The bridges of Madison County

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The Bridges of Madison County

The Bridges of Madison County

screenplay adaption

by

Richard LaGravenese

MARCH 24, 1994, FIRST DRAFT

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

     FADE IN

     EXT. IOWA LANDSCAPE  - DAY

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

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

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

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

     INT. TRUCK - DAY

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

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

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

     JOHNSON, is driving.

                  RICHARD

         You feeling better Franny?

                  FRANCESCA

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

         think.

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

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

     CLOSE MY EYES."

                  DINAH WASHINGTON

              (SINGS)

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

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

         YOU STANDING THERE..."

              (CONTINUES)

                  RICHARD

              (surprised)

         What station is this?

                  FRANCESCA

         It's a Chicago station. I found it

         the other day.

                  RICHARD

         Kinda pretty. Is this uh... jazz

         kinda singing?

                  FRANCESCA

              (nicely)

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

         have such a headache.

                  RICHARD

         Sure.

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

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

     EXT. JOHNSON HOUSE - DAY

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

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

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

     of beautiful pasture.

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

     vegetable garden with an arm full of vegetable. She watches

     her parents exit the truck.

     Francesca carries her groceries, walking briskly through the

     front gate and entering the house.

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

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

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

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

     piece of clothing. His daughter approaches him.

                  RICHARD

         Your mother isn't feel well. I want

         you to help her out tonight with

         dinner.

              (she nods)

         Tell Michael to put this feed away.

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

     INT. FRONT HALL - DAY

     Richard enters the front hall opposite the stairs to the

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

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

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

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

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

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

                  MICHAEL (O.S.)

         Dad! You bought the wrong feed!

                  RICHARD

              (irritated)

         What?!

     He exits through the house to the back door.

     INT. KITCHEN - LATER

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

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

                  FRANCESCA

         So what are you going to do with the

         prize money?

                  CAROLYN

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

         of those hi-fi stereo players like

         Peggy has.

     Francesca nods. Silence again. She asks her son:

                  FRANCESCA

         Are you seeing Betty tonight?

                  MICHAEL

              (eating)

         Nah.

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

                  RICHARD

         Oh! Frannie, is this yours?

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

     her surprise, Francesca takes the button.

                  FRANCESCA

         You found it! I got my dress caught

         on that damn gate. You must have eyes

         like a hawk.

                  FRANCESCA (cont'd)

         You must all be tired. You got home

         so early. What time did you leave

         Illinos this morning?

                  RICHARD

         'Bout 4:30.

                  FRANCESCA

         Well you should all go to bed early.

         I'll do the cleaning up.

     This last remark she addresses to her daughter. Everyone

     returns to their silent eating.

     INT. JOHNSON HOUSE - NIGHT

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

     from the kitchen. Carolyn quietly exits her bedroom in her

     nightclothes. She was awakened by noises coming from the

     kitchen downstairs.

     INT. KITCHEN -

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

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

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

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

     The truck driving away. She calls out:

                  CAROLYN

         Mom!

     But she gets no response. She stands there wondering where

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

     we -

                                 DISSOLVE TO:

     THIRTY YEARS LATER - SAME LOCATION

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

     the same house thinking back to that evening her mother acted

     so strangely.

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

     front entrance.

     Carolyn sees a car with Florida plates driving up to the

     house. She smiles.

     EXT. JOHNSON HOUSE - DAY

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

     of which exit her brother Michael and his country girl wife

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

     fashion styles.

                  MICHAEL

              (to Carolyn)

         Explain to me again why we didn't do

         this in Des Moines in an air

         conditioned office?

                  CAROLYN

         Mom's orders.

                  MICHAEL

         Lawyer here?

                  CAROLYN

              (nods)

         I have some sandwich fixings if

         you're hungry.

                  BETTY

              (proudly)

         No, we just had lunch at the hotel

         with my brother and his new wife. She

         told me all the dirt. I forgot how

         interesting things can get around

         here. It was so good to see them. The

         last time we visited they were in

         Europe. He is doing so well. He

         ordered champagne. For lunch! I

         nearly died.

                  MICHAEL

         I nearly died when we split the bill.

                  BETTY

         Michael doesn't understand. People

         who make the kind of money my brother

         makes don't carry money on them. They

         keep it all in various accounts.

                  MICHAEL

         Then we should have had lunch at the

         bank.

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

     then stops to take in the house and its surroundings.

                  BETTY

         Boy. It sure has been a long time.

                  MICHAEL

              (correcting her)

         We were here two Christmases ago.

                  BETTY

         Well, that's a long time.

                  MICHAEL

         It's not that long.

                  BETTY

              (suddenly upset)

         Well, why don't I just say black so

         you can say white!

              (to Carolyn)

         Don't be surprised to find your

         brother hasn't changed an iota. He

         hardly ever talks and when he does

         it's in that tone! You should have

         heard him at lunch -- not two words

         until the bill came and then he says,

         "Worth every penny."

                  MICHAEL

              (defensive)

         SO!

                  BETTY

              (angry)

         You said it in that tone! Like you

         were angry at me, my brother, at

         the world for forcing you to eat a

         nice lunch!

                  MICHAEL

         Oh Jesus.

                  BETTY

              (staring to cry)

         I simply can not stand that tone!

                  CAROLYN

              (sympathetically)

         Come inside. You're just tired from

         the trip.

     She comforts Betty who indulges in the attention.

                  BETTY

         I am so sick and tired of apologizing

         and not knowing what I've done!

                  CAROLYN

         I'm sure you haven't done anything.

         Have some iced tea. How are the kids?

                  MICHAEL

         He dropped them off at Betty's mom.

         Where's Steve?

                  CAROLYN

              (uncomfortably)

         He's not coming.

     Betty suddenly stops crying and abrasively focuses on

     Carolyn's problems.

                  BETTY

         Aw, is he still cheating on you,

         hon?

     Carolyn suddenly hoses sympathy for her.

     INT. LIVING ROOM - DAY

     The lawyer hands Michael a document.

                  LAWYER

         Just sign here as having received the

         contents from the safe deposit box.

              (Michael does)

         And this one, which clears the bank

         of all further responsibility fo0r the

         contents.

     Betty whispers to Carolyn.

                  BETTY

         This is kind of exciting. You think

         we'll find out your mother had

         secret millions lying around?

     Carolyn smiles weakly. Michael hands back the papers.

                  LAWYER

         All right. Why don't we begin.

     He takes out Francesca's Last Will and Testament.

                  LAWYER (cont'd)

         Your mother has been interred at

         Lakeside Funeral Home until

         arrangements can be made.

                  MICHAEL

              (to Carolyn)

         I thought everything WAS arranged.

                  CAROLYN

         Well, there's a problem.

                  MICHAEL

         What problem?

                  LAWYER

         Your mother left explicit

         instructions that she wished to be

         cremated.

                  MICHAEL

         Cremated?!

                  BETTY

         Eeeww!

                  CAROLYN

         I know. I don't understand it either.

                  MICHAEL

         When did she decide this?

                  LAWYER

              (reading will)

         Apparently just before her death.

                  MICHAEL

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

         anybody who gets cremated.

                  BETTY

         My Jewish friend's grandmother did.

                  MICHAEL

         Well, no one in my family did! Dad

         bought cemetery plots at Oak Ridge.

         One for him, one for mom.

                  LAWYER

         It clearly states in the will --

                  MICHAEL

         I don't care what it says! Maybe Mama

         was delirious, you know. She didn't

         know what she was saying. If she

         wanted to be cremated, why the hell

         did she let dad buy two plots, huh?

                  LAWYER

         Well, she was very specific. She

         wanted her ashes to be thrown over

         Roseman Bridge.

                  MICHAEL

         WHAT!

                  BETTY

         How bizarre!

                  CAROLYN

         Mr. Peterson, are you sure mama wrote

         all this?

                  LAWYER

         Well, it was notarized, and witnessed

         by a Mrs. Lucy Delaney. Maybe you can

         ask her.

                  MICHAEL

         Who the hell is Lucy Delaney?

                  CAROLYN

         I remember a Mrs. Delaney but Mama

         told me years ago she died.

                  MICHAEL

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

         not, we're not cremating her and

         throwing her all over some bridge

         where we can't even go visit her

         because she's going to be blown all

         over the place like an ashtray.

                  BETTY

         Not to mention people driving over

         her and doggies doing their business --

                  MICHAEL

              (interrupting)

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

         it's Christian.

                  BETTY

         Maybe it's an Italian thing. Their

         mother was Italian.

                  MICHAEL

         Doesn't matter. Move on.

     The women dare not object. The lawyer raises his eyebrows

     and continues:

                  LAWYER

         Well, we'll come back to that. Shall

         we open the box?

                                 JUMP CUT TO:

     MOMENTS LATER

     C.U. SAFETY DEPOSIT BOX

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

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

     Carolyn notices a manila envelope addressed to her mother,

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

     PHOTOGRAPH -- FRANCESCA standing NEAR A COVERED BRIDGE, her

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

     She wears a RED DRESS with buttons down the front.

                  CAROLYN

         Michael, look -- I've never seen this

         picture of mama. Have you?

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

                  CAROLYN (cont'd)

         It was in this envelope from 1965.

                  BETTY

         She's not wearing a bra.

              (takes bridge photo)

         This is Roseman Bridge in case

         anyone's interested.

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

     returns to the other papers. Betty takes the photograph for

     further examination. Carolyn opens one of the letters and

     begins to read.

     The following dialogue is heard OS, as CAMERA ANGLES ON

     CAROLYN reading one of the letters:

                  BETTY (O.S.)

         It's a beautiful picture of her.

                  MICHAEL (O.S.)

              (to lawyer)

         Why are there two deeds here?

                  LAYER (O.S.)

         One of for the original parcel your

         father bought and this one is for the

         additional acres he purchased in '59.

                  MICHAEL (O.S.)

         And this?

                  LAWYER (O.S.)

         Those are bills of sale from the

         equipment your mother sold in ..

              (CONTINUES O.S.)

     Throughout their conversation, we focus on Carolyn as she

     reads and her expression sinks into one of shock and

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

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

                  BETTY (O.S.)

         What's that?

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

     lies.

                  CAROLYN

         Oh, just a old letter from a friend.

                  BETTY

              (laughs)

         No treasure maps, huh?

                  CAROLYN

              (laughs nervously)

         No.

     Betty starts inspecting knit knacks around the house she

     might be able to take. Carolyn looks to Michael.

                  CAROLYN (cont'd)

         Michael.

                  MICHAEL

              (reading documents)

         Yeah.

                  CAROLYN

         Michael.

                  MICHAEL

              (irritated)

         What?!

                  CAROLYN

         Come here a minute.

     Michael crosses impatiently to Carolyn. Carolyn looks around

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

     privacy. He protests.

                  MICHAEL

         What? Where are we going?

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

     vase as she pumps him for info.

                  BETTY

         Did she say anything in there about

         me? Leaving me anything in particular?

                  LAWYER

         No.

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

     lawyer's dismay, hiding her resentment and hurt.

    

                  BETTY

         I didn't expect so. She never liked

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

         we married too young. Nobody broke

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

         know mothers and their sons. Also,

         she never liked the fact of us moving

         to Florida although what's where the

         opportunities were. Couldn't deny

         that. Suppose we should have visited

         more but you know she hardly ever

         made an effort to come to Tampa. Not

         even to see her grandchildren. She

         was a cold woman. They say Italians

         are hot-blooded but not her. She was

         cool as ice.

              (picks up a

               candlestick)

         She leaves these to anyone?

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

     expression now matches Carolyn in disbelief.

                  BETTY (cont'd)

         What's going on?

                  MICHAEL

         Um... we were just wondering how it

         might be better if me and Carolyn

         went over the stuff by ourselves. Not

         keep you two waiting around. I'll

         contact your office about the legal

         work.

     Grateful, the lawyer packs up to leave.

    

                  BETTY

         I don't mind waiting.

    

                  MICHAEL

         Well, there's a lot of boring stuff to

         do. Lists of people we have to write

         to. Find mama's relatives addresses

         in Italy -- stuff like that.

    

                  BETTY

         Well, I can help.

    

                  MICHAEL

         I said NO!

    

     That came out a bit aggressively. Betty is hurt.

    

                  MICHAEL (cont'd)

         Why don't you go to your mothers. Or

         back to the hotel. Sit in some air

         conditioning. Take a bath.

    

                  BETTY

              (near tears)

         I do not need instructions from you

         to bathe!

              (gets her bag)

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

         all the way here and be shut out as

         usual! I came to be here for you! I

         didn't have to come!

              (genuinely hurt)

         Lord knows I was never much welcome

         in this house before. Apparently dead

         or alive, nothing's changed.

    

                  CAROLYN

         Aw, Betty.

    

     Carolyn feels badly for her. An impatient Michael refuses

     sympathy. Embarrassed, Betty starts to exit then stops at

     the mantle.

    

                  BETTY

         Carolyn -- you want these

         candlesticks?

    

                  CAROLYN

         No. You can have them.

    

     Betty grabs them both and exits. Carolyn looks at him

     disapprovingly. Michael takes the letter from her hand.

    

                  MICHAEL

         Now what's this about?

    

                                 CUT TO:

     INT. KITCHEN - LATER

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

     reading the letter to Michael.

                  CAROLYN

         "-- going over and over in my mind

         every detail, every moment of our

         time together and I ask myself, "What

         happened to me in Madison County?" I

         struggle to put it together in a way

         that allows me to continue knowing

         we're on separate roads. But then I

         look through the lens of my camera,

         and you're there. I start to write an

         article and I find myself writing it

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

         been moving towards each other,

         towards those four days, all our

         lives --

                  MICHAEL

              (rises)

         Goddamn sonofabitch! I don't want to

         hear anymore! Sonofabitch! Burn the

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

         Throw it away!

     Carolyn continues reading silently. Michael's curiosity gets

     the best of him:

                  MICHAEL

         What's he saying now?

                  CAROLYN

         Well, he just gets on about how if

         mama ever needed him, she could find

         him through the National Geographic

         magazine. He as a photographer. He

         promises not to write again. Then all

         it says is...

              (beat)

         I love you... Robert.

                  MICHAEL

         Robert! Jesus! I'll kill him.

                  CAROLYN

         That would be some trick. He's

         already dead. That's what this other

         letter is.

              (takes letter and

               skims)

         From his attorney. He left most of

         his things to mama and requested...

              (she stops)

                  MICHAEL

         What?

                  CAROLYN

         That he be cremated and his ashes

         thrown on Roseman Bridge.

                  MICHAEL

         DAMN HIM! I knew mama wouldn't have

         thought of that herself. It was some

         damn perverted... photographic mind

         influencing her! When did the bastard

         die?

                  CAROLYN

         '82.

                  MICHAEL

         Wait a minute! That was thirty years

         after daddy. Do you think...?

                  CAROLYN

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

         dark here. That's what I get for

         moving away.

                  MICHAEL

         This happened way before we both got

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

              (then, innocently)

         You think she had sex with him?

     Carolyn cannot believe he is this dense.

                  CAROLYN

              (sarcastic)

         My Lord. It must feel real nice

         living inside your head with Peter

         Pan and the Easter Bunny.

                  MICHAEL

         Don't talk to me like that. She was

         my mother for Christsakes. And now I

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

                  CAROLYN

         Don't say that!

                  MICHAEL

         Well, what am I supposed to think?

                  CAROLYN

         I can't believe she never told me? We

         spoke at least once a week. How could

         she do that?

                  MICHAEL

         How did she meet him? Did Dad know?

         Anything else in that envelope?

                  CAROLYN

         No, I don't think so. I --

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

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

     and run out of the kitchen, almost comically falling over

     each other in their obsession to put this puzzle together.

     A SERIES OF JUMP CUT --

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

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

     night tables, vanity drawers... Finally --

     INT. BEDROOM - DAY

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

     covered with a tapestry. Michael and Carolyn look to each

     other first, before one removes the tapestry and the other

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

     Camera equipment, a chain with a medallion that reads

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

     envelope with "Carolyn or Michael" written on it.

                  CAROLYN/MICHAEL

         You read it!

     Carolyn relents. She takes out the lefter and reads:

                  CAROLYN

         "January, 1987. Dear Carolyn. I hope

         you're reading this with Michael. I'm

         sure he wouldn't be able to read it

         by himself and he'll need some help

         understanding all this, especially

         the parts about me having sex..."

     Insulted, Michael pulls the lefter out of her hand and

     defiantly attempts to read it aloud himself to disprove his

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

     surrenders and hands the lefter back to his sister.

                  CAROLYN (cont'd)

         "First, and most of all, I love you

         both very much and although I feel

         fine, I thought it was time to put my

         affairs, excuse that word, in order."

                  MICHAEL

         I can't believe she's making jokes.

                  CAROLYN

         Sshhh. "After going through the

         safety deposit box, I'm sure you'll

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

         hard to write this to my own

         children. I could let this die with

         the rest of me, I suppose.

              (cont'd)

         But as one gets older, one fears

         subside. What becomes more and more

         important is to be known -- known for

         all that you were during this brief

         stay. Row said it seems to me to leave

         this earth without hose you love the

         most ever really knowing who you

         were. It's easy for a mother to love

         her children no matter what -- it's

         something that just happens. I don't

         know if it's as simple for children.

         You're all so busy being angry at us

         for raising you wrong. But I thought

         it was important to give you that

         chance. To give you the opportunity

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

     Carolyn and Michael look to each other like two school

     children about to take a difficult exam. They continue.

                  CAROLYN (cont'd)

         "His name was Robert Kincaid. He was

         a photographer and he was here in

         1965 shooting an article for National

         Geographic on the covered bridges of

         Madison County. Remember when we got

         that issue and looked at those

         bridges we'd seen for years but never

         noticed? How we felt like

         celebrities? Remember when we started

         getting the subscription?

     They don't remember.

                  CAROLYN (cont'd)

         I don't want you to be angry with

         him. I hope after you know the whole

         story, you might even think well of

         him. Even grateful.

                  MICHAEL

         Grateful!?

                  CAROLYN

              (reads)

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

         notebooks. Read them in order.

         If you don't want to, I suppose

         that's okay too. But in that case I

         want you to know something -- I never

         stopped loving your father. He was a

          very good man. It's just that my love

         for Robert was different. He brought

         out something in me no one had ever

         brought out before, or since. He made

         me feel like a woman in a way few

         women, maybe more, ever experience..."

                  MICHAEL

         That's it!

     Grabbing the letter, he starts putting everything back in the

     trunk.

                  CAROLYN

         What are you doing?

                  MICHAEL

         This is crazy. She waits till she's

         dead to tell us all this. Well, I got

         news for you. She was my mother.

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

         know who she was.

                  CAROLYN

         Well, I'd like to read them.

                  MICHAEL

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

                  CAROLYN

         STOP IT!

              (Michael freezes)

         I want to read them! If you don't

         want to, then just leave. But don't

         you push me around like I'm some mule

         you paid for -- I already GOT A

         HUSBAND!

     Michael is stymied.

     INT. KITCHEN - LATER

     Carolyn opens the first notebook which is dated AUGUST 1965.

     Michael sits beside her with a cup of coffee.

                  CAROLYN

              (reads)

         "I suppose his coming into my life

         was, in many ways, prepared for

         weeks, maybe even months before.

         There was a restlessness I feeling.

         Out of the blue and for no apparent

         reason. There's nothing more

         frightening to a woman whose been

         settled down for almost twenty years

         than to suddenly feel unsettled. I

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

         remember one night in particular, a

         little over a week before Robert

         arrived..."

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

                                 DISSOLVE TO:

     1965

     INT. JOHNSON'S BEDROOM - NIGHT

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

                  FRANCESCA (V.O.)

         "It was late at night after a long

         day. Your father was tired -- fighting

         all afternoon with that new

         equipment Robert Harrison convinced

         him to buy. But I wasn't tired.

         Lately, I could hardly sleep more

         than two hours a night. I was reading

         some John O'Hara novel, skimming the

         words, turning the pages without

         absorbing what I was reading. My mind

         was far away. And no matter how I

         tried, I couldn't call it back."

     Francesca closes the book and turns off the light. She

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

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

     she awakens Richard.

                  RICHARD

         What time is it?

                  FRANCESCA

         Later. Go back to sleep.

                  RICHARD

         Where you going?

                  FRANCESCA

         I'm not tired. I thought I might

          finish Carolyn's skirt.

                  RICHARD

         Now?!

              (checks clock)

         It's after eleven.

                  FRANCESCA

         I can't sleep.

                  RICHARD

         Again? Maybe you should see a doctor.

                  FRANCESCA

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

         tired, now go back to sleep before

         you're up for the whole night too!

     Francesca exits. Richard nestles under the covers, mumbling:

                  RICHARD

         If you're not sick, how can it be

         contagious?

     INT. ATTIC - NIGHT

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

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

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

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

     checks her supplies.

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

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

     stack of items tumble off the shelf onto her head.

                  FRANCESCA

         Damn it! Shit!

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

     LATER:

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

     Francesca rummages through box after box.

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

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

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

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

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

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

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

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

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

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

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

     where the name of the shade is located.

                  FRANCESCA (cont'd)

         Ha, they don't even made this color

         anymore.

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

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

     thought occurs to her... she remembers something.

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

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

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

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

     background. Francesca is twenty years younger with her arms

     around a handsome, black-haired charmer named --

                  FRANCESCA (V.O.)

         "Niccolo. I couldn't remember the

         last time I had seen that face. And

         then the memories wouldn't stop.

         Like an avalanche..."

                                 CUT TO:

     FLASHBACK -

     EXT. NAPLES COUNTRYSIDE, 20 YEARS EARLIER - DAY

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

     storming through an open field, angry, while Niccolo calls

     after her in pursuit.

     The following scene is played in Italian with subtitles.

                  NICCOLO

         Francesca! Francesca! Where the hell

         are you going?

                  FRANCESCA

         Leave me alone!

                  NICCOLO

         You play these games and I'm supposed

         to follow -- run after you like a

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

     Niccolo stops. Several yards ahead of him, Francesca stops

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

     are face to face.

                  FRANCESCA

         So that's it! You just give up!

                  NICCOLO

         What "give up"? You agreed with them!

         Mommy and Daddy said stay away from

         me and you said all right. What am I

         supposed to do?

                  FRANCESCA

         Fight for me!

     Niccolo grabs her violently.

                  NICCOLO

         ENOUGH! You don't know what you want!

         Stop looking for me to tell you! STOP

         IT!

     Francesca knows he's right. He releases her.

                  NICCOLO (cont'd)

         We can go back now and end it or we

         can go back and you tell them off.

         This is your choice! Not mine. But I

         won't do this anymore. This is for

         children!

     Frustrated and sad, Francesca sits upon the ground. Niccolo

     knows she cannot face her parents yet he looks sympathetic.

     EXT. JOHNSON HOUSE - DAWN 1965

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

     over the pasture as if she were watching the previous scene

     happen right before her eyes.

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

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

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

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

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

                  FRANCESCA (V.O.)

         "I had forgotten this. I had somehow

         remembered it being more his fault,

         his decision. Then I remembered we

         made love in that field before we

         left for home. And I remembered it

         was my idea. I remembered tearing

         his shirt and biting his body, hoping

         he would kidnap me. I had forgotten

         that too. And I wondered, as I sat

         there... how many other things I'd

         forgotten."

                  RICHARD (O.S.)

         Frannie.

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

     Richard is fully dressed, prepared to start the day.

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

                                 CUT TO:

     INT. JOHNSON HOUSE - EVENING

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

     STATION is tuned in on the radio.

                  FRANCESCA (V.O.)

         "The following week was the Illinos

         State Fair. The two of you were going

         with dad to exhibit Carolyn's prize

         steer. It was the Sunday night you

         left. I know it sounds awful but I

         couldn't wait for you all to leave.

         You were going to be gone until

         Friday. Four days...

              (beat)

         Just four days..."

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

     family for more like four years.

                  FRANCESCA (cont'd)

         Michael! Carolyn! Richard! Dinner!

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

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

     Michael enters through a screen door from the back, letting

     the DOOR SLAM SHUT.

                  FRANCESCA

         Michael, what did I tell you about

         that door?

     Richard enters after Michael, letting the door SLAM THE same

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

     Everyone begins eating -- in complete silence.

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

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

     back to Michael who makes no comment.

     When Richard scans the table for something that obviously

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

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

     fridge and back at the table with incredible swiftness.

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

     knows over his cup and saucer, which Francesca catches with

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

     a trained athlete.

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

     watches her teenage daughter fill her plate with a blank

     expression that lets nothing slip through -- no indication of

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

                  FRANCESCA

         You excited about going, Carolyn?

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

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

     FLASHBACK.

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

     mother's feet completely naked, squealing with delight as

     Francesca flicks her water from the tap.

     FLASHBACK ENDS.

     Francesca watches as Carolyn eats in silence, distant, locked

     in her own secret teenage thoughts and dreams.

     Francesca then looks to her son, shoveling food into his

     mouth at an alarming rate. She attempts a conversation.

                  FRANCESCA (cont'd)

         How was your date last night?

                  MICHAEL

              (w/o looking at her)

         Okay.

                  FRANCESCA

         What's her name?

                  MICHAEL

         Betty.

                  FRANCESCA

         What's she like?

                  MICHAEL

         Okay.

     Silence. Frustrated, Francesca has a fantasy -

     FANTASY:

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

     grabs her son and shoves the knife at his throat:

                  FRANCESCA

         Do you like her?

     Michael finally reacts with more than one word -- frightened

     for his life.

                  MICHAEL

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

                  FRANCESCA

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

                  MICHAEL

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

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

         she's a good sport, ya know, for

         laughs and

              (desperate)

         ... she loves fried chicken wings and

         beer.

                  FRANCESCA

         Isn't that nice? You should bring her

         home to meet us!

     FANTASY ENDS.

     Francesca looks at Michael in disgust.

                  RICHARD

         We better get moving.

              (to Francesca)

         You sure you don't want to come?

     Francesca looks at Richard with complete conviction.

                  FRANCESCA

         I'm positive.

                  RICHARD

         I'm going to miss you.

                  FRANCESCA

         It's only four days.

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

     anxious for them all to leave.

     INT. JOHNSON HOUSE - LATER THAT NIGHT

     Alone, dressed in her bathrobe, Francesca checks the front

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

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

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

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

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

     the picture tuned in.

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

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

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

     Columbia Record Club. But nothing inspires her and she

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

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

     She walks through the dining room, passing a china closet

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

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

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

     But when she catches a reflection of herself in the window

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

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

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

     EXT. BACK PORCH - NIGHT

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

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

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

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

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

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

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

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

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

     against the night sky and moon like an Indian priestess.

     Suddenly, she starts hitting her body as mosquitoes begin

     attacking her bare torso. Thwarted, she quickly covers

     herself with a robe and runs into the house.

                                 CUT TO:

     INT. KITCHEN - MORNING

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

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

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

     idea of taking herself out for breakfast and dumps the coffee

     pot out.

                                 CUT TO:

     EXT. MAIN STREET; WINTERSET - MORNING

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

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

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

     The steeple of the local church is the highest structure,

     towering over the town from the end of Main Street.

     INT. COFFEE SHOP/DINER - MORNING

     Dressed in jeans and a light summer blouse, Francesca sits

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

     the gossip news includes rumors of Frank Sinatra, 49,

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

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

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

     conversation in the booth beside her:

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

     breakfast discussing the local gossip.

                  ELEANOR

         Oh, this heat! Times like this I wish

         we took that offer from your brother

         and moved on up to Michigan.

                  HENRY

         They got heat in Michigan.

                  ELEANOR

         Not this kind of heat.

                  HENRY

         Heat is heat.

                  ELEANOR

         Heat is not heat! There's different

         kinds! And this heat is much hotter

         than what they got in Michigan. You

         go and call your brother and see if

         he don't say the same thing.

                  HENRY

         I'll get right on it.

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

     enters the shop and heads for the counter.

                  GLADYS

              (whispers)

         Mrs. Delaney.

              (Eleanor looks)

         Did you hear the latest?

                  ELEANOR

         No, what?

                  GRADYS

         Apparently, she caught them.

              (Eleanor gasps)

         Ran right into them in Des Moines in

         the middle of her shopping.

                  ELEANOR

         Oh, what a horror. Poor woman. That

         Redfield girl's got no business

         showing her face in daylight.

                  GRADYS

         I don't know how that tramp stands

         living here. No one can bear even

         speaking to her. She has no friends.

                  HENRY

         Well, nobody put a gun to his head.

                  ELEANOR

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

         control of these situations. Men

         don't know which end is up till a

         woman points.

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

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

     one says a word. She sits at the counter.

                  MRS. DELANEY

         Just coffee, please.

     Francesca hears the gossip continue in hushed tones:

                  GLADYS

         See. Money don't buy happiness. I

         must say, she's taking it well.

                  ELEANOR

         I'd kill him. Him and that Redfield

         woman. Together. First one then the

         other. And then I'd laugh.

                  GLADYS

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

         Make sure they heard me laughing.

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

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

     pay. Eleanor immediately stops her.

                  ELEANOR

         Francesca! So, everybody got off okay

         last night?

                  FRANCESCA

         Yes, thanks.

                  GLADYS

         What you going to do all alone for

         four days -- a woman of leisure?

                  FRANCESCA

         Oh, you know there's always something

         to be done. Have a good day. Henry.

     Henry nods back. As she exits, they whisper.

                  ELEANOR

         She's changed.

                  GLADYS

         Oh, yes.

                  ELEANOR

         She used to be so friendly.

                  HENRY

         Maybe she's going through "the

         changes."

     Eleanor hits him in the chest.

                  ELEANOR

         What do you know about "the changes"?

                  HENRY

         Well, I didn't know they was a secret

         club.

                  ELEANOR

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

         Besides, she's too young for "the

         changes."

                  GLADYS

         My niece had "the changes" when she

         was thirty-one.

                  ELEANOR

         No. What a tragedy. What happened?

                  GLADYS

              (wisely)

         She changed.

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

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

     eye contact with anyone. Suddenly, she rises telling the

     waitress:

                  MRS. DELANEY

         Excuse me for a moment, I left

         something in the car.

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

                  WAITRESS

         Poor woman.

     EXT. COFFEE SHOP/DINER - MORNING

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

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

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

     bear the humiliation, she stole herself away to cry.

     Francesca wants to help but feels useless. She quickly heads

     for her truck.

                                 CUT TO:

     EXT. JOHNSON HOUSE - DAY

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

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

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

     tortoise shell comb.

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

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

     ON THE PORCH:

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

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

     -- Francesca on the porch.

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

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

      defiance.

     -- Francesca on the porch.

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

     and Francesca exit with suitcases. They are surrounded by

     news reporters as they make their way to the train.

                  REPORTER

         Mrs. Johnson! Mrs. Johnson! Is it

         true Cary Grant has proposed to you?

                  FRANCESCA

         Yes. And I've accepted.

                  REPORTER

         What about his engagement to Dyan

         Cannon?

                  FRANCESCA

         I said to him Cary you're being

         ridiculous. You're more than half her

         age. He said no one had ever been

         that honest with him and he falls in

         love with me.

                  REPORTER

         What about your husband?

                  FRANCESCA

         I'm very sad but Richard said that

         since it's Cary Grant, he completely

         understands. I'm also taking Mrs.

         Delaney away from this town. She'll

         be living with Cary and I in Beverly

         Hills.

     She boards the train with Mrs. Delaney.

     END OF FANTASIES.

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

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

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

     out of the blue, she sees:

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

     phantom appearing through the etheric plane. Francesca isn't

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

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

     driveway. Francesca watches with suspicious curiosity as:

     The truck stops and ROBERT KINCAID steps out. Flashing his

     blue eyes in her direction, he smiles and says:

                  ROBERT

         Sorry to bother you, but I've got a

         feeling I'm lost.

     Francesca remains guarded.

                  FRANCESCA

         Are you supposed to be in Iowa?

                  ROBERT

              (laughs)

         Yeah.

                  FRANCESCA:

         Well, you're not that lost.

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

                  ROBERT

         I'm looking for a covered bridge out

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

     He looks through a small notepad for the name. Francesca

     finds herself scanning his body.

                  FRANCESCA

         Roseman Bridge?

                  ROBERT

         That's it.

                  FRANCESCA

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

         about two miles from here.

                  ROBERT

         Oh, terrific. Which way?

     Pause as Robert awaits directions and Francesca scans a sudden

     impulse.

                  FRANCESCA

         Well, I can take you if you want.

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

     anxiously recants:

                  FRANCESCA (cont'd)

         Or I can tell you. I can take you or

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

         care. Either way.

     Robert smiles finding her sudden nervousness charming.

                  ROBERT

         Well --

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

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

                  FLOYD

         Howdy, Francesca.

                  FRANCESCA

         Hey, Floyd.

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

     annoyed by Iowain neighborliness, she turns to Robert and

     with some defiance says:

                  FRANCESCA (cont'd)

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

                  ROBERT

         If I'm not taking you away from

         anything.

                  FRANCESCA

         No. I was just going to have some

         iced tea then split the atom, but

         that can wait.

              (he smiles)

         I just have to get my shoes.

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

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

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

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

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

     front seat for Francesca.

     INT. JOHNSON HOUSE

     Francesca is slipping on her boots when she suddenly stops.

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

     EXT. JOHNSON DRIVEWAY

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

     KINCAID PHOTOGRAPHY, BELLINGHAM, WASHINGTON.

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

     photography equipment. In the back, Francesca notices a

     cooler and a guitar case.

                  ROBERT

         I wasn't expect company. Let me

         get this out of the way.

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

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

                  ROBERT (cont'd)

         Okay. All set.

     Francesca smiles. They both get into the truck.

                  ROBERT (cont'd)

         Now, where are we going?

                  FRANCESCA

         Out, then right.

                                 CUT TO:

     EXT. MADISON COUNTY ROAD - DAY

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

     INT. KINCAID'S TRUCK

     They drive in silence. Francesca is enjoying the breeze against

     her face.

                  ROBERT

         Pretty country.

                  FRANCESCA

         Hmm-mmm.

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

                  ROBERT

         There's a wonderful smell about

         Iowa -- very particular to this part

         of the country. Do you know what I

         mean?

                  FRANCESCA

         No.

                  ROBERT

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

         from the loam in the soil. This very

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

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

         smell it?

                  FRANCESCA

              (shakes her head)

         Maybe it's because I live here.

                  ROBERT

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

     Francesca wants to know more about him.

                  FRANCESCA

         Are you from Washington originally?

                  ROBERT

         Uh-huh. Lived there till I was twenty

         or so and then moved to Chicago when

         I got married.

                  FRANCESCA

         Oh. When did you move back?

                  ROBERT

         After the divorce.

                  FRANCESCA

         Oh.

                  ROBERT

         How long you been married?

                  FRANCESCA

         Uh... uh...

              (can't remember)

         Umm... long time.

                  ROBERT

         You don't look like a native, if you

         don't mind my saying so.

                  FRANCESCA

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

         I was born in Italy.

                  ROBERT

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

         story!

              (Francesca smiles)

         Whereabouts in Italy?

                  FRANCESCA

          Small town on the Eastern side no

         one's ever heard of called Bari.

                  ROBERT

         Oh yeah, Bari. I've been there.

                  FRANCESCA

              (surprised)

         No, really?

                  ROBERT

         Oh, yeah. Actually, I had an

         assignment in Greece and I had to go

         through Bari to get the boat at

         Brindisi. But it looked so pretty I

         got off and stayed for a few days.

         Breathtaking country.

     Francesca is overcome by the idea of such freedom.

                  FRANCESCA

         You just... got off the train because

         it looked pretty?

                  ROBERT

         Yeah. Excuse me a sec.

     He reaches over with one arm, brushing slightly against her

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

     Camels and a Zippo lighter.

                  ROBERT

         Like one?

     Francesca, who doesn't usually smoke, accepts.

                  FRANCESCA

         Sure.

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

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

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

     through both windows.

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

     his skin for a brief moment.

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

     lights up. Silence. They drive.

                  ROBERT

         So, how long you've been living here?

                  FRANCESCA

         Long.

              (changes subject)

         You just got off the train and stayed

         without knowing anyone there?

                  ROBERT

              (laughs)

         Yeah.

     EXT. ROSEMAN BRIDGE - DAY

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

                  ROBERT

         This won't take long. I'm shooting

         tomorrow morning. I just need to do

         some prep work.

                  FRANCESCA

         I don't mind waiting.

     He smiles and takes his equipment to the bridge. Francesca

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

     she stops.

     Robert sets up a tripod in the small ravine beneath the

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

     Francesca walks through the bridge, noticing lovers names

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

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

     wooden planks, Francesca watches like a voyeur as Robert

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

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

     Without knowing where Francesca is, Robert speaks aloud:

                  ROBERT

         Is it always this hot?

     Francesca moves quickly away from the plank, like a Peeping

     Tom who's been caught.

                  FRANCESCA

         This time of year.

                  ROBERT

         Would you do me a favor and go to the

         truck? Inside that leather bag with

         the pockets is a package of lens

         cleaners. Would you grab me one?

     Francesca obliges, grateful for something to occupy her.

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

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

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

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

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

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

     opens it.

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

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

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

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

     picking flowers.

                  FRANCESCA

         Oh there you are.

                  ROBERT

         Oh! You caught me.

     He rises with a bouquet of wildflowers for her.

                  ROBERT

         Thanks for your help.

     Francesca smiles, not knowing how to take this.

                  ROBERT

         Men sill give women flowers, don't

         they? I mean, as a sign of

         appreciation? I'm not that out of

         date, am I?

                  FRANCESCA

         No, not at all --

              (suddenly)

         except those are poisonous.

                  ROBERT

         WHAT!

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

                  FRANCESCA

         I'm sorry. I was kidding.

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

     strange behavior.

                  FRANCESCA

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

         sorry. Really. They're lovely.

     She begins picking up the flowers.

                  ROBERT

              (smiling)

         Are you by nature a sadistic person?

                  FRANCESCA

         No, I'm not.

              (trying not to laugh)

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

         been in a very... strange mood all

         day. I've never done anything like

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

              (looking for excuse)

         Well, you know, the whole world is

         just going nuts.

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

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

                  FRANCESCA

         What with those riots in Los Angeles

         and people burning draft cards and

         ... Adlai Stevenson dying last month.

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

     on the arm.

                  ROBERT

         Shouldn't let things get to you so

         much.

     He continues with his work. Francesca expresses relief and

     embarrassment behind his back.

     INT. TRUCK - LATER

     Driving back, Francesca sits with her feet up on the

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

     he can find are country stations.

                  FRANCESCA

         Looking for something in particular?

         There's not much of a selection.

                  ROBERT

         I found this Chicago station before.

         Wait a minute...

              (he tunes it in)

         Here it is.

     We hear a BLUES SINGER with a sax arrangement.

                  FRANCESCA

         Oh, that's nice.

                  ROBERT

         Want another cigarette?

                  FRANCESCA

         Sure.

     Francesca's having a great time.

     EXT. JOHNSON HOUSE - DAY

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

                  ROBERT

         Well, thank you for all your help,

         Mrs. Johnson.

                  FRANCESCA

         Francesca.

                  ROBERT

         Francesca. Robert.

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

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

                  FRANCESCA

         Would you like some iced tea?

     INT. KITCHEN - DAY

     Robert fiddles with the kitchen radio, tuning in to the

     Chicago station. Francesca is making iced tea. Robert sits

     back down at the kitchen table.

                  FRANCESCA

         Lemon?

                  ROBERT

         Sure.

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

     She turns and crosses to him, with the tea.

                  ROBERT (cont'd)

         Thanks.

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

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

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

                  FRANCESCA

         Would you like another one?

     Robert nods and he pulls out his cigarettes.

                  ROBERT

         Mind if I smoke?

                  FRANCESCA

              (at the sink)

         Not at all.

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

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

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

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

     arranged in a Casper the Friendly Ghost jelly glass. She

     places them on the table and sits.

                  ROBERT

         Sure you want to keep those in the

         house?

                  FRANCESCA

         I'm so sorry about that. It was

         rude. I think I just got nervous

         for some reason.

                  ROBERT

         I thought it was funny.

     She likes that.

                  FRANCESCA

         Where are you staying while you're

         here?

                  ROBERT

         A little place with cabins. The

         something-Motor Inn. I haven't

         checked in yet.

                  FRANCESCA

         And how long are you here for?

                  ROBERT

         As long as it takes, I might stay a

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

         your family?

                  FRANCESCA

         My husband took the kids to the

         Illinos State Fair. My daughter's

         entering a prize steer.

                  ROBERT

         Oh. How old?

                  FRANCESCA

         About a year and a half.

                  ROBERT

         No, your kids.

                  FRANCESCA

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

                  ROBERT

         Must be nice having kids.

     Francesca looks at him and FANTASIZES SAYING:

     FANTASY:

                  FRANCESCA

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

         awful. I can't stand them.

     END OF FANTASY:

     But in reality, Francesca chooses instead to say:

                  FRANCESCA (cont'd)

         They're not kids anymore. Things

         change.

                  ROBERT

         Everything does. One of the laws of

         nature. People are always so afraid

         of change. But if you look at it like

         it's something you can count on

         happening, it's actually a comfort.

         Not many things you can count on for

         sure.

                  FRANCESCA

         I guess. Except I'm one of the people

         it frightens.

                  ROBERT

         I doubt that.

                  FRANCESCA

         Why?

                  ROBERT

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

                  FRANCESCA

              (explaining)

         Richard was in the army. I met him

         while I was living in Naples. I

         didn't know where Iowa was. I only

         cared that it was America. And of

         course, being with Richard.

                  ROBERT

         What's he like?

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

     entranceway between the kitchen and the front hall and sees:

     FANTASY:

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

                  RICHARD

         Franny, could you clean out my boil

         again?

     END OF FANTASY:

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

                  FRANCESCA

         He's very... clean.

                  ROBERT

         Clean?

                  FRANCESCA

              (catching herself)

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

         also other things. He's a very hard

         worker. Very honest. Very caring.

         Gentle. Good father.

                  ROBERT

         And clean.

                  FRANCESCA

         Yes. Very clean.

     They drink. Francesca thinks she sounds like an idiot.

                  ROBERT

         So you must like Oiwa, I guess.

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

     holds back.

                  FRANCESCA

         It's... uh... uh...

     She stops. Robert smiles.

                  ROBERT

         Go ahead. I won't tell anyone.

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

     knows and is giving her permission.

                  FRANCESCA

         It's...

              (tries again)

         I...

              (finally)

         I hate it!

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

     Robert just smiles and nods.

     Francesca is so taken by his understanding and acceptance,

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

     can keep up --

                  FRANCESCA (cont'd)

              (without a pause)

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

         hate the corn and the dust and the

         town and the cows and that SMELL that

         you love! I hate the people.

         Everybody knows everybody's business,

         I mean it's nice now and then,

         they're always there to help out, but

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

         waiting for something awful to happen

         to help out and when nothing awful is

         happening, then they just sit around

         and talk about what is happening

          which is none of their business. I

         want to kill them sometimes for how

         cruel they can be --

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

                  FRANCESCA (cont'd)

         -- everybody's talking about poor Mrs.

         Delaney whose husband is having an

         affair with that Redfield woman and

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

         awful," and the truth is THEY'RE

         LOVING IT! Poor woman can't even be

         cheated on without the grocery man

         knowing about it -- no one respects

         anyone's privacy. You're not even

         safe in your own home! They think

         they can just walk right into your

         house because they BAKED you

         something. It's like they have a

         secret password and YOU CAN'T KEEP

         THEM OUT! I live in fear of that door

         opening and having a peach cobbler

         shoved at me...

              (CONTINUES MOS IF

               NEEDED)

     Throughout this rapid fire monologue, camera has moved to a

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

     it all off her chest. She continues as we:

                                 DISSOLVE TO:

     INT. LIVING ROOM

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

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

                  ROBERT

         Feeling better?

                  FRANCESCA

         Much.

                  ROBERT

         Is the dizziness gone?

                  FRANCESCA

         I think so.

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

                  ROBERT

         I better go. You sure you're all

         right?

              (she nods)

         It's been a pleasure. Sincerely.

                  FRANCESCA

         I feel so embarrassed.

                  ROBERT

         Why? You uncorked a bottle. From what

         I can tell, I got here just in time.

         Any later and you'd have made the

         front page, running down Main Street

         naked, smoking Camels out of your

         butt.

                  FRANCESCA

              (laughs)

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

         other.

                  ROBERT

              (sincerely)

         You have no reason to feel ashamed.

         You haven't said anything you don't

         have a right to. And if anybody tells

         you different -- you just send them to

         me.

     She smiles. He turns to exit.

                  ROBERT (cont'd)

          Better get my stuff.

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

                  FRANCESCA

         Would you like to stay for dinner?

              (he turns)

         There aren't many choices in town and

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

         So would I.

                  ROBERT

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

         many dinner invitations on the job.

         It would be a welcome change. Thanks.

                                 CUT TO:

     INT. BEDROOM - LATER

     Francesca rushes in and starts to disrobe, getting ready to

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

     sees:

     EXT. JOHNSON HOUSE

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

     washing himself. (WE INTERCUT THE TWO.)

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

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

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

     moving with such strength and grace.

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

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

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

     off his pants and cool himself further.

     Francesca begins watching this in shock until she has to

     literally pull herself away from the window with such a force

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

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

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

     herself together.

                  FRANCESCA

         This is ridiculous. Stupid!

     She replaces the bottle and heads for the bathroom quite

     composed, then, without warning, makes an immediate 180

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

     Seeing him, she gasps.

                  FRANCESCA (cont'd)

         Oh my God.

     Watching him, she is possessed by some very frightening

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

     the door behind her.

     EXT. JOHNSON HOUSE - EARLY EVENING

     Francesca is gathering some vegetables for dinner, from her

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

     a fresh shirt.

     INT. KITCHEN - LATER

     Francesca is cutting up vegetables. Robert enters with some

     of his gear.

                  ROBERT

         I'm just going to put some of this

         film in your fridge. Heat isn't too

         forgiving out there.

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

     IN DREAMS." Robert approaches Francesca.

                  ROBERT (cont'd)

         Can I help?

                  FRANCESCA

              (surprised)

         Help cook?

                  ROBERT

         Sure. Men cook. We don't all eat

         bananas with our feet, ya know.

                  FRANCESCA

              (laughs)

         Okay.

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

     carrots and a knife.

     MONTAGE:

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

     Francesca and Robert talk and prepare dinner.

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

     Occasionally, a hand brushes against another as it reaches

     for something.

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

     reaches around her for an onion.

     -- Robert lighting Francesca a cigarette.

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

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

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

     one to Francesca.

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

     the table.

     -- Francesca handing Robert plates from the shelf, their

     fingers only barely touching.

     END OF MONTAGE

     INT. KITCHEN - EVENING

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

     of the usual silence that surrounds Johnson family eating,

     Francesca is mesmerized by Robert as he manages to eat and

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

                  ROBERT

              (laughs)

         ... No, wait, it gets better.

     He stands up and acts it out for her.

                  ROBERT (cont'd)

         You have to get the full picture

         here. I have three cameras around my

         neck, a tripod in one hand and my

         pants down around my ankles. I

         thought this was a private bush. I

         look up and this gorilla, this female

         gorilla, is staring at me with what

         can best be described as the most

         lascivious expression I've ever seen

         on a female with so much body hair.

              (Francesca laughs)

         I freeze. 'Cause that's what they tell

         you to do. In this position. She comes

         towards me and... and she...

              (he stops awkwardly)

                  FRANCESCA

         What?

                  ROBERT

         She starts sniffing me.

                  FRANCESCA

         Oh my God...

              (laughs)

         You're blushing.

                  ROBERT

         It's still a very sensitive memory

         for me.

                  FRANCESCA

         Then what happened?

                  ROBERT

         We got engaged.

                  FRANCESCA

         Oh you!

     She throws a napkin at him.

                  FRANCESCA (cont'd)

         None of this is true!

                  ROBERT

         No, it is. Except for the engagement

         part. She wouldn't have me, although

         I still get a Valentine every year.

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

     making her laugh.

                  FRANCESCA

         You ought to write these stories

         down.

                  ROBERT

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

         technical, I think. Problem of being

         a journalist too long is you stop

         giving yourself permission to invent.

         I better just stick to making pictures.

                  FRANCESCA

         "Making pictures." I like that. You

         really love what you do, don't you?

                  ROBERT

              (nods, smiles shyly)

         I'm kind of obsessed by it, actually.

                  FRANCESCA

         Why, do you think?

                  ROBERT

         I don't know if obsessions have

         reasons. I think that's why they're

         obsessions.

                  FRANCESCA

         You sound like an artist.

                  ROBERT

         No. I wouldn't say that. National

         Geographic isn't exactly the hub of

         artistic inspiration. They like their

         wild life in focus and without any

         personal comment. I don't mind

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

         a long time ago. It's the course of

         being well-adjusted. I'm too normal.

                  FRANCESCA

              (supportively)

         I don't think you're normal.

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

                  FRANCESCA

         I didn't mean that the way it sounded.

                  ROBERT

         Well, let's just call it a compliment

         and move on.

              (changes subject)

         Did you love teaching?

                  FRANCESCA (cont'd)

         Sometimes. When there was a particular

         student who made a difference. I know

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

         true. You tend to single out one or

         two you think you can contribute

         something to.

                  ROBERT

         And did you?

                  FRANCESCA

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

         them went on to Medical school.

                  ROBERT

         Why did you stop?

                  FRANCESCA

         My children. And Richard didn't like

         my working.

                  ROBERT

         Do you miss it?

                  FRANCESCA

         I don't know. I've never thought

         about it... what was the most

         exciting place you've ever been to?

         Unless you're tired of talking about

         it.

                  ROBERT

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

         to talk about himself? You don't get

         out much, do you?

     Francesca smiles, a little embarrassed.

                  ROBERT

         I'm sorry. That was...

                  FRANCESCA

              (overlapping)

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

         might be a little dull for you,

         telling all this to some housewife

         in the middle of nowhere.

                  ROBERT

         This is your home. It's not nowhere.

         And it's not dull.

     Francesca smiles again, this time relieved.

                  ROBERT

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

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

                  ROBERT (cont'd)

         Well, it's the obvious choice, but I

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

         another world. Not just the people

         and the cultures but the land, the

         colors you see at dawns and dusks --

         and the life there. It charges every

         molecule of air.

     Francesca is fascinated, being drawn into his imagery.

                  ROBERT (cont'd)

         It's tangible -- the moment to moment

         of life and death, the co-habitation

         of man and beast, of beast and beast,

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

         there's no judgement about it. No

         right or wrong or imposed morality.

         It's just life. It's a voyeurs

         paradise really because those animals

         don't want anybody in their business.

         You can watch but at a distance.

              (excited)

         I remember one time I was on a truck

         headed for the Niger.

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

     she begins to actually see what he is describing.

                  ROBERT (cont'd)

         We were driving north. The truck was

         old so I guess the sound of the motor

         muffled this kind of rumbling in the

         distance -- until finally, it was upon

         us like, like a hundred thunder claps

         all at once...

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

                                 CUT TO:

     EXT. AFRICA - DAY

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

     turns to look out the window and sees:

     A HERD OF GIRAFFES AND GAZELLES AND WATERBUCKS AND ZEBRA are

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

     excitedly instructs the driver:

                  ROBERT

         Get us closer!!

     The driver veers off towards the stampede as Robert opens his

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

     his camera. The truck takes its position within this

     breathtaking force of wildlife, as giraffes, zebras and

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

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

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

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

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

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

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

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

     Robert watches them disappear into the distance.

                                 CUT BACK TO:

     INT. JOHNSON KITCHEN - NIGHT

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

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

                  FRANCESCA

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

                  ROBERT

         They have safaris for tourists now.

         Maybe you can convince your husband.

     Francesca smiles. There is an awkward pause between them.

                  ROBERT (cont'd)

         It's a beautiful night. Would you

         like to go for a walk?

                  FRANCESCA

         Well, it's kind of buggy out there.

                  ROBERT

              (rises)

         Have no fear. This Shoshone Medicine

         Woman taught me how to make bug

         repellent tea out of tree root.

                  FRANCESCA

         You drink bug repellent?

                  ROBERT

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

         the truck. Don't go away.

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

     it slam. Francesca looks like a teenager with first date

     excitement.

     EXT. PASTURE - NIGHT

     Francesca and Robert walk through the pasture. She sniffs her

     arm.

                  FRANCESCA

         Smells like dirt.

                  ROBERT

         You get used to it.

                  FRANCESCA

         When?

                  ROBERT

              (laughs)

         You want to go back in?

                  FRANCESCA

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

     Silence. They walk. It is a beautiful night.

                  ROBERT

         You've got it all right here, you

         know. It's just as beautiful as any

         other place I've seen. God, it

         knocks me out.

                  FRANCESCA

         What?

                  ROBERT

              (indicating the night)

         This "... Of what I call God and

         fools can Nature." Who wrote that?

                  FRANCESCA

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

                  ROBERT

         I'd appreciate it. I like knowing who

         I'm stealing from. If you can't

         create art I think the least you can

         do is recognize it around you, don't

         you think? There is...

              (genuinely affected)

         ... so much beauty.

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

     Instead of looking away, their eyes remained locked for a

     moment. There is clearly an attraction. They simultaneously

     look away and continue walking.

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

     deny she is enjoying herself. Walking side by side in

     silence, Francesca turns back occasionally to look at her

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

     distant the house becomes, the more frightened she starts to

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

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

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

     too unknown. She stops.

                  ROBERT (cont'd)

         What's wrong?

     Francesca looks confused for a moment, not knowing what she

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

                  FRANCESCA

         Would you like some coffee? Or maybe,

         some brandy?

     Somehow Robert can sense her uneasiness. He obliges.

                  ROBERT

         How about both?

     INT. KITCHEN - NIGHT

     Francesca moves about the kitchen preparing coffee -- dropping

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

     Robert sits at the table opening the brandy bottle Francesca

     almost opened the night before, aware of her mood.

     Francesca gets the coffee going then sets the table with cups

     and saucers.

                  ROBERT

         You sure you won't let me help you

         with those dishes?

                  FRANCESCA

              (coldly)

         No. I'll do them later.

                  ROBERT

         Francesca?

                  FRANCESCA

         What?

                  ROBERT

         Are you all right?

                  FRANCESCA

         Yes.

                  ROBERT

         Francesca?

                  FRANCESCA

         What?

                  ROBERT

         We're not doing anything wrong, do

         you.

     Francesca freezes. He has read her mind again.

                  ROBERT (cont'd)

              (smiles)

         Nothing you can't tell your children

         about.

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

     a glass of brandy...

                                 CUT TO:

     1995

     INT. KITCHEN - DAY

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

                  MICHAEL

         He's getting her drunk. That's what

         happened. Jesus, maybe he forced

         himself. That's why she couldn't tell

         us.

                  CAROLYN

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

                  MICHAEL

         Nice? He's trying to sleep with

         somebody's wife.

                  CAROLYN

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

         besides, something like that doesn't

         make you a bad person. He reminds me

         of Steve in a way. Steve's weak,

         immoral and a liar but he's still a

         real nice guy. He just shouldn't be

         married.

              (laughs)

         At least not to me. You getting

         hungry? I'm hungry.

     Michael nods, then speaks with sincere compassion.

                  MICHAEL

         I had no idea it's gotten that bad,

         sis.

                  CAROLYN

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

         No one's forcing me to stay.

                  MICHAEL

         Then why do you?

                  CAROLYN

         And do what? Live alone? Go back to

         school? Find someone else? Start a

         magazine for confused woman? ... What

         if I can't do any of those things?

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

                  CAROLYN (cont'd)

         There's not much here to make.

                  MICHAEL

         Let's go into town and get a bite.

         We'll take the books with us.

     Carolyn nods. Michael looks for the next notebook, checking

     the dates.

     INT. CAR - EARLY EVENING

     Michael drives as Carolyn opens the next notebook and reads:

                  FRANCESCA (V.O.)

         "We sat sipping brandy. I thought if

         anybody walked through the door now

         there'd be no explaining it. But I

         didn't care. And I loved that I

         didn't care. I almost wanted it to

         happen. Then there'd be no turning

         back. I wanted to be like him. I

         lived this life of his. We talked

         about his wife and I was jealous --

         not of her -- but of his leaving. His

         fearlessness. He knew what he wanted.

         How did he do that.

                                 CUT BACK TO:

     1965

     INT. LIVING ROOM - NIGHT

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

                  FRANCESCA

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

         got divorced?

                  ROBERT

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

         So why did I get married? Well, I

         thought it was a good idea at the

         time. Have a home base. Roots. You

         can get lost moving around so much.

                  FRANCESCA

         So what happened?

                  ROBERT

         I never got lost. For some reason,

         I'm more at home everywhere than at

         one place. So I decided I'll think of

         myself as some kind of world citizen.

         I belong everywhere and nowhere. I'm

         kin to everyone, and no one in

         particular. See, once you get into

         the habit of not needing anyone, it's

         kind of hard to break.

                  FRANCESCA

         You must get lonely at times.

                  ROBERT

         Never touch the stuff. I've got

         friends all over the world. Good

         friends I can see when I want, if I

         want.

                  FRANCESCA

         Woman friends, too?

                  ROBERT

         I'm a loner, I'm not a monk.

     Francesca averts her eyes, before continuing her investigation.

                  FRANCESCA

         You really don't need anyone?

                  ROBERT

         No, I think I need everyone! I love

         people. I want to meet them all!

         I just think there are too many out

         there saying "This is mine." or

         "She's mine." Too many lines have

         been drawn. World's breaking apart

         because of man's weakness for some

         testosterone conquests over territory

         and power and people. He wants

         control over what deep down he knows

         he has no control over whatsoever and

         it scares him silly.

                  FRANCESCA

         Why doesn't it scare you?

                  ROBERT

         I embrace Mystery. I don't know

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

                  FRANCESCA

         Do you ever regret it? The divorce,

         I mean.

        

                  ROBERT

         No.

        

                  FRANCESCA

         Do you ever regret not having a

         family?

                  ROBERT

         Not everybody's supposed to have a

         family.

                  FRANCESCA

         But -- how can you just live for what

         you want? What about other people?

                  ROBERT

         I told you, I love other people.

                  FRANCESCA

         But no one in particular.

                  ROBERT

         No. But I love them just the same.

                  FRANCESCA

         But it's not the same.

                  ROBERT

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

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

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

         normal or proper.

                  FRANCESCA

         No, I'm just saying --

                  ROBERT

              (interrupting)

         I'm a little sick of this American

         Family Ethic everyone seems to be

         hypnotized by in this country. I

         guess you think I'm just some poor

         displaced soul doomed to roam the

         earth without a self-cleaning oven

         and home movie.

                  FRANCESCA

              (irritated)

         Just because someone chooses to

         settle down and have a family doesn't

         necessarily mean they're hypnotized.

         Just because I've never seen a

         gazelle stampede doesn't mean I'm

         asleep in the world.

                  ROBERT

         Do you want to leave your husband?

     Francesca is completely stunned and thrown off guard.

                  FRANCESCA

         No. Of course not.

              (rising, upset)

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

                  ROBERT

         My mistake. I apologize.

                  FRANCESCA

         What made you ask such a question?

                  ROBERT

         I thought that's what we were

         doing -- asking questions.

                  FRANCESCA

              (defensive)

         I thought we were just having a

         conversation. You seem to be reading

         all this meaning into it. Meanings I

         must be too simple to, uh...

         interpret or something.

                  ROBERT

         I already apologized.

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

                  ROBERT (cont'd)

         It's getting late.

              (rises)

         Thank you for dinner.

     Pause. Francesca feels badly.

                  FRANCESCA

         Listen, I'm sorry I --

                  ROBERT

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

         It was an inappropriate thing to ask.

                  FRANCESCA

              (shrugs it off, then:)

         ... I feel like something's been

         spoiled now.

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

     his hands.

                  ROBERT

         It's been a perfect evening. Just the

         way it is. Thank you.

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

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

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

                  ROBERT (cont'd)

         One thing though -- don't kid yourself,

         Francesca. You're anything but a

         simple woman.

     He smiles and exits, catching the screen door before it

     slams.

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

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

     RINGING. She picks up.

                  FRANCESCA

         Hello?

                  RICHARD (on phone)

         Franny?

                  FRANCESCA

         Richard, hi.

                  RICHARD (on phone)

         How are you?

                  FRANCESCA

         Fine. Everyone settled in okay?

                  RICHARD (on phone)

         Just fine. We're all in one room.

         Michael's on the couch and

         Carolyn's...

              (continues...)

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

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

                  FRANCESCA

         Uh-uh... good... Hmmm...

     She hears the truck driving away as Richard continues:

                  RICHARD (on phone)

         We got our position in the Fair. Not

         bad although I would have liked to be

         third which is not too early and not

         too late. But I told Carolyn not to

         worry...

              (continues, if needed)

                                 CUT TO:

     INT. FRANCESCA BEDROOM - NIGHT

     Francesca exits her bathroom, in her bathrobe, shutting the

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

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

     mirror on the closet door.

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

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

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

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

     She closes her eyes and tentatively begins to explore her

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

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

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

     into anger.

     INT. LIVING ROOM - NIGHT

     Francesca sits at a writing table with two large books opened

     before her containing literary quotations. She searches for

     the line Robert mentioned in the pasture.

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

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

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

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

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

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

                                 CUT TO:

     EXT. ROSEMAN BRIDGE - NIGHT

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

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

     She gets back into her truck and drives away.

     WIDE ANGLE OF BRIDGES - DAWN

                                 DISSOLVE TO:

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

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

     Once the focus it sets, Robert notices something is tacked

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

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

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

     his camera to take his shots.

                                 CUT TO:

     INT. JOHNSON BEDROOM - MORNING

     Francesca is making her bed when she hears a truck driving

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

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

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

     rejected. She sits on the bed.

     FANTASY:

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

     himself at the foolishness of some boring, frustrated

     housewife. Francesca's note has been crumbled and stuffed

     into a dirty ashtray.

     END OF FANTASY:

     Francesca enters her bathroom, slamming the door behind her.

     INT. KITCHEN - LATER THAT MORNING

     Francesca sits at the kitchen table in her bathrobe with a

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

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

     into space while listening to the bluesy Chicago radio

     station.

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

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

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

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

     FANTASY:

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

     DIALOGUE IS SUBTITLED IN SWAHILI:

                  ROBERT

              (laughs)

         ... and then she tacks this note on

         the bridge asking me to have dinner

         with her again!

     One Zulu turns to the tower and remarks.

                  ZULU

         How pathetic.

     END OF FANTASY:

     Francesca put out her cigarette and suddenly gets an idea.

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

     and dials.

                  FRANCESCA (on phone)

         Hello? Is Richard Johnson staying

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

         a message. Maybe you can help me --

         I'm his wife and I live in Winterset

         Iowa -- I wanted to surprise them by

         driving up tonight. What would be the

         fastest route, the Interstate?... Huh-

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

                                 CUT TO:

     EXT. PAY PHONE, GAS STATION - LATE MORNING

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

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

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

                                 CUT TO:

     INT. JOHNSON HOUSE - DAY

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

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

     bag and exits.

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

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

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

     until:

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

     for the phone.

                  FRANCESCA

              Hello?

     INTERCUT --

     INT. SLOW BEND SALOON/RESTAURANT - DAY

     Robert is at another pay phone.

                  ROBERT

              Francesca?

                  FRANCESCA

              (out of breath)

         Yes! Hi.

                  ROBERT

         Am I interrupting anything?

                  FRANCESCA

         No. I was just... No.

                  ROBERT

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

         just read your note. I stuffed it

         into my pocket. The light was fading

         and I had to get my shot.

                  FRANCESCA

              (relieved)

         The light was fading. Huh-huh.

                  ROBERT

         I would love to come for dinner.

                  FRANCESCA

              (smiles)

         Wonderful. Uh...

                  ROBERT

         Listen, I have to shoot Cedar Bridge

         until a little after sunset. I want

         a few night shots. Would you like to

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

                  FRANCESCA

         Oh, sure. Great.

                  ROBERT

         I'll pick you up.

                  FRANCESCA

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

         errands. I'll meet you there.

                  ROBERT

         Okay. See you later.

                  FRANCESCA

         Yeah. See you later.

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

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

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

     counts it, then shoves it into her purse.

     EXT. ON THE ROAD - DAY

     Francesca drives past a sign marking Des Moines as the next

     town.

     INT. SLOW BEND SALOON/ RESTAURANT - DAY

     The second of two eating establishments in Winterset. A

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

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

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

     conversation is about him.

     A MIDDLE-AGED COUPLE talk at table.

                  WIFE

         Thelma told me he checked into the

         Motor Inn and the bill goes to

         National Geographic Magazine.

                  HUSBAND

         National Geographic? What the hell's

         he doing here? We ain't got no naked

         pygmies to take pictures of.

                  WIFE

         He's taking pictures of the bridges.

                  HUSBAND

         Ain't no pygmies there either.

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

     that moment, someone enters the restaurant and all the

     conversation stops. He overhears one waitress turn to the

     other and whisper --

                  WAITRESS

         God. It's Lucy Redfield.

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

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

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

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

     As she crosses the counter, Robert immediately picks up on

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

     turns away to whisper. The waitress behind the counter ignores

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

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

     near her.

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

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

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

                  ROBERT

         Got room right here if you like.

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

     disgusted. She accepts his offer and sits beside him.

                  REDFIELD WOMAN

         Thank you.

                  ROBERT

         Hot out there today.

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

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

     The Redfield woman tries to act casual, glancing through the

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

     then turn away.

     Robert returns his glace back to the Redfield woman who is

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

     She wants to leave but can't move.

                  WAITRESS

         Well, are you ordering anything!?

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

     Gathering her dignity, she responds.

                  REDFIELD WOMAN

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

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

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

                  SECOND WAITRESS

         I'd've thrown that water right in her

         face.

                  WAITRESS

         Poor Mrs. Delaney.

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

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

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

                                 CUT TO:

     EXT. DES MOINES - DAY

     A metropolis compared to Winterset.

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

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

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

     and stops.

                                 CUT BACK TO:

     EXT. WINTERSET - DAY

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

     for his cooler and approaches the counter for the Cashier.

                  CASHIER

         That all?

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

     little bit.

                  ROBERT

         Isn't it awful about poor Mrs.

         Delaney?

     With this, the damn bursts -

                  CASHIER

         Tragic is more like it. The pain that

         woman has been subjected to by that

         no-good husband. I never liked him.

         Known him for years. People say he's

         quiet. Well, it's the quiet ones that

         can sneak up behind you and stab you

         in the back. I heard yesterday, that

         she confronted him. Gave him the

         ultimatum and you know what he did?--

              (CONTINUES AS NEEDED)

     Robert stands astounded, listening to this diatribe of gossip.

                                 CUT BACK TO:

     INT. DES MOINES DRESS SHOP - DAY

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

     several dresses strewn about. The panic of indecision has set

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

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

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

     MEMORY:

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

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

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

                  FRANCESCA

         Ready. You have the keys?

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

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

                  FRANCESCA (cont'd)

         What's the matter?

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

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

     nothing is wrong and opens the door for her.

     END OF MEMORY:

     Francesca feels guilty when a SALESWOMAN enters with a pretty

     summer dress.

                  SALESWOMAN

         How about this one?

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

                  FRANCESCA

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

         dress for myself in so long.

              (saleswoman nods)

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

         not a special occasion or anything.

         I'm just shopping. Just shopping for

         a new dress, that's all.

                  SALESWOMAN

              (completely

               understands)

         That might work. And if he's still

         mad, just tell him you could have

         done better but you married him out

         of pity. That's always works for me.

                                 CUT TO:

     INT. JOHNSON HOUSE - LATE AFTERNOON

     Francesca enters with her new dress, groceries and wine as

     the PHONE RINGS. She puts everything down to answer.

                  FRANCESCA

         Hello?

     Intercut ROBERT at a pay phone.

                  ROBERT

         It's Robert.

                  FRANCESCA

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

         late, but I'll still...

                  ROBERT

              (w/difficulty)

         Listen, don't take this the wrong way

         but, I'm wondering if this is such a

         good idea.

     Francesca's heart sinks.

                  FRANCESCA

         Oh.

                  ROBERT

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

         Happened to cross paths with "that

         Redfield woman." I apologize. I

         thought you were half-joking about

         that.

                  FRANCESCA

         Oh. I guess you got the whole story.

                  ROBERT

         The cashier at the general store was

         very dangerous.

                  FRANCESCA

         I think he's running for town crier

         next year.

                  ROBERT

         I now know more about their affair

         than I remember about my marriage.

              (seriously)

         Francesca, the last thing I want to

         do is put you in any kind of

         situation that would... even though

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

         nothing like that, but if anybody saw

         us or...

              (can't finish)

                  FRANCESCA

              (disappointed)

         I understand.

              (touched)

         That's very kind of you.

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

     seeing each other even again in this brief moment. Someone

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

                  FRANCESCA (cont'd)

         Robert?

                  ROBERT

         Yeah?

                  FRANCESCA

         I want you to come.

     Robert is relieved.

                  FRANCESCA (cont'd)

         I'll meet you at the bridge just like

         we planned all right. Don't worry about

         the rest of it... I'm not.

                  ROBERT

         All right. See you there.

     Francesca smiles and hangs up. In that moment, Francesca

     realizes consciously what she is doing and what she wants.

                                 CUT TO:

     EXT. CEDAR BRIDGE - DUSK

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

     anxious for Francesca to arrive, when he hears a truck

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

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

     other.

                  FRANCESCA

         Sorry I'm late. Richard called.

                  ROBERT

         Oh, how is he?

                  FRANCESCA

         Fine. They're all having a good time.

         How many more shots do you have?

                  ROBERT

         Couple. Want to help?

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

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

                  ROBERT (cont'd)

         I should stop off at the motel to

         clean up before dinner.

                  FRANCESCA

         Well, I have plumbing at my house.

                                 CUT TO:

     INT. JOHNSON BEDROOM - EARLY MORNING

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

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

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

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

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

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

     water as it hits his body.

     INT. KITCHEN - LATER

     Francesca is busy preparing dinner. Robert enters, cleaned

     and dressed.

                  ROBERT

         Can I help?

                  FRANCESCA

         Actually, no. I've got everything

         under control. I'd like to clean up

         myself a bit. I'm going to take a

         bath. Dinner'll be ready in about a

         half hour.

                  ROBERT

         How about if I set the table?

                  FRANCESCA

         Sure.

                  ROBERT

         Would you like a beer for your bath?

                  FRANCESCA

              (surprised)

         Yes, that'd be nice.

     Robert gets her one.

     INT. BATHROOM - LATER

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

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

     thinking "What's going to happen tonight?"

     INT. KITCHEN - LATER

     Robert is at the radio when Francesca enters in her new

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

                  FRANCESCA

         What's wrong?

     Unlike her husband, Robert has an answer.

                  ROBERT

         Absolutely nothing. You're just sort

         of a knockout in that dress.

     She smiles and crosses to the stove.

                  FRANCESCA

         Table looks beautiful.

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

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

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

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

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

     smiles at her joke. The song plays throughout.

                  FRANCESCA (cont'd)

         Hello? Hi, Madge?

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

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

                  FRANCESCA (cont'd)

         Huh-huh. Nothing, just making

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

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

         he's some kind of photographer.

              (Robert smiles)

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

         I don't know, is that what hippies

         look like?...

     Robert steps closer to her, purposely reaching across her

     body for a napkin.

                  FRANCESCA (cont'd)

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

         he'll be out with a shotgun...

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

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

                  FRANCESCA (cont'd)

         Well, listen, I have a pot boiling.

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

         home until Friday morning... Well,

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

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

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

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

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

     orange and magenta, illuminates the room through the window.

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

     Robert stops.

                  ROBERT

         You're shaking. Are you cold?

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

     Francesca is shaking which makes it difficult. They both

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

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

     whispers.

                  ROBERT (cont'd)

         If you want me to stop, tell me how.

     He brushes his cheek and face softly against hers. Francesca

     rubs hers against him. She can barely breathe.

                  ROBERT (cont'd)

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

         apologize for this.

                  FRANCESCA

         Nobody's asking you to.

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

     lips never spend more than seconds away from each other.

     Robert gently slide his hands down her breasts and torso,

     exploring every inch of her. Francesca grips his massive

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

     and presses it against his hip, kissing her neck and

     shoulders. Francesca starts to lose herself, clutching his

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

     again.

                                 CUT TO:

     1995

     INT. SLOW BEND CAFE - PRESENT DAY - EVENING

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

     turned into a modern cafe yet the original charm is still

     there.

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

     before them. Carolyn has been reading the book to Michael

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

     a little boy who is fighting not to cry.

                  CAROLYN

         What's the matter?

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

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

                  MICHAEL

         I'm going to get some air.

     He exits. Carolyn smiles sympathetically. Somehow this last

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

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

     with great urgency.

                  CAROLYN

         Can I smoke here?

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

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

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

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

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

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

     smoke up as we:

                                 DISSOLVE TO:

     1965

     INT. JOHNSON LIVING ROOM

     Camera moves down curls of smoke, to reveal:

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

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

     cigarette after lovemaking. Francesca seems miles away --

     feelings of regret and guilt creeping in.

                  ROBERT

         Are you comfortable?

              (she nods)

         Do you... want to move to the

         bedroom?

                  FRANCESCA

         No. I can't. Not yet.

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

                  ROBERT

         You want to eat something?

                  FRANCESCA

         Are you hungry?

                  ROBERT

         No.

     Silence. Robert shifts his body to face her.

                  ROBERT (cont'd)

         Honey. Are you all right?

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

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

     He folds her. She closes her eyes.

                  FRANCESCA

         Take me somewhere.

                  ROBERT

         What?

                  FRANCESCA

         Right now. Tell me someplace you've

         been -- someplace on the other side

         of the world. Anywhere but here.

                  ROBERT

              (thinks, then:)

         How about Italy?

                  FRANCESCA

         Yes.

                  ROBERT

         How about Bari?

                  FRANCESCA

         Yes. Tell me about the day you got

         off the train.

                  ROBERT

         Have you ever been to that station?

                  FRANCESCA

         Yes.

                  ROBERT

         You know that little place nearby

         with the striped awning that sells

         sandwiches and little pizzas...

     The two transport themselves together to another place, where

     there is no familiar memories surrounding them to interfere.

                                 CUT TO:

     EXT. JOHNSON PORCH - NIGHT

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

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

     voraciously.

                  ROBERT

         Do you have anymore of the stew?

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

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

     and it spills onto the robe.

                  FRANCESCA

         Oh, I'm sorry.

                  ROBERT

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

         Thanks God.

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

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

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

     passionately until, suddenly, she pulls away. She looks

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

     Robert can sense what is wrong.

                  ROBERT (cont'd)

         You think too much, you know that?

                  FRANCESCA

         I just feel like I'm getting a little

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

         kind of frightening.

                  ROBERT

         Why?

                  FRANCESCA

         Why!? Because, I'm having thoughts I

         hardly know what to do with. I...

         can't seem to... stop them.

                  ROBERT

         Nobody's asking you to.

                  FRANCESCA

              (excited)

         And arraccinos and zeppolis. Yes! I

         know it!

                  ROBERT

         I sat outside and had coffee.

                  FRANCESCA

         Where? Near the doorway or the near the

         front of the church?

                  ROBERT

         Near the church.

                  FRANCESCA

              (closes her eyes)

         I sat there once. It was hot. Like

         today. I'd been shopping. I had all

         these bags around my feet I kept

         having to move every time the waiter

         came by...

                                 DISSOLVE TO:

     EXT. SANDWICH CAFE - BARI - DAY

     Francesca sits at the outdoor cafe in Bari with shopping bags

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

     by, mumbling something vulgar under his breath. When she

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

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

     MONTAGE:

     Francesca and Robert together against the breathtaking

     backdrop of the Italian countryside.

     EXT. BARI COUNTRYSIDE - DAY

     On a lakefront, Robert and Francesca make love.

     WE INTERCUT WITH:

     INT. JOHNSON LIVING ROOM - EVENING

     FRANCESCA AND ROBERT MAKING LOVE ONCE AGAIN.

     Francesca looks at him and understands he is giving her full

     permission to explore whatever she wants. Hesitantly, she

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

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

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

     caresses his head and gently guides it between her legs.

     1994

     INT. SLOW BEND RESTAURANT - NIGHT

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

     anxiously lights another. These last entries have over

     stimulated her. She calls to the waitress abruptly.

                  CAROLYN

         Can I get another cup of coffee,

         please?

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

                  CAROLYN (cont'd)

         Where did you go?

                  MICHAEL

         Bar across the street.

                  CAROLYN

         Have you called Betty?

              (she shakes his head)

         Maybe you should.

                  MICHAEL

         I found out who Lucy Delaney is.

              (she looks interested)

         Remember the Delaneys from Hillcrest

         Road?

                  CAROLYN

         Yeah. But I thought she died.

                  MICHAEL

         He remarried. Apparently they were

         having an affair for years.

         Apparently the first Mrs. Delaney was

         a bit of a stiff.

                  CAROLYN

         You mean -- she didn't like sex?

                  MICHAEL

              (nods, then simply:)

         I bet mom could've helped her.

                  CAROLYN

         Boy. All these years I've resented

         not living the wild life in some

         place like Paris and all the time I

         could've moved back to Iowa... Are

         you drunk?

                  MICHAEL

         Not yet. You want to go?

                  CAROLYN

         I think I better. Between the book

         and the coffee, I'm this close to

         raping the busboy.

     EXT. IOWA LAKEFRONT - NIGHT

     Michael and Carolyn have parked in a secluded area near a

     lake. Some place where the moonlight and the scenery create

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

     headlights and the radio on. They are getting drunk sharing

     a bottle of whiskey.

                  MICHAEL

         I used to love this place. I used to

         take Kathy Reynolds down here.

                  CAROLYN

         You never dated Kathy Reynolds!

                  MICHAEL

         Not officially. Her and Steve Kendall

         were pinned at birth. But I was crazy

         about her. And for about three months,

         I managed to catch her during her

         "exploring" stage.

                  CAROLYN

         I never knew that.

                  MICHAEL

              (sadly)

         Nobody did.

                  CAROLYN

         Was this during Betty?

                  MICHAEL

         Everything was during Betty. God we

         were so young. Why did we think we

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

         cheated on Betty. Not once we were

         married, I mean.

                  CAROLYN

         Did we want to?

                  MICHAEL

         Only about a thousand times. What do

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

         is good enough for me?"

                  CAROLYN

              (pissed off)

         What gets me is I'm 46 years old.

         I've been in this crummy fucking

         marriage -

                  MICHAEL

         Carolyn!

                  CAROLYN

              (ignores him)

         -- for over twenty years because

         that's what I was taught -- you stick

         with it! Normal people don't get

         divorced. I can't remember the last

         time my husband made love to me so

         intensely that he transported me to

         Europe, for Christ's sake -- quite

         frankly, I don't think he ever did!

         And now I find out in between bake

         sales, my mother was Anais Nin!

                  MICHAEL

         What about me! I feel really weird.

         Like she cheated on me, not dad.

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

         wanted to sleep with her or anything

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

         You're sort of made to feel like

         you're the prince of the kingdom, ya

         know? And in the back of your mind,

         you kind of think your mother doesn't

         need sex anymore because she has you.

                  CAROLYN

         You're right -- that is sick.

     They drink.

                  MICHAEL

         If she was so unhappy, why didn't she

         leave?

     They look to each other without an answer. Then simultaneously

     they reach for the notebooks.

                  MICHAEL (cont'd)

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

     Carolyn offers him the book then lays back in a relaxed

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

     page.

                  MICHAEL (cont'd)

         What paragraph were you up to?

                  CAROLYN

              (casually)

         She just made him perform oral sex on

         the porch.

     Michael freezes. He loses his nerve. Carolyn helps.

                  CAROLYN (cont'd)

         Go ahead, Michael. You've got to do

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

     Michael nods and takes another swig. He reads:

                  MICHAEL

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

         that way before."

              (stops)

         Oh Jesus.

              (continues)

         "I couldn't believe the feelings

         bursting inside of me. As if I had

         opened some forbidden Pandora's box."

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

                  FRANCESCA

         "It seems, thinking about it now,

         that in those few days I lived a

         completely different life as a

         completely different woman. What was

         recognizable as me before Robert was

         gone. We decided to spend Wednesday

         away from Winterset. Away from

         Madison County. Away from pastures

         and bridges and people too familiar

         and reminders too painful. We let the

         day take us where it wanted..."

     1965

     INT. DES MOINES MOVIE THEATER - DAY

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

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

     intoxicated. Suddenly, Charleston music plays out of nowhere

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

     consciousness.

     In the movie theatre, Robert sits with his arm around

     Francesca like teenage lovers. Her head is nestled in his

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

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

     hair.

     EXT. DOWNTOWN DES MOINES STREET - DAY

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

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

     seeing everything for the first time.

     INT. BOOK STORE - DAY

     Robert introduces Francesca to the photography section,

     showing her a book of one of his favorite photographers,

     Walker Evans. Francesca admires one photograph in particular

     -- a mother and child during the depression.

                  FRANCESCA

         On that one is beautiful. Look at

         their expressions. As if the camera

         weren't on them at all. As if they

         had no strength left to hide what

         they were feeling.

                  ROBERT

         He's a genius. They're not

         photographs -- they're stories, entire

         histories captured in moments.

                  FRANCESCA

         I bet you could do a book.

                  ROBERT

         No. I couldn't.

                  FRANCESCA

         Why do you say that?

                  ROBERT

         Because I already tried once.

     Francesca is surprised. She senses his disappointment.

                  ROBERT (cont'd)

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

         a camera, how to make it "make

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

         make it make art.

              (laughs)

         At least that's what six publishers

         said. To take what we see of this

         world and give it back with a bit of

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

                  FRANCESCA

              (smiles, supportive)

         But you don't mind.

                  ROBERT

              (smiles)

         No, I don't mind.

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

     looks at another book, she notices their reflection in a

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

     to her -- two people who belong together.

     INT. FANCY RESTAURANT - DAY

     Francesca and Robert have an elegant lunch.

                  FRANCESCA

         What were you like when you were

         younger?

                  ROBERT

              (smiles)

         Trouble. Why?

                  FRANCESCA

              (laughs)

         I just wondered. Why were you trouble?

                  ROBERT

         I had a temper.

                  FRANCESCA

         What were your parents like?

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

                  ROBERT

         I can't do this, honey.

                  FRANCESCA

         What?

                  ROBERT

         Try and live a lifetime before

         Friday. Cram it all in.

              (shakes his head)

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

     Francesca nods, understandingly.

     Across the room, Francesca notices A MOTHER having dessert

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

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

     room while the little girl continues eating a large sundae.

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

     sees Francesca looking at her and smiles back. Robert watches

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

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

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

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

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

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

                  FRANCESCA

         Excuse me a minute.

     Robert watches her cross to the little girl and kneel beside

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

     napkin and dabbing it in the water glass.

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

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

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

     reproached but the mother is smiling. She and Francesca begin

     talking. She thanks Francesca. Robert sees the two mothers

     exchanging a moment of common experience and brief

     friendship. The mother and daughter take their leave as

     Francesca says goodbye and returns to the table. Robert looks

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

     she is no longer hungry. Robert senses something is upsetting

     her.

                  ROBERT

         You're somewhere else, where?

                  FRANCESCA

         Just that it's been a perfect day and

         that I'd like to skip my fancy

         dessert and go home after this.

                  ROBERT

         Uh-huh. And?

                  FRANCESCA

              (beat)

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

         much time.

     Uncomfortable silence hangs between them. A waiter passes by.

                  ROBERT

         Check, please.

     OS, as the MOTHER YELLS:

                  MOTHER

         REBECCA! REBECCA!

     Both Robert and Francesca look to the voice.

     EXT. RESTAURANT - DAY

     The mother stands on the street frantically calling for her

     daughter.

                  MOTHER

         REBECCA!

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

                  MOTHER

         Oh my God...!

                  FRANCESCA

         What happened?

                  MOTHER

         I was paying the check. She ran

         outside. I told her to wait for me

         right here! Oh God, where is she?

         Rebecca!

     The sidewalk is filled with people. Francesca looks to

     Robert. He recognizes the concern in her expression. Going

     home will have to wait.

                  ROBERT

         I'll check down here. Someone call

         the police.

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

                  FRANCESCA

         Think for a second. Is there

         someplace she said she wanted to go?

                  MOTHER

         I don't remember!

     EXT. STREET

     Robert searches through the street, poking in and out of

     storefronts, looking across the street.

     EXT. RESTAURANT

     Francesca and the mother search in the opposite direction.

     EXT. STREET

     Through the crowd of people, Robert looks across the four

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

     INT. RESTAURANT - AN HOUR LATER

     Francesca sits with the mother as TWO POLICEMEN take down a

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

     water for her. The Maitre'd stands by.

                  MOTHER

         She was right outside. I turned my

         head for a second.

                  POLICEMAN

         When was this?

                  FRANCESCA

         About an hour ago.

                  MOTHER

         They're not going to find her!

                  FRANCESCA

         Yes, they are.

     At that moment, the mother looks up and cries.

                  MOTHER

         REBECCA!

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

     Robert holding the little girl in his arms, entering the

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

     two wrap their arms around each other. Francesca looks to

     Robert, loving him even more now.

                  FRANCESCA

         Where was she?

                  ROBERT

         Across the street. She went into the

         park and got turned around and didn't

         know her way out.

                  MOTHER

         You crossed the street by yourself?!

                  REBECCA

              (crying)

         It was a green light.

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

                  MOTHER

         Thank you so much!

                  ROBERT

              (frazzled)

         I need a drink.

     Everyone laughs out of relief. Francesca wraps her arm around

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

     INT. TRUCK - DUSK

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

     INT. JOHNSON HOUSE - DUSK

     Francesca calmly leads Robert up to her bedroom.

     INT. JOHNSON BEDROOM

     Naked, Francesca guides Robert into bed beneath the covers.

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

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

     have been together and in love for years.

     LATER -

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

     her breast. Francesca strokes his hair as Robert closes his

     eyes.

                  ROBERT

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

         a sudden.

                  FRANCESCA

         Long day. Go to sleep.

                  ROBERT

         Am I too heavy for you?

                  FRANCESCA

         No.

     Robert settles into her. But Francesca is wide awake.

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

     tomorrow?"

     INT. KITCHEN - MORNING

     Francesca is serving Robert breakfast, then sits down beside

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

     being their last day together.

     Francesca seems ingeniously friendly. Robert is suspicious.

                  FRANCESCA

         Sleep all right?

                  ROBERT

         Yes, thanks.

                  FRANCESCA

         Good. More coffee?

              (he nods, she pours)

         Robert, I hope you don't mind my

         asking, but I feel like I should.

                  ROBERT

         What?

                  FRANCESCA

         Well, these... women friends of

         yours... all over the world. How

         does it work? Do you see some of them

         again? Do you forget others? Do you

         write them now and then? How do you

         manage it?

     Her facetiousness startles Robert.

                  ROBERT

         I... What do you want?

                  FRANCESCA

         Well, I just want to know the

         procedure. I don't want to upset your

         routine. Do you want any jam?

                  ROBERT

              (insulted)

         Routine! I don't have a routine. And

         if you think that's what this is -

                  FRANCESCA

         Well, what is this?

                  ROBERT

              (upset)

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

         the one who's married. You told me

         you have no intention of leaving your

         husband.

                  FRANCESCA

         To do what? Be with someone who needs

         everyone and no one in particular? I

         mean, what would be the point. Would

         you pass the butter?

                  ROBERT

         I was honest with you. I told you who

         I was.

                  FRANCESCA

         Yes. Absolutely. You have this habit

         of not needing and that it's hard to

         break. I understand.

              (beat)

         Of course, in that case, why sleep --

         you don't need rest or for that

         matter eat, you don't need food.

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

     the sink.

                  ROBERT

         What are you doing?

                  FRANCESCA

              (sarcastic)

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

         cut out to be a World Citizen who

         experiences everything and nothing

         at the same time.

                  ROBERT

         How do you know what I experience?

                  FRANCESCA

              (angry)

         I know you! What can this possibly

         mean to anyone who doesn't "need"

         meaning -

              (mocking)

         "Who goes with the Mystery" -- who

         pretends he isn't scared to death.

                  ROBERT

         Stop it!

                  FRANCESCA

         You have no idea what you've done to

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

         going to have to wonder for the rest

         of my life what happened here. If

         anything happened at all! And I'll

         have to wonder if you find yourself

         in some... housewife's kitchen in

         Romania if you'll sit there and tell

         her about your world of good friends

         and secretly include me in that group.

                  ROBERT

         What do you want me to say?

                  FRANCESCA

              (nonchantly)

         I don't want you to say anything. I

         don't need you to say anything.

     Robert rises, knocking his chair aside.

                  ROBERT

         STOP IT!

                  FRANCESCA

         Fine. More eggs or should we just

         fuck on the linoleum one last time?

                  ROBERT

              (grabs her)

         I told you! I won't apologize for who

         I am.

                  FRANCESCA

         No one's asking you to!

                  ROBERT

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

         done something wrong.

                  FRANCESCA

              (angry)

         You won't be made to feel! Period.

         You've carved out this little part

         for yourself in the world where you

         get to be a voyeur, a hermit and a

         lover whenever you feel like it and

         the rest of us are just supposed to

         feel so incredibly grateful for the

         brief time you've touched our lives!

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

         to feel lonely -- it isn't human not

         to afraid! You're a hypocrite and

         you're a phony!

                  ROBERT

              (cries out)

         I DON'T WANT TO NEED YOU!

                  FRANCESCA

         WHY?

                  ROBERT

         BECAUSE I CAN'T HAVE YOU!

                  FRANCESCA

         WHAT DOES THAT HAVE TO DO WITH IT?

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

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

     Francesca reaches for him but he pulls away, embarrassed.

                  FRANCESCA (cont'd)

              (softly)

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

         truth, Robert. I've got to know the

         truth or I'll go crazy. Either way.

         Just tell me. But I can't act like

         this is enough because it has to be.

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

         feel because it's over tomorrow.

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

                  ROBERT

         If I've done anything to make you

         think that what's happened between us

         is nothing new for me -- is some

         routine -- then I do apologize.

                  FRANCESCA

         What makes it different, Robert?

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

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

                  ROBERT

         Because... if I even think about

         tomorrow -- if I...

              (voice cracks)

         even think about leaving here without

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

              (he shakes his head)

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

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

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

     him as if for dear life.

                  FRANCESCA

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

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

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

     forever.

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

     panic. Francesca runs to the window to see:

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

     a homemade dessert.

                  FRANCESCA (cont'd)

         No. No. Where's your truck?

                  ROBERT

         Behind the barn. I better go.

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

                  ROBERT (cont'd)

         Don't worry. I meant upstairs.

     He exits. Francesca gathers herself and heads for the front

     entrance, quickly cleaning up the plates.

     INT. FRONT HALL - DAY

     Francesca opens the door to Madge.

                  FRANCESCA

              Madge?

                  MADGE

         Hi. I made some brown betty. I sent

         Floyd off to town with the boy. I said -

              (entering)

         "Floyd, I'm going to visit my

         girlfriend and spend the afternoon

         and that's all there is to it. He

         said who's going to make lunch? I

         said I'm taking a sick day. Eat at

         the dinner." Isn't that hilarious?

              (MOVES INTO KITCHEN)

         He didn't dare raise an eyebrow -- I

         don't even want to tell you how late

         he was out last night with those good

         for nothings from the Sandford ranch.

         I am so sorry, honey, I let two days

         pass before I came by, but with the

         boy home the time just escapes me.

         Have you heard from Richard? How's

         the fair? God, it's hot.

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

     question to answer first.

     EXT. PORCH - LATER THAT DAY

     Madge and Francesca sit facing the pasture beside a table

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

     the scene.

                  MADGE

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

         of summer school if all he's going to

         do are these art projects. The boy

         needs so much work in math and his

         spelling is a nightmare...

              (continues)

     Francesca isn't listening. Her mind wanders.

     FANTASY:

                  FRANCESCA

         Madge. Please. Something's happened.

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

         in a way I've never thought could

         happen my entire life. It's our last

         day together. I feel like I'm going to

         die when he leaves. Please. Help me.

                  MADGE

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

         got to be grateful for even feeling

         the little you've be given. Believe

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

         without these new precious hours

         you've got left. And if you need

         anyone to cry on, you know where I am.

     END OF FANTASY:

     Madge shoves a plate at her.

                  MADGE (cont'd)

         More brown betty?

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

                  MADGE (cont'd)

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

         with. Sara doing so well though.

         Everyone thought I was crazy having

         them so far apart, but...

              (CONTINUES...)

     FANTASY:

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

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

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

     her with it. Madge struggles.

     END OF FANTASY:

     Francesca's mind races as Madge continues.

                  MADGE

         ... without one lesson. The

         instructor couldn't believe it. So,

         who knows -- she may have talent.

         How's Carolyn doing? What are her

         plans for next year?

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

     leans over, unsteadily.

                  MADGE (cont'd)

         Honey, what's wrong?

                  FRANCESCA

         I don't know. I woke up a little

         dizzy. I didn't sleep well. I think

         I need to lay down.

                  MADGE

         You want me to call the doctor?

                  FRANCESCA

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

         I'm not used to sleeping alone. And

         this heat. Would you mind?

                  MADGE

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

                  FRANCESCA

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

         Listen, maybe you and Floyd can come

         for dinner on Saturday. I'm sure

         Richard'll have so many stories to

         tell you both about the fair and all.

                  MADGE

         Oh, that'll be nice.

                                 CUT TO:

     INT. BEDROOM - LATER THAT DAY

     Francesca enters to find Richard, laying on the bed fully

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

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

                  ROBERT

         Come with me.

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

     gives frightens her.

                  FRANCESCA

         Hold me.

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

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

     THAT DREAM."

                                 CUT TO:

     INT. KITCHEN - EVENING

     The song continues over the next few images. Camera slowly

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

     beautifully set table and candles. It arrives on Robert

     preparing dinner.

     INT. BEDROOM

     Camera pans the room from two OPENED SUITCASES, as Francesca

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

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

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

     with BUTTONS down the front.

     INT. KITCHEN

     Robert stands at the sink rinsing out some utensils. Waiting

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

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

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

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

     INT. SECOND FLOOR LANDING

     Camera follows her as she exits the bedroom with her

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

     the staircase to the front hall.

     She quietly sets the suitcases down, hearing the radio and

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

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

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

     slowly sits down on the couch.

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

     each stick of furniture Francesca sees.

                  FRANCESCA (V.O.)

         Michael, get off the back of that

         chair! What did I tell you!

     WE HEAR HIM FALL AND BEGIN TO CRY.

                  FRANCESCA (V.O.)

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

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

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

                  CAROLYN (V.O.)

         Mama, look -- look at the dress Aunt

         Patty sent!

                  RICHARD (V.O.)

         Franny, BONNAZA's on!

                  ROBERT

         Francesca?

     Francesca snaps out for it and turns to find Robert.

                  ROBERT (cont'd)

         I've got dinner.

     She smiles.

     INT. KITCHEN

     They eat by candlelight. Neither speaks. Neither is very

     hungry.

                  ROBERT

         Would you like a beer?

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

     takes a sip.

                  ROBERT (cont'd)

         You know what I'd like to do before

         we leave? I'd like to take a picture

         of you -- at Roseman bridge. Maybe

         just as the sun's coming up.

                  FRANCESCA

         Yes. I'd like that.

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

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

                  ROBERT

         Tell me why you're not coming with me?

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

     forgotten how well he can read her.

                  FRANCESCA

         No matter how I keep turning it

         around in my mind -- it doesn't seem

         like the right thing.

                  ROBERT

         For who?

                  FRANCESCA

         For anyone. They'll never be able to

         live through the talk. Richard will

         never be able to. He doesn't deserve

         that. He hasn't hurt anyone in his

         life.

                  ROBERT

              (getting aggressive)

         Then he can move! People move!

                  FRANCESCA

         His family's lived for almost a

         hundred years. Richard doesn't know

         how to live anywhere else. And the

         kids...

                  ROBERT

         The kids are grown! They don't need

         you anymore. You told me that. They

         hardly talk to you.

                  FRANCESCA

         No, they don't say much. But

         Carolyn's 16. She's just about to

         find out about all this for herself

         -- she's going to fall in love,

         she's going to try and figure out

         how to build a life with someone.

         If I leave what does that say to her?

                  ROBERT

         What about us? What about me?

                  FRANCESCA

         You've got to know deep down that the

         minute we leave here. It'll all

         change.

                  ROBERT

         Yeah. It could get better.

                  FRANCESCA

         No matter how much distance we put

         between us and this house, I bring

         with it with me. And I'll feel it

         every minute we're together. And I'll

         blame loving you for how much it

         hurts. And then even these four days

         won't be anything more than something

         sordid and... a mistake.

                  ROBERT

              (desperately)

         Francesca, listen to me. You think

         what's happened to us happens to just

         anybody? What we feel for each other?

         How much we feel? We're not even two

         separate people anymore. Some people

         search their whole lives for it and

         wind up alone -- most people don't

         even think it exists and you're going

         to tell me that giving it up is the

         right thing to do? That staying here

         alone in a marriage, alone in a town

         you hate, in a house you don't feel

         apart of anymore -- you're telling me

         that's the right thing to do!?

                  FRANCESCA

         We are the choices we've made, Robert.

                  ROBERT

              (rises)

         TO HELL WITH YOU!

     He turns his back on her.

                  FRANCESCA

         Robert. Please.

              (desperate to explain)

         You don't understand -- no one does.

         When a woman makes the choice to

         marry, to have children -- in one way

         her life begins but in another way it

         stops. You build a life of details.

         You become a mother, a wife and you

         stop and stay steady so that your

         children can move. And when they

         leave they take your life of details

         with them. And then you're expected

         move again only you don't remember

         what moves you because no one has

         asked in so long. Not even yourself.

         You never in your life think that

         love like this can happen to you.

                  ROBERT

         But now that you have it -

                  FRANCESCA

         I want to keep it forever. I want to

         love you the way I do now the rest of

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

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

         entire life disappear to start a new

         one. All I can do is try to hold onto

         to both. Help me. Help me not lose

         loving you.

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

                  ROBERT

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

         Please.

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

     this. She holds him tighter, until -

                  ROBERT (cont'd)

         Listen. Maybe you feel this way,

         maybe you don't. Maybe it's just

         because you're in this house. Maybe

         ... maybe when they come back

         tomorrow you'll feel differently.

         Don't you think that's possible?

                  FRANCESCA

         I don't know. Please...

                  ROBERT

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

         I'll be at the Inn. We have some

         time. Let's not say any more now.

                  FRANCESCA

         No. Don't do this.

                  ROBERT

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

         it for now. We're not saying goodbye.

         We're not making any decision. Maybe

         you'll change your mind. Maybe we'll

         accidentally run into each other and

         ... and you'll change your mind.

                  FRANCESCA

         Robert, if that happens, you'll have

         to decide. I won't be able to.

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

     Then, quickly, separates himself and leaves the house.

     EXT. JOHNSON HOUSE

     Robert walks briskly towards his truck not wanting to look

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

     Francesca exits the house and watches the truck recede into

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

     leaning against it. She murmurs to herself -

                  FRANCESCA

         Keep going. Please.

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

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

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

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

     flies open and Robert exits. Francesca loses all restraint.

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

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

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

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

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

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

                  ROBERT

         I forgot to take your picture.

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

     pans up to the road beyond Robert's truck.

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

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

     TRUCK IS BEING SUPERIMPOSED as the LIGHT GRADUALLY BRIGHTENS

     TO REVEAL:

     MORNING.

     EXT. JOHNSON HOUSE

     Richard, Michael and Carolyn drive down the road toward the

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

     Francesca steps into the doorway in a house dress to welcome

     her family home -- wondering how this will feel.

     JOHNSON KITCHEN - EVENING

     The Johnson family has dinner as Francesca narrates:

                  FRANCESCA (V.O.)

         You all came home. And with you, my

         life of details.

     EXT. JOHNSON HOUSE

     Everyone is doing various daily chores.

                  FRANCESCA (V.O.)

         A day or two past and with each

         thought of him, a task would present

         itself like a life saver, pulling me

         further and further away from those

         four days.

     INT. LIVING ROOM - EVENING

     Francesca is reading. Richard watches TV.

                  FRANCESCA (V.O.)

         I was grateful. I felt safe.

                                 CUT TO:

     EXT. WINTERSET - MAIN STREET - DAY

     Richard and Francesca drive up to the general store to buy

     groceries. Francesca heads for the store as Richard crosses

     the street.

                  FRANCESCA

         Want anything special for dinner?

                  RICHARD

         Hmm. How about that brown sugar meat

         loaf you make?

                  FRANCESCA

              (smiles)

         Okay.

     She enters the store.

     INT. GENERAL STORE - DAY

     Francesca makes small talk with the grocery lady as she buys

     what she needs.

     EXT. MAIN STREET - DAY

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

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

     deep breath and removes a handkerchief from her bag to wipe

     the sweat from her face. She freezes -

     Through the windshield, she sees ROBERT standing beside his

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

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

     The town moves about its business around them. But neither

     notice or care. Whatever safety or forgetfulness she felt is

     gone. Her feelings burst through. She sits there helpless

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

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

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

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

     is crying. And he stops.

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

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

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

     town -- they smile and say goodbye.

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

     taking the first left.

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

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

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

     Robert.

                  FRANCESCA (V.O.)

         For a moment, I didn't know where I

         was. And for a split second, the

         thought crossed my mind that he

         really didn't want me -- that it was

         easy to walk away.

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

     Francesca turns to look and sees:

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

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

     drive any further.

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

     turns away from her husband to hide the tears.

     EXT. JOHNSON HOUSE - DAY

     WE REPLAY THE OPENING SCENE FROM THE MOVIE:

     Carolyn is in the yard picking vegetables. Her parents drive

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

     and walks briskly into the house. Richard follows more slowly

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

     button from Francesca's red dress.

     INT. KITCHEN

     Francesca enters and places her groceries on the counter. She

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

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

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

     to cry.

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

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

                  MICHAEL (O.S.)

         Dad! You bought the wrong feed!

                  RICHARD

         What!?

     She hears Richard exit the house.

     EXT. LUCY REDFIELD'S HOUSE - NIGHT

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

     Francesca standing there with a cake.

                  FRANCESCA

         Hi. I'm Francesca Johnson. I just

         feel awful I haven't come to visit

         sooner. I hope I'm not interrupting

         anything. Is it too late?

     Lucy is shocked and moved at the same time.

                  LUCY

         No. Not at all.

                  FRANCESCA

         I was wondering if... maybe you'd

         like some company.

              (almost manic)

         I baked a cake!

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

                  LUCY

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

         make coffee.

     Francesca enters. Lucy closes the door.

                                 CUT TO:

     EXT. IOWA LAKEFRONT - DAWN

     Michael continues reading beside Carolyn as the sun rises.

                  MICHAEL

         "We became inseparable, Lucy and I.

         The funny thing is, I didn't tell her

         about Robert until years later. But,

         for some reason, being with her

         somehow made me feel it was safe to

         think about him. To continue loving

         him. The town loved talking about the

         two of us but we didn't care. And

         neither did your father. Which I

         thought was a lovely thing. I

         received Robert's letter and my

         photograph soon after. I always

         wondered if your father found them.

         I was never quite sure..."

     INT. KITCHEN - EVENING

     At dinner, Richard remembers the button he found.

                  RICHARD

         Oh, Franny, is this yours?

     Francesca sees the button. She speaks her original lines MOS

     as HER NARRATION is hard:

                  FRANCESCA (V.O.)

         I almost told him. In that moment I

         felt as if I couldn't hold it back.

         If he really loved me maybe he'd

         understand.

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

                  FRANCESCA (cont'd; V.O.)

         But love won't obey our expectations.

         Its mystery is pure and absolute.

         What Robert and I had, could not

         continue if we were together. What

         Richard and I shared would vanish if

         we were apart. But how I wanted to

         share this. How would our lives have

         changed if I had? Could anyone else

         have seen the beauty of it?

     INT. JOHNSON KITCHEN - NIGHT

     Francesca moves about the kitchen with a frantic pace as she

     puts the finishing touches on a cake. Placing the frosting

     bowl in the sink, she hears someone upstairs exiting their

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

     through the screen door.

     EXT. JOHNSON HOUSE - NIGHT

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

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

     from the front door.

                  CAROLYN

         Mom?

     But she doesn't acknowledge it and drives away.

     EXT. MOTOR INN - NIGHT

     Her truck approaches and then speeds past the Inn where

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

     1979

     INT. JOHNSON BEDROOM - NIGHT

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

     beside an array of medicines and tonics. She wipes his

     forehead with a cool cloth as he takes his pills.

                  FRANCESCA

         Better?

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

     him.

                  RICHARD

         Franny?

                  FRANCESCA

         Hmm?

                  RICHARD

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

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

         give them to you. I love you so much.

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

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

     1982

     EXT. DES MOINES

     Francesca eats at the same restaurant she shared with Robert.

                  FRANCESCA (V.O.)

         After your father died, I tried to

         get in touch with Robert but found

         out he had left the National

         Geographic soon after the Madison

         County. No one seemed to know where

         he was. My only connections to him

         were the places we'd been to that one

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

         them.

     EXT. JOHNSON HOUSE - DAY

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

                  FRANCESCA (V.O.)

         And then one day, I received the

         letter from his attorney, with a

         package.

     INT. JOHNSON LIVING ROOM

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

     She then unwraps the package to reveal a MEDALLION with her

     name inscribed and A PHOTOGRAPHY BOOK; a published collection

     of black and white photos by Robert Kincaid entitled "Four

     Days." Beautiful, dramatic black and white representations of

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

     front page there reads an inscription "FOR F."

                  ROBERT (V.O.)

         "There is a pleasure in the pathless

         woods... There is a rapture on the

         lonely shore... There is society

         where none intrudes... By the deep

         sea and music in its roar... I love

         not man the less, but Nature more...

         From these our interviews, in which

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

         have been before... To mingle with the

         Universe and feel... What I can

         ne'er express, yet cannot all conceal."

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

                                 CUT TO:

     EXT. IOWA LAKEFRONT - EARLY MORNING

     Michael sits with his arm around Carolyn as they look out

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

     narrations continue over the next few scenes.

                  FRANCESCA (V.O.)

         There has not been a day since that

         I have not thought of him. When he

         said we were no longer two people, he

         was right.

     INT. JOHNSON BEDROOM

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

     dress she bought in Des Moines to wear for Robert.

                  FRANCESCA (V.O.)

         We were bound together as tightly as

         two people can be. If it hadn't been

         for him, I don't think I would have

         lasted on the farm all these years.

         Remember that dress of mine you

         wanted, Carolyn -- the one you said I

         never wore. Well, I know I was silly.

         But to me, it was as if you were

         asking to wear my wedding dress to go

         to the movies.

     Carolyn smiles as she holds the dress before her.

     INT. MOTEL - DAY

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

                  FRANCESCA (V.O.)

         After reading all this, I hope you

         can now understand my burial request.

         It was not the ravings of some mad

         old lady. I gave my life to my

         family. I wish to give Robert what is

         left of me.

     INT. MOTEL ROOM

     Michael enters to find his two children watching TV and an

     angry Betty folding clothes.

                  CHILDREN

         Hey, Dad!

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

     for him to follow her into the bedroom.

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

                  BETTY

         You have been out all night long! Do

         I have a right to ask where you've

         been or is this a family secret?

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

                  MICHAEL

         No. No more secrets.

     He kisses her hand. Betty is floored.

                  MICHAEL (cont'd)

         Do I make you happy, Betty?

              (she is stunned)

         Because I want to. I want to more

         than anything.

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

     first time in her life -- is utterly speechless.

     INT. JOHNSON BEDROOM

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

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

     she holds the divorce lawyers card.

                  CAROLYN

              (on the phone)

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

         Listen, we have to talk... Well,

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

         decided I'm going to stay for a

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

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

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

         at all.

              (smiles)

                                 CUT TO:

     EXT. ROSEMAN BRIDGE - DAY

     Michael and his family stand beside Carolyn and a Priest.

                  FRANCESCA (V.O.)

         "I gave Lucy his photography book. If

         you're interested, take a look. If my

         words still leave something unclear,

         perhaps his pictures can illuminate.

         After all, that's what an artist does

         best... "

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

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

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

                  FRANCESCA (V.O.)

         "I love you both with all my heart.

         Do what you have to, to be happy in

         this life. There is so much beauty."

THE END