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The Usual Suspects (1995) script

by Christopher McQuarrie

 
1 BLACK

The lonely sound of a buoy bell in the distance. Water
slapping against a smooth, flat surface in rhythm. The
creaking of wood.

Off in the very far distance, one can make out the sound of
sirens.

SUDDENLY, a single match ignites and invades the darkness. It
quivers for a moment. A dimly lit hand brings the rest of the
pack to the match. A plume of yellow-white flame flares and
illuminates the battered face of DEAN KEATON, age forty. His
salty-gray hair is wet and matted. His face drips with water
or sweat. A large cut runs the length of his face from the
corner of his eye to his chin. It bleeds freely. An un-lit
cigarette hangs in the corner of his mouth.

In the half-light we can make out that he is on the deck of a
large boat. A yacht, perhaps, or a small freighter. He sits
with his back against the front bulkhead of the wheel house.
His legs are twisted at odd, almost impossible angles. He
looks down.

A thin trail of liquid runs past his feet and off into the
darkness. Keaton lights the cigarette on the burning pack of
matches before throwing them into the liquid.

The liquid IGNITES with a poof.

The flame runs up the stream, gaining in speed and intensity.
It begins to ripple and rumble as it runs down the deck
towards the stern.

2     EXT. BOAT - NIGHT - STERN				 2'

A stack of oil drums rests on the stern. They are stacked on
a palette with ropes at each corner that attach it to a huge
crane on the dock. One of the barrels has been punctured at
it's base. Gasoline trickles freely from the hole.

The flame is racing now towards the barrels. Keaton smiles
weakly to himself.

The flame is within a few yards of the barrels when another
stream of liquid splashes onto the gas. The flame fizzles out
pitifully with a hiss.

Two feet straddle the flame. A stream of urine flows onto the
deck from between them.

						2.

The sound of a fly zipping. Follow the feet as they move over
to where Keaton rests at the wheel house.

CRANE UP to the waist of the unknown man. He pulls a pack of
cigarettes out of one pocket and a strange antique lighter
from the other. It is gold, with a clasp that folds down over
the flint. The man flicks up the clasp with his thumb and
strikes it with his index finger. It is a fluid motion,

somewhat showy.
Keaton looks up at the man. A look of realization crosses his
face. It is followed by frustration, anger, and finally
resignation.

		VOICE (O.S.)
	How are you, Keaton?

		KEATON
	I'd have to say my spine was broken,
	Keyser.

He spits the name out like it was poison.

The man puts the lighter back in his pocket and reaches under
his jacket. He produces a stainless .38 revolver.

		VOICE (O.S.)
	Ready?

		KEATON
	What time is it?

The hand with the gun turns over, turning the gold watch on
its wrist upward.
The sound of sirens is closer now. Headed this way.

		VOICE (O.S.)
	Twelve thirty.

Keaton grimaces bitterly and nods. He turns his head away and
takes another drag.
The hand with the gun waits long enough for Keaton to enjoy
his last drag before pulling the trigger.

GUNSHOT

The sound of Keaton's body slumping onto the deck.

						3.

MOVE OUT ACROSS THE DECK. Below is the stream of gasoline
still flowing freely.

The sound of the gasoline igniting. The flame runs in front
of us towards the barrels, finally leaping up in a circle
around the drums, burning the wood of the pallet and licking
the spouting stream as it pours from the hole.

MOVE OUT ACROSS THE DOCK, away from the boat.

The pier to which the boat is moored is littered with DEAD
BODIES. Twenty or more men have been shot to pieces and lie
scattered everywhere in what can only be the aftermath of a
fierce fire-fight.

A BARGE COMES INTO VIEW.

On the deck of the barge is a tangle of cables and girders.
The mesh of steel and rubber leaves a dark and open cocoon
beneath its base.

MOVE INTO THE DARKNESS.

Sirens are close now. Almost here. The sound of fire raging
out of control.

SIRENS BLARING. TIRES SQUEALING. CAR DOORS OPENING. FEET
POUNDING THE PAVEMENT.

MOVE FURTHER, SLOWER, INTO THE DARKNESS

Voices yelling. New light flickering in the surrounding
darkness.

SUDDENLY, AN EXPLOSION.

Then silence. TOTAL BLACKNESS.

We hear the voice of ROGER "VERBAL" KINT, whom we will soon
meet.

		VERBAL (V.O.)
	New York. - six weeks ago. A truck loaded
	with stripped gun parts got jacked
	outside of Queens. The driver didn't see
	anybody, but somebody fucked up. He heard
	a voice. Sometimes, that's all you need.


3     INT. DARK APARTMENT - DAY - NEW YORK - SIX WEEKS PRIOR TO
 PRESENT DAY

 The black explodes with the opening of a door into a dark
 room. Outside, the hall is filled with blinding white light.
 Shadows in the shapes of men flood into the room. We can make
 out men in hoods with flashlights. They are laden with
 weapons.

			VOICES
		POLICE. SEARCH WARRANT. DON'T MOVE.

 It is a blur of violent action and sound.'Beams of
 flashlights cut the darkness in all directions.

 FINALLY:

 A dozen flashlights land on one man. He lies naked in bed,
 Merging from a deep sleep. He squints at the flood of
 blinding white light, more annoyed than frightened. He nearly
 laughs at the sound of countless guns cocking. He is
 McMANUS. Age twenty-eight.

			VOICE (O.S.)
		Mr. McManus?

			   McMANUS
		Yeah.

			VOICE (O.S.)
		Police. We have a warrant for
		your arrest.

			McMANUS
		Will they be serving coffee downtown?

 Two dozen black gloved hands grab him and yank him out of
 bed.

4     INT. AUTO BODY SHOP - DAY				4
 An old paint mixer vibrates furiously.
 TODD HOCKNEY, a dark, portly man in his thirties is working
 on an old Fire-bird.
 A YOUNG HISPANIC KID mixes paint a few feet away.
 SUDDENLY, the garage door opens TO REVEAL:
							4A .
   A row of five men silhouetted by the bright sun.
   Hockney squints.


							5.

			   HOCKNEY
		Can I help you?

 Hockney's voice is gruff.

			 MAN
		Todd Hockney'

 Hockney reaches for something just inside the door of the
 Fire-bird.

			   HOCKNEY
		Who are you?

 All six men INSTANTLY PRODUCE GUNS and aim them at Hockney.

			 MAN
		Police.

 Hockney withdraws a filthy towel and wipes grease and sweat
 from his forehead.

			   HOCKNEY
		We don't do gun repair.

S     EXT. STREET - NEW YORK - DAY

 FRED FENSTER, a tall, thin man in his thirties strolls
 casually down the street. He is dressed conspicuously in a
 loud suit and tie with shoes that have no hope of matching.
 He smokes a cigarette and chews gum at the same time.

 He happens to glance over his shoulder and notice a brown
 Ford sedan with four men in it cruising along the curb. He
 picks up his step a little. The Ford keeps up.

 He looks ahead at the corner. He tries to look as comfortable
 as he can, checking his watch as though remembering an
 appointment he is late for. The Ford stays right on him.

 SUDDENLY, he bolts. He gets no more than a few yards before
 cars pour out of every conceivable nook and cranny. Brakes
 are squealing, radios squawking, guns cocking. Fenster is
 surrounded instantly. He stops short and flaps his hands on
 his thighs in defeat.

6     INT. MONDINO'S RESTAURANT - DAY

 An attractive man and woman walk quickly through the front of
 a small New York cafe. They are charged with nervous, excited
 energy.

						5A.

The man is DEAN KEATON, a well dressed, sturdy looking man in
his forties with slightly graying hair. He looks much better
than he did in the opening scene. The woman with him is EDIE
FINNERAN, age thirty-three, poised and attractive - Easily
the calmer of the two.

						6.

They come to a staircase at the back of the restaurant
leading down to a dark room. Edie takes Keaton's arm and
stops him.

			   EDIE
	     Let me look at you.

Keaton is uncomfortable in his suit, or perhaps the
situation. Still, he smiles with genuine warmth.

Edie straightens his tie and picks microscopic imperfections
from his lapel.

		 EDIE (CONT'D)
	     Now remember, this is another kind of
	     business. They don't earn your respect.
	     You owe it to them. Don't stare them down
	     but don't look away either. Confidence.
	     They are fools not to trust you. That's
	     the attitude.

			  KEATON
	     I'm having a stroke.

			EDIE
	     You've come far. You're a good man. I
	     love you.

Keaton blinks then stammers, looking for a response.
PAUSE
		 EDIE (CONT'D)
	     Live with it.

She kisses him and runs down the steps with Keaton close
behind. Keaton playfully grabs her ass and she nearly
stumbles down the stairs.

7     INT. RESTAURANT - DOWNSTAIRS

They come to the bottom of the steps giggling and jabbing
each other. Once off the stairs they instantly transform as
though hit with cold air. They assume a cool, professional
exterior and walk two feet apart. One would look at them and
see only two business associates here to ply their trade.

They walk across the dimly lit dining room to a table in the
far corner where two men are already waiting. The first is
MR. FORTIER, age thirty-five, the other is MR. RENAULT, age

sixty. Both men are impeccably dressed with a distinguished
air. They stand and smile.

						7.


			   FORTIER
		Edie, nice to see you.

			EDIE
		Sorry we're late.

			   FORTIER
		Nonsense. Sit, please.

			   RENAULT
		(struggling with English)
		You must be Mr. Keaton.

			EDIE
		I'm sorry. Dean Keaton

Renault's hand is already out.

			   RENAULT
		Monsieur Renault. A pleasure.

			   KEATON
		How do you do?

They shake hands. Keaton takes Fortier's hand next.

			   FORTIER
		Monsieur Fortier. So nice to finally meet
		you.

Everyone sits at the table. All faces are smiling.
LOW ANGLE: UNDER TABLE
Edie's hand reaches out and finds Keaton's leg. Her hand runs
high up his inner thigh and squeezes firmly.

Her face is absolutely calm, giving no hint of what her hand
is doing. Keaton smiles and clears his throat.

8     INT. MONDINO'S RESTAURANT				8'
Follow a waiter past the flight of steps.
PAN DOWN TO REVEAL:

Five sets of feet arriving at the bottom.

The feet in the middle wear shoes notably nicer than the
rest.

						7A.
PAN UP TO REVEAL:
SPECIAL AGENT DAVID KUJAN (Pronounced Koo-yahn), U.S.
CUSTOMS. Thirtyish, dark-haired and determined.

9 SCENE DELETED

10 INT. RESTAURANT - DOWNSTAIRS				10
			  FORTIER
	     Edie brought us your proposal and I'll be


	     honest. We're very impressed. A bit
	     skeptical, I must admit, but impressed.


			  KEATON
	     Skeptical.
			  RENAULT
	     We find the concept brilliant, but New
	     York is difficult for new restaurants.
	     How can we be certain that our money will
	     be returned in the long run?
Keaton looks at Edie and smiles confidently.
			  KEATON
	     It's simple gentlemen, design

	     versatility. A restaurant that can change
	     with taste without losing the overall

	     aesthetic. Our atmosphere won't be
	     painted on the walls.

			  FORTIER
	     This was the part of the proposal that
	     intrigued us, but I'm not sure I follow.


			  KEATON
	     Let's say for example -

		 VOICE (O.S.)
	     This I had to see myself.

Keaton looks up. He sees David Kujan. Behind him are the very
serious looking guys in suits.

Keaton is not happy to see them.

			  KEATON
	     Dave. I'm in a meeting.

			   KUJAN
	     Time for another one.

			KEATON
		This is my attorney, Edie Finneran.
			 (Gesturing)


						9.
			 KEATON (cont'd)
	This is Mr. Renault and Mr. Fortier.
	Everyone, this is David Kujan.

		KUJAN
	Special Agent Kujan. U.S. Customs.
		(Gestures to men behind him)
	These gentlemen are with the New York
	police department. You look great,
	Keaton. Better than I would have thought.

		   RENAULT
	Is there a problem, Mr. Keaton?

		KUJAN
	The small matter of a stolen truck-load
	of guns that wound up on a boat to
	Ireland last night.

Renault and Fortier's confusion is giving way to suspicion.

		   FORTIER
	Mr. Keaton?

		KEATON
	If you will excuse us for a moment,
	gentlemen.

		KUJAN
	We need to ask you some questions
	downtown. You'll be quite awhile.

Renault starts to get up.

		   RENAULT
	We should leave you to discuss whatever
	this is.

		   KEATON
	Please. Sit.

Keaton stands up and throws a wad of money on the table to
cover the check. He looks at Edie. She moves to stand, but he
sits her back down with a hand on her shoulder.

		   KEATON
	Enjoy the meal.
		  (To Edie)
	I'LL call you.

Kujan takes him by the arm, but Keaton yanks away.


						10.

 He looks out over the dozens of other faces in the
 restaurant. Everyone is looking at him with some level of
 surprise. If Keaton is humiliated by the whole affair, he
 hides it well.

11    INT. LOCK-UP HALLWAY - NIGHT				11'

 A police officer steps into the frame and opens the steel
 door.

 FOLLOW A PAIR OF FEET as they shuffle across the cement
 floor. The shoes are shabby and worn, as are the wrinkled
 pants that hang too low and loose at the cuffs. The right
 foot is turned slightly inward and falls with a hard limp. It
 is clear that the knee does not extend fully.

 The sound of a steel door opening. The bottom corner of a
 steel cage comes into view. Another set of feet falls into
 step with the first. Another steel door and another set of
 feet. Another door, another and another. Five pairs of feet
 walk single file down the hall.

 The lame feet are in the front of the line. They come to
 another steel door, this one solid and covered with dents and
 rivets.

 CRANE UP TO REVEAL:

 ROGER KINT, VERBAL to his few friends. He has a deeply lined
 face, making his thirty-odd years a good guess at best. From
 his twisted left hand, we can see that he suffers from a
 slight but not debilitating palsy. Behind him are Dean
 Keaton, Fred Fenster, McManus and Todd Hockney.		

 Verbal steps through the door, followed by the rest.

		 VERBAL (V.O.)
	     It didn't make sense that I be there. I
	     mean these guys were hard-core hijackers,
	     but there I was. At that point, I wasn't
	     scared, f knew I hadn't done anything
	     they could do me for. Besides, it was
	     fun. I got to make like I was notorious.

12    INT. LINE-UP ROOM					 12

 The five men are ushered into the room in front of a white
 wall painted with horizontal blue stripes. Each has a number
 at either end to denote the height of the man in front of it.
 Between these lines are thinner blue lines to tell the
 specific height in inches.

						11.

Bright lights shine on all of them. They squint, eyes
adjusting.

Keaton leans forward a bit and looks at the men in line with
him. He shares a look of familiarity with Fenster and then
McManus. Hockney smiles at all of them.

		   McMANUS
		 (To Keaton)
	Where you been, man?

		VOICE (O.S.)
	SHUT UP IN THERE. Alright, you all know
	the drill. When your number is called,
	step forward and repeat the phrase you've
	been given. Understand?

The men all nod.

		VOICE (O.S.)
	Number one. Step forward.

Hockney takes a step forward. He looks directly into a mirror
on the other side of the room. It is three feet square and we
can make out faint light behind it. It is a two-way. He
speaks in a complete dead-pan.

		   HOCKNEY
	Hand-me-the-keys, you-fucking-cock-
	sucker.

		VOICE (O.S.)
	Number two. Step forward.

McManus steps up and makes a gun with his thumb and
forefinger. He mocks criminal intensity, pointing at the
mirror. He camps up his line.

		   McMANUS
	Give me the keys, you motherfucking,
	cocksucking pile of shit, or I'll rip off
	your

		VOICE (O.S.)
	KNOCK IT OFF. Get back in line.

McManus steps back.

The rest of the men do their bit as Verbal speaks.



						12.

		 VERBAL (V.O.)
	     It was bullshit. The whole rap was a
	     setup. Everything is the cops' fault. You
	     don't put guys like that in a room
	     together. Who knows what can happen?

13 INT. INTERROGATION ROOM - NIGHT
						13

McManus sits in a chair in front of a white wall. He smiles
at someone off-screen.

OVERLAPPED:


			 MCMANUS
	     This has to be embarrassing for you


	     guys, huh? I mean you know and I know
	     this is a load of shit, but at least I
	     don't have a captain with his dick in
	     my ass making me play along. That has
	     got to suck,

		VOICE (O.S.)
	     Are you done?

			 McManus
	     Do you work for a broad? That would
	     have to be the worst.

		VOICE (0.8.)
	     Are you done?

			 McMANUS
	     Still, I guess dignity is a small
	     pries to pay for medical and a
	     pension. A small pension, mind you,
	     but a pension nonetheless.

		 VERBAL (V.O.)
	     They drilled us all night. Somebody was
	     pissed about that truck getting knocked
	     off and the cops had nothing. They were
	     hoping somebody would slip. Give them
	     something to go on. They knew we wouldn't
	     fight it because they knew how to lean on
	     us. They'd been doing it forever. Our
	     rights went right out the window. It was
	     a violation. I mean disgraceful.

			

					 12A.

		 VERBAL (V.O.)
	     They went after McManus first. He was a
	     good guy. Crazy though. A top notch entry
	     man .

		 VOICE (O.S.)
	     So where'd you dump the truck?

		 McMANUS
	     What truck?

		 VOICE (O.S.)
	     The truck with the guns, fucko.

					  McMANUS
	     You kill me, you really do. Where's my
	     phone call?

					  VOICE (O.S.)
	     Right here. Suck it out.

		  			   McMANUS
	     Clever guy.

					  VOICE (O.S.)
	     You want to know what your buddy Fenster
	     told us?


						13.


			  McMANUS
	     Do I look stupid enough to fall for that?
	     Jesus Christ. Beat me if you gotta, but
	     no more of the candy-land tactics, man.

		 VOICE (O.S.)
	     WHERE'S THE FUCKING TRUCK?

14 INT. INTERROGATION ROOM				 14
Now Fenster is in the seat. He sweats profusely.
			  FENSTER
	     I want to call my lawyer. I don;'t know
	     about any truck. I was in Connecticut all
	     night on Friday.

		 VOICE (O.S.)
	     That's not what McManus said.

OVERLAPPED:

			 FENSTER
	     Who?

		VOICE (0.8.)
	     McManus. Be told us another story
	     altogether.

			 FENSTER		
	     Was it the one about the hooker with
	     dysentery I swear , she never
	     mentioned money until I came.

		 VOICE (O.S.)
	     Be fold us about the truck.

			 FENSTER			
	     To be honest, it was more like a			 
	     mobile home. She made a lot of money,

		VOICE (O.S.)				  
	     Who took the guns off your hands?

			  FENSTER
	     Hey, are we talking about the same
	     thing?

		VOICE (O.S.)
	     I'm losing my patience.




						13A.

		VERBAL (V.O.)
	Fenster always worked with McManus. He
	was a real tight-ass, but when it came to
	the job, he was right on. Smart guy. A
	gopher. Got whatever you needed for next
	to nothing.
		   FENSTER
	You guys got nothing on me. Where's your
	probable cause?

		VOICE (O.S.)
	You're a known hijacker. You're sweating
	like a guilty motherfucker. That's my
	p.c. Save us the time. Tell us where the
	truck is.

Fenster knocks on the table.


		   FENSTER
	HELLO? Can you hear me in the back? P.C.

He looks under his chair.

			FENSTER (CONT'D)
	Where is it? I'm lookin'. It's not
	happening. What's going on with that? I
	want

	

						14.

15 INT. INTERROGATION ROOM
						15


Hockney's turn in the chair. He laughs it all off.

			   HOCKNEY
		- my lawyer. I'll have your badge,
		cocksucker.

OVERLAPPED:


		   HOCKNEY (CONT'D)
		I know you. You don't think I know
		you're on the take. This whole fucking
		precinct is dirty. You don't have a
		fucking leg to stand on.

		 VERBAL (V.O.)
		Hockney was just a bad bastard. Good with
		explosives. Mean as a snake when it
		mattered .

		 VOICE (O.S.)
		You think so, tough guy? I can put you in
		Queens the day of the hijacking.

			   HOCKNEY
		I live in Queens. What the fuck is this?
		You come into my store and lock me up in
		front of my customers. What the hell is
		wrong with this country? Are you guys
		gonna charge me or what?

		 VOICE (O.S.)
		You know what happens if you do another
		turn in the joint?

			   HOCKNEY
		I'll fuck your father in the shower.
		Charge me, dick-head.

16 INT. INTERROGATION ROOM					16
Now Keaton sits in the chair, cool and indifferent.
		 VERBAL (V.O.)
		Keaton was the real prize for them, for
		obvious reasons.

			VOICE (O.S.)
		I'll charge you when I'm ready.

			
					 14A.

			 KEATON
	     with what?

		  	    VOICE (O.S.)
	     You know damn well, dead-man.

			 KEATON
	     Hey, that was your mistake, not mine. Did
	     you ever think to ask me? I've been


						15.
		KEATON (cont'd)
	     walking around with the same face, same
	     name - I'm a businessman, fellas.

			VOICE (O.S.)
	     What's that? The restaurant business? Not
	     anymore From now on you're in the
	     getting-fucked-by-us business . I'm gonna
	     make you famous, cocksucker.

Keaton shows just a flicker of contempt. The threat has hit
home.

			   KEATON
	     Like I said. It was all your mistake.
	     Charge me with it and I'll beat it. Let's
	     get back to the truck.

A FIST flies into the frame and connects with Keaton's jaw.
His head snaps back, blood flowing freely from his mouth.

17   DELETED						17
18   INT. CELL BLOCK						18
Keaton is brought in to a holding where he joins Fenster,
Hockney, Verbal and McManus. He sits in a corner and keeps to
himself.

Fenster is in mid-tirade.

			   FENSTER
	     Somebody should do something. What is
	     this shit - getting hauled in every five
	     minutes? Okay, so I did a little time,
	     does that mean I get railed every time a
	     truck finds its way off the planet?

McManus is silently staring at Keaton, who sits on a bench,
looking away.

			   HOCKNEY
	     These guys got no probable cause.




						16.

		   FENSTER
	You're fuckin' A right, no P.C. Well
	screw P.C. No right. No goddamn right.
	You do some time, they never let you go.
	Treat me like a criminal, I'll end up a
	criminal.

		   HOCKNEY
	You are a criminal.

		   FENSTER
	Why you gotta go and do that? I'm trying
	to make a point.

		   KEATON
	Then make it. Christ, you're making me
	tired all over.

McManus looks at Keaton.


		   McMANUS
	I heard you were dead, Keaton.

		   KEATON
	You heard right.

		   HOCKNEY
	The word I got is you hung up your spurs,
	man. What's that all  about?

		   McMANUS
	What's this?

		   HOCKNEY
	Rumor has it, Keaton's gone straight -
	cleaning house. I hear he's tapping Edie
	Finneran.

		   McMANUS
	Who?

		   HOCKNEY
	She's a heavy-weight criminal lawyer from
	uptown. Big-time connected. She could
	erase Dillinger's record if she tried. I
	hear she's Keaton's meal ticket.
		 (To Keaton)
	Is it true?


		   McMANUS
   What about it, Keaton? You a lawyer's
   wife. What sort of "retainer" you giving
   her?


						17.
Keaton shoots McManus a fiery glare.
		   FENSTER
	I'd say you've gotten on his main and
	central nerve, McManus.

		   KEATON
	Do your friend a favor, Fenster, keep him
	quiet .

		   McMANUS
	You're clean, Keaton? Say it ain't so.
	Was it you that hit that truck?

		   FENSTER
	Forget him. It's not important. I was
	trying to make a point.

		   KEATON
		 (Ignoring McManus)
	This whole thing was a shakedown.

		   McMANUS
	What makes you say that?

		   KEATON
	How many times have you been in a line-
	up? It's always you and four dummies. The
	P.D. pays homeless guys ten bucks a head
	half the time. No way they'd line five
	felons in the same row. No way. And what
	the hell is a voice line-.up? A public
	defender could get you off of that.

		   FENSTER
	So why the hell was I hauled in and
	cavity searched tonight?

		   KEATON
	It was the Feds. A truck load of guns
	gets snagged, Customs comes down on
	N.Y.P.D. for some answers - they come up
	with us. They're grabbing at straws. It's
	politics - nothing you can do.

		   FENSTER
	I had a guy's fingers in my asshole
	tonight.

    HOCKNEY
   Is it Friday already?


						18.

		   FENSTER
	Fuck you. I'11 never shit right again. So
	who did it? Own up.

		   KEATON
	I don't want to know.

		   McMANUS
	Nobody asked you, workin'-man.

		   HOCKNEY
	Fuck who did it. What I want to know is,
	who's the gimp?

ALL EYES suddenly turn on Verbal. He has been quietly
listening the whole time without uttering a word.

		KEATON
	He's alright.

		   HOCKNEY
	How do I know that? How about it,
	pretzel-man? What's your story?

		   KEATON
	His name is Verbal Kint. I thought you
	guys knew him.

		   McMANUS
	Verbal?

		   VERBAL
	Roger really. People say I talk too much.

		   HOCKNEY
	Yeah, I was gonna tell you to shut up.

		   KEATON
	We've met once or twice. Last time was
	in...

		VERBAL
	County. I was in for fraud.

		   KEATON
	You were waiting for a line-up then, too.
	What happened with that?

		   VERBAL
   I walked. Ninety days, suspended.




						19.

		HOCKNEY
	 So you did it?


		VERBAL
	 To your mother's ass.

Verbal looks away from Hockney, awaiting a violent response.
Everyone slowly starts to laugh. Hockney looks as if he is
about to boil in his own skin.

		 KEATON
		 (To Hockney)
	 Let it go.

Verbal smiles at Keaton appreciatively.

McManus stands and walks to the toilet in the corner of
the cell. He starts taking a leak;

		 McMANUS
	 Look, we've all been put out by this, I
	 figure we owe it to ourselves to salvage
	 a little dignity. Now Fenster and I got
	 wind of a possible job -

		 KEATON
	 Why don't you just calm down'

		HOCKNEY
	 What do you care what he says?

		McMANUS
	Yeah, I'm just talking here, and Hockney
	seems to want to hear me out. I know
	Fenster is with me -
		  (To Verbal)
	How about you, guy?

McManus finishes pissing.


		   VERBAL
	I'm interested, sure.


		McMANUS
	There, so you see, I'm going to exercise
	my right to free assembly.

McManus taps the bars of his cell and the others LAUGH.

		 KEATON
	I'm not kidding. Shut your mouth.


				 19A.

		McMANUS
You're missing the point.



						20.

			   KEATON
		No, you're missing the point. Shut up. I
		don't want to hear anything you have to
		say. I don't want to know about your
		"job". Just don't let me hear you. I want
		nothing to do with any of you -
			   (Beat)
		I beg your pardon but all of you can go
		to hell.

			   McMANUS
		Dean Keaton, gone the high road. What is
		the world coming to?

McManus and Keaton stare at one another for a long and tense
moment. Finally McManus turns to the others.

		McMANUS (CONT'D)
		Forget him then.
			(Whispering)
		Now I can't talk about this here in any
		detail, but listen up...

Everyone but Keaton gravitates toward McManus's cell as he
begins to speak in low, hushed tones.

		 VERBAL (V.O.)
		And that was how it began. The five of us
		brought in on a trumped-up charge to be
		leaned on by half-wits. What the cops
		never figured out, and what I know now,
		was that these men would never break,
		never lie down, never bend over for
		anybody. .. Anybody.

19    EXT. PIER - DAY - SAN PEDRO - PRESENT DAY			19
It is morning in the aftermath of the opening scene.
Harsh sunlight shines on a line of body bags on the dock.

Police swarm everywhere, photographers are taking pictures of
the scene while a team of men in rolled up sleeves and
plastic gloves pick at the remains.

Two men on a fire boat operate a water cannon, dousing the
smoldering remains of a burned-out ships hull.

Watching this from the edge of the pier is a man in a dark
suit. He is SPECIAL AGENT JACK BAER of the F.B.I. He is tall
and fit, in his late thirties. He gazes out over the water
thoughtfully.

						21.
A UNIFORM COP trots up to him.
		 COP
	Who are you?


Baer holds up his badge without looking at the man.

		 BAER
	Agent Jack Baer, F.B.I. How many dead?

Before the cop can answer, Baer turns and walks along the
line of body bags.

		 COP
	Fifteen so far. We're still pulling some
	bodies out of the water.

Baer eyes the corpses on the dock, burned beyond recognition.

		 COP
	Looking for anyone in particular?

Baer looks at the cop for the first time, unamused.

		 BAER
	f don't want any of the bodies taken away
	until I've had a chance to go over this,
	understood?

		 COP
	I have to clear the scene. I've got word
	direct from the Chief

Baer lights a cigarette, only half listening.

		 BAER
		(Unimpressed)
	Yes, the chief. Spooky stuff. Any
	survivors?

		 COP
	Two. There's a guy in county hospital,
	but he's in a coma. The D.A. has the
	other guy - A cripple - from New York I
	think. Listen, the Chief said -

		 BAER
	Excuse me.

Baer walks away from the cop, ignoring him completely. He
wanders through the carnage on the pier.



						22.

20 MT. OCEAN
						20

A half mile out from the pier.

The sea is choppy, stirred by the wind. An object floats into
view a few feet away, bobbing in the water.

It is A DEAD BODY - a man, face down, wearing a CHECKERED
BATHROBE. He drifts quietly toward the open ocean.

21    INT. HEARING ROOM - DAY - LOS ANGELES PRESENT		  2:

Verbal Kint sits in a chair in front of a microphone attached
to a tape recorder, his brow beaded with sweat.

On the wall behind him is the seal of the STATE OF CALIFORNIA

He is cleaner, better kept, in a well-cut suit and neatly
trimmed hair. He looks older than he did in New York - worn
down.

A flurry of voices banter off screen. Verbal's eyes follow
the voices back and forth.

		VOICE #1 (O.S.)
	     My client offers his full cooperation in
	     these proceedings. In exchange, his
	     testimony is to be sealed and all matters
	     incriminating to himself are to be
	     rendered inadmissible.

		VOICE #2 (O.S.)
	     The district attorney's office will
	     comply provided -

			  VOICE #1
	     No provisions, nothing. My clients
	     testimony for his immunity.

			  VOICE #2
	     May-I be frank, Counselor? I suspect your
	     political power as much as I respect it.
	     I don't know why Mr. Kint has so many
	     faceless allies in City Hall, and I don't
	     care. The embarrassment he helped cause
	     the city of New York will not happen
	     here.

			 VOICE #1
	     Immunity.



						22A.

		  VOICE #2
	Counselor, I will prosecute your client.

		   VOICE #1
	Then prosecute. I will be very impressed
	to see if the District Attorney manages
	to bring in twenty-seven simultaneous
	counts of murder against one man with
	cerebral palsy. I would think a man with
	your job would agree with these alleged
	"faceless people in City Hall" you
	mention.

		   VOICE #2 1
	One would think the counsel is veiling a
	threat.

		  VOICE #1				 
	Counsel isn't veiling anything.

		   VOICE #2
	I'11 take my chances then. I'11 feel
	safer without a job if a man like Mr.
	Kint is behind bars.

		  VOICE #1
	Mr. Kint will plead guilty to weapons
	possession.

		   VOICE #2
	You're joking.

		   VOICE #1
	Weapons. Misdemeanor one.

		  VOICE #2
	Counselor, you're insulting me.

		   VOICE #1
	Counselor, you're bluffing. Shall I push
	for misdemeanor two?

Voices mumble off screen. Verbal fidgets in his chair.

		  VOICE #2				 
	Misdemeanor one. Fine. This is
	ludicrous.

A tiny smile and a genuine look of disbelief flash across
Verbal's face.

				   YELLOW 6/11/94


						22B.

		   VOICE #2 (CONT'D)
		   (Clearing throat)
	     As for the rest of the charges grand
	     larceny, arson... murder - the district
	     attorney will accept the subject's
	     testimony in connection with the above
	     mentioned events and in exchange will
	     offer complete immunity. The
	     transcript... The transcript of said
	     testimony will be sealed and all matters
	     incriminating to Mr. Kint will be
	     rendered inadmissible.

Verbal lets out a long-held sigh of relief.

22 INT. POLICE STATION - HALLWAY - DAY
						22

David Kujan is walking quickly beside SERGEANT RABIN, a dark
and weathered looking man in his late thirties. They move up
a staircase into the heart of police headquarters.

			   KUJAN
	     What do you mean I can't see him?

			   RAB IN
	     The D.A. came down here last night ready
	     to arraign before they even moved him to
	     county. Kint's lawyer comes in and five
	     minutes later, the D.A. comes out looking
	     like he'd been bitch-slapped by the
	     boogey man. They took his statement and
	     cut him a deal.

			   KUJAN
	     Did they charge him with anything?


			   RAB IN
	     Weapons. Misdemeanor two.

			   KUJAN
	     What'the fuck is that?

Rabin motions for Kujan to lower his voice. He points out
that they are walking through a bullpen filled with desks
where a number of other police are working within earshot.

			   RABIN
	     I give the D.A. credit for getting that
	     much to stick. This whole thing has
	     turned political. The Mayor was here -
	     the chief - the Governor called this
	     morning, for Christ's sake. This guy is



						220.
			 RABIN (cont'd)
	protected - From up on high by the prince
	of fucking darkness.


		KUJAN
	When does he post bail?

		RAB IN
	Two hours, tops.

		KUJAN
	I want to see him.

Rabin comes to an office door with his name on it. He opens
it and lets Kujan in before following.

						23-24.
23 INT. RABIN'S OFFICE					23
			   RABIN				 
	     Dave, please.

Rabin's office can only be described as a disaster area. The
desk is cluttered with weeks, perhaps months or even years of
paperwork that could never conceivably be sorted out.

Above his desk is a bulletin board. It is a breathtaking
catastrophe of papers, wanted posters, rap-sheets, memos and 
post-its. This is in the neighborhood of decades. Rabin is a
man with a system so cryptic, so far beyond the comprehension
of others, he himself is most likely baffled by it.

		RABIN (CONT'D)
	     Even if I was to let you talk to him, he
	     won't talk to you. He's paranoid about
	     being recorded and he knows the
	     interrogation rooms are wired

			KUJAN
	     This won't be an' interrogation, just a...
	     friendly chat to kill time.

			RAB IN
		 (enunciating)
	     He won't go into the interrogation room.

			   KUJAN
	     Someplace else, then.

			   RAB IN
	     Where?

Kujan looks around Rabin's messy office.

		RABIN (CONT'D)
	     No, no, no, no, no.

			KUJAN
	     If it was a dope deal, where's the dope,
	     if it was a hit, who called it in?

			RABIN
	     And I am sure you have a host of wild			 
	     theories to answer these questions.

			KUJAN
	     You know damn well what I think.

		

				 24A.

	 					  RABIN
	   That's crazy, Dave and it doesn't matter.
	   He has total immunity and his story
	   checks out. He doesn't know what you want
	   to know.

		   				KUJAN
	   I don't think he does. Not exactly, but
	   there's a lot more to his story. I want
	   to know why twenty-seven men died on that
	   pier for what looks to be ninety-one
	   million dollars worth of dope that wasn't
	   there. Above all, I want to be sure that
	   Dean Keaton is dead.

	     	  				RAB ZN
	   He's dead.

	     	  				KUJAN
	   Two hours. Just until he makes bail.

	    					RAB IN
	   They're all dead. No matter how tough you	
	   say this Keaton was, no one on that boat
	   could've made it out alive.



						25-29.

24   INT. HOSPITAL - DAY					   24
A door marked INTENSIVE CARE.
The door BURSTS OPEN. SUDDENLY, the hallway is a flurry of
activity.
DOCTOR LISA PLUMBER, age fifty, walks quickly beside JACK
BAER .
Baer walks with all of the determination of a battalion of
Chinese infantry.

DOCTOR RIDGLY WALTERS, a young intern in his late twenties
rushes up to them.

			  PLUMBER
	     Ridgly, this is Special Agent Jack Baer
	     from the F.B.I. Agent Baer, this is
	     Doctor Ridgly Waiters.

			  RIDGLY
	     Nice to meet you.

			   BAER
	     Is he talking?

			  RIDGLY
	     He regained consciousness less than an
	     hour ago. He spoke - not English - then
	     he lapsed.

			   BAER
	     Hungarian?
						30.

			   RIDGLY
		I don't

			BAER
		It was Hungarian. Most of them were
		Hungarians. Any fluent Hungarians on your
		staff?

			   RIDGLY
		We have a Turkish audiologist.

Ridgly opens a door and Baer barrels through.

25    INT. HOSPITAL ROOM					 25
(<< .. DENOTES LINES SPOKEN IN HUNGARIAN)			
Baer comes to an abrupt halt at the foot of a bed surrounded
by a massive tangle of medical equipment. In the center of it
all is the as yet unnamed ARKOSH KOVASH, mid-thirties. His
body is nearly mummified in bandages and plaster from waist
to chin.


BOLD IS OVERLAPPED:


			   KOVASH				s
		<<Are you the police? I need the
		police. He'll find out I'm here and
		he'll kill me. I need the police. I
		will tell them anything they want to
		know. Please, I am going to be
 			 killed.>>


			BAER
		will he die?

			   PLUMBER
		There's a chance.

Baer walks over to Rovash and kneels down on the bed beside
him.

He looks closely at his battered and scalded face. He listens
to him far a moment. Kovash goes on incessantly.

			   KOVASH
		<<Find someone who understands me,
		you idiot, I'm going to be killed,
		You'll all be killed if he has to do
		it. Help me, God. They're all stupid.
		Get someone who understands me or
		we're all going to die.>>


						30A.
Baer pulls a cellular phone out of his jacket and dials.
		BAER
	Call hospital security and put a man on
	the door until the police get here.

		   KOVASH
	<<Why are you just standing there,
	you idiot? I'm not speaking English
	am I? Wouldn't it make sense to find
	someone who could talk to me so you
	could find the person that set me on
	fire, perhaps? He is the Devil.
	You've never seen anyone like Keyser
	Soze in all your miserable life you
	idiot. Keyser Soze. Do you at least
	understand that? Keyser Soze. The
	Devil himself. Or are you American
	policemen io stupid that you haven't
	even heard of him. Keyser Soze, you
	ridiculous man. KEYSER SOZE . >>



						31.

Ridgly runs out of the room. Kovash babbles louder and
louder, trying to get Baer's attention. Baer sticks a finger
in one ear to block him out and hear the phone.

		   PLUMBER
	Is he dangerous?

		BAER
	Yes.

Someone picks up on the other end of the phone.

		BAER (CONT'D)
	Joel, it's Baer. I'm down at L.A. county.
	The guy they pulled out of the harbor is
	ARKOSH Kovash... Yes, I'm sure... No,
	he's all fucked up... What? I can't hear
	you.
		 (To Arkosh)
	Shut up, Hugo, I'm on the phone.
		(Into Phone)
	Yes... No... Not until I put someone on
	him. Listen, I need you to send me
	someone who can speak Hungarian. He's
	awake and talking like a Thai hooker...
	How should I know? Get me someone who can
	talk to him -

Baer is suddenly distracted by something Kovash has said. In
the middle of a long string of unintelligible dialect, he has
spouted two words that have gotten Baer's attention.

He turns and looks down at the tattered man in the bed.
Kovash realizes Baer is listening and says the two words
again.

		KOVASH
	Keyser - Soze.

		 BAER
	What?

He waves his hand, gesturing for Kovash to say it again.

		   KOVASH
	Keyser - Soze.

		 BAER
	No shit?
		 (Into Phone)
	Joel, call Dan Metzheiser over at Justice
	and find Dave Kujan from Customs.


						32.

2     INT. HALLWAY - POLICE STATION					 26

 Rabin walks out of a small room. Behind him, we catch a
 glimpse of a workroom with a bench covered with wires.

 Kujan comes out a moment later, gently fixing his tie.

 Rabin opens the door to his office and Kujan enters. Rabin
 follows, looking up and down the hall before closing the door
 behind them.

 As the door closes we can just make out the back of Verbal's
 head. He is seated in Rabin's office, smoking a cigarette.

27    INT. RABIN'S OFFICE					   27
 Kujan and Rabin sit down across from Verbal.



						34.

			KUJAN
			(Exasperated)
		Verbal, you know we're trying to help
		you.

			VERBAL
		Sure. And I appreciate that. And I want
		to help you, Agent Kujan. I like cops. I
		would have liked to have been a Fed
		myself but my C.P. was -

			KUJAN
		Verbal, I know you know something. I know
		you're not telling us everything.

			VERBAL
		I told the D.A. everything I know.

						28
28    INT. WORKSHOP

Rabin stands over LOUIS, a messy looking technician at his
workbench in a room full of electronic equipment. He adjusts
several dials on a receiver until the voices of Kujan and
Verbal come clearly through a tinny speaker on the wall.
Rabin reaches over for a nearby pot of coffee.

			KUJAN (VOICE)
		I know you liked Keaton I know you think
		he was a good man.

		 VERBAL (VOICE)
		I know he was good.

		 KUJAN (VOICE)
		He was a corrupt cop, Verbal.

29 INT. RABIN'S OFFICE					29


			   VERBAL
		Sure. Fifteen years ago, but he was a
		good thief Anyway, the cops wouldn't let
		him go legit.

			KUJAN
		Keaton was a piece of shit.


			   VERBAL
		You trying to get a rise out of me, Agent
		Kujan?


				 34A.

   				KUJAN
 	I just want to hear your story.



						35.

		VERBAL
t's right here.


He taps a finger on the stack of paper that Kujan brought in.
Kujan picks it up and thumbs through it.

		 KUJAN
	 According to your statement you are a
	 short-con operator. Run of the mill
	 seams. Everything you do, you learned
	 from somebody else.

		 VERBAL
	 That's been suppressed. Anything in there
s inadmissible.

		 KUJAN
	 Oh, I know. Sweet deal you have. Total
mmunity .

		 VERBAL
		  (laughing)
	 Well I do have the weapons charge. I'm
	 looking at six whole months hard time.

		 KUJAN
		  (smiling)
	 You know a dealer named Ruby Deemer,
	 Verbal?

		VERBAL
	 You know a religious guy named John Paul?

		 KUJAN
	 You know Ruby is in Attica?

			VERBAL
	He didn't have my lawyer.

		 KUJAN
	I know Ruby. He's very big on respect.
	Likes me very much.

Verbal sees this getting to something. His smiles fades.

			 KUJAN (CONT'D)
	Now I know your testimony was sealed.
	Ruby is well connected. He still has
	people running errands for him. What do
	you think he'd say if he found out you
	dropped his name to the D.A.?



						36.

		VERBAL
	There's nothing in there about Ruby.

		KUJAN
	I'11 be sure to mention that to him.

Verbal is not smiling anymore. He stares at Kujan with utter
contempt, knowing he is being shafted.

		KUJAN (CONT'D)
	The first thing I learned on the job,
	know what it was? How to spot a murderer.
	Let's say you arrest three guys for the
	same killing. Put them all in jail
	overnight. The next morning, whoever is
	sleeping is your man. If you're guilty,
	you know you're caught, you get some rest
	- let your guard down, you follow?

		   VERBAL
	No.

		KUJAN
	I'11 get right to the point. I'm smarter
	than you. I'11 find out what I want to
	know and I'11 get it from you whether you
	like it or not.

		   VERBAL
	I'm not a rat.

Kujan puts his hand on the transcript of Verbal's confession.
Rabin walks in with a cup of coffee. Verbal takes it with his
good hand and sips it with a relish.

		VERBAL (CONT'D)
	Ahhh. Back when I was picking beans in
	Guatemala we used to make fresh coffee.
	Right off the trees I mean. That was
	good. This is shit, but hey...

		RAB IN
	Can we get started again?

		KUJAN
	Now what happened after the line-up?

Verbal sneers at Kujan, unable to change the subject.




						37.

30    EXT. POLICE STATION - NIGHT - NEW YORK - SIX WEEKS PRIOR	   30

Keaton stops at the top of the front steps of the police
station and lights a cigarette. Edie comes out behind him,
fuming mad.

			EDIE
	     ...and the desk Sergeant is actually
	     trying to tell me he can't release you?
	     Can you believe that? You weren't even
	     charged. New York police - Jesus. I want
	     to take pictures of your face to bring to
	     the D.A. first thing in the morning.

			  KEATON
	     Just forget about it.

He looks across the street and sees Fenster and McManus
talking by a newsstand. McManus is thumbing through
magazines.

			EDIE
	     Absolutely not.

Keaton looks to his right and sees Hockney trying to hail a
cab.

		 EDIE (CONT'D)
	     I'11 have this thing in front of a grand
	     jury by Monday.

			   KEATON
	     Edie, please. I don't want to hear this
	     right now. What did Renault and Fortier
	     say?

			EDIE
	     They want more time to think about
	     investing.

			   KEATON
	     Goddamnit.

			EDIE
	     They just said they wanted time.

			KEATON
	     Time for what, Edie? Time to look into me
	     a little more, that's what. No matter how
	     well you cover my tracks now, they'll
	     find out who I am.



						38.

		 EDIE
	Give me some credit. I got you this far,
	let's go to the grand jury. This is never
	going to stop if we -

		KEATON
	No. It's never going to stop, period. It
	won't take more than a week before every
	investor in this city is walking away
	from us. It's finished. I'm finished.

Just then, Verbal bumps into him on his way out the door. He
excuses himself and hobbles down the steps, oblivious to who
he has bumped into as he tries to navigate the stairs.

		 EDIE
	Don't give up on me now, Dean.

		   KEATON
	They'll never stop.

		EDIE
	I love you.

		KEATON
		 (To himself)
	They ruined me tonight.

		 EDIE
	Dean, I love you. Do you hear me?

Verbal gets to the sidewalk and stops. He turns, realizing it
is Keaton on the steps.

		EDIE (CONT'D)
	Let's just go to my place. We'll worry
	about this tomorrow.

Keaton and Verbal look at one another for a moment. Keaton
then looks over to the newsstand and sees Fenster looking at
him.

		   KEATON
	Huh?

McManus notices Fenster and glances up from his magazine to
see what he is looking at.				 

		 EDIE
	Come home with me, please. Dean?

	

						39.

 Keaton looks at Hockney who has one foot in a cab. He is
 looking at Fenster and McManus who are looking at Keaton.
 This makes Hockney look up at Keaton as well.

 SUDDENLY, Edie tunes in to what is going on. She notices the
 others on the street. She reaches over and takes Keaton by
 the arm, pulling gently. She glares at the others.

			EDIE
	     Come home, Dean.

			   KEATON
			 (Distant)
	     Alright.

 Verbal looks at everyone else from where he stands on the
 street. Fenster, McManus and Hockney all look at him and then
 at each other. It is a strange moment of unspoken
 understanding.

 All eyes finally turn to Keaton, high on the front steps of
 the police station as he walks away with Edie.

31    INT. HALLWAY - DAY					 31

 Verbal stands in front of an apartment door. He hesitates for
 a long moment before he knocks.

 After a moment, the door opens and Keaton stands on the other
 side of it. He is wearing a bathrobe and smoking a cigarette.

 He looks at Verbal without any expression whatsoever.

			   KEATON
	     What are you doing here'! How did you find
	     me?


			   VERBAL
	     I just asked one of the detectives
	     downtown. He seemed pretty happy to tell

	     me.
 Keaton curses under his breath and motions for Verbal to come
 in.
						32
32    INT. EDIE'S APARTMENT


 Verbal walks in and sits down on the couch, watching Keaton
 cautiously. He looks around the large apartment, beautifully
 furnished and decorated.



						40.

Edie walks into the room in a man's button-down shirt and
sweat pants.

		EDIE
	Dean, who was at the

She stops when she sees Verbal. Verbal stands and smiles
nervously.

		   VERBAL
	How do you do?

		KEATON
	Verb - Roger, this is Edie Finneran.
	Edie, this is Roger Kint, he was at

		 EDIE
		(Cold)
	I know who he is.

		VERBAL
	I hope I didn't disturb you.

		EDIE
	I hope so, too, Mr. Kint. Can I get you
	something to drink?

		VERBAL
	A glass of water would be nice.

Edie shoots a look at Keaton on her way out of the room.
Keaton tries to hush his voice despite his anger.

		KEATON
	What the hell do you want?

		VERBAL
	I wanted to talk to you. The other guys -

		KEATON
	I did you a favor by standing up for you
	last night, but don't think we're
	friends. I'm sorry, but I have other
	things -

		VERBAL
	They're gonna do a job. Three million
	dollars, maybe more.

Keaton is speechless. Verbal sits on the couch again.




						41.

			 VERBAL (CONT'D)
	They sent me to offer you a cut. We could
	use a fifth man - a driver - That's all
	you'll do.

Edie walks in with a glass of ice water and hands it to
Verbal.

			VERBAL (CONT'D)
	Thank you.

Verbal drinks slowly. Edie stands over him, her face blank.
It is an awkward moment. She deliberately makes Verbal
uncomfortable.

LONG PAUSE - FINALLY:


		 EDIE
	So what is it you do, Mr. Kint?

		   VERBAL
	Umm ...

		 EDIE
	A hijacker like Dean, here? Or something
	more creative?

		   KEATON
	That's enough, Edie.

		 EDIE
		(Angry)
	I don't know what you came here for, but
	we won't have any part of it.

		   KEATON
	Edie, please.

Keaton takes Edie by the arm and tries to guide her toward
the other room. She pulls away, anger turning to rage.

		 EDIE
	I've spent the last year of my life
	putting his back together again - I won't
	have you come in here and - What makes
	you think - GET OUT. GET OUT OF m HOME.
	HOW DARE YOU COME HERE?

Keaton is pulling her now. She yanks her arm away and shoves
him.



						42.

		EDIE
	Don't touch me. Just don't,

She turns and walks out of the room. Somewhere in the back of
the apartment, a door slams.

Keaton turns and glares at Verbal. Verbal cringes.

		   KEATON
	Get out.

		   VERBAL
	If you'll just let me -

SUDDENLY, KEATON LUNGES. He grabs Verbal by the lapels and
lifts him off the couch, moving him effortlessly across the
room and slamming him into the wall next to the front door.
He opens it.

			VERBAL (CONT'D)
	Don't hurt me.

		KEATON
		  (Seething)
	Hurt you, you sonofabitch? I could kill
	you.

Keaton starts to shove Verbal out the door.


		VERBAL
		  (Quickly)
	They're going to hit the Taxi Service.

Keaton freezes. LONG PAUSE.


		VERBAL
	New York's Finest Taxi Service.


		KEATON
	They - That's bullshit. They don't
	operate anymore.

		VERBAL
	McManus has a friend in the Fourteenth
	Precinct. They're coming out for one job
	- Thursday. They're picking up a guy
	smuggling emeralds out of South America.
	Fenster and McManus have a fence set to
	take the stuff.




						43.

		   KEATON
	What fence? Who?

		VERBAL
	Some guy in California. His name is
	Redfoot.

		   KEATON
	Never heard of him.

Keaton moves to throw Verbal out. Verbal grabs Keaton and
holds tight.

		   VERBAL
	You have to come.

		KEATON
	What's with you? What do you care whether
	I come or not?


		VERBAL
	They - They don't know me. You do. They
	won't take me unless you go. Look at me.
	I need this.

		   KEATON
	Tough break.

		VERBAL
	Don't tell me you don't need this. Is
	this your place?

Keaton is unable to answer.


			 VERBAL (CONT'D)
	They're never going to stop with us, you
	know that. This way we hit the cops where
	it hurts and get well in the mean time.

Keaton lets Verbal go and steps back, thinking.

			 VERBAL (CONT'D)
	As clean as you could ever get, they'll
	never let you go now.



						44.
			 VERBAL (cont'd)
	I'm not knocking you. You look like
	you've got a good little seam going with
	this lawyer -

WHAM. Keaton punches Verbal in the stomach and drops him to
one knee. Verbal coughs and tries to find his breath.

		KEATON
	You watch your mouth.

		VERBAL
		   (Gasping)
	Okay, okay. You say it's the real thing?
	That's cool.

Keaton reaches for Verbal. Verbal flinches. Keaton gently
helps him up and guides him to the couch. They bath sit.

Keaton reaches for a pack of cigarettes and lights one for
each of them.

		   KEATON
	I apologize.

Verbal takes one and has a few drags, catching his breath and
rubbing his stomach in pain.

FINALLY:

		   VERBAL
	I was out of line.

		KEATON
	You okay?

		   VERBAL
	I'11 be alright.

		KEATON
	Well, I'm sorry.

		VERBAL
	Forget it.
		(Beat)
	I'11 probably shit blood tonight.

Keaton laughs. Verbal thinks about it for a moment and laughs
with him.

Keaton's laughter trails off. He thinks for a moment.

	

						45.

			KEATON
		How are they going to do it?

			VERBAL
		McManus wants to go in shooting. I said
		no way.

			   KEATON
		Fenster and Hockney?

			VERBAL
		They're pretty pissed off. They'll do
		anything. Now I got a way to do it
		without killing anyone:
					but like I said,
		they won't let me in without you.

			KEATON
		Three million?

			   VERBAL
		Maybe more.

			KEATON
		No killing?

			   VERBAL
		Not if we do it my way.

LONG PAUSE


			KEATON
		(Lost in thought)
		I swore I'd live above myself.

Verbal smiles, knowing he has him.

33 EXT. KENNEDY AIRPORT - DAY				  33


		 VERBAL (V.O.)
		New York's finest Taxi Service was not
		your normal taxi service. It was a ring
		of corrupt cops in the N.Y.P.D. that ran
		a high-profit racket, driving smugglers
		and drug dealers all over the city. For a
		few hundred dollars a mile, you got your
		own black and white and a police escort.
		They even had their own business cards.

OSCAR WHITEHEAD, a tall gray-haired man in his fifties comes
out of the international terminal in a white linen suit. He
holds a large suitcase in his right hand.


						46.

		 VERBAL (V.O.)
	     After a while, somebody started asking
	     questions and the taxi service shut down.
	     Ever since then, Internal Affairs had
	     been waiting to catch them in the act.

Oscar stands on the curb long enough to light a cigarette.
After a moment, a POLICE CRUISER pulls up to him. He opens
the back door and gets in.

		 VERBAL (V.O.)
	     And that was how we started. McManus came
	     to us with the job; Fenster got the vans;
	     Hockney supplied the hardware; 'I came
	     through with how to do it so no one got
	     killed - but Keaton - Keaton put on the
	     finishing touch. A little "Fuck you" from
	     the five of us to the N.Y.P.D.

The car drives out of the airport. A VAN follows at a
distance.

34    INT. POLICE CAR						34

SERGEANT JIM STRAUSZ, a meaty, imposing looking man in his
forties drives the car. Beside him is a thin, greasy looking
PATROLMAN, STEVE RIZZI. They are two drivers for New York's
Finest Taxi Service.

			   RIZZI
	     How was the flight?

Oscar hands Rizzi a thick envelope.

			OSCAR
	     Will that get me to the Pierre?

Rizzi counts the stack of hundred dollar bills in the
envelope .

			   RIZZI
	     That'll get you to Cape God.

The two men laugh. Strausz watches the road, expressionless.
35 EXT. HIGHWAY						35
The cruiser heads towards the heart of Manhattan.




						47.

36 EXT. STREET - LATER
						36

 The police car makes its way down a wide, abandoned street. A
 WHITE MINIVAN pulls out behind it and heads the same way.

37 INT. POLICE CAR
						37

 Strausz looks in the rear-view mirror. The white minivan is
 flashing his high-beams.

			   STRAUSZ
		What the

			RIZZI
		LOOK OUT.

 Strausz looks in front of him. A green minivan swerves in
 front of them from out of nowhere. Strausz slams on the
 brakes and skids to a halt. The white minivan rams them from
 behind.

 Strausz and Rizzi are stunned for a moment as two more vans
 screech up on either side of the cruiser, boxing it in with
 only a few inches between them.

 The cruiser is surrounded on all sides.

 SUDDENLY, SHOTGUN BARRELS come through the open windows. They
 come to rest, one on Strausz's left temple one on Rizzi's
 right. RIZZI looks out of the corner of his eye.

 He sees the driver of the van next to him holding the shotgun
 with one hand. A stocking is over the driver's head.

 Strausz looks straight ahead. The minivan in front of them is
 missing a back window. Another man with a stocking on his
 head aims a sub-machine gun at them from inside.

 By the twisted right hand holding the front of the gun, we
 know it is Verbal.

 Strausz and Rizzi raise their hands without being asked.

38    EXT. STREET						38

 The driver of the white van gets out with a gallon jug in one
 hand and a sledge hammer in the other.

 Moving like lightning, he jumps onto the roof of the police
 car

	

						48.

'He stands on the front of the roof and swings the hammer
down.

39 INT. POLICE CAR
						39


SMASH

The hammer punches three huge holes in the windshield and
finally caves it in. Strausz and Rizzi are covered with
pebbles of broken glass. Whitehead clutches his bag in the
back seat. He trembles in terror.

The man standing on the roof doubles over and sticks a gun in
Strausz's face. His face hangs upside down and looks gruesome
- covered from the mouth up in a stocking. By the voice, we
know it is McManus.

			   McManus
		GIVE ME THE SHIT.

			   STRAUSZ
		Give it up.

Oscar hands the suitcase up front and Strausz passes it to
McManus.

40 INT. FRONT VAN
						40

Through the front windshield of the front van we see Keaton
at the wheel. Verbal is behind him leaning out the back
window.

Beneath Keaton's stocking mask we see he is trembling and
sweating - sickened by what he is doing.

He glances up at the rear-view mirror and looks at the scene
outside. He looks down at the floor in shame, shaking his
head.

41 INT. POLICE CAR						41

			   McMANUS
		The money.

Strausz looks at Rizzi.

		McMAMJS (CONT'D)
		THE MONEY. LET'S HAVE IT.

Rizzi hands the money through the remains of the windshield.



						49.

 McManus takes the money and stuffs it in his jacket. He steps
 back and takes the cap off of the gallon jug. He quickly
 pours some kind of liquid all over the roof of the car.

			   STRAUSZ
		Do you know who I am?

 A hand reaches into the driver's side window and rips
 Strausz's badge off of his shirt.

 Strausz dares to turn his head right at the shotgun pointing
 at him through the window. On the other end is a masked and
 smiling Todd Hockney.

			   HOCKNEY
		We db now, Jerk-off.

 McManus lights a pack of matches and drops them on the roof
 of the car as he jumps off. THE LIQUID IGNITES, the roof of
 the car is instantly in flames.

 Strausz and Rizzi attempt to bail out, but the vans are too
 close for them to open the doors.

 The vans pull away.
 Strausz and Rizzi escape from the car.
 Oscar is trapped inside, SCREAMING.
 Strausz and Rizzi stop, each expecting the other to go let
 Oscar out.

42    EXT. STREET - LATER					42

 The scene is swarming with fresh police cars. Strausz and
 Rizzi are fielding questions from a dozen other cops.

 Photographers are everywhere.

		 VERBAL (V.O.)
		The papers got Keaton's call that day and
		were on the scene before the cops were.
		Strausz and Rizzi were indicted three
		days later. Within a few weeks, fifty
		more cops went down with them. It was
		beautiful. Everybody got it right in the
		ass, from the chief on down.




						50.

43 INT. GARAGE - NIGHT
						43

Hockney, Fenster, McManus and Verbal are all laughing in a
secluded garage. They are still in their black clothes from
the robbery. Hockney is throwing everyone a can of beer.

Keaton sits off by himself. He watches the others, unable to
join in the festivities.

The others sit around a cheap card table. It is covered with
emeralds. Dozens of them. Everyone is in awe.

			  McManus
	     There's more than I thought.

			  HOCKNEY
	     When does the fence come?

			  McMANUS
	     Redfoot? He never comes to see me. I have
	     to go see him.

			  VERBAL
	     In California?

			  McMANUS
	     Yeah. It'll take a few days. Me and
	     Fenster

			  HOCKNEY
	     Hold the fuckin' phone. You and Fenster?
	     No, no, no.

			  McMANUS
	     Guys, come on.

			  HOCKNEY
	     I'm sure you can understand my
	     hesitation.

			  FENSTER
	     Then who goes?

			  HOCKNEY
	     We all go. How about it, Keaton?

All eyes turn to Keaton. He comes out of his trance.

			  KEATON
	     We need to lay low for a while.



						51.

			  McMANUS
	     Fine with me.

PAUSE

Everyone looks at each other, their moment of distrust
blowing over. All eyes drift back to the emeralds on the
table.

Hockney begins to snicker, then McManus, then Fenster. Verbal
joins in at last.

McManus grabs Verbal and hugs him, shaking him violently.

		   McMANUS (CONT'D)
	     My boy with the plan.

SUDDENLY, everyone yells and pours beer over Verbal's head.
He laughs as he is drenched in white foam, nearly choking as
the others chant his name.

Keaton watches from across the room, trying to smile in vain.
44   SCENE DELETED						44'
45   INT. WAITING ROOM - LAW OFFICE - DAY			 45'
Keaton and Verbal sit side by side on a sofa. A sign on the
door behind them reads: MONTGOMERY and LaGUARDIA - ATTORNEYS
AT LAW.

			   VERBAL
	     We're going to miss the flight.

			   KEATON
	     We'll make it.

			   VERBAL
	     Don't do this. Send her a card -
	     something.

			   KEATON
	     We'll make it.

			VOICE (O.S.)
	     Ms. Finneran will be with you in a
	     moment.

Keaton stands and paces across the waiting room. He comes to
a set of glass doors and looks through them.



						51a.

Keaton realizes he is standing on a balcony overlooking a
library below.

He sees Edie working in the library with an old woman. The
two women talk for a moment.

SUDDENLY, Keaton turns with a start. Verbal is standing
behind him.

		   VERBAL
	We're gonna miss the plane.
		(beat)
	She'll understand.



						52.

 Edie is smiling and laughing with the old woman.
 Keaton's face is marked with guilt and anguish.
 Keaton turns and walks out of the waiting room. Verbal takes
 one last glance at Edie and turns back to Keaton.

						46
46    INT. LIBRARY


 Edie seems to sense something behind her. She turns and looks
 through the glass doors and up into the waiting room.

 NOTHING IS THERE. She goes back to chatting with the old
 woman.


47    INT. RABIN'S OFFICE -DAY - LOS ANGELES - PRESENT		 47


			   KUJAN
	     Heartwarming. Really, I feel weepy.

			   VERBAL
	     You wanted to know what happened after
	     the line-up, I'm telling you.

			   KUJAN
	     Oh come on, Verbal. Who do you think
	     you're talking to? You really expect me
	     to believe he retired? For a woman?
	     Bullshit. He was using her.

			  VERBAL
	     He loved her.

			   KUJAN
	     Sure. And I'm supposed to believe that
	     hitting the Taxi Service wasn't his idea

	     either.

			   VERBAL
	     That was all Fenster and McManus.

			   KUJAN
	     Come on. Keaton was a cop for four years.
	     Who else would know the Taxi Service


						53.
			 KUJAN (cont'd)
     better? That job had his name all over
     it.

		   VERBAL
     You keep trying to lay this whole ride on		 t
     Keaton. It wasn't like that. Sure he
     knew, but Edie had him all turned around.		 r
     I'm telling you straight, I swear.		

		   KUJAN
     Let me tell you something. I know Dean
     Keaton. I've been investigating him for
     three years. The guy I know is a cold-		
     blooded bastard. L.A.P.D. indicted him on
     three counts of murder before he was
     kicked off the force, so don't sell me
     the hooker with the heart of gold.		

		  VERBAL
     You got him wrong.

		   KUJAN
     Do I? Keaton was under indictment a total		 
     of seven times when he was on the force.			
     In every case, witnesses either reversed			
     their testimony to the grand jury or died		 
     before they could testify. When they		  t
     finally did nail him for fraud, he spent			
     five years in Sing Sing. He killed three
     prisoners inside - one with a knife in
     the tailbone while he strangled him to
     death. Of course I can't prove this but I
     can't prove the best part either.

Kujan pauses to drink some coffee.

			 KUJAN (CONT'D)
     Dean Keaton was dead. Did you know that?			r
     He died in a fire two years ago during an
     investigation into the murder of a
     witness who was going to testify against
     him. Two people saw Keaton enter a
     warehouse he owned just before it went

     up. They said he had gone in to check a			 
     leaking gas main. It blew up and took all
     of Dean Keaton with it. Within three
     months of the explosion, the two
     witnesses were dead, one killed himself
     in his car and the other fell down an
     open elevator shaft.


						53A.


						48
48    SCENE DELETED


49    SCENE DELETED/DIALOGUE MOVED - BOTTOM SCENE 47		49



						54.

50 INT. WORKSHOP						50
Rabin and Louis look at one another as they listen.
		  KUJAN (On Speaker)
	     Six weeks ago I get an anonymous call
	     telling me I can find Keaton eating at
	     Mondino's with his lawyer, and there he
	     is. Now because he never profited from
	     his alleged death and because someone
	     else was convicted for the murder we
	     tried to pin on Keaton, we had to let him

	     go.

51 INT. RABIN'S OFFICE					51

		 KUJAN (CONT'D)
	     He was dead just long enough for a murder
	     rap to blow over, then he had lunch.




						55.

		   VERBAL
	I don't know about that.

		KUJAN
	I don't think you do. But you say you saw
	Keaton die. I think you're covering his
	ass and he's still out there somewhere. I
	think he was behind that whole circus in
	the harbor. My bet is he's using you
	because you're stupid and you think he's
	your friend. You tell me he's dead, so be
	it. I want to make sure he's dead before
	I go back to New York.

		VERBAL
		  (Blurting)
	He wasn't behind anything. It was the
	lawyer.

		KUJAN
	What lawyer?

PAUSE

			 KUJAN (CONT'D)
	What lawyer, Verbal?

Verbal stammers for a moment, looking around wildly.

		VERBAL
	Back when I was in that barber shop
	quartet in Skokie, Illinois I used to
	have

Kujan grabs Verbal's shirt and yanks him half out of his
seat.

		KUJAN
	You think I don't know you held out on
	the D.A.? What did you leave out of that
	testimony? I can be on the phone to Ruby
	Deemer in ten minutes.

		   VERBAL
	The D.A. gave me immunity.

		KUJAN
	NOT FROM ME, YOU PIECE OF SHIT. THERE IS
	NO IMMUNITY FROM ME. You atone with me or
	the world you live in becomes the hell
	you fear in the back of your tiny mind.
	Every criminal I have put in prison,



						56.
		 KUJAN (cont'd)

	     every cop who owes me a favor, every
	     creeping scumbag that works the street
	     for a living, will know the name of
	     Verbal Kint. You'll be the lowest sort of
	     rat, the prince of snitches, the loudest
	     cooing stool pigeon that ever grabbed his
	     ankles for the man. Now you talk to me,
	     or that precious immunity they've seen so
	     fit to grant you won't be worth the paper
	     the contract put out on your life is
	     printed on.

 Verbal looks at Kujan with utter contempt.

			  VERBAL
	     There was a lawyer. Kobayashi.

			   KUJAN
	     Is he the one that killed Keaton?

			   VERBAL
	     No. But I'm sure Keaton's dead.

			   KUJAN
	     Convince me. Tell me every last detail.
52    SCENE DELETED						52
 53    INT. HOSPITAL - DAY					53
 (<<  >> DENOTES LINES SPOKEN IN HUNGARIAN)		
 Kovash's room is now filled with people. Jack Baer stands
 next to DANIEL METZHEISER, a balding man in his forties. Next
 to him is Doctor Plumber. Across from her is Ridgly Waiters.

 Sitting beside the bed is TRACY FITZGERALD, a casually
 dressed woman in her late twenties. She holds a 15x20 inch
 drawing pad on her lap.

 Police fill the hall. People are talking loudly outside.
 LIONEL BODI, a cop in his mid-twenties pushes his way in.

			BAER
	     Are you the translator?

			   BODI
	     Patrolman Lionel Bodi, sir.



						57.

		PLUMBER
	Agent Beer, this is getting out of hand.

		 BAER
	I'11 see to it we're gone before he blows
	his porch light, Doctor.

Baer gestures to Tracy.

		 BAER
		(To Bodi)
	This is Tracy Fitzgerald. She's a
	composite sketch artist from county.

The young couple smile at one another nervously.

		 BODI
	Hi.

		TRACY
	Hi.

		  METZHEISER
		 (Impatient)
	I've got a noon meeting, Baer.

		   PLUMBER
	Agent Baer, please.

		 BAER
	Everyone calm down.
		  (To Bodi)
	Ask this man about the shoot-out in the
	harbor.

		 BODI
	<<My name is Bodi. How are you'>>

Kovash smiles with relief when he hears his own language.

		KOVASH
	<<How am 17 You are as stupid as that
	one, but at least I can talk to you.>>


		 BODI
	<<You'll be alright. He is from the
	F.B.I. He is here to help you. He wants
	to know what happened in the harbor.>>


		   KOVASH
	<<We were there to buy a man and take him
	back to Hungary.>>

		
				 57A.

		 		  BODI
	He says they were buying It doesn't
	make sense. I'm sorry, I'm a little
	rusty. They were there to buy something.

		   BAER
	Dope, we know.

		   KOVASH 
	<<You don't understand me either? God
	help me, they are all idiots.			   s
			(talking slowly)			
	We were there to buy a man, you simple
	boy. A witness. I don't know his name. A
	witness who knew the Devil.>>

		 BODI
	Not dope. Something else. Some what?.. He
	doesn't knob what they were buying. But
	not dope... people.

		   KOVASH
	<<I'll tell you everything. I'11 even say
	it slow enough for you to understand it.
	Just tell this man I want protection.
	Real protection.>>




						58.

		 METZHEISER
	Your witness is whacked, Baer.

		 BODI
	He says he'll tell us everything he knows
	if we protect him.

		.BAER
	Tell him fine.

		BODI
	<<He says that is fine.>>


		   KOVASH
	<<No, no, no. I need a guarantee from the
	ridiculous man. I am going to be killed.
	I have seen the Devil and looked him in
	the eye.>>

		 BODI
	No good. He needs guarantees. He says...
	his life is in danger... He has seen the
	Devil... looked him in the eye.

		 METZHEISER
	I'11 be on my way.

Baer grabs Metzheiser by the arm.

		 BAER
		   (To Bodi)
	Tell him to tell this man what he was
	telling me before. Who is the Devil? Who
	did he see?

		 BODI
	<<Who is this Devil you keep talking
	about?>>

		KOVASH
	Keyser Soze He was in the harbor
	shooting everyone in sight.>>

Metzheiser is suddenly interested.

		 BODI
	He says he saw him in the harbor. He was
	shooting... Killing... Killing many men.

		   METZHEISER
	Did he say Keyser Soze? He saw Keyser
	Soze

		

				 58A.

		 BODI
	He says he saw him in the harbor. He was
	shooting... Killing... Killing many men.

		  METZHEISER
	Did he say Keyser Soze? He saw Keyser
	Soze.

		KOVASH
	<<Keyser Soze. Keyser Sate. I've seen his
	face. I see it when I close my eyes.>>

		  BODI
	He says he knows his face. He sees it
	when he closes his eyes.



						59.

			 METZHEISER
	     Ask him what this Devil looks like.

			BAER
			 (To Tracy)
	     Ready?

Tracy holds up her pad and pencil. She nods.

54 EXT. LOS ANGELES SKYLINE - DAY - FIVE WEEKS PRIOR
						54


		 VERBAL (V.O.)
	     McManus' fence was this guy named
	     Redfoot. He had a good reputation around
	     L.A. Seemed like a good guy - Looked like
	     a cowhide full of thumbtacks.

55    EXT. FRIENDSHIP BELL - NIGHT				55'
All five guys stand in a group. It is utterly quiet.
An old but well kept Cadillac creeps into the lot from the
far end and idles up to them. The windows are tinted too much
to see in. The car passes within a few feet of them and
drives on.

A moment later, a chrome and leather monster of a Harley
Davidson pulls into the lot. The rider is dressed in an
almost comical array of leather, silver and suede.

He waves to the Caddy as it parks a few yards from Keaton and
the others. It sits quietly, almost menacing.

As he gets closer, we can see he is wearing one black boot
and one red. Keaton is still looking at them when the bike
pulls up to them and stops.

REDFOOT and McManus shake hands.

			  REDFOOT
	     How've you been?

			  McMANUS
	     Good. You?

			  REDFOOT
	     Alright. How's it going, Fenster?

			  FENSTER
	     Getting by.




						60.

		   REDFOOT
	You got it?

McManus holds up a briefcase.

Redfoot takes it and gets off the bike. He walks over to the
Caddy. The door of the Caddy opens. Redfoot hands the case to
Someone inside that we cannot see. The door closes.

		KEATON
		 (Whispering)
	Snazzy dresser this guy.

A moment later, the door of the Caddy opens again. Someone
hands Redfoot a different briefcase and he walks back over to
McManus.

He hands him the case.

McManus hands the case back to Hockney. Hockney opens it,
revealing the stacks of money inside.

		   REDFOOT
	You must be Keaton.

		McMANUS
	Jesus, I'm sorry. Redfoot, this is Dean
	Keaton, that's Todd Hockney, and that's
	Verbal Kint.

		REDFOOT
		 (To Verbal)
	The man with the plan.

Verbal smiles.

			REDFOOT (CONT'D)
	Are you guys interested in more work?

McManus moves to answer, but Keaton cuts him off.

		KEATON
	We're on vacation.

		REDFOOT
	I've got a ton of work and no good
	people.

		   McMANUS
	What's the job?



						61.

Keaton shoots McManus a foul look. McManus pretends not to
notice.

		REDFOOT
	A jeweler out of Texas named Saul. He
	rents a suite at a hotel downtown and
	does free appraisals. Buys whatever he
	can. Word is he moves with a lot of cash.
	I'11 take the merchandise, you keep the
	green.

		   HOCKNEY
	Security?

		   REDFOOT
	Two bodyguards. Pretty good.

		McMANUS
	Give us time to check it out?

		   REDFOOT
	I'd expect nothing less.

		   McMANUS
	We'll call you.

		   REDFOOT
	Take your time. Enjoy L.A.

		KEATON
	A friend of mine in New York tells me you
	knew Spook Hollis.

		REDFOOT
	I hear you did time with old Spook. Yeah,
	he was a good egg. I used to run a lot of
	dope for him. Fuckin' shame he got
	shivved.

		   KEATON
	I shivved him.

Now McManus is shooting the angry look at Keaton.

			 KEATON (CONT'D)
	Better you hear it from me now than
	somebody else later.

		   REDFOOT
	Business or personal?



						62.

		   KEATON
	A little of both.

		   REDFOOT
	Ain't it a crime? Call if you're
	interested.

Redfoot fires up his bike and takes off with the Caddy close
behind.

		   McMANUS
		 (To Keaton)
	What's your fucking problem?

		   KEATON
	One job, that was the deal.

		   McMANUS
	Take it as it comes, brother.

		   KEATON
	This is bullshit.

McManus laughs and walks away. Fenster and Hockney follow.
Verbal turns to Keaton.
		   VERBAL
	What is it Keaton?

		   KEATON
		   (Distant)
	Something - I don't know.
			(Shaking himself)
	I ever tell you about the restaurant I
	wanted to open?

Keaton walks off. Verbal follows him in confusion.

		VERBAL (V.O.)
	L.A., was good for about two hours. We
	were from New York. There's no place to
	eat after one; you can't get a pizza that
	doesn't taste like a fried fruit-bat, and
	the broads don't want to know you if you
	don't look like a broad. Within a few
	days the last of us was ready to go back
	to N.Y., but Keaton wouldn't have it, so
	he really didn't have a choice. We went
	to work.



						63.

						56
56   INT. PARKING GARAGE - NIGHT

McManus walks along a line of cars. He comes across a black
Mercedes and stops. He looks down at the license plate and
walks over to the next car, a green Honda. He pulls a slim-
jim out of his jacket and pops the lock an the Honda. He
reaches in and opens the hood. He walks around and sticks his
head in the engine.

57   INT. VAN						57

Verbal sits behind the wheel. Keaton is beside him. Hockney
and Fenster are in the back. They all watch McManus from
where they are parked a few dozen yards away.

58   INT. PARKING GARAGE					58
DING-DING
The elevator bell sounds at the far end of the garage. The
doors open. Two men in ill-fitting suits get out and look
around cautiously. The first is TUCCI, a big bellied, white
haired menace. The other is HIGHAM, lean and bad skinned.
They are bodyguards and give it away by their every careful
move.

They turn back to the elevator and motion to someone inside.

Out walks SAUL BERG, a slightly overweight man in his forties
with an open collar silk shirt and a thick gold chain on his
hairy chest. He carries a LARGE ALUMINUM BRIEFCASE.

He lets his guards do the worrying. He walks straight to his
car.
Saul passes McManus under the hood of the Honda. He takes out
his keys and pushes a button on his key chain. The Mercedes
beeps three times and tells Saul his alarm is off.

Tucci keeps an eye on McManus. Higham watches Saul.

McManus pretends to tinker with the car's engine. He has put
a pistol just inside the grill and keeps it within reach.

The van on the other side of the garage starts and pulls out
of the spot. It cruises over toward the Mercedes.

Tucci sees the van. He and Higham are suddenly busy trying to
keep track. They hear laughing behind them and turn around.



						64.

FENSTER and HOCKNEY are walking towards them. They are
sporting mustaches and sunglasses in addition to matching
suits, each with loud plaid sport coats, decades out of
style. Saul glances at Tucci and Higham.

		   HIGHAM
	Just get in the car Saul.

Under the hood of the Honda and out of sight, McManus pulls
on a black ski mask.

The van gets closer.

		HOCKNEY
	I get out of the car, and man if the
	thing wasn't wrecked. And I see this
	broad in the back seat with nothing on.

Saul gets in the car quickly but calmly as Fenster and
Hockney laugh and talk louder. They look drunk - The desired
effect.

			HOCKNEY (CONT'D)
	I'm laughing so hard I can't breathe -

Tucci and Higham try to take it all in stride. Saul's reverse
lights come on and he begins to back out of the spot.

			HOCKNEY (CONT'D)
	...And the fat guy comes out of the car
	with his pants on backwards and says -

SUDDENLY, the van revs and screeches to a halt behind Saul's
Mercedes, blocking him in. Hockney and Fenster drop the drunk
act and snap to. They both pull out guns and start screaming.

			HOCKNEY (CONT'D)
	DON'T MOVE, YOU FUCKERS.

		   FENSTER
	RIGHT THERE. FREEZE.

McManus comes up from under the hood.

Tucci and Higham throw their hands in the air. Hockney and
Fenster grab them and reach into their belts to get their
guns .

Keaton jumps out of the van and runs up to Saul's car, his
face covered in a ski mask. He yanks on the door handle but
it is locked. Saul sits in terror behind the wheel. Keaton
pulls out a pistol and smashes the window with it.



						65.

		KEATON
	 Give me the case.


Saul reaches over for the case. Keaton trains the gun on him.

SUDDENLY, Saul comes up with a pistol and points it at
Keaton. Keaton sidesteps and grabs his wrist. The gun goes
off into the fender of the Honda.

Hockney and Fenster both look over at the sound of the gun.

Tucci and Higham seize the opportunity. Tucci grabs Hockney,
Higham grabs Fenster. The four men grapple for the guns.

Fenster's gun falls to the floor. McManus picks it up. He
trains a pistol on each bodyguard and takes a breath. They
are some ten feet apart and moving erratically. Hockney and
Fenster constantly fall in the line of fire.

McManus walks around the four men, keeping a pistol trained
on each of the guards. Finally he comes to an angle where
they are all in front of him. One guard is a few feet away,
the other is ten feet past him.

McMANUS' P.O.V.

The closer of the two moves in and out of the sights of the
pistol in McManus' right hand, the one farther away does the
same with the left.

Verbal gets out of the van and moves towards them to help.
BOOM
Both of McManus' guns go off like one shot. Tucci and Higham
collapse, each with a bullet in his head


PAUSE

The only sound is Saul grappling with Keaton for the gun. His
arm is halfway out the window. His elbow rests in the door
frame.

Keaton cannot get the gun out of his hand. Finally, he pushes
down with all his weight. Saul's elbow breaks backwards on
the door frame. He screams in agony. The gun falls from his
hand.

	

						66.

 All five of the men look at each other for an impossibly long
 moment. The confusion is only aggravated by Saul's screaming.

 SLOWLY, Keaton raises his pistol and aims it at Saul. His
 hand trembles, his eyes squint to near slits. His finger
 tenses and slacks off over and over again on the trigger.

 BOOM

 VERBAL SHOOTS SAUL. Keaton looks at him in surprise. Verbal
 trembles more than he does.

 The garage is silent.

			  HOCKNEY
	     What the hell?

			  McManus
	     Bad day. Fuck it.

 DING-DING


 The elevator light comes on. All five men look.

			  KEATON
	     Move.

 Keaton reaches into the car and grabs Saul's case. Everyone
 else piles into the van. Keaton gets in as Verbal is driving
 for the exit.

59    INT. VAN						59

 The mood in the van is grim. Everyone is silent. Keaton pops
 the clasps on the case and opens it.

			  KEATON
	     Son of a bitch.

 Everyone looks in the case. It is filled with cash on one
 side. The other side is filled with clear plastic bags of
 WHITE POWDER.

60    EXT. PARKING LOT - NIGHT				 60

 Keaton and the others stand in silhouette in front of the
 lights of an oncoming car in the distance. We can make out
 McManus loading a gun.					   

			   KEATON
	     What are you doing?




						67.


		McMANUS
	What does it look like? I'm going to kill
	him.

		KEATON
	We did it your way. Now I'11 deal with
	him.

		   MCMANUS
	You gonna kill him?

		   KEATON
	I'm going to deal with him.

The car, Redfoot's escort Caddy, is now in front of them.
The horn lets out three short blasts.

Redfoot comes around from behind the Caddy on his motorcycle.
He gets off the bike, trying to hide a faint smile.
McManus throws Saul's case on the ground in front of him.

		McMANUS
	What the fuck is this, Redfoot?

		   REDFOOT
	Get a grip. I didn't know.

		KEATON
	You didn't know.



						68.

		   REDFOOT
	The job got thrown to me by this lawyer.

		   KEATON
	Who is he?

		   REDFOOT
	Some Limey. He's a middle-man for
	somebody. He doesn't say and I don't ask.

		   KEATON
	We want to meet him.

		   REDFOOT
	He wants to meet you. He called last
	night and asked me to set it up. What do
	I tell him'

		   KEATON
	Tell him we'll meet.

		   McMANUS
	If you're lying, Redfoot...

		   REDFOOT
	McManus, you're a real bad-ass, but get
	off my tip.

McManus lunges for Redfoot.

The Caddy doors instantly pop open and rifle barrels come
into view from within.

Fenster and Hockney draw guns and aim at the Caddy.
Keaton and Verbal grab McManus and hold him back.
Redfoot gets on his Harley, smiling defiantly.
			REDFOOT (CONT'D)
	Real shame about Saul getting whacked.
	Lot's of cops looking for the guys that
	did it. I'm sure They'll get around to
	asking me.

He starts his bike.


						69.

			   McMANUS
		Fuck you.

Redfoot drives off..The Caddy waits until he is completely
out of sight before following.

61 INT. RABIN'S OFFICE - DAY - PRESENT				61

			KUJAN
		So this lawyer...

			   VERBAL
		Kobayashi.

			KUJAN
		Came from Redfoot.

			   VERBAL
		Right.

			KUJAN
		And why leave this out when you talked to
		the D.A.?

A KNOCK AT THE DOOR
Rabin sticks his head in.
			RAB IN
		Someone to see you, Agent Kujan.

Kujan steps out into the hall, shutting the door behind him.

62    INT. OUTSIDE RABIN'S OFFICE				 62

Kujan smiles instantly, recognizing the man standing with
Rabin.


			KUJAN
		Jack. What are you doing here?

			BAER
		I've been looking all over for you. You
		still after the coke that walked out of
		that blood bath in the harbor?

			KUJAN
		Yeah.

			BAER
		You can stop looking. There was no coke.
		I've been in L.A. county with a guy they


						70.
		BAER (cont'd)
	    pulled out of a drainpipe in San Pedro
	    yesterday after the shoot-out. He came to		 
	    this morning and started talking. He was
	    part of a Hungarian mob there to do a
	    deal with a bunch of goats from
	    Argentina. He says it was definitely not
	    a dope deal.

			   KUJAN
	    There was ninety-one million -

			   BAER
	    We know, but our man says no way on the
	    dope. This Hungarian tells me the whole
	    bunch was pulling stumps for Turkey the
	    next' day. They had no time to negotiate
	    that kind of product and no means to move
	    it.

			  KUJAN
	    What was the money for?

			   BAER
	    He didn't know. No one doing the deal
	    knew except a few key people. This guy
	    says they were real hush about it.
	    Whatever it was it was highly sensitive.

			  KUJAN
	    I don't get it.

			BAER
	    They tell me you got the cripple from New
	    York in there. He mention Keyser Soze

			  KUJAN
	    Who ?

			   BAER
	    Bear with me here...

						63
63 INT. RABIN'S OFFICE - LATER


BOOM - The door bursts open.

			  KUJAN
	    Who is Keyser Soze

Verbal looks up in shock. He drops his cigarette and trembles
at the mere mention of the name.



						71.

			  VERBAL
	     Ahhh fuck.

64 INT. HOLLYWOOD ATHLETIC CLUB - DAY - TWO WEEKS PRIOR		  64'
Keaton stands while the rest sit and listen.
			   KEATON
	     So I need to know if anyone can think of
	     anybody. Somebody with power. Enough to
	     possibly track us from New York.

			   McMANUS
	     Look. We've been over it for an hour now.
	     I say we pack up and run. Let's go back
	     to New York. At least get out of L.A.

SUDDENLY, The sound of a man clearing his throat.
Everyone turns to the door behind them.
MR. KOBAYASHI a tall, slim, well groomed man stands in the
hall. He has a briefcase in his hand. He smiles politely.


			 KOBAYASHI
	     Mr. Keaton?

Keaton stands back and lets him in. Kobayashi looks them
over.

		  KOBAYASHI (CONT'D)
	     I am Mr. Kobayashi. I've been asked by my
	     employer to bring a proposal to you
	     gentlemen. That must be Mr. Hockney. I
	     recognize Mr. Fenster from his mug shot,
	     as well as Mr. McManus.
			(To Verbal)
	     I can only assume that you are Mr. Kint.
	     I believe you were the one who disposed
	     of Saul. My employer sends his gratitude.
	     A most unexpected benefit.

Everyone looks at one another in shock that he would know
this.

			  KEATON
	     What can we do for you?


						72.

		  KOBAYASHI
	My employer requires your services. One
	job. One day's work. Very dangerous. I
	don't expect all of you to live, but
	those who do will have ninety-one million
	dollars to divide any way they see fit.

		   KEATON
	Who's your boss?

		  KOBAYASHI
	My employer wishes to remain anonymous.

		KEATON
	Don't jerk me off. We all know what this
	is. You don't work with me if I work with
	you without knowing who I'm working for.
	Now let's cut the shit. Who's the man?

		  KOBAYASHI
	I work for Keyser Sate.

A strange look crosses Keaton's face. Skepticism, mockery and
just a hint of fear. Hockney, McManus and Fenster all share
similar looks.

		   KEATON
	What is this?

		VERBAL
	Who's Keyser Soze?

		  KOBAYASHI
	I am sure you've heard a number of tall
	tales, myths and legends about Mr. Soze
	I can assure you gentlemen, most of them
	are true.


		VERBAL
	Who's Keyser Soze?

		  KOBAYASHI
	Judging by the sudden change in mood, I
	am sure the rest of your associates can
	tell you, Mr. Kint. I have come with an
	offer directly from Mr. Soze. An order
	actually.

		KEATON
	An order.



						73.

		  KOBAYASHI
	In nineteen-eighty one, Mr. Keaton, you
	participated in the hijacking of a truck
	in Buffalo, New York. The cargo was raw
	steel. Steel that belonged to Mr. Soze
	and was destined for Pakistan to be used
	in a Nuclear reactor. A very profitable
	violation of U.N. Regulations. You had no
	way of knowing this, because the man
	shipping the steel was working for Mr.
	Sate without his knowledge.			 
		(Beat)
	Mr. Fenster and Mr. McManus hijacked a
	twin-prop cargo flight earlier this year
	out of Newark airport. The plane was
	carrying platinum and gold wiring. Also
	set for Pakistan.

Kobayashi turns and points at Hockney.

		 KOBAYASHI (CONT'D)
	Two months ago, Mr. Hockney stole a truck
	carrying gun parts through Queens -

Everyone looks at Hockney. He smiles shyly. It occurs to them
all that he robbed the truck for which they were all arrested
in the first place.

		 KOBAYASHI (CONT'D)
	- guns allegedly set to be destroyed by
	the state of New York. They were to be
	"lost" in a weigh station and routed to
	Belfast. Again, Mr. Sate using pawns who
	had no knowledge.
		 (turning to Verbal)
	Which brings us to Mr. Kint.

Verbal crumbles under his stare.

		 KOBAYASHI (CONT'D)
	Nine months ago, one of Mr. Soze less
	than intelligent couriers was taken in a
	complicated confidence seam by a cripple.
	He was relieved of sixty-two thousand
	dollars. Now
			 (To all of them)
	- It has taken us some time to find you.
	Our intention was to approach you after
	your apprehension in New York.


			

					 74.

		   KEATON
	You set up the line-up.

		   KOBAYASHI
	Mr. Soze made a few calls, yes. You were
	not to be released until I came to see
	you. It seems Mr. Keaton's attorney, Ms.
	Finneran, was a bit too effective in
	expediting his release. Holding the rest
	of you became a moot point.

		   KEATON
	What about Redfoot?

		   KOBAYASHI
	Mr. Redfoot knew nothing. Mr. Soze rarely		 t
	works with the same people for very long,
	and they never know who they're working
	for. One cannot be betrayed if one has no
	people.

		   FENSTER
	So why tell us?

		  KOBAYASHI
	Because you have stolen from Mr. Soze.
	That you did not know you stole from him
	is the only reason you are still alive,
	but he feels you owe him. You will repay
	your debt.

		   HOCKNEY
	Who is this guy? How do we know you work
	for Soze


		  KOBAYASHI
	I don't think that is relevant, Mr.
	Hockney. The five of you are responsible
	for the murder of Saul Berg and his
	bodyguards. Mr. Redfoot can attest to
	your involvement, and we can see to it
	that he will. He is not of your
	"superior" breed.

		   MCMANUS
	This is a load of shit.

		  KOBAYASHI
	The offer is this, gentlemen. Mr. Soze's
	primary interest, as I am sure you all
	know, is narcotics. He's been - competing
	shall we say, with a group of



						75.
			KOBAYASHI (cont'd)
	Argentinians for several years. Competing
	with Mr. Soze has taken its toll. These
	Argentinians are negotiating the sale of
	ninety-one million dollars in cocaine in
	three days time. Needless to say, this
	purchase will revitalize the diminishing
	strength of their organization. Mr. Soze
	wants you to stop the deal. If you
	choose, you may wait until the buy.
	Whatever money changes hands is yours.
	The transaction will take place on a boat
	in San Pedro. Mr. Soze wants you to get
	to the boat and destroy the cocaine on
	board. Then you are free of your
	obligation to Mr. Soze.

		KEATON
	Give me one good reason why I shouldn't
	kill you right now.

Kobayashi smiles and puts his briefcase on the table in front
of him.

		 KOBAYASHI
	A gift from Mr. Soze gentlemen.

He turns and walks out of the room.

Keaton walks over to the case and opens it. He reaches in and
pulls out five thick manila envelopes, each marked in bold
black letters. "KEATON", "McMANUS", "HOCKNEY", "FENSTER" and
"KINT"

Keaton pulls out the files, revealing a map underneath.

Keaton hands each man his file. He opens his first. He pulls
out a thick stack of papers and thumbs through them.

		KEATON
	Jesus Christ. Open them.

All of the men open their files. Inside are mug shots of each
man in his respective file as well as a printout of his
criminal record. But there is more.

		   HOCKNEY
	They know everything.

		McMANUS
	This is my life in here. Everything I've
	done since I was eighteen.



						76.

		   FENSTER
	Everybody I ever worked with, did time
	with.

		   HOCKNEY
	They fucking know everything.

Keaton pulls out a large black and white photograph of
himself and his lawyer EDIE FINNERAN. They are laughing arm
in arm by a fountain in New York. He hides the photo from the
others.

		   KEATON
	This is not right.

		   FENSTER
	I don't know. Who was that guy that used
	to talk about Soze in New York?

		   McMANUS
	Bricks Marlin.

		   FENSTER
	Yeah. He said he did jobs for him.
	Indirect stuff. Always five times more
	money than the job was worth.

		   KEATON
	Come on. The guy is a pipe dream. This
	Kobayashi is using him for window
	dressing .

		   FENSTER
	I don't know. This is bad.

		   HOCKNEY
	It's bullshit. This guy could be L.A.P.D.
	I think it's a setup.

		   FENSTER
	The way I hear it, Soze is some kind of
	butcher. No pity.

		   KEATON
	There' is no Keyser Soze

Verbal thumbs through his file. A long list of names,
numbers, addresses. It is a detailed portfolio of his entire
criminal and personal life. He looks up at Keaton.



						77.

			  VERBAL
	     Who is Keyser Soze

65 INT. RABIN'S OFFICE - DAY - PRESENT				 65
Kujan leans into Verbal's face. He hangs on his every word.
			   VERBAL
	     He is supposed to be Turkish. Some say			 r
	     his father was German. Nobody believed he
	     was real. Nobody ever saw him or knew
	     anybody that ever worked directly for
	     him, but to hear Kobayashi tell it,
	     anybody could have worked for Soze. You
	     never knew. That was his power. The
	     greatest trick the Devil ever pulled was
	     convincing the world he didn't exist. One
	     story the guys told me - the story I
	     believe - was from his days in Turkey.
	     There was a petty gang of Hungarians that
	     wanted their own mob. They realized that
	     to be in power you didn't need guns or
	     money or even numbers. You just needed			 
	     the will to do what the other guy
	     wouldn't. After a while they come to
	     power, and then they come after Soze He
	     was small time then, just running dope,
	     they say...

66   SCENE DELETED						66
67   INT. SOZE'S HOME - DAY				67
Three of the Hungarians come bursting into Keyser Soze's		
home. They grab his five children and round them up in the
front room. One of the men grabs his wife and back-hands her
across the face.


						78.

		 VERBAL (V.O.)
	     They come to his home in the afternoon
	     looking for his business. They find his
	     wife and kids in the house and decide to
	     wait for Sate.

68    INT. SOZE'S HOME - LATER				68'

The front door opens and in walks Keyser Sate. We are never	   t
allowed to see his face.

Sate's wife lies in the corner, beaten and bruised. Her dress
is tattered to shreds. She cannot look up at her husband.

The three Hungarians stand to greet him. Two hold guns in
their hands. The third holds a straight razor. He grabs
Soze youngest boy and holds the razor to his throat.

		 VERBAL (V.O.)
	     He comes home to his wife raped and his
	     children screaming. The Hungarians knew
	     Soze was tough. Not to be trifled with.
	     So they let him know they meant business.

The Hungarian smiles. Soze's wife SCREAMS IN HORROR.
The Hungarian holds up a BLOOD SOAKED RAZOR.
SUDDENLY, he grabs another child. A little girl no older than
six.

		 VERBAL (V.O.)
	     They tell Soze they want his territory -
	     all his business. Soze looks over the		
	     faces of his family... Then he showed
	     these men of will what will really was.

SUDDENLY, Soze pulls out a pistol and shoots the two men with
guns. He turns and aims at the third man holding his child.

The man threatens to cut the child's throat, slicing just
enough to draw blood.

SOZE FIRES.

The stunned Hungarian watches the child fall from his arms.

Sate turns the pistol on the next child, then the next and
the next. He kills his children one by one in front of the
Hungarian.


						79.


		VERBAL (V.O.)
	     He tells him he would rather' see his
	     family dead than live another day after
	     this.

SOZE walks over to his wife, crying and beaten on the floor
and holds up her head. She gives him the strangest look. One
of trust perhaps, saturated with fear and humiliation.

He puts the gun between her eyes and fires.

		VERBAL (V.O.)
	     He lets the last Hungarian go, and he
	     goes running. He waits until his wife and
	     kids are in the ground and he goes after
	     the rest of the mob. He kills their kids,
	     he kills their wives, he kills their
	     parents and their parents' friends.

A dark and looming figure of a man walks in front of a wall
of fire - a black shadow blurred by waves of heat.

		VERBAL (V.O.)
	     He burns down the houses they live in and
	     the stores they work in, he kills people
	     that owe them money. And like that he was
	     gone. Underground. No one has ever seen
	     him again. He becomes a myth, a spook
	     story that criminals tell their kids at
	     night. If you rat on your pop, Keyser
	     Sate will get you. And nobody really ever
	     believes.

						69
69 INT. RABIN'S OFFICE - DAY


			   KUJAN
	     Do you believe in him, Verbal?

			   VERBAL
	     Keaton always said: "I don't believe in
	     God, but I'm afraid of him." Well I
	     believe in God, and the only thing that
	     scares me is Keyser SOZE.

						70
70    INT. WORKSHOP


Jack Baer and Rabin listen to Verbal on the speaker with one
ear.
			   RAB IN
	     You give this any weight, Agent Baer?



						80.


			BAER
	     I can introduce you to Dan Metzheiser
	     from Justice. He has a file on Sate in
	     D.C. It's been a hobby of his for a few
	     years. A lot of guys equate him to that
	     reporter on the Incredible Hulk.

			   RABIN
	     Had you heard of him before?

			BAER
	     On the street? A few times. Outside
	     stuff. Somebody was working for a guy who
	     was working for a guy who got money
	     through Keyser Soze. That kind of shit.
	     Could be an old badge. A hex sign to keep
	     people from fucking with you back when a
	     name meant something.

			   RAB IN
	     But you're here.

			BAER
	     Shit yeah. I got a guy trying to walk out
	     of the hospital on d fried drumstick to
	     get away from SOZE. I'11 run it up the
	     flagpole.

71 INT. RABIN'S OFFICE					71

			VERBAL
	     I came clean. I told it like it happened
	     on the boat. So what if I left out how I
	     got there? It's got so many holes in it,
	     the D.A. would've told me to blow amnesty
	     out my ass. So you got what you wanted
	     out of me. Big fucking deal.

			KUJAN
	     And this is why you never told the D.A.

			VERBAL
	     You tell me, Agent Kujan. If I told you
	     the Loch Ness Monster hired me to hit the
	     harbor, what would you say?

			KUJAN
	     Turn state's evidence. Take the stand on
	     this and we'll hear it out.

	
						81.

			   VERBAL
		I've got immunity now. What can you
		possibly offer me?

			   KUJAN
		If there is a Keyser Soze he'll be
		looking for you.

			   VERBAL
		Where's your head, Agent Kujan? Where do
		you think the pressure's coming from?
		Keyser Soze - or whatever you want to
		call him - knows where I am right now.
		He's got the front burner under' your ass
		to let me go so he can scoop me up ten
		minutes later. Immunity was just to deal
		with you assholes. I got a whole new
		problem when I post bail.

			   KUJAN
		So why play into his hands? We can
		protect you.

			   VERBAL
		Gee, thanks, Dave. Bang-up job so far.
		Extortion, coercion. You'll pardon me if
		I ask you to kiss my pucker. The same
		fuckers that rounded us up and sank us
		into this mess are telling me They'll
		bail me out? Fuck you. You think you can
		catch Keyser Soze? You think a guy like
		that comes this close to getting fingered
		and sticks his head out? If he comes up
		for anything, it will be to get rid of
		me.
			   (beat)
		After that, my guess is you'll never hear
		from him again.

72    INT. HALLWAY OUTSIDE HOSPITAL ROOM - DAY			 72
Doctor Plumber watches from out in the hall.		 
Kovash spits out a constant river of Hungarian while Bodi
tries to keep up, relaying everything to Tracy Fitzgerald.

She sketches frantically while Daniel Metzheiser looks on.

The composite sketch of Keyser SOZE is taking form.


						81A.


(<< >> Denotes liners spoken in Hungarian.)

		   BODI				 c
     <<What sort of nose did he have?>>

		  KOVASH
     <<It was smaller than that. Sharper.>>

		BODI
		 (To Tracy)				 
     The nose is sharper. Smaller too.			
		   (To Arkosh in Hung.)
     <<And what about the hair? You said
     something earlier about it.>>

		KOVASH
     <<It is longer than that. And not so
     dark. >>

		   BODI
     <<Are you sure?>>

		KOVASH
     <<Don't be stupid.>>

		BODI
		 (To Tracy)
     He says the hair is longer and lighter.


						82.


						73
73   EXT. BEACH - DAY


Waves pound across a stone jetty. A MAN sits fishing while
his young son, BRANDO strolls toward the open sea. He pokes
at rocks and seaweed with a fishing pole. He glances down at
Something wedged between the rocks beneath his feet. He

pokes at it. He notes the checkered pattern of the fabric
entwined with the twisted mess. It is the bloated carcass of
THE MAN IN THE CHECKERED BATHROBE. BRANDO pokes it's eye
with the fishing pole. It pops.

						74
74 SCENE DELETED/DIALOGUE MOVED


						83.


						75
75 INT RABIN'S OFFICE


			   VERBAL
	     That was how I ended up in a barber shop
	     quartet in Skokie, Illinois.

			   KUJAN
	     This is totally irrelevant.

			   VERBAL
	     Oh, but it's not. If I hadn't been
	     nailed in Illinois for running a three
	     card monte in between sets, I never would
	     have took off for New York. I never
	     would have met Keaton, see. That barber
	     shop quartet was the reason for
	     everything.

			   KUJAN
	     Can we just get back to Kobayashi?

			   VERBAL
	     The quartet is part of the bit about
	     Kobayashi. The quartet was in my file,
	     along with every other thing I had done
	     since high school, see? Aliases, middle-
	     men. They knew me better than I did.
	     They knew all of us.

 Kujan looks at his watch.

			   KUJAN
	     You're stalling, Verbal.

			  VERBAL
	     Give a guy a break, huh?

			   KUJAN
	     What happened?

 Verbal slumps a bit. He realizes his stalling tactic has
 failed.
			VERBAL
	     We woke up the next morning and Fenster
	     was gone. He couldn't handle the idea of
	     slumming for SOZE. He left a note wishing
	     us good luck and took a chunk of the
	     money we'd scraped together.

	

						84.

			   KUJAN
	     Then what?

			   VERBAL
	     McManus was furious. He was talking about
	     tracking him down and ripping his heart
	     out and all sorts of shit. That night we
	     got the call.

			   KUJAN
	     What call?

			   VERBAL
	     Kobayashi told us where we could find
	     Fenster.

76 EXT. BEACH - NIGHT - TWO WEEKS PRIOR			 76
Keaton looks out over the ocean and smokes a cigarette.
			   KEATON
	     What do you want to do with him?

McManus kneels in the sand. Hockney and Verbal stand behind
him, staring at something in front of them.

It is the body of Fred Fenster, literally peppered with
bullet holes. McManus stares at him, fighting any flicker of
emotion.

			   McMAMJS
	     I worked five years with Fenster. More
	     jobs, more money than I can count.

			  KEATON
	     I'm sorry, McManus.

			  McMANUS
	     I want to bury him.

			   KEATON
	     No time.

McManus springs to his feet and points a pistol at Keaton.
Keaton turns to face him and raises his head. McManus might
as well be pointing a feather-duster.

			   McMANUS
	     YOU WILL FIND TIME. You're not the only
	     one with debts, man.



						85.

			  KEATON
	     No shovel.

			  McMANUS
	     WITH OUR HANDS.

77   MT. BEACH						77'

Everyone digs in the sand on the deserted beach with their
hands. They are up to their waists in the hole they have
scooped out. Fenster's body is a few feet away.

			  HOCKNEY
	     This is nuts.

			  McMANUS
	     Dig.

			  HOCKNEY
	     This is fucking dry sand, man. When he
	     rots, the surfers'll smell him from a
	     hundred yards out.

			  McMANUS
	     DIG, YOU FUCKER.

Hockney can see that McManus has truly gone over the edge for
now. Keaton gives him a look that says don't argue.

			  HOCKNEY
	     Keaton, we gotta go. They're gonna find
	     him.

			  KEATON
	     Dig.

			  VERBAL
	     What are we gonna do?

			  HOCKNEY
	     I can run. I got no problem with that.

			  KEATON
	     They don't seem to have a problem with it
	     either.

			  McMANUS
	     Nobody runs.

			  HOCKNEY
	     This ain't my boy we're burying. I don't
	     owe anybody.

	

						86.

			  McMANUS
	     We got a deal here.

			  HOCKNEY
	     Since when?

			   McMANUS
	     Since tonight.				 

			   HOCKNEY
	     Fuck that.

			  McMANIJS
	     It's payback.

			   KEATON
	     IT'S NOT PAYBACK. I don't answer to you.			 
	     It's precaution. You want payback? You
	     want to run? I don't care. I'm going to
	     finish this thing. Not for Fenster, not
	     for anybody else, but
	     for me. This Kobayashi cocksucker isn't
	     going to stand over me.
			(Beat)
	     All of you can go to hell.


Keaton turns and digs furiously with both hands. Hockney
takes a moment and slowly starts to do the same.

The four men dig for Fenster. The first to find some rest.

78 INT. RABIN'S OFFICE - DAY - PRESENT				 78

Verbal smokes with his good hand shaking badly.

			KUJAN
	     And after they killed Fenster nobody
	     would run?


			   VERBAL
	     I wanted to. I thought we could make it.

			KUJAN
	     Why didn't you say anything?

			   VERBAL
	     I tried, believe me, but Keaton wouldn't
	     have it. It was too far-fetched for him.
	     Keaton was a grounded guy. An ex-cop. To
	     a cop, the explanation is never that
	     complicated. It's always simple. There's


						87.
		VERBAL (cont'd)
	     no mystery on the street, no arch-
	     criminal behind it all. If you got a dead
	     guy and you think his brother did it,
	     you're going to find out you're right.
	     Nobody argued with Keaton. They just set
	     their minds on whacking Kobayashi.

79   EXT. PARKING LOT - NIGHT - TWO WEEKS PRIOR		 79

Redfoot's Harley rests on the roof of the Caddy in a mangled
heap. The body of the Caddy is riddled with bullet holes.

Redfoot's dead body has been shoved head-first through a hole
in the windshield up to his waist, recognizable only by the
trademark red boot.


						80
80   INT. OFFICE BUILDING - DAY


Kobayashi walks through the front door of a plush office

tower followed by two bodyguards. He heads toward the
elevator, failing to notice Hockney a few feet away, reading
a newspaper.

We see a wire running from Hockney's ear to his collar.

			  HOCKNEY
	     He's coming up.

						81
81   INT. HALLWAY - FORTIETH FLOOR


Keaton, McManus and Verbal stand by the six elevators on the
fortieth floor. They are all wearing khaki overalls and tool
belts with walkie-talkies. They look like servicemen.


All of the elevators have been propped open and stranded.

McManus moves into one of the elevators. As the doors close	   i
behind him, he scrambles for the ceiling hatch.

						82
82 SCENE DELETED



						88.


						83f
83 SCENE DELETED


						84
84 SCENE DELETED


						85
85 SCENE DELETED


						86
86 INT. HALLWAY


Keaton and Verbal listen for anything on the radio.


						87
87 SCENE DELETED


						88
88 SCENE DELETED


						89.


						89
89    INT. LOBBY


 The elevator opens. Kobayashi and his bodyguards get on the
 elevator.
						90
90    INT. ELEVATOR


 The elevator is empty except for the three men. McManus has
 vanished. Kobayashi presses a button and they are on the way.


 SUDDENLY, the ceiling hatch opens and McManus' arm comes out.

 POP - POP. Two shots from a suppressed pistol and the guards
 drop to the floor, DEAD.
 Kobayashi looks up with surprising calm into McManus' barrel.

			   McManus
		Press forty.

						91
91    INT. HALLWAY - FORTIETH FLOOR


 The elevator opens and Kobayashi is greeted by Keaton and
 Verbal. McManus drops from the ceiling hatch and pushes him

 out.



						90.

Verbal and McManus grab the dead bodies and drag them out of
the elevator. They drag them to the next elevator which has
been forced open, revealing an empty shaft.

		   KEATON
	The answer is no.

		  KOBAYASHI
	Mr. Soze will be most -

		KEATON
	Listen to me, cocksucker. There is no
	Keyser Sate. If you say his name again,
	I'11 kill you right here.

		  KOBAYASHI
	A strange threat. I can only assume
	you're here to kill me anyway. Pity about
	Mr. Redfoot.

		   McMANUS
	Fair trade for Fenster.

The elevator opens and Hockney steps out.

		  KOBAYASHI
	Ahh, Mr. Hockney. Do join us.

		KEATON
	We know you can get to us, and now you
	know we can get to you. I'm offering you
	the chance to call this off.

		  KOBAYASHI
	Mr. So- My employer has made up his mind.
	He does not change it.

		KEATON
	Neither do we.

		McMANUS
	You got Fenster, you may get more, but
	you won't get us all. Not before one of
	us gets to you.

		  KOBAYASHI
	I believe you, Mr. McManus. I quite
	sincerely do. You would not have been
	chosen if you were not so capable, but I
	cannot make this decision. Whatever you
	can threaten me with is... ludicrous in
	comparison to what will be done to me if


						91.


			  McMANUS
	     Just so you know. I'm the guy. I'm the
	     one that's gonna get through to you.

			KOBAYASHI
	     I am sorry, Mr. McManus.
			(To Keaton)
	     f implore you to believe me, Mr. Keaton.
	     Mr. Soze is very real and very			   
	     determined.

			  KEATON
	     We'll see.

McManus holds a pistol to Kobayashi's chin. The lawyer's cool
eyes never falter'.

			  KOBAYASHI
	     Before you do me in, you will let me
	     finish my business with Ms. Finneran
	     first, won't you?

SUDDENLY, Keaton grabs McManus' hand and pulls the gun away
before he can shoot.

			  KEATON
	     What did you say?

			  KOBAYASHI
	     Edie Finneran. She is upstairs in my
	     office for an extradition deposition. I
	     requested she be put on the case
	     personally. She flew out yesterday.

Everyone looks at Keaton.

		  KOBAYASHI (CONT'D)
	     No matter. Kill away, Mr. McManus.

			  KEATON
	     You're lying.

			 KOBAYASHI
	     Am I?
						92
92    INT. HALLWAY - FIFTIETH FLOOR


Everyone follows Kobayashi quietly down a dimly lit, oak-
lined hallway. Verbal holds a small pistol discreetly in the
small of Kobayashi's back.

	

						92.

They come to a glass office foyer. Kobayashi gestures and
everyone looks through the glass into the lobby beyond.

EDIE FINNERAN is talking casually with the receptionist.

93    INT. LOBBY						93
Edie glances toward the men in the hall.
Keaton turns quickly on his heels, facing the others. From
where Edie stands, it looks as though Kobayashi is talking to
a group of harmless maintenance men.

They see A LARGE MAN dressed very much like the two dead
bodies left in the hall downstairs. The man notices Kobayashi
and the others. He stands and stares menacingly.

			 KOBAYASHI
	     Ms. Finneran's escort in Los Angeles.
	     Never leaves her for a moment. I thought
	     you'd like to know she was in good hands.

Keaton's mind races for an alternative. He can find none.
Verbal lowers his gun without being told.
		  KOBAYASHI (CONT'D)
	     Get your rest, Gentlemen. The boat will
	     be ready for you on Friday. If I see you
	     or your friends before then, or fail to
	     check in every half hour with that
	     unpleasant looking man in there, Ms.
	     Finneran will find herself the victim of
	     a gruesome violation before she dies. As
	     will your father, Mr. Hockney. and your
	     Uncle Randall in Arizona, Mr. Kint. I
	     might only castrate Mr. McManus' nephew,
	     David. Do I make myself clear?

All of the men surround Kobayashi, aching to kill him.

			 KOBAYASHI
	     I'11 take care of the dead men
	     downstairs. We'll add them to the cost of
	     Mr. Fenster. Now if you'll excuse me.

Kobayashi walks into the office. Edie turns to greet him.
Keaton slowly turns and watches as they shake hands and talk.
Kobayashi says something they cannot hear and Edie laughs,
her back to the window.

	
						93.
Kobayashi smiles over her shoulder at Keaton.
All the while, the bodyguard watches Keaton. He nods politely
before Keaton and the others leave. Verbal watches for a
moment more and follows.

94    EXT. HILLSIDE ROAD - DAY				94'

Keaton, Verbal, Hockney and McManus sit in a rented sedan
overlooking San Pedro harbor.

Another file from Kobayashi's briefcase is laid out on the
dashboard. This has a map and a good fifty pages of
information in it.

			   KEATON
	     It's a logistical nightmare. Close
	     quarters, no advance layout, ten men,
	     maybe twenty.

			  HOCKNEY
	     Can we stealth these guys?

			   KEATON
	     Doubtful. With all that coke, they'll be
	     ready - which brings me to sunny spot
	     number two. Even if one of us gets
	     through and jacks the boat, we get
	     nothing.

			   McMANUS
	     And if we wait for the money?

			   KEATON
	     Ten more men at least. In my opinion, it
	     can't be done. Anyone who walks into this
	     won't come out alive.

			   McMANUS
	     I'm for waiting for the money.

			  HOCKNEY
	     Me too.

			   VERBAL
	     Did you hear what he just said?

			   HOCKNEY
	     If I'm going in, I want a stake.



						94.

			   McMANUS
		So do I.

 Verbal is shocked by what he is hearing. He looks at Keaton
 as if to ask him for his decision.

 Keaton's cold stare is all the answer Verbal needs. He slumps
 in his seat, resigned to the others.

			   VERBAL
		I just can't believe we're just gonna
		walk into certain death.

 PAUSE
 They all suddenly realize the weight of their situation.
 FINALLY:
			   McMANUS
		News said it's raining in New York.

 No one knows quite how to respond.

95    EXT, PIER - SAN PEDRO - NIGHT					 95

 A large boat, sleek and yacht-like, but without finesse. This
 is a boat for business - heavy and fast. It is moored to the
 pier.

 A large crane hoists a pallet of fuel drums from the dock. It
 swings slowly over the boat. A man on the dock yells in
 Spanish to the crane operator.

96    EXT. BOATHOUSE						96

 Behind an old and weathered boat in dry-dock, Keaton and
 Verbal watch the boat from the shadows.

			   VERBAL
		What-are they speaking?

			   KEATON
		Russian, I think. I don't know.

			   VERBAL
		Hungarian?



						95.

			  KEATON
	     Knock it off.

 DOLLY OVER TO REVEAL:


 McManus climbing up the side of the boathouse.

 CONTINUE PAST HIM TO REVEAL:				r


 A large boat. A very large boat.

97    EXT. BARGE						97

 Hockney maneuvers through a mesh of twisted steel, arriving
 at a vantage point near the stern of the large boat.

 HOCKNEY'S P.O.V.

 A black van pulls up and parks near the crane. Four men in
 suits get out. One remains with the van and the other three
 walk toward the boat.

 On the boat, five men come up from below deck. They are tense
 and cautious around the men in suits. Someone speaks in
 Spanish and someone else in Russian. It takes a moment before
 anyone speaks the same tongue. They settle on French for both
 negotiators.

 Hockney sits in the van. He handles a large shoulder bag		
 stuffed with plastique. He tests a timer on top.

 He picks up a walkie-talkie.

			  HOCKNEY
	     Are we ready, kids?

98    SCENE DELETED						98
99    SCENE DELETED/MOVED TO BOTTOM SCENE 97			99
100   EXT. BOATHOUSE.-- ROOF					100
 McManus is positioning himself on the roof of the boathouse.
 He stops and grabs his radio.

			   McMANUS
	     If I didn't have to stop and answer you,
	     I would be.


						95A.

101 MT. BOATHOUSE						101'

			   KEATON
			(into radio)
	     Everyone shut up. I'm ready. McManus, you
	     better be set up in ten seconds.

			   McMANUS
			 (On radio)
	     I'm there.



						96.

			   KEATON
			 (To Verbal)
		I want you to stay here. Understand?

			   VERBAL				 
		But I'm supposed to -

			   KEATON
		If we don't make it out, I want you to
		take the money and go.

			   VERBAL
			  (Confused)
		Keaton, I can't just -

			   KEATON
		I want you to find Edie. Both of you find
		some place safe. Tell her what happened -
		Everything. She knows people. She'll know
		what to do. If we can't get Kobayashi my
		way, she'll get him her way.

			   VERBAL
		What if I

			   KEATON
		Just do what I tell you.

Keaton turns and takes a few steps. He stops and looks back,
his face marked with guilt and agony.

		KEATON (CONT'D)
		Tell her I... Tell her I tried.

Keaton leaves before Verbal can respond. He walks down a ramp
toward the boat.

He is no more than a few yards out of the shadows before the
first man sees him.

102   EXT. DOCK						102'

One of the men in suits starts to yell to the others. Men
pull out guns and try to look as cool as they can.

Keaton walks right into the face of all of these men,
undaunted. His hands are in his pockets.

Above him, in the darkness, McManus pokes his head out and



						97.

spies Keaton. He pulls his head back and sticks out the
barrel of the rifle.

Keaton comes to a stop about twenty feet from fifteen men all
together.

103  EXT. BOATHOUSE - ROOF					 103'
McMANUS'S P.O.V.
McManus stares through the scope of his rifle at the scene.
The cross-hairs breeze past Keaton and find a target. A man
in a suit.

			   McMANUS
		Pow.

He moves to another and then another, picking up speed and
mock-shooting the men. He is steady and quick. It is clear he
could take all fifteen in a few seconds.

		McMANUS (CONT'D)
		Pow-pow-pow-pow-pow-pow . Oswald was a
		fag.

104  EXT. DOCK						104'


The men shout questions at Keaton in a number of languages.
105  EXT. BARGE						105'
HOCKNEY'S P.O.V.
A few men standing on the dock near the stern of the large
boat, move towards the commotion.

Hockney bails out and runs quickly and quietly through the
shadows, bringing the bomb with him.

106  EXT. BOATHOUSE''						106'

Verbal remains in the darkness, looking frightened.
107  INT. BOATHOUSE - ROOF					 107a
McManus still wanders with his scope.
			   McMANUS
		Old McDonald had a farm, ee-aye, ee-aye,
		oh. And on this farm he shot some guys.
		Ba-da-bip, ba-da-bing, bang-boom.


						98.

108  EXT. DOCK						108'

Finally two men walk right towards Keaton. The rest train
guns on him. They reach for his arms, pointing their guns
right at him.

At the far end of the dock, Hockney throws his bomb onto the
stern of the large boat.

IT EXPLODES
The men surrounding Keaton, are distracted.
Keaton pulls a pistol out of each pocket and shoots the two
men closest to him.

109  EXT. BOATHOUSE - ROOF					 109'

			  McMANUS
	     ELVIS HAS LEFT THE BUILDING.

He fires as fast as he can.

110  EXT. PIER						110

The men from the boat and the men in suits try to peg Keaton,
but McManus' sniping has them running.

111  INT. CRANE						111

The crane operator opens the door to bails out, leaving the
crane in motion.,,

112  EXT. BOATHOUSE - ROOF					 112'

McManus runs across the roof of the boathouse and jumps down
to the pier. He arrives at a thick mooring cable and climbs
across to the boat.					   i

MEANWHILE ON THE DOCK:

Keaton climbs up onto a small lifeboat hanging from the side
of the larger boat. From this he climbs aboard the large
boat.



						99.
113   EXT. DOCK						113f
 Hockney is firing in all directions.
 SUDDENLY, he realizes no one is left on the dock.

 PAUSE

 FINALLY, he turns and runs back for the van parked on the
 pier above. He finds a ramp leading from the dock to the
 pier.

 At the van, he finds the one man who has stayed behind to
 protect it.

 The man hears Hockney coming and raises his gun. Hockney runs	 i
 straight at him, screaming frantically.			   i

			   HOCKNEY
			(In Spanish)
	     <<DON'T SHOOT, DON'T SHOOT. LET'S GET THE		 
	     FUCK OUT OF HERE. EVERYONE IS DEAD.>>

 BOOM						i

 He shoots the man point blank in the face and runs over his
 body as it falls.

 He gets to the back door of the van and yanks it open.

 The inside is stacked with large wooden crates.

114   INT. VAN						114

 Hockney, suddenly oblivious to the sound of gunfire, opens
 one of the crates and looks inside.

 IT IS FILLED WITH MONEY. Cash and negotiable bonds of all
 kinds.

 He smiles.
 BOOM
 BLOOD sprays all over the money. Hockney looks at it,
 puzzled.

 Hockney raises a blood-soaked hand from his belly.
 He turns and stares in horror.



						99A.

BOOM - Another shot takes off the top of his head.

115  EXT. PIER						115

McManus runs like a wild man across the deck, heading for the
hatch .

He shoots in all directions as though he has eyes in the back
of his head. He sees Keaton climbing onto the deck of the
boat.

				   YELLOW 06/11/34


						100.

116  EXT. WAREHOUSE						116

Verbal is wrestling with what to do. He finally makes a break
for the other side of the boathouse.

117  EXT. BOAT DECK						117'
The crane continues to swing.
A single bullet hits one of the barrels on the suspended
pellet.

Gasoline pours out through the bullet-hole.
118  SCENE DELETED			'		118f
119  EXT. BOAT						119
Keaton finds the hatch and goes below, shooting a man on his
way up the stairs. McManus jumps on board and runs down
behind him.

120  EXT'. PIER						120'

Verbal arrives at the top of the ramp leading from the dock
to the pier.						
He ducks down behind a guardrail beside the ramp.
He turns and sees Hockney's dead body next to the van.
He looks around frantically, frozen in terror.
It is quiet, except for the sounds of screaming, far off in
the bowels of the boat and the hum of the crane.

121  INT. RABIN'S OFFICE - DAY - PRESENT				 121

			   KUJAN
	     Why didn't you run?



						101.


			   VERBAL
	     I froze up. I thought about Fenster and
	     how he looked when we buried him, then I
	     thought about Keaton. It looked like he
	     might pull it off.

A KNOCK ON THE DOOR.

Rabin steps in and motions for Kujan to come outside.


						122'
122  INT.HALLWAY


Rabin and Jack Baer are in the hall. Rabin hands Kujan a
thick manila folder. Kujan thumbs through it.

			BAER
	     A boy came across a body on the beach
	     this morning. Thrown clear when the boat
	     burned. Shot once in the head. Two guys
	     from the F.B.I. just identified him.		 

			   KUJAN
	     And ?

			   RABIN
	     His name was Arturo Marquez. A petty
	     smuggler out of Argentina. He was
	     arrested in New York last year for
	     trafficking. He escaped to California and
	     got picked up in Long Beach. They were
	     setting up his extradition when he
	     escaped again. Get this - Edie Finneran
	     was called in to advise the proceedings.

			   KUJAN
	     Kobayashi.

Bear nods.

			RAB IN
	     I called New York County and they fared
	     me a copy of Marquez's testimony. He was
	     a rat.

Kujan pulls out page after page from the file.

			   KUJAN
	     A big fucking rat.



						102.

			   RABIN 
	     Arturo was strongly opposed 'to going back
	     to prison. So much so that he informed on
	     close to fifty guys. Guess who he names
	     for a finale?

Kujan finds one sheet and notices a paragraph is highlighted.

			   KUJAN
	     Keyser Soze

			   BAER
	     There's more.

123 INT. RABIN'S OFFICE - MOMENTS LATER			 123
Kujan walks in and sits down in front of Verbal. He smiles.
			   KUJAN
	     I'11 tell you what I know. Stop me when
	     it sounds familiar.

Verbal is confused.

			   KUJAN
	     There was no dope on that boat.

124  INT. BOAT - NIGHT - ONE WEEK PRIOR			 124

Keaton is weaving through tight, low-ceiling corridors,
looking in every cabin, working his way towards the bottom of
the boat.

ELSEWHERE IN THE BOAT, McManus is tearing though the
corridors, seemingly less interested in securing the cargo as
he is in killing everyone on board.

He screams like a lunatic, shooting everything in his path,
killing some men with his bare hands, shooting others,
stabbing others still with a knife he has brought along.

						125
125  INT. CORRIDOR


JAIME, one of the men from the boat, is half-pushing, half-
helping a thin and sweaty looking MAN IN A CHECKERED BATHROBE
towards a cabin at the end of the hall.

The man in the robe is trembling. He seems stricken with
fear.



						103.

		 MAN IN ROBE
	     He's here. I saw him on deck.

Jaime pushes him inside the cabin and shuts the door.

A stereo playing softly in the room mixes with the man's
panicked breathing.

The man in the robe screams through the closed door, his
voice echoing off of the metal bulkheads.

			MAN IN ROBE
			  (CONT'D)
	     I'M TELLING YOU IT'S KEYSER SOZE.

Jaime stands outside the door of the cabin and turns to face
down the hall. Off in some other part of the boat, he can
hear McManus wailing like a banshee and the ever-less
frequent sound of gunshots.

126   INT. HOLD						126

Keaton has come to the four-foot-high door to the hold. The
door is open slightly. Keaton finds this strange. He pushes
the door open and steps inside. The hold is empty.

He hears a noise behind him. He wheels around to fire. He
sees McManus in the door. His face is covered with blood.

			  McMANUS
	     Did you hear what I heard?

			  KEATON
	     What happened to you?

			  McMANUS
	     Keyser Soze is on the boat.

			  KEATON
	     What?

			  McMANUS
	     I heard somebody screaming his nuts off.
	     He said Keyser Soze was on the boat.

			  KEATON
	     Are you alright?

McManus rubs some of the blood off with his sleeve.

	

						104.

			  McMANUS
	     Huh? Oh, It's not mine.

			   KEATON
	     There's no coke.

McManus looks around the hold as though he'll see four and a
half tons of dope in some corner where Keaton might have
missed it.

The two men look at one another. There is a long, pregnant
silence.

			   McMANUS
	     Let's get the fuck out of here.

			   KEATON
	     Right behind you.

127   INT. CORRIDOR						127

Keaton and McManus step out of the hold, walking slowly and
cautiously back from where they came. They hear the sounds of
footsteps running on the deck above and the occasional
hollered sentence in Spanish.

			   KEATON
	     Where's Hockney?

			   McMANUS
	     I don't think he made it to the boat.

They come to a corner. They can go left or right.

			   KEATON
	     I can't remember which way.

			  McMANUS
	     Right -

BOOM - BOOM

Gunshots fill the hallway from behind them. They do not stop
to turn around. Keaton goes left, McManus goes right. They
run in opposite directions with the sound of gunfire right
behind them.

128 INT. HALLWAY - CABIN					  128
Jaime squints and cocks his head.



						105.

 SOMEONE IS COMING. He raises a pistol and crouches by the
 door.

129   INT. CABIN						129

 The man in the bathrobe sits on the foot of the bed watching
 the door. He hears the sounds of fighting somewhere not too
 far away.

 He crawls over the bed and squeezes between it and the
 bulkhead. Only the top of his head is visible. He starts to
 cry.

 BOOM - BOOM - Two shots just outside in the hall.

 SUDDENLY, the door bursts open. Jaime collapses in a heap on
 the floor, a bullet hole in his eye.

 A FIGURE LOOMS IN THE DOOR

 The man in the bathrobe looks up at the figure. We cannot see
 him.

			MAN IN ROBE
	     I told them nothing.

 BOOM


 The man in the robe falls dead.
130   EXT. DECK - MOMENTS LATER				  130
 The boat is quiet now. Keaton walks out onto the deck.
 He looks out over the pier and sees Verbal standing in the
 middle of the carnage, frozen. Their eyes meet. Keaton waves
 at him as if to shoe him away.

131   EXT. PIER - TOP OF RAMP				131

 Verbal hesitates and finally moves towards the van with the
 money. He looks back over his shoulder and sees Keaton.
 Keaton sees him looking and waves again, hurrying him along.

 Verbal turns away and focuses on the van.


						132
132   EXT. DECK


 Keaton hears a noise behind him. He swings around and points
 his gun at McManus again. He puts the gun down.


						106.

 McManus smiles. He walks slowly across the deck towards
 Keaton. Something is not right about him.

			   McMANUS
		Strangest thing...

 He slumps to the deck. Keaton rushes over to him. He kneels
 down and sees a pipe sticking out of the back of McManus's
 neck.

133   EXT. PIER						133'

 Verbal approaches the van, stepping over Hockney's body. He
 closes the back doors of the van.	   ,

 He looks to his left at the huge loading crane. He glances
 upward along the giant' arm as it swings steadily on.

 Somewhere, off in the distance, the sound of SIRENS can be
 heard.

134   EXT. DECK						134

 Keaton kneels by McManus, trembling with rage. After a moment
 he stands, looking down at McManus' dead body.

135   EXT. PIER						135

 SUDDENLY, Verbal realizes something. He turns and goes to
 call out a warning to Keaton. He is too late.

136   EXT. DECK						136
 Keaton never sees the crane coming.
 WHAM

 The pellet of barrels hits him square in the back and sends
 him flying into the wheel house of the boat.

 Keaton is still for a moment. Finally, he tries to get up,
 but finds he cannot move his legs.

137   EXT. PIER						137

 Verbal runs down the ramp as fast as he can. He comes to a
 rope ladder hanging down the side of the boat.		  

 SUDDENLY, he stops dead in his tracks, looking up at the
 boat.



						106A.

>From where he stands, he can just make out the figure of a
TAU, THIN MAN walking along the edge of the deck. He moves
quietly and calmly in the shadows towards the crane, looking
out of place in his expensive suit.



						107.

Something about this man terrifies him.
138  SCENE DELETED						  138
139  INT. RABIN'S OFFICE - DAY - PRESENT		.	  139
			   KUJAN
	     And that's when you say in your statement
	     that you saw...

Kujan picks up his copy of Verbal's statement to the D.A.

		 KUJAN (CONT'D)
	     A man in a suit with a slim build. Tall.

			  VERBAL
	     Wait a minute.

			   KUJAN
		   (Looking at watch)
	     I don't have a minute. Are you saying it
	     was Keyser Soze? You told the D.A. you
	     didn't know who it was.

Verbal is drowning in Kujan's interrogation. He looks dazed.


			   VERBAL
	     I - there had to be dope there.



						108.

		KUJAN
	Don't shine me, Verbal. No more stalling.
	You know what I'm getting at.

		   VERBAL
	I don't.

		KUJAN
	YES YOU DO. YOU KNOW WHAT I'M GETTING AT.
	THE TRUTH. TRY TO TELL ME YOU DIDN'T
	KNOW. TRY TO TELL ME YOU SAW SOMEONE KILL
	KEATON .

For the first time, Verbal stands and tries to move away from
Kujan, but Kujan stays in his face, backing him into a
corner. Verbal shields himself with his hands and shuts his

eyes.

			 KUJAN (CONT'D)
	TRY TO REEF LYING TO ME NOW. I KNOW
	EVERYTHING .

		VERBAL
	I don't know what you're talking about.

		KUJAN
	YOU KNOW. YOU'VE KNOWN THIS WHOLE FUCKING
	TIME. GIVE IT TO ME.

Verbal looks into Kujan's eyes with genuine terror. Kujan's
face is red, his body trembles. His locomotive breathing is
the only sound in the room.

		VERBAL
	I don't understand what you're saying. I
	saw Keaton get shot, I swear to you.

		KUJAN
	Then why didn't you help him?

		VERBAL
	I WAS AFRAID, OKAY? Somehow, I was sure
	it was Keyser Soze at that point. I
	couldn't bring myself to raise my gun to
	him.

		KUJAN
	But Keaton...

		VERBAL
	It was Keyser Soze, Agent Kujan. I mean
	the Devil himself. How do you shoot the
	Devil in the back?

						109.
Verbal holds up a shaking, twisted hand.
		   VERBAL (CONT'D)
	     What if you miss?

140  EXT. BARGE - NIGHT - ONE WEEK PRIOR			 140

Verbal is hiding in the tangle of girders and cables on the
barge.

VERBAL'S P.O.V.


Keaton's body is completely obscured.
The man in a suit strides across the deck over to Keaton,
stopping to relieve himself on a small fire on the deck.
He walks up and stands over Keaton. The two men exchange
words and the man in the suit pulls out a pistol. He points
it at Keaton.

RED AND BLUE LIGHTS FLASH BEHIND VERBAL

Verbal turns. He can just make out police cars coming in the
distance.

BANG

Verbal hears a shot from the deck of the boat. He turns in
time to see the man in the suit running across the deck
toward the gangway.

Verbal can barely see the man from where he is now. The man
in the suit is covered by shadows and the poor angle from the
barge. Verbal strains to see but he cannot.

The man in the suit stops long enough to pull out a lighter.
He turns and walks back across the deck and out of sight.
A moment later flames leap up from on the deck.
The mesh of steel and rubber leaves a dark and open cocoon at
its base.

MOVE INTO THE DARKNESS.

Sirens are close now. Almost here. The sound of fire raging
out of control.

SIRENS BLARING. TIRES SQUEALING. CAR DOORS OPENING. FEET
POUNDING THE PAVEMENT.

						109A.
MOVE FURTHER, SLOWER, INTO THE DARKNESS.
Voices yelling. New light flickering in the surrounding
darkness.

						110.
141 INT. RABIN'S OFFICE - DAY - PRESENT			 141
			   KUJAN
	     Arturo Marquez. Ever hear of him?

			  VERBAL
	     Wha- No.

			   KUJAN
	     He was a stool pigeon for the Justice
	     Department. He swore out a statement to
	     Federal Marshals that he had seen and
	     could positively identify one Keyser Soze
	     and had intimate knowledge of his
	     business, including, but not exclusive
	     to, drug trafficking and murder.

			  VERBAL
	     I never heard of him.

			   KUJAN
	     His own people were selling him to a gang
	     of Hungarians. Most likely the same
	     Hungarians that Sate all but wiped out
	     back in Turkey. The money wasn't there
	     for dope. The Hungarians were going to
	     buy the one guy that could finger Soze
	     for them.

			   VERBAL
	     I said I never heard of him.


			   KUJAN
	     But Keaton had. Edie Finneran was his
	     extradition advisor. She knew who he was
	     and what he knew.

			  VERBAL
	     I don't

			   KUJAN
	     There were no drugs on that boat. It was
	     a hit. A suicide mission to whack out the
	     one man that could finger Keyser Soze so
	     Sate had a few thieves put to it. Men he
	     knew he could march into certain death.

			   VERBAL
	     But how - wait. You're saying SOZE sent
	     us to kill someone?



						111.

		KUJAN
	I'm saying Keaton did.

Verbal cannot grasp this. He squints, trying to understand.

			 KUJAN (CONT'D)
	Verbal, he left you behind for a reason.
	If you all knew Soze could find you
	anywhere, why was he ready to send you
	off with the money when he could have
	used you to take the boat?

		   VERBAL
	He wanted me to live.

		KUJAN
	Why did he want you to live? A one-time
	dirty cop without a loyalty in the world
	finds it in his heart to save a worthless
	rat-cripple? No, sir. Why'

		   VERBAL
	Edie.

		KUJAN
	I don't buy that reform story for a
	minute. And even if I did, I certainly
	don't believe he would send you to
	protect her. So why?

		   VERBAL
	Because he was my friend.

		KUJAN
	No, Verbal. You weren't friends. Keaton
	didn't have friends. He saved you because
	he wanted it that way. It was his will.

Verbal grinds to a mental halt, trying to grasp the
implication .

SUDDENLY:

		   VERBAL
	No...

		KUJAN
	Keaton was Keyser Soze

		   VERBAL
	NO.

						112.

		KUJAN
	The kind of guy who could wrangle the
	wills of men like Hockney and McManus.
	The kind of man who could engineer a
	police line-up from all his years of
	contacts in N.Y.P.D.

Verbal stands on wobbly legs, shaking with anger.

		   VERBAL
	NO, NO, NO, NO, NO.

		KUJAN
	THE KIND OF MAN THAT COULD HAVE KILLED
	EDIE FINNERAN.

A strange look crosses Verbal's face. Shock perhaps, or
revelation.

			 KUJAN (CONT'D)
	They found her yesterday in a hotel in
	Pennsylvania. Shot twice in the head.

It starts to sink in with Verbal. His eyes swell.

		   VERBAL
	Edie...

		KUJAN
	He used all of you to get him on that
	boat. He couldn't get on alone and he had
	to pull the trigger himself to make sure
	he got his man. The one man that could
	identify him.

		   VERBAL
	This is all bullshit.

		KUJAN
	He left you to stay behind and tell us he
	was dead. You saw him die, right? Or did
	you? You had to hide when the first
	police cars showed up. You heard the
	shot, just before the fire but you didn't
	see him die.

		VERBAL
	I knew him. He would never -

		KUJAN
	He programmed you to tell us just what he
	wanted you to. Customs has been


						113.
		KUJAN (cont'd)
	investigating him for years. He knew we
	were close. You said it yourself. Where
	is the political pressure coming from?
	Why are you being protected? It's Keaton
	making sure you tell us what you're
	supposed to. Immunity is your reward.


		VERBAL
	BUT WHY ME? WHY NOT HOCKNEY OR FENSTER OR
	McMANUS? I'm a cripple. I'm stupid. Why
	me?

Verbal hears the weight of his words and falls back in his
chair, Kujan looks at him with some pity,; but he is too far

in to stop.

		KUJAN
	Because you're a cripple, Verbal. Because
	you're stupid. Because you were weaker
	than them. Because you couldn't see far
	enough into him to know the truth.

Verbal is crying now. He shakes his head, eyes closed.

		KUJAN (CONT'D)
	If he's dead, Verbal - if what you say is
	true, then it won't matter. It was his
	idea to hit the Taxi Service in New York,
	wasn't it? Tell me the truth.

		VERBAL
		  (Sobbing)
	It was all Keaton. We followed him from
	the beginning.

Kujan smiles with triumphant satisfaction.

		VERBAL (CONT'D)
	I didn't know. I saw him die. I believe
	he's dead. Christ

		KUJAN
	Why lie about everything else, then?

		VERBAL
	You know what it's like, Agent Kujan, to
	know you'll never be good? Not good like
	you. You got good all fucked around. I
	mean a stand up guy. I grew up knowing I
	was never going to be good at anything
	'cause I was a cripple. Shit, I wasn't



						114.
			 VERBAL (cont'd)

	even a good thief. But I thought the one
	thing I could be good at was a keeping my
	mouth shut - keeping the code. I didn't
	want to tell you for my dignity, that's
	all, and you robbed me, Agent Kujan. You
	robbed me.

Kujan pulls the microphone out from under his tie and puts it 
on the desk. Verbal actually manages to snort a laugh, but
only briefly, overcome by an apparent wave of nausea.

		KUJAN
	You're not safe on your own.

		   VERBAL
	You think he's..?

		KUJAN
	Is he Keyser Soze I don't know, Verbal.
	It seems to me that Keyser Sate is a
	shield. Like you said, a spook story, but
	I know Keaton - and someone out there is
	pulling strings for you. Stay here and
	let us protect you.

		VERBAL
	I'm not bait. No way. I post today.

		KUJAN
	You posted twenty minutes ago. Captain
	Leo wants you out of here a.s.a.p.,
	unless you turn state's.

		VERBAL
	I'11 take my chances, thank you. It's
	tougher to buy the cheapest bag-man than
	it is to buy a cop.

		KUJAN
	Where are you going to go, Verbal? You
	gonna run? Turn states evidence. You
	might never see trial. If somebody wants
	to get you, you know They'll get you out
	there.

		VERBAL
	Maybe so, but I'm no rat, Agent Kujan.
	You tricked me, that's all. I won't keep
	my mouth shut 'cause I'm scared. I'11
	keep it shut 'cause I let Keaton down by
	getting caught - Edie Finneran too. And
	if they kill me, it's

						115.
		VERBAL (cont'd)
	     because They'll hear I dropped dime.
	     They'll probably hear it from you.

Verbal stands, mustering his shattered dignity and walks
towards the door. Rabin opens it for him from outside.

For once Kujan cannot bring himself to look at Verbal.
Verbal turns to the door, stopping to look Rabin in the eye.
		   VERBAL (CONT'D)
	     Fuckin' cops.

He steps out of the room and into the hall. Rabin follows
him.

142  INT. HOSPITAL - DAY					  142

Daniel Metzheiser comes out of Arkosh Kovash's room with a
single sheet of 15x20 inch paper in his hand. He inspects the
sketch with great interest. He folds the edges of the paper
back to make it smaller.

143  INT. HOSPITAL RECEPTION ROOM			 143

Metzheiser walks behind the reception desk without asking the
nurse for permission and helps himself to the fax machine.

144  INT. DEPOT - LATER					   144

Verbal is downstairs in the depot of the police station
picking up his personal belongings.

A FAT, WHITE-HAIRED COP is checking off the items as he takes
them out of the tray in which they are kept.

			 COP
	     One watch: gold. One cigarette lighter:
	     gold. One wallet: brown. One pack of
	     cigarettes.

Verbal collects his personal items and shuffles on his lame
leg toward the exit.

145 INT. DISPATCHER'S OFFICE				145

Jack Baer stands by a fax machine. A green light comes on
next to a digital display.

The display reads: RECEIVING

						116.
146   INT. RABIN'S OFFICE				 146
Kujan stares solemnly at the bulletin board, drinking from
Rabin's coffee cup. Rabin sits at the desk, sifting through
the mound of gapers as though considering organizing them
once and for all.

			   RAB IN
	     You still don't know shit.

			   KUJAN
	     I know what I wanted to know about
	     Keaton.

			   RAB IN
	     Which is shit.

			   KUJAN
	     No matter. He'll have to know how close
	     we came.

			   RAB IN
	     Keyser Sate or not, if Keaton's alive
	     he'll never come up again.

			   KUJAN
	     I'11 find him.

			   RAB IN
	     Waste of time.

			   KUJAN
			(To himself)
	     A rumor is not a rumor that doesn't die.

			   RAB IN
	     What?

			   KUJAN
	     Nothing. Something I - forget it.

Kujan shakes his head. He gestures to the desk.

		KUJAN (CONT'D)
	     Man, you're a fucking slob.

Rabin regards the mess of his office.

			   RAB IN
	     Yeah. It's got it's own system though. It
	     all makes sense when you look at it
	     right. You just have to step back from



						117.
		 RABIN (cont'd)
	     it, you know? You should see my garage,
	     now that's a horror show...

Kujan is not listening. He has been staring at the bulletin
board, lost in thought, his unfocused eyes drifting across
the mess of papers, not looking at anything at all.

147  EXT. STREET						147

Verbal steps out into the sunlight, putting on a pair of
cheap sunglasses. He looks up and down the crowded street.
People on their way to and from lunch, no doubt.

Cars choke the street in front of the police department as
they wait for pedestrians to clear the way.

148  INT. DISPATCHER'S OFFICE				- 148

A single sheet of paper comes out of the fax machine, face
down.

149  INT. RABIN'S OFFICE					   149

Kujan still stares at the bulletin board.

SUDDENLY, Kujan's face changes. He leans in closer to the
bulletin board and squints his eyes. His face changes again.

First a look of puzzlement, then confusion - finally
realization.

The coffee cup tumbles from his hand. It hits the floor with
the SMASH of cheap porcelain. Coffee splatters everywhere.

Rabin snaps out of his droning and looks up in surprise.

KUJAN'S P.O.V.

Kujan is staring not at what is on the bulletin board, but at
the bulletin board itself.

His eyes follow the aluminum frame, mounted firmly to the
wall. One might note it's sturdy construction and it's
convenient size. Big enough to hold a lifetime of forgotten
and disregarded notes and facts. Years of police trivia that
has been hung and forgotten with the intention of finding a
use for it all someday. One might want such a bulletin board
for one's self. One would look to see who makes such a
bulletin board.
Kujan's eyes are locked on a metal plate bearing the
manufacturer's name.

						118.
 It reads: QUARTET - SKOKIE, ILLINOIS
 Kujan's eyes flash all' over the bulletin board. He finds a
 picture of Rabin in the far corner. He stands beside a scale
 in fishing gear. He proudly holds a hand out to his freshly
 caught marlin. His eyes skim quickly over and stop on an
 eight and a half by eleven inch fax sheet of what must be a
 THREE HUNDRED POUND BLACK MAN. Kujan glazes over his name, it
 is irrelevant. His aliases stand out.

 Slavin, BRICKS, Shank, REDFOOT, Thee, Rooster...

 KUJAN'S EYES WIDEN with sudden realization. He runs for the
 door.

 His foot crushes the broken pieces of Rabin's coffee cup. The
 cup that hovered over Verbal's head for two hours.

 Kujan is in too much of a hurry to notice the two words
 printed on the jagged piece that had been the bottom of the
 cheap mug.

		  KOBAYASHI PORCELAIN.

150   EXT. HALLWAY						150

 Kujan is sprinting wildly down the hall for the stairs.

151   EXT. STREET						151

 Verbal looks behind him and sees ANOTHER COP standing just
 inside the doorway, lighting a cigarette. The cop notices
 Verbal and watches him in the way that cops look at people
 they cannot place in the category of idiot citizen, or stupid
 criminal.

 Verbal smiles politely, meekly at the cop and walks down the
 steps into the moving throng.

152   INT. DEPOT						152

 Kujan runs up to the desk where Verbal had only moments
 before picked up his belongings. Rabin is right behind him, a
 look of absolute confusion on his face.

			KUJAN
	     WHERE IS HE? DID YOU SEE HIM?			   t

			 COP
	     The Cripple? He went that way.



						118A.

The cog gestures towards the door.

Kujan runs outside looking around frantically.

153 SCENE DELETED						153'



						119.


154  EXT. SIDEWALK						154

Verbal limps his way carefully across the sidewalk, avoiding
people as best as he can.

He looks over his shoulder, getting farther away from the
police station. He can see Rabin and the cop on the steps,
looking around with strange, lost expressions on their faces.

He does not notice the car creeping along the curb beside
him.

155  INT. CAR						155
DRIVER'S P.O.V.
The driver's hands tap the wheel patiently. His eyes follow
Verbal as he fumbles through the crowd.

156  EXT. SIDEWALK						156

Kujan pushes and shoves, looking this way and that.
157  EXT. STREET						157
LOW ANGLE on the feet of dozens of people.
Verbal's feet emerge from the crowd on the far side. They
hobble along the curb.

SUDDENLY, the right foot seems to relax a little, the inward
angle straightens itself out in a few paces and the limp
ceases as though the leg has grown another inch.

CRANE UP VERBAL'S BODY

Verbal's hands are rummaging around in his pockets. The good
left hand comes up with a pack of cigarettes, the bad right
hand comes up with a lighter. The right hand flexes with all


						120.

I-
	of the grace and coordination of a sculptor's, flicking the
	clasp on the antique lighter with the thumb, striking the
	flint with the index finger. It is a fluid motion, somewhat
	showy.

	Verbal lights a cigarette and smiles to himself. He turns and
	sees the car running alongside.

158   INT. DISPATCHER'S OFFICE				   158


	Jack Beer pulls the sheet out of the fax machine and turns it
	over, revealing the composite sketch of Keyser SOZE.

	Though crude and distorted, one cannot help but notice how
	much it leaks like VERBAL KINT.

159   EXT. STREET						159
	The car stops. The driver gets out.
	IT IS KOBAYASHI, or the man we have come to know as such. He
	smiles to Verbal. Verbal steps off of the curb, returning the
	smile as he opens the passenger door and gets in.

	The man called Kobayashi gets in the driver's seat and pulls
	away .
	A moment later, Agent David Kujan of U.S. Customs wanders
	into the frame, looking around much in the way a child would
	when lost at the circus. He takes no notice of the car
	pulling out into traffic, blending in with the rest of the
	cars filled with people on their way back to work.

	BLACK

 
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