T H E   B R I D G E S   O F   M A D I S O N   C O U N T Y

	screenplay adaption by
	Richard LaGravenese
	MARCH 24, 1994, FIRST DRAFT

	--------------------------------------------------------------

	Our story begins in 1965, on a hot afternoon in August.



	FADE IN



	EXT. IOWA LANDSCAPE  - DAY



	Rolling green hills, lush farmland, vast open space. Not a

	house or sign of life in sight. On a long dusty road, a TRUCK

	is driving across the screen. Clouds of dirt follow in its

	tracks -- its motor, the only sound we hear.



	INT. TRUCK - DAY



	FRANCESCA JOHNSON is sitting in the front seat of the pick-up

	truck. Her expression is distant. Her eyes are sad, as if

	hiding a burden she can hardly bear. Her husband, RICHARD

	JOHNSON, is driving.



			    RICHARD

		You feeling better Franny?



			    FRANCESCA

		Yes. I'm fine. It's just this heat I

		think.



	He nods, satisfied. He turns on the radio as the VOICE OF

	DINAH WASHINGTON sings a bluesy, haunting love song, "I'LL

	CLOSE MY EYES."



			    DINAH WASHINGTON

			(SINGS)

		"I'LL CLOSE MY EYES... TO EVERYONE

		BUT YOU... AND WHEN I DO... I'LL SEE

		YOU STANDING THERE..."

			(CONTINUES)



			    RICHARD

			(surprised)

		What station is this?



			    FRANCESCA

		It's a Chicago station. I found it

		the other day.



			    RICHARD

		Kinda pretty. Is this uh... jazz

		kinda singing?



			    FRANCESCA

			(nicely)

		I don't know. Can we turn it off? I

		have such a headache.



			    RICHARD

		Sure.



	Richard shuts it off. Francesca turns her face away from him

	to look out at the vast expanse out of the countryside.



	EXT. JOHNSON HOUSE - DAY



	The truck stops in front of an isolated FARM HOUSE. A wooden

	gate stands twenty yards from the front door. A barn and a

	hot house sits on either side, surrounded by acres and acres

	of beautiful pasture.



	CAROLYN JOHNSON, a sixteen-year-old girl, steps out from the

	vegetable garden with an arm full of vegetable. She watches

	her parents exit the truck.



	Francesca carries her groceries, walking briskly through the

	front gate and entering the house.



	Richard grabs a bag of feed from the flatbed and strolls more

	leisurely. When he walks through the front gate, he notices

	something on the ground and picks it up. It is a BUTTON with

	RED NATURAL surrounding it. As if it had been torn from a

	piece of clothing. His daughter approaches him.



			    RICHARD

		Your mother isn't feel well. I want

		you to help her out tonight with

		dinner.

			(she nods)

		Tell Michael to put this feed away.



	He puts the feed bag down. She exits. He enters the house.



	INT. FRONT HALL - DAY



	Richard enters the front hall opposite the stairs to the

	second floor. To his left is the living room. To his right,

	through an archway is the kitchen. He moves towards the stair

	when he suddenly hears the kitchen radio turned on and "I'LL

	CLOSE MY EYES" continues. It puzzles him. He looks to the

	kitchen. Francesca is obviously there but we can't see her.

	He is about to call to her when his son, Michael, yells:



			    MICHAEL (O.S.)

		Dad! You bought the wrong feed!



			    RICHARD

			(irritated)

		What?!



	He exits through the house to the back door.



	INT. KITCHEN - LATER



	The family-- Francesca, Richard, Carolyn and their seventeen-

	year-old son MICHAEL -- are eating supper. No one speaks.



			    FRANCESCA

		So what are you going to do with the

		prize money?



			    CAROLYN

		I don't know. I might save up for one

		of those hi-fi stereo players like

		Peggy has.



	Francesca nods. Silence again. She asks her son:



			    FRANCESCA

		Are you seeing Betty tonight?



			    MICHAEL

			(eating)

		Nah.



	Silence. She is used to her son's one syllable answers.



			    RICHARD

		Oh! Frannie, is this yours?



	He places the button with red material on the table. Hiding

	her surprise, Francesca takes the button.



			    FRANCESCA

		You found it! I got my dress caught

		on that damn gate. You must have eyes

		like a hawk.



			    FRANCESCA (cont'd)

		You must all be tired. You got home

		so early. What time did you leave

		Illinos this morning?



			    RICHARD

		'Bout 4:30.



			    FRANCESCA

		Well you should all go to bed early.

		I'll do the cleaning up.



	This last remark she addresses to her daughter. Everyone

	returns to their silent eating.



	INT. JOHNSON HOUSE - NIGHT



	The house is asleep and dark except for a bright light coming

	from the kitchen. Carolyn quietly exits her bedroom in her

	nightclothes. She was awakened by noises coming from the

	kitchen downstairs.



	INT. KITCHEN -



	She enters to find the lights are on. An empty cake pan and

	a half-used bowl of frosting sitting unwashed in the sink.

	She hears the motor of the truck being turned on. She moves

	to the front hall and looks out through the door to see:



	The truck driving away. She calls out:



			    CAROLYN

		Mom!



	But she gets no response. She stands there wondering where

	her mother could possibly being going this time of night, as

	we -



							DISSOLVE TO:



	THIRTY YEARS LATER - SAME LOCATION



	Carolyn, thirty years older, stands in the same doorway of

	the same house thinking back to that evening her mother acted

	so strangely.



	A LAWYER is unpacking a briefcase in the living room off the

	front entrance.



	Carolyn sees a car with Florida plates driving up to the

	house. She smiles.



	EXT. JOHNSON HOUSE - DAY



	Carolyn steps out of the doorway and heads for the car, out

	of which exit her brother Michael and his country girl wife

	BETTY, a stout buxom chatterbox. Both boast Florida tans and

	fashion styles.



			    MICHAEL

			(to Carolyn)

		Explain to me again why we didn't do

		this in Des Moines in an air

		conditioned office?



			    CAROLYN

		Mom's orders.



			    MICHAEL

		Lawyer here?



			    CAROLYN

			(nods)

		I have some sandwich fixings if

		you're hungry.



			    BETTY

			(proudly)

		No, we just had lunch at the hotel

		with my brother and his new wife. She

		told me all the dirt. I forgot how

		interesting things can get around

		here. It was so good to see them. The

		last time we visited they were in

		Europe. He is doing so well. He

		ordered champagne. For lunch! I

		nearly died.



			    MICHAEL

		I nearly died when we split the bill.



			    BETTY

		Michael doesn't understand. People

		who make the kind of money my brother

		makes don't carry money on them. They

		keep it all in various accounts.



			    MICHAEL

		Then we should have had lunch at the

		bank.



	Carolyn tries not to laugh. Betty shoots him a dirty look,

	then stops to take in the house and its surroundings.



			    BETTY

		Boy. It sure has been a long time.



			    MICHAEL

			(correcting her)

		We were here two Christmases ago.



			    BETTY

		Well, that's a long time.



			    MICHAEL

		It's not that long.



			    BETTY

			(suddenly upset)

		Well, why don't I just say black so

		you can say white!

			(to Carolyn)

		Don't be surprised to find your

		brother hasn't changed an iota. He

		hardly ever talks and when he does

		it's in that tone! You should have

		heard him at lunch -- not two words

		until the bill came and then he says,

		"Worth every penny."



			    MICHAEL

			(defensive)

		SO!



			    BETTY

			(angry)

		You said it in that tone! Like you

		were angry at me, my brother, at

		the world for forcing you to eat a

		nice lunch!



			    MICHAEL

		Oh Jesus.



			    BETTY

			(staring to cry)

		I simply can not stand that tone!



			    CAROLYN

			(sympathetically)

		Come inside. You're just tired from

		the trip.



	She comforts Betty who indulges in the attention.



			    BETTY

		I am so sick and tired of apologizing

		and not knowing what I've done!



			    CAROLYN

		I'm sure you haven't done anything.

		Have some iced tea. How are the kids?



			    MICHAEL

		He dropped them off at Betty's mom.

		Where's Steve?



			    CAROLYN

			(uncomfortably)

		He's not coming.



	Betty suddenly stops crying and abrasively focuses on

	Carolyn's problems.



			    BETTY

		Aw, is he still cheating on you,

		hon?



	Carolyn suddenly hoses sympathy for her.



	INT. LIVING ROOM - DAY



	The lawyer hands Michael a document.



			    LAWYER

		Just sign here as having received the

		contents from the safe deposit box.

			(Michael does)

		And this one, which clears the bank

		of all further responsibility fo0r the

		contents.



	Betty whispers to Carolyn.



			    BETTY

		This is kind of exciting. You think

		we'll find out your mother had

		secret millions lying around?



	Carolyn smiles weakly. Michael hands back the papers.



			    LAWYER

		All right. Why don't we begin.



	He takes out Francesca's Last Will and Testament.



			    LAWYER (cont'd)

		Your mother has been interred at

		Lakeside Funeral Home until

		arrangements can be made.



			    MICHAEL

			(to Carolyn)

		I thought everything WAS arranged.



			    CAROLYN

		Well, there's a problem.



			    MICHAEL

		What problem?



			    LAWYER

		Your mother left explicit

		instructions that she wished to be

		cremated.



			    MICHAEL

		Cremated?!



			    BETTY

		Eeeww!



			    CAROLYN

		I know. I don't understand it either.



			    MICHAEL

		When did she decide this?



			    LAWYER

			(reading will)

		Apparently just before her death.



			    MICHAEL

		Well, that's crazy. I don't know

		anybody who gets cremated.



			    BETTY

		My Jewish friend's grandmother did.



			    MICHAEL

		Well, no one in my family did! Dad

		bought cemetery plots at Oak Ridge.

		One for him, one for mom.



			    LAWYER

		It clearly states in the will --



			    MICHAEL

		I don't care what it says! Maybe Mama

		was delirious, you know. She didn't

		know what she was saying. If she

		wanted to be cremated, why the hell

		did she let dad buy two plots, huh?



			    LAWYER

		Well, she was very specific. She

		wanted her ashes to be thrown over

		Roseman Bridge.



			    MICHAEL

		WHAT!



			    BETTY

		How bizarre!



			    CAROLYN

		Mr. Peterson, are you sure mama wrote

		all this?



			    LAWYER

		Well, it was notarized, and witnessed

		by a Mrs. Lucy Delaney. Maybe you can

		ask her.



			    MICHAEL

		Who the hell is Lucy Delaney?



			    CAROLYN

		I remember a Mrs. Delaney but Mama

		told me years ago she died.



			    MICHAEL

		Well, I don't care if it's legal or

		not, we're not cremating her and

		throwing her all over some bridge

		where we can't even go visit her

		because she's going to be blown all

		over the place like an ashtray.



			    BETTY

		Not to mention people driving over

		her and doggies doing their business --



			    MICHAEL

			(interrupting)

		We're not doing it! I'm not even sure

		it's Christian.



			    BETTY

		Maybe it's an Italian thing. Their

		mother was Italian.



			    MICHAEL

		Doesn't matter. Move on.



	The women dare not object. The lawyer raises his eyebrows

	and continues:



			    LAWYER

		Well, we'll come back to that. Shall

		we open the box?



							JUMP CUT TO:



	MOMENTS LATER



	C.U. SAFETY DEPOSIT BOX



	A key is inserted and the lid is opened. There are many

	papers, deeds, et. Michael begins sorting through these.



	Carolyn notices a manila envelope addressed to her mother,

	postmarked 1965. She opens it up to find TWO LETTERS and A

	PHOTOGRAPH -- FRANCESCA standing NEAR A COVERED BRIDGE, her

	hair wind blown, her expression serene, beautiful and sad.

	She wears a RED DRESS with buttons down the front.



			    CAROLYN

		Michael, look -- I've never seen this

		picture of mama. Have you?



	Betty and Michael look over her shoulder. He shakes "no."



			    CAROLYN (cont'd)

		It was in this envelope from 1965.



			    BETTY

		She's not wearing a bra.

			(takes bridge photo)

		This is Roseman Bridge in case

		anyone's interested.



	Interested yes, but no one thinks anything of it. Michael

	returns to the other papers. Betty takes the photograph for

	further examination. Carolyn opens one of the letters and

	begins to read.



	The following dialogue is heard OS, as CAMERA ANGLES ON

	CAROLYN reading one of the letters:



			    BETTY (O.S.)

		It's a beautiful picture of her.



			    MICHAEL (O.S.)

			(to lawyer)

		Why are there two deeds here?



			    LAYER (O.S.)

		One of for the original parcel your

		father bought and this one is for the

		additional acres he purchased in '59.



			    MICHAEL (O.S.)

		And this?



			    LAWYER (O.S.)

		Those are bills of sale from the

		equipment your mother sold in ..

			(CONTINUES O.S.)



	Throughout their conversation, we focus on Carolyn as she

	reads and her expression sinks into one of shock and

	confusion. She flips to the last page of the letter to read

	who it is from. She can't believe her eyes.



			    BETTY (O.S.)

		What's that?



	Carolyn jumps a little, so engrossed in her discovery. She

	lies.



			    CAROLYN

		Oh, just a old letter from a friend.



			    BETTY

			(laughs)

		No treasure maps, huh?



			    CAROLYN

			(laughs nervously)

		No.



	Betty starts inspecting knit knacks around the house she

	might be able to take. Carolyn looks to Michael.



			    CAROLYN (cont'd)

		Michael.



			    MICHAEL

			(reading documents)

		Yeah.



			    CAROLYN

		Michael.



			    MICHAEL

			(irritated)

		What?!



			    CAROLYN

		Come here a minute.



	Michael crosses impatiently to Carolyn. Carolyn looks around

	to the others, then guides him OS into the kitchen for

	privacy. He protests.



			    MICHAEL

		What? Where are we going?



	They exit. Alone with the impatient lawyer, Betty examines a

	vase as she pumps him for info.



			    BETTY

		Did she say anything in there about

		me? Leaving me anything in particular?



			    LAWYER

		No.



	Betty prattles on as she examines each item, much to the

	lawyer's dismay, hiding her resentment and hurt.



			    BETTY

		I didn't expect so. She never liked

		me. It's okay. I always knew. Thought

		we married too young. Nobody broke

		his arm -- that's what I said but you

		know mothers and their sons. Also,

		she never liked the fact of us moving

		to Florida although what's where the

		opportunities were. Couldn't deny

		that. Suppose we should have visited

		more but you know she hardly ever

		made an effort to come to Tampa. Not

		even to see her grandchildren. She

		was a cold woman. They say Italians

		are hot-blooded but not her. She was

		cool as ice.

			(picks up a

			 candlestick)

		She leaves these to anyone?



	Michael and Carolyn re-enter the living room. Michael's

	expression now matches Carolyn in disbelief.



			    BETTY (cont'd)

		What's going on?



			    MICHAEL

		Um... we were just wondering how it

		might be better if me and Carolyn

		went over the stuff by ourselves. Not

		keep you two waiting around. I'll

		contact your office about the legal

		work.



	Grateful, the lawyer packs up to leave.



			    BETTY

		I don't mind waiting.



			    MICHAEL

		Well, there's a lot of boring stuff to

		do. Lists of people we have to write

		to. Find mama's relatives addresses

		in Italy -- stuff like that.



			    BETTY

		Well, I can help.



			    MICHAEL

		I said NO!



	That came out a bit aggressively. Betty is hurt.



			    MICHAEL (cont'd)

		Why don't you go to your mothers. Or

		back to the hotel. Sit in some air

		conditioning. Take a bath.



			    BETTY

			(near tears)

		I do not need instructions from you

		to bathe!

			(gets her bag)

		I knew you'd do this! I knew I'd come

		all the way here and be shut out as

		usual! I came to be here for you! I

		didn't have to come!

			(genuinely hurt)

		Lord knows I was never much welcome

		in this house before. Apparently dead

		or alive, nothing's changed.



			    CAROLYN

		Aw, Betty.



	Carolyn feels badly for her. An impatient Michael refuses

	sympathy. Embarrassed, Betty starts to exit then stops at

	the mantle.



			    BETTY

		Carolyn -- you want these

		candlesticks?



			    CAROLYN

		No. You can have them.



	Betty grabs them both and exits. Carolyn looks at him

	disapprovingly. Michael takes the letter from her hand.



			    MICHAEL

		Now what's this about?



							CUT TO:



	INT. KITCHEN - LATER



	Sitting at the kitchen table, Carolyn is in the middle of

	reading the letter to Michael.



			    CAROLYN

		"-- going over and over in my mind

		every detail, every moment of our

		time together and I ask myself, "What

		happened to me in Madison County?" I

		struggle to put it together in a way

		that allows me to continue knowing

		we're on separate roads. But then I

		look through the lens of my camera,

		and you're there. I start to write an

		article and I find myself writing it

		to you. It's clear to me now we have

		been moving towards each other,

		towards those four days, all our

		lives --



			    MICHAEL

			(rises)

		Goddamn sonofabitch! I don't want to

		hear anymore! Sonofabitch! Burn the

		damn thing! I don't want to hear it!

		Throw it away!



	Carolyn continues reading silently. Michael's curiosity gets

	the best of him:



			    MICHAEL

		What's he saying now?



			    CAROLYN

		Well, he just gets on about how if

		mama ever needed him, she could find

		him through the National Geographic

		magazine. He as a photographer. He

		promises not to write again. Then all

		it says is...

			(beat)

		I love you... Robert.



			    MICHAEL

		Robert! Jesus! I'll kill him.



			    CAROLYN

		That would be some trick. He's

		already dead. That's what this other

		letter is.

			(takes letter and

			 skims)

		From his attorney. He left most of

		his things to mama and requested...

			(she stops)



			    MICHAEL

		What?



			    CAROLYN

		That he be cremated and his ashes

		thrown on Roseman Bridge.



			    MICHAEL

		DAMN HIM! I knew mama wouldn't have

		thought of that herself. It was some

		damn perverted... photographic mind

		influencing her! When did the bastard

		die?



			    CAROLYN

		'82.



			    MICHAEL

		Wait a minute! That was thirty years

		after daddy. Do you think...?



			    CAROLYN

		I don't know. I'm completely in the

		dark here. That's what I get for

		moving away.



			    MICHAEL

		This happened way before we both got

		married. I... I can't believe it.

			(then, innocently)

		You think she had sex with him?



	Carolyn cannot believe he is this dense.



			    CAROLYN

			(sarcastic)

		My Lord. It must feel real nice

		living inside your head with Peter

		Pan and the Easter Bunny.



			    MICHAEL

		Don't talk to me like that. She was

		my mother for Christsakes. And now I

		find out she was... She was a --!



			    CAROLYN

		Don't say that!



			    MICHAEL

		Well, what am I supposed to think?



			    CAROLYN

		I can't believe she never told me? We

		spoke at least once a week. How could

		she do that?



			    MICHAEL

		How did she meet him? Did Dad know?

		Anything else in that envelope?



			    CAROLYN

		No, I don't think so. I --



	She dumps it over and a SMALL KEY FALLS OUT. Pause, as

	Carolyn and Michael look to each other -- they grab the key

	and run out of the kitchen, almost comically falling over

	each other in their obsession to put this puzzle together.



	A SERIES OF JUMP CUT --



	From one lock to another as they try to find the keyhole that

	fits the key -- they try closets, attic doors, jewelry boxes,

	night tables, vanity drawers... Finally --



	INT. BEDROOM - DAY



	At the foot of their parents bed sits an WALNUT HOPE CHEST,

	covered with a tapestry. Michael and Carolyn look to each

	other first, before one removes the tapestry and the other

	tries the key. It fits. They open the chest to find:



	Camera equipment, a chain with a medallion that reads

	"FRANCESCA," three leather bound notebooks -- and a sealed

	envelope with "Carolyn or Michael" written on it.



			    CAROLYN/MICHAEL

		You read it!



	Carolyn relents. She takes out the lefter and reads:



			    CAROLYN

		"January, 1987. Dear Carolyn. I hope

		you're reading this with Michael. I'm

		sure he wouldn't be able to read it

		by himself and he'll need some help

		understanding all this, especially

		the parts about me having sex..."



	Insulted, Michael pulls the lefter out of her hand and

	defiantly attempts to read it aloud himself to disprove his

	mother's claim. But after looking at a few lines, he

	surrenders and hands the lefter back to his sister.



			    CAROLYN (cont'd)

		"First, and most of all, I love you

		both very much and although I feel

		fine, I thought it was time to put my

		affairs, excuse that word, in order."



			    MICHAEL

		I can't believe she's making jokes.



			    CAROLYN

		Sshhh. "After going through the

		safety deposit box, I'm sure you'll

		find you're way to this letter. It's

		hard to write this to my own

		children. I could let this die with

		the rest of me, I suppose.
			(cont'd)

		But as one gets older, one fears

		subside. What becomes more and more

		important is to be known -- known for

		all that you were during this brief

		stay. Row said it seems to me to leave

		this earth without hose you love the

		most ever really knowing who you

		were. It's easy for a mother to love

		her children no matter what -- it's

		something that just happens. I don't

		know if it's as simple for children.

		You're all so busy being angry at us

		for raising you wrong. But I thought

		it was important to give you that

		chance. To give you the opportunity

		to love me for all that I was..."



	Carolyn and Michael look to each other like two school

	children about to take a difficult exam. They continue.



			    CAROLYN (cont'd)

		"His name was Robert Kincaid. He was

		a photographer and he was here in

		1965 shooting an article for National

		Geographic on the covered bridges of

		Madison County. Remember when we got

		that issue and looked at those

		bridges we'd seen for years but never

		noticed? How we felt like

		celebrities? Remember when we started

		getting the subscription?



	They don't remember.



			    CAROLYN (cont'd)

		I don't want you to be angry with

		him. I hope after you know the whole

		story, you might even think well of

		him. Even grateful.



			    MICHAEL

		Grateful!?



			    CAROLYN

			(reads)

		"... It's all there in the three

		notebooks. Read them in order.

		If you don't want to, I suppose

		that's okay too. But in that case I

		want you to know something -- I never

		stopped loving your father. He was a

		very good man. It's just that my love

		for Robert was different. He brought

		out something in me no one had ever

		brought out before, or since. He made

		me feel like a woman in a way few

		women, maybe more, ever experience..."



			    MICHAEL

		That's it!



	Grabbing the letter, he starts putting everything back in the

	trunk.



			    CAROLYN

		What are you doing?



			    MICHAEL

		This is crazy. She waits till she's

		dead to tell us all this. Well, I got

		news for you. She was my mother.

		That's enough for me. I don't have to

		know who she was.



			    CAROLYN

		Well, I'd like to read them.



			    MICHAEL

		No. We're going to lock this up and --



			    CAROLYN

		STOP IT!

			(Michael freezes)

		I want to read them! If you don't

		want to, then just leave. But don't

		you push me around like I'm some mule

		you paid for -- I already GOT A

		HUSBAND!



	Michael is stymied.



	INT. KITCHEN - LATER



	Carolyn opens the first notebook which is dated AUGUST 1965.

	Michael sits beside her with a cup of coffee.



			    CAROLYN

			(reads)

		"I suppose his coming into my life

		was, in many ways, prepared for

		weeks, maybe even months before.

		There was a restlessness I feeling.

		Out of the blue and for no apparent

		reason. There's nothing more

		frightening to a woman whose been

		settled down for almost twenty years

		than to suddenly feel unsettled. I

		don't know when it started ... I do

		remember one night in particular, a

		little over a week before Robert

		arrived..."



	CAROLYN'S VOICE BECOMES FRANCESCA'S VOICE AS WE:



							DISSOLVE TO:



	1965



	INT. JOHNSON'S BEDROOM - NIGHT



	Richard is fast asleep while Francesca sits up in bed reading.



			    FRANCESCA (V.O.)

		"It was late at night after a long

		day. Your father was tired -- fighting

		all afternoon with that new

		equipment Robert Harrison convinced

		him to buy. But I wasn't tired.

		Lately, I could hardly sleep more

		than two hours a night. I was reading

		some John O'Hara novel, skimming the

		words, turning the pages without

		absorbing what I was reading. My mind

		was far away. And no matter how I

		tried, I couldn't call it back."



	Francesca closes the book and turns off the light. She

	nestles into the bed and tries to sleep. After a beat, she

	opens her eyes and turns on the light. As she gets out of bed

	she awakens Richard.



			    RICHARD

		What time is it?



			    FRANCESCA

		Later. Go back to sleep.



			    RICHARD

		Where you going?



			    FRANCESCA

		I'm not tired. I thought I might

		finish Carolyn's skirt.



			    RICHARD

		Now?!

			(checks clock)

		It's after eleven.



			    FRANCESCA

		I can't sleep.



			    RICHARD

		Again? Maybe you should see a doctor.



			    FRANCESCA

		I'm not sick, Richard. I'm just not

		tired, now go back to sleep before

		you're up for the whole night too!



	Francesca exits. Richard nestles under the covers, mumbling:



			    RICHARD

		If you're not sick, how can it be

		contagious?



	INT. ATTIC - NIGHT



	Francesca sits at her sewing machine, working on Carolyn's

	skirt. When the thread runs out, she checks her sewing box

	for another spool of that color. Not finding it, she raises

	and walks to an opened closet. She pulls on a light cord and

	checks her supplies.



	There are shelves of boxes, crates, old clothes and shoes all

	crammed together. She pulls out one shoe box and an entire

	stack of items tumble off the shelf onto her head.



			    FRANCESCA

		Damn it! Shit!



	She looks at the mess and decides it's time to re-organize.



	LATER:



	The clock reads 2:30 AM. The closet has been emptied.

	Francesca rummages through box after box.



	Two huge piles have been created -- one for items to be thrown

	away, another for items to be kept. Francesca is wiping the

	bare shelves down with a rag and some cleanser. Looking up to

	the bottom of the next shelf, she notices A SHOULDER STRAP

	hanging, wedged between the wall and the shelf. Pulling over

	a stool, she steps up to be eye level with the shelf.



	It is an OLD HANDBAG -- of a style not seen since the forties

	when she was a young girl. She pulls it down to examine. It

	is very dusty and worn, but the snaps still work. She places

	it against her side to see if it would still be fashionable.

	She opens it and finds an old lipstick -- reading the bottom

	where the name of the shade is located.



			    FRANCESCA (cont'd)

		Ha, they don't even made this color

		anymore.



	She exits the closet and moves to an old mirror, trying the

	lipstick on. As she decides whether or not she likes it, a

	thought occurs to her... she remembers something.



	She crosses back to the handbag and feels the inside for a

	compartment hidden by a flap of material and a snap. She

	unsnaps it and an old BACK & WHITE PHOTO slips out. She

	looks at its image -- two young people against an Italian

	background. Francesca is twenty years younger with her arms

	around a handsome, black-haired charmer named --



			    FRANCESCA (V.O.)

		"Niccolo. I couldn't remember the

		last time I had seen that face. And

		then the memories wouldn't stop.

		Like an avalanche..."



							CUT TO:



	FLASHBACK -



	EXT. NAPLES COUNTRYSIDE, 20 YEARS EARLIER - DAY



	A hot, breezy summer day. A young vibrant Francesca is

	storming through an open field, angry, while Niccolo calls

	after her in pursuit.



	The following scene is played in Italian with subtitles.



			    NICCOLO

		Francesca! Francesca! Where the hell

		are you going?



			    FRANCESCA

		Leave me alone!



			    NICCOLO

		You play these games and I'm supposed

		to follow -- run after you like a

		schoolboy. Well, I'm not! I'm fed up!



	Niccolo stops. Several yards ahead of him, Francesca stops

	and turns. Suddenly, she storms back towards him until they

	are face to face.



			    FRANCESCA

		So that's it! You just give up!



			    NICCOLO

		What "give up"? You agreed with them!

		Mommy and Daddy said stay away from

		me and you said all right. What am I

		supposed to do?



			    FRANCESCA

		Fight for me!



	Niccolo grabs her violently.



			    NICCOLO

		ENOUGH! You don't know what you want!

		Stop looking for me to tell you! STOP

		IT!



	Francesca knows he's right. He releases her.



			    NICCOLO (cont'd)

		We can go back now and end it or we

		can go back and you tell them off.

		This is your choice! Not mine. But I

		won't do this anymore. This is for

		children!



	Frustrated and sad, Francesca sits upon the ground. Niccolo

	knows she cannot face her parents yet he looks sympathetic.



	EXT. JOHNSON HOUSE - DAWN 1965



	Francesca sits on the back porch in her bathrobe, looking out

	over the pasture as if she were watching the previous scene

	happen right before her eyes.



	In the pasture stands NICCOLO as he was twenty years ago.

	Memories have overlapped. A field in Naples is now a pasture

	in Iowa and Niccolo is as real to her as the grass. He is

	staring at her seated on the porch of her Iowa home, a woman

	twenty yards older than when he knew her. He smiles.



			    FRANCESCA (V.O.)

		"I had forgotten this. I had somehow

		remembered it being more his fault,

		his decision. Then I remembered we

		made love in that field before we

		left for home. And I remembered it

		was my idea. I remembered tearing

		his shirt and biting his body, hoping

		he would kidnap me. I had forgotten

		that too. And I wondered, as I sat

		there... how many other things I'd

		forgotten."



			    RICHARD (O.S.)

		Frannie.



	Startled, Francesca turns as if she were caught in the act.

	Richard is fully dressed, prepared to start the day.

	Francesca turns back to the pasture -- Niccolo is gone.



							CUT TO:



	INT. JOHNSON HOUSE - EVENING



	It is a week later. Francesca is making dinner. A COUNTRY

	STATION is tuned in on the radio.



			    FRANCESCA (V.O.)

		"The following week was the Illinos

		State Fair. The two of you were going

		with dad to exhibit Carolyn's prize

		steer. It was the Sunday night you

		left. I know it sounds awful but I

		couldn't wait for you all to leave.

		You were going to be gone until

		Friday. Four days...

			(beat)

		Just four days..."



	Francesca's expression looks as if she needs a break from her

	family for more like four years.



			    FRANCESCA (cont'd)

		Michael! Carolyn! Richard! Dinner!



	She sets down a bowl of potatoes, a plate of sausages, coffee

	and corn as one by one her family enters and sits down.



	Michael enters through a screen door from the back, letting

	the DOOR SLAM SHUT.



			    FRANCESCA

		Michael, what did I tell you about

		that door?



	Richard enters after Michael, letting the door SLAM THE same

	way. Francesca is about to say something, but gives up.



	Everyone begins eating -- in complete silence.



	When Michel can't open the ketchup bottle, Francesca grabs

	it, palms the top skillfully and twists it off. She hands it

	back to Michael who makes no comment.



	When Richard scans the table for something that obviously

	isn't there, Francesca is up out of her seat before he can

	ask, at the fridge, grabbing the sour cream, closing the

	fridge and back at the table with incredible swiftness.



	When Michel moves his big arm to reach for the salt, he

	knows over his cup and saucer, which Francesca catches with

	both hands before they hit the floor. Her reflexes are like

	a trained athlete.



	Finally, Francesca is able to sit and sip her coffee. She

	watches her teenage daughter fill her plate with a blank

	expression that lets nothing slip through -- no indication of

	all the tempests of emotions that go through a teenage girl.



			    FRANCESCA

		You excited about going, Carolyn?



	Without looking up, Carolyn fakes a smile. Looking at her,

	Francesca remembers Carolyn as a three-year-old girl:



	FLASHBACK.



	In the same kitchen, THREE-YEAR-OLD CAROLYN runs around her

	mother's feet completely naked, squealing with delight as

	Francesca flicks her water from the tap.



	FLASHBACK ENDS.



	Francesca watches as Carolyn eats in silence, distant, locked

	in her own secret teenage thoughts and dreams.



	Francesca then looks to her son, shoveling food into his

	mouth at an alarming rate. She attempts a conversation.



			    FRANCESCA (cont'd)

		How was your date last night?



			    MICHAEL

			(w/o looking at her)

		Okay.



			    FRANCESCA

		What's her name?



			    MICHAEL

		Betty.



			    FRANCESCA

		What's she like?



			    MICHAEL

		Okay.



	Silence. Frustrated, Francesca has a fantasy -



	FANTASY:



	Francesca picks up a blunt butter knife, rises out of her seat,

	grabs her son and shoves the knife at his throat:



			    FRANCESCA

		Do you like her?



	Michael finally reacts with more than one word -- frightened

	for his life.



			    MICHAEL

		Uh... Yeah. Yeah. She's real nice.



			    FRANCESCA

		Well, what's nice about her? Tell us!



			    MICHAEL

		Well, she's... she's real pretty and

		... and she's got a cute shape...

		she's a good sport, ya know, for

		laughs and

			(desperate)

		... she loves fried chicken wings and

		beer.



			    FRANCESCA

		Isn't that nice? You should bring her

		home to meet us!



	FANTASY ENDS.



	Francesca looks at Michael in disgust.



			    RICHARD

		We better get moving.

			(to Francesca)

		You sure you don't want to come?



	Francesca looks at Richard with complete conviction.



			    FRANCESCA

		I'm positive.



			    RICHARD

		I'm going to miss you.



			    FRANCESCA

		It's only four days.



	He gives her a sweet peck on the lips. Francesca smiles,

	anxious for them all to leave.



	INT. JOHNSON HOUSE - LATER THAT NIGHT



	Alone, dressed in her bathrobe, Francesca checks the front

	door. She crosses to the living. Noticing two throw pillows

	on the floor, she arranged them neatly on the couch. She sits

	herself in an easy chair then flicks on a reading lamp and

	opens her book. After five seconds, she closes the book. She

	crosses to the TV and turns it on, then turns it off before

	the picture tuned in.



	She turns and leans on the TV, flicking the ON/OFF switch on

	and off as her mind wanders. She gets an idea. She crosses to

	the hi-fi and looks through several albums she got from her

	Columbia Record Club. But nothing inspires her and she

	quickly loses the desire for music. She's antsy. She has this

	time alone and she doesn't know how to spend it.



	She walks through the dining room, passing a china closet

	filled with fancy dishes and glasses. She stops. Shoved in

	the corner behind is an old, un-opened bottle of BRANDY. She

	removes up, setting atop the dining table to open it.



	But when she catches a reflection of herself in the window

	opposite her, she stops. She sees a lonely, frustrated woman

	in a tattered bathrobe anxious to open a bottle of liquor.

	Deflated, she returns the brandy to the cupboard and exits.



	EXT. BACK PORCH - NIGHT



	Francesca sits on the porch with a book in her lap, gazing

	out over the pasture. It's a hot night. She opens the top of

	her rope a bit. Feeling the air against her skin, she decides

	to open it a bit more. She gets an idea.



	Standing, she looks to see if anyone is around -- though

	rationally she knows there isn't a soul for miles. She turns

	off the porch light. With a brave and daring impulse, she

	sheds her bathrobe and stand naked under the night sky. The

	air feels good against her body. She opens her arms up

	against the night sky and moon like an Indian priestess.



	Suddenly, she starts hitting her body as mosquitoes begin

	attacking her bare torso. Thwarted, she quickly covers

	herself with a robe and runs into the house.



							CUT TO:



	INT. KITCHEN - MORNING



	Francesca trudges into the kitchen. As if on automatic, she

	takes the coffee pot and fills it with water. She gets the

	coffee and begins spooning it out. She stops. She gets the

	idea of taking herself out for breakfast and dumps the coffee

	pot out.



							CUT TO:



	EXT. MAIN STREET; WINTERSET - MORNING



	A one street town. On either side are rows of storefronts, an

	old coffee shop/diner, a bank, a medical center, a newspaper

	building, a courthouse and a movie theater showing CAT BALLOU.

	The steeple of the local church is the highest structure,

	towering over the town from the end of Main Street.



	INT. COFFEE SHOP/DINER - MORNING



	Dressed in jeans and a light summer blouse, Francesca sits

	alone -- treating herself to breakfast and the paper. Some of

	the gossip news includes rumors of Frank Sinatra, 49,

	marrying Mia Farrow, 19: Cary Grant 61, marrying DYAN CANNON,

	27. Francesca shakes her head in disbelief at such news.



	She tries to continue reading, but is distracted by the loud

	conversation in the booth beside her:



	TWO MIDDLE-AGED WOMAN and ONE MIDDLE-AGED HUSBAND sit after

	breakfast discussing the local gossip.



			    ELEANOR

		Oh, this heat! Times like this I wish

		we took that offer from your brother

		and moved on up to Michigan.



			    HENRY

		They got heat in Michigan.



			    ELEANOR

		Not this kind of heat.



			    HENRY

		Heat is heat.



			    ELEANOR

		Heat is not heat! There's different

		kinds! And this heat is much hotter

		than what they got in Michigan. You

		go and call your brother and see if

		he don't say the same thing.



			    HENRY

		I'll get right on it.



	Mrs. Delaney, an attractive well-off woman in her forties,

	enters the shop and heads for the counter.



			    GLADYS

			(whispers)

		Mrs. Delaney.

			(Eleanor looks)

		Did you hear the latest?



			    ELEANOR

		No, what?



			    GRADYS

		Apparently, she caught them.

			(Eleanor gasps)

		Ran right into them in Des Moines in

		the middle of her shopping.



			    ELEANOR

		Oh, what a horror. Poor woman. That

		Redfield girl's got no business

		showing her face in daylight.



			    GRADYS

		I don't know how that tramp stands

		living here. No one can bear even

		speaking to her. She has no friends.



			    HENRY

		Well, nobody put a gun to his head.



			    ELEANOR

		Oh, shut up! It's the woman who's in

		control of these situations. Men

		don't know which end is up till a

		woman points.



	Mrs. Delaney acts as if nothing is wrong. Yet, she knows

	everyone knows and everyone knows she knows they know, yet no

	one says a word. She sits at the counter.



			    MRS. DELANEY

		Just coffee, please.



	Francesca hears the gossip continue in hushed tones:



			    GLADYS

		See. Money don't buy happiness. I

		must say, she's taking it well.



			    ELEANOR

		I'd kill him. Him and that Redfield

		woman. Together. First one then the

		other. And then I'd laugh.



			    GLADYS

		I'd laugh first then I'd kill them.

		Make sure they heard me laughing.



	Eleanor nods. Not being able to stand it, Francesca rises.

	She must pass them on the way to the counter, in order to

	pay. Eleanor immediately stops her.



			    ELEANOR

		Francesca! So, everybody got off okay

		last night?



			    FRANCESCA

		Yes, thanks.



			    GLADYS

		What you going to do all alone for

		four days -- a woman of leisure?



			    FRANCESCA

		Oh, you know there's always something

		to be done. Have a good day. Henry.



	Henry nods back. As she exits, they whisper.



			    ELEANOR

		She's changed.



			    GLADYS

		Oh, yes.



			    ELEANOR

		She used to be so friendly.



			    HENRY

		Maybe she's going through "the

		changes."



	Eleanor hits him in the chest.



			    ELEANOR

		What do you know about "the changes"?



			    HENRY

		Well, I didn't know they was a secret

		club.



			    ELEANOR

		Don't talk about what you don't know.

		Besides, she's too young for "the

		changes."



			    GLADYS

		My niece had "the changes" when she

		was thirty-one.



			    ELEANOR

		No. What a tragedy. What happened?



			    GLADYS

			(wisely)

		She changed.



	At the counter, Francesca pays up. She looks to Mrs. Delaney

	and tries to smile, but Mrs. Delaney works hard at not making

	eye contact with anyone. Suddenly, she rises telling the

	waitress:



			    MRS. DELANEY

		Excuse me for a moment, I left

		something in the car.



	She exits quickly. Francesca pays up as the waitress adds:



			    WAITRESS

		Poor woman.



	EXT. COFFEE SHOP/DINER - MORNING



	Francesca exits and heads for her truck. As she crosses from

	one corner to another, she notices down the side street --



	Mrs. Delaney sitting alone in her own car, sobbing. Unable to

	bear the humiliation, she stole herself away to cry.



	Francesca wants to help but feels useless. She quickly heads

	for her truck.



							CUT TO:



	EXT. JOHNSON HOUSE - DAY



	Francesca sits on the front porch with some iced tea, trying

	to cool herself off. It is a scorcher. She is barefoot, her

	blouse hanging out of her jeans, her hair fastened up by a

	tortoise shell comb.



	Camera begins a slow move into close-up, as she sips her tea

	and lets her mind wander. WE INTERCUT HER FANTASIES WITH HER

	ON THE PORCH:



	FANTASY: Back in town, Francesca slides into Mrs. Delaney's

	car. She embraces the woman who cries into her arms.



	-- Francesca on the porch.



	FANTASY: Mrs. Delaney's car is surrounded by townpeople

	 staring into it. Francesca hugs Mrs. Delaney closer to her in

	 defiance.



	-- Francesca on the porch.



	FANTASY: Mrs. Delaney's car drives up to a train station. She

	and Francesca exit with suitcases. They are surrounded by

	news reporters as they make their way to the train.



			    REPORTER

		Mrs. Johnson! Mrs. Johnson! Is it

		true Cary Grant has proposed to you?



			    FRANCESCA

		Yes. And I've accepted.



			    REPORTER

		What about his engagement to Dyan

		Cannon?



			    FRANCESCA

		I said to him Cary you're being

		ridiculous. You're more than half her

		age. He said no one had ever been

		that honest with him and he falls in

		love with me.



			    REPORTER

		What about your husband?



			    FRANCESCA

		I'm very sad but Richard said that

		since it's Cary Grant, he completely

		understands. I'm also taking Mrs.

		Delaney away from this town. She'll

		be living with Cary and I in Beverly

		Hills.



	She boards the train with Mrs. Delaney.



	END OF FANTASIES.



	Tired of her fantasies, Francesca looks up to the sun to

	clear her mind. It is blinding. When she looks back out onto

	the road, her vision is momentarily blurred. Until, slowly,

	out of the blue, she sees:



	A TRUCK driving toward her house, kicking up dust, like some

	phantom appearing through the etheric plane. Francesca isn't

	even sure it's real. She sips cool drink & blinks to

	regain her vision. The truck slows down and turns into her

	driveway. Francesca watches with suspicious curiosity as:



	The truck stops and ROBERT KINCAID steps out. Flashing his

	blue eyes in her direction, he smiles and says:



			    ROBERT

		Sorry to bother you, but I've got a

		feeling I'm lost.



	Francesca remains guarded.



			    FRANCESCA

		Are you supposed to be in Iowa?



			    ROBERT

			(laughs)

		Yeah.



			    FRANCESCA:

		Well, you're not that lost.



	He laughs. She puts down her tea and crosses to him.



			    ROBERT

		I'm looking for a covered bridge out

		this way... uh... wait a minute --



	He looks through a small notepad for the name. Francesca

	finds herself scanning his body.



			    FRANCESCA

		Roseman Bridge?


			    ROBERT

		That's it.



			    FRANCESCA

		Well, you're pretty close. It's only

		about two miles from here.



			    ROBERT

		Oh, terrific. Which way?



	Pause as Robert awaits directions and Francesca scans a sudden

	impulse.



			    FRANCESCA

		Well, I can take you if you want.



	Robert is pleased, but a bit surprised as is Francesca who

	anxiously recants:



			    FRANCESCA (cont'd)

		Or I can tell you. I can take you or

		tell you. It's up to you. I don't

		care. Either way.



	Robert smiles finding her sudden nervousness charming.



			    ROBERT

		Well --



	Suddenly, from the opposite direction of the road, A CHEVY

	barrels by. The driver, FLOYD, toots his horn.



			    FLOYD

		Howdy, Francesca.



			    FRANCESCA

		Hey, Floyd.



	He drives off. Francesca knows they've been seen. Slightly

	annoyed by Iowain neighborliness, she turns to Robert and

	with some defiance says:



			    FRANCESCA (cont'd)

		It'd be better if I show you, I think.



			    ROBERT

		If I'm not taking you away from

		anything.



			    FRANCESCA

		No. I was just going to have some

		iced tea then split the atom, but

		that can wait.

			(he smiles)

		I just have to get my shoes.



	Robert watches her as she turns and heads back to the house.

	He watches her lift her blouse and tuck it into her jeans,

	revealing her shapely hips and buttocks. He turns back to the

	truck and notices the mailbox -- MR & MRS. RICHARD JOHNSON. He

	nods as if he knew all along and begins to make room on the

	front seat for Francesca.



	INT. JOHNSON HOUSE



	Francesca is slipping on her boots when she suddenly stops.

	"What am I doing?", she asks herself silently.



	EXT. JOHNSON DRIVEWAY



	Francesca approaches the truck. On the door, she reads:

	KINCAID PHOTOGRAPHY, BELLINGHAM, WASHINGTON.



	Robert is clearing away paper cups, banana peels, paper bags,

	photography equipment. In the back, Francesca notices a

	cooler and a guitar case.



			    ROBERT

		I wasn't expect company. Let me

		get this out of the way.



	He hauls a case of film from the front to the back. Francesca

	notices his tanned, muscular arm move in one graceful sweep.



			    ROBERT (cont'd)

		Okay. All set.



	Francesca smiles. They both get into the truck.



			    ROBERT (cont'd)

		Now, where are we going?



			    FRANCESCA

		Out, then right.



							CUT TO:



	EXT. MADISON COUNTY ROAD - DAY



	As the truck drives, we see no one else in sight.



	INT. KINCAID'S TRUCK



	They drive in silence. Francesca is enjoying the breeze against

	her face.



			    ROBERT

		Pretty country.



			    FRANCESCA

		Hmm-mmm.



	She looks out at the vast expanse. It depresses her.



			    ROBERT

		There's a wonderful smell about

		Iowa -- very particular to this part

		of the country. Do you know what I

		mean?



			    FRANCESCA

		No.



			    ROBERT

		I can't describe it. I think it's

		from the loam in the soil. This very

		rich, earthy kind of... alive...

		No. No, that's not right. Can you

		smell it?



			    FRANCESCA

			(shakes her head)

		Maybe it's because I live here.



			    ROBERT

		That must be it. It's a great smell.



	Francesca wants to know more about him.



			    FRANCESCA

		Are you from Washington originally?



			    ROBERT

		Uh-huh. Lived there till I was twenty

		or so and then moved to Chicago when

		I got married.



			    FRANCESCA

		Oh. When did you move back?



			    ROBERT

		After the divorce.



			    FRANCESCA

		Oh.



			    ROBERT

		How long you been married?



			    FRANCESCA

		Uh... uh...

			(can't remember)

		Umm... long time.



			    ROBERT

		You don't look like a native, if you

		don't mind my saying so.



			    FRANCESCA

		No, I don't mind. I'm not from here.

		I was born in Italy.



			    ROBERT

		Well, from Italy to Iowa -- that's a

		story!

			(Francesca smiles)

		Whereabouts in Italy?



			    FRANCESCA

		Small town on the Eastern side no

		one's ever heard of called Bari.



			    ROBERT

		Oh yeah, Bari. I've been there.



			    FRANCESCA

			(surprised)

		No, really?



			    ROBERT

		Oh, yeah. Actually, I had an

		assignment in Greece and I had to go

		through Bari to get the boat at

		Brindisi. But it looked so pretty I

		got off and stayed for a few days.

		Breathtaking country.



	Francesca is overcome by the idea of such freedom.



			    FRANCESCA

		You just... got off the train because

		it looked pretty?



			    ROBERT

		Yeah. Excuse me a sec.



	He reaches over with one arm, brushing slightly against her

	thigh. He opens the glove compartment and pulls out a pack of

	Camels and a Zippo lighter.



			    ROBERT

		Like one?



	Francesca, who doesn't usually smoke, accepts.



			    FRANCESCA

		Sure.



	She takes a cigarette out of the pack. Robert drops the pack

	and, with the same hand, flicks open the Zippo and ignites it.

	Francesca leans over. The road is bumpy and a breeze blows

	through both windows.



	She cups her hands around his to shelter the flame. She feels

	his skin for a brief moment.



	She sits back and enjoys the ride and her cigarette as Robert

	lights up. Silence. They drive.



			    ROBERT

		So, how long you've been living here?



			    FRANCESCA

		Long.

			(changes subject)

		You just got off the train and stayed

		without knowing anyone there?



			    ROBERT

			(laughs)

		Yeah.



	EXT. ROSEMAN BRIDGE - DAY



	The truck stops. They exit. Robert takes out some equipment.



			    ROBERT

		This won't take long. I'm shooting

		tomorrow morning. I just need to do

		some prep work.



			    FRANCESCA

		I don't mind waiting.



	He smiles and takes his equipment to the bridge. Francesca

	slowly follows. She watches his body move. Catching herself,

	she stops.



	Robert sets up a tripod in the small ravine beneath the

	bridge, pointing a view finder up as he plans his shots.

	Francesca walks through the bridge, noticing lovers names

	scrawled on the inside: CATHY & BUDDY 4 EVER... ROSIE AND

	HANK TILL THE END OF TIME. Through a crack in one of the

	wooden planks, Francesca watches like a voyeur as Robert

	works. She sees him take out a handkerchief and wipe the sweat

	off his neck, then inside his shirt and around his chest.

	Without knowing where Francesca is, Robert speaks aloud:



			    ROBERT

		Is it always this hot?



	Francesca moves quickly away from the plank, like a Peeping

	Tom who's been caught.



			    FRANCESCA

		This time of year.



			    ROBERT

		Would you do me a favor and go to the

		truck? Inside that leather bag with

		the pockets is a package of lens

		cleaners. Would you grab me one?



	Francesca obliges, grateful for something to occupy her.



	Inside the truck, she scans for the leather bag. She sees it

	next to a duffel bag. The bag' zipper is opened. She

	glimpses inside as Robert's personal things -- clothes, socks,

	underwear, shaving kit. Life magazines from July and August,

	one depicting the death of Aldai Stevenson; the other a cover

	photo of the Watts riots. She grabs the leather bag and

	opens it.



	At the bridge, Francesca looks for Robert in the raving but

	he is gone. She looks through the bridge to the other end

	and sees only the tripod. No Robert. She walks through the

	bridge and out the other end. She finds Robert bent over,

	picking flowers.



			    FRANCESCA

		Oh there you are.



			    ROBERT

		Oh! You caught me.



	He rises with a bouquet of wildflowers for her.



			    ROBERT

		Thanks for your help.



	Francesca smiles, not knowing how to take this.



			    ROBERT

		Men sill give women flowers, don't

		they? I mean, as a sign of

		appreciation? I'm not that out of

		date, am I?



			    FRANCESCA

		No, not at all --

			(suddenly)

		except those are poisonous.



			    ROBERT

		WHAT!



	He flings the flowers down. He wipes his hands furiously.



			    FRANCESCA

		I'm sorry. I was kidding.



	Robert looks at her with a shocked smirk, secretly liking her

	strange behavior.



			    FRANCESCA

		I'm sorry. I don't know what -- I'm

		sorry. Really. They're lovely.



	She begins picking up the flowers.



			    ROBERT

			(smiling)

		Are you by nature a sadistic person?



			    FRANCESCA

		No, I'm not.

			(trying not to laugh)

		I don't know why I said that. I've

		been in a very... strange mood all

		day. I've never done anything like

		that before. It's... I'm just...

			(looking for excuse)

		Well, you know, the whole world is

		just going nuts.



	Robert looks at her like she's nuts. Francesca tries to dig

	herself out of her hole. Robert enjoys offering no help.



			    FRANCESCA

		What with those riots in Los Angeles

		and people burning draft cards and

		... Adlai Stevenson dying last month.



	She rises with the flowers. Robert gives her a friendly pat

	on the arm.



			    ROBERT

		Shouldn't let things get to you so

		much.



	He continues with his work. Francesca expresses relief and

	embarrassment behind his back.



	INT. TRUCK - LATER



	Driving back, Francesca sits with her feet up on the

	dashboard. Robert drives while he fiddles with the radio. All

	he can find are country stations.



			    FRANCESCA

		Looking for something in particular?

		There's not much of a selection.



			    ROBERT

		I found this Chicago station before.

		Wait a minute...

			(he tunes it in)

		Here it is.



	We hear a BLUES SINGER with a sax arrangement.



			    FRANCESCA

		Oh, that's nice.



			    ROBERT

		Want another cigarette?



			    FRANCESCA

		Sure.



	Francesca's having a great time.



	EXT. JOHNSON HOUSE - DAY



	Robert's truck drives down the road and into the driveway.



			    ROBERT

		Well, thank you for all your help,

		Mrs. Johnson.



			    FRANCESCA

		Francesca.



			    ROBERT

		Francesca. Robert.



	Francesca nods, as if to say hello and goodbye in the same

	moment. She gets out of the car, closes the door, then asks:



			    FRANCESCA

		Would you like some iced tea?



	INT. KITCHEN - DAY



	Robert fiddles with the kitchen radio, tuning in to the

	Chicago station. Francesca is making iced tea. Robert sits

	back down at the kitchen table.



			    FRANCESCA

		Lemon?



			    ROBERT

		Sure.



	With her back to him, Robert never takes his eyes off her.

	She turns and crosses to him, with the tea.



			    ROBERT (cont'd)

		Thanks.



	Francesca smiles and sips her own. She watches him gulp down

	the tea so fast, some of it dribbles down the side of his

	face and neck. Francesca finds it sexy. He empties it.



			    FRANCESCA

		Would you like another one?



	Robert nods and he pulls out his cigarettes.



			    ROBERT

		Mind if I smoke?



			    FRANCESCA

			(at the sink)

		Not at all.



	Robert lights up as he watches her fix another iced tea. He

	watches her slip off one boot, then the other -- never missing

	a beat of her preparation. He can't help eyeing her body.

	When she returns, she also has the flowers he picked for her

	arranged in a Casper the Friendly Ghost jelly glass. She

	places them on the table and sits.



			    ROBERT

		Sure you want to keep those in the

		house?



			    FRANCESCA

		I'm so sorry about that. It was

		rude. I think I just got nervous

		for some reason.



			    ROBERT

		I thought it was funny.



	She likes that.



			    FRANCESCA

		Where are you staying while you're

		here?



			    ROBERT

		A little place with cabins. The

		something-Motor Inn. I haven't

		checked in yet.



			    FRANCESCA

		And how long are you here for?



			    ROBERT

		As long as it takes, I might stay a

		week. No more I don't think. Where's

		your family?



			    FRANCESCA

		My husband took the kids to the

		Illinos State Fair. My daughter's

		entering a prize steer.



			    ROBERT

		Oh. How old?



			    FRANCESCA

		About a year and a half.



			    ROBERT

		No, your kids.



			    FRANCESCA

		Oh. Michael's 17 and Carolyn's 16.



			    ROBERT

		Must be nice having kids.



	Francesca looks at him and FANTASIZES SAYING:



	FANTASY:



			    FRANCESCA

		Not any more. It's awful. They're

		awful. I can't stand them.



	END OF FANTASY:



	But in reality, Francesca chooses instead to say:



			    FRANCESCA (cont'd)

		They're not kids anymore. Things

		change.



			    ROBERT

		Everything does. One of the laws of

		nature. People are always so afraid

		of change. But if you look at it like

		it's something you can count on

		happening, it's actually a comfort.

		Not many things you can count on for

		sure.



			    FRANCESCA

		I guess. Except I'm one of the people

		it frightens.



			    ROBERT

		I doubt that.



			    FRANCESCA

		Why?



			    ROBERT

		Italy to Iowa? I'd call that a change.



			    FRANCESCA

			(explaining)

		Richard was in the army. I met him

		while I was living in Naples. I

		didn't know where Iowa was. I only

		cared that it was America. And of

		course, being with Richard.



			    ROBERT

		What's he like?



	As Francesca thinks of an answer, she looks over to the

	entranceway between the kitchen and the front hall and sees:



	FANTASY:



	Richard standing there in his underwear, reaching over his shoulder.



			    RICHARD

		Franny, could you clean out my boil

		again?



	END OF FANTASY:



	Francesca answers Robert, half of her still in fantasy --



			    FRANCESCA

		He's very... clean.



			    ROBERT

		Clean?



			    FRANCESCA

			(catching herself)

		No. I mean yes, he's clean but he's

		also other things. He's a very hard

		worker. Very honest. Very caring.

		Gentle. Good father.



			    ROBERT

		And clean.



			    FRANCESCA

		Yes. Very clean.



	They drink. Francesca thinks she sounds like an idiot.



			    ROBERT

		So you must like Oiwa, I guess.



	Francesca looks at him. She wants to tell the truth, but

	holds back.



			    FRANCESCA

		It's... uh... uh...



	She stops. Robert smiles.



			    ROBERT

		Go ahead. I won't tell anyone.



	Surprised, Francesca looks at him oddly -- as if he already

	knows and is giving her permission.



			    FRANCESCA

		It's...

			(tries again)

		I...

			(finally)

		I hate it!



	She covers her mouth, like a reflex -- worried someone heard.

	Robert just smiles and nods.



	Francesca is so taken by his understanding and acceptance,

	she lets the flood gates open, speaking faster than her mind

	can keep up --



			    FRANCESCA (cont'd)

			(without a pause)

		I hate it! I hate it! I HATE IT! I

		hate the corn and the dust and the

		town and the cows and that SMELL that

		you love! I hate the people.

		Everybody knows everybody's business,

		I mean it's nice now and then,

		they're always there to help out, but

		that's just it, it's like they're

		waiting for something awful to happen

		to help out and when nothing awful is

		happening, then they just sit around

		and talk about what is happening

		which is none of their business. I

		want to kill them sometimes for how

		cruel they can be --



	Camera begins slowly moving out to a wider angle...



			    FRANCESCA (cont'd)

		-- everybody's talking about poor Mrs.

		Delaney whose husband is having an

		affair with that Redfield woman and

		"isn't it a shame," and "isn't it

		awful," and the truth is THEY'RE

		LOVING IT! Poor woman can't even be

		cheated on without the grocery man

		knowing about it -- no one respects

		anyone's privacy. You're not even

		safe in your own home! They think

		they can just walk right into your

		house because they BAKED you

		something. It's like they have a

		secret password and YOU CAN'T KEEP

		THEM OUT! I live in fear of that door

		opening and having a peach cobbler

		shoved at me...

			(CONTINUES MOS IF

			 NEEDED)



	Throughout this rapid fire monologue, camera has moved to a

	wide angle as Robert just sits and listens, letting her get

	it all off her chest. She continues as we:



							DISSOLVE TO:



	INT. LIVING ROOM



	Francesca is lying on the couch as Robert places a cold cloth

	on her head. Her "confession" took a lot out offer.



			    ROBERT

		Feeling better?



			    FRANCESCA

		Much.



			    ROBERT

		Is the dizziness gone?



			    FRANCESCA

		I think so.



	She sits up. She feels exposed. But also, relieved.



			    ROBERT

		I better go. You sure you're all

		right?

			(she nods)

		It's been a pleasure. Sincerely.



			    FRANCESCA

		I feel so embarrassed.



			    ROBERT

		Why? You uncorked a bottle. From what

		I can tell, I got here just in time.

		Any later and you'd have made the

		front page, running down Main Street

		naked, smoking Camels out of your

		butt.



			    FRANCESCA

			(laughs)

		But I... We don't even know each

		other.



			    ROBERT

			(sincerely)

		You have no reason to feel ashamed.

		You haven't said anything you don't

		have a right to. And if anybody tells

		you different -- you just send them to

		me.



	She smiles. He turns to exit.



			    ROBERT (cont'd)

		Better get my stuff.



	Francesca surprises herself. She doesn't want him to go.



			    FRANCESCA

		Would you like to stay for dinner?

			(he turns)

		There aren't many choices in town and

		... anyway, you'd have to eat alone.

		So would I.



			    ROBERT

		That's very nice of you. I don't get

		many dinner invitations on the job.

		It would be a welcome change. Thanks.



							CUT TO:



	INT. BEDROOM - LATER



	Francesca rushes in and starts to disrobe, getting ready to

	shower and change for dinner. She glances out the window and

	sees:



	EXT. JOHNSON HOUSE



	Robert is at the water pump. His shirt is off and he is

	washing himself. (WE INTERCUT THE TWO.)



	Francesca finds herself staring, a bit open mouthed. He has

	a muscular, firm body. She watches how the water cascades

	over his body. How he seems so unashamed, so "in his skin,"

	moving with such strength and grace.



	Robert pauses and looks out over the open pasture. The cold

	water feels good. Since the pump is the back of the house,

	hidden from the road, no one can see him. He decides to take

	off his pants and cool himself further.



	Francesca begins watching this in shock until she has to

	literally pull herself away from the window with such a force

	that she rams herself into a chest of drawers, knocking over

	an array of perfume bottles and a mirror. She deftly catches

	a falling bottle and freezes. Taking a breath, she pulls

	herself together.



			    FRANCESCA

		This is ridiculous. Stupid!



	She replaces the bottle and heads for the bathroom quite

	composed, then, without warning, makes an immediate 180

	degree turn and heads back to the window to sneak a peek.



	Seeing him, she gasps.



			    FRANCESCA (cont'd)

		Oh my God.



	Watching him, she is possessed by some very frightening

	feelings and runs from the window, into the bathroom, closing

	the door behind her.



	EXT. JOHNSON HOUSE - EARLY EVENING



	Francesca is gathering some vegetables for dinner, from her

	garden. Robert is at his truck, in his pants, changing into

	a fresh shirt.



	INT. KITCHEN - LATER



	Francesca is cutting up vegetables. Robert enters with some

	of his gear.



			    ROBERT

		I'm just going to put some of this

		film in your fridge. Heat isn't too

		forgiving out there.



	He does. On the radio, TONY BENNETT sings "WRAP YOUR TROUBLES

	IN DREAMS." Robert approaches Francesca.



			    ROBERT (cont'd)

		Can I help?



			    FRANCESCA

			(surprised)

		Help cook?



			    ROBERT

		Sure. Men cook. We don't all eat

		bananas with our feet, ya know.



			    FRANCESCA

			(laughs)

		Okay.



	They stand side by side. Francesca hands him a stack of

	carrots and a knife.



	MONTAGE:



	Tony Bennett's up-tempo tone plays over a series of images of

	Francesca and Robert talk and prepare dinner.



	-- Four hands side by side, cutting and chopping.

	Occasionally, a hand brushes against another as it reaches

	for something.



	-- Robert's hand gently touching Francesca's waist as he

	reaches around her for an onion.



	-- Robert lighting Francesca a cigarette.



	-- Robert brings in his cooker through the screen door. HE

	MAKES SURE IT DOESN'T SLAM. FRANCESCA MAKES A NOTE OF THIS.



	-- Robert opens the cooler and removes two cold beers, tossing

	one to Francesca.



	-- Francesca opening a new tablecloth and spreading it out on

	the table.



	-- Francesca handing Robert plates from the shelf, their

	fingers only barely touching.



	END OF MONTAGE



	INT. KITCHEN - EVENING



	Robert and Francesca are in the middle of dinner. But instead

	of the usual silence that surrounds Johnson family eating,

	Francesca is mesmerized by Robert as he manages to eat and

	tell a story. The scene begins with a LAUGH FROM FRANCESCA.



			    ROBERT

			(laughs)

		... No, wait, it gets better.



	He stands up and acts it out for her.



			    ROBERT (cont'd)

		You have to get the full picture

		here. I have three cameras around my

		neck, a tripod in one hand and my

		pants down around my ankles. I

		thought this was a private bush. I

		look up and this gorilla, this female

		gorilla, is staring at me with what

		can best be described as the most

		lascivious expression I've ever seen

		on a female with so much body hair.

			(Francesca laughs)

		I freeze. 'Cause that's what they tell

		you to do. In this position. She comes

		towards me and... and she...

			(he stops awkwardly)



			    FRANCESCA

		What?



			    ROBERT

		She starts sniffing me.



			    FRANCESCA

		Oh my God...

			(laughs)

		You're blushing.



			    ROBERT

		It's still a very sensitive memory

		for me.



			    FRANCESCA

		Then what happened?



			    ROBERT

		We got engaged.



			    FRANCESCA

		Oh you!



	She throws a napkin at him.



			    FRANCESCA (cont'd)

		None of this is true!



			    ROBERT

		No, it is. Except for the engagement

		part. She wouldn't have me, although

		I still get a Valentine every year.



	Francesca is laughing so hard she can't breath. Robert loves

	making her laugh.



			    FRANCESCA

		You ought to write these stories

		down.



			    ROBERT

		Nah. I've tried. My writing's too

		technical, I think. Problem of being

		a journalist too long is you stop

		giving yourself permission to invent.

		I better just stick to making pictures.



			    FRANCESCA

		"Making pictures." I like that. You

		really love what you do, don't you?



			    ROBERT

			(nods, smiles shyly)

		I'm kind of obsessed by it, actually.



			    FRANCESCA

		Why, do you think?



			    ROBERT

		I don't know if obsessions have

		reasons. I think that's why they're

		obsessions.



			    FRANCESCA

		You sound like an artist.



			    ROBERT

		No. I wouldn't say that. National

		Geographic isn't exactly the hub of

		artistic inspiration. They like their

		wild life in focus and without any

		personal comment. I don't mind

		really. I'm not artist. I'd faced that

		a long time ago. It's the course of

		being well-adjusted. I'm too normal.



			    FRANCESCA

			(supportively)

		I don't think you're normal.



	He looks at her in surprise. She catches herself again.



			    FRANCESCA

		I didn't mean that the way it sounded.



			    ROBERT

		Well, let's just call it a compliment

		and move on.

			(changes subject)

		Did you love teaching?



			    FRANCESCA (cont'd)

		Sometimes. When there was a particular

		student who made a difference. I know

		they're all supposed to, but it's not

		true. You tend to single out one or

		two you think you can contribute

		something to.



			    ROBERT

		And did you?



			    FRANCESCA

		I'd like to think so. I know one of

		them went on to Medical school.



			    ROBERT

		Why did you stop?



			    FRANCESCA

		My children. And Richard didn't like

		my working.



			    ROBERT

		Do you miss it?



			    FRANCESCA

		I don't know. I've never thought

		about it... what was the most

		exciting place you've ever been to?

		Unless you're tired of talking about

		it.



			    ROBERT

		You're asking a man if he's too tired

		to talk about himself? You don't get

		out much, do you?



	Francesca smiles, a little embarrassed.



			    ROBERT

		I'm sorry. That was...



			    FRANCESCA

			(overlapping)

		No. It's all right. I just meant, it

		might be a little dull for you,

		telling all this to some housewife

		in the middle of nowhere.



			    ROBERT

		This is your home. It's not nowhere.

		And it's not dull.



	Francesca smiles again, this time relieved.



			    ROBERT

		Let's see -- my favorite place...



	Francesca settles in to listen, never taking her eyes off of him.



			    ROBERT (cont'd)

		Well, it's the obvious choice, but I

		think I'd have to say Africa. It's

		another world. Not just the people

		and the cultures but the land, the

		colors you see at dawns and dusks --

		and the life there. It charges every

		molecule of air.



	Francesca is fascinated, being drawn into his imagery.



			    ROBERT (cont'd)

		It's tangible -- the moment to moment

		of life and death, the co-habitation

		of man and beast, of beast and beast,

		who'll survive, who won't -- and

		there's no judgement about it. No

		right or wrong or imposed morality.

		It's just life. It's a voyeurs

		paradise really because those animals

		don't want anybody in their business.

		You can watch but at a distance.

			(excited)

		I remember one time I was on a truck

		headed for the Niger.



	Lights begin to dim as Francesca is so taken in by his story,

	she begins to actually see what he is describing.



			    ROBERT (cont'd)

		We were driving north. The truck was

		old so I guess the sound of the motor

		muffled this kind of rumbling in the

		distance -- until finally, it was upon

		us like, like a hundred thunder claps

		all at once...



	CU on FRANCESCA as WE BLEND THE SOUNDS OF AFRICA and --



							CUT TO:



	EXT. AFRICA - DAY



	Robert and a driver are in a truck driving north. Robert

	turns to look out the window and sees:



	A HERD OF GIRAFFES AND GAZELLES AND WATERBUCKS AND ZEBRA are

	running in the grasslands to the right of the truck. Robert

	excitedly instructs the driver:



			    ROBERT

		Get us closer!!



	The driver veers off towards the stampede as Robert opens his

	door and makes his way to the flatbed part of the truck with

	his camera. The truck takes its position within this

	breathtaking force of wildlife, as giraffes, zebras and

	gazelles surround it -- all going in the same direction.



	Robert stands in the truck, shooting as fast as he can. The

	truck races to keep up with the animals. Robert is so pumped

	he can hardly catch his breath. Suddenly, the force and

	beauty of these creatures causes him to lower his camera. He

	is unable to film it because it overwhelms him. He just

	stands there in awe and lets out a primal scream. The animals

	gradually veer off to where the truck can no longer follow.

	Robert watches them disappear into the distance.



							CUT BACK TO:



	INT. JOHNSON KITCHEN - NIGHT



	Francesca has seen all of this in her mind. Robert smiles at

	her, sensing how in tune with the story she was.



			    FRANCESCA

		My God. How I'd love to see that.



			    ROBERT

		They have safaris for tourists now.

		Maybe you can convince your husband.



	Francesca smiles. There is an awkward pause between them.



			    ROBERT (cont'd)

		It's a beautiful night. Would you

		like to go for a walk?



			    FRANCESCA

		Well, it's kind of buggy out there.



			    ROBERT

			(rises)

		Have no fear. This Shoshone Medicine

		Woman taught me how to make bug

		repellent tea out of tree root.



			    FRANCESCA

		You drink bug repellent?



			    ROBERT

		No, you rub it on you. I have some in

		the truck. Don't go away.



	She shakes her head. He runs out the screen door, not letting

	it slam. Francesca looks like a teenager with first date

	excitement.



	EXT. PASTURE - NIGHT



	Francesca and Robert walk through the pasture. She sniffs her

	arm.



			    FRANCESCA

		Smells like dirt.



			    ROBERT

		You get used to it.



			    FRANCESCA

		When?



			    ROBERT

			(laughs)

		You want to go back in?



			    FRANCESCA

		No. I'm all right. It's working.



	Silence. They walk. It is a beautiful night.



			    ROBERT

		You've got it all right here, you

		know. It's just as beautiful as any

		other place I've seen. God, it

		knocks me out.



			    FRANCESCA

		What?



			    ROBERT

			(indicating the night)

		This "... Of what I call God and

		fools can Nature." Who wrote that?



			    FRANCESCA

		Umm, I don't know. I can look it up.



			    ROBERT

		I'd appreciate it. I like knowing who

		I'm stealing from. If you can't

		create art I think the least you can

		do is recognize it around you, don't

		you think? There is...

			(genuinely affected)

		... so much beauty.



	She watches him with great appreciation. He smiles at her.

	Instead of looking away, their eyes remained locked for a

	moment. There is clearly an attraction. They simultaneously

	look away and continue walking.



	Francesca's heart is beating a mile a minute yet she can't

	deny she is enjoying herself. Walking side by side in

	silence, Francesca turns back occasionally to look at her

	house as they get further away from it. Suddenly, the more

	distant the house becomes, the more frightened she starts to

	feel. Something inside her knows she's going too far with

	this man -- too far from home. Although a part of her wants

	it, she is surprised to find a larger part of her finds

	too unknown. She stops.



			    ROBERT (cont'd)

		What's wrong?



	Francesca looks confused for a moment, not knowing what she

	wants. She can't move. She searches for a way out.



			    FRANCESCA

		Would you like some coffee? Or maybe,

		some brandy?



	Somehow Robert can sense her uneasiness. He obliges.



			    ROBERT

		How about both?



	INT. KITCHEN - NIGHT



	Francesca moves about the kitchen preparing coffee -- dropping

	the coffee pot basket, spilling the grounds. She acts tense.

	Robert sits at the table opening the brandy bottle Francesca

	almost opened the night before, aware of her mood.



	Francesca gets the coffee going then sets the table with cups

	and saucers.



			    ROBERT

		You sure you won't let me help you

		with those dishes?



			    FRANCESCA

			(coldly)

		No. I'll do them later.



			    ROBERT

		Francesca?



			    FRANCESCA

		What?



			    ROBERT

		Are you all right?



			    FRANCESCA

		Yes.



			    ROBERT

		Francesca?



			    FRANCESCA

		What?



			    ROBERT

		We're not doing anything wrong, do

		you.



	Francesca freezes. He has read her mind again.



			    ROBERT (cont'd)

			(smiles)

		Nothing you can't tell your children

		about.



	Once again, he relieves her of fear and anxiety. He hands her

	a glass of brandy...



							CUT TO:



	1995



	INT. KITCHEN - DAY



	Carolyn and Michael have come to the end of a notebook.



			    MICHAEL

		He's getting her drunk. That's what

		happened. Jesus, maybe he forced

		himself. That's why she couldn't tell

		us.



			    CAROLYN

		Oh, he did not. He's such a nice guy.



			    MICHAEL

		Nice? He's trying to sleep with

		somebody's wife.



			    CAROLYN

		I don't think so. Not yet anyway. And

		besides, something like that doesn't

		make you a bad person. He reminds me

		of Steve in a way. Steve's weak,

		immoral and a liar but he's still a

		real nice guy. He just shouldn't be

		married.

			(laughs)

		At least not to me. You getting

		hungry? I'm hungry.



	Michael nods, then speaks with sincere compassion.



			    MICHAEL

		I had no idea it's gotten that bad,

		sis.



			    CAROLYN

		Oh, don't feel sorry for me. Please.

		No one's forcing me to stay.



			    MICHAEL

		Then why do you?



			    CAROLYN

		And do what? Live alone? Go back to

		school? Find someone else? Start a

		magazine for confused woman? ... What

		if I can't do any of those things?



	Michael can't answer her. Carolyn looks through the cabinets.



			    CAROLYN (cont'd)

		There's not much here to make.



			    MICHAEL

		Let's go into town and get a bite.

		We'll take the books with us.



	Carolyn nods. Michael looks for the next notebook, checking

	the dates.



	INT. CAR - EARLY EVENING



	Michael drives as Carolyn opens the next notebook and reads:



			    FRANCESCA (V.O.)

		"We sat sipping brandy. I thought if

		anybody walked through the door now

		there'd be no explaining it. But I

		didn't care. And I loved that I

		didn't care. I almost wanted it to

		happen. Then there'd be no turning

		back. I wanted to be like him. I

		lived this life of his. We talked

		about his wife and I was jealous --

		not of her -- but of his leaving. His

		fearlessness. He knew what he wanted.

		How did he do that.



							CUT BACK TO:



	1965



	INT. LIVING ROOM - NIGHT



	Francesca sips her brandy. Robert sits in the easy chair.



			    FRANCESCA

		Do you mind if I... ask you why you

		got divorced?



			    ROBERT

		Not at all. I wasn't around much...

		So why did I get married? Well, I

		thought it was a good idea at the

		time. Have a home base. Roots. You

		can get lost moving around so much.



			    FRANCESCA

		So what happened?



			    ROBERT

		I never got lost. For some reason,

		I'm more at home everywhere than at

		one place. So I decided I'll think of

		myself as some kind of world citizen.

		I belong everywhere and nowhere. I'm

		kin to everyone, and no one in

		particular. See, once you get into

		the habit of not needing anyone, it's

		kind of hard to break.



			    FRANCESCA

		You must get lonely at times.



			    ROBERT

		Never touch the stuff. I've got

		friends all over the world. Good

		friends I can see when I want, if I

		want.



			    FRANCESCA

		Woman friends, too?



			    ROBERT

		I'm a loner, I'm not a monk.



	Francesca averts her eyes, before continuing her investigation.



			    FRANCESCA

		You really don't need anyone?



			    ROBERT

		No, I think I need everyone! I love

		people. I want to meet them all!

		I just think there are too many out

		there saying "This is mine." or

		"She's mine." Too many lines have

		been drawn. World's breaking apart

		because of man's weakness for some

		testosterone conquests over territory

		and power and people. He wants

		control over what deep down he knows

		he has no control over whatsoever and

		it scares him silly.



			    FRANCESCA

		Why doesn't it scare you?



			    ROBERT

		I embrace Mystery. I don't know

		what's coming. And I don't mind.



			    FRANCESCA

		Do you ever regret it? The divorce,

		I mean.



			    ROBERT

		No.



			    FRANCESCA

		Do you ever regret not having a

		family?



			    ROBERT

		Not everybody's supposed to have a

		family.



			    FRANCESCA

		But -- how can you just live for what

		you want? What about other people?



			    ROBERT

		I told you, I love other people.



			    FRANCESCA

		But no one in particular.



			    ROBERT

		No. But I love them just the same.



			    FRANCESCA

		But it's not the same.



			    ROBERT

		That's not what you're saying. I know

		it's not the same. What you're saying

		is, it's not as good. Or it's not as

		normal or proper.



			    FRANCESCA

		No, I'm just saying --



			    ROBERT

			(interrupting)

		I'm a little sick of this American

		Family Ethic everyone seems to be

		hypnotized by in this country. I

		guess you think I'm just some poor

		displaced soul doomed to roam the

		earth without a self-cleaning oven

		and home movie.



			    FRANCESCA

			(irritated)

		Just because someone chooses to

		settle down and have a family doesn't

		necessarily mean they're hypnotized.

		Just because I've never seen a

		gazelle stampede doesn't mean I'm

		asleep in the world.



			    ROBERT

		Do you want to leave your husband?



	Francesca is completely stunned and thrown off guard.



			    FRANCESCA

		No. Of course not.

			(rising, upset)



	Beat. Awkward silence. Suddenly there is tension between them.



			    ROBERT

		My mistake. I apologize.



			    FRANCESCA

		What made you ask such a question?



			    ROBERT

		I thought that's what we were

		doing -- asking questions.



			    FRANCESCA

			(defensive)

		I thought we were just having a

		conversation. You seem to be reading

		all this meaning into it. Meanings I

		must be too simple to, uh...

		interpret or something.



			    ROBERT

		I already apologized.



	Silence. Robert remains seated. Francesca remains at the sink.



			    ROBERT (cont'd)

		It's getting late.

			(rises)

		Thank you for dinner.



	Pause. Francesca feels badly.



			    FRANCESCA

		Listen, I'm sorry I --



			    ROBERT

		No, no. Forgive me. I made a mistake.

		It was an inappropriate thing to ask.



			    FRANCESCA

			(shrugs it off, then:)

		... I feel like something's been

		spoiled now.



	Robert smiles and crosses to her. He takes her hand into both

	his hands.



			    ROBERT

		It's been a perfect evening. Just the

		way it is. Thank you.



	Francesca smiles. The possibility of a kiss hangs in the air

	between them until Robert turns to get his film out of the

	fridge. As he exits through the screen door, he stops.



			    ROBERT (cont'd)

		One thing though -- don't kid yourself,

		Francesca. You're anything but a

		simple woman.



	He smiles and exits, catching the screen door before it

	slams.



	Francesca doesn't move for a moment, then crosses to the door

	as if to run after him when she is stopped by the PHONE

	RINGING. She picks up.



			    FRANCESCA

		Hello?



			    RICHARD (on phone)

		Franny?



			    FRANCESCA

		Richard, hi.



			    RICHARD (on phone)

		How are you?



			    FRANCESCA

		Fine. Everyone settled in okay?



			    RICHARD (on phone)

		Just fine. We're all in one room.

		Michael's on the couch and

		Carolyn's...

			(continues...)



	She hears Robert's truck door open and close. She hears the

	motor being turned on. She half-listens to Richard.



			    FRANCESCA

		Uh-uh... good... Hmmm...



	She hears the truck driving away as Richard continues:



			    RICHARD (on phone)

		We got our position in the Fair. Not

		bad although I would have liked to be

		third which is not too early and not

		too late. But I told Carolyn not to
		worry...

			(continues, if needed)



							CUT TO:



	INT. FRANCESCA BEDROOM - NIGHT



	Francesca exits her bathroom, in her bathrobe, shutting the

	light. She is brushing her hair and thinking of Robert. She

	sits on the edge of the bed. She sees her reflection in a

	mirror on the closet door.



	She stands and takes her robe off. She steps forward to look

	at her body -- running her hands gently around her curves, her

	neck, down the side of her thighs, her face, her breasts.



	She shuts off the lights and gets into bed under the covers.

	She closes her eyes and tentatively begins to explore her

	body. It is awkward for her but we can see her trying to let

	herself go. Until she opens her eyes in frustration. It's no

	good. She can't do it. She feels ashamed. The shame turns

	into anger.



	INT. LIVING ROOM - NIGHT



	Francesca sits at a writing table with two large books opened

	before her containing literary quotations. She searches for

	the line Robert mentioned in the pasture.



	A note sits before her as well. On it reads: "Robert. Again,

	I'm sorry for last night. Would you like supper again tonight

	after you're finished. I'd like it very much if I were one of

	those good friends you have in the world. Anytime is fine --

	Francesca... P.S. By the way, "Of what I call God and Fools

	call Nature" was..." She writes the name BROWNING.



							CUT TO:



	EXT. ROSEMAN BRIDGE - NIGHT



	Francesca is tacking a note for Robert to the bridge. She

	considers taking it down a moment later, but decides not to.

	She gets back into her truck and drives away.



	WIDE ANGLE OF BRIDGES - DAWN



							DISSOLVE TO:



	The view of the bridge goes in and out of focus until we

	realize we are seeing it through Robert's camera lens.



	Once the focus it sets, Robert notices something is tacked

	onto the bridge. He crosses to it hurriedly -- time for the

	perfect shot is running out -- pulls it down, thumbtack and

	all, and shoves it into his pocket, unread. He returns to

	his camera to take his shots.



							CUT TO:



	INT. JOHNSON BEDROOM - MORNING



	Francesca is making her bed when she hears a truck driving

	down the road. She looks out the window to see:



	Robert's truck. However, it passes right by her house.



	Francesca's spirit sinks. She feels silly, ashamed and

	rejected. She sits on the bed.



	FANTASY:



	Inside the truck, Robert drives by the house and chuckles to

	himself at the foolishness of some boring, frustrated

	housewife. Francesca's note has been crumbled and stuffed

	into a dirty ashtray.



	END OF FANTASY:



	Francesca enters her bathroom, slamming the door behind her.



	INT. KITCHEN - LATER THAT MORNING



	Francesca sits at the kitchen table in her bathrobe with a

	cup of coffee -- a comic portrait of shame and self-pity. Her

	hair is a mess, she hasn't showered or dressed and she stares

	into space while listening to the bluesy Chicago radio

	station.



	The sink is full of dirty dishes she refuses to clean. Beside

	it is an ashtray of butts from the night before. She carries

	it over to the table and begins fingering for a butt to

	smoke in desperation. She lights up and stares into space.



	FANTASY:



	Robert is in Africa talking to TWO ZULU TRIBE MEMBERS. THE

	DIALOGUE IS SUBTITLED IN SWAHILI:



			    ROBERT

			(laughs)

		... and then she tacks this note on

		the bridge asking me to have dinner

		with her again!



	One Zulu turns to the tower and remarks.



			    ZULU

		How pathetic.



	END OF FANTASY:



	Francesca put out her cigarette and suddenly gets an idea.

	She goes to the phone, reads a number off of a slip of paper

	and dials.



			    FRANCESCA (on phone)

		Hello? Is Richard Johnson staying

		there?... No, I don't want to leave

		a message. Maybe you can help me --

		I'm his wife and I live in Winterset
		Iowa -- I wanted to surprise them by

		driving up tonight. What would be the

		fastest route, the Interstate?... Huh-

		huh... Hold it, let me get a pen.



							CUT TO:



	EXT. PAY PHONE, GAS STATION - LATE MORNING



	Francesca's note is opened in Robert's hand. Her phone number

	is written after the "P.S." He stands in the pay phone

	getting a busy signal from Francesca's line. He hangs up.



							CUT TO:



	INT. JOHNSON HOUSE - DAY



	Francesca, dressed and packed, prepares to leave. She checks

	her purse to make sure she's got everything. She grabs her

	bag and exits.



	A few beats later, the phone rings. But she doesn't return.

	It rings again. We hear Francesca's truck door open and

	close. It rings again. We think Francesca is on her way,

	until:



	We suddenly hear her burst into the house and see her leap

	for the phone.



			    FRANCESCA

			Hello?



	INTERCUT --



	INT. SLOW BEND SALOON/RESTAURANT - DAY



	Robert is at another pay phone.



			    ROBERT

			Francesca?



			    FRANCESCA

			(out of breath)

		Yes! Hi.



			    ROBERT

		Am I interrupting anything?



			    FRANCESCA

		No. I was just... No.



			    ROBERT

		I'm sorry I didn't call sooner, but I

		just read your note. I stuffed it

		into my pocket. The light was fading

		and I had to get my shot.



			    FRANCESCA

			(relieved)

		The light was fading. Huh-huh.



			    ROBERT

		I would love to come for dinner.



			    FRANCESCA

			(smiles)

		Wonderful. Uh...



			    ROBERT

		Listen, I have to shoot Cedar Bridge

		until a little after sunset. I want

		a few night shots. Would you like to

		come with me? If you're interested...



			    FRANCESCA

		Oh, sure. Great.



			    ROBERT

		I'll pick you up.



			    FRANCESCA

		No. I'll drive myself. I have a few

		errands. I'll meet you there.



			    ROBERT

		Okay. See you later.



			    FRANCESCA

		Yeah. See you later.


	Francesca is thrilled. Her mind races with a list of things

	she must do before tonight. She opens a cabinet, removes a

	coffee can and empties it of her house money. She quickly

	counts it, then shoves it into her purse.



	EXT. ON THE ROAD - DAY



	Francesca drives past a sign marking Des Moines as the next

	town.



	INT. SLOW BEND SALOON/ RESTAURANT - DAY



	The second of two eating establishments in Winterset. A

	lunch time crowd fills the place. Robert is seated at the

	counter. He can sense their eyes on him, wondering who this

	stranger is and what's he doing here. He knows the whispered

	conversation is about him.



	A MIDDLE-AGED COUPLE talk at table.



			    WIFE

		Thelma told me he checked into the

		Motor Inn and the bill goes to

		National Geographic Magazine.



			    HUSBAND

		National Geographic? What the hell's

		he doing here? We ain't got no naked

		pygmies to take pictures of.



			    WIFE

		He's taking pictures of the bridges.



			    HUSBAND

		Ain't no pygmies there either.



	Robert wants to finish his lunch as quickly as possible. At

	that moment, someone enters the restaurant and all the

	conversation stops. He overhears one waitress turn to the

	other and whisper --



			    WAITRESS

		God. It's Lucy Redfield.



	Both the Waitress and Robert (though more subtly) turn to see:



	THE REDFIELD WOMAN. But instead of being the harlot we might

	think, she's actually a rather plain, demure looking woman --

	not nearly as fancy or pretty as Mrs. Delaney herself.



	As she crosses the counter, Robert immediately picks up on

	the vibes in the room. He notices all the patrons stare then

	turns away to whisper. The waitress behind the counter ignores

	her. A customer eating at the counter places a bag on an

	empty stool beside her, so the Redfield woman can't sit down

	near her.



	Robert and the Redfield woman's eyes meet. She is clearly

	uncomfortable. She turns, about to leave, when Robert clears

	his cameras off of a stool next to him and offers:



			    ROBERT

		Got room right here if you like.



	She is surprised at his courtesy. Others are astounded. Some

	disgusted. She accepts his offer and sits beside him.



			    REDFIELD WOMAN

		Thank you.



			    ROBERT

		Hot out there today.



	She nods and smiles. The waitress tosses a menu at her and

	slams down a glass of water, then moves on down the counter.

	The Redfield woman tries to act casual, glancing through the

	menu. Robert subtly scans the room as all eyes are on them,

	then turn away.



	Robert returns his glace back to the Redfield woman who is

	now only pretending to read the menu. She is so embarrassed.

	She wants to leave but can't move.



			    WAITRESS

		Well, are you ordering anything!?



	Her harsh tone startles the Redfield woman as well as Robert.

	Gathering her dignity, she responds.



			    REDFIELD WOMAN

		No. Thank you. I've changed my mind.



	She politely nods to Robert, gathers her things and exits.

	Robert looks to the waitress, as a SECOND WAITRESS enters.



			    SECOND WAITRESS

		I'd've thrown that water right in her

		face.



			    WAITRESS

		Poor Mrs. Delaney.



	The waitress walks O.S. leaving the second waitress facing

	Robert, who looks at her curiously. The second waitress looks

	back as if to say, "What business is it of yours?" and exits.



							CUT TO:



	EXT. DES MOINES - DAY



	A metropolis compared to Winterset.



	Francesca exits a liquor store with a bottle of wine in a

	paper bag. She also carries a bag of groceries as she heads

	down the street to her parked truck. She passes a DRESS SHOP

	and stops.



							CUT BACK TO:



	EXT. WINTERSET - DAY



	Robert enters a general store. He buys a six pack of beer

	for his cooler and approaches the counter for the Cashier.



			    CASHIER

		That all?



	Robert nods. He decides to have some fun and test the waters a

	little bit.



			    ROBERT

		Isn't it awful about poor Mrs.

		Delaney?



	With this, the damn bursts -



			    CASHIER

		Tragic is more like it. The pain that

		woman has been subjected to by that

		no-good husband. I never liked him.

		Known him for years. People say he's

		quiet. Well, it's the quiet ones that

		can sneak up behind you and stab you

		in the back. I heard yesterday, that

		she confronted him. Gave him the

		ultimatum and you know what he did?--

			(CONTINUES AS NEEDED)



	Robert stands astounded, listening to this diatribe of gossip.



							CUT BACK TO:



	INT. DES MOINES DRESS SHOP - DAY



	Francesca sits in her slip, alone in a dressing room, with

	several dresses strewn about. The panic of indecision has set

	in. She looks at herself in the mirror and begins to doubt

	that seeing Robert is a good idea. Or perhaps she's imagining

	something that isn't there. And what about Richard?



	MEMORY:



	A few years back. Francesca is dressed up for some formal

	affairs. She heads down the stairs. Richard is waiting in the

	hall, in a suit and tie. He looks at her admiringly.



			    FRANCESCA

		Ready. You have the keys?



	But Richard doesn't answer. He's just staring at her.

	Francesca stops. Richard looks at her like a little boy.



			    FRANCESCA (cont'd)

		What's the matter?



	Richard is obviously impressed by how she looks, but he can't

	say anything. He just smiles shyly and shakes his head to say

	nothing is wrong and opens the door for her.



	END OF MEMORY:



	Francesca feels guilty when a SALESWOMAN enters with a pretty

	summer dress.



			    SALESWOMAN

		How about this one?



	Francesca examines it. She likes it. But the guilt...



			    FRANCESCA

		I don't know. I haven't bought a

		dress for myself in so long.

			(saleswoman nods)

		I mean, I'm just buying a dress. It's

		not a special occasion or anything.
		I'm just shopping. Just shopping for

		a new dress, that's all.



			    SALESWOMAN

			(completely

			 understands)

		That might work. And if he's still

		mad, just tell him you could have

		done better but you married him out

		of pity. That's always works for me.



							CUT TO:



	INT. JOHNSON HOUSE - LATE AFTERNOON



	Francesca enters with her new dress, groceries and wine as

	the PHONE RINGS. She puts everything down to answer.



			    FRANCESCA

		Hello?



	Intercut ROBERT at a pay phone.



			    ROBERT

		It's Robert.



			    FRANCESCA

		Oh, hi. Look, I'm running a little

		late, but I'll still...



			    ROBERT

			(w/difficulty)

		Listen, don't take this the wrong way

		but, I'm wondering if this is such a

		good idea.



	Francesca's heart sinks.



			    FRANCESCA

		Oh.



			    ROBERT

		I uh... I had lunch in town today.

		Happened to cross paths with "that

		Redfield woman." I apologize. I

		thought you were half-joking about

		that.



			    FRANCESCA

		Oh. I guess you got the whole story.



			    ROBERT

		The cashier at the general store was

		very dangerous.



			    FRANCESCA

		I think he's running for town crier

		next year.



			    ROBERT

		I now know more about their affair

		than I remember about my marriage.

			(seriously)

		Francesca, the last thing I want to

		do is put you in any kind of

		situation that would... even though

		we know it's just -- I mean, it's

		nothing like that, but if anybody saw

		us or...

			(can't finish)



			    FRANCESCA

			(disappointed)

		I understand.

			(touched)

		That's very kind of you.



	Silence. Both want to meet. Both experience the idea of not

	seeing each other even again in this brief moment. Someone

	has to say something to save it -- but who will it be?



			    FRANCESCA (cont'd)

		Robert?



			    ROBERT

		Yeah?



			    FRANCESCA

		I want you to come.



	Robert is relieved.



			    FRANCESCA (cont'd)

		I'll meet you at the bridge just like

		we planned all right. Don't worry about

		the rest of it... I'm not.



			    ROBERT

		All right. See you there.



	Francesca smiles and hangs up. In that moment, Francesca

	realizes consciously what she is doing and what she wants.



							CUT TO:



	EXT. CEDAR BRIDGE - DUSK



	Robert is already there, working. He checks his watch,

	anxious for Francesca to arrive, when he hears a truck

	driving up. He looks to see Francesca stop and get out. By

	their expressions we can tell how glad they are to see each

	other.



			    FRANCESCA

		Sorry I'm late. Richard called.



			    ROBERT

		Oh, how is he?



			    FRANCESCA

		Fine. They're all having a good time.

		How many more shots do you have?



			    ROBERT

		Couple. Want to help?



	She nods. He extends his hand. She pauses, then takes it. He

	leads her to the bridge. Walking away from camera, they say:



			    ROBERT (cont'd)

		I should stop off at the motel to

		clean up before dinner.



			    FRANCESCA

		Well, I have plumbing at my house.



							CUT TO:



	INT. JOHNSON BEDROOM - EARLY MORNING



	Francesca enters. Robert is in the bathroom, in the shower,

	with the bathroom door slightly ajar. His clothes are laid on

	the bed with his bag beside them. A fresh shirt is folded.

	Francesca takes his dirty shirt and decides to clean it. As

	she exits, her eye can't help roaming toward the bathroom

	door. For a moment, she pauses to listen to the sound of the

	water as it hits his body.



	INT. KITCHEN - LATER



	Francesca is busy preparing dinner. Robert enters, cleaned

	and dressed.



			    ROBERT

		Can I help?



			    FRANCESCA

		Actually, no. I've got everything

		under control. I'd like to clean up

		myself a bit. I'm going to take a

		bath. Dinner'll be ready in about a

		half hour.



			    ROBERT

		How about if I set the table?



			    FRANCESCA

		Sure.



			    ROBERT

		Would you like a beer for your bath?



			    FRANCESCA

			(surprised)

		Yes, that'd be nice.



	Robert gets her one.



	INT. BATHROOM - LATER



	Francesca lounges in a tub with a beer poured into a wine

	glass. She finds it very elegant. She takes a deep breath,

	thinking "What's going to happen tonight?"



	INT. KITCHEN - LATER



	Robert is at the radio when Francesca enters in her new

	dress. She looks beautiful. And it's all over Robert's face.



			    FRANCESCA

		What's wrong?



	Unlike her husband, Robert has an answer.



			    ROBERT

		Absolutely nothing. You're just sort

		of a knockout in that dress.



	She smiles and crosses to the stove.



			    FRANCESCA

		Table looks beautiful.



	He can't take his eyes off of her. On the radio we hear DIHAH

	WASHINGTON begin to sing "IF IT'S THE LAST THING I DO" -- a

	beautiful, blusey lovesong. Francesca pulls out a pan of hot

	rolls as THE PHONE RINGS. Francesca moves toward it with a

	roll, which she tosses to Robert. He burns his fingers and he

	smiles at her joke. The song plays throughout.



			    FRANCESCA (cont'd)

		Hello? Hi, Madge?



	Francesca and Robert do not take their eyes off of each other

	throughout the call. Robert takes a bit of the roll.



			    FRANCESCA (cont'd)

		Huh-huh. Nothing, just making

		myself some dinner... No what?...

		Oh... I heard about him. Yeah, I hear

		he's some kind of photographer.

			(Robert smiles)

		No, I didn't... Huh-huh... Hippie?

		I don't know, is that what hippies

		look like?...



	Robert steps closer to her, purposely reaching across her

	body for a napkin.



			    FRANCESCA (cont'd)

		Oh he is, huh? Well, don't tell Floyd,

		he'll be out with a shotgun...



	She notices a crumb on Robert's mouth and wipes it off.

	Robert takes her hand and holds it, lowering it to his side.



			    FRANCESCA (cont'd)

		Well, listen, I have a pot boiling.

		I've got to go... No, they don't get

		home until Friday morning... Well,

		maybe I'll give you a call. Okay. Bye.



	She hangs up. The two are now almost face to face. Robert

	raises her hand up and slips his free one around her waist.

	They begin to dance to the song. The kitchen lights have not

	been turned on since the sun went down. The sky, a dark

	orange and magenta, illuminates the room through the window.

	They never take their eyes off of each other. Suddenly,

	Robert stops.



			    ROBERT

		You're shaking. Are you cold?



	Francesca shakes her head. They dance a bit more, but

	Francesca is shaking which makes it difficult. They both

	stop. Robert places his huge hands on either side of her

	face, gently stroking her hair away from her cheek. He

	whispers.



			    ROBERT (cont'd)

		If you want me to stop, tell me how.



	He brushes his cheek and face softly against hers. Francesca

	rubs hers against him. She can barely breathe.



			    ROBERT (cont'd)

		Francesca, I won't be sorry. I won't

		apologize for this.



			    FRANCESCA

		Nobody's asking you to.



	They kiss. Hands gently explore. Their bodies touch. Their

	lips never spend more than seconds away from each other.

	Robert gently slide his hands down her breasts and torso,

	exploring every inch of her. Francesca grips his massive

	back, sliding up to his neck and hair. Robert lifts her leg

	and presses it against his hip, kissing her neck and

	shoulders. Francesca starts to lose herself, clutching his

	head at her breast then pulling him up to her mouth once

	again.



							CUT TO:



	1995



	INT. SLOW BEND CAFE - PRESENT DAY - EVENING



	The same saloon/restaurant of twenty-five years ago has been

	turned into a modern cafe yet the original charm is still

	there.



	Carolyn and Michael sit in a booth, with half-eaten dinners

	before them. Carolyn has been reading the book to Michael

	when she looks across from her to find -- Michael looking like

	a little boy who is fighting not to cry.



			    CAROLYN

		What's the matter?



	Michael shakes his head. He can't or won't explain. He's too

	upset. His eyes tear up. Carolyn feels badly for him.



			    MICHAEL

		I'm going to get some air.



	He exits. Carolyn smiles sympathetically. Somehow this last

	passage of their mothers doesn't affect her in the same way.

	She returns to the book but first asks a passing waitress,

	with great urgency.



			    CAROLYN

		Can I smoke here?



	The waitress nods. Carolyn needs a cigarette for the rest of

	this. She opens her bag to get her pack. Inside her bag she

	notices a BUSINESS CARD. She picks it up to read IRA NEWMAN,

	attorney. Divorce. Pre-Nuptials. Marital Litigation. She

	pauses for a moment. Then, tossing the card back inside, she

	lights her cigarette and takes a drag. We follow the curls of

	smoke up as we:



							DISSOLVE TO:



	1965



	INT. JOHNSON LIVING ROOM



	Camera moves down curls of smoke, to reveal:



	Robert and Francesca in each others arms, under a blanket on

	the living room floor on a bed of couch pillows, smoking a

	cigarette after lovemaking. Francesca seems miles away --

	feelings of regret and guilt creeping in.



			    ROBERT

		Are you comfortable?

			(she nods)

		Do you... want to move to the

		bedroom?



			    FRANCESCA

		No. I can't. Not yet.



	She can't bring herself to go into her husband bed.



			    ROBERT

		You want to eat something?



			    FRANCESCA

		Are you hungry?



			    ROBERT

		No.



	Silence. Robert shifts his body to face her.



			    ROBERT (cont'd)

		Honey. Are you all right?



	She looks at him and starts to cry, shaking her head. The room

	is filled with memories of her family. She nestles in his arms.

	He folds her. She closes her eyes.



			    FRANCESCA

		Take me somewhere.



			    ROBERT

		What?



			    FRANCESCA

		Right now. Tell me someplace you've

		been -- someplace on the other side

		of the world. Anywhere but here.



			    ROBERT

			(thinks, then:)

		How about Italy?



			    FRANCESCA

		Yes.



			    ROBERT

		How about Bari?



			    FRANCESCA

		Yes. Tell me about the day you got

		off the train.



			    ROBERT

		Have you ever been to that station?



			    FRANCESCA

		Yes.



			    ROBERT

		You know that little place nearby

		with the striped awning that sells

		sandwiches and little pizzas...



	The two transport themselves together to another place, where

	there is no familiar memories surrounding them to interfere.



							CUT TO:



	EXT. JOHNSON PORCH - NIGHT



	The two sit in bathrobes on the porch looking out over the

	pasture. They have plates of dinner on their laps. They eat

	voraciously.



			    ROBERT

		Do you have anymore of the stew?



	Chewing, Francesca nods and leans over, picks a pot off the

	porch and ladles some more onto his plate. Too much falls out

	and it spills onto the robe.



			    FRANCESCA

		Oh, I'm sorry.



			    ROBERT

		It's okay. It's not that hot anymore.

		Thanks God.



	Francesca hands him a dish rag. Robert wipes off the food

	revealing his bare leg. She reaches over and touches it. He

	looks at her and smiles. She leans over and kisses him

	passionately until, suddenly, she pulls away. She looks

	upset. She rises and moves away to look out to the pasture.

	Robert can sense what is wrong.



			    ROBERT (cont'd)

		You think too much, you know that?



			    FRANCESCA

		I just feel like I'm getting a little

		... out of control that's all. It's

		kind of frightening.



			    ROBERT

		Why?



			    FRANCESCA

		Why!? Because, I'm having thoughts I

		hardly know what to do with. I...

		can't seem to... stop them.



			    ROBERT

		Nobody's asking you to.



			    FRANCESCA

			(excited)

		And arraccinos and zeppolis. Yes! I

		know it!



			    ROBERT

		I sat outside and had coffee.



			    FRANCESCA

		Where? Near the doorway or the near the

		front of the church?



			    ROBERT

		Near the church.



			    FRANCESCA

			(closes her eyes)

		I sat there once. It was hot. Like

		today. I'd been shopping. I had all

		these bags around my feet I kept

		having to move every time the waiter

		came by...



							DISSOLVE TO:



	EXT. SANDWICH CAFE - BARI - DAY



	Francesca sits at the outdoor cafe in Bari with shopping bags

	around her feet. She re-arranges them as the waiter passes

	by, mumbling something vulgar under his breath. When she

	looks up -- Robert is standing there. She smiles. He offers

	her hand. She takes it and rises. They leave the cafe.



	MONTAGE:



	Francesca and Robert together against the breathtaking

	backdrop of the Italian countryside.



	EXT. BARI COUNTRYSIDE - DAY



	On a lakefront, Robert and Francesca make love.



	WE INTERCUT WITH:



	INT. JOHNSON LIVING ROOM - EVENING



	FRANCESCA AND ROBERT MAKING LOVE ONCE AGAIN.



	Francesca looks at him and understands he is giving her full

	permission to explore whatever she wants. Hesitantly, she

	crosses to him and takes his plate away. She stands before

	him, leaning him back into his chair. She slowly,

	tentatively, opens her robe. She strokes his hair, then

	caresses his head and gently guides it between her legs.



	1994



	INT. SLOW BEND RESTAURANT - NIGHT



	C.U. on an ashtray filled with cigarette butts as Carolyn

	anxiously lights another. These last entries have over

	stimulated her. She calls to the waitress abruptly.



			    CAROLYN

		Can I get another cup of coffee,

		please?



	When she looks up, she sees Michael has returned. He sits.



			    CAROLYN (cont'd)

		Where did you go?



			    MICHAEL

		Bar across the street.



			    CAROLYN

		Have you called Betty?

			(she shakes his head)

		Maybe you should.



			    MICHAEL

		I found out who Lucy Delaney is.

			(she looks interested)

		Remember the Delaneys from Hillcrest

		Road?



			    CAROLYN

		Yeah. But I thought she died.



			    MICHAEL

		He remarried. Apparently they were

		having an affair for years.

		Apparently the first Mrs. Delaney was

		a bit of a stiff.



			    CAROLYN

		You mean -- she didn't like sex?



			    MICHAEL

			(nods, then simply:)

		I bet mom could've helped her.



			    CAROLYN

		Boy. All these years I've resented

		not living the wild life in some

		place like Paris and all the time I

		could've moved back to Iowa... Are

		you drunk?



			    MICHAEL

		Not yet. You want to go?



			    CAROLYN

		I think I better. Between the book

		and the coffee, I'm this close to

		raping the busboy.



	EXT. IOWA LAKEFRONT - NIGHT



	Michael and Carolyn have parked in a secluded area near a

	lake. Some place where the moonlight and the scenery create

	a beautiful backdrop. They sit on the ground, leaving the

	headlights and the radio on. They are getting drunk sharing

	a bottle of whiskey.



			    MICHAEL

		I used to love this place. I used to

		take Kathy Reynolds down here.



			    CAROLYN

		You never dated Kathy Reynolds!



			    MICHAEL

		Not officially. Her and Steve Kendall

		were pinned at birth. But I was crazy

		about her. And for about three months,

		I managed to catch her during her

		"exploring" stage.



			    CAROLYN

		I never knew that.



			    MICHAEL

			(sadly)

		Nobody did.



			    CAROLYN

		Was this during Betty?



			    MICHAEL

		Everything was during Betty. God we

		were so young. Why did we think we

		had to do it all so fast? I've never

		cheated on Betty. Not once we were

		married, I mean.



			    CAROLYN

		Did we want to?



			    MICHAEL

		Only about a thousand times. What do

		I do now? "What's good enough for mom

		is good enough for me?"



			    CAROLYN

			(pissed off)

		What gets me is I'm 46 years old.

		I've been in this crummy fucking

		marriage -



			    MICHAEL

		Carolyn!



			    CAROLYN

			(ignores him)

		-- for over twenty years because

		that's what I was taught -- you stick

		with it! Normal people don't get

		divorced. I can't remember the last

		time my husband made love to me so

		intensely that he transported me to

		Europe, for Christ's sake -- quite

		frankly, I don't think he ever did!

		And now I find out in between bake

		sales, my mother was Anais Nin!



			    MICHAEL

		What about me! I feel really weird.

		Like she cheated on me, not dad.

		Isn't that sick? I don't mean I

		wanted to sleep with her or anything

		but -- ya know -- being the only son.

		You're sort of made to feel like

		you're the prince of the kingdom, ya

		know? And in the back of your mind,

		you kind of think your mother doesn't

		need sex anymore because she has you.



			    CAROLYN

		You're right -- that is sick.



	They drink.



			    MICHAEL

		If she was so unhappy, why didn't she

		leave?



	They look to each other without an answer. Then simultaneously

	they reach for the notebooks.



			    MICHAEL (cont'd)

		Can I read it now? I think I'm ready.



	Carolyn offers him the book then lays back in a relaxed

	position in order to listen. Michael flips to an ear marked

	page.



			    MICHAEL (cont'd)

		What paragraph were you up to?



			    CAROLYN

			(casually)

		She just made him perform oral sex on

		the porch.



	Michael freezes. He loses his nerve. Carolyn helps.



			    CAROLYN (cont'd)

		Go ahead, Michael. You've got to do

		this. Just think, "Today I am a man."



	Michael nods and takes another swig. He reads:



			    MICHAEL

		"I'd never had a man make love to me

		that way before."

			(stops)

		Oh Jesus.

			(continues)

		"I couldn't believe the feelings

		bursting inside of me. As if I had

		opened some forbidden Pandora's box."



	Camera begins to move to wide angle as Francesca takes over.



			    FRANCESCA

		"It seems, thinking about it now,

		that in those few days I lived a

		completely different life as a

		completely different woman. What was

		recognizable as me before Robert was

		gone. We decided to spend Wednesday

		away from Winterset. Away from

		Madison County. Away from pastures

		and bridges and people too familiar

		and reminders too painful. We let the

		day take us where it wanted..."



	1965



	INT. DES MOINES MOVIE THEATER - DAY



	VIVIEN LEIGH is walking down a ships stairs in the 1965 film

	"SHIP OF FOOLS." She is alone on screen. She walks, slightly

	intoxicated. Suddenly, Charleston music plays out of nowhere

	and she begins to dance, by herself, without any self-

	consciousness.



	In the movie theatre, Robert sits with his arm around

	Francesca like teenage lovers. Her head is nestled in his

	chest as she eats from a bag of popcorn. Robert barely keeps

	his eyes on the screen, staring at Francesca and stroking her

	hair.



	EXT. DOWNTOWN DES MOINES STREET - DAY



	Francesca and Robert walk hand-in-hand, window shopping and

	taking in the sights. For Francesca, it is as if she is

	seeing everything for the first time.



	INT. BOOK STORE - DAY



	Robert introduces Francesca to the photography section,

	showing her a book of one of his favorite photographers,

	Walker Evans. Francesca admires one photograph in particular

	-- a mother and child during the depression.



			    FRANCESCA

		On that one is beautiful. Look at

		their expressions. As if the camera

		weren't on them at all. As if they

		had no strength left to hide what

		they were feeling.



			    ROBERT

		He's a genius. They're not

		photographs -- they're stories, entire

		histories captured in moments.



			    FRANCESCA

		I bet you could do a book.



			    ROBERT

		No. I couldn't.



			    FRANCESCA

		Why do you say that?



			    ROBERT

		Because I already tried once.



	Francesca is surprised. She senses his disappointment.



			    ROBERT (cont'd)

		It's no big deal. I know how to work

		a camera, how to make it "make

		pictures" -- but I don't know how to

		make it make art.

			(laughs)

		At least that's what six publishers

		said. To take what we see of this

		world and give it back with a bit of

		ourselves in it. It's a mystery to me.



			    FRANCESCA

			(smiles, supportive)

		But you don't mind.



			    ROBERT

			(smiles)

		No, I don't mind.



	She brushes his hair away from his face affectionately. As he

	looks at another book, she notices their reflection in a

	mirror. She puts her arm through his. They look like a couple

	to her -- two people who belong together.



	INT. FANCY RESTAURANT - DAY



	Francesca and Robert have an elegant lunch.



			    FRANCESCA

		What were you like when you were

		younger?



			    ROBERT

			(smiles)

		Trouble. Why?



			    FRANCESCA

			(laughs)

		I just wondered. Why were you trouble?



			    ROBERT

		I had a temper.



			    FRANCESCA

		What were your parents like?



	Pause. Robert doesn't reply. She looks at him curiously.



			    ROBERT

		I can't do this, honey.



			    FRANCESCA

		What?



			    ROBERT

		Try and live a lifetime before

		Friday. Cram it all in.

			(shakes his head)



	This is the first time either has mentioned their time clock.

	Francesca nods, understandingly.



	Across the room, Francesca notices A MOTHER having dessert

	with her FIVE-YEAR-OLD DAUGHTER, a pretty little girl in a

	fancy yellow dress. The mother rises and exits to the ladies

	room while the little girl continues eating a large sundae.



	Francesca smiles. As the girl licks a spoon of fudge, she

	sees Francesca looking at her and smiles back. Robert watches

	the silent exchange as he eats. Francesca makes a funny face

	at her. The little girl giggles as she spoons more ice-cream.

	Unfortunately, she spoons too much and the ice-cream falls on

	her pretty dress. She tries to take it off her, but she slips

	through her fingers and stains her even more. She looks at

	Francesca as if she's about to cry. Francesca smiles.



			    FRANCESCA

		Excuse me a minute.



	Robert watches her cross to the little girl and kneel beside

	her. He sees her consoling the little girl while taking a

	napkin and dabbing it in the water glass.



	She helps the girl carefully wipe away the mess, all the

	while calming her. The mother re-enters the scene and shakes

	her head at her daughter. The daughter is afraid of being

	reproached but the mother is smiling. She and Francesca begin

	talking. She thanks Francesca. Robert sees the two mothers

	exchanging a moment of common experience and brief

	friendship. The mother and daughter take their leave as

	Francesca says goodbye and returns to the table. Robert looks

	at her lovingly. Francesca returns to her meal, but suddenly

	she is no longer hungry. Robert senses something is upsetting

	her.



			    ROBERT

		You're somewhere else, where?



			    FRANCESCA

		Just that it's been a perfect day and

		that I'd like to skip my fancy

		dessert and go home after this.



			    ROBERT

		Uh-huh. And?



			    FRANCESCA

			(beat)

		You're right, you know. We don't have

		much time.



	Uncomfortable silence hangs between them. A waiter passes by.



			    ROBERT

		Check, please.



	OS, as the MOTHER YELLS:



			    MOTHER

		REBECCA! REBECCA!



	Both Robert and Francesca look to the voice.



	EXT. RESTAURANT - DAY



	The mother stands on the street frantically calling for her

	daughter.



			    MOTHER

		REBECCA!



	The Maitre'd, Francesca and Robert exit the restaurant.



			    MOTHER
		Oh my God...!



			    FRANCESCA

		What happened?



			    MOTHER

		I was paying the check. She ran

		outside. I told her to wait for me

		right here! Oh God, where is she?

		Rebecca!



	The sidewalk is filled with people. Francesca looks to

	Robert. He recognizes the concern in her expression. Going

	home will have to wait.



			    ROBERT

		I'll check down here. Someone call

		the police.



	The Maitre'd goes back inside. Francesca comforts the mother.



			    FRANCESCA

		Think for a second. Is there

		someplace she said she wanted to go?



			    MOTHER

		I don't remember!



	EXT. STREET



	Robert searches through the street, poking in and out of

	storefronts, looking across the street.



	EXT. RESTAURANT



	Francesca and the mother search in the opposite direction.



	EXT. STREET



	Through the crowd of people, Robert looks across the four

	lane Main Street to a LARGE CITY PARK. He crosses to it.



	INT. RESTAURANT - AN HOUR LATER



	Francesca sits with the mother as TWO POLICEMEN take down a

	description. The mother is crying. A waiter brings over some

	water for her. The Maitre'd stands by.



			    MOTHER

		She was right outside. I turned my

		head for a second.



			    POLICEMAN

		When was this?



			    FRANCESCA

		About an hour ago.



			    MOTHER

		They're not going to find her!



			    FRANCESCA

		Yes, they are.



	At that moment, the mother looks up and cries.



			    MOTHER

		REBECCA!



	She jumps out of her seat as all turn to see:



	Robert holding the little girl in his arms, entering the

	restaurant. He carefully hands her over to the mother. The

	two wrap their arms around each other. Francesca looks to

	Robert, loving him even more now.



			    FRANCESCA

		Where was she?



			    ROBERT

		Across the street. She went into the

		park and got turned around and didn't

		know her way out.



			    MOTHER

		You crossed the street by yourself?!



			    REBECCA

			(crying)

		It was a green light.



	The mother is too relieved to be mad. Robert sits down.



			    MOTHER

		Thank you so much!



			    ROBERT

			(frazzled)

		I need a drink.



	Everyone laughs out of relief. Francesca wraps her arm around

	his shoulder and kisses his forehead. He kisses her back.



	INT. TRUCK - DUSK



	Robert drives as Francesca sits inside his arm. Neither speaks.



	INT. JOHNSON HOUSE - DUSK



	Francesca calmly leads Robert up to her bedroom.



	INT. JOHNSON BEDROOM



	Naked, Francesca guides Robert into bed beneath the covers.

	They begin to make love -- softly, lovingly -- like a couple

	that are beyond the erotic, discovery stage; a couple that

	have been together and in love for years.



	LATER -



	Francesca puts her arm around him as he nestles his head to

	her breast. Francesca strokes his hair as Robert closes his

	eyes.



			    ROBERT

		I don't know why I'm so tired all of

		a sudden.



			    FRANCESCA

		Long day. Go to sleep.



			    ROBERT

		Am I too heavy for you?



			    FRANCESCA

		No.



	Robert settles into her. But Francesca is wide awake.

	Something is on her mind -- "Tomorrow? What happens after

	tomorrow?"



	INT. KITCHEN - MORNING



	Francesca is serving Robert breakfast, then sits down beside

	him. Silence. We can sense some tension between them -- this

	being their last day together.



	Francesca seems ingeniously friendly. Robert is suspicious.



			    FRANCESCA

		Sleep all right?



			    ROBERT

		Yes, thanks.



			    FRANCESCA

		Good. More coffee?

			(he nods, she pours)

		Robert, I hope you don't mind my

		asking, but I feel like I should.



			    ROBERT

		What?



			    FRANCESCA

		Well, these... women friends of

		yours... all over the world. How

		does it work? Do you see some of them

		again? Do you forget others? Do you

		write them now and then? How do you

		manage it?



	Her facetiousness startles Robert.



			    ROBERT

		I... What do you want?



			    FRANCESCA

		Well, I just want to know the

		procedure. I don't want to upset your

		routine. Do you want any jam?



			    ROBERT

			(insulted)

		Routine! I don't have a routine. And

		if you think that's what this is -



			    FRANCESCA

		Well, what is this?



			    ROBERT

			(upset)

		Well, why is that up to me? You're

		the one who's married. You told me

		you have no intention of leaving your

		husband.



			    FRANCESCA

		To do what? Be with someone who needs

		everyone and no one in particular? I

		mean, what would be the point. Would

		you pass the butter?



			    ROBERT

		I was honest with you. I told you who

		I was.



			    FRANCESCA

		Yes. Absolutely. You have this habit

		of not needing and that it's hard to

		break. I understand.

			(beat)

		Of course, in that case, why sleep --

		you don't need rest or for that

		matter eat, you don't need food.



	She takes his plate away from him, rises and throws it into

	the sink.



			    ROBERT

		What are you doing?



			    FRANCESCA

			(sarcastic)

		Gee, I don't know. I guess I'm not

		cut out to be a World Citizen who

		experiences everything and nothing

		at the same time.



			    ROBERT

		How do you know what I experience?



			    FRANCESCA

			(angry)

		I know you! What can this possibly

		mean to anyone who doesn't "need"

		meaning -

			(mocking)

		"Who goes with the Mystery" -- who

		pretends he isn't scared to death.



			    ROBERT

		Stop it!



			    FRANCESCA

		You have no idea what you've done to

		me, do you? And after you leave, I'm

		going to have to wonder for the rest

		of my life what happened here. If

		anything happened at all! And I'll

		have to wonder if you find yourself

		in some... housewife's kitchen in

		Romania if you'll sit there and tell

		her about your world of good friends

		and secretly include me in that group.



			    ROBERT

		What do you want me to say?



			    FRANCESCA

			(nonchantly)

		I don't want you to say anything. I

		don't need you to say anything.



	Robert rises, knocking his chair aside.



			    ROBERT

		STOP IT!



			    FRANCESCA

		Fine. More eggs or should we just

		fuck on the linoleum one last time?



			    ROBERT

			(grabs her)

		I told you! I won't apologize for who

		I am.



			    FRANCESCA

		No one's asking you to!



			    ROBERT

		I won't be made to feel like I've

		done something wrong.



			    FRANCESCA

			(angry)

		You won't be made to feel! Period.

		You've carved out this little part

		for yourself in the world where you

		get to be a voyeur, a hermit and a

		lover whenever you feel like it and

		the rest of us are just supposed to

		feel so incredibly grateful for the

		brief time you've touched our lives!

		Well, go to hell! It isn't human not

		to feel lonely -- it isn't human not

		to afraid! You're a hypocrite and

		you're a phony!



			    ROBERT

			(cries out)

		I DON'T WANT TO NEED YOU!



			    FRANCESCA

		WHY?



			    ROBERT

		BECAUSE I CAN'T HAVE YOU!



			    FRANCESCA

		WHAT DOES THAT HAVE TO DO WITH IT?



	He throws a cup at the wall. It breaks apart. Covering his

	face, Robert turns away from her as he holds onto the sink.

	Francesca reaches for him but he pulls away, embarrassed.



			    FRANCESCA (cont'd)

			(softly)

		Don't you see, I've got to know the

		truth, Robert. I've got to know the

		truth or I'll go crazy. Either way.

		Just tell me. But I can't act like

		this is enough because it has to be.

		I can't pretend I don't feel what I

		feel because it's over tomorrow.



	Robert, keeping his face from her, tries to tell her:



			    ROBERT

		If I've done anything to make you

		think that what's happened between us
		is nothing new for me -- is some

		routine -- then I do apologize.



			    FRANCESCA

		What makes it different, Robert?



	Robert turns to face her. He is so hopelessly in love he can

	hardly find the words. His eyes fill up with tears.



			    ROBERT

		Because... if I even think about

		tomorrow -- if I...

			(voice cracks)

		even think about leaving here without

		you -- I'm not sure I can... that I -

			(he shakes his head)



	He can't even finish. He kneels down before her wrapping his

	arms around her and burying his face into her body. Francesca

	starts to cry -- out of happiness, out of pain -- holding onto

	him as if for dear life.



			    FRANCESCA

		Oh God... what are we going to do?



	She kisses him -- over and over, not wanting to be even an

	inch apart. As if any space between them might separate them

	forever.



	Suddenly, OS, they hear a CAR DRIVE UP to the house. They

	panic. Francesca runs to the window to see:



	MADGE, a girlfriend, has come for a visit. Madge is holding

	a homemade dessert.



			    FRANCESCA (cont'd)

		No. No. Where's your truck?



			    ROBERT

		Behind the barn. I better go.



	Francesca turns to him -- speechless -- not wanting him to go.



			    ROBERT (cont'd)

		Don't worry. I meant upstairs.



	He exits. Francesca gathers herself and heads for the front

	entrance, quickly cleaning up the plates.



	INT. FRONT HALL - DAY



	Francesca opens the door to Madge.



			    FRANCESCA

			Madge?



			    MADGE

		Hi. I made some brown betty. I sent

		Floyd off to town with the boy. I said -

			(entering)

		"Floyd, I'm going to visit my

		girlfriend and spend the afternoon

		and that's all there is to it. He

		said who's going to make lunch? I

		said I'm taking a sick day. Eat at

		the dinner." Isn't that hilarious?

			(MOVES INTO KITCHEN)

		He didn't dare raise an eyebrow -- I

		don't even want to tell you how late

		he was out last night with those good

		for nothings from the Sandford ranch.

		I am so sorry, honey, I let two days

		pass before I came by, but with the

		boy home the time just escapes me.

		Have you heard from Richard? How's

		the fair? God, it's hot.



	Following her into the kitchen, Francesca doesn't know which

	question to answer first.



	EXT. PORCH - LATER THAT DAY



	Madge and Francesca sit facing the pasture beside a table

	with coffee and brown betty. We parachute into the middle of

	the scene.



			    MADGE

		... I said to her, "what's the point

		of summer school if all he's going to

		do are these art projects. The boy

		needs so much work in math and his

		spelling is a nightmare...

			(continues)



	Francesca isn't listening. Her mind wanders.



	FANTASY:



			    FRANCESCA

		Madge. Please. Something's happened.

		I've met someone. I've fallen in love

		in a way I've never thought could

		happen my entire life. It's our last

		day together. I feel like I'm going to

		die when he leaves. Please. Help me.



			    MADGE

		Oh, honey. I'm so sorry. But you've

		got to be grateful for even feeling

		the little you've be given. Believe

		me. Go to him. Don't let him leave

		without these new precious hours

		you've got left. And if you need

		anyone to cry on, you know where I am.



	END OF FANTASY:



	Madge shoves a plate at her.



			    MADGE (cont'd)

		More brown betty?



	Francesca takes the plate. She can't think straight.



			    MADGE (cont'd)

		... Anyway, I'm glad that's over

		with. Sara doing so well though.

		Everyone thought I was crazy having

		them so far apart, but...

			(CONTINUES...)



	FANTASY:



	Francesca stands behind Madge, as the latter chatters on MOS.

	She calmly picks up the brown betty and, from behind, shoves

	it into Madge's face and holds it there, trying to suffocate

	her with it. Madge struggles.



	END OF FANTASY:



	Francesca's mind races as Madge continues.



			    MADGE

		... without one lesson. The

		instructor couldn't believe it. So,

		who knows -- she may have talent.

		How's Carolyn doing? What are her

		plans for next year?



	Francesca realizes this is her moment. She holds her head and

	leans over, unsteadily.



			    MADGE (cont'd)

		Honey, what's wrong?



			    FRANCESCA

		I don't know. I woke up a little

		dizzy. I didn't sleep well. I think

		I need to lay down.



			    MADGE

		You want me to call the doctor?



			    FRANCESCA

		No, no. I just didn't sleep well.

		I'm not used to sleeping alone. And

		this heat. Would you mind?



			    MADGE

		No, of course not. I'll just clean up.



			    FRANCESCA

		No, leave it. I'll do it later.

		Listen, maybe you and Floyd can come

		for dinner on Saturday. I'm sure

		Richard'll have so many stories to

		tell you both about the fair and all.



			    MADGE

		Oh, that'll be nice.



							CUT TO:



	INT. BEDROOM - LATER THAT DAY



	Francesca enters to find Richard, laying on the bed fully

	clothed. She sits beside him. He strokes her arm, then guides

	her to lay down. Once she's in his arms, he speaks.



			    ROBERT

		Come with me.



	Francesca knew he was going to say this. Either answer she

	gives frightens her.



			    FRANCESCA

		Hold me.



	She turns to him and they embrace. Robert, however, fears

	only one response. On the soundtrack, we hear the song "DARN

	THAT DREAM."



							CUT TO:



	INT. KITCHEN - EVENING



	The song continues over the next few images. Camera slowly

	pans from the radio, upon which the song is playing, to a

	beautifully set table and candles. It arrives on Robert

	preparing dinner.



	INT. BEDROOM



	Camera pans the room from two OPENED SUITCASES, as Francesca

	packs to leave. She moves about the room as if with blinders

	on -- focused on her task, refusing to take in any sign or

	memories that might hinder her. She is wearing a RED DRESS,

	with BUTTONS down the front.



	INT. KITCHEN



	Robert stands at the sink rinsing out some utensils. Waiting

	for the water to turn hot, he looks out through the window

	above the sink. He sees a beautiful view of beautiful night.

	He pauses as it strikes him that this is a view Francesca has

	seen a million times -- that soon she would not see ever again.



	INT. SECOND FLOOR LANDING



	Camera follows her as she exits the bedroom with her

	suitcases, then walks down the hall to the stairs, then down

	the staircase to the front hall.



	She quietly sets the suitcases down, hearing the radio and

	Robert in the kitchen. She pauses, then enters the living

	room. One of the throw pillows has fallen off the couch. She

	replaces it then takes a moment to look about the room. She

	slowly sits down on the couch.



	We hear voices of the past, auditory memories conjured up by

	each stick of furniture Francesca sees.



			    FRANCESCA (V.O.)

		Michael, get off the back of that

		chair! What did I tell you!



	WE HEAR HIM FALL AND BEGIN TO CRY.



			    FRANCESCA (V.O.)

		All you all right, honey. Let me see...



	A sound of Christmas music... of toddlers running and

	laughing... A birthday party for Carolyn...



			    CAROLYN (V.O.)

		Mama, look -- look at the dress Aunt

		Patty sent!



			    RICHARD (V.O.)

		Franny, BONNAZA's on!



			    ROBERT

		Francesca?



	Francesca snaps out for it and turns to find Robert.



			    ROBERT (cont'd)

		I've got dinner.



	She smiles.



	INT. KITCHEN



	They eat by candlelight. Neither speaks. Neither is very

	hungry.



			    ROBERT

		Would you like a beer?



	She smiles and shakes her head. Robert opens a bottle and

	takes a sip.



			    ROBERT (cont'd)

		You know what I'd like to do before

		we leave? I'd like to take a picture

		of you -- at Roseman bridge. Maybe

		just as the sun's coming up.



			    FRANCESCA

		Yes. I'd like that.



	Pause. Robert smiles back and takes another sip. Then,

	knowing full well what hangs heavy between them, he asks:



			    ROBERT

		Tell me why you're not coming with me?



	Francesca stops pretending to eat. She looks at him, having

	forgotten how well he can read her.



			    FRANCESCA

		No matter how I keep turning it

		around in my mind -- it doesn't seem

		like the right thing.



			    ROBERT

		For who?



			    FRANCESCA

		For anyone. They'll never be able to

		live through the talk. Richard will

		never be able to. He doesn't deserve

		that. He hasn't hurt anyone in his

		life.



			    ROBERT

			(getting aggressive)

		Then he can move! People move!



			    FRANCESCA

		His family's lived for almost a

		hundred years. Richard doesn't know

		how to live anywhere else. And the

		kids...



			    ROBERT

		The kids are grown! They don't need

		you anymore. You told me that. They

		hardly talk to you.



			    FRANCESCA

		No, they don't say much. But

		Carolyn's 16. She's just about to

		find out about all this for herself

		-- she's going to fall in love,

		she's going to try and figure out

		how to build a life with someone.

		If I leave what does that say to her?



			    ROBERT

		What about us? What about me?



			    FRANCESCA

		You've got to know deep down that the

		minute we leave here. It'll all

		change.



			    ROBERT

		Yeah. It could get better.



			    FRANCESCA

		No matter how much distance we put

		between us and this house, I bring

		with it with me. And I'll feel it

		every minute we're together. And I'll

		blame loving you for how much it

		hurts. And then even these four days

		won't be anything more than something

		sordid and... a mistake.



			    ROBERT

			(desperately)

		Francesca, listen to me. You think

		what's happened to us happens to just
		anybody? What we feel for each other?

		How much we feel? We're not even two

		separate people anymore. Some people

		search their whole lives for it and

		wind up alone -- most people don't

		even think it exists and you're going

		to tell me that giving it up is the

		right thing to do? That staying here

		alone in a marriage, alone in a town

		you hate, in a house you don't feel

		apart of anymore -- you're telling me

		that's the right thing to do!?



			    FRANCESCA

		We are the choices we've made, Robert.



			    ROBERT

			(rises)

		TO HELL WITH YOU!



	He turns his back on her.



			    FRANCESCA

		Robert. Please.

			(desperate to explain)

		You don't understand -- no one does.

		When a woman makes the choice to

		marry, to have children -- in one way

		her life begins but in another way it

		stops. You build a life of details.

		You become a mother, a wife and you

		stop and stay steady so that your

		children can move. And when they

		leave they take your life of details

		with them. And then you're expected

		move again only you don't remember

		what moves you because no one has

		asked in so long. Not even yourself.

		You never in your life think that

		love like this can happen to you.



			    ROBERT

		But now that you have it -



			    FRANCESCA

		I want to keep it forever. I want to

		love you the way I do now the rest of

		my life. Don't you understand -- we'll

		lose it if we leave. I can't make an

		entire life disappear to start a new

		one. All I can do is try to hold onto

		to both. Help me. Help me not lose

		loving you.



	She embraces him. He wraps his arms around her. He whispers.



			    ROBERT

		Don't leave me. Don't leave me alone.

		Please.



	This breaks her heart, knowing how hard it is for him to say

	this. She holds him tighter, until -



			    ROBERT (cont'd)

		Listen. Maybe you feel this way,

		maybe you don't. Maybe it's just

		because you're in this house. Maybe

		... maybe when they come back

		tomorrow you'll feel differently.

		Don't you think that's possible?



			    FRANCESCA

		I don't know. Please...



			    ROBERT

		I'm going to be here a few more days.

		I'll be at the Inn. We have some

		time. Let's not say any more now.



			    FRANCESCA

		No. Don't do this.



			    ROBERT

		I CAN'T SAY GOODBYE YET! We'll leave

		it for now. We're not saying goodbye.

		We're not making any decision. Maybe

		you'll change your mind. Maybe we'll

		accidentally run into each other and

		... and you'll change your mind.



			    FRANCESCA

		Robert, if that happens, you'll have

		to decide. I won't be able to.



	She cries in his arms. He kisses her as if for the last time.

	Then, quickly, separates himself and leaves the house.



	EXT. JOHNSON HOUSE



	Robert walks briskly towards his truck not wanting to look

	back. He gets in, starts it up and drives away.



	Francesca exits the house and watches the truck recede into

	the distance. She stops when she reaches the front gate,

	leaning against it. She murmurs to herself -



			    FRANCESCA

		Keep going. Please.



	The truck drives away. Then, suddenly, stops. Francesca's

	heart quickens. She watches as the truck stands on the road

	in the distance. As if Robert was deciding to turn around or

	keep going. Francesca waits. Suddenly, the door to the truck

	flies open and Robert exits. Francesca loses all restraint.



	She opens the gate but her dress is caught on it. Robert

	stands by the truck. Francesca tears at the dress, ripping

	off a button which falls to the ground. She runs down the

	road. Seeing her, Robert runs towards her as well.



	They grab each other furiously. For these few moments, all

	considerations are gone. As he kisses her, he murmurs:



			    ROBERT

		I forgot to take your picture.



	She laughs through her tears as they continue to kiss. Camera

	pans up to the road beyond Robert's truck.



	WE SEE RICHARD'S TRUCK DRIVING TOWARDS THEM. For a moment it

	seems as if they will be caught until we realize RICHARD'S

	TRUCK IS BEING SUPERIMPOSED as the LIGHT GRADUALLY BRIGHTENS

	TO REVEAL:



	MORNING.



	EXT. JOHNSON HOUSE



	Richard, Michael and Carolyn drive down the road toward the

	house. Robert's truck, and all traces of him, are gone.



	Francesca steps into the doorway in a house dress to welcome

	her family home -- wondering how this will feel.



	JOHNSON KITCHEN - EVENING



	The Johnson family has dinner as Francesca narrates:



			    FRANCESCA (V.O.)

		You all came home. And with you, my

		life of details.



	EXT. JOHNSON HOUSE



	Everyone is doing various daily chores.



			    FRANCESCA (V.O.)

		A day or two past and with each

		thought of him, a task would present

		itself like a life saver, pulling me

		further and further away from those

		four days.



	INT. LIVING ROOM - EVENING



	Francesca is reading. Richard watches TV.



			    FRANCESCA (V.O.)

		I was grateful. I felt safe.



							CUT TO:



	EXT. WINTERSET - MAIN STREET - DAY



	Richard and Francesca drive up to the general store to buy

	groceries. Francesca heads for the store as Richard crosses

	the street.



			    FRANCESCA

		Want anything special for dinner?



			    RICHARD

		Hmm. How about that brown sugar meat

		loaf you make?



			    FRANCESCA

			(smiles)

		Okay.



	She enters the store.



	INT. GENERAL STORE - DAY



	Francesca makes small talk with the grocery lady as she buys

	what she needs.



	EXT. MAIN STREET - DAY



	Francesca places a bag of groceries on the front seat of the

	truck, then gets in herself to wait for Richard. She takes a

	deep breath and removes a handkerchief from her bag to wipe

	the sweat from her face. She freezes -



	Through the windshield, she sees ROBERT standing beside his

	truck across the street, staring at her. Her heart stops.

	For a moment, she isn't even sure he's real.



	The town moves about its business around them. But neither

	notice or care. Whatever safety or forgetfulness she felt is

	gone. Her feelings burst through. She sits there helpless

	before him -- willing to go or stay depending on what he did.



	He begins walking towards her. She prepares herself. Her life

	will change -- it has to. There's not turning back.



	But the closer Robert gets, the clearer he can see that she

	is crying. And he stops.



	Without any words, he realizes what taking her with him would

	mean. With just a glance, he sacrifices her. With their eyes

	locked in the middle of Main Street -- in front of the whole

	town -- they smile and say goodbye.



	Robert returns to his truck. He drives off down Main Street,

	taking the first left.



	Moments later, Richard throws the feed bag into the back of

	his truck and gets in. Francesca is wiping her eyes.



	He doesn't notice. He drives off in the same direction as

	Robert.



			    FRANCESCA (V.O.)

		For a moment, I didn't know where I

		was. And for a split second, the

		thought crossed my mind that he

		really didn't want me -- that it was

		easy to walk away.



	As they pass the corner where Robert made his left turn,

	Francesca turns to look and sees:



	ROBERT'S TRUCK IS PARKED just off the corner. As if he had to

	drive away to get out of sight, but couldn't bring himself to

	drive any further.



	The sight of him hiding there breaks Francesca's heart, she

	turns away from her husband to hide the tears.



	EXT. JOHNSON HOUSE - DAY



	WE REPLAY THE OPENING SCENE FROM THE MOVIE:



	Carolyn is in the yard picking vegetables. Her parents drive

	up in their truck. She steps out with her bag of groceries

	and walks briskly into the house. Richard follows more slowly

	with his bag of feed, stopping at the gate to pick up the

	button from Francesca's red dress.



	INT. KITCHEN



	Francesca enters and places her groceries on the counter. She

	tries to compose herself. She sees the radio before her. She

	turns it on. The Dinah Washington song "I'LL CLOSE MY EYES"

	evokes every feeling of love and loss within her. She begins

	to cry.



	She hears Richard enter the house. She stands out of sight,

	holding her hand to her mouth to muffle her crying. She hears:



			    MICHAEL (O.S.)

		Dad! You bought the wrong feed!



			    RICHARD

		What!?



	She hears Richard exit the house.



	EXT. LUCY REDFIELD'S HOUSE - NIGHT



	A hand knocks on a door. Lucy Redfield opens it to find

	Francesca standing there with a cake.



			    FRANCESCA

		Hi. I'm Francesca Johnson. I just

		feel awful I haven't come to visit

		sooner. I hope I'm not interrupting

		anything. Is it too late?



	Lucy is shocked and moved at the same time.



			    LUCY

		No. Not at all.



			    FRANCESCA

		I was wondering if... maybe you'd

		like some company.

			(almost manic)

		I baked a cake!



	Lucy looks at the cake. She's a little dazed by all this.



			    LUCY

		Uh... sure. Please. Come in. I'll

		make coffee.



	Francesca enters. Lucy closes the door.



							CUT TO:



	EXT. IOWA LAKEFRONT - DAWN



	Michael continues reading beside Carolyn as the sun rises.



			    MICHAEL

		"We became inseparable, Lucy and I.

		The funny thing is, I didn't tell her

		about Robert until years later. But,

		for some reason, being with her

		somehow made me feel it was safe to

		think about him. To continue loving

		him. The town loved talking about the

		two of us but we didn't care. And

		neither did your father. Which I

		thought was a lovely thing. I

		received Robert's letter and my

		photograph soon after. I always

		wondered if your father found them.

		I was never quite sure..."



	INT. KITCHEN - EVENING



	At dinner, Richard remembers the button he found.



			    RICHARD

		Oh, Franny, is this yours?



	Francesca sees the button. She speaks her original lines MOS

	as HER NARRATION is hard:



			    FRANCESCA (V.O.)

		I almost told him. In that moment I

		felt as if I couldn't hold it back.

		If he really loved me maybe he'd

		understand.



	She returns to her meal. The family eats in silence.



			    FRANCESCA (cont'd; V.O.)

		But love won't obey our expectations.

		Its mystery is pure and absolute.

		What Robert and I had, could not

		continue if we were together. What

		Richard and I shared would vanish if

		we were apart. But how I wanted to

		share this. How would our lives have

		changed if I had? Could anyone else

		have seen the beauty of it?



	INT. JOHNSON KITCHEN - NIGHT



	Francesca moves about the kitchen with a frantic pace as she

	puts the finishing touches on a cake. Placing the frosting

	bowl in the sink, she hears someone upstairs exiting their

	bedroom. She quickly gathers the cake and her bag and exits

	through the screen door.



	EXT. JOHNSON HOUSE - NIGHT



	Fighting tears, she walks to the truck from around the house.

	She gets in and starts it. She vaguely hears her daughter

	from the front door.



			    CAROLYN

		Mom?



	But she doesn't acknowledge it and drives away.



	EXT. MOTOR INN - NIGHT



	Her truck approaches and then speeds past the Inn where

	Robert is staying. We can see his truck in the parking lot.



	1979



	INT. JOHNSON BEDROOM - NIGHT



	And older Francesca cares for a sickly Richard. He lies in bed

	beside an array of medicines and tonics. She wipes his

	forehead with a cool cloth as he takes his pills.



			    FRANCESCA

		Better?



	He nods. She smiles. She shuts off the light and lays beside

	him.



			    RICHARD

		Franny?



			    FRANCESCA

		Hmm?



			    RICHARD

		I just want to say... I know you had

		your own dreams. I'm sorry I couldn't

		give them to you. I love you so much.



	Francesca turns to him. She is so touched, tears fill her

	eyes. She nestles close to him, wrapping her arms around him.



	1982



	EXT. DES MOINES



	Francesca eats at the same restaurant she shared with Robert.



			    FRANCESCA (V.O.)

		After your father died, I tried to

		get in touch with Robert but found

		out he had left the National

		Geographic soon after the Madison

		County. No one seemed to know where

		he was. My only connections to him

		were the places we'd been to that one

		day. And so each week, I'd re-visit

		them.



	EXT. JOHNSON HOUSE - DAY



	Francesca greets a UPS man with an envelope and a package.



			    FRANCESCA (V.O.)

		And then one day, I received the

		letter from his attorney, with a

		package.



	INT. JOHNSON LIVING ROOM



	Francesca reads the letter informing her of Robert's death.

	She then unwraps the package to reveal a MEDALLION with her

	name inscribed and A PHOTOGRAPHY BOOK; a published collection

	of black and white photos by Robert Kincaid entitled "Four

	Days." Beautiful, dramatic black and white representations of

	love and passion, loneliness and pain, and union. On the

	front page there reads an inscription "FOR F."



			    ROBERT (V.O.)

		"There is a pleasure in the pathless

		woods... There is a rapture on the

		lonely shore... There is society

		where none intrudes... By the deep

		sea and music in its roar... I love

		not man the less, but Nature more...

		From these our interviews, in which

		I steal... From all I may be, or

		have been before... To mingle with the

		Universe and feel... What I can

		ne'er express, yet cannot all conceal."



	The quote is Byron's. She smiles with pride as she cries.



							CUT TO:



	EXT. IOWA LAKEFRONT - EARLY MORNING



	Michael sits with his arm around Carolyn as they look out

	over the lake. The notebooks are closed, but Francesca's

	narrations continue over the next few scenes.



			    FRANCESCA (V.O.)

		There has not been a day since that

		I have not thought of him. When he

		said we were no longer two people, he

		was right.



	INT. JOHNSON BEDROOM



	Carolyn, looking through her mom's closet, finds the summer

	dress she bought in Des Moines to wear for Robert.



			    FRANCESCA (V.O.)

		We were bound together as tightly as

		two people can be. If it hadn't been

		for him, I don't think I would have

		lasted on the farm all these years.

		Remember that dress of mine you

		wanted, Carolyn -- the one you said I

		never wore. Well, I know I was silly.

		But to me, it was as if you were

		asking to wear my wedding dress to go

		to the movies.



	Carolyn smiles as she holds the dress before her.



	INT. MOTEL - DAY



	A tired Michael finds his way through the motel to his room.



			    FRANCESCA (V.O.)

		After reading all this, I hope you

		can now understand my burial request.

		It was not the ravings of some mad

		old lady. I gave my life to my

		family. I wish to give Robert what is

		left of me.



	INT. MOTEL ROOM



	Michael enters to find his two children watching TV and an

	angry Betty folding clothes.



			    CHILDREN

		Hey, Dad!



	He looks at them lovingly, then at Betty who angrily motions

	for him to follow her into the bedroom.



	She slams the door behind him and talks in a irate whisper.



			    BETTY

		You have been out all night long! Do

		I have a right to ask where you've

		been or is this a family secret?



	Michael just looks at her. He gently takes her hand.



			    MICHAEL

		No. No more secrets.



	He kisses her hand. Betty is floored.



			    MICHAEL (cont'd)

		Do I make you happy, Betty?

			(she is stunned)

		Because I want to. I want to more

		than anything.



	He gently kisses her cheek then embraces her. Betty -- for the

	first time in her life -- is utterly speechless.



	INT. JOHNSON BEDROOM



	Wearing her mother's dress, Carolyn sits on the bed holding

	the phone, waiting for Steve to pick up. In her other hand,

	she holds the divorce lawyers card.



			    CAROLYN

			(on the phone)

		Hi, Steve? It's me. Good. You?...

		Listen, we have to talk... Well,

		how about you?... Uh, no -- I've

		decided I'm going to stay for a

		while... I don't know how long...

		No, I won't be coming back...

		I'm not angry, Steve. I'm not angry

		at all.

			(smiles)



							CUT TO:



	EXT. ROSEMAN BRIDGE - DAY



	Michael and his family stand beside Carolyn and a Priest.



			    FRANCESCA (V.O.)

		"I gave Lucy his photography book. If

		you're interested, take a look. If my

		words still leave something unclear,

		perhaps his pictures can illuminate.

		After all, that's what an artist does

		best... "



	Michael receives the urn from the priest. He and Carolyn walk

	away from the group towards the bridge. They stop. Carolyn

	removes the lip. Michael sets his mother's ashes free.



			    FRANCESCA (V.O.)

		"I love you both with all my heart.

		Do what you have to, to be happy in

		this life. There is so much beauty."





	THE END

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