T H E  C R O W

                               by
                          Davis  Schow

                    based on a screenplay by
                          John Shirley

                     Based on the comic book
                 created, drawn,  and written by
                           James O'Barr

                        September 14, 1992



FADE IN:

EXT. CEMETERY - LATE AFTERNOON
BOOM!  A crack of lightning illuminates the silhouette of a
perched crow large in the f.g.


TIGHT ANGLE - FRESH GRAVE
As a spade smooths the walls of a new double-decker plot.

                DIMITRI (O.S.)
        We're losing the light; let's pack
        it in.


ANGLE - DIMITRI AND ALEXI
TWO GRAVEDIGGERS.  Scoop digger parked f.g. towering gothic-
style church b.g.  Rolls of astro turf.  They look up toward
the sky.

                ALEXI
        Snow, maybe?

                DIMITRI
        What, you gonna ski on this?

He indicates the mound of fresh dirt.  Spits into the grave.

                DIMITRI (CONT'D)
        Come on, let's bag this.  It's
        beer time.

Alexi nods and unfurls the tarp over the dirt.


LOW ANGLE TRACKING SHOT - FLOWERS ON GRAVES
As we MOVE alongside a pair of canvas-sided combat boots, as the
wearer collects the most lively flowers from each grave in
sequence.


TIGHT ANGLE - THE CROW
Cemetery DEFOCUSED b.g.  Large, glossy-black, the bird follows
the arc of movement in the previous shot.  Ruffles its feathers
as it begins to sprinkle rain.


ANGLE - ELLY - RESUMING HER MOTION
A dirty-blondish tenement KID of eleven, clad in a blend of cast-
offs and hand-me-downs; her version of street punk chic.  She
totes a skateboard under one arm (itself a berserk Jackson
Pollock chaos of band stickers, silver marker and graffiti, with
day-glo wheels), and transfers her impromptu bouquet so she may
unzip a flap and hike up a ragged hood against the rain.  She
stops to watch the grave diggers pack up and EXIT b.g.

                ELLY
        Guess the picnic got rained out.

She looks down o.s. at --


ANGLE - SHELLY WEBSTER'S GRAVE
as Elly places the gathered flowers down.  Almost reverent.


RESUME CROW ANGLE - ELLY B.G.
as Elly takes a single white rose and places it atop the grave
near Shelly Webster's.


ANGLE ON GRAVE - AS ELLY LEAVES
TILT UP from rose to the name: ERIC DRAVEN. Rain spatters the
granite, darkening it.


EXTREME CLOSE-UP - CROW's EYE
It blinks in its alien way.


WITH THE CROW
as it takes wing from it's unseen perch.  Lands stop Eric's
headstone.  It pecks tentatively at the top of the monument.


ANGLE - ELLY NEAR ERIC'S GRAVE
She hasn't gotten too far before she notices the bird.

                ELLY
        Oh, scary.

The bird blinks at her from the headstone.

                ELLY
        What are you, like, the night
        watchman?

Another blink from El Birdo.


CAMERA WITH ELLY -  BOOMING BACK HIGH
as she exits the iron gates of the cemetery without looking
back.  Brutal building facades, like dead eyes, and bad
alleyways, like hungry mouths, are gradually revealed as we
continue PULLING BACK to unveil that the cemetery is smack in
the middle of the city.


EXT. MAXI-DOGS - TWILIGHT - RAIN CONTINUES
CLOSE-UP of a foot-long hot dog being drowned in mustard.

                MICKEY (O.S.)
        What this place needs is a good
        natural catastrophe.  Earthquake,
        tornado...


ANGLE - ALBRECHT AND MICKEY
ALBRECHT is a black beat cop, 35, in a rain slicker.
MICKEY is the grease-aproned entrepreneur of MAXI DOGS, a steamy
open-front fast foodery.

                ALBRECHT
        You gotta put the mustard
        underneath first.

                MICKEY
        Maybe a flood, like in the Bible.

                ALBRECHT
        Here, let me do it.

He grabs the dog from Mickey.  Mickey puffs his cigar while he
cooks.  Albrecht methodically spreads a napkin and performs
surgery on the hot dog, coating the bun with mustard, rolling
the dog in the bun.  Flashes Mickey a "gimme" look.

                ALBRECHT
        Come on... onion.  Don't cheap
        out on me.  Lotta onions.


MOVING ANGLE - AS ELLY SKATEBOARDS TOWARDS MAXI DOGS

                MICKEY
        Heyyy -- it's the Elly monster.

                ALBRECHT
        How do you ride that thing on a
        wet street?

                ELLY
        Talent. Hi.

                ALBRECHT
        Care for a hot dog?

                ELLY
        You buying?

                ALBRECHT
        I'm buying.

Elly grabs the stool next to Albrecht.  They`ve done this routine before.

                ELLY
        No onions though, okay?

                ALBRECHT
             (horror)
        No onions?

                ELLY
        They make you fart.

Mickey laughs.  Spots Elly a Coke.

                MICKEY
        What's goin' on, Elly?

                ELLY
        I went to see a friend of mine.

                MICKEY
        Well, how's your friend?

                ELLY
        She's still dead.

Albrecht and Mickey exchange a look re:  Elly's matter-of-
factness.


EXT. CEMETERY - NIGHT (RAIN)
Thunder KABOOMS o.s.  The crow pecks the top of the stone again
and a chip of granite flies off, bang!


EXTREME CLOSE - THE HEADSTONE
as the crow pecks again and draws blood from the rock.


CLOSE-UP - THE CROW
A dot of blood on its ebony beak.


LOW ANGLE - HEADSTONE
A thin, watery trickle of blood wanders from the top of the
stone towards the earth.  Rain does not interfere.  Lightning
plays in the rolling cloud cover, b.g.


RESUME THE CROW
as it takes off from the gravestone, into the rain.


CLOSE-UP - THE BLOOD
It slowly fills the name Eric Draven into the rock.


CLOSE-UP - FOOT TAPPER
A LOW ANGLE like the SHOT introducing Elly's boot.  This time
we see cowboy boots, leather chaps.  The foot taps.  Waiting.


MEDIUM ANGLE - THE FOOT TAPPER
as lightning strikes.  Just enough for us to see a figure in a
long duster and a cowboy hat.
RESUME ERIC'S HEADSTONE
DRAVEN fills with blood.  Blood continues groundward.


NEW ANGLE - THE FOOT TAPPER
Turning to meet FRAME as the crow alights on his outstretched
arm.  This is the SKULL COWBOY.  We glimpse the deathshead,
beneath the brim of the cowboy hat.


RESUME ERIC'S GRAVE
as blood trickles into the turf at the base of the grave.


TIGHT ANGLE - THE CROW
shaking off rain.  Watching intently.


CLOSE-UP - THE SKULL COWBOY'S FREE HAND
Black gloved.  It walks a flat silver throwing knife across it's
knuckles, like a quarter somersaulting.


RESUME ERIC'S GRAVE
The turf stirs beneath the white rose.  Magically, a slim white
parts the earth to grasp the rose.


SKULL COWBOY POV - ERIC's GRAVE
as the figure of Eric Draven stands up from behind his own
headstone.


LOW ANGLE (FROM GRAVE) - ERIC
Pale.  Clad in cerements: cheap black burial suit, slit open in
back.  WHite shirt.  A nothing tie.  No shoes.  Rain sluices mud
from his upturned face.  He looks to the sky.  Lightning.


ANOTHER ANGLE - FOLLOW ERIC
as he weaves to lean against a nearby tree.  Looks o.s.


ERIC's POV - THE SKULL COWBOY
water-blurred, through the rain, standing with the crow perched
on his arm like a hunting falcon.  He releases it and it flies
to the tree.


ANGLE -  ERIC
Watching this.  Wipes mud from his eyes, tries to clear vision.
The crow lights in the tree and they meet eye-to-eye.  Eric
looks back o.s. and we RACK to include the Skull Cowboy.

                ERIC
        What the hell are you?

                SKULL COWBOY
        Interested?  Follow the crow.


NB.  The Skull Cowboy speaks in nicely distorted, buzzlike
charnal house whisper.  Unsettling and hackle-raising.
Eric turns back to the bird, which takes wing in the rain, His
eyes follow it.  He looks back, disoriented, doubtful, but the
Skull Cowboy is gone.


LOW DEEP ANGLE - THE CROW
Taking wing in the rain, showing the way.


ANOTHER ANGLE - ERIC
alone in the cemetery.  After a moments hesitation, he lurches
off, following the crow.


                        DISSOLVE TO:

EXT. ARCADE GAMES SUPPLY OFFICE - NIGHT - TO ESTABLISH:
A candy-flaked muscle T-bird is parked at the curb.


INT. ARCADE GAMES SUPPLY OFFICE - NIGHT
A MOVING SHOT during o.s. lines.  Past dead video and pinball
devices.  Pasta desk with an open briefcase, coffee cup,
ashtray -- someone was just there.  Then past a WOMAN, trussed
with duct tape to her office chair, gagged, hot fear in her
darting eyes.


COMPLETE CAMERA MOVE to include SKANK, a blade-thin speed freak
with pattern baldness, always loud, jittery, a manic dust puppy.
And T-BIRD, an arrogant Arayan, brush-cut iron pumper, who is
prepping an incendiary.  He exhibits a small squeeze bottle of
arson cocktail to Skank.

                T-BIRD
        Uncle T-Bird's 100-proof
        accelerator.  I squirt you with
        this, you could jump in the
        Detroit river and burn all the way
        to the bottom.


INSERT A CLOSE-UP of the bomb in his hands as he works.  Silver
canisters, an LED timer, wires.

                T-BIRD (CONT'D)
        You know, Lake Erie actually
        caught on fire once, from all the
        crap in it.  Wish I coulda seen
        that.

He CLICKS a switch.  PEEP.  LED countdown blurs.

                T-BIRD (CONT'D)
        We're ready to rock.

Skank notices the captive woman's handbag on the floor.  Picks
it up.  Looks through it for valuables.

                SKANK
        What about working girl?


INTERCUT the woman's increasingly horrified reactions.

                T-BIRD
        What about her?

                SKANK
        I say we leave her here to fry,
        man.

T-Bird looks casually at the woman.  Smiles hideously.

                T-BIRD
        No.  Let's take her with us.


ANGLE - THE WOMAN
Her eyes bug in a terrified NO!


EXT. STREET - MOVING - NIGHT
As the T-Bird fishtails wildly around the corner and eats street.
INT. T-BIRD - TRAVELLING - NIGHT
TB drives.  One eye on his digital watch (doing an equally
fast countdown).  Skank wrestles their captive, the woman, in
the back seat.

                TB
             (pissed off)
        Skank, shut her the fuck up!
SKank punches her and she sags.  Then he looks forward.

                SKANK
        Whoaaa -- T-Bird, red light, red
        light!


EXT. STREET CORNER NEAR MAXI-DOGS - NIGHT
As the T-Bird slews wide, cutting sidewalk, scattering
nightwalkers, immediately attracting everybody's attention.
ANGLE - ALBRECHT - AT MAXI-DOGS
Reacting, with a mouthful.

                ALBRECHT
        Goddammit.

Mickey grabs the counter phone instantly.

                MICKEY
        Call it in?

Albrecht is off and running for the corner already.

                ALBRECHT
        Yeah, do it!
             (to Elly)
        Stay right there!


HOLD ON MICKEY.  He points at Albrecht's hot dog.  Yecch.

                MICKEY
             (yelling after)
        You want I should save this for
        you?


EXT. MOUTH OF ALLEY ACROSS FROM CEMETERY - NIGHT
The car slides to a nose-down panic stop.

                SKANK (O.S.)
        Dump her, man, dump her!

The woman comes tumbling from the car, which blasts off with a
war hoop from the guys inside.


ANGLE - CORNER - ON ALBRECHT
Gun out, hauling ass on wet pavement.  Aims at the departing
car.  Gives it up.  Still too far away.  Pedestrians in the way.


ANGLE - THE WOMAN
hurting, cut, bleeding, tottering toward the dumpster.  Duct tape
stuck to her face but cut away around her mouth.  With her as
she falls into the alley darkness... straight into the arms of


CLOSE TWO-SHOT - ERIC AND THE WOMAN
Their eyes lock.  Eric stiffens with his first FLASH.
NB:  Eric's flashes of past memory are conditioned by the nature
of things with which he makes physical contact.  Hints and
fragments in fierce, super-saturated COLOR.  Puzzle pieces he
must assemble.  Each flash keynoted by a BLOWBACK NOISE and
accompanied by a degree of pain.  It hurts to remember.


FLASH:  INT. T-BIRD - WOMAN'S STRUGGLE
The faces of Skank and T-Bird are murky, ephemeral, their voices
hideous, distorted echoes.  A knife snaps open.  We see the
blade.  Blood.  Skank hits her, pow! and --

                FLASH ENDS.


ANOTHER ANGLE - ERIC AND WOMAN
An airborne crow POV spiralling up and away from them.


                        MATCH WITH:

ANGLE - THE CROW
perched on a fire escape, high above, watching and waiting.


ANGLE - RESUMING ERIC AND WOMAN
She fades.  He lets her drop away, horrified.  And staggers back
into the cover of the alley.  Her blood is on his hands.


ANGLE - ALBRECHT RUNNING
Skidding in, spotting the woman.  Kneeling to her.

                ALBRECHT
        Here now!  You're gonna be okay!
        Can you understand me?  I'm a
        police officer...

The woman is no longer in pain.  Deathly calm now.

                WOMAN
        He touched me and it stopped.  The
        pain.

                ALBRECHT
        What did you say?

                WOMAN
        I saw a ghost...

Her eyes roll back and she dies in Albrecht's arms.

                ALBRECHT
        Oh no... don't go, darlin', you
        stay with me, now... shit!


HIGH ANGLE CROW POV - THE ALLEY
BOOMING BACK from Albrecht, the woman, onlookers, as police
units screech up to assist.


EXT. ALLEY BEHIND ARCADES GAMES SUPPLY HOUSE - ON ERIC - NIGHT
Eric in lurching flight, panting.  Stops and steadies against
the wall across from the backside of Arcade Games.
ANGLE - THE CROW (FLYING)
Circling, then lighting on the fire escape above Eric.


BACK WINDOWS OF ARCADE GAMES - ("CROWVISION")
"CROWVISION" is what the crow "gives" Eric to see.  Visually
distinct and immediately identifiable.


ERIC'S POV - BACK WINDOWS OF ARCADE GAMES
Which he's already seen through the crow's eyes.


ANGLE - ERIC
looking up at the crow.  Disoriented.  Doesn't understand.
Suddenly he cottons, and covers his eyes just in time to shield
from:


ANGLE - BACK OF ARCADE GAMES
The rear windows EXPLODING outward in a spray of fire and
debris.


ANGLE - WITH ERIC
he reels back, crashes into a dumpster.  Falls.


ANGLE - THE CROW
landing on the dumpsters edge near a pair of discarded combat
boots in the trash.  Flames.


LOW ANGLE - ERIC
The blood from his hands mars his burial shirt.  He tears the
shirt away, leaving his tie absurdly intact.  Wipes his face
with his shirt.  Discards it.  Stops, held by his discovery --


PUSH IN ON ERIC
as his fingers explore the five puckered bullet punctures in his
chest.  Almost a circle.  Comically, he feels his back foe exit
wounds.  Then hauls himself upright, coming level with the crow.
His glance at the bird is almost accusatory.


ANGLE - THE CROW
Inscrutable.  We should get the idea that some silent
communication is taking place.


ANGLE - ERIC'S FEET
bare, muddied, frozen.  TILT to Eric.  His gaze moves from the
crow to the boots in the trash.  He grabs them, pushes them onto
his bare feet.  His eyes catch the firelight.  Distant o.s.
SIRENS
                ERIC
        Fire.  In the rain.


                        DISSOLVE TO:

INT. CLUB TRASH - NIGHT
We are now within the neon techno-depths of Club Trash.  The BG
music is hard, savage, primal:  a doom-laden Radio Werewolf band
rules.  Cabaret Blitzkrieg, packed with Death-to-Yup
trendazoids.  We'll see more of this circus later.  Right now
the BG SOUND is our biggest clue to the flavor of this
establishment since we are --


TIGHT CLOSE-UP A FRAMED 8X10
Thinly filmed in dust, mounted among dozens of other band shots.
Visible among the posed members of a group called Diabolique is
Eric, wielding guitar on the club stage.  ND BLUR as people
CROSS FRAME.


GRANGE, 45-50, powerful, a seasoned assassin, cruel but loyal.
His facade remains stony as he leads three other men briskly
down the corridor.:  NGO NWA, 50ish, clad Chinese gangster style
- white topcoat, white scarf, tinted shades - and two body guards
supplying a power perimeter around him,lean, dark-haired Asian
killers who would gladly die for Ngo Nwa, which they will in
just a minute.
They have just passed the Diabolique 8X10.  Ngo Nwa's gloved
fingers, in passing, leave little skid tracks in the dust that
clear the eyes of Eric in the photo.
As the foursome reaches the DOOR, Grange turns doubtfully --
suspiciously -- to Nwa.

                NGO NWA
        He will see me... unannounced.


ANOTHER ANGLE - THE DOOR
As Grange keys in the enter code the door hisses open.  Without
a word, Nwa passes inside and the door is pulled shut in
Grange's face by the Bodyguards, who post themselves to either
side.


INT. LAO'S NIGHTCLUB OFFICE - NIGHT
The door CLOSES and the BG NOISE is GONE.  Through a large window
(mirrored on the club side) all sorts of activity is visible
through automatic mini-blinds.  A fly-vision bank of 12 TV
monitors is hot with surveillance.
LAO, a painfully clean-cut, Armani-clad Asian, impeccable,
almost dashing, but the dynamic here is crystal clear: Nwa is
the King: Lao, the dark prince in this hierarchy.
At the desk, Lao is startled from his contemplation of a tiny,
perfect rat skeleton by Ngo Nwa's unheralded entry.  The desktop
is bare except for and Arcane Vietnamese fighting knife, half a
meter long with an ideogrammed blade, dramatically positioned
beneath an Artemide lamp.  Lao rises and feigns servility.
NB:  The following exchange will play FAST, and entirely in
VIETNAMESE.
                LAO
        (formal greeting)

                NWA
        (dismissiveness, contempt, then
        chastizing anger as:)

Nwa INDICATES the blade with some ridicule.

                LAO
        (phony assuagement)

                NWA
        (knows it's bullshit)

Lao turns, staring out the blinds, fighting for control.  Deep
breath.  He turns back to his "master."  Nwa gestures broadly at
the oppulent office, indicating that Lao should be grateful, but
is somehow errant

                NWA
        (respect is required)

                LAO
        (begrudging agreement)

Lao sees the blade.  An idea.  He lifts it reverently, bears it
the Nwa hilt-first in both hands, as if bestowing a thing of
immeasurable worth.

                NGO NWA
        (why give me this?)

Nonetheless, Nwa accepts the blade.  It gleams.  Hypnotic. Even
Nwa has to admire it.  Turns it so the blade is pointed at his
sternum.  His attitude indicates Lao is too far away to do
anything untoward.

                LAO
        (sinister punchline)

Lao spins through the air and HEEL-KICKS the blade THROUGH Nwa's
chest, pinning him to the door.  It's over so fast the gasp of
astonishment never escapes Nwa.  Lao is much more than merely
treacherous, he is extremely capable.

                LAO
             (in perfect English)
        When I spoke of an offering, I
        didn't mean an offering to you.


INT. CORRIDOR - NIGHT (CONTINUOUS)
Grange, standing out of arm's reach in the corridor, kills both
Bodyguards with a double headshot as they turn in greeting as the
door OPENS.


ANOTHER ANGLE - CORRIDOR - LAO, GRANGE, AND CORPSES
Lao exchanges a look with his right arm; Grange nods
affirmatively.
                GRANGE
        You gonna smoke his bones now, or
        however it is you do it?

Lao smiles indulgently.  He wipes the blood from the blade on
the jacket of his ex-lord.  Lao now bows to no one.


EXT. FIRE ESCAPE - ANOTHER ALLEY - NIGHT
Eric, wearing the combat boots, climbs as the crow leads him.
Up.  He jams his hand on a rusty wedge of metal.  Ouch.


CLOSE-UP - ERIC'S PALM
Blood flows from the gash.  He vises his fist shut.


ANGLE - ERIC ON FIRE ESCAPE
Eye-to-eye with the crow.  Opens his hand.


CLOSE-UP - ERIC'S PALM
The blood flows back into the wound, which closes itself,
leaving another scar.


ANGLE - ERIC
Vising the rail.  Speaks to the night.  Almost a mantra.

                ERIC
        "My kitten walks on velvet feet,
        and makes no sound at all.  And in
        the doorway nightly sits to watch
        the darkness fall.  I think
        he loves the lady night..."
             (to crow)
        Am I alive?  Am I dead?  Something
        else?  Something in between?


CLOSE-UP - THE CROW
Inscrutable.  No answer here.


RESUME ERIC
Almost bemused.  Steadier.  A hint of friendliness.

                ERIC
        Thanks for sharing that.


ETC. GIDEON`S PAWN SHOP - NIGHT
As the T-Bird grumbles tp park curbside.  Menacing.


INT. GIDEON'S PAWN SHOP - NIGHT
A junkyard of loot and dusty discards.  Junkie thievings and
other people's stereos.  Behind a wire-meshed security counter
GIDEON reads a racing form, chain-smoking throughout the scene.  He
is pear-shaped, stubbled, unkempt.  Food on his shirt.  JINGLE
of doorbells.  Gideon lowers his paper to reveal Skank and
T-Bird on approach.
                GIDEON
        Ahhh, jesus, the creatures of the
        night, here they come.  Tweedledum
        and Tweedledummer.

Skank riles

                SKANK
        Hey, blow me, fat boy!

Just as quick, Gideon cocks and levels a Magnum at Skank.

                GIDEON
        Blow yourself, bigmouth.

                T-BIRD
             (interposing)
        Whoa, hey, whoa.
             (hands up)
        Business.

He lifts a small carton onto the counter.

                GIDEON
        Whatcha got?


NEW ANGLE - COUNTER
Transaction time.  T-Bird passes items through the screen slot
and Gideon gives each one cursory, doubtful inspection.

                T-BIRD
        Coupla more rings... 24k.

                GIDEON
        18k.  Crap.

                T-BIRD
        ...necklace... pearls...

                GIDEON
        Nineteen bucks at Sears.  Fake,

                T-BIRD
        Leather purse...

He hands though the bag rested from the woman.

                GIDEON
        What's this -- a little, ah,
        bloodstain, right?
             (doesn't matter)
        Fifty bucks for the box, and I'm
        doin' you a --

                T-BIRD
        Yeah, I know, fatso.  Do us all a
        favor.  Make Top Dollar smile.

                SKANK
        You wouldn't want Top Dollar not
        to smile.

Mention of Top Dollar clams Gideon efficiently up.  He hands
over the cash to T-Bird with a grimace.


EXT. ROOFTOP - ON ERIC - NIGHT
Eric stares upward at the crow as it drops like a bomber from
the night sky, flying past him, skimming the roof, leading him
on.  Eric exhales, shrugs, feeling mocked by the bird.

                ERIC
        All right.

And he takes off on a run.  Only to stumble and fall.  But the
falls turns into a TUMBLING ROLL that lands Eric back on his feet
still moving.  He looks back as if to ask: "Did I do that?" and
runs out of the frame.


ANOTHER ANGLE - PICKING UP ERIC ON THE RUN.
as he squints towards the crow and does his best to keep up.
TRACK WITH HIM to the edge of the roof, heavily misted in rain.
He jumps a negligible gap to the next lower roof.  The next
roof-top is a one-story jump down.  Eric clears the jump with a
WOOF of air.  Keeping his eyes on the flying crow; gaining
strength.  His next leap is more like a broad-jump.  Athletic.


FAST MOVING ANGLE - THE CROW
keeping airborne, keeping ahead.


MOVING ANGLE - ERIC
Eyes confidently on the sky as he arches out into space...


UP ANGLE FROM STREET - BUILDINGS
As Eric is seen to jump across the gap at least three stories up
where there is no connecting building.


CLOSE ANGLE - TARGET BUILDING LEDGE
as Eric smashes into it, just missing, hinging at the waist,
grabbing for purchase, suddenly panicked, gravity pulling him
downward.


ANGLE - AT ERIC FROM PHONE CABLE BRACKET
Eric falls but manages to grab the bracket one-handed.  He hangs
for another deadly moment, then slowly, to his own astonishment,
executes a one-handed pull-up that will save his ass.

                ERIC
        Gotcha.

He completes the pull-up, bringing his chin level with the
ledge.  As he reaches for it with his other hand the bracket
rips from the wall and Eric plummets, with a howl of defeat.
UP ANGLE FROM STREET - ERIC'S DOWNFALL
It's a looooooong way down.


ANGLE - ALLEYWAY
as Eric lands and splits a trash can in two.  A beat as we wonder
if any bones are left unpulped.  PUSH IN as Eric rolls from
facedown to his back.


TIGHT SHOT - ERIC'S FACE
as he completes the roll, gasping, amazed he's still in one
piece.


ANGLE - TRASHCAN - ON THE CROW
It flies easily down to inspect Eric as he slowly sits up,
examining his hands.  Frustrated and pissed off.

                ERIC
        Thanks.


CLOSE-UP - THE CROW
Not "your welcome", but other-worldly patience.  It waits.


RESUME ERIC
                ERIC (CONT'D)
        Where're we going next -- the
        sewer?


EXT. ROOFTOP - NIGHT
Still, dark silence until Eric lands from ABOVE FRAME, feline.
The crow lands simultaneously b.g., perched near a roof access
door with a shaded, dim-yellow bulb.


CLOSE-UP - THE CROW
It just blinks at him.


INT. ABANDONED STAIRWELL - NIGHT
as Eric yanks open the rusty rooftop door from the outside and
sweeps down the steps in a swirl of night mist


ANGLE - FOOT OF STAIRS
Trash and detritus all around, clogging the arteries of the
building, which is old, unoccupied, forsaken.  The crow lights
on a scarred banister knob.  Eric's footsteps come down into frame.


ANGLE ON LOFT DOOR - INCLUDE ERIC
A year ago this door was sealed with police barricade tape...
which now sags, faded.
A sticker across the jam notifies potential trespassers that
this is -- was -- a crime scene.  Eric slows, stops, his hand
on the banister.


ANGLE - THE CROW
as is wafts ahead of Eric, arriving at the door first.


ANGLE ON ERIC, THE DOOR, THE CROW
Eric has had enough.

                ERIC
        Are we finished yet?


CLOSE-UP - ERIC'S HAND ON BANISTER
sliding along, as he speaks, until it hits a cigarette burn.


PUSH IN ON ERIC - TIGHT
stiffening as he suffers his second --


FLASH:  IMAGES and DIALOG are not linked.  A rapidfire MONTAGE set
in the loft, a year earlier (it is decorated for Halloween).
The broken door.  The stairwell is filled with cops and cop
noise; lab guys bustle.  Albrecht is there, making notes as a
DETECTIVE steps over to him.

                ALBRECHT
        Victim's name is Shelly Webster.
        The guy who got tossed is, uh ...--
             (checks his notebook)

Albrecht grinds out his smoke on the banister.

                        FLASH ENDS.


RESUME ERIC ON THE STAIRS.
He sits down hard, hurting from the flash.  His eyes seek the
crow.  He completes Albrecht's line:

                ERIC
        "Draven, Eric."


EXT. THE PIT - NIGHT
LOW DOLLY of Elly's little combat boots moving toward the
entryway of the pit.  MUSIC gradually UP LOUDER O.s. as she
nears.


ANGLE - ELLY IN DOORWAY
Luridly-lit.  A grown-up's place.  A burly BOUNCER appraises
her, his tone jokey.  He knows Elly.

                BOUNCER
        Hey!  You got any ID?

                ELLY
        Very funny.  Ha.  Ha.  Oh my,
        sides.

The Bouncer jerks a thumb.  Go on in.


INT. THE PIT - NIGHT
A grungy sawdust-floored shot-and-beer joint packed tight
with urban BURNOUTS rushing to drink their lives away.  Hammering
MUSIC and rude whorehouse lighting.  Each predator straining to
be badder than the next.
TRACK THROUGH this maze at Elly's eye level until we reach
DARLA, waitressing her heart out, the drug mileage on her
obvious.
                ELLY
        Mom --?

                DARLA
        I told you you're not supposed
        to come in here.

                ELLY
             (a quick lie)
        I lost my key.

Disgustedly -- goddamn kids -- Darla fishes up a key and slaps
it into Elly's hand.

                FUNBOY (O.S.)
        Hey, Darla -- before we die of old
        age, how about it --?

                DARLA
             (to Elly)
        Out.  Now.  I gotta work.

RACK PAST Darla and MOVE IN CLOSE on a corner table -- where sit
Funboy, Skank, T-Bird and a black, vested muscle gypsy, TIN-TIN.


INT. LOFT - NIGHT
As Eric shoves the door open from the outside.  The lock, popped
from the frame, spins on the wooden floor.  The barrier tape
whisps and dust roils.  Dark, chilly, damp.  A rat's nest of
disuse.


PULL BACK THROUGH THE BROKEN PICTURE WINDOW
as Eric enters.  Glass blown out.  Shards poking.  Jagged.


NEW ANGLE - AS ERIC WALKS IN
He scans the loft.  Sees reflecting golden eyes near the floor.


ERIC'S POV - FLOOR NEAR WINDOW
A white, long-haired cat walks into a pool of night light.


ANGLE - ERIC AND THE CAT
He kneels.  Extends his hand.  The cat nears; likes Eric.


CLOSE-UP - ERIC'S HAND.
as the cat makes contact.  Sudden white jolt - a FLASH.

FLASH:  we HEAR Eric strumming his Strat o.s.  We see what he
saw:  Shelly, holding the cat.

                        FLASH ENDS.


UP ANGLE - ERIC
Wincing.  Recovering from the flash.  He purposefully gathers
the cat into his arms and braces for more, harder, stronger...

FLASH:  A MAN and a WOMAN make love on a big bed amidst a hundred
points of candlelight.  Shelly and Eric, once upon a time.

                        FLASH ENDS.


REVERSE ANGLE FROM BEDROOM DOOR - ON ERIC
as the cat, dropped, hits the floor and scrambles out of the way.


CLOSE-UP - ERIC
vising his head, teary-eyed, his nose bleeding.

                ERIC
        No!  Don't look!  No! No!

He whirls unexpectedly and punches his fist completely through
the masonry wall.

FLASH:  Eric and Shelly in a mock waltz.  He spins her and they
collapse on the bed.
                        FLASH ENDS.


ANGLE - ERIC
slowly pulling his arm out of the wall.

                ERIC
             (whispering)
        Stop it.

His eyes roll up and he slumps the length of the door frame like
a drowning man.


ANGLE - GABRIEL
watching Eric.  He hits with an o.s. THUD.


INT. THE PIT - ON FUNBOY'S TABLE - NIGHT
As a gloved hand sets up four bullets next to four shots.

                FUNBOY (O.S.)
        Let's have some fun.

Funboy pops the bullet, like a contact capsule and washes it down.
T-Bird turns to Tin-Tin, the new guy.

                T-BIRD
        You first.

                TIN-TIN
        You're outta your fuckin' mind.

Into it, almost jazzed, Tin-Tin downs his bullet and shot, and
T-Bird does likewise.  Points to Skank.

                T-BIRD
        No.  I'm not the lunatic.  He is.
Skank riles, pulls a huge Auto Mag and sticks it in T-Bird's
face, cocking.

                SKANK
        Fuck you, T-Bird.

Just as lightning fast, T-Bird has his own gun out and jammed
right under Skank's jawbone.  He makes a kissy face.

                T-BIRD
        I love you too, you madman.

They all crack up laughing like ax murderers.  Skank drinks,
Tin-Tin spot checks the satchell from Top Dollar's.  Darla
delivers more shots and funboy feels her ass.

                FUNBOY
        Hey, pussycat.


INT. LOFT - DOWN ANGLE (CROW POV) - ERIC ON FLOOR
He's awake.  Pushes himself up.


REVERSE ANGLE - THE CROW
Is perched in a dead light fixture, monitoring Eric.
ANGLE - ERIC ON FLOOR
He's awake.  Pushes himself up.  Realizes he is in the center of a
faint chalk outline on the hardwood floor.  He reaches to touch
the dark stain of old blood.

FLASH:  Shelly spills into frame, mouth bloodied.  T-Bird
instantly on top of her, rough.

                        FLASH ENDS.


ANGLE - WITH ERIC
as he abandons the outline and staggers to the window... where
he cuts open his hand on jags of glass.

FLASH:  Eric held firm in the grasp of T-Bird and Funboy, one
arm each.  Five bloody bullet holes in Eric's chest.
The thugs 1-2-3 and hurl Eric backwards through the window,
which shatters.
                        FLASH ENDS.


ANGLE - ERIC AT THE WINDOW
Reeling backward, same trajectory as in the Flash, but toward
the floor, in SLO-MO.  Overloaded.  Blacking out.


AS ERIC FALLS - INTERCUT MONTAGE
A jumble of good/bad images from the loft:  Tin-Tin embedding a
page of paper in the loft wall with a throwing knife...
Shelly's face as she lights a candle... a POPPING champagne
cork... the echoing CANNONADE of the shots that killed Eric...
Skank backhanding Shelly... Shelly blowing bubbles from a
clawfoot tub full of suds... Eric catching Funboy's first slug
high in the chest... NEW ANGLE of the glass in the window
blowing out as T-Bird and Funboy through Eric through...


ANGLE - ERIC'S REAL TIME FALL
He plummets to BLACK OUT FRAME.  THUMP.  Out cold.


INT. PIT - RESUMING FUNBOY'S TABLE - NIGHT
Funboy contemplates his drink as the previous scene reverbs.

                FUNBOY
        More fun than a torture chamber.

Tin-Tin's pocket pager goes BEEP and startles them all.  Skank
nearly shoots it, jumpy.  Tin-Tin pulls back on a black leather
trenchcoat after clicking off the pager.

                TIN-TIN
        I hate this goddamn thing...


ANGLE - DARLA watching them from a distance as Tin exits.


INT. LOFT - FLOOR LEVEL - NIGHT
An enormous cockroach trundles past, large in FRAME.  RACK to
show Eric lying on floor b.g. as his eyes pop open.  A flurry of
dark motion as the crow flies past frame.


ANGLE -- THE CROW -- Having snatched the bug in it's beak.  Eats
it.


ANGLE - ERIC
rising from the floor.  Careful.  Stealthy.  Watches his fireplace.

                ERIC
        We have company.


ANGLE ON FIREPLACE
Huge.  Marble.  COld.  Eric's paper mache masks of Comedy and
Tragedy still hang there.  The Skull Cowboy steps out of the
dark and into the vague blue light.  Shadowy as ever.

                SKULL COWBOY
        Having fun yet?  No?
             (beat)
        I'll give you a hint.  Remember
        whatshername?

                ERIC
        Shelly?

                SKULL COWBOY
        Miss her?

                ERIC
        Yes.

                SKULL COWBOY
        Kill the men who killed you both,
        and the Day of the Dead will be
        your reunion.

The Skull Cowboy prestidigitates a flat throwing knife(like Tin-
Tin's).  Eric's gaze follow it closely.

                SKULL COWBOY (CONT'D)
        You must use your eyes.

He points to the crow.


ANGLE - THE COMING KNIFE - ("CROWVISION")
Weirdly distorted, a shared vision between Eric and the crow.


TIGHT ON ERIC
As he DUCKS out of the path of the knife he sees through the
bird's eyes.  He rolls.


ON THE CROW
It hops out of the way as the knife embeds in the wall.  Eric's
ROLL finishes him up nearby.

                ERIC
        Goddammit.

He grabs for the knife as if to use it on the Skull Cowboy, but
the knife causes an unexpected painful FLASH.

FLASH:  Eric bouncing off the bedroom doorframe, Tin-Tin's knife
stuck in his shoulder.
                        FLASH ENDS.


RESUME ERIC
vising his head with his hands, in pain.  Too much pain.

                SKULL COWBOY
        Get it?

                ERIC
        Leave me alone -- !

He looks up, the Skull Cowboy is still there.

                SKULL COWBOY
             (contempt)
        Do something about it.


ANOTHER ANGLE - ERIC AND THE SKULL COWBOY.
A horrible beat between them.  The Eric runs full tilt across
the room, bounding to the open window and then leaping.


ANGLE - SKULL COWBOY
as close to surprise as he gets.  Steps out to watch as --


ANGLE ON WINDOW - ERIC
FLIES feet first out into space.


CLOSE-UP - BRICKWORK ABOVE WINDOWFRAME
Eric's fingers smash into grip the tiny mortared gaps!


EXT. LOFT BUILDING - UP ANGLE FROM STREET - NIGHT
High above, Eric's feet shoot out the window, knocking loose
stray shards that fall toward frame.  He swings into an upside-
down pose, impossibly holding himself rigid against the
building's side, face down. by his quarter-inch finger grip.


CLOSE-UP - ERIC
Every muscle rigid, quivering with tension.  Hold.  Then he
relaxes, and swings back inside.


INT. LOFT - AT WINDOW, PICKING UP ERIC - NIGHT
He arches, flips, to land on his feet.  The Skull Cowboy is
gone.  No knife either.  The crow watches.  O.S. "meow".


ANGLE - WITH ERIC AS HE TURNS TO SEE THE CAT

                ERIC
        I guess I'm not ready to leave...
        just yet.

He picks up the cat -- wary of flashes, which don't come this
time -- and returns to the window.  Feeling safer.

                ERIC (CONT'D)
        The last time we saw each other,
        I didn't do so well.
             (holds cat up)
        Huh, Gabriel?

He moves to the fireplace.  With his free hand, lifts the
Tragedy mask off its hook.  Puzzles it, fact-to-mask.

                ERIC (CONT'D)
        I bet you need some cat food...
        right?


EXT. STREET - NIGHT -ESTABLISHING:
Eric walking, the Tragedy mask hanging from his hip.  An
occasional PEDESTRIAN passes without comment, brutalized
by the city.  Eric, more confident, smells the night's bouquet.


EXT. ALLEY - NIGHT ("CROWVISION")
Two men around a trashcan fire.  We should recognize Tin-Tin by
his black leather trench coat.  A wonderfully rude Rap tune, "Got
a White WOman Tied Up In My Closet, Gonna Jab Her With A Stick,"
RAZZLES b.g.


EXT. STREET - RESUMING ERIC - NIGHT
As Eric reacts to what the crow has just seen.  Slows.  Stops.
And directs his attention toward the mouth of the alley.


EXT. ALLEY - TIGHT ON TIN-TIN - NIGHT
He pulls the nickel plated revolver from the satchel.  FOLLOW as
he hands it across to RATSO, who removes the suitcase-sized boom
box (the source of the music) from his shoulder to accept.
Ratso is a feral skull-head; street trash.

                TIN-TIN
        Three hundred and your a
        gunslinger.


HIGH ANGLE - TIN-TIN and RATSO
As the crow is still watching, yet perched.  A brief
shove-and-standoff.  The gun deal has gone bad.

                RATSO
        Please, TIn-Tin, you know I'm good
        for the money, man, I promise,
        Leslie put me up to it, please,
        man, don't --
             (choking scream)

Tin-Tin has just up-rammed a throwing knife into Ratso.

                TIN-TIN
        Ratty -- shut the fuck up.

Tin-Tin lifts Ratso on the knife, gutting him.  Ratso goes
slack, deader'n hell.  Tin-Tin reaches around to click OFF
the boom box... then let's Ratso`s corpse fall.

                ERIC (O.S.)
        Another satisfied customer?


TIGHT ANGLE - TIN-TIN
galvanized by the surprise voice.  He automatically draw a
fresh knife from the bandolero of knives across his chest inside
the coat.  Can't yet track the source of the voice.

                TIN-TIN
        Who the hell is that?
             (beat, venomous)
        Come on out man, I won't hurt
        you.


ANGLE - ERIC IN ALLEY
He steps out from behind another flaming trashcan.  Wearing a
long black scarf and the Tragedy mask.

                ERIC
        Hello, Tin-Tin.


ANGLE ON TIN-TIN - AS HE RISES (FROM RATSO)
trying to process what he sees.  And cover.  And buy time.

                TIN-TIN
        Little early from trick-or-treat,
        homie.
             (re: Ratso)
        This dick trying to bushwack me.

                ERIC
        Murderer.

Tin-Tin blows out a breath.  No bluff.  Time to kill again.

                TIN-TIN
        Guess you got that goddamn right.

He shrugs.  The shrug becomes the launch of a knife.


TIGHT SHOT - MOVING - ERIC
His black-gloved hand slaps away the incoming knife and inch from
his nose.  It CLATTERS.  Eric continues striding toward Tin-TIn.

                ERIC
        Try harder.  Try again.


SHIFTING ANGLE - ERIC NEARS TIN-TIN
as Tin-TIn throws another knife.  Eric closing in.  He claps
hand together, immobilizing the next knife.  Opens his hands,
almost an "oops" gesture.  Keeps on coming.


ANGLE - ERIC AND TIN-TIN
As they meet.  Tin-Tin attempts a roundhouse.  Eric blocks it
and smashes Tin-Tin into the alley wall.

                ERIC
        A year ago.  Halloween.  A man
        and a woman.  In a loft.  You
        helped to murder them.

                TIN-TIN
        Last Halloween, eh?  Yeah...
             (beat)
        Yeah, I remember.  I fucked her
        too, I think.

                ERIC
        You cut her.  You raped her.
             (rage)
        You watched!

                TIN-TIN
        Hey, I got my rocks off, so
        fuck you in the ass, man.

They're face-to-face now, sweaty and tense.  Eric peels off
the Tragedy mask.

                ERIC
        I want you to tell me a story, Tin-Tin.

                TIN-TIN
        I don't know you...

But, as Eric bears down on Tin-TIn, Tin begins to recognize him.
Fear.  Sweat.
For the first time, Tin-Tin starts to loose control.

                TIN-TIN (CONT'D)
        Holy shit... you're dead, man...


EXTREME CLOSE-UP - ERIC

                ERIC
        Victims.  Aren't we all.


INT. LOFT - NIGHT
TIGHT ANGLE - TABLETOP
as Eric's hands place Ratso's boom box on the table and click on
suitable weird b.g. MUSIC.


ANGLE - FLOOR LEVEL
Eric's boots pass frame.  An open can of cat food CLANKS down
big in f.g.  as Eric walks b.g. obviously wearing Tin-Tin's
trenchcoat.  Gabriel noses into to frame to eat from the can.


INT. LOFT, BEDROOM - NIGHT (LATER)
Shelly's vanity.  Dusty, disused.  The mirror spiderwebbed with
cracks but still hanging precariously in its frame.  Eric is
seated, his image crazily split into many.  He pulls on a long-
sleeved, tight-knit, black shirt.


WIDEN ANGLE to reveal the loft now lit with dozens of candle
stubs.  Placed all around.  Ceremonial and weird.


CLOSE-UP - ERIC
                ERIC
        Halloween is coming.  The Day of the Dead...

In the mirror, multi Eric's.  He touches the glass, tightening up
as he realizes he's in for another --

FLASH:  Shelly, sleeping on her divan, a year ago, wakes as Eric
(O.S.) says "Boo".  She cracks an eye open.

                SHELLY
        Your scary quotient needs work.

                        FLASH ENDS.


ANOTHER ANGLE - ERIC AT VANITY
Considering old cosmetics.  Everything he touches will hurt him.
But he's ready to eat this pain.  He grabs a lipstick.
FLASH:  Shelly at the vanity in happier times

                SHELLY
        I think red's my color, don't you?

                        FLASH ENDS.


RESUME ERIC
wincing.  He drops the lipstick on the floor.  Grabs a
hairbrush.

FLASH:  Eric smashes into the street after his death-fall,
trailing broken glass.

                        FLASH ENDS.


NEW ANGLE - ERIC AT VANITY
Later.  He's wearing white pancake makeup on his cheeks.  Shaky.

FLASH:  Eric sucks up Funboy's gunshots in the chest.  1-2-3-4.

                        FLASH ENDS.


RESUMING ERIC AT VANITY
his face a crazy warpaint maze of white streaks, not blended
yet.  He looks at his own reflection.  In one cracked,
triangular facet of the mirror is not a multiple of his face,
but the Skull Cowboy.  Just one.

                SKULL COWBOY
        Glad to see you're finally with
        the program.

                ERIC
        Bugger off to the graveyard, skull-
        face, I'm busy.

                SKULL COWBOY
        You work for the dead.  Forget
        that, and you can forget it all.

The Cowboy tips his hat and isn't there.  Eric sees the crow
perched on the edge of the mirror now.

                ERIC
        Forget this.

He smears the streaks until his face is uniformly grave-wave
white.


ANGLE - GABRIEL THE CAT
coming in to sniff around the clutter at the foot of the vanity.
Eric looks down towards him... and toward the lipstick he dropped.


CLOSE-UP - ERIC'S HAND
as it glides down to pick up the lipstick.  CONTACT, and --

FLASH:  Eric, smashed on the street, T-Bird's car b.g., upside down
in Eric's POV as he rolls over and blood courses from both
corners of his mouth,  a definite foreshadow of the "Crow" face.

                        FLASH ENDS.


RESUMING ERIC AT VANITY - TIGHT

                ERIC
        She always red red was her color.


EXTREME CLOSE - THE MIRROR
We see only a reflected corner of Eric's mouth as he duplicates
the blood trail in red lipstick, making one one half of a crow
harlequin smile.


EXT. LOFT BUILDING - LATER - NIGHT
A MEDIUM SHOT as lightning strikes; a storm brews.


EXT. LOFT - LATER - NIGHT
CLOSE-UP - ERIC'S BOOTS
crossing the floor.  Tin-Tin's knife slotted to the bucklework.
CLOSE-UP - VANITY
Eric's hands discard a hairbrush there.  He moves off.
CLOSE-UP - GABRIEL
looking up o.s., watching his master stalk around with purpose.
Thunder rumbles long o.s.


ANGLE - AT ERIC IN WINDOW FROM OUTSIDE
The storm boils.  Eric framed in broken window.


CLOSER ANGLE - ERIC IN WINDOW
Eric all in black,  Firm-wrapped.  Tight-wired.  The trenchcoat
flutters, cloak-like.  His shadowy face framed by the upturned
collar, his hair punkish and spiky.


SIDE ANGLE - ERIC
as he moves forward in the light.  The crow lights on his shoulder.

                ERIC
        All right, bad guys...


FRONT VIEW - ERIC
Full crow regalia.  Face makeup streamlined.  Eric's eyes flash.

                ERIC
             (in drawn out yell)
        Here I commme -- !


PULL BACK swiftly, vertiginously, as Eric swan dives from the
window, his voice a howl.


UP ANGLE FROM STREET - ERIC'S FALL
Coat, wing-like.  MATCH his dive yell with o.s. crow SCREECH.


SLOW MOTION as Eric fills the frame and we --


                        DISSOLVE TO:

EXT. ALLEY - WHERE TIN-TIN GOT IT - NIGHT
Cop lights bounce, competing with the trash fires.  Albrecht and
several other UNIFORMS assess the double-death scene.  A
detective, TORRES tries to appear in charge.

                TORRES
        Couldn't have happened to a nicer
        couple.


ANGLE - ALBRECHT AND TORRES OVER DEAD TIN-TIN
Tin-Tin frozen in deathshock, all of his knives sticking out of
him.  Dead Ratso, b.g., where he fell.

                ALBRECHT
        Sure it coulda.  Funboy's not
        here, neither is T-Bird -- none
        of Top Dollar's number ones.

                TORRES
        You know, you sure got a hard-on for
        a guy that's guilty of zip on
        paper.  Top Dollar runs Showtime;
        what's the matter, don't you like
        adult entertainment?

                ALBRECHT
        This sack of shit is called Tin-
        Tin.

                TORRES
        Don't any of your little pals have
        real, grown up names?

                ALBRECHT
        He was a runner for Top Dollar.
        Just muscle.

                TORRES
        Was.

                ALBRECHT
             (sigh)
        This isn't Top Dollar's style
        anyway.  This was somebody else.
        Somebody new.

Albrecht lights a fresh smoke.  Torres waves the smoke away.

                TORRES
        And you're gonna tell me who.

                ALBRECHT
        Who ever made that.

Albrecht points.  CAMERA FOLLOWS to wall behind Tin-Tin.  A crow
silhouette has been daubed in blood there, now dry.

                TORRES
        What in the hell... do you
        call that?

                ALBRECHT
        I call it blood, Detective.  If
        you want, you can call it graffiti.


INT. GIDEON'S PAWN SHOP - NIGHT
CLOSE-UP of Gideon's thick fingers shuffling grimy currency.
Some scratchy 1920's TUNE plays throughout b.g., like a broadcast
from another time and place.


TIGHTER ANGLE - GIDEON
looking up at a metallic SOUND, o.s.  Irritated.

                GIDEON
        Piss off, we're closed.

As the outside security gate rattles, Gideon draws his magnum
and approaches the front door.

                GIDEON
        Fucking creatures of the night;
        they never goddamn learn.

Sudden surprise as he sees the silhouette of the gate SCREE back
against the frosted glass of the front door.

                GIDEON (CONT'D)
        HEY!!

And he hustles to close up the distance between himself and the
door, gun up.  Before he can touch the door, the crowbar comes
rocketing through the glass, pegging Gideon in the forehead and
knocking him flat on his ass.  He loses the pistol.
Eric walks through the door, causing the fractured glass to
disintegrate around him.  He disclaims, thespian.

                ERIC
        "Suddenly I heard a tapping, as of
        someone gently rapping, rapping at
        my chamber door."
             (pause)
        You heard me rapping, right?


LOW ANGLE - GIDEON ON THE FLOOR
reacting to Eric's weird appearance and looking for his gun.

                GIDEON
        Oh, bullshit!  You're trespassing
        asshole, you're breakin'
        and enterin' and you just bought me a
        fucking door!

During Gideon's rant, Eric brushes glass cubes from his
shoulders, nonplussed.  Now he flings Gideon across the room.
Gideon crashes into the counter cage.  As Eric advances on him:

                ERIC
        I'm looking for something in an
        engagement ring.  Gold.

As Eric comes up behind him, Gideon reaches through the open
cage door and pulls a big combat knife from beneath the counter.

                GIDEON
        You're looking for a coroner,shit-
        for-brains!

And he tries to nail Eric with the knife.


NEW ANGLE - BEHIND GIDEON - AS GIDEON SWINGS
No Eric behind him.  TILT to reveal Eric hanging off the cage
above Gideon.  Eric slams the cage door against Gideon's head.
Drops down like a spider and collects the knife.

                ERIC
        I repeat: a gold engagement ring.
        It was pawned here, a year ago, by
        another gentleman whose name, I
        believe was... "T-Bird"?


IN TIGHT ON ERIC AND GIDEON
Eric twists Gideon's sail-like shirt and Gideon turns bright red.

                ERIC (CONT'D)
        Cute nickname, don't you think?

                GIDEON
             (gasping)
        I ain't got no fuckin' ring.

                ERIC
        Wrong answer.

Eric nails Gideon's hand to the counter top.  Gideon howls!

                GIDEON
        All's I got is in a box!  Behind
        the counter!

Eric jumps through the cage door.  Gideon's eyes bug as he sees
his own pierced hand, immobilized.


ANGLE - ON ERIC BEHIND THE COUNTER
scans the shelves.  Rows of boxed ammo.  Kerosene tins.  A shotgun.
Knives and assorted knuckle duster curios.  And the ring box.


CLOSE-UP - THE RING BOX IN ERIC'S HAND.
Dozens of gold rings.  Eric's fingers sift through them.


TIGHTER ON ERIC
He brings each ring to his face.  INTERCUT with Gideon's feeble
struggles and invective, o.s.

                ERIC
        No... no... no... no...

He tosses each rejected ring over his shoulder.  Until:


CLOSE-UP - THE RING IN ERIC'S HAND
Obliterated by a stab of brilliant white light --

FLASH:  Shelly's face.  A perfect vision...

                        FLASH ENDS.


RESUMING ERIC
He closes his fist tightly around the ring.  A moment of
decision.  Then he draws the shotgun from beneath the counter.
Uses the butt to knock the knife free of Gideon's hand.  It goes
spinning across the countertop.  Eric shucks the shotgun and
rams it into Gideon's nose as the big man slumps to the floor.

                ERIC
        Tin-Tin confided in me, before he
        ran out of breath.  You have one
        chance to live.

                GIDEON
        No fucking way.  He'll kill me.

                ERIC
        Who would waste time killing you...
        besides me?

Gideon sweats, pants, contemplates the hole in his hand.

                GIDEON
             (cowed)
        Top Dollar.

                ERIC
        Another jolly nickname?

                GIDEON
        You want those assholes, you want
        Top Dollar.

                ERIC
        T-Bird?

                GIDEON
        Like the car.  He hangs out with
        Skank. that little ass-hair, and
        they hang at the Pit -- hell,
        Funboy lives there.  Ask Top
        Dollar.

                ERIC
        A whole club of pirates, with
        pirate names...

Eric seems to go berserk, SMASHING and PUNCTURING cans of
flammables and powder while Gideon flinches, nursing his holed
hand.  Blows just miss Gideon's head.  Soon he's cowering.

LOW ANGLE - ERIC
Looking down at Gideon in revulsion.

                ERIC
        You feed off the living.

SMASH!  as another tin ceases to exist next to Gideon.  Then
Eric is gone, past him without further word, ignoring him
entirely.  As he exits, shotgun shouldered, he pauses to admire
a white Fender Strat hanging among the pawnables.  He reaches
for it.


ON GIDEON
As he summons some last minute budget bravery.

                GIDEON
        You walk outta here Top Dollar
        will erase your ass!  Top Dollar
        owns the fucking street here and
        you can't dick with me, you son of
        a bitch!


RESUME ERIC - FRAMED IN DOORWAY
The guitar now bowslung across his back, the shotgun levelled at
Gideon's position.

                ERIC
        One chance to live.  Take it.


MOVE IN TIGHT ON GIDEON
as he realizes what Eric means.  Hauls ass and bangs through the
rear door with a bleat of terror.


ANGLE - RESUMING ERIC IN DOOR
as he cuts loose with the shotgun.


EXT. GIDEON'S PAWN SHOP - NIGHT
as seen from across the street.  Eric silhouetted, unmoving as
the whole store front blows hellaciously out around him, raining
glass and debris.  Stirring his hair.  Eric is the black eye of
the fireball.


LOW ANGLE - FRONT OF PAWN SHOP - EMPHASIZE ERIC
lit by flames and residual explosions.  He hurls the shotgun
into the inferno.  Casually brushes flaming/smoking detritus
from his own clothes.

                ALBRECHT (O.S.)
        Don't move! I said don't move.


NEW ANGLE - ERIC
as he turns slowly, to see Albrecht, out of reach, gun drawn.
Eric's attitude lightens; Albrecht is not the threat here.

                ERIC
        I thought the police always said
        "freeze:.

Albrecht divides his attention, jumpy, between the odd sight of
Eric (guitar on his back), and the raging instant inferno of
Gideon's.
                ALBRECHT
        I'm the police and I say don't
        move, Snow White.  You're under
        arrest; I don't care what else is
        wrong with you!  You move and
        you're dead.

Eric has begun to pace towards Albrecht.  Palms up.  A gesture of
submission.  Albrecht's battle calm begins to waiver.

                ERIC
        And I say I'm dead... and I move.

                ALBRECHT
        No further.  I'm serious.

Eric bows, bringing his forehead in line with the gun's muzzle.

                ERIC
        Then shoot, if you will.


TIGHT ANGLE - ALBRECHT
He gives it up.  Can't shoot.  This is too weird for him.

                ALBRECHT
        Are you nuts, walking into a gun?


NEW ANGLE - LESS THREATENING - ERIC AND ALBRECHT

                ERIC
        You must listen carefully:  the
        Fire Department will be here soon.
        There is an injured man in the
        alley who needs assistance.
             (meaningfully)
        As Shelly Webster once needed your
        assistance, and as you are shortly
        going to need my assistance.

Albrecht gestures casually, almost comically, with his pointed
gun.  B.g., the crow lands on a fire escape to monitor them.

                ALBRECHT
        You wanna run that back for me one
        time?

SIRENS near, o.s.  Eric listens to them, to the night.

                ERIC
        Listen:  Top Dollar.  He "owns the
        street here."  He will "erase
        my ass."

                ALBRECHT
        You don't say.

                ERIC
        I know Top Dollar has turned your
        streets into his hell.

                ALBRECHT
        Fucking A, my friend.

                ERIC
        The others are called Skank, T-
        Bird.  Street names.  Funboy.
             (beat)
        Watch me, office Albrecht.

Eric lifts a chunk of glass from the sidewalk.  Slow and easy.
Albrecht doesn't completely trust him.  Up comes the gun.

                ALBRECHT
        Watch it...

Eric slices open his palm.  Blood flows.  To his fingertips.


NEW ANGLE - ERIC AND ALBRECHT
as Eric quickly daubs a crow silhouette in blood on the wall...
then exhibits the gashed hand to Albrecht.


CLOSE-UP - ERIC'S HAND
as the blood retreats and the wound seals itself up.


TIGHT ON ALBRECHT
and the silhouette.  Mouth hangs.

                ALBRECHT
        You're the one who did Tin-Tin...


PULL BACK FAST to reveal Eric is gone from the frame.  Albrecht does
a quick 180.  No Eric.  Flashbars from incoming units begin
to bounce red and blue off his face.

                ALBRECHT (CONT'D)
        Great.  Good night.  Guy shows up
        looking like a mime from hell.
             (beat)
        Least he didn't do that "walking
        against the wind" shit;  I hate
        that.


EXT. SHOWTIME - NIGHT - TO ESTABLISH.
A night-owl pornucopia.  T-Bird enters beneath a garish theater
marquee.  The 2-bill:  RUMP ROMP with BUTTBUSTERS II.


INT. SHOWTIME LOBBY - NIGHT
T-Bird approaches the snack bar.  Wet, breathy mating NOISES
from the auditorium throughout, o.s.  Looking supremely bored,
the counterman, DICKEY BIRD, thumbs a porn tabloid.  So what.

                DICKEY BIRD
        T-Bird.  Thrill me.

                T-BIRD
        Business.

T-bird heads left through s steal door that Dickie buzzes
open for him.


INT.  SHOWTIME AUDITORIUM (BACKSTAGE) - NIGHT
T-Bird walks past dust-covered boxy black speakers as we glimpse
Lance and Angelique making history in reverse, on the back of the
movie screen: oratoria as good as porn films can make it.

                PORN QUEEN (O.S.)
        I don't know how to describe how
        I feel, Lance -- so restless --

                PORN KING (O.S.)
        You're my Moon Queen, Angelique.

                PORN QUEEN (o.S.)
        Oooh -- I want you're rocket right
        now in my Sea of Tranquility --
        Lance --


ANGLE - CATWALK STAIRS
As T-Bird approaches, the movie sounds dwindle o.s.  He ascends
the skinny metal stairway two steps at a time.


ANGLE - STEEL FACED DOOR AT TOP OF STAIRS.
As T-Bird nears it, a viewplate SNAPS open to asses him.  By
the time he reaches the top, the door unbolts to admit him.


INT. TOP DOLLAR'S LAIR - NIGHT
As T-Bird enters.  The room is organized around a long meeting
table and flavored with a taste of everything illegal:  drug
paraphernalia, weapons.
Across the table are a couple of Sentries like the one that
admits T-Bird to the room.  TRACK PAST them to a lank-haired
silhouette as he turns away from a windowshade, backlit by
Showtime's exterior neon.
This is TOP DOLLAR.  Who looks like a Johnny Winter acid
casualty but is deadly cold, definitely the man in charge.

                TOP DOLLAR
        Wild fucking night.  I hear our
        pal Tin-Tin got himself very dead.

                T-BIRD
        And Gideon's just burned all the
        down to the foundation.

Top's eyebrows go up.  Oh really?

                T-BIRD (CONT'D)
        I didn't have nothin to do with
        that.

                TOP DOLLAR
        Bet that pisses you off, right?

                T-BIRD
        Top, what the fuck is going on
        tonight?

                TOP DOLLAR
        Stay normal, T.  Cops'll be all
        hotwired and aggressive.  No
        combat moves until I check this
        out.


EXT. STREET - NIGHT - (~CROWVISION") HIGH ANGLE
Taking in the street, the Pit, and a little girl seated on an
abandoned car.


ANGLE - STREET LEVEL - ON ELLY.
Seated on the looted wheelless car, playing with a small doll.


CLOSER ANGLE - ON ELLY
She doesn't notice someone is watching her yet.


TIGHT ON DOLL, THEN ELLY
She looks up o.s. at Eric, who is still out of the frame.

                ELLY
        What are you supposed to be?  A clown?


CLOSE-UP - ERIC
He smiles for what seems to be the first time.  Warm, even past
his crow makeup.

                ERIC
        Sometimes.

He glances back and logs the location of the Pit for later, not
in a big hurry just now.  Turns back to Elly.


WIDE ANGLE - ERIC AND ELLY

                ELLY
        You look like a rock star without a
        job.

                ERIC
        I dabble.  May I?

He indicates the car hood, a "seat" next to Elly from which he
may observe the Pit.

                ELLY
        If you're not some kinda child
        molester.

Eric looks behind himself.  Who, me?  Genuinely amused.  He
shakes his head no and sits down next to Elly.


INT. CLUB TRASH - NIGHT
The music POUNDS and smoke is everywhere, like incense.


INTERCUTS of the clientele, retro, robotic, clove cigarettes and
rubber clothing; fetish casual wear.


ANGLE - TOP DOLLAR
right in the center of the noise, looking downscale and dirty
in this milieu.


ANGLE - ANOTHER CUSTOMER
Passing Top, appraising him, finding him as boring as life
itself.  Undertaker chic, she stares at Top.

                TOP DOLLAR
        I thought Halloween was tomorrow
        night.

An Oriental bodyguard passes him in f.g., motioning to follow.


INT. LAO'S NIGHTCLUB OFFICE - NIGHT
Lao watches club activity on his flybank of TVs.  When Top
Dollar shows up at the office door two Sentries try to bar his
passage.  He shoves through.

                TOP DOLLAR
        Get outta my way, you mooks.

Lao's demeanor indicates that they should not kill Top.

                LAO
        An unexpected pleasure.

                TOP DOLLAR
        Bad news.  Alot of action on the
        streets tonight, and nobody
        bothered to clear it with me.  Tin-
        Tin got himself whacked.

                LAO
        Who got himself what?

                TOP DOLLAR
        One of mine.  And it wasn't a
        standard hit.

                LAO
        I had heard something like this.
             (beat)
        Describe it for me.  The "hit".

                TOP DOLLAR
        I was wondering if you could tell
        me anything... about a wildcat
        operative.

                LAO
        I know of no one.
             (beat)
        But even if there is, I am sure it
        is nothing outside your capacity
        to deal with?

                TOP DOLLAR
        Anybody violates my turf -- our
        turf -- I'll rip out there heart
        and show it to 'em.

                LAO
        To be sure.  Now tell how your
        friend died.


INT. PRECINCT HOUSE - NIGHT
ANNABELLA, a comfortable large, spider-in-the-web deskworker,
sits typing at a terminal.  Miked headphone in one ear, police
scanner chatter o.s.  She blows and pops a pink bubble of gum.

                ALBRECHT (O.S.)
        Annie?


ANGLE - ANNABELLA AND ALBRECHT
Albrecht enters frame from across her countertop.

                ANNABELLA
        Whatever it is, the answer's no,
        Eddie.  I'm too busy tonight.

                ALBRECHT
        Annie, I need a file.

There is a desperate edge to Albrecht's voice.

                ANNABELLA
        Speak up.
             (beat; her guard up)
        Clear it with the Captain if you
        need a file.

                ALBRECHT
        This is special, darlin'.  Please?

Annabella eyes Albrecht doubtfully.  Fatalistic sigh.

                ANNABELLA
        Just don't tell me you "owe me
        one."  What file?

                ALBRECHT
        Double homicide.  A year ago.
        Las Halloween.


EXT. STREET NEAR THE PIT - ERIC AND ELLY - NIGHT
Still hanging by the car, a bit more familiar with each other
now.  A low-slung mirror-windowed LIMOUSINE hisses past them and
curbs across the street from the Pit.

                ELLY
        My mom works over there.  I'm
        waiting for her, but she's
        probably with him, right now.

                ERIC
        Who?


                ELLY
        Mister Funboy.

                ERIC
        Mister Funboy lives there?


TWO SHOT - ELLY AND ERIC - (PIT B.G.)

                ELLY
        He has a room, upstairs.  I don't
        like him very much.

Elly is not happy about this.  B.G. we see Grange get out of the
car, heading to the Pit, and notice in passing a guy with the
white face talking to the little girl down on the block.

                ELLY (CONT'D)
        Can you play that thing or do you
        just carry it around everywhere?

Elly indicates the guitar strapped to Eric' back.

                ERIC
        I can pick out a tune now
        and again.

                ELLY
        Can you play "Teddy Bears' Picnic?"
             (re: doll)
        It used to be her favorite.

                ERIC
        Does she have a name?

                ELLY
        No name.  You sure ask a lot of
        questions.

Elly HANDS the doll to Eric and he experiences a wholly
unexpected flash.

FLASH:  Elly and SHelly sitting as SHelly's vanity, goofing with
makeup, test-driving lipstick, the doll visible on the vanity.

                        FLASH ENDS.


RESUME ERIC - AS THE DOLL DROPS FROM HIS HAND
Pain is trying to fight it's way out of Eric in surges.

                ELLY (OS)
             (smart alec)
        Hel-lo?  Earth to anybody...?

Eric snaps out of it.  Elly retrieves the doll.

                ELLY (CONT'D)
        Do you feel okay.

                ERIC
        No.

                ELLY
        You gotta go now, I bet.

                ERIC
        I have to go.

Half-zomboid, half-determined, he exits.


INT. PIT - NIGHT - WITH GRANGE
As he circulates to the bar, unimpressed.  To the bouncer:

                GRANGE
        Top Dollar?

                BOUNCE
        Never heard of him.

                GRANGE
        Funboy?

                BOUNCER
        Oh, prob'ly upstairs bangin'
        Darla.  Pay for your own beer and
        they'll prob'ly be down before you
        can drink it.


INT. PRECINCT HOUSE - OFFICE - NIGHT


CLOSE-UP of an 8x10 of the loft slaughter in Albrecht's hands.
Subject: a document pinned to the wall with a knife.


ANGLE - ALBRECHT AT DESK.
flipping through the file. Smoking.


ANGLE - THE 8X10 IN ALBRECHT'S HAND
Subject: Eric, dead in the street in front of the loft
building.  The blood on his face reminiscent of his crow face.
As Albrecht's hand moves the photo we can see in the file
several band shots of Eric as a member of Diabolique...
including the shot on Lao's wall gallery of past performers at
Club Trash.
A DOUGHUT on a paper plate suddenly touches down in the middle
of all this research, startling Albrecht.


ANGLE - ANNABELLA BEHIND HIM

                ANNABELLA
        Don't thank me.  Your ass is
        already in enough trouble for this shit.

                ALBRECHT
        I knew that.

Albrecht holds a typewritten page closer to the the light.


CLOSE-UP DOCUMENT, torn by the knife hole made by Tin-Tin.
It reads:  We, the Undersigned tenants of 1929 Calderone Court
Apartments...

                ALBRECHT
        Another nice white girl with a
        cause.  Like a big KICK ME sign.

Albrecht takes up and 8x10 of Eric's face.

                ALBRECHT (CONT'D)
        Shelly Webster.  And her nice
        white boyfriend, Eric Draven.

With a felt-tip pen he superimposes the crow smile, like the make-
up, like the blood.

                ANNABELLA
        Your last little wild goose chase
        got you busted back to the Beat
        Patrol, just like in a bad
        detective story, Eddie. Are we
        doing the wildgoose thing again?

UNDER THIS Albrecht sketches in Eric's spiky Crow hairdo.

                ALBRECHT
        Could be.

                ANNABELLA
        You gonna wind up working at a school
        crosswalk.   that doughnut's
        chocolate you, know.


PUSH IN on the doctored photo.  It's Eric.  It's the Crow.


PUSH IN on ALbrecht.

                ALBRECHT
        Well, hello there...chocolate,

                ANNABELLA
        Don't thank me.

                ALBRECHT
        Thanks, babe.


INT. THE PIT (REAR) - ERIC ON FIRE ESCAPE - NIGHT
Climbing.  The crow perched on his shoulder.  Not in a hurry.

                ERIC
        It's a Raymond Chandler evening
        And the pavements are all wet, And
        I'm lurking in the shadows, for it
        hasn't happened ...


TIGHT CLOSE-UP - ERIC
Impish.  Clown killer.

                ERIC (CONT'D)
        ... yet.


INT. THE PIT - NIGHT
Grange at a table.  SMoking and waiting.  No beer.  His back
protected, he is stationed near the fire stair door and has a
good overview of the room.


INT. FUNBOY'S ROOM - NIGHT
CLOSE-UP of a base pipe being lit and hit hard.


EXT. THE PIT (REAR) - FIRE ESCAPE - RESUMING ERIC - NIGHT
Eric's gloved hand slides sinuously up rusted railing.


INT. FUNBOY'S ROOM - NIGHT
A hypodermic needle rises into frame.  A nicotined fingernail
flicks bubbles in the syringe.  FOLLOW needle down and BROADEN
ANGLE: Funboy taps up a vein in Darla's arm and shoots her up.
Both are naked in a shabby bed.  Bare lightbulb above.

                DARLA
        Ooh, baby -- gimme all of it.


CLOSE-UP - THE NEEDLE
As the plunger depresses.


ANGLE - ON THE WINDOW
As the crow quite unexpectedly arrives and perches on the sill,
scaring the shit out of our two dopey friends.  Funboy pulls a
giant auto pistol; mock aims, calms down, doesn't fire.

                DARLA
        It's a big fucking bird...

She falls back against her pillow, eyes dreamily defocusing.
Funboy giggles.  Relaxes the gun, which half-disappears into the
sheets at his side.

                FUNBOY
        It's a squab.  Here bird, Here,
        birdie...


NEW ANGLE - DARLA AND FUNBOY
Except that Eric now stands near their bed, across from the
bird's position, the guitar bowslung.

                ERIC
        Here Funboy.

Contained panic as Funboy and Darla both startle.  The needle
flies and lands at Eric's feet.  Empty.  Funboy struggles to
maintain against his high.

                FUNBOY
        Oh wow, oh wow, don't fucking do
        that, man.  I nearly had a fucking
        heart attack.

                DARLA
        Fun -- look at that guy...

                FUNBOY
        It's just the dope, don't worry

                DARLA
        Fun, he's not going away; he's
        scaring the piss outta me!

                FUNBOY
        Not me.

Funboy draws the gun from underneath the sheers.  Suddenly he seems
totally focused.

                FUNBOY (CONT'D)
        Time for you to take your bird and
        leave, freako.

Eric rips open his shirtfront to reveal a circlet of bullet
punctures.  This gives Funboy pause.

                ERIC
        Take your shot funboy.  You got
        me, dead bang.

Funboy tilts the gun off target.  Grins as Eric flat handedly
past his chest, indicating where to shoot.

                FUNBOY
        You are seriously fucked up, man.
        Just look at yourself.

In a blur, he sighs, and shoots Eric through the heart.

                FUNBOY (CONT'D)
        BANG!  He shoots, he scores!

Then his expression drags a little bit.


ANGLE - ERIC
Looking down and daubing his hand in the bullet wound on his chest.

                ERIC
        Bull's eye.  Good shot.


ANGLE - DARLA
who starts scrambling to get out.  Grabbing clothes on the floor
around herself. she runs right into Eric's outstretched hands.

                ERIC
        Stay.

Eric twists her arm.


CLOSE-UP - DARLA'S FOREARM.
where we may clearly see the needle tracks.


UP ANGLE - ERIC

                ERIC
        Morphine is bad for you.

He holds her arm captive.  Tight, and we PUSH IN CLOSER to see
the dope evacuating from the punctures, a reverse of Eric's,
Blood trail.  The dope drips from Darla's arm to the floor.
Darla's eyes roll up into the unconscious.  She slumps.


ANGLE - ON FUNBOY - GAWPING

                FUNBOY
        How the hell did you do that?

                ERIC
        Magic.

Funboy regards Eric's battlescars and guitar.

                FUNBOY
        Either die or do a solo.

Eric looks briefly to his chest wound, wincing.  He can't seem
to make it tie off fast enough.  He turns his attention back to
Funboy.  But his strength is mysteriously ebbing.

                ERIC
        Neither.

                FUNBOY
        Yeah, I got a more fun idea myself.

Funboy lashes out and broadsides Eric across the temple with the
gun.  Eric falls, rolls back to a stance, but Funboy is right on
top of him, howling like a lunatic and pistol-whipping Eric
relentlessly.

                FUNBOY
        I hate trespassers!
             (whack!)
        I hate prowlers!
             (whack!)
        I hate peeping toms!
             (whack!)
        And right now I hate you!


ANGLE - WALL NEAR BATHROOM
as Eric, caught off-guard by Funboy's hyper high and weakened by
his wound, comes slamming into the wall, losing his footing.
Here comes Funboy, and we TILT UP from Eric's position as he
looms, cocking the pistol, which now has Eric's blood on it.

                FUNBOY
        Ahh, the hell with it, I still got
        five shots left.

In a blur, Eric grabs Funboy`s gun hand.  Twists to the
crunching of bones.  Funboy's skewed-around gun hand blows a
hole in his own thigh.  Funboy fall back across the bed.

                FUNBOY
        Owwwaaaa -- fuck me!  Look what
        you did to my sheets, you lame
        piece'a shit!  AAAAaa!  Goddd!

                ERIC
        Does it hurt?

                FUNBOY
        Does it hurt?!  You dead-ass,
        clown-faced fuck, of course it
        fucking hurts!  What the shit are
        you gonna do about this?!

Eric sits on the bed next to Funboy; inspects the ampule of
morphine on the nightstand, the needle of the syringe already
inserted.

                ERIC
        I have some pain killer right here.
And he fills the syringe all the way.

ANGLE ON FUNBOY
as he begins to see the light.  He can't get away.  Growing
terror.

                FUNBOY
        No, wait, no WAIT, that's too
        much, man, that's like overkill,
        nobody can take that much, you're
        wasting it -- !

                ERIC
        Your pain ends now.

And Eric rams the needle into Funboy's heart, driving home
the full dose.  Funboy begins to convulse.
Eric falls back on the bed, his force spent.  Darla COMES TO in
the corner, shock-traumatized.  On O.S. COUGH, and Eric opens
his eyes.
The Skull Cowboy, standing in the room, tips his hat.

                SKULL COWBOY
        Howdy
             (beat)
        You look a mess.  Like an ole
        cooter dog.


TIGHT SHOT - ERIC'S FACE
streaked with -- mostly -- his own blood.


ANOTHER ANGLE - THE SKULL COWBOY AND ERIC

                SKULL COWBOY
        Getting a little ambitious and
        extracurricular, aren't we?

                ERIC
        Go away.

                SKULL COWBOY
        You need to learn to mind your own
        business or you'll never get where
        you think you're going.

                ERIC
        Shut up.

                SKULL COWBOY
        Maybe I was wrong about you.

The Skull Cowboy seems saddened or disappointed.  All we get is
a little shake of his skull-head.
Darla makes a SOUND and Eric turns toward her.  She's really
confused.  She's looking to Eric for some kind of answer.

                ERIC
        Your daughter is out there, on the
        street, waiting for you.

She's stunned, utterly speechless.  All she can do is look in
Eric's eyes, try to ponder the phantoms there.

                ERIC
        Go.  Now.

Darla shoves helter-skelter past Eric and out the door without
a glance back at Funboy.
Eric, recovering, follows slowly, staring at the open door,
stooping to lift the guitar dropped during the fight with
Funboy.  The Skull Cowboy has vanished.  PUSH IN.  Grimly, Eric
takes a syringe and begins to draw blood from the late Funboy.


INT. THE PIT - NIGHT
As a hastily dressed Darla BANGS out through the fire stair door
behind Grange and FLEES the Pit.

                BOUNCER
        Hey, g'night, Darla.
             (to Grange)
        That there is Darla.

                GRANGE
        Funboy?

Bartender indicates UP with his thumb.  Grange moves to the fire
stairs door.


INT. FUNBOY'S ROOM - NIGHT
Grange has seen the door ajar and now ENTERS gun-first.  Freezes
when he sees:


GRANGE POV - FUNBOY
Half-sheeted, bloody, a hypo hanging out of his heart.


RESUME GRANGE
Eyes darting, drawn to --


GRANGE'S POV - THE WALL NEAR FUNBOY
A crow silhouette spray-painted with a syringe of Funboy's
blood.  A thin outline, drippy.


RESUME GRANGE
whirling with his gun to bring it to bear on --


ANGLE - GRANGE SEES THE WINDOW
The crow is no longer in the room.  Eric is perched on the sill,
guitar and all, looking right at Grange as if waiting from him.
He winks, holds a finger to his lips -- sshh --and jumps out
into the night.


ANOTHER ANGLE - GRANGE
He almost fires, but doesn't.  We see instead the priceless
expression on his face as we --


                        CUT TO:

INT. PRECINCT FOYER - NIGHT
Albrecht lights another smoke, quitting for the night.  Waves to
the late-working Annabella en route.


EXT. PRECINCT HOUSE - NIGHT
Albrecht hasn't gone three steps before Eric appears behind him,
cat silent, matching pace.
NB:  Eric has got a new black rock-n-roll shirt on... and a
shell casing from Funboy's gun tied in his hair.

                ERIC
        Freeze.

Albrecht startles; drops his file.  Nearly draws his gun.

                ALBRECHT
        Jeezus!  Don't ever do that, man!
Albrecht pants, hysterical but calming down.  Eric waits.

                ALBRECHT (CONT'D)
        I told you cops don't say
        "freeze".

He retrieves Eric's doctored photo from the spill of papers.

                ALBRECHT (CONT'D)
        You, my friend, are dead.  I saw
        your body.  You got buried.

                ERIC
        I saw it, too.

Albrecht gathers up the file.  Eric stands there.  We realize he
is hesitant about touching the file.

                ERIC (CONT'D)
        Walk with me.

As Albrecht comes up with the file as they walk.


ANOTHER ANGLE - ERIC AND ALBRECHT ON THE STREET

                ALBRECHT
        You died, man.  I can't believe it
        but here you are.  Last year,
        you and your girlfriend --

                ERIC
        I need you to tell me what you
        remember.  What happened to us?

                ALBRECHT
        You went out the window.  She was
        beaten and raped.  She died in the
        hospital.

They stop.  Eric didn't know this.  Fixes Albrecht with a look.

                ALBRECHT (CONT'D)
        Hey, you asked, man.
             (beat)
        She held on for thirty hours in
        intensive care.  Hemorrhage,
        trauma.  He body just finally
        gave it up.
             (beat; regret)
        I saw it and couldn't do jack for
        her.

Eric has grown increasingly distraught over Albrecht's lines.
Now he turns to Albrecht and, holding Albrecht's temples with
his fingers, puts his thumbs over Albrecht's eyes.


TIGHT ON ERIC - ALBRECHT AGAINST WALL
We see Eric react to a brutal Flash... but we don't see the
Flash.


NEW ANGLE - ERIC AND ALBRECHT
And Eric tears from Albrecht; staggers back, now holding his own
head.  His crow face slacked in realized horror.

                ALBRECHT
        You okay, man?  I mean, what just
        happened.

                ERIC
        The venom of bad memories.  You
        were there; you saw her.  I saw
        you seeing her.

Understandable nervous, Albrecht lights up a cigarette.

                ALBRECHT
        You gotta understand -- I was
        hoping she'd talk, give me a lead,
        a clue, something to work with.
        But she only said one thing to me
        before she died.

Eric lowers his head, penitent.

                ERIC
        My name.

                ALBRECHT
             (fizzles)
        I'm sorry as hell, man.

                ERIC
        Thirty hours.  A day of life, plus
        change...

TIGHT TWO-SHOT - ALBRECHT AND ERIC
Eric plucks the cigarette from Albrecht's lips, taking a single
contemplative puff from it.

                ERIC
        Halloween is coming, soon.  You
        will have Top Dollar if you watch
        for me at the Showtime, tomorrow night.

                ALBRECHT
        I should be trying to stop you.

Eric nods, keeping his eyes on the cigarette.

                ERIC
        Thank you.  For giving a damn.

                ALBRECHT
        My pleasure.

                ERIC
        Don't smoke these.

As a bus grumbles past on the street, Eric pitches the butt and
simultaneously ducks out of frame.


ANGLE - ALBRECHT TURNS
to see a blank building wall.  Fire escape.  Darkness.  No Eric.
He does a full 360 degree turn.  Eric is gone again.

                ALBRECHT
        Damn, I wish he wouldn't do that.


MOVING ANGLE - FROM BUS ROOF
Coat flapping, Eric is standing on the bus roof as the bus moves
away from Albrecht's position.


INT. LAO NIGHTCLUB OFFICE - NIGHT
Lao has the partially disassembled rat skeleton in front of him,
as well as a mortar and pestle with some bits of crushed bone, and
is smoking powdered rat bone in a pipe and Grange reports to
him.
                GRANGE
        The son of a bitch winked at me.
        The he jumped.  Three stories.

Lao seems strangely unaffected by the bizarre nature of Grange's
tale.
                LAO
        Did you see an animal of any kind?
        Did you see a bird?

                GRANGE
             (puzzled)
        No.  I saw a guitar.
             (beat; irritated)
        This isn't some rock-n-roller
        you forgot to pay, is it?
             (beat)
        There was a drawing on the wall
        that looked like a bird.  In
        blood.

Lao's expression is one of sublime content.

                LAO
        Good.

                Grange
        It could've been a chicken...


EXT. LIQUOR STORE - NIGHT - ("CROWVISION")
A LONG SHOT of the T-Bird parked across the street from the
store as two figures -- T-Bird and Skank -- approach on the
store side.
                SKANK
        I wish to hell I had torched
        Gideon's, that fat fuck.

                T-BIRD
        I wish to hell I knew who it was
        that made Tin-Tin into a voodoo
        doll last night.


ANGLE - CLOSER ON T-BIRD AND SKANK - STREET LEVEL
They stop walking.  Look at each other and sanctimoniously cross
themselves.  Tin-Tin's big R.I.P. moment.  T-Bird indicates the
liquor store.
                T-BIRD
        We need some smokes and some road
        beers.

                SKANK
        Got it.

Skank hustles toward the store.  T-Bird crosses to the car.


ANGLE - T-BIRD - THROUGH CAR WINDOWS
WIDEN ANGLE to include the car as he nears it.  Behind him, two
12-year-old KIDS, AXEL and CHOPPER, enter the store after Skank,
one wearing a long duster.


INT. LIQUOR STORE - NIGHT
as the KIDS enter and split between the counter and magazine
rack.  East Indian CLERK.  Two boys fight video game wars in the
corner.  Skank browses, grabbing odds and ends.


EXT. STREET / INT. CAR - LOWER ANGLE - NIGHT
as T-Bird climbs in, digs the last cigarette from his pack,
snaps his Zippo and in the sudden orange light, sees:


INSERT - REARVIEW MIRROR
Eric's purloined Strat in the back sear reflecting the light.


ANGLE - T-BIRD
He tries to spin and draw his gun but Eric is upon him, nestling
one of Tin-Tin's throwing knives right inside T-Bird's ear.

                T-BIRD
        What the fuck are you supposed to
        be, man?!

INSERTS:  Eric liberates T-Bird's automatic from the shoulder
holster; Eric's hand closes T-Bird's door for him.

                ERIC
        I'm your passenger.  You drive.
        And stop talking.


TIGHT ANGLE - T-BIRD'S HANDS
on ignition key and gearshift, making ready.  As ordered.


INT. LIQUOR STORE - ON SKANK AT COUNTER - NIGHT
He looks outside and sees Eric as the car fires up, pipes and
glasspacks grumbling.  Skank moves, BRISTLING.

                SKANK
        What's all this happy horseshit?
And the car peels out maniacally!  Skank tries to pursue -- but
the two KIDS draw weapons and freeze everyone in the store.

                AXEL
        Alright, alright, alright --
        everybody be cool and stay exactly
        where you are.


Chopper hustles up to the counter and relieves Skank of a
gigantic Auto Mag.

                CHOPPER
        Whooooa, cowboy!  Cool gun.
Off Skank's look of total outfoxed disgust.--


INT. T-BIRD - TRAVELING FAST - NIGHT
Vertiginous windshield POV of onrushing street, highspeed.

                ERIC (O.S.)
        Faster, T-Bird.  Faster.  You're
        a hell of a wheelman; you know you
        can drive faster.


ANGLE - ERIC AND T-BIRD
Eric now holds T-Bird's own gun on him.  Eyes locked on T-Bird.
T-Bird's jump between Eric's nightmare visage and the roadway.

                T-BIRD
        You call it, blood -- you got the
        gun. You just tell me where you want
        to go.

Clearly T-Bird would relish bisecting Eric with a meat cleaver
as he says this.  He's nervous and needs to hold the road.

                ERIC
        That's good.  We're going
        someplace you've never been
        before.


EXT. STREET - HIGH ANGLE ON T-BIRD - NIGHT
as the car burns up the obstacle course of pavement, kicking
wake of litter.  PEDESTRIANS scurry to clear the way.


INT. POLICE CRUISER - NIGHT
Parked in an alley, facing the street.  Two cops work on large
styro cups of steaming coffee.  MJ (driver) and SPEEG.

                MJ
        Smells like rain.

                SPEEG
        Smells like a septic tank.  You
        got that cream stuff?

                MJ
        In the bag.

Speeg rummages inside the takeout bag.

                SPEEG
        I hate this cream stuff.  They
        can't even call it cream, legally.

They snap to as the T-Bird blazes past, doing ninety.

                MJ
        What in the crap?

MJ floors the pedal, drenching Speeg in coffee on takeoff.

                SPEEG
        Ow! Owowoowowoowo, goddammit!


EXT. STREET - ON ALLEY - NIGHT
as the cruiser roars out to give chase.


INT. T-BIRD - TRAVELLING FAST - NIGHT
Eric lends the chase car a backward look.

                ERIC
        You caught one.  Drive faster.

                T-BIRD
        Man, you gonna get us killed dead
        and I don't even know what you
        want!

Eric cocks T_Bird's pistol and levels it at his face.

                ERIC
        I want you to stop talking.  And
        drive.  Drive faster.

Eric rifles the glove box, tossing items out the window: clips
for the gun.  Sunglasses.  A giant dildo (brief eyebrows-up to
T-Bird).  Then: a roll of (previously established) gaffer's
tape.  What Eric needs.


ANGLE - T-BIRD AND REARVIEW MIRROR
as he sees a second cop car join the high speed pursuit,

                ERIC (CONT'D)
        You're very popular.  Thought
        you could handle this thing.

T-Bird macho calcifies.  He's going to win.

                T-BIRD
        To hell with you.

                ERIC
             (wry)
        Naturally.


INSERT - SPEEDOMETER
Climbing swiftly toward the 100 mark.


EXT. CITY STREETS - VARIOUS ANGLES - THE CHASE - NIGHT
A 3-way pursuit until the T-Bird reaches the outskirts of the
city.


EXT. DOCKSIDE STREET - NIGHT
All quiet... until the T-Bird ZOOMS past frame.  The lead cop
tries to duplicate the T-Bird's corner-cut and starts spinning.
It clips a light pole.  Rebounds into the path of MJ's unit.


INT. POLICE CRUISER - ON SPEEG AND MJ - TRAVELING - NIGHT
as MJ stands on the brakes.  Collision imminent.  They howl.


EXT. DOCKSIDE STREET - NIGHT
as MJ's unit broadsides the first cop car.


EXT. DETROIT RIVER SHIPYARD - NIGHT
The T-bird careens through dockside silence, alone, then
fishtails, SCREECHING, to a lung-compressing halt.


INT. T-BIRD - ON ERIC AND T-BIRD - NIGHT
T-bird respirating like a jackhammer.  Eric holds stoic.

                T-BIRD
        So what -- you gonna rape me now?

                ERIC
        Time for your reward, T.  Payback
        with interest earned.

Eric rips a long strip of tape from the roll.


EXT. DETROIT RIVER SHIPYARD - NIGHT
A HIGH ANGLE of the car as Eric opens the trunk.


ERIC'S POV - The Trunk.
loaded with plastique, canisters, timers, arson paraphernalia.


INT. T-BIRD - FAVOR T-BIRD - NIGHT
SLOW TILT starting with T-Bird's foot, firmly taped to the
pedal.  Mummified into his seat.  Hands taped to the wheel.
Throat taped hard against the headrest.
The car is now in gear, idling.


ANGLE - ON ERIC FROM WINDOW
He drops an incendiary right into T-Bird's lap.  T-Bird squirms.
No go.  Eric reaches in with a bungie cord.

                ERIC
        A little restrictive?  Good.
             (chilling)
        You held her down and raped her.
        You were the first.  She burned
        while you were inside of her.
             (re: bomb)
        What's the lag on this?  About
        twenty seconds, would you say?

T-bird thrashes, but he's immobilized.  Can't even budge the
wheel.

                ERIC (CONT'D)
        I've comrades in hell, T-bird.
        Give them my best.

Eric activates the timer.  Yanks up hard on the bungie cord.


INSERT: T-BIRD FOOTWELL
The bungie cord pulls T-Bird's foot all the way down on the
pedal.


ANGLE - ON CAR, FROM DOCKSIDE
Eric steps back, plucks the guitar out as the car starts to move.  The
car roars for the edge of the dock, about a distance of a
football field.  Eric examines T-bird's auto pistol and pops the
clip.


INTERCUTS:  as the car speeds for the water's edge, Eric thumbs
bullets from the clip, one by one.


INT. T-BIRD - TRAVELING FAST - NIGHT
T-bird's eyes bug in horror and he goes MMMMMMMMHHH!


CLOSE-UP - THE CLIP IN ERIC'S HAND
thumbing out the final bullet.


EXT. DETROIT RIVER SHIPYARD - RESUMING ERIC - NIGHT

                ERIC
        All gone.


ANGLE - T-BIRD REACHES DOCKSIDE
Lifting off and blowing all to hell, a billion smithereens of
phosphorescent firs pattering into the dark water.  It hits.
Sinks.  Weird flare glow as the car quickly submerges.


ANGLE - ERIC
heaving the gun into the distant water.  Plosh.  He produces T-
Bird's accelerator.  Squirts it into the ground.  He
prestidigitates and T-Bird's Zippo appears in his hand.  He
flicks it and drops it into the flammable puddle.


HIGH LONG SHOT - ERIC
walking slowly out of the scene as the firepool coalesces into
a burning crow shape.


INT. DARLA'S APARTMENT - DAWN


CLOSE-UP of a frying pan busy burning some pretty firebombed
looking eggs.  Kind gross.


ANGLE - DARLA AT THE STOVE.
NOT THRILLED WITH HER OWN PROGRESS.

                DARLA
        I never was too good at this
        domestic shit.


ANGLE - ELLY AT LIVING ROOM WINDOW
staring outside at nothing in particular.  Yet.

                ELLY
        Don't say "shit".
             (beat)
        That's okay.  Corn Flakes are
        okay.  Anything.

She pauses as she hears a lilting, faraway GUITAR STRAIN.
Across the street she can make out the figure of Eric on his
roof playing the guitar.


EXT. ROOF OF LOFT BUILDING DAWN


EXTREME CLOSE of a Pignose Amp.  More soft GUITAR strokes as


CAMERA FOLLOWS a patchwork a taped-together, jerry-rigged
cables to:


ANGLE - ERIC ON ROOF -- shirtless, crosslegged, his Crow make-up
streaked by the night's work.  His fingering is unsure and he
tries the tune again.


INSERT - We she Shelly's engagement ring on a leather thong
around Eric's neck.  Like an amulet.


ANGLE - ERIC PLAYING
He's got it right this time.  Strong, sure CHORDS.  Passionate.
We can almost imagine him conjuring Shelly via musical sorcery.
He holds a stroke, letting it ring.  Sun rises behind him.

                IRATE VOICE (O.S.)
        Hey, shut the fuck up!

Eric's eyes, closed with the moment, dart left.  Funny.


EXT. MAXI-DOGS - DAY
Later.  Elly is seated on a stool..  Mickey gives her a chili
dog.
                MICKEY
        Chili dog for breakfast... it's
        original.

                ELLY
        Mom tried to cook.

                MICKEY
        Oh.

                CUSTOMER (O.S.)
        Hey, Mickey, I need a special
        with everything.  No sawdust.

                MICKEY
             (to Elly)
        Everyone's a comedian.  Enjoy.

Mickey EXITS FRAME.

                GRANGE (O.S.)
        You're Elly, right?  I know your
        mom.

Elly turns.  Grange sits next to her.  Lao's mirrored-windowed car
is parked across the street, b.g.

                ELLY
        A lot of people "know" my mom.
Grange points o.s., indicating he wants coffee from Mickey.

                GRANGE
        I know your friend, too -- the one
        that looks like a rock star.

                ELLY
        I don't know you.

                GRANGE
             (easily)
        I'd like to get in touch with him.

Elly sizes Grange up.

                ELLY
        You're not a cop, either.  What do
        you want him for?

                GRANGE
        I'm looking for a good guitar man.

                ELLY
        Right.

Grange withdraws a $10 bill from his wallet and slides it across
the countertop to Mickey.

                ELLY (CONT'D)
        You buying?
             (cuts him some slack)
        He kinda wanders around.  You'll
        see him if you pay attention.

                GRANGE
        I need to find him kind of soon,
        Elly.


INT. LOFT - ON ERIC - DAY
No shirt, the ring on the thong around his neck -- workout mode.
He twirls and performs odd Crow moves of increasing complexity
in the big open living room.  On purpose, he stretches hard
against the bedroom doorframe.

FLASH:  Shelly stands in the blue moonlight near the picture window
wearing a rococo Victorian gown.  PUSH IN TIGHT as she is
embraced by a nude Eric.  He undoes the last few remaining ties
that hold the gown in place.  FOLLOW THE GOWN as it crumples
down the length of Shelly's (also otherwise nude) body to the
floor...
                        FLASH ENDS.


LOW ANGEL - FROM INSIDE THE BEDROOM - ON ERIC
hanging there, inviting the pain the FLASHES bring.  Breathing
as though he is pumping iron, pumping up.


ANGLE - LATER - ERIC IN BEDROOM
embracing a ragged full-length dress that used to be Shelly's.

FLASH: Eric and Shelly (wearing the same dress), exchange an
extremely passionate and intimate KISS in the moonlight.

                        FLASH ENDS.


ANGLE - RESUMING ERIC
as he drops the dress.  Absorbing the pain and memories.


ANGLE - LATER - ERIC IN LIVING ROOM
executing a complex roll that winds him up at the windowsill.
He grasps it with both hands.

FLASH:  A series of CLOSE SHOTS of Eric and Shelly's HANDS, each
moving along the other's body.  Curves and dips and contours.
But Eric's gaze never leaves SHelly's eyes.

                        FLASH ENDS.


ANGLE - RESUMING ERIC AT WINDOW
His GAZE similarly FIXED.  Bringing his hands away and clapping
them together, deep breath, fingertips pressed to his face, like
Kung Fu prep.  When he opens his eyes, the crow is there before
him on the sill.

                ERIC
        That's better.

He wipes his torso down with a towel.

                ERIC (CONT'D)
        It's almost time.

He holds his hand in front of his face and he flexes it.  We can
HEAR tendons CRACKLE like a harness.  Closes it into a powerful
fist.


INT. TOP DOLLAR'S LAIR - NIGHT
TIGHT on Skank as he slams his fist down on the table.  He has
a black eye and facial scuffs from his liquor store encounter.

                SKANK
        Top, I made the sumbitch!  Face
        all painted white like some kinda
        fuckin' kabuki homo!


WIDE ANGLE to include all present:  Lao, Grange, Lao Guards #1
and #2, Top Dollar, and a Sentry.  Top dusts up a line and
rinses his nostrils with brandy.

                LAO
        Sounds like our "Crow" is
        out-maneuvering you.

                TOP DOLLAR
        "Our" Crow...?

                LAO
        Come now.  You've seen the
        graffiti -- all over the city in
        the few hors it has taken your
        men to drop like plague victims.
        What about your turf, Top?
             (mockingly)
        You don't seem to have ripped out
        anyone's heart yet.

                TOP DOLLAR
             (pissed off)
        The night is young.

                SKANK
             (hot)
        The found T-bird flash-fried to
        what was left of his fucking car!

Top is angry too, but won't show it to Lao.  He rises and goes
to the window.  Neon glow.  Top sees something outside, below,
that really torques him off.


EXT. STREET OUTSIDE SHOWTIME - NIGHT (TOP'S POV)
A phantom GRAFFITI ARTIST is spray-painting a crow shape on the
condemned building right across the street.
INT. TOP DOLLAR'S LAIR - NIGHT
Top whip-drawing an auto pistol and shooting below.

                TOP DOLLAR
        Hey, you little fuckweed!  That's
        against the law!

His gun smoking.  Momentary empowerment.

                TOP DOLLAR (CONT'D)
        I don't give a shit what kinda
        bird this guy is.


EXT. WINDOW - NIGHT
As Top turns from the window,  PULL BACK to incorporate the
chunky shadows where the lights don't fall.  Eric is there,
perched on the narrow exterior ledge...but we don't know it
until he opens his eyes, two dots of white in the blackness.


INT. TOP DOLLAR'S LAIR - NIGHT
LAO AT TABLE -- angered by this macho horseshit, annoyed at his
time being frittered.

                LAO
        I am sitting over here.

He SLAMS a palm on the table and the room goes silent.  Top
looks sheepish.

                LAO (CONT'D)
        Do you think this childish
        machismo impresses me?
             (regains composure)
        When I was a boy in Saigon I
        watched my country change one
        block at a time,  one building at
        a time.  Whole lives erased.  A
        way of life, polluted.  Today, no
        one forces me to move.  I use my
        powers to change your country, one
        block at a time,  one building at
        a time.

                TOP DOLLAR
        Nice speech.  What's it supposed
        to mean?

                LAO
        Your comprehension is not
        required.  Your cooperation and,
        indeed, your ability are the
        issues on the table.

Top rallies to this.

                TOP DOLLAR
        Whatever you say, I can do.
Skank looks around, nervous and jumpy, a contradiction to Top's
guarantee.
                LAO
        That's reassuring.


CLOSE-UP - TOP'S SHELL CASING IN ERIC'S HAND
from the ledge.  Endstamp is for a .45 caliber.


ANGLE - ERIC ON LEDGE
He sniffs the cartridge.  We can see Funboy's cartridge in his
hair.  He fists the shell casing tightly.


ANGLE - DOWN-TABLE, AT SKANK
Jittery, grabbing a clip for his own automatic.

                SKANK
        What was that -- !?

It wasn't anything.  Skank loads, stands and jacks the action on
his gun.  Lao looks questioningly to Top Dollar.

                TOP DOLLAR
        Too many poppers, Skank.  Relax.  Heel.


ANGLE - WINDOW BEHIND TOP DOLLAR
A black blur as Eric arches through, spilling Top.


ANGLE - MEN SEATED AT TABLE
Eric back flips the length of the table and kicks the gun from
Skank's hand.  All react.  Weapons out.


CLOSE-UP - SKANK'S GUN
spinning mid-air to land in Eric's open hand!


GENERAL ANGLE - BIG MOBY SHOOTOUT - (VARIOUS)
Death cleans house.  Standing on the table, Eric fires rearward
under his own arm to clip Lao Guard #1.  He pivots, shooting,
and takes out Lao Guard #2 -- who slams backward into the steel
door as it being opened by the Sentry outside.  Crash!  The
door is shut again.


ANGLE - GRANGE AND LAO
Grange sprays the room with a Calico 950 Auto, shoving Lao
beneath the table for cover.


ANGLE - ERIC
Bullets hit him and demolish everything behind him.  Skank hits
the deck again.  Eric fires and Lao Guard #1 sucks three hits
across the chest, firing convulsively against the ceiling, blowing
the lights.


ANGLE - TOP DOLLAR
springing up from behind table.  But Eric is gone from the field
of fire and one shot strikes Skank, rising at the far end.


ANGLE - LAO AND GRANGE
making for the door, Grange as shield.  Lao draws a pistol.  The door
opens and Lao shoots a Sentry to clear him out of the way.


ANGLE - TIGHTER ON LAO
A last look back toward Eric and Grange hustle Lao out.
Door SLAM o.s.  Top is out of ammo as Eric lands from above
frame right in front of him and slaps the gun from his hand.

                TOP DOLLAR
             (awed but maintained)
        You want my attention, man you
        got it.


ANGLE - SKANK UNDER TABLE
Wounded but clawing toward Eric just the same.

                SKANK
        It's him, Top!  He dusted T-Bird!


ANGLE - ERIC AND TOP DOLLAR, FACE-TO-FACE

                ERIC
        You have to be SKank.
             (to Top Dollar)
        One moment.

As he speaks, WIDEN FRAME as he turns and grabs the incoming
Skank by the hair.

                ERIC
        Thank of a snappy comeback for me
        on your way down.

Without a beat he pitches Skank right out the window!  Skank howls
all the way down.


EXT. STREET - ON POLICE CAR - NIGHT
Damaged from the wreck, limping home, piloted by our pals Speeg
and MJ.  Skank smashes down into the roof, imploding the
flashbar and windshield.  MJ drenches his lap in fresh coffee.

                MJ
        OwwwAAHHH son of a BITCH!


ANGLE - SIDEWALK ACROSS THE STREET - ON ALBRECHT
who watches with slow marvel from the shadows

                ALBRECHT
        Jesus Christ...

He runs to assist the demolished cruiser.


INT. TOP DOLLAR'S LAIR - RESUMING - NIGHT
Just Top, Eric, corpses, and lazily drifting gunsmoke.

                ERIC
        Top Dollar, you're the only one
        here still wasting good air...

                TOP DOLLAR
        Five large, in the drawer right
        over there.  I never saw you.

                ERIC
        Do you know what you destroyed?

                TOP DOLLAR
        Take the dope, too.


Eric backhands Top into the wall.  Gets in his face, seething.

                ERIC
        A year ago.  A very nice lady
        circulated a petition.  She died.
        Last Halloween.  Answer yes or no.

                TOP DOLLAR
        That's ancient history.

                ERIC
        It's yesterday!  Do you know what
        you destroyed?

Top Dollar yells right back at Eric's anger.

                TOP DOLLAR
        Who gives a fuck!  I'm a
        businessman.  You gonna do me,
        then do me and shut you're face!

                ERIC
        You don't even remember...

                TOP DOLLAR
        I never forget anything, dickhead.
        That building was a sweep-and-
        clear; the bitch was a nuisance
        with her goddamned petition.  It
        got a little rowdy... end of
        story.

                ERIC
        Rowdy.  Let me fill in some gaps
        for you.

And he grabs Top's head the way he grabbed ALbrecht's earlier,
slams Top into the wall.  Nose-to-nose.

FLASH:  Shelly backing away from oncoming Funboy in the loft,
trying to retreat, nowhere to run, her home invaded, scared.

                        FLASH ENDS.


ANGLE - TOP DOLLAR AND ERIC
Top is quivering, almost helpless in Eric's hypnotic grasp.
Eric winces, hard, and --

FLASH:  Shelly cut, bleeding, struggling against T-Bird.  Wild.

                        FLASH ENDS.


ANGLE - RESUMING TOP DOLLAR AND ERIC
Viciously close, more intimate and lethal than anything.

                ERIC
        You're a detail man, Top -- you
        need to see more.

This time Top tries to twist from Eric's grasp but it's no good.

FLASH: Shelly, comatose in ICU, eyes fixed and staring,
hoses darting in and out, cold blue refrigerator light.
Bloody, bruised and broken (from Albrecht;s memory)

                        FLASH ENDS.


CLOSE-UP - TOP DOLLAR
arching, stiffening in pain.


CLOSE-UP - TOP DOLLAR AND ERIC

                ERIC
        All of her pain, Top.  Thirty
        hours.  All at once...

Eric bears down on Top Dollar again.  Top screams.  Blood begins
to leak from his eyes, nose, ears.

                ERIC (CONT'D)
        ...all for you.

FLASH:  Rapidfire CLOSE-UPS.  A jagged compound fracture,
jutting, Shelly's eye, blood-red sclera, purpled and sunken.
Her scraped-raw hand clawing at air.  Icebox lighting.  A TIGHT
SHOT of her monitor going flatline: eeeeeeeeeeeeee...


TWO-SHOT - RESUMING ERIC AND TOP DOLLAR.
as Top sags in Eric's grasp, terror fixing his wide-staring dead
eyes.  Eric lets him drop like a laundry sack.

                ERIC
        I didn't think you could handle it
        either.

O.S. BANG of impact, heavy against the steel door.  Eric turns.


ANGLE - STEEL DOOR
as it is battered down by a squad of police using a power-ram.
All weapons snap up to bear on Eric.

                LEAD SWAT
        That's all she wrote, Bozo!  You
        stand down now, and that's an
        order!

ANGLE - ERIC AS HE MOVES
using his foot to shove the massive conference table at the
incoming SWATS while launching himself into the air, flipping
toward the window and arching through cleanly as the cops open
fire on command.  Bullets tear the room to pieces.

                LEAD SWAT
        The fire escape's covered.


EXT. SHOWTIME - FRONT FIRE ESCAPE - NIGHT
Picking up Eric on his dive through the window, bullets chasing
him.  Immediate police fire from below sparks off the ironwork.
Eric ducks slugs balletically and scampers to the roof.


ANGLE - SHOWTIME ROOFTOP EDGE
Eric somersaults over.  Bullets chip brick in his wake.


STREET LEVEL - UP ANGLE TOWARD ROOF.
Showtime girded police cars and MARKSMEN, Eric a distant
shadow figure above.  Here comes a TEAM LEADER with a bullhorn.

                TEAM LEADER (FILTERED)
        On the roof!  Keep firing!  Keep
        firing!

A fury of law enforcement ordnance cuts loose all around him.


RESUMING ERIC ON SHOWTIME ROOF EDGE
A forearm up against the fusillade.  Below him --


ANGLE - PIT FRONT FIRE ESCAPE
Here come Lead SWAT and his Merry MEN.


MOVING ANGLE - WITH ERIC - ADJACENT ROOFTOP
Eric runs for it.  Half a story higher.  He hits the wall and
skitters up, gripping tiny cracks in the brickwork.


ANGLE - RESUMING MEN ON FRONT SHOWTIME FIRE ESCAPE.
Lead SWAT hesitates -- because of what he sees.

                LEAD SWAT
        Holy shit, it's spiderman.

He tries to pull a bead and fires too late.

                LEAD SWAT (CONT'D)
        What're you boy scouts staring at!
        Let's Go!  Let's go!  Let's go!


MOVING ANGLE - PICKING UP ERIC ON NEXT ROOF
He sprints to the far edge and dives to the next lower rooftop.
As he lands he is nailed by a helicopter spotlight, boring in
from behind and above the row of buildings.


MOVING ANGLE - THE STREET BELOW
COPS below, COPS in the chopper, everyone rushing parallel to
Eric, trying to keep up.


ERIC'S POV - THE STREET, THE HELICOPTER
PAN QUICK to the next ledge.  COPS right behind him on the roof
as well.


WITH ERIC - AS HE RUNS TO THE EDGE.
and finds a void waiting there.  No connecting building.


ANOTHER MOVING ANGLE - ERIC
staying ahead of the search light.  A fantastic series of artful
moves that wind him up at the rear edge of the roof.


ANGLE - SWAT MEN ON NEXT ROOF
sighting Eric as the light picks him out.  Eric glances at
them... then jumps.

                CHOPPER PILOT (O.S./FILTERED)
        He's off the roof.  We can't see
        him.


CLOSE-UP - LEAD SWAT
pulling his weapon off target, because there is not target.

                LEAD SWAT
        Dammit to hell!
             (beat; to men)
        Come on.


ANGLE - ALLEY - STREET LEVEL
Eric lands like a falling safe, scattering garbage.  But he's
okay, up and running.


ANGLE - ERIC'S RUNNING POV - END OF ALLEY
as his escape is cut off by a police car that screeches to a
stop, blocking the exit.


ANOTHER ANGLE - ERIC
as he backpedals, scanning for an alternate escape.

                ALBRECHT
             (from car)
        Come on!


CLOSER ANGLE  - POLICE CAR
We can see Albrecht.  Eric dives inside and the car burns rubber.


INT. ALBRECHT'S CAR - TRAVELLING - NIGHT
Albrecht harried and frantic, but in control.

                ALBRECHT
        Keep your head down!

He twists and turns the car, glancing rearward for pursuit.
Gradually he calms down.

                ALBRECHT (CONT'D)
        I figured you might need a ride
        home.

Eric looks up at him from his half-concealed crouch.

                ERIC
        It's done.

                ALBRECHT
        I figured as much.  Did you cap
        off Funboy.

                ERIC
        Funboy had to leave this mortal
        coil.

                ALBRECHT
        Yeah, among others.
             (sees Eric's condition)
        Hey, man -- you're hit.

                ERIC
        It's only a flesh wound.

                ALBRECHT
        It's only fourteen or fifteen
        flesh wounds.

Eric sits up as the car gains distance.  Grabs the cigarette out
of ALbrecht's mouth.  Takes his single puff.

                ERIC
        You shouldn't smoke these.
He pitches the smoke out the open car window.

                ALBRECHT
        Great.  Litterbug of the Living
        Dead.

Eric turns back to Albrecht.

                ERIC
        I'm finished.

Eric shoots him a doubtful look.

                ERIC (CONT'D)
        I mean, I've done what I came to
        do.  It shouldn't hurt this much.
        But it will pass...

                ALBRECHT
             (not buying it)
        Right.
             (beat)
        You sure I can't just take you to
        the emergency ward?


EXT. STREET - NIGHT - ON ALBRECHT'S CAR
It hangs a turn and their escape is made.

                ERIC (O.S.)
        They couldn't do anything for me.

                ALBRECHT (O.S.)
        How 'bout the morgue?

                ERIC (O.S.)
        No.  I have one more thing to do.


EXT. STREET - ANOTHER PART OF THE CITY - NIGHT
Lonelier, less traffic, more deserted.


ANGLE - ON ALBRECHT AND ERIC THROUGH WINDSHIELD - TRAVELLING

                ALBRECHT
        You're gonna kill somebody else.
             (beat; no response)
        We're gonna stop and get a shit-load
        of Band-Aids?

Eric is obviously fighting to stay centered, stay conscious.
His last fight has caused him a great deal of damage, taken a
lot out of him.  He needs to recharge.

                ERIC
        I have to prepare for an
        anniversary.  This coming night.

HOLD on their two kinds of determination. as we


                        DISSOLVE TO:

EXT. CITYSCAPE - DAY
High blue sky.  It might even be pretty if it wasn't Detroit.


INT. LAO'S CLUB OFFICE - DAY
The TV flybank pulses with videotaped images of Club Trash's of
various performers -- including Diabolique.  On several screens,
one-by-one, various images of a guitar-playing Eric Draven
FREEZE-FRAME as we PULL BACK to the desk.  Lao has the 8x10 from
the corridor gallery.  He places it within eyeshot and resumes
work on the desk BELOW FRAME;  we can't see it yet, among other
scattered research and inconcubula.


ANGLE - GRANGE
Entering and crossing to the desk.  As he comes up to the desk,
he DRAWS BACK.
                GRANGE
        What... the hell is that?

                LAO
             (calmly)
        This is a cobra, Mr. Grange.  Yes,
        it is real.


NEW ANGLE - LAO AND GRANGE
Revealing Lao with a sealed cage, holding a large, live cobra in
his hands.  The killing blade is nearby.

                GRANGE
        That thing is poisonous.

                LAO
        Extremely so.
             (beat)
        You and I are the recipients of
        unwanted good fortune, in the form
        of a man everyone is calling The Crow.

Grange makes a face.  Can't keep his eyes off the cobra.

                GRANGE
        Give me a break.  That guy's a wacko...

                LAO
        I intend no slight to you, but I
        cannot find the English to
        adequately express just what he
        is.  I suppose Western mythology
        would describe him as a Fury.

                GRANGE
        Not a Plymouth Fury, I bet.

Lao chuckles indulgently.

                LAO
        Do you know of spirit assassins?
        You do know the dead can rise?
        Properly motivated, of course.

                GRANGE
        Like some sort of zombie on a
        revenge trip.

                LAO
        Mmm.  But tonight I can take what
        is his.

                GRANGE
        Only thing you'll get from that
        clown is a faster way to die.

                LAO
        To the contrary...

ZZLIP!  Lao smoothly BEHEADS the snake with the Blade against
the stone surface of the desk and discards the writhing body.
He squeezes behind one of the eyes and a VENOM SAC protrudes
like a dark pimento.
LAO pulls it free of the milky, clinging tissue and EATS IT.
Off Grange's stunned expression.

                LAO (CONT'D)
        ...all the dying tonight will be
        done by the former Eric Draven.

Lao exhibits the blade to Grange as though it explains all.

                LAO (CONT'D)
        Who is only invulnerable so long
        as he cares about the dead.  When
        he begins to care about the living,
        you'll find his heart can bleed...
        and I want it to bleed for me.

                GRANGE
        Kill a dead guy?

Lao POPS the second venom sac; swallows it.  Pleased.

                LAO
        Truly kill him.  So I may crush
        his skull and smoke it.

Lao SHRUGS.  Grange can handle it.

                LAO (CONT'D)
        Let it suffice that I need him...
        and to get to him, we'll need his
        little friend.

Finally, an assignment Grange can comfortable understand.


INT. LOFT - DAY
Eric, barechested, emotionally tapped, clean of makeup and blood
but exhausted, his movements retarded and slack.  Staring
fixedly into the fireplace,  where he burns everything he could
find of his past:  the junk from the makeup table, the masques,
photos of himself and Shelly.


INT. LOFT - STAIRWELL - DAY
Moving with Elly as she nears the open loft door.  She PEEKS
cautiously inside.


RESUME ERIC
Without looking toward the door, he speaks.

                ELLY
        What's going on...?

                ERIC
        A remembrance.
             (beat)
        A closure.

And Eric consigns to the fire the DRESS we saw earlier.
Holds a photograph in a broken frame.  Cracked glass.  Subject:
Eric and Shelly, goofing for the camera.
He chucks it into the fire.  Draws a deep breath.

                ERIC
        Better now.  I feel good.  How are
        you, Elly, my friend?

Elly is clearly uncomfortable, groping for an excuse just to see
Eric.  Eric is staring at her, intently.

                ERIC
        What is it?

                ELLY
        I knew.  I knew I knew you.  Even
        with the makeup and stuff you
        wore.
             (beat)
        You really loved her, didn't you?


CLOSE-UP - FIREPLACE
The photo burns and blackens in the grate.

                ERIC
        You brought flowers.  As long as
        you don't forget her, Elly, she
        lives.

                ELLY
             (upset)
        She's dead.  She's gone.  And now
        you're just gonna go away and
        never come back, too.  I hate this
        place; it isn't fair.

                ERIC
        Elly...

He draws her close.  Wipes away an errant tear with his thumb.

                ERIC (CONT'D)
        Sometimes the people we care about
        are gone, for no reason.  Sometimes
        that's really tough.  I cry.  But if
        the people we love are gone, we keep them --

He taps Elly's temple, then his won.

                ERIC (CONT'D)
        -- right here.  It's a big
        responsibility.  And that makes it
        okay to mourn.
             (beat)
        I know that if you weren't here,
        I'd be very sad.

Elly gives Eric a hug.

                ELLY
        You look funny without your white
        face on.  Like it's your day off
        or something.

He quizzical expression amuses him.

                ERIC
        Somebody here wants to meet you. Gabriel?

Gabriel the cat has wandered near the fireplace to join them.
Elly is immediately smitten.  Happy.

                ELLY
        I remember him!  Here, Gabriel...
        here kitty... Gabriel... Is he
        still yours?

                ERIC
        I think he's yours, now.

The cat seems to like that idea.  Elly wraps him hugely up in
her arms, talking to him: "How're you, Gabriel, whatcha doin'"


ANOTHER ANGLE - TIGHTER ON ERIC
While Elly is preoccupied with the cat, Eric gives up his last
bit of Shelly to the fire - a portrait photo of her, small and
creased.  He puts it in the fire, watches it burn for a beat,
then turns to Elly.

                ERIC (CONT'D)
        I have something else for you.


BACK FOCUS as Eric lifts off his neck Shelly's ring for Elly's
inspection.  The ring twirls large in f.g.

                ELLY
        Nobody ever gave me something like
        that before.  Ever.

Eric places it around her neck.  Elly BEAMS.

                ERIC
        Shelly would've wanted you to have
        it.  This way, you'll think of her
        every time you see it...

                ELLY
        And she'll be alive.  Up here.


Elly TAPS her own temple with a smile, keeping one hand on the
ring.


                        CUT TO:

EXT. STREET - DAY
Blowing wind.  TRICK-OR-TREATERS wisp past.  Ghosts, witches,
demons out for Halloween.


ANGLE - CEMETERY FENCE
walking home with Gabriel zipped up inside her coat is Elly.  A
fire engine wails past in the opposite direction.


ANGLE - ELLY ON BROWNSTONE STEPS
Strictly downscale building.  Elly to Gabriel"

                ELLY
        You're gonna like it here.

A car curbs across the street as she enters the building.


ANGLE - PUSH IN ON CAR
as the window cranks down to reveal Grange at the wheel.


INT. DARLA'S APARTMENT - DAY
Darla nervously smoking, doing her best to stay clean, but
jittery.  Elly enters the shabby living room with Gabriel in her
arms.
                DARLA
        I was wonderin' where you'd
        gotten to --
             (she sees Gabriel)
        Oh, Elly, honey, a cat.  Here?

                ELLY
        He was a present.  Besides, we're
        moving anyway.  You said.

                DARLA
        We'll discuss this later.
        Obviously.  You left the door open.

DARLA points.  As Elly goes to close the door it opens.


NEW ANGLE - FAVOR THE DOOR
Grange enters accompanied by two Asian martial arts STRONGARMS
(Lao Guards #3 & #4).  Grange looks around, bemused, his manner
avuncular.
                GRANGE
        Hi, Elly.  Remember me?

Elly's surprise is evident.  Darla is just plain pissed off.

                DARLA
        I don't remember you.  And I don't
        remember inviting...

                GRANGE
             (to his MEN)
        If she opens her face again, shoot
        her in the head.


ANGLE - DARLA
Mouth stalling in the ON position as Lao Guard #3 pulls a
gigantic gun, draws and cocks.

                ELLY
             (panicked)
        Mom -- !


ANGLE - GUARD #4 AND ELLY
as he scoops her up, captive.


ANGLE - GRANGE AND GABRIEL
He strolls the circuit of the room, stopping near the window.

                GRANGE
        You should listen to your mother.
        She said no cats.

Grange pitches Gabriel right out the window.

                ELLY
        Gabriel!

Grange pulls out a compact Polaroid camera.

                GRANGE
        Now that's the expression I want.


ANGLE - ELLY AND GUARD #4
As she struggle mightily, to no avail, as Grange moves in to
snap his shot.

                GRANGE (CONT'D)
        Say cheese.

He snaps.  On the SX-70 WHIRR and flash white-out, we --


                        DISSOLVE TO:

EXT. LOFT BUILDING ROOFTOP - SUNSET
Dark clouds have gathered to highlight the sunset.  Eric plays
the guitar - LOUD, the SHelly theme in a major key.  Where
before it was wandering, uncertain, now it's bold and
heartbreaking.  Definitive.  Pain replaced by strength and a
sense of homecoming.
As Eric gets to the end of it, the notes are flying out... At
the climax, rips the guitar up over his head and brings it
down -- SMASH -- on the Pignose.  He's finished here.


ROOF EDGE - FROM STREET
as the broken guitar SAILS OUT over the building edge.


INT. LOFT BUILDING STAIRWELL - DUSK
As Eric comes down the stairs.  Notices the open door.


INT. LOFT - DUSK
He enters, cautiously, to find an envelope laying in the middle
of the floor.  He opens it.


INSERT - THE POLAROID OF ELLY
with a note.


UP ANGLE AT ERIC READING THE NOTE - FROM FLOOR
The crow flies past behind him as his expression hardens.


NEW ANGLE -  A MOMENT LATER - FAST AND HARD
Eric brutally crisscrosses his arms with black vinyl tape.


ANGLE - ERIC DRESSING
Pulling on black night-fighting clothes, skintight.


ANGLE - THE VANITY
as Eric (seen in mirror) jabs his fingers into the white
makeup and smears it on.


                        SMASH CUT TO:

EXT. STREET NEAR CEMETERY - NIGHT
Eric marches along in plain view since everyone around him seems
to be in costume.  The wind whips his coat.  KIDS bustle around
him with trick-or-treat bags.  The crow perched on his shoulder.


ERIC'S POV - CITY SKYLINE
Somewhere, a few blocks over, a building is burning.


ANGLE - ERIC WALKING
A fire engine races past on the street.  He steps out in its
wake and crosses over to --


MEDIUM MOVING SHOT - THE CEMETERY
waiting for him as he crosses to the fence.  Beyond the fence,
in the distance, the church looms.


ANGLE - ERIC
He pauses.  A KID in a Creature from the Black Lagoon mask
comes, passes Eric, then comes back for a touch.

                CREATURE KID
        Trick or treat!

Eric smiles.  Not tonight.


EXT. CEMETERY - NIGHT
Eric is standing over the grave of Shelly Webster, looking down.
He holds for a moment then moves on.


EXT. CHURCH - NIGHT
Eric ascends toward giant oak doors, tres Gothique.  The crow
flaps past, leading him.


NEW ANGLE - TOP OF STEPS -- where waits the Skull Cowboy.  As
Eric approaches, the Skull Cowboy interposes himself between
Eric and the huge double doors.
Eric glares up, defiant.  Moves up the steps.  The Skull Cowboy
extends a skeletal hand.  STOP.

                SKULL COWBOY
        Stop screwing around.


TIGHT ON ERIC
Angry, ready to battle:  You talking to me?

                SKULL COWBOY (CONT'D)
        Your job is done.  You interfere
        with the living again.

                ERIC
        Tell me I'll get hurt.  That I
        might die.
             (beat)
        I've already done that.  I don't
        need anyone's help.  Yours
        included.


STAIR ANGLE - ERIC AND SKULL COWBOY
Eric lower, Skull Cowboy superior, the storm wild around them.

                SKULL COWBOY
        Do this thing and you will be
        vulnerable.  The blood will not
        return.
             (beat)
        No powers.  No reunion.  Nothing.

                ERIC
        Fine with me.

He ADVANCES a step up; the Skull Cowboy Hold fast.

                SKULL COWBOY
        You'll be alone.

                ERIC
        I'm already alone.


INT. BELL TOWER - NIGHT
Through a castle keep-like slit, Grange monitors Eric's
arrival.  He speaks into a headset.

                GRANGE
        We've got company.

                LAO (O.S./FILTERED)
        Is he inside?


GRANGE'S POV - ERIC
Eric Talking to dead air.  Almost arguing with it.  Eerie.


RESUME GRANGE
As he talks into his mike he hefts a nightscoped, laser-sighted
sniper's rifle.

                GRANGE
        He's just out front talking to
        himself.  You tell me.


EXT. CHURCH - RESUMING ERIC ON STEPS - NIGHT
Eric, eyes steely, stares down the Skull Cowboy.

                ERIC
        Don't waste my time.

                SKULL COWBOY
        Very well, it's your ass.

And the wind kicks up around them both, powerfully.


ANGLE - SKULL COWBOY (EFFECT)
As the force of the storm dust-devils around him and begins to
disassemble him.  The fire in his eye sockets goes out.  His hat
flies off an is pulverized by the wind.  The garments begin to
disintegrate and blow around, rotten cerements falling apart in
mid-air.


ANGLE - ERIC ON STEPS -- transfixed by this unexpected
development.  A shard of the Skull Cowboy blows past Eric's face
and transmutes to dust!


RESUME SKULL COWBOY AT TOP OF STEPS (EFFECT)
Transparent, ancient bones, crumbling and blowing away.


ANOTHER ANGLE - ERIC ON STEPS
As Eric lunges for what's left of his mysterious, smart-ass
mentor


CLOSE-UP - ERIC'S LUNGING HAND
Meeting only a swirl of vaporous dust where the Skull Cowboy's
heart would have been.


TIGHT ANGLE - ERIC ON STEPS
He has time to register the dust in his palm before it, too,
renders down to nothingness,  leaving a vague green glow that
dies.  And as he looks to the sky --


UP ANGLE - THE CROW
flapping down to land on Eric's shoulder.  Eric is astonished.

                ERIC
        But why are you still here?


CLOSE-UP - THE CROW
No answer in the crow's eyes.


RESUME AND FOLLOW ERIC
That's good enough for Eric.  He marches to the double doors and
shoves them back.


INT. CHURCH - AS ERIC COMES THROUGH THE DOORS - NIGHT
The high breeze blows in with him, disturbing dust in the
disused Gothic dark.  Hollow cathedral ECHOES to sounds.  A
giant 27" TV positioned on the alter, broadcasting static.


LONG SHOT - ERIC AS HE APPROACHES THE ALTER - ("CROWVISION")
Leery of potential danger from a thousand dark places.


ANGLE - THE TV - AS ERIC ENTERS FRAME
Onscreen:  Elly, gagged with duct tape and handcuffed to an iron
ring bolted to a flagstone wall.  Could be anywhere inside the
church.

                LAO (O.S./FILTERED)
        I believe our friend Elly call
        you Mister Crow.
             (beat)
        Please acknowledge; the mike
        will pick you up.

                ERIC
        I can see her.

                LAO
        Of course you can.


ANGLE - GRANGE IN THE GALLERY --  in darkness.  The running
lights on his night-scoped, laser-sighted sniper's rifle which
THROWS vague sprays of eerie red and green light.

                LAO (CONT'D; O.S./FILTERED)
        Don't permit your rage to cloud
        the issue.  I believe in barter.
        I propose a simple trade.

Grange sights his weapon.


CROSSHAIR POV - ERIC AT THE ALTER
Bluring as Grange resights.  Eric is not the target.  Blur
FINDS the crow at the far end of the nave, perched in front of
a giant stained glass window.


NEW ANGLE - GRANGE -- squeezing off two quick, SILENCED shots.


ANGLE - STAINED GLASS WINDOW -- the first shot blows a hole in
some pastoral religious presentation.  TINKLE of glass.


ANGLE - ERIC -- Spinning at the quiet !pfut! sound, to witness.


ANGLE - INCOMING DART - ("CROWVISION")
SPinning and hissing venomously.


ANGLE - ERIC DUCKS
As before, but the crow is not as fast.


TIGHT ANGLE - THE CROW
As it catches the dart and goes down in a flurry of feathers.


LOW ANGLE - ERIC AT ALTER - INCLUDE TV
His knees buckle.  Sympathetic PAIN from the hit.

                LAO (O.S./FILTERED)
        You intended to finish this
        evening in the cemetery.  I am
        here to help you on your way.


ANGLE - RESUMING GRANGE IN GALLERY
Swapping his tranquilizer gun for a more lethal rifle, similarly
scoped.  He sights the fallen Eric in a spray of green light.


HIGH ANGLE - HAND HELD - ERIC AT ALTER
Groping for support to drag himself back to standing.

                GRANGE (O.S.)
        I've got him if you want him.

                LAO (O.S./FILTERED)
        No shooting.

                GRANGE
             (into headset)
        Move in, guys.


HIGH ANGLE - THE SANCTUARY -- as Lao Guards #3 and #4 move
into light, closing on Eric's position in the center of isle.
Both wield calico's and one bears a sword.


CLOSE ANGLE - ALTER -- Lao makes his entrance from shadow
wearing a brisk pugilist get-up, a practical fighting outfit.
Makes a show of drawing the killing blade.

                LAO
        I wish to possess what you have now.

                ERIC
        I want the girl.  Unharmed.  Now.

                LAO
        I know.  That is why I will
        prevail.  Mr. Grange... ?

Eric CRAMPS UP, CLUTCHING his throat in obvious pain.


ANGLE - GRANGE AT STAINED GLASS WINDOW
Holding the crow by the neck, TIGHTLY.  He plucks the tranq dart
from the its body.


ANGLE - RESUMING ERIC AS LAO MOVES IN CLOSER
Crashing to one knee, invisibly bludgeoned, struggling to
breathe.  Lao has no fear, walking around the stricken Eric.

                LAO
        Sooner or later, my action were
        destined to bring me a genuine
        Fury.  And it turned out to be you.
        At last.  I appreciate your
        abilities as few mortals can.
        That's why I desire them.

                ERIC
        You're too late.  There was a guy
        outside - on the stairs - you
        really need to talk to.  But he
        turned to dust and blew away.
             (beat, gasping)
        I don't have any power for you to take.

                LAO
        I don't believe that.
Lao motions to Grange with the killing blade.  Grange RELAXES
his deathgrip on the crow.  MOVE IN CLOSE on Eric so we may
perceive a palpable degree of relief.

                LAO (CONT'D)
        Time for you to die for me.
              (beat)
        Funny, how the dead can still
        bleed.  How they need air.

Eric IMMOBILIZED as Lao DRAWS BACK the Blade.  To Grange:

                LAO (CONT'D)
        Break its neck.


ANGLE - RESUMING GRANGE AT WINDOW as he prepares to do dirty on
the bird.
Over his shoulder, we PUSH in to the BULLETHOLE from the first
dart until we're in TIGHT CLOSE-UP of an eye watching through
the hole.


EXT. CHURCH - OBVERSE OF WINDOW - NIGHT
Albrecht digs through a sling bag of weaponry, trying to
simultaneously monitor the peephole, muttering sotto to
himself.

                ALBRECHT
        Had to go get yourself hip-deep in
        shit, didn't you, my friend.

It begins to rain.  Albrecht glances resentfully toward the
sky.

                ALBRECHT (CONT'D)
        Give it a rest, huh?

A hefts a machinegun, clipped over and under.  CUTS LOOSE on
full auto into the Madonna on the window.


INT.  CHURCH NAVE - NIGHT
As the window EXPLODES toward Grange and he sucks big hits from
behind, DROPPING the crow.  The bird hits the ground, flapping
weakly.
LAO GUARDS #3 & #4 exchange a look and whip up their Calicos,
RETURNING FIRE.


EXT. CHURCH - NIGHT
Albrecht takes cover as a lot of religious stuff is noisily
destroyed all around his position.  Chunks of the window
continue to disintegrate.


INT. CHURCH ALTER (NIGHT)
Eric tuck-and-rolls out of the way as we go CLOSE on Lao,
screaming.

                LAO
        I said no shooting!

Then he's ducking bullets himself as Albrecht STEPS IN through
the blown out window, the machine gun stuttering on slugs.
The sanctuary comes apart around Lao.  He RETREATS to the alter
and EXITS whence he came.


TIGHT ON PEW -- ERIC DIVES just as Guard #4 comes after him with
the sword, which chomps into the wood and gets stuck there.
Guard #4 releases it and cross draws his Calico as ERIC springs
back into the frame -- STRAIGHT UP.


TIGHT ON GUARD #4 as Eric's lancing foot propels him backward
before he can fire.


INTERCUTS -- ALBRECHT AND GUARD #3 scrambling to reload.  Guard
changes magazine; Albrecht swaps clips.


ANGLE - DOWN LENGTH OF PEW -- Guard #4 slides.  Sits up with his
gun as Eric, down-pew, grabs the sword.


ANGLE - ALBRECHT AT WINDOW  firing now with a gun in each hand.


RESUME ERIC AND GUARD #4, who eats it from Albrecht's gunfire,
but not before he puts a round through Eric.
Eric staggers back from the impact but keeps his feet.


RESUME ALBRECHT as he tosses away the dry pistol.  His machine
gun jams, he fights to get the clip.


ANGLE - GUARD #3 -- reloaded and rising, having caught Albrecht
dead-bang in the open by the window.


MOVING ANGLE - WITH ERIC --  A complex leap with the sword
flashing.  He lands near Guard #3 and SLASHES UPWARDS, blade up.


CLOSE-UP - GUARD #3 -- screaming in pain, gaping DOWN O.S.


TIGHT ON ALBRECHT - looking UP, following the trajectory of
something AIRBORNE toward him.


CLOSE-UP - GUARD #3'S Calico spinning mid-air with Guard #3s
HANDS still attached, severed mid-forearm by Eric's devastating
strike.


ANGLE - ALBRECHT drops Guard #3 -- to REVEAL Eric in the
background.  Eric salutes Albrecht with the tip of the sword.
WITH ALBRECHT as he moves into the nave, which has been torn
apart by gunfire.  Hazy smoke.  Two dead guys.  And Eric.

                ALBRECHT
        You sorta looked like you might
        need my help.

                ERIC
        This isn't your place.  This isn't
        your fight.  And I don't need
        your help.

                ALBRECHT
        You're welcome.

                ERIC
        Leave here.  Don't do this.  I
        don't want you here.

                ALBRECHT
        The hell you say.  This isn't just
        about you any more.

Eric stares dead-on at Albrecht, acidly, then BREAKS the Guard's
sword, dropping the pieces and turning his back on Albrecht, who
pursues Eric to:

INT. SPIRAL STAIRCASE - TO BELL TOWER - NIGHT
The crow FLAPS UPWARD through the void.  Eric grabs the thick
bellrope, testing it.  A final look to Albrecht.

                ERIC
        Don't interfere.

                ALBRECHT
        You're bleeding, man.  You can't
        make it.

Eric shinnies up the bellrope, ignoring Albrecht.


ON ALBRECHT
Watching as Eric dissappears from view, fast..  Grumbles.

                ALBRECHT
        You won't mind if I just take the
        stairs, then, smartass...

He hefts his arsenal bag of hardware and begins to plod up the
steps.


ANGLE - MOVING WITH ERIC ON THE ROPE -- A weird perspective of
speed climb.  Zip!  All the way to the top.


EXT - CHURCH ROOF - NIGHT
Slanted, shingled, slippery, dark.  Lightning deep in the turbid
clouds.  The crow circles as Eric RISES INTO FRAME.

                ERIC
        Here I am.

DOWNFRAME lightning STRIKES the ornate LIGHTNING ROD (large,
Victorian, lance-like) at the far end of the roof from the bell
tower.

SILHOUETTING Lao and Elly standing in front of it.  Elly
flinches at the strike.

                LAO
        Can you fly, Crow man?


INT. BELLTOWER SPIRAL STAIRS - RESUMING ALBRECHT
He stops his ascent to light a cigarette.

                ALBRECHT
        I ain't cut out for this superhero
        shit.


EXT. CHURCH ROOF - RESUMING LAO - NIGHT
Lao SNAPS Elly's free handcuff to the dimly glowing  lightning
rod and advances, one foot on either side of the peak of the
roof, his blade brandished.


CLOSE MOVING SHOT - ERIC -- Hands up to grapple, but
weaponless.  He spiders to meet Lao, suddenly PICKING UP SPEED
and RUNNING along the precarious peak.
Lao sees him coming, braces to strike, but Eric executes a BROAD
FLYING LEAP right over Lao's head.
ERIC LANDS, SLIPS, sprawls sideways, clinging to the peak of the
roof.  Lao hurries in to slash with the blade, as Eric averts.
The steel RINGS.  Eric converts his dodge into a low spin kick
that DUMPS Lao.
Eric SPREAD-EAGLES to keep from falling.  Distantly, Lao
similarly saves himself.


NEW ANGLE -- THE FIGHT -- Here comes Lao, crabbing back toward
the peak.  Eric ROLLS to Elly's position, GRABS the lightning
rod and tries to wrest it loose.


SIZZLE OF FLESH as Eric's hands are scorched: the metal is still
blue-hot.


MOVING WITH LAO as Eric battles to free the lightning rod.  Lao
closes up distance, gives a warcry and prepares to swing as -
Eric WRENCHES the rod loose and turns to deflect Lao's blow.
The weapons spark as they meet... and there goes Elly, her
handcuff freed, SLIDING DOWN THE ROOF SLOPE.


ANGLE  -- ROOF SLOPE -- WITH ERIC  as he dodges Lao by using the
lightning rod to vault down to where Elly is about to slip off
the roof.
With the rod embedded in the roof, Eric hangs on, and elly hangs
on to Eric.


UP ANGLE -- LAO, a dark figure against the night sky, raising
the sword.
                LAO
        Face me!

Eric guides Elly to the top of one of the flying buttresses.
When he looks up, Lao is gone.


ANGLE - BELL TOWER -- Albrecht's head pokes up at last.  Looks
around, finally spots Eric below and to the left.  YELLS, serio-comic.

                ALBRECHT
        Is he dead yet?


INSERT - ALBRECHT'S HOLSTER as Lao's hand draws Albrecht's
gun quickly.


ANGLE - ALBRECHT AND LAO --Lao has blindsided Albrecht.

                LAO
        No.  You are.

He jams the gun into the base of ALbrecht's neck and fires three times.


CLOSE ANGLE - ERIC - He's too far away to matter.  Shock.


INSERT - ALBRECHT'S CIGARETTE as it rolls down the slope,
trailing sparks, snuffing out.


ANGLE - ERIC holding onto the lightning rod as lightning CUTS the
night above him.


ANGLE -- LAO AT BELL TOWER, triumphant and a bit wild, SHOUTING.

                LAO
        You've caused another death,
        Mister Draven!  The girl will die
        as well -- because of you!


ANGLE - ELLY ON FLYING BUTTRESS
The base of a triangle - Lao, Eric, Elly.

                ELLY
        You go to hell, you pervert!


RESUME ERIC
Rage over the loss of Albrecht.  He RISES, hurting but mad as
hell.  GLARES UP toward Lao.

                ERIC
        And how many lives have you destroyed?

                LAO
        I took yours from you.  Your
        little girlfriend?  I took hers,
        too.  Your meaningless, petty
        life?  I took it so that tonight
        your existence might gain a
        purpose.  You're no avenger.
        You're mine.


PUSH IN TIGHT ON ERIC.
Eyes alight with hatred for Lao.

                ERIC
              (to himself)
        You're right, I'm not an avenger.
        Not any more.

As lightning strikes, Eric Fires his gaze TOWARD THE SKY.


HIGH ANGLE - LAO ON ROOFTOP - ("CROWVISION")
SEEING the crash dive toward Lao through the row's eyes.


ANGLE  - LAO ON ROOFTOP
As the crow wings down INTO FRAME and lights on Lao's head, CLAWING!


CLOSE-UP -- THE CROW ON LAO'S HEAD slashing with its claws.
Pecking out Lao's eyes.


WITH ERIC -- on the roofslope as he totters but maintains his
climb, the crow/Lao UPFRAME B.G.


RESUME LAO -- as the crow abandons him.  Lao STAGGERS AND FALLS
down the roof - toward Eric.


SLANTED ANGLE -- ERIC AND LAO -- Eric ARRESTS Lao's fall,
fisting lapels and bringing him nose to nose.  Fury.

                ERIC
        Time for a sacrifice.

Lao's face is a hideous bloody mask with black holes where the
eyes used to be.  He smiles gruesomely.

                LAO
        I don't need eyes to take what I
        want from you.

He EMBRACES Eric and RAMS the killing blade deep into Eric's
back!
ON ERIC as he looks down to see the blade protruding from his
sternum.  Tight grimace.  A lot of pain.

                ERIC
        Can you fly?

He pulls Lao into a BACKWARD ROLL down the roof, HOLDING HIM
TIGHT.


MOVING ANGLE -- INTERCUTS -- ERIC AND LAO FALL
Eric lands on his back, forcing the blade THROUGH himself and
INTO Lao.  Eric completes the roll and KICKS Lao off INTO SPACE,
the killing blade still embedded in him!
WITH LAO as crashes, sliding, sprawling down PAST Elly's
position.  Gets to his knees atop the flying buttress.  Sees the
blade in his own chest.


CLOSE-UP - ELLY - she sees it all happen.


RESUME LAO - a regretful look toward Eric.  He PLUMMETS off the
roof edge.


ANGLE - ERIC SLIDES DOWN ROOF --  He slows, stopping when Elly
is in frame.  He clutches his own chest.  Regards his own
shaking hand, drenched in his won blood.  Glazed.
ON ELLY, as she finally gets the duct tape off her mouth, trying
to get to Eric.  She flails and cries out.

                ELLY
        Don't let me fall!


CLOSE-UP -- their hands finally meet and GRASP TIGHT.


EXT. CEMETERY - NIGHT (LATER) (RAIN)
A low angle TRACKING SHOT (as when we first met Elly).
Eric's and Elly's feet pass graves.  Eric's pace is slow, crippled,
limping.  They STOP at a grave where elly BENDS INTO FRAME to steal
the flowers there.
Eric is bloody and out of it.  She helps him walk.

                ELLY
        Now do you get to see her? Shelly, I mean.

                ERIC
        In a better place.  I hope.

                ELLY
        You're not gonna come back, are you?

Eric's response is halting and uncertain.  But he tries to give
her hope.  He reaches for Shelly's ring around her neck, holds
it up to her.

                ERIC
        I don't know if I can.  But you
        have this... and you know where to come.

                ELLY
        You mean you'll, like' dig your way
        out of the grave?  Euww.

Eric is amused by this in spite of his grievous injuries.
He grasps Elly's face in his hands and bends, painfully,to kiss
her on the forehead.

                ERIC
        For you, I'll try.  Promise.


MOVE WITH ERIC
Spent, empty, he holds the rose determinedly, but he's never
going to make it the few yards back to his own grave.  So close.
His legs finally go and he collapses onto the humus.  One
groping hand tries to drag him further.

                ERIC
        Leave me now.


ANGLE - ELLY
Tears on her face.  She can't watch this.  She TURNS and drops
the flowers on Shelly's grave.


ERIC'S POV - HIS OWN GRAVE
Still too far away to matter.


RESUME ERIC ON GROUND
He gives it up, his face sinking into the wet grass for a beat
before SHELLY'S HAND intrudes INTO FRAME to GRASP his hand.
No ethereal glow, no heavenly choir... just a near-dead Eric's
blank-faced astonishment, and he moves forward.


ANGLE - ELLY - SHELLY'S GRAVE BG
She struggles to get her hood up against the rain and roughly
wipes the moisture from her face with her sleeve.  She turns
toward Eric's grave.  Then, surprised, she looks close.


ANGLE - ERIC'S GRAVE
Eric is gone.  The white rose lies neatly on the top of the
undisturbed  earth there.


HIGH ANGLE - CEMETERY
Emphasizing that Elly is now ALONE in the graveyard.


LOW ANGLE on Elly, ROSE in the foreground --
She walks OFF.  HOLD the rose.


                        CUT TO:

INT. DARLA'S APARTMENT - DAY (OVERCAST)
A grey day but no rain.  Elly stands wistfully by the window,
her doll on standby.  The apartment is in order and perhaps we
notice a few new items.  Gabriel the cat, miraculously ALIVE, is
sprawled on a chair, licking himself.  Darla BUSTLES INTO FRAME
B.G.  Her wardrobe more upscale, her hair done.  Her manner is
hectic but natural.

                DARLA
        Worktime, kiddo.  First day, new
        job, gotta go.

This does not get the expected smile from Elly.

                DARLA (CONT'D)
        You sure you're gonna be okay?

Elly turns from the window and NODS silently.


ELLY'S POV - OUTSIDE
The aforementioned grey day in the city.


ANGLE - DARLA AND ELLY AT THE WINDOW.
Darla comes up.  Arm around Elly.  Cheer up; he attitude much
more connected and loving.  PUSH IN ON ELLY so we know she is
clutching SHelly's ring tightly in her hand.  Darla looks past
Elly, out the window.

                DARLA
        At least it finally stopped
        raining.

                ELLY
        It can't rain all the time.

Darla kisses Elly on the temple and it out the door.  Elly OPENS
her hand to consider the ring.  She looks back out the window --


ANGLE - THE CROW ON THE LEDGE
Elly is looking right at it.  Same crow.  We're positive.  So is
Elly.  It TAKES WING and flies away.


EXT. CEMETERY - DAY
An UP ANGLE from Eric's grave toward the tree as the crow FLIES
INTO FRAME and perches there, shucking water.  PUSH IN on the
crow.  Watching.  Waiting.


                        SLOW FADE TO DEAD BLACK.  FA

                        THE END