan. She turns to the others -. 118 EXT. His truthful face does not look away. Shot comes to rest behind her. CONCORD PAVILLION BACKSTAGE -. and sucks off the frosting seductively. RUSSELL So Penny our friend has gained another year. Penny catches him by the . Much more so than us. She rocked the south The East and West. to cheers. cutting into the cake. She looks at William for a clue. only her two cases remain by the door. nobody maintaining eye contact with her except the one she now doesn't look at. her head turning to connect with band members. DENNIS HOPE (to the point) Sorry the plane isn't bigger. He reads a poem. Russell watches. Could you please get off this endless tour Where we're Black Sabbath's fucking special guest? Laughter.the plane isn't bigger? Shot moves in on Penny as she blinks just a little. She blows out the candles. It hits her.Russell produces a piece of hotel stationery. William. Still enchanted. Now she knows. She chose us. William watches her face. still mugging for everybody. Each of them look away. covering it all with a layer of sweet giddy laughter.. she hands out slices of the cake. as we push in on Penny. vamping Marilyn Monroe-style. But long ago.

Their laminated passes swing from around their necks.grilling area where catering is preparing for the outdoor event. PENNY You're so sweet. God -. it was a farewell. I know what you're thinking.if there was more of you in him.. WILLIAM Don't tell me this stuff. William doesn't answer. but that would be pathetic. The girls are all going with Humble Pie. The sound of summer insects in the air. and I'm not going on some other band's bus. Thuding in the distance. WILLIAM Yeah. blowing some hair out of her face. Stillwater plays for a cheering outdoor crowd. I want to like him. PENNY (cont'd) I know I'm not on the plane. . He looks at her. It's so beyond a test. WILLIAM What's that? PENNY (touched) You're worried about me and Russell. PENNY (cont'd) You think you can fool me. PENNY (concerned for him) Did you miss your test or something? He shakes his head. I mean. PENNY So it wasn't a birthday party. I gotta work on that. I could go with the Sabbath road crew. I read you..

current girlfriend's going to be there William's eyebrows rise. I'm flying to New York myself. I love music. PENNY I know he wants me there. WILLIAM -. I'm not who I said I was. I'm just like you. I know his ex-wife. I have a bunch of partial tickets.I'm not sure that's a good idea. She examines his face for clues.If you could find out from Russell -WILLIAM (quietly) Penny PENNY (a decision) Forget it. WILLIAM Because you're not who you said you were! I thought you were retired! PENNY You're right. He gave me a cake. He wrote me that sweet poem. WILLIAM (loud) Wake up! Don't go to New York! PENNY What are you telling me? She looks so achingly beautiful to him. . PENNY (overlapping) What? What are you saying? What do you know? Did Russell say something? WILLIAM I don't know anything.

really fallen.so this is my family. WILLIAM (beat) You slept with Iggy Pop!? She says nothing.. and they hang out with tractor people. Tell me too much and make it my fault. since Iggy.. Some people like tractors. who else -.. she follows. What's the worst that could happen if I go to New York? (little girl) "I get my little heart broken?" WILLIAM Oh no. I don't know. and I'm not happy about it. Russell and I fell in love. They have ventured outside the backstage area. PENNY (accusatory) I'm sorry I told you so much. He looks at her. onto adjoining Boston farmland. but this is the first time I've fallen for someone.so when I go to the record . How much. WILLIAM That's a good one. WILLIAM (cont'd) (sputtering) Why don't you just tell me now. You've seen what's happened.. unable to formulate a response. Never you! You eat people alive! She tears some leaves off a tree. He continues walking. You have some way of making everybody tell you all their secrets. PENNY Come on. The show booms in the background.

store, I know who to be jealous of. Because right now, it's looking like the whole store! He's upset. She stares at him. PENNY (teasing, defiant) You'll remember me forever. I was there when you lost your virginity. WILLIAM (upset at the memory) So was Steely Dan! It was a crowded room. She laughs, can't help it. Then: PENNY You make me laugh. I think I'm gonna cry. WILLIAM (continuing) I thought we were going to Morocco! There's no Morocco. There's never been a Morocco. There's not even a Penny Lane. I don'teven know your real name. PENNY If I ever met a guy in the real world, who looked at me the way you just looked at me... WILLIAM When and where does the real world occur? I am really... confused here. Fuck! All these Rules And all these sayings... and nicknames... PENNY You know -- you're too sweet for rock and roll. WILLIAM

Where do you get off... where do you get "sweet?" I'm not sweet. I'm dark and mysterious and pissed-off and I could be very dangerous to all of you... I'm not sweet, and you should know that about me! I am The Enemy. PENNY You're not any of those things and that's what I love about you. William stands there in disbelief, unable to look at her. WILLIAM You fall in love to keep from falling in love. PENNY I don't want to go home! WILLIAM Well, I have to go home. And you never helped me. PENNY Yes I did. WILLIAM That disc-jockey in Arizona got a better interview than me... and he was asleep. He starts walking back to the stage. She follows. They are two very young kids thrashed by the seas of rock and roll. His frustration increases. She just doesn't get it. Applause in b.g. She grabs his shirt. PENNY Look. You should be happy for me. You don't know what he says to me in private. Maybe it is love. As much as it can be with someone who -WILLIAM (blurts) -- sold you to Humble Pie for fifty dollars and a case of beer? I was

there! He is instantly sorry. Her world privately crumbles, but she tries to remain stoic and carefree. PENNY What kind of beer? 119 INT. HUMBLE PIE CREW TRUCK -- DAY 119 Sapphire, Polexia, and Estrella bump along to the music and the road. They strain to maintain dignity in these decidedly third-class surroundings. There's only one small blurry window. POLEXIA Who did this to us? 120 INT. WILLIAM'S LIVING ROOM -- NIGHT 120 Mom on the phone. ELAINE Then don't come home. Don't do this to me. If you're going to miss graduation, don't come home. She hangs up. 121 INT. PRODUCTION OFFICE -- NIGHT 121 William on the phone. Speechless. 122 INT. COLLEGE CLASSROOM -- DAY 122 Elaine faces her Humanities class. She stands in an amphitheater-style, inner-city college classroom, decorated with colorful unorthodox artifacts from her home. These earnest city college students listen to her. But she cannot continue. There is a thundering upset inside her. ELAINE I'm sorry. I can't concentrate.

beautiful and scary.DAY 125 Russell and band spill out of limo. They hold collector's sleeves covering albums to be autographed.. How much does the other guy know? 125 EXT. heading into New York. FAN I'm from the Church of Lenny. Russell and band bounces down in NYC. The New York cluster of hardcore Stillwater fans wait outside. ST.. They look at each other curiously. BAND PLANE -.. unhinged) Rock stars kidnaped my son. Just like I pictured it. " JEFF " . We did everything but get you laid. William in tow crawls out of the limo last.(beat. skyscrapers and everything. A seriouslooking Fan (LENNY) approaches Russell with an autograph card. Up ahead. Beat. Dick goes to work. facing the band from the jump seat of their limousine.DAY 124 William watches.DAY 123 Music." RUSSELL (to William) We showed you America. Manhattan looms. confesses.. REGIS -. 124 INT. Russell listens to music on headphones plugged into large boom box. .The King of the King of Kings. 123 INT. and fresh magic markers in hand. RUSSELL "New York. pulling luggage from the trunk. We bow to his will and all that it represents . LIMOUSINE -.

He signs.? FAN To Lenny.RUSSELL Make it out to . Nearby. crumpled paper. everyone saying hello to her. ashtrays.by the way. everyone knowing the subtext. hotel keys. Bars of soap. LESLIE (taking treatment for granted) ThanksI'llseeyoulater. you look stunning. William turns. Dick's New York side is almost military.of course. and the contents spill out onto the New York sidewalk. William pulls his heavy bag out of the back of the limousine. The bag breaks. towels and thick telephone books from every city. JEFF Leslie! DICK Your room is completely stocked. She holds a Nikon camera. DICK Bags in five! Cars leave for the party at six! William studies Leslie. expecting to see Penny. the young journalist studies the tour's subtle shift in welcoming Leslie. as Dick approaches with a well-placed word in his right ear. DICK She's here. The airconditioning is already on. And here is your security key -. Instead we see the long-limbed. pretty and collegiate LESLIE. and snaps their picture. elevators or maid quarters. far away from any noisy ice machines. notes. . "Do Not Disturb" signs. Russell nods -. Nobody saying a word. athletic. the contraband t-shirt.

this is our wayward friend from Rolling Stone. All help him with his spilled souvenirs.I kept thinking I was going home the next day -DICK I did too. The Enemy. Russell shares a private look with the kid.DICK (cont'd) You know. There are lighter souvenirs. . by the way. WILLIAM Ric! It's Super Zeppelin fan Ric Nunez. This is Leslie.I promise. Leslie. So's four other bands. We'll talk. William takes in the information. I'll come to your room . They're partying up there right now. Nearby Leslie greets other band members. They shake." RUSSELL (exiting with Leslie) After the party. she smiles randomly. and Miss Penny Lane too. WILLIAM (embarrassed) Well -. RIC (whispers) It's all happening.. Sapphire. (William reacts) They're all staying under the name Emily Rugburn. while regarding Ric's new custom shirt.. She wants you to call her. Fifteen years ago. which features the words to Zeppelin's "The Rain Song. Zeppelin is at the Plaza.

including David Felton with cigarette-holder in mouth." He's holding for you. ST. BEN Congratulations. BEN (cont'd) You can tell the band. along with your notes. There is a mojo at the Daily News they'll let us use - . Allison. fear topping the list. you have an urgent call from a Mr. William is overwhelmed with many emotions.NIGHT 126 William checks in.AFTERNOON On a rainy day in San Francisco. WILLIAM (deep voice) Hello. we need you back in San Francisco tomorrow. Neal Preston will shoot 'em next week in L. "Ben Fong-Torres. tonight.126 INT. Several other editors are also present in the background. right now. our fact checker. The Clerk watches curiously as the kid adopts a new persona. It's gonna be a cover. and a prep-school Fact-Checker named ALLISON.SAN FRANCISCO -. We'll finish the story here.A. CLERK William Miller? Sir. William takes the phone. JANN'S OFFICE -. INTERCUT INT. REGIS FRONT DESK -. Ben Fong-Torres stands in the copy-strewn office of the young editor/publisher JANN WENNER. needs you to transmit whatever you have of the story. now.

. looking for familiar faces."The Mojo. It only takes eighteen Minutes a page.NIGHT 127 The famous hub of New York rock and roll. The Doorman. Not a hippie in sight. and sends him into a very mature new world. DAILY NEWS COPY STATION -. some British journalists." The party is filled with scenesters. NEW YORK STREETS -. hustling to the Daily News office.NIGHT A127 William weaves.d. "If You Say Nothing.. into the Stillwater press party at this legendary New York nightspot. DENNIS HOPE He's okay. 126A EXT. who checks i. MAX'S KANSAS CITY -.s. William walks through. sees the kid and expresses great doubt. It's a very modern machine that transmits pages over the telephone.NIGHT 126B William tears pages from his notebook and feeds them into the large and clunky earliest model fax machine -.NIGHT 126A The sound of feet on pavement. he's with us Hope shoves him past the Guard. 127 INT. RUSSELL . William looks at addresses." We hear David Bowie.WILLIAM Mojo? BEN A mojo. "The Jean Genie." A127 EXT. exhausted. MAX'S KANSAS CITY -. A strong whiff of decadence mixes with youthful naivete. Russell grabs him by the arm. Overhead we hear Stillwater. and many hunched young skinny bodies in leather jackets. 126B INT. long silver-haired glamsters.

right? None of these guys can just calm down and be a fuckin adult.I'll piss to that. right? Not you. Come on -WILLIAM I have some good news. and wants to manage Me solo. RUSSELL (then pissed) Oh . Says to lose the band by February. People like us. Follow me. William pees in silence. RUSSELL Dennis Hope took me aside. do they love us? WILLIAM I do.get this . RUSSELL -.Ah ha! There you are. ya little fucker. freaking out. faces the urinal and pees. The network of these chicks! Like I would do that. WILLIAM (exiting) Wait. RUSSELL (cont'd) At what point do I just take the hint? Nobody Loves this band. Russell bolts the door. Should I do it? I have no perspective anymore.somebody told Penny Lane I sold her for beer. His own music throbs in the next room. Now she's here. Leslie can smell it. I've got something to tell - . It's Jeff who told her. MAX'S BEDROOM A128 They enter the small bathroom. A128 INT.

JEFF (cont'd) (continuing) Damn it -. We made it. instantly) The cover of Rolling Stone. The band nods solemnly. 129 INT. They share a look. And we made it together. They stand together.SAME TIME 128 Leslie in the bathroom.. drinking and dancing. Jeff stands immediately. stunned too. looks at the kid. Together. TOGETHER! . Leslie looks once. glass raised. at the outskirts. Over Jeff's head. eyes moist. lets it sink in. BACKROOM -. Penny hangs nearby. and goes wild. Four of us. turns and then turns back at Penny. 128 INT. She knows. the band waits a beat. The first time I bought that magazine The Beatles were on the cover. importantly. JEFF (tears welling. Four of them.But he finds himself trailing Russell to the back room bar. It's big news. They don't just put somebody with one little hit on the cover of Rolling Stone Fucking Magazine. side-by-side at the mirror. Stunned and overwhelmed. WILLIAM You guys -. feigning casualty.NIGHT 129 William sits with the band.you guys -(beat) You're gonna be on the cover of Rolling Stone. Russell.NIGHT . man.. Penny enters and watches her discreetly.I'm gonna enjoy this. GIRL'S BATHROOM .

William turns and follows her. Hook and the Medicine Show hit. and does not leave. PLAZA HOTEL -.They begin singing the then-current Dr. He takes off to examine the cabs stuck in traffic. and sees William also stand. WILLIAM Emily Rugburn.NIGHT 131 William on the house phone. Penny Lane's eyes fill and she runs out. He doesn't know where she is. POV WILLIAM He looks in the backs of cabs. MAX'S KANSAS CITY -. MUSICIAN # 1 intercepts him. A symphony of looks. 132 INT. He hears new band voices. looking for her. "The Cover of the Rolling Stone" to William. 131 INT. Russell stands watching. And now Leslie has confirmation. Russell stands.. The door is open. Song continues.NIGHT 130 William exits as a crush of Partygoers arrives. please. and sees new faces. as Dick gets to his feet and moves to confront Penny. He runs down the streets. is she? WILLIAM/DICK She's with me. HOTEL HALLWAY -. None of them her." 130 EXT. Music continues. LESLIE Who is that girl? She's creeping me out.. She's not with any of you. We hear Elton John's "Mona Lisas and Mad Hatters. .NIGHT 132 William approaches Suite 702. Alone in New York City.

WILLIAM Hi. I'm a friend of Penny Lane's. Two more Musicans (English) exit the back room party. William watches all. PENNY LANE (cont'd) You're the last of my old-time friends. She's addled and nearly passed out. MUSICIAN # 1 Aren't we all Musician types are leaving. Let's get out of here. ENGLISH MUSICIAN # 2 She used to be so much more together.. The room is clearing out. ROOM SERVICE GUY (cont'd) Thank you Mr. Polexia went to England with Deep Purple. ENGLISH MUSICIAN She's sick. WILLIAM What happened? PENNY LANE I'm not good at goodbyes. and finds her in the backroom. champagne in hand. WILLIAM Where is she? Room Service arrives. She sags. Rugburn. Some appetizers and a large expensive bottle of champagne on ice. He grabs the phone. ROOM SERVICE GUY Can somebody sign for this? William does.. can you believe that? Even .

(into phone) Front desk? Please send a doctor. This is Mr." School PRINCIPAL at the podium. either room. 135 EXT. Finally she is close to him. All she left was her quaaludes. what room? 703. HOTEL ROOM -.wonderful. He struggles to untie them. 702. Room.Sapphire's out someplace else.NIGHT 134 William holds Penny in his arms. Yes . 133 EXT. GRADUATION CEREMONY -. WILLIAM Oh -. GRADUATION -.I'll do that. The room has emptied out.. Rugburn.DAY 135 PRINCIPAL Victor Sanchez! Warm applause for another student who grabs his diploma. out graduating class! Jane Abbott! A peppy student bounds up and grabs her diploma. WILLIAM (cont'd) Wake up! He struggles to get her on her feet. Yes. and the remnants of a movable party that has moved elsewhere. She tips over on her strappy platform shoes. My wife's had an accident with some quaaludes.DAY 133 The School band plays "Colour My World. Just them. Elaine Miller watches dolefully in the audience.. He . 134 INT.. Both rooms. PRINCIPAL And now..

A sympathetic look from a nearby Mother continues the pain. GRADUATION CEREMONY -.. .. stoically..NIGHT 136 William holds Penny Lane..takes off his mortar board to flash an American flag bandana." PENNY "And seat-backs and tray-tables should be in their full and upright and locked positions. It's a sagging.. He raises his diploma in victory." WILLIAM Keep going.. PENNY "Please place all stowable luggage in the overhead compartments. messy slow dance. HOTEL ROOM -.. Elaine applauds her son.DAY 137 PRINCIPAL And now. " PENNY ". you will be required to wear a safety vest. " 137 EXT." WILLIAM (prompting) "Seat and tray tables. not present. It is a dagger through her heart. 136 INT. out in the seat in front of you. out "Pending" Graduates! (pause) William Miller... WILLIAM "In the unlikely event of a water landing. and keeps her moving....

WILLIAM "In the tragic event of a water landing. . Full of hope. The day will never end.NIGHT 138 They move slowly. high above the city. twenty years from now.... Mrs.. we say -(beat) Don't forget to remember yourself as you are today. Deegan slips into the seat next to her. (beat) They key to the future is keeping today alive forever. and the dream that everything is possible.138 INT....DAY 139 The Principal shares a few thoughts: PRINCIPAL And to the class of 1973. (Elaine nods) Second ELAINE Please let there be only two." 139 EXT. GRADUATION . HOTEL . Remember this. Elaine's head lowers slowly in a sea of happy parents. Leave a little room for the other teachers in this world.. when we all own home computers and we all travel in shiny electrical cars that move swiftly. DEEGAN Second. He's out there looking for mentors. MRS. because I can't get past Number One.. Release the guilt. she's fading. MRS.. DEEGAN First.

They push past William and pull Penny into the bathroom. She is very woozy.well. They're lined up.. PENNY ". as he holds her. A bored nurse holds a water-bag. WILLIAM Well.. He kisses her. And I have never said this to anybody. . And I have a hard time sharing you with all of rock and roll because I .. lowering it to ground level. He sits on the edge of the bed. And you may not remember this later. as they work on her.NIGHT A140 William holds Penny." (gives up) I'm tired. A doctor and nurse come crashing into the room. you will be required to.." 140 INT.. She is very groggy.NIGHT 140 Doctor places a tube down Penny Lane's throat. Hey! (she blinks. barely awake again) I know you've heard this before.HEY! (she blinks) I love you. We hear Stevie Wonder. He's just tired of me.. and I'm about to boldly go where.. but (tries to be casual) I love you..why am I nervous? . nobody who didn't legally have to say it back to me. not really . HOTEL ROOM -. BATHROOM . I just want to make it clear that. Many men have gone before. A140 INT.. "My Cherie Amor.You'll never remember this . Now that I have your attention. looking into the bathroom..ELAINE He's got twelve of them.

wriggling. WILLIAM (eyes report) She's a little confused. Doctor hands enter frame and remove them. DOCTOR Tomorrow's my wedding anniversary. DOCTOR Nice champagne. Music continues. and sits down next to William. ON THE BATHTUB Her amber-colored stomach contents look like a Jackson Pollack portrait of the era. The Doctor sizes up the situation. as music continues. DOCTOR Your wife will be okay for now WILLIAM Thank you Doctor.WILLIAM'S POV INTO BATHROOM Her feet sticking out. with three partially dissolved pills. He watches. she says you're her brother. HOTEL ROOM . as the Nurse exits. I'd prefer to take care of this without facing the dawn at the police station. The Doctor withdraws a three-page report form. The ice shifts in the champagne bucket nearby. DOCTOR However. WILLIAM I don't have a driver's license. With me. 141 INT. So if you can find a way to get this .LATER NIGHT 141 The Doctor re-appears.

girl .almost like a car accident . I'd let you pay me anything you can afford.I thought I might die. And he came over. and came to the front of the stage. 142 INT. The kid takes a hint. reaches over to the champagne. and ready to go home. And it was in the middle of "Midnight Rambler" and Keith Richards saw me. large sunglasses. William and Penny drag themselves through the airport. He sorts through her many partial tickets. DOCTOR She won't be good company. and he pulled me out.your wife . AIRPORT GATE . Penny wears her green coat. 143 INT. His eyes flick to the champagne. The Doctor puts the champagne in his bag. And I couldn't breathe and that thought flashed through me . but keep her awake for another four hours. Because you don't appear to be related to the famous Rugburns of Rhode Island.MORNING 143 PENNY (baring her soul) When I was 14.MORNING 142 Song continues.back home to her parents. my Mom and her boyfriend took me to a Rolling Stones concert and I freaked out and I rushed up to the front of the stage and then a thousand people had the same idea at the same time and I was getting crushed. AIRPORT TICKET COUNTER -. She shakes off her coat -. WILLIAM Happy Anniversary.she's suddenly very hot -. . She's irritable. They are both so tired. He guides her to the ticket counter.and he grabs it and loops it through her bags.

.this just explains everything. It's a rocky morning. She drops her coat again. and takes off down the accordian leading to her plane. WILLIAM (cont'd) See you back in the real world. PENNY See you back there." Marry someone grand. WILLIAM (horrified) She named you Lady? PENNY Lady Goodman.And they took me backstage and they gave me coke with ice and a . PENNY You never really get used to it. but not Penny. That's why she named me Lady. WILLIAM Hey Lady! Four Woman turn. And I never went home. She kisses his forehead."Marry Up. He wishes it did.this -. WILLIAM No. She disappears. She rubs her stomach. either. WILLIAM What about your Mom? PENNY She always said . bending down to retrieve it. WILLIAM Well -.and a lemon.

FADE OUT FADE UP 147 INT. She gestures to him.DAY 146 She keeps watching as he runs alongside. She now fully remembers.DAY 147 . She mouths the words: I'll see you back home! ON WINDOW He us running through her fingers. and places her outstretched fingers on the window. STEWARDESS Please extinguish all flammable items. There is no one to share the joke with.. AIRPORT TERMINAL . PLANE .. moving from terminal window to terminal window. and return all seats and tray tables to their full and upright locked positions.. understanding him more fully. as he disappears. still keeping up with her plane. BAND PLANE -. CLOSE ON WILLIAM Who can run no further.DAY 144 Penny Lane settles into her seat on the airplane. he's picking up steam.144 INT. AIRPLANE . She notices William watching from the terminal window.. And then a few blurry memories come back to her. 145 INT. and waves.DAY 145 William walks alongside her plane. What's she saying? 146 INT. She mouths along with the words. Catching her glance again.

and then bam.Russell and William are in mid-interview. Russell begins pounding on the card table in rhythm. The kid feels pain. Bob Dylan! I kept looking for you. It's a little bit of a rough flight... we miss you! Fear is creeping in around the edges. The kid's microphone is out. William wears the same clothes.. A sharp jolt of turbulence.. " A moment of laughter. William. RUSSELL "Pretty pretty pretty pretty Peggy Sue. Jeff's drink rises and suspends briefly in mid-air. The plane takes another mighty knock... RUSSELL Why didn't you come back to the party? Bob Dylan showed up. already an .. RUSSELL Doris. right? Just Rapping.. had to be an hour. JEFF What happened to you last night? WILLIAM It's a log story. He was sitting at our table for. RUSSELL (singing Buddy Holly) "Peggy Sure. Peggy Sue. " DICK Please. I was going to introduce you. JEFF We shouldn't be here.

stares straight ahead. We're going to have to cut the inside lighting for the next several minutes. RUSSELL (cont'd) Wooooooo Baby! A moment later. increasingly nervous. The sky darkens abruptly. Buckle up tight now. looks down. The kid notices Silent Ed is rubbing a small crucifix. It appears we've caught the edge of that electrical storm we were trying to outrun. PILOT'S VOICE This is Craig. DENNIS HOPE A field? JEFF I can't breathe. The plane suddenly drops and stabilizes. an ashen-faced CO-PILOT emerges. Push in on Russell.uneasy flier. We hear a series of unfamiliar electrical sounds. We found a field to land in. your pilot. The rocking of the plane worsens. We're gonna do our best to getcha out of this. . as all buckle up. JEFF "Electrical storm?" RUSSELL (strapping in for a roller coaster) Rock and roll. The plane screwballs through the sky. Everyone is silent but Russell. balancing himself with hands on the ceiling of the shuddering plane. CO-PILOT We're gonna try to land in Tupelo. William looks up.

Another sheet of hail hits the plane. PUSH IN ON WILLIAM . anything like that. However. Inside lights shut off. Nervous laughter.we can't even die in an original city! RUSSELL C'mon Dennis. as the hail suddenly pelts the plane. disassembled.. JEFF -. LARRY (oddly detached) He just told us we're gonna die. now would be a good time.. God help us. DICK And everyone thinks it's so glamorous out here. LESLIE Oh my God.CO-PILOT It might be a rough set-down.total chaos visible inside . if there's anything you want to say to each other.and then shuts again. JEFF (insecurities running wild) We're gonna crash in Elvis' hometown -RUSSELL Shut up. We should be fine. He returns to the cockpit. (cracking at the edges) But what we do say in a situation like this is . get us a better city. But just hang in there. The weather worsens. and it comes down hard.We would pass but before the plane . William stares straight ahead. any secrets. We'll get you out of this. as the cockpit door swings open .

I love all of you. and you're my family. RUSSELL If something should happen. RUSSELL I slept with Marna. A flashing wall of electricity rolls through the plane and evaporates with a burning smell still in the air. Dick. It stops for a moment. but I'm sorry. Nearly in tears. In the darkness: DENNIS HOPE I once hit a man in Dearborn. The plane shakes. But me too. Especially since Marna left me. here and there.Just shaking. and falls. I don't know if he's alive or dead. A strange smooth patch. JEFF I did too. LARRY I waited until you broke up with her. But if I ever took an extra dollar or two. Hyperventilating. Michigan. LESLIE (gripped with fear) Oh my God. I don't think we have to do the secrets thing. . I hit him and kept on going. The plane wildly rises. Now lightening strikes very close. DICK I love you all too. A hit-and-run. it was because I knew I'd earned it. when you were fighting. JEFF I also slept with Leslie.

like you light leave.. (incredulous. . It was the summer we decided to be free of all rules. The truth. You ALWAYS HAVE!! LARRY Finally. I never did. Enough. RUSSELL (cont'd) All this love. giddy) And you don't even like me. You act above us.. catatonic.. And we had to live with it. Ed says nothing. slept with Jeff? LESLIE Yes. RUSSELL Please. JEFF NONE of us love you. but it didn't count.RUSSELL You. and now I might die with you and it's not fucking fair. RUSSELL (to Larry and Ed) You hate me? You too? Larry stares at him. All this loyalty. RUSSELL (to Jeff) And you say you "love me. I had to live with you. William watches. like we're lucky to be with you. man.." JEFF (the truth) I don't love you. JEFF You just held it over us.

Loud.JEFF And I'm still in love with you Leslie. She almost died last night. Leslie is crying. You used her and threw her away. while you were with Bob Dylan. that groupie. She was your biggest fan and you threw her away. You were sleeping with Penny. all of you. Last summer. The plane is pulling sideways. and dropping altitude. you're dead. not now. The plane is rocking very very hard. . The turbulence worsens. the fans.you used her. JEFF Don't be self-righteous. William finds his mouth saying emotional words he cannot control. He yells. All she did was love your band. WILLIAM "That groupie?" She was a Band-Aid. Russell and Jeff stare at each other. You're always talking about the fans. and up until yesterday. Why don't you tell Leslie THAT? Russell tries to get up and attack him. The force keeps him in his seat. And you all -. Bam. LESLIE I don't want to hear anymore. that's your biggest problem. up! Shut up! Shut up! Shut RUSSELL (to Jeff) Whatever happens. the fans. DENNIS (freaking out) I quit. And if you can't see that. Russell.

All now stop and turn. Music . giddy with victory. they've forgotten him. as they walk together like ghosts in a long and very pregnant silence. CO-PILOT Thank God above. as they float downwards to the city of Tupelo. They ignore him. Then Russell turns. unaware he's split off. 148 INT. Mississippi. They all turn to the silent drummer. A very very uneasy silence fills the plane. arriving at a fork in the airport terminals. sensing something missing. TUPELO AIRPORT CORRIDOR -. unhappily moving forward. William. There are much bigger thoughts in play.) Then. the alternative seems far more attractive. The kid peels off and throws up in a dumpster. We hear Rod Stewart's "Jo's Lament" as music plays over their still-shocked faces. He watches their backs. Still shell-shocked.DAY 148 Music continues. This is where he must part company. We continue with the band.ED I'm gay. Suddenly. JEFF Well. Russell attacks him. William waves. I think we can build on this new honesty. The band continues moving forward. The plane pops out from below the clouds. William hustles back to catch up. as the band continues. Everything is different now. ending with Russell. Out bursts the Co-Pilot. William stops. No one wants to speak. Boom. WE'RE ALIVE!! WE'RE ALIVE!! WE'RE GONNA MAKE IT!! Shot of all the occupants. they summon a preoccupied but heartfelt goodbye. (It's his first spoken dialogue of the movie. ignoring the kid. Sunshine spikes through the embattled windows of the plane. and they're pulled apart. No one can look at each other. He stands at the mouth of the next terminal.

DAY 151 William walks down the center aisle. William Miller. 150 INT. a paragon of new cool. ROLLING STONE MAGAZINE -. Editors and writers look at him. like a human finish line. 149 INT.DAY 150 William arrives at the front desk. WILLIAM Yep. with heavy duffel case and his orange bag.DAY 149 The kid checks the address as he arrives at the MJB Building. . gets the once-over from a friendly RECEPTIONIST. stand Ben Fong-Torres. I'm one of your writers. 151 INT. and its next-door neighbor.SAN FRANCISCO -. He still wears the same clothes from last night in New York. WILLIAM I'm not a messenger. RECEPTIONIST Leave your package at the desk. standing at the front of their cubicles to see this exhausted 15 year-old writer. BEN You're William Miller? The secret emerges not with a bang but with a slight and tired nod of the head. the San Francisco headquarters of Rolling Stone Magazine. ROLLING STONE OFFICES -. ON AIRPLANE DEPARTURE SCHEDULE William's finger finds San Francisco.continues. CAB -. He is zombie-tired. At the end of the aisle.

Failure. Conversation continues at a fast pace: JANN We can push up Chet's Who cover - . Editors are feverishly discussing the next issue.BEN (putting it all together) Oh baby. 152 INT.a stack of fuzzy-looking sheets on the table. Jann Werner turns to the kid. It's sinking in. BEN You obviously saw more than you wrote about.DAY 152 William sits. JANN WENNER'S OFFICE -. the editorpublisher. JANN We can't run this piece. Everyone is focused and quick. The big concerns of a national magazine are in the air. Ben leads him into the office of Jann Wenner. After eight days on the road with these guys. The kid's eyes travel to his story -. The conversation is machinegun like. DAVID FELTON Didn't anything happen? JANN And where are you in this piece? What did you want to write? Because this reads like what they wanted you to write. BEN What happened to your highly-touted think piece on limitations of a middlelevel Band in the face of success? William sits speechless.

JANN (to William) Get some sleep. You told me to send what I had. We'll do another story sometime.. Plus. It happens. DAVID FELTON (cont'd) ." I mean. I know it's a side issue. A relationship forms. lively... mass-murderer. they all refer to woman as "chicks. The other are staring at him.. FACT CHECKER His research is all on little bits of paper.FACT CHECKER Good 'cause it's going to take me three days to get through this research. Felton catches himself swooning. on little slips... charismatic. He snaps out of it. We'll get you a kill fee. It's not finished. He was a very charming. DAVID FELTON (sympathetic. Did I say that? WILLIAM Ben." you fell for 'em. loquacious) It's a "puff piece. as a woman I have a problem with that. Give me tonight to work on it. (wistful. FACT CHECKER Chet's piece is all fact-checked and ready. You want them to like you. . WILLIAM Please let me finish it... chewing cigarette holder) Happened with me and Charlie Manson. It's all handwritten.

BIG OFFICE -. .NIGHT William in the empty Rolling Stone office. INTERCUT: INT. then at Jann. gratefully. He shakes Jann's hand.FACT CHECKER That's being charitable. He looks at the phone. It took it in grade school. LESTER BANGS Aw. Ben looks at the kid. It's where Hunter used to write. They want you to get drunk on feeling like you belong. William rises.NIGHT Crazy jazz is playing. friendship is the booze they feed you. nods. there is only the hum of a large electric typewriter. INT. JANN Let him use the big office. You made friends with them! See.NIGHT 153 William sits in the "big" office. WILLIAM Yes. His research. a sip of coffee. man. transcripts and some band photos sit nearby. ROLLING STONE -. FACT CHECKER (pointed re: his age) You can type. He takes a bite of a candy bar. Jann scans the kid's face for a beat. After all the sound and fury. LESTER BANGS' BEDROOM -. Lester Bangs on the phone. It's a small white tank. 153 INT.

it was fun. I met you. and let's face it. most of the great art in the world is about that very problem. LESTER BANGS Yeah. you got a big head start. I knew I wasn't. Good-looking people have no spine! Their art never lasts! They get the girls. And hey..WILLIAM (ruefully) Well. . great art is about conflict and pain and guilt and longing and love disguised as sex. but we're smarter." WILLIAM I know. and sex disguised as love. You are not "cool. WILLIAM I'm glad you were home.. LESTER BANGS I'm always home! I'm uncool! WILLIAM Me too! LESTER BANGS (leveling) The only true currency in this bankrupt world if what we share with someone else when we're uncool. Even when I though I was. WILLIAM I can really see that now. LESTER BANGS That's because we are uncool! And while women will always be a problem for guys like us. LESTER BANGS They make you feel cool.

Mississippi. The empty page. mouth agape. LESTER BANGS Be honest and unmerciful. with America's hottest band. BEN (reads aloud) "I am flying high over Tupelo. and we are all about to die. I know you think those guys are your friends. and it gets better. Call me later is you want. 154 INT." FELTON Mmmmm. ROLLING STONE OUTER OFFICE -. You want to be a true friend to them? William takes a deep breath.MORNING 154 Ben Fong-Torres and David Felton look at William's new manuscript with great interest. Looks at the research cassettes and notebooks.WILLIAM (distraught) I feel better LESTER My advice to you. I'm always up. (impressed) Did this all really happen? William sleeps restlessly nearby. Lively. FELTON Read me the opening line. . BEN Yeah. sitting upright in a plastic chair. (beat) You're doing great. (as if sampling wine) Dark.

FACT CHECKER (jealously reaches for manuscript) Give it to me. The palpable tone in the air is -. jealous and fighting and breaking up . some average band. I'll call and check the quotes.DAY 155 The band rides in a new tour bus. JEFF Look. NEW TOUR BUS -.. All.. RUSSELL (ruefully. remembering) I told him to write what he wanted. RUSSELL So what? JEFF So what? (beat) We come off like amateurs. Let's just piece together our information. He's using it all. JEFF He was supposed to be our friend. . trying to come to grips. TONY What did he write about? What's he using? JEFF It..we're buffoons! RUSSELL Maybe we just don't see ourselves the way we really are. because the fact-checker asked us all about different parts of the story..PANIC. 155 INT...

and now it's serious. RUSSELL (immediately remembering) Oh my God. JEFF They used him to fuck us.All eyes look to Russell. Ed silently nods thanks. . RUSSELL (still back at "Golden God") I didn't say "Golden God. DENNIS HOPE (nervously) How about the plane flight? DICK It's all in there. You had the right idea all along. RUSSELL I liked him as a person. RUSSELL You. TONY (to Russell) By the way." Or did I? DICK We never took him seriously. But don't worry. JEFF He was never a "person!" He was a journalist! Russell nods. drumming soundlessly on a rubber pad. he has you on acid. screaming "I Am A Golden God" from a fan's rooftop. He looks at Silent Ed.

Everyone looks at William. JEFF (brightening) Is that true? DENNIS HOPE It's war. No names are mentioned in the more embarrassing sequences. Dennis hands Russell the phone. he would have never been on the around. FACT CHECKER The band just denied 90% of the story.DAY 156 William is still being congratulated by his new peers. She works her way through the cluster of editors. they haven't talked to Russell he can always deny the key stuff to the fact checker. DENNIS HOPE (cont'd) He'll live. If you'd met me earlier. . who is speechless and confused. Their congratulations stop on a dime. as Allison the Fact Checker comes out of her office. Then they can't print it. it's just completely obvious who's who! We're fucked! Silence. waving the manuscript. 156 INT. It's a fabrication. my friend. The fact checker can't resist twisting the knife a little. DENNIS HOPE Well. RUSSELL I forgot he was there. ROLLING STONE OFFICES -.it's all unspecific who say what. We see him woozy but beaming.

And worse. WILLIAM Did you talk to Russell? FACT CHECKER Russell Hammond is the one who denied it. I'm 35 years old with Jim Morrison's beer as a shrine. he's learned to live with it) . BEN (darkly) Crazy. as only David Felton stay behind.FACT CHECKER (cont'd) You weren't honest. you wasted our time. I wanted to be Earnest Hemingway.. what did you expect? William sits there.! The kid has been sandbagged. as the cluster moves down the hall. FELTON Well. The beer is still on my mantle. I have Jim Morrison's beer. He looks at the kid. SOMEONE'S VOICE He's just some fan.. brandishing his cigarette-holder. FACT CHECKER (one last shot. decides to offer a personal parable. Instead. He sits down next to the kid. (shrugs. The machine of a big-time magazine whirs into action on another story. FELTON (cont'd) Jim Morrison once came to my house and drank a beer. to William) We're going with the Who . I believe you.

you can do what the big boys do. and several seats away from other crew members. Out old friend Sapphire takes the seat next to him. The new breed of groupies eye her. That puts you in a higher class of asshole. 157 INT. SAPPHIRE Well. He drinks a glass of milk. as they cruise Russell on the periphery. RUSSELL What did I do? SAPPHIRE Well . Preoccupied. Strong. They're bolder... good for you. FELTON (cont'd) Say something. too tired and still in shock. . FELTON Powerful word. good for you.NIGHT 157 Russell Hammond sits down on a plastic chair with a paper-plate filled with buffet-style food . at least you feel. He exits. so I know you're alive. She eyes them back with seniority.steak and baked potato.If you didn't make your story up. (he looks at her) Nothing. The kid looks at him. WILLIAM Goodbye. flashier. They eat in silence. Sapphire looks around. Final. holding a skimpy paper plate of vegetables. RUSSELL I feel bad. BACKSTAGE CREW MEAL . If you did make it up.

SAPPHIRE (cont'd) They don't even know what it id to be a fan! To blindly love some silly piece of music. She could have died. I guess I was wrong. she commands Russell's respect. I'm going to call her. SAPPHIRE You believe these new girls? None of 'em take birth control. RUSSELL Well. or some band so much that it hurts. it wasn't pretty. I always warned her about letting too many guys fall in love with her. Shoo -(in their direction) Go rob a bank! It's more honest! RUSSELL Is Penny okay? SAPPHIRE The Quaalude Incident... He's unaware. please. (he doesn't respond) . An ever-sharp mind in last night's clothes. (shrugs) On of 'em saved her life.. Russell nods. and they eat all the steak. SAPPHIRE Let her retire. (he doesn't respond) You want to lock her up in a house in Michigan? Please. it's finally over with Leslie.RUSSELL Yeah. Yeah. The girls still circle Russell nearby. they're all just after the money.. She looks sadly at her plate of vegetables.

. pretty average people.. massaging a little.. nodding a little. it was starting to get really good.. DICK Have a good vacation. Russell stares into his crew meal.. Russell smiles to himself. placing hands on Russell's shoulders. because something tells me twenty years from now.NIGHT 158 . and moves on. I hope the band stays together.. Before it all went down the shitter. (looks around backstage) . 158 INT. RUSSELL What gives you the right to get this personal with me. Dick claps Russell on the back. Something about that girl brought out the best in a lot of. 'cause it appears to spoil everything.. She deserves it. and not much else. SAN FRANCISCO AIRPORT -..... SAPPHIRE Let's not reminisce. She deserves it. SAPPHIRE Don't be so easy on yourself. knows it's true.. I do make people happy. SAPPHIRE (cont'd) (forward thinking) . They just shouldn't get to know me. Dick passes. RUSSELL I'm not going to blame myself. He turns to Sapphire. we'll remember her.Write her a song someday.

but that's great. finally.. her. You're living your life! You're finally free of. A cluster of Flight Attendants pass. and collapses in a seat. a stylish young woman wearing a tall bubble-shaped PSA hat with swirling colors. I'll take off work. Anywhere you want to go.William moves like a zombie through the airport. Let's have an adventure together. He sits still in the crowded flow of human traffic. ANITA William? He looks at her. I think I'm needed. and she looks like a Martian. I'll deadhead back later. like a dog who's been hit by a car. ANITA You guys. You and me. One stops. Anywhere in the world. WILLIAM Yeah. ANITA Hey. FEMALE ATTENDANT You have a good day! Anita looks in her brother's face. MALE FLIGHT ATTENDANT Nice to finally meet you. . ANITA You look awful. ANITA (cont'd) You guys this is my brother! MALE FLIGHT ATTENDANT (ad if meeting a celebrity) "The Narc?!" William looks woefully at them. He feels like he's on Mars..

She looks at her trashed son who has finally come home. The kid passes to his Mother's left.DAY 159 William whistles the family whistle. unseen by them. and sees her own tears on Anita's face. ANITA This is not my idea of a good time. WILLIAM Just get me to my bed. neither wanting to commit. poised to enter his room. WILLIAM'S HOME -. It's a clumsy neck-hug. William whistles again. Sister and brother trudge up the steps. she hugs Anita first. ANITA (so worried) What are we going to do about him? ELAINE I don't know.CONTINUOUS 160 The kid stands in the hallway listening. Anita takes this as an aggressive act of love. ELAINE'S HOUSE -. ANITA The magazine killed his story. Mom pulls away. Tears stream down Mom's face. intentionally nudging her into his sister. 160 INT. shaking his head. Whatever happened to him. she grabs a tissue for them both. with suitcase. and it's not lost on Anita. I just wish it could have happened to me. Mom meets them at the door. Their cheeks touch. Thinking that she's also crying. . and hugs her mother back. For the first time.159 EXT. ANITA (resigned) I'll deal with her.

boast a pantheon of rock heroes. William watches them bonding over the oddest thing . And we all made friends with him .. A hand places a hotel sign on the door DO NOT DISTURB. But you sent us a kid and. EDITORIAL OFFICE . ROLLING STONE OFFICES -. and he knows it. observing the fine portraits on the walls. and he was a fan.. I don't care if you put us on the cover..absolutely." She puts the caller on hold. "Straight Arrow Publishers. He's behind enemy lines.. to get a good story. SECRETARY You're here regarding? RUSSELL My life.DAY 161 The elevator doors ding open. Anita gulping back real tears..DAY 162 Russell stands with the editors. The Secretary has just finished answering the phone. RUSSELL I don't care what happens. and shuts the door. We thought he's. and out walks Russell Hammond.his failure. just as he left them. we're not mythic. 161 INT. His walls. RUSSELL Hi. 162 INT. William goes into the bedroom. But then we actually liked him.Now they really hug. I'm Russel Hammond.. Slight push in. . show us our lives in some mythic way and I guess. Everything in the room fascinates him. almost instantly asleep.. We panicked. the final three feet to sleep. ON BED He collapses with all his clothes on. with a very lonely Abraham Lincoln (or Atticus Finch) in the center..

he smuggled about a half-pound of pot into Boston.. on a voyage of self-reinvention. (counting off fingers) He lives with us. RUSSELL (immediately) Thank God. RUSSELL Yeah. he lost his virginity. if the band survives him. well.. RUSSELL I'm not punching anybody. appreciated our best. David Felton looks at another editor. he saved two lives. RUSSELL (cont'd) -. He almost died with us over Tupelo. This is about William Miller. it'll be a miracle.. and we never even told him Nearby. as of 2 pm yesterday. here's the problem with the truth. But Russell looks around at the numerous portraits if dead legendary rock stars. we appreciate the visit..JANN You denied most of the story. fixing on the one photo closest to all of . he saw us at our worst. and that's a journalist to me.. raising an eyebrow. including mine. we told him everything. It's too true BEN Well.. We're going with a different cover. it was Buddy Miles and he punched me. but you know. he tried to keep up.. The last time an artist came here. JANN It's too late.we told him too much.. I am personally.

(beat. and O. Am I right? He looks at their faces. an odd thought) But God forbid. Raises his hand. BEN Next time we'll all be more professional. RUSSELL (cont'd) I'm learning the game. shrug) We fucked up. to Hendrix on the wall) You might have died at the right time. the day comes when selling yourself is as important as the music you make.. RUSSELL Maybe so. RUSSELL Do what you want.D. JANN Thank you for visiting. a very vulnerable-looking Janis Joplin. (rueful. RUSSELL (cont'd) You tell me it's too late. Good luck.them. But I could go back to my hotel room and. We made friends with him. RUSSELL (cont'd) Good evening! . A second thought. They cannot disagree.. but the story is true. LONG SHOT RUSSELL at the entrance. tonight and something tells me you'd find a way to put me on the cover of the next issue. my friend. (beat.

Sausage. They can't quite figure out who it is. It's a song from the heart. Who knows when we'll be together again. They look at her. And I found a song to play for you. orange juice. They continue eating breakfast. Oddly. A substantial breakfast has been placed on the table. Very naturally. His head filling again with the music of the world. 163 INT. Mom looks at her children. Mom sits and toys with her breakfast. He looks like a star. .DAY 162A Russell stands outside. Somehow they're back at this table. the world begins to speak to him again. he is noticed by young passersby. It's a beautiful and compelling "silence.. Unbeknownst to him as he walks along. and takes a breath of life.DAY 163 A quiet kitchen. ELAINE I went through your records. and now Anita sets down a plate of pancakes." He thrusts his hands deep in his pockets. but it's someone.. in front of her mother. following him. a small crowd begins to form. a traveling man with no where to go. William watches his mother facing an old enemy . They can't help it. and takes a breath. and they begin to follow him down the street.. The two children eye each other .. he begins to walk down the street. with syrup and butter. regards her family. SAN FRANCISCO .white sugar. ANITA They're called pancakes. little noises everywhere. It's a song she clearly wants them to hear. amazed. BREAKFAST TABLE .. Anita has been cooking. She goes to the stereo and puts on a record. turning into a music of its own. deep in thought.. Splurge. Self-consciously avoiding their gaze.162A EXT. and quite randomly. It's what most people call breakfast.what's coming next? (Song to be chosen) The two kids eye each other again. Elaine looks up. and in a way that surprises him.

featuring a few self-portraits.164 ON SIDEWALK 164 Bam. FADE OUT Music segues to Led Zeppelin's "Four Sticks. as the magazines puff up into view. It's the new issue. The title: Stillwater Runs Deep." Penny Lane's sleeping Polaroid shots of our characters. Just another stack of magazines waiting to be places in the racks. THE END . A bundle of bound Rolling Stone Magazines lands on the newsstand pavement with a thud. Someone reaches in to cut the cord. with Russell Hammond on the cover.